U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------------------
FORM 10-QSB
[x] QUARTERLY REPORT UNDER SECTION 13 OF 15(d)
OF
THE SECURITIES AND EXCHANGE ACT OF 1934
FOR THE QUARTER ENDED DECEMBER 31, 2001
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d)
OF
THE SECURITIES EXCHANGE ACT
GREENE COUNTY BANCORP, INC.
(Exact name of small business issuer as specified in its charter)
Commission file number 0-25165
United States 14-1809721
(State or other jurisdiction
of incorporation or organization) (I.R.S. Employer
Identification Number)
302 Main Street, Catskill, New York 12414
(Address of principal executive office) (Zip code)
Registrant's telephone number, including area code: (518) 943-2600
Check 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________
As of February 5, 2002, the registrant had 2,152,835 shares of common stock
issued at $ .10 par value, and 2,005,395 were outstanding.
GREENE COUNTY BANCORP, INC.
INDEX
PART I. FINANCIAL INFORMATION
Page
Item 1. Financial Statements
* Consolidated Statements of Financial Condition 3
* Consolidated Statements of Income 4-5
* Consolidated Statements of Comprehensive Income 6
* Consolidated Statements of Changes in Shareholders' Equity 7
* Consolidated Statements of Cash Flows 8
* Notes to Consolidated Financial Statements 9-11
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations 11-20
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 21
Item 2. Changes in Securities and Use of Proceeds 21
Item 3. Defaults Upon Senior Securities 21
Item 4. Submission of Matters to a Vote of Security Holders 21
Item 5. Other Information 21
Item 6. Exhibits and Reports on Form 8-K 21
Signatures 22
Greene County Bancorp, Inc.
Consolidated Statements of Financial Condition
As of December 31, 2001 and June 30, 2001
December 31, 2001 June 30, 2001
(Unaudited)
ASSETS
Cash and due from banks $5,965,969 $5,336,195
Federal funds sold 10,301,823 13,468,163
---------------- --------------
Total cash and cash equivalents 16,267,792 18,804,358
Investment securities, at fair value 52,872,155 48,875,229
Federal Home Loan Bank stock, at cost 939,600 939,600
Loans 121,582,841 110,920,369
Less: Allowance for loan losses (976,053) (886,081)
Unearned origination fees and costs, net (270,447) (277,277)
---------------- --------------
Net loans receivable 120,336,341 109,757,011
Premises and equipment 4,975,537 5,052,208
Accrued interest receivable 1,453,644 1,357,239
Prepaid expenses and other assets 401,275 288,914
Other real estate owned 117,428 30,229
---------------- --------------
Total assets $197,363,772 $185,104,788
================ ==============
LIABILITIES AND SHAREHOLDERS' EQUITY
Non-interest bearing deposits $18,392,229 $18,418,308
Interest bearing deposits 147,525,556 135,774,206
---------------- --------------
Total deposits 165,917,785 154,192,514
Borrowings from FHLB 5,000,000 5,000,000
Accrued expenses and other liabilities 788,982 623,038
Accrued income taxes 243,300 195,646
---------------- ---------------
Total liabilities 171,950,067 160,011,198
Shareholders' equity
Preferred stock,
Authorized: 1,000,000 shares at
December 31, and June 30, 2001; --- ---
Common stock, par value $.10 per share;
Authorized: 12,000,000 shares at December 31,
and June 30, 2001;
Issued: 2,152,835 shares at December 31,
and June 30, 2001;
Outstanding: 2,005,395 shares at December 31, 2001;
2,040,355 shares at June 30, 2001 215,284 215,284
Additional paid-in capital 10,204,168 10,188,573
Retained earnings 16,487,573 15,993,025
Accumulated other comprehensive income 742,483 499,022
Less: Treasury stock, 147,440 shares at December 31, 2001;
112,480 shares at June 30, 2001, (1,579,819) (1,075,923)
shares at cost
Unearned stock-based compensation (199,119) (229,753)
Unearned ESOP shares 49,972 shares at
December 30, 2001;
58,516 shares at June 30, 2001, (456,865) (496,638)
shares at cost ---------------- ---------------
Total shareholders' equity 25,413,705 25,093,590
---------------- --------------
Total liabilities and shareholders' equity $197,363,772 $185,104,788
================ ===============
See notes to consolidated financial statements.
Greene County Bancorp, Inc.
Consolidated Statements of Income
For the Three Months Ended December 31, 2001 and 2000
(Unaudited)
2001 2000
Interest income:
Loans $2,249,573 $1,954,717
Investment securities 488,941 566,286
Mortgage-backed securities 159,237 124,247
Tax free securities 109,715 114,215
Interest bearing deposits and federal funds sold 75,365 91,304
---------- --------------
Total interest income 3,082,831 2,850,769
Interest expense:
Interest on deposits 1,151,946 1,208,546
Interest on borrowings 85,825 170,489
---------- ---------------
Total interest expense 1,237,771 1,379,035
Net interest income 1,845,060 1,471,734
Less: Provision for loan losses 68,900 15,000
---------- ---------------
Net interest income after provision for loan losses 1,776,160 1,456,734
---------- ---------------
Non-interest income:
Service charges on deposit accounts 302,374 135,542
Other operating income 161,536 165,405
---------- ---------------
Total non-interest income 463,910 300,947
Non-interest expense:
Salaries and employee benefits 837,394 725,996
Occupancy expense 96,647 100,756
Equipment and furniture expense 107,868 80,219
Service and data processing fees 155,911 126,670
Office supplies 36,542 32,018
Other 475,907 318,902
---------- ---------------
Total non-interest expense 1,710,269 1,384,561
Income before provision for income taxes 529,801 373,120
Provision for income taxes 148,400 123,500
---------- ---------------
Net income $381,401 $249,620
========== ===============
Basic EPS $0.20 $0.13
Basic shares outstanding 1,950,176 1,978,749
Diluted EPS $0.19 $0.13
Diluted average shares outstanding 2,002,292 1,995,526
See notes to consolidated financial statements.
Greene County Bancorp, Inc.
