UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
April 21, 2004
TriCo Bancshares
(Exact name of registrant as specified in its charter)
California 0-10661 94-2792841
------------------------ --------------- --------------------
(State or other (Commission File No.) (I.R.S. Employer
jurisdiction of Identification No.)
incorporation or organization)
63 Constitution Drive, Chico, California 95973
--------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:(530) 898-0300
Item 7(c): Exhibits
-------------------
99.1 Press release dated April 21, 2004
Item 12: Results of Operations and Financial Condition
-------------------------------------------------------
On April 21, 2004 TriCo Bancshares announced their quarterly earnings for the
period ended March 31, 2004. A copy of the press release is attached as Exhibit
99.1 to this Form 8-K and is incorporated herein by reference.
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.
TRICO BANCSHARES
Date: April 21, 2004 By: /s/ Thomas J. Reddish
--------------------------------------
Thomas J. Reddish, Executive Vice
President and Chief Financial Officer
(Principal Financial and Accounting
Officer)
INDEX TO EXHIBITS
Exhibit No. Description
----------- --------------------------------------------
99.1 Press release dated April 21, 2004
PRESS RELEASE Contact: Thomas J. Reddish
For Immediate Release Executive Vice President & CFO
(530) 898-0300
TRICO BANCSHARES ANNOUNCES RECORD QUARTERLY EARNINGS
----------------------------------------------------
Chico, CA - April 21, 2004. TriCo Bancshares (NASDAQ: TCBK), parent company
of Tri Counties Bank, today announced record quarterly earnings of $4,777,000
for the quarter ended March 31, 2004. This represents a 32.2% increase when
compared with earnings of $3,613,000 for the quarter ended March 31, 2003.
Diluted earnings per share for the quarter ended March 31, 2004 increased 18.0%
to $0.59 from $0.50 for the quarter ended March 31, 2003. (Adjusting for the
2-for-1 stock split announced on March 11, 2004, payable on April 30, 2004 to
shareholders of record on April 9, 2004, the diluted earnings per share for the
quarters ended March 31, 2004 and 2003 are $0.29 and $0.25, respectively.) Total
assets of the Company increased $274 million (23.3%) to $1.450 billion at March
31, 2004 versus $1.177 billion at March 31, 2003. Total loans of the Company
increased $300 million (43.3%) to $994 million at March 31, 2004 versus $694
million at March 31, 2003. Total deposits of the Company increased $207 million
(20.0%) to $1.240 billion at March 31, 2004 versus $1.033 billion at March 31,
2003.
Included in the results for the quarter ended March 31, 2004 was the effect
of the Company's acquisition of North State National Bank on April 4, 2003. On
April 4, 2003, North State National Bank had assets of $140 million, loans
totaling $77 million, and deposits totaling $126 million.
Richard Smith, President and Chief Executive Officer commented, "We are very
pleased with the performance of our company during the quarter ended March 31,
2004. We continue to see good loan demand, particularly in the consumer sector,
while the credit quality of our loan portfolio remains high. We are also
encouraged by our ability to grow noninterest income despite a slowdown in the
mortgage refinance market. While the slowdown in mortgage refinancing has
decreased our gain on sale of loan revenue it has also increased the value of,
and the revenue from, our servicing those loans that we sold over the last few
years. In addition, the continued expansion of our franchise has allowed us to
increase our sale of nondeposit investment products, and add households that
increase our source of low cost deposits, and service charge and fee revenue. We
will continue to execute our growth strategy throughout the Central Valley of
California as evidenced by the opening this week of our full service branch in
the Raley's supermarket at 2900 Geer Road in Turlock, California."
The increase in earnings for the quarter ended March 31, 2004 over the
year-ago quarter was due to a $3,664,000 (27.7%) increase in net interest income
to $16,898,000, and a $359,000 (6.7%) increase in noninterest income to
$5,755,000. The increase in net interest income was due to a $291 million
(42.8%) increase in average loan balances to $971 million, and an 18 basis point
increase in fully tax-equivalent net interest margin to 5.35% in the quarter
ended March 31, 2004 compared to the year-ago quarter. The $359,000 increase in
noninterest income was mainly due to a $581,000 (16.6%) increase in service
charges and fees, a $94,000 (21.0%) increase in commission on sale of nondeposit
investment products, and a $192,000 increase in other noninterest income. These
contributing factors were partially offset by a $508,000 (44.8%) decrease in
gain on sale of loans. The decrease in gain on sale of loans was due to the
slowdown in the residential mortgage refinance market that started during the
second half of 2003. The increase in service charges and fees is mainly due to
increases in the number of deposit households, ATM surcharge and card
interchange fee revenue, and mortgage servicing fee revenue. The increase in
other noninterest income is mainly due to a higher level of increase in cash
value of life insurance due to additional life insurance that was purchased
during the first half of 2003.
