<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 10-QSB
(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 0-21163
---------------------------
CBES BANCORP, INC.
------------------
(Exact name of small business issuer as specified in its charter)
DELAWARE 43-1753244
------------------------------------------------------------------
(State or other jurisdiction of incorporation or organization
(IRS Employer Identification No.)
1001 N. JESSE JAMES ROAD, EXCELSIOR SPRINGS, MO 64024
-----------------------------------------------------
(Address of principal executive offices)
(816) 630-6711
--------------
(Issuer's telephone number)
NOT APPLICABLE
--------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d)the Exchange Act during the past 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:
Outstanding at
Class November 1, 1996
----- ----------------
Common stock, .01 par value 1,024,958
<PAGE>
CBES BANCORP, INC. AND SUBSIDIARIES
TABLE OF CONTENTS
<TABLE>
<S> <C> <C>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements:
Consolidated Statements of Financial Condition at September 30,
1996 and June 30, 1996............................................. 1
Consolidated Statements of Operations for the three months ended
September 30, 1996 and 1995........................................ 2
Consolidated Statement of Stockholders Equity for the three
months ended September 30, 1996.................................... 3
Consolidated Statements of Cash Flows for the three months ended
September 30, 1996 and 1995........................................ 4
Notes to Consolidated Financial Statements............................ 6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations............................................. 8
PART II - OTHER INFORMATION........................................................ 12
SIGNATURES.......................................................................... 13
</TABLE>
<PAGE>
1
CBES BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
SEPTEMBER 30, 1996 AND JUNE 30,1996
<TABLE>
<CAPTION>
September 30, June 30,
Assets 1996 1996
------ ---- ----
(unaudited)
<S> <C> <C>
Cash
Interest-bearing deposits in other financial institutions $ 693,501 683,769
Investment securities available-for-sale (amortized cost of $2,001,875 7,288,841 2,775,590
and $2,002,250, respectively)
Investment securities held-to-maturity 1993,437 1974,500
Mortgage-backed securities-to-maturity (estimated fair value of 100,000 100,000
$380,779 and $392,162, respectively)
Loans held-for-sale, net 387,449 400,394
Loans receivable, net 92,000 366,000
Accrued interest receivable: 81,379,680 79,043,759
Loans receivable
Investment securities 620,097 597,484
Mortgage-backed securities 17,664 25,178
Stock in Federal Home Loans Bank (FHLB), at cost 3,037 3,175
Office property and equipment, net 810,700 810,700
Deferred income tax benefit 1,276,674 1,272,907
Cash surrender value of life insurance and other assets - 23,000
2,053,056 1,753,504
----------- ----------
Total assets $ 96,716,136 89,829,960
=========== ==========
Liabilities and Stockholders' Equity
------------------------------------
Liabilities;
Deposits $ 65,643,571 68,169,560
FHLB advances 12,000,000 12,000,000
Accrued expenses and other liabilities 886,853 525,177
Accrued interest payable on deposits 116,007 11,227
Accrued payments by borrowers for property taxes and insurance 924,618 691,797
Current income taxes payable 159,506 266,309
Deferred income taxes 8,786 -
------------ ----------
Total liabilities 79,739,341 81,764,070
------------ ----------
Stockholders' equity
Preferred stock, $.01 par; 500,000 shares authorized, none issued
or outstanding - -
Common stock, $.01 par; 3,500,000 shares authorized, 1,024,958
shares issued and outstanding 10,250 -
Additional paid- capital 9,726,830 -
Retained earnings, substantially restricted 8,064,738 8,082,540
Unrealized losses on available-for-sale securities, net of tax (5,063) (16,650)
Unearned employee benefits (819,960) -
------------- ----------
Total stockholders' equity 16,976,795 8,065,890
------------- ----------
Total liabilities and stockholders' equity $ 96,716,136 89,829,960
============= ==========
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
<PAGE>
2
CBES BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
(UNAUDITED)
<TABLE>
<CAPTION>
1996 1995
---- ----
<S> <C> <C>
Interest income:
Loans receivable $ 1,747,374 1,571,471
Mortgage-backed securities 5,945 67,903
Investment securities 26,767 40,036
Loans held-for-sale 13,680 30,640
Other 20,401 21,224
------------ ----------
Total interest income 1,814,1676 1,731,274
------------ ----------
Interest expense:
Deposits 761,056 849,830
FHLB advances 179,434 253,055
------------ ----------
Total interest expense 940,490 1,102,885
------------ ----------
Net interest income 873,677 628,389
Provision for loan losses 18,338 60,870
------------ ----------
Net interest income after provision for loan losses 855,339 567,519
------------ ----------
Noninterest income:
Gain on sales of loans, net 48,377 61,125
Customer service charges 51,861 49,945
Loan servicing fees 20,793 28,592
Net realized gain on sale of investment and mortgage-backed
securities available-for-sale - 5,011
Other 32,218 28,548
------------ ----------
Total noninterest income 153,249 173,221
------------ ----------
