10-Q 1 0001.txt FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 -------------------- FORM 10-Q -------------------- (Mark One) |X| Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2001 OR |_| Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from __________ to __________ Commission File Number 0-10489 CENTENNIAL BANCORP (Exact name of registrant as specified in its charter) OREGON 93-0792841 (State of Incorporation) (I.R.S. Employer Identification Number) One S.W. Columbia St. Portland, Oregon 97258 (Address of principal executive offices) (503) 973-5556 (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes |X| No |_| Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of latest practicable date: 22,926,248 shares as of April 30, 2001. CENTENNIAL BANCORP FORM 10-Q MARCH 31, 2001 INDEX Page ---- PART I - FINANCIAL INFORMATION Condensed Consolidated Balance Sheets as of March 31, 2001 and December 31, 2000 3 Condensed Consolidated Statements of Income for the three months ended March 31, 2001 and 2000 4 Condensed Consolidated Statements of Changes in Shareholders' Equity for the three months ended March 31, 2001 and 2000 5 Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2001 and 2000 6 Notes to Condensed Consolidated Financial Statements 7 Management's Discussion and Analysis of Financial Condition and Results of Operations: Overview 10 Material Changes in Financial Condition 10 Material Changes in Results of Operations 11 Market Risk 12 Liquidity and Capital Resources 12 PART II - OTHER INFORMATION Item 6 - Exhibits and Reports on Form 8-K 14 Signatures 15 2 CENTENNIAL BANCORP CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)
March 31, December 31, 2001 2000 ------------- ------------- ASSETS Cash and cash equivalents: Cash and due from banks $ 41,603,654 $ 39,498,282 Federal funds sold 19,600,000 3,465,000 ------------- ------------- Total cash and cash equivalents 61,203,654 42,963,282 Securities available for sale 62,765,214 60,362,569 Mortgage loans held for sale 14,821,635 10,890,003 Loans, net 674,376,565 693,729,855 Federal Home Loan Bank stock 5,926,200 5,832,800 Premises and equipment, net 15,828,034 15,367,393 Other assets 22,109,081 23,829,060 ------------- ------------- $ 857,030,383 $ 852,974,962 ============= ============= LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities: Deposits: Demand $ 138,695,501 $ 130,898,788 Interest-bearing demand 245,242,356 244,647,939 Savings 65,368,337 53,878,931 Time 272,574,334 267,068,684 ------------- ------------- Total deposits 721,880,528 696,494,342 Short-term borrowings 32,688,232 59,634,083 Accrued interest and other liabilities 8,081,625 6,663,542 ------------- ------------- Total liabilities 762,650,385 762,791,967 Shareholders' equity: Preferred stock -- -- Common stock, 22,926,248 issued and outstanding (22,894,723 at December 31, 2000) 30,643,963 30,535,794 Retained earnings 63,478,130 59,826,586 Accumulated other comprehensive income/(loss) 257,905 (179,385) ------------- ------------- Total shareholders' equity 94,379,998 90,182,995 ------------- ------------- $ 857,030,383 $ 852,974,962 ============= =============
See accompanying notes. 3 CENTENNIAL BANCORP CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
Three Months Ended March 31, -------------------------- 2001 2000 ----------- ----------- INTEREST INCOME Interest and fees on loans $18,987,257 $16,933,751 Interest on investment securities 958,039 945,935 Other interest income 41,081 7,293 ----------- ----------- Total interest income 19,986,377 17,886,979 INTEREST EXPENSE Interest on deposits 7,121,093 4,937,332 Interest on short-term borrowings 750,920 1,193,162 ----------- ----------- Total interest expense 7,872,013 6,130,494 ----------- ----------- NET INTEREST INCOME 12,114,364 11,756,485 Loan loss provision 950,000 750,000 ----------- ----------- Net interest income after loan loss provision 11,164,364 11,006,485 NONINTEREST INCOME Service charges 441,016 378,815 Other 452,341 290,007 Net gains on sales of mortgage loans 242,864 196,320 Net gains on sales of securities 262,578 -- ----------- ----------- Total noninterest income 1,398,799 865,142 NONINTEREST EXPENSES Salaries and employee benefits 4,277,069 4,173,515 Premises and equipment 968,320 979,507 Legal and professional 225,002 150,583 Advertising 164,797 231,118 Data processing 187,098 177,898 Amortization of goodwill 172,107 172,107 Other 772,666 746,119 ----------- ----------- Total noninterest expenses 6,767,059 6,630,847 ----------- ----------- Income before income taxes 5,796,104 5,240,780 Provision for income taxes 2,144,560 1,986,220 ----------- ----------- NET INCOME $ 3,651,544 $ 3,254,560 =========== =========== Earnings per share of common stock: Basic $ .16 $ .14 Diluted $ .16 $ .14 Weighted average shares outstanding: Basic 22,909,571 22,709,121 Diluted 23,413,345 23,229,112
