10QSB 1 d10qsb.htm FORM 10-QSB Form 10-QSB
Table of Contents

 

U.S. SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 


 

FORM 10-QSB

 

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

     For the quarterly period ended September 30, 2003

 

¨ 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: 333-13583

 


 

First Georgia Community Corp.

(Exact name of small business issuer as specified in its charter)

 

Georgia   58-2261088
(State or other jurisdiction   (IRS Employer
of incorporation or organization)   Identification No.)

 

150 Covington Street, Jackson, Georgia 30233

(Address of principal executive offices)

 

(770) 504-1090

(Issuer’s telephone number)

 

N/A

(Former name, former address and former fiscal year, if changed since last report)

 


 

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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  ¨

 

State the number of shares outstanding of each of the issuer’s classes of common equity, as of November 1, 2003: 930,208; $5 par value

 

Transitional Small Business Disclosure Format    Yes  ¨    No  x


Table of Contents

FIRST GEORGIA COMMUNITY CORP. AND SUBSIDIARY

 

INDEX

 

          Page

PART I.    FINANCIAL INFORMATION     
     Item 1. Financial Statements     
    

Consolidated Balance Sheet—September 30, 2003

   3
    

Consolidated Statements of Operations and Comprehensive Income—Three Months Ended September 30, 2003 and 2002 and Nine Months Ended September 30, 2003 and 2002

   4
    

Consolidated Statements of Cash Flows—Nine Months Ended September 30, 2003 and 2002

   5
    

Notes to Consolidated Financial Statements

   6
    

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

   9
     Item 3. Controls and Procedures    15
PART II.    OTHER INFORMATION     
     Item 6—Exhibits and Reports on Form 8-K    16
     Signatures    17


Table of Contents

PART I—FINANCIAL INFORMATION

ITEM I. FINANCIAL STATEMENTS

 

FIRST GEORGIA COMMUNITY CORP. AND SUBSIDIARY

 

CONSOLIDATED BALANCE SHEET

SEPTEMBER 30, 2003

(Unaudited)

 

Assets

      

Cash and due from banks

   $ 8,158,945

Interest-bearing deposits in banks

     909,390

Federal funds sold

     8,373,000

Securities available-for-sale, at fair value

     21,284,957

Restricted equity securities, at cost

     1,278,250

Loans held for sale

     596,627

Loans

     105,308,780

Less allowance for loan losses

     2,044,004
    

Loans, net

     103,264,776
    

Premises and equipment

     2,496,579

Other assets

     7,458,413
    

Total assets

   $ 153,820,937
    

Liabilities and Stockholders’ Equity

      

Deposits

      

Noninterest-bearing

   $ 16,321,991

Interest-bearing

     95,002,150
    

Total deposits

     111,324,141

Other borrowings

     29,170,178

Other liabilities

     1,306,745
    

Total liabilities

     141,801,064
    

Commitments and contingencies

      

Stockholders’ equity

      

Common stock, par value $5; 10,000,000 shares authorized; 930,208 shares issued and outstanding

     4,651,040

Capital surplus

     5,123,652

Retained earnings

     2,122,010

Accumulated other comprehensive income

     123,171
    

Total stockholders’ equity

     12,019,873
    

Total liabilities and stockholders’ equity

   $ 153,820,937
    

 

See Notes to Consolidated Financial Statements.

 

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FIRST GEORGIA COMMUNITY CORP. AND SUBSIDIARY

 

CONSOLIDATED STATEMENTS OF OPERATIONS

AND COMPREHENSIVE INCOME

THREE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002

AND NINE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002

(Unaudited)

 

    

Three Months Ended

September 30,


   

Nine Months Ended

September 30,


     2003

    2002

    2003

    2002

Interest income

                              

Loans

   $ 1,914,932     $ 2,032,817     $ 5,626,271     $ 5,688,307

Taxable securities

     153,206       193,663       493,030       625,327

Nontaxable securities

     40,435       22,161       107,790       58,042

Deposits in banks

     4,780       4,502       9,970       15,924

Federal funds sold

     29,374       10,627       120,977       47,486
    


 


