SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
| (Mark One) | ||||||||
| x |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES | |||||||
| EXCHANGE ACT OF 1934 | ||||||||
For the quarterly period ended March 31, 2004
OR
| ¨ |
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 0-18014
PAMRAPO BANCORP, INC.
(Exact name of registrant as specified in its charter)
| NEW JERSEY |
22-2984813 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification Number) | |
| 611 Avenue C, Bayonne, New Jersey |
07002 | |
| (Address of principal executive offices ) | (Zip Code) | |
Registrant’s telephone number, including area code 201-339-4600
Indicate by check X 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 X No
| The number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date April 29, 2004. | ||
$.01 par value common stock — 4,974,313 shares outstanding
PAMRAPO BANCORP, INC.
AND SUBSIDIARIES
| Page Number | ||||
| Financial Statements | ||||
| Consolidated Statements of Financial Condition at March 31, 2004 and December 31, 2003 (Unaudited) | 1 | |||
| Consolidated Statements of Income for the Three Months Ended March 31, 2004 and 2003 (Unaudited) | 2 | |||
| Consolidated Statements of Comprehensive Income for the Three Months Ended March 31, 2004 and 2003 (Unaudited) | 3 | |||
| Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2004 and 2003 (Unaudited) | 4 | |||
| Notes to Consolidated Financial Statements | 5 | |||
| Management’s Discussion and Analysis of Financial Condition and Results of Operations | 6–9 | |||
| Quantitative and Qualitative Disclosure About Market Risk | 10–11 | |||
| Controls and Procedures | 12 | |||
| 13 | ||||
| 14 | ||||
PAMRAPO BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Unaudited)
| March 31, 2004 |
December 31, 2003 |
|||||||
| ASSETS |
||||||||
| Cash and amounts due from depository institutions |
$ | 5,946,660 | $ | 5,929,784 | ||||
| Interest-bearing deposits in other banks |
12,126,987 | 4,196,698 | ||||||
| Total cash and cash equivalents |
18,073,647 | 10,126,482 | ||||||
| Securities available for sale |
3,841,668 | 3,921,902 | ||||||
| Investment securities held to maturity; estimated fair value of $10,040,000 (2004) and $9,950,000 (2003) |
9,395,969 | 9,422,111 | ||||||
| Mortgage-backed securities held to maturity; estimated fair value of $214,818,000 (2004) and $219,035,000 (2003) |
211,825,677 | 218,418,340 | ||||||
| Loans receivable |
378,746,560 | 378,640,773 | ||||||
| Investment in real estate |
128,283 | 129,640 | ||||||
| Premises and equipment |
4,007,220 | 4,092,683 | ||||||
| Federal Home Loan Bank stock, at cost |
4,743,900 | 4,743,900 | ||||||
| Interest receivable |
2,929,484 | 2,838,497 | ||||||
| Other assets |
5,156,608 | 4,560,853 | ||||||
| Total assets |
$ | 638,849,016 | $ | 636,895,181 | ||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY |
||||||||
| Liabilities: |
||||||||
| Deposits |
$ | 489,883,342 | $ | 492,160,765 | ||||
| Advances from Federal Home Loan Bank of New York |
89,000,000 | 87,000,000 | ||||||
| Other borrowed money |
109,494 | 117,748 | ||||||
| Advance payments by borrowers for taxes and insurance |
3,346,981 | 3,495,739 | ||||||
| Other liabilities |
4,279,126 | 2,797,586 | ||||||
| Total liabilities |
586,618,943 | 585,571,838 | ||||||
| Stockholders’ equity: |
||||||||
| Preferred stock; authorized 3,000,000 shares; issued and outstanding—none |
— | — | ||||||
| Common stock; par value $.01; authorized 25,000,000 shares; 6,900,000 shares issued; 4,974,313 shares outstanding |
69,000 | 69,000 | ||||||
| Paid-in capital in excess of par value |
18,957,298 | 18,957,298 | ||||||
| Retained earnings—substantially restricted |
55,523,807 | 54,621,926 | ||||||
| Accumulated other comprehensive income—Unrealized gain on securities available for sale |
248,019 | 243,170 | ||||||
| Treasury stock, at cost; 1,925,687 shares |
(22,568,051 | ) | (22,568,051 | ) | ||||
| Total stockholders’ equity |
52,230,073 | 51,323,343 | ||||||
| Total liabilities and stockholders’ equity |
$ | 638,849,016 | $ | 636,895,181 | ||||
See notes to consolidated financial statements.