Noninterest income:
Compensation, payroll taxes and fringe benefits 307,067 286,861
Office property and equipment 71,145 68,362
Data processing 45,501 41,752
Federal insurance premiums 492,269 38,591
Advertising 9,611 12,346
Real estate owned and repossessed assets 6,878 3,300
Other 112,840 105,533
------------ ----------
Total noninterest expense 1,045,311 556,745
------------ ----------
Earnings (loss) before income taxes (36,723) 183,995
Income tax expense (benefit) (18,921) 53,392
------------ ----------
Net earnings (loss) $ (17,802) 130,603
============ ==========
Pro forma loss per share $ (.02) -
============ ==========
Average common and common equivalent shares outstanding 942,962 -
============ ==========
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
<PAGE>
3
CBES BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1996
(UNAUDITED)
<TABLE>
<CAPTION>
Unearned
Net employee
Additional unrealized stock Total
Outstanding Common paid-in Retained gain (loss) ownership stockholders'
shares stock capital earning on securities shares equity
------ ----- ------- ------- ------------- ------ ------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance at June 30, 1996 - $ - - 8,082,540 (16,650) - 8,065,890
Sale of stock 1,024,958 10,250 9,726,830 - - (819,960) 8,917,120
Net loss - - - (17,802) - - (17,802)
Change in unrealized loss on
securities available-for-
sale, net of tax - - - - 11,587 - 11,587
----------- ------- --------- --------- ------- --------- ----------
Blaance at September 30,1996 1,024,958 $10,250 9,726,830 8,064,738 (5,063) (819,960) 16,976,795
=========== ======= ========= ========= ======= ========= ==========
</TABLE>
See accompanying notes to unaudited consolidated financail statements.
<PAGE>
4
CBES BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
(UNAUDITED)
<TABLE>
<CAPTION>
1996 1995
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net earnings (loss) $ (17,802) 130,603
Adjustments to reconcile net earnings (loss) to net cash
provided by (used in) operating activities:
Provision for loan losses 18,338 60,869
Depreciation 35,493 31,612
Net realized gain on sale of securities available-for-sale - (5,011)
Proceeds from sale of loans held for sale 3,634,378 4,256,15
Origination of loans held for sale (3,312,000) (3,271,436)
Gain on sale of loans, net (48,378) (61,125)
Premium amortization and accretion of discounts and
deferred loan fees (80,970) (69,158)
Deferred income taxes 24,061 -
Changes in assets and liabilities:
Accrued interest receivable (14,961) (14,307)
Other assets (299,552) (13,516)
Accrued expenses and other liabilities 361,676 (40,625)
Accrued interest payable on deposits 4,780 40,532
Current income taxes payable (106,803) 53,392
------------- -----------
Net cash provided by operating activities 198,260 1,097,955
------------- -----------
Cash flows from investing activities:
Net (increase) decrease in loans receivable (2,272,381) 294,904
Proceeds from sales of securities available-for-sale - 1,083,687
Mortgage-backed securities principal repayments 12,412 143,047
Purchase of office property and equipment (39,260) (8,953)
------------- -----------
Net cash (used in) provided by investing activities $ (2,299,229) 1,512,685
------------- -----------
</TABLE>
(Continued)
<PAGE>
5
CBES BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS, CONTINUED
<TABLE>
<CAPTION>
1996 1995
---- ----
<S> <C> <C>
Cash flows from financing activities:
(Decrease) increase in deposits $ (2,525,989) 117,092
Proceeds from FHLB advances 11,000,000 5,900,000
Repayments of FHLB advances (11,000,000) (7,442,007)
Increase in advance payments by borrowers for property taxes
and insurance 232,821 217,595
Issuance of common stock, net of issuance costs of $512,500 8,917,120 -
-------------- --------------
Net cash provided by (used in) financing activities 6,623,952 (1,207,320)
-------------- --------------
Net increase in cash and cash equivalents 4,522,983 1,403,320
Cash and cash equivalents at the beginning of the period 3,459,359 3,073,710
-------------- --------------
Cash and cash equivalents at the end of the period $ 7,982,342 4,477,030
============== ==============
Supplemental disclosure of cash flow information:
Cash paid during the period for income taxes $ 63,821 -
============== ==============
Cash paid during the period for interest $ 935,710 1,062,353
============== ==============
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
<PAGE>
6
CBES BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
SEPTEMBER 30, 1996
(1) CBES BANCORP, INC. AND SUBSIDIARIES
-----------------------------------
CBES Bancorp, Inc. (the Company) was incorporated under the laws of the
state of Delaware for the purpose of becoming the savings and loan
holding company of Community Bank of Excelsior Springs, a Savings Bank
(the Bank) in connection with the Banks conversion from a federally
chartered mutual savings bank to a federally chartered stock savings
bank, pursuant to its Plan of Conversion. On August 12, 1996, the
Company commenced a Subscription and Community Offering of its shares
in connection with the conversion of the Bank (the Offering). The
Offering was consummated and the Company acquired the Bank on September
27, 1996. The Company had no assets prior to the conversion and
acquisition on September 27, 1996.
