10QSB 1 r10qsb602.txt REPORT 10QSB 6-2002 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 2054 FORM 10-QSB /X/ QUARTERLY REPORT UNDER SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2002 / / TRANSITION REPORT UNDER SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission file Number 0-16934 BOL BANCSHARES, INC. (Exact name of small business issuer as specified in its charter.) Louisiana 72-1121561 (State of incorporation) (IRS Employer Identification No.) 300 St. Charles Avenue, New Orleans, La. 70130 (Address of principal executive offices) (504) 889-9400 (Issuer's telephone number) State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practical date: 179,145 SHARES AS OF July 31, 2002 BOL BANCSHARES, INC. & SUBSIDIARY INDEX Page No. PART I. Financial Information Item 1: Financial Statements Consolidated Statement of Condition 3 Consolidated Statements of Income 4 Consolidated Statements of Comprehensive Income (Loss) 5 Consolidated Statement of Cash Flow 6 Item 2: Management's Discussion and Analysis 7 PART II. Other Information Item 4: Submission of Matters to a Vote of Security Holders 8 Item 6: Exhibits and Reports on Form 8-K A. Exhibits 8 None B. Reports on Form 8-K 8 No reports have been filed on Form 8-K during this quarter. Signatures 9 Part I. Financial Information Item 1. Financial Statements BOL BANCSHARES, INC. CONSOLIDATED STATEMENT OF CONDITION (Unaudited) June 30 (Amounts in Thousands) 2002 ASSETS Cash and Due from Banks Non-Interest Bearing Balances and Cash $5,893 Federal Funds Sold 15,125 Investment Securities Securities Held to Maturity 16,187 Securities Available for Sale 425 Loans-Less Allowance for Loan Losses of $1,800 and Unearned Discount of $205 59,564 Property, Equipment and Leasehold Improvements (Net of Depreciation and Amortization) 1,701 Other Real Estate - Other Assets 833 TOTAL ASSETS $99,728 LIABILITIES AND STOCKHOLDERS' EQUITY LIABILITIES Deposits: Non-Interest Bearing $35,318 NOW Accounts 12,315 Money Market Accounts 4,604 Savings Accounts 29,870 Time Deposits, $100,000 and over 1,089 Other Time Deposits 7,032 TOTAL DEPOSITS 90,228 Notes Payable 2,214 Other Liabilities 968 TOTAL LIABILITIES 93,410 STOCKHOLDERS' EQUITY Preferred Stock - Par Value $1 2,299,070 Shares Issued and Outstanding 2,299 Common Stock - Par Value $1 179,145 Shares Issued and Outstanding 179 Accumulated Other Comprehensive Income 222 Capital in Excess of Par - Retired Stock 17 Undivided Profits 3,504 Current Earnings 97 TOTAL STOCKHOLDERS' EQUITY 6,318 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $99,728 BANCSHARES, INC. CONSOLIDATED STATEMENT OF INCOME (Unaudited) Three months ended Six months ended June 30 June 30 (Amounts in Thousands) 2002 2001 2002 2001 INTEREST INCOME Interest and Fees on Loans $1,884 $1,895 $3,732 $3,913 Interest on Investment Securities 160 31 320 65 Interest on Federal Funds Sold 76 301 154 657 Total Interest Income 2,120 2,227 4,206 4,635 INTEREST EXPENSE Interest on Deposits 154 390 331 765 Other Interest Expense 10 10 20 20 Interest Expense on Notes Payable 2 2 4 4 Interest Expense on Debentures 39 40 78 79 Total Interest Expense 205 442 433 868 NET INTEREST INCOME 1,915 1,785 3,773 3,767 Provision for Loan Losses 113 165 222 262 NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 1,802 1,620 3,551 3,505 NONINTEREST INCOME Service Charges on Deposit Accounts 275 266 531 526 Cardholder & Other Credit Card Income 195 177 365 335 ORE Income - 451 - 1,137 Other Operating Income 63 28 137 142 Gain on Sale of Securities - - - - Total Noninterest Income 533 922 1,033 2,140 NONINTEREST EXPENSE Salaries and Employee Benefits 1,100 1,103 2,116 2,150 Occupancy Expense 421 541 841 933 Communications 106 103 212 205 Loan & Credit Card Expense 294 256 586 494 Professional Fees 109 83 214 184 ORE Expense - 8 - 443 Other Operating Expense 266 127 522 390 Total Noninterest Expense 2,296 2,221 4,491 4,799 Income Before Tax Provision 39 321 93 846 Provision (Benefit) For Income Taxes (8) 104 (4) 291 NET INCOME $47 $217 $97 $555 Earnings Per Share of Common Stock $0.27 $1.21 $0.54 $3.10 BOL BANCSHARES, INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) June 30 June 30 (Amounts in thousands) 2002 2001 NET INCOME (LOSS) $97 $555 OTHER COMPREHENSIVE INCOME, NET OF TAX Unrealized Holding Gains (Losses) on Investment Securities Available-for-Sale, Arising During the Period 21 - Less: Reclassification Adjustment for Gains Included in Net Income OTHER COMPREHENSIVE INCOME 21 - COMPREHENSIVE INCOME (LOSS) $118 $555 BOL BANCSHARES, INC. STATEMENTS OF CASH FLOWS (Unaudited) FOR THE SIX MONTHS ENDED JUNE 30, (Amounts in thousands) 2002 2001 OPERATING ACTIVITIES Net Income $97 $555 Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities: Provision for Loan Losses 222 262 Depreciation and Amortization Expense 150 182 Amortization of Investment Security Premiums 15 - Accretion of Investment Security Discounts (2) (5) (Increase) Decrease in Deferred Income Taxes (33) 283 (Gain) Loss on Sale of Property and Equipment - - (Gain) Loss on Sale of Other Real Estate - (450) (Increase) Decrease in Other Assets 1,632 576 (Decrease) Increase in Other Liabilities, Accrued Interest