<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, 1998
___ Transition report under Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the transition period from ___________ to ______________
Commission file number - 0-29732
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 Offices)
(770) 491-3333
(Issuer's 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 $1.66 per share: 1,460,570 shares
outstanding as of August 5, 1998
Traditional Small Business Disclosure Format:
Yes X No
<PAGE>2
GEORGIA BANCSHARES, INC.
AND SUBSIDIARY
INDEX
Page No.
Part I: Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets (unaudited)
June 30, 1998 and (unaudited) December 31, 1997 2
Consolidated Statements of Earnings (unaudited)
for the Three and Six Months Ended June 30, 1998
and 1997 3
Consolidated Statements of Comprehensive Earnings
(unaudited) for the Three And Six Months Ended
June 30, 1998 and 1997 4
Consolidated Statements of Cash Flows (unaudited)
for the Six Months Ended June 30, 1998 and 1997 5
Notes to Consolidated Financial Statements
(unaudited) 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 9
Part II:Other Information 12
<PAGE>3
<TABLE>
<CAPTION>
Part I: Financial Information
Item 1. Financial Statements
GEORGIA BANCSHARES, INC.
AND SUBSIDIARY
Consolidated Balance Sheet
June 30, 1998 and December 31, 1997
(Unaudited)
Assets
June 30, December 31,
1998 1997
<S> <C> <C>
Cash and due from banks $ 3,428,753 3,527,565
Federal funds sold 4,560,000 7,436,000
Investment securities available for sale (amortized
cost of $13,889,679 and $18,856,200) 13,883,136 18,834,981
Loans 50,130,178 45,345,584
Less: Allowance for loan losses 710,493 696,679
Loans, net 49,419,685 44,648,905
Premises and equipment, net 2,779,450 2,853,414
Other assets 2,031,739 2,055,454
$ 76,102,763 79,356,319
Liabilities and Stockholders' Equity
Liabilities:
Deposits:
Non-interest-bearing $ 16,742,372 10,547,045
Interest-bearing 51,749,409 61,867,454
Total deposits 68,491,781 72,414,499
Other liabilities 591,006 291,043
Total liabilities 69,082,787 72,705,542
Stockholders' equity:
Common stock, $1.60 par value; authorized
3,000,000 shares; issued and outstanding
1,460,570 shares 2,336,912 2,336,912
Capital surplus 3,536,659 3,536,659
Accumulated earnings 1,256,386 896,291
Unrealized loss on investment securities, net of tax (109,981) (119,085)
Total stockholders' equity 7,019,976 6,650,777
$ 76,102,763 79,356,319
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>4
<TABLE>
<CAPTION>
GEORGIA BANCSHARES, INC.
AND SUBSIDIARY
Consolidated Statements of Earnings
For the Three and Six Months Ended June 30, 1998 and 1997
(Unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
1998 1997 1998 1997
<S> <C> <C> <C> <C>
Interest income:
Loans $ 1,299,890 1,008,685 2,495,240 1,881,593
Investment securities 234,423 239,684 517,076 498,627
Federal funds sold 49,985 13,766 108,580 40,582
Total interest income 1,584,298 1,262,135 3,120,896 2,420,802
Interest expense:
Demand deposits 86,023 63,033 159,934 127,779
Savings deposits 46,415 48,275 93,668 95,339
Time deposits 552,928 423,671 1,160,183 810,706
Other 33 2,729 33 2,849
Total interest expense 685,399 537,708 1,413,818 1,036,673
Net interest income 898,899 724,427 1,707,078 1,384,129
Provision for loan losses 72,000 37,500 135,000 75,000
Net interest income after provision for
loan losses 826,899 689,927 1,572,078 1,309,129
Other income:
Service charges on deposit accounts 79,286 74,242 151,186 146,318
Net gain (loss) on securities transactions 7,272 (760) 12,454 (760)
Other operating income 47,807 27,861 84,949 58,796
Total other income 134,365 101,343 248,589 204,354
Other expense:
Salaries and other personnel expense 315,217 274,182 609,527 554,500
Net occupancy and equipment expense 101,335 92,934 198,802 188,261
Other operating expense 224,642 165,894 408,098 353,155
Total other expense 641,194 533,010 1,216,427 1,095,916
Earnings before income taxes 320,070 255,260 604,240 417,567
Income tax expenses 97,494 90,677 185,722 145,988
Net earnings $ 222,576 164,583 418,518 271,579
Earnings per common share $ .15 .11 .29 .19
Earnings per common share-assuming dilution $ .15 .11 .28 .18
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>5
<TABLE>
<CAPTION>
GEORGIA BANCSHARES, INC.
