-----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, PF5w2VNtISohbEBpUQratMFZlh93H0xi3uNSbVVfjQfGvV6n2ZpBht+PTyixEcSX kauaAqT0vMDqy9KZWmRPIw== 0000950152-99-006694.txt : 19990813 0000950152-99-006694.hdr.sgml : 19990813 ACCESSION NUMBER: 0000950152-99-006694 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990630 FILED AS OF DATE: 19990812 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST CITIZENS BANC CORP /OH CENTRAL INDEX KEY: 0000944745 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 341558688 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-25980 FILM NUMBER: 99685265 BUSINESS ADDRESS: STREET 1: 100 EAST WATER ST STREET 2: P O BOX 5016 CITY: SANDUSKY STATE: OH ZIP: 44870 BUSINESS PHONE: 4196254121 MAIL ADDRESS: STREET 1: 100 EAST WATER ST STREET 2: P O BOX 5016 CITY: SANDUSKY STATE: OH ZIP: 44870 10-Q 1 FIRST CITIZENS BANC CORP. 10-Q 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended:...................................June 30, 1999 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from.......................to....................... Commission File Number:.................................................0-25980 First Citizens Banc Corp ------------------------ (Exact name of registrant as specified in its charter) Ohio 34-1558688 ---- ---------- (State or other jurisdiction of incorporation (I.R.S. Employer or organization) Identification Number) 100 East Water Street, Sandusky, Ohio 44870 ---------------------------------------------------------- (Address of principle executive offices) (Zip Code) Registrant's telephone number, including area code: (419) 625-4121 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 12 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. X Yes No --- --- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Common Stock, no par value Outstanding at August 12, 1999 4,262,795 common shares 2 FIRST CITIZENS BANC CORP Index
PART I. Financial Information ITEM 1. Financial Statements: Consolidated Balance Sheets (unaudited) June 30, 1999 and December 31, 1998...............................................................3 Consolidated Statements of Income (unaudited) Three and six months ended June 30, 1999 and 1998.................................................4 Consolidated Statement of Shareholders' Equity (unaudited) For the years ended December 31, 1997 and 1998 and six months ended June 30, 1999....................................................................5 Consolidated Statement of Cash Flows (unaudited) Six months ended June 30, 1999 and 1998...........................................................6 Notes to Consolidated Financial Statements (unaudited).............................................7-14 ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations........................................................................15-20 ITEM 3. Quantitative and Qualitative Disclosures about Market Risk........................................21-22 PART II. Other Information ITEM 1. Legal Proceedings....................................................................................23 ITEM 2. Changes in Securities and Use of Proceeds............................................................23 ITEM 3. Defaults Upon Senior Securities......................................................................23 ITEM 4. Submission of Matters to a Vote of Security Holders..................................................23 ITEM 5. Other Information....................................................................................24 ITEM 6. Exhibits and Reports on Form 8-K.....................................................................24 SIGNATURES....................................................................................................25
3 FIRST CITIZENS BANC CORP Consolidated Balance Sheets
(Unaudited) June 30, December 31, Assets 1999 1998 ------------- --------------- Cash and due from banks $ 15,864,520 $ 16,443,613 Federal funds sold 10,585,000 19,950,000 Interest-bearing deposits 149,282 248,282 Securities Available-for-sale 162,211,441 171,952,700 Held-to-maturity (Estimated Fair Value of $660,578 at June 30, 1999, and $832,632 at December 31, 1998) 654,874 810,122 ------------- ------------- Total securities 162,866,315 172,762,822 Loans held for sale 2,249,275 2,273,509 Loans 278,869,722 283,349,201 Less: Allowance for possible loan losses (4,458,393) (4,567,126) ------------- ------------- Net loans 274,411,329 278,782,075 Office premises and equipment, net 7,400,561 7,363,513 Intangible assets 2,365,940 2,533,963 Accrued Interest and other assets 6,625,286 8,531,086 Total assets $ 482,517,508 $ 508,888,863 ============= ============= Liabilities Deposits Noninterest-bearing deposits $ 38,237,045 $ 38,574,055 Interest-bearing deposits 369,345,487 379,325,190 ------------- ------------- Total deposits 407,582,532 417,899,245 Federal Home Loan Bank borrowings 2,228,082 13,235,165 Securities sold under agreements to repurchase 12,214,632 16,369,681 U. S. Treasury interest-bearing demand deposit notes payable 2,840,910 971,558 Accrued interest, taxes and other expenses 4,646,004 6,672,283 ------------- ------------- Total liabilities 429,512,160 455,147,932 Shareholders' Equity Common stock, no par value; 10,000,000 shares authorized, 4,263,401 shares issued 23,257,520 23,257,520 Retained earnings 28,495,434 26,811,264 Treasury stock, 606 shares at cost at June 30, 1999 (16,851) 0 Unrealized gain on securities available for sale 1,269,245 3,672,147 ------------- ------------- Total shareholders' equity 53,005,348 53,740,931 ------------- ------------- Total liabilities and shareholders' equity $ 482,517,508 $ 508,888,863 ============= =============
See notes to interim consolidated financial statements Page 3 4 FIRST CITIZENS BANC CORP Consolidated Statements of Income (Unaudited)
