UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2000
----------------------
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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Commission File Number: 0-25808
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GREAT AMERICAN BANCORP, INC.
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Delaware 52-1923366
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State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) Identification Number)
1311 S. Neil St., P.O. Box 1010, Champaign, IL 61824-1010
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(Address of principal executive offices) (Zip Code)
(217) 356-2265
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(Registrant's telephone number, including area code)
At April 30, 2000, the Registrant had 1,156,915 shares of Common Stock
outstanding, for ownership purposes, which excludes 895,835 shares held as
treasury stock.
Table of Contents
PART I -- FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Balance Sheets
Condensed Consolidated Income Statements
Condensed Consolidated Statements of Cash Flows
Notes to Condensed Consolidated Financial Statements
Item 2. Management's Discussion and Analysis or
Plan of Operation
PART II -- OTHER INFORMATION
Item 1. Legal Proceedings
Item 2. Changes in Securities
Item 3. Defaults Upon Senior Securities
Item 4. Submission of Matters to a Vote of Security
Holders
Item 5. Other Information
Item 6. Exhibits and Reports on Form 8-K
SIGNATURES
Great American Bancorp, Inc. and Subsidiary
Condensed Consolidated Balance Sheets
As of March 31, 2000 and December 31, 1999
(unaudited, in thousands)
March 31, 2000 Dec. 31, 1999
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ASSETS
Cash and due from banks $ 4,462 $ 5,560
Interest-bearing demand deposits 8,234 4,453
--------------------------------
Cash and cash equivalents 12,696 10,013
Investment securities
Available for sale 2,955 2,977
Held to maturity 3,324 3,463
--------------------------------
Total investment securities 6,279 6,440
Loans 129,311 128,431
Allowance for loan losses (779) (703)
--------------------------------
Net loans 128,532 127,728
Premises and equipment 7,160 7,188
Federal Home Loan Bank stock 767 767
Other assets 2,083 2,173
--------------------------------
Total assets $ 157,517 $ 154,309
================================
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Deposits
Noninterest bearing $ 10,770 $ 8,565
Interest bearing 115,458 114,280
--------------------------------
Total deposits 126,228 122,845
Federal Home Loan Bank Advances 8,000 8,000
Other liabilities 1,842 1,693
--------------------------------
Total liabilities 136,070 132,538
--------------------------------
Commitments and Contingent Liabilities
(continued)
Great American Bancorp, Inc. and Subsidiary
Condensed Consolidated Balance Sheets (Continued)
As of March 31, 2000 and December 31, 1999
(unaudited, in thousands)
March 31, 2000 Dec. 31, 1999
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STOCKHOLDERS' EQUITY
Preferred stock, $0.01 par value
Authorized and unissued --
1,000,000 shares -- --
Common stock, $0.01 par value
Authorized -- 7,000,000 shares
Issued and outstanding -- 2,052,750 shares 21 21
Additional paid-in-capital 19,979 19,968
Retained earnings -- substantially restricted 16,675 16,521
Accumulated other comprehensive loss (26) (13)
--------------------------------
36,649 36,497
Less:
Treasury stock, at cost - 875,835 and
829,035 shares (14,604) (14,019)
Unallocated employee stock ownership plan
shares - 35,678 and 40,986 shares (357) (410)
Unearned incentive plan shares - 16,729 and
20,626 shares (241) (297)
--------------------------------
(15,202) (14,726)
--------------------------------
Total stockholders' equity 21,447 21,771
--------------------------------
Total liabilities and
stockholders' equity $ 157,517 $ 154,309
================================
See notes to condensed consolidated financial statements.
