1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OF 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1998 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OF 15 (d) OF THE SECURITIES EXCHANGE AT OF 1934 For the transition period from____________ to____________ Commission File Number 0-21165 FIRST ALLEN PARISH BANCORP, INC. -------------------------------- (Exact name of Registrant as specified in its Charter) Delaware 72-1331593 ------------------------------- ---------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 222 South Tenth Street - Oakdale, Louisiana 71463 ------------------------------------------- ------- (Address of principal executive offices) (zip code) Registrant's telephone number, including area code: (318)335-2031 ------------- Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 of 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 common stock as of the latest practicable date. Class Outstanding at June 30, 1998 - --------------------------- ---------------------------- Common Stock, .01 par value 264,506 2 FIRST ALLEN PARISH BANCORP, INC. TABLE OF CONTENTS Page Part I - FINANCIAL INFORMATION Item 1: Financial Statements Consolidated statements of financial condition 3 Consolidated statements of income 4-5 Consolidated statements of cash flows 6-9 Notes to consolidated financial statements 10-12 Item 2: Management's Discussion and Analysis of Financial Condition and Results of Operations 13-18 Part II - OTHER INFORMATION 19 Signatures 20 3 FIRST ALLEN PARISH BANCORP, INC. AND SUBSIDIARY Consolidated Statements of Financial Condition June 30, 1998 and December 31, 1997 June 30, 1998 (Unaudited) December 31, 1997 ------------- ----------------- ASSETS Cash and cash equivalents Interest-bearing $ 1,777,860 $ 1,297,774 Non-interest bearing 130,935 586,468 Mortgage-backed and related securities-held-to-maturity 11,891,872 11,668,946 Mortgage-backed and related securities-available-for-sale, estimated market value 5,330,359 5,478,291 Loans receivable, net 13,924,373 13,645,908 Accrued interest receivable 245,924 229,363 Other receivables 103,570 62,895 Federal Home Loan Bank stock, 259,300 259,300 at cost Premises and equipment, at cost, less accumulated depreciation 362,131 262,447 Other assets 101,948 27,795 --------- ---------- Total assets $34,128,272 $33,519,187 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY LIABILITIES Deposits $29,056,329 $28,656,542 Advances by borrowers for taxes and insurance 29,471 23,212 Federal income taxes: Current 79,510 54,956 Deferred 139,053 135,398 Accrued liabilities 37,851 27,620 Dividends Payable 39,676 39,676 Deferred income 46,292 47,065 ---------- ---------- Total liabilities 29,428,182 28,984,469 STOCKHOLDERS' EQUITY Serial preferred stock (.01 par value, 100,000 shares authorized, none issued or outstanding) Common stock (.01 par value, 900,000 shares authorized, 264,506 shares issued and outstanding) 2,666 2,645 Additional paid-in capital 2,380,038 2,314,066 Retained earnings (substantially restricted) 2,469,075 2,405,441 Unrealized gain(loss) on securities available-for-sale 22,881 (2,284) Unearned employee stock (174,570) (185,150) ownership plan ----------- ----------- Total stockholders' equity 4,700,090 4,534,718 ----------- ----------- Total liabilities and stockholder' equity $34,128,272 $33,519,187 =========== =========== See accompanying notes to consolidated financial statements. /TABLE 4 FIRST ALLEN PARISH BANCORP, INC. AND SUBSIDIARY Consolidated Statements of Income For the three months ended June 30, 1998 and 1997 (Unaudited) 1998 1997 ------------ ------------ INTEREST INCOME Loans receivable: First mortgage loans $228,154 $207,230 Consumer and other loans 83,392 74,218 Mortgage-backed and related 277,351 265,793 securities Other interest earning assets 22,472 25,651 -------- -------- Total interest income 611,369 572,892 -------- -------- INTEREST EXPENSE Deposits 309,287 302,849 Borrowed funds 4,079 4,197 -------- -------- Total interest expense 313,366 307,046 -------- -------- Net interest income 298,003 265,846 PROVISION (RECOVERY) LOAN LOSSES 2,644 -------- -------- Net interest income after provision (recovery) from loan losses 298,003 268,490 -------- -------- NONINTEREST INCOME Service charges on deposits 61,884 45,355 Insurance commissions earned 2,317 254 Loan origination and servicing fees 6,901 9,047 Net other real estate expenses (151) Gain on foreclosed real estate 98 Other operating revenues 3,959 8,520 -------- -------- Total noninterest income 75,061 63,123 -------- -------- NONINTEREST EXPENSES Compensation and employee benefits 163,962 103,320 Occupancy and equipment expenses 17,134 18,762 SAIF deposit insurance premiums 4,397 4,209 Stationery and printing 21,927 14,142 Data processing 26,118 14,148 Other expenses 58,720 49,634 -------- ------- Total