<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 25049
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1999
[_] 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 ____________
ANSON BANCORP, INC.
-------------------
(EXACT NAME OF SMALL BUSINESS ISSUER AS SPECIFIED IN ITS CHARTER)
NORTH CAROLINA 56-2073894
-------------- ----------
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER IDENTIFICATION NO.)
INCORPORATION OR ORGANIZATION)
211 SOUTH GREENE STREET/POST OFFICE BOX 249
WADESBORO, NORTH CAROLINA 28170
-------------------------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICE) (ZIP CODE)
(704) 694-2122
--------------
(ISSUERS TELEPHONE NUMBER)
N/A
---
(FORMER NAME, FORMER ADDRESS AND FORMER FISCAL YEAR, IF CHANGED SINCE LAST
REPORT)
INDICATE BY CHECK X WHETHER THE ISSUER (1) HAS 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 _____
---
AS OF APRIL 30, 1999 THERE WERE ISSUED AND OUTSTANDING 585,124 SHARES OF THE
REGISTRANT'S COMMON STOCK, NO PAR VALUE
TRANSITIONAL SMALL BUSINESS DISCLOSURE FORMAT: YES _____ NO X
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<PAGE>
ANSON BANCORP, INC. AND SUBSIDIARY
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TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
PART 1. FINANCIAL STATEMENTS
<S> <C>
Item 1. Financial Statements
Condensed statements of financial condition at June 30, 1998
and March 31, 1999 (unaudited)...................................... 1
Condensed statements of income for the three months ended
March 31, 1998 and 1999 (unaudited)................................. 2
Condensed statements of income for the nine months ended
March 31, 1998 and 1999 (unaudited)................................. 3
Condensed statements of cash flows for the nine months ended
March 31, 1998 and 1999 (unaudited)................................. 4
Notes to condensed financial statements................................ 5
Item 2. Management's Discussion and Analysis of Financial Condition and
and Results of Operations........................................... 7
PART II. OTHER INFORMATION
Item 1. Legal Proceedings................................................ 10
Item 2. Changes in Securities............................................ 10
Item 3. Defaults upon Senior Securities.................................. 10
Item 4. Submission of Matters to a Vote of Security Holders.............. 10
Item 5. Other Information................................................ 10
Item 6. Exhibits and Reports on Form 8-K................................. 10
SIGNATURES.................................................................... 11
</TABLE>
This Form 10Q contains forward-looking statements consisting of estimates with
respect to the financial condition, results of operations and other business of
Anson Bancorp, Inc. that are subject to various factors which could cause actual
results to differ materially from those estimates. Factors which could
influence the estimates include changes in the national, regional and local
market conditions, legislative and regulatory conditions, and an adverse
interest rate environment.
<PAGE>
ANSON BANCORP, INC. AND SUBSIDIARY
CONDENSED STATEMENTS OF FINANCIAL CONDITION (UNAUDITED)
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<TABLE>
<CAPTION>
June 30, March 31,
------------ ------------
1998 1999
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(Note 2) (Unaudited)
<S> <C> <C>
ASSETS
Cash and cash equivalents, including federal funds sold $ 6,433,565 $ 3,424,766
Securities held to maturity, at amortized cost 6,307,425 8,849,786
Securities available for sale, at fair value 433,000 511,000
Loans receivable, net 11,515,484 11,668,048
Accrued interest receivable 100,158 120,877
Property and equipment, net 207,665 289,903
Prepaid expenses and other assets 68,985 78,802
----------- -----------
Total assets $25,066,282 $24,943,182
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Deposits $15,439,963 $15,169,885
Accounts payable and accrued expenses 133,066 62,423
Deferred income taxes 111,000 147,117
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Total liabilities 15,684,029 15,379,425
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STOCKHOLDERS' EQUITY
Capital stock 5,424,815 5,424,815
Unrealized gain on securities available for sale, net of tax 279,430 332,000
Retained earnings, substantially restricted 3,678,008 3,806,942
----------- -----------
Total stockholders' equity 9,382,253 9,563,757
----------- -----------
Total liabilities and stockholders' equity $25,066,282 $24,943,182
=========== ===========
</TABLE>
See Notes to Condensed Financial Statements.
