SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR QUARTER ENDED JUNE 30, 2000 COMMISSION FILE NUMBER 0-12436
COLONY BANKCORP, INC.
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
GEORGIA 58-1492391
- ------------------------------- ----------------------
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NUMBER)
115 SOUTH GRANT STREET, FITZGERALD, GEORGIA 31750
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ADDRESS OF PRINCIPAL EXECUTIVE OFFICES
912/426-6000
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REGISTRANT'S TELEPHONE NUMBER INCLUDING AREA CODE
INDICATE BY CHECK MARK WHETHER THE REGISTRANT (1) HAS FILED REPORTS REQUIRED TO
BE FILED BY SECTIONS 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 DURING
THE PRECEDING 12 MONTHS (OR FOR SUCH SHORTER PERIOD THAT THE REGISTRANT WAS
REQUIRED TO FILE SUCH REPORTS), AND (2) HAS BEEN SUBJECT TO SUCH FILING
REQUIREMENTS FOR THE PAST 90 DAYS.
YES X NO
INDICATE THE NUMBER OF SHARES OUTSTANDING OF EACH OF THE ISSUER'S CLASSES OF
COMMON STOCK, AS OF THE CLOSE OF THE PERIOD COVERED BY THIS REPORT.
CLASS OUTSTANDING AT JUNE 30, 2000
- -------------------------- ----------------------------
COMMON STOCK, $1 PAR VALUE 4,440,276
PART 1 - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
THE FOLLOWING FINANCIAL STATEMENTS ARE PROVIDED FOR COLONY BANKCORP, INC. AND
SUBSIDIARIES: THE BANK OF FITZGERALD, ASHBURN BANK, COMMUNITY BANK OF WILCOX,
THE BANK OF DODGE COUNTY, BANK OF WORTH, COLONY BANK SOUTHEAST AND COLONY
MANAGEMENT SERVICES, INC.
A. CONSOLIDATED BALANCE SHEETS - JUNE 30, 2000 AND DECEMBER 31,
1999.
B. CONSOLIDATED STATEMENTS OF INCOME - FOR THE THREE MONTHS ENDED
JUNE 30, 2000 AND 1999 AND FOR THE SIX MONTHS ENDED JUNE 30,
2000 AND 1999.
C. CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - FOR THE
THREE MONTHS ENDED JUNE 30, 2000 AND 1999 AND FOR THE SIX
MONTHS ENDED JUNE 30, 2000 AND 1999.
D. CONSOLIDATED STATEMENTS OF CHANGES IN FINANCIAL POSITION - FOR
THE SIX MONTHS ENDED JUNE 30, 2000 AND 1999.
THE CONSOLIDATED FINANCIAL STATEMENTS FURNISHED HAVE NOT BEEN EXAMINED BY
INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS, BUT REFLECT, IN THE OPINION OF
MANAGEMENT, ALL ADJUSTMENTS NECESSARY FOR A FAIR PRESENTATION OF THE RESULTS OF
OPERATIONS FOR THE PERIODS PRESENTED.
THE RESULTS OF OPERATIONS FOR THE SIX MONTH PERIOD ENDED JUNE 30, 2000 ARE NOT
NECESSARILY INDICATIVE OF THE RESULTS TO BE EXPECTED FOR THE FULL YEAR.
2
COLONY BANKCORP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
JUNE 30, 2000 AND DECEMBER 31, 1999
(UNAUDITED)
(DOLLARS IN THOUSANDS)
ASSETS June 30, 2000 Dec 31, 1999
------------- ------------
Cash and Balances Due from Depository
Institutions (Note 2) $ 20,145 $ 22,550
Federal Funds Sold 17,490 15,290
Investment Securities
Available for Sale, at Fair Value 61,383 61,857
Held to Maturity, at Cost (Fair Value of $697 and
$934 respectively) (Note 3) 710 963
Loans (Notes 4 and 5) 362,709 315,440
Allowance for Loan Losses (5,087) (4,682)
Unearned Interest and Fees (5) (5)
-------- --------
Total Loans 357,617 310,753
Premises and Equipment (Note 6) 13,146 12,847
Other Real Estate 353 883
Other Assets 9,520 10,129
-------- --------
Total Assets $480,364 $435,272
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Noninterest-Bearing $ 37,812 $ 33,720
Interest-Bearing (Note 8) 369,117 340,730
-------- --------
Total Deposits 406,929 374,450
Borrowed Money:
Federal Funds Purchased 700 0
Other Borrowed Money (Note 9) 32,269 21,967
-------- --------
Total Borrowed Money 32,969 21,967
Other Liabilities 3,410 3,844
Commitments and Contingencies (Note 11)
Stockholders' Equity:
Common Stock, Par Value $1, Authorized 20,000,000
shares, Issued 4,440,276 and 4,435,026 shares as of
June 30, 2000 and December 31, 1999 respectively 4,440 4,435
Paid-In Capital 21,603 21,537
Retained Earnings 12,688 10,767
Accumulated Other Comprehensive Income, Net of Tax (1,675) (1,728)
-------- --------
Total Stockholders' Equity 37,056 35,011
-------- --------
Total Liabilities and Stockholders' Equity $480,364 $435,272
======== ========
The accompanying notes are an integral part of these balance sheets.
3
COLONY BANKCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
THREE MONTHS ENDED JUNE 30, 2000 AND 1999
AND SIX MONTHS ENDED JUNE 30, 2000 AND 1999
(UNAUDITED)
(DOLLARS IN THOUSANDS)
Three Months Ended Six Months Ended
6/30/00 6/30/99 6/30/00 6/30/99
---------- ---------- ---------- ----------
Interest Income:
Loans, including fees $ 8,737 $ 6,806 $ 16,729 $ 13,211
Federal Funds Sold 210 144 398 362
Deposits with Other Banks 147 107 325 229
Investment Securities:
U.S. Treasury & Federal Agencies 773 820 1,547 1,683
State, County and Municipal 96 116 192 216
Other Investments 46 54 90 114
---------- ---------- ---------- ----------
Total Interest Income 10,009 8,047 19,281 15,815
---------- ---------- ---------- ----------
Interest Expense:
Deposits 4,711 3,872 9,068 7,692
Federal Funds Purchased 7 5 9 6
Other Borrowed Money 446 197 868 449
---------- ---------- ---------- ----------
Total Interest Expense 5,164 4,074 9,945 8,147
---------- ---------- ---------- ----------
Net Interest Income 4,845 3,973 9,336 7,668
Provision for Loan Losses 605 194 1,082 443
---------- ---------- ---------- ----------
Net Interest Income After Provision 4,240 3,779 8,254 7,225
---------- ---------- ---------- ----------
Noninterest Income:
Service Charge on Deposits 620 544 1,182 1,025
Other Service Charges,
Commissions & Fees 110 102 255 246
Security Gains, net 0 (2) 0 (2)
Other Income 105 180 245 292
---------- ---------- ---------- ----------
Total Noninterest Income 835 824 1,682 1,561
---------- ---------- ---------- ----------
Noninterest Expense:
Salaries and Employee Benefits 1,841 1,658 3,576 3,083
Occupancy and Equipment 585 484 1,086 952
Other Operating Expenses 927 910 1,773 1,716
---------- ---------- ---------- ----------
Total Noninterest Expense 3,353 3,052 6,435 5,751
---------- ---------- ---------- ----------
Income Before Income Taxes 1,722 1,551 3,501 3,035
Income Taxes 577 478 1,143 926
---------- ---------- ---------- ----------
Net Income $ 1,145 $ $1,073 $ 2,358 $ 2,109
========== ========== ========== ==========
Net Income Per Share of Common Stock
Basic $ 0.26 $ 0.24 $ 0.53 $ 0.48
========== ========== ========== ==========
Diluted $ 0.26 $ 0.24 $ 0.53 $ 0.48
========== ========== ========== ==========
Weighted Average Shares Outstanding $4,440,276 $4,435,026 $4,440,276 $4,435,026
========== ========== ========== ==========
The accompanying notes are an integral part of these statements.