Great American Bancorp, Inc. and Subsidiary
Condensed Consolidated Income Statements
For the Three Months Ended March 31, 2000 and 1999
(unaudited, in thousands except per share data)
2000 1999
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Interest income:
Loans $ 2,590 $ 2,514
Investment securities
Taxable 113 38
Tax exempt 4 9
Deposits with financial
institutions and other 61 196
--------------------------------
Total interest income 2,768 2,757
--------------------------------
Interest expense:
Deposits 1,205 1,205
Other 109 115
--------------------------------
Total interest expense 1,314 1,320
--------------------------------
Net interest income 1,454 1,437
Provision for loan losses 75 123
--------------------------------
Net interest income after
provision for loan losses 1,379 1,314
--------------------------------
Noninterest income:
Brokerage commissions 50 25
Insurance sales commissions 217 210
Service charges on deposit accounts 134 131
Loan servicing fees 4 5
Other customer fees 34 35
--------------------------------
Total noninterest income 439 406
--------------------------------
(continued)
Great American Bancorp, Inc. and Subsidiary
Condensed Consolidated Income Statements (Continued)
For the Three Months Ended March 31, 2000 and 1999
(unaudited, in thousands except share data)
2000 1999
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Noninterest expense:
Salaries and employee benefits 755 740
Net occupancy expenses 162 149
Equipment expenses 146 108
Data processing fees 20 15
Deposit insurance expense 6 18
Printing and office supplies 65 71
Legal and professional fees 51 90
Directors and committee fees 25 26
Insurance expense 11 12
Marketing and advertising expenses 38 39
Other expenses 83 95
--------------------------------
Total noninterest expense 1,362 1,363
--------------------------------
Income before income tax 456 357
Income tax expense 177 145
--------------------------------
Net income $ 279 $ 212
================================
Per Share Data:
Earnings
Basic:
Net income $ 0.25 $ 0.17
================================
Average number of shares 1,137,048 1,245,592
================================
Diluted:
Net income $ 0.24 $ 0.17
================================
Average number of shares 1,156,374 1,287,850
================================
Dividends $ 0.11 $ 0.11
================================
See notes to condensed consolidated financial statements.
Great American Bancorp, Inc. and Subsidiary
Condensed Consolidated Statements of Cash Flows
For the Three Months Ended March 31, 2000 and 1999
(unaudited, in thousands)
2000 1999
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Operating Activities:
Net income $ 279 $ 212
Adjustments to reconcile net
income to net cash provided
by operating activities:
Provision for loan losses 75 123
Depreciation and amortization 169 133
Amortization of deferred loan fees (2) (5)
Deferred income tax -- (22)
Employee stock ownership plan
compensation expense 65 84
Incentive plan expense 55 55
Net change in:
Other assets 79 (29)
Other liabilities 162 112
--------------------------------
Net cash provided by
operating activities 882 663
--------------------------------
Investing Activities:
Proceeds from maturities of securities
available for sale -- 1,000
Proceeds from maturities of securities held
to maturity 100 1,000
Proceeds from principal repayments of
mortgage-backed securities 39 --
Net change in loans (877) (1,429)
Purchase of premises and equipment (130) (65)
--------------------------------
Net cash provided (used) by
investing activities (868) 506
--------------------------------
(continued)
Great American Bancorp, Inc. and Subsidiary
Condensed Consolidated Statements of Cash Flows (Continued)
For the Three Months Ended March 31, 2000 and 1999
(unaudited, in thousands)
2000 1999
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Financing Activities:
Net change in:
Noninterest-bearing demand, interest-
bearing demand and savings deposits 3,856 (151)
Certificates of deposit (473) (184)
Short-term borrowings -- 500
Cash dividends (129) (140)
Purchase of treasury stock (585) (611)
--------------------------------
Net cash provided (used) by
financing activities 2,669 (586)
--------------------------------
Net Change in Cash and Cash Equivalents 2,683 583
Cash and Cash Equivalents, Beginning
of Period 10,013 21,815
--------------------------------
Cash and Cash Equivalents, End of
Period $ 12,696 $ 22,398
================================
Additional Cash Flows Information
Interest paid $ 1,316 $ 1,318
================================
Income tax paid $ -- $ 50
================================
See notes to condensed consolidated financial statements.
