-----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, EtHBDWE55xeZczL9zCxITXv5Ch8SLq47t1BGcE74d5TQGQOhC1PvSDYOgY9/B1Og 99GSQ2F8n2YBShaqnPCm8A== 0000765207-97-000007.txt : 19970815 0000765207-97-000007.hdr.sgml : 19970815 ACCESSION NUMBER: 0000765207-97-000007 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970630 FILED AS OF DATE: 19970814 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST NATIONAL LINCOLN CORP /ME/ CENTRAL INDEX KEY: 0000765207 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 010404322 STATE OF INCORPORATION: ME FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 002-96573 FILM NUMBER: 97660664 BUSINESS ADDRESS: STREET 1: P.O. BOX 940 STREET 2: MAIN STREET CITY: DAMARISCOTTA STATE: ME ZIP: 04543 BUSINESS PHONE: 2075633195 MAIL ADDRESS: STREET 1: P.O. BOX 940 CITY: DAMARISCOTTA STATE: ME ZIP: 04543 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended: Commission File No. 2-96573 June 30, 1997 FIRST NATIONAL LINCOLN CORPORATION (Exact name of registrant as specified in its charter) MAINE 01-0404322 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No) MAIN STREET, DAMARISCOTTA, MAINE 04543 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (207) 563 - 3195 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 twelve 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 XX No __ Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at June 30, 1997 Common Stock, Par One Cent 616,088 FIRST NATIONAL LINCOLN CORPORATION INDEX PART 1 Financial Information Page No. Item 1: Financial Statements Consolidated Balance Sheets - 1 - 2 June 30, 1997, June 30, 1996, and December 31, 1996. Consolidated Statements of Income - 3 - 4 Six months ended June 30, 1997 and June 30, 1996. Consolidated Statements of Income - 5 - 6 Quarter ended June 30, 1997 and June 30, 1996. Consolidated Statements of Cash Flows - 7 - 8 Six months ended June 30, 1997 and June 30, 1996. Footnotes to Financial Statements - 9 Six months ended June 30, 1997 and June 30, 1996. Item 2: Management's discussion and analysis of 10 - 13 financial condition and results of operations. PART II Other Information Item 1: Legal Proceedings 14 Item 2: Changes in Securities 15 Item 3: Defaults Upon Senior Securities 16 Item 4: Submission of Matters to a Vote of Security Holders 17 - 19 Item 5: Other Information 20 Item 6: Exhibits and reports on Form 8-K. 21 Signatures 22 FIRST NATIONAL LINCOLN CORPORATION AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS (000 OMITTED) 6/30/97 6/30/96 12/31/96 (Unaudited) (Unaudited) (Unaudited) Assets Cash and due from banks $6,833 $5,884 $6,023 Interest bearing deposits in other banks 0 3 975 Investments: Available for sale 15,161 28,431 18,492 Held to maturity (market values $53,827 at 6/30/97, $37,076 at 6/30/96 and $41,873 at 12/31/96) 54,086 37,786 42,072 Loans held for sale (market value $302 at 12/31/96) 0 0 302 Loans 169,190 148,745 156,970 Less allowance for loan losses 1,823 1,973 1,906 Net loans 167,367 146,772 155,064 Accrued interest receivable 2,111 1,862 1,702 Bank premises and equipment 4,188 3,958 4,172 Other real estate owned 416 756 814 Other assets 1,495 1,182 1,152 Total Assets $251,657 $226,634 $230,768 Liabilities & Stockholders' Equity Demand deposits $12,973 $13,076 $14,786 NOW deposits 26,852 25,675 26,349 Money market deposits 4,156 4,974 6,314 Savings deposits 33,328 33,172 34,688 Certificates of deposit 64,149 58,606 61,476 Certificates $100M and over 15,216 13,331 12,061 Total deposits $156,674 $148,834 $155,674 Page1 BALANCE SHEETS CONT. 6/30/97 6/30/96 12/31/96 (Unaudited) (Unaudited) (Unaudited) Borrowed funds 69,115 55,498 51,148 Other liabilities 1,747 1,525 1,469 Total Liabilities 227,536 205,857 208,291 Shareholders' Equity: Common stock 6 6 6 Additional paid-in capital 4,486 4,281 4,486 Retained earnings 19,612 16,500 17,971 Net unrealized gains (losses) on available- for-sale securities 21 (10) 14 Treasury stock (4) 0 0 Total Stockholders' Equity 24,121 20,777 22,477 Total Liabilities & Stockholders' Equity $251,657 $226,634 $230,768 Page 2 FIRST NATIONAL LINCOLN CORPORATION AND SUBSIDIARY CONSOLIDATED STATEMENTS OF INCOME (000 OMITTED) For the six months ended June 30, 1997 1996 (Unaudited) (Unaudited) Interest Income: Interest and fees on loans $7,227 $6,388 Interest on deposits with other banks 24 6 Interest and dividends on investments 2,291 