<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark one)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1996
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____________ to _____________
COMMISSION FILE NUMBER 0-27652
REPUBLIC BANCSHARES, INC.
(Exact Name of Registrant As Specified In Its Charter)
FLORIDA 59-1463900
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
111 2nd Avenue N.E., St. Petersburg, FL 33701
(Address of Principal Office) (Zip Code)
(813) 823-7300
(Registrant's Telephone Number, Including Area Code)
- - --------------------------------------------------------------------------------
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 X No
----- -----
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. Yes No
----- -----
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date:
4,183,507 shares outstanding
Common stock, par value $2.00 per share at October 31, 1996
- - --------------------------------------- -------------------
<PAGE> 2
REPUBLIC BANCSHARES, INC.
INDEX
PART I. FINANCIAL INFORMATION
<TABLE>
<CAPTION>
ITEM 1. FINANCIAL STATEMENTS PAGE
----
<S> <C>
Consolidated Balance Sheets - September 30, 1996 (unaudited)
and December 31, 1995 ............................................................................... 1
Consolidated Statements of Operations -
Three month and nine month periods
ended September 30, 1996 and 1995 (all unaudited) ................................................... 2
Consolidated Statements of Stockholders' Equity -
Year ended December 31, 1995 and
nine months ended September 30, 1996 (unaudited) ................................................... 3
Consolidated Statements of Cash Flows -
Nine months ended September 30, 1996 and 1995 (all unaudited) ....................................... 4
Notes to Consolidated Financial Statements (unaudited) ............................................... 6-8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Selected Quarterly Financial and Other Data (unaudited) .............................................8-10
Comparison of Financial Condition - September 20, 1996 and
December 31, 1995 ................................................................................... 11
Comparison of Results of Operations:
Three Months ended September 30, 1996 and 1995 ................................................... 12
Nine Months ended September 30, 1996 and 1995 ................................................... 14
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS ....................................................................................... 17
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K ......................................................................... 17
SIGNATURES ......................................................................................................... 18
</TABLE>
<PAGE> 3
REPUBLIC BANCSHARES, INC.
CONSOLIDATED BALANCE SHEETS - SEPTEMBER 30, 1996 AND DECEMBER 31, 1995
($ IN THOUSANDS, EXCEPT PAR VALUES)
<TABLE>
<CAPTION>
September 30, December 31,
ASSETS 1996 1995
------------- ------------
(unaudited)
<S> <C> <C>
Cash and due from banks $ 23,417 $ 19,806
Interest bearing deposits in banks 15 2
Investment securities:
Held to maturity 1,545 7,015
Available for sale 22,878 38,147
Mortgage-backed securities:
Held to maturity 17,850 17,112
Available for sale 3,892 2,527
FHLB stock 4,830 3,540
Federal funds sold 30,500 14,621
Loans held for sale 22,901 4,711
Loans, net of allowance for loan losses (Notes 2 and 3) 684,215 649,795
Premises and equipment, net 19,205 18,991
Other real estate owned:
Acquired through foreclosure, net 8,644 8,064
Held for investment - 2,498
Other assets 12,586 15,166
-------- --------
Total assets $852,478 $801,995
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Deposits-
Noninterest-bearing checking $ 48,260 $ 45,641
Interest checking 80,127 71,592
Money market 38,187 38,535
Savings 225,868 91,935
Time deposits 390,746 495,402
-------- --------
Total deposits 783,188 743,105
Securities sold under agreements to repurchase 10,649 3,072
Other liabilities 5,708 4,915
-------- --------
Total liabilities 799,545 751,092
-------- --------
Stockholders' equity:
Perpetual preferred convertible stock ($20.00 par, 100,000 shares authorized,
75,000 shares issued and outstanding. Liquidation preference $6,600
at September 30, 1996 and December 31, 1995.) 1,500 1,500
Common stock ($2.00 par, 10,000,000 shares authorized and 4,183,507
shares issued and outstanding at September 30, 1996 and December 31, 1995) 8,367 8,367
Capital surplus 26,699 26,699
Retained earnings 16,402 14,329
Net unrealized gains (losses) on available-for-sale securities, net of tax effect (35) 8
-------- --------
Total stockholders' equity 52,933 50,903
-------- --------
Total liabilities and stockholders' equity $852,478 $801,995
======== ========
</TABLE>
The accompanying notes are an integral part of these
consolidated balance sheets.
1
<PAGE> 4
REPUBLIC BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT SHARE DATA)
<TABLE>
<CAPTION>
For the Three Months Ended Sept. 30, For the Nine Months Ended Sept. 30,
------------------------------------ -----------------------------------
1996 1995 1996 1995
---- ---- ---- ----
(unaudited) (unaudited)
<S> <C> <C> <C> <C>
INTEREST INCOME:
Interest and fees on loans $ 15,384 $ 13,258 $ 45,111 $ 37,803
Interest on investment securities 319 316 1,059 1,089
Interest on mortgage-backed
securities 359 317 983 393
Interest on federal funds sold 575 879 1,128 2,494
Interest on other investments 88 72 243 183
--------- --------- --------- ---------
Total interest income 16,725 14,842 48,524 41,962
--------- --------- --------- ---------
INTEREST EXPENSE:
Interest on deposits 8,313 7,755 23,886 21,859
Interest on other borrowings 142 39 318 91
--------- --------- --------- ---------
Total interest expense 8,455 7,794 24,204 21,950
--------- --------- --------- ---------
Net interest income 8,270 7,048 24,320 20,012
PROVISION FOR LOAN LOSSES 450 330 1,350 1,410
--------- --------- --------- ---------
Net interest income after
provision for loan losses 7,820 6,718 22,970 18,602
--------- --------- --------- ---------
NONINTEREST INCOME:
Service charges on deposit accounts 389 354 1,143 1,013
Loan fee income 180 49 444 192
Gains on sale of loans 332 3 599 (10)
Gain on sale of ORE held for investment 1,207 - 1,207 -
Other operating income 212 241 593 809
--------- --------- --------- ---------
Total noninterest income 2,320 647 3,986 2,004
--------- --------- --------- ---------
NONINTEREST EXPENSES:
General and administrative ("G&A") expenses 6,867 5,508 19,165 15,731
SAIF Special Assessment 2,539 - 2,539 -
Provision for losses on ORE 1,041 200 1,491 200
Other ORE (income) expense (47) 67 (190) 218
Amortization of premium on deposits 123 123 368 327
--------- --------- --------- ---------
Total noninterest expenses 10,523 5,898 23,373 16,476
--------- --------- --------- ---------
Income (loss) before negative goodwill accretion (383) 1,467 3,583 4,130
and income taxes
Income taxes (benefit) provision (181) 424 1,311 1,180
--------- --------- --------- ---------
Income (loss) before negative goodwill accretion (202) 1,043 2,272 2,950
Negative goodwill accretion - 225 - 1,578
--------- --------- --------- ---------
NET INCOME (LOSS) $ (202) $ 1,268 $ 2,272 $ 4,528
========= ========= ========= =========
PER SHARE DATA:
Net income (loss) per common and
common equivalent share $ (.04) $ .26 $ .46 $ 1.02
========= ========= ========= =========
Weighted average common and common
equivalent shares outstanding 4,951,301 4,961,541 4,952,211 4,442,179
========= ========= ========= =========
</TABLE>
The accompanying notes are an integral part of these consolidated statements.