4
COLONY BANKCORP INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
THREE MONTHS ENDED JUNE 30, 2000 AND 1999
AND SIX MONTHS ENDED JUNE 30, 2000 AND 1999
(UNAUDITED)
(DOLLARS IN THOUSANDS)
Three Months Ended Six Months Ended
6/30/00 6/30/99 6/30/00 6/30/99
------- ------- ------- -------
Net Income $1,145 $1,073 $2,358 $2,109
Other Comprehensive Income,
Net of Tax
Gains (Losses) on Securities,
Arising During Year 11 (633) 53 (879)
Reclassification Adjustment 0 1 0 1
------ ------ ------ ------
Unrealized Gains (Losses) on Securities 11 (632) 53 (878)
------ ------ ------ ------
Comprehensive Income $1,156 $ 441 $2,411 $1,231
====== ====== ====== ======
5
COLONY BANKCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED JUNE 30, 2000 AND 1999
(UNAUDITED)
(DOLLARS IN THOUSANDS)
2000 1999
---- ----
CASH FLOW FROM OPERATING ACTIVITIES
Net Income (loss) $ 2,358 $ 2,109
Adjustments to reconcile net income to net cash
provided by operating activities:
(Gain) loss on sale of investment securities 0 2
Depreciation 610 559
Provision for loan losses 1,082 443
Amortization of excess costs 26 24
Other prepaids, deferrals and accruals, net (14) (272)
-------- --------
Total Adjustments $ 1,704 $ 756
-------- --------
Net cash provided by operating activities $ 4,062 $ 2,865
-------- --------
CASH FLOW FROM INVESTING ACTIVITIES
Purchases of securities available for sale $ (1,242) $(31,948)
Proceeds from sales of securities available for sale 0 2,286
Proceeds from maturities, calls, and paydowns of
investment securities:
Available for Sale 1,770 33,690
Held to Maturity 257 442
Decrease (Increase) in interest-bearing deposits in banks (382) (5,623)
(Increase) in loans (47,269) (36,120)
Purchase of premises and equipment (909) (1,195)
-------- --------
Net cash (used in) investing activities $(47,775) $(38,468)
-------- --------
CASH FLOW FROM FINANCING ACTIVITIES
Net (decrease) increase in deposits $ 32,479 $ 16,774
Proceeds from issuance of common stock 0 0
Federal funds purchased 700 3,590
Dividends paid (355) (266)
Net (decrease) increase in other borrowed money 10,302 (1,195)
-------- --------
Net cash provided by financing activities 43,126 18,903
-------- --------
Net increase (decrease) in cash and cash equivalents (587) (16,700)
Cash and cash equivalents at beginning of period 31,126 39,003
-------- --------
Cash and cash equivalents at end of period $ 30,539 $ 22,303
The accompanying notes are an integral part of these statements.
6
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1) Summary of Significant Accounting Policies
Basis of presentation
Colony Bankcorp, Inc. is a multi-bank holding company located in Fitzgerald,
Georgia. The consolidated financial statements include the accounts of Colony
Bankcorp, Inc. and its wholly-owned subsidiaries, The Bank of Fitzgerald,
Fitzgerald, Georgia; Ashburn Bank, Ashburn, Georgia; Bank of Worth, Sylvester,
Georgia; The Bank of Dodge County, Eastman, Georgia; Community Bank of Wilcox,
Pitts, Georgia; Colony Bank Southeast, Broxton, Georgia (the Banks); and Colony
Management Services, Inc., Fitzgerald, Georgia. All significant intercompany
accounts have been eliminated in consolidation. The accounting and reporting
policies of Colony Bankcorp, Inc. conform to generally accepted accounting
principles and practices utilized in the commercial banking industry.
In preparing the financial statements, management is required to make estimates
and assumptions that affect the reported amounts of assets and liabilities as of
the balance sheet date and revenues and expenses for the period. Actual results
could differ significantly from those estimates. Material estimates that are
particularly susceptible to significant change in the near-term relate to the
determination of the allowance for loan losses, the valuation of real estate
acquired in connection with foreclosure or in satisfaction of loans and the
valuation of deferred tax assets.
Description of Business
The Banks provide a full range of retail and commercial banking services for
consumers and small to medium size businesses primarily in South Georgia.
Lending and investing activities are funded primarily by deposits gathered
through it retail branch office network. Lending is concentrated in
agricultural, commercial and real estate loans to local borrowers. In
management's opinion, although the Banks have a high concentration of
agricultural and real estate loans, these loans are well collateralized and do
not pose an adverse credit risk. In addition, the balance of the loan portfolio
is sufficiently diversified to avoid significant concentration of credit risk.
Although the Banks have a diversified loan portfolio, a substantial portion of
borrowers' ability to honor their contracts is dependent upon the viability of
the real estate economic sector.
The success of Colony is dependent, to a certain extent, upon the economic
conditions in the geographic markets it serves. No assurance can be given that
the current economic conditions will continue. Adverse changes in the economic
conditions in these geographic markets would likely have a material adverse
effect on the Company's results of operations and financial condition The
operating results of Colony depend primarily on its net interest income.
Accordingly, operations are subject to risks and uncertainties surrounding the
exposure to changes in the interest rate environment.
Investment Securities
The Company records investment securities under Statement of Financial
Accounting Standards (SFAS) No. 115 Accounting for Certain Investments in Debt
and Equity Securities. Under the provisions of SFAS No. 115, the Company must
classify its securities as trading, available for sale or held to maturity.
Trading securities are purchased and held for sale in the near term. Securities
held to maturity are those which the Company has the ability and intent to hold
until maturity. All other securities not classified as trading or held to
maturity are considered available for sale.
