UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (no fee required)
For the quarterly period ended June 30, 2000
OR
___ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (no fee required)
For the transition period from ________ to ________
Commission File No. 0-25988
CNB Florida Bancshares, Inc.
----------------------------
(Exact Name of Registrant as Specified in Its Charter)
FLORIDA 59-2958616
------------------------------ --------------
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
Post Office Box 3239
201 North Marion Street
Lake City, Florida 32056
------------------------------- -----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (904) 755-3240
Indicate by check mark whether the registrant (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___
The number of shares of the registrant's common stock outstanding as of July 31,
2000 was 6,101,100 shares, $0.01 par value per share.
<PAGE>
CNB FLORIDA BANCSHARES, INC.
FINANCIAL REPORT ON FORM 10-Q
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
(unaudited)
Consolidated Statement of Financial Condition . . . . . . . . . . . . 3
Consolidated Statement of Income. . . . . . . . . . . . . . . . . . . 4
Consolidated Statement of Cash Flows. . . . . . . . . . . . . . . . . 6
Notes to Consolidated Financial Statements. . . . . . . . . . . . . . 7
Selected Financial Data. . . . . . . . . . . . . . . . . . . . . . . 8
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Overview. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Results of Operations. . . . . . . . . . . . . . . . . . . . . . . . 9
Liquidity and Interest Rate Sensitivity. . . . . . . . . . . . . . . 12
Earning Assets. . . . . . . . . . . . . . . . . . . . . . . . . . . 15
Funding Sources . . . . . . . . . . . . . . . . . . . . . . . . . . 20
Capital Resources. . . . . . . . . . . . . . . . . . . . . . . . . . 20
Item 3. Quantitative and Qualitative Disclosure About Market Risk. .21
PART II - OTHER INFORMATION
Item 1. Legal Proceedings . . . . . . . . . . . . . . . . . . . . . 22
Item 2. Changes in Securities . . . . . . . . . . . . . . . . . . . 22
Item 3. Defaults Upon Senior Securities . . . . . . . . . . . . . . 22
Item 4. Submission of Matters to a Vote of Security Holders . . . . 22
Item 5. Other Information . . . . . . . . . . . . . . . . . . . . . 22
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . . 22
2
<PAGE>
<TABLE>
PART I
FINANCIAL INFORMATION
CNB FLORIDA BANCSHARES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF FINANCIAL CONDITION
(Unaudited)
June 30, December 31,
2000 1999
---------- -----------
ASSETS (thousands)
<S> <C> <C>
Cash and cash equivalents:
Cash and due from banks $ 19,381 $ 17,235
Federal funds sold 1,575 -
Interest bearing deposits in other banks 182 285
------- -------
Total cash and cash equivalents 21,138 17,520
Investment securities available for sale 33,174 35,111
Investment securities held to maturity 10,132 10,582
Loans:
Commercial, financial and agricultural 161,246 136,937
Real estate - mortgage 101,656 86,275
Real estate - construction 22,067 18,926
Installment and consumer 28,158 23,946
------- -------
Total loans, net of unearned income 313,127 266,084
Less: Allowance for loan losses (3,201) (2,671)
------- -------
Net loans 309,926 263,413
Premises and equipment, net 18,699 14,395
Other assets 5,420 5,055
------- -------
TOTAL ASSETS $ 398,489 $ 346,076
======= =======
LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES
Deposits:
Non-interest bearing demand $ 50,367 $ 42,110
Savings, NOW and money market 129,538 112,103
Time (under $100,000) 97,039 89,141
Time ($100,000 and over) 52,360 44,849
------- -------
Total deposits 329,304 288,203
Securities sold under repurchase agreements 7,752 7,263
Federal funds purchased / short term borrowings 15,000 4,800
Other liabilities 2,867 2,735
------- -------
Total liabilities 354,923 303,001
------- -------
SHAREHOLDERS' EQUITY
Preferred stock; $.01 par value; 500,000 shares authorized;
no shares issued or outstanding - -
Common stock; $.01 par value, 10,000,000 shares authorized;
6,106,300 and 6,116,070 shares issued and outstanding
at June 30, 2000 and December 31, 1999, respectively 61 61
Additional paid-in capital 30,642 30,805
Retained earnings 13,378 12,746
Accumulated other comprehensive income, net of tax (515) (537)
------- -------
Total shareholders' equity 43,566 43,075
------- -------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 398,489 $ 346,076
======= =======
</TABLE>
3
<PAGE>
<TABLE>
CNB FLORIDA BANCSHARES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF INCOME
(Unaudited)
Six Months Ended June 30,
2000 1999
----------- -----------
(thousands)
Interest Income
<S> <C> <C>
Interest and fees on loans $ 13,042 $ 9,027
Interest on investment securities held to maturity 297 202
Interest on investment securities available for sale 1,061 1,479
Interest on federal funds sold 160 376
Interest on interest bearing deposits 40 267
----------- ---------
Total interest income 14,600 11,351
Interest Expense
Interest on deposits 5,836 4,290
Interest on short-term borrowings 359 127
----------- ---------
Total interest expense 6,195 4,417
----------- ---------
Net interest income 8,405 6,934
Provision for Loan Losses 600 510
----------- ---------
Net interest income after provision for loan losses 7,805 6,424
Non-interest Income
Service charges 1,059 999
Other fees and charges 492 431
------------ ---------
Total non-interest income 1,551 1,430
------------ ---------
Non-interest Expense
Salaries and employee benefits 4,159 2,979
Occupancy and equipment expenses 1,018 884
Other operating expenses 2,278 1,640
------------ ---------
Total non-interest expense 7,455 5,503
------------ ---------
Income before income taxes 1,901 2,351
Income taxes 657 818
------------ ---------
NET INCOME $ 1,244 $ 1,533
============ =========
Earnings Per Share (Note 3):
Basic earnings per share $ 0.20 $ 0.26
============ =========
Average common shares outstanding 6,104,910 5,879,745
============ =========
Diluted earnings per share $ 0.20 $ 0.26
============ =========
Diluted average common shares and share equivalents 6,148,794 5,953,273
============ =========
</TABLE>
4
<PAGE>
<TABLE>
CNB FLORIDA BANCSHARES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF INCOME
(Unaudited)
Three Months Ended June 30,
2000 1999
----------- --------
(thousands)
Interest Income
<S> <C> <C>