2,154 Total interest income 9,542 8,548 Interest expense: Interest on deposits 2,818 2,792 Interest on borrowed funds 1,711 1,256 Total interest expense 4,529 4,048 Net interest income 5,013 4,500 Provision for loan losses 0 0 Net interest income after provision for loan losses 5,013 4,500 Other operating income: Trust department income 170 157 Service charges on deposit accounts 275 249 Net securities gains (losses) 0 2 Other operating income 246 208 Total other operating income 691 616 Other operating expenses: Salaries and employee benefits 1,601 1,481 Occupancy expense 169 167 Furniture and equipment expense 292 289 Other 860 834 Total other operating expenses 2,922 2,771 Page 3 STATEMENTS OF INCOME CONT. 1997 1996 (Unaudited) (Unaudited) Income before income taxes 2,782 2,345 Applicable income taxes 876 755 NET INCOME $1,906 $1,590 Earnings per common share: Net income $3.09 $2.60 Dividends declared $0.43 $0.35 Page 4 FIRST NATIONAL LINCOLN CORPORATION AND SUBSIDIARY CONSOLIDATED STATEMENTS OF INCOME (000 OMITTED) For the quarter ended June 30, 1997 1996 (Unaudited) (Unaudited) Interest Income: Interest and fees on loans $3,714 $3,258 Interest on deposits with other banks 11 2 Interest and dividends on investments 1,204 1,063 Total interest income 4,929 4,323 Interest expense: Interest on deposits 1,440 1,352 Interest on borrowed funds 931 669 Total interest expense 2,371 2,021 Net interest income 2,558 2,302 Provision for loan losses 0 0 Net interest income after provision for loan losses 2,558 2,302 Other operating income: Trust department income 89 77 Service charges on deposit accounts 145 130 Net securities gains (losses) 0 (4) Other operating income 141 113 Total other operating income 375 316 Other operating expenses: Salaries and employee benefits 792 723 Occupancy expense 82 81 Furniture and equipment expense 151 144 Other 457 423 Total other operating expenses 1,482 1,371 Page 5 STATEMENTS OF INCOME CONT. 1997 1996 (Unaudited) (Unaudited) Income before income taxes 1,451 1,247 Applicable income taxes 458 402 NET INCOME $993 $845 Earnings per common share: Net income $1.61 $1.38 Dividends declared $0.22 $0.18 Page 6 FIRST NATIONAL LINCOLN CORPORATION AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS For the six months ended June 30, 1997 1996 (Unaudited) (Unaudited) Cash flows from operating activities: Net income $1,906 $1,590 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation 272 263 Provision for loan losses 0 0 Loans originated for resale (782) 0 Proceeds from sales and transfers of loans 1,084 0 Net (gain) loss on sale of investments 0 (2) Provision for losses on other real estate owned 0 15 Losses related to other real estate owned 20 6 Net change in other assets (852) (600) Net change in other liabilities 389 501 Net amortization of premium on investments 15 68 Net cash provided by operating activities 2,052 1,841 Cash flows from investing activities: Proceeds from sales of investments 0 4,479 Proceeds from maturities of investments 8,958 6,492 Maturities of interest-bearing deposits 975 2,697 Proceeds from sales of other real estate 429 264 Additional investment in other real estate owned (1) (4) Purchase of investments (17,645) (15,776) Net decrease (increase) in loans (12,222) (11,910) Capital expenditures (323) (75) Net cash used in investing activities (19,829) (13,833) Cash flows from financing activities: Net increase (decrease) in demand deposits, savings, money market and club accounts (4,828) (3,278) Net increase (decrease) in certificates of deposit 5,828 1,644 Net increase (decrease) in other borrowings 17,967 14,273 Proceeds from sale of Treasury stock 45 29 Payment to repurchase common stock (49) (26) Net proceeds from stock issuance 0 44 Dividends paid (376) (214) Net cash provided by financing activities 18,587 12,472 Page 7 STATEMENTS OF CASH FLOWS CONT. 1997 1996 (Unaudited) (Unaudited) Net increase (decrease) in cash and cash equivalents 810 480 Cash and cash equivalents at beginning of period 6,023 5,404 Cash and cash equivalents at end of period $6,833 $5,884 Interest paid $4,427 $4,064 Income taxes paid 819 584 Non-cash transactions: Loans transferred to other real estate owned (net) 50 390 Loans held for sale transferred to loan portfolio 0 4,066 Net change in unrealized gain (loss) on available for sale securities 11 (212) Page 8 FOOTNOTES TO FINANCIAL STATEMENTS 