<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
-----------------------------
FORM 10-Q
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1997
OR
[ ] 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 1-14364
Acadiana Bancshares, Inc.
-----------------------------------------------------
(Exact Name of Registrant as Specified in Its Charter)
<TABLE>
<S> <C>
Louisiana 72-1317124
- - -------------------------------------------------------------- ---------------------
(State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer
Identification No.)
</TABLE>
<TABLE>
<S> <C> <C>
101 West Vermilion Street
Lafayette, Louisiana 70501
- - -------------------------------------------------------------- ---------------------
(Address of Principal Executive Offices) (Zip Code)
</TABLE>
(318)232-4631
--------------------------------------------------
(Registrant's Telephone Number, Including Area Code)
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 CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date:
As of November 7, 1997, 2,656,750 shares of the Registrant's common
stock were issued and outstanding. Of that total, 218,500 shares are
held by the Registrant's Employee Stock Ownership Plan, of which
191,135 were not committed to be released.
1
<PAGE> 2
ACADIANA BANCSHARES, INC.
TABLE OF CONTENTS
<TABLE>
<CAPTION>
Page
----
PART I. FINANCIAL INFORMATION
- - ------- ---------------------
Item 1. Financial Statements
<S> <C> <C>
Consolidated Statements of Financial Condition
(As of September 30, 1997 and December 31, 1996) 3
Consolidated Statements of Operations (For the three and nine
months ended September 30, 1997 and 1996) 4
Consolidated Statements of Stockholders' Equity (For the nine
months ended September 30, 1997 and 1996) 5
Consolidated Statements of Cash Flows (For the nine months
ended September 30, 1997 and 1996) 6
Notes to Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 10
PART II. OTHER INFORMATION
- - -------- -----------------
Item 1. Legal Proceedings 21
Item 2. Changes in Securities 21
Item 3. Defaults Upon Senior Securities 21
Item 4. Submission of Matters to a Vote of Security Holders 21
Item 5. Other Information 21
Item 6. Exhibits and Reports on Form 8-K 21
Signatures 22
</TABLE>
2
<PAGE> 3
ACADIANA BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(In Thousands, except share data)
<TABLE>
<CAPTION>
September 30, December 31,
1997 1996
--------------- -------------
ASSETS:
Cash and cash equivalents:
<S> <C> <C>
Cash and amounts due from banks $ 827 $ 1,234
Interest bearing deposits 14,007 18,550
------------------- -----------------
Total 14,834 19,784
Investment securities:
Held for trading 679 -
Available for sale 14,044 20,539
Mortgage-backed securities:
Held-to-maturity (market value of $12,912
and $12,938, respectively) 12,884 13,087
Available for sale 18,851 21,566
Loans receivable, net 205,507 182,724
Premises and equipment, net 2,638 1,827
Real estate owned, net 135 75
Federal Home Loan Bank stock, at cost 1,859 1,778
Accrued interest receivable 1,443 1,551
Other assets 1,144 1,443
------------------- -----------------
Total Assets $ 274,018 $ 264,374
=================== =================
LIABILITIES:
Deposits $ 188,990 $ 193,450
Advances from Federal Home Loan Bank 36,628 22,250
Accrued interest payable on deposits 83 47
Advance payments by borrowers for taxes
and insurance 599 441
Accrued and other liabilities 1,059 869
Dividends payable 226 226
------------------- -----------------
Total Liabilities $ 227,585 $ 217,283
------------------- -----------------
STOCKHOLDERS' EQUITY:
Preferred Stock of $.01 par value, authorized 5,000,000
shares, none issued or outstanding
Common Stock of $.01 par value, authorized 20,000,000 $ 27 $ 27
shares, issued and outstanding 2,731,250 shares
Paid In Capital 31,941 31,827
Retained Earnings 18,756 17,344
Unearned Common Stock Held by ESOP (2,293) (2,490)
Unearned Common Stock Held by RRP Trust (1,659) -
Treasury Stock, at cost; 33,900 shares (741) -
Unrealized gain on securities
available for sale, net of deferred taxes 402 383
------------------- -----------------
Total Stockholders' Equity $ 46,433 $ 47,091
------------------- -----------------
Total Liabilities and Stockholders' Equity $ 274,018 $ 264,374
=================== =================
</TABLE>
See Notes to Unaudited Consolidated Financial Statements
3
<PAGE> 4
ACADIANA BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands, except per share data)
<TABLE>
<CAPTION>
For the Three Months For the Nine Months
Ended September 30, Ended September 30,
-------------------------------------------------------------------------------------
1997 1996 1997 1996
----------------- -------------------- ------------------- ------------------
INTEREST INCOME:
<S> <C> <C> <C> <C>
Loans $ 4,050 $ 3,652 $ 11,650 $ 10,508
Mortgage-backed securities 574 636 1,778 1,993
Investment securities 367 434 1,285 741
Interest-bearing deposits 115 236 383 484
---------------- -------------------- ------------------- ------------------
Total interest income $ 5,106 $ 4,958 $ 15,096 $ 13,726
---------------- -------------------- ------------------- ------------------
INTEREST EXPENSE:
Deposits $ 2,274 $ 2,524 $ 6,860 $ 7,802
Advances from FHLB 488 215 1,152 288
---------------- -------------------- ------------------- ------------------
Total interest expense 2,762 2,739 8,012 8,090
---------------- -------------------- ------------------- ------------------
Net interest income 2,344 2,219 7,084 5,636
Provision for loan losses 45 45 135 135
---------------- -------------------- ------------------- ------------------
Net interest income after provision
for loan losses 2,299 2,174 6,949 5,501
---------------- -------------------- ------------------- ------------------
NON-INTEREST INCOME:
Loan fees and service charges $ 39 $ 34 $ 100 $ 117
Servicing fees on loans sold 15 14 46 43
Deposit fees and service charges 183 136 551 406
Investment securities gains, net 71 - 95 -
Loss on sale of fixed rate loans - (51) (1) (53)
Other income 19 32 58 153
---------------- -------------------- ------------------- ------------------
Total non-interest income $ 327 $ 165 $ 849 $ 666
---------------- -------------------- ------------------- ------------------
NON-INTEREST EXPENSE:
Salaries and employee benefits $ 825 $ 668 $ 2,355 $ 1,954
Occupancy 80 62 246 197
Depreciation 83 84 233 234
Net costs of real estate owned (1) 85 (36) 167
Federal deposit insurance premiums 30 1,458 92 1,692
Advertising expense 75 44 217 150
Consulting expense 20 41 71 140
Bank share tax expense 76 - 228 -
Other expenses 382 422 1,199 1,195
---------------- -------------------- ------------------- ------------------
Total non-interest expense $ 1,570 $ 2,864 $ 4,605 $ 5,729
---------------- -------------------- ------------------- ------------------
Income before income taxes $ 1,056 $ (525) $ 3,193 $ 438
Income tax expense 362 (173) 1,103 159
---------------- -------------------- ------------------- ------------------
Net income $ 694 $ (352) $ 2,090 $ 279
================ ==================== =================== ==================
Income per common share $ 0.29 $ (0.14) $ 0.86 N/A
================ ==================== ===================
</TABLE>
See Notes to Unaudited Consolidated Financial Statements
4
<PAGE> 5
ACADIANA BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
( In Thousands, Except Share Data)