See accompanying notes. 4 CENTENNIAL BANCORP CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Unaudited)
Comprehensive Number of Income Shares Common Stock ------------- ---------- ------------ Balance at December 31, 1999 22,691,004 $ 30,084,234 Comprehensive Income: Net Income $ 3,254,560 Other comprehensive income, net of tax: Unrealized gain on available-for-sale securities 95,680 ------------ Comprehensive Income $ 3,350,240 ============ Stock options exercised 74,025 129,762 Tax benefit of stock options exercised 80,722 ---------- ------------ Balance at March 31, 2000 22,765,029 $ 30,601,308 ========== ============ Balance at December 31, 2000 22,894,723 $ 30,535,794 Comprehensive Income: Net Income $ 3,651,544 Other comprehensive income, net of tax: Unrealized gain on available-for-sale securities 699,868 Reclassification adjustment for net gains on sales of securities included in net income (262,578) ------------ Comprehensive Income $ 4,088,834 ============ Stock options exercised 31,525 46,464 Tax benefit of stock options exercised 61,705 ---------- ------------ Balance at March 31, 2001 22,926,248 $ 30,643,963 ========== ============ Accumulated Other Total Retained Comprehensive Shareholders' Earnings Income/(Loss) Equity -------- ------------- ------------- Balance at December 31, 1999 $ 45,624,007 $ (1,686,070) $ 74,328,761 Comprehensive Income: Net Income 3,254,560 3,254,560 Other comprehensive income, net of tax: Unrealized gain on available-for-sale securities 95,680 95,680 Comprehensive Income Stock options exercised 129,762 Tax benefit of stock options exercised 80,722 ------------ ------------ ------------ Balance at March 31, 2000 $ 48,878,567 $ (1,590,390) $ 77,889,485 ============ ============ ============ Balance at December 31, 2000 $ 59,826,586 $ (179,385) $ 90,182,995 Comprehensive Income: Net Income 3,651,544 3,651,544 Other comprehensive income, net of tax: Unrealized gain on available-for-sale securities 699,868 699,868 Reclassification adjustment for net gains on sales of securities included in net income (262,578) (262,578) Comprehensive Income Stock options exercised 46,464 Tax benefit of stock options exercised 61,705 ------------ ------------ ------------ Balance at March 31, 2001 $ 63,478,130 $ 257,905 $ 94,379,998 ============ ============ ============
See accompanying notes. 5 CENTENNIAL BANCORP CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
Three Months Ended March 31, ----------------------------- 2001 2000 ------------ ------------ Net cash provided by operating activities $ 3,615,617 $ 7,026,963 Cash flows from investing activities: Net decrease/(increase) in loans 18,403,290 (38,088,898) Investment securities available for sale: Purchases (33,200,806) -- Maturities/calls/principal reductions 9,411,105 523,613 Sales 22,336,319 -- Purchases of premises and equipment (811,952) (427,226) ------------ ------------ Net cash provided by (used in) investing activities 16,137,956 (37,992,511) Cash flows from financing activities: Net increase in deposits 25,386,186 42,185,314 Net decrease in short-term borrowings (26,945,851) (4,472,017) Proceeds from issuance of common stock 46,464 129,762 ------------ ------------ Net cash provided by (used in) financing activities (1,513,201) 37,843,059 ------------ ------------ Net increase in cash and cash equivalents 18,240,372 6,877,511 Cash and cash equivalents at beginning of period 42,963,282 29,934,856 ------------ ------------ Cash and cash equivalents at end of period $ 61,203,654 $ 36,812,367 ============ ============
