<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1995
Commission File Number: 1-9047
Independent Bank Corp.
(Exact name of registrant as specified in its charter)
Massachusetts 04-2870273
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
288 Union Street, Rockland, Massachusetts 02370
(Address of principal executive offices, including zip code)
(617) 878-6100
(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 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
As of May 1, 1995 there were 14,471,803 shares of the issuer's
common stock outstanding.
<PAGE>
INDEX
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Consolidated Balance Sheets - March 31, 1995 and December 31, 1994
Consolidated Statements of Income - Three months ended March 31, 1995
and 1994
Consolidated Statements of Cash Flows - Three months ended March 31, 1995
and 1994
Notes to Consolidated Financial Statements - March 31, 1995
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
PART II. OTHER INFORMATION
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
<PAGE>
<TABLE>
<CAPTION>
INDEPENDENT BANK CORP.
CONSOLIDATED BALANCE SHEETS MARCH 31, DECEMBER 31,
(Unaudited - in thousands) 1995 1994
<S> <C> <C>
ASSETS
Cash and Due From Banks $48,914 $48,555
Federal Funds Sold and Assets
Purchased Under Resale
Agreements - 10,000
Interest Bearing Deposits 502 502
Securities Held To Maturity 254,819 256,785
Securities Available For Sale 4,273 4,250
Federal Home Loan Bank Stock 3,100 3,100
Loans, Net of Unearned Discount 608,819 590,689
Less: Reserve for Possible Loan
Losses (13,905) (13,719)
Net Loans 594,914 576,970
Bank Premises and Equipment 7,540 7,088
Other Real Estate Owned 3,381 3,866
Other Assets 17,534 18,078
TOTAL ASSETS $934,977 $929,194
LIABILITIES
Deposits
Demand Deposits $146,779 $157,144
Savings and NOW Accounts 267,510 277,827
Money Market and Super NOW
Accounts 107,229 121,133
Time Certificates of Deposit over
$100,000 21,474 21,219
Other Time Deposits 239,213 219,289
Total Deposits 782,205 796,612
Federal Funds Purchased and Assets
Sold Under Repurchase Agreements 45,273 26,585
Federal Home Loan Bank Borrowings 25,000 25,000
Treasury Tax and Loan Notes 1,731 3,802
Other Liabilities 9,583 8,028
Subordinated Capital Notes 4,965 4,965
Total Liabilities 868,757 864,992
STOCKHOLDERS' EQUITY
Common Stock, $.01 par value
Authorized: 30,000,000 Shares
Outstanding: 14,460,209 Shares at
March 31, 1995 and 14,433,632
at December 31, 1994 145 144
Surplus 43,498 43,382
Retained Earnings 22,741 20,930
Unrealized Loss on Securities
Available For Sale, Net of Tax (164) (254)
Total Stockholders' Equity 66,220 64,202
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $934,977 $929,194
</TABLE>
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<TABLE>
<CAPTION>
INDEPENDENT BANK CORP.
CONSOLIDATED STATEMENTS OF INCOME THREE MONTHS ENDED MARCH 31,
(Unaudited - in thousands) 1995 1994
<S> <C> <C>
INTEREST INCOME
Interest on Loans $13,315 $10,707
Interest and Dividends on Securities 4,089 3,936
Interest on Federal Funds Sold and
Repurchase Agreements 57 172
Interest on Interest Bearing Deposits 6 5
Total Interest Income 17,467 14,820
INTEREST EXPENSE
Interest on Deposits 5,503 5,024
Interest on Borrowed Funds 1,065 310
Total Interest Expense 6,568 5,334
Net Interest Income 10,899 9,486
PROVISION FOR POSSIBLE LOAN LOSSES 250 298
Net Interest Income After Provision For
Possible Loan Losses 10,649 9,188
NON-INTEREST INCOME
Service Charges on Deposit Accounts 1,420 1,381
Trust and Investment Services Income 523 474
Other Non-Interest Income 812 991
Total Non-Interest Income 2,755 2,846
NON-INTEREST EXPENSES
Salaries and Employee Benefits 5,441 5,013
Occupancy Expenses 774 807
Equipment Expenses 492 456
Other Non-Interest Expenses 3,208 3,332
Total Non-Interest Expenses 9,915 9,608
INCOME BEFORE INCOME TAXES 3,489 2,426
PROVISION FOR INCOME TAXES 1,099 712
NET INCOME $2,390 $1,714
NET INCOME PER SHARE $0.17 $0.12
Weighted average common and common
equivalent shares outstanding 14,449,892 14,409,078
</TABLE>
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<TABLE>
<CAPTION>
INDEPENDENT BANK CORP.
