<PAGE> 1
US SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
X Quarterly report under Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the quarterly period ended June 30, 1996
Transition report under Section 13 or 15(d) of the Securities Exchange
Act of 1934
From the transition period from to
Commission file number - 33-90742
GEORGIA BANCSHARES, INC.
(Exact Name of Small Business Issuer as Specified in Its Charter)
Georgia 58-2176047
(State or Other Jurisdiction (IRS Employer Identification No.)
of Incorporation)
3333 Lawrenceville Highway
Tucker, Georgia 30084
(Address of Principal Executive Officers)
(770) 491-3333
(Issuers Telephone Number, Including Area Code)
Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the 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
Common stock, par value $4 per share: 584,228 shares
outstanding as of July 10, 1996
Traditional Small Business Disclosure Format:
Yes X No
<PAGE> 2
GEORGIA BANCSHARES, INC.
AND SUBSIDIARY
INDEX
Page No.
Part 1: Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets (unaudited)
June 30, 1996, and December 31, 1995 2
Consolidated Statements of Earnings
(unaudited) for the Six Months Ended
June 30, 1996 and 1995 3
Consolidated Statements of Cash Flows
(unaudited) for the Six Months Ended
June 30, 1996 and 1995 4
Notes to Consolidated Financial Statements
(unaudited) 5
Item 2. Managements Discussion and Analysis
of Financial Condition and Results of Operations 6
Part II. Other Information 8
<PAGE> 3
Part 1: Financial Information
Item 1: Financial Statements
GEORGIA BANCSHARES, INC.
AND SUBSIDIARY
Consolidated Balance Sheet
June 30, 1996 and December 31, 1995
(Unaudited)
Assets
June 30, December 31,
1996 1995
Cash and due from banks $ 1,617,911 $ 1,253,113
Interest bearing deposits with other banks 299,000 299,000
Federal funds sold 4,680,000 3,072,282
Investment securities available for
sale (amortized cost of $14,603,617) 14,300,160 13,831,746
Loans 27,814,571 25,621,909
Less: Allowance for loan losses 449,505 401,430
Loans, net 27,364,066 25,220,479
Premises and equipment, net 1,970,302 1,958,272
Accrued interest receivable and other assets 1,785,793 1,754,276
$52,017,202 $47,389,168
Liabilities and Stockholders Equity
Liabilities:
Deposits:
Noninterest-bearing $ 7,517,314 $ 7,430,943
Interest-bearing 38,357,190 34,035,272
Total deposits 45,874,504 41,466,215
Accrued interest payable and
other liabilities 394,224 193,256
Total liabilities $46,268,728 $41,659,471
Stockholders equity:
Common stock, $4 par value; authorized
3,000,000 shares; issued and outstanding
584,228 shares 2,336,912 2,336,912
Capital surplus 3,536,659 3,536,659
Accumulated deficit 169,088 ( 56,684)
Unrealized loss on investment securities,
net of tax (294,185) ( 87,190)
Total stockholders equity 5,748,474 5,729,697
$52,017,202 $47,389,168
See accompanying notes to consolidated financial statements.
<PAGE> 3
GEORGIA BANCSHARES, INC.
AND SUBSIDIARY
Consolidated Statements of Income
For the Three Months and the Six Months Ended June 30, 1996 and 1995
(Unaudited)
Three Months Ended Six Months Ended
1996 1995 1996 1995
Interest income:
Loans $ 721,891 $ 616,601 $ 1,427,157 $1,202,437
Investment securities 224,043 166,432 440,176 337,616
Interest on interest bearing
deposits 5,387 6,548 10,172 16,456
Federal funds sold 48,290 57,050 88,380 86,313
Total interest income 999,611 846,631 1,965,885 1,642,822
Interest expense:
Demand deposits 50,460 42,199 99,092 85,174
Savings deposit 54,519 70,275 108,836 155,401
Time deposits 338,806 256,185 674,715 441,830
Other 550 1,597 1,494 3,189
Total interest expense 444,335 370,256 884,137 685,594
Net interest income 555,276 476,375 1,081,748 957,228
Provision for loan losses 21,000 31,400 46,500 64,400
Net interest income after
provision for loan losses 534,276 444,975 1,035,248 892,828
Other income:
Service charges on deposit
accounts 67,586 59,994 136,435 120,550
Other operating income 13,993 20,495 28,123 31,510
Total other income 81,579 80,489 164,558 152,060
Other expense:
Salaries and other personnel
expense 208,994 171,535 412,932 365,189
Net occupancy and equipment
expense 80,458 75,200 154,984 135,323
Other operating expense 131,667 118,311 256,665 240,895
Total other expense 421,119 365,046 824,581 741,407
Earnings before income taxes 194,736 160,418 375,225 303,481
Income tax expenses 63,591 - 120,239 --
Net Earnings $ 131,145 $ 160,418 $ 254,986 $ 303,481
Earnings per common share
based on average outstanding
shares of 584,228 in 1996
and 1995 $ .23 $ .27 $ .44 $ .52
See accompanying notes to consolidated financial statements
<PAGE> 4
GEORGIA BANCSHARES, INC.
AND SUBSIDIARY
Consolidated Statements of Cash Flows
For the Six Months Ended June 30, 1996 and 1995
(Unaudited)
Six Months Ended June 30,
1996 1995
Cash flows from operating activities:
Net earnings $ 254,986 $ 303,482
Adjustments to reconcile net earnings
to net cash provided by operating
activities:
Provision for loan losses 46,500 64,400
Deferred Tax Benefits ( 122,147) -
Depreciation, amortization and accretion 87,604 63,211
Change in assets and liabilities:
Prepaid expenses and other assets 78,946 ( 113)
Accrued expenses and other liabilities 200,968 189,852
Net cash provided (used) by operating
activities 546,857 620,832
Cash flows from investing activities:
Proceeds from sales, maturities and
paydowns ofinvestment securities 2,830,152 1,540,756
Purchases of investment securities ( 3,507,566) (1,300,375)
Net change in interest-bearing deposits
in other banks 497,000
Net increase in loans ( 2,190,087) (1,865,775)
Purchases of premises and equipment ( 85,916) ( 7,143)
Net cash provided (used) by investing
activities ( 2,953,417) ( 1,135,537)
Cash flows from financing activities:
Net change in deposits 4,408,289 5,358,028
Dividends paid ( 29,213) -
Net cash provided (used) by financing
activities 4,379,076 5,358,029
Net increase (decrease) in cash and
cash equivalents 1,972,516 4,842,323
Cash and cash equivalents at beginning
of period 4,325,395 3,551,162
Cash and cash equivalents at end
of period $ 6,297,911 $ 8,393,485
Supplemental cash flow information:
Cash paid for interest $ 669,808 $ 489,128
See accompanying notes to consolidated financial statements.<PAGE>
<PAGE> 5
GEORGIA BANCSHARES, INC.
AND SUBSIDIARY
Notes to Consolidated Financial Statements
(Unaudited)
(1) Basis of Presentation
The financial information furnished herein reflects all adjustments which
are, in the opinion of management, necessary to present a fair statement
of the results of operations and financial position for the periods covered
herein. All such adjustments are of a normal recurring nature.
(2) Adoption of Stock Option Plans
On May 23, 1996, the Board of Directors and Georgia Bancshares, Inc.
shareholders of approved an Employee Incentive Stock Option Plan ("Employee
Plan") and a Directors Stock Option Plan ("Directors"). The plans provide
for the issuance and sale of up to 40,000 shares of Company Common Stock
pursuant to terms of the Employee Plan and up to 40,000 shares of Company
Common stock pursuant to the Directors Plan.
<PAGE> 6
GEORGIA BANCSHARES, INC.
AND SUBSIDIARY
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
For each of the Six Months in the Periods Ended
June 30, 1996 and 1995
Financial Condition
Total assets at June 30, 1996, were $52,0177,202, representing a $4,628,034
(9.77%) increase from December 31, 1995. Deposits increased $4,408,289
(10.63%) from December 31, 1995, the majority of the growth has been in
certificates of deposits. Loans increased $2,192,662 (7.88%) since December
31, 1995. The growth in loans is considered strong, however, the deposits
grew at a greater rate and the excess liquidity was invested in securities
and federal funds. Investment securities at June 30, 1996, were $14,300,160,
reprsenting an increase of $468,414 (3.27%). The allowance for loan losses
at June 30, 1996 totaled $449,505, representing 1.57% of total loans compared
to December 31, 1995, totals of $401,430 also representing 1.57% of total
loans. Cash and cash equivalents were $6,297,911 at June 30, 1996, an
increase of $1,972,516 from December 31, 1995. The majority of cash
equivalents were invested in federal funds.
