<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934 UNDER SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1999
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from __________ to __________.
Commission File Number 000-18887
COLONIAL TRUST COMPANY
(Exact name of registrant as specified in its charter)
Arizona 75-2294862
(State of Incorporation) (IRS Employer identification Number)
5336 N. 19th Avenue
Phoenix, Arizona 85015
(Address of principal executive offices)
602-242-5507
(Registrant's telephone number)
NONE
(Former name, address and 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 ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required
to be filed by Section 12, 13 or 15 (d) of the Exchange Act after the
distribution of securities under a plan confirmed by court.
Yes __________ 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 last practicable date: 757,358
Transitional Small Business Disclosure Format (check one):
Yes _________ No ___X______
<PAGE> 2
COLONIAL TRUST COMPANY
INDEX
<TABLE>
<CAPTION>
Page
----
<S> <C>
Part I. Financial Information:
Item 1: Financial Statements 3
Condensed Balance Sheets 3
Condensed Statements of Earnings 4
Condensed Statements of Cash Flows 5
Notes to Condensed Financial Statements 6
Item 2: Management's Discussion and Analysis or
Plan of Operation 9
Part II. Other Information
Item 1: Legal Proceedings 12
Item 2: Changes in Securities 12
Item 3: Default Upon Senior Securities 12
Item 4: Other Information 12
Item 5: Exhibits and Reports on Form 8-K 12
SIGNATURES 12
</TABLE>
2
<PAGE> 3
COLONIAL TRUST COMPANY
PART 1. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
<CAPTION>
Condensed Balance Sheets
(Unaudited)
ASSETS December 31, 1999 March 31, 1999
----------------- --------------
<S> <C> <C>
Cash and cash equivalents $ 84,092 $ 175,256
Receivables 908,587 518,395
Note receivable 172,765 419,084
Property, furniture and equipment, net 823,744 811,696
Excess of cost over fair value acquired, net 132,123 141,250
Other assets 109,825 106,007
Restricted cash 512,448 337,551
__________ __________
$2,743,584 $2,509,239
---------- ----------
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable and accrued liabilities $ 209,036 $ 280,464
Income tax payable 59,410 107,953
Deferred income taxes 20,295 20,295
---------- ----------
Total Liabilities 288,741 408,712
Stockholders' equity:
Common stock, no par value;
25,000,000 shares authorized, 757,358 issued
and outstanding at December 31, 1999 and 761,337
issued and outstanding at March 31, 1999 555,177 555,177
Additional paid-in capital 505,347 505,347
Retained earnings 1,394,319 1,040,003
---------- ----------
Total Stockholders' Equity 2,454,843 2,100,527
$2,743,584 $2,509,239
---------- ----------
</TABLE>
See accompanying notes to condensed financial statements.
3
<PAGE> 4
COLONIAL TRUST COMPANY
Condensed Statements of Earnings (Unaudited)
<TABLE>
<CAPTION>
Three-month periods Nine-month periods
Ended December 31 Ended December 31
----------------- -----------------
<S> <C> <C> <C> <C>
Revenues: 1999 1998 1999 1998
- --------- ---- ---- ---- ----
Bond servicing income $ 696,695 $ 526,431 $1,961,296 $1,464,810
IRA servicing fees-corporate 117,198 122,175 407,467 315,063
IRA servicing fees-personal trust 39,566 30,603 129,903 86,962
Trust fee income 113,734 107,544 360,869 323,720
Interest income 18,054 13,324 45,941 36,759
---------- ---------- ---------- ----------
Total revenue 985,247 800,077 2,905,476 2,227,314
General and administrative expenses 817,788 599,796 2,286,007 1,711,283
---------- ---------- ---------- ----------
Earnings before income taxes 167,459 200,281 619,469 516,031
Income taxes 68,638 81,547 253,847 209,740
---------- ---------- ---------- ----------
Net earnings $ 98,821 $ 118,734 $ 365,622 $ 306,291
---------- ---------- ---------- ----------
Basic net earnings per common share $ .13 $ .16 $ .48 $ .40
---------- ---------- ---------- ----------
Diluted net earnings per common share $ .13 $ .15 $ .47 $ .39
---------- ---------- ---------- ----------
Weighted average shares outstanding
- -basic 757,666 764,503 758,895 766,388
Weighted average shares outstanding
- -diluted 780,526 778,047 781,671 779,994
</TABLE>
See accompanying notes to condensed financial statements.