2
<PAGE> 5
REPUBLIC BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE YEAR ENDED DECEMBER 31, 1995 AND
THE NINE MONTHS ENDED SEPTEMBER 30, 1996 (UNAUDITED)
(IN THOUSANDS EXCEPT SHARE DATA)
<TABLE>
<CAPTION>
Perpetual Preferred Net Unrealized
Convertible Stock Common Stock Gains (Losses)
------------------- --------------------- on Available
Shares Shares Capital Retained for Sale
Issued Amount Issued Amount Surplus Earnings Securities Total
------- ------- --------- ------- -------- -------- -------------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
BALANCE, DECEMBER 31, 1994 75,000 $ 1,500 3,380,337 $ 6,761 $ 19,139 $ 8,819 $ (54) $ 36,165
Net income - - - - - 5,773 - 5,773
Net unrealized gains on
available-for-sale securities - - - - - - 62 62
Issuance of common stock - - 800,000 1,600 7,537 - - 9,137
Proceeds from exercise of
stock options - - 3,170 6 23 - - 29
Dividends on preferred
stock - - - - - (263) - (263)
------ ------- --------- ------- -------- -------- ------ --------
BALANCE, DECEMBER 31, 1995 75,000 $ 1,500 4,183,507 $ 8,367 $ 26,699 $ 14,329 $ 8 $ 50,903
Net income for the nine
months ended September 30,
1996 - - - - - 2,272 - 2,272
Net unrealized losses on
available-for-sale securities - - - - - - (43) (43)
Dividends on preferred
stock - - - - - (198) - (198)
------ ------- --------- ------- -------- -------- ------ --------
BALANCE, SEPTEMBER 30, 1996 75,000 $ 1,500 4,183,507 $ 8,367 $ 26,699 $ 16,402 $ (35) $ 52,933
====== ======= ========= ======= ======== ======== ====== ========
</TABLE>
The accompanying notes are an integral part of these consolidated statements.
3
<PAGE> 6
REPUBLIC BANK AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
<TABLE>
<CAPTION>
For the Three Months Ended For the Nine Months Ended
-------------------------------- ----------------------------------
Sept. 30, 1996 Sept. 30, 1995 Sept. 30, 1996 Sept. 30, 1995
OPERATING ACTIVITIES: (unaudited) (unaudited) (unaudited) (unaudited)
-------------- -------------- -------------- --------------
<S> <C> <C> <C> <C>
Net income $ (202) $ 1,268 $ 2,271 $ 4,528
Reconciliation of net income to net cash
provided by (used in):
Provision for losses on loans and ORE 1,491 530 2,841 1,610
Depreciation and amortization, net (147) (120) (250) (149)
Amortization of premium and accretion
of fair value 96 44 394 (1,656)
(Gain) on sale of investment securities (4) - (8) -
(Gain) on sale of loans (791) - (599) -
(Gain) loss on sale of ORE (1,227) (6) (1,346) 6
Capitalization of mortgage servicing (1,634) - (1,214) -
Net (increase) decrease in other assets 2,883 (3,863) 2,978 (2,776)
Net increase (decrease) in other liabilities 2,006 14 1,242 853
-------- -------- -------- ---------
Net cash provided by (used in)
operating activities 2,471 (2,133) 6,309 2,416
-------- -------- -------- ---------
INVESTING ACTIVITIES:
Net (increase) decrease in interest bearing
deposits in bank 2 - (13) -
Proceeds from sales & maturities of:
Investment securities held to maturity - 3,149 7,000 14,149
Investment securities available for sale 5,357 3,358 52,363 3,000
Purchase of securities available for sale (4,938) - (36,695) -
Purchase of securities held to maturity (1,545) - (1,545) -
Principal repayment on mtg. backed securities 916 - 2,375 -
Purchase of FHLB stock - - (1,290) (2,247)
Net increase in loans (25,793)
(38,529) (61,712) (136,772)
Purchase of premises and equipment (685) (1,398) (1,297) (5,947)
Proceeds from sale of ORE 4,603 390 6,277 2,603
(Investments) disposals in other real estate
owned (net) 256 173 256 252
-------- -------- -------- ---------
Net cash provided by (used in) investing
activities (21,827) (32,857) (34,281) (124,962)
-------- -------- -------- ---------
FINANCING ACTIVITIES:
Net increase (decrease) in deposits 17,251 (5,440) 40,083 119,344
Net increase (decrease) in repurchase
agreements (1,504) (884) 7,577 126
Proceeds from issuance of common stock - 9,157
Dividends on perpetual preferred stock (66) (66) (198) (1988)
-------- -------- -------- ---------
Net cash provided by
(used in) financing activities 15,681 (6,390) 47,462 128,429
-------- -------- -------- ---------
Net increase (decrease) in cash and
cash equivalents (3,675) (41,380) 19,490 5,883
Cash and cash equivalents, beginning
of period 57,592 85,964 34,427 38,701
-------- -------- -------- ---------
Cash and cash equivalents, end
of period $ 53,917 $ 44,584 $ 53,917 $ 44,584
======== ======== ======== =========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the period for-
Interest $ 8,456 $ 7,789 $ 24,504 $ 21,421
Income taxes 3,507 450 5,745 1,516
</TABLE>
The accompanying notes are an integral part of these consolidated statements
4
<PAGE> 7
[This page intentionally left blank]
5
<PAGE> 8
REPUBLIC BANCSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 1996
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
Basis of Presentation and Organization
Republic Bancshares, Inc. (the "Company") is a bank holding company organized
in March 1996 under the laws of the State of Florida for the purpose of
becoming the holding company for Republic Bank (the "Bank"). In connection
with the reorganization which resulted in the Company becoming the holding
company for the Bank, the Company became the owner of all of the outstanding
capital stock of the Bank. The Company does not currently conduct any
activities other than its ownership and operation of the Bank.
