-----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, WfIvSeu8512uheeFD+4VhLw4eBx4UMneeB+WD56Cz2XJhMoLFkMwQgaZjrWUChOR Q02waKdmOwydgOBHPw6+Hg== 0000950144-97-008865.txt : 19970813 0000950144-97-008865.hdr.sgml : 19970813 ACCESSION NUMBER: 0000950144-97-008865 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19970630 FILED AS OF DATE: 19970812 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: TIB FINANCIAL CORP CENTRAL INDEX KEY: 0001013796 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 650655973 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-21329 FILM NUMBER: 97657159 BUSINESS ADDRESS: STREET 1: 99451 OVERSEAS HIGHWAY CITY: KEY LARGO STATE: FL ZIP: 33037 BUSINESS PHONE: 3054514660 MAIL ADDRESS: STREET 1: 99451 OVERSEAS HIGHWAY CITY: KEY LARGO STATE: FL ZIP: 33037 10-Q 1 TIB FINANCIAL CORPORATION 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended Commission File Number JUNE 30, 1997 0-29132 TIB FINANCIAL CORP. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) FLORIDA 65-0655973 - -------------------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 99451 OVERSEAS HIGHWAY, KEY LARGO, FLORIDA 33037-7808 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 305-451-4660 Not Applicable - -------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Indicate by 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 (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 ------- ------- Indicate the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: Common Stock, $0.10 Par Value 4,357,654 - ----------------------------- ------------------------------- Class Outstanding as of July 31, 1997 2 Part I. FINANCIAL INFORMATION Item 1. Financial Statements TIB FINANCIAL CORPORATION CONSOLIDATED STATEMENTS OF CONDITION (Unaudited)
June 30, 1997 December 31, 1996 ------------- ----------------- ASSETS Cash and due from banks $ 9,832,402 $ 12,109,935 Federal funds sold 6,918,000 1,810,000 Investment securities held to maturity (market value of $29,774,355 29,482,250 14,387,276 and $14,691,930, respectively) Investment securities available for sale 27,520,014 36,490,481 Loans, net of deferred loan fees 177,642,391 164,544,622 Less: Allowance for loan losses 2,063,179 1,929,719 ------------ ------------- Loans, net 175,579,212 162,614,903 Premises and equipment, net 8,338,550 8,221,676 Accrued interest receivable 1,711,287 1,680,743 Other assets 4,087,558 3,735,539 ------------ ------------- TOTAL ASSETS $263,469,273 $ 241,050,553 ============ ============= LIABILITIES AND STOCKHOLDERS' EQUITY LIABILITIES Deposits: Noninterest-bearing demand $ 51,418,251 $ 42,929,774 Interest-bearing demand and money market 99,511,354 66,340,839 Savings 14,362,352 16,220,162 Time deposits of $100,000 or more 23,419,325 28,370,281 Other time deposits 46,441,059 51,122,524 ------------ ------------- Total Deposits 235,152,341 204,983,580 Short-term borrowings 1,938,710 11,091,426 Accrued interest payable 1,632,839 1,743,654 Other liabilities 1,129,670 610,976 ------------ ------------- TOTAL LIABILITIES 239,853,560 218,429,636 ------------ ------------- STOCKHOLDERS' EQUITY Common stock - $.10 par value: 7,500,000 and 5,000,000 shares 435,705 432,236 authorized, 4,357,054 and 4,322,364 shares issued and outstanding Surplus 6,327,293 6,140,199 Retained earnings 16,968,215 16,207,233 Market valuation reserve on investment securities available for sale (115,500) (158,751) ------------ ------------- TOTAL STOCKHOLDERS' EQUITY 23,615,713 22,620,917 ------------ ------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $263,469,273 $ 241,050,553 ============ =============
(See notes to consolidated financial statements) 3 TIB FINANCIAL CORPORATION CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
