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Previous: CRONOS GLOBAL INCOME FUND XV LP, 10-Q, 1998-05-11 |
Next: UNIVERSAL FOREST PRODUCTS INC, SC 13G, 1998-05-11 |
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from to
Commission file number 0-22608
FFLC BANCORP, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware 59-3204891
- --------------------------------------------------------------------------------
(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Organization) Identification No.)
800 North Boulevard West, Post Office Box 490420,
Leesburg, Florida 34749-0420
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number, Including Area Code (352) 787-3311
Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report
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 [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date:
3,749,073 shares outstanding
Common stock, par value $.01 per share at April 24, 1998
- -------------------------------------- ----------------------------
<PAGE>
FFLC BANCORP, INC.
INDEX
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Balance Sheets -
at March 31, 1998 (unaudited) and at December 31, 1997...................
Condensed Consolidated Statements of Income -
Three months ended March 31, 1998 and 1997 (unaudited)...................
Condensed Consolidated Statements of Comprehensive Income -
Three months ended March 31, 1998 and 1997 (unaudited)...................
Condensed Consolidated Statement of Stockholders' Equity -
Three months ended March 31, 1998 (unaudited)............................
Condensed Consolidated Statements of Cash Flows -
Three months ended March 31, 1998 and 1997 (unaudited)...................
Notes to Condensed Consolidated Financial Statements (unaudited)...........
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations..................................................
Part II. OTHER INFORMATION
Item 1. Legal Proceedings...................................................
Item 2. Changes in Securities...............................................
Item 3. Default upon Senior Securities......................................
Item 4. Submission of Matters to a Vote of Security Holders.................
Item 5. Other Information...................................................
Item 6. Exhibits and Reports on Form 8-K....................................
SIGNATURES......................................................................
<PAGE>
<TABLE>
<CAPTION>
FFLC BANCORP, INC.
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Balance Sheets
($ in thousands)
At At
March 31, December 31,
1998 1997
--------- ---------
Assets (unaudited)
<S> <C> <C>
Cash and due from banks $ 5,630 7,122
Interest-bearing deposits 10,888 8,562
--------- ---------
Cash and cash equivalents 16,518 15,684
Securities held to maturity 29,223 32,017
Securities available for sale 24,034 26,581
Loans receivable, net of allowance for loan losses of $1,834 in 1998
and $1,684 in 1997 327,789 315,353
Accrued interest receivable:
Securities 405 537
Loans receivable 1,715 1,597
Premises and equipment, net 5,258 5,313
Foreclosed real estate 447 507
Real estate held for development 122 122
Restricted securities - Federal Home Loan Bank stock, at cost 2,737 2,304
Other assets 403 222
--------- ---------
Total $ 408,651 400,237
========= =========
Liabilities and Stockholders' Equity
Liabilities:
Demand, NOW and money-market accounts 55,512 50,597
Savings accounts 24,823 24,503
Certificates 242,424 240,290
--------- ---------
Total deposits 322,759 315,390
Advances from Federal Home Loan Bank 30,000 30,000
Deferred income taxes 549 737
Accrued expenses and other liabilities 3,399 2,681
--------- ---------
Total liabilities 356,707 348,808
--------- ---------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
FFLC BANCORP, INC.
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Balance Sheets
($ in thousands)
(continued)
At At
March 31, December 31,
1998 1997
--------- ---------
(unaudited)
<S> <C> <C>
Stockholders' equity:
Preferred stock -- --
Common stock 44 43
Additional paid-in-capital 28,674 28,265
Retained income 37,286 36,622
Accumulated other comprehensive income, net of tax
of $35 in 1998 and $53 in 1997 (60) (88)
Treasury stock, at cost (13,132) (12,466)
Stock held by Incentive Plan Trusts (868) (947)
--------- ---------
Total stockholders' equity 51,944 51,429
--------- ---------
Total $ 408,651 400,237
========= =========
</TABLE>
See accompanying Notes to Condensed Consolidated Financial Statements.
<PAGE>
<TABLE>
<CAPTION>
FFLC BANCORP, INC.
