FORM 10-QSB
U. S. Securities and Exchange Commission
Washington, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1994
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1943
For the transition period from ___________to___________
Commission file number 0-16657
FIRST GEORGIA HOLDING, INC.
Georgia 58-1781773
(State or other jurisdiction (I.R.S. Employer
or incorporation or organization) Identification
Number)
1703 Gloucester Street
Brunswick, Georgia 31521
(912) 267-7283
(Issuer's telephone number)
Check whether the issuer (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
Number of shares of Common Stock outstanding as of
December 31, 1994.
1,326,641
<PAGE>
PART I
FINANCIAL INFORMATION
The consolidated financial statements of First Georgia Holding,
Inc. filed as a part of this report are as follows:
Page
Consolidated Balance Sheets as of
December 31, 1994 and September 30, 1994 3
Consolidated Income Statements for the
Three Months Ended December 31, 1994 & 1993 4
Consolidated Cash Flow Statements for
the Three Months ended December 31, 1994 & 1993 5
Notes to Consolidated Financial Statements 6
Management's Discussion and Analysis of
Consolidated Statements of Financial
Condition and Results of Operations 7
PART II
OTHER INFORMATION
Item 5: Other Information 12
<PAGE>
<TABLE>
FIRST GEORGIA HOLDING COMPANY
CONSOLIDATED BALANCE SHEETS
<CAPTION>
12/31/94 09/30/94
------------ ------------
<S> <C> <C> <C>
Assets:
Cash $ 3,465,081 3,321,182
Interest bearing deposits in other
banks 564,603 716,884
Investment securities to be held to
maturity 7,431,651 7,510,798
Loans receivable, net 115,302,515 113,578,674
Real estate acquired in settlement of
loans 310,281 240,281
Federal Home Loan Bank stock, at cost 1,575,700 1,575,700
Premises and equipment, net 3,713,915 3,795,769
Accrued interest receivable 852,900 751,217
Intangible assets, net 1,644,884 1,680,710
Other assets 696,847 698,815
------------ -----------
$ 135,558,377 133,870,030
============ ===========
Liabilities and Stockholders' Equity
Liabilities:
Deposits $ 105,572,040 103,407,455
Federal Home Loan Bank advances 16,948,000 16,748,000
Advance payments by borrowers for
property taxes and insurance 64,711 82,001
Other borrowed money 240,000 1,240,000
Accrued expenses and other liabilities 2,562,472 2,465,078
----------- -----------
125,387,223 123,942,534
----------- -----------
Stockholders' Equity
Common stock, $1.00 par value.
Authorized 15,000,000 shares; issued
and outstanding 1,326,641 shares 1,326,641 1,326,641
Additional paid-in capital 5,786,164 5,786,164
Retained earnings 3,058,349 2,814,691
----------- -----------
10,171,154 9,927,496
----------- -----------
$ 135,558,377 133,870,030
=========== ===========
<FN>
See accompanying notes to consolidated financial statement
</TABLE>
<PAGE>
<TABLE>
FIRST GEORGIA HOLDING COMPANY
CONSOLIDATED INCOME STATEMENTS
<CAPTION>
Three Months Ended
12/31/94 12/31/93
------------ ----------
<S> <C> <C>
Interest Income:
Loans $2,589,421 2,459,710
Mortgage-backed securities 9,298 10,838
Investment securities 100,602 73,159
Other 15,377 25,466
--------- ---------
Total interest income 2,714,698 2,569,173
--------- ---------
Interest Expense:
Deposits 1,160,618 1,146,413
Advances and other
borrowings 277,318 267,974
--------- ---------
Total interest expense 1,437,936 1,414,387
--------- ---------
Net interest income 1,276,762 1,154,786
Provision for Loan Losses 0 39,000
--------- ---------
Net interest income after
Provision for loan losses 1,276,762 1,115,786
--------- ---------
Other Income:
Loan fees 85,857 85,511
Deposit service charges 158,570 156,447
(Loss) gain on sale of
foreclosed property (994) 218
Other operating income 19,405 30,905
------- -------
Total other income 262,838 273,081
------- -------
Other Expenses:
Salaries and employee benefi 465,416 485,056
Net occupancy expense 235,323 219,630
Data processing 3,974 3,720
Amortization of intangibles 35,826 35,826
Other operating expenses 278,520 311,040
--------- ---------
Total other expenses 1,019,059 1,055,272
--------- ---------
Income before income taxes 520,541 333,595
Income taxes 197,785 127,050
--------- ---------
Net Income $ 322,756 206,545
========= =========
Income per share of common stock $ 0.23 0.16
======== =========
Weighted average number of
