-----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, Rb3urjQrdHJ9mzuSpCnDGWT6kl/EycNlHfEA67765dx6yXr3a6bXlsNHwH3yiQ5x 91nXu8JRmjluCwq+ZvbdKQ== 0000899243-97-000135.txt : 19970220 0000899243-97-000135.hdr.sgml : 19970220 ACCESSION NUMBER: 0000899243-97-000135 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970129 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19970203 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: 1934 Act SEC FILE NUMBER: 000-21328 FILM NUMBER: 97516211 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) January 29, 1997 FORT BEND HOLDING CORP. - ------------------------------------------------------------------------------- (Exact name of Registrant as specified in its Charter) DELAWARE 0-21328 76-0391720 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission File No.) (IRS Employer of incorporation) Identification 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 January 29, 1997, the Registrant issued the earnings release attached as Exhibit 99 announcing the declaration of a cash dividend and earnings for the quarter ended December 31, 1996. 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 Earnings release, dated January 29, 1997 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: February 3, 1997 By: /s/ LANE WARD ----------------------------- Lane Ward Vice Chairman, President and Chief Executive Officer 4 EX-99 2 EARNINGS RELEASE For Immediate Release For more information, contact: Date: January 29, 1997 Lane Ward, Vice Chairman, President and CEO at (281) 342-5571 FORT BEND HOLDING CORP.'S THIRD QUARTER FISCAL 1997 EARNINGS RELEASE Fort Bend Holding Corp. ("FBHC"), parent corporation of Fort Bend Federal Savings and Loan Association of Rosenberg, today announced net earnings of $417,000 or $0.49 primary earnings per share for the third fiscal quarter ended December 31, 1996. This compared to net earnings of $476,000 or $0.55 primary earnings per share, for the same quarter in fiscal 1996. Fully diluted earnings per common share for the quarter ended December 31, 1996 and 1995 was $0.42 and $0.51, respectively. Earnings for the first nine months of fiscal year 1997 were $244,000 or $0.29 primary earnings per share, as compared to $1,320,000 or $1.50 primary earnings per share for the same period in fiscal year 1996. Fully diluted earnings per common share for the first nine months ended December 31, 1996 was $0.29 as compared to $1.47 for the nine months ended December 31, 1995. On September 30, 1996 FBHC recorded the special assessment of $1,493,000 as a result of the Economic Growth and Regulatory Paperwork Reduction Act. Prior to recording this special assessment net earnings for nine months ending December 31, 1996 was $1,229,000 or $1.44 primary earnings per share. The Board of Directors has also announced that FBHC will pay a cash dividend of $0.07 per share for the quarter ended December 31, 1996. The dividend will be payable on February 27, 1997 to shareholders of record on February 6, 1997. This is FBHC's thirteenth consecutive quarterly cash dividend. FBHC's net interest income after provision for loan losses was $1,183,000 for the quarter ended December 31, 1996 compared to $1,579,000 for the quarter ended December 31, 1995. Net interest income increased reflecting an increase in average interest-earning assets to $258 million from $228 million for the three months ended December 31, 1996 and 1995, respectively. Total noninterest income increased $194,000 for the quarter ended December 31, 1996, compared to the quarter ended December 31, 1995. This reflects an increase of $81,000 in service charges, $78,000 in loan servicing income and $54,000 in other income. Assets of FBHC were $278,532,000 as of December 31, 1996, compared to $241,761,000 at December 31, 1995. This is an increase of 15.2% which is primarily attributable to the acquisition of FirstBanc Savings in August, 1996. Stockholders' equity was $17,906,000 at December 31, 1996 compared to $17,578,000 at December 31, 1995. This represents an increase of 1.9%. Equity-to-assets and risk-based capital ratios were 6.4% and 14.4% respectively as of December 31, 1996. Non-performing assets as a percentage of total assets as of December 31, 1996, were 1.18% compared to 1.37% as of December 31, 1995. FBHC completed its previously announced purchase of a 51 percent interest in the assets of Mitchell Mortgage Company on January 3, 1997. Mitchell Mortgage is a full service mortgage banking affiliate of The Woodlands Corporation, developer of The Woodlands. As a result of the transaction a new limited liability company called Mitchell Mortgage Company, L.L.C. was created. The company will continue to engage in the mortgage banking business from its headquarters in The Woodlands offering a range of services that includes the origination and servicing of single family residential loans, single family construction loans, and commercial and multifamily real estate loans. Mitchell Mortgage, established in 1974, has a more than 20-year history of steady growth and currently has a loan servicing portfolio of approximately $600 million. FBHC serves Fort Bend, Harris, Wharton, Waller, and Montgomery Counties in Southeast Texas through its subsidiary, Fort Bend Federal Savings and Loan ("FBF") headquartered in Fort Bend County and FBF's subsidiary Mitchell Mortgage Company, L.L.C. located in The Woodlands. The consolidated subsidiary operates a retail franchise of 6 full service financial offices and one mortgage company in 7 cities. 