EX-13 2 rvb_ars.htm 2005 ANNUAL REPORT TO SHAREHOLDERS 2005 Annual Report to Shareholders
 
EXHIBIT 13
 
 
 
 
 
 
 
 
 
RIVER VALLEY BANCORP
 
 
 
 
2005 ANNUAL REPORT
TO SHAREHOLDERS
 
 
 
 
 
 
 

 

 

It is my pleasure to present to you River Valley Bancorp’s tenth Annual Report to Shareholders covering the year ending December 31, 2005.
 
It is appropriate to give a bit of historical perspective to an organization that no longer ranks as a “quaint little bank in a historic river town”. The past decade gives us a historical base to benchmark our success. The Corporation has grown from an institution of approximately $145 million in assets in 1996 to in excess of $328 million as of December 31, 2005. It has grown from approximately $109 million in loans and $125 million in deposits as of December 31, 1996 to one of approximately $230 million in loans and over $206 million in deposits as of year-end 2005. Profitability in 1996 was but $73,000, and for the year-end December 31, 2005 that profitability was approximately $2,086,000.
 
The most notable point is not in the dollar amounts or percentage increase, as impressive as they may be, but in the fact that the growth was internal and not driven by acquisitions or mergers. Growth was derived by remaining faithful to a strategic plan to grow our base and expand into contiguous markets. The once quaint little bank is not so little; it serves more than one community, it now serves the historic River Valley. And the only thing quaint about the organization is our approach to customer service, and that heritage continues to serve us well.
 
Operationally in 2005, the Corporation experienced some of its most impressive balance sheet growth to date. For the record, assets increased to $328.7 million as of December 31, 2005, an increase of 13.6% for the year. Deposits increased by $36.2 million to $206.7 million, a 21.2% increase from year-end 2004. Outstanding loans decreased by a modest $1.7 million dollars and stood at $229.7 million as of December 31, 2005. Again, net income for 2005 was $2,086,000, or a decrease of 11.1% from the $2,347,000 recorded as of year-end 2004. The combination of slowing loan activity in an errant yield curve environment punished most financial institutions and had a negative effect on our earnings in 2005. The good news is that our deposit growth came in a favorable blend of core deposits and certificates that afford us the opportunity to fund growth in future quarters without heavily borrowing in a rising rate environment.
 
The quality of our assets is strong. Net charge-offs in 2005 was approximately $332,000, and equates well to the provision for loan losses of $288,000 expensed in the year. Total delinquency, as defined as delinquent 30 days or more, stood at 1.46%, a decrease from 1.99% recorded as of year-end 2004. The allowance for loan losses represents 1.00% of loans outstanding.
 
While 2005 marked ten years of dynamic growth, it also represented the maturing of a Corporation into an organization that is proud of its past, but posed for an even brighter future. For your participation, we are extremely grateful.
 
 

Respectfully Submitted,

Matthew P. Forrester
President, CEO
 



 

 

 

 

 

 

 

 

 

 
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2005 ANNUAL REPORT

 


 

 
 
River Valley Bancorp (“River Valley” or the “Corporation”), an Indiana corporation, was formed in 1996 for the primary purpose of purchasing all of the issued and outstanding common stock of River Valley Financial Bank (formerly Madison First Federal Savings and Loan Association; hereinafter “River Valley Financial” or the “Bank”) in its conversion from mutual to stock form. The conversion offering was completed on December 20, 1996. On December 23, 1996, the Corporation utilized approximately $3.0 million of the net conversion proceeds to purchase 95.6% of the outstanding common shares of Citizens National Bank of Madison (“Citizens”). River Valley Financial and Citizens merged on November 20, 1997.
 
The activities of River Valley have been limited primarily to holding the stock of the Bank. River Valley Financial was organized in 1875 under the laws of the United States of America. River Valley Financial conducts operations from its six full-service office locations in Jefferson and Clark Counties in Indiana and one office in Carroll County, Kentucky. The Bank offers a variety of deposit and lending services to consumer and commercial customers in Jefferson and surrounding counties. The Corporation is subject to regulation, supervision and examination by the Office of Thrift Supervision of the U.S. Department of Treasury (the “OTS”). River Valley Financial is subject to regulation, supervision and examination by the OTS and the Federal Deposit Insurance Corporation (the “FDIC”). Deposits in River Valley Financial are insured up to applicable limits by the Savings Association Insurance Fund (“SAIF”) of the FDIC.

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RIVER VALLEY BANCORP

 
AND RELATED SHAREHOLDER MATTERS
 
There were 1,592,877 common shares of River Valley Bancorp outstanding at February 24, 2006, held of record by approximately 362 shareholders. The number of shareholders does not reflect the number of persons or entities who may hold stock in nominee or “street name.” Since December 1996, the Corporation’s common shares have been listed on The NASDAQ Capital Market (formerly called the NASDAQ SmallCap Market) (“NASDAQ”), under the symbol “RIVR.” On December 26, 2003, the shares of River Valley underwent a 2-for-1 stock split in order to create a more liquid market for the stock.
 
Presented below are the high and low sale prices for the Corporation’s common shares, as well as cash distributions paid thereon since December 2003. Such sales prices do not include retail financial markups, markdowns or commissions. Information relating to sales prices has been obtained from NASDAQ.
 
Quarter Ended
 
High
 
Low
 
Cash Distributions
 
2005
             
December 31
 
$
21.25
 
$
17.90
 
$
0.195
 
September 30
   
22.06
   
20.00
   
0.195
 
June 30
   
23.75
   
19.01
   
0.195
 
March 31
   
24.30
   
19.82
   
0.190
 
2004
                   
December 31
 
$
23.50
 
$
21.10
 
$
0.190
 
September 30
   
24.00
   
21.04
   
0.180
 
June 30
   
23.50
   
20.75
   
0.180
 
March 31
   
30.25
   
22.00
   
0.170
 
2003
                   
December 31
 
$
30.25
 
$
29.43
 
$
0.170
 
September 30
   
20.33
   
19.88
   
0.150
 
June 30
   
20.75
   
20.13
   
0.150
 
March 31
   
16.08
   
15.62
   
0.125
 
 
The high and low sale prices for River Valley’s common shares between December 31, 2005 and February 24, 2006, were $20.50 and $18.10, respectively.
 
Under OTS regulations applicable to converted savings associations, River Valley Financial is not permitted to pay a cash dividend on its common shares if the regulatory capital of River Valley Financial would, as a result of the payment of such dividend, be reduced below the amount required for the liquidation account (which was established for the purpose of granting a limited priority claim on the assets of River Valley Financial, in the event of a complete liquidation, to those members of River Valley Financial before the Conversion who maintain a savings account at River Valley Financial after the Conversion) or applicable regulatory capital requirements prescribed by the OTS.
 
Regulations of the OTS impose limitations on the payment of dividends and other capital distributions by savings associations. Because the Bank is a subsidiary of a savings and loan holding company, it is required to file a notice with the OTS 30 days before making any capital distributions to the Holding Company. It may also have to file an application for approval of a proposed capital distribution with the OTS if the Bank is not eligible for expedited treatment under the OTS’s application processing rules, or the total amount of all capital distributions, including the proposed capital distribution, for the applicable calendar year would exceed an amount equal to the Bank’s net earnings for that year to date plus the Bank’s retained net earnings for the preceding two years. The Bank must also file an application for approval of a proposed capital distribution if, following the proposed distribution, the Bank would not be adequately capitalized under the OTS prompt corrective action regulations, or if the proposed distribution would violate a prohibition contained in any applicable statute, regulation, or agreement between the Bank and the OTS or the FDIC.

2

2005 ANNUAL REPORT

 
 
The following tables set forth certain information concerning the consolidated financial condition, earnings, and other data regarding River Valley at the dates and for the periods indicated.
 
   
At December 31,
 
   
2005
 
2004
 
2003
 
2002
 
2001
 
Selected consolidated financial condition data:
 
(In thousands)
 
Total amount of:
                     
Assets
 
$
328,748
 
$
289,427
 
$
255,076
 
$
224,020
 
$
191,618
 
Loans receivable - net (1)
   
229,724
   
231,373
   
192,266
   
165,957
   
157,972
 
Cash and cash equivalents
   
17,730
   
12,437
   
12,512
   
18,610
   
5,641
 
Investment securities
   
59,609
   
26,964
   
34,557
   
28,174
   
17,653
 
Deposits
   
206,733
   
170,538
   
179,954
   
161,829
   
145,571
 
FHLB advances and other borrowings
   
96,782
   
94,600
   
50,000
   
40,000
   
26,500
 
Shareholders' equity
   
23,018
   
22,393
   
22,855
   
20,633
   
17,971
 


   
Year Ended December 31,
 
   
2005
 
2004
 
2003
 
2002
 
2001
 
Summary of consolidated income data:
 
(In thousands, except share data)
 
Total interest income
 
$
16,298
 
$
13,545
 
$
12,653
 
$
12,755
 
$
13,084
 
Total interest expense
   
8,155
   
5,617
   
5,348
   
5,638
   
6,617
 
Net interest income
   
8,143
   
7,928
   
7,305
   
7,117
   
6,467
 
Provision for losses on loans
   
288
   
338
   
508
   
570
   
450
 
Net interest income after provision for losses on loans
   
7,855
   
7,590
   
6,797
   
6,547
   
6,017
 
Other income
   
2,500
   
2,518
   
3,354
   
3,094
   
1,922
 
General, administrative and other expense
   
7,094
   
6,342
   
5,831
   
5,455
   
4,706
 
 
                               
Income before income tax expense
   
3,261
   
3,766
   
4,320
   
4,186
   
3,233
 
Income tax expense
   
1,175
   
1,419
   
1,665
   
1,628
   
1,257
 
Net income
 
$
2,086
 
$
2,347
 
$
2,655
 
$
2,558
 
$
1,976
 
Basic earnings per share
 
$
1.32
 
$
1.48
 
$
1.67
 
$
1.64
 
$
1.25
 
Diluted earnings per share
 
$
1.27
 
$
1.42
 
$
1.59
 
$
1.58
 
$
1.22
 
 
(1)
Includes loans held for sale.
 

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RIVER VALLEY BANCORP
 
SELECTED CONSOLIDATED FINANCIAL INFORMATION AND
OTHER DATA (CONTINUED)

   
Year Ended December 31,
 
Selected financial ratios and other data:
 
2005
 
2004
 
2003
 
2002
 
2001
 
Interest rate spread during period
   
2.79
%
 
3.13
%
 
3.21
%
 
3.39
%
 
3.58
%
Net yield on interest-earning assets (1)
   
2.82
   
3.19
   
3.28
   
3.56
   
3.80
 
Return on assets (2)
   
.63
   
.88
   
1.11
   
1.22
   
1.09
 
Return on equity (3)
   
9.06
   
10.46
   
12.22
   
13.21
   
11.27
 
Equity to assets (4)
   
7.00
   
7.73
   
8.96
   
9.21
   
9.38
 
Average interest-earning assets to average interest-bearing liabilities
   
101.29
   
102.51
   
102.86
   
106.18
   
105.94
 
Non-performing assets to total assets (4)
   
.53
   
0.76
   
0.18
   
0.48
   
0.36
 
Allowance for loan losses to total loans outstanding (4)
   
1.00
   
1.01
   
1.07
   
1.27
   
1.25
 
Allowance for loan losses to non-performing loans (4)
   
132.80
   
107.41
   
399.70
   
194.54
   
285.80
 
Net charge-offs to average total loans outstanding
   
0.14
   
0.01
   
0.31
   
0.27
   
0.12
 
General, administrative and other expense to average assets (5)
   
2.29
   
2.38
   
2.43
   
2.60
   
2.60
 
Dividend payout ratio
   
61.02
   
50.70
   
37.74
   
25.40
   
20.49
 
Number of full service offices (4)
   
7
   
6
   
5
   
4
   
4
 
 
(1)
Net interest income divided by average interest-earning assets.
(2)
Net earnings divided by average total assets.
(3)
Net earnings divided by average total equity.
(4)
At end of period.
(5)
General, administrative and other expense divided by average total assets.

4

2005 ANNUAL REPORT
 
CONDITION AND RESULTS OF OPERATIONS
 
General
 
As discussed previously, River Valley was incorporated for the primary purpose of owning all of the outstanding shares of River Valley Financial. As a result, the discussion that follows focuses on River Valley Financial’s financial condition and results of operations for the periods presented. The following discussion and analysis of the financial condition as of December 31, 2005, and River Valley’s results of operations for periods prior to that date should be read in conjunction with the consolidated financial statements and the notes thereto, included elsewhere in this Annual Report.
 
In addition to the historical information contained herein, the following discussion contains forward-looking statements that involve risks and uncertainties. River Valley’s operations and River Valley’s actual results could differ significantly from those discussed in the forward-looking statements. Some of the factors that could cause or contribute to such differences are discussed herein but also include, but are not limited to, changes in the economy and interest rates in the nation and River Valley’s general market area. The forward-looking statements contained herein include those with respect to the following matters:
 
1. Management’s determination as to the amount and adequacy of the loan loss allowance;
 
2. The effect of changes in interest rates on financial condition and results of operations: and
 
3. Management’s opinion as to the effect of recent accounting pronouncements on River Valley’s consolidated financial position and results of operations.
 