Securities available for sale are measured at fair value with unrealized gains
and losses reported net of deferred taxes as a separate component of
stockholders' equity. Fair value represents an approximation of realizable value
as of June 30, 2000 and December 31, 1999. Realized and unrealized gains and
losses are determined using the specific identification method. Premiums and
discounts are recognized in interest income using the interest method over the
period to maturity.
Loans
Loans are generally reported at principal amount less unearned interest and
fees. Impaired loans are recorded under SFAS 114, Accounting by Creditors for
Impairment of a Loan and SFAS 118, Accounting by Creditors for Impairment of a
Loan-Income Recognition and Disclosures. Impaired loans are loans for which
principal and interest are unlikely to be collected in accordance with the
original loan terms and, generally, represent loans delinquent in excess of 120
days which have been placed on nonaccrual status and for which collateral values
are less than outstanding principal and interest. Small balance, homogeneous
loans are excluded from impaired loans. Generally, interest payments received on
impaired loans are applied to principal. Upon receipt of all loan principal,
additional interest payments are recognized as interest income on the cash
basis.
Other nonaccrual loans are loans for which payments of principal and interest
are considered doubtful of collection under original terms but collateral values
equal or exceed outstanding principal and interest.
7
(1) Summary of Significant Accounting Policies (continued)
Allowance for Loan Losses
The allowance method is used in providing for losses on loans. Accordingly, all
loan losses decrease the allowance and all recoveries increase it. The provision
for loan losses is based on factors which, in management's judgment, deserve
current recognition in estimating possible loan losses. Such factors considered
by management include growth and composition of the loan portfolio, economic
conditions and the relationship of the allowance for loan losses to outstanding
loans.
An allowance for loan losses is maintained for all impaired loans. Provisions
are made for impaired loans upon changes in expected future cash flows or
estimated net realizable value of collateral. When determination is made that
impaired loans are wholly or partially uncollectible, the uncollectible portion
is charged-off.
Management believes the allowance for possible loan losses is adequate. While
management uses available information to recognize losses on loans, future
additions to the allowance may be necessary based on changes in economic
conditions. In addition, various regulatory agencies, as an integral part of
their examination process, periodically review the Company's allowance for loan
losses. Such agencies may require the Company to recognize additions to the
allowance based on their judgment about information available to them at the
time of their examination.
Premises and Equipment
Premises and equipment are recorded at acquisition cost net of accumulate
depreciation.
Depreciation is charged to operations over the estimated useful lives of the
assets. The estimated useful lives and methods of depreciation are as follows:
Description Life in Years Method
- ----------- ------------- ------
Banking Premises 15-40 Straight-Line and Accelerated
Furniture and Equipment 5-10 Straight-Line and Accelerated
Expenditures for major renewals and betterments are capitalized. Maintenance and
repairs are charged to operations as incurred. When property and equipment are
retired or sold, the cost and accumulated depreciation are removed from the
respective accounts and any gain or loss is reflected in other income or
expense.
Cash Flows
For reporting cash flows, cash and cash equivalents include cash on hand,
noninterest-bearing amounts due from banks and federal funds sold. Cash flows
from demand deposits, NOW accounts, savings accounts, loans and certificates of
deposit are reported net.
Income Taxes
Income taxes are provided for the tax effects of transactions reported in the
consolidated financial statements and consist of taxes currently due plus
deferred taxes. Deferred taxes are recognized for differences between the basis
of assets and liabilities for financial statement and income tax purposes. The
differences relate primarily to depreciable assets (use of different
depreciation methods for financial statement and income tax purposes) and
allowance for loan losses (use of the allowance method for financial statement
purposes and the experience method for tax purposes). The deferred tax assets
and liabilities represent the future tax return consequences of those
differences, which will either be taxable or deductible when the assets and
liabilities are recovered or settled.
Other Real Estate
Other real estate generally represents real estate acquired through foreclosure
and is initially recorded at the lower of cost or estimated market value at the
date of acquisition. Losses from the acquisitions of property in full or partial
satisfaction of debt are recorded as loan losses. Subsequent declines in value,
routine holding costs and gains or losses upon disposition are included in other
losses.
Comprehensive Income
Accounting principles generally require that recognized revenue, expenses, gains
and losses be included in net income. Certain changes in assets and liabilities,
such as unrealized gains and losses on securities available for sale, represent
equity changes from economic events of the period other than transactions with
owners and are not reported in the consolidated statement of income but as a
separate component of the equity section of the consolidated balance sheets.
Such items are considered components of other comprehensive income. Statement of
Financial Accounting Standards 130 requires the presentation in the financial
statements of net income and all items of other comprehensive income as total
comprehensive income.
8
(2) Cash and Balances Due from Depository Institutions
Components of cash and balances due from depository institutions at June 30,
2000 and December 31, 1999 are as follows:
June 30, 2000 December 31, 1999
------------- -----------------
Cash on Hand and Cash Items $ 3,785 $ 7,502
Noninterest-Bearing Deposits with Other Banks 9,264 8,334
Interest-Bearing Deposits with Other Banks 7,096 6,714
------- -------
$20,145 $22,550
======= =======
(3) Investment Securities
Investment securities as of June 30, 2000 are summarized as follows:
Gross Gross
Amortized Unrealized Unrealized Fair
Cost Gains Losses Value
Securities Available for Sale
U.S. Government Agencies:
Mortgage-Backed $ 4,128 $0 $ (142) $ 3,986
Other 48,285 0 (1,843) 46,442
State, County & Municipal 8,594 3 (192) 8,405
The Banker's Bank Stock 50 0 0 50
Federal Home Loan Bank Stock 1,610 0 0 1,610
Marketable Equity Securities 1,130 0 (240) 890
------- -- ------- -------
$63,797 $3 $(2,417) $61,383
======= == ======= =======
Securities Held to Maturity:
State, County and Municipal $ 710 $1 $ (14) $ 697
======= == ======= =======
The amortized cost and fair value of investment securities as of June 30, 2000
by contractual maturity, are shown below. Expected maturities will differ from
contractual maturities because issuers have the right to call or prepay
obligations with or without call or prepayment penalties.
