SECURITIES 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, 1997
-----------------------------------------
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 34-0-25158
--------------------------
BANCORP CONNECTICUT, INC.
-------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Its Charter)
Delaware 061394443
- --------------------------------------------------------------------------------
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
121 Main Street, Southington, CT 06489
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code 860-628-0351
------------------
Indicate by a check 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 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 [ ]
Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date. The number of shares of common
stock, par value $1.00 per share, outstanding on April 17, 1997 was 2,555,969.
(Excluding treasury shares)
<PAGE>
BANCORP CONNECTICUT, INC.
INDEX TO FORM 10-Q
------------------
PART I. FINANCIAL INFORMATION PAGE
- ------- --------------------- ----
Item 1. Financial Statements (unaudited)
(a) Consolidated Condensed Balance Sheets -
March 31, 1997 and December 31, 1996 1
(b) Consolidated Condensed Statements of
Income - Three months ended March 31,
1997 and 1996 2
(c) Consolidated Condensed Statements of
Changes in Capital Accounts - Three
months ended March 31, 1997 and 1996 4
(d) Consolidated Condensed Statements of
Cash Flows - Three months ended March 31,
1997 and 1996 5
(e) Notes to the Consolidated Condensed
Financial Statements - March 31, 1997 6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 9
PART II. OTHER INFORMATION
- -------- -----------------
Item 1. Legal Proceedings 13
Item 2. Changes in Securities 13
Item 3. Defaults Upon Senior Securities 13
Item 4. Submission of Matters to a Vote of Security
Holders 13
Item 5. Other Information 13
Item 6. Exhibits and Reports on Form 8-K 13
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
BANCORP CONNECTICUT, INC. AND SUBSIDIARY
CONSOLIDATED CONDENSED STATEMENTS OF CONDITION
(dollars in thousands)
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
--------- ------------
<S> <C> <C>
Assets:
Cash and due from banks $ 5,613 $ 8,454
Federal funds sold 2,700 700
--------- ---------
Cash and cash equivalents 8,313 9,154
Trading account securities 70 2,430
Investment securities:
Available-for-sale (at market value) 98,934 105,515
Held-to-maturity 48,176 44,096
--------- ---------
147,110 149,611
Loans 252,049 252,144
Less: Allowance for loan losses (4,968) (4,875)
Deferred loan fees (980) (995)
--------- ---------
246,101 246,274
Federal Home Loan Bank stock 2,094 2,040
Bank premises and equipment 3,084 3,084
Accrued income receivable 2,816 2,717
Other real estate owned 1,160 1,367
Deferred taxes 2,382 2,196
Other assets 599 525
--------- ---------
Total assets $ 413,729 $ 419,398
========= =========
Liabilities and Shareholders' Equity
Liabilities:
Deposits:
Demand and Now $ 35,437 $ 38,385
Savings 97,184 96,070
Time 170,870 175,372
--------- ---------
303,491 309,827
Advances from Federal Home Loan Bank 24,800 21,000
Federal funds purchased and securities sold
under agreements to repurchase 39,076 41,879
Mortgagors' escrow accounts 898 1,687
Accrued taxes, expenses and other liabilities 2,423 2,274
--------- ---------
Total liabilities 370,688 376,667
--------- ---------
Shareholders' Equity:
Preferred stock -- --
Common stock 2,783 2,768
Additional paid-in capital 19,416 19,189
Retained earnings 25,496 24,609
Unrealized gain on investment securities, net 246 504
Treasury stock, at cost, 222,552 shares in 1997 and
197,552 shares in 1996 (4,900) (4,339)
--------- ---------
43,041 42,731
--------- ---------
Total liabilities and shareholders' equity $ 413,729 $ 419,398
========= =========
</TABLE>
See notes to unaudited consolidated condensed financial statements.