<TABLE>
<CAPTION>
Unearned
Common Stock Common
---------------------------------- Paid In Retained Stock Held
Shares Amount Capital Earnings By ESOP
--------------- ----------------- ----------------- ----------------- ----------------
<S> <C> <C> <C> <C> <C>
BALANCE, JANUARY 1, 1996 $- $ - $16,996 $ -
Net Income 279
Cash Dividends Declared (246)
Common Stock Issued in Conversion 2,731,250 27 31,811 (2,622)
Common Stock Released by
ESOP Trust 4 66
Change in Unrealized Gain on
Securities Available for Sale, Net
of Deferred Taxes -
--------------- ----------------- ----------------- ----------------- ----------------
BALANCE, SEPTEMBER 30, 1996 2,731,250 $27 $31,815 $17,029 $(2,556)
=============== ================= ================= ================= ================
BALANCE, JANUARY 1, 1997 2,731,250 $27 $31,827 $17,344 $(2,490)
Net Income 2,090
Cash Dividends Declared (678)
Common Stock Released by
ESOP Trust 114 197
Treasury Stock, at cost (33,900)
Common Stock Acquired by Recognition
and Retention Plan Trust
Common Stock Earned by Participants of
Recognition and Retention Plan Trust
Change in Unrealized Gain on
Securities Available for Sale, Net
of Deferred Taxes
--------------- ----------------- ----------------- ----------------- ----------------
BALANCE, SEPTEMBER 30, 1997 2,697,350 $27 $31,941 $18,756 $(2,293)
=============== ================= ================= ================= ================
</TABLE>
<TABLE>
<CAPTION>
Unearned
Common Net
Stock Unrealized Total
Held By Treasury Gain (Loss) Stockholders'
RRP Trust Stock On Securities Equity
------------------ ------------------- ---------------------- ------------------
<S> <C> <C> <C> <C> <C>
BALANCE, JANUARY 1, 1996 $ - $ - $ 701 17,697
Net Income 279
Cash Dividends Declared (246)
Common Stock Issued in Conversion 29,216
Common Stock Released by -
ESOP Trust 70
Change in Unrealized Gain on
Securities Available for Sale, Net
of Deferred Taxes (495) (495)
---------------- ---------------- ------------------ ---------------------
BALANCE, SEPTEMBER 30, 1996 $ - $ - $ 206 $46,521
================ ================ ================== =====================
BALANCE, JANUARY 1, 1997 - $ - $ 383 $47,091
Net Income 2,090
Cash Dividends Declared (678)
Common Stock Released by
ESOP Trust 311
Treasury Stock, at cost (741) (741)
Common Stock Acquired by Recognition
and Retention Plan Trust (1,830) (1,830)
Common Stock Earned by Participants of
Recognition and Retention Plan Trust 171 171
Change in Unrealized Gain on
Securities Available for Sale, Net
of Deferred Taxes 19 19
---------------- ---------------- ------------------ ---------------------
BALANCE, SEPTEMBER 30, 1997 $ (1,659) $ (741) $ 402 $46,433
================ ================ ================= =====================
</TABLE>
See Notes to Unaudited Consolidated Financial Statements
5
<PAGE> 6
ACADIANA BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
<TABLE>
<CAPTION>
For the Nine Months Ended
----------------------------------------------
September 30, September 30,
1997 1996
--------------------- ----------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net income $ 2,090 $ 279
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation 233 234
Provision for deferred income taxes 111 -
Provision for losses on loans 135 135
Provision for losses on real estate owned and other property acquired - 224
Gain on sale of real estate owned and other property acquired (14) (105)
Loss (gain) on sale of loans held for sale (1) 53
Proceeds from sales of loans held for sale 921 3,905
Originations of loans held for sale (920) (3,958)
Loss on sale of premises and equipment - 12
Purchases of securities held for trading (700) -
Proceeds from sales of securities held for trading 116 -
Gain on securities held for trading (95) -
Gain on sale of other equity securities - (26)
Accretion of discounts, net of premium amortization on securities (50) (37)
Amortization of deferred revenues and unearned income on loans (18) (15)
FHLB stock dividend received (81) (75)
Compensation expense recognized by RRP 171 -
ESOP contribution 311 -
Changes in assets and liabilities:
Decrease (increase) in accrued interest receivable 108 (385)
Decrease in other assets 178 272
Increase in accounts payable and accrued expenses 226 1,790
--------------------- ----------------------
NET CASH PROVIDED BY OPERATING ACTIVITIES 2,721 2,303
--------------------- ----------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from calls and maturities of securities available for sale 16,500 -
Purchases of securities available for sale (10,000) (19,500)
Net advances on loans (23,178) (21,295)
Proceeds from sale of premises and equipment - 9
Purchases of premises and equipment (1,044) (302)
Proceeds from sale of real estate owned and other property acquired 223 604
Capital costs incurred on real estate owned and other property acquired 9 (31)
Principal collections on mortgage-backed securities available for sale 2,780 3,184
Principal collections on mortgage-backed securities held to maturity 212 304
Proceeds from redemptions and sales of other equity securities - 122
--------------------- ----------------------
NET CASH USED IN INVESTING ACTIVITIES (14,498) (36,905)
--------------------- ----------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net change in demand, NOW and savings deposits (2,889) (2,184)
Net change in time deposits (1,571) (9,008)
Net change in mortgage escrow funds 158 60
Net change in short-term borrowings 14,378 20,000
Acquisition of common stock by RRP (1,830)
Acquisition of treasury stock (741) -
Dividends paid to shareholders (678) 0
Proceeds from issuance of common stock - 30,153
Stock conversion costs incurred - (867)
--------------------- ----------------------
NET CASH PROVIDED BY FINANCING ACTIVITIES 6,827 38,154
--------------------- ----------------------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (4,950) 3,552
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 19,784 16,481
--------------------- ----------------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 14,834 $ 20,033
===================== ======================
SUPPLEMENTAL SCHEDULE OF NONCASH ACTIVITIES:
Acquisition of real estate in settlement of loans $ 209 $ -
Unrealized loss on securities $ 29 $ (750)
SUPPLEMENTAL DISCLOSURES:
Cash paid for:
Interest on deposits and borrowings $ 7,976 $ 8,070
Income taxes $ 1,644 $ 526
</TABLE>
See Notes to Unaudited Consolidated Financial Statements
6
<PAGE> 7
ACADIANA BANCSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF FINANCIAL STATEMENT PRESENTATION
The accompanying consolidated financial statements were prepared in accordance
with instructions to Form 10-Q, and therefore, do not include information or
footnotes necessary for a complete presentation of financial position, results
of operations and cash flows in conformity with generally accepted accounting
principles. However, all normal, recurring adjustments which, in the opinion of
management, are necessary for a fair presentation of financial statements, have
been included. These interim financial statements should be read in conjunction
with the audited financial statements and the notes thereto for Acadiana
Bancshares, Inc. (the "Company") previously filed with the Securities and
Exchange Commission in the Company's Annual Report on Form 10-K for the year
ended December 31, 1996.
