SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------------------------
FORM 10-QSB
(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
|_| 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: 0-26577
Webster City Federal Bancorp
(Exact name of registrant as specified in its charter)
United States 42-1491186
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
820 Des Moines Street, Webster City, Iowa 50595-0638
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 515-832-3071
--------------------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer (1) has filed all reports required to be filed by
section 13 or 15(d) of the Exchange Act during the past 12 months (or shorter
period that the regetaint was required to file such reports), and (2) has been
subject to current filing requirements for the past 90 days. |X| Yes |_| No
Transitional Small Business Disclosure Format: |_| Yes |X| No
Indicate the number of shares outstanding for each of the issuer's classes
of common stock, as of the latest practicable date.
3,772,372 shares of common stock, $.10 par value, outstanding at April 30, 2004.
Webster City Federal Bancorp and Subsidiaries
Index
Page
----
Part I. Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets
at March 31, 2004 and December 31, 2003 1
Consolidated Statements of Operations
for the three months ended March 31, 2004
and 2003 2
Consolidated Statements of Cash Flows
for the three months ended March 31, 2004
and 2003 3
Notes to Consolidated Financial Statements 4
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 6
Item 3. Controls and Procedures
Part II. Other Information
Other Information 11
Webster City Federal Bancorp and Subsidiaries
Consolidated Balance Sheets
March 31, December 31,
2004 2003
------------- -------------
(Unaudited)
Assets
Cash and cash equivalents $ 5,189,693 $ 3,430,915
Time deposits in other financial institutions 13,659,000 12,273,000
Securities available-for-sale 11,737,868 13,627,119
Securities held-to-maturity (market value 3,354,944 3,478,632
of $3,461,490 and $3,566,728, as of March 31, 2004 and
Decemeber 31, 2003, respectively
Loans receivable, net 68,554,821 69,028,234
Real estate owned 73,809 --
Federal Home Loan Bank (FHLB) stock, at cost 555,400 555,400
Bankers' Bank stock, at cost 147,500 147,500
Office property and equipment, net 678,290 692,976
Deferred taxes on income 297,104 339,000
Accrued interest receivable 488,496 498,603
Prepaid expenses and other assets 580,578 681,154
------------- -------------
Total assets $ 105,317,503 $ 104,752,533
============= =============
Liabilities and Stockholders' Equity
Deposits $ 71,099,090 $ 70,855,734
Federal Home Loan Bank advances 9,700,000 9,700,000
Advance payments by borrowers for
taxes and insurance 162,764 314,758
Accrued interest payable 275,634 30,295
Current income taxes payable 194,030 76,611
Accrued expenses and other liabilities 1,119,576 1,117,061
------------- -------------
Total liabilities $ 82,551,094 $ 82,094,459
------------- -------------
Stockholders' Equity
Serial preferred stock, $0.10 par value -- --
Authorized 10,000,000 shares; issued none
Common stock, $.10 par value. 20,000,000 shares authorized: $ 430,123 $ 430,123
4,301,228 issued and 3,772,372 outstanding at March 31, 2004
and at December 31, 2003
Additional paid-in capital 9,439,591 9,439,592
Retained earnings, substantially restricted 16,665,547 16,627,337
Unrealized gain on securities available-for-sale 112,526 42,400
Treasury stock, 528,856 shares as of March 31, 2004 (3,881,378) (3,881,378)
and December 31, 2003, respectively
------------- -------------
Total stockholders' equity 22,766,409 22,658,074
------------- -------------
Total liabilities and stockholders' equity $ 105,317,503 $ 104,752,533
============= =============
See accompying notes to consolidated financial statements.
