<PAGE>
FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
[x] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the quarterly period ended JUNE 30, 1995
----------------------
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT
For the transition period from _______________ to _________________________
Commission File Number 0-14272
Americorp, Inc.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Georgia 58-1529300
--------------------------------- -----------------------
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) identification number)
7393 Hodgson Memorial Drive, Savannah, Georgia 31406
----------------------------------------------------
(Address of principal executive offices)
(912) 921-7100
------------------------------------------------
(Issuer's telephone number, including area code)
--------------------------------------------------------------
(Former name, former address, and former fiscal year, if changed
since last report)
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS
Check whether the issuer filed all documents and reports required to be filed
by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by court. Yes _____ No ______
APPLICABLE ONLY TO CORPORATE ISSUERS
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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
---
State the number of shares outstanding of each of the issuer's classes of
common equity as of June 30, 1995: 5,473,889 shares of Common Stock, $.01 par
value per share.
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AMERICORP, INC.
INDEX
<TABLE>
<CAPTION>
Page No.
<S> <S> <C>
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets
June 30, 1995, December 31, 1994
and June 30, 1994 3-4
Consolidated Statements of Income
for the Six Months and Quarters Ended
June 30, 1995 and 1994 5-6
Consolidated Statements of Cash Flows
for the Six Months and Quarters Ended
June 30, 1995 and 1994 7-8
Notes to Consolidated Financial Statements 9-12
Item 2. Management's Discussion and Analysis
13-18
PART II OTHER INFORMATION 19
Item 1. Legal Proceedings
Item 2. Changes in Securities
Item 3. Defaults Upon Senior Securities
Item 4. Submission of Matters to a Vote of Security Holders
Item 5. Other Information
Item 6. Exhibits and Reports on Form 8-K
</TABLE>
2
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<PAGE>
<TABLE>
AMERICORP, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
JUNE 30, 1995 AND DECEMBER 31, 1994
<CAPTION>
ASSETS
JUNE 30, DECEMBER 31,
1995 1994
------- ------------
<S> <C> <C>
Cash and due from banks $ 2,563,006 $ 7,522,907
Federal funds sold 49,779 --
Investment securities:
Available for sale (at market value) 13,542,705 11,575,876
Held to maturity -- --
-------------- --------------
13,542,705 11,575,876
-------------- --------------
Loans: 43,751,407 40,180,457
Less: Allowance for loan losses (673,734) (667,903)
-------------- -------------
Net loans 43,077,673 39,512,554
-------------- -------------
Premises and equipment 2,669,973 2,370,675
Accrued interest receivable 542,276 418,980
Other assets 2,550,584 2,897,673
-------------- -------------
$ 64,995,996 $ 64,298,665
=============== ===============
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
Demand $ 8,202,698 $ 7,656,372
NOW and money market 17,431,723 21,486,848
Savings 446,378 518,168
Time 30,370,690 27,812,401
---------------- ---------------
Total deposits 56,451,489 57,473,789
---------------- ---------------
Accounts payable and other liabilities 609,094 401,557
Accrued preferred stock dividend 75,991 72,837
Borrowed money 542,808 --
---------------- ---------------
Total liabilities 57,679,382 57,948,183
---------------- ---------------
Shareholders' equity:
Preferred stock 3,787,542 3,641,900
Common stock 54,739 54,739
Surplus 8,864,333 8,864,333
Accumulated deficit (5,390,000) (6,210,490)
---------------- ---------------
Total shareholders' equity 7,316,614 6,350,482
---------------- ---------------
$ 64,995,996 $ 64,298,665
================ ===============
</TABLE>
See notes to Consolidated Financial Statements.
3
<PAGE>
<PAGE>
<TABLE>
AMERICORP, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
JUNE 30, 1995 AND JUNE 30, 1994
<CAPTION>
ASSETS
JUNE 30, JUNE 30,
1995 1994
------- ----------
<S> <C> <C>
Cash and due from banks $ 2,563,006 $ 1,961,830
Federal funds sold 49,779 1,321,825
Investment securities:
Available for sale (at market value) 13,542,705 8,834,879
Held to maturity -- 1,988,690
-------------- ---------------
13,542,705 10,823,569
-------------- ---------------
Loans: 43,751,407 39,038,522
Less: Allowance for loan losses (673,734) (644,072)
-------------- ---------------
Net loans 43,077,673 38,394,450
-------------- ---------------
Premises and equipment 2,669,973 2,451,179
Accrued interest receivable 542,276 291,107
Other assets 2,550,584 1,165,715
-------------- ---------------
$ 64,995,996 $ 56,409,675
=============== ===============
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
Demand $ 8,202,698 $ 6,303,202
NOW and money market 17,431,723 21,925,578
Savings 446,378 542,617
Time 30,370,690 22,632,193
--------------- ---------------
Total deposits 56,451,489 51,403,590
--------------- ---------------
Accounts payable and other liabilities 609,094 245,686
Accrued preferred stock dividend 75,991 70,009
Borrowed money 542,808 --
--------------- ---------------
Total liabilities 57,679,382 51,719,285
--------------- ---------------
Shareholders' equity:
Preferred stock 3,787,542 3,500,450
Common stock 54,739 54,739
Surplus 8,864,333 8,864,333
Accumulated deficit (5,390,000) (7,729,132)
-------------- --------------
Total shareholders' equity 7,316,614 4,690,390
-------------- --------------
$ 64,995,996 $ 56,409,675
=============== ===============
</TABLE>
See notes to Consolidated Financial Statements.
4
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
AMERICORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE SIX MONTHS ENDED JUNE 30, 1995 AND 1994
SIX MONTHS SIX MONTHS
ENDED ENDED
JUNE 30, 1995 JUNE 30, 1994
<S> <C> <C>
Interest and fees on loans $ 2,191,921 $ 1,681,854
Interest on investment securities 73,172 211,141
Interest on federal funds sold 509,254 34,290
------------ ------------
Total interest income 2,774,347 1,927,285
------------ ------------
Interest expense:
Interest on NOW and money market accounts 330,991 357,466
Interest on savings and time deposits 876,947 471,015
Other borrowings (3,721) --
------------ ------------
Total interest expense 1,204,217 828,481
------------ ------------
Net interest income 1,570,130 1,098,804
------------ ------------
Provision for loan losses 30,000 (11,000)
------------ ------------
Net interest income after provision for
loan losses 1,540,130 1,109,804
------------ ------------
Other income:
Service charge on deposit accounts 111,865 122,473
Gain on sale of SBA loans -- 49,177
Other 188,538 181,444
------------ ------------
Total other income 300,403 353,094
----------- ------------
Other expenses:
Salaries and employee benefits 580,179 476,435
Occupancy 78,810 113,701
Equipment 101,294 91,336
Other operating expenses 454,342 431,917
----------- ------------
Total other expenses 1,214,625 1,113,389
----------- ------------
Earnings before income taxes 625,908 349,509
Income tax benefit -- 200,000
----------- ------------
Net income 625,908 549,509
Preferred dividend requirements 148,828 138,645
----------- -----------
Net income (loss) after preferred stock
requirements $ 477,080 $ 410,864
=========== ============
</TABLE>
See notes to consolidated financial statements.