Three months ended Six months ended June 30, June 30, ----------------------------- ------------------------- 1999 1998 1999 1998 INTEREST INCOME: Loans, including fees $ 5,699,663 $ 6,060,491 $11,500,563 $12,306,292 Taxable securities 1,673,028 1,645,258 3,394,133 3,180,523 Nontaxable securities 589,935 515,981 1,170,960 1,018,068 Federal funds sold 153,988 250,405 329,807 452,850 Other 11,208 13,703 32,243 29,349 ----------- ----------- ----------- ----------- Total interest income 8,127,822 8,485,838 16,427,706 16,987,082 INTEREST EXPENSE: Deposits 3,575,291 3,998,866 7,224,511 7,950,836 FHLB Borrowings 32,540 200,291 195,604 407,532 Other 153,675 130,669 311,007 251,533 ----------- ----------- ----------- ----------- Total other expense 3,761,506 4,329,826 7,731,122 8,609,901 ----------- ----------- ----------- ----------- NET INTEREST INCOME 4,366,316 4,156,012 8,696,584 8,377,181 PROVISION FOR LOAN LOSSES 88,000 108,000 156,000 216,000 ----------- ----------- ----------- ----------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 4,278,316 4,048,012 8,540,584 8,161,181 NONINTEREST INCOME: Computer center data processing fees 224,691 356,603 734,387 818,695 Service charges 242,962 258,166 483,603 467,827 Net gain on sale of securities 3,557 0 730,861 19,580 Net gain on sale of loans 33,072 45,939 127,590 79,904 Other 373,685 330,722 706,293 575,273 ----------- ----------- ----------- ----------- Total noninterest income 877,967 991,430 2,782,734 1,961,279 NONINTEREST EXPENSE: Salaries, wages and benefits 1,635,717 1,721,192 3,415,913 3,424,862 Net occupancy expense 204,039 159,676 400,977 327,420 Equipment expense 206,097 182,376 392,889 354,130 FDIC Premiums 12,171 5,560 24,416 24,531 State franchise tax 146,485 165,388 297,241 339,370 Professional services 375,354 526,322 643,383 702,354 Other operating expenses 963,398 883,502 1,951,025 1,790,790 ----------- ----------- ----------- ----------- Total noninterest expense 3,543,261 3,644,016 7,125,844 6,963,457 ----------- ----------- ----------- ----------- Income before taxes 1,613,022 1,395,426 4,197,474 3,159,003 Income tax expense 420,144 386,285 1,149,015 889,443 ----------- ----------- ----------- ----------- Net Income $ 1,192,878 $ 1,009,141 3,048,459 2,269,560 Earnings per share $ 0.28 $ 0.24 $ 0.72 0.53 Dividends declared $ 0.16 $ 0.15 $ 0.32 0.30 Wtd. avg. shares during the period 4,262,834 4,263,401 4,263,083 4,263,401
See notes to interim consolidated financial statements. Page 4 5 FIRST CITIZENS BANC CORP Condensed Consolidated Statement of Shareholders' Equity (Unaudited) Form 10-Q
Unrealized Gain on Securities Total Common Stock Retained Treasury Available Shareholders' Shares Amount Earnings Stock for Sale Equity Balance, January 1,1997 4,263,401 $ 23,257,520 $ 24,619,419 0 $ 811,399 $ 48,688,338 Comprehensive Income: Net Income 4,440,544 4,440,544 Change in unrealized gain on securities available for sale 1,615,663 1,615,663 -------------- Total 6,056,207 Cash dividends ($1.07 per share) (3,265,110) (3,265,110) Cash dividends declared by Farmers, prior to merger (280,000) (280,000) ------------ --------------- -------------- -------------- -------------- -------------- Balance, December 31, 1997 4,263,401 23,257,520 25,514,853 0 2,427,062 51,199,435 Comprehensive Income: Net Income 5,760,667 5,760,667 Change in unrealized gain on securities available for sale 1,245,085 1,245,085 -------------- Total 7,005,752 Cash paid for fractional shares (3,451) (3,451) Cash dividends ($1.07 per share) (4,368,805) (4,368,805) Cash dividends declared by Farmers, prior to merger (92,000) (92,000) ------------ --------------- -------------- -------------- -------------- -------------- Balance, December 31, 1998 4,263,401 23,257,520 26,811,264 0 3,672,147 53,740,931 Comprehensive Income: Net Income 3,048,459 3,048,459 Change in unrealized gain on securities available for sale (2,402,902) (2,402,902) -------------- Total 645,557 Purchase of treasury stock, at cost (606) (16,851) (16,851) Cash dividends ($.32 per share) (1,364,289) (1,364,289) ------------ --------------- -------------- -------------- -------------- -------------- Balance, June 30, 1999 4,262,795 $ 23,257,520 $ 28,495,434 $ (16,851) $ 1,269,245 $ 53,005,348 ============ =============== ============== ============== ============== ==============
See notes to interim consolidated financial statements Page 5 6 FIRST CITIZENS BANC CORP Consolidated Statement of Cash Flows (Unaudited)
Six months ended June 30, ------------------------------------- 1999 1998 Cash flows from operating activities Net Income $ 3,048,459 $ 2,269,560 Adjustments to reconcile net income to net cash from operating activities Depreciation and amortization of office premises and equipment 473,579 422,009 Amortization of intangible assets 168,023 185,524 Provision for loan losses 156,000 216,000 Loans originated for sale (7,242,501) (4,482,255) Proceeds from sale of loans 7,319,380 3,342,364 Gain on sale of loans (127,590) (79,904) Security gains (730,861) Change in deferred loan fees (67,863) (90,368) Net amortization of security premiums and discounts 318,075 88,222 Change in accrued interest and other assets 1,980,745 (123,931) Change in accrued interest, taxes and other expenses (788,421) (1,709,803) ----------------- ----------------- Net cash from operating activities 4,507,025 37,418 Cash flows from investing activities Maturities of interest bearing deposits 99,000 99,000 Maturities and calls of securities, held-to-maturity 154,828 3,474,857 Maturities and calls of securities, available-for-sale 17,220,146 21,690,783 Purchases of securities, available-for-sale (12,925,835) (34,963,081) Proceeds from sale of securities, available-for-sale 2,219,394 Loans made to customers, net of principal collected 4,282,609 7,430,920 Change in federal funds sold 9,365,000 775,000 Proceeds from sale of property and equipment 1,627 25,613 Purchases of office premises and equipment (512,254) (428,343) ----------------- ----------------- Net cash from investing activities 19,904,515 (1,895,251) Cash flows from financing activities Repayment of FHLB borrowings (11,007,083) (617,535) Net change in deposits (10,316,713) 231,245 Change in securities sold under agreements to repurchase (4,155,049) 2,730,697 Change in U. S. Treasury interest-bearing demand notes payable 1,869,352 (372,014) Purchases of treasury stock (16,851) Cash dividends paid (1,364,289) (1,010,900) ----------------- ----------------- Net cash from financing activities (24,990,633) 961,493 Net change in cash and due from banks (579,093) (896,340) Cash and due from banks at beginning of period 16,443,613 17,695,634 Cash and due from banks at end of period $ 15,864,520 $ 16,799,294 ================= ================= Supplemental disclosures: Cash paid during the period for: Interest $ 8,272,156 $ 9,157,300 Income taxes $ 960,000 $ 580,000
