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): May 2, 2007
RIVERVIEW BANCORP, INC.
(Exact name of registrant as specified in its charter)
Washington 000-22957 91-1838969
(State or other jurisdiction (Commission (I.R.S. 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 May 2, 2007, Riverview Bancorp, Inc. issued its earnings release for
the quarter ended March 31, 2007. 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 May 2, 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: May 2, 2007 /s/Patrick Sheaffer
--------------------------
Patrick Sheaffer
Chairman and Chief Executive Officer
(Principal Executive Officer)
Exhibit 99.1
News Release Dated May 2, 2007
RIVERVIEW BANCORP
[ logo ]
Contacts: Pat Sheaffer or Ron Wysaske,
Riverview Bancorp 360-693-6650
RIVERVIEW BANCORP NET OF $11.6 MILLION UP 19% IN FISCAL 2007;
------------------------------------------------------------
LOANS AND DEPOSITS RISE 10%
---------------------------
Vancouver, WA - May 2, 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 fiscal 2007 profits. Net income
for fiscal 2007 ended March 31, 2007, increased 19% to $11.6 million, or $1.01
per diluted share, compared to $9.7 million, or $0.86 per diluted share, in
fiscal 2006. For the fourth quarter of fiscal 2007, net income increased 6% to
$2.8 million, or $0.24 per diluted share, compared to $2.6 million, or $0.23 per
diluted share, in the fourth fiscal quarter a year ago. All per share data has
been adjusted to reflect the August 2006 2-for-1 stock split.
"Our fiscal 2007 record profits are a direct result of the sustained growth in
our balance sheet," said Pat Sheaffer, Chairman and CEO. "Loan and deposit
growth has improved our revenue generating capacity and contributed to a
sustainable margin despite a challenging interest rate environment. In
addition, our loan portfolio continues to be both well diversified and high
quality as evidenced by our ability to maintain an extremely low level of
nonperforming loans."
Fiscal 2007 Financial Highlights (at or for periods ended March 31, 2007,
compared to March 31, 2006)
* Net income increased 19% to $11.6 million.
* Net interest income increased 13% to $36.5 million.
* Revenues advanced 11% to $45.6 million.
* Net interest margin was 5.01% compared to prior year of 5.03%.
* Efficiency ratio improved to 57.85% compared to prior year of 61.60%.
* Total assets increased 7% to $820 million.
* Loans increased 10% to $683 million.
* Riverview Asset Management Corp. increased assets under management 23% to
$286 million.
* Asset management fees increased 27% to $1.9 million.
* Opened a full service branch in Portland, Oregon, bringing branch network to
18 locations.
Operating Results
For fiscal 2007, the net interest margin was 5.01% compared to 5.03% in fiscal
2006. "Our yield on interest earning assets is moving in parallel with funding
costs, and we were able to stabilize our margin for the fiscal year," said Ron
Wysaske, President and COO. "Although the yield curve remains a challenge for
the entire banking industry, on a linked quarter basis the fourth quarter fiscal
year 2007 net interest margin increased 6 basis points to 4.95% from 4.89%."
Fiscal 2007 revenues (net interest income before the provision for loan losses
plus non-interest income) increased 11% to $45.6 million, compared to $41.2
million in fiscal 2006. Net interest income before the provision for loan
losses increased 13% to $36.5 million in fiscal 2007 compared to $32.4 million
in fiscal 2006. Non-interest income increased 2% to $9.0 million in fiscal 2007
compared to $8.8 million in fiscal 2006. Fee income for Riverview Asset
Management Corp. increased 27% to $1.9 million in fiscal 2007 compared to $1.5
million in fiscal 2006.
In the fourth quarter, revenues increased 6% to $11.3 million compared to $10.6
million in the fourth quarter a year ago. Net interest income before the
provision for loan loss increased 5% to $9.1 million in the fourth quarter of
fiscal 2007 compared to $8.6 million in the fourth quarter a year ago.
Non-interest income increased 10% to $2.2 million in the fourth quarter compared
to $2.0 million in the prior year's fourth quarter. Asset management fees from
Riverview Asset Management Corp. increased 21% to $479,000 in the fourth quarter
compared to $397,000 in the fourth quarter a year ago. Gains in fees and service
charges were the primary drivers of Riverview's increased non-interest income.
