U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
(Mark One)
X Quarterly report under Section 13 or 15(d) of the Securities Exchange
Act of 1934 For the quarterly period ended March 31, 2000
___ Transition report under Section 13 or 15(d) of the Exchange Act
For the transition period from _______________ to ________________
Commission File No. 333-70589
NEW COMMERCE BANCORP
-------------------------------------------------------
(Exact Name of Small Business Issuer as Specified in its Charter)
South Carolina 58-2403844
-------------- ----------
(State of Incorporation) (I.R.S. Employer Identification No.)
501 New Commerce Court, Mauldin, South Carolina 29662
---------------------------------------------------------------
(Address of Principal Executive Offices)
(864) 297-6333
----------------------
(Issuer's Telephone Number, Including Area Code)
Not Applicable
---------------
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last
Report)
Check whether the issuer: (1) 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
State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: 1,000,000 shares of common
stock, par value $.01 per share, outstanding as of May 5, 2000.
Transitional Small Business Disclosure Format (check one)
Yes No X
--- ---
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
New Commerce BanCorp
Consolidated Balance Sheets
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
(Unaudited) (Audited)
----------- ---------
Assets
<S> <C> <C>
Cash and due from banks $ 1,830,572 $ 1,608,350
Federal funds sold 1,508,719 5,838,023
Securities, available for sale 6,177,616 3,019,557
Securities, held to maturity 940,302 965,005
Federal Reserve Bank stock 237,250 237,250
Federal Home Loan Bank stock 38,200 38,200
Loans - net 13,560,448 12,855,083
Property - at cost, less accumulated
depreciation 3,168,689 2,585,116
Other assets 576,633 400,758
------------- -------------
Total assets $28,038,429 $27,547,342
============= =============
Liabilities and Shareholders' Equity
Deposits $19,004,383 $18,390,695
Accrued expenses and other liabilities 120,068 144,548
------------- -------------
Total liabilities 19,124,451 18,535,243
------------- -------------
Shareholders' Equity
Common stock - $.01par value, authorized
10,000,000 shares, 1,000,000 shares
issued and outstanding at March 31, 2000 and
December 31, 1999 10,000 10,000
Additional paid-in capital 9,741,658 9,741,658
Retained earnings (deficit) ( 786,307) (714,544)
Net unrealized holding loss on securities
Available for sale (51,373) (25,015)
------------ -------------
Total shareholders' equity 8,913,978 9,012,099
------------ -------------
Total liabilities and shareholders' equity $28,038,429 $27,547,342
============ =============
</TABLE>
See Notes to Consolidated Financial Statements which are an integral part of
these statements.
<PAGE>
PART I - FINANCIAL INFORMATION (continued)
Item 1. Financial Statements (continued)
New Commerce BanCorp
Consolidated Statements of Operations
For the three months ended March 31
(Unaudited)
<TABLE>
<CAPTION>
2000 1999
---- ----
<S> <C> <C>
INTEREST INCOME
Loans (including fees) $ 316,429 $ ---
Investment securities 111,169 6,184
Federal funds sold 47,139 ---
--------------- ---------------
Total interest income 474,737 6,184
--------------- ---------------
INTEREST EXPENSE
Deposits 200,507 ---
--------------- ---------------
NET INTEREST INCOME 274,230 6,184
Provision for Possible Loan Losses 20,304 ---
--------------- ---------------
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES 253,926 6,184
NONINTEREST INCOME
Service charges 8,864 ---
Other 13,987 ---
--------------- ---------------
Total noninterest income 22,851 ---
--------------- ---------------
TOTAL INCOME 276,777 6,184
NONINTEREST EXPENSES
Salaries and employee benefits 201,875 82,919
Occupancy, office and equipment 66,148 6,638
Data processing 15,470 ---
Postage and supplies 13,262 ---
Marketing 31,530 ---
Other 50,216 68,104
--------------- ---------------
Total noninterest expense 378,501 157,661
--------------- ---------------
LOSS BEFORE INCOME TAX BENEFIT (101,724) (151,477)
INCOME TAX BENEFIT (29,961) ( --- )
--------------- ---------------
NET LOSS $ (71,763) $ (151,477)
=============== ===============
Net loss Per Common Share $ (.07) $ (.76)
=============== ===============
</TABLE>
See Notes to Consolidated Financial Statements which are an integral part of
these statements.