Securities
Available for Sale Held to Maturity
Amortized Cost Fair Value Amortized Cost Fair Value
Due in One Year or Less $3,660 $3,645 $400 $400
Due After One Year Through Five Years 50,479 48,584 100 99
Due After Five Years Through Ten Years 2,380 2,277 0 0
Due After Ten Years 360 341 210 198
------- ------- ---- ----
56,879 54,847 710 697
Federal Home Loan Bank Stock 1,610 1,610 0 0
The Banker's Bank Stock 50 50 0 0
Marketable Equity Securities 1,130 890 0 0
Mortgage-Backed Securities 4,128 3,986 0 0
------- ------- ---- ----
$63,797 $61,383 $710 $697
======= ======= ==== ====
9
(3) Investment Securities (continued)
Investment securities as of December 31, 1999 are summarized as follows:
Gross Gross
Amortized Unrealized Unrealized Fair
Cost Gains Losses Value
Securities Available for Sale:
U.S. Government Agencies:
Mortgage-Backed Securities $ 4,629 $0 $ (139) $ 4,490
Other 48,291 0 (1,955) 46,336
State, County & Municipal 8,826 3 (165) 8,664
The Banker's Bank Stock 50 0 0 50
Federal Home Loan Bank Stock 1,426 0 0 1,426
Marketable Equity Securities 1,130 0 (240) 890
------- -- ------- -------
$64,352 $3 $(2,499) $61,856
======= == ======= =======
Securities Held to Maturity:
State, County and Municipal $ 963 $0 $ (26) $ 937
======= == ======= =======
Investment securities having a carry value approximating $38,054 and $28,318 as
of June 30, 2000 and December 31, 1999, respectively, were pledged to secure
public deposits and for other purposes.
(4) Loans
The composition of loans as of June 30, 2000 and December 31, 1999 was as
follows:
June 30, 2000 December 31, 1999
------------- -----------------
Commercial, Financial and Agricultural $ 52,801 $ 42,595
Real Estate - Construction 5,045 4,003
Real Estate - Farmland 18,040 24,179
Real Estate - Other 214,730 185,663
Installment Loans to Individuals 59,649 48,226
All Other Loans 12,444 10,775
-------- --------
$362,709 $315,441
-------- --------
Nonaccrual loans are loans for which principal and interest are doubtful of
collection in accordance with original loan terms and for which accruals of
interest have been discontinued due to payment delinquency. Nonaccrual loans
totaled $4,931 and $5,334 as of June 30, 2000 and December 31, 1999,
respectively. On June 30, 2000, the Company had 90 day past due loans with
principal balances of $383 and restructured loans with principal balances of
$229.
Colony Bankcorp, Inc. recognizes impaired loans as nonaccrual loans delinquent
in excess of 120 days for which collateral values are insufficient to recover
outstanding principal and interest under original loan terms. Impaired loan data
as of December 31, 1999 was as follows:
December 31, 1999
-----------------
Total Investment in Impaired Loans $ 885
Less Allowance for Impaired Loan Losses (106)
-------
Net Investment, December 31, 1999 $ 779
=======
10
(5) Allowance for Loan Losses
Transactions in the allowance for loan losses are summarized below for six
months ended June 30, 2000 and June 30, 1999 as follows:
June 30, 2000 June 30, 1999
------------- -------------
Balance, Beginning $4,682 $ 4,726
Provision Charged to Operating Expenses 1,082 443
Loans Charged Off (793) (1,002)
Loan Recoveries 116 216
------ -------
Balance, Ending $5,087 $(4,383)
====== =======
(6) Premises and Equipment
Premises and equipment are comprised of the following as of June 30, 2000 and
December 31, 1999:
June 30, 2000 December 31, 1999
------------- -----------------
Land $ 1,572 $ 1,572
Building 10,685 9,841
Furniture, Fixtures and Equipment 7,900 7,775
Leasehold Improvements 327 327
Construction in Progress 0 96
------- -------
20,484 19,611
------- -------
Accumulated Depreciation (7,338) (6,764)
------- -------
$13,146 $12,847
======= =======
Depreciation charged to operations totaled $308 and $276 for June 30, 2000 and
June 30, 1999 respectively.
Certain Company facilities and equipment are leased under various operating
leases. Future minimum rental payments to be paid are as follows:
Year Ending
December 31 Amount
----------- ------
2000 $122
2001 106
2002 70
2003 49
2004 0
----
$347
====
(7) Income Taxes
The Company records income taxes under SFAS No. 109, Accounting for Income
Taxes, which requires an asset and liability approach to financial accounting
and reporting for income taxes. Deferred income tax assets and liabilities are
computed annually for differences between the financial statement and tax bases
of assets and liabilities that will result in taxable or deductible amounts in
the future based on enacted tax laws and rates applicable to the periods in
which the differences are expected to affect taxable income. Valuation
allowances are established when necessary to reduce deferred tax assets to the
amount expected to be realized. Income tax expense is the tax payable or
refundable for the period plus or minus the change during the period in deferred
tax assets and liabilities.
11
(8) Deposits
Components of interest-bearing deposits as of June 30, 2000 and December 31,
1999 are as follows:
June 30, 2000 December 31, 1999
------------- -----------------
Interest-Bearing Demand $ 67,130 $ 66,418
Savings 13,761 13,541
Time, $100,000 and Over 100,722 90,460
Other Time 187,504 170,311
-------- --------
$369,117 $340,730
======== ========
The aggregate amount of short-term jumbo certificates of deposit, each with a
minimum denomination of $100,000, was approximately $89,332 and $81,129 as of
June 30, 2000 and December 31, 1999, respectively.
As of June 30, 2000 and December 31, 1999, the scheduled maturities of
certificates of deposits are as follows:
Maturity June 30, 2000 December 31, 1999
-------- ------------- -----------------
One Year and Under $238,104 $210,238
One to Three Years 42,062 38,676
Three Years and Over 8,060 11,857
-------- --------
$288,226 $260,771
======== ========
(9) Borrowed Money
Borrowed money at June 30, 2000 and December 31, 1999 is summarized as follows:
June 30, 2000 December 31, 1999
------------- -----------------
Federal Home Loan Bank Advances $31,100 $20,700
First Port City Note Payable 674 674
The Banker's Bank Note Payable 495 593
------- -------
$32,269 $21,967
======= =======
Advances from the Federal Home Loan Bank (FHLB) have maturities ranging from
2000 to 2008 and interest rates ranging from 5.40 percent to 6.98 percent. Of
the balances outstanding at June 30, 2000, $2,000,000 is callable by the FHLB
during 2000. Under the Blanket Agreement for Advances and Security Agreement
with the FHLB, residential first mortgage loans are pledged as collateral for
the FHLB advances outstanding.
First Port City note payable originated on January 30, 1997 with additional
funds added for an amount totaling $963. Annual principal payments of $96 are
due with interest paid quarterly at The Wall Street Prime Rate Indicator. The
debt is secured by commercial real estate in downtown Fitzgerald, which includes
the parent company's facilities. The note was renewed on January 20, 2000 for
$674. Any unpaid balance is due January 29, 2003.
The Bankers Bank note payable originated on September 5, 1997 for $1,000 at a
rate of The Wall Street Prime minus one half percent. Payments are due monthly
with the entire unpaid balance due September 5, 2002. The debt is secured by all
furniture, fixtures, machinery, equipment and software of Colony Management
Services, Inc. Colony Bankcorp, Inc. guarantees the debt.
The aggregate stated maturities of other borrowed money at June 30, 2000 are as
follows:
Year Amount
---- -------
2000 $ 211
2001 15,220
2002 4,856
2003 3,482
2004 and Thereafter 8,500
-------
$32,269
=======
12
(10) Profit Sharing Plan
The Company has a profit sharing plan that covers substantially all employees
who meet certain age and service requirements. It is the Company's policy to
make contributions to the plan as approved annually by the board of directors.