Critical Accounting Policies
 
Note 1 to the consolidated financial statements thereto presented on pages 24 through 26 contains a summary of the Corporation’s significant accounting policies for the year ended December 31, 2005. 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 economic and business conditions, among other factors. Management reviews the adequacy of the allowance for loan losses at least on a quarterly basis. The evaluation by management includes consideration of past loss experience, changes in the composition of the loan portfolio, the current economic condition, the amount of loans outstanding, certain identified problem loans, and the probability of collecting all amounts due.
 
The allowance for loan losses represents management’s estimate of probable losses inherent in the Corporation’s loan portfolios. In determining the appropriate amount of the allowance for loan losses, management makes numerous assumptions, estimates and assessments.
 
The Corporation’s strategy for credit risk management includes conservative, centralized credit policies, and uniform underwriting criteria for all loans as well as an overall credit limit for each customer significantly below legal lending limits. The strategy also emphasizes diversification on a geographic, industry and customer level, regular credit quality reviews and quarterly management reviews of large credit exposures and loans experiencing deterioration of credit quality.

5

RIVER VALLEY BANCORP
 
The Corporation’s allowance consists of three components: probable losses estimated from individual reviews of specific loans, probable losses estimated from historical loss rates, and probable losses resulting from economic or other deterioration above and beyond what is reflected in the first two components of the allowance.
 
Larger commercial loans that exhibit probable or observed credit weaknesses are subject to individual review. Where appropriate, reserves are allocated to individual loans based on management’s estimate of the borrower’s ability to repay the loan given the availability of collateral, other sources of cash flow and legal options available to the Corporation. Included in the review of individual loans are those that are impaired as provided in Statement of Financial Accounting Standards (“SFAS”) No. 114, Accounting by Creditors for Impairment of a Loan. Any allowances for impaired loans are measured based on the present value of expected future cash flows discounted at the loan’s effective interest rate or fair value of the underlying collateral. The Corporation evaluates the collectibility of both principal and interest when assessing the need for a loss accrual. Historical loss rates are applied to other commercial loans not subject to specific reserve allocations. 
 
Homogenous loans, such as consumer installment and residential mortgage loans are not individually risk graded. Rather, standard credit scoring systems are used to assess credit risks. Reserves are established for each pool of loans based on the expected net charge-offs for one year. Loss rates are based on the average net charge-off history by loan category.
 
Historical loss rates for commercial and consumer loans may be adjusted for significant factors that, in management’s judgment, reflect the impact of any current conditions on loss recognition. Factors which management considers in the analysis include the effects of the national and local economies, trends in the nature and volume of loans (delinquencies, charge-offs and nonaccrual loans), changes in mix, credit score migration comparisons, asset quality trends, risk management and loan administration, changes in the internal lending policies and credit standards, collection practices and examination results from bank regulatory agencies and the Corporation’s internal loan review.
 
An unallocated reserve is maintained to recognize the imprecision in estimating and measuring loss when evaluating reserves for individual loans or pools of loans. Allowances on individual loans and historical loss rates are reviewed quarterly and adjusted as necessary based on changing borrower and/or collateral conditions and actual collection and charge-off experience.
 
The Corporation’s primary market area for lending is southeastern Indiana. When evaluating the adequacy of allowance, consideration is given to this regional geographic concentration and the closely associated effect changing economic conditions have on the Corporation’s customers.
 
The Corporation has not substantively changed any aspect to its overall approach in the determination of the allowance for loan losses. There have been no material changes in assumptions or estimation techniques as compared to prior periods that impacted the determination of the current period allowance.
 
Mortgage Servicing Rights
 
The Corporation 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 amounts recorded in the consolidated income statement.

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2005 ANNUAL REPORT
 
Discussion of Changes in Financial Condition from December 31, 2004 to December 31, 2005
 
At December 31, 2005, River Valley’s consolidated assets totaled $328.7 million, representing an increase of $39.3 million over the December 31, 2004 total. This increase in assets was funded by a 21.2% increase in deposits. Deposits increased by $36.2 million to a total of $206.7 million at December 31, 2005. Savings and demand deposits increased by $24.4 million, or 30.6%, during 2005, while certificates of deposit increased by $11.8 million, or 13.0%. These increases were attributed to a competitor’s acquisition by another financial institution and by being very competitive in our market. Shareholders’ equity was $23.0 million as December 31, 2005, a net increase of $0.6 million from $22.4 million as of December 31, 2004.
 
Liquid assets (i.e., cash, federal funds sold, interest-earning deposits and certificates of deposit) increased by $5.3 million from December 31, 2004 levels to a total of $17.7 million at December 31, 2005. Investment securities totaled $59.6 million at December 31, 2005, an increase of $32.6 million from December 31, 2004.
 
Loans receivable, including loans held for sale, totaled $229.7 million at December 31, 2005, a decrease of $1.7 million from the $231.4 million total at December 31, 2004. There were slight decreases in all loan categories except commercial. The volume of loan sales into the secondary mortgage market decreased during 2005 from the 2004 volume by $4.2 million, due in large part to the increase in rates.
 
River Valley’s consolidated allowance for loan losses totaled approximately $2.3 million for the year ended December 31, 2005, which represented 1.00% of total loans at that date. The allowance for loan losses totaled $2.4 million, or 1.01% of total loans for the period ended December 31, 2004. Non-performing loans (defined as loans delinquent greater than 90 days and loans on nonaccrual status) totaled $1.7 million and $2.2 million at December 31, 2005 and 2004, respectively. The consolidated allowance for loan losses represented 133% and 107% of non-performing loans at December 31, 2005 and 2004, respectively. Non-performing loans show a $454,000 decrease at December 31, 2005. The Corporation has continued to de-emphasize consumer lending because of risk/reward opportunities.
 
Although management believes that its allowance for loan losses at December 31, 2005, 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.
 
Advances from the Federal Home Loan Bank (“FHLB”) and other borrowed money increased by $2.2 million from the total at December 31, 2004. The interest rate environment has changed but we are still getting the advantage of the long-term funding we did in 2004.
 
Shareholders’ equity totaled $23.0 million at December 31, 2005, an increase of $0.6 million from the $22.4 million total at December 31, 2004. The increase resulted primarily from net income offset by cash dividends and an increase in unrealized losses on securities available for sale.
 
Comparison of Results of Operations for the Years Ended December 31, 2005 and 2004
 
General
 
River Valley’s net income for the year ended December 31, 2005, totaled $2.1 million, a decrease of $261,000, or 11.1%, from net income reported in 2004. The decrease in net income in the 2005 period was primarily attributable to an increase of $752,000 in administrative and other expenses which were in part offset by an increase in net interest income of $215,000, a decrease in the provision for income taxes of $244,000, and a decrease in the provision for loan losses of $50,000.
 
Net Interest Income
 
Total interest income for the year ended December 31, 2005, amounted to $16.3 million, an increase of $2.8 million, or 20.3%, from the 2004 total, reflecting higher average balances of interest earning assets and higher interest rates. The average balance of interest-earning assets outstanding year-to-year increased by $40 million, and the yield on those assets increased from an average yield of 5.45% in 2004 to 5.65% in 2005. Interest income on

7

RIVER VALLEY BANCORP
 
loans totaled $14.3 million for 2005, an increase of approximately $1.8 million, or 14.8%, from 2004. Interest income on investments, FHLB stock and interest-earning deposits increased by $0.9 million, or 83.9%, due to much higher average balances on those investments and higher rates.
 
Interest expense on deposits increased by $0.9 million, or 31.1%, to a total of $3.7 million for the year ended December 31, 2005, due primarily to higher costs of funding higher average balances. The cost of deposits increased from 1.6% in 2004 to 2.0% in fiscal 2005. Interest expense on borrowings totaled $4.5 million for the year ended December 31, 2005, an increase of $1.7 million from 2004. The increase resulted primarily from higher average borrowings year-to-year, and by a 20 basis point increase in average cost.
 
As a result of the foregoing changes in interest income and interest expense, net interest income increased during 2005 by $215,000, or 2.7%, compared to 2004. The interest rate spread decreased by 34 basis points for 2005, to 2.79% from 3.13% in the 2004 period, while the net interest margin amounted to 2.82% in 2005 and 3.19% in 2004.
 
Provision for Losses on Loans
 
A provision for losses on loans is charged to earnings 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 River Valley Financial, the status of past due principal and interest payments, general economic conditions, particularly as such conditions relate to the primary market area, and other factors related to the collectibility of the loan portfolio. As a result of such analysis, management recorded a $288,000 provision for losses on loans in 2005, a decrease of $50,000 or 14.8%, compared to the $338,000 provision recorded in 2004. The current period provision generally reflects growth in the loan portfolio, coupled with a change in the loan mix, that is more 1-4 family residential loans and fewer consumer loans.
 
Non-performing loans for the period ended December 31, 2005 were $1.7 million, a decrease of approximately $0.5 million from the $2.2 million recorded as of fiscal year ended 2004. Net charge-offs amounted to $331,000 in 2005, compared to $30,000 in 2004. While management believes that the allowance for losses on loans is adequate at December 31, 2005, based upon available facts and circumstances, there can be no assurance that the loan loss allowance will be adequate to cover losses on nonperforming assets in the future.
 
Other Income
 
Other income amounted to $2.5 million for the year ended December 31, 2005, a decrease of $18,000, or 0.72%, compared to 2004, due primarily to a decrease in net gains on loan sales from $394,000 in 2004 to $299,000 in 2005, a decrease of $95,000 or 24.1%. The volume of loan sales decreased from $18.3 million in 2004 to $14.0 million in 2005. The decline in other income due to the decline in loan sales was offset by an increase in service fees and charges of $129,000 resulting from other programs and services.
 
General, Administrative and Other Expense
 
General, administrative and other expense totaled $7.1 million for the year ended December 31, 2005, an increase of $752,000 over the 2004 total. Employee compensation and benefits increased by $436,000 in fiscal 2005 as compared to 2004 primarily from additional staffing, cost of living and benefit expense. Occupancy and equipment expense increased by $118,000 in 2005 as compared to 2004 due to higher depreciation costs and equipment maintenance expenses. The increase to seven branches for River Valley Financial shows in these numbers.
 
Income Taxes
 
The provision for income taxes decreased by $244,000, or 17.2%, for the year ended December 31, 2005, as compared to 2004. The effective tax rates were  36.0% and 37.7% for the years ended December 31, 2005 and 2004, respectively.

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2005 ANNUAL REPORT
 
Comparison of Results of Operations for the Years Ended December 31, 2004 and 2003
 
General
 
River Valley’s net income for the year ended December 31, 2004, totaled $2.35 million, a decrease of $308,000, or 11.6%, from net income reported in 2003. The decrease in net income in the 2004 period was primarily attributable to a decrease of $1,250,000 in gain on loan sales and an increase in general, administrative and other expenses of $511,000 which were in part offset by an increase in net interest income of $623,000, an increase in service fees and charges of $289,000, a decrease in the provision for income taxes of $246,000, and a decrease in the provision for loan losses of $170,000.
 
Net Interest Income
 
Total interest income for the year ended December 31, 2004, amounted to $13.5 million, an increase of $892,000, or 7.0%, from the 2003 total, reflecting higher average balances of interest earning assets offset by lower interest rates. The average balance of interest-earning assets outstanding year-to-year increased by $25.7 million, however, the yield on those assets decreased from an average yield of 5.68% in 2003 to 5.45% in 2004. Interest income on loans totaled $12.5 million for 2004, an increase of approximately $1,100,000, or 9.3%, from 2003. Interest income on investments, FHLB stock and interest-earning deposits decreased by $170,000, or 13.5%, due to lower average balances on those investments.
 
Interest expense on deposits decreased by $442,000, or 13.6%, to a total of $2.8 million for the year ended December 31, 2004, due primarily to lower costs of funding higher average balances. The cost of deposits decreased from 1.9% in 2003 to 1.6% in fiscal 2004. Interest expense on borrowings totaled $2.8 million for the year ended December 31, 2004, an increase of $711,000 from 2003. The increase resulted primarily from higher average borrowings year-to-year, offset by a 43 basis point decrease in average cost.
 
As a result of the foregoing changes in interest income and interest expense, net interest income increased during 2004 by $623,000, or 8.5%, compared to 2003. The interest rate spread decreased by 8 basis points for 2004, to 3.13% from 3.21% in the 2003 period, while the net interest margin amounted to 3.19% in 2004 and 3.28% in 2003.
 
Provision for Losses on Loans
 
A provision for losses on loans is charged to earnings 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 River Valley Financial, the status of past due principal and interest payments, general economic conditions, particularly as such conditions relate to the primary market area, and other factors related to the collectibility of the loan portfolio. As a result of such analysis, management recorded a $338,000 provision for losses on loans in 2004, a decrease of $170,000, or 33.5%, compared to the $508,000 provision recorded in 2003. The current period provision generally reflects growth in the loan portfolio, coupled with a change in the loan mix, that is more 1-4 family residential loans and less consumer loans.
 