Consolidated Statements of Income
For the Six Months Ended December 31, 2001 and 2000
(Unaudited)
2001 2000
Interest income:
Loans $4,437,518 $3,827,443
Investment securities 1,054,607 1,089,740
Mortgage-backed securities 263,363 234,989
Tax free securities 217,288 228,765
Interest bearing deposits and federal funds sold 218,643 267,791
---------------- ----------------
Total interest income 6,191,419 5,648,728
Interest expense:
Interest on deposits 2,407,536 2,410,645
Interest on borrowings 171,649 337,964
--------------- ----------------
Total interest expense 2,579,185 2,748,609
Net interest income 3,612,234 2,900,119
Less: Provision for loan losses 98,900 30,000
--------------- ----------------
Net interest income after provision for loan losses 3,513,334 2,870,119
--------------- ----------------
Non-interest income:
Service charges on deposit accounts 488,899 258,332
Other operating income 327,308 293,472
--------------- ----------------
Total non-interest income 816,207 551,804
Non-interest expense:
Salaries and employee benefits 1,629,295 1,429,926
Occupancy expense 179,614 192,298
Equipment and furniture expense 218,080 157,933
Service and data processing fees 308,565 253,200
Office supplies 76,613 55,804
Other 914,619 699,319
--------------- ----------------
Total non-interest expense 3,326,786 2,788,480
Income before provision for income taxes 1,002,755 633,443
Provision for income taxes 277,400 172,158
--------------- ----------------
Net income $725,355 $461,285
================ ================
Basic EPS $0.37 $0.23
Basic average shares outstanding 1,962,023 1,979,944
Diluted EPS $0.36 $0.23
Diluted average shares outstanding 2,010,782 1,992,588
See notes to consolidated financial statements.
Greene County Bancorp, Inc.
Consolidated Statements of Comprehensive Income
For the Three Months Ended December 31, 2001 and 2000
(Unaudited)
2001 2000
Net income $381,401 $249,621
---------- --------
Other comprehensive income:
Reclassification adjustment, net of income tax expense ($19,037) --- (25,235)
Unrealized holding (loss)/gain arising during the three months
ended December 31, 2001 and 2000, net of tax benefit / (expense)
of $141,707 and ($259,448), respectively. (212,558) 389,646
----------- ----------
Total other comprehensive income (212,558) 364,411
----------- ----------
Comprehensive income $168,843 $614,032
========== ==========
Greene County Bancorp, Inc.
Consolidated Statements of Comprehensive Income
For the Six Months Ended December 31, 2001 and 2000
(Unaudited)
2001 2000
Net income $725,355 $461,285
---------- ----------
Other comprehensive income:
Reclassification adjustment, net of income tax expense ($12,712) --- (16,851)
Unrealized holding gain arising during the six months
ended December 31, 2001 and 2000, net of tax (expense)
of $162,308 and $444,829, respectively. 243,461 626,998
---------- ----------
Total other comprehensive income 243,461 610,147
---------- ----------
Comprehensive income $968,816 $1,071,432
========== ==========
See notes to consolidated financial statements.
Greene County Bancorp, Inc.
Consolidated Statements of Changes in Shareholders' Equity
For the Six Months Ended December 31, 2001 and 2000
Accumulated
Additional Other
Capital Paid -In Retained Comprehensive
Stock Capital Earnings Income
Balance at
June 30, 2000 $215,284 $10,319,859 $15,526,092 ($524,546)
ESOP shares earned (1,536)
Stock-based
compensation
earned
Dividends paid (247,876)
Net income 461,285
Change in unrealized
gain (loss) net 610,147
--------------------------------------------------------
Balance at
December 31, 2000 $215,284 $10,318,323 $15,739,501 $85,601
=========================================================
Unearned Unearned Total
Treasury Stock-based ESOP Shareholders'
Stock Compensation Shares Equity
Balance at
June 30, 2000 ($1,019,976) ($333,690) ($589,074) $23,593,949
ESOP shares earned 44,736 43,200
Stock-based
compensation
earned 35,752 35,752
Dividends paid (247,876)
Net income 461,285
Change in unrealized
gain/(loss) net 610,147
--------------------------------------------------------
Balance at
December 31, 2000 ($1,019,976) ($297,938) ($544,338) $24,496,457
============ =========== =========== ============
Accumulated
Additional Other
Capital Paid -In Retained Comprehensive
Stock Capital Earnings Income
Balance at
June 30, 2001 $215,284 $10,188,573 $15,993,025 $499,022
ESOP shares earned 22,822
Options exercised (7,227)
Stock-based
compensation
earned
Treasury stock
repurchased
Dividends paid (230,807)
Net income 725,355
Change in unrealized
gain, net 243,461
---------- ----------- ----------- ---------
Balance at
December 31, 2001 $215,284 $10,204,168 $16,487,573 $742,483
=========== =========== =========== =========
Unearned Unearned Total
Treasury Stock-based ESOP Shareholders'
Stock Compensation Shares Equity
Balance at
June 30, 2001 ($1,075,923) ($229,753) ($496,638) $25,093,590
ESOP shares earned 39,773 62,595
Options exercised 27,229 20,002
Stock-based
compensation
earned 30,634 30,634
Treasury stock
repurchased (531,125) (531,125)
Dividends paid (230,807)
Net income 725,355
Change in unrealized
gain, net 243,461
--------------------------------------------------------
Balance at
December 31, 2001 ($1,579,819) ($199,119) ($456,865) $25,413,705
========================================================
See notes to consolidated financial statements.
Greene County Bancorp, Inc.
Consolidated Statements of Cash Flows
For the Six Months Ended December 30, 2001 and 2000
2001 2000
Cash flows from operating activities:
Net Income $725,355 $461,285
Adjustments to reconcile net income to cash provided by operating
activities:
Depreciation 222,975 189,000
Net, amortization of premiums 23,376 10,944
Provision for loan losses 98,900 30,000
ESOP and other stock-based compensation earned 93,229 80,489
Loss on sale of investments --- 9,437
Net gain on sale of other real estate --- (6,158)
Net increase in accrued income taxes 47,654 105,074
Net increase in accrued interest receivable (96,405) (191,776)
Net (increase) decrease in prepaid and other assets (112,361) 118,448
Net increase (decrease) in other liabilities 3,639 (75,983)
--------- --------
Net cash provided by operating activities 1,006,362 730,760
Cash flows from investing activities:
Proceeds from maturities of securities 3,155,123 3,173,243
Proceeds from sale of securities and other investments --- 2,966,765
Purchases of securities and other investments ( 4,432,584) (8,600,503)
Principal payments on securities 2,898,356 1,069,079
Principal payments on mortgage-backed securities 940,084 1,302,257
Purchases of mortgage-backed securities (6,129,445) (2,980,941)
Proceeds from sale of other real estate --- 157,291
Net increase in loans receivable (10,765,429) (3,865,726)
Purchases of premises and equipment (192,374) (109,585)
------------- -----------
Net cash used in investing activities (14,526,269) (6,888,120)
Cash flows from financing activities:
Dividends paid (230,807) (247,876)
Purchase of treasury stock (531,125) ---
Proceeds from exercised options 20,002 ---
Net increase in deposits 11,725,271 2,564,802
------------- -----------
Net cash provided by financing activities 10,983,341 2,316,926
Net decrease in cash and cash equivalents (2,536,566) (3,840,434)
Cash and cash equivalents at beginning of period 18,804,358 15,813,605
------------- -----------
Cash and cash equivalents at end of period $16,267,792 $11,973,171
==================== =================
See notes to consolidated financial statements.
