AMBANC HOLDING CO INC
8-K, 1996-11-05
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                       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 October 25, 1996


                             AMBANC HOLDING CO., INC.
- --------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its Charter)


         Delaware                      0-27306                  14-1783770
- --------------------------------------------------------------------------------
(State or other jurisdiction     (Commission File No.)         IRS Employer
      of incorporation)                                     Identification No.)


 11 Division Street, Amsterdam, New York                              12010-4303
- --------------------------------------------------------------------------------
(Adress of principal executive offices)                               (Zip Code)


       Registrant's telephone number, including area code: (518) 842-7200
                                                            --------------------

                                       N/A
- --------------------------------------------------------------------------------
         (Former name or former address, if changed since last report)

<PAGE>
Item 5. Other Events
- --------------------

     On October 25,  1996,  the  Registrant  issued the press  release  attached
hereto as  Exhibit  99  announcing  its  earnings  for the third  quarter  ended
September 30, 1996.


Item 7. Financial Statements and Exhibits
- -----------------------------------------

     (c)  Exhibits

     The  Exhibits  referred  to in  Item 5 of this  Report  and  listed  on the
accompanying Exhibit Index are filed as part of this Report and are incorporated
herein by reference.

<PAGE>

                                   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.

                                             AMBANC HOLDING CO., INC.



Date:     November 4, 1996              By: /s/ Robert J. Brittain
      ---------------------------           ---------------------------------
                                             Robert J. Brittain
                                             President & Chief Executive Officer

<PAGE>


Exhibit                                                               Sequential
Number                            Description                          Page No.
- -------        ---------------------------------------------------    ----------

  99           Press release dated October 25, 1996                        6





FOR IMMEDIATE RELEASE

October 25, 1996             Contact:

                             Robert J. Brittain, President and CEO
                             (518) 842-7200
                             Harold A. Baylor, Vice Pres. & Treas.
                             (518) 842-1445

Ambanc  Holding  Co.,  Inc.,  the  parent of  Amsterdam  Savings  Bank,  F.S.B.,
announces earnings for the quarter and the nine-months ended September 30, 1996.
- --------------------------------------------------------------------------------

Amsterdam,  N.Y. - Ambanc  Holding Co., Inc.  (NASDAQ - AHCI)  ("Company"),  the
holding  company of Amsterdam  Savings Bank,  F.S.B.  ("Bank"),  today  reported
earnings for the quarter ended  September  30, 1996,  of $572,000,  or $0.12 per
share,  and earnings for the nine months ended  September 30, 1996, of $768,000,
or $0.16 per share,  compared  to  earnings  of  $665,000  and  $493,000  in the
comparable  periods in 1995. The Company's  efficiency  ratios for the three and
nine months ended September 30,1996, improved to 54.2% and 61.5%,  respectively.
The comparable ratios for 1995 were 63.4% and 68.5%, respectively.

As the result of a 10% stock repurchase  program completed in early August 1996,
shares issued and  outstanding on September 30, 1996,  were  4,880,025.  Average
shares outstanding  (excluding unearned shares owned by the ESOP) were 4,657,401
and  4,881,147  for  the  three  and  nine  months  ended  September  30,  1996,
respectively.  The Company's  book value per share as of September 30, 1996, was
$14.42.

Prior to the  consummation  of the  conversion on December 26, 1995, the Company
had  no  significant  assets,  liabilities,   outstanding  shares  of  stock  or
operations.  Accordingly,  the consolidated data released represents the data of
the  Bank  and its  subsidiaries  for the  quarter  and  the  nine-months  ended
September 30, 1995.

Results of Operations For the Three Months Ended September 30, 1996 and 1995:
- -----------------------------------------------------------------------------

The Company  attributed  its 1996 third quarter  earnings  decline  primarily to
increases in the provision for loan losses and non-interest expenses of $489,000
and  $770,000,  respectively,  partially  offset by an increase in net  interest
income of 39.0%, or $1.2 million.

The  improvement in net interest income resulted from an increase in average net
earning assets of $47.7  million,  or 119.8%,  funded  primarily by the proceeds
received in the  conversion  and an increase in  borrowed  funds.  The  positive
effect from the growth in average net earning  assets was partially  offset by a
narrowing of five basis points in the Company's  average net interest  margin to
3.60% from 3.65% in 1995's third quarter.

<PAGE>

The  increase  in the  provision  for loan  losses  of  $489,000  resulted  from
management's  analysis of the Company's  level of  non-performing  loans and the
allowance for loan losses.  Based on this analysis,  management  decided that it
was  prudent to  significantly  increase  its  provision  expenses  in the third
quarter of 1996 as compared to the third quarter of 1995 .

The increase in non-interest expenses was primarily  attributable to an increase
in losses and  write-downs  on real estate owned of $434,000.  This increase was
based on actual  expenses  incurred  and  management's  estimates  of lower fair
values,  less disposal costs.  Also contributing to the increase in non-interest
expenses were the addition of ESOP compensation  costs, the new expenses related
to  rendering  check  imaging  statements  to  the  Bank's  customers,  and  the
occupancy,  equipment,  and compensation expenses related to the Company's third
supermarket branch, which was opened in late 1995.