Condensed Consolidated Statements of Income
($ in thousands, except share amounts)
For the Three Months
Ended March 31,
-------------------------
1998 1997
---------- ----------
(unaudited)
<S> <C> <C>
Interest income:
Loans receivable $ 6,620 4,839
Securities available for sale 366 731
Securities held to maturity 542 811
Other interest-earning assets 225 102
---------- ----------
Total interest income 7,753 6,483
---------- ----------
Interest expense:
Deposits 3,694 3,310
Borrowed funds 450 129
---------- ----------
Total interest expense 4,144 3,439
---------- ----------
Net interest income 3,609 3,044
Provision for loan losses 148 68
---------- ----------
Net interest income after provision for loan losses 3,461 2,976
---------- ----------
Noninterest income:
Deposit account fees 129 119
Other service charges and fees 87 71
Other 12 8
---------- ----------
Total noninterest income 228 198
---------- ----------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
FFLC BANCORP, INC.
Condensed Consolidated Statements of Income
($ in thousands, except share amounts)
(continued)
For the Three Months
Ended March 31,
-------------------------
1998 1997
---------- ----------
(unaudited)
<S> <C> <C>
Noninterest expense:
Salaries and employee benefits 1,261 982
Occupancy expense 233 219
Deposit insurance premium 48 36
Data processing expense 115 113
Professional services 50 60
Advertising and promotion 77 34
Other 233 187
---------- ----------
Total noninterest expense 2,017 1,631
---------- ----------
Income before income taxes 1,672 1,543
Income taxes 681 570
---------- ----------
Net income $ 991 973
========== ==========
Basic income per share of common stock $ .28 .26
========== ==========
Weighted-average number of shares outstanding for basic 3,602,638 3,812,743
========== ==========
Diluted income per share of common stock $ .26 .24
========== ==========
Weighted-average number of shares outstanding for diluted 3,803,382 4,005,753
========== ==========
Dividends per share $ .09 .07
========== ==========
</TABLE>
See accompanying Notes to Condensed Consolidated Financial Statements
<PAGE>
<TABLE>
<CAPTION>
FFLC BANCORP, INC.
Condensed Consolidated Statements of Comprehensive Income
($ in thousands)
For the Three Months
Ended March 31,
1998 1997
------ ------
(unaudited)
<S> <C> <C>
Net income $ 991 973
Other comprehensive income-
Change in unrealized loss on securities available for sale,
net of tax of $17 in 1998 and $76 in 1997 28 (127)
------ ------
Comprehensive income $1,019 846
====== ======
</TABLE>
See accompanying Notes to Condensed Consolidated Financial Statements
<PAGE>
<TABLE>
<CAPTION>
FFLC BANCORP, INC.
Condensed Consolidated Statement of Stockholders' Equity
Three Months Ended March 31, 1998
($ in thousands)
Accumulated Stock
Other Held by
Additional Compre- Incentive Total
Common Paid-In Retained hensive Treasury Plan Stockholders'
Stock Capital Income Income Stock Trusts Equity
----- ------- ------ ------ ----- ------ ------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance at December 31, 1997 $ 43 28,265 36,622 (88) (12,466) (947) 51,429
Net proceeds from the issuance
of 38,226 shares of common
stock (unaudited) 1 229 -- -- -- -- 230
Net income (unaudited) -- -- 991 -- -- -- 991
Dividends paid, net of $9 of
dividends on ESOP shares
recorded as compensation
expense (unaudited) -- -- (327) -- -- -- (327)
Purchase of treasury stock,
35,041 shares (unaudited) -- -- -- -- (666) -- (666)
Shares committed to participants
in incentive plans (unaudited) -- 180 -- -- -- 79 259
Change in accumulated other
comprehensive income, net
of income taxes of $17
(unaudited) -- -- -- 28 -- -- 28
------- ------- ------- ------- ------- ----- -------
Balance at March 31, 1998
(unaudited) $ 44 28,674 37,286 (60) (13,132) (868) 51,944
======= ======= ======= ======= ======= ===== ======
</TABLE>
See accompanying Notes to Condensed Consolidated Financial Statements.
<PAGE>
<TABLE>
<CAPTION>
FFLC BANCORP, INC.