See accompanying notes. 6 CENTENNIAL BANCORP NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. Basis of Presentation The interim condensed consolidated financial statements include the accounts of Centennial Bancorp, a bank holding company ("Bancorp"), and its wholly owned subsidiaries, Centennial Bank (the "Bank") and Centennial Mortgage Co. (the "Mortgage Co."). The Bank provides commercial financing, banking and other services, and the Mortgage Co. provides a variety of residential and commercial real estate financing services. The interim condensed consolidated financial statements are unaudited, but include all adjustments, consisting only of normal accruals, which Bancorp considers necessary for a fair presentation of the results of operations for such interim periods. All significant intercompany balances and transactions have been eliminated in consolidation. The interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements, including the notes thereto, included in Bancorp's 2000 Annual Report to Shareholders. Certain amounts for 2000 have been reclassified to conform with the 2001 presentation. 2. Securities Available for Sale Securities available for sale consisted of the following at March 31, 2001 and December 31, 2000:
Gross Gross Estimated Amortized Unrealized Unrealized Fair Cost Gains Losses Value ----------- ----------- ----------- ----------- March 31, 2001: U.S. Government agencies $32,789,367 $ 79,479 $ 22,798 $32,846,048 Obligations of states and political subdivisions 15,939,731 258,276 43,137 16,154,870 Corporate bonds 2,056,145 15,976 4,887 2,067,234 Mortgage-backed securities 11,045,165 28,343 3 11,073,505 Equity securities 513,261 113,496 3,200 623,557 ----------- ----------- ----------- ----------- Total $62,343,669 $ 495,570 $ 74,025 $62,765,214 =========== =========== =========== ===========
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Gross Gross Estimated Amortized Unrealized Unrealized Fair Cost Gains Losses Value ----------- ----------- ----------- ----------- December 31, 2000: U.S. Treasuries $ 499,783 $ -- $ 173 $ 499,610 U.S. Government agencies 38,157,018 1,709 343,069 37,815,658 Obligations of states and political subdivisions 16,216,658 168,118 125,476 16,259,300 Corporate bonds 2,061,947 -- 29,478 2,032,469 Mortgage-backed securities 3,202,684 -- 3,402 3,199,282 Equity securities 513,261 46,189 3,200 566,250 ----------- ----------- ----------- ----------- Total $60,651,351 $ 216,016 $ 504,798 $60,362,569 =========== =========== =========== ===========
3. Loans and Allowance for Loan Losses The composition of the loan portfolio was as follows: March 31, December 31, 2001 2000 ------------- ------------- Commercial $ 271,288,426 $ 273,866,755 Real estate - construction 246,009,771 261,726,951 Real estate - mortgage 148,155,451 147,737,507 Installment 9,142,779 9,379,311 Lease financing 3,902,012 4,606,838 Other 5,772,081 5,562,841 ------------- ------------- 684,270,520 702,880,203 Allowance for loan losses (9,893,955) (9,150,348) ------------- ------------- $ 674,376,565 $ 693,729,855 ============= ============= Transactions in the allowance for loan losses were as follows for the three months ended March 31: 2001 2000 ------------- ------------- Balance at beginning of period $ 9,150,348 $ 6,164,507 Provision charged to operations 950,000 750,000 Recoveries 33,748 3,267 Loans charged off (240,141) (8,493) ------------- ------------- Balance at end of period $ 9,893,955 $ 6,909,281 ============= ============= At March 31, 2001 and December 31, 2000, Bancorp had approximately $19,497,000 and $15,367,000, respectively, in impaired loans. The specific valuation allowance related to these loans was approximately $3,280,000 and $2,253,000 at March 31, 2001 and December 31, 2000, respectively. It is Bancorp's policy to place loans on nonaccrual status when repayment of principal and interest is in doubt. Loans placed on nonaccrual status may or may not be contractually past due at the time of such determination, and may or may not be secured by collateral. Loans on nonaccrual status at March 31, 2001 and December 31, 2000 were approximately $7,832,000 and $7,268,000, respectively. 8 Loans past due 90 days or more on which Bancorp continued to accrue interest were approximately $1,589,000 at March 31, 2001, and approximately $529,000 at December 31, 2000. Bancorp had no restructured loans at March 31, 2001 or December 31, 2000. 4. Short-Term Borrowings Short-term borrowings consisted of the following: March 31, December 31, 2001 2000 ----------- ----------- FHLB cash management advance program $ -- $22,600,000 FHLB borrowings under promissory notes 23,900,000 23,900,000 Federal funds purchased 4,000,000 9,000,000 Securities sold under agreement to repurchase 4,788,232 4,134,083 ----------- ----------- $32,688,232 $59,634,083 =========== =========== 5. Earnings per Share of Common Stock A reconcilement of the weighted average shares used to compute basic and diluted earnings per share is as follows: Three Months Ended March 31, ----------------------- 2001 2000 ---------- ---------- Weighted average shares outstanding - basic 22,909,571 22,709,121 Incremental shares from stock options 503,774 519,991 ---------- ---------- Weighted average shares outstanding - diluted 23,413,345 23,229,112 ========== ========== The weighted average number of common shares outstanding used to calculate earnings per share of common stock and the number of shares outstanding in the accompanying condensed consolidated balance sheets and statements of changes in shareholders' equity reflect the retroactive effect of stock splits and stock dividends. 