The Bank is a state-chartered, federally-insured commercial bank organized in
1972 and providing a full range of retail and commercial banking products and
related financial services. The Bank's headquarters are in St. Petersburg,
Florida. Its principal business is attracting checking, savings and time
deposits from the public and general business customers and using these
deposits to originate residential mortgages, commercial real estate mortgages,
business loans, and consumer loans. The Bank operates through 32 branch
banking offices located in Pasco, Pinellas, Manatee and Sarasota counties and
is currently the largest independent financial institution headquartered on the
west coast of Florida. There are also eleven residential and two commercial
loan production offices in Florida and one residential loan production office
in Boston, Massachusetts.
The FASB has issued SFAS No. 125, "Accounting for Transfers and Servicing of
Financial Assets and Extinguishment of Liabilities", which is effective for the
Bank's fiscal year beginning January 1, 1997. SFAS 125 provides standards for
distinguishing transfers of financial assets that are sales from transfers that
are secured borrowings. The impact of the adoption of SFAS 125 upon the
results of operations of the Bank is not expected to be material.
These consolidated financial statements should be read in conjunction with the
financial statements and the notes thereto included in the Bank's Annual Report
for the year ended December 31, 1995, filed with the Federal Deposit Insurance
Corporation on Form F-2. The results of the nine months ended September 30,
1996 are not necessarily indicative of the results to be expected for the
fiscal year ending December 31, 1996.
6
<PAGE> 9
2. LOANS:
Loans at September 30, 1996 and December 31, 1995, are summarized as follows
(in thousands):
<TABLE>
<CAPTION>
Sept. 30, December 31,
1996 1995
--------- ------------
<S> <C> <C>
Real estate mortgage loans:
One-to-four family residential $ 401,173 $ 388,221
Multifamily residential 68,145 75,127
Commercial real estate 181,646 153,193
Construction/land development 25,954 13,974
Commercial loans 34,096 29,687
Consumer loans 9,408 6,847
Other loans 1,470 2,367
--------- ---------
Total loans 721,892 669,416
Less-allowance for loan losses (14,776) (14,910)
--------- ---------
Net loans $ 707,116 $ 654,506
========= =========
</TABLE>
As of September 30, 1996, the Bank had one-to-four family residential mortgage
loans with a weighted average interest rate of 7.97% which were available for
sale with a carrying amount of $22,901,000 and a market value of approximately
$23,636,000. The carrying value of loans available for sale as of December 31,
1995 approximated their market value of $4,711,000 and had a weighted average
interest rate of 7.47%. Mortgage loans serviced for others as of September 30,
1996 and December 31, 1995 were $86,717,000 and $39,951,000, respectively.
3. ALLOWANCES FOR LOSSES:
Allowance for Loan Losses:
The allowance for loan losses provides for risks of losses inherent in the
credit extension process. Losses are charged to the allowance for loan losses
and recoveries are credited to the allowance. The Company's allowance is an
amount that management believes will be adequate to absorb possible losses on
existing loans that may become uncollectible, based on evaluations of the
collectibility of loans and prior loan loss experience. The evaluations take
into consideration such factors as changes in the nature and volume of the loan
portfolio, overall portfolio quality, review of specific problem loans, and
current economic conditions that may affect the borrower's ability to pay. The
evaluations are periodically reviewed and adjustments are recorded in the
period in which changes become known.
As part of the risk assessment for loans purchased in December 1993 from
CrossLand Savings, FSB ("Crossland"), and for loans purchased during 1994, 1995
and 1996, management allocated a portion of the discount on such loan purchases
to the allowance for loan losses in amounts consistent with the Company's loan
loss policy guidelines. Amounts added to the allowance for loan losses
resulting from discount allocation are available to absorb potential losses
only for those purchased loans and are not available for losses from other
loans. To the extent that losses in certain pools or portfolios of loans
exceed the allowance for loan losses and any remaining unamortized loan
discount allocated to such pool or portfolio, or available as a general
allowance, the Company would have to recognize a loss to the extent of such
shortfall in the then current period. As of September 30, 1996 and December
31, 1995, approximately $8,902,000 and $10,249,000 of the allowance had arisen
through an allocation of discounts on purchased loans. Additionally, as of
September 30, 1996 and December 31, 1995, the balance of loan discounts
available to absorb losses on pools or portfolios of purchased loans exceeding
amounts
7
<PAGE> 10
transferred to the allowance amounted to $4,054,000 and $4,561,000,
respectively. Loans on which interest was not being accrued totaled
$16,621,000 and $14,504,000 at September 30, 1996 and December 31, 1995,
respectively. Loans past due 90 days or more and still accruing interest at
September 30, 1996 and December 31, 1995, totaled $1,517,000 and $1,876,000,
respectively.
Changes in the allowance for loan losses were as follows (in thousands):
<TABLE>
<CAPTION>
For the Nine Months Ended Sept. 30,
1996 1995
---- ----
<S> <C> <C>
Balance, beginning of period $ 14,910 $ 7,065
Provision for loan losses 1,350 1,410
Discount on purchased loans allocated
to (from) allowance for loan losses (29) 7,240
Loans charged off (1,657) (1,480)
Recoveries of loans charged off 202 405
-------- --------
Balance, end of period $ 14,776 $ 14,640
======== ========
</TABLE>
Allowance for Losses on Other Real Estate ("ORE"):
The Company recognizes any estimated potential decline in the value of ORE
between appraisal dates through periodic additions to the allowance for losses
on ORE. Writedowns charged against this allowance are taken when the related
real estate is sold at a loss. For the nine months ended September 30, 1996,
the Company had recorded a provision expense for losses on ORE of $1,491,000.