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<PAGE>
ANSON BANCORP, INC. AND SUBSIDIARY
CONDENSED STATEMENTS OF INCOME (UNAUDITED)
FOR THE THREE MONTHS ENDED
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<TABLE>
<CAPTION>
March 31,
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1998 1999
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<S> <C> <C>
INTEREST AND DIVIDEND INCOME
Interest and fees on loans $237,139 $224,644
Interest on investments and deposits in other banks 123,059 161,783
-------- --------
Total interest and dividend income 360,198 386,427
INTEREST EXPENSE ON DEPOSITS 204,493 172,427
-------- --------
Net interest income 155,705 214,000
PROVISION FOR LOAN LOSSES 1,000 -
-------- --------
Net interest income after provision for loan losses 154,705 214,000
NONINTEREST INCOME 101 55
NONINTEREST EXPENSE
Compensation and employee benefits 65,818 78,482
Federal insurance premiums 2,583 2,305
Data processing 10,377 12,756
Legal and professional fees 8,730 5,917
Examinations and audit - 11,091
Occupancy including depreciation 6,304 5,662
Other 25,810 29,401
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Total noninterest expense 119,622 145,614
-------- --------
Income before income taxes 35,184 68,441
INCOME TAXES 7,000 26,000
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Net income $ 28,184 $ 42,441
======== ========
Basic earnings per share (Note 3) $ N/A $.07
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Diluted earnings per share (Note 3) $ N/A $.07
======== ========
Dividends per share $ 0 $ 0
======== ========
</TABLE>
See Notes to Condensed Financial Statements.
-2-
<PAGE>
ANSON BANCORP, INC. AND SUBSIDIARY
CONDENSED STATEMENTS OF INCOME (UNAUDITED)
For the nine months ended
<TABLE>
<CAPTION>
March 31,
---------------------
1998 1999
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<S> <C> <C>
INTEREST AND DIVIDEND INCOME
Interest and fees on loans $ 712,522 $ 686,546
Interest on investments and deposits in other banks 365,806 498,229
---------- ----------
Total interest and dividend income 1,078,328 1,184,775
INTEREST EXPENSE ON DEPOSITS 616,359 543,411
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Net interest income 461,969 641,364
PROVISION FOR LOAN LOSSES 1,000 2,000
---------- ----------
Net interest income after provision for loan losses 460,969 639,364
---------- ----------
NONINTEREST INCOME 4,370 2,442
NONINTEREST EXPENSE
Compensation and employee benefits 200,003 237,630
Federal insurance premiums 7,811 7,105
Data processing 26,223 30,618
Legal and professional fees 17,460 43,284
Examinations and audit 7,910 26,762
Occupancy including depreciation 16,784 16,135
Other 74,985 96,338
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Total noninterest expense 351,176 457,872
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Income before income taxes 114,163 183,934
INCOME TAXES 24,000 55,000
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Net income $ 90,163 $ 128,934
========== ==========
Basic earnings per share (Note 3) $ N/A $.22
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Diluted earnings per share (Note 3) $ N/A $.22
========== ==========
Dividends per share $ 0 $ 0
========== ==========
</TABLE>
See Notes to Condensed Financial Statements.