noninterest expenses 292,253 204,215 -------- -------- Income before income taxes 80,811 127,398 INCOME TAX EXPENSE 46,771 42,187 -------- -------- NET INCOME $34,040 $ 85,211 ======== ======== Net earnings per common share: Primary and fully diluted $0.14 $0.35 Weighted average number of shares ======== ======== outstanding Primary and fully diluted 245,463 244,404 /TABLE 5 FIRST ALLEN PARISH BANCORP, INC. AND SUBSIDIARY Consolidated Statements of Income For the six months ended June 30, 1998 and 1997 (Unaudited) 1998 1997 ------------ ----------- INTEREST INCOME Loans receivable: First mortgage loans $462,029 $436,315 Consumer and other loans 157,819 121,596 Mortgage-backed and related securities 538,525 528,012 Other interest earning assets 42,193 48,001 --------- --------- Total interest income 1,200,566 1,133,924 --------- --------- INTEREST EXPENSE Deposits 616,473 579,983 Borrowed funds 6,602 19,733 --------- --------- Total interest expense 623,075 599,716 --------- --------- Net interest income 577,491 534,208 PROVISION (RECOVERY) LOAN LOSSES 1,424 --------- --------- Net interest income after provision recovery) from loan losses 577,491 535,632 --------- --------- NONINTEREST INCOME Service charges on deposits 111,180 94,068 Insurance commissions earned 3,569 2,969 Loan origination and servicing fees 16,303 18,062 Net other real estate expenses (420) (363) Gain on foreclosed real estate 201 Other operating revenues 10,274 12,694 --------- --------- Total noninterest income 140,906 127,631 --------- --------- NONINTEREST EXPENSES Compensation and employee benefits 278,677 202,101 Occupancy and equipment expenses 35,821 34,319 SAIF deposit insurance premiums 8,799 8,470 Stationery and printing 38,441 27,385 Data processing 42,989 29,511 Other expenses 127,204 114,772 --------- --------- Total noninterest expenses 531,931 416,558 --------- --------- Income before income taxes 186,466 246,705 INCOME TAX EXPENSE 83,156 83,887 --------- --------- NET INCOME $103,310 $ 162,818 ========= ========= Net earnings per common share: Primary and fully diluted $0.42 $0.67 Weighted average number of shares outstanding ========= ========= Primary and fully diluted 245,463 244,404 /TABLE 6 FIRST ALLEN PARISH BANCORP, INC. AND SUBSIDIARY Consolidated Statements of Cash Flows For the three months ended June 30, 1998 and 1997 (Unaudited) 1998 1997 ----------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 34,040 $ 85,211 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation of premises and equipment 9,066 8,962 Provision for loan losses (2,644) Gain on sale of foreclosed real estate (98) Premium amortization net of discount accretion (6,888) (11,288) Deferred income taxes 7,553 1,401 Stock dividend on FHLB Stock (3,700) (3,877) Changes in assets and liabilities Increase in accrued interest receivable (24,550) (572) Decrease in other receivable 116,493 (Increase) decrease in other assets 45,778 (29,161) Increase (decrease) in accrued liabilities 1,318 (25,839) Increase in current income taxes payable 41,172 8,644 Decrease in deferred income (1,591) (1,400) ------- ------- Total adjustments 184,651 (55,872) Net cash provided (used) by operating activities 218,691 29,339 ------- ------ CASH FLOWS FROM INVESTING ACTIVITIES Net decrease (increase) in mortgage- backed and related securities 49,850 (80,035) Sale of investment securities 3,677 Net increase in loans made to customers (113,674) (465,433) Purchase of property and equipment (48,542) (4,821) ------- ------- Net cash used by investing activities (12,366) (546,612) ------- ------- (continued) See accompanying notes to consolidated financial statements. 7 FIRST ALLEN PARISH BANCORP, INC. AND SUBSIDIARY Consolidated Statements of Cash Flows (continued) For the three months ended June 30, 1998 and 1997 (Unaudited) 1998 1997 ------------ ------------ CASH FLOWS FROM FINANCING ACTIVITIES Net (increase) in demand deposits, NOW accounts, passbook savings accounts, and certificates of deposits 227,901 916,808 Net (increase) in advances by borrowers for taxes and insurance 2,459 (3,774) --------- --------- Net cash provided by financing activities 230,360 913,034 --------- --------- Net increase in cash and cash equivalents 436,685 395,761 CASH AND CASH EQUIVALENTS, beginning of period 1,472,110 1,847,270 --------- --------- CASH AND CASH EQUIVALENTS, end of period $1,908,795 $2,243,031 ========== ========== Supplemental Disclosures Cash paid for: Interest on deposits, advances, and other borrowings $ 310,498 $ 307,357 Income taxes 39,748 40,649 Change in unrealized gain (loss) on securities available for sale (10,472) (8,429) See accompanying notes to consolidated financial statements. 