1. The quarterly financial statements in the opinion of Management fairly represent all adjustments made to reflect the current financial condition of the Company for this interim period just ended. All such adjustments were of a normal recurring nature. Page 9 Item 2 - MANAGEMENT'S DISCUSSION OF FINANCIAL CONDITION & RESULTS OF OPERATIONS EARNINGS SUMMARY Net income for the six months ended June 30, 1997 was $1,906,000, an increase of 19.9% over 1996's net income of $1,590,000. Net income for the quarter ended June 30, 1997 was $993,000. This is a 17.5% increase over 1996's net income of $845,000. NET INTEREST INCOME Net interest income for the six months ended June 30, 1997 was $5,013,000, an 11.4% increase over 1996's net interest income of $4,500,000. Total interest income of $9,542,000 is a 11.6% increase over 1996's total interest income of $8,548,000. Total interest expense of $4,529,000 is a 11.9% increase over 1996's total interest expense of $4,048,000. Net interest income for the quarter ended June 30, 1997 was $2,558,000. This is an 11.1% increase over 1996's net interest income of $2,302,000. Total interest income was $4,929,000, a 14.0% increase over 1996's total interest income of $4,323,000. Total interest expense of $2,371,000 is a 17.3% increase over 1996's total interest expense of $2,021,000. PROVISION FOR LOAN LOSSES No provision to the allowance for loan losses was made during the first six months of 1997. The allowance for loan losses is deemed adequate as calculated in accordance with Banking Circular #201 and with respect to SFAS 114/118. Loans considered to be impaired according to SFAS 114/118 totalled $592,000 at June 30, 1997. The portion of the allowance for loan losses allocated to impaired loans at June 30, 1997 was $143,000. NON-INTEREST INCOME Non-interest income of $691,000 for the six months ended June 30, 1997. This is an increase of 12.2% from 1996's non-interest income of $616,000. Non- interest income for the quarter ended June 30, 1997 was $375,000, an 18.7% increase over the same period a year ago. NON-INTEREST EXPENSE Non-interest expense of $2,922,000 for the six months ended June 30, 1997 is an increase of 5.4% from 1996's non-interest expense of $2,771,000. Non- interest expense for the quarter ended June 30, 1997 was $1,482,000, an 8.1% increase over the same period a year ago. INCOME TAXES Income taxes on operating earnings increased to $876,000 for the first six months of 1997 from $755,000 for the same period a year ago. The level of income taxes has increased as a result of the Company's increased earnings. DEPOSITS AND BORROWED FUNDS Deposits as of June 30, 1997 increased by 5.3% or $7,840,000 from June 30, 1996. Demand deposits decreased by 0.8% or $103,000, NOW deposits increased by Page 10 MANAGEMENT'S DISCUSSION CONT. 4.6% or $1,177,000, savings deposits increased by 0.5% or $156,000, money market deposits decreased by 16.4% or $818,000 and certificates of deposit increased by 10.3% or $7,428,000. Deposits were supplemented by borrowings from the Federal Home Loan Bank and repurchase agreements. Total borrowed funds increased by 24.5% or $13,617,000 from the same period a year ago. STOCKHOLDERS' INVESTMENT AND CAPITAL RESOURCES Stockholders' investment as of June 30, 1997 was $24,121,000 compared to $20,777,000 for the same period in 1996. The reason for this increase was the strong earnings performance in the year 1996 and the first six months of 1997. During 1996, the Company increased its dividend one cent each quarter to end the year at a dividend rate of 20 cents per share. In addition, a special cash dividend of 20 cents per share was declared in the fourth quarter of 1996. Dividends were increased one cent in the first quarter of 1997 to 21 cents per share and again in the second quarter to 22 cents per share. Leverage capital ratios for the Company were 9.58% and 9.17%, respectively, at June 30, 1997 and June 30, 1996. The Bank had a tier one risk-based capital ratio of 15.29% and tier two risk-based capital ratio of 16.49% at June 30, 1997, compared to 14.06% and 15.31%, respectively, at June 30, 1996. These were comfortably above the standards to be rated "well- capitalized" by the regulatory authorities. LIQUIDITY MANAGEMENT As of June 30, 1997 the Bank had primary sources of liquidity of $40,707,000, or 16.2% of its assets. It is Management's opinion