5
<PAGE>
<PAGE>
<TABLE>
AMERICORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED JUNE 30, 1995 AND 1994
<CAPTION>
THREE MONTHS THREE MONTHS
ENDED ENDED
JUNE 30, 1995 JUNE 30, 1994
------------- -------------
<S> <C> <C>
Interest and fees on loans $ 1,100,653 $ 813,759
Interest on investment securities 21,550 119,967
Interest on federal funds sold 255,979 11,868
------------- ----------
Total interest income 1,378,182 945,594
------------- -----------
Interest expense:
Interest on NOW and money market accounts 164,436 177,002
Interest on savings and time deposits 454,387 244,486
Other borrowings (4,372) --
------------- ----------
Total interest expense 614,451 421,488
------------- ----------
Net interest income 763,731 524,106
Provision for loan losses 15,000 15,000
------------- -----------
Net interest income after provision
for loan losses 748,731 509,106
------------- ----------
Other income:
Service charge on deposit accounts 61,265 70,139
Gain on sale of SBA loans -- 49,177
Other 143,179 127,945
-------------- ---------
Total other income 204,444 247,261
Other expenses:
Salaries and employee benefits 309,452 243,178
Occupancy 41,412 61,781
Equipment 51,496 46,155
Other operating expenses 247,291 226,110
-------------- ---------
Total other expenses 649,651 577,224
-------------- ---------
Earnings before income taxes 303,524 179,143
Income tax benefit -- 100,000
-------------- ---------
Net income 303,524 279,143
Preferred dividend requirements 75,991 71,519
-------------- ----------
Net income (loss) after preferred
stock requirements $ 227,533 $ 207624
============== ==========
</TABLE>
See notes to consolidated finacial statements.
6
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<PAGE>
<TABLE>
AMERICORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 1995 AND 1994
<CAPTION>
SIX MONTHS SIX MONTHS
ENDED ENDED
JUNE 30, 1995 JUNE 30, 1994
-------------- --------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 625,908 $ 549,509
Adjustments to reconcile net income
to net cash provided by operating activities:
Depreciation, amortization and accretion 80,508 111,651
Provision for loan losses 30,000 (11,000)
(Gain) loss on sale of investment securities 523 545
Change in:
Other assets 46,888 (103,758)
Other liabilities 750,313 (39,124)
----------- -----------
Net cash provided by operating activities 1,534,140 507,823
----------- ----------
Cash flows from investing activities:
Proceeds from maturities of investment securities 4,000,000 163,925
Proceeds from sales of investment securities 1,944,318 2,000,469
Purchase of investment securities (7,379,343) (3,644,919)
Net change in loans (3,595,119) (2,611,682)
Purchases of premises and equipment (391,818) (28,633)
----------- ----------
Net cash used by investing activities (5,421,962) (4,120,840)
------------ ----------
Cash flows from financing activities:
Net change in deposits (1,022,300) 1,560,876
------------ ---------
Net cash provided by financing activities (1,022,300) 1,560,876
------------ ---------
Increase (decrease) in cash and cash equivalents (4,910,122) (2,052,141)
Cash and cash equivalents at beginning of period 7,522,907 5,335,796
------------ ------------
Cash and cash equivalents at end of period $ 2,612,785 $ 3,283,655
============ ============
</TABLE>
See notes to Consolidated Financial Statements.
7
<PAGE>
<PAGE>
<TABLE>
AMERICORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE THREE MONTHS ENDED JUNE 30, 1995 AND 1994
<CAPTION>
THREE MONTHS THREE MONTHS
ENDED ENDED
JUNE 30, 1995 JUNE 30, 1994
------------- -------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 376,361 $ 279,143
Adjustments to reconcile net income
to net cash provided by operating activities:
Depreciation, amortization and accretion 39,253 45,512
Provision for loan losses 15,000 15,000
Loss on sales of investment securities 523 545
Change in:
Other assets 231,305 303,893
Other liabilities 714,512 (67,783)
----------- ---------
Net cash provided by operating activities 1,376,954 576,310
----------- ---------
Cash flows from investing activities:
Proceeds from maturities of investment securities -- 65,336
Proceeds from sales of investment securities 2,058,279 2,000,469
Purchase of investment securities -- (1,675,505)
Net change in loans (1,783,204) (673,216)
Purchases of premises and equipment (357,319) (18,220)
---------- ----------
Net cash used by investing activities (82,244) (301,136)
---------- ----------
Cash flows from financing activities:
Net change in deposits 556,797 (497,915)
Net change in federal funds purchased (1,350,000) --
---------- ----------
Net cash provided by financing activities (793,203) (497,915)
---------- ----------
Increase (decrease) in cash and cash equivalents 501,507 (222,741)
Cash and cash equivalents at beginning of period 2,111,278 3,506,396
---------- ----------
Cash and cash equivalents at end of period $ 2,612,785 $3,283,655
=========== ==========
</TABLE>
See notes to Consolidated Financial Statements.
