U. S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10 - QSB
[X] Quarterly report under Section 13 or 15 (d) of the Securities Exchange Act
of 1934.
For the quarterly period ended March 31, 2001.
[_] Transition report under Section 13 or 15 (d) of the Exchange Act of 1934.
For the transition period from _____________ to ______________.
Commission file number 000-22925
AMERICASBANK CORP.
(Exact Name of Small Business Issuer as Specified in Its Charter)
Maryland 52-1948980
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
500 York Road, Towson, Maryland 21204
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)
410-823-0500
- --------------------------------------------------------------------------------
(Issuer's Telephone Number, Including Area Code)
________________________________________________________________________________
(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 Exchange Act 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 ______ No __X__
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: As of June 1, 2001, there were
496,000 shares of Issuer's $.01 par value common stock outstanding.
Traditional Small Business Disclosure Format (check one):
Yes ______ No __X__
Table of Contents
Americasbank Corp. and Subsidiaries
Part I - FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Balance Sheets 2
Condensed Consolidated Statements of Income 3
Condensed Consolidated Statements of Cash Flows 4
Condensed Consolidated Statements of Stockholders' Equity 5
Notes to Condensed Consolidated Financial Statements 6
Item 2. Management's Discussion And Analysis 6 - 13
Part II - OTHER INFORMATION
Item 5. Other Information 13
1
PART I - FINANCIAL INFORMATION
Item 1.
Financial Statements
AMERICASBANK CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
AS OF MARCH 31, 2001 AND DECEMBER 31, 2000
March 31, December 31,
2001 2000
(unaudited)
----------- ----------
Assets
- ------
Cash and cash equivalents:
On-hand and due from banks $ 1,067,000 $ 694,000
Federal funds sold 3,075,000 1,374,000
Loans receivable, net 17,753,000 17,935,000
Investments - held-to-maturity 560,000 757,000
Investments - available-for-sale 1,491,000 1,805,000
Investment in restricted stocks 242,000 203,000
Property and equipment, net 776,000 799,000
Accrued interest receivable and other assets, net 311,000 288,000
------------ ------------
Total assets $ 25,275,000 $ 23,855,000
============ ============
Liabilities and Stockholders' Equity
- ------------------------------------
Deposits:
Noninterest-bearing $ 1,794,000 $ 1,751,000
Interest-bearing 20,159,000 18,668,000
Accounts payable and accrued expenses 66,000 80,000
------------ ------------
Total liabilities 22,019,000 20,499,000
Stockholders' Equity:
Preferred stock, par value $0.01 per share,
5,000,000 shares authorized, 0 shares issued
and outstanding --- ---
Common stock, par value $0.01 per share,
5,000,000 shares authorized, 496,000 shares
issued and outstanding 5,000 5,000
Capital Surplus 4,958,000 4,958,000
Accumulated deficit (1,727,000) (1,627,000)
Accumulated other comprehensive income 20,000 20,000
------------ ------------
Total stockholders' equity 3,256,000 3,356,000
------------ ------------
Total liabilities and stockholders' equity $ 25,275,000 $ 23,855,000
============ ============
See the Accompanying Notes to the Condensed Consolidated Financial Statements.
2
AMERICASBANK CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
Three Months Ended March 31,
2001 2000
(unaudited) (unaudited)
---------- ----------
Interest Income:
Interest and fee income on loans $ 415,000 $ 213,000
Interest income on
investment securities 71,000 93,000
---------- ----------
Total interest income 486,000 306,000
Interest expense on deposits 272,000 152,000
---------- ----------
Net interest income 214,000 154,000
Provision for loan losses 34,000 19,000
---------- ----------
Net interest income after
provision for loan losses 180,000 135,000
---------- ----------
Noninterest income:
Service charges and fees 19,000 10,000
Other income 1,000 5,000
---------- ----------
Total noninterest income 20,000 15,000
---------- ----------
Noninterest expenses:
Salaries and benefits 137,000 150,000
Depreciation and amortization 24,000 32,000
Occupancy expense 34,000 8,000
Data processing 18,000 23,000
Professional fees 24,000 19,000
Marketing 12,000 14,000
Office supplies 4,000 7,000
Other noninterest expenses 47,000 40,000
---------- ----------
Total noninterest expenses 300,000 293,000
---------- ----------
Net (loss) $ (100,000) $ (143,000)
========== ==========
Basic and diluted net
loss per common share $ (0.20) $ (0.29)
Weighted average shares
outstanding 496,000 496,000
See the Accompanying Notes to the Condensed Consolidated Financial Statements.