8 FIRST ALLEN PARISH BANCORP, INC. AND SUBSIDIARY Consolidated Statements of Cash Flows For the six months ended June 30, 1998 and 1997 (Unaudited) 1998 1997 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 103,310 $ 162,818 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation of premises and equipment 19,159 17,925 Provision for loan losses (1,424) Gain on sale of foreclosed real estate (201) Premium amortization net of discount accretion 4,568 2,616 Deferred income taxes 5,599 5,420 Stock dividend on FHLB Stock (7,400) (7,477) Changes in assets and liabilities (Increase) decrease in accrued interest receivable (16,561) 983 Increase in other receivables (40,675) (Increase) decrease in other assets 6,673 (65,994) Decrease in advance payable, Federal Home Loan Bank (1,200,000) Increase(decrease) in accrued liabilities 10,321 (26,351) Increase in current income taxes payable 24,554 39,424 Decrease) in deferred income (773) (462) --------- --------- Total adjustments 5,465 (1,235,541) Net cash provided (used) by operating activities 108,775 (1,072,723) --------- --------- CASH FLOWS FROM INVESTING ACTIVITIES Net decrease (increase) in mortgage- backed and related securities (74,994) 294,263 Sale of investment securities 3,700 7,377 Net increase in loans made to customers (300,132) (943,308) Purchase of property and equipment (118,842) (11,611) --------- --------- Net cash used by investing activities (490,268) (653,279) --------- --------- (continued) See accompanying notes to consolidated financial statements. 9 FIRST ALLEN PARISH BANCORP, INC. AND SUBSIDIARY Consolidated Statements of Cash Flows (continued) For the six months ended June 30, 1998 and 1997 (Unaudited) 1998 1997 ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES Net increase in demand deposits, NOW accounts, passbook savings accounts, and certificates of deposits 399,787 2,496,310 Net increase (decrease) in advances by borrowers for taxes and insurance 6,259 (1,582) --------- --------- Net cash provided by financing activities 406,046 2,494,728 --------- --------- Net increase in cash and cash equivalents 24,553 768,726 CASH AND CASH EQUIVALENTS, beginning of period 1,884,242 1,474,305 --------- --------- CASH AND CASH EQUIVALENTS, end of period $1,908,795 $2,243,031 =========== ========== Supplemental Disclosures Cash paid for: Interest on deposits, advances, and other borrowings $ 616,075 $ 599,716 Income taxes 78,087 40,649 Change in unrealized gain (loss) on securities available for sale 8,851 (611) See accompanying notes to consolidated financial statements. 10 FIRST ALLEN PARISH BANCORP, INC. AND SUBSIDIARY Notes to Consolidated Financial Statements (Unaudited) (1) First Allen Parish Bancorp, Inc. -------------------------------- First Allen Parish Bancorp, Inc. (the "Corporation") was incorporated under the laws of the State of Delaware for the purpose of becoming the savings and loan holding company of First Federal Savings and Loan Association of Allen Parish (the "Association") in connection with the Association's conversion from a federally chartered mutual savings association to a federally chartered stock savings association, pursuant to its Plan of Conversion. On August 9, 1996, the Corporation commenced a Subscription and Community Offering of its shares in connection with the conversion of the Association ( the "Offering" ). The Offering was consummated and the Corporation acquired the Association on September 27, 1996. It should be noted that the Corporation had no assets prior to the conversion and acquisition on September 27, 1996. The accompanying consolidated financial statements as of and for the three months ended and six months ended June 30, 1998, include the accounts of the Corporation and the Association. (2) Stock Plans ----------- Employee Stock Ownership Plan (ESOP) ------------------------------------ All employees meeting age and service requirements are eligible to participate in an ESOP established on January 1, 1996. Contributions made by the Association to the ESOP are allocated to participants by a formula based on compensation. Participant benefits become 100 percent vested after five years. The ESOP purchased 21,160 shares in the Association's conversion. Stock Option and Incentive Plan ------------------------------- On, April 30, 1998, the Shareholders of First Allen Parish Bancorp, Inc. approved the Stock Option and Incentive Plan. The Stock Option and Incentive Plan provides for awards of Stock Options, stock appreciation rights and limited stock appreciation rights. Each award shall be on such terms and conditions, consistent with the Stock Option and Incentive Plan and applicable OTS Regulations, as the committee administering the Stock Option and Incentive Plan may determine. Stock options were approved for the Chief Executive Officer, 6613 units; one person in the executive group, 2645 units; and five persons on the non-executive director group, 13,225 units; a total of 22,483 shares of the Corporation's common stock are reserved for issuance by the corporation under the Stock Option and Incentive Plan. The Corporation may determine to reacquire shares in the open market for purposes of fulfilling it's obligations under the Stock Option and Incentive Plan, or may alternatively issue additional shares for this purpose. 11 FIRST ALLEN PARISH BANCORP, INC. AND SUBSIDIARY Notes to Consolidated Financial Statements (Unaudited) Recognition and Retention Plan ------------------------------ On April 30, 1998, the Shareholders of First Allen Parish Bancorp, Inc. approved the Recognition and Retention Plan(RRP). The RRP provides for the awards of shares of common stock to five non-employee directors and one employee director that were eligible at December 31, 1997 to participate under the terms and conditions approved by the RRP Committee. The RRP Committee is comprised of two non-employee directors approved by the Board of Directors of the Corporation. Stock awards were approved for the Corporations Chief Executive Officer, 2,645 shares and to the Corporation's five non-employee directors, 7,935 shares. A total of 10,580 shares of common stock will be used to fund the RRP Plan. These shares may be either authorized but unissued shares or issued shares heretofore or hereafter reacquired by the Corporation in the open market and held as Treasury Shares. (3) Basis of Preparation -------------------- The accompanying unaudited consolidated financial statements were prepared in accordance with instructions for Form 10-Q. To the extent that information and footnotes required by generally accepted accounting principles for complete financial statements are contained in the audited financial statements included in the Association's audit report for the year ended December 31, 1997, such information and footnotes have not been duplicated herein. In the opinion of management, all adjustments, consisting only of normal recurring accruals, which are necessary for the fair presentation of the interim financial statements have been included. The statements of earnings for the three month and six month period ended June 30, 1998 are not necessarily indicative of the results which may be expected for the entire year. (4) Earnings Per Share ------------------ On September 27, 1996, 264,506 shares of the Corporation's stock were issued, including 21,160 shares issued to the ESOP. In addition 22,483 shares of the Corporations common stock has been reserved for issuance by the Corporation under the Stock Option and Incentive Plan, and 10,580 shares of common stock were awarded to the Chief Executive Officer and non-employee directors under the Recognition and Retention Plan. Earnings per share amounts for the three month period and six month period ended June 30, 1998 are based upon an average of 245,463 shares. The shares issued to the Employee Stock Ownership Plan (ESOP) are not included in this computation until they are allocated to plan participants. Standards under APB-25 and FAS-123 were followed to compute average shares for the stock options and stock awards granted. 12 FIRST ALLEN PARISH BANCORP, INC. AND SUBSIDIARY Notes to Consolidated Financial Statements (Continued) (Unaudited) (5) Stockholders' Equity and Stock Conversion ----------------------------------------- The Association converted from a federally chartered mutual savings association to a federally chartered stock savings association pursuant to its Plan of Conversion which was approved by the Association's members on September 18, 1996. The conversion was effective on September 27, 1996 and resulted in the issuance of 264,506 shares of common stock (par value $0.01) at $10 per share for a gross sales price of $2,645,060. Costs related to conversion (primarily underwriters' commissions, printing, and professional fees) approximated $272,131 and were deducted to arrive at the net proceeds of $2,372,929. The Corporation established an employee stock ownership trust which purchased 21,160 shares of common stock of the Corporation at the issuance price of $10 per share with funds borrowed from the holding company. 