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 September 30, 2004.
Or
o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
for the transition period from to
Commission File Number 000-50266
TRINITY CAPITAL CORPORATION
(Exact name of registrant as specified in its charter)
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New Mexico |
85-0242376 |
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(State of incorporation) |
(I.R.S. Employer Identification Number) |
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1200 Trinity Drive, Los Alamos, New Mexico 87544 |
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(Address of principal executive offices) |
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(505) 662-5171 |
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Telephone number |
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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 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. Yes ý No o
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Securities Exchange Act of 1934). Yes ý No o
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 6,732,888 shares of common stock, no par value, outstanding as of October 15, 2004.
TRINITY CAPITAL CORPORATION AND SUBSIDIARIES
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PART I. FINANCIAL INFORMATION |
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Item 1. |
Financial Statements |
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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 Disclosures About Market Risk |
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Item 4. |
Controls and Procedures |
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PART II. OTHER INFORMATION |
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Item 1. |
Legal Proceedings |
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Item 2. |
Changes in securities and use of proceeds and issuer purchases of equity securities |
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Item 3. |
Defaults upon senior securities |
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Item 4. |
Submission of matters to a vote of securities holders |
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Item 5. |
Other information |
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Item 6. |
Exhibits |
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SIGNATURES |
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CERTIFICATIONS |
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1
PART I – FINANCIAL INFORMATION
TRINITY CAPITAL CORPORATION & SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
September 30, 2004 and December 31, 2003
(Amounts in thousands, except share data)
(Unaudited)
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September |
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December 31, |
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ASSETS |
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Cash and due from banks |
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$ |
48,964 |
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$ |
42,104 |
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Interest bearing deposits with banks |
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43 |
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967 |
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Federal funds sold and securities purchased under resell agreements |
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40 |
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40 |
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Cash and cash equivalents |
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49,047 |
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43,111 |
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Investment securities available for sale |
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49,512 |
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95,088 |
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Investment securities held to maturity, at amortized cost (fair value of $68,630 at September 30, 2004 and $75,179 at December 31, 2003) |
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68,020 |
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73,717 |
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Other investments |
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7,255 |
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6,161 |
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Loans (net of allowance for loan losses of $8,554 at September 30, 2004 and $7,368 at December 31, 2003) |
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839,375 |
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733,155 |
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Loans held for sale |
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10,667 |
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9,511 |
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Premises and equipment, net |
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25,593 |
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18,939 |
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Accrued interest receivable |
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6,371 |
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6,497 |
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Mortgage servicing rights, net |
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8,446 |
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7,792 |
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Other real estate owned |
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6,728 |
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7,383 |
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Other assets |
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3,630 |
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5,396 |
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Total assets |
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$ |
1,074,644 |
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$ |
1,006,750 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Liabilities |
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Deposits: |
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Noninterest bearing |
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$ |
62,911 |
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$ |
60,191 |
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Interest bearing |
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805,772 |
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776,004 |
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Total deposits |
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868,683 |
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836,195 |
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Short-term borrowings |
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40,600 |
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9,402 |
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Long-term borrowings |
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61,883 |
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67,398 |
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Junior subordinated debt owed to unconsolidated trusts |
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22,682 |
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16,496 |
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Borrowings made by Employee Stock Ownership Plan (ESOP) to outside parties |
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1,686 |
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2,157 |
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Accrued interest payable |
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2,494 |
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2,797 |
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Other liabilities |
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3,879 |
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6,247 |
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Total liabilities |
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1,001,907 |
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940,692 |
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Stock owned by Employee Stock Ownership Plan (ESOP) participants; 638,115 and 653,381 shares at September 30, 2004 and December 31, 2003, respectively, at fair value; net of unearned ESOP shares of 99,748 shares and 126,194 shares at September 30, 2004 and December 31, 2003, respectively, at historical cost |
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17,582 |
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18,256 |
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Commitments, contingencies and credit risk (note 7) |
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Stockholders’ Equity |
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Common stock, no par, authorized 20,000,000 shares; issued 6,856,800 shares, outstanding 6,731,318 and 6,701,478 at September 30, 2004 and December 31, 2003, respectively |
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6,836 |
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6,836 |
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Additional paid-in capital |
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1,110 |
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545 |
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Retained earnings |
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47,844 |
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40,845 |
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Accumulated other comprehensive (loss) income |
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(31 |
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135 |
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Total stockholders’ equity before treasury stock |
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55,759 |
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48,361 |
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Treasury stock, at cost, 25,734 shares and 29,128 shares at September 30, 2004 and December 31, 2003, respectively, at historical cost |
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(604 |
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(559 |
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Total stockholders’ equity |
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55,155 |
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47,802 |
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Total liabilities and stockholders’ equity |
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$ |
1,074,644 |
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$ |
1,006,750 |
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The accompanying notes are an integral part of these unaudited consolidated financial statements.
2
TRINITY CAPITAL CORPORATION & SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
For the Three and Nine Months Ended September 30, 2004 and 2003
(Amounts in thousands except share and per share data)
(Unaudited)
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Three Months Ended |
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Nine Months Ended |
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September 30, |
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September 30, |
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September 30, |
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September 30, |
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