Great American Bancorp, Inc. and Subsidiary
Notes to Condensed Consolidated Financial Statements
1. Background Information
Great American Bancorp, Inc. (the "Company") was incorporated on February 23,
1995 and on June 30, 1995 acquired all of the outstanding shares of common
stock of First Federal Savings Bank of Champaign-Urbana, (the "Bank") upon the
Bank's conversion from a federally chartered mutual savings bank to a
federally chartered stock savings bank. The Company purchased 100% of the
outstanding capital stock of the Bank using 50% of the net proceeds from the
Company's initial stock offering which was completed on June 30, 1995. The
Company began trading on the NASDAQ Stock Market on June 30, 1995 under the
symbol "GTPS".
2. Statement of Information Furnished
The accompanying unaudited consolidated financial statements have been
prepared in accordance with Form 10-QSB instructions and Item 310(b) of
Regulation S-B, and, in the opinion of management, contain all adjustments
necessary to present fairly the financial position as of March 31, 2000 and
December 31, 1999, the results of operations for the three months ended March
31, 2000 and 1999, and the cash flows for the three months ended March 31,
2000 and 1999. All adjustments to the financial statements were normal and
recurring in nature. These results have been determined on the basis of
generally accepted accounting principles. Reclassifications of certain
amounts in the 1999 financial statements have been made to conform to the 2000
presentation. The results of operations for the three months ended March 31,
2000 are not necessarily indicative of the results to be expected for the
entire fiscal year.
The Company adopted Statement of Financial Accounting Standards No. 130,
"Reporting Comprehensive Income," ("SFAS No. 130") in 1998. At March 31, 2000
and March 31, 1999, the amounts to be disclosed by the Company under SFAS No.
130 are considered immaterial and are therefore not shown in the accompanying
financial statements.
The consolidated financial statements are those of the Company and the Bank.
These consolidated financial statements should be read in conjunction with the
audited financial statements and notes thereto included in the Company's 1999
Annual Report to Shareholders.
PART I -- Item 2.
GREAT AMERICAN BANCORP, INC.
Management's Discussion and Analysis
or Plan of Operation
General
The Company is the holding company for the Bank. The Bank operates a wholly
owned subsidiary, Park Avenue Service Corporation ("PASC"). PASC offers full
service brokerage activities through Scout Brokerage Services, Inc., a
subsidiary of United Missouri Bank, and also engages in the sale of fixed-rate
and variable-rate tax deferred annuities. In September, 1997, PASC also
established the GTPS Insurance Agency which offers a variety of insurance
products, including life, health, automobile, and property and casualty
insurance. At the inception of GTPS Insurance Agency, PASC hired two
insurance agents to provide these services to customers. Effective March 1,
1998, GTPS Insurance Agency merged with another local insurance agency, the
Cox Lowry and Marsh Insurance Agency, and added four additional insurance
agents. The merged entity assumed the GTPS Insurance Agency name.
Forward-Looking Information
In addition to historical information, this 10-QSB may include certain
forward-looking statements based on current management expectations. The
Company's actual results could differ materially from those management
expectations. Factors that could cause future results to vary from current
management expectations include, but are not limited to, general economic
conditions, legislative and regulatory changes, monetary and fiscal policies
of the federal government, changes in tax policies, rates and regulations of
federal, state and local tax authorities, changes in interest rates, deposit
flows, the cost of funds, demand for loan products, demand for financial
services, competition, changes in the quality or composition of the Company's
loan and investment portfolios, changes in accounting principles, policies or
guidelines, and other economic, competitive, governmental and technological
factors affecting the Company's operations, markets, products, services and
prices. Further description of the risks and uncertainties to the business
are included in detail under the captions: Liquidity and Capital Resources
and Year 2000 compliance.
Financial Condition
The Company's total assets increased from $154.31 million at December 31, 1999
to $157.52 million at March 31, 2000. The increase in total assets was
primarily due to an increase in the balance of interest-bearing demand
deposits from $4.45 million at December 31, 1999 to $8.23 million at March 31,
2000, primarily deposits held at the Federal Home Loan Bank. Net loans
increased from $127.73 million at December 31, 1999 to $128.53 million at
March 31, 2000. The increase in loans was due primarily to an increase in
residential and commercial mortgage loans.
