<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
Mark one
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE CT OF 1934
For the quarterly period ended March 31, 1997
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[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT
For the transition period from to
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Commission File Number: 33-23062
Eufaula BancCorp, Inc.
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(Exact name of small business issuer as specified in its charter)
Delaware 63-0989868
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(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
Post Office Box 1269, Eufaula, Alabama 36072
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Address of principal executive offices
(334) 687-3581
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(Issuer's Telephone Number)
N/A
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(Former name, former address and former fiscal
year, if changed since last report)
Check whether the issuer (1) filed all reports required to filed by Section 13
or 15 (d) of the Exchange Act during the past 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
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APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of common equity, as of March 31, 1997 ---------- 1,368,382
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EUFAULA BANCCORP, INC. AND SUBSIDIARIES
INDEX
<TABLE>
<CAPTION>
Part I. Page No.
Item 1. Financial Information
<S> <C> <C>
Consolidated Balance Sheet--March 31, 1997 3
Consolidated Statements of Income-Three months 4
ended March 31, 1997 and 1996
Consolidated Statements of Cash Flows; 5
Three Months ended March 31, 1997 and 1996
Note to Consolidated Financial Statements 6
Item 2. Management's discretion and analysis of financial
condition and results of operations. 7 & 8
Part II. Other Information
Item 4. Any matter submitted to the security holders for a vote 10
Item 6. Exhibits and reports on Form 8-K 10
</TABLE>
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Item 1 - Part 1 - Financial Information
EUFAULA BANCCORP, INC. & SUBSIDIARIES
Consolidated Balance Sheet
March 31, l997
(unaudited)
(Dollars in Thousands)
<TABLE>
<CAPTION>
ASSETS
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<S> <C>
Cash & Due from Banks $ 4981
Interest bearing deposits in banks 750
Investment Securities:
Held to maturity 10042
Available for Sale at est. market value 25320
Federal Funds Sold 0
Loans 59028
Less Allowance for loan losses 643
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58385
Premises & Equipment, Net 2652
Intangible Assets 1529
Other Assets 3112
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TOTAL ASSETS $ 106771
LIABILITIES & STOCKHOLDERS' EQUITY
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Deposits:
Non interest-bearing demand $ 17980
Interest-bearing Demand 28220
Savings 5492
Time Deposits 39841
TOTAL DEPOSITS $ 91533
Federal Funds Purchased 1950
Other Liabilities 2464
TOTAL LIABILITIES $ 95947
STOCKHOLDERS' EQUITY
Common Stock, par value $1 2,000,000
shares authorized: 1,368,382 shares issued 1368
Surplus 438
Retained Earnings 9302
unrealized gain (loss) on investments (284)
Total Equity $ 10824
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 106771
</TABLE>
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<PAGE>
CONSOLIDATED STATEMENTS OF INCOME
Three Months Ended March 31, l997 and March 31, l996
(unaudited)
(Dollars in Thousands, except per share amounts)
<TABLE>
<CAPTION>
Interest Income 1997 1996
<S> <C> <C>
Interest & fees on loans $ 1,323 $ 1,210
Interest on Federal Funds Sold 23 33
Interest on interest-bearing deposits 11 4
Interest on taxable securities 455 417
Interest on not-taxable securities 120 118
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$ 1,932 $ 1,782
Interest Expense
Interests on deposits $ 780 $ 726
Interest on long term borrowing -0- -0-
Interest on Federal Funds Purchased 31 2
Net interest income $ 1,121 $ 1,054
Provision for loan losses 30 23
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Net interest income after
provision for loan losses $ 1,091 $ 1,031
Other Operating Income
Service Charges on deposit accounts 210 172
Security Gains -0- 5
Other Income 77 78
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287 255
Other operating expenses
Salaries & Other Employee Benefits $ 570 $ 496
Occupancy & Equipment expenses 142 121
Other operating expense 358 280
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$ 1,070 $ 897
Income before taxes $ 308 $ 389
Applicable Income Taxes 98 120
Net Income after Taxes $ 210 $ 269
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Per share of common stock based on
average number of shares outstanding
during period
Net Income .15 .20
Average shares outstanding 1,368,382 1,368,382
Cash dividends per share of common stock .00 .05
</TABLE>
The accompanying note is an integral part of these consolidated financial
statements.
