<PAGE>
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
Mark One
[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES AND
EXCHANGE ACT OF 1934
For the quarterly period ended MARCH 31, 1999
-----------------------
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from __________ to __________
COMMISSION FILE NUMBER: 333-12293
Peoples Bancorp, Inc.
---------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
Georgia 58-2265412
- ---------------------------- ------------------------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
516 BANKHEAD HIGHWAY, CARROLLTON, GEORGIA 30117
---------------------------------------------------------
(Address of principal executive offices)
(770) 838-9608
----------------------------------------
(Issuer's telephone number)
N/A
-----------------------------------------------------------------------
(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) of 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 _________
-------
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by court.
Yes ________ No _________
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of
May 1, 1999: 800,000; $.01 par value.
Transitional Small Business Disclosure Format (Check One) Yes ____ No X
-----
1
<PAGE>
PEOPLES BANCORP, INC. AND SUBSIDIARY
- --------------------------------------------------------------------------------
INDEX
-----
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
CONSOLIDATED BALANCE SHEET - MARCH 31, 1999.................. 3
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE
INCOME - THREE MONTHS ENDED MARCH 31, 1999 AND 1998.......... 4
CONSOLIDATED STATEMENTS OF CASH FLOWS - THREE
MONTHS ENDED MARCH 31, 1999 AND 1998......................... 5
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS................... 6
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS................ 7
PART II. OTHER INFORMATION
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS... 14
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K...................... 14
SIGNATURES..................................................... 15
</TABLE>
2
<PAGE>
PART I - FINANCIAL INFORMATION
FINANCIAL STATEMENTS
PEOPLES BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEET
MARCH 31, 1999
(UNAUDITED)
<TABLE>
<CAPTION>
ASSETS
------
<S> <C>
Cash and due from banks $ 2,345,561
Interest-bearing deposits in banks 99,000
Securities available-for-sale, at fair value 11,971,401
Federal funds sold 2,710,600
Loans 19,319,496
Less allowance for loan losses 244,811
--------------------
Loans, net 19,074,686
--------------------
Premises and equipment 2,404,107
Other assets 339,759
--------------------
TOTAL ASSETS $ 38,945,113
====================
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
DEPOSITS
Noninterest-bearing demand $ 3,610,634
Interest-bearing demand 9,769,606
Savings 308,314
Time 17,053,130
--------------------
TOTAL DEPOSITS 30,741,684
Other liabilities 244,078
--------------------
TOTAL LIABILITIES 30,985,762
====================
COMMITMENTS AND CONTINGENT LIABILITIES
STOCKHOLDERS' EQUITY
Preferred stock, par value $.01; 1,000,000 shares
authorized;
none issued or outstanding -
Common stock, par value $.01; 10,000,000 shares authorized;
800,000 shares issued and outstanding 8,000
Capital surplus 7,970,587
Accumulated deficit (33,197)
Accumulated other comprehensive income 13,961
--------------------
TOTAL STOCKHOLDERS' EQUITY 7,959,351
--------------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 38,945,113
====================
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
3
<PAGE>
PEOPLES BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
AND COMPREHENSIVE INCOME
THREE MONTHS ENDED MARCH 31, 1999 AND 1998
(UNAUDITED)
<TABLE>
<CAPTION>
1999 1998
------------------- ------------------
<S> <C> <C>
INTEREST INCOME
Loans $ 473,292 $ 245,892
Taxable securities 151,633 121,935
Federal funds sold 32,127 50,628
Deposits in banks 2,354 990
------------------- ------------------
TOTAL INTEREST INCOME 659,406 419,445
------------------- ------------------
INTEREST EXPENSE ON DEPOSITS 318,152 158,109
------------------- ------------------
NET INTEREST INCOME 341,254 261,336
PROVISION FOR LOAN LOSSES 30,000 24,000
------------------- ------------------
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 311,254 237,336
------------------- ------------------
OTHER INCOME
SERVICE CHARGES ON DEPOSIT ACCOUNTS 15,676 8,155