 


 

Total interest income

     2,142,727       2,263,770       6,358,038       6,435,086
    


 


 


 

Interest expense

                              

Deposits

     589,859       785,161       2,002,712       2,334,688

Other borrowings

     311,575       200,098       907,006       569,723
    


 


 


 

Total interest expense

     901,434       985,259       2,909,718       2,904,411
    


 


 


 

Net interest income

     1,241,293       1,278,511       3,448,320       3,530,675

Provision for loan losses

     —         690,000       270,000       944,000
    


 


 


 

Net interest income after provision for loan losses

     1,241,293       588,511       3,178,320       2,586,675
    


 


 


 

Other income

                              

Service charges on deposit accounts

     178,590       97,881       467,258       276,393

Gain (loss) on sale of other real estate owned

     (11,521 )     —         138,562       —  

Other operating income

     85,196       54,908       208,210       164,247
    


 


 


 

Total other income

     252,265       152,789       814,030       440,640
    


 


 


 

Other expenses

                              

Salaries and employee benefits

     478,158       350,770       1,385,007       1,143,919

Occupancy and equipment expenses

     122,061       92,522       327,404       265,637

Provision for losses on other real estate owned

     152,500       —         302,992       —  

Other operating expenses

     438,958       355,266       1,390,999       911,080
    


 


 


 

Total other expenses

     1,191,677       798,558       3,406,402       2,320,636
    


 


 


 

Net income (loss) before income taxes

     301,881       (57,258 )     585,948       706,679

Income tax expense (benefit)

     75,200       (21,170 )     177,598       240,280
    


 


 


 

Net income (loss)

     226,681       (36,088 )     408,350       466,399
    


 


 


 

Other comprehensive income :

                              

Unrealized gains (losses) on securities available-for-sale arising during period, net of tax

     (160,151 )     170,594       (206,335 )     344,787
    


 


 


 

Comprehensive income

   $ 66,530     $ 134,506     $ 202,015     $ 811,186
    


 


 


 

Basic earnings (losses) per share

   $ 0.24     $ (0.04 )   $ 0.44     $ 0.53
    


 


 


 

Diluted earnings (losses) per share

   $ 0.24     $ (0.04 )   $ 0.44     $ 0.53
    


 


 


 

Cash dividends per share

   $ —       $ —       $ —       $ —  
    


 


 


 

 

See Notes to Consolidated Financial Statements.

 

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FIRST GEORGIA COMMUNITY CORP. AND SUBSIDIARY

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

NINE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002

(Unaudited)

 

     2003

    2002

 

OPERATING ACTIVITIES

                

Net income

   $ 408,350     $ 466,399  

Adjustments to reconcile net income to net cash provided by operating activities:

                

Depreciation

     180,589       139,795  

Net increase in loans held for sale

     (17,755 )     (1,099,824 )

Provision for loan losses

     270,000       944,000  

Provision for losses on other real estate owned

     302,992       —    

Gain on sale of other real estate owned

     (135,862 )     —    

(Increase) decrease in interest receivable

     12,289       (62,054 )

Increase (decrease) in interest payable

     (95,861 )     66,438  

Net other operating activities

     226,102       (271,548 )
    


 


Net cash provided by operating activities

     1,150,844       183,206  
    


 


INVESTING ACTIVITIES

                

Net (increase) decrease in interest-bearing deposits in banks

     458,306       (3,130 )

Purchases of securities available-for-sale

     (11,255,600 )     (2,501,393 )

Proceeds from maturities of securities available-for-sale

     7,198,992       2,648,363  

Purchases of restricted equity securities

     (96,650 )     (250,000 )

Net (increase) decrease in federal funds sold

     4,462,000       (184,000 )

Net increase in loans

     (2,043,487 )     (19,517,390 )