that this is adequate. In its Asset/Liability policy, the Bank has adopted guidelines for liquidity. We are not aware of any current recommendations by the regulatory authorities which, if they were to be implemented, would have a material effect on the Corporation's liquidity, capital resources or results of operations. LOAN POLICIES Real estate values: A. Residential properties We loan up to 80% of the appraised value of properties without mortgage insurance and up to 95% of the appraised value of properties with mortgage insurance. No further appraisals are done as long as the payment history remains satisfactory. If a loan becomes delinquent, a review might be done of the loan. When a loan becomes 90 or more days past due, an in-depth review is made of the loan and a determination made as to whether or not a reappraisal is required. B. Land only properties We do not have many of these but we do loan up to 65% of the appraised value of the property. They are handled the same way as above from booking date on. Page 11 MANAGEMENT'S DISCUSSION CONT. C. Commercial properties We loan up to 75% of the appraised value and, once the loan is closed, the decision to re-appraise a property is subjective and depends on a variety of factors, such as: the payment status of the loan, the risk rating of the loan, the amount of time that has passed since the last appraisal, changes in the real estate market, availability of financing, inventory of competing properties, and changes in condition of the property i.e. zoning changes, environmental contamination, etc. Note: A certified or licensed appraiser is used for all appraisals. At June 30, 1997 and 1996, loans on a non-accrual status totaled $646,000 and $798,000, respectively. In addition to loans on a non-accrual status at June 30, 1997 and 1996, loans past due greater than 90 days totaled $141,000 and $45,000 respectively. The Company continues to accrue interest on these loans because it believes collection of the interest is reasonably assured. INVESTMENTS As of June 30, 1997 stockholders' equity was increased by $21,000 due to a net unrealized gain in the available-for-sale portfolio. OFF-BALANCE SHEET FINANCIAL INSTRUMENTS No material off-balance sheet risk exists that requires a separate liability presentation. SALE OF LOANS No recourse obligations have been incurred in connection with the sale of loans. RISK ELEMENTS Any loans classified for regulatory purposes as loss, doubtful, substandard, or special mention that have not been disclosed under Item III of Industry Guide 3 do not represent or result from trends or uncertainties which Management reasonably expects will materially impact future operating results, liquidity or capital resources. There are no known potential problem loans which are not now disclosed pursuant to Item III. C. 1. of Industry Guide 3. Item III. C. 2. is not applicable. REGULATORY MATTERS Procedures for monitoring Bank Loan Administration: A. Loan reviews are done on a regular basis. B. An action plan is prepared quarterly on all criticized commercial loans greater than $100,000. C. Delinquent loans are reviewed weekly by the Bank's Collections Officer and Senior Loan Officer. Page 12 MANAGEMENT'S DISCUSSION CONT. D. A tickler system is utilized to insure timely receipt of current information (such as financial statements, appraisals and/or credit memos to the credit file). Note: Most of the above applies only to commercial loans, but retail loans are reviewed periodically, usually around a delinquency. Procedures for monitoring Bank Other Real Estate Owned: The O.R.E.O. portfolio is handled by the Collections Officer, with backup by the Senior Loan Officer. Most properties are listed with real estate brokers for sale. All properties are appraised periodically for market value, and provision is made to the allowance for O.R.E.O. losses if the estimated market value after selling costs is lower than the carrying value of the property. ACCOUNTING PRONOUNCEMENTS SFAS No. 122, "Accounting for Mortgage Servicing Rights" was adopted in 1996. SFAS requires the recognition of rights to service mortgage loans for others as separate assets, regardless of whether the rights were originated or purchased, and subsequent, periodic evaluations of the capitalized rights for impairment. The adoption of this statement did not have a material effect on the