Three months ended June 30, Six months ended June 30, 1997 1996 1997 1996 ----------- ---------- ----------- ----------- INTEREST INCOME Loans, including fees $ 4,165,034 $3,751,180 $ 8,176,249 $ 7,309,619 Investment securities: U.S. Treasury securities 494,223 534,136 919,511 1,013,486 U.S. Government agencies and corporations 217,854 276,499 450,777 578,722 States and political subdivisions 90,661 94,809 177,360 194,382 Other investments 11,031 11,032 22,062 22,063 Federal funds sold 170,927 20,066 302,205 58,651 ----------- ---------- ----------- ----------- TOTAL INTEREST INCOME 5,149,730 4,687,722 10,048,164 9,176,923 INTEREST EXPENSE ----------- ---------- ----------- ----------- Interest-bearing demand and money market 737,242 214,791 1,237,285 423,720 Savings 202,227 311,905 449,466 624,663 Time deposits of $100,000 or more 353,968 347,594 727,776 690,827 Other time deposits 640,804 663,271 1,304,129 1,352,801 Short-term borrowings 16,020 48,550 33,834 69,044 ----------- ---------- ----------- ----------- TOTAL INTEREST EXPENSE 1,950,261 1,586,111 3,752,490 3,161,055 ----------- ---------- ----------- ----------- NET INTEREST INCOME 3,199,469 3,101,611 6,295,674 6,015,868 PROVISION FOR LOAN LOSSES 75,000 60,000 150,000 120,000 ----------- ---------- ----------- ----------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 3,124,469 3,041,611 6,145,674 5,895,868 OTHER INCOME Service charges on deposit accounts 425,503 290,661 803,485 585,250 Investment securities gains, net - - - 8,772 Merchant bank card processing income 164,819 157,057 326,089 304,851 Gain (loss) on sale of government guaranteed loans 109,237 (3,085) 124,906 6,241 Fees on mortgage loans sold at origination 86,557 90,353 151,457 179,900 Other income 95,084 42,276 139,763 82,382 ----------- ---------- ----------- ----------- TOTAL OTHER INCOME 881,200 577,262 1,545,700 1,167,396 ----------- ---------- ----------- ----------- OTHER EXPENSE Salaries and employee benefits 1,519,718 1,443,668 3,014,672 2,788,684 Net occupancy expense 440,639 427,046 884,476 835,468 Other expense 778,993 586,829 1,375,133 1,138,599 ----------- ---------- ----------- ----------- TOTAL OTHER EXPENSE 2,739,350 2,457,543 5,274,281 4,762,751 ----------- ---------- ----------- ----------- INCOME BEFORE INCOME TAX EXPENSE 1,266,319 1,161,330 2,417,093 2,300,513 INCOME TAX EXPENSE 420,488 405,275 785,400 800,000 ----------- ---------- ----------- ----------- NET INCOME $ 845,831 $ 756,055 $ 1,631,693 $ 1,500,513 =========== ========== =========== =========== EARNINGS PER SHARE $0.18 $0.17 $0.36 $0.34 =========== ========== =========== ===========
(See notes to consolidated financial statements) 4 TIB FINANCIAL CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (Unaudited)
For the six month period ended June 30, 1997 1996 ------------- --------------- CASH FLOWS FROM OPERATING ACTIVITIES Net Income $ 1,631,693 $ 1,500,513 Adjustments to reconcile net income to net cash provided by operating activities: Net amortization of investments 73,559 108,593 Amortization of other assets 31,305 25,275 Depreciation of premises and equipment 389,984 373,223 Provision for loan losses 150,000 120,000 Deferred income tax provision (benefit) (49,000) (65,200) Deferred net loan fees (64,488) (48,050) Investment securities (gains), net - (8,772) Gain on sales / conversion of premises and equipment (2,217) (486) Gain on sales of government guaranteed loans, net (124,906) (6,241) Increase in interest receivable (30,544) (5,940) Increase (decrease) in interest payable (110,815) 2,975 Increase in intangible assets (180,305) (6,097) (Increase) decrease in other assets 31,588 (332,258) Increase in other liabilities 515,225 161,666 -------------- --------------- NET CASH PROVIDED BY OPERATING ACTIVITIES 2,261,079 1,819,201 -------------- --------------- CASH FLOWS FROM INVESTING ACTIVITIES Purchases of investment securities held to maturity (17,081,135) (5,951,250) Repayments of principal and maturities of investment securities 8,952,478 4,034,052 available for sale Maturities of investment securities held to maturity 2,000,000 1,300,000 Proceeds from sales of government guaranteed loans 4,308,555 214,500 Loans originated or acquired, net of principal repayments (17,233,470) (18,837,015) Purchase of Small Business Consultants Inc. (275,000) - Purchases of premises and equipment (473,926) (234,834) Sales / conversion of premises and equipment 32,520 3,030 -------------- --------------- NET CASH USED BY INVESTING ACTIVITIES (19,769,978) (19,471,517) -------------- --------------- CASH FLOWS FROM FINANCING ACTIVITIES Net increase (decrease) in federal funds purchased and securities (9,152,716) 5,326,070 sold under agreements to repurchase Net increase in demand, money market and savings accounts 39,801,182 10,934,925 Time deposits accepted, net of repayments (9,632,421) 1,690,343 Proceeds from exercise of stock options and warrants 190,563 140,037 Cash dividends paid (867,242) (378,822) -------------- --------------- NET CASH PROVIDED BY FINANCING ACTIVITIES 20,339,366 17,712,553 -------------- --------------- NET INCREASE IN CASH AND CASH EQUIVALENTS 2,830,467 60,237 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 13,919,935 9,129,945 -------------- --------------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 16,750,402 $ 9,190,182 ============== =============== SUPPLEMENTAL DISCLOSURES OF CASH PAID: Interest $ 3,863,305 $ 3,158,080 ============== =============== Income taxes $ 825,000 $ 884,000 ============== ==============