Proceeds from sale of other real estate owned

     445,006          

Additions to other real estate owned

     (54,844 )     —    

Purchase of premises and equipment

     (341,527 )     (120,569 )
    


 


Net cash used in investing activities

     (1,227,804 )     (19,928,119 )
    


 


FINANCING ACTIVITIES

                

Net increase in deposits

     4,675,890       16,609,790  

Repayment of other borrowings

     (2,000,000 )     (500,000 )

Proceeds from other borrowings

     2,660,169       5,000,000  

Proceeds from exercise of stock options

     55,710       2,042,700  
    


 


Net cash provided by financing activities

     5,391,769       23,152,490  
    


 


Net increase in cash and due from banks

     5,314,809       3,407,577  

Cash and due from banks, beginning of period

     2,844,136       2,417,020  
    


 


Cash and due from banks, end of period

   $ 8,158,945     $ 5,824,597  
    


 


SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

                

Cash paid during period for:

                

Interest

   $ 3,005,579     $ 2,837,973  

Income taxes

   $ 83,556     $ 527,312  

NONCASH TRANSACTIONS

                

Principal balance of loans transferred to other real estate owned

   $ 4,327,580     $ —    

Financed sale of other real estate owned

   $ 2,078,473     $ —    

 

See Notes to Consolidated Financial Statements.

 

 

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FIRST GEORGIA COMMUNITY CORP. AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 1.   BASIS OF PRESENTATION

 

The consolidated financial information for First Georgia Community Corp. (the “Company”) included herein is unaudited; however, such information reflects all adjustments (consisting solely of normal recurring adjustments) which are, in the opinion of management, necessary for a fair statement of results for the interim period.

 

The results of operations for the three and nine month periods ended September 30, 2003 are not necessarily indicative of the results to be expected for the full year.

 

NOTE 2.   STOCK COMPENSATION PLAN

 

At September 30, 2003, the Company has a stock-based employee compensation plan. The Company accounts for this plan under the recognition and measurement principles of APB Opinion No. 25, Accounting for Stock Issued to Employees, and related Interpretations. No stock-based employee compensation cost is reflected in net income, as all options granted under the plan had an exercise price equal to the market value of the underlying stock on the date of grant. The following table illustrates the effect on net income and earnings per share if the Company had applied the fair value recognition provisions of SFAS Statement No. 123, Accounting for Stock-Based Compensation, to stock-based employee compensation.

 

    

Three Months Ended

September 30,


 
     2003

   2002

 

Net income (loss), as reported

   $ 226,681    $ (36,088 )

Deduct: Total stock-based employee compensation expense determined under fair value based method for all awards, net of tax

     2,334      0  
    

  


Pro forma net income (loss)

   $ 224,347    $ (36,088 )
    

  


Earnings (losses) per share:

               

Basic—as reported

   $ .24    $ (0.04 )
    

  


Basic—pro forma

   $ .24    $ (0.04 )
    

  


Diluted—as reported

   $ .24    $ (0.04 )
    

  


Diluted—pro forma

   $ .24    $ (0.04 )
    

  


 

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 2.   STOCK COMPENSATION PLAN (Continued)

 

    

Nine Months Ended

September 30,


     2003

   2002

Net income, as reported

   $ 408,350    $ 466,399

Deduct: Total stock-based employee compensation expense determined under fair value based method for all awards, net of tax

     7,236      46,081
    

  

Pro forma net income

   $ 401,114    $ 420,318
    

  

Earnings per share:

             

Basic—as reported

   $ 0.44    $ 0.53
    

  

Basic—pro forma

   $ 0.43    $ 0.48
    

  

Diluted—as reported

   $ 0.44    $ 0.53
    

  

Diluted—pro forma

   $ 0.43    $ 0.47
    

  

 

NOTE 3.   EARNINGS (LOSSES) PER SHARE

 

Presented below is a summary of the components used to calculate basic and diluted earnings (losses) per common share.

