<PAGE>
EAGLE BANCSHARES, INC.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
- - - --- ACT OF 1934 For the quarterly period ended December 31, 1994
-----------------
OR
- - - --- TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ............... to............
Commission file number 0-14379
-------
EAGLE BANCSHARES, INC.
--------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Georgia 58-1640222
------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
4305 Lynburn Drive, Tucker, Georgia 30084-4441
--------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(404) 908-6690
--------------
(Registrant's telephone number, including area code)
Not Applicable
--------------
(Former name, former address and former fiscal year, if changed
since last report.)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (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
----- -----
APPLICABLE ONLY TO ISSUERS INVOLVED
IN BANKRUPTCY PROCEEDINGS DURING
THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
Yes ______ No ______ NOT APPLICABLE
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
Class Outstanding at January 31, 1995
--------- -------------------------------
Common Stock, $1.00 Par Value 1,542,600 shares
Index of Exhibit on Page 14
<PAGE>
EAGLE BANCSHARES, INC. AND SUBSIDIARIES
FORM 10-Q
FOR THE QUARTER ENDED DECEMBER 31, 1994
TABLE OF CONTENTS
Page
Number
PART I. Financial Information
Item 1. Financial Statements
Consolidated Statements of Financial Condition at
December 31, 1994 and March 31, 1994 3
Consolidated Statements of Operations-
Three and Nine Months ended December 31, 1994 and 1993 4
Consolidated Statements of Cash Flows -
Nine months ended December 31, 1994 and 1993 5
Notes to Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8
PART II. Other Information
Item 1. Legal Proceedings 12
Item 2. Changes in Securities 12
Item 3. Defaults upon Senior Securities 12
Item 4. Submission of Matters to a Vote of Security
Holders 12
Item 5. Other Information 12
Item 6. Exhibits and Reports on Form 8-K 12
Signatures 13
Index of Exhibits 14
Page 2
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
EAGLE BANCSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
<TABLE>
<CAPTION>
(Unaudited)
(in thousands except per share data)
December 31, March 31,
1994 1994
<S> <C> <C>
Assets:
Cash and amounts due from banks $ 6,349 $ 6,194
Interest-bearing deposits 4,195 1,664
Loans receivable held for sale 11,953 23,641
Investment securities available for sale 20,932 20,883
Investment securities held to maturity 54,704 34,683
Loans receivable, net 300,649 219,726
Stock in Federal Home Loan Bank, at cost 5,010 3,341
Premises and equipment 8,113 6,417
Real estate held for development and sale 3,395 -
Real estate acquired in settlement of loans, net 387 671
Accrued interest receivable 2,875 1,721
Other assets 2,685 1,444
- - - ------------------------------------------------------------------------------------------
Total Assets $421,247 320,385
- - - ------------------------------------------------------------------------------------------
Liabilities and Stockholders' Equity
Liabilities:
Deposits $274,473 244,297
Advance payments by borrowers for
property taxes and insurance 1,485 954
Federal Home Loan Bank advances 102,144 30,750
Deferred income taxes 420 420
Drafts outstanding 6,476 9,158
Accrued expenses and other liabilities 3,832 3,974
- - - ------------------------------------------------------------------------------------------
Total liabilities 388,830 289,553
- - - ------------------------------------------------------------------------------------------
Stockholders' equity:
Common stock, $1.00 par value.
