<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[ X ] Quarterly report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended September 30, 1996.
[ ] Transition report pursuant to Section 13 or 15(d) of the Exchange Act of
1934
For the transition period from to
---------- -----------
Commission file number 0- 13307
-----------
The New Iberia Bancorp, Inc.
----------------------------
(Exact name of registrant as specified in its charter)
Louisiana 72-0969631
----------------------------- --------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
800 South Lewis, New Iberia, Louisiana 70560
--------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (318) 365-6761
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
--- ---
APPLICABLE ONLY TO ISSUERS INVOLVED IN
BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
Yes No
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
2,999,988 shares common stock
<PAGE> 2
PART I FINANCIAL INFORMATION
Item 1 - Financial Statements
(a) Financial Highlights
(b) Consolidated Comparative Balance Sheet
(c) Consolidated Comparative Income Statement
(d) Consolidated Statement of Changes in Stockholder's Equity
(e) Consolidated Statement of Cash Flow
Item 2 - Management's Discussion and Analysis of Financial Condition and
Results of Operations
(a) Overview
(b) Capital Resources
(c) Results of Operations
(d) Liquidity
PART II OTHER INFORMATION
Item 1 - Legal Proceedings
Item 2 - Changes in Securities
Item 6 - Exhibits and Reports on Form 8-K
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.
THE NEW IBERIA BANCORP, INC.
----------------------------
DATE: 11/08/96 BY: /s/ Ernest Freyou
Ernest Freyou
President and Chief Executive Officer
DATE: 11/08/96 BY: /s/ Leonard J. Freyou
Leonard J. Freyou
Senior Vice-President and Cashier
<PAGE> 3
10-Q INDEX
PART I
FINANCIAL INFORMATION
<TABLE>
<S> <C> <C>
Item 1 Financial Statements
Financial Highlights . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
Consolidated Comparative Balance Sheet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4-5
Consolidated Comparative Income Statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6-7
Consolidated Statement of Changes in
Stockholder's Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Consolidated Statement of Cash Flow . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9-10
Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Item 2 Management's Discussion & Analysis of Financial
Condition and Results of Operations
Overview . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
Capital Resources . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
Results of Operations:
Net Interest Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
Earning Assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
Investment Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13-14
Interest-Bearing Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
Interest Expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
Reserve and Provision for Possible Loan
Losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15-16
Other Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
Other Expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
Income Taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
Nonperforming Assets and Past Due Loans . . . . . . . . . . . . . . . . . . . . . . . . . 16-17
Liquidity and Interest Rate Sensitivity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18-19
PART II
-------
OTHER INFORMATION
-----------------
Item 1 Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
Item 2 Changes in Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
Item 6 Exhibits and Report on Form 8-K . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21-34
</TABLE>
<PAGE> 4
ITEM 1 (A) FINANCIAL HIGHLIGHTS
(ALL AMOUNTS IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
PERCENT
1996 1995 CHANGE
---- ---- -------
<S> <C> <C> <C>
FOR 9 MOS. Net Income $2,675 $1,909 40%
ENDED 9/30/96 Cash dividends declared $ 950 $ 450 111%
Average Common Shares
Outstanding 3,000 2,992.8
- --------------------------------------------------------------------------------
PER SHARE Net Income $ .89 $ .64 39%
FOR 9 MOS. Cash dividends declared $ .26 $ .15 73%
ENDED 9/30/96 Shareholder's Equity
Book Value $ 8.34 $ 7.49 11%
Market Value $16.87 $11.17 51%
- --------------------------------------------------------------------------------
FOR 3 MOS. Net Income $ 904 $ 647 40%
ENDED 9/30/96 Cash dividends declared $ 470 $ 150 213%
Average Common Shares
Outstanding 3,000 3,000
- --------------------------------------------------------------------------------
PER SHARE Net Income $ .30 $ .22 36%
FOR 3 MOS. Cash dividends declared $ .16 $ .05 220%
ENDED 9/30/96
- --------------------------------------------------------------------------------
</TABLE>
<TABLE>
PERCENT
09/30/96 12/31/95 CHANGE
-------- -------- -------
<S> <C> <C> <C>
Total Assets $282,765 $263,868 7%
Total Earning Assets $265,282 $245,374 8%
Total Loans Gross $178,270 $142,705 25%
Total Deposits $254,821 $237,626 7%
Total Shareholder's
Equity $ 25,026 $ 23,639 6%
Total Trust Assets $ 2,601 $ 2,439 7%
</TABLE>
2
<PAGE> 5
REPRESENTATION OF MANAGEMENT:
All adjustments have been made that, in the opinion of Management, are
necessary to fairly present the financial results for the interim periods
presented.
Operating results for the nine months ended September 30, 1996, are not
necessarily indicative of the results that may be expected for the year ended
December 31, 1996.
Current and previous quarter and year-to-date per share data has been adjusted
for the 3-for-2 stock dividend declared and paid to shareholders on September
24, 1996.
3
<PAGE> 6
ITEM I (B)- CONSOLIDATED COMPARATIVE BALANCE SHEET
<TABLE>
<CAPTION>
ASSETS CURRENT QUARTER PREVIOUS YEAR
AS OF 9/30/96 AS OF 12/31/95
--------------- --------------
<S> <C> <C> <C> <C>
CASH AND DUE FROM BANKS $11,814,846 $13,338,408
FEDERAL FUNDS SOLD $9,607,772 $9,803,320
----------- -----------
TOTAL CASH, DUE FROM BANKS, FEDERAL FUNDS SOLD $21,422,618 $23,141,728
INVESTMENT SECURITIES:
1. HELD TO MATURITY: Fair Value of $34,486,592 at 9/30/96 and
$37,774,879 at 12/31/95, respectively
(A) U.S. GOVERNMENT:
MORTGAGE BACKED SECURITIES $11,510,595 $13,616,067
(B) OBLIGATIONS OF STATES & POLITICAL
SUBDIVISIONS $22,018,488 $22,831,240
----------- -----------
TOTAL INVESTMENT SECURITIES HELD TO MATURITY $33,529,083 $36,447,307
2. AVAILABLE FOR SALE, at Fair value
(A) U.S. TREASURY SECURITIES $17,939,674 $23,992,840
(B) U.S. GOVERNMENT:
AGENCY NOTES $3,910,360 $6,551,900
MORTGAGE BACKED SECURITIES $21,187,250 $23,798,956
(C) DOMESTIC DEBT SECURITIES $1,353,228 $1,925,333
(D) CORPORATE STOCKS IN OTHER BANKS $150,084 $150,084
----------- -----------
TOTAL INVESTMENT SECURITIES AVAILABLE FOR SALE $44,540,596 $56,419,113
TOTAL INVESTMENT SECURITIES $78,069,679 $92,866,420
LOANS HELD FOR SALE $807,000 $592,750
LOANS: GROSS $177,554,899 $142,202,415
LESS:
(A) UNEARNED INCOME ON LOANS ($92,005) ($90,344)
(B) RESERVE FOR POSSIBLE LOAN LOSSES ($3,439,254) ($3,396,531)
----------- -----------
LOANS: NET $174,830,640 $139,308,290
BANK PREMISES, EQUIPMENT, FURNITURE & FIXTURES $5,162,621 $5,395,155
