FORM 10-QSB
U. S. SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
(Mark One)
[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2001
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[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF
THE EXCHANGE ACT
For the transition period from _______ to _______
Commission File Number: 000-32807
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FIRST COMMERCE CORPORATION
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(Exact name of small business issuer as specified in its charter)
North Carolina 56-1935480
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(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
301 South McDowell Street, Suite 100, Charlotte, North Carolina 28204
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(Address of principal executive offices)
(Issuer's telephone number) (704) 945 - 6565
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(Former name, former address and former fiscal year, if changed since last
report)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 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 [ ]
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date.
Common Stock, no par value 1,014,957
-------------------------- -------------------------------
Class Outstanding at November 9, 2001
Transmittal Small Business Disclosure Format (check one);
Yes [ X ] No [ ]
First Commerce Corporation
Contents
PART I - FINANCIAL INFORMATION Pages
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Item 1. Consolidated Financial Statements
Balance Sheets at September 30, 2001 (unaudited) and December 31, 2000 3
Statements of Operations and Comprehensive Income For the
Nine Months Ended September 30, 2001 and 2000 (unaudited) 4
Statements of Operations and Comprehensive Income For the
Three Months Ended September 30, 2001 and 2000 (unaudited) 5
Statements of Cash Flows For the Nine Months Ended September 30, 2001
and 2000 (unaudited) 6
Notes to Financial Statements (unaudited) 7 - 8
Item 2. Management's Discussion and Analysis 9 - 13
PART II - OTHER INFORMATION
Item 1. Legal Proceedings 14
Item 2. Changes in Securities and Use of Proceeds 14
Item 3. Defaults upon Senior Securities 14
Item 4. Submission of Matters to a Vote of Security Holders 14
Item 5. Other Information 14
Item 6. Exhibits and Reports on Form 8-K 14
Signatures 15
2
First Commerce Corporation
Consolidated Balance Sheets
(Dollars in Thousands)
September 30, December 31,
2001 2000
--------- ---------
(unaudited)
ASSETS
Cash and due from banks $ 6,953 $ 4,180
Federal funds sold 8,403 990
Securities available for sale 22,980 26,062
Federal Home Loan Bank stock 785 251
Loans 91,641
78,009
Less allowance for loan losses 1,234 1,052
--------- ---------
Net loans 90,407 76,957
Premises and equipment, net 1,082 1,155
Other assets 1,283 1,727
--------- ---------
Total assets $ 131,893 $ 111,322
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Noninterest-bearing $ 32,452 $ 23,311
Money market and NOW accounts 19,771 21,116
Savings 3,160 3,794
Time, $100 and over 24,203 16,159
Other time 30,876 35,791
--------- ---------
Total deposits 110,462 100,171
Other borrowings 10,000 2,000
Unsettled purchases of securities available for sale 1,250 --
Other liabilities 526 433
--------- ---------
Total liabilities 122,238 102,604
--------- ---------
Stockholders' equity:
Common stock, no par value, 20,000,000 shares
authorized, 1,014,957 shares issued and outstanding 8,076 8,076
Preferred stock, no par value, 5,000,000 shares
authorized, no shares issued or outstanding -- --
Retained earnings 1,215 741
Accumulated other comprehensive income (loss) 364 (98)
--------- ---------
Total stockholders' equity 9,655 8,718
--------- ---------
Total liabilities and stockholders' equity $ 131,893 $ 111,322
========= =========
See accompanying notes to financial statements.
