UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 2006
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ________________ to ________________
Commission File Number 0-49677
WEST BANCORPORATION, INC.
(Exact name of registrant as specified in its charter)
IOWA 42-1230603
(State of Incorporation) (I.R.S. Employer Identification No.)
1601 22nd Street, West Des Moines, Iowa 50266
Telephone Number (515) 222-2300
Indicate by check mark whether the registrant (1) has filed all reports required
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
--- ---
Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, or a non-accelerated filer. See definition of "accelerated
filer and large accelerated filer" in Rule 12b-2 of the Exchange Act. (Check
one):
Large accelerated filer Accelerated filer X Non-accelerated filer
--- --- ---
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).
Yes No X
--- ---
As of May 4, 2006, there were 16,701,843 shares of common stock, no par value
outstanding.
1
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
West Bancorporation, Inc. and Subsidiaries
Consolidated Balance Sheets
(unaudited)
March 31, December 31,
2006 2005
-------------- --------------
Assets
Cash and due from banks $ 27,182,400 $ 39,424,270
Federal funds sold and other short-term investments 2,783,719 1,241,044
-------------- --------------
Cash and cash equivalents 29,966,119 40,665,314
-------------- --------------
Securities available for sale 270,562,715 270,333,846
Federal Home Loan Bank stock, at cost 4,384,400 4,384,400
-------------- --------------
Total securities 274,947,115 274,718,246
-------------- --------------
Loans 929,630,310 867,504,620
Allowance for loan losses (8,048,894) (7,615,188)
-------------- --------------
Loans, net 921,581,416 859,889,432
-------------- --------------
Premises and equipment, net 5,639,199 5,650,009
Accrued interest receivable 8,491,954 7,861,647
Goodwill and other intangible assets 26,895,260 27,116,287
Bank-owned life insurance 22,308,460 22,099,259
Other assets 7,133,837 6,380,103
-------------- --------------
Total assets $1,296,963,360 $1,244,380,297
============== ==============
Liabilities and Stockholders' Equity
Liabilities
Deposits:
Noninterest-bearing demand $ 196,467,718 $ 207,492,888
Interest-bearing demand 44,906,991 48,629,629
Savings 269,038,988 295,068,233
Time, in excess of $100,000 280,246,859 269,057,298
Other time 178,801,581 124,645,285
-------------- --------------
Total deposits 969,462,137 944,893,333
Federal funds purchased and securities sold under
agreements to repurchase 113,439,107 84,748,150
Other short-term borrowings 854,308 4,732,124
Accrued expenses and other liabilities 8,055,730 6,298,408
Subordinated notes 20,619,000 20,619,000
Long-term borrowings 78,490,038 78,568,766
-------------- --------------
Total liabilities 1,190,920,320 1,139,859,781
-------------- --------------
Stockholders' Equity
Common stock, no par value; 50,000,000 authorized shares;
16,701,843 shares issued and outstanding 3,000,000 3,000,000
Additional paid-in capital 32,000,000 32,000,000
Retained earnings 73,823,546 71,950,620
Accumulated other comprehensive (loss) (2,780,506) (2,430,104)
-------------- --------------
Total stockholders' equity 106,043,040 104,520,516
-------------- --------------
Total liabilities and stockholders' equity $1,296,963,360 $1,244,380,297
============== ==============
See accompanying notes to consolidated financial statements.
2
West Bancorporation, Inc. and Subsidiaries
Consolidated Statements of Income
(unaudited)
Three Months Ended
March 31,
-------------------------
2006 2005
----------- -----------
Interest income:
Loans, including fees $15,462,928 $10,885,057
Securities:
U.S. Treasury, government agencies and corporations 1,495,912 1,931,141
States and political subdivisions 1,043,136 958,094
Other 328,548 544,552
Federal funds sold and other short-term investments 126,029 138,400
----------- -----------
Total interest income 18,456,553 14,457,244
----------- -----------
Interest expense:
Demand deposits 59,115 26,762
Savings deposits 1,713,071 1,119,839
Time deposits 4,857,095 1,581,277
Federal funds purchased and securities sold under
agreements to repurchase 911,940 424,951
Other short-term borrowings 14,282 465,418
Subordinated notes 362,877 362,877
Long-term borrowings 994,720 879,518
----------- -----------
Total interest expense 8,913,100 4,860,642
----------- -----------
Net interest income 9,543,453 9,596,602
Provision for loan losses 450,000 375,000
----------- -----------
Net interest income after provision for loan losses 9,093,453 9,221,602
----------- -----------
Noninterest income:
Service charges on deposit accounts 1,003,858 1,042,554
Trust services 168,050 140,000
Investment advisory fees 2,248,375 750,237
Increase in cash value of bank-owned life insurance 209,201 206,270
Net realized losses from sales of securities
available for sale (105,858) (1,189)
Other income 357,256 388,834
----------- -----------
Total noninterest income 3,880,882 2,526,706
----------- -----------
Noninterest expense:
Salaries and employee benefits 3,675,150 2,578,320
Occupancy 855,920 589,649
Data processing 479,535 327,712
Other expenses 1,301,759 1,093,969
----------- -----------
Total noninterest expense 6,312,364 4,589,650
----------- -----------
Income before income taxes 6,661,971 7,158,658
Income taxes 2,116,750 2,316,177
----------- -----------
Net income $ 4,545,221 $ 4,842,481
=========== ===========
Earnings per share, basic $ 0.27 $ 0.29
=========== ===========
Cash dividends per share $ 0.16 $ 0.16
=========== ===========
See accompanying notes to consolidated financial statements.
