1 United States Securities and Exchange Commission Washington, D.C. 20549 Form 10-QSB [X] Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended September 30, 2000 [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from__________ to ___________ Commission File Number 0-16362 FIRST FRANKLIN CORPORATION -------------------------- (Exact name of small business issuer as specified in its charter) Delaware 31-1221029 -------- ---------- (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification Number) 4750 Ashwood Drive Cincinnati, Ohio 45241 ----------------------------------- ----- (Address of Principal Executive Offices) (Zip Code) (513) 469-5352 -------------- (Issuer's Telephone Number) -------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) APPLICABLE ONLY TO CORPORATE ISSUERS As of September 30, 2000 there were issued and outstanding 1,613,873 shares of the Issuer's Common Stock. Transitional Small Business Format (check one) Yes [ ] No [X] 2 FIRST FRANKLIN CORPORATION AND SUBSIDIARY INDEX Page No. Part I Financial Information Item 1. Consolidated Balance Sheets - September 30, 2000 and December 31, 1999 3 Consolidated Statements of Income and Retained Earnings - Three and Nine-month Periods ended September 30, 2000 and 1999 4 Consolidated Statements of Cash Flows - Nine-month Periods ended September 30, 2000 and 1999 5 Notes to Consolidated Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 7 Part II. Other Information 15 Item 5. Press Release dated September 26, 2000 16 Press Release dated October 12, 2000 17 Signatures 2 3 FIRST FRANKLIN CORPORATION AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS (Dollars in thousands) Sept. 30,2000 Dec 31,1999 ------------- ----------- (Unaudited) ASSETS Cash, including CD's & other interest-earning deposits of $160 and $205, respectively $ 1,398 $ 3,688 Investment securities Available-for-sale, at market value (amortized cost of $20,187 and $20,190, respectively) 19,375 19,197 Mortgage-backed securities Available-for-sale, at market value (amortized cost of $32,813 and $39,719, respectively) 32,391 39,342 Held-to-maturity, at amortized cost (market value of $11,504 and $13,336, respectively) 11,639 13,596 Loans receivable, net 196,247 167,601 Real estate owned, net 0 0 Stock in Federal Home Loan Bank of Cincinnati ("FHLB"), at cost 3,128 1,971 Accrued interest receivable 1,800 1,311 Property and equipment, net 1,885 1,942 Other assets 1,934 1,557 --------- --------- $269,797 $250,205 LIABILITIES Savings accounts $186,001 $191,673 Borrowings 62,162 37,110 Advances by borrowers for taxes and insurance 755 1,171 Other liabilities 448 496 --------- --------- Total liabilities 249,366 230,450 --------- --------- STOCKHOLDERS' EQUITY Preferred stock; $.01 par value per share; 500,000 shares authorized; no shares issued Common stock; $.01 par value per share; 2,500,000 shares authorized; 2,010,867 shares issued at 09/30/00 and 12/31/99, respectively 13 13 Additional paid in capital 6,189 6,189 Treasury stock, at cost- 396,994 shares at 09/30/00 and 380,494 shares at 12/31/99 (3,888) (3,733) Retained earnings, substantially restricted 18,931 18,190 Accumulated other comprehensive income: Unrealized loss on available-for-sale securities, net of taxes of $(420) at 09/30/00 and $(466) at 12/31/99 (814) (904) --------- --------- Total stockholders' equity 20,431 19,755 --------- --------- $269,797 $ 250,205 The accompanying notes are an integral part of the consolidated financial statements. 3 4 FIRST FRANKLIN CORPORATION AND SUBSIDIARY CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS (Dollars in thousands, except per share data) For the Three Months Ended For the Nine Months Ended Sept 30,2000 Sept 30,1999 Sept 30,2000 Sept 30,1999 ------------ ------------ ------------ ------------ (Unaudited) (Unaudited) Interest income: Loans receivable $ 3,699 $ 2,947 $10,385 $ 8,749 Mortgage-backed securities 773 683 2,409 2,095 Investment securities 351 351 1,046 1,016 ------- ------- ------- ------- 4,823 3,981 13,840 11,860 Interest expense: Savings accounts 2,384 2,209 6,939 6,749 Borrowings 956 322 2,194 777 ------- ------- ------- ------- 3,340 2,531 9,133 7,526 ------- ------- ------- ------- Net interest income 1,483 1,450 4,707 4,334 Provision (credit) for loan losses 19 0 56 (123) ------- ------- ------- ------- Net interest income after provision (credit) for loan losses 1,464 1,450 4,651 4,457 ------- ------- ------- ------- Noninterest income: Gain on loans sold 8 1 11 66 Gain on sale of investments 0 0 0 23 Service fees on NOW accounts 66 59 182 170 Other income 106 81 285 239 ------- ------- ------- ------- 180 141 478 498 Noninterest expense: Salaries and employee benefits 531 549 1,609 1,618 Occupancy expense 147 164 440 490 Federal deposit