 

    

Three Months Ended

September 30,


 
     2003

   2002

 

Basic Earnings (Losses) Per Share:

               

Weighted average common shares outstanding

     930,208      925,708  
    

  


Net income (loss)

   $ 226,281    $ (36,088 )
    

  


Basic earnings (losses) per share

   $ .24    $ (0.04 )
    

  


Diluted Earnings (Losses) Per Share:

               

Weighted average common shares outstanding

     930,208      925,708  

Net effect of the assumed exercise of stock options based on the treasury stock method using average market prices for the year

     2,236      0  
    

  


Total weighted average common shares and common stock equivalents outstanding

     932,444      925,708  
    

  


Net income (loss)

   $ 226,281    $ (36,088 )
    

  


Diluted earnings (losses) per share

   $ .24    $ (0.04 )
    

  


 

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 3.   EARNINGS (LOSSES) PER SHARE (Continued)

 

    

Nine Months Ended

September 30,


     2003

   2002

Basic Earnings Per Share:

             

Weighted average common shares outstanding

     928,360      877,686
    

  

Net income

   $ 408,350    $ 466,399
    

  

Basic earnings per share

   $ .44    $ 0.53
    

  

Diluted Earnings Per Share:

             

Weighted average common shares outstanding

     928,360      877,686

Net effect of the assumed exercise of stock options based on the treasury stock method using average market prices for the year

     2,469      8,871
    

  

Total weighted average common shares and common stock equivalents outstanding

     930,830      886,557
    

  

Net income

   $ 408,350    $ 466,399
    

  

Diluted earnings per share

   $ .44    $ 0.53
    

  

 

NOTE 4.   CURRENT ACCOUNTING DEVELOPMENTS

 

There are no accounting pronouncements that have had, or are expected to have, a material effect on the Company’s financial statements.

 

NOTE 5.   SUBSEQUENT EVENT

 

Subsequent to September 30, 2003, the Company was advised by its insurance consultants that the liability for executive officer and director deferred compensation as recorded in the financial statements was understated. The information and underlying assumptions provided by the Company’s consultants is currently being evaluated by management to determine what adjustment should be made. Based upon the information provided, the adjustment that may be required to be recorded would have the effect of decreasing net income and stockholders’ equity as follows:

 

                      Net Income   

Range of Estimates,

Net of Tax


Year Ended December 31, 2002

   $ 57,000–$ 70,000

Nine Months Ended September 20, 2003

   $ 32,000–$ 56,000
        Stockholders’ Equity   

As of December 31, 2002

   $ 204,000–$242,000

As of September 30, 2003

   $ 236,000–$298,000

 

 

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ITEM 2.   MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

The following is management’s discussion and analysis of certain significant factors which have affected the financial position and operating results of First Georgia Community Corp. and its bank subsidiary, First Georgia Community Bank, during the periods included in the accompanying consolidated financial statements.

 

Special Cautionary Notice Regarding Forward Looking Statements

 

Certain of the statements made herein under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations” (“MD&A”) are forward-looking statements for purposes of the Securities Act of 1933, as amended (the “Securities Act”) and the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and as such may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of First Georgia Community Corp. to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. Such forward looking statements include statements using the words such as “may,” “will,” “anticipate,” “should,” “would,” “believe,” “contemplate,” “expect,” “estimate,” “continue,” “may,” “intend,” or other similar words and expressions of the future. Our actual results may differ significantly from the results we discuss in these forward-looking statements.

 

These forward-looking statements involve risks and uncertainties and may not be realized due to a variety of factors, including, without limitation: the effects of future economic conditions; governmental monetary and fiscal policies, as well as legislative and regulatory changes; the risks of changes in interest rates on the level and composition of deposits, loan demand, and the values of loan collateral, securities, and other interest-sensitive assets and liabilities; interest rate risks; the effects of competition from other commercial banks, thrifts, mortgage banking firms, consumer finance companies, credit unions, securities brokerage firms, insurance companies, money market and other mutual funds and other financial institutions operating in our market area and elsewhere, including institutions operating regionally, nationally, and internationally, together with such competitors offering banking products and services by mail, telephone, computer, and the Internet.