Interest and fees on loans $ 6,863 $ 4,629
Interest on investment securities held to maturity 149 155
Interest on investment securities available for sale 525 723
Interest on federal funds sold 84 121
Interest on interest bearing deposits 34 138
------------ ----------
Total interest income 7,655 5,766
Interest Expense
Interest on deposits 3,062 2,119
Interest on short-term borrowings 282 58
------------ ----------
Total interest expense 3,344 2,177
------------ ----------
Net interest income 4,311 3,589
Provision for Loan Losses 300 310
------------ ----------
Net interest income after provision for loan losses 4,011 3,279
Non-interest Income
Service charges 544 538
Other fees and charges 236 205
------------ ----------
Total non-interest income 780 743
------------ ----------
Non-interest Expense
Salaries and employee benefits 2,105 1,480
Occupancy and equipment expenses 518 474
Other operating expenses 1,135 865
------------ ----------
Total non-interest expense 3,758 2,819
------------ ----------
Income before income taxes 1,033 1,203
Income taxes 359 418
------------ ----------
NET INCOME $ 674 $ 785
============ ==========
Earnings Per Share (Note 3):
Basic earnings per share $ 0.11 $ 0.13
============ ==========
Average common shares outstanding 6,102,462 6,108,497
============ ==========
Diluted earnings per share $ 0.11 $ 0.13
============ ==========
Diluted average common shares and share equivalents 6,137,181 6,186,011
============ ==========
</TABLE>
5
<PAGE>
<TABLE>
CNB FLORIDA BANCSHARES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
Six Months Ended June 30,
2000 1999
------------ --------
(thousands)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 1,244 $ 1,533
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 546 469
Provision for loan loss 600 510
Investment securities (accretion) amortization, net 17 (299)
Non-cash compensation 29 -
Changes in assets and liabilities:
Other assets (469) 31
Other liabilities 132 (508)
---------- -----------
Net cash provided by operating activities 2,099 1,736
---------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of investment securities available for sale - (20,391)
Purchases of investment securities held to maturity - (8,754)
Proceeds from maturities of securities available for sale 1,467 32,773
Proceeds from maturities of securities held to maturity 309 667
Proceeds from called securities available for sale 512 3,000
Proceeds from called securities held to maturity 118 -
Net increase in loans (47,113) (30,056)
Purchases of premises and equipment, net (4,760) (2,062)
---------- -----------
Net cash used in investing activities (49,467) (24,823)
---------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES
Increase (decrease) in deposits 41,101 (1,701)
Increase (decrease) in securities sold under repurchase agreements 489 (6,358)
Increase in federal funds purchased / short term borrowings 10,200 -
Cash dividends paid (612) (548)
Repurchase of common stock (281) -
Issuance of common stock - 11,362
Exercise of options 89 6
---------- -----------
Net cash provided by financing activities 50,986 2,761
---------- -----------
Increase (decrease) in cash and cash equivalents 3,618 (20,326)
Cash and cash equivalents at beginning of period 17,520 48,887
---------- -----------
Cash and cash equivalents at end of period $ 21,138 $ 28,561
========== ===========
SUPPLEMENTAL DISCLOSURES:
Interest paid $ 5,684 $ 4,675
========== ===========
Taxes paid $ 1,044 $ 755
========== ===========
</TABLE>
6
<PAGE>
CNB FLORIDA BANCSHARES, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2000
(Unaudited)
Note 1. Basis of Presentation
The accompanying unaudited financial statements have been prepared in accordance
with the instructions to Form 10- Q which do not require all information and
footnotes necessary for a complete presentation of financial position, results
of operations and cash flows in conformity with generally accepted accounting
principles. In the opinion of management, such financial statements reflect all
adjustments (consisting only of normal recurring adjustments) necessary for a
fair statement of the results for the interim periods presented. Operating
results for the six months ended June 30, 2000 are not necessarily indicative of
the results that may be expected for the year ending December 31, 2000.
Management's discussion and analysis should be read in conjunction with the
consolidated financial statements.
Note 2. Consolidation
The consolidated financial statements include the accounts of CNB Florida
Bancshares, Inc. and its wholly owned subsidiary, CNB National Bank. All
significant intercompany accounts and transactions have been eliminated.
Note 3. Earnings Per Share
Basic earnings per share is calculated based on weighted average number of
shares of common stock during the period. Diluted earnings per share is
calculated based on the weighted average number of shares of common stock
outstanding and common stock equivalents, consisting of outstanding stock
options. Common stock equivalents are determined using the treasury method for
diluted shares outstanding. The difference between diluted and basic shares
outstanding is common stock equivalents from stock options and restricted stock
outstanding during the periods ended June 30, 2000 and 1999.
Note 4. Comprehensive Income
Comprehensive income is defined as the total of net income and all other changes
in equity. The following table details the Company's comprehensive income for
the three and six months period ending June 30, 2000 and 1999.
<TABLE>
Six Months Three Months
Ended June 30, Ended June 30,
2000 1999 2000 1999
-------- ------- ------- ------
<S> <C> <C> <C> <C>
Net Income $ 1,244 $ 1,533 $ 674 $ 785
Other Comprehensive Income (Loss), Net of Tax
Unrealized (Losses) Gains on Securities:
Unrealized (Losses) Gains on Securities
Arising During the Period 33 (731) (20) (465)
Less: Reclassification Adjustment 11 (188) 4 (13)
------ ------- ------- -------
Total Unrealized (Losses) Gains, Net of Tax
Recognized in Other Comprehensive Income 22 (543) (24) (452)
------ ------- ------- -------
Comprehensive Income, Net of Tax $ 1,266 $ 990 $ 650 $ 333
====== ======= ======= =======
</TABLE>
7
<PAGE>
<TABLE>
CNB FLORIDA BANCSHARES, INC. AND SUBSIDIARY
Selected Financial Data
Six Months Ended June 30,
2000 1999
------------ --------
Dollars in thousands except per share information.