AND SUBSIDIARY
Consolidated Statement of Comprehensive Earnings
For the Three And Six Months Ended June 30, 1998 and 1997
(Unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
1998 1997 1998 1997
<S> <C> <C> <C> <C>
$ 222,576 164,583 418,518 271,579
Net earnings
Other comprehensive earnings, net of tax:
Unrealized gains on securities:
Unrealized holding gains arising during period 4,685 105,948 17,795 7,337
Less: Reclassification adjustment for gains
included in net income (3,983) - (8,691) -
Total other comprehensive earnings 702 105,948 9,104 7,337
Comprehensive earnings $ 223,278 270,531 427,622 278,916
</TABLE>
<PAGE>6
<TABLE>
<CAPTION>
GEORGIA BANCSHARES, INC.
AND SUBSIDIARY
Consolidated Statements of Cash Flows
For the Six Months Ended June 30, 1998 and 1997
(Unaudited)
Six Months Ended
June 30,
1998 1997
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 418,518 271,579
Adjustments to reconcile net earnings to net cash provided by operating
activities:
Provision for loan losses 135,000 75,000
Deferred tax benefits (18,580) (32,188)
Depreciation, amortization and accretion 120,740 109,618
Loss on sale of Investments (12,454) 760
Change in assets and liabilities:
Prepaid expenses and other assets 37,655 (199,636)
Accrued expenses and other liabilities 299,963 323,393
Net cash provided (used) by operating
activities 980,842 548,526
Cash flows from investing activities:
Proceeds from sales, maturities and paydowns of
investment securities 10,221,528 3,522,663
Purchases of investment securities (5,260,528) (496,836)
Net increase in loans (4,905,780) (8,716,744)
Purchases of premises and equipment (29,733) (59,760)
Net cash provided (used) by investing
activities 25,487 (5,750,707)
Cash flows from financing activities:
Net change in deposits (3,922,718) 7,994,103
Dividends paid (58,423) (58,423)
Net cash provided (used) by financing
activities (3,981,141) 7,935,680
Net increase (decrease) in cash and cash equivalents (2,974,812) 2,733,499
Cash and cash equivalents at beginning of the period 10,963,565 6,583,556
Cash and cash equivalents at end of period $ 7,988,753 9,317,055
Supplemental cash flow information:
Cash paid for interest $ 1,115,167 716,947
Cash paid for income taxes $ 212,314 134,170
See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>7
GEORGIA BANCSHARES, INC.
AND SUBSIDIARY
Notes to Consolidated Financial Statements
(Unaudited)
(1) Basis of Presentation
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim
financial information, and with the instructions to Form 10-QSB and Item
310 (b) of Regulation S-B of the Securities and Exchange Commission.
Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included. Operating results for the three month
period ended June 30, 1998, are not necessarily indicative of the results
that may be expected for the year ended December 31, 1998. For further
information refer to the consolidated financial statements and footnotes
thereto included in the Company's Annual Report on Form 10-KSB for the
year ended December 31, 1997.
(2) New Accounting Pronouncements
During the quarter, the Company adopted FASB Statement no. 130 Reporting
Comprehensive Income. The statement requires the reporting of
comprehensive income in addition to net income from operations.
Comprehensive income is a more inclusive financial reporting methodology
that includes disclosure of certain financial information that
historically has not been recognized in the calculation of net income.
During the quarter, the Company had unrealized holding gains on
investment securities which were reported as comprehensive income. The
beforetax and aftertax amount, as well as the tax (expense)benefit is
presented below:
<TABLE>
<CAPTION>
Three Months ended June 30, 1998
Tax
Before (Expense)/ After
Tax Benefit Tax
<S> <C> <C> <C>
Unrealized gains (losses) on securities:
Unrealized holding gains (losses) arising
during period $ 7,552 (2,867) 4,685
Less: Reclassification adjustment for (gains) losses
realized in net income (6,421) 2,438 (3,983)
$ 1,131 (429) 702
</TABLE>
<TABLE>
<CAPTION>
Three Months ended June 30, 1997
Tax
Before (Expense)/ After
Tax Benefit Tax
<S> <C> <C> <C>
Unrealized gains (losses) on securities:
Unrealized holding gains (losses) arising
during period $ 170,773 (64,825) 105,948
</TABLE>
<PAGE>8
<TABLE>
<CAPTION>
GEORGIA BANCSHARES, INC.
