<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 September 30, 1997
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[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from __________ to __________
Commission File Number: 333-13583
First Georgia Community Corp.
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(Exact name of small business issuer as specified in its charter)
Georgia 58-2261088
- ------------------------------- -----------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
150 Covington Street, Jackson,Georgia 30223
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(Address of principal executive offices)
(770) 504-1090
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(Issuer's telephone number)
N/A
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(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
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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
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APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of November 1, 1997: 758,458
Transitional Small Business Disclosure Format (Check One) Yes No X
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FIRST GEORGIA COMMUNITY CORP. AND SUBSIDIARY
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INDEX
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Page
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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheet - September 30, 1997.............. 3
Consolidated Statements of Operations - Three and Nine
Months Ended September 30, 1997.......................... 4
Consolidated Statement of Cash Flows - Nine
Months Ended September 30, 1997.......................... 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 6 - Exhibits and Reports on Form 8-K....................... 8
Signatures...................................................... 9
2
<PAGE>
PART I - FINANCIAL INFORMATION
FINANCIAL STATEMENTS
FIRST GEORGIA COMMUNITY CORP. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEET
SEPTEMBER 30, 1997
(Unaudited)
<TABLE>
<CAPTION>
Assets
------
<S> <C>
Cash and due from banks $ 1,091,224
Federal funds sold 5,770,000
Loans 620,863
Less allowance for loan losses 6,000
--------------------
Loans, net 614,863
--------------------
Premises and equipment 1,932,890
Other assets 79,490
--------------------
Total assets $ 9,488,467
====================
Liabilities and Stockholders' Equity
------------------------------------
Deposits
Demand $ 873,532
Interest-bearing demand 624,562
Savings 81,593
Time 585,583
--------------------
Total deposits 2,165,270
Other liabilities 34,430
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Total liabilities 2,199,700
--------------------
Commitments and contingent liabilities
Stockholders' equity
Common stock, par value $5; 10,000,000 shares authorized; 758,458 shares issued 3,792,290
Capital surplus 3,754,816
Accumulated deficit (258,339)
--------------------
Total stockholders' equity 7,288,767
--------------------
Total liabilities and stockholders' equity $ 9,488,467
====================
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
<PAGE>
FIRST GEORGIA COMMUNITY CORP. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1997
(Unaudited)
<TABLE>
<CAPTION>
Three Months Nine Months
Ended Ended
September 30, September 30,
1997 1997
- ------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
Interest income
Loans $ 2,750 $ 2,750
Federal funds sold 79,583 179,279
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Total interest income 82,333 182,029
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Interest expense
Deposits 2,084 2,084
Other borrowings - 6,991
------------------- -------------------
Total interest expense 2,084 9,075
------------------- -------------------
Net interest income 80,249 172,954
Provision for loan losses 6,000 6,000
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Net interest income after provision for loan losses 74,249 166,954
------------------- -------------------
Other operating income 2,735 2,735
------------------- -------------------
Other expenses
Salaries and other employee benefits 110,522 199,641
Occupancy and equipment expenses 17,876 24,400
Other operating expenses 79,848 109,199
------------------- -------------------
208,246 333,240
------------------- -------------------
Net loss before income taxes (131,262) (163,551)
Income tax expense - -
------------------- -------------------
Net loss $ (131,262) $ (163,551)
=================== ===================
Net loss per share of common stock $ (0.17) $ (0.69)
=================== ===================
Weighted average shares outstanding 758,458 236,151
=================== ===================
Cash dividends per share of common stock $ - $ -
=================== ===================
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
<PAGE>
FIRST GEORGIA COMMUNITY CORP. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CASH FLOWS
NINE MONTHS ENDED SEPTEMBER 30, 1997
(Unaudited)
<TABLE>
<S> <C>
OPERATING ACTIVITIES
Net loss
$ (163,551)
Adjustments to reconcile net loss to net cash
used in operating activities:
Depreciation 6,200
Provision for loan losses 6,000
Increase in interest receivable (1,959)
Increase in interest payable 1,807
Other operating activities 36,549
-------------------
Net cash used in operating activities (114,954)
-------------------
INVESTING ACTIVITIES
Net increase in Federal funds sold (5,770,000)
Net increase in loans (620,863)
Purchase of premises and equipment (1,772,969)
-------------------
Net cash used in investing activities (8,163,832)
-------------------
FINANCING ACTIVITIES
Net increase in deposits 2,165,270
Repayment of advances from organizers (365,800)
Net proceeds from sale of common stock 7,104,443
-------------------
Net cash provided by financing activities 8,903,913
-------------------
Net increase in cash and due from banks 625,127
Cash and due from banks, beginning of period 466,097
-------------------
Cash and due from banks, end of period $ 1,091,224
===================
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid for:
Interest $ 7,268
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
<PAGE>
FIRST GEORGIA COMMUNITY CORP. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1. NATURE OF BUSINESS AND BASIS OF PRESENTATION
First Georgia Community Corp. (the Company) is a one-bank holding
company whose business is conducted by its wholly-owned subsidiary,
First Georgia Community Bank (the Bank). The Bank is a commercial
bank located in Jackson, Butts County, Georgia. The Company completed
the sale of its common stock and obtained all necessary regulatory
approvals to commence operations in August 1997. The Company sold a
total of $7,584,580 of its common stock and capitalized the Bank with
$6,500,000. The Bank commenced operations on September 8, 1997.