See notes to interim consolidated financial statements Page 6 7 First Citizens Banc Corp Notes to Interim Consolidated Financial Statements (Unaudited) Form 10-Q - -------------------------------------------------------------------------------- 1) Consolidated Financial Statements The consolidated financial statements include the accounts of First Citizens Banc Corp (Corporation) and it wholly-owned subsidiaries, The Citizens Banking Company (Citizens), The Castalia Banking Company (Castalia), The Farmers State Bank of New Washington (Farmers), SCC Resources, Inc. (SCC), and R. A. Reynolds Appraisal Service, Inc. (Reynolds). All significant intercompany balances and transactions have been eliminated in consolidation. The following reports have been prepared by the Corporation without audit: The consolidated balance sheets as of June 30, 1999 and December 31, 1998; the consolidated statements of income for the three and six month periods ended June 30, 1999 and 1998; the consolidated statement of shareholders' equity for the six months ended June 30, 1999 and the years ended December 31, 1998 and 1997; and the consolidated statements of cash flows for the six month periods ended June 30, 1999 and 1998. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the Corporation's financial position as of June 30, 1999 and its results of operations and changes in cash flows for the periods ended June 30, 1999 and 1998 have been made. The accompanying consolidated financial statements have been prepared in accordance with instructions of Form 10-Q, and therefore certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted. The results of operations for the period ended June 30, 1999 are not necessarily indicative of the operating results for the full year. Reference is made to the accounting policies of the Corporation described in the notes to financial statements contained in the Corporation's 1998 annual report. The Corporation has consistently followed these policies in preparing this Form 10-Q. Income tax expense is based on the effective tax rate expected to be applicable for the entire year. The Corporation follows the liability method of accounting for income taxes. The liability method provides that deferred tax assets and liabilities are recorded at enacted tax rates based on the difference between the tax basis of assets and liabilities and their carrying amounts for financial reporting purposes, referred to as "temporary differences." A valuation allowance, if needed, reduces deferred tax assets to the amount expected to be realized. Certain items in the 1998 financial statements have been reclassified to correspond with the 1999 presentation. The Corporation elected to present comprehensive income and the accumulated balance in the Consolidated Statement of Shareholders' Equity for interim reporting purposes. The table below presents the reclassification adjustments related to comprehensive income. Reclassification adjustments are needed when an item is included in the net income in one period and comprehensive income in another accounting period. Page 7 8 First Citizens Banc Corp Notes to Interim Consolidated Financial Statements (Unaudited) Form 10-Q - -------------------------------------------------------------------------------- Other comprehensive income (loss) components and related taxes for the three and six months ended June 30, 1999 and 1998.
Three months ended Six months ended June 30, June 30, 1999 1998 1999 1998 ---- ---- ---- ---- Unrealized holding gains and (losses) on available for sale securities $(1,981,596) $ 135,555 $(2,909,902) $ 725,941 Reclassification adjustment for (gains) and losses later recognized in income (3,557) 0 (730,861) (19,580) ----------- ----------- ----------- ----------- Net unrealized gains and (losses) (1,985,153) 135,555 (3,640,763) 706,361 Tax effect 674,951 69,228 1,237,861 (124,846) ----------- ----------- ----------- ----------- Other comprehensive income (loss) $(1,310,202) $ 204,783 $(2,402,902) $ 581,515 =========== =========== =========== ===========
In June 1998, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 133, "Accounting for Derivative Instruments and Hedging Activities." SFAS No. 133 requires companies to record derivatives on the balance sheet as assets or liabilities, measured at fair value. Gains or losses resulting from changes in the values of those derivatives would be accounted for depending on the use of the derivative and whether it qualifies for hedge accounting. The key criterion for hedge accounting is that the hedging relationship must be highly effective in achieving offsetting changes in fair value or cash flows. SFAS No. 133 does not allow hedging of a security which is classified as held to maturity. Accordingly, upon adoption of SFAS No. 133, companies may reclassify any security from held to maturity to available for sale if they wish to be able to hedge the security in the future. SFAS No. 133, as amended by SFAS No. 137, is effective for fiscal years beginning after June 15, 2000 with early adoption encouraged for any fiscal quarter beginning July 1, 1998 or later, with no retroactive application. Management does not expect the adoption of SFAS No. 133 to have a significant impact on the Corporation's financial statements. SFAS No. 134, "Accounting for Mortgage-Backed Securities Retained After the Securitization of Mortgage Loans Held for Sale by a Mortgage Banking Enterprise" changes the way companies involved in mortgage banking account for certain securities and other interests they retain after securitizing mortgage loans that were held for sale. SFAS No. 134 allows any retained mortgage-backed securities after a securitization of mortgage loans held for sale to be classified based on holding intent in accordance with SFAS No. 115, except in cases where the retained mortgage-backed security is committed to be sold before or during the securitization process in which case it must be classified as trading. Previously, all retained mortgage-backed securities were required to be classified as trading. SFAS No. 134 was effective as of January 1, 1999, and did not have a significant impact on the Corporation's financial statements. Page 8 9 First Citizens Banc Corp Notes to Interim Consolidated Financial Statements (Unaudited) Form 10-Q - -------------------------------------------------------------------------------- (2) Securities Securities at June 30, 1999 and December 31, 1998 were as follows:
June 30, 1999 AVAILABLE FOR SALE Gross Gross Amortized Unrealized Unrealized Cost Gains Losses Fair Value ---------------- ---------------- --------------- ---------------- U.S. Treasury securities and obligations of U.S. Government corporations and agencies $ 66,193,783 $ 166,992 $ (480,116) $ 65,880,659 Obligations of state and political subdivisions 54,497,640 637,158 (426,213) 54,708,585 Corporate bonds 17,031,761 18,501 (116,565) 16,933,697 Equity securities 1,786,281 2,403,285 (13,905) 4,175,661 Other securities, including mortgage- backed securities 20,778,877 11,686 (277,724) 20,512,839 ------------- ------------- ------------- ------------- $ 160,288,342 $ 3,237,622 $ (1,314,523) $ 162,211,441 ============= ============= ============= =============
June 30, 1999 HELD TO MATURITY Gross Gross Amortized Unrealized Unrealized Cost Gains Losses Fair Value ---------------- ---------------- --------------- ---------------- Obligations of state and political subdivisions $ 355,000 $ 1,836 $ (369) $ 356,467 Other securities, including mortgage- backed securities 299,874 4,474 (237) 304,111 ------------- ------------- ------------- ------------- $ 654,874 $ 6,310 $ (606) $ 660,578 ============= ============= ============= =============
Page 9 10 First Citizens Banc Corp Notes to Interim Consolidated Financial Statements (Unaudited) Form 10-Q - --------------------------------------------------------------------------------
December 31, 1998 AVAILABLE FOR SALE Gross Gross Amortized Unrealized Unrealized Cost Gains Losses Fair Value ---------------- ---------------- --------------- ---------------- U.S. Treasury securities and obligations of U.S. Government corporations and agencies $ 69,024,266 $ 1,198,600 $ (98,129) $ 70,124,737 Obligations of state and political subdivisions 52,759,051 1,661,950 (17,364) 54,403,637 Corporate bonds 17,957,515 166,350 (7,115) 18,116,750 Equity securities 1,867,519 2,605,797 (22,405) 4,450,911 Other securities, including mortgage- backed securities 24,780,487 86,596 (10,418) 24,856,665 ------------- ------------- ------------- ------------- $ 166,388,838 $ 5,719,293 $ (155,431) $ 171,952,700 ============= ============= ============= =============
December 31, 1998 HELD TO MATURITY Gross Gross Amortized Unrealized Unrealized Cost Gains Losses Fair Value ---------------- ---------------- --------------- ---------------- Obligations of state and political subdivisions $ 355,000 $ 7,564 $ 0 $ 362,564 Other securities, including mortgage- backed securities 455,122 6,054 (108) 461,068 ------------- ------------- ------------- ------------- $ 810,122 $ 13,618 $ (108) $ 823,632 ============= ============= ============= =============
Page 10 11 First Citizens Banc Corp Notes to Interim Consolidated Financial Statements (Unaudited) Form 10-Q - -------------------------------------------------------------------------------- The amortized cost and fair value of securities at June 30, 1999, by contractual maturity, are shown below. Actual maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations. Securities not due at a single maturity date, primarily mortgage-backed securities and equity securities are shown separately.
AVAILABLE FOR SALE Amortized Cost Fair Value -------------- -------------- Due in one year or less $ 27,433,070 $ 27,529,430 Due after one year through five years 88,663,686 88,362,083 Due after five years through ten years 21,412,826 21,416,794 Due after ten years 213,602 214,634 Mortgage-backed securities 20,778,877 20,512,839 Equity securities 1,786,281 4,175,661 ------------- ------------ Total securities available for sale $ 160,288,342 $162,211,441 ============= ============
Estimated Held to maturity Amortized Cost Fair Value -------------- -------------- Due in one year or less $ 122,500 $ 123,161 Due after one year through five years 232,500 233,305 Mortgage-backed securities 299,874 304,112 ------------- ------------ Total securities held to maturity $ 654,874 $ 660,578 ============= ============
Proceeds from sales of securities available for sale during the six months ended June 30, 1999 totaled $2,219,394 resulting in gross gains of $730,861. Proceeds from the sales of securities available for sale during the three months ended June 30, 1999 totaled $1,009,807 resulting in gross gains of $3,557. No securities were called or settled by the issuer during the three or six months ended June 30, 1999. Securities called or settled by the issuer resulted in gains of $19,580 for the six months ended June 30, 1998. Securities with a carrying value of approximately $62,635,000 and $60,960,000 were pledged as of June 30, 1999 and December 31, 1998, respectively, to secure public deposits, other deposits and liabilities as required by law. Page 11 12 First Citizens Banc Corp Notes to Interim Consolidated Financial Statements (Unaudited) Form 10-Q - -------------------------------------------------------------------------------- (3) Loans Loans at June 30, 1999 and December 31, 1998 were as follows:
6/30/1999 12/31/1998 --------- ---------- Commercial and Agriculture $ 23,804,472 $ 28,415,462 Real Estate - mortgage 222,102,847 221,438,442 Real Estate - construction 3,520,918 3,492,928 Consumer 27,915,600 29,957,511 Credit card and other 2,762,038 1,426,312 Deferred loan fees (1,072,655) (1,140,518) Unearned interest (163,498) (240,936) ------------- ------------- Total $ 278,869,722 $ 283,349,201 ============= =============
(4) Allowance for Loan Losses A summary of the activity in the allowance for loan losses for the six months ended June 30, 1999 and 1998 was as follows:
1999 1998 ---- ---- Balance January 1, $ 4,567,126 $ 4,707,051 Loans charged-off (401,052) (367,266) Recoveries 136,319 126,496 Provision for loan losses 156,000 216,000 ------------- ------------- Balance June 30, $ 4,458,393 $ 4,682,281 ============= =============
Page 12 13 First Citizens Banc Corp Notes to Interim Consolidated Financial Statements (Unaudited) Form 10-Q - -------------------------------------------------------------------------------- Information regarding impaired loans was as follows for the six months ended June 30.