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". ### FORT BEND HOLDING CORP. CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL CONDITION (Unaudited) DECEMBER 31, 1996 MARCH 31, 1996 ASSETS Cash and due from banks $ 6,981,332 $ 3,451,880 Short-term investments 14,472,756 13,541,782 Certificates of deposit 200,000 200,000 ------------ ------------ Total cash and cash equivalents 21,654,088 17,193,662 Investment securities available for sale, at market value 2,779,442 2,684,607 Investment securities held to maturity (estimated market value of $10,943,103 and $9,064,153 at December 31, 1996 and March 31, 1996, respectively) 11,231,671 9,233,505 Mortgage-backed securities available for sale, at market value 630,583 873,502 Mortgage-backed securities held to maturity (estimated market value of $101,181,513 and $110,676,779 at December 31, 1996 and March 31, 1996, respectively) 101,175,340 110,489,617 Loans receivable, net 122,889,848 92,861,594 Loans held for sale 296,706 922,422 Accrued interest receivable 1,697,381 1,466,272 Real estate, net 2,425,325 155,372 Federal Home Loan Bank stock, at cost 1,905,900 1,460,200 Premises and equipment, net 4,490,676 3,635,046 Mortgage servicing rights, net 2,574,015 1,235,714 Prepaid expenses and other assets 3,019,404 1,538,171 Deferred income taxes 420,277 418,949 Goodwill, net 1,341,432 -- ------------ ------------ Total assets $278,532,088 $244,168,633 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities: Deposits $238,497,915 $203,913,715 Convertible Subordinated Debentures 12,100,000 12,100,000 Other borrowings 4,239,279 4,363,688 Advances from borrowers for taxes and insurance 3,585,017 4,224,796 Accounts payable, accrued expenses and other liabilities 2,203,471 1,994,063 ------------ ------------ Total liabilities 260,625,682 226,596,262 ------------ ------------ Stockholders' Equity: Serial preferred stock, $.01 par value - 500,000 shares authorized, none outstanding Common Stock $.01 par value, 2,000,000 shares authorized 908,550 shares issued and 820,376 shares outstanding at December 31, 1996 and 905,572 shares issued and 817,398 shares outstanding at March 31, 1996 9,085 9,055 Additional paid-in capital 8,669,193 8,514,562 Unearned employee stock ownership plan shares (307,125) (394,875) Deferred compensation (94,622) (98,668) Net unrealized depreciation on available sale securities, net of tax (6,233) (21,786) Retained earnings (substantially restricted) 11,092,609 11,020,584 Treasury stock, at cost - 88,174 shares at December 31, 1996 and March 31, 1996 (1,456,501) (1,456,501) ------------ ------------ Total stockholders' equity 17,906,406 17,572,371 ------------ ------------ Total liabilities and stockholders' equity $278,532,088 $244,168,633 ============ ============ FORT BEND HOLDING CORP. CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED)
THREE MONTHS ENDED NINE MONTHS ENDED DECEMBER 31, DECEMBER 31, 1996 1995 1996 1995 INTEREST INCOME: Loans $ 2,673,173 $ 1,860,596 $ 7,193,460 $ 5,407,554 Short-term investments 256,338 155,188 675,319 321,953 Investment securities 214,074 213,492 564,602 653,350 Mortgage-backed securities 1,701,684 1,929,554 5,286,844 5,826,252 ------------ ----------- ------------ ------------- TOTAL INTEREST INCOME 4,845,269 4,158,830 13,720,225 12,209,109 ------------ ----------- ------------ ------------- INTEREST EXPENSE: Deposits 2,643,474 2,377,799 7,430,780 6,961,484 Borrowings 329,035 141,878 994,729 393,949 ------------ ----------- ------------ ------------- TOTAL INTEREST EXPENSE 2,972,509 2,519,677 8,425,509 7,355,433 ------------ ----------- ------------ ------------- NET INTEREST INCOME BEFORE PROVISION FOR LOAN LOSSES 1,872,760 1,639,153 5,294,716 4,853,676 PROVISION FOR LOAN LOSSES 60,000 60,000 128,000 105,053 ------------ ----------- ------------ ------------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 1,812,760 1,579,153 5,166,716 4,748,623 ------------ ----------- ------------ ------------- NONINTEREST INCOME: Gain on sale of loans 91,237 110,453 197,536 234,298 Service charges 160,387 79,337 404,897 226,576 Loan servicing income 213,615 135,733 576,770 410,985 Other income 355,764 301,646 951,934 699,972 ------------ ----------- ------------ ------------- TOTAL NONINTEREST INCOME 821,003 627,169 2,131,137 1,571,831 ------------ ----------- ------------ ------------- NONINTEREST EXPENSES: Compensation and benefits 1,030,093 770,830 2,800,513 2,302,967 Office occupancy and equipment 290,975 163,550 720,520 486,900 Federal insurance premimums 110,092 118,179 367,681 345,394 Savings Association Insurance Fund Assessment -- -- 1,492,686 -- Amortization of mortgage servicing rights 100,828 49,315 247,865 157,391 Insurance and surety bond expense 34,571 37,726 106,110 92,184 Other 474,327 315,344 1,254,913 891,219 ------------ ----------- ------------ ------------- TOTAL NONINTEREST EXPENSES 2,040,886 1,454,944 6,990,288 4,276,055 INCOME BEFORE INCOME TAX 592,877 751,378 307,565 2,044,399 INCOME TAX PROVISION (BENEFIT) 175,709 275,100 63,509 724,112 ------------ ----------- ------------ ------------- NET INCOME $ 417,168 $ 476,278 $ 244,056 $ 1,320,287 ============ =========== ============ ============= PRIMARY EARNINGS PER COMMON SHARE $ 0.49 $ 0.55 $ 0.29 $ 1.50 ============ =========== ============ ============= FULLY DILUTED EARNINGS PER COMMON SHARE $ 0.42 $ 0.51 $ 0.29 $ 1.47 ============ =========== ============ ============= DIVIDENDS PER COMMON SHARE $ 0.07 $ 0.07 $ 0.21 $ 0.21 ============ =========== ============ =============
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