|
|
|
|
|
|
|
|
|
|
|
|
|
|
Previous: AG BAG INTERNATIONAL LTD, 10-Q, 1996-08-05 |
Next: IDS SHURGARD INCOME GROWTH PARTNERS L P II, SC 13E3/A, 1996-08-05 |
<PAGE> 1
FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(mark one)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For quarterly period ended June 30, 1996
[ ] 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 0-18539
-----------------
EVANS BANCORP, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
New York 16-1332767
------------------------------ -------------------
(State of other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
14 -16 North Main Street, Angola, New York 14006
------------------------------------------------
(Address of principal executive offices)
(Zip Code)
(716) 549-1000
------------------------------------------------
(Issuer's telephone number)
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 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 [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date:
Common Stock, $2.50 Par Value--339,790 shares as of July 31, 1996
<PAGE> 2
INDEX
EVANS BANCORP, INC. AND SUBSIDIARY
<TABLE>
<CAPTION>
PAGE
PART 1. FINANCIAL INFORMATION
- - - -------------------------------
<S> <C> <C>
Item 1. Financial Statements (Unaudited)
Consolidated balance sheets--June 30, 1996 and
December 31, 1995 1
Consolidated statements of income--Three months
ended June 30, 1996 and 1995 2
Consolidated statements of income--Six months 3
ended June 30, 1996 and 1995
Consolidated statements of cash flows--Six months 4
ended June 30, 1996 and 1995
Notes to consolidated financial statements--
June 30, 1996 and 1995 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7
PART II. OTHER INFORMATION 8
- - - ---------------------------
Item 1. Legal Proceedings
Item 2. Changes In Securities
Item 3. Defaults upon Senior Securities
Item 4. Submission of Matters to a Vote of Security Holders
Item 5. Other Information
Item 6. Exhibits and Reports on Form 8-K
SIGNATURES 9
</TABLE>
<PAGE> 3
PART I - FINANCIAL INFORMATION PAGE 1
ITEM I - FINANCIAL STATEMENTS
EVANS BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
June 30, 1996 and December 31, 1995
(Unaudited)
<TABLE>
<CAPTION>
June 30, December 31,
ASSETS 1996 1995
------------------- -------------------
<S> <C> <C>
Cash and due from banks $6,897,069 $5,693,255
Interest bearing deposits in other banks 400,000 250,000
Federal Funds sold 2,415,000 500,000
Securities:
Classified as available-for-sale, at fair value 34,239,289 32,813,099
Classified as held-to-maturity, at amortized cost 5,678,829 6,141,395
Loans, net 81,104,068 75,468,504
Premises and equipment, net 3,443,209 2,614,399
Other assets 1,954,155 1,827,552
------------------- -------------------
$136,131,619 $125,308,204
=================== ===================
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Deposits:
Demand $22,172,799 $17,790,113
NOW and money market accounts 6,538,300 6,777,826
Regular savings 45,253,275 43,033,338
Time Deposits, $100,000 and over 10,108,526 6,432,749
Other time accounts 35,814,553 34,986,525
------------------- -------------------
119,887,453 109,020,551
Other liabilities 1,485,210 1,802,143
------------------- -------------------
121,372,663 110,822,694
------------------- -------------------
STOCKHOLDRS' EQUITY
Common Stock, $2.50 par value; 1,000,000
shares authorized; 339,790 and 317,481
shares issued and outstanding 849,475 793,703
Surplus 10,990,720 8,592,502
Retained earnings 3,213,100 4,953,075
Unrealized losses on available for sale securities (294,339) 146,230
------------------- -------------------
14,758,956 14,485,510
------------------- -------------------
$136,131,619 $125,308,204
=================== ===================
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE> 4
PART I - FINANCIAL INFORMATION PAGE 2
ITEM I - FINANCIAL STATEMENTS
EVANS BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
For the Three Months ended June 30, 1996 and 1995
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
June 30,
1996 1995
------------------- -------------------
<S> <C> <C>
INTEREST INCOME
Loans $1,813,850 $1,697,440
Federal funds sold 61,761 72,721
Securities:
Taxable 381,343 385,162
Non-taxable 198,718 180,875
Deposits in other banks 8,993 14,844
------------------- -------------------