(See notes to consolidated financial statements) 5 TIB FINANCIAL CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 1997 (Unaudited) NOTE 1 - BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements for TIB Financial Corporation (the "Company") have been prepared in accordance with generally accepted accounting principles for interim financial information and Regulation S- X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statement presentation. 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 six months ended June 30, 1997 are not necessarily indicative of trends or results to be expected for the year ended December 31, 1997. For further information, refer to the Company's consolidated financial statements and footnotes thereto for the year ended December 31, 1996. The consolidated statements include the accounts of TIB Financial Corporation and its wholly-owned subsidiary, TIB Bank of the Keys, collectively known as the Company. All significant intercompany accounts and transactions have been eliminated in consolidation. Certain amounts previously reported on have been reclassified to conform with current period presentation. NOTE 2 - LOANS Loans are reported at the gross amount outstanding, reduced by net deferred loan fees and a valuation allowance for loan losses. Interest income on loans is recognized over the terms of the loans based on the unpaid daily principal amount outstanding. If the collectibility of interest appears doubtful, the accrual thereof is discontinued. Loan origination fees, net of direct loan origination costs, are deferred and recognized as income over the life of the related loan on a level-yield basis. Gains on sales of government guaranteed loans are recognized as income when the sale occurs. Major classifications of loans are as follows:
June 30, 1997 December 31, 1996 ------------- ----------------- Commercial, financial and agricultural $ 116,024,131 $ 109,371,570 Construction loans 6,486,524 7,391,050 Residential real estate 47,176,367 40,834,718 Consumer loans 8,497,396 7,553,799 ------------- ------------- Total loans 178,184,418 165,151,137 Net deferred loan fees 542,027 606,515 ------------- ------------- Loans, net of deferred loan fees $ 177,642,391 $ 164,544,622 ============= =============
NOTE 3 - ALLOWANCE FOR LOAN LOSSES The allowance for loan losses is established through a provision for loan losses charged to expense. The allowance represents an amount which, in management's judgment, will be adequate to absorb probable losses on existing loans that may become uncollectible. Management's judgment in determining the adequacy of the allowance is based on evaluations of the collectibility of loans and takes into consideration such factors as changes in the nature and volume of the loan portfolio, current economic conditions that may affect the borrower's ability to pay, overall portfolio quality and review of specific problem loans. Periodic revisions are made to the allowance when circumstances which necessitate such revisions become known. Recognized losses are charged to the allowance for loan losses, while subsequent recoveries are added to the allowance. 6 Activity in the allowance of loan losses for the six months ended June 30, 1997 and June 30, 1996 follows:
June 30, 1997 June 30, 1996 ------------- ------------- Balance, January 1 $ 1,929,719 $ 1,700,823 Provision charged to expense 150,000 120,000 Loans charged off (16,692) (9,752) Recoveries of loans previously charged off 152 200 ----------- ------------ Balance, June 30 $ 2,063,179 $ 1,811,271 =========== ============