Condensed Consolidated Statements of Cash Flows
($ in thousands)
Three Months Ended
March 31,
----------------------
1998 1997
-------- --------
(unaudited)
<S> <C> <C>
Cash flows from operating activities:
Net income $ 991 973
Adjustments to reconcile net income
to net cash provided by operations:
Provision for loan losses 148 68
Depreciation 98 93
Credit for deferred income taxes (205) (14)
Shares committed and dividends to incentive plan participants 268 201
Amortization of premiums or discounts on securities (5) (15)
Accretion of deferred loan fees and unearned income 3 2
Deferral of net loan fees collected, net of costs deferred 61 48
Gain on sale of foreclosed real estate (4) --
Decrease (increase) in accrued interest receivable 14 (138)
Increase in other assets (181) (144)
Increase in accrued expenses and other liabilities 718 1,413
-------- --------
Net cash provided by operating activities 1,906 2,487
-------- --------
Cash flows from investing activities:
Proceeds from maturities and principal repayments on securities
held to maturity 2,794 4,464
Proceeds from maturities and principal repayments on securities
available for sale 2,738 5,140
Purchase of securities available for sale (141) (5,136)
Loan disbursements (31,170) (26,306)
Principal repayments on loans 18,586 10,066
Purchase of premises and equipment, net (43) (212)
Purchase of Federal Home Loan Bank stock (433) (365)
Proceeds from sales of foreclosed real estate -- 2
-------- --------
Net cash used in investing activities (7,669) (12,347)
-------- --------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
FFLC BANCORP, INC.
Condensed Consolidated Statements of Cash Flows
($ in thousands)
(continued)
Three Months Ended
March 31,
----------------------
1998 1997
-------- --------
(unaudited)
<S> <C> <C>
Cash flows from financing activities:
Net increase in savings, demand, NOW and money-market accounts $ 5,235 2,153
Net increase in certificate accounts 2,134 6,600
Repayment of advances from Federal Home Loan Bank -- (150)
Net increase in securities sold under agreements to repurchase -- 3,904
Stock options exercised 230 137
Purchase of treasury stock (666) (2,627)
Cash dividends paid (336) (291)
-------- --------
Net cash provided by financing activities 6,597 9,726
-------- --------
Net increase (decrease) in cash and cash equivalents 834 (134)
Cash and cash equivalents at beginning of period 15,684 10,157
-------- --------
Cash and cash equivalents at end of period $ 16,518 10,023
======== ========
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest $ 4,165 3,370
======== ========
Income taxes $ 120 --
======== ========
Noncash investing and financing activities:
Increase (decrease) in accumulated other comprehensive income $ 28 (127)
======== ========
Transfer from loans to foreclosed real estate $ 64 80
======== ========
Loans originated on sales of foreclosed real estate $ 64 --
======== ========
Loans funded by and sold to correspondent $ 1,366 187
======== ========
</TABLE>
See accompanying Notes to Condensed Consolidated Financial Statements.
<PAGE>
FFLC BANCORP, INC.
Notes to Condensed Consolidated Financial Statements (Unaudited)
1. Basis of Presentation. In the opinion of the management of FFLC Bancorp,
Inc., the accompanying condensed consolidated financial statements
contain all adjustments (consisting of normal recurring accruals)
necessary to present fairly the financial position at March 31, 1998 and
the results of operations and cash flows for the three-month periods
ended March 31, 1998 and 1997. The results of operations and other data
for the three-month period ended March 31, 1998, are not necessarily
indicative of results that may be expected for the year ending December
31, 1998.
The condensed consolidated financial statements include the accounts of
FFLC Bancorp, Inc. (the "Holding Company"), its wholly-owned subsidiary,
First Federal Savings Bank of Lake County (the "Savings Bank") and the
Savings Bank wholly-owned subsidiary, Lake County Service Corporation
(together, the "Company"). All significant intercompany accounts and
transactions have been eliminated in consolidation.
2. Loan Impairment and Loan Losses. The Company prepares a quarterly review
of the adequacy of the allowance for loan losses to also identify and
value impaired loans in accordance with guidance in the Statements of
Financial Accounting Standards No. 114 and 118. No impaired loans were
identified by the Company during the three months ended March 31, 1998
or 1997.
An analysis of the change in the allowance for loan losses was as
follows (in thousands):
<TABLE>
<CAPTION>
Three Months Ended
March 31,
----------------------
1998 1997
---- ----
<S> <C> <C>
Balance at January 1 $ 1,684 1,063
Provision for loan losses 148 68
Loans charged-off - (8)
Recoveries 2 -
------ -----
Balance at March 31 $ 1,834 1,123
===== =====
</TABLE>
3. Impact of New Accounting Issues. In June, 1997, the Financial Accounting
Standards Board issued Statement of Financial Accounting Standards No.