 

Critical Accounting Policies

 

We have adopted various accounting policies which govern the application of accounting principles generally accepted in the United States of America in the preparation of our financial statements. Our significant accounting policies are described in the footnotes to the consolidated financial statements at December 31, 2002 as filed on our annual report on Form 10-KSB.

 

Certain accounting policies involve significant judgments and assumptions by us which have a material impact on the carrying value of certain assets and liabilities. We consider these accounting policies to be critical accounting policies. The judgments and assumptions we use are based on historical experience and other factors, which we believe to be reasonable under the circumstances. Because of the nature of the judgments and assumptions we make, actual results could differ from these judgments and estimates which could have a material impact on our carrying values of assets and liabilities and our results of operations.

 

We believe the allowance for loan losses is a critical accounting policy that requires the most significant judgments and estimates used in preparation of our consolidated financial statements. Refer to the portion of this discussion that addresses our allowance for loan losses for a description of our processes and methodology for determining our allowance for loan losses.

 

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Liquidity and Capital Resources

 

As of September 30, 2003, our liquidity ratio, as determined under guidelines established by regulatory authorities, was satisfactory. We consider our liquidity to be adequate to meet operating and loan funding requirements. Our liquidity ratio (i.e. cash, short-term assets and marketable assets divided by deposits and other borrowings) was approximately 23.90%. As we grow, we will continue to monitor liquidity and make adjustments as deemed necessary.

 

As our loan demand has continued to increase, we have used brokered deposits as a funding source. Total brokered deposits amounted to $15.7 million as of September 30, 2003. These deposits are readily obtainable at rates not significantly different from rates that we pay on deposits in our local market.

 

At September 30, 2003, our capital ratios were adequate based on regulatory minimum capital requirements. The minimum capital requirements and the actual capital ratios on a consolidated and bank-only basis are as follows:

 

     Actual

       
     Consolidated

    Bank

   

Minimum

Regulatory

Requirement


 

Leverage capital ratios

   13.83 %   10.78 %   4.00 %

Risk-based capital ratios:

                  

Core capital

   11.11     9.52     4.00  

Total capital

   9.39     7.99     8.00  

 

Off-Balance Sheet Risk

 

We are a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of our customers. These financial instruments include commitments to extend credit and standby letters of credit. Such commitments involve, to varying degrees, elements of credit risk and interest rate risk in excess of the amount recognized in the balance sheets.

 

Our exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit and standby letters of credit is represented by the contractual amount of those instruments. We use the same credit policies in making commitments and conditional obligations as we do for on-balance sheet instruments. A summary of our commitments is as follows:

 

     September 30,
     2003

Commitments to extend credit

   $ 11,044,000

Letters of credit

     529,000
    

     $ 11,573,000
    

 

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The amount of collateral obtained, if deemed necessary by us upon extension of credit, is based on our credit evaluation of the customer.

 

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Standby letters of credit are conditional commitments issued by us to guarantee the performance of a customer to a third party. Those letters of credit are primarily issued to support public and private borrowing arrangements. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loans to customers. Collateral is required in instances which we deem necessary.

 

Financial Condition

 

Following is a summary of our balance sheets for the periods indicated:

 

    

September 30,

2003


  

December 31,

2002


     (Dollars in Thousands)

Cash and due from banks

   $ 8,159    $ 2,844

Interest-bearing deposits in banks

     909      1,368

Federal funds sold

     8,373      12,835

Securities

     22,563      18,743

Loans, net

     103,265      103,740

Loans held for sale

     597      579

Premises and equipment

     2,497      2,336

Other assets

     7,458      5,374
    

  

     $ 153,821    $ 147,819
    

  