8
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<PAGE>
AMERICORP, INC.
NOTES TO CONSOLIDATED FINANACIAL STATEMENTS
The financial statements included herein have been prepared by Americorp, Inc.
(the "Company"), without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations, although the Company believes that the
disclosures contained herein are adequate to make the information presented
not misleading. In the opinion of management, the information furnished in
the condensed consolidated financial statements reflects all adjustments which
are ordinary in nature and necessary to present fairly the Company's financial
position, results of operations and changes in financial position for such
interim period. These financial statements should be read in conjunction
with the Company's financial statements and the notes thereto as of December 31,
1994, included in the Company's annual report on Form 10-KSB for the year
ended December 31, 1994.
Americorp, Inc. is a one-bank holding company whose business is primarily
conducted by its wholly-owned subsidiary, Ameribank, National Association (the
"Bank"). The accounting principles followed by Americorp, Inc. and its
subsidiary, and the methods of applying those principles conform with
generally accepted accounting principles and with general practices within the
banking industry, where applicable.
The Company's consolidated financial statements include the accounts of the
parent company and its subsidiary. All significant intercompany accounts and
transactions have been eliminated in consolidation.
9
<PAGE>
<PAGE>
AMERICORP, INC.
Investment securities are classified and accounted for according to Statement
of Financial Accounting Standards ("SFAS") No. 115, "Accounting for Certain
Investments in Debt and Equity Securities," adopted by the Company January 1,
1994.
Pursuant to SFAS 115 investments are classified and accounted for as follows:
Debt securities that the Company has the positive intent and
ability to hold to maturity are classified as held-to-maturity and
reported at amortized cost.
Debt and equity securities that are bought and held principally
for the purpose of selling them in the near term are classified as
trading securities and reported at fair value, with unrealized
gains and losses included in earnings.
Debt and equity securities not classified as either held-to-
maturity securities or trading securities are classified as
available-for-sale securities and reported at fair value, with
unrealized gains and losses excluded from earnings and reported in
a separate component of shareholders' equity.
Prior to adoption of SFAS 115 all securities were carried at cost adjusted for
amortization of premiums and accretions of discounts, as required by SFAS 12,
"Accounting for Certain Marketable Securities." For the six months ended June
30, 1995 the Company's investment policy classified all securities, except
Federal Reserve Bank Stock, as available - for - sale.
Interest income on loans is recognized in a manner that results in a level
10
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AMERICORP, INC.
yield on the principal amount outstanding.
Statement of Financial Accounting Standards ("SFAS") No. 91 "Accounting for
Non-refundable Fees and Cost Associated with Originating and Acquiring Loans
and Initial Direct Costs of Leases," issued in December, 1986, generally
requires deferral and amortization of loan fees and direct costs over the life
of the related loan.
Since January 1, 1987, the Company has been in compliance with SFAS No. 91.
This statement has not had a material impact on the
Company's results of operations.
Effective January 1, 1993, the Company adopted Statement of Financial
Accounting Standards("SFAS") No. 109 in accounting for financial income tax
expense. Previously, the Company accounted for financial income tax expense
under the provisions of SFAS 96. Upon application of SFAS 109, the future tax
consequences of the differences between the financial reporting and tax bases
of the Company's assets and liabilities resulted in a net deferred tax asset.
A valuation allowance was established for all of the net deferred tax asset as
of January 1, 1993, and accordingly, the initial adoption of SFAS 109 had no
effect on the 1993 financial statements. At December 31, 1994, after
considering the operating results for 1994 and other matters, the Company
reduced the valuation allowance in order to adjust the net deferred tax asset
to an amount which management believes will more likely than not be realized.
The valuation allowance was reduced at March 31 and June 30, 1995 by the tax
expense that would have been recorded on pretax income times the statutory
rate. Therefore, no tax was recorded for the first two quarters of 1995.
