<PAGE>
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FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
[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
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______ to _______
Commission file number 0-25956
FIRST PLACE FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
New Mexico 85-0317365
(State or other jurisdiction of (I.R.S) Employer
incorporation or organization) Identification No.
100 East Broadway
Farmington, New Mexico 87401
(Address, including ZIP Code, or registrant's executive offices)
(505) 326-9000
(Registrant's telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months, 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 practicable date.
OUTSTANDING AT
CLASS OCTOBER 23, 1996
- --------------------------- -----------------
Common shares, no par value 2,110,511
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FIRST PLACE FINANCIAL CORPORATION
FORM 10Q
INDEX
PAGE
PART I. FINANCIAL INFORMATION NUMBER
- ------ ---------------------- ------
Item 1. Financial Statements (Unaudited)
Consolidated Statements of Financial
Condition -- September 30, 1996 and December 31, 1995 3
Consolidated Statements of Income -- Three months and
Nine months ended September 30, 1996 and 1995 4
Consolidated Statement of Cash Flows -- Nine months
ended September 30, 1996 and 1995 5
Notes to the Consolidated Financial Statements
September 30, 1996 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 9
PART II. OTHER INFORMATION
Item 5. Other Information 15
Item 6. Exhibits and Reports on Form 8-K 15
SIGNATURES 16
(2)
<PAGE>
PART I. FINANCIAL INFORMATION
FIRST PLACE FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(dollars in thousands)
September 30, December 31,
1996 1995
(unaudited)
------------- ------------
ASSETS
Cash and due from banks $ 46,213 $ 35,662
Interest bearing deposits in banks 6,319 10,887
Federal funds sold 0 2,725
-------- --------
Cash and cash equivalents 52,532 49,274
Investment securities:
Available for sale (at market value) 223,418 218,250
Loans, net (Note B) 450,120 396,092
Bank premises and equipment, net 15,382 11,079
Other real estate owned 3,528 564
Other assets 18,517 15,536
-------- --------
$763,497 $690,795
-------- --------
-------- --------
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Noninterest-bearing demand $100,659 $107,455
Interest-bearing demand 80,602 63,488
Savings 112,255 101,876
Time certificates, $100,000 and over 166,373 150,625
Other time certificates 117,131 105,603
-------- --------
Total deposits 577,020 529,047
Securities sold under agreements to
repurchase 56,007 51,929
Federal funds purchased 14,745 4,365
Long term and other notes payable 44,152 38,642
Other liabilities 9,268 9,056
-------- --------
Total liabilities 701,192 633,039
Stockholders' equity:
Common stock, no par value:
Authorized shares - 5,000,000
Issued shares - 2,122,209 at 09/30/96
and 2,104,707 at 12/31/95 13,729 13,609
Additional paid-in-capital 118 62
Net unrealized holding gain (loss on
securities available for sale 227 922
Retained earnings 48,720 43,689
-------- --------
62,794 58,282
Treasury stock, at cost-11,698 shares at
9/30/96 and 13,371 shares at 12/31/95 (489) (526)
-------- --------
Total stockholders' equity 62,305 57,756
-------- --------
$763,497 $690,795
-------- --------
-------- --------
See notes to consolidated financial statements
(3)
<PAGE>
FIRST PLACE FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share)
(unaudited)
<TABLE>
Three Months Ended Nine Months Ended
September 30 September 30
------------------------ -----------------------
1996 1995 1996 1995
---------- --------- --------- ---------
<S> <C> <C> <C> <C>
Interest income:
Loans, including fees $10,993 $ 9,252 $31,716 $26,144
Investment securities:
Taxable 2,553 2,430 7,391 7,349
Exempt from federal income taxes 646 655 2,000 2,090
Interest-bearing deposits 201 48 608 178
Federal funds sold 105 111 335 239
---------- --------- --------- ---------
14,498 12,496 42,050 36,000
Interest expense:
Time deposits of $100,000 and over 2,501 2,047 7,187 5,333
Other deposits 3,208 2,613 9,462 7,369
Short-term borrowings 964 969 2,500 3,216
Other borrowings 615 532 1,747 1,550
---------- --------- --------- ---------
Total interest expense 7,288 6,161 20,896 17,468
---------- --------- --------- ---------
Net interest income 7,210 6,335 21,154 18,532
Provision for loan losses 300 170 805 586
---------- --------- --------- ---------