3
West Bancorporation, Inc. and Subsidiaries
Consolidated Statements of Stockholders' Equity
(unaudited)
Three Months Ended
March 31,
--------------------------
2006 2005
------------ -----------
Common stock:
Beginning of year balance $ 3,000,000 $ 3,000,000
------------ -----------
End of period balance 3,000,000 3,000,000
------------ -----------
Additional paid-in capital:
Beginning of year balance 32,000,000 32,000,000
------------ -----------
End of period balance 32,000,000 32,000,000
------------ -----------
Retained earnings:
Beginning of year balance 71,950,620 62,565,046
Net income 4,545,221 4,842,481
Dividends on common stock; per share amounts
2006 and 2005 - $0.16 (2,672,295) (2,672,295)
------------ -----------
End of period balance 73,823,546 64,735,232
------------ -----------
Accumulated other comprehensive income (loss):
Beginning of year balance (2,430,104) 54,930
Unrealized gains (losses) on securities, net of tax (350,402) (2,056,229)
------------ -----------
End of period balance (2,780,506) (2,001,299)
------------ -----------
Total stockholders' equity $106,043,040 $97,733,933
============ ===========
West Bancorporation, Inc. and Subsidiaries
Consolidated Statements of Comprehensive Income (Loss)
(unaudited)
Three Months Ended
March 31,
------------------------
2006 2005
---------- -----------
Net income $4,545,221 $ 4,842,481
Other comprehensive income (loss), unrealized gains
(losses) on securities, net of reclassification
adjustment, net of tax (350,402) (2,056,229)
---------- -----------
Comprehensive income $4,194,819 $ 2,786,252
========== ===========
See accompanying notes to consolidated financial statements.
4
West Bancorporation, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(unaudited)
Three Months Ended March 31,
----------------------------
2006 2005
------------ ------------
Cash Flows from Operating Activities
Net income $ 4,545,221 $ 4,842,481
Adjustments to reconcile net income to net cash provided by
operating activities:
Provision for loan losses 450,000 375,000
Net amortization and accretion 342,985 347,818
Loss on disposition of fixed assets 818 634
Net losses from sales of securities available for sale 105,858 1,189
Net gains from sales of loans held for sale (12,149) (64,170)
Proceeds from sales of loans held for sale 1,458,899 3,753,456
Originations of loans held for sale (1,631,750) (4,835,886)
Increase in value of bank-owned life insurance (209,201) (206,270)
Depreciation 225,109 119,151
Deferred income taxes (156,361) (97,396)
Change in assets and liabilities:
Increase in accrued interest receivable (630,307) (899,064)
Increase in accrued expenses and other liabilities 1,757,322 1,882,523
------------ ------------
Net cash provided by operating activites 6,246,444 5,219,466
------------ ------------
Cash Flows from Investing Activities
Proceeds from sales, calls, and maturities of securities
available for sale 14,113,027 32,642,965
Purchases of securities available for sale (15,215,950) (14,789,141)
Proceeds from maturities and calls of securities held to
maturity -- 6,561,000
Acquisition of Federal Home Loan Bank stock (431,600) (4,894,700)
Proceeds from redemption of Federal Home Loan Bank stock 431,600 4,475,500
Net increase in loans (61,956,984) (14,840,853)
Purchases of premises and equipment (215,117) (269,700)
Change in other assets (380,265) (186,523)
------------ ------------
Net cash provided by (used in) investing
activities (63,655,289) 8,698,548
------------ ------------
Cash Flows from Financing Activities
Net change in deposits 24,568,804 4,288,853
Net change in federal funds purchased and securities sold
under agreements to repurchase 28,690,957 25,221,436
Net change in other short-term borrowings (3,877,816) (3,569,565)
Principal payments on long-term borrowings -- (10,900,000)
Cash dividends (2,672,295) (2,672,295)
------------ ------------
Net cash provided by financing activities 46,709,650 12,368,429
------------ ------------
Net increase (decrease) in cash and cash
equivalents (10,699,195) 26,286,443
Cash and Cash Equivalents
Beginning 40,665,314 29,879,459
------------ ------------
End $ 29,966,119 $ 56,165,902
============ ============
Supplemental Disclosures of Cash Flow Information
Cash payments for:
Interest $ 8,562,357 $ 4,616,507
Income taxes 121,812 78,763
See accompanying notes to consolidated financial statements.
5
West Bancorporation, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(unaudited)
1. Basis of Presentation
The accompanying consolidated statements of income, stockholders' equity,
comprehensive income, and cash flows for the three months ended March 31, 2006
and 2005, and the consolidated balance sheets as of March 31, 2006 and December
31, 2005, include the accounts and transactions of the Company and its
wholly-owned subsidiaries, West Bank, WB Capital Management Inc. (d/b/a VMF
Capital) and Investors Management Group, Ltd. (IMG). All material intercompany
balances and transactions have been eliminated in consolidation.
The accompanying consolidated financial statements have been prepared by the
Company pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such rules and
regulations. Although management believes that the disclosures are adequate to
make the information presented not misleading, it is suggested that these
interim consolidated financial statements be read in conjunction with the
Company's most recent audited financial statements and notes thereto. In the
opinion of management, the accompanying consolidated financial statements
contain all adjustments (consisting of only normal recurring accruals) necessary
to present fairly the financial position as of March 31, 2006, and the results
of operations and cash flows for the three months ended March 31, 2006 and 2005.
The results for these interim periods may not be indicative of results for the
entire year or for any other period.
2. Earnings per Common Share
Earnings per share represent income available to common shareholders divided by
the weighted average number of shares outstanding during the period. The Company
has no common equivalent shares that could cause dilution. The average number of
shares outstanding for the three months ended March 31, 2006 and 2005 was
16,701,843.
3. Commitments
In the normal course of business, the Company enters into commitments to extend
credit such as loan commitments and standby letters of credit to meet the
financing needs of its customers. These commitments expose the Company to
varying degrees of credit and market risk and are subject to the same credit
reviews as those recorded on the balance sheet. For additional information on
credit extension commitments see Note 13 of the Company's 2005 consolidated
financial statements. The Company's commitments as of March 31, 2006 and
December 31, 2005 were approximately as follows:
March 31, 2006 December 31, 2005
-------------- -----------------
Commitments to extend credit $244,428,000 $247,849,000
Standby letters of credit 25,043,000 23,230,000
------------ ------------
$269,471,000 $271,079,000
============ ============
6
4. Segment Information
An operating segment is generally defined as a component of a business for which
discrete financial information is available and whose operating results are
regularly reviewed by the chief operating decision-maker. The Company's primary
business segments are banking and investment advisory services. The banking
segment generates revenue through interest and fees on loans, service charges on
deposit accounts, interest on investment securities and fees for trust services.
