SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1998
OR
[ ] 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: To be assigned
FVNB CORP.
(Exact name of registrant as specified in its charter)
Texas 74-2871063
(State or other jurisdiction of incorporation (I.R.S. Employer
or organization) Identification No.)
101 S. Main Street
Victoria, Texas 77901
(Address of principal executive offices)
(512) 573-6321
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. YES X NO
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 2, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
YES [ ] NO [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
The number of shares of the issuer's Common Stock, par value $.01 per share,
outstanding as of August 7, 1998, was 1,000 shares. Affiliates of the registrant
held all of such shares of Common Stock outstanding as of August 7, 1998.
<PAGE>
PART I -- Financial Information
FVNB Corp. (the "Registrant") was incorporated to serve as a bank holding
company for First Victoria National Bank, a national banking association (the
"Bank"). As of the date hereof, the Bank has not completed its reorganization,
and, accordingly, the Registrant has no significant assets or liabilities and
has not engaged in any operations or transactions except in connection with the
reorganization.
ITEM I. Financial Statements
FVNB CORP.
BALANCE SHEET
JUNE 30, 1998
(UNAUDITED)
Assets:
Cash on hand .............................................. $ 1,000
Organization costs ........................................ 150,941
Total Assets ........................................... $151,941
Liabilities:
Other accounts payable .................................... $150,941
Current tax liability ..................................... 0
Deferred tax liability .................................... 0
--------
Total Liabilities ...................................... 150,941
Equity:
Common Stock ($.01 par, 20,000,000
shares authorized; 2 shares issued
and outstanding) ......................................... $ 0
Additional paid in capital ................................. 1,000
Retained earnings .......................................... 0
YTD Net Income (loss) ...................................... 0
--------
Total Equity ........................................... 1,000
Total Liabilities and Equity ........................... $151,941
2
<PAGE>
FVNB CORP.
INCOME STATEMENT
FOR THE PERIOD FROM MARCH 9, 1998, TO JUNE 30, 1998
(UNAUDITED)
Income
None ................................................................... $0
Total Income .............................................................. 0
--
Expenses
None ................................................................... 0
Total Expense ............................................................. 0
Net Income Before Tax ..................................................... 0
Current FIT Expense (Benefit) ............................................. 0
Deferred FIT Expense (Benefit) ............................................ 0
Total FIT Expense ...................................................... 0
Net Income After Tax ...................................................... $0
--
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
N/A
Item 3. Quantitative and Qualitative Disclosures about Market Risk
N/A
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities and Use of Proceeds
None
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
3
<PAGE>
Item 5. Other information
Proxies will exercise discretionary authority to vote proxies at the next
annual meeting of shareholders of FVNB Corp. on any shareholder proposal for
which the shareholder has not timely requested inclusion in the Company's proxy
statement unless the shareholder notifies the Company of the Shareholder's
intention to present the proposal from the floor of the meeting not later than
March 1, 1999.
Item 6. Exhibits and Reports on Form 8-K
a. Exhibits
2.1 Plan of Reorganization, dated as of March 17, 1998 by and between the
Registrant and First Victoria National Bank (incorporated by reference from
Exhibit 2.1 of the Registrant's Registration Statement on Form S-4 (333-47939)
filed on March 13, 1998).
3.1 Articles of Incorporation of the Registrant (incorporated by reference
from Exhibit 3.1 of the Registrant's Registration Statement on Form S-4
(333-47939) filed on March 13, 1998).
3.2 Bylaws of the Registrant (incorporated by reference from Exhibit 3.2
of the Registrant's Registration Statement on Form S-4 (333-47939) filed on
March 13, 1998).
10.1 FVNB Stock Incentive Plan (incorporated by reference from Exhibit
10.1 of the Registrant's Registration Statement on Form S-4 (333-47939) filed on
March 13, 1998).
27 Financial Data Schedule.
b. No reports on Form 8-K were filed for the quarter ended June 30, 1998.
4
<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.
FVNB CORP.
Date: August 12, 1998 By:/S/ DAVID M. GADDIS
David M. Gaddis,
President and Chief Executive Officer
Date: August 12, 1998 By:/S/ C. DEE HARKEY
C. Dee Harkey,
Principal Accounting Officer
5
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