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): January 23, 2007
RIVERVIEW BANCORP, INC.
(Exact name of registrant as specified in its charter)
Washington 0-22957 91-1838969
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
900 Washington Street, Suite 900, Vancouver, Washington 98660
(Address of principal executive offices) (Zip Code)
Registrant's telephone number (including area code): (360) 693-6650
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions.
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition.
On January 23, 2007, Riverview Bancorp, Inc. issued its earnings release
for the quarter ended December 31, 2006. A copy of the press release is
attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
99.1 News Release of Riverview Bancorp, Inc. dated January 23, 2007.
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, hereunto duly authorized.
RIVERVIEW BANCORP, INC.
DATE: January 23, 2007 By: /s/Patrick Sheaffer
-------------------------------------
Patrick Sheaffer
Chairman and Chief Executive Officer
(Principal Executive Officer)
Exhibit 99.1
News Release Dated January 23, 2007
Contacts: Pat Sheaffer or Ron Wysaske,
Riverview Bancorp 360-693-6650
==============================================================================
RIVERVIEW BANCORP THIRD QUARTER PROFITS INCREASE 18% TO $3.2
------------------------------------------------------------
MILLION, LOANS INCREASE 16% AND DEPOSITS INCREASE 10%
-----------------------------------------------------
Vancouver, WA - January 23, 2007 - Riverview Bancorp, Inc. (NASDAQ GSM: RVSB)
today reported that loan and deposit growth coupled with a continued focus on
operating efficiencies contributed to record profits for the third fiscal
quarter of 2007. Net income for the third fiscal quarter increased 18% to
$3.2 million, or $0.28 per diluted share, compared to $2.7 million, or $0.24
per diluted share, in the third fiscal quarter a year ago. For the first nine
months of fiscal 2007, net income increased 24% to $8.8 million, or $0.77 per
diluted share, compared to $7.1 million, or $0.63 per diluted share, in the
first nine months a year ago. All per share data has been adjusted to reflect
the August 2006 2-for-1 stock split.
"We have generated both top and bottom line improvements, with revenues
increasing 10%, loans expanding 16% and net income improving 18% from year ago
levels," said Pat Sheaffer, Chairman and CEO. "We are achieving our profit
goals by delivering excellent customer service while maintaining solid asset
quality. The exceptional growth throughout the Southwest Washington and
greater Portland metropolitan area, which is led by manufacturing, technology
and service industries, is fueling our balance sheet growth and has helped
generate our double-digit profit growth."
Third Quarter Financial Highlights (at or for periods ended December 31, 2006,
compared to December 31, 2005)
* Net income increased 18% to $3.2 million.
* Net interest income increased 9% to $9.3 million.
* Revenues advanced 10% to $11.7 million.
* Net interest margin was 4.89%.
* Efficiency ratio improved to 55.09%.
* Total assets increased 13% to $836 million.
* Loans increased 16% to $697 million.
* Riverview Asset Management Corp. assets under management increased 31%
to $288 million.
* Asset management fees increased 33% to $504,000.
Operating Results
For the first nine months of fiscal 2007, net interest margin improved seven
basis points to 5.03% compared to 4.96% for the same period a year ago. The
net interest margin compressed to 4.89% for the third fiscal quarter, compared
to 5.23% in the third fiscal quarter a year ago, and 4.97% in the prior linked
quarter. "Our margin compression for the quarter primarily resulted from an
increase in funding costs, which outpaced the increased yield on interest
earning assets," said Ron Wysaske, President and COO. "The flat or inverted
yield curve remains a challenge for us as well as the entire banking
industry."
Revenues (net interest income before the provision for loan losses plus
non-interest income) increased 10% to $11.7 million for the quarter compared
to $10.7 million in the same quarter a year ago. Net interest income before
the provision for loan losses increased 9% to $9.3 million in the third
quarter of fiscal 2007 compared to $8.5 million in the third quarter a year
ago. Non-interest income increased 12% to $2.4 million in the third fiscal
quarter of 2007 compared to $2.1 million in the prior year's third quarter.
The increase in non-interest income was largely due to gains in fees and
service charges along with the 33% year over year growth in asset management
fees from the trust company. Fee income from Riverview Asset Management Corp.
increased to $504,000 in the third quarter of fiscal 2007 compared to $378,000
in the third quarter a year ago.
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Riverview Bancorp, Inc. Third Quarter Earnings
January 23, 2007
Page 2
For the first nine months of fiscal 2007 revenues increased 12% to $34.3
million compared to $30.5 million in the nine-month period a year ago.
Year-to-date, net interest income before the provision for loan losses
increased 16% to $27.5 million compared to $23.7 million in the same period a
year ago. Non-interest income was $6.8 million in the first nine months of
fiscal 2007, even with the first nine months in fiscal 2006. Fee income for
Riverview Asset Management Corp. increased 29% to $1.4 million in the
nine-month period ended December 31, 2006 compared to $1.1 million in the
nine- month period ended a year ago.
Non-interest expense was $6.4 million in the third quarter compared to $6.1
million in the same quarter a year ago. For the first nine months of the
fiscal year, non-interest expense was $19.5 million compared to $18.5 million
in the like period a year ago. The efficiency ratio improved 244 basis points
to 55.1% for the quarter, compared to 57.5% in the same quarter a year ago.
For the first nine months of the fiscal year, the efficiency ratio improved
368 basis points to 56.9%, compared to 60.6% in the like period a year ago.
"Two factors figure into our improved efficiency. First, growing into our
capacity, such as our success in Oregon has helped. Secondly, our growth in
revenues due primarily to loan growth has spread our costs over a larger
revenue base," said Wysaske.
Balance Sheet Growth
Net loans increased 16% to $697 million at December 31, 2006, compared to $600
million a year ago. Commercial real estate loans account for 51% of the total
loan portfolio while permanent one-to-four family loans represent just 5% of
the total loan portfolio. "Portfolio growth for the quarter slowed to a 4%
annual growth-rate. We had some larger credits pay off just at quarter end.
Our goal is to continue to keep our loan portfolio well diversified while
maintaining excellent credit quality," said Sheaffer.
"We recently opened Riverview's third Portland area full service branch at
10401 NE Halsey Street Portland, Oregon. In this location a team of six
commercial lenders that moved from our Downtown Portland location will serve
our east Portland and Vancouver customers," Sheaffer said.
Total assets increased 13% to $836 million at December 31, 2006, compared to
$739 million a year ago. Total deposits grew 10% to $651 million, compared to
$592 million at December 31, 2005. "Growing core deposits (core excludes all
certificates of deposit) is a key component to our long term strategy. Core
deposits now account for 68% of our total deposits," noted Wysaske.
"Non-interest checking balances represent 14% of total deposits and interest
checking balances represent 22% of total deposits."
Shareholders' equity increased 8% to $98.0 million, compared to $90.9 million
at the end of the third fiscal quarter a year ago. Book value per share
improved to $8.44 at December 31, 2006, compared to $7.82 a year earlier, and
tangible book value per share was $6.14 at quarter-end, compared to $5.46 at
quarter-end a year earlier.
Credit Quality and Performance Measures
Credit quality remained strong, with non-performing assets at 0.15% of total
assets at December 31, 2006, compared to 0.20% of total assets at September
30, 2006 and 0.11% of total assets at December 31, 2005. The allowance for
loan losses, including unfunded loan commitments of $355,000, was $9.0
million, or 1.27% of net loans at quarter-end, compared to $7.4 million, or
1.22% of net loans, a year ago.
Riverview's fiscal third quarter 2007 return on average assets improved to
1.53%, compared to 1.50% for fiscal third quarter 2006 and return on average
equity improved to 13.0% for the quarter, compared to 11.9% for the same
period last year. For the first nine months of fiscal 2007, return on average
assets improved to 1.45% compared to 1.34% in the same period a year earlier,
and return on average equity improved to 12.15% compared to 10.78% in the same
period a year earlier.
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Riverview Bancorp, Inc. Third Quarter Earnings
January 23, 2007
Page 3
Conference Call
The management team of Riverview Bancorp will host a conference call on
Wednesday, January 24, at 8:00 a.m. PST, to discuss third quarter results.
The conference call can be accessed live by telephone at 303-262-2140. To
listen to the call online go to the "About Riverview" page of Riverview's
website at www.riverviewbank.com.
