<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended September 30, 1996 Commission File Number 0-11172
FIRST CITIZENS BANCORPORATION OF SOUTH CAROLINA, INC.
(Exact name of registrant as specified in its charter)
South Carolina 57-0738665
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
1230 Main Street
Columbia, South Carolina 29201
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (803) 733-3456
No Change
(Former name or former address,
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 latest practical date.
Class Outstanding at October 31, 1996
Voting Common Stock, $5.00 Par Value 892,813 Shares
Non-voting Common Stock, $5.00 Par Value 36,409 Shares
<PAGE>
FIRST CITIZENS BANCORPORATION OF SOUTH CAROLINA AND SUBSIDIARY
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
CONSOLIDATED BALANCE SHEET - UNAUDITED (dollars in thousands)
<TABLE>
<CAPTION>
September 30, December 31, September 30,
1996 1995 1995
<S> <C> <C> <C>
ASSETS
Cash and due from banks:
Noninterest-bearing $ 73,939 $ 88,892 $ 81,001
Interest-bearing 11,300 12,675 13,100
Total cash and due from banks 85,239 101,567 94,101
Investment securities:
Held-to-maturity 451,039 451,796 445,197
Available-for-sale 16,038 13,185 12,646
Total securities 467,077 464,981 457,843
Federal funds sold 4,300 0 0
Gross loans and discounts 1,250,174 1,114,259 1,077,994
Less: Reserve for loan losses (23,587) (21,153) (22,076)
Net loans and discounts 1,226,587 1,093,106 1,055,918
Other real estate owned 776 473 621
Other assets 99,030 91,547 89,996
TOTAL ASSETS $ 1,883,009 $ 1,751,674 $ 1,698,479
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Demand 275,377 $ 241,824 239,585
Time & Savings 1,346,549 1,254,115 1,245,115
Total deposits 1,621,926 1,495,939 1,484,700
Federal funds purchased 0 20,600 700
Other liabilities 134,513 123,049 106,317
TOTAL LIABILITIES 1,756,439 1,639,588 1,591,717
Stockholders' Equity:
Preferred stock 3,282 3,282 3,282
Non-voting common stock - $5.00 par value, authorized
1,000,000; issued and outstanding September 30, 1996 - 46,069,
December 31, 1995 and September 30, 1995 - 50,720 230 254 254
Voting common stock - $5.00 par value, authorized 2,000,000;
issued and outstanding September 30, 1996, December 31, 1995
and June 30, 1995 - 892,813 4,464 4,464 4,464
Surplus 55,000 55,000 55,000
Undivided profits 55,791 43,152 38,150
Unrealized gain on investment securities available-for-sale, net of taxes 7,803 5,934 5,612
TOTAL STOCKHOLDERS' EQUITY 126,570 112,086 106,762
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 1,883,009 $ 1,751,674 $ 1,698,479
</TABLE>
Page 2
<PAGE>
FIRST CITIZENS BANCORPORATION OF SOUTH CAROLINA AND SUBSIDIARY
CONSOLIDATED STATEMENT OF INCOME - UNAUDITED
(dollars in thousands, except for per share amounts)
<TABLE>
<CAPTION>
Quarter Ended September 30, Nine Months Ended September 30,
---------------------------------- -------------------------------------
1996 1995 % Change 1996 1995 % Change
---------------------------------- --------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Interest income and fees:
Loans $ 27,024 $ 23,491 15.04% $ 76,853 $ 65,929 16.57%
United States Government obligations 6,433 5,955 8.03% 19,292 17,644 9.34%
Mortgage-backed securities 26 9 188.89% 80 9 788.89%
Tax-exempt securities 496 479 3.55% 1,592 1,492 6.70%
Other securities and federal funds sold 410 470 -12.77% 1,456 1,293 12.61%
34,389 30,404 13.11% 99,273 86,367 14.94%
Interest expense:
Deposits 12,950 12,500 3.60% 38,070 35,318 7.79%
Short-term borrowings 1,418 1,055 34.41% 4,022 3,319 21.18%
Long-term borrowings 206 227 -9.25% 653 758 -13.85%
14,574 13,782 5.75% 42,745 39,395 8.50%
Net interest income 19,815 16,622 19.21% 56,528 46,972 20.34%
Provision for loan losses 1,513 1,316 14.97% 3,823 3,187 19.96%
Net interest income after
