UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 10-Q
 
(MARK ONE)
 
 
ý
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
 
SECURITIES EXCHANGE ACT OF 1934
   
 
For the quarterly period ended December 31, 2007
 
OR
o
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: 000-18991
 
PEOPLES BANCORP
(Exact name of registrant as specified in its charter)

Indiana
 
35-1811284
(State or other jurisdiction of incorporation or organization)
 
(I.R.S. Employer Identification No.)
     
212 West Seventh Street, Auburn, Indiana
 
46706
(Address of principal executive offices)
 
(Zip Code)

(260) 925-2500
(Registrant’s telephone number, including area code)

[None]
(Former name, former address and former fiscal year, if changed since last report)
 
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
 
Yes  ý          No  o
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check One):
 

Large Accelerated Filer o
Accelerated Filer o
   
Non-Accelerated Filer o
(Do not check if a smaller reporting company)
 
Smaller Reporting Company ý
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
 
Yes  o          No  ý
 
The number of shares of the Registrant’s common stock, par value $1.00 per share, outstanding as of February 12, 2008 was 3,104,990.


 

 

PEOPLES BANCORP
AND SUBSIDIARIES
   
Page
Number
PART I
FINANCIAL INFORMATION
 
Item 1.
Financial Statements                                                                                                     
1
 
Consolidated Condensed Balance Sheets as of December 31, 2007 and September 30, 2007
1
 
Consolidated Condensed Statements of Income for the three months ended December 31, 2007 and 2006
2
 
Consolidated Condensed Statements of Changes in Stockholders’ Equity for the three months ended December 31, 2007 and 2006
3
 
Consolidated Condensed Statements of Cash Flows for the three months ended December 31, 2007 and 2006
4
 
Notes to Consolidated Condensed Financial Statements
5
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
10
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
17
Item 4.
Controls and Procedures                                                                                                     
18
PART II
OTHER INFORMATION
20
Item 1.
Legal Proceedings                                                                                                     
20
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
20
Item 3.
Defaults Upon Senior Securities                                                                                                     
20
Item 4.
Submission of Matters to a Vote of Security Holders
20
Item 5.
Other Information                                                                                                     
20
Item 6.
Exhibits                                                                                                     
20
SIGNATURES
21
EXHIBIT INDEX
22

 

 

PART I. FINANCIAL INFORMATION
 
   
Item 1. Financial Statements
 
PEOPLES BANCORP AND SUBSIDIARIES
 
CONSOLIDATED CONDENSED BALANCE SHEETS
 
             
   
December 31, 2007
   
September 30, 2007
 
   
(Unaudited)
       
ASSETS
           
Cash and due from financial institutions
  $ 4,663,234     $ 5,733,784  
Short-term interest-bearing deposits
    5,840,038       6,577,587  
Total cash and cash equivalents
    10,503,272       12,311,371  
Interest-bearing time deposits
    1,874,952       2,567,908  
Securities available for sale
    89,778,347       86,599,820  
Securities held to maturity
               
(approximate fair value $407,844 and $424,745)
    403,537       423,173  
Loans:
               
Loans
    351,218,793       350,063,479  
Less: Allowance for loan losses
    1,798,470       1,833,682  
Net loans
    349,420,323       348,229,797  
Loans held for sale
    634,600       255,500  
Premises and equipment
    6,478,341       5,555,341  
Federal Home Loan Bank of Indianapolis stock, at cost
    4,403,900       4,403,900  
Goodwill
    2,330,198       2,330,198  
Other intangible assets
    22,974       57,436  
Other assets
    5,398,629       6,458,593  
Total assets
  $ 471,249,073     $ 469,193,037  
LIABILITIES
               
NOW and savings deposits
  $ 138,011,974     $ 135,474,910  
Certificates of deposit
    201,413,653       213,816,272  
Total deposits
    339,425,627       349,291,182  
Short-term borrowings
    655,575       1,000,511  
Federal Home Loan Bank advances
    65,450,000       53,480,000  
Other liabilities
    3,032,547       3,388,380  
Total liabilities
    408,563,749       407,160,073  
                 
COMMITMENTS AND CONTINGENCIES
               
                 
STOCKHOLDERS’ EQUITY
               
Preferred stock, par value $1;
               
Authorized and unissued - 5,000,000 shares
    0       0  
Common stock, par value$1;
               
Authorized - 7,000,000 shares:
               
Issued and outstanding - 3,104,990 and 3,106,134 shares
    3,104,990       3,106,134  
Additional paid-in capital
    660,765       679,457  
Retained earnings
    58,768,012       58,570,157  
Accumulated other comprehensive income (loss)
    151,557       (322,784 )
Total stockholders’ equity
    62,685,324       62,032,964  
Total liabilities and stockholders’ equity
  $ 471,249,073     $ 469,193,037  
                 
                 
See notes to consolidated condensed financial statements.
               


 

 


PEOPLES BANCORP AND SUBSIDIARIES
 
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
 
(Unaudited)
 
             
   
Three months ended
 
   
December 31,
 
   
2007
   
2006
 
Interest Income:
           
Loans
  $ 5,813,426     $ 6,204,326  
Securities
    884,256       963,229  
Other interest and dividend income
    122,856       200,100  
      6,820,538       7,367,655  
Interest Expense:
               
NOW and savings deposits
    380,148       508,768  
Certificates of deposit
    2,280,596       2,374,187  
Short-term borrowings
    5,944       3,886  
Federal Home Loan Bank advances
    669,175       809,584  
      3,335,863       3,696,425  
Net Interest Income
    3,484,675       3,671,230  
Provision for losses on loans
    8,858       3,695  
Net Interest Income After Provision for Losses on Loans
    3,475,817       3,667,535  
Non-Interest Income
               
Trust income
    141,882       90,099  
Net gains on sale of loans
    33,255       28,285  
Gains/(loss) on sale of securities
    (655 )     600  
Fees and service charges
    374,065       344,771  
Other income
    79,952       62,324  
      628,499       526,079  
Non-Interest Expense:
               
Salaries and employee benefits
    1,657,564       1,785,415  
Net occupancy expenses
    237,382       224,448  
Equipment expenses
    97,379       145,722  
Data processing expense
    283,837       274,457  
Deposit insurance expense
    10,315       11,249  
Other expenses
    631,157       586,249  
      2,917,634       3,027,540  
Income Before Income Tax
    1,186,682       1,166,074  
Income tax expense
    398,879       365,638  
Net Income
  $ 787,803     $ 800,436  
                 
Basic Income Per Common Share
  $ 0.25     $ 0.25  
Diluted Income Per Common Share
  $ 0.25     $ 0.25  
Dividends Declared Per Common Share
  $ 0.19     $ 0.19  
                 
                 
See notes to consolidated condensed financial statements.
         