2,464,665 2,351,042
INTEREST EXPENSE
Deposits 975,922 874,898
Short Term Borrowing 83 0
------------------- -------------------
NET INTEREST INCOME 1,488,660 1,476,144
PROVISION FOR CREDIT LOSSES 15,000 10,000
NET INTEREST INCOME AFTER ------------------- -------------------
PROVISION FOR CREDIT LOSSES 1,473,660 1,466,144
------------------- -------------------
NON-INTEREST INCOME:
Service charges 163,941 128,668
Other 44,963 24,398
Securities Gains and Losses 6,347 (6,917)
------------------- -------------------
215,251 146,149
NON-INTEREST EXPENSE: ------------------- -------------------
Salaries and employee benefits 628,274 564,039
Occupancy 151,383 123,254
Supplies 30,501 26,858
Repairs and maintenance 35,077 34,887
Advertising and public relations 31,709 27,490
Professional services 52,900 56,287
FDIC assessments 500 57,266
Other 216,941 151,968
------------------- -------------------
1,147,285 1,042,049
------------------- -------------------
Income before income taxes 541,626 570,244
------------------- -------------------
PROVISION FOR INCOME TAXES 153,855 179,574
------------------- -------------------
NET INCOME $387,771 $390,670
=================== ===================
NET INCOME PER COMMON SHARE $1.14 $1.15
=================== ===================
WEIGHTED AVERAGE NUMBER OF COMMON SHARES 339,790 339,790
=================== ===================
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE> 5
PART I - FINANCIAL INFORMATION PAGE 3
ITEM I - FINANCIAL STATEMENTS
EVANS BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
For the Six Months ended June 30, 1996 and 1995
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
1996 1995
-------------------- --------------------
<S> <C> <C>
INTEREST INCOME
Loans $3,574,961 $3,391,756
Federal Funds Sold 130,289 156,409
Securities:
Taxable 730,291 687,790
Non-taxable 394,342 354,335
Deposits in other Banks 16,821 24,622
-------------------- --------------------
4,846,704 4,614,912
INTEREST EXPENSE
Deposits 1,919,903 1,642,359
Short Term Borrowing 83 0
-------------------- --------------------
NET INTEREST INCOME 2,926,718 2,972,553
PROVISION FOR CREDIT LOSSES 30,000 25,000
-------------------- --------------------
NET INTEREST INCOME AFTER
PROVISION FOR CREDIT LOSSES 2,896,718 2,947,553
-------------------- --------------------
NON-INTEREST INCOME:
Service charges 326,126 254,291
Other 114,420 72,006
Securities gains and losses 9,042 (6,917)
-------------------- --------------------
449,588 319,380
-------------------- --------------------
NON-INTEREST EXPENSE:
Salaries and employee benefits 1,260,375 1,140,220
Occupancy 286,901 238,869
Supplies 56,347 47,095
Repairs and maintenance 73,142 53,913
Advertising and public relations 70,175 43,382
Professional services 107,293 120,688
FDIC Assessment 1,000 114,532
Other 431,515 319,321
-------------------- --------------------
2,286,748 2,078,020
-------------------- --------------------
Income before income taxes 1,059,558 1,188,913
-------------------- --------------------
PROVISION FOR INCOME TAXES 305,040 386,824
-------------------- --------------------
NET INCOME $754,518 $802,089
==================== ====================
NET INCOME PER COMMON SHARE $2.22 $2.36
==================== ====================
WEIGHTED AVERAGE NUMBER OF COMMON SHARES 339,790 339,790
==================== ====================
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE> 6
PART I - FINANCIA INFORMATION PAGE 4
ITEM I - FINANCIAL STATEMENTS
EVANS BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 1996 and 1995
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
1996 1995
-------------------- --------------------
<S> <C> <C>
OPERATING ACTIVITIES
Interest received $4,769,053 $4,522,067
Fees and commissions received 516,779 360,436
Interest paid (1,888,765) (1,538,521)
Cash paid to suppliers and employees (2,377,602) (2,213,487)
Income taxes paid (303,295) (522,181)
-------------------- --------------------
Net cash provided by operating
activities 716,170 608,314
-------------------- --------------------
INVESTING ACTIVITIES
Available for sale securities
Purchases (10,458,874) (8,239,614)
Proceeds from sales 4,625,320 835,824
Proceeds from maturities 3,911,873 1,313,947
Held to maturity securities
Purchases (272,703) (3,819,506)
Proceeds from sales 0 0
