SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1997 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 No. 0-19618 FIRST COMMUNITY BANCSHARES, INC. (Exact name of registrant as specified in its charter) Indiana 35-1833586 (State of Incorporation) (IRS Employer Id. No.) 210 East Harriman Bargersville, IN 46106 (Address of principal executive offices) (317) 422-5171 (Registrant's telephone number, including area code) Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Sections 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes X No ------ ------ Outstanding Shares of Common Stock on March 31, 1997: 942,825 Exhibit Index: Page 12 FIRST COMMUNITY BANCSHARES, INC. AND SUBSIDIARY FORM 10-Q INDEX Page No. --------- Part I. Financial Information: Item 1. Financial Statements: Consolidated Condensed Balance Sheet 3 Consolidated Condensed Statement of Income 4 Consolidated Condensed Statement of Changes in Stockholder's Equity 5 Consolidated Condensed Statement of Cash Flows 6 Notes to Consolidated Condensed Financial Statements 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 Part II. Other Information: Item 1. Legal Proceedings 10 Item 2. Changes In Securities 10 Item 3. Defaults Upon Senior Securities 10 Item 4. Submission of Matter to a Vote of Security Holders 10 Item 5. Other Information 10 Item 6. Exhibits and Reports on Form 8-K 10 Signatures 11 FIRST COMMUNITY BANCSHARES, INC. AND SUBSIDIARY Consolidated Condensed Balance Sheet (Unaudited) March 31, December 31 1997 1996 ------------ -------------- ASSETS Cash and due from banks $ 959,404 $1,059,473 Short-term interest-bearing deposits 7,023,299 5,975,098 ------------ -------------- Cash and cash equivalents 7,982,703 7,034,571 Investment securities Available for sale 1,963,721 2,386,358 Held to maturity 2,482,552 2,540,803 ------------ -------------- Total investment securities 4,446,273 4,927,161 Loans 68,516,133 65,108,481 Allowance for loan losses (655,150) (644,132) ------------ -------------- Net Loans 67,860,983 64,464,349 Premises and equipment 1,774,156 1,791,873 Federal Home Loan Bank of Indianapolis stock, at cost 777,800 777,800 Foreclosed real estate 139,500 Interest receivable 511,131 526,186 Other assets 392,609 417,268 ------------ -------------- Total assets $83,745,655 $80,078,708 ============ ============== LIABILITIES Deposits Noninterest bearing $4,347,783 $5,833,251 Interest bearing 69,636,438 64,719,018 ------------ -------------- Total deposits 73,984,221 70,552,269 Federal Home Loan Bank of Indianapolis advances 2,378,830 2,378,830 Interest payable 205,662 187,083 Other liabilities 232,555 74,570 ------------ -------------- Total liabilities 76,801,268 73,192,752 ------------ -------------- COMMITMENTS AND CONTINGENT LIABILITIES STOCKHOLDERS' EQUITY Preferred stock, no-par value Authorized and unissued 1,000,000 shares Common stock, no-par value Authorized 4,000,000 shares Issued and outstanding 942,825 shares 6,181,486 6,181,486 Retained earnings and contributed capital 761,719 692,760 Net unrealized gain on securities available for sale 1,182 11,710 ------------ -------------- Total stockholders' equity 6,944,387 6,885,956 ------------ -------------- Total liabilities and stockholders' equity $83,745,655 $80,078,708 ============ ============== See notes to condensed consolidated financial statements FIRST COMMUNITY BANCSHARES, INC. AND SUBSIDIARY Consolidated Condensed Statement of Income (Unaudited) Three Months Ended March 31, 1997 1996 -------------------------------- Interest Income: Loans, including fees $1,531,909 $1,286,246 Investment securities Taxable 45,244 57,339 Tax exempt 29,383 31,566 Interest-bearing time deposits 41,891 69,112 Dividends 16,248 12,740 ------------ ----------- Total interest income 1,664,675 1,457,003 ------------ ----------- Interest Expense: Deposits 814,494 724,226 FHLB advances 35,103 77,323 ------------- ----------- Total interest expense 849,597 801,549 ------------- ----------- Net Interest Income 815,078 655,454 Provision for loan losses 54,000 52,500 ------------- ----------- Net Interest Income After Provision for Loan Losses 761,078 602,954 ------------- ----------- Other Income Trust fees 10,840 10,693 Service charges on deposit accounts 55,510 39,809 Net realized gains on sales of securities 2,880 Other operating income 7,275 6,385 ------------- ----------- Total other income 73,625 59,767 ------------- ----------- Other Expenses Salaries and employee benefits 287,714 242,911 Premises and equipment 67,687 49,482 Advertising 28,105 22,659 Data processing fees 54,978 46,058 Deposit insurance expense 10,290 31,193 Printing and office supplies 17,599 19,263 Legal and professional fees 38,847 46,456 Telephone expense 17,318 13,912 Other operating expense 71,094 72,387 ------------- ----------- Total other expenses 593,632 544,321 ------------- ----------- Income (Loss) Before Income Tax 241,071 118,400 Income tax expense 77,830 33,851 ------------- ----------- Net Income $ 163,241 $ 84,549 ============= =========== Net Income (Loss) Per Share $ .17 $ .09 Weighted Average Shares Outstanding 942,825 927,798 See notes to consolidated condensed financial statements. FIRST COMMUNITY BANCSHARES, INC. AND SUBSIDIARY Consolidated Condensed Statement of Changes in Stockholders' Equity For the Three Months Ended March 31, 1997 (Unaudited) Retained Net unrealized Earnings Gain (Loss) on Common Stock and Securities Shares Contributed