<PAGE>
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)
July 29, 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)
<PAGE>
Item 5. Other Events
------------
On July 29, 1997, the Registrant issued the press release attached as
Exhibit 99 announcing first quarter Fiscal 1998 earnings release.
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. Press Release
-------------
(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
<PAGE>
EXHIBIT
NUMBER DESCRIPTION
------- -----------
99 Press release, dated July 29, 1997
3
<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.
FORT BEND HOLDING CORP.
By: /s/ Lane Ward
Date: August 1, 1997 -------------------------
Lane Ward
Vice Chairman, President and
Chief Executive Officer
4
<PAGE>
EXHIBIT 99
FOR IMMEDIATE RELEASE PRESS RELEASE JULY 29, 1997
FORT BEND HOLDING CORP.'S
FIRST QUARTER FISCAL 1998 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 $519,000 or $0.60 primary earnings per share, for the first fiscal
quarter ended June 30, 1997. This compares to net earnings of $406,000, or $0.48
primary earnings per share for the same quarter in fiscal year 1997 and
represents a 25% increase in earnings per share. Fully diluted earnings per
common share for the quarter ended June 30, 1997 was $0.49 compared to $0.40 for
the quarter ended June 30, 1996.
The increase in earnings for the first quarter of fiscal year 1998 is
partially attributable to the acquisitions in fiscal year 1997 of FirstBanc
Savings and a 51% investment in Mitchell Mortgage Company, L.L.C. (MMC). The
acquisition of MMC contributed approximately $83,000 to consolidated income
before tax. In addition a reduction in FDIC insurance premiums contributed
approximately $84,000 to income before tax.
Because of the strong earnings performance, the Board of Directors has
announced that Fort Bend Holding Corp. will increase its quarterly cash dividend
to $0.10 per share for the quarter ended June 30, 1997. The dividend will be
payable on September 3, 1997 to shareholders of record on August 13, 1997. This
is the Company's fifteenth consecutive quarterly cash dividend.
Fort Bend Holding Corp.'s net interest income after provision for loan
losses was $2,272,000 for quarter ended June 30, 1997 compared to $1,620,000 for
the quarter ended June 30, 1996. Net interest income reflected an increase in
average interest-earning assets to $275 million from $233 million for the
quarter ended June 30, 1997 and 1996, respectively. The acquisition of 51% of
MMC contributed interest-earning assets of approximately $24 million. Total
noninterest income increased by $973,000 for the quarter ended June 30, 1997
compared to the quarter ended June 30, 1996. Approximately $887,000 of the
increase was due to MMC.
Total assets of Fort Bend Holding Corp. were $318,668,000 as of June 30,
1997, compared to $295,080,000 at March 31, 1997. This represents an increase of
7.99% that is primarily attributable to the activities of MMC, its depository
relationships, and the increase in its loans held for sale.
Stockholders' equity was $19,216,000 at June 30, 1997 compared to
$18,428,000 at March 31, 1997. This represents an increase of 4.3%.
Equity-to-assets and risk-based capital ratios at June 30, 1997 were 6.0% and
13.9%, respectively.
Non-performing assets as a percentage of total assets as of June 30,
1997, were 0.37% compared to 0.42% as of March 31, 1997.
Fort Bend Holding Corp. serves Fort Bend, Harris, Wharton, Waller and
Montgomery Counties in Southeast Texas through its subsidiary, Fort Bend Federal
Savings and Loan headquartered in Fort Bend County and FBF's 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".
# # #
For more information, contact:
LANE WARD, VICE CHAIRMAN, PRESIDENT AND CEO AT (281) 342-5571
<PAGE>
FORT BEND HOLDING CORP.
