UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2001
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[ ] TRANSITION REPORT UNDER 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, 2001, the Registrant had 979,100 shares of Common Stock
outstanding, for ownership purposes, which excludes 1,073,650 shares held as
treasury stock.
Transitional Small Business Disclosure Format (Check One): Yes No X
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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, 2001 and December 31, 2000
(in thousands)
March 31, 2001 Dec. 31, 2000
(Unaudited)
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ASSETS
Cash and due from banks $ 5,482 $ 6,104
Interest-bearing demand deposits 11,233 4,539
--------------------------------
Cash and cash equivalents 16,715 10,643
Investment securities
Available for sale 3,014 3,009
Held to maturity (fair value of $2,612
and $3,324) 2,612 3,153
--------------------------------
Total investment securities 5,626 6,162
Loans 134,403 133,620
Allowance for loan losses (920) (889)
--------------------------------
Net loans 133,483 132,731
Premises and equipment 6,677 6,802
Federal Home Loan Bank stock 925 890
Other assets 2,261 2,449
--------------------------------
Total assets $ 165,687 $ 159,677
================================
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Deposits
Noninterest bearing $ 10,881 $ 11,573
Interest bearing 114,545 112,112
--------------------------------
Total deposits 125,426 123,685
Federal Home Loan Bank Advances 18,500 14,000
Other liabilities 2,033 1,760
--------------------------------
Total liabilities 145,959 139,445
--------------------------------
Commitments and Contingent Liabilities
(continued)
Great American Bancorp, Inc. and Subsidiary
Condensed Consolidated Balance Sheets (Continued)
As of March 31, 2001 and December 31, 2000
(in thousands)
March 31, 2001 Dec. 31, 2000
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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 20,061 20,036
Retained earnings -- substantially restricted 17,197 17,043
Accumulated other comprehensive income 8 5
--------------------------------
37,287 37,105
Less:
Treasury stock, at cost - 1,063,650 and
1,014,250 shares (17,324) (16,570)
Unallocated employee stock ownership plan
shares - 14,814 and 19,748 shares (148) (197)
Unearned incentive plan shares - 6,024 and
7,377 shares (87) (106)
--------------------------------
(17,559) (16,873)
--------------------------------
Total stockholders' equity 19,728 20,232
--------------------------------
Total liabilities and
stockholders' equity $ 165,687 $ 159,677
================================
See notes to condensed consolidated financial statements.
Great American Bancorp, Inc. and Subsidiary
Condensed Consolidated Income Statements
For the Three Months Ended March 31, 2001 and 2000
(unaudited, in thousands except share data)
2001 2000
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Interest income:
Loans $ 2,687 $ 2,590
Investment securities
Taxable 111 113
Tax exempt -- 4
Deposits with financial
institutions and other 100 61
--------------------------------
Total interest income 2,898 2,768
--------------------------------
Interest expense:
Deposits 1,290 1,205
Federal Home Loan Bank advances 216 100
Other 10 9
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Total interest expense 1,516 1,314
--------------------------------
Net interest income 1,382 1,454
Provision for loan losses 36 75
--------------------------------
Net interest income after
provision for loan losses 1,346 1,379
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Noninterest income:
Brokerage commissions 36 50
Insurance sales commissions 319 217
Service charges on deposit accounts 126 134
Loan servicing fees 3 4
Other customer fees 42 34
Other income 1 --
--------------------------------
Total noninterest income 527 439
--------------------------------
(continued)
Great American Bancorp, Inc. and Subsidiary
Condensed Consolidated Income Statements (Continued)
For the Three Months Ended March 31, 2001 and 2000
(unaudited, in thousands except share data)
2001 2000
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Noninterest expense:
Salaries and employee benefits $ 795 $ 755
Net occupancy expenses 155 162
Equipment expenses 155 146
Data processing fees 19 20
Deposit insurance expense 6 6
Printing and office supplies 76 65
Legal and professional fees 56 51
Directors and committee fees 25 25
Insurance expense 13 11
Marketing and advertising expenses 39 38
Other expenses 95 83
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Total noninterest expense 1,434 1,362
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Income before income tax 439 456
Income tax expense 178 177
--------------------------------
Net income $ 261 $ 279
================================
Per Share Data:
Earnings
Basic:
Net income $ 0.26 $ 0.25
================================
Average number of shares 985,535 1,137,048
================================
Diluted:
Net income $ 0.26 $ 0.24
================================
Average number of shares 1,000,561 1,156,374
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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, 2001 and 2000
