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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): MAY 12, 1998
AUBURN NATIONAL BANCORPORATION, INC.
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
DELAWARE 0-26486 63-0885779
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(STATE OR OTHER (COMMISSION (IRS EMPLOYER
JURISDICTION OF FILE NUMBER) IDENTIFICATION NO.)
INCORPORATION)
100 NORTH GAY STREET, P.O. DRAWER 3110, AUBURN, ALABAMA 36831-3110
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(ADDRESSES OF PRINCIPAL EXECUTIVE OFFICES, INCLUDING ZIP CODE)
(334) 821-9200
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(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
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ITEM 5. OTHER EVENTS.
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On May 12, 1998, Board of Directors of Auburn National Bancorporation, Inc.
approved a Certificate of Amendment of Certificate of Incorporation. The
amendment is attached to the end of this report.
On July 14, 1998, Auburn National Bancorporation, Inc announces second
quarter earnings. A copy of the press release is attached to the end of this
report.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION, AND EXHIBITS.
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(c) Exhibits
The following exhibits are filed herewith:
Exhibit No. Description
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99.1 Certificate of Amendment of Certificate of
Incorporation dated May 12, 1998
99.2 Press Release dated July 14, 1998
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SIGNATURE
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 hereunto duly authorized.
AUBURN NATIONAL BANCORPORATION, INC.
(Registrant)
/s/ Linda D. Fucci
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Linda D. Fucci
Chief Financial Officer
Date: July 22, 1998
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INDEX TO EXHIBITS
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Exhibit
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99.1 Certificate of Amendment of Certificate of Incorporation dated
May 12, 1998
99.2 Press Release dated July 14, 1998
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EXHIBIT 99.1
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STATE OF DELAWARE
CERTIFICATE OF AMENDMENT
OF CERTIFICATE OF INCORPORATION
a corporation organized and existing under and by virtue of the General
Corporation Law of the State of Delaware
DOES HEREBY CERTIFY:
FIRST: That a meeting of the Board of Directors of Auburn National
Bancorporation, Inc. resolutions were duly adopted setting forth a proposed
amendment of the Certificate of Incorporation of said corporation, declaring
said amendment to be advisable and calling a meeting of the stockholders of said
corporation for consideration thereof. The resolution setting forth the proposed
amendment is as follows:
RESOLVED, that the Certificate of Incorporation of this
corporation be amended by changing the Article thereof numbered "4.01" so that,
as amended, said Article shall be and read as follows:
The total number of shares of all classes of capital stock ("Shares") which the
Corporation shall have the authority to issue is 8,700,000 consisting of the
following classes:
(1) 8,500,000 Shares of common stock, $.01 par value per share ("Common
Stock"); and
(2) 200,000 Shares of preferred stock, $.01 par value per share
("Preferred Stock");
SECOND: That thereafter, pursuant to resolution of its Board of Directors, a
special meeting of the stockholders of said corporation was dully called and
help upon notice in accordance with Section 222 of the General Corporation Law
of the State of Delaware at which meeting the necessary number of shares as
required by statute were voted in favor of the amendment.
THIRD: That said amendment was duly adopted in accordance with the provisions
of Section 242 of the General Corporation Law of the State of Delaware.
FOURTH: That the capital of said corporation shall not be reduced under or by
reason of said amendment.
IN WITNESS WHEREOF, said Board of Directors of Auburn National Bancorporation,
Inc. has caused this certificate to be signed by Linda D. Fucci, an Authorized
Officer, this 12 day of May 1998.
By: /s/ Linda D. Fucci
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Name: Linda D. Fucci
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Title: SVP and CFO
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EXHIBIT 99.2
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AUBURN NATIONAL BANCORPORATION, INC.
ANNOUNCES SECOND QUARTER EARNINGS
AUBURN, Alabama, July 14, 1998 -- Auburn National Bancorporation, Inc. reported
unaudited year-to-date net income of $1,506,825, or $.38 per share. This
represents a 3.55% increase over same period last year net income of $1,455,213,
or $.37 per share. Average shares outstanding are 3,924,573 for 1998 and
3,911,985 for same period last year, restated to reflect the effect of the 200%
stock dividend paid on June 25, 1998. Provision for possible loan losses is
reported at $2,580,777, or 1.27% of total loans outstanding less unearned
income.
Return on average assets for the six months ended June 30, 1998 is 1.11% and
return on average equity is 10.83% on an annualized basis.
These results reflect an additional provision for possible loan losses of
$300,000 in June to reflect significant growth in the loan portfolio and the
recent identification of potential problem loans to a commercial customer. E.L.
Spencer, Jr., Chairman, stated, "We have recognized these potential problem
loans and feel that such a provision is prudent at this time although additional
provisions may be required in the future."
Also, in connection with its continuing efforts to identify and resolve
potential year 2000 technological problems, the Company recently has identified
potential expenditures of approximately $200,000 in preparation for the year
2000, and is continuing to evaluate, test and correct as identified, potential
year 2000 problems. Except where appropriately capitalized, the costs of such
efforts, not all of which may have been identified at this time, will be
recognized as incurred during 1998 and 1999.
For the second quarter, unaudited net income totaled $653,282, or $.17 per
share, as compared to $812,196, or $.21 per share for the same period last year.
Auburn National Bancorporation, Inc. is the parent company of AuburnBank with
total assets of $292,996,831. The common stock of the company trades on the
Nasdaq SmallCap market under the symbol AUBN.