BUSINESS
The Company's principal business is conducted through its wholly owned
subsidiary, LBA Savings Bank, (the "Bank") which conducts business from its main
office and three branch offices, all located in Lafayette, Louisiana, one branch
office in New Iberia, Louisiana, and one loan production office in Eunice,
Louisiana. The Bank opened a full service financial center in New Iberia,
Louisiana near the end of the third quarter of 1997. The Bank holds deposits
from the general public and provides residential real estate loans and other
loans to the Lafayette, Louisiana area. The Savings Association Insurance Fund
("SAIF") insures the Bank's deposits to the maximum extent permitted by law. The
Bank is subject to competition from other financial institutions and other
companies, which provide financial services. The Bank is subject to examination
and comprehensive regulation by the Office of Financial Institutions of the
State of Louisiana ("OFI"), which is the Bank's chartering authority and primary
regulator. The Bank is also subject to regulation by the Federal Deposit
Insurance Corporation ("FDIC"), as the administrator of the SAIF. The Bank is a
member of the Federal Home Loan Bank of Dallas ("FHLB"). The Company is subject
to examination and comprehensive regulation by the Federal Reserve.
PRINCIPLES OF CONSOLIDATION
The consolidated financial statements include the accounts of the Company and
the Bank. All significant intercompany balances and transactions have been
eliminated in consolidation.
7
<PAGE> 8
(2) LOANS RECEIVABLE
Loans receivable (in thousands) at September 30, 1997 and December 31,
1996 consisted of the following:
<TABLE>
<CAPTION>
September 30, December 31,
1997 1996
---------------------- ---------------------
Mortgage Loans:
<S> <C> <C>
Single Family Residential $ 163,242 $ 142,965
Single Family Construction 11,199 10,565
Multi-family Residential 556 862
Commercial Real Estate 9,557 12,873
---------------------- ---------------------
Total Mortgage loans 184,554 167,265
Commercial Business Loans 13,338 7,363
Consumer Loans:
Savings 2,264 2,709
Indirect Dealers 5,122 7,424
Other 8,870 6,594
---------------------- ---------------------
Total Consumer loans 16,256 16,727
Total Loans 214,148 191,355
Less:
Allowance for Loan Losses (2,744) (2,592)
Unearned Discounts/Deferred Premiums 197 331
Net Deferred Loan Origination Fees (503) (471)
Loans in Process (5,591) (5,899)
---------------------- ---------------------
Net Loans $ 205,507 $ 182,724
====================== =====================
</TABLE>
(3) EARNINGS PER SHARE
Earnings per share were based on 2,411,009 weighted average shares
outstanding during the three month period ended September 30, 1997 and
2,428,930 weighted average shares outstanding during the nine months
ended September 30, 1997. For the three months ended September 30, 1997,
the weighted average number of common shares outstanding excludes (a) the
weighted average unreleased shares owned by the ESOP of 193,842; (b) the
weighted average shares owned by the Recognition and Retention Plan and
Trust of 109,250 and (c) the weighted average shares purchased in
Treasury Stock of 16,992. For the nine months ended September 30, 1997,
the weighted average number of common shares outstanding excludes (a) the
weighted average unreleased shares owned by the ESOP of 199,314; (b) the
weighted average shares owned by the Recognition and Retention Plan and
Trust of 92,608, and (c) the weighted average shares purchased in
Treasury Stock of 5,664.
<PAGE> 9
In February of 1997, the Financial Accounting Standards Board issued
Statement No. 128, "Earnings Per Share," ("SFAS 128") which is required
to be adopted on December 31, 1997. At that time, the Company will be
required to change the method currently used to compute earnings per
share and to restate all prior periods. Under the new requirements for
calculating primary earnings per share, the dilutive effect of stock
options will be excluded. The Company does not believe that the effect of
SFAS 128 on the calculation of fully diluted earnings per share for these
quarters would be material.
(4) RECOGNITION AND RETENTION PLAN AND TRUST AND STOCK OPTION PLAN
On January 21, 1997, the stockholders of the Company approved the Recognition
and Retention Plan. The plan enables the Company to provide officers, key
employees and directors with a proprietary interest in the Company as an
incentive to contribute to its success. Pursuant to this plan, the Company
acquired 109,250 shares, or 4%, of its outstanding common stock in open market
transactions. These shares are accounted for as unearned deferred compensation
and shares granted will be amortized as compensation expense over the vesting
period based on the value at the date of the grant, which was $15.50 per share.
On January 22, 1997, the Board of Directors granted 73,202 shares of restricted
stock with a vesting period of 5 years. Compensation costs for the three and
nine months ended September 30, 1997 were $57,000 and $170,000, respectively. At
September 30, 1997, no such shares were vested.
On January 21, 1997, the stockholders of the Company approved the adoption of
the Stock Option Plan. The Stock Option plan authorizes grants totaling 273,125
shares, or 10 percent of the total number of common shares sold in the Company's
initial public offering of its common stock upon the mutual-to-stock conversion
of the Bank. The option exercise price cannot be less than the fair value of the
underlying stock as of the date of the option grant and the maximum term cannot
exceed ten years. On January 22, 1997, the Board of Directors granted 211,701
options to directors and officers at an exercise price of $15.50 per share. The
Plan is designed to retain qualified directors and officers for the Company.
