<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended Commission File Number
JUNE 30, 1997 0-29132
TIB FINANCIAL CORP.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
FLORIDA 65-0655973
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
99451 OVERSEAS HIGHWAY, KEY LARGO, FLORIDA 33037-7808
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 305-451-4660
Not Applicable
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by 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
------- -------
Indicate the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date:
Common Stock, $0.10 Par Value 4,357,654
- ----------------------------- -------------------------------
Class Outstanding as of July 31, 1997
<PAGE> 2
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
TIB FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF CONDITION
(Unaudited)
<TABLE>
<CAPTION>
June 30, 1997 December 31, 1996
------------- -----------------
<S> <C> <C>
ASSETS
Cash and due from banks $ 9,832,402 $ 12,109,935
Federal funds sold 6,918,000 1,810,000
Investment securities held to maturity (market value of $29,774,355 29,482,250 14,387,276
and $14,691,930, respectively)
Investment securities available for sale 27,520,014 36,490,481
Loans, net of deferred loan fees 177,642,391 164,544,622
Less: Allowance for loan losses 2,063,179 1,929,719
------------ -------------
Loans, net 175,579,212 162,614,903
Premises and equipment, net 8,338,550 8,221,676
Accrued interest receivable 1,711,287 1,680,743
Other assets 4,087,558 3,735,539
------------ -------------
TOTAL ASSETS $263,469,273 $ 241,050,553
============ =============
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Deposits:
Noninterest-bearing demand $ 51,418,251 $ 42,929,774
Interest-bearing demand and money market 99,511,354 66,340,839
Savings 14,362,352 16,220,162
Time deposits of $100,000 or more 23,419,325 28,370,281
Other time deposits 46,441,059 51,122,524
------------ -------------
Total Deposits 235,152,341 204,983,580
Short-term borrowings 1,938,710 11,091,426
Accrued interest payable 1,632,839 1,743,654
Other liabilities 1,129,670 610,976
------------ -------------
TOTAL LIABILITIES 239,853,560 218,429,636
------------ -------------
STOCKHOLDERS' EQUITY
Common stock - $.10 par value: 7,500,000 and 5,000,000 shares 435,705 432,236
authorized, 4,357,054 and 4,322,364 shares issued and
outstanding
Surplus 6,327,293 6,140,199
Retained earnings 16,968,215 16,207,233
Market valuation reserve on investment securities available for sale (115,500) (158,751)
------------ -------------
TOTAL STOCKHOLDERS' EQUITY 23,615,713 22,620,917
------------ -------------
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY $263,469,273 $ 241,050,553
============ =============
</TABLE>
(See notes to consolidated financial statements)
<PAGE> 3
TIB FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
<TABLE>
<CAPTION>
Three months ended June 30, Six months ended June 30,
1997 1996 1997 1996
----------- ---------- ----------- -----------
<S> <C> <C> <C> <C>
INTEREST INCOME
Loans, including fees $ 4,165,034 $3,751,180 $ 8,176,249 $ 7,309,619
Investment securities:
U.S. Treasury securities 494,223 534,136 919,511 1,013,486
U.S. Government agencies and corporations 217,854 276,499 450,777 578,722
States and political subdivisions 90,661 94,809 177,360 194,382
Other investments 11,031 11,032 22,062 22,063
Federal funds sold 170,927 20,066 302,205 58,651
----------- ---------- ----------- -----------
TOTAL INTEREST INCOME 5,149,730 4,687,722 10,048,164 9,176,923
INTEREST EXPENSE ----------- ---------- ----------- -----------
Interest-bearing demand and money market 737,242 214,791 1,237,285 423,720
Savings 202,227 311,905 449,466 624,663
Time deposits of $100,000 or more 353,968 347,594 727,776 690,827
Other time deposits 640,804 663,271 1,304,129 1,352,801
Short-term borrowings 16,020 48,550 33,834 69,044
----------- ---------- ----------- -----------
TOTAL INTEREST EXPENSE 1,950,261 1,586,111 3,752,490 3,161,055
----------- ---------- ----------- -----------
NET INTEREST INCOME 3,199,469 3,101,611 6,295,674 6,015,868
PROVISION FOR LOAN LOSSES 75,000 60,000 150,000 120,000
----------- ---------- ----------- -----------
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 3,124,469 3,041,611 6,145,674 5,895,868
OTHER INCOME
Service charges on deposit accounts 425,503 290,661 803,485 585,250
Investment securities gains, net - - - 8,772
Merchant bank card processing income 164,819 157,057 326,089 304,851
Gain (loss) on sale of government guaranteed loans 109,237 (3,085) 124,906 6,241
Fees on mortgage loans sold at origination 86,557 90,353 151,457 179,900