The banking segment includes West Bank and the Company, as the holding company's
operation is similar to the bank. The investment advisory segment generates
revenue by providing investment portfolio management services to individuals,
retirement plans, corporations, foundations, endowments and public entities. The
investment advisory segment includes VMF Capital and IMG. The "Other" column
represents the elimination of intercompany balances. The acquisition of IMG on
December 30, 2005 is the reason for the significant increase in investment
advisory fees. In prior reporting periods the investment advisory segment was
included in the "Other" column. Selected financial information on the Company's
segments is presented below for the quarters ended March 31, 2006 and 2005
(dollars in thousands).
Quarter ended March 31, 2006
Segments
------------------------------------------------
Investment
Banking Advisory Other Consolidated
---------- ---------- ------- ------------
Interest income $ 18,470 $ -- $ (14) $ 18,456
Interest expense 8,906 21 (14) 8,913
---------- ------- ------- ----------
Net interest income 9,564 (21) -- 9,543
Provision for loan losses 450 -- -- 450
---------- ------- ------- ----------
Net interest income after provision for loan losses 9,114 (21) -- 9,093
Noninterest income 1,633 2,297 (49) 3,881
Noninterest expense 4,370 1,991 (49) 6,312
---------- ------- ------- ----------
Income before income taxes 6,377 285 -- 6,662
Income taxes 1,998 119 -- 2,117
---------- ------- ------- ----------
Net income $ 4,379 $ 166 $ -- $ 4,545
========== ======= ======= ==========
Depreciation and amortization $ 199 $ 247 $ -- $ 446
========== ======= ======= ==========
Goodwill $ 13,376 $ 9,869 $ -- $ 23,245
========== ======= ======= ==========
Total assets $1,283,797 $14,220 $(1,054) $1,296,963
========== ======= ======= ==========
Quarter ended March 31, 2005
Segments
----------------------------------------------
Investment
Banking Advisory Other Consolidated
---------- ---------- ----- ------------
Interest income $ 14,457 $ -- $ -- $ 14,457
Interest expense 4,845 15 -- 4,860
---------- ------- ---- ----------
Net interest income 9,612 (15) -- 9,597
Provision for loan losses 375 -- -- 375
---------- ------- ---- ----------
Net interest income after provision for loan losses 9,237 (15) -- 9,222
Noninterest income 1,777 792 (42) 2,527
Noninterest expense 3,963 669 (42) 4,590
---------- ------- ---- ----------
Income before income taxes 7,051 108 -- 7,159
Income taxes 2,274 43 -- 2,317
---------- ------- ---- ----------
Net income $ 4,777 $ 65 $ -- $ 4,842
========== ======= ==== ==========
Depreciation and amortization $ 162 $ 42 $ -- $ 204
========== ======= ==== ==========
Goodwill $ 13,376 $ 1,162 $ -- $ 14,538
========== ======= ==== ==========
Total assets $1,162,729 $ 2,715 $(49) $1,165,395
========== ======= ==== ==========
7
5. Impact of New Financial Accounting Standards
In February 2006, the Financial Accounting Standards Board (FASB) issued SFAS
No. 155, Accounting for Certain Hybrid Financial Instruments. SFAS No. 155 is an
amendment of SFAS No. 133, Accounting for Derivative Instruments and Hedging
Activities, and SFAS No. 140, Accounting for Transfers and Servicing of
Financial Assets and Extinguishments of Liabilities. This Statement eliminates
the exemption from applying Statement 133 to interests in securitized financial
assets so that similar instruments are accounted for similarly regardless of the
form of the instruments. The Statement also allows an entity to elect fair value
measurement at acquisition, at issuance, or when a previously recognized
financial instrument is subject to a remeasurement event, on an
instrument-by-instrument basis. This Statement is effective for the Company
beginning on January 1, 2007. The Company does not expect this Statement to have
a material effect on its financial condition or results of operations.
In March 2006, the FASB issued SFAS No. 156, Accounting for Servicing of
Financial Assets. SFAS No. 156 is an amendment of SFAS No. 140. SFAS No. 156
requires an entity to recognize a servicing asset or liability each time it
undertakes an obligation to service a financial asset and requires each
servicing asset or liability to be initially measured at fair value. Entities
are permitted to choose the fair value measurement method or the amortization
method for subsequent reporting periods. This Statement is effective for the
Company beginning on January 1, 2007. The Company does not expect this statement
to have a material effect on its financial condition or results of operations.
6. Use of Estimates in the Preparation of Financial Statements
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reported period. Actual
results could differ from those estimates. Material estimates that are
particularly susceptible to significant change in the near term are the
allowance for loan losses and fair value of financial instruments.
7. Critical Accounting Policies
Management has identified its most critical accounting policy to be that related
to the allowance for loan losses. The allowance for loan losses is established
through a provision for loan losses charged to expense. Loans are charged
against the allowance for loan losses when management believes that
collectibility of the principal is unlikely. The Company has policies and
procedures for evaluating the overall credit quality of its loan portfolio
including timely identification of potential problem credits. On a quarterly
basis, management reviews the appropriate level for the allowance for loan
losses incorporating a variety of risk considerations, both quantitative and
qualitative. Quantitative factors include the Company's historical loss
experience, delinquency and charge-off trends, collateral values, known
information about individual loans and other factors. Qualitative factors
include the general economic environment in the Company's market areas and the
expected trend of those economic conditions. To the extent actual results differ
from forecasts and management's judgment, the allowance for loan losses may be
greater or less than future charge-offs.
8. Reclassifications
Minor reclassifications were made to certain prior year's statement of cash
flows categories to conform to the current year's presentation.
8
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
"SAFE HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT
The information contained in this report may contain forward-looking statements
about the Company's growth and acquisition strategies, new products and
services, and future financial performance, including earnings and dividends per
share, return on average assets, return on average equity, efficiency ratio and
capital ratio. Certain statements in this report constitute "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. Such forward-looking statements are based upon certain underlying
assumptions, risks and uncertainties. Because of the possibility of change in
the underlying assumptions, actual results could differ materially from these
forward-looking statements. Risks and uncertainties that may affect future
results include: interest rate risk, competitive pressures, pricing pressures on
loans and deposits, actions of bank and non-bank competitors, changes in local
and national economic conditions, changes in regulatory requirements, actions of
the Securities and Exchange Commission and/or the Federal Reserve Board, and
customers' acceptance of the Company's products and services. The Company
undertakes no obligation to revise or update such forward-looking statements to
reflect current events or circumstances after the date hereof or to reflect the
occurrence of unanticipated events.
