Ameris Bancorp (ABCB) 8-K Entry into a Material Definitive Agreement

Exhibit 99.1

FIRST NATIONAL BANC, INC. & SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

Unaudited

	September 30, 2005		December 31, 2004
	(Unaudited)		(Audited)
ASSETS
Cash and due from banks	6,890,849		10,668,009
Federal funds sold	36,064,000		2,403,000
Cash and cash equivalents	42,954,849		13,071,009
Interest-bearing deposits in other banks	548,342		528,401
Securities available-for-sale	19,302,225		17,578,770
Loans	200,820,277		220,311,351
Less allowance for loan losses	(5,653,974	)	(4,172,000	)
Loans, net	195,166,303		216,139,351
Premises and equipment, net	8,018,742		8,242,844
Foreclosed real estate, net	663,711		1,335,390
Other investments	1,786,400		1,490,250
Intangible assets	2,347,098		2,474,741
Other assets	3,426,093		4,774,192
Total assets	274,213,763		265,634,948
LIABILITIES
Deposits:
Noninterest-bearing	31,525,086		23,811,209
Interest-bearing	208,298,112		205,818,012
Total deposits	239,823,198		229,629,221
Federal Home Loan Bank advances	9,000,000		10,750,000
Subordinated debentures	5,155,000		5,155,000
Other liabilities	2,786,418		1,960,849
Total liabilities	256,764,615		247,495,070
SHAREHOLDERS’ EQUITY
Common stock - par value $.001 per share; 9,000,000 shares authorized; 1,033,802 and 1,033,802 issued in 2005 and 2004, respectively	1,033		1,033
Preferred stock - par value $.001 per share 1,000,000 shares authorized; none issued
Additional paid-in capital	16,646,096		16,646,096
Retained earnings	1,753,904		2,392,060
Accumulated other comprehensive loss	(120,083	)	(72,109	)
	18,280,950		18,967,080
Treasury stock, at cost - 17,426 shares in 2005 and 17,326 shares in 2004	(831,802	)	(827,202	)
Total shareholders’ equity	17,449,148		18,139,878
Total liabilities and shareholders’ equity	274,213,763		265,634,948

FIRST NATIONAL BANC, INC. & SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

Unaudited

	Three Months Ended September 30,						Nine Months Ended September 30,
	2005			2004			2005			2004
INTEREST INCOME
Loans, including fees	$	3,882,524		$	3,944,481		$	12,075,716		$	10,075,482
Investment securities:
Taxable		125,503			114,512			363,531			253,000
Tax-exempt		9,000			10,500			28,382			31,500
Other interest		257,089			13,846			344,971			35,981
Total interest income		4,274,116			4,083,339			12,812,600			10,395,963
INTEREST EXPENSE
Deposits		1,510,915			926,304			4,094,954			2,336,431
Federal Home Loan Bank advances		137,795			140,667			387,197			418,805
Other borrowed funds		88,229			74,930			252,328			143,671
Total interest expense		1,736,938			1,141,901			4,734,478			2,898,907
NET INTEREST INCOME		2,537,178			2,941,438			8,078,122			7,497,056
PROVISION FOR LOAN LOSSES		(57,500	)		(49,000	)		(3,654,500	)		(314,658	)
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES		2,479,678			2,892,438			4,423,622			7,182,398
NONINTEREST INCOME
Service charges on deposit accounts		127,636			140,221			362,131			352,254
Mortgage origination fees		109,831			196,668			561,186			442,059
Other service charges and fees		93,019			209,030			239,340			568,637
Other income		346,488			77,791			580,687			198,893
Total noninterest income		676,974			623,710			1,743,344			1,561,843
NONINTEREST EXPENSES
Salaries and employee benefits		1,260,781			1,008,361			3,146,071			2,608,202
Net occupancy expense		137,776			131,092			409,281			336,953
Other expenses		1,175,541			1,471,057			3,424,414			3,032,114
Total noninterest expense		2,574,098			2,610,510			6,979,766			5,977,269
INCOME (LOSS) BEFORE INCOME TAXES		582,554			905,638			(812,800	)		2,766,972
PROVISION FOR INCOME TAXES (BENEFITS)		219,653			306,953			(377,926	)		1,037,190
NET INCOME (LOSS)		362,901			598,685			(434,874	)		1,729,782
Earnings (loss) per share:
Basic	$	0.36		$	0.59		$	(0.43	)	$	1.89
Diluted	$	0.35		$	0.58		$	(0.43	)	$	1.86