Webster City Federal Bancorp and Subsidiaries
Consolidated Statements of Operations
For the Three Months
Ended March 31,
-------------------------
2004 2003
----------- -----------
(Unaudited)
Income
Interest income:
Loans receivable $ 1,131,761 $ 1,297,025
Mortgage-backed & related securities 37,049 35,786
Investment securities 133,153 106,296
Other interest-earning assets 104,751 122,608
----------- -----------
Total interest income 1,406,714 1,561,715
----------- -----------
Interest expense:
Deposits 396,467 490,710
Federal Home Loan Bank advances 112,613 124,988
----------- -----------
Total interest expense 509,080 615,698
----------- -----------
Net interest income 897,634 946,017
Provision for losses on loans -- --
----------- -----------
Net interest income after
provision for losses on loans 897,634 946,017
----------- -----------
Non-interest income:
Fees and service charges 46,476 51,773
Other 44,211 30,819
----------- -----------
Total non-interest income 90,687 82,592
----------- -----------
Expense
Non-interest expense:
Compensation, payroll taxes
and employee benefits 314,310 302,314
Office property and equipment 40,093 37,796
Data processing services 53,630 54,679
Federal insurance premiums 2,771 2,839
Other real estate expenses, net 4,173 509
Advertising 6,352 8,981
Other 113,829 126,448
----------- -----------
Total non-interest expense 535,158 533,566
----------- -----------
Earnings before taxes on income 453,163 495,043
Taxes on income 164,650 189,472
----------- -----------
Net earnings $ 288,513 $ 305,571
=========== ===========
Earnings per share - basic $ 0.08 $ 0.08
=========== ===========
Earnings per share - diluted $ 0.08 $ 0.08
=========== ===========
See accompanying notes to consolidated financial statements.
Webster City Federal Bancorp and Subsidiaries
Consolidated Statements of Cash Flows
For the Three Months
Ended March 31,
--------------------------
2004 2003
----------- -----------
(Unaudited)
Cash flows from operating activities
Net earnings $ 288,513 $ 305,571
----------- -----------
Adjustments to reconcile net earnings to net cash
provided by operating activities:
Depreciation 22,857 14,833
Amortization of premiums and discounts, net (1,799) 460
Change in:
Deferred taxes on income 41,896 (16,527)
Accrued interest receivable 10,107 69,214
Prepaid expenses and other assets 100,576 28,401
Accrued interest payable 245,339 267,453
Current income taxes payable 117,419 (83,374)
Accrued expenses and other liabilities 2,515 264,780
----------- -----------
Total adjustments 538,910 545,240
----------- -----------
Net cash provided by operating activities 827,423 850,811
----------- -----------
Cash flows from investing activities
Proceeds from the maturity of interest earning deposits 693,000 1,094,000
Purchase of interest earning deposits (2,079,000) (793,000)
Proceeds from sales of securities available-for-sale 2,961,425 1,500,000
Purchase of securities available-for-sale (1,000,000) (4,500,000)
Principal collected on mortgage-backed and related securities 123,737 333,838
Net change in loans receivable 399,305 3,122,019
Purchase of office property & equipment (8,171) --
----------- -----------
Net cash provided by investing activities 1,090,296 756,857
----------- -----------
Cash flows from financing activities
Net increase in deposits 243,356 1,713,024
Net decrease in advance payments by borrowers
for taxes and insurance (151,994) (187,641)
Dividends paid (250,303) (184,594)
----------- -----------
Net cash (used in) provided by financing activities (158,941) 1,340,789
----------- -----------
Net increase in cash and cash equivalents 1,758,778 2,948,457
----------- -----------
Cash and cash equivalents at beginning of period 3,430,915 5,251,946
----------- -----------
Cash and cash equivalents at end of period $ 5,189,693 $ 8,200,403
=========== ===========
Supplemental disclosures of cash flow information:
Cash paid during the year for:
Interest $ 151,128 $ 223,257
Taxes on income -- --
Transfers from loans to real estate owned $ 73,809 $ --
=========== ===========
See accompanying notes to consolidated financial statements.
Webster City Federal Bancorp and Subsidiaries
Notes to Consolidated Financial Statements
(Unaudited)
1. DESCRIPTION OF BUSINESS
Webster City Federal Bancorp ( the "Company" ) and its subsidiaries, Webster
City Federal Savings Bank, a federal stock savings bank (the "Bank"), and
Security Title and Abstract, Inc., conduct operations in Webster City, Iowa, a
community of approximately 8,000 people. The Bank is primarily engaged in the
business of attracting deposits from the general public in its market area and
investing such deposits in mortgage loans secured by one-to-four family
residential real estate. The Bank's primary area of lending and other financial
services consists of Hamilton County, Iowa, and the surrounding contiguous
counties. Security Title and Abstract, Inc. is engaged in the business of
providing abstracting and title services for properties located in Hamilton
County, Iowa.