130, "Reporting Comprehensive Income" ("SFAS No. 130"). That Standard
defines comprehensive income as the change in equity of an enterprise
except those resulting from stockholder transactions. All components of
comprehensive income are required to be reported in the financial
statements with equal prominence as existing financial statements. The
adoption of SFAS No. 130 had no significant effect on the Company's
financial position at March 31, 1998 or result of operations for the
three months then ended.
<PAGE>
FFLC BANCORP, INC.
Notes to Condensed Consolidated Financial Statements (Unaudited), Continued
4. Per Share Amounts. Income per share of common stock has been determined
by dividing net income for the period by the weighted-average number of
shares outstanding. Shares of common stock purchased by the ESOP and RRP
incentive plans are only considered outstanding when the shares are
released for allocation to participants. Stock options are regarded as
common stock equivalents and are therefore considered in both primary
and fully diluted income per share calculations. Common stock
equivalents are computed using the treasury stock method. The following
table presents the calculation of income per share:
<TABLE>
<CAPTION>
Three Months Ended
March 31,
--------------------------
1998 1997
---------- ----------
<S> <C> <C>
Weighted-average shares of common stock issued and
outstanding before adjustments for ESOP, RRP and
common stock options 3,758,462 4,022,100
Adjustment to reflect the effect of unallocated ESOP and
RRP shares (155,824) (209,357)
---------- ----------
Weighted-average shares for basic net income per share 3,602,638 3,812,743
========== ==========
Basic net income per share $ .28 .26
========== ==========
Total weighted-average common shares and equivalents
outstanding for basic net income per share computation 3,602,638 3,812,743
Additional dilutive shares using the average market value for
the period utilizing the treasury stock method regarding stock options 200,744 193,010
---------- ----------
Weighted-average common shares and equivalents outstanding for
diluted net income per share 3,803,382 4,005,753
========== ==========
Diluted net income per share $ .26 .24
========== ==========
</TABLE>
<PAGE>
FFLC BANCORP, INC.
Management's Discussion and Analysis
of Financial Condition and Results of Operations
General
FFLC Bancorp, Inc. (the "Holding Company") is the holding company for
First Federal Savings Bank of Lake County (the "Savings Bank") and its
wholly-owned subsidiary, Lake County Service Corporation (together, the
"Company"). The Company's consolidated results of operations are primarily
those of the Savings Bank.
The Savings Bank's principal business continues to be attracting retail
deposits from the general public and investing those deposits, together
with principal repayments on loans and investments and funds generated
from operations, primarily in mortgage loans secured by one-to-four-family
owner-occupied homes, commercial loans, securities and, to a lesser
extent, construction loans, consumer and other loans, and multi-family
residential mortgage loans. In addition, the Savings Bank holds
investments permitted by federal laws and regulations including securities
issued by the U.S. Government and agencies thereof. The Savings Bank's
revenues are derived principally from interest on its mortgage loan and
mortgage-backed securities portfolios and interest and dividends on its
investment securities. The Savings Bank is a member of the Federal Home
Loan Bank ("FHLB") system and its deposits are insured to the applicable
limits by the Savings Association Insurance Fund ("SAIF") of the Federal
Deposit Insurance Corporation (the "FDIC"). The Savings Bank is subject to
regulation by the Office of Thrift Supervision (the "OTS") as its
chartering agency, and the FDIC as its deposit insurer.
The Savings Bank has 9 full-service locations in Lake and Sumter Counties,
Florida.
The Savings Bank's results of operations are dependent primarily on net
interest income, which is the difference between the interest income
earned primarily on its loans and investment and mortgage-backed
securities portfolios, and its cost of funds, consisting of the interest
paid on its deposits and borrowings. The Savings Bank's operating results
are also affected, to a lesser extent, by fee income and by gains or
losses on the sale of loans, investment and mortgage-backed securities
available for sale and foreclosed real estate. The Savings Bank's
operating expenses consist primarily of employee compensation, occupancy
expenses, deposit insurance premiums and other general and administrative
expenses. The Savings Bank's results of operations are also significantly
affected by general economic and competitive conditions, particularly
changes in market interest rates, government policies, and actions of
regulatory authorities.