About the Company
Riverview Bancorp, Inc. (www.riverviewbank.com) is headquartered in Vancouver,
Washington - just north of Portland, Oregon on the I-5 corridor. With assets
of $836 million, it is the parent company of the 83 year-old Riverview
Community Bank, as well as Riverview Mortgage and Riverview Asset Management
Corp. There are 18 branches, including ten in fast growing Clark County,
three in the Portland metropolitan area and three lending centers. The Bank
offers true community banking services, focusing on providing the highest
quality service and financial products to commercial and retail customers.
(tables follow)
Riverview Bancorp, Inc. Third Quarter Earnings
January 23, 2007
Page 4
RIVERVIEW BANCORP, INC. AND SUBSIDIARY
Consolidated Balance Sheets
December 31, 2006, March 31, 2006 and December 31, 2005
(In thousands, except share data) December 31, March 31, December 31,
(Unaudited) 2006 2006 2005
------------------------------------------------------------------------------
ASSETS
Cash (including interest-earning accounts
of $6,197, $7,786 and $8,338) $ 30,396 $ 31,346 $ 34,451
Loans held for sale - 65 -
Investment securities available for sale,
at fair value (amortized cost of $20,650,
$24,139 and $24,124) 20,648 24,022 24,011
Mortgage-backed securities held to
maturity, at amortized cost (fair value
of $1,356, $1,830 and $2,013) 1,347 1,805 1,991
Mortgage-backed securities available for
sale, at fair value (amortized cost of
$7,141, $8,436 and $9,044) 6,977 8,134 8,791
Loans receivable (net of allowance for
loan losses of $8,628 $7,221 and $7,050) 697,271 623,016 599,634
Prepaid expenses and other assets 2,105 2,210 2,103
Accrued interest receivable 4,131 3,058 3,324
Federal Home Loan Bank stock, at cost 7,350 7,350 7,350
Premises and equipment, net 21,547 19,127 14,648
Deferred income taxes, net 3,685 3,771 2,450
Mortgage servicing intangible, net 374 384 403
Goodwill 25,572 25,572 26,058
Core deposit intangible, net 755 895 948
Bank owned life insurance 13,482 13,092 12,968
-------- -------- --------
TOTAL ASSETS $835,640 $763,847 $739,130
======== ======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES:
Deposit accounts $651,197 $606,964 $592,208
Accrued expenses and other liabilities 9,781 8,768 8,559
Advance payments by borrowers for taxes
and insurance 123 358 146
Federal Home Loan Bank advances 66,600 46,100 40,071
Junior subordinated debenture 7,217 7,217 7,217
Capital Lease Obligation 2,729 2,753 -
-------- -------- --------
Total liabilities 737,647 672,160 648,201
SHAREHOLDERS' EQUITY:
Serial preferred stock, $.01 par value;
250,000 authorized, issued and
outstanding, none - - -
Common stock, $.01 par value; 50,000,000
authorized,
December 31, 2006 - 11,612,219
issued, 11,612,219 outstanding; 116 57 58
March 31, 2006 - 11,545,380 issued,
11,545,372 outstanding
December 31, 2005 - 11,623,880 issued,
11,623,872 outstanding;
Additional paid-in capital 57,888 57,316 58,225
Retained earnings 41,232 35,776 34,125
Unearned shares issued to employee stock
ownership trust (1,134) (1,186) (1,237)
Accumulated other comprehensive loss (109) (276) (242)
-------- -------- --------
Total shareholders' equity 97,993 91,687 90,929
-------- -------- --------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $835,640 $763,847 $739,130
======== ======== ========
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Riverview Bancorp, Inc. Third Quarter Earnings
January 23, 2007
Page 5
RIVERVIEW BANCORP, INC. AND SUBSIDIARY
Consolidated Statements of Income for
the Three and Nine Months Ended Three Months Nine Months
December 31, 2006 and 2005 Ended Ended
(In thousands, except share data) December 31, December 31,
(Unaudited) 2006 2005 2006 2005
------------------------------------------------------------------------------