Non-performing loans for the period ended December 31, 2004 were $2.2 million, an increase of approximately $1.7 million from the $0.5 million recorded as of fiscal year ended 2003. Net charge-offs amounted to $30,000 in 2004, compared to $553,000 in 2003. While management believes that the allowance for losses on loans is adequate at December 31, 2004, based upon available facts and circumstances, there can be no assurance that the loan loss allowance will be adequate to cover losses on nonperforming assets in the future.
 
Other Income
 
Other income amounted to $2.5 million for the year ended December 31, 2004, a decrease of $836,000, or 24.9%, compared to 2003, due primarily to a decrease in net gains on loan sales from $1,644,000 in 2003 to $394,000 in 2004, a decrease of $1,250,000 or 76.0%. The volume of loan sales decreased from $70.5 million in 2003 to $18.3 million in 2004. The decline in other income due to the decline loan sales was partially offset by an increase in service fees and charges of $289,000 resulting from new programs and services introduced in late 2003.

9

RIVER VALLEY BANCORP
 
General, Administrative and Other Expense
 
General, administrative and other expense totaled $6.3 million for the year ended December 31, 2004, an increase of $511,000 over the 2003 total. Employee compensation and benefits increased by $490,000 in fiscal 2004 as compared to 2003 primarily from additional staffing, cost of living and benefit expense. Occupancy and equipment expense increased by $157,000 in 2004 as compared to 2003 due to higher depreciation costs and equipment maintenance expenses. These increases in other operating expenses were in part offset by a decrease in amortization of mortgage servicing rights of $215,000 which are adjusted each quarter based on valuation results.
 
Income Taxes
 
The provision for income taxes decreased by $246,000, or 14.8%, for the year ended December 31, 2004, as compared to 2003. The effective tax rates were  37.7% and 38.5% for the years ended December 31, 2004 and 2003, respectively.

10

2005 ANNUAL REPORT
 
AVERAGE BALANCE, YIELD, RATE AND VOLUME DATA
 
The following table presents certain information relating to River Valley’s average balance sheet and reflects the average yield on interest-earning assets and the average cost of interest-bearing liabilities for the periods indicated. Such yields and costs are derived by dividing annual income or expense by the average daily balance of interest-earning assets or interest-bearing liabilities, respectively, for the years presented. Average balances are derived from daily balances, which include nonaccruing loans in the loan portfolio.
 
   
Year Ended December 31,
 
   
2005
 
2004
 
2003
 
   
Average
outstanding
balance
 
Interest
earned/
paid
 
Yield/
rate
 
Average
outstanding
balance
 
Interest
earned/
paid
 
Yield/
rate
 
Average
outstanding
balance
 
Interest
earned/
paid
 
Yield/
rate
 
   
(Dollars in Thousands)
 
Assets
                                     
Interest-earning assets:
                                     
Interest-earning deposits
 
$
5,397
 
$
238
   
4.41
%
$
6,224
 
$
112
   
1.80
%
$
8,774
 
$
112
   
1.28
%
Other securities (1)
   
47,845
   
1,589
   
3.32
   
26,354
   
850
   
3.23
   
32,652
   
1,029
   
3.15
 
Mortgage-backed securities (1)
   
93
   
4
   
4.30
   
143
   
4
   
2.80
   
355
   
9
   
2.54
 
Loans receivable (2)
   
231,217
   
14,297
   
6.18
   
213,000
   
12,457
   
5.85
   
179,026
   
11,395
   
6.36
 
FHLB stock
   
3,959
   
170
   
4.29
   
2,840
   
122
   
4.30
   
2,053
   
107
   
5.21
 
Total interest-earning assets
   
288,511
   
16,298
   
5.65
   
248,561
   
13,545
   
5.45
   
222,860
   
12,653
   
5.68
 
Non-interest earning assets, net of allowance for loan losses
   
21,163
               
17,901
               
17,067
             
Total assets
 
$
309,674
 
 
 
       
$
266,462
 
 
            
$
239,927
 
 
 
       
                                                         
Liabilities/shareholder equity
                                                       
Interest-bearing liabilities:
                                                       
Savings deposits
 
$
42,776
 
$
692
   
1.62
 
$
48,237
 
$
485
   
1.01
 
$
43,454
   
468
   
1.08
 
Interest-bearing demand (3)
   
45,400
   
217
   
0.48
   
34,405
   
110
   
0.32
   
32,018
   
129
   
.40
 
Certificates of deposit
   
94,168
   
2,784
   
2.96
   
92,347
   
2,223
   
2.41
   
95,559
   
2,663
   
2.79
 
FHLB advances and other borrowings
   
102,501
   
4,462
   
4.35
   
67,491
   
2,799
   
4.15
   
45,636
   
2,088
   
4.58
 
Total interest-bearing liabilities
   
284,845
   
8,155
   
2.86
   
242,480
   
5,617
   
2.32
   
216,667
   
5,348
   
2.47
 
Other liabilities
   
1,862
               
1,545
               
1,528
             
Total liabilities
   
286,707
               
244,025
               
218,195
             
Total equity
   
22,967
               
22,437
               
21,732
             
                                                         
Total liabilities and equity
 
$
309,674
             
$
266,462
             
$
239,927
             
                                                         
Net interest earning assets
 
$
3,666
             
$
6,081
             
$
6,193
             
                                                         
Net interest income
       
$
8,143
             
$
7,928
             
$
7,305
       
                                                         
Interest rate spread (4)
               
2.79
%
             
3.13
%
             
3.21
%
                                                         
Net yield on weighted average interest-earning assets (5)
               
2.82
%
             
3.19
%
             
3.28
%
Average interest-earning assets to average bearing liabilities
               
101.29
%
             
102.51
%
             
102.86
%

(1)
Includes securities available for sale at amortized cost prior to SFAS No. 115 adjustments.
(2)
Total loans less loans in process plus loans held for sale.
(3)
Includes Non-Interest Demand Deposit Accounts of $17,346, $15,066 and $13,021.
(4)
Interest rate spread is calculated by subtracting weighted average interest rate cost from weighted average interest rate yield for the period indicated.
(5)
The net yield on weighted average interest-earning assets is calculated by dividing net interest income by weighted average interest-earning assets for the period indicated.

11

RIVER VALLEY BANCORP
Rate/Volume Table
 
The following table describes the extent to which changes in interest rates and changes in volume of interest-related assets and liabilities have affected River Valley’s interest income and expense during the years indicated. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (i) changes in volume (change in volume multiplied by prior year rate), (ii) changes in rate (change in rate multiplied by prior year volume), and (iii) total changes in rate and volume. The combined effects of changes in both volume and rate, which cannot be separately identified, have been allocated proportionately to the change due to volume and the change due to rate:
 
   
Year Ended December 31,
 
   
2005 vs. 2004
 
2004 vs. 2003
 
   
Volume
 
Increase
(decrease)
due to
Rate
 
Total
 
Volume
 
Increase
(decrease)
due to
Rate
 
Total
 
   
(In thousands)
 
Interest-earning assets:
                         
Interest-earning deposits and other
 
$
9
 
$
165
 
$
174
 
$
(2
)
$
17
 
$
15
 
Investment securities
   
711
   
28
   
739
   
(209
)
 
24
   
(185
)
Loans receivable, net
   
1,102
   
738
   
1,840
   
2,040
   
(978
)
 
1,062
 
Total
   
1,822
   
931
   
2,753
   
1,829
   
(937
)
 
892
 
                                       
Interest-bearing liabilities:
                                     
Deposits
   
27
   
848
   
875
   
(29
)
 
(413
)
 
(442
)
FHLB advances and other borrowings
   
1,518
   
145
   
1,663
   
922
   
(211
)
 
711
 
Total
   
1,545
   
993
   
2,538
   
893
   
(624
)
 
269
 
                                       
Net change in interest income
 
$
277
 
$
(62
)
$
215
 
$
936
 
$
(313
)
$
623
 
 
 
Asset and Liability Management
 
Like other financial institutions, River Valley Financial is subject to interest rate risk to the extent that interest-earning assets reprice differently than interest-bearing liabilities. As part of its effort to monitor and manage interest rate risk, River Valley Financial is using the Net Portfolio Value (“NPV”) methodology adopted by the OTS as part of its capital regulations.
 
Presented on the following table is an analysis of River Valley Financial’s interest rate risk, as of December 31, 2005 (the latest information available) and December 31, 2004, as measured by changes in NPV for an instantaneous and sustained parallel shift of 100 through 300 basis points in market interest rates.
 
Generally, NPV is more sensitive to rising rates than declining rates. Such difference in sensitivity occurs principally because, as rates rise, a bank’s assets reprice slower than the deposits that fund them. As a result, in a rising interest rate environment, the amount of interest a bank would receive on loans would increase as loans are slowly prepaid and new loans at higher rates are made. Moreover, the interest the bank would pay on deposits would increase, but generally slower than the bank’s ability to reprice its interest-earning assets. However, River Valley Financial Bank has addressed some of these issues, which has generally reduced its overall exposure to interest rate risk.

12

2005 ANNUAL REPORT

 
As of December 31, 2005
(Dollars in thousands)
 
 
 
Change in Interest Rates
(basis points)
Estimated NPV
Amount of Change
Percent
 
 
+300
$42,677
$1,471
+4%
 
 
+200
42,552
1,346
+3%
 
 
+100
41,998
792
+2%
 
 
41,206
 
 
-100
39,614
(1,592)
-4%
 
 
-200(1)
36,914
(4,292)
-10%
 
 
-300(1)
 


 
As of December 31, 2004
(Dollars in thousands)
 
 
Change in Interest Rates
(basis points)
Estimated NPV
Amount of Change
Percent
 
 
+300
$37,924
$1,412
4%
 
 
+200
38,152
1,639
4%
 
 
+100
37,743
1,231
3%
 
 
36,512
 
 
-100
34,410
(2,103)
-6%
 
 
-200(1)
 
 
-300(1)
 
 
(1)
At December 31, 2004, the OTS did not provide information as to interest rate risk for 200 and 300 point decreases, and at December 31, 2005, information for 200 point decreases was provided.
 
 
As with any method of measuring interest rate risk, certain shortcomings are inherent in the NPV approach. For example, although certain assets and liabilities may have similar maturities or periods of repricing, they may react in different degrees to changes in market interest rates. Also, the interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types may lag behind changes in market rates. Further, in the event of a change in interest rates, expected rates of prepayment on loans and mortgage-backed securities and early withdrawal levels from certificates of deposit would likely deviate significantly from those assumed in making the risk calculations.
 
Liquidity and Capital Resources
 
The Corporation’s principal sources of funds are deposits, loan and mortgage-backed securities repayments, maturities of securities, borrowings and other funds provided by operations. While scheduled loan repayments and maturing investments are relatively predictable, deposit flows and loan and mortgage-backed securities prepayments are more influenced by interest rates, general economic conditions and competition. The Corporation maintains investments in liquid assets based upon management’s assessment of (1) the need for funds, (2) expected deposit flows, (3) the yield available on short-term liquid assets and (4) the objectives of the asset/liability management program.
 
The Financial Regulatory Relief and Economic Efficiency Act of 2000, which was signed into law on December 27, 2000, repealed the former statutory requirement that all savings associations maintain an average daily balance of liquid assets in a minimum amount of not less than 4% or more than 10% of their withdrawable accounts plus short-term borrowings. The OTS adopted a rule that implemented this revised statutory requirement, although savings associations remain subject to the OTS regulation that requires them to maintain sufficient liquidity to ensure their safe and sound operation. At December 31, 2005, River Valley Financial Bank had commitments to originate loans totaling $2.3 million and in addition, had undisbursed loans in process, unused lines of credit and standby letters of credit totaling $28.5 million. At such date, River Valley Financial bank had $484,000 in commitments to sell loans and no outstanding commitment to purchase loans. The Corporation considers River Valley Financial Bank’s liquidity and capital resources sufficient to meet outstanding short and long term needs.
13

RIVER VALLEY BANCORP
 
The Corporation’s liquidity, primarily represented by cash and cash equivalents, is a result of the funds provided by or used in the Corporation’s operating, investing and financing activities. These activities are summarized below for the years ended December 31, 2005, 2004 and 2003: 
 
   
Year Ended December 31,
 
   
2005
 
2004
 
2003
 
   
(In thousands)
 
Cash flows from operating activities
 
$
3,471
 
$
2,374
 
$
5,043
 
                     
Cash flows from investing activities:
                   
Purchase of securities
   
(48,816
)
 
(14,133
)
 
(17,151
)
Proceeds from maturities of securities
   
15,521
   
7,221
   
5,387
 
Proceeds from sales of securities
   
0
   
14,034
   
5,095
 
Net loan originations
   
711
   
(39,119
)
 
(27,287
)
Other
   
(2,607
)
 
(2,390
)
 
(4,383
)
                     
Cash flows from financing activities:
                   
Net increase (decrease) in deposits
   
36,195
   
(9,416
)
 
18,125
 
Net increase in borrowings
   
2,182
   
44,383
   
10,000
 
Purchase of stock
   
(201
)
 
(1,895
)
 
(366
)
Other
   
(1,163
)
 
(1,134
)
 
(561
)
                     
Net increase (decrease) in cash and cash equivalents
 
$
5,293
 
$
(75
)
$
6,098
)
 
River Valley Financial is required by applicable law and regulation to meet certain minimum capital standards. Such capital standards include a tangible capital requirement, a core capital requirement, or leverage ratio, and a risk-based capital requirement.
 