CONSOLIDATED STATEMENT OF FINANCIAL CONDITION
(Unaudited)
<TABLE>
<CAPTION>
ASSETS June 30, 1997 March 31, 1997
------------- --------------
<S> <C> <C>
Cash and due from banks $ 8,462,218 $ 6,369,675
Short-term investments 18,959,712 14,220,516
Certificates of deposit 200,000 200,000
------------ ------------
Total cash and cash equivalents 27,621,930 20,790,191
Investment securities available for sale,
at market 2,852,946 2,810,270
Investment securities held to maturity
(estimated market value of $12,851,420
and $10,789,440 at June 30, 1997 and
March 31, 1997, respectively) 13,230,674 11,234,763
Mortgage-backed securities available
for sale, at market 512,068 520,869
Mortgage-backed securities held to maturity
(estimated market value of $93,611,639 and
$96,684,430 at June 30, 1997 and
March 31, 1997, respectively) 93,839,235 97,084,501
Loans receivable, net 145,478,428 138,227,705
Loans held for sale 14,896,120 2,660,415
Accrued interest receivable 2,020,060 1,816,415
Real estate, net 33,721 470,996
Federal Home Loan Bank stock, at cost 1,443,100 1,933,000
Premises and equipment, net 4,878,196 4,970,011
Mortgage servicing rights, net 7,301,028 7,537,571
Prepaid expenses and other assets 2,931,684 3,369,505
Deferred income taxes 311,872 305,961
Goodwill, net 1,317,286 1,347,925
------------ ------------
Total assets $318,668,348 $295,080,098
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Deposits $268,578,249 $250,218,152
Convertible Subordinated Debentures 12,030,000 12,080,000
Borrowings 6,122,194 4,226,676
Advances from borrowers for taxes and
insurance 7,528,765 4,750,945
Accounts payable, accrued expenses and
other liabilities 2,654,927 2,868,177
------------ ------------
Total liabilities 296,914,135 274,143,950
------------ ------------
Minority interest in consolidated
subsidiary 2,538,585 2,508,214
------------ ------------
Stockholders' equity:
Serial preferred stock, $.01 par value -
500,000 shares authorized, none
outstanding
Common Stock $.01 par value, 2,000,000
shares authorized 915,389 shares issued
and 827,215 shares outstanding at
June 30, 1997 and 910,475 shares issued
and 822,301 shares outstanding at
March 31, 1997 9,153 9,104
Additional paid-in capital 8,980,348 8,704,987
Unearned employee stock ownership
plan shares (215,442) (307,125)
Deferred compensation (129,305) (82,324)
Net unrealized depreciation on
available for sale securities (119) (6,107)
Retained earnings (substantially restricted) 12,027,494 11,565,900
Treasury stock, at cost - 88,174 (1,456,501) (1,456,501)
------------ ------------
Total stockholders' equity 19,215,628 18,427,934
------------ ------------
Total liabilities and
stockholders' equity $318,668,348 $295,080,098
============ ============
</TABLE>
<PAGE>
FORT BEND HOLDING CORP.
CONSOLIDATED STATEMENT OF INCOME
Three Months Ended June 30
(Unaudited)
<TABLE>
<CAPTION>
1997 1996
------------- --------------
<S> <C> <C>
Interest Income:
Loans $3,364,104 $2,130,689
Short-term investments 159,007 187,395
Investment securities 241,290 147,996
Mortgage-backed securities 1,575,463 1,829,259
---------- ----------
Total interest income 5,339,864 4,295,339
---------- ----------
Interest expense:
Deposits 2,668,028 2,320,151
Borrowings 337,047 330,050
---------- ----------
Total interest expense 3,005,075 2,650,201
---------- ----------
Net interest income before
provision for loan losses 2,334,789 1,645,138
Provision for loan losses 62,980 25,000
---------- ----------
Net interest income after
provision for loan losses 2,271,809 1,620,138
---------- ----------
Noninterest income:
Gain on sale of loans 97,340 49,949
Loan fees & charges 727,540 113,418
Loan servicing income - net 297,451 105,381
Service charges on deposit accounts 209,877 154,492
Other income 188,742 124,646
---------- ----------
Total noninterest income 1,520,950 547,886
---------- ----------
Noninterest expenses:
Compensation and benefits 1,749,328 831,871
Office occupancy and equipment 446,580 187,020
Federal insurance premiums 39,912 124,282
Data processing fees 125,775 46,067
Insurance and surety bond expense 36,867 33,616
Other 517,245 330,449
---------- ----------
Total noninterest expenses 2,915,707 1,553,305
Income before income tax and minority
interest 877,052 614,719
Income tax provision 278,343 209,000
---------- ----------
Net income before minority interest 598,709 405,719
Minority interest 79,371 --
---------- ----------
Net income $ 519,338 $ 405,719
========== ==========
Primary earnings per share $ .60 $ 0.48
========== ==========
Fully diluted earnings per common share $ .49 $ 0.40
========== ==========
Dividends per common share $ 0.07 $ 0.07
========== ==========
</TABLE>
