<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] Quarterly report under Section 13 or 15(d) of the Securities Exchange Act
of 1934
For the quarterly period ended: September 30, 2000
------------------
[_] Transition report under Section 13 or 15(d) of the Exchange Act
For the transition period from to
------------- -------------
Commission file number: 0-25846
CCF HOLDING COMPANY
---------------------------
(Exact name of Small Business Issuer as Specified in Its Charter)
Georgia 58-2173616
------- ---------------
(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Organization) Identification No.)
101 North Main Street
Jonesboro, Georgia 30236
------------------------
(Address of Principal Executive Offices)
(770) 478-8881
--------------
(Issuer's Telephone Number, Including Area Code)
Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act during the past 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
----- -----
Number of shares outstanding of each of the issuer's classes of common equity:
At October 23, 2000 977,737 shares of the registrant's common stock were
outstanding.
Transitional Small Business Disclosure Format (check one):
Yes No X
----- -----
<PAGE>
FORM 10-QSB
INDEX
PART I. FINANCIAL INFORMATION Page
Item 1. Financial Statements:
Consolidated Balance Sheets as of
September 30, 2000 (unaudited) and December 31, 1999........... 1
Consolidated Statements of Income (unaudited)
For the three months and nine months ended
September 30, 2000 and September 30, 1999...................... 2
Consolidated Statements of Comprehensive Income (unaudited)
For the three months and nine months ended
September 30, 2000 and September 30, 1999...................... 3
Consolidated Statements of Cash Flows (unaudited)
For the nine months ended
September 30, 2000 and September 30, 1999...................... 4
Notes to Consolidated Financial Statements..................... 5
Item 2. Management's Discussion and Analysis or Plan of Operation........ 7
PART II. OTHER INFORMATION
Item 1. Legal Proceedings................................................ 10
Item 2. Changes in Securities and Use of Proceeds........................ 10
Item 3. Defaults upon Senior Securities.................................. 10
Item 4. Submission of Matters to a Vote of Security Holders.............. 10
Item 5. Other Information................................................ 10
Item 6. Exhibits and Reports on Form 8-K................................. 10
Signatures................................................................... 11
<PAGE>
PART I. FINANCIAL INFORMATION
------------------------------
ITEM 1. FINANCIAL STATEMENTS
CCF HOLDING COMPANY AND SUBSIDIARY
Consolidated Balance Sheets
<TABLE>
<CAPTION>
Assets
------
September 30, December 31,
2000 1999
------------- ------------
(Unaudited) (Audited)
<S> <C> <C>
Cash and due from banks $ 7,640,401 5,035,910
Interest-bearing deposit in other financial institutions 462,536 535,920
Federal funds sold 10,360,000 5,760,000
------------ -----------
Cash and cash equivalents 18,462,937 11,331,830
Investment securities available for sale 31,046,770 28,503,446
Loans, net 162,768,395 146,553,417
Premises and equipment, net 6,150,068 5,825,367
Federal Home Loan Bank Stock, at cost 880,000 655,200
Accrued interest receivable 1,537,394 1,306,698
Cash surrender value of life insurance 1,386,760 1,337,344
Other assets 1,468,172 1,268,578
------------ -----------
Total assets $223,700,496 196,781,880
============ ===========
Liabilities and Stockholders' Equity
------------------------------------
Deposits:
Noninterest-bearing deposits $ 14,723,837 10,639,993
Interest-bearing demand deposits 62,724,212 55,163,460
Savings accounts 6,703,813 7,529,549
Time deposits less than $100,000 92,031,896 71,861,450
Time deposits greater than $100,000 27,591,686 20,331,766
------------ -----------
Total deposits 203,775,444 165,526,218
Securities sold under agreement to repurchase 3,335,992 3,998,419
Federal Home Loan Bank advances - 13,100,000
Line of credit 1,400,000 900,000
Other liabilities 2,233,469 1,274,901
------------ -----------
Total liabilities 210,744,905 184,799,538
------------ -----------
Commitments
Stockholders' Equity:
Preferred stock, no par value; 1,000,000 shares
authorized; none issued and outstanding - -
Common stock, $.10 par value, 4,000,000 shares
authorized; 985,352 issued and 977,737 shares
outstanding in 2000; 988,470 issued and 980,855
shares outstanding in 1999 98,535 98,847
Additional paid-in capital 9,090,600 9,102,457
Retained earnings 4,630,251 3,960,640
Unearned ESOP shares (342,000) (396,000)
Unearned compensation (123,786) (199,190)
Treasury stock, at cost (76,136) (75,876)
Accumulated other comprehensive loss (321,873) (508,536)
------------ -----------
Total stockholders' equity 12,955,591 11,982,342
------------ -----------
$223,700,496 196,781,880
============ ===========
</TABLE>
See accompanying notes to consolidated financial statements.