(5) REPURCHASE COMMON STOCK
On July 25, 1997, the Company announced plans to commence a repurchase program
for the Company's common stock whereby, over the next twelve months, the Company
may repurchase shares of Company common stock in an aggregate amount up to $4.6
million. Shares will be purchased from time to time, in the open market, when
deemed appropriate by management. The Company plans to use the stock to fund its
Stock Option Plan. As of November 7, 1997, the Company had repurchased 74,500
common shares at a cost of $1.7 million.
9
<PAGE> 10
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
GENERAL
On July 16, 1996, Acadiana Bancshares, Inc. (the "Company") issued
2,731,250 shares of common stock during the conversion (the "Conversion") of LBA
Savings Bank (the "Bank") from mutual to stock form and reorganization into a
holding company format. Net proceeds of $29.2 million were credited to
stockholders' equity. The Company's ESOP, effective upon completion of the
conversion, purchased 218,500 shares for $2.6 million, financed by a loan from
the Company. The total cash received from the Conversion, net of $6.4 million
withdrawn from deposit accounts for purchase of the stock, was $22.8 million.
The additional cash was invested in investment securities and interest-bearing
deposits. The immediate effect of the Conversion on the Company's Statement of
Financial Condition was that investment securities and interest-bearing deposits
increased as a proportion of total assets. The resulting effect on the Company's
Statement of Operations was an increase in levels of interest income with no
related offsetting change in interest expense.
CHANGES IN FINANCIAL CONDITION
At September 30, 1997, the consolidated assets of the Company
totaled $274.0 million, an increase of $9.6 million, or 3.6%, from December 31,
1996. The primary reason for the increase in consolidated assets was an increase
in loans receivable, net by $22.8 million, or 12.5%, which was partially offset
by a decrease in cash of $5.0 million, or 25.0%, a decrease in investment
securities available for sale of $6.5 million, or 31.6%, and a $2.7 million, or
12.6% decrease in mortgage-backed securities.
Loan growth of $22.8 million, or 12.5%, outpaced the overall asset
growth of the Company of $9.6 million, or 3.6%, for the nine months ended
September 30, 1997, compared to that of December 31, 1996, while deposits
decreased $4.5 million, or 2.3%, during the same period, causing the Company to
increase its funding in the form of Advances From Federal Home Loan Bank by
$14.4 million, or 64.6% since December 31, 1996. The loan to deposit ratio at
September 30, 1997 was 108.7% compared to 94.5% at December 31, 1996.
Cash and interest bearing deposits at other institutions decreased
$5.0 million, or 25.0%, to $14.8 million at September 30, 1997, compared to
$19.8 million at December 31, 1996. Cash funds were used primarily to fund new
loans, deposit outflows, the purchase of $1.8 million of common stock for the
Recognition and Retention Plan ("RRP") Trust, and $741,000 of common stock
(33,900 shares) repurchased by the Company as Treasury Stock.
The Company owned $679,000 of investment securities held for
trading, as of September 30, 1997. Investment securities available for sale
decreased $6.5 million, or
10
<PAGE> 11
31.6%, to $14.0 million at September 30, 1997, compared to $20.5 million at
December 31, 1996. The primary reason for such decrease was the redemption of
$16.5 million of investment securities, which was partially offset by purchase
of $10.0 million of investment securities.
Loans receivable, net, increased $22.8 million, or 12.5%, to $205.5
million at September 30, 1997, compared to $182.7 million at December 31, 1996.
Single family residential loans increased $20.3 million or 14.2%, to $163.2
million and commercial business loans increased $6.0 million, or 81.1% to $13.3
million. These increases were partially offset by a $3.3 million or 25.8%
decrease in commercial real estate mortgage loans.
Mortgage-backed securities held to maturity decreased $203,000, or
1.6%, to $12.9 million at September 30, 1997 compared to $13.1 million at
December 31, 1996. Such decrease was primarily the result of principal
repayments. The mortgage-backed securities available for sale portfolio
decreased $2.7 million, or 12.6%, to $18.9 million at September 30, 1997 as
compared to $21.6 million at December 31, 1996. The decrease reflects normal
principal repayments, which were partially offset by an increase of $47,000 in
market values of the securities.
Premises and equipment, net, increased $811,000, or 44.4%, to $2.6
million at September 30, 1997 compared to $1.8 million at December 31, 1996. The
primary reason for such increase was the purchase of a branch facility in New
Iberia, Louisiana.
Deposits decreased $4.5million, or 2.3%, to $189.0 million at
September 30, 1997, compared to $193.5 million at December 31, 1996. This
decrease was due primarily to deposit outflows.
Advances from the FHLB of Dallas increased $14.4 million, or 64.6%,
to $36.6 million at September 30, 1997 as compared to $22.3 million at December
31, 1996. Of the Company's total outstanding FHLB advances, $22.0 million mature
in the year ending December 31, 1998, $14.4 million mature in the year ending
December 31, 1999, and $250,000 mature in the year ending December 31, 2005. The
Company has the ability to borrow up to approximately $125.4 million from the
FHLB of Dallas, which together with the current advances, would be secured by
mortgage loans under an existing blanket collateral agreement, and by Federal
Home Loan Bank Stock.
Total stockholders' equity decreased $658,000, or 1.4%, to $46.4
million at September 30, 1997, compared to $47.1 million at December 31, 1996.
The decrease was primarily attributable to the purchase of common stock shares
for the RRP for approximately $1.8 million, $741,000 for the purchase of 33,900
common shares of Treasury Stock, and $678,000 in dividends declared on common
stock, all of which was partially offset by $2.1 million of net income.
11
<PAGE> 12
The Company's non-performing assets amounted to .31% of total assets
at September 30, 1997 compared to .36% at December 31, 1996. In addition, the
ratio of the Bank's allowance for loan losses to non-performing loans and
troubled debt restructurings was 223.09% at September 30, 1997 compared to
183.96% at December 31, 1996.
12
<PAGE> 13
Average Balances, Net Interest Income, and Yields Earned and Rates
Paid.
The following table sets forth, for the periods indicated,
information regarding (i) the dollar amount of interest income of the Company
from interest-earning assets and the resultant average yields; (ii) the total
dollar amount of interest expense on interest-bearing liabilities and the
resultant rate; (iii) net interest income; (iv) interest rate spread; and (v)
net interest margin. Non-accrual loans have been included in the appropriate
average balance loan category, but interest on non-accrual loans has been
included for purposes of determining interest income only to the extent that
cash payments are actually received.
<TABLE>
<CAPTION>
Three Months Ended September 30,
----------------------------------------------
1997
Yield/ ----------------------------------------------
Cost at Average
September 30, Average Yield/
1997 Balance Interest Cost
---------------- -------------- ------------ -------------
(Dollars in Thousands)
Interest-earning assets:
Loans receivable:
<S> <C> <C> <C> <C>
Real estate mortgage loans 7.72% $ 171,938 $ 3,377 7.86%
Commercial business loans 9.47% 12,497 302 9.67%
Consumer and other loans 9.14% 15,728 371 9.44%
----------- ----------
Total loans 7.94% 200,163 4,050 8.09%
Mortgage-backed securities 7.29% 32,267 574 7.12%
Investment securities (1) 6.95% 21,639 367 6.78%
Other earning assets 5.45% 9,859 115 4.67%
----------- ----------
Total interest-earning assets 7.75% 263,928 5,106 7.74%
----------
Noninterest-earning assets 6,218
-----------
Total Assets $ 270,146
===========
Interest-bearing liabilities:
Deposits:
Demand deposits 2.04% $ 13,233 58 1.75%
Passbook savings deposits 2.52% 23,186 127 2.19%
Certificates of deposit 5.89% 143,304 2,089 5.83%
----------- ----------
Total deposits 5.21% 179,723 2,274 5.06%
Advance from FHLB 5.61% 33,979 488 5.74%
----------- ----------
Total interest-bearing liabilities 5.28% 213,702 2,762 5.17%
----------
Noninterest-bearing demand deposits 7,268
Other noninterest-bearing liabilities 2,635
-----------
Total liabilities 223,605
Equity 46,541
-----------
Total liabilities and equity $ 270,146
===========
Net interest-earning assets $ 50,226
===========
Net interest income/interest rate spread 2.47% $ 2,344 2.57%
======== ========== =======
Net interest margin 3.55%
=======
Ratio of average interest-earning assets
to average interest-bearing liabilities 123.50%
==========
(1)Includes FHLB stock.
</TABLE>
<TABLE>
<CAPTION>
Three Months Ended September 30,
------------------------------------------------
1996
------------------------------------------------
Average
Average Yield/
Balance Interest Cost
-------------- -------------- ------------
Interest-earning assets:
Loans receivable:
<S> <C> <C> <C>
Real estate mortgage loans $ 153,622 $ 3,176 8.27%
Commercial business loans 4,395 100 9.10%
Consumer and other loans 17,675 376 8.51%
----------- ----------
Total loans 175,692 3,652 8.31%
Mortgage-backed securities 35,924 636 7.08%
Investment securities (1) 24,433 434 7.11%
Other earning assets 16,848 236 5.60%
----------- ----------
Total interest-earning assets 252,897 4,958 7.84%
----------
Noninterest-earning assets 11,463
-----------
Total Assets $ 264,360
===========
Interest-bearing liabilities:
Deposits:
Demand deposits $ 15,595 71 1.82%
Passbook savings deposits 28,022 177 2.53%
Certificates of deposit 152,388 2,276 5.97%
----------- ----------
Total deposits 196,005 2,524 5.15%
Advance from FHLB 15,411 215 5.58%
----------- ----------
Total interest-bearing liabilities 211,416 2,739 5.18%
----------
Noninterest-bearing demand deposits 3,329
Other noninterest-bearing liabilities 7,055
-----------
Total liabilities 221,800
-----------
Equity 42,560
-----------
Total liabilities and equity $ 264,360
===========
Net interest-earning assets $ 41,481
===========
Net interest income/interest rate spread $ 2,219 2.66%
========== =======
Net interest margin 3.51%
=======
Ratio of average interest-earning assets
to average interest-bearing liabilities 119.62%
==========
(1)Includes FHLB stock.
</TABLE>
<TABLE>
<CAPTION>
Nine Months Ended September 30,
--------------------------------------------------------------------------------
1997 1996
------------------------------------- ----------------------------------------
Average Average
Average Yield/ Average Yield/
Balance Interest Cost Balance Interest Cost
---------- ---------- --------- -------------- ------------- ----------
Interest-earning assets:
Loans receivable:
<S> <C> <C> <C> <C> <C> <C>
Real estate mortgage loans $ 164,962 $ 9,831 7.95% $ 148,282 $ 9,237 8.31%
Commercial business loans 9,873 704 9.51% 3,078 207 8.97%
Consumer and other loans 16,047 1,115 9.26% 16,593 1,064 8.55%
----------- --------- ----------- ----------
Total loans 190,882 11,650 8.14% 167,953 10,508 8.34%
Mortgage-backed securities 33,232 1,778 7.13% 37,441 1,993 7.10%
Investment securities (1) 24,713 1,285 6.93% 14,296 741 6.91%
Other earning assets 10,817 383 4.72% 11,994 484 5.38%
----------- --------- ----------- ----------
Total interest-earning assets 259,644 15,096 7.75% 231,684 13,726 7.90%
--------- ----------
Noninterest-earning assets 5,877 10,261
-----------
Total Assets $ 265,521 $ 241,945
=========== ===========
Interest-bearing liabilities:
Deposits:
Demand deposits $ 13,375 179 1.78% $ 15,599 220 1.88%
Passbook savings deposits 23,679 387 2.18% 28,148 529 2.51%
Certificates of deposit 145,178 6,294 5.78% 156,638 7,053 6.00%
----------- --------- ----------- ----------
Total deposits 182,232 6,860 5.02% 200,385 7,802 5.19%
Advance from FHLB 27,322 1,152 5.62% 6,737 288 5.70%
----------- --------- ----------- ----------
Total interest-bearing liabilities 209,554 8,012 5.10% 207,122 8,090 5.21%
--------- ----------
Noninterest-bearing demand deposits 7,011 3,685
Other noninterest-bearing liabilities 2,545 4,957
----------- -----------
Total liabilities 219,110 215,764
Equity 46,411 26,181
----------- -----------
Total liabilities and equity $ 265,521 $ 241,945
=========== ===========
Net interest-earning assets $ 50,090 $ 24,562
=========== ===========
Net interest income/interest rate spread $ 7,084 2.65% $ 5,636 2.69%
========= ======= ========== =======
Net interest margin 3.64% 3.24%
======= =======
Ratio of average interest-earning assets
to average interest-bearing liabilities 123.90% 111.86%
========= ==========
(1)Includes FHLB stock.