The Company's provision for loan losses is based upon management's continuing
11
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AMERICORP, INC.
review and evaluation of the loan portfolio and is intended to create an
allowance adequate to absorb losses on loans outstanding as of the end of each
reporting period. For individually significant amounts, management's review
consists of evaluations of the financial strength of the borrowers and the
related collateral. The review of groups of loans, which are individually
insignificant, is based upon the delinquency status of the group, lending
policies and previous collections experience by each category.
Premises and equipment are stated at cost less accumulated depreciation and
amortization. Depreciation is principally computed on the straight-line
method over the estimated useful lives of the assets.
Earnings per share are based upon outstanding shares of common stock of
5,473,889 for the first six months of 1995, the number of shares outstanding
as of December 31, 1994 and June 30, 1994.
The Company has no declared policy of regular dividends. No cash dividends
were declared during the six month period ended June 30, 1995.
Statement of Financial Accounting Standards ("SFAS") No. 95 "Statement of Cash
Flows," issued in November, 1987, generally requires a statement of cash flows
as part of a full set of financial statements for all business enterprises in
place of a statement of changes in financial position. The Company adopted
SFAS No. 95 prospectively effective January 1, 1988. For purposes of the
Statement of Cash Flows, the Company considers cash and cash equivalents to
include cash on hand and amounts due from banks and federal funds sold.
12
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<PAGE>
AMERICORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
Earnings Summary
----------------
Net income for the first six months of 1995 was $477,080, an increase of
$66,216 over the same period in 1994. The net income per share for these two
periods was $.09 and $.08, respectively. Before payment of preferred stock
dividends, the Company had net earnings of $625,908 and $549,509 for the first
six months of 1995 and 1994, respectively. Net income for the quarter ended
June 30, 1995 was $227,533, an increase of $19,909 over the same period in
1994. The net income per share for these two periods was $.04 and $.04,
respectively.
Net interest income for the six months ended June 30, 1995 increased $471,326
or 42.9 percent over the same period in 1994. Net interest income for the
quarter ended June 30, 1995 increased $239,625 or 45.7 percent over the
quarter ended June 30, 1994. These increases are primarily due to an increase
in net earning assets over the same period in 1994, and asset yields
increasing at a faster pace than the increase in funding costs.
The net interest margin, as a percentage of earning assets, increased to 5.93
percent for the first six months of 1995 as compared to 4.38 percent for the
13
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AMERICORP, INC.
same period in 1994. For the quarter ended June 30, 1995, the net interest
margin as a percent of interest earning assets was 5.77 percent versus 4.18
percent for the same period in 1994. This rise can be explained by the same
factors mentioned above.
Non-interest income for the six month period decreased $52,691 or 14.9 percent
from 1994 to 1995. Non-interest income for the quarter ended June 30, 1995
decreased $82,864 or 33.5 percent over the same period in 1994. These
decreases were primarily the result of a gain on the sale of SBA loans which
occurred during the second quarter of 1994.
Non-interest expense increased by $101,236 in the first six months of 1995
from the same period in 1994, an increase of 9.1 percent. Non-interest
expense for the quarter ended June 30, 1995 increased by $72,427 or 12.5
percent over the same period in 1994. The increase was primarily due to an
increase in salaries and employee benefits over the same period in 1994.
For the first six months of 1995, return on equity was 13.95 percent on an
annualized basis versus 18.05 percent for the same period a year earlier. For
the quarter ended June 30, 1995, return on equity was 12.84 percent on an
annualized basis versus 18.38 percent for the second quarter of 1994. The
decline was primarily due to a decrease of $200,000 for the tax benefit
associated with the utilization of net operating loss carry-forwards.
14
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AMERICORP, INC.
Earnings before taxes actually increased by $276,399 over the six month
period a year earlier primarily as a result of a sharp increase in net
interest income. Preferred stock requirements were $148,828 for the six
month period ended June 30, 1995 and $138,645 for the same period in 1994.