Approximately 60% of the Company's outstanding common stock is owned by WCF
Financial M.H.C., a mutual holding company (the "Holding Company"). The
remaining 40% of the Company's outstanding common stock is owned by the general
public including the Bank's Employee Stock Ownership Plan.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICES
The consolidated financial statements for the three month periods ended March
31, 2004 and 2003 are unaudited. In the opinion of management of the Company,
these financial statements reflect all adjustments, consisting only of normal
recurring accruals necessary to present fairly these consolidated financial
statements. The results of operations for the interim periods are not
necessarily indicative of results that may be expected for an entire year.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with accounting principles generally accepted
in the United States of America have been omitted.
Principles of Consolidation
The consolidated financial statements include the accounts of Webster City
Federal Bancorp, Security Title and Abstract, Inc., Webster City Federal Savings
Bank and its wholly owned subsidiary, WCF Service Corporation, which is engaged
in the sales of mortgage life and credit life insurance to the Bank's loan
customers. All material inter-company accounts and transactions have been
eliminated in the consolidation.
The consolidated financial statements have been prepared in accordance with
accounting principles generally accepted in the United States of America. In
preparing such financial statements, management is required to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities as of the date of the balance
sheet and revenues and expenses for the period. Actual results could differ
significantly from those estimates. Material estimates that are particularly
susceptible to significant change relate to management's determination of the
allowance for loan losses.
Reclassifications
Critical Accounting Policy - The Company's critical accounting policy relates to
the allowance for losses on loans. The Company has established a systematic
method of periodically reviewing the credit quality of the loan portfolio in
order to establish a sufficient allowance for losses on loans. The allowance for
losses on loans is based on management's current judgments about the credit
quality of individual loans and segments of the loan portfolio. The allowance
for losses on loans is established through a provision, and considers all known
internal and external factors that affect loan collectability as of the
reporting date. Such evaluation, which included a review of all loans on which
full collectability may not be reasonably assured, considers among other
matters, the estimated net realizable value or the fair value of the
underlying collateral, economic conditions, historical loan loss experience,
management's knowledge of inherent risks in the portfolio that are probable and
reasonably estimable and other factors that warrant recognition in providing an
appropriate loan loss allowance.
Uses of Estimates - The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and reported amounts of
revenues and expenses during the reporting period. Actual results could differ
from those estimates.
3. DIVIDENDS
On January 21, 2004 the Company declared a cash dividend on its common stock
payable on February 26, 2004 to stockholders of record as of February 10, 2004,
equal to $.17 per share or approximately $641,303. Of this amount, the payment
of approximately $391,000 (representing the dividend payable on 2,300,000 shares
owned by WCF Financial, M.H.C., the Company's mutual holding company) was waived
by the mutual holding company, resulting in an actual dividend distribution of
$250,303.
4. EARNINGS PER SHARE COMPUTATIONS
2004
Earnings per share - basic is computed using the weighted average number of
common shares outstanding of 3,772,372 for the three months ended March 31,
2004, divided into the net earnings of $288,500 for the three months ended March
31, 2004, resulting in net earnings per share basic of $.08 compared to $.08 for
the same three month period ended March 31, 2003.
Earnings per share - diluted is computed using the weighted average number of
common shares outstanding after giving effect to additional shares assumed to be
issued in relation to the Company's stock option plan using the average price
per share for the period. Such additional shares were 6,066 for the three months
ended March 31, 2004. Net earnings for the three months ended March 31, 2004
were $288,500, resulting in net earnings per share diluted of $.08 compared to
$.08 for the same three month period ended March 31, 2003.
5. INTANGIBLE ASSET
A Company subsidiary maintains an intangible asset relating to a customer list.
It has an estimated useful life of 15 years and is being amortized using the
straight-line method. At March 31, 2004, the gross carrying amount was $145,000
with accumulated amortization of $34,641. Amortization expense for the three
months ended March 31, 2004 and 2003 was $2,418 and $2,418 respectively.
The estimated amortization expense for the following five year period is as
follows:
December 31, 2004 $ 9,667.
December 31, 2005 9,667.
December 31, 2006 9,667.
December 31, 2007 9,667.
December 31, 2008 9,667.