CONSOLIDATED STATEMENTS OF CASH FLOWS THREE MONTHS ENDED MARCH 31,
(Unaudited - in thousands) 1995 1994
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income 2,390 1,714
ADJUSTMENTS TO RECONCILE NET INCOME TO
NET CASH PROVIDED FROM OPERATING ACTIVITIES:
Depreciation and amortization 641 651
Provision for possible loan losses 250 298
Loans originated for resale (2,716) (14,500)
Proceeds from mortgage loan sales 2,713 14,526
Gain (loss) on sale of mortgages 3 (26)
Changes in assets and liabilities:
Decrease in other assets 964 2,444
Increase in other liabilities 1,573 2,830
TOTAL ADJUSTMENTS 3,428 6,223
NET CASH PROVIDED FROM OPERATING
ACTIVITIES 5,818 7,937
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from maturities of
Securities Held To Maturity 5,412 13,761
Proceeds from maturities of Securities
Available For Sale 102 -
Purchase of Securities Held To Maturity (3,616) (20,692)
Net increase in Loans (20,648) (20,150)
Proceeds from sale of OREO 2,308 2,995
Investment in Bank Premises and
Equipment (766) (758)
Premium paid for Plymouth Fed Deposits - (1,573)
NET CASH PROVIDED USED IN INVESTING
ACTIVIES (17,208) (26,417)
CASH FLOWS FROM FINANCING ACTIVITIES:
Acquired Deposits - 21,574
Net increase (decrease) in Time Deposits 20,179 (8,793)
Net decrease in Other Deposits (34,586) (6,087)
Net increase in Federal Funds Purchased
and Assets Sold Under Repurchase
Agreements 18,687 5,330
Net decrease in Treasury Tax and Loan
Notes (2,071) (2,691)
Proceeds from stock issuance 118 -
Dividends Paid (578) -
NET CASH PROVIDED FROM (USED IN)
FINANCING ACTIVITIES 1,749 9,333
NET DECREASE IN CASH AND CASH EQUIVALENTS (9,641) (9,147)
CASH AND CASH EQUIVALENTS AT THE BEGINNING
OF THE YEAR 58,555 57,860
CASH AND CASH EQUIVALENTS AS OF MARCH 31, 48,914 48,713
</TABLE>
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements
include the accounts of Independent Bank Corp.(the Company) and its
wholly-owned subsidiary, Rockland Trust Company (Rockland or the Bank).
These consolidated financial statements have been prepared in accordance
with generally accepted accounting principles for interim financial
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 considered necessary for a fair presentation of the
financial statements, primarily consisting of normal recurring
adjustments, have been included. Certain amounts in prior year
financial statements have been reclassified to conform to the current
year's presentation. Operating results for the three months ended March
31, 1995 are not necessarily indicative of the results that may be
expected for the year ended December 31, 1995 or any other interim
period. 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, 1994.
RECENT ACCOUNTING DEVELOPMENTS
On January 1, 1995, the Company adopted Statement of Financial
Accounting Standards (SFAS) No. 114, "Accounting By Creditors for
Impairment of a Loan." A loan is considered impaired when it is
probable that a creditor will be unable to collect all principal and
interest due according to the contractual terms of the loan agreement.
