1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 1 TO FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended March 31, 1995 Commission File Number 0-11928 AMERICAN BANCORP, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) LOUISIANA 72-0951347 - ------------------------------- ----------------------------- (State or other jurisdiction of (I R S Employer I. D. Number) incorporation or organization) 328 EAST LANDRY STREET, OPELOUSAS, LA 70571-1579 - --------------------------------------- ---------------------------- (Address of principal executive office) (Zip Code) (318) 948-3056 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) NOT APPLICABLE - -------------------------------------------------------------------------------- (Former name, address, fiscal year, if changed since last report) Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter periods 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 --- --- APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practical date. Common stock, $5 Par Value------120,000 shares as of April 15, 1995 2 AMERICAN BANCORP, INC. (PARENT COMPANY ONLY) BALANCE SHEET March 31, 1995 and 1994 (In Thousands) ASSETS 1995 1994 - ------ ---- ---- Cash 4 4 Investment in Subsidiary 5,991 5,215 Dividend Receivable 0 0 Due From Subsidiary 216 0 ------ ------ TOTAL ASSETS $6,211 $5,219 ====== ====== LIABILITIES - ----------- Federal Income Taxes Payable 97 0 Other Liabilities 0 0 ------ ------ TOTAL LIABILITIES $97 $0 ------ ------ SHAREHOLDERS' EQUITY - -------------------- Unrealized Gain (Loss) on Securities Available for Sale 52 98 Common Stock, $5 par value; authorized 10,000,000 shares; issued 120,000 shares 600 600 Surplus 2,150 2,150 Retained Earnings 3,312 2,371 ------ ------ TOTAL EQUITY 6,114 5,219 ------ ------ TOTAL LIABILITIES & EQUITY $6,211 $5,219 ====== ====== 3 AMERICAN BANCORP, INC. CONSOLIDATED BALANCE SHEETS March 31, 1995 and 1994 (In Thousands) 1995 1994 ASSETS ------- ------- ------ Cash and Due From Banks 5,712 3,784 Interest Bearing Deposits 1,485 4,751 Securities Held to Maturity 16,487 11,845 Securities Available for Sale 3,427 3,418 Federal Funds Sold 2,900 3,425 Loans - Net 25,941 25,753 Bank Premises and Equipment 1,332 1,485 Other Real Estate Owned 17 47 Accrued Interest Receivable 487 331 Deferred Tax Asset 35 0 Prepaid Expenses and Other Assets 313 340 ------- ------- TOTAL ASSETS $58,136 $55,179 ======= ======= LIABILITIES ----------- Deposits: Non-Interest Bearing 14,848 14,084 Interest Bearing 36,935 35,715 ------- ------- Total Deposits 51,783 49,799 Accrued Interest Payable 90 63 Deferred Income Tax Credits 0 50 Accrued Expenses and Other Liabilities 149 48 ------- ------- TOTAL LIABILITIES $52,022 $49,960 ------- ------- SHAREHOLDERS' EQUITY -------------------- Unrealized Gain (Loss) on Securities Available for Sale 52 98 Common Stock, $5 par value; authorized 10,000,000 shares; issued 120,000 shares 600 600 Surplus 2,150 2,150 Retained Earnings 3,312 2,371 ------- ------- TOTAL SHAREHOLDERS' EQUITY $6,114 $5,219 ------- ------- TOTAL LIABILITIES & EQUITY $58,136 $55,179 ======= ======= See Notes to Financial Statements. 4 AMERICAN BANCORP, INC. (PARENT COMPANY ONLY) INCOME STATEMENT For the Three Month Periods Ended March 31, 1995 and 1994 (In Thousands) 1995 1994 ---- ---- INCOME FROM SUBSIDIARY ---------------------- Dividends $0 $0 OPERATING EXPENSES ------------------ Other Expenses 0 0 Interest Expense 0 0 ----- ----- TOTAL EXPENSES $0 $0 ----- ----- Earnings (loss) before income tax benefit and equity in undistributed earnings of subsidiary $0 $0 Income tax (benefit) 3 0 ----- ----- Earnings (loss) before equity in undistributed earnings of subsidiary ($3) $0 Equity in undistributed earnings of subsidiary 246 187 ----- ----- Net Income $243 $187 ===== ===== 5 AMERICAN BANCORP, INC. CONSOLIDATED STATEMENTS OF INCOME For the Three Month Periods Ended March 31, 1995 and 1994 (In Thousands) INCREASE 1995 1994 (DECREASE) INTEREST INCOME: ------- ------- ---------- Interest and fees on loans $627 $542 85 