<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
Quarterly Report Under Section 13 or 15 (d)
of the Securities Exchange Act of 1934
For Quarter Ended ........................................June 30, 1996
Commission file number ........................................ 0-13653
THE PEOPLES BANCTRUST COMPANY, INC.
(Exact name of registrant as specified in its charter)
Alabama .................................................... 63-0896239
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
310 Broad Street (Address of principal executive offices)
Selma, Alabama 36701
(334) 875-1000
(Registrant's telephone number, including area code)
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 such shorter time 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
------------ ------------
As of the close of business on June 30, 1996, 1,693,694 shares of
registrant's Common Stock, par value $.10 per share, were outstanding.
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
THE PEOPLES BANCTRUST COMPANY, INC., SELMA, ALABAMA
CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
In Thousands
<S> <C> <C>
6/30/96 12/31/95
(Unaudited)
ASSETS:
Cash and due from banks $ 16,226 $ 14,414
Federal funds sold and securities
purchased under agreement to sell 5,466 4,187
-------- --------
Total cash and cash equivalents 21,692 18,601
Securities available for sale 92,163 97,587
Loans, net of unearned income 198,454 191,132
Allowance for loan losses (2,285) (2,005)
--------- ---------
Net loans 196,169 189,127
Premises and equipment 5,817 5,962
Other assets 7,133 7,034
-------- --------
Total assets $322,974 $318,311
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Noninterest-bearing deposits $ 42,312 $ 43,757
Interest-bearing deposits 227,141 229,025
-------- --------
Total deposits 269,453 272,782
Federal funds purchased and 12,930 5,019
securities sold under
agreement to repurchase
Other borrowed funds 6,018 6,216
Other liabilities 2,499 2,780
-------- --------
Total liabilities 290,900 286,797
Common stock 178 178
Additional paid-in capital 7,059 7,059
Treasury stock (1,287) (1,287)
Retained earnings 27,078 25,786
Net unrealized loss on securities (954) (222)
available for sale --------- ---------
Total stockholders' equity 32,074 31,514
-------- --------
Total liabilities and stockholders' $322,974 $318,311
equity ======== ========
</TABLE>
See Notes to the Unaudited Consolidated Financial Statements.
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<PAGE>
THE PEOPLES BANCTRUST COMPANY, INC., SELMA, ALABAMA
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
<TABLE>
<CAPTION>
In thousands, In thousands,
except share except share
and per share and per share
data data
(Unaudited) (Unaudited)
THREE MONTHS ENDED JUNE 30 SIX MONTHS ENDED JUNE 30
1996 1995 1996 1995
<S> <C> <C> <C> <C>
Interest and fees on loans $ 5,111 $ 4,442 $ 9,872 $ 8,478
Interest and dividends on 1,349 1,441 2,743 2,865
Investment securities
Other interest income 129 278 227 123
--------- --------- --------- ---------
Total interest income 6,589 6,161 12,842 11,466
--------- --------- --------- ---------
Interest on deposits 2,691 2,707 5,360 5,230
Interest on borrowed funds 91 31 239 85
--------- --------- --------- ---------
Total interest expense 2,782 2,738 5,599 5,315
--------- --------- --------- ---------
Net interest income 3,807 3,423 7,243 6,151
Provision for loan losses 723 214 1,049 307
--------- --------- --------- ---------
Net interest income after
provision for loan losses 3,084 3,209 6,194 5,844
Net securities gains 6 22 21 22
Other income 790 698 1,893 1,629
Other expense 2,672 2,776 5,487 5,494
--------- --------- --------- ---------
Income before income taxes 1,208 1,153 2,621 2,001
Provision for income taxes 383 344 889 539
--------- --------- --------- ---------
Net income $ 825 $ 809 $ 1,732 $ 1,462
========= ========= ========= =========
Weighted average number of 1,693,694 1,743,838 1,693,694 1,743,838
shares outstanding ========= ========= ========= =========
Net income per share $ 0.48 $ 0.46 $ 1.02 $ 0.84
========= ========= ========= =========
Dividends per share $ 0.13 $ 0.12 $ 0.13 $ 0.24
========= ========= ========= =========
</TABLE>
See Notes to the Unaudited Condensed Consolidated Financial Statements
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<PAGE>
THE PEOPLES BANCTRUST COMPANY, INC. SELMA, ALABAMA
CONSOLIDATED STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
In Thousands
------------
Six months ended
June 30
1996 1995
-------------------------
(UNAUDITED)
<S> <C> <C>
Net cash (used in) provided by $ (7,875) $ 3,946
operating activities --------- --------
Cash flows from investing activities:
Proceeds from sales of investment securities 130