Riverview Bancorp Reports Record Fiscal 2007 Profits
May 2, 2007
Page 2
Non-interest expense was $26.4 million in fiscal 2007 compared to $25.4 million
in fiscal 2006. For the fourth quarter, non-interest expense was $6.9 million,
unchanged from the fourth quarter a year ago. The efficiency ratio improved 375
basis points to 57.9% for the year, compared to 61.6% a year ago. For the
fourth quarter of fiscal 2007, the efficiency ratio improved 380 basis points to
60.8%, compared to 64.6% in the like period a year ago. "Growing into our
capacity, such as our success in Oregon, has significantly helped our
efficiency," said Wysaske. "In addition, our growth in revenues due primarily
to loan growth has spread our costs over a larger revenue base."
Balance Sheet Growth
"The economy in Southwest Washington and Portland, Oregon continues to generate
strong demand for business loans, although we are seeing indications that the
pace of growth may be moderating," Wysaske said. "Our goal is to keep our loan
portfolio well diversified while maintaining excellent credit quality." Net
loans increased 10% to $683 million at March 31, 2007, compared to $623 million
a year ago. Commercial and construction loans account for 89% of the total loan
portfolio. The following table breaks out loans by category:
At the year At the year
ended March 31, ended March 31,
2007 2006
-------------- --------------
LOAN DATA (Dollars in thousands)
Commercial and construction
Commercial $91,174 13.18% $90,083 14.29%
Other real estate mortgage 360,930 52.19% 329,631 52.31%
Real estate construction 166,073 24.01% 137,598 21.83%
-------------- --------------
Total commercial and construction 618,177 89.38% 557,312 88.43%
Consumer
Real estate one-to-four family 69,808 10.10% 64,026 10.16%
Other installment 3,619 0.52% 8,899 1.41%
-------------- --------------
Total consumer 73,427 10.62% 72,925 11.57%
Total loans 691,604 100.00% 630,237 100.00%
Less:
Allowance for loan losses 8,653 7,221
------- -------
Loans receivable, net $682,951 $623,016
------- -------
Total assets increased 7% to $820 million at the end of March 2007, compared to
$764 million a year ago. Total deposits grew 10% to $665 million, compared to
$607 million at the end of March 2006. Core deposits, defined as all deposits
excluding certificates of deposit, now account for 70% of total deposits.
"Growing core deposits is a key component to our long term strategy," Wysaske
said. "Non-interest checking balances represent 13% of total deposits and
interest checking balances represent 22% of total deposits."
Shareholders' equity increased 9% to $100 million, compared to $92 million a
year ago. Book value per share improved to $8.56 at the end of March 2007,
compared to $7.94 a year earlier, and tangible book value per share improved to
$6.28 at quarter-end, compared to $5.62 a year ago.
Credit Quality and Performance Measures
"Exceptional credit quality reflects solid underwriting and our diversified
portfolio," Wysaske added. Non-performing assets of $226,000 were 0.03% of
total assets at March 31, 2007, compared to 0.15% of total assets at December
31, 2006 and 0.05% of total assets at March 31, 2006. The allowance for loan
losses, including unfunded loan commitments of $380,000, was $9.0 million, or
1.31% of net loans at quarter-end, compared to $7.6 million, or 1.20% of net
loans, a year ago.
Riverview's fiscal 2007 return on average assets improved to 1.43%, compared to
1.36% for fiscal 2006. Return on average equity improved to 11.88% for the year,
compared to 10.95% for last year. For the fourth quarter of fiscal 2007, return
on average assets was 1.36% compared to 1.42% in the same period a year earlier,
and return on average equity was 11.11% compared to 11.42% in the same period a
year earlier.
Riverview Bancorp Reports Record Fiscal 2007 Profits
May 2, 2007
Page 3
Conference Call
The management team of Riverview Bancorp will host a conference call on
Thursday, May 3, at 8:00 a.m. PDT, to discuss fiscal 2007 results. The
conference call can be accessed live by telephone at 303-262-2211. 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
$820 million, it is the parent company of the 84 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.
