-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WDIFPzW2r5ctoDjOLOLpFvxwEHVa+kSYGgOCZfaSfLaiLDf+IYqBo/UBhaTjvUEx VT9PcAVQe6ElKW3W4siFCg== 0000908737-97-000314.txt : 19970819 0000908737-97-000314.hdr.sgml : 19970819 ACCESSION NUMBER: 0000908737-97-000314 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19970818 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19970818 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: SIS BANCORP INC CENTRAL INDEX KEY: 0001013049 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 043303264 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20809 FILM NUMBER: 97665536 BUSINESS ADDRESS: STREET 1: P O BOX 3034 STREET 2: 1441 MAIN STREET CITY: SPRINGFIELD STATE: MA ZIP: 01102-3034 BUSINESS PHONE: 4137488000 8-K 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 --------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 18, 1997 SIS Bancorp, Inc. (Exact name of registrant as specified in charter) Massachusetts 000-20809 04-3303264 (State or other (Commission file (IRS employer jurisdiction of number) identification no.) incorporation) 1441 Main Street, Springfield, MA 01102 (Address of principal executive offices) (Zip code) (413) 748-8000 Registrant's telephone number, including area code Item 5. Other Events On August 18, 1997, SIS Bancorp, Inc. (the "Company") entered into an Agreement and Plan of Reorganization (the "Agreement") which provides for, among other things, the acquisition (the "Acquisition") of Glastonbury Bank and Trust Company ("Glastonbury") by the Company. In connection with the Acquisition, the Board of Directors of the Company has rescinded its prior authorization, granted in January of 1997, for the Company to repurchase up to 286,180 shares of its common stock, effective immediately. In the event that the Acquisition is not consummated, the Company's Board of Directors would consider reinstating the share repurchase program. Glastonbury's executive officers and directors, who, according to Glastonbury's 1997 proxy statement, hold 428,037 shares of Glastonbury common stock, or approximately 23.39% of the currently outstanding shares of Glastonbury common stock, have agreed in a separate letter agreement to vote all of their shares in favor of the Acquisition Merger and against any other competing transaction. A copy of the Company's news release relating to the Acquisition is filed as Exhibit 99.1 to this report and is incorporated herein by reference. The Company has scheduled a telephonic meeting with financial analysts and others with respect to the Acquisition. Certain financial and other information prepared for dissemination during such meeting is filed as Exhibit 99.2 to this report. Cautionary Statements Relating to Certain Forward Looking Statements This Current Report and the exhibits filed herewith contain certain forward-looking statements, including, but not limited to, statements concerning plans, objectives, future events or performance, assumptions and statements relating to cost savings, enhanced revenues, and accretion to reported earnings that may be realized from the Acquisition as well as other statements which are other than statements of historical fact. The Company cautions readers that the following important factors, among others, may have affected and could in the future affect, the Company's actual results and could cause the Company's actual results for subsequent periods to differ materially from those expressed in any forward-looking statement made by, or on behalf of, the Company herein. Economic Conditions and Real Estate Risk. The Company's lending operations are concentrated primarily in western Massachusetts and Glastonbury's lending operations are concentrated in central Connecticut. As a result, the financial condition and results of operations of the combined company will be subject to the effects of changes in the business cycle and downturns in the local, regional and national economies, as well as other general economic conditions, particularly, conditions that may affect residential real estate and commercial lending in the market areas specified above. In an economic downturn, there also tends to be a run-off in 1 deposits. If economic conditions in the combined company's market area deteriorate, the combined company may not be able to originate the volume of high quality residential mortgage loans and/or loans to small and medium-sized businesses or achieve the level of deposits on which the forward-looking statements are based. The Connecticut economy and its real estate market have showed signs of stabilization over the past two years from the recessionary levels of the early 1990's. Consequently Glastonbury's delinquencies, non-performing assets and loss provisions improved from earlier periods. The forward-looking statements regarding Glastonbury's results of operations assume that the Connecticut economy and real estate market will remain stable. A worsening of current economic conditions or a significant decline in real estate values in Connecticut could cause actual results to vary materially from the forward-looking statements. Similarly, the Massachusetts economy and its real estate market showed signs of recovery beginning in 1994 from earlier recessionary levels, and consequently the Company's delinquencies, non-performing assets and loss provisions improved from earlier periods. The forward-looking statements regarding