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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported)
May 1, 1997
FORT BEND HOLDING CORP.
________________________________________________________________________________
(Exact name of Registrant as specified in its Charter)
DELAWARE 0-21328 76-0391720
________________________________________________________________________________
(State or other (Commission File No.) (IRS Employer
jurisdiction of Identification
incorporation) Number)
3400 AVENUE H, ROSENBERG, TEXAS 77471-3808
________________________________________________________________________________
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (281) 342-5571
________________________________________________________________________________
________________________________________________________________________________
(Former name or former address, if changed since last report)
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Item 5. Other Events
On May 1, 1997, the Registrant issued the earnings release attached as
Exhibit 99 announcing the declaration of a cash dividend and earnings for the
fourth quarter fiscal 1997 ended April 30, 1997.
The foregoing information does not purport to be complete and is qualified
in its entirety by reference to the Exhibit to this Report.
Item 7. Financial Statements and Exhibits
(c) Exhibits
The Exhibit referred to in Item 5 of this Report and listed on the
accompanying Exhibit Index is filed as part of this Report and is incorporated
herein by reference.
2
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EXHIBIT
NUMBER DESCRIPTION
99 Fourth quarter Fiscal 1997 earnings release, dated
May 1, 1997
3
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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.
FORT BEND HOLDING CORP.
/s/ LANE WARD
Date: May 5, 1997 By: ________________________
Lane Ward
Vice Chairman, President
and Chief Executive Officer
4
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For Immediate Release For more information, contact:
Date: May 1, 1997 Lane Ward, Vice Chairman, President
and CEO at (281) 342-5571
FORT BEND HOLDING CORP.'S
FOURTH QUARTER FISCAL 1997 EARNINGS RELEASE
Fort Bend Holding Corp. ("FBHC"), parent corporation of Fort Bend
Federal Savings and Loan Association of Rosenberg (FBF), today announced net
earnings of $53l,000 or $0.62 primary earnings per share, for the fourth fiscal
quarter ended March 31, 1997. This compares to net earnings of $367,000, or
$0.43 primary earnings per share, for the same fourth quarter in fiscal 1996.
Net earnings for Fort Bend Holding Corp.'s fiscal year ended March 31, 1997 were
$775,000, or $ $0.91 primary earnings per share, as compared to $l,687,000, or
$1.94 primary earnings per share, for the fiscal year 1996. Fully diluted
earnings per common share for the fiscal year 1997 are $0.91 as compared to
$1.81 for the fiscal year 1996.
The significant increase in earnings for the fourth quarter of fiscal
1997 is attributable to three factors. First, as previously announced on
January 1, 1997 FBF acquired a 51% interest in Mitchell Mortgage Company,
L.L.C. Because of the synergies between the mortgage company and the savings
and loan, an immediate enhancement of earnings has resulted. Second, as of
January 1, 1997, the FDIC insurance premium, which the savings and loan is
subject to, decreased from .23% to .064%, resulting in substantial ongoing
savings. Third and finally, the previously announced merger of FirstBanc Savings
into Fort Bend Federal is showing results as FBFs business style is introduced
in the organization.
Earnings for the fiscal year ended March 31, 1997 decreased primarily as
a result of the special FDIC assessment. On September 30, 1996 FBHC recorded the
special assessment of $1,493,000 as a result of the Economic Growth and
Regulatory Paperwork Reduction Act. Excluding this special assessment, net
earnings for the fiscal year ended March 31, 1997 were $1,760,000 or $2.06
primary earnings per share.
The Board of Directors has also announced that Fort Bend Holding Corp.
will pay a cash dividend of $0.07 per share for the quarter ended March 31,1997.
The dividend will be payable on May 29, 1997 to shareholders of record on
May 8, 1997. This is the Company's fourteenth consecutive quarterly cash
dividend.
Fort Bend Holding Corp.'s net interest income after provision for loan
losses was $7,044,000 for fiscal year 1997 compared to $6,270,000 for fiscal
year 1996. Net interest income reflected an increase in average
interest-earning assets to $250 million from $227 million for the fiscal years
1997 and 1996, respectively. The acquisition of FirstBanc Savings and 51% of
Mitchell Mortgage Company, L.L.C. contributed interest-earning assets of
approximately $21 million and $19 million, respectively.
Total noninterest income increased by $1,726,000 from fiscal 1996 to
fiscal 1997. Approximately $616,000 of the increase was due to Mitchell
Mortgage.
Total assets of Fort Bend Holding Corp. were $295,080,000 as of
March 31, 1997, compared to $244,169,000 at March 31, 1996. This represents an
increase of 20.85% that is primarily attributable to the acquisition of
FirstBanc Savings and 51% of Mitchell Mortgage Company, L.L.C.
Stockholders' equity was $18,428,000 at March 31, 1997 compared to
$17,572,000 at March 31, 1996. This represents an increase of 4.87%.
Equity-to-assets and risk-based capital ratios were 6.25% and 14.77%
respectively as of March 31, 1997.
Non-performing assets as a percentage of total assets as of
March 31, 1997, were 0.42% compared to 1.29% as of March 31, 1996.
Fort Bend Holding Corp. serves Fort Bend, Harris, Wharton, Waller and
MontgomeryCounties in Southeast Texas through its subsidiary, Fort Bend Federal
Savings and Loan headquartered in Fort Bend County and FBFs subsidiary Mitchell
Mortgage Company, L. L. C. located in The Woodlands. Fort Bend Federal's
market area is located in the largest metropolitan area of Texas and the eighth
largest in the United States. The Corporation's stock is traded on the Nasdaq
National Market under the symbol "FBHC".
# # #
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FORT BEND HOLDING CORP.