REAL ESTATE OWNED OTHER THAN BANK PREMISES $0 $50,000
INTANGIBLE ASSETS $136,231 $226,810
OTHER ASSETS $3,142,970 $2,880,022
----------- -----------
TOTAL OTHER ASSETS $8,441,822 $8,551,987
------------ ------------
TOTAL ASSETS $282,764,759 $263,868,425
============ ============
</TABLE>
4
<PAGE> 7
ITEM I (B)- CONSOLIDATED COMPARATIVE BALANCE SHEET
(CONTINUED)
<TABLE>
<CAPTION>
CURRENT QUARTER PREVIOUS YEAR
LIABILITIES AND CAPITAL AS OF 9/30/96 AS OF 12/31/95
<S> <C> <C> <C> <C>
DEPOSITS IN DOMESTIC OFFICES
(A) DEMAND $39,521,918 $38,858,005
(B) NOW, SUPER NOW & MONEY MARKET ACCOUNTS $68,317,623 $63,609,993
(C) SAVINGS & CHRISTMAS CLUB $17,199,485 $17,031,970
(D) TIME CD'S - $100,000 AND OVER $47,553,790 $45,546,660
(E) TIME CD'S - OTHER $65,572,268 $56,428,847
(F) IRA CD'S $16,655,998 $16,150,129
----------- -----------
TOTAL DEPOSITS $254,821,082 $237,625,604
FEDERAL FUNDS PURCHASED AND SECURITIES SOLD $1,688,359 $1,749,621
OTHER LIABILITIES $1,229,207 $854,644
TOTAL LIABILITIES $257,738,648 $240,229,869
COMMON STOCK:
(1) SHARES AUTHORIZED 10,000,000
(2) COMMON STOCK, NO PAR 2,999,988 outstanding $14,250,750 $9,500,500
(3) UNDIVIDED PROFITS $11,150,105 $14,175,287
(4) UNREALIZED GAIN(LOSS) ON AFS INVESTMENTS ($374,744) ($37,231)
----------- -----------
NET OF INCOME TAX EFFECT
TOTAL EQUITY CAPITAL $25,026,111 $23,638,556
------------ ------------
TOTAL LIABILITIES AND EQUITY CAPITAL $282,764,759 $263,868,425
============ ============
</TABLE>
5
<PAGE> 8
ITEM I - (C) CONSOLIDATED COMPARATIVE STATEMENT OF INCOME
<TABLE>
<CAPTION>
QUARTER QUARTER YEAR TO DATE YEAR TO DATE
ENDING ENDING ENDED ENDED
9/30/96 9/30/95 9/30/96 9/30/95
---------- ---------- ----------- ----------
<S> <C> <C> <C> <C>
INTEREST INCOME:
INTEREST & FEES ON LOANS $3,838,669 $3,110,564 $10,581,517 $8,671,282
U.S. TREASURY NOTES $271,950 $296,153 $941,996 $1,020,265
U.S. GOVERNMENT:
AGENCY NOTES $72,615 $155,233 $240,857 $531,650
MORTGAGE BACKED SECURITIES $607,766 $592,802 $1,853,629 $1,871,179
OBLIGATIONS OF STATE & POLITICAL SUB. $286,105 $293,669 $869,145 $914,482
DOMESTIC DEBT SECURITIES $21,228 $42,585 $62,555 $156,261
OTHER INTEREST INCOME $114,947 $152,732 $412,063 $338,431
----------------------------- ---------------------------
TOTAL INTEREST INCOME $5,213,280 $4,643,738 $14,961,762 $13,503,550
INTEREST EXPENSE:
INTEREST ON DEPOSITS $2,314,124 $2,014,083 $6,635,355 $5,739,203
INTEREST ON SHORT TERM BORROWING $19,874 $23,105 $56,902 $72,921
----------------------------- ---------------------------
TOTAL INTEREST EXPENSE $2,333,998 $2,037,188 $6,692,257 $5,812,124
----------------------------- ---------------------------
NET INTEREST INCOME $2,879,282 $2,606,550 $8,269,505 $7,691,426
PROVISION FOR LOAN LOSSES $146,800 $150,110 $232,200 $275,000
----------------------------- ---------------------------
NET INTEREST INCOME AFTER PROVISION $2,732,482 $2,456,440 $8,037,305 $7,416,426
FOR LOAN LOSSES
COMMISSION & FEES FROM FIDUCIARY ACTIVITIES $2,320 $1,170 $5,110 $4,661
INSURANCE COMMISSIONS, FEES & PREMIUMS $46,580 $31,626 $103,323 $74,852
FEES ON OTHER CUSTOMER SERVICES $328,230 $302,924 $966,471 $873,685
INVESTMENT SECURITIES LOSSES $14,733 $1,010 $14,733 ($22,176)
ALL OTHER INCOME $167,065 $205,410 $610,973 $589,902
----------------------------- ---------------------------
TOTAL INCOME BEFORE OVERHEAD COST $3,291,410 $2,998,580 $9,737,915 $8,937,350
</TABLE>
6
<PAGE> 9
ITEM I - (C) CONSOLIDATED COMPARATIVE STATEMENT OF INCOME (CONTINUED)
<TABLE>
<CAPTION>
QUARTER QUARTER YEAR TO DATE YEAR TO DATE
ENDING ENDING ENDED ENDED
9/30/96 9/30/95 9/30/96 9/30/95
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
OTHER EXPENSES:
SALARIES $951,869 $1,030,852 $2,881,645 $2,928,809
NET OCCUPANCY EXPENSE OF PREMISES $165,221 $141,718 $438,913 $377,795
FURNITURE & EQUIPMENT $123,302 $115,068 $368,711 $453,912
OTHER EXPENSES $766,171 $752,593 $2,329,078 $2,489,656
----------------------------- --------------------------
TOTAL OTHER EXPENSES $2,006,563 $2,040,231 $6,018,347 $6,250,172
----------------------------- --------------------------
NET INCOME BEFORE INCOME TAX $1,284,847 $958,349 $3,719,568 $2,687,178
----------------------------- --------------------------
INCOME TAX EXPENSE $380,804 $310,965 $1,044,499 $778,171
----------------------------- --------------------------
NET INCOME $904,043 $647,384 $2,675,069 $1,909,007
============================= ==========================
EARNINGS PER SHARE $0.30 $0.22 $0.89 $0.64
DIVIDENDS PER SHARES OUTSTANDING* $0.16 $0.05 $0.26 $0.15
</TABLE>
* $.05 per share ($150,000) for the quarter ended March 31, 1996 was
declared on April 8, 1996 and paid April 30, 1996
$.05 per share ($150,000) for the quarter ended June 30, 1996 was declared
on July 8, 1996 and paid July 31, 1996
$.07 per share ($200,000) special cash dividend was declared on August 12,
1996 and paid September 3, 1996
$.09 per share ($270,000) for the quarter ended September 30, 1996 was
declared on October 14, 1996 and paid on November 4, 1996
7
<PAGE> 10
Item 1-(D) CONSOLIDATED CHANGES IN STOCKHOLDER'S EQUITY
<TABLE>
<CAPTION>
NINE MONTHS PREVIOUS YEAR
ENDED 9/30/96 ENDED 9/30/95
------------- -------------
<S> <C> <C>
STATEMENT OF CHANGES IN CAPITAL ACCOUNTS
BALANCE AT BEGINNING OF PERIOD $23,638,556 $20,026,535
NET INCOME $2,675,069 $1,909,007
SALE OF TREASURY STOCK $0 $33,025
NET CHANGE IN UNREALIZED GAIN/LOSS
ON AVAILABLE FOR SALE SECURITIES
(NET OF TAX EFFECT) ($337,514) $946,891
----------- -----------
TOTAL ADDITIONS $2,337,555 $2,888,923
DEDUCTIONS:
CASH DIVIDENDS DECLARED* $950,000 $449,382
BALANCE AT END OF PERIOD $25,026,111 $22,466,076
=========== ===========
</TABLE>
* $.15 per share ($450,000) for the quarter ended December 31, 1995 was
declared on January 9, 1996 and paid January 31, 1996;
$.05 per share ($150,000) for the quarter ended March 31, 1996 was
declared on April 8, 1996 and paid April 30, 1996
$.05 per share ($150,000) for the quarter ended June 30, 1996 was declared
on July 8, 1996 and paid July 31, 1996
$.07 per share ($200,000) special cash dividend was declared on August 12,
1996 and paid September 3, 1996
8
<PAGE> 11
THE NEW IBERIA BANCORP, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
<TABLE>
<CAPTION>
1996 1995
------------ -----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
NET INCOME $ 2,675,069 $ 1,909,007
ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH
PROVIDED BY OPERATING ACTIVITIES:
DEPRECIATION & AMORTIZATION 395,449 478,310
DISCOUNT ACCRETION & PREMIUM AMORTIZATION 83,389 (91,917)
PROVISION FOR LOAN LOSSES 232,200 275,000
NET GAIN ON SALE OF REAL ESTATE OWNED 0 (5,000)
LOSS ON SALE OR CALL OF INVESTMENT SECURITIES(AFS) 14,732 22,176
INCREASE IN OTHER LIABILITIES 374,563 527,640
DECREASE IN OTHER ASSETS (262,948) 1,127,582
------------ -----------
NET CASH PROVIDED BY OPERATING ACTIVITIES 3,512,454 4,242,798
CASH FLOWS FROM INVESTING ACTIVITIES:
PROCEEDS FROM SALE OF INVESTMENT SECURITIES(AFS) 1,778,454 4,880,935
PROCEEDS FROM MATURITIES & CALL OF INVESTMENT SEC.(HTM) 2,866,032 12,202,556
PROCEEDS FROM MATURITIES & CALL OF INVESTMENT SEC.(AFS) 24,835,523 9,879,108
PURCHASE OF INVESTMENT SECURITIES(HTM) 0 (7,072,000)