insurance premiums 24 28 44 88 Service bureau expense 69 67 194 193 Advertising 66 39 255 129 Other expenses 322 286 950 907 ------- ------- ------- ------- 1,159 1,133 3,492 3,425 Income before federal income taxes 485 458 1,637 1,530 Provision for federal income taxes 156 149 533 502 ------- ------- ------- ------- Net Income $ 329 $ 309 $ 1,104 $ 1,028 RETAINED EARNINGS-BEGINNING OF PERIOD $18,721 $17,740 $18,190 $17,274 Net income 329 309 1,104 1,028 Less: dividends declared (119) (119) (363) (372) ------- ------- ------- ------- RETAINED EARNINGS-END OF PERIOD $18,931 $17,930 $18,931 $17,930 EARNINGS PER COMMON SHARE Basic $ 0.20 $ 0.19 $ 0.68 $ 0.61 Diluted $ 0.20 $ 0.19 $ 0.68 $ 0.61 DIVIDENDS DECLARED PER COMMON SHARE $ 0.075 $ 0.075 $ 0.225 $ 0.225 The accompanying notes are an integral part of the consolidated financial statements. 4 5 FIRST FRANKLIN CORPORATION AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS (Dollars in thousands) For The Nine Months Ended Sept 30,2000 Sept 30,1999 ----------------------------- (Unaudited) Cash provided by (used in) operating activities: Net income $ 1,104 $ 1,028 Adjustments to reconcile net income to net cash provided by operating activities: Provision (credit) for loan losses 56 (123) Depreciation and amortization 161 397 FHLB stock dividend (132) (98) Increase in accrued interest receivable (489) (202) Increase in other assets (377) (3) Decrease in other liabilities (48) (24) Other, net (148) 575 Loans sold 683 6,721 Disbursements on loans originated for sale (285) (6,647) -------- -------- Net cash provided by operating activities 525 1,624 -------- -------- Cash provided by (used in) investing activities: Loan principal reductions 24,899 26,508 Disbursements on mortgage and other loans purchased or originated for investment (53,898) (40,112) Repayments on mortgage-backed securities 8,785 19,820 Purchase of available-for-sale mortgage-backed securities 0 (17,541) Purchase of held-to-maturity mortgage-backed securities 0 (4,950) Sale of available-for-sale mortgage-backed securities 0 2,887 Purchase of available-for-sale investment securities 0 (10,114) Proceeds from the sale of or maturity of available-for-sale investment securities 5 9,215 Purchase of FHLB Stock (1,025) (50) Capital expenditures (27) (32) -------- -------- Net cash used in investing activities (21,261) (14,369) -------- -------- Cash provided by (used in) financing activities: Net decrease in deposits (5,672) (13,276) Borrowed money 25,052 19,984 Decrease in advances by borrowers for taxes and insurance (416) (393) Repurchase of common stock (155) (1,083) Payment of dividends (363) (372) -------- -------- Net cash provided by financing activities 18,446 4,860 -------- -------- Net decrease in cash ($2,290) ($7,885) Cash at beginning of period 3,688 8,369 -------- -------- CASH AT END OF PERIOD $ 1,398 $ 484 The accompanying notes are an integral part of the consolidated financial statements. 5 6 FIRST FRANKLIN CORPORATION AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS BASIS OF PRESENTATION The accompanying unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and Rule 10-01 of Regulation 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. Operating results for the three-and nine-month periods ended September 30, 2000 are not necessarily indicative of the results that may be expected for the full year. The December 31, 1999 Balance Sheet data was derived from audited Financial Statements, but does not include all disclosures required by generally accepted accounting principles. EFFECT OF RECENT ACCOUNTING PRONOUNCEMENTS The Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards ("SFAS") No. 133, "Accounting for Derivative Instruments and Hedging Activities" which establishes standards for derivative instruments, including derivative instruments imbedded in other contracts and for hedging activities. It requires that an entity recognize all derivatives as either assets or liabilities in the statement of financial position and measure those instruments at fair value. SFAS No. 133 is effective for all fiscal quarters of fiscal years beginning after June 15, 2000. Management does not believe that the adoption of this standard will impact the Company because, at this time, the Company does not hold any of the instruments covered by the standard. SFAS No. 130, "Reporting Comprehensive Income" requires that all items that are required to be recognized under accounting standards as components of comprehensive income be reported in a financial statement that is displayed with the same prominence as other financial statements. For interim period reporting, an organization is required to report a total for comprehensive income. Comprehensive income for the nine months ended September 30, 2000 and 1999 was $1,194,000 and $263,000, respectively. The difference between net income and comprehensive income consists solely of the effect of unrealized gains and losses, net of taxes, on available-for-sale securities. 6 7 FIRST FRANKLIN CORPORATION AND SUBSIDIARY MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS GENERAL First Franklin Corporation ("Company") is a savings and loan holding company, which was incorporated under the laws of the State of Delaware in September 1987 by authorization of the Board of Directors of the Franklin Savings and Loan Company ("Franklin"). The Company acquired all of the common stock of Franklin issued in connection with its conversion from the mutual to stock form of ownership, which was completed on January 25, 1988. The Company's operating philosophy is to be an efficient and profitable financial services organization with a professional staff committed to maximizing shareholder value by structuring and delivering quality services that attract customers and satisfy their needs and preferences. Management's goal has been to maintain profitability and a strong capital position. It seeks to accomplish this goal by pursuing the following strategies: (i) emphasizing lending in the one- to four-family residential mortgage market, (ii) managing deposit pricing, (iii) controlling interest rate risk, (iv) controlling operating expenses (v) controlling asset growth, and (vi) maintaining asset quality. As a Delaware corporation, the Company is authorized to engage in any activity permitted by the Delaware General Corporation Law. As a unitary savings and loan holding company, the Company is subject to examination and supervision by the Office of Thrift Supervision ("OTS"), although, the Company's activities are not limited by the OTS as long as certain conditions are met. The Company's assets consist of cash, interest-earning deposits, and investments in Franklin, DirectTeller Systems Inc. ("DirectTeller") and Financial Institutions Partners III, L.P. Franklin is an Ohio chartered stock savings and loan headquartered in Cincinnati, Ohio. It was originally chartered in 1883 as the Green Street Number 2 Loan and Building Company. The business of Franklin consists primarily of attracting deposits from the general public and using those deposits, together with borrowings and other funds, to originate and purchase investments and real estate loans for retention in its portfolio and sale in the secondary market. Franklin operates six banking offices and one loan origination office in Hamilton County, Ohio through which it offers a full range of consumer banking services, including mortgage loans, credit and debit cards, checking accounts, auto loans, savings accounts, automated teller machines, and a voice response telephone inquiry system. In January 2000, Franklin began offering an internet banking service called "Franklin Online" which allows users to pay bills, transfer funds, obtain account information and download account and transaction information into financial management programs using their home computer. To generate additional fee income and enhance the products and services available to its customers, Franklin also offers annuities, mutual funds, and discount brokerage services in its offices through an agreement with a third party. Franklin receives a portion of the sales commissions earned on these products. Franklin has one wholly owned subsidiary, Madison Service Corporation ("Madison"). Madison was formed in 1972 to allow Franklin to diversify into certain types of business that, by regulation, savings and loans were unable to enter. At the present time, Madison's assets consist solely of cash and interest-earning deposits. Its only sources of income are the interest earned on these deposits and the fees received as a result of the agreement with the third party broker dealer that provides the discount brokerage services at Franklin's offices. 7 8 The Company owns 51% of DirectTeller's outstanding common stock. DirectTeller was formed in 1989 by the Company and Data Tech Services Inc. to develop and market a voice response telephone inquiry system to allow financial institution customers to access information about their accounts via the telephone and a facsimile machine. Franklin currently offers this service to its customers. The inquiry system is currently in operation at Intrieve Inc.("Intrieve"), a computer service bureau that offers the DirectTeller system to the savings and loans it services. The agreement with Intrieve gives DirectTeller a portion of the profits generated by the use of the inquiry system by Intrieve's clients. In September 1999, management and the Board of Directors reviewed the Company's strategic plan and established various strategic objectives for the next two years. The primary objectives of this plan are asset growth, profitability, independence, capital adequacy and enhancing shareholder value. The Company will pursue these objectives through loan growth, the use of technology to improve efficiency and/or customer service, an enhanced marketing effort to take full advantage of the opportunities that exist in the marketplace, and expansion through the addition of branch and/or loan origination offices. At the beginning of October 2000, Franklin opened a loan origination office to serve the eastern side of Hamilton County. Accomplishing these objectives is subject to a variety of factors, some of which are beyond the control of the Company. Since the results of operations of Madison and DirectTelller have not been material to the operations and financial condition of the Company, the following discussion focuses primarily on Franklin. FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES Consolidated assets increased $19.59 million (7.8%) from $250.21 million at December 31, 1999 to $269.80 million at September 30, 2000, compared to a $5.08 million (2.1%) increase for the same period in 1999. During 2000, mortgage-backed securities decreased $8.91 million, cash and investments decreased $2.11 million, loans receivable increased $28.65 million, deposits decreased $5.67 million and borrowings increased $25.05 million Loan disbursements were $54.18 million during the current nine-month period compared to $46.76 million during the nine months ended September 30, 1999. Disbursements during the third quarter of 2000 were $13.67 million compared to $15.19 million during the same quarter in 1999. Mortgage loan sales during the current nine-month period were $285,000 compared to sales of $6.72 million during the first nine months of 1999. At September 30, 2000, commitments to originate mortgage loans were $2.75 million. At the same date, $4.81 million of undisbursed loan funds were being held on various construction loans. Management believes that sufficient cash flow and borrowing capacity exists to fund these commitments. Liquid assets decreased $2.11 million during the nine months ended September 30, 2000, to $20.77 million. This decrease reflects loan and mortgage-backed securities repayments of $33.68 million and borrowings of $25.05 million less loan disbursements of $54.18 million and a decrease in savings accounts of $5.67 million. At September 30, 2000, liquid assets were 7.7% of total assets. The Company's investment and mortgage-backed securities are classified based on its current intention to hold to maturity or have available for sale, if necessary. The following table shows the gross unrealized gains or losses on mortgage-backed securities and investment securities as of September 30, 2000. No securities are classified as trading. 8 9 Amortized Unrealized Unrealized Market Cost Gains Losses Value ------------------------------------------------------- (in thousands) Available-for-sale Investment securities $20,187 $32 $844 $19,375 Mortgage-backed securities 32,813 90 512 32,391 Held-to-maturity Mortgage-backed securities 11,639 1 136 11,504 At September 30, 2000, savings deposits were $186.00 million compared to $191.67 million at December 31, 1999. This is a decrease of $2.11 million during the current quarter and $5.67 million during the nine months ended September 30, 2000. During the nine months ended September 30, 2000, core deposits (transaction and passbook savings accounts) decreased $1.63 million. During the same period, short-term certificates (two years or less) decreased $19.43 million and certificates with original terms greater than two years increased $15.39 million. The decline in short-term certificates and increase in long-term certificates reflects management's efforts to lengthen the maturity of its deposits. Interest of $2.08 million during the current quarter and $6.13 million during the current nine-month period was credited to accounts. After eliminating the effect of interest credited, savings decreased $4.19 million during the current quarter and $11.80 million during the nine months ended September 30, 2000. At September 30, 2000, Franklin had outstanding Federal Home Loan Bank ("FHLB") advances of $62.16 million at an average cost of 6.53%. During the next twelve months, principal payments of $12.89 million are required on these advances. In the current interest rate environment, the Company is subject to significant interest rate risk. In the low interest rate environment that prevailed throughout much of the 1990s, Franklin, like many financial institutions, was not able to attract a significant amount of long-term deposits as customers opted to pursue short-term investments so they