<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 ACT
OF 1934
For the quarterly period ended June 30, 1997
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[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT
For the transition period from ___________ to ___________
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 June 30, 1997 ---------- 1,388,382
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EUFAULA BANCCORP, INC. AND SUBSIDIARIES
INDEX
<TABLE>
<CAPTION>
Part I. Page No.
<S> <C> <C>
Item 1. Financial Information
Consolidated Balance Sheet--June 30, 1997 3
Consolidated Statements of Income-Six months 4
ended June 30, 1997 and 1996
Consolidated Statements of Cash Flows; 5
Six Months ended June 30, 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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<PAGE>
Item 1 - Part 1 - Financial Information
EUFAULA BANCCORP, INC. & SUBSIDIARIES
Consolidated Balance Sheet
June 30, 1997
(unaudited)
(Dollars in Thousands)
<TABLE>
<CAPTION>
ASSETS
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<S> <C>
Cash & Due from Banks $ 6,999
Interest bearing deposits in banks 500
Investment Securities:
Held to maturity 9,729
Available for Sale at est. market value 21,849
Federal Funds Sold 2,275
Loans 67,300
Less Allowance for loan losses 686
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66,614
Premises & Equipment, Net 2,830
Intangible Assets 1,509
Other Assets 2,963
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TOTAL ASSETS $ 115,268
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LIABILITIES & STOCKHOLDERS' EQUITY
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Deposits:
Non interest-bearing demand $ 20,257
Interest-bearing Demand 28,113
Savings 4,929
Time Deposits 43,901
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TOTAL DEPOSITS $ 97,200
Federal Funds Purchased 500
Other Borrowings 5,000
Other Liabilities 1,165
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TOTAL LIABILITIES $ 103,865
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STOCKHOLDERS' EQUITY
Common Stock, par value $15,000,000
shares authorized: 1,388,382 shares issued 1,388
Surplus 498
Retained Earnings 9,553
unrealized gain (loss) on investments (36)
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Total Equity $ 11,403
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TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 115,268
========
</TABLE>
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<PAGE>
CONSOLIDATED STATEMENTS OF INCOME
Six Months Ended June 30, l997 and June 30, l996
(unaudited)
(Dollars in Thousands, except per share amounts)
<TABLE>
<CAPTION>
Interest Income 1997 1996
<S> <C> <C>
Interest & fees on loans $ 2943 $ 2486
Interest on Federal Funds Sold 36 70
Interest on interest-bearing deposits 292 7
Interest on taxable securities 593 865
Interest on not-taxable securities 239 236
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$ 4103 $ 3664
Interest Expense
Interests on deposits $ 1624 $ 1457
Interest on Federal Funds Purchased/
Other Borrowed Funds 98 4
Net interest income $ 2381 $ 2203
Provision for loan losses 77 45
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Net interest income after
provision for loan losses $ 2304 $ 2158
Other Operating Income
Service Charges on deposit accounts 384 339
Security Gains 5 15
Other Income 194 155
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583 509
Other operating expenses
Salaries & Other Employee Benefits $ 1163 $ 1004
Occupancy & Equipment expenses 293 248
Other operating expense 723 602
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$ 2179 $ 1854
Income before taxes $ 708 $ 813
Applicable Income Taxes 231 267
Net Income after Taxes $ 477 $ 546
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Per share of common stock based on
average number of shares outstanding
during period
Net Income .34 .41
Average shares outstanding 1,388,382 1,353,204
Cash dividends per share of common stock .105 .10
</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
Six Months Ended June 30, 1997 and June 30, l996
(Unaudited)
(Dollars in Thousands)
<TABLE>
<CAPTION>
1997 1996
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CASH FLOWS FROM OPERATING ACTIVITIES
<S> <C> <C>
Net Income $ 477 $ 546
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Depreciation & amortization 99 82
Provision for loan losses 77 45
Securities gains 5 (15)
(Increase) decrease in interest receivable 28 35
Increase in interest payable 50 2
Other prepaids, deferrals and accruals, net 193 (1838)
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Net cash provided by operating activities $ 929 $(1143)
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CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sales & maturities of investment
securities $ 7355 $ 2357
Purchase of investment securities (2005) (5071)
Net decrease in Federal Funds sold (900) (1275)
Net (increase) decrease in bank-owned deposits 250 -0-
Net increase in loans (15179) (724)
Purchase of property & equipment (516) (222)
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Net cash provided by investing activities $(10995) $(4935)
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase (decrease) in deposits $ 6903 $ 8745
Net increase (decrease) in Fed Funds purchased (700) (550)
Net increase in other borrowings 3525 -0-
Proceeds from exercise of stock options 161 -0-
Dividends paid (145) (136)
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Net cash used in financing activities $ 9744 $ 8059
Net increase (decrease) in cash and due from banks (322) 1981
Cash & due from banks, beginning of period 7321 7215
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Cash & due from banks, end of period $ 6999 $ 9196
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SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid during period for:
Interest $ 1722 $ 1509
</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 six month period ended June 30,
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 June 30, 1997 , the Company experienced an increase of 11.85 % in total
assets as compared to June 30, 1996. This increase is a result of a 37 %
increase in loans and a 5.2 % 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 $38,000.00 less than amortized cost at June 30, 1997.
