UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)

 

ý Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

For the quarterly period ended March 31, 2003

 

OR

 

o Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Commission File Number 0-24649

 

REPUBLIC BANCORP, INC.

(Exact name of registrant as specified in its charter)

 

 

Registrant’s telephone number, including area code: (502) 584-3600

 

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

 

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act).

 

ý Yes o No

 

The number of shares outstanding of the issuer’s class of common stock as of the latest practicable date: 14,966,725 shares of Class A Common Stock and 1,976,798 shares of Class B Common Stock as of May 8, 2003.

 

The Exhibit index is on page 36.  This filing contains 39 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 March 31, 2003, the related consolidated statements of income and comprehensive income for the quarters ended March 31, 2003 and 2002, the consolidated statements of cash flows for the quarters ended March 31, 2003 and 2002, and the consolidated statement of changes in stockholders’ equity for the quarter ended March 31, 2003.  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 LLC

 

Louisville, Kentucky

May 12, 2003

 

3

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PART I

 

ITEM 1

 

REPUBLIC BANCORP, INC.

CONSOLIDATED BALANCE SHEETS  (dollars in thousands)

 

		March 31 2003			December 31 2002
		(Unaudited)
ASSETS:
Cash and cash equivalents:		$	57,302		$	39,853
Securities available for sale		244,512			203,047
Securities to be held to maturity		73,718			85,412
Mortgage loans held for sale		38,311			65,695
Loans, less allowance for loan losses of $11,658 (2003) and $10,148 (2002)		1,333,855			1,299,915
Federal Home Loan Bank stock		18,561			18,324
Premises and equipment, net		25,417			23,152
Other assets and accrued interest receivable		19,235			17,308
TOTAL		$	1,810,911		$	1,752,706
LIABILITIES:
Deposits:
Non-interest bearing		$	191,445		$	175,460
Interest bearing		988,626			864,730
Securities sold under agreements to repurchase		134,154			224,929
FHLB advances		304,383			319,299
Other liabilities and accrued interest payable		32,140			17,492
Total liabilities		1,650,748			1,601,910
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS’ EQUITY:
Preferred stock, no par value
Class A and Class B Common stock, no par value		4,134			4,120
Additional paid-in capital		39,558			39,174
Retained earnings		116,475			107,567
Unearned shares in Employee Stock Ownership Plan		(2,574		)	(2,663		)
Accumulated other comprehensive income		2,570			2,598
Total stockholders’ equity		160,163			150,796
TOTAL		$	1,810,911		$	1,752,706

 

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 March 31
		2003			2002
INTEREST INCOME:
Loans, including fees		$	29,724		$	25,827
Securities
Taxable		2,713			2,995
Non-taxable		1			2
Other		292			505
Total interest income		32,730			29,329
INTEREST EXPENSE:
Deposits		5,093			5,695
Securities sold under agreements to repurchase		512			978
Other borrowed funds		3,347			4,046
Total interest expense		8,952			10,719
NET INTEREST INCOME		23,778			18,610
PROVISION FOR LOAN LOSSES		4,341			2,697
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES		19,437			15,913
NON-INTEREST INCOME:
Service charges on deposit accounts		2,320			1,817
Electronic refund check fees		3,169			2,793
Title insurance commissions		673			485
Net gain on sale of mortgage loans		5,429			1,946
Other		143			567
Total non-interest income		11,734			7,608
NON-INTEREST EXPENSE:
Salaries and employee benefits		8,337			7,505
Occupancy and equipment		2,826			2,288
Computer services