Risk Elements
-------------
The allowance for loan losses at June 30, 1995 was $673,734 or .9 percent and
4.6 percent higher than at December 31, 1994 and June 30, 1994, respectively.
At June 30, 1995 the allowance represented 1.54 percent of total loans as
compared with 1.66 percent at December 31, 1994 and 1.64 percent at June 30,
1994. The decrease in the loss reserve as a percentage of loans was due to a
decrease in non-performing loans (nonaccrual loans and loans past due 90 days
or more and still accruing) in the amount of $71,000 during the six months
ended June 30, 1995. At June 30, 1995 non-performing loans represented .00
percent of total loans as compared with .18 percent at December 31, 1994 and
.27 percent at June 30, 1994.
Capital Resources
-----------------
Shareholders' equity of $7,316,614 at June 30, 1995 increased 56.0 percent
over the same period in 1994 resulting in book value (exclusive of preferred
stock equity) per common share of $.64 compared to $.22 at June 30, 1994. The
increase is the result of earnings retained over this period. Earnings over
15
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<PAGE>
AMERICORP, INC.
this period included recognition of deferred tax assets of 1,556,000 over this
period. Capital for the Company is above regulatory requirements, with GAAP
equity of 11.26 percent of total assets at June 30, 1995.
Set forth below are pertinent capital ratios for the Bank as of June 30, 1995:
Minimum Capital Requirement Bank
--------------------------- -----
Tier 1 Capital to Risk-based 11.10% (1)
Assets: 4.00%
Total Capital to Risk-based 12.35% (2)
Assets: 8.00%
Leverage Ratio (Tier 1 Capital 8.73% (3)
to Total Assets): 3.00%
__________________________
(1) Minimum for "Well Capitalized" Banks = 6%
(2) Minimum for "Well Capitalized" Banks = 10%
(3) Minimum for "Well Capitalized" Banks = 5%
The Company's capital is regulated on a tiered holding company basis with Bank
Corporation of Georgia ("BCG"), which owns 66.67 percent of the Company's
outstanding common stock. BCG's consolidated Tier 1 capital to risk-based
assets, total capital to risk-based assets and leverage ratio for BCG at June
30, 1995 was 10.46%, 12.80%, and 7.98%.
Liquidity and Interest Rate Sensitivity
---------------------------------------
Liquidity management involves the ability to meet cash flow requirements of
customers who may be depositors making withdrawals or borrowers needing credit
funding. The Company's cash flows are generated from interest and fee income,
as well as from loan repayments, deposit acquisition, and maturities or sales
16
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AMERICORP, INC.
of investments. The Company's liquidity needs are provided for primarily
through short-term securities, and the maturing of loans. Federal funds sold
represent the Company's primary source of immediate liquidity and were
maintained at a level adequate to meet immediate needs. Federal funds
averaged approximately 2,493,000 and 2,138,000 for the six months ended June
30, 1995 and 1994, respectively. The average balances for the quarters ended
June 30, 1995 and 1994 were approximately 1,397,000 and 1,982,000,
respectively. Maturities in the Company's loan and investment portfolios are
monitored regularly to avoid matching short-term deposits with long-term loans
and investments. Other assets and liabilities are also monitored to provide
the proper balance between liquidity, safety, and profitability. This
monitoring process must be continuous due to the constant flow of cash which
is inherent in a financial institution.
The Company actively manages its interest rate sensitive assets and
liabilities to reduce the impact of interest rate fluctuations. At June 30,
1995, the Company's rate sensitive liabilities exceeded rate sensitive assets
due within one year by $5,655,000.
The Company manages its liquidity through the volatility of its deposits and
patterns in loan demand, its current liquidity position, its ability to
control funding needs and potential sources of funds. As part of managing
liquidity, the Company monitors its loan to deposit ratio on a daily basis.
The target ratio is 85 percent. At June 30, 1995 the ratio was 77.5 percent.