The increases in net interest income and noninterest income were partially
offset by a $500,000 (333%) increase in provision for loan losses to $650,000,
and a $1,695,000 (13.4%) increase in noninterest expense to $14,346,000 in the
quarter ended March 31, 2004 versus the year-ago quarter. The increase in
provision for loan losses is mainly due to loan growth as loan quality remains
high and loan charge-offs remain low. During the quarter ended March 31, 2004,
net loan charge-offs as a percentage of average outstanding loans was 0.05% on
an annualized basis. As of March 31, 2004, nonperforming loans net of government
guarantees and the allowance for loan losses were 0.53% and 1.44%, respectively,
of outstanding loans. The increase in noninterest expense was mainly due to
salary expense related to the addition of a branch in Chico through the North
State acquisition (April 2003), de-novo branches in Roseville (November 2003)
and Folsom (December 2003), regular salary increases, and incentive compensation
related to the loan and deposit growth.
As previously announced on March 11, 2004, the Board of Directors of TriCo
Bancshares approved a two-for-one stock split of its common stock at its meeting
held on March 11, 2004. The stock split will be effected in the form of a stock
dividend and will entitle each stockholder of record at the close of business on
April 9, 2004 to receive one additional share for every share of TriCo common
stock held on that date. Shares resulting from the split will be distributed on
April 30, 2004. As of March 11, 2004, the Company had 7,817,761 common shares
outstanding.
Also at its meeting on March 11, 2004, the Board of Directors of TriCo
Bancshares approved an increase in the maximum number of shares to be
repurchased under the Company's stock repurchase plan originally announced on
July 31, 2003 from 250,000 to 500,000 to be effective on April 9, 2004, solely
to conform with the two-for-one stock split noted above. The 250,000 shares
originally authorized for repurchase under this plan represented approximately
3.2% of the Company's approximately 7,852,000 common shares outstanding as of
July 31, 2003. This plan has no stated expiration date for the repurchases,
which may occur from time to time as market conditions allow. As of April 21,
2004, the Company had purchased 111,300 shares under this plan, which leaves
138,700 shares available for repurchase under the plan. As a result of the
2-for-1 stock split on April 30, 2004, assuming no additional shares are
repurchased between April 21, 2004 and April 30, 2004, there will be 277,400
shares available for repurchase under the plan.
In addition to the historical information contained herein, this press
release contains certain forward-looking statements. The reader of this press
release should understand that all such forward-looking statements are subject
to various uncertainties and risks that could affect their outcome. The
Company's actual results could differ materially from those suggested by such
forward-looking statements. Factors that could cause or contribute to such
differences include, but are not limited to, variances in the actual versus
projected growth in assets, return on assets, loan losses, expenses, rates
charged on loans and earned on securities investments, rates paid on deposits,
competition effects, fee and other noninterest income earned as well as other
factors. This entire press release should be read to put such forward-looking
statements in context and to gain a more complete understanding of the
uncertainties and risks involved in the Company's business.
TriCo Bancshares and Tri Counties Bank are headquartered in Chico,
California. Tri Counties Bank has a 28-year history in the banking industry. Tri
Counties Bank operates 33 traditional branch locations and 13 in-store branch
locations in 21 California counties. Tri Counties Bank offers financial services
and provides a diversified line of products and services to consumers and
businesses, which include demand, savings and time deposits, consumer finance,
online banking, mortgage lending, and commercial banking throughout its market
area. It operates a network of 57 ATMs and a 24-hour, seven days a week
telephone customer service center. Brokerage services are provided at the Bank's
offices by the Bank's association with Raymond James Financial, Inc. For further
information please visit the Tri Counties Bank web-site at
http://www.tricountiesbank.com.
