<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
__________
Quarterly Report Under Section 13 or 15(d)
of The Securities Exchange Act of 1934
____________
For Quarter Ended June 30, 1995 Commission file number 0-16213
------------- -------
GBC BANCORP
-------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
California 95-3586596
------------------------------ ----------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
800 West 6th Street, Los Angeles, California 90017
------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code 213/972-4172
----------------
-----------------------------------------------------------------------------
Former name former address and former fiscal year, if changed since
last report.
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 ___________
------------
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the close of the period covered by this report.
Common stock, no par value, 6,660,315 shares issued and outstanding as of
----------------
June 30, 1995.
-------------
1
<PAGE>
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION ................................
Item 1. Financial Statements .................................
Item 2. Management's Discussion and Analysis
of Financial Condition and Results
of Operations ........................................
PART II - OTHER INFORMATION ....................................
Item 1. Legal Proceedings ....................................
Item 2. Changes in Securities ................................
Item 3. Default upon Senior Securities .......................
Item 4. Submission of Matters to a Vote of
Securities Holders ...................................
Item 5. Other Information ....................................
Item 6. Exhibits and Reports on Form 8-K .....................
PART III- SIGNATURES ...........................................
2
<PAGE>
PART I - FINANCIAL INFORMATION
3
<PAGE>
GBC Bancorp and Subsidiaries
Consolidated Statements of Financial Condition
(Unaudited)
<TABLE>
<CAPTION>
June December
(In Thousands) 1995 1994
----------------------------------------------------------------------------------------------
(In Thousands)
<S> <C> <C>
ASSETS
Cash and Due From Banks $31,278 $48,260
Federal Funds Sold 49,300 64,000
Due From Financial Institutions - Time - 99
Securities Available for Sale, at Market 361,876 357,235
Securities Held to Maturity (Market Value of $102,615 and
$81,060 at June 30, 1995 and December 31, 1994, Respectively) 101,692 83,276
Loans and Leases 482,177 500,990
Less: Allowance for Credit Losses 20,255 23,025
Deferred Loan Fees 3,577 3,689
----------- -----------
Loans and Leases, Net 458,345 474,276
Bank Premises and Equipment, Net 5,877 6,139
Other Real Estate Owned, Net 8,498 5,051
Due From Customers on Acceptances 4,207 5,132
Real Estate Held for Investment 15,231 17,897
Accrued Interest Receivable and Other Assets 17,065 20,237
----------- -----------
Total Assets $1,053,369 $1,081,602
----------- -----------
----------- -----------
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Demand $120,735 $134,415
Interest Bearing Demand 176,212 197,392
Savings 132,020 154,327
Time Certificates of Deposit of $100,000 or More 317,908 311,562
Other Time Deposits 153,404 136,324
----------- -----------
Total deposits 900,279 934,020
Borrowings from the Federal Home Loan Bank 30,000 30,000
Subordinated Debt 15,000 15,000
Acceptances Outstanding 4,207 5,132
Accrued Expenses and Other Liabilities 9,271 9,767
----------- -----------
Total Liabilities 958,757 993,919
Stockholders' Equity:
Common Stock, No Par or Stated Value;
20,000,000 Shares Authorized; 6,660,315 and
6,660,215 Shares Outstanding at June 30, 1995
and December 31, 1994, Respectively 45,388 45,373
Retained Earnings 48,595 46,588
Unrealized Holding Gains/(Losses) on Securities Avaliable
for Sale, Net of Tax 636 (4,271)
Foreign Currency Translation Adjustments (7) (7)
----------- -----------
Total Stockholders' Equity 94,612 87,683
----------- -----------
Total Liabilities and Stockholders' Equity $1,053,369 $1,081,602
----------- -----------
----------- -----------
</TABLE>
See Accompanying Notes to Consolidated Financial Statements.
4
<PAGE>
GBC Bancorp and Subsidiaries
Consolidated Statements of Income
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
(In Thousands, Except Per Share Data) 1995 1994 1995 1994
---------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>>
INTEREST INCOME
Loans and Leases, Including Fees $12,691 $11,965 $25,050 $23,206
Securities Available for Sale 5,449 2,801 10,656 5,938
Securities Held to Maturity 1,623 1,649 3,067 3,312
Due from Financial Institutions-Time 0 8 5 20
Federal Funds Sold and Securities
Purchased under Agreements to Resell 1,253 1,096 2,777 1,733
--------- --------- --------- ---------
Total Interest Income 21,016 17,519 41,555 34,209
INTEREST EXPENSE
Interest Bearing Demand 1,054 1,021 2,142 2,002
Savings 1,195 529 2,540 1,102
Time Deposits of $100,000 or More 4,132 3,587 7,969 6,439
Other Time Deposits 1,923 1,039 3,696 1,889
Federal Funds Purchased and Securities
Sold under Agreements to Repurchase - 143 - 360
Borrowings from the Federal Home Loan Bank 356 356 704 708
Subordinated Debt 399 399 798 798
--------- --------- --------- ---------
Total Interest Expense 9,059 7,074 17,849 13,298
Net Interest Income 11,957 10,445 23,706 20,911
Provision for Credit Losses 5,000 2,760 10,100 4,060
--------- --------- --------- ---------
Net Interest Income after Provision
for Credit Losses 6,957 7,685 13,606 16,851
NON-INTEREST INCOME
Service Charges and Commissions 1,392 1,373 2,773 2,749
Gains/(Losses) on sale of loans 4 25 (45) 49
Loss on Sale of Securities Available for Sale - - - (26)
Write Off of Securities Held to Maturity (150) - -
Gain on Sale of Bank Premises and Equipment 9 - 9 -
Other Income 199 142 374 220
--------- --------- --------- ---------
Total Non-Interest Income 1,604 1,390 3,111 2,992
NON-INTEREST EXPENSE
Salaries and Employee Benefits 2,612 2,380 5,159 5,082
Occupancy Expense 678 653 1,364 1,272
Furniture and Equipment Expense 389 526 791 904
Net Other Real Estate Owned Expense 506 1,501 1,537 1,921
Other Expenses 2,072 1,609 4,022 3,192
--------- --------- --------- ---------
Total Non-Interest Expense 6,257 6,669 12,873 12,371
Income before Provision for Income Taxes 2,304 2,406 3,844 7,472
Provision for Income Taxes 850 510 771 2,061
--------- --------- --------- ---------
Net Income $1,454 $1,896 3,073 5,411
--------- --------- --------- ---------
--------- --------- --------- ---------
Earnings Per Share $0.22 $0.28 $0.46 $0.80
--------- --------- --------- ---------
--------- --------- --------- ---------
</TABLE>
See Accompanying Notes to Consolidated Financial Statements.