Other income 95,084 42,276 139,763 82,382
----------- ---------- ----------- -----------
TOTAL OTHER INCOME 881,200 577,262 1,545,700 1,167,396
----------- ---------- ----------- -----------
OTHER EXPENSE
Salaries and employee benefits 1,519,718 1,443,668 3,014,672 2,788,684
Net occupancy expense 440,639 427,046 884,476 835,468
Other expense 778,993 586,829 1,375,133 1,138,599
----------- ---------- ----------- -----------
TOTAL OTHER EXPENSE 2,739,350 2,457,543 5,274,281 4,762,751
----------- ---------- ----------- -----------
INCOME BEFORE INCOME TAX EXPENSE 1,266,319 1,161,330 2,417,093 2,300,513
INCOME TAX EXPENSE 420,488 405,275 785,400 800,000
----------- ---------- ----------- -----------
NET INCOME $ 845,831 $ 756,055 $ 1,631,693 $ 1,500,513
=========== ========== =========== ===========
EARNINGS PER SHARE $0.18 $0.17 $0.36 $0.34
=========== ========== =========== ===========
</TABLE>
(See notes to consolidated financial statements)
<PAGE> 4
TIB FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
(Unaudited)
<TABLE>
<CAPTION>
For the six month period ended June 30,
1997 1996
------------- ---------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income $ 1,631,693 $ 1,500,513
Adjustments to reconcile net income to net cash provided by
operating activities:
Net amortization of investments 73,559 108,593
Amortization of other assets 31,305 25,275
Depreciation of premises and equipment 389,984 373,223
Provision for loan losses 150,000 120,000
Deferred income tax provision (benefit) (49,000) (65,200)
Deferred net loan fees (64,488) (48,050)
Investment securities (gains), net - (8,772)
Gain on sales / conversion of premises and equipment (2,217) (486)
Gain on sales of government guaranteed loans, net (124,906) (6,241)
Increase in interest receivable (30,544) (5,940)
Increase (decrease) in interest payable (110,815) 2,975
Increase in intangible assets (180,305) (6,097)
(Increase) decrease in other assets 31,588 (332,258)
Increase in other liabilities 515,225 161,666
-------------- ---------------
NET CASH PROVIDED BY OPERATING ACTIVITIES 2,261,079 1,819,201
-------------- ---------------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of investment securities held to maturity (17,081,135) (5,951,250)
Repayments of principal and maturities of investment securities 8,952,478 4,034,052
available for sale
Maturities of investment securities held to maturity 2,000,000 1,300,000
Proceeds from sales of government guaranteed loans 4,308,555 214,500
Loans originated or acquired, net of principal repayments (17,233,470) (18,837,015)
Purchase of Small Business Consultants Inc. (275,000) -
Purchases of premises and equipment (473,926) (234,834)
Sales / conversion of premises and equipment 32,520 3,030
-------------- ---------------
NET CASH USED BY INVESTING ACTIVITIES (19,769,978) (19,471,517)
-------------- ---------------
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase (decrease) in federal funds purchased and securities (9,152,716) 5,326,070
sold under agreements to repurchase
Net increase in demand, money market and savings accounts 39,801,182 10,934,925
Time deposits accepted, net of repayments (9,632,421) 1,690,343
Proceeds from exercise of stock options and warrants 190,563 140,037
Cash dividends paid (867,242) (378,822)
-------------- ---------------
NET CASH PROVIDED BY FINANCING ACTIVITIES 20,339,366 17,712,553
-------------- ---------------
NET INCREASE
IN CASH AND CASH EQUIVALENTS 2,830,467 60,237
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 13,919,935 9,129,945
-------------- ---------------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $ 16,750,402 $ 9,190,182
============== ===============
SUPPLEMENTAL DISCLOSURES OF CASH PAID:
Interest $ 3,863,305 $ 3,158,080
============== ===============
Income taxes $ 825,000 $ 884,000
============== ==============
</TABLE>
(See notes to consolidated financial statements)
<PAGE> 5
TIB FINANCIAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 1997
(Unaudited)
NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements for TIB Financial
Corporation (the "Company") have been prepared in accordance with generally
accepted accounting principles for interim financial information and Regulation
S- X. Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete financial
statement presentation. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included. Operating results for the six months ended
June 30, 1997 are not necessarily indicative of trends or results to be
expected for the year ended December 31, 1997. For further information, refer
to the Company's consolidated financial statements and footnotes thereto for
the year ended December 31, 1996.