the Company's results of operations assume that the Massachusetts economy and real estate market will remain stable. A worsening of current economic conditions or a significant decline in real estate values in Massachusetts could cause actual results to vary materially from the forward-looking statements. Interest Rate Risk. The Company and Glastonbury both realize their income principally from the differential between the interest earned on loans and investment securities and the interest paid on deposits and borrowings. The net interest spreads of each organization are affected by the difference between the repricing characteristics of their interest-earning assets and interest-bearing liabilities. Loan and investment volumes and yields, deposits and borrowings are also affected by market interest rates. Changes in interest rates could cause the combined company's earnings to vary materially from the forward-looking statements. Operational Issues. The forward-looking statements utilize Glastonbury's internal estimates of growth and results of operations and generally make no provision for any possible negative effects of the Acquisition. In addition, the forward-looking statements estimate certain cost savings from the consolidation of various "back office" functions of the two companies, which may not materialize or which may be delayed as a result of difficulties in consolidating such functions. To the extent that events differ from the assumptions, actual results of operations may vary materially from the forward-looking statements. The ability of the combined company to operate efficiently, at least in the short term, will be enhanced by the ability to retain certain existing management personnel. If the Company is not able to retain certain key management personnel of Glastonbury, the intended consolidation of the "back office" functions of the two companies may be more time-consuming, difficult and expensive, and may negatively affect the predicted cost savings. 2 The forward-looking statements assume that the deposit base of both the Company and Glastonbury will remain substantially intact pending the Acquisition and will grow at historical rates following the Acquisition. To the extent that the change in ownership of Glastonbury or other factors result in either a temporary or long-term loss of deposits, actual results of operations may vary materially from the forward-looking information presented. Competition. The Company and Glastonbury both face significant competition in their respective markets. Increasing consolidation within the banking and financial services industry, as well as increased competition from larger regional and out-of-state banking organizations and nonbank providers of various financial services, may adversely affect the combined company's ability to meet its financial goals. Many of these large competitors have more significant financial resources, larger market share and greater name recognition in the market area served by the combined company than the combined company will itself have. The existence of such competitors may make it difficult for the combined company to achieve the financial goals reflected in the forward-looking statements. Laws and Regulations. The businesses of the Company and Glastonbury are subject to federal and state regulation. Changes in laws and regulations, including federal and state banking laws and regulations, with which the Company and its subsidiaries must comply, and the associated costs of compliance with such laws and regulations, could cause actual results to vary from the forward-looking statements. Changes in accounting policies and practices, as may be adopted by applicable regulatory agencies as well as by the Financial Accounting Standards Board, or in the Company's post-closing organization, compensation and benefit plans also could cause actual results to vary from the forward-looking statements. Item 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits 99.1 News Release of the Company, dated August 18, 1997 99.2 Analyst Meeting Materials. 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, SIS Bancorp, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. SIS BANCORP, INC. Date: August 18, 1997 By:/s/ John F. Treanor Name: John F. Treanor Title: Executive Vice President and Chief Financial Officer 4 EX-99.1 2 EXHIBIT 99.1 FOR IMMEDIATE RELEASE SIS Bancorp, Inc. Announces Entry into Connecticut Springfield, MA - August 18, 1997; 8:30 a.m., The Boards of Directors of SIS Bancorp, Inc. ("SIS"), (NASDAQ: SISB), and Glastonbury Bank & Trust Company ("GBT"), (NASDAQ: GLBT), announced today that they have signed a definitive merger agreement under which SIS will acquire all of the outstanding shares of GBT. As a result of the transaction, GBT will become a wholly owned subsidiary of SIS. The transaction is structured as a tax-free exchange of 0.74 shares of SIS common stock for each of GBT's 1,829,920 shares of common stock. Based on the per share closing price for SIS common stock on August 15, 1997 of $30.00, the transaction would be valued at $40.6 million and GBT shareholders would receive $22.20 in SIS common stock for each share of GBT common stock. At a purchase price of $22.20 per share, the exchange is approximately equivalent to 2.26x GBT's June 30, 1997 book value and approximately 16.3x GBT's annualized earnings per share for the six months ended June 30, 