1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended March 31, 1998 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------119,220 shares as of April 24, 1998 2 AMERICAN BANCORP, INC. (PARENT COMPANY ONLY) BALANCE SHEET March 31, 1998 and 1997 (In Thousands) ASSETS 1998 1997 - ------ ---------- ---------- Cash on deposit with subsidiary 67 4 Investment in Subsidiary 8,668 7,838 Dividend Receivable 0 0 Due From Subsidiary 121 143 ---------- ---------- TOTAL ASSETS $ 8,856 $ 7,985 ========== ========== LIABILITIES - ----------- Accrued Income Taxes Payable 116 137 Other Liabilities 0 0 ---------- ---------- TOTAL LIABILITIES $ 116 $ 137 ---------- ---------- SHAREHOLDERS' EQUITY - -------------------- Net Unrealized Gain (Loss) on Securities Available for Sale, net of tax 120 6 Common Stock, $5 par value; authorized 10,000,000 shares; issued 120,000 shares; 119,250 and 120,000 shares outstanding, respectively 600 600 Surplus 2,150 2,150 Retained Earnings 5,910 5,092 Treasury stock, 750 shares at cost (40) 0 ---------- ---------- TOTAL SHAREHOLDERS' EQUITY 8,740 7,848 ---------- ---------- TOTAL LIABILITIES & SHAREHOLDERS' EQUITY $ 8,856 $ 7,985 ========== ========== 3 AMERICAN BANCORP, INC. CONSOLIDATED BALANCE SHEETS March 31, 1998 and 1997 (In Thousands) 1998 1997 ASSETS ---------- ---------- ------ Cash and Due From Banks 4,411 5,350 Interest Bearing Deposits 1,190 694 Securities Held to Maturity 11,004 15,031 Securities Available for Sale 16,103 10,212 Federal Funds Sold 4,950 4,000 Loans - Net of allowance for loan losses 27,896 27,011 Bank Premises and Equipment 1,185 1,304 Other Real Estate 0 14 Accrued Interest Receivable 634 593 Deferred Tax Asset 0 18 Other Assets 451 462 ---------- ---------- TOTAL ASSETS $ 67,824 $ 64,689 ========== ========== LIABILITIES ----------- Deposits: Non-Interest Bearing 18,536 16,620 Interest Bearing 40,170 39,680 ---------- ---------- Total Deposits 58,706 56,300 Accrued Interest Payable 114 110 Deferred Income Tax Liability 34 0 Other Liabilities 230 431 ---------- ---------- TOTAL LIABILITIES $ 59,084 $ 56,841 ---------- ---------- SHAREHOLDERS' EQUITY -------------------- Net Unrealized Gain (Loss) on Securities Available for Sale, net of tax 120 6 Common Stock, $5 par value; authorized 10,000,000 shares; issued 120,000 shares; 119,250 and 120,000 shares outstanding, respectively 600 600 Surplus 2,150 2,150 Retained Earnings 5,910 5,092 Treasury stock, 750 shares at cost (40) 0 ---------- ---------- TOTAL SHAREHOLDERS' EQUITY $ 8,740 $ 7,848 ---------- ---------- TOTAL LIABILITIES & SHAREHOLDERS' EQUITY $ 67,824 $ 64,689 ========== ========== See Notes to Financial Statements. 4 AMERICAN BANCORP, INC. (PARENT COMPANY ONLY) INCOME STATEMENT For the Three Month Periods Ended March 31, 1998 and 1997 (In Thousands) 1998 1997 ---------- ---------- INCOME FROM SUBSIDIARY - ---------------------- Dividends $ 50 $ 0 OPERATING EXPENSES - ------------------ Other Expenses 1 0 Interest Expense 0 0 ---------- ---------- TOTAL EXPENSES $ 1 $ 0 ---------- ---------- Earnings (loss) before income taxes and equity in undistributed earnings of subsidiary $ 49 $ 0 Income tax (benefit) 0 0 ---------- ---------- Earnings (loss) before equity in undistributed earnings of subsidiary $ 49 $ 0 Equity in undistributed earnings of subsidiary 196 243 ---------- ---------- Net Income $ 245 $ 243 ========== ========== 5 AMERICAN BANCORP, INC. CONSOLIDATED STATEMENTS OF INCOME For the Three Month Periods Ended March 31, 1998 and 1997 (In Thousands) INCREASE 1998 1997 (DECREASE) INTEREST INCOME: ---------- ---------- ---------- Interest and fees on loans $ 647 $ 637 10 Interest on investment securities: Taxable 371 352 19 Tax-Exempt 40 29 11 Other Interest 90 74 16 ---------- ---------- ---------- TOTAL INTEREST INCOME $ 1,148 $ 1,092 56 ---------- ---------- ---------- INTEREST EXPENSE: Interest on deposits $ 352 $ 348 4 Interest on short-term borrowings 2 0 2 ---------- ---------- ---------- TOTAL INTEREST EXPENSE $ 354 $ 348 6 ---------- ---------- ---------- NET INTEREST INCOME $ 794 $ 744 50 Provision for possible loan losses 0 0 0 ---------- ---------- ---------- Net Interest Income after provision for possible loan losses $ 794 $ 744 50 ---------- ---------- ---------- NON-INTEREST INCOME: Service