GAIN ON SALES OF SECURITIES AVAILABLE-FOR-SALE 0 5,096
OTHER OPERATING INCOME 39,882 19,039
------------------- ------------------
TOTAL OTHER INCOME 55,558 32,290
------------------- ------------------
OTHER EXPENSES
Salaries and other employee benefits 163,914 137,307
Occupancy and equipment expenses, net (47,651) 14,643
Other operating expenses 127,028 90,391
------------------- ------------------
TOTAL OTHER EXPENSES 243,291 242,341
------------------- ------------------
INCOME BEFORE INCOME TAXES 123,521 27,285
INCOME TAX EXPENSE 11,370 -
------------------- ------------------
NET INCOME 112,151 27,285
------------------- ------------------
OTHER COMPREHENSIVE INCOME, NET OF TAX
Unrealized gains (losses) on securities available-for-sale
arising during period (37,819) 5,848
Less: reclassification adjustment for gains included
in net income - (5,096)
------------------- ------------------
Total other comprehensive income (loss) (37,819) 752
------------------- ------------------
COMPREHENSIVE INCOME $ 74,332 $ 28,037
=================== ==================
BASIC EARNINGS PER COMMON SHARE $ 0.14 $ 0.03
=================== ==================
DILUTED EARNINGS PER COMMON SHARE $ 0.14 $ 0.03
=================== ==================
CASH DIVIDENDS PER SHARE OF COMMON STOCK $ - $ -
=================== ==================
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
4
<PAGE>
PEOPLES BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED MARCH 31, 1999 AND 1998
(UNAUDITED)
<TABLE>
<CAPTION>
1999 1998
-------------------- ----------------------
<S> <C> <C>
OPERATING ACTIVITIES
Net income $ 112,151 $ 27,285
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 9,456 12,219
Provision for loan losses 30,000 24,000
Gain on sale of securities available-for-sale 0 (5,096)
Increase in interest receivable (13,028) (13,769)
Increase (decrease) in interest payable (7,476) 1,731
Other operating activities (9,491) (9,089)
-------------------- ----------------------
Net cash provided by operating activities 121,612 37,281
-------------------- ----------------------
INVESTING ACTIVITIES
(Increase) decrease in interest-bearing deposits in banks 99,000 (198,000)
Purchases of securities available-for-sale (1,717,419) (3,508,369)
Proceeds from sales of securities available-for-sale 0 1,003,125
Proceeds from maturities of securities available-for-sale 1,005,945 518,238
Net increase in Federal funds sold (1,260,442) (704,988)
Net increase in loans (1,257,846) (1,915,307)
Purchase of premises and equipment (34,402) (6,911)
-------------------- ----------------------
Net cash used in investing activities (3,165,164) (4,812,212)
-------------------- ----------------------
FINANCING ACTIVITIES
Net increase in deposits 4,350,543 4,575,284
-------------------- ----------------------
Net cash provided by financing activities 4,350,543 4,575,284
-------------------- ----------------------
Net increase (decrease) in cash and due from banks 1,306,991 (199,647)
Cash and due from banks at beginning of period 1,038,570 451,967
-------------------- ----------------------
Cash and due from banks at end of period $ 2,345,561 $ 252,320
==================== ======================
CASH FLOW INFORMATION
Cash paid during period for:
Interest $ 325,628 $ 156,378
Income taxes 45,922 $ -
NONCASH TRANSACTION
Net unrealized (gains) losses on securities $ 53,586 $ (752)
available-for-sale
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
5
<PAGE>
PEOPLES BANCORP, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1. BASIS OF PRESENTATION
The consolidated financial information included herein is unaudited;
however, such information reflects all adjustments (consisting solely
of normal recurring adjustments) which are, in the opinion of
management, necessary for a fair statement of results for the interim
period.
The results of operations for the three month period ended March 31,
1999 are not necessarily indicative of the results to be expected for
the full year.
NOTE 2. CURRENT ACCOUNTING DEVELOPMENTS
In June 1998, the Financial Accounting Standards Board issued SFAS No.
133, "Accounting for Derivative Instruments and Hedging Activities".
This statement is required to be adopted for fiscal years beginning
after June 15, 1999. However, the statement permits early adoption as
of the beginning of any fiscal quarter after its issuance. The
Company expects to adopt this statement effective January 1, 2000.