THREE MONTHS ENDED MARCH 31, 2006
OVERVIEW
The following discussion is provided for the consolidated operations of the
Company, which includes its wholly-owned banking subsidiary, West Bank ("Bank")
and its wholly-owned investment advisory subsidiaries, WB Capital Management
Inc. d/b/a VMF Capital ("VMF Capital") and Investors Management Group, Ltd.
("IMG"). It focuses on the consolidated results of operations for the three
months ended March 31, 2006, compared to the same period in 2005, and on the
consolidated financial condition of the Company and its subsidiaries at March
31, 2006 and December 31, 2005.
Net income for the three months ended March 31, 2006 declined 6.1 percent to
$4,545,000 compared to $4,842,000 for the same period in 2005. The decline was
due to the combination of slightly lower net interest income, increased
provision for loan losses, higher losses from sales of available for sale
securities, and higher noninterest expense, which exceeded an increase in
noninterest income. The quarter ended March 31, 2006, included the results of
operations of IMG, which was acquired on December 30, 2005.
The year-to-date net interest margin has declined 30 basis points from a year
ago, because the cost of funds (deposits and borrowings) has increased faster
than the yield on earning assets (loans and investments).
Year-to-date noninterest income was 53.6 percent higher than last year due to an
increase in investment advisory fees earned by VMF Capital and fees earned by
IMG.
Year-to-date noninterest expense was 37.5 percent higher than a year ago
primarily due to the acquisition of IMG, increases in compensation and related
benefit expenses and occupancy costs.
9
RESULTS OF OPERATIONS
The following table shows selected financial results and measures for the three
months ended March 31, 2006 compared with the same period in 2005 (dollars in
thousands).
Three months ended March 31,
--------------------------------------------
2006 2005 Change Change-%
---------- ---------- ------- --------
Net income $ 4,545 $ 4,842 $ (297) -6.1%
Average assets 1,271,564 1,172,332 99,232 8.5%
Average stockholders' equity 104,711 97,781 6,930 7.1%
Return on assets 1.45% 1.68% -0.23%
Return on equity 17.60% 20.08% -2.48%
Efficiency ratio 45.17% 36.56% 8.61%
Dividend payout ratio 58.79% 55.18% 3.61%
Equity to assets ratio 8.23% 8.34% -0.11%
Definition of ratios:
Return on assets - annualized net income divided by average assets.
Return on equity - annualized net income divided by average stockholders'
equity.
Efficiency ratio - noninterest expense divided by noninterest income (excluding
securities gains) plus taxable equivalent net interest income.
Dividend payout ratio - dividends per share divided by net income per share.
Equity to assets ratio - average equity divided by average assets.
Net Interest Income
The following table shows average balances and related interest income or
interest expense, with the resulting average yield or rate by category of
interest earning assets or interest bearing liabilities. Interest income and the
resulting net interest income are shown on a fully taxable basis.
10
Data for the three months ended March 31 (dollars in thousands).
Average Balance Interest Income/Expense Yield/Rate
------------------------------------------ ----------------------------------- ------------------
2006 2005 Change Change-% 2006 2005 Change Change-% 2006 2005 Change
---------- ---------- -------- -------- ------- ------- ------- -------- ---- ---- ------
Interest-earning assets:
Loans:
Commercial $ 325,057 $ 263,563 $ 61,494 23.33% $ 5,855 $ 3,849 $ 2,006 52.12% 7.31% 5.92% 1.39%
Real estate 532,950 439,473 93,477 21.27% 9,165 6,656 2,509 37.70% 6.97% 6.14% 0.83%
Consumer 11,630 10,859 771 7.10% 219 202 17 8.42% 7.65% 7.55% 0.10%
Other 23,996 17,679 6,317 35.73% 307 258 49 18.99% 5.18% 5.92% -0.74%
---------- ---------- -------- -------- ------- ------- ------- -------- ---- ---- -----
Total Loans 893,633 731,574 162,059 22.15% 15,546 10,965 4,581 41.78% 7.05% 6.08% 0.97%
---------- ---------- -------- -------- ------- ------- ------- -------- ---- ---- -----
Investment securities:
Taxable 173,161 243,749 (70,588) -28.96% 1,913 2,564 (651) -25.39% 4.42% 4.21% 0.21%
Tax-exempt 100,969 98,170 2,799 2.85% 1,315 1,262 53 4.20% 5.21% 5.14% 0.07%
---------- ---------- -------- -------- ------- ------- ------- -------- ---- ---- -----
Total investment securities 274,130 341,919 (67,789) -19.83% 3,228 3,826 (598) -15.63% 4.71% 4.48% 0.23%
---------- ---------- -------- -------- ------- ------- ------- -------- ---- ---- -----
Federal funds sold and
short-term investments 11,234 19,439 (8,205) -42.21% 126 138 (12) -8.70% 4.55% 2.89% 1.66%
---------- ---------- -------- -------- ------- ------- ------- -------- ---- ---- -----
Total interest-earning assets $1,178,997 $1,092,932 $ 86,065 7.87% $18,900 $14,929 $ 3,971 26.60% 6.49% 5.52% 0.97%
========== ========== ======== ======== ======= ======= ======= ======== ==== ==== =====
Interest-bearing liabilities:
Deposits:
Checking with interest, savings
and money markets $ 316,709 $ 375,601 $(58,892) -15.68% $ 1,772 $ 1,147 $ 625 54.49% 2.27% 1.24% 1.03%
Time deposits 461,316 263,733 197,583 74.92% 4,857 1,581 3,276 207.21% 4.27% 2.43% 1.84%
---------- ---------- -------- -------- ------- ------- ------- -------- ---- ---- -----
Total deposits 778,025 639,334 138,691 21.69% 6,629 2,728 3,901 143.00% 3.46% 1.73% 1.72%
---------- ---------- -------- -------- ------- ------- ------- -------- ---- ---- -----
Other borrowed funds 188,628 242,193 (53,565) -22.12% 2,284 2,133 151 7.08% 4.91% 3.57% 1.34%
---------- ---------- -------- -------- ------- ------- ------- -------- ---- ---- -----
Total interest-bearing
liabilities $ 966,653 $ 881,527 $ 85,126 9.66% 8,913 4,861 4,052 83.36% 3.74% 2.24% 1.50%
========== ========== ======== ======== ------- ------- ------- -------- ---- ---- -----
Tax-equivalent net interest
income $ 9,987 $10,068 $ (81) -0.80%
======= ======= ======= ========
Net interest spread 2.75% 3.28% -0.53%
==== ==== ======
Net interest margin 3.42% 3.72% -0.30%
==== ==== ======
Fluctuations in net interest income can result from the combination of changes
in the volumes of asset and liability categories and changes in interest rates.