3
AMERICASBANK CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended
March 31, March 31,
2001 2000
(unaudited) (unaudited)
--------- ---------
Cash Flows from Operating
Activities:
Net loss $ (100,000) $ (143,000)
Adjustments to reconcile net loss to net cash
from operating activities-
Provision for loan losses 34,000 19,000
Depreciation and amortization 24,000 32,000
Accretion of premium on mortgage backed securities 7,000 2,000
Decrease (increase) in accrued interest receivable (26,000) 14,000
Decrease (increase) in other assets 3,000 3,000
Disbursements for loans held for sale 0 (756,000)
Increase (decrease) accounts payable
and accrued expenses (14,000) (40,000)
---------- -----------
Net cash (used in) operating activities (72,000) (869,000)
---------- -----------
Cash flows from investing activities:
Principal repayments of investments - held to maturity 307,000 46,000
Purchase of investments - available for sale 0 (863,000)
Principal repayments of investments - available for sale 197,000 17,000
Purchases of investments in restricted stocks (39,000) (45,000)
Decrease (increase) in loans 147,000 (1,951,000)
Purchase of property and equipment 0 (1,000)
---------- -----------
Net cash provided by (used in) investing activities 612,000 (2,797,000)
---------- -----------
Cash Flows from Financing Activities:
Increase (decrease) in time deposits 609,000 1,249,000
Increase (decrease) in all other deposits 896,000 2,537,000
Increase in mortgage escrow deposits 29,000 47,000
---------- -----------
Net cash provided by financing activities 1,534,000 3,833,000
---------- -----------
Increase in Cash and Cash Equivalents 2,074,000 167,000
Cash and Cash Equivalents, beginning of period 2,068,000 3,766,000
---------- -----------
Cash and Cash Equivalents, end of period $4,142,000 $ 3,933,000
========== ===========
See the Accompanying Notes to the Condensed Consolidated Financial Statements.
4
AMERICASBANK CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE THREE MONTHS ENDED MARCH 31, 2000 and 2001 (unaudited)
Accumulated
Other
Common Capital Accumulated Comprehensive
Stock Surplus Deficit Income (Loss) Total
- -----------------------------------------------------------------------------------------------------------
Balance
December 31, 1999 $5,000 $4,958,000 $(1,069,000) $ (5,000) $3,889,000
----------
Net Loss (143,000) (143,000)
Other comprehensive
income (loss):
Changes in Net unrealized
gains (losses) on
available-for-sale
securities (4,000) (4,000)
----------
Total comprehensive income (loss) (147,000)
- ----------------------------------------------------------------------------------------------------------
Balance
March 31, 2000 $5,000 $4,958,000 $(1,212,000) $ (9,000) $3,742,000
====== ========== =========== ======== ==========
Balance
December 31, 2000 $5,000 $4,958,000 $(1,627,000) $20,000 $3,356,000
----------
Net Loss (100,000) (100,000)
Other comprehensive
income (loss):
Net unrealized
gains (losses) on
available-for-sale
securities 0 0
----------
Total comprehensive income (loss) (100,000)
- ----------------------------------------------------------------------------------------------------------
Balance
March 31, 2001 $5,000 $4,958,000 $(1,727,000) $20,000 $3,256,000
====== ========== =========== ======= ==========
See the Accompanying Notes to the Condensed Consolidated Financial Statements.
5
AMERICASBANK CORP.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Note 1. Summary of Significant Accounting Policies:
Basis of Presentation
- ---------------------
The financial statements included herein have been prepared by AmericasBank
Corp. (the "Company"), without audit, pursuant to the rules and regulations of
the Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations. However, the Company believes that the
disclosures are adequate to make the information presented not misleading.
These condensed financial statements should be read in conjunction with the
financial statements and notes thereto for the year ended December 31, 2000,
included in the Company's Annual Report on Form 10-KSB.
The unaudited condensed financial statements included herein reflect all
adjustments (which include only normal, recurring adjustments), which are, in
the opinion of management, necessary to state fairly the results for the three
months ended March 31, 2001 and 2000. The results of the interim periods are
not necessarily indicative of the results expected for the full fiscal year.