The Company experienced a net decrease in cash and cash equivalents, its
primary source of liquidity, of $4,910,122 during the first six months of
1995. Operating activities provided $1,534,140 of funds. Adjustments to net
17
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<PAGE>
AMERICORP, INC.
income for non-cash expenses of depreciation, amortization, and provision for
loan losses of $80,508 are included in this amount as a net provision of
funds. Investing activities used $5,421,962 of funds, primarily due to an
increase in loans and purchases of investment securities during the six month
period. Financing activities used net cash of $1,022,300 due to decreases in
deposit accounts during the six months ended June 30, 1995.
Agreement with the Comptroller
------------------------------
As a result of a regular examination by the Office of the Comptroller of the
Currency which began in July of 1988, the Bank was required to enter into an
Agreement with the Office of the Comptroller of the Currency. This agreement,
dated 4/20/89, required the Bank to change certain operating procedures,
engage an outside consultant, maintain a ratio of primary capital to assets
greater than 7%, improve the overall quality of the loan portfolio and provide
for adequate sources of liquidity to improve the Bank's financial condition.
As a part of this compliance, the Company submitted a strategic plan to the
OCC, for the years 1992 through 1994. The plan calls for a continued emphasis
on asset quality and minimization of asset growth, aggressive reduction in the
Bank's level of non-performing assets and maintenance of adequate levels of
capital.
In their Report of Examination dated November 2, 1993, the Comptroller of the
Currency terminated the Bank's troubled condition status and the Bank was
released from the agreement. This decision was based on the improved
condition of the Bank.
18<PAGE>
<PAGE<
AMERICORP, INC.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
-----------------
Neither the Company nor its subsidiary is a party to any pending legal
proceedings which Management believes would have a material effect upon
the operations or financial condition of the Company.
Item 2. Changes in Securities - Not applicable.
---------------------
Item 3. Defaults Upon Senior Securities - Not applicable.
-------------------------------
Item 4. Submission of Matters to a Vote of Security Holders - Not applicable.
---------------------------------------------------
Item 5. Other Information - Not applicable.
-----------------
Item 6. Exhibits and Reports on Form 8-K.
--------------------------------
(A) Exhibit 27
The following exhibit is filed as a part of this Report on
Form 10-QSB:
Exhibit 27 - Financial Data Schedule
(B) Reports on Form 8-K
No reports were filed on Form 8-K.
19<PAGE>
<PAGE>
AMERICORP, INC.
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.
Date: August 10, 1995
AMERICORP, INC.
/s/ James R. McLemore, Jr.
-----------------------------
James R. McLemore, Jr.
Treasurer
(Principal Financial Officer and
Principal Accounting Officer)
20<PAGE>
<PAGE>
Exhibit Index
--------------
Exhibit 27 Financial Data Schedule
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 9
<CIK> 0000757765
<NAME> AMERICORP, INC.
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> JUN-30-1995
<EXCHANGE-RATE> 1
<CASH> 2,563
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 50
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 13,543
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 0
<LOANS> 0
<ALLOWANCE> (674)
<TOTAL-ASSETS> 64,996
<DEPOSITS> 56,451
<SHORT-TERM> 543
<LIABILITIES-OTHER> 685
<LONG-TERM> 0
<COMMON> 55
0
0
<OTHER-SE> 7,262
<TOTAL-LIABILITIES-AND-EQUITY> 64,996
<INTEREST-LOAN> 2,192
<INTEREST-INVEST> 73
<INTEREST-OTHER> 509
<INTEREST-TOTAL> 2,774
<INTEREST-DEPOSIT> 1,207
<INTEREST-EXPENSE> 1,204
<INTEREST-INCOME-NET> 1,570
<LOAN-LOSSES> 30
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 1,215
<INCOME-PRETAX> 626
<INCOME-PRE-EXTRAORDINARY> 626
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 477
<EPS-PRIMARY> .087
<EPS-DILUTED> .087
<YIELD-ACTUAL> 5.93
<LOANS-NON> 0
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> (668)
<CHARGE-OFFS> 47
<RECOVERIES> 23
<ALLOWANCE-CLOSE> (674)
<ALLOWANCE-DOMESTIC> (674)
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