Deposits

   $ 111,324    $ 106,648

Other borrowings

     29,170      28,510

Other liabilities

     1,307      899

Stockholders’ equity

     12,020      11,762
    

  

     $ 153,821    $ 147,819
    

  

 

Our assets increased by 4.06% during the first nine months of 2003. Deposit growth of $4.7 million was invested primarily in securities. Our loan to deposit ratio has remained in the 95% range indicating continued strong loan demand in our primary market area of Butts County and surrounding counties. Our total equity has increased by year-to-date net income of $408,000, the exercise of stock options totaling $56,000 and decreased by the change in unrealized gains on securities available-for-sale, net of tax, of $206,000.

 

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Results of Operations For The Three Months Ended September 30, 2003 and 2002 and for the Nine Months Ended September 30, 2003 and 2002

 

Following is a summary of our operations for the periods indicated.

 

    

Three Months Ended

September 30,


 
     2003

   2002

 
     (Dollars in Thousands)

 

Interest income

   $ 2,143    $ 2,264  

Interest expense

     902      985  
    

  


Net interest income

     1,241      1,279  

Provision for loan losses

     —        690  

Other income

     252      153  

Other expense

     1,191      799  
    

  


Pretax income (loss)

     302      (57 )

Income taxes

     75      (21 )
    

  


Net income (loss)

   $ 227    $ (36 )
    

  


 

    

Nine Months Ended

September 30,


     2003

   2002

     (Dollars in Thousands)

Interest income

   $ 6,358    $ 6,435

Interest expense

     2,910      2,904
    

  

Net interest income

     3,448      3,531

Provision for loan losses

     270      944

Other income

     814      441

Other expense

     3,406      2,322
    

  

Pretax income

     586      706

Income taxes

     178      240
    

  

Net income

   $ 408    $ 466
    

  

 

Our net interest income has decreased by $38,000 and $83,000 for the third quarter and first nine months of 2003, respectively, as compared to the same periods in 2002. Our net interest margin decreased to 3.25% during the first nine months of 2003 as compared to 3.81% for the first nine months of 2002 and 3.69% for the entire year of 2002. The decreases in net interest income and net interest margin are due to the decrease in yields on loans that have decreased to 7.13% in the first nine months of 2003 as compared to 7.48% in the first nine months of 2002. The cost of funds has decreased as well as deposits have been able to be repriced as they have matured. Our cost of funds decreased to 2.93% in the first nine months of 2003 as compared to 3.54% in the first nine months of 2002.

 

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The provision for loan losses decreased by 690,000 and increased by $674,000 in the third quarter and first nine months of 2003, respectively, when compared to the same periods in 2002. The amounts provided are due in part to loan growth, but are due primarily to the increase in the amount of non-performing loans during the first quarter of 2003. The allowance for loan losses as a percentage of total loans was 1.94% at September 30, 2003 compared to 2.63% at December 31, 2002. Net charge offs for the first nine months of 2003 were $1,028,000 as compared to $26,000 in 2002. As of September 30, 2003, we had nonperforming loans and assets of $2.8 million as compared to $3.8 million at December 31, 2002. The decrease in nonperforming loans and assets was attributable to the foreclosure of a $1.8 million residential construction relationship, offset by a loan charge off of $225,000, subsequent write downs of other real estate of $303,000, and the sale of other real estate in the amount of $2.3 million. Of the $1,028,000 million of net charge offs during the first nine months of 2003, approximately $797,000 was attributed to the residential construction relationship previously mentioned, as the properties were written down to the lower of their book value or fair market value (less cost to sell), prior to foreclosure. Based upon our evaluation of the loan portfolio, we believe the allowance for loan losses to be adequate to absorb losses on existing loans that may become uncollectible. Our evaluation considers significant factors relative to the credit risk and loss exposure in the loan portfolio, including past due and classified loans, historical experience, underlying collateral values, and current economic conditions that may affect the borrower’s ability to repay. The allowance for loan losses is evaluated by segmenting the loan portfolio into unclassified and classified loans. An allowance percentage is applied to the unclassified loans to establish a general allowance for loan losses. The allowance percentage is determined based upon our experience specifically and the historical experience of the banking industry generally. The classified loans, including impaired loans, are analyzed individually in order to establish a specific allowance for loan losses.