4
<PAGE> 5
COLONIAL TRUST COMPANY
Condensed Statements of Cash Flows (Unaudited)
<TABLE>
<CAPTION>
Nine-month periods
Ended December 31,
1999 1998
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 365,622 $ 306,291
Adjustments to reconcile net earnings to
Net cash provided by (used in)
Operating activities:
Depreciation and amortization 96,620 67,305
Increase in receivables (390,192) (68,761)
Increase in other assets (3,818) (24,055)
Increase (decrease) in accounts payable and accrued liabilities (71,428) 54,346
Increase (decrease) in income tax payable (48,543) 26,159
--------- ---------
Net cash provided by (used in) operating activities (51,739) 361,285
Cash flows from investing activities:
Purchase of property, furniture and equipment (99,541) (104,295)
Additions to note receivable (13,681) (22,606)
Payments received on note receivable 260,000 0
Increase in restricted cash (174,897) (165,339)
Net cash used in investing activities (28,119) (292,240)
Cash flows from financing activities:
Proceeds from sale of common stock 0 235
Purchase and retirement of common stock (11,306) (15,622)
--------- ---------
Net cash used in financing activities (11,306) (15,387)
Increase (decrease) in cash and cash equivalents (91,164) 53,658
Cash and cash equivalents at beginning of period 175,256 28,475
--------- ---------
Cash and cash equivalents at end of period $ 84,092 $ 82,133
--------- ---------
</TABLE>
See accompanying notes to condensed financial statements.
5
<PAGE> 6
COLONIAL TRUST COMPANY
Notes to Condensed Financial Statements
1. Significant Accounting Policies
In the opinion of colonial Trust Company (the "Company"), the
accompanying unaudited condensed financial statements contain all
adjustments necessary to present fairly the financial position, the
results of operations and cash flows for the periods presented. The
accompanying statements do not include all disclosures considered
necessary for a fair presentation in conformity with generally accepted
accounting principles. Therefore, it is recommended that these
accompanying statements be read in conjunction with the financial
statements appearing in the Company's Annual Report on Form 10-KSB for
the year ended March 31, 1999.
(a) Nature of Business
The Company was incorporated on August 15, 1989, in the State
of Arizona for the purpose of engaging in the business of
acting as a fiduciary. The Company's common stock is
registered under the Securities Exchange Act of 1934.
The Company serves as trustee under various bond indentures
for issuers of bonds in 38 states. The issuers are primarily
churches and other non-profit organizations. As trustee, the
Company receives, holds, invests and disburses the bond
proceeds as directed by the applicable trust indenture and
receives weekly or monthly sinking fund payments from the
issuer of bonds, and, as paying agent, pays the semi-annual
principal and interest payments to the bondholder.
The Company also serves as trustee of self-directed individual
retirement accounts for certain bondholders or employees of
religious organizations.
The Company's Personal Trust segment provides investment
management, administration and custodial services for
customers with various securities held in trust or in
investment agency accounts.
(b) Revenue Recognition
Under the trust indentures with organizations issuing bonds,
Colonial, for its services, principally earns revenues based
on three fee structures. The first fee structure allows
Colonial to invest trust funds held for disbursement and
retain the gains and earnings therefrom. The second fee
structure requires the issuing institution to pay a percentage
of the bond proceeds to the Company for set-up and printing
costs during the first year. The third fee structure entitles
Colonial to interest earnings up to 2.5% daily trust funds
held in bond program fund accounts in lieu of a set-up fee.
Annual maintenance fees and bond printing costs are charged as
a percentage of the related bond issuance. Colonial also
receives fees for services provided as custodian for
self-directed individual retirement accounts.
In connection with providing investment management,
administration and custodial services, Colonial earns revenue
based on two fee structures. The first fee structure is
established as a percentage of the fiduciary assets which
Colonial holds as trustee or agent. Fees are assessed on a
quarterly basis to individual accounts according to the
quarter's end fair market value of the supporting fiduciary
assets. The second fee structure relates to an annual fee
which is set up to cover the maintenance of fiduciary assets
which Colonial holds in both trust and self-directed IRA
accounts.
6
<PAGE> 7
(c ) Computation of Basic and Diluted Net Earning Per Common Share
Basic EPS is computed based on weighted average shares
outstanding and excludes any potential dilution from stock
options, warrants and other common stock equivalents. Diluted
EPS reflects potential dilution from the exercise or
conversion of securities into common stock or from other
contracts to issue common stock.