</TABLE>
13
<PAGE> 14
RESULTS OF OPERATIONS
The Company reported net income of $694,000 for the three months
ended September 30, 1997, compared to a net loss of $352,000 for the three
months ended September 30, 1996. The results for the quarter ended September 30,
1996 included an after-tax charge of $883,000 to recapitalize the Savings
Association Insurance Fund via a one-time special assessment, which was required
of all SAIF-insured institutions. Net income would have been $530,000, or 21
cents per share, for the three months ended September 30, 1996 without regard to
the one-time special assessment. The $163,000, or 30.3%, increase was primarily
associated with an increase in net interest income of $125,000, together with an
increase in non-interest income of $162,000. Non-interest expense, without
regard to the special SAIF assessment in 1996, increased $44,000 to $1.6 million
for the three months ended September 30, 1997. The primary reason for the
increase in net interest income relates to an $11.0 million, or 4.4% increase in
the average interest-earning assets, which was partially offset by a 10 basis
point decline in average yield.
For the nine months ended September 30, 1997 the Company reported
net income of $2.1 million compared to $279,000 for the nine months ended
September 30, 1996. Without regard to the one-time SAIF special assessment of
$883,000, the Company would have reported $1.2 million of net income for the
nine months ended September 30, 1996. For the nine months ended September 30,
1997, compared to the nine months ended September 30, 1996, without regard to
the special assessment, net income increased $928,000, or 79.9%. Such increase
is due primarily to an increase in net interest income of $1.4 million, or
25.7%, together with an increase in non-interest income of $183,000, or 27.5%,
all of which was partially offset by an increase in non-interest expense
(disregarding the 1996 special SAIF assessment) of $214,000, or 4.9%, and an
increase in income tax expense (after adding back, in 1996, $614,000 of tax
benefit related to the SAIF assessment) of $489,000, or 79.6%.
The Company expects an increase in non-interest expenses relating to
the opening of its newest branch and its operation as a full service financial
center in New Iberia, Louisiana; the facility began operations near the end of
the third quarter of 1997.
NET INTEREST INCOME
Net interest income increased $125,000, or 5.6%, for the three
months ended September 30, 1997, to $2.3 million, compared to $2.2 million for
the three months ended September 30, 1996. The increase was due to a $148,000,
or 3.0%, increase in interest income which was partially offset by an increase
in interest expense of $23,000, or .8%. The increase in interest income was the
result of an $11.0 million, or 4.4%, increase in the average balances of
interest-earning assets which was partially offset by a 10 basis point (100
basis points being equal to 1%) decrease in the yield thereon. The increase in
interest expense was the result of a $2.3 million, or 1.1%, increase in the
average interest-bearing liabilities which was partially offset by a 1 basis
point decrease
14
<PAGE> 15
in yield thereon. The Company's interest rate spread (the difference between
the weighted average yield on interest-earning assets and the weighted average
cost of interest-bearing liabilities) and net interest margin (net interest
income as a percentage of average interest-earning assets) amounted to 2.57% and
3.55%, respectively, during the three months ended September 30, 1997 compared
to 2.66% and 3.51%, respectively, for the comparable period in 1996.
For the nine months ended September 30, 1997, net interest income
increased $1.4 million, or 25.7%, to $7.1 million, compared to $5.6 million for
the nine months ended September 30, 1996. The increase was due to a $1.4
million, or 10.0%, increase in interest income together with a decrease in
interest expense of $78,000, or 1.0%. The increase in interest income was the
result of a $28.0 million, or 12.1%, increase in the average balance of
interest-earning assets which was partially offset by an 15 basis point decrease
in the yield thereon. The increase in average interest earning assets was funded
by the stock proceeds received in the conversion. The decrease in interest
expense was the result of an 11 basis point decrease in yield on average
interest-bearing liabilities, which was partially offset by a $2.4 million, or
1.2%, increase in the average balance of interest-bearing liabilities. The
Company's interest rate spread and net interest margin amounted to 2.65% and
3.64%, respectively, during the nine months ended September 30, 1997 compared to
2.69% and 3.24%, respectively, for the comparable period in 1996.
INTEREST INCOME
The Company's total interest income was $5.1 million for the three months ended
September 30, 1997, compared to $5.0 million for the three months ended
September 30, 1996. The reason for the $148,000, or 3.0%, increase in interest
income was a $398,000, or 10.9%, increase in interest income from loans which
was partially offset by a $62,000, or 9.7%, decrease in interest income from
mortgage-backed securities, a $67,000, or 15.4%, decrease in interest income
from investment securities, and a $121,000 or 51.3%, decrease in interest income
from interest-bearing deposits. The increase in interest income from loans was
the result of a $24.5 million, or 13.9%, increase in the average balance of
loans, which was partially offset by a 22 basis point decrease in the yield
thereon. The decrease in interest income from investment securities was the
result of a $2.7 million, or 11.4%, decrease in the average balance of
investments together with a 33 basis point decrease in the yield thereon. The
decrease in interest income on mortgage-backed securities was the result of a
decrease in the average balance of mortgage-backed securities of $3.7 million,
which was partially offset by an increase of 4 basis points in the yield
thereon. The decrease in interest income from other earning assets,
substantially all of which are interest-bearing deposits at the FHLB, was the
result of a 93 basis point decrease in the yield thereon, together with a $7.0
million decrease in the average balance of other earning assets.
For the nine months ended September 30, 1997, the Company's total
interest income was $15.1 million, compared to $13.7 million for the nine months
ended September 30, 1996. The reasons for the $1.4 million, or 10.0%, increase
in interest
15
<PAGE> 16
income were a $1.1 million, or 10.9%, increase in interest income from loans
and a $544,000, or 73.4%, increase in interest income from investment
securities, all of which was partially offset by a $101,000 or 20.9%, decrease
in interest income from interest-bearing deposits, and a $215,000, or 10.8%,
decrease in interest income from mortgage-backed securities. The increase in
interest income from loans was the result of a $22.9 million, or 13.7%,
increase in the average balance of loans, which was partially offset by a 20
basis point decrease in the yield thereon. The increase in interest income from
investment securities was the result of a $10.4 million, or 72.9%, increase in
the average balance of investments together with a 2 basis point increase in
the yield thereon. The decrease in interest income from other earning assets,
substantially all of which are interest-bearing deposits at the FHLB, was the
result of a $1.2 million decrease in the average balance and a 66 basis point
decrease in the yield thereon. The decrease in interest income on
mortgage-backed securities was the result of a decrease in the average balance
of mortgage-backed securities of $4.2 million, which was partially offset by an
increase of 3 basis points in the yield thereon.