Net interest income after
provision for loan losses 6,910 6,165 20,349 17,946
Other income:
Service charges on deposit
accounts 611 605 1,902 1,798
Other service charges and fees 287 294 854 741
Investment securities
gains (losses) (87) 0 (82) 0
Other operating income 249 404 1,082 1,015
---------- --------- --------- ---------
1,060 1,303 3,756 3,554
Other expense:
Salaries and employee benefits 2,592 2,251 7,584 6,543
Occupancy expenses, net 588 383 1,573 1,086
Other operating expenses 1,645 1,468 4,696 4,393
---------- --------- --------- ---------
Total other expenses 4,825 4,102 13,853 12,022
---------- --------- --------- ---------
Income before income taxes 3,145 3,366 10,252 9,478
Income taxes 1,032 1,001 3,200 2,972
---------- --------- --------- ---------
$ 2,113 $ 2,365 $ 7,052 $ 6,506
---------- --------- --------- ---------
---------- --------- --------- ---------
Net income
Net income per share $ 0.99 $ 1.14 $ 3.30 $ 3.17
---------- --------- --------- ---------
---------- --------- --------- ---------
Weighted average shares and
common share equivalents
outstanding 2,140,398 2,069,860 2,135,071 2,052,082
---------- --------- --------- ---------
---------- --------- --------- ---------
</TABLE>
See notes to consolidated financial statements
(4)
<PAGE>
FIRST PLACE FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For Nine Months Ended September 30, 1996 and 1995
(in thousands)
(unaudited)
<TABLE>
1996 1995
-------- --------
<S> <C> <C>
Cash flows from operating activities
Net Income $ 7,052 $ 6,506
Adjustments to reconcile net income to cash
provided by operations:
Amortization (129) (290)
Depreciation 832 700
Provision for loan losses 805 586
Increase in other assets (4,079) (130)
Increase in other liabilities 1,059 1,965
Gain on sale of property, plant and
equipment (12) (102)
Gain on the sale of other real estate (264) (100)
Loss on sale of AFS securities 82 0
Net change in trading securities 0 861
Provision for deferred income taxes (157) 253
-------- --------
Net cash provided by operating activities 5,189 10,249
Cash flows from investing activities:
Proceeds from sale of AFS securities 10,464 1,327
Proceeds from maturities of AFS securities 50,935 51,485
Purchases of AFS securities (67,499) (30,438)
Proceeds from maturities of HTM securities 0 7,266
Purchases of HTM securities 0 (3,828)
Net change in loans (56,930) (44,323)
Proceeds on sale of property and equipment 107 303
Proceeds from sale of other real estate 420 126
Acquistion of other real estate owned (1,023) 0
Acquisition of subsidiary 0 2,989
Purchase of property and equipment (5,231) (2,245)
-------- --------
Net cash used by investing activities (68,757) (17,338)
Cash flows from financing activities:
Net change in deposit accounts 20,696 (5,862)
Net change in certificates of deposit 27,276 35,961
Net change in securities sold under agreements
to repurchase 4,078 (29,903)
Net change in federal funds purchased 10,380 0
Net change in interest bearing demand notes 5,510 (2,806)
Cash dividends paid (1,327) (2,051)
Acquisition of treasury stock (346) (577)
Proceeds from sales of treasury stock 383 199
Proceeds from issuance of common stock 176 (88)
-------- --------
Net cash provided (used by) financing activities 66,826 (5,127)
-------- --------
Net increase (decrease) in cash and cash
equivalents 3,258 (12,216)
Cash and cash equivalents at beginning of period 49,274 44,820
-------- --------
Cash and cash equivalents at end of period $ 52,532 $ 32,604
-------- --------
-------- --------
</TABLE>
See notes to consolidated financial statements
(5)
<PAGE>
FIRST PLACE FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS - CONTINUED
For the Nine Months Ended September 30, 1996 and 1995
(in thousands)
(unaudited)
1996 1995
------ ------
Supplemental Disclosure of Cash Flow
Information:
Cash paid during period for:
Interest 20,441 17,470
Taxes 3,385 2,980
Non-cash assets acquired through foreclosure 1,023 53
Non-cash assets acquired through exchange N/A 1,073
See notes to consolidated financial statements
(6)
<PAGE>
FIRST PLACE FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note A - Basis of Presentation
The accompanying unaudited consolidated financial statements have
been prepared in accordance with generally accepted accounting
principles for interim financial information and with the instructions
to Form 10Q and Article 10 of Regulation S-X. Accordingly, they do
not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements.
Certain items have been reclassified in the September 30, 1995
statements to be comparative with the September 30, 1996 presentation.
The number of shares used in computing earnings and dividends per
share give retroactive effect to the 3-for-1 stock split for all
periods presented. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a
fair presentation have been included. Operating results for the nine
months ended September 30, 1996 are not necessarily indicative of the
results that may be expected for the year ending December 31, 1996.
Note B - Loans
A summary of loans at September 30, 1996 and December 31, 1995
follows (amounts in thousands):
September December
1996 1995
---- ----
Commercial, financial and agriculture $113,442 $ 91,232
Real estate mortgage 244,284 218,694
Real estate construction 23,279 29,818
Consumer installment 73,534 65,235
Lease financing 287 490
Other 5,072 362
-------- --------
459,897 405,831
Less deferred loan fees, premiums and discounts 916 1,151
-------- --------
458,981 404,680
8,861 8,588
-------- --------
Less allowance for loan losses
$450,120 $396,092
-------- --------
-------- --------
(7)
<PAGE>
Note C - Loans to Directors, Officers & Associated Companies
September December
1996 1995
---- ----
Beginning Balance $10,273 $ 9,006
Advances/New Loans 13,961 15,411
Payments (8,261) (14,144)
------- -------
Ending balance $15,973 $10,273
------- -------
------- -------
Note D - Changes in Allowance for Loan and Lease Losses
September December
1996 1995
---- ----
Beginning Balance $ 8,588 $ 7,586
Acquired in merger with Western Bank 0 302
Recoveries 741 715
Less charge-offs 1,273 852
Provision for loan and lease losses 805 837
------- -------
$ 8,861 $ 8,588
------- -------
------- -------
(8)
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
(A) RESULTS OF OPERATIONS
Net income for the quarter ended September 30, 1996 was $2,113,000, a
decrease of $252,000, or 10.6%, compared to the $2,365,000 recorded for the
third quarter of 1995. Total loans increased by $23,195,000 during the third
quarter which resulted in an increase in interest income of $1,741,000, or
18.8%, compared to last year. Total interest income was up $2,002,000 over
the third quarter of 1995. However, the increase in interest income was
off-set by higher funding costs as well as a higher provision for loan
losses, reductions in other income and an increase in other expenses. The
loan loss provision was increased as a result of an increase in charge-offs
in the Company's consumer loan portfolio.
Net income for the nine months ended September 30, 1996 was $7,052,000,
and increase of $546,000, or 8.4% over the $6,506,000 recorded in 1995. The
acquisition of Western Bank, Gallup accounted for $89,000 of the increase.
The continued expansion of the Company's loan portfolio resulted in an
increase in net interest income of $2,622,000, or 14.1%, compared to the same
period last year and was the primary factor contributing to improved earnings.
Interest income for the quarter ending September 30, 1996 was
$14,498,000, an increase of $2,002,000, or 16.0%, compared to the $12,496,000
recorded for the same period last year. The acquisition of Western Bank,
Gallup resulted in $703,000 of the increase. Growth of the loan portfolio
accounted for $1,173,000 of the increase while interest on taxable investments
and interest earned on balances maintained at the Federal Home Loan Bank
increased $18,000 and $153,000, respectively. Interest earned on tax exempt
securities and federal funds sold decreased during the third quarter of 1996
by $8,000 and $37,000, respectively.
Interest income for the nine month period ending September 30, 1996 was
$42,050,000, an increase of $6,050,000, or 16.8%, compared to the $36,000,000
recorded for the same period last year. The acquisition of Western Bank,
Gallup accounted for $1,961,000 of the increase. Total loans outstanding,
net of Western Bank, Gallup, as of September 30, 1996, increased $49,957,000
over September 30, 1995. This increase resulted in an increase in interest
on loans of $4,004,000. Interest on deposits held at the Federal Home Loan
Bank increased $430,000, while interest on taxable securities, interest on
tax-exempt securities and interest on federal funds sold decreased by
$222,000, $90,000 and $33,000, respectively.
Interest expense for the quarter ended September 30, 1996 was $7,288,000,
an increase of $1,127,000, or 18.3%, compared to the $6,161,000 recorded as
of September 30, 1995. The
(9)
<PAGE>
acquisition of Western Bank, Gallup accounted for $286,000 of the increase.
Increases in the average balance outstanding of time deposits of $100,000 and
over and other interest bearing deposits resulted in an increase in interest
expense of $322,000 and $439,000, respectively. One factor contributing to
the increase in interest expense in other interest bearing deposits was the
introduction of a new checking account by the Company's largest affiliate,
First National Bank of Farmington, which pays interest on all balances
maintained in consumer checking accounts. Interest on other borrowings which
consist primarily of advances from the Federal Home Loan Bank, increased
$83,000 while interest on short-term borrowings, which includes interest on
repurchase agreements and federal funds purchased, declined by $5,000.
Interest expense for the nine months ended September 30, 1996 was
$20,896,000, an increase of $3,428,000, or 19.6%, compared to the $17,468,000
recorded for the same period last year. The acquisition of Western Bank,
Gallup accounted for $817,000 of the increase. Increases in the average
balances of time certificates $100,000 and over and other interest bearing
deposits, net of Western Bank, Gallup, resulted in increases in interest
expense of $1,479,000 and $1,651,000, respectively. Declines in the average
balances outstanding of repurchase agreements and federal funds purchased in
1996 resulted in a decrease in interest paid on short-term borrowings of
$716,000. An increase in the average balance of advances from the Federal
Home Loan Bank to match fund the Company's 15 year fixed-rate mortgages
resulted in an increase in interest paid on other borrowings of $197,000.
Other income for the three months ended September 30, 1996 was
$1,060,000, a decrease of $243,000, or 18.6%, compared to the $1,303,000
recorded last year. The acquisition of Western Bank, Gallup resulted in an
increase in other income of $66,000. Service charges on deposit accounts
declined $49,000. This decline was primarily the result of the introduction
of a new checking account at First National Bank of Farmington, which
requires a lower minimum balance to avoid service charges than did the
account it replaced, as well as a reduction in analysis service charges paid
by commercial customers of the banks. Other service charges and fees were
down $10,000 and losses on the sale of securities contributed $87,000 to the
decrease in other income. Other operating income declined $163,000 primarily
as the result of reductions in insurance commissions, rental income on
operating leases, other income, gains on the sale of assets, late charge
income on loans and miscellaneous income in the amount of $21,000, $19,000,
$12,000, $84,000, $17,000 and $9,000, respectively.
Other income for the nine months ended September 30, 1996 was
$3,756,000, an increase of $202,000, or 5.7%, compared to the $3,554,000
recorded for the same period last year. The acquisition of Western Bank,
Gallup resulted in an increase in other income of $205,000. Service charges
on deposit accounts declined $63,000 primarily as the result of reductions in
(10)
<PAGE>
analysis service charges paid by commercial customers as well as reductions
in checking account service charges from consumer accounts. The decline in
service charges on consumer accounts can be attributed to a decline in the
number of low balance accounts which generally incurred monthly service
charges as well as the introduction of a new "All-In-One" checking account at
First National Bank of Farmington which requires a lower minimum balance to
avoid service charges. Other service charges and fees increased by $102,000
primarily as the result of increases in ATM fees and credit card fees. The
Company incurred losses of $82,000 on the sale of investment securities while
other operating income increased by $40,000 primarily as a result of gains on
the sale of other real estate owned.
Other expenses for the three months ended September 30, 1996 were
$4,825,000, an increase of $723,000, or 17.6%, compared to the $4,102,000
recorded as of September 30, 1995. The acquisition of Western Bank, Gallup,
accounted for $388,000 of the increase. Salaries and related employee benefit
costs increased $177,000, or 7.3%, as a result of normal salary increases and
associated payroll taxes as well as increases in other employee benefits.
Occupancy expenses increased by $140,000, or 38.3%. The recently completed
main office building for Burns National Bank and the new branch facility for
First National Bank of Farmington resulted in an increase in depreciation
expense of $75,000. Repairs and maintenance on buildings and equipment
increased $43,000, while insurance and utilities increased $27,000. Other
operating expenses increased marginally during the third quarter by $18,000.