would be poised to take advantage of rates when they did rise. As a result, Franklin experienced a shortening of the maturities of its liabilities. The low rates had the opposite effect on Franklin's assets, as consumers took advantage of the low rates to lock-in long-term mortgages. Although Franklin has sold some of its fixed-rate mortgages in recent years, timing considerations and other market conditions have not always been conducive to a sale. Consequently, Franklin is experiencing a mismatch between the repricing terms of its assets and liabilities. During the fourth quarter of 1999, Franklin implemented several new initiatives to improve its interest rate sensitivity. One initiative is to increase Franklin's capital position, which Franklin has addressed by suspending the payment of dividends to the Company. It is not anticipated that this action will adversely affect the ability of the Company to pay dividends to its shareholders. Other initiatives include lengthening the maturities of its liabilities, which Franklin has undertaken by pricing its thirty-nine month and five-year certificates of deposit more attractively, and shortening the maturities of its assets by limiting the origination of fixed-rate mortgages and emphasizing the origination of one-, three-and five-year adjustable-rate mortgages. In addition, commercial and multi-family real estate loans will have shorter maturities with balloon payments due in five years or less. More emphasis is also being placed on the origination of home equity lines of credit and adjustable-rate second mortgages, which are normally originated at higher rates than first mortgages. As a result of these initiatives, the composition of the loan portfolio has gone from 33% adjustable, 56% fixed and 11% balloons at December 31, 1999, to 45% adjustable, 44% fixed and 11% balloons 9 10 at September 30, 2000. During the same time frame, core deposits have remained constant at 24% of total deposits and certificates with original maturities of three years or more have increased to 37% of total deposits from 24% at December 31, 1999. Under current OTS regulations, Franklin's interest rate risk position was classified as high risk at June 30, 2000. Franklin has submitted to the OTS an interest rate risk compliance plan, which includes many of the initiatives discussed above. The OTS has recently approved this plan. If the provisions of this plan are not complied with, the OTS could take other action, which could limit Franklin's activities, growth or earnings. At September 30, 2000, $1.42 million of assets were classified substandard, $176,000 classified loss and $3.15 million classified as special mention compared to $989,000 substandard, $163,000 loss and $3.02 million special mention at December 31, 1999. Non-accruing loans and accruing loans delinquent ninety days or more, net of reserves, were $1.70 million at September 30, 2000 and $777,000 at December 31, 1999. The majority of the increase in delinquent and classified loans is due to a $600,000 construction loans to a builder which became delinquent during the current quarter. The house has been sold and it is anticipated that the loan will be paid in full during the fourth quarter. Because of the increase in delinquent loans and substandard assets, the Company has enhanced its collection efforts. At September 30, 2000, the recorded investment in loans for which impairment under SFAS No. 114 has been recognized was immaterial to the Company's financial statements. The following table shows the activity that has occurred on loss reserves during the nine months ended September 30, 2000. (Dollars in thousands) Balance at beginning of period $977 Charge offs 1 Additions charged to operations 56 Recoveries 0 - Balance at end of period $1,032 During the second quarter of 1999, loss reserves were reduced by $163,000 as the result of an unanticipated payoff of a renegotiated loan that was secured by a 50 unit motel in Cincinnati, Ohio and for which a specific reserve was established in 1990 and 1991. The Company's capital supports business growth, provides protection to depositors, and represents the investment of stockholders on which management strives to achieve adequate returns. The Company continues to enjoy a strong capital position. At September 30, 2000, net worth was $20.43 million, which is 7.57% of assets. At the same date, book value per share was $12.66 compared to $12.12 at December 31, 1999. The following table summarizes, as of September 30, 2000, the regulatory capital position of Franklin. Under the OTS prompt corrective action regulation, Franklin is considered well-capitalized. 