Greene County Bancorp, Inc.
Notes to Financial Statements
As of and for the Three and Six Months Ended December 30, 2001 and 2000
(1) Basis of Presentation
The accompanying unaudited consolidated financial statements include the
accounts of Greene County Bancorp, Inc. (the "Company") and its wholly owned
subsidiary, The Bank of Greene County (the "Bank"). The financial statements
have been prepared in accordance with Generally Accepted Accounting Principles
(GAAP) for interim financial information and with the instructions to Form
10-QSB and Article 10 of Regulation S-X. Accordingly, they do not include all of
the information and footnotes required by GAAP for complete financial
statements. To the extent that information and footnotes required by GAAP for
complete financial statements are contained in or are consistent with the
audited financial statements incorporated by reference to the Company's Annual
Report on Form 10-KSB for the year ended June 30, 2001, such information and
footnotes have not been duplicated herein. In the opinion of management, all
adjustments (consisting of only normal recurring items) necessary for a fair
presentation of the financial position and results of operations and cash flows
at and for the periods presented have been included. All material inter-company
accounts and transactions have been eliminated in the consolidation. The results
of operations and other data for the three and six months ended December 31,
2001 are not necessarily indicative of results that may be expected for the
entire fiscal year ending June 30, 2002.
(2) Nature of Operations
The Bank has six full service offices and an operations center located in its
market area consisting of Greene County and southern Albany County, New York.
The Bank is primarily engaged in the business of attracting deposits from the
general public in the Bank's market area, and investing such deposits, together
with other sources of funds, in loans and investment securities.
(3) Use of Estimates
The preparation of financial statements in conformity with generally accepted
accounting principles 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 revenues and expenses during the reporting period.
Actual results could differ from those estimates. Material estimates that are
particularly susceptible to significant change in the near term related to the
determination of the allowance for loan losses and valuation of other real
estate owned ("OREO").
While management uses available information to recognize losses on loans and
OREO, future additions to the allowance for loan losses (the "Allowance"), or
OREO write-downs, may be necessary based on changes in economic conditions,
asset quality or other factors. In addition, various regulatory authorities, as
an integral part of their examination process, periodically review the Compan's
Allowance and the carrying value of OREO and other assets. Such authorities may
require the Company to recognize additions to the Allowance and/or write down
the carrying value of OREO or other assets based on their judgments of
information available to them at the time of their examination.
(4) Charter Conversion
On August 15, 2000, the Board of Directors of the Company unanimously approved a
plan to convert the Company's charter from a Delaware corporation regulated by
the New York Superintendent of Banks and the Board of Governors of the Federal
Reserve System to a Federal corporation regulated by the Office of Thrift
Supervision (the "OTS"). On April 2, 2001, the OTS approved the charter
conversion, which was approved by the stockholders of the Company on November
27, 2000. The mutual holding company (the "MHC") of the Company also received
OTS approval of its conversion from a state to federal charter on that date.
Among other things, the charter conversions will permit the MHC to waive the
receipt of dividends paid by the Company without causing dilution to the
ownership interest of the Company's minority stockholders in the event of a
conversion of the MHC to stock form. The waiving of dividends will increase
Company resources available for stock repurchases, payment of dividends to
minority stockholders, and investments.
As a financial institution subsidiary of the Company following the charter
conversion, the Bank must maintain at least 65% of its "portfolio assets" (total
assets minus goodwill and other intangible assets, office property and specified
liquid investments up to 20% of total assets) in certain "qualified thrift
investments" (primarily loans to purchase, refinance, construct, improve or
repair domestic residential housing, home equity loans, securities backed by or
representing an interest in mortgages on domestic residential housing, and
Federal Home Loan Bank stock) in at least 9 months out of every 12 month period.
A savings institution that fails the qualified thrift lender test is subject to
certain operating restrictions and may be required to convert to a bank charter.
At December 31, 2001, the Bank maintained 74.3% of its portfolio assets in
qualified thrift investments.
(5) Earnings Per Share
Basic earnings per share ("EPS") on common stock are computed by dividing net
income by the weighted average number of shares of common stock outstanding for
the period. Shares of restricted stock are not considered outstanding for the
calculation of basic earnings per share until they become fully vested. Diluted
earnings per share are computed in a manner similar to that of basic earnings
per share except that the weighted-average number of common shares outstanding
is increased to include the number of incremental common shares that would have
been outstanding under the treasury stock method if all potentially dilutive
common stock (such as stock options and unvested restricted stock) issued became
vested during the period. Unallocated common shares held by the ESOP are not
included in the weighted-average number of common shares outstanding for either
the basic or diluted earnings per share calculations.
Weighted Average
Number of Shares
Three Months Ended Net Income Outstanding Earnings Per Share
December 31, 2001: $381,401
Basic EPS 1,950,176 $0.20
Diluted EPS 2,002,292 $0.19
December 31, 2000: $249,620
Basic EPS 1,978,749 $0.13
Diluted EPS 1,995,526 $0.13
Weighted Average
Number of Shares
Six Months Ended Net Income Outstanding Earnings Per Share
December 31, 2001: $725,355
Basic EPS 1,962,023 $0.37
Diluted EPS 2,010,782 $0.36
December 31, 2000: $461,285
Basic EPS 1,979,944 $0.23
Diluted EPS 1,992,588 $0.23
(6) Dividends
The Board of Directors approved a semi-annual $0.25 cash dividend on July 18,
2001, for shareholders of record August 15, 2001, payable September 1, 2001. The
dividend reflected an annual cash dividend rate of $0.50 per share, which
represents an increase from the previous annual cash dividend rate of $0.24 per
share.
