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
February 1, 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)
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ITEM 5. OTHER EVENTS
The news release of FVNB Corp. dated January 27, 2000, attached and filed
herewith as Exhibit 99, is incorporated herein by reference. The release
announced FVNB Corp.'s earnings for 1999 and provided a consolidated financial
summary for 1999 and unaudited financial information related to the fourth
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 January 27, 2000.
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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 & Chief Executive Officer
Date: February 1, 2000
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INDEX TO EXHIBIT
EXHIBIT NO DESCRIPTION PAGE
- ---------- ----------- ----
99 News release of FVNB Corp. 5-7
dated January 27, 2000
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EXHIBIT 99
PRESS RELEASE FOR FURTHER C. DEE HARKEY
IMMEDIATE RELEASE INFORMATION: SECRETARY & PRINCIPAL
JANUARY 27, 2000 ACCOUNTING OFFICER
FVNB CORP.
(361) 572-6530
FVNB CORP. ANNOUNCES 1999 EARNINGS
VICTORIA, TEXAS
FVNB Corp. (NASDAQ: FVNB) today announced that consolidated net income of the
Company for 1999 was approximately $7.50 million, or $3.16 per share. This
compares to consolidated net income of approximately $6.07 million, or $2.56 per
share, for 1998. The growth in net income of approximately $1.43 million from
1998 to 1999 represents an increase of 23.56%. The Company's return on average
assets of 1.18% and return on average equity of 12.72% for 1999 compare to 1.16%
and 9.83%, respectively, for 1998.
As of December 31, 1999 and 1998, the Company reported total consolidated assets
of approximately $655 million and $553 million, respectively. Consolidated
deposits of the Company were approximately $555 million at December 31, 1999
compared to $455 million as of December 31, 1998.
"1999 was another year of record earnings and record growth for our company,"
said David M. Gaddis, President & Chief Executive Officer of FVNB Corp.
"Continued strong performance of First Victoria National Bank combined with our
acquisition of Citizens Bank of Texas, N. A. and its subsidiary, Citizens
Insurance Agency, Inc., has positioned us to take advantage of new
opportunities, in new markets, with new services."
Commenting on financial performance for the year, Gaddis noted strong loan
growth of $96 million, or 32%, as well as growth in non-interest income of 55%,
primarily as a result of trust and investment management fees, service charges,
and leasing activities. Non-interest expense increased 35%, which included
increased salaries and employee benefits and other costs associated with the
Citizens acquisition.
NOTED FINANCIAL DATA
o Net interest income of the Company was approximately $25,024,000 in 1999
compared to $19,811,000 in 1998. This increase of approximately $5,213,000,
or 26.31%, is due to overall growth in the volume of both earnings assets
and interest-bearing liabilities related primarily to the Company's
acquisition of Citizens Bank of Texas, N. A. and Citizens Mortgage Company.
In January 1999, FVNB Corp. completed the acquisition of CBOT Financial
Corporation, the parent company of Citizens Bank of Texas, N. A. and
Citizens 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.
o Non-interest income of the Company was approximately $8,569,000 in 1999
compared to $5,539,000 in 1998. This represents an increase of approximately
$3,030,000, or 54.70%. Significant components of the Company's non-interest
income include trust service fee income, service charges
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and fees on deposit accounts, and income from leasing activities.
Non-interest income increased in 1999 due primarily to the impact of the
Citizens acquisition, as well as 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.
o The Company reported non-interest expense of approximately $21,869,000 for
1999 compared to $16,146,000 in 1998. This represents an increase of
approximately $5,723,000, or 35.45%. Significant components of non-interest
expense include salaries and employee benefits, net occupancy expense, data
processing expense and amortization of goodwill and intangibles. The Company
experienced increases in these areas during 1999 due primarily to the
Citizens acquisition and leasing activities. Amortization of goodwill and
intangibles related specifically to the acquisition was approximately
$588,000 in 1999.
o On January 26, 2000, the Board of Directors of FVNB Corp. declared a regular
cash dividend of $.35 per share payable on February 18, 2000 to shareholders
of record as of February 4, 2000.