In the third quarter of 1996, the Company recorded a $1,041,000 provision,
principally to reduce the carrying value of a tract of land acquired through
foreclosure in 1988 that has been partially developed as a shopping center
site. The previous carrying value of the tract approximated the amount
realizable upon sale to an end-user. The Company believes that the reduced
carrying value of this tract better approximates the amount realizable upon
sale to a party other than an end-user. Federal law and regulations require
the Company to dispose of this tract by December 31, 1996, however, management
has been informed that the regulatory authorities will consider a request for
an extension of time and the Company intends upon making application for such
extension during the fourth quarter of 1996.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Selected Consolidated Financial Data
The following selected consolidated operating data, per share data, balance
sheet data and selected financial ratios as of and for each of the preceding
eight consecutive quarters are derived from unaudited consolidated financial
statements. Financial data for those interim periods include all adjustments,
consisting of normal accruals, that the Company's management considers
necessary for a fair presentation of the Company's financial condition and
results of operations for such interim periods.
8
<PAGE> 11
SELECTED QUARTERLY FINANCIAL AND OTHER DATA
EIGHT CONSECUTIVE QUARTERS (UNAUDITED)
($ IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
Quarters Ending
------------------------------------------------------
Sept. 1996 June 1996 Mar. 1996 Dec. 1995
---------- --------- --------- ---------
<S> <C> <C> <C> <C>
OPERATING DATA:
Interest income $ 16,725 $ 15,937 $ 15,862 $ 15,901
Interest expense 8,455 7,822 7,927 8,051
--------- --------- --------- ---------
Net interest income 8,270 8,115 7,935 7,850
Loan loss provision 450 450 450 275
--------- --------- --------- ---------
Net interest income after loan loss provision 7,820 7,665 7,485 7,575
Noninterest income 1,113 988 678 747
General and administrative ("G&A") expenses 6,867 6,342 5,955 6,388
Other noninterest expense 2,449 248 305 (6)
--------- --------- --------- ---------
Net income (loss) before income taxes & negative goodwill (383) 2,063 1,903 1,940
Accretion of negative goodwill - - - -
--------- --------- --------- ---------
Net income before income taxes (383) 2,063 1,903 1,940
Income tax provision (benefit) (181) 794 699 694
--------- --------- --------- ---------
Net income (loss) $ (202) $ 1,269 $ 1,204 $ 1,246
========= ========= ========= =========
PER SHARE DATA (FULLY-DILUTED, NET OF TAX EFFECT):
Core net income (1) $ .26 $ .29 $ .26 $ .25
SAIF Special Assessment (.32) - - -
Provision for losses on ORE (.13) (.03) (.02) -
Gain on sale of building .15 - - -
Accretion of negative goodwill - - - -
--------- --------- --------- ---------
Net income $ (.04) $ .26 $ .24 $ .25
========= ========= ========= =========
Weighted average shares outstanding 4,951,301 4,953,790 4,953,229 4,954,555
BALANCE SHEET DATA (AT PERIOD-END):
Total assets $ 852,478 $ 835,005 $ 802,363 $ 801,995
Investment & mortgage backed securities 46,165 44,047 51,481 64,801
Loans, net of unearned income 721,892 698,240 676,658 669,416
Allowance for loan losses 14,776 14,608 14,746 14,910
Deposits 783,188 765,936 742,082 743,105
Negative goodwill - - - -
Stockholders' equity 52,934 53,214 52,047 50,903
Tier 1 (leverage) capital ratio 5.87 % 6.03 % 6.13 % 6.00 %
Tier 1 risk-based capital ratio 8.79 9.18 9.19 9.17
Total risk based capital ratio 10.03 10.40 10.40 10.30
SELECTED FINANCIAL RATIOS:
Return on average assets-total (.09)% .63 % .60 % .62 %
Return on average assets-adjusted (2) .65 .63 .60 .62
Return on average equity-total (1.53) 9.93 9.57 10.07
Return on average equity-adjusted (2) 10.47 9.93 9.57 10.07
Net interest spread 3.77 3.92 3.84 3.84
Net interest margin 4.08 4.21 4.15 4.17
G&A expense to average assets (3) 3.24 2.98 2.96 3.22
G&A efficiency ratio (3) 73.19 69.68 68.84 74.30
Non-accrual loans to total loans 2.33 2.24 2.24 2.02
Nonperforming assets to total assets 3.14 3.13 3.02 2.93
Allowance for loan loss to total loans 2.05 2.09 2.18 2.23
Allowance for loan loss to non-performing loans 81.46 85.06 96.47 90.47
OTHER DATA (AT PERIOD-END):
Number of branch banking offices 32 32 32 32
Number of full-time equivalent employees 591 534 436 421
</TABLE>
- - --------------------------------------------------------------------------------
(1) Excludes the effect of the non-recurring SAIF Special Assessment,
provisions for losses on ORE, the gain on sale of the former headquarters
building, and accretion of negative goodwill, where applicable.
(2) Adjusted returns on assets and equity exclude the SAIF Special Assessment
and negative goodwill accretion.
(3) Excludes the SAIF Special Assessment.