The tangible capital requirement requires savings associations to maintain “tangible capital” of not less than 1.5% of the association’s adjusted total assets. Tangible capital is defined in OTS regulations as core capital minus intangible assets. “Core capital” is comprised of common shareholders’ equity (including retained earnings), noncumulative preferred stock and related surplus, minority interests in consolidated subsidiaries, certain nonwithdrawable accounts and pledged deposits of mutual associations. OTS regulations require savings associations to maintain core capital generally equal to 4% of the association’s total assets except those associations with the highest examination rating and acceptable levels of risk.
 
OTS regulations require that savings associations maintain “risk-based capital” in an amount not less than 8% of “risk-weighted assets.” Risk-based capital is defined as core capital plus certain additional items of capital, which in the case of River Valley Financial includes a general loan loss allowance of $2.3 million at December 31, 2005.
 
River Valley Financial exceeded all of its regulatory capital requirements at December 31, 2005. The following table summarizes River Valley Financial’s regulatory capital requirements and regulatory capital at December 31, 2005:
 
   
OTS Requirement
 
Actual Amount
 
   
Percent of Assets
 
Amount
 
Percent of Assets (1)
 
Amount
 
Amount of Excess
 
   
(Dollars in thousands)
 
Tangible capital
   
1.50%
 
$
4,918
   
8.5%
 
$
27,993
 
$
23,075
 
Core capital (2)
   
4.00%
 
 
13,114
   
8.5%
   
27,993
   
14,879
 
Risk-based capital
   
8.00%
 
 
18,303
   
13.1%  
   
29,967
   
11,664
 
 
(1)
Tangible and core capital levels are shown as a percentage of total assets; risk-based capital levels are shown as a percentage of risk-weighted assets.
(2)
The OTS has proposed and is expected to adopt a core capital requirement for savings associations comparable to that adopted by the Office of the Comptroller of the Currency for national banks. The regulation requires core capital of at least 3% of total adjusted assets for savings associations that received the highest supervisory rating for safety and soundness, and 4% to 5% for all other savings associations. River Valley Financial is in compliance with this requirement.

 
14

2005 ANNUAL REPORT
 
Impact of Inflation and Changing Prices
 
The consolidated financial statements and notes thereto included herein have been prepared in accordance with generally accepted accounting principles, which require River Valley to measure financial position and results of operations in terms of historical dollars with the exception of investment and mortgage-backed securities available-for-sale, which are carried at fair value. Changes in the relative value of money due to inflation or recession are generally not considered.
 
In management's opinion, changes in interest rates affect the financial condition of a financial institution to a far greater degree than changes in the rate of inflation. While interest rates are greatly influenced by changes in the rate of inflation, they do not change at the same rate or in the same magnitude as the rate of inflation. Rather, interest rate volatility is based on changes in the expected rate of inflation, as well as changes in monetary and fiscal policies.
 
Off-Balance Sheet Arrangements
 
As of the date of this Annual Report, the Corporation does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Corporation’s financial condition, change in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors. The term “off-balance sheet arrangement” generally means any transaction, agreement, or other contractual arrangement to which any entity unconsolidated with the corporation is a party and under which the corporation has (i) any obligation arising under a guarantee contract, derivative instrument or variable interest; or (ii) a retained or contingent interest in assets transferred to such entity or similar arrangement that serves as credit, liquidity or market risk support for such assets.
 
Contractual Obligations
 
The Corporation’s contractual obligations as of December 31, 2005 are summarized in the following table.
 
   
Payments due by period
 
Contractual Obligations
 
Total
 
Less than 1 year
 
2 to 3years
 
4 to 5years
 
More than 5 years
 
                       
Long Term Debt (1)
 
$
82,217
 
$
9,000
 
$
24,000
 
$
17,000
 
$
32,217
 
Capital Leases (2)
   
   
   
   
   
 
Operating Leases (3)
   
2,393
   
115
   
231
   
213
   
1,834
 
Purchase Obligations (4)
   
72
   
72
   
   
   
 
Dividends Declared (5)
   
311
   
311
   
   
   
 
Total (6)
 
$
132,419
 
$
12,449
 
$
1,345
 
$
56,723
 
$
61,902
 
 
(1)
Long term debt includes FHLB advances and subordinated debentures. See “Notes to Consolidated Financial Statements - Borrowings,” contained in Note 7, for information related to collateral and amounts with various options.
(2)
River Valley Bancorp had no capital leases.
(3)
Leased facilities for three locations with lease arrangements expiring 2010 through 2029.
(4)
The purchase obligation relates to the purchase of data processing equipment.
(5)
A dividend on common stock was declared by the Board of Directors to shareholders of record on December 3, 2005, and payable on January 13, 2006. This obligation is shown net of certain affiliate holdings.
(6)
For information regarding the contractual maturities of deposit liabilities, which are not included in the above table, see “Notes to Consolidated Financial Statements - Deposits,” contained in Note 6.

15

RIVER VALLEY BANCORP

 


 

 

 

 

 

 

 

 

 
River Valley Bancorp
 
Accountants’ Report and Consolidated Financial Statements
December 31, 2005 and 2004









16

2005 ANNUAL REPORT

 

 

 

 

 
River Valley Bancorp
 
December 31, 2005, 2004 and 2003
 

 
Contents
 

Report of Independent Registered Public Accounting Firm
 
18
Consolidated Financial Statements
   
 
Balance Sheets
 
19
 
Statements of Income
 
20
 
Statements of Comprehensive Income
 
21
 
Statements of Stockholders’ Equity
 
22
 
Statements of Cash Flows
 
23
 
Notes to Financial Statements
 
24
 


17

RIVER VALLEY BANCORP

 
 

Audit Committee, Board of Directors and Shareholders
River Valley Bancorp
Madison, Indiana

We have audited the accompanying consolidated balance sheets of River Valley Bancorp as of December 31, 2005 and 2004, and the related consolidated statements of income, comprehensive income, shareholders’ equity and cash flows for each of the three years in the period ended December 31, 2005. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of River Valley Bancorp as of December 31, 2005 and 2004, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2005, in conformity with accounting principles generally accepted in the United States of America.
 

Indianapolis, Indiana
January 27, 2006
 

18

2005 ANNUAL REPORT

River Valley Bancorp
Consolidated Balance Sheets
December 31, 2005 and 2004

   
2005
 
2004
 
   
(In Thousands, Except Share Amounts)
 
Assets
         
Cash and due from banks
 
$
4,749
 
$
4,911
 
Interest-bearing demand deposits
   
12,933
   
7,526
 
Fed funds sold
   
48
   
 
Cash and cash equivalents
   
17,730
   
12,437
 
Investment securities available for sale
   
59,609
   
26,964
 
Loans held for sale
   
   
337
 
Loans, net of allowance for loan losses of $2,320 and $2,364
   
229,724
   
231,036
 
Premises and equipment
   
8,189
   
6,798
 
Real estate, held for sale
   
271
   
 
Federal Home Loan Bank stock
   
4,050
   
3,281
 
Interest receivable
   
2,060
   
1,599
 
Cash value of life insurance
   
5,523
   
5,302
 
Other assets
   
1,592
   
1,673
 
Total assets
 
$
328,748
 
$
289,427
 
               
Liabilities
             
Deposits
             
Noninterest-bearing
 
$
19,270
 
$
15,066
 
Interest-bearing
   
187,463
   
155,472
 
Total deposits
   
206,733
   
170,538
 
Borrowings
   
96,782
   
94,600
 
Interest payable
   
554
   
382
 
Other liabilities
   
1,661
   
1,514
 
Total liabilities
   
305,730
   
267,034
 
               
Commitments and Contingencies
             
               
Stockholders’ Equity
             
Preferred stock, no par value
             
Authorized and unissued - 2,000,000 shares
             
Common stock, no par value
             
Authorized - 5,000,000 shares
             
Issued and outstanding - 1,596,309 and 1,584,377 shares
   
8,973
   
8,843
 
Retained earnings
   
14,663
   
13,800
 
Shares acquired by stock benefit plans
   
(152
)
 
(215
)
Accumulated other comprehensive loss
   
(466
)
 
(35
)
Total stockholders’ equity
   
23,018
   
22,393
 
               
Total liabilities and stockholders’ equity
 
$
328,748
 
$
289,427
 

See Notes to Consolidated Financial Statements

19

RIVER VALLEY BANCORP

River Valley Bancorp
Consolidated Statements of Income
Years Ended December 31, 2005, 2004 and 2003

   
2005
 
2004
 
2003
 
   
(In Thousands, Except Per Share Amounts)
 
Interest Income
             
Loans receivable
 
$
14,297
 
$
12,457
 
$
11,395
 
Investment securities
   
1,593
   
854
   
1,039
 
Interest-earning deposits and other
   
408
   
234
   
219
 
Total interest income
   
16,298
   
13,545
   
12,653
 
                     
Interest Expense
                   
Deposits
   
3,693
   
2,818
   
3,260
 
Borrowings
   
4,462
   
2,799
   
2,088
 
Total interest expense
   
8,155
   
5,617
   
5,348
 
                     
Net Interest Income
   
8,143
   
7,928
   
7,305
 
Provision for loan losses
   
288
   
338
   
508
 
                     
Net Interest Income After Provision for Loan Losses
   
7,855
   
7,590
   
6,797
 
                     
Other Income
                   
Service fees and charges
   
1,890
   
1,761
   
1,472
 
Net realized gains on sales of available-for-sale securities
   
   
24
   
4
 
Net gains on loan sales
   
299
   
394
   
1,644
 
Increase in cash value of life insurance
   
202
   
208
   
133
 
Other income
   
109
   
131
   
101
 
Total other income
   
2,500
   
2,518
   
3,354
 
                     
Other Expenses
                   
Salaries and employee benefits
   
3,841
   
3,405
   
2,915
 
Net occupancy and equipment expenses
   
1,094
   
976
   
819
 
Data processing fees
   
127
   
144
   
163
 
Advertising
   
267
   
221
   
242
 
Mortgage servicing rights
   
196
   
192
   
407
 
Office supplies
   
190
   
168
   
161
 
Professional fees
   
280
   
204
   
131
 
Other expenses
   
1,099
   
1,032
   
993
 
Total other expenses
   
7,094
   
6,342
   
5,831
 
                     
Income Before Income Tax
   
3,261
   
3,766
   
4,320
 
Income tax expense
   
1,175
   
1,419
   
1,665
 
                     
Net Income
 
$
2,086
 
$
2,347
 
$
2,655
 
                     
Basic Earnings per Share
 
$
1.32
 
$
1.48
 
$
1.67
 
                     
Diluted Earnings per Share
 
$
1.27
 
$
1.42
 
$
1.59
 


See Notes to Consolidated Financial Statements

20

2005 ANNUAL REPORT

River Valley Bancorp
Consolidated Statements of Comprehensive Income
Years Ended December 31, 2005, 2004 and 2003

   
2005
 
2004
 
2003
 
   
(In Thousands)
 
 
Net Income
 
$
2,086
 
$
2,347
 
$
2,655
 
Other comprehensive income (loss), net of tax
                   
Unrealized gains (losses) on securities available for sale
                   
Unrealized holding gains (losses) arising during the period, net of tax expense (benefit) of $(285), $(179) and $(68)
   
(431
)
 
(276
)
 
(104
)
Less: Reclassification adjustment for gains included in net income, net of tax expense of $0, $10 and $2
   
   
14
   
2
 
     
(431
)
 
(290
)
 
(106
)
Comprehensive Income
 
$
1,655
 
$
2,057
 
$
2,549
 







See Notes to Consolidated Financial Statements

21

RIVER VALLEY BANCORP

River Valley Bancorp
Consolidated Statements of Stockholders’ Equity
Years Ended December 31, 2005, 2004 and 2003


   
Shares
 
Common Stock
 
Retained Earnings
 
Shares Acquired by Stock Benefit Plans
 
Accumulated
Other
Comprehensive
Income
(Loss)
 
Total
 
                           
Balances, January 1, 2003
   
1,621,688
 
$
7,957
 
$
12,654
 
$
(339
)
$
361
 
$
20,633
 
Net income
               
2,655
               
2,655
 
Unrealized losses on securities, net of reclassification adjustment
                           
(106
)
 
(106
)
Cash dividends ($.595 per share)
               
(955
)
             
(955
)
Exercise of stock options
   
44,992
   
313
                     
313
 
Tax benefit of stock options exercised and RRP
         
236
                     
236
 
Amortization of expense related to stock benefit plans
         
299
         
146
         
445
 
Purchase of stock
   
(20,000
)
 
(100
)
 
(266
)
         
(366
)
                                       
Balances, December 31, 2003
   
1,646,680
   
8,705
   
14,088
   
(193
)
 
255
   
22,855
 
                                       
Net income
               
2,347
               
2,347
 
Unrealized losses on securities, net of reclassification adjustment
                           
(290
)
 
(290
)
Cash dividends ($.72 per share)
               
(1,130
)
             
(1,130
)
Exercise of stock options
   
15,846
   
118
                     
118
 
Tax benefit of stock options exercised and RRP
         
117
                     
117
 
Contribution to stock benefit plans
                     
(129
)
       