13 FIRST ALLEN PARISH BANCORP, INC. AND SUBSIDIARY Management's Discussion and Analysis of Financial Condition and Results of Operations General - ------- First Allen Parish Bancorp, Inc. (the "Corporation") was incorporated under the laws of the state of Delaware to become a savings and loan holding company with First Federal Savings and Loan Association of Allen Parish (the "Association") of Oakdale, Louisiana, as its subsidiary. The Corporation was incorporated at the direction of the Board of Directors of the Association, and on September 27, 1996, acquired all of the capital stock of the Association upon its conversion from mutual to stock form (the "conversion"). Prior to the conversion, the Corporation did not engage in any material operations and at September 30, 1996, had no significant assets other than the investment in the capital stock of the Association, the First Allen Parish Bancorp loan to the employee stock ownership plan (ESOP), representing a portion of the net proceeds from the conversion retained at the holding company level and investments in mortgage backed securities. First Federal Savings and Loan Association of Allen Parish was originally founded in 1962 as a federally chartered mutual savings and loan association located in Oakdale, Louisiana. On September 18, 1996, the Association members voted to convert the Association to a federal stock institution. The Association conducts its business through its main office in Oakdale, Louisiana and a Loan Production Office(LPO) located in Oberlin, Louisiana. A full-service branch is also currently under construction to replace the LPO in Oberlin, Louisiana and the Association expects to open for operations effective October 1, 1998. Deposits are insured by the Savings Association Insurance Fund (SAIF) to the maximum allowable. The Association has been, and intends to continue to be, a community-oriented financial institution offering selected financial services to meet the needs of the communities it serves. The Association attracts deposits from the general public and historically has used such deposits, together with other funds, to originate loans secured by real estate, including one- to four-family residential mortgage loans, commercial real estate loans, land loans, construction loans and loans secured by other properties. The Association also originates consumer and other loans consisting primarily of loans secured by automobiles, manufactured homes, loans secured by deposits (share loans) and lines of credit. The most significant outside factors influencing the operations of the Association and other financial institutions include general economic conditions, competition in the local market place and the related monetary and fiscal policies of agencies that regulate financial institutions. More specifically, the cost of funds primarily consisting of insured deposits is influenced by interest rates on competing investments and general market rates of interest, while lending activities are influenced by the demand for real estate financing and other types of loans, which in turn is affected by the interest rates at which such loans may be offered and other factors affecting loan demand and funds availability. 14 Deposits of the Association are currently insured by the SAIF of the FDIC. The FDIC also maintains another insurance fund, the Bank Insurance Fund, which primarily insures commercial bank deposits. Applicable law requires that both the SAIF and BIF funds be recapitalized to a ratio of 1.25% of reserves to deposits, and the FDIC announced that the BIF reached the required reserve ratio during May 1995. The SAIF, however, was not expected to achieve that reserve ratio before 2002. Due to the disparity in reserve ratios, on November 14, 1995, the FDIC reduced annual assessments for BIF-insured institutions to the legal minimum of $2,000 while SAIF-insured institutions pay assessments at the rated of 6.4 cents per $100 of deposits. In September 1996, Congress enacted legislation to recapitalize the SAIF by a one-time assessment on all SAIF-insured deposits held as of March 31, 1995. The assessment was 65.7 basis points per $100 in deposits, payable by November 30, 1996. For the Association, the assessment resulted in a one-time charge to earnings during the three months ended September 30, 1996 in the amount of $170,020 or ($112,213 when adjusted for taxes), based on the Association's deposits on March 31, 1995 of $25,878,177. In addition, beginning January 1, 1997, pursuant to the legislation, interest payments on bonds ("FICO Bonds") issued in the late 1980s by the Financing Corporation ("FICO") to recapitalize the now defunct Federal Savings and Loan Insurance Corporation are being paid jointly by BIF-insured institutions and SAIF insured institutions. The FICO assessment is 1.29 basis points per $100 in BIF deposits and 6.44 basis points per $100 in SAIF deposits. Beginning January 1, 2000, the FICO interest payments will be paid pro rata by banks and thrifts based on deposits (approximately 2.4 basis points per $100 in deposits). The BIF and SAIF will be merged on January 1, 1999, provided the bank and savings association charters are merged by that date. In that event, pro-rata FICO sharing will begin on January 1, 1999. While the legislation has reduced the disparity between premiums paid on BIF deposits and SAIF deposits, and has relieved the thrift industry of a portion of the contingent liability represented by the FICO bonds, the premium disparity between SAIF-insured institutions, such as the Association, and BIF-insured institutions will continue until at least January 1, 1999. Under the legislation, the Association anticipates that its ongoing annual SAIF premiums will be approximately $17,000. Legislation recently passed by Congress contains a provision that repealed the tax bad debt reserve available to Thrifts including the percentage of taxable income method for tax years beginning after December 31, 1995. The Association had to change to the experience method of computing is's bad debt reserve. The legislation required a Thrift to recapture the portion of its bad debt reserve that exceeds the base year reserve, defined as the tax reserve as of the last taxable year beginning after 1988. As allowed by this legislation, First Federal has deferred the recapture of this income until December 31, 1998. 15 Financial Condition - ------------------- Consolidated assets of First Allen Parish Bancorp, Inc. were $34.13 million as of June 30, 1998, an increase of $61,000 as compared to December 31, 1997. At June 30, 1998, total stockholders' equity was $4.7 million, an increase of $170,000 when compared to stockholders' equity at December 31, 1997. The increase in stockholders' equity was a result of increases in unrealized gain on securities held available-for- sale and net income earned during the six months ending June 30, 1998. Interest-bearing and non-interest bearing deposits and investment securities increased slightly to $2.17 million at June 30, 1998 from $2.14 million at December 31, 1997. Mortgage backed securities increased $75,000 to a total of $17.2 million at June 30 , 1998, from a total of $17.1 million as of December 31, 1997. Loans receivable increased to $13.9 million on June 30, 1998 from $13.6 million on December 31, 1997, an increase of $300,000. Deposits totaled $29.1 million on June 30, 1998 and $28.7 million on December 31, 1997, an increase of $400,000. Other liabilities increased $44,000 from $328,000 at December 31, 1997 to $372,000 at June 30, 1998. Comparison of Operating Results for the Three Months Ended June - ---------------------------------------------------------------- 30, 1998 and 1997 - ----------------- General. Net income decreased $51,000 or 60%, to a total of $34,000 for the three months ended June 30, 1998 from $85,000 for the three months ended June 30, 1997. This decrease was primarily due to the additional compensation expense of $51,000 recognized by the Corporation for the Recognition and Retention Plan approved by shareholders on April 30, 1998. Net Interest Income. Total net interest income increased $29,000 or 11% to $298,000 for the three months ended June 30, 1998 from $269,000 for the three months ended June 30, 1997. This increase was primarily the result of an increase in income earned on loans receivable and mortgage-backed securities offset by an increase in the average cost of deposits. Provision for Losses on Loans. The Association maintains an allowance for loan losses based upon management's periodic evaluation of known and inherent risk in the loan portfolio, the Association's past loss experience, adverse situations that may affect the borrower's ability to repay loans, estimated value of the underlying collateral and current and expected market conditions. During the three months ended June 30, 1998 the Association experienced recoveries on loans for which reserves had previously been established. The provision and recovery of - -0- and $2,644 for the three months ended June 30, 1998 and 1997, respectively were primarily due to losses and recoveries on consumer loans. 16 Non-Interest Income. Non-interest income increased $12,00, or 19% to $75,000 for the three months ended June 30, 1998 from $63,000 for the three months ended June 30, 1997. This increase was due to a $17,000 increase in service charges on deposits, and a $2,000 increase in insurance commissions earned offset by a decrease of $2,000 in loan origination fees and $4,500 decrease in other operating revenues. Non-Interest Expense. Non-interest expense increased $88,000 or 43% to $292,000 for the three months ended June 30, 1998 from $204,000 for the three months ended June 30, 1997. This increase was primarily due to an increase of $61,000 in compensation and employee benefits, an $8,000 increase in stationery and printing, a $12,000 decrease in data processing and a $9,000 increase in other expenses. Income Tax Expense. Income tax expense increased $5,000 or 12% to a total of $47,000 for the three months ended June 30, 1998 from an income tax expense of $42,000 for the three months ended June 30, 1997. 