SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED
MARCH 31, 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: 0-21108
MARION CAPITAL HOLDINGS, INC.
(Exact name of registrant specified in its charter)
Indiana 35-1872393
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
100 West Third Street
P.O. Box 367
Marion, Indiana 46952
(Address of principal executive offices,
including Zip Code)
(317) 664-0556
(Registrant's telephone number, including area code)
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 report), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]
The number of shares of the Registrant's common stock, without par value,
outstanding as of May 9, 1996 was 1,925,222.
Marion Capital Holdings, Inc.
Form 10-Q
Index
Page No.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements 1
Consolidated Condensed Statement of Financial Condition as of
March 31, 1996 and June 30, 1995
Consolidated Condensed Statement of Income for the three- and
nine-month periods ended March 31, 1996 and 1995
Consolidated Condensed Statement of Cash Flows for the nine
months ended March 31, 1996 and 1995
Consolidated Condensed Statement of Changes in Shareholders'
Equity for the nine months ended March 31, 1996
Notes to Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial
Condition and
Results of Operations 7
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 11
Item 6. Exhibits and Reports on Form 8-K 12
SIGNATURES 13
i
MARION CAPITAL HOLDINGS, INC.
AND WHOLLY-OWNED SUBSIDIARY
FIRST FEDERAL SAVINGS BANK OF MARION
CONSOLIDATED CONDENSED STATEMENT OF FINANCIAL CONDITION
March 31, June 30,
1996 1995
------------- -------------
ASSETS
Cash $ 1,669,848 $ 2,178,493
Short-term interest bearing deposits 12,543,860 1,304,691
------------- -------------
Total cash and cash equivalents 14,213,708 3,483,184
Investment securities available for sale 1,997,500 2,985,263
Investment securities held to maturity
(market value $8,539,288 and $14,313,940) 8,629,933 14,644,838
Mortgage-backed securities (market value $1,910,409
and $2,578,056) 1,934,747 2,629,816
Loans receivable, net 139,631,494 136,323,446
Real estate owned, net 175,320 205,723
Premises and equipment 1,458,228 1,495,608
Stock in Federal Home Loan Bank (at cost which
approximates market) 909,100 909,100
Other assets 10,378,762 10,033,778
------------- -------------
Total assets $ 179,328,792 $ 172,710,756
============= =============
LIABILITIES
Deposits $ 125,129,341 $ 120,613,003
Advances from FHLB 6,741,474 6,963,152
Advances by borrowers for taxes and
insurance 336,211 214,170
Other liabilites 4,090,934 3,056,406
------------- -------------
Total liabilities 136,297,960 130,846,731
SHAREHOLDERS' EQUITY Preferred Stock:
Authorized and unissued--2,000,000 shares -- --
Common stock, without par value:
Authorized--5,000,000 shares
Issued and outstanding--2,003,170 and
1,986,288 shares 15,641,984 15,489,336
Retained earnings 27,885,728 27,114,816
Unrealized loss on securities available for sale (1,429) (9,235)
Unearned compensation (495,451) (730,892)
------------- -------------
Total shareholders' equity 43,030,832 41,864,025
------------- -------------
Total liabilities and shareholders' equity $ 179,328,792 $ 172,710,756
============= =============
1
MARION CAPITAL HOLDINGS, INC.