Authorized 10,000,000 shares;
1,682,500 issued 1,682 1,662
Additional paid-in capital 8,116 7,763
Retained earnings, substantially restricted 24,445 22,420
Net unrealized gain on investment
securities available for sale (390) 387
Employee Stock Ownership Plan (ESOP) debt (29) (141)
Unamortized restricted stock (331) (183)
Treasury stock, 150,900 shares at cost (1,076) (1,076)
- - - ------------------------------------------------------------------------------------------
Total stockholders' equity 32,417 30,832
- - - ------------------------------------------------------------------------------------------
Total liabilities and stockholders' equity $421,247 $320,385
- - - ------------------------------------------------------------------------------------------
</TABLE>
See accompanying notes to consolidated financial statements
Page 3
<PAGE>
EAGLE BANCSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF INCOME
<TABLE>
<CAPTION>
(Unaudited) Three Months Ended Nine Months Ended
(in thousands except per share data) December 31, December 31,
1994 1993 1994 1993
- - - --------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Interest income:
Interest on loans $6,975 $6,126 $18,668 $16,663
Interest on mortgage-backed securities 465 693 1,459 2,603
Interest on investment securities and other interest earning assets 945 543 2,965 1,859
- - - --------------------------------------------------------------------------------------------------------------------
Total interest income 8,385 7,362 23,092 21,125
- - - --------------------------------------------------------------------------------------------------------------------
Interest expense:
Interest on deposits 2,972 2,512 8,402 7,591
Interest on borrowings 1,107 647 2,274 2,090
- - - --------------------------------------------------------------------------------------------------------------------
Total interest expense 4,079 3,159 10,676 9,681
- - - --------------------------------------------------------------------------------------------------------------------
Net interest income 4,306 4,203 12,416 11,444
Provision for loan losses 176 360 547 836
- - - --------------------------------------------------------------------------------------------------------------------
Net interest income after provision for loan losses 4,130 3,843 11,869 10,608
- - - --------------------------------------------------------------------------------------------------------------------
Other income:
Mortgage production fees 623 1,900 2,543 4,913
Gain on sale of loans 131 8 737 188
Gain on sale of mortgage-backed securities - 545 14 959
Service charges 154 121 446 342
Miscellaneous 421 976 1,205 1,370
- - - --------------------------------------------------------------------------------------------------------------------
Total other income 1,329 3,550 4,945 7,772
- - - --------------------------------------------------------------------------------------------------------------------
Other expenses:
Salaries and employee benefits 2,282 2,508 7,191 6,796
Net occupancy expense 506 429 1,402 1,201
Provision for losses on real estate owned - 30 10 107
Federal insurance premium 151 139 447 378
Data processing 201 164 593 464
Miscellaneous 730 1,034 2,227 2,449
- - - --------------------------------------------------------------------------------------------------------------------
Total other expenses 3,870 4,304 11,870 11,395
- - - --------------------------------------------------------------------------------------------------------------------
Income before income taxes and cumulative effect of change
in accounting principle 1,589 3,089 4,944 6,985
Income tax expense 585 1,162 1,862 2,610
- - - --------------------------------------------------------------------------------------------------------------------
Income before cumulative effect of change in accounting
principle 1,004 1,927 3,082 4,375
- - - --------------------------------------------------------------------------------------------------------------------
Extraordinary item - early extinguishment of debt,
net of income tax benefit - (427) - (427)
Cumulative effect of change in accounting for income taxes - - - 320
Net income $1,004 $1,500 $ 3,082 $ 4,268
- - - --------------------------------------------------------------------------------------------------------------------
Primary and fully diluted earnings per share:
Income before cumulative effect of change in accounting
principle $.65 $1.25 $1.99 $2.87
Extraordinary item-early extinguishment of
debt, net of income tax benefit - (.27) - (.28)
Cumulative effect of change in accounting method - - - .21
- - - --------------------------------------------------------------------------------------------------------------------
Net income $.65 $.98 $1.99 $2.80
- - - --------------------------------------------------------------------------------------------------------------------
Dividends per share $.24 $.17 $.69 $.42
- - - --------------------------------------------------------------------------------------------------------------------
See accompanying notes to consolidated financial statements
</TABLE>
Page 4
<PAGE>
EAGLE BANCSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
Nine Months ended December 31, 1994 1993
- - - ----------------------------------------------------------------------------------------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 3,082 4,268
Adjustments to reconcile net income to net cash used
in operating activities:
Depreciation, amortization and accretion 727 486
Provision for loan losses 547 836
Provision for losses on real estate owned 10 107
Loss (gain) on sale of real estate (7) 43
Gain on sale of loans (737) (188)
Gain on sale of mortgage-backed securities (14) (959)
Amortization of restricted stock award 189 -
