FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
 
FORM 10-Q
 

 
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
 
FOR QUARTER ENDED:    JUNE 30, 2001
 
COMMISSION FILE NUMBER:    0-11108
 

 
SUMMIT BANCSHARES, INC.
 
STATE OF CALIFORNIA
 
2969 BROADWAY, OAKLAND CALIFORNIA 94611
(510) 839-8800
 
I.R.S. IDENTIFICATION NUMBER
94-2767067
 

 
        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  ¨
 
        The number of shares outstanding of the registrant’s common stock was 1,850,492 shares of no par value common stock as of JUNE 30, 2001
 
       Page
PART I—FINANCIAL INFORMATION
 
ITEM 1     
SUMMIT BANCSHARES, INC. AND SUBSIDIARY FINANCIAL STATEMENTS
           Consolidated Statement of Financial Condition      3
           Consolidated Statements of Income      4
           Consolidated Statement of Cash Flows      5
           Consolidated Statement of Changes in Shareholders’ Equity      6
           Notes to Financial Statements      7
           Interest Rate Risk Reporting Schedule      9
 
ITEM 2
           Management’s Discussion and Analysis of Financial Condition and Results of Operations      10
 
ITEM 3
           Quantitative and Qualitative Disclosures About Market Risk      15
 
PART II—OTHER INFORMATION
 
ITEMS 1-6          
 
ITEM 1.    CONSOLIDATED FINANCIAL STATEMENTS
 
SUMMIT BANCSHARES, INC. AND SUBSIDIARY
 
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
 
JUNE 30, 2001 AND DECEMBER 31, 2000
(UNAUDITED)
 
       06/30/01
     12/31/00
ASSETS
Cash and due from banks      $    8,849,594      $  10,754,372
Federal funds sold      29,670,000      8,055,000
     
  
Cash and cash equivalents      38,519,594      18,809,372
Time deposits with other financial institutions      19,075,841      26,349,023
Investment securities (fair value of $2,044,637 at June 30, 2001 and
     $12,450,018 at December 31, 2000 ) held to maturity
     2,036,889      12,465,000
Loans, net of allowance for loan losses of $1,607,238 at June 30, 2001 and
     $1,468,393 at December 31, 2000
     81,007,928      83,716,482
Other real estate owned      0      0
Premises and equipment, net      814,279      726,236
Interest receivable and other assets      5,508,266      3,636,418
     
  
                    Total Assets      $146,962,797      $145,702,531
     
  
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits:
          Demand      $  36,016,844      $  43,685,937
          Interest-bearing transaction accounts      51,943,056      41,551,449
          Savings      3,148,196      2,993,922
          Time certificates $100,000 and over      29,914,326      32,071,157
          Other time certificates      6,931,357      7,784,304
     
  
                    Total Deposits       127,953,779       128,086,769
Interest payable and other liabilities      1,271,813      780,638
     
  
                    Total Liabilities      129,225,592      128,867,407
Shareholders’ Equity
          Preferred Stock, no par value:          
               2,000,000 shares authorized, no shares outstanding      0      0
          Common Stock, no par value:          
               3,000,000 shares authorized; 1,850,492 shares outstanding at June 30,
                    2001 and 1,837,548 shares outstanding at December 31, 2000
     3,752,486      3,699,018
          Retained Earnings      13,984,719      13,136,106
     
  
                    Total Shareholders’ Equity      17,737,205      16,835,124
                    Total Liabilities and Shareholders’ Equity      $146,962,797      $145,702,531
     
  
 
The accompanying notes are an integral part of these consolidated financial statements
 
SUMMIT BANCSHARES, INC. AND SUBSIDIARY
 
CONSOLIDATED STATEMENTS OF INCOME
 
FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2001 AND 2000
(UNAUDITED)
 
       Three Months
Ended 6-30-01

     Three Months
Ended 6-30-00

     Six Months
Ended 6-30-01

     Six Months
Ended 6-30-00

Interest income:
          Interest and fees on loans      $2,017,823      $1,751,792      $4,311,542      $3,331,682
          Interest on time deposits with other financial
               institutions
     365,439      450,690      757,290      838,137
          Interest on U.S. government treasury
               securities
     38,742      268,278      150,606      535,325
          Interest on federal funds sold      338,804      269,846      669,855      521,143
     