SFAS No. 114 requires, among other things, that creditors measure
impaired loans at the present value of expected future cash flows,
discounted at the loan's effective interest rate or, alternatively, at
the loan's observable market price or the fair value of the collateral
if the loan is collateral dependent. The recognition of income on
impaired loans is governed by SFAS No. 114 and SFAS No. 118, which
amended SFAS No. 114 by allowing creditors to use their existing methods
of recognizing interest income on impaired loans, in addition to the
methods prescribed under SFAS No. 114. The Company will recognize
interest income on impaired loans on a cash basis only when the ultimate
collectibility of principal is no longer considered doubtful.
SFAS No. 114 requires that in-substance foreclosures (ISF) be
reclassified as loans. The effect on the Company's balance sheet on
January 1, 1995, the date of the adoption of SFAS No. 114, was an
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued
increase to loans and a decrease to other real estate owned (OREO) of
$1.6 million. In addition, prior period balances have been reclassified
to reflect loans, OREO, loan loss provisions, and OREO write-down
expenses on a basis comparable to the classification that would have
been used under SFAS No. 114.
Based on its policies and procedures, the Company has determined
that loans recognized as nonaccrual, restructured, or ISF are equivalent
to "impaired loans" as defined by SFAS No. 114. The Company has also
determined that the reserve for possible loan losses as of March 31,
1995 did not require an additional loan loss provision as a result of
the adoption of this new standard. Total impaired loans at March 31,
1995 with required reserves were approximately $6.0 million, and the
reserve for possible loan losses allocated to such loans was
approximately $1.4 million. Also, the Company had additional impaired
loans of $3.7 million that did not require an allocation of the reserve
for possible loan losses.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1995
SUMMARY
For the three months ended March 31, 1995, Independent Bank Corp.
earned $2,390,000. These earnings are a substantial improvement over
the operating results for the first three months of the prior year when
the Company recorded net income of $1,714,000. Higher net interest
income was the primary factor behind the improved 1995 results.
Substantial loan growth across all loan categories resulted in an
increase in interest income of $2,647,000 for the first quarter of 1995
as compared to the first quarter of 1994. During this same period,
interest expense grew by $1,234,000. The provision for loan losses for
the first quarter of 1995 amounted to $250,000, a slight reduction from
the 1994 provision of $298,000, as reclassified to comply with SFAS No.
114. Non-interest income for the first quarter of 1995 was $91,000
lower than for the first quarter of 1994 due to a decline in mortgage
origination activity while first quarter 1995 non-interest expense was
$307,000 higher than for the first quarter of 1994 due to an increase in
salaries and employee benefits.
The Company earned $0.17 per share for the first three months of
1995, based on 14,449,892 average shares of common stock outstanding.
These earnings compare to $0.12 per share for the first three months of
1994, based on 14,409,078 average shares of common stock outstanding.
The annualized consolidated returns on average assets and average
equity for the first three months of 1995 were 1.04% and 14.78%,
respectively. This compares to annualized consolidated returns on
average assets and average equity for the first three months of 1994 of
0.82% and 11.73%, respectively.
As of March 31, 1995, total assets amounted to $935.0 million, an
increase of $5.8 million over the 1994 year-end balance. Loans, net of
unearned discount, increased $18.1 million, or 3.1%, since year-end 1994
with strong growth noted in the instalment and commercial real estate
categories. The Company experienced its usual first quarter seasonal
decline in deposit balances. The Company offset this decline and funded
loan demand with drawings under existing repurchase agreement lines.
Nonperforming assets totaled $10.1 million as of March 31, 1995,
$1.6 million, or 13.5%, lower than the 1994 year-end balances. The
continuing reduction in the level of these assets benefits the Company
through increased net interest income, a lower provision for possible
loan losses, and reduced expenses incurred in managing and liquidating
these assets.