1
<PAGE>
CCF HOLDING COMPANY AND SUBSIDIARY
Consolidated Statements of Income
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
------------------------- --------------------------
2000 1999 2000 1999
---------- --------- ---------- ----------
<S> <C> <C> <C> <C>
Interest and dividend income:
Interest and fees on loans $4,089,865 3,116,313 11,908,594 9,096,641
Interest bearing deposits in other 177,165 83,657 204,418 336,898
financial institutions
Interest and dividends on taxable 407,131 493,918 1,350,897 1,291,265
investment securities
Interest on nontaxable investment 14,836 - 35,706 -
securities ---------- --------- ---------- ----------
Total interest and dividend income 4,688,997 3,693,888 13,499,615 10,724,804
Interest expense
Deposit accounts 2,477,847 1,802,082 6,666,815 5,402,585
Other borrowings 74,001 60,365 429,555 92,802
---------- --------- ---------- ----------
Total interest expense 2,551,848 1,862,447 7,096,370 5,495,387
Net interest income 2,137,149 1,831,441 6,403,245 5,229,417
Provision for loan losses 175,000 75,000 450,000 295,700
---------- --------- ---------- ----------
Net interest income after 1,962,149 1,756,441 5,953,245 4,933,717
provision for loan losses
Other income:
Service charges on deposit accounts 146,875 126,989 430,055 371,632
Gain (loss) on sale of loans 7,865 (2,776) 12,242 49,102
Gain on sale of fixed assets 7,244 - 7,244 58,359
Gain (loss) on sale of investments - - (13,026) 68,201
Other 74,967 56,249 211,361 102,988
---------- --------- ---------- ----------
Total other income 236,951 180,462 647,876 650,282
Other expenses:
Salaries and employee benefits 1,011,034 868,372 3,057,428 2,547,173
Occupancy 356,156 294,632 1,064,866 843,817
Other 358,514 377,227 1,105,807 1,083,639
---------- --------- ---------- ----------
Total other expenses 1,725,704 1,540,231 5,228,101 4,474,629
Income before income taxes 473,396 396,672 1,373,020 1,109,370
Income tax expense 165,025 139,414 478,757 390,379
---------- --------- ---------- ----------
Net income $ 308,371 257,258 894,263 718,991
========== ========= ========== ==========
Basic earnings per share $ .33 .27 .96 .77
Diluted earnings per share $ .33 .26 .94 .74
Weighted average shares outstanding - 935,596 959,906 934,454 937,470
basic
Weighted average shares outstanding - 937,482 1,001,598 950,829 975,319
diluted
Dividends declared per common share $ .08 .08 .24 .24
</TABLE>
See accompanying notes to consolidated financial statements.