Note 2. Loss Per Share
The Company's basic and diluted loss per common share are equal at March
31, 2001 and March 31, 2000 since the dilutive potential common shares
outstanding would have an antidilutive effect due to the net loss during each
period.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations:
General
- -------
The following discussion and related financial data for the Company
provides an overview of the financial condition and results of operations of the
Company and its wholly owned subsidiary, which is presented on a consolidated
basis. The principal subsidiary is AmericasBank (the "Bank"). For the first
three months, ending March 31, 2001 and March 31, 2000, the Company reported a
loss of $(100,000) and $(143,000), respectively. The first quarter 2001 loss is
attributed to the allowance for loan loss and the startup of the new location
for the East Baltimore branch.
Return on average assets and return on average equity are key measures of
earnings performance. Return on average assets measures the ability of a bank
to utilize its assets in generating income. Annualized return (loss) on average
assets for the three months ended March 31, 2001 was (1.58)% compared to (3.34)%
for the same period in 2000. The annualized return (loss) on average
stockholder's equity, which measures the income (loss) on the capital invested,
for the three months ending March 31, 2001, was (10.15)% compared to (14.98)%
for the three months ending March 31, 2000.
6
Net Interest Income
- -------------------
Net interest income represents the Company's gross profit from lending and
investment activities, and is the most significant component of the Company's
earnings. Net interest income is the difference between interest and related fee
income on earning assets (primarily loans and investments) and the cost of funds
(primarily deposits and short-term borrowings) supporting them. To facilitate
the analysis of net interest income, the table below ("Average Balances - Yields
and Rates") is presented.
Average Balances - Yields and Rates
- -----------------------------------
Three Months Ended Three Months Ended
March 31, 2001 March 31, 2000
------------------------------- -------------------------------
Average Income/ Yield/ Average Income/ Yield/
Assets: Balance Expense Rate Balance Expense Rate
------- ------- ---- ------- ------- ----
Loans receivable (net of unearned income) (1) $18,296,000 $415,000 9.07% $ 9,361,000 $211,000 9.04%
Loans held for sale 0 0 0 113,000 2,000 7.10
Federal funds sold 1,725,000 24,000 5.56 3,791,000 55,000 5.82
Investments 2,628,000 47,000 7.15 2,223,000 38,000 6.86
----------- -------- ----------- --------
Total earning assets (2) 22,649,000 486,000 8.58 15,488,000 306,000 7.92
Noninterest earning assets 2,643,000 1,647,000
----------- -----------
Total assets $25,292,000 $17,135,000
=========== ===========
Liabilities and stockholders' equity:
Interest bearing deposits $18,916,000 272,000 5.75 $11,733,000 152,000 5.20
----------- -------- ----------- --------
Total interest-bearing liabilities 18,916,000 272,000 5.75 11,733,000 152,000 5.20
Non-interest bearing deposits 1,695,000 1,329,000
----------- -----------
Total Deposits 20,611,000 272,000 5.28 13,062,000 152,000 4.67
-------- --------
Non-interest bearing liabilities 742,000 254,000
Stockholders' equity 3,939,000 3,819,000
----------- -----------
Total liabilities and stockholders' equity $25,292,000 $17,135,000
=========== ===========
Interest rate spread 2.83% 2.72%
Net interest income $214,000 $154,000
======== ========
Net interest margin 3.78% 3.99%
(1) Loans on non-accrual status are included in the calculations of
average balances.
(2) The Bank has made no loans on investments that qualify for tax-exempt
treatment and had no tax-exempt income.
7
Net interest income for the first three months of 2001 totaled $214,000,
increasing 38.9% from the $154,000 recorded for the same period in 2000. The
Company's average interest-earning assets for the three months ending March 31,
2001, increased 46%, to $22,649,000, from $15,488,000 for the three months
ending March 31, 2000. This increase in average earning assets was primarily
due to the increase in our deposit accounts.
The Company's net interest margin was 3.78% and 3.99% for the first quarter
of 2001 and 2000, respectively. The net interest margin is impacted by the
change in the spread between yields on earning assets and rates paid on
interest-bearing liabilities. This spread did not materially change in the first
quarter of 2001 when compared to the same period in the prior year.
