U.S. Securities and Exchange Commission
Washington, D.C. 20549
-----
FORM 10-QSB
-----
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the quarter ended March 31, 1997
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from ________ to ________
Commission File No. 0-26290
BNCCORP, INC.
(Exact name of small business issuer as specified in its charter)
Delaware 45-0402816
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization
322 East Main
Bismarck, North Dakota 58501
(Address of principal executive offices)
(701) 250-3040
(Issuer's telephone number)
Not Applicable
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since
last report)
Check whether the issuer (1) 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 ___
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common equity, as of May 1, 1997: 2,338,720
Transitional Small Business Disclosure Format: Yes ___ No X
1
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
BNCCORP, INC. AND SUBSIDIARIES
Consolidated Statements of Financial Condition
(In Thousands Except Share and Per Share Data)
ASSETS March 31, December 31,
1997 1996
---------- ----------
(Unaudited)
CASH AND DUE FROM BANKS.................................$ 8,340 $ 6,360
FEDERAL FUNDS SOLD...................................... 14,100 6,900
SECURITIES AVAILABLE FOR SALE........................... 61,953 59,491
LOANS, net of allowance for loan losses of $1,736
and $1,594......................................... 207,747 201,403
PREMISES, LEASEHOLD IMPROVEMENTS AND EQUIPMENT, net..... 7,354 6,657
ACCRUED INTEREST RECEIVABLE............................. 2,683 2,442
OTHER ASSETS............................................ 1,805 1,440
COST IN EXCESS OF NET ASSETS ACQUIRED, net.............. 3,820 3,865
---------- ----------
$ 307,802 $ 288,558
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
DEPOSITS:
Noninterest-bearing..................................$ 19,102 $ 22,218
Interest-bearing -
Savings, NOW and money market..................... 59,258 52,483
Time deposits over $100,000....................... 46,202 39,725
Other time deposits............................... 128,738 125,344
SHORT TERM BORROWINGS................................... 15,306 11,437
LONG TERM BORROWINGS.................................... 11,596 10,615
OTHER LIABILITIES....................................... 4,697 4,101
---------- ----------
Total Liabilities................................. 284,899 265,923
---------- ----------
STOCKHOLDERS' EQUITY:
Preferred stock, $.01 par value, 2,000,000 shares
authorized; no shares issued or outstanding........ -- --
Common stock, $.01 par value, 10,000,000 shares
authorized; 2,364,100 shares issued, 2,338,720
shares outstanding................................. 23 23
Capital surplus...................................... 13,768 13,768
Retained earnings.................................... 9,578 9,017
Treasury stock (25,380 shares)....................... (216) (216)
Unrealized gain (loss) on securities available for
sale, net of income tax effects of $162 and $16.... (250) 43
---------- ----------
Total Stockholders' Equity........................ 22,903 22,635
---------- ----------
$ 307,802 $ 288,558
========== ==========
The accompanying notes are an integral part of these
consolidated financial statements.
2
<PAGE>
BNCCORP, INC. AND SUBSIDIARIES
Consolidated Statements of Income
(In Thousands Except Per Share Data)
(Unaudited)
For the Three Months Ended
March 31,
--------------------------
1997 1996
----------- -----------
INTEREST INCOME:
Interest on loans................................. $ 4,974 $ 3,189
Interest on investment securities-
U.S. Treasury and agency....................... 197 206
State and municipal............................ 18 20
Other.......................................... 871 1,070
--------- ---------
Total Interest Income.......................... 6,060 4,485
--------- ---------
INTEREST EXPENSE:
Deposits.......................................... 2,745 2,382
Short-term borrowings............................. 162 87
Long-term borrowings.............................. 208 68
--------- ---------
Total Interest Expense......................... 3,115 2,537
--------- ---------
Net interest income............................ 2,945 1,948
PROVISION FOR LOAN LOSSES............................ 170 84
--------- ---------
NET INTEREST INCOME AFTER PROVISION FOR
LOAN LOSSES..................................... 2,775 1,864
--------- ---------
NONINTEREST INCOME:
Fees on loans..................................... 191 164
Service charges................................... 124 99
Rental income..................................... 24 9
Net gain (loss) on sales of securities............ (11) 5
Other............................................. 153 94
--------- ---------
Total Noninterest Income....................... 481 371
--------- ---------
NONINTEREST EXPENSE:
Salaries and employee benefit..................... 1,284 976
Depreciation and amortization..................... 280 219
Occupancy......................................... 221 140
Office supplies, telephone & postage.............. 125 121
Marketing and promotion........................... 87 112
Professional services............................. 81 103
FDIC and other assessments........................ 41 71
Other............................................. 221 224
--------- ---------
Total Noninterest Expense...................... 2,340 1,966
--------- ---------
INCOME BEFORE INCOME TAXES........................... 916 269
INCOME TAXES......................................... 355 127
--------- ---------
Net Income..................................... $ 561 $ 142
========= =========
EARNINGS PER COMMON SHARE
(Primary and Fully Diluted)..................... $ 0.24 $ 0.06
========= =========
The accompanying notes are an integral part of these
consolidated financial statements.
3
<PAGE>
BNCCORP, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
For the Three Months Ended March 31
(In Thousands)
(Unaudited)
1997 1996
-------- --------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income..................................................$ 561 $ 142
Adjustments to reconcile net income to net cash
provided by (used in) operating activities --
Provision for loan losses................................ 170 84
Depreciation and amortization............................ 152 104
Amortization of intangible assets........................ 128 115
Proceeds from loans recovered............................ 11 5
Change in accrued interest receivable and other assets... (689) (799)
(Gain) loss on sale of bank premises and equipment....... -- (10)
(Gain) loss on sale of securities........................ 11 (5)
Change in other liabilities.............................. 596 (502)
Originations of loans to be participated.................(26,854) (3,982)
Proceeds from participations of loans.................... 26,854 3,982
------- -------
Net cash provided by (used in) operating activities... 940 (866)
------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Net change in federal funds sold............................ (7,200) 2,950
Purchases of investment securities..........................(17,823) (544)
Proceeds from sales of investment securities................ 11,910 19,286
Proceeds from maturities of investment securities........... 3,148 2,332
Net increase in loans....................................... (6,525) (28,266)
Additions to premises, lease improvements and equipment..... (850) (360)
Proceeds from sale of premises and equipment................ -- 13
------- -------
Net cash used in investing activities.................(17,340) (4,589)
------- -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase (decrease) in demand, savings, NOW and money
market accounts.......................................... 3,659 (9,966)
Net increase in time deposits............................... 9,871 1,877
Net increase (decrease) in short-term borrowings............ 3,869 7,272
Repayments of long-term borrowings..........................(11,240) (354)
Proceeds from long-term borrowings.......................... 12,221 1,000
Stock offering costs........................................ -- (4)
------- -------
Net cash provided by (used in) financing activities... 18,380 (175)
------- -------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS........... 1,980 (5,630)
CASH AND CASH EQUIVALENTS, beginning of period................. 6,360 11,259
------- -------
CASH AND CASH EQUIVALENTS, end of period.......................$ 8,340 $ 5,629
======= =======
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid...............................................$ 2,677 $ 2,790
======= =======
Income taxes paid...........................................$ 81 $ 76
======= =======
The accompanying notes are an integral part of these consolidated financial
statements.
4
<PAGE>
<TABLE>
<CAPTION>
BNCCORP, INC. AND SUBSIDIARIES
Consolidated Statement of Changes in Stockholders' Equity
For the Three Months Ended March 31, 1997
(In Thousands)
(Unaudited)
Unrealized
Gain/(Loss) on
Securities
Common Stock Capital Retained Treasury Available
Shares Amount Surplus Earnings Stock for Sale Total
--------- ------ ------- -------- -------- ---------- ---------
<S> <C> <C> <C> <C> <C> <C> <C>
BALANCE, December 31, 1996.. 2,364,100 $ 23 $13,768 $ 9,017 $ (216) $ 43 $ 22,635
Net income.................. -- -- -- 561 -- -- 561
Change in unrealized
holding gain (loss) on
securities available
for sale, net of income
taxes .................... -- -- -- -- -- (293) (293)
--------- ------ ------- -------- -------- ---------- ---------
BALANCE, March 31, 1997..... 2,364,100 $ 23 $13,768 $ 9,578 $ (216) $ (250) $ 22,903
========= ====== ======= ======== ======== ========== =========
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
5
<PAGE>
BNCCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
March 31, 1997
NOTE 1 -- Basis of Presentation
The accompanying interim consolidated financial statements have been prepared by
BNCCORP, Inc. (the "Company"), without audit, in accordance with generally
accepted accounting principles for interim financial information and pursuant to
the rules and regulations of the Securities and Exchange Commission. Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations, although the
Company believes that the disclosures made are adequate to make the information
presented not misleading.