1997. GBT has the right to terminate the agreement if SIS' average stock price for the twenty consecutive trading days ending on the fifth business day prior to the closing date of the acquisition is below $25.00, unless SIS agrees at such time to increase the per share exchange ratio to ensure a per share value of $18.50 in SIS common stock to GBT stockholders. In connection with the execution of the definitive agreement, GBT has granted SIS an option to purchase, under certain circumstances, approximately 8.5% of its authorized common stock. In the event that such option becomes exercisable, GBT will be further obligated to pay an additional cash payment to SIS of $1.5 million. The transaction, which will be accounted for as a pooling of interests, is subject to approval by SIS and GBT shareholders and various regulatory agencies. It is anticipated that the transaction will close by year end 1997. After consummation of the transaction, GBT will remain a Connecticut chartered commercial bank led by J. Gilbert Soucie, GBT's current president and chief executive officer. It is also expected that Mr. Soucie will serve as vice chairman of SIS. The Board of Directors of GBT will be retained to provide continuing leadership and guidance to the GBT organization. In addition, SIS will increase the size of its Board of Directors to add one of GBT's directors to serve as a director of SIS after the merger is consummated. In announcing the transaction, F. William Marshall, Jr., SIS' president and chief executive officer stated, "A partnership with Glastonbury Bank and Trust demonstrates SIS' philosophy towards the importance of community banking. Expansion into Connecticut has been one of our strategic objectives and is consistent with our ongoing efforts to increase earnings and deliver a superior return to our shareholders. Central Connecticut is a very attractive consumer and commercial banking market and is a natural, contiguous extension to SIS' existing banking franchise. GBT provides a very solid base from which we can together grow in this attractive market. Additionally, GBT's merchant processing and insurance businesses will further expand and diversify the services we can offer in the future." SIS expects to take a pre-tax charge of $2.5 million in 1997 to cover merger related expenses, and expects the merger to have a positive impact on earnings per share in 1998 and beyond. J. Gilbert Soucie, president and chief executive officer of Glastonbury Bank & Trust, stated, "We are very pleased about the pending affiliation with SIS, an institution which shares our commitment to community banking. A partnership with SIS will bring new technology, more products and services, and increased capital to enhance GBT's abilities to serve its growing customer base. More importantly, GBT will be able to maintain the same strong level of personal service and community focus." In connection with the execution of the merger agreement, the SIS Board of Directors has rescinded its existing authorization to repurchase up to 286,180 shares of SIS common stock. During 1997, SIS repurchased 146,400 shares, net of shares reissued under SIS's various benefit plans. SIS Bancorp, Inc., headquartered in Springfield, MA, is the parent holding company of Springfield Institution for Savings ("SlS Bank"), a state chartered savings bank. SIS Bank, originally founded in 1827, operates 24 branch banking offices in Agawam, Amherst, Chicopee, East Longmeadow, Holyoke, Longmeadow, Ludlow, Northampton, South Hadley, Springfield, West Springfield and Westfield, MA. At June 30, 1997 SIS had total assets of $1.4 billion, total deposits of $1.0 billion, and total equity of $103.3 million. Glastonbury Bank & Trust Company is a Connecticut-state-chartered commercial bank organized in 1919 and headquartered in Glastonbury, CT. GBT operates 8 branch banking offices in the Connecticut communities of Glastonbury, Colchester, East Hartford, Portland, Rocky Hill and Wethersfield. At June 30, 1997, Glastonbury had total assets of $261.3 million, total deposits of $216.6 million, and total equity of $18.0 million. GBT investor inquiries are to be directed to J. Gilbert Soucie at (860) 652-6500. SIS investor inquiries are to be directed to Ms. Ting Chang at (413)748-8271. All media inquiries are to be directed to Ms. Kathleen Bourque at (413)748-8243. This news release contains certain forward looking statements regarding enhanced revenues that may be realized from the transaction. SIS cautions readers that such forward looking statements involve certain risks and uncertainties, including a variety of factors that may cause SIS' actual results to differ materially from the anticipated results or other expectations expressed in any forward looking statements made by, or on behalf of SIS. These factors are further detailed in SIS' current report on Form 8-K dated August 18, 1997, which has been filed with the Securities and Exchange Commission. Summary Information: Acquisition Information Exchange Ratio 0.74 Glastonbury Shares Outstanding 1,829,920 New SIS Shares Issued 1,354,141 Valuation Based on Closing Price on August 15, 1997 of $30.00: Aggregate Purchase Price $40.6 million Price Per Share $22.20 Price/Annualized Earnings Per Share for the six months ended June 30, 1997 16.3x. Price/June 30,1997 Book Value 2.26x. Core Deposit Premium 11% Accounting Treatment Pooling. Expected Closing Date Year end 1997.
Statistics at June 30, 1997 ($ Millions) SISB GLBT - ---------------------------------------- ---- ---- Headquarters Springfield, MA Glastonbury, CT Branches 24 8 Assets $1,434.5 $261.3 Net Loans $ 645.9 $152.9 Deposits $1,015.4 $216.6 Equity $ 103.3 $ 18.0 Equity/Assets 7.2% 6.9% Non-Performing Assets/Total Assets 0.47% 1.04% Loan Loss Reserves/Non-Performing Loans 272% 197% Net Income for Six Months Ended June 30, 1997 $ 5.8 $ 1.2 FTE Employees 483 123
EX-99.2 3 SIS Bancorp Glastonbury Bank and Trust Special Note Regarding Forward-Looking Information This presentation contains forward-looking statements (within the meaning of the Private Securities Litigation Reform Act of 1995), including estimates of future operating results, financial condition and cost savings, which involve significant risks and uncertainties. Actual results may differ materially from the results discussed in these forward-looking statements. Factors that might cause such differences include, but are not limited to, economic conditions and real estate risks, interest rate risks, operational issues, competitive conditions, changes in applicable law and regulations and other risks detailed from time to time in the Company's SEC reports, including those discussed in the Company's Current Report on Form 8-K dated August 18, 1997, as filed with the Securities and Exchange Commission, to which report reference is hereby made. Transaction Rationale * Natural strategic extension into a contiguous market. * Expands SISB community banking franchise into attractive Connecticut banking market. * Continued emphasis on community banking strategy. * Financially compelling transaction. * Accretive to EPS in first full year (1998) excluding revenue enhancement opportunities. * Pricing is consistent with other transactions in New England. * Internal rate of return of approximately 15%. * Diversifies revenue stream. * GLBT is a commercial bank. * Entry into new fee-based business lines: merchant processing and insurance. * Leverage SISB's existing infrastructure. 2 Transaction Summary Terms: Purchase price to be paid in tax free exchange of stock. Exchange rate fixed at 0.74, resulting in the issuance of 1,354,141 shares of SISB common stock. Walk away option if SISB stock price falls below $25.00, subject to cure. Accounting: Pooling of interests.
Pricing: Based on SISB Closing Stock Price as of August 15, 1997 of $30.00: Purchase price $40.6 million Purchase price per share $22.20 Price/book value and tangible book value 2.26x Price/annualized six months ended June 30, 1997 EPS 16.3x Core deposit premium 11%
Structure: Glastonbury Bank & Trust to be wholly owned subsidiary of SIS Bancorp. Timing: Subject to normal regulatory and SISB and GLBT shareholder approval. Targeted to close fourth quarter 1997. Impact: Accretive to earnings in first full year, 1998, assuming 20% cost savings. Pro Forma Share SISB 5,576,842 (1) 80% Ownership: GLBT 1,354,141 20% --------- --- 6,930,983 100% (1) Actual shares outstanding 3 Entry Vehicle Into Connecticut Market [GRAPHIC OMITTED] The omitted graphic is a map showing the locations of certain SISB and Glastonbury branches. SISB branches (12) are represented by black circles; Glastonbury branches (6) are represented by grey squares. * Hartford County, Connecticut is a natural contiguous extension to SISB's core Massachusetts markets of Hampden and Hampshire counties. * Establishes a Connecticut franchise with critical mass and opportunity to expand market share: * $216 million of deposits * 8 full service offices * 17,549 customer accounts Deposits (1) CT County Branches ($000) --------- -------- -------- Hartford, CT 6 $178,910 Middlesex, CT 1 $ 15,271 New London, CT 1 $ 22,413 - -------- 8 $216,594 (1) Deposit totals for GLBT as of June 30, 1997. 4 Connecticut Market * Branches are in demographically attractive and affluent banking markets:
Hartford County, CT ------------------------ Glastonbury Wethersfield East Hartford, CT CT CT Population 27,901 25,651 50,452 Households 10,553 10,470 20,343 1996 Average Household Income $62,845 $63,233 $46,422 Projected 2001 Avg. Household Income $69,375 $71,226 $51,222
Source: 1990 U.S. Census Data; SNL Securities, L.C. 5 Pro Forma Balance Sheet and Asset Quality (Dollars in Millions) At June 30, 1997 Pro Forma SISB GLBT Combined ---- ---- --------- Assets Cash and Investment Securities $ 733 $ 95 $ 828 Net Loans 646 153 799 Other Assets 56 13 69 ------ ------ ------ Total Assets $1,435 $ 261 $1,696 Liabilities and Equity Total Deposits $1,015 $ 217 $1,232 Other Liabilities 316 26 343 Total Equity 103 18 121 ------ ------ ------ Total Liabilities and Equity $1,435 $ 261 $1,696 Asset Quality NPA/Total Assets 0.47% 1.04% 0.56% LLR/NPLs 272% 197% 255% LLR/Total Loans 2.48% 2.20% 2.43% Capital Ratios Equity/Assets 7.20% 6.87% 7.15% Fully Diluted Shares Outstanding 5,640,349 1,829,920 6,994,490 Book Value Per Share $18.31 $9.82 $17.33 Book Value Dilution (1) (7.00%) (1) Book value dilution including after-tax merger expenses of $1.8 million. 6
Pro Forma Loan Portfolio and Deposit Base (Dollars in Millions) At June 30, 1997 Pro Forma % of Loan Portfolio SISB GLBT Combined Total - -------------- ---- ---- -------- ----- Residential Mortgage Loans $238.4 $ 53.6 $292.0 36% Commercial & Construction Mortgage Loans 120.2 56.3 176.5 22% Commercial Loans 173.6 25.1 198.7 24% Home Equity and Consumer Loans 128.2 21.2 149.4 18% Other -- 0.2 0.2 0% ------ ------ ------ --- Total Loan Portfolio $660.4 $156.4 $816.8 100% Loan Loss Reserve (16.3) (3.5) (19.8) Deferred Fees, Gains/Unearned Premium 1.8 0.0 1.8 ------ ------ ------ Net Loans $645.9 $152.9 $798.8 Deposits Demand $120.6 $ 39.8 $160.4 13% NOW 60.3 22.4 82.7 7% Savings and Money Market 411.4 59.7 471.2 38% CDs under $100,000 364.5 83.8 447.9 36% CDs over $100,000 58.5 11.3 69.8 6% -------- ------ -------- --- Total Deposits $1,015.4 $216.6 $1,232.0 100%
7 Comparative Earnings Data (Dollars in Millions) Six Months Ended June 30, 1997 SISB GLBT --------------- --------------- Net Interest Income $ 25.0 $ 5.0 Provision for Possible Loan Losses (0.8) (0.1) Non-interest Income 5.6 1.6 Non-interest Expense (20.2) (4.5) ------ ------ Net Income Before Taxes 9.6 2.0 Tax (Expense)/Benefit (3.8) (0.8) ------ ------ Net Income $ 5.8 $ 1.2 ====== ====== Fully Diluted Earnings Per Share $ 1.02 $ 0.68 NIM 3.84% 4.25% ROAA 0.83% 0.97% ROAE 11.45% 14.18% 8 Reasonable Expense Reductions 1998 ---- Administrative & Back Office Expenses: Pre-Tax $1.8 million After-Tax (1) $1.1 million As a % of GLBT Pre-Tax Expense Base 20% As a % of SISB Pre-Tax Expense Base 4% (1) 40% tax rate. 9 Estimated Pro Forma Earnings (Dollars in Millions, Except Per Share Amounts)
Total Per Share Total Per Share ----- --------- ----- --------- Net Income on a Stand Alone Basis: SIS (1) $11.9 $ 2.12 $13.5 $ 2.39 GLBT (1 $ 2.5 $ 1.36 $ 2.7 $ 1.46 ----- ----- $14.4 $16.1 After-tax Adjustments: Expense Reductions $ 0.0 $ 1.1 Merger Expenses ($1.8) $ 0.0 ----- ----- Total Net Income $12.9 $ 1.81 $17.2 $ 2.46 Total Net Income Excluding Merger Expenses $14.4 $ 2.07 Accretion/(Dilution) Total Net Income 3% Net Income Excluding Merger Expenses (2%) Pro Forma Fully Diluted Shares 6,994,490 6,994,490 (1) SISB 1997/1998 earnings are based on consensus "Wall Street" estimates of $2.12 and $2.39, per share, respectively. GLBT 1997/1998 earnings are presented for illustrative purposes only. GLBT 1997 earnings reflect six months ended June 30, 1997 net income of $1.2 million annualized. GLBT 1998 earnings grow approximately 8% from 1997 earnings. This information constitutes "forward-looking information". See special note on cover page.