The increases in interest-bearing demand deposits and loans was funded by an
increase in total deposits. Total deposits increased $3.38 million from
$122.85 million at December 31, 1999 to $126.23 million at March 31, 2000.
Noninterest-bearing deposits increased by $2.20 million, while interest-
bearing deposits grew by $1.18 million during the first quarter of 2000.
Total stockholders' equity decreased $324,000 or 1.5%, from $21.77 million at
December 31, 1999 to $21.45 million at March 31, 2000. Book value per
outstanding voting share increased from $17.79 at December 31, 1999 to $18.22
at March 31, 2000. The decrease in stockholders' equity is summarized as
follows (in thousands):
Stockholders' equity, December 31, 1999 $ 21,771
Net income 279
Purchase of treasury stock (585)
Dividends declared (125)
Incentive plan shares allocated 55
ESOP shares allocated 65
Decrease in unrealized loss on securities
available for sale, net of income tax effect (13)
------
Stockholders' equity, March 31, 2000 $ 21,447
======
Results of Operations
Comparison of Three Month Periods Ended March 31, 2000 and 1999
Net income was $279,000 for the three months ended March 31, 2000,
compared to $212,000 for the three months ended March 31, 1999. This
represents a $67,000, or 31.6% increase. Basic earnings per share
were $0.25 for the three months ended March 31, 2000, compared to $0.17
for the three months ended March 31, 1999. Diluted earnings per
share were $0.24 for the first quarter in 2000, compared to $0.17 for the
first quarter in 1999.
Net income increased during 2000 due to increases in net interest income and
brokerage and insurance sales commissions, and a reduction in the provision
for loan losses.
Net interest income was $1.45 million for the three months ended March 31,
2000, compared to 1.44 million for the same period in 1999. Interest income
was $2.77 million for the three months ended March 31, 2000, compared to $2.76
million for the same period in 1999, primarily the result of an increase in
interest income on loans. Interest income on loans during the first quarter
in 2000 was $2.59 million, $76,000 or 3.0%, greater than the $2.51 million
recorded in 1999.
The increase in interest income on loans was due to higher average total loans
in 2000. Average total loans for the three months ended March 31, 2000 were
$129.20 million, compared to $122.75 million for the same period in 1999, an
increase of $6.45 million or 5.2%. The majority of the increase in average
total loans was in mortgage loans. Total mortgage loans averaged $108.25
million for the three months ended March 31, 2000, compared to $99.08 million
for the three months ended March 31, 1999, an increase of $9.17 million or
9.3%. This growth primarily occurred in one-to-four family and multifamily
residential loans, and in commercial mortgage loans.
Average total commercial loans were $7.83 million for the three months ended
March 31, 2000, compared to $9.28 million for the same period in 1999, a
decrease of $1.45 million, or 15.6%. The decline in average total commercial
loans was due to an $800,000 charge-off recorded in the fourth quarter of 1999
and several smaller payoffs. The $800,000 charged-off related to loans to one
borrower who filed bankruptcy in early 1999. The remaining balance of these
loans is $375,000 and is secured by business assets and guaranteed by the
owner. Repayment of the remaining balance is expected from the sale of
business assets and personal assets of the borrower. Average total consumer
loans were $11.21 million during the three months ended March 31, 2000, an
increase of $360,000, or 3.3%, above the $10.85 million average total balance
during the same period in 1999. The average yield on loans was 8.03% for the
three months ended March 31, 2000, compared to 8.37% for the three months
ended March 31, 1999.
Interest income on investment securities increased from $47,000 for the three
months ended March 31, 1999 to $117,000 for the same period in 2000, due to an
increase in average total investment securities and an increase in the yield
on U.S. Agency securities. Total investment securities, including Federal
Home Loan Bank ("FHLB") stock, averaged $7.09 million for the three months
ended March 31, 2000, compared to $3.52 million for the same period in 1999.