Other expenses for the nine months ended September 30, 1996 were
$13,853,000, an increase of $1,831,000, or 15.2%, compared to the $12,022,000
recorded for the same period last year. The acquisition of Western Bank,
Gallup accounted for $1,144,000 of the increase. Salaries and related
employee benefit costs increased $540,000, or 8.4%, primarily as the result
of normal salary increases, an increase in the overtime expense and increases
in other employee benefits including group health insurance. The number of
full-time equivalent employees remained constant from last year. Occupancy
expenses increased $305,000 as a result of the completion of two new bank
buildings and the depreciation and on-going operating expenses of the two
projects. Other operating expenses declined by $158,000 primarily as a result
of decreases in FDIC insurance premiums and other expenses.
(11)
<PAGE>
(B) BALANCE SHEET ANALYSIS
Total assets as of September 30, 1996, were $763,497,000 compared to
$690,795,000 at December 31, 1995, an increase of $72,702,000, or 10.5%.
Total loans at September 30, 1996 were $458,981,000, an increase of
$54,301,000, or 13.4% compared to total loans of $404,680,000 at December 31,
1995. Loan growth continues to be the major factor contributing to overall
asset growth, however, it is anticipated that at year-end 1996 the growth
rate in loans will be less than the 17.5% internal rate of growth experienced
in 1995. The largest growth in loans occurred in real estate mortgage loans
which increased $25,590,000, or 11.7%. Commercial, financial and
agricultural loans increased by $22,210,000, or 24.3%, while consumer
installment loans increased $8,299,000, or 12.7%. Real estate construction
loans declined by $6,539,000, or 21.9%, while lease financings declined from
$490,000 to $287,000.
Cash and due from banks as of September 30, 1996 was $46,213,000, an
increase of $10,552,000, or 29.6%, compared to December 31, 1995. Due from
bank balances increased $4,650,000 primarily as the result of increased
volume of correspondent bank cash letters.
Interest bearing deposits in banks, which consists of balances
maintained at the Federal Home Loan Bank for short-term investment purposes,
decreased $4,568,000 compared to last year. Additionally, there were no
federal funds sold as of September 30, 1996 compared to a balance outstanding
at December 31, 1995 of $2,725,000.
Investment securities available for sale were $223,418,000 as of
September 30, 1996, an increase of $5,168,000 compared to the $218,250,000
recorded as of December 31, 1995. Substantially all of the increase was the
result of increased purchases of U.S. Treasury securities.
Bank premises and equipment as of September 30, 1996, was $15,382,000,
an increase of $4,303,000, or 38.8%, compared to the $11,079,000 as of
December 31, 1995. The increase was attributable to the completion of the
new main office building for Burns National Bank of Durango, which was
completed in May 1996. The Company has developed plans to enhance and
improve its technology systems through the acquisition of software and
hardware which will improve operating efficiencies and provide better
customer service. It is anticipated that the new systems will be in place by
July 1997. The estimated cost of the new technology is approximately $2.5
million.
Other real estate owned as of September 30, 1996 was $3,528,000 compared
to $564,000 at December 31, 1995. The increase was attributable to the
foreclosure on a large real estate project in late May and the associated
costs incurred to complete the construction of the project. In October 1996,
four of the twenty-two units in the project were sold and there are
(12)
<PAGE>
currently contracts on five additional units which should close in November.
It is anticipated that the property will be completely disposed of by early
1997. The Company anticipates full recovery of principal, interest, and
expenses associated with the project.
Other assets as of September 30, 1996 were $18,517,000, an increase of
$2,981,000, or 19.2%, compared to the balance of $15,536,000 at December 31,
1995. The increase was a result of an increase in the Company's
non-qualified Executive Supplemental Income insurance asset account, an
increase in the deferred tax asset account and the purchase of tax benefits
in an affordable housing project in Farmington, New Mexico.
Total deposits as of September 30, 1996 were $577,020,000, an increase
of $47,973,000, or 9.1%, compared to the $529,047,000 as of December 31,
1995. Interest bearing demand deposits increased $17,114,000 primarily as
the result of the introduction of a new "All-In-One" checking account at the
First National Bank of Farmington. The new account pays interest on all
balances maintained in the account. This account replaced the bank's regular
noninterest bearing accounts and therefore, necessitated the transfer of
noninterest bearing deposits to interest bearing deposits at the time of
conversion. The reduction of noninterest bearing deposits as of September
30, 1996 is the result of this transfer. Savings accounts increased
$10,379,000 while time certificates $100,000 and over increased $15,748,000.