6. STOCK - BASED COMPENSATION
SFAS No. 123, Accounting for Stock-Based Compensation, established accounting
and disclosure requirements using a fair-value-based method of accounting for
stock-based employee compensation plans. As allowed by SFAS No. 123, the Company
has elected to continue to apply the intrinsic-value-based method of accounting
and has adopted only the disclosure requirements of SFAS No. 123. The following
table illustrates the effect on net income if the fair-value-based method had
been applied to all outstanding and unvested awards in each period.
Quarter Ended Quarter Ended
March 31, 2004 March 31, 2003
-------------- --------------
Net income, as reported $ 288,513 $ 305,571
Add stock -based employee
compensation expense included in
reported net income, net of tax -- --
Deduct total stock-based employee
compensation expense determined
under fair-value-based method for
all rewards, net of tax -- --
Pro forma $ 288,513 $ 305,571
Earnings per share
As reported:
Basic .08 .08
Diluted .08 .08
Pro forma:
Basic .08 .08
Diluted .08 .08
Item 2
Webster City Federal Bancorp and Subsidiaries
Management's Discussion and Analysis of Financial Condition
and Results of Operations
FINANCIAL CONDITION
Total assets increased by $565,000, or .5%, from December 31, 2003 to March 31,
2004. Cash and cash equivalents increased $1.8 million or 33.9%. Securities
available for sale decreased by $1.9 million or 13.9%. Loans receivable
decreased $473,400, or .7% during the same period. At March 31, 2004, the
Company had $73,800 in real estate owned. At December 31, 2003, the Company had
no real estate owned. Deposits increased $243,400, or .3% from December 31, 2003
to March 31, 2004.
Total stockholders' equity increased by $108,300 to $22.8 million at March 31,
2004 from $22.7 at December 31, 2003, due to earnings of $288,500 and an
increase in accumulated other comprehensive income of $70,100, partially offset
by quarterly dividends paid totaling $250,300.
CAPITAL
The Office of Thrift Supervision (OTS) requires that the Bank meet certain
minimum capital requirements. As of March 31, 2004 the Bank was in compliance
with all regulatory capital requirements. The Bank's required, actual and excess
capital levels as of March 31, 2004 were as follows:
Required % of Actual % of Excess
Amount Assets Amount Assets Capital
------ ------ ------ ------ -------
(Dollars in thousands)
Tier 1 (Core) Capital $4,107 4.0% $20,153 19.65% $16,046
Risk-based Capital $3,679 8.0% $20,373 44.30% $16,694
RESULTS OF OPERATIONS
Interest Income. Interest income decreased by $155,000 for the three months
ended March 31, 2004 compared to the three months ended March 31, 2003. The
decrease was due to a decrease in the average yield on interest-earning assets
to 5.74% for the three months ended March 31, 2004 compared to 6.20% for the
three months ended March 31, 2003 and a decrease in the average balance of
interest earning assets of $2.8 million or 2.7% to $98.0 million for the three
months ended March 31, 2004 from $100.7 million for the corresponding period
ended March 31, 2003.
Interest on loans for the three months ended March 31, 2004 decreased by
$165,300 or 12.7% compared to the three months ended March 31, 2003. The
decrease resulted primarily from a decrease in total loans outstanding during
the period, and a decrease in the yields on loans receivable from 7.27% for the
three months ended March 31, 2003 to 6.59% for the three months ended March 31,
2004. The decrease in the yields on loans receivable was primarily due to lower
market rates and a number of adjustable rate loans repricing at a lower rate
based on the lagging index used by the Bank.
Interest on mortgage-backed and related securities increased by $1,300 or 3.5%
for the three-month period ended March 31, 2004 as compared to the same period
ended March 31, 2003. The increase was the result of the Company purchasing
additional municipal bonds. The average balance of mortgage-backed and related
securities increased by $938,000 to $3.4 million for the three months ended
March 31, 2004 compared to $2.5 million for the three months ended March 31,
2003, and a decrease of 147 basis points in the average yield on mortgage-backed
and related securities to 4.36% for the three months ended March 31, 2004 from
5.83% for the three months ended March 31, 2003, as remaining adjustable rate
loans repriced at a lower rate.