CONSOLIDATED STATEMENT OF FINANCIAL CONDITION
ASSETS MARCH 31, 1997 MARCH 31, 1996
Cash and due from banks $ 6,369,675 $ 3,451,880
Short-term investments 14,220,516 13,541,782
Certificates of deposit 200,000 200,000
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TOTAL CASH AND CASH EQUIVALENTS 20,790,191 17,193,662
Investment securities available
for sale, at market 2,810,270 2,684,607
Investment securities held to maturity
(estimated market value of $10,789,440
and $9,064,153 at March 31, 1997 and
1996, respectively) 11,234,763 9,233,505
Mortgage-backed securities available
for sale, at market 520,869 873,502
Mortgage-backed securities held to maturity
(estimated market value of $96,684,430
and $110,676,779 at March 31, 1997 and
1996, respectively) 97,084,501 110,489,617
Loans receivable, net 137,455,697 92,861,594
Loans held for sale 3,432,423 922,422
Accrued interest receivable 1,816,415 1,466,272
Real estate, net 470,996 155,372
Federal Home Loan Bank stock, at cost 1,933,000 1,460,200
Premises and equipment, net 4,970,011 3,635,046
Mortgage servicing rights, net 7,537,571 1,235,714
Prepaid expenses and other assets 3,369,505 1,538,171
Deferred income taxes 305,961 418,949
Goodwill, net 1,347,925 --
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TOTAL ASSETS $ 295,080,098 $ 244,168,633
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LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Deposits $ 250,218,152 $ 203,913,715
Convertible Subordinated Debentures 12,080,000 12,100,000
Borrowings 4,226,676 4,363,688
Advances from borrowers for taxes
and insurance 4,750,945 4,224,796
Accounts payable, accrued expenses and
other liabilities 2,868,177 1,994,065
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TOTAL LIABILITIES 274,143,950 226,596,262
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Minority interest 2,508,214 --
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Stockholders' equity:
Serial preferred stock, $.01 par
value - 500,000 shares authorized,
none outstanding
Common Stock $.01 par value, 2,000,000
shares authorized 910,475 shares issued
and 822,301 shares outstanding at
March 31, 1997 and 905,572 shares
issued and 817,398 shares outstanding
at March 31, 1996 9,104 9,055
Additional paid-in capital 8,704,987 8,514,562
Unearned employee stock ownership
plan shares (307,125) (394,875)
Deferred compensation (82,324) (98,668)
Net unrealized depreciation on
available for sale securities (6,107) (21,786)
Retained earnings (substantially
restricted) 11,565,900 11,020,584
Treasury stock, at cost - 88,174 (1,456,501) (1,456,501)
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TOTAL STOCKHOLDERS' EQUITY 18,427,934 17,572,371
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TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ 295,080,098 $ 244,168,633
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FORT BEND HOLDING CORP.
CONSOLIDATED STATEMENT OF INCOME
FOR THE YEARS ENDED MARCH 31, 1997, 1996 AND 1995
<TABLE>
<CAPTION>
1997 1996 1995
<S> <C> <C> <C>
INTEREST INCOME:
Loans $ 10,251,364 $ 7,375,117 $ 6,367,190
Short-term investments 809,779 544,684 249,448
Investment securities 779,993 778,603 833,701
Mortgage-backed securities 6,924,939 7,718,765 7,143,515
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TOTAL INTEREST INCOME 18,766,075 16,417,169 14,593,854
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INTEREST EXPENSE:
Deposits 10,025,946 9,293,724 7,345,930
Borrowings 1,372,403 729,979 361,678
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TOTAL INTEREST EXPENSE 11,398,349 10,023,703 7,707,608
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NET INTEREST INCOME BEFORE
PROVISION FOR LOAN LOSSES 7,367,726 6,393,466 6,886,246
PROVISION FOR LOAN LOSSES (324,000) (123,053) (258,000)
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NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES 7,043,726 6,270,413 6,628,246
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NONINTEREST INCOME:
Gain (loss) on sale of loans 567,776 313,438 (69,323)
Service charges 659,331 322,207 245,958
Loan servicing income 1,291,330 545,829 511,180
Other income 1,312,513 923,321 813,555
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TOTAL NONINTEREST INCOME 3,830,950 2,104,795 1,501,370
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NONINTEREST EXPENSES:
Compensation and benefits 4,413,226 3,107,963 2,782,292
Office occupancy and equipment 1,121,085 656,541 570,644
Federal insurance premiums 406,877 465,421 456,955
Savings Association Insurance Fund Assessment 1,492,686 -- --
Amortization of mortgage servicing contracts 475,864 207,646 220,000
Insurance and surety bond expense 143,196 126,352 133,514
Real estate operations, net (213,127) (18,029) 24,751
Other 1,839,159 1,228,849 1,201,095
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TOTAL NONINTEREST EXPENSES 9,678,966 5,774,743 5,389,251
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INCOME BEFORE INCOME TAX AND
MINORITY INTEREST 1,195,710 2,600,465 2,740,365
INCOME TAX PROVISION 363,009 913,429 969,686
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NET INCOME BEFORE MINORITY INTEREST 832,701 1,687,036 1,770,679
MINORITY INTEREST IN NET INCOME OF SUBSIDIARY 57,928 -- --
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NET INCOME $ 774,773 $ 1,687,036 $ 1,770,679
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PRIMARY EARNINGS PER COMMON SHARE $ 0.91 $ 1.94 $ 1.94
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FULLY DILUTED EARNINGS PER COMMON SHARE $ 0.91 $ 1.81 $ 1.94
============= ============= =============
DIVIDENDS PER COMMON SHARE $ 0.28 $ 0.28 $ 0.28
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</TABLE>