6. Adoption of New Accounting Standards In September 2000, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 140, "Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities," as a replacement for SFAS No. 125. SFAS No. 140 revises the standards for accounting for securitizations and other transfers of financial assets and collateral, but it carries over most of the provisions of SFAS No. 125 without change. SFAS No. 140 is effective for transfers and servicing of financial assets and extinguishments of liabilities occurring after March 31, 2001. The statement is effective for recognition and reclassification of collateral for fiscal years ending after December 15, 2000. Bancorp does not anticipate that the adoption of SFAS No. 140 will have a material effect on its financial position or results of operations. 9 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS This Quarterly Report contains certain forward-looking statements, which are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Statements that expressly or implicitly predict future results, performance or events are forward-looking. In addition, the words "anticipate," "believe," "intend," "expect" and similar expressions identify forward-looking statements. Such statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those anticipated. Factors that could cause or contribute to such differences include, but are not limited to, the following: (1) potential delays or other problems in implementing Bancorp's growth and expansion strategy; (2) the ability to attract new deposits and loans; (3) interest rate fluctuations; (4) competitive factors and pricing pressures; (5) general economic conditions, either nationally or regionally, that could result in increased loan losses; (6) changes in legal and regulatory requirements; (7) changes in technology; and (8) other factors described in this and other Bancorp reports and statements, including, but not limited to, Exhibit 99.1 to Bancorp's Form 10-K for the year ended December 31, 2000, which is incorporated herein by reference. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Bancorp does not intend to update these forward-looking statements. Overview Centennial Bancorp, an Oregon corporation, was organized in 1981 as a bank holding company and has two wholly owned subsidiaries: Centennial Bank and Centennial Mortgage Co. Bancorp primarily serves the Portland, Oregon, and Eugene, Oregon markets. Unless the context clearly suggests otherwise, references in this Quarterly Report to "Bancorp" include Centennial Bancorp and its subsidiaries. At March 31, 2001, Centennial Bank operated 15 full-service and six limited-service branches including eight full-service and six limited-service branches in the Portland area, four full-service branches in Eugene, and one full-service branch each in Springfield, Salem and Cottage Grove, Oregon. At March 31, 2001, the Bank also operated seven commercial banking centers located in full-service branches, including five in the Portland area, one in Eugene and one in Salem, Oregon. At March 31, 2001, Centennial Mortgage operated five offices including two in the Portland area, two in Eugene and one in Salem. Bancorp reported net income of $3.7 million, or $.16 per share, for the three months ended March 31, 2001. This represented a 12% increase in net income as compared to $3.3 million, or $.14 per share, for the three months ended March 31, 2000. The increased earnings reflected a higher level of non-interest income and increased net interest income resulting from growth in interest-earning assets. At March 31, 2001, Bancorp recognized an 11.5% increase in total assets and 11.7% increase in interest-earning assets as compared to March 31, 2000. Material Changes in Financial Condition Material changes in financial condition for the three months ended March 31, 2001 included increased cash balances, reduced loan totals, deposit increases, a substantial reduction in short-term borrowings and continued earnings-driven equity growth. At March 31, 2001, total assets increased slightly to $857.0 million from the $853.0 million total at December 31, 2000. Loans and loans held for sale of $689.2 million at March 31, 2001 decreased $15.4 million, or 2.2%, as compared to $704.6 million at December 31, 2000, mainly due to slowing commercial loan activity, and the permanent placement and participation sales of commercial real estate loans. 