5
<PAGE>
GBC Bancorp and Subsidiaries
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
For the Six Months Ended
June 30,
(In Thousands) 1995 1994
-----------------------------------------------------------------------------
<S> <C> <C>
OPERATING ACTIVITIES:
Net Income $3,073 $5,411
Adjustments to Reconcile Net Income to Net Cash
Provided by Operating Activities:
Depreciation 530 2,113
Net Amortization/(Accretion) of Premiums/Discounts
on Securities (2,290) 432
Writedowns on Real Estate Held for Investment 387 -
Provision for Credit Losses 10,100 4,060
Provision for Losses on Other Real Estate Owned 868 1,111
Amortization of Deferred Loan Fees (1,329) (1,522)
(Gain)/Loss on Sale of Loans 45 (49)
Gain on Sale of Securities Available for Sale - (124)
Loss on Write-off of Securities Held to Maturity - 150
(Gain) on Sale of Bank Premises and Equipment (9) -
Gain on Sale of Other Real Estate Owned (10) (104)
Net (Increase)/Decrease in Interest Receivable
and Other Assets 60 (813)
Net Decrease in Accrued Expenses and other
Liabilities (959) (2,762)
Other, Net (17) 178
--------- ---------
Net Cash Provided by Operating Activities 10,449 8,081
INVESTING ACTIVITIES:
Purchases of Securities Available for Sale (275,872) (36,078)
Proceeds from Maturities of Securities Available
for Sale 282,059 48,451
Proceeds from Sales of Securities Available for Sale - 21,097
Proceeds from Maturities of Securities Held to Maturity 15,688 1,140
Purchases of Securities Held to Maturity (34,158) (2,673)
Loans Originated for Sale (25,476) (22,840)
Proceeds from Sales of Loans 14,777 22,795
Net (Increase)/Decrease in Loans and Leases 10,721 (7,669)
Proceeds from Sales of Other Real Estate Owned 2,805 5,824
Purchases of Bank Premises and Equipment (282) (1,409)
Proceeds from Sale of Bank Premises and Equipment 18
Proceeds from Sales of Real Estate Investment 2,635 -
Additions to Real Estate Held for Investment (356) (1,739)
--------- ---------
Net Cash Provided/Used by Investing Activities (7,441) 26,899
</TABLE>
See accompanying notes to consolidated financial statements.
6
<PAGE>
GBC BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
For the Six Months Ended
June 30,
(In Thousands) 1995 1994
------------------------------------------------------------------------------------
<S> <C> <C>
FINANCING ACTIVITIES:
Net Increase/(Decrease) in Demand Deposits ($13,680) $5,828
Net Increase/(Decrease) in Interest-Bearing Demand Accounts (21,180) 9,936
Net Decrease in Savings Deposits (22,307) (12,306)
Net Increase in Certificates of Deposits 23,426 29,121
Net Decrease in Federal Funds Purchased
and Securities Sold under Agreements to Repurchase - (24,844)
Cash Dividend Paid (1,066) (1,065)
Proceeds from Exercise of Stock Options 18 45
--------- ---------
Net Cash Provided/Used by Financing Activities (34,789) 6,715
--------- ---------
Net Change in cash and Cash Equivalents (31,781) 41,695
Cash and Cash Equivalents at Beginning of Period 112,359 105,426
--------- ---------
Cash and Cash Equivalents at End of Period $80,578 $147,121
--------- ---------
--------- ---------
Supplemental Disclosures of Cash Flow Information:
Cash Paid during This Period for:
Interest Paid (Net of Capitalized Interest) $14,215 $13,185
Income Taxes 450 4,366
--------- ---------
--------- ---------
Noncash Investing Activities:
Loans Transferred to Other Real Estate Owned $7,383 $9,333
Loans to facilitate the sale of Other Real Estate Owned 290 -
Held to Maturity Securities Transferred to
Available for Sale Securities - 9,403
--------- ---------
--------- ---------
</TABLE>
See Accompanying Notes to Consolidated Financial Statements.
7
<PAGE>
GBC BANCORP AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
In the opinion of management, the consolidated financial statements of GBC
Bancorp and its subsidiaries (the "Company") as of June 30, 1995 and December
31, 1994 and the six and three months ended June 30, 1995 and 1994, reflect all
adjustments (which consist only of normal recurring adjustments) necessary for a
fair presentation. In the opinion of management, the aforementioned financial
statements are in conformity with general accepted accounting principles.
STATEMENT OF FINANCIAL ACCOUNTING STANDARDS BOARD NO. 114 AS AMENDED
In May 1993, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards No. 114, "Accounting by Creditors
for Impairment of a Loan", ("SFAS" 114). Under the provisions of SFAS 114, a
loan is considered impaired when, based on current information and events, it is
probable that a creditor will be unable to collect all amounts due according to
the contractual terms of the loan agreement. SFAS 114 requires creditors to
measure impairment of a loan based on the present value of expected future cash
flows discounted at the loan's effective interest rate, fair value of the loan's
collateral, or market value of the loan. If the measure of the impaired loan is
less than the recorded investment in the loan, a creditor shall recognize an
impairment by creating a valuation allowance with a corresponding charge to the
provision for credit losses. Bank regulators have interpreted SFAS 114 to
require that an impaired loan that is collateral-dependent be carried at the
fair value of the loan's collateral. SFAS 114 also applies to restructured
loans and changes the requirement of accounting for loans that are in-substance
foreclosures as foreclosed assets requiring their recognition upon the physical
possession of the underlying collateral by the Bank.
In October 1994 the FASB issued Statement No. 118, "Accounting by
Creditors for Impairment of a Loan - Income Recognition and Disclosures" ("SFAS
118"), that amends SFAS 114 and eliminates its provision regarding how a
creditor should report income on an impaired loan. As a result of the
amendment, creditors may now continue to use existing methods for recognizing
income on impaired loans, including methods that are required by certain banking
regulators. SFAS 118 also clarified the disclosure requirements of SFAS 114.
Statements 114 and 118 are effective for fiscal years beginning after
December 15, 1994 and the initial adoption is required to be
8
<PAGE>
reflected prospectively. The Company adopted SFAS 114 and SFAS 118 on January
1, 1995. The adoption did not have a material impact on the financial position
or results of the Company.