------------------------------------------------------------------------------------------------------
<S> <C> <C>
SUMMARY OF OPERATIONS:
Total interest income $ 14,600 $ 11,351
Total interest expense (6,195) (4,417)
----------- ----------
Net interest income 8,405 6,934
Provision for loan losses (600) (510)
----------- ----------
Net interest income after
Provision for loan losses 7,805 6,424
Non-interest income 1,551 1,430
Non-interest expense (7,455) (5,503)
----------- ----------
Income before taxes 1,901 2,351
Income taxes (657) (818)
------------ -----------
Net income $ 1,244 $ 1,533
============ ===========
--------------------------------------------------------------------------------------------------------
PER COMMON SHARE:
Basic earnings $ 0.20 $ 0.26
Diluted earnings 0.20 0.26
Book value 7.13 6.99
Dividends 0.10 0.10
Actual shares outstanding 6,106,300 6,108,570
Weighted average shares outstanding 6,104,910 5,879,745
Diluted weighted average shares outstanding 6,148,794 5,953,273
---------------------------------------------------------------------------------------------------------
KEY RATIOS:
Return on average assets 0.67% 0.98%
Return on average shareholders' equity 5.78 7.60
Dividend payout 50.00 38.46
Efficiency ratio 74.88 65.79
Total risk-based capital ratio 14.89 20.56
Average shareholders' equity to
average assets 11.51 12.87
Tier 1 leverage 11.08 13.19
----------------------------------------------------------------------------------------------------------
FINANCIAL CONDITION AT PERIOD-END:
Assets $ 398,489 $ 314,816
Loans 313,127 216,856
Deposits 329,304 263,408
Shareholders' equity 43,566 42,715
-----------------------------------------------------------------------------------------------------------
</TABLE>
8
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
OVERVIEW
The following analysis reviews important factors affecting the
financial condition and results of operations of CNB Florida Bancshares, Inc.
for the six months ended June 30, 2000 and 1999. This financial information
should be read in conjunction with the unaudited consolidated financial
statements of CNB Florida Bancshares, Inc. ("the Company") and its wholly owned
subsidiary, CNB National Bank ("the Bank"), included in "Item 1. Financial
Statements" above and the audited consolidated financial statements included in
Form 10-K for the year ended December 31, 1999. The analysis contains forward-
looking statements with respect to financial and business matters, which are
subject to risks and uncertainties, that may change over a period of time. These
risks and uncertainties include but are not limited to change in interest rates,
variances in actual versus projected growth in assets, loan losses, the ability
to control expenses, costs of opening new branches and entering the Jacksonville
and Gainesville markets, competitive factors and general economic conditions,
changes in government regulation, the ability to attract and retain qualified
personnel and the ability to attract new loan and deposit relationships. Actual
results could be significantly different from the forward-looking statements
contained herein. The Company has no foreign operations; accordingly, there are
no assets or liabilities attributable to foreign operations.
RESULTS OF OPERATIONS
Net income for the six month period ended June 30, 2000 was $1.2
million, or $0.20 per diluted share, compared to $1.5 million, or $0.26 per
diluted share, in the first half of 1999. Net income for the three month period
ended June 30, 2000 was $674,000, or $0.11 per diluted share, compared to
$785,000, or $0.13 per diluted share, for the comparable period in 1999. Total
assets reached $398.5 million at June 30, 2000 compared to $314.8 million at
June 30, 1999. Total outstanding loans and deposits increased 44.4% and 25.0% to
$313.1 million and $329.3 million, respectively, at June 30, 2000 from $216.9
million and $263.4 million, respectively, at the end of the comparable 1999
quarter. The Company's loan to deposit ratio at June 30, 2000 was 95.1% compared
to 82.3% at June 30, 1999. These results reflected growth in net interest income
and in non-interest income, as well as planned expense growth related to
expansion in the Jacksonville and Gainesville markets.
Net Interest Income
Net interest income is the single largest source of revenue for the
Bank and consists of interest and fee income generated by earning assets, less
interest expense paid on interest bearing liabilities. Net interest income for
the first half of 2000 was $8.4 million, compared to $6.9 million in the first
half of 1999, an increase of 21.2%. Loan growth continued to fuel the increases
in interest income which rose 32.7%, or $1.9 million, and 28.6%, or $3.2
million, for the three and six month periods in 2000, respectively, compared to
the same periods in 1999. Partially offsetting these increases, interest expense
rose 53.6% and 40.3% in the 2000 second quarter and first half, respectively,
from the comparable 1999 periods. This increase reflects the Company's increased
reliance on new deposits and short-term borrowings in a rising rate environment
for funding loans in the first half of 2000 compared to the utilization of
existing liquidity for 1999 loan growth.
Net interest margin improved to 4.94% from 4.86% reflecting the
increase in higher earning assets and interest income attributable to the growth
in loan volume and interest and fees on loans. Total earning asset yields
increased to 8.59% in 2000 from 7.96%, while being offset by an increase in
rates on interest-bearing liabilities to 4.42% from 3.84% in 1999. These
increases are partially attributed to the increase of the rising interest rate
environment in the second half of 1999 and the first half of 2000. Table 1:
"Average Balances - Yields and Rates" provides the Company's average volume of
interest earning assets and interest bearing liabilities for the first half of
2000 and 1999. Table 1a: "Analysis of Changes in Interest Income and Expense"
indicates that the change in interest income was due mainly to volume increases
in the loan portfolio.