17 Comparison of Operating Results for the six months ended June 30, - ----------------------------------------------------------------- 1998 and 1997. - -------------- General. Net income decreased $60,000 or 37% to $103,000 for the six months ended June 30, 1998 from $163,000 for the six months ended June 30, 1997. This decrease was primarily due to the additional compensation expense of $51,000 recognized by the Corporation for the Recognition and Retention Plan approved by the shareholders on April 30, 1998. Net interest Income. Net interest income increased $43,000, or 7.7% to $577,000 for the six months ended June 30, 1998 from $534,000 for the six months ended June 30, 1997. Provision for Losses on Loans. The Association established a provision for loan loss of -0- for the six months ended June 30, 1998 and a recovery of $1,424 for the six months ended June 30, 1997. The recoveries of $1,424 for the six months ended June 30, 1998 were due to recoveries on consumer loans. Non-Interest Income. Non-interest income increased $13,000 or 10.2% to $141,000 for the six months ended June 30, 1998 from $128,000 for the six months ended June 30, 1997. This increase was due to a $17,000 increase in service charges on deposits, offset by a $2,000 decrease in loan origination and servicing fees, and a $2,000 decrease in other operating revenues. Non-Interest Expense. Non-interest expense increased $115,000 or 27.7% to $532,000 for the six months ended June 30, 1998 from $417,000 for the six months ended June 30, 1997. This increase was due to $77,000 increase in compensation and employee benefits, an $11,000 increase in stationery and printing, a $13,000 increase in data processing and a $13,000 increase in other expenses. Income Tax Expenses. Income tax expense remained unchanged for the six months ended June 30, 1998 from the six months ended June 30, 1997. Non-Performing Assets - --------------------- At June 30, 1998, non-performing assets were approximately $194,000 compared to $126,000 on December 31, 1997. At June 30, 1998, the Association's allowance for loan losses was 155% of non performing loans compared to 239% at December 31, 1997. Loans are considered non-performing when the collection of principal and/or interest is not probable, or in the event payments are more than 90 days delinquent. 18 Capital Resources - ----------------- The Association is subject to three capital to asset requirements in accordance with Office of Thrift Supervision (OTS) regulations. The following table is a summary of the Association's regulatory capital requirements versus actual capital as of June 30, 1998: Actual Required Excess Amount/Percent Amount/Percent Amount/Percent - ---------------------------------------------------------------- Tangible $3,671,000/11.01% $1,333,000/4.00% $2,338,000/ 7.01% Core Leverage Capital $3,671,000/11.01% $1,333,000/4.00% $2,333,000/ 7.01% Risk-Based Capital $3,832,000/26.73% $1,147,000/8.00% $2,685,000/18.73% Liquidity - --------- The Association's principal sources of funds are deposits, principal and interest payments on loans, deposits in other insured institutions, and investment securities. While scheduled loan repayments and maturing investments are relatively predictable, deposit flows and early loan payments are more influenced by interest rates, general economic conditions and competition. Additional sources of funds may be obtained from the Federal Home Loan Bank of Dallas by utilizing numerous available products to meet funding needs. The Association is required to maintain minimum levels of liquid assets as defined by regulations. The required percentage is currently five percent of net withdrawable savings deposits and borrowings payable on demand or in one year or less. The Association has maintained its liquidity ratio at levels exceeding the minimum requirement. The eligible liquidity ratios at December 31, 1997, and June 30, 1998, were 8.17% and 9.11%, respectively. For purposes of the cash flows, all short-term investments with a maturity of three months or less at date of purchase are considered cash equivalents. Cash and cash equivalents for the periods ended June 30, 1998 and 1997 were $1.9 million and $2.2 million respectively. The decrease was primarily due to the reduction in growth of deposits at June 30, 1998 as related to June 30, 1997. 19 PART II - OTHER INFORMATION Item 1. Legal Proceedings None 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 None Item 6. Exhibits and Reports on Form 8-K Exhibits: 27 - Financial Data Schedule Reports on Form 8-K: None. 20 SIGNATURES Pursuant to the requirement 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. First Allen Parish Bancorp, Inc. Registrant Date: August 12, 1998 /s/Charles L. Galligan --------------- ---------------------- Charles L. Galligan, President and Chief Executive Officer (Duly Authorized Officer) Date: August 12, 1998 /s/Betty Jean Parker --------------- -------------------- Betty J. Parker, Treasurer and Chief Financial Officer