<PAGE>
FFLC BANCORP, INC.
Liquidity and Capital Resources
The Company's most liquid assets are cash, amounts due from depository
institutions and interest-bearing deposits. The levels of these assets are
dependent on the Company's lending, investing, operating, and deposit
activities during any given period. At March 31, 1998, cash, amounts due
from depository institutions and interest-bearing deposits, totaled $16.5
million.
The Savings Bank is required to maintain an average daily balance of
specified liquid assets equal to a monthly average of not less than a
specified percentage of its net withdrawable deposit accounts plus
short-term borrowings. This liquidity requirement is currently 4% but may
be changed from time to time by the OTS to any amount within the range of
4% to 10% depending upon economic conditions and the savings flows of
member institutions. Monetary penalties may be imposed for failure to meet
this liquidity requirement. The Savings Bank's liquidity ratio at March
31, 1998 was 9.7% which exceeded the requirement.
The Savings Bank's primary sources of funds include proceeds from payments
and prepayments on loans and mortgage-backed securities, proceeds from
maturities of investment securities, and increases in deposits. While
maturities and scheduled amortization of loans, mortgage-backed and
investment securities are predictable sources of funds, deposit inflows
and mortgage and mortgage-backed securities prepayments are greatly
influenced by local conditions, general interest rates, and regulatory
changes.
At March 31, 1998, the Savings Bank had outstanding commitments to
originate $16.7 million of loans and to fund the undisbursed portion of
loans in process of approximately $9.5 million and undisbursed commercial
lines of credit of approximately $12.8 million. The Savings Bank believes
that it will have sufficient funds available to meet its commitments. At
March 31, 1998, certificates of deposit which were scheduled to mature in
one year or less totaled $181.6 million. Management believes, based on
past experience, that a significant portion of those funds will remain
with the Savings Bank.
The Savings Bank is subject to various regulatory capital requirement
administered by the federal banking agencies. Failure to meet minimum
capital requirements can initiate certain mandatory-and possibly
additional discretionary-actions by regulators that, if undertaken, could
have a direct material effect on the Company's financial statements. Under
capital adequacy guidelines and the regulatory framework for prompt
corrective action, the Savings Bank must meet specific capital guidelines
that involve quantitative measures of the Savings Bank's assets,
liabilities, and certain off-balance-sheet items as calculated under
regulatory accounting practices. The Savings Bank's capital amounts and
classification are also subject to qualitative judgements by the
regulators about components, risk weightings, and other factors.
Quantitative measures established by regulation to ensure capital adequacy
require the Savings Bank to maintain minimum amounts (set forth in the
table below) of total and Tier I capital (as defined in the regulations)
to risk-weighted assets (as defined). Management believes, as of March 31,
1998, that the Savings Bank meets all capital adequacy requirements to
which it is subject.
<PAGE>
FFLC BANCORP, INC.
As of March 31, 1998, the most recent notification from the OTS
categorized the Savings Bank as well capitalized under the regulatory
framework for prompt corrective action. To be categorized as well
capitalized, the Savings Bank must maintain minimum tangible, Tier I
(core), Tier I (risk-based) and total risk-based capital ratios as set
forth in the table. There are no conditions or events since that
notification that management believes have changed the institution's
category.
The Savings Bank's actual capital amounts and ratios at March 31, 1998 are
also presented in the table.
<TABLE>
<CAPTION>
To Be Well
Minimum Capitalized
For Capital For Prompt
Adequacy Corrective Action
Actual Purposes Provisions
Ratio Amount Ratio Amount Ratio Amount
----- ------ ----- ------ ----- ------
(Dollars in thousands)
<S> <C> <C> <C> <C> <C> <C>
Stockholders' equity,
and ratio to total
assets 10.34% $ 42,250
Less: investment in
nonincludable
subsidiary (195)
Add back: unrealized loss on
available-for-sale
securities 9
---------
Tangible capital,
and ratio to adjusted
total assets 10.30% $ 42,064 1.5% $ 6,128
======= ======
Tier 1 (core) capital, and
ratio to adjusted total
assets 10.30% $ 42,064 3.0% $ 12,256 5.0% $ 20,426
======= ====== ======
Tier 1 capital, and ratio
to risk-weighted assets 18.87% 42,064 4.0% $ 8,917 6.0% $ 13,376
====== ======
Tier 2 capital (allowance for
loan losses) 1,834
Total risk-based capital,
and ratio to risk-
weighted assets 19.69% $ 43,898 8.0% $ 17,835 10.0% $ 22,293
======== ====== ======
Total assets $ 408,708
=======
Adjusted total assets $ 408,522
=======
Risk-weighted assets $ 222,934
=======
</TABLE>
<PAGE>
FFLC BANCORP, INC.