The unaudited consolidated financial statements as of March 31, 1997 and for the
three month periods ended March 31, 1997 and 1996 include, in the opinion of
management, all adjustments, consisting solely of normal recurring adjustments,
necessary for a fair presentation of the financial results for the respective
interim periods and are not necessarily indicative of results of operations to
be expected for the entire fiscal year ending December 31, 1997.
The accompanying interim consolidated financial statements have been prepared
under the presumption that users of the interim consolidated financial
information have either read or have access to the audited consolidated
financial statements for the year ended December 31, 1996. Accordingly, footnote
disclosures which would substantially duplicate the disclosures contained in the
December 31, 1996 audited consolidated financial statements have been omitted
from these interim consolidated financial statements. It is suggested that these
interim consolidated financial statements be read in conjunction with the
audited consolidated financial statements for the year ended December 31, 1996
and the notes thereto.
NOTE 2 -- Earnings per Common Share
Earnings per common share are computed by dividing net income by the weighted
average number of shares of common stock outstanding during the period plus the
equivalent number of shares pertaining to common stock options and warrants, if
dilutive, using the Treasury Stock method.
Primary and fully diluted earnings per share for the three month periods ended
March 31, 1997 and 1996 are based upon 2,338,720 shares.
6
<PAGE>
NOTE 3 -- Acquisitions and Divestitures
Effective January 1997, BNC National Bank ("BNC -- North Dakota"), a subsidiary
of the Company, acquired the stock of the J.D. Meier Insurance Agency, Linton,
North Dakota (the "Agency"). Three executive officers of BNCCORP owned stock in
the Agency. The total purchase price for the stock of the Agency was
approximately $34,000, and BNC -- North Dakota provided additional capital of
$75,000 to the wholly owned subsidiary. The Agency is operating as a subsidiary
of BNC -- North Dakota and engages in insurance business.
The Company continues to engage in an active acquisition program. Pursuant to
that program, the Company is presently considering or participating in
discussions concerning additional acquisitions. At the present time, the Company
has no binding commitments, agreements or understandings to acquire any
additional financial institutions, but additional agreements may be negotiated
or entered into at any time.
NOTE 4 -- Recently Issued Accounting Standards
Statement of Financial Accounting Standards No. 128, "Earnings per Share" ("SFAS
128"), issued in February 1997 and effective January 1, 1998, supersedes AICPA
Accounting Principals Board Opinion No. 15, "Earnings per Share" ("APB 15") and
other related accounting pronouncements and interpretations, and specifies new
computation, presentation and disclosure requirements for earnings per share.
Adoption of this standard is not expected to have a material effect on BNCCORP's
consolidated financial statements.
Statement of Financial Accounting Standards No. 129, "Disclosure of Information
About Capital Structure" ("SFAS 129"), also issued in February 1997 and
effective January 1, 1998, summarizes disclosure requirements pertaining to an
entity's capital structure. SFAS 129 is a compilation of several previously
issued standards and pronouncements, therefore, adoption of this standard is not
expected to have a material effect on BNCCORP's consolidated financial
statements.
Item 2. Management's Discussion and Analysis or Plan of Operation
General
For the quarter ended March 31, 1997, net income was $561,000, compared with
$142,000 for the same period in 1996. The improvement in earnings was due
primarily to increased net interest income which was driven by loan growth and
an increased yield on earning assets (see "Comparison of Operating Results for
the Three Months Ended March 31, 1997 and 1996 -- Net Interest Income"). Growth
continued during the first quarter of 1997 as total assets increased $19.2
million to $307.8 million. Net loans totaled $207.7 million at March 31, 1997
and total deposits were $253.3 million.
7
<PAGE>
Comparison of Financial Condition at
March 31, 1997 and December 31, 1996
Assets. Total assets of the Company increased $19.2 million, or 7%, during the
first quarter of 1997 to $307.8 million from $288.6 million at December 31,
1996. Cash and investments increased $11.6 million to $84.4 million at March 31,
1997 as compared to $72.8 million at December 31, 1996. Net loans outstanding
increased $6.3 million from $201.4 million at December 31, 1996 to $207.7
million at March 31, 1997. The Company's earning assets at March 31, 1997
totaled $284.9 million, an increase of $16.2 million, or 6%, from $268.7 million
at December 31, 1996 (see "Comparison of Operating Results for the Three Months
Ended March 31, 1997 and 1996 -- Net Interest Income").
Allowance For Loan Losses. The following table sets forth information regarding
changes in the Company's allowance for loan losses for the three month period
ended March 31, 1997.
Three Months
Ended
March 31, 1997
--------------
(In Thousands)
(Unaudited)
Balance, Beginning of Period................................$ 1,594
Provision Charged to Operations............................. 170
Loans Charged Off........................................... (39)
Recoveries of Loans Previously Charged Off.................. 11
------------
Balance, End of Period......................................$ 1,736
============
Ending Loan Portfolio ......................................$ 209,483
============
Allowance for Loan Losses as a Percentage of
Ending Loan Portfolio.................................. .83%
The Company maintains its allowance for loan losses at a level considered by
management to be adequate to cover the risk of loss in the loan portfolio at a
particular point in time. Management's judgment as to whether an additional
amount should be added to the allowance in excess of the amount of loan losses
takes into consideration a number of factors, including loss experience in
relation to outstanding loans and the existing level of the allowance for loan
losses, a continuing review of problem loans and overall portfolio quality,
regular examinations of loan portfolios conducted by the Company's staff, loan
process review consultants, and state and federal supervisory authorities and
economic conditions. There can be no assurance, however, that the allowance for
loan losses will not be increased in the future; this could adversely affect the
Company's earnings. Further, there can be no assurance that the Company's actual
loan losses will not exceed its allowance for loan losses (see "Comparison of
Operating Results for the Three Months Ended March 31, 1997 and 1996 --
Provision for Loan Losses").
8
<PAGE>
Nonperforming Assets. The following table sets forth information concerning the
Company's nonperforming assets as of the dates indicated:
March 31, 1997 December 31, 1996
---------------- -----------------
(In Thousands)
(Unaudited)
Nonperforming Loans:
Loans 90 days or more dilinquent
and still accruing interest............. $ 236 $ 129
Nonaccrual Loans.......................... 86 22
Restructured Loans........................ 132 136
---------- ---------
Total Nonperforming Loans................... 454 287
Other Real Estate Owned..................... 159 159
---------- ---------
Total Nonperforming Assets.................. $ 613 $ 446
========== =========
Allowance for Loan Losses................... $1,736 $1,594
Ratio of Total Nonperforming Assets
to Total Assets........................ 0.20% 0.15%
Ratio of Total Nonperforming Loans
to Total Loans......................... 0.22% 0.14%
Ratio of Allowance for Loan Losses to
Total Nonperforming Loans.............. 382% 555%
Nonperforming loans consist of loans 90 or more days past due for which the
Company continues to accrue interest, nonaccrual loans, and loans on which the
original terms have been restructured.
Restructured loans are those for which concessions, including the reduction of
interest rates below a rate otherwise available to that borrower or the deferral
of interest or principal, have been granted due to the borrower's weakened
financial condition.
Other real estate owned ("OREO") includes property acquired by the Company in
foreclosure proceedings or under agreements with delinquent borrowers.
Liabilities. Total deposits increased $13.5 million, or 6% from $239.8 million
at December 31, 1996 to $253.3 million at March 31, 1997. Time deposits
increased $9.8 million from $165.1 million at December 31, 1996 to $174.9
million at March 31, 1997 while savings, NOW and money market accounts increased
$6.8 million from $52.5 million at December 31, 1996 to $59.3 million at March
31, 1997. Noninterest bearing deposits decreased $3.1 million from $22.2 million
at December 31, 1996 to $19.1 million at March 31, 1997. Total borrowings
increased $4.8 million from $22.1 million at December 31, 1996 to $26.9 million
at March 31, 1997.
Stockholders' Equity. The Company's equity capital increased $268,000 during the
three months ended March 31, 1997. Of this increase, $561,000 resulted from net
earnings of the Company offset by an increase in the net unrealized loss on
securities available for sale of $293,000.
9
<PAGE>
Comparison of Operating Results for the
Three Months Ended March 31, 1997 and 1996
General. Net income increased $419,000, or 295% from $142,000 for the three
months ended March 31, 1996 to $561,000 for the three months ended March 31,
1997. Primary and fully diluted earnings per share were $.24 for the first
quarter of 1997 compared with $.06 for the same period last year. The return on
average equity was 9.87% and the return on average assets was .77% compared with
2.70% and .24%, respectively, for the same period last year.