9
<PAGE>
<TABLE>
Table 1: Average Balances - Yields and Rates
(Unaudited)
Six Months Ended June 30, 2000 Six Months Ended June 30, 1999
------------------------------------- --------------------------------
Interest Interest
Average Income or Average Average Income or Average
Balance Expense Rate Balance Expense Rate
--------- ----------- --------- --------- ---------- -------
(dollars in thousands)
<S> <C> <C>
ASSETS:
Federal funds sold $ 5,417 $ 160 5.92% $ 16,300 $ 376 4.65%
Investment securities
available for sale 33,549 1,061 6.34 51,748 1,479 5.76
Investment securities
held to maturity 10,438 297 5.71 7,471 202 5.45
Loans (1) 290,303 13,042 9.01 200,977 9,027 9.06
Interest bearing deposits 1,276 40 6.29 11,075 267 4.86
--------- ---------- -------- ---------- -------- -------
TOTAL EARNING ASSETS 340,983 14,600 8.59 287,571 11,351 7.96
All other assets 34,607 28,366
--------- ---------
TOTAL ASSETS $ 375,590 $ 315,937
========= =========
LIABILITIES AND
SHAREHOLDERS' EQUITY:
NOW and money markets $ 106,850 $ 1,714 3.22% $ 76,654 $ 774 2.04%
Savings 17,594 122 1.39 17,297 124 1.45
Time deposits 144,489 4,000 5.55 131,827 3,392 5.19
Short term borrowings 11,712 344 5.89 5,919 127 4.33
Federal funds purchased 513 15 5.87 - - -
--------- --------- -------- --------- -------- -------
TOTAL INTEREST BEARING
LIABILITIES 281,158 6,195 4.42 231,697 4,417 3.84
Demand deposits 47,744 38,673
Other liabilities 3,442 4,913
Shareholders' equity 43,246 40,654
--------- ---------
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY $ 375,590 $ 315,937
========= =========
-------- -------
INTEREST SPREAD (2) 4.17% 4.12%
======== =======
--------- ---------
NET INTEREST INCOME $ 8,405 $ 6,934
========= =========
NET INTEREST MARGIN (3) 4.94% 4.86%
======== =========
<FN>
(1) Interest income on average loans includes loan fee recognition of $517,000
and $326,000 in 2000 and 1999, respectively.
(2) Represents the average rate earned minus average rate paid.
(3) Represents net interest income divided by total earning assets.
</FN>
</TABLE>
10
<PAGE>
<TABLE>
Table 1a: Analysis of Changes in Interest Income and Expense
(Unaudited)
NET CHANGE JUNE 30, NET CHANGE JUNE 30,
1999-2000 ATTRIBUTABLE TO: 1998-1999 ATTRIBUTABLE TO:
------------------------------ -----------------------------
Net Net
Volume (1) Rate (2) Change Volume (1) Rate (2) Change
---------- -------- ------ ---------- -------- ------
(thousands)
<S> <C> <C> <C>
INTEREST INCOME:
Federal funds sold $ (251) $ 35 $ (216) $ (283) $ (61) $(344)
Investment securities available for sale (522) 104 (418) - (97) (97)
Investment securities held to maturity 80 15 95 (2) 10 8
Loans 4,024 (9) 4,015 1,740 (351) 1,389
Interest bearing deposits (237) 10 (227) 146 (39) 107
------- -------- ------- ------ ------- ------
Total 3,094 155 3,249 1,601 (538) 1,063
------- -------- ------- ------ ------- ------
INTEREST EXPENSE:
NOW and money markets 307 633 940 116 (184) (68)
Savings 2 (4) (2) 11 (43) (32)
Time deposits 327 281 608 175 (178) (3)
Short term borrowings 125 92 217 (7) (23) (30)
Federal funds purchased - 15 15 (7) - (7)
------- -------- -------- ------ ------ -------
Total 761 1,017 1,778 288 (428) (140)
------- -------- -------- ------ ------ -------
Net interest income $ 2,333 $ (862) $1,471 $ 1,313 $(110) $ 1,203
======= ======== ======== ====== ====== =======
<FN>
(1) The volume variance reflects the change in the average balance outstanding
multiplied by the actual average rate during the prior period.
(2) The rate variance reflects the change in the actual average rate multiplied
by the average balance outstanding during the prior period. Changes which
are not solely due to volume changes or solely due to rate changes have
been attributed to rate changes.
</FN>
</TABLE>
Non-Interest Income
Non-interest income for the three and six months ended June 30, 2000
increased $37,000, or 5.0% and $121,000 and 8.5%, respectively, for the
comparable periods in 1999. Service charges on deposit accounts increased
$60,000, or 6.0% for the first half of 2000 compared to the same period in 1999.
Other fee income, which includes credit card fees, credit life insurance income,
safe deposit box fees, fees from loans sold to secondary markets, net gains and
losses from sale of securities and other miscellaneous fees, had an increase of
$61,000, or 14.2% for the first six months of 2000 compared to the comparable
1999 period.
Non-Interest Expense
Non-interest expenses were $3.8 million and $7.5 million for the three
and six month periods ended June 30, 2000 compared to $2.8 million and $5.5
million for the respective 1999 periods, an increase of 33.3% and 35.5%,
respectively. Non-interest expenses continue to reflect the Company's expansion
strategy in the Jacksonville and Gainesville markets and the building of
production and operating infrastructure, including people, facilities and an
improved technology platform, to support expansion. Non-interest expense as a
percentage of average assets for the six month period ending June 30, 2000 and
1999 was 3.99% and 3.51%, respectively. Salaries and employee benefits increased
$1.2 million or 39.6% to $4.2 million for the 2000 six months period, compared
to $3.0 million for the same period in 1999. This increase reflects
implementation of the Company's business plan to build an organization structure
supporting expansion in the Jacksonville and Gainesville markets. The Company's
banking subsidiary, CNB National Bank, moved into its new Gainesville
headquarter located in the Tower Hill area during the second quarter. As
planned, CNB National Bank closed its branch located in Alachua outside
Gainesville in connection with the opening of the new branch. The Bank occupied
its new Jacksonville branch in Deerwood Park effective July 31, 2000.
11
<PAGE>
Occupancy expense, including premises, furniture, fixtures and
equipment, increased $44,000, or 9.3% and $134,000, or 15.2%, respectively, over
the comparable three and six month periods in 1999. The increase is primarily
attributable to occupancy expenses associated with the expansion into
Jacksonville.
Other operating expenses increased $638,000, or 38.9%, in the first
half of 2000 compared to the same period in 1999. The following table details
the areas of significance in other operating expenses.