The Company's refocused lending strategy has been to concentrate primarily
on commercial and construction products since the conversion in September 1999
from a thrift to a commercial bank. This strategy has served to balance the
Company's loan portfolio between mortgages and commercial products. For the
quarter ended March 31, 2001, the loan portfolio consisted of approximately 48%
mortgages and 33% commercial loans. As of March 31, 2000, the loan portfolio
consisted of approximately 59% mortgages and 28% commercial loans. This change
in the balances has afforded the Company the opportunity to generate higher
yielding loans, many of which will adjust with changes in the prime rate.
The Company operates within a competitive market with many competitors of
significantly larger size. The Company is currently implementing several
strategies to offer competitively priced products to its current and prospective
customers. Some of these products include telephone banking, small business
loans and small business sweep accounts. Additionally, management has begun
exploring several service enhancements which it feels will sustain the Bank's
deposit growth. One possible service enhancement the Bank is exploring is
offering in-house insurance products.
Noninterest Income
- ------------------
Noninterest income increased $5,000, or 33.3% for the three months ended
March 31, 2001, when compared to the same period in 2000. This is primarily due
to an increase in deposit accounts and a corresponding increase in deposit
account fees.
The Company's management is committed to developing and offering
innovative, market-driven products and services that will generate additional
sources of noninterest income. However, the future results of any of these
products or services cannot be predicted at this time.
Noninterest Expenses
- --------------------
Noninterest expenses increased $7,000 or 2.39% for the three months ended
March 31, 2001 when compared the first three months of 2000.
Total salaries and benefits decreased $13,000 or 8% when the first quarter
of 2001 is compared to the first quarter of 2000. This decrease was due to the
loss of two Bank
8
employees. Occupancy expense increased $26,000 or 325% compared to the first
quarter of 2001. This increase is attributed to the lease on the Lombard Street
location in East Baltimore. Previously, the Bank owned the East Baltimore
office. The Bank will continue to manage all expense accounts.
On March 16, 2001, Steven T. Hudson, resigned, effective as of March 30,
2001, as the chief financial officer of the Company and the Bank. Mr. Hudson
resigned in order to pursue other opportunities at another financial
institution. On May 16, 2001, the Bank hired Ms. Mary-claire Bolth as its new
controller. As of June 5, 2001, Ms. Bolth received all necessary regulatory
approvals to serve as the controller. From 1988 until May, 2001, Ms. Bolth was
employed by Glen Rock State Bank, Glen Rock, Pennsylvania as an assistant vice
president/controller.
Allowance for Credit Losses and Problem Assets
- ----------------------------------------------
The allowance for loan losses represents a reserve for potential losses in
the loan portfolio. The adequacy of the allowance for loan losses is evaluated
periodically based on a review of all significant loans, with a particular
emphasis on non-accruing, past-due, impaired, and other loans that management
believes require attention. The determination of the reserve level rests upon
management's judgment about factors affecting loan quality and assumptions about
the economy. Management considers the quarter-end reserve adequate to cover
possible losses in the loan portfolio. However, management's judgment is based
upon a number of assumptions about future events, which are believed to be
reasonable, but which may or may not prove valid. Thus, there can be no
assurance that charge-offs in future periods will not exceed the allowance for
loan loss or that additional increases in the loan loss allowance will not be
required.
The Bank uses a loan grading system where all loans are graded based on
management's evaluation of the risk associated with each loan. Based on the
loan grading, a factor is applied to the loan balance to reserve for potential
losses. The overall evaluation of the adequacy of the total allowance for loan
losses is based on an analysis of historical loss ratios, loan charge-offs,
delinquency trends, and previous collection experience, along with an assessment
of the effects of external economic conditions.
As of March 31, 2001, the allowance for loan losses was 1.08% of total
loans. Management believes it has adequately provided for all loan losses in
the loan portfolio as of March 31, 2001.
9
The following table sets forth an analysis of the Bank's allowance for loan
losses for the periods indicated.