(129
)
Amortization of expense related to stock benefit plans
         
293
         
107
         
400
 
Purchase of stock
   
(78,149
)
 
(390
)
 
(1,505
)
         
(1,895
)
                                       
Balances, December 31, 2004
   
1,584,377
   
8,843
   
13,800
   
(215
)
 
(35
)
 
22,393
 
                                       
Net income
               
2,086
               
2,086
 
Unrealized losses on securities, net of reclassification adjustment
                           
(431
)
 
(431
)
Cash dividends ($.775 per share)
               
(1,223
)
             
(1,223
)
Exercise of stock options
   
11,932
   
72
                     
72
 
Tax benefit of stock options exercised and RRP
         
56
                     
56
 
Contribution to stock benefit plans
                     
(46
)
       
(46
)
Amortization of expense related to stock benefit plans
         
203
         
109
         
312
 
Purchase of stock
   
(9,814
)
 
(201
)
             
(201
)
                                       
Balances, December 31, 2005
   
1,586,495
 
$
8,973
 
$
14,663
 
$
(152
)
$
(466
)
$
(23,018
)


See Notes to Consolidated Financial Statements

22

2005 ANNUAL REPORT

River Valley Bancorp
Years Ended December 31, 2005, 2004 and 2003

   
2005
 
2004
 
2003
 
   
(In Thousands)
 
Operating Activities
             
Net income
 
$
2,086
 
$
2,347
 
$
2,655
 
Items not requiring (providing) cash
                   
Provision for loan losses
   
288
   
338
   
508
 
Depreciation and amortization
   
595
   
580
   
507
 
Deferred income tax
   
25
   
3
   
517
 
Investment securities gains
   
   
(24
)
 
(4
)
Loans originated for sale in the secondary market
   
(13,565
)
 
(18,346
)
 
(68,536
)
Proceeds from sale of loans in the secondary market
   
14,026
   
18,305
   
70,512
 
Gain on sale of loans
   
(299
)
 
(394
)
 
(1,644
)
Amortization of deferred loan origination cost
   
122
   
109
   
138
 
Amortization of expense related to stock benefit plans
   
312
   
400
   
445
 
(Gain) loss on sale of premises and equipment
   
21
   
   
 
Net change in
                   
Interest receivable
   
(461
)
 
(110
)
 
(22
)
Interest payable
   
172
   
1
   
(78
)
Other adjustments
   
149
   
(835
)
 
45
 
Net cash provided by operating activities
   
3,471
   
2,374
   
5,043
 
                     
Investing Activities
                   
Purchase of FHLB stock
   
(695
)
 
(992
)
 
(48
)
Purchases of securities available for sale
   
(48,816
)
 
(14,133
)
 
(17,151
)
Proceeds from maturities of securities available for sale
   
15,521
   
7,221
   
5,387
 
Proceeds from sales of securities available for sale
   
   
14,034
   
5,095
 
Net change in loans
   
711
   
(39,119
)
 
(27,287
)
Purchases of premises and equipment
   
(2,007
)
 
(1,398
)
 
(749
)
Proceeds from sale of premises and equipment
   
   
   
1
 
Proceeds from sale of real estate acquired through foreclosure
   
95
   
   
48
 
Premiums paid on life insurance
   
   
   
(3,635
)
Net cash used in investing activities
   
(35,191
)
 
(34,387
)
 
(38,339
)
                     
Financing Activities
                   
Net change in
                   
Noninterest-bearing, interest-bearing demand and savings deposits
   
24,413
   
(5,472
)
 
19,051
 
Certificates of deposit
   
11,782
   
(3,944
)
 
(926
)
Short-term borrowings
   
(7,818
)
 
22,383
       
Proceeds from borrowings
   
32,000
   
35,000
   
16,000
 
Repayment of borrowings
   
(22,000
)
 
(13,000
)
 
(6,000
)
Cash dividends
   
(1,211
)
 
(1,110
)
 
(878
)
Purchase of stock
   
(201
)
 
(1,895
)
 
(366
)
Proceeds from exercise of stock options
   
72
   
118
   
313
 
Advances by borrowers for taxes and insurance
   
22
   
(13
)
 
4
 
Acquisition of stock for stock benefit plans
   
(46
)
 
(129
)
 
 
Net cash provided by financing activities
   
37,013
   
31,938
   
27,198
 
                     
Net Change in Cash and Cash Equivalents
   
5,293
   
(75
)
 
(6,098
)
                     
Cash and Cash Equivalents, Beginning of Year
   
12,437
   
12,512
   
18,610
 
                     
Cash and Cash Equivalents, End of Year
 
$
17,730
 
$
12,437
 
$
12,512
 
                     
Additional Cash Flows Information
                   
Interest paid
 
$
7,983
 
$
5,616
 
$
5,426
 
Income tax paid
   
1,459
   
833
   
1,435
 

See Notes to Consolidated Financial Statements

23

RIVER VALLEY BANCORP

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)
 
 
The accounting and reporting policies of River Valley Bancorp (Company) and its wholly owned subsidiary, River Valley Financial Bank (Bank) and the Bank’s wholly owned subsidiaries, Madison First Service Corporation (First Service) and RVFB Investments, Inc. (RVFB Investments), conform to accounting principles generally accepted in the United States of America and reporting practices followed by the thrift industry. The more significant of the policies are described below.
 
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 the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
 
The Company is a thrift holding company whose principal activity is the ownership and management of the Bank. The Bank operates under a federal thrift charter and provides full banking services, in a single significant business segment. As a federally-chartered thrift, the Bank is subject to regulation by the Office of Thrift Supervision, and the Federal Deposit Insurance Corporation.
 
The Bank generates commercial, mortgage and consumer loans and receives deposits from customers located primarily in southeastern Indiana. The Bank’s loans are generally secured by specific items of collateral including real property, consumer assets and business assets.
 
Consolidation - The consolidated financial statements include the accounts of the Company, the Bank, RVFB Investments and Madison First Service after elimination of all material intercompany transactions.
 
Cash Equivalents - The Company considers all liquid investments with original maturities of three months or less to be cash equivalents.
 
Investment Securities - Debt securities are classified as held to maturity when the Company has the positive intent and ability to hold the securities to maturity. Securities held to maturity are carried at amortized cost. Debt securities not classified as held to maturity and marketable equity securities are classified as available for sale. Securities available for sale are carried at fair value with unrealized gains and losses reported separately in accumulated other comprehensive income, net of tax.
 
Amortization of premiums and accretion of discounts are recorded as interest income from securities. Realized gains and losses are recorded as net security gains (losses). Gains and losses on sales of securities are determined on the specific-identification method.
 
Loans held for sale are carried at the lower of aggregate cost or market. Market is determined using the aggregate method. Net unrealized losses, if any, are recognized through a valuation allowance by charges to income based on the difference between estimated sales proceeds and aggregate cost.
 
Loans are carried at the principal amount outstanding. A loan is impaired when, based on current information or events, it is probable that the Company will be unable to collect all amounts due (principal and interest) according to the contractual terms of the loan agreement. Payments with insignificant delays not exceeding 90 days are not considered impaired. Certain nonaccrual and substantially delinquent loans may be considered to be impaired. The Company considers its investment in one-to-four family residential loans and consumer loans

24

2005 ANNUAL REPORT

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)
 
to be homogeneous and therefore excluded from separate identification for evaluation of impairment. Interest income is accrued on the principal balances of loans. The accrual of interest on impaired and nonaccural loans is discontinued when, in management’s opinion, the borrower may be unable to meet payments as they become due. When interest accrual is discontinued, all unpaid accrued interest is reversed when considered uncollectible. Interest income is subsequently recognized only to the extent cash payments are received. Certain loan fees and direct costs are being deferred and amortized as an adjustment of yield on the loans over the contractual lives of the loans. When a loan is paid off or sold, any unamortized loan origination fee balance is credited to income.
 
Allowance for loan losses is maintained to absorb loan losses based on management’s continuing review and evaluation of the loan portfolio and its judgment as to the impact of economic conditions on the portfolio. The evaluation by management includes consideration of past loss experience, changes in the composition of the portfolio, the current condition and amount of loans outstanding, and the probability of collecting all amounts due. Impaired loans are measured by the present value of expected future cash flows, or the fair value of the collateral of the loan, if collateral dependent. Loan losses are charged against the allowance when management believes the uncollectibility of a loan balance is confirmed. Subsequent recoveries, if any, are credited to the allowance.
 
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. Management believes that as of December 31, 2005, the allowance for loan losses is adequate based on information currently available. A worsening or protracted economic decline in the areas within which the Company operates would increase the likelihood of additional losses due to credit and market risks and could create the need for additional loss reserves.
 
Premises and equipment are carried at cost net of accumulated depreciation. Depreciation is computed using the straight-line method based principally on the estimated useful lives of the assets. Maintenance and repairs are expensed as incurred while major additions and improvements are capitalized. Gains and losses on dispositions are included in current operations.
 
Federal Home Loan Bank stock is a required investment for institutions that are members of the Federal Home Loan Bank system. The required investment in the common stock is based on a predetermined formula.
 
Foreclosed assets are carried at the lower of cost or fair value less estimated selling costs. When foreclosed assets are acquired, any required adjustment is charged to the allowance for loan losses. All subsequent activity is included in current operations.
 
Mortgage servicing rights on originated loans are capitalized by allocating the total cost of the mortgage loans between the mortgage servicing rights and the loans based on their relative fair values. Capitalized servicing rights are amortized in proportion to and over the period of estimated servicing revenues.
 
Stock options - The Company has a stock-based employee compensation plan, which is described more fully in Note 16. 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 those plans had an exercise price equal to the market value of the underlying common stock on the grant date. The following table illustrates

25

RIVER VALLEY BANCORP

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)
 
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.
 
   
2005
 
2004
 
2003
 
               
Net income, as reported
 
$
2,086
 
$
2,347
 
$
2,655
 
Less: Total stock-based employee compensation cost determined under the fair value based method, net of income taxes
   
(12
)
 
(23
)
 
(25
)
                     
Pro forma net income
 
$
2,074
 
$
2,324
 
$
2,630
 
                     
Earnings per share
                   
Basic - as reported
 
$
1.32
 
$
1.48
 
$
1.67
 
Basic - pro forma
 
$
1.31
 
$
1.46
 
$
1.65
 
Diluted - as reported
 
$
1.27
 
$
1.42
 
$
1.59
 
Diluted - pro forma
 
$
1.27
 
$
1.40
 
$
1.57
 
 
 
Income tax in the consolidated statements of income includes deferred income tax provisions or benefits for all significant temporary differences in recognizing income and expenses for financial reporting and income tax purposes.
 
Earnings per share have been computed based upon the weighted-average common shares outstanding during each year and have been restated to give effect to a 2-for-1 stock split on the Company’s outstanding shares announced on December 9, 2003. Unearned ESOP shares have been excluded from the computation of average shares outstanding.
 
Reclassifications of certain amounts in the 2004 and 2003 consolidated financial statements have been made to conform to the 2005 presentation.
 
Note 2: Restriction on Cash and Due From Banks
 
The Bank is required to maintain reserve funds in cash and/or on deposit with the Federal Reserve Bank. The reserve required at December 31, 2005 was $1,918,000.
 
Note 3: Investment Securities
 
   
2005
 
   
Amortized
Cost
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Fair
Value
 
Available for sale
                         
Federal agencies
 
$
57,737
 
$
 
$
751
 
$
56,986
 
State and municipal
   
2,562
   
3
   
25
   
2,540
 
Mortgage and other asset-backed securities
   
83
   
   
   
83
 
                           
Total investment securities
 
$
60,382
 
$
3
 
$
776
 
$
59,609
 
 

26

2005 ANNUAL REPORT

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)

   
2004
 
   
Amortized
Cost
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Fair
Value
 
Available for sale
                         
Federal agencies
 
$
25,478
 
$
42
 
$
107
 
$
25,413
 
State and municipal
   
1,430
   
10
   
2
   
1,438
 
Mortgage and other asset-backed securities
   
113
   
   
   
113
 
                           
Total investment securities
 
$
27,021
 
$
52
 
$
109
 
$
26,964
 
 
The amortized cost and fair value of securities available for sale at December 31, 2005, by contractual maturity, are shown below. Expected maturities will differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties.
 
   
Available for Sale
 
   
Amortized
Cost
 
Fair Value
 
           
Less than one year
 
$
11,997
 
$
11,892
 
One to five years
   
46,825
   
46,167
 
Five to ten years
   
1,008
   
998
 
More than ten years
   
469
   
469
 
     
60,299
   
59,526
 
Mortgage and other asset-backed securities
   
83
   
83
 
               
Totals
 
$
60,382
 
$
59,609
 
 
Securities with a carrying value of $15,723,000 and $11,912,000 were pledged at December 31, 2005 and 2004 to secure repurchase agreements. Securities with a carrying value of $13,742,000 and $10,475,000 were pledged at December 31, 2005 and 2004 to secure FHLB advances. Securities with a carrying value of $20,603,000 and $3,021,000 were pledged at December 31, 2005 and 2004 to secure certain deposits and for other purposes as permitted or required by law.
 