Net Interest Income. Net interest income increased $1 million, or 51%, to $2.9
million for the quarter ended March 31, 1997 as compared to the same period in
1996. Total interest income increased $1.6 million, or 35%, to $6.1 million for
the first quarter of 1997 as compared to the $4.5 million recorded in the first
quarter of 1996. The increase in interest income was primarily due to loan
growth as average earning assets increased $54.4 million, or 25%, to $272.9
million for the three months ended March 31, 1997 as compared to $218.5 million
for the same period in 1996. The yield on average earning assets increased to
9.00% for the quarter ended March 31, 1997 as compared to 8.26% for the same
period in 1996. A change in mix of the earning asset portfolio also contributed
to the increase in interest income. During the first quarter of 1997, loans
totaled 75% of the average earning asset portfolio as compared to only 62% for
the quarter ended March 31, 1996. The volume increase and change in mix of the
earning asset portfolio were caused by the Company's significant loan growth as
investments were sold to fund loans. The increase in yield resulted from an
increase in loan yield of 43 basis points (to 9.84% for the first quarter of
1997 from 9.41% for the first quarter of 1996) and the change in mix of the
earning asset portfolio from lower yielding investments to higher yielding
loans.
Total interest expense increased $578,000, or 23%, to $3.1 million for the three
months ended March 31, 1997 as compared to $2.5 million for the same period in
1996. The increase in interest expense was caused by an increase in volume of
average interest-bearing liabilities offset by decreases in cost on these
liabilities. Total average interest-bearing liabilities increased $48.1 million,
or 24%, to $247.1 million for the quarter ended March 31, 1997 as compared to
$199.0 million for the quarter ended March 31, 1996. Average interest-bearing
deposits and borrowings increased $35.2 million and $13.0 million, or 19% and
135%, respectively, for the three months ended March 31, 1997 as compared to the
same period in 1996. The average cost on interest-bearing deposits decreased 10
basis points to 4.96% for the quarter ended March 31, 1997 as compared to 5.06%
for the same period in 1996. The average cost of borrowed funds increased 15
basis points to 6.66% for the first quarter of 1997 as compared to 6.51% for the
same period in 1996. The decrease in cost on deposits was offset somewhat by the
increased cost on borrowings resulting in an improvement in total cost on rate
related liabilities of 2 basis points to 5.11% for the quarter ended March 31,
1997 as compared to 5.13% for the same period in 1996.
Net interest margin for the first quarter of 1997 was 4.38% as compared to 3.59%
for the same period one year ago. The improvement in the Company's net interest
margin is mainly attributable to the increase in yield on earning assets
discussed above.
10
<PAGE>
Provision for Loan Losses. The provision for loan losses was $170,000 for the
quarter ended March 31, 1997 as compared to $84,000 for the quarter ended March
31, 1996. The increased provisions were booked in order to allow the Company's
reserve for possible loan losses to keep pace with the strong loan growth the
Company has experienced. The allowance for loan losses as a percentage of total
loans increased from .76% at March 31, 1996 to .83% at March 31, 1997.
Noninterest Income. Noninterest income increased $110,000 or 30%, from $371,000
for the three months ended March 31, 1996 to $481,000 for the three months ended
March 31, 1997. This increase resulted from small increases in loan fees,
service charges and rental income as well as an increase in other non-interest
income, primarily fee income from the Company's recently established private
banking division at BNC -- North Dakota.
Noninterest Expense. Noninterest expense increased $374,000 or 19% from $2.0
million for the three months ended March 31, 1996 to $2.3 million for the three
months ended March 31, 1997. The increase in non-interest expense is a function
of the growth experienced by the Company during the past 24 months. Salaries and
employee benefits expense increased $308,000 for the first quarter of 1997 as
compared to the same quarter in 1996 as average full time equivalent employees
increased from 95 for the quarter ended March 31, 1996 to 116 for the quarter
ended March 31, 1997. The Company also recorded increases in occupancy,
depreciation and amortization expense in the first quarter of 1997 as compared
to the same period in 1996. These increases are caused by additional rent
expense, the purchase (and related depreciation expense) of furniture and
equipment and the amortization of intangibles related to BNC -- Minnesota
(chartered in January 1996), BNC Financial Corporation (acquired in May 1996),
the acquisitions of the accounting firm of Gregory K. Cleveland & Company
(December 1996) and J.D. Meier Insurance Agency (early 1997) and BNC -- North
Dakota's purchase of an additional office building in Bismarck (early 1997).