<PAGE>
PART I - FINANCIAL INFORMATION (continued)
Item 1. Financial Statements (continued)
New Commerce BanCorp
Consolidated Statements of Shareholders' Equity
for the period ended March 31, 2000
(Unaudited)
<TABLE>
<CAPTION>
Common Stock Accumulated
------------------- -----------
Additional Retained Other Total
paid-in Earnings comprehensive Shareholder's
Shares Amount capital (Deficit) income Equity
------ ------ ------- --------- ------ ------
<S> <C> <C> <C> <C> <C> <C>
Balance, December 31, 1999 1,000,000 $10,000 $9,741,658 $(714,544) $ (25,015) $9,012,099
Net loss -- -- -- (71,763) -- (71,763)
Other comprehensive income (loss),
net of tax:
Net change in unrealized holding losses
on securities available for sale -- -- -- -- (26,358) (26,358)
----------- -------- ---------- --------- ---------- ------------
Comprehensive income -- -- -- -- (51,373)
Balance, March 31, 2000 1,000,000 $10,000 $9,741,658 $(786,307) $ (51,373) $8,913,978
----------- -------- ---------- --------- ---------- ------------
</TABLE>
See Notes to Consolidated Financial Statements which are an integral part of
these statements.
<PAGE>
PART I - FINANCIAL INFORMATION (continued)
Item 1. Financial Statements (continued)
New Commerce BanCorp
Unaudited Statements of Cash Flows
From December 31 to March 31
<TABLE>
<CAPTION>
2000 1999
---- ----
<S> <C> <C>
OPERATING ACTIVITIES
Net loss $ (71,763) $ (151,477)
Adjustments to reconcile net loss to net cash
used for operating activities
Depreciation 15,000 ---
Provision for possible loan loss 20,304 ---
Deferred income tax benefit (29,961) ---
Increase in other assets (145,914) ---
Decrease in accrued expenses and other liabilities (24,480) ---
------------- -----------
(236,814) (151,477)
Net cash used for operating activities ------------- -----------
INVESTING ACTIVITIES
Net decrease in federal funds sold 4,329,304 ---
Purchase of investment securities (3,159,714) ---
Net increase in loans ( 725,669) ---
Capital expenditures for property ( 598,573) (692,442)
Increase in deferred stock issuance and organization costs --- (47,443)
Decrease in real estate options 19,800 ---
------------- -----------
Net cash used for investing activities (154,652) (720,085)
------------- -----------
FINANCING ACTIVITIES
Net increase in deposits 613,688 ---
------------- -----------
Net cash provided by financing activities 613,688 ---
NET INCREASE(DECREASE) IN CASH AND DUE FROM BANKS 222,222 (871,562)
------------- -----------
Cash and Due From Banks, Beginning of Year 1,608,350 1,762,031
------------- -----------
Cash and Due From Banks, End of Year $ 1,830,572 $ 890,469
============= ===========
CASH PAID FOR
Interest $ 194,212 $ ---
============= ===========
Income Taxes $ --- $ ---
============= ===========
</TABLE>
See Notes to Consolidated Financial Statements which are an integral part of
these statements.
<PAGE>
PART I - FINANCIAL INFORMATION (continued)
Item 1. Financial Statements (continued)
New Commerce BanCorp
Notes to Financial Statements
(Unaudited)
Note 1 - Organization and Basis of Presentation
Business activity and organization
New Commerce Bancorp (the "Company") was incorporated to operate as a
bank holding company pursuant to the Federal Bank Holding Company Act of 1956
and the South Carolina Bank Holding Company Act, and to purchase 100% of the
issued and outstanding stock of New Commerce Bank (the "Bank"), an association
organized under the laws of the United States, to conduct a general banking
business in Simpsonville, South Carolina.
