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, 1996 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 2-89283 IOWA FIRST BANCSHARES CORP. ------------------------------------------------------ (Exact name of registrant as specified in its charter) STATE OF IOWA 42-1211285 - ------------------------------- ------------------- (State or other jurisdiction (IRS Employer of incorporation or organization) Identification No.) 300 East Second Street Muscatine, Iowa 52761 ---------------------------------------- (Address of principal executive offices) 319-263-4221 ------------------------------- (Registrant's telephone number) 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. [ ] YES [ X ] NO At June 30, 1996 there were 566,241 shares of the registrant's common stock outstanding. IOWA FIRST BANCSHARES CORP. AND SUBSIDIARIES INDEX TO FORM 10-Q PART 1 Financial Information Item 1. Financial Statements Consolidated Condensed Balance Sheets, June 30, 1996 and December 31, 1995 Consolidated Condensed Statements of Operations, Six Months Ended June 30, 1996 and 1995 Consolidated Condensed Statements of Cash Flows, Six months Ended June 30, 1996 and 1995 Notes to Consolidated Condensed Financial Statements Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations PART II Other Information Item 6. Exhibits and Reports on Form 8-K Signatures IOWA FIRST BANCSHARES CORP. AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS (In Thousands) (Unaudited) June 30, December 31, 1996 1995 --------- ------------ ASSETS Cash and due from banks ....................................... $ 11,660 $ 10,963 Investment securities available for sale (cost June 30, ...... 70,431 60,728 1996, $70,876; December 31, 1995, $60,364) Federal funds sold and securities purchased under resale agreements .......................... 11,660 24,700 Loans, net of allowance for possible loan June 30, 1996, $2,716; December 31, 1995, $2,309 .......................... 172,059 169,342 Bank premises and equipment, net .............................. 4,243 4,342 Other assets .................................................. 2,969 2,755 --------- --------- TOTAL ASSETS ............................................... $ 273,022 $ 272,830 ========= ========= LIABILITIES AND STOCKHOLDERS' EQUITY LIABILITIES Noninterest bearing deposits .................................. $ 34,206 $ 35,076 Interest bearing deposits ..................................... 201,644 200,877 --------- --------- TOTAL DEPOSITS ............................................. $ 235,850 $ 235,953 Securities sold under agreements to repurchase ................................................. 5,129 6,814 Federal Home Loan Bank advances ............................... 3,887 3,398 Treasury tax and loan open note ............................... 2,500 1,525 Other liabilities ............................................. 2,254 2,107 --------- --------- TOTAL LIABILITIES .......................................... $ 249,620 $ 249,797 --------- --------- STOCKHOLDERS' EQUITY Common Stock .................................................. $ 200 $ 200 Surplus ....................................................... 3,870 3,800 Retained earnings ............................................. 20,561 19,326 --------- --------- $ 24,631 $ 23,326 Unrealized gains (losses) on securities available for sale, net (278) 229 Less net cost of common shares acquired for the treasury ...... 951 522 --------- --------- TOTAL STOCKHOLDERS' EQUITY ................................. $ 23,402 $ 23,033 --------- --------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY .................... $ 273,022 $ 272,830 ========= ========= See notes to Consolidated Condensed Financial Statements. IOWA FIRST BANCSHARES CORP. AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (In Thousands, Except Per Share Data) (Unaudited) Three Months Ended Six Months Ended June 30, June 30, ------------------ ----------------- 1996 1995 1996 1995 ------- ------- ------- ------- INTEREST INCOME: Interest and fees on loans .................. $ 3,879 $ 3,622 $ 7,569 $ 7,084 Interest on investment securities ........... 970 919 1,889 1,901 Interest on federal funds sold and securities purchased under resale agreements ......... 284 175 577 191 ------- ------- ------- ------- Total interest income ....................... $ 5,133 $ 4,716 $10,035 $ 9,176 ------- ------- ------- ------- INTEREST EXPENSE: Interest on deposits ........................ $ 2,304 $ 2,206 $ 4,578 $ 4,185 Interest on repurchase agreements and other borrowings .......................... 140 53 295 112 ------- ------- ------- ------- Total interest expense ...................... $ 2,444 $ 2,259 $ 4,873 $ 4,297 ------- ------- ------- ------- Net interest income ......................... $ 2,689 $ 2,457 $ 5,162 $ 4,879 Provision for possible loan losses ............. 25 15 40 30 ------- ------- ------- ------- Net interest income after provision for possible loan losses ...................... $ 2,664 $ 2,442 $ 5,122 $ 4,849 Investment securities gains (losses) ........... 0 4 0 6 Other income ................................... 483 360 870 730 Other expense .................................. 1,662 1,744 3,333 3,491 ------- ------- ------- ------- Income before income taxes .................. $ 1,485 $ 1,062 $ 2,659 $ 2,094 Applicable income taxes ........................ 