10QSB 1 rvb_10q05.txt 10-QSB 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, 2003 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: 0-21765 RIVER VALLEY BANCORP (Exact name of small business issuer as specified in its charter) Indiana 35-1984567 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 430 Clifty Drive Madison, Indiana 47250 (Address of principal executive offices) (812) 273-4949 (Issuer's telephone number) APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Check whether the issuer filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yes [ ] No [ ] APPLICABLE ONLY TO CORPORATE ISSUERS As of May 1, 2003, there were 813,820 shares of the Registrant's common stock issued and outstanding. Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X] RIVER VALLEY BANCORP FORM 10-QSB INDEX Page No. PART I. FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Condensed Balance Sheets 3 Consolidated Condensed Statements of Income 4 Consolidated Condensed Statements of Comprehensive Income 5 Consolidated Condensed Statements of Cash Flows 6 Notes to Unaudited Consolidated Condensed Financial Statements 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 10 Item 3. Controls and Procedures 13 PART II. OTHER INFORMATION Item 1. Legal Proceedings 13 Item 2. Changes in Securities 13 Item 3. Defaults Upon Senior Securities 14 Item 4. Submission of Matters to a Vote of Security Holders 14 Item 5. Other Information 14 Item 6. Exhibits and Reports on Form 8-K 14 SIGNATURES 15 CERTIFICATIONS 16 Exhibit 99.1. Certification 18
PART I FINANCIAL INFORMATION Item 1. Financial Statements RIVER VALLEY BANCORP Consolidated Condensed Balance Sheets March 31, December 31, 2003 2002 --------------------- -------------------- (In Thousands, Except Share Amounts) (Unaudited) Assets Cash and due from banks $ 2,933 $ 5,094 Interest-bearing demand deposits 18,430 13,516 --------------------- -------------------- Cash and cash equivalents 21,363 18,610 Investment securities available for sale 32,081 28,174 Loans held for sale 972 1,062 Loans 170,064 166,996 Allowance for loan losses 2,147 2,101 --------------------- -------------------- Net Loans 167,917 164,895 Premises and equipment 5,763 5,741 Federal Home Loan Bank stock 2,000 2,000 Interest receivable 1,516 1,467 Other assets 2,257 2,071 --------------------- -------------------- Total assets $ 233,869 $ 224,020 ===================== ==================== Liabilities Deposits Noninterest-bearing $ 12,197 $ 11,115 Interest-bearing 152,560 150,714 --------------------- -------------------- Total deposits 164,757 161,829 Borrowings 46,000 40,000 Interest payable 405 459 Other liabilities 1,537 1,099 --------------------- -------------------- Total liabilities 212,699 203,387 --------------------- -------------------- Commitments and Contingencies Shareholders' Equity Preferred stock, without par value Authorized and unissued - 2,000,000 shares Common stock, without par value Authorized - 5,000,000 shares Issued and outstanding - 813,820 and 810,844 shares Additional paid-in capital 8,039 7,957 Retained earnings 13,055 12,654 Shares acquired by stock benefit plans (297) (339) Accumulated other comprehensive income 373 361 --------------------- -------------------- Total shareholders' equity 21,170 20,633 --------------------- -------------------- Total liabilities and shareholders' equity $ 233,869 $ 224,020 ===================== ==================== See notes to consolidated condensed financial statements.
RIVER VALLEY BANCORP Consolidated Condensed Statements of Income (Unaudited) Three Months Ended March 31 ------------------ ------------------- 2003 2002 ------------------ ------------------- (In Thousands, Except Share Amounts) Interest Income Loans receivable $ 2,775 $ 2,878 Investment securities 238 209 Interest-earning deposits and other 69 36 ------------------ ------------------- Total interest income 3,082 3,123 ------------------ ------------------- Interest Expense Deposits 885 1,077 Borrowings 436 314 ------------------ ------------------- Total interest expense 1,321 1,391 ------------------ ------------------- Net Interest Income 1,761 1,732 Provision for loan losses 90 130 ------------------ ------------------- Net Interest Income After Provision for Loan Losses 1,671 1,602 ------------------ ------------------- Other Income Service fees and charges 340 319 Net gains on loan sales 492 47 Other income 37 48 ------------------ ------------------- Total other income 869 414 ------------------ ------------------- Other Expenses Salaries and employee benefits 657 562 Net occupancy and equipment expenses 187 200 Data processing fees 20 46 Advertising 73 41 Legal and professional fees 45 7 Other expenses 543 276 ------------------ ------------------- Total other expenses 1,525 1,132 ------------------ ------------------- Income Before Income Tax 1,015 884 Income tax expense 419 357 ------------------ ------------------- Net Income $ 596 $ 527 ================== =================== Basic earnings per share $ .76 $ .68 Diluted earnings per share .72 .66 Dividends per share .25 .15 See notes to consolidated condensed financial statements.