Cumulative effect of a change in accounting - (320)
Deferred income tax expense (benefit) - (235)
FHLB stock dividends - (138)
Amortization of deferred loan fees (1,378) (1,153)
Proceeds from sale of loans held for sale 240,352 378,006
Originations of loans held for sale (228,664) (411,114)
Changes in assets and liabilities:
(Increase) decrease in accrued interest receivable (1,154) 165
Decrease (increase) in other assets (1,534) (534)
Increase (decrease) in drafts outstanding (2,682) 660
Increase (decrease) in accrued expense and other liabilities 334 883
- - - ----------------------------------------------------------------------------------------------
Net cash provided by (used in) operating activities $ 9,071 (29,187)
- - - ----------------------------------------------------------------------------------------------
Cash flows from investing activities:
Purchase of investment securities available for sale (9,112) -
Proceeds from sale of investment securities available for sale 5,123 14,565
Purchases of investment securities held to maturity (27,139) -
Principle payments received on investments available for sale 2,701 10,056
Principle payments received on investments held to maturity 1,220 1,808
Proceeds from maturities of investment securities
held to maturity 5,999 3,897
Loan originations, net of repayments (92,453) (1,621)
Purchases of loans receivable (2,268) (749)
Proceeds from the sale of loans receivable 14,988 -
Proceeds from sale of real estate acquired in settlement
of loans 516 4,789
Purchases of FHLB stock (2,270) -
Redemption of FHLB stock 601
Additions to real estate held for development and sale (3,395) -
Purchase of premises and equipment (2,135) 1,686
- - - ----------------------------------------------------------------------------------------------
Net cash (used in) provided by investing activities $(107,624) 31,059
- - - ----------------------------------------------------------------------------------------------
</TABLE>
Page 5
<PAGE>
EAGLE BANCSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS - continued
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
Nine Months ended December 31, 1994 1993
- - - -----------------------------------------------------------------------------
<S> <C> <C>
Cash flows from financing activities:
Net change in time deposits 25,989 6,808
Net change in demand deposit accounts 4,187 5,539
Repayment of other borrowings (119,858) (122,877)
Proceeds from other borrowings 191,252 115,877
Dividends paid (1,010) (623)
Principal reduction of ESOP debt 112 71
Proceeds from exercise of stock options 36 73
Increase (decrease) in advance payments from
borrowers for property taxes and insurance 531 (213)
- - - -----------------------------------------------------------------------------
Net cash (used in) provided by financing
activities 101,239 4,655
- - - -----------------------------------------------------------------------------
Net (decrease) increase in cash and
cash equivalents 2,686 6,527
Cash and cash equivalents at beginning of year 7,858 7,308
- - - -----------------------------------------------------------------------------
Cash and cash equivalents at end of period $ 10,544 13,835
- - - -----------------------------------------------------------------------------
<CAPTION>
- - - -----------------------------------------------------------------------------
Supplemental disclosure of cash paid during period for: 1994 1993
- - - -----------------------------------------------------------------------------
<S> <C> <C>
Interest $ 10,458 $ 9,732
- - - -----------------------------------------------------------------------------
Income taxes $ 2,148 $ 1,672
- - - -----------------------------------------------------------------------------
Supplemental schedule of noncash investing and
financing activities:
- - - -----------------------------------------------------------------------------
Acquisition of real estate in settlement of loans $ 235 $ 4,013
- - - -----------------------------------------------------------------------------
Loans made to finance real estate $ 575 $ 2,725
- - - -----------------------------------------------------------------------------
Dividends declared not paid $ 368 $ 255
- - - -----------------------------------------------------------------------------
Restricted stock award $ 337 $ 293
- - - -----------------------------------------------------------------------------
Net unrealized loss on investment securities
available for sale $ (390) --
- - - -----------------------------------------------------------------------------
</TABLE>
See accompanying notes to consolidated financial statements
Page 6
<PAGE>
EAGLE BANCSHARES, INC. AND SUBSIDIARIES
Notes to Interim Unaudited Consolidated Financial Statements
December 31, 1994
A. Basis of Presentation:
- - - --------------------------
The accompanying Unaudited consolidated financial statements have been prepared
in accordance with the instructions for preparation of the Securities and
Exchange Commission Form 10-Q. Accordingly, they do not include all of the
information and disclosures required for fair presentation in accordance with
generally accepted accounting principles. These financial statements should
therefore be read in conjunction with management's discussion and analysis of
financial condition and results of operations included in this report and the
complete annual report for the year ended March 31, 1994, which has been filed
with the Company's most recent Form 10-K. In the opinion of management, all
eliminations and normal recurring adjustments considered necessary for fair
presentation have been included. Operating results for the three and nine month
period ended December 31, 1994, are not necessarily indicative of the results
that may be expected for the fiscal year ending March 31, 1995.