 
2

 


PEOPLES BANCORP AND SUBSIDIARIES
 
CONSOLIDATED CONDENSED STATEMENT OF
CHANGES IN STOCKHOLDERS’ EQUITY
 
(Unaudited)
 
             
   
Three months ended
 
   
December 31,
 
   
2007
   
2006
 
             
Balance at beginning of period
  $ 62,032,964     $ 62,775,216  
Comprehensive income:
               
Net Income
    787,803       800,436  
Other comprehensive income
    474,341       239,328  
Total comprehensive income
    1,262,144       1,039,764  
Common cash dividends declared
    (589,948 )     (598,712 )
Shares issued under stock option plans
    7,752       96,489  
Repurchase of common stock
    (27,588 )     (555,203 )
Total stockholders’ equity
  $ 62,685,324     $ 62,757,555  
                 
                 
                 
See notes to consolidated condensed financial statements.
       

 
3

 


PEOPLES BANCORP AND SUBSIDIARIES
 
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
 
THREE MONTHS ENDED DECEMBER 31,
 
(Unaudited)
 
   
2007
   
2006
 
Operating Activities
           
Net income
  $ 787,803     $ 800,436  
Items not requiring (providing) cash
               
Provision for loan losses
    8,858       3,695  
Depreciation and amortization
    122,774       156,843  
Investment securities amortization (accretion), net
    (15,244 )     (26,438 )
Loans originated for sale
    (2,042,514 )     (1,638,750 )
Proceeds from sale of loans held for sale
    1,664,700       1,376,026  
Gain from sale of property, plant and equipment
    (4,148 )     0  
Gain on sale of loans
    (33,255 )     (28,285 )
Amortization of deferred loan fees
    (72,138 )     (90,991 )
Net realized losses (gains) on available-for-sale securities
    655       (600 )
Deferred income tax
    245,064       (272,686 )
Change in
               
Interest receivable
    315,384       182,503  
Interest payable
    (156,660 )     534,249  
Other adjustments
    157,156       (299,740 )
Net cash provided by operating activities
    986,731       696,262  
Investing Activities
               
Net change in interest-bearing deposits
    692,956       396,000  
Purchases of securities available for sale
    (19,220,115 )     (3,445,615 )
Proceeds from maturities and paydowns of securities held to maturity
    22,202       47,477  
Proceeds from maturities and paydowns of securities available for sale
    7,773,671       2,907,833  
Proceeds from sale of securities available for sale
    9,000,000       1,000,550  
Net change in loans
    (1,258,916 )     3,219,280  
Purchases of premises and equipment
    (1,053,378 )     (40,989 )
Disposal of premises and equipment
    10,411       0  
Proceeds from sale of foreclosed real estate
    88,831       212,916  
Net cash provided by (used in) investing activities
    (3,944,338 )     4,297,452  
Financing Activities
               
Net change in
               
NOW and Savings deposits
    2,537,064       2,687,670  
Certificates of deposit
    (12,402,619 )     (11,865,505 )
Short-term borrowings
    (344,936 )     (241,876 )
Proceeds from Federal Home Loan Bank advances
    29,950,000       27,200,000  
Repayment of Federal Home Loan Bank advances
    (17,980,000 )     (19,005,000 )
Cash dividends
    (590,165 )     (609,766 )
Stock options exercised
    7,752       96,489  
Repurchase of common stock
    (27,588 )     (555,203 )
Net cash provided by (used in) financing activities
    1,149,508       (2,293,191 )
                 
Net change in Cash and Cash Equivalents
    (1,808,099 )     2,700,523  
                 
Cash and Cash Equivalents, Beginning of Year
    12,311,371       10,756,693  
                 
Cash and Cash Equivalents, End of Year
  $ 10,503,272     $ 13,457,216  
                 
Interest paid
  $ 1,743,858     $ 2,377,653  
Income tax paid
  $ 62,916     $ 0  
                 
                 
See notes to consolidated condensed financial statements.
               

 
4

 


PEOPLES BANCORP AND SUBSIDIARIES
Notes to Consolidated Condensed Financial Statements
(Unaudited at December 31, 2007 and 2006)


1.  Principles of Consolidation

The consolidated condensed financial statements include the accounts of Peoples Bancorp (“the Company”), and its wholly owned subsidiary, Peoples Federal Savings Bank of DeKalb County (“the Bank”). As of October 1, 2007, First Savings Bank, a former subsidiary of the Company was merged into the Bank. In the opinion of management, all significant intercompany accounts and transactions have been eliminated in consolidation.

2.  Basis of Presentation

The consolidated condensed statement of financial condition at September 30, 2007 has been derived from the audited financial statements at that date, which were included in Peoples Bancorp’s Annual Report on Form 10-K.

The accompanying consolidated condensed financial statements as of December 31, 2007 and for the three month periods ended December 31, 2007 and 2006 have been prepared by Peoples Bancorp without an audit and do not include information or footnotes necessary for complete presentation of financial condition, results of operations, and cash flows in conformity with accounting principles generally accepted in the United States. These consolidated condensed financial statements should be read in conjunction with the financial statements and notes thereto included in Peoples Bancorp’s 2007 Annual Report on Form 10-K for the year ended September 30, 2007. However, in the opinion of management, all adjustments, consisting of only normal recurring items, necessary for the fair presentation of the financial statements have been made. The results for the three month period ended December 31, 2007 are not necessarily indicative of the results that may be expected for the entire year.