Interest income on deposits with financial institutions and other decreased
from $196,000 for the three months ended March 31, 1999 to $61,000 for the
three months ended March 31, 2000 due to a reduction in balances maintained at
other institutions. The average total balance of deposits with financial
institutions and other decreased from $17.09 million for the three months
ended March 31, 1999 to $4.67 million for the three months ended March 31,
2000, a decrease of $12.42 million, or 72.66%. The average yield on
investment securities increased from 5.42% for the three months ended March
31, 1999 to 6.64% for the same period in 2000. The average yield on deposits
with financial institutions and other increased from 4.63% for the three
months ended March 31, 1999 to 5.25% for the same period in 2000.
Interest expense decreased by $6,000, from $1,320,000 for the three months
ended March 31, 1999 to $1,314,000 for the same period in 2000. The decrease
was mainly attributable to a decrease in other borrowings, due to the
repayment of repurchase agreements during mid 1999. Average total interest-
bearing deposits increased from $113.26 million in the first three months of
1999 to $113.64 million during the same period in 2000, an increase of
$380,000, or .3%. Growth in NOW and IMMA accounts, and in certificates of
deposit with maturities of 18 months, 2 years and 4 years, was offset mainly
by declines in the balances of certificates of deposit with maturities of one
year or less. The average rates on deposits were 4.26% and 4.32% for the
three months ended March 31, 2000 and 1999, respectively. Average borrowings
for the three months ended March 31, 2000 were $8.99 million, compared with
$10.24 million for the three months ended March 31, 1999.
Net interest income as a percent of average interest earning assets was
4.17% for the three months ended March 31, 2000 versus 4.09% for the
same period in 1999. The spread between the yield on interest earning
assets and the rate on interest bearing liabilities was 3.63% and 3.51%
for the three months ended March 31, 2000 and 1999, respectively.
The provision for loan losses was $75,000 for the quarter ended March 31, 2000
compared to $123,000 for the quarter ended March 31, 1999. There were no
loans charged-off, and $1,000 in recoveries in the first quarter of 2000.
There were no loans charged off and no recoveries in the first three months of
1999.
Non-performing loans, which are loans past due 90 days or more and
non-accruing loans, totaled $975,000 at March 31, 2000, compared to $1,472,000
at March 31, 1999. Non-performing loans at March 31, 2000 consisted of three
residential mortgage loans totaling $83,000, one commercial mortgage loan
totaling $481,000, three consumer loans totaling $11,000 and four commercial
loans totaling $400,000. All of these loans were past due 90 days or more at
March 31, 2000, with $375,000 of the balance in non-accrual status. Payments
were received on the $481,000 commercial mortgage loan in April, 2000,
bringing the loan current.
The $375,000 balance in non-accrual status represents commercial loans to one
borrower that were also included in non-performing assets as of March 31,
1999. The balance of these loans as of March 31, 1999 was $1.35 million. In
January 1999, the borrower involved in the non-performing loan filed Chapter
11, or business reorganization, bankruptcy. In the second quarter of 1999,
the reorganization plan changed to a liquidation of assets arrangement. Since
March 31, 1999, the Company collected $175,000 in principal repayments, and in
the fourth quarter of 1999, charged off $800,000 associated with these loans.
The remaining balance of $375,000 is secured by business assets and guaranteed
by the owner. Repayment of this remaining balance is expected from the sale
of business assets of the borrower and personal assets of the guarantor.
The ratio of the Company's allowance for loan losses to total loans was .60%
at March 31, 2000 and .84% at March 31, 1999. Management assesses the
adequacy of the allowance for loan losses based on evaluating known and
inherent risks in the loan portfolio and upon management's continuing analysis
of the factors underlying the quality of the loan portfolio. While management
believes that, based on information currently available, the allowance for
loan losses is sufficient to cover losses inherent in its loan portfolio at
this time, no assurance can be given that the level of the allowance for loan
losses will be sufficient to cover future possible loan losses incurred by the
Company or that future adjustments to the allowance for loan losses will not
be necessary if economic and other conditions differ substantially from the
economic and other conditions used by management to determine the current
level of the allowance for loan losses. Management may in the future increase
the level of the allowance for loan losses as a percentage of total loans and
non-performing loans in the event it increases the level of commercial real
estate, multifamily, or consumer lending as a percentage of its total loan
portfolio. In addition, various regulatory agencies, as an integral part of
their examination process, periodically review the allowance for loan losses.