2
<PAGE>
CCF HOLDING COMPANY
Consolidated Statements of Comprehensive Income
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
------------------------- --------------------------
September 30 September 30
------------------------- --------------------------
2000 1999 2000 1999
-------- -------- --------- --------
<S> <C> <C> <C> <C>
Net income $308,371 257,258 894,263 718,991
-------- -------- --------- --------
Other comprehensive income, net of tax:
Unrealized losses on investment securities available
for sale:
Holding gains (losses) arising during the 234,663 (147,693) 178,582 (331,526)
period, net of taxes of $143,582, $(90,368),
$109,268 and $(202,849)
Less: Reclassification adjustment for (gain) loss
included in earnings, net of taxes of $0, $0,
$(4,945) and $25,889 - - 8,081 (42,312)
-------- -------- --------- --------
Other comprehensive income (loss) 234,663 (147,693) 186,663 (373,838)
-------- -------- --------- --------
Comprehensive income $543,034 109,565 1,080,926 345,153
======== ======== ========= ========
</TABLE>
See accompanying notes to consolidated financial statements.
3
<PAGE>
CCF HOLDING COMPANY AND SUBSIDIARY
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
------------------------------------
2000 1999
------------ -----------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 894,263 718,991
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Provision for loan losses 450,000 295,700
Depreciation, amortization, and accretion, net 428,279 363,111
Compensation expense related to MSBP 75,405 64,583
ESOP shares allocated 76,186 107,879
Net loss(gain) on sale of investment securities 13,026 (68,201)
Net gain on sale of loans (12,242) (49,102)
Net gain on sale of premises and equipment (7,244) (58,359)
Increase in accrued interest and dividends receivable (230,696) (116,158)
Increase in other assets (349,520) (1,965,095)
Increase (decrease) in other liabilities 857,536 (489,071)
------------ ------------
Net cash provided by (used in) operating activities 2,194,993 (1,195,722)
------------ ------------
Cash flows from investing activities:
Proceeds from maturing investment securities-available for sale - 18,750,000
Purchases of investment securities-available for sale (4,278,791) (25,713,863)
Proceeds from sales of investments securities-available for sale 1,986,976 552,580
Principal repayments of mortgage-backed securities-
available for sale 20,633 63,114
(Purchases) redemptions of FHLB stock (224,800) 503,400
Loan originations, net (22,662,807) (16,458,207)
Proceeds from sale of loans 6,010,071 5,504,495
Premises and equipment retired - 85,901
Proceeds from sale of premises and equipment 24,803 132,722
Insurance proceeds related to the destruction of premises and equipment 410,000 -
Purchases of premises and equipment (1,178,533) (854,060)
------------ ------------
Net cash used in investing activities (19,892,448) (17,433,918)
------------ ------------
Cash flows from financing activities:
Net increase in savings and demand deposit accounts 10,818,860 17,057,859
Net increase (decrease) in certificates of deposits 27,430,366 (4,817,971)
Net decrease in securities sold under agreements to repurchase (662,427) (399,368)
(Decrease) increase in Federal Home Loan Bank advances (13,100,000) 5,000,000
Advances on line of credit 500,000 750,000
Net increase in advance payments by borrowers for
property taxes and insurance 99,960 137,991
Dividends paid (222,474) (285,343)
Cash paid in lieu of fractional shares (34) (835)
Common stock repurchased (35,689) (8,198)
------------ ------------
Net cash provided by financing activities 24,828,562 17,434,135
------------ ------------
Increase (decrease) in cash and cash equivalents 7,131,107 (1,195,505)
Cash and cash equivalents at beginning of period 11,331,830 10,352,522
------------ ------------
Cash and cash equivalents at end of period $ 18,462,937 9,157,017
============ ============
Supplemental disclosure of cash flow information:
Interest paid $ 6,879,241 5,540,749
============ ============
Income taxes paid $ 810,645 725,000
============ ============
Non-cash transactions affecting investing activities:
Transfer of loans to other assets owned. $ - 93,000
============ ============
</TABLE>
See accompanying notes to consolidated financial statements.
4
<PAGE>
CCF HOLDING COMPANY AND SUBSIDIARY
Notes to Consolidated Financial Statements
(Unaudited)
1. Basis of Presentation
---------------------
The consolidated financial statements for the three month and nine month periods
ended September 30, 2000 and 1999 are unaudited and reflect all adjustments
(consisting only of normal recurring accruals) which are, in the opinion of
management, necessary for a fair presentation of the financial position,
operating results, and cash flows for the interim periods. Accordingly, they do
not include all information and disclosures required by generally accepted
accounting principles for complete financial statements.
The results of operations for the nine-month period ended September 30, 2000 are
not necessarily indicative of the results for the entire year ending December
31, 2000.
2. Accounting Policies
-------------------
Reference is made to the accounting policies of the Company described in the
notes to the consolidated financial statements contained in the Company's Annual
Report on Form 10-KSB for the fiscal year ended December 31, 1999 filed with the
Securities and Exchange Commission.
3. Reclassification
----------------
Certain amounts in the prior period financial statements have been reclassified
to conform to the presentation used in the current period consolidated financial
statements.
4. Destruction of Branch Facilities
--------------------------------
During the year, the Forest Park branch of Heritage Bank was struck by
lightening and destroyed by fire. The branch reopened in a temporary facility
one week later. The Company does not expect any loss related to the fire due to
the insurance coverage in place allowing for the replacement of the building and
the contents within the building.
5. Earnings per share
------------------
Basic earnings per share (EPS) excludes dilution and is computed by dividing net
income by the weighted average common shares outstanding which includes
Management Stock Bonus Plan shares which have been awarded whether vested or not
and excludes unallocated shares under the Company's employee stock ownership
plan until they are committed to be released for allocation. Diluted EPS is
computed by dividing net income by weighted average shares outstanding plus
potential common stock resulting from dilutive stock options.
5
<PAGE>
5. Earnings per share (cont'd)
---------------------------
The following is a reconciliation of the amounts used in the computation of both
"basic earnings per share" and "diluted earnings per share".
<TABLE>
<CAPTION>
For the three months ended September 30, 2000
------------------- ------------------- ------------------
Net Income Common Shares Per Share Amount
------------------- ------------------- ------------------
<S> <C> <C> <C>
Basic earnings per share $308,371 935,596 $ 0.33
Effect of dilutive
common stock issuances:
Stock options 1,886 -
------------------- ------------------- ------------------
Diluted earnings per share $308,371 937,482 $ 0.33
=================== =================== ==================
For the three months ended September 30, 1999
------------------- ------------------- ------------------
Net Income Common Shares Per Share Amount
------------------- ------------------- ------------------
Basic earnings per share $257,258 959,906 $ 0.27
Effect of dilutive
common stock issuances:
Stock options 41,692 (0.01)
------------------- ------------------- ------------------
Diluted earnings per share $257,258 1,001,598 $ 0.26
=================== =================== ==================
For the nine months ended September 30, 2000
------------------- ------------------- ------------------
Net Income Common Shares Per Share Amount
------------------- ------------------- ------------------
Basic earnings per share $894,263 934,454 $ 0.96
Effect of dilutive
common stock issuances:
Stock options 16,375 (0.02)
------------------- ------------------- ------------------
Diluted earnings per share $894,263 950,829 $ 0.94
=================== =================== ==================
For the nine months ended September 30, 1999
------------------- ------------------- ------------------
Net Income Common Shares Per Share Amount
------------------- ------------------- ------------------
Basic earnings per share $718,991 937,470 $ 0.77
Effect of dilutive
common stock issuances:
Stock options 37,849 (0.03)
------------------- ------------------- ------------------
Diluted earnings per share $718,991 975,319 $ 0.74
=================== =================== ==================
</TABLE>
6
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
CCF Holding Company (the "Company") may from time to time make written or oral
"forward-looking statements", including statements contained in the Company's
filings with the Securities and Exchange Commission (including this report on
Form 10-QSB), in its reports to stockholders and in other communications by the
Company, which are made in good faith by the Company pursuant to the "safe
harbor" provisions of the Private Securities Litigation Reform Act of 1995.