The 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 nine month period ended September
30, 1997 are not necessarily indicative of the results to be expected
for the full year.
NOTE 2. CURRENT ACCOUNTING DEVELOPMENTS
The Financial Accounting Standards Board has issued SFAS No. 128,
"Earnings Per Share". SFAS No. 128 establishes standards for
computing and presenting earnings per share (EPS) and applies to
entities with publicly held common stock or potential common stock.
This Statement simplifies the standards for computing earnings per
share previously found in APB Opinion No. 15, Earnings per Share, and
makes them comparable to international EPS standards. It replaces the
presentation of primary EPS with a presentation of basic EPS. It also
requires dual presentation of basic and diluted EPS on the face of
the income statement for all entities with complex capital structures
and requires a reconciliation of the numerator and denominator of the
basic EPS computation to the numerator and denominator of the diluted
EPS computation. The effective date of this statement is for
financial statements issued for periods ending after December 15,
1997. The adoption of this Statement is not expected to have a
material effect on earnings (losses) per share.
6
<PAGE>
FIRST GEORGIA COMMUNITY CORP. AND SUBSIDIARY
ITEM 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Financial Condition
- -------------------
As of September 30, 1997, the Company had total assets of $9.5 million. The
Company raised $7.6 million from the sale of its common stock and has received
$2.2 million in deposits since the commencement of operations on September 8,
1997. The Company has invested the proceeds from its stock sale and deposit
growth in Federal funds sold ($5.8 million), loans ($.6 million) and premises
and equipment ($1.9 million). The Company expects that loan and deposit growth
will be significant during its early periods of operations. This growth is not
uncommon for de novo banks.
Liquidity
- ---------
As of September 30, 1997, the Bank's liquidity ratio was far in excess of its
target ratio, due to its investment in Federal funds sold and other short-term
investments. As loan growth continues to increase, the Bank's liquidity will
decrease rapidly to levels more in line with its target ratio of 30%.
Capital
- -------
The minimum capital requirements for banks and bank holding companies require a
leverage capital to assets ratio of at least 4%, core capital to risk-weighted
assets ratio of at least 4%, and total capital to risk-weighted assets of at
least 8%. The Company and the Bank's capital ratios are far in excess of these
regulatory requirements. As asset growth continues, these ratios will decrease
rapidly to levels closer to, but still in excess of the regulatory minimum
requirements.
Results of Operations
- ---------------------
The Company commenced its operations on September 8, 1997. Prior to the
commencement, the Company was engaged in activities involving the formation of
the Company, selling its common stock and obtaining necessary regulatory
approvals. The Company incurred operating losses totaling $226,000 during its
organizational period ($95,000 in 1996 and $131,000 in 1997). The Company
incurred total organizational and stock issue costs of $109,000 of which $72,000
has been capitalized to be amortized over a period of sixty months, and $37,000
has been recorded as a reduction of capital surplus. Through the third quarter,
the Company has incurred additional operating losses of $32,000. The Company
expects that it will continue to incur operating losses during its first full
year of operations, until the increase in loans and other interest-earning
assets will generate the income necessary to cover interest expense and other
operating expenses.
The Company is not aware of any other 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.
7
<PAGE>
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits.
27. Financial Data Schedule.
(b) Reports on Form 8-K.
None.
8
<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.
FIRST GEORGIA COMMUNITY CORP.
(Registrant)
DATE: BY: /s/ John L. Coleman
------------------- ----------------------------------------
John L. Coleman. President and C.E.O.
(Principal Executive Officer)
DATE: BY: /s/ Elaine S. Kendrick
------------------- ----------------------------------------
Elaine S. Kendrick, Secretary
(Principal Financial and
Accounting Officer)
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 1,091,224
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 5,770,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 0
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 0
<LOANS> 620,863
<ALLOWANCE> 6,000
<TOTAL-ASSETS> 9,488,467
<DEPOSITS> 2,165,270
<SHORT-TERM> 0
<LIABILITIES-OTHER> 34,430
<LONG-TERM> 0
0
0
<COMMON> 3,792,290
<OTHER-SE> 3,496,477
<TOTAL-LIABILITIES-AND-EQUITY> 9,488,467
<INTEREST-LOAN> 2,750
<INTEREST-INVEST> 0
<INTEREST-OTHER> 179,279
<INTEREST-TOTAL> 182,029
<INTEREST-DEPOSIT> 2,084
<INTEREST-EXPENSE> 9,075
<INTEREST-INCOME-NET> 172,954
<LOAN-LOSSES> 6,000
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 333,240
<INCOME-PRETAX> (163,551)
<INCOME-PRE-EXTRAORDINARY> (163,551)
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (163,551)
<EPS-PRIMARY> (.69)
<EPS-DILUTED> 0
<YIELD-ACTUAL> 4.91
<LOANS-NON> 0
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 0
<CHARGE-OFFS> 0
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 6,000
<ALLOWANCE-DOMESTIC> 6,000
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