Such agencies may require the Company to provide additions to the allowance
based upon judgements different from management.
Noninterest income totaled $439,000 for the three months ended March 31,
2000, compared to $406,000 for the same period in 1999, an increase of
$33,000, or 8.13%. Commissions generated by Scout Brokerage Services, Inc.,
which totaled $50,000 for the three months ended March 31, 2000 compared to
$25,000 for the same period in 1999, accounted for the majority of the
increase in noninterest income. Scout Brokerage is a division of PASC.
Insurance sales commissions and service charges on deposit accounts were also
higher in the first quarter of 2000 compared to the first quarter of 1999.
Noninterest expense was $1.36 million for the first quarter of both 2000 and
1999. Increases in equipment expenses, salaries and benefits, and net
occupancy expense were offset by decreases in legal fees, deposit insurance
expense, and other expenses.
Total income taxes increased by $32,000, or 22.1% from $145,000 for the
three months ended March 31, 1999 to $177,000 for the same period in
2000 due to the increase in pretax net income. The effective tax rates for
both the three months ended March 31, 2000 and 1999, were 38.8% and 40.6%
respectively.
Liquidity and Capital Resources
The Bank's primary sources of funds are deposits and principal and
interest payments on loans. While maturities and scheduled amortization
of loans are predictable sources of funds, deposit flows and mortgage
prepayments are greatly influenced by general interest rates, economic
conditions, and competition. The Office of Thrift Supervision ("OTS"), the
Company's and the Bank's primary regulator, requires the Bank to maintain
minimum levels of liquid assets. Currently, the required ratio is 4%. The
Bank's liquidity ratios were 8.71% and 8.27% at March 31, 2000 and December
31, 1999, respectively, well above the required minimum.
A review of the Consolidated Statements of Cash Flows included in the
accompanying financial statements shows that the Company's cash and cash
equivalents ("cash") increased $2.68 million for the three months ended March
31, 2000, compared to an increase of $583,000 for the three months ended March
31, 1999. During the three months ended March 31, 2000, cash was primarily
provided from earnings, and an increase in noninterest-bearing and interest-
bearing demand and savings deposits, and during that period cash was primarily
used to fund loans, a decrease in certificates of deposit and to purchase
treasury stock.
During the three months ended March 31, 1999, cash was primarily provided from
earnings, proceeds from maturities of securities, and an increase in short-
term borrowings, and during that period cash was primarily used to fund loans
and to purchase treasury stock.
The Company's primary investment activity during the three months ended March
31, 2000 was the origination of loans. During the three months ended March
31, 2000 and March 31, 1999, the Company originated mortgage loans in the
amounts of $7.72 million and $4.77 million, respectively, commercial loans in
the amounts of $1.76 million and $2.35 million, respectively, and consumer
loans in the amounts of $1.79 million and $1.77 million, respectively.
As of March 31, 2000, the Company had outstanding commitments (including
undisbursed loan proceeds) of $3.33 million. The Company anticipates it will
have sufficient funds available to meet its current loan origination
commitments. Certificates of deposit which are scheduled to mature in
one year or less from March 31, 2000 totaled $49.67 million. Management
believes a significant portion of such deposits will remain with the
Company.
At March 31, 2000, the Bank exceeded all of its regulatory capital
requirements with tangible capital and core capital both at $9.45 million or
6.45% of total adjusted tangible assets, core capital at $9.45 million or
6.45% of adjusted total assets, and risk-based capital at $10.16 million or
11.87% of total risk-weighted assets. The required ratios are 1.5% for
tangible capital to tangible assets, 2% for core capital to total adjusted
tangible assets, 4.0% for core capital to adjusted total assets and 8.0% for
risk-based capital to risk-weighted assets.