  
  
  
                    Total interest income      2,760,808      2,740,606      5,889,293      5,226,287
Interest expense:
          Interest on deposits      740,851      704,045      1,604,570      1,318,788
     
  
  
  
          Total interest expense      740,851      704,045      1,604,570      1,318,788
     
  
  
  
          Net interest income      2,019,957      2,036,561      4,284,723      3,907,499
          Provision for loan losses      35,000      30,000      132,000      30,000
     
  
  
  
                    Net interest income after provision for loan
                         losses
     1,984,957      2,006,561      4,152,723      3,877,499
Non-interest income:
          Service charges on deposit accounts      63,133      63,711      118,254      124,861
          Other customer fees and charges      22,511      26,263      56,599      56,739
     
  
  
  
                    Total non-interest income      85,644      89,974      174,853      181,600
Non-interest expense:
          Salaries and employee benefits      667,695      619,954      1,379,668      1,278,774
          Occupancy expense      85,733      107,173      193,910      208,595
          Equipment expense      61,995      71,423      119,631      136,632
          Other      294,976      295,671      580,868      571,568
     
  
  
  
                    Total non-interest expense      1,110,399      1,094,221      2,274,077      2,195,568
Income before income taxes      960,202      1,002,313      2,053,499      1,863,530
Provision for income taxes      400,034      425,121      857,838      784,440
     
  
  
  
Net Income      $    560,168      $    577,192      $1,195,661      $1,079,090
     
  
  
  
Earnings per share:
          Earnings per common share      $          0.30      $          0.32      $          0.65      $          0.59
          Earnings per common share assuming
               dilution
     $          0.30      $          0.31      $          0.64      $          0.58
          Weighted average shares outstanding      1,846,224      1,831,952      1,841,864      1,831,382
          Weighted avg. shrs. outsdg. assuming
               dilution
     1,860,344      1,853,044      1,861,288      1,848,232
     
  
  
  
 
The accompanying notes are an integral part of these consolidated financial statements
 
 
 
SUMMIT BANCSHARES, INC. AND SUBSIDIARY
 
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000
(UNAUDITED)
 
       Six Months
Ended 6-30-01

     Six Months
Ended 6-30-00

Cash flows from operating activities:
          Interest received      $  5,200,382        $  4,730,265  
          Fees received      536,544        434,994  
          Interest paid       (1,609,465 )       (1,312,121 )
          Cash paid to suppliers and employees      (2,599,393 )      (1,948,262 )
          Income taxes paid      (1,423,764 )      (728,000 )
     
     
  
                    Net cash provided by operating activities      104,304        1,176,876  
Cash flows from investing activities:
          (Increase) decrease in time deposits with other financial institutions      7,273,182        (6,543,716 )
          Maturity of investment securities      10,428,111        0  
          Purchase of investment securities      0        0  
          Net (increase) decrease in loans to customers      2,514,252        (5,830,529 )
          Recoveries on loans previously charged-off      8,000        0  
          (Increase) decrease in premises and equipment      (191,057 )      (43,053 )
     
     
  
                    Net cash provided by (used in) investing activities       20,032,488         (12,417,299 )
Cash flows from financing activities:
          Increase (decrease) in demand, interest bearing transaction, and savings
               deposits
     2,876,788        (10,415,508 )
          Net increase (decrease) in time deposits      (3,009,778 )      13,612,539  
          (Increase) decrease in other assets      0        (406,455 )
          Exercise of stock options      53,468        46,895  
          Repurchase of common stock (decrease)      0        (95,014 )
          Dividends paid (decrease)      (347,048 )      (344,249 )
     
     
  
                    Net cash provided by (used in) financing activities      (426,570 )      2,398,209  
     
     
  
Net increase (decrease) in cash and cash equivalents      19,710,222        (8,842,214 )
Cash and cash equivalents at the beginning of the year      18,809,372        27,635,500  
     
     
  