financial statements. The Company adopted SFAS No. 123, "Accounting for Stock Based Compensation," and has elected the intrinsic value method. The financial statements are not affected. SFAS No. 125, as amended by SFAS No. 127, relates to the accounting for transfers and servicing of financial assets and extinguishments of certain liabilities and is effective for years beginning January 1, 1997. The adoption of this statement did not have an effect on the financial statements. SFAS No. 128, "Earnings per Share", and SFAS No. 129, "Disclosure of Information about Capital Structure", were issued in February 1997 and are effective for interim and annual periods ending after December 15, 1997. The effect of adopting these statements has not been determined. Page 13 PART II ITEM 1. LEGAL PROCEEDINGS The Company was not involved in any legal proceedings requiring disclosure under Item 103 of Regulation S-K during the reporting period. Page 14 ITEM 2. CHANGES IN SECURITIES None Page 15 ITEM 3. DEFAULT UPON SENIOR SECURITIES None. Page 16 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS Three proposals were submitted to a vote of security holders at the Company's Annual Meeting of Shareholders, held on Tuesday, April 29, 1997, at 11:00 a.m. Eastern Daylight Time. Only shareholders of record as of the close of business on March 17, 1997 (the "Voting Record Date") were entitled to vote at the Annual Meeting. On the Voting Record Date, there were 615,046 shares of Common Stock of the Company, one cent par value, issued and outstanding, and the Company had no other class of equity securities outstanding. Each share of Common Stock was entitled to one vote at the Annual Meeting on all matters properly presented thereat. PROPOSAL 1: To ratify the Board of Directors' vote to fix the number of Directors at nine. The Articles of Incorporation of the Company provide that the Board of Directors shall consist of not fewer than five nor more than twenty-five persons as determined by the Board prior to each Annual Meeting, with Directors serving for "staggered terms" of three years. A resolution of the Board of Directors adopted pursuant to the Company's Articles of Incorporation has established the number of Directors at nine. The results of the shareholder voting had 529,994 shares in favor, 1,299 shares against, 616 shares withheld voting, and 83,137 shares not voting. PROPOSAL 2: Election of Directors The following were nominees for three-year terms as Director: Daniel R. Daigneault has served as President and Chief Executive Officer of the Company since April 26, 1994, and has served as President and Chief Executive Officer of the Bank since March 7, 1994 and as a member of the Board of Directors of both the Company and the Bank since March 1994. Prior to being employed by the Bank, Mr. Daigneault was Vice President, Senior Commercial Loan Officer at Camden National Bank, Camden, Maine. Robert B. Gregory was elected a Director of the Company and the Bank in October, 1987. Mr. Gregory has been a practicing attorney since 1980, first in Lewiston, Maine and since 1984 in Damariscotta, Maine. Mr. Gregory is a member of several legal societies and associations. Parker L. Spofford has been a Director of the Company since its organization in 1985 and has served as a Director of the Bank since 1979. Mr. Spofford is a Realtor in Waldoboro, Maine. He has been active in that capacity since 1955 and is a Past President of the Maine Association of Realtors as well as a former director of the National Association of Realtors. He began his banking affiliation with the Provident Institution for Savings in Boston and has served in an advisory capacity for the former Depositors Trust Company and the former Heritage Savings Bank. The following Directors' terms will expire in 1998: M. Robert Barter has been a Director of the Company since its organization in 1985 and has served as a Director of the Bank since 1982, and Chairman of both the Company and the Bank since April, 1989. Mr. Barter has owned and operated Bob's Photo-TV Store in Boothbay Harbor, Maine since 1953. Mr. Barter is also serving as Town Clerk for the Town of Boothbay Harbor and is County Commissioner for Lincoln County, Maine. Representing Maine, Mr. Barter is a Director of The National Association of Counties in Washington, D.C. Page 17 Bruce A. Bartlett has been a member of the Board