The accompanying consolidated financial statements as of and for the three
months ended September 30, 1996 include the accounts of the Company and
the Bank. The accompanying consolidated statements of financial
condition as of June 30, 1996 and the statements of operations and cash
flows for the three months ended September 30, 1995 are of the Bank.
(2) BASIS OF PREPARATION
--------------------
The accompanying unaudited consolidated financial statements were prepared
in accordance with instructions for Form 10-QSB. To the extent that
information and footnotes required by generally accepted accounting
principles for complete financial statements are contained in or
consistent with the audited financial statements incorporated by
reference in the Companys Annual Report on Form 10-KSB for the year
ended June 30, 1996, such information and footnotes have not been
duplicated herein. In the opinion of management, all adjustments
consisting only of normal recurring accruals which are necessary for
the fair presentation of the interim financial statements have been
included. The consolidated statement of operations for the three month
period ended September 30, 1996 are not necessarily indicative of the
results which may be expected for the entire year. The June 30, 1996
consolidated balance sheet has been derived from the audited
consolidated financial statements as of that date.
(3) PRO FORMA EARNINGS PER SHARE
----------------------------
On September 27, 1996, 1,024,958 shares of the Companys stock were issued,
including 81,996 shares issued to the Employees Stock Ownership Plan
(ESOP). Pro forma loss per share amounts for the three month period
ended September 30, 1996 are based upon 942,962 shares, exclusive of
shares issued to the ESOP, as though those shares were outstanding for
the entire period. The computation does not reflect the pro forma
effects of the investment income that would have been earned had the
net proceeds from conversion been received at the beginning of the
three month period.
(Continued)
<PAGE>
7
CBES BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
(4) STOCKHOLDERS EQUITY AND STOCK CONVERSION
----------------------------------------
The Bank converted from a federally chartered mutual savings bank to a
federally chartered stock savings bank pursuant to its Plan of
Conversion which was approved by the Banks members on September 19,
1996. The conversion was effective on September 27, 1996 and resulted
in the issuance of 1,024,958 shares of common stock (par value $0.01)
at $10.00 per share for a gross sales price of $10,250,000. Costs
related to conversion (primarily underwriters commissions, printing and
professional fees) aggregated $513,000 and were deducted to arrive at
the net proceeds of $8,917,000, net of the ESOP loan. The Company
established an employee stock ownership trust which purchased 81,996
shares of common stock of the Company at the issuance price of $10.00
per share with funds borrowed from the holding company.
(5) EMPLOYEE STOCK OWNERSHIP PLAN
-----------------------------
All employees meeting age and service requirements are eligible to
participate in an ESOP established on September 27, 1996.
Contributions made by the Bank to the ESOP are allocated to
participants by a formula based on compensation. Participant benefits
become 100% vested after five years. There was no ESOP expense for the
period ended September 30, 1996.
<PAGE>
8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion compares the financial condition of CBES Bancorp, Inc.
and its wholly-owned subsidiary, Community Bank of Excelsior Springs, a Savings
Bank, (collectively the Bank) at September 30, 1996 to the financial condition
at June 30, 1996, its fiscal year-end, and the results of operations for the
three months ended September 30, 1996, with the same period in fiscal 1995.