SFAS No. 133 requires the Company to recognize all derivatives as
either assets or liabilities in the balance sheet at fair value. For
derivatives that are not designated as hedges, the gain or loss must
be recognized in earnings in the period of change. For derivatives
that are designated as hedges, changes in the fair value of the hedged
assets, liabilities, or firm commitments must be recognized in
earnings or recognized in other comprehensive income until the hedged
item is recognized in earnings, depending on the nature of the hedge.
The ineffective portion of a derivative's change in fair value must be
recognized in earnings immediately. Management has not yet determined
what effect the adoption of SFAS No. 133 will have on the Company's
earnings or financial position.
There are no other recent accounting pronouncements that have had, or
are expected to have, a material effect on the Company's financial
statements.
6
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The following is management's discussion and analysis of certain
significant factors which have affected the financial position and
operating results of the Company and its bank subsidiary, Peoples Bank
of West Georgia, during the periods included in the accompanying
consolidated financial statements.
SPECIAL CAUTIONARY NOTICE REGARDING FORWARD LOOKING STATEMENTS
Certain of the statements made herein under the caption "Management's
Discussion and Analysis of Financial Condition and Results of
Operations" ("MD&A") are forward-looking statements for purposes of
the Securities Act of 1933, as amended (the "Securities Act") and the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), and
as such may involve known and unknown risks, uncertainties and other
factors which may cause the actual results, performance or
achievements of the Company to be materially different from future
results, performance or achievements expressed or implied by such
forward-looking statements. Such forward looking statements include
statements using the words such as "may," "will," "anticipate,"
"should," "would," "believe," "contemplate," "expect," "estimate,"
"continue," "may," "intend," or other similar words and expressions of
the future. Our actual results may differ significantly from the
results we discuss in these forward-looking statements.
These forward-looking statements involve risks and uncertainties and
may not be realized due to a variety of factors, including, without
limitation: the effects of future economic conditions; governmental
monetary and fiscal policies, as well as legislative and regulatory
changes; the risks of changes in interest rates on the level and
composition of deposits, loan demand, and the values of loan
collateral, securities, and other interest-sensitive assets and
liabilities; interest rate risks; the effects of competition from
other commercial banks, thrifts, mortgage banking firms, consumer
finance companies, credit unions, securities brokerage firms,
insurance companies, money market and other mutual funds and other
financial institutions operating in the Company's market area and
elsewhere, including institutions operating regionally, nationally,
and internationally, together with such competitors offering banking
products and services by mail, telephone, computer, and the Internet;
the possible effects of the Year 2000 issues on the Company.
Management's current assessment and estimates with respect to the
Company's Year 2000 compliance efforts and the impact of Year 2000
issues on the Company's business and operations have been included in
the MD&A. Various factors could cause actual plans and results to
differ materially from those contemplated by such assessments,
estimates and forward-looking statements, many of which are beyond the
control of the Company. Some of these factors include, but are not
limited to representations by the Company's vendors and
counterparties, technological advances, economic considerations, and
consumer perceptions. The Company's Year 2000 compliance program is an
ongoing process involving continual evaluation and may be subject to
change in response to new developments.
7
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
As of March 31, 1999, the liquidity ratio of the Bank, as determined
under guidelines established by regulatory authorities, was
satisfactory.
At March 31, 1999, the capital ratios of the Company and the Bank were
adequate based on regulatory minimum capital requirements. The minimum
capital requirements and the actual capital ratios for the Company and
the Bank are as follows:
<TABLE>
<CAPTION>
ACTUAL
----------------------------------
PEOPLES BANK
PEOPLES OF WEST REGULATORY
BANCORP, INC. GEORGIA REQUIREMENT
---------------- --------------- -------------
<S> <C> <C> <C>
Leverage capital ratios 22.02% 16.77% 4.00%
Risk-based capital ratios:
Core capital 36.08 27.58 4.00
Total capital 37.19 28.70 8.00
</TABLE>
As the Company continues to grow, the capital ratios will decrease to
levels closer to, but still in excess of regulatory minimum
requirements.