Proceeds from maturities and calls of
investment securities 3,000
Proceeds from sales of securities available for sale 7,291 3,733
Proceeds from maturities and calls of securities 5,569 7,519
available for sale
Purchase of investment securities (2,999)
Purchases of securities available for sale (14,456) (818)
Net increase in loans (8,091) (14,804)
Purchases of bank premises and equipment (405) (288)
Proceeds from sale of equipment 17,113
-------- --------
Net cash provided by (used in) investing activities 7,021 (4,527)
-------- --------
Cash flows from financing activities:
Net (decrease) increase in deposits (3,328) 815
Net increase (decrease) in borrowed funds 7,713 (5,415)
Dividends paid (440) (420)
-------- --------
Net cash provided by (used in) financing activities 3,945 (5,020)
-------- --------
Net increase (decrease) in cash and cash equivalents 3,091 (5,601)
Cash and cash equivalents at beginning of period 18,601 23,182
-------- --------
Cash and cash equivalents at June 30 $ 21,692 $ 17,581
======== ========
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Interest $ 5,599 $ 5,067
Taxes 888 225
</TABLE>
See Notes to the Unaudited Consolidated Financial Statements.
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<PAGE>
Notes to Consolidated Financial Statements (Unaudited)
Accounting Policies:
The accompanying unaudited consolidated financial statements of The Peoples
BancTrust Company, Inc. (the "Company") and its subsidiary, The Peoples Bank and
Trust Company, have been prepared in accordance with generally accepted
accounting principles for interim information and with the instructions to Form
10-Q 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. In the opinion of management, all
adjustments (consisting of normal recurring accruals) considered necessary for a
fair presentation have been included. All interim amounts are subject to year-
end audit, and the results of operations for the interim periods herein are not
necessarily indicative of the results that may be expected for the year ending
December 31, 1996. For further information, refer to the consolidated financial
statements and footnotes thereto included in the Company's Annual Report on Form
10-K for the year ended December 31, 1995.
Accounting for Transfers and Servicing of Financial Assets and Extinguishments
of Liabilities:
In June 1996, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards ("SFAS") No. 125, "Accounting for Transfers and
Servicing of Financial Assets and Extinguishments of Liabilities." This
statement requires an entity to recognize the financial and servicing assets it
controls and the liabilities it has incurred, derecognize financial assets when
control has been surrendered, and derecognize liabilities when extinguished.
This statement distinguishes between transfers that are sales and those that are
secured borrowings.
SFAS No. 125 also provides implementation guidance for assessing isolation of
transferred assets and for accounting for transfers of partial interests,
servicing of financial assets, securitizations, transfers of sales-type and
direct financing lease receivables, securities lending transactions, repurchase
agreements, loan syndications and participations, risk participations in
banker's acceptances, factoring arrangements, transfers of receivables with
recourse, and extinguishments of liabilities.
This statement is effective for transfers and servicing of financial assets and
extinguishments of liabilities occurring after December 31, 1996 and is to be
applied prospectively. Management does not believe that the adoption of SFAS
No. 125 will have a material impact on the Company's financial statements.
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<PAGE>
Accounting for Long-Lived Assets:
In March 1995, the Financial Standards Board issued SFAS No. 121, "Accounting
for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed
of." SFAS No. 121 requires that long-lived assets and certain identifiable
intangibles to be held and used by the entity be reviewed for impairment
whenever events or changes in circumstances indicate that the carrying amount of
an asset may not be recoverable. If the future undiscounted cash flows expected
to result from the use of the asset and its eventual disposition are less than
the carrying amount of the asset, an impairment loss is recognized. This
statement also requires that long-lived assets and certain intangibles to be
disposed of be reported at the lower of carrying amount or fair value less cost
to sell. The Company adopted SFAS No. 121 as of January 1, 1996. The adoption
of SFAS No. 121 did not have a material impact on the Company's financial
statements.
