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
April 27, 2000
FVNB CORP.
(Exact name of registrant as specified in its charter)
Commission file number: 333-47939
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)
(361) 573-6321
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
1
<PAGE>
ITEM 5. OTHER EVENTS
The news release of FVNB Corp. dated April 26, 2000, attached and filed herewith
as Exhibit 99, is incorporated herein by reference. The release announced that
on April 26, 2000, the Board of Directors of FVNB Corp. declared a regular cash
dividend of $.35 per share for shareholders of record on May 5, 2000, payable on
May 19, 2000. The release also includes unaudited financial information related
to the first quarter of 2000.
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 April 26, 2000.
2
<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 hereunto duly authorized.
FVNB CORP.
(Registrant)
By: /S/ DAVID M. GADDIS
David M. Gaddis, President
Date: April 27, 2000
3
<PAGE>
INDEX TO EXHIBIT
EXHIBIT NO. DESCRIPTION PAGE
- ----------- ------------------------- ----
99 News release of FVNB Corp. 5
dated April 26, 2000
4
EXHIBIT 99
PRESS RELEASE For Further C. Dee Harkey
IMMEDIATE RELEASE Information: Secretary & Principal
APRIL 26, 2000 Accounting Officer
FVNB Corp.
(361) 572-6530
- --------------------------------------------------------------------------------
FVNB CORP. ANNOUNCES 1999 EARNINGS
VICTORIA, TEXAS:
On April 26, 2000, the Board of Directors of FVNB Corp. (NASDAQ: FVNB) declared
a regular cash dividend of $.35 per share payable on May 19, 2000 to
shareholders of record as of May 5, 2000.
FVNB Corp. also announced that consolidated net income of the Company for the
three months ended March 31, 2000 was approximately $2.06 million, or $.87 per
share. This compares to consolidated net income of approximately $1.51 million,
or $.64 per share, for the same period in 1999. The growth in net income of
approximately $.55 million from 1999 to 2000 represents an increase of
approximately 36.42%. The Company's return on average assets of 1.28% and return
on average equity of 13.74% for the three months ended March 31, 2000 compare to
.96% and 10.74%, respectively, for the same period in 1999.
As of March 31, 2000 and December 31, 1999, the Company reported total
consolidated assets of approximately $645 million and $655 million,
respectively. Consolidated deposits of the Company were approximately $544
million at March 31, 2000 compared to $555 million as of December 31, 1999.
"Continued strong performance of First Victoria National Bank combined with our
acquisition of Citizens Bank of Texas, N. A. has resulted in outstanding growth
in income for the quarter," said David M. Gaddis, President & Chief Executive
Officer of FVNB Corp.
Gaddis noted strong loan growth over the past year, as well as growth in
non-interest income primarily as a result of trust and investment management
fees, service charges, and leasing activities. Non-interest expense which
included salaries and employee benefits and other costs associated with the
acquisition of Citizens Bank of Texas increased nominally over the first quarter
of 1999.
Gaddis also stated, "As of April 14, we finalized the acquisition of Mid-Coast
Savings Bank with locations in Edna and Ganado, Texas. We are fortunate to have
an experienced staff which shares our commitment to quality personal service,
and we look forward to the opportunity to grow both profits and relationships."
Noted Financial Data
o Net interest income of the Company was approximately $6,390,000 in the first
quarter of 2000 compared to $5,662,000 for the same period in 1999. This
increase of approximately $728,000, or 12.86%, is due primarily to an overall
increase in the yields on earning assets as well as a shift in the mix of
earning assets from investment securities into higher yielding loans. In
addition, the Company experienced rising rates on interest-bearing liabilities
during the first quarter of 2000 resulting in higher interest costs. These
increased interest costs were more than offset by the favorable impact of
increased yields on earning assets.
5
<PAGE>
o Non-interest income of the Company was approximately $2,433,000 in the first
quarter of 2000 compared to $1,782,000 for the same period in 1999. This
represents an increase of approximately $651,000, or 36.53%. Significant
components of the Company's non-interest income include trust service fee
income, services charges and fees on deposit accounts, and income from leasing
activities. Non-interest income increased in 2000 due primarily to the impact of
rental income recognized as the result of the operating lease of an aircraft
entered into by a wholly owned operating subsidiary of First Victoria National
Bank in June 1999. First Victoria National Bank is a wholly owned subsidiary
bank of the Company.
o The Company reported non-interest expense of approximately $5,554,000 for the
first quarter of 2000 compared to $5,088,000 for the same period in 1999. This
represents an increase of approximately $466,000, or 9.16%. Significant
components of non-interest expense include salaries and employee benefits, net
occupancy and furniture and equipment expense, professional fees, data
processing expense and amortization of goodwill and intangibles. The Company
experienced increases in this area during 2000 due primarily to expenses
associated with leasing activities entered into by First Victoria National Bank
in June 1999.
o On April 14, 2000, First Victoria National Bank completed the acquisition of
Mid-Coast Savings Bank. Upon completion of the transaction, the two banks merged
with the existing branches of Mid-Coast becoming branches of First Victoria
National Bank. Total intangible assets associated with the acquisition were
approximately $3,998,000.