shares outstanding 1,326,641 1,319,151
<FN>
See accompanying notes to consolidated financial statement
</TABLE>
<PAGE>
<TABLE>
FIRST GEORGIA HOLDING COMPANY
CONSOLIDATED CASH FLOW STATEMENTS
<CAPTION>
THREE MONTHS ENDED DECEMBER
1994 1993
------------ -----------
<S> <C> <C>
OPERATING ACTIVITIES:
Net income $ 322,756 206,545
Adjustments to reconcile net
income to net cash provided
by operations:
Provision for loan losses 0 39,000
Depreciation and amortization 1,795,005 170,112
Increase (Decrease) in income
taxes payable 185,274 (291,388)
Increase in interest receivable 101,683 (49,717)
Increase in interest payable 16,136 (123,933)
Increase (decrease) in other
assets (1,968) (156,510)
Increase in accrued expenses and
other liabilities (87,880) 199,628
Gain)/loss on sale of assets (994) 218
---------- ----------
Net Cash Provided by Operating
Activities 2,330,012 (6,045)
---------- -----------
INVESTING ACTIVITIES:
Purchase of investment securities 0 200,000
Principal collected on loan
securities 42,231 143,673
Loans originated 17,220,000 (11,424,771)
Purchase of premises and
equipment 10,306 18,622
Proceeds from sale of real estate 0 390,103
Purchase of FHLB stock 0 19,000
Proceeds from sale of MBS's 0 0
Proceeds from maturity of
investments 0 0
----------- ------------
Net Cash Used By Investing
Activities 17,272,537 (10,653,373)
----------- ------------
FINANCING ACTIVITIES:
Net change in deposit accounts 2,164,585 1,045,841
Proceeds from FHLB advances 3,500,000 500,000
Repayment of FHLB advances 2,000,000 0
Net change in borrowings (800,000) 0
Cash Dividends paid 79,598 0
Change in escrow (8,290) (29,237)
---------- ----------
New Cash Provided by Financing
Activities 6,935,893 1,516,604
---------- ----------
Increase In Cash And Cash
Equivalents 143,899 1,538,753
Cash and Cash equivalents at
beginning of year 3,321,182 893,649
--------- ---------
Cash and cash equivalents at
end of year $3,465,081 2,432,402
========== =========
<FN>
See accompanying notes to consolidated financial statement
</TABLE>
<PAGE>
FIRST GEORGIA HOLDING, INC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1) BASIS OF PRESENTATION
In the opinion of management, the accompanying unaudited
consolidated financial statements contain all adjustments
necessary to present fairly the financial position of First
Georgia Holding, Inc. as of December 31, 1994 and September 30,
1994. Also included are the results of its operations for the
three months ended December 31, 1994 and 1993 and changes in
financial position for the six months ended December 31, 1994 and
1993. The results of operations for the interim periods
presented are not necessarily indicative of the results to be
expected for the full year.
For further information, refer to the consolidated financial
statements and footnotes thereto included in the Bank's Annual
Report to Shareholders, incorporated by reference into the
Company's Form 10-KSB for the year ended September 30, 1994.
(2) EARNINGS PER SHARE
Earnings per common share were computed using the weighted
average number of shares outstanding during the period as shown
on the face of the Consolidated Income Statements.
<PAGE>
FIRST GEORGIA HOLDING, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY
First Georgia Bank (the Bank) has traditionally maintained
levels of liquidity above levels required by regulatory
authorities. As a member of the Federal Home Loan Bank System,
the Bank is required to maintain a daily average balance of cash
and eligible liquidity investments equal to a monthly average of
5% of withdrawable savings and short-term borrowings. The Bank's
liquidity level was 7.37% and 7.34% at December 31, 1994 and
September 30, 1994, respectively.
The Bank's operational needs, demand for loan disbursements,
and savings withdrawals can be met by loan principal, interest
payments received, new deposits, and excess liquid assets.
Significant loan demand, deposit withdrawal, increased
delinquencies, and increased real estate acquired in settlement
of loans (REO) could alter this condition. However, the Bank has
sufficient borrowing capacity through Federal Home Loan Bank
(FHLB) advances and other short-term borrowings to manage such an
occurrence. Management does not foresee any liquidity problems
for 1995.