Interest Expense. Interest expense decreased by $106,700, or 17.3%, from
$615,700 for the three months ended March 31, 2003 to $509,000 for the three
months ended March 31, 2004. The decrease in interest expense was partially due
to the average cost of deposits decreasing by 52 basis points from 2.78% for the
three months ended March 31, 2003 to 2.26% for the three months ended March 31,
2004, and a decrease in the average deposits outstanding of $210,000 from $70.5
million for the three months ended March 31, 2003 to $70.3 million for the three
months ended March 31, 2004. Interest expense on FHLB advances decreased by
$12,100 for the three months ended March 31, 2004 compared to the same three
months ended March 31, 2003, due to the Bank renewing one of its FHLB advances
at a rate of 1.36%, a decline from the 3.63% rate in November of 2003.
Net Interest Income. Net interest income before provision for losses on loans
decreased by $48,400 or 5.1% from $946,000 for the three months ended March 31,
2003 to $897,600 for the three months ended March 31, 2004. The Company's
interest rate spread for the three months ended March 31, 2004 improved by 6
basis points to 2.99% from 2.93% for the three months ended March 31, 2003. The
decline in the yield on interest earning assets of 46 basis points was offset by
a larger decline in the cost of interest bearing liabilities of 52 basis points,
thereby increasing the overall spread by 6 basis points.
Non-interest Income. Non-interest income increased by $8,100 or 9.8% for the
three-month period ended March 31, 2004 as compared to the same period ended
March 31, 2003. The increase was due to an increase in service charges collected
and an increase in additional fees received from the abstracting company.
Non-interest Expense. Non-interest expense increased by $1,600 or .3% for the
three-month period ended March 31, 2004 compared to the same period ended March
31, 2003. Compensation and benefit costs increased $12,000 or 3.8% from $302,300
for the three months ended March 31, 2003 to $314,300 for the three-month period
ended March 31, 2004. The increase was due primarily to increased expenses
related to the Company's retirement plan.
Provision for Losses on Loans. There were no provisions for losses on loans for
the three months ended March 31, 2004 or March 31, 2003. The Company had
$407,900 in non-performing loans as of March 31, 2004 compared to $247,900 as of
March 31, 2003. The Company had $28,400 in charge-offs during the first quarter
of 2004, and total charge-offs of $33,900 during the first quarter of 2003. The
allowance for losses on loans is based on management's periodic evaluation of
the loan portfolio and reflects an amount that, in management's opinion, is
adequate to absorb losses in the existing portfolio. In evaluating the
portfolio, management takes into consideration numerous factors, including
current economic conditions, prior loan loss experience, the composition of the
loan portfolio, and management's estimate of anticipated credit losses. The
allowance for losses on loans was $355,300 at March 31, 2004 compared to
$383,080 at December 31, 2003.
Taxes on Income. Income taxes for the three months ended March 31, 2004, were
$164,700 compared to $189,500 for the same period ended March 31, 2003. The
effective income tax rate for the three months of 2004 was 36.4% compared to
38.3% for the first three months of 2003. Taxes decreased due primarily to the
Company increasing its investments in municipal bonds.
Net Earnings. Net earnings of the Company totaled $288,500 for the three months
ended March 31, 2004 compared to $305,600 for the three months ended March 31,
2003.
Impact of New Accounting Standards
In January, 2003, the FASB issued Interpretation No. 46 (FIN 46),
"Consolidation of Variable Interest Entities" and, in December 2003, issued
Revised Interpretation No. 46 (FIN 46R), "Consolidation of Variable Interest
Entities," which replaced FIN 46. The Company adopted the disclosure provisions
of FIN 46 effective December 31, 2002. On February 1, 2003, the Company adopted
the recognition and measurement of provisions of FIN 46 for variable interest
entities (VIE's) formed after January 31, 2003, and, on December 31, 2003, the
Company adopted FIN 46R. The Company has no newly formed variable interest
entity subject to the provisions of FIN 46. The adoption of FIN 46 and FIN 46R
did not have a material effect on the consolidated financial statements of the
Company.