PURCHASE OF INVESTMENT SECURITIES(AFS) (15,110,882) (3,077,656)
NET (INCREASE) DECREASE IN LOANS (35,762,570) (26,557,015)
PURCHASE OF BANK PREMISES & EQUIPMENT (72,337) (132,288)
PROCEEDS FROM SALE OF:
OTHER REAL ESTATE OWNED 50,000 80,000
BANK VEHICLES 0 3,000
------------ -----------
NET CASH PROVIDED BY (USED IN)
INVESTMENT ACTIVITIES ($21,415,780) ($9,793,360)
</TABLE>
9
<PAGE> 12
CONSOLIDATED STATEMENT OF CASH FLOWS
(CONTINUED)
<TABLE>
<CAPTION>
1996 1995
---------- ----------
<S> <C> <C>
CASH FLOWS FROM FINANCING ACTIVITIES:
SALE OF TREASURY STOCK 0 33,025
INCREASE IN REPURCHASE AGREEMENTS (61,262) 174,454
INCREASE IN DEMAND, NOW & SAVINGS DEPOSITS 5,539,058 765,910
INCREASE IN CERTIFICATES OF DEPOSITS 11,656,420 9,991,871
DIVIDENDS PAID (950,000) (449,382)
---------- ----------
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 16,184,216 10,515,878
NET INCREASE (DECREASE) IN CASH & CASH EQUIVALENTS (1,719,110) 4,965,316
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 23,141,728 14,043,995
CASH AND CASH EQUIVALENTS AT END OF PERIOD 21,422,618 19,009,311
SUPPLEMENTAL DISCLOSURE:
INTEREST PAID ON BORROWINGS AND DEPOSITS 6,638,433 5,705,593
FEDERAL INCOME TAX PAID 1,125,000 803,432
</TABLE>
10
<PAGE> 13
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1 On August 19, 1996, the Board of Directors of the Corporation adopted
The New Iberia Bancorp, Inc Nonstatutory Stock Option Plan which
authorizes the Board of Directors to grant nonstatutory stock options
to key executive, adminstrative, or other employees of the Corporation
or the Bank. The maximum number of shares of common stock of the
Corporation that may be optioned or sold and (were granted during the
quarter) were 150,000 shares. These options were not included in the
earnings per share calculations because their effect was not material.
11
<PAGE> 14
PART I - FINANCIAL INFORMATION
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
OVERVIEW
In the third quarter of 1996, The New Iberia Bancorp, Inc. (the "Corporation")
recorded net income of $904,043 ($.30 per share). This compares to the same
period in 1995 when net income was $647,384 ($.22 per share). The change in
net income is explained by the increase in net interest income of $272,732.
Year to date earnings total $2,675,069 ($.89 per share), which is an increase
of $766,062 over the 1995 amount of $1,909,007 ($.64 per share). Year to date
net interest income has increased by $578,077 as compared to the same period
last year. Also, other expenses decreased by $231,825 as compared to last
year, primarily due to a reduction in FDIC assessment costs. The Corporation
was not required to pay the one time SAIF insurance premium that savings
institutions were required to pay.
On September 30, 1996, total assets of the Corporation were $282,764,759, which
is an increase of $18,896,334 (7.17% ) from the $263,868,425 reported for
December 31, 1995 and an increase of $35,597,247 (14.41%) from the balance at
September 30, 1995 of $247,167,512. Gross loans on September 30, 1996, were
$178,269,894 , an $35,565,073 (24.93%) increase from the December 31, 1995
balance of $142,704,821 and an increase of $38,209,349 (27.28%) from the
balance on September 30, 1995, of $140,060,545. Loans held for sale, at their
fair value, on September 30, 1996, December 31, 1995, and September 30, 1995,
were $807,000, $592,750, and $133,128, respectively. The increase in gross
loans from one year ago is attributable to an increase in commercial loans of
approximately 20%, consumer lending of approximately 35%, and real estate loans
of approximately 45%. Total deposits were $254,821,082 on September 30, 1996,
a $17,195,478 (7.24% ) increase from the balance of $237,625,604 on December
31, 1995 and an increase of $33,469,140 (15.12%) from the balance on September
30, 1995 of $221,351,942. The increase in deposits is due to an increase in
demand deposits and certificates of deposit as a result of product promotions
and increases in rates.
CAPITAL RESOURCES
Capital ratios for the quarters ending September 30, 1996, 1995, and 1994:
<TABLE>
<CAPTION>
Regulatory
1996 1995 1994 Minimum*
---- ---- ---- -----------
<S> <C> <C> <C> <C>
Leverage 8.81% 8.99% 9.52% 5.00%
Risk-based capital
Tier I 14.27% 15.78% 18.23% 6.00%
Total 15.54% 17.03% 19.73% 10.00%
</TABLE>
*Current levels for a well capitalized institution in accordance with the
Federal Deposit Insurance Corporation Improvement Act of 1991 (FDICIA). The
unrealized loss on Available for Sale securities reflected in the equity
section of the balance sheet was excluded as required by regulatory agencies in
the computation of these ratios.
12
<PAGE> 15
RESULTS OF OPERATIONS
NET INTEREST INCOME - Net interest income is the difference between interest
earned on assets and interest paid for the funds supporting those assets. As
of September 30, 1996, net interest income was $8,269,505, an increase of
$578,077 over the same period in 1995. The increase in net interest income is
the result of an increase in loan volume over the last year while interest
rates charged on loans has remained fairly stable during the same period.
Interest costs increased throughout 1995 and 1996 due to an increase in
interest bearing deposits and higher rates.
EARNING ASSETS - Earning assets on September 30, 1996 were $265,281,998, an
increase of $19,907,437 (8.11%) from the December 31, 1995 balance of
$245,374,561. The change is the result of an increase in loans outstanding of
$35,599,726 offset by a decrease of $195,548 in federal funds sold and
$14,796,741 in investment securities.
The average yield on earning assets for the first nine months of 1996 was 7.85
%. In 1995, the average yield on earning assets for the same nine month period
was 7.97%. The yield on loans has decreased to an average of 8.94 % from an
average of 9.14% in 1995. As mentioned above, loan volume has been the reason
for the slight decline in the yield on loans. The yield on investments has
decreased to an average of 6.16 % from an average of 6.50% in 1995. The yield
on investments is down due to the reduction in the average life of the
portfolio by purchasing short term U.S. Treasury Notes and reducing the
purchases of mortgage-backed securities. The average rate on Fed Funds Sold
has decreased to an average of 5.22% from an average of 5.84% in 1995. (All
yields are year to date through September of the respective year.)
INVESTMENT SECURITIES - The Corporation's goals with respect to investment
portfolio management is to maintain (i) quality of securities, (ii) attractive
rates of return on the funds invested and (iii) adequate liquidity to the
Corporation. The portfolio consists primarily of U.S. Treasury Notes,
Municipal Bonds, and Mortgage-Backed Securities. U.S. Treasury Notes and
Municipal Bonds maturities are laddered to provide a constant liquidity source.
Mortgage-Backed Securities provide liquidity, monthly cash flow and higher
yields. The mix of the investment portfolio continues to change, primarily due
to prepayments on mortgage-backed securities. The Corporation has primarily
reinvested maturities and pay downs in 1996 into loans, where demand has
increased.
13
<PAGE> 16
The breakdown of the investment portfolio as of September 30, 1996 is listed
below:
(In Thousands of Dollars)
<TABLE>
<CAPTION>
Held to Maturity Available for Sale
----------------------- ----------------------
Amortized Fair Amortized Fair
Cost Value Cost Value
--------- --------- -------- -------
<S> <C> <C> <C> <C>
U.S. Treasury Notes -0- -0- $17,954 $17,940
U.S. Government
Agency Notes -0- -0- 3,974 3,910
Mortgage-Backed $11,511 $12,009 21,460 21,188
Obligation State
& Political 22,018 22,478 -0- -0-
Domestic Debt -0- 1,353
Corporate Stock -0- -0- 150 150
--- --- --- ---
Total $33,529 $34,487 $44,923 $44,541
</TABLE>
Gross unrealized gains and losses on "Held to Maturity" securities were as
follows:
(In Thousands of Dollars)
<TABLE>
<CAPTION>
BOOK UNREALIZED UNREALIZED MARKET
VALUE GAINS LOSSES VALUE
------------------------------------------------
<S> <C> <C> <C> <C>
U. S. Government:
Mortgage-Backed Sec. $11,511 $ 498 $ 0 $12,009
Obligation State
& Political $22,018 $ 537 $ 77 $22,478
Total $33,529 $ 1,035 $ 77 $34,487
</TABLE>
The Corporation had sales of securities totalling $1,788,454 during the third
quarter of 1996. Gross realized gains on sale of these securities were $24,988
while gross realized losses were $10,255, resulting in a net gross realized
gain of $14,733 for the quarter.
INTEREST-BEARING LIABILITIES - Interest-bearing liabilities on September 30,
1996, were $216,987,523, reflecting an increase of $16,470,303 (8.22%) from the
December 31, 1995 balance of $200,517,220 and an increase of $27,711,621
(14.64%) from the September 30, 1995 balance, which totaled $189,275,902. As
noted previously, the increase in this category from December 1995 is due to an
increase in certificates of deposits and demand deposits over the last year.
14
<PAGE> 17
INTEREST EXPENSE - Interest Expense as of September 30, 1996 totaled
$6,692,257, which represents an increase of $880,133 (15.15%) from the 1995
amount of $5,812,124. The increase is due to greater interest cost for
certificates of deposits. The average rates paid year to date for all
interest-bearing liabilities was 4.33% through September 1996 as compared to
4.12% for the same period in 1995. All yields are year to date through
September of the respective year.
RESERVE AND PROVISION FOR POSSIBLE LOAN LOSSES
An adequate level of the Allowance for Possible Loan Losses is determined by
reviewing the quality of the loan portfolio, actual loan loss experience and
the current and anticipated economic conditions and their effect on the market
served by the Corporation. The Provision for Possible Loan Losses is the
amount charged to earnings in order to maintain an adequate level of reserves.
Other significant factors considered in determining the levels of the provision
and the reserve are the growth or decline in the loan portfolio, the
composition of the portfolio, industry concentrations, differing risks
associated with each category of loans, the current and prospective financial
condition of borrowers, the level of past due and nonperforming loans and the
relationship of the reserve to the total loan portfolio. Management regularly
reviews the loan portfolio in an effort to identify potential losses and to
determine that the level of reserves adequately reflects the potential loss
exposure. Loans identified as problem credits are reviewed more frequently to
determine potential changes in the reserve.
Since actual losses may vary from current assessments, any necessary
adjustments to the reserve are recorded in the period in which they become
known. The loan review function of the Corporation monitors adherence to
lending policies and procedures as well as asset quality.
Provision for loan losses for the third quarter of 1996 were $146,800 as
compared to $150,110 , for the same period the previous year. Provision for
loan losses for the first nine months of 1996 totaled $232,200 compared to
$275,000 for the same period in 1995. The balance in the reserve over the last
year reflects levels of charge-offs and management's estimates of collateral
values when evaluating exposure in the loan portfolio. The reserve as a
percentage of loans and leases was 1.93 % at quarter end (September 30, 1996)
compared to 2.38% at year end (December 1995). Management projects loan growth
to continue slowly throughout the remainder of the year. This growth is a
factor in Management's periodic determination of the reserve. Management plans
to make adjustments to the reserve based on recoveries received and charge-offs
made to ensure that an adequate loan loss reserve is maintained.
The diversification of the loan portfolio is an important factor in the
assessment of loan quality and loss potential. Although the Corporation has
extended a significant amount of loans to energy services and agricultural
customers due to the prevalence of those industries in the local economy, the
Corporation attempts to lend to a variety of industries to minimize its
exposure to possible losses occurring from concentration of loans in any single
sector. Broadening the Corporation's base of loan activity into the Lafayette,
Louisiana market, along with the steadily improving local economy over the last
few years, has had a positive effect on the performance of the loan portfolio.
During 1993, the U.S. Congress passed the North American Free Trade Agreement
(NAFTA). The Corporation believes that the increase in competition from
Mexican producers as a result of the passage of NAFTA could have a direct
adverse effect on the agricultural sugar and textile industries. As such, the
Corporation's operating market may be indirectly affected. Another factor
that may affect the quality of the loan portfolio is the opening of gaming
establishments in the Corporation's market. Although it is not known exactly
what amount of spendable money is now diverted to gaming, management is
concerned about the effect that gaming will have on the Corporation's consumer
loan portfolio. As of September 30, 1996, consumer loans past due ninety days
and still accruing and nonaccrual consumer loans represented a past due
percentage of 1.02% of total consumer loans, which management believes is below
the national average. Appropriate consideration has been given to these
factors in the Corporation's loan loss reserve.
15
<PAGE> 18
Charge-offs year to date for 1996 were $290,516 compared to $244,085 in 1995.
Recoveries year to date for 1996 were $101,039 compared to $179,304 in 1995.
The relatively small levels of charge-offs are attributable to management's
continued efforts to identify and work out problem loans.
Year to date Loan Recoveries compared to prior year charge-offs was 35.72% and
103.37 % for September 1996 and September 1995, respectively.
OTHER INCOME
For the third quarter of 1996, Other Income was $544,195, an increase of $3,066
(.57%) over the $541,129 earned for the same period in 1995. The increase is
primarily due to increase in fees on other customer services and other income.
OTHER EXPENSES
Total Other Expenses for the third quarter of 1996 was $ 2,006,563, compared to
$2,040,231 for the same period in 1995. This reflects an decrease of $33,668
(1.65%). The decrease is due to a reduction in salary costs and other
expenses, such as FDIC assessments.
INCOME TAXES
The effective tax rate for the nine months ended September 30, 1996 is
approximately 28%, which compares to approximately 29% for the nine months
ended September 30, 1995.
NONPERFORMING ASSETS AND PAST DUE LOANS
Crucial to earnings performance is the monitoring of asset quality, chiefly in
the evaluation of credit risk, and the minimization of the Corporation's
exposure to losses. Management views these two critical functions as essential
to sound banking practice. Therefore, management regularly obtains appraisals
for the collateral supporting nonperforming assets and specifically establishes
reserves for them based on the current market value of the collateral if
necessary.
Nonperforming assets are those loans carried on a non-accrual basis, those
classified as troubled debt restructuring, real estate acquired through
foreclosure and repossessed movable property. The following schedule reflects
the balance of each category:
<TABLE>
<CAPTION>
(In Thousands of Dollars)
September 30, 1996 December 31, 1995
------------------ -----------------
<S> <C> <C>
Non-accrual Loans $ 442 $ 160
Troubled Debt Restructuring 316 585
Other Real Estate Owned 0 50
Repossessed Movable Prop 18 28
Total $ 776 $ 823
</TABLE>
16
<PAGE> 19
RISK ELEMENT INFORMATION
<TABLE>
<CAPTION>
(In Thousands of Dollars)
September 30, 1996 December 31, 1995
------------------ -----------------
<S> <C> <C>
Past due loans 90 days $ 558 $ 282
and still accruing
</TABLE>
<TABLE>
<CAPTION>
(In Thousands of Dollars)
September 30, 1996 September 30, 1995
------------------ ------------------
<S> <C> <C>
Amount of income on non-accrual $ 14 $ 6
loans that would have been
in income if still accruing
Interest income on restructured $ 56 $ 58
loans included in net income
</TABLE>
Typically, the Corporation's restructured loans are based on the ability to
provide principal and interest repayment instead of providing a rate less than
the market. As a result, any rate adjustment would have resulted in an
immaterial change in earnings during the quarter.