-3-
<PAGE>
ANSON BANCORP, INC. AND SUBSIDIARY
CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR THE NINE MONTHS ENDED
<TABLE>
<CAPTION>
March 31,
-------------------------
1998 1999
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<S> <C> <C>
OPERATING ACTIVITIES
Net income $ 90,163 $ 128,934
Adjustments to reconcile net income to net cash provided
by operating activities
Provision for loan losses 1,000 2,000
Provision for depreciation 12,345 13,320
Deferred income taxes (11,322) 10,687
Changes in operating assets and liabilities
Interest receivable (8,538) (20,719)
Prepaid expenses and other assets (104,894) (9,817)
Accounts payable and accrued expenses 105,656 (70,643)
---------- -----------
Net cash provided by operating activities 84,410 53,762
INVESTING ACTIVITIES
Net decrease (increase) in loans receivable 236,670 (154,564)
Net increase in investments held to maturity (908,237) (2,542,361)
Investment in property and equipment - (95,558)
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Net cash used for investing activities (671,567) (2,792,483)
FINANCING ACTIVITIES
Net increase (decrease) in savings deposits 213,459 (270,078)
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Net decrease in cash and cash equivalents (373,698) (3,008,799)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 4,640,610 6,433,565
---------- -----------
CASH AND CASH EQUIVALENTS, END OF PERIOD $4,266,912 $ 3,424,766
========== ===========
</TABLE>
See Notes to Condensed Financial Statements.
-4-
<PAGE>
ANSON BANCORP, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
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NOTE 1 - NATURE OF BUSINESS
Anson Bancorp, Inc. (the "Company") was incorporated under the laws of the
State of North Carolina in 1998 for the purpose of becoming the bank
holding company of Anson Savings Bank (the "Bank" or "Anson Savings Bank")
in connection with the Bank's conversion from a state chartered savings
bank to a state chartered stock savings bank, pursuant to its amended and
restated Plan of Conversion. The Company has no operations and conducts no
business other than owning the Bank and investing its portion of the net
proceeds received in the conversion.
The principal business of the Bank is accepting deposits from the general
public and using those deposits and other sources of funds to make loans
secured by real estate and other forms of collateral located in the Bank's
primary market area of Anson County in North Carolina.
Anson Savings Bank's results of operations depend primarily on its net
interest income, which is the difference between interest income from
interest-earning assets and interest expense on interest-bearing
liabilities. The Bank's operations are also affected by noninterest income,
such as miscellaneous income from loans, and other sources of revenue. The
Bank's principal operating expenses, aside from interest expense, consist
of compensation and associated benefits, federal deposit insurance
premiums, occupancy costs, furniture and fixture expense, data processing
charges, and other general and administrative expenses.
NOTE 2 - BASIS OF PRESENTATION
The accompanying unaudited condensed financial statements (except for the
condensed consolidated statement of financial condition at June 30, 1998,
which has been taken from the audited financial statements at that date)
have been prepared in accordance with generally accepted accounting
principles for interim financial information and with the instructions to
Form 10-QSB of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of management,
all adjustments (none of which were other than normal recurring accruals)
necessary for a fair presentation of the financial position and results of
operations for the periods presented have been included. The Company was
not an operating company and did not engage in any significant business
until June 1998. The results of operations for the nine months ended March
31, 1999 are not necessarily indicative of the results of operations that
may be expected for the year ended June 30, 1999. The accounting policies
followed are as set forth in Note 1 of the Notes to Financial Statements in
the 1998 annual report of the Company.
NOTE 3 - EARNINGS PER SHARE
Earnings per share are not applicable for the nine months ended March 31,
1998 because Anson Savings Bank did not complete its conversion to stock
form until June 19, 1998. Basic earnings per share for the three months and
nine months ended March 31, 1999 are based on unaudited net income earned
divided by the weighted average number of shares outstanding during the
period. During the period reported there were no dilutive securities
outstanding, therefore, basic and diluted earnings per share are the same.