INTEREST EXPENSE
The Company's total interest expense was $2.8 million during the
three months ended September 30, 1997, remaining stable compared to $2.7 million
for the three months ended September 30, 1996. The slight $23,000 increase in
interest expense was comprised of a decrease of $250,000 in interest expense on
deposits, which was substantially offset by an increase of $273,000 in interest
expense on advances from the FHLB. The decrease in interest expense on deposits
was the result of a decrease of $16.3 million, or 8.3%, in average balances in
interest bearing deposits together with a decrease of 9 basis points in the cost
thereon. The increase in interest expense on advances from the FHLB was the
result of an increase in the average balances of $18.6 million, together with an
increase of 16 basis points in the cost thereon.
The Company's total interest expense was $8.0 million during the
nine months ended September 30, 1997, remaining stable compared to $8.1 million
for the nine months ended September 30, 1996. The $78,000, or 1.0%, decrease in
interest expense was comprised of a decrease of $942,000 in interest expense on
deposits, which was substantially offset by an increase of $864,000 in interest
expense on advances from the FHLB. The decrease in interest expense on deposits
was the result of a decrease of $18.2 million, or 9.1%, in average balances in
interest bearing deposits together with a decrease of 17 basis points in the
cost thereon. The increase in interest expense on advances from the FHLB was the
result of an increase in the average balance of $20.6 million, which was
partially offset by a decrease of 8 basis points in the cost thereon.
PROVISION FOR LOAN LOSSES
The provision for loan losses was $45,000 for the three months ended
September 30, 1997 and 1996. The provision for loan losses for the nine months
ended September 30, 1997 was $135,000, also remaining stable as compared to the
same period in 1996.
16
<PAGE> 17
NONINTEREST INCOME
Noninterest income increased $162,000, or 98.2%, for the three
months ended September 30, 1997 to $327,000, compared to $165,000 for the three
months ended September 30, 1996. Such increase was due primarily to a $47,000,
or 34.6%, increase on deposit fees and service charges which relates primarily
to an increase in per item charges, an increase of $71,000 in gains from sales
of investment securities produced from investments held for trading, and a
$51,000 decrease in losses from the sale of loans, all of which were partially
offset by a $13,000, or 40.6% decrease in other income. The decrease in losses
from the sale of loans reflects the Company's decision to hold certain newly
originated fixed rate loans for its portfolio resulting in a decline in the
volume of sales of loans.
Noninterest income increased $183,000, or 27.5%, for the nine months
ended September 30, 1997 to $849,000, compared to $666,000 for the nine months
ended September 30, 1996. Such increase was due primarily to a $145,000, or
35.7%, increase on deposit fees and service charges which relates primarily to
an increase in per item charges, an increase of $95,000 in gains from sales of
investment securities produced from investments held for trading, and a $52,000
decrease in loss on sale of fixed rate loans, all of which were partially offset
by a decrease of $17,000, or 14.5%, in loan fees and service charges, and a
$95,000, or 62.1%, decrease in other income. The decrease in loss on the sale of
fixed rate loans reflects the Company's decision to hold certain newly
originated fixed rate loans for its portfolio resulting in a decline in the
volume of sales of loans.
NONINTEREST EXPENSE
Noninterest expense decreased $1.3 million, or 45.2%, for the three
months ended September 30, 1997, to $1.6 million, compared to $2.9 million for
the three months ended September 30, 1996. Included in non-interest expense for
the three months ended September 30, 1996 was a $1.3 million charge for a
special one-time assessment to recapitalize the SAIF. Without regard to the
charge for the one-time special assessment, non-interest expense increased
$44,000, or 2.9%, for the three months ended September 30, 1997, compared to the
three months ended September 30, 1996. Such increase was primarily due to a
$157,000, or 23.5%, increase in salaries and employee benefits, a $76,000
increase in bank share tax expense, a $31,000, or 70.5%, increase in
advertising, and an $18,000, or 29.0%, increase in occupancy expenses, all of
which were substantially offset by a $90,000, or 75.0%, decrease in federal
deposit insurance premiums (disregarding the 1996 special assessment), an
$86,000 decrease in net costs of real estate owned, a $40,000, or 9.6%,
decrease in other expenses, and a $21,000, or 51.2%, decrease in consulting
expenses. The increase of $157,000 in salaries and employee benefits for the
three months ended September 30, 1997, compared to the three months ended
September 30, 1996, includes an increase in costs relating to the ESOP and RRP
of $105,000. The ESOP began in July of 1996, and the RRP began in January of
1997 and
17
<PAGE> 18
such plans bore no costs before such dates. The bank share tax expense is a new
state tax expense of $76,000, which is based on the equity of the Bank, and was
not applicable to the Company in 1996.
Noninterest expense decreased $1.1 million, or 19.60%, for the nine
months ended September 30, 1997, to $4.6 million, compared to $5.7 million for
the nine months ended September 30, 1996. Included in non-interest expense for
the nine months ended September 30, 1996 was a $1.3 million charge for a special
one-time assessment to recapitalize the SAIF. Without regard to the charge for
the one-time special assessment, non-interest expense increased $214,000, or
4.9%, for the nine months ended September 30, 1997, compared to the nine months
ended September 30, 1996. Such increase was primarily due to a $401,000, or
20.5%, increase in salaries and employee benefits, a $228,000 increase in bank
share tax expense, a $67,000, or 44.7%, increase in advertising, and a $49,000,
or 24.9%, increase in occupancy expenses, all of which were substantially offset
by a $262,000, or 74.0%, decrease in federal deposit insurance premiums
(disregarding the 1996 special assessment), a $203,000 decrease in net costs of
real estate owned, and a $69,000, or 49.3%, decrease in consulting expenses.
The increase of $401,000 in salaries and employee benefits for the nine months
ended September 30, 1997, compared to the nine months ended September 30, 1996
includes an increase in costs relating to the ESOP and RRP of $412,000. The
ESOP began in July of 1996, and the RRP began in January of 1997 and such plans
bore no costs before such dates. The bank share tax expense is a new state tax
expense of $228,000, which is based on the equity of the Bank, and was not
applicable to the Company in 1996.
INCOME TAX EXPENSE
Income tax expense was $362,000 for the three months ended September
30, 1997, compared to an income tax benefit of $173,000 for the three months
ended September 30, 1996. The one-time special assessment for the
recapitalization of the SAIF provided $455,000 in tax benefits, which were
offset against other income tax expenses, resulting in a net tax benefit of
$173,000 for the three months ended September 30, 1996. Without regard to the
one-time special assessment, income tax expense would have increased $80,000, or
28.4%, to $362,000 for the three months ended September 30, 1997, compared to
income tax expense of $282,000 for the three months ended September 30, 1996.
Such increase in income tax expense reflects an increase in income before income
taxes.