Management is not aware of any loans classified for regulatory purposes as
loss, doubtful, substandard, or special mention and excluded from the
non-accrual, past due 90 days and still accruing, or restructured loans which:
(1) represent or result from trends or uncertainties that will materially
impact future operating results, liquidity, or capital resources, or (2)
represent material credits about which Management is aware of any information
which causes doubts as to the ability of such borrowers to comply with the loan
repayment terms.
On September 30, 1996, impaired loans totaled $593,343. Of the total impaired
loans, $330,509 required a total reserve of $238,463. There was no reserve
for impairment on the remaining $354,880 of impaired loans. During the quarter
ended September 30, 1996, impaired loans averaged $454,155. Interest income
recognized on impaired loans totalled approximately $20,000 for the quarter.
It is the policy of the Corporation to discontinue the accrual of interest on
loans when principal or interest is in default for ninety days or more, unless,
in the best judgment of the Officer Loan Committee, the loan is well secured
and is in the process of collection. Interest previously accrued is reversed
and the accrual of interest is discontinued.
17
<PAGE> 20
LIQUIDITY AND INTEREST RATE SENSITIVITY
Built into the Corporation's financial structure is the goal of maintenance of
adequate liquidity; i.e., the ability to meet customers' requirements on a
timely basis. The Corporation has in place an Asset/Liability computer
software program to aid it in maintaining a reasonable balance between interest
earning assets and interest bearing liabilities. The information is updated
and analyzed by management on a monthly basis in order to allow management to
diversify investments as needed to keep a proper balance of maturities.
Management also regularly evaluates and manages interest rate sensitivity of
assets and liabilities. This is critical to protect net income against wide
fluctuations in interest rates and to maintain consistent growth of net
interest income.
The Corporation's liquidity ratio on September 30, 1996 was 31.45 % with a
dependency ratio of 8.08%; the liquidity ratio on December 31, 1995 was 40.97%
with a dependency ratio of .63%. The change in the liquidity ratio is the
result of an increase in loans during the year and a reduction in the
investment portfolio. Management believes that the liquidity position of the
Corporation continues to be good and that liquidity is enhanced by its ability
to manage the interest rate sensitivity of assets and liabilities. The
dependency ratio has increased from December 1995 due to a decrease in short
term federal funds and less investment securities maturing within one year.
Management actively monitors and controls the relationship between interest
sensitive assets and liabilities by means of an interest rate simulation model.
The off balance sheet commitments, if funded, would have a limited impact on
the liquidity of the Corporation, primarily due to the maturity structure of
the investment portfolio.
18
<PAGE> 21
<TABLE>
<CAPTION>
CUMULATIVE MATURITY/RATE SENSITIVITY (All Dollar Amounts in Thousands)
- ------------------------------------------------------------------------------------------------------------------------------------
EARNING ASSETS
1-30 1-60 1-90 1-365 YEAR & OVER TOTAL
<S> <C> <C> <C> <C> <C> <C>
LOANS* 29,157 33,761 41,547 75,057 102,547 177,604
SHORT TERM INVESTMENTS 9,608 9,608 9,608 9,608 0 9,608
INVESTMENTS*** 1,000 3,279 4,278 18,286 59,784 78,07
--------------------------------------------------------------------------------------------------------------
TOTAL EARNING ASSETS 39,765 46,648 55,433 102,951 162,331 265,282
FUNDING SOURCES
PUBLIC FUNDS DDA 9,028 9,028 9,028 9,028 0 9,028
NOW ACCOUNTS** 0 0 0 0 28,522 28,522
MONEY MARKET (IMFA) 30,768 30,768 30,768 30,768 0 30,768
CERT. OF DEPOSIT >100M 11,211 14,973 18,857 37,112 13,701 50,813
OTHER TIME DEPOSITS 15,952 20,235 24,108 56,158 22,811 78,969
SAVINGS** 0 0 0 0 17,199 17,199
REPURCHASE AGREEMENTS 1,688 1,688 1,688 1,688 0 1,688
--------------------------------------------------------------------------------------------------------------
TOTAL FUNDING 68,647 76,692 84,449 134,754 82,233 216,987
--------------------------------------------------------------------------------------------------------------
CUMULATIVE MATURITY/ (28,882) (30,044) (29,016) (31,803) 80,098 48,295
--------------------------------------------------------------------------------------------------------------
RATE SENSITIVITY (GAP)
AS A % OF EARNING ASSETS -10.89% -11.33% -10.94% -11.99%
AS A % OF TOTAL ASSETS -10.21% -10.63% -10.26% -11.25%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
* LOAN FIGURES REPRESENT RATE SENSITIVITY ONLY, WHILE THE BALANCE SHEET
REPRESENTS TOTAL GROSS LOANS INCLUDING NON-ACCRUALS AND OVERDRAFTS
** HISTORICALLY, RATES ON THESE TYPES OF ACCOUNTS HAVE CHANGED LITTLE AS
COMPARED TO OTHER TYPES OF DEPOSITS, THEREFORE, THESE ACCOUNTS ARE NOT
CONSIDERED RATE SENSITIVE.
*** $150,084 - FIRST NATIONAL BANKERS BANK AND FNMA STOCK IS NOT RATE
SENSITIVE AND IS NOT INCLUDED IN THE ONE YEAR AND OVER.
THE AMOUNT OF PAYDOWNS RECEIVED ON A MONTHLY BASIS ON MORTGAGE BACKED
SECURITIES IS NOT REFLECTED IN THIS SCHEDULE. PAY DOWNS AVERAGED ABOUT
$690,000 A MONTH OVER THE FIRST NINE MONTHS OF 1996, AND WOULD NOT HAVE
CREATED A SIGNIFICANT DIFFERENCE IN THE PERCENTAGES ABOVE.
THE GAP PERCENTAGES NOTED ABOVE ARE A REFLECTION OF A NEGATIVE POSITION.
THIS MEASUREMENT SIMPLY SHOWS AT WHAT REPRICING INTERVAL ASSETS AND
LIABILITIES WILL REPRICE. IT DOES NOT TAKE INTO ACCOUNT AT WHAT LEVEL OF
RATE CHANGE THE ASSET OR LIABILITY WILL REPRICE. IN GENERAL TERMS, IF
RATES FALL, NET INTEREST INCOME SHOULD INCREASE AND IF RATES RISE, NET
INTEREST INCOME SHOULD DECREASE. IN LOOKING AT THE ONE YEAR HORIZON, AND
GIVEN THAT IN GENERAL, INTEREST RATES SHOULD REMAIN FLAT OR SLIGHTLY
HIGHER IN THE FUTURE, THE CORPORATION SHOULD ADJUST ITS CURRENT POSITION
BY SHORTENING THE REPRICING OF ASSETS OR EXTENDED DEPOSIT MATURITIES. THE
CORPORATION SHOULD CLOSELY MONITOR FUTURE CHANGES IN INTEREST RATES AND
ACCORDINGLY ADJUST ITS INTEREST RATE POSITION AS NEEDED. THE USE OF THE
ASSET/LIABILITY MODEL ON A MONTHLY BASIS PROVIDES A GOOD REVIEW AND GIVES
REALISTIC EXPECTATIONS OF THE AFFECT THAT CHANGES IN INTEREST RATES WILL
HAVE ON THE INTEREST RATE RISK OF THE CORPORATION.
19
<PAGE> 22
PART II OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS:
(1) On March 13, 1996, The New Iberia Bank (the "Bank"), the sole subsidiary
of the Corporation, was sued by Mary Joyce Keel in the 16th Judicial District
Court, Iberia Parish, Louisiana (Docket No. 83846-F). The Bank's insurance
carrier has been notified of the existence of this suit. The suit alleges
violations of the plaintiff's rights under the Americans with Disabilities Act
of 1990. Damages sought are actual damages of not less than $50,000.00 plus
unspecified punitive damages. The Bank removed the litigation to federal
court. The trial date has been set for June 16, 1997.