Available Outstanding Amount Capital For Sale Total - ----------------------------------------------------------------------------------------------- BALANCES, DECEMBER 31, 1996 942,825 $ 6,181,486 $ 692,760 $ 11,710 $ 6,885,956 Net income for the period 163,241 163,241 Net change in unrealized gain on securities available for sale (10,528) (10,528) Cash dividends (94,282) (94,282) ---------- ----------- ----------- ----------- ------------ BALANCES, MARCH 31, 1997 942,825 $ 6,181,486 $ 761,719 $ 1,182 $ 6,944,387 ========== =========== =========== =========== ============ See notes to consolidated condensed financial statements. FIRST COMMUNITY BANCSHARES, INC. AND SUBSIDIARY Consolidated Condensed Statements of Cash Flows (Unaudited) Three Months Ended March 31, -------------------------------- 1997 1996 -------------------------------- Operating Activities: Net income $ 163,241 $ 84,549 Adjustments to reconcile net income to net cash provided used) by operating activities: Provision for loan losses 54,000 52,500 Depreciation and amortization 31,689 18,292 Securities gains (2,880) Investment securities amortization 1,751 2,780 Net change in: Interest receivable 15,055 64,933 Interest payable 18,579 34,672 Other assets 31,564 46,236 Other liabilities 157,985 (36,489) Due from broker 2,025,329 ----------- ----------- Net cash provided by operating activities 473,864 2,289,922 ----------- ----------- Investing Activities: Proceeds from maturities of securities available for sale 405,000 325,000 Proceeds from paydowns and maturities of securities held to maturity 56,704 425,152 Proceeds from sales of securities available for sale 182,880 Net change in loans (3,434,301) (2,090,119) Proceeds from sale of other real estate 123,167 Purchases of property and equipment (13,972) (14,407) ----------- ----------- Net cash used by investing activities (2,863,402) (1,171,494) ----------- ----------- Financing Activities: Net change in: Noninterest-bearing, NOW and savings deposits (1,565,115) 1,189,923 Certificates of Deposit 4,997,067 974,872 Short-term borrowings (908,138) Cash dividends (94,282) Exercise of stock options 112,516 ----------- ----------- Net cash provided by financing activities 3,337,670 1,369,173 ----------- ----------- Net Change in Cash and Cash Equivalents 948,132 2,487,601 Cash and Cash equivalents, Beginning of Period 7,034,571 5,650,826 ----------- ----------- Cash and Cash equivalents, End of period $ 7,982,703 $ 8,138,427 =========== =========== Supplemental cash flow disclosures: Interest paid $ 831,018 $ 766,877 See notes to consolidated condensed financial statements. FIRST COMMUNITY BANCSHARES, INC. AND SUBSIDIARY Notes to Consolidated Condensed Financial Statements March 31, 1997 (Unaudited) Note 1 Basis of Presentation - -------------------------------------- The consolidated financial statements include the accounts of First Community Bancshares, Inc. (the "Company") and its wholly owned subsidiary, First Community Bank & Trust, a state chartered bank (the "Bank"). A summary of significant accounting policies is set forth in Note 1 of Notes to Financial Statements included in the December 31, 1996, Annual Report to Shareholders. All significant intercompany accounts and transactions have been eliminated in consolidation. The interim consolidated financial statements have been prepared in accordance with instructions to Form 10-Q, and therefore do not include all information and footnotes necessary for a fair presentation of financial position, results of operations and cash flows in conformity with generally accepted accounting principles. The interim consolidated financial statements at March 31, 1997, and for the three months ended March 31, 1997 and 1996, have not been audited by independent accountants, but reflect, in the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows for such periods. Statement of Financial Accounting Standards No. 123, Stock-Based Compensation, is effective for the Company for 1996. This statement establishes a fair value based method of accounting for stock-based compensation plans. The Company intends to account for stock-based compensation as prescribed in Accounting Principles Board Opinion No. 25, Accounting for Stock Issued to Employees, with appropriate proforma disclosures made in the notes to the financial statements. Item 2.	Management's Discussion and Analysis of Financial Condition and - ----------------------------------------------------------------------- Results of Operations - ----------------------------- Results of Operations - ----------------------------- First Community Bancshares, Inc. ("First Community") had net income of $163,241 and $84,549 for the three months ending March 31, 1997 and 1996, respectively. Net interest income was $815,078 and $655,454 for the three months ending March 31, 1997 and March 31, 1996, respectively. Net income increased $78,692 for the three months ending March 31, 1997, when compared to the same period in 1996, due primarily to the increase in net interest income offset by general increases in other expenses. This increase in net interest income resulted primarily from an increase in lending and the income derived therefrom. Lending for the three months ended March 31, 1997 increased by $3,407,652 from December 31, 1996. The increase in income from service charges on deposit accounts of $15,701 results from a significant increase in the