Current Accounting Issues
During 1998, the Financial Accounting Standards Board ("FASB") issued
Statement No. 133, "Accounting for Derivative Instruments and Hedging
Activities." This Statement requires companies to record derivatives on the
balance sheet at their fair value. Statement No. 133 also acknowledges that
the method of recording a gain or loss depends on the use of the derivative.
The new Statement applies to all entities. If hedge accounting is elected
by the entity, the method of assessing the effectiveness of the hedging
derivative and the measurement approach of determining the hedge's
ineffectiveness must be established at the inception of the hedge.
Statement No. 133 amends Statement No. 52 and supercedes Statements No. 80,
105 and 119. Statement No. 107 is amended to include the disclosure
provisions about the concentrations of credit risk from Statement No. 105.
Several Emerging Issues Task Force consensuses are also changed or modified by
the provisions of Statement No. 133.
Statement No. 137 amended the effective date of Statement No. 133 to fiscal
years beginning after June 15, 2000. The Statement may not be applied
retroactively to financial statements of prior periods. The adoption of the
Statement will have no material impact on the Corporation's financial
condition or result of operations.
PART II -- OTHER INFORMATION
Item 1. Legal Proceedings
The Company is involved in various legal actions incident to
its business, none of which is believed by management to be
material to the financial condition of the Company.
Item 2. Changes in Securities
Not applicable
Item 3. Defaults Upon Senior Securities
Not applicable
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
Not Applicable
Item 6. Exhibits and Reports on Form 8-K
a. Exhibits
3.1 Certificate of Incorporation of Great American
Bancorp, Inc.*
3.2 By-laws of Great American Bancorp, Inc.*
11.0 Computation of earnings per share (filed herewith)
27.0 Financial Data Schedule (filed herewith)
b. Report on Form 8-K
1. On January 24, 2000, the Registrant filed a Current
Report on Form 8-K reporting information under Items
5 and 7, incorporating by reference press releases
dated January 18, 2000 and January 21, 2000, relating
to the Registrant's unaudited results for the year
ended December 31, 1999, and the announcement of the
date for the Company's annual meeting of stockholders.
_______________
* Incorporated herein by reference into this document from Form
S-1 Registration Statement, as amended, filed on March 24, 1995,
Registration No. 33-90614.
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.
Great American Bancorp, Inc.
Dated: May 12, 2000 /s/ George R. Rouse
----------------------- ----------------------------
George R. Rouse
President and
Chief Executive Officer
Dated: May 12, 2000 /s/ Jane F. Adams
-------------------------- ----------------------------
Jane F. Adams
Chief Financial Officer,
Secretary and Treasurer
Exhibit 11.0
Earnings per share (unaudited)
Earnings per share (EPS) were computed as follows
(dollar amounts in thousands except share data):
Three Months Ended
March 31, 2000
-------------------------------
Weighted
Average Per-Share
Income Shares Amount
-------------------------------
Basic Earnings Per Share
Income available to common stockholders $ 279 1,137,048 $ 0.25
Effect of Dilutive Securities
Unearned incentive plan shares 19,326
-------------------------------
Diluted Earnings Per Share
Income available to common stockholders
and assumed conversion $ 279 1,156,374 $ 0.24
===============================
Options to purchase 187,601 shares of common stock at $14.21 were outstanding
at March 31, 2000, but were excluded from the computation of the diluted
earnings per share because the options exercise price was greater than the
average market price of the common shares.
Three Months Ended
March 31, 1999
-------------------------------
Weighted
Average Per-Share
Income Shares Amount
-------------------------------
Basic Earnings Per Share
Income available to common stockholders $ 212 1,245,592 $ 0.17
Effect of Dilutive Securities
Stock options 8,000
Unearned incentive plan shares 34,258
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Diluted Earnings Per Share
Income available to common stockholders
and assumed conversion $ 212 1,287,850 $ 0.17
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