NOTE 4 - INVESTMENT SECURITIES Securities available-for-sale are securities which management believes may be sold prior to maturity for liquidity or other reasons and are reported at fair value, with unrealized gains and losses, net of related income taxes, reported as a separate component of stockholders' equity. Securities held-to-maturity are those securities for which management has both the ability and intent to hold to maturity and are carried at amortized cost. The amortized cost and estimated market value of investment securities held-to-maturity at June 30, 1997 and December 31, 1996 are presented below:
1997 ----------------------------------------------------------------- Amortized Unrealized Unrealized Market Cost Gains Losses Value ----------------------------------------------------------------- U.S. Treasury Securities $ 15,971,694 $ 33,767 $ 10,481 $ 15,994,980 States and political subdivisions 7,938,995 265,498 898 8,203,595 U.S. Government agencies and corporations 5,496,561 6,623 2,404 5,500,780 Other investments 75,000 - - 75,000 ----------------------------------------------------------------- $ 29,482,250 $ 305,888 $ 13,783 $ 29,774,355 =================================================================
1996 ----------------------------------------------------------------- Amortized Unrealized Unrealized Market Cost Gains Losses Value ----------------------------------------------------------------- U.S. Treasury Securities $ 7,964,622 $ 1,017 $ 6,579 $ 7,959,060 States and political subdivisions 5,354,837 303,029 776 5,657,090 U.S. Government agencies and corporations 992,817 7,963 - 1,000,780 Other investments 75,000 - - 75,000 ----------------------------------------------------------------- $ 14,387,276 $ 312,009 $ 7,355 $ 14,691,930 =================================================================
The amortized cost and estimated market value of investment securities available for sale at June 30, 1997 and December 31, 1996 are presented below:
1997 ----------------------------------------------------------------- Amortized Unrealized Unrealized Market Cost Gains Losses Value ----------------------------------------------------------------- U.S. Treasury Securities $ 15,140,696 $ 972 $ 111,653 $ 15,030,015 Mortgage-backed securities 12,114,768 19,901 122,447 12,012,222 Other debt securities 449,549 28,228 - 477,777 ----------------------------------------------------------------- $ 27,705,013 $ 49,101 $ 234,100 $ 27,520,014 =================================================================
1996 ----------------------------------------------------------------- Amortized Unrealized Unrealized Market Cost Gains Losses Value ----------------------------------------------------------------- U.S. Treasury Securities $ 21,219,561 $ 22,458 $ 129,679 $ 21,112,340 Mortgage-backed securities 15,075,896 25,846 207,688 14,894,054 Other debt securities 449,433 34,654 - 484,087 ----------------------------------------------------------------- $ 36,744,890 $ 82,958 $ 337,367 $ 36,490,481 =================================================================
7 Other investments at June 30, 1997 and December 31, 1996 consist of stock in the Independent Bankers Bank of Florida. Other debt securities at June 30, 1997 and December 31, 1996 consist of corporate debt securities. NOTE 5 - EARNINGS PER SHARE AND COMMON STOCK Earnings per share has been computed based on the weighted average number of common shares outstanding during the period which totaled 4,561,760 and 4,464,401 shares for the six months ended June 30, 1997 and 1996, respectively, and 4,606,991 and 4,483,656 shares for the three months ended June 30, 1997 and 1996, respectively. Stock options and warrants are considered to be common stock equivalents for purposes of calculating earnings per share. A 3 for 1 stock split was declared on February 25, 1997 and has been treated retroactively as occurring on January 1, 1996 for earnings per share computation purposes and has been reflected in the balance sheet as of December 31, 1996. NOTE 6 - STOCK BASED COMPENSATION Under the Bank's 1994 Incentive Stock Option and Nonstatutory Stock Option Plan ("the Plan"), the Company may grant stock options to persons who are now or who during the term of the Plan become directors, officers, or key executives as defined by the Plan. Stock options granted under the Plan may either be incentive stock options or nonqualified stock options for federal income tax purposes. The Board of Directors of the company may grant nonqualified stock options to any director, and incentive stock options or nonqualified stock options to any officer, key