With the exception of one credit, all loans identified as impaired are on a
nonaccrual status. No restructured loans are considered impaired as of June 30,
1995. Interest payments received on nonaccrual loans generally are either
applied against principal or reported as interest income, according to
management's judgment as to the collectibility of principal.
EARNINGS PER SHARE
Earnings per share are computed based on the weighted average shares
outstanding including common stock equivalents for the periods disclosed.
Because of the price of GBC Bancorp common stock during the six and three months
ended June 30, 1995, all potential common stock equivalents were anti-dilutive
and accordingly were not included in the weighted average shares outstanding for
these periods.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Cash and cash equivalents consist of cash and due from banks, due from
financial institutions-time and Federal funds sold.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
OVERVIEW
For the six months ended June 30, 1995, GBC Bancorp earned net income of
$3,073,000, or $0.46 per share. For the corresponding period of a year ago, the
Company earned $5,411,000, or $0.80 per share.
The reduction in net income of $2,338,000, or $0.34 per share is primarily
the result of a $6,040,000 increase in the provision for credit losses. The
increase in the provision was partially offset by a $2,795,000 increase in the
net interest income earned during the six months ended June 30, 1995 compared to
the corresponding period of 1994.
Net income for the second quarter of 1995 was $1,454,000, or $0.22 per
share compared to $1,896,000, or $0.28 per share for the second
9
<PAGE>
quarter of 1994. As was the case for the six month comparison, the decline
in net income was primarily due to an increased provision for credit losses
of $2,240,000 which was partially offset by an increased net interest income
of $1,512,000.
For the six months ended June 30,1995 and 1994, the return on average
assets ("ROA") was 0.58% and 1.13%, respectively. For the six months ended June
30, 1995 and 1994, the return on average stockholders' equity ("ROE") was 6.78%
and 12.13%, respectively. The decline of these ratios is as explained above.
For the quarter ended June 30, 1995 and 1994, ROA was 0.55% and 0.78%,
respectively, and ROE was 6.26% and 8.32%, respectively. The decline of these
ratios is as explained above.
RESULTS OF OPERATIONS
NET INTEREST INCOME
For the six months ending June 30, 1995, net interest income before the
provision for credit losses amounted to $23,706,000, an increase of $2,795,000,
or 13.40%.
Total interest income for the six months ended June 30, 1995 was
$41,555,000 compared to $34,209,000 for the corresponding period of a year ago.
The $7,346,000 increase, or 21.5%, was due to both an increase in the average
earning assets and the yield earned thereon. Average earning assets for the six
months ending June 30, 1995 and 1994 were $1,002,588,000 and $896,675,000,
respectively, representing a $106 million, or 11.8% increase. The yields on
earning assets were 8.36% and 7.69% for the six months ending June 30, 1995 and
1994, respectively, representing a 67 basis point increase, or 8.70%.
Total interest expense for the six months ending June 30, 1995 and 1994 was
$17,849,000 and $13,298,000, respectively, representing a $4,551,000, or 34.2%
increase. As was the case for interest income, the interest expense increase
was a function of both an increase in average interest bearing liabilities and
the rates paid thereon. Average interest bearing liabilities for the six months
ending June 30, 1995 and 1994 were $839,298,000 and $774,788,000, respectively,
representing a $64,510,000, or 8.30% increase. The rates paid on interest
bearing liabilities were 4.29% and 3.46% for the six months ending June 30,
1995 and 1994, respectively.
The net interest margin (defined as the difference between interest income
and interest expense divided by average earning assets
10
<PAGE>
and annualized) increased from 4.70% to 4.74%, for the six months ending June
30, 1995 compared to the same period of the year earlier.
The increase in the margin was primarily the result of an increase of
$22,433,000 of non-interest bearing deposits during the six months ended June
30, 1995, compared to the corresponding period of a year ago.
Net interest income before the provision for credit losses for the three
months ending June 30, 1995 and 1994 was $11,957,000 and $10,445,000,
respectively, representing an increase of $1,512,000 or 14.50%.
Total interest income for the quarter ending June 30, 1995 was $21,016,000,
compared to $17,519,000, or a $3,497,000 increase over the quarter ending June
30, 1994. The increase was due to both a growth of average earning assets and
an increase in the yields earned thereon.
Total interest expense for the quarters ending June 30, 1995 and 1994 was
$9,059,000 and $7,074,000, respectively, representing a $1,985,000 or 28.1%
increase. As was the case with interest income, the increase in interest
expense was due to an increase of the average of interest bearing liabilities
and an increase in the rates paid thereon.
The net interest margin for the quarter ended June 30, 1995 and 1994 was
4.78% and 4.67%, respectively. Contributing to the increase in the margin was
the growth of non-interest bearing deposits. Average non-interest bearing
deposits were $117,350,000 and $95,674,000 for the quarters ending June 30, 1995
and 1994, respectively.
PROVISION FOR CREDIT LOSSES
For the six months ending June 30, 1995, the provision for credit losses
totaled $10,100,000, compared to $4,060,000 for the corresponding period of
1994, representing an increase of $6,040,000, or 149%.
The increase of the provision for credit losses was caused by the continued
effect of the increase in interest rates last year, which negatively impacted on
the recovery of the local economy and the commercial real estate market. These
factors affect the financial capabilities and liquidity of the Company's
borrowers and the valuation of the underlying collateral supporting the
Company's loans. Additionally, the Company's subsidiary, General Bank, had an
examination by federal bank regulators in the first quarter of 1995,
11
<PAGE>
and the provision for credit losses and charge-offs recorded during the six
months ended June 30, 1995, reflect actions taken in response to the findings of
the examination. The provision and charge-offs largely reflect recent
appraisals of underlying collateral of commercial real estate loans, but do not
necessarily represent realized losses. (See Regulatory Matters section
following for further discussion.)
For the quarter ending June 30, 1995, the provision for credit losses
totaled $5,000,000 compared to $2,760,000 for the corresponding period of 1994,
representing an increase of $2,240,000 or 81.2%. The explanation for this
increase is as noted above for the six-month comparison.
NON-INTEREST INCOME
Non-interest income for the six months ended June 30, 1994 totaled
$3,111,000 compared to $2,992,000 for the corresponding period of a year ago,
representing a $119,000 or 4.0% increase. The increase is primarily due to
$154,000, or 70%, growth in other non-interest income. Other non-interest
income includes various categories, but primarily consists of income from escrow
services. For the six months ending June 30, 1995 escrow services totaled
$290,000 compared to $172,000 for the corresponding period of a year ago.
Non-interest income for the quarter ended June 30, 1995 totaled $1,604,000
compared to $1,390,000 for the corresponding period of a year ago, representing
a $214,000, or 15.4% increase. The increase was primarily due to the one-time
$150,000 write-off of a security deemed uncollectible during the quarter ended
June 30, 1994. For the quarter ended June 30, 1995, there were no security
transactions.
NON-INTEREST EXPENSE
For the six months ending June 30, 1995 and 1994 non-interest expense was
$12,873,000 and $12,371,000, representing a $502,000, or 4.1% increase. While
there was a $384,000 decrease in net other real estate owned expense due to
reduced OREO operating costs and provision amounts, this was offset by an
$830,000 increase in other expenses. The largest increases were legal, real
estate investment expense, FDIC assessments, and appraisal expense.
Real estate investment expense increased $155,000 directly attributable to
those properties being readied for marketing in 1995. Prior to this time, costs
were capitalized to the extent permitted by the lower of cost or fair value.
FDIC assessments increased $265,000
12
<PAGE>
as a result of both an increase of insurable deposits and the increase in the
assessment rate that the Bank is obligated to pay. Appraisal expense increased
by $140,000 primarily due to the increased level of non-performing assets.
For the three months ended June 30, 1995 and 1994, non-interest expense was
$6,257,000 and $6,669,000, respectively, representing a $412,000, or 6.2%
decrease. The reduction was primarily due to a $995,000 reduction of net other
real estate expense offset by a $463,000 increase in other expenses. The
reasons for these changes in other expenses are as explained above for the six-
month variances.
PROVISION FOR INCOME TAXES
The provision for income taxes for the six months ending June 30, 1995 was
$771,000, representing an effective tax rate of 20%. This effective tax rate is
based on management's assessment of the expected tax rate of pre-tax income for
the year 1995, the year-end timing differences and the federal income tax
credits related to the low-income housing investments. For the six months ended
June 30, 1994, the provision for income taxes was $2,061,000, or 27% of pre-tax
income.
For the quarter ending June 30, 1995 and 1994, the provision for income
taxes was $850,000 and $510,000, respectively, representing effective rates of
37% and 21%. The high rate of the quarter ended June 30, 1995, reflected a
year-to-date change in the assumption of pre-tax income for the year 1995.
FINANCIAL CONDITION
LOANS
As of June 30, 1995, total loans and leases amounted to $482,177,000
representing an $18,813,000, or 3.80% decrease from total loans of $500,990,000
outstanding as of December 31, 1994. During the first six months of 1995 there
were loan charge-offs of $13,002,000 and the transfer of $7,969,000 of loans to
other real estate owned, at the lower of cost or fair value.
The following table sets forth the amount of loans and leases outstanding
by category and the percentage of each category to the total loans and leases
outstanding for the periods indicated:
13
<PAGE>
<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------
JUNE 30, 1995 DECEMBER 31, 1994
-------------------------------------------------------------------------------------
(IN THOUSANDS) Amount Percentage Amount Percentage
-------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Commercial $146,045 30.29% $132,806 26.50%
-------------------------------------------------------------------------------------
Real Estate - Construction $57,455 11.92% $60,610 12.10%
-------------------------------------------------------------------------------------
Real Estate - Conventional $252,342 52.33% $281,225 56.10%
-------------------------------------------------------------------------------------
Installment $287 0.06% $377 0.10%
-------------------------------------------------------------------------------------
Other Loans $25,784 5.35% $25,699 5.10%
-------------------------------------------------------------------------------------
Leveraged Leases $264 0.05% $273 0.10%
-------------------------------------------------------------------------------------
TOTAL $482,177 100.00% $500,990 100.00%
-------------------------------------------------------------------------------------
</TABLE>
NONPERFORMING ASSETS
A certain degree of risk is inherent in the extension of credit.
Management believes that it has credit policies in place to assure minimizing
the level of loan losses and nonperforming loans. The Company performs a
quarterly assessment of the credit portfolio to determine the appropriate level
of the allowance. Included in the assessment is the identification of loan
impairment. A loan is identified as impaired when it is probable that interest
and principal will not be collected according to the contractual terms of the
loan agreement. Loan impairment is measured by estimating the expected future
cash flows and discounting them at the respective effective interest rate or by
valuing the underlying collateral.
The Company has a policy of classifying loans (including a loan impaired
under SFAS 114) which are 90 days past due as to principal and/or interest as
nonaccrual loans unless management determines that the fair value of underlying
collateral is substantially in excess of the loan amount or circumstances
justify treating the loan as fully collectible. After a loan is placed on
nonaccrual status, any interest previously accrued, but not yet collected, is
reversed against current income. A loan is returned to accrual status only when
the borrower has demonstrated the ability to make future payments of principal
and interest as scheduled, and the borrower has demonstrated a sustained period
of repayment performance in accordance with the contractual terms. Interest
received on nonaccrual loans generally is either applied against principal or
reported as interest income, according to management's judgment as to the
collectibility of principal.
14
<PAGE>
The following table provides information with respect to the Company's past
due loans, restructured loans and other real estate owned at the dates
indicated:
<TABLE>
<CAPTION>
----------------------------------------------------------------------
(IN THOUSANDS) June 30, 1995 December 31, 1994
----------------------------------------------------------------------
<S> <C> <C>
Loan 90 Days or More Past Due
and Still Accruing $11 $999
----------------------------------------------------------------------
Nonaccrual Loans $41,894 $46,672
----------------------------------------------------------------------
Total Past Due Loans $41,905 $47,671
----------------------------------------------------------------------
Restructured Loans $12,722 $20,865
----------------------------------------------------------------------
Total Nonperforming Loans $54,627 $68,536
----------------------------------------------------------------------
Other Real Estate Owned, Net $8,498 $5,051
----------------------------------------------------------------------
Total Nonperforming Assets $63,125 $ 73,587
----------------------------------------------------------------------
</TABLE>
Total nonperforming assets decreased $10,462,000, or 14.2%, from
$73,587,000 as of December 31, 1994 to $63,125,000 as of June 30, 1995. The net
reduction is primarily attributable to charge-offs amounting to $13.0 million
recorded during the six months ended June 30, 1995, offset by an increase of
$3.4 million in other real estate owned, net.