10 11 Capital Standard Actual Required Excess Actual Required Excess ------ -------- ------ ------ -------- ------ (Dollars in thousands) Core $18,788 $10,790 $7,998 6.97% 4.00% 2.97% Risk-based 19,644 11,159 8,485 14.08% 8.00% 6.08% RESULTS OF OPERATIONS Net income was $329,000 ($0.20 per basic share) for the current quarter and $1.10 million ($0.68 per basic share) for the nine months ended September 30, 2000. This compares to earnings of $309,000 ($0.19 per basic share) for the third quarter of 1999 and $920,000 ($0.55 per basic share), excluding the one-time recapture of a loan loss reserve of $108,000 ($0.06 per basic share) after taxes, for the nine months ended September 30, 1999. Including recapture of the loan loss reserve, earnings were $1.03 million ($0.61 per basic share) for the nine months ended September 30, 1999. The increase in net income during the current nine-month period reflects a $373,000 increase in net interest income, which was substantially offset by a $179,000 increase in the provision for loan losses due to the recapture of the loan loss reserve during 1999, a decline of $20,000 in other income when compared to the same period in 1999, and a $67,000 increase in operating expenses. Net interest income, before provisions for loan losses, was $1.48 million for the current quarter and $4.71 million for the first nine months of 2000, compared to $1.45 and $4.33 million, respectively, for the same periods in 1999. The most significant impact on net interest income between periods relates to the interaction of changes in the volume of and rates earned or paid on interest-earning assets and interest-bearing liabilities. The following rate/volume analysis describes the extent to which changes in interest rates and the volume of interest related assets and liabilities have affected net interest income during the periods indicated. 11 12 For the Nine Month periods ended September 30, 2000 vs 1999 Total Increase (decrease) due to increase Volume Rate (decrease) ------------- ------------ ------------ Interest income attributable to: (Dollars in thousands) Loans receivable(1) $1,558 $78 $1,636 Mortgage-backed securities (132) 446 314 Investments 16 (20) (4) FHLB stock 33 1 34 ------------- ------------ ------------ Total interest-earning assets $1,475 $505 $1,980 Interest expense attributable to: Demand deposits $24 ($8) $16 Savings accounts (29) 6 (23) Certificates (162) 359 197 FHLB advances 1,185 232 1,417 ------------- ------------ ------------ Total interest-bearing liabilities $1,018 $589 $1,607 Increase in net interest income $457 ($84) $373 (1) Includes non-accruing loans. As the above table indicates, the increase in net interest income of $373,000 is due to a $1.98 million increase in income on interest-earning assets offset by a $1.61 million increase in the cost of interest-bearing liabilities. In both cases, the majority of the change resulted from an increase in volume, due to an increase in loans outstanding and FHLB advances. As the tables below illustrate, average interest-earning assets increased $24.92 million to $255.31 million during the nine months ended September 30, 2000, from $230.39 million for the nine months ended September 30, 1999. Average interest-bearing liabilities increased $22.99 million from $214.32 million for the nine months ended September 30, 1999, to $237.31 million for the current nine-month period. Thus, average net interest-earning assets increased $1.93 million when comparing the two periods. The interest rate spread (the yield on interest-earning assets less the cost of interest-bearing liabilities) was 2.10% for the nine months ended September 30, 2000, compared to 2.18% for the same period in 1999. Generally, a reduction in the interest rate spread will have a negative impact on net interest income. In some cases, however, the impact on net interest income may be minimized by an increase in the amount of interest-earning assets. The decrease in the interest rate spread was the result of an increase in the cost of interest-bearing liabilities from 4.68% for the nine months ended September 30, 1999, to 5.13% for the same nine-month period in 2000. This increase in the cost of interest-bearing liabilities reflects an increase in the cost of certificates from 5.36% for the nine months ended September 30, 1999 to 5.71% for the current nine months and an increase in the cost of borrowed funds from 4.83% to 6.03%. The increase in the cost of both the certificates and the borrowings reflects the increased costs associated with acquiring the longer-term liabilities outlined in the interest rate risk compliance plan. 12 13 For the Nine Months ended September 30, 2000 Average outstanding Yield/cost ----------- ---------- (Dollars in thousands) Average interest-earning assets Loans $183,981 7.53% Mortgage-backed securities 48,476 6.63% Investments 20,366 5.98% FHLB stock 2,490 