Income tax expense increased $944,000, or 593.7%, to $1.1 million
for the nine months ended September 30, 1997, compared to $159,000 for the nine
months ended September 30, 1996. The one-time special assessment for the
recapitalization of the SAIF provided $455,000 in tax benefits, which were
offset against other income tax expenses, resulting in a net income tax expense
of $159,000 for the nine months ended September 30, 1996. Without regard to the
one-time special assessment, income tax expense would have increased $489,000,
or 79.6%, to $1.1 million for the nine ended September 30, 1997, compared to
income tax expense of $614,000 for the nine months
18
<PAGE> 19
ended September 30, 1996. Such increase in income tax expense reflects an
increase in income before income taxes.
LIQUIDITY AND CAPITAL RESOURCES
The Company's primary liquidity, represented by cash and cash
equivalents, is a product of its operating, investing and financing activities.
Excess liquidity includes the Company's portfolios of investment securities held
for sale and mortgage-backed securities held for sale. The Company's primary
sources of funds are deposits, borrowings, and amortization, prepayments and
maturities from its loan portfolio and its held to maturity investment
securities and mortgage-backed securities portfolios, and other funds provided
from operations. While scheduled payments from the amortization of loans and
mortgage-backed securities and maturing investment securities are relatively
predictable sources of funds, deposit flows, loan prepayments, and
mortgage-backed securities prepayments are greatly influenced by general
interest rates, economic conditions and competition. The Company has the ability
to borrow up to approximately $125.4 million from the FHLB through its
subsidiary bank. At September 30, 1997, the Bank had $36,628,000 of outstanding
advances from the FHLB of Dallas, and no other borrowings.
Liquidity management is both a daily and long-term function of
business management. Excess liquidity is generally invested in short-term
investments such as overnight deposits. On a longer-term basis, the Bank
maintains a strategy of investing in various lending products. The Bank uses its
sources of funds primarily to meet its ongoing commitments and maintain a
portfolio of mortgage-backed and investment securities. At September 30, 1997,
the total approved loan commitments outstanding amounted to $16.3 million and
the undisbursed loans in process totaled $6.0 million. At the same date,
commitments under unused lines of credit and standby letters of credit amounted
to $859,000 and $57,000 respectively. Certificates of deposit scheduled to
mature in one year or less at September 30, 1997 totaled $79.4 million.
Management believes that a significant portion of maturing deposits will remain
with the Bank. The Bank anticipates that even with interest rates at lower
levels than have been experienced in recent years, which has caused a
disintermediation of funds, it will continue to have sufficient funds to meet
its current commitments.
Federally insured state-chartered banks are required to maintain
minimum levels of regulatory capital. Under current FDIC regulations, insured
state-chartered banks generally must maintain (i) a ratio of Tier 1 leverage
capital to total assets of at least 3.0% (4.0% to 5.0% for all but the most
highly rated banks) and (ii) a ratio of Tier 1 capital risk weighted assets of
at least 4.0% and a ratio of total capital risk weighted assets of at least
8.0%. At September 30, 1997, the Bank complied with all applicable regulatory
capital requirements.
19
<PAGE> 20
The following reflects the Bank's actual levels of regulatory
capital and applicable regulatory capital requirements at September 30, 1997.
<TABLE>
<CAPTION>
Required Actual Excess
------------------------------ ---------------------- -------------------------
Percent Amount Percent Amount Percent Amount
------- ------ ------- ------ ------- ------
(Dollars in Thousands)
<S> <C> <C> <C> <C> <C> <C>
Tier 1 leverage capital ratios 4.00% $10,364 13.74% $35,606 9.74% $25,252
Risk-based capital ratios
Tier 1 4.00 5,607 25.40% 35,606 21.40% 29,999
Total 8.00 11,215 26.66% 37,371 18.66% 26,156
</TABLE>
The Company, as a separately incorporated holding company, has no
significant operations other than serving as sole stockholder of the Bank. On an
unconsolidated basis, the Company has no paid employees. The Company's assets
consist of its investment in the Bank, the Company's loan to the Bank's ESOP and
50% of the net proceeds retained from the Conversion, and its sources of income
consists primarily of earnings from the investment of such funds as well as any
dividends from the Bank. The expenses expected to be incurred by the Company
will relate to its reporting obligations under the Securities Exchange Act of
1934, as amended ("Exchange Act"), and related expenses as a publicly traded
company. The Bank regularly reimburses the Company for all such expenses.
Management believes that the Company has adequate liquidity available to respond
to liquidity demands.
20
<PAGE> 21
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
Not applicable.
Item 2. Changes in Securities.
Not applicable.
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 and Reports on Form 8-K.
a) Not applicable.
b) No Form 8-K reports were filed during the quarter.
21
<PAGE> 22
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
ACADIANA BANCSHARES, INC.
Date: November 7, 1997 By: /s/ GERALD G. REAUX, JR.
-------------------------------
Gerald G. Reaux, Jr., President and
Chief Executive Officer
Date: November 7, 1997 By: /s/ EMILE E. SOULIER, III
--------------------------------
Emile E. Soulier, III, Vice-President
and Chief Financial Officer
22
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 827
<INT-BEARING-DEPOSITS> 14,007
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 679
<INVESTMENTS-HELD-FOR-SALE> 32,895
<INVESTMENTS-CARRYING> 12,884
<INVESTMENTS-MARKET> 12,912
<LOANS> 203,824
<ALLOWANCE> 2,744
<TOTAL-ASSETS> 274,018
<DEPOSITS> 188,990
<SHORT-TERM> 0
<LIABILITIES-OTHER> 1,967
<LONG-TERM> 36,628
0
0
<COMMON> 27
<OTHER-SE> 46,406
<TOTAL-LIABILITIES-AND-EQUITY> 274,018
<INTEREST-LOAN> 0
<INTEREST-INVEST> 3,063
<INTEREST-OTHER> 12,033
<INTEREST-TOTAL> 15,096
<INTEREST-DEPOSIT> 6,860
<INTEREST-EXPENSE> 8,012
<INTEREST-INCOME-NET> 7,084
<LOAN-LOSSES> 135
<SECURITIES-GAINS> 95
<EXPENSE-OTHER> 4,605
<INCOME-PRETAX> 3,193
<INCOME-PRE-EXTRAORDINARY> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,090
<EPS-PRIMARY> .86
<EPS-DILUTED> 0
<YIELD-ACTUAL> 7.68
<LOANS-NON> 709
<LOANS-PAST> 0
<LOANS-TROUBLED> 521
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 2,592
<CHARGE-OFFS> 189
<RECOVERIES> 206
<ALLOWANCE-CLOSE> 2,744
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 2,744
</TABLE>