There were no sales of securities available for sale in 2005. Proceeds from sales of securities available for sale during 2004 and 2003 were $14,034,000 and $5,095,000. Gross gains of $29,000 and $10,000 and gross losses of $5,000 and $6,000 were realized on those sales.
 
Certain investment securities are reported in the financial statements at an amount less than their historical cost. Total fair value of these investments at December 31, 2005 and 2004, were $54,933,000 and $20,080,000, which is approximately 92.2 percent and 74.5 percent of the Company’s investment portfolio. These declines primarily resulted from recent increases in market interest rates.
 
Based on evaluation of available evidence, including recent changes in market interest rates, management believes the declines in fair value for these securities are temporary.

27

RIVER VALLEY BANCORP

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)
 
Should the impairment of any of these securities become other than temporary, the cost basis of the investment will be reduced and the resulting loss recognized in net income in the period the other-than-temporary impairment is identified.
 
The following tables show our investments’ gross unrealized losses and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at December 31, 2005 and December 31, 2004:
 
   
2005
 
 
 
Less than 12 Months 
 
12 Months or More 
 
Total 
 
Description of Securities
   
Fair Value
 
 
Unrealized Losses
 
 
Fair Value
 
 
Unrealized Losses
 
 
Fair Value
 
 
Unrealized Losses
 
                                       
U. S. Government agencies
 
$
38,399
 
$
450
 
$
14,671
 
$
301
 
$
53,070
 
$
751
 
State and Municipal
   
1,318
   
15
   
545
   
10
   
1,863
   
25
 
                                       
Total temporarily impaired securities
 
$
39,717
 
$
465
 
$
15,216
 
$
311
 
$
54,933
 
$
776
 
                                       
     
   
2004
 
 
 Less than 12 Months
 
12 Months or More 
 
 Total
 
Description of Securities
   
Fair Value
 
 
Unrealized Losses
 
 
Fair Value
 
 
Unrealized Losses
 
 
Fair Value
 
 
Unrealized Losses
 
                                       
U. S. Government agencies
 
$
18,857
 
$
107
 
$
 
$
 
$
18,857
 
$
107
 
State and Municipal
   
1,223
   
2
   
   
   
1,223
   
2
 
                                       
Total temporarily impaired securities
 
$
20,080
 
$
109
 
$
 
$
 
$
20,080
 
$
109
 
 
Note 4: Loans and Allowance
   
2005
 
2004
 
Residential real estate
             
One-to-four family residential
 
$
97,605
 
$
104,466
 
Multi-family residential
   
8,412
   
8,100
 
Construction
   
13,549
   
20,046
 
Nonresidential real estate and land
   
82,054
   
67,635
 
Commercial
   
28,148
   
32,581
 
Consumer and other
   
6,940
   
8,888
 
     
236,708
   
241,716
 
Unamortized deferred loan costs
   
488
   
496
 
Undisbursed loans in process
   
(5,152
)
 
(8,812
)
Allowance for loan losses
   
(2,320
)
 
(2,364
)
               
Total loans
 
$
229,724
 
$
231,036
 

28

2005 ANNUAL REPORT

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)

   
2005
 
2004
 
2003
 
Allowance for loan losses
                   
Balances, January 1
 
$
2,364
 
$
2,056
 
$
2,101
 
Provision for losses
   
288
   
338
   
508
 
Recoveries on loans
   
75
   
144
   
190
 
Loans charged off
   
(407
)
 
(174
)
 
(743
)
                     
Balances, December 31
 
$
2,320
 
$
2,364
 
$
2,056
 
 
 
Information on impaired loans is summarized below.
 
   
2005
 
2004
 
           
Impaired loans with an allowance
 
$
1,096
 
$
867
 
Impaired loans for which the discounted cash flows or collateral value exceeds the carrying value of the loan
   
2,404
   
1,959
 
   
$
3,500
 
$
2,826
 
Allowance for impairment loans (included in the Company’s allowance for loan losses)
 
$
293
 
$
136
 
 

 
   
2005
 
2004
 
2003
 
               
Average balance of impaired loans
 
$
3,417
 
$
2,058
 
$
1,242
 
Interest income recognized on impaired loans
   
246
   
139
   
107
 
Cash-basis interest included above
   
243
   
133
   
97
 
 
At December 31, 2005 and 2004, the Company had non-accruing loans totaling $1,747,000 and $2,201,000, respectively. At December 31, 2005 and 2004, there were no accruing loans delinquent 90 days or more.
 
Note 5: Premises and Equipment

   
2005
 
2004
 
           
Land
 
$
1,499
 
$
1,499
 
Buildings
   
6,484
   
3,967
 
Equipment
   
3,044
   
3,422
 
Construction in progress
   
   
772
 
Total cost
   
11,027
   
9,660
 
Accumulated depreciation and amortization
   
(2,838
)
 
(2,862
)
               
Net
 
$
8,189
 
$
6,798
 

29

RIVER VALLEY BANCORP

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)
 
Note 6: Deposits
 
   
2005
 
2004
 
           
Demand deposits
 
$
75,854
 
$
51,055
 
Savings deposits
   
28,438
   
28,825
 
Certificates and other time deposits of $100,000 or more
   
45,757
   
35,153
 
Other certificates and time deposits
   
56,684
   
55,505
 
               
Total deposits
 
$
206,733
 
$
170,538
 
 
Certificates and other time deposits maturing in
 
2006
 
$
67,934
 
2007
   
21,976
 
2008
   
7,142
 
2009
   
3,795
 
2010
   
1,594
 
Thereafter
   
 
   
$
102,441
 
 
 
Note 7: Borrowings
 
   
2005
 
2004
 
           
Repurchase agreements
 
$
14,565
 
$
22,383
 
Federal Home Loan Bank advances
   
75,000
   
65,000
 
Subordinated debentures
   
7,217
   
7,217
 
               
Total borrowings
 
$
96,782
 
$
94,600
 
 
Securities sold under agreements to repurchase consist of obligations of the Bank to other parties. The obligations are secured by investment securities, which collateral is held by a safekeeping agent. The maximum amount of outstanding agreements at any month end during 2005 totaled $25,338,000, and the daily average of such agreements totaled $18,898,000. Repurchase agreements have a term of one business day.
 
Maturities by year for advances at December 31, 2005 are $9,000,000 in 2006, $14,000,000 in 2007, $10,000,000 in 2008, $7,000,000 in 2009, $10,000,000 in 2010 and $25,000,000 thereafter. The weighted-average interest rate at December 31, 2005 and 2004 was 4.34% and 4.10%.
 
The Federal Home Loan Bank advances are secured by loans and investment securities totaling $141,684,000 at December 31, 2005. Advances are subject to restrictions or penalties in the event of prepayment.
 
On March 13, 2003, the Company formed RIVR Statutory Trust I (Trust). 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 Company for $217,000. The aggregate proceeds of $7,217,000 were used by the Trust to purchase $7,217,000 in Fixed/Floating Rate Junior Subordinated Deferrable Interest Debentures from the Company. The Debentures and the Common and Capital

30

2005 ANNUAL REPORT

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)
 
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 Company has guaranteed payment of amounts owed by the Trust to holders of the Capital Securities.
 
In the 2003 financial statements, the Company had consolidated the Trust through which it has issued trust preferred securities (TPS) and reported the TPS as “guaranteed preferred beneficial interests in the Company’s subordinated debentures” in the consolidated balance sheets. The Financial Accounting Standards Board (FASB) had previously issued FASB Interpretation No. 46 (FIN 46) and, in December 2003, issued a revision to FIN 46 to clarify certain provisions which affected the accounting for TPS. As a result of the provisions in FIN 46, the Trust was deconsolidated in 2004, with the Company accounting for its investment in the Trust as assets, its subordinated debentures as debt, and the interest paid thereon as interest expense. During 2003, the Company classified the TPS as debt and the dividends as interest but eliminated its common stock investment and dividends received from the Trust. The prior period financial information has not been adjusted to give effect to the revised provisions of FIN 46 as the changes are not material to the financial statements and would have had no effect on previously reported net interest margin, net income or earnings per share.
 
Note 8: Loan Servicing
 
Loans serviced for others are not included in the accompanying consolidated balance sheets. The unpaid principal balances of loans serviced for others totaled $88,654,000, $88,696,000 and $91,639,000 at December 31, 2005, 2004 and 2003.
 
The Company uses comparable market values and a valuation model that calculates the present value of future cash flows were used to estimate fair value of its mortgage servicing rights. For purposes of measuring impairment, risk characteristics including product type, investor type, and interest rates, were used to stratify the originated mortgage servicing rights.

   
2005
 
2004
 
2003
 
Mortgage Servicing Rights
                   
Balances, January 1
 
$
1,047
 
$
1,209
 
$
881
 
Servicing rights capitalized
   
175
   
198
   
630
 
Amortization of servicing rights
   
(383
)
 
(360
)
 
(302
)
     
839
   
1,047
   
1,209
 
Valuation allowance
   
   
(187
)
 
(355
)
                     
Balances, December 31
 
$
839
 
$
860
 
$
854
 
 
Activity in the valuation allowance for mortgage servicing rights was as follows:
 
   
2005
 
2004
 
2003
 
               
Balance, beginning of year
 
$
187
 
$
355
 
$
250
 
Additions
   
   
   
105
 
Reduction
   
(187
)
 
(168
)
 
 
                     
Balance, end of year
 
$
 
$
187
 
$
355
 

31

RIVER VALLEY BANCORP

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)
 
Note 9: Income Tax
 
   
2005
 
2004
 
2003
 
Income tax expense (benefit)
                   
Currently payable
                   
Federal
 
$
933
 
$
1,159
 
$
878
 
State
   
217
   
257
   
269
 
Deferred
                   
Federal
   
16
   
7
   
459
 
State
   
9
   
(4
)
 
59
 
                     
Total income tax expense
 
$
1,175
 
$
1,419
 
$
1,665
 
                     
Reconciliation of federal statutory to actual tax expense (benefit)
                   
Federal statutory income tax at 34%
 
$
1,109
 
$
1,280
 
$
1,469
 
Effect of state income taxes
   
149
   
167
   
217
 
Qualified Zone Academy credit
   
(57
)
 
(62
)
 
(65
)
Cash value of life insurance
   
(69
)
 
(71
)
 
(45
)
ESOP expense in excess of cost
   
69
   
100
   
102
 
Other
   
(26
)
 
5
   
(13
)
                     
Actual tax expense
 
$
1,175
 
$
1,419
 
$
1,665
 
                     
Effective tax rate
   
36.0%
 
 
37.7%
 
 
38.5%
 

32

2005 ANNUAL REPORT

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)
 
A cumulative net deferred tax asset (liability) is included in the balance sheets. The components of the asset (liability) are as follows:
 
   
2005
 
2006
 
Assets
             
Allowance for loan losses
 
$
898
 
$
909
 
Deferred compensation
   
256
   
188
 
Pensions and employee benefits
   
   
17
 
Purchase accounting adjustments
   
56
   
61
 
Securities available for sale
   
307
   
22
 
Investment valuation allowance
   
103
   
102
 
Other
   
35
   
 
Total assets
   
1,655
   
1,299
 
               
Liabilities
             
Depreciation and amortization
   
(427
)
 
(437
)
Loan fees
   
(189
)
 
(191
)
Pensions and employee benefits
   
(33
)
 
 
Mortgage servicing rights
   
(325
)
 
(331
)
Federal Home Loan Bank stock dividends
   
(103
)
 
(74
)
Prepaid expenses
   
(129
)
 
(100
)
Other
   
(34
)
 
(10
)
Total liabilities
   
(1,240
)
 
(1,143
)
               
   
$
415
 
$
156
 
 
There was no income tax expense attributable to securities gains in 2005. Income tax expense attributable to securities gains was $10,000 and $2,000 for the years ended December 31, 2004 and 2003.
 
Retained earnings include approximately $2,100,000 for which no deferred income tax liability has been recognized. This amount represents an allocation of income to bad debt deductions as of December 31, 1987 for tax purposes only. Reduction of amounts so allocated for purposes other than tax bad debt losses or adjustments arising from carryback of net operating losses would create income for tax purposes only, which income would be subject to the then-current corporate income tax rate. The unrecorded deferred income tax liability on the above amount was approximately $714,000.
 
Note 10: Commitments and Contingent Liabilities
 
In the normal course of business there are outstanding commitments and contingent liabilities, such as commitments to extend credit and standby letters of credit, which are not included in the accompanying financial statements. The Bank’s exposure to credit loss in the event of nonperformance by the other party to the financial instruments for commitments to extend credit and standby letters of credit is represented by the contractual or notional amount of those instruments. The Bank uses the same credit policies in making such commitments as it does for instruments that are included in the consolidated balance sheets.

33

RIVER VALLEY BANCORP

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)

Financial instruments whose contract amount represents credit risk as of December 31 were as follows:
 
   
2005
 
2004
 
           
    Commitments to extend credit
 
$
25,205
 
$
24,739
 
    Standby letters of credit
   
497
   
210
 
 
Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The Bank evaluates each customer’s credit worthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by the Bank upon extension of credit, is based on management’s credit evaluation. Collateral held varies but may include accounts receivable, inventory, property and equipment, and income-producing commercial properties.
 