AND SUBSIDIARY
Notes to Consolidated Financial Statements
(Unaudited)
(2) New Accounting Pronouncements - (Continued)
Six Months ended June 30, 1998
Tax
Before (Expense)/ After
Tax Benefit Tax
<S> <C> <C> <C>
Unrealized gains (losses) on securities:
Unrealized holding gains (losses) arising
during period $ 28,683 (10,888) 17,795
Less: Reclassification adjustment for (gains) losses
realized in net income (14,009) 5,318 (8,691)
$ 14,674 (5,570) 9,104
</TABLE>
<TABLE>
<CAPTION>
Six Months ended June 30, 1997
Tax
Before (Expense)/ After
Tax Benefit Tax
<S> <C> <C> <C>
Unrealized gains (losses) on securities:
Unrealized holding gains (losses) arising
during period $ 11,826 (4,489) 7,337
</TABLE>
(3) Earnings Per Share
The Company adopted FASB Statement No. 128, "Earnings Per Share" ,
effective December 31, 1997. This Statement requires the presentation of
"basic" earnings per share, which excludes the effect of dilution, and
"diluted" earnings per share, which includes the effect of dilution.
Earnings per common share amounts for the three and six months periods
ended June 30, 1998 and 1997 are as follows:
<TABLE>
<CAPTION>
Three Months ended June 30, 1998
Net Earnings Common Share Per Share
(Numerator) (Denominator) Amount
<S> <C> <C> <C>
Earning per common share $ 222,576 1,460,570 $0.15
Effects of dilutive stock options 0 34,319 0
Earnings per common share - assuming dilution $ 222,576 1,494,889 $0.15
</TABLE>
<TABLE>
<CAPTION>
Three Months ended June 30, 1997
Net Earnings Common Share Per Share
(Numerator) (Denominator) Amount
<S> <C> <C> <C>
Earning per common share $ 164,583 1,460,570 $0.11
Effects of dilutive stock options 0 13,670 0
Earnings per common share - assuming dilution $ 164,583 1,474,240 $0.11
</TABLE>
<PAGE>9
GEORGIA BANCSHARES, INC.
AND SUBSIDIARY
Notes to Consolidated Financial Statements
(Unaudited)
<TABLE>
<CAPTION>
(4) Earnings Per Share - (Continued)
Six Months ended June 30, 1998
Net Earnings Common Share Per Share
(Numerator) (Denominator) Amount
<S> <C> <C> <C>
Earning per common share $ 418,518 1,460,570 $ 0.29
Effects of dilutive stock options 0 34,319 0
Earnings per common share - assuming dilution $ 418,518 1,494,889 $ 0.28
</TABLE>
<TABLE>
<CAPTION>
Six Months ended June 30, 1997
Net Earnings Common Share Per Share
(Numerator) (Denominator) Amount
<S> <C> <C> <C>
Earning per common share $ 271,579 1,460,570 $ 0.19
Effects of dilutive stock options 0 13,670 0
Earnings per common share - assuming dilution $ 271,579 1,474,240 $ 0.18
</TABLE>
4) Supplemental Financial Data
Components of other operating expenses of 1% of total interest income and
other income for the periods ended June 30, 1998 and 1997 are:
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
1998 1997 1998 1997
<S> <C> <C> <C> <C>
Advertising and Marketing $ 18,620 13,477 33,930 30,987
Data Processing 31,556 30,610 62,641 67,501
Postage and courier 13,364 12,043 24,878 27,311
Printing and supplies 14,389 20,550 31,959 37,481
Professional Fees 30,841 15,892 46,421 32,242
</TABLE>
<PAGE>10
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, 1998 and 1997
Interim Financial Condition
Georgia Bancshares, Inc. (the "Company") reported total assets of
$76,102,763 as of June 30, 1998, compared to $79,356,319 at December 31, 1997.