Since inception through May 17, 1999, the Company had engaged in
organizational and pre-opening activities necessary to obtain regulatory
approvals and to prepare its subsidiary, the Bank, to commence business as a
financial institution. The Bank opened for business on May 17, 1999. The Bank is
primarily engaged in the business of accepting demand deposits and savings
insured by the Federal Deposit Insurance Corporation, and providing commercial,
consumer and mortgage loans to the general public.
The Company sold 1,000,000 at $10 per share. The Company capitalized
the Bank with $8,250,000 of the net proceeds of the offering and the sale of
shares to the organizers. The remaining net offering proceeds are being used to
pay organization expenses of the Company and to provide general working capital,
including additional future capital for investment in the Bank, if needed. We
believe this amount will be sufficient to fund the activities of the Company and
the Bank in their initial stages of operations, and that the Bank will generate
sufficient income from operations to fund its activities on an ongoing basis.
However, we cannot be sure that either the Bank or the Company will achieve any
particular level of profitability or that we will not need additional capital in
the future.
Basis of Presentation
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-QSB. 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 (consisting of normal recurring accruals) considered
necessary for a fair presentation have been included. Operating results for the
three months ended March 31, 2000 are not necessarily indicative of the results
for the year ending December 31, 2000. For further information, refer to the
consolidated financial statements and footnotes thereto included in the
Company's Form 10-KSB for the period ended December 31, 1999 (Registration
Number 333-70589) as filed with the Securities and Exchange Commission.
Until the Bank opened for business on May 17, 1999, the Company was
accounted for as a development stage enterprise as defined by Statement of
Financial Accounting Standards No. 7, "Accounting and Reporting by Development
Stage Enterprises," as the Company devoted substantially all of its efforts to
establishing a new business. When the Bank opened, certain reclassifications and
adjustments were made to the financial statements to reflect that the Company is
now accounted for as an operating company.
Note 2 - Stock Option Plan
On August 26, 1999, the Company adopted a stock incentive plan for the
benefit of the directors, officers, and employees of the Company and the Bank.
Under the plan, the Company may grant up to
<PAGE>
150,000 options at an option price per share not less than the fair market value
on the date of grant. On August 26, 1999, the Company granted 135,000 stock
options that expire 10 years from the grant date and are subject to various
vesting schedules to directors, officers and employees. The Company has adopted
Statement of Financial Accounting Standards No. 123, "Accounting for Stock-Based
Compensation".
Note 3 - Net Loss Per Common Share
SFAS No. 128, "Earnings Per Share" requires that the Company present
basic and diluted net income per share. Net loss per common share is calculated
by dividing net loss by the weighted average number of common shares outstanding
for each period presented. The weighted average number of common shares
outstanding for basic net loss per common share was 1,000,000 for the three
months ended March 31, 2000. The Company did not have any common stock
equivalents during the three months ended March 31, 2000. Stock options
outstanding had no effect on the computation of weighted average shares
outstanding.
Note 4 - FASB Accounting Standards
In June 1998, the FASB issued SFAS 133, "Accounting for Derivative
Instruments and Hedging Activities". All derivatives are to be measured at fair
value and recognized in the balance sheet as assets or liabilities. This
statement's effective date was delayed by the issuance of SFAS 137 ("Accounting
for Derivative Instruments and Hedging Activities-Deferral of the Effective Date
of SFAS 133,"and is effective for fiscal years and quarters beginning after June
15, 2000. The Company does not expect that the adoption of SFAS 133 will have a
material impact on the presentation of the Company's financial results or
financial position.
In October 1998, the FASB issued SFAS 134, "Accounting for
Mortgage-Backed Securities Retained after the Securitization of Mortgage Loans
Held for sale by a Mortgage Banking Enterprise. The new statement establishes
accounting and reporting standards for certain activities of mortgage banking
enterprises. The statement is effective for the first quarter beginning after
December 15, 1998. The statement will have no effect on the financial statements
of the Company.
In February 1999, the FASB issued SFAS 135, "Rescission of FASB
Statement No. 75 and technical Corrections". The SFAS provides technical
corrections for previously issued statements and rescinds SFAS 75, which
provides guidance related to pension plans of sate and local governmental units.
SFAS 135 is effective for fiscal years ending after February 15, 1999. This
statement will have no effect on the financial statements of the Company.
In June 1999, the FASB issued SFAS 136, "Transfers of assets to a
Not-for-Profit Organization or Charitable Trust that Raises or Holds
Contributions for Others" is effective for fiscal periods beginning after
December 15, 1999. This statement establishes standards for transactions in
which an entity makes a contribution by transferring assets to a not-for-profit
organization or a charitable trust and then requires these contributions to be
used in specified manner. This statement will have no effect on the financial
statements of the Company.
<PAGE>
Part 1 - Financial Information
Item 2. Management's Discussion and Analysis of Financial Condition
The following is a discussion of the Company's financial condition as of March
31, 2000 compared to December 31, 1999 and the results of operations for the
three months ended March 31, 2000. Results of operations for the three months
ended March 31,1999 reflect holding company activity prior to the opening of the
Bank and therefore, a comparison with March 31, 2000 is not meaningful. The
discussion should be read in conjunction with the Company's condensed
consolidated financial statements and accompanying footnotes appearing in this
report.
This report contains "forward-looking statements" relating to, without
limitation, future economic performance, plans and objectives of management for
future operations, and projections of revenues and other financial items that
are based on the beliefs of the Company's management, as well as assumptions
made by and information currently available to the Company's management. The
words "expect," "anticipate," and "believe," as well as similar expressions, are
intended to identify forward-looking statements. The Company's actual results
may differ materially from the results discussed in the forward-looking
statements, and the Company's operating performance each quarter is subject to
various risks and uncertainties that are discussed in detail in the Company's
filings with the Securities and Exchange Commission, including the "Risk
Factors" section in the Company's Registration Statement on Form SB-2
(Registration Number 333-70589) as filed with and declared effective by the
Securities and Exchange Commission.
Results of Operations for the quarter ended March 31, 2000 compared to the
quarter ended March 31, 1999:
Net Interest Income
The largest component of the Company's net income is its net interest income,
the difference between the income earned on assets and the interest paid on
deposits and borrowings used to support such assets. Net interest margin is
determined by dividing the net interest income by average earning assets. Net
interest income for the three month period ended March 31, 2000 was $274,230.
The annualized interest rate spread was 4.63% at March 31, 2000. Loans, the
highest yielding component of earning assets, represented 61% of earning assets
at March 31, 2000. Since loans often provide a higher yield than other types of
earning assets, one of the Company's goals is to maintain its loan portfolio as
the highest percentage of total earning assets. Loan interest income for the
three month period ended March 31, 2000 totaled $316,429 while interest earned
on investment securities and federal funds sold amounted to $111,169 and
$47,139, respectively.
For the period ended March 31, 1999, net interest income totaled $6,184 and
represented interest earned on the Company's escrow account maintained prior to
the opening of the Bank.
Provision and Allowance for Loan Losses
The provision for loan losses is the charge to operating earnings that
management feels is necessary to maintain the allowance for possible loan losses
at an adequate level. For the three months ended March 31, 2000, the provision
charged to expense was $20,304. The loan loss reserve was $206,504 as of March
31, 2000, or 1.50% of gross loans as compared to $195,800 as of December 31,
1999, or 1.50% of gross loans. The loan portfolio is periodically reviewed to
evaluate the outstanding loans and to measure both the performance of the
portfolio and the adequacy of the allowance for loan losses. This analysis
includes a review of delinquency trends, actual losses, and internal credit
ratings. Management's judgment as to the adequacy of the allowance is based upon
a number of assumptions about future events which it believes to be reasonable,
but which may or may not be accurate. Because of the inherent uncertainty of
assumptions made during the evaluation process, there can be no assurance that
loan losses in future periods will not exceed the allowance for loan losses or
that additional allocations will not be required.