RIVER VALLEY BANCORP Consolidated Condensed Statements of Comprehensive Income (Unaudited) Three Months Ended March 31, ------------------ ------------------ 2003 2002 ------------------ ------------------ (In Thousands) Net income $ 596 $ 527 Other comprehensive income, net of tax Unrealized gains (losses) on securities available for sale Unrealized holding gains (losses) arising during the period, net of tax benefit (expense) of $(8) and $61 12 (119) ------------------ ------------------ Comprehensive income $ 608 $ 408 ================== ================== See notes to consolidated condensed financial statements.
RIVER VALLEY BANCORP Consolidated Condensed Statements of Cash Flows (Unaudited) Three Months Ended March 31, -------------------- ------------------- 2003 2002 -------------------- ------------------- Operating Activities (In Thousands) Net income $ 596 $ 527 Adjustments to reconcile net income to net cash provided (used) by operating activities Provision for loan losses 90 130 Depreciation and amortization 119 127 Loans originated for sale in the secondary market (22,428) (11,019) Proceeds from sale of loans in the secondary market 22,803 12,746 Gain on sale of loans (492) (47) Amortization of deferred loan origination cost 17 37 Amortization of expense related to stock benefit plans 78 52 Net change in: Interest receivable (49) 202 Interest payable (54) (134) Other adjustments 459 215 -------------------- ------------------- Net cash provided by operating activities 1,139 2,836 -------------------- ------------------- Investing Activities Purchases of securities available for sale (4,007) (3,995) Proceeds from maturities of securities available for sale 90 51 Net change in loans (3,129) (2,934) Purchases of premises and equipment (141) (185) -------------------- ------------------- Net cash used in investing activities (7,187) (7,063) -------------------- ------------------- Financing Activities Net change in Noninterest-bearing, interest-bearing demand and savings deposits 2,804 5,165 Certificates of deposit 124 2,945 Proceeds from borrowings 7,000 25,000 Repayment of borrowings (1,000) (26,650) Cash dividends (194) (114) Proceeds from exercise of stock options` 44 14 Advances by borrowers for taxes and insurance 23 17 -------------------- ------------------- Net cash provided by financing activities 8,801 6,377 -------------------- ------------------- Net Change in Cash and Cash Equivalents 2,753 2,150 Cash and Cash Equivalents, Beginning of Period 18,610 5,641 -------------------- ------------------- Cash and Cash Equivalents, End of Period $ 21,363 $ 7,791 ==================== =================== Additional Cash Flows and Supplementary Information Interest paid $ 1,375 $ 1,525 Income tax paid 46 63 See notes to consolidated condensed financial statements.
RIVER VALLEY BANCORP Notes to Unaudited Consolidated Condensed Financial Statements River Valley Bancorp (the "Corporation") is a unitary savings and loan holding company whose activities are primarily limited to holding the stock of River Valley Financial Bank ("River Valley" or the "Bank"). The Bank conducts a general banking business in southeastern Indiana which consists of attracting deposits from the general public and applying those funds to the origination of loans for consumer, residential and commercial purposes. River Valley's profitability is significantly dependent on net interest income, which is the difference between interest income generated from interest-earning assets (i.e., loans and investments) and the interest expense paid on interest-bearing liabilities (i.e. customer deposits and borrowed funds). Net interest income is affected by the relative amount of interest-earning assets and interest-bearing liabilities and the interest received or paid on these balances. The level of interest rates paid or received by the Bank can be significantly influenced by a number of competitive factors, such as governmental monetary policy, that are outside of management's control. Note 1: Basis of Presentation The accompanying unaudited consolidated condensed financial statements were prepared in accordance with instructions for Form 10-QSB and, therefore, do not include information or footnotes necessary for a complete presentation of financial position, results of operations and cash flows in conformity with generally accepted accounting principles. Accordingly, these financial statements should be read in conjunction with the consolidated financial statements and notes thereto of the Corporation included in the Annual Report on Form 10-KSB for the year ended December 31, 2002. However, in the opinion of management, all adjustments (consisting of only normal recurring accruals) which are necessary for a fair presentation of the financial statements have been included. The results of operations for the three-month period ended March 31, 2003, are not necessarily indicative of the results which may be expected for the entire year. The consolidated condensed balance sheet of the Corporation as of December 31, 2002 has been derived from the audited consolidated balance sheet of the Corporation as of that date. Note 2: Principles of Consolidation The consolidated condensed financial statements include the accounts of the Corporation and its subsidiary, the Bank, and the Bank's subsidiary, Madison First Service Corporation ("First Service"). All significant intercompany balances and transactions have been eliminated in the accompanying consolidated financial statements. Note 3: Earnings Per Share Earnings per share have been computed based upon the weighted-average common shares outstanding. Unearned Employee Stock Ownership Plan shares have been excluded from the computation of average common shares outstanding.
