-----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, QN1QhFMtTFlWlrwwU/luYvX5/KBTCPrPdzhc69rbrTFQ5MJgvUR20f2iyCYQYDkO UeI821rzkFJRUPPzcsDw0w== 0001157523-04-009411.txt : 20041019 0001157523-04-009411.hdr.sgml : 20041019 20041019141416 ACCESSION NUMBER: 0001157523-04-009411 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041019 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041019 DATE AS OF CHANGE: 20041019 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GREENE COUNTY BANCSHARES INC CENTRAL INDEX KEY: 0000764402 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 621222567 STATE OF INCORPORATION: TN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-14289 FILM NUMBER: 041084958 BUSINESS ADDRESS: STREET 1: 100 NORTH MAIN STREET CITY: GREENEVILLE STATE: TN ZIP: 37743-4992 BUSINESS PHONE: 4236395111 MAIL ADDRESS: STREET 1: P O BOX 1120 CITY: GREENEVILLE STATE: TN ZIP: 37744-1120 8-K 1 a4744209.txt GREENE COUNTY BANCSHARES 8-K UNITED STATES 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): October 19, 2004 GREENE COUNTY BANCSHARES, INC. ------------------------------ (Exact name of Registrant as specified in its charter) Tennessee 0-14289 62-1222567 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation) File Number) Identification No.) 100 North Main Street, Greeneville, Tennessee 37743-4992 -------------------------------------------------------- (Address of principal executive offices) (423) 639-5111 -------------- Registrant's telephone number, including area code Not Applicable -------------- (Former Name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On October 19, 2004, Greene County Bancshares, Inc. (the "Company") announced its financial results for the third quarter and nine months ended September 30, 2004. The full text of the press release is set forth in Exhibit 99.1 hereto. The information in this Form 8-K and the attached Exhibit is being furnished pursuant to Item 2.02 "Results of Operations and Financial Condition" and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing. ITEM 7.01 Regulation FD Disclosure On October 19, 2004, the Company announced its financial results for the third quarter and nine months ended September 30, 2004. The full text of the press release is set forth in Exhibit 99.1 hereto. The information in this Form 8-K and the attached Exhibit is being furnished pursuant to Item 7.01 "Regulation FD Disclosure" and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 99.1 Press Release dated October 19, 2004. 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 hereunto duly authorized. GREENE COUNTY BANCSHARES, INC. Date: October 19, 2004 By: /s/ R. Stan Puckett ------------------------------------- R. Stan Puckett Chairman of the Board and Chief Executive Officer (Duly Authorized Representative) EXHIBIT INDEX Exhibit Number Description of Exhibit(s) ------- ------------------------- 99.1 Copy of press release issued by the Company on October 19, 2004. EX-99.1 2 a4744209ex991.txt PRESS RELEASE EXHIBIT 99.1 Greene County Bancshares Announces Higher Third Quarter and Year-to-Date Earnings GREENEVILLE, Tenn.--(BUSINESS WIRE)--Oct. 19, 2004--Greene County Bancshares, Inc. (NASDAQ/NM: GCBS), the second largest bank holding company headquartered in Tennessee, today announced higher earnings for the third quarter and nine months ended September 30, 2004, compared with comparable periods last year. As has been the case throughout 2004, the Company's results continued to reflect the positive impact of its November 2003 acquisition of Gallatin, Tennessee-based Independent Bankshares Corporation, as well as growth in other markets, particularly in Knoxville and Blount County. Net income for the third quarter of 2004 increased 24% to $3,213,000 from $2,600,000 in the same period last year. On a diluted per share basis, third quarter earnings rose 11% to $0.42 on 7.7 million weighted average shares outstanding versus $0.38 on 6.9 million weighted average shares outstanding in the year-earlier quarter. The year-over-year increase in weighted average shares outstanding reflected shares issued in connection with the IBC acquisition. Net interest income, after provision for loan losses, increased 33% to $11,350,000 