Goodwill

Goodwill is the excess of the purchase price over the fair value of the assets and liabilities of companies acquired through business combinations accounted for under the purchase method. Goodwill is evaluated at the business unit level, which for Peoples Bancorp is the Bank. At December 31, 2007 goodwill totaled $2.3 million.

Income Taxes

The Company’s effective tax rate differs from the statutory 34% federal tax rate primarily because of the existence of municipal securities and bank owned life insurance, the earnings of which are exempt from federal income taxes.

The Company, or one of its subsidiaries, files income tax returns in the U.S. federal and Indiana jurisdictions. With few exceptions, the Company is no longer subject to U.S. federal, state and local examinations by tax authorities for years before 2004.


 
5

 


PEOPLES BANCORP AND SUBSIDIARIES
Notes to Consolidated Condensed Financial Statements
(Unaudited at December 31, 2007 and 2006)

The Company adopted the provisions of the Financial Accounting Standards Board (FASB) Interpretation No. 48 (FIN 48), Accounting for Uncertainty in Income Taxes – an interpretation of FASB Statement No. 109 , on October 1, 2007. FIN 48 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. FIN 48 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, and disclosure and transition. As a result of the implementation of FIN 48, the Company did not identify any uncertain tax positions that it believes should be recognized in the financial statements.

Stock Compensation

The Company has a stock-based employee compensation plan, which is described more fully in Notes to Financial Statements included in the September 30, 2007 Annual Report on Form 10-K. The Company accounts for this plan under the recognition and measurement principles of SFAS 123R, Share-Based Payment , and related interpretations. No stock-based employee compensation cost is reflected in net income, as all options granted under the plan were fully vested at September 30, 2007.

3.  Dividends on Common Stock

As of December 31, 2007, Peoples Bancorp had declared a quarterly cash dividend of $.19 per share for the first quarter of 2008, payable January 17, 2008.

4.  Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share:

   
Three Months Ended December 31,
 
   
2007
   
2006
 
   
Income
   
Weighted Average
Shares
   
Per-Share Amount
   
Income
   
Weighted Average
Shares
   
Per-Share Amount
 
Basic Earnings per Share
                                   
Net income available to common stockholders
  $ 787,803       3,105,962     $ 0.25     $ 800,436       3,202,179     $ 0.25  
Effect of Dilutive Securities
                                               
Stock options
    0       869               0       2,845          
Diluted Earnings Per Share
                                               
Income available to common stockholders and assumed conversions
  $ 787,803       3,106,831     $ 0.25     $ 800,436       3,205,024     $ 0.25  

For the three-month periods ended December 31, 2007 and 2006, options to purchase 16,000 shares and 23,000 shares, respectively, of common stock, at an exercise price of $21.50 per share were outstanding but were not included in the computation of diluted earnings per share because the options were anti-dilutive.


 
6

 


PEOPLES BANCORP AND SUBSIDIARIES
Notes to Consolidated Condensed Financial Statements
(Unaudited at December 31, 2007 and 2006)

 
5.  Investment Securities
 
The following is a summary of available-for-sale and held to maturity securities:


 
   
December 31, 2007
 
         
Gross
   
Gross
       
   
Amortized
   
Unrealized
   
Unrealized
   
Fair
 
   
Cost
   
Gains
   
Losses
   
Value
 
Available-for-Sale Securities:
                       
U.S. Treasury securities and obligations of U.S. Government corporations and agencies
  $ 57,593,587     $ 445,280     $ 135,550     $ 57,903,317  
Mortgage-backed securities
    19,003,454       29,588       81,224       18,951,818  
Obligations of state and political subdivisions
    12,963,998       27,104       67,890       12,923,212  
Totals
  $ 89,561,039     $ 501,972     $ 284,664     $ 89,778,347  
                                 
Held-to-Maturity Securities:
                               
FHLMC certificates
  $ 74,640     $ 7,773     $ 0     $ 82,413  
FNMA certificates
    152,702       327       6,478       146,551  
GNMA certificates
    176,195       3,201       516       178,880  
Totals
  $ 403,537     $ 11,301     $ 6,994     $ 407,844  


   
September 30, 2007
 
         
Gross
   
Gross
       
   
Amortized
   
Unrealized
   
Unrealized
   
Fair
 
   
Cost
   
Gains
   
Losses
   
Value
 
Available-for-Sale Securities:
                       
U.S. Treasury securities and obligations of U.S. Government corporations and agencies
  $ 72,103,912     $ 175,834     $ 454,100     $ 71,825,646  
Mortgage-backed securities
    4,437,411       14,879       96,827       4,355,463  
Obligations of state and political subdivisions
    10,560,571       14,710       156,570       10,418,711  
Totals
  $ 87,101,894     $ 205,423     $ 707,497     $ 86,599,820  
                                 
Held-to-Maturity Securities:
                               
FHLMC certificates
  $ 76,162     $ 6,441     $ 0     $ 82,603  
FNMA certificates
    158,601       336       7,943       150,994  
GNMA certificates
    188,410       3,129       391       191,148  
Totals
  $ 423,173     $ 9,906     $ 8,334     $ 424,745  



 
7

 


PEOPLES BANCORP AND SUBSIDIARIES
Notes to Consolidated Condensed Financial Statements
(Unaudited at December 31, 2007 and 2006)

6.  Loans

Loans receivable consist of the following (in thousands):

   
December 31, 2007
     
September 30, 2007
Type of Loan
   
Amount
 
Percent of Total
     
Amount
 
  Percent of Total
 
Residential:
                       
1-4 family units
    $ 281,172       79.6 %        $
 286,022
    81.1 %
Over 4 family units
      2,125       0.6 %        
2,128 
    0.6 %
Home equity lines of credit
      20,693       5.9 %        
 20,965
    6.0 %
Commercial real estate
      31,816       9.0 %        
 23,362
    6.6 %
Land acquisition and development
      3,507       1.0 %        
 3,683
    1.0 %
Consumer and other loans
      13,431       3.8 %        
 15,816
    4.5 %
Loans on deposits
      475       0.1 %        
 547
    0.2 %
      $ 353,219       100.0 %        $
 352,523
    100.0 %
Less:
                                   
Undisbursed portion of loans
      1,161                  
  1,574
       
Deferred loan fees and discounts
      840                  
  885
       
        2,001                  
  2,459
       
Total loans receivable
      351,218                  
  350,064
       
                                     
Allowance for losses on loans
      1,798                  
  1,834
       
Net loans
    $ 349,420                  $ 348,230        

7.  
Comprehensive Income

Total comprehensive income for the three months ended December 31, 2007 and 2006 was $1,262,144 and $1,039,764, respectively.