Table 2: Other Operating Expenses
Six Months Ended June 30,
2000 1999
---------- ----------
(thousands)
Data processing $ 322 $ 289
Advertising and promotion 305 172
Telephone 271 171
Postage and delivery 268 207
Legal and professional 228 136
Supplies 205 151
Administrative 109 70
Amortization of intangible assets 90 90
Other general operating 89 18
Loan expenses 85 102
Regulatory fees 71 71
Insurance and bonding 39 29
Other 196 134
------ ------
Total other operating expenses $2,278 $1,640
====== ======
Income Taxes
The Company's income tax expense in interim reporting periods is
determined by estimating the combined federal and state effective tax rate for
the year and applying such rate to interim pre-tax income. The Company's
estimated effective tax rate for 2000 is approximately 35%.
LIQUIDITY AND INTEREST RATE SENSITIVITY
Liquidity management addresses CNB's ability to meet deposit
withdrawals either on demand or at contractual maturity, to repay borrowings and
to make new loans and investments as they arise. Management measures the
Company's liquidity position by giving consideration to both on- and off-balance
sheet sources of and demands for funds on a daily and weekly basis. In addition
to core deposit growth, sources of funds available to meet liquidity demands
include cash received through ordinary business activities such as the
collection of interest and fees, federal funds sold, loan and investment
maturities and lines of credit for the purchase of federal funds by the Company
from its principal correspondent banks. These funds can be obtained by
converting assets to cash or by attracting new deposits. Average liquid assets
(cash and amounts due from banks, interest bearing deposits in other banks,
federal funds sold and investment securities available for sale) totaled $55.7
million and represented 17.6% of average total deposits during the first half of
2000, compared to $90.5 million and 34.2% for 1999. Average loans were 91.7% and
76.0% of average deposits for the six month period ended June 30, 2000 and 1999,
respectively.
The Company has available lines of credit with other financial
institutions totaling $15.0 million. The Company is also a member of the Federal
Home Loan Bank and as such has access to both long and short term funds. There
was an outstanding balance of $15.0 million with Federal Home Loan Bank at June
30, 2000.
12
<PAGE>
The asset mix of the balance sheet is continually evaluated in terms of
several variables: yield, credit quality, appropriate funding sources and
liquidity. Management of the liability mix of the balance sheet focuses on
expanding the various funding sources.
The Company's gap and liquidity positions are reviewed on a regular
basis by management to determine whether or not changes in policies and
procedures are necessary to achieve financial goals. Included in the review is
an analysis of the possible impact on net interest income to market changes and
interest rates.
In Table 3, "Rate Sensitivity Analysis", rate sensitive assets and
liabilities are shown by maturity, separating fixed and variable interest rates.
The estimated fair value of each instrument category is also shown in the table.
While these estimates of fair value are based on management's judgment of the
most appropriate factors, there is no assurance that, were the Company to have
disposed of such instruments at June 30, 2000, the estimated fair value would
have been achieved at that date, since market values may differ depending on
various circumstances.
Sources of liquidity include cash and cash equivalents, net of federal
requirements to maintain reserves against deposit liabilities; investment
securities eligible for pledging to secure borrowings from dealers and customers
pursuant to securities sold under repurchase agreements; loan repayments; loan
sales; deposits and certain interest rate- sensitive deposits; and borrowings
under overnight federal fund lines available from correspondent banks. In
addition to interest rate-sensitive deposits, the Company's primary demand for
liquidity is anticipated fundings under credit commitments to customers.
13
<PAGE>
<TABLE>
Table 3: Rate Sensitivity Analysis
June 30, 2000
(dollars in thousands) Fair
1 Year 2 Years 3 Years 4 Years 5 Years Beyond TOTAL Value
------ ------- ------- ------- ------- ------ ----- -----
INTEREST-EARNING ASSETS:
<S> <C> <C>
Loans
Fixed rate loans $ 14,285 $ 13,705 $ 18,399 $ 28,116 $ 33,390 $ 61,916 $ 169,811 $ 167,511
Average interest rate 8.61% 9.15% 8.99% 8.56% 8.71% 8.21% 8.56%
Variable rate loans 31,663 18,343 13,293 3,828 6,436 69,753 143,316 143,316
Average interest rate 9.83% 9.86% 8.93% 10.04% 10.06% 8.47% 9.10%
Investment securities (1)
Fixed rate investments 9,111 1,600 90 20,000 237 9,625 40,663 39,805
Average interest rate 6.26% 6.23% 4.10% 6.03% 4.52% 6.06% 6.08%
Variable rate investments - - - - - 1,649 1,649 1,632
Average interest rate 6.77% 6.77%
Federal funds sold 1,575 - - - - - 1,575 1,575
Average interest rate 6.51% 6.51%
Other earning assets (2) 1,997 - - - - - 1,997 2,047
Average interest rate 6.38% 6.38%
------- ------- ------- ------- ------- ------- ------- ----------
Total interest-earning assets$ 58,631 $ 33,648 $ 31,782 $ 51,944 $ 40,063 $ 142,943 $ 359,011 $ 355,886
Average interest rate 8.77% 9.40% 8.95% 7.69% 8.90% 8.18% 8.47%
======= ======= ======= ======= ======= ======= ======= ==========
INTEREST-BEARING LIABILITIES:
NOW $ 21,025 $ - $ - $ - $ - $ 52,683 $ 73,708 $ 73,708
Average interest rate 5.15% 1.58% 2.60%
Money market (3) 36,197 - - - - 2,238 38,435 38,435
Average interest rate 5.16% 2.80% 5.02%
Savings - - - - - 17,395 17,395 17,395
Average interest rate 1.39% 1.39%
CD's $100,000 and over 47,609 3,864 778 109 - - 52,360 52,387
Average interest rate 6.13% 6.04% 6.41% 5.10% 6.13%
CD's under $100,000 82,949 11,448 2,042 478 122 - 97,039 97,127
Average interest rate 5.66% 5.85% 5.49% 5.45% 5.55% 5.68%
Securities sold under
repurchase agreements 7,752 - - - - - 7,752 7,752
Average interest rate 6.06% 6.06%
Short term borrowings 15,000 - - - - - 15,000 15,000
Average interest rate 6.61% 6.61%
------- ------- ------- ------- ------- ------- ------- ---------
Total interest-bearing
liabilities $ 210,532 $ 15,312 $ 2,820 $ 587 $ 122 $ 72,316 $ 301,689 $301,804
Average interest rate 5.71% 5.90% 5.74% 5.39% 5.55% 1.57% 4.73%
======= ======= ======= ======= ======= ======= ======= =========
<FN>
(1) Securities available for sale are shown at their amortized cost, excluding
market value adjustment for unrealized losses of $821,000.