Three Months Ended Three Months Ended March 31, 2003 March 31, 2002 -------------- -------------- Weighted Per Weighted Per Average Share Average Share Income Shares Amount Income Shares Amount ------ -------- ------ ------ ------- ------ (Dollar Amounts in Thousands, Except Share Amounts) Basic earnings per share Income available to common shareholders $ 596 789,233 $ .76 $ 527 772,650 $ .68 =========== =========== Effect of dilutive RRP awards and stock options 36,432 29,289 ---------- --------------- --------- ---------------- Diluted earnings per share Income available to common shareholders and assumed conversions $ 596 825,665 $ .72 $ 527 801,939 $ .66 ========== =============== =========== ========= ================ ===========
Note 4: Stock Options The Company has a stock-based employee compensation plan, which is described more fully in Notes to Financial Statements included in the December 31, 2002 Annual Report to shareholders. The Company accounts for this plan under the recognition and measurement principles of APB Opinion No. 25, Accounting for Stock Issued to Employees, and related interpretations. No stock-based employee compensation cost is reflected in net income, as all options granted under the plan had an exercise price equal to the market value of the underlying common stock on the grant date. The following table illustrates the effect on net income and earnings per share if the Company had applied the fair value provisions of Statement of Financial Accounting Standards (SFAS) No. 123, Accounting for Stock-Based Compensation, to stock-based employee compensation.
Three Months Ended Three Months Ended March March 31, 2003 31, 2002 ---------------------------------------------------- (Dollar Amounts In Thousands, Except Share Amounts) Net income, as reported $596 $527 Less: Total stock-based employee compensation cost determined under the fair value based method, net of income taxes 7 14 ---------------------------------------------------- Pro forma net income $589 $513 ==================================================== Earnings per share: Basic - as reported $ .76 $ .68 Basic - pro forma $ .75 $ .66 Diluted - as reported $ .72 $ .66 Diluted - pro forma $ .71 $ .64
Note 5: Effect of Recent Accounting Pronouncements The Financial Accounting Standards Board ("FASB") adopted Statement of Financial Accounting Standards ("SFAS") No. 148, Accounting for Stock-Based Compensation - Transition and Disclosure. This Statement amends FASB Statement No. 123, Accounting for Stock-Based Compensation. SFAS No. 148 provides alternative methods of transition for a voluntary change to the fair value based method of accounting for stock-based employee compensation. In addition, SFAS No. 148 amends the disclosure requirements of SFAS No. 123 to require more prominent and more frequent disclosures in financial statements about the effects of stock-based compensation. Under the provisions of SFAS No. 123, companies that adopted the fair value based method were required to apply that method prospectively for new stock option awards. This contributed to a "ramp-up" effect on stock-based compensation expense in the first few years following adoption, which caused concern for companies and investors because of the lack of consistency in reported results. To address that concern, SFAS No. 148 provides two additional methods of transition that reflect an entity's full complement of stock-based compensation expense immediately upon adoption, thereby eliminating the ramp-up effect. SFAS No. 148 also improves the clarity and prominence of disclosures about the proforma effects of using the fair value based method of accounting for stock-based compensation for all companies - regardless of the accounting method used - by requiring that the data be presented more prominently and in a more user-friendly format in the footnotes to the financial statements. In addition, SFAS No. 148 improves the timeliness of those disclosures by requiring that this information be included in interim as well as annual financial statements. In the past, companies were required to make proforma disclosures only in annual financial statements. The transition guidance and annual disclosure provisions of SFAS No. 148 are effective for fiscal years ending after December 15, 2002, with earlier application permitted in certain circumstances. The interim disclosure provisions are effective for financial reports containing financial statements for interim periods beginning after December 15, 2002. The FASB has stated it intends to issue a new statement on accounting for stock-based compensation and will require companies to expense stock options using a fair value based method at date of grant. The implementation for this proposed statement is not known. Note 6: Reclassifications Certain reclassifications have been made to the 2002 consolidated condensed financial statements to conform to the March 31, 2003 presentation. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Forward Looking Statements This Quarterly Report on Form 10-QSB ("Form 10-QSB") contains statements which constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements appear in a number of places in this Form 10-QSB and include statements regarding the intent, belief, outlook, estimate or expectations of the Corporation (as defined in the notes to the consolidated condensed financial statements), its directors or its officers primarily with respect to future events and the future financial performance of the Corporation. Readers of this Form 10-QSB are cautioned that any such forward looking statements are not guarantees of future events or performance and involve risks and uncertainties, and that actual results may differ materially from those in the forward looking statements as a result of various factors. The accompanying information contained in this Form 10-QSB identifies important factors that could cause such differences. These factors include changes in interest rates; loss of deposits and loan demand to other financial institutions; substantial changes in financial markets; changes in real estate values and the real estate market; or regulatory changes. Critical Accounting Policies The notes to the consolidated financial statements contain a summary of the Corporation's significant accounting policies presented on pages 31 through 33 of the Annual Report to Shareholders for the year ended December 31, 2002. Certain of these policies are important to the portrayal of the Corporation's financial condition, since they require management to make difficult, complex or subjective judgments, some of which may relate to matters that are inherently uncertain. Management believes that its critical accounting policies include determining the allowance for loan losses and the valuation of mortgage servicing rights. Allowance for loan losses The allowance for loan losses is a significant estimate that can and does change based on management's assumptions about specific borrowers and current general economic and business conditions, among other factors. Management reviews the adequacy of the allowance for loan losses on at least a quarterly basis. The evaluation by management includes consideration of past loss experience, changes in the composition of the loan portfolio, the current condition and amount of loans outstanding, identified problem loans and the probability of collecting all amounts due. The determination of the adequacy of the allowance for loan losses is based on estimates that are particularly susceptible to significant changes in the economic environment and market conditions. A worsening or protracted economic decline would increase the likelihood of additional losses due to credit and market risk and could create the need for additional loss reserves. Valuation of Mortgage Servicing Rights The Company recognizes the rights to service mortgage loans as separate assets in the consolidated balance sheet. The total cost of loans when sold is allocated between loans and mortgage servicing rights based on the relative fair values of each. Mortgage servicing rights are subsequently carried at the lower of the initial carrying value, adjusted for amortization, or fair value. Mortgage servicing rights are evaluated for impairment based on the fair value of those rights. Factors included in the calculation of fair value of the mortgage servicing rights include, estimating the present value of future net cash flows, market loan prepayment speeds for similar loans, discount rates, servicing costs, and other economic factors. Servicing rights are amortized over the estimated period of net servicing revenue. It is likely that these economic factors will change over the life of the mortgage servicing rights, resulting in different valuations of the mortgage servicing rights. The differing valuations will affect the carrying value of the mortgage servicing rights on the consolidated balance sheet as well as the income recorded from loan servicing in the income statement. As of March 31, 2003 and December 31, 2002, mortgage servicing rights had carrying values of $575,000 and $631,000, respectively. Financial Condition At March 31, 2003, the Corporation's consolidated assets totaled $233.9 million, an increase of $9.9 million, or 4.2%, from December 31, 2002. The increase in assets resulted primarily from an increase in net loans receivable of $3.0 million and an increase of approximately $3.9 million in investments, which was funded by an increase in deposits of $2.9 million and the issuance of $7.0 million in trust preferred debentures, as discussed below. Liquid assets (i.e., cash and interest-earning deposits) increased by $2.8 million from December 31, 2002 levels, to a total of $21.4 million at March 31, 2003. Investment securities increased by $3.9 million, or 13.8%, to a total of $32.1 million at March 31, 2003 due to the increase in deposits. Net loans receivable were $167.9 million at March 31, 2003, an increase of $3.0 million, or 1.8%, from $164.8 million at December 31, 2002. The Corporation's allowance for loan losses totaled $2.1 million at both December 31, 2002 and March 31, 2003, which represented 1.25% and 1.26% respectively of total loans. Non-performing loans (defined as loans delinquent greater than 90 days and loans on nonaccrual status) totaled $1,080,000 and $1,912,000 at December 31, 2002 and