SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB/A
(Mark One)
X QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996.
OR
TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
Commission File No. 0-27448
GOLDEN ISLES FINANCIAL HOLDINGS, INC.
(Exact name of small business issuer as specified in its charter)
Georgia 58-1756713
(State of Incorporation) (I.R.S. Employer
Identification No.)
200 Plantation Chase, St. Simons Island, Georgia
(Address of Principal Executive Offices)
(912) 638-0667
(Issuer's Telephone Number, Including Area Code)
Not Applicable
Former Name, Former Address and Former Fiscal Year, if Changed Since Last
Report)
Check whether the issuer (1) 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 issuer 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 CORPORATE ISSUERS: Indicate the number of shares
outstanding of each of the issuer's classes of common equity as of the
latest practicable date.
Common Stock, no par value per share: 2,337,244 shares issued and
outstanding as of May 10, 1996, of which 896,968 shares are combined with
a nondetachable Class A Warrant to purchase one additional share of Common
Stock.
Transitional Small Business Disclosure Format:
Yes No X
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
Exhibit No.: Description
3.(i) Restatement and Amendment of the Articles of Incorporation of
GIFH, effective August 24, 1995 (filed as Exhibit 3.(i) to
GIFH's Quarterly Report on Form 10-QSB for the quarter ended
September 30, 1995 (File Number 33-19735-A), filed with the
Commission on November 13, 1995 and incorporated herein by
reference).
3.(ii) By-Laws of GIFH (filed as Exhibit 3.(ii) to GIFH's Quarterly
Report on Form 10-QSB for the quarter ended September 30, 1995
(File No. 33-19735-A), filed with the Commission on November 13,
1995 and incorporated herein by reference).
4.1 See Exhibits 3.(i) and 3.(ii) for provisions in GIFH's Articles
of Incorporation and Bylaws defining the rights of holders of
GIFH's Common Stock.
4.2 Form of Class A Stock Purchase Warrants and Agreement with
Holders of Class A Warrants (incorporated by reference to
Appendices B and C to Amendment No. 2 to GIFH's Registration
Statement on Form SB-2 (File Number 33-77822), filed with the
Commission on May 1, 1995).
10.1 The Golden Isles Financial Holdings, Inc. 1991 Incentive Stock
Option Plan and The Golden Isles Financial Holdings, Inc. 1991
Nonstatutory Stock Option Plan (incorporated by reference to
Exhibit 10(a) to GIFH's Annual Report on Form 10-KSB for the
year ended December 31, 1992).
10.2 Promissory note and stock pledge of GIFH dated September 30,
1993 in favor of Southeastern Bank (incorporated by reference to
Exhibit 10(b) to GIFH's Annual Report on Form 10-KSB for the
year ended December 31, 1993).
10.3 Employment agreement between the Bank and Paul D. Lockyer by
letter dated June 5, 1992 (incorporated by reference to Exhibit
10.3 to GIFH's Registration Statement on Form SB-2 (File Number
33-77822), filed with the Commission on May 27, 1994).
10.4 Loan and Security Agreement dated March 14, 1995, between
BankAmerica Business Credit, Inc. and First Credit Service
Corporation (incorporated by reference to Exhibit 10(b) to
GIFH's Annual Report on Form 10-KSB for the year ended December
31, 1994).
10.5 HUD-1 Settlement Statement (incorporated by reference to Exhibit
10(c) to GIFH's Annual Report on Form 10-KSB for the year ended
December 31, 1994).
10.6 AIA Document A101 Standard Form of Agreement Between Owner and
Contractor between First National Bank of Brunswick and
Newcastle Construction, Inc. (incorporated by reference to
Exhibit 10(d) to GIFH's Annual Report on Form 10-KSB for the
year ended December 31, 1994).
10.7 Stock Option Agreement dated February 22, 1994, between Golden
Isles Financial Holdings, Inc. and Paul D. Lockyer (incorporated
by reference to Exhibit 10(e) to GIFH's Annual Report on Form
10-KSB for the year ended December 31, 1994).
10.8 Stock Option Agreement dated February 22, 1994, between Golden
Isles Financial Holdings, Inc. and Michael D. Hodges
(incorporated by reference to Exhibit 10(f) to GIFH's Annual
Report on Form 10-KSB for the year ended December 31, 1994).
10.9 Stock Option Agreement dated January 28, 1993, between Golden
Isles Financial Holdings, Inc. and Paul D. Lockyer (incorporated
by reference to Exhibit 10(g) to GIFH's Annual Report on Form
10-KSB for the year ended December 31, 1994).
10.10 Stock Option Agreement dated January 28, 1993, between Golden
Isles Financial Holdings, Inc. and Michael D. Hodges
(incorporated by reference to Exhibit 10(h) to GIFH's Annual
Report on Form 10-KSB for the year ended December 31, 1994).
10.11 Employment Agreement between the Bank and Michael D. Hodges by
letter dated June 5, 1992 (incorporated by reference to Exhibit
10(j) to GIFH's Annual Report on Form 10-KSB for the year ended
December 31, 1994).
10.12 Golden Isles Financial Holdings, Inc. 1995 Stock Option Plan
(incorporated by reference to Exhibit 10.(i) to GIFH's Quarterly
Report on Form 10-QSB for the quarter ended September 30, 1995).
10.13 Form of Option Agreement, dated July 25, 1995, entered into
between GIFH and each of Paul D. Lockyer and Michael D. Hodges
(incorporated by reference to Exhibit 10.(iii) to the
Registrant's Quarterly Report on Form 10-QSB for the quarter
ended September 30, 1995).
10.14 Form of Restricted Stock Grant Agreement, dated July 25, 1995,
entered into between GIFH and each of its directors and named
executive officers (incorporated by reference to Exhibit 10.(ii)
to GIFH's Quarterly Report on Form 10-QSB for the quarter ended
September 30, 1995).
10.15 Sales Contract dated November 29, 1995 between 200 Plantation
Chase Company, a Georgia general partnership, and GIFH
(incorporated by reference to Exhibit 10(l) to GIFH's Annual
Report on Form 10-KSB for the year ended December 31, 1995).
27 Financial Data Schedule
(b) Reports on Form 8-K - There were no reports on Form 8-K filed
during the quarter ended March 31, 1996.
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.
GOLDEN ISLES FINANCIAL HOLDINGS, INC.
(Registrant)
Date: July 5, 1996
By: /s/ Paul D. Lockyer
Paul D. Lockyer
President, Chief Operating Officer and
Chief Financial Officer
INDEX TO EXHIBITS
Exhibit Sequential
Number Description Page Number
27 Financial Data Schedule 16