AND WHOLLY-OWNED SUBSIDIARY
FIRST FEDERAL SAVINGS BANK OF MARION
CONSOLIDATED CONDENSED STATEMENT OF INCOME
Three Months Ended Nine Months Ended
March 31, March 31,
---------------------------- -----------------
1996 1995 1996 1995
---- ---- ---- ----
Interest income
Loans $3,150,366 $2,931,404 $ 9,416,563 $8,524,222
Mortgage-backed securities 24,577 33,757 85,909 103,257
Federal funds sold --- --- --- 14,234
Interest-bearing deposits 87,256 30,653 199,855 95,575
Investment securities 183,212 241,258 626,617 742,369
Other interest and dividend income 18,083 17,702 54,746 47,490
----------- ----------- ------------ -----------
Total interest income 3,463,494 3,254,774 10,383,690 9,527,147
Interest expense
Deposits 1,592,905 1,380,453 4,746,469 4,036,146
Advances from FHLB 114,002 119,116 348,088 261,789
Securities sold under agreement
to repurchase 7,072 --- 52,159 ---
----------- ------------- ------------ -------------
Total interest expense 1,713,979 1,499,569 5,146,716 4,297,935
---------- ---------- ---------- ----------
Net interest income 1,749,515 1,755,205 5,236,974 5,229,212
Provision for losses on loans --- --- 24,243 65,000
------------- ------------- ----------- -----------
Net interest income after
provision for losses on loans 1,749,515 1,755,205 5,212,731 5,164,212
---------- ---------- ---------- ----------
Other income
Annuity and other commissions 38,955 32,716 121,550 107,932
Equity in losses of limited
partnerships (53,829) (45,443) (149,482) (134,492)
Other income 17,763 22,336 73,573 59,607
----------- ----------- ----------- -----------
Total other income 2,889 9,609 45,641 33,047
----------- ----------- ----------- -----------
Other expenses
Salaries and employee benefits 589,196 768,294 1,764,926 1,753,240
Occupancy expense 41,602 37,016 117,917 119,739
Equipment expense 16,260 13,250 43,827 37,668
Deposit insurance expense 82,056 80,188 244,346 243,646
Real estate operations, net 3,144 (165,128) (15,191) (100,795)
Other expenses 195,300 179,548 560,457 586,105
----------- ----------- ----------- -----------
Total other expenses 927,558 913,168 716,282 2,639,603
----------- ----------- ----------- -----------
Income before income taxes 824,846 851,646 2,542,090 2,557,656
Income tax expense 216,346 220,118 690,128 738,554
----------- ----------- ----------- -----------
Net income $ 608,500 $ 631,528 $1,851,962 $1,819,102
========== ========== ========== ==========
Per Share:
Net income $0.29 $0.30 $0.89 $0.83
Dividends $0.18 $0.15 $0.54 $0.45
2
MARION CAPITAL HOLDINGS, INC.
AND WHOLLY-OWNED SUBSIDIARY
FIRST FEDERAL SAVINGS BANK OF MARION
CONSOLIDATED CONDENSED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
Common Stock Unearned Total
------------------------- Retained Unrealized loss Compensation Shareholders'
Shares Amount Earnings on Securities RRP Equity
--------- ------------ ------------- --------------- ------------- -------------
Balances, July 1, 1995 1,986,288 $ 15,489,336 $ 27,114,816 $ (9,235) $ (730,892) $ 41,864,025
Stock repurchases (10,000) (206,250) -- -- -- (206,250)
Exercise of stock options 26,882 268,820 -- -- -- 268,820
Amortization of unearned
compensation -- -- -- -- 235,441 235,441
Net change in unrealized
loss on securities
available for sale -- -- -- 7,806 -- 7,806
Net income for the nine months
ended March 31, 1996 -- -- 1,851,962 -- -- 1,851,962
Tax benefit on compensation
plans -- 90,078 -- -- -- 90,078
Cash dividends -- -- (1,081,050) -- -- (1,081,050)
------------ ------------ ------------ ------------ ------------ ------------
Balances, March 31, 1996 2,003,170 $ 15,641,984 $ 27,885,728 $ (1,429) $ (495,451) $ 43,030,832
============ ============ ============ ============ ============ ============
3
MARION CAPITAL HOLDINGS, INC.