Cash and cash equivalents as of 6-30-01and 6-30-00      $38,519,594        $18,793,286  
     
     
  
Reconciliation of net income to net cash provided by operating activities:
          Net Income      $  1,195,661        $  1,079,090  
          Adjustments to reconcile net income to net cash provided by operating
               activities:
          Depreciation and amortization      103,014        140,202  
          Provision for loan losses and OREO losses      132,000        30,000  
          (Increase) decrease in interest receivable      (1,871,848 )      (253,739 )
          Increase (decrease) in unearned loan fees      54,302        11,110  
          Increase (decrease) in Int Pay and Other Liab.       491,175        170,212  
          Total adjustments      (1,091,357 )      97,786  
     
     
  
                    Net cash provided by operating activities      $      104,304        $  1,176,876  
     
     
  
 
The accompanying notes are an integral part of these consolidated financial statements
 
SUMMIT BANCSHARES, INC. AND SUBSIDIARY
 
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
 
FOR THE SIX MONTHS ENDED JUNE 30, 2001 and 2000
(UNAUDITED)
 
       Number of
Shares
Outstanding

     Common
Stock

     Retained
Earnings

     Total
Balance at December 31, 2000      1,837,548        $3,699,017        $13,136,106        $16,835,123  
Stock Options Exercised      12,944        53,469        0        53,469  
Repurchase of Common Stock      0        0        0        0  
Issuance of cash dividends of $.75 per share      0        0        (347,047 )      (347,047 )
Net Income      0        0        1,195,660        1,195,660  
     
     
     
     
  
Balance at June 30, 2001      1,850,492        $3,752,486        $13,984,719        $17,737,205  
     
     
     
     
  
Balance at December 31, 1999      1,832,084        $3,741,923        $11,411,204        $15,153,127  
Stock Options Exercised      13,960        46,895        0        46,895  
Repurchase of Common Stock      (10,048 )      (95,014 )      0        (95,014 )
Issuance of cash dividends of $.75 per share      0        0        (344,249 )      (344,249 )
Net Income      0        0        1,079,090        1,079,090  
     
     
     
     
  
Balance at June 30, 2000      1,835,996        $3,693,804        $12,146,045        $15,839,849  
     
     
     
     
  
 
The accompanying notes are an integral part of these consolidated financial statements
 
SUMMIT BANCSHARES, INC. AND SUBSIDIARY
 
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 
1.    Consolidated Financial Statements
 
        In the opinion of management, the unaudited interim consolidated financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the Company’s financial position at June 30, 2001 and the results of operations for the three months and six months ended June 30, 2001 and 2000 and cash flows for the three months and six months ended June 30, 2001 and 2000.
 
        Certain information and footnote disclosures presented in the Company’s annual consolidated financial statements are not included in these interim financial statements. Accordingly, the accompanying unaudited interim consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s 2000 Annual Report to Shareholders, which is incorporated by reference in the Company’s 2000 annual report on Form 10-K. The results of operations for the three months and six months ended June 30, 2001 are not necessarily indicative of the operating results for the full year.
 
2.    Comprehensive Income
 
        The Company had no items of other comprehensive income for the three month and six-month periods ended June 30, 2001 and 2000. Accordingly, total comprehensive income was equal to net income for each of those periods.
 
3.    Segment Reporting
 
        The Company is principally engaged in community banking activities through the four banking offices of its subsidiary bank. The community banking activities include accepting deposits, providing loans and lines of credit to local individuals and businesses, and investing in investment securities and money market instruments. The four banking offices have been aggregated in to a single reportable segment. Because the Company’s financial information is internally evaluated as a single operating segment, no separate segment information is presented. The combined results are reflected in these financial statements.
SUMMIT BANCSHARES, INC. AND SUBSIDIARY
 
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
 
 
4.    Earnings Per Share
 
        The following table reconciles the numerator and denominator of the basic and diluted earnings per share computations:
 
       Net Income
(Loss)

     Weighted
Avg. Shares

     Per Share
Amount

       For the quarter ended June 30, 2001
Basic Earnings (Loss) per share      $  560      1,846,224      $.30
Stock Options           14,120     
Diluted Earnings (Loss) per share      $  560      1,860,344      $.30
 