provision for loan losses 18,302 15,306 19.57% 52,705 43,785 20.37%
Noninterest income:
Service charges on deposit accounts 3,241 2,802 15.67% 8,762 7,824 11.99%
Fees for other customer services 1,750 1,605 9.03% 5,094 4,753 7.17%
Other 580 561 3.39% 1,857 1,857 0.00%
5,571 4,968 12.14% 15,713 14,434 8.86%
Noninterest expense:
Salaries and employee benefits 7,207 7,469 -3.51% 21,386 21,626 -1.11%
Net occupancy expense 678 630 7.62% 1,845 1,716 7.52%
Furniture and equipment expense 419 378 10.85% 1,227 1,038 18.21%
Depreciation expense 921 955 -3.56% 2,536 2,715 -6.59%
Amortization of intangibles 1,912 1,479 29.28% 5,162 4,120 25.29%
Other 6,030 4,442 35.75% 15,925 15,636 1.85%
17,167 15,353 11.82% 48,081 46,851 2.63%
Income before income taxes 6,706 4,921 36.27% 20,337 11,368 78.90%
Applicable income taxes 2,354 1,704 38.15% 7,173 3,854 86.12%
Net Income $ 4,352 $ 3,217 35.28% $ 13,164 $ 7,514 75.19%
Net Income per common share $ 4.59 $ 3.37 36.14% $ 13.86 $ 7.83 77.07%
Weighted average common shares outstanding 939,478 943,533 -0.43% 940,294 943,533 -0.34%
</TABLE>
Page 3
<PAGE>
FIRST CITIZENS BANCORPORATION OF SOUTH CAROLINA AND SUBSIDIARY
- --------------------------------------------------------------------------------
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY - UNAUDITED
(dollars in thousands):
<TABLE>
<CAPTION>
Unrealized
Non-Voting Voting Gain/(Loss) on Total
Preferred Common Common Undivided Investment Stockholders'
Stock Stock Stock Surplus Profits Securities Equity
<S> <C> <C> <C> <C> <C> <C> <C>
Balance at December 31, 1994 $3,282 $254 $4,464 $55,000 $30,765 4,260 $98,025
Net income 7,513 7,513
Preferred stock dividends (128) (128)
Change in unrealized gain on investment 0
securities available-for-sale, net of taxes 1,352 1,352
Balance at September 30, 1995 3,282 254 4,464 55,000 38,150 5,612 106,762
Net income 5,045 5,045
Preferred stock dividends (43) (43)
Change in unrealized gain on investment
securities available-for-sale, net of taxes 322 322
Balance at December 31, 1995 3,282 254 4,464 55,000 43,152 5,934 112,086
Net income 13,164 13,164
Preferred stock dividends (128) (128)
Reacquired non-voting common stock (24) (397) (421)
Change in unrealized gain on investment
securities available-for-sale, net of taxes 1,869 1,869
Balance at September 30, 1996 $3,282 $230 $4,464 $55,000 $55,791 $7,803 $126,570
</TABLE>
Page 4
<PAGE>
FIRST CITIZENS BANCORPORATION OF SOUTH CAROLINA AND SUBSIDIARY
- --------------------------------------------------------------------------------
CONSOLIDATED STATEMENT OF CASH FLOWS - UNAUDITED (dollars in thousands)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
----------------------------------
1996 1995
----------------------------------
<S> <C> <C>
Cash Flows From Operating Activities
Net Income $13,164 $7,513
Adjustments to reconcile net income to net cash provided
by operating activities:
Provision for loan losses 3,823 3,187
Depreciation and amortization 7,705 6,834
Amortization/(accretion) of investment securities (178) (320)
Provision for deferred income taxes (1,519) (1,334)
Gains on sales of premises and equipment (105) (90)
(Increase)/decrease in interest income accrued, not collected 1,500 (1,528)
Increase in accrued interest payable (250) (2,774)
Originations of loans held for resale (50,309) (33,408)
Proceeds from sales of loans held for resale 46,527 33,784
Gains on sales of loans held for resale (148) (135)
Increase in other assets (775) (1,222)
( Decrease)/increase in other liabilities (852) 79
==================================
Net Cash Provided By Operating Activities 18,583 10,586
==================================
Cash Flows From Investing Activities:
Net increase in loans (110,921) (129,251)
Proceeds from maturities of investment securities, available for sale 74 15
