1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended Commission File Number SEPTEMBER 30, 1997 0-29132 TIB FINANCIAL CORP. - ------------------------------------------------------------------------------ (Exact name of registrant as specified in its charter) FLORIDA 65-0655973 - ------------------------------------------------------------------------------ (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 99451 OVERSEAS HIGHWAY, KEY LARGO, FLORIDA 33037-7808 - ------------------------------------------------------------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 305-451-4660 Not Applicable - ------------------------------------------------------------------------------ (Former name, former address and former fiscal year, if changed since last report) Indicate by 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 period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO ----------- ------------ Indicate the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: Common Stock, $0.10 Par Value 4,371,954 - ----------------------------- ------------------------------------------ Class Outstanding as of October 31, 1997 2 Part I. FINANCIAL INFORMATION Item 1. Financial Statements TIB FINANCIAL CORPORATION CONSOLIDATED STATEMENTS OF CONDITION (Unaudited) September 30, 1997 December 31, 1996 ------------------ ----------------- ASSETS Cash and due from banks $ 9,586,076 $ 12,109,935 Federal funds sold 5,283,000 1,810,000 Investment securities held to maturity (market value of $26,957,216 and $14,691,930, respectively) 26,535,971 14,387,276 Investment securities available for sale 20,982,470 36,490,481 Loans, net of deferred loan fees 186,254,719 164,544,622 Less: Allowance for loan losses 2,133,042 1,929,719 ------------ ------------ Loans, net 184,121,677 162,614,903 Premises and equipment, net 9,341,037 8,221,676 Accrued interest receivable 1,866,338 1,680,743 Other assets 3,240,214 3,735,539 ------------ ------------ TOTAL ASSETS $260,956,783 $241,050,553 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY LIABILITIES Deposits: Noninterest-bearing demand $ 44,587,628 $ 42,929,774 Interest-bearing demand and money market 105,299,252 66,340,839 Savings 13,101,084 16,220,162 Time deposits of $100,000 or more 22,725,621 28,370,281 Other time deposits 46,027,515 51,122,524 ------------ ------------ Total Deposits 231,741,100 204,983,580 Short-term borrowings 1,873,207 11,091,426 Accrued interest payable 1,739,487 1,743,654 Other liabilities 1,484,632 610,976 ------------ ------------ TOTAL LIABILITIES 236,838,426 218,429,636 ------------ ------------ STOCKHOLDERS' EQUITY Common stock - $.10 par value: 7,500,000 and 5,000,000 shares authorized, 4,368,954 and 4,322,364 shares issued and outstanding 436,895 432,236 Surplus 6,392,306 6,140,199 Retained earnings 17,338,156 16,207,233 Market valuation reserve on investment securities available for sale (49,000) (158,751) ------------ ------------ TOTAL STOCKHOLDERS' EQUITY 24,118,357 22,620,917 ------------ ------------ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $260,956,783 $241,050,553 ============ ============ (See notes to consolidated financial statements) 3 TIB FINANCIAL CORPORATION CONSOLIDATED STATEMENTS OF INCOME (Unaudited) Three months ended Sept. 30, Nine months ended Sept. 30, INTEREST INCOME 1997 1996 1997 1996 --------------- -------------- -------------- -------------- Loans, including fees $4,372,025 $3,815,724 $12,548,274 $11,125,343 Investment securities: U.S. Treasury securities 393,514 453,176 1,313,025 1,466,662 U.S. Government agencies and corporations 259,636 263,346 710,413 842,068 States and political subdivisions 115,016 92,057 292,376 286,439 Other investments 16,032 11,031 38,094 33,094 Federal funds sold 43,092 5,596 345,297 64,247 ---------- ---------- ----------- ----------- TOTAL INTEREST INCOME 5,199,315 4,640,930 15,247,479 13,817,853 ---------- ---------- ----------- ----------- INTEREST EXPENSE Interest-bearing demand and money market 881,657 192,647 2,118,942 616,367 Savings 171,558 311,471 621,024 936,134 Time deposits of $100,000 or more 320,491 355,207 1,048,267 1,046,034 Other time deposits 641,033 681,898 1,945,162 2,034,699 Short-term borrowings 18,723 89,712 52,557 158,756 ---------- ---------- ----------- ----------- TOTAL INTEREST EXPENSE 2,033,462 1,630,935 5,785,952 4,791,990 ---------- ---------- ----------- ----------- NET INTEREST INCOME 3,165,853 3,009,995 9,461,527 9,025,863 PROVISION FOR LOAN LOSSES 75,000 60,000 225,000 180,000 ---------- ---------- ----------- ----------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 3,090,853 2,949,995 9,236,527 8,845,863 OTHER INCOME Service charges on deposit accounts 443,706 