The total provision for contributions to the plan was $328 for 1999 and $264 for
1998.
(11) Commitments and Contingencies
In the normal course of business, certain commitments and contingencies are
incurred which are not reflected in the consolidated financial statements.
Commitments under standby letters of credit to U.S. addresses approximate $1,626
as of June 30, 2000 and $1,705 as of December 31, 1999. Unfulfilled loan
commitments as of June 30, 2000 and December 31, 1999 approximated $42,900 and
$43,197 respectively. No losses are anticipated as a result of commitments and
contingencies.
(12) Regulatory Capital Matters
The amount of dividends payable to the parent company from the subsidiary banks
is limited by various banking regulatory agencies. The amount of cash dividends
available from subsidiaries for payment in 2000 without prior approval from the
banking regulatory agencies approximates $2,090. Upon approval by regulatory
authorities, the banks may pay cash dividends to the parent company in excess of
regulatory limitations.
The Company is subject to various regulatory capital requirements administered
by federal banking agencies. Failure to meet minimum capital requirements can
initiate certain mandatory and, possibly, additional discretionary actions by
regulators that, if undertaken, could have a direct material effect on the
Company's consolidated financial statements. Under capital adequacy guidelines
and the regulatory framework for prompt corrective action, the Company must meet
specific capital guidelines that involve quantitative measures of the Company's
assets, liabilities and certain off-balance sheet items as calculated under
regulatory accounting practices. The Company's capital amounts and
classifications are also subject to qualitative judgments by the regulators
about components, risk weightings and other factors.
Quantitative measures established by regulation to ensure capital adequacy
require the Company to maintain minimum amounts and ratios of total and Tier 1
capital to risk-weighted assets, and of Tier 1 capital to average assets. The
amounts and ratios as defined in regulations are presented hereafter. Management
believes, as of June 30, 2000, the Company meets all capital adequacy
requirements to which it is subject and is classified as well capitalized under
the regulatory framework for prompt corrective action. In the opinion of
management, there are no conditions or events since prior notification of
capital adequacy from the regulators that have changed the institution's
category.
To Be Well Capitalized
For Capital Under Prompt Corrective
Actual Adequacy Purposes Action Provisions
Amount Ratio Amount Ratio Amount Ratio
As of June 30, 2000
Total Capital
to Risk-Weighted Assets $42,742 11.36% $30,095 8.00% $37,619 10.00%
Tier 1 Capital
to Risk-Weighted Assets 38,035 10.11% 15,048 4.00% 22,572 6.00%
Tier 1 Capital
to Average Assets 38,035 8.23% 18,495 4.00% 23,118 5.00%
As of December 31, 1999
Total Capital
to Risk-Weighted Assets $40,267 11.88% $27,108 8.00% $33,885 10.00%
Tier 1 Capital
to Risk-Weighted Assets 36,026 10.63% 13,554 4.00% 20,331 6.00%
Tier 1 Capital
to Average Assets 36,026 8.39% 17,176 4.00% 21,469 5.00%
13
(13) Financial Information of Colony Bankcorp, Inc. (Parent Only)
The parent company's balance sheets as of June 30, 2000 and December 31, 1999
and the related statements of income and comprehensive income and cash flows are
as follows:
COLONY BANKCORP, INC. (PARENT ONLY)
BALANCE SHEETS
FOR PERIOD ENDED JUNE 30, 2000 AND DECEMBER 31, 1999
ASSETS June 30, 2000 December 31, 1999
------------- -----------------
Cash $ 169 $ 247
Investments in Subsidiaries at Equity 36,398 34,266
Other 1,403 1,448
------- -------
Total Assets $37,970 $35,961
======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Dividends Payable $200 $177
Notes and Debentures Payable 674 674
Other 40 99
---- ----
914 950
Stockholders' Equity
Common Stock, Par Value $1; Authorized 20,000,000
Shares, Issued 4,440,276 and 4,435,026 Shares as of
June 30, 2000 and December 31, 1999
Respectively $ 4,440 $ 4,435
Paid-In Capital 21,603 21,537
Retained Earnings 12,688 10,767
Accumulated Other Comprehensive Income, Net of Tax (1,675) (1,728)
------- -------
Total Stockholders' Equity 37,056 35,011
------- ------
Total Liabilities and Stockholders' Equity $37,970 $35,961
======= =======
14
(13) Financial Information of Colony Bankcorp, Inc. (Parent Only) (continued)
COLONY BANKCORP, INC. (PARENT ONLY)
STATEMENT OF INCOME AND COMPREHENSIVE INCOME
FOR THE SIX MONTHS ENDED JUNE 30, 2000 AND JUNE 30, 1999
June 30, 2000 June 30, 1999
------------- -------------
Income $1,038 $ 925
Dividends from Subsidiaries 1 0
Management Fees from Subsidiaries 35 45
------ ------
Other $1,074 $970
Expenses 29 38
Interest 9 9
Amortization 379 367
------ ------
Other $ 417 $ 414
------ ------
Income Before Taxes and Equity in Undistributed Earnings
of Subsidiaries 657 556
Income Tax (Benefits) (123) (127)
----- -----
Income Before Equity in Undistributed Earnings
of Subsidiaries 780 683
Equity in Undistributed Earnings of Subsidiaries 1,578 1,426
------ ------
Net Income 2,358 2,109
Other Comprehensive Income, Net of Tax
Gains (losses) on Securities Arising During Year 53 (879)
Reclassification Adjustment 0 1
------ ------
Unrealized Gains (Losses) in Securities 53 (878)
------ ------
Comprehensive Income $2,411 $1,231
====== ======
15
(13) Financial Information of Colony Bankcorp, Inc. (Parent Only) (continued)
COLONY BANKCORP, INC. (PARENT ONLY)
STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 2000 AND JUNE 30, 1999
June 30, 2000 June 30, 1999
------------- -------------
Cash Flows from Operating Activities
Net Income $ 2,358 $ 2,109
Adjustments to Reconcile Net Income to Net Cash
Provided from Operating Activities
Depreciation and Amortization 45 44
Equity in Undistributed Earnings of Subsidiary (1,578) (1,426)
Other (49) (48)
------- -------
776 679
Cash Flows from Investing Activities
Capital Infusion in Subsidiary (500) 0
Purchase of Premises and Equipment 0 (22)
------- -------
(500) (22)
Cash Flows from Financing Activities
Dividends Paid (354) (266)
Proceeds from Issuance of Common Stock 0 0
Principal Payments on Notes and Debentures 0 0
Proceeds from Notes and Debentures 0 0
------- -------
(354) (266)
Increase (Decrease) in Cash and Cash Equivalents (78) 391
Cash and Cash Equivalents, Beginning 247 111
------- -------
Cash and Cash Equivalents, Ending $ 169 $ 502
======= =======
(14) Common Stock Split
On February 16, 1999, a 100 percent stock split to be effected on June 30, 1999
in the form of a dividend was approved by the board.. Weighted average shares
and per share data for all periods presented in the accompanying consolidated
financial statements and related notes have been retroactively restated to
reflect the additional shares outstanding resulting from the stock split.
(15) Legal Contingencies
In the ordinary course of business, there are various legal proceedings pending
against Colony and its subsidiaries. The aggregate liabilities, if any, arising
from such proceedings would not, in the opinion of management, have a material
adverse effect on Colony's consolidated financial position.
(16) Stock Grant Plan
On February 16, 1999, a restricted stock grant plan was approved by the Board.
The plan was adopted for the purpose of establishing incentives designed to
recognize, reward and retain executive employees whose performance, contribution
and skills are critical to the Company. The plan period commences February 16,
1999 and ends February 15, 2009 with the maximum number of shares subject to
restricted stock awards being 22,175 shares (44,350 shares after the two-for-one
stock split effective June 30, 1999). On January 3, 2000, the Company issued
5,250 shares under the stock grant plan to increase the total outstanding shares
from 4,435,026 at December 31, 1999 to 4,440,276 at June 30, 2000.
16
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATION
LIQUIDITY AND CAPITAL RESOURCES
Liquidity represents the ability to provide adequate sources of funds for
funding loan commitments and investment activities, as well as the ability to
provide sufficient funds to cover deposit withdrawals, payment of debt and
financing of operations. These funds are obtained by converting assets to cash
(representing primarily proceeds from collections on loans and maturities of
investment securities) or by attracting new deposits. For the six months ended
June 30, 2000, the Company was successful in meeting its liquidity needs by
increasing deposits 8.67% to $406,929,000 from deposits of $374,450,000 on
December 31, 1999. Should the need arise, the Company also maintains
relationships with several correspondent banks and the Federal Home Loan Bank
that can provide funds on short notice.
The Company's liquidity position remained acceptable for the six months ended
June 30, 2000. Average liquid assets (cash and amounts due from banks, interest-
bearing deposits in other banks, funds sold and investment securities)
represented 25.22% of average deposits for six months ended June 30, 2000 as
compared to 31.30% of average deposits for six months ended June 30, 1999 and
28.80% of average deposits for calendar year 1999. Average loans represented
87.31% of average deposits for six months ended June 30, 2000 as compared to
78.91% for six months ended June 30, 1999 and 82.35% for calendar year 1999,
Average interest-bearing deposits were 82.39% of average earning assets for six
months ended June 30, 2000 as compared to 84.96% for six months ended June 30,
1999 and 84.58% for calendar year 1999.
The Company satisfies most of its capital requirements through retained
earnings. During the first three months of 2000, retained earnings provided
$1,042,000 of increase in equity and the change in unrealized losses on
securities available-for-sale net of taxes resulted in equity capital increasing
$42,000. Thus, total equity increased by a net amount of $1,084,000 for the
three month period ended March 31, 2000. During the second quarter of 2000,
retained earnings provided $950,000 of increase in equity and the change in
unrealized losses on securities available-for-sale, net of taxes resulted in
equity capital increasing $11,000. Thus, total equity increased by a net amount
of $961,000 for the second quarter of 2000 and by a net amount of $2,045,000 for
six months ended June 30, 2000. This compares to growth in equity through
retained earnings of $903,000 and $918,000, respectively, for the first two
quarters of 1999. Additionally, equity capital decreased by $246,000 and
$632,000 for the first two quarters of 1999 as a result of changes in unrealized
losses on securities available-for-sale, net of taxes. Thus, total equity
increased by a net amount of $657,000 for first quarter 1999 and $286,000 for
second quarter 1999 for a net change of $943,000 for the six month period ended
June 30, 1999. Total equity increased by a net amount of $1,914,000 for calendar
year 1999.
At June 30, 2000, total capital of Colony amounted to approximately $37,056,000.
At June 30, 2000 there were two new outstanding commitments for capital
expenditures of approximately $1,350,000 for construction and furnishings for
branch offices to be located in Moultrie and Soperton, Georgia. Approximately
75% of the $1,350,000 total capital expenditure had been remitted to
contractors/venders as of June 30, 2000.
The Federal Reserve Bank Board and the FDIC have issued capital guidelines for
U. S. banking organizations. The objective of these efforts was to provide a
more uniform capital framework that is sensitive to differences in risk assets
among banking organizations. The guidelines define a two-tier capital framework.
Tier I capital consists of common stock and qualifying preferred stockholders'
equity less goodwill. Tier 2 capital consists of convertible, subordinated and
other qualifying term debt and the allowance for loan losses up to 1.25 percent
of risk-weighted assets. The Company has no Tier 2 capital other than the
allowance for loan losses.
Using the capital requirements presently in effect, the Tier I capital to risk-
weighted assets at June 30, 2000 was 10.11% and total Tier 1 and 2 capital to
risk-weighted assets was 11.36%. Both of these measures compare favorably with
the regulatory minimums of 4% for Tier 1 and 8% for total risk-based capital.
The Company's leverage ratio as of June 30, 2000 was 8.23% which exceeds the
required leverage ratio standard of 4%.
For the first quarter of 2000, the Company paid quarterly dividends of $0.04 per
share and for the second quarter of 2000 the Company paid quarterly dividends of
$0.045 per share, or $0.085 for the first two quarters of 2000. The dividend
payout ratio, defined as dividends per share divided by net income per share,
was 16.04% for six months ended June 30, 2000. This compares to $0.065 for the
first two quarters of 1999 or a dividend payout ratio of 13.54% for the six
months ended June 30, 1999.
At June 30, 2000, management was not aware of any recommendations by regulatory
authorities which, if they were to be implemented, would have a material effect
on the Company's liquidity, capital resources or operations. However, it is
possible that examination by regulatory authorities in the future could
precipitate additional loan charge-offs which could materially impact the
Company's liquidity, capital resources and operations.
17
RESULTS OF OPERATION
The Company's results of operations are determined by its ability to effectively
manage interest income and expenses, to minimize loan and investment losses, to
generate noninterest income and to control noninterest expense. Since interest
rates are determined by market forces and economic conditions beyond the control
of the Company, the ability to generate net interest income is dependent upon
the Bank's ability to obtain an adequate spread between the rate earned on
earning assets and the rate paid on interest-bearing liabilities. Thus, the key
performance measure for net interest income is the interest margin or net yield,
which is taxable-equivalent net interest income divided by average earning
assets.
Net Income
Net income for the three months ended June 30, 2000 was $1,145,000 as compared
to $1,073,000 for the three months ended June 30, 1999, or an increase of 6.71%
while net income for the six months ended June 30, 2000 was $2,358,000 as
compared to $2,109,000 for the six months ended June 30, 1999, or an increase of
11.81%. This earnings increase was achieved while the company experienced
additional overhead associated with its denovo branch expansions; however, the
new offices are largely responsible for the $79 million asset growth from a year
ago. Additionally, net income was positively impacted by an increase of 14 basis
points with the net interest margin for the first half of 2000 as compared to
the same period in 1999.
Net Interest Margin
The net interest margin increased by 10 basis points to 4.50% in second quarter
2000 as compared to 4.40% in second quarter 1999 and increased by 14 basis
points to 4.44% for six months ended June 30, 2000 as compared to 4.30% for the
same period in 1999. Net interest income increased 21.95% as second quarter 2000
net interest income was $4,845,000 compared to $3,973,000 for the same period in
1999 on an increase in average earning assets to $436,957,000 in second quarter
2000 from $368,130,000 in second quarter 1999. Net interest income increased by
21.75% to $9,945,000 for six months ended June 30, 2000 from $7,668,000 for the
same period in 1999 on an increase in average earning assets to $426,823,000 for
the six months ended June 30, 2000 from $363,746,000 for the same period in
1999. For the six months ended June 30, 2000 compared to the same period in
1999, average loans increased by $70,359,000 or 26.28%, average funds sold
decreased by $241,000 or 1.77%, average investment securities decreased by
$8,450,000 or 11.55%, and average interest-bearing deposits in other banks
increased by $1,409,000 or 15.23%, resulting in a net increase in average
earning assets of $63,077,000 or 17.34%.
The net increase in average earning assets was funded by a net increase in
average deposits of 14.13% to $387,184,000 for six months ended June 30, 2000
from $339,237,000 for the same period in 1999. Average interest-bearing deposits
increased by 13.78% to $351,641,000 for six months ended June 30, 2000 compared
to $309,055,000 for six months ended June 30, 1999, while average noninterest-
bearing deposits represented 9.18% of average total deposits for six months
ended June 30, 2000, compared to 8.90% for the same period in 1999 and 8.79% for
calendar year 1999.
Interest expense increased for the three months ended June 30, 2000 by
$1,090,000 compared to the same period in 1999 and increased by $1,798,000 for
the six months ended June 30, 2000 compared to the same period in 1999. The
increase in interest expense is primarily attributable to the Federal Reserve
raising interest rates the first half of the year and to the increase in average
interest-bearing deposits to $351,641,000 for the six months ended June 30, 2000
compared to $309,055,000 for the six months ended June 30, 1999 and an increase
in average borrowings to $27,193,000 for six months ended June 30, 2000 compared
to $14,052,000 for the six months ended June 30, 1999. The combination of higher
interest rates increasing the net interest margin and an increase in average
earning assets resulted in an increase in net interest income of $872,000 for
second quarter 2000 compared to second quarter 1999 and an increase in net
interest income of $1,668,000 for six months ended June 30, 2000 compared to the
same period in 1999.
Provision for Loan Losses
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 and other loans that management believes
requires attention.
The provision for loan losses is a charge to earnings in the current period to
replenish the allowance for loan losses and maintain it at a level that
management has determined to be adequate. The provision for loan losses was
$605,000 for second quarter 2000 compared to $194,000 for second quarter 1999
and $1,082,000 for six months ended June 30, 2000 compared to $443,000 for the
same period in 1999. The increase in the provision for loan losses in both
periods is attributable to maintaining adequate reserve levels given the
significant increase in outstanding loans for the past twelve months. Net loan
charge-offs represented 40.50% of the provision for loan losses in second
quarter 2000 compared to 372.16% in second quarter 1999. The second quarter 1999
ratio was skewed due to one commercial loan totaling $637,000 being charged-off.
This loan had been fully reserved for the past several years and management
deemed the loan uncollectable during the second quarter of 1999. Net loan
charge-offs represented 62.57% of the provision for loan losses in the six month
period ended June 30, 2000 compared to 177.43% of the provision for loan losses
in the six
18
month period ended June 30, 1999. During the first six months of 2000 and 1999,
a net of $677,000 and $786,000, respectively, was charged-off. Net loan charge-
offs for the six months ended June 30, 2000 represented 0.20% of average loans
outstanding compared to 0.29% for the six months ended June 30, 1999. At June
30, 2000 the allowance for loan losses was 1.40% of total loans outstanding as
compared to an allowance for loan losses of 1.52% at June 30, 1999 and 1.48% at
December 31, 1999. The allowance for loan losses of 1.40% at June 30, 2000
provided coverage of 95.73% of nonperforming loans and 89.76% of
nonperforming assets, compared to 68.12% and 57.12%, respectively, at June 30,
1999. The determination of the reserve rests upon management's judgment about
factors affecting loan quality and assumptions about the economy. Management
considers the June 30, 2000 allowance for loan losses adequate to cover
potential losses in the loan portfolio.
Noninterest Income
Noninterest income consists primarily of service charges on deposit accounts.
Service charges on deposit accounts amounted to $620,000 in second quarter 2000
compared to $544,000 in second quarter 1999, or an increase of 13.97% and
amounted to $1,182,000 for six months ended June 30, 2000 compared to $1,025,000
for six months ended June 30, 1999, or an increase of 15.32%. All other non-
interest income decreased by $65,000 to $215,000 for second quarter 2000 from
$280,000 for second quarter 1999 and all other noninterest income decreased by
$36,000 to $500,000 for six months ended June 30, 2000 from $536,000 for the
same period in 1999. The primary decrease of other noninterest income results
from the recovery of $94,000 in 1999 on a previously written down investment
security at one of the subsidiary banks. There were no other significant
variances in other noninterest income accounts during these time periods.
Noninterest Expense
Noninterest expense increased by 9.86% to $3,353,000 in second quarter 2000 from
$3,052,000 for the same period a year ago and increased by 11.89% to $6,435,000
for six months ended June 30, 2000 from $5,751,000 for the same period in 1999.
Salaries and benefits along with occupancy expense had significant increases due
to the new offices opened in 1998 and 1999. Salaries and employee benefits
increased 11.04% to $1,841,000 in second quarter 2000 compared to $1,658,000 for
the same period in 1999 and increased 15.99% to $3,576,000 for six months ended
June 30, 2000 compared to $3,083,000 for the same period a year ago. Occupancy
expense increased 20.87% to $585,000 for second quarter 2000 from $484,000 for
the same period in 1999 and increased 14.08% to $1,086,000 for six months ended
June 30, 2000 from $952,000 for the same period a year ago. All other
noninterest expense remained relatively flat with an increase of 3.32% to
$1,773,000 for six months ended June 30, 2000 compared to $1,716,000 for the
same period a year ago.