(unaudited, in thousands)
2001 2000
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Operating Activities:
Net income $ 261 $ 279
Adjustments to reconcile net
income to net cash provided
by operating activities:
Provision for loan losses 36 75
Depreciation and amortization 160 169
Amortization of deferred loan fees (5) (2)
Federal Home Loan Bank stock dividend (18) --
Employee stock ownership plan
compensation expense 74 65
Incentive plan expense 19 55
Net change in:
Other assets 177 79
Other liabilities 274 162
--------------------------------
Net cash provided by
operating activities 978 882
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Investing Activities:
Proceeds from maturities of securities held
to maturity 425 100
Proceeds from principal repayments of
mortgage-backed securities 116 39
Purchase of Federal Home Loan Bank stock (17) --
Net change in loans (783) (877)
Purchase of premises and equipment (24) (130)
--------------------------------
Net cash used by
investing activities (283) (868)
--------------------------------
(continued)
Great American Bancorp, Inc. and Subsidiary
Condensed Consolidated Statements of Cash Flows (Continued)
For the Three Months Ended March 31, 2001 and 2000
(unaudited, in thousands)
2001 2000
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Financing Activities:
Net change in:
Noninterest-bearing demand, interest-
bearing demand and savings deposits (240) 3,856
Certificates of deposit 1,981 (473)
Proceeds from Federal Home Loan Bank advances 6,500 --
Repayment of Federal Home Loan Bank advances (2,000) --
Cash dividends (110) (129)
Purchase of treasury stock (754) (585)
--------------------------------
Net cash provided (used) by
financing activities 5,377 2,669
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Net Change in Cash and Cash Equivalents 6,072 2,683
Cash and Cash Equivalents, Beginning
of Period 10,643 10,013
--------------------------------
Cash and Cash Equivalents, End of
Period $ 16,715 $ 12,696
================================
Additional Cash Flows Information
Interest paid $ 1,507 $ 1,316
================================
Income tax paid $ -- $ --
================================
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 National Market on June 30, 1995 under the
symbol "GTPS". On April 23, 2001, the Company began trading on the Nasdaq
SmallCap Market, maintaining the "GTPS" symbol. The move to the Nasdaq
SmallCap Market resulted from having a public float below the required minimum
of 750,000 shares.
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, 2001 and
December 31, 2000, the results of operations for the three months ended March
31, 2001 and 2000, and the cash flows for the three months ended March 31,
2001 and 2000. 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 2000 financial statements have been made to conform to the 2001
presentation. The results of operations for the three months ended March 31,
2001 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, 2001
and March 31, 2000, 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 2000
Annual Report to Shareholders.
PART I -- Item 2.
GREAT AMERICAN BANCORP, INC.
Management's Discussion and Analysis
or Plan of Operation
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.
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. PASC also operates the GTPS
Insurance Agency which offers a variety of insurance products, including life,
health, automobile, and property and casualty insurance.
Financial Condition
The Company's total assets increased from $159.68 million at December 31, 2000
to $165.69 million at March 31, 2001, an increase of $6.01 million, or 3.8%.
The increase in total assets was primarily due to an increase in the balance
of interest-bearing demand deposits. Cash and cash equivalents grew from
$10.64 million at December 31, 2000 to $16.72 million at March 31, 2001, an
increase of $6.08 million, or 57.1%. Net loans increased from $132.73 million
at December 31, 2000 to $133.48 million at March 31, 2001. The increase in
loans was due primarily to increases in residential and commercial loans. The
increase in interest-bearing demand deposits and loan growth were funded by an
increase in total deposits and additional advances from the Federal Home Loan
Bank ("FHLB").
Total deposits increased $1.74 million, from $123.69 million at December 31,
2000 to $125.43 million at March 31, 2001. Interest-bearing deposits
increased by $2.44 million, while noninterest-bearing deposits decreased by
$690,000 during the first quarter of 2001. Interest-bearing demand deposits
increased as a result of the Company maintaining locally competitive rates in
shorter-term certificates of deposits during the first quarter of 2001, mainly
certificates maturing in six months to thirty months. The Company offered
competitive rates in these categories to build deposit levels in order to
provide funding for loan growth and to replace deposit outflows which were
anticipated to occur in April. In April 2001, the Company had approximately
$7.40 million in certificates of deposit maturing which related to a special
promotion held in 1999. As of April 30, 2001, total certificates of deposit
had declined by $3.39 million from the balance as of March 31, 2001.