The most significant change in the composition of assets was an increase in
gross loans from $45,345,584 to $50,130,178. The increase in loans was funded
primarily by a decrease in investments of $4,951,845 (26.29%). The deposits have
declined by $3,922,718 (5.39%) during the six months since December 31, 1997.
The decline has been cause by management's approach of reducing the cost of
funds. During 1997, the Bank's deposits grew $20,371,474. The majority of the
growth was in time deposits which increase the Bank's costs of funds. Management
has reduced the interest rate paid on time deposits, thereby reducing the time
deposits by $8,217,438 (19.58%). Non-interest bearing demand deposits have
increased by $6,195,327 (58.74%) since December 31, 1997. As a result of the
loan growth and deposit decline, the loan to deposit ratio has increased to
72.15% from 61.66% at December 31, 1997. The Company's cash and cash equivalents
have decreased by $2,974,812 to $7,988,753 as of June 30, 1998.
Liquidity
The Bank's liquid assets as a percentage of total deposits were 11.66% at
June 30, 1998, compared to 15.14% at December 31, 1997. The Company has
approximately $3,600,000 in available unsecured federal fund lines of credit
with correspondent banks. The Company has also secured federal funds lines of
credit with correspondent banks equal to the amount of unpledged investment
securities. The Company has occasionally advanced on these lines during 1998.
The maximum amount borrowed under these lines at any one time was approximately
$ 400,000. Periodically, management analyzes the level of off-balance sheet
commitments such as unfunded loan equivalents, loan repayments, maturity of
investment securities, liquid investment, and available fund lines in an attempt
to minimize the possibility that a potential shortfall will exist.
Capital
The capital of the Company totaled $7,019,976 as of June 30, 1998. The
capital of the Company and the Bank exceeded all prescribed regulatory capital
guidelines. Regulations require that the most highly rated banks maintain a Tier
1 leverage ratio of 3% plus an additional cushion of at least 1 to 2 percentage
points. Tier 1 capital consists of common shareholders' equity, less certain
intangibles. The Bank's Tier 1 leverage ratio was 9.25% at June 30, 1998,
compared to 10.30% at December 31, 1997 Regulations require that the Bank
maintain a minimum total risk weighted capital ratio of 8%, with one-half of
this amount, or 4%, made up of Tier 1 capital. Risk-weighted assets consist of
balance sheet assets adjusted by risk category, and off-balance sheet assets
equivalents similarly adjusted. At June 30, 1998, the Bank had a risk-weighted
total capital ratio of 13.17%, compared to 13.30% at December 31, 1997, and a
Tier I risk-weighted capital ratio of 11.69%, compared to 12.00% at December 31,
1997.
Asset Quality
Nonperforming assets which includes nonaccruing loans, repossessed
collateral and loans for which payments are more than 90 days past due, totaled
$462,508 a decrease of $60,956 from December 31, 1997. There were no related
party loans which were considered nonperforming at June 30, 1998. The
composition of the nonperforming assets is presented in the following table:
June 30, December 31,
1998 1997
Loans on nonaccrual $ 174,434 213,887
Other real estate owned 288,074 299,494
Other repossessed collateral - 10,833
Total nonperforming assets $ 462,508 524,214
Total nonperforming assets as a
percentage of total loans
(gross) and other real estate .91% 1.15%
<PAGE>11
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, 1998 and 1997
The allowance for loan losses totaled $710,493 at June 30, 1998, an
increase of $13,814 from December 31, 1997. The allowance for loan losses
represented 1. 42% and 1.56% of total loans at June 30, 1998 and December 31,
1997, respectively. An analysis of the allowance for loan losses since December
31, 1997 follows:
Allowance for loan losses at December 31, 1997 $ 696,679
Charge-offs:
Commercial 96,164
Real Estate 9,483
Installment 26,799
Total 132,446
Recoveries:
Commercial 2,103
Real Estate -
Installment 9,157
Total 11,260
Provision charged to income 135,000
Allowance for loan losses at June 30, 1998 $ 710,493
During April 1998, the Bank charged-off approximately $110,000 related to
a commercial line totaling $156,000. The loan portfolio is reviewed periodically
to evaluate the outstanding loans and to measure the performance of the
portfolio and the adequacy of the allowance for loan losses. This analysis
includes a review of delinquency trends, actual losses, and internal credit
ratings. Management's judgment as to the adequacy of the allowance is based upon
a number of assumptions about future events which it believes to be reasonable,
but which may or may not be reasonable. However, because of the inherent
uncertainty of assumptions made during the evaluation process, there can be no
assurance that loan losses in future periods will not exceed the allowance for
loan losses of that additional allocations to the allowance will not be
required.