Proceeds from maturities of investment securities, held to maturity 62,811 200,515
Purchases of investment securities, held to maturity (61,951) (165,069)
Increase in federal funds sold (4,300) 0
Proceeds from sales of premises and equipment 427 111
Purchases of premises and equipment (8,214) (3,979)
Net increase/(decrease) in other real estate owned (303) 119
Net increase/(decrease) in intangible assets (139) (4,555)
Purchase of institutions, net of cash acquired 44,988 (628)
==================================
Net Cash Used In Investing Activities (77,528) (102,722)
==================================
Cash Flows From Financing Activities:
Net increase in deposits 51,200 77,760
(Decrease)increase in federal funds purchased and securities sold
under agreements to repurchase (6,759) 6,116
Term loan payments (1,275) (1,275)
Cash dividends paid (128) (128)
Reacquired common stock (421) 0
==================================
Net Cash Provided By Financing Activities 42,617 82,473
==================================
Decrease in cash and due from banks (16,328) (9,663)
Cash and due from banks at beginning of year 101,567 103,764
==================================
Cash and due from banks at end of period $85,239 $94,101
==================================
</TABLE>
Page 5
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A summary of Bancorporation's significant accounting policies is set forth in
Note 1 to the Consolidated Financial Statements in Bancorporation's Annual
Report on Form 10-K for 1995. The significant accounting policies used during
the current quarter are unchanged from those disclosed in the 1995 Annual
Report.
MANAGEMENT'S OPINION
The preceding financial statements and the notes thereto are unaudited; however,
in the opinion of management, all adjustments comprising all normal recurring
accruals necessary for a fair presentation of financial statements have been
included.
Page 6
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
SUMMARY: (dollars in thousands)
<TABLE>
<CAPTION>
Quarter Ended Nine Months Ended
September 30, September 30,
SELECTED AVERAGE BALANCES: 1996 1995 1996 1995
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Total assets $1,853,435 $1,670,066 $1,805,121 $1,628,700
Gross loans 1,226,628 1,041,981 1,169,535 987,975
Short term borrowed funds 112,281 79,400 110,885 79,252
Long term debt 10,476 12,199 10,904 12,636
Noninterest bearing deposits 257,164 232,608 248,665 222,844
Total deposits 1,592,219 1,455,433 1,549,834 1,418,124
Stockholders' Equity 112,413 105,122 112,214 98,135
QUALITY DATA:
Nonperforming assets $ 3,413 $ 4,993 $ 3,413 $ 4,993
Net loan losses 426 322 1,389 657
Reserve for loan losses 23,587 22,076 23,587 22,076
RATIOS:
Return on assets .94% .77% .97% .62%
Return on equity 15.49% 12.24% 15.64% 10.21%
Nonperforming assets to gross loans .27% .46% .27% .46%
Annualized net chargeoffs to gross loans .14% .12% .16% .09%
Reserve for loan losses to gross loans 1.89% 2.05% 1.89% 2.05%
Reserve for loan losses times nonperforming
assets 6.91x 4.42x 6.91x 4.42x
</TABLE>
During the third quarter of 1996, the South Carolina economy showed signs of
improvement, with moderate growth and low inflation. Consumer and business
spending improved and overall economic conditions remained favorable.
With the challenges of intense competition and banking deregulation, we will
continue to strive to build our customer base with new, innovative products and
alternative delivery systems. Two recent examples were our entry into
supermarket banking and new services provided through Telephone Banking for
South Carolina based customers. Supermarket banking offers full service banking
with longer hours to accommodate customers and Telephone Banking allows
customers to open accounts by phone.