9
<PAGE> 12
SELECTED QUARTERLY FINANCIAL AND OTHER DATA
EIGHT CONSECUTIVE QUARTERS (UNAUDITED)
($ IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
Quarters Ending
-------------------------------------------------------
Sept. 1995 June 1995 Mar. 1995 Dec. 1994
---------- --------- --------- ---------
<S> <C> <C> <C> <C>
OPERATING DATA:
Interest income $ 14,842 $ 14,629 $ 12,490 $ 11,237
Interest expense 7,794 7,776 6,378 5,133
--------- --------- --------- ---------
Net interest income 7,048 6,853 6,112 6,104
Loan loss provision 330 540 540 600
--------- --------- --------- ---------
Net interest income after loan loss provision 6,718 6,313 5,572 5,504
Noninterest income 647 696 701 488
G&A expenses 5,509 5,381 4,880 4,388
Other noninterest expense 389 200 156 95
--------- --------- --------- ---------
Net income before income taxes & negative goodwill 1,467 1,428 1,237 1,509
Accretion of negative goodwill 225 676 676 676
--------- --------- --------- ---------
Net income before income taxes 1,692 2,104 1,913 2,185
Income tax provision 424 368 389 120
--------- --------- --------- ---------
Net income $ 1,268 $ 1,736 $ 1,524 $ 2,065
========= ========= ========= =========
PER SHARE DATA (FULLY-DILUTED, NET OF TAX EFFECT):
Core net income (1) $ .21 $ .25 $ .20 $ .34
SAIF Special Assessment - - - -
Provision for losses on ORE - - - -
Gain on sale of building - - - -
Accretion of negative goodwill .05 .16 .16 .16
--------- --------- --------- ---------
Net income $ .26 $ .41 $ .36 $ .50
========= ========= ========= =========
Weighted average shares outstanding 4,961,541 4,187,722 4,147,418 4,143,518
BALANCE SHEET DATA (AT PERIOD-END):
Total assets $ 758,739 $ 764,072 $ 715,178 $ 626,445
Investment securities 47,635 49,823 35,231 40,271
Loans, net of unearned income 633,908 599,964 605,176 516,335
Allowance for loan losses 14,641 14,543 14,723 7,065
Deposits 703,237 708,676 670,941 583,885
Negative goodwill - 225 902 1,578
Stockholder's equity 49,706 48,502 37,660 36,165
Tier 1 (leverage) capital ratio 6.21 % 6.02 % 5.17 % 5.66 %
Tier 1 risk-based capital ratio 9.22 9.28 7.73 8.39
Total risk-based capital ratio 10.17 10.18 8.60 9.60
SELECTED FINANCIAL RATIOS:
Return on average assets .66 % .92 % .91 % 1.35 %
Return on average assets-adjusted (2) .54 .56 .51 .91
Return on average equity 10.45 18.33 17.13 23.85
Return on average equity-adjusted (2) 8.59 11.22 9.53 16.04
Net interest spread 3.59 3.58 3.66 4.06
Net interest margin 3.91 3.83 3.86 4.29
G&A expense to average assets (3) 2.89 2.84 2.87 2.86
G&A efficiency ratio (3) 71.59 71.27 71.32 65.06
Non-accrual loans to total loans 2.43 2.21 1.87 2.51
Nonperforming assets to total assets 3.19 2.83 3.18 3.59
Allowance for loan loss to total loans 2.31 2.42 2.43 1.37
Allowance for loan loss to non-performing loans 84.53 99.54 98.93 53.36
OTHER DATA (AT PERIOD-END):
Number of branch offices 32 28 28 21
Number of full-time equivalent employees 403 366 351 300
</TABLE>
- - --------------------------------------------------------------------------------
(1) Excludes the effect of the non-recurring SAIF Special Assessment,
provisions for losses on ORE, the gain on sale of the former headquarters
building, and accretion of negative goodwill, where applicable.
(2) Adjusted returns on assets and equity exclude the SAIF Special Assessment
and negative goodwill accretion.
(3) Excludes the SAIF Special Assessment.
10
<PAGE> 13
COMPARISON OF BALANCE SHEETS AT SEPTEMBER 30, 1996 AND DECEMBER 31, 1995
Overview
Total assets of Republic Bancshares, Inc. (the "Company"), the parent company
of Republic Bank (the "Bank") were $852,478,000 at September 30, 1996 and
$801,995,000 at December 31, 1995, an increase of $50,483,000. Total loans
increased by $52,476,000 from $669,416,000 at the end of the prior year to
$721,892,000 at the end of the third quarter. Total deposits increased by
$40,083,000 from $743,105,000 at year-end 1995 to $783,188,000.
Investment and Mortgage-Backed Securities
Investment and mortgage-backed securities, consisting primarily of U.S.
Treasury and federal agency securities, were $46,165,000 at September 30, 1996
compared to $64,801,000 at December 31, 1995, a decrease of $18,636,000.
During the first nine months of 1996 management permitted the amount in this
category to decline by allowing maturities and sales to exceed purchases.
Federal funds sold, all on an overnight basis, increased by $15,879,000 from
$14,621,000 at the prior year-end to $30,500,000 at September 30, 1996. The
Company has recorded its investment and mortgage-backed securities categorized
as "available for sale" at their period-end market value. The market value of
the Company's investment and mortgage-backed securities which were categorized
as "held to maturity" exceeded their cost by $212,000.
Loans
Total loans increased $52,476,000 from $669,416,000 at prior year-end to
$721,892,000 at September 30, 1996. Residential loans, including $27,632,000
in mortgage loans held for sale, increased $10,183,000 to $390,609,000 (54.1%
of total loans), while other real estate-secured loans increased $36,220,000.
At September 30, 1996, loans secured by first liens on real estate constituted
92.3% of the total loan portfolio. Consumer loans increased $2,561,000 while
commercial (business) loans increased $4,409,000.
Allowance for Loan Losses
The allowance for loan losses amounted to $14,776,000 at September 30, 1996
(2.05% of total loans), compared to $14,910,000 at December 31, 1995. The loan
portfolio includes purchased loans amounting to $303,366,000 (42.1% of total
loans) and the Company has allocated a portion of the discount on those
purchases to the allowance for loan losses in amounts consistent with the
Company's loan loss policy guidelines. At September 30, 1996, the allowance
for loan losses included $5,939,000 allocated to the Company's largest purchase
made in March 1995 (the "March Purchase"), $1,128,000 allocated to loans
purchased from CrossLand, $1,823,000 allocated to other loan purchases, and
$5,886,000 allocated to loans originated by the Bank. Activity to the
allowance for loan losses during 1996 included a $1,350,000 provision for loan
losses, loan charge-offs (net of recoveries) of $1,455,000 and $29,000
allocated from the allowance for loan losses to loan discounts. The net
charge-off amount for the nine month period assessed against the allowance
included $827,000 for loans acquired in the March Purchase as properties
securing certain nonperforming loans included in that purchase were acquired
through foreclosure and recorded at their fair value. Discounts on loan
purchases not allocated to the allowance for loan losses amounted to $4,054,000
at September 30, 1996. Such discounts are available to absorb losses on pools
of purchased loans should amounts allocated to the allowance prove insufficient.
Nonperforming Assets
Nonperforming assets amounted to $26,782,000 or 3.14% of total assets at
September 30, 1996, as compared to $23,494,000 or 2.93% of total assets at
December 31, 1995. Nonperforming loans totaled $18,138,000 at the end of the
third quarter, an increase of $2,708,000 from the prior year-end total of
$15,430,000. This was the result of increases of $1,982,000 in nonperforming
commercial real estate loans, and $2,069,000 in nonperforming commercial
(business) loans, partially offset by a $1,343,000 decrease in nonperforming
residential and consumer loans. Of the net increase, there were three
commercial (business) loans totaling $1,464,000 in process of renewal at
September 30, 1996. Other real estate acquired through foreclosure increased
by $580,000 from $8,064,000 at the end of the prior year to $8,644,000 at the
end of the third quarter.
11
<PAGE> 14
Deposits
Total deposits were $783,188,000 at September 30, 1996, compared to
$743,105,000 at the prior year-end, an increase of $40,083,000. Passbook
savings accounts offered to higher balance customers at a premium rate of 5.00%
increased by $135,887,000 and checking account balances increased $12,661,000
while certificates of deposit declined by $104,656,000.
Stockholders' Equity
Stockholders' equity was $52,993,000 at September 30, 1996, or 6.2% of total
assets compared to $50,903,000 or 6.3% of total assets at December 31, 1995.
At September 30, 1996, the Company and the Bank's Tier 1 ("Leverage") Capital
ratios were 5.87%, their Tier 1 Risk-Based Capital ratios were 8.79%, and their
Total Risk-Based Capital ratios were 10.03%, all in excess of minimum
regulatory guidelines for an institution to be considered "well-capitalized".
COMPARISON OF RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30,
1996 AND 1995
Overview
A net loss of $202,000 was incurred for the three months ended September 30,
1996 which included a non-recurring, after-tax charge of $1,584,000 caused by
the Savings Association Insurance Fund ("SAIF") Special Assessment. Also,
during the third quarter, the Company sold its former headquarters building in
Clearwater, Florida, classified as ORE held for investment, for an after-tax
gain of $753,000 and recorded an after-tax addition to the allowance for losses
on ORE of $650,000, principally to reduce the carrying value of a tract of land
that has been partially developed as a shopping center site. Excluding these
items, net income would have been $1,279,000 or $.26 per share.
Analysis of Net Interest Income (see table on page 13)
Net interest income for the third quarter of 1996 was $8,270,000 compared to
$7,048,000 for 1995. This $1,222,000 or 17.3% increase was the result from
both an improved net interest spread and additional income from balance sheet
growth. Interest income was $16,725,000 for 1996, an increase of $1,883,000
over 1995 while interest expense increased by $661,000. Average asset yield
increased 7 basis points from 8.20% for the third quarter of 1995 to 8.27% for
1996. During this period of improved asset yield, the average cost of
interest-bearing liabilities declined 12 basis points from 4.62% to 4.50%. As
a result, net interest spread increased 18 basis points from 3.59% for 1995 to
3.77% for 1996 and net interest margin, which includes the benefit of
noninterest bearing funds, increased from 3.91% for 1995 to 4.08% for 1996.
Noninterest Income
Noninterest income for the third quarter of 1996 was $2,320,000 compared to
$647,000 for the same period in 1995, an increase of $1,673,000. Of the
increase, $1,207,000 resulted from a gain on sale of the former headquarters
building in Clearwater, Florida. Income from mortgage banking operations,
principally gains on sale of loans and other ancillary fees, increased
$348,000, loan service fee income increased $131,000 and service charges on
deposits increased $35,000.
The following table reflects the components of noninterest income for the three
months ended September 30, 1996 and 1995 in thousands):
<TABLE>
<CAPTION>
For the Three Months
Ended September 30,
--------------------------------------------
Increase
1996 1995 (Decrease)
------ ----- ----------
<S> <C> <C> <C>
Service charges on deposit accounts $ 389 $ 354 $ 35
Loan fee income 180 49 131
Gains on sales of loans 332 3 329
Other income 212 210 2
Gain on sale of ORE held for investment 1,207 - 1,207
Merchant charge card processing fees - 31 (31)
------ ----- -----
Total noninterest income $2,320 $ 647 $1,673
====== ===== ======
</TABLE>
12
<PAGE> 15
The following table summarizes the average yields earned on interest-earning
assets and the average rates paid on interest-bearing liabilities for the three
months ended September 30, 1996 and 1995 (in thousands):
<TABLE>
<CAPTION>
Three Months Ended September 30,
-------------------------------------------------------------------------
1996 1995
----------------------------------- ---------------------------------
Average Average Average Average
Balance Interest Rate Balance Interest Rate
--------- -------- ------- --------- -------- -------
<S> <C> <C> <C> <C> <C> <C>
Summary of Average Rates
Interest earning assets:
Loans, net $ 711,422 $ 15,383 8.59% $ 606,817 $ 13,258 8.70%
Investment securities 23,006 319 5.55 26,781 316 4.67
Mortgage backed securities 21,271 359 6.74 22,058 317 5.76
Interest bearing deposits in banks 18 - 5.62 567 7 5.06
FHLB stock 4,830 88 7.25 3,540 65 7.25
Federal funds sold 42,553 575 5.28 59,530 879 5.77
--------- -------- --------- --------
Total interest-earning assets 803,100 16,724 8.27 719,293 14,842 8.21
Non interest-earning assets 45,816 42,479
--------- ---------
Total assets $ 848,916 $ 761,772
========= =========
Interest-bearing liabilities:
Interest checking $ 79,914 221 1.10 $ 64,891 261 1.60
Savings 210,054 2,344 4.46 85,934 772 3.56
Money market 38,008 205 2.14 50,237 341 2.69
Time deposits 408,513 5,544 5.40 463,774 6,379 5.46
Other borrowings 10,636 141 4.97 3,678 39 4.23
--------- -------- --------- --------
Total interest-bearing liabilities 747,125 8,455 4.50 668,514 7,792 4.62
Non interest-bearing liabilities 49,429 45,090
Stockholders' equity 52,362 48,168
--------- ---------
Total liabilities and equity $ 848,916 $ 761,772
========= =========
Net interest income &
net interest spread $ 8,269 3.77% $ 7,050 3.59%
======== ==== ======== ====
Net interest margin 4.08% 3.91%
==== ====
</TABLE>
<TABLE>
<CAPTION>
Increase (Decrease) Due to (1)
------------------------------
Changes in Net Interest Income Volume Rate Total
------- ------ -------
<S> <C> <C> <C>
Interest earning assets:
Loans, net $ 2,191 $ (66) $ 2,125
Investment securities (7) 10 3
Mortgage backed securities (12) 54 42
Interest bearing deposits in banks (8) 1 (7)
FHLB stock 23 - 23
Federal funds sold (234) (70) (304)
------- ------ -------
Total change in interest income 1,953 (71) 1,882
Interest-bearing liabilities:
Interest checking 52 (92) (40)
Savings 1,499 73 1,572
Money market (73) (63) (136)
Time deposits (578) (257) (835)
Other borrowings 88 14 102
------- ------ -------
Total change in interest expense 988 (325) 663
------- ------ -------
Increase (decrease) in net interest income $ 965 $ 254 $ 1,219
======= ====== =======
</TABLE>
- - -----------------------------------
(1) Changes in net interest income due to changes in volume and rate are
based on absolute values.