This discussion should be read in conjunction with the interim financial
statements and notes which are included herein.
GENERAL
- -------
CBES Bancorp, Inc. was organized as a Delaware corporation in June 1996 to
acquire all of the capital stock issued by Community Bank of Excelsior Springs,
a Savings Bank upon its conversion from the mutual to stock form of ownership.
Community Bank of Excelsior Springs, a Savings Bank was founded in 1931 as a
Missouri chartered savings and loan association located in Excelsior Springs,
Missouri. In 1995, its members voted to convert to a federal charter. The
business of the holding company consists primarily of the business of the Bank.
The Bank conducts its business through its main office in Excelsior Springs,
Clay County, Missouri and its full service branch office located in Kearney,
Clay County, Missouri. The Bank has been, and intends to continue to be, a
community-oriented financial institution offering selected financial services to
meet the needs of the communities it serves. The Bank attracts deposits from
the general public and historically has used such deposits, together with other
funds, primarily to originate one- to four-family residential mortgage loans,
construction and land loans for single-family residential properties, and
consumer loans consisting primarily of loans secured by automobiles. While the
Banks primary business has been that of a traditional thrift institution,
originating loans in its primary market area for retention in its portfolio, the
Bank also has been an active participant in the secondary market, originating
residential mortgage loans for sale.
The most significant outside factors influencing the operations of the Bank and
other financial institutions include general economic conditions, competition in
the local market place and the related monetary and fiscal policies of agencies
that regulate financial institutions. More specifically, the cost of funds
primarily consisting of insured deposits is influenced by interest rates on
competing investments and general market rates of interest, while lending
activities are influenced by the demand for real estate financing and other
types of loans, which in turn is affected by the interest rates at which such
loans may be offered and other factors affecting loan demand and funds
availability.
The deposits of the Bank are presently insured by the Savings Association
Insurance Fund (SAIF), which together with the Bank Insurance Fund (BIF) are the
two insurance funds administered by the Federal Deposit Insurance Corporation
(FDIC). In the third quarter of 1995, the FDIC lowered the premium schedule for
BIF-insured institutions in anticipation of the BIF achieving its statutory
reserve ratio. The reduced premium created a significant disparity in deposit
insurance expense causing a competitive advantage for BIF members. Legislation
enacted on September 30, 1996 provided for a one-time special assessment of
.657% of the Banks SAIF insured deposits at March 31, 1995. The purpose of the
assessment is to bring the SAIF to its statutory reserve ratio. Based on the
above formula, the Bank charged $441,000 against earnings for the quarter ended
September 30, 1996. Although the special one-time assessment significantly
increased noninterest expense for the quarter, the anticipated reduction in the
premium schedule will reduce the Banks federal insurance premiums for the future
periods.
<PAGE>
9
Congress may consider legislation requiring all federal thrift institutions,
such as the Bank, to either convert to a national bank or a state depository
institution by January 1, 1998. In addition, the Company might no longer be
regulated as a thrift holding company, but rather as a bank holding company.
The Office of Thrift Supervision (OTS) also might be abolished and its functions
transferred among the federal banking regulators.
Certain aspects of the legislation remain to be resolved and, therefore, no
assurance can be given as to whether or in what form the legislation will be
enacted or its effect on the Company and the Bank.
FINANCIAL CONDITION
- -------------------
Total assets increased $6.9 million, or 7.7%, to $96.7 million at September 30,
1996 from $89.8 million at June 30, 1996. This was primarily due to the sale of
CBES Bancorp, Inc. common stock, which generated net proceeds of $8,917,000 on
September 27, 1996 after deducting an $820,000 loan by CBES Bancorp, Inc. to the
Bank. The loan was used to purchase common stock for the ESOP.
Loans receivable, net increased by $2.3 million, or 3.0%, to $81.4 million at
September 30, 1996 from $79.0 million at June 30, 1996 primarily due to
increases in one- to four-family portfolio loans of $1.5 million and an increase
in construction loans of $660,000.
Interest-bearing deposits in other financial institutions increased by $4.5
million, or 162.6%, to $7.3 million at September 30, 1996 from $2.8 million at
June 30, 1996 due to net proceeds from the sale of common stock being
temporarily invested in a money market demand account.
Deposits decreased $2.5 million, or 3.7%, to $65.6 million at September 30, 1996
from $68.2 million at June 30, 1996. The decrease in deposits is principally
attributable to $1.8 million of Bank depositors investment in common stock of
CBES Bancorp, Inc.