<PAGE>
NET INTEREST INCOME
The discussion of net interest income which follows is presented
on a fully tax-equivalent basis. Net interest income for the three
months ended March 31, 1995 amounted to $10,999,000, an increase of
$1,417,000, or 14.8%, over the comparable 1994 time frame. The
Company's interest rate spread (the difference between the weighted
average yield on interest-earning assets and the weighted average cost
of interest-bearing liabilities) decreased by 2 basis points as rates
paid on interest-bearing liabilities increased slightly more than rates
earned on interest-earning assets. The average balance of interest-
earning assets for the first three months of 1995 was $92.2 million, or
12.0%, higher than the comparable 1994 time frame, while the average
volume of interest-bearing liabilities for the first three months of
1995 was $60.4 million, or 9.4%, higher than the first three months of
1994. As a result of these changes, the Company's net interest margin
(net interest income as a percent of average interest-earning assets)
for the first three months of 1995 was 5.09% as compared to 4.97% for
the comparable 1994 time frame.
Income from interest-earning assets amounted to $17,567,000 for
the three months ended March 31, 1995, an increase of approximately $2.7
million, or 17.8%, from the first three months of 1994. The average
balance of taxable investment securities increased more than $3.5
million, as the Company selectively took advantage of improved yields in
the bond market. The average balance of non-taxable investment
securities reflected a decrease as the Company placed funds in higher
yielding, taxable investment opportunities. As a result of solid loan
growth in the second and third quarters of 1994, the Company recorded a
substantial increase in the first quarter 1995 average balance of loans
outstanding when compared to the similar 1994 time frame. The average
balance of loans, net of unearned discount, increased $108.8 million, or
22.3%. The average balances of federal funds sold and interest bearing
deposits for the first three months of 1995 were lower than the
comparable 1994 time frame, as the Company deployed available funds into
higher yielding loans.
Interest income is sensitive to changes in market rates of
interest due to the significant number of variable and floating rate
loans in the Company's portfolio. At March 31, 1995, loans having
interest rates which adjust in accordance with changes in the Company's
base lending rate or other market indices amounted to approximately
$317.7 million, or 52.2% of loans, net of unearned discount.
Interest income is also impacted by the amount of nonperforming
loans. The amount of interest due but not recognized on nonperforming
loans amounted to approximately $174,000 for the three months ended
March 31, 1995, compared to $348,000 for the three months ended March
31, 1994.
<PAGE>
The increase in the average balance of interest-bearing
liabilities was divided between deposits and borrowings. The average
balance of interest-bearing deposits for the first three months of 1995
was $21.8 million, or 3.6%, higher than the comparable 1994 time frame.
Transaction account balances declined during this time period while time
deposit balances increased in response to rising interest rates and the
acquisition of certain deposits of the failed Plymouth Federal Savings
Association from the Resolution Trust Corporation. For the three months
ended March 31, 1995, average borrowings were $38.6 million higher than
the first quarter of 1994 as the Company utilized its available lines of
credit to fund loan growth and offset the usual first quarter deposit
decline.
PROVISION FOR POSSIBLE LOAN LOSSES
The provision for possible loan losses represents the charge to
expense that is required to fund the reserve for possible loan losses.
The level of the reserve for possible loan losses is determined by
management of the Company based upon known and anticipated circumstances
and conditions. An analysis of individual loans and the overall risk
characteristics and size of the different loan portfolios is conducted
on an ongoing basis. In addition, the Company also considers industry
trends, regional and national economic conditions, past estimates of
possible losses as compared to actual losses, and historical loan loss
patterns. This ongoing managerial assessment is reviewed periodically
by third-party loan review consultants and annually by the Company's
independent public accountants. Adjustments are reported in the
earnings of the period in which they become known.
For the three months ended March 31, 1995, the provision for
possible loan losses amounted to $250,000, slightly below the $298,000
loan loss provision for the comparable 1994 period. For the first three
months of 1995, loans charged-off, net of recoveries of loans previously
charged-off, amounted to $63,000, as compared to $731,000 for the
comparable 1994 time frame. This reduction in the level of net loan
charge-offs reflects the substantial improvement in the quality of the
Company's loan portfolio and strong loan recovery results.