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.
Riverview Bancorp Reports Record Fiscal 2007 Profits
May 2, 2007
Page 4
RIVERVIEW BANCORP, INC. AND SUBSIDIARY
Consolidated Balance Sheets
March 31, 2007 and 2006
March 31, March 31,
(In thousands, except share data) (Unaudited) 2007 2006
-------------------------------------------------------------------------------
ASSETS
Cash (including interest-earning accounts of $7,818
and $7,786) $ 31,423 $ 31,346
Loans held for sale - 65
Investment securities available for sale, at fair value
(amortized cost of $19,258 and $24,139) 19,267 24,022
Mortgage-backed securities held to maturity, at amortized
cost (fair value of $1,243 and $1,830) 1,232 1,805
Mortgage-backed securities available for sale, at fair value
(amortized cost of $6,778 and $8,436) 6,640 8,134
Loans receivable (net of allowance for loan losses of $8,653
and $7,221) 682,951 623,016
Prepaid expenses and other assets 1,905 2,210
Accrued interest receivable 3,822 3,058
Federal Home Loan Bank stock, at cost 7,350 7,350
Premises and equipment, net 21,402 19,127
Deferred income taxes, net 4,108 3,771
Mortgage servicing rights, net 351 384
Goodwill 25,572 25,572
Core deposit intangible, net 711 895
Bank owned life insurance 13,614 13,092
-------- --------
TOTAL ASSETS $820,348 $763,847
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES:
Deposit accounts $665,405 $606,964
Accrued expenses and other liabilities 9,349 8,768
Advance payments by borrowers for taxes and insurance 397 358
Federal Home Loan Bank advances 35,050 46,100
Junior subordinated debentures 7,217 7,217
Capital lease obligation 2,721 2,753
-------- --------
Total liabilities 720,139 672,160
SHAREHOLDERS' EQUITY:
Serial preferred stock, $.01 par value; 250,000
authorized, issued and outstanding, none - -
Common stock, $.01 par value; 50,000,000 authorized,
March 31, 2007 11,707,980 issued, 11,707,980 outstanding; 117 114
March 31, 2006 11,545,380 issued, 11,545,372 outstanding
Additional paid-in capital 58,438 57,259
Retained earnings 42,848 35,776
Unearned shares issued to employee stock ownership trust (1,108) (1,186)
Accumulated other comprehensive loss (86) (276)
-------- --------
Total shareholders' equity 100,209 91,687
-------- --------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $820,348 $763,847
======== ========
Riverview Bancorp Reports Record Fiscal 2007 Profits
May 2, 2007
Page 5
RIVERVIEW BANCORP, INC.
AND SUBSIDIARY
Consolidated Statements
of Income for the Three and
Twelve Months Ended March
31, 2007 and 2006 Three Months Ended Twelve Months Ended
(In thousands, except share March 31, March 31,
data)(Unaudited) 2007 2006 2007 2006
------------------------------------------------------------------------------
INTEREST INCOME:
Interest and fees on
loans receivable $ 15,276 $ 12,649 $ 59,496 $ 45,039
Interest on investment
securities - taxable 195 217 854 809
Interest on investment
securities - non taxable 38 42 163 170
Interest on mortgage-
backed securities 96 119 421 530
Other interest and
dividends 117 51 366 681
----------------------- -----------------------
Total interest
income 15,722 13,078 61,300 47,229
----------------------- -----------------------
INTEREST EXPENSE:
Interest on deposits 5,829 3,563 20,507 12,383
Interest on borrowings 833 899 4,275 2,494
----------------------- -----------------------
Total interest
expense 6,662 4,462 24,782 14,877
----------------------- -----------------------
Net interest income 9,060 8,616 36,518 32,352
Less provision for
loan losses 100 200 1,425 1,500
----------------------- -----------------------
Net interest income
after provision for
loan losses 8,960 8,416 35,093 30,852