AND WHOLLY-OWNED SUBSIDIARY
FIRST FEDERAL SAVINGS BANK OF MARION
CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
Nine Months Ended
March 31,
1996 1995
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 1,851,962 $ 1,819,102
Adjustments to reconcile net income to
net cash provided by operating activities:
Provision for loan losses 24,243 65,000
Provision for real estate owned loss (19,136) (140,000)
Equity in loss of limited partnerships 149,482 134,492
Amortization of net loan origination fees (168,474) (119,582)
Net amortization (accretion) of investment
securities' premiums and discounts 15,593 (1,449)
Net amortization (accretion) of mortgage-
backed securities and CMO premiums 5,978 7,008
Amortization of unearned compensation 268,820 202,401
Depreciation 58,035 48,163
Deferred income tax (142,667) 1,616
Origination of loans for sale (5,350,786) (2,074,349)
Proceeds from sale of loans 5,350,786 2,074,349
Change in:
Interest receivable (40,895) (69,834)
Interest payable and other liabilities 1,034,528 1,409,153
Cash value of insurance (85,000) (81,000)
Prepaid expense and other assets 105,520 37,621
------------- ------------
Net cash provided by operating
activities 3,057,989 3,312,691
------------ -----------
INVESTING ACTIVITIES
Purchase of term federal funds --- (2,128,000)
Proceeds from term federal funds
maturities --- 2,128,000
Purchase of investment securities
available for sale (1,984,528) ---
Proceeds from maturity of investment
securities available for sale 2,984,528 2,000,000
Proceeds from maturity of investment
securities held to maturity 6,000,000 290,000
Contribution to limited partnership (290,000) (290,000)
Payments on mortgage-backed securities 689,091 201,259
Net changes in loans (3,182,282) (6,160,727)
Proceeds from real estate owned sales 36,850 333,767
4
Purchases of premises and equipment 20,655 (12,937)
------------ ------------
Net cash provided (used) by investing
activities 4,274,314 (3,638,638)
------------ ------------
FINANCING ACTIVITIES Net change in:
Noninterest-bearing deposits, NOW
passbook and money market savings
accounts 745,728 (5,658,430)
Certificates of deposit 3,770,610 3,202,306
Proceeds from FHLB advances 3,000,000 8,000,000
Repayment of FHLB advances (3,221,678) (4,236,848)
Proceeds from securities sold under
agreement to repurchase 2,771,346 --
Repayment of securities sold under
agreement to repurchase (2,771,346) --
Net change in advances by borrowers for
taxes and insurance 122,041 94,381
Proceeds from exercise of stock option 268,820 63,690
Stock repurchases (206,250) (1,939,940)
Dividends paid (1,081,050) (956,317)
------------ ------------
Net cash provided (used) by
financing activities 3,398,221 (1,431,158)
------------ ------------
NET CHANGE IN CASH AND CASH
EQUIVALENTS 10,730,524 (1,757,105)
CASH AND CASH EQUIVALENTS,
BEGINNING OF PERIOD 3,483,184 6,017,441
------------ ------------
CASH AND CASH EQUIVALENTS,
END OF PERIOD $ 14,213,708 $ 4,260,336
============ ============
ADDITIONAL CASH FLOWS AND
SUPPLEMENTARY INFORMATION
Interest paid $ 4,365,541 $ 3,647,496
Income tax paid 729,958 763,959
Loan balances transferred to real
estate owned 362,001 2,614,387
Loans to finance the sale of real
estate owned 458,500 3,434,850
5
MARION CAPITAL HOLDINGS, INC.
AND WHOLLY-OWNED SUBSIDIARY
FIRST FEDERAL SAVINGS BANK OF MARION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE A: Basis of Presentation
The unaudited interim consolidated condensed financial statements include the
accounts of Marion Capital Holdings, Inc. (the "Company") and its subsidiary
First Federal Savings Bank of Marion (the "Bank").
The unaudited interim consolidated condensed financial statements have been
prepared in accordance with the instructions to Form 10-Q and, therefore, do not
include all information and disclosures required by generally accepted
accounting principles for complete financial statements. In the opinion of
management, the financial statements reflect all adjustments, comprising only
normal recurring accruals, necessary to present fairly the Company's financial
position as of March 31, 1996, results of operations for the three month and
nine month periods ending March 31, 1996 and 1995, and cash flows for the nine
month period ended March 31, 1996 and 1995.
NOTE B: Dividends and Earnings Per Share
On February 19, 1996, the Board of Directors declared a quarterly cash dividend
of $.18 per share. This dividend was paid on March 15, 1996 to shareholders of
record as of March 1, 1996.
The per share amounts were computed based on average common and common
equivalent shares outstanding for the three month and nine month periods ended
March 31, 1996 of 2,078,977 and 2,074,370, respectively. For the three month and
nine month periods ended March 31, 1995, average common and common equivalent
shares outstanding amounted to 2,164,301 and 2,203,506 respectively.
NOTE C: Stock Repurchase Plan
On March 20, 1996, the Company announced its fifth stock repurchase program
since converting to stock form on March 18, 1993. The Board of Directors
approved the repurchase, from time to time, of up to 100,658 shares of the
Company's outstanding shares of Common Stock. These repurchases were completed
in early April 1996, with the Company acquiring all 100,658 shares at an average
price of $20.53. As a result, the number of outstanding shares was reduced to
1,912,512 and the book value per share increased to $21.53. These open market
purchases are intended to enhance the book value per share and enhance the
potential for growth in earnings per share.
NOTE D: Accounting Changes
In 1993, the Financial Accounting Standards Board issued SFAS No. 114 entitled
Accounting by Creditors for Impairment of a Loan. The effective date of this
Statement is for the Company's fiscal year beginning July 1, 1995. The adoption
of SFAS No. 114 by the Company is not expected to have a material effect on its
financial position or results of operations.
6
Item 2: Management's Discussion and Analysis of Financial Condition and Results
of Operations.
General:
The Company's total assets were $179.3 million at March 31, 1996 compared to
$172.7 million at June 30, 1995. Cash and cash equivalents increased $10.7
million or 308.1% while investment securities decreased by $7.0 million, or
39.7% from June 30, 1995 until March 31, 1996. This was the result of
investments maturing and funds being temporarily held in short-term deposits.
Loans receivable were $139.6 million at March 31, 1996, an increase of $3.3
million, or 2.4%, from June 30, 1995. This increase is due primarily to
originations of 1-4 family and multi-family real estate loans. Real estate owned
decreased to $175,000 at March 31, 1996 compared to $206,000 at June 30, 1995.
Deposits increased to $125.1 million at March 31, 1996 compared to $120.6
million at June 30, 1995, a 3.7% increase. This $4.5 million increase
represented an $746,000 increase in passbook and transaction accounts and an
approximate $3,771,000 increase in certificate of deposit accounts. This
increase in total deposits results primarily from new inflow of funds into the
one-year certificate of deposit accounts. Management has encouraged this
investment since it has a large percentage of loan repricing once very twelve
months. The Bank continues to pay competitive rates on its savings products
compared to other financial institutions in its market area.
Other liabilities increased from $3.1 million at June 30, 1995 to $4.1 million
at March 31, 1996 as a result of normal operational increases. The increase
consists primarily in an increase of $792,000 in accrued interest payable on
deposits since a majority of the certificates of deposit compound semi-annually
at June 30 and December 31.
Shareholders' equity was $43.0 million at March 31, 1996, compared to $41.9
million at June 30, 1995.
Net income for the nine months ended March 31, 1996 of $1,851,962 represents a
1.8% increase in income reported for the same period in the prior year. For the
nine months ended March 31, 1996, First Federal made a provision of $24,000 for
general loan losses compared to $65,000 in loss provisions for the same period
in the prior year. Management continues to review its current portfolio to
ensure that total loss reserves remain adequate.
Results of Operations Comparison of Three Months Ended March 31, 1996 and March
31, 1995
Net income for the three months ended March 31, 1996 was $608,500 compared with
$631,528 for the three months ended March 31, 1995, a decrease of $23,028 or
3.6%. Interest income for the three months ended March 31, 1996 increased
$208,720 or 6.4% compared to the same period in the prior year, while interest
expense for the three months ended March 31, 1996 increased $214,410 or 14.3%
compared to the same period in the prior year.
As a result, net interest income for the three months ended March 31, 1996,
amounted to $1,749,515, a decrease of $5,690 or .3% compared to the same period
in the prior year.
No provision for losses on loans was made for the three months ended March 31,
1996, and no provision was reported in the same period last year.
Total other income decreased by $6,720 for the three months ended March 31,
1996, compared to the same period in the prior year. This decrease was
attributed to increased operating losses from limited partnerships.
7
Total other expenses increased by $14,390 or 1.6% for the three months ended
March 31, 1996, compared to the same period in the prior year. Salaries and
employee benefits decreased $179,098, or 23.3% due to adjustment in accrued
benefits in the prior year. Real estate operation expense increased by $168,272
for the three months ended March 31, 1996, compared to the same period in the
prior year due to liquidation of properties held in real estate owned and the
reversal of loss provisions in the amount of $175,000 when properties were sold,
resulting in fewer losses than expected.
Income tax expense for the three months ended March 31, 1996 amounted to
$216,346, a decrease of $3,772 over the three months ended March 31, 1995, as
the result of decreased income. The Company's effective tax rate for the three
months ended March 31, 1996, was 26.2% compared to 25.8% for the comparable
period in 1995.
Results of Operations Comparison of Nine Months Ended March 31, 1996 and March
31, 1995
Net income for the nine months ended March 31, 1996 was $1,851,962 compared with
$1,819,102 for the nine months ended March 31, 1995, an increase of $32,860 or
1.8%. Interest income for the nine months ended March 31, 1996 increased
$856,543 or 9.0% compared to the same period in the prior year, while interest
expense for the nine months ended March 31, 1996 increased $848,781 or 19.7%
compared to the same period in the prior year. These increases reflect the
repricing of assets and liabilities to higher rates and an increase in deposit
balances outstanding. As a result, net interest income for the nine months ended
March 31, 1996 amounted to $5,236,974, an increase of $7,762 or 0.1% compared to
the same period in the prior year.
A $24,000 provision for loss on loans for the nine months ended March 31, 1996
was made compared to a $65,000 provision reported in the same period last year.
With non-performing loans decreasing, management believes that the allowance for
loan losses is adequate at this time.
Total other income increased by $12,594 for the nine months ended March 31,
1996, compared to the same period in the prior year, in part as the result of
increased sales of annuity and security products. Annuity and security product
sales commissions were up $13,618, or 12.6%, for the nine months ended March 31,
1996, compared to same period in the prior year.
Total other expenses increased by $76,679 or 2.9%, for the nine months ended
March 31, 1996, compared to the same period in the prior year. Salaries and
employee benefits increased $11,686, or 0.7%. Real estate operation expense
increased by $85,604 for the nine months ended March 31, 1996, compared to the
same period in the prior year, due to the disposition on properties held in real
estate owned.
Income tax expense for the nine months ended March 31, 1996 amounted to
$690,128, an decrease of $48,426 from the nine months ended March 31, 1995. The
Company's effective tax rate for the nine months ended March 31, 1996 was 27.1%
compared to 28.9% for the comparable period in 1995.
Asset Quality
Allowance for loan losses amounted to $2.0 million at March 31, 1996, which was
unchanged from June 30, 1995 after adjusting for charge-offs and recoveries.
Management considered the allowances for loan and real estate losses at March
31, 1996, to be adequate to cover estimated losses inherent in those portfolios
at that date, and its consideration included probable losses that could be
reasonably estimated. Such belief is based upon an analysis of loans currently
outstanding, real estate owned, past loss experience, current economic
conditions and other factors and estimates which are subject to change over
time. The following table illustrates the changes affecting the allowance
accounts for the nine months ended March 31, 1996.
8
Allowance for Allowance for Total
loan losses REO losses Allowances
Balances at July 1, 1995.................. $2,012,602 $ 63,534 $2,076,136
Provision for losses...................... 24,243 (19,136) 5,107
Recoveries................................ 1,831 6,812 8,643
Loans and REO charged off................. (30,101) (49,181) (79,282)
---------- ---------- -----------
Balances at March 31, 1996................ $2,008,575 $ 2,029 $2,010,604
========== ========== ==========
The loan loss reserves to total loans at March 31, 1996 equalled 1.42% of total
loans outstanding, compared to 1.45% of total loans outstanding at June 30,
1995. Total non-performing assets decreased during the nine months ended March
31, 1996, from $2.0 million at June 30, 1995 to $1.7 million at March 31, 1996.
Non performing assets at March 31, 1996 consisted of $175,000 in real estate
owned and loans delinquent greater than 90 days of $1.5 million.
Total non-performing loans totaled 1.08% of total loans outstanding at March 31,
1996 compared to 1.27% of total loans at June 30, 1995.
The following table further depicts the amounts and categories of the Bank's
non-performing assets. It is the policy of the Bank that all earned but
uncollected interest on all loans be reviewed monthly to determine if any
portion thereof should be classified as uncollectible for any loan past due in
excess of 90 days.
March 31, June 30,
1996 1995
------- ---------
(Dollars in thousands)
Accruing loans delinquent
more than 90 days...................... $ --- $ ---
Non-accruing loans:
Residential............................ 1,474 1,698
Multi-family........................... ---
Commercial............................. --- ---
Consumer............................... 24 54
Troubled debt restructurings................ --- ---
------- -------
Total non-performing loans 1,498 1,752
Real estate owned, net 175 206
------- -------
Total non-performing assets $1,673 $1,958
====== ======
Non-performing loans to total
loans, 1.06% 1.27%
Non-performing assets to
total assets 0.93% 1.13%
9
Average Balances and Interest
The following table presents for the periods indicated the monthly average
balances of the Company's interest-earning assets and interest-bearing
liabilities, the interest earned or paid on such amounts, and the average yields
earned and rates paid. Such yields and costs are determined by dividing income
or expense by the average balance of assets or liabilities for the periods
presented.