10 Sources of Potential Revenue Enhancements * SISB's strategy of convenience and value introduced to a broader base of consumer households. * Cross-selling opportunities of GLBT's merchant processing and insurance lines of business. * More consumer cross-selling opportunities - Average GLBT customer has 1.65 products vs. 3.81 average for SISB customers. * Increased commercial lending capacity and product array, including cash management. 11 Summary * Provides meaningful entry into an attractive Connecticut banking market. * Earnings accretion in first full year without factoring in revenue enhancement. * Significant franchise enhancement. 12 Appendix - Glastonbury Bank & Trust Co. Historical Financial Data
Balance Sheet and Asset Quality Data (Dollars in Millions) At June 30, At December 31, 1997 1996 1995 1994 1993 1992 ----- ---- ---- ---- ----- ---- Balance Sheet Assets $261.3 $248.6 $229.8 $218.3 $229.0 $238.5 Total Loans, Net of Unearned 156.4 148.7 142.0 130.8 147.7 164.7 Loan Loss Reserve (3.4) (3.4) (3.0) (4.5) (4.7) (4.6) Loans, Net of Unearned & LLR $152.9 $145.4 $138.9 $126.3 $137.8 $156.5 REO 1.0 1.2 0.3 1.8 4.2 6.5 Deposits 216.6 208.4 190.3 194.4 202.4 218.4 Equity 18.0 16.9 15.0 8.0 11.1 13.8 Equity/Assets 6.87% 6.79% 6.52% 3.68% 4.83% 5.78% Asset Quality Non-Performing Loans $1.7 $1.5 $0.7 $3.9 $5.5 $3.4 NPLs/Total Loans 1.12% 0.98% 0.52% 3.01% 3.75% 2.03% NPA/(Loans & REO) 1.73% 1.75% 0.74% 4.30% 6.41% 7.89% LLR/NPLs 197.37% 228.96% 413.23% 114.56% 85.58% 68.59% LLR/Total Loans 2.20% 2.25% 2.13% 3.45% 3.21% 2.86%
13 Appendix - Glastonbury Bank & Trust Co. Historical Financial Data
(Dollars in Millions) Income Statement and Profitability Data Six Months Ended Year Ended December 31, June 30, 1997 1996 1995 1994 1993 1992 Income Statement Net Interest Income $ 5.0 $ 9.7 $ 9.6 $ 9.5 $ 9.7 $ 10.1 Provision for Possible Loan Losses (0.1) (0.7) 0.2 (1.9) (3.8) (3.6) Non-interest Income 1.6 3.2 3.1 4.0 4.0 3.7 Non-interest Expense (4.5) (10.5) (10.2) (11.2) (12.6) (10.9) ------ ------ ------ ------- ------- ------- Net Income Before Taxes 2.0 1.8 2.7 0.4 (2.6) (0.7) Tax (Provision)/Benefit (0.8) 0.7 0.5 -- 0.1 0.1 ------ ------ ------ ------- ------- ------- Net Income before Nonrecurring Exp. 1.2 2.5 3.2 (0.4) (2.7) (0.8) Nonrecurring Expense 0.0 (0.0) (1.6) (1.4) 0.0 0.0 ------ ------ ------ ------- ------- ------- Net Income $ 1.2 $ 2.5 $ 1.6 ($ 0.9) ($ 2.7) ($ 0.8) Profitability (1) ROAA 0.97% 1.08% 0.75% (0.39%) (1.15%) (0.35%) ROAE 14.18% 16.29% 16.29% (8.05%) (18.68%) (5.10%) Efficiency Ratio 68.18% 81.40% 80.31% 82.96% 91.97% 78.99% Net Interest Margin 4.25% 4.46% 4.74% 4.69% 4.66% 5.00% (1) Six months ended June 30, 1997 annualized.
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