8.  
Recent Accounting Pronouncements

In September 2006, the Financial Accounting Standards Board (FASB) issued Statement No. 157, Fair Value Measurements. This Statement defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. This Statement establishes a fair value hierarchy about the assumptions used to measure fair value and clarifies assumptions about risk and the effect of a restriction on the sale or use of an asset. The standard is effective for fiscal years beginning after November 15, 2007. The Company is currently evaluating and has not yet determined the impact the new standard will have on its financial condition and results of operations.


 
8

 



PEOPLES BANCORP AND SUBSIDIARIES
Notes to Consolidated Condensed Financial Statements
(Unaudited at December 31, 2007 and 2006)

On February 15, 2007 the FASB issued its Statement No. 159, The Fair Value Option for Financial Assets and Financial Liabilities-Including an Amendment of FASB Statement No. 115. FAS 159 permits entities to elect to report most financial assets and liabilities at their fair value with changes in fair value included in net income. The fair value option may be applied on an instrument-by-instrument or instrument class-by-class basis. The option is not available for deposits withdrawable on demand, pension plan assets and obligations, leases, instruments classified as stockholders’ equity, investments in consolidated subsidiaries and variable interest entities and certain insurance policies. The new standard is effective at the beginning of the Company’s fiscal year beginning October 1, 2008, and early application may be elected in certain circumstances. The Company expects to first apply the new standard at the beginning of its 2009 fiscal year. The Company is currently evaluating and has not yet determined the impact the new standard is expected to have on its financial position and results of operations.


 
9

 

Item 2.  Management’s Discussion and Analysis of Financial Condition and Results of Operations

General

Peoples Bancorp (“the Company”) is a holding company which conducts business through its wholly owned subsidiary, Peoples Federal Savings Bank of DeKalb County (“Peoples Federal”). Peoples Federal is a federally chartered savings bank that provides financial services to communities in northeast and north central Indiana and southwest Michigan where it operates 15 full service branches. Peoples Federal (“the Bank”) provides a broad range of financial services including checking accounts, savings accounts, certificates of deposit, real estate mortgage loans, agricultural loans, commercial loans, consumer loans, home equity loans and trust services. Additionally, Peoples Federal provides property and casualty insurance through its wholly owned subsidiary, Peoples Financial Services, Inc. (“PFSI”).

Peoples Bancorp invests in U.S. Treasury and federal government agency obligations, obligations of municipal and other political subdivisions, and mortgage-backed securities which are issued by federal agencies. Management determines the appropriate classification of all such securities at the time of purchase in accordance with FAS Statement No. 115, Accounting for Certain Investments in Debt and Equity Securities.

Securities are classified as held-to-maturity when Peoples Bancorp has the positive intent and ability to hold the security to maturity. Held-to-maturity securities are stated at amortized cost and had a recorded value of $404,000 at December 31, 2007. Securities not classified as held-to-maturity are classified as available-for-sale, which are stated at fair value and had a recorded value of $89.8 million at December 31, 2007. The available-for-sale portfolio consists of U.S. Treasury securities and obligations of U.S. Government corporations and agencies ($57.9 million), certain municipal obligations ($12.9 million), and mortgage backed securities ($19.0 million).

In accordance with FAS 115, unrealized holding gains and losses deemed temporary on available-for-sale securities are reported in a separate component of stockholders’ equity, net of tax, and are not reported in earnings until realized. Net unrealized holding losses on available-for-sale securities were $285,000 at December 31, 2007, or $188,000 after considering the related deferred tax asset.

Peoples Bancorp has not been involved in making or investing in sub-prime mortgage loans. Like all community banks, the Company has some exposure to falling property values, especially in our residential mortgage and home equity portfolios, but we are not aware of any specific weakness at this time that will result in higher than normal charge-offs.

The profitability of Peoples Bancorp is primarily dependent on its net interest income and non-interest income. Net interest income is the difference between interest income on interest-earning assets, principally loans and securities, and interest expense on interest-bearing deposits, Federal Home Loan Bank advances, and other borrowings. The Company’s non-interest income includes deposit and loan servicing fees, trust fees, gains on sale of mortgage loans and insurance commissions. Peoples Bancorp’s earnings also depend on the provision for loan losses and non-interest expenses, such as employee compensation and benefits, occupancy and equipment expense, deposit insurance premiums, amortization of mortgage servicing rights and miscellaneous other expenses, as well as federal income tax expense.
 
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Forward-Looking Information

Certain statements contained in this quarterly report that are not historical facts, including but not limited to statements that can be identified by the use of forward-looking terminology such as “may”, “will”, “expect”, “anticipate”, or “continue” or the negative thereof or other variations thereon or comparable terminology are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21B of the Securities Act of 1934, as amended. Actual results could differ materially from those indicated in such statements due to risks, uncertainties and changes with respect to a variety of market and other factors.

Changes in Financial Condition

At December 31, 2007, Peoples Bancorp’s total assets, deposits and stockholders’ equity amounted to $472.6 million, $339.4 million and $62.7 million, respectively, compared to $469.2 million, $349.3 million and $62.0 million, respectively, at September 30, 2007.

Net loans receivable (excluding loans held for sale) increased $1.2 million to $349.5 million at December 31, 2007. The increase in loans receivable occurred in the commercial real estate loan portfolio, which increased by $8.5 million between September 30, 2007 and December 31, 2007. That increase, during that same period, was primarily offset by a $4.9 million decrease in one to four family real estate loans and a $1.0 million decrease in consumer and other loans.