The consolidated statements include the accounts of TIB Financial Corporation
and its wholly-owned subsidiary, TIB Bank of the Keys, collectively known as
the Company. All significant intercompany accounts and transactions have been
eliminated in consolidation.
Certain amounts previously reported on have been reclassified to conform with
current period presentation.
NOTE 2 - LOANS
Loans are reported at the gross amount outstanding, reduced by net deferred
loan fees and a valuation allowance for loan losses. Interest income on loans
is recognized over the terms of the loans based on the unpaid daily principal
amount outstanding. If the collectibility of interest appears doubtful, the
accrual thereof is discontinued. Loan origination fees, net of direct loan
origination costs, are deferred and recognized as income over the life of the
related loan on a level-yield basis. Gains on sales of government guaranteed
loans are recognized as income when the sale occurs.
Major classifications of loans are as follows:
<TABLE>
<CAPTION>
June 30, 1997 December 31, 1996
------------- -----------------
<S> <C> <C>
Commercial, financial and agricultural $ 116,024,131 $ 109,371,570
Construction loans 6,486,524 7,391,050
Residential real estate 47,176,367 40,834,718
Consumer loans 8,497,396 7,553,799
------------- -------------
Total loans 178,184,418 165,151,137
Net deferred loan fees 542,027 606,515
------------- -------------
Loans, net of deferred loan fees $ 177,642,391 $ 164,544,622
============= =============
</TABLE>
NOTE 3 - ALLOWANCE FOR LOAN LOSSES
The allowance for loan losses is established through a provision for loan
losses charged to expense. The allowance represents an amount which, in
management's judgment, will be adequate to absorb probable losses on existing
loans that may become uncollectible. Management's judgment in determining the
adequacy of the allowance is based on evaluations of the collectibility of
loans and takes into consideration such factors as changes in the nature and
volume of the loan portfolio, current economic conditions that may affect the
borrower's ability to pay, overall portfolio quality and review of specific
problem loans. Periodic revisions are made to the allowance when circumstances
which necessitate such revisions become known. Recognized losses are charged
to the allowance for loan losses, while subsequent recoveries are added to the
allowance.
<PAGE> 6
Activity in the allowance of loan losses for the six months ended June 30, 1997
and June 30, 1996 follows:
<TABLE>
<CAPTION>
June 30, 1997 June 30, 1996
------------- -------------
<S> <C> <C>
Balance, January 1 $ 1,929,719 $ 1,700,823
Provision charged to expense 150,000 120,000
Loans charged off (16,692) (9,752)
Recoveries of loans previously charged off 152 200
----------- ------------
Balance, June 30 $ 2,063,179 $ 1,811,271
=========== ============
</TABLE>
NOTE 4 - INVESTMENT SECURITIES
Securities available-for-sale are securities which management believes may be
sold prior to maturity for liquidity or other reasons and are reported at fair
value, with unrealized gains and losses, net of related income taxes, reported
as a separate component of stockholders' equity. Securities held-to-maturity
are those securities for which management has both the ability and intent to
hold to maturity and are carried at amortized cost.