B. Reclassification of Prior Period Amounts:
- - - ---------------------------------------------
Certain reclassifications have been made in the Company's financial statements
for the prior fiscal period to conform to the classifications used in the
financial statements for the current fiscal period.
C. Statement of Financial Accounting Standards No. 115:
- - - ---------------------------------------------------------
The Company adopted Statement of Financial Accounting Standards No. 115,
"Accounting for Certain Investments in Debt and Equity Securities" ("SFAS No.
115") as of March 31, 1994. In conjunction with the adoption of SFAS No. 115,
the Company classified all investments in equity securities and certain
mortgage-backed securities as available for sale. Pursuant to SFAS No. 115, the
Company has presented such investments and mortgage-backed securities at
estimated fair value with the unrealized gains or (losses)on such securities,
net of income taxes, disclosed as a separate component of shareholders' equity.
Investments and mortgage-backed securities available for sale are summarized as
follows:
<TABLE>
<CAPTION>
Gross Gross Estimated
March 31, 1994 Amortized unrealized unrealized market
(dollars in thousands) Cost gains losses value
- - - --------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Mortgage-backed securities $17,287 624 -- $17,911
Equity securities -
preferred stock $ 2,972 -- -- $ 2,972
- - - --------------------------------------------------------------------------------
Total $20,259 624 -- $20,883
- - - --------------------------------------------------------------------------------
Gross Gross Estimated
December 31, 1994 Amortized unrealized unrealized market
(dollars in thousands) Cost gains losses value
- - - --------------------------------------------------------------------------------
Mortgage-backed securities $14,586 -- (119) $14,467
Equity securities - $ 6,975 -- (510) $ 6,465
preferred stock
- - - --------------------------------------------------------------------------------
Total $21,561 -- (629) $20,932
- - - --------------------------------------------------------------------------------
</TABLE>
Page 7
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Liquidity and Capital Resources
- - - -------------------------------
The Company's Asset and Liability Committee manages liquidity to ensure that
there is sufficient cash flow to satisfy demands for credit, deposit withdrawals
and other Company needs. Traditional sources of liquidity include deposits,
FHLB advances and payments on loans. Savings deposits are highly dependent upon
market and other conditions largely outside the Company's control; while loan
principal repayments are a relatively stable source of funds. Under current
regulations, the Association is required to maintain liquid assets at five
percent or more of its net withdrawable deposits plus short-term borrowings (due
in one year or less). The Association has traditionally maintained liquidity
levels above the regulatory minimum and management anticipates this trend will
continue. At December 31, 1994, the Association's liquidity ratio was 7%.
At December 31, 1994, the Company had total assets of $421,247,000 versus
$320,385,000 at March 31, 1994. This 31% increase is primarily attributable to
the addition of permanent adjustable rate residential mortgages to the
Association's portfolio. During the same period Tucker Federal increased
deposits 12% from $244,297,000 at March 31, 1994 to $274,473,000 at December 31,
1994. The Association purchased $22 million of insured deposits from the
Resolution Trust Corporation in April 1994. This provided the primary funding
for the purchase of approximately $31.3 million of investment securities.
Deposits are retained and attracted by pricing rates competitively in the
Association's market area. In addition, the Association increased Federal Home
Loan Bank advances from $30,750,000 at March 31, 1994 to $102,144,000 at
December 31, 1994.
The Company through its Prime Lending division and Atlanta Mortgage Services
originate first mortgage loans which are sold to investors. During the nine
month period, Atlanta Mortgage Services and Prime Lending originated
approximately $300,000,000 of first mortgage loans $240,000,000 of first
mortgage loans were sold to investors and the balance were retained in the
Company's portfolio. The Company originated $378,000,000 for the same period
last year end sold substantially all to investors. Outstanding commitments to
originate loans, exclusive of the undisbursed portion of loans in process,
decreased to approximately $15.2 million at December 31, 1994 from $17.9 million
at March 31, 1994.
In addition, the Company entered into a joint venture to develop residential
real estate in Forsyth County, Georgia. The residential development consists of
92 lots and is carried on the statement of condition as real estate held for
development and sale.