Other time deposits increased $11,528,000 primarily as the result of
increased sales of the Company's two-year prime rate certificate of deposit.
To help increase its deposit base, the Company's affiliate, Burns National
Bank, expects to open a supermarket branch in Durango, Colorado in November
1996.
Securities sold under agreements to repurchase as of September 30, 1996
were $56,007,000, an increase of $4,078,000, or 7.9%, compared to the
$51,929,000 at December 31, 1995.
Federal funds purchased were $14,745,000 as of September 30, 1996
compared to $4,365,000 at December 31, 1995. Average federal funds purchased
as of September 30, 1996 were $12,907,000, a decrease of $3,058,000 compared
to average funds purchased as of December 31, 1995. Long term and other
notes payable, which consists of advances from the Federal Home Loan Bank, to
match fund the Company's 15-year mortgages increased $5,510,000 to
$44,152,000 compared to the $38,642,000 recorded as of December 31, 1995.
Other liabilities as of September 30, 1996 were $9,268,000 compared to
$9,056,000 as of December 31, 1995. The increase was attributable to an
increase in accrued interest payable and accrued expenses payable and a
reduction of $693,000 in dividends payable.
CAPITAL RESOURCES AND LIQUIDITY
LIQUIDITY
Liquidity to meet the Company's growing loan demand, to fund its
building projects, to accommodate deposit withdrawals, as well as other
funding needs, was provided from three sources. Total cash provided from
operating activities was $9,830,000
(13)
<PAGE>
compared to $10,871,000 for the same period in 1995. Cash proceeds from
investing activities which includes proceeds from the sale and maturities of
available-for-sale securities and sale of property, equipment and other real
estate owned were $61,926,000 as of September 30, 1996 compared to
$63,496,000 for the same period last year. Total cash provided from
financing activities, which consists of increases in deposit accounts,
repurchase agreements, federal funds purchased, interest bearing demand notes
and proceeds from the sale of treasury stock and the issuance of common
stock, was $68,499,000 as of September 30, 1996, compared to $36,160,000 for
the same period in 1995. Additional liquidity was provided by federal fund
lines of credit the Company established with its upstream correspondents. As
of September 30, 1996, these lines totalled $38,000,000. The Company also
routinely enhances its liquidity through purchases of excess funds from
downstream correspondent banks. While the above mentioned sources of
liquidity are expected to provide significant amounts of funds in the future,
their mix, as well as the possible use of other sources of funds, will depend
upon future economic and market conditions.
CAPITAL
First Place Financial Corporation and its subsidiary banks are required
by the Federal Reserve Board, the Office of the Comptroller of the Currency
and the Federal Deposit Insurance Corporation to adhere to minimum capital
requirements. The minimum regulatory requirements for risk-based capital and
Tier 1 capital ratios are 8.0% and 4.0%, respectively. As of September 30,
1996, the Company had a risk-based capital ratio of 11.2% and a Tier 1 ratio
of 10.1%. Additionally, the Company is required to maintain a Tier 1
leverage ratio of 3.0%. As of September 30, 1996, the Company's Tier 1
leverage ratio was 8.1%.
On September 18, 1996, the Company's Board of Directors declared a
dividend of $675,417, or $.32 per share payable October 1, 1996.
Management believes that capital is adequate to support anticipated
growth, meet cash dividend requirements of the Company and meet the future
risk-based and regulatory capital requirements of the Company and its
subsidiary banks.
(14)
<PAGE>
PART II. OTHER INFORMATION
Item 5. Other Information
Effective September, 1996, the Company's common stock is quoted on the
NASDAQ Bulletin Board under the symbol (FPLF). The NASDAQ Bulletin Board is
only a quotation service and is not a part of the NASDAQ Over-the-Counter
market. Shareholders can obtain quotes on First Place Financial stock by
contacting a stockbroker.
Item 6. Exhibits and Reports on Form 8-K
a. No exhibits are included herein.
b. On July 31, 1996, the Company filed a form 8-K
disclosing the second quarter operating results.
(15)
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
FIRST PLACE FINANCIAL CORPORATION
------------------------------------
(Registrant)
Date: October 25, 1996 /s/ James D. Rose
------------------------------------
James D. Rose
President and Chief Operating Officer
(16)
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<MULTIPLIER> 1,000
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