13
<PAGE> 16
Noninterest Expense
General and administrative ("G&A") expenses for the third quarter of 1996 were
$6,867,000 compared to $5,508,000, an increase of $1,359,000. The major factor
causing the expense increase was the expansion of the Company's residential
lending operations which increased G&A by $611,000. Total noninterest
expenses, which include G&A expense, the SAIF Special Assessment, ORE income
and expense, and amortization of premiums paid on deposits, were $10,523,000
for the third quarter of 1996 compared to $5,898,000 for the same period last
year.
The following table reflects the components of noninterest expense for the
three months ended September 30, 1996 and 1995 (in thousands):
<TABLE>
<CAPTION>
For the Three Months
Ended September 30,
-------------------------------------------
Increase
1996 1995 (Decrease)
------- ------- ----------
<S> <C> <C> <C>
Salaries and benefits $ 3,525 $ 2,815 $ 710
Net occupancy expense 1,222 921 301
Advertising 148 96 52
Data processing fees 347 303 44
FDIC and state assessments 323 381 (58)
Other operating expense 1,302 992 310
------- ------- -------
G & A expenses 6,867 5,508 1,359
SAIF Special Assessment 2,539 - 2,539
Provision for losses on ORE 1,041 200 841
ORE expense, net of ORE income (47) 67 (114)
Amortization of premium on deposits 123 123 -
------- ------- -------
Total noninterest expense $10,523 $ 5,898 $ 4,625
======= ======= =======
</TABLE>
COMPARISON OF RESULTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30,
1996 AND 1995
Overview
Net income for the nine months ended September 30, 1996 was $2,272,000 or $.46
per share compared to $4,528,000 or $1.02 per share for the nine months of 1995
which included the benefit of negative goodwill accretion. When non-recurring
items are excluded from 1996 results and negative goodwill accretion is
excluded from 1995, net income would have been $2,050,000 or $.26 per share for
1996 compared to $1,043,000 or $.21 per share for 1995.
Analysis of Net Interest Income (see table on page 15)
Net interest income for the first nine months of 1996 was $24,320,000 compared
to $20,012,000 for 1995. This $4,308,000 or 21.5% increase was the result of
$3,639,000 in additional income from balance sheet growth and $669,000 from an
increased net interest spread. Interest income was $48,524,000 for 1996, an
increase of $6,562,000 over 1995. During the same period interest expense
increased by $2,254,000 from $21,950,000 for 1995 to $24,204,000 for 1996.
Asset yield increased 18 basis points from 8.14% for 1995 to 8.32% for 1996 and
average earning assets increased $85,812,000. During this same period the
average cost of interest-bearing liabilities decreased 4 basis points from
4.53% to 4.49%. Net interest spread increased 22 basis points from 3.61% for
1995 to 3.83% for 1996 and net interest margin, which includes the benefit of
noninterest bearing funds, increased from 3.86% for 1995 to 4.14% for 1996.
14
<PAGE> 17
The following table summarizes the average yields earned on interest-earning
assets and the average rates paid on interest-bearing liabilities for the nine
months ended September 30, 1996 and 1995 (in thousands):
<TABLE>
<CAPTION>
Nine Months Ended September 30,
--------------------------------------------------------------------------
1996 1995
------------------------------------ -----------------------------------
Average Average Average Average
Balance Interest Rate Balance Interest Rate
--------- -------- ------- --------- -------- -------
<S> <C> <C> <C> <C> <C> <C>
Summary of Average Rates
Interest earning assets:
Loans, net $ 693,656 $ 45,111 8.62% $ 586,101 $ 37,803 8.60%
Investment securities 26,240 1,059 5.38 32,250 1,089 4.50
Mortgage backed securities 20,624 983 6.35 9,312 393 5.62
Interest bearing deposits in banks 69 1 1.56 372 16 5.81
FHLB stock 4,453 242 7.26 2,987 167 7.46
Federal funds sold 27,849 1,128 5.32 56,017 2,494 5.87
--------- -------- --------- --------
Total interest-earning assets 772,891 48,524 8.32 687,039 41,962 8.14
Non interest-earning assets 46,039 45,627
--------- ---------
Total assets $ 818,930 $ 732,666
========= =========
Interest-bearing liabilities:
Interest checking $ 79,388 705 1.19 $ 65,687 811 1.65
Savings 148,766 4,618 4.14 91,269 2,470 3.62
Money market 38,751 631 2.18 64,444 1,490 3.09
Time deposits 444,522 17,931 5.39 423,189 17,092 5.40
FHLB advances 1,277 53 5.21 - - -
Other borrowings 7,175 266 4.80 3,303 91 3.68
--------- -------- --------- --------
Total interest-bearing liabilities 719,879 24,204 4.49 647,892 21,954 4.53
Non interest-bearing liabilities 47,700 44,021
Stockholders' equity 51,351 40,753
--------- ---------
Total liabilities and equity $ 818,930 $ 732,666
========= =========
Net interest income/net interest spread $ 24,320 3.83% $ 20,008 3.61%
======== ==== ======== ====
Net interest margin 4.14% 3.86%
==== ====
</TABLE>
<TABLE>
<CAPTION>
Increase (Decrease) Due to (1)
------------------------------
Changes in Net Interest Income Volume Rate Total
------- ----- -------
<S> <C> <C> <C>
Interest earning assets:
Loans, net $ 7,037 $ 271 $ 7,308
Investment securities (96) 66 (30)
Mortgage backed securities 533 57 590
Interest bearing deposits in banks (8) (7) (15)
FHLB stock 80 (5) 75
Federal funds sold (1,150) (216) (1,366)
------- ----- -------
Total change in interest income 6,396 166 6,562
Interest-bearing liabilities:
Interest checking 150 (256) (106)
Savings 2,006 142 2,148
Money market (494) (365) (859)
Time deposits 917 (78) 839
FHLB advances 53 - 53
Other borrowings 120 55 175
------- ----- -------
Total change in interest expense 2,752 (502) 2,250
------- ----- -------
Increase (decrease) in net interest income $ 3,644 $ 668 $ 4,312
======= ===== =======
</TABLE>
- - -----------------------------------
(1) Changes in net interest income due to changes in volume and rate are
based on absolute values.