       Net Income
(Loss)

     Weighted
Avg. Shares

     Per Share
Amount

       For the quarter ended June 30, 2000
Basic Earnings (Loss) per share      $  577      1,831,952      $.32
Stock Options                13,960     
Diluted Earnings (Loss) per share      $  577      1,853,044      $.31
 
       Net Income
(Loss)

     Weighted
Avg. Shares

     Per Share
Amount

       For the six months ended June 30, 2001
Basic Earnings (Loss) per share      $1,196      1,841,864      $.65
Stock Options                19,424     
Diluted Earnings (Loss) per share      $1,196      1,861,288      $.64
 
       Net Income
(Loss)

     Weighted
Avg. Shares

     Per Share
Amount

       For the six months ended June 30, 2000
Basic Earnings (Loss) per share      $1,079      1,831,382      $.59
Stock Options                16,860     
Diluted Earnings (Loss) per share      $1,079      1,848,232      $.58
 
        For the periods reported, the Company had no reconciling items between net income (loss) and income (loss) available to common shareholders.
 
5.    New Accounting Prounouncements
 
        The Financial Accounting Standards Board Statement of Financial Accounting Standards No. 133 (SFAS 133), Accounting for Derivative Instruments and Hedging Activities, as amended by SFAS 138, establishes accounting and reporting standards requiring that every derivative instrument (including certain derivative instruments embedded in other contracts) be recorded in the balance sheet as either an asset or liability measured at its fair value. The Company adopted SFAS 133 on January 1, 2001. The implementation of this statement did not have a material impact on the Company’s financial position or result of operations.
 
INTEREST RATE SENSITIVITY/INTEREST RATE RISK ANALYSIS
 
        The following table provides an interest rate sensitivity and interest rate risk analysis for the quarter ended June 30, 2001. The table presents each major category of interest-earning assets and interest bearing-liabilities.
 
INTEREST RATE RISK REPORTING SCHEDULE
 
REPORTING INSTITUTION: SUMMIT BANK
REPORTING DATE: 6-30-01
 
       Remaining Time Before Maturity or Interest Rate Adjustment
       ($000.00)
Omitted
Total

     Up
3

     >3
<1

     >1
<3

     >3
<5

     >5
<10

     Over
10 Years

I.  Earning assets
          A.  Investments:                                   
                1.  U. S. treasuries      $          0      $        0      $          0        $        0        $        0      $        0        $        0
                2.  U. S. agencies      2,037      1,000      0        1,037        0      0        0
                3.  Fed funds sold      29,670      29,670      0        0        0      0        0
                4.  Purchased cds      19,076      1,874      3,062        14,140        0      0        0
     
  
  
     
     
  
     
                      Total investments      $  50,783      $32,544      $    3,062        $15,177        $        0      $        0        $        0
 
          B.  Loans      $  79,248      $62,437      $    4,578        $  2,358        $  4,945      $  2,465        $  2,465
     
  
  
     
     
  
     
                      Total loans      $  79,248      $62,437      $    4,578        $  2,358        $  4,945      $  2,465        $  2,465
 
          C.  Total earning assets      $130,031      $94,981      $    7,640        $17,535        $  4,945      $  2,465        $  2,465
 
II.  Cost of funds (deposits)
          A.  Certificate of deposits      $  36,846      $28,486      $    8,273        $      87        $        0      $        0        $        0
          B.  Money market accounts      45,749      9,150      19,062        17,537        0      0        0
          C.  Transaction accounts      8,649      371      1,112        2,932        2,108      2,126        0
          D.  Savings accounts      2,862      123      369        970        697      703        0
     
  
  
     
     
  
     
                      Total cost of funds      $  94,106      $38,130      $  28,816        $21,526        $  2,805      $  2,829        $        0
 
III.  Interest sensitive assets      $130,031      $94,981      $    7,639        $17,535        $  4,945      $  2,465        $  2,465
IV.  Interest sensitive liabilities      $  94,106      $38,126      $  28,815        $21,526        $  2,806      $  2,830        $        0
     