<PAGE>
PART I - FINANCIAL INFORMATION(continued)
Item 2. Management's Discussion and Analysis of Financial Condition (continued)
Non-Interest Income
Non-interest income for the three month period ended March 31, 2000 was $22,851.
Deposit account service charges represented $8,864, while brokered mortgage loan
origination fees totaled $5,003. Fees on ATM and cash dispenser machines
amounted to $5,565. The Company recorded no non-interest income for the three
months ended March 31, 1999, or preopening of the Bank.
Non-Interest Expense
Non-Interest Expense for the three month period ended March 31, 2000 was
$378,501. Of this amount, salaries and employee benefits comprised $201,875.
Occupancy, office and equipment, including depreciation of furniture and
equipment accounted for $66,148 for the three month period ended March 31, 2000,
and marketing expenses totaled $31,530. Non-interest expense for the three month
period ended March 31, 1999 amounted to $157,661 and consisted primarily of
salaries and benefits and marketing and planning costs incurred during the
preopening phase of the Bank.
Assets and Liabilities
During the first three months of 2000, total assets increased by $491,087 to
$28,038,429. Net loans increased by $705,365 to $13,560,448. Since December 31,
1999, the Company shifted funds from federal funds sold to higher earning
investment securities. Deposits increased by $613,688 to $19,004,383. The
Company's management closely monitors and seeks to maintain appropriate levels
of interest earning assets and interest bearing liabilities so that maturities
of assets are such that adequate funds are provided to meet customer withdrawals
and demand. Management expects asset and liability growth to continue during the
coming months, with the growth tapering off to a more deliberate and
controllable pace over the longer term, and believes capital should continue to
be adequate for the next 12 months.
Loans
Balances within the major loan categories as of March 31, 2000 and December 31,
1999 are as follows:
March 31, 2000 December 31, 1999
--------------- -----------------
Commercial and Industrial $ 6,002,140 $ 5,870,988
Real Estate - 1-4 Family 2,247,849 2,182,255
Real Estate - Commercial 4,594,933 4,014,790
Installment and consumer credit lines 922,030 982,850
---------- ------------
$13,766,952 $ 13,050,883
========== ============
Allowance for loan loss, December 31, 1999 $ 195,800
Provision 20,304
Charge-offs 9,600
-----------
Allowance for loan loss, March 31, 2000 $ 206,504
-----------
Gross loans outstanding, December 31, 1999 $13,050,883
-----------
Gross loans outstanding, March 31, 2000 $13,766,952
-----------
Allowance for loan losses to loans outstanding, December 31, 1999 1.50 %
-----
Allowance for loan losses to loans outstanding, March 31, 2000 1.50%
-----
<PAGE>
PART I - FINANCIAL INFORMATION (continued)
Item 2. Management's Discussion and Analysis of Financial Condition (continued)
Deposits
Balances within the major deposit categories as of March 31, 2000 and December
31, 1999 are as follows:
March 31, 2000 December 31, 1999
--------------- -----------------
Non-interest bearing demand deposits $3,591,032 $ 2,824,668
Interest-bearing checking 6,900,121 6,654,818
Savings deposits 210,169 178,404
Money market accounts 3,672,050 3,951,492
Time deposits less than $100,000 2,533,010 2,415,499
Time deposits of $100,000 or more 2,098,001 2,365,814
----------- ------------
$19,004,383 $ 18,390,695
=========== ============
Liquidity Management
At March 31, 2000, the Company's liquid assets, consisting of cash and due from
banks and federal funds sold, amounted to $3,339,291 and represented 11.9% of
total assets. Investment securities totaled $7,393,368. These securities provide
a secondary source of liquidity since they can be converted to cash in a timely
manner. The Company's ability to maintain and expand its deposit base and
borrowing capabilities also serves as a source of liquidity. The Company's loan
to deposit ratio at March 31, 2000 was 72.4%. The Company plans to meet its
future cash needs through the liquidation of temporary investments, maturities
of loans and investment securities and generation of deposits. In addition, the
Company maintains lines of credit with correspondent banks in the amount of
$3,500,000 and is a member of the Federal Home Loan Bank from which application
for borrowings can be made for leverage purposes.