FHLB advances totaled $18.50 million at March 31, 2001, an increase of $4.50
million from the $14.00 million borrowed at December 31, 2000. In January
2001, the Company borrowed $5.00 million at 4.55%, callable in January 2002,
and maturing in 2011. In March 2001, the Company borrowed $1.50 million at
4.48%, callable in March 2002, and maturing in 2006. In January 2001, $2.0
million in FHLB advances with an average rate of 6.88% matured. The Company
borrowed the $5.00 million advance in January 2001 in order to replace the
$2.00 million advance which matured in January and also to provide funding for
loan growth and anticipated deposit outflows. The $1.50 million advance
borrowed in March 2001 was used to replace a $1.50 million advance maturing in
early April 2001.
Total stockholders' equity decreased $500,000 or 2.5%, from $20.23 million at
December 31, 2000 to $19.73 million at March 31, 2001. Book value per
outstanding voting share increased from $19.48 at December 31, 2000 to $19.95
at March 31, 2001. The decrease in stockholders' equity is summarized as
follows (in thousands):
Stockholders' equity, December 31, 2000 $ 20,232
Net income 261
Purchase of treasury stock (754)
Dividends declared (107)
Incentive plan shares allocated 19
ESOP shares allocated 74
Decrease in unrealized loss on securities
available for sale, net of income tax effect 3
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Stockholders' equity, March 31, 2001 $ 19,728
======
Results of Operations
Comparison of Three Month Periods Ended March 31, 2001 and 2000
Net income was $261,000 for the three months ended March 31, 2001, compared to
$279,000 for the three months ended March 31, 2000. This represents an
$18,000, or 6.5% decrease. Basic earnings per share were $0.26 for the three
months ended March 31, 2001, compared to $0.25 for the three months ended
March 31, 2000. Diluted earnings per share were $0.26 for the first quarter
in 2001, compared to $0.24 for the first quarter in 2000.
Net income decreased during 2001 due to a decrease in net interest income and
an increase in non-interest expense. Total non-interest income increased in
2001.
Net interest income was $1.38 million for the three months ended March 31,
2001, compared to $1.45 million for the same period in 2000. Interest income
was $2.90 million for the three months ended March 31, 2001, compared to $2.77
million for the same period in 2000, primarily the result of an increase in
interest income on loans. Interest income on loans during the first quarter
in 2001 was $2.69 million, $100,000 or 3.9%, greater than the $2.59 million
recorded in 2000.
The increase in interest income on loans was due to higher average net loans
in 2001. Average net loans for the three months ended March 31, 2001 were
$132.10 million, compared to $128.45 million for the same period in 2000, an
increase of $3.65 million or 2.8%. The majority of the increase in average net
loans was in mortgage loans. Total mortgage loans averaged $113.57 million
for the three months ended March 31, 2001, compared to $108.25 million for the
three months ended March 31, 2000, an increase of $5.32 million or 4.9%. This
growth primarily occurred in one-to-four family and multifamily residential
loans.
Average total commercial loans were $7.05 million for the three months ended
March 31, 2001, compared to $7.83 million for the same period in 2000, a
decrease of $780,000, or 10.0%. The decline in average total commercial loans
was due to one large pay-off in July, 2000. Average total consumer loans were
$11.20 million during the three months ended March 31, 2001 and $11.21 million
during the same period in 2000. The average yield on loans was 8.25% for the
three months ended March 31, 2001, compared to 8.03% for the three months
ended March 31, 2000.
Interest income on investment securities decreased from $117,000 for the three
months ended March 31, 2000 to $111,000 for the same period in 2000, due to a
decrease in average total investment securities. Total investment securities,
including FHLB stock, averaged $6.62 million for the three months ended March
31, 2001, compared to $7.09 million for the same period in 2000. The decrease
was due primarily to the maturity of $425,000 in municipal securities on
January 1, 2001. Interest income on deposits with financial institutions and
other increased from $61,000 for the three months ended March 31, 2000 to
$100,000 for the three months ended March 31, 2001 due to an increase in
balances maintained in overnight deposits. The average total balance of
deposits with financial institutions and other increased from $4.67 million
for the three months ended March 31, 2000 to $7.70 million for the three
months ended March 31, 2001, an increase of $3.03 million, or 64.9%. The
average yield on investment securities increased from 6.64% for the three
months ended March 31, 2000 to 6.80% for the same period in 2001. The average
yield on deposits with financial institutions and other increased from 5.25%
for the three months ended March 31, 2000 to 5.26% for the same period in
2001.