510 317 892 646 ------- ------- ------- ------- Net income ..................................... $ 975 $ 745 $ 1,767 $ 1,448 ======= ======= ======= ======= Per share data: Net earnings per common share ................ $ 1.63 $ 1.26 $ 2.97 $ 2.45 ======= ======= ======= ======= Dividends declared per common share ............ $ 0.48 $ 0.39 $ 0.93 $ 0.76 ======= ======= ======= ======= See notes to Consolidated Condensed Financial Statements. IOWA FIRST BANCSHARES CORP. AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS For The Six Months Ended June 30, 1996 and 1995 (In Thousands) 1996 1995 -------- -------- CASH FLOWS FROM OPERATING ACTIVITIES Net income ...................................................... $ 1,767 $ 1,448 Adjustments to reconcile net income to net cash provided by operating activities: Proceeds from FHLMC ......................................... 3,565 391 Loans underwritten for FHLMC ................................. (3,562) (390) Gains on loans sold to FHLMC ................................. (3) (1) Provision for loan losses .................................... 40 30 Investment securities (gains) losses, net .................... 0 (6) Depreciation ................................................. 190 220 Deferred income taxes ........................................ (537) 0 Amortization of premiums and accretion of discounts on loans and investment securities, net .................... 121 113 (Increase) decrease in other assets .......................... 100 229 Increase (decrease) in other liabilities ..................... (166) (116) -------- -------- Net cash provided by operating activities ....................... $ 1,515 $ 1,918 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES Net (increase) decrease in federal funds sold ................ $ 13,040 $ (5,723) Proceeds from maturities of investment securities ............ 10,064 9,728 Proceeds from sales of investment securities ................. 0 2,472 Purchases of investment securities ........................... (19,888) (4,809) Net (increase) in loans ...................................... (2,757) (4,976) Purchases of bank premises and equipment ..................... (91) (154) -------- -------- Net cash (used in) investing activities ...................... $ 368 $ (3,462) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES Net (decrease) in noninterest bearing deposits ............... $ (870) $ (2,091) Net increase in interest bearing deposits .................... 767 1,471 Net increase (decrease) in securities sold under agreements to repurchase ................................... (1,685) 2,211 Net increase in other borrowings ............................. 1,464 1,450 Cash dividends paid .......................................... (503) (614) Reissuance of treasury stock ................................. 37 0 Purchases of common stock for the treasury ................... (396) (227) -------- -------- Net cash provided by financing activities .................... $ (1,186) $ 2,200 -------- -------- Net increase in cash and due from banks ...................... $ 697 $ 656 Cash and due from banks: Beginning .................................................... 10,963 11,720 -------- -------- Ending ....................................................... $ 11,660 $ 12,376 ======== ======== SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash payments for: Interest ................................................... $ 4,845 $ 4,982 Income taxes ............................................... $ 635 $ 455 See notes to Consolidated Condensed Financial Statements. IOWA FIRST BANCSHARES CORP. AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS Note 1. Nature of Business and Significant Accounting Policies Nature of business: Iowa First Bancshares Corp. is a bank holding company providing bank and bank related services through its subsidiaries. Significant accounting policies: Principles of consolidation: The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, First National Bank of Muscatine (Muscatine) and First National Bank in Fairfield (Fairfield), collectively referred to herein as (Banks). All material intercompany accounts and transactions have been eliminated in consolidation. The unaudited interim financial statements presented reflect all adjustments which are, in the opinion of management, necessary to a fair statement of the results for the interim periods. All such adjustments are of a normal recurring nature. Presentation of cash flows: For purposes of reporting cash flows, cash and due from banks include cash on-hand and amounts due from banks. Cash flows from demand deposits, NOW accounts, savings accounts, and federal funds sold are reported net, since their original maturities are less than three months. Cash flows are also reported net for securities sold under agreements to repurchase, Federal Home Loan Bank advances, TT&L open note, certificates of deposits, and loans. Investment securities: Investment securities held to maturity are those debt securities that the Banks have the ability and intent to hold until maturity regardless of changes in market conditions, liquidity needs or changes in general economic conditions. Such securities are carried at cost adjusted for amortization