353,197 1,247,191 938,447 Investment securities gains, net 10,664 3,706 10,664 12,478 Merchant bank card processing income 122,789 110,967 448,878 415,818 Gain (loss) on sale of government guaranteed loans 86,197 (262) 211,103 5,979 Gain on sale of mortgage loans - 96,138 - 96,138 Fees on mortgage loans sold at origination 108,867 95,710 260,324 275,610 Other income 114,824 42,136 254,587 124,518 ---------- ---------- ----------- ----------- TOTAL OTHER INCOME 887,047 701,592 2,432,747 1,868,988 ---------- ---------- ----------- ----------- OTHER EXPENSE Salaries and employee benefits 1,587,459 1,377,545 4,602,131 4,166,229 Net occupancy expense 484,929 435,278 1,369,405 1,270,746 Other expense 727,976 573,262 2,103,109 1,711,861 ---------- ---------- ----------- ----------- TOTAL OTHER EXPENSE 2,800,364 2,386,085 8,074,645 7,148,836 ---------- ---------- ----------- ----------- INCOME BEFORE INCOME TAX EXPENSE 1,177,536 1,265,502 3,594,629 3,566,015 INCOME TAX EXPENSE 370,700 442,848 1,156,100 1,242,848 ---------- ---------- ----------- ----------- NET INCOME $ 806,836 $ 822,654 $ 2,438,529 $ 2,323,167 ========== ========== =========== =========== EARNINGS PER SHARE $ 0.17 $ 0.18 $ 0.53 $ 0.52 ========== ========== =========== =========== (See notes to consolidated financial statements) 4 TIB FINANCIAL CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (Unaudited) For the nine month period ended Sept. 30, 1997 1996 --------------------- --------------------- CASH FLOWS FROM OPERATING ACTIVITIES Net Income $ 2,438,529 $ 2,323,167 Adjustments to reconcile net income to net cash provided by operating activities: Net amortization of investments 80,691 156,578 Amortization of other assets 60,816 40,266 Depreciation of premises and equipment 611,325 571,539 Provision for loan losses 225,000 180,000 Deferred income tax provision (benefit) (66,606) (65,200) Deferred net loan fees (17,087) (46,376) Investment securities (gains), net (10,664) (12,478) Gain on sales / conversion of premises and equipment (2,559) (919) Gain on sales of government guaranteed loans, net (211,103) (5,979) Gains on sales of mortgage loans - (96,138) Increase in interest receivable (185,595) (247,003) Increase (decrease) in interest payable (4,167) 150,896 (Increase) decrease in other assets 647,222 (655,676) Increase in other liabilities 868,997 506,745 ----------- ----------- NET CASH PROVIDED BY OPERATING ACTIVITIES 4,434,799 2,799,422 ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES Purchases of investment securities held to maturity (17,870,735) (5,951,250) Sales of investment securities available for sale 5,083,985 8,013,906 Repayments of principal and maturities of investment securities available for sale 10,501,448 4,924,416 Maturities of investment securities held to maturity 5,750,000 1,400,000 Proceeds from sales of government guaranteed loans 5,545,164 677,986 Proceeds from sales of mortgage loans - 6,409,213 Loans originated or acquired, net of principal repayments (27,048,748) (24,413,963) Purchase of Small Business Consultants Inc. (275,000) - Purchases of premises and equipment (1,697,917) (352,039) Sales / conversion of premises and equipment 33,025 3,900 ----------- ----------- NET CASH USED BY INVESTING ACTIVITIES (19,978,778) (9,287,831) ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES Net increase (decrease) in federal funds purchased and securities sold under agreements to repurchase (9,218,219) 2,444,934 Net increase in demand, money market and savings accounts 37,497,189 4,762,479 Time deposits accepted, net of repayments (10,739,669) 3,357,687 Proceeds from exercise of stock options and warrants 256,766 159,807 Cash dividends paid (1,302,947) (807,218) ----------- ----------- NET CASH PROVIDED BY FINANCING ACTIVITIES 16,493,120 9,917,689 ----------- ----------- NET INCREASE IN CASH AND CASH EQUIVALENTS 949,141 3,429,280 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 13,919,935 9,129,945 ----------- ----------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $14,869,076 $12,559,225 =========== =========== SUPPLEMENTAL DISCLOSURES OF CASH PAID: Interest $ 5,790,119 $ 4,641,094 =========== =========== Income taxes $ 1,220,000 $ 1,274,000 =========== =========== (See notes to consolidated financial statements) 5 TIB FINANCIAL CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 1997 (Unaudited) NOTE 1 - BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements for TIB Financial Corporation (the "Company") have been prepared in accordance with generally accepted accounting principles for interim financial information and Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statement presentation. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the nine months ended September 30, 1997 are not necessarily indicative of trends or results to be expected for the year ended December 31, 1997. For further information, refer to the Company's consolidated financial statements and footnotes thereto for the year ended December 31, 1996. The consolidated statements include the accounts of TIB Financial Corporation and its wholly-owned subsidiary, TIB Bank of the Keys, collectively known as the Company. All significant intercompany accounts and transactions have been eliminated in consolidation. Certain amounts previously reported on have been reclassified to conform with current period presentation. NOTE 2 - LOANS Loans are reported at the gross amount outstanding, reduced by net deferred loan fees and a valuation allowance for loan losses. Interest income on loans is recognized over the terms of the loans based on the unpaid daily principal amount outstanding. If the collectibility of interest appears doubtful, the accrual thereof is discontinued. Loan origination fees, net of direct loan origination costs, are deferred and recognized as income over the life of the related loan on a level-yield basis. Gains on sales of government guaranteed loans are recognized as income when the sale occurs. Major classifications of loans are as follows: September 30, 1997 December 31, 1996 ------------------ ----------------- Commercial, financial and agricultural $117,551,582 $109,371,570 Construction loans 8,956,864 7,391,050 Residential real estate 51,356,495 40,834,718 Consumer loans 8,979,206 7,553,799 ------------ ------------ Total loans 186,844,147 165,151,137 Net deferred loan fees 589,428 606,515 ------------ ------------ Loans, net of deferred loan fees $186,254,719 $164,544,622 ============ ============ NOTE 3 - ALLOWANCE FOR LOAN LOSSES The allowance for loan losses is established through a provision for loan losses charged to expense. The allowance represents an amount which, in management's judgment, will be adequate to absorb probable losses on existing loans that may become uncollectible. Management's judgment in determining the adequacy of the allowance is based on evaluations of the collectibility of loans and takes into consideration such factors as changes in the nature and volume of the loan portfolio, current economic conditions that may affect the borrower's ability to pay, overall portfolio quality and review of specific problem loans. Periodic revisions are made to the allowance when circumstances which necessitate such revisions become known. Recognized losses are charged to the allowance for loan losses, while subsequent recoveries are added to the allowance. 6 Activity in the allowance for loan losses for the nine months ended September 30, 1997 and September 30, 1996 follows: September 30, 1997 September 30, 1996 ------------------ ------------------ Balance, January 1 $1,929,719 $1,700,823 Provision charged to expense 225,000 180,000 Loans charged off (32,902) (11,552) Recoveries of loans previously charged off 11,225 400 ---------- ---------- Balance, September 30 $2,133,042 $1,869,671 ========== ========== NOTE 4 - INVESTMENT SECURITIES Securities available-for-sale are securities which management believes may be sold prior to maturity for liquidity or other reasons and are reported at fair value, with unrealized gains and losses, net of related income taxes, reported as a separate component of stockholders' equity. Securities held-to-maturity are those securities for which management has both the ability and intent to hold to maturity and are carried at amortized cost. The amortized cost and estimated market value of investment securities held-to-maturity at September 30, 1997 and December 31, 1996 are presented below: 1997 ----------------------------------------------------------- Amortized Unrealized Unrealized Market Cost Gains Losses Value ----------------------------------------------------------- U.S. Treasury Securities $15,974,966 $111,294 $ - $16,086,260 States and political subdivisions 7,694,142 300,034 - 7,994,176 U.S. Government agencies and corporations 2,002,263 9,917 - 2,012,180 Other investments 864,600 - - 864,600 ------------------------------------------------------------ $26,535,971 $421,245 $ - $26,957,216 ============================================================ 1996 ------------------------------------------------------------ Amortized Unrealized Unrealized Market Cost Gains Losses Value ------------------------------------------------------------ U.S. Treasury Securities $ 7,964,622 $ 1,017 $6,579 $ 7,959,060 States and political subdivisions 5,354,837 303,029 776 5,657,090 U.S. Government agencies and corporations 992,817 