Net interest margin is a measure of the net return on interest-earning assets
and is computed by dividing annualized tax-equivalent net interest income by the
average of total interest-earning assets for the period. Despite an $86 million
increase in average earning assets in the first quarter of 2006, the net
interest margin for the quarter was 3.42 percent which was 30 basis points lower
than the same quarter last year and 20 basis points lower than the fourth
quarter of 2005. The decline from the prior quarter was due to continued
increases in market rates on deposits and borrowings, which have increased
faster than the yields on earning assets. This is attributable to the relatively
flat yield curve, where short-term interest rates are approximately the same as
longer-term interest rates. The Company's tax-equivalent net interest income for
the quarter ended March 31, 2006 declined $81,000 compared to the three months
ended March 31, 2005.
Taxable-equivalent interest income and fees on loans increased $4,581,000 in the
first quarter of 2006 compared to the same period in 2005, due to the
combination of a higher volume of outstanding loans and increasing rates.
Average loans were $162 million higher than the first quarter of last year and
the average yield on loans increased to 7.05 percent for the first quarter of
2006, compared to 6.08 percent in the first quarter of 2005. The yield on the
Company's loan portfolio is affected by the mix of the portfolio, the effects of
competition, the interest rate environment and the amount of non-accrual loans.
The interest rate environment can influence the volume of new loan originations
and the mix of variable rate versus fixed rate loans. Competition for loans in
the market areas served by the Company remains strong.
The average balance of investment securities was $68 million lower than last
year, while the yield has increased 23 basis points. Most purchases of
investment securities during the first quarter of 2006 have been callable agency
bonds with maturities of less than ten years.
11
The average rate on deposits increased to 3.46 percent from 1.73 percent for the
first quarter of last year. This increase is primarily the result of an increase
in market interest rates and the shift in funds from money market and savings
accounts to certificates of deposits. Clients have made such transfers to
maximize their earnings. The growth in time deposits in the first quarter of
2006 compared to the same time period in 2005 was also caused by the bank
utilizing wholesale certificates of deposit as a source of funding the loan
growth rather than borrowing from the Federal Home Loan Bank (FHLB).
The average balance of borrowings for the first quarter of 2006 was $54 million
lower than a year ago and the mix of borrowings has changed significantly since
last year. Overnight borrowings in the form of Federal funds purchased from
upstream correspondent banks averaged $10.4 million more than the first quarter
of last year. Short-term borrowings, primarily from FHLB, averaged $70.5 million
less than in the first quarter of 2005 due to utilizing wholesale time deposits.
Long-term borrowings averaged $5.4 million more than in the first quarter of
2005 due to borrowing funds to finance the acquisition of IMG in December 2005.
The Company has minimized its use of FHLB short-term advances because rates
associated with wholesale deposits have been slightly lower; wholesale deposits
do not require collateral; and the FHLB has decreased its dividend payment on
the stock that is required to be purchased when borrowing from the FHLB.
Provision for Loan Losses
The following table sets forth the activity in the Allowance for Loan Losses for
the three months ended March 31, 2006 and 2005, as well as common ratios related
to the allowance for loan losses (dollars in thousands).
Three months ended March 31,
----------------------------
2006 2005 Change
-------- -------- ------
Balance at beginning of period $ 7,615 $ 6,527 $1,088
Charge-offs (34) (33) (1)
Recoveries 18 33 (15)
-------- -------- ------
Net charge-offs (16) -- (16)
Provision charged to operations 450 375 75
-------- -------- ------
Balance at end of period $ 8,049 $ 6,902 $1,147
======== ======== ======
Average loans outstanding $893,633 $731,575
======== ========
Ratio of net charge-offs during the
period to average loans outstanding 0.00% 0.00%
Ratio of allowance for loan losses
to average loans outstanding 0.90% 0.94%
The provision for loan losses represents charges made to earnings to maintain an
adequate allowance for loan losses. The allowance for loan losses is
management's best estimate of probable losses inherent in the loan portfolio as
of the balance sheet date. Factors considered in establishing an appropriate
allowance include: an assessment of the financial condition of the borrower; a
realistic determination of value and adequacy of underlying collateral; the
condition of the local economy and the condition of the specific industry of the
borrower; an analysis of the levels and trends of loan categories; and a review
of delinquent and classified loans.
The adequacy of the allowance for loan losses is evaluated quarterly by
management and reviewed by the Bank's Board of Directors. This evaluation
focuses on specific loan reviews, changes in the type and volume of the loan
portfolio given the current and forecasted economic conditions and historical
loss experience. Any one of the following conditions may result in the review of
a specific loan: concern about whether the customer's cash flow or net worth is
sufficient to repay the loan; delinquency status; criticism of the loan in a
regulatory examination; the suspension of interest accrual; or other reasons,
including when the loan has other special or unusual characteristics that
suggest special monitoring is warranted.
12
While management uses available information to recognize losses on loans,
further reduction in the carrying amounts of loans may be necessary based on
changes in local economic conditions. In addition, regulatory agencies, as an
integral part of their examination process, periodically review the estimated
losses on loans. Such agencies may require the Company to recognize additional
losses based on their judgment about information available to them at the time
of their examination. See also the discussion of non-performing assets later in
this report.
Noninterest Income
The following table shows the variance from the prior year period in the
noninterest income categories shown in the Consolidated Statements of Income. In
addition, accounts within the Other Income category that represent significant
variances are shown (dollars in thousands).
Three months ended March 31,
------------------------------------
2006 2005 Change Change-%
------ ------ ------ ---------
Noninterest income
Service charges on deposit accounts $1,004 $1,043 $ (39) -3.7%
Trust services 168 140 28 20.0%
Investment advisory fees 2,249 750 1,499 199.9%
Increase in cash value of bank-owned
life insurance 209 206 3 1.5%
Net realized losses from sales of securities (106) (1) (105) -10500.0%
Other income:
Debit card usage fees 54 49 5 10.2%
Check printing fees 47 36 11 30.6%
Gain on sale of residential mortgages 12 21 (9) -42.9%
Gain on sale of commercial loans -- 43 (43) -100.0%
All other 244 240 4 1.7%
------ ------ ------ --------
Total other 357 389 (32) -8.2%
------ ------ ------ --------
Total noninterest income $3,881 $2,527 $1,354 53.6%
====== ====== ====== ========
Noninterest income results from the charges and fees collected by the Company
from its customers for various services performed and miscellaneous other income
and gains (or losses) from the sale of investment securities held in the
available for sale category. Service charges on deposit accounts declined for
two reasons: 1) higher interest rates resulted in a higher earnings credit on
commercial checking accounts which results in lower service charges; and 2)
return check charges have been declining during the past year due to fewer
customers overdrawing their accounts. Trust fees increased 20.0 percent in the
first quarter of 2006 compared to the prior year as a result of the combination
of new business and revised fee schedules. Investment advisory fees are fees
earned by VMF Capital and IMG. The significant increase in investment advisory
fees in the current quarter was due to the acquisition of IMG on the last day of
2005. VMF Capital's fee income increased 8.6 percent as the result of sales
efforts and an increase in market value of assets under management. The Company
recognized losses from the sale of investment securities in the first quarter of
2006 as lower yielding investments were sold with the proceeds being reinvested
at higher yields. By the end of the year, the additional income earned on the
purchased investments will more than make up for the losses recognized in the
first quarter. Debit card usage fees continued to increase as a result of higher
usage of this convenient payment method. Check printing income increased due to
new contract terms with the vendor. Gains from the sale of residential mortgages
in the secondary market are down because origination volume was lower due to
increases in market interest rates. The gains from the sale of commercial loans
in the first quarter of 2005 resulted from the sale of the United States
Department of Agriculture (USDA) guaranteed portion of two commercial loans.
Noninterest Expense
The following table shows the variance from the prior year in the noninterest
expense categories shown in the Consolidated Statements of Income. In addition,
accounts within the Other Expense category that represent significant variances
are shown (dollars in thousands).
13
Three months ended March 31,
-----------------------------------
2006 2005 Change Change-%
------ ------ ------ --------
Noninterest expense:
Salaries and employee benefits $3,675 $2,578 $1,097 42.6%
Occupancy 856 590 266 45.1%
Data processing 479 328 151 46.0%
Other expenses:
Insurance and surety bond 64 38 26 68.4%
Supplies 68 97 (29) -29.9%
Marketing 98 101 (3) -3.0%
Business development 80 43 37 86.0%
Professional fees 164 130 34 26.2%
Consulting fees 58 41 17 41.5%
Intangible amortization 221 85 136 160.0%
All other 549 559 (10) -1.8%
------ ------ ------ -----
Total other 1,302 1,094 208 19.0%
------ ------ ------ -----
Total noninterest expense $6,312 $4,590 $1,722 37.5%
------ ------ ------ -----
The increase in salaries and benefits included compensation and benefits for
approximately 25 employees due to the acquisition of IMG, approximately 17
additional employees at West Bank due to growth of the bank, annual compensation
adjustments and higher medical insurance premiums. Occupancy expenses were
higher this year due to one additional location for IMG and increased
depreciation expense related to furniture and equipment additions throughout the
Company. Data processing expense and insurance expense increased primarily due
to the acquisition of IMG. Supplies expense declined as the first quarter of
2005 included reprinting many brochures due to product and pricing changes.
Business development related costs increased due to significant efforts to
increase and expand current and new customer relationships. Professional fees
increased due to expenses of IMG, higher audit fees and higher legal fees
associated with one non-accrual loan. Consulting fees increased due to costs
incurred by IMG. Intangible amortization increased as the result of recording
client base and employment/noncompete intangibles in the acquisition of IMG.
Income Tax Expense
The Company incurred income tax expense of $2,117,000 for the three months ended
March 31, 2006 compared with $2,317,000 for the three months ended March 31,
2005. The effective income tax rate as a percent of income before taxes for the
three months ended March 31, 2006 and 2005 was 31.8 percent and 32.4 percent,
respectively. The effective income tax rate was slightly lower in 2006 because
of a higher level of income that is exempt from Federal income taxes.
FINANCIAL CONDITION
Total assets as of March 31, 2006 were $1.3 billion, a slight increase from $1.2
billion at December 31, 2005. The increase was primarily the result of a $62.1
million increase in loans.
Investment Securities
Investment securities available for sale increased $.2 million from December 31,
2005 to $270.6 million at March 31, 2006. During the first quarter of 2006,
$13.5 million of lower yielding securities were sold with the proceeds
reinvested in higher yielding investments.
Loans and Non-performing Assets
Loans outstanding increased $62.1 million from December 31, 2005 to March 31,
2006. Commercial loans were up $38.5 million, construction loans increased $17.5
million and residential real estate loans increased $3.7 million. It is expected
that loan demand in the commercial, construction and commercial real estate
categories will remain good for the next couple of quarters. It is difficult to
foresee beyond two or three quarters due to the expected continued increases in
interest rates by the Federal Reserve and the unknown impact on the economy of
higher oil prices.
14
The following table sets forth the amount of non-performing loans and assets
carried by the Company and common ratio measurements of those items (dollars in
thousands).
March 31, December 31,
2006 2005 Change
--------- ------------ -------
Non-accrual loans $3,988 $4,145 $ (157)
Loans past due 90 days and still
accruing interest 10 767 (757)
------ ------ -------
Total non-performing loans 3,998 4,912 (914)
Other real estate owned 252 497 (245)
------ ------ -------
Total non-performing assets $4,250 $5,409 $(1,159)
====== ====== =======
Non-performing assets to total loans 0.46% 0.62% -0.16%
Non-performing assets to total assets 0.33% 0.43% -0.10%
One loan accounted for $3.8 million of the total non-accrual loans. As reported
at December 31, 2005, this loan is a commercial loan secured by commercial real
estate used in the operation of the customer's business and by farmland. The
loan was placed on non-accrual status during the fourth quarter of 2005 due to
the time period that it could take to resolve the situation involving this loan
and it will be necessary for the collateral to be sold. Payments totaling
$56,000 were applied to the principal balance of this loan during the first
quarter. The remaining balance of loans in non-accrual status was $178,000 and
consisted of loans to five different borrowers. The amount of loans past due 90
days and still accruing interest declined to $10,000 from $767,000 due to a
concerted effort to collect delinquent payments.
Reference is also made to the information and discussion earlier in this report
under the heading "Provision for Loan Losses".
Deposits
Total deposits as of March 31, 2006 were $969 million compared with $945 million
as of December 31, 2005. While total deposits did not change significantly,
there was a change in the mix of deposits. Money market accounts, which are
liquid accounts and therefore earn relatively lower interest rates, declined
approximately $25.3 million. A portion of those funds moved into the time
certificates of deposit in excess of $100,000 category as customers attempted to
maximize the interest earned on those funds. It is expected that this trend will
continue. Time deposits increased a total of $65.3 million. In addition to the
movement of money market balances, the Bank utilized wholesale certificates of
deposit as a lower cost alternative source of funds compared to borrowing at the
FHLB.
Borrowings
The balance of Federal funds purchased and securities sold under agreements to
repurchase was $113.4 million at March 31, 2006, up from $84.7 million at
December 31, 2005. Most of this increase relates to Federal funds purchased.
Federal funds purchased are funds sold to West Bank by approximately 25 banks
throughout Iowa. This is a correspondent bank service provided by West Bank. The
balance of Federal funds purchased from correspondent banks will fluctuate
depending upon the loan demand and investment strategy of those banks. The
balance of other short-term borrowings consisted of Treasury, Tax and Loan
option notes and the short-term portion of an installment note payable to a
regional correspondent bank. The note was obtained in December 2005 to fund the
acquisition of IMG.
15
Liquidity and Capital Resources
The objective of liquidity management is to ensure the availability of
sufficient cash flows to meet all corporate financial commitments and to
capitalize on opportunities for profitable business expansion. The Company's
principal source of funds is deposits, including demand, money market, savings
and certificates of deposit. Other sources include principal repayments on
loans, proceeds from the maturity and sale of investment securities, federal
funds purchased, repurchase agreements, advances from the Federal Home Loan Bank
and funds provided by operations. Liquidity management is conducted on both a
daily and a long-term basis. Investments in liquid assets are adjusted based on
expected loan demand, projected loan maturities and payments, expected deposit
flows, and the objectives set by the Company's funds management policy. The
Company had liquid assets (cash and cash equivalents) of $29,966,000 as of March
31, 2006, compared with $40,665,000 as of December 31, 2005. Securities
available for sale may be sold prior to maturity to meet liquidity needs, to
respond to market changes or to adjust the Company's interest rate risk
position. The Bank had additional borrowing capacity available from the Federal
Home Loan Bank ("FHLB") of approximately $80 million at March 31, 2006 and the
Company has a $2.5 million unsecured line of credit through a large regional
correspondent bank. In addition, the Bank has $100 million in borrowing capacity
available through unsecured federal funds lines of credit with correspondent
banks. The Bank was utilizing $19 million of those lines of credit at March 31,
2006. The combination of high levels of potentially liquid assets, cash flows
from operations and additional borrowing capacity provided strong liquidity for
the Company at March 31, 2006.
The Company's total stockholders' equity increased to $106.0 million at March
31, 2006 from $104.5 at December 31, 2005. Total equity increased due to
retention of earnings net of a dividend payment. Total shareholders' equity was
8.2 percent of total assets as of March 31, 2006 and 8.4 percent on December 31,
2005. No material capital expenditures or material changes in the capital
resource mix are anticipated at this time.
Quantitative measures established by regulation to ensure capital adequacy
require the Company and the Bank to maintain minimum amounts and ratios (set
forth in the following table) of total and Tier 1 capital to risk-weighted
assets and of Tier 1 capital to average assets. Management believes the capital
levels of the company and the Bank met all capital adequacy requirements to
which they were subject at March 31, 2006.
Regulatory
requirements to be: Actual Regulatory
------------------------- Capital Ratios as of:
Adequately Well- ----------------------------------
Capitalized Capitalized March 31, 2006 December 31, 2005
----------- ----------- -------------- -----------------
Total risk-based capital
as % of risk-weighted assets:
Consolidated 8.0% 10.0% 10.4% 10.8%
West Bank 8.0% 10.0% 10.8% 11.3%
Tier 1 capital as % of risk-weighted assets:
Consolidated 4.0% 6.0% 9.7% 10.1%
West Bank 4.0% 6.0% 8.1% 8.5%
Tier 1 capital as % average assets
Consolidated 4.0% 5.0% 8.2% 8.3%
West Bank 4.0% 5.0% 6.9% 7.0%
On April 19, 2006, the Company's Board of Directors authorized $5 million to be
used for the buy-back of Company common stock over the next 12 months. No shares
have been purchased under a similar authorization in effect for the past 12
months.
16
Market Risk Management
Market risk is the risk of earnings volatility that results from adverse changes
in interest rates and market prices. The Company's market risk is primarily
interest rate risk arising from its core banking activities of lending and
deposit taking. Interest rate risk is the risk that changes in market interest
rates may adversely affect the Company's net interest income. Management
continually develops and implements strategies to mitigate this risk. The
analysis of the Company's interest rate risk was presented in the Form 10-K
filed with the Securities and Exchange Commission on March 8, 2006. The Company
has not experienced any material changes in its market risk position since
December 31, 2005. Management does not believe the Company's primary market risk
exposures and how those exposures were managed in the first three months of 2006
changed when compared to 2005.