The investment securities portfolio increased to $90.2 million at December 31, 2007 from $87.0 million at September 30, 2007. The increase was funded by an increase in Federal Home Loan Bank borrowings. The amount of cash and due from depository institutions decreased from $14.9 million to $12.4 million between September 30, 2007 and December 31, 2007.

Deposits decreased from $349.3 million at September 30, 2007 to $339.4 million as of December 31, 2007. Of the $9.9 million decrease, certificates of deposit decreased $12.4 million to $201.4 million, money market accounts decreased $1.7 million to $31.3 million, while interest-bearing demand deposits increased $2.1 million to $44.6 million, savings deposits increased $1.8 million to $46.1 million and non-interest-bearing demand deposits increased $295,000 to $15.9 million. The decrease in balances in the certificates of deposit was due to the Company making the decision not to match some of the rates in the marketplace that could have retained those balances.

Additionally, FHLB advances increased $12.0 million to $65.5 million at December 31, 2007 from $53.5 million at September 30, 2007. This increase was used to fund the increase in loans and investment securities and to offset the decrease in deposits.

Stockholders’ equity increased from $62.0 million at September 30, 2007 to $62.7 million at December 31, 2007. The increase is a result of net income of $788,000, a decrease in unrealized loss on available for sale securities (net of tax) of $474,000 and $8,000 from the exercise of stock options. Those increases were partially offset by $590,000 of cash dividends declared and $28,000 used for the repurchase of shares for treasury.


 
11

 


Average Balances, Net Interest Income and Yields Earned and Rates Paid

The following table presents, for the periods indicated, the total dollar amount of interest from average interest-earning assets and the resultant yields, as well as the interest expense on average interest-bearing liabilities, expressed both in thousands of dollars and rates, and the net interest margin. All average balances are based upon daily balances.

   
Three Months Ended December 31,
 
   
2007
   
2006
 
   
Average
         
Yield
   
Average
         
Yield
 
   
Balance
   
Interest
   
Rate(3)
   
Balance
   
Interest
   
Rate(3)
 
Interest-earning assets:
                                   
   Loans receivable (1)
  $ 351,219     $ 5,813       6.58 %   $ 371,180     $ 6,205       6.63 %
   Investment Securities (2)
    83,341       884       4.22 %     93,793       963       4.07 %
   Interest Bearing Deposits
    6,889       74       4.27 %     10,474       134       5.08 %
   FHLB stock
    4,404       50       4.52 %     4,520       66       5.79 %
   Total interest-earning assets
    445,853       6,821       6.07 %     479,967       7,368       6.09 %
   Non-interest-earning assets
    17,518                       18,500                  
Total assets
  $ 463,371                     $ 498,467                  
Deposits and Interest-bearing liabilities:
                                               
   Interest bearing deposits
  $ 330,324     $ 2,661       3.20 %   $ 360,795     $ 2,883       3.17 %
   FHLB advances
    50,467       669       5.27 %     59,378       809       5.41 %
   Other Borrowings
    895       6       2.67 %     617       4       2.57 %
   Total interest-bearing liabilities
    381,686       3,336       3.48 %     420,790       3,696       3.48 %
   Non-interest bearing deposits
    16,024       -       -       11,105       -       -  
Total including non-interest-bearing demand deposits
    397,710       3,336       3.34 %     431,895       3,696       3.40 %
Other non-interest-bearing liabilities
    2,642                       2,887                  
Total liabilities
    400,352                       434,782                  
   Stockholders’ equity
    63,019                       63,685                  
Total liabilities and stockholders’ equity
  $ 463,371                     $ 498,467                  
Net interest income; interest rate spread
          $ 3,485       2.59 %           $ 3,672       2.61 %
Net interest margin (4)
                    3.11 %                     3.04 %
Average interest-earning assets  to average interest bearing liabilities
                    117 %                     114 %
                                                 
(1)  Average balances include nonaccrual balances.
 
(2)  Yield on investment securities is computed based on amortized cost.
                                 
(3)  Annualized
                                               
(4)  Net interest margin is net interest income divided by average interest-earning assets.
                 



 
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Results of Operations

Three Months Ended December 31, 2007 Compared to Three Months Ended December 31, 2006

On a consolidated basis, Peoples Bancorp had net income of $788,000 or $.25 per diluted share for the three months ended December 31, 2007 compared to $800,000 or $.25 per diluted share for the same period in 2006.

Net Interest Income. Net interest income decreased $192,000 for the quarter ended December 31, 2007 from $3.7 million for the same period in 2006. Average interest earning assets decreased $34.1 million to $445.9 million for the quarter ended December 31, 2007 from $480.0 million for the same three month period in 2006. During those same periods, average interest-bearing liabilities decreased by $39.1 million to $381.7 million for the first quarter in 2008 from $420.8 for the same period in 2007.

Interest income, including FHLB stock dividends, decreased $547,000 to $6.8 million from $7.4 million 2008 first quarter compared to the 2007 first quarter. This happened primarily because of the $34.1 million decrease in average interest earning assets mentioned above. Average loan yields decreased to 6.58% from 6.63%. The decrease in interest income was partially offset by decreases in interest expense, which decreased to $3.3 million from $3.7 million. The average balance of interest-bearing deposits decreased to $381.7 million for the 2008 first quarter from $420.8 million in the year earlier period. During those same time periods, the average balance of FHLB advances decreased by $8.9 million to $50.5 million from $59.4 million in the first quarter of 2007. The average cost of those deposits increased to 3.20% from 3.17% while the average cost of FHLB advances decreased from 5.41% to 5.27%.

Net interest margin for the quarter ended December 31, 2007 was 3.11%, a 7 basis point increase from the 2007 first quarter margin of 3.04%. Peoples Bancorp’s average yield on interest earning assets decreased to 6.07% for the 2008 first quarter, down from 6.09% for the same period in 2007, a decrease of 2 basis points. However, during that same period, the cost of interest-bearing liabilities remained the same at 3.48% for the 2008 quarterly period compared to the same period in 2007. As a result, the Company’s interest rate spread has compressed to 2.59% in the 2008 first quarter compared to 2.61% in the same 2007 quarterly period. Management anticipates that the actions taken by the Federal Reserve in managing market interest rates will now allow the cost of funds to decrease faster than the decrease in asset yields which should lead to slightly better margins in the near future.