15
<PAGE> 18
Noninterest Income
Noninterest income for the first nine months of 1996 was $3,986,000 compared to
$2,004,000 for the same period of 1995, an increase of $1,982,000. The gain on
sale of the former headquarters building accounted for $1,207,000 of the
increase. Service fees on deposit accounts increased $130,000, loan service
fees increased $252,000 and net gains on sale of loans from mortgage banking
activities increased $609,000. Other sources of income declined $216,000
because the prior year had included $250,000 in merchant charge card processing
fees, a program which has been discontinued.
The following table reflects the components of noninterest income for the nine
months ended September 30, 1996 and 1995
(in thousands):
<TABLE>
<CAPTION>
For the Nine Months
Ended September 30,
------------------------------------------
Increase
1996 1995 (Decrease)
------- ------- ----------
<S> <C> <C> <C>
Service charges on deposit accounts $ 1,143 $ 1,013 $ 130
Loan fee income 444 192 252
Gains (losses) on sales of loans 599 (10) 609
Other income 592 559 33
Gain on sale of ORE held for investment 1,207 - 1,207
Merchant charge card processing fees 1 250 (249)
------- ------- -------
Total noninterest income $ 3,986 $ 2,004 $ 1,982
======= ======= =======
</TABLE>
Noninterest Expense
Total noninterest expenses for the first nine months of 1996 were $23,373,000
compared to $16,476,000 for the same period last year, an increase of
$6,897,000. Noninterest expenses for 1996 include a $2,539,000 charge for the
SAIF Special Assessment. In addition, a $1,491,000 provision for losses on ORE
was recorded based on management's intent to market for sale to both end-users
and developers a tract of land partially developed as a shopping center site.
G&A expenses for 1996, included in the noninterest expense total, were
$19,165,000 compared to $15,731,000, an increase of $3,434,000. The increase
was primarily the result of an overall expansion of the Company's loan
production capabilities and expenses from a full year's operation of the
thirteen new branches opened in 1995.
The following table reflects the components of noninterest expense for the nine
months ended September 30, 1996 and 1995 (in thousands):
<TABLE>
<CAPTION>
For the Nine Months
Ended September 30,
----------------------------------------------
Increase
1996 1995 (Decrease)
-------- -------- ----------
<S> <C> <C> <C>
Salaries and benefits $ 10,152 $ 8,249 $ 1,903
Net occupancy expense 3,272 2,240 1,032
Advertising 351 334 17
Data processing fees 978 801 177
FDIC and state assessments 857 1,139 (282)
Other operating expense 3,555 2,968 587
-------- -------- -------
G & A expenses 19,165 15,731 3,434
SAIF Special Assessment 2,539 - 2,539
Provision for losses on ORE 1,491 200 1,291
Other ORE expense (income) (190) 218 (408)
Amortization of premium on deposits 368 327 41
-------- -------- -------
Total noninterest expense $ 23,373 $ 16,476 $ 6,897
======== ======== =======
</TABLE>
16
<PAGE> 19
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company is party to various legal proceedings in the ordinary
course of its business. Based on information presently available,
management does not believe that the ultimate outcome in such
proceedings, in the aggregate, would have a material adverse effect
on the Company's financial position or results of operation.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a. Exhibits:
27.0 Financial Data Schedule (for SEC use only)
b. Reports on Form 8-K
There were no reports on Form 8-K filed during the three months
ended September 30, 1996.
17
<PAGE> 20
Pursuant to the requirements of Section 13 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.
REPUBLIC BANCSHARES, INC.
Date: November 12, 1996 By: /s/ John W. Sapanski
------------------- -------------------------------------
John W. Sapanski
Chairman and Chief Executive Officer
(principal executive officer)
Date: November 12, 1996 By: /s/ William R. Falzone
------------------- -------------------------------------
William R. Falzone
Treasurer (principal financial and
accounting officer)
18
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
COMPANY'S CONSOLIDATED BALANCE SHEETS AND CONSOLIDATED STATEMENTS OF OPERATION
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 23,417
<INT-BEARING-DEPOSITS> 15
<FED-FUNDS-SOLD> 30,500
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 26,770
<INVESTMENTS-CARRYING> 19,395
<INVESTMENTS-MARKET> 18,062
<LOANS> 721,892
<ALLOWANCE> 14,776
<TOTAL-ASSETS> 852,478
<DEPOSITS> 783,188
<SHORT-TERM> 10,649
<LIABILITIES-OTHER> 5,708
<LONG-TERM> 0
0
1,500
<COMMON> 8,367
<OTHER-SE> 43,066
<TOTAL-LIABILITIES-AND-EQUITY> 852,478
<INTEREST-LOAN> 45,111
<INTEREST-INVEST> 3,413
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 48,524
<INTEREST-DEPOSIT> 23,886
<INTEREST-EXPENSE> 24,204
<INTEREST-INCOME-NET> 24,320
<LOAN-LOSSES> 1,350
<SECURITIES-GAINS> 8
<EXPENSE-OTHER> 22,166
<INCOME-PRETAX> 3,583
<INCOME-PRE-EXTRAORDINARY> 3,583
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,272
<EPS-PRIMARY> .46
<EPS-DILUTED> .46
<YIELD-ACTUAL> 8.32
<LOANS-NON> 16,621
<LOANS-PAST> 1,517
<LOANS-TROUBLED> 2,122
<LOANS-PROBLEM> 4,687
<ALLOWANCE-OPEN> 14,910
<CHARGE-OFFS> 1,657
<RECOVERIES> 202
<ALLOWANCE-CLOSE> 14,776
<ALLOWANCE-DOMESTIC> 14,776
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 14,776
</TABLE>