FINANCIAL CONDITION
Following is a summary of the Company's balance sheets for the periods
indicated:
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
1999 1998 INCREASE (DECREASE)
----------------- ------------------- -----------------------------------
(DOLLARS IN THOUSANDS) AMOUNT PERCENT
------------------------------------------ ---------------- ------------
<S> <C> <C> <C> <C>
Cash and due from banks $ 2,346 $ 1,039 $ 1,307 125.79%
Interest-bearing deposits in banks 99 198 (99) (50.00)
Securities 11,971 11,313 658 5.82
Federal funds sold 2,710 1,450 1,260 86.90
Loans 19,075 17,847 1,228 6.88
Premises and equipment 2,404 2,379 25 1.05
Other assets 340 297 43 14.48
----------------- ------------------- ----------------
$ 38,945 $ 34,523 $ 4,422 12.81
================= =================== ================
Deposits $ 30,742 $ 26,391 $ 4,351 16.49%
Other liabilities 244 247 (3) (1.21)
Stockholders' equity 7,959 7,885 74 0.94
----------------- ------------------- ----------------
$ 38,945 $ 34,523 $ 4,422 12.81
================= =================== ================
</TABLE>
8
<PAGE>
As indicated in the above table, the Company's total assets grew at a rate of
12.81%. Continued strong deposit growth of 16.49% was invested in loans,
securities, and Federal funds sold. The Company's loan to deposit ratio has
decreased from 68.44% at December 31, 1998 to 62.85% at March 31, 1999 as
deposit growth outpaced new loan demand during the first quarter.
RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1999 AND 1998
Following is a summary of the Company's operations for the periods indicated.
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
-------------------------------------
1999 1998 INCREASE (DECREASE)
----------------- --------------- -------------------------------
(DOLLARS IN THOUSANDS) AMOUNT PERCENT
------------------------------------- -------------------------------
<S> <C> <C> <C> <C>
Interest income $ 659 $ 419 $ 240 57.28%
Interest expense 318 158 160 101.27
Net interest income 341 261 80 30.65
Provision for loan losses 30 24 6 25.00
Other income 56 32 24 42.86
Other expense 244 242 2 0.83
Pretax income 123 27 96 355.56
Income taxes 11 - 11 -
Net income 112 27 85 314.81
</TABLE>
As indicated in the above table, the Company's net interest income has increased
by $80,000 during the first quarter of 1999 as compared to the same period in
1998. The Company's net interest margin decreased to 4.17% during the first
quarter of 1999 as compared to 4.35% for the previous year. The increase in net
interest income is due primarily to the increased volume of average interest-
earning assets. The decrease in the net interest margin is due to the
significant deposit growth that has outpaced new loan demand.
The provision for loan losses increased by $6,000 during the first quarter of
1999 as compared to the same period in 1998. This increase is due primarily to
the net loan growth. The Company's reserve for loan losses amounted to 1.27% at
March 31, 1999 as compared to 1.19% at December 31, 1998. The allowance for
loan losses is maintained at a level that is deemed appropriate by management to
adequately cover all known and inherent risks in the loan portfolio.
Management's evaluation of the loan portfolio includes a continuing review of
loan loss experience, current economic conditions which may affect the
borrower's ability to repay and the underlying collateral value.
9
<PAGE>
Information with respect to nonaccrual, past due and restructured loans at March
31, 1999 and 1998 is as follows:
<TABLE>
<CAPTION>
MARCH 31,
---------------------------------------
1999 1998
----------------- -----------------
(DOLLARS IN THOUSANDS)
---------------------------------------
<S> <C> <C>
Nonaccrual loans $ 20 $ -
Loans contractually past due ninety days or more as to interest
or principal payments and still accruing - -
Restructured loans - -
Loans, now current about which there are serious doubts as to the
ability of the borrower to comply with loan repayment terms - -
Interest income that would have been recorded on nonaccrual
and restructured loans under original terms 1 -
Interest income that was recorded on nonaccrual and restructured loans - -
</TABLE>
It is the policy of the Bank to discontinue the accrual of interest income when,
in the opinion of management, collection of such interest becomes doubtful. This
status is accorded such interest when (1) there is a significant deterioration
in the financial condition of the borrower and full repayment of principal and
interest is not expected and (2) the principal or interest is more than ninety
days past due, unless the loan is both well-secured and in the process of
collection.