-1-
<PAGE>
BANCORP CONNECTICUT, INC. AND SUBSIDIARY
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(dollars in thousands)
(unaudited)
Three Months Ended
March 31,
------------------
1997 1996
------- -------
Interest Income:
Interest and fees on loans $ 5,368 $ 5,123
Interest and dividends on securities:
U.S. Government and agency securities 1,427 1,347
Other bonds and notes 39 37
Marketable equity securities 768 634
------- -------
2,234 2,018
Interest on trading account 18 4
Interest on Federal funds sold 56 111
Other interest and dividend income 33 31
------- -------
Total interest income 7,709 7,287
------- -------
Interest Expense:
Interest on NOW deposits 65 64
Interest on savings deposits 623 661
Interest on time deposits 2,341 2,289
------- -------
3,029 3,014
Interest on borrowed funds 932 688
------- -------
Total interest expense 3,961 3,702
------- -------
Net interest income 3,748 3,585
Provision for loan losses 150 75
------- -------
Net interest income after
provision for loan losses 3,598 3,510
Other Income:
Net securities gains 161 201
Net trading account gains 21 14
Trust fees 101 95
Service charges on deposit accounts 125 134
Other 76 86
------- -------
484 530
------- -------
Other Expenses:
Salaries and employee benefits 1,123 1,095
Occupancy 142 150
Furniture and equipment expense 96 85
Data processing 169 156
FDIC assessments 9 1
Legal expense 42 75
OREO expense (13) 82
Advertising expense 55 53
Other 356 421
------- -------
1,979 2,118
------- -------
Income before taxes 2,103 1,922
Provision for income taxes 688 638
------- -------
Net income $ 1,415 $ 1,284
======= =======
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<PAGE>
BANCORP CONNECTICUT, INC. AND SUBSIDIARY
CONSOLIDATED CONDENSED STATEMENTS OF INCOME - CONTINUED
(unaudited)
Three Months Ended
March 31,
------------------
1997 1996
------- -------
Primary:
Average shares & common stock equivalents 2,737,363 2,823,028
Net income per share $0.52 $0.45
Fully Diluted:
Average shares & common stock equivalents 2,740,082 2,830,556
Net income per share $0.52 $0.45
Cash dividend per share $0.205 $0.171
Average shares outstanding and per share data have been restated for all periods
presented to reflect a 6-for-5 stock split effected in the form of a stock
dividend paid on June 19, 1996.
See notes to unaudited consolidated condensed financial statements.
-3-
<PAGE>
BANCORP CONNECTICUT, INC. AND SUBSIDIARY
CONSOLIDATED CONDENSED STATEMENTS OF CHANGES IN CAPITAL ACCOUNTS
(dollars in thousands)
(unaudited)
<TABLE>
<CAPTION>
UNREALIZED
GAIN (LOSS) ON
COMMON PAID-IN RETAINED INVESTMENT TREASURY
STOCK CAPITAL EARNINGS SECURITIES STOCK
------- -------- -------- ------ --------
<S> <C> <C> <C> <C> <C>
Balance at December 31, 1995 $2,263 $18,862 $21,575 $509 $0
Net income 1,284
Stock options exercised 3 33
Cash dividends declared
($.171 per share) (463)
Treasury stock purchased (239)
Decrease in net unrealized gain
on investment securities (295)
Tax benefits related to common stock
option exercises and restricted stock 10
------- -------- -------- ------ --------
Balance at March 31, 1996 $2,266 $18,905 $22,396 $214 ($239)
======= ======== ======== ====== ========
Balance at December 31, 1996 2,768 19,189 24,609 504 (4,339)
Net income 1,415
Stock options exercised 15 164
Cash dividends declared
($.205 per share) (528)
Treasury stock purchased (561)
Decrease in net unrealized gain
on investment securities ($258)
Tax benefits related to common stock
option exercises and restricted stock 63
------- -------- -------- ------ --------
Balance at March 31, 1997 $2,783 $19,416 $25,496 $246 ($4,900)
======= ======== ======== ====== ========
</TABLE>
See notes to unaudited consolidated condensed financial statements
-4-
<PAGE>
BANCORP CONNECTICUT, INC. AND SUBSIDIARY
CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
(dollars in thousands)
(unaudited)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
-----------------------
1997 1996
------ ---------
<S> <C> <C>
Cash flows from operating activities:
Net income $1,415 1,284
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation/amortization expense 114 113
Deferred income tax benefit (provision) (5) 42
Gain on sale of OREO (79) (14)
Net accretion and (amortization) of bond
premium and discount 45 (3)
Provision for loan losses 150 75
Provision for foreclosed real estate losses 37 54