Commercial real estate and construction loans as a group comprise 85.0% of
the total nonaccrual loans, as of June 30, 1995. Although the value of the
underlying collateral is affected by the high interest rates and economic
factors described above, the collateral nevertheless provides substantial
protection against the loss of principal.
The following table breaks out the Company's nonaccrual loans by category
as of June 30, 1995 and December 31, 1994:
<TABLE>
<CAPTION>
-------------------------------------------------------------------
(IN THOUSANDS) June 30, 1995 December 31, 1994
-------------------------------------------------------------------
<S> <C> <C>
Commercial $6,222 $3,462
-------------------------------------------------------------------
Real Estate-Construction $9,280 $14,099
-------------------------------------------------------------------
Real Estate-Conventional $26,332 $29,111
-------------------------------------------------------------------
Installment - -
-------------------------------------------------------------------
Other Loans $60 -
-------------------------------------------------------------------
TOTAL $41,894 $46,672
-------------------------------------------------------------------
</TABLE>
Restructured loans consist of six real estate credits with a balance of
$12,722,000 as of June 30, 1995. This compares to $20,865,000 of restructured
loans as of December 31, 1994. The $8,143,000 reduction is due to pay-downs,
charge-offs and two loans being put on nonaccrual status during the six months
ended June 30, 1995. Restructured loans which are nonaccrual loans are not
included
15
<PAGE>
in the balance of restructured loans. There are no commitments to lend
additional funds on any of the restructured loans.
Other real estate owned ("OREO"), net of valuation allowance of $1,255,000,
totaled $8,498,000 as of June 30, 1995, representing an increase of $3,4477,000,
or 68.00%, over the net balance as of December 31, 1994 of $5,051,000, net of
valuation allowance of $429,000. Additional properties with fair value of
$7,383,000 were added to OREO during the six months ending June 30, 1995.
Dispositions during the same period were $3,111,000, with a resulting net gain
of $10,000. The net gain is included in net other real estate owned expense.
As of June 30, 1995, OREO consisted of fifteen properties. The following
table sets forth OREO by property type for the dates as indicated:
<TABLE>
<CAPTION>
-----------------------------------------------------------------------------
(IN THOUSANDS) June 30, 1995 December 31, 1994
-----------------------------------------------------------------------------
<S> <C> <C>
1-4 Family Residential Properties $11 $290
-----------------------------------------------------------------------------
Multi-Family Residential Properties $7,670 $3,689
-----------------------------------------------------------------------------
Commercial Properties $606 $414
-----------------------------------------------------------------------------
Land $1,466 $1,087
-----------------------------------------------------------------------------
TOTAL $9,753 $5,480
-----------------------------------------------------------------------------
Less Valuation Allowance $(1,255) $(429)
-----------------------------------------------------------------------------
OREO, NET $8,498 $5,051
-----------------------------------------------------------------------------
</TABLE>
The properties are all included in the Bank's market area. As of June 30,
1995, three properties comprise the land category. The Company does not intend
to develop these properties; rather, it expects to sell the land undeveloped.
Management cannot predict the extent to which the current economic
environment, including the real estate market, may persist or worsen or the full
impact such environment may have on the Bank's loan portfolio. Furthermore, as
the Bank's primary regulators review the loan portfolio as part of their
routine, periodic examinations of the Bank, their assessment of specific credits
may affect the level of the Bank's nonperforming loans. Accordingly, there can
be no assurance that other loans will not become 90 days or more past due, be
placed on nonaccrual, have terms modified in the future, or become OREO. (See
Regulatory Matters section following for further discussion.)
16
<PAGE>
ALLOWANCE FOR CREDIT LOSSES
SFAS 114, Accounting by Creditors for Impairment of a Loan, as amended by
SFAS 118, was adopted on January 1, 1995. As of June 30, 1995, the Company had
$34,599,000 of recorded investment in impaired loans for which there is a
related allowance for credit losses determined in accordance with SFAS 114 of
$5,576,000. As of June 30, 1995, the amount of recorded investment in impaired
loans for which there is no related allowance for credit losses is $312,000.
Impaired loans that are deemed to be collateral-dependent are carried at the
fair value of the collateral.
The table below summarizes the activity in the total allowance for credit
losses for the six months ended June 30, 1995 and 1994. The amounts include the
allowance on impaired loans determined in accordance with SFAS 114.
<TABLE>
<CAPTION>
(IN THOUSANDS) June 30, 1995 June 30, 1994
------------------------------------------------------------------------------
<S> <C> <C>
Balance, Beginning of Period $23,025 $11,977
------------------------------------------------------------------------------
Provision for Credit Losses $10,100 $4,060
------------------------------------------------------------------------------
Charge-offs $(13,002) $(2,567)
------------------------------------------------------------------------------
Recoveries $132 $242
------------------------------------------------------------------------------
Net Charge-offs $(12,870) $(2,325)
------------------------------------------------------------------------------
BALANCE, END OF PERIOD $20,255 $13,712
------------------------------------------------------------------------------
</TABLE>
As of June 30, 1995, the $20,255,000 allowance represents 4.20% of
outstanding loans and leases. This compares to an allowance of $23,025,000 as
of December 31, 1994, or 4.60% of outstanding loans and leases. As of June 30,
1995, the allowance represents 37.10% of nonperforming loans. As of December
31, 1994, the allowance represented 33.60% of nonperforming loans.
The increase of the provision for credit losses is caused by continued
effect of the increase in interest rates last year, which impact on the recovery
of the local economy and the commercial real estate market. These factors
affect the financial capabilities and liquidity of the Company's borrowers and
the valuation of the underlying collateral supporting the Company's loans.
Additionally, the Company's subsidiary, General Bank, had an examination by
federal bank regulators in the first quarter of 1995, and the provision for
credit losses and the charge-offs recorded during the six months ended June 30,
1995, reflect actions taken in response to the findings of the examination. A
portion of the charge-offs in 1995 related to collateral dependent loans whose
allowance approximately equaled the
17
<PAGE>
charge-offs. Thus the resulting allowance as a percentage of loans outstanding
has been reduced, at June 30, 1995 compared to December 31, 1994.
Management believes that the allowance for credit losses is adequate to
cover known and inherent losses related to loans and leases outstanding as of
June 30, 1995.
SECURITIES
The Company classifies its securities as held to maturity or available for
sale. Securities classified as held to maturity are those that the Company has
the positive intent and ability to hold until maturity. These securities are
carried at amortized cost.