Provision for Loan Losses. The provision for loan losses was $9,000 in the first quarter of 2008 compared to $4,000 for the first quarter of 2007. Provisions for loan losses are charged to earnings to bring the total allowance for loan losses to the level deemed appropriate by management based on the following factors: historical experience; the volume and type of lending conducted by Peoples Bancorp; the amount of non-performing assets; the amount of assets graded by management as substandard, doubtful, or loss; industry standards; general economic conditions, particularly as they relate to Peoples Bancorp’s market area; and other factors related to the collectibility of Peoples Bancorp’s loan portfolio. Management has noted the trend of increasing balances of non-performing assets, but believes the balance of the allowance for loan losses is appropriate.

 
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Non-performing assets increased $500,000 to $2.5 million at December 31, 2007 compared to $2.0 million at September 30, 2007. The increase in the 2008 first quarter was attributable to a $457,000 increase in the amount of loans exceeding 90 days past due. That was due to a commercial credit falling more than 90 days past due at December 31, 2007. Non-performing assets and asset quality ratios for Peoples Bancorp were as follows (in $000’s) at December 31, 2007 and September 30, 2007:

   
December 31,
   
September 30,
 
   
2007
   
2007
 
   
(in thousands)
 
Non-accrual loans
  $ 1,460     $ 1,003  
Loans over 90 days past due and still accruing
    0       0  
Total non-performing loans
    1,460       1,003  
Real estate owned (REO)
    1,029       986  
Total non-performing assets
  $ 2,489     $ 1,989  
                 
Allowance for loan losses as a percentage of total loans
    0.50 %     0.52 %
Allowance for loan losses as a percentage of non-performing assets
    71.31 %     92.21 %
Allowance for loan losses as a percentage of non-performing loans
    121.58 %     182.85 %
Total non-performing assets as a percentage of total assets
    0.53 %     0.42 %
Total non-performing assets as a percentage of total loans
    0.70 %     0.57 %

Of the $1.5 million in non-accrual loans, $825,000 were 1-4 family residential loans, $522,000 were commercial loans, $78,000 were commercial real estate loans and $35,000 were consumer loans. The allowance for loan losses at December 31, 2007 was $1.8 million compared to $1.8 million at September 30, 2007. For the quarter ended December 31, 2007, Peoples Bancorp charged off $56,000 of loans against its allowance and realized $13,000 of recoveries from loans previously charged off. During the same quarter in 2006 Peoples Bancorp charged off $16,000 in loans and realized recoveries of $4,000.

Non-Interest Income . Total non-interest income increased to $628,000 in the 2008 first quarter, compared with $526,000 in the same period in 2007. The quarter to quarter increase is mainly the result of increases in trust income, gains from the sale of mortgage loans and fees and service charges in the 2008 first quarter compared to the same quarter in 2007.

Trust Income. Fees received from trust activity increased $52,000 to $142,000 in the quarter ended December 31, 2007 compared to $90,000 for the quarter ended December 31, 2006.  During the period ended December 31, 2007 the Company recognized income of approximately $40,000 for a one time estate transaction.

Loss on Sale of Securities. Losses on sale of securities were $1,000 in the 2008 first quarter compared to a gain of $1,000 during the same period in 2007.

Service Fees. Fees and service charges increased to $374,000 in the three month period ended December 31, 2007 from $345,000 in the same period in 2006. The increase was a result of a rise in checking account income, ATM-debit card income and an increase in safe deposit box rental income which was caused largely by the timing of payments that were received.

Mortgage Banking Activity. Total revenue from the sale and servicing of mortgage loans increased 17.6% to $33,000 for the first quarter of 2008 from $28,000 for the same period of 2007.

 
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Other Non-Interest Income. Other sources of non-interest income include commissions received from the sale of insurance products, fees earned from servicing mortgage loans sold, earnings from bank-owned life insurance and REO activity. Other non-interest income increased $18,000 to $80,000 due largely to gain on sale of REO earned during the 2008 first quarter.

Non-interest Expense . Non-interest expense decreased to $2.9 million for the 2008 first quarter compared to $3.0 million for the same period in 2007.

Compensation and Benefits. Compensation and benefits decreased $128,000 to $1.7 million for the quarter ended December 31, 2007 from $1.8 million for the same period in 2007. This was caused largely by the reduced pension expenses related to the freezing of the pension plan on August 1, 2007 and reduced directors fees associated with the merger of the Company’s former subsidiary, First Savings Bank into Peoples Federal on October 1, 2007. Those decreases were partially offset by an increase in the Company’s health insurance costs.

Other Non-Interest Expenses. Other non-interest expenses (including occupancy, equipment, data processing, deposit insurance premiums, amortization of intangibles and other) increased by $18,000 to $1.3 million for the quarter ended December 31, 2007 from $1.2 million for the same period in 2006. Other expenses increased $45,000 to $631,000 for the three month period ended December 31, 2007 compared to $586,000 for the three month period ended December 31, 2006. Of the increase, $13,000 was due to increased ATM/debit card and credit card expenses, $12,000 was due to the timing of the Company’s annual employee recognition event, $10,000 was due to an increase in legal fees and $8,000 came from an increase in management consulting expenses.

The efficiency ratio for the first quarter of 2008 was 70.2% compared to 71.3% for the same period in 2007.

Peoples Bancorp computes federal income tax expense in accordance with FASB Statement No. 109, which resulted in an effective tax rate of 33.61% for the quarter ended December 31, 2007 compared to 31.36% for the same period in 2006. The effective tax rate is lower than the Company’s statutory 34% rate because it has approximately $13.0 million invested in municipal securities, and $780,000 of bank owned life insurance which are both exempt from federal tax.

As a result of the above factors, income for the quarter ended December 31, 2007 was $788,000 compared to income of $800,000 for the comparable period in 2007. On a per share basis, basic and diluted earnings per share for the three months ended December 31, 2007 were $0.25 and $0.25, respectively, compared to basic and diluted earnings per share of $0.25 and $0.25, respectively, for the quarter ended December 31, 2007.