Item 3. Quantitative and Qualitative Disclosures about Market Risk.
The information appearing above under the heading "Market Risk Management" is
incorporated herein by reference.
Item 4. Controls and Procedures
a. Evaluation of disclosure controls and procedures. As of the end of the period
covered by this report, an evaluation of the effectiveness of the Company's
disclosure controls and procedures (as defined in Exchange Act Rule
240.13a-15(f)) as of the end of the period covered by this report was performed
under the supervision and with the participation of the Company's Chief
Executive Officer and Chief Financial Officer. Based on that evaluation, the
Chief Executive Officer and the Chief Financial Officer have concluded that the
Company's current disclosure controls and procedures are effective to ensure
that information required to be disclosed by the Company in the reports that it
files or submits under the Exchange Act is recorded, processed, summarized and
reported within the time periods specified in the Securities and Exchange
Commission's rules and forms.
b. Changes in internal controls over financial reporting. There were no changes
in the Company's internal control over financial reporting that occurred during
the period covered by this report that have materially affected, or are
reasonably likely to materially affect, the Company's internal control over
financial reporting.
Part II - OTHER INFORMATION
Item 1. Legal Proceedings
The Company and its subsidiaries from time to time are parties to various legal
actions arising in the normal course of business. Management believes, as of the
date of this Form 10-Q, that there is no threatened or pending proceeding
against the Company or its subsidiaries which, if determined adversely, would
have a material adverse effect on the business or financial position of the
Company or its subsidiaries.
Item 1A. Risk Factors
Management of the Company does not believe there have been any material changes
in the risk factors that were disclosed in the Form 10-K filed with the
Securities and Exchange Commission on March 8, 2006.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
During the first quarter of 2006, there were no purchases of the Company's
common shares under the $5 million stock buy-back plan approved by the Board of
Directors on April 15, 2005. This resolution expired on April 14, 2006. On April
19, 2006, the Company's Board of Directors authorized $5 million to be available
for the buy-back of company stock over the next 12 months.
17
Item 6. Exhibits
The following exhibits are filed as part of this report:
Exhibits
--------
3.1 Restated Articles of Incorporation of the Company(1)
3.2 By-laws of the Company(1)
10.1 Lease for Main Bank Facility(1)
10.2 Supplemental Agreement to Lease for Main Bank Facility(1)
10.3 Short-term Lease related to Main Bank facility(1)
10.4 Assignment(1)
10.5 Lease Modification Agreement No. 1 for Main Bank Facility(1)
10.6 Memorandum of Real Estate Contract(1)
10.7 Affidavit(1)
10.8 Addendum to Lease for Main Bank Facility(1)
10.9 Data Processing Contract(1)
10.10 Employment Contract(1)
10.11 No document
10.12 Data Processing Contract Amendment(2)
10.13 Purchase and Assumption Agreement between West Des Moines State Bank
and Hawkeye State Bank(3)
10.14 Employment Agreement effective March 1, 2003, which was consummated
in the first quarter of 2004(4)
10.15 The Employee Savings and Stock Ownership Plan, as amended(5)
10.16 Amendment to Lease Agreement(6)
10.17 Employment Agreement(6)
10.18 Consulting Agreement(8)
10.19 West Bancorporation, Inc. Restricted Stock Compensation Plan(7)
10.20 Employment Agreement between Investors Management Group and Jeff
Lorenzen(9)
10.21 Assignment and Assumption of Lease and Consent to Assignment(10)
31.1 Certification of Chief Executive Officer under Section 302 of the
Sarbanes-Oxley Act of 2002
31.2 Certification of Chief Financial Officer under Section 302 of the
Sarbanes-Oxley Act of 2002
32.1 Certification of Chief Executive Officer Pursuant to 18 U.S.C.
Section 1350, as Adopted Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
32.2 Certification of Chief Financial Officer Pursuant to 18 U.S.C.
Section 1350, as Adopted Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
(1) Incorporated herein by reference to the related exhibit filed with the Form
10 on March 11, 2002.
(2) Incorporated herein by reference to the related exhibit filed with the Form
10-K on March 26, 2003.
(3) Incorporated herein by reference to the related exhibit filed with the Form
10-Q on May 15, 2003.
(4) Incorporated herein by reference to the related exhibit filed with the Form
10-K on February 26, 2004.
(5) Incorporated herein by reference to the related exhibit filed with the Form
S-8 on October 29, 2004.
(6) Incorporated herein by reference to the related exhibit filed with the Form
10-K on March 3, 2005.
(7) Incorporated herein by reference to the definitive proxy statement 14A
which was filed on March 10, 2005.
(8) Incorporated herein by reference to the related exhibit filed with the Form
10-Q on May 6, 2005.
(9) Incorporated herein by reference to the related exhibit filed with the Form
8-K on February 22, 2006.
(10) Incorporated herein by reference to the related exhibit filed with the Form
10-K on March 8, 2006.
18
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.
West Bancorporation, Inc.
(Registrant)
May 4, 2006 By: /s/ Thomas E. Stanberry
Dated ------------------------------------
Thomas E. Stanberry
Chairman, President and
Chief Executive Officer
May 4, 2006 By: /s/ Douglas R. Gulling
Dated ------------------------------------
Douglas R. Gulling
Executive Vice President and
Chief Financial Officer
(Principal Accounting Officer)
19
EXHIBIT INDEX
The following exhibits are filed herewith:
Exhibit No. Description
----------- -----------
31.1 Certification of Chief Executive Officer under Section 302 of the
Sarbanes-Oxley Act of 2002
31.2 Certification of Chief Financial Officer under Section 302 of the
Sarbanes-Oxley Act of 2002
32.1 Certification of Chief Executive Officer Pursuant to 18 U.S.C.
Section 1350, as Adopted Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
32.2 Certification of Chief Financial Officer Pursuant to 18 U.S.C.
Section 1350, as Adopted Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002