Three Months Ended Three Months Ended
March 31, 2001 March 31, 2000
---------------------- ------------------------
Allowance for loan losses, beginning of period $ 273,000 $ 138,000
----------- -----------
Loans charged off (114,000) ---
Recoveries --- ---
----------- -----------
Net loans charged off (114,000) ---
----------- -----------
Provision for loan losses 34,000 19,000
----------- -----------
Allowance for loan losses, end of period $ 193,000 $ 157,000
=========== ===========
Loans (net of premiums and discounts):
Period-end balance $17,945,000 $10,529,000
Average balance during period $18,296,000 $ 9,361,000
Allowance as percentage of period-end loan balance 1.08% 1.49%
Percent of average loans:
Provision for loan losses 0.19% 0.20%
Net charge-offs 0.62% ---
The following table summarizes the allocation of allowance by loan type at
the dates indicated. The allocation of the allowance to each category is not
necessarily indicative of future losses and does not restrict the use of the
allowance to absorb losses in any category.
As of March 31, 2001 As of March 31, 2000
-------------------- --------------------
Percent of Percent of
Amount Total Amount Total
------ ---------- ------ ----------
Commercial $ 60,000 33.00% $ 44,000 28.00%
Real estate - first mortgages 86,000 48.00 92,000 59.00
Real estate - second mortgages 14,000 13.00 10,000 6.00
and home equity
Consumer 14,000 6.00 11,000 7.00
Unfunded Commitments 19,000 -- -- --
-------- ------ -------- ------
Total $193,000 100.00% $157,000 100.00%
======== ====== ======== ======
10
Quantitative and Qualitative Disclosures about Market Risk
- ----------------------------------------------------------
Asset/liability management involves the funding and investing strategies
necessary to maintain an appropriate balance between interest sensitive assets
and liabilities. It also involves providing adequate liquidity while sustaining
stable growth in net interest income. Regular review and analysis of deposit and
loan trends, cash flows in various categories of loans, and monitoring of
interest-spread relationships are vital to this process.
The conduct of our banking business requires that we maintain adequate
liquidity to meet changes in the composition and volume of assets and
liabilities due to seasonal, cyclical, or other reasons. Liquidity describes the
ability of the Company to meet financial obligations that arise during the
normal course of business. Liquidity is primarily needed to meet the borrowing
and deposit withdrawal requirements of the customers of the Company, as well as
for meeting current and future planned expenditures. This liquidity is typically
provided by the funds received through customer deposits, investment securities,
loan repayments, borrowings, and income. Management considers the current
liquidity position to be adequate to meet the needs of the Company and its
customers.
The Company seeks to limit the risks associated with interest rate
fluctuations by managing the balance between interest sensitive assets and
liabilities. Managing to mitigate interest rate risk is, however, not an exact
science. Not only does the interval until repricing of interest rates on assets
and liabilities change from day to day as the assets and liabilities change, but
for some assets and liabilities, contractual maturity and the actual maturity
experienced are not the same. For example, mortgage-backed securities may have
contractual maturities well in excess of five years but, depending upon the
interest rate carried by the specific underlying mortgages and the current
prevailing rate of interest, these securities may be repaid in a shorter time
period. Accordingly, management must make certain underlying assumptions with
regard to the true interest rate sensitivity of an asset or liability if the
actual volatility experienced differs from the contractual rate changes or
maturities.
Interest rate sensitivity is an important factor in the management of the
composition and maturity configurations of the Company's earning assets and
funding sources. Management manages the interest rate sensitivity position in
order to maintain an appropriate balance between the maturity and repricing
characteristics of assets and liabilities that is consistent with the Company's
liquidity analysis, growth, and capital adequacy goals.
The Company employs computer model simulations for monitoring interest rate
sensitivity. Interest rate risk ("IRR") management has various sources and it is
not simply the risk from rates rising and falling. In fact, there are four
sources of IRR: repricing risk, basis risk, yield curve risk, and option risk.
Gap modeling only focuses on repricing risk. Income simulations that incorporate
cash flow analysis: (1) measure the size and direction of interest rate exposure
under a variety of interest rate and yield curve shape scenarios; (2) provide
the opportunity to capture all critical elements such as volume, maturity dates,
repricing dates, and repayment volumes; (3) utilize the data to clearly focus
attention on critical variables; (4) are dynamic; and (5) reflect changes in
prevailing interest rates which affect different assets and liabilities in
different ways. These simulations are run on a
11
quarterly basis using an interest rate ramping technique to determine the
effects on the Company's net interest income, assuming a gradual increase or
decrease in interest rates over four successive quarters. The Company has an
interest rate risk management policy that limits the amount of deterioration in
the net change in interest income to no more than 10.0% (+/-100), 12.0% (+/-
200), 15.0% (+/-300) of net interest income.