2. Note receivable
On December 1, 1990, the Company entered into a Master Note and Letter
Agreement with Church Loans and Investment Trust, Inc., its former
parent corporation. The Master Note, in the maximum amount of
$1,000,000, is due on demand, bears interest payable monthly at 1% less
than the prime rate and is unsecured. Amounts advanced from time to
time may be prepaid and re-borrowed.
3. Earnings Per Share
A reconciliation from basic earnings per share to diluted earnings per
share for the periods ended December 31, 1999, and December 31, 1998
follows:
<TABLE>
<CAPTION>
Three-month period Nine-month periods
Ended December 31, Ended December 31,
------------------ ------------------
1999 1998 1999 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net earnings $ 98,821 $118,734 $365,622 $306,291
Basic EPS
- -weighted average
shares outstanding 757,666 764,503 758,895 766,388
-------- -------- -------- --------
Basic EPS $ .13 $ .16 $ .48 $ .40
-------- -------- -------- --------
Basic EPS
- -weighted average
shares outstanding 757,666 764,503 758,895 766,388
Effect of dilutive securities:
Stock options 22,860 13,544 22,776 13,606
-------- -------- -------- --------
Diluted EPS
- -weighted average
shares outstanding 780,526 778,047 781,671 779,994
-------- -------- -------- --------
Diluted EPS $ .13 $ .15 $ .47 $ .39
-------- -------- -------- --------
</TABLE>
On September 24, 1998, the Company's shareholders approved a
one-for-ten reverse common stock split. Weighted average shares
outstanding and basic and diluted earnings per share for all periods
presented have been adjusted to reflect this reverse common stock
split.
4. Business Segments
Operating results and other financial data are presented for the
principal business segments of the Company as of and for the
three-month and nine-month periods ended December 31, 1999 and December
31, 1998.
7
<PAGE> 8
The Company has two distinct business segments consisting of Corporate
Trust services and Personal Trust services.
In computing operating profit by business segment, interest income,
portions of administrative expenses and other items not considered
direct operating expenses were considered to be in the Other category.
<TABLE>
<CAPTION>
Three-month periods: Corporate Personal Other Total
Trust Trust
-------- -------- -------- --------
<S> <C> <C> <C> <C>
December 31, 1999
Bond Servicing Income $696,695 -- -- $696,695
IRA Servicing Fees 117,198 $ 39,566 -- 156,764
Trust Fee Income -- 113,734 -- 113,734
Interest Income -- -- $ 18,054 18.054
-------- -------- -------- --------
$813,893 $153,300 $ 18,054 $985,247
-------- -------- -------- --------
General & Administrative
Expenses $410,354 $145,877 $261,557 $817,788
-------- -------- -------- --------
December 31, 1998
Bond Servicing Income $526,431 -- -- $526,431
IRA Servicing Fees 122,175 $ 30,603 -- 152,778
Trust Fee Income -- 107,544 -- 107,544
Interest Income -- -- $ 13,324 13,324
-------- -------- -------- --------
$648,606 $138,147 $ 13,324 $800,077
-------- -------- -------- --------
General & Administrative
Expenses $301,332 $120,460 $178,004 $599,796
-------- -------- -------- --------
</TABLE>
<TABLE>
<CAPTION>
Nine-month periods: Corporate Personal Other Total
Trust Trust
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
December 31, 1999
Bond Servicing Income $1,961,296 -- -- $1,961,296
IRA Servicing Fees 407,467 $ 129,903 -- 537,370
Trust Fee Income -- 360,869 -- 360,869
Interest Income -- -- $ 45,941 45,941
---------- ---------- ---------- ----------
$2,368,763 $ 490,772 $ 45,941 $2,905,476
---------- ---------- ---------- ----------
General & Administrative
Expenses $1,130,461 $ 428,435 $ 727,111 $2,286,007
---------- ---------- ---------- ----------
December 31, 1998
Bond Servicing Income $1,464,810 -- -- $1,464,810
IRA Servicing Fees 315,063 $ 86,962 -- 402,025
Trust Fee Income -- 323,720 -- 323,720
Interest Income -- -- $ 36,759 36,759
---------- ---------- ---------- ----------
$1,779,873 $ 410,682 $ 36,759 $2,227,314
---------- ---------- ---------- ----------
General & Administrative
Expenses $ 848,304 $ 349,390 $ 513,589 $1,711,283
---------- ---------- ---------- ----------
</TABLE>
8
<PAGE> 9
Item 2. Management's Discussion and Analysis or Plan of Operation
Results of Operations-Three-month Periods Ended December 31, 1999 and
December 31, 1998.