3
First Commerce Corporation
Consolidated Statements of Operations and Comprehensive Income
For the Nine Months Ended
September 30, 2001 and 2000
(Unaudited)
(Dollars in Thousands, Except Per Share Data)
2001 2000
---- ----
Interest income:
Loans $ 5,077 $ 4,757
Securities available for sale 1,194 884
Federal funds sold 22 214
---------- ----------
Total interest income 6,293 5,855
---------- ----------
Interest expense:
Deposits 2,844 2,855
Federal funds purchased and FHLB advances 420 51
---------- ----------
Total interest expense 3,264 2,906
---------- ----------
Net interest income 3,029 2,949
Provision for loan losses 182 150
---------- ----------
Net interest income after provision for loan losses 2,847 2,799
---------- ----------
Other income:
Service fees 136 56
Gain on sale of securities 50 --
Other 207 142
---------- ----------
Total other income 393 198
---------- ----------
Other expense:
Personnel 1,263 1,366
Occupancy 435 378
Data processing 133 124
Professional fees 170 78
Telephone, postage, and supplies 92 85
Advertising and business promotion 104 95
Other 345 301
---------- ----------
Total other expense 2,542 2,427
---------- ----------
Income before income taxes 698 570
Income taxes 224 57
---------- ----------
Net income 474 513
Other comprehensive income 462 63
---------- ----------
Comprehensive income $ 936 $ 576
========== ==========
Net income per share:
Basic $ 0.47 $ 0.51
========== ==========
Diluted $ 0.46 $ 0.51
========== ==========
Weighted average shares outstanding:
Basic 1,014,957 1,014,957
========== ==========
Diluted 1,022,282 1,014,957
========== ==========
See accompanying notes to financial statements
4
First Commerce Corporation
Consolidated Statements of Operations and Comprehensive Income
For the Three Months Ended
September 30, 2001 and 2000
(Unaudited)
(Dollars in Thousands, Except Per Share Data)
2001 2000
---- ----
Interest income:
Loans $ 1,705 $ 1,664
Securities available for sale 370 295
Federal funds sold 8 99
---------- ----------
Total interest income 2,083 2,058
---------- ----------
Interest expense:
Deposits 833 1,015
Federal funds purchased and FHLB advances 179 36
---------- ----------
Total interest expense 1,012 1,051
---------- ----------
Net interest income 1,071 1,007
Provision for loan losses 88 30
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Net interest income after provision for loan losses 983 977
---------- ----------
Other income:
Service fees 49 22
Gain on sale of securities 26 --
Other 71 51
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Total other income 146 73
---------- ----------
Other expense:
Personnel 435 474
Occupancy 140 144
Data processing 55 46
Professional fees 51 30
Telephone, postage, and supplies 34 32
Advertising and business promotion 39 51
Other 100 81
---------- ----------
Total other expense 854 858
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Income before income taxes 275 192
Income taxes 88 17
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Net income 187 175
Other comprehensive income 219 223
---------- ----------
Comprehensive income $ 406 $ 398
========== ==========
Net income per share:
Basic $ 0.18 $ 0.17
========== ==========
Diluted $ 0.18 $ 0.17
========== ==========
Weighted average shares outstanding:
Basic 1,014,957 1,014,957
========== ==========
Diluted 1,015,059 1,014,957
========== ==========
5
First Commerce Corporation
Consolidated Statements of Cash Flows
For the Nine Months Ended
September 30, 2001 and 2000
(Unaudited)
2001 2000
---- ----
Cash flows from operating activities:
Net income $ 474 $ 513
Adjustments to reconcile net income to net cash provided
by (used in) operating activities:
Depreciation and amortization 179 165
Provision for loan losses 182 150
Net accretion on securities available for sale (10) (6)
Gain on sale of securities available for sale (50) --
(Increase) decrease in other assets 148 (952)
Increase (decrease) in other liabilities 1,343 (27)
-------- --------
Net cash provided by (used in) operating activities 2,266 (157)
-------- --------
Cash flows from investing activities:
Proceeds from sales of securities available for sale 9,039 --
Proceeds from maturities and issuer calls of securities
available for sale 16,432 --
Purchases of securities available for sale (21,569) --
Purchase of Federal Home Loan Bank stock (534) --
Net increase in loans (13,632) (9,271)
Purchases of premises and equipment (106) (163)
-------- --------
Net cash used in investing activities (10,370) (9,434)
-------- --------
Cash flows from financing activities:
Net increase in deposits 10,290 12,699
Net increase in FHLB advances 8,000 2,000
-------- --------
Net cash provided by financing activities 18,290 14,699
-------- --------
Net increase in cash and cash equivalents 10,186 5,108
Cash and cash equivalents, beginning of period 5,170 7,278
-------- --------
Cash and cash equivalents, end of period $ 15,356 $ 12,386
======== ========
Supplemental cash flow information:
Interest paid $ 3,311 $ 2,891
======== ========
Taxes paid $ 168 $ 146
======== ========
Supplemental disclosure of noncash investing activities:
Transfer from loans to other real estate owned $ -- $ 532
======== ========
Net change in unrealized gain on
securities available for sale, net of tax $ 462 $ 63
======== ========
6
First Commerce Corporation
Notes to Financial Statements
September 30, 2001 and 2000
(Unaudited)
1. Accounting Policies:
-------------------
On May 24, 2001, First Commerce Corporation (the "Corporation")
was formed as the parent company for First Commerce Bank (the
"Bank"), and the Corporation acquired 100% of the outstanding
common stock of the Bank. All significant intercompany balances
and transactions have been eliminated in consolidation. This
transaction is accounted for similar to a pooling of interests;
therefore all periods presented have been restated to include the
Corporation. The significant accounting policies followed by for
interim financial reporting are consistent with the accounting
policies followed for annual financial reporting. In management's
opinion, all adjustments, all of which are of a normal recurring
nature, necessary for a fair presentation have been included in
these unaudited financial statements. The accompanying financial
statements do not purport to contain all the necessary financial
disclosures that might otherwise be necessary in the
circumstances and should be read in conjunction with the
financial statements and notes thereto in the Bank's annual
report for the year ended December 31, 2000. The results of
operations for the nine-month period ended September 30, 2001 is
not necessarily indicative of the results to be expected for the
full year. The Corporation has determined that it has one
significant operating segment; providing general commercial
financial services to customers located in the single geographic
area of Mecklenburg County, North Carolina and surrounding
communities.
2. Other Borrowing:
---------------
At September 30, 2001, the Bank has outstanding long-term
borrowings of $10.0 million from the Federal Home Loan Bank
("FHLB"), of which $5.0 million was borrowed in the first quarter
of 2001 and $3.0 million in the third quarter of 2001. There were
four separate advances; 1) ten-year final maturity with a
convertible provision at the end of the second year, 2) ten-year
final maturity with a convertible provision at the end of the
fifth year, 3) five-year final maturity in 2005 with a
convertible provision on May 2002, and 4) ten-year final maturity
in 2011 with a convertible provision on September 6, 2002.
3. Net Income Per Share:
--------------------
Net Income per share has been calculated by dividing net income
by both the weighted average number of common shares outstanding
and the dilutive common equivalent shares outstanding. Common
equivalent shares consist of stock options issued and
outstanding. In determining the number of equivalent shares
outstanding, the treasury stock method was applied. This method
assumes that the number of shares issuable upon exercise of the
stock options is reduced by the number of common shares assumed
purchased at market prices with the proceeds from the assumed
exercise of the common stock options plus any tax benefits
received as a result of the assumed exercise. At September 30,
2001, outstanding options to purchase 101,200 shares of the
Bank's common stock had been granted under the First Commerce
Bank 1997 Nonqualified Stock Option Plan for Directors.
Additionally at September 30, 2001, outstanding options to
purchase 101,135 shares of the Bank's common stock had been
granted under the First Commerce Bank 1997 Incentive Stock Option
Plan. For the nine-month period ending September 30, 2001, the
average market price of the Corporation's common stock was less
than the exercise price for all outstanding options except for
the shares granted on May 9, 2001 at $7.45 per share. These
shares were slightly dilutive having no significant effect on
earnings per share.
On November 1, 2001, the Board of Directors declared a 10% stock
dividend payable on November 23, 2001 to shareholders of record
on November 13, 2001. Cash will be paid in lieu of fractional
shares. Accordingly, all earnings per share calculations have
been adjusted. After distribution of shares First Commerce
Corporation will have approximately 1,014,957 shares of common
stock outstanding.
7
First Commerce Corporation
Notes to Financial Statements, continued
4. Pooled Trust Preferred Transaction:
----------------------------------
First Commerce Corporation is planning a $5 million participation
in a pooled trust preferred securities offering. The closing is
expected to occur by November 30, 2001. The financing, which
qualifies for tier 1 capital treatment, will bear a variable
interest rate based on the sixty-day LIBOR plus 375 to 380 basis
points and is due in 30 years, callable at par in five years.
8
Management's Discussion and Analysis
The following discussion is a summary of the financial condition and operating
results of First Commerce Corporation (the "Corporation") the parent holding
company for First Commerce Bank (the "Bank). The analysis is intended to provide
management's overview of the Corporation's overall operations for the periods
indicated.