----------------------- -----------------------
NON-INTEREST INCOME:
Fees and service
charges 1,432 1,369 5,747 5,913
Asset management fees 479 397 1,874 1,481
Gain on sale of loans
held for sale 101 77 434 361
Loan servicing income 30 23 155 91
Gain on sale of credit
card portfolio -- -- 133 311
Bank owned life
insurance income 132 124 522 485
Other 44 35 169 195
----------------------- -----------------------
Total non-interest
income 2,218 2,025 9,034 8,837
----------------------- -----------------------
NON-INTEREST EXPENSE:
Salaries and employee
benefits 3,957 4,015 15,012 14,536
Occupancy and
depreciation 1,293 1,158 4,687 3,798
Data processing 211 341 988 1,414
Amortization of core
deposit intangible 44 53 184 210
Advertising and
marketing expense 175 156 1,102 853
FDIC insurance premium 19 19 74 70
State and local taxes 190 161 644 580
Telecommunications 109 116 437 395
Professional fees 234 328 809 1,328
Other 619 522 2,416 2,190
----------------------- -----------------------
Total non-interest
expense 6,851 6,869 26,353 25,374
----------------------- -----------------------
INCOME BEFORE INCOME
TAXES 4,327 3,572 17,774 14,315
PROVISION FOR INCOME
TAXES 1,563 965 6,168 4,577
----------------------- -----------------------
NET INCOME $ 2,764 $ 2,607 $ 11,606 $ 9,738
======================= =======================
Earnings per common
share:
Basic $ 0.24 $ 0.23 $ 1.03 $ 0.87
Diluted $ 0.24 $ 0.23 $ 1.01 $ 0.86
Weighted average
number of shares
outstanding:
Basic 11,385,327 11,280,378 11,312,847 11,204,479
Diluted 11,588,573 11,450,443 11,516,234 11,350,335
Riverview Bancorp Reports Record Fiscal 2007 Profits
May 2, 2007
Page 6
At the At the At the
year nine months year
ended ended ended
March 31, December 31, March 31,
2007 2006 2006
------ ------ ------
FINANCIAL CONDITION DATA (Dollars in thousands)
------------------------
Average interest earning assets $731,089 $726,909 $645,084
Average interest-bearing liabilities 614,546 609,037 532,521
Net average earning assets 116,543 117,872 112,563
Non-performing assets 226 1,276 415
Non-performing loans 226 1,276 415
Allowance for loan losses 8,653 8,628 7,221
Allowance for loan losses and unfunded loan
commitments 9,033 8,983 7,583
Average interest-earning assets to average
interest-bearing liabilities 118.96% 119.35% 121.14%
Allowance for loan losses to
non-performing loans 3828.76% 676.18% 1740.00%
Allowance for loan losses to net loans 1.25% 1.22% 1.15%
Allowance for loan losses and
unfunded loan commitments to net loans 1.31% 1.27% 1.20%
Non-performing loans to total net loans 0.03% 0.18% 0.07%
Non-performing assets to total assets 0.03% 0.15% 0.05%
Shareholders' equity to assets 12.22% 11.73% 12.00%
Number of banking facilities 19 19 17
LOAN DATA (1)
-------------
Commercial and construction
Commercial $91,174 13.18% $99,285 14.06% $90,083 14.29%
Other real estate mortgage 360,930 52.19% 364,187 51.59% 329,631 52.31%
Real estate construction 166,073 24.01% 165,008 23.38% 137,598 21.83%
-------------------------------------------------
Total commercial and construction 618,177 89.38% 628,480 89.03% 557,312 88.43%
Consumer
Real estate one-to-four family 69,808 10.10% 73,268 10.38% 64,026 10.16%
Other installment 3,619 0.52% 4,151 0.59% 8,899 1.41%
-------------------------------------------------
Total consumer 73,427 10.62% 77,419 10.97% 72,925 11.57%
Total loans 691,604 100.00% 705,899 100.00% 630,237 100.00%
Less:
Allowance for loan losses 8,653 8,628 7,221
-------- -------- --------
Loans receivable, net $682,951 $697,271 $623,016
======== ======== ========
COMPOSITION OF COMMERCIAL AND CONSTRUCTION LOAN TYPES BASED ON LOAN PURPOSE(1)