Interest expense increased by $202,000, from $1.31 million for the three
months ended March 31, 2000 to $1.52 million for the same period in 2001. The
increase was mainly attributable to an increase in other borrowings and higher
average rates paid on deposits. Average borrowings for the three months ended
March 31, 2001 were $17.28 million, compared with $8.99 million for the three
months ended March 31, 2000, due primarily to an increase in average FHLB
advances. Average FHLB advances increased from $8.38 million for the three
months ended March 31, 2000 to $16.70 million for the same period in 2001.
Average total interest-bearing deposits decreased from $113.64 million in the
first three months of 2000 to $111.85 million during the same period in 2001,
a decrease of $1.79 million, or 1.6%. Growth in IMMA accounts, IRA accounts
and in certificates of deposit with maturities of 18 months and 2 years, was
offset mainly by declines in passbook savings accounts and the balances of
certificates of deposit with maturities of six months, one year, 2 1/2 years,
and 4 years. The average rates on deposits were 4.68% and 4.26% for the three
months ended March 31, 2001 and 2000, respectively.
Net interest income as a percent of average interest earning assets was
3.83% for the three months ended March 31, 2001 versus 4.17% for the
same period in 2000. The spread between the yield on interest earning
assets and the rate on interest bearing liabilities was 3.27% and 3.63%
for the three months ended March 31, 2001 and 2000, respectively.
The provision for loan losses was $36,000 for the quarter ended March 31, 2001
compared to $75,000 for the quarter ended March 31, 2000. The higher
provision in 2000 was due to higher levels of non-performing loans during the
2000 period. The higher levels of non-performing loans during the 2000 period
was primarily due to commercial loans to one borrower which became non-
performing during the fourth quarter of 1998. The total balance of these
loans at the time they became non-performing was $1.36 million. In the first
quarter of 1999, this borrower filed Chapter 11, or business reorganization,
bankruptcy. In the second quarter of 1999, the reorganization plan changed to
a liquidation of assets arrangement. In 1999, the Company collected $185,000
in principal payments and charged-off $800,000 associated with these loans.
In 2000, the Company collected $26,000 in principal payments and charged-off
$90,000. During the first quarter of 2001, the Company collected an
additional $169,000 in principal payments. The remaining balance of $90,000
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.
There was $7,000 in loans charged-off, and $2,000 in recoveries in the first
quarter of 2001. There were no loans charged off and $1,000 in recoveries in
the first three months of 2000.
Non-performing loans, which are loans past due 90 days or more and
non-accruing loans, totaled $359,000 at March 31, 2001, compared to $975,000
at March 31, 2000. Non-performing loans at March 31, 2001 consisted of two
residential mortgage loans totaling $269,000, and one commercial loan totaling
$90,000 related to the commercial borrower discussed above. All of these
loans were past due 90 days or more at March 31, 2001, with the $90,000 in
commercial loans in non-accrual status.
The ratio of the Company's allowance for loan losses to total loans was .68%
at March 31, 2001 and .60% at March 31, 2000. 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 $527,000 for the three months ended March 31,
2001, compared to $439,000 for the same period in 2000, an increase of
$88,000, or 20.0%. This increase was mostly due to commissions generated by
GTPS Insurance Agency. Insurance sales commissions increased $102,000, or
47.0%, from $217,000 reported for the first quarter in 2000 to $319,000 for
the first quarter in 2001, primarily due to commissions generated from new
customers. GTPS Insurance Agency is a division of PASC.
Noninterest expense was $1.43 million for the first quarter of 2001 and $1.36
million for the first quarter of 2000, mainly the result of an increase in
salaries and employee benefits. Salaries and employee benefits increased
$40,000, or 5.3%, from $755,000 for the first three months of 2000 to $795,000
for the first three months of 2001, mainly due to normal salary raises.
Total income taxes were $178,000 for the period ended March 31, 2001 and
$177,000 for the same period in 2000. The effective tax rate for the three
months ended March 31, 2001 and 2000, were 40.5% and 38.8% respectively.
Business Industry Segments
The Company's primary business involves the typical banking services of
generating loans and receiving deposits. Through PASC, the Company also
provides insurance and brokerage services to customers. The following segment
financial information has been derived from the internal profitability
reporting system used by management to monitor and manage the financial
performance of the Company.
Three Months Ended March 31, 2001
(unaudited, in thousands)
Insurance/
Banking Brokerage
Services Services Company Eliminations Total
- ------------------------------------------------------------------------------
Interest income $ 2,898 $ -- $ 2,898 $ -- $ 2,898
Interest expense 1,516 -- 1,516 -- 1,516
Noninterest income 182 355 537 (10) 527
Net income 182 79 261 -- 261
Total assets 165,711 1,013 166,724 (1,037) 165,687
Three Months Ended March 31, 2000
(unaudited, in thousands)
Insurance/
Banking Brokerage
Services Services Company Eliminations Total
- ------------------------------------------------------------------------------
Interest income $ 2,768 $ -- $ 2,768 $ -- $ 2,768
Interest expense 1,314 -- 1,314 -- 1,314
Noninterest income 177 267 444 (5) 439
Net income 222 57 279 -- 279
Total assets 157,468 872 158,340 (823) 157,517
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. Recent legislation repealed the Office of Thrift Supervision's
("OTS") minimum liquidity ratio requirement. OTS regulations now require the
Bank to maintain sufficient liquidity to ensure its safe and sound operation.
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 $6.07 million for the three months ended March
31, 2001, compared to an increase of $2.68 million for the three months ended
March 31, 2000. During the three months ended March 31, 2001, cash was
primarily provided from earnings, proceeds from maturities of securities, an
increase in certificates of deposit, and FHLB advances. During that period
cash was primarily used to fund loans, a decrease in noninterest-bearing and
interest-bearing demand and savings deposits, and to purchase treasury stock.
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.
The Company's primary investment activity during the three months ended March
31, 2001 was the origination of loans. During the three months ended March
31, 2001 and March 31, 2000, the Company originated mortgage loans in the
amounts of $4.09 million and $7.72 million, respectively, commercial loans in
the amounts of $2.31 million and $1.76 million, respectively, and consumer
loans in the amounts of $1.83 million and $1.79 million, respectively.
As of March 31, 2001, the Company had outstanding commitments (including
undisbursed loan proceeds) of $2.65 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, 2001 totaled $51.45 million. Management believes
a significant portion of such deposits will remain with the
Company.
At March 31, 2001, the Bank exceeded all of its regulatory capital
requirements with tangible capital and core capital both at $10.03 million or
6.40% of total adjusted tangible assets, core capital at $10.03 million or
6.40% of adjusted total assets, and risk-based capital at $10.94 million or
11.90% 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 adoption of the Statement had no
material impact on the Corporation's financial condition or results of
operations.
In September 2000, the FASB issued Statement No. 140, "Accounting for
Transfers and Servicing of Financial Assets and Extinguishments of
Liabilities." This Statement replaces Statement No. 125. This Statement is
also effective for the recognition and reclassification of collateral and for
disclosures relating to securitization transactions. This Statement is
effective for fiscal years ending after December 15, 2000. The adoption of
this Statement did not have any impact on the Company's financial position or
results of operation.
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)
b. Report on Form 8-K
1. On January 17, 2001, the Registrant filed a Current
Report on Form 8-K reporting information under Items
5 and 7, incorporating by reference press releases
dated January 12, 2001, relating to the Registrant's
unaudited results for the year ended December 31, 2000,
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
In accordance with the requirements of the Securities Exchange Act of
1934, the registrant caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
Great American Bancorp, Inc.
Dated: May 11, 2001 /s/ George R. Rouse
----------------------- ----------------------------
George R. Rouse
President and
Chief Executive Officer
Dated: May 11, 2001 /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, 2001
-------------------------------
Weighted
Average Per-Share
Income Shares Amount
-------------------------------
Basic Earnings Per Share
Income available to common stockholders $ 261 985,535 $ 0.26
Effect of Dilutive Securities
Stock options 8,323
Unearned incentive plan shares 6,703
-------------------------------
Diluted Earnings Per Share
Income available to common stockholders
and assumed conversion $ 261 1,000,561 $ 0.26
===============================
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.
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