FVNB Corp. is a multi-bank holding company whose principal operating
subsidiaries are First Victoria National Bank with locations in Victoria, Port
Lavaca, Taft, Edna, and Ganado, Texas, and Citizens Bank of Texas N.A., with
locations in New Waverly, The Woodlands, and Huntsville, Texas. As of March 31,
2000, total consolidated assets of the company were approximately $645 million
and consolidated equity capital was approximately $61 million.
["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 the Company, the occurrence of which involve certain risks and
uncertainties detailed in the Company's filings with the Securities Exchange
Commission.] Subsidiary Banks, Member FDIC
6
<PAGE>
FVNB CORP.
CONSOLIDATED FINANCIAL SUMMARY (UNAUDITED)
<TABLE>
<CAPTION>
CONDENSED CONSOLIDATED BALANCE SHEETS MARCH 31, DECEMBER 31, MARCH 31,
2000 1999 1999
- ---------------------------------------------------------------------------------------------------------------------
ASSETS (IN THOUSANDS)
<S> <C> <C> <C>
Cash and due from banks ....................................... $ 24,715 $ 26,993 $ 23,960
Federal funds sold ............................................ 14,115 38,170 35,200
Investment securities ......................................... 154,705 158,776 186,089
Loans and leases .............................................. 405,773 387,407 357,056
Allowance for loan and lease losses ........................ (4,493) (4,573) (3,931)
Premises and equipment ........................................ 30,648 30,693 12,834
Goodwill ...................................................... 10,526 10,719 10,907
Other assets .................................................. 8,573 6,999 8,681
--------- --------- ---------
TOTAL ASSETS ........................................ $ 644,562 $ 655,184 $ 630,796
========= ========= =========
LIABILITIES
Deposits:
Non interest-bearing deposits .............................. $ 95,529 $ 90,857 $ 82,780
Interest-bearing deposits .................................. 448,437 463,963 426,863
--------- --------- ---------
Total deposits ......................................... 543,966 554,820 509,643
Federal funds purchased and securities
sold under agreements to repurchase ........................ 4,450 3,750 37,945
Other borrowed funds .......................................... 27,571 27,827 16,145
Other liabilities ............................................. 7,983 8,478 8,025
--------- --------- ---------
TOTAL LIABILITIES ................................... 583,970 594,875 571,758
SHAREHOLDERS' EQUITY ............................................ 60,592 60,309 59,038
--------- --------- ---------
TOTAL LIABILITIES & SHAREHOLDERS' EQUITY ........ $ 644,562 $ 655,184 $ 630,796
========= ========= =========
CAPITAL RATIOS
Leverage Ratio ................................................ 8.46% 8.40% 7.88%
Risk Based Ratios -
Tier I Capital ............................................. 12.12% 12.23% 12.33%
Total Regulatory Capital ................................... 13.12% 13.28% 13.32%
</TABLE>
<TABLE>
<CAPTION>
CONDENSED CONSOLIDATED STATEMENTS OF INCOME THREE MONTHS ENDED
MARCH 31,
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) 2000 1999
- -------------------------------------------------------------------------------------------------
<S> <C> <C>
Interest income ................................................ $11,671 $10,361
Interest expense ............................................... 5,281 4,699
------- -------
NET INTEREST INCOME .......................................... 6,390 5,662
Provision for loan and lease losses ............................ 50 5
------- -------
NET INTEREST INCOME AFTER PROVISION
FOR LOAN AND LEASE LOSSES .................................. 6,340 5,657
Non-interest income ............................................ 2,433 1,782
Non-interest expense ........................................... 5,554 5,088
------- -------
INCOME BEFORE INCOME TAXES ................................... 3,219 2,351
Income tax expense ............................................. 1,158 842
------- -------
NET INCOME ................................................... $ 2,061 $ 1,509
======= =======
Basic earnings per share ....................................... $ .87 $ .64
======= =======
Diluted earnings per share ..................................... $ .83 $ .62
======= =======
Return on average assets ....................................... 1.28% .96%
Return on average equity ....................................... 13.74% 10.74%
</TABLE>