------------------------------------------------------------------------------
Commercial & Other
Construction Real Estate Real Estate
Total Commercial Mortgage Construction
------------ ---------- -------- ------------
March 31, 2007 (Dollars in thousands)
--------------
Commercial $91,174 $91,174 $ - $ -
Commercial construction 56,226 - - 56,226
Office buildings 62,310 - 62,310 -
Warehouse/industrial 40,238 - 40,238 -
Retail/shopping centers/strip malls 70,219 - 70,219 -
Assisted living facilities 11,381 - 11,381 -
Single purpose facilities 41,501 - 41,501 -
Land 103,240 - 103,240 -
Multi-family 32,041 - 32,041 -
One-to-four family 109,847 - - 109,847
---------------------------------------------
Total $618,177 $91,174 $360,930 $166,073
=============================================
March 31, 2006
--------------
Commercial $90,083 $90,083 $ - $ -
Commercial construction 43,715 - - 43,715
Office buildings 44,538 - 44,538 -
Warehouse/industrial 47,945 - 47,945 -
Retail/shopping centers/strip malls 75,877 - 75,877 -
Assisted living facilities 11,576 - 11,576 -
Single purpose facilities 41,506 - 41,506 -
Land 77,084 - 77,084 -
Multi-family 31,105 - 31,105 -
One-to-four family 93,883 - - 93,883
---------------------------------------------
Total $557,312 $90,083 $329,631 $137,598
=============================================
(1) Certain prior period loan balances have been reclassified to conform to
management's current year presentation.
Riverview Bancorp Reports Record Fiscal 2007 Profits
May 2, 2007
Page 7
At the At the At the
year nine months year
ended ended ended
March 31, December 31, March 31,
2007 2006 2006
------- ------- -------
(Dollars in thousands)
DEPOSIT DATA
------------
Interest checking $144,451 21.71% 145,347 22.32% $129,457 21.33%
Regular savings 29,472 4.43% 29,491 4.53% 38,344 6.32%
Money market deposit
accounts 205,007 30.81% 179,010 27.49% 137,451 22.65%
Non-interest checking 86,601 13.01% 88,244 13.55% 94,592 15.58%
Certificates of deposit 199,874 30.04% 209,105 32.11% 207,120 34.12%
--------------------------------------------------
Total deposits $665,405 100.00% 651,197 100.00% $606,964 100.00%
--------------------------------------------------
At or for the three At or for the twelve
months ended March 31, months ended March 31,
SELECTED OPERATING DATA 2007 2006 2007 2006
----------------------- ------ ------ ------ ------
(Dollars in thousands, except share data)
Efficiency ratio (4) 60.75% 64.55% 57.85% 61.60%
Efficiency ratio net of intangible
amortization 60.06% 63.76% 57.22% 60.79%
Coverage ratio (6) 132.24% 125.43% 138.57% 127.50%
Coverage ratio net of intangible
amortization 133.10% 126.41% 139.55% 128.56%
Return on average assets (1) 1.36% 1.42% 1.43% 1.36%
Return on average equity (1) 11.11% 11.42% 11.88% 10.95%
Average rate earned on interest-
earned assets 8.58% 7.95% 8.40% 7.34%
Average rate paid on interest-
bearing liabilities 4.28% 3.26% 4.03% 2.79%
Spread (7) 4.30% 4.69% 4.37% 4.55%
Net interest margin 4.95% 5.24% 5.01% 5.03%
PER SHARE DATA
--------------
Basic earnings per share (2) $ 0.24 $ 0.23 $ 1.03 $ 0.87
Diluted earnings per share (3) 0.24 0.23 1.01 0.86
Book value per share (5) 8.56 7.94 8.56 7.94
Tangible book value per share (5) 6.28 5.62 6.28 5.62
Market price per share:
High for the period $17.580 $ 13.750 $ 17.580 $ 13.750
Low for the period 15.290 11.560 12.135 10.165
Close for period end 15.940 13.380 15.940 13.380
Cash dividends declared
per share 0.100 0.085 0.395 0.340
Average number of shares outstanding:
Basic (2) 11,385,327 11,280,378 11,312,847 11,204,479
Diluted (3) 11,588,573 11,450,443 11,516,234 11,350,335
(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.