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<PAGE>
EUFAULA BANCCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW
Three Months Ended March 31, 1997 and March 31, l996
(Unaudited)
(Dollars in Thousands)
<TABLE>
<CAPTION>
1997 1996
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<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income $ 210 $ 269
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Depreciation & amortization 49 41
Provision for loan losses 30 23
Securities gains 0 (5)
(Increase) decrease in interest receivable 93 144
Increase in interest payable 15 2
Other prepaids, deferrals and accruals, net (441) (463)
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Total adjustments (254) (258)
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Net cash provided by operating activities $ (44) $ 11
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CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sales & maturities of investment
securities $ 1,909 $ (84)
Purchase of investment securities (375) (2,100)
Net decrease in Federal Funds sold 1,375 (1,575)
Net (increase) decrease in bank-owned deposits -0- -0-
Net increase in loans (6,903) (904)
Purchase of property & equipment (288) (141)
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Net cash provided by investing activities $(4,282) $(4,804)
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase (decrease) in deposits $ 1,236 $ 3,115
Net increase (decrease) in Fed Funds purchased 750 (325)
Repayment of long term debt -0- -0-
Dividends paid -0- (68)
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Net cash used in financing activities $ 1,986 $ 2,722
Net increase (decrease) in cash and due from banks (2,340) (2,071)
Cash & due from banks, beginning of period 7,321 7,215
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Cash & due from banks, end of period $ 4,981 $ 5,144
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SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during period for:
Interest $ 811 $ 753
</TABLE>
The accompanying note is an integral part of these consolidated financial
statements.
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<PAGE>
EUFAULA BANCCORP, INC. AND SUBSIDIARIES
NOTE TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1. Basis of Presentation
The financial information included here is unaudited; however,
such information reflects all adjustments (consisting solely of
normal recurring adjustments) which are, in the opinion of
management, necessary for a fair statement of results for the
interim periods.
The results of operations for the three month period ended March
31, l997, are not necessarily indicative of the results to be
expected for the full year.
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<PAGE>
EUFAULA BANCCORP, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The following is management's discussion and analysis of certain significant
factors which have affected the Company's financial position and operating
results during the periods included in the accompanying consolidated financial
statements.
FINANCIAL CONDITION
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As of March 31, 1997 , the Company experienced an increase of 9 % in total
assets as compared to March 31, 1996. This increase is a result of a 20 %
increase in loans and a 6 % increase in deposits.
On January 1, 1994, the Company adopted Statement of Financial Account Standard
("SFAS") no. 115, "Accounting for certain investments in debt and equity
securities." The Company classified approximately $20 million of its security
portfolio as available for sale. In accordance with SFAS No. 115, those
securities are being carried at market value which was, with tax effect,
approximately $288,000.00 less than amortized cost at March 31, 1997.
LIQUIDITY
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As of March 31, 1997, the liquidity ratio was 35.20 %. Liquidity is measured by
the ratio of net cash, short-term and marketable securities to net deposits and
short-term liabilities. Management believes that this ratio is more than
adequate to meet the liquidity needs of the Bank.
CAPITAL
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Both the leverage capital ratio and the risk-based capital ratio are well above
the minimum requirements.
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<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF
FINANCIAL CONDITION AND RESULTS OF OPERATION
Eufaula BancCorp, Inc.'s total assets increased 9 % from March 31, 1996, to
March 31, 1997 with total assets outstanding as of month end March, 1997, of
$106,771,000. Within the assets category investments remained approximately the
same. Net loans increased from $48,732,000 to $58,384,000 an increase of 20 %,
and goodwill decreased from $1,608,000 to $1,529,000 a decrease of 5 %. The
decrease in goodwill is a result of the write down of the amount paid for First
American Bank of Walton County above the book value.