Page 8
<PAGE>
Regulatory Capital
- - - ------------------
The Financial Institution Reform, Recovery, and Enforcement Act (FIRREA) of 1989
established minimum capital requirements for thrift institutions. FIRREA
requires savings and loan associations to have core capital of at least 3% of
total assets and tangible capital of at least 1.5% of total assets.
Additionally, institutions are required to meet a risk-based capital requirement
consisting of 8% of the value of risk weighted assets. The Association's
regulatory capital exceeds each of the above mentioned capital requirements.
Management anticipates that the Association will continue to meet the capital
requirements as well. At December 31, 1994 the Association's regulatory
capital and the required minimum amount according to FIRREA are summarized as
follows:
<TABLE>
<CAPTION>
Regulatory Required Excess
Capital Capital Capital
<S> <C> <C> <C>
Tangible Capital $29,392 $ 6,267 $23,125
Core Capital $29,392 $12,535 $16,857
Risk-based Capital $32,644 $24,358 $ 8,286
</TABLE>
Results of Operations
- - - ---------------------
Net income for the three and nine months ended December 31, 1994 was $1,004,000
and $3,082,000 compared to $1,500,000 and $4,268,000 for the same periods ended
December 31, 1993. Net income for the three months ended December 31, 1993 was
$1,927,000 before the effect of a $427,000 extraordinary charge for the early
extinguishment of $7,500,000 of 8.45% Federal Home Loan Bank advances. Net
income for the nine months ended December 31, 1993 before the cumulative effect
of the extraordinary charge for debt extinguishment and a change in accounting
of $320,000 was $4,375,000 compared to $3,082,000 for the same period ended
December 31, 1994. The decline in net income is attributable to lower mortgage
production fees caused by narrower origination margins as well as a decrease in
permanent first mortgage loan originations held for sale and therefore. The
decline in net income was somewhat mitigated by an increase in the net interest
margin and growth in the Company's loan portfolio.
There were certain significant transactions which occurred during the quarter
ended December 31, 1993, which effected the income of the Company. Among these
were the payoff of two loans originated in April 1993 with principal balances of
approximately $3,200,000. These loans had fees deferred in accordance with
Statement of Financial Accounting Standard No. 91 "Accounting for Nonrefundable
Fees and Costs Associated with Originating or Acquiring Loans and Initial Direct
Costs of Leases" of approximately $700,000 which were amortized as interest
income during that quarter. In addition, the sale of approximately $7,965,000
of GNMA mortgage-backed securities from the held for sale portfolio produced a
gain of $545,000. Finally, the early extinguishment of $7,500,000 of 8.45%
Federal Home Loan Bank advances is reflected as an extraordinary item in the
financial statements. The prepayment penalty net of state and federal income
taxes was $427,000. The elimination of those one time items would have resulted
in net income after tax of approximately $1,150,000 compared to the $1,500,000
actually recognized.
Page 9
<PAGE>
A major factor influencing the profitability of the Association is the
difference between the interest earned on assets and the interest paid on
liabilities. This is referred to as the "net interest spread". The Company's net
interest spread changes due to the repricing of assets and liabilities at
different times in the economic cycle.
The Company's net interest spread improved 4 basis points to 4.46% for the
period ended December 31, 1994 from 4.42% for the period ended December 31,
1993. As discussed above, the repayment of two large loans caused the Company to
recognize fees which had been deferred, as interest income thereby increasing
the Company's yield for the period ended December 31, 1993. Additionally, the
early repayment of the advance in the prior year, which was at a rate of 8.45%,
enabled the Company to reduce the cost of funds at the close of the quarter.
The improving trend in the Association's net interest spread is explained by
management's ability to increase the Association's percentage of shorter term
higher yielding loans and investments. However, in a rising rate environment,
the weighted average cost of funds could increase, and depending upon the
duration of the Association's assets, the yield earned may not rise as quickly.
Although management has shortened the maturity of its assets, a continued
improvement in the net interest spread can not be assured. The following table
summarizes the net interest spread for the periods indicated.