The Financial Accounting Standards Board issued SFAS No. 123, "Accounting for
Stock-Based Compensation," in October 1995. SFAS No. 123 defines a fair value
based method of accounting for an employee stock option or similar equity
instrument. However, SFAS No. 123 allows an entity to continue to measure
compensation costs for those plans using the intrinsic value based method of
accounting prescribed by APB Opinion No. 25, "Accounting for Stock Issued to
Employees." Entities electing to remain with the accounting in Opinion No. 25
must make proforma disclosures of net income and earnings per share as if the
fair value based method of accounting defined in SFAS No. 123 had been applied.
Under the fair value based method, compensation cost is measured at the grant
date based on the value of the award and is recognized over the service period,
which is usually the vesting period. Under the intrinsic value based method,
compensation cost is the excess, if any, of the quoted market price of the stock
at the grant date or other measurement date over the amount an employee must pay
to acquire the stock. Most fixed stock option plans have no intrinsic value at
grant date, and under APB Opinion No. 25, no compensation cost is recognized for
them.
The Company adopted SFAS No. 123 as of January 1, 1996. In connection
therewith, the Company has elected to continue to measure compensation cost for
its stock option plan under the provisions in APB Opinion No. 25. The adoption
of SFAS No. 123 did not have a material impact on the Company's financial
statements.
-6-
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
General:
The following analysis focuses on the financial condition of The Peoples
BancTrust Company, Inc. (the "Company"), and should be read in conjunction with
the consolidated financial statements included in this report.
Financial Condition:
Total consolidated assets of the Company and its subsidiary, The Peoples Bank
and Trust Company (the "Bank"), totaled $322,974,000 at June 30, 1996, an
increase of $4,663,000 from the December 31, 1995 total of $318,311,000.
Earning assets increased $2,897,000 during the first half of 1996, from
$290,901,000 to $293,798,000.
Investments:
The Company's total securities portfolio decreased during the first half of 1996
from $97,587,000 at December 31, 1995 to $92,163,000 at June 30, 1996. This
decline was primarily due to a rise in loan demand.
At year end 1995 and at June 30, 1996, the entire securities portfolio was
classified as "available for sale" resulting in the portfolio being marked- to-
market. At December 31, 1995, the portfolio had a net unrealized loss of
$222,000, as compared to a net unrealized loss of $954,000 at June 30, 1996.
The yield curve steepened considerably during the first half of this year, with
short term (1-5 years) interest rates increasing over 100 basis points. The net
unrealized loss increase of $732,000 within the securities portfolio was
primarily due to such increase.
Short Term Investments:
Short-term investments (primarily federal funds and securities purchased under
agreement to resell) increased $1,279,000. Management constantly monitors these
funds seeking alternative uses to enhance interest income.
Loans:
Loans, net of unearned income, increased $7,322,000 from year-end to the second
quarter end. An increase of $353,000 in outstanding business loans is not
believed to have been attributable to any one factor or category.
-7-
<PAGE>
The residential real estate portfolio increased during the six months ended June
30, 1996 approximately $2,000,000 primarily due to competitive pricing and short
term fixed rate mortgage products currently offered. However, construction loans
decreased approximately $1,800,000. The commercial real estate portfolio
increased approximately $4,000,000 primarily as a result of competitive pricing
and a generally positive economy in the Bank's lending areas. Strong increases
in retail sales and lower unemployment figures contributed to increased consumer
and commercial loans of $67,503,000 and $62,262,000, respectively.
Allowance for Loan Losses:
In making loans, the Company recognizes the fact that credit losses will be
experienced and that the risk of loss will vary with, among other things, the
type of loan being made and the creditworthiness of the borrower and the
collateral for the loan. The allowance for loan losses is maintained at a level
believed adequate by management to absorb potential losses in the Company's
portfolio.
