1
FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------------------
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: JUNE 30, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period of ____________ to ____________
Commission file number 33-94288
THE FIRST BANCSHARES, INC.
(Exact name of the registrant as specified in its charter)
MISSISSIPPI 64-0862173
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
6424 U.S. Highway 98 West
Suite A
Hattiesburg, MS 39402
(Address of Principal (Zip Code)
executive offices)
(601) 268 - 8998
(Registrant's telephone number, including area code)
Not Applicable
(Former name, former address, and former fiscal year, if
changed since last report)
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of
the Securities Exchange Act of 1934 during the preceding 12
months, and (2) has been subject to such filing requirements
for the past 90 days.
YES __________ NO __________
Indicate the number of shares outstanding of each issuer's
classes of common stock, as of the latest practicable date.
Shares
Outstanding at
Class of Common Stock August 1, 1996
$1 par value 647,764
Transitional small business disclosure format (check one):
Yes NO X
THE FIRST BANCSHARES, INC.
FORM 10-QSB
INDEX
Page
Part I. Financial Information Number
Item 1. Financial Statement (Unaudited)
Condensed Balance Sheet -June 30, 1996 3
Condensed Statement of Operations for the Period
January 1, 1996 to June 30, 1996 4
Condensed Statement of Cash Flows for the Period
January 1, 1996 to June 30, 1996 5
Item 2. Management's Discussion and Analysis or Plan
of Operations 6
Part II. Other Information
Item 6. Exhibits and Reports on form 8-K 7 - 8
Signatures
THE FIRST BANCSHARES, INC.
(A DEVELOPMENT STAGE COMPANY)
CONDENSED BALANCE SHEET
JUNE 30 1996
(UNAUDITED)
ASSETS Dec. 31, 1995 June 30, 1996
Cash $561 $5,454,775
Deposits on Land $0 $34,125
Fixed Assets $148,345 $505,667
Organization Costs $73,008 $86,438
Deferred Registration Costs $30,354 $37,178
$252,268 $6,118,183
======= ========
LIABILITIES AND SHAREHOLDER'S DEFICIT
LIABILITIES
Accounts payable and accrued exp. $10,128 $7,268
Note payable bank $441,950 $100
$452,078 $7,368
SHAREHOLDER'S DEFICIT
Common stock par value
$1 per share; 10,000,000 shares
authorized; 611,018 shares issued
and outstanding $10 $634,061
Preferred stock par value
$1 per share; 10,000,000 shares
authorized; no shares issued
and outstanding $0 $0
Additional paid in capital $90 $5,706,549
Deficit accumulated during
the pre-opening stage ($199,910) ($ 199,910)
Current period profits $0 ($ 29,885)
$252,268 $ 6,118,183
======= =========
THE FIRST BANCSHARES, INC.
(A DEVELOPMENT STAGE COMPANY)
CONDENSED STATEMENT OF OPERATIONS
FOR THE PERIOD JANUARY 1, 1996 TO JUNE 30, 1996
(UNAUDITED)
REVENUE Dec. 31, 1995 Jun 30, 1996
Interest Income $0 $161,931
========= ======
EXPENSES
Salaries and
employee benefits $74,740 $125,690
Professional fees
and expenses $80,649 $ 20,723
Administrative and
other costs $44,521 $ 45,403
($199,910) $191,816
Net Income ($199,910) ($ 29,885)
======== =======
THE FIRST BANCSHARES, INC.
(A DEVELOPMENT STAGE COMPANY)
CONDENSED STATEMENT OF CASH FLOWS
FOR THE PERIOD JANUARY 1, 1996 TO JUNE 30, 1996
(UNAUDITED)
CASH FLOWS FROM OPERATING ACTIVITIES
Net Profit ($29,885)
Adjustment to reconcile net profit
to net cash used in operating activities:
Increase in accounts payable
and accrued expenses 0
Net cash used in operating activities ($ 29,885)
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of premises and equipment ($ 383,928)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the sale of common stock $6,340,410
Payments on debt obligations ($441,850)
Increase in organizational and
deferred registration costs ($ 20,254)
Net cash from financing activities $5,878,306
Net increase in cash and cash equivalents $5,464,493
Cash and cash equivalents at beginning of period
$ 561
Cash and cash equivalents at end of period $5,465,054
========
Item 2. Management's Discussion and Analysis or Plan of
Operation
The Company was organized on June 23, 1996 (the
"Inception Date"). Since the Inception Date, the Company's
principal activities have related to its organization, the
conducting of its initial public offering, and pursuit of
approval from the Office of the Comptroller of the Currency
("OCC") for its application to charter its subsidiary bank,
The First National Bank of Mississippi (the "Bank").
At June 30 1996, the company had total assets of
$6,118,183 consisting principally of cash and cash
equivalents of $5,454,775, Deposits on Land of $34,125, Fixed
Assets of $505,6667, Organization Costs of $86,438, and
Deferred Registration Costs of $37,178. The Organization
Costs related to the organization of the Company and the bank
have been capitalized and will be amortized over five years.
Deferred Registration Costs will be deducted from paid in
capital upon completion of the stock offering.
The Company's liabilities at June 30, 1996 were $7,368
consisting primarily of accounts payable. The Company had
capital of $6,110,815 with current period profits of
($29,885). Revenues are derived from investments acquired
with the funds generated through the stock offering.
The Company intends to devote the remainder of this
fiscal year to the completion of the stock offering,
completing the organization of the Bank and one branch
facility, and organizing and developing the other business
activities of the Company. These organizational activities
will include, with respect to the Bank, completing all steps
required for final approval from the OCC for the Bank to open
for business, hiring qualified personnel to work in various
offices of the Bank, conducting public relations activities
on behalf of the Bank, developing business contacts for the
Bank and the Company, and taking other actions necessary for
a successful bank opening.