Securities that could be sold in response to changes in interest rates,
increased loan demand, liquidity needs, capital requirements or other similar
factors are classified as securities available for sale. These securities are
carried at market value, with unrealized gains or losses reflected net of tax
in stockholders' equity.
As of June 30, 1995, the Company recorded gross unrealized gains of
$1,099,000 on its available-for-sale portfolio and the inclusion as a separate
addition to stockholders' equity of $636,000 representing the unrealized holding
gain, net of tax.
The following table summarizes the carrying value of the Company's
securities held to maturity and the securities available for sale as of the
dates indicated:
18
<PAGE>
<TABLE>
<CAPTION>
6/30/95 12/31/94
-----------------------------------------------------------------------------------------------------------------
(IN THOUSANDS) GROSS GROSS GROSS GROSS
AMORTIZED UNREALIZED UNREALIZED MARKET AMORTIZED UNREALIZED UNREALIZED MARKET
COST GAINS LOSSES VALUE COST GAINS LOSSES VALUE
-----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Securities Held to
Maturity
-----------------------------------------------------------------------------------------------------------------
U.S. Treasuries $1,963 $(49) $1,914 $1,978 - $(185) $1,793
-----------------------------------------------------------------------------------------------------------------
U.S. Government
Agencies $10,625 $31 $10,656 $10,726 - $(258) $10,468
-----------------------------------------------------------------------------------------------------------------
Mortgage Backed
Securities $17,774 $41 $17,815 $19,048 - $(716) $18,332
-----------------------------------------------------------------------------------------------------------------
State & Municipal
Securities $7,137 $225 $7,362 $7,322 $124 - $7,446
-----------------------------------------------------------------------------------------------------------------
Auction Preferred
Stock $18,800 $18,800 - - - -
-----------------------------------------------------------------------------------------------------------------
Commercial Paper - - $2,999 - - $2,999
-----------------------------------------------------------------------------------------------------------------
Collateralized $18,367 -(90) $18,277 $14,162 - $(1,356) $12,806
Mortgage Obligations
-----------------------------------------------------------------------------------------------------------------
Asset Backed
Securities $27,026 $765 $27,791 $27,041 $175 - $27,216
-----------------------------------------------------------------------------------------------------------------
Total Securities Held
to Maturity $101,692 $1,062 $(139) $102,615 $83,276 $299 $(2,515) $81,060
-----------------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
6/30/95 12/31/94
-----------------------------------------------------------------------------------------------------------------
(IN THOUSANDS) GROSS GROSS GROSS GROSS
AMORTIZED UNREALIZED UNREALIZED MARKET AMORTIZED UNREALIZED UNREALIZED MARKET
COST GAINS LOSSES VALUE COST GAINS LOSSES VALUE
-----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Securities Available
for Sale
U.S. Treasuries $14,790 $109 - $14,899 $37,556 - $(67) $37,489
-----------------------------------------------------------------------------------------------------------------
U.S. Government
Agencies $204,116 $799 $204,915 $194,152 - $(694) $193,458
-----------------------------------------------------------------------------------------------------------------
Mortgage Backed
Securities $50,093 - $(635) $49,458 $34,141 - $(2,838) $31,303
-----------------------------------------------------------------------------------------------------------------
Corporate Notes $28,015 $1,257 - $29,272 $42,018 $136 - $42,154
-----------------------------------------------------------------------------------------------------------------
Collateralized
Mortgage Obligations $54,059 - $(682) $53,377 $48,228 - $(3,820) $44,408
-----------------------------------------------------------------------------------------------------------------
Other Securities $9,705 $250 - $9,955 $8,523 - $(100) $8,423
------------------------------------------------------------------------------------------------------------------
Total Securities
Available for Sale $360,778 $2,415 $(1,317) $361,876 $364,618 $136 $(7,519) $357,235
------------------------------------------------------------------------------------------------------------------
</TABLE>
There were no sales of securities available for sale during the six months
ended June 30, 1995. Proceeds from the sales of securities available for sale
were $1,016,000 during the six months ended June 30, 1994. There were no sales
of securities held to maturity for the six months ended June 30, 1995 and 1994.
DEPOSITS
The Company's deposits totaled $900,279,000 as of June, 1995, representing a
$33,741,000, or 3.60%, decrease from total deposits of $934,020,000 as of
December 31, 1994. With the exception of time certificates of deposit of
$100,000 or more and other time deposits (primarily certificates of deposit of
less than $100,000) which increased $23,426,000, all other deposit categories
declined compared to year-end 1994.
19
<PAGE>
The Company believes that the majority of its deposit customers have strong
ties to the Bank. There is no large concentration with any major depositors.
Accordingly, the Company believes its deposit source to be stable.
The maturity schedule of time certificates of deposit of $100,000 or more
as of June 30, 1995 is as follows:
<TABLE>
<CAPTION>
(In Thousands)
--------------
<S> <C>
3 months or less...................... $175,991
Over 3 months through one year........ $140,095
Over one year through 5 years......... $ 1,822
--------
Total................................. $317,908
--------
--------
</TABLE>
REGULATORY MATTERS
In August, 1994, the Bank entered into a Memorandum of Understanding
("MOU") with the FDIC which resulted from the FDIC's examination report of the
Bank dated as of January 3, 1994. As of June 30, 1995, management believes the
Bank was in compliance with the quantitative terms of the MOU, which include:
(a) a $31 million reduction in adversely classified assets over the year
following the effective date of the MOU; (b) a maximum "volatile liability
dependence ratio" of 30% (as of June 30, 1995, the ratio was 16.6%); and (c) a
minimum Tier 1 capital ratio (leverage ratio) of 7% (as of June 30, 1995, the
ratio was 8.74%). The MOU also provided that the prior written consent of the
FDIC would be required before the Bank could pay cash dividends if either the
minimum capital ratio requirement were not met or cash dividends for the four
quarters including the current quarter's dividends, exceeded 50% of the Bank's
net income during such period. During the last four quarters, the Bank paid
cash dividends of $2,131,000 on net income of $5,200,000.
Following the Bank's receipt of the FDIC's examination report as of
February 21, 1995, the Board of Directors of the Bank was informed that the Bank
was not in compliance with certain non-quantitative provisions of the MOU. The
Board of Directors and the FDIC are currently negotiating an amended MOU (the
"Amended MOU") which has not yet been finalized.
