SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
F O R M 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
-----------------------------------
Date of Report
October 26, 1999
FVNB CORP.
(Exact name of registrant as specified in its charter)
Commission file number: 333-47939
Texas 74-2871063
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
101 S. Main Street
Victoria, Texas 77901
(Address of principal executive offices)
(361) 573-6321
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
The news release of FVNB Corp. dated October 19, 1999, attached and filed
herewith as Exhibit 99, is incorporated herein by reference. The release
announced that on October 19, 1999, the Board of Directors of FVNB Corp.
declared a cash dividend of $.35 per share for shareholders of record on October
28, 1999, payable on November 10, 1999. The release also includes unaudited
financial information related to the third quarter of 1999.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
c. Exhibits
The following exhibit is filed as part of this report:
(99)News release of FVNB Corp. dated October 19, 1999.
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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 hereunto duly authorized.
FVNB CORP.
(Registrant)
By: /s/ DAVID M. GADDIS
David M. Gaddis, President
Date: October 26, 1999
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INDEX TO EXHIBIT
EXHIBIT NO. DESCRIPTION PAGE
- ----------- ----------- ----
99 News release of FVNB Corp. 5
dated October 19, 1999.
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EXHIBIT 99
[FVNB CORP. LOGO]
DIVIDEND AND EARNINGS REPORT
On October 19, 1999, the Board of Directors of FVNB Corp. declared a cash
dividend of $.35 per share payable on November 10, 1999, to shareholders of
record as of October 28, 1999.
Consolidated net income and earnings per share for the first nine months of 1999
were approximately $6,085,000 and $2.56, respectively. During the first nine
months of 1998, net income and earnings per share were approximately $4,562,000
and $1.92, respectively.
FVNB Corp.'s consolidated equity capital at September 30, 1999 was approximately
$59.6 million compared to $59.5 million at December 31, 1998. The Company's
equity capital ratio of 8.51% and risk-based capital ratio of 13.65% as of
September 30, 1999 remain well in excess of regulatory requirements. Total
consolidated assets were approximately $629 million as of September 30, 1999
compared to $553 million as of December 31, 1998. Consolidated deposits totaled
approximately $530 million as of September 30, 1999 compared to $455 million as
of December 31, 1998.
In September 1998, FVNB Corp. was organized as a bank holding company for First
Victoria National Bank (the "Bank"). As a result of the reorganization,
shareholders of the Bank became shareholders of FVNB Corp. Subsequently, in
January 1999, FVNB Corp. completed the acquisition of CBOT Financial
Corporation, the parent company of Citizens Bank of Texas, N.A. and CBOT
Mortgage Company. The Company acquired net loans of approximately $55,755,000
and deposits of approximately $82,432,000. Total intangible assets associated
with the acquisition were approximately $9,221,000.
["Safe Harbor" Statement under the Private Securities Litigation Reform Act of
1995: The statements contained in this release which are not historical facts
contain forward looking information with respect to plans, projections or future
performance of FVNB Corp. and its subsidiaries, the occurrence of which involve
certain risks and uncertainties detailed in the FVNB Corp. filings with the
Securities Exchange Commission.]
NEWS RELEASES FOR FVNB CORP. ARE ALSO AVAILABLE ON THE WORLD WIDE WEB AT
HTTP://WWW.PRNEWSWIRE.COM. INVESTOR INQUIRIES: ANALYSTS, INVESTORS, AND
OTHERS DESIRING ADDITIONAL FINANCIAL DATA ABOUT FVNB CORP. MAY CONTACT
C. DEE HARKEY AT (361) 572-6530
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CONSOLIDATED FINANCIAL SUMMARY (UNAUDITED)
<TABLE>
<CAPTION>
CONDENSED CONSOLIDATED BALANCE SHEETS SEPTEMBER 30, DECEMBER 31, SEPTEMBER 30,
1999 1998 1998
--------------- -------------- ----------------
(IN THOUSANDS)
<S> <C> <C> <C>
ASSETS
Cash and due from banks .............................................. $ 24,099 $ 27,504 $ 20,879
Federal funds sold ................................................... 27,040 6,800 38,450
Investment securities ................................................ 162,012 211,918 181,736
Loans and leases ..................................................... 368,448 292,862 277,645
Allowance for loan & lease losses.................................. (4,317) (3,308) (3,275)
Premises and equipment ............................................... 31,236 9,404 9,571
Goodwill ............................................................. 10,371 1,919 0
Other assets ......................................................... 9,999 6,065 8,930
-------- -------- --------
TOTAL ASSETS ........................................... $628,888 $553,164 $533,936
======== ======== ========
LIABILITIES
Deposits:
Non interest-bearing deposits .................................... $ 92,306 $ 77,302 $ 65,668
Interest-bearing deposits ........................................ 437,881 377,438 378,333
-------- -------- --------
Total deposits .............................................. 530,187 454,740 444,001
Federal funds purchased and securities
sold under agreements to repurchase .............................. 3,700 12,225 5,125
Other borrowed funds ................................................. 28,275 19,119 19,257
Other liabilities .................................................... 7,144 7,558 6,453
-------- -------- --------
TOTAL LIABILITIES ...................................... 569,306 493,642 474,836
SHAREHOLDERS' EQUITY .................................................... 59,582 59,522 59,100
-------- -------- --------
TOTAL LIABILITIES & SHAREHOLDERS' EQUITY .......... $628,888 $553,164 $533,936
======== ======== ========
CAPITAL RATIOS
Leverage Ratio ....................................................... 8.51% 11.01% 11.01%
Risk Based Ratios -
Tier I Capital ................................................... 12.62% 17.54% 18.42%
Total Regulatory Capital ......................................... 13.65% 18.55% 19.48%
CONDENSED CONSOLIDATED STATEMENTS OF INCOME THREE MONTHS ENDED NINE MONTHSENDED
SEPTEMBER 30, SEPTEMBER 30,
------------------------- --------------------------
1999 1998 1999 1998
-------- -------- -------- --------
(In Thousands, Except Per Share Amounts)
Interest income ............................................... $ 11,138 $ 9,509 $ 33,468 $ 28,012
Interest expense .............................................. 5,095 4,491 14,574 13,146
-------- -------- -------- --------
NET INTEREST INCOME ........................................ 6,043 5,018 18,894 14,866
Provision (credit) for loan and lease losses .................. 91 0 (54) 0
-------- -------- -------- --------
NET INTEREST INCOME AFTER PROVISION (CREDIT)
FOR LOAN AND LEASE LOSSES ................................ 5,952 5,018 18,948 14,866
Non-interest income ........................................... 2,630 1,447 6,124 4,069
Non-interest expense .......................................... 5,198 3,989 15,680 12,047
-------- -------- -------- --------
INCOME BEFORE INCOME TAXES ................................. 3,384 2,476 9,392 6,888
Income tax expense ............................................ 1,114 840 3,307 2,326
-------- -------- -------- --------
NET INCOME ................................................. $ 2,270 $ 1,636 $ 6,085 $ 4,562
======== ======== ======== ========
Basic earnings per share ...................................... $ .96 $ .69 $ 2.56 $ 1.92
======== ======== ======== ========
Diluted earnings per share .................................... $ .91 $ .69 $ 2.48 $ 1.92
======== ======== ======== ========
Return on average assets ...................................... 1.42% 1.24% 1.30% 1.18%
Return on average equity ...................................... 14.87% 11.15% 13.86% 10.64%
</TABLE>
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