First Citizens Bank has an Internet site which references basic, yet helpful
financial advice, a loan and savings calculator and other information. Our
Internet address is http://www.fcbsc.com.
INVESTMENT SECURITIES: (dollars in thousands)
As of September 30, 1996, the investment portfolio was $467,077 compared to
$457,843 for the same period in 1995. Bancorporation continues to invest
primarily in short-term U.S. Government obligations thereby minimizing credit,
interest rate and liquidity risk. The portfolio was comprised of 88.23% U.S.
Government obligations as of September 30, 1996 as compared to 88.97% for the
same period in 1995. The remainder of the investment portfolio principally
consists of municipal bonds owned by the Bank and equity security, owned by
Bancorporation.
Page 7
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
ACQUISITIONS: (dollars in thousands)
In the third quarter of 1996, the registrant purchased assets and assumed
deposits of 5 offices of other institutions. Total assets purchased were
$24,144, including loans of $22,393. Deposits assumed totaled $70,001. Premiums
of $6,619 were paid for deposits and were assigned to core deposit intangibles.
An acquisition of one branch from another institution is planned for the fourth
quarter of 1996. Total assets purchased will be approximately $810 and deposits
assumed will be approximately $26,865. The premium to be paid based on deposit
levels at closing is estimated to be $3,000.
LOANS:
Growth in loans is attributed to acquisitions and loan demand due to the
favorable interest rate environment. The portfolio mix did not change
significantly. The growth was funded by deposits procured through acquisitions
and growth in core deposits and short-term borrowing.
CAPITAL RATIOS:
September 30
1996 1995
------- ------
Tier I leverage ratio 5.72% 5.13%
Risk based capital ratio total 10.36% 10.11%
Tier I 8.81% 8.31%
Tier II 1.55% 1.80%
Regulatory agencies divide capital into Tier I, consisting of stockholders'
equity less ineligible intangible assets, and Tier II, consisting of the
allowable portion of the reserve for loan losses and certain long-term debt.
Capital adequacy is measured by applying both capital levels to the Bank's
risk-adjusted assets and off-balance sheet items. Regulatory requirements
presently specify that Tier I capital should exclude the market appreciation or
depreciation of securities available-for-sale arising from valuation adjustments
under FASB 115. In addition to these capital ratios, regulatory agencies have
established a Tier I leverage ratio which measures Tier I capital to average
assets less ineligible intangible assets.
Regulatory guidelines require a minimum total capital to risk-adjusted assets
ratio of 8 percent with 50 percent consisting of tangible common stockholders'
equity and a minimum Tier I leverage ratio of 3 percent. Banks which meet or
exceed a Tier I ratio of 6 percent, a total capital ratio of 10 percent and a
Tier I leverage ratio of 5 percent are considered well capitalized by regulatory
standards.
Although acquisitions in the third quarter reduced Tier I capital by $6,619, the
Bank remains well capitalized by regulatory standards. The effect of the
expected acquisition in the fourth quarter is not expected to be material.
