U. S. Securities and Exchange Commission
Washington, D.C 20549
FORM 10-QSB
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2000
Commission File Number 33-64520
BANK BUILDING CORPORATION
Virginia
54-1714800
9112 Virginia Avenue, Bassett, Virginia 24055
(703) 629-3331
Securities registered pursuant to Section 12-(b) of the Act:
None
Securities registered pursuant to Section 12-(g) of the Act:
400,000 Shares of Common Stock with no par value
Check whether the issuer (1) filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the past 12 months, and (2) has been subject to such
filing requirements for the last 90 days. Yes X No
____.
There are 398,244 shares of sock outstanding as of November
10, 2000.
INDEX
PART 1 - FINANCIAL INFORMATION 3
ITEM 1 - FINANCIAL STATEMENTS 3
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION 3
CONSOLIDATED STATEMENTS OF INCOME 3
CONSOLIDATED STATEMENTS CASH FLOWS 5
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS 6
PART II - OTHER INFORMATION 7
Part 1 - Financial Information
Item 1 - Financial Statements
Consolidated Statements of Financial Condition
(Dollars in Thousands)
June 30
ASSETS 2000 1999
Current Assets
Cash $ $
137 152
Receivable
- 7
Prepaid Expenses
20 60
Income tax refund
receivable - -
Total Current Assets
157 219
Property and
equipment
Total Fixed Assets
20,829 17,546
Less accumulated
depreciation (1,040) (604)
Net Fixed Assets
19,789 16,942
Net organization
costs 103 88
Other Assets
$ $
20,049 17,249
LIABILITIES
Current Liabilities
Accounts Payable
- 3
Accrued Interest $ $
182 130
Current portion of
long-term debt 729
456
Note payable -
demand 1,484 1,113
Deposit on Property
- -
Total Current
Liabilities 2,122 1,975
Long-term debt
17,779 15,089
Stockholders equity
Common stock,
authorized 400,000
shares, no par
value, 398,244
issued and
outstanding - -
Retained earnings
(deficit) 148 185
Total stockholders'
equity 148 185
$ $
20,049 17,249
Consolidated Statements of Income
(Dollars in Thousands except per share data)
Nine Three Months
Months Ended
Ended
Septemb September 30
er 30
2000 1999 2000 1999
INCOME
Lease Income $ $ $ $
1,572 1,366 521 516
Other Income
94 36 68 23
1,666 1,402 589 539
EXPENSES
Interest
1,183 943 431 355
Depreciation
272 198 91 85
Amortization
9 8 3 3
Other
66 53 21 27
1,530 1,202 546 470
Net income
136 200 43 69
Retained earnings,
beginning of Period 12 (15) 12 (15)
Retained earnings, end $ $ $ $
of Period 148 185 55 54
Earnings per share $ $ $ $
0.34 0.50 0.11 0.17
Consolidated Statements Cash Flows
(Dollars in Thousands)
2000 1999
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BANK BUILDING CORPORATION
Notes to Consolidated Financial Statements
1. Presentation of Statements
In the opinion of management, the accompanying unaudited
consolidated financial statements contain all adjustments (all of
which were normal recurring accruals) necessary for a fair
presentation. The results of operations for the interim periods
are not necessarily indicative of the results which may be
expected for an entire year.
The accompanying financial statements include the Company's
wholly-owned subsidiary, Blackstone Properties, LLC. All
intercompany transactions between the Company and Blackstone have
been eliminated in these statements. Blackstone Properties owns
a shopping center in southside Virginia and leases space to a
number of retail tenants.
Item 2 - Management's Discussion And Analysis Of Financial
Condition And Results Of Operations
The primary purpose of BBC is to acquire and develop property for
lease as bank offices to a number of Participating Banks. The
selection of sites and construction of the offices is done by the
Participating Banks that will lease the site to insure the needs
of the bank are met. There are, however, no commitments on the
part of any Participating Bank to present prospective office
properties to BBC nor are there any commitments on the part of
BBC to accept any prospective office properties offered by any of
the Participating Banks. The acquisition and development of
property is financed through loans from various sources.
The Company now owns eighteen offices which are leased to various
Participating Banks under triple net operating leases. The
leasing bank are responsible for all property taxes, insurance
and maintenance costs on each leased office. The Company incurs
both interest and depreciation expenses related to each office as
well as other, minimal operating costs.
The Company anticipates acquiring eight additional branch
packages from the Participating Banks during the fourth quarter
of 2000. Subsequent to the September 30, 2000, the Company
entered into negotiations to purchase another commercial
property.
The Company also owns the Westlake Corner Shopping Center near
Smith Mountain Lake. This center consists of 50,000 square feet
of space on 29 acres. The anchor tenants for the center are Food
Lion, Revco, and Family Dollar Store. First National Bank, Rocky
Mount, Virginia opened an office on a portion of this property on
June 5, 1998. As noted above, the Company also owns Blackstone
Properties, a wholly-owned subsidiary, which owns a shopping
center in southside Virginia which is leased to a number of
retail tenants.
For the first nine months of 2000 the Company generated net
income of $125,000 compared to $185,000 for the previous year.
Lease payments on the various properties continue to provide the
revenue for the company. Interest and depreciation costs
associated with the various properties owned by the Company also
continue to be the only significant expenses. Increases in these
expenses account for the decline in net income compared to 1999.
BANK BUILDING CORPORATION
Part II - Other Information
Item 1. Legal Proceedings
There were no legal proceedings of financial
significance underway at September 30, 2000 or 1999.
Item 2. Changes in Securities
There have been no change in the Company's securities during
the period covered by this report.
Item 3. Defaults Upon Senior Securities
There have been no defaults on any securities.
Item 4. Submission of Matters to a Vote of Security Holders
The Company held its Annual Meeting of Shareholders on July
19, 2000. A total of 247,484 shares were voted at the
meeting which equals 62% of the total outstanding shares.
The following were reelected to serve as directors. No
other items were considered at the meeting.
Director Votes For Votes Against
Worth Harris 247,484 -0-
Carter, Jr.
Robert E. Conner 247,484 -0-
William G. Davis 247,229 255
Charles E. Hall 247,484 -0-
Haller G. 247,484 -0-
Prillaman
R. E. Williams 247,484 -0-
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Forms 8-K
There have been no reports on Form 8-K filed during the
period covered by this report.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934 the Registrant has caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
BANK BUILDING CORPORATION
(Registrant)
Date: November 10, 2000 By: s/s Worth
Harris Carter, Jr.
Worth Harris Carter, Jr.
President and Principal
Financial Officer