During the three months ended March 31, 1998, the Savings Bank declared and
paid a cash dividend of $3.5 million to the Holding Company.
The following table shows selected ratios for the periods ended or at the
dates indicated:
<TABLE>
<CAPTION>
Three Months Three Months
Ended Year Ended Ended
March 31, December 31, March 31,
1998 1997 1997
------------ ------------ ------------
<S> <C> <C> <C>
Average equity as a percentage
of average assets 12.83% 13.93% 15.02%
Total equity to total assets at end of period 12.71% 12.85% 14.47%
Return on average assets .98% 1.00% 1.10%
Return on average equity 7.64% 7.18% 7.35%
Noninterest expense to average assets 2.00% 1.99% 1.85%
Nonperforming assets to total assets
at end of period .31% .19% .27%
Operating efficiency ratio 52.57% 53.54% 50.31%
<CAPTION>
At At At
March 31, December 31, March 31,
1998 1997 1997
--------- ------------ ---------
<S> <C> <C> <C>
Weighted-average interest rates:
Interest-earning assets:
Loans receivable 8.16% 8.18% 8.19%
Securities 6.51% 6.51% 6.35%
Other interest-earning assets 6.21% 6.23% 6.31%
Total interest-earning assets 7.87% 7.87% 7.65%
Interest-bearing liabilities:
Deposits 4.69% 4.83% 4.74%
Borrowed funds 6.01% 6.01% 5.66%
Total interest-bearing liabilities 4.80% 4.94% 4.77%
Interest-rate spread 3.07% 2.93% 2.88%
</TABLE>
Change in Financial Condition
Total assets increased $8.4 million or 2.1%, from $400.2 million at December 31,
1997 to $408.7 million at March 31, 1998, primarily as a result of an increase
in loans receivable of $12.4 million, partially offset by decreases in
securities available for sale and held to maturity of $2.5 million and $2.8
million, respectively. Deposits increased $7.4 million from $315.4 at December
31, 1997 to $322.8 million at March 31, 1998. The $515,000 net increase in
stockholders equity during the three months ended March 31, 1998 resulted from
net income of $991,000, credits to equity totaling $259,000 related to the stock
incentive plans, proceeds of $230,000 from stock options exercised and a $28,000
decrease in accumulated other comprehensive income, partially offset by
repurchases of the Company's stock of $666,000 and dividends paid of $327,000.
<PAGE>
FFLC BANCORP, INC.
The following table sets forth, for the periods indicated, information regarding
(i) the total dollar amount of interest and dividend income of the Company from
interest-earning assets and the resultant average yields; (ii) the total dollar
amount of interest expense on interest-bearing liabilities and the resultant
average cost; (iii) net interest income; (iv) interest-rate spread; and (v) net
interest margin.
<TABLE>
<CAPTION>
Three Months Ended March 31,
------------------------------------------------------------------
1998 1997
------------------------------ --------------------------------
Average Average
Average Yield/ Average Yield/
Balance Interest Cost Balance Interest Cost
(Dollars in thousands)
<S> <C> <C> <C> <C> <C> <C>
Interest-earning assets:
Loans receivable (1) $ 317,721 6,620 8.33% $ 233,581 4,839 8.29%
Securities 56,609 908 6.42 97,764 1,542 6.31
Other interest-earning assets (2) 15,518 225 5.80 7,102 102 5.74
--------- ----- ---- --------- ----- ----
Total interest-earning assets 389,848 7,753 7.95 338,447 6,483 7.66
----- -----
Noninterest-earning assets 14,335 14,259
--------- ---------
Total assets $ 404,183 $ 352,706
========= =========
Interest-bearing liabilities:
Deposits 318,042 3,694 4.65 285,352 3,310 4.64
Borrowed funds 30,000 450 6.00 9,272 129 5.56
--------- ----- ---- --------- ----- ----
Total interest-bearing liabilities 348,042 4,144 4.76 294,624 3,439 4.67
----- -----
Noninterest-bearing liabilities 4,274 5,118
Stockholders' equity 51,867 52,964
--------- ---------
Total liabilities and
stockholders' equity $ 404,183 $ 352,706
========= =========
Net interest income $ 3,609 $ 3,044
======= =======
Interest-rate spread (3) 3.19% 2.99%
==== ====
Net average interest-earning assets,
net margin (4) $ 41,806 3.70% $ 43,823 3.60%
========= ==== ========= ====
Ratio of average interest-earning assets to
average interest-bearing liabilities 1.12 1.15
==== ====
</TABLE>
<PAGE>
(1) Includes nonaccrual loans.