Page 8
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (continued)
- -------------------------------------------------------------------------------
NET INTEREST INCOME (Continued):
Taxable Equivalent Rate/Volume Variance Analysis* (dollars in thousands)
<TABLE>
<CAPTION>
Quarter Ended September 30
- -----------------------------------------------------------------------------
Average Volume Interest Average Rate
- ---------------------- ------------------ -------------- Variance Due To
1996 1995 1996 1995 1996 1995 Rate Volume Variance
- ---------- ---------- --------- -------- ------- ----- ----- ------- --------
<C> <C> <C> <C> <C> <C> <S> <C> <C> <C>
Interest-earning assets:
$1,226,628 $1,041,981 $27,104 $23,405 8.79 8.91 Loans $359) $4,058 $3,699
428,251 420,567 6,514 6,016 6.05 5.68 Taxable investment securities 382 $116 498
37,551 35,836 763 738 8.08 8.17 Non-taxable investment securities (10) $35 25
12,039 13,808 154 199 5.09 5.72 Federal funds sold (22) ($23) (45)
11,725 13,142 200 220 6.79 6.64 Other earning assets 4 ($24) (20)
1,716,194 1,525,334 34,735 30,578 8.05 7.95 Total interest-earning assets (5) 4,162 4,157
Noninterest-earning assets:
62,125 79,384 Cash and due from banks
48,924 42,032 Premises and equipment
26,192 23,400 Other, less reserve for loan losses
137,241 144,816 Total noninterest-earning assets
$1,853,435 $1,670,150 TOTAL ASSETS
Interest-bearing liabilities:
$1,335,054 $1,222,825 12,951 12,500 3.86 4.06 Deposits (632) $1,083 451
Federal funds purchased and securities
112,281 79,400 1,418 1,054 5.02 5.27 sold under agreements to repurchase (49) $413 364
10,476 12,199 205 228 7.78 7.42 Long-term debt 11 ($34) (23)
1,457,811 1,314,424 14,574 13,782 3.98 4.16 Total interest-bearing liabilities (670) 1,462 792
Noninterest-bearing liabilities:
257,164 232,608 Demand deposits
14,226 17,912 Other liabilities
271,390 250,520 Total noninterest-bearing liabilities
124,234 105,206 Stockholders' equity
TOTAL LIABILITIES AND
$1,853,435 $1,670,150 14,574 13,782 STOCKHOLDERS' EQUITY (670) 1,462 792
4.07 3.79 Interest rate spread
$20,161 $16,796 4.67 4.37 Net yield on interesr-earning assets and net
interest income $665 $2,700 $3,365
</TABLE>
* Interest income and yields are presented on a fully taxable equivalent basis
using the federal income tax rate and state tax rates, as applicable.
Page 9
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (continued)
NET INTEREST INCOME (Continued):
Taxable Equivalent Rate/Volume Variance Analysis* (dollars in thousands)
<TABLE>
Nine Months Ended September 30,
- ------------------------------------------------------
Average Volume Interest Average Rate
- --------------------- ----------------- ------------ Variance Due To
1996 1995 1996 1995 1996 1995 Rate Volume Variance
- ---------- -------- ------- ------- ---- ---- -------- ------- --------
<C> <C> <C> <C> <C> <C> <S> <C> <C> <C>
Interest-earning assets:
$1,169,535 $987,975 $77,096 $66,348 8.81 8.98 Loans, net of unearned interest ($1,242) $11,990 $10,748
430,490 437,623 19,553 17,818 6.07 5.44 Taxable investment securities 2,060 ($325) 1,735
39,551 37,432 2,449 2,296 8.27 8.20 Non-taxable investment securities 22 $131 153
17,204 10,607 673 458 5.23 5.77 Federal funds sold (44) $259 215
12,016 13,414 603 669 6.70 6.67 Other earning assets 4 ($70) (66)
1,668,796 1,487,051 100,374 87,589 8.03 7.88 Total interest-earning assets 800 11,985 12,785
Noninterest-earning assets:
64,457 77,461 Cash and due from banks
47,072 41,473 Premises and equipment
24,796 22,837 Other, less reserve for loan losses
136,325 141,771 Total noninterest-earning assets
$1,805,121 $1,628,822 TOTAL ASSETS
Interest-bearing liabilities:
$1,301,168 $1,195,280 38,070 35,318 3.91 3.95 Deposits ($352) $3,104 $2,752
Federal funds purchased and securities
110,885 79,252 4,022 3,318 4.85 5.60 sold under agreements to repurchase (445) $1,149 704
10,904 12,636 653 759 8.00 8.03 Long-term debt (2) ($104) (106)
1,422,957 1,287,168 42,745 39,395 4.01 4.09 Total interest-bearing liabilities (799) 4,149 3,350
Noninterest-bearing liabilities:
248,665 222,844 Demand deposits
13,861 16,406 Other liabilities
262,526 239,250 Total noninterest-bearing liabilities
119,638 102,404 Stockholders' equity
TOTAL LIABILITIES AND
$1,805,121 $1,628,822 42,745 39,395 STOCKHOLDERS' EQUITY (799) 4,149 3,350
4.02 3.78 Interest rate spread
$57,629 $48,194 4.61 4.33 Net yield on interest-earning assets and net
interest income $1,599 $7,836 $9,435
</TABLE>
* Interest income and yields are presented on a fully taxable equivalent basis
using the federal income tax rate and state tax rates, as applicable.