executive, administrative, or other employee including an employee who is a director of the Company. Subject to the provisions of the Plan, the maximum number of shares of common stock of the Company that may be optioned or sold is 978,000 shares. Such shares may be treasury, or authorized, but unissued, shares of common stock of the Company. Total options granted, exercised, and expired during the six months ended June 30, 1997 were 29,500, 34,690, and 15,900, respectively. NOTE 7 - NEW ACCOUNTING PRONOUNCEMENTS In June 1996, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 125, "Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities" ("SFAS 125"), which prescribes accounting standards to be followed when the Company transfers control over financial assets to third parties. SFAS 125 is effective for the Company for transactions occurring after December 31, 1996; however, the FASB has delayed implementation of certain of the provisions of SFAS 125 for one year. The Company does not believe this Statement will have a significant impact on its financial statements based upon the current scope of the Company's operations. On March 3, 1997, FASB issued SFAS 128, "Earnings per Share" and SFAS 129, "Disclosure of Information about Capital Structure." SFAS 128 changes the methods for calculation of earnings per share and is effective for financial statements issued for both interim and annual periods ending after December 15, 1997. If this pronouncement had been adopted, the basic earnings per share for the second quarter of 1997 and 1996 would have been $0.19 and $0.18, respectively, and diluted earnings per share would have been $0.18 and $0.17 respectively. Basic earnings per share for the six months ended June 30, 1997 and 1996 would have been $0.37 and $0.35, respectively, and diluted earnings per share would have been $0.36 and $0.34, respectively. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion addresses the factors that have affected the financial condition and results of operations of TIB Financial Corporation (the "Company") as reflected in the unaudited consolidated statement of condition as of June 30, 1997, and statements of income for the six months ended June 30, 1997 and 1996, and statements of income for the three months ended June 30, 1997 and 1996. The Company's operating subsidiary is TIB Bank of the Keys. The Company's net income of $845,831 for the second quarter of 1997 was a 11.9% increase compared to $756,055 for the same period last year. The increase in net income is attributed to an increase of $97,858, or 3.2%, in net interest income; an 8 increase of $303,938, or 52.7%, in other income; offset by an increase of $15,000 in the provision for loan losses; an increase in other expense of $281,807, or 11.5%; and an increase in income tax expense of $15,213 or 3.8%. Earnings for the six months ended June 30, 1997 were $1,631,693 up 8.7% from $1,500,513 for the comparable period in 1996. Earnings per share for the six months ended June 30, 1997 were $0.36 per share as compared to $0.34 per share for the corresponding period ended June 30, 1996. Book value per share increased to $5.42 at June 30, 1997 from $5.23 at December 31, 1996. The Company paid a quarterly dividend of $0.10 per share on January 10, 1997 and April 10, 1997, respectively. Performance of banks is often measured by various ratio analyses. Two widely recognized indicators are return on average equity and return on average assets. Annualized return on average equity for the six months ended June 30, 1997 was 14.0% on average equity of $23,274,758, compared to 13.9% on average equity of $21,561,742 for the same period in 1996. Annualized return on average assets of $252,259,913 for the six months ended June 30, 1997 was 1.29%, compared to 1.32% on average assets of $227,498,556 for the same period in 1996. These ratios compare favorably with other holding companies of similar size. Net interest income is an effective measurement of how well management has balanced the Company's interest rate sensitive assets and liabilities. The Company's net interest income is its principal source of income. Interest earning assets for the Company include loans, federal funds sold, and investment securities. The Company's interest- bearing liabilities include its deposits, federal funds purchased, and other short-term borrowings. Net interest income