-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, T7Yr4fQ9P2J0UNbqNR6ebBtbt0Md8sgfLP132ccQALMv+w0pkcl7eOaXjfD0Y6Ga kVArPL+VVMu8ppjofpIhOw== 0000899243-02-002118.txt : 20020730 0000899243-02-002118.hdr.sgml : 20020730 20020730120314 ACCESSION NUMBER: 0000899243-02-002118 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020730 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: FILED AS OF DATE: 20020730 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CITIZENS HOLDING CO /MS/ CENTRAL INDEX KEY: 0001075706 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 640666512 STATE OF INCORPORATION: MS FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15375 FILM NUMBER: 02714289 BUSINESS ADDRESS: STREET 1: P O BOX 209 CITY: PHILADELPHIA STATE: MS ZIP: 39350 BUSINESS PHONE: 6016564692 MAIL ADDRESS: STREET 1: P O BOX 209 CITY: PHILADELPHIA STATE: MS ZIP: 39350 8-K 1 d8k.txt CURRENT REPORT ON FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 July 30, 2002 Date of Report (Date of earliest event reported) CITIZENS HOLDING COMPANY (Exact name of the registrant as specified in its charter) MISSISSIPPI 001-15375 64-0666512 (State or other (Commission File Number) (IRS Employer jurisdiction of Identification No.) incorporation) 521 Main Street, Philadelphia, Mississippi 39350 (Address of principal executive office) (Zip Code) (601) 656-4692 (Registrant's telephone number, including area code) Item 7. Financial Statement and Exhibits. (a) Exhibits Exhibit 99.1 Press Release dated July 30, 2002 Item 9. Regulation FD Disclosure. On July 30, 2002, Citizens Holding Company (the "Company") issued a press release that announced the earnings for the Company for the second quarter and year to date for 2002. The press release announcing this acquisition is attached as Exhibit 99.1. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CITIZENS HOLDING COMPANY /s/ Robert T. Smith BY:_________________________ Robert T. Smith Treasurer (Chief Financial Officer) DATE: July 30, 2002 EXHIBIT INDEX Exhibit Number Description - ------ ----------- 99.1 Press Release dated July 30, 2002 EX-99.1 3 dex991.txt PRESS RELEASE DATED JULY 30, 2002 EXHIBIT 99.1 CITIZENS HOLDING COMPANY EARNINGS FOR 2002 UP 12.1% PHILADELPHIA, Miss.--(BUSINESS WIRE)--July 30, 2002--Citizens Holding Company (Amex:CIZ) announced today results of operations for the three and six months ended June 30, 2002. Net income for the six months ended June 30, 2002 was $3.207 million, or $0.65 per share-basic and $0.64 per share-diluted, an increase of 12.1% over the $2.860 million ($0.57 per share basic and diluted) for the same period in 2001. Net interest income, after provision for loan losses increased $2.189 million or 31.7%. Other income increased slightly to $2.049 million while other operating expenses increased $1.585 million (32.9%) to $6.407 million. Net income for the three months ended June 30, 2002 increased 11.8% to $1.662 million, or $0.33 per share-basic and diluted, compared to $1.486 million, or $0.30 per share-basic and diluted for the same quarter last year. Net interest income, after the provision for loan losses for the quarter, was approximately 41.1% higher compared to same quarter last year. The significant increases in net interest income for the three and six month periods are attributable to an increase in net interest margin resulting from the ongoing repricing of interest bearing deposits and the growth in investments and loans from the acquisitions of the Forest and Decatur branches and Citizens Bank & Trust in Louisville. The net interest margin increased to 4.79% in the second quarter of 2002 from 4.47% in the same period in 2001. Non-interest expenses in both the six month and three month period increased as a result of personnel and occupancy costs and amortization expense associated with the acquisitions, and normal costs increases related to growth of the bank. Total assets as of June 30, 2002 increased $87.338 million, or 20.4%, compared to December 31, 2001. Deposits increased $73.414 million, or 20.4%. Loans net of unearned interest during this period grew $32.639 million, or 12.4%. The acquisition of Citizens Bank & Trust Company in Louisville, Mississippi in May 2002 accounted for $71.116 million of the asset growth, $57.940 million of the deposit growth and $15.019 million of the loan growth. Steve Webb, Chairman and CEO stated, "I am pleased to report the 12% increase in net income for the first six months of this year over last year. We are especially proud of the increase in our net interest margin over the previous year." Webb added, "We are also excited to have completed the acquisition of Citizens Bank & Trust Company in Louisville. We are optimistic about the opportunities for growth in this area of the state." Adjusted for the three for two split of January 2, 2002, the Company's dividend of $0.24 per share for the first two quarters of 2002 represents an increase of 31.1% over the dividends paid in the first two quarters of 2001. Citizens Holding Company (the "Company") is a one-bank holding company and the parent company of The Citizens Bank of Philadelphia, both headquartered in Philadelphia, Mississippi. The Bank currently has nineteen banking locations in eight counties in East Central Mississippi. In addition to full service commercial banking, the Company offers mortgage loans, title insurance services through its subsidiary, Title Services, LLC, and a full range of Internet banking services including online banking, bill pay and cash management services for businesses. Internet services are available at the Bank web site, www.thecitizensbankphila.com. Citizens Holding Company stock is listed on the American Stock Exchange and is traded under the symbol CIZ. The Company's transfer agent is American Stock Transfer & Trust Company. This release includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical facts included in this release regarding the Company's financial position, results of operations, business strategies, plans, objectives and expectations for future operations, are forward looking statements. The Company can give no assurances that the assumptions upon which such forward-looking statements are based will prove to have been correct. Such forward-looking statements are subject to certain risks, uncertainties and assumptions. The risks and uncertainties that may affect the operation, performance, development and results of the Company's and the bank's business include, but are not limited to, the following: (a) the risk of adverse changes in business conditions in the banking industry generally and in the specific markets in which the Company operate; (b) changes in the legislative and regulatory environment that negatively impact the Company and bank through increased operating expenses; (c) increased competition from other financial institutions; (d) the impact of technological advances; (e) expectations about the movement of interest rates, including actions that may be taken by the federal Reserve Board in response to changing economic conditions; (f) changes in asset quality and loan demand; (g) expectations about overall economic strength and the performance of the economics in the Company's market area and (h) other risks detailed from time to time in the Company's filings with the Securities and Exchange Commission. Should one or more of these risks materialize, or should any such underlying assumptions prove to be significantly different, actual results may vary significantly from those anticipated, estimated, projected or expected. Citizens Holding Company Financial Highlights (amounts in thousands, except per share data) (Unaudited) ------------------------------------
Three Months Six Months Ended June 30 Ended June 30 2002 2001 2002 2001 --------------------------------------------------------------- Interest income and fees $ 7,574 $ 7,176 $ 14,604 $ 14,443 Interest expense 2,380 3,354 4,845 6,974 --------------------------------------------------------------- Net interest income 5,194 3,822 9,759 7,469 Provision for loan losses 436 449 670 569 Net interest income after provision for loan losses 4,758 3,373 9,089 6,900 Non-interest income 1,043 1,131 2,049 2,028 Non-interest expense 3,364 2,406 6,407 4,822 --------------------------------------------------------------- Net income before taxes 2,437 2,098 4,731 4,106 Income taxes 775 612 1,524 1,246 --------------------------------------------------------------- Net income $ 1,662 $ 1,486 $ 3,207 $ 2,860 =============================================================== Earnings per share - basic $ 0.33 $ 0.30 $ 0.65 $ 0.57 =============================================================== Earnings per share - diluted $ 0.33 $ 0.30 $ 0.64 $ 0.57 =============================================================== Average shares outstanding-basic 4,963,028 4,963,028 4,963,028 4,963,028 Average shares outstanding-diluted 4,995,325 4,975,466 4,995,296 4,974,359
As of As of June 30, December 31, 2002 2001 ------------------------------ Balance Sheet Data: Total assets $514,551 $427,213 Total earning assets 466,523 394,315 Loans net of unearned 296,917 264,278 Allowance for loan losses -4,232 -3,375 Total deposits 432,723 359,309 Long term borrowings 21,644 14,629 Shareholders' equity 51,011 47,182 Book value per share $ 10.28 $ 9.51 Dividends paid $ 0.240 $ 0.383
Average Balance Sheet Data: Total assets $460,706 $403,882 Total earning assets 425,059 361,520 Loans net of unearned 276,738 255,185 Total deposits 390,856 327,536 Long term borrowings 17,903 14,815 Shareholders' equity 48,551 47,664 Non-performing assets: Non-accrual loans 363 419 Loans 90+ days past due 2,320 2,918 Other real estate owned 1,104 340 Net charge-off as a percentage average loans 0.24% 0.42% Performance Ratios: Return on average assets 1.39% 1.41% Return on average equity 13.21% 11.98% Net interest margin (tax equivalent) 4.71% 4.32%
- -------------------------- Contact: Citizens Holding Company, Philadelphia Robert T. Smith, 601/656-4692 Rsmith@netdoor.com -----END PRIVACY-ENHANCED MESSAGE-----