UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

 

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

 

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: 14,986,182 shares of Class A Common Stock and 1,967,824 shares of Class B Common Stock as of August 8, 2003.

 

The Exhibit index is on page 36.  This filing contains 44 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 4.	Submission of Matters to a Vote of Security Holders
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 June 30, 2003, the related consolidated statements of income and comprehensive income for the quarters and six months ended June 30, 2003 and 2002, the consolidated statements of cash flows for the six months ended June 30, 2003 and 2002, and the consolidated statement of changes in stockholders’ equity for the six months ended June 30, 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
August 8, 2003

 

3

 

PART I

 

ITEM 1

 

REPUBLIC BANCORP, INC.

CONSOLIDATED BALANCE SHEETS (dollars in thousands)

 

		June 30 2003			December 31 2002
		(Unaudited)
ASSETS:
Cash and due from banks		$	62,359		$	39,853
Securities available for sale		214,875			203,047
Securities to be held to maturity		68,019			85,412
Mortgage loans held for sale		32,555			65,695
Loans, less allowance for loan losses of $12,668 (2003) and $10,148 (2002)		1,404,097			1,299,915
Federal Home Loan Bank stock		18,768			18,324
Premises and equipment, net		28,806			23,152
Other assets and accrued interest receivable		19,134			17,308
TOTAL		$	1,848,613		$	1,752,706
LIABILITIES:
Deposits:
Non-interest bearing		$	212,122		$	175,460
Interest bearing		938,316			864,730
Total		1,150,438			1,040,190
Securities sold under agreements to repurchase		148,290			224,929
FHLB Advances		361,688			319,299
Other liabilities and accrued interest payable		20,401			17,492
Total liabilities		1,680,817			1,601,910
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS’ EQUITY:
Preferred stock, no par value
Class A and Class B Common stock, no par value		4,145			4,120
Additional paid-in capital		40,000			39,174
Retained earnings		122,162			107,567
Unearned shares in Employee Stock Ownership Plan		(2,483		)	(2,663		)
Accumulated other comprehensive income		3,972			2,598
Total stockholders’ equity		167,796			150,796
TOTAL		$	1,848,613		$	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 June 30						Six Months Ended June 30
		2003			2002			2003			2002
INTEREST INCOME:
Loans, including fees		$	25,494		$	21,821		$	55,218		$	47,648
Securities
Taxable		2,668			3,349			5,381			6,344
Non-taxable		1			3			2			5
Other		236			454			528			959
Total interest income		28,399			25,627			61,129			54,956
INTEREST EXPENSE:
Deposits		4,812			5,844			9,905			11,539
Securities sold under agreements to repurchase		456			852			968			1,830
Other borrowed funds		3,546			3,966			6,893			8,012
Total interest expense		8,814			10,662			17,766			21,381