TRICO BANCSHARES - CONSOLIDATED FINANCIAL DATA
(Dollars in thousands, except per share data)
Three months ended
---------------------------------------------------------------------------
March 31, December 31, September 30, June 30, March 31,
2004 2003 2003 2003 2003
---------------------------------------------------------------------------
Statement of Income Data
Interest income $ 19,912 $ 20,354 $ 19,105 $ 18,161 $ 16,349
Interest expense 3,014 3,224 3,305 3,445 3,115
Net interest income 16,898 17,130 15,800 14,716 13,234
Provision for loan losses 650 800 150 150 150
Noninterest income:
Service charges and fees 4,081 3,939 3,117 3,985 3,500
Other income 1,674 1,814 2,089 2,569 1,896
Total noninterest income 5,755 5,753 5,206 6,554 5,396
Noninterest expense:
Salaries and benefits 8,167 7,741 7,460 7,636 6,877
Intangible amortization 331 330 325 324 228
Other expense 5,848 6,388 6,264 6,408 5,546
Total noninterest expense 14,346 14,459 14,049 14,368 12,651
Net income before taxes 7,657 7,624 6,807 6,752 5,829
Net income $ 4,777 $ 4,683 $ 4,338 $ 4,254 $ 3,613
Share Data(1)
Basic earnings per share $ 0.31 $ 0.30 $ 0.28 $ 0.27 $ 0.26
Diluted earnings per share 0.29 0.29 0.27 0.27 0.25
Book value per common share $ 8.28 $ 8.17 $ 7.95 $ 7.93 $ 7.20
Shares outstanding 15,635,522 15,668,248 15,692,002 15,704,220 14,160,940
Weighted average shares 15,616,540 15,693,494 15,700,748 15,592,766 14,141,402
Weighted average diluted shares 16,212,845 16,296,892 16,189,928 16,042,458 14,500,356
Credit Quality
Non-performing loans, net of
government agency guarantees $ 5,265 $ 4,394 $ 6,072 $ 20,539 $ 20,610
Other real estate owned 924 932 1,545 1,551 1,608
Loans charged-off 188 859 551 2,063 280
Loans recovered $ 62 $ 372 $ 406 $ 147 $ 46
Allowance for loan losses to total loans 1.44% 1.40% 1.45% 1.58% 2.06%
Allowance for loan losses to NPLs 272% 313% 222% 66% 69%
Allowance for loan losses to NPAs 231% 259% 177% 61% 64%
Selected Financial Ratios
Return on average total assets 1.33% 1.29% 1.25% 1.27% 1.26%
Return on average equity 14.80% 14.71% 14.09% 13.88% 14.29%
Average yield on loans 6.90% 7.17% 7.41% 7.34% 7.64%
Average yield on earning assets 6.30% 6.41% 6.32% 6.18% 6.36%
Average rate on earning liabilities 1.18% 1.26% 1.36% 1.45% 1.52%
Net interest margin (fully tax-equivalent) 5.35% 5.41% 5.24% 5.02% 5.17%
Total risk based capital ratio 11.5% 11.6% 11.7% 10.4% 11.6%
Tier 1 Capital ratio 10.3% 10.4% 10.6% 9.1% 10.4%
(1) Share and per share data for all periods have been adjsuted to reflect
the 2-for-1 stock split announced March 11, 2004 payable on April 30,
2004 to shareholders of record on April 9, 2004.
TRICO BANCSHARES - CONSOLIDATED FINANCIAL DATA
(Dollars in thousands, except per share data)
Three months ended
--------------------------------------------------------------------------
March 31, December 31, September 30, June 30, March 31,
2004 2003 2003 2003 2003
--------------------------------------------------------------------------
Balance Sheet Data
Cash and due from banks $ 55,568 $ 80,603 $ 66,747 $ 65,051 $ 58,925
Fed funds sold - 326 1,900 3,200 10,100
Securities, available-for-sale 312,657 316,436 350,941 354,040 354,007
Loans
Commercial loans 131,759 142,252 152,477 147,746 117,329
Consumer loans 334,221 319,029 297,186 237,704 210,633
Real estate mortgage loans 465,429 458,369 420,312 407,218 330,001
Real estate construction loans 62,656 61,591 60,066 59,622 35,810
Total loans, gross 994,065 981,241 930,041 852,290 693,773
Allowance for loan losses (14,297) (13,773) (13,460) (13,455) (14,293)
Premises and equipment 19,288 19,521 19,787 19,830 17,542
Cash value of life insurance 39,412 38,980 38,644 34,633 29,257
Intangible assets 21,274 21,604 21,992 22,189 3,815
Other assets 22,476 23,817 24,611 23,124 23,377
Total assets 1,450,443 1,468,755 1,441,203 1,360,902 1,176,503
Noninterest bearing demand deposits 260,299 298,462 267,148 260,861 226,373
Interest bearing demand deposits 222,986 220,875 211,219 204,538 188,575
Savings deposits 488,915 441,461 426,340 393,198 324,584
Time certificates 267,739 276,025 291,145 315,008 293,120
Total deposits 1,239,939 1,236,823 1,195,852 1,173,605 1,032,652
Fed funds purchased & repurchase
agreements 16,300 39,500 55,700 17,400 -
Other liabilities 21,194 20,966 21,312 22,425 19,044
Other borrowings 22,877 22,887 22,894 22,905 22,915
Junior subordinated debt 20,619 20,619 20,619 - -
Total liabilities 1,320,929 1,340,795 1,316,377 1,236,335 1,074,611
Total shareholders' equity 129,514 127,960 124,826 124,567 101,892
Accumulated other
comprehensive income 2,426 1,814 1,223 3,433 2,688
Average loans 970,793 951,669 876,068 801,493 679,975
Average interest earning assets 1,281,032 1,285,905 1,226,453 1,194,618 1,048,286
Average total assets 1,440,953 1,447,137 1,384,672 1,339,107 1,149,759
Average deposits 1,231,704 1,216,223 1,185,059 1,146,211 1,003,853
Average total equity $ 129,133 $ 127,374 $ 123,168 $ 122,567 $ 101,139