(7) Impact of Recent Accounting Pronouncements
In July 2001, the Financial Accounting Standards Board issued Statement No. 141,
"Business Combinations", which requires all business combinations to be
accounted for under the purchase method of accounting, thus eliminating the
pooling of interest method of accounting. The adoption of this statement in
fiscal 2002 will have no impact on the Company's consolidated financial
statements.
In July 2001, the Financial Accounting Standards Board issued Statement No. 142,
"Goodwill and Other Intangible Assets", which requires acquired intangible
assets (other than goodwill) to be amortized over their useful economic life,
while goodwill and any acquired intangible assets with an indefinite useful
economic life would not be amortized, but would be reviewed for impairment on an
annual basis based upon guidelines specified by the Statement. The adoption of
this statement in fiscal 2003 will have no impact on the Company's consolidated
financial statements.
In August 2001, the Financial Accounting Standards Board issued Statement No.
143, "Accounting for Asset Retirement Obligations", which requires the fair
value of a liability for an asset retirement obligation to be recognized in the
period in which it is incurred if a reasonable estimate of fair value can be
made. The associated asset retirement costs are capitalized as part of the
carrying amount of long-lived assets. SFAS No. 143 is effective for fiscal years
beginning after June 15, 2002. The Company is currently reviewing this statement
to determine its effect on the Company's financial statements.
In August 2001, the Financial Accounting Standards Board issued Statement No.
144, "Accounting for the Impairment or Disposal of Long-Lived Assets", which
supersedes SFAS No. 121, "Accounting for the Impairment of Long-Lived Assets and
for Long-Lived Assets to be Disposed of ', and the accounting and reporting
provisions of APB No. 30. SFAS No. 144 addresses financial accounting and
reporting for the impairment or disposal of long-lived assets and is effective
for fiscal years beginning after December 15, 2001, and interim periods within
those fiscal years. The Company is currently reviewing this statement to
determine its effect on the Company's consolidated financial statements.
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operation
General
The Company's results of operations depend primarily on its net interest income,
which is the difference between the income earned on the Company's loan and
securities portfolios and its cost of funds, consisting of the interest paid on
deposits and borrowings. Results of operations are also affected by the
Company's provision for loan losses, income and expense pertaining to other real
estate owned, gains and losses from sales of securities, non-interest income and
non-interest expense. Non-interest income consists primarily of fees and service
charges. The Company's non-interest expense consists principally of compensation
and employee benefits, occupancy, equipment and data processing, and other
operating expenses. Results of operations are also significantly affected by
general economic and competitive conditions, changes in interest rates, as well
as government policies and actions of regulatory authorities. Additionally,
future changes in applicable law, regulations or government policies may
materially affect the Company.
Special Note Regarding Forward Looking Statements
This quarterly report contains forward-looking statements. The Company desires
to take advantage of the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995 and is including this statement for the express
purpose of availing itself of the protections of the safe harbor with respect to
all such forward-looking statements. These forward-looking statements, which are
included in this Management's Discussion and Analysis and elsewhere in this
quarterly report, describe future plans or strategies and include the Company's
expectations of future financial results. The words "believe," "expect,"
"anticipate," "project," and similar expressions identify forward-looking
statements. The Company's ability to predict results or the effect of future
plans or strategies or qualitative or quantitative changes based on market risk
exposure is inherently uncertain. Factors that could affect actual results
include but are not limited to:
(a) changes in general market interest rates,
(b) general economic conditions,
(c) legislative and regulatory changes,
(d) monetary and fiscal policies of the U.S. Treasury and the Federal Reserve,
(e) changes in the quality or composition of the Company's loan and investment portfolios,
(f) deposit flows,
(g) competition, and
(h) demand for financial services in the Company's market area.
These factors should be considered in evaluating the forward-looking statements,
and undue reliance should not be placed on such statements, since results in
future periods may differ materially from those currently expected because of
various risks and uncertainties.
Comparison of Financial Condition as of December 31, 2001 and June 30, 2001
ASSETS. Total assets increased to $197.4 million at December 31, 2001 from
$185.1 million at June 30, 2001, an increase of $12.3 million, or 6.6%. The
increase in assets was primarily due to loan and investment growth that was
funded by increases in interest-bearing deposits and decreases in federal funds
holdings. The merger of a local competitor with an out-of-area institution has
continued to help in efforts to promote the Bank's lending and deposit products.
CASH AND CASH EQUIVALENTS. Cash and due from banks remained relatively
consistent at December 31, 2001 as compared to June 30, 2001 at $6.0 million and
$5.3 million, respectively. The level of cash and due from banks results from
fluctuations due to normal deposit account clearing activities and vault cash
needs, based on customer cash needs. Federal funds sold decreased to $10.3
million at December 31, 2001 from $13.5 million at June 30, 2001, a decrease of
$3.2 million, or 23.7%. Federal funds sold are partially a function of account
clearing needs and deposit levels, which can fluctuate significantly on a daily
basis. However, during the quarter-ended December 31, 2001, management attempted
to invest in higher yielding investment securities while still maintaining
adequate liquidity to fund loan growth.
INVESTMENT SECURITIES. Investment securities increased to $52.9 million at
December 31, 2001 as compared to $48.9 million at June 30, 2001, an increase of
$4.0 million, or 8.2%. Purchases were made of $10.5 million of investment
securities: $6.1 million of mortgage-backed securities, $4.0 million of callable
U.S. agency securities, and the remaining $0.4 million of various other type of
investments securities. These purchases were offset by maturities and principal
pay-downs. Maturities amounted to $3.2 million and pay-downs amounted to $2.9
million during the six-month period ended December 31, 2001. Net premium and
discount and changes in the market value of the investments represented the
remainder of the changes. As a result of these activities the investment
portfolio mix shifted. Mortgage-backed securities represented $12.6 million or
23.8% of the investment portfolio at December 31, 2001, as compared to $8.8
million or 18.0% of the portfolio at June 30, 2001. Corporate securities
represented $22.4 million or 42.4% of the portfolio at December 31, 2001 as
compared to $23.4 million or 47.9% of the portfolio at June 30, 2001. U.S.
government agencies represented $5.1 million or 9.7% of the portfolio at
December 31, 2001, as compared to $1.8 million or 3.7% as of June 30, 2001.
Change in the interest rate environment and economic conditions, as well as the
availability of securities contributed to the decisions to shift the portfolio
mix.
During the quarter ended December 31, 2001, the Bank pledged $200,000 of state
and political securities as required by a local community organization that
occasionally maintains more than $100,000 in deposits that would be insured by
FDIC insurance.
(Rounded to nearest thousand) Market value at Percentage Market value at Percentage
Dec. 31, 2001 of portfolio June 30, 2001 of portfolio
U.S. Treasuries $--- 0.0% $1,005 2.0%
U.S. government agencies 5,139 9.7% 1,794 3.7%
State and political subdivisions 9,710 18.3% 9,420 19.3%
Mortgage-backed securities 12,570 23.8% 8,783 18.0%
Asset-backed securities 1,831 3.5% 3,300 6.8%
Corporate debt securities 22,415 42.4% 23,432 47.9%
--------------- ----------- -------------- -------------
Total debt securities 51,665 97.7% 47,734 97.7%
Equity securities and other 1,207 2.3% 1,141 2.3%
--------------- ----------- -------------- -------------
Total available-for-sale securities $52,872 100.0% $48,875 100.0%
=============== =========== ============== =============
LOANS. Net loans receivable increased to $120.3 million at December 31, 2001
from $109.8 million at June 30, 2001, an increase of $10.5 million, or 9.6%. The
increase in loans was a result of the generally decreasing market interest rate
environment that increased customer demand, particularly for fixed-rate
residential mortgage loans. There has been a decrease in demand for consumer
installment loans since the tragedy of September 2001. Another factor
contributing to the increase in the Bank's market share of the local lending
demand was a merger of a former competitor with an out-of-area institution.
Growth primarily occurred in commercial real estate mortgages and residential
real estate mortgages, which includes construction loans. Residential real
estate mortgages increased to $98.1 million at December 31, 2001, an increase of
$8.6 million, or 9.6%. Construction loans contributed $2.6 million of the
overall increase in residential real estate mortgages. Commercial real estate
mortgages increased to $1.3 million, or 25.0% to $6.5 million at December 31,
2001. Residential mortgages represented 80.7% of the loan portfolio at December
31 and at June 30, 2001. A shift occurred in commercial real estate mortgages to
5.3% of the loan portfolio at December 31, 2001 from 4.7% of the loan portfolio
at June 30, 2001. This shift appears to be a result of successful business
development efforts to attract commercial customers to the various products and
services offered by the Bank.
(Rounded to nearest thousand) At Percentage At Percentage
Dec. 31, 2001 of June 30, 2001 of
portfolio portfolio
Real estate mortgages
Residential $98,078 80.7% $89,528 80.7%
Commercial 6,490 5.3% 5,239 4.7%
Home equity loans 6,558 5.4% 6,138 5.6%
Commercial loans 3,885 3.2% 3,291 3.0%
Installment loans 5,940 4.9% 6,128 5.5%
Passbook loans 632 0.5% 596 0.5%
----------- ------------ -------------- ----------
Total loans $121,583 100.0% $110,920 100.0%
=========== ============ ============== ==========
ALLOWANCE FOR LOAN LOSS. The allowance for loan loss is established through a
provision for loan losses based on management's evaluation of the risk inherent
in the loan portfolio, the composition of the loan portfolio, specific impaired
loans and current economic conditions. Such evaluation, which includes a review
of all loans on which full collectibility may not be reasonably assured,
considers among other matters, the estimated net realizable value or the fair
value of the underlying collateral, economic conditions, historical loan loss
experience and other factors that warrant recognition in providing for an
adequate loan loss allowance. In addition, various regulatory agencies, as an
integral part of their examination process, periodically review the Bank's
allowance for loan losses and valuation of OREO. Such agencies may require the
Bank to recognize additions to the allowance based on their judgment about
information available to them at the time of their examination. The allowance
for loan losses is increased by a provision for loan losses (which results in a
charge to expense) and is reduced by net charge-offs. Management will continue
to monitor and modify the level of the allowance for loan losses in order to
maintain it at a level which management considers adequate to provide for
potential loan losses.
In October 2001, the Bank started a new lending product called Carefree
Overdraft Protection, which permits the overdrawing of checking accounts to
various levels based on the account type, and customer history. Consequently,
the Bank extended more credit on checking and NOW accounts than in the past and
an increase in the allowance for loan losses was established of $23,900, which
contributed to the overall increase in the size of the provision and the
allowance itself.
Six-Months Ended Fiscal Year Ended
December 31, 2001 June 30, 2001
Balance at the beginning of the period $886,081 $866,443
Charge-offs:
Commercial real estate mortgage loans --- 26,432
Home equity loans 2,380 ---
Installment loans to individuals 18,624 50,483
--------------- ---------------
Total loans charged off 21,004 76,915
Recoveries:
Installment loans to individuals 12,076 36,553
--------------- ----------------
Total recoveries 12,076 36,553
--------------- -----------------
Net charge-offs 8,928 40,362
Provisions charged to operations 98,900 60,000
--------------- -----------------
Balance at the end of the period $976,053 $886,081
=============== =================
Ratio of net charge-offs to average loans outstanding 0.01% 0.04%
Ratio of net charge-offs to nonperforming assets 1.29% 5.22%
Allowance for loan loss to nonperforming loans 170.30% 119.18%
Allowance for loan loss to net loans 0.81% 0.81%
Nonaccrual Loans and Nonperforming Assets
Loans are reviewed on a regular basis. Management determines that a loan is
impaired or nonperforming when it is probable at least a portion of the loan
will not be collected due to an irreversible deterioration in the financial
condition of the borrower or the value of the underlying collateral. When a loan
is determined to be impaired, the measurement of the loan is based on the
present value of estimated future cash flows, except that all
collateral-dependent loans are measured for impairment based on the fair value
of the collateral. Management places loans on nonaccrual status once the loans
have become over 90 days delinquent. Nonaccrual is defined as a loan in which
collectibility is questionable and therefore interest on the loan will no longer
be recognized on an accrual basis. A loan does not have to be 90 days delinquent
in order to be classified as nonperforming. Other real estate owned is
considered nonperforming. The Bank had no accruing loans delinquent more than 90
days at December 31, 2001 or June 30, 2001.