The proposed Amended MOU, among other things, calls for (a) a $20 million
capital injection to the Bank from the Company (this injection would come from
funds already available to the Company); (b)
20
<PAGE>
maintenance of a 7% minimum Tier 1 capital ratio (leverage ratio) thereafter;
(c) a reduction of $69 million of adversely classified assets within one year of
the effective date, as well as limitations on new advances to borrowers with
adversely classified or charged off loans; (d) the timely and proper
identification of problem loans and the establishment of a comprehensive policy
for determining the adequacy of the reserves for loan losses; and (e) the
adoption of a written policy regarding internal controls and procedures. The
proposed Amended MOU also requires the Bank to seek approval from the FDIC
before the payment of any cash dividends.
The Company's Board of Directors received a notification letter, dated
April 25, 1994, from the Federal Reserve Bank of San Francisco (the "Federal
Reserve") that requires the Company to inform the Federal Reserve prior to its
taking any of the following actions: (a) declaring cash or in kind dividends;
(b) incurring debt; (c) repurchasing stock; (d) entering into any agreements to
acquire any entities or portfolios. As of June 30, 1995 this notification
letter remains in effect.
CAPITAL RESOURCES
Stockholders' equity totaled $94,612,000 as of June 30, 1995, an increase
of $6,929,000, or 7.90%, from $87,683,000, as of December 31, 1994. The
increase is primarily comprised of the effect of a turnaround from unrealized
holding losses at year-end to unrealized gains amounting to $4,907,000 net of
tax, and net income of $3,073,000 for the six months ended June 30, 1995 less
dividends declared of $1,066,000, for the same six months.
The Company's and the Bank's risk-based Tier I capital and total capital,
and leverage ratios are as follows as of the dates indicated:
21
<PAGE>
<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------
June 30, 1995 December 31, 1994
--------------------------------------------------------------------------------------------
(1) (2) GBC Bancorp General Bank GBC Bancorp General Bank
--------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Risk-Based Capital
--------------------------------------------------------------------------------------------
Ratios: Tier 1 6% 4% 13.85% 12.41% 13.21% 11.82%
--------------------------------------------------------------------------------------------
Total 10% 8% 15.99% 13.66% 15.34% 13.07%
--------------------------------------------------------------------------------------------
Leverage Ratio 5% 4% 8.74% 7.81% 8.69% 7.76%
--------------------------------------------------------------------------------------------
<FN>
(1) Ratio represents the minimum capital ratios required for "well capitalized" institutions.
(2) Ratio represents the minimum capital ratios required for "adequately capitalized" institutions.
</TABLE>
Management monitors its capital position on an on-going basis and is
committed to maintaining capital at a sufficient level to assure stockholders,
customers and regulators that the Company is financially sound.
LIQUIDITY AND INTEREST RATE SENSITIVITY
Liquidity measures the ability of the Company to meet fluctuations in
deposit levels, to fund its operations and to provide for customers' credit
needs. Asset liquidity is provided by cash and short-term financial instruments
which include interest-bearing deposits with other financial institutions,
federal funds sold, unpledged investment securities maturing within one year and
unpledged securities available for sale. These sources of liquidity amounted to
$403,271,000, or 38.2% of total assets as of June 30, 1995, compared to
$427,484,000, or 39.8% of total assets at December 31, 1994.
To further supplement its liquidity, the Company has established Federal
funds lines with correspondent banks and three master repurchase agreements with
major brokerage companies. In August, 1992 the Federal Home Loan Bank of San
Francisco ("FHLB") granted the Bank a line of credit equal to 25 percent of
assets with terms up to 240 months. As of June 30, 1995 the Company has a
$30,000,000 fixed rate advance outstanding under this financing facility with
the FHLB. Management believes its liquidity sources to be stable and adequate.
As of June 30, 1995, total loans and leases represented 53.6% of total
deposits, the same ratio as of December 31, 1994.
Effective asset/liability management includes maintaining adequate
liquidity and minimizing the impact of future interest rate changes on net
interest income. The Company attempts to manage its interest rate
22
<PAGE>
sensitivity on an on-going basis through the analysis of the repricing
characteristics of its loans, investments, and deposits, and managing the
estimated net interest income volatility by adjusting the terms of its interest-
earning assets and liabilities, and through the use of derivatives as needed.
As of June 30, 1995, no such derivative contracts had been entered into for
trading or investment purposes.
The Company has only limited involvement with derivative financial
instruments and does not use them for trading purposes. They have been used to
manage the interest rate risk from the origination of fixed rate residential
mortgage loans. Futures contracts on ten year Treasury notes are sold to reduce
the impact of increases in interest rates, which affect the prices for which
fixed rate residential mortgages will be sold. The fair value of the underlying
futures contract is expected to move inversely to the change in fair value of
the loans.
The Company never intends to deliver the underlying securities that the
futures contract commits to sell. Rather, it purchases offsetting contracts to
eliminate the obligation. The Company is exposed to the risk that the fair
value of futures contracts, being based upon the value of the ten year Treasury
note, does not move proportionately with the change in fair value of the loans
being hedged. This basis risk is unpredictable and can result in economic loss
to the Company.
Initial margin requirements and daily calls are met in cash. Futures
contracts have little credit risk as organized exchanges are the counterparties.
As of June 30, 1995, there were no futures contracts outstanding.
While no single measure can completely identify the impact of changes in
interest rates on net interest income, one gauge of interest rate sensitivity is
to measure, over various time periods, the differences in the amounts of the
Company's rate sensitive assets and rate sensitive liabilities. These
differences, or "gaps", provide an indication of the extent that net interest
income may be affected by future changes in interest rates. However, these
"gaps" do not take into account timing differences between the repricing of
assets and the repricing of liabilities.
A positive gap exists when rate sensitive assets exceed rate sensitive
liabilities and indicates that a greater volume of assets than liabilities will
reprice during a given period. This mismatch may enhance earnings in a rising
rate environment and may inhibit earnings when rates decline. Conversely, when
rate sensitive liabilities exceed
23
<PAGE>
rate sensitive assets, referred to as a negative gap, it indicates that a
greater volume of liabilities than assets will reprice during the period. In
this case, a rising interest rate environment may inhibit earnings and declining
rates may enhance earnings.
