-----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, Ogol62VqmKbtajAtPZuK+P6trj285clK4st8UmpHr1PyJKPmYhZlHdfeQnhj2gKA XYNAnFwYNQblJMGbVCsdIA== 0000899243-98-000857.txt : 19980511 0000899243-98-000857.hdr.sgml : 19980511 ACCESSION NUMBER: 0000899243-98-000857 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980506 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980508 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: FORT BEND HOLDING CORP CENTRAL INDEX KEY: 0000896766 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 760391720 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-21328 FILM NUMBER: 98613387 BUSINESS ADDRESS: STREET 1: 3400 AVENUE H CITY: ROSENBERG STATE: TX ZIP: 77471 BUSINESS PHONE: 7133425571 8-K 1 FORM 8-K 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) May 6, 1998 FORT BEND HOLDING CORP. - ------------------------------------------------------------------------------- (Exact name of Registrant as specified in its Charter) DELAWARE 0-21328 76-0391720 - ------------------------------------------------------------------------------- (State or other (Commission File No.) (IRS Employer jurisdiction of Identification incorporation) Number) 3400 AVENUE H, ROSENBERG, TEXAS 77471-3808 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (281) 342-5571 - ------------------------------------------------------------------------------- - ------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 5. Other Events - ------- ------------ On May 6, 1998, the Registrant issued a earnings release attached as Exhibit 99 announcing the declaration of a cash dividend and earnings for the fourth quarter ended March 31, 1998. The foregoing information does not purport to be complete and is qualified in its entirety by reference to the Exhibit to this Report. Item 7. Financial Statements and Exhibits - ------- --------------------------------- (c) Exhibits The Exhibit referred to in Item 5 of this Report and listed on the accompanying Exhibit Index is filed as part of this Report and is incorporated herein by reference. 2 EXHIBIT NUMBER DESCRIPTION - ------- ----------- 99 Fourth Quarter Fiscal 1998 Earnings Release, dated May 6, 1998 3 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. FORT BEND HOLDING CORP. Date: May 8, 1998 By: /s/ LANE WARD ---------------------------------- Lane Ward Vice Chairman, President and Chief Executive Officer 4 EX-99 2 FOURTH QUARTER EARNINGS RELEASE EXHIBIT 99 For Immediate Release Date: May 6, 1998 FORT BEND HOLDING CORP.'S FOURTH QUARTER FISCAL 1998 EARNINGS RELEASE Ford Bend Holding Corp. ("FBHC"), parent corporation of Fort Bend Federal Savings and Loan Association of Rosenberg ("FBF"), today announced net earnings of $504,000, or $0.30 earnings per common share, for the fourth fiscal quarter ended March 31, 1998. This compares to net earnings of $531,000, or $0.32 earnings per common share, for the same quarter in fiscal 1997. Net earnings for FBHC's fiscal year ended March 31, 1998 were $2,018,000, or $1.21 earnings per common share, as compared to $775,000, or $0.47 earnings per common share, for the fiscal year ended March 31, 1997. Earnings per common share -- assuming dilution, for the fiscal year 1998 are $0.94 as compared to $0.46 for the fiscal year 1997. The significant earnings increase for fiscal 1998 as compared to fiscal 1997 is partially attributable to the special assessment of $1,493,000 recorded by FBHC on September 30, 1996 as a result of the Economic Growth and Regulatory Paperwork Reduction Act. This special assessment was levied against all savings and loans and amounted to 65.7 basis points on the Savings Association Insurance Fund ("SAIF") deposit assessment base as of March 31, 1995. Before the after-tax effect of the one time SAIF special assessment, earnings for the fiscal year ended March 31, 1997 would have been $1,760,000. Therefore, earnings excluding this nonrecurring charge increased 15% for the fiscal year ended March 31, 1998. Also contributing to increased earnings for the fiscal year have been the results of FBF's single family construction lending, consumer lending, loan servicing, and the activity of FBF's subsidiary, Mitchell Mortgage Company, L.L.C. ("MMC"). Partially offsetting