CAPITAL RESOURCES
The following is a reconciliation at December 31 of the
Bank's equity capital under generally accepted accounting
principles to regulatory capital.
First Georgia Bank
Stockholder's Equity 10,171,000
Less:
Intangible Assets 1,645,000
------------
Tangible Capital 8,526,000
Plus:
Qualifying intangible assets 1,645,000
--------------
Core Capital 10,171,000
Plus:
Supplemental Capital 903,000
--------------
Risk-based Capital 11,074,000
================
<PAGE>
Current regulations require institutions to keep minimum
regulatory tangible capital equal to 1.5% of adjusted assets,
minimum core capital to adjusted assets of 3% (the leverage
ratio), and risk-based capital to risk-adjusted assets of 8%.
The Office of Thrift Supervision (the OTS) may increase the
minimum core capital, or leverage ratio, based on its assessment
of the institution's risk management systems and the level of
total risk in the individual institution. At December 31, 1994
the Bank met all three capital requirements.
The Bank's regulatory capital and the required minimum
amounts, at December 31, 1994, are summarized as follows:
Required
Bank Capital Minimum Amount
% $ % $
-------- ---------- ------- ---------
Tangible Capital: 6.52% 8,752,000 1.50% 2,013,000
Core Capital: 7.65% 10,397,000 3.00% 5,433,000
Risk-based Capital: 10.08% 11,300,000 8.00% 8,964,000
Excess over Required Minimum Amount
% $
-------- ------------
Tangible Capital: 5.02% 6,739,000
Core Capital: 3.65% 4,964,000
Risk-based Capital: 2.08% 2,336,000
The Federal Deposit Insurance Corporation Improvement Act
(FDICIA) required the Federal banking agencies to take "prompt
corrective action" in respect to institutions that do not meet
minimum capital requirements. Along with the ratios described
above, FDICIA also introduced an additional capital measurement,
the Tier 1 risk-based capital ratio. The Tier 1 ratio is the
ratio of Tier 1 or core capital to total risk-adjusted assets.
FDICIA establishes five capital tiers: "well capitalized,"
"adequately capitalized," "undercapitalized," "significantly
undercapitalized," and "critically undercapitalized." The
regulators summarize their minimum requirements for the five
capital tiers established by the FDICIA as follows:
<PAGE>
Total Tier 1
Risk-based Risk-based Leverage
Capital Ratio Capital Ratio Ratio
--------------- -------------- ----------
Well capitalized 10% or above 6% or above 5% or above
Adequately
capitalized 8% or above 4% or above 4% or above
Undercapitalized Less than 8% Less than 4% Less than 8%
Significantly
undercapitalized Less than 8% Less than 4% Less than 3%
Critically
undercapitalized ------------ ------------ 2% or less
An unsatisfactory examination rating may cause an
institution's capitalization category to be lower than suggested
by its actual capital position.
At December 31, 1994, the Bank's Tier 1 risk-based capital
ratio was 9.08%. If a depository institution should fail to meet
its regulatory capital requirements, regulatory agencies can
require submission and funding of a capital restoration plan by
the institution, place limits on its activities, require the
raising of additional capital and, ultimately, require the
appointments of a conservator or receiver for the institution.
The Bank's capital position changed during the quarter ended
December 31, 1994. Total capital as well as tangible capital,
core capital, and risk-based capital continued to increase during
the quarter. The mix of risk-based assets and additional
earnings are the primary factors for this increase.
RESULTS OF OPERATIONS
INTEREST INCOME
Interest income on loans increased $129,711 or 5.27% for the
quarter ended December 31, 1994, compared for the same quarter
ended December 31, 1993. The average rate on loans increased
from 8.58% as of December 31, 1993 to 8.84% as of December 31,
1994. The increase in interest income is attributable in part to
the increase in the average rate on loans and a higher average
loan balance as of December 31, 1994. Competition for loans
remains strong while loan demand remains steady despite rising
interest rates. However, the Bank continues to be selective in
the loans that it makes. Total interest income increased
$145,525, a 5.66% jump from the same quarter in the previous
year.
<PAGE>
INTEREST EXPENSE
Interest on deposits increased $23,549 or 1.66% for the
quarter ended December 31, 1994 as compared with December 31,
1993. The main reason for this small increase is the increased
cost in acquiring funds.