Interest on investment securities: Taxable 315 200 115 Tax-Exempt 2 1 1 Other Interest 75 72 3 ------- ------- ------- TOTAL INTEREST INCOME $1,019 $815 204 ------- ------- ------- INTEREST EXPENSE: Interest on deposits $267 $222 45 Interest on short-term borrowings 0 0 0 ------- ------- ------- TOTAL INTEREST EXPENSE $267 $222 45 ------- ------- ------- NET INTEREST INCOME $752 $593 159 Provision for possible loan losses 0 9 (9) ------- ------- ------- Net Interest Income after provision for possible loan losses $752 $584 168 ------- ------- ------- NON-INTEREST INCOME: Service charges on deposit accounts $139 $134 5 Investment securities gains (losses) 0 0 0 Other 31 31 0 ------- ------- ------- TOTAL NON-INTEREST INCOME $170 $165 5 ------- ------- ------- NON-INTEREST EXPENSE: Salaries and Employee Benefits $281 $272 9 Net Occupancy Expense 137 135 2 Net cost of operation of O.R.E.O. (1) (3) 2 Other 168 158 10 ------- ------- ------- TOTAL NON-INTEREST EXPENSE $585 $562 23 ------- ------- ------- INCOME BEFORE INCOME TAXES AND EXTRAORDINARY ITEMS $337 $187 150 INCOME TAX (BENEFIT) 94 0 94 ------- ------- ------- INCOME BEFORE EXTRAORDINARY ITEMS $243 $187 56 EXTRAORDINARY ITEMS 0 0 0 ------- ------- ------- NET INCOME $243 $187 56 ======= ======= ======= Net income per share of common stock $2.03 $1.56 $0.47 ======= ======= ======= See Notes to Consolidated Financial Statements 6 AMERICAN BANCORP, INC. CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY For the Three Month Periods Ended March 31, 1995 & 1994 (In Thousands) NET UNREALIZED GAINS(LOSS) COMMON RETAINED SECURITIES STOCK SURPLUS EARNINGS TOTAL ----------- ------- ------- -------- ------ Balance 12/31/93 $0 $600 $2,150 $2,184 $4,934 Net Income (Loss) 187 187 Cash Dividends 0 0 Change in Unrealized Gains/Losses 98 98 ------ ------ ------ ------ ------ Balance 3/31/94 $98 $600 $2,150 $2,371 $5,219 ====== ====== ====== ====== ====== Balance 12/31/94 ($1) $600 $2,150 $3,069 $5,818 Net Income (Loss) 243 243 Cash Dividends 0 0 Change in Unrealized Gains/Losses 53 53 ------ ------ ------ ------ ------ Balance 3/31/95 $52 $600 $2,150 $3,312 $6,114 ====== ====== ====== ====== ====== 7 AMERICAN BANCORP, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS For the Three Month Periods Ended March 31, 1995 and 1994 1995 1994 -------- ------- OPERATING ACTIVITIES Net income $243 $187 Adjustments to reconcile net income to net cash provided by operating activities: Accretion of investment security discounts (5) (2) Amortization of investment security premiums 2 1 Depreciation 44 42 Provision for loan losses 0 9 Gain on sale of other real estate 0 1 Gain/loss on sale of property and equipment 0 0 Decrease (increase) in accrued interest receivable (57) (53) Increase (decrease) in accrued interest payable 10 1 Increase (decrease) in other accrued liabilities 137 (27) Decrease(increase) in other asset (26) 0 ----------------- ------------------ Net cash provided by operating activities $348 $159 ----------------- ------------------ INVESTING ACTIVITIES Proceeds from sales & maturities of available for sale securities $81 0 Proceeds from sales & maturities of held to maturity securities 1,000 420 Purchases of available for sale securities (300) 0 Purchases of held to maturity securities (1,000) (2,495) Net (increase) decrease in interest-bearing deposits with banks 989 0 Net (increase) decrease in loans 1,112 671 Net decrease (increase) in federal funds sold 3,150 (1,250) Net decrease (increase) in other real estate 0 0 Proceeds from sale of assets 0 100 Purchases of property & equipment 0 (27) Other (27) (27) ----------------- ------------------ Net cash provided (used) by investing activities $5,005 ($2,608) ----------------- ------------------ FINANCING ACTIVITIES Net increase (decrease) in non-interest bearing deposits ($1,144) $1,521 Net increase (decrease) in int-bearing deposits (6,303) 1,602 Dividends paid 0 0 ----------------- ------------------ Net cash provided (used) by financing activities ($7,447) $3,123 ----------------- ------------------ Increase (decrease) in cash and cash equivalents ($2,094) $674 Cash and cash equivalents at beginning of year 7,806 3,110 ----------------- ------------------ Cash and cash equivalents at end of period $5,712 $3,784 ================= ================== Cash interest income received $962 $762 ================= ================== Cash interest expense paid $257 $221 ================= ================== Cash federal income taxes paid $3 $0 ================= ================== 8 AMERICAN BANCORP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS March 31, 1995 NOTE 1 - A BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted principles of accounting for instructions to Form 10-Q and Article 10 of Regulations S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments ( consisting of normal recurring accruals ) considered necessary for a fair presentation have been included. NOTE 2 - IMPAIRED LOANS On January 1, 1995 the Company adopted Statement of Financial Accounting Standards (SFAS) No. 114, "Accounting by Creditors for Impairment of a Loan." The adoption of SFAS No. 114 did not have a material impact on the financial condition or operating results of the Company. Interest payments received on impaired loans are applied to principal if there is doubt as to the collectibility of the principal; otherwise, these receipts are recorded as interest income. As it relates to in-substance foreclosures, SFAS No. 114 requires that a creditor continue to follow loan classification on the balance sheet unless the creditor receives physical possession of the collateral. The Company had no in-substance foreclosures in foreclosed assets to transfer to nonperforming loans and no related reserve for losses to transfer to the reserve for possible loan losses. 9 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Management's Discussion presents a review of the major factors and trends affecting the performance of the Company and its bank subsidiary and should be read in conjunction with the accompanying consolidated financial statements and notes. OVERVIEW The Company reported net income of $ 243,000 for the first three months of 1995 compared to $ 187,000 for the same period of 1994. On a per share basis, the income was $ 2.03 for the first quarter of 1995 compared to $ 1.56 for the same period of 1994. The Company recorded a provision for possible loan losses of $ 0 and $ 9,000 for the three months ended March 31, 1995 and 1994, respectively. Net interest income increased 29% to $ 752,000 for the first quarter of 1995 compared to $ 584,000 for the same period of 1994. Total assets were $ 58,136,000 at March 31, 1995, an increase of $ 2,957,000 from March 31, 1994. Of this $ 1,220,000 is attributed to an increase in interest bearing demand deposit accounts. These deposits were held in short-term federal funds sold and investment securities. Loans remain fairly constant at $ 25,941,000 and $ 25,753,000 at March 31, 1995 and 1994, respectively. RESULTS OF OPERATIONS NET INTEREST INCOME. Net interest income for the three months ended March 31, 1995 totaled $ 752,000, a $ 159,000 increase from the same period in 1994. Factors contributing to this increase include an increase in the average rate earned on taxable investment securities, federal funds sold, and the loan portfolio. Also, contributing to the increase was an increase in the average balance of taxable investment securities. These positive factors were partially offset by the average balances and rate paid on interest bearing deposits increasing. The overall effect of volume and rate changes on net interest income during the first quarter of 1995 was favorable. PROVISION FOR POSSIBLE LOAN LOSSES. The Company recorded no provision for possible loan losses for the first quarter of 1995 compared to $ 9,000 for the same period of 1994. The absence of a provision in 1995 is the result of continued improvements in asset quality and low net charge offs of loans. As a percentage of outstnding loans, the allowance for possible loan losses was 2.34% and 2.33% at