<TABLE>
<CAPTION>
Nine Month Period
Ended
December 31,
1994 1993
-----------------
<S> <C> <C>
Weighted average yield on all interest earning assets 8.92% 8.88%
Weighted average cost of all interest bearing liabilities 4.46% 4.46%
- - - ------------------------------------------------------------------------------
Net interest spread 4.46% 4.42%
- - - ------------------------------------------------------------------------------
</TABLE>
The Association set aside $176,000 of additional reserves for possible loan
losses during the quarter ended December 31, 1994 and $547,000 for the nine
month period ended December 31, 1994. The Association set aside $360,000 and
$836,000 for the quarter and nine months ending December 31, 1993. Loan loss
reserves totaled $3,253,000 at December 31, 1994 and $3,349,000 at March 31,
1994. Management believes that the reserves for losses on loans are adequate
based upon management's evaluation of, among other things, estimated value of
the underlying collateral, loan concentrations, specific problem loans, and
economic conditions that may affect the borrower's ability to repay and such
other factors as, in management's judgment, deserve recognition under existing
economic conditions. While management uses available information to recognize
losses on loans, future additions to the allowance may be necessary based on
changes in economic conditions and composition of the Association's loan
portfolio.
At December 31, 1994 the Association had total problem assets of $1,515,000
compared to problem assets at March 31, 1994 of $1,458,000. The increase is
primarily attributable to classification of $697,000 of potential problem loans.
The following table summarizes problem assets for the periods indicated.
Page 10
<PAGE>
Non-Accrual Loans & Real Estate Owned
<TABLE>
<CAPTION>
December March March March March
(dollars in thousands) 31, 1994 31, 1994 31, 1993 31, 1992 31, 1991
- - - ------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Non-accrual loans:
Residential real estate $ 431 780 2,057 1,051 377
Commercial real estate - - - - 1,224
Consumer - 7 - 87 -
- - - ------------------------------------------------------------------------------------------
Total $ 431 787 2,057 1,138 1,601
- - - ------------------------------------------------------------------------------------------
Potential problem loans 697 - 2,165 - 2,063
Loans contractually delinquent
90 days & still accruing - - - - -
Troubled debt restructurings - - - - -
- - - ------------------------------------------------------------------------------------------
Total problem loans $ 1,128 787 4,222 1,138 3,664
- - - ------------------------------------------------------------------------------------------
Real estate owned, net $ 387 671 2,137 3,696 3,486
- - - ------------------------------------------------------------------------------------------
Total problem assets $ 1,515 1,458 6,359 4,834 7,150
- - - ------------------------------------------------------------------------------------------
Total problem assets/
Total assets .36% .46% 1.98% 1.60% 2.55%
- - - ------------------------------------------------------------------------------------------
Loan loss reserve/
Total problem assets 214.72% 229.70% 38.06% 18.45% 10.67%
- - - ------------------------------------------------------------------------------------------
</TABLE>
For the three months ending December 31, 1994, other income was $1,329,000
versus $3,550,000 for the same period last year. The decline was explained by a
$1,277,000 decrease in mortgage production fees and a $545,000 gain on sale of
mortgage backed securities recorded during the three months ending December 31,
1993. Other income decreased 36.4% for the nine months ended December 31, 1994
to $4,945,000 compared to $7,772,000 for the same period ended December 31,
1993. Other income decreased because of lower loan originations as a result of
higher interest rates. Other expenses decreased from $4,304,000 for the quarter
ending December 31, 1993 to $3,870,000 for the comparable quarter in 1994. This
decrease is attributable to lower salaries and employee benefits and lower
miscellaneous expenses. Other expenses increased 4.2% for the nine month period
ended December 31, 1994 to $11,870,000 compared to $11,395,000 for the
comparable period ending December 31, 1993. Other expenses increased over the
comparable nine month period due to the addition of new loan origination offices
and personnel.
During the nine month period ended December 31, 1994, the Company recorded a
gain on sale of loans of $737,000 and a gain on the sale of mortgage-backed
securities of $14,000. During the nine month period ended December 31, 1993,
the Company recorded a gain on the sale of loans of $188,000 and a gain on the
sale of mortgage-backed securities of $959,000. Management does not rely on the
sale of loans and mortgage-backed securities as a continuing source of income.
Page 11
<PAGE>
Part II - Other Information
Item 1. Legal Proceedings
-----------------
There are no material pending legal proceedings to which the Company,
the Association or any subsidiary is a party or to which any of their
property is subject.