The Company had net earnings of $98,821, or $.13 diluted earnings per
share, for the period ended December 31, 1999, compared to net earnings
of $118,734, or $.15 diluted earnings per share, for the period ended
December 31, 1998, a decrease in net earnings of 17%. The Company had
total revenue of $985,247 for the period ended December 31, 1999,
compared to total revenue of $800,077 for the period ended December 31,
1998, an increase of 23%.
The Corporate Trust segment's income increased to $813,893 for the
period ended December 31, 1999, compared to $648,606 for the period
ended December 31, 1998, an increase of 25%. The Personal Trust
segment's income increased to $153,300 for the period ended December
31, 1999, compared to $138,147 for the period ended December 31, 1998,
an increase of 11%.
The Corporate Trust segment's bond servicing income increased to
$696,695 for the period ended December 31, 1999, compared to $526,431
for the period ended December 31, 1998 an increase of 32%. The increase
in bond servicing income was primarily attributable to the increase in
the number of bond accounts serviced by the Company. At December 31,
1999, the Company was serving as trustee and paying agent on 453 bond
offerings totaling approximately $427,800,000 in original principal
amount; at December 31, 1998, the Company was serving as trustee and
paying agent 434 bond offerings totaling approximately $365,736,000 in
original principal amount.
Revenue from the Corporate Trust segment's IRA Account servicing
activities decreased to $117,198 for the period ended December 31,
1999, compared to $122,175 for the period ended December 31, 1998, a
decrease of 4%. This decrease was due to a change in the timing of
collecting IRA fees. Revenue from the Personal Trust segment's IRA
Account servicing activities increased to $39,566 for the period ended
December 31, 1999, compared to $30,603 for the period ended December
31, 1998, an increase of 29%. The increase in IRA revenue was primarily
due to the increase in the number of IRA accounts serviced by the
Company. At December 31, 1999, the Corporate Trust segment was
servicing 8,639 IRA Accounts with an aggregate value of approximately
$145,600,000, and the Personal Trust segment was servicing 228 IRA
accounts with an aggregate value of approximately $41,250,000. At
December 31, 1998, the Corporate Trust segment was servicing 7,763 IRA
Accounts with an aggregate value of approximately $130,200,000, and the
Personal Trust segment was servicing 184 accounts with an aggregate
value of approximately $34,800,000.
The Personal Trust segment's trust income increased to $113,734 for the
period ended December 31, 1999, compared to $107,544 for the period
ended December 31, 1998, an increase of 6%. The increase in trust
income was primarily due to the increase in the number of trust
investment accounts or other accounts serviced by the Company. At
December 31, 1999, the Personal Trust segment was serving as trustee or
agent for 307 trust, investment, or other accounts with a fair market
value of approximately $76,000,000. At December 31, 1998, the Personal
Trust segment was serving as Trustee or agent for 251 trust, investment
accounts, or other accounts with a fair market value of approximately
$60,000,000.
Interest income increased to $18,054 for the period ended December 31,
1999, compared to $13,324 for the period ended December 31, 1998, an
increase of 35%. The increase was primarily attributable to an increase
in interest rates. Funds were removed from the master trust note in
order to pay income taxes and to provide cash for the Company's
operations.
The Corporate Trust segment's general and administrative expenses
increased in the aggregate to $410,354 for the period ended December
31, 1999, compared to $301,332 for the period ended December 31, 1998,
and increased to 50% of segment revenues for the period ended December
31, 1999, from 46% of segment revenues for the period ended December
31, 1998. The Personal Trust segment's general and administrative
expenses increased in the aggregate to $145,877 for the period ending
December 31, 1999, compared to $120,460 for the period ended December
31, 1998, and increased to 95% of segment revenues for the period ended
December 31, 1999, compared to 87% of segment revenues for the period
ended
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<PAGE> 10
December 31, 1998. The increases in the Corporate Trust and Personal
Trust segment's general and administrative expenses were due primarily
to an increase in personnel as well as additional expenses involved in
administering the Company's increased trust servicing business.
The Company's effective income tax rate was 41.0 % for the three-month
period ended December 31, 1999, and 40.7% for the three-month period
ended December 31, 1998.
Results of Operations-Nine-month Periods Ended December 31, 1999 and
December 31, 1998.
The Company had net earnings of $365,622, or $.47 diluted earnings per
share, for the period ended December 31, 1999, compared to net earnings
of $306,291, or $.39 diluted earnings per share, for the period ended
December 31, 1998, an increase in net earnings of 19%. The Company had
total revenue of $2,905,476 for the period ended December 31, 1999,
compared to total revenue of $2,227,314 for the period ended December
31, 1998, an increase of 30%.