Capital Resources
- -----------------
The following table shows the risk-based capital and the leverage ratios
for the Company as of March 31, 2001:
To Be Well-Capitalized
For Capital Adequacy Under Prompt Corrective
Actual Purposes Action Provisions
------ -------- -----------------
Amount Ratio Amount Ratio Amount Ratio
------ ----- ------ ----- ------ -----
Total Risk-Based
Capital
(to risk-weighted
assets) $3,371,000 19.71% $1,368,000 8.0% $1,710,000 10.0%
Tier I Capital
(to risk-weighted
assets) $3,178,000 19.81% $ 684,000 4.0% $1,026,000 6.0%
Tier I Capital
(to average assets) $3,178,000 13.83% $ 723,000 4.0% $ 904,000 5.0%
Based on the above analysis, management believes the capital is within
regulatory banking guidelines.
12
Contingency Planning
- --------------------
The Company has in place a Disaster Recovery Plan for its computer
operations facility and a business resumption plan for its various departments.
The mission-critical and support operations have been tested and proven
satisfactory. In the event the Company cannot perform its own core business
processes, the existing Disaster Recovery Plan would be followed to maintain
critical core functions of the Bank.
IN ADDITION TO THE HISTORICAL INFORMATION CONTAINED IN PART I OF THIS
QUARTERLY REPORT ON FORM 10-QSB, THE DISCUSSION IN PART I OF THIS QUARTERLY
REPORT ON FORM 10-QSB CONTAINS CERTAIN FORWARD-LOOKING STATEMENTS SUCH AS
STATEMENTS OF THE COMPANY'S PLANS, OBJECTIVES, EXPECTATIONS AND INTENTIONS THAT
INVOLVE RISKS AND UNCERTAINTIES. THESE RISKS AND UNCERTAINTIES INCLUDE, AMONG
OTHERS, THE COMPANY'S HISTORY OF LOSSES; RISKS RELATED TO COMMERCIAL AND
CONSTRUCTION LENDING; RISKS RELATED TO NEW MANAGEMENT; IMPACT OF INTEREST RATE
VOLATILITY ON DEPOSITS, INTEREST RATE, LENDING AND OTHER RISKS ASSOCIATED WITH
THE LOANS ACQUIRED FROM OTHERS; RISK OF LOAN LOSSES; IMPACT OF GOVERNMENT
REGULATION ON OPERATING RESULTS; RISKS OF COMPETITIVE MARKET; IMPACT OF MONETARY
POLICY AND OTHER ECONOMIC FACTORS ON OPERATING RESULTS; UNCERTAINTY AS TO
EFFECTS OF FEDERAL LEGISLATION; AND DEVELOPMENTS IN TECHNOLOGY. THE COMPANY'S
ACTUAL RESULTS COULD DIFFER MATERIALLY FROM THOSE DISCUSSED HEREIN.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None.
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 Securities Holders
Not applicable.
Item 5. Other Information.
Subsequent Events
- -----------------
On April 12, 2001, Richard J. Hunt, Jr. resigned, effective immediately, as
president and as a director of the Bank and as senior executive vice president
of the
13
Company due to differences with the board of directors regarding the management
of the Bank. On April 30, 2001, the Bank hired Scott Sturgill as its new
president. As of June 5, 2001, Mr. Sturgill received all necessary regulatory
approvals to serve as president of the Bank.
From 1997 until joining the Bank, Mr. Sturgill served as executive vice
president and chief operating officer for Glen Rock State Bank, a Pennsylvania
state-chartered commercial bank in Glen Rock Pennsylvania. From 1988 until 1997,
Mr. Sturgill served as a vice president of Bank of Hanover.
14
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934,
as amended, the registrant caused this report signed on its behalf by the
undersigned, thereunto duly authorized.
AMERICASBANK CORP.
/s/ Patricia D'Alessandro
Date: June 28, 2001 By: ________________________________________________
Patricia D'Alessandro
Executive Vice President
/s/ Larry D. Ohler
Date: June 28, 2001 By: ________________________________________________
Larry D. Ohler
Treasurer
(Principal Financial Officer)
15