The amortized cost and estimated market value of investment securities
held-to-maturity at June 30, 1997 and December 31, 1996 are presented below:
<TABLE>
<CAPTION>
1997
-----------------------------------------------------------------
Amortized Unrealized Unrealized Market
Cost Gains Losses Value
-----------------------------------------------------------------
<S> <C> <C> <C> <C>
U.S. Treasury Securities $ 15,971,694 $ 33,767 $ 10,481 $ 15,994,980
States and political subdivisions 7,938,995 265,498 898 8,203,595
U.S. Government agencies and corporations 5,496,561 6,623 2,404 5,500,780
Other investments 75,000 - - 75,000
-----------------------------------------------------------------
$ 29,482,250 $ 305,888 $ 13,783 $ 29,774,355
=================================================================
</TABLE>
<TABLE>
<CAPTION>
1996
-----------------------------------------------------------------
Amortized Unrealized Unrealized Market
Cost Gains Losses Value
-----------------------------------------------------------------
<S> <C> <C> <C> <C>
U.S. Treasury Securities $ 7,964,622 $ 1,017 $ 6,579 $ 7,959,060
States and political subdivisions 5,354,837 303,029 776 5,657,090
U.S. Government agencies and corporations 992,817 7,963 - 1,000,780
Other investments 75,000 - - 75,000
-----------------------------------------------------------------
$ 14,387,276 $ 312,009 $ 7,355 $ 14,691,930
=================================================================
</TABLE>
The amortized cost and estimated market value of investment securities
available for sale at June 30, 1997 and December 31, 1996 are presented below:
<TABLE>
<CAPTION>
1997
-----------------------------------------------------------------
Amortized Unrealized Unrealized Market
Cost Gains Losses Value
-----------------------------------------------------------------
<S> <C> <C> <C> <C>
U.S. Treasury Securities $ 15,140,696 $ 972 $ 111,653 $ 15,030,015
Mortgage-backed securities 12,114,768 19,901 122,447 12,012,222
Other debt securities 449,549 28,228 - 477,777
-----------------------------------------------------------------
$ 27,705,013 $ 49,101 $ 234,100 $ 27,520,014
=================================================================
</TABLE>
<TABLE>
<CAPTION>
1996
-----------------------------------------------------------------
Amortized Unrealized Unrealized Market
Cost Gains Losses Value
-----------------------------------------------------------------
<S> <C> <C> <C> <C>
U.S. Treasury Securities $ 21,219,561 $ 22,458 $ 129,679 $ 21,112,340
Mortgage-backed securities 15,075,896 25,846 207,688 14,894,054
Other debt securities 449,433 34,654 - 484,087
-----------------------------------------------------------------
$ 36,744,890 $ 82,958 $ 337,367 $ 36,490,481
=================================================================
</TABLE>
<PAGE> 7
Other investments at June 30, 1997 and December 31, 1996 consist of stock in
the Independent Bankers Bank of Florida. Other debt securities at June 30,
1997 and December 31, 1996 consist of corporate debt securities.
NOTE 5 - EARNINGS PER SHARE AND COMMON STOCK
Earnings per share has been computed based on the weighted average number of
common shares outstanding during the period which totaled 4,561,760 and
4,464,401 shares for the six months ended June 30, 1997 and 1996, respectively,
and 4,606,991 and 4,483,656 shares for the three months ended June 30, 1997 and
1996, respectively. Stock options and warrants are considered to be common
stock equivalents for purposes of calculating earnings per share. A 3 for 1
stock split was declared on February 25, 1997 and has been treated
retroactively as occurring on January 1, 1996 for earnings per share
computation purposes and has been reflected in the balance sheet as of December
31, 1996.
NOTE 6 - STOCK BASED COMPENSATION
Under the Bank's 1994 Incentive Stock Option and Nonstatutory Stock Option Plan
("the Plan"), the Company may grant stock options to persons who are now or who
during the term of the Plan become directors, officers, or key executives as
defined by the Plan. Stock options granted under the Plan may either be
incentive stock options or nonqualified stock options for federal income tax
purposes. The Board of Directors of the company may grant nonqualified stock
options to any director, and incentive stock options or nonqualified stock
options to any officer, key executive, administrative, or other employee
including an employee who is a director of the Company. Subject to the
provisions of the Plan, the maximum number of shares of common stock of the
Company that may be optioned or sold is 978,000 shares. Such shares may be
treasury, or authorized, but unissued, shares of common stock of the Company.
Total options granted, exercised, and expired during the six months ended June
30, 1997 were 29,500, 34,690, and 15,900, respectively.