Page 10
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (continued)
NET INTEREST INCOME: (dollars in thousands)
The gains were provided by increased levels of interest earning assets,
primarily investments, as well as higher yields and lower cost of interest
bearing liabilities for the quarter and the nine months ended September 30,
1996. The yield increased on taxable and non-taxable investment securities due
to replacing matured securities with higher rate coupons.
PROVISION AND RESERVE FOR LOAN LOSSES: (dollars in thousands)
The provision for loan losses reflects management's assessment of the adequacy
of the allowance for loan losses to absorb potential losses inherent in the loan
portfolio due to a decline in credit conditions or change in risk profile.
Factors considered in this assessment include growth and mix of the loan
portfolio, current and anticipated economic conditions and historical credit
loss experience. The increase in net loan losses is due to a write-off of $383
attributable to one borrower in the first quarter of 1996 and an increase in
loan volume.
Provision and Reserve for Loan Losses: (dollars in thousands)
<TABLE>
<CAPTION>
Quarter Ended Nine Months Ended
September 30, September 30,
Reserve for loan losses: 1996 1995 1996 1995
-------- -------- -------- ---------
<S> <C> <C> <C> <C>
Balance at beginning of period $22,500 $20,785 $21,153 $19,249
Provision for loan losses 1,513 1,316 3,823 3,187
Changes incident to acquisition 0 297 0 297
Chargeoffs (704) (518) (2,305) (1,240)
Recoveries 278 196 916 583
Net chargeoffs (426) (322) (1,389) (657)
Balance at end of period $23,587 $22,076 $23,587 $22,076
Nonperforming assets $ 3,413 $ 4,993 $ 3,413 $ 4,993
Annualized net chargeoffs to:
Average loans .14% .12% .16% .09%
Loans at end of period .14% .12% .15% .08%
Reserve for loan losses 7.22% 5.83% 7.85% 3.97%
</TABLE>
Page 11
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (continued)
NONINTEREST INCOME AND EXPENSE: (dollars in thousands)
Total noninterest income increased $603 and $1,279 or 12.14% and 8.86% for the
quarter and nine months ending September 30, 1996, respectively. Increases in
both periods were due to increases in service charges collected on deposit
accounts and foreign ATM fees. Increase in service charges was due to an
increase in deposit accounts and an increased emphasis on collecting service
fees. The increase in foreign ATM fees is due to a change in policy to collect
the new ATM surcharge fee.
Total noninterest expense was up $1,814 or 11.82% for the quarter and $1,230 or
2.63% for the nine months ended September 30, 1996. Increases in both periods
were due primarily to amortization of intangibles combined with net occupancy
and furniture and equipment expenses, all of which are associated with the
Bank's continuing expansion through acquisitions. Regulatory agency fees were
down due to the elimination of insurance premiums by the Federal Deposit
Insurance Corporation for well capitalized banks. The Bank paid a one time
assessment of $596 (based on deposits previously acquired by the Bank from
thrift institutions) to the Savings Association Insurance Fund. Deposits subject
to assessment were $113,433.
Total personnel cost declined $262 or 3.51% during the third quarter and $240 or
1.11% during the nine months ended September 30, 1996. These reductions were due
to management's attention to personnel levels and consolidation of functions
throughout the Bank.
Amortization of intangibles increased $433 and $1,042 or 29.28% and 25.29%
during the quarter and nine months ended September 30, 1996, respectively.
Page 12
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
Neither Registrant nor its subsidiary, First-Citizens Bank and Trust Company,
nor its subsidiaries, are a party to, nor is any of their property the subject
of, any material or other pending legal proceeding, other than ordinary routine
proceedings incidental to their business.
Item 2. Changes in Securities.
Not Applicable.
Item 3. Defaults upon Senior Securities.
Not Applicable.
Item 4. Submission of Matters to Vote of Security Holders.
Not Applicable.
Item 5. Other Information (dollars in thousands).