Loans classified for regulatory purposes as loss, doubtful, substandard, or
special mention that have not been included in the table above do not represent
or result from trends or uncertainties which management reasonably expects will
materially impact future operating results, liquidity or capital resources.
These classified loans do not represent material credits about which management
is aware of any information which causes management to have serious doubts as to
the ability of such borrowers to comply with the loan repayment terms.
10
<PAGE>
Information regarding certain loans and allowance for loan loss data through
March 31, 1998 and 1997 is as follows:
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
----------------------------------------
1999 1998
----------------- -----------------
(DOLLARS IN THOUSANDS)
----------------------------------------
<S> <C> <C>
Average amount of loans outstanding $ 18,863 $ 9,626
================= =================
Balance of allowance for loan losses at beginning of period $ 215 $ 101
================= =================
Loans charged off
Commercial and financial $ - $ -
Real estate mortgage - -
Instalment - 5
----------------- -----------------
- 5
----------------- -----------------
Loans recovered
Commercial and financial - -
Real estate mortgage - -
Instalment - 5
----------------- -----------------
- 5
----------------- -----------------
Net charge-offs - -
----------------- -----------------
Additions to allowance charged to operating expense during period 30 24
----------------- -----------------
Balance of allowance for loan losses at end of period $ 245 $ 125
================= =================
Ratio of net loans charged off during the period to
average loans outstanding -% -%
================= =================
</TABLE>
Other income has increased during the first quarter of 1999 as compared to the
same period in 1998 by $23,000 due primarily to increased service charges of
$8,000 and mortgage loan origination fees of $19,000.
Other expenses increased during the first quarter of 1999 as compared to the
same period in 1998 by $2,000 due primarily to increased salaries and employee
benefits of $27,000 and other operating expenses of $37,000. These increases
were substantially offset by reduced net equipment and occupancy expenses of
$62,000. The Company purchased in 1998 an existing 24,000 square foot building
in downtown Carrollton, Georgia for its future banking facilities. The sellers
of the building occupied the building during the first quarter of 1999 and paid
the Company $62,000 in rents. The sellers have now vacated the premises. The
Company expects to generate rent of $3,000 to $5,000 during the remainder of
1999 from other tenants.
The Company is now anticipating moving into its new facilities during the third
quarter of 1999. The Company has also entered into a contractual agreement to
sell its current banking facilities with an independent third party for
$332,000. This agreement will have no significant effect on earnings.
The Company has recorded its first ever income tax provision of $11,000 for the
first quarter of 1999 due to the utilization of the net operating loss
carryover.
11
<PAGE>
Year 2000 Disclosures
- ---------------------
The Situation: As the Year 2000 rapidly approaches, we recognize that not all
systems are prepared for the next millennium. Information systems will undergo
a date transition that will present some major challenges to the information
technology industry. No country, government, business, or person is immune from
the potential effects of Year 2000 problems. Many programs and systems will not
operate correctly unless they are reprogrammed to accommodate the new century.
For a bank, Year 2000 problems could be devastating if interest accruals for
loans and deposits are not calculated properly. A system crash could result in
a disruption of business which in turn could cause the bank to lose a
significant portion of its customer base, either of which could result in
material adverse consequences for the Company.
The Company has chosen to address the Year 2000 problems by forming a project
team consisting of all personnel. The project manager is the chief operating
officer, who reports to the Executive Committee and Board. This team has been
charged with the responsibility of assessing the problem, overseeing corrective
action, as well as testing the Year 2000 readiness of all equipment, software,
and applications after upgrades have been made.
Readiness: The team distinguished between critical and non critical systems.
Mission-critical systems have priority attention. These systems are: core
processing system, both hardware and software; automated new accounts and loan
document preparation software; ATM processor; network server; and personal
computers. As of December 31, 1998, all personal computers and the network
server have been tested and certified by an outside firm to be Year 2000
standard. The Company upgraded to a new core processing system and an outside
service provider which was successfully installed on February 4, 1999. Proxy
testing for this system has been completed successfully.