increased 4.7% to $6.3 million, in the six months ended June 30, 1997 as compared to the same period last year primarily as a result of a higher level of earning assets. Interest from loans increased to $8.2 million for the first six months of 1997 compared to $7.3 million for the comparable period last year. Loan growth was achieved in most major classifications during the first six months of 1997 reflecting a strong local economy. The establishment of a very competitive money market account at the end of 1996 has continued to attract substantial deposits and has increased interest expense. This has led to the Company's net interest margin declining to 5.41% in the first six months of 1997 compared to 5.87% in the first six months of 1996. Provision for loan losses increased slightly to $150,000 from $120,000 for the respective first six months of 1997 and 1996. Gross charged off loans for the first six months were $16,692 offset by recoveries of $152, resulting in an annualized net charge-off rate of 0.01% of total loans. This compares to net charge offs during the same period last year of $9,552. At June 30, 1997, the Company had aggregate non-accrual loans of $214,483 compared to $430,367 at December 31, 1996. The ratio of non-performing loans (including loans 90 days or more past due and still accruing) to total outstanding loans was 0.12% at June 30, 1997 compared to 0.26% at December 31, 1996. Other income increased $378,304 to $1,545,700 for the six month period ended June 30, 1997 from $1,167,396 in the comparable period last year. Increased service charges on deposit accounts accounted for $218,235 of this increase offset by a reduction of $28,443 in mortgage loan origination fees. Gains on sale of government guaranteed loans were up substantially to $124,906 from $6,241 for the first six months of 1997 and 1996, respectively. The acquisition on June 13, 1997, of Small Business Consultants, Inc., a Florida corporation specializing in the government guaranteed loan consulting business represents the Company's commitment to enhancing even further this non-interest income revenue source. Other expense increased 10.7% in the first six months of 1997 as compared to the prior year period, mostly as a result of increased personnel expenses. Growth during the latter half of 1996 and early 1997 prompted some staffing additions. Total assets at June 30, 1997 were $263,469,273, up from total assets of $241,050,553 at December 31, 1996. Loans net of deferred loan fees increased $13,097,769 for the first six months of 1997 from year end 1996. Also, in the same period, federal funds sold increased $5,108,000 and investment securities increased $6,124,507. These increases were funded by a deposit increase of $30,168,761 offset by a decrease in short-term borrowings of $9,152,716. At June 30, 1997, the Company had committed to buy property and a building in Key Largo, Florida at a cost of $1,040,622. At June 30, 1997, the Company had $1,938,710 in short-term borrowings compared to $11,091,426 at year ended December 31, 1996. Short-term borrowings include $207,464 in securities sold under agreements to repurchase and $1,731,246 in Treasury tax deposits. This decrease in short-term borrowings reflects the effects of seasonal inflows of deposits along with strong growth in new accounts. 9 CAPITAL ADEQUACY Federal banking regulators have established certain capital adequacy standards required to be maintained by banks and bank holding companies. These regulations establish minimum requirements for risk-based capital of 4% for core capital (tier I), 8% for total risk-based capital and 3% for the leverage ratio. At June 30, 1997, the Company's tier I risk- based capital was 13.3% and total risk-based capital was 14.4%, compared to 13.5% and 14.7% at year-ended December 31, 1996, respectively. At June 30, 1997, the Company's leverage ratio was 9.1% compared to 9.7% at December 31, 1996. This change is due to strong asset growth exceeding the increase in retained earnings. The Company does not have any commitments which it believes would reduce its capital to levels inconsistent with the regulatory definition of a 'well capitalized' financial institution. LIQUIDITY The goal of liquidity management is to ensure the availability of an adequate level of funds to meet the loan demand and deposit withdrawal needs of the Company's customers. The Company does not anticipate any events which would require liquidity beyond that which is available through deposit growth, federal funds balances, or investment portfolio maturities. The Company actively manages the levels, types and maturities of earning assets in relation to the sources available to fund current and future needs to ensure that adequate funding will be available at all times. 