In April 2003, the FASB issued Statement of Financial Accounting Standards
No. 149, "Amendment of Statement 133 on Derivative Instruments and Hedging
Activities" ("SFAS 149"). SFAS 149 amends Statement 133 for decisions made (1)
as part of the Derivates Implementation Group process that effectively required
amendments to Statement 133, (2) in connection with other FASB projects dealing
with financial instruments, and (3) in particular, the meaning of "an initial
net investment that is smaller than would be required for other types of
contracts that would be expected to have a similar response to changes in market
factors," the meaning of "underlying," and the characteristics of a derivative
that contains financing components. FASB 149 is generally effective for
contracts entered into or modified after June 30, 2003 and for hedging
relationships designated after June 30, 2003. The Company adopted SFAS 149 on
July 1, 2003 and such adoption did not have a material effect on its financial
position or results of operations.
In May 2003, the FASB issued Statement No. 150 (FAS 150), "Accounting for
Certain Financial Instruments with Characteristics of both Liabilities and
Equity." This Statement establishes standards for how an issuer classifies and
measures certain financial instruments with characteristics of both liabilities
and equity. It requires that an issuer classify a financial instrument that is
within its scope as a liability (or an asset in some circumstances). Many of
those instruments were previously classified as equity. This Statement was
effective for financial instruments entered into or modified after May 31, 2003,
and otherwise effective at the beginning of the first interim period beginning
after June 15, 2003, except for mandatory redeemable financial instruments of
nonpublic entities. On October 29, 2003, the FASB voted to defer for an
indefinite period the application of the guidance in FAS 150, to non-controlling
interests that are classified as equity in the financial statements of a
subsidiary but would be classified as a liability on the parent's financial
statements. The adoption of the sections of this Statement that have not been
deferred did not have a significant impact on the Company's financial condition
or results of operation. The section noted above that has been deferred
indefinitely is not expected to have a significant impact on the Company's
financial condition or results of operations.
The American Institute of Certified Public Accountants ("AICPA") has
issued a Statement of Position ("SOP") "Accounting for Certain Loans or Debt
Securities Acquired in a Transfer". The SOP is effective for loans acquired in
fiscal years beginning after December 15, 2004. It includes such loans acquired
in purchase business combinations and would apply to all enterprises. The SOP
limits the yield that may be accreted (accretable yield) to the excess of the
investor's estimate of undiscounted expected future principle and interest cash
flows (expected future cash flows) over the investor's initial investment in the
loan. The implementation of this SOP is not expected to have a material effect
on the financial statements.
In March 2004, the Securities and Exchange Commission issued Staff
Accounting Bulletin No. 105, Application of Accounting Principles to Loan
Commitments. This Staff Accounting Bulletin summarizes the views of the staff
regarding the application of accounting principles generally accepted in the
United States of America to loan commitments accounted for as derivative
instruments. The provisions of this Staff Accounting Bulletin are effective
after March 31, 2004. The Company does not expect that the adoption of this
Staff Accounting Bulletin will have a material impact on the consolidated
financial statements of the Company.
Competition
The Bank faces strong competition, both in originating real estate loans and in
attracting deposits. Competition in originating real estate loans and consumer
loans comes primarily from commercial banks, savings banks, credit unions and
mortgage brokers. The Bank competes for real estate and other loans principally
on the basis of the quality of services it provides to borrowers, the interest
rates it charges, loan fees it charges, and the types of loans it originates.
The Bank attracts all of its deposits through its retail banking office.
Therefore, competition for deposits is principally from commercial banks,
savings banks, credit unions and investment firms. The Bank competes for these
deposits by offering a variety of account alternatives at competitive rates and
by providing superior service with convenient business hours.
Safe Harbor Statement
This report contains certain forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. The Company intends such
forward-looking statements to be covered by the safe harbor provisions for
forward-looking statements contained in the Private Securities Reform Act of
1995, and is including this statement for the purposes of these safe harbor
provisions. Forward-looking statements, which are based on certain assumptions
and describe future plans, strategies and expectations of the Company, are
generally identifiable by use of the words "believe," "expect," "intend,"
"anticipate," "estimate," "project," or similar expressions. The Company's
ability to predict results or the actual effect of future plans or strategies is
inherently uncertain. Factors which could have a material adverse effect on the
operations and future prospects of the Company and its subsidiaries include, but
are not limited to, changes in: interest rates, general economic conditions,
legislative/regulatory changes, monetary and fiscal polices of the U.S.