1999 1998 ---- ---- Average investment in impaired loans $3,747,000 $4,223,000 Interest income recognized on impaired loans including interest income recognized on cash basis 144,502 142,919 Interest Income recognized on impaired loans on cash basis 144,502 142,919
Information regarding impaired loans at June 30, 1999 and December 31, 1998 was as follows:
6/30/1999 12/31/98 --------- -------- Balance impaired loans $3,923,000 $4,159,000 Less portion for which no allowance for loan losses is allocated -- -- Portion of impaired loan balance for which an allowance for credit losses is allocated $3,923,000 $4,159,000 ========== ========== Portion of allowance for loan losses allocated to the impaired loan balace $1,145,000 $1,173,000 ========== ==========
(5) Commitments, Contingencies and Off-Balance Sheet Risk The Bank subsidiaries are parties to financial instruments with off-balance sheet risk in the normal course of business to meet financing needs of their customers. These include commitments to make or purchase loans, undisbursed lines of credit, undisbursed credit card balances and letters of credit. The Banks' exposure to credit loss in the event of nonperformance by the other party to the financial instrument is represented by the contractual amount of those instruments. The Banks follow the same credit policy to make such commitments as they use for loans recorded on the consolidated balance sheets. Since many commitments to make loans expire without being used, the amount does not necessarily represent future cash commitments. Collateral obtained relating to the commitments is determined using management's credit evaluation of the borrower and may include real estate, vehicles, business assets, deposits and other items. The Banks do make fixed rate loan commitments for short periods of time. However, such commitments were immaterial as of June 30, 1999 and December 31, 1998. Page 13 14 First Citizens Banc Corp Notes to Interim Consolidated Financial Statements (Unaudited) Form 10-Q - -------------------------------------------------------------------------------- Commitments to extend credit and letters of credit approximated the following amounts at June 30, 1999 and December 31, 1998.
Contract Amount --------------- June 30, 1999 December 31, 1998 ------------ ----------------- Commitment to extend credit: Lines of credit and construction loans $17,522,000 $23,412,000 Credit cards 3,624,000 3,315,000 Letters of credit 388,000 623,000 ----------- ----------- $21,534,000 $27,350,000 =========== ===========
The Banks are required to maintain certain reserve balances on hand in accordance with the Federal Reserve Board requirements. The average reserve balance maintained in accordance with such requirements for the periods ended June 30, 1999 and December 31, 1998 approximated $2,734,000 and $2,326,000. In the normal course of business, the Corporation and its subsidiaries are involved in various legal actions, but in the opinion of management and its legal counsel, ultimate disposition of such legal matters is not expected to have a material adverse effect on the consolidated financial statements. Page 14 15 First Citizens Banc Corp Notes to Interim Consolidated Financial Statements (Unaudited) Form 10-Q - -------------------------------------------------------------------------------- INTRODUCTION The following discussion focuses on the consolidated financial condition of First Citizens Banc Corp at June 30, 1999, compared to December 31, 1998 and the consolidated results of operations for the three and six month periods ending June 30, 1999 compared to the same periods in 1998. This discussion should be read in conjunction with the consolidated financial statements and footnotes included in this Form 10-Q. The registrant is not aware of any trends, events or uncertainties that will have, or are reasonably likely to have, a material effect on the liquidity, capital resources, or operations except as discussed herein. Also, the registrant is not aware of any current recommendation by regulatory authorities, which would have a material effect if implemented. When used in this Form 10-Q or future filings by the Corporation with the Securities and Exchange Commission, in press releases or other public or shareholder communications, or in oral statements made with the approval of an authorized executive officer, the words or phrases "will likely result," "are expected to," "will continue," "is anticipated," "estimate," "project," "believe," or similar expressions are intended to identify "forward looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. The Corporation wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made, and to advise readers that various factors, including regional and national economic conditions, changes in levels of market interest rates, credit risks of lending activities and competitive and regulatory factors, could effect the Corporation's financial performance and could cause the Corporation's actual results for future periods to differ materially from those anticipated or projected. The Corporation does not undertake, and specifically disclaims, any obligation to publicly release the result of any revisions, which may be made to any forward-looking statements to reflect occurrence of anticipated or unanticipated events or circumstances after the date of such statements. See Exhibit 99, which is incorporated herein by reference. FINANCIAL CONDITION Total assets of the Corporation at June 30, 1999 totaled $482,517,508 compared to $508,888,863 at December 31, 1998. This was a decrease of $26,371,355, or 5.2 percent. Within the structure of the assets, net loans have decreased $4,370,746, or 1.6 percent since December 31, 1998, due in part to slow loan demand. The demand for mortgage loans has been mainly for fixed rate. These are the types of loans the Corporation is selling on the secondary market. For the first six months of 1999, loans originated for sale totaled $7,242,501. Loans held-for-sale decreased $24,234, or 1.1 percent from December 31, 1998. At June 30, 1999, the net loan to deposit ratio was 67.3 percent compared to 66.7 percent at December 31, 1998. Page 15 16 First Citizens Banc Corp Notes to Interim Consolidated Financial Statements (Unaudited) Form 10-Q - -------------------------------------------------------------------------------- At June 30, 1999, $162,211,441, or 99.6 percent of the security portfolio was classified as available for sale. The remainder of $654,874 was classified as held to maturity. Securities decreased $9,896,507 from December 31, 1998. Some matured securities were not replaced in order to increase liquidity. Additionally, equity securities with a market value of $2,219,394 were sold during the six months ended June 30, 1999. For the six months of operations in 1999, $156,000 was placed into the allowance from earnings compared to $216,000 for the same period of 1998. The Corporation has placed an increased emphasis on valuation of the reserve for loan losses. The calculation of specific reserves, reserves for delinquencies and general reserves should be fairly representative of the reserves necessary for the portfolio. Valuation of these portions lessens the need for unallocated reserves. The unallocated portion is reserved to cover