FIRST NATIONAL BANC, INC. & SUBSIDIARIES

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

Nine Months Ended September 30, 2005 and 2004

Unaudited

	Common Stock			Additional Paid-In Capital			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Treasury Stock			Total
	Shares	Amount
BALANCE - DECEMBER 31, 2003	492,441	$	492	$	7,113,867		$	4,881,686		$	11,161		$	(217,110	)	$	11,790,096
Comprehensive income:
Net income								1,729,782									1,729,782
Other comprehensive income:
Net change in unrealized gain on securities available-for-sale, net tax effects											8,704						8,704
Total comprehensive income																	1,738,486
Exercise of options	10,775		11		353,344									(132,367	)		220,988
Cash dividends								(424,658	)								(424,658	)
Purchase of treasury stock (11,332 shares)														(427,749	)		(427,749	)
Stock issuance in merger	204,000		204		9,179,211												9,179,415
Stock dividend effected in form of a stock split	325,811		326		(326	)
BALANCE - SEPTEMBER 30, 2004	1,033,027	$	1,033	$	16,646,096		$	6,186,810		$	19,865		$	(777,226	)	$	22,076,578
BALANCE - DECEMBER 31, 2004	1,033,802	$	1,033	$	16,646,096		$	2,392,060		$	(72,109	)	$	(827,202	)	$	18,139,878
Comprehensive income:
Net income								(434,874	)								(434,874	)
Other comprehensive income:
Net change in unrealized gain on securities available-for-sale, net tax effects											(47,974	)					(47,974	)
Total comprehensive income																	(482,848	)
Cash dividends								(203,282	)								(203,282	)
Purchase of treasury stock (100 shares)														(4,600	)		(4,600	)
BALANCE - SEPTEMBER 30, 2005	1,033,802	$	1,033	$	16,646,096		$	1,753,904		$	(120,083	)	$	(831,802	)	$	17,449,148

FIRST NATIONAL BANC, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004

	2005			2004
OPERATING ACTIVITIES
Net income	$	(434,874	)	$	1,729,782
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		492,677			263,651
Net (gains) losses on sale of securities available for sale		—			26,075
Provision for loan losses		3,654,500			314,658
Net other operating activities		3,504,437			(262,676	)
Total adjustments		7,651,614			341,708
Net cash provided by operating activities		7,216,740			2,071,490
INVESTING ACTIVITIES
(Increase) decrease in interest-bearing deposits in banks		(19,941	)		448,920
Purchases of securities available for sale		(6,680,829	)		(12,321,631	)
Proceeds from maturities of securities available for sale		4,836,477			6,516,410
Proceeds from sale of securities available for sale		—			1,973,290
(Increase) decrease in other investments		(296,150	)		371,242
(Increase) decrease in loans, net		16,684,171			(32,424,828	)
Purchase of premises and equipment		(92,723	)		(331,552	)
Net cash received in bank acquisition		—			4,475,712
Net cash provided by (used in) investing activities		14,431,005			(31,292,437	)
FINANCING ACTIVITIES
Increase (decrease) in deposits		10,193,977			16,643,940
Increase (decrease) in federal funds purchased and securities sold under agreements to repurchase		—			1,557,000
Increase (decrease) in Federal Home Loan Bank Advances		(1,750,000	)		5,250,000
Proceeds from issuance of subordinated debentures		—			5,155,000
Dividends paid		(203,282	)		(424,658	)
Proceeds from exercise of stock options		—			111,988
Purchase of treasury shares		(4,600	)		(427,749	)
Net cash provided by (used in) financing activities		8,236,095			27,865,521
Net decrease in cash and due from banks		29,883,840			(1,355,426	)
Cash and due from banks at beginning of year		13,071,009			9,620,226
Cash and due from banks at end of year	$	42,954,849		$	8,264,800

FIRST NATIONAL BANC, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1. METHOD OF PRESENTATION

The accompanying unaudited consolidated financial statements, which are for interim periods, do not include all disclosures provided in the annual consolidated financial statements. These financial statements and the notes thereto should be read in conjunction with the annual financial statements and the notes thereto for the year ended December 31, 2004 included in the Company’s annual report on Form 10-KSB.

All material intercompany balances and transactions have been eliminated.

In the opinion of the Company, the accompanying unaudited consolidated financial statements contain all adjustments (which are of a normal recurring nature) necessary for a fair presentation of the financial statements. The results of operations for the nine months ended September 30, 2005 are not necessarily indicative of the results to be expected for the full year.

NOTE 2. PENDING MERGER

The directors of the Company entered into a definitive merger agreement with Ameris Bancorp, formerly ABC Bancorp, a multi-bank holding company with headquarters in Moultrie, Georgia, whereby Ameris Bancorp would acquire all the outstanding common stock of the Company in exchange for cash and common stock of Ameris Bancorp. The merger is subject to approval by the Company’s shareholders and certain regulatory authorities. Upon completion of the merger, First National Bank, St. Mary’s will be merged with and into The First Bank of Brunswick and will thereafter be operated as a branch of The First Bank of Brunswick. First National Bank, Orange Park, will be operated as a separate subsidiary.

The merger was approved by the Company’s shareholders and certain regulatory authorities and was closed on December 16, 2005.