 

Information with respect to nonaccrual, past due and restructured loans at September 30, 2003 and 2002 is as follows:

 

     September 30,

     2003

   2002

     (Dollars in Thousands)

Nonaccrual loans

   $ 0    $ 2,824

Loans contractually past due ninety days or more as to interest or principal payments and still accruing

     0      0

Restructured loans

     0      0

Potential problem loans

     2,889      4,500

Interest income that would have been recorded on nonaccrual and restructured loans under original terms

     0      143

Interest income that was recorded on nonaccrual and restructured loans

     0      15

 

Potential problem loans are defined as loans about which we have serious doubts as to the ability of the borrower to comply with the present loan repayment terms and which may cause the loan to be placed on nonaccrual status, to become past due more than ninety days, or to be restructured.

 

It is our policy to discontinue the accrual of interest income when, in the opinion of management, collection of interest becomes doubtful. This status is accorded interest when (1) there is a significant deterioration in the financial condition of the borrower and full repayment of principal and interest is not expected and (2) the principal or interest is more than ninety days past due, unless the loan is both well-secured and in the process of collection.

 

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Loans classified for regulatory purposes as loss, doubtful, substandard, or special mention that have not been included in the table above do not represent or result from trends or uncertainties which management reasonably expects will materially impact future operating results, liquidity or capital resources. These classified loans do not represent material credits about which management is aware of any information which causes management to have serious doubts as to the ability of such borrowers to comply with the loan repayment terms.

 

Information regarding certain loans and allowance for loan loss data through September 30, 2003 and 2002 is as follows:

 

    

Nine Months Ended

September 30,


 
     2003

    2002

 
     (Dollars in Thousands)  

Average amount of loans outstanding

   $ 105,132     $ 101.423  
    


 


Balance of allowance for loan losses at beginning of period

   $ 2,802     $ 1,352  
    


 


Loans charged off

                

Commercial and financial

     196       —    

Real estate mortgage

     827       —    

Consumer

     14       33  
    


 


       1,037       33  
    


 


Loans recovered

                

Commercial and financial

     —         —    

Real estate mortgage

     —         —    

Consumer

     9       7  
    


 


       9       7  
    


 


Net charge-offs

     1,028       26  
    


 


Additions to allowance charged to operating expense during period

     270       944  
    


 


Balance of allowance for loan losses at end of period

   $ 2,044     $ 2,270  
    


 


Ratio of net loans charged off during the period to average loans outstanding

     .98 %     .03 %
    


 


 

Other income increased by $99,000 and $373,000 for the third quarter and first nine months of 2003, respectively, as compared to the same periods in 2002 due to an increase in overdraft fees collected on demand deposit accounts and gains on the sale of other real estate. Overdraft fees increased by $72,000 during the third quarter of 2003 as compared to 2002. Overdraft fees increased by $182,000 for the nine months ended 2003 as compared to 2002. Gains on the sale of other real estate totaled $138,000 for the nine months ended 2003.

 

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Other expenses have increased by $392,000 and $1,084,000 for the third quarter and first nine months of 2003, respectively, as compared to the same periods in 2002. Increased salaries and employee benefits and increased other operating expenses accounted for the majority of the increases. Salaries and employee benefits have increased by $241,000 primarily due to an increase in the number of full time equivalent employees to 40 at September 30, 2003 from 31 at September 30, 2002, primarily as a result of opening a new branch facility in February of 2003. Occupancy and equipment expenses have also increased by $62,000 primarily due to increases in depreciation expense and occupancy expense attributed to the opening of the new branch facility. Other operating expenses have increased by $478,000 primarily due to increases in legal and professional fees and other costs associated with maintaining foