-----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, HmQgqP+I+m6F9zReMfGYnz0uubqnyIXxv6iOVrp/M9J1TZrW0jjNtf6ookMydcyA NQezqDhbn75AGaI+beN15g== 0000914317-04-001710.txt : 20040423 0000914317-04-001710.hdr.sgml : 20040423 20040423150830 ACCESSION NUMBER: 0000914317-04-001710 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040422 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040423 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHESTERFIELD FINANCIAL CORP CENTRAL INDEX KEY: 0001132515 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 364441126 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-32589 FILM NUMBER: 04750821 BUSINESS ADDRESS: STREET 1: 10801 S. WESTERN AVE. CITY: CHICAGO STATE: IL ZIP: 60643 BUSINESS PHONE: 7732396000 MAIL ADDRESS: STREET 1: 10801 S. WESTERN AVE. CITY: CHICAGO STATE: IL ZIP: 60643 8-K 1 form8k-59947_chesterfield.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 22, 2004 Chesterfield Financial Corp. ---------------------------- (Exact name of registrant as specified in its charter) Delaware 0-32589 36-4441126 - ---------------------------- -------------------- ------------------ (State or other jurisdiction (Commission File No.) (I.R.S. Employer of incorporation) Identification No.) Registrant's telephone number, including area code: (773) 239-6000 -------------- Not Applicable --------------------------------------------------- (Former name or former address, if changed since last report) Item 7. Financial Statements, Pro Forma Financial Information, and Exhibits ------------------------------------------------------------------- The Index of Exhibits immediately precedes the attached exhibits. Item 12. Results of Operations and Financial Condition --------------------------------------------- On April 22, 2004, the Company issued a press release regarding its earnings for the fiscal quarter ended March 31, 2004. The press release is included as Exhibit 99 to this report. 2 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. CHESTERFIELD FINANCIAL CORP. Date: April 22, 2004 by: /s/ Michael E. DeHaan --------------------- Michael E. DeHaan, President and Chief Executive Officer 3 EXHIBIT INDEX The following Exhibits are filed as part of this report: Exhibit 99 Press Release of Chesterfield Financial Corp. 4 EX-99 3 exhibit99.txt Contact: Michael E. DeHaan Chairman, President & CEO 773.239.6000 CHESTERFIELD FINANCIAL CORP. REPORTS THIRD QUARTER EARNINGS DECLARES QUARTERLY DIVIDEND CHICAGO, Illinois, April 22, 2004 - Chesterfield Financial Corp. (NASDAQ: CFSL), the parent company of Chesterfield Federal Savings and Loan Association of Chicago, today reported net income of $557,000, or $0.15 diluted earnings per share for the quarter ended March 31, 2004, compared to net income of $626,000, or $0.18 diluted earnings per share for the quarter ended March 31, 2003. Net income for the nine months ended March 31, 2004 was $1.6 million, or $0.44 diluted earnings per share, compared to net income of $2.2 million, or $0.60 diluted earnings per share for the nine months ended March 31, 2003. On April 20, 2004, the Board of Directors of the Company declared a third quarter dividend of $0.08 per share, to be paid on June 1, 2004, to stockholders of record as of May 14, 2004. Comparison of Operating Results for the Quarters Ended March 31, 2004 and 2003 Total interest and dividend income decreased by $410,000, or 10.7%, to $3.4 million for the quarter ended March 31, 2004, from $3.8 million for the quarter ended March 31, 2003. A decrease in yield on interest-earning assets to 3.94%, from 4.41% for the same quarter last year, and a change in the mix of interest-earning assets caused the decline in interest income. The average balance of securities for the quarter ended March 31, 2004, increased $19.5 million compared to the average balance for the quarter ended March 31, 2003, while the average balances of loans and of interest-earning deposits decreased $9.8 million and $11.4 million, respectively. Interest expense on deposits decreased by $343,000, or 26.7%, to $942,000 for the quarter ended March 31, 2004, from $1.3 million for the same period in 2003. The decrease was primarily attributable to reductions in deposit rates paid, with the average cost of funds decreasing to 1.34% for the current period, from 1.83% for the same period last year, and a shift of $6.4 million in average balances from time deposits to regular savings and transaction accounts. Net interest income decreased by $67,000, or 2.6%, to $2.47 million for the quarter ended March 31, 2004, from $2.53 million for the same period in 2003. The net interest rate spread increased two basis points, to 2.60% in 2004, from 2.58% in 2003, while the net interest margin decreased seven basis points, to 2.85% in 2004, from 2.92% in 2003. The ratio of average interest-earning assets to average interest-bearing liabilities was 123.0% in 2004, compared to 123.5% in 2003. Non-interest income increased $25,000, or 4.0%, to $653,000 for the quarter ended March 31, 2004, from $628,000 for the same period in 2003. Insurance commissions generated by the Company's insurance subsidiary decreased $21,000, or 3.6%, to $566,000 in 2004, compared to $587,000 in 2003. 5 Other income of $21,000 for the quarter ended March 31, 2004, includes a $14,000 loss on the Company's equity investment in a community development company. For the quarter ended March 31, 2003 other non-interest income (which is reported as a loss of $26,000 for the quarter) included a $78,000 loss on the same equity investment. Total non-interest expense remained approximately the same at $2.2 million for the quarters ended March 31, 2004 and 2003. The annualized ratio of non-interest expense to average assets was 2.45% in 2004, compared to 2.47% in 2003, and the Company's efficiency ratio was 71.2% for the current quarter, compared to 70.4% for the same period last year. The provision for income taxes of $342,000 for the quarter ended March 31, 2004, resulted in an effective tax rate of 38.0%, compared to a provision of $384,000 and a 38.0% effective tax rate for the same quarter last year. The Company's return on average assets for the quarter ended March 31, 2004, was 0.61%, compared to 0.69% for the quarter ended March 31, 2003. Return on average equity for the current quarter was 3.03%, compared to 3.48% for the same quarter last year. Comparison of Operating Results for the Nine Months Ended March 31, 2004 and 2003 Total interest and dividend income decreased by $2.0 million, or 16.1%, to $10.3 million for the nine months ended March 31, 2004, from $12.3 million for the nine months ended March 31, 2003. A decrease in yield on interest-earning assets to 3.97% for the nine months ended March 31, 2004, from 4.74% for the same period last year, and a change in the mix of interest-earning assets caused the decline in interest income. The average balance of loans for the nine months ended March 31, 2004, decreased $15.7 million compared to the average balance of loans for the nine months ended March 31, 2003, while the average balance of interest-earning deposits and securities increased $14.5 million and $2.4 million, respectively. Interest expense on deposits decreased by $1.4 million, or 31.9%, to $3.0 million for the nine months ended March 31, 2004, from $4.4 million for the same period in 2003. The decrease was primarily attributable to reductions in deposit rates paid, with the average cost of funds decreasing to 1.42% for the current period, from 2.11% for the same period last year, offset to some extent by a $3.1 million increase in the average balances of deposit accounts. Net interest income decreased by $574,000, or 7.3%, to $7.3 million for the nine months ended March 31, 2004, from $7.9 million for the same period in 2003. The net interest rate spread decreased eight basis points, to 2.55% in 2004, from 2.63% in 2003, while the net interest margin decreased 23 basis points, to 2.81% in 2004, from 3.04% in 2003. The ratio of average interest-earning assets to average interest-bearing liabilities was 123.0% for the nine months ended March 31, 2004, compared to 124.0% for the same period last year. Non-interest income decreased $137,000, or 6.2%, to $2.1 million for the nine months ended March 31, 2004, from $2.2 million for the same period in 2003. Insurance commissions generated by the Company's insurance subsidiary decreased $215,000, or 11.0% to $1.7 million in 2004, compared to $2.0 million in 2003. The primary cause for this decrease was the loss of renewal commissions of more 6 than $175,000 from a major client due to renewed competition and lower pricing in the condominium association insurance underwriting business. Other non-interest income of $118,000 for the nine months ended March 31, 2004, includes a $14,000 loss on the Company's equity investment in a community development company. A loss of $105,000 from this same equity investment was recognized for the nine months ended March 31, 2003. Total non-interest expense decreased $76,000, or 1.1%, to $6.8 million for the nine months ended March 31, 2004, from $6.9 million for the nine months ended March 31, 2003. Salaries and employee benefits increased $79,000, or 1.8%, to $4.5 million for the nine months ended March 31, 2004, compared to $4.4 million for 2003. The $79,000 increase in salaries and employee benefits included a $46,000 increase in ESOP expense attributed to the increased fair value of Company stock allocated to participants. The $203,000 decrease in insurance agency bad debt expense was primarily the result of last year's $194,000 provision for an insurance premium receivable from a long-term commercial client of the Company's insurance agency subsidiary. Parent company administrative expenses increased by $46,000, or 54.1%, to $131,000 for the nine months ended March 31, 2004, compared to $85,000 for the same period last year. The annualized ratio of non-interest expense to average assets was 2.50% in 2004, compared to 2.55% in 2003, and the Company's efficiency ratio was 72.7% for 2004, compared to 68.3% in 2003. The provision for income taxes of $970,000 for the nine months ended March 31, 2004 resulted in an effective tax rate of 37.9%, compared to a provision of $1.3 million and a 37.1% effective tax rate for the same period last year. The Company's return on average assets for the nine months ended March 31, 2004, was 0.58%, compared to 0.81% for the same period last year. Return on average equity for the nine months was 2.89%, compared to 4.02% for the same period last year. Comparison of Financial Condition at March 31, 2004 and June 30, 2003 At March 31, 2004, total assets were $360.9 million, down $8.0 million, or 2.2%, from $368.9 million at June 30, 2003. Cash and cash equivalents decreased $14.8 million, or 10.4%, to $126.9 million at March 31, 2004, compared to $141.6 million at June 30, 2003. Loans receivable at March 31, 2004 were $145.3 million, down $4.7 million, or 3.1%, from $150.0 million at June 30, 2003. Total deposits at March 31, 2004, were $279.5 million, down $2.7 million, or 1.0 %, from $282.2 million at June 30, 2003. The Company's non-performing loans were $378,000, or 0.26% of loans receivable as of March 31, 2004, compared to $258,000, or 0.17% of loans receivable as of June 30, 2003. The $1.3 million allowance for losses on loans was 0.90% of loans receivable as of March 31, 2004, compared to $1.3 million and 0.87% of loans receivable as of June 30, 2003. Total stockholders' equity as of March 31, 2004 was $74.8 million, or 20.7% of total assets, compared to $73.3 million, or 19.9% of total assets at June 30, 2003. At March 31, 2004, there were 3,875,521 common shares outstanding with a book value of $19.30 per share, compared to 3,879,558 shares with a book value of $18.90 at June 30, 2003. 7 This news release contains forward-looking statements that are subject to numerous assumptions, risk and uncertainties. Actual results could differ materially from those contained in or implied by such forward-looking statements for a variety of factors including: (1) developments in general economic conditions, including interest rate and currency fluctuations, market fluctuations and perceptions, and inflation; (2) changes in the economy which could materially change anticipated credit quality trends and the ability to generate loans and deposits; (3) a failure of the capital markets to function consistently within customary levels; (4) a delay in or an inability to execute strategic initiatives designed to grow revenues and/or manage expenses; (5) legislative developments, including changes in laws concerning taxes, banking, securities, insurance and other aspects of the industry; (6) changes in the competitive environment for financial services organizations and the Company's ability to adapt to such changes. 8 CHESTERFIELD FINANCIAL CORP. CONSOLIDATED CONDENSED BALANCE SHEETS (unaudited) Dollars in thousands
March 31, June 30, Assets 2004 2003 - ------------------------------------------------------------------------------------------------------------------------ Cash and due from financial institutions $ 11,734 $ 8,843 Interest-earning deposits 109,228 127,994 Federal funds sold 5,900 4,800 - ------------------------------------------------------------------------------------------------------------------------ Cash and cash equivalents 126,862 141,637 Securities available-for-sale 38,362 26,822 Securities held-to-maturity 25,723 26,117 Loans receivable, net of allowance for loan losses of $1,303 at March 31, 2004 and $1,304 at June 30, 2003 145,348 150,022 Federal Home Loan Bank stock 19,504 18,563 Premises and equipment 2,190 2,415 Goodwill 452 452 Accrued interest receivable and other assets 2,458 2,881 - ------------------------------------------------------------------------------------------------------------------------ Total assets $ 360,899 $ 368,909 - ------------------------------------------------------------------------------------------------------------------------ Liabilities and Stockholders' Equity - ------------------------------------------------------------------------------------------------------------------------ Liabilities Deposits $ 279,482 $ 282,175 Advance payments by borrowers for taxes and insurance 1,175 2,203 Accrued expenses and other liabilities 5,462 11,222 - ------------------------------------------------------------------------------------------------------------------------ Total liabilities 286,119 295,600 Stockholders' Equity Preferred stock, $.01 par value per share, 1,000,000 shares authorized, no shares issued and outstanding -- -- Common stock, $.01 par value per share, 7,000,000 shares authorized; 4,304,738 shares issued; and 3,875,521 and 3,879,558 shares outstanding at March 31, 2004 and June 30, 2003, respectively 43 43 Additional paid-in capital 42,692 42,399 Retained earnings 44,022 43,263 Unearned ESOP shares (2,668) (2,833) Unearned RRP shares (1,522) (1,942) Treasury stock, at cost (7,891) (7,797) Accumulated other comprehensive income 104 176 - ------------------------------------------------------------------------------------------------------------------------ Total stockholders' equity 74,780 73,309 - ------------------------------------------------------------------------------------------------------------------------ Total liabilities and stockholders' equity $ 360,899 $ 368,909 - ------------------------------------------------------------------------------------------------------------------------
9 CHESTERFIELD FINANCIAL CORP. CONSOLIDATED CONDENSED STATEMENTS OF INCOME (unaudited) Dollars in thousands, except per share data
For the three months For the nine months ended March 31, ended March 31, - -------------------------------------------------------------------------------------------------------------- 2004 2003 2004 2003 - -------------------------------------------------------------------------------------------------------------- Interest income and dividend income Loans, including fees $ 2,232 $ 2,657 $ 6,910 $ 8,343 Securities 581 585 1,586 2,168 Interest-earning deposits 270 332 846 1,012 Federal Home Loan Bank stock dividends 312 224 941 714 Other interest income 13 20 37 68 - -------------------------------------------------------------------------------------------------------------- Total interest and dividend income 3,408 3,818 10,320 12,305 Interest expense on deposits 942 1,285 3,006 4,417 - -------------------------------------------------------------------------------------------------------------- Net interest income before provision for loan losses 2,466 2,533 7,314 7,888 Provision for loan losses -- (75) -- (275) - -------------------------------------------------------------------------------------------------------------- Net interest income after provision for loan losses 2,466 2,608 7,314 8,163 Non-interest income Insurance commissions 566 587 1,742 1,957 Service charges on deposit accounts 66 67 210 205 Other 21 (26) 118 45 - -------------------------------------------------------------------------------------------------------------- Total non-interest income 653 628 2,070 2,207 Non-interest expense Salaries and employee benefits 1,482 1,451 4,497 4,418 Occupancy 201 199 595 594 Equipment 97 110 304 346 Data processing 99 118 292 286 Federal deposit insurance 33 33 97 99 Insurance agency bad debt expense 5 14 14 217 Other 303 301 1,024 939 - -------------------------------------------------------------------------------------------------------------- Total non-interest expense 2,220 2,226 6,823 6,899 - -------------------------------------------------------------------------------------------------------------- Income before income taxes 899 1,010 2,561 3,471 Income tax expense 342 384 970 1,288 - -------------------------------------------------------------------------------------------------------------- Net income $ 557 $ 626 $ 2,183 $ 1,591 - -------------------------------------------------------------------------------------------------------------- Basic earnings per share $ 0.16 $ 0.18 $ 0.45 $ 0.62 - -------------------------------------------------------------------------------------------------------------- Diluted earnings per share $ 0.15 $ 0.18 $ 0.44 $ 0.60 - -------------------------------------------------------------------------------------------------------------- Cash dividends per share $ 0.08 $ 0.06 $ 0.24 $ 0.11 - --------------------------------------------------------------------------------------------------------------
10 CHESTERFIELD FINANCIAL CORP. FINANCIAL HIGHLIGHTS (unaudited) Dollars in thousands, except share and per share data
March 31, June 30, 2004 2003 ---------- ---------- Selected Financial Highlights: - ------------------------------ Total assets $ 360,899 $ 368,909 Interest-earning assets 344,065 354,318 Loans receivable, net 145,348 150,022 Deposits 279,482 282,175 Non-performing loans 378 258 Allowance for loan losses 1,303 1,304 Total stockholders' equity 74,780 73,309 Shares outstanding - actual number 3,875,521 3,879,558 Book value per share $ 19.30 $ 18.90 Asset Quality Ratios: - --------------------- Non-performing loans to loans receivable, net 0.26% 0.17% Allowance for loan losses to non-performing loans 3.45x 5.05x Allowance for loan losses to loans receivable, net 0.90% 0.87%
----------------------------------------------------- For the three months For the nine months ended March 31, ended March 31, ----------------------------------------------------- 2004 2003 2004 2003 ----------------------------------------------------- Selected Operating Ratios: - -------------------------- Return on average assets (1) 0.61% 0.69% 0.58% 0.81% Return on average equity (1) 3.03% 3.48% 2.89% 4.02% Interest rate spread (1) 2.60% 2.58% 2.55% 2.63% Net interest margin (1) 2.85% 2.92% 2.81% 3.04% Average interest-earning assets to average interest-bearing liabilities 122.96% 123.46% 123.01% 123.99% Non-interest expense to average assets (1) 2.45% 2.47% 2.50% 2.55% Efficiency ratio 71.20% 70.42% 72.71% 68.34% Dividend payout ratio 50.00% 33.33% 53.33% 17.74% Stock price this period: - ------------------------ High $ 26.96 $ 20.95 $ 26.96 $ 20.95 Low 23.71 19.80 21.01 17.70 Close 26.12 20.19 26.12 20.19
(1) Ratio annualized 11 -----END PRIVACY-ENHANCED MESSAGE-----