-----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, EirxUhpfK7RFr9EhNpyPWSDkvFHHfQzRYfy4wg2FEXccgnLjgRzWRTRwrTuJouXh 2zufYPZJfesiqY5HIWISfQ== 0000004570-97-000004.txt : 19970514 0000004570-97-000004.hdr.sgml : 19970514 ACCESSION NUMBER: 0000004570-97-000004 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970331 FILED AS OF DATE: 19970513 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN BANCORPORATION /WV/ CENTRAL INDEX KEY: 0000004570 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 310724349 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-05893 FILM NUMBER: 97601731 BUSINESS ADDRESS: STREET 1: 1025 MAIN ST STE 800 CITY: WHEELING STATE: WV ZIP: 26003 BUSINESS PHONE: 3042335006 MAIL ADDRESS: STREET 1: 1025 MAIN STREET STREET 2: SUITE 800 CITY: WHEELING STATE: WV ZIP: 26003 10-Q 1 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. For the period ended March 31, 1997 Commission File Number: 0-5893 American Bancorporation (Exact name of registrant as specified in its charter) Ohio 31-0724349 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1025 Main Street, Suite 800, Wheeling, WV 26003 (Address of principal executive offices) (Zip Code) (304) 233-5006 (Registrant's telephone number, including area code) 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 (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 stock, as of the latest practicable date. April 7, 1997: 1,564,837 shares of Common stock without par value Number of pages comprising this report 11 TABLE OF CONTENTS Part I FINANCIAL INFORMATION Item 1 Financial Statements Condensed Consolidated Balance Sheet 3 Condensed Consolidated Statement of Operations 4 Condensed Consolidated Statement of Cash Flows 5 Condensed Consolidated Statement of Changes in Stockholders' Equity 6 Notes to the Financial Statements 6 Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations 7 Part II OTHER INFORMATION Item 1 Legal Proceedings None Item 2 Changes in Securities None Item 3 Defaults Upon Senior Securities None Item 4 Submission of Matters to a Vote of Security Holders None Item 5 Other Information None Item 6 Exhibits and Reports on Form 8-K None SIGNATURES 11 American Bancorporation and Subsidiaries CONSOLIDATED BALANCE SHEET March 31, December 31, 1997 1996 1996 ASSETS Cash and due from banks $ 12,323,152 $ 11,064,486 $ 11,550,133 Federal funds sold 10,671,259 9,696,000 17,870,000 Investment securities available for sale 140,457,032 86,787,536 143,473,608 Loans, net of unearned income 275,627,811 246,112,983 271,449,833 Less allowance for loan losses 3,455,969 3,836,067 3,563,774 272,171,842 242,276,916 267,886,059 Premises and equipment - net 9,871,897 8,787,394 9,730,880 Accrued interest receivable 3,785,600 2,385,108 2,985,322 Excess of cost over net assets purchased 2,220,547 2,556,023 2,304,416 Other assets 9,515,869 5,724,196 5,832,008 TOTAL ASSETS $461,017,198 $369,277,659 $461,632,426 LIABILITIES Deposits Non-interest bearing $ 34,940,131 $ 32,196,705 $ 36,744,316 Interest bearing 293,560,988 277,649,967 283,066,502 TOTAL DEPOSITS 328,501,119 309,846,672 319,810,818 Short-term borrowings 94,528,431 25,257,519 104,096,043 Accrued interest payable 1,515,819 1,140,798 1,488,999 Other liabilities 5,487,609 3,811,364 4,876,191 Long-term debt 933,763 1,044,614 937,681 TOTAL LIABILITIES 430,966,741 341,100,967 431,209,732 STOCKHOLDERS' EQUITY Preferred stock - - - Common stock without par value, stated value $5, authorized 6,500,000 shares, issued and outstanding 1,564,837 7,824,185 7,824,185 7,824,185 Additional paid-in capital 10,301,982 10,301,982 10,301,982 Retained earnings 12,660,051 10,321,337 12,021,258 Unrealized gain (loss) on securities available for sale, net (735,761) (270,812) 275,269 TOTAL STOCKHOLDERS' EQUITY 30,050,457 28,176,692 30,422,694 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $461,017,198 $369,277,659 $461,632,426 American Bancorporation and Subsidiaries CONSOLIDATED STATEMENT OF OPERATIONS Three Months ended March 31, 1997 1996 INTEREST INCOME Loans $5,974,954 $5,579,457 Investment securities Taxable interest income 2,552,804 1,089,267 Non-taxable interest income 24,201 34,424 2,577,005 1,123,691 Other short-term investments 109,716 172,141 Total interest income 8,661,675 6,875,289 INTEREST EXPENSE Deposits 2,941,737 2,618,465 Borrowed funds 1,416,710 399,586 Total interest expense 4,358,447 3,018,051 NET INTEREST INCOME 4,303,228 3,857,238 PROVISION FOR LOAN LOSSES - - Net interest income after provision for loan losses 4,303,228 3,857,238 OTHER INCOME Service charges on deposit accounts 187,351 210,890 Securities gains 4,337 - Insurance commissions 23,380 25,744 Other income 374,332 262,788 Total other income 589,400 499,422 OTHER EXPENSE Salaries and employee benefits. 1,413,493 1,343,149 Occupancy and equipment expense 586,732 552,897 Other expenses 1,253,897 1,086,550 Total other expense 3,254,122 2,982,596 INCOME BEFORE INCOME TAXES 1,638,506 1,374,064 PROVISION FOR INCOME TAXES 608,504 503,393 NET INCOME $1,030,002 $ 870,671 Average Shares Outstanding 1,564,837 1,564,837 NET INCOME PER SHARE $ 0.66 $ 0.56 American Bancorporation and Subsidiaries CONSOLIDATED STATEMENT OF CASH FLOWS Three months ended March 31, 1997 1996 Operating Activities: Net Income $ 1,030,002 $ 870,671 Charges to operations not using cash in the current period (2,830,153) (899,748) Net cash applied to operating activities (1,800,151) (29,077) Investing Activities: Purchase of branch assets, net of cash acquired - 14,171,001 Investment securities available for sale: Proceeds from maturities and repayments 2,085,192 5,585,553 Proceeds from sales 43,462,484 - Purchases (44,280,218) (25,032,094) Net (increase) decrease in loans (4,285,783) 4,491,256 Purchase of premises and equipment (334,807) (234,480) Net cash used by investing activities (3,353,132) (1,018,764) Financing Activities: Net decrease in non-interest bearing demand deposits (1,804,184) (572,867) Net decrease in interest bearing demand and savings deposits (3,492,761) (1,965,591) Net increase in time deposits 13,987,247 4,570,693 Net decrease in short-term borrowings (9,567,612) (2,265,147) Principal repayment of long-term debt (3,920) (2,510) Cash dividends paid (391,209) (312,969) Net cash applied to financing activities (1,272,439) (548,391) Net Decrease in Cash and Cash Equivalents (6,425,722) (1,596,232) Cash and Cash Equivalents Beginning Balance 29,420,133 22,356,718 Cash and Cash Equivalents Ending Balance $22,994,411 $20,760,486 American Bancorporation and Subsidiaries CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY Three months ended March 31, 1997 and 1996 1997 1996 Balance at January 1, $30,422,694 $28,012,422 Net Income 1,030,002 870,671 Dividends declared ($0.25 per share 1997, $0.20 per share 1996) (391,209) (312,967) Unrealized loss on securities available for sale (1,011,030) (393,434) Balance at March 31, $30,050,457 $28,176,692 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The unaudited interim condensed consolidated financial statements reflect all adjustments which, in the opinion of management, are necessary to a fair presentation of the financial position and results of operations. All adjustments are of a normal recurring nature. The notes to the financial statements contained in the 1996 Annual Report to Stockholders should be read in conjunction with these statements. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL POSITION AND RESULTS OF OPERATIONS SUMMARY American Bancorporation (the "Company") recognized net income of $1,030,000 ($0.66 per share) for the three months ended March 31, 1997, compared to net income of $871,000 ($0.56 per share) for the three months ended March 31, 1996. The Company's assets totalled $461,017,000 at March 31, 1997, compared to $369,278,000 at March 31, 1996. The following is a discussion of significant factors influencing operating performance and change in financial position during the interim periods presented. The discussion should be read in connection with the 1996 Annual Report and the financial statements appearing elsewhere herein. RESULTS OF OPERATIONS QUARTER COMPARISON Net Income. Net income for the three months ended March 31, 1997 amounted to $1,030,000, compared to net income of $871,000 for the three months ended March 31, 1996. The increase was the result of increases in net interest income and other income which were partially offset by an increase in other expenses. Net Interest Income. Net interest income before provision for loan losses for the three months ended March 31, 1997 amounted to $4,303,000, an increase of $446,000 or 11.6% as compared to the three months ended March 31, 1996. The increase resulted primarily from a $93,591,000 or 27.5% increase in average interest earning assets which was partially offset by a 57 basis point decrease in the Company's margin. Interest Income. Total interest income for the three months ended March 31, 1997 amounted to $8,662,000, an increase of $1,786,000 or 26.0% as compared to the same period in 1996. The increase resulted primarily from a $93,591,000 or 27.5% increase in the average volume of earning assets which was partially offset by a 10 basis point decrease in the average yield on earning assets. Average loans outstanding increased $28,595,000 or 11.5%. Average commercial loans increased $24,457,000 or 36.7%, average real estate loans increased $10,315,000 or 8.2% while average installment loans decreased $6,177,000 or 11.2%. The average yield on loans decreased from 9.01% in 1996 to 8.65% in 1997. Average investment securities and other short-term investments outstanding increased $64,995,000 or 70.4% and the average yield increased from 5.62% in 1996 to 6.83% in 1997. Interest Expense. Total interest expense for the three months ended March 31, 1997 amounted to $4,358,000, an increase of $1,340,000 or 44.4%, as compared to the three months ended March 31, 1996. The increase resulted primarily from a $93,553,000 or 31.1% increase in the average volume of interest bearing liabilities and a 40 basis point increase in interest rates paid on such liabilities. Average NOW, money market and savings accounts decreased $3,126,000. Average time deposits increased $21,146,000. Average noninterest bearing accounts increased $2,308,000 and represented 10.3% of average total deposits in 1997. Average short-term borrowings increased $75,644,000 or 269.8% while the average rate paid on short-term borrowings decreased from 5.41% in 1996 to 5.39% in 1997. Provision for Loan Losses. There was no loan loss provision for the three months ended March 31, 1997 or 1996. Other Income. Other income amounted to $589,000 for the three months ended March 31, 1997, compared to $499,000 for the same period in 1996. Other Expense. Total other expense for the three months ended March 31, 1997 amounted to $3,254,000, an increase of $272,000 or 9.1% as compared to the same period in 1996. Salaries and employee benefits increased $70,000 or 5.2%. Occupancy and equipment expense increased $34,000 or 6.1%. Other (miscellaneous) expenses increased $168,000 or 15.4%. Provision for Income Taxes. The provision for income taxes for the three months ended March 31, 1997 was $609,000, compared to $503,000 for the same period in 1996. The increase was due to the increase in the Company's pre-tax income. ASSET QUALITY Nonperforming loans totalled $2,091,000 or 0.8% of total loans at March 31, 1997, compared to $1,963,000 or 0.7% at December 31, 1996. Nonperforming loans at March 31, 1997 consisted of nonaccrual loans totalling $471,000, 90 day delinquent loans of $975,000, and restructured loans aggregating $645,000. Other real estate held totalled $601,000 at March 31, 1997, compared to $607,000 at December 31, 1996. CAPITAL RESOURCES Stockholders' equity totalled $30,050,000 at March 31, 1997. The Company's risk-based capital ratio was 11.8%, of which 10.5% constituted common stockholder equity, while the risk-based capital ratio for the Company's bank subsidiary, Wheeling National Bank, was 11.8%, with common stockholders' equity of 10.6%. At March 31, 1997 the Company's leverage capital ratio was 6.2%, while the leverage ratio for Wheeling National Bank was 6.1%. Three months ended March 31, 1997 1996 Average Yield/ Average Yield/ Balance Rate Balance Rate INTEREST EARNING ASSETS (000's) (000's) Loans Commercial $ 91,140 8.91% $ 66,683 9.29% Real estate 136,199 8.01 125,883 8.54 Installment-net 48,937 8.86 55,114 9.01 Total loans 276,276 8.65 247,680 9.01 Investment securities Taxable 151,578 6.74 80,716 5.04 Tax-exempt 1,178 8.22 2,125 6.48 Total investment securities 152,756 6.75 82,841 5.43 Other short-term investments 4,543 9.66 9,463 7.28 Total interest earning assets $433,575 7.99 $339,984 8.09 INTEREST BEARING LIABILITIES Deposits NOW, Savings and MMDA $125,814 2.62% $128,941 2.61% Time 163,616 5.17 142,470 4.99 Total deposits 289,430 4.07 271,411 3.86 Short-term borrowings 103,684 5.39 28,040 5.41 Long-term debt 935 7.97 1,045 7.77 Total interest bearing liabilities $394,049 4.42 $300,496 4.02 MARGIN ANALYSIS (as a % of earning assets) Interest income 7.99% 8.09% Interest expense 4.02 3.55 Net interest income 3.97% 4.54% Averages stated are month end average balances. Installment loans are stated net of unearned income. Average loans include nonaccrual loans. Yields do not reflect tax equivalent adjustments. PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K B. Reports on Form 8-K: Date Item Description None SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. AMERICAN BANCORPORATION (Registrant) Date May 13, 1997 /s/ Jeremy C. McCamic Jeremy C. McCamic Chairman and Chief Executive Officer Date May 13, 1997 /s/ Brent E. Richmond Brent E. Richmond Chief Financial and Accounting Officer EX-27 2 ARTICLE 9 FDS FOR 10-Q
9 1 DEC-31-1997 3-MOS JAN-01-1997 MAR-31-1997 12,323,152 0 10,671,259 0 140,457,032 0 140,457,032 275,627,811 3,455,969 461,017,198 328,501,119 94,528,431 7,003,428 933,763 7,824,185 0 0 22,226,272 461,017,198 5,974,954 2,577,005 109,716 8,661,675 2,941,737 4,358,447 4,303,228 0 4,337 3,254,122 1,638,506 1,030,002 0 0 1,030,002 0.66 0.66 0397 471,000 975,000 645,000 0 0 0 0 0 0 0 0 -----END PRIVACY-ENHANCED MESSAGE-----