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): July 17, 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 July 17, 2007, Riverview Bancorp, Inc. issued its earnings release for the quarter ended June 30, 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 July 17, 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: July 19, 2007 /s/Ron Wysaske ----------------------- Ron Wysaske President and Chief Operating Officer Exhibit 99.1 News Release Dated July 17, 2007 Riverview Bancorp Reflecting Our Communities' Strengths The Cereghino Group Corporate Investor Relations Contacts: Pat Sheaffer or Ron Wysaske, 206.388.5785 www.stockvalues.com Riverview Bancorp 360-693-6650 RIVERVIEW BANCORP REPORTS RECORD FIRST QUARTER PROFITS OF $2.8 MILLION, OR $0.25 PER DILUTED SHARE ------------------------------------------------------------------------ Vancouver, WA - July 17, 2007 - Riverview Bancorp, Inc. (NASDAQ GSM: RVSB) today reported excellent core deposit growth and continued excellent credit quality for the first fiscal quarter of 2008 ended June 30, 2007. Net income for the quarter increased 8% to $2.8 million, or $0.25 per diluted share, compared to $2.6 million, or $0.23 per diluted share, in the first quarter of fiscal 2007. All per share data has been adjusted to reflect the August 2006 2-for-1 stock split. "We have always emphasized building shareholder value, and in the past year that was particularly evident," stated Pat Sheaffer, Chairman and CEO. "We started off last August issuing a 2 for 1 stock split, and raised our cash dividend 5% to $0.10 per diluted share, bringing our dividend yield to 3.0% based on the recent share price. Year-to-date fiscal 2008 we purchased 475,000 shares on the open market under announced Repurchase Plans. We have 525,000 shares remaining to be purchased under the current Repurchase Plan announced June 21, 2007." FIRST QUARTER FISCAL 2008 FINANCIAL HIGHLIGHTS (at or for periods ended June 30, 2007, or compared to June 30, 2006) * Net income increased 8% to record $2.8 million. * Earnings per share increased 9% to $0.25 per diluted share. * Core deposits increased 25%. * Deposits increased 14% to $692 million. * Net interest margin was 4.83%. * Total assets increased 5% to $832 million. * Riverview Asset Management Corp. increased assets under management 20% to $302 million. * Asset management fees increased 26% to $548,000. OPERATING RESULTS In the first fiscal quarter of 2008, net interest income decreased 2% to $8.8 million compared to $9.0 million in the first fiscal quarter a year earlier reflecting the impact of the increase in funding costs. Non-interest income increased 9% to $2.3 million for the quarter, compared to $2.1 million a year ago, primarily due to fees and service charges which increased 7% to $1.4 million from the year ago period, and fee income from Riverview Asset Management Corp., which increased 26% to $548,000 for the quarter. For the first quarter of fiscal 2008, the net interest margin was 4.83% compared to 4.95% in the previous linked quarter and 5.23% in the first fiscal quarter a year ago. "As the yield curve remains a challenge for us as well as the entire banking industry, we expect our margin to continue to be under pressure during the second half of the calendar year," said Ron Wysaske, President and COO. Non-interest expenses were $6.8 million in the first quarter of fiscal 2008, in line with expenses in the first quarter of fiscal 2007. The efficiency ratio increased 10 basis points to 60.93% for the first quarter, compared to 60.83% in the first quarter a year ago. "Last year we increased our infrastructure to accommodate expanding our franchise in Southwest Washington and into Oregon," said Wysaske. Riverview Bancorp Reports Record Fiscal 1Q08 Profits July 17, 2007 Page 2 BALANCE SHEET GROWTH Riverview increased its total assets 5% to $832 million at the end of June 2007, compared to $793 million a year ago. Total deposits increased 14% to $692 million at the end of June 2007 compared to $607 million at the end of June 2006. Core deposits, defined as all deposits excluding certificates of deposit, increased 25% over the past year to $511 million, and represents 74% of total deposits. "Although we are in a very competitive market for deposit gathering, we have been very successful at growing core deposits to fund our loan growth," Wysaske said. "Non-interest checking balances represent 12% of total deposits and interest checking balances represent 23% of total deposits." "The economy in Southwest Washington and Portland, Oregon generates strong demand for business loans, but we are seeing indications that the pace of growth may be moderating," Wysaske said. "We have been tightening our lending standards; and our goal is to maintain excellent credit quality while keeping our loan portfolio well diversified." Net loans increased slightly to $663 million at June 30, 2007, compared to $659 million a year ago. Commercial and construction loans account for 89% of the total loan portfolio, similar to last year. The following table breaks out loans by category: At the quarter At the quarter ended June 30, ended June 30, 2007 2006 ------------- ------------- LOAN DATA (Dollars in thousands) --------- Commercial and construction Commercial $90,896 13.52% $89,816 13.48% Other real estate mortgage 350,219 52.10% 349,176 52.41% Real estate construction 158,598 23.60% 152,745 22.93% -------------- -------------- Total commercial and construction 599,713 89.22% 591,737 88.82% Consumer Real estate one-to-four family 67,815 10.09% 70,813 10.63% Other installment 4,630 0.69% 3,664 0.55% -------------- -------------- Total consumer 72,445 10.78% 74,477 11.18% Total loans 672,158 100.00% 666,214 100.00% Shareholders' equity increased 7% to $99.7 million, compared to $93.5 million a year ago. Book value per share improved to $8.62 at the end of June 2007, compared to $8.09 a year earlier, and tangible book value per share improved to $6.32 at quarter-end, compared to $5.77 a year ago. All per share data has been adjusted to reflect the August 2006 2-for-1 stock split. CREDIT QUALITY AND PERFORMANCE MEASURES "We have maintained exceptional loan quality while growing the loan portfolio at a moderate pace," noted Wysaske. "We continue to keep a watchful eye on industry and regional trends and closely monitor our credit underwriting." Non-performing assets were $226,000, or 0.03% of total assets, at June 30, 2007, compared to $1.2 million, or 0.15% of total assets, at June 30, 2006. The allowance for loan losses, including unfunded loan commitments of $382,000, was $9.1 million, or 1.36% of net loans at quarter-end, compared to $8.0 million, or 1.20% of net loans, a year ago. Riverview does not make sub-prime residential real estate loans. Therefore, it has not been affected by the increasing level of delinquencies and defaults that have occurred recently nationwide. Riverview's 2008 fiscal first quarter return on average assets improved to 1.39%, compared to 1.36% for the first quarter of fiscal 2007. Return on average equity was 11.16% for the quarter, compared to 11.18% for the same quarter last year. Riverview Bancorp Reports Record Fiscal 1Q08 Profits July 17, 2007 Page 3 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 $832 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 1Q08 Profits July 17, 2007 Page 4 RIVERVIEW BANCORP, INC. AND SUBSIDIARY Consolidated Balance Sheets June 30, 2007, March 31, 2007 and June 30, 2006 June 30, March 31, June 30, (In thousands, except share data)(Unaudited) 2007 2007 2006 ------------------------------------------------------------------------------- ASSETS Cash (including interest-earning accounts of $47,085, $7,818 and $6,754) $ 68,082 $ 31,423 $ 26,671 Investment securities available for sale, at fair value (amortized cost of $13,734, $19,258 and $23,005) 13,756 19,267 22,847 Mortgage-backed securities held to maturity, at amortized cost (fair value of $1,150, $1,243 and $1,603) 1,135 1,232 1,580 Mortgage-backed securities available for sale, at fair value (amortized cost of $6,405, $6,778 and $8,011) 6,201 6,640 7,666 Loans receivable (net of allowance for loan losses of $8,728, $8,653 and $7,626) 663,430 682,951 658,588 Prepaid expenses and other assets 2,878 1,905 2,164 Accrued interest receivable 3,686 3,822 3,526 Federal Home Loan Bank stock, at cost 7,350 7,350 7,350 Premises and equipment, net 21,155 21,402 19,125 Deferred income taxes, net 4,126 4,108 3,799 Mortgage servicing rights, net 347 351 372 Goodwill 25,572 25,572 25,572 Core deposit intangible, net 669 711 845 Bank owned life insurance 13,753 13,614 13,220 -------- -------- -------- TOTAL ASSETS $832,140 $820,348 $793,325 ======== ======== ======== LIABILITIES AND SHAREHOLDERS' EQUITY LIABILITIES: Deposit accounts $692,168 $665,405 $607,389 Accrued expenses and other liabilities 9,675 9,349 9,062 Advance payments by borrowers for taxes and insurance 162 397 144 Federal Home Loan Bank advances 5,000 35,050 73,300 Junior subordinated debentures 22,681 7,217 7,217 Capital lease obligation 2,713 2,721 2,745 -------- -------- -------- Total liabilities 732,399 720,139 699,857 SHAREHOLDERS' EQUITY: Serial preferred stock, $.01 par value; 250,000 authorized, issued and outstanding, none - - - Common stock, $.01 par value; 50,000,000 authorized, June 30, 2007 11,566,980 issued, 11,566,980 outstanding; 115 117 57 March 31, 2007 11,707,980 issued, 11,707,980 outstanding; June 30, 2006 5,780,090 issued, 5,780,086 outstanding on a pre-split basis Additional paid-in capital 56,450 58,438 57,529 Retained earnings 44,379 42,848 37,348 Unearned shares issued to employee stock ownership trust (1,083) (1,108) (1,134) Accumulated other comprehensive loss (120) (86) (332) -------- -------- -------- Total shareholders' equity 99,741 100,209 93,468 -------- -------- -------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $832,140 $820,348 $793,325 ======== ======== ======== Riverview Bancorp Reports Record Fiscal 1Q08 Profits July 17, 2007 Page 5 RIVERVIEW BANCORP, INC. AND SUBSIDIARY Consolidated Statements of Income for the Three Months Three Months Ended Ended June 30, 2007 and 2006 June 30, (In thousands, except share data)(Unaudited) 2007 2006 ----------------------------------------------------------------------------- INTEREST INCOME: Interest and fees on loans receivable $ 14,880 $ 13,769 Interest on investment securities-taxable 172 221 Interest on investment securities-non taxable 38 42 Interest on mortgage-backed securities 91 114 Other interest and dividends 243 52 -------------------- Total interest income 15,424 14,198 -------------------- INTEREST EXPENSE: Interest on deposits 6,190 4,222 Interest on borrowings 406 963 -------------------- Total interest expense 6,596 5,185 -------------------- Net interest income 8,828 9,013 Less provision for loan losses 50 350 -------------------- Net interest income after provision for loan losses 8,778 8,663 -------------------- NON-INTEREST INCOME: Fees and service charges 1,427 1,331 Asset management fees 548 436 Gain on sale of loans held for sale 91 72 Loan servicing income 39 45 Gain on sale of credit card portfolio - 67 Bank owned life insurance income 139 128 Other 58 36 -------------------- Total non-interest income 2,302 2,115 -------------------- NON-INTEREST EXPENSE: Salaries and employee benefits 3,968 3,835 Occupancy and depreciation 1,302 1,074 Data processing 168 335 Amortization of core deposit intangible 42 50 Advertising and marketing expense 282 302 FDIC insurance premium 19 24 State and local taxes 171 155 Telecommunications 104 112 Professional fees 223 178 Other 502 704 -------------------- Total non-interest expense 6,781 6,769 -------------------- INCOME BEFORE INCOME TAXES 4,299 4,009 PROVISION FOR INCOME TAXES 1,460 1,378 -------------------- NET INCOME $ 2,839 $ 2,631 ==================== Earnings per common share: Basic $0.25 $0.23 Diluted $0.25 $0.23 Weighted average number of shares outstanding: Basic 11,391,825 11,265,971 Diluted 11,527,586 11,443,153 Riverview Bancorp Reports Record Fiscal 1Q08 Profits July 17, 2007 Page 6 RIVERVIEW BANCORP, INC. AND SUBSIDIARY FINANCIAL HIGHLIGHTS (Unaudited) At or for the three months At or for the year ended June 30, ended March 31, 2007 2006 2007 ---- ---- ---- FINANCIAL CONDITION DATA (Dollars in thousands) ------------------------- Average interest earning assets $734,135 $692,283 $731,089 Average interest-bearing liabilities 620,930 574,714 614,546 Net average earning assets 113,205 117,569 116,543 Non-performing assets 226 1,173 226 Non-performing loans 226 1,173 226 Allowance for loan losses 8,728 7,626 8,653 Allowance for loan losses and unfunded loan commitments 9,110 8,002 9,033 Average interest-earning assets to average interest-bearing liabilities 118.23% 120.46% 118.96% Allowance for loan losses to non- performing loans 3861.95% 650.13% 3828.76% Allowance for loan losses to net loans 1.30% 1.14% 1.25% Allowance for loan losses and unfunded loan commitments to net loans 1.36% 1.20% 1.31% Non-performing loans to total net loans 0.03% 0.18% 