This Form 10-QSB contains certain forward-looking statements consisting of
estimates with respect to the financial condition, results of operations and
other business of the Corporation that are subject to various factors which
could cause actual results to differ materially from those estimates. Factors,
which could influence the estimates, include changes in general and local market
conditions, legislative and regulatory conditions and an adverse interest rate
environment.
Financial Condition
September 30, 2001 compared to December 31, 2000
The Corporation's total assets increased $20.6 million, or 18.5%, from $111.3
million at December 31, 2000, to $131.9 million at September 30, 2001. The
increase was due primarily to an increase in loans, cash and federal funds sold.
Cash and cash equivalents increased $10.2 million, or 197.0%, to $15.4 million
at September 30, 2001. At month-end September 30, 2001 several large deposits
were received which caused higher than normal levels. Cash and cash equivalents
are available to fund the anticipated growth in loans over the near term, in
addition to providing liquidity as discussed below.
Securities available for sale decreased $3.1 million, or 11.8%, to $23.0 million
at September 30, 2001, from $26.1 million at December 31, 2000. During the first
nine months ended September 30, 2001, approximately $21.6 million of securities
were purchased, $9.0 million were sold and $16.4 million were called or
paid-down. Most of the securities sold were part of a bond swap. The bond swap
was a method to sell callable agency securities with a high probability of being
called and replacing them with slightly higher yielding mortgage-backed
securities or similar securities with more earnings potential when the gain is
aggregated with the future cash flows. The resulting gains from the sale of
securities totaled $50,000. Total securities held at September 30, 2001
consisted of U.S. Government agency securities, mortgage-backed securities and
municipal obligation securities. Management does not engage in the practice of
trading securities; rather, the Bank's investment portfolio consists entirely of
securities designated as available for sale.
Loans increased $13.6 million, or 17.5%, to $91.6 million at September 30, 2001,
from $78.0 million at December 31, 2000. The Bank's borrowing customers are
primarily small and medium size businesses centered predominately in the Metro
region of Charlotte. However, the Bank does offer a competitive line of consumer
loan products and is seeking to offer these products to a broad range of
potential customers in its market area. The loan portfolio's composition
included a variety of commercial, real estate, consumer and installment loans as
follows. Management anticipates that loans will continue to increase as long as
interest rates do not rise significantly and the economy does not experience a
marked downturn:
9
Analysis of Loans
(Dollars in Thousands)
September 30, 2001 December 31, 2000
------------------ -----------------
Amount Percent Amount Percent
------ ------- ------ -------
Commercial $32,196 35.13% $28,142 36.08%
Real estate - construction 7,776 8.49 6,601 8.46
Real estate - mortgage:
Residential 1-4 14,209 15.50 11,762 15.08
Multi-family 1,547 1.69 1,469 1.88
Other 30,418 33.19 26,708 34.24
Installment loans to individuals 5,495 6.00 3,327 4.26
------- ----- ------- -----
$91,641 100.00% $78,009 100.00%
======= ====== ======= ======
Deposits increased $10.3 million, or 10.3%, to $110.5 million at September 30,
2001, from $100.2 million at December 31, 2000. The increase is primarily due to
increases in non-interest bearing accounts. At September 30, 2001, there was no
concentration of deposits from one individual or entity; however, the Bank had
21.9% of its total deposits in the $100,000 and over certificate of deposit
category. This level of activity in the $100,000 and over certificates of
deposits was due, in some cases, to individuals allocating their deposits among
several financial institutions in order for each of their various accounts to
approximate the $100,000 deposit insurance limitation of the Federal Deposit
Insurance Corporation and due to $5.0 million in brokered certificate of
deposits. During the third quarter of 2001, the Bank acquired $5.0 million in
brokered CDs with a competitive interest rate for a term of six months. While
the Bank anticipates that deposits will continue to increase, the timing and
magnitude of deposit growth remains difficult to predict and is affected by the
local economy, interest rates paid on competing investments and the confidence
of customers in the financial services industry.
Other borrowings increased $8.0 million, to $10.0 million at September 30, 2001,
from $2.0 million at December 31, 2000. The proceeds were used to fund loan
growth and satisfy the general funding needs of the Bank.
Stockholders' equity amounted to $9.7 million, or 7.3% of total assets, at
September 30, 2001, compared to $8.7 million, or 7.8% of total assets, at
December 31, 2000. These increases in stockholders' equity, and the related
increase in book value per share, were positively impacted by the increase in
the market value of securities available for sale. The slight decrease in
stockholders' equity as a percent of total assets was primarily attributable to
the growth in balance sheet items discussed above.
