UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)

 

 

For the quarterly period ended September 30, 2002

 

OR

 

 

 

 

Commission File Number 0-24649

 

REPUBLIC BANCORP, INC.

(Exact name of registrant as specified in its charter)

 

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities and Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

 

ý Yes o No

 

The number of shares outstanding of the issuer’s class of common stock as of the latest practicable date: 14,845,215 shares of Class A Common Stock and 1,982,009 shares of Class B Common Stock as of November 6, 2002.

 

The Exhibit index is on page 36.  This filing contains 41 pages (including this facing sheet).

 

 

REPUBLIC BANCORP, INC.

FORM 10-Q

 

TABLE OF CONTENTS

 

PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 3.	Quantitative and Qualitative Disclosures about Market Risk
Item 4.	Controls and Procedures Disclosure
PART II - OTHER INFORMATION
Item 2.	Changes in Securities
Item 6.	Exhibits and Reports on Form 8-K
	Signatures

 

2

 

REPORT OF INDEPENDENT ACCOUNTANTS

 

Board of Directors and Stockholders

Republic Bancorp, Inc.

Louisville, Kentucky

 

We have reviewed the consolidated balance sheet of Republic Bancorp, Inc. as of September 30, 2002, the related consolidated statements of income and comprehensive income for the quarters and nine months ended September 30, 2002 and 2001, the consolidated statements of cash flows for the nine months ended September 30, 2002 and 2001, and the consolidated statement of changes in stockholders’ equity for the nine months ended September 30, 2002.  These financial statements are the responsibility of the Company’s management.

 

We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants.  A review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of persons responsible for financial and accounting matters.  It is substantially less in scope than an audit conducted in accordance with auditing standards generally accepted in the United States of America, the objective of which is the expression of an opinion regarding the financial statements taken as a whole.  Accordingly, we do not express such an opinion.

 

Based on our review, we are not aware of any material modifications that should be made to the accompanying financial statements for them to be in conformity with accounting principles generally accepted in the United States of America.

 

 

Crowe, Chizek and Company LLP

 

Louisville, Kentucky

November 8, 2002

 

3

 

PART I

 

ITEM 1

 

REPUBLIC BANCORP, INC.

CONSOLIDATED BALANCE SHEETS (UNAUDITED) (dollars in thousands)

 

		September 30 2002			December 31 2001
ASSETS:
Cash and cash equivalents:
Cash and due from banks		$	32,893		$	35,569
Federal funds sold		9,800
Securities available for sale		219,982			211,599
Securities to be held to maturity		63,564			82,346
Mortgage loans held for sale		55,583			35,492
Loans, less allowance for loan losses of $9,194  (2002) and $8,607 (2001)		1,193,737			1,176,094
Federal Home Loan Bank stock		18,108			17,375
Premises and equipment, net		21,783			19,590
Other assets and accrued interest receivable		17,255			12,766
TOTAL		$	1,632,705		$	1,590,831
LIABILITIES:
Deposits:
Non-interest bearing		$	159,998		$	129,552
Interest bearing		855,904			736,806
Securities sold under agreements to repurchase		188,815			282,023
Other borrowed funds		262,069			296,950
Guaranteed preferred beneficial interests in Republic’s subordinated debentures					5,852
Other liabilities and accrued interest payable		18,455			14,533
Total liabilities		1,485,241			1,465,716
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS’ EQUITY:
Preferred stock, no par value Class A and Class B Common stock, no par value		4,121			3,953
Additional paid-in capital		39,157			33,017
Retained earnings		104,562			90,873
Unearned shares in Employee Stock Ownership Plan		(2,751		)	(3,005		)
Accumulated other comprehensive income		2,375			277
Total stockholders’ equity		147,464			125,115
TOTAL		$	1,632,705		$	1,590,831

 

See notes to consolidated financial statements.

 

4

 

REPUBLIC BANCORP, INC.

 

CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (UNAUDITED)

(in thousands, except per share data)

 

		Three Months Ended September 30						Nine Months Ended September 30
		2002			2001			2002			2001
INTEREST INCOME:
Loans, including fees		$	21,940		$	24,605		$	69,588		$	78,618
Securities
Taxable		3,319			3,101			9,663			10,118
Non-taxable		2			3			7			9
Other		386			579			1,345			1,712
Total interest income		25,647			28,288			80,603			90,457
INTEREST EXPENSE:
Deposits		5,828			7,841			17,367			26,210
Securities sold under agreements to repurchase		739			1,871			2,569			7,342
Other borrowed funds		3,848			4,402			11,860			12,449
Total interest expense		10,415			14,114			31,796			46,001
NET INTEREST INCOME