  
  
     
     
  
     
V.  Gap      $  35,925      $56,855      $(21,176 )      $(3,991 )      $  2,139      $    (365 )      $  2,465
 
VI.  Cumulative gap      $  35,925      $56,855      $  35,679        $31,688        $33,827      $33,462        $35,927
 
VII.  Gap ratio      1.38      2.49      0.27        0.81        1.76      0.87        0.00
VIII.  Cumulative ratio      1.38      2.49      1.53        1.36        1.37      1.36        1.38
IX.  Gap as a % of total assets      25.03      39.59      (14.75 )      (2.78 )      1.49      (0.03 )      1.72
X.  Cumulative gap as a % of total assets      25.02      39.59      24.84        22.06        23.55      23.30        25.02
 
ITEM 2.
 
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2000
 
        The registrant, Summit Bancshares, Inc. (the “Company”) is a bank holding company whose only operating subsidiary is Summit Bank (the “Bank”). The following discussion primarily concerns the financial condition and results of operations of the Company on a consolidated basis including the subsidiary Bank. All adjustments made in the compilation of this information are of a normal recurring nature.
 
FINANCIAL CONDITION
 
Liquidity Management
 
        The consolidated loan-to-deposit ratio at June 30, 2001 was 63.3%, which was an increase from 50.5% for the same period in 2000. Total outstanding loans as of June 30, 2001 increased $18,749,065 compared to the same period a year ago while total deposits increased $4,760,395 versus the same time last year. The increase in loans and deposits was mainly due to Summit’s effort in marketing its products and the formation of the Real Estate Capital Markets Group. The average loan-to-deposit ratio at the end of the second quarter of 2001 was 60.7%, an increase from 46.8% for the same period last year. This increase was caused by an increase in average total deposits of $5,538,000 or 4.4% while average total loans increased $20,828,000 or 35.4%.
 
        One of the Company’s customers manages accounts for medical offices and physicians. This customer has brought approximately 80 of the accounts they manage to the Company. As of June 30, 2001 the aggregate monthly average balance in these accounts was approximately $19,000,000.
 
        This customer has notified the Bank that due to the expiration of a contract, one of the companies they manage funds for will be taking control of their own accounts. This is expected to result in a decrease of interest bearing deposits of approximately $9,000,000 as well as a corresponding decrease in Federal Funds sold.
 
        Net liquid assets, which consists primarily of cash, due from banks, interest-bearing deposits with other financial institutions, investment securities and Federal Funds sold totaled $59,632,000 on June 30, 2001. This amount represented 46.7% of total deposits in comparison to the liquidity ratio of 59.0% as of June 30, 2000. This decrease is primarily a result of a proportionately higher rise in loan growth than the corresponding increase in deposits. It is management’s belief that the current liquidity level is sufficient to meet current needs. The Company is not aware of any current recommendations by the regulatory authorities, which, if they were implemented, would have a material effect on the Company.
 
        The following table sets forth book value of investments by category and the percent of total investments at the dates specified.
 
Investment Comparative
($000.00 Omitted)
 
       6-30-01
     %
     12-31-00
     %
     6-30-00
     %
Fed funds sold      $29,670      58 %      $8,055      17 %      $10,370      16 %
Interest bearing Deposits      19,076      38 %      26,349      56 %      34,432      54 %
Securities      2,037      4 %      12,465      27 %      19,465      30 %
 
        Interest bearing deposits are comprised of Time Certificates of Deposit with other banks and savings and loan institutions with no more than $100,000 in any institution.
 
        Securities on June 30, 2001 were comprised of U.S. Gov’t agencies.
 
Changes in Financial Position
 
        As of June 30, 2001, total deposits decreased $133,000 from December 31, 2000 and loans outstanding decreased $2,708,000. The decrease in loans was primarily due to payoff of real estate construction loans by permanent lenders as well as the refinance of other real estate loans due to lower interest rates in the marketplace. Total deposits as of June 30, 2001 were $127,954,000, an increase of 3.9% from $123,193,000 as of June 30, 2000. Total loans as of June 30, 2001 were $81,008,000, an increase of 27.4% from $63,583,000 as of June 30, 2000.
 