The Corporate Trust segment's income increased to $2,368,763 for the
period ended December 31, 1999, compared to $1,779,873 for the period
ended December 31, 1998, an increase of 33%. The Personal Trust
segment's income increased to $490,772 for the period ended December
31, 1999, compared to $410,682 for the period ended December 31, 1998,
an increase of 20 %.
The Corporate Trust segment's bond servicing income increased to
$1,961,296 for the period ended December 31, 1999, compared to
$1,464,810 for the period ended December 31, 1998 an increase of 34%.
The increase in bond servicing income was primarily attributable to the
increase in the number of bond accounts serviced by the Company.
Revenue from the Corporate Trust segment's IRA Account servicing
activities increased to $407,467 for the period ended December 31,
1999, compared to $315,063 for the period ended December 31, 1998, an
increase of 29%. Revenue from the Personal Trust segment's IRA Account
servicing activities increased to $129,903 for the period ended
December 31, 1999, compared to $86,962 for the period ended December
31, 1998, an increase of 49%. The increase in IRA revenue was primarily
due to the increase in the number of IRA accounts serviced by the
Company.
The Personal Trust segment's trust income increased to $360,869 for the
period ended December 31, 1999, compared to $323,720 for the period
ended December 31, 1998, an increase of 11%. The increase in trust
income was primarily due to the increase in the number of trust
investment accounts or other accounts serviced by the Company.
Interest income increased to $45,941 for the period ended December 31,
1999, compared to $36,759 for the period ended December 31, 1998, an
increase of 25%. The increase was primarily attributable to a larger
balance held for investment at the beginning of the period and
increases in interest rates.
The Corporate Trust segment's general and administrative expenses
increased in the aggregate to $1,130,461 for the period ended December
31, 1999, compared to $848,304 for the prior period, and remained
constant at 48% of segment revenues for the periods ended December 31,
1999, and December 31, 1998. The Personal Trust segment's general and
administrative expenses increased in the aggregate to $428,435 for the
period ended December 31, 1999, compared to $349,390 for the period
ended December 31, 1998, and increased to 87% of segment revenues for
the period ended December 31, 1999, compared to 85% of segment revenues
for the period ended December 31, 1998. The increase in the Corporate
Trust and Personal Trust segment's general and administrative expenses
were due primarily to an increase in personnel as well as additional
expenses involved in administering the Company's increased trust
servicing business.
The Company's effective income tax rate was 41.0% for the nine-month
period ended December 31, 1999, and 40.6% for the nine-month period
ended December 31, 1998.
10
<PAGE> 11
Year 2000
As of the date hereof , the Company has not experienced any Year 2000
problems with its systems nor does the Company anticipate any problems.
However, there can be no guarantee that future system problems related
to Year 2000 will not have a material impact on the Company's
operations. The Company's third party vendors with which it has
relationships also did not experience any Year 2000 problems which
materially impacted the Company's operations. However, there can be no
guarantee that future problems with third party vendors' computer
systems related to Year 2000 will not have a material impact on the
Company's operations.
The Company's expenditures related to be Year 2000 compliant (primarily
a reallocation of current personnel's time from other projects to the
year 2000 remediation plan) were not material, and the Company has
expensed all costs associated with the Year 2000 remediation plan.
However, there can be no assurance that the ultimate cost to identify
and implement solutions to future problems related to Year 2000 will
not be material to the Company. See the Company's Form 10-QSB for the
period ended September 30, 1999 for a discussion of the Company's Year
2000 remediation plan.
Liquidity and Capital Resources
Under legislation effective on July 20, 1996, the Company is required
to maintain net capital of at least $500,000; the Company's net capital
was $2,454,843 on December 31, 1999. The legislation also requires that
the Company's net capital meet certain liquidity requirements.
Specifically, $166,666, $333,332 and $500,000 of such net capital must
meet the Arizona Banking Department's liquidity requirements by July
19, 1997, 1998 and 1999, respectively. At December 31, 1999, $512,448
of the Company's net capital met the Department's liquidity
requirements. The Company has satisfied these liquidity requirements
and believes that it will be able to maintain its compliance with these
liquidity requirements from cash on hand and other assets of the
Company. The Company also believes that it will be able to satisfy its
working capital and capital expenditure requirements for the
foreseeable future from existing cash balances, from anticipated cash
flow from operating activities, and from funds available under the
Company's Master Note with its former parent, Church Loans and
Investments Trust.