7,963 - 1,000,780 Other investments 75,000 - - 75,000 ------------------------------------------------------------ $14,387,276 $312,009 $7,355 $14,691,930 ============================================================ The amortized cost and estimated market value of investment securities available for sale at September 30, 1997 and December 31, 1996 are presented below: 1997 ---------------------------------------------------------- Amortized Unrealized Unrealized Market Cost Gains Losses Value ---------------------------------------------------------- U.S. Treasury Securities $ 9,049,628 $ - $ 55,925 $ 8,993,703 Mortgage-backed securities 11,562,236 25,971 75,312 11,512,895 Other debt securities 449,606 26,266 - 475,872 ---------------------------------------------------------- $21,061,470 $52,237 $131,237 $20,982,470 ========================================================== 1996 ---------------------------------------------------------- Amortized Unrealized Unrealized Market Cost Gains Losses Value ---------------------------------------------------------- U.S. Treasury Securities $21,219,561 $22,458 $129,679 $21,112,340 Mortgage-backed securities 15,075,896 25,846 207,688 14,894,054 Other debt securities 449,433 34,654 - 484,087 ---------------------------------------------------------- $36,744,890 $82,958 $337,367 $36,490,481 ========================================================== 7 Other investments at September 30, 1997 consist of stock in the Independent Bankers Bank of Florida and the Federal Home Loan Bank of Atlanta. Other investments at December 31, 1996 consist of stock in the Independent Bankers Bank of Florida. Other debt securities at September 30, 1997 and December 31, 1996 consist of corporate debt securities. NOTE 5 - EARNINGS PER SHARE AND COMMON STOCK Earnings per share has been computed based on the weighted average number of common shares outstanding during the period which totaled 4,610,332 and 4,481,005 shares for the nine months ended September 30, 1997 and 1996, respectively, and 4,686,481 and 4,501,323 shares for the three months ended September 30, 1997 and 1996, respectively. Stock options and warrants are considered to be common stock equivalents for purposes of calculating earnings per share. A 3 for 1 stock split was declared on February 25, 1997 and has been treated retroactively as occurring on January 1, 1996 for earnings per share computation purposes and has been reflected in the balance sheet as of December 31, 1996. NOTE 6 - STOCK BASED COMPENSATION Under the Bank's 1994 Incentive Stock Option and Nonstatutory Stock Option Plan ("the Plan"), the Company may grant stock options to persons who are now or who during the term of the Plan become directors, officers, or key executives as defined by the Plan. Stock options granted under the Plan may either be incentive stock options or nonqualified stock options for federal income tax purposes. The Board of Directors of the company may grant nonqualified stock options to any director, and incentive stock options or nonqualified stock options to any officer, key executive, administrative, or other employee including an employee who is a director of the Company. Subject to the provisions of the Plan, the maximum number of shares of common stock of the Company that may be optioned or sold is 978,000 shares. Such shares may be treasury, or authorized, but unissued, shares of common stock of the Company. Total options granted, exercised, and canceled during the nine months ended September 30, 1997 were 118,500, 46,590, and 17,400, respectively. NOTE 7 - NEW ACCOUNTING PRONOUNCEMENTS In June 1996, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 125, "Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities" ("SFAS 125"), which prescribes accounting standards to be followed when the Company transfers control over financial assets to third parties. SFAS 125 is effective for the Company for transactions occurring after December 31, 1996; however, the FASB has delayed implementation of certain of the provisions of SFAS 125 for one year. The Company does not believe this Statement will have a significant impact on its financial statements based upon the current scope of the Company's operations. On March 3, 1997, FASB issued SFAS 128, "Earnings per Share" and SFAS 129, "Disclosure of Information about Capital Structure." SFAS 128 changes the methods for calculation of earnings per share and is effective for financial statements issued for both interim and annual periods ending after December 15, 1997. If this pronouncement had been adopted, the basic earnings per share for the third quarter of 1997 and 1996 would have been $0.19 and $0.19, respectively, and diluted earnings per share would have been $0.17 and $0.18 respectively. Basic earnings per share for the nine months ended September 30, 1997 and 1996 would have been $0.56 and $0.54, respectively, and diluted earnings per share would have been $0.53 and $0.52, respectively. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion addresses the factors that have affected the financial condition and results of operations of TIB Financial Corporation (the "Company") as reflected in the unaudited consolidated statement of condition as of September 30, 1997, and statements of income for the nine months ended September 30, 1997 and 1996, and statements of income for the three months ended September 30, 1997 and 1996. The Company's operating subsidiary is TIB Bank of the Keys. 8 The company's net income of $806,836 for the third quarter of 1997 was a 1.9% decrease compared to $822,654 for the same period last year. The third quarter of 1996 included a gain from the sale of adjustable rate residential loans in the amount of $96,138. These sales occur periodically and there was no corresponding transaction in the current quarter. In addition to this item, other expense increased to $727,976 from $573,262 in the year ago quarter. This increase was largely the result of holding company expenses. The holding company was formed on August 31, 1996. As a result, the third quarter of 1996 reflects only one month of holding company activity as compared to three months of activity in the third quarter of 1997. Increases were also experienced at the bank level in advertising expense and operational charge-offs. Salaries and benefits rose to $1,587,459 in the third quarter of 1997 from $1,377,545 in the third quarter of 1996. This is a 15.2% increase resulting from the addition of personnel to originate and sell government guaranteed loans along with normal increases. These changes were partially offset by an increase in net interest income of $155,858, or 5.2%; an increase in service charge income of $90,509, or 25.6%; and gains on sales of government guaranteed loans of $86,197 compared to a net loss of $262 in the year ago period. Earnings for the nine months ended September 30, 1997 were $2,438,529 up 5.0% from $2,323,167 for the comparable period in 1996. Earnings per share for the nine months ended September 30, 1997 were $0.53 per share as compared to $0.52 per share for the corresponding period ended September 30, 1996. Book value per share increased to $5.52 at September 30, 1997 from $5.23 at December 31, 1996. The Company paid a quarterly dividend of $0.10 per share on January 10, 1997, April 10, 1997, and July 10, 1997, respectively. Performance of banks is often measured by various ratio analyses. Two widely recognized indicators are return on average equity and return on average assets. Annualized return on average equity for the nine months ended September 30, 1997 was 13.8% on average equity of $23,539,863, compared to 14.3% on average equity of $21,626,530 for the same period in 1996. Annualized return on average assets of $254,654,858 for the nine months ended September 30, 1997 was 1.28%, compared to 1.34% on average assets of $230,865,705 for the same period in 1996. These ratios compare favorably with other holding companies of similar size. Net interest income is an effective measurement of how well management has balanced the Company's interest rate sensitive assets and liabilities. The Company's net interest income is its principal source of income. Interest earning assets for the Company include loans, federal funds sold, and investment securities. The Company's interest-bearing liabilities include its deposits, federal funds purchased, and other short-term borrowings. Net interest income increased 4.8% to $9.5 million, in the nine months ended September 30, 1997 as compared to the same period last year primarily as a result of a higher level of earning assets. Interest from loans increased to $12.5 million for the first nine months of 1997 compared to $11.1 million for the comparable period last year. Loan growth was achieved in all major classifications during the first nine months of 1997 reflecting a strong local economy. The establishment of a very competitive money market account at the end of 1996 has continued to attract substantial deposits and has increased interest expense. This has led to the Company's net interest margin declining to 5.42% in the first nine months of 1997 compared to 5.85% in the first nine months of 1996. Provision for loan losses increased slightly to $225,000 from $180,000 for the respective first nine months of 1997 and 1996. Gross charged off loans for the first nine months were $32,902 offset by recoveries of $11,225, resulting in an annualized net charge-off rate of 0.02% of total loans. This compares to net charge offs during the same period last year of $11,152. At September 30, 1997, the Company had aggregate non-accrual loans of $489,868 compared to $430,367 at December 31, 1996. The ratio of non-performing loans (including loans 90 days or more past due and still accruing) to total outstanding loans was 0.26% at September 30, 1997 and December 31, 1996. Other income increased $563,759 to $2,432,747 for the nine month period ended September 30, 1997 from $1,868,988 in the comparable period last year. Increased service charges on deposit accounts accounted for $308,744 of this increase offset by a reduction of $15,286 in mortgage loan origination fees and $96,138 reduction related to gain on sale of mortgage loans. Gains on sale of government guaranteed loans were up substantially to $211,103 from $5,979 for the first nine months of 1997 and 1996, respectively. The acquisition on June 13, 1997, of Small Business Consultants, Inc., a Florida corporation specializing in the government guaranteed loan consulting business represents the Company's commitment to enhancing even further this non-interest income revenue source. Other expense increased 13.0% in the first nine months of 1997 as compared to the prior year period, mostly as a result of increased personnel expenses. Growth during the latter half of 1996 and early 1997 prompted some staffing additions. Total assets at September 30, 1997 were $260,956,783, up from total assets of $241,050,553 at December 31, 1996. Loans net of deferred loan fees increased $21,710,097 for the first nine months of 1997 from year end 1996. Also, in the same period, federal funds sold increased $3,473,000. These increases were funded by a deposit increase of $26,757,520 offset by a decrease in short-term borrowings of $9,218,219 and a decrease in investment securities of $3,359,316. 9 During the third quarter of 1997, the Company purchased property and a building in Key Largo, Florida at a cost of $1,040,622. Also during the third quarter of 1997, TIB Bank of the Keys formed a subsidiary, TIB Investment & Insurance Center, Inc. This allows the sale of insurance annuities in addition to the other investment products the bank currently supports. At September 30, 1997, the Company had $1,873,207 in short-term borrowings compared to $11,091,426 at year ended December 31, 1996. Short-term borrowings include $174,585 in securities sold under agreements to repurchase and $1,698,622 in Treasury tax deposits. This decrease in short-term borrowings reflects the effects of seasonal inflows of deposits along with strong growth in new accounts. CAPITAL ADEQUACY Federal banking regulators have established certain capital adequacy standards required to be maintained by banks and bank holding companies. These regulations establish minimum requirements for risk-based capital of 4% for core capital (tier I), 8% for total risk-based capital and 3% for the leverage ratio. At September 30, 1997, the Company's tier I risk-based capital was 12.7% and total risk-based capital was 13.8%, compared to 13.5% and 14.7% at year-ended December 31, 1996, respectively. At September 30, 1997, the Company's leverage ratio was 9.3% compared to 9.7% at December 31, 1996. This change is due to strong asset growth exceeding the increase in retained earnings. The Company does not have any commitments which it believes would reduce its capital to levels inconsistent with the regulatory definition of a 'well capitalized' financial institution. LIQUIDITY The goal of liquidity management is to ensure the availability of an adequate level of funds to meet the loan demand and deposit withdrawal needs of the Company's customers. The Company does not anticipate any events which would require liquidity beyond that which is available through deposit growth, federal funds balances, or investment portfolio maturities. The Company actively manages the levels, types and maturities of earning assets in relation to the sources available to fund current and future needs to ensure that adequate funding will be available at all times. 10 Part II. OTHER INFORMATION Item 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits The following exhibits are attached: Exhibit 11 - Computation of Earnings Per Share (SEC use only) Exhibit 27 - Financial Data Schedule (SEC use only) (b) There were no reports filed on Form 8-K for the quarter ended September 30, 1997 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. TIB FINANCIAL CORP. /s/ Edward Lett ------------------------------------- Date: November 7, 1997 Edward V. Lett ---------------- President and Chief Executive Officer