There were no nonperforming assets which includes nonaccruing loans,
repossessed collateral and loans for which payments are more than 90 days
at June 30, 1996.
The Bank was most recently examined by its primary regulatory authority in
March 1996. There were no recommendations by the regulatory authority that
in management's opinion will have material effects on the Bank's liquidity,
capital resources or operations.
Results of Operations
Net interest income for the first six months of 1996 was $1,081,748, an
increase of $124,520 (13.01%) compared to the same period for 1995.
Interest income for the first six months of 1996 was $1,965,885, representing
an increase of $323,063 (19.67%) over the same period in 1995. The growth
in interest income was primarily due to the increase in funds available for
loans and investments. Interest expense for the first six months of 1996
increased $198,543 (28.96%) compared to the same period in 1995. The growth
in interest expense was greater than interestincome primarily due to the
types of investments available and a shift toward certificates of deposits
in the deposit mix.
The provision for loan losses for the first six months of 1996 decreased
$17,900 compared to the same period for 1995. The decrease is primarily
attributable to a slower level of loan growth and the level of the allowance
for loan losses in relationship to total loans. It is managements belief that
the allowance for loan losses is adequate to absorb probably losses in the
portfolio.
Other expenses for the first six months of 1996 increased $83,174 (11.22%)
compared to the first six months in 1995. This increase is primarily
attributable to an increase in salary and personnel expenses of approximately
$47,743 associated with the increase in personnel to accomodate growth and
merit increases and an increase of $19,661 in net occupancy and equipment
expense related to general increases in insurance, repairs and maintenance,
and utilities.
<PAGE> 8
GEORGIA BANCSHARES, INC.
AND SUBSIDIARY
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations (continued)
For Each of the Six Months in the Periods Ended
June 30, 1996 and 1995
Capital
The following tables present the Bank's regulatory capital position
at June 30, 1996:
Risk-Based Capital Ratios
Tier l Tangible Capital 17.8%
Tier I Tangible Capital minimum requirement 4.0%
Excess 13.8%
Total Capital 19.5%
Total Capital minimum requirement 8.0%
Excess 11.5%
Leverage Ratio
Tier 1 Tangible Capital to adjusted total assets
("Leverage Ratio") 12.3%
Minimum leverage requirement 3.0%
Excess 9.3%
<PAGE> 9
GEORGIA BANCSHARES, INC.
AND SUBSIDIARY
PART II: OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
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.
The following Exhibits are filed with or incorporated by reference in this
Report as indicated below:
2 Plan and Agreement of Reorganization as of February 16, 1995, by and
among the Bank, Interim and the Company (incorporated by reference
from Appendix A to the Proxy Statement/Prospectus included in the
Company's Registration Statement on Form S-4, Commission File No.
33-90742, filed with the Commission on March 31, 1995 (the "S-4
Registration Statement").
3.1 Articles of Incorporation of the Company (incorporated by reference
from Exhibit 3.1 to a S-4 Registration Statement).
3.2 Bylaws of the Company (incorporated by reference from Exhibit 3.2
to the S-4 Registration Statement).
4 Form of Certificate representing shares of the $4.0-0 par value
common stock of the Company (incorporated by reference from Exhibit
4.1 to the S-4 Registration Statement).
21 List of Subsidiaries of the Company (incorporated by reference from
Exhibit 21 to the Form 8-K, Commission File No. 33-90742, filed with
the Commission on August 18, 1995.
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GEORGIA BANCSHARES, INC.
AND SUBSIDIARY
SIGNATURES
In accordance with the requirements of the Securities Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
GEORGIA BANCSHARES, INC.
By: /s/ Ted A. Murphy
Ted A. Murphy, President
Date: August 12, 1996