charges on deposit accounts $ 118 $ 122 (4) Investment securities gains (losses) 0 0 0 Other 31 31 0 ---------- ---------- ---------- TOTAL NON-INTEREST INCOME $ 149 $ 153 (4) ---------- ---------- ---------- NON-INTEREST EXPENSE: Salaries and Employee Benefits $ 272 $ 264 8 Net Occupancy Expense 142 138 4 Net cost of operation of O.R.E.O 5 (1) 6 Other 175 148 27 ---------- ---------- ---------- TOTAL NON-INTEREST EXPENSE $ 594 $ 549 45 ---------- ---------- ---------- INCOME BEFORE INCOME TAXES $ 349 $ 348 1 Provision for income taxes 104 105 (1) ---------- ---------- ---------- NET INCOME $ 245 $ 243 2 ========== ---------- ---------- Net income per share of common stock $ 2.06 $ 2.03 $ 0.03 ========== ========== ========== 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, 1998 & 1997 (In Thousands) NET UNREALIZED GAINS(LOSS) COMMON RETAINED TREASURY SECURITIES STOCK SURPLUS EARNINGS STOCK TOTAL ----------- ------ ------- -------- -------- ------- Balance 12/31/96 $ 57 $ 600 $ 2,150 $ 4,849 $ 0 $ 7,656 Net Income (Loss) 243 243 Cash Dividends 0 0 Change in Unrealized Gains/Losses on Securities (51) (51) ----------- ------ ------- -------- -------- ------- Balance 3/31/97 $ 6 $ 600 $ 2,150 $ 5,092 $ 0 $ 7,848 =========== ====== ======= ======== ======== ======= Balance 12/31/97 $ 100 $ 600 $ 2,150 $ 5,665 ($ 2) $ 8,513 Net Income (Loss) 245 245 Cash Dividends 0 0 Change in Unrealized Gains/Losses on Securities 20 20 Purchase of treasury stock (38) (38) ----------- ------ ------- -------- -------- ------- Balance 3/31/98 $ 120 $ 600 $ 2,150 $ 5,910 ($ 40) $ 8,740 =========== ====== ======= ======== ======== ======= See Notes to Consolidated Financial Statements 7 AMERICAN BANCORP, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS For the Three Month Periods Ended March 31, 1998 and 1997 1998 1997 ---------- ---------- OPERATING ACTIVITIES Net income $ 245 $ 243 Adjustments to reconcile net income to net cash provided by operating activities: Premium amortization, net of discount accretion on investment securities 2 6 Depreciation 47 49 Provision for loan losses 0 0 Write down of other real estate 7 0 (Gain) loss on sale of assets 0 0 Decrease (increase) in accrued interest receivable (15) (25) Increase (decrease) in accrued interest payable (6) (9) Increase (decrease) in other liabilities 133 320 Decrease(increase) in other asset 17 (23) ---------- ---------- Net cash provided by operating activities $ 430 $ 561 ---------- ---------- INVESTING ACTIVITIES Proceeds from sales & maturities of available for sale securities $ 77 334 Proceeds from sales & maturities of held to maturity securities 3,200 500 Purchases of available for sale securities (3,958) (1,972) Purchases of held to maturity securities 0 0 (Increase) decrease in loans (61) 1,301 Net decrease (increase) in other real estate 0 0 Purchases of property & equipment (5) (17) Other (12) 23 ---------- ---------- Net cash provided (used) by investing activities ($ 759) $ 169 ---------- ---------- FINANCING ACTIVITIES Increase (decrease) in demand deposits, transaction $ 2,537 ($ 2,442) accounts and savings Increase (decrease) in time deposits 313 (625) Dividends paid 0 0 Purchase of treasury stock (38) 0 ---------- ---------- Net cash provided (used) by financing activities $ 2,812 ($ 3,067) ---------- ---------- Increase (decrease) in cash and cash equivalents $ 2,483 ($ 2,337) Cash and cash equivalents at beginning of year 8,068 12,381 ---------- ---------- Cash and cash equivalents at end of period $ 10,551 $ 10,044 ========== ========== Cash payments for: Interest expense $ 360 $ 357 ========== ========== Income taxes $ 0 $ 0 ========== ========== See Notes to Consolidated Financial Statements 8 AMERICAN BANCORP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS March 31, 1998 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 $245,000 for the first three months of 1998 compared to $243,000 for the same period of 1997. On a per share basis, the income was $2.06 for the first quarter of 1998 compared to $2.03 for the same period of 1997. The Company recorded a provision for possible loan losses of $0 for the three months ended March 31, 1998 and 1997, respectively. Net interest income increased 6.7% to $794,000 for the first quarter of 1998 compared to $744,000 for the same period of 1997. Total assets were $ 67,824,000 at March 31, 1998, an increase of $3,135,000 or 4.8% from March 31, 1997. Loans increased by $885,000 or 3.3% from $27,011,000 at March 31, 1997 to $27,896,000 at March 31, 1998. Deposits also increased $2,406,000 or 4.3% to $58,706,000 at March 31, 1998. RESULTS OF OPERATIONS NET INTEREST INCOME. Net interest income for the three months ended March 31, 1998 totaled $794,000, a $50,000 increase from the same period in 1997. Factors contributing to this increase include an increase in the average balance of taxable investment securities as well as an increase in the average rate earned on tax exempt investments and loans. This positive effect was partially negated by an increase in the average balance of savings deposits. The overall effect of volume and rate changes on net income during the first quarter of 1998 was favorable. PROVISION FOR POSSIBLE LOAN LOSSES. The Company recorded no provision for possible loan losses for both the first quarter of 1998 and 1997. The absence of a provision is the result of continued improvements in asset quality and low net charge offs of loans. As a percentage of outstanding loans, the allowance for possible loan losses was 2.12% and 2.19% at March 31, 1998 and 1997, respectively. The provision is determined by the level of net charge offs, the size of the loan portfolio, the level of nonperforming loans, anticipated economic conditions, and review of financial condition of specific customers. NONINTEREST INCOME. There has been immaterial variances in noninterest income for the three month periods ended March 31, 1998 and 1997. The $4,000 decrease in noninterest income for the first quarter of 1998 is the result of a $4,000 decrease in total service charges on deposit account as compared to the same period of 1997. There were no securities gains in the first three months of 1998 or of 1997. NONINTEREST EXPENSE. For the first three months of 1998 noninterest expense increased $45,000 or 8.2% compared to the same period in 1997. Salaries and employee benefits, the largest component of noninterest expense, increased by $8,000 or 3% for the first three months of 1998 as compared to the same period in 1997. Other non-interest expense increased by $27,000 or 18.2% for the first quarter of 1998. Included in this increase was an increase in advertising and promotion expense of $18,000 as compared to the first three months of 1997. INCOME TAXES. The Company recorded provisions for income taxes of $104,000 in the first quarter of 1998 as compared to $105,000 in the first quarter of 1997. Effective January 1, 1992, the company adopted Statement of Financial Accounting Standard No. 109, "Accounting for Income Taxes." Due to limitations related to the valuation of deferred tax assets, there was no cumulative effect adjustment at adoption. 10 \ FINANCIAL CONDITION LOANS. Loans were $27,896,000 at March 31, 1998; up by $885,000 or 3.3% from March 31, 1997. TABLE I - COMPOSITION OF LOAN PORTFOLIO March 31, 1998 March 31, 1997 -------------- -------------- Commercial, Financial and Agricultural Loans $ 6,780 $ 6,625 Real Estate Construction Loans 556 302 Real Estate Mortgage Loans 15,969 15,743 Consumer Loans 4,924 4,486 Industrial Revenue Bonds 272 461 -------------- -------------- TOTAL LOANS $ 28,501 $ 27,617 Allowance for possible loan losses 605 606 Unearned income 0 0 -------------- -------------- $ 27,896 $ 27,011 ============== ============== SECURITIES HELD TO MATURITY. Securities held to maturity were $11,004,000 at March 31, 1998; down by $4,027,000 or 26.8% from March 31, 1997. SECURITIES AVAILABLE FOR SALE. Securities available for sale were $16,103,000 at March 31, 1998; up by $5,891,000 or 57.7% from March 31, 1997. TABLE II - INVESTMENT SECURITIES A comparison of the book value and estimated market value of investment securities is as follows: March 31, 1998 --------------------------------------- HELD-TO-MATURITY AVAILABLE-FOR-SALE AMORT MARKET AMORT MARKET COST VALUE COST VALUE U.S. Treasury $ 2,993 $ 3,017 $ 2,500 $ 2,517 U.S. Government Agencies 8,011 8,051 8,439 8,501 Mortgaged-backed securities 0 0 1,599 1,652 State & Political Subdivisions 0 0 3,383 3,433 ------- -------- ------- -------- TOTAL $11,004 $ 11,068 $15,921 $ 