10 Part II. OTHER INFORMATION Item 4. MATTERS SUBMITTED TO A VOTE OF SECURITY HOLDERS At the Annual Meeting of Shareholders held on April 22, 1997, the following directors were elected to hold office for the coming three years: W. Kenneth Meeks, Marvin F. Schindler, and Richard J. Williams. Also, the following directors term of office continued after the meeting: B.G. Carter, Dr. Armando J. Henriquez, James R. Lawson III, Edward V. Lett, Scott A. Marr, Derek D. Martin-Vegue, and Joseph H. Roth, Jr. Further, an amendment to the Articles of Incorporation to increase authorized shares of common stock to 7,500,000 shares was approved as was ratifying the selection of Bricker and Melton, P.A. as independent Certified Public Accountants for the Company. A detail of the voting for each matter is summarized below: Proposal 1. Election of Directors W. Kenneth Meeks, Marvin F. Schindler and Richard J. Williams to serve three-year terms: Voting for 3,466,266 80% Withhold Authority 5,418 0% --------- -- Total 3,471,684 80%
Proposal 2. To approve the amendment to articles of incorporation to increase authorized shares of common stock to 7,500,000 shares: Voting for 3,131,532 72% Voting against 338,928 8% Abstain from Voting 1,224 0% --------- -- Total 3,471,684 80%
Proposal 3: To ratify the selection of Bricker & Melton, P.A. as independent Certified Public Accountants for the Company: Voting for 3,446,976 79% Voting Against 1,734 0% Abstain from Voting 22,974 1% --------- -- Total 3,471,684 80%
11 Item 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits The following exhibits are attached: Exhibit 11 - Computation of Earnings Per Share (SEC use only) Exhibit 27 - Financial Data Schedule (SEC use only) (b) There were no reports filed on Form 8-K for the quarter ended June 30, 1997 SIGNATURES In accordance with the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. TIB FINANCIAL CORP. Date: August 12, 1997 /s/ Edward V. Lett --------------- ------------------------- Edward V. Lett President and Chief Executive Officer EX-11 2 COMPUTATION OF EARNINGS PER SHARE 1 Exhibit 11 - Computation of Earnings Per Share TIB Financial Corp. (In Thousands, Except Per Share Data)
1997 1996 ------------------------ For the three months ended June 30: Net Income 846 756 ------------------------ Weighted average of common shares outstanding 4,353 4,280 Add Common stock equivalents determined using the "Treasury 254 204 Stock" method representing shares issuable upon exercise of director and employee stock options using annual average market price ------------------------ Weighted average number of shares used in calculation of primary 4,607 4,484 earnings per share ------------------------ PRIMARY EARNINGS PER SHARE $ 0.18 $ 0.17 ======================== For the six months ended June 30: Net Income 1,632 1,501 ------------------------ Weighted average of common shares outstanding 4,343 4,272 Add Common stock equivalents determined using the "Treasury 219 192 Stock" method representing shares issuable upon exercise of director and employee stock options using annual average market price ------------------------ Weighted average number of shares used in calculation of primary 4,562 4,464 earnings per share ------------------------ PRIMARY EARNINGS PER SHARE $ 0.36 $ 0.34 ========================
EX-27 3 FINANCIAL DATA SCHEDULE
9 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE FINANCIAL STATEMENTS OF TIB FINANCIAL CORP. FOR THE SIX MONTHS ENDED JUNE 30, 1997, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 6-MOS DEC-31-1997 JAN-01-1997 JUN-30-1997 9,832,402 0 6,918,000 0 27,520,014 29,482,250 29,774,355 177,642,391 2,063,179 263,469,273 235,152,341 1,938,710 2,762,509 0 0 0 435,705 23,180,008 263,469,273 8,176,249 1,569,710 302,205 10,048,164 3,718,656 3,752,490 6,295,674 150,000 0 5,274,281 2,417,093 2,417,093 0 0 1,631,693 .36 0 5.41 214,483 0 0 0 1,929,719 16,692 152 2,063,179 2,063,179 0 0
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