Proceeds from maturities 563,790 3,559,662
Additions to bank premises and equipment (979,594) (449,442)
Increase in loans, net of repayments (7,294,705) (95,938)
Proceeds from sales of loans 1,631,138 0
-------------------- --------------------
Net cash used in investing activities (8,273,755) (6,895,067)
-------------------- --------------------
FINANCING ACTIVITIES
Increase in deposits 10,866,902 8,986,725
Cash Dividends Paid (40,503) (22,305)
-------------------- --------------------
Net cash provided by financing
activities 10,826,399 8,964,420
-------------------- --------------------
Net increase in cash and cash
equivalents 3,268,814 2,677,667
Cash and cash equivalents, January 1 6,443,256 6,922,760
-------------------- --------------------
Cash and cash equivalents, March 31 $9,712,070 $9,600,427
==================== ====================
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE> 7
PART I - FINANCIAL INFORMATION PAGE 5
ITEM I - FINANCIAL STATEMENTS
EVANS BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 1996 and 1995
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
1996 1995
-------------------- --------------------
<S> <C> <C>
RECONCILIATION OF NET INCOME TO NET CASH
PROVIDED BY OPERATING ACTIVITIES:
Net income $754,518 $802,089
-------------------- --------------------
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 121,222 118,405
Provision for credit losses 30,000 25,000
Gain on sale of assets (23,039) 6,917
Increase in accrued interest payable 31,221 103,838
Increase in accrued interest receivable (34,595) (58,505)
Increase in other liabilities 60,286 (339,027)
Increase in other assets (223,443) (50,403)
-------------------- --------------------
Total adjustments (38,348) (193,775)
-------------------- --------------------
NET CASH PROVIDED BY
OPERATING ACTIVITIES $716,170 $608,314
==================== ====================
SUPPLEMENTAL DISCLOSURE
OF CASH FLOW INFORMATION:
Transfers of available for sale securities to held
to maturity securities $0 $0
==================== ====================
Net unrealized gain/(loss) on available for sale securities ($294,339) ($15,364)
==================== ====================
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE> 8
PART I - FINANCIAL INFORMATION PAGE 6
ITEM 1 - FINANCIAL STATEMENTS
EVANS BANCORP, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 1996 AND 1995
(UNAUDITED)
1. GENERAL
-------
The accounting and reporting policies followed by Evans Bancorp, Inc., a
bank holding company, and its subsidiary, Evans National Bank, in the
preparation of the accompanying interim financial statements conform
with generally accepted accounting principles and with general practice
within the banking industry.
The accompanying financial statements are unaudited. In the opinion of
management, all adjustments necessary for a fair presentation of
financial position and results of operations for the interim periods
have been made. Such adjustments are of a normal recurring nature.
The results of operations for the six month period ending June 30, 1996
are not necessarily inductive of the results to be expected for the full
year.
2. SECURITIES
----------
In 1994 the Bank implemented accounting procedures for securities as
outlined in Statement of Financial Accounting Standard No. 115.
Securities which the Bank has the ability and intent to hold to maturity
are stated at cost, plus discounts accrued and less premiums amortized.
Securities which the Bank has identified as available for sale are
stated at fair value.
3. ALLOWANCE FOR CREDIT LOSSES
---------------------------
The provision for credit losses is based on management's evaluation of
the relative risks inherent in the loan portfolio and, on an annual
basis, generally exceeds the amount of net loan losses charged against
the allowance.
4. INCOME TAXES
------------
Provision for deferred income taxes are made as a result of timing
differences between financial and taxable income. These differences
relate principally to directors deferred compensation, pension premiums
payable and deferred loan origination expenses.
5. PER SHARE DATA
--------------
The per share of common stock information is based upon the weighted
average number of shares outstanding during each period, retroactively
adjusted for stock dividends.
<PAGE> 9
PART I - FINANCIAL INFORMATION PAGE 7
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS
MATERIAL CHANGES IN FINANCIAL CONDITION
- - - ---------------------------------------
Total deposits increased 10% over the first six months of 1996. This
compares to an increase of 8.9% over the same time period last year. Time
deposits over $100,000 have increased 57.2%, largely due to additional municipal
deposits obtained through the competitive bidding process. Other time accounts
are up 2.4%, regular savings balances grew 5.2% and demand deposits increased
25%. Now account balances dropped 3.5%.
Total net loans of $81.1 million reflect an increase of 7.5% since
December 31, 1995. Loan demand has been strong since the last quarter of 1995
and is expected to remain strong throughout 1996. The successful promotion of
variable rate home equity loans has contributed to the increase in net loans in
1996. In addition, there has been a significant increase in commercial loan
activity. Growth has not only outpaced runoff, but offset sales of $509 thousand
in NYSHE loans to SLMA and $1.1 million in residential mortgages to FNMA.
The securities portfolio increased 2.5% between December 31, 1995 and
June 30, 1996, compared to an increase of 21.6% over the first six months of
1995. Excess funds were invested in securities in early 1995 when loan demand
was low. Since loan activity has picked up, fewer dollars are being directed
into securities. The Bank's portfolio remains concentrated in US government and
agency securities and New York State Municipal Bonds. This concentration
provides a source of liquidity and cash flows, reduces risk factors and improves
tax status.
The significant increase in premises and equipment over the first six
months of 1996 is the result of the construction of a new retail facility in the
Town of Evans, NY which opened on May 6, 1996. Renovations are currently
underway at the Main Street, Angola building which now serves primarily as an
operations center. This building houses the Bank's administration and loan
divisions, finance, bookkeeping, proof and computer departments and a small
retail facility.
The annualized return on average assets at June 30, 1996 was 1.14%. The
return on average assets at December 31, 1995 was 1.34%. The Bank's annualized
return on average equity at June 30, 1996 was 9.90% comparaed to 11.59% at
December 31, 1995. The capital to assets ratio at June 30, 1996 of 11.44%
compares to 11.85% at December 31, 1995. Total assets have increased 8.6% since
December 31, 1995.
MATERIAL CHANGES IN THE RESULTS OF OPERATIONS
- - - ---------------------------------------------
Net interest income for the quarter ending June 30, 1996 increased less
than 1% over the same three month period in 1995. Interest Income for the
quarter increased 4.8%, however, higher rates and increased interest-bearing
deposit volume resulted in an increase of 11.6% in interest expense. The
year-to-date net interest margin was 4.71% as of June 30, 1996 versus 5.16% as
June 30, 1995. The year-to-date tax-equivalent yield on earning assets was 8.20%
at June 30, 1996 compared to 8.32% on June 30, 1995. Comparatively, the
year-to-date cost of funds on interest-bearing deposits was 3.97% increasing
from 3.65% at June 30, 1995.
The year-to-date provision for credit losses was $30 thousand through
June 30, 1996 as compared to $25 thousand last year. Management remains
confident in the loan portfolio and in the overall adequacy of the reserve for
credit losses in relation to the quality and size of the loan portfolio.
Year-to-date net operating expenses increased 10% over June 30, 1995.
Categories such as salaries and benefits, occupancy, supplies, repair and
maintenance and advertising have increased, largely due to the Bank's recent
expansion. In addition to the construction of the new Evans facility, a branch
office was opened in Hamburg, NY in October 1995 and improvements have been made
to the property adjacent to the Highland-Derby branch purchased in early 1995.
Some of these expenses have been offset by the reduction in the Bank's
FDIC insurance assessment. In each of the first two quarters of 1996, the Bank
qualified for the minimum premium of $500. In 1995, the rate charged was $.23
per $100 in deposit balances.
The effective combined tax rate was 28.8% at June 30, 1996 compared to
33% for the first six months of 1995.
<PAGE> 10
PART II - OTHER INFORMATION PAGE 8
- - - ---------------------------
ITEM 1. Legal Proceedings - None to report
ITEM 2. Changes in Securities - None to report
ITEM 3. Defaults upon Senior Securities - None to report
ITEM 4. Submission of Matters To a Vote of Security Holders--none to
report:
Except for the annual shareholders meeting held on April 23,
1996 reported in the Form 10-QSB filed for the quarter ended
March 31, 1996.