the increase in earnings during fiscal 1998 has been the noncash charge to earnings resulting from the appreciation in FBHC's shares released from collateral on the Employee Stock Ownership Plan ("ESOP") debt. This pretax noncash charge increased $248,000 to $383,000, which represents $0.23 per common share outstanding, for fiscal 1998 compared to $135,000, which represents $0.08 per common share outstanding, for fiscal 1997. FBHC's net interest income after provision for loan losses was $2,342,000 for the quarter ended March 31, 1998 compared to $1,877,000 for the quarter ended March 31, 1997. Net interest income reflected an increase in average interest-earning assets to $286 million from $266 million for the quarters ended March 31, 1998 and 1997, respectively. The increase is primarily due to an increase in the average loan portfolio of MMC of $24 million from $19 million for the quarter ended March 31, 1997 to $43 million for the quarter ended March 31, 1998. Total noninterest income for the quarter ended March 31, 1998 increased by $362,000 when compared to the same period for fiscal 1997, primarily due to an increase in loan fees and charges of MMC attributable to the increase in the MMC loan production. Net income and income before tax and minority interest were down in the fourth quarter due to a variety of factors primarily, however, due to two infrequent items. One of these is higher than normal amortization of purchased mortgage servicing rights. This is attributable to mortgage prepayments resulting from declining interest rates during the quarter. The other is that during the fourth quarter of fiscal 1997 FBF recorded an approximate $200,000 gain on the sale of foreclosed real estate. Since that time FBHC has had no significant foreclosed real estate due to continuing favorable loan loss experience. Because of the Company's earnings performance, the Board of Directors has announced that FBHC will pay a quarterly cash dividend of $0.10 per share for the quarter ended March 31, 1998. The dividend is payable on June 3, 1998 to shareholders of record on May 13, 1998. This is the Company's eighteenth consecutive quarterly cash dividend. On August 21, 1997, FBHC declared a 2-for-1 stock split, payable October 1, 1997. All shares and per share numbers have been changed to reflect such split. Fort Bend Holding Corp. serves Fort Bend, Harris, Wharton, Waller and Montgomery counties in Southeast Texas through its subsidiary, Fort Bend Federal Savings and Loan headquartered in Fort Bend County and FBF's subsidiary Mitchell Mortgage Company, L.L.C. located in The Woodlands. Fort Bend Federal's market area is located in the largest metropolitan area of Texas and the eighth largest in the United States. The Corporation's stock is traded on the Nasdaq National Market under the symbol "FBHC". FOR MORE INFORMATION, CONTACT: LANE WARD, VICE CHAIRMAN, PRESIDENT AND CEO AT (281) 342-5571 FORT BEND HOLDING CORP. CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL CONDITION (UNAUDITED)
ASSETS MARCH 31, 1998 MARCH 31, 1997 Cash and due from banks $ 6,259,939 $ 6,369,675 Short-term investments 20,483,775 14,220,516 Certificates of deposit 300,000 200,000 ------------ ------------ TOTAL CASH AND CASH EQUIVALENTS 27,043,714 20,790,191 Investment securities available for sale, at market 2,962,320 2,810,270 Investment securities held to maturity (estimated market value of $8,983,551 and $10,789,440 at March 31, 1998 and March 31, 1997, respectively) 9,243,525 11,234,763 Mortgage-backed securities available for sale, at market 281,901 520,869 Mortgage-backed securities held to maturity (estimated market value of $83,221,586 and $96,684,430 at March 31, 1998 and March 31, 1997, respectively) 82,815,048 97,084,501 Loans held for sale 12,920,011 2,660,415 Loans receivable, net 160,062,098 138,227,705 Accrued interest receivable 1,827,267 1,816,415 Real estate, net 104,242 470,996 Federal Home Loan Bank stock, at cost 1,508,900 1,933,000 Premises and equipment, net 4,738,238 4,970,011 Mortgage servicing rights, net 7,603,486 7,537,571 Prepaid expenses and other assets 4,134,358 3,398,198 Deferred income taxes 105,179 305,961 Goodwill, net 1,256,259 1,319,232 ------------ ------------ TOTAL ASSETS $316,606,546 $295,080,098 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities: Deposits $268,990,525 $250,218,152 Convertible Subordinated Debentures 11,405,000 12,080,000 Borrowings 3,985,223 4,226,676 Advances from borrowers for taxes and insurance 4,619,011 4,750,945 Accounts payable, accrued expenses and other liabilities 3,646,248 2,868,177 ------------ ------------ TOTAL LIABILITIES 292,646,007 274,143,950 ------------ ------------ Minority interest in consolidated subsidiary 2,556,167 2,508,214 ------------ ------------ Stockholders' equity: Serial preferred stock, $.01 par value - 1,000,000 shares authorized, none outstanding Common Stock $.01 par value, 4,000,000 shares authorized, 1,899,654 shares issued and 1,723,306 shares outstanding at March 31,1998 and 1,820,950 shares issued and 1,644,602 shares outstanding at March 31, 1997 18,996 18,209 Additional paid-in capital 9,927,373 8,695,882 Unearned employee stock ownership plan shares (118,078) (307,125) Deferred compensation (83,050) (82,324) Net unrealized appreciation (depreciation) on available for sale securities 7,418 (6,107) Retained earnings (substantially restricted) 13,108,214 11,565,900 Treasury stock, at cost - 176,348 shares (1,456,501) (1,456,501) ------------ ------------ TOTAL STOCKHOLDERS' EQUITY 21,404,372 18,427,934 ------------ ------------ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $316,606,546 $295,080,098 ============ ============
FORT BEND HOLDING CORP. CONDENSED CONSOLIDATED STATEMENT OF INCOME FOR THE YEARS ENDED MARCH 31, 1998, 1997 AND 1996 (UNAUDITED)
INTEREST INCOME: 1998 1997 1996 Loans $ 13,549,068 $ 10,251,364 $ 7,375,117 Short-term investments 1,363,948 809,779 544,684 Investment securities 839,223 779,993 778,603 Mortgage-backed securities 5,961,904 6,924,939 7,718,765 ------------ ------------ ------------ TOTAL INTEREST INCOME 21,714,143 18,766,075 16,417,169 ------------ ------------ ------------ INTEREST EXPENSE: Deposits 11,028,451 10,025,946 9,293,724 Borrowings 1,297,382 1,372,403 729,979 ------------ ------------ ------------ TOTAL INTEREST EXPENSE 12,325,833 11,398,349 10,023,703 ------------ ------------ ------------ NET INTEREST INCOME BEFORE PROVISION FOR LOAN LOSSES 9,388,310 7,367,726 6,393,466 PROVISION FOR LOAN LOSSES 95,980 324,000 123,053 ------------ ------------ ------------ NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 9,292,330 7,043,726 6,270,413 ------------ ------------ ------------ NONINTEREST INCOME: Loan fees and charges 3,296,427 659,331 322,207 Loan servicing income, net 1,178,277 815,466 338,183 Service charges on deposit accounts 883,470 757,027 599,287 Gain on sale of loans 870,127 567,776 313,438 Other income 651,728 555,486 324,034 ------------ ------------ ------------ TOTAL NONINTEREST INCOME 6,880,029 3,355,086 1,897,149 ------------ ------------ ------------ NONINTEREST EXPENSES: Compensation and benefits 6,889,664 4,176,074 2,955,567 Employee stock ownership plan expense 519,276 237,152 152,396 Office occupancy and equipment 1,791,009 1,121,085 656,541 Federal insurance premiums 165,827 406,877 465,421 Data processing fees 568,862 292,887 192,066 Savings Association Insurance Fund Assessment --- 1,492,686 --- Insurance and surety bond expense 144,375 143,196 126,352 Real estate operations, net (54,398) (213,127) (18,029) Other 2,661,658 1,546,272 1,036,783 ------------ ------------ ------------ TOTAL NONINTEREST EXPENSES 12,686,273 9,203,102 5,567,097 ------------ ------------ ------------ INCOME BEFORE INCOME TAX AND MINORITY INTEREST 3,486,086 1,195,710 2,600,465 INCOME TAX PROVISION 1,095,247 363,009 913,429 ------------ ------------ ------------ NET INCOME BEFORE MINORITY INTEREST 2,390,839 832,701 1,687,036 MINORITY INTEREST IN NET INCOME OF SUBSIDIARY 372,822 57,928 --- ------------ ------------ ------------ NET INCOME $ 2,018,017 $ 774,773 $ 1,687,036 ============ ============ ============ EARNINGS PER COMMON SHARE $ 1.21 $ 0.47 $ 1.00 ============ ============ ============ EARNINGS PER COMMON SHARE - ASSUMING DILUTION $ 0.94 $ 0.46 $ 0.91 ============ ============ ============ DIVIDENDS PER COMMON SHARE $ 0.285 $ 0.14 $ 0.14 ============ ============ ============
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