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): July 20, 2004
Riverview Bancorp, Inc.
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(Exact name of registrant as specified in its charter)
Washington 0-22957 91-1838969
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State or other jurisdiction Commission (I.R.S. Employer
of incorporation File Number Identification No.)
900 Washington Street, Suite 900, Vancouver, Washington 98660
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number (including area code) (360) 693-6650
Not Applicable
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(Former name or former address, if changed since last report)
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
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(c) Exhibits
99.1 News Release of Riverview Bancorp, Inc. dated July 20, 2004
Item 12. Results of Operations and Financial Condition
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On July 20, 2004, Riverview Bancorp, Inc. issued its earnings release for
the quarter ended June 30, 2004. A copy of the earnings release is attached
hereto as Exhibit 99.1, which is incorporated herein by reference.
SIGNATURES
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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.
RIVERVIEW BANCORP, INC.
DATE: July 28, 2004 By: /s/ Ronald Dobyns
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Ronald Dobyns
Senior Vice President and Chief Financial Officer
Exhibit 99.1
Contacts: Pat Sheaffer, Chairman/C.E.O., 360-693-6650
Ron Wysaske, President/C.O.O., 360-693-6650
RIVERVIEW BANCORP PROFITS INCREASE 47% TO $2.2 MILLION FOR FIRST FISCAL
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QUARTER AS REVENUES INCREASE 31%
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Vancouver, WA - July 20, 2004 - Riverview Bancorp, Inc. (Nasdaq: RVSB) today
reported strong loan and deposit growth and a substantial asset sale
contributed to a 47% increase in net income for the first fiscal quarter ended
June 30, 2004. Net income for the quarter grew to $2.2 million, or $0.45 per
diluted share, compared to $1.5 million, or $0.34 per diluted share in the
like quarter a year ago.
"Over the past year we have continued to grow our balance sheet by attracting
new deposits and building our loan portfolio to reflect more of a commercial
loan mix. The success of these initiatives, coupled with the continuing
benefits from our acquisition of Today's Bancorp, has energized the entire
organization and generated double digit profit growth," said Pat Sheaffer,
Chairman and CEO. "To share our success with shareholders, we recently
increased our quarterly cash dividend 11% to $0.155 per share."
First quarter revenues (net interest income before the provision for loan
losses + non-interest income) increased 31% to $8.2 million for the quarter,
compared to $6.2 million in the first fiscal quarter last year. Net interest
income before the provision for loan losses increased 20% to $5.6 million for
the quarter, compared to $4.6 million for the like quarter last fiscal year.
For the fiscal first quarter, net interest income after provision for loan
losses grew 19% to $5.4 million, compared to $4.6 million for the like quarter
a year ago. For the quarter, the net interest margin was 4.90% compared to
4.87% in the previous quarter and 4.95% for the first fiscal quarter last
year.
"In the first quarter, we announced the sale and leaseback of the Camas branch
and operations center. We made this decision because our operations
departments, which worked out of the Camas branch, were at capacity and
running out of space. We plan to use the proceeds from the sale to expand our
operations departments in another facility in Southwest Washington. The Camas
branch will continue to operate as it has for the past 30 years at this
location," said Sheaffer. Fiscal first quarter non-interest income increased
63% to $2.6 million, compared to $1.6 million in the like quarter a year ago.
This increase was largely due to the $828,000 pre-tax gain on the sale of the
Camas branch and operations center, which contributed approximately $0.11 per
diluted share to earnings.
"Primarily due to the added personnel that came to us through the Today's Bank
acquisition last July, fiscal first quarter, non-interest expense was $4.8
million compared to $3.9 million a year earlier," said Sheaffer. Net of
intangible amortization, the efficiency ratio improved to 57.54% for the
quarter, compared to 62.03% in the fourth fiscal quarter of 2004 and 59.90% in
2004's first fiscal quarter.
Total assets increased 17% to $515 million at June 30, 2004 compared to $440
million a year earlier. Deposits grew 18% to $403 million compared to $340
million at June 30, 2003. Shareholders' equity increased 20% to $66 million
and book value grew 10% to $13.83 per share over the 12-month period.
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Riverview Bancorp, Inc.
July 20, 2003
Page 2
"Our loan portfolio continued to grow at double digit rates compared to year
ago levels," said Ron Wysaske, President and COO. "The acquisition brought
substantial growth to our commercial loan portfolio. Commercial and
commercial real estate loans have increased 72% from a year ago and now
account for 58% of the loan portfolio, compared to 43% of the portfolio at
June 30, 2003." Net loans at June 30, 2004, increased 29% to $382 million,
compared to $296 million at June 30, 2003. Single family lending represents
just 12% of Riverview's loan portfolio.
Credit quality remains high, as non-performing assets were 0.34% of total
assets at June 30, 2004, a 5 basis point improvement from 0.39% of total
assets at March 31, 2004. The allowance for loan losses remained steady at
$4.5 million or 1.16% of total net loans outstanding at June 30, 2004.
Riverview's profitability measures improved as annualized return on average
assets reached 1.74% and annualized return on average equity was 13.32% in the
first quarter of fiscal 2005 compared to 1.47% and 10.77% for the same period
a year ago.
Riverview Bancorp will host a conference call today, Tuesday, July 20th, at
8:00 a.m. PDT, to discuss first fiscal quarter results. The conference call
can be accessed live by telephone at 303-262-2211. To listen to the call
online go to www.actioncast.acttel.com and use event ID 23320. An archived
recording of the call can be accessed by dialing 303-590-3000 access code
11001327# until Tuesday, July 27, 2004 or via the internet at
www.actioncast.acttel.com and use event ID 23320.
Riverview Bancorp, Inc. (www.riverviewbank.com) is headquartered in Vancouver,
Washington - just north of Portland, Oregon on the I-5 corridor. It is the
parent company of the 81 year-old Riverview Community Bank, as well as
Riverview Mortgage and Riverview Asset Management Corp. There are 13
Southwest Washington branches, including nine in Clark County - the second
fastest growing county in the state - and one lending center. The bank offers
true community banking services, focusing on providing the highest quality
service and financial products to commercial and retail customers.
Statements concerning future performance, developments or events, concerning
expectations for growth and market forecasts, and any other guidance on future
periods, constitute forward-looking statements, which are subject to a number
of risks and uncertainties that might cause actual results to differ
materially from stated objectives. These factors include but are not limited
to: RVSB's ability to integrate the Today's Bancorp acquisition and
efficiently manage expenses, competitive factors, interest rate fluctuations,
regional economic conditions and government and regulatory actions.
Additional factors that could cause actual results to differ materially are
disclosed in Riverview Bancorp's recent filings with the SEC, including but
not limited to Annual Reports on Form 10-K, quarterly reports on Form 10-Q and
current reports on Form 8-K.
(tables follow)
Riverview Bancorp, Inc.
July 20, 2004
Page 3
RIVERVIEW BANCORP, INC. AND SUBSIDIARY
Consolidated Balance Sheets
June 30, 2004, MARCH 31, 2004 and June 30, 2003
(In thousands, except share data) June 30, March 31, June 30,
(Unaudited) 2004 2004 2003
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ASSETS
Cash (including interest-earning accounts
of $17,235, $32,334 and $68,484) $ 37,341 $ 47,907 $ 88,939
Loans held for sale 821 407 1,308
Investment securities available for sale,
at fair value (amortized cost of $32,713,
$32,751 and $20,292) 32,079 32,883 19,745
Mortgage-backed securities held to maturity,
at amortized cost (fair value of $2,488,
$2,591 and $3,123) 2,448 2,517 3,087
Mortgage-backed securities available for
sale, at fair value (amortized cost of
$14,386, $10,417 and $9,825) 14,303 10,607 10,109
Loans receivable (net of allowance for loan
losses of $4,489, $4,481 and $2,793) 382,057 381,127 296,451
Real estate owned 460 742 445
Prepaid expenses and other assets 3,604 1,289 1,033
Accrued interest receivable 1,705 1,786 1,418
Federal Home Loan Bank stock, at cost 6,078 6,034 5,706
Premises and equipment, net 8,618 9,735 9,497
Deferred income taxes, net 3,089 2,736 1,607
Mortgage servicing rights, net 601 624 481
Goodwill 9,214 9,214
Core deposit intangible, net 678 758 287
Bank owned life insurance 12,275 12,121 -
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TOTAL ASSETS $515,371 $520,487 $440,113
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LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES:
Deposit accounts $402,632 $409,115 $340,036
Accrued expenses and other liabilities 6,402 5,862 4,853
Advance payments by borrowers for taxes
and insurance 94 328 60
Federal Home Loan Bank advances 40,000 40,000 40,000
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Total liabilities 449,128 455,305 384,949
SHAREHOLDERS' EQUITY:
Serial preferred stock, $.01 par value;
250,000 authorized, issued and
outstanding, none - - -
Common stock, $.01 par value; 50,000,000
authorized, issued and outstanding:
June 30, 2004 - 4,986,979 issued,
4,789,911 outstanding;
March 31, 2004 - 4,974,979 issued,
4,777,911 outstanding
June 30, 2003 - 4,602,535 issued,
4,375,696 outstanding 50 50 46
Additional paid-in capital 40,427 40,187 33,777
Retained earnings 27,786 26,330 23,275
Unearned shares issued to employee
stock ownership trust (1,547) (1,598) (1,753)
Unearned shares held by the management
recognition and development plan - - (7)
Accumulated other comprehensive
income (loss) (473) 213 (174)
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Total shareholders' equity 66,243 65,182 55,164
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TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $515,371 $520,487 $440,113
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Riverview Bancorp, Inc.