INTEREST INCOME:
Interest and fees on loans
receivable $15,617 $11,783 $44,220 $32,390
Interest on investment securities-
taxable 217 211 659 592
Interest on investment securities-
non taxable 41 42 125 128
Interest on mortgage-backed
securities 102 128 325 411
Other interest and dividends 101 126 249 630
------------------- --------------------
Total interest income 16,078 12,290 45,578 34,151
------------------- --------------------
INTEREST EXPENSE:
Interest on deposits 5,548 3,290 14,678 8,820
Interest on borrowings 1,212 457 3,442 1,595
------------------- --------------------
Total interest expense 6,760 3,747 18,120 10,415
------------------- --------------------
Net interest income 9,318 8,543 27,458 23,736
Less provision for loan losses 375 400 1,325 1,300
------------------- --------------------
Net interest income after
provision for loan losses 8,943 8,143 26,133 22,436
------------------- --------------------
NON-INTEREST INCOME:
Fees and service charges 1,535 1,460 4,315 4,544
Asset management fees 504 378 1,395 1,084
Gain on sale of loans held for
sale 150 81 333 284
Gain on sale of real estate owned - - - 21
Loan servicing income 44 49 125 68
Gain on sale of land and fixed
assets - 2 - 2
Gain on sale of credit card
portfolio - 7 133 311
Bank owned life insurance income 133 119 390 361
Other 44 47 125 137
------------------- --------------------
Total non-interest income 2,410 2,143 6,816 6,812
------------------- --------------------
NON-INTEREST EXPENSE:
Salaries and employee benefits 3,688 3,681 11,055 10,521
Occupancy and depreciation 1,185 954 3,394 2,640
Data processing 220 335 777 1,073
Amortization of core deposit
intangible 44 53 140 157
Advertising and marketing expense 269 160 927 697
FDIC insurance premium 18 19 55 51
State and local taxes 166 136 454 419
Telecommunications 115 117 328 279
Professional fees 199 248 575 1,000
Other 557 445 1,797 1,668
------------------- --------------------
Total non-interest expense 6,461 6,148 19,502 18,505
------------------- --------------------
INCOME BEFORE INCOME TAXES 4,892 4,138 13,447 10,743
PROVISION FOR INCOME TAXES 1,654 1,390 4,605 3,612
------------------- --------------------
NET INCOME $ 3,238 $ 2,748 $ 8,842 $ 7,131
=================== ====================
Earnings per common share:
Basic $ 0.29 $ 0.24 $ 0.78 $ 0.64
Diluted $ 0.28 $ 0.24 $ 0.77 $ 0.63
Weighted average number of shares
outstanding:
Basic 11,313,623 11,322,648 11,291,175 11,179,640
Diluted 11,522,519 11,462,945 11,478,306 11,314,024
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Riverview Bancorp, Inc. Third Quarter Earnings
January 23, 2007
Page 6
At or for the nine months At or for the Year
months ended December 31, ended March 31,
2006 2005 2006
------ ------ ------
(Dollars in thousands, except share data)
FINANCIAL CONDITION DATA
------------------------
Average interest earning assets $726,909 $637,599 $645,084
Average interest-bearing
liabilities 609,037 525,156 532,521
Net average earning assets 117,872 112,443 112,563
Non-performing assets 1,276 782 415
Non-performing loans 1,276 782 415
Allowance for loan losses 8,628 7,050 7,221
Allowance for loan losses and
unfunded loan commitments 8,983 7,402 7,583
Average interest-earning assets
to average interest-bearing
liabilities 119.35% 121.41% 121.14%
Allowance for loan losses to
non-performing loans 676.18% 901.53% 1740.00%
Allowance for loan losses to net
loans 1.22% 1.16% 1.15%
Allowance for loan losses and
unfunded loan commitments to
net loans 1.27% 1.22% 1.20%
Non-performing loans to total
net loans 0.18% 0.13% 0.07%
Non-performing assets to total
assets 0.15% 0.11% 0.05%
Shareholders' equity to assets 11.73% 12.30% 12.00%
Number of banking facilities 19 17 18
At nine months ended At six months At the year