Government, including polices of the U.S. Treasury and the Federal Reserve
Board, the quality or composition of the loan or investment portfolios, demand
for loan products, deposit flows, competition, demand for financial services in
the Bancorp's market area and accounting principles, polices and guidelines.
These risks and uncertainties should be considered in evaluating forward-looking
statements and undue reliance should not be placed on such statements.
Item 3
Controls and Procedures
Under the supervision and with participation of our management, including the
Company's Chief Executive Officer and Chief Financial Officer, the Company
evaluated the effectiveness of the design and operation of the Company's
disclosure controls and procedures (as defined in Rule 13a-15(e) and 15 d-15(e)
under the Securities Exchange Act of 1934) as of the end of the period covered
by this report. Based upon that evaluation, the Chief Executive Officer and
Chief Financial Officer concluded that, as of the end of the period covered by
this report, the Company's disclosure controls and procedures were effective to
ensure that information required to be disclosed in the reports that the Company
files or submits under the Securities Exchange Act of 1934 is recorded,
processed, summarized and reported within the time periods specified in the
SEC's rules and forms, is timely alerting them to the material information
relating to the Company (or its consolidated subsidiaries) required to be
included in it periodic SEC filings.
There has been no change made in the Company's internal control over financial
reporting during the period covered by this report that has materially affected,
or is reasonably likely to materially affect, the Company's internal control
over financial reporting.
Webster City Federal Bancorp and Subsidiaries
PART II. Other Information
Item 1. Legal Proceedings
There are various claims and lawsuits in which the Company is periodically
involved incidental to the Company's business. In the opinion of management, no
material loss is expected from any of such pending claims or lawsuits.
Item 2. Changes in Securities
None
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders.
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K.
Exhibit 31.1 Certification of Chief Executive Officer, Pursuant
to Section 302 of the Sarbanes- Oxley Act
Exhibit 31.2 Certification of Chief Financial Officer, Pursuant
to Section 302 of the Sarbanes-Oxley Act
Exhibit 32 Statement of Chief Executive Officer and Chief
Financial Officer Pursuant to Section 906 of the
Sarbanes-Oxley Act
On January 23, 2004 a Form 8-K report was filed relating to the
dividends for the fourth quarter of 2003 payable February 26, 2004.
On March 19, 2004 a Form 8-K report was filed relating to earnings
for the year ended December 31, 2003.
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 23, 2004
WEBSTER CITY FEDERAL BANCORP
(Exact name of registrant as specified in its charter)
Federal 0-26577 42-1491186
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
820 Des Moines Street, Webster City, Iowa 50595-0638
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (515) 832-3071
Not Applicable
(Former name or former address, if changed since last report)
Item 7. Financial Statements and Exhibits.
(a) Not Applicable.
(b) Not Applicable.
(c) Exhibits.
Exhibit No. Description
----------- -----------
99 Press release dated January 23, 2004
Item 9. Regulation FD Disclosure.
The following information is furnished pursuant to this Item 9 and in
satisfaction of Item 12, "Disclosure of Results of Operations and Financial
Condition."
On January 23, 2004, Webster City Federal Bancorp (the "Company")
announced a cash dividend for the fourth quarter of 2003. A copy of the press
release dated January 23, 2004, announcing the dividend for the fourth quarter
of 2003 is attached as Exhibit 99 to this report.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
WEBSTER CITY FEDERAL BANCORP
DATE: January 23, 2004 By:
--------------------------------------
Phyllis A. Murphy
President and Chief Executive Officer
EXHIBIT 99
PRESS RELEASE OF WEBSTER CITY FEDERAL BANCORP
January 23, 2004
FOR IMMEDIATE RELEASE
Contact: Phyllis A. Murphy, President
and Chief Executive Officer
Tel (515) 832-3071
WEBSTER CITY FEDERAL BANCORP
DIVIDEND NEWS
Webster City Federal Bancorp has announced a cash dividend of $.17 per share for
the quarter ended December 31, 2003. The dividend will be payable to
shareholders of record as of February 10, 2004 and will be paid on February 26,
2004.
WCF Financial, M.H.C., owner of 2,300,000 of the total outstanding shares of
3,772,372, has announced that it has waived the right to receive the dividend.