Standby letters of credit are conditional commitments issued by the Bank to guarantee the performance of a customer to a third party.
 
The Company and subsidiaries lease operating facilities under lease arrangements expiring 2010 through 2029. Rental expense included in the consolidated statements of income for the years ended December 31, 2005 and 2004 was $114,000 and $107,000.
Future minimum lease payments under the leases are:
 
    2006
 
$
115
 
    2007
   
115
 
    2008
   
116
 
    2009
   
122
 
    2010
   
91
 
    Thereafter
   
1,834
 
         
    Total minimum lease payments
 
$
2,393
 
 
The Company and Bank are also subject to claims and lawsuits which arise primarily in the ordinary course of business. It is the opinion of management that the disposition or ultimate resolution of such claims and lawsuits will not have a material adverse effect on the consolidated financial position of the Company.
 
Note 11: Stockholders’ Equity
 
On December 9, 2003, the Company announced a 2-for-1 stock split, under which each share of its common stock outstanding at the close of business on December 26, 2003 was converted into two shares of common stock. The additional certificates were distributed to stockholders on January 9, 2004. As a result of the stock split, the number of shares outstanding increased from 823,340 to 1,646,680 shares. Unless otherwise noted, all share and per share data have been restated for the 2-for-1 split.

34

2005 ANNUAL REPORT

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)
 
Note 12: Dividend and Capital Restrictions
 
Without prior approval, current regulations allow the Bank to pay dividends to the Company not exceeding net profits (as defined) for the current year plus those for the previous two years. The Bank normally restricts dividends to a lesser amount because of the need to maintain an adequate capital structure. At December 31, 2005, the stockholder’s equity of the Bank was $28,596,000, of which approximately $25,974,000 was restricted from dividend distribution to the Company.
 
Note 13: Regulatory Capital
 
The Bank is subject to various regulatory capital requirements administered by the federal banking agencies and is assigned to a capital category. The assigned capital category is largely determined by three ratios that are calculated according to the regulations: total risk adjusted capital, Tier 1 capital, and Tier 1 leverage ratios. The ratios are intended to measure capital relative to assets and credit risk associated with those assets and off-balance sheet exposures of the entity. The capital category assigned to an entity can also be affected by qualitative judgments made by regulatory agencies about the risk inherent in the entity’s activities that are not part of the calculated ratios.
 
There are five capital categories defined in the regulations, ranging from well capitalized to critically undercapitalized. Classification of a bank in any of the undercapitalized categories can result in actions by regulators that could have a material effect on a bank’s operations. At December 31, 2005 and 2004, the Bank is categorized as well capitalized and met all subject capital adequacy requirements. There are no conditions or events since December 31, 2005 that management believes have changed the Bank’s classification.
 


35

RIVER VALLEY BANCORP

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)

   
Actual
 
Required for Adequate Capital
 
To Be Well Capitalized
 
   
Amount
 
Ratio
 
Amount
 
Ratio
 
Amount
 
Ratio
 
2005
                                     
Total risk-based capital
                                     
    (to risk-weighted assets)
 
$
29,967
   
13.1
%
$
18,303
   
8.0
%
$
22,878
   
10.0
%
Tier 1 capital
                                     
    (to risk-weighted assets)
   
27,993
   
12.2
%
 
9,151
   
4.0
%
 
13,727
   
6.0
%
Core capital
                                     
    (to adjusted total assets)
   
27,993
   
8.5
%
 
13,114
   
4.0
%
 
16,383
   
5.0
%
Core capital
                                     
    (to adjusted tangible assets)
   
27,993
   
8.5
%
 
6,557
   
2.0
%
 
   
N/A
 
Tangible capital
                                     
    (to adjusted total assets)
   
27,993
   
8.5
%
 
4,918
   
1.5
%
 
   
N/A
 
                                       
2004
                                     
Total risk-based capital
                                     
    (to risk-weighted assets)
 
$
29,407
   
12.7
%
$
18,496
   
8.0
%
$
23,120
   
10.0
%
Tier 1 capital
                                     
    (to risk-weighted assets)
   
27,352
   
11.8
%
 
9,248
   
4.0
%
 
13,872
   
6.0
%
Core capital
                                     
    (to adjusted total assets)
   
27,352
   
9.5
%
 
11,506
   
4.0
%
 
14,383
   
5.0
%
Core capital
                                     
    (to adjusted tangible assets)
   
27,352
   
9.5
%
 
5,753
   
2.0
%
 
   
N/A
 
Tangible capital
                                     
    (to adjusted total assets)
   
27,352
   
9.5
%
 
4,315
   
1.5
%
 
   
N/A
 
 
Note 14: Employee Benefits
 
The Bank provides pension benefits for substantially all of the Bank’s employees who were employed by the Bank prior to September 1, 2005, through its participation in a pension fund known as the Pentegra Group. This plan is a multi-employer plan; separate actuarial valuations are not made with respect to each participating employer. Pension expense related to this plan was $191,000 and $45,000 for the years ended December 31, 2005 and 2004.
 
The Bank has a retirement savings 401(k) plan in which substantially all employees may participate. For employees hired prior to September 1, 2005, the Bank matches employees’ contributions at the rate of 50 percent for the first 6 percent of W-2 earnings contributed by participants. For employees hired on or after September 1, 2005, the Bank matches employees’ contributions at the rate of 100 percent for the first 6 percent of W-2 earnings contributed by participants. The Bank’s expense for the plan was $51,000, $45,000 and $43,000 for the years ended December 31, 2005, 2004 and 2003.
 
The Bank has a supplemental retirement plan which provides retirement benefits to all directors. The Bank’s obligations under the plan have been funded by the purchase of key man life insurance policies, of which the

36

2005 ANNUAL REPORT

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)
 
Bank is the beneficiary. Expense recognized under the supplemental retirement plan totaled approximately $80,000, $64,000 and $51,000 for the years ended December 31, 2005, 2004 and 2003.
 
The Company has an ESOP covering substantially all employees of the Company and Bank. The ESOP acquired 190,440 shares of the Company’s common stock at $10 per share with funds provided by a loan from the Company. There were no unearned ESOP shares at December 31, 2005 and 13,102 at December 31, 2004 that had a fair value of $295,000. Shares are released to participants proportionately as the loan is repaid. Dividends on allocated shares are recorded as dividends and charged to retained earnings. Dividends on unallocated shares, which may be distributed to participants or used to repay the loan, are treated as compensation expense. Compensation expense is recorded equal to the fair market value of the stock when contributions, which are determined annually by the Board of Directors of the Company and Bank, are made to the ESOP. ESOP expense for the years ended December 31, 2005, 2004 and 2003 was $269,000, $373,000 and $410,000. At December 31, 2005, the ESOP had 190,440 allocated shares, no suspense shares and no committed-to-be released shares. At December 31, 2004, the ESOP had 177,338 allocated shares, 13,102 suspense shares and no committed-to-be released shares. At December 31, 2003, the ESOP had 161,396 allocated shares, 29,044 suspense shares and no committed-to-be released shares.
 
The Company also has a Recognition and Retention Plan (RRP) which provides for the award and issuance of up to 95,220 shares of the Company’s stock to members of the Board of Directors and management. The RRP has purchased 75,390 shares of the Company’s common stock in the open market. At December 31, 2005, 74,366 shares had been awarded. Common stock awarded under the RRP vests ratably over a five-year period, commencing with the date of the award. Expense recognized under the RRP plan totaled approximately $32,000, $50,000 and $35,000 for the years ended December 31, 2005, 2004 and 2003.
 
Note 15: Related Party Transactions
 
The Bank has entered into transactions with certain directors, executive officers, significant stockholders and their affiliates or associates (related parties). Such transactions were made in the ordinary course of business on substantially the same terms and conditions, including interest rates and collateral, as those prevailing at the same time for comparable transactions with other customers, and did not, in the opinion of management, involve more than normal credit risk or present other unfavorable features.
The aggregate amount of loans, as defined, to such related parties were as follows:
 
    Balances, January 1, 2005
 
$
1,951
 
         
    Change in composition
   
(1,038
)
    New loans, including renewals
   
686
 
    Payments, etc., including renewals
   
(294
)
         
    Balances, December 31, 2005
 
$
1,305
 
 
Deposits from related parties held by the Bank at December 31, 2005 and 2004 totaled $1,190,000 and $2,789,000.

37

RIVER VALLEY BANCORP

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)
 
Note 16: Stock Option Plan
 
Under the Company’s incentive stock option plan, which is accounted for under the recognition and measurement principles of Accounting Principles Board Opinion (APB) No. 25, Accounting for Stock Issued to Employees, and related interpretations, the Company grants selected executives and other key employees stock option awards which vest at a rate of 20 percent a year. During 1997, the Company authorized the grant of options for up to 238,050 shares of the Company’s common stock. The exercise price of each option, which has a ten-year life, was equal to the market price of the Company’s stock on the date of grant; therefore, no compensation expense is recognized.
 
Although the Company has elected to follow APB No. 25, SFAS No. 123 requires pro forma disclosures of net income and earnings per share as if the Company had accounted for its employee stock options under that Statement. The fair value of each option grant was estimated on the grant date using an option-pricing model with the following assumptions:
 
   
2004
 
       
    Risk-free interest rates
   
2.4%
 
    Dividend yields
   
2.9%
 
    Volatility factors of expected market price of common stock
   
12.4%
 
    Weighted-average expected life of the options
   
7 years
 
 
The pro forma effect on net income is disclosed in Note 1.
 
The following is a summary of the status of the Company’s stock option plan and changes in that plan as of and for the years ended December 31, 2005, 2004 and 2003.
 
   
2005
 
2004
 
2003
 
Options
   
Shares
 
 
Weighted
Average
Exercise Price
 
 
Shares
 
 
Weighted
Average
Exercise Price
 
 
Shares
 
 
Weighted
Average
Exercise Price
 
                                       
Outstanding, beginning of year
   
110,922
 
$
8.13
   
125,276
 
$
7.63
   
170,268
 
$
7.58
 
Granted
   
   
   
5,000
   
22.67
   
   
 
Exercised
   
(12,722
)
 
6.90
   
(16,154
)
 
7.76
   
(44,992
)
 
7.36
 
Forfeited/expired
   
   
   
(3,200
)
 
13.25
   
   
 
Outstanding, end of year
   
98,200
 
$
8.29
   
110,922
 
$
8.13
   
125,276
 
$
7.63
 
Options exercisable at year end
   
89,400
         
89,922
         
94,076
       
Weighted-average fair value of options granted during the year
       
$
       
$
2.13
       
$
 
 
As of December 31, 2005, options totaling 20,148 have exercise prices ranging from $5.38 to $6.32 and a weighted-average remaining contractual life of 4.0 years, options totaling 63,852 have exercise prices ranging from $6.99 to $7.39 and a weighted-average remaining contractual life of 2.7 years, options totaling 800 have an exercise price of $8.95 and a weighted-average remaining contractual life of 5.5 years, and options totaling 8,400 have an exercise price of $13.25 and a weighted-average remaining contractual life of 6.7 years and options totaling 5,000 have an exercise price of $22.67 and a weighted-average remaining contractual life of 8.3 years.

38

2005 ANNUAL REPORT

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)
 
Note 17: Earnings Per Share
 
   
2005
 
2004
 
2003
 
   
Income
 
Weighted-
Average
Shares
 
Per
Shares
Amount
 
Income
 
Weighted-
Average
Shares
 
Per
Shares
Amount
 
Income
 
Weighted-
Average
Shares
 
Per
Shares
Amount
 
Basic Earnings Per Share
                                                       
Income available to common stockholders
 
$
2,086
   
1,579,762
 
$
1.32
 
$
2,347
   
1,586,889
 
$
1.48
 
$
2,655
   
1,590,732
 
$
1.67
 
Effect of Dilutive Stock Options
       
59,778
           
70,015
           
79,418
     
Diluted Earnings Per Share
                                                       
Income available to common stockholders and assumed conversions
 
$
2,086
   
1,639,540
 
$
1.27
 
$
2,347
   
1,656,904
 
$
1.42
 
$
2,655
   
1,670,150
 
$
1.59
 
 
Options to purchase 5,000 shares of common stock at an exercise price of $22.67 per share were outstanding at December 31, 2005, but were not included in the computation of diluted earnings per share because the options were anti-dilutive.
 
Note 18: Fair Values of Financial Instruments
 
The following methods and assumptions were used to estimate the fair value of each class of financial instrument:
 
Cash and Cash Equivalents - The fair value of cash and cash equivalents approximates carrying value.
 
Investment Securities - Fair values are based on quoted market prices.
 
Loans Held for Sale - Fair values are based on quoted market prices.
 
Loans - The fair value for loans is estimated using discounted cash flow analyses, using interest rates currently being offered for loans with similar terms to borrowers of similar credit quality.
 
Interest Receivable/Payable - The fair values of interest receivable/payable approximate carrying values.
 
FHLB Stock - Fair value of FHLB stock is based on the price at which it may be resold to the FHLB.
 