Results of Operations For the Nine Months Ended September 30, 1996 and 1995:
- ----------------------------------------------------------------------------

The  improvement  in net income of $275,000 for the nine months ended  September
30,  1996,  to $768,000  was  attributable  to a 21.5%  increase in net interest
income to $11.9  million from $9.8  million in 1995.  This  positive  factor was
partially offset by an increase in the provision for loan losses of $1.3 million
due primarily to a $1.5 million provision taken on March 31, 1996, pertaining to
the Bank's  aggregate  lending  relationship  with the Bennett  Funding Group, a
company that filed for Chapter 11 bankruptcy  protection on March 29, 1996. Also
impacting  on the net  interest  income  increase  were a  $158,000  decline  in
non-interest income, mainly due to losses on securities transactions of $89,000,
and a modest increase in non-interest expenses of 1.9%, or $161,000.

The  improvement  in net  interest  income  resulted  from growth in average net
earning assets of $47 million, or 123.3%,  funded primarily by the proceeds from
the stock conversion and increased borrowings.  The positive effect derived from
the growth in average net earning  assets was partially  offset by a decrease in
the Company's average net interest margin to 3.79% from 3.98% in the nine months
ended September 30, 1995.

Ambanc  Holding  Co.,  Inc. is a newly formed  unitary  savings and loan holding
company.  The Company's  primary  subsidiary,  Amsterdam  Savings Bank,  F.S.B.,
operates nine banking  offices in  Montgomery  (4),  Saratoga  (2),  Fulton (1),
Schenectady  (1), and Albany (1) counties in New York.  The Bank's  deposits are
insured by the FDIC through the Bank Insurance Fund (BIF).





<PAGE>

                            AMBANC HOLDING CO., INC.
                 Selected Consolidated Financial Information

                                   (Unaudited)

                                                          Sept. 30,    Dec. 31,
                                                            1996         1995
                                                         ----------   ----------
                                                              (In Thousands)
Selected Consolidated Financial Condition Data:

Total assets .........................................     $496,505     $439,365
Loans receivable, net ................................      272,553      249,991
Mortgage-backed securities, available for sale .......      162,714       53,033
Investment securities, available for sale ............       42,633       21,389
Due from brokers
                                                                  0       18,128
Deposits .............................................      299,991      311,239
Total borrowings .....................................      122,390            0
Due to brokers .......................................            0       46,880
Total  equity ........................................       70,362       76,015



                                   For the Three Months      For the Nine Months
                                          Ended                     Ended
                                         Sept.30,                  Sept.30,
                                       1996        1995        1996       1995
                                   ---------------------------------------------
   (In Thousands)
Selected Consolidated Operations
Data:
Total interest income .............   $  8,854   $  6,405   $ 23,391    $ 19,103
Total interest expense ............      4,595      3,341     11,538       9,343
                                      --------   --------   --------    --------
Net interest income ...............      4,259      3,064     11,853       9,760
Provision for loan losses .........        549         60      2,610       1,344
                                      --------   --------   --------    --------
Net interest income after
  provision for loan losses .......      3,710      3,004      9,243       8,416
Fees and service charges ..........        174        165        504         478
Net gain(loss) on sales and
 redemptions of AFS investment
 and mortgage-backed securities ...          9          1        (89)          1
Other non-interest income .........        100        123        255         349
                                      --------   --------   --------    --------
                                                                            
Total non-interest income .........        283        289        670         828
Total non-interest expense ........      3,030      2,262      8,549       8,388
                                      --------   --------   --------    --------
Income before taxes ...............        963      1,031       1,364        856
Income tax provision ..............        391        366        596         363
                                      --------   --------   --------    --------

Net income ........................   $    572   $    665   $    768    $    493
                                      ========   ========   ========    ========
<PAGE>


                            AMBANC HOLDING CO., INC.
            Selected Consolidated Financial Ratios and Other Data

                                   (Unaudited)

                                                For the            For the 
                                             Three-Months         Nine-Months
                                                 Ended               Ended
                                             September 30,       September 30,
                                             1996    1995        1996     1995
                                          ------------------   -----------------
Performance Ratios:

Return on average assets                     0.47%     0.77%     0.23%     0.19%
Return on average equity (1)                 3.20      9.76      1.38      2.38 
Interest rate
spread during period                         2.71      3.11      2.85      3.48 
Net interest margin during period            3.60      3.65      3.79      3.98 
Efficiency ratio(2)                         54.16     63.36     61.53     68.51
Ratio of non-interest expense to
  average total assets                       2.47      2.63      2.54      3.28
Ratio of avg.interest-earning assets to
 average interest-bearing liabilities      125.09    113.61    130.50    113.15


Asset Quality Ratios:                     September 30, 1996    December 31,1995
                                          ------------------    ----------------
Non-performing assets to total assets
  at end of period                               3.63%                 2.74%
Non-performing loans to total loans              5.33                  3.51
Allowance for loan losses to
  non-performing loans                          31.88                 30.10
Allowance for loan losses to
  loans receivable, net                          1.70                  1.05

Capital Ratios:

Equity to total assets at end of period         14.17                 17.30
Average equity to average assets                16.53                  8.30

Other Data: 
Number of full-service offices                      9                     9

(1)  Return on average equity includes the market value adjustment for
available for sale    securities.
(2)  Calculated net of expenses related to other real estate owned.
                                      -END-



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