(2) The Bank is named as the trustee of The Jules B. Schwing Childrens Trust
(the "Trust") in the last will and testament of Jules B. Schwing. Under the
will, the main asset of the Trust will be stock of the Corporation,
(approximately 31% of the total issued and outstanding common stock of the
Corporation), although the Succession has not been closed and the assets
thereof have not been dispersed to the heirs and legatees.
On or about April 21, 1996, certain of the children of Jules B. Schwing (the
"Petitioning Heirs") filed in the Succession a Petition to Annul Probated
Testament (the "Petition"), which sought to annul the last will and testament
of Jules B. Schwing. The Bank, as trustee of the Trust, was named as a
defendant in the Petition.
On June 24, 1996, the Bank, in its capacity as trustee of the Trust, filed in
the Succession an Exception to Unauthorized Use of Ordinary Proceeding and
Motion to Convert Petition to Annul Probated Testament to Summary Proceeding.
Prior to the hearing on this matter, in support of the Bank's exceptions and
motion, Robert M. Fleming, the court appointed Executor of the Succession,
filed a Memorandum in Opposition to Use of Ordinary Proceeding to Annul
Testament. This exception was granted on August 8, 1996, and the matter will
now proceed to trial as a summary proceeding. A trial date is currently set
for January 6, 1997.
On or about October 16, 1997, the Petitioning Heirs filed a Motion to
Terminate, In Part, or Modify Trust, or Alternatively, to Appoint a Substitute
Trustee, which seeks to terminate or modify the Trust or to appoint a
substitute trustee in place of the Bank. A hearing on this motion is also
scheduled for January 6, 1997.
ITEM 2 CHANGES IN SECURITIES
On August 12, 1996, the Board of Directors amended the Bylaws of the
Corporation increasing the number of directors from eleven to twelve.
20
<PAGE> 23
EXHIBIT INDEX
EXHIBITS
3.2 Amended and Restated Bylaws of The New Iberia Bancorp, Inc. dated
July 10, 1995, as amended on August 12, 1996 (filed with the
Commission on October 21, 1996 as Exhibit 4 to the Corporation's
Form S-8 Registration Statement and incorporated herein by reference).
10.1 The New Iberia Bancorp Inc. Nonstatutory Stock Option Plan approved by
the Board of Directors of the Corporation on August 19, 1996.
10.2 Form of Stock Option Agreement pursuant to The New Iberia Bancorp,
Inc. Nonstatutory Stock Option Plan
27 Financial Data Schedule
21
<PAGE> 1
EXHIBIT 10.1
THE NEW IBERIA BANCORP, INC.
NONSTATUTORY STOCK OPTION PLAN
1. Purpose and Scope
The purposes of this Plan are to promote the interests of the Company
and its shareholders by strengthening its ability to attract and retain key
employees by furnishing additional incentives for such present and future
employees to acquire, or to increase their ownership of, the Company's common
stock, thus maintaining their personal and proprietary interest in the
Company's continued success and progress and to provide incentive for such
employees to expand and improve the profits and prosperity of the Company and
its Subsidiary. The Plan provides for the grant of Nonstatutory Stock Options
in accordance with the terms and conditions set forth below.
2. Definitions
Unless otherwise required by the context:
2.1 "Board" shall mean the Board of Directors of the Company.
2.2 "Committee" shall mean the Stock Option Plan Committee, which
shall consist of two or more members of the Board who meet the following
criteria:
(a) The director is not currently an officer of the Company or
its Subsidiary or is not otherwise currently employed by
the Company or its Subsidiary;
(b) The director does not receive compensation, either
directly or indirectly, from the Company or from its
Subsidiary, for services rendered as a consultant or in
any capacity other than as a director, except for an
amount that does not exceed the dollar amount for which
disclosure would be required pursuant to Item 404(a) of
Regulation S-K of the Securities and Exchange Commission
("Regulation S-K");
(c) The director does not possess an interest in any other
transaction for which disclosure would be required
22
<PAGE> 2
pursuant to Item 404(a) of Regulation S-K; and
(d) The director is not engaged in a business relationship for
which disclosure would be required pursuant to Item 404(b)
of Regulation S-K.
2.3 "Company" shall mean The New Iberia Bancorp, Inc., a Louisiana
corporation.
2.4 "Code" shall mean the Internal Revenue Code of 1986, as amended.
2.5 "Option" shall mean a right to purchase Stock, granted pursuant
to the Plan.
2.6 "Option Price" shall mean the purchase price for Stock under an
Option, as determined in Section 6 below.
2.7 "Participant" shall mean an employee of the Company, or any
Subsidiary of the Company, to whom an Option is granted under
the Plan.
2.8 "Plan" shall mean The New Iberia Bancorp, Inc. Stock Option Plan.
2.9 "Stock" shall mean the common stock of the Company, no par value.
2.10 "Subsidiary" shall mean a subsidiary corporation of the Company
as defined in Sections 425(f) and 425(g) of the Code.
3. Stock to be Optioned
3.1 Subject to the provisions of Section 13 of the Plan, the
maximum number of shares of Stock that may be optioned or sold under the Plan
is 100,000 shares. Such shares may be treasury, or authorized, but unissued,
shares of Stock of the Company. If any Option granted under the Plan shall
expire or terminate for any reason without having been exercised in full, the
shares not purchased shall again be available for purposes of the Plan.
4. Administration
The Plan shall be administered by the Committee. A majority of the
members of the Committee shall constitute a quorum for the transaction of
business and the acts of a majority of the members of the Committee present at
a meeting at which a quorum is present shall be the acts of the Committee. The
Committee shall be responsible to the Board for the operation of the Plan. The
Committee may make recommendations to the Board with respect to participation
in the Plan by employees of the Company and any Subsidiary, and with respect to
the extent of that participation, or the Board may act on such matters
-23-
<PAGE> 3
without a Committee recommendation. The interpretation and construction of any
provision of the Plan by the Committee shall be final, unless otherwise
determined by the Board. No member of the Board or the Committee shall be
liable for any action or determination made by him in good faith.
5. Eligibility
The Board may grant Options to any key executive, administrative or
other employee (including an employee who is a director or officer of the
Company or any Subsidiary). Options may be awarded by the Board at any time
and from time to time to new Participants, or to then Participants, or to a
greater or lesser number of Participants, and may include or exclude previous
Participants, as the Board shall determine. Options granted at different times
need not contain similar provisions.
6. Option Price
The purchase price for Stock under each Option shall be as determined by
the Board of Directors at the time of the grant.
7. Terms and Conditions of Options
Options granted pursuant to the Plan shall be authorized by the Board
and shall be evidenced by agreements in such form as the Board or the Committee
may from time to time approve. Such agreements shall comply with and be
subject to the following terms and conditions:
7.1 Employment Agreement. The Board may, in its discretion,
include in any Option granted under the Plan a condition that the Participant
shall agree to remain in the employ of, and to render services to, the Company
or any Subsidiary for a period of time (specified in the agreement) following
the date the Option is granted. No such agreement shall impose upon the
Company or any Subsidiary, however, any obligation to employ the Participant
for any period of time.
7.2 Time and Method of Payment. The Option Price shall be
paid in cash at the time an Option is exercised under the Plan and/or may be
paid for by tendering of one or more shares of Stock. Upon a tender of Stock,
the fair market value of the Stock at the time of tender shall be used to
determine the value of the Stock as payment. The "fair market value" of a
share of Company Stock with respect to any day shall be the average of the high
and the low price for the immediately preceding business day as reported on the
American Stock Exchange or, in the event that the price of a share of Company
Stock shall not be so reported, the fair market value of a share of Company
Stock shall be determined by the
-24-
<PAGE> 4
Committee in its sole discretion. Promptly after the exercise of an Option and
the payment of the full Option Price either in Stock or cash, the Participant
shall be entitled to the issuance of a stock certificate evidencing his
ownership of such Stock. A Participant shall have none of the rights of a
shareholder until shares are issued to him, and except as provided in Section
13, no adjustment will be made for dividends or other rights for which the
record date is prior to the date such stock certificate is issued.