March 31, 2003, respectively. Although management believes that its allowance for loan losses at March 31, 2003, was adequate based upon the available facts and circumstances, there can be no assurance that additions to such allowance will not be necessary in future periods, which could negatively affect the Corporation's results of operations. Deposits totaled $164.8 million at March 31, 2003, an increase of $2.9 million, or 1.8%, compared to total deposits at December 31, 2002. The growth for the three-month period resulted from the marketing and interest rate strategies. Advances from the Federal Home Loan Bank totaled $39.0 million and $40.0 million respectively at March 31, 2003 and December 31, 2002. These advances are a readily available source of funding for periods when loan demand exceeds deposit growth. Shareholders' equity totaled $21.2 million at March 31, 2003, an increase of $600,000, or 2.9%, from $20.6 million at December 31, 2002. The increase resulted primarily from the Corporation's net income, offset by cash dividends. The Bank is required to maintain minimum regulatory capital pursuant to federal regulations. At March 31, 2003, the Bank's regulatory capital exceeded all applicable regulatory capital requirements. On March 13, 2003, the Corporation formed the RIVR Statutory Trust I, a statutory trust formed under Connecticut law. On March 26, 2003, the Trust issued 7,000 Fixed/Floating Rate Capital Securities with a liquidation amount of $1,000 per Capital Security in a private placement to an offshore entity for an aggregate offering price of $7,000,000, and 217 Common Securities with a liquidation amount of $1,000 per Common Security to the Corporation for $217,000. The aggregate proceeds of $7,217,000 were used by the RIVR Statutory Trust I to purchase $7,217,000 in Fixed/Floating Rate Junior Subordinated Deferrable Interest Debentures from the Corporation. The Debentures and the Common and Capital Securities have a term of 30 years, bear interest at the annual rate of 6.4% for five years and thereafter bear interest at the rate of the 3-Month Libor plus 3.15%. The Corporation has guaranteed payment of amounts owed by the RIVR Statutory Trust I to holders of the Capital Securities. The proceeds of the offering will be used for general corporate purposes of the Corporation, including the repurchase of the Corporation's shares from time to time. Comparison of Operating Results for the Three Months Ended March 31, 2003 and 2002 General The Corporation's net income for the three months ended March 31, 2003 totaled $596,000, an increase of $69,000, or 13.1%, from the $527,000 reported for the quarter ended March 31, 2002. The increase in income for the 2003 period was primarily attributable to a increase in other income offset by an increase in other expenses. Net Interest Income Total interest income for the three months ended March 31, 2003 amounted to $3.1 million, a decrease of $41,000, or 1.3%, from the comparable quarter in 2002. This decrease reflects an increase in average interest-earning assets outstanding offset by a decrease in the loan yield of .75%. Interest expense on deposits decreased by $192,000, or 17.8%, to a total of $885,000 for the quarter ended March 31, 2003, due primarily to a decrease in the average cost of deposits offset by an increase in the average balance of deposits outstanding year-to-year. Interest expense on borrowings totaled $436,000 for the three months ended March 31, 2003, an increase of $122,000 from the comparable period in 2002. The increase resulted primarily from an increase in average borrowings outstanding year-to-year. As a result of the foregoing changes in interest income and interest expense, net interest income increased by $29,000 or 1.7%, for the three months ended March 31, 2003, as compared to the comparable period in 2002. Provision for Losses on Loans A provision for losses on loans is charged to income to bring the total allowance for loan losses to a level considered appropriate by management based upon historical experience, the volume and type of lending conducted by the Bank, the status of past due principal and interest payments, general economic conditions, particularly as such conditions relate to the Bank's market area, and other factors related to the collectibility of the Bank's loan portfolio. As a result of such analysis, management recorded a $90,000 provision for losses on loans for the three months ended March 31, 2003, compared to the $130,000 amount recorded in the 2002 period. The 2003 provision amount was predicated on the balance of funds already reserved, coupled with the fact that many of our questionable loans have already been charged off. While management believes that the allowance for losses on loans is adequate at March 31, 2003, based upon the available facts and circumstances, there can be no assurance that the loan loss allowance will be adequate to cover losses on non-performing loans in the future. Other Income Other income increased by $455,000, for the three months ended March 31, 2003, as compared to the same period in 2002, due primarily to an increase of $445,000 in gain on sale of loans. River Valley sold $22.5 