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
-----------------
None
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
(11) Computation of per share earnings
Page 12
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
EAGLE BANCSHARES, INC.
(Registrant)
Date: February 14, 1995 /s/ Conrad J. Sechler, Sr.
--------------------------
Conrad J. Sechler, Sr.
Chairman of the Board,
Chief Executive Officer
and Duly Authorized
Representative
Pursuant to the requirements of the Securities Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant in the capacities and on the dates indicated.
Date: February 14, 1995 /s/ Zelma B. Martin
--------------------
Zelma B. Martin
Principal Financial and
Accounting Officer
Date: February 14, 1995 /s/ Conrad J. Sechler, Sr.
--------------------------
Conrad J. Sechler, Sr.
Chairman of the Board
Page 13
<PAGE>
EAGLE BANCSHARES, INC.
INDEX OF EXHIBITS
Exhibit
Number Description Page No.
- - - ------- ----------- --------
11 Computation of per share earnings 15
Page 14
<PAGE>
EXHIBIT 11
EAGLE BANCSHARES, INC.
Statement re: Computation of per share earnings
The following computations set forth the calculation of primary earnings per
share and fully diluted earnings per share for the three months ending December
31, 1994.
<TABLE>
<CAPTION>
Three months ending December 31, 1994
---------------------------------------
Primary Fully Diluted
- - - --------------------------------------------------------------------------------
<S> <C> <C>
Net income per share: $ .65 $ .65
- - - --------------------------------------------------------------------------------
Weighted average number of common
shares outstanding 1,531,600 1,531,600
Increase due to assumed exercise of
dilutive stock options 18,552 20,702
- - - --------------------------------------------------------------------------------
Adjusted weighted average number of
common and common equivalent
shares outstanding 1,550,152 1,552,302
- - - --------------------------------------------------------------------------------
</TABLE>
The following computations set forth the calculation of primary earnings per
share and fully diluted earnings per share for the nine months ending December
31, 1994.
<TABLE>
<CAPTION>
Nine months ending December 31, 1994
----------------------------------------
Primary Fully Diluted
- - - --------------------------------------------------------------------------------
<S> <C> <C>
Net income per share: $ 1.99 $ 1.99
- - - --------------------------------------------------------------------------------
Weighted average number of common
shares outstanding 1,526,653 1,526,653
Increase due to assumed exercise of
dilutive stock options 23,569 24,535
- - - --------------------------------------------------------------------------------
Adjusted weighted average number of
common and common equivalent
shares outstanding 1,550,222 1,551,188
- - - --------------------------------------------------------------------------------
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-mos
<FISCAL-YEAR-END> MAR-31-1995
<PERIOD-START> APR-01-1994
<PERIOD-END> DEC-31-1994
<CASH> 6,349
<INT-BEARING-DEPOSITS> 4,195
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 20,932
<INVESTMENTS-CARRYING> 54,704
<INVESTMENTS-MARKET> 52,681
<LOANS> 300,649
<ALLOWANCE> 3,253
<TOTAL-ASSETS> 421,247
<DEPOSITS> 274,473
<SHORT-TERM> 0
<LIABILITIES-OTHER> 3,832
<LONG-TERM> 0
<COMMON> 1,682
0
0
<OTHER-SE> 30,735
<TOTAL-LIABILITIES-AND-EQUITY> 421,247
<INTEREST-LOAN> 18,668
<INTEREST-INVEST> 2,965
<INTEREST-OTHER> 1,459
<INTEREST-TOTAL> 23,092
<INTEREST-DEPOSIT> 8,402
<INTEREST-EXPENSE> 10,676
<INTEREST-INCOME-NET> 12,416
<LOAN-LOSSES> 547
<SECURITIES-GAINS> 14
<EXPENSE-OTHER> 11,870
<INCOME-PRETAX> 4,944
<INCOME-PRE-EXTRAORDINARY> 3,082
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,082
<EPS-PRIMARY> 1.99
<EPS-DILUTED> 1.99
<YIELD-ACTUAL> 8.92
<LOANS-NON> 431
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 697
<ALLOWANCE-OPEN> 3,349
<CHARGE-OFFS> 677
<RECOVERIES> 34
<ALLOWANCE-CLOSE> 3,253
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