NOTE 7 - NEW ACCOUNTING PRONOUNCEMENTS
In June 1996, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards No. 125, "Accounting for
Transfers and Servicing of Financial Assets and Extinguishments of Liabilities"
("SFAS 125"), which prescribes accounting standards to be followed when the
Company transfers control over financial assets to third parties. SFAS 125 is
effective for the Company for transactions occurring after December 31, 1996;
however, the FASB has delayed implementation of certain of the provisions of
SFAS 125 for one year. The Company does not believe this Statement will have a
significant impact on its financial statements based upon the current scope of
the Company's operations.
On March 3, 1997, FASB issued SFAS 128, "Earnings per Share" and SFAS 129,
"Disclosure of Information about Capital Structure." SFAS 128 changes the
methods for calculation of earnings per share and is effective for financial
statements issued for both interim and annual periods ending after December 15,
1997. If this pronouncement had been adopted, the basic earnings per share for
the second quarter of 1997 and 1996 would have been $0.19 and $0.18,
respectively, and diluted earnings per share would have been $0.18 and $0.17
respectively. Basic earnings per share for the six months ended June 30,
1997 and 1996 would have been $0.37 and $0.35, respectively, and diluted
earnings per share would have been $0.36 and $0.34, respectively.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
The following discussion addresses the factors that have affected the financial
condition and results of operations of TIB Financial Corporation (the
"Company") as reflected in the unaudited consolidated statement of condition as
of June 30, 1997, and statements of income for the six months ended June 30,
1997 and 1996, and statements of income for the three months ended June 30,
1997 and 1996. The Company's operating subsidiary is TIB Bank of the Keys.
The Company's net income of $845,831 for the second quarter of 1997 was a 11.9%
increase compared to $756,055 for the same period last year. The increase in
net income is attributed to an increase of $97,858, or 3.2%, in net interest
income; an
<PAGE> 8
increase of $303,938, or 52.7%, in other income; offset by an increase of
$15,000 in the provision for loan losses; an increase in other expense of
$281,807, or 11.5%; and an increase in income tax expense of $15,213 or 3.8%.
Earnings for the six months ended June 30, 1997 were $1,631,693 up 8.7% from
$1,500,513 for the comparable period in 1996. Earnings per share for the six
months ended June 30, 1997 were $0.36 per share as compared to $0.34 per share
for the corresponding period ended June 30, 1996. Book value per share
increased to $5.42 at June 30, 1997 from $5.23 at December 31, 1996. The
Company paid a quarterly dividend of $0.10 per share on January 10, 1997 and
April 10, 1997, respectively.
Performance of banks is often measured by various ratio analyses. Two widely
recognized indicators are return on average equity and return on average
assets. Annualized return on average equity for the six months ended June 30,
1997 was 14.0% on average equity of $23,274,758, compared to 13.9% on average
equity of $21,561,742 for the same period in 1996. Annualized return on
average assets of $252,259,913 for the six months ended June 30, 1997 was
1.29%, compared to 1.32% on average assets of $227,498,556 for the same period
in 1996. These ratios compare favorably with other holding companies of
similar size.
Net interest income is an effective measurement of how well management has
balanced the Company's interest rate sensitive assets and liabilities. The
Company's net interest income is its principal source of income. Interest
earning assets for the Company include loans, federal funds sold, and
investment securities. The Company's interest- bearing liabilities include its
deposits, federal funds purchased, and other short-term borrowings. Net
interest income increased 4.7% to $6.3 million, in the six months ended June
30, 1997 as compared to the same period last year primarily as a result of a
higher level of earning assets. Interest from loans increased to $8.2 million
for the first six months of 1997 compared to $7.3 million for the comparable
period last year. Loan growth was achieved in most major classifications
during the first six months of 1997 reflecting a strong local economy. The
establishment of a very competitive money market account at the end of 1996 has
continued to attract substantial deposits and has increased interest expense.
This has led to the Company's net interest margin declining to 5.41% in the
first six months of 1997 compared to 5.87% in the first six months of 1996.