Liquidity and Capital Resources

As a regulated financial institution, Peoples Federal is required to maintain appropriate levels of “liquid” assets to meet short-term funding requirements.

Peoples Bancorp generated $2.3 million of cash from operating activities during the first three months of fiscal 2008. The Company’s cash from operating activities resulted from net income for the period, adjusted for various non-cash items, including the provision for loan losses, depreciation and amortization of mortgage servicing rights, FHLB stock dividends, gain on sales of securities, loans and property, plant and equipment, and changes in loans available for sale, interest receivable and other assets, and other liabilities.
 
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The primary investing activity of Peoples Bancorp is the origination of loans, which is funded with cash provided by operations, proceeds from the amortization and prepayments of existing loans, the sale of loans, proceeds from the sale or maturity of securities, borrowings from the FHLB, and customer deposits.
 
At December 31, 2007, Peoples Bancorp had $1.4 million in outstanding loan commitments and loans in process to be funded generally within the next six months and an additional $40.0 million committed under existing consumer and commercial lines of credit and standby letters of credit. Also, the total amount of certificates of deposit that are scheduled to mature by December 31, 2008 is $146.8 million. Peoples Bancorp believes that it has adequate resources to fund commitments as they arise and that it can adjust the rate on savings certificates to retain deposits in changing interest rate environments. If Peoples Bancorp requires funds beyond its internal funding capabilities, advances from the FHLB of Indianapolis are available.

Peoples Federal is required to maintain specified amounts of capital pursuant to regulations promulgated by the OTS. The capital standards generally require the maintenance of regulatory capital sufficient to meet a tangible capital requirement, a core capital requirement, and a risk-based capital requirement. The following table sets forth the Bank’s compliance with each of the capital requirements at December 31, 2007.

     
Core Capital
   
Risk-Based Capital
 
     
Adequately
   
Well
   
Adequately
   
Well
 
     
Capitalized
   
Capitalized
   
Capitalized
   
Capitalized
 
                           
Regulatory capital
  $ 57,665     $ 57,665     $ 59,440     $ 59,440  
Minimum required regulatory capital
    18,803       23,503       19,154       23,943  
Excess regulatory capital
  $ 38,862     $ 34,162     $ 40,286     $ 35,498  
                                   
Regulatory capital as a percentage of assets (1)
    12.3 %     12.3 %     24.8 %     24.8 %
Minimum capital required as a percentage of assets
    4.0 %     5.0 %     8.0 %     10.0 %
Excess regulatory capital as a percentage of assets
    8.3 %     7.3 %     16.8 %     14.8 %
                                   
(1)
 
  Core capital is computed as a percentage of adjusted total assets of $470.1 million.  Risk-based capital is co mputed as a percentage of total risk-weighted assets of $239.4 million.
 
   
 
 

Critical Accounting Policies

Peoples Bancorp has established various accounting policies which govern the application of accounting principles generally accepted in the United States in the preparation of its financial statements. The significant accounting policies of Peoples Bancorp are described in the footnotes to the consolidated financial statements included in the Company’s Annual Report on Form 10-K. Certain accounting policies involve significant judgments and assumptions by management, which have a material impact on the carrying value of certain assets and liabilities; management considers such accounting policies to be critical accounting policies. Those policies, which are identified and discussed in detail in the Company’s Annual Report on Form 10-K, include the Allowance for Loan Losses and accounting for goodwill. There have been no material changes in assumptions or judgments relative to those critical policies during the first quarter of 2008.



 
16

 


Item 3.  Qualitative and Quantitative Disclosures About Market Risk
 
As discussed in detail in the 2007 Annual Report on 10-K, Peoples Bancorp’s ability to maximize net income is dependent on management’s ability to plan and control net interest income through management of the pricing and mix of assets and liabilities. Because a large portion of assets and liabilities of Peoples Bancorp are monetary in nature, changes in interest rates and monetary or fiscal policy affect its financial condition and can have significant impact on the net income of the Company. Peoples Bancorp does not use off balance sheet derivatives to enhance risk management, nor does it engage in trading activities beyond the sale of mortgage loans.

Peoples Bancorp monitors its exposure to interest rate risk on a quarterly basis through the use of a simulation provided by the The Office of Thrift Supervision (“OTS”). The OTS uses a net market value methodology to measure the interest rate risk exposure of thrift institutions. In this OTS simulation, an institution’s “normal” level of interest rate risk in the event of an assumed change in interest rates is a decrease in the institution’s net present value (“NPV”) in an amount not exceeding 2% of the present value of its assets.  Thrift institutions with over $300 million in assets or less than a 12% risk-based capital ratio are required to file OTS Schedule CMR.  Data from Schedule CMR is used by the OTS to calculate changes in NPV (and the related “normal” level of interest rate risk) based upon certain interest rate changes.  Institutions that do not meet either of the filing requirements are not required to file OTS Schedule CMR, but may do so voluntarily. Peoples Federal Savings Bank files Schedule CMR.  However, results calculated from the December 31, 2007 schedule CMR are not yet available from the OTS. Therefore, the tables below present the results of this analysis for Peoples Federal and the former First Savings Bank as of September 30, 2007 and 2006. Presented below as of September 30, 2007 and 2006 is the analysis performed by the OTS of Peoples Federal’s interest rate risk as measured by changes in NPV for instantaneous and sustained parallel shifts in the yield curve in 100 basis point increments, up 300 and down 200 basis points.