NET INTEREST INCOME
Net Interest income increased $121,976 or 10.56% for the
quarter ended December 31, 1994. This increase again is the
result of higher loan balances and an upward trend in interest
rates. The increase was offset somewhat by an increase in
deposit rates attributable to the higher cost of borrowing funds.
PROVISION FOR LOAN LOSSES
Management's evaluation of the risk elements in the loan
portfolio is the basis for the provision for loan losses. The
elements include possible declines in the value of collateral due
to changing economic conditions and depreciation over time, size
and composition of the loan portfolio, and current economic
conditions that might affect a borrower's ability to pay. Review
of specific problem loans, regulatory examinations, historical
charge-off experience, and levels of nonperforming and past due
loans are other elements considered. Management reviews these
factors frequently and determines if the level of loan loss
allowances is adequate. Management believes its allowance for
loan losses is sufficient at December 31, 1994 to provide for
future losses. The provision for loan losses expense dropped
$39,000 for the quarter. Net Interest Income after Provision for
Loan Losses for the quarter ended December 31, 1994 increased
$160,976, or 14.43% as compared to the same three month period in
1993.
OTHER INCOME
Other Income for the quarter dropped $10,243, a 3.75%
difference from the same quarter the previous year. This
decrease was the in other operating income and is the result of
lower income in several small areas.
OTHER EXPENSES
Management's attention to expense control shows continued
improvement. Other expenses decreased $36,213 (3.43%) for the
quarter. Net income for the quarter ended December 31,1994
increased $116,211 or 55.67% over quarter ended December 31,
1993.
<PAGE>
FINANCIAL CONDITION
ASSETS
Loans increased $1,723,841 or 2% for the three month period
from September 30, 1994 to December 31, 1994. Even with rising
rates loans showed strong growth. Interest bearing deposits in
other banks increased 143,899 or 4% due to an increase in
deposits.
LIABILITIES
Deposits increased in the three month period $2,164,585 or
2%. Federal Home Loan Bank advances increased by $200,000, or
1%; however, the Bank was able to repay a security sold under
agreement to repurchase, decreasing Other Borrowings by
$1,000,000 (81%). This repayment aided in keeping interest
expense to a minimum. Although deposit rates rose moderately in
the last three months, the rise has not been very significant.
<PAGE>
PART II
ITEM 5. Other Information
The Company declared a $0.06 per share dividend on all
shares outstanding as of December 1, 1994. The
dividend was paid on December 15, 1994.
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the
registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
DATE: JANUARY 18, 1995 BY: G. FRED COOLIDGE III
G. Fred Coolidge III
Senior Vice President
Chief Financial Officer
<PAGE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 9
<CIK> 0000826491
<NAME> FIRST GEORGIA HOLDING
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> QTR-1
<FISCAL-YEAR-END> SEP-30-1995
<PERIOD-END> DEC-31-1994
<CASH> 3465
<INT-BEARING-DEPOSITS> 565
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 0
<INVESTMENTS-CARRYING> 7432
<INVESTMENTS-MARKET> 0
<LOANS> 116205
<ALLOWANCE> 903
<TOTAL-ASSETS> 135558
<DEPOSITS> 105572
<SHORT-TERM> 500
<LIABILITIES-OTHER> 2867
<LONG-TERM> 16448
<COMMON> 1327
0
0
<OTHER-SE> 8844
<TOTAL-LIABILITIES-AND-EQUITY> 135558
<INTEREST-LOAN> 2589
<INTEREST-INVEST> 110
<INTEREST-OTHER> 15
<INTEREST-TOTAL> 2714
<INTEREST-DEPOSIT> 1161
<INTEREST-EXPENSE> 1438
<INTEREST-INCOME-NET> 1276
<LOAN-LOSSES> 0
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 1019
<INCOME-PRETAX> 521
<INCOME-PRE-EXTRAORDINARY> 521
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 323
<EPS-PRIMARY> 0.23
<EPS-DILUTED> 0.23
<YIELD-ACTUAL> 9.36
<LOANS-NON> 3399
<LOANS-PAST> 36
<LOANS-TROUBLED> 145
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 984
<CHARGE-OFFS> 104
<RECOVERIES> 24
<ALLOWANCE-CLOSE> 904
<ALLOWANCE-DOMESTIC> 904
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