Income Tax Expense
Income before taxes increased by 11.03% to $1,722,000 in second quarter 2000
from $1,551,000 in second quarter 1999 and increased by 15.35% to $3,501,000 for
six months ended June 30, 2000 compared to $3,035,000 for the same period in
1999. Income tax as a percentage of income before taxes increased by 8.73% to
33.51% in second quarter 2000 compared to 30.82% in second quarter 1999 and
increased by 7.01% to 32.65% for six months ended June 30, 2000 compared to
30.51% for six months ended June 30, 1999. Income tax expense increased 20.71%
to $577,000 for second quarter 2000 compared to $478,000 for second quarter 1999
and increased 23.43% to $1,143,000 for six months ended June 30, 2000 compared
to $926,000 for the same period a year ago.
Future Outlook
Colony is an emerging company operating in an industry filled with non-regulated
competitors and a rapid pace of consolidation. 2000 brings with it new
opportunities for growth in our existing markets, as well as opportunities to
expand into new markets through acquisitions and branching. Colony completed the
acquisition of Georgia First Mortgage Company during first quarter 2000 to
expand its mortgage opportunities. Colony has targeted two new branches in 2000
to be located in Moultrie and Soperton, Georgia and has targeted a new branch to
be located in Southwest Georgia for 2001. Colony Management Services, Inc.
continues to stay abreast of technology changes and its back-office
consolidation effort will allow for continued reduction in overhead, while
allowing the Company to better serve our customers through improved customer
data resources and state-of-the-art technological services.
Year 2000 Compliance Issue
Colony initiated a company-wide program to identify and address issues
associated with the ability of its in-house systems and outside service
providers to properly recognize date-sensitive information as a result of the
century change on January 1, 2000 (Year 2000). We are pleased that Colony
experienced no Y2K related problems. All of our branches, ATM's and processing
systems are working normally in the new millennium. Though the company realized
minimal cost in addressing Y2K, we devoted a significant amount of resources
over the last two years to remediation efforts for Year 2000 which can now be
redirected into more productive projects.
19
Liquidity
The Company's goals with respect to liquidity are to ensure that sufficient
funds are available to meet current operating requirements and to provide
reserves against unforeseen liquidity requirements. Management continuously
reviews the Company's liquidity position, which is maintained on a basis
consistent with established internal guidelines and the tests and reviews of the
various regulatory authorities. The Company's primary liquidity sources at June
30, 2000 included cash, due from banks, federal funds and short-term investment
securities. The Company also has the ability, on a short-term basis, to borrow
funds from the Federal Reserve System and to invest in Federal Funds Sold from
other financial institutions. The mix of asset maturities contributes to the
company's overall liquidity position.
Certain Transactions
In the normal course of business, officers and directors of the Banks, and
certain business organizations and individuals associated with them, maintain a
variety of banking relationships with the bank. Transactions with senior
officers and directors are made on terms comparable to those available to other
bank customers.
Forward-Looking Statements
This document contains statements that constitute "forward-looking statements"
within the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. The words
"believe", "estimate", "expect", "intend", "anticipate" and similar expressions
and variations thereof identify certain of such forward-looking statements,
which speaks only as of the dates which they were made. The Company undertakes
no obligation to publicly update or revise any forward-looking statements,
whether as a result of new information, future events, or otherwise. Users are
cautioned that any such forward-looking statements are not guarantees of future
performance and involve risks and uncertainties and that actual results may
differ materially from those indicated in the forward-looking statements as a
result of various factors. Users are therefore cautioned not to place undue
reliance on these forward-looking statements.
BUSINESS
General
The Company was organized in 1983 as a bank holding company through the merger
of The Bank of Fitzgerald with a subsidiary of the Company. Since that time, The
Bank of Fitzgerald, which was formed by principals of Colony Bankcorp, Inc. in
1976, has operated as wholly-owned subsidiary of the Company. In April 1984,
Colony Bankcorp, Inc. acquired Community Bank of Wilcox, and in November 1984,
Ashburn Bank became a wholly-owned subsidiary of Colony Bankcorp, Inc. Colony
Bankcorp, Inc. continued its growth with the acquisition of The Bank of Dodge
County in September 1985. In August 1991, Colony Bankcorp, Inc. acquired The
Bank of Worth. In November 1996, Colony Bankcorp, Inc. acquired Colony Bank
Southeast and in November, 1996 formed a non-bank subsidiary Colony Management
Services, Inc.
Through its six subsidiary banks, Colony Bankcorp, Inc. operates a full-service
banking business and offers a broad range of retail and commercial banking
services including checking, savings, NOW accounts, money market and time
deposits of various types; loans for business, agriculture, real estate,
personal uses, home improvement and automobiles; credit card; letters of credit;
trust services investment, and discount brokerage services; IRA's, safe deposit
box rentals, bank money orders, and electronic funds transfer services,
including wire transfers and automated teller machines. Each of the Banks is a
state chartered institution whose customer deposits are insured up to applicable
limits by the Federal Deposit Insurance Corporation.
On April 2, 1998, the Company was listed on Nasdaq National Market. The
Company's common stock trades on the Nasdaq Stock Market under the symbol
"CBAN". The Company presently has 920 shareholders of record as of June 30,
2000. "The Nasdaq Stock Market" or "Nasdaq" is a highly-regulated electronic
securities market comprised of competing Market Makers whose trading is
supported by a communications network linking them to quotation dissemination,
trade reporting and order execution systems. This market also provides
specialized automation services for screen-based negotiations of transactions,
on-line comparison of transactions, and a range of informational services
tailored to the needs of the securities industry, investors and issuers. The
Nasdaq Stock Market is operated by The Nasdaq Stock Market, Inc., a wholly-owned
subsidiary of the National Association of Securities Dealers, Inc.
20
PART II - OTHER INFORMATION
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Annual Meeting of the Shareholders of the Company was held on April 25,
2000. At the Annual Meeting of the Shareholders, proxies were solicited under
Regulation 14 of the Securities and Exchange Act of 1934. Total shares amount to
4,440,276. A total of 3,160,808.019 shares (71%) were represented by
shareholders in attendance or by proxy. The following directors were elected by
yes votes totaling 3,159,601.544 and no votes totaling 1,206.4756 to serve one
year until the next annual meeting:
Marion H. Massee, III Milton N. Hopkins, Jr. W. B. Roberts, Jr.
Terry L. Coleman Harold E. Kimball R. Sidney Ross
L. Morris Downing, Jr. Ben B. Mills, Jr. Joe Shiver
Terry L. Hester James D. Minix Curtis Summerlin
Ralph D. Roberts
No other matters were voted upon by shareholders.
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
A. Exhibits - None
B. There have been no reports filed on Form 8-K for the quarter ended
June 30, 2000.
21
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
COLONY BANKCORP, INC.
August 9, 2000 /s/ James D. Minix
- ----------------------------- -----------------------------------
Date James D. Minix, President and
Chief Executive Officer
/s/ Terry L. Hester
-----------------------------------
Terry L. Hester, Executive Vice
President and
Chief Financial Officer
22