March 31, 1995 and 1994, respectively. NONINTEREST INCOME. There has been immaterial variances in noninterest income for the three month periods ended March 31, 1995 and 1994. The $ 5,000 increase in noninterest income for the first quarter of 1995 is the result of a $ 5,000 increase in total service charges on deposit account as compared to the same period of 1994. There were no securities gains in the first three months of 1995 or of 1994. NONINTEREST EXPENSE. For the first three months of 1995 noninterest expense increased $ 23,000 or 4.0% compared to the same period in 1994. Salaries and employee benefits , the largest component of noninterest expense, increased by $ 9,000 or 3% for the first three months of 1995 as compared to the same period in 1994. Other expenses increased by $ 10,000 or 6.3 % for the first three months of 1995 as compared to the same period in 1994. Professional fees increased by $ 8,000 in the first three months of 1995 as compared to the same period of 1994. The 1995 level of professional fees was higher due to bank consultant research into bank operation efficiency. Deposit insurance premiums increased by $ 4,000 or 15 % in the first three months of 1995 as compared to the same period of 1994. This increase is the result in the increase in deposit accounts. INCOME TAXES. The Company recorded provisions for income taxes of $ 94,000 in the first quarter of 1995 as compared to no provisions recorded in the first half of 1994. In 1994, the Company had net operating losses carryforwards available to offset net taxable income. Therefore, no provision for income taxes was necessary. 10 FINANCIAL CONDITION LOANS. Loans were $ 25,941,000 at March 31, 1995; up by $ 188,000 or . 7 % from March 31, 1994. Loan demand remains flat in the area. TABLE I - COMPOSITION OF LOAN PORTFOLIO March 31, 1995 March 31, 1994 ------------------- --------------- Commercial, Financial and Agricultural $5,604 $4,090 Real Estate Construction 232 283 Real Estate Mortgage 16,163 17,488 Consumer Loans 3,752 3,543 Industrial Revenue Bonds 812 970 ---------- ---------- TOTAL LOANS $26,563 $26,374 Allowance for possible loan losses 621 616 Unearned income 1 5 ---------- ---------- $25,941 $25,753 ========== ========== SECURITIES HELD TO MATURITY. Securities held to maturity were $ 16,487,000 at March 31, 1995; up by $ 4,642,000 or 39 % from March 31, 1994. The increase is the result of the investment of deposit growth and low loan demand. SECURITIES AVAILABLE FOR SALE. Securities available for sale were $ 3,427,000 at March 31, 1995; up by $ 9,000 or . 3 % from March 31, 1994. Securities classified as available for sale are primarily mortgage backed securities and municipal securities. TABLE II - INVESTMENT SECURITIES A comparison of the book value and estimated market value of investment securities is as follows: March 31, 1995 -------------------------------------------------------------------- HELD-TO-MATURITY AVAILABLE-FOR-SALE AMORT MARKET AMORT MARKET COST VALUE COST VALUE U.S. Treasury $4,998 $4,989 $0 0 U.S. Agencies 11,489 11,219 3,049 3,118 State & Political Subdivisions 0 0 300 309 ------- ------- ------ ------ TOTAL $16,487 $16,208 $3,349 $3,427 ======= ======= ====== ====== March 31, 1994 -------------------------------------------------------------------- HELD-TO-MATURITY AVAILABLE-FOR-SALE AMORT MARKET AMORT MARKET COST VALUE COST VALUE U.S. Treasury $4,299 $4,287 $0 0 U.S. Agencies 7,501 7,463 3,270 3,418 State & Political Subdivisions 45 52 0 0 ------- ------- ------ ------ TOTAL $11,845 $11,802 $3,270 $3,418 ======= ======= ====== ====== 11 TABLE III - NONPERFORMING ASSETS Non-performing assets include nonaccrual loans, loans which are contractually 90 days past due, restructured loans, and foreclosed assets. Restructured loans are loans which, due to a deteriorated financial condition of the borrower, have a below market yield. March 31, 1995 March 31, 1994 -------------- -------------- Non-Performing Loans: Loans on Non-Accrual $5 $6 Loans past due 90 days or more as to principal or