0.03% Non-performing assets to total assets 0.03% 0.15% 0.03% Shareholders' equity to assets 11.99% 11.78% 12.22% Number of banking facilities 19 18 19 LOAN DATA (1) ------------- Commercial and construction Commercial $90,896 13.52% $89,816 13.48% $91,174 13.18% Other real estate mortgage 350,219 52.10% 349,176 52.41% 360,930 52.19% Real estate construction 158,598 23.60% 152,745 22.93% 166,073 24.01% ---------------------------------------------- Total commercial and construction 599,713 89.22% 591,737 88.82% 618,177 89.38% Consumer Real estate one-to-four family 67,815 10.09% 70,813 10.63% 69,808 10.10% Other installment 4,630 0.69% 3,664 0.55% 3,619 0.52% --------------------------------------------- Total consumer 72,445 10.78% 74,477 11.18% 73,427 10.62% Total loans 672,158 100.00% 666,214 100.00% 691,604 100.00% Less: Allowance for loan losses 8,728 7,626 8,653 -------- -------- -------- Loans receivable, net $663,430 $658,588 $682,951 ======== ======== ======== (1) Certain prior period loan balances have been reclassified to conform to management's current year presentation. Riverview Bancorp Reports Record Fiscal 1Q08 Profits July 17, 2007 Page 7 RIVERVIEW BANCORP, INC. AND SUBSIDIARY FINANCIAL HIGHLIGHTS (Unaudited) COMPOSITION OF COMMERCIAL AND CONSTRUCTION LOAN TYPES BASED ON LOAN PURPOSE ---------------------------------------------------------------------------- Commercial Other & Construction Real Estate Real Estate Total Commercial Mortgage Construction ------------ ---------- ----------- ------------ June 30, 2007 (Dollars in thousands) ------------- Commercial $ 90,896 $ 90,896 $ - $ - Commercial construction 56,547 - - 56,547 Office buildings 61,844 - 61,844 - Warehouse/industrial 37,755 - 37,755 - Retail/shopping centers/strip malls 67,595 - 67,595 - Assisted living facilities 11,089 - 11,089 - Single purpose facilities 40,816 - 40,816 - Land 101,113 - 101,113 - Multi-family 30,007 - 30,007 - One-to-four family 102,051 - - 102,051 -------------------------------------------- Total $599,713 $90,896 $350,219 $158,598 ============================================ March 31, 2007 -------------- 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 ============================================ At the three months At the year ended June 30, ended March 31, 2007 2006 2007 ---- ---- ---- (Dollars in thousands) DEPOSIT DATA ------------ Interest checking $161,299 23.30% $144,120 23.73% $144,451 21.71% Regular savings 27,849 4.02% 34,871 5.74% 29,472 4.43% Money market deposit accounts 240,251 34.71% 134,010 22.06% 205,007 30.81% Non-interest checking 81,512 11.78% 96,636 15.91% 86,601 13.01% Certificates of deposit 181,257 26.19% 197,752 32.56% 199,874 30.04% ------------------------------------------------ Total deposits $692,168 100.00% $607,389 100.00% $665,405 100.00% ------------------------------------------------ Riverview Bancorp Reports Record Fiscal 1Q08 Profits July 17, 2007 Page 8 RIVERVIEW BANCORP, INC. AND SUBSIDIARY FINANCIAL HIGHLIGHTS (Unaudited) At or for the three At or for the year months ended June 30, ended March 31, SELECTED OPERATING DATA 2007 2006 2007 ---- ---- ---- (Dollars in thousands, except share data) Efficiency ratio (4) 60.93% 60.83% 57.85% Efficiency ratio net of intangible amortization 60.34% 60.18% 57.22% Coverage ratio (6) 130.19% 133.15% 138.57% Coverage ratio net of intangible amortization 131.00% 134.14% 139.55% Return on average assets (1) 1.39% 1.36% 1.43% Return on average equity (1) 11.16% 11.18% 11.88% Average rate earned on interest- earned assets 8.44% 8.24% 8.40% Average rate paid on interest-bearing liabilities 4.26% 3.62% 4.03% Spread (7) 4.18% 4.62% 4.37% Net interest margin 4.83% 5.23% 5.01% PER SHARE DATA --------------- Basic earnings per share (2) $ 0.25 $ 0.23 $ 1.03 Diluted earnings per share (3) 0.25 0.23 1.01 Book value per share (5) 8.62 8.09 8.56 Tangible book value per share (5) 6.32 5.77 6.28 Market price per share: High for the period $16.280 $ 13.53 $ 17.580 Low for the period 13.690 12.14 12.135 Close for period end 13.690 13.10 15.940 Cash dividends declared per share 0.110 0.095 0.395 Average number of shares outstanding: Basic (2) 11,391,825 11,265,971 11,312,847 Diluted (3) 11,527,586 11,443,153 11,516,232 (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. # # # Note: Transmitted on Prime Newswire on July 17, 2007 at 1:14 p.m. PDT.