-5-
<PAGE>
ANSON BANCORP, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
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NOTE 4 - SUBSEQUENT EVENT AND PLAN OF CONVERSION
On June 19, 1998, pursuant to a plan of conversion which was approved by
its members and regulators, Anson Savings Bank converted from a state
chartered mutual savings bank to a state chartered stock savings bank and
became a wholly owned subsidiary of the Company, which was formed to
acquire all of the common stock of the Company, which upon its conversion
to stock form. The closing of the offering occurred on June 19, 1998 and
resulted in the issuance of 585,124 shares of common stock at a price of
$10 per share for proceeds of $5,424,815 (net of $426,425 in offering
costs). The Company transferred $2,712,408 of the net proceeds to Anson
Savings Bank for purchase of all of the common stock of the Bank.
NOTE 5 - YEAR 2000
The Company recognizes that there is a business risk in computerized
systems as the calendar rolls over into the next century. The Federal
Financial Institutions Examination Council (FFIEC) issued an interagency
statement on May 5, 1997 outlining five phases for institutions to
effectively manage the Year 2000 challenge. The phases were: Awareness,
Assessment, Renovation, Validation, and Implementation. The FFIEC
encouraged institutions to have all critical applications identified and
priorities set by December 31, 1997 and to have renovation work largely
completed and testing well underway by December 31, 1998. The Company has
an ongoing program designed to ensure that its operational and financial
systems will not be adversely affected by Year 2000 software failures, due
to processing errors arising from calculations using the Year 2000 date.
The Board of Directors and management of the Company have established Year
2000 compliance as a strategic initiative. While the Company believes that
it has available resources to assure Year 2000 compliance, it is to some
extent dependent on vendor cooperation. At the present time, the Company's
most critical applications have been updated and installed. Currently, the
Company is testing these systems and should have any problems reconciled by
June 30, 1999.
At this time, the Company has not fully determined the cost of making
modifications to correct any Year 2000 problems; however, equipment and
software expenses are not expected to materially differ from past results.
The Company routinely upgrades and purchases technologically advanced
software and hardware on a continual basis and expects to specifically
evaluate and test such purchases for Year 2000 compliance.
NOTE 6 - COMPREHENSIVE INCOME
On July 1, 1998, the Company adopted Statement of Financial Accounting
Standards No. 130, "Reporting Comprehensive Income" (SFAS 130). This
statement provides standards for reporting comprehensive income.
Comprehensive income is defined as the change in equity (net assets) during
a period from non-owner sources. The purpose of reporting comprehensive
income is to report a measure of all changes in equity that result from
recognized transactions and other economic events of the period others than
transactions with owners in their capacity as owners. Prior to the issuance
of SFAS 130, some of those changes in equity were displayed in a statement
that reports the results of operations, while other were included directly
in balances within a separate component of equity in a statement of
financial position. This statement does not change or modify the reporting
or display in the statement of operations.
Comprehensive income for the Company includes the Company's net income and
unrealized gains on securities available for sale (other comprehensive
income). Total comprehensive income (loss) for the periods presented
amounted to $182,000 and $181,000 for the nine months ended March 31, 1999
and 1998, respectively, and ($5,000) and $60,000 for the three months ended
March 31, 1999 and 1998, respectively.
-6-
<PAGE>
ANSON BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
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COMPARISON OF FINANCIAL CONDITION AT MARCH 31, 1999 AND JUNE 30, 1998
Total assets of ANSON BANCORP, INC AND SUBSIDIARY. amounted to $24.94
million at March 31, 1999, compared to $25.07 million at June 30, 1998. The
decrease from June 30, 1998 to March 31, 1999 is primarily attributed to
the decrease in cash equivalents. Accounts payable and accrued expenses
decreased approximately $70,000 from June 30, 1998 to March 31, 1999. This
decrease is due primarily to expenses accrued and subsequently paid related
to the Bank's conversion to a state chartered stock savings bank.