Three Months Ended March 31
-------------------------------------------------------------------------------
1996 1995
----------------------------------- ------------------------------------
(Dollars in thousands)
Avg. Avg. Avg. Avg.
Bal. Interest Rate Bal. Interest Rate
Total interest-
earning assets $165,372 $3,464 8.38% $160,284 $3,255 8.12%
Total interest-
bearing liabilities 129,413 1,714 5.30 124,301 1,500 4.83
------- -------
Net interest income/
Interest rate spread $1,750 3.08 $1,755 3.29
====== ======
Nine Months Ended March 31
---------------------------------------------------------------------------------
1996 1995
----------------------------------- -------------------------------------
(Dollars in thousands)
Avg. Avg. Avg. Avg.
Bal. Interest Rate Bal. Interest Rate
Total interest-
earning assets $164,717 $10,384 8.41% $160,008 $9,527 7.94%
Total interest-
bearing liabilities 128,673 5,147 5.33 123,913 4,298 4.62
-------- -------
Net interest income/
Interest rate spread $ 5,237 3.08 $5,229 3.32
======= ======
10
Financial Condition
Shareholders' equity at March 31, 1996 was $43,030,832, an increase of
$1,166,807 or 2.8% from June 30, 1995. The Company's equity to asset ratio was
24.00% at March 31, 1996 compared to 24.24% at June 30, 1995. All fully
phased-in capital requirements are currently met. The following table depicts
the amounts and ratios of the Bank's capital as of March 31, 1996 (in thousands)
under each of the three regulatory capital requirements (tangible, core, and
fully phased-in risk based):
Tangible Core Risk-Based
Capital Capital Capital
-------- ---------- ----------
Amount $38,162 $38,162 $39,534
As a percent of assets, as
defined 21.9% 21.9% 36.2%
Required amount $ 2,611 $ 5,223 $ 8,730
As a percent of assets, as
defined 1.5% 3.0% 8.0%
Capital in excess of required
amount $35,551 $32,939 $30,804
Liquidity and Capital Resources
The standard measure of liquidity for savings associations is the ratio of cash
and eligible investments to a certain percentage of net withdrawable savings
accounts and borrowings due within one year. The minimum required ratio is
currently set by the Office of Thrift Supervision regulation at 5%, of which 1%
must be comprised of short-term investments. At March 31, 1996, the Bank's
liquidity ratio was 18.6% of which 12.6% was comprised of short-term
investments.
Other Matters
On February 29, 1996, Robert Burchard retired at age 65 as President of the
Company and its wholly owned bank subsidiary. Burchard had been with the Bank
since 1959 and as its President since 1983. He had been President of the Company
since its formation in November 1992. He will become Vice Chairman of both
Boards of Directors.
John M. Dalton became President and CEO of both the Company and the Bank. He has
been with the Bank for 33 years. Larry G. Phillips became Sr. Vice President and
Secretary-Treasurer of both the Company and the Bank. He has been with the Bank
for 19 years. Both Dalton and Phillips had served as officers of the Company
since the formation. In addition, Tim D. Canode was appointed Vice President of
the Company. He also serves as Vice President of the Bank and has served with
the bank for 23 years.
PART II OTHER INFORMATION
Item 1. Legal Proceedings
Neither the Company nor the Bank were during the three-month period ended
March 31, 1996 or are as of the date hereof involved in any legal proceeding
of a material nature. From time to time, the Bank is a party to legal
proceedings wherein it enforces its security interests in connection with its
mortgage and other loans.
11
Item 6. Exhibits and Reports on Form 8-K
(a) The following exhibits are attached to this report on Form 10-Q:
(27) Financial Data Schedule
(b) The Company filed no reports on Form 8-K during the quarter ended December
31, 1995.
12
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
MARION CAPITAL HOLDINGS, INC.
Date: May 14, 1996 By: /s/ John M. Dalton
------------------------
John M. Dalton,
President
Date: May 14, 1996 By: /s/ Larry G. Phillips
------------------------
Larry G. Phillips,
Vice President,
Secretary and Treasurer
13