(2) Represents interest bearing deposits with other banks, Federal Reserve Bank
Stock, Federal Home Loan Bank Stock and other marketable equity securities.
(3) All Money Market accounts $25,000 and over and 30% of Money Market accounts
under $25,000 have been designated as maturing within one year.
</FN>
14
</TABLE>
<PAGE>
Core deposits, which represent all deposits other than time deposits in
excess of $100,000, were 84.1% of total deposits at June 30, 2000 and 84.4% at
December 31, 1999. The Bank closely monitors its reliance on time deposits in
excess of $100,000, which are generally considered less stable and less reliable
than core deposits. Table 11, below, sets forth the amounts of time deposits
with balances of $100,000 or more that mature within indicated periods. The Bank
does not nor has it ever solicited brokered deposits.
Table 4: Maturity of Time Deposits of $100,000 or More
June 30, 2000
(dollars in thousands)
Amount
Three months or less $ 14,780
Three through six months 10,146
Six through twelve months 22,683
Over twelve months 4,751
-------
Total $ 52,360
=======
EARNING ASSETS
Loans
During the first half of 2000, average loans were $290.3 million and
were 91.7% of average deposits, compared to $201.0 million and 76.0% for 1999.
Total loans have increased by $47.0 million, or 17.7%, since December 31, 1999.
Maturities in the investment portfolio and the shifting of Federal Funds Sold
into higher yielding loans have added greatly to the improvement of the Company
interest margins and spreads. This growth is reflective of the Company's
business plan to increase its loan to deposit ratio. The following table
reflects the composition of the Company's loan portfolio as of June 30, 2000
compared to December 31, 1999.
Table 5: Loan Portfolio Composition
June 30, December 31,
2000 1999
-------------- -----------
(thousands)
Commercial, financial and agricultural $ 161,246 $ 136,937
Real estate - mortgage 101,656 86,275
Real estate - construction 22,067 18,926
Installment and consumer 28,158 23,946
-------- --------
Total loans, net of unearned income 313,127 266,084
Less: allowance for loan losses (3,201) (2,671)
--------- --------
Net loans $ 309,926 $ 263,413
======== ========
The following table sets forth the maturity distribution for selected
components of the Company's loan portfolio on June 30, 2000. Demand loans and
overdrafts are reported as due in one year or less, and loan maturity is based
upon scheduled principal payments.
15
<PAGE>
<TABLE>
Table 6: Maturity Schedule of Selected Loans
June 30, 2000
0-12 1-5 Over 5
Months Years Years Total
-------- --------- ---------- -------
(thousands)
<S> <C> <C> <C> <C>
Commercial, financial and agricultural $ 13,197 $ 97,504 $ 50,545 $ 161,246
Real estate - construction 22,067 - - 22,067
All other loans 10,684 38,006 81,124 129,814
-------- -------- ---------- --------
Total $ 45,948 $ 135,510 $ 131,669 $ 313,127
======= ======== ========== ========
Fixed interest rate $ 14,285 $ 93,610 $ 61,916 $ 169,811
Variable interest rate $ 31,663 $ 41,900 $ 69,753 $ 143,316
</TABLE>
Loan Quality
The allowance for loan losses represents a reserve for potential
losses in the loan portfolio. On an ongoing basis, management attempts to
maintain the allowance for loan losses at levels sufficient to provide for
losses inherent in the loan portfolio. The allowance for loan losses is
established through a provision charged to expense. In determining the adequacy
of the reserve for loan losses, management considers those levels maintained by
other peer banks, conditions of the individual borrowers, the Company's
historical loan loss experience and the general economic environment, as well as
the overall portfolio composition. Loans are charged against the allowance when
it is recognized that collection of the principal is unlikely. The allowance for
loan losses on June 30, 2000, was 1.02% of total loans, compared to 1.00% one
year earlier. Table 7: "Allocation of Allowance for Loan Losses", set forth
below, indicates the specific reserves allocated by loan type.
<TABLE>
Table 7: Allocation of Allowance for Loan Losses
June 30, December 31,
2000 1999
-------------------------- --------------------------
Percent of Percent of
Loans in Each Loans in Each
Category to Category to
Amount Total Loans Amount Total Loans
--------- ------------- --------- -------------
(dollars in thousands)
<S> <C> <C>
Commercial, financial
and agricultural $ 2,141 52% $ 1,670 52%
Real estate - mortgage 245 32% 220 32%
Real estate- construction 13 7% 12 7%
Consumer 767 9% 769 9%
Unallocated 35 - - -
----- ---- ------- ----
Total $ 3,201 100% $ 2,671 100%
===== ==== ======= ====
</TABLE>
Total non-performing assets declined to $787,000 at June 30, 2000 from
$831,000 as of December 31, 1999. Non-performing assets as a percentage of total
assets decreased to 0.20% on June 30, 2000 from 0.24% on December 31, 1999.
Non-accrual loans have decreased $126,000 since December 31, 1999 primarily due
to the pay-off of a large residential loan. Other real estate owned and
repossessions decreased by $52,000, which is largely due to the sale of a
commercial property.
16
<PAGE>
Table 8: Non-Performing Assets
June 30, December 31,
2000 1999
---------- ------------
(dollars in thousands)
Non-accrual loans $ 423 $ 549
Past due loans 90 days or
more and still accruing 314 180
Other real estate owned
and repossessions 50 102
------ ------
Total non-performing assets $ 787 $ 831
====== ======
Percent of total assets 0.20% 0.24%
The determination of the reserve level rests upon management's judgment
about factors affecting loan quality and assumptions about the economy.