Management believes that its existing stable base of core deposits along with
continued growth in this deposit base, will enable the Company to successfully
meet its long-term liquidity needs.
Capital Adequacy
Bank holding companies and their banking subsidiaries are required by banking
regulators to meet certain minimum levels of capital adequacy which are
expressed in the form of certain ratios. Capital is separated into Tier 1
capital (essentially common shareholders' equity less intangible assets) and
Tier 2 capital (essentially the allowance for loan losses limited to 1.25% of
risk weighted assets). The first two ratios, which are based on the degree of
credit risk in the Company's assets, require the weighting of assets based on
assigned risk factors and include off-balance sheet items such as loan
commitments and stand-by letters of credit. The ratio of Tier 1 capital to
risk-weighted assets must be at least 4% and the ratio of total capital (Tier 1
capital plus Tier 2) to risk-weighted assets must be at least 8%. The capital
leverage ratio supplements the risk-based capital guidelines. The leverage ratio
is Tier 1 capital divided by the adjusted quarterly average total assets. Banks
and bank holding companies are required to maintain a minimum leverage ratio of
4.0%.
The following table summarizes the Company's risk-based capital at March 31,
2000 (in thousands):
Required amount Percent Actual amount Percent
Tier 1 capital $ 662 4.0% $ 7,546 45.58%
Total capital 1,324 8.0 7,753 46.83
Tier 1 leverage ratio 1,052 4.0 7,546 28.70
<PAGE>
PART I - FINANCIAL INFORMATION (continued)
Item 2. Management's Discussion and Analysis of Financial Condition (continued)
THE YEAR 2000
Like many financial institutions, we rely upon computers for conducting our
business and for information systems processing. Industry experts were concerned
that on January 1, 2000, some computers would not be able to interpret the new
year properly, causing computer malfunctions. While we have not experienced any
material computer malfunctions to date, there remains a risk that our computers
will be unable to read or interpret data on Year 2000-sensitive dates, including
October 10, 2000. Our regulators have issued guidelines to require compliance
with Year 2000 issues. In accordance with these guidelines, we have developed
and executed a plan to ensure that our computer and telecommunication systems do
not have these Year 2000 problems. We generally rely on software and hardware
developed by independent third parties for our information systems. We believe
that our internal systems and software, including our network connections, are
programmed to comply with Year 2000 requirements, although there is a risk they
may not be. We incurred approximately $10,000 in expenses in 1999 to implement
our Year 2000 plan. Under our plan, we are continuing to monitor the situation
throughout 2000. Based on information currently available, we believe that we
will not incur significant additional expenses in connection with the Year 2000
issue.
The Year 2000 issue may also negatively affect the business of our customers,
but to date we are not aware of any material Year 2000 issues affecting them. We
include Year 2000 readiness in our lending criteria to minimize risk. However,
this will not eliminate the issue, and any financial difficulties that our
customers experience caused by Year 2000 issues could impair their ability to
repay loans to us.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
There are no material pending legal proceedings to which the Company or any of
its subsidiaries is party or of which any of their property is the subject.
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
There were no matters submitted to security holders for a vote during the three
months ended March 31, 2000.
Item 5. Other Information
None.
Item 6. Exhibits and Report on Form 8-K
(a) Exhibits.
See Exhibit Index attached hereto.
(b) Reports on Form 8-K.
There were no reports on Form 8-K filed by the Company during the quarter ended
March 31, 2000.