(2) Includes interest-bearing deposits and FHLB stock.
(3) Interest-rate spread represents the difference between the average yield
on interest-earning assets and the average cost of interest-bearing
liabilities.
(4) Net interest margin is net interest income divided by average
interest-earning assets.
<PAGE>
FFLC BANCORP, INC.
Comparison of the Three-Month Periods Ended March 31, 1998 and 1997
Results of Operations
General Operating Results. Net income for the three-month period ended March 31,
1998 was $991,000 compared to $973,000 for the 1997 period. The increase in
net income resulted from an increase in net interest income of $565,000,
partially offset by a $386,000 increase in noninterest expense and an
$80,000 increase in the provision for loan losses.
Interest Income. Interest income increased $1.3 million, or 19.6%, from $6.5
million for the three-month period ended March 31, 1997 to $7.8 million for
the three-month period ended March 31, 1998. The increase was due to a $51.4
million increase in average interest-earning assets outstanding during the
three-month period ended March 31, 1998, compared to the 1997 period, and an
increase in the average yield on interest-earning assets from 7.66% for the
three-month period ended March 31, 1997, to 7.95% for the three-month period
ended March 31, 1998.
Interest Expense. Interest expense increased $705,000 or 20.5%, from $3.4
million for the three-month period ended March 31, 1997 to $4.1 million for
the three-month period ended March 31, 1998. The increase was due to
increases of $32.7 million and $20.7 million in average deposits and
borrowed funds outstanding, respectively. Average deposits increased from
$285.4 million outstanding during the three months ended March 31, 1997 to
$318.0 million outstanding during the comparable period for 1998. Average
borrowed funds increased from $9.3 million outstanding during the three
months ended March 31, 1997 to $30.0 million outstanding during the three
months ended March 31, 1998.
Noninterest Expense. Noninterest expense increased by $386,000, or 23.7% from
the three-month period ended March 31, 1997 to the three-month period ended
March 31, 1998. The increase was primarily due to increases in salaries and
employee benefits of $279,000, other noninterest expenses of $46,000 and
advertising and promotion of $43,000 related to the overall growth of the
Company.
Income Tax Provision. The income tax provision increased from $570,000 for the
three-month period ended March 31, 1997 (an effective tax rate of 36.9%) to
$681,000 (an effective tax rate of 40.7%) for the corresponding period in
1998.
<PAGE>
FFLC BANCORP, INC.
Part II - OTHER INFORMATION
Item 1. Legal Proceedings
There are no material pending legal proceeding to which FFLC Bancorp, Inc.
or any of its subsidiaries is a party or to which any of their property is
subject.
Item 2. Changes in Securities
Not applicable
Item 3. Default upon Senior Securities
Not applicable
Item 4. Submission of Matters to a Vote of Security Holders
Not applicable
Item 5. Other Information
Not applicable
Item 6. Exhibits and Reports on Form 8-K
a. Exhibit 27 Financial Data Schedules (for SEC use only):
Exhibit 27-1 Current Quarter
Exhibit 27-2 Restated 1996 Data
Exhibit 27-3 Restated 1997 Data
b. There were no reports on Form 8-K filed for the three months ended March
31, 1998.
<PAGE>
FFLC BANCORP, INC.
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.
FFLC BANCORP, INC.
(Registrant)
Date: May 8, 1998 By: /s/ Stephen T. Kurtz
---------------------
Stephen T. Kurtz, President
and Chief Executive Officer
Date: May 8, 1998 By: /s/ Paul K. Mueller
--------------------
Paul K. Mueller, Executive
Vice President and Treasurer
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