Accordingly, the dividend will be paid on 1,472,372 marketable shares owned by
the minority stockholders.
Webster City Federal Bancorp is the holding company for Webster City Federal
Savings Bank and Security Title & Abstract, Inc. The Company trades under the
Nasdaq symbol of WCFB.
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 19, 2004
WEBSTER CITY FEDERAL BANCORP
(Exact name of registrant as specified in its charter)
Federal 0-26577 42-1491186
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
820 Des Moines Street, Webster City, Iowa 50595-0638
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (515) 832-3071
Not Applicable
(Former name or former address, if changed since last report)
Item 7. Financial Statements and Exhibits.
(d) Not Applicable.
(e) Not Applicable.
(f) Exhibits.
Exhibit No. Description
----------- -----------
99 Press release dated March 19, 2004
Item 9. Regulation FD Disclosure.
The following information is furnished pursuant to this Item 9 and in
satisfaction of Item 12, "Disclosure of Results of Operations and Financial
Condition."
On March 19, 2004, Webster City Federal Bancorp (the "Company") announced
annual earnings of the Company for the year ended December 31, 2003. A copy of
the press release dated March 19, 2004, announcing the earnings for the year
ended December 31, 2003, is attached as Exhibit 99 to this report.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
WEBSTER CITY FEDERAL BANCORP
DATE: March 19, 2004 By:
-------------------------------------
Phyllis A. Murphy
President and Chief Executive Officer
EXHIBIT 99
PRESS RELEASE OF WEBSTER CITY FEDERAL BANCORP
March 19, 2004
FOR IMMEDIATE RELEASE
Contact: Phyllis A. Murphy, President
and Chief Executive Officer
Tel (515) 832-3071
WEBSTER CITY FEDERAL BANCORP
ANNUAL EARNINGS NEWS
Webster City Federal Bancorp reported consolidated net earnings of $1,187,000 or
$.31 per share for the year ended December 31, 2003 compared to $1,437,000 or
$.38 per share for the period ended December 31, 2002.
The Company reported total assets of $104,753,000 for the year ended December
31, 2003 compared to $103,554,000 for the same period ended December 31, 2002.
The asset quality of the Company remained strong, with non-performing assets as
a percentage of total assets at .53%.
Refinancing of mortgage loans was at record levels in 2003. Webster City Federal
Savings Bank, the savings bank subsidiary of the Company, is a portfolio lender
and chose to keep rates somewhat higher than the market rather than put long
term, fixed rate assets on the books in this historically low interest rate
environment. This resulted in a reduction of loans outstanding from the prior
year and an increase in investment securities. By laddering it's investment
securities, the Company believes it is well-positioned to take advantage of
market opportunities as they arise.
The Company announced a two-for-one stock split paid on September 24, 2003. The
stock price at the close of 2002 was $9.50 per share (adjusted for the stock
split). The 2003 year end price was $14.00 per share, for an increase of 47%
from the prior year. The dividend paid to shareholders was increased by 36% in
the fourth quarter of 2003.
Webster City Federal Bancorp is the holding company for Webster City Federal
Savings Bank and Security Title & Abstract, Inc. The Company's stock trades
under the Nasdaq symbol of WCFB.
Safe Harbor Statement
This news release and other releases and reports issued by the Company,
including reports to the Securities and Exchange Commission, may contain
"forward-looking statements". The Company intends such forward-looking
statements to be covered by the safe harbor provisions for forward-looking
statements contained in the Private Securities Reform Act of 1995, and is
including this statement for purposes of these safe harbor provisions.
Forward-looking statements, which are based on certain assumptions and describe
future plans, strategies, and expectations of the Company, are generally
identifiable by use of the words "believe", "expect," "intend," "anticipate,"
"estimate," "project" or similar expressions. The Company's ability to predict
results or the actual effect of future plans or strategies is inherently
uncertain.
Webster City Federal Bancorp and Subsidiaries
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed by the undersigned thereunto
duly authorized.
WEBSTER CITY FEDERAL BANCORP
Registrant
Date: May 10, 2004 By:
----------------------------------------
Phyllis A. Murphy
President and Chief Executive Officer
Date: May 10, 2004 By:
----------------------------------------
Stephen L. Mourlam
Executive Vice President/Chief Financial Officer