Total equity increased $8.9 million, or 110.5%, to $17.0 million at September
30, 1996 due to the sale of 1,024,958 common shares at an initial offering price
of $10 per share less the establishment of the Companys $820,000 ESOP and
conversion-related costs of $513,000.
COMPARISON OF OPERATING RESULTS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1996
- -----------------------------------------------------------------------------
AND 1995
- --------
Performance Summary. In the first quarter ended September 30, 1996, the Company
experienced a net loss of $18,000 compared to net earnings of $131,000 for the
first quarter ended September 30, 1995. The decrease in earnings was primarily
due to an increase in net interest income of $245,000 offset by the payment of a
one-time special assessment in the amount of $441,000 to recapitalize the SAIF.
The long anticipated one-time special assessment became due when President
Clinton signed the Omnibus Appropriations Bill on September 30, 1996, which
required institutions insured by the FDICs SAIF to pay 65.7 cents for every $100
of deposits held on March 31, 1995.
Net Interest Income. For the three months ended September 30, 1996, net
interest income increased by $245,000, or 39.0%, to $874,000 from $628,000 for
the three months ended September 30, 1995. The increase reflected an increase
of $83,000 in interest income and a decrease of $162,000 in interest expense to
$940,000 from $1.1 million. The increase in interest income reflected increased
balances of loans receivable, primarily adjustable rate mortgage loans
originated in fiscal 1996 and construction lending on single-family residences.
Interest expense decreased by $162,000, or 14.7%, as a result of decreased
balances of deposits and FHLB advances and a reduction in interest rates paid of
approximately 50 basis points.
<PAGE>
10
Provision for Loan Losses. During the three months ended September 30, 1996,
the Bank charged $18,000 against earnings as a provision for loan losses
compared to a provision of $61,000 for the three months ended September 30,
1995. The decrease in provision for loan losses is a result of stabilizing
levels of construction lending compared to significant increases in construction
lending during 1995. This charge resulted in an allowance for loan losses of
$400,000, or .49% of loans receivable, net at September 30, 1996, compared to
$388,000, or .49% of loans receivable, net at June 30, 1996. The allowance for
loan losses is based on a detailed review of nonperforming and other problem
loans, prevailing economic conditions, actual loss experience and other factors
which, in managements view, recognizes the changing composition of the Banks
loan portfolio and the inherent risk associated with different types of loans.
Management will continue to monitor its allowance for loan losses and make
future additions to the allowance through the provision for loan losses as
economic conditions dictate. Although the Bank maintains its allowance for loan
losses at a level which it considers to be adequate to provide for potential
losses, there can be no assurance that future losses will not exceed estimated
amounts or that additional provisions for loan losses will not be required in
future periods.
Noninterest Income. For the three months ended September 30, 1996, noninterest
income decreased $20,000 to $153,000 from $173,000 for the prior year period
primarily due to a decrease in gains on the sale of loans of $13,000, to $48,000
for the three months ended September 30, 1996 compared to $61,000 for the three
months ended September 30, 1995. The decrease is a result of a lower volume of
loans sold in the current period
Noninterest Expense. Noninterest expense increased by $489,000 to $1.0 million
for the three months ended September 30, 1996 from $557,000 for the three months
ended September 30, 1996. Of this increase, $441,000 was attributable to the
one-time special SAIF assessment.
NONPERFORMING ASSETS
- --------------------
On September 30, 1996, nonperforming assets were $656,000 compared to $655,000
on June 30, 1996. The balance of the Banks allowance for loan losses was
$400,000, or 61% of nonperforming assets. Loans are considered nonperforming
when the collection of principal and/or interest is not probable, or in the
event payments are more than ninety days delinquent.
CAPITAL RESOURCES
- -----------------
The Bank is subject to three capital to asset requirements in accordance with
OTS regulations. The following table is a summary of the Banks regulatory
capital requirements versus actual capital as of September 30, 1996:
<TABLE>
<CAPTION>
Actual Required Excess
amount/percent amount/percent amount/percent
--------------- --------------- ----------------
(dollars in thousands)
<S> <C> <C> <C> <C> <C> <C>
Tangible $12,113 13.10% $ 1,387 1.50% $ 10,726 11.60%
Core leverage capital 12,113 13.10 2,774 3.00 9,339 10.10
Risk-based capital 12,197 17.69 5,517 8.00 6,680 9.69
</TABLE>
<PAGE>
11
LIQUIDITY
- ---------
The Banks principal sources of funds are deposits, principal and interest
payments on loans, deposits in other insured institutions and investment
securities classified as available-for-sale. While scheduled loan repayments
and maturing investments are relatively predictable, deposit flows and early
loan prepayments are more influenced by interest rates, general economic
conditions and competition. Additional sources of funds may be obtained from
the FHLB of Des Moines by utilizing numerous available products to meet funding
needs.