16,103 ======= ======== ======= ======== March 31, 1997 --------------------------------------- HELD-TO-MATURITY AVAILABLE-FOR-SALE AMORT MARKET AMORT MARKET COST VALUE COST VALUE U.S. Treasury $ 4,004 $ 3,989 $ 1,492 $ 1,497 U.S. Government Agencies 11,027 10,956 4,000 3,967 Mortgaged-backed securities 0 0 1,519 1,574 State & Political Subdivisions 0 0 3,191 3,174 ------- -------- ------- -------- TOTAL $15,031 $ 14,945 $10,202 $ 10,212 ======= ======== ======= ======== 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. Interest payments received on nonperforming loans are applied to reduce principal if there is doubt as to the collectibility of the principal; otherwise, these receipts are recorded as interest income. Certain nonperforming loans that are current as to principal and interest payments are classified as nonperforming because there is a question concerning full collectibility of both principal and interest. March 31, 1998 March 31, 1997 Non-Performing Loans: -------------- -------------- Loans on Non-Accrual $ 265 $ 443 Restructured loans which are not on nonaccrual 13 26 -------------- -------------- Total nonperforming loans 278 469 Other Real Estate and repossessed assets received in complete or partial satisfaction of loan obligations 0 14 -------------- -------------- TOTAL NONPERFORMING ASSETS $ 278 $ 483 ============== ============== Loans past due 90 days or more as to principal or interest, but not on non-accrual $ 5 $ 3 ============== ============== Nonperforming assets totaled $278,000 at March 31, 1998, a $205,000 (42.4%) decrease. TABLE IV - ANALYSIS OF ALLOWANCE FOR LOAN LOSSES March 31, 1998 March 31, 1997 -------------- -------------- Beginning balance $ 600 $ 614 Charge-offs: Commercial, financial and agricultural loans -- -- Real estate - construction loans -- -- Real estate - mortgage loans -- -- Installment loans to individuals 2 8 -------------- -------------- Total charge-offs 2 8 -------------- -------------- Recoveries: Commercial, financial and agricultural loans -- -- Real estate - construction loans -- -- Real estate - mortgage loans -- -- Installment loans to individuals 7 -- -------------- -------------- Total recoveries 7 0 -------------- -------------- Net (charge-offs) recovery 5 (8) -------------- -------------- Provision charged against income -- -- -------------- -------------- Balance at end of period $ 605 $ 606 ============== ============== Ratio of net (charge-offs) recoveries during the period to average loans outstanding during the period .018% (.032)% ============== ============== 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, 1998 March 31, 1997 ---------------------- ---------------------- % OF LOANS % OF LOANS TO TOTAL TO TOTAL AMOUNT LOANS AMOUNT LOANS ------ ---------- ------ ---------- Commercial, financial and agricultural loans $ 145 24% $ 109 18% Real estate - construction loans 12 2% 5 1% Real estate - mortgage loans 339 56% 260 43% Installment loans 103 17% 224 37% Industrial revenue bonds 6 1% 8 1% ------ ------ $ 605 100% $ 606 100% ====== ====== DEPOSITS. As of March 31, 1998 total deposits have increased by $2,406,000 or 4.3% from March 31, 1997. Noninterest bearing deposits increased by $1,916,000 or 11.5% from March 31, 1997 to March 31, 1998. Interest bearing deposits increased by $490,000 or 1.2% from March 31, 1997 to March 31, 1998. CAPITAL. Shareholders' equity totaled $8,740,000 at March 31, 1998, compared to $7,848,000 at March 31, 1997. 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 1998 1997 -------- -------- Risk-based capital: Tier 1 risk-based capital ratio 26.16% 25.01% Total risk-based capital ratio 27.41% 26.26% Leverage ratio 12.71% 12.21% INSIDERS. Directors, executive officers and 10% shareholders and their related interest had loans outstanding totaling $1,754,000 at March 31, 1998. 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) 4/30/1998 /s/ Salvador L. Diesi - --------------- ----------------------------------------- DATE Salvador L. Diesi Chairman of the Board / President 4/30/1998 /s/ Ronald J. Lashute - --------------- ----------------------------------------- DATE Ronald J. Lashute Secretary/Treasurer of the Board 14 INDEX TO EXHIBITS EXHIBIT NUMBER DESCRIPTION ------- ----------- 27 Financial Data Schedule