in the third quarter of 2004 from $8,502,000 in the third quarter last year. Net income for the first nine months of 2004 rose 24% to $9,340,000 from $7,519,000 in the comparable period last year. On a diluted per share basis, year-to-date earnings for 2004 increased 11% to $1.21 versus $1.09 in the same period last year. Net interest income, after provision for loan losses, increased 28% to $32,528,000 for the first nine months of 2004 from $25,505,000 in the same period last year. Commenting on the announcement, Stan Puckett, Chairman and Chief Executive Officer, said, "It's gratifying to see the positive impact our expansion in the Middle Tennessee area has had on the Company's financial results throughout 2004. Equally important, we recognize the strategic significance of this expansion and its potential to improve efficiencies, grow market share, and enhance our long-term returns to shareholders. "In this regard, we are pleased to have recently announced additional steps designed to enhance our presence in Middle Tennessee," Puckett continued. "In September, Greene County Bank agreed to purchase three branch offices in Lawrence County, Tennessee, from National Bank of Commerce. These branches, two located in Lawrenceburg and the third in St. Joseph, are led by a talented, community-focused staff and currently have approximately $68 million in deposits and $31 million in loans outstanding. That transaction is expected to be completed by year's end, subject to regulatory approvals and other customary conditions. Also last month, Greene County Bank announced plans to establish new banking operations in Nashville to serve the surrounding metropolitan area. An outstanding management team for these operations, tentatively named Middle Tennessee Bank and Trust subject to regulatory approval, already has been assembled to support plans to open offices throughout the area, with a focus on Davidson and Williamson Counties. Each of these locations will operate as a branch office of Greene County Bank. "We are excited to have these opportunities to build our presence in Middle Tennessee and promote our style of service-oriented community banking across the region," he added. "We think Middle Tennessee is one of the most attractive markets in the Southeast, and our new banking operations in Nashville are expected to complement our existing presence in the mid-state and help fill in the market between Sumner and Rutherford Counties. We also look forward to completing the acquisition of the three branches in Lawrence County, which we view as another attractive opportunity for expansion in the Middle Tennessee area." At September 30, 2004, the Company's total assets increased 1% to $1,120,228,000 from $1,108,522,000 at December 31, 2003, and were 23% ahead of the $914,081,000 in total assets reported as of September 30, 2003. Net loans, including loans held for sale, increased 3% to $968,521,000 at September 30, 2004, from $941,207,000 at December 31, 2003, and were 21% higher than net loans, including loans held for sale, of $799,666,000 at September 30, 2003. Deposits declined 3% to $878,088,000 at September 30, 2004, from $907,115,000 at December 31, 2003, as the Company continued to shed higher priced deposits, but were 25% higher than the $704,499,000 in deposits reported at the end of the third quarter of 2003. Total shareholders' equity increased 6% to $108,014,000 at September 30, 2004, versus $101,935,000 at the end of 2003, and was 35% higher than total shareholders' equity of $79,722,000 at September 30, 2003. Return on average shareholders' equity for the third quarter and the nine months ended September 30, 2004, was 11.91% and 11.77%, respectively, versus 13.02% and 12.83%, respectively, for the comparable periods last year. Return on average total assets for the third quarter and nine months ended September 30, 2004, was 1.15% and 1.11%, respectively, compared with 1.16% and 1.13%, respectively, for the same periods in 2003. Greene County Bancshares, Inc., with total assets of approximately $1.1 billion, is the holding company for Greene County Bank, headquartered in Greeneville, Tennessee. Greene County Bank, founded in 1890, now has 37 branches throughout East and