Amortization of deferred loan points (41) (47)
Realized gains on held-for-sale securities (161) (201)
Net trading account gains (21) (14)
Decrease in trading account 2,381 404
Increase in accrued income receivable (99) (155)
Increase in accrued expenses payable and other
liabilities 148 192
Increase in other assets (76) (76)
------ --------
Total adjustments 2,393 370
------ --------
Net cash provided by operating activities 3,808 1,654
------ --------
Cash flows from investing activities:
Purchases of securities held-to-maturity (6,042) (13,618)
Purchases of securities available-for-sale (9,494) (10,981)
Proceeds from sales of securities available-for-sale 9,515 3,305
Proceeds from maturities of securities 6,255 11,000
Paydowns on mortgage-backed securities 1,944 3,152
Purchases of Federal Home Loan Bank stock (55) (61)
Net increase in loans (36) (5,406)
Purchases of premises and equipment, net (105) (178)
Proceeds from sale of foreclosed real estate, net 342 535
------ --------
Net cash provided by (used in) investing activities 2,324 (12,252)
------ --------
Cash flows from financing activities:
Net (decrease) increase in time deposits (4,502) 5,428
Net decrease in other deposits (1,833) (2,624)
Net decrease in mortgagors' escrow (789) (746)
Proceeds from borrowings 6,800 7,459
Repayment of borrowings (3,000) (9,449)
Net (decrease) increase in Federal funds purchased (1,500) 1,975
Net (decrease) increase in repurchase agreements (1,303) 15,973
Repurchase of common stock (561) (239)
Proceeds from exercise of stock options 242 36
Cash dividends paid (527) (463)
------ --------
Net cash (used in) provided by financing activities (6,973) 17,350
------ --------
Net (decrease) increase in cash and cash equivalents (841) 6,752
------ --------
Cash and cash equivalents at beginning of period 9,154 10,672
------ --------
Cash and cash equivalents at end of period $8,313 $17,424
====== ========
Schedule of noncash investing and financing activities:
Change in unrealized gain on investment securities (258) (295)
Transfer of loans to other real estate owned 96 2,560
Foreclosed real estate sales financed 54 241
</TABLE>
See notes to unaudited consolidated condensed financial statements.
-5-
<PAGE>
NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
NOTE 1. Basis of Presentation
In the opinion of Bancorp Connecticut, Inc. (the "Corporation"), the
accompanying unaudited consolidated condensed financial statements contain all
adjustments (consisting of only normal recurring adjustments) necessary to
present fairly its financial position as of March 31, 1997 and the results of
operations and cash flows for the three month periods ended March 31, 1997 and
1996. The results of its operations for the periods shown are not necessarily
indicative of the results to be expected for the full year.
Certain 1996 amounts have been reclassified to conform with the 1997
presentation. These reclassifications had no impact on net income.
NOTE 2. Investment Securities
The amortized cost, gross unrealized gains and losses and estimated market
values of investment securities as of March 31, 1997 and December 31, 1996 are
as follows:
Held-to-Maturity
-------------------------------------------------
Gross Gross Estimated
Amortized Unrealized Unrealized Market
(000's), March 31, 1997 Cost Gains Losses Value
- ---------------------------- ---------- ---------- ----------- ---------
United States Government
agency obligations $22,154 $ 56 $(298) $21,912
Municipal bonds 3,250 53 (25) 3,278
Mortgage-backed securities 22,772 0 (466) 22,306
------- ---- ------ -------
$48,176 $109 $(789) $47,496
======= ==== ====== =======
Available-for-sale
-------------------------------------------------
Gross Gross Estimated
Amortized Unrealized Unrealized Market
Cost Gains Losses Value
- ---------------------------- ---------- ---------- ----------- ---------
United States Government
obligations $10,982 $17 $(7) $10,992
Mortgage-backed securities 23,776 191 (262) 23,705
Marketable equity securities 55,989 988 (352) 56,625
Mutual funds 7,771 - (159) 7,612
------- ------ ------ -------
$98,518 $1,196 $(780) $98,934
======= ====== ====== =======
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<PAGE>
Held-to-Maturity
-------------------------------------------------
Gross Gross Estimated
Amortized Unrealized Unrealized Market
(000's), December 31, 1996 Cost Gains Losses Value