Analysis of Nonaccrual Loans and Nonperforming Assets
At December 31, 2001 At June 30, 2001
Nonaccruing loans:
Real estate mortgage loans
Residential mortgages loans (one- to four-family) $546,897 $660,607
Commercial mortgage loans --- 71,711
Home equity 14,918 2,380
Installment loans to individuals 11,325 8,770
------------------------ -------------------
Total nonaccruing loans 573,140 743,468
Real Estate Owned:
Residential mortgages loans (one- to four-family) 87,199 ---
Commercial mortgage loans 30,229 30,229
------------------------ -------------------
Total real estate owned 117,428 30,229
------------------------ -------------------
Total nonperforming assets $690,568 $773,697
======================== ===================
Total nonperforming assets
as a percentage of total assets 0.35% 0.42%
Total nonperforming loans to total loans 0.47% 0.67%
DEPOSITS. Total deposits increased to $165.9 million at December 31, 2001 from
$154.2 million at June 30, 2001, an increase of $11.7 million or 7.6%. The most
significant dollar volume increase occurred in certificates of deposits of $5.1
million or 8.8%. Money market deposits had the most significant percentage
increase of 29.6% or $2.7 million to $11.9 million at December 31, 2001.
Customers appear to be attracted to the slightly higher rate offered on the
money market accounts as compared to the standard savings accounts. The money
market accounts also offer more flexibility than a certificate of deposit,
resulting in a lower rate. The Bank has been successful in marketing its
products and services to local commercial accounts which has contributed to
growth in money market and checking accounts and which has resulted in a shift
in the overall deposit portfolio mix from savings deposits to money market
deposits and checking deposit accounts. A shift in the level of investment in
the stock market to more conservative investment alternatives such as cash
accounts appears to have enhanced deposit growth.
(Rounded to nearest thousand) At Percentage At Percentage
December 31, 2001 of portfolio June 30, 2001 of portfolio
Non-interest bearing deposits $18,393 11.1% $18,418 11.9%
Certificates of deposit 63,236 38.1% 58,113 37.7%
Savings deposits 59,270 35.7% 57,021 37.0%
Money market deposits 11,916 7.2% 9,194 6.0%
NOW deposits 13,103 7.9% 11,446 7.4%
-------------- ------------- ----------- ----------
Total deposits $165,918 100.0% $154,192 100.0%
============== ============= =========== ==========
BORROWINGS FROM FHLB. There was no change in the borrowings between June 30,
2001 and December 31, 2001.
At December 31 and June 30, 2001, the Bank had the following borrowings:
Amount Rate Maturity Date
$2,500,000 6.82% -Fixed 09/02/2004
2,500,000 6.80% -Fixed 10/04/2005
------------------
$5,000,000
==================
ACCRUED EXPENSES AND OTHER LIABILITIES. At December 31, 2001, accrued expenses
and other liabilities amounted to approximately $0.8 million as compared to $0.6
million at June 30, 2001, an increase of $0.2 million. The increase was
primarily due to increased deferred taxes associated with unrealized gains on
available-for-sale securities. The remaining accrued expenses and other
liabilities remained consistent between June 30, 2001 and December 31, 2001.
EQUITY. The primary changes in equity included changes in retained earnings,
accumulated comprehensive income and treasury stock. Retained earnings increased
$494,548 due to net income of $725,355 offset by dividends paid of $230,807.
Unrealized gains on investment securities caused accumulated other comprehensive
income to increase by $243,461 to $742,483 at December 31, 2001. Treasury stock
increased $503,896 to $1,579,819 due to the repurchase of 37,500 shares of
common stock, offset by option exercises of 2,540 shares. The remaining changes
in equity are due to amortization of compensation expense associated with the
Employee Stock Ownership Plan ("ESOP") and stock-based compensation expense
associated with the Management Recognition and Retention Plan.
Comparison of Operating Results for the Three and Six Months Ended December 31,
2001 and 2000
INTEREST INCOME. Total interest income increased by $542,691 or 9.6%, to
$6,191,419 for the six-months ended December 31, 2001 as compared to $5,648,728
for the six-months ended December 31, 2000. Total interest income increased by
$232,062 or 8.1%, to $3,082,831 for the quarter ended December 31, 2001 as
compared to $2,850,769 for the quarter ended December 31, 2000. For the
six-month period ended December 31, 2001, as compared to the six-month period
ended December 31, 2000 the most significant factor contributing to the increase
in interest income was the increase in the average balance of loans outstanding
during the six-month period. The average balance of loans for the six-month
period ended December 31, 2001, amounted to $116.7 million as compared to $99.2
million for the six-month period ended December 31, 2001. The increase in
average balance of loans was partially offset by decreases in the yield on such
loans by 11 basis points to 7.61% for the six-month period ended December 31,
2001 as compared to 7.72% for the six-month period ended December 31, 2000. The
average balance of loans increased during the quarter-ended December 31, 2001 to
$119.0 million as compared to $100.4 million for the quarter-ended December 31,
2000. The average rate on such loans decreased 23 basis points for the
quarter-ended December 31, 2001 to 7.56% as compared to 7.79% for the
quarter-ended December 31, 2000.
The positive increases in interest income from loans for the quarter and
six-month period ended December 31, 2001 of $294,856 and $610,075, respectively,
was offset by decreases in interest income on investment securities and
interest-bearing deposits and federal funds sold. The most significant decrease
occurred as a result of decreases in the average yield on investment securities
of 47 basis points to 5.80% for the quarter-ended December 31, 2001 as compared
to 6.27% for the quarter-ended December 31, 2000. This change due to yield was
offset partially by an increase in average balance of investment securities to
$51.6 million for the quarter-ended December 31, 2001 as compared to $50.5
million for the quarter-ended December 31, 2000.
Other factors causing changes in interest income were changes in the volume and
yield associated with federal funds sold balances. The average balance of
federal funds increased to $14.0 million for the six-month period ended December
31, 2001 as compared to $6.6 million for the six-month period ended December 31,
2000. However, the increase in average balances was offset by a decrease in
average yield of 448 basis points to 2.97% for the six-month period ended
December 31, 2001 as compared to 7.45% for the six-month period ended December
31, 2000. The significant increase in the level of cash at December 31, 2001 was
a result of maturing securities at the end of the quarter. Management also
anticipated liquidity requirements needed in order to fund loan commitments and
tax escrow payments due early in January 2002.