On July 11, 1996, Registrant purchased the assets and assumed the deposits of
four branches of another financial institution located in New Ellenton, Barnwell
and Richburg, South Carolina. Total assets purchased were $23,716 and deposits
assumed totaled $54,560. A premium of $5,056 was paid on deposits purchased and
was assigned to core deposit intangible and will be amortized over five years
using the straight-line method of amortization.
On August 9, 1996, Registrant purchased the assets and assumed the deposits of
one office of another financial institution located in Bennettsville, South
Carolina. Total assets purchased were $428 and deposits assumed totaled $15,441.
A premium of $1,563 was paid on deposits purchased and was assigned to core
deposit intangible and will be amortized over five years using the straight-line
method of amortization.
Proforma financial information is not attached for either purchase since the
business acquired is not considered a "significant subsidiary" per Rule 1-02(v).
Registrant also has entered into an agreement to purchase an office from another
institution. Total assets purchased will be approximately $810 and deposits
assumed will be approximately $26,865. The premium to be paid for this
acquisition is based on deposit levels at closing and is estimated to be $3,000.
The acquisition is expected to close in the fourth quarter of 1996.
Page 13
<PAGE>
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
11 Statement Re Computation of Per Share Earnings
27 Financial Data Schedule
(b) No reports on Form 8-K were filed during the quarter ended
September 30, 1996
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.
FIRST CITIZENS BANCORPORATION
OF SOUTH CAROLINA, INC.
(Registrant)
Dated: November 12, 1996 By: (Signature of Jay C. Case)
Jay C. Case, Treasurer
(Chief Financial Officer)
Page 14
<PAGE>
Item 6. (a)
EXHIBIT 11
Statement Re Computation of Per Share Earnings
(dollars in thousands, except for Earnings Per Share)
<TABLE>
<CAPTION>
Quarter Ended Nine Months Ended
September 30, September 30,
1996 1995 1996 1995
------ --------- ------- ------
<S> <C> <C> <C> <C>
Net income $4,352 $3,216 $13,164 $7,513
Less: Preferred stock dividend 42 42 127 128
Net income applicable to common stock $4,310 $3,174 $13,037 $7,385
Weighted average common shares outstanding 939,478 943,533 940,294 943,533
Earnings per common share $4.59 $3.37 $13.86 $7.83
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND> FORM 10-Q
<CIK> 0000708848
<NAME> FIRST CITIZENS
<MULTIPLIER> 1,000
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<PERIOD-TYPE> 3-MOS
<CASH> 73,939
<INT-BEARING-DEPOSITS> 11,300
<FED-FUNDS-SOLD> 4,300
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 16,038
<INVESTMENTS-CARRYING> 451,039
<INVESTMENTS-MARKET> 451,719
<LOANS> 1,250,174
<ALLOWANCE> (23,587)
<TOTAL-ASSETS> 1,883,009
<DEPOSITS> 1,621,926
<SHORT-TERM> 111,748
<LIABILITIES-OTHER> 12,340
<LONG-TERM> 10,425
0
3,282
<COMMON> 4,694
<OTHER-SE> 118,594
<TOTAL-LIABILITIES-AND-EQUITY> 1,883,009
<INTEREST-LOAN> 76,853
<INTEREST-INVEST> 20,964
<INTEREST-OTHER> 1,456
<INTEREST-TOTAL> 99,273
<INTEREST-DEPOSIT> 38,070
<INTEREST-EXPENSE> 42,745
<INTEREST-INCOME-NET> 56,528
<LOAN-LOSSES> 3,823
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 48,081
<INCOME-PRETAX> 20,337
<INCOME-PRE-EXTRAORDINARY> 20,337
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 13,164
<EPS-PRIMARY> 13.86
<EPS-DILUTED> 13.86
<YIELD-ACTUAL> 8.03
<LOANS-NON> 2,637
<LOANS-PAST> 1,695
<LOANS-TROUBLED> 54
<LOANS-PROBLEM> 373
<ALLOWANCE-OPEN> 21,153
<CHARGE-OFFS> 2,305
<RECOVERIES> 916
<ALLOWANCE-CLOSE> 23,587
<ALLOWANCE-DOMESTIC> 23,587
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 12,031
</TABLE>