Management's determination of the adequacy of the allowance is based, among
other things, on estimates of the historical loan loss experience, evaluation of
economic conditions in general and in various sectors of the Company's customer
base, and periodic reviews of loan portfolio quality by the Company's personnel,
and other relevant factors. General reserves will be provided for loans where
the ultimate collection is considered questionable by management after
reviewing the current status of loans which are contractually past due,
structurally deficient or economically depreciating, and considering the net
realizable value of the security of the loan or guarantees, if applicable.
Management will continue to monitor the Company's asset quality and will charge
off loans against the allowance for loan losses when appropriate, or provide
specific loss reserves when necessary. Because the allowance is based on
assumptions and subjective judgement, it is not necessarily indicative of the
actual charge-offs which may ultimately occur.
The Company's allowance for loan losses totaled $2,285,000 at June 30, 1996 as
compared to $2,005,000 at December 31, 1995. The resulting ratios of allowance
to total loans net of unearned interest were 1.15% and 1.05% for the first half
of 1996 and year end 1995, respectively. The amount of loans determined by
management that require special attention due to potential weaknesses during the
first half of the year decreased from $6,700,000 to $5,581,000. Non-accruing
loans, expressed as a percentage of total loans net of unearned interest,
decreased to .51% at June 30, 1996 from .79% at December 31, 1995. Management
believes that the current allowance is adequate to absorb potential losses in
the Company's loan portfolio.
Deposits:
Total deposits of the Company decreased $3,329,000 since December 31, 1995 to
$269,453,000 at the end of the second quarter. Interest bearing accounts
decreased a net of $1,884,000, while demand deposits decreased $1,445,000 during
the first half of
-8-
<PAGE>
the year. Management has analyzed the deposit decrease and is of the opinion
that it represents normal cyclical fluctuations with no real growth recorded for
the first six months of 1996.
Liquidity:
Due to an increase in loan demand and a decrease in deposits there was
periodically a need for short term borrowing.
Stockholders' Equity:
Total stockholders' equity at June 30, 1996 was $32,074,000 compared to
$31,514,000 at year end. Earnings through the second quarter of $1,732,000 less
the change in the unrealized loss on available for sale securities ($732,000)
accounted for the increase at the end of the second quarter.
Risk-based capital regulations require all bank holding companies and banks to
achieve and maintain a minimum total capital to total risk-weighted assets ratio
of 8.00%, at least half of which must be in the form of Tier 1, or core capital
(consisting of stockholders' equity less goodwill). The following table
indicates the Company's Tier 1 capital ratio and total capital ratio at June 30,
1996 were 15.21% and 14.56%, respectively. The Company maintained, at June 30,
1996, a leverage ratio of Tier 1 capital to total assets of 10.48% compared to
the minimum regulatory requirement of 3.00% required of the strongest companies
and banks. In addition, the table indicates that the Bank's ratios also well
exceeded minimum regulatory requirements.
-9-
<PAGE>
RISK BASED CAPITAL RATIOS & LEVERAGE RATIOS AS OF JUNE 30, 1996
<TABLE>
<CAPTION>
RISK-BASED CAPITAL RATIOS
- -------------------------
The Company The Bank
----------- --------
<S> <C> <C>
Tier 1 Capital $ 33,566 15.21% $ 32,417 14.56%
Tier 1 Capital - Minimum Required 8,816 4.00% 8,905 4.00%
-------- ---- -------- -----
Excess $ 24,750 11.21% $ 23,512 10.56%
======== ===== ======== =====
Total Capital 34,891 15.82% $ 34,702 15.59%
Total Capital - Minimum Required 17,632 8.00% 17,810 8.00%
-------- ------ -------- ------
Excess 17,259 7.82% $ 16,892 7.59%
======== ===== ======== =====
LEVERAGE RATIOS
The Company The Bank
----------- --------
Total Tier 1 Capital $ 33,566 10.48% $ 32,417 10.15%
Minimum Leverage Requirement 9,609 3.00% 9,580 3.00%
Excess $ 23,957 7.48% $ 22,837 7.15%
======== ===== ======== =====
Average Total Assets,
net of all goodwill $320,299 $319,328
======== ========
</TABLE>
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<PAGE>
Results of Operations:
Three Months Ended June 30, 1996 Compared to Three Months Ended June 30, 1995
The Company's profitability, like that of many financial institutions, is
dependent to a large extent upon its net interest income, which is the
difference between its interest income on interest-earning assets, such as loans
and investments, and its interest expense on interest-bearing liabilities, such
as deposits and borrowings. Interest sensitivity is one measure of the
vulnerability of earnings to changes in the general level of interest rates.