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
NEW COMMERCE BANCORP
--------------------
(Registrant)
Date: May 5, 2000 By: /s/ James D. Stewart
-----------------------------------------
James D. Stewart
President and Chief Executive Officer
By: /s/ Paula S. King
----------------------------------------
Paula S. King
Principal Accounting and Chief Financial
Officer
<PAGE>
EXHIBIT INDEX
Exhibit Description
- ------- -----------
3.1. *Articles of Incorporation, as amended
3.2. *Bylaws
4.1. *See Exhibits 3.1 and 3.2 for provisions in New Commerce
BanCorp's Articles of Incorporation and Bylaws defining the
rights of holders of the common stock
4.2. *Form of certificate of common stock
10.1. *Employment Agreement dated August 1, 1998 between New
Commerce BanCorp and James D. Stewart
10.2. *Agreement to Buy and Sell dated January 4, 1999, between New
Commerce BanCorp, as buyer, and The Bess G. Kirkland Trust, as
seller
10.3. *Agreement to Buy and Sell dated September 30, 1998 between
New Commerce BanCorp, as buyer, and Stephen M. Young and Lewis
P. Young, Trustees of Wilbert Burial Vault, Inc., Profit
Sharing Plan, seller
10.4. *Agreement to Buy and Sell dated October 26, 1998, between New
Commerce BanCorp, as buyer, and Hawkins Development
Corporation, as seller
10.5. *Sales Agency Agreement dated December 11, 1998 between New
Commerce BanCorp and J.C. Bradford & Co.
10.6. *Escrow Agreement dated October 27, 1998 between New Commerce
BanCorp and The Bankers Bank
10.7. *Data Processing Services Agreement and Contract Modification
dated December 1, 1998 between New Commerce BanCorp and Jack
Henry & Associates, Inc.
10.8. *Form of Stock Warrant Agreement
10.9. *Employment Agreement dated January 29, 1999 between New
Commerce BanCorp and Paula S. King
10.10 New Commerce Bancorp 1999 stock Incentive Plan (Incorporated
by reference to the Company's Form 10-KSB for period ended
December 31, 1999, File No. 333-70589).
27.1. Financial Data Schedule for period ended March 31, 2000 (for
electronic filing purposes)
- -------------------------
*Incorporated by reference to the Company's Registration Statement on Form SB-2,
File No. 333-70589
<TABLE> <S> <C>
<ARTICLE> 9
<CIK> 1075945
<NAME> New Commerce BanCorp
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> Dec-31-2000
<PERIOD-START> Jan-01-2000
<PERIOD-END> Mar-31-2000
<CASH> 1,830,572
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 1,508,719
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 6,453,066
<INVESTMENTS-CARRYING> 940,302
<INVESTMENTS-MARKET> 900,916
<LOANS> 13,766,952
<ALLOWANCE> 206,504
<TOTAL-ASSETS> 28,038,429
<DEPOSITS> 19,004,383
<SHORT-TERM> 0
<LIABILITIES-OTHER> 120,068
<LONG-TERM> 0
0
0
<COMMON> 10,000
<OTHER-SE> 8,903,978
<TOTAL-LIABILITIES-AND-EQUITY> 28,038,429
<INTEREST-LOAN> 316,429
<INTEREST-INVEST> 111,169
<INTEREST-OTHER> 47,139
<INTEREST-TOTAL> 474,737
<INTEREST-DEPOSIT> 200,507
<INTEREST-EXPENSE> 200,507
<INTEREST-INCOME-NET> 0
<LOAN-LOSSES> 20,304
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 378,501
<INCOME-PRETAX> (101,724)
<INCOME-PRE-EXTRAORDINARY> (101,724)
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (71,763)
<EPS-BASIC> (.07)
<EPS-DILUTED> (.07)
<YIELD-ACTUAL> 4.63
<LOANS-NON> 0
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 195,800
<CHARGE-OFFS> 9,600
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 206,504
<ALLOWANCE-DOMESTIC> 206,504
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