7.3 Number of Shares. Each Option shall state the total
number of shares of Stock to which it pertains.
7.4 Option Period and Limitations on Exercise of Options. The
Board may, in its discretion, provide that an Option may not be exercised in
whole or in part for any period or periods of time specified in the Option
agreement. Except as provided in the Option agreement, an Option may be
exercised in whole or in part at any time during its term. No Option may be
exercised after the expiration of ten years from the date it is granted. No
Option may be exercised for a fractional share of Stock.
8. Exercise of Options
The Board or the Committee shall have discretion to determine the terms
upon which Options granted hereunder shall be exercisable, subject to the
applicable provisions of the Plan. If a Participant is discharged for cause at
any time, the entire number of Options granted to him or her shall be forfeited
and shall immediately be null and void. For this purpose, "cause" shall mean
theft, fraud, embezzlement or willful misconduct causing damage to the Company
or any Subsidiary or personal injury to any employee of the Company or any
Subsidiary. The Committee shall have sole discretion in determining cause
within the terms of this Section.
9. Termination of Employment
Except as provided in Section 8 above and Section 10 below, if a
Participant ceases to be employed by the Company or any Subsidiary, such
Participant shall have the right to exercise his Options at any time within
three months after such cessation of employment to the extent that he was
entitled to exercise them on the date of cessation of employment, after which
time the Options shall lapse, but in no event shall any Option be exercisable
more than ten years from the date it was granted. The Committee may cancel an
Option during the three month period referred to in this paragraph, if the
-25-
<PAGE> 5
Participant engages in employment or activities contrary, in the opinion of the
Committee, to the best interests of the Company or any Subsidiary. The
Committee shall determine in each case, subject to applicable law, whether a
leave of absence shall constitute a termination of employment. Any such
determination of the Committee shall be final and conclusive, unless overruled
by the Board.
10. Rights in Event of Death
If a Participant dies while employed by the Company or any Subsidiary
without having fully exercised his Options, the executors or administrators, or
legatees or heirs, of his estate shall have the right to exercise such Options
at any time within twelve (12) months from the date of the death of such
Participant, to the extent that such deceased Participant was entitled to
exercise the Options on the date of his death, after which time the Options
shall lapse; provided, however, that in no event shall the Options be
exercisable more than ten years from the date they were granted.
11. No Obligations to Exercise Option
The granting of an Option shall impose no obligation upon the
Participant to exercise such Option.
12. Nonassignability
Options shall not be transferable other than by will or by the laws of
descent and distribution, and during a Participant's lifetime shall be
exercisable only by such Participant.
13. Effect of Change in Stock Subject to the Plan
The aggregate number of shares of Stock available for Options under the
Plan, the shares subject to any Option and the price per share shall be
proportionately adjusted for any increase or decrease in the number of issued
shares of Stock subsequent to the effective date of the Plan resulting from (1)
a subdivision or consolidation of shares or any other capital adjustment, (2)
the payment of a stock dividend, or (3) other increase or decrease in such
shares effected without receipt of consideration by the Company. If the
Company shall be the surviving corporation in any merger or consolidation, any
Option shall pertain, apply, and relate to the securities to which a holder of
the number of shares of Stock subject to the Option would have been entitled
after the merger or consolidation. Upon dissolution or liquidation of the
Company, all Options outstanding under the Plan shall terminate; provided,
however, that each Participant (and each other person entitled under Section 10
to exercise an Option) shall have the right,
-26-
<PAGE> 6
immediately prior to such dissolution or liquidation to exercise such
Participant's Options in whole or in part, whether or not previously otherwise
exercisable.
14. Exercise Upon Change in Control
Notwithstanding any provision in this Plan to the contrary, an Option
shall become immediately exercisable in whole or in part, at the election of
the Participant, upon the occurrence of an event that constitutes a change of
control of the Company. For purposes of this Section, a "change in control of
the Company" shall mean a merger, consolidation or share exchange of or
involving the Company or any Subsidiary in which, after the transaction, the
shareholders of the Company or any Subsidiary, as applicable, do not own a
majority of the outstanding voting stock of the surviving entity; a sale of all
or substantially all the assets of the Company or any Subsidiary; a tender
offer for more than 50% of the outstanding shares of Common Stock of the
Company; or any other similar transaction.
15. Amendment and Termination
The Board, by resolution, may terminate, amend or revise the Plan with
respect to any shares as to which Options have not been granted. Neither the
Board nor the Committee may, without the consent of the holder of an Option,
alter or impair any Option previously granted under the Plan, except as
authorized herein. Unless sooner terminated, the Plan shall remain in effect
for a period of ten (10) years from the date of the Plan's adoption by the
Board. Termination of the Plan shall not affect any Option previously granted.
16. Agreement and Representation of Employees
As a condition to the exercise of any portion of an Option, the Company
may require the person exercising such Option to represent and warrant at the
time of such exercise that any shares of Stock acquired at exercise are being
acquired only for investment and without any present intention to sell or
distribute such shares, if, in the opinion of counsel for the Company, such a
representation is required under the Securities Act of 1933, as amended, or any
other applicable law, regulation, or rule of any governmental agency.
17. Reservation of Shares of Stock
The Company, during the term of this Plan, will at all times reserve and
keep available, and will seek or obtain from any regulatory body having
jurisdiction any requisite authority necessary to issue and
-27-
<PAGE> 7
to sell, the number of shares of Stock that shall be sufficient to satisfy the
requirements of this Plan. The inability of the Company to obtain from any
regulatory body having jurisdiction the authority deemed necessary by counsel
for the Company for the lawful issuance and sale of its Stock hereunder shall
relieve the Company of any liability in respect of the failure to issue or sell
Stock as to which the requisite authority has not been obtained.
18. Withholding Taxes
Whenever under the Plan shares are to be issued upon the exercise of
Options, the Company shall have the right to require the Optionee to remit to
the Company an amount (payable in cash or Stock to the extent permitted by law
or regulation) sufficient to satisfy federal, state and local withholding tax
requirements, if any, prior to the delivery of any Stock certificate or
certificates for such shares.
19. Effective Date of Plan
The Plan shall be effective from the date that the Plan is approved by
the Board.
Date approved by Board of Directors: August 19, 1996
-28-
<PAGE> 1
Exhibit 10.2
STOCK OPTION AGREEMENT
PURSUANT TO
THE NEW IBERIA BANCORP, INC.
NONSTATUTORY STOCK OPTION PLAN
This NONSTATUTORY STOCK OPTION AGREEMENT (the "Agreement") is
entered into as of the 19th day of August, 1996, between THE NEW IBERIA
BANCORP, INC., a Louisiana corporation (the "Company"), and (the
"Optionee"), residing at:
The Company hereby grants an Option for a total of
shares of Common Stock, no par value, of the Company ("Common Stock") to the
Optionee at the price and in all respects subject to the terms, definitions and
provisions of this Agreement and The New Iberia Bancorp, Inc. Stock Option Plan
("Stock Option Plan"), which was adopted by the Company on August 19, 1996, and
which is incorporated herein by reference.
1 Option Price. The option price is $17.97 for each share of Common
Stock.
2 Exercise of Option. This Option shall be exercisable in accordance
with the terms of this Agreement and the Stock Option Plan as follows:
shares on or after November 17, 1996;
shares on or after August 19, 1997;
shares on or after August 19, 1998;
shares on or after August 19, 1999;
shares on or after August 19, 2000,
but in no event later than 5:00 p.m. New Iberia time on the date ten years from
the date hereof.
2.1 Right to Exercise. This Option shall be exercisable during
the term of the Option, by the Optionee (or the Optionee's
estate under (iii)) pursuant to the foregoing schedule:
2.1.1 While the Optionee is in "continuous employment with
the Company,"
2.1.2 For a period ending three (3) months after termination of the
Optionee's "continuous
-29-
<PAGE> 2
employment with the Company" to the extent Optionee was
entitled to exercise same immediately prior to such
termination, or
2.1.3 For a period ending twelve (12) months after the date of the
Optionee's death if the Optionee should die while in the
"continuous employment of the Company" to the extent Optionee
was entitled to exercise same immediately prior to his death.