 
Peoples Federal Savings Bank
 
Interest Rate Risk As of September 30, 2007
 
(dollars in thousands)
 
   
Changes
         
Market Value
                   
in Rates
   
$ Amount
   
$ Change
   
% Change
   
NPV Ratio
   
Change
 
  +300 bp     36,601       (16,631 )     -31 %     10.19 %     (381 )
  +200 bp     42,427       (10,804 )     -20 %     11.58 %     (242 )
  +100 bp     48,118       (5,114 )     -10 %     12.88 %     (112 )
  0 bp     53,232       -       -       14.00 %     -  
  -100 bp     55,911       2,679       5 %     14.54 %     54  
  -200 bp     56,762       3,530       7 %     14.67 %     67  
                                             
 
 
Interest Rate Risk As of September 30, 2006
 
(dollars in thousands)
 
   
Changes
           
Market Value
                         
in Rates
   
$ Amount
   
$ Change
   
% Change
   
NPV Ratio
   
Change
 
  +300 bp     33,179       (16,706 )     -33 %     8.80 %     (368 )
  +200 bp     39,943       (9,942 )     -20 %     10.35 %     (213 )
  +100 bp     45,655       (4,231 )     -8 %     11.60 %     (88 )
  0 bp     49,885       -       -       12.48 %     -  
  -100 bp     55,486       5,601       11 %     13.62 %     114  
  -200 bp     58,646       8,761       18 %     14.21 %     173  

 
17

Presented below are the same tables for First Savings Bank.

First Savings Bank
 
Interest Rate Risk As of September 30, 2007
 
(dollars in thousands)
 
Changes
         
Market Value
                   
in Rates
   
$ Amount
   
$ Change
   
% Change
   
NPV Ratio
   
Change
 
  +300 bp     15,075       (1,924 )     -11 %     15.66 %     (132 )
  +200 bp     15,859       (1,139 )     -7 %     16.25 %     (73 )
  +100 bp     16,589       (410 )     -2 %     16.76 %     (22 )
  0 bp     16,999       -       -       16.98 %     -  
  -100 bp     17,122       123       1 %     16.95 %     (3 )
  -200 bp     17,147       149       1 %     16.82 %     (16 )
                                             
Interest Rate Risk As of September 30, 2006
 
(dollars in thousands)
 
Changes
           
Market Value
 
                       
in Rates
   
$ Amount
   
$ Change
   
% Change
   
NPV Ratio
   
Change
 
  +300 bp     12,917       (2,471 )     -16 %     12.53 %     (177 )
  +200 bp     13,958       (1,430 )     -9 %     13.33 %     (97 )
  +100 bp     14,788       (601 )     -4 %     13.93 %     (38 )
  0 bp     15,388       -       -       14.30 %     -  
  -100 bp     15,800       412       3 %     14.50 %     20  
  -200 bp     16,142       753       5 %     14.63 %     33  

In evaluating Peoples Federal’s and First Savings’ exposure to interest rate risk, certain shortcomings, inherent in the method of analysis presented in the foregoing tables must be considered.  For example, although certain assets and liabilities may have similar maturities or periods to repricing, they may react in different degrees to changes in market interest rates.  Also, the interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types may lag behind changes in market rates.  Further, in the event of a change in interest rates, prepayments and early withdrawal levels could deviate significantly from those assumed in calculating the table.  Finally, the ability of many borrowers to service their debt may decrease in the event of an interest rate increase.  As a result, the actual effect of changing interest rates may differ from that presented in the foregoing tables.

Management believes at December 31, 2007 there have been no material changes in the Bank’s interest rate sensitive instruments which would cause a material change in the market risk exposures which affect the quantitative and qualitative risk disclosures as presented in the Company’s Annual Report on Form 10-K for the year ended September 30, 2007.

Item 4.  Controls and Procedures

Evaluation of Disclosure Controls and Procedures.   Disclosure controls are procedures designed to ensure that information required to be disclosed in the Company’s reports filed under the Exchange Act, such as this report, is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls are also designed to ensure that such information is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

18


In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable, not absolute, assurance of achieving the desired control objectives, as ours are designed to do, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

As of December 31, 2007, an evaluation was carried out under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of its disclosure controls and procedures (as defined in Rules 13a-15(e) or 15a-15(e) under the Securities Exchange Act of 1934). Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures are effective in ensuring that information required to be disclosed by the Company in 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 are designed to ensure that information required to be disclosed in those reports is accumulated and communicated to management as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Controls Over Financial Reporting.   There were no changes in the Company’s internal control over financial reporting that occurred during the quarter ended December 31, 2007 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.


 
19

 



PART II. OTHER INFORMATION

Item 1.  Legal Proceedings

Peoples Bancorp is not engaged in any legal proceedings of a material nature.

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds


Period
 
Total Number of Shares Purchased
   
Average Price Paid Per Share
   
Total Number of Shares Purchased as Part of Publicly Announced Plan
   
Maximum Number of Shares That May Yet be Purchased Under the Plan
(a)
 
October 1-31, 2007
    0     $ 0.00       0       62,331  
November 1-30, 2007
    0       0.00       0       62,331  
December 1-31, 2007
    1,738       15.87       1,738       60,593  
      1,738     $ 15.87       1,738       60,593  

(a)           In February 2006, the Board of Directors authorized a three-year stock repurchase program.  Purchases of up to 300,000 shares of the Company’s common stock may be made in open market or privately negotiated transactions.  As of December 31, 2007, the Company had repurchased 239,407 shares and 60,593 shares may yet be purchased under the plan.  This plan expires in February 2009.

Item 3.  Defaults Upon Senior Securities

Not applicable.

Item 4.  Submission of Matters to a Vote of Security Holders

 
Not applicable.

Item 5.  Other Information

Not applicable.

Item 6.  Exhibits

Exhibit 31.1
 
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act
Exhibit 31.2
 
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act
Exhibit 32.1
 
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act
Exhibit 32.2
 
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act


 
20

 


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.
 

     
PEOPLES BANCORP
     
(Registrant)
         
         
Date:
February 14, 2008
 
By:
  /s/Maurice F. Winkler III
       
   Maurice F. Winkler III
       
   President and Chief Executive Officer
         
         
Date:
February 14, 2008
 
By:
  /s/Steven H. Caryer
       
   Steven H. Caryer
       
   Vice President and Chief Financial Officer


 
21

 

 
EXHIBIT INDEX
 
Exhibit
No.
 
Description of Exhibit
 
Location
         
31.1
 
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act
 
Attached
31.2
 
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act
 
Attached
32.1
 
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act
 
Attached
32.2
 
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act
 
Attached
 
 
22
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