ended December 31, ended September 30, ended March 31,
LOAN DATA 2006 2005 2006 2006
--------- ------- ------- ------- -------
Residential:
One-to-four family $33,416 4.7% $32,350 5.3% $34,552 4.9% $32,488 5.1%
Multi-family 3,147 0.4% 2,132 0.3% 3,219 0.5% 2,157 0.3%
Construction:
One-to-four family 91,245 12.9% 41,578 6.8% 91,051 12.9% 81,572 12.9%
Commercial real estate 49,750 7.0% 71,546 11.7% 51,510 7.3% 47,079 7.4%
Commercial 72,220 10.2% 62,221 10.2% 66,008 9.4% 59,834 9.4%
Consumer:
Secured 32,153 4.5% 29,915 4.9% 31,484 4.5% 29,781 4.7%
Unsecured 1,118 0.2% 1,617 0.3% 1,141 0.2% 1,415 0.2%
Land 62,207 8.8% 50,276 8.2% 62,989 9.0% 49,558 7.8%
Commercial real estate 364,623 51.3% 319,250 52.3% 361,244 51.3% 330,705 52.2%
--------------------------------------------------------------------
709,879 100.0% 610,885 100.0% 703,198 100.0% 634,589 100.0%
Less:
Deferred loan fees 3,980 4,201 4,285 4,352
Allowance for loan losses 8,628 7,050 8,263 7,221
-------------------------------------------------------------
Loans receivable, net $697,271 $599,634 $690,650 $623,016
=============================================================
DEPOSIT DATA
------------
Interest Checking $145,347 22.3% $136,218 23.0% $153,631 24.0% $129,457 21.3%
Regular Savings 29,491 4.5% 40,187 6.8% 32,896 5.1% 38,344 6.3%
Money Market Deposit Accounts 179,010 27.5% 125,668 21.2% 145,612 22.8% 137,451 22.7%
Non-Interest Checking 88,244 13.6% 91,514 15.5% 101,852 15.9% 94,592 15.6%
Certificates of Deposit 209,105 32.1% 198,621 33.5% 206,413 32.2% 207,120 34.1%
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Total Deposits $651,197 100.0% $592,208 100.0% $640,404 100.0% $606,964 100.0%
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Riverview Bancorp, Inc. Third Quarter Earnings
January 23, 2007
Page 7
At or for the three At or for the nine
months ended months ended
December 31, December 31,
SELECTED OPERATING DATA 2006 2005 2006 2005
----------------------- ------ ------ ------ ------
(Dollars in thousands, except share data)
Efficiency ratio (4) 55.09% 57.53% 56.90% 60.58%
Efficiency ratio net of intangible
amortization 54.52% 56.82% 56.29% 59.75%
Coverage ratio (6) 144.22% 138.96% 140.80% 128.27%
Coverage ratio net of intangible
amortization 145.21% 140.16% 141.81% 129.37%
Return on average assets (1) 1.53% 1.50% 1.45% 1.34%
Return on average equity (1) 13.00% 11.90% 12.15% 10.78%
Average rate earned on interest-
earned assets 8.43% 7.51% 8.33% 7.13%
Average rate paid on interest-
bearing liabilities 4.18% 2.80% 3.95% 2.63%
Spread (7) 4.25% 4.71% 4.38% 4.50%
Net interest margin 4.89% 5.23% 5.03% 4.96%
PER SHARE DATA
--------------
Basic earnings per share (2) $ 0.29 $ 0.24 $ 0.78 $ 0.64
Diluted earnings per share (3) 0.28 0.24 0.77 0.63
Book value per share (5) 8.44 7.82 8.44 7.82
Tangible book value per share (5) 6.14 5.46 6.14 5.46
Market price per share:
High for the period $15.720 $11.965 $15.720 $11.970
Low for the period 13.470 10.380 12.140 10.170
Close for period end 15.200 11.660 15.200 11.660
Cash dividends declared per share 0.100 0.085 0.295 0.255
Average number of shares
outstanding:
Basic (2) 11,313,623 11,322,648 11,291,175 11,179,640
Diluted (3) 11,522,519 11,462,945 11,478,306 11,314,024
(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 and non-interest
income.
(5) Amounts calculated include ESOP shares not committed to be released.
(6) Net interest income divided by non-interest expense.
(7) Yield on interest-earning assets less cost of funds on interest bearing
liabilities.
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 acquire shares according to internal repurchase
guidelines, regional economic conditions and the company's ability to
efficiently manage expenses. 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.