Middle Tennessee, one branch in Bristol, Virginia, one branch in western North Carolina, and a trust services office in Lebanon, Tennessee. Greene County Bank does business in Washington County, Tennessee as Washington County Bank; in Blount County and Knox County, Tennessee as American Fidelity Bank; in Sumner County, Tennessee as First Independent Bank; in Rutherford County, Tennessee as Rutherford Bank and Trust; in Sullivan County, Tennessee as Sullivan County Bank and First Bristol Bank; in Hamblen County, Tennessee as Hamblen County Bank; in McMinn County, Tennessee as Bank of Athens and Bank of Niota; in Hawkins County, Tennessee as Hawkins County Bank and Bank of Bulls Gap; in Cocke County, Tennessee as Cocke County Bank; in Loudon County, Tennessee as Community Bank of Loudon County; in Monroe County, Tennessee as Community Trust Bank; in the City of Bristol, Virginia as First Bristol Bank; and in Wilson County, Tennessee as President's Trust. In addition, Greene County Bank also conducts separate businesses through three wholly owned subsidiaries: Superior Financial Services, Inc., a consumer finance company; GCB Acceptance Corporation, a consumer finance company specializing in subprime automobile lending; and Fairway Title Co., a title insurance company. GREENE COUNTY BANCSHARES, INC. Unaudited Financial Highlights (In thousands, except per share amounts) Three Months Ended Nine Months Ended September 30, September 30, ------------------ ------------------ 2004 2003 2004 2003 ------- ------- ------- ------- Interest income $16,142 $13,863 $47,941 $41,945 Interest expense 3,730 3,706 11,666 11,930 ------- ------- ------- ------- Net interest income 12,412 10,157 36,275 30,015 Provision for loan losses 1,062 1,655 3,747 4,510 ------- ------- ------- ------- Net interest income after provision for loan losses 11,350 8,502 32,528 25,505 Noninterest income 3,020 2,960 9,184 8,581 Noninterest expense 9,211 7,379 26,736 22,303 ------- ------- ------- ------- Income before income taxes 5,159 4,083 14,976 11,783 Income taxes 1,946 1,483 5,636 4,264 ------- ------- ------- ------- Net income $ 3,213 $ 2,600 $ 9,340 $ 7,519 ======= ======= ======= ======= Comprehensive income $ 3,418 $ 2,550 $ 9,226 $ 7,546 ======= ======= ======= ======= Earnings per share: Basic $ 0.42 $ 0.38 $ 1.22 $ 1.10 ======= ======= ======= ======= Diluted $ 0.42 $ 0.38 $ 1.21 $ 1.09 ======= ======= ======= ======= Weighted average shares: Basic 7,645 6,823 7,657 6,822 ======= ======= ======= ======= Diluted 7,710 6,894 7,725 6,893 ======= ======= ======= ======= Dividends declared per share $ 0.12 $ 0.12 $ 0.36 $ 0.36 ======= ======= ======= ======= Sept. 30, Dec. 31, Sept. 30, 2004 2003 2003 ---------- ---------- ---------- Total assets $1,120,228 $1,108,522 $ 914,081 Cash and cash equivalents 31,172 41,341 31,239 Investment securities 38,234 44,823 28,109 Loans, net (1) 968,521 941,207 799,666 Deposits 878,088 907,115 704,499 Shareholders' equity 108,014 101,935 79,722 Tangible shareholders' equity (2) 87,506 80,965 77,048 Book value per share 14.13 13.31 11.68 Tangible book value per share (2) 11.45 10.57 11.29 (1) Includes loans held for sale. (2) Tangible shareholders' equity is shareholders' equity less goodwill and intangible assets. For unaudited financial statements for the third quarter and nine months ended September 30, 2004 and 2003, along with related information, click the following links: http://www.irinfo.com/gcbs/3q04fs.pdf or http://www.irinfo.com/gcbs/3q03fs.pdf. This news release may contain forward-looking statements regarding Greene County Bancshares, Inc., as defined in Section 21E of the Securities Exchange Act of 1934. All forward-looking statements involve risk and uncertainty and actual results could differ materially from the anticipated results or other expectations expressed in the forward-looking statements. A discussion of factors that could cause actual results to differ materially from those expressed in the forward-looking statements is included in the Greene County Bancshares, Inc. filings with the Securities and Exchange Commission. CONTACT: Greene County Bancshares, Inc., Greeneville William F. Richmond, 423-278-3050 -----END PRIVACY-ENHANCED MESSAGE-----