- ---------------------------- ---------- ---------- ----------- ---------
United States Government
agency obligations $ 22,651 $152 $(123) $22,680
Municipal bonds 3,252 88 (6) 3,334
Mortgage-backed securities 18,193 6 (240) 17,959
-------- ---- ----- -------
$ 44,096 $246 $(369) $43,973
======== ==== ===== =======
Available-for-sale
-------------------------------------------------
Gross Gross Estimated
Amortized Unrealized Unrealized Market
Cost Gains Losses Value
- ---------------------------- ---------- ---------- ----------- ---------
United States Government
obligations $ 14,977 $ 92 $ (2) $ 15,067
Mortgage-backed securities 26,063 298 (144) 26,216
Marketable equity securities 55,848 944 (262) 56,531
Mutual funds 7,771 9 (79) 7,701
-------- ------ ----- --------
$104,659 $1,343 $(487) $105,515
======== ====== ===== ========
NOTE 3. Activity in the Allowance for Loan Losses
(dollars in thousands) 1997 1996
------ -----
Balance at beginning of year $4,875 $5,488
Provision for loan losses 150 75
Charge-offs (85) (529)
Recoveries 28 36
------ ------
Balance at March 31, $4,968 $5,070
====== ======
-7-
<PAGE>
NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
NOTE 4. Nonperforming Assets
March 31, December 31,
(dollars in thousands) 1997 1996
---------------------- --------- ------------
Nonaccrual loans
Residential real estate $ 2,283 $ 2,060
Commercial real estate 619 337
Commercial 287 306
Consumer 250 236
------- -------
Total nonaccrual loans 3,439 2,939
Accruing loans past due 90 days or more -- --
Total nonperforming loans 3,439 2,939
Other real estate owned 1,160 1,367
------- -------
Total nonperforming assets $ 4,599 $ 4,306
======= =======
Nonperforming loans as percentage
of total loans 1.36% 1.17%
======= ======
Nonperforming assets as a percentage
of total assets 1.11% 1.03%
======= ======
NOTE 5. Earnings Per Share
In February, 1997, the FASB issued Statement of Financial Accounting Standards
No. 128 "Earnings Per Share" ("SFAS 128"). SFAS 128 provides accounting and
reporting standards for the calculation of earnings per share intended to
simplify the computation by replacing the presentation of primary earnings per
share with a presentation of basic earnings per share. The Corporation will be
required to adopt SFAS 128 in the fourth quarter of 1997. Had earnings per share
for the quarter ended March 31, 1997 been computed in accordance with SFAS 128,
basic earnings per share would have been $.55 and diluted earnings per share
would have been $.52, and basic and diluted earnings per share would have been
$.48 and $.45, respectively, for the quarter ended March 31, 1996.
FOR FURTHER INFORMATION AND FOR ASSISTANCE IN READING THIS REPORT, REFER TO THE
FINANCIAL STATEMENTS AND FOOTNOTES INCLUDED IN THE REGISTRANT'S ANNUAL REPORT ON
FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 1996 AND TO THE MANAGEMENT'S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION INCLUDED
IN THIS REPORT.
-8-
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
First Quarter Ended March 31, 1997
Bancorp Connecticut, Inc. ("the Corporation") is the holding company of
Southington Savings Bank (the "Bank"). Since the Bank is the Corporation's sole
subsidiary, the Corporation's earnings and financial condition are predicated
almost entirely on the performance of the Bank.
Changes in Financial Condition
Trading Account Securities
- --------------------------
Trading account securities decreased by $2,360,000 from December 31, 1996 to
March 31, 1997 due to sales, the proceeds of which were temporarily reinvested
into Federal funds sold.
Investments
- -----------
Total investment securities decreased from $149,611,000 as of December 31, 1996
to $147,110,000 as of March 31, 1997 due primarily to United States Treasury
obligations which matured during the first quarter.
Deposits
- --------
Total deposits decreased by $6,336,000 or 2.1% during the first quarter of 1997
as compared to December 31, 1996 partially as a result of maturities of
certificates of deposits most of which had an original maturity of less than one
year as well as a decrease in demand and NOW account balances.
Borrowings
- ----------
Advances from the Federal Home Loan Bank of Boston increased by $3,800,000 or
18.1% during the first quarter ended March 31, 1997 compared to December 31,
1996 to fund the purchase of mortgage backed securities of approximately
$5,000,000.