situations not addressed by the specific, delinquent or general portions, such as a downturn in the economy. As a guideline for the unallocated portion of the reserve, the Corporation uses a range of 25% to 35% of the total reserve. If this range is exceeded, then provisions to the reserve will be reduced. Net charge-offs for the first six months of 1999 were $264,733 compared to $240,770 for the same period of 1998. The June 30, 1999 allowance for loan losses as a percent of total loans was 1.60 percent compared to 1.61 percent at December 31, 1998. Office premises and equipment have increased $37,048 and intangible assets have decreased $168,023 since December 31, 1998. The increase in office premises and equipment is attributed to new purchases of $512,254, less proceeds from the sale of equipment of $1,627 and depreciation of $473,579. Accrued interest and other assets totaled $6,625,286 at June 30, 1999 compared to $8,531,086 at December 31, 1998, a decrease of $1,905,800. This decrease was due to an increase in interest receivable at the banks of $387,135, an increase in other assets of $580,706 and a decrease in accounts receivable at SCC of $2,966,692. Accounts receivable decreased when SCC received payment from Jack Henry and Associates for the sale of the processing contracts. Total deposits at June 30, 1999 decreased $10,316,713 from year-end 1998. Noninterest-bearing deposits, representing demand deposit balances, decreased $337,010 from year-end 1998. Interest-bearing deposits, including savings and time deposits, decreased $9,979,703 from year-end 1998. The year to date 1999 average balance of savings deposits has increased $1,608,000 compared to the average balance of the same period for 1998. The current average rate of these deposits is 2.41 percent compared to 2.90 percent in 1998. The decrease in the savings rate is due to the Banks lowering the savings rate between 25 and 50 basis points. The year to date 1999 average balance of time certificates has increased $60,000 compared to the average balance for the same period for 1998. The current average rate on these deposits is 4.97 percent compared to 5.55 percent for the same period in 1998. This decrease in rate is due to pricing strategies employed to help control the cost of deposits, reaction to market interest rates trending down and slowing deposit growth during a period of slower loan demand. Page 16 17 First Citizens Banc Corp Notes to Interim Consolidated Financial Statements (Unaudited) Form 10-Q - -------------------------------------------------------------------------------- Other borrowed funds have decreased $13,292,780 from December 31, 1998 to June 30, 1999. Federal Home Loan Bank borrowings have decreased $11,007,083 as a result of scheduled paydowns. Securities sold under agreements to repurchase, which tend to fluctuate, have decreased $4,155,049 and U.S. Treasury Tax Demand Notes have increased $1,869,352, pending payment to the government. Shareholders' equity at June 30, 1999 was $53,005,348, which was 11.0 percent of total assets. Shareholders' equity at December 31, 1998 was $53,740,931, which was 10.6 percent of total assets. The decrease in shareholders' equity was represented by earnings of $3,048,459, dividends paid of $1,364,289, the purchase of treasury stock for $16,851 and the decrease in the unrealized gain on securities available for sale of $2,402,902. The Corporation paid a cash dividends on February 1, 1999 and May 1, 1999, each at a rate of $.16 per share. Total outstanding shares at June 30, 1999 were 4,262,795. RESULTS OF OPERATIONS Net income for the quarter ended June 30, 1999 was $1,192,878, or $.28 per common share compared to $1,009,141, or $.24 per common share for the same period in 1998. This was an increase of $183,737, or 18.2 percent. Some of the reasons for the changes are explained below. Net interest income for the second quarter 1999 totaled $4,366,316 compared to $4,156,012 for the second quarter of 1998. This was an increase of $210,304, or 5.1 percent. Total interest income for the first six months of 1999 has decreased $559,376, or 3.3 percent compared to the same period in 1998. The average rate on earning assets on a tax equivalent basis for the first six months of 1999 was 7.22 percent and 7.66 percent for the first six months of 1998. Total interest expense for the first six months of 1999 has decreased $878,779, or 10.2 percent compared to the same period of 1998. This decrease is due mainly to a decrease in interest on deposits of $726,325. The average rate on interest-bearing liabilities for the first six months of 1999 was 3.29 percent compared to 3.75 percent for the same period of 1998. The net interest margin on a tax equivalent basis was 3.93 percent for the six-month period ended June 30, 1999 and 3.91 percent for the same period ended June 30, 1998. Noninterest income for the second quarter 1999 totaled $877,967 compared to $991,430 for the second quarter 1998, a decrease of $113,463. Gain on securities for the quarter increased $3,557 compared to 1998. Revenue from computer operations decreased $131,902, other operating income increased $42,963, service charges on deposit accounts decreased $15,204 and the gain on the sale of loans decreased $12,867. Gain on the sale of loans increased due to increased volume of loans sold. Noninterest income for the first six months of 1999 totaled $2,782,734 compared to $1,961,279 for the same period of 1998, an increase of $821,455. Gain on securities for the first six months of 1999 increased $711,281 compared to 1998. The large increase in the gain on securities was due to the sale of equity securities at Farmers. The equity securities were Page 17 18 First Citizens Banc Corp Notes to Interim Consolidated Financial Statements (Unaudited) Form 10-Q - -------------------------------------------------------------------------------- sold to take advantage of significant increases in the market value of the portfolio. Revenue from computer operations decreased $84,308 as a result of the sale of SCC's processing contracts, other operating income increased $131,020, due mainly to increased revenue from point-of-sale terminal usage, service charges on deposit accounts increased $15,776 and the gain on the sale of loans increased $47,686. Gain on the sale of loans increased due to increased volume of loans sold Noninterest expense for the second quarter 1999 totaled $3,543,261 compared to $3,644,016 for the second quarter 1998. This was a decrease of $100,755, or 2.8 percent. The largest change in noninterest expense was in professional fees. Professional fees decreased $150,968, due mainly to merger costs associated with Farmers. INCOME TAX EXPENSE Income tax expense for the second quarter of 1999 totaled $420,144 compared to $386,285 for the second quarter of 1998. This was an increase of $33,859, or 8.8 percent. The increase in the federal income taxes is a result of the increase in total income before taxes of $217,596. The effective tax rate was 26.0% for the three months ended June 30, 1999 and 27.7% for the three months ended June 30, 1998. Income tax expense for the first half of 1999 totaled $1,149,015 compared to $889,443 for the first half of 1998. This was an increase of $259,572, or 29.2 percent. The increase in the federal income taxes is a result of the increase in total income before taxes of $1,038,471, generated mostly by income from the sale of equity securities. The effective tax rate were comparable for the six month periods ended June 30, 1999 and June 30, 1998, at 27.4% and 28.2% respectively. CAPITAL RESOURCES Shareholders equity totaled $53,005,348 at June 30, 1999 compared to $53,740,931 at December 31, 1998. All of the capital ratios exceed the regulatory minimum guidelines as identified in the following table:
Corporation Ratios Regulatory 6/30/99 12/31/98 Minimums ------- -------- -------- Tier I Risk Based Capital 17.4% 15.7% 4.0% Total Risk Based Capital 18.6% 17.0% 8.0% Leverage Ratio 10.2% 9.5% 5.0%
Page 18 19 First Citizens Banc Corp Management's Discussion and Analysis of Financial Condition and Results of Operations Form 10-Q - ------------------------------------------------------------------------------- The Corporation paid a cash dividends of $.16 per common share each on February 1, 1999 and May 1, 1999 compared to $.15 per common share each on February 1, 1998 and May 1, 1998. Capital expenditures totaled $512,254 for the first six months of 1999 compared to $428,343 for the same period of 1998. LIQUIDITY Liquidity as it relates to the banking entities of the Corporation is the ability to meet the cash demand and credit needs of its customers. For the first six months of 1999 the Banks maintained a federal funds sold position that averaged $14,299,000. In addition, the Banks, through their respective correspondent banks, maintain federal funds borrowing lines totaling $30,850,000 and the Banks have total borrowing availability at the Federal Home Loan Bank of Cincinnati of $23,571,918 at June 30, 1999. Finally, 99.6% of the Corporation's security portfolio has been classified as available for sale, which provides additional liquidity. YEAR 2000 ISSUE First Citizens Banc Corp realizes that the Year 2000 challenge is a serious problem for not only itself and other banks but for all organizations. Many computer systems that use dates to calculate any number of computations, functions, and a vast number of commands may begin to fail prior to or on the start of the new Year 2000. It is critical to the continuing operations of First Citizens Banc Corp that all its systems that are sensitive to the Year 2000 date change be identified and changed before any adverse situations occur. First Citizens Banc Corp's definition of Year 2000 Compliant is the capability of sustaining minimal business disruptions, readiness of system applications and preparation for response and recovery as necessary. System applications are considered Year 2000 ready when they continue to produce the same understandable, accurate and predictable results, regardless of the date. The Year 2000 Plan is broken into 5 separate parts. Each part is important to the end result of being 2000 compliant. Upon completion of the plan all items will have been examined and corrected (or documented as an exception). The phases are as follows: awareness, assessment, renovation, validation, and implementation. The awareness phase involves identifying the Year 2000 problem, gaining executive level support for recognizing the importance of the problem, and developing a team and strategy for handling the problem. First Citizens Banc Corp has appointed Year 2000 Directors and established Year 2000 Teams and an Executive Y2K Committee. To help inform our customer and our community of the Year 2000 issue, we have sent brochures out to our customers and held information seminars that were open to the public. Page 19 20 First Citizens Banc Corp Notes to Interim Consolidated Financial Statements (Unaudited) Form 10-Q - -------------------------------------------------------------------------------- The assessment phase involves identifying the size and complexity of the problem as it relates to First Citizens Banc Corp, including identifying all software, hardware, systems, and internal and external interdependencies that are affected by the century change. From the regulatory perspective, this also includes identifying the resources needed, the time frames, and the processes necessary to handle the Year 2000 problem. Assessment lists have been completed listing those items that are Year 2000 susceptible, prioritizing them as to their importance. Maintaining this list and contact with all necessary vendors is an ongoing process. Questionnaires were sent out to loan and deposit customers to help address our credit and liquidity risks. The renovation phase involves programming or reprogramming systems, hardware and software upgrades, system replacements, and related changes that we will have to make to prepare all systems for the turn of the century. This includes ongoing contact with any third-party servicers or software providers that the bank may be using. First Citizens Banc Corp is having all incompliant hardware and software either updated or replaced. The validation phase is essentially the testing phase to determine that all upgrades or reprogrammed systems, as well as other systems that are believed to be Year 2000 compliant, are truly ready for the date change to January 1, 2000. First Citizens Banc Corp has developed a test plan to verify that all hardware and software in use will be ready for the Year 2000. Testing is currently ongoing and was completed as planned by June 30, 1999 for all mission critical items. Testing for all non-critical items will be completed by September 30, 1999. The implementation phase involves certification that existing systems are ready to go, and that any new systems or changes to existing systems are compliant with the turn of the century requirements. Active involvement of all departments and teams will monitor new and existing items to insure that a smooth transition into the Year 2000 and beyond is achieved. In anticipation of potential Year 2000 problems, the Corporation has addressed both preventative measures and corrective actions. Management has set a maximum budget of $281,100 for Year 2000 related issues. Through June 30, 1999, approximately $180,900 has been spent on solutions for possible problems. In addition to the dollars spent, specific contingency plans are in place for all mission critical items. Mission critical items are the programs that must be in place in order for the Corporation to continue operations with minimal business disruptions. The contingency plans vary widely and range from manual report preparation to telephone authorization of funds transfer to reliance on vendor's contingency plans where no other alternative exists. SALE OF DATA PROCESSING CONTRACTS AT SCC RESOURCES, INC. On June 19,1998, SCC entered into an agreement with Jack Henry & Associates, Inc. (JHA) to sell all of the contracts for providing data processing services to community banks. JHA agreed to pay a fee based upon annual net revenue under the new JHA contract for each bank that signed Page 20 21 First Citizens Banc Corp Notes to Interim Consolidated Financial Statements (Unaudited) Form 10-Q - -------------------------------------------------------------------------------- a five-year contract with JHA by January 31, 1999. The Corporation recognized $2,966,692 of income as a result of the sale of the contracts in 1998. Expenses of $1,432,572 relating primarily to the write down of software and intangible assets, lease termination costs and employee severance costs were also recorded. The net gain of $1,534,120 was reflected in other income for the year ended December 31, 1998. All banks were converted to JHA's software by the end of June 1999. SCC will continue to offer bookkeeping, proof and imaging services to its customer banks, as well as the affiliated banks. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The Corporation's primary market risk exposure is interest rate risk and, to a lesser extent, liquidity risk. The Banks do not maintain a trading account for any class of financial instrument and the Corporation is not affected by foreign currency exchange rate risk or commodity price risk. Due to the basis in equities held by Farmers being so much less than the current fair value at this time, the Corporation is not subject to significant equity price risk. Interest rate risk is the risk that the Corporation's financial condition will be adversely affected due to movements in interest rates. The Corporation, like other financial institutions, is subject to interest rate risk to the extent that its interest-earning assets reprice differently than interest-bearing liabilities. The income of financial institutions is primarily derived from the excess of interest earned on interest-earning assets over interest paid on interest-bearing liabilities. One of the Corporation's principal financial objectives is to achieve long-term profitability while reducing its exposure to fluctuations in interest rates. Accordingly, the Corporation places great importance on monitoring and controlling interest rate risk. There are several methods employed by the Corporation to monitor and control interest rate risk. One such method is using gap analysis. The gap is defined as the repricing variance between rate sensitive assets and rate sensitive liabilities within certain periods. The repricing can occur due to changes in rates on variable products as well as maturities of interest-earning assets and interest-bearing liabilities. A high ratio of interest sensitive liabilities, generally referred to as a negative gap, tends to benefit net interest income during periods of falling rates as the average rate on interest-bearing liabilities falls faster than the average rate earned on interest-earning assets. The opposite holds true in during periods of rising rates. The Corporation attempts to minimize the interest rate risk through management of the gap in order to achieve consistent shareholder return. The Corporation's Assets and Liability Management Policy is to maintain a laddered gap position. One strategy is to originate variable rate loans tied to market indices. Such loans reprice as the underlying market index changes. Currently, approximately 51.1% of the Corporation's loan portfolio reprices on at least an annual basis. The Corporation also invests excess funds in federal funds that mature and reprice daily. Page 21 22 First Citizens Banc Corp Notes to Interim Consolidated Financial Statements (Unaudited) Form 10-Q - -------------------------------------------------------------------------------- The Corporation's 1998 annual report details a table, which provides information about the Banks financial instruments that are sensitive to changes in interest rates as of December 31, 1998. The table is based on information and assumptions set forth in the notes. The Corporation believes the assumptions are reasonable. For loans, securities and liabilities with contractual maturities, the table represents principal cash flows and weighted average interest rate. For variable rate loans the contractual maturity and weighted average interest rate were used with an explanatory footnote as to repricing periods. For liabilities without contractual maturities such as demand and savings deposits, a decay rate was utilized to match their most likely withdrawal behavior. Management believes that no events have occurred since December 31, 1998 which would significantly change the ratio of rate sensitive liabilities for the given time horizon. Page 22 23 First Citizens Banc Corp Other Information Form 10-Q - -------------------------------------------------------------------------------- Part II - Other Information ITEM 1. LEGAL PROCEEDINGS None ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS None ITEM 3. DEFAULTS UPON SENIOR SECURITIES None ITEM 4. SUBMISSIONS OF MATTERS TO A VOTE OF SECURITY HOLDERS First Citizens Banc Corp held its annual meeting on May 4, 1999, for the purpose of considering and voting on the following: 1.) To elect five Class III directors to serve terms of three years or until their successors are elected and qualified. 2.) To ratify appointment of Crowe, Chizek & Co. as independent auditors for the calendar year 1999. Five directors, Robert L. Bordner, Mary Lee G. Close, Richard B. Fuller, George L. Mylander and Richard O. Wagner were nominated for reelection and were subsequently reelected as directors. The appointment of Crowe, Chizek & Co. as independent auditors was ratified. No other issues were brought before the meeting. The summary of the voting of common shares outstanding was as follows:
For Withheld DIRECTOR CANDIDATE Robert L. Bordner 2,771,071 49,923 Mary Lee G. Close 2,756,916 64,078 Richard B. Fuller 2,769,185 51,809 George L. Mylander 2,770,617 50,377 Richard O. Wagner 2,756,816 64,178
For Against Abstain ACCOUNTING FIRM Crowe, Chizek & Co. 2,795,153 566 25,275
Page 23 24 Item 5. OTHER INFORMATION None Item 6. (a) EXHIBIT NO. 27 Financial Data Schedule .................27 (b) EXHIBIT NO. 99 Safe Harbor under the Private Securities Litigation Reform Act of 1995 (c) REPORTS ON FORM 8-K - Incorporated by reference. Originally filed on April 14, 1999 announcing the rescheduling of our annual meeting from April 20, 1999 to May 4, 1999. Page 24 25 Signatures Pursuant to the requirements of the Securities Exchange Act of 1934, The registrant has caused this report to be signed on its behalf the undersigned thereunto duly authorized. First Citizens Banc Corp /s/ David A. Voight August 12, 1999 - ------------------------------- ------------------------- David A. Voight Date President /s/ James O. Miller August 12, 1999 - ------------------------------- ------------------------- James O. Miller Date Executive Vice President Page 25 26
Exhibit Number Description Page Number - ------ ----------- ----------- 27 Financial Data Schedule 27 99 Safe Harbor Under the Private Securities Incorporated by reference to Exhibit 99 to Litigation Reform Act of 1995 Annual Report on Form 10-K for the Year Ended December 31, 1998 filed by the registrant on March 25, 1999
Page 26 EX-27 2 EXHIBIT 27
9 0000944745 FIRST CITIZENS BANC CORP. 6-MOS DEC-31-1999 JAN-01-1999 JUN-30-1999 15,864,520 149,282 10,585,000 0 162,211,441 654,874 660,578 274,411,329 4,458,393 482,517,508 407,582,532 15,055,542 4,646,004 2,228,082 0 0 23,257,520 29,747,828 482,571,508 11,556,813 4,565,093 362,050 16,483,956 7,224,511 7,731,122 8,752,834 156,000 730,861 7,125,844 4,197,474 3,048,459 0 0 3,048,459 .71 .71 3.71 1,609,000 701,000 0 0 4,567,126 401,052 136,319 4,458,393 4,458,393 0 1,388,687
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