Whenever interest-earning assets reprice to market interest rates at a different
pace than interest-bearing liabilities, interest income performance will be
affected favorably or unfavorably during periods of changes in general interest
rates. Management is unable to predict future changes in market rates and their
impact on the Company's profitability. Management believes, however, that the
Company's current rate sensitivity position is well matched, indicating the
assumption of minimal interest rate risk.
Interest income for the second quarter of 1996 was $6,589,000 compared to
$6,161,000 for the same quarter of 1995. Average earning assets grew from
$271,182,000 for the second quarter of 1995 to $293,798,000 for the second
quarter of 1996.
The average volume of the Company's securities portfolio decreased from
$99,401,000 at June 30, 1995 to $91,778,000 at June 30, 1996, resulting in a
decline of interest income of approximately $92,000. Funds from maturing
investments were reinvested primarily in higher yielding loans.
Interest income from business loans totaled $1,744,000 at June 30, 1996 compared
to $1,261,000 at June 30, 1995. This increase was mainly due to an increase in
volume during the quarter.
Personal loan interest income increased from $1,683,000 at June 30, 1995 to
$1,792,000 for the same quarter in 1996 due to the growth in the average volume
of personal loans.
An increase in the average volume of real estate loans from $52,334,000 at June
30,1995 to $61,396,000 at June 30, 1996, coupled with a slight increase in
yields during the same period, caused interest income on real estate loans to
grow from $1,372,000 to $1,416,000.
Interest expense on deposits for the second quarter of 1996 was $2,691,000
compared to $2,707,000 for the same period in 1995. The average volume of
interest bearing deposits grew $7,356,000 which was offset by a decline in cost
of funds.
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<PAGE>
The resulting net interest income for the quarter ended June 30, 1996 was
$2,782,000 compared to $2,738,000 for the same quarter in 1995.
The provision for loan losses replaces reductions to the allowance for loan
losses caused by actual charge-offs and to establish adequate reserves for
growth in the loan portfolio. The Company's provision for loan losses for the
first quarter of 1996 was $723,000 compared to $214,000 for the same quarter in
1995.
Non-interest income for the second quarter of 1996 totaled $796,000 as compared
to $720,000 in 1995. Quarterly income from deposit service charges increased
$69,000, from $526,000 to $595,000 along with an increase in credit life
commissions of $13,000. These increases were the result of an increase in the
volume of loans written. Brokerage fee income was the same during the second
quarter 1996 as compared to second quarter 1995.
Non-interest expenses decreased $104,000, from $2,776,000 for the second quarter
of 1995 to $2,672,000 for 1996. Salaries and employee benefits increased
$35,000 over 1995, premises and fixed asset expense increased $27,000, and
computer expense/automations increased $31,000. These increases were offset by
declines in advertising expense / public relations of $25,000, outside services
(auditing, accounting, and legal fees) of $20,000, and FDIC premiums of
$139,000.
Income before taxes for the quarter ended June 30, 1996 was $1,208,000 compared
to $1,153,000 for the second quarter in 1995. The income tax provision increased
between the quarters, from $344,000 in 1995 to $383,000 in 1996. The resulting
second quarter net income for 1995 was $809,000, compared to $825,000 for the
same period in 1996. Annualized earnings per share for the second quarter 1995
was $1.84, compared to $1.92 for the second quarter 1996.