million in loans during the quarter ended March 31, 2003. Other fee income increased slightly. Other Expense Other expense increased by $393,000, during the three months ended March 31, 2003, compared to the same period in 2002. The increase was due primarily to an increase in expense of $219,000 relating to mortgage servicing costs. Employee compensation and benefits increased by $95,000 due to an increase in employees to service an increased asset base and expanded branch network. Income Taxes The provision for income taxes totaled $419,000 for the three months ended March 31, 2003, a increase of $62,000, or 14.8%, as compared to the same period in 2002. The effective tax rates amounted to 41.2% and 40.4% for the three months ended March 31, 2003 and 2002, respectively. Other The Securities and Exchange Commission maintains a Web site that contains reports, proxy information statements, and other information regarding registrants that file electronically with the Commission, including the Corporation. The address is http://www.sec.gov. Item 3. Controls and Procedures Within the 90-day period prior to the filing date of this report, an evaluation was carried out under the supervision and with the participation of River Valley Bancorp's management, including our President and Vice President of Finance, of the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-14(c) and 15d-14(c) under the Securities Exchange Act of 1934). Based on their evaluation, our President and Vice President of Finance have concluded that the Corporation's disclosure controls and procedures are, to the best of their knowledge, effective to ensure that information required to be disclosed by the Corporation in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange commission rules and forms. Subsequent to the date of their evaluation, our President and Vice President of Finance have concluded that there were no significant changes in the Corporation's internal controls or in other factors that could significantly affect its internal controls, including any corrective actions with regard to significant deficiencies and material weaknesses. PART II. OTHER INFORMATION Item 1. Legal Proceedings None. Item 2. Changes in Securities and Use of Proceeds 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. (a) Exhibits 4.1 Form of Fixed/Floating Rate Junior Subordinated Deferrable Interest Debentures Indenture, dated March 26, 2003. 4.2 Form of Fixed/Floating Rate Junior Subordinated Deferrable Interest Debentures Trust Agreement, dated March 26, 2003. 4.3 Form of Fixed/Floating Rate Junior Subordinated Deferrable Interest Guarantee Agreement, dated March 26, 2003. 99.1 Certifications of the President and Vice President of Finance pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (b) Reports on Form 8-K i) On March 18, 2003, a press release concerning the Corporation's dividend declaration, trust preferred sale and repurchase program was filed on Form 8-K, listing Items 5 and 7. Signatures Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Issuer has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. RIVER VALLEY BANCORP Date: May 14, 2003 By: /s/ Matthew P. Forrester ------------ -------------------------------------------- Matthew P. Forrester President and Chief Executive Officer Date: May 14, 2003 By: /s/ Larry C. Fouse ------------ -------------------------------------------- Larry C. Fouse Vice President of Finance CERTIFICATION I, Matthew P. Forrester, certify that: 1. I have reviewed this quarterly report on Form 10-QSB of River Valley Bancorp; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; and 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report. 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have: (a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; (b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and (c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions): (a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and (b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and 6. The registrant's other certifying officers and I have indicated in this quarterly report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: May 14, 2003 /s/ Matthew P. Forrester ------------------------------------------ Matthew P. Forrester President and Chief Executive Officer CERTIFICATION I, Larry C. Fouse, certify that: 1. I have reviewed this quarterly report on Form 10-QSB of River Valley Bancorp; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; and 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report. 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have: (a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; (b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and (c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions): (a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and (b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and 6. The registrant's other certifying officers and I have indicated in this quarterly report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Dated: May 14, 2003 /s/ Larry C. Fouse ------------------------------------------ Larry C. Fouse Vice President of Finance