10 Cash and cash equivalents, including cash and due from banks and federal funds sold, increased $18.2 million to $61.2 million at March 31, 2001 as compared to $43.0 million at December 31, 2000, substantially because of the combination of decreasing loans and increasing deposits. In addition, cash and due from banks can fluctuate significantly on a daily basis due to normal loan and deposit activity, funds transfers and inter-bank clearing of cash items. Federal funds sold represent excess funds, which are sold overnight to other financial institutions, and their levels can also fluctuate significantly on a daily basis. Total deposits increased $25.4 million, or 3.6%, to $721.9 million at March 31, 2001 as compared to December 31, 2000. The increase was centered in savings and demand deposits. Savings deposit totals increased primarily due to the balance fluctuations typical of certain escrow accounts while the accumulation of income-tax-related funds appeared responsible for most of the growth in demand deposits. For the three-month period, increased deposits and lower loan levels not only contributed to the increased cash balances discussed previously, but also allowed a $26.9 million decrease in short-term borrowings to $32.7 million at March 31, 2001 as compared to $59.6 million at December 31, 2000. Remaining asset and liability category changes during the first quarter of 2001 were comparatively modest. March 31, 2001 shareholders' equity was $94.4 million, a $4.2 million increase over December 31, 2000. The increase resulted from continued strong earnings, unrealized gains on available-for-sale securities and the exercise of stock options. Material Changes in Results of Operations As a result of substantial loan growth since the first quarter of 2000, total interest income increased $2.1 million, or 11.7%, for the quarter ended March 31, 2001 as compared to the quarter ended March 31, 2000. Total interest expense increased $1.7 million, or 28.4%, for the three months ended March 31, 2001 as compared to the same period in 2000. The increase was due to the growth of interest-bearing deposits and the higher rates paid on those deposits. The increase in interest earned, partially offset by the increase in interest expense, served to increase Bancorp's net interest income by $357,900, or 3.0%, over the first quarter of 2000. During the three months ended March 31, 2001, Bancorp charged a $950,000 loan loss provision to operations as compared to $750,000 during the three months ended March 31, 2000. Although loan totals decreased during the first quarter of 2001, the loss provision for that quarter was consistent with the increase in the specific valuation allowance related to impaired loans. At March 31, 2001, Bancorp's allowance for loan losses was $9.9 million, as compared to $9.2 million and $6.9 million at December 31, 2000 and March 31, 2000, respectively. Management believes that the allowance is adequate for potential loan losses, based on current quantitative analysis in conjunction with management's assessment of various factors, including present delinquent and non-performing loans, past history of industry loan loss experience, and present economic trends impacting the areas and customers served by Bancorp. In response to a slowing economy and a corresponding increase in impaired loans, Bancorp management has been aggressively building the allowance for loan losses. Loans are actively managed to minimize loss potential, and current expectations are that actual charge-offs will not have a material adverse effect on Bancorp's financial condition or results of operations. The allowance is based on estimates, and actual losses may vary from those currently estimated. Noninterest income increased $533,700, or 61.7%, for the three months ended March 31, 2001 as compared to the same period in 2000. The increase was due to several factors, including the increasing service 11 charge income produced by Bancorp's growing deposit base, the business development and