These increases in non-interest expense were offset somewhat by smaller
decreases in FDIC and OCC assessments, professional and marketing expenses.
Income Tax Expense. Federal and state income taxes increased by $228,000 from
$127,000 for the three months ended March 31, 1996 to $355,000 for the three
months ended March 31, 1997 due to an increase in pre-tax income of $647,000.
Earnings Per Share. Primary and fully diluted earnings per share were $0.24 for
the quarter ended March 31, 1997 as compared with $0.06 for the same period one
year ago. Weighted average shares outstanding were 2,338,720 for the quarters
ended March 31, 1997 and 1996.
Liquidity. The Company's continued liquidity management objective is to ensure
its ability to satisfy the cash flow requirements of depositors and borrowers
and allow it to meet its own cash flow needs. The primary source of liquidity
for the Company has been retail deposits generated in the markets served by its
banking offices. For the quarter ended March 31, 1997, operating activities
provided cash inflows of $940,000. During the same period, investing activities
resulted in net cash outflows of $17.3 million and included cash outflows of
$7.2 million, $2.8 million and $6.5 million for federal funds sold, investment
transactions and increases in loans, respectively. Net cash inflows from
financing activities were $18.4 million, $13.5 million from increases in
deposits, and $4.9 million from borrowing activities.
11
<PAGE>
For the quarter ended March 31, 1996, operating activities resulted in net cash
outflows of $866,000. Investing activities resulted in net cash outflows of $4.6
million, including primarily, net cash inflows from investment transactions of
$21.1 million offset by net cash outflows from increases in loans of $28.3
million. Financing activities resulted in net cash outflows of $175,000 for the
first quarter of 1996. Cash outflows from deposit decreases of $8.1 million was
offset by cash inflows from borrowing activities of $7.9 million.
The Company anticipates that it will continue to rely primarily upon customer
deposits, FHLB and other short-term borrowings, loan repayments, loan sales and
retained earnings to provide liquidity and to make loans and purchase investment
securities. In addition to these sources of liquidity, however, the Company is
presently pursuing other fund raising activities for the purpose of funding
projected growth in asset-based loans at BNC Financial, its nonbank commercial
finance subsidiary.
PART II -- OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27. Financial Data Schedule
(b) Reports on Form 8-K
None.
12
<PAGE>
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.
BNCCORP, Inc.
Date: May 6, 1997 By /s/ Gregory K. Cleveland
--------------------------------
Gregory K. Cleveland
President
Chief Financial Officer
Only Authorized Signature
13
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
This schedule contains summary financial information extracted from the
statement of condition dated 3/31/97 and statement of income for the three
months ended 3/31/97 and is qualified in its entirety by reference to
such financial statements.
</LEGEND>
<CIK> 0000945434
<NAME> BNCCORP, INC.
<MULTIPLIER> 1000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<EXCHANGE-RATE> 1
<CASH> 8,340
<INT-BEARING-DEPOSITS> 1,146
<FED-FUNDS-SOLD> 14,100
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 61,953
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 0
<LOANS> 209,483
<ALLOWANCE> 1,736
<TOTAL-ASSETS> 307,802
<DEPOSITS> 253,300
<SHORT-TERM> 15,306
<LIABILITIES-OTHER> 4,697
<LONG-TERM> 11,596
0
0
<COMMON> 23
<OTHER-SE> 22,880
<TOTAL-LIABILITIES-AND-EQUITY> 307,802
<INTEREST-LOAN> 4,974
<INTEREST-INVEST> 1,086
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 6,060
<INTEREST-DEPOSIT> 2,745
<INTEREST-EXPENSE> 3,115
<INTEREST-INCOME-NET> 2,945
<LOAN-LOSSES> 170
<SECURITIES-GAINS> (11)
<EXPENSE-OTHER> 2,340
<INCOME-PRETAX> 916
<INCOME-PRE-EXTRAORDINARY> 561
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 561
<EPS-PRIMARY> .24
<EPS-DILUTED> .24
<YIELD-ACTUAL> 9.00
<LOANS-NON> 86
<LOANS-PAST> 236
<LOANS-TROUBLED> 132
<LOANS-PROBLEM> 4,086
<ALLOWANCE-OPEN> 1,594
<CHARGE-OFFS> 39
<RECOVERIES> 11
<ALLOWANCE-CLOSE> 1,736
<ALLOWANCE-DOMESTIC> 1,736
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 179
</TABLE>