ITEM 5. Other Information:
The Board of Directors declared a stock dividend of 7.14% (one
for 14 shares, valuation $110.00) payable April 1, 1996 to
shareholders of record on February 20, 1996. A total of 22,309
shares were issued and cash paid for fractional shares totalled
$40,503.
ITEM 6. Exhibits:
<TABLE>
<CAPTION>
Exhibit Description Page
- - - ------- ----------- ----
<S> <C>
3.3 Amended Section 204 of By-Laws 10
27 Financial Data Schedule
</TABLE>
<PAGE> 11
PAGE 9
SIGNATURES
----------
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed by the undersigned thereunto
duly authorized.
Evans Bancorp, Inc.
DATE
August 5, 1996 /s/ Richard M. Craig
-------------------------------------
Richard M. Craig
President and Chief Executive Officer
DATE
August 5, 1996 /s/ James Tilley
-------------------------------------
James Tilley
Senior Vice President
<PAGE> 1
PAGE 10
EXHIBIT 3.3
AMENDED SECTION 204 OF BY-LAWS
EVANS BANCORP, INC.
On July 16, 1996, Section 204 of the By-Laws of Evans Bancorp was amended to
eliminate the maximum qualification age of 55 years for a first-time director
and to lower the retirement age for a director to age 70, continuing the
grandfathering of the present board, and that said section as amended reads as
follows:
Section 204:
Commencing with the annual meeting of the
shareholders in 1997, no person shall be
eligible to be newly elected or appointed as a
director as he/she shall have attained the age
of seventy years. Notwithstanding the foregoing,
the mandatory retirement provisions of this
section shall not apply retroactively to those
directors presently serving as director. Any
director of this Corporation, with the exception
of the present directors as specified above, who
attains the age of seventy years shall cease to
be a director (without any action on his/her
part) at the close of business on the day prior
to the date of the next shareholders' meeting at
which directors are to be elected regardless of
whether or not his/her term as a director would
otherwise expire at such shareholders' meeting.
The Board of Directors may designate one or more
persons who have retired from the Board as
honorary members of the Board. Such honorary
members may attend meetings of the Board but
shall have no authority to vote or receive
compensation.
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM EVANS
BANCORP INC. BALANCE SHEET AND BOARD REPORTS AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000842518
<NAME> EVANS BANCORP INC.
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 6,897,069
<INT-BEARING-DEPOSITS> 400,000
<FED-FUNDS-SOLD> 2,415,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 34,239,289
<INVESTMENTS-CARRYING> 5,678,829
<INVESTMENTS-MARKET> 0
<LOANS> 81,687,012
<ALLOWANCE> (582,955)
<TOTAL-ASSETS> 136,131,619
<DEPOSITS> 119,887,453
<SHORT-TERM> 0
<LIABILITIES-OTHER> 1,485,210
<LONG-TERM> 0
<COMMON> 849,475
0
0
<OTHER-SE> 13,909,481
<TOTAL-LIABILITIES-AND-EQUITY> 136,131,619
<INTEREST-LOAN> 3,574,961
<INTEREST-INVEST> 1,141,454
<INTEREST-OTHER> 130,289
<INTEREST-TOTAL> 4,846,704
<INTEREST-DEPOSIT> 1,919,903
<INTEREST-EXPENSE> 1,919,986
<INTEREST-INCOME-NET> 2,926,718
<LOAN-LOSSES> 30,000
<SECURITIES-GAINS> 9,042
<EXPENSE-OTHER> 2,286,748
<INCOME-PRETAX> 1,059,558
<INCOME-PRE-EXTRAORDINARY> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 754,518
<EPS-PRIMARY> 2.22
<EPS-DILUTED> 0
<YIELD-ACTUAL> 8.20
<LOANS-NON> 56,513
<LOANS-PAST> 19,467
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 557,961
<CHARGE-OFFS> 7,536
<RECOVERIES> 2,530
<ALLOWANCE-CLOSE> 30,000
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
|
|