Six Months Ended June 30, 1996 Compared to Six Months Ended June 30, 1995
Interest income for the first half of 1996 totaled $12,842,000, compared to
$11,466,000 for the first half of 1995. The increase of $1,376,000 was due to
increased loan volume, which was funded primarily through a decrease in
investment securities.
Interest income and dividends on the Company's investment securities for the six
months ended June 30, 1996 were $2,743,000, compared to $2,865,000 for the same
six month period in 1995. Average yields on investment securities increased
from 5.70% at June 30, 1995 to 5.95% at June 30, 1996 but were offset by a
decline in volume in investment securities.
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<PAGE>
Interest income on the Company's loans grew from $8,478,000 for the first half
of 1995 to $9,872,000 for the same period in 1996. Through June 30, 1996, the
average volume of loans was $191,972,000. The average yields on loans increased
from 10.23% at June 30, 1995 to 11.91% at June 30, 1996.
Interest expense on deposits through June 30, 1996 totaled $5,360,000, compared
to $5,230,000 through June 30, 1995. The average volume of interest-bearing
deposits increased from $221,665,000 for the six months ended June 30, 1995 to
$228,700,000 for the six months ended June 30, 1996. The average cost of the
Company's deposits decreased from 4.72% through June 30, 1995 to 4.62% through
June 30, 1996.
The resulting net interest income for the six months ended June 30, 1996 was
$7,243,000, compared to $6,151,000 in 1995.
For the six months ended June 30, 1996, the provision for loan losses totaled
$1,049,000, compared to $307,000 for the same period in 1995. See "-- Financial
Condition -- Allowance for Loan Losses" above.
For the first half of 1996, non-interest income, excluding gains on the sale of
securities, increased $264,000 from $1,629,000 for the six months ended June 30,
1995 to $1,893,000 for the six months ended June 30, 1996. An increase of
$171,000 was noted in deposit service charges along with increases in credit
life commissions of $9,000 and brokerage department fees of $45,000.
Non-interest expense through June 30, 1996 totaled $5,487,000, a decrease of
$7,000 from last year.
Income before taxes for the six months ended June 30, 1996 totaled $2,621,000,
compared to $2,001,000 for the same period in 1995. The 1996 income tax
provision was $889,000, compared to $539,000 in 1995 due to increased income.
The resulting net income through June 30, 1996 of $1,732,000 was $270,000 more
than the six months ended June 30, 1995 net income of $1,462,000. Income per
share increased from $.84 to $1.02.
Recent Development
In the second quarter, 1996, Loan Express, Inc. was formed as a Bank subsidiary.
For funding purposes, the Bank established a line of credit to Loan Express,
Inc. in the amount of $1,000,000. Loan Express makes consumer loans which are
collateralized by consumer goods and real estate. As of June 30, 1996, Loan
Express had $434,000 in outstanding consumer loans.
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<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
Management currently is not aware of any material legal proceedings to
which the Company or the Bank is a party or to which any of their property is
subject, except as follows:
1. Lelon Roy Godwin and Mark N. Godwin v. Peoples Bank and Trust Co.,
------------------------------------------------------------------
et al, Circuit Court of Autauga County, Alabama, Case No. CV-95-214-D. This case
- -----
was filed on October 17, 1995. The complaint is based on alleged violations of
the Alabama Mini-Code and other provisions of Alabama law relating to collateral
protection insurance placed on the Plaintiffs' truck. The complaint includes
counts for fraud, breach of fiduciary duty, as well as other counts. A jury
trial is demanded. The complaint seeks compensatory and punitive damages in an
unspecified amount. The complaint also seeks class action status for all
individuals against whom charges have been made for the purchase of collateral
protection insurance. The Bank denies the allegations of the complaint and
denies that class action certification is appropriate.
2. William L. Ammons, d/b/a Ammons Construction Company v. Peoples Bank
--------------------------------------------------------------------
& Trust Co., Circuit Court of Dallas County, Alabama, Case No. CV-95-295. This
- -----------
case was filed on October 18, 1995. The Plaintiff, a contractor, was
constructing a house for a customer of the Bank who had borrowed construction
monies for that purpose. The Bank customer sued the contractor, alleging that he
failed to complete the construction. The contractor now brings this action
contending that the Bank owes funds for the construction to him as a third party
beneficiary. He further alleges misrepresentation by the Bank and seeks
unspecified compensatory and punitive damages. A jury trial is demanded. The
Bank denies the allegations of the complaint. The owner and contractor are in
separate litigation over the same issues, and this case has been put on
administrative hold pending the outcome of that case.