The principal category of earnings assets is loans receivable which
amounted to $11.67 million and $11.52 million at March 31, 1999 and June
30, 1998, respectively. Loan originations for the nine months ended March
31, 1999 totaled $2.13 million and were funded by loan principal repayments
of $1.98 million as the loan portfolio increased by $153,000. Loan
originations for the year ended June 30, 1998 totaled $2.92 million and
principal repayments for 1998 totaled $2.82 million. The Company maintains
underwriting and credit standards designed to maintain the quality of the
loan portfolio. Nonperforming loans at March 31, 1999 and June 30, 1998
totaled $183,000 and $179,000, respectively and comprised 1.57% and 1.55%
of total loans, respectively. During the quarter ended March 31, 1999 the
Bank began offering consumer loans to its customers. These loans amounted
to $90,000 or approximately 0.8% of loans receivable at March 31, 1999.
In addition to loans, the Company invests in U.S. Treasury and Government
Agency securities. Management does not engage in the practice of trading
securities, rather, the Company's investment portfolio consists primarily
of investments designated and held to maturity. Investment securities,
including interest-bearing deposits and Federal Home Loan Bank stock, at
March 31, 1999 and June 30, 1998 totaled $12.63 million and $12.95 million,
respectively. The decrease in investments is primarily attributed to the
decrease in savings deposits during the period.
The Company has experienced some decrease in savings deposits. At March 31,
1999, Anson's deposits decreased approximately $270,000 compared to June
30, 1998. Anson has priced its deposits in a fashion to be at or near the
top of the market because of its dependence on the local market for funds
availability.
The Company's equity, which consists entirely of retained earnings, capital
stock and unrealized gains on securities available for sale, net of tax,
amounted to $9.56 million and $9.38 million at March 31, 1999 and June 30,
1998, respectively. The Company has classified a portion of its investments
as available for sale which requires reporting such investments at fair
market value with unrealized gains or losses, net of tax, shown as a
separate component of equity. The equity component for net unrealized gains
at March 31, 1999 and June 30, 1998 amounted to $332,000 and $279,000,
respectively.
The Bank is currently in the process of installing and testing the
necessary accounting systems to offer checking accounts to its customers.
The Bank anticipates it will begin offering these services during the
fourth quarter of the fiscal year ended June 30, 1999.
COMPARISON OF RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1999
AND 1998
NET INCOME. The Company's net income for the three months ended March 31,
1999 and 1998 was $42,500 and $28,000, respectively. Net income was
positively affected by increases in interest income from investments and
increases in capital raised from the sale of stock.
-7-
<PAGE>
ANSON BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
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NET INTEREST INCOME. Net interest income has increased by 38% to $214,000
for the three months ended March 31, 1999 from $155,000 for the three
months ended March 31, 1998. This increase in net interest income reflects
an increase in investment income from the capital raised from the sale of
stock.
NONINTEREST INCOME. Noninterest income consists primarily of fees related
to safe deposit boxes and other miscellaneous income and amounted to less
than $1,000 for the three months ended March 31, 1999 and 1998,
respectively.
NONINTEREST EXPENSE. Noninterest expense consisted primarily of operating
expenses for compensation and employee benefits, occupancy, federal deposit
insurance premiums, data processing charges and other operating expenses.
Noninterest expense increased to $146,000 from $120,000 for the three
months ended March 31, 1999 and 1998, respectively. The increase is
primarily due to the costs associated with operating as a public company
and costs associated with one additional employee. The Bank anticipates
that its noninterest expense may increase in the future because of costs
associated with compensation, costs associated with operating as a publicly
held company, and with purchasing the computer equipment necessary for Year
2000 compliance.
INCOME TAXES. Income tax expense was $26,000 and $7,000 for the three
month periods ended March 31, 1999 and 1998, respectively. The fluctuations
were primarily attributable to corresponding fluctuations in income before
income taxes.
COMPARISON OF RESULTS OF OPERATIONS FOR THE NINE MONTHs ENDED MARCH 31, 1999 AND
1998
NET INCOME. The Company's net income for the nine months ended March 31,
1999 and 1998 was approximately $129,000 and $90,000, respectively. The
increase in net income was primarily due to the increase in investments and
increase in capital from the sale of stock.