These forward-looking statements involve risks and uncertainties, such as
statements of the Company's plans, objectives, expectations, estimates and
intentions, that are subject to change based on various important factors (some
of which are beyond the Company's control). The following factors, among
others, could cause the Company's financial performance to differ materially
from the plans, objectives, expectations, estimates and intentions expressed in
forward-looking statements: the strength of the United States economy in general
and the strength of the local economies in which the Company conducts
operations; the effects of, and changes in, trade, monetary and fiscal policies
and laws, including interest rate policies of the Board of Governors of the
Federal Reserve System, inflation, interest rate and market and monetary
fluctuations; the timely development of and acceptance of new products and
services of the Company and the perceived overall value of these products and
services by users, including the features, pricing and quality compared to
competitors' products and services; the willingness of users to substitute
competitors' products and services for the Company's products and services; the
success of the Company in gaining regulatory approval of its products and
services, when required; the impact of changes in financial services' laws and
regulations (including laws concerning taxes, banking, securities and
insurance); technological changes, acquisitions; changes in consumers spending
and saving habits; and the success of the Company at managing the risks involved
in the foregoing.
The Company cautions that these important factors are not exclusive. The
Company does not undertake to update any forward-looking statement, whether
written or oral, that may be made from time to time by or on behalf of the
Company.
Comparison of Financial Condition at September 30, 2000 and December 31, 1999
Assets - The Company's total assets increased by 13.68%, or $26.9 million, from
$196.8 million at December 31, 1999 to $223.7 million at September 30, 2000.
Net loans receivable increased 11.1% to $162.8 million at September 30, 2000, up
$16.2 million from $146.6 million at December 31, 1999. The Company's loan
growth includes growth of approximately $8.0 million in commercial real estate
loans and $7.3 million in 1-4 family residential construction loans.
Liabilities - Total deposits during the nine months ended September 30, 2000
grew to $203.8 million, an increase of $38.2 million, or 23.1%, from $165.5
million at December 31, 1999. Deposit growth in transaction accounts amounted
to $11.6 million or 17.7%, of this, $4.1 million was an increase in non-interest
bearing accounts. The Company's wholly-owned subsidiary, Heritage Bank (the
"Bank"), continues to stress transaction account growth in its marketing
strategy. Certificates of deposit increased during the nine-month period from
$92.1 million at December 31, 1999, to $119.6 million at September 30, 2000, an
increase of 29.8%, or $27.5 million. Like most financial institutions, the Bank
is striving to find ways to meet its ever-increasing liquidity demands. As a
community bank, the Bank has always been committed to generating loans and
deposits in its local communities, generally foregoing opportunities that lie
outside these market areas, but as the growth of loans has outpaced the growth
in deposits in the community banking industry, the Bank, like most of its peers,
has constantly been looking for new sources of liquidity. The Federal Home Loan
Bank has served the Bank well in meeting liquidity requirements in the past and
will continue to play a significant role in liquidity planning in the future.
In addition to the Federal Home Loan Bank, the Bank has found other sources of
funds outside its primary market area during this calendar year. In this regard,
the Bank has been able to go directly to certain out of area financial
institutions and solicit deposits. The deposits are not "brokered" deposits and
are solicited directly from other financial institutions. The total amount of
these deposits on September 30, 2000 was $8.6 million, representing 4.2% of the
Bank's total deposit base. These deposits allowed the Bank to eliminate its
daily borrowings from the Federal Home Loan Bank and create more interest rate
stability on the balance sheet. The Bank does not expect this form of deposit
gathering to achieve a significant percentage of its deposit base in the
foreseeable future, as the Bank intends to use it only as another means of
meeting short-term liquidity needs without significantly disrupting its growth
plans.
7
<PAGE>
Liabilities (cont'd) - During the nine months ended September 30, 2000, the
Company drew an additional $500,000 on a line of credit of $2,500,000. As of
September 30, 2000 the outstanding balance on this line of credit was $1.4
million. The interest rate charged on this line of credit is prime minus .50%.
The Company used the proceeds from the line of credit to inject capital into the
Bank. The Bank eliminated its borrowings at the Federal Home Loan Bank of
Atlanta, repaying $13.1 million during the first six months of 2000.