The following table indicates the Company's interest rate sensitivity
position as of June 30, 1995; it may not be reflective of positions in
subsequent periods:
24
<PAGE>
<TABLE>
<CAPTION>
June 30, 1995
Interest Sensitivity Period
-------------------------------------------------------------------------------------
0 TO 90 91 TO 365 Over 1 Year Over Non-Interest
(In Thousands) Days Days TO 5 Years 5 Years Erng/Bearing Total
---------------------------------------- --------- ----------- ----------- --------- -------------- ----------
<S> <C> <C> <C> <C> <C> <C>
Earning Assets:
Securities Available for Sale $103,656 $ 88,240 $ 84,638 $ 85,343 -- $ 361,877
Securities Held to Maturity 19,652 821 41,568 39,650 101,691
Federal Funds Sold 49,300 -- -- -- -- 49,300
Loans (1) (2) 365,166 24,930 18,713 31,474 -- 440,283
Non-Earning Assets (2) -- -- -- -- 100,218 100,218
--------- --------- --------- --------- ----------- ----------
Total Assets $537,774 $113,991 $144,919 $156,467 $100,218 $1,053,369
--------- --------- --------- --------- ------------- ----------
--------- --------- --------- --------- ------------- ----------
Source of Funds for Assets:
Deposits:
Demand $ -- $ -- $ -- $ -- $120,735 $ 120,735
Interest Bearing Demand 176,212 -- -- -- -- 176,212
Savings 132,020 -- -- -- -- 132,020
TCD'S Under $100,000 100,067 52,229 1,108 -- -- 153,404
TCD'S $100,000 and Over 175,991 140,095 1,822 -- -- 317,908
--------- --------- --------- --------- ------------- ----------
Total Deposits 584,290 192,324 2,930 -- 120,735 900,279
--------- --------- --------- --------- ------------- ----------
Other Borrowed Funds -- 30,000 -- -- -- 30,000
Subordinated Debt -- -- 11,250 3,750 -- 15,000
Other Liabilities -- -- -- -- 13,478 13,478
Stockholders' Equity -- -- -- -- 94,612 94,612
--------- --------- --------- --------- ------------- ----------
Total Liabilities and
Stockholders' Equity $ 584,290 $ 222,324 $ 14,180 $ 3,750 $228,825 $1,053,369
--------- --------- --------- --------- ------------- ----------
--------- --------- --------- --------- ------------- ----------
Interest Sensitivity Gap ($46,516) ($108,333) $ 130,739 $ 152,727 ($128,607)
Cumulative Interest Sensitivity
Gap ($46,516) ($154,849) ($24,110) $ 128,607 --
Gap Ratio (% of Total Assets) -4.4% -10.3% 12.4% 14.5% -12.2%
Cumulative Gap Ratio -4.4% -14.7% -2.3% 12.2% 0.0%
<FN>
(1) Loans are before unamortized deferred loan fees and allowance for loan losses.
(2) Nonaccrual loans are included in non-earning assets.
</TABLE>
25
<PAGE>
PART II - OTHER INFORMATION
26
<PAGE>
ITEM 1. LEGAL PROCEEDINGS
No material legal proceedings to which the Registrant or its subsidiaries
is a party have been initiated or terminated during the quarter ended June 30,
1995. There have been no significant developments in any material pending legal
proceedings involving the Registrant or its subsidiaries during this same
quarter.
ITEM 2. CHANGES IN SECURITIES
There have been no changes in the securities of the Registrant during the
quarter ended June 30, 1995.
ITEM 3. DEFAULT UPON SENIOR SECURITIES
This item is not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
At the Annual Meeting of Shareholders held on April 20, 1995, the following
proposal was submitted and approved by a vote of shareholders:
A proposal to elect seventeen directors to the Board of Directors of the
Registrant to hold office until the next Annual Meeting and until their
successors are elected and qualified was approved by shareholders. This
proposal received the following votes:
For Withheld
--- --------
Eric W. Chang 4,865,099 93,378
Helen Y. Chen 4,865,099 93,378
Thomas C. J. Chiu 4,865,099 93,378
Stephen Huang 4,865,099 93,378
Chuang-I Lin 4,865,099 93,378
Ko-Yen Lin 4,865,099 93,378
Ting Yung Liu 4,865,099 93,378
Alan Thian 4,865,099 93,378
John Wang 4,865,099 93,378
Kenneth Wang 4,865,099 93,378
Chien-Te Wu 4,865,099 93,378
Julian Wu 4,865,099 93,378
Li-Pei Wu 4,865,099 93,378
Peter Wu 4,865,099 93,378
Ping C. Wu 4,865,099 93,378
Walter Wu 4,865,099 93,378
Chin-Liang Yen 4,865,099 93,378
27
<PAGE>
ITEM 5. OTHER INFORMATION
There are no events to be reported under this item.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits: None.
b) Reports on Form 8-K: None.
28
<PAGE>
PART III - SIGNATURES
29
<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.
GBC Bancorp
(Registrant)
Dated:__________________ s/______________________
Li-Pei Wu, Chairman,
President and Chief
Executive Officer
Dated:__________________ s/______________________
Peter Lowe, Executive
Vice President and
Chief Financial Officer
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> JUN-30-1995
<CASH> 31,278
<INT-BEARING-DEPOSITS> 779,543
<FED-FUNDS-SOLD> 49,300
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 361,876
<INVESTMENTS-CARRYING> 101,692
<INVESTMENTS-MARKET> 102,615
<LOANS> 482,177
<ALLOWANCE> 20,255
<TOTAL-ASSETS> 1,053,369
<DEPOSITS> 900,279
<SHORT-TERM> 30,000
<LIABILITIES-OTHER> 13,478
<LONG-TERM> 15,000
<COMMON> 45,388
0
0
<OTHER-SE> 49,224
<TOTAL-LIABILITIES-AND-EQUITY> 1,053,369
<INTEREST-LOAN> 25,050
<INTEREST-INVEST> 16,505
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 41,555
<INTEREST-DEPOSIT> 16,347
<INTEREST-EXPENSE> 17,849
<INTEREST-INCOME-NET> 23,706
<LOAN-LOSSES> 10,100
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 12,873
<INCOME-PRETAX> 3,844
<INCOME-PRE-EXTRAORDINARY> 3,844
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,073
<EPS-PRIMARY> 0.46
<EPS-DILUTED> 0.46
<YIELD-ACTUAL> 4.74
<LOANS-NON> 41,894
<LOANS-PAST> 11
<LOANS-TROUBLED> 12,721
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 23,025
<CHARGE-OFFS> 13,002
<RECOVERIES> 132
<ALLOWANCE-CLOSE> 20,255
<ALLOWANCE-DOMESTIC> 20,255
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>