NET INTEREST INCOME. Net interest income has increased 39% to $639,000 for
the nine months ended March 31, 1999 from $461,000 for the nine months
ended March 31, 1998. This increase is due to the increase in investment
income from the capital raised from the sale of stock.
NONINTEREST INCOME. Noninterest income consists primarily of fees related
to safe deposit boxes and other miscellaneous items and amounted to $2,500
and $4,000 for the nine months ended March 31, 1999 and 1998, respectively.
NONINTEREST EXPENSE. Noninterest expense consisted primarily of operating
expenses for compensation and employee benefits, occupancy, federal deposit
insurance premiums, data processing charges and other operating expenses.
Noninterest expense increased to $458,000 from $351,000 for the nine months
ended March 31, 1999 and 1998, respectively. The increase is primarily due
to the costs associated with operating as a public company and costs
associated with one additional employee. The Bank anticipates that its
noninterest expense may increase in the future because of costs associated
with compensation, costs associated with operating as a publicly held
company, and with purchasing the computer equipment necessary for Year 2000
compliance.
INCOME TAXES. Income tax expense was $55,000 and $24,000 for the nine month
periods ended March 31, 1999 and 1998, respectively. The fluctuations were
primarily attributable to corresponding fluctuations in income before
income taxes.
-8-
<PAGE>
ANSON BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
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CAPITAL RESOURCES AND LIQUIDITY
The term "liquidity" generally refers to an organization's ability to
generate adequate amounts of funds to meet its needs for cash. More
specifically for financial institutions, liquidity ensures that adequate
funds are available to meet deposit withdrawals, fund loan and capital
expenditure commitments, maintain reserve requirements, pay operating
expenses and provide funds for debt service, dividends to stockholders and
other institutional commitments. Funds are primarily provided through the
sale or maturity of investments, the ability to raise equity capital, or
maintenance of shorter term interest-bearing deposits.
As a state chartered stock savings bank, Anson Savings Bank must maintain
liquidity in the form of cash and cash equivalents and investment
securities, including mortgage-backed securities, equal to at least 10% of
total assets. The Bank's liquidity ratio at March 31, 1999 was
considerably in excess of such requirements. Given its excess liquidity
and its ability to borrow from the Federal Home Loan Bank, the Bank
believes that it will have sufficient funds available to meet anticipated
future loan commitments, deposit withdrawals and other cash requirements.
YEAR 2000
The Bank recognizes that there is a business risk in computerized systems
as the calendar rolls over into the next century. The Federal Financial
Institutions Examination Council (FFIEC) issued an interagency statement on
May 5, 1997 outlining five phases for institutions to effectively manage
the Year 2000 challenge. The phases were: Awareness; Assessment;
Renovation; Validation; and, Implementation. The FFIEC encouraged
institutions to have all critical applications identified and priorities
set by December 31, 1997 and to have renovation work largely completed and
testing well underway by December 31, 1998. The Bank has an ongoing program
designed to ensure that its operational and financial systems will not be
adversely affected by Year 2000 software failures, due to processing errors
arising from calculations using the Year 2000 date. The Company's vaults
are mechanical and are not subject to time or calendar failure. The Board
of Directors and management of the Bank have established Year 2000
compliance as a strategic initiative. While the Bank believes that it has
available resources to assure Year 2000 compliance, it is to some extent
dependent on vendor cooperation. At the present time, the Bank expects its
most critical application software vendor to have all of its system in
compliance. The Company has installed the necessary software releases and
expects to have any problems reconciled by June 30, 1999.
At this time, the Bank has not determined the cost of making any
modifications to correct any Year 2000 problems; however, equipment and
software expenses are not expected to materially differ from past results.
The Bank routinely upgrades and purchases technologically advanced software
and hardware on a continual basis and expects to specifically evaluate and
test such purchases for Year 2000 compliance.