3. Walter Lee McMeans v. The Peoples Bank & Trust Company, et al,
-------------------------------------------------------------
Circuit Court of Lowndes County, Alabama, Case No. CV-96-26. This case was filed
on January 9, 1996. The complaint alleges that the Bank, through its loan
officers, made representations to the Plaintiff concerning credit life insurance
on or about November 16, 1990, and subsequently placed collateral protection
insurance on the plaintiff's property at unconscionable costs. The complaint
avers that the actions constitute fraud of various types, and negligence and
wanton supervision. Unspecified compensatory and punitive damages are claimed
and a jury trial is demanded. The Bank moved for a change of venue, and the case
has been transferred to Butler County, Alabama. The loan officers deny that any
misrepresentations were made to the Plaintiff. No discovery from the Plaintiff
has yet taken place to determine the nature and extent of his claims.
4. Edward Thomas v. The Peoples Bank and Trust Company, et al, Circuit
----------------------------------------------------------
Court of Mobile County, Alabama, Case No. CV-96-000193. This case was filed on
January 16,
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<PAGE>
1996. The complaint was amended on March 9, 1996. The plaintiff alleges
various causes of action against the codefendants with respect to the
application for and purchase of a life insurance policy, including fraudulent
misrepresentation and breach of contract. The complaint claims various injuries
and damages in an unspecified amount. As to the Bank, the complaint alleges
that the Bank negligently or wantonly failed to honor a check for a life
insurance premium when it was presented for payment. The Bank denies that it
wrongfully returned the check or is otherwise liable to the plaintiff in any
manner. The case has been transferred to Conecuh County, Alabama. The
Plaintiff's deposition is being scheduled, to determine the details of his
allegations.
5. The Peoples Bank and Trust Company v. Stephen Limbaugh and Lisa C.
------------------------------------------------------------------
Miller, Civil Action No. CV-96-071-B, in the Circuit Court of Autauga County,
- ------
Alabama. This suit was filed by the Bank to collect an indebtedness on a
repossessed automobile. The Defendants filed a counterclaim alleging that the
vehicle was wrongfully repossessed, and claiming unspecified compensatory and
punitive damages. The counterclaim was initially filed in the District Court,
having a limited jurisdiction. It was amended by the Defendants on March 12,
1996, to claim damages in an unspecified amount and transferring the case to the
Circuit Court, which does not have the damage limitations of the District Court.
No discovery from the Plaintiff has taken place.
Item 4. Submission of Matters to a Vote of Security Holders.
On April 9, 1996 the Company held its Annual Meeting of Shareholders at which
the following matters were considered and voted on:
Proposal I - Election of Directors
<TABLE>
<CAPTION>
NOMINEES FOR WITHHELD
- -------- --- --------
<S> <C> <C>
Julius R. Brown 1,412,950 2,537
Clyde B. Cox, Jr. 1,415,487 561
Harry W. Gamble, Jr. 1,415,487 561
Ted M. Henry 1,415,487 561
Elam P. Holley, Jr. 1,415,487 561
A.D. Lovelady 1,415,487 561
James A. Minter, III 1,415,487 561
Richard P. Morthland 1,415,487 561
C. Ernest Smith 1,415,487 561
Julius E. Talton, Sr. 1,413,390 2,097
</TABLE>
There were no abstentions or broker non-votes.
-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.
The Peoples BancTrust Company, Inc.
Registrant
Date: August 14, 1996 /s/ Richard P. Morthland
--------------- ----------------------------------------
Richard P. Morthland, President
Date: August 14, 1996 /s/ Virginia L. Sellers
--------------- ----------------------------------------
Virginia L. Sellers, Treasurer
(Principal Financial Officer)
-16-
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<S> <C>
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<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
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0
0
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