United States
Securities and Exchange Commission
Washington, D.C. 20429
FORM 10-Q
ý Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2004.
o Transition report under Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from N/A to N/A.
Commission File Number 000-23925
(Exact name of registrant as specified in its charter)
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California |
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77-0442667 |
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(State or Other
Jurisdiction of |
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(I.R.S. Employer Identification No.) |
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1026 Grand Ave. Arroyo Grande, CA |
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93420-0580 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
Issuer’s Telephone Number: (805) 473-7700
Securities to be registered under Section 12(b) of the Act: None
Securities to be registered under Section 12(g) of the Act:
Common Stock, no par value
(Title of class)
Check whether the Company (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or 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. Yes ý No o
Indicate by check mark whether the Registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).
Yes ý No o
As of July 27, 2004, the aggregate market value of the common stock held by non-affiliates of the Company was: $546,130,652.
Number of shares of common stock of the Company outstanding as of July 27, 2004: 23,408,096 shares.
Mid-State Bancshares
June 30, 2004
Index
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Item 2 –Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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Item 3 –Quantitative and Qualitative Disclosure About Market Risk |
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Certifications |
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EX-32 Certification Pursuant to 18 U.S.C. Sec. 1350 |
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2
PART I - FINANCIAL INFORMATION
Mid-State Bancshares
Consolidated Statements of Financial Position
(Unaudited - figures in 000’s)
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June 30, 2004 |
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Dec. 31, 2003 |
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June 30, 2003 |
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ASSETS |
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Cash and Due From Banks |
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$ |
128,141 |
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$ |
123,763 |
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$ |
124,176 |
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Fed Funds Sold |
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23,000 |
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47,500 |
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79,200 |
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Securities Available For Sale |
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674,431 |
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774,679 |
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601,120 |
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Loans Held for Sale |
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12,789 |
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13,410 |
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49,875 |
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Loans, net of unearned income |
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1,316,135 |
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1,154,932 |
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1,102,210 |
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Allowance for Loan Losses |
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(13,895 |
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(16,063 |
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(17,963 |
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Net Loans |
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1,302,240 |
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1,138,869 |
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1,084,247 |
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Premises and Equipment, Net |
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25,335 |
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26,325 |
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25,570 |
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Accrued Interest Receivable |
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11,678 |
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12,174 |
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10,764 |
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Other Real Estate Owned |
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— |
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3,428 |
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— |
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Goodwill |
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47,840 |
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47,840 |
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33,448 |
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Core Deposit Intangibles, net |
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8,419 |
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9,107 |
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6,966 |
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Other Assets |
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18,142 |
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11,737 |
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8,888 |
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Total Assets |
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$ |
2,252,015 |
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$ |
2,208,832 |
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$ |
2,024,254 |
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LIABILITIES AND EQUITY |
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Non Interest Bearing Demand |
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$ |
498,754 |
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$ |
487,624 |
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$ |
422,732 |
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NOW Accounts, Money Market and Savings Deposits |
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1,054,520 |
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1,024,207 |
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919,768 |
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Time Deposits Under $100 |
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236,410 |
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245,052 |
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241,002 |
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Time Deposits $100 or more |
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164,761 |
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155,548 |
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156,632 |
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Total Deposits |
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1,954,445 |
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1,912,431 |
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1,740,134 |
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Other Borrowings |
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4,964 |
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7,627 |
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6,354 |
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Allowance for Losses – Unfunded Commitments |
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1,570 |
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1,941 |
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1,812 |
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Accrued Interest Payable and Other Liabilities |
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19,074 |
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14,279 |
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13,594 |
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Total Liabilities |
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1,980,053 |
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1,936,278 |
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1,761,894 |
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Commitments and Contingencies |
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Shareholders’ Equity: |
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Common Stock and Surplus (Shares Outstanding of 23,454, 23,567 and 23,384, respectively) |
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72,476 |
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75,506 |
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71,566 |
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Retained Earnings |
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195,215 |
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184,771 |
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173,489 |
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Accumulated Other Comprehensive Income net of taxes of $2,847, $8,200 and $11,537 |
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4,271 |
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12,277 |
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17,305 |
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Total Equity |
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271,962 |
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272,554 |
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262,360 |
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Total Liabilities and Equity |
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$ |
2,252,015 |
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$ |
2,208,832 |
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$ |
2,024,254 |
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The accompanying notes are an integral part of these consolidated statements.
3
Mid-State Bancshares
Consolidated Statements of Income
(Unaudited - figures in 000’s except earnings per share data)
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Three
Month Period |
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Six Month
Period |
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2004 |
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2003 |
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2004 |
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2003 |
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Interest Income: |
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Interest and fees on loans |
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$ |
20,519 |
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$ |
20,134 |
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$ |
40,237 |
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$ |
39,887 |
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Interest on investment securities - |
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U.S. Treasury securities |
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226 |
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154 |
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642 |
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