As of March 31, 1995, the ratio of the reserve for possible loan
losses to loans, net of unearned discount, was 2.28%, slightly below the
1994 year-end level of 2.33%. The ratio of the reserve for possible loan
losses to nonperforming loans was 205.7% at March 31, 1995,
substantially higher coverage than the level of 108.3% recorded a year
earlier.
<PAGE>
NON-INTEREST INCOME
Non-interest income for the three months ended March 31, 1995 was
$2,755,000, a decrease of $91,000, or 3.2%, from the comparable 1994
time period. Service charges on deposit accounts for the first three
months of 1995 showed a slight increase from the first three months of
1994 due to a higher base of customer accounts. Trust and Investment
Services income was slightly higher due to an increase in the number of
accounts under management and an improving securities market. Other
non-interest income declined approximately $179,000, or 18.1%. This
reduction is attributable to lower mortgage fees and service charges due
to substantially decreased residential mortgage loan originations from
the first quarter of 1994 when origination volume was still benefiting
from the favorable rate environment which had existed. In addition, the
Company experienced a significant decline in gains realized from the
sale of mortgage loans in the secondary market due to a management
decision to retain adjustable rate residential mortgage loans in the
portfolio and a rising interest rate environment which depressed
secondary market sales potential. The Company had no other gains on the
sale of assets in the first three months of 1995 or 1994 other than on
the sale of mortgages originated in the normal course of business.
NON-INTEREST EXPENSES
Non-interest expenses totaled $9,915,000 for the three months
ended March 31, 1995, a $307,000, or 3.2%, increase from the comparable
1994 period. Higher salaries and employee benefits were primarily
responsible for this increase. Salaries and employee benefits were
affected by the impact of wage increases, an expansion of the employee
ranks, as well as higher payroll taxes, medical insurance premiums, and
pension costs. Occupancy expenses showed a small decline when compared
to the first three months of 1994 as the Company benefited from a mild
winter. Equipment expenses for the first three months of 1995 showed a
small increase when compared to the first three months of 1994.
Other non-interest expenses for the first three months of 1995
declined $124,000, or 3.7%, from the first three months of 1994. The
Company recorded a substantial decline in expenses incurred in
connection with foreclosed properties. As the volume of these
properties has declined, so have their associated costs. The Company
also realized a reduction in FDIC insurance premiums due to a lower
assessment rate. In addition, legal fees, software maintenance costs,
and recovery and collection expenses for the first quarter of 1995 were
lower than the first quarter of 1994. Other non-interest expenses were
negatively impacted by increases in business development costs, postage,
telephone, and certain expenses incurred in connection with a loan
promotion program.
<PAGE>
INCOME TAXES
The Company records income tax expense pursuant to Statement of
Financial Accounting Standards No. 109, "Accounting For Income Taxes".
The Company has followed a conservative policy for recording the
deferred tax asset permitted under this standard due to the uncertain
realizability of the full amount of the asset. The Company evaluates
the deferred tax asset and its offsetting valuation reserve on a
quarterly basis. In measuring the deferred tax asset at March 31, 1995,
the Company took into consideration the trend of recorded earnings and
projections of future earnings. Based on twelve consecutive quarters
of increasingly profitable operations and management's projections for
continued profitable operations in the future, the uncertainty
surrounding the realizability of the deferred tax asset has been
significantly reduced. Accordingly, in the first quarter of 1995 the
Company reduced the offsetting valuation reserve by $325,000, thereby
reducing the Company's effective income tax rate to 31.5% for the
quarter then ended. The Company will continue to assess the
realizability of its deferred tax asset under this standard based on its
continuing assessment of the trend in projected earnings.
ASSET/LIABILITY MANAGEMENT
The principal objective of the Company's asset/liability
management strategy is to reduce the vulnerability of the Company to
changes in interest rates. This is done by managing the volume of
assets and liabilities maturing, or subject to repricing, and by
adjusting rates in relation to market conditions to influence volumes
and spreads.