interest, but not on non-accrual 1 1 Loans & leases restructured and in compliance with terms 24 109 --------- -------- $30 $116 Other Real Estate and repossessed assets received in complete or partial satisfaction of debt 17 47 --------- -------- TOTAL NONPERFORMING ASSETS $47 $163 ========= ======== TABLE IV - ANALYSIS OF ALLOWANCE FOR LOAN LOSSES March 31, 1995 March 31, 1994 -------------- -------------- Beginning balance $614 $606 Charge-offs: Commercial, financial and agricultural - - Real estate - construction - - Real estate - mortgage - - Installment loans to individuals - - --------- --------- Total charge-offs 0 0 --------- --------- Recoveries: Commercial, financial and agricultural 3 1 Real estate - construction - - Real estate - mortgage - - Installment loans to individuals 4 - --------- --------- Total recoveries 7 1 --------- --------- Net charge-offs (7) (1) --------- --------- Provision charged against income - 9 --------- --------- Balance at end of period $621 $616 ========= ========= Ratio of net charge-offs during the period to average loans outstanding during the period (.03%) (.004%) ========= ========= The present level of the allowance for loan losses is considered adequate to absorb future potential loan losses. In making this determination, management considered asset quality, the level of net loan charge-offs, as well as current economic conditions and market trends. 12 TABLE V - ALLOCATION OF THE ALLOWANCE FOR LOAN LOSSES The allowance for possible loan losses has been allocated according to the amount deemed to be reasonably necessary to provide for the possibility of losses being incurred within the following categories of loans. March 31, 1995 March 31, 1994 ------------------------------- -------------------------------- % OF LOANS % OF LOANS TO TOTAL TO TOTAL AMOUNT LOANS AMOUNT LOANS ------------------------------- -------------------------------- Commercial, financial and agricultural $130 21% $99 16% Real estate - construction 6 1% 6 1% Real estate - mortgage 379 61% 407 66% Installment loans 87 14% 80 13% Industrial revenue bonds 19 3% 25 4% ---------- ---------- $621 100% $616 100% ========== ========== DEPOSITS. As of March 31, 1995 total deposits have increased by $ 1,984,000 or 4 % from March 31, 1994. Noninterest bearing deposits increased by $ 764,000 or 5 % from March 31, 1994 to March 31, 1995. Most of this increase is reflected in increased balances of noninterest bearing commercial accounts. Interest bearing deposits increased by $ 1,220,000 or 3 % from March 31, 1994 to March 31, 1994. Of this increase $ 909,000 was an increase in certificates of deposits. CAPITAL. Shareholders' equity totaled $ 6,114,000 at March 31, 1995, compared to $ 5,219,000 at March 31, 1994. The increase is primarily the result of net income over the most recent 12 months. Risk-based capital and leverage ratios for the Company and the bank subsidiary exceed the ratios required for the designation as a "well-capitalized" institution under regulatory guidelines. TABLE VI - CAPITAL RATIOS March 31, ----------------------------- AMERICAN BANK & TRUST COMPANY 1995 1994 ------ ------ Risk-based capital: Teir 1 risk-based capital ratio 20.83% 18.57% Total risk-based capital ratio 22.08% 19.82% Leverage ratio 10.14% 9.55% INSIDERS. Directors, executive officers and 10 % shareholders and their related interest had loans outstanding totaling $ 1,074,000 at March 31, 1995. CONTINGENT LIABILITIES. In the normal course of business, the bank becomes involved in legal proceedings. It is the opinion of management that the resulting liability, if any, for pending litigation is negligible. 13 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 to sign on behalf of th registrant. AMERICAN BANCORP, INC. ---------------------- (Registrant) 11-27-95 /s/ SAVADOR L. DIESI - --------------- ----------------------- DATE Salvador L. Diesi Chairman of the Board / President 11-27-95 /s/ RONALD J. LASHUTE - --------------- ----------------------- DATE Ronald J. Lashute Secretary/Treasurer of the Board