The decreases in yield on the various types of interest-earning assets discussed
above was primarily a result of the generally declining interest rate
environment experienced between June 30, 2001 and December 31, 2001. The lower
interest rate environment was a result of the Federal Reserve Board's actions
aimed to address the generally slowing U.S. economy.
INTEREST EXPENSE. Total interest expense decreased by $169,424 or 6.2% to
$2,579,185 for the six-month period ended December 31, 2001 as compared to
$2,748,609 for the six-month period ended December 31, 2000. Total interest
expense decreased $141,264 or 10.2% to $1,237,771 for the quarter ended December
31, 2001 as compared to $1,379,035 for the quarter ended December 31, 2000. The
most significant factor contributing to the decrease in interest expense was the
decrease in average borrowing outstanding for both the quarter and six-month
period ended December 31, 2001. The average borrowing outstanding for the
quarter and six-month period ended December 31, 2001 was $5.0 million as
compared to $10.0 million for the quarter and six-month period ended December
31, 2000. This resulted in decreases of $84,664 and $166,315 in interest expense
on such borrowings for the quarter and six-month periods ended December 31, 2001
as compared to the quarter and six-month periods ended December 31, 2000.
Interest expense on deposits for the six-month period ended December 31, 2001
was relatively consistent with the expense for the same six-month period the
prior year ended December 31, 2000, despite increases in the average balance in
deposit accounts. The average balance in deposit accounts amounted to $162.0
million for the six-month period ended December 31, 2001 as compared to $133.8
for the six-month period ended December 31, 2000, an increase in average balance
of $28.2 million. The savings deposit average rate decreased 72 basis points to
2.50% for the six-month period ended December 31, 2001 as compared to 3.22% for
the six-month period ended December 31, 2000. The demand and NOW deposit average
rate decreased 21 basis points to 0.54% for the six-month period ended December
31, 2001 as compared to 0.75% for the six-month period ended December 31, 2000.
The certificates of deposit average rate decreased 58 basis points to 4.72% for
the six-month period ended December 31, 2001 as compared to 5.30% for the
six-month period ended December 31, 2000.
The comparison of the quarter-end trends was similar to the six-month trends
discussed above. Interest expense on deposits decreased 4.7% or $56,600 to
$1,151,946 for the quarter ended December 31, 2001 as compared to $1,208,546 for
the quarter-ended December 31, 2000. The decrease in interest expense was
primarily the result of decreases in the average rate on deposits. The average
balance of deposit accounts for the quarter ended December 31, 2001 amounted to
$164.5 million as compared to $133.7 million for the quarter ended December 31,
2000, an increase of $30.8 million. This increase was offset by decreases in
average rate, such as a decrease of 93 basis points in the average rate on
savings deposits to 2.30% for the quarter ended December 31, 2001 as compared to
3.23% for the quarter ended December 31, 2000. The average rate on demand and
NOW deposits decreased 23 basis points to 0.51% for the quarter ended December
31, 2001 as compared to 0.74% for the quarter ended December 31, 2000. The
average rate on certificates of deposit decreased 86 basis points to 4.49% for
the quarter ended December 31, 2001 as compared to 5.35% for the quarter ended
December 31, 2000.
The decrease in average rate when comparing the quarter and six-month periods
ended December 31, 2001 to the same periods ended December 31, 2000 was
primarily a result of the decrease in the overall interest rate environment.
NET INTEREST INCOME. Net interest income is a function of interest income and
interest expense. As a result of changes in interest-earning assets and
interest-bearing liabilities and the corresponding yield and rate on such, net
interest spread increased to 3.71% for the six-month period ended December 31,
2001 as compared to 3.36% for the six-month period ended December 31, 2000, an
improvement of 35 basis points. Also, net interest margin increased to 3.96% for
the six-month period ended December 31, 2001 as compared to 3.69% for the
six-month period ended December 31, 2000, an improvement of 27 basis points. Net
interest spread increased to 3.79% for the quarter ended December 31, 2001 as
compared to 3.43% for the quarter ended December 31, 2000, an improvement of 36
basis points. Also, net interest margin increased to 4.02% for the quarter ended
December 31, 2001 as compared to 3.75% for the quarter ended December 31, 2000,
an improvement of 27 basis points. The improvement in net interest income was
one of the primary reasons for the overall improvement in net income.
PROVISIONS FOR LOAN LOSSES. The Company establishes provisions for loan losses,
which are charged to operations, in order to maintain the allowance for loan
losses at a level that is deemed appropriate to absorb future charge-offs and
loans deemed uncollectible. In determining the appropriate level of the
allowance for loan losses, management considers past and anticipated loss
experience, collateral values, current and anticipated economic conditions,
volume and type of lending activities and the level of non-performing and other
classified loans. Management has also added a component to the allocation of the
allowance for loan losses to correspond to the estimated potential risk involved
in the new Carefree Overdraft Privilege facility offered to various customers of
the Bank. The allowance is based on estimates and the ultimate losses may vary
from such estimates. Management of the Company assesses the allowance for loan
losses on a quarterly basis and makes provisions for loan losses in order to
maintain the adequacy of the allowance.
Provisions for loan losses for the six-month period ended December 31, 2001
amounted to $98,900 as compared to $30,000 for the six-month period ended
December 31, 2000. Provisions for loan losses for the quarter-ended December 31,
2001 amounted to $68,900 as compared to $15,000 for the quarter-ended December
31, 2000. The reasons for the change in provision included the additional risk
assessment associated with the new Carefree Overdraft Privilege product, the
changes required because of a shift in the loan portfolio to more commercial
real estate mortgages and commercial loans than in prior periods as well as
requirements due to the growth of the overall loan portfolio.
NON-INTEREST INCOME. Non-interest income amounted to $816,207 for the six-month
period ended December 31, 2001 as compared to $551,804 for the prior year
six-month period ended December 31, 2000, an increase of $264,403 or 47.9%.
Non-interest income was $463,910 for the quarter ended December 31, 2001 as
compared to $300,947 for the prior year quarter ended December 31, 2000, an
increase of $162,963 or 54.2%. One item which impacted both the six-month period
and quarter ended December 31, 2001 was the introduction of the Carefree
Overdraft Privilege product, in October 2001. The same fee that would apply to a
check drawn on insufficient funds or an uncollected item is charged when the
overdraft privilege is used; however, in this case the customers' check is not
returned, but paid and a fee is collected. The product has proven to be
successful in terms of increased non-interest income and customer satisfaction.