of Directors since the Company's organization in 1985. Mr. Bartlett served as President and Chief Executive Officer of the Company until his retirement on April 26, 1994 and as President and Chief Executive Officer of the Bank until his retirement on March 7, 1994. He has served as a Director of the Bank since 1981. Malcolm E. Blanchard has been a Director of the Company since its organization in 1985, has served as a Director of the Bank since 1976, and is Chairman of the Executive Committee of the Bank. Mr. Blanchard has been actively involved, either as sole proprietor or as a partner, in real estate development since 1970. The following Directors' terms will expire in 1999: Katherine M. Boyd was elected a Director of the Company and Bank in 1993. A resident of Boothbay Harbor, she owns Boothbay Region Greenhouses with her husband. Ms. Boyd is a director of the Boothbay Region YMCA, Chairperson of the YMCA Annual Fund Drive, and past chairperson of the YMCA Camp Committee. Carl S. Poole has been a Director of the Company since its organization in 1985 and has served as a Director of the Bank since 1984. Mr. Poole is President, Secretary and Treasurer of Poole Brothers Lumber, a lumber and building supply company with locations in Damariscotta, Pemaquid and Boothbay Harbor, Maine. David B. Soule, Jr. was elected a Director of the Company and the Bank in June, 1989. Mr. Soule has been praticing law in Wiscasset since 1971. He spent two terms in the Maine House of Representatives and is a past President of the Lincoln County Bar Association and is a former Public Adminstrator, Lincoln County. He has served on the Board of Directors of Bath area YMCA and of the Coastal Economic Development Corporation and as a Trustee of the Wiscasset Library. He was Selectman, Town of Westport from 1975 to 1976 and served as Chairman of the Board of Selecman from 1993 to 1995. There are no family relationships among any of the Directors of the Company, and there are no arrangements or understandings between any Director and any other person pursuant to which that Director has been or is to be elected. No Director of the Bank or the Company serves as a Director on the board of any other coporation with a class of securities registered pursuant to Section 12 of the Securities Exchange Act or subject to the reporting requirements of Section 15(d) of the Securities Exchange Act or any company registered as an investment company under the Investment Company Act of 1940, as amended. The results of the shareholder voting had 528,319 shares in favor, 3,590 withheld voting, and 83,137 shares not voting. PROPOSAL 3: Appointment of Auditors The Board of Directors appointed Berry, Dunn, McNeil & Parker as independent auditors of the Company and its subsidiary for the year ended December 31, 1996. In the opinion of the Board of Directors, the reputation, qualifications and experience of the firm make its reappointment appropriate for 1997. It was the desire of the Board of Directors that the selection of Berry, Dunn, McNeil & Parker as independent auditors be ratified by shareholders at the annual meeting. Page 18 The results of the shareholder voting had 531,722 shares in favor, 132 shares against, 55 withheld voting, and 83,137 not voting. Page 19 ITEM 5: Other Information On May 5, 1997, the Bank acquired, through purchase, a two story commercial building on Commercial Street in Rockport, Maine. The Bank intends to open a full-service branch for business in the fall of 1997, pending regulatory approval. Page 20 ITEM 6: Exhibits, Financial Statement Schedules, and reports on Form 8-K A. EXHIBITS EXHIBIT 27. Financial Data Schedule. B. REPORTS ON FORM 8-K During the registrant's first six months ended June 30, 1997 the registrant was not required to and did not file any reports on Form 8-K. Page 21 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. FIRST NATIONAL LINCOLN CORPORATION August 13, 1997 Daniel R. Daigneault Date Daniel R. Daigneault President and CEO August 13, 1997 F. Stephen Ward Date F. Stephen Ward Treasurer Page 22 EX-27 2
9 1000 6-MOS DEC-31-1997 JAN-01-1997 JUN-30-1997 6833 0 0 0 15161 54086 53827 169190 1823 251657 156674 67563 1747 1552 6 0 0 24115 251657 7227 2291 24 9542 2818 4529 5013 0 0 2922 2782 2782 0 0 1906 3.09 3.09 4.20 646 141 0 0 1906 131 48 1823 1823 0 0
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