and Accrued Loss Contingency 119 (685) Net Cash Provided by Operating Activities 2,200 718 INVESTING ACTIVITIES Proceeds from Held-to-Maturity Investment Securities Released at Maturity 7,472 1,489 Purchases of Held-to-Maturity Investment Securities (8,158) (4,997) Proceeds from Sale of Property and Equipment - - Purchases of Property and Equipment (21) (22) Proceeds from Sale of Other Real Estate - 450 Purchases of Other Real Estate - - Net (Increase) in Loans (2,388) (1,280) Net Cash Provided by (Used in) Investing Activities (3,095) (4,360) FINANCING ACTIVITIES Net Increase (Decrease) in Non-Interest Bearing and Interest Bearing Deposits (1,383) 4,564 Proceeds from Issuance of Long-Term Debt - - Preferred Stock Retired (1) - Principal Payments on Long Term Debt (4) (4) Net Cash Provided by (Used in) Financing Activities (1,388) 4,560 Net Increase (Decrease) in Cash and Cash Equivalents (2,283) 918 Cash and Cash Equivalents - Beginning of Year 23,301 30,814 Cash and Cash Equivalents - End of Period $21,018 $31,732 BOL BANCSHARES, INC. STATEMENTS OF CASH FLOWS (Continued) (Unaudited) SUPPLEMENTAL DISCLOSURES: 2002 2001 Additions to Other Real Estate through Foreclosure - - Cash Paid for Interest 436 841 Cash (Paid) Received for Income Taxes (40) (9) Market Value Adjustment for Unrealized Gain on Securities Available-for-Sale 21 - Accounting Policies Note: Cash Equivalents Include Amounts Due from Banks and Federal Funds Sold. Generally, Federal Funds are Purchased and Sold for One Day Periods. ITEM 2. Management's Discussion and Analysis SIX MONTHS ENDED JUNE 30, 2002 COMPARED WITH SIX MONTHS ENDED JUNE 30, 2001 BALANCE SHEET Total Assets at June 30, 2002 were $99,728,000 compared to $99,216,000 at June 30, 2001 an increase of $512,000. Total loans increased $2,619,000 to $59,564,000 at June 30, 2002 from $56,945,000 at June 30, 2001 and investment securities increased $9,729,000 to $16,612,000 at June 30, 2002 from $6,883,000 at June 30, 2001. Federal Funds Sold decreased $9,295,000 to $15,125,000 at June 30, 2002 from $24,420,000 at June 30, 2001. Total deposits increased to $90,228,000 at June 30, 2002 from $89,728,000 at June 30, 2001. Shareholder's Equity increased to $6,318,000 at June 30, 2002 from $6,277,000 at June 30, 2001. INCOME Income for the six months ended June 30, 2002 was $97,000 compared to $555,000 for the same period last year. Interest income decreased $429,000 for the six months ended June 30, 2002 over the same period last year. Noninterest income decreased $1,107,000 for the six-month period as compared to the same period last year. This decrease was attributable to a gain on the sale of ORE. This parcel was sold in 1998, however the regulators advised that the Company incorrectly applied the full accrual method of accounting. Due to this the Company restated all financials. The Company recognized this gain on the sale of ORE in 2001 as the purchaser's payments have reached certain levels outlined by the regulators. Interest expense decreased $435,000 for the six months ended June 30, 2002 over the same period last year. Noninterest expense decreased $308,000 for the six-month period as compared to the same period last year. This decrease is attributable to the writedown of 4 parcels of ORE in 2001. JUNE 30, 2002 COMPARED WITH DECEMBER 31, 2001 BALANCE SHEET Total Assets at June 30, 2002 were $99,728,000 compared to $100,891,000 at December 31, 2001. Total loans increased $2,167,000 to $59,564,000 at June 30, 2002 from $57,397,000 at December 31, 2001 and investment securities increased to $16,612,000 at June 30, 2002 from $15,908,000 at December 31, 2001. Federal Funds Sold decreased $1,035,000 to $15,125,000 at June 30, 2002 from $16,160,000 at December 31, 2001. Total deposits decreased $1,384,000 to $90,228,000 at June 30, 2002 from $91,612,000 at December 31, 2001. Shareholder's Equity increased to $6,318,000 at June 30, 2002 from $6,200,000 at December 31, 2001. PART II - Other Information Item 4. Submission of Matters to a Vote of Security Holders. The regular annual meeting of shareholders of BOL BANCSHARES, INC., was held on April 9, 2002. All incumbent directors were re-elected. There were no other matters voted upon at the meeting. Below are the names of the nominees who were elected to continue their term as directors and the number of shares cast. The total shares voting were 118,877. Number of Shares Nominee For Against Abstain Gordon A. Burgess 117,916 919 42 James A. Comiskey 117,916 919 42 Lionel J. Favret 117,916 919 42 Leland L. Landry 117,916 919 42 Douglas A. Schonacher 117,916 919 42 G. Harrison Scott 117,916 919 42 Edward J. Soniat 117,916 919 42 Shannon R. Scott 117,901 934 42 Item 6. Exhibits and Reports on Form 8-K A. Exhibits None B. Reports on Form 8-K No reports have been filed on Form 8-K during this quarter. BOL BANCSHARES, INC. SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. BOL BANCSHARES, INC. (Registrant) G. Harrison Scott August 12, 2002 G. Harrison Scott Date Chairman (in his capacity as a duly authorized officer of the Registrant) Peggy L. Schaefer Peggy L. Schaefer Treasurer (in her capacity as Chief Accounting Officer of the Registrant)