Stockholders' Equity - Total stockholders' equity increased $973,000, or 8.1%,
from $12.0 million at December 31, 1999 to $12.9 million at September 30, 2000.
This increase was the result of the Company's net income, employee stock
ownership plan allocations, and management stock bonus plan expense, and
reductions in unrealized losses on securities available for sale. The Company
also declared three quarterly dividends in March, June, and September 2000,
totaling $224,000, which partially offset the increase in stockholders' equity.
The ratio of stockholders' equity as a percentage of total assets was 5.8% at
September 30, 2000. At December 31, 1999, the ratio was 6.1%. Book value per
share increased from $12.22 at December 31, 1999 to $13.25 at September 30,
2000.
Management and the Board of Directors recognize that the future growth of the
company and its subsidiary, Heritage Bank may be affected by its ability to
raise additional capital or retain more earnings. The Bank is currently
adequately capitalized.
The following tables present CCF Holding Company's regulatory capital position
at September 30, 2000:
Risk-Based Capital Ratios
-------------------------
Tier 1 Tangible Capital, Actual 7.66%
Tier 1 Tangible Capital Minimum Requirement 4.00%
----
Excess 3.66%
====
Total Capital, Actual 8.61%
Total Capital Minimum Requirement 8.00%
----
Excess 0.61%
====
Leverage Ratio
--------------
Tier 1 Tangible Capital to Adjusted Total Assets
("Leverage Ratio") 6.13%
Minimum Leverage Requirement 3.00%
----
Excess 3.13%
====
Comparison of Operating Results for the Three Months and Nine Months Ended
September 30, 2000 and September 30, 1999.
Net Income - The Company's net income of $308,371 ($0.33 basic and $0.33 diluted
per share) for the three-month period ending September 30, 2000 increased by
$51,113, or 19.9%, from $257,258 ($0.27 basic and $0.26 diluted per share) over
the same three-month period in 1999. Net income of $894,263 ($0.96 basic and
$0.94 diluted per share) for the nine-month period ended September 30, 2000
increased by $175,272, or 24.4%, from a net income of $718,991 ($0.77 basic and
$0.74 diluted per share) at September 30, 1999. The increase in net income was
primarily due to an increase of net interest income, generated through loan
growth, partially offset by increases in interest expense. Included in other
income for the first three quarters of 1999 were pretax gains totaling $58,000
related to the sale of fixed assets, $49,000 related to the sale of loans and
$68,000 in pretax gains on the sale of equity securities.
Net Interest Income - Net interest income for the three-month period ended
September 30, 2000 increased $306,000, or 16.7%, from $1.8 million in 1999 to
$2.1 million for the same period in 2000. The increase in the average balance of
loans receivable of $30.5 million during the twelve-month period since September
30, 1999, resulted in an approximate increase of $2.8 million, or 30.9%, in
interest income from loans for the first three quarters of 2000. Interest income
from loans at September 30, 2000 was $11.9 million as compared to $9.1 million
at September 30, 1999. Interest expense increased $1.6 million to $7.1 million
for the nine-month period ended September 30, 2000 from $5.5 million for the
same period in 1999. This increase is primarily the result of the increased
balances in certificates of deposits during the first nine months of the year
2000.
8
<PAGE>
Provision for Loan Losses - The Bank's provision for loan losses increased for
the nine month period ended September 30, 2000 compared to the same period in
1999, increasing to $450,000 from $295,700. At September 30, 2000, the allowance
for non-mortgage loan losses as a percentage of the non-mortgage loan portfolio
was 1.2% as compared to 1.0% at December 31, 1999. Management periodically
evaluates the adequacy of the allowance for loan losses, including an evaluation
of past loan loss experience, current economic conditions, volume, growth and
collateral of the loan portfolio. Management also reviews classified assets,
including those loans and assets listed as non-performing. Currently, management
believes that its allowance for loan losses is adequate. However, there can be
no assurances that further additions will not be needed. Management will
continue to monitor and adjust the allowance as necessary in future periods
based on growth in the loan portfolio, loss experience which has been minimal,
and the continued expected changing mix of loans in the loan portfolio. Loans
internally classified as substandard loans as of September 30, 2000 totaled
$1,948,000 and totaled $750,000 as of December 31, 1999. This increase is
related to two customers. The loans are collateralized and no loss is
anticipated. Loans classified as doubtful totaled $137,000 as of September 30,
2000 and at December 31, 1999 doubtful loans totaled $255,000. Non-accrual loans
decreased from $290,000 at December 31, 1999 to $107,000 at September 30, 2000.