Provision for loan losses increased slightly to $150,000 from $120,000 for the
respective first six months of 1997 and 1996. Gross charged off loans for the
first six months were $16,692 offset by recoveries of $152, resulting in an
annualized net charge-off rate of 0.01% of total loans. This compares to net
charge offs during the same period last year of $9,552. At June 30, 1997, the
Company had aggregate non-accrual loans of $214,483 compared to $430,367 at
December 31, 1996. The ratio of non-performing loans (including loans 90 days
or more past due and still accruing) to total outstanding loans was 0.12% at
June 30, 1997 compared to 0.26% at December 31, 1996.
Other income increased $378,304 to $1,545,700 for the six month period ended
June 30, 1997 from $1,167,396 in the comparable period last year. Increased
service charges on deposit accounts accounted for $218,235 of this increase
offset by a reduction of $28,443 in mortgage loan origination fees. Gains on
sale of government guaranteed loans were up substantially to $124,906 from
$6,241 for the first six months of 1997 and 1996, respectively. The
acquisition on June 13, 1997, of Small Business Consultants, Inc., a Florida
corporation specializing in the government guaranteed loan consulting business
represents the Company's commitment to enhancing even further this non-interest
income revenue source. Other expense increased 10.7% in the first six months
of 1997 as compared to the prior year period, mostly as a result of increased
personnel expenses. Growth during the latter half of 1996 and early 1997
prompted some staffing additions.
Total assets at June 30, 1997 were $263,469,273, up from total assets of
$241,050,553 at December 31, 1996. Loans net of deferred loan fees increased
$13,097,769 for the first six months of 1997 from year end 1996. Also, in the
same period, federal funds sold increased $5,108,000 and investment securities
increased $6,124,507. These increases were funded by a deposit increase of
$30,168,761 offset by a decrease in short-term borrowings of $9,152,716. At
June 30, 1997, the Company had committed to buy property and a building in Key
Largo, Florida at a cost of $1,040,622.
At June 30, 1997, the Company had $1,938,710 in short-term borrowings compared
to $11,091,426 at year ended December 31, 1996. Short-term borrowings include
$207,464 in securities sold under agreements to repurchase and $1,731,246 in
Treasury tax deposits. This decrease in short-term borrowings reflects the
effects of seasonal inflows of deposits along with strong growth in new
accounts.
<PAGE> 9
CAPITAL ADEQUACY
Federal banking regulators have established certain capital adequacy standards
required to be maintained by banks and bank holding companies. These
regulations establish minimum requirements for risk-based capital of 4% for
core capital (tier I), 8% for total risk-based capital and 3% for the leverage
ratio. At June 30, 1997, the Company's tier I risk- based capital was 13.3%
and total risk-based capital was 14.4%, compared to 13.5% and 14.7% at
year-ended December 31, 1996, respectively. At June 30, 1997, the Company's
leverage ratio was 9.1% compared to 9.7% at December 31, 1996. This change is
due to strong asset growth exceeding the increase in retained earnings.
The Company does not have any commitments which it believes would reduce its
capital to levels inconsistent with the regulatory definition of a 'well
capitalized' financial institution.
LIQUIDITY
The goal of liquidity management is to ensure the availability of an adequate
level of funds to meet the loan demand and deposit withdrawal needs of the
Company's customers. The Company does not anticipate any events which would
require liquidity beyond that which is available through deposit growth,
federal funds balances, or investment portfolio maturities. The Company
actively manages the levels, types and maturities of earning assets in relation
to the sources available to fund current and future needs to ensure that
adequate funding will be available at all times.
<PAGE> 10
Part II. OTHER INFORMATION
Item 4. MATTERS SUBMITTED TO A VOTE OF SECURITY HOLDERS
At the Annual Meeting of Shareholders held on April 22, 1997, the following
directors were elected to hold office for the coming three years: W. Kenneth
Meeks, Marvin F. Schindler, and Richard J. Williams. Also, the following
directors term of office continued after the meeting: B.G. Carter, Dr. Armando
J. Henriquez, James R. Lawson III, Edward V. Lett, Scott A. Marr, Derek D.
Martin-Vegue, and Joseph H. Roth, Jr.
Further, an amendment to the Articles of Incorporation to increase authorized
shares of common stock to 7,500,000 shares was approved as was ratifying the
selection of Bricker and Melton, P.A. as independent Certified Public
Accountants for the Company.