of premiums and accretion of discounts. If the ability or intent to hold to maturity is not present for certain specified securities, such securities are considered available for sale as the Banks intend to hold them for an indefinite period of time but not necessarily to maturity. Any decision to sell a security classified as available for sale would be based on various factors, including significant movements in interest rates, changes in the maturity mix of the Banks' assets and liabilities, liquidity needs, regulatory capital considerations, and other similar factors. Securities available for sale are carried at fair value. Unrealized gains or losses are reported as increases or decreases in stockholders' equity, net of the related deferred tax effect. There are no securities held for trading purposes. Realized gains or losses, determined on the basis of the cost of specific securities sold, are included in earnings. Pursuant to a FASB Special Report "A Guide to Implementation of Statement 115 on Accounting for Certain Investments in Debt and Equity Securities" the Company transferred at fair value all investment securities from held to maturity to available for sale prior to December 31, 1995. Loans and direct lease financing: Loans are stated at the amount of unpaid principal, reduced by unearned discount and an allowance for loan losses. The Banks record impaired loans at the present value of expected future cash flows discounted at the loan's effective interest rate, or as an expedient, at the loan's observable market price or the fair value of the collateral if the loan is collateral dependent. A loan is impaired when it is probable the creditor will be unable to collect all contractual principal and interest payments due in accordance with the terms of the loan agreement. The allowance for loan losses is maintained at the level considered adequate by management of the Banks to provide for losses that can be reasonably anticipated. The allowance is increased by provisions charged to operating expense and reduced by net charge-offs. In determining the adequacy of the allowance balance, the Banks make continuous credit reviews of the loan portfolio and related off-balance sheet commitments, consider current economic conditions, historical loan loss experience, review of specific problem loans and other factors. Unearned interest on discounted loans is amortized to income over the life of the loans using the interest method. For all other loans, interest is accrued daily on the outstanding balances. Accrual of interest is discontinued on a loan when management believes, after considering collection efforts and other factors, that the borrower's financial condition is such that collection of interest is doubtful. Generally this occurs when the collection of interest or principal has become 90 days past due. Direct loan and lease origination fees and costs are generally being deferred and the net amount amortized as an adjustment of the related loan's or lease's yield. The Banks generally amortize these amounts over the contractual life. Commitment fees based upon a percentage of customers' unused lines of credit and fees related to standby letters of credit are not significant. Bank premises and equipment: Bank premises and equipment are stated at cost less accumulated depreciation. Depreciation is computed primarily by the straight-line method based on estimated useful lives. Other assets: Other real estate (ORE), which is included in other assets, represents properties acquired through foreclosure, in-substance foreclosure or other proceedings. ORE is recorded at the lower of the amount of the loan or fair market value of the properties. Any write-down to fair market value at the time of transfer to ORE is charged to the allowance for loan losses. Property is evaluated regularly to ensure that the recorded amount is supported by the current fair market value. Income taxes: The Company files its tax return on a consolidated basis with its subsidiary banks. The entities follow the direct reimbursement method of accounting for income taxes under which income taxes or credits which result from the subsidiary banks' inclusion in the consolidated tax return are paid to or received from the parent company. Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carryforwards and deferred liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. Deferred income taxes have not been provided on the equity in undistributed net income of the subsidiaries as the entities file a consolidated income tax return. Trust assets: Trust assets (other than cash deposits) held by the Banks in fiduciary or agency capacities for its customers are not included in the accompanying consolidated balance sheets since such items are not assets of the Banks. Fair value of financial instruments: FAS No. 107, Disclosures about Fair Market Value of Financial Instruments, requires disclosure of fair value information about financial instruments, whether or not recognized in the balance sheet, for which it is practicable to estimate that value. Interim condensed financial statements are not required to include the disclosures outlined by FAS 107 and, accordingly, are not included herein. Note 2. Capital Stock and Earnings Per Share Common shares and preferred stock authorized total 2,000,000 shares and 500,000 shares, respectively. Primary earnings per share are arrived at by dividing net income by the weighted average number of shares of common stock and common stock equivalents outstanding for the respective period. The weighted average number of shares of common stock and common stock equivalents outstanding for the second quarter and year-to-date through June 30, 1996 was 596,345 and 595,900, respectively. Fully diluted earnings per share are not shown as the dilutive effect of common stock equivalents was less than three percent. IOWA FIRST BANCSHARES CORP. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Discussion and Analysis of Financial Condition The Company's total assets at June 30, 1996, were $273,022,000. Muscatine's total assets were $188,522,000 which reflects a $221,000 (0.1%) increase from December 31, 1995, total assets. Fairfield's total assets were $82,440,000 at June 30, 1996, which is a decrease of $25,000 when compared to December 31, 1995, total assets. Total consolidated assets increased only $192,000 during the first six months of 1996. Net loans totaled $172,059,000 at June 30, 1996. Net loans at Muscatine increased by $3,476,000 (3.0%) during the first six months. Net loans decreased at Fairfield by $759,000 (1.4%) during the first six months. Consolidated net loans increased by $2,717,000 (1.6%) year-to-date with nearly all of the increase occurring during the second quarter. Total available for sale securities increased $9.7 million during the first six months of 1996 while federal funds sold decreased $13 million. The Banks continue to emphasize purchase of securities with maturities of five years and less as such purchases offer reasonable yields with very little credit risk as well as limited interest rate risk. Additionally, selected securities with longer maturities have been purchased in order to enhance overall portfolio yield without significantly increasing risk. At June 30, 1996, less than 10% of investment securities mature in more than five years and less than 2% mature in more than ten years. No securities have been sold during the year. Total deposits at June 30, 1996, were $235,850,000. Deposits at Muscatine increased .8% from the prior year end. Fairfield's total deposits decreased approximately 1.8% during the same period. This represents a combined deposit decrease of $103,000 for the Company during the first six months of 1996. Additionally, securities sold under agreements to repurchase decreased $1.7 million to total $5.1 million. Intermediate term advances borrowed from the Federal Home Loan Bank totaled $3.9 million at quarter end. Results of Operations Consolidated net income was $975,000, or $1.63 per share, for the second quarter of 1996, a $230,000 or 30.9% increase from the same period last year. This improvement included $150,000 of nonrecurring income primarily from recovery of interest on two loans which had been on nonaccrual of interest status for quite some time. These loans were paid off and our position in certain leases were sold during the second quarter resulting in the aforementioned $150,000 additional income. Without these unusual increases to net income, the second quarter 1996 earnings were $825,000 compared to $745,000 for the same period in 1995, an increase of $80,000 or 10.7%. Net income for the six months ended June 30, 1996 was $1,767,000 compared to $1,448,000 in 1995 for a 22% increase. Without the nonrecurring income discussed above this increase was 11.7%. The Company has been able to expand the net interest margin, as compared to the prior year by actively managing asset quality, growth of the loan portfolio, and rates paid on assets and liabilities. Management has expressed concern, however, as to the ability to continue increasing the net interest margin each quarter if short-term interest rates climb. Provisions for loan losses were $40,000 for the six months ended June 30, 1996, which is $10,000 greater than the same period in 1995. Net loan recoveries totaled $367,000 compared to net recoveries of $53,000 for the first six months of 1995. Nonaccrual loans were reduced during the past twelve months totaling $758,000 at June 30, 1996, over $450,000 less than at June 30, 1995. Other real estate owned totaled $107,000, and loans past due 90 days or more and still accruing totaled $152,000. The reserve for loan losses of $2,716,000 represents 1.6% of net loans and 267% of total nonaccrual loans, other real estate owned, and loans past due 90 days or more and still accruing. The efficiency ratio, defined as noninterest expense as a percent of net interest income plus noninterest income, was 55.3% for the first six months of 1996 compared to 60% for all of 1995. Interest Rate Sensitivity The Company manages its balance sheet to minimize the impact of interest rate movements on its earnings. The term "rate sensitive" refers to those assets and liabilities which are "sensitive" to fluctuations in rates and yields. When interest rates move, earnings may be affected in many ways. Interest rates on assets and liabilities may change at different times or by different amounts. Maintaining a proper balance between rate sensitive earning assets and rate sensitive liabilities is the principal function of asset and liability management of a banking organization. The following table shows the interest rate sensitivity position at several repricing intervals (dollar amounts in thousands): Repricing Maturities at June 30, 1996 Less Than 3-12 1-5 More Than Noninterest 3 Months Months Years 5 Years Bearing Total -------- -------- -------- --------- ----------- --------- Assets: Loans ..................................... $ 60,263 $ 31,958 $ 67,148 $ 14,648 $ 758 $ 174,775 Investment securities ..................... 