number of deposit accounts. The increases in other expenses are directly a result of the overall growth of the Bank. Income taxes increased $43,979 for the three months ended March 31, 1997, when compared to the same period in 1996, because of the increase in the Bank's net income before taxes of $122,671. Balance Sheet - ------------------- Loans and Deposits - --------------------------- The Bank had an increase in net loans outstanding from $64,464,349 on December 31, 1996 to $67,860,983 on March 31, 1997. This increase is primarily due to an increasing customer base. Deposits increased from $70,552,269 on December 31, 1996 to $73,984,221 on March 31, 1997. This increase, as in the increases in the loan portfolio, is due to an increase in customer base. Classification of Assets, Allowance for Loan Losses, and Nonperforming - ----------------------------------------------------------------------- Loans - ---------- The Bank currently classifies loans as substandard, doubtful and loss to assist management in addressing collection risks and pursuant to regulatory requirements which are not necessarily consistent with generally accepted accounting principles. Substandard loans represent credits characterized by the distinct possibility that some loss will be sustained if deficiencies are not corrected. Doubtful loans possess the characteristics of substandard loans, but collection or liquidation in full is doubtful based upon existing facts, conditions and values. A loan classified as a loss is considered uncollectible. As of March 31, 1997, the Bank had $528,022 of loans classified as substandard, none as doubtful and none as loss. The allowance for loan losses was $655,150 or .97% of net loans receivable at March 31, 1997 compared to $644,132 or 1.0% of net loans receivable at December 31, 1996. A portion of classified loans are non-accrual loans. First Community had non-accrual loans totaling $186,000 at March 31, 1997 compared to $99,000 at December 31, 1996. Liquidity, Interest Rate Sensitivity and Capital Resources - ---------------------------------------------------------- Liquidity refers to the ability of a financial institution to generate sufficient cash to fund current loan demand, meet savings deposit withdrawals and pay operating expenses. The primary sources of liquidity are cash, interest-bearing deposits in other financial institutions, marketable securities, loan repayments, increased deposits and total institutional borrowing capacity. Cash and interest-bearing deposits, when combined with investments have remained a relatively constant percent of total assets, while increasing in dollar volume. Management's goal is to maintain approximately twenty percent (20%) to twenty-five percent (25%) of total assets in cash, interest-bearing deposits and investments in order to satisfy First Community's needs for liquidity and other short-term obligations. Management believes it has adequate liquidity for First Community's short- and long-term needs. Short-term liquidity needs resulting from normal deposit/withdrawal functions are provided by First Community retaining a portion of cash generated from operations in a FHLB daily investment account. This account acts as a short-term liquidity source while providing interest income to First Community. Long-term liquidity and other liquidity needs are provided by the ability of First Community to borrow up to $16,590,000 from the FHLB and the balance of its borrowings was $2,378,830 at March 31, 1997 and December 31, 1996, respectively. At March 31, 1997, the Bank's one-year cumulative interest rate gap was a negative 18.41%. A negative interest rate gap means First Community's earnings are vulnerable during periods of rising interest rates because during such periods the interest expense paid on liabilities will generally increase more rapidly than the interest income earned on assets. Accordingly, this negative interest rate gap represents substantial risk for First Community in an environment of rising interest rates. Conversely, in a falling interest rate environment, the total expense paid on liabilities will generally decrease more rapidly than the interest income earned on assets. A positive interest rate gap would have the opposite effect. At March 31, 1997, the Company and its subsidiary, First Community Bank & Trust, had core capital of approximately 8.3% and 8.1% respectively. Both institutions had risk-based capital in excess of 8.0%. The regulatory core and risk-based capital requirements are 4.0% and 8.0% respectively. Part II - Other Information Item 1.Legal Proceedings. - ------------------------- None. Item 2.Changes in Securities. - ------------------------------ Not applicable. Item 3.Defaults upon Senior Securities. - --------------------------------------- Not applicable. Item 4.Submission of matters to a Vote by Security Holders. - ----------------------------------------------------------- None. Item 5.Other Information. - -------------------------- None. Item 6.Exhibits and Reports on Form 8-K. - ----------------------------------------- (a) Exhibit 27.1...Financial Data Schedule (b) No reports were filed on Form 8-K during the quarter ended March 31, 1997. 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 COMMUNITY BANCSHARES, INC. By: /s/ Albert R. Jackson, III -------------------------- Albert R. Jackson III Chief Executive Officer, Chief Financial Officer May 12, 1997