Deposits - The fair values of noninterest-bearing, interest-bearing demand and savings accounts are equal to the amount payable on demand at the balance sheet date. The carrying amounts for variable rate, fixed-term certificates of deposit approximate their fair values at the balance sheet date. Fair values for fixed-rate certificates of deposit are estimated using a discounted cash flow calculation that applies interest rates currently being offered on certificates to a schedule of aggregated expected monthly maturities on such time deposits.

39

RIVER VALLEY BANCORP

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)
 
Short-Term Borrowings - The fair value of short-term borrowings approximates carrying value.
 
Federal Home Loan Bank Advances - The fair value of these borrowings are estimated using a discounted cash flow calculation, based on current rates for similar debt.
 
Other Borrowings - The fair value of these borrowings are estimated using a discounted cash flow calculation, based on current rates for similar debt.
 
Advance Payment by Borrowers for Taxes and Insurance - The fair value approximates carrying value.
 
Off-Balance Sheet Commitments - Commitments include commitments to originate mortgage and consumer loans and standby letters of credit and are generally of a short-term nature. The fair value of such commitments are based on fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the counterparties’ credit standing. The carrying amounts of these commitments, which are immaterial, are reasonable estimates of the fair value of these financial instruments.
 
The estimated fair values of the Company’s financial instruments are as follows:

   
2005
 
2004
 
   
Carrying Amount
 
Fair Value
 
Carrying Amount
 
Fair Value
 
Assets
                         
Cash and cash equivalents
 
$
17,730
 
$
17,730
 
$
12,437
 
$
12,437
 
Investment securities available for sale
   
59,609
   
59,609
   
26,964
   
26,964
 
Loans including loans held for sale, net
   
229,724
   
229,475
   
231,373
   
233,190
 
Interest receivable
   
2,059
   
2,059
   
1,599
   
1,599
 
Stock in FHLB
   
4,050
   
4,050
   
3,281
   
3,281
 
                           
Liabilities
                         
Deposits
   
206,733
   
205,906
   
170,538
   
170,624
 
Short-term borrowings
   
14,565
   
14,565
   
22,383
   
22,383
 
FHLB advances
   
75,000
   
73,738
   
65,000
   
65,092
 
Other borrowings
   
7,217
   
7,153
   
7,217
   
7,345
 
Interest payable
   
554
   
554
   
382
   
382
 
Advance payments by borrowers for taxes and insurance
   
72
   
72
   
50
   
50
 
                           
Off-Balance Sheet Assets (Liabilities)
                         
Commitments to extend credit
   
   
   
   
 
Standby letters of credit
   
   
   
   
 

40

2005 ANNUAL REPORT

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)
 
Note 19: Condensed Financial Information (Parent Company Only)
 
Presented below is condensed financial information as to financial position, results of operations and cash flows of the Company:
 
 
Condensed Balance Sheets
 
   
2005
 
2004
 
Assets
             
Cash and due from banks
 
$
1,345
 
$
529
 
Investment in common stock of the Bank
   
28,596
   
28,378
 
Investment in RVB Trust I
   
217
   
217
 
Other assets
   
589
   
786
 
Total assets
 
$
30,747
 
$
29,910
 
               
Liabilities
             
Borrowings
 
$
7,217
 
$
7,217
 
Dividends payable
   
311
   
300
 
Other liabilities
   
202
   
 
Total liabilities
   
7,730
   
7,517
 
               
Stockholders’ Equity
   
23,017
   
22,393
 
               
Total liabilities and stockholders’ equity
 
$
30,747
 
$
29,910
 
 
 
 
Condensed Statements of Income
 
   
2005
 
2004
 
2003
 
Income
                   
Dividends from the Bank
 
$
2,000
 
$
500
 
$
632
 
Other income
   
19
   
32
   
63
 
Total income
   
2,019
   
532
   
695
 
                     
Expenses
                   
Interest expense
   
462
   
462
   
346
 
Other expenses
   
166
   
148
   
232
 
Total expenses
   
628
   
610
   
578
 
                     
Income (loss) before income tax and equity in undistributed income of subsidiary
   
1,391
   
(78
)
 
117
 
Income tax benefit (expense)
   
269
   
(229
)
 
204
 
                     
Income before equity in undistributed income of subsidiary
   
1,660
   
151
   
321
 
Equity in undistributed income of the Bank
   
426
   
2,196
   
2,334
 
                     
Net Income
 
$
2,086
 
$
2,347
 
$
2,655
 

41

RIVER VALLEY BANCORP

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)

 
Condensed Statements of Cash Flows
 
   
2005
 
2004
 
2003
 
Operating Activities
                   
Net income
 
$
2,086
 
$
2,347
 
$
2,655
 
Items not requiring (providing) cash
   
117
   
(1,991
)
 
(2,625
)
Net cash provided by operating activities
   
2,203
   
356
   
30
 
                     
Financing Activities
                   
Purchase of stock
   
(248
)
 
(1,895
)
 
(366
)
Proceeds from exercise of stock options
   
72
   
118
   
313
 
Proceeds from borrowings
   
   
   
7,000
 
Capital contribution to subsidiary
   
   
   
(4,000
)
Cash dividends
   
(1,211
)
 
(1,110
)
 
(878
)
Net cash provided by (used in) financing activities
   
(1,387
)
 
(2,887
)
 
2,069
 
                     
Net Change in Cash and Cash Equivalents
   
816
   
(2,531
)
 
2,099
 
                     
Cash and Cash Equivalents at Beginning of Year
   
529
   
3,060
   
961
 
                     
Cash and Cash Equivalents at End of Year
 
$
1,345
 
$
529
 
$
3,060
 
 
Note 20: Quarterly Results of Operations (Unaudited)
 
 
Quarter
Ending
 
Interest
Income
 
Interest
Expense
 
Net
Interest
Income
 
Provision
For
Loan Losses
 
Net
Income
 
Basic
Earnings
Per Share
 
Diluted
Earnings
Per Share
 
                               
2005
                                           
March
 
$
3,785
 
$
1,793
 
$
1,992
 
$
72
 
$
515
 
$
0.33
 
$
0.31
 
June
   
4,002
   
1,927
   
2,075
   
72
   
630
   
0.40
   
0.38
 
September
   
4,116
   
2,086
   
2,030
   
72
   
576
   
0.36
   
0.35
 
December
   
4,395
   
2,349
   
2,046
   
72
   
365
   
0.23
   
0.23
 
   
$
16,298
 
$
8,155
 
$
8,143
 
$
288
 
$
2,086
   
1.32
   
1.27
 
                                             
2004
                                           
March
 
$
3,208
 
$
1,282
 
$
1,926
 
$
102
 
$
609
 
$
0.38
 
$
0.36
 
June
   
3,206
   
1,317
   
1,889
   
92
   
545
   
0.34
   
0.33
 
September
   
3,428
   
1,413
   
2,015
   
72
   
646
   
0.41
   
0.39
 
December
   
3,703
   
1,605
   
2,098
   
72
   
547
   
0.35
   
0.34
 
   
$
13,545
 
$
5,617
 
$
7,928
 
$
338
 
$
2,347
   
1.48
   
1.42
 

42

2005 ANNUAL REPORT

River Valley Bancorp
Notes to Consolidated Financial Statements
December 31, 2005, 2004 and 2003
(Table Dollar Amounts in Thousands:
Except Per Share Amounts)
 
Note 21: Future Accounting Pronouncements
 
Share-Based Compensation
 
In December 2004, FASB issued an amendment to SFAS 123 (SFAS 123R), which eliminates the ability to account for share-based compensation transactions using Accounting Principles Board Opinion No. 25, Accounting for Stock Issued to Employees, and generally requires that such transactions be accounted for using a fair value-based method. On April 14, 2005, the SEC amended the compliance date for SFAS 123R from the beginning of the first interim or annual period that begins after June 15, 2005 to the next fiscal year beginning after June 15, 2005. The Company adopted SFAS 123R as of January 1, 2006. The effect on the Company’s results of operations depends on the level of future option grants and the calculation of the fair value of the options granted at such future date, as well as the vesting periods provided and possible performance condition requirements, and so cannot currently be predicted for future awards.
 
SFAS 123R applies to all awards granted after the effective date and to awards modified, repurchased, or cancelled after that date. The statement establishes standards for accounting for share-based payment transactions. Share-based payment transactions are those in which an entity exchanges its equity instruments for goods or services or in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entity’s equity instruments or that may be settled by the issuance of these equity instruments. SFAS 123R covers a wide range of share-based compensation arrangements including stock options, restricted share plans, performance-based awards, share appreciation rights and employee stock purchase plans.
 
As of January 1, 2006, the Company applied SFAS 123R using the modified prospective method. This method requires that compensation expense be recorded for all unvested stock options and restricted stock awards over the requisite service period (generally the vesting schedule). For liability-classified awards, the Company measures the cost of employee services received in exchange for an award based on its current fair value. The fair value is re-measured subsequently at each reporting date through the settlement date, and changes in fair value are recognized as compensation cost. For equity-classified awards, the grant date fair value is recognized in earnings over the requisite service period.
 
Earnings Per Share
 
The FASB has issued a proposed amendment to SFAS No. 128, Earnings Per Share, to clarify guidance for mandatorily convertible instruments, the treasury stock method, contingently issuable shares, and contracts that may be settled in cash or share. The primary impact on the Company of the proposed Statement is the change to the treasury stock method for year-to-date diluted earnings per share.
 
Currently, SFAS No. 128 requires that the number of incremental shares included in the denominator be determined by computing a year-to-date weighted-average of the number of incremental shares included in each quarterly diluted EPS computation. Under this proposed Statement, the number of incremental shares included in year-to-date diluted earnings per share would be computed using the average market price of common shares for the year-to-date period, independent of the quarterly computations. This computational change is not expected to have a significant impact on the Company’s diluted earnings per share.

43

RIVER VALLEY BANCORP



Transfer Agent and Registrar:
Shareholder and General Inquiries:
Registrar and Transfer Company
River Valley Bancorp
10 Commerce Drive
Attn: Matthew P. Forrester
Cranford, NJ 07016-3572
430 Clifty Drive, P.O. Box 1590
Tel: 1-800-368-5948
Madison, Indiana 47250
www.rtco.com
Tel: (812) 273-4949
 
Fax: (812) 273-4944
   
Corporate Counsel:
Special Counsel:
Lonnie D. Collins, Attorney
Barnes & Thornburg LLP
307 Jefferson Street
11 S. Meridian Street
Madison, Indiana 47250
Indianapolis, Indiana 46204
Tel: (812) 265-3616
Tel: (317) 236-1313
Fax: (812) 273-3143
Fax: (317) 231-7433
 

 
Annual and Other Reports:
 
Additional copies of this Annual Report to Shareholders and copies of the most recent Form 10-K may be obtained without charge by contacting the Corporation.
 

 
Offices of River Valley Financial Bank:

Hilltop:
430 Clifty Drive
Downtown:
233 East Main Street
Drive thru:
401 East Main Street
Wal-Mart:
567 Ivy Tech Drive
Sellersburg:
8005 Highway 311
Hanover:
10 Medical Plaza
Charlestown:
1025 Highway 62
Carrollton, KY:
1501 Highland Avenue


 
Internet and E-MAIL Address: rvfbank.com
 

 
Annual Meeting:
 
The Annual Meeting of Shareholders of River Valley Bancorp will be held on Wednesday, April 19, 2006, at 3:00 PM, at 430 Clifty Drive, Madison, IN 47250.

44

2005 ANNUAL REPORT



 
Fred W. Koehler
 
Matthew P. Forrester
 
Lonnie D. Collins
Chairman
Director & President
Board Secretary
 
Robert W. Anger
 
Michael J. Hensley
 
Director
Director
 
 
L. Sue Livers
 
Charles J. McKay
 
Director
Director
 

 

 
EXECUTIVE OFFICERS OF RIVER VALLEY FINANCIAL BANK


 
Matthew P. Forrester
 
Barbara J. Eades
 
Loy M. Skirvin
President, CEO
Vice President of Retail Banking
Vice President of Human Resources
 
Anthony D. Brandon
 
Larry C. Fouse
 
Vickie Grimes
Executive Vice President
Vice President of Finance
Internal Auditor
 
Mark A. Goley
 
Deanna J. Liter
 
Vice President of Lending
Vice President of Data Services
 
 
Gregory T. Siegrist
 
John Muessel
 
Vice President Business Development
Vice President Trust Officer
 


OFFICERS AND MANAGERS OF RIVER VALLEY FINANCIAL BANK
 
Loan Officers
Theresa A. Dryden
Sherri Furnish
Rick T. Nelson
Robert J. Schoenstein - AVP
 
Customer Service Managers
Stephanie Cross
Rebecca Hammond - AVP
Lacey Kelly
Monica Middleton
Melissa Shelton
Sandy Stilwell
Other Managers
Rebecca Cole - Collection Officer
Roger Ellis - Credit Analyst
Laura Denning - Loan Processing Manager
Luann Nay - Loan Administrator
Mary Ellen Wehner - Commercial Loan Operations Manager
Teresa Smith - Data Processing Manager
Amelia Melton - CPA, Accounting Manager 
Linda Wakefield - Accounting Coordinator
Crystal Barnes - Compliance Manager
Debbie Finnegan - Compliance Trainee
Linda Stark - Trust Administration
Mary Ellen McClelland - Administrative Assistant
 
 
45