1
PAMRAPO BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
| Three Months Ended March 31, | ||||||
| 2004 |
2003 | |||||
| Interest income: |
||||||
| Loans |
$ | 6,132,688 | $ | 6,931,445 | ||
| Mortgage-backed securities |
2,452,861 | 2,124,358 | ||||
| Investments and other interest-earning assets |
243,960 | 287,933 | ||||
| Total interest income |
8,829,509 | 9,343,736 | ||||
| Interest expense: |
||||||
| Deposits |
2,024,312 | 2,623,870 | ||||
| Advances and other borrowed money |
797,691 | 999,496 | ||||
| Total interest expense |
2,822,003 | 3,623,366 | ||||
| Net interest income |
6,007,506 | 5,720,370 | ||||
| Provision for loan losses |
10,000 | 30,000 | ||||
| Net interest income after provision for loan losses |
5,997,506 | 5,690,370 | ||||
| Non-interest income: |
||||||
| Fees and service charges |
320,455 | 342,015 | ||||
| Miscellaneous |
291,234 | 230,784 | ||||
| Total non-interest income |
611,689 | 572,799 | ||||
| Non-interest expenses: |
||||||
| Salaries and employee benefits |
1,926,709 | 1,715,438 | ||||
| Net occupancy expense of premises |
247,562 | 260,488 | ||||
| Equipment |
303,955 | 361,820 | ||||
| Advertising |
61,907 | 44,348 | ||||
| Miscellaneous |
826,011 | 774,365 | ||||
| Total non-interest expenses |
3,366,144 | 3,156,459 | ||||
| Income before income taxes |
3,243,051 | 3,106,710 | ||||
| Income taxes |
1,296,564 | 1,259,992 | ||||
| Net income |
$ | 1,946,487 | $ | 1,846,718 | ||
| Net income per common share: |
||||||
| Basic |
$ | 0.39 | $ | 0.36 | ||
| Diluted |
$ | 0.39 | $ | 0.36 | ||
| Dividends per common share |
$ | 0.21 | $ | 0.20 | ||
| Weighted average number of common shares and common stock equivalents outstanding: |
||||||
| Basic |
4,974,313 | 5,145,986 | ||||
| Diluted |
5,001,164 | 5,145,986 | ||||
See notes to consolidated financial statements.
2
PAMRAPO BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
| Three Months Ended March 31, |
||||||||
| 2004 |
2003 |
|||||||
| Net income |
$ | 1,946,487 | $ | 1,846,718 | ||||
| Other comprehensive income, net of income taxes: |
||||||||
| Gross unrealized holding gain on securities available for sale |
8,149 | 10,298 | ||||||
| Deferred income taxes |
(3,300 | ) | (4,100 | ) | ||||
| Other comprehensive income |
4,849 | 6,198 | ||||||
| Comprehensive income |
$ | 1,951,336 | $ | 1,852,916 | ||||
See notes to consolidated financial statements.
3
PAMRAPO BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
| Three Months Ended March 31, |
||||||||
| 2004 |
2003 |
|||||||
| Cash flows from operating activities: |
||||||||
| Net income |
$ | 1,946,487 | $ | 1,846,718 | ||||
| Adjustments to reconcile net income to cash provided by operating activities: |
||||||||
| Depreciation of premises and equipment and investment in real estate |
133,552 | 155,002 | ||||||
| Amortization of premiums and discounts, net |
216,384 | 97,498 | ||||||
| Accretion of deferred loan fees, net |
70,351 | 65,012 | ||||||
| Provision for loan losses |
10,000 | 30,000 | ||||||
| (Increase) in interest receivable |
(90,987 | ) | (47,933 | ) | ||||
| (Increase) decrease in other assets |
(599,055 | ) | 195,695 | |||||
| Increase in other liabilities |
1,481,540 | 5,558 | ||||||
| Net cash provided by operating activities |
3,168,272 | 2,347,550 | ||||||
| Cash flow from investing activities: |
||||||||
| Principal repayments on securities available for sale |
96,390 | 213,186 | ||||||
| Purchases of securities available for sale |
(8,007 | ) | (8,396 | ) | ||||
| Principal repayments on mortgage-backed securities held to maturity |
11,432,109 | 15,971,561 | ||||||
| Purchases of mortgage-backed securities held to maturity |
(5,029,688 | ) | (39,931,560 | ) | ||||
| Net change in loans receivable |
(186,138 | ) | 8,369,952 | |||||
| Additions to premises and equipment |
(46,732 | ) | (98,855 | ) | ||||
| Net cash provided by (used in) investing activities |
6,257,934 | (15,484,112 | ) | |||||
| Cash flows from financing activities: |
||||||||
| Net (decrease) increase in deposits |
(2,277,423 | ) | 19,616,103 | |||||
| Net increase (decrease) in advances from Federal Home Loan Bank of New York |
2,000,000 | (5,000,000 | ) | |||||
| Net (decrease) in other borrowed money |
(8,254 | ) | (7,622 | ) | ||||
| Net (decrease) increase in payments by borrowers for taxes and insurance |
(148,758 | ) | 143,564 | |||||
| Cash dividends paid |
(1,044,606 | ) | (1,029,197 | ) | ||||
| Net cash (used in) provided by financing activities |
(1,479,041 | ) | 13,722,848 | |||||
| Net increase in cash and cash equivalents |
7,947,165 | 586,286 | ||||||
| Cash and cash equivalents—beginning |
10,126,482 | 23,857,387 | ||||||
| Cash and cash equivalents—ending |
$ | 18,073,647 | $ | 24,443,673 | ||||
| Supplemental information: |
||||||||
| Cash paid during the period for: |
||||||||
| Interest on deposits and borrowings |
$ | 2,702,458 | $ | 3,699,930 | ||||
| Income taxes |
$ | 850,000 | $ | — | ||||
See notes to consolidated financial statements.
4
PAMRAPO BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. PRINCIPLES OF CONSOLIDATION
The consolidated financial statements include the accounts of Pamrapo Bancorp, Inc. (the “Company”) and its wholly owned subsidiaries, Pamrapo Savings Bank, SLA (the “Bank”) and Pamrapo Service Corp, Inc