FVNB Corp. is a multi-bank holding company whose principal operating
subsidiaries are First Victoria National Bank with locations in Victoria, Port
Lavaca, and Taft, Texas, and Citizens Bank of Texas N.A., with locations in New
Waverly, The Woodlands, and Huntsville, Texas. As of December 31, 1999, total
consolidated assets of the Company were approximately $655 million and
consolidated equity capital was approximately $60 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
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FVNB CORP.
CONSOLIDATED FINANCIAL SUMMARY (UNAUDITED)
<TABLE>
<CAPTION>
DECEMBER 31, DECEMBER 31, DECEMBER 31,
CONDENSED CONSOLIDATED BALANCE SHEETS 1999 1998 1997
- -------------------------------------------------------------------------------------------------------------
(IN THOUSANDS)
<S> <C> <C> <C>
ASSETS
Cash and due from banks ................................... $ 26,993 $ 27,504 $ 29,548
Federal funds sold ........................................ 38,170 6,800 20,200
Investment securities ..................................... 158,776 211,918 170,360
Loans and leases .......................................... 387,407 292,862 266,002
Premises and equipment .................................... 30,693 9,404 9,753
Goodwill .................................................. 10,719 1,821 1,948
Other assets .............................................. 6,999 6,163 5,323
-------- -------- --------
TOTAL ASSETS .................................... $655,184 $553,164 $500,273
======== ======== ========
LIABILITIES
Deposits:
Non interest-bearing deposits .......................... $ 90,857 $ 77,302 $ 68,045
Interest-bearing deposits .............................. 463,963 377,438 347,984
-------- -------- --------
Total deposits ..................................... 554,820 454,740 416,029
Federal funds purchased and securities
sold under agreements to repurchase .................... 3,750 12,225 10,300
Other borrowed funds ...................................... 27,827 19,119 12,628
Other liabilities ......................................... 8,478 7,558 5,245
-------- -------- --------
TOTAL LIABILITIES ............................... 594,875 493,642 444,202
SHAREHOLDERS' EQUITY ........................................ 60,309 59,522 56,071
-------- -------- --------
TOTAL LIABILITIES & SHAREHOLDERS' EQUITY .... $655,184 $553,164 $500,273
======== ======== ========
CAPITAL RATIOS
Leverage Ratio ............................................ 8.40% 11.01% 11.99%
Risk Based Ratios -
Tier I Capital ......................................... 12.23% 17.54% 18.67%
Total Regulatory Capital ............................... 13.28% 18.55% 19.65%
</TABLE>
<TABLE>
<CAPTION>
THREE MONTHS ENDED TWELVE MONTHS ENDED
DECEMBER 31, DECEMBER 31,
CONDENSED CONSOLIDATED STATEMENTS OF INCOME 1999 1998 1999 1998
- ----------------------------------------------------------------------------------------------
(In Thousands, Except Per Share Amounts)
<S> <C> <C> <C> <C>
Interest income ......................... $11,332 $ 9,523 $44,800 $37,535
Interest expense ........................ 5,202 4,578 19,776 17,724
------- ------- ------- -------
NET INTEREST INCOME ................... 6,130 4,945 25,024 19,811
Provision for loan and lease losses ..... 140 0 86 0
------- ------- ------- -------
NET INTEREST INCOME AFTER PROVISION
FOR LOAN AND LEASE LOSSES ........... 5,990 4,945 24,938 19,811
Non-interest income ..................... 2,445 1,470 8,569 5,539
Non-interest expense .................... 6,189 4,099 21,869 16,146
------- ------- ------- -------
INCOME BEFORE INCOME TAXES ............ 2,246 2,316 11,638 9,204
Income tax expense ...................... 829 806 4,136 3,132
------- ------- ------- -------
NET INCOME ............................ $ 1,417 $ 1,510 $ 7,502 $ 6,072
======= ======= ======= =======
Basic earnings per share ................ $ .60 $ .64 $ 3.16 $ 2.56
======= ======= ======= =======
Diluted earnings per share .............. $ .57 $ .64 $ 3.04 $ 2.56
======= ======= ======= =======
Return on average assets ................ .86% 1.09% 1.18% 1.16%
Return on average equity ................ 9.34% 9.64% 12.72% 9.83%
</TABLE>
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