        The following table sets forth the amount of deposits by each category and the percent of total deposits at the dates specified.
 
Deposit Comparative
($000.00 Omitted)
 
       6-30-01
     %
     12-31-00
     %
     6-30-00
     %
Demand      $36,017      28 %      $43,686      34 %      $42,688      35 %
Savings      3,148      2 %      2,994      2 %      2,598      2 %
Interest bearing Trans. Deposits      51,943      41 %      41,551      33 %      34,418      28 %
Other time      36,846      29 %      39,855      31 %      43,489      35 %
 
        The following table sets forth the amount of loans outstanding by each category and the percent of total loans outstanding at the dates specified.
 
Loan Comparative
($000.00 Omitted)
 
       6-30-01
     %
     12-31-00
     %
     6-30-00
     %
Commercial      $30,997      38 %      $28,027      33 %      $31,721      50 %
Real estate-const      20,918      26 %      18,032      21 %      12,553      20 %
Real estate-other      21,834      27 %      31,635      37 %      11,909      18 %
Installment/other      7,259      9 %      7,491      9 %      7,400      12 %
 
Non-Performing Assets
 
        The following table provides information with respect to the subsidiary Bank’s past due loans and components for non-performing assets at the dates indicated.
 
       Non-Performing Assets
       ($000.00 Omitted)
       6-30-01
     12-31-00
     6-30-00
Loans 90 days or more past due & still accruing      $131        $  45        $  85  
Non-accrual loans      605        0        145  
Other real estate owned      0        0        0  
       
       
       
  
          Total non-performing assets      $736        $  45        $230  
       
       
       
  
Non-performing assets to period end loans plus other real estate owned      .91 %      .005 %      .36 %
Allowance to non-performing loans      218 %      3,262 %      576 %
 
        The subsidiary Bank’s policy is to recognize interest income on an accrual basis unless the full collectibility of principal and interest is uncertain. Loans that are delinquent 90 days as to principal or interest are placed on a non-accrual basis, unless they are well secured and in the process of collection, and any interest earned but uncollected is reversed from income. Collectibility is determined by considering the borrower’s financial condition, cash flow, quality of management, the existence of collateral or guarantees and the state of the local economy.
 
        Other real estate owned (“OREO”) is comprised of properties acquired through foreclosure. These properties are carried at the lower of the recorded loan balance or their estimated fair market value based on appraisal, less estimated disposal costs. When the loan balance plus accrued interest exceeds the fair value of the property, the difference is charged to the allowance for loan losses at the time of foreclosure. Subsequent declines in value from the recorded amount, if any, and gains or losses upon disposition are included in noninterest expense. Operating expenses related to other real estate owned are charged to non-interest expense in the period incurred.
 
        The increase in non-performing assets from June 30, 2000 to June 30, 2001 is the result of an increase in non-accrual loans. The non-accrual loan amount represents one loan which is secured by real estate.
 
Capital Position
 
        As of June 30, 2001, Shareholders’ Equity was $17,737,000. This represents an increase of $1,897,000 or 12.0% over the same period last year. Since the inception of the repurchase program in 1989, the Company has authorized the repurchase of $3,500,000 of its stock. As of June 30, 2001, the Company has repurchased a total of 167,170 shares of the Company stock constituting 31.1% of the Company’s original stock prior to the repurchase program, at a total cost of $2,668,000, or an average price per share of $15.96. The Company plans to continue its repurchase program as an additional avenue for liquidity for its shareholders. The program has not significantly affected the Company’s liquidity or capital position or its ability to operate. In addition, the Company’s subsidiary Bank remains more than well-capitalized under current regulations.
 
        The following table shows the risk-based capital and leverage ratios as well as the minimum regulatory requirements for the same as of June 30, 2001:
 
       Capital Ratio
     Minimum
Regulatory Requirement

Tier 1 Capital      17.83 %      4.00 %
Total Capital      19.05 %      8.00 %
Leverage Ratio      12.15 %      4.00 %
 
RESULTS OF OPERATIONS
 
Net Interest Income
 
        Total interest income including loan fees increased to $5,889,000 for the first six months of 2001 from $5,226,000 for the same period in 2000.
 