The Bank was most recently examined by its primary regulatory authority
in July 1997. 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.
Investment Securities
At June 30, 1998, the Bank had $13,889,679 in investment securities
available-for-sale . The net unrealized loss on available for sale securities,
net of deferred taxes, was $109,981 on June 30, 1998. The Bank invests primarily
in obligations of the United States or obligations guaranteed as to principal
and interest by the United States and other taxable and tax exempt securities.
The Bank has included in its investment portfolio instruments described as a
derivative, primarily, structured note derivatives. Structured notes are debt
securities whose cash flow characteristics depend on one or more indexes.
Structured notes carry high credit ratings and are issued as floating-rate
instruments. In a rising interest rate environment, the market value of these
securities can decrease due to the fact that the embedded options, puts, calls,
etc., become evident. There can be no assurance that as interest rates change in
the future the amount of unrealized loss will not increase, but if these
securities are held until they mature and are repaid in accordance with their
terms, these principal losses will not be realized.
<PAGE>12
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, 1998 and 1997
Results of Operations
Net interest income for the first six months of 1998 was $1,707,078 an
increase of $322,949 (23.33%) compared to the same period for 1997. Interest
income for the first six months of 1998 was $3,120,896, representing an increase
of $700,094 (28.92%) over the same period in 1997. The growth in interest income
was primarily due to an increase in loan balances. Interest expense for the
first six months of 1998 increased $377,145 (36.80%) compared to the same period
in 1997. The interest expense increased at a higher rate than interest income
during the first six months of 1998 compare to the same period in 1997. The
increase in interest expense was caused by significant growth in
interest-bearing deposits since March 31, 1997. The majority of deposit growth
was in certificates of deposits.
Amounts charged to expense related to the allowance for loan losses for
the first six months of 1998 increased $63,000 compared to the same period for
1997. The increase is primarily attributable to the loan growth for the first
six months in 1998 and management's belief in maintaining a high level of the
allowance for loan losses in relationship to total loans.
Other income for the first six months of 1998 was $248,589, an increase
of $44,235 (21.65%) compared to the same period in 1997. The increase in service
charges on deposit accounts is due to an increase in the number of accounts and
deposit activity which totaled $4,868. The remaining increase was due to
increases in gain on sale of investment securities $13,214, premiums on sale of
Small Business Administration Loans of $8,440, income from sale of alternative
investments of $8.736 and other increases of $ 8,681.
Other expenses for the first six months of 1998 increased $120,511
(11.00%) compared to the first six months in 1997. This increase is primarily
attributable to an increase in salary and personnel expenses of $54,927
associated with the increase in personnel to accommodate growth of the bank, an
increase of $10,541 in net occupancy and equipment expense related to general
increases in insurance, repairs and maintenance and an increase of $54,943 in
general expenses.
Year 2000
The Company is in process of insuring that all of our computer hardware,
software, third party service providers and other systems are fully Year 2000
compliant. We have identified several computer hardware devices, computer
software systems and other systems that are not compliant. All non-compliant
systems have been scheduled to be upgraded or replaced by December 31, 1998. The
Company has also contacted all third party service providers and obtained data
about their readiness. Several third party service providers are not compliant,
however, they have established dates by which renovations will be completed. The
Company has established contingency dates and vendors in case the third party
service providers do not become compliant. The Company will continue to monitor
the efforts of all third party service providers as well as obtaining
certification and test results to ensure their readiness.
The Company has scheduled for a conversion to Year 2000 compliant
computer systems on October 1, 1998. The majority of the costs associated with
the conversion will be absorbed by the Company's third party service providers.
The Company will begin testing the new systems as soon as practical after the
conversion. We are projecting that complete testing and certification of our
systems will be completed by November 30, 1998.