For purposes of the foregoing, "continuous employment of the Company"
shall mean the absence of any interruption or termination of
employment with the Company or any Subsidiary. Continuous employment
shall not be considered interrupted in the case of sick leave,
military leave or any other leave of absence approved by the Company
or any Subsidiary or in the case of transfers between payroll
locations of the Company, any Subsidiary or any successor in interest.
In the event of termination for cause as defined in the Plan, this
Option shall be forfeited and shall immediately be null and void.
2.2 Methods of Exercise. This Option shall be exercisable by a
written notice which shall:
2.2.1 State the election to exercise the Option, the number of
shares subject to this Agreement which are being exercised, the
person in whose name the stock certificate or certificates for
such shares of Common Stock is to be registered, his address
and social security number (or if more than one, the names,
addresses and social security numbers of such persons);
2.2.2 Contain such representations and agreements as to the holder's
investment intent with respect to such shares of Common Stock
as may be satisfactory to the Company's counsel;
2.2.3 Be signed by the person or persons entitled to exercise the
Option and, if the Option is being exercised by any person or
persons other than the Optionee, be accompanied by proof,
satisfactory to counsel for the Company, of the right of such
person or persons to exercise the Option.
Payment of the purchase price of any shares with respect to which the
Option is being exercised shall be by certified or bank cashier's
check (or the tender of one or more shares of Common Stock), and shall
be delivered with the notice of exercise. The certificate or
certificates for
-30-
<PAGE> 3
shares of Common Stock as to which the Option shall be exercised shall
be registered in the name of the person or persons exercising the
Option.
2.3 Restrictions on Exercise. As a condition to the exercise of
this Option, the Company may require the person exercising
this Option to make any representation and warranty to the
Company as may be required by any applicable law or
regulation.
2.4 Other Events. Notwithstanding anything herein to the
contrary, this Option shall become immediately exercisable in
whole or in part, at the election of the Optionee, upon the
occurrence of an event that constitutes a change of control of
the Company as defined in the Plan and upon dissolution or
liquidation of the Company.
3 Nontransferability of Option. This Option may not be transferred in
any manner otherwise than by will or the laws of descent or
distribution and may be exercised during the lifetime of the Optionee
only by him. The terms of this Option shall be binding upon the
executors, administrators, heirs, successors and assigns of the
Optionee.
4 Stock Subject to the Option. The Company shall reserve sufficient
shares of the Common Stock which it now holds as authorized but
unissued shares to meet its issuance obligations hereunder. If the
Option should expire or become unexercisable for any reason without
having been exercised in full, the unpurchased shares which were
subject thereto shall be free from any restrictions. The Company will
not be required to issue or deliver any certificate or certificates
for shares to be issued hereunder until such shares have been listed
(or authorized for listing upon official notice of issuance) upon each
stock exchange on which outstanding shares of the same class may then
be listed and until the Company has taken such steps as may, in the
opinion of counsel for the Company, be required by law and applicable
regulations, including the rules and regulations of the Securities and
Exchange Commission, state Blue Sky laws and regulations, and any
other applicable federal or state laws, in connection with the
issuance or sale of such shares, and the listing of such shares on
each such exchange. The Company will use its best efforts to comply
with any such requirements. The Company may, but will not be required
to, register the shares of Stock issuable on exercise of the Options
under applicable securities laws.
5 Adjustments Upon Changes in Capitalization. If all or any portion of
the Option is exercised
-31-
<PAGE> 4
subsequent to any stock dividend, split-up, recapitalization,
combination or exchange of shares, merger, consolidation, acquisition
of property or stock, separation, reorganization, or other similar
change or transaction of or by the Company, as a result of which
shares of any class of stock shall be issued with respect to
outstanding shares of the class covered by the Option or if shares of
the class covered by the Option shall be changed into the same or
different number of shares of the same or another class or classes of
stock, the person or persons so exercising such an Option shall
receive, for the aggregate option price payable upon such exercise of
the Option, the aggregate number and class of shares equal to the
number and class of shares he or she would have had on the date of
exercise had the shares been purchased for the same aggregate price at
the date the Option was granted and had not been disposed of, taking
into consideration any such stock dividend, split-up,
recapitalization, combination or exchange of shares, merger,
consolidation, acquisition of property or stock, separation,
reorganization, or other similar change or transaction.
6 Notices. Each notice relating to this Agreement shall be in writing
and delivered in person or by certified mail to the proper address.
Each notice shall be deemed to have been given on the date it is
received. Each notice to the Company shall be addressed to it at its
principal office, now at 800 S. Lewis Street, New Iberia, Louisiana
70560, Attention: Ernest Freyou. Each notice to the Optionee or other
person or persons then entitled to exercise the Option shall be
addressed to the Optionee or such other person or persons at the
Optionee's address set forth in the heading of this Agreement. Anyone
to whom a notice may be given under this Agreement may designate a new
address by notice to that effect.
7 Benefits of Agreement. This Agreement shall inure to the benefit of
and be binding upon each successor of the Company. All obligations
imposed upon the Optionee and all rights granted to the Company under
this Agreement shall be binding upon the Optionee's heirs, legal
representatives, and successors. This Agreement shall be the sole and
exclusive source of any and all rights which the Optionee, his heirs,
legal representatives, or successors may have with respect to the
Stock Option Plan or any Options or Common Stock granted or issued
thereunder, whether to himself or to any other person.
-32-
<PAGE> 5
8 Resolution of Disputes. Any dispute or disagreement which should
arise under, or as a result of, or in any way relate to, the
interpretation, construction or application of this Agreement will be
determined by the Board of Directors of the Company. Any
determination made hereunder shall be final, binding, and conclusive
for all purposes.
Optionee acknowledges receipt of a copy of the Stock Option
Plan and represents that he is familiar with the terms and provisions thereof
and accepts this Option subject to all the terms and provisions thereof.
IN WITNESS WHEREOF, the Company and the Optionee have caused
this Agreement to be executed as of the day, month and year first above
written.
COMPANY:
THE NEW IBERIA BANCORP, INC.
By:
--------------------------------
Name:
------------------------------
Title:
-----------------------------
OPTIONEE:
-----------------------------------
-33-
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JUL-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 11,814,846
<INT-BEARING-DEPOSITS> 215,299,164
<FED-FUNDS-SOLD> 9,607,772
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 44,540,596
<INVESTMENTS-CARRYING> 33,529,083
<INVESTMENTS-MARKET> 34,486,592
<LOANS> 178,269,894
<ALLOWANCE> 3,439,254
<TOTAL-ASSETS> 282,764,759
<DEPOSITS> 254,821,082
<SHORT-TERM> 1,688,359
<LIABILITIES-OTHER> 1,229,207
<LONG-TERM> 0
0
0
<COMMON> 14,250,750
<OTHER-SE> 10,775,361
<TOTAL-LIABILITIES-AND-EQUITY> 282,764,759
<INTEREST-LOAN> 3,838,669
<INTEREST-INVEST> 1,259,664
<INTEREST-OTHER> 114,947
<INTEREST-TOTAL> 5,213,280
<INTEREST-DEPOSIT> 2,314,124
<INTEREST-EXPENSE> 2,333,988
<INTEREST-INCOME-NET> 2,879,282
<LOAN-LOSSES> 146,800
<SECURITIES-GAINS> 14,733
<EXPENSE-OTHER> 2,006,563
<INCOME-PRETAX> 1,284,847
<INCOME-PRE-EXTRAORDINARY> 1,284,847
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 904,043
<EPS-PRIMARY> .30
<EPS-DILUTED> .30
<YIELD-ACTUAL> 4.31
<LOANS-NON> 442,119
<LOANS-PAST> 558,353
<LOANS-TROUBLED> 316,139
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 3,369,840
<CHARGE-OFFS> 105,484
<RECOVERIES> 28,098
<ALLOWANCE-CLOSE> 3,439,254
<ALLOWANCE-DOMESTIC> 3,439,254
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