Total deposits increased 6 % from $86,729,000 to $91,533,000, this comes as a
result of growth not only in Eufaula but also in Walton County. Capital is up
to $10,824,000 an increase of 8.7% over the $9,955,000 at the end of March
1996. Profits at the holding company level decreased to $210,000 or 22% under
the first quarter of 1996. Total income of $2,229,000 is 8.89 % over the
$2,047,000 for the end of the first quarter of 1996. Interest income was up 10
% to $1,891,000.
Total interest expense was up 11.43 % from March of 1996 to $809,000. Salaries
and benefits were up 14.3 %, real estate expense up 45.6 % and other operating
expenses up 17 %. Net income after taxes at $210,000 for March 1997, equates to
a 22% decrease in the $269,000 net profit figure for March 1996.
Earnings per share of stock at the holding company level are $ .15 or 25 %
below the March 1996, figure of $ .20 per share. The book value is up from
$7.36 to $7.91 and PE ratio has increased from 16.56 % to 24.18 % since last
year. Capital continues to be strong at 10.13% and the holding company is in
position to do at least as well as last year. If the next quarter is as good
from an earnings perspective we should end up making slightly more than we did
last year.
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<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: 5-8-97 EUFAULA BANCCORP, INC.
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BY: /s/ Greg Faison
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Greg Faison, President
BY: /s/ Gloria A. Hagler
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Gloria A. Hagler, Secretary/Treasurer
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<PAGE>
PART II - OTHER INFORMATION
Item 4. Any matter submitted to the security holders for a vote.
The following items were brought before the Eufaula BancCorp, Inc.
Shareholders at their last meeting held on April 8, 1997, and at a
special called meeting held on December 10,1996, for a vote and were
unanimously approved:
1. Election of the following directors:
For a one year term:
Greg B. Faison
Kenneth R. McCartha
For a two year term:
Michael C. Dixon
Robert M. Dixon
James J. Jaxon, Jr.
For a three year term:
Janis R. Biggers
Thomas Harris
Frank McRight
2. Authorization of Greg Faison to vote the shares held in Eufaula Bank
& Trust Company and First American Bank by Eufaula BancCorp, Inc.,
at their annual Shareholders' meeting.
3. Approval of Mauldin & Jenkins, CPA's as accountants for Eufaula
BancCorp, Inc.
4. Approval of two-for-one stock split to shareholders of record on
December 13, 1996, and payable on December 20, 1996.
5. Approval to amend the Corporation's Certificate of Incorporation
increasing the number of shares of authorized common stock from
2,000,000 shares, $1.00 par value, to 5,000,000 shares, $1.00 par
value.
6. Approved members of the Board of Directors of the Corporation
eligibility to be granted stock options pursuant to the terms of
Stock Option Plan of 1994.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits.
NONE
(b) Report on Form 8-K.
NONE
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<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 4,981
<INT-BEARING-DEPOSITS> 750
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 25,320
<INVESTMENTS-CARRYING> 10,042
<INVESTMENTS-MARKET> 0
<LOANS> 59,028
<ALLOWANCE> 643
<TOTAL-ASSETS> 106,771
<DEPOSITS> 91,533
<SHORT-TERM> 0
<LIABILITIES-OTHER> 4,414
<LONG-TERM> 0
1,368
0
<COMMON> 0
<OTHER-SE> 9,456
<TOTAL-LIABILITIES-AND-EQUITY> 106,771
<INTEREST-LOAN> 1,323
<INTEREST-INVEST> 575
<INTEREST-OTHER> 34
<INTEREST-TOTAL> 1,932
<INTEREST-DEPOSIT> 780
<INTEREST-EXPENSE> 811
<INTEREST-INCOME-NET> 1,121
<LOAN-LOSSES> 30
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 1,070
<INCOME-PRETAX> 308
<INCOME-PRE-EXTRAORDINARY> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 210
<EPS-PRIMARY> (15)
<EPS-DILUTED> .15
<YIELD-ACTUAL> 8.40
<LOANS-NON> 7
<LOANS-PAST> 19
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 45
<ALLOWANCE-OPEN> 496
<CHARGE-OFFS> 15
<RECOVERIES> 3
<ALLOWANCE-CLOSE> 501
<ALLOWANCE-DOMESTIC> 501
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