The effect of interest rate volatility on net interest income is
minimized when the difference between assets and liabilities that
reprice within a given time period (the interest sensitivity gap) is the
smallest. Given the inherent uncertainty of future interest rates, the
Asset/Liability Management Committee evaluates the interest sensitivity
gap and executes strategies, which may include off-balance sheet
activities, in an effort to minimize the Company's interest rate risk
while providing adequate earnings in most plausible future interest rate
environments.
Beginning in 1992, Rockland has entered into interest rate swap
agreements as a hedge against stable or declining interest rates. As of
March 31, 1995, Rockland had interest rate swap agreements with a total
notional value of $115 million. These swaps were arranged through
three large international banking institutions and have initial
maturities ranging from one to five years. The Bank receives fixed rate
payments and pays a variable rate of interest tied to 3-month LIBOR.
<PAGE>
Consistent with the Company's asset/liability management
strategies, Rockland purchased a three year, $40 million (notional
value) interest rate floor in February 1995 as a hedge against declining
interest rates. This instrument will pay the Bank the difference
between LIBOR and the floor level if LIBOR is below the floor at any of
the quarterly reset dates. If LIBOR is above the floor, no payment is
made either to or from the Bank. The transaction fee for this agreement
is being amortized over the term of the agreement.
LIQUIDITY AND CAPITAL
Liquidity, as it pertains to financial institutions, is the
ability to generate cash in the most economical way for the institution
to meet its ongoing obligations to pay deposit withdrawals and to fund
loan commitments. The Company's primary sources of funds are deposits,
borrowings, and the amortization, prepayment, and maturities of loans
and investments.
A strong source of liquidity is the Company's core deposits, those
deposits which management considers, based on experience, are not likely
to be withdrawn in the near term. The Company utilizes its extensive
branch banking network to attract retail customers who provide a stable
source of core deposits. In addition, the Company has established four
$100 million secured lines of credit with major brokerage firms as
potential sources of liquidity. On March 31, 1995 the Company had $44
million outstanding under such lines classified on the Balance Sheet as
"Federal Funds Purchased and Assets Sold Under Repurchase Agreements."
In addition, as a member of the Federal Home Loan Bank, Rockland has
access to approximately $260 million of borrowing capacity. On March 31,
1995 the Company had $25 million outstanding under such lines classified
on the Balance Sheet as "Federal Home Loan Bank Borrowings."
The Company actively manages its liquidity position under the
direction of the Asset/Liability Management Committee. Periodic review
under formal policies and procedures is intended to ensure that the
Company will maintain access to adequate levels of available funds. At
March 31, 1995, the Company's liquidity position was well above the
Company's policy guidelines.
CAPITAL RESOURCES AND DIVIDENDS
The Company and Rockland are subject to capital requirements
established by the Federal Reserve Board and the Federal Deposit
Insurance Corporation (FDIC), respectively. One key measure of capital
adequacy is the risk-based capital ratio for which the regulatory
agencies have established minimum requirements of 4.00% and 8.00% for
<PAGE>
Tier 1 risk-based capital and total risk-based capital, respectively.
As of March 31, 1995, the Company had a Tier 1 risk-based capital ratio
of 10.37% and a total risk-based capital ratio of 11.78%. Rockland had a
Tier 1 risk-based capital ratio of 9.98% and a total risk-based capital
ratio of 11.39% as of the same date.
An additional capital requirement of a minimum 3.00% Tier 1
leverage capital is mandated by the regulatory agencies, unless higher
amounts are required by these agencies. As of March 31, 1995, the
Company and the Bank had Tier 1 leverage capital ratios of 7.01% and
6.73%, respectively.
In March, the Company's Board of Directors declared a cash
dividend of $.04 per share to shareholders of record on March 24, 1995.
This dividend was paid on April 7, 1995. On an annualized basis, the
dividend payout ratio amounted to 28.6% of the trailing four quarters
earnings. This action represents the third quarterly dividend paid by
the Company since the resumption of dividends in September 1994,
following a four year period during which the Company did not pay
dividends.