July 20, 2004
Page 4
RIVERVIEW BANCORP, INC. AND SUBSIDIARY Three Months Ended
Consolidated Statements of Income June 30,
(In thousands, except share data) (Unaudited) 2004 2003
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INTEREST INCOME:
Interest and fees on loans receivable $ 6,626 $ 5,669
Interest on investment securities 168 67
Interest on mortgage-backed securities 160 181
Other interest and dividends 139 214
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Total interest income 7,093 6,131
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INTEREST EXPENSE:
Interest on deposits 1,043 1,009
Interest on borrowings 496 495
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Total interest expense 1,539 1,504
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Net interest income 5,554 4,627
Less provision for loan losses 140 70
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Net interest income after
provision for loan losses 5,414 4,557
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NON-INTEREST INCOME:
Fees and service charges 1,170 1,173
Asset management fees 272 223
Gain on sale of loans held for sale 175 304
Loan servicing income (expense) 19 (108)
Gain on sale of land and fixed assets 828 -
Bank owned life insurance 154 -
Other 22 24
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Total non-interest income 2,640 1,616
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NON-INTEREST EXPENSE:
Salaries and employee benefits 2,646 2,249
Occupancy and depreciation 773 586
Data processing 249 204
Amortization of core deposit intangible 81 82
Advertising and marketing expense 251 269
FDIC insurance premium 15 12
State and local taxes 153 94
Telecommunications 64 48
Professional fees 123 89
Other 477 302
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Total non-interest expense 4,832 3,935
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INCOME BEFORE FEDERAL INCOME TAXES 3,222 2,238
PROVISION FOR FEDERAL INCOME TAXES 1,023 738
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NET INCOME $ 2,199 $ 1,500
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Earnings per common share:
Basic $ 0.46 $ 0.34
Diluted 0.45 0.34
Weighted average number of shares outstanding:
Basic 4,790,785 4,371,380
Diluted 4,864,583 4,442,363
(more)
Riverview Bancorp, Inc.
July 20, 2004
Page 5
RIVERVIEW BANCORP, INC. AND SUBSIDIARY
FINANCIAL HIGHLIGHTS
(Unaudited)
AT OR FOR THE
THREE MONTHS AT OR FOR THE
ENDED YEAR ENDED
JUNE 30, 2004 MARCH 31, 2004
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(Dollars in thousands, except share data)
FINANCIAL CONDITION DATA
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Average interest-earning assets $ 458,378 $ 443,525
Average interest-bearing liabilities 375,594 361,984
Net average earning assets 82,784 81,541
Non-performing assets 1,730 2,043
Non-performing loans 1,270 1,301
Allowance for loan losses 4,489 4,481
Average interest-earning assets to
average interest-bearing liabilities 122.04% 122.53%
Allowance for loan losses to
non-performing loans 353.46% 344.43%
Allowance for loan losses to net loans 1.16% 1.16%
Non-performing loans to total net loans 0.33% 0.34%
Non-performing assets to total assets 0.34% 0.39%
Shareholders' equity to assets 12.85% 12.52%
Number of banking facilities 14 14
AT OR FOR THE
THREE MONTHS ENDED
JUNE 30,
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SELECTED OPERATING DATA 2004 2003
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(Dollars in thousands, except share data)
Efficiency ratio (4) 58.97% 63.03%
Efficiency ratio net of intangible amortization 57.54% 59.90%
Coverage ratio net of intangible amortization 116.90% 120.09%
Return on average assets (1) 1.74% 1.47%
Return on average equity (1) 13.32% 10.77%
Net interest margin 4.90% 4.95%
PER SHARE DATA
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Basic earnings per share (2) $ 0.46 $ 0.34
Diluted earnings per share (3) 0.45 0.34
Book value per share (2) 13.83 12.61
Tangible book value per share (2) 11.64 12.43
Market price per share:
High for period 21.000 18.300
Low for the period 19.490 16.300
Close for period end 20.730 18.300
Cash dividends declared per share 0.155 0.140
Average number of shares outstanding:
Basic (2) 4,790,785 4,371,380
Diluted (3) 4,864,583 4,442,363
(1) Amounts are annualized.
(2) Amounts calculated exclude ESOP shares not committed to be released.
(3) Amounts calculated exclude ESOP shares not committed to be released and
include common stock equivalents.
(4) Non-interest expense divided by net interest income plus non-interest
income.