The Bank is required to maintain minimum levels of liquid assets as defined by
regulations. The required percentage is currently 5% of net withdrawable
savings deposits and borrowings payable on demand or in one year or less. The
Bank has maintained its liquidity ratio at levels exceeding the minimum
requirement. The eligible liquidity ratios at September 30, 1996 and June 30,
1996 were 7.82% and 7.50%, respectively.
In light of the competition for deposits, the Bank may utilize the funding
sources of the FHLB to meet demand in accordance with the Banks growth plans.
The wholesale funding sources may allow the Bank to obtain a lower cost of
funding and create a more efficient liability match to the respective assets
being funded.
Subsequent to September 30, 1996, the Bank borrowed $4.0 million from CBES
Bancorp, Inc. Proceeds from the loan were used to pay down borrowings from the
FHLB.
For purposes of the cash flow statements, all short-term investments with a
maturity of three months or less at date of purchase are considered cash
equivalents. Cash and cash equivalents for the periods ended September 30, 1996
and 1995 were $7,982,000 and $4,477,000, respectively. The increase was
primarily due to a portion of the proceeds of the sale of common stock which
were invested in a money market demand account.
Net cash provided by operating activities decreased to $198,000 at September 30,
1996 from $1.1 million at September 30, 1995. The decrease was mainly due to a
decrease in proceeds from the sale of loans to $3.6 million for the three months
ended September 30, 1996 from $4.2 million for the three months ended September
30, 1995.
<PAGE>
12
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
-----------------
The holding company and the Bank are not involved in any pending legal
proceedings incident to the business of the holding company and the
Bank, which involve amounts in the aggregate which management believes
are material to the financial condition and results of operation.
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
------------------
None.
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
Exhibits
27 - Financial Data Schedule
<PAGE>
13
SIGNATURES
----------
Pursuant to the requirement 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.
CBES BANCORP, INC.
------------------
(Registrant)
Date: November 14, 1996
-------------------------------------
By: /s/ Larry E. Hermreck
-------------------------------------
Larry E. Hermreck
Chief Executive Officer and Secretary
(Duly Authorized Officer)
Date: November 14, 1996
-------------------------------------
By: /s/ Dennis D. Hartman
-------------------------------------
Dennis D. Hartman
Controller and Chief Financial Officer
(Principal Financial Officer)
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-END> SEP-30-1996
<CASH> 693,501
<INT-BEARING-DEPOSITS> 7,288,841
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 1,993,437
<INVESTMENTS-CARRYING> 100,000
<INVESTMENTS-MARKET> 100,000
<LOANS> 81,471,680
<ALLOWANCE> 400,000
<TOTAL-ASSETS> 96,716,316
<DEPOSITS> 65,643,571
<SHORT-TERM> 12,000,000
<LIABILITIES-OTHER> 886,853
<LONG-TERM> 0
0
0
<COMMON> 10,250
<OTHER-SE> 16,966,545
<TOTAL-LIABILITIES-AND-EQUITY> 96,716,136
<INTEREST-LOAN> 1,761,054
<INTEREST-INVEST> 32,712
<INTEREST-OTHER> 20,401
<INTEREST-TOTAL> 1,814,167
<INTEREST-DEPOSIT> 761,056
<INTEREST-EXPENSE> 940,490
<INTEREST-INCOME-NET> 873,677
<LOAN-LOSSES> 18,338
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 112,840
<INCOME-PRETAX> (36,723)
<INCOME-PRE-EXTRAORDINARY> (17,802)
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (17,802)
<EPS-PRIMARY> (.02)
<EPS-DILUTED> (.02)
<YIELD-ACTUAL> 8.25
<LOANS-NON> 427,563
<LOANS-PAST> 226,673
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 1,292
<ALLOWANCE-OPEN> 388,000
<CHARGE-OFFS> 13,158
<RECOVERIES> 6,819
<ALLOWANCE-CLOSE> 400,000
<ALLOWANCE-DOMESTIC> 400,000
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>