        Total interest income on loans and fees increased to $4,332,000 for the first six months of 2001 from $3,332,000 for the same period last year. This was primarily related to an increase of $20,828,000 in average outstanding loans for period ending June 30, 2001 compared to the same period last year. The yield on loans and fees increased 146 basis points over the same period last year. This increase was brought about by an increase of $104,000 in loan fees even though the prime lending rate decreased from 9.50% in June 2000 to 6.75% as of June 2001. The yield on investments increased 90 basis points over the same period last year. This increase was brought about by an increase in yields in the marketplace due to the lengthening of the maturity term of the investment portfolio. Average outstanding investments decreased $13,920,000 for the period brought about by an increase in total loans.
 
        Interest expense increased from $1,319,000 at the end of the first six months of 2000 to $1,605,000 for the same period in 2001. This increase was due to an increase in average interest-bearing deposit accounts of $10,806,000 during the first six months of 2001 versus the same period last year. The average cost of funds, for the period ending June 30, 2001 increased 114 basis points over the same period last year.
 
        As a result of these factors, net interest margin for the first six months of 2001 was 6.21% compared to 5.14% for the same period last year.
 
        For the second quarter, total interest income including loan fees increased from $2,741,000 in 2000 to $2,760,000 for the same period in 2001. This increase is due to an increase in income on loans of $265,000, partially offsetting a decrease in income on investments of $246,000. Average loans outstanding increased $19,636,000 for the second quarter of 2001 compared to the same period last year. Average outstanding investments decreased $17,044,000 during the second quarter of 2001 versus the same period last year, primarily due to the increase in loans and the minor growth in deposits.
 
        For the second quarter of 2001, interest expense increased $37,000 compared to the same period in 2000. Average outstanding interest bearing deposits decreased from $91,393,000 in 2000 to $84,897,000 in 2001. Average cost of funds for the same period was 4.04% compared to 3.42% in 2000. As a result, net interest income for the second quarter of 2001 decreased $17,000, or .82% compared to the same period in 2000.
 
Other Operating Income
 
        Service charges on deposit accounts as of the end of the first six months of 2001 decreased to $118,000 versus $125,000 for the same period in 2000. This was primarily related to a decrease in service charges collected on returned checks.
 
        Other customer fees and charges remained the same as the previous year.
 
        Service charges on deposit accounts as of the end of the second quarter of 2001 decreased slightly to $63,000 versus $64,000 for the same period in 2000. This was primarily related to a decrease in service charges collected on returned checks.
 
        Other customer fees and charges decreased $4,000 for the second quarter. This was primarily related to a decrease in merchant fee income.
 
Loan Loss Provision
 
        The allowance for loan losses is maintained at a level that management of the Company considers to be adequate for losses that inherent in the current loan portfolio. The allowance is increased by charges to operating expenses and reduced by net-charge-offs. The level of the allowance for loan losses is based on management’s evaluation of losses in the loan portfolio, as well as prevailing economic conditions.
 
        Management employs a systematic methodology on a monthly basis to determine the adequacy of the allowance for current and future loan losses. The credit administrator grades each loan at the time of extension or renewal. Gradings are assigned a risk factor, which is calculated to assess the adequacy of the allowance for loan losses. Further, management considers other factors such as overall portfolio quality, trends in the level of delinquent and classified loans, specific problem loans, and current and anticipated economic conditions.
 
        The following table summarizes the activity in the Bank’s allowance for loan losses for the six months ended June 30, 2001 and 2000.
 
       Six months ended
       6-30-01
     6-30-00
       ($000.00 Omitted)
Balance, beginning of the period      $1,468      $1,273
Provision for loan losses      132      30
Recoveries      8      21
Loans charged-off      1      0
       
    
Balance, end of the period      $1,607      $1,324
       
    
 
        The balance in the allowance for loan losses at June 30, 2001 was 1.98% of total loans compared to 2.08% of total loans at June 30, 2000. This level is considered appropriate and is slightly greater than the industry average.
 