The Company's cash and cash equivalents decreased from $175,256 on
March 31, 1999, to $82,092 on December 31, 1999, while the note
receivable decreased from $419,084 on March 31, 1999, to $172,765 on
December 31, 1999. The decrease in the cash and cash equivalents was
primarily due to payments of income taxes and the purchase of
certificates classified as restricted cash necessary to meet the
liquidity requirements of the Arizona Banking Department. The decrease
in the note receivable was due to the receipt of payments totaling
$260,000. The Company's net property and equipment increased from
$811,696 on March 31, 1999, to $823,744 on December 31, 1999. The
increase was primarily due to the purchase of additional furniture,
equipment and computer software for new employees. The Company believes
that capital expenditure requirements for the foreseeable future will
be covered by excess cash flow from operations.
Market Risk
In the opinion of management, our market risk factors have not changed
materially from March 31, 1999.
"Safe Harbor" Statement under the Private Securities Litigation Reform
Act of 1995.
This Form 10-QSB contains one or more forward-looking statements within
the meaning of Section 21E of the Securities Exchange Act of 1934, as
amended, and is subject to the safe harbors created thereby.
These forward-looking statements involve risks an uncertainties,
including, but not limited to: the Company's continued employment of
key management, including John Johnson, the Company's Chief Executive
Officer; Marvin Hoeflinger, the Company's Vice President of Business
Development; Bud Olson, the Company's Vice President of Business
Development-Personal Trust Business; and Bruce
11
<PAGE> 12
Mitchell, the Company's Vice President and senior officer responsible
for the Company's Personal Trust Business; the success of Messrs.
Johnson, Hoeflinger and Bud Olson in their business development efforts
on behalf of the Company; the Company's success in being repaid on the
bonds it purchases or the investment advisory agreements with Hackett
Investment Advisors ("HIA"), Feldman Securities Group LLP (FSG) and
Wright Investors' Services (WIS), pursuant to which HIA, FSG and WIS
provide investment advisory services for the majority of the trust and
investment agency accounts of the Company, and the success of HIA, FSG
and WIS in managing such accounts; increased competition for the
Company's services; competitive pressures on prices for the Company's
services; Year 2000 issues; increased staffing or office needs not
currently anticipated; new rules or regulations not currently
anticipated which adversely affect the Company; and an increase in
interest rates or other economic factors having an adverse impact on
the Company and other risks detailed from time to time in the Company's
Securities and Exchange Commission filings. The Company filed its
fiscal 1999 Form 10-KSB on June 29, 1999, and filed form 10-KSB A-1 on
August 5, 1999. Please refer to these documents for a more detailed
discussion of the risks and uncertainties associated with the Company's
future operations.
PART II. OTHER INFORMATION
<TABLE>
<S> <C>
Item 1: Legal Proceedings
None.
Item 2: Changes in Securities
None.
Item 3: Default Upon Senior Securities
None.
Item 4: Other Information
None.
Item 5: Exhibits and Reports on Form 8-K:
(a) Exhibits:
27 Financial Data Schedule
(b) Reports on Form 8-K: None.
</TABLE>
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.
<TABLE>
COLONIAL TRUST COMPANY
<S> <C>
DATE: February 11, 2000 BY: /s/ John K. Johnson
-------------------- -----------------------------
John K. Johnson
Its: President
DATE: February 11, 2000 BY: /s/ Christopher J. Olson
----------------- -----------------------------
Christopher J. Olson
Its: Chief Financial
Officer
</TABLE>
12
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> MAR-31-2000
<PERIOD-START> APR-01-1999
<PERIOD-END> DEC-31-1999
<CASH> 84,092
<SECURITIES> 0
<RECEIVABLES> 1,081,352
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,275,269
<PP&E> 1,259,971
<DEPRECIATION> 436,227
<TOTAL-ASSETS> 2,743,584
<CURRENT-LIABILITIES> 288,741
<BONDS> 0
0
0
<COMMON> 555,177
<OTHER-SE> 1,899,666
<TOTAL-LIABILITY-AND-EQUITY> 2,743,584
<SALES> 2,905,476
<TOTAL-REVENUES> 2,905,476
<CGS> 0
<TOTAL-COSTS> 0
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<INCOME-TAX> 253,847
<INCOME-CONTINUING> 365,622
<DISCONTINUED> 0
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<NET-INCOME> 365,622
<EPS-BASIC> .48
<EPS-DILUTED> .47
</TABLE>