Fees associated with and revenue produced from charging on non-customer use of
the Bank's ATM machines, merchant debit card processing and various loan fees
such as application fees and mortgage lock-in fees continue to grow as the
Bank's customer base grows and new branches begin to prosper. During the prior
year quarter ended December 31, 2000, an item contributing to the level of other
income was a gain on the sale of an investment security of $44,000, as well as a
gain of $17,000 recognized on a sale of REO property. No such one time income
producing activities occurred during the six-month period or quarter ended
December 31, 2001.
NON-INTEREST EXPENSE. Non-interest expense increased to $3,326,786 for the six
month period ended December 31, 2001 as compared to $2,788,480 for the six month
period ended December 31, 2000, an increase of $538,306 or 19.3%. Non-interest
expense amounted to $1,710,269 for the quarter ended December 31, 2001 as
compared to $1,384,561 for the quarter ended December 31, 2000, an increase of
$325,708 or 23.5%. Salaries and employee benefits increased $199,369 or 13.9%
for the six-month period ended December 31, 2001 and $111,398 or 15.3% for the
quarter ended December 31, 2001 as compared to the prior year same six-month
period and quarter, as a result of additional staff required for the new
Westerlo branch, annual raises, and increased costs of health care and
retirement plan coverage. Increased expenses associated with service fees and
data processing and a portion of the other operating expenses are directly
related to the increase in the volume of loan and deposit accounts at the Bank.
It should be noted that the Bank's data processing provider recently merged with
another entity, which could potentially impact the level and rate of expenses
associated with these core processing functions in the future. Some items
contributing to the category of other non-interest expense include telephone,
postage, courier and insurance and are directly related to the growth in the
institution. Other non-interest expense include such items as professional and
consulting fees which fluctuate depending upon the various projects being
undertaken by the institution. A consultant was used to assist in the
development and implementation of the Carefree Overdraft Privilege product which
has received and will continue to receive remuneration based on the success of
the product over the year-long implementation phase.
INCOME TAXES. The provision for income taxes directly reflects the expected tax
associated with the revenue generated for the given year and certain regulatory
requirements. Income tax expense for the six-month period ended December 31,
2001 was $277,400, which represented an effective rate of 27.7% as compared to
$172,158, which represented an effective rate of 27.1% for the same six-month
period the prior year.
Item 3. Market Risk
Market risk is the risk of loss in a financial instrument arising from adverse
changes in market rates or prices such as interest rates, foreign currency
exchange rates, commodity prices, and equity prices. The Company's most
significant form of market risk is interest rate risk since the majority of the
Company's assets and liabilities are sensitive to changes in interest rates. The
Company's primary sources of funds are deposits and proceeds from principal and
interest payments on loans, mortgage-backed securities and debt securities, with
lines of credit available through the Federal Home Loan Bank as needed. While
maturities and scheduled amortization of loans and securities are predictable
sources of funds, deposit outflows, mortgage prepayments, and lending activities
are greatly influenced by general interest rates, economic conditions and
competition.
During the last year the declining market interest rate environment has helped
to improve the net interest spread and margin; however, an increasing market
interest rate environment may have the reverse effect.
Mortgage loan commitments totaled $2.5 million at December 31, 2001. The unused
portion of overdraft lines of credit amounted to $0.8 million, the unused
portion of home equity lines of credit amounted to $0.6 million, and the unused
portion of commercial lines of credit amounted to $1.6 million at December 31,
2001. The Company anticipates that it will have sufficient funds available to
meet current loan commitments based on the level of cash and cash equivalents as
well as the available for sale investment portfolio.
The Bank met all capital regulatory at December 31, 2001 and 2000. Shareholders'
equity represented 12.9% of total assets at December 31, 2001 and 13.6% of total
assets at June 30, 2001.
Recent Developments
The Board of Directors declared a semi-annual cash dividend of $0.28 per share
of the Company's common stock. The dividend reflects an annual cash dividend
rate of $0.56 per share, which represents an increase from the current annual
cash dividend rate of $.50 per share. The dividend will be payable to
stockholders of record as of February 15, 2002, and will be paid on March 1,
2002.
On January 15, 2002, the Board of Directors also authorized the continuation of
the buyback program under the same terms and conditions originally authorized on
December 19, 2000. The program authorized the repurchase of up to 5% of the
Company's outstanding shares or 102,200 shares. Due to market conditions a total
of 54,500 shares had been repurchased at an average cost of $12.90. The Board of
Directors has authorized the buyback of the remaining 47,800 shares under the
plan.
Part II. Other Information
Item 1. Legal Proceedings
The Company is not engaged in any material legal proceedings
at the present time.
Item 2. Changes in Securities and Use of Proceeds
Not applicable
Item 3. Defaults Upon Senior Securities
Not applicable
Item 4. Submission of Matters to a Vote of Security Holders
On October 24, 2001 the Company held an annual meeting of shareholders. At the
meeting, proposals to (1) elect Director Walter H. Ingalls, Paul Slutzky, and
David H. Jenkins, DVM each to serve as director for three-year terms and until
their successors have been elected and qualified, and (2) ratify the engagement
of PricewaterhouseCoopers LLP, to be the Company's auditors for the June 30,
2002 fiscal year were approved. The votes cast for and against these proposals
were as follows:
Election to the Board Directors For Withheld
------------ ----------
Walter H. Ingalls 1,878,708 3,534
Paul Slutzky 1,878,460 3,782
David H. Jenkins, DVM 1,878,820 3,422
Ratification of PricewaterhouseCoopers LLP For Against Abstain
------------ ---------- ----------
Number of votes 1,877,679 3,069 1,494
Item 5. Other Information
Not applicable
Item 6. Exhibits and Reports on Form 8-K
Not applicable
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed by the undersigned thereunto
duly authorized.
Greene County Bancorp, Inc.
Date: February 13, 2002
By: /s/ J. Bruce Whittaker
J. Bruce Whittaker
President and Chief Executive Officer
Date: February 13, 2002
By: /s/ Michelle Plummer
Michelle Plummer
Chief Financial Officer