7.07% ------ ----- Total $255,313 7.23% Average interest-bearing liabilities Demand deposits $25,048 2.08% Savings accounts 21,114 2.79% Certificates 142,664 5.71% FHLB advances 48,488 6.03% ------- ----- Total $237,314 5.13% Net interest-earning assets/interest rate spread $17,999 2.10% For the Nine Months ended September 30,1999 Average outstanding Yield/cost ----------- ---------- (Dollars in thousands) Average interest-earning assets Loans $156,367 7.46% Mortgage-backed securities 52,119 5.36% Investments 20,042 6.11% FHLB stock 1,865 7.01% ------ ----- Total $230,393 6.86% Average interest-bearing liabilities Demand deposits $23,505 2.13% Savings accounts 22,486 2.76% Certificates 146,905 5.36% FHLB advances 21,427 4.83% ------- ----- Total $214,323 4.68% Net interest-earning assets/interest rate spread $16,070 2.18% Noninterest income was $180,000 for the current quarter and $478,000 for the nine months ended September 30, 2000 compared to $141,000 for the same quarter in 1999 and $498,000 for the nine months ended September 30, 1999. The decrease in noninterest income when comparing the nine-month periods is the result of a decline in profits on the sale of investments and mortgage-backed securities of $23,000 and a $55,000 decrease in profits on sale of loans. Noninterest expenses were $1.16 million for the current quarter and $3.49 million for the current nine- 13 14 month period compared to $1.13 million for the same quarter in 1999 and $3.43 million for the nine months ended September 30, 1999. As a percentage of average assets, this is 1.80% for the nine months ended September 30, 2000 compared to 1.93% for the first nine months of 1999. The increase during the current nine-month period reflects an increase in advertising expense. 14 15 PART II FIRST FRANKLIN CORPORATION AND SUBSIDIARY Item 1. LEGAL PROCEEDINGS There are no material pending legal proceedings to which the Company or any of its subsidiaries is a party or to which any of their property is subject. Item 2. CHANGES IN SECURITIES None Item 3. DEFAULTS UPON SENIOR SECURITIES None Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS None Item 5. OTHER INFORMATION A. Press release dated September 26, 2000 B. Press release dated October 12, 2000 Item 6. EXHIBITS AND REPORTS ON FORM 8-K a. Exhibit 27- Financial Data Schedule b. No current reports on Form 8-K were filed during the quarter ended September 30, 2000. 15 16 FIRST FRANKLIN CORPORATION 4750 Ashwood Drive Cincinnati, Ohio 45241 (513) 469-8000 Fax (513) 469-5360 September 26, 2000 Cincinnati, Ohio FIRST FRANKLIN CORPORATION DECLARES QUARTERLY DIVIDEND The Board of Directors of First Franklin Corporation has declared a dividend of $0.075 per share for the third quarter of 2000. This is the fifty-first consecutive dividend paid by the company. The quarterly dividend will be payable October 16, 2000 to shareholders of record as of October 6, 2000. In accordance with NASD regulations, the ex-dividend date for this dividend payment is expected to be October 3, 2000. Persons who buy or sell shares should consult their brokers regarding the timing of their transactions and the effect of the ex-dividend date. First Franklin is the parent of Franklin Savings, which has eight locations in Greater Cincinnati. The Corporation's common stock is traded on the Nasdaq National Market under the symbol "FFHS". CONTACT: Thomas H. Siemers President and CEO (513) 469-8000 16 17 FIRST FRANKLIN CORPORATION 4750 Ashwood Drive Cincinnati, Ohio 45241 (513) 469-8000 Fax (513) 469-5360 October 12, 2000 Cincinnati, Ohio FIRST FRANKLIN CORPORATION ANNOUNCES EARNINGS First Franklin Corporation, the parent of Franklin Savings and Loan Company, Cincinnati, Ohio today announced earnings of $329,000 ($0.20 per share) for the third quarter of 2000 compared to earnings of $309,000 ($0.19 per share) for the third quarter of 1999. Earnings for the nine months ended September 30, 2000 were $1,104,000 ($0.68 per share) compared to $920,000 ($0.55 per share), excluding a one-time recapture of a loan loss reserve of $108,000 ($0.06 per share) after taxes, for the same period in 1999. After recapture of the loan loss reserve, earnings were $1,028,000 ($0.61 per share) for the nine months ended September 30, 1999. Franklin Savings has eight locations in Greater Cincinnati. The Corporation's common stock is traded on the Nasdaq National Market under the symbol "FFHS". CONTACT: Thomas H. Siemers President and CEO (513) 469-8000 17 18 SIGNATURES In accordance with the requirements of the Exchange Act, the Registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. FIRST FRANKLIN CORPORATION /s/ Daniel T. Voelpel ---------------------------- Daniel T. Voelpel Vice President and Chief Financial Officer Date: November 10, 2000 18