10
Liquidity
In order to ensure that sufficient funds are available for loan growth and
deposit withdrawals, as well as to satisfy general funding needs, the Bank must
maintain an adequate level of liquidity. Both assets and liabilities provide
sources of liquidity. Asset liquidity comes from the Bank's ability to convert
short-term investments into cash and from the maturity and repayment of loans
and investment securities. Liability liquidity is provided by the Bank's ability
to attract deposits and borrow funds. The primary source of liability liquidity
is the Bank's customer base, which provides core deposit growth. In addition to
the foregoing, the Bank could obtain short-term liquidity through its existing
lines of credit with the Bankers Bank of Atlanta and the FHLB. The over-all
liquidity position of the Bank is closely monitored and evaluated regularly.
Management believes the Bank's liquidity sources at September 30, 2001, were
adequate to meet its operating needs.
Result of Operations
For the nine months ended September 30, 2001 and 2000
The result of operations for the nine months ended September 30, 2001, was net
income of $474,000, or $0.47 per share, compared with net income of $513,000, or
$0.51 per share, for the comparable period in 2000. The decrease in earnings was
primarily due to income taxes provided for in 2001 of $224,000 versus $57,000 in
2000. Beginning in early January, the Bank exhausted all tax loss carry-forwards
and began paying income taxes at the statutory rates. On a pre-tax basis, income
for the nine months ended September 30, 2001 was $698,000 versus $570,000 for
the same period in 2000.
Interest income for the nine months ended September 30, 2001, was $6.3 million
compared with $5.9 million for the comparable period in 2000. This increase was
primarily attributable to increased volume in the loan portfolio that was
partially offset by an overall decrease in interest rates. Interest expense was
$3.2 million for the nine months ended September 30, 2001, compared with $2.9
million for the same period in 2000. This increase was primarily attributable to
increased volume in interest-bearing deposit accounts and FHLB advances. Net
interest income was $3.0 million for the nine months ended September 30, 2001,
an increase of $80,000, or 2.7%, from the comparable period in 2000. The
annualized yield on average interest-earning assets decreased 58 basis points to
7.67% and the annualized rate on average interest-bearing liabilities decreased
14 basis points to 4.15%, resulting in an annualized net yield on average
interest-earning assets of 3.69%, a 47 basis point decrease for the nine months
ended September 30, 2001 compared to the same period in 2000.
The provision for loan losses was $182,000 for the nine months ended September
30, 2001, compared to $150,000 for the comparable period in 2000. This provision
was set aside to cover losses inherent in the Bank's loan portfolio. There were
no non-performing loans on the Bank's books at September 30, 2001. The allowance
for loan losses was 1.35% of total loans outstanding as of September 30, 2001.
Management reviews the adequacy of the allowance for loan losses regularly in
order to maintain the allowance at a level that is sufficient to absorb probable
credit losses. Management's evaluation of the adequacy of the allowance for loan
losses is based on known and inherent risks in the portfolio, adverse situations
that may affect borrowers' ability to repay, the estimated value of underlying
collateral, the composition of the overall loan portfolio, current economic
conditions and other relevant factors.
11
Analysis of Allowance for Loan Losses
(Dollars in Thousands)
December 31,
----------------------
2001 2000
---- ----
Beginning balance $1,052 $ 945
Charge-offs:
Residential, 1-4 families -- 61
Installment -- 13
------ ------
Total Chargeoffs -- 74
Provision for loan losses 182 181
------ ------
Ending Balance $1,234 $1,052
====== ======
Ratio of net charge offs during period of average -- 0.09%
loans outstanding during the period
Management will continue to monitor the allowance for loan losses and make
future additions to the allowance through the provision for loan losses as
economic conditions and loan portfolio quality dictate. Although management
maintains the allowance for loan losses at a level which it considers to be
adequate to provide for losses, there can be no assurance that future losses
will not exceed estimated amounts or that additional provisions for loan losses
will not be required in future periods. In addition, management's determination
as to the amount of the allowance for loan losses is subject to review by
various regulatory agencies as part of their examination processes, which may
result in the establishment of additional allowances based upon their judgments
of the information available to them at the time of their examination.