A detail of the voting for each matter is summarized below:
Proposal 1. Election of Directors W. Kenneth Meeks, Marvin F. Schindler and
Richard J. Williams to serve three-year terms:
<TABLE>
<S> <C> <C>
Voting for 3,466,266 80%
Withhold Authority 5,418 0%
--------- --
Total 3,471,684 80%
</TABLE>
Proposal 2. To approve the amendment to articles of incorporation to increase
authorized shares of common stock to 7,500,000 shares:
<TABLE>
<S> <C> <C>
Voting for 3,131,532 72%
Voting against 338,928 8%
Abstain from Voting 1,224 0%
--------- --
Total 3,471,684 80%
</TABLE>
Proposal 3: To ratify the selection of Bricker & Melton, P.A. as independent
Certified Public Accountants for the Company:
<TABLE>
<S> <C> <C>
Voting for 3,446,976 79%
Voting Against 1,734 0%
Abstain from Voting 22,974 1%
--------- --
Total 3,471,684 80%
</TABLE>
<PAGE> 11
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
The following exhibits are attached:
Exhibit 11 - Computation of Earnings Per Share (SEC use only)
Exhibit 27 - Financial Data Schedule (SEC use only)
(b) There were no reports filed on Form 8-K for the quarter ended June
30, 1997
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
TIB FINANCIAL CORP.
Date: August 12, 1997 /s/ Edward V. Lett
--------------- -------------------------
Edward V. Lett
President and Chief Executive Officer
<PAGE> 1
Exhibit 11 - Computation of Earnings Per Share
TIB Financial Corp.
(In Thousands, Except Per Share Data)
<TABLE>
<CAPTION>
1997 1996
------------------------
<S> <C> <C>
For the three months ended June 30:
Net Income 846 756
------------------------
Weighted average of common shares outstanding 4,353 4,280
Add Common stock equivalents determined using the "Treasury 254 204
Stock" method representing shares issuable upon exercise of
director and employee stock options using annual average market price
------------------------
Weighted average number of shares used in calculation of primary 4,607 4,484
earnings per share
------------------------
PRIMARY EARNINGS PER SHARE $ 0.18 $ 0.17
========================
For the six months ended June 30:
Net Income 1,632 1,501
------------------------
Weighted average of common shares outstanding 4,343 4,272
Add Common stock equivalents determined using the "Treasury 219 192
Stock" method representing shares issuable upon exercise of
director and employee stock options using annual average market price
------------------------
Weighted average number of shares used in calculation of primary 4,562 4,464
earnings per share
------------------------
PRIMARY EARNINGS PER SHARE $ 0.36 $ 0.34
========================
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF TIB FINANCIAL CORP. FOR THE SIX MONTHS ENDED JUNE 30,
1997, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> JUN-30-1997
<CASH> 9,832,402
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 6,918,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 27,520,014
<INVESTMENTS-CARRYING> 29,482,250
<INVESTMENTS-MARKET> 29,774,355
<LOANS> 177,642,391
<ALLOWANCE> 2,063,179
<TOTAL-ASSETS> 263,469,273
<DEPOSITS> 235,152,341
<SHORT-TERM> 1,938,710
<LIABILITIES-OTHER> 2,762,509
<LONG-TERM> 0
0
0
<COMMON> 435,705
<OTHER-SE> 23,180,008
<TOTAL-LIABILITIES-AND-EQUITY> 263,469,273
<INTEREST-LOAN> 8,176,249
<INTEREST-INVEST> 1,569,710
<INTEREST-OTHER> 302,205
<INTEREST-TOTAL> 10,048,164
<INTEREST-DEPOSIT> 3,718,656
<INTEREST-EXPENSE> 3,752,490
<INTEREST-INCOME-NET> 6,295,674
<LOAN-LOSSES> 150,000
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 5,274,281
<INCOME-PRETAX> 2,417,093
<INCOME-PRE-EXTRAORDINARY> 2,417,093
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,631,693
<EPS-PRIMARY> .36
<EPS-DILUTED> 0
<YIELD-ACTUAL> 5.41
<LOANS-NON> 214,483
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 1,929,719
<CHARGE-OFFS> 16,692
<RECOVERIES> 152
<ALLOWANCE-CLOSE> 2,063,179
<ALLOWANCE-DOMESTIC> 2,063,179
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