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings - None
Item 2. Changes in Securities - None
Item 3. Defaults Upon Senior Securities - None
Item 4. Submission of Matters to a Vote of Security Holders - None
Item 5. Other Information
The financial information detailed below is included hereafter in
this report:
Consolidated Statements of Changes in Stockholders' Equity -
Three months ended March 31, 1995 and the year ended
December 31, 1994.
Consolidated Average Balance Sheet and Average Rate Data - Three
months ended March 31, 1995 and 1994.
Item 6. Exhibits and Reports on Form 8-K
The Company did not file any reports on Form 8-K during the
quarter ended March 31, 1995.
<PAGE>
<TABLE>
<CAPTION>
INDEPENDENT BANK CORP.
CONSOLIDATED STATEMENTS OF CHANGES
IN STOCKHOLDERS' EQUITY
(Unaudited - in thousands)
UNREALIZED
GAIN (LOSS)
COMMON RETAINED INVESTMENTS
STOCK SURPLUS EARNINGS AVAILABLE TOTAL
<S> <C> <C> <C> <C> <C>
Balance, December 31,1993 $144 $43,269 $13,972 $0 $57,385
Cumulative Effect of
Adoption of SFAS No.
115, Net of Tax (44) (44)
Net Income 8,113 8,113
Cash Dividends Declared
($.08 per share) (1,154) (1,154)
Proceeds From Exercise
of Stock Options 39 39
Common Stock Sold Under
Dividend Reinvestment
& Stock Purchase Plan 73 73
Change in Unrealized Loss
on Securities Available
for Sale, Net of Tax (210) (210)
Balance, December 31, 1994 $144 $43,381 $20,931 ($254) $64,202
Net Income 2,390 2,390
Cash Dividends Declared
($.04 per share) (580) (580)
Proceeds From Exercise
of Stock Options 43 43
Common Stock Sold Under
Dividend Reinvestment
& Stock Purchase Plan 1 74 75
Change in Unrealized Loss
on Securities Available
for Sale, Net of Tax 90 90
Balance, March 31, 1995 $145 $43,498 $22,741 ($164) $66,220
</TABLE>
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<TABLE>
<CAPTION>
INDEPENDENT BANK CORP.
SUPPLEMENTAL FINANCIAL INFORMATION
CONSOLIDATED AVERAGE BALANCE SHEET AND AVERAGE RATE DATA
(Unaudited - in thousands)
AVERAGE INTEREST
OUTSTANDING EARNED/ AVERAGE
BALANCE PAID YIELD
FOR THE THREE MONTHS ENDED MARCH 31, 1995 1995 1995
<S> <C> <C> <C>
Interest-Earning Assets
Taxable Investment Securities $258,682 $4,038 6.24%
Non-taxable Investment Securities 4,744 74 6.24%
Loans, net of Unearned Discount 596,031 13,393 8.99%
Federal Funds Sold and Assets
Purchased Under Resale Agreements 3,977 56 5.63%
Interest Bearing Deposits 502 6 4.78%
Total Interest-Earning Assets 863,936 $17,567 8.13%
Cash and Due From Banks 42,482
Other Assets 15,722
Total Assets $922,140
Interest-Bearing Liabilities
Savings and NOW Accounts $271,970 $1,485 2.18%
Money Market & Super NOW Accounts 115,144 757 2.63%
Other Time Deposits 246,528 3,269 5.30%
Federal Funds Purchased and Assets
Sold Under Repurchase Agreements 40,232 602 5.99%
Federal Home Loan Bank Borrowings 18,111 285 6.29%
Treasury Tax and Loan Notes 3,850 48 4.99%
Subordinated Capital Notes 4,965 122 9.83%
Total Interest-Bearing Liabilities 700,800 $6,568 3.75%
Demand Deposits 145,682
Other Liabilities 10,974
Total Liabilities $857,456
Stockholders' Equity $64,684
Total Liabilities and
Stockholders' Equity $922,140
Net Interest Income $10,999
Interest Rate Spread 4.38%
Net Interest Margin 5.09%
</TABLE>
Interest income and yield are stated on a fully tax-equivalent
basis. The total amount of adjustment is $100 in 1995.