Since the Company relies on other outside vendors for many services such as
electricity, phone service, water, gas, bond accounting, accounts payable, and
other related forms, a questionnaire has been sent to each of these vendors.
Questionnaires are in the process of being obtained and evaluated.
Contingency Plans: Due to the critical nature of the core processing system and
automated platform for new accounts and loan document preparation, the Company
has developed contingency plans and also adopted the contingency plan of the
outside provider. Contingency plans have also been developed in the event of
disruption of service due to power outage, etc. The contingency plan will be
tested in the fourth quarter.
Costs: After the assessment phase, the Board of Directors approved a budget of
$35,000 to address the Year 2000 issue, mainly new hardware. This budget is
subject to continuous review and amendment. Management does not expect the cost
of remediation to vary significantly from the present budget.
Customer Awareness and Preparedness: the Company took an early stance in
communicating with our customers and the community in general about the Year
2000 issue. The Company has sponsored a Y2K conference addressing the present
state of compliance, impact on small business, and legal and insurance issues.
Messages and brochures have been sent to our customers. This will be a
continued concentration throughout 1999.
12
<PAGE>
Credit Risk: Loan customers could also experience business interruptions which
could affect their ability to repay debts owed to the Company resulting in
adverse bank performance. Action has been taken by the Company's senior credit
officer to evaluate the current commercial relationships and is continuing with
the assessment of each new commercial relationship.
Liquidity Risk: Management and the Board of the Company realize that due to
many factors, consumers may withdraw extra amounts of money which could result
in a liquidity issue for the Company. The liquidity policy of the Company is
being revised to accommodate this issue. This will be closely monitored
throughout 1999, with extra emphasis placed during the fourth quarter.
The Company is not aware of any known trends, events or uncertainties, other
than the effect of events as described above, that will have or that are
reasonably likely to have a material effect on its liquidity, capital resources
or operations. The Company is also not aware of any current recommendations by
the regulatory authorities which, if they were implemented, would have such an
effect.
13
<PAGE>
PART II - OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits.
27. Financial Data Schedule.
(b) Reports on Form 8-K.
None.
14
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
PEOPLES BANCORP, INC.
(Registrant)
DATE: May 14, 1999 BY: /s/ Timothy I. Warren
--------------------- ------------------------------------------
Timothy I. Warren. President and C.E.O.
(Principal Executive Officer)
DATE: May 14, 1999 BY: /s/ Elaine B. Lovvorn
--------------------- ------------------------------------------
Elaine B. Lovvorn, Secretary and Treasurer
(Principal Financial and Accounting
Officer)
15
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> MAR-31-1999
<CASH> 2,345,561
<INT-BEARING-DEPOSITS> 99,000
<FED-FUNDS-SOLD> 11,971,401
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 2,710,600
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 0
<LOANS> 19,319,496
<ALLOWANCE> 244,811
<TOTAL-ASSETS> 38,945,113
<DEPOSITS> 30,741,684
<SHORT-TERM> 0
<LIABILITIES-OTHER> 244,078
<LONG-TERM> 0
0
0
<COMMON> 8,000
<OTHER-SE> 7,951,351
<TOTAL-LIABILITIES-AND-EQUITY> 38,945,113
<INTEREST-LOAN> 473,292
<INTEREST-INVEST> 151,633
<INTEREST-OTHER> 34,481
<INTEREST-TOTAL> 659,406
<INTEREST-DEPOSIT> 318,152
<INTEREST-EXPENSE> 318,152
<INTEREST-INCOME-NET> 341,254
<LOAN-LOSSES> 30,000
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 243,291
<INCOME-PRETAX> 123,521
<INCOME-PRE-EXTRAORDINARY> 112,151
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 112,151
<EPS-PRIMARY> 0.14
<EPS-DILUTED> 0.14
<YIELD-ACTUAL> 4.17
<LOANS-NON> 20,000
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 215,000
<CHARGE-OFFS> 0
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 245,000
<ALLOWANCE-DOMESTIC> 245,000
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