The Company has budgeted approximately $85,000 for Year 2000 expenditures
and computer systems replacements and upgrades. To date, the Company has spent
approximately $5,000 on upgrades for systems and customer awareness
documentation and seminars. The majority of the budgeted expenditures will occur
in the next six months.
The Company is currently assessing the risks associated with our
loan and deposit customers. The assessment is scheduled to be completed by
September 30, 1998. Upon completion of this assessment, management will be able
to estimate the potential exposure the Company might be incur associated with
the Year 2000. At the present time, management has no reasonable means to
predict the potential exposure related to the Year 2000.
<PAGE>13
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
On May 21 1998, the Company held its Annual Meeting of Shareholders for
the purpose of (a)electing two directors for three-year terms, (b) amend
the Articles of Incorporation to change Par Value per share of the
company's common stock from $4.00 to $1.60 per share, (c) ratifying the
appointment of Porter Keadle Moore, LLP as independent auditors.
Each nominee for director receive the number of affirmative votes of
shareholders required for such nominees election in accordance with
the Bylaws of the Company, with 915,610 shares voting for each nominee
and 1905 shares withholding vote, out of a total 1,460,570 outstanding
shares. The two nominees elected at the meeting were Eugene Argo and Ted
Murphy. The other directors are James L. Armstrong, H.E. Norton, Thomas
M. Carnes, Robert C. Pittard and Dr. Dean T. Teusaw.
There were 901,325 shares in favor to approve the Amendment to Article
III of the Articles of Incorporation to change the Par Value per share
of the Company's common stock from $4.00 per share to $1.60 per share,
4,625 shares were voted against and 11,565 shares witholding vote,
out of a total 1,460,570 outstanding shares.
The Appointment of independent auditors also received the requisite
number of affirmative votes required for approval pursuant to the
Bylaws of the Company. Of the 1,460,570 outstanding shares of the
Company, the voting was as follows: 917,140 shares voted for, 375
abstained.
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K.
On June 23, 1998, the Company filed a Form 8-K announcing the Company
effected a five-for-two stock split effective for shareholders of record
as of that date. Every two shares of the Company's common stock
outstanding was converted into five shares of common stock. As a result
of the stock split,the Company has 1,460,570 shares of common stock, par
value $1.60 per share, issued and outstanding. The stock split did not
increase the total authorized number of shares of the common stock of
the Company.
The following Exhibits are filed with or incorporated by reference in
this Report as indicated below:
2 Plan and Agreement of Reorganization, dated 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
tatement 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 the 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 $4.00 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.
<PAGE>14
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 and CEO
By: /s/ David L. Edgar
David L. Edgar, CPA
Principal Financial Officer
Date: August 7, 1998
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> JUN-30-1998
<CASH> 3,428,753
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 4,560,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 13,883,136
<INVESTMENTS-CARRYING> 13,883,136
<INVESTMENTS-MARKET> 13,883,136
<LOANS> 50,130,178
<ALLOWANCE> 710,493
<TOTAL-ASSETS> 76,102,763
<DEPOSITS> 68,491,781
<SHORT-TERM> 0
<LIABILITIES-OTHER> 591,006
<LONG-TERM> 0
0
0
<COMMON> 2,336,912
<OTHER-SE> 4,793,045
<TOTAL-LIABILITIES-AND-EQUITY> 76,102,763
<INTEREST-LOAN> 2,495,240
<INTEREST-INVEST> 517,076
<INTEREST-OTHER> 108,580
<INTEREST-TOTAL> 3,120,896
<INTEREST-DEPOSIT> 1,413,785
<INTEREST-EXPENSE> 1,413,818
<INTEREST-INCOME-NET> 1,707,078
<LOAN-LOSSES> 135,000
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 1,216,427
<INCOME-PRETAX> 604,240
<INCOME-PRE-EXTRAORDINARY> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 418,518
<EPS-PRIMARY> .29
<EPS-DILUTED> .28
<YIELD-ACTUAL> 4.59
<LOANS-NON> 174,434
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 441,276
<ALLOWANCE-OPEN> 696,679
<CHARGE-OFFS> 132,446
<RECOVERIES> 11,260
<ALLOWANCE-CLOSE> 710,493
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 710,493
</TABLE>