Management considers the period-end allowance appropriate and adequate to cover
inherent losses in the loan portfolio; however, management's judgment is based
upon a number of assumptions about future events, which are believed to be
reasonable, but which may or may not prove to be valid. Thus, there can be no
assurance that charge-offs in future periods will not exceed the allowance for
loan losses or that additional increases in the allowance for loan losses will
not be required. Table 9: "Activity in Allowance for Loan Losses", below,
indicates activity in the allowance for loan losses for the first six month
period of 2000 as compared to 1999.
<TABLE>
Table 9: Activity in Allowance for Loan Losses
June 30,
2000 1999
--------- --------
(dollars in thousands)
Allowance for loan loss balance applicable to:
<S> <C> <C>
Balance at beginning of year $ 2,671 $ 1,875
Loans charged-off:
Commercial, financial and agricultural 15 182
Real estate, mortgage 11 8
Real estate, construction - -
Consumer 159 108
------- -------
Total loans charged-off (185) (298)
Recoveries on loans previously charged-off:
Commercial, financial and agricultural 24 68
Real estate, mortgage - -
Real estate, construction - -
Consumer 91 15
------- -------
Total loan recoveries 115 83
------- -------
Net loans charged-off (70) (215)
------- -------
Provision for loan losses charged to expense 600 510
------- -------
Ending balance $ 3,201 $ 2,170
======= =======
Total loans outstanding $ 313,127 $ 216,856
Average loans outstanding $ 290,303 $ 200,977
Allowance for loan losses to loans outstanding 1.02% 1.00%
Net charge-offs to average loans outstanding, annualized 0.05% 0.21%
</TABLE>
17
<PAGE>
Investment Portfolio
The Company uses its securities portfolio primarily as a source of
liquidity and a base from which to pledge assets for repurchase agreements and
public deposits. The total recorded value of securities was $43.3 million at
June 30, 2000, a decrease of 5% from $45.7 million at the end of 1999.
Securities are classified as either held-to- maturity or available-for-sale
which are recorded at fair market value. Securities available-for-sale, which
made up 77% of the total investment portfolio as of June 30, 2000 had a value of
$33.2 million. With most of the portfolio being in the available-for-sale
category, the Company has the flexibility in case an immediate need for
liquidity arises. The unrealized gains or losses, net of tax, do not impact net
income or regulatory capital but are recorded as adjustments to shareholders'
equity. At June 30, 2000, shareholders' equity included a net unrealized loss of
$515,000 compared to a net unrealized loss of $537,000 at December 31, 1999.
As a percent of total earning assets, the investment portfolio has
decreased to a level of 12% at June 30, 2000 compared to 15% for year ended
1999. The decrease in the size of the portfolio relative to total earning assets
is attributable to the increase in loan growth which improved the mix of earning
assets.
The Company invests primarily in direct obligations of the United
States, obligations guaranteed as to the principal and interest by the United
States and obligations of agencies of the United States. In addition, the
Company enters into federal funds transactions with its principal correspondent
banks. The Federal Reserve Bank and Federal Home Loan Bank also require equity
investments to be maintained by the Company.
The following tables set forth the maturity distribution and the
weighted average yields of the Company's investment portfolio by those
securities held to maturity and available for sale.
18
<PAGE>
<TABLE>
Table 10: Maturity Distribution of Investment Securities (1)
June 30, 2000
(dollars in thousands) Held to Maturity Available for Sale
-------------------------------------------------------------------------------------------------------------------
Amortized Estimated Amortized Estimated
Cost Market Value Cost Market Value
----------- ------------ ---------- -------------
<S> <C> <C>
U.S. Treasury:
One year or less $ - $ - $ 7,488 $ 7,485
Over one through five years - - 1,500 1,495
---------- ----------- --------- ---------
Total U.S. Treasury - - 8,988 8,980
U.S. Government Agencies
and Corporations:
Over one through five years 8,584 8,582 20,000 19,159
Over five through ten years - - - -
---------- ----------- --------- ---------
Total U.S. Government Agencies 8,584 8,582 20,000 19,159
and Corporations
Obligations of State and Political
Subdivisions:
One year or less - - 85 85
Over one through five years - - 417 412
Over ten years - - 608 611
---------- ----------- --------- ---------
Total Obligations of State and - - 1,110 1,108
Political Subdivisions
Mortgage-Backed Securities (2):
One year or less 1,538 1,536 - -
Over one through five years 10 10 51 51
Over five through ten years - - 613 610
Over ten years - - 1,417 1,400
---------- ----------- --------- ---------
Total Mortgage-Backed Securities 1,548 1,546 2,081 2,061
Other Securities:
Over ten years (3) - - 1,816 1,866
---------- ----------- --------- ---------
Total Other Securities - - 1,816 1,866
---------- ----------- --------- ---------
Total Securities $ 10,132 $ 10,128 $ 33,995 $ 33,174
========== =========== ========= =========
<FN>
(1) All securities, excluding Obligations of State and Political Subdivisions, are taxable.
(2) Represents investments in mortgage-backed securities which are subject to early repayment.
(3) Represents investment in Federal Reserve Bank and Federal Home Loan Bank stock
and other marketable equity securities.
</FN>
</TABLE>
Table 11: Weighted Average Yield by Range of Maturities
<TABLE>
June 30, 2000 December 31, 1999 June 30, 1999
------------- ----------------- -------------
<S> <C> <C> <C>
One Year or Less 6.26% 5.81% 5.87%
More than One through Five Years 6.02% 6.15% 6.08%
More than Five through Ten Years 6.17% 5.78% 5.69%
More than Ten Years (1) 6.18% 5.65% 5.61%
<FN>
(1) Represents adjustable rate mortgage-backed securities which are
repriceable within one year.
</FN>
</TABLE>
19
<PAGE>
Other Earning Assets
Temporary investment needs are created in the day-to-day liquidity
movement of the Bank and are satisfied by selling excess funds overnight (Fed
Funds Sold) to larger, well capitalized banking institutions. If these funds
become excessive, management determines what portion, if any, of the liquidity
may be rolled into longer term investments as securities.