8,689 12,226 42,071 7,435 10 70,431 Other earning assets ...................... 11,660 0 0 0 0 11,660 Nonearning assets ......................... 0 0 0 0 16,156 16,156 -------- -------- -------- -------- -------- --------- Total assets ........................... $ 80,612 $ 44,184 $109,219 $ 22,083 $ 16,924 $ 273,022 ======== ======== ======== ======== ======== ========= Liabilities and Equity: Deposits .................................. $ 54,414 $ 88,240 $ 58,990 $ 0 $ 34,206 $235,850 Other purchased funds ..................... 6,129 1,500 2,450 1,437 0 11,516 Other liabilities ......................... 0 0 0 0 2,254 2,254 Equity .................................... 0 0 0 0 23,402 23,402 -------- -------- -------- -------- -------- -------- Total liabilities and equity .......... $ 60,543 $ 89,740 $ 61,440 $ 1,437 $ 59,862 $273,022 ======== ======== ========= ======== ======== ======== Repricing gap ............................... $ 20,069 $(45,556) $ 47,780 $ 20,646 $(42,938) $ 0 Cumulative repricing gap .................... $ 20,069 $(25,488) $ 22,292 $ 42,938 $ 0 $ 0 The data in this table incorporates the contractual characteristics as well as an estimate of the actual repricing characteristics of the Company's assets and liabilities. Based on the estimate, twenty percent of the savings and NOW accounts are reflected in the less than three months category, 30% in the three month to one year category, with the remaining 50% in the 1-5 year time frame. Money market accounts are estimated as 25% in the less than three months category and 75% in the three months to one year time frame. A positive repricing gap for a given period exists when total interest-earning assets exceed total interest-bearing liabilities and a negative gap exists when total interest-bearing liabilities are in excess of interest-earning assets. Generally a positive repricing gap will result in increased net interest income in a rising rate environment and decreased net interest income in a falling rate environment. A negative repricing gap tends to produce increased net interest income in a falling rate environment and decreased net interest income in a rising rate environment. At June 30, 1996, rate sensitive liabilities exceeded rate sensitive assets within a one year maturity range by $25.5 million and, thus, the Company is positioned to benefit from a decline in interest rates within the next year. The Company's repricing gap position is useful for measuring general relative risk levels. However, even with perfectly matched repricing of assets and liabilities, interest rate risk cannot be avoided entirely. Interest rate risk remains in the form of prepayment risk of assets and liabilities, timing lags in adjusting certain assets and liabilities that have varying sensitivities to market interest rates, and basis risk. Basis risk refers to the possibility that the repricing behavior of variable-rate assets could differ from the repricing characteristics of liabilities which reprice in the same time period. Even though these assets are match-funded, the spread between asset yields and funding costs could change. Because the repricing gap position does not capture these risks, Management utilizes simulation modeling to measure and manage the rate sensitivity exposure of earnings. The Company's simulation model provides a projection of the effect on net interest income of various interest rate scenarios and balance sheet strategies. Liquidity For banks, liquidity represents ability to meet both loan commitments and deposit withdrawals. Factors which influence the need for liquidity are varied, but include general economic conditions, asset/liability mix, bank reputation, future FDIC funding needs, changes in regulatory environment, and credit standing. Assets which provide liquidity consist principally of loans, cash and due from banks, investment securities, and short-term investments such as federal funds. Maturities of securities held for investment purposes and loan payments provide a constant flow of funds available for cash needs. Additionally, liquidity can be gained by the sale of loans or securities prior to maturity if such assets had previously been designated as available for sale. Interest rates, relative to the rate paid by the security or loan sold, along with the maturity of the security or loan, are the major determinates of the price which can be realized upon sale. The subsidiary banks do not have brokered deposits. Securities available for sale with a cost totaling $70,876,000 at quarter-end included net unrealized losses of $445,000. These securities may be sold in whole or in part to increase liquid assets, reposition the investment portfolio, or for other purposes as defined by Management. Capital Stockholders' equity increased $369,000 during the six months ended June 30, 1996. Federal regulatory agencies have