additional fee income generated by Bancorp's new Merchant Banking Group, higher gains on sales of residential mortgage loans as the volume of new loans increased with falling rates, and significant gains realized on sales of investment securities. As a result of continuing emphasis on expense control, noninterest expense increased only $136,200, or 2.1%, during first quarter 2001 as compared to first quarter 2000. During the quarter ended March 31, 2001, the provision for income taxes was $2.1 million, an increase of $158,300 over the provision during the quarter ended March 31, 2000. The increase was due to Bancorp's increased pre-tax income. Market Risk Market risk is the risk of loss from adverse changes in market prices and rates. Bancorp's primary market risk is the interest rate risk associated with its investing, lending, deposit and borrowing activities. Other types of market risk, such as foreign currency exchange rate risk and commodity price risk, do not materially affect or are not part of Bancorp's normal business activities. Management actively monitors and manages Bancorp's interest rate risk with the overall objective of achieving satisfactory and consistent profitability while maintaining interest rate sensitivity within formal policy guidelines established by the Board of Directors. Bancorp did not experience a material change in market risk during the quarter ended March 31, 2001 as the overall portfolio remained asset sensitive, which will generally enhance earnings when interest rates rise but erodes earnings when interest rates fall. The investment securities purchase and sale activity during the quarter was primarily intended to reposition the investment portfolio as a part of management's plan to reduce Bancorp's overall interest-rate sensitivity. Liquidity and Capital Resources Bancorp's principal subsidiary, Centennial Bank, has adopted policies to maintain a relatively liquid position to enable it to respond to changes in the Bank's needs and financial environment. Currently, the Bank's main sources of liquidity are customer deposits, short-term borrowings, loan repayments, sales of loans, sales and repayments of investment securities, and net cash provided by operating activities. Scheduled loan repayments are a relatively stable source of funds, while deposit inflows and unscheduled loan prepayments, which are influenced by general interest rate levels, interest rates available on other investments, competition, economic conditions and other factors, are not. The Bank maintains, on an unsecured basis, federal funds lines with correspondent banks as a back-up source of temporary liquidity. At March 31, 2001, the Bank had federal funds lines totaling $44.0 million with $4.0 million outstanding. The Bank also maintains a cash management advance line of credit with the Federal Home Loan Bank of Seattle, which allows temporary borrowings for liquidity. At March 31, 2001, the line was unused and had a borrowing limit of $31.7 million. In addition, the Bank has a secured line of credit at the Federal Reserve Bank discount window, which, at March 31, 2001, was unused and had a borrowing limit of $34.6 million. At March 31, 2001, Bancorp's Tier 1 and total risk-based capital ratios under the Federal Reserve Board's ("FRB") risk-based capital guidelines were 10.60% and 11.82%, respectively. The FRB's minimum risk-based capital ratio guidelines for Tier 1 and total capital are 4% and 8%, respectively. At March 31, 2001, Bancorp's capital-to-assets ratio under leverage ratio guidelines was 10.30%. The FRB's current minimum leverage capital ratio guideline is 3%. 12 In January 2000, Bancorp's Board of Directors authorized the repurchase of up to 5% of Bancorp's then outstanding shares of common stock over a two-year period. During 2000, Bancorp repurchased 59,715 shares of common stock at a cost of approximately $490,000. No shares were repurchased during the first quarter of 2001. 13 PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibits None (b) Reports on Form 8-K None 14 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 thereunto duly authorized. CENTENNIAL BANCORP Dated: May 10, 2001 /s/ Ted R. Winnowski -------------------------------------------------- Ted R. Winnowski President & Chief Executive Officer Dated: May 10, 2001 /s/ Neal T. McLaughlin -------------------------------------------------- Neal T. McLaughlin Executive Vice President & Chief Financial Officer -------------------------------------------------- 15