Changes in Results of Operation
Earnings
- --------
Net income for the quarter ended March 31, 1997 was $1,415,000 as compared to
$1,284,000 for the first quarter of 1996, an increase of 10.2%. The increase was
primarily due to higher net interest
-9-
<PAGE>
income and a lower level of noninterest expense. The annualized return on
average assets for the quarter ended March 31, 1997 was 1.36% as compared to
1.31% for the quarter ended March 31, 1996.
Net Interest Income
- -------------------
Net interest income increased $163,000 or 4.6% for the first quarter of 1997 as
compared to the same quarter of 1996. Interest income increased $422,000 for the
three month period ended March 31, 1997 as compared to the same period in 1996,
primarily as a result of an increase in average interest earning assets in the
amount of $23,650,000 or 6.2% as compared to the prior year's quarter. The tax
equivalent yield on earning assets remained flat at 7.92% for the current
quarter as compared to 7.91% for the same quarter of 1996. Interest expense
increased $259,000 or 7.0%, primarily from a $23,188,000 or 7.1% increase in
average interest bearing liabilities as compared to the prior year's quarter.
While the cost of borrowings increased and the cost of deposits declined, the
overall cost of funds remained the same at 4.50% for the first quarter of 1997
and 1996.
Provision for Loan Losses
- -------------------------
The provision for loan losses increased to $150,000 for the first quarter of
1997 as compared to $75,000 for the same quarter of 1996. This increase is due
to the fact that the emphasis continues to be on commercial loan growth which
conveys a slightly higher risk, therefore the allowance for loan loss is
adjusted to the level that is commensurate with the risks in the loan portfolio.
As of March 31, 1997, nonperforming loans totaled $3,439,000 or 1.36% of total
loans as compared to $3,624,000 or 1.51% on March 31, 1996.
The allowance for loan losses as a percentage of nonperforming loans was 144.5%
as of March 31, 1997 as compared to 139.9% on March 31, 1996. Net loan
charge-offs for the first quarter of 1997 were $57,000 as compared to $493,000
for the first quarter of 1996. The net charge-offs in 1996 include the
nonrecoverable amount from the settlement of several foreclosure actions that
had been in litigation since 1991.
Nonperforming assets increased slightly to $4,599,000 or 1.1% of total assets as
of March 31, 1997 as compared to $4,306,000 or 1.0% as of December 31, 1996, an
increase of 6.8%. (See note 4 to the unaudited consolidated financial
statements.)
Management believes the allowance for loan losses is maintained at a level that
is adequate to absorb losses within the loan portfolio. (See notes 3 and 4 to
the unaudited consolidated financial statements.)
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<PAGE>
Other Income
- ------------
Noninterest income was $484,000 for the first quarter of 1997 as compared to
$530,000 for the same quarter of 1996, a decrease of 8.7%. The decrease was
primarily due to net securities gains of $182,000 in the current quarter as
compared to $215,000 for the same quarter of 1996.
Other Expenses
- --------------
Noninterest expenses decreased by $139,000 or 6.6% for the first quarter of 1997
as compared to the same quarter of 1996. The primary reason for the decrease is
attributable to gains realized on the sale of certain OREO properties which
resulted in net income on OREO of $13,000 for the first quarter of 1997 compared
to net expense on OREO of $82,000 for the same quarter in 1996. In addition,
there was a decrease in other expenses of $65,000 or 15.4% for the quarter
ending March 31, 1997 as compared to the same period in 1996 as a result of
tighter expense control during the period.
Income Taxes
- ------------
Estimated income taxes for the first quarter of 1997 were $688,000 as compared
to $638,000 for the same quarter of 1996. The increase was primarily due to the
generation of income before taxes of $2,103,000 through March 31, 1997 as
compared to $1,922,000 for the same period of 1996. The effective tax rate for
the first quarter of 1997 was 32.7% as compared to 33.2% for the same period of
1996, and is lower than the expected statutory rate due to the Federal and State
dividends received deduction.
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<PAGE>
Average Balances, Interest, Yields and Rates (Fully Taxable Equivalent Basis)(2)
The following table presents daily average statements of condition, which
include nonaccrual loans, the components of net interest income and selected
statistical data on a fully taxable equivalent basis.