LIQUIDITY
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As of June 30, 1997, the liquidity ratio was above 30 %. 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
Net interest income for six months ended June 30, 1997 amounted to
$2,381,000, representing an increase of $178,000 or 8.08% from net interest
income of $2,203,000 for the six months ended June 30, 1996. Non-interest
income for the six months ended June 30, 1997 amounted to $583,000 as compared
to $509,000 for the six months ended June 30, 1996, representing an increase of
$74,000 or 14.54%. Service charges on deposit accounts increased $45,000 or
13.27% to $384,000 for the six months ended June 30, 1997 as compared to
$339,000 for the six months ended June 30, 1996. This increase in service
charges was attributable to an increase in deposits of approximately $5,000,000
to $97,000,000 at June 30, 1997 as compared to $92,000,000 at June 30, 1996.
All other non-interest income increased $29,000 or 17.06% to $199,000 for the
six months ended June 30, 1997 as compared to $170,000 for the six months ended
June 30, 1996.
Non-interest expense for the six months ended June 30, 1997 amounted
$2,179,000, representing an increase of $325,000 or 17.53% from non-interest
expense of $1,854,000 for the six months ended June 30, 1996. Salaries and
benefits increased $159,000 or 15.84% to $1,163,000 for the six months ended
June 30, 1997 as compared to $1,004,000 for the six months ended June 30, 1996.
Approximately $50,000 of the increase in salaries and benefits is attributable
to the establishment of a loan production office in Montgomery, Alabama in
January of 1997. Occupancy and equipment expense increased $45,000 to $293,000
for six months ended June 30, 1997 as compared to $248,000. The increase in
occupancy and equipment expense is attributable to the opening of a new branch
bank in Florida and the renovation of the Eufaula Bank. Other non-interest
expense increased $121,000 to $723,000 for the six months ended June 30, 1997 as
compared to $602,000 for the six months ended June 30, 1996. Directors fees
increased $41,000, auditing and accounting expense increased $44,000 and
consulting fees increased $13,000.
Because of the significant increase in non-interest expense, net income
decreased $69,000 to $477,000 for the six months ended June 30, 1997 as compared
to $546,000 for the six months ended June 30, 1996.
Total cash and due from banks amounted to $7,499,000 at June 30, 1997 as
compared to $9,446,000 at June 30, 1996, representing a decrease of $1,947,000.
Securities and temporary investments decreased $4,908,000 to $33,853,000 at June
30, 1997 as compared to $38,761,000 at June 30, 1996. Loans net of allowance
for loan losses increased $18,085,000 to $66,614,000 at June 30, 1997 as
compared $48,529,000 at June 30, 1996. The increase in loans was funded
primarily by the decrease in securities and temporary investments, an increase
of $4,841,000 in deposits and an increase of $5,800,000 in short-term borrowing.
Total equity increased $1,580,000 to $11,403,00 at June 30, 1997 as compared to
$9,823,000 at June 30, 1996. Total assets increased $12,211,000 to $115,268,000
at June 30,1997 as compared to $103,057,000 at June 30, 1996.
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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: 8-06-97 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> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1997
<PERIOD-END> JUN-30-1997
<CASH> 6,999
<INT-BEARING-DEPOSITS> 500
<FED-FUNDS-SOLD> 2,275
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 9,729
<INVESTMENTS-CARRYING> 21,849
<INVESTMENTS-MARKET> 0
<LOANS> 67,300
<ALLOWANCE> 686
<TOTAL-ASSETS> 115,268
<DEPOSITS> 97,200
<SHORT-TERM> 0
<LIABILITIES-OTHER> 6,665
<LONG-TERM> 0
0
0
<COMMON> 1,388
<OTHER-SE> 10,015
<TOTAL-LIABILITIES-AND-EQUITY> 115,268
<INTEREST-LOAN> 2,943
<INTEREST-INVEST> 1,124
<INTEREST-OTHER> 36
<INTEREST-TOTAL> 4,103
<INTEREST-DEPOSIT> 1,624
<INTEREST-EXPENSE> 98
<INTEREST-INCOME-NET> 2,381
<LOAN-LOSSES> 77
<SECURITIES-GAINS> 5
<EXPENSE-OTHER> 2,179
<INCOME-PRETAX> 708
<INCOME-PRE-EXTRAORDINARY> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 477
<EPS-PRIMARY> .34
<EPS-DILUTED> .34
<YIELD-ACTUAL> 8.32
<LOANS-NON> 0
<LOANS-PAST> 40
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 465
<ALLOWANCE-OPEN> 496
<CHARGE-OFFS> 24
<RECOVERIES> 7
<ALLOWANCE-CLOSE> 532
<ALLOWANCE-DOMESTIC> 532
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