FUNDING SOURCES
Deposits
The Bank does not rely on purchased or brokered deposits as a source of
funds. Instead, competing for deposits within its market area serves as the
Bank's fundamental tool in providing a source of funds to be invested primarily
in loans. The following table sets forth certain deposit categories for the
periods ended June 30, 2000 and December 31, 1999.
Table 12: Total Deposits
June 30, December 31,
2000 1999
----------- -----------
(thousands)
Non-interest bearing:
Demand checking $ 50,367 $ 42,110
Interest bearing:
NOW checking 73,708 61,977
Money market checking 38,435 33,589
Savings 17,395 16,537
Certificates of deposit 149,399 133,990
-------- --------
Total deposits $ 329,304 $ 288,203
======== ========
CAPITAL RESOURCES
Shareholders' equity at June 30, 2000 was $43.6 million, as compared to
$43.1 million at December 31, 1999. At June 30, 2000, the Company's common stock
had a book value of $7.13 per share compared to $7.04 per share at December 31,
1999.
The Comptroller regulates risk based capital guidelines for national
banks. These guidelines are intended to provide an additional measure of a
bank's capital adequacy by assigning weighted levels of risk to asset
categories. Banks are also required to systematically hold capital against such
"off balance sheet" activities as loans sold with recourse, loan commitments,
guarantees and standby letters of credit. These guidelines are intended to
strengthen the quality of capital by increasing the emphasis on common equity
and restricting the amount of loss reserves and other forms of equity such as
preferred stock that may be included in capital.
Under the terms of the guidelines, banks must meet minimum capital
adequacy based upon both total assets and risk adjusted assets. All banks are
required to maintain a minimum ratio of total capital to risk- weighted assets
of 8% and a minimum ratio of Tier 1 capital to risk-weighted assets of 4%. Tier
1 Capital includes common shareholders' equity and qualifying preferred stock,
less goodwill and other adjustments. Tier 2 Capital consists of preferred stock
20
<PAGE>
not qualifying as Tier 1 Capital, mandatory convertible debt, limited amounts of
subordinated debt, other qualifying term debt and the allowance for credit
losses up to 1.25% of risk-weighted assets. Total Capital consists of Tier 1
Capital and Tier 2 Capital. The regulatory agencies have also established an
additional capital adequacy guideline referred to as the Tier 1 leverage ratio
that measures the ratio of Tier 1 capital to average quarterly assets. Adherence
to these guidelines has not had an adverse impact on the Company or the Bank.
Selected capital ratios at June 30, 2000 compared to 1999 and regulatory
requirements are as follows:
<TABLE>
Table 13: Capital Ratios
June 30, Well-Capitalized Regulatory
2000 1999 Requirements Minimums
------------ ------------ ------------ --------
<S> <C> <C>
Risk Based Capital Ratios:
Tier 1 Capital Ratio 13.9% 19.5% 6.0% 4.0%
Total Capital to
Risk-Weighted Assets 14.9% 20.6% 10.0% 8.0%
Tier 1 Leverage Ratio 11.1% 13.2% 5.0% 4.0%
</TABLE>
QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
On January 28, 1997, the Securities and Exchange Commission adopted
amendments to Regulation S-K, Regulation S-X, and various forms (Securities Act
Release No. 7386) to clarify and expand existing requirements for disclosures
about derivatives and market risks inherent in derivatives and other financial
instruments. No derivative financial instruments are held by the Company, but
other financial instruments, which include investments, loans and deposit
liabilities are included in the Company's balance sheet. The release requires
quantitative and qualitative disclosures about market risk. See section titled
"Liquidity and Interest Rate Sensitivity" for further discussion on the
Company's management of interest rate risk.
Financial instruments that have market risk are included in Table 3:
"Rate Sensitivity Analysis". These instruments are shown by maturity, separated
by fixed and variable interest rates. The estimated fair value of each
instrument category is also shown in the table. While these estimates of fair
value are based on management's judgement of the most appropriate factors, there
is no assurance that, were the Company to have disposed of such instruments at
June 30, 2000, the estimated fair values would necessarily have been achieved at
that date since market values may differ depending on various circumstances. The
estimated fair values at June 30, 2000 would not necessarily be considered to
apply at subsequent dates.
21
<PAGE>
PART II
OTHER INFORMATION
Item 1. Legal Proceedings - There are no material pending legal
proceedings to which the Company or any of its subsidiaries is
a party or of which any of their property is the subject.
Item 2. Changes in Securities - Not applicable.
Item 3. Defaults Upon Senior Securities - Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders - On May 17,2000,
the Company held its Annual Meeting of Shareholders, whereby the Board
of Directors (Thomas R. Andrews, Audrey S. Bullard, Raymon Land, Sr.,
Marvin H. Pritchett, Halcyon E. Skinner, William Streicher and K. C.
Trowell) all were re-elected. The following summarizes all matters
submitted and voted upon at this annual meeting:
a. The following directors were elected to serve on the Board of
Directors. These individuals served on the Board of Directors prior to
the Annual Meeting. The number of votes cast were as follows:
Against/ Abstentions/
For Withheld Broker Non-Votes
Thomas R. Andrews 5,183,417 12,550 0
Audrey S. Bullard 5,183,417 12,550 0
Raymon Land, Sr. 5,182,217 13,750 0
Marvin H. Pritchett 5,183,417 12,550 0
Halcyon E. Skinner 4,957,817 238,150 0
William Streicher 5,183,417 12,550 0
K. C. Trowell 4,912,081 283,886 0
Item 5. Other Information - Not applicable.
Item 6. Exhibits and Reports on Form 8-K -
(a) Exhibits:
27 - Financial Data Schedule
(b) Reports on Form 8-K:
None
22
<PAGE>
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.
CNB Florida Bancshares, Inc.
-------------------------------
(Registrant)
By: /s/ G. Thomas Frankland
------------------------
G. Thomas Frankland
Executive Vice President
and Chief Financial Officer
Date: August 9, 2000
23