<TABLE>
<CAPTION>
Three months ended Three months ended 1997 Compared to 1996
March 31, 1997 March 31, 1996 Increase (Decrease) Due to
-------------------------- --------------------------- --------------------------
(dollars in thousands) Average Yield/ Average Yield/
Balance Interest Rate Balance Interest Rate Volume Rate Net(1)
------- -------- ---- ------- -------- ---- ------ ---- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ASSETS
Interest-earning assets:
Loans $250,351 $5,368 8.58% $237,467 $5,123 8.63% $276 ($31) $245
Taxable investment securities
(at cost) 145,419 $2,542 6.99% 131,252 2,251 6.86% 247 44 291
Municipal bonds 3,251 $58 7.14% 3,064 55 7.18% 3 0 3
Federal funds sold 4,305 $56 5.20% 8,948 111 4.96% (60) 5 (55)
Other interest-earning assets 3,368 $33 3.92% 2,313 31 5.36% 12 (10) 2
------------------- ----------------- --------------------
Total interest-earning assets 406,694 8,057 7.92% 383,044 7,571 7.91% 478 8 486
------------------- ----------------- --------------------
Noninterest-earning assets:
Cash and due from banks 4,910 3,756
Premises and equipment, net 3,100 3,485
Other assets 6,453 5,909
Less loan loss allowance (4,902) (5,444)
--------- ---------
TOTAL ASSETS $416,255 $390,750
========= =========
LIABILITIES AND EQUITY
Interest-bearing liabilities:
NOW and savings deposits $109,597 $682 2.49% $113,159 $720 2.55% ($22) ($16) ($38)
Time deposits 174,076 2,341 5.38% 163,378 2,289 5.60% 146 (94) 52
Mortgagors' escrow deposits 849 6 2.83% 798 5 2.51% 0 1 1
FHLB of Boston advances 23,556 348 5.91% 17,468 255 5.84% 90 3 93
Securities sold under agreements
to repurchase 43,992 584 5.31% 34,079 433 5.08% 131 20 151
------------------- ----------------- --------------------
Total interest-bearing
liabilities 352,070 3,961 4.50% 328,882 3,702 4.50% 345 (86) 259
------------------- ----------------- --------------------
Noninterest-bearing liabilities:
Demand deposits 20,441 17,741
Other 1,247 977
Stockholders' equity 42,497 43,150
--------- ----------
TOTAL LIABILITIES AND EQUITY $416,255 $390,750
========= ==========
Net interest income before Federal
tax equivalent adjustment 4,096 3,869 $133 $94 $227
====================
Federal tax equivalent adjustment (348) (283)
------- -------
Net interest income $3,748 $3,586
======= =======
Net interest spread
(tax equivalent basis) 3.42% 3.41%
===== =====
Net interest margin
(tax equivalent basis) 4.03% 4.04%
===== =====
</TABLE>
(1) The change in interest due to both rate and volume has been allocated to
volume and rate changes in proportion to the relationship of the absolute
dollar amounts of the change in each.
(2) - Fully taxable equivalent income was calculated based on statutory federal
and state tax rates
-12-
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
Not applicable.
Item 2. Changes in Securities.
Not applicable.
Item 3. Defaults 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) Exhibits Required by Item 601 of Regulation S-K.
<TABLE>
<CAPTION>
Exhibit No. Description
----------- -----------
<S> <C>
3.1 Certificate of Incorporation of Registrant (Incorporated by
reference to Exhibit 3.1 to the Registrant's Registration
Statement on Form S-4 (Registration No. 33-77696) (the
"Registration Statement")).
3.2 Bylaws of Registrant (Incorporated by reference to Exhibit 3.2
to the Registration Statement).
3.3 Certificate of Amendment of Certificate of Incorporation dated
May 20, 1996 (Incorporated by reference to Exhibit 3.3 to the
Quarterly Report on Form 10-Q for the quarterly period ended
June 30, 1996).
-13-
<PAGE>
4 Instruments defining the rights of security holders (Included
in Exhibits 3.1 and 3.2).
10.1 Employment Agreement dated as of January 1, 1997, by and
between the Bank and Robert D. Morton (Incorporated by
reference to Exhibit 10.1 to the Registrant's Annual Report on
Form 10-K)
10.2 Southington Savings Bank 1986 Stock Option Plan
(Incorporated by reference to Exhibit 10.2 to the Registration
Statement).
10.3 Southington Savings Bank 1993 Stock Option Plan
(Incorporated by reference to Exhibit 10.3 to the Registration
Statement).
10.4 Pension Plan of Southington Savings Bank, as amended
(Incorporated by reference to Exhibit 10.4 to the Registration
Statement).
10.5 Southington Savings Bank Supplemental Retirement Plan
(Incorporated by reference to Exhibit 10.5 to the Registran's
Quarterly Report on Form 10-Q for the quarterly period ended
September 30, 1996).
11.1 Statement re computation of per share ernings.
27 Financial Data Schedule
(b) Reports on Form 8-K.
The Registrant did not file any Report on Form 8-K during the first quarter of 1997.
</TABLE>
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<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.
BANCORP CONNECTICUT, INC.
-----------------------------------------
(Registrant)
Date: May 12, 1997 By: /s/ Robert D. Morton
---------------------- -------------------------------------
Robert D. Morton
Its President and Chief Executive
Officer (A duly authorized officer)
Date: May 12, 1997 By: /s/ Anthony Priore, Jr.
---------------------- -------------------------------------
Anthony Priore, Jr.
Its Treasurer and Secretary
(Chief Accounting Officer)
<PAGE>
EXHIBIT INDEX
Exhibit No. Description
- ----------- -----------
3.1 Certificate of Incorporation of Registrant (Incorporated by
reference to Exhibit 3.1 to the Registrant's Registration
Statement on Form S-4 (Registration No. 33-77696) (the
"Registration Statement")).
3.2 Bylaws of Registrant (Incorporated by reference to Exhibit 3.2 to
the Registration Statement).
3.3 Certificate of Amendment of Certificate of Incorporation dated
May 20, 1996 (Incorporated by reference to Exhibit 3.3 to the
10-Q for the quarterly period ended June 30, 1996).
4 Instruments defining the rights of security holders (Included in
Exhibits 3.1 and 3.2).
10.1 Employment Agreement dated as of January 1, 1997, by and between
the Bank and Robert D. Morton (Incorporated by reference to
Exhibit 10.1 to the Registrant's 1996 Annual Report on Form
10-K).
10.2 Southington Savings Bank 1986 Stock Option Plan (Incorporated by
reference to Exhibit 10.2 to the Registration Statement).
10.3 Southington Savings Bank 1993 Stock Option Plan (Incorporated by
reference to Exhibit 10.3 to the Registration Statement).
10.4 Pension Plan of Southington Savings Bank, as amended
(Incorporated by reference to Exhibit 10.4 to the Registration
Statement).
10.5 Southington Savings Bank Supplemental Retirement Plan
(Incorporated by reference to Exhibit 10.5 to the Registrant's
Quarterly Report on Form 10-Q for the quarterly period ended
September 30, 1996).
11.1 Statement re computation of per share earnings
27 Financial Data Schedule
Exhibit 11.1: Computation of Per Share Earnings
Quarter ended
(dollar amounts in thousands except March 31,
per share) ----------------
1997 1996
---- ----
Net income - primary and fully diluted $1,415 $1,284
====== ======
Weighted Average Common Stock
and Common Equivalent Stock
Weighted average common stock outstanding 2,565 2,703
Assumed conversion (as of the beginning of
each period or upon issuance during a
period) of stock options outstanding at
the end of each period 172 120
Weighted average common stock outstanding -
primary 2,737 2,823
===== =====
Weighted average common stock outstanding 2,565 2,703
Assumed conversion (as of the beginning of
each period or upon issuance during a
period) of stock options outstanding at
the end of each period 175 127
Weighted average common stock outstanding -
fully diluted 2,740 2,830
===== =====
Earnings per Weighted Average Common Share $0.552 $0.475
Earnings per Common and Common Equivalent Share
Primary $0.517 $0.455
------ ------
Fully Diluted $0.516 $0.454
------ ------
Average shares outstanding and per share data have been restated to reflect a
6-for-5 split effected in the form of a stock dividend paid on June 19, 1996
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<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1997
<CASH> 5,613
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 2,700
<TRADING-ASSETS> 70
<INVESTMENTS-HELD-FOR-SALE> 98,934
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<COMMON> 2,783
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