Other Operating Expenses
 
        Total other operating expenses increased $78,500 as of the end of the first six months of 2001 compared to the same period last year. This increase was primarily due to an increase in salaries of $101,000 primarily centered in incentive accruals and an increase in staff over the same period last year. In addition, other expenses decreased $22,000 centered in occupancy and equipment expenses.
 
        Total other operating expenses increased $16,000 as of the end of the second quarter of 2001. This increase was primarily due to an increase in salaries of $48,000 primarily centered in incentive accruals and an increase in staff over the same period last year. In addition, other expenses decreased $31,000 centered in occupancy and equipment expenses.
 
Provision for Income Taxes
 
        The Company’s provision for income taxes as of the end of the first six months of 2001 increased from $784,000 in 2000 to $858,000. For the same period, the Company’s total effective tax rate was 41.8% compared to 42.1% in 2000.
 
Net Income
 
        Net income for the first six months of 2001 increased to $1,196,000 from $1,079,000 for the same period in 2000, or an increase of 10.8%.
 
ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 
        Interest rate and credit risks are the most significant market risks impacting the Company’s performance. Other types of market risk, such as foreign currency exchanges rate risk and the commodity price risk, do not arise in the normal course of the Company’s business activities. The Company relies on loan reviews, prudent loan underwriting standards and an adequate allowance for loan losses to mitigate credit risk.
 
        Interest rate risk is managed by subjecting the Company’s balance sheet to hypothetical interest rate shocks. The Company’s primary objective in managing interest rate risk is to minimize the adverse impact of changes in interest rates on the Company’s net interest income and capital, while structuring the Company’s asset/liability position to obtain the maximum yield-cost spread on that structure.
 
        Rate shock is an instantaneous and complete adjustment in market rates of various magnitudes on a static or level balance sheet to determine the effect such a change in rates would have on the Company’s net interest income for the succeeding twelve months, and the fair values of financial instruments.
 
        Management has assessed these risks and believes that there has been no material change since December 31, 2000.
 
CERTAIN FACTORS THAT MAY AFFECT FUTURE RESULTS
 
        The primary factor, which may affect future results, is the fluctuation of interest rates in the market place more commonly referred to as interest rate risk. Interest rate risk is the exposure of a bank’s current and future earnings and equity capital arising from adverse movements in interest rates. It results from the possibility that changes in interest rates may have an adverse effect on a bank’s earnings and its underlying economic value. Changes in interest rates affect a bank’s earnings by changing its net interest income and the level of other interest-sensitive income and operating expenses. As mentioned previously, the potential decrease in a declining interest rate environment would be minimized by an increase in assets. In addition, earnings and growth of the company are and will be affected by general economic conditions, both domestic and international, and by monetary and fiscal policies of the United States Government, particularly the Federal Reserve Bank.
 
PART II—OTHER INFORMATION
 
ITEM 1—LEGAL PROCEEDINGS
 
        From time to time the Company is a party to claims and legal proceedings arising in the ordinary course of business. Currently, the Company has no outstanding suits brought against it.
 
ITEM 2—CHANGES IN SECURITIES AND USE OF PROCEEDS
 
        None
 
ITEM 3—DEFAULTS UPON SENIOR SECURITIES
 
        None
 
ITEM 4—SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
 
        None
 
ITEM 5—OTHER INFORMATION
 
        None
 
ITEM 6—EXHIBITS AND REPORTS ON FORM 8-K
 
        Form 8-K submitted on June 29, 2001 dismissing Arthur Andersen LLP as the Company’s accounting firm effective June 29, 2001 and announcing Vavrinek, Trine, Day & Co., LLP as the firms new accountants for the second and third quarters of 2001 and for year 2001.
 
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.
 
SUMMIT BANCSHARES , INC .
Registrant
 
DATE:    August 9, 2001
/s/    SHIRLEY W. NELSON
By: 
Shirley W. Nelson
Chairman and CEO
(Principal Executive Officer)
 
DATE:    August 9, 2001
/s/    KIKUO NAKAHARA
By: 
Kikuo Nakahara
Chief Financial Officer
(Principal Financial Officer)
 
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