adopted various capital standards for financial institutions, including risk-based capital standards. The primary objectives of the risk-based capital framework are to provide a more consistent system for comparing capital positions of financial institutions and to take into account the different inherent risks among financial institutions' assets and off-balance-sheet items. Risk-based capital standards have been supplemented with requirements for a minimum Tier 1 capital to assets ratio (leverage ratio). In addition, regulatory agencies consider the published capital levels as minimum levels and may require a Financial Institution to maintain capital at higher levels. A comparison of the Company's capital as of June 30, 1996 with the minimum requirements is presented below. Minimum Actual Requirements ------ ------------ Tier 1 risk-based capital ..................... 13.71% 4.00% Total risk-based capital ...................... 15.29% 8.00% Tier 1 leverage ratio ......................... 8.67% 3.00% Impact of Inflation and Changing Prices The financial statements and related data presented herein have been prepared in accordance with generally accepted accounting principles, which require the measurement of financial position and operating results in terms of historical dollars without considering changes in the relative purchasing power of money over time due to inflation. Unlike most industrial companies, virtually all of the assets and liabilities of a financial institution are monetary in nature. As a result, interest rates have a more significant impact on a financial institution's performance than the effects of general levels of inflation. Interest rates do not necessarily move in the same direction or in the same magnitude as the price of goods and services. In the current interest rate environment, liquidity and the maturity structure of the Company's assets and liabilities are critical to the maintenance of acceptable performance levels. Trends, Events or Uncertainties Officers and Directors of the Company and its subsidiaries have had, and may have in the future, banking transactions in the ordinary course of business of the Company's subsidiaries. All such transactions are on substantially the same terms, including interest rates on loans and collateral, as those prevailing at the time for comparable transactions with others, involve no more than normal risk of collectibility, and present no other unfavorable features. At its meeting on June 15, 1989, the Company's Board of Directors authorized a stock repurchase program, to repurchase up to 10 percent of the Company's shares. Through June 30, 1996, slightly over 5.5% of the common stock had been purchased under the program, net of sales to the Company's Employee Stock Ownership Plan and shares issued pursuant to the Company's stock option plan. The Company expects to continue repurchase of its common stock from time to time under the repurchase program. During June the Board of Directors authorized a three-for-one stock split effected as a stock dividend payable to common stockholders on record as of July 2, 1996, with such shares to be issued on July 26, 1996. In the normal course of business, the Banks are involved in various legal proceedings. In the current opinion of management, any liability resulting from such proceedings would not have a material effect on the Company's financial statements. The Company has incurred legal and engineering fees, and performed various tests on a bank-owned vacant lot to determine if the lot contains environmental damage or a potential for environmental damage liability. As a result of the testing, the Company has submitted a Site Clean-Up Report with the Iowa Department of Natural Resources (IADNR). The Company intends to work with the IADNR, as well as its own engineers and attorneys, to determine the nature and scope of this environmental concern, to ascertain the need for a monitoring and/or remediation program and to consider the costs and allocations of responsibility with respect to any expenses incurred under such a program. In the event that on-going monitoring or remediation is required, reimbursement by predecessor owners or insurers is likely. No conclusions have been reached at this time about a final plan of monitoring and/or remediation, if any, however costs that may be associated with such a plan will also most likely be covered by predecessor owners or insurers. Besides those previously discussed, management is not aware of any trends, events, or uncertainties that will have or that are reasonably likely to have material effect on the Company's liquidity, capital resources or operations. IOWA FIRST BANCSHARES CORP. AND SUBSIDIARIES OTHER INFORMATION ITEM 6. Exhibits and reports on Form 8-K. Reports on Form 8-K. No Form 8-K has been filed for the quarter ended June 30, 1996. IOWA FIRST BANCSHARES CORP. AND SUBSIDIARIES 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. IOWA FIRST BANCSHARES CORP. (Registrant) Aug 13, 1996 /s/ George A. Shepley - ---------------- ------------------------------- Date George A. Shepley, Chairman of the Board, President & Chief Executive Officer Aug 13, 1996 /s/ Kim K. Bartling - ---------------- ------------------------------- Date Kim K. Bartling, Senior Vice President, Chief Financial Officer & Treasurer