<PAGE>
<TABLE>
<CAPTION>
INDEPENDENT BANK CORP.
SUPPLEMENTAL FINANCIAL INFORMATION
CONSOLIDATED AVERAGE BALANCE SHEET AND AVERAGE RATE DATA
(Unaudited - in thousands)
AVERAGE INTEREST
OUTSTANDING EARNED/ AVERAGE
BALANCE PAID YIELD
FOR THE THREE MONTHS ENDED MARCH 31, 1994 1994 1994
<S> <C> <C> <C>
Interest-Earning Assets
Taxable Investment Securities $255,113 $3,870 6.07%
Non-taxable Investment Securities 7,588 97 5.11%
Loans, net of Unearned Discount 487,199 10,772 8.84%
Federal Funds Sold and Assets
Purchased Under Resale Agreements 21,087 172 3.26%
Interest Bearing Deposits 702 5 2.85%
Total Interest-Earning Assets 771,689 $14,916 7.73%
Cash and Due From Banks 37,954
Other Assets 23,685
Total Assets $833,328
Interest-Bearing Liabilities
Savings and NOW Accounts $281,521 $1,584 2.25%
Money Market & Super NOW Accounts 119,750 682 2.28%
Other Time Deposits 210,644 2,758 5.24%
Federal Funds Purchased and Assets
Sold Under Repurchase Agreements 18,784 156 3.32%
Federal Home Loan Bank Borrowings - - 0%
Treasury Tax and Loan Notes 4,781 32 2.68%
Subordinated Capital Notes 4,965 122 9.83%
Total Interest-Bearing Liabilities 640,445 $5,334 3.33%
Demand Deposits 127,613
Other Liabilities 6,838
Total Liabilities $774,896
Stockholders' Equity $58,432
Total Liabilities and
Stockholders' Equity $833,328
Net Interest Income $9,582
Interest Rate Spread 4.40%
Net Interest Margin 4.97%
</TABLE>
Interest income and yield are stated on a fully tax-equivalent
basis. The total amount of adjustment is $96 in 1994.
<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.
INDEPENDENT BANK CORP.
(registrant)
Date: May 9, 1995 /s/ John F. Spence, Jr.
Chairman of the Board and
Chief Executive Officer
Date: May 9, 1995 /s/ Richard J. Seaman
Chief Financial Officer
and Treasurer
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
This schedule containes summary financial information extracted from SEC Form
10-Q and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1995
<CASH> 48914
<INT-BEARING-DEPOSITS> 502
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 4273
<INVESTMENTS-CARRYING> 257919
<INVESTMENTS-MARKET> 252540
<LOANS> 608819
<ALLOWANCE> (13905)
<TOTAL-ASSETS> 934977
<DEPOSITS> 782205
<SHORT-TERM> 72004
<LIABILITIES-OTHER> 9583
<LONG-TERM> 4965
<COMMON> 145
0
0
<OTHER-SE> 66075
<TOTAL-LIABILITIES-AND-EQUITY> 934977
<INTEREST-LOAN> 13315
<INTEREST-INVEST> 4089
<INTEREST-OTHER> 63
<INTEREST-TOTAL> 17467
<INTEREST-DEPOSIT> 5503
<INTEREST-EXPENSE> 6568
<INTEREST-INCOME-NET> 10899
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<EXPENSE-OTHER> 9915
<INCOME-PRETAX> 3489
<INCOME-PRE-EXTRAORDINARY> 3489
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2390
<EPS-PRIMARY> 0.17
<EPS-DILUTED> 0.17
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<LOANS-PAST> 11769
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<ALLOWANCE-CLOSE> 13905
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<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