PART II
OTHER INFORMATION
Item 1. Legal Proceedings.
There are no material legal proceedings to which the
Company is a party or of which any of their property is
subject.
Item 2. Changes in Securities.
(a) Not applicable.
(b) Not applicable.
Item 3. Defaults Upon Senior Securities.
Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
There were no matters submitted to security holders for
a vote during the three months ended June 30, 1996.
Item 5. Other Information.
As of May 13, 1996, the Company initiated the required
resolutions and notice to the Comptroller of the Currency for
approval of changing the name of the proposed charter of the
Bank from "The First National Bank of Mississippi" to "The
First National Bank of South Mississippi."
As of July 31, 1996, the Comptroller of the Currency
approved the award of the required national bank charter and
the opening date of August 5, 1996. The bank commenced
operations on this date.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
3.1 Articles of Incorporation of the Company
(incorporated by reference to Exhibit 3.1 of the
Registration Statement on Form S-1, File No. 33-
94288.)
3.2 Bylaws of the Company (incorporated by
reference to Exhibit 3.2 of the Registration
Statement on Form S-1, File No. 33-94288.)
4.1 Provisions in the Company's Articles of
Incorporation and Bylaws defining the rights of
holders of the Company's common Stock (incorporated
by reference to Exhibit 4.1 of the Registration
Statement on Form S-1, File No. 33-94288.)
10.3 Contract for the Purchase and assignment of
16th Section Leasehold, dated June 26, 1995 by and
between the proposed bank and Department of Public
Safety, State of Mississippi (incorporated by
reference to Exhibit 10.4 of the Registration
Statement on Form S-1, File No. 33-94288.)
10.4 Option to purchase, dated May 23, 1995, among
proposed bank, John Hudson, and La Carroll Hudson
(incorporated by reference to Exhibit 10.4 of the
Registration Statement on Form S-1, File No. 33-
94288.)
10.5 Lease agreement, dated June 21, 1995, among
Joel S. Thoms, individually, Thoms Enterprises,
Inc. and the Company (incorporated by reference to
Exhibit 10.5 of the Registration Statement on Form
S-1, File No. 33-94288.)
10.7 Amended and restated employment agreement
dated November 20, 1995, between David E. Johnson
and the Company (incorporated by reference to
Exhibit 10.7 of the Company's Form 10-KSB for the
fiscal year ended December 31, 1995, File No. 33-
94288).
The Company did not file any reports on Form 8-K during the
three months ended June 30, 1996.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registration has duly caused this report to be
signed on its behalf by the undersigned thereunto duly
authorized.
THE FIRST BANCSHARES, INC.
(Registrant)
August 6, 1996 DAVID E. JOHNSON
Date President and Chief
Executive Officer
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
Financial Data Schedule Submitted Under Item 601(a) (27) of Regulation S-B
This schedule contains summary financial information extracted from The First
Bancshares, Inc. unaudited financial statements for the period ended June 30,
1996 and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1
<CURRENCY> DOLLARS
<S> <C> <C>
<PERIOD-TYPE> 12-MOS 6-MOS
<FISCAL-YEAR-END> DEC-31-1995 DEC-31-1996
<PERIOD-END> DEC-31-1995 JUN-30-1996
<EXCHANGE-RATE> 1 1
<CASH> $561 $0
<INT-BEARING-DEPOSITS> $0 $0
<FED-FUNDS-SOLD> $0 $4,481,473
<TRADING-ASSETS> $0 $0
<INVESTMENTS-HELD-FOR-SALE> $0 $973,302
<INVESTMENTS-CARRYING> $0 $0
<INVESTMENTS-MARKET> $0 $0
<LOANS> $0 $0
<ALLOWANCE> $0 $0
<TOTAL-ASSETS> $252,268 $6,118,183
<DEPOSITS> $0 $0
<SHORT-TERM> $0 $0
<LIABILITIES-OTHER> $452,078 $7,368
<LONG-TERM> $0 $0
$0 $0
$0 $0
<COMMON> $10 $634,061
<OTHER-SE> $90 $5,706,549
<TOTAL-LIABILITIES-AND-EQUITY>$252,268 $6,118,183
<INTEREST-LOAN> $0 $0
<INTEREST-INVEST> $0 $161,931
<INTEREST-OTHER> $0 $0
<INTEREST-TOTAL> $0 $161,931
<INTEREST-DEPOSIT> $0 $0
<INTEREST-EXPENSE> $0 $0
<INTEREST-INCOME-NET> $0 $161,931
<LOAN-LOSSES> $0 $0
<SECURITIES-GAINS> $0 $0
<EXPENSE-OTHER> ($199,910) ($191,816)
<INCOME-PRETAX> ($199,910) ($29,885)
<INCOME-PRE-EXTRAORDINARY> ($199,910) ($29,885)
<EXTRAORDINARY> $0 $0
<CHANGES> $0 $0
<NET-INCOME> ($199,910) ($29,885)
<EPS-PRIMARY> ($19,991) ($0.047)
<EPS-DILUTED> ($19,991) ($0.047)
<YIELD-ACTUAL> $0 $0
<LOANS-NON> $0 $0
<LOANS-PAST> $0 $0
<LOANS-TROUBLED> $0 $0
<LOANS-PROBLEM> $0 $0
<ALLOWANCE-OPEN> $0 $0
<CHARGE-OFFS> $0 $0
<RECOVERIES> $0 $0
<ALLOWANCE-CLOSE> $0 $0
<ALLOWANCE-DOMESTIC> $0 $0
<ALLOWANCE-FOREIGN> $0 $0
<ALLOWANCE-UNALLOCATED> $0 $0
</TABLE>