The Company's loan portfolio consists primarily of residential mortgage
loans to individuals. These individuals generally are not affected by Year
2000 failures. The Bank currently makes very few commercial loans. If the
Bank increases its commercial loan portfolio, the Bank's Board of Directors
would amend its underwriting policies to address loan payment problems
associated with a borrower as a result of a disruption in income or a
commercial borrower's inability to make a timely payment.
-9-
<PAGE>
ANSON BANCORP, INC.
PART II - OTHER INFORMATION
- --------------------------------------------------------------------------------
ITEM 1. LEGAL PROCEEDINGS
The Company is not engaged in any legal proceedings at the present
time. From time to time, the Bank is a party to legal proceedings
within the normal course of business wherein it enforces its security
interest in loans made by it, and other matters of a like kind.
ITEM 2. CHANGES IN SECURITIES
Not applicable
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable
ITEM 5. OTHER INFORMATION
Not applicable
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibit (27) - Financial Data Schedule
b) Not applicable
-10-
<PAGE>
SIGNATURES
Pursuant to the requirements 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.
ANSON BANCORP, INC.
Dated: May 13, 1999 By: /s/ Eugene M. Ward
----------------------- --------------------------
Eugene M. Ward
President
Dated: May 13, 1999 By: /s/ Nancy H. Allen
----------------------- --------------------------
Nancy H. Allen
Treasurer and Assistance
Secretary
-11-
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C> <C>
<PERIOD-TYPE> 9-MOS 9-MOS
<FISCAL-YEAR-END> JUN-30-1999 JUN-30-1998
<PERIOD-START> JUL-01-1998 JUL-01-1997
<PERIOD-END> MAR-31-1999 MAR-31-1998
<CASH> 154 284
<INT-BEARING-DEPOSITS> 2,996 3,408
<FED-FUNDS-SOLD> 275 575
<TRADING-ASSETS> 0 0
<INVESTMENTS-HELD-FOR-SALE> 511 430
<INVESTMENTS-CARRYING> 8,850 4,847
<INVESTMENTS-MARKET> 0 0
<LOANS> 11,668 11,186
<ALLOWANCE> 104 97
<TOTAL-ASSETS> 24,943 21,240
<DEPOSITS> 15,170 17,005
<SHORT-TERM> 0 0
<LIABILITIES-OTHER> 209 297
<LONG-TERM> 0 0
0 0
0 0
<COMMON> 5,425 0
<OTHER-SE> 4,139 3,938
<TOTAL-LIABILITIES-AND-EQUITY> 24,943 21,240
<INTEREST-LOAN> 687 712
<INTEREST-INVEST> 498 366
<INTEREST-OTHER> 0 0
<INTEREST-TOTAL> 1,185 1,078
<INTEREST-DEPOSIT> 543 616
<INTEREST-EXPENSE> 0 0
<INTEREST-INCOME-NET> 642 462
<LOAN-LOSSES> 2 1
<SECURITIES-GAINS> 0 0
<EXPENSE-OTHER> 456 347
<INCOME-PRETAX> 184 114
<INCOME-PRE-EXTRAORDINARY> 184 114
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 129 90
<EPS-PRIMARY> .22 0
<EPS-DILUTED> .22 0
<YIELD-ACTUAL> 3.51 3.04
<LOANS-NON> 0 0
<LOANS-PAST> 183 271
<LOANS-TROUBLED> 0 0
<LOANS-PROBLEM> 0 0
<ALLOWANCE-OPEN> 104 97
<CHARGE-OFFS> 0 0
<RECOVERIES> 0 0
<ALLOWANCE-CLOSE> 104 97
<ALLOWANCE-DOMESTIC> 104 97
<ALLOWANCE-FOREIGN> 0 0
<ALLOWANCE-UNALLOCATED> 0 0
</TABLE>