Other income totaled $393,000 for the nine months ended September 30, 2001, an
increase of $195,000 over the comparable period in 2000. Other income included
service fees on deposit accounts, various loan fees, safe deposit box rentals,
gain on sale of securities and various other items. The increase is primarily
due to enhanced efforts to collect service charge fees and higher levels of
mortgage loans resulting from lower rates during the first nine months of 2001.
Also included in other income is gain on sale of securities of $50,000. As the
Bank continues to add accounts and fee income services, other income is expected
to increase and become a more significant part of the Bank's total income.
Other expense totaled $2.5 million for the nine months ended September 30, 2000,
an increase of $115,000 over the comparable period in 2000. This increase was
primarily attributable to an increase occupancy expense relating to the addition
of a branch location in second quarter of 2000 and the formation cost of $50,000
for the parent holding company in May 2001.
The Bank recorded $224,000 of income tax expense for the nine months ended
September 30, 2001 compared to $57,000 in 2000. The effective tax rate in 2000
was less than the statutory tax rate primarily due to the utilization of
deferred tax benefits generated from losses in prior periods to partially offset
the current liability.
12
For the three months ended September 30, 2001 and 2000
The result of operations for the three months ended September 30, 2001, was net
income of $187,000, or $0.18 per share, compared with net income of $175,000, or
$0.17 per share, for the comparable period in 2000. Interest income for the
three months ended September 30, 2001, was $2.083 million compared with $2.058
million for the comparable period in 2000. The $25,000 increase was primarily
attributable to increased volume in the loan portfolio partially offset by
decrease in interest rates. Interest expense was $1.012 million for the three
months ended September 30, 2001, compared with $1.051 million for the comparable
period in 2000. This decrease was primarily attributable to lower rates on
certificates of deposit. Net interest income was $1.071 million for the three
months ended September 30, 2001, an increase of $64,000, or 6.2%, from the
comparable period in 2000.
The provision for loan losses was $88,000 for the three months ended September
30, 2001, compared to $30,000 for the comparable period in 2000. This provision
is determined based on the evaluation discussed above.
Other income totaled $146,000 for the three months ended September 30, 2001, an
increase of $73,000 over the comparable period in 2000. This increase was due to
higher account service charge income, mortgage production income and gain on
sale of securities available for sale of $26,000. Other expense totaled $854,000
for the three months ended September 30, 2001, a slight decrease over the
comparable period in 2000. The Bank recorded income tax expense of $88,000 in
the second quarter of 2001 versus $17,000 for the comparable period in 2000.
Effects of Inflation and Changing Prices
A commercial bank has an asset and liability structure that is distinctly
different from that of a company with substantial investments in plant and
inventory because the major portion of its assets are monetary in nature. As a
result, a bank's performance may be significantly influenced by changes in
interest rates. Although the banking industry is more affected by changes in
interest rates than by inflation in the prices of goods and services, inflation
is a factor, which may influence interest rates. Yet, the frequency and
magnitude of interest rate fluctuations do not necessarily coincide with changes
in the general inflation rate. Inflation does affect operating expenses in that
personnel expenses and the cost of supplies and outside services tend to
increase during periods of high inflation.
13
Part II. OTHER INFORMATION
Item 1. Legal Proceedings
The Corporation and the Bank are not engaged in any
significant legal proceedings at the present time.
From time to time, the Bank may be a party to legal
proceedings within the normal course of business.
Item 2. Changes in Securities and Use of Proceeds
Not applicable
Item 3. Defaults Upon Senior Securities
Not applicable
Item 4. Submission of Matters to a Vote of Security Holders
Not applicable
Item 5. Other Information
Not applicable
Item 6. Exhibits and Reports on Form 8-K
a) Not applicable
b) On November 5, 2001 First Commerce Corporation issued a press release,
which announced a 10% stock dividend, payable on November 23, 2001 to
record holders as of November 13, 2001. Stockholders of record will
receive cash in lieu of any fractional shares to which they otherwise
would be entitled in an amount equal to the closing price of one share
of common stock on November 14, 2001 multiplied by the applicable
fraction of a share to which such stockholder would otherwise be
entitled.
14
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.
First Commerce Corporation
--------------------------
(Registrant)
Dated November 9, 2001 by: /s/ David E. Keul
------------------ ---------------------------
David E. Keul
Senior Vice President and Chief
Financial Officer
15