Net charge offs during the nine-month period ending September 30, 2000 totaled
$34,600, representing 0.02% of loans outstanding. During nine-month period
ending September 30, 1999, the Bank had charge offs of $62,931 or .05% of loans
outstanding.
Other Income - Service charges on deposit accounts increased $58,000, or 15.7%,
from $372,000 at September 30, 1999 to $430,000 for the same nine-month period
ending September 30, 2000. The three-month period ending September 30, 2000
showed an increase of $20,000 over the same period in 1999. This increase is
attributed to the rising number of transaction accounts. Other miscellaneous fee
income increased from $103,000 in the nine-months ending September 30, 1999 to
$211,000 for the nine-months ending September 30, 2000 which represents an
increase of 105%. This increase is also due to the increasing number of
transaction accounts and increases in the cash surrender value of the life
insurance policies.
Other Expenses - Other expenses for the three-month period ended September 30,
2000 increased 12.0% from $1.5 million for the three-month period ended
September 30, 1999 to $1.7 million for the same period in 2000, an increase of
$185,000. Salaries and employee benefits increased to $1.0 million for the
three-month period ended September 30, 2000 compared to $868,000 during the same
three-month period in 1999, an increase of $143,000. The nine-month period
ending September 30, 2000 had an increase in salaries and employee benefits of
$510,000 or 20.0%. Increases were noted in salaries of $407,000 due to increased
personnel in lending and technology areas. Associated with the salary increases
were additional employee benefit expenses for these employees. Occupancy
expenses increased by $221,000 for the nine-month period ending September 30,
2000, included in this is an increase of $53,000 for data processing. In
addition, the costs associated with the Bank's operations center (which opened
in June 1999) were fully included in this nine-month period in 2000.
Liquidity - The Bank's short-term liquidity was 15.89% on September 30, 2000.
The Bank is required to maintain minimum levels of liquid assets as defined by
the State of Georgia and the Federal Deposit Insurance Corporation (FDIC)
regulations. The Bank continues to search for deposits and other means of
meeting its loan demand. The Bank adjusts its liquidity level as appropriate to
meet its asset/liability objectives. The primary sources of funds are deposits,
amortization and prepayments of loans and mortgage-backed securities, maturity
of investments, and funds provided from operations. As an alternative to
supplement liquidity needs, the Bank has the ability to borrow from the Federal
Home Loan Bank of Atlanta and other correspondent banks. These commitments
totaled $18.5 million at September 30, 2000 with no funds drawn. Scheduled loan
amortization and maturing investment securities are a relatively predictable
source of funds, however, deposit flow and loan prepayments are greatly
influenced by, among other things, market interest rates, economic conditions,
and competition. The Bank's liquidity, represented by cash, cash equivalents,
and securities available for sale, is a product of its operating, investing, and
financing activities.
9
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
NONE
Item 2. Changes in Securities and Use of Proceeds.
NONE
Item 3. Defaults upon Senior Securities.
NONE
Item 4. Submission of Matters to a Vote of Security Holders.
NONE
Item 5. Other Information
NONE
Item 6. Exhibits and Reports on Form 8-K
NONE
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CCF HOLDING COMPANY AND SUBSIDIARY
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
CCF HOLDING COMPANY
Date: November 13, 2000 BY:\s\ David B. Turner
-----------------------
David B. Turner
President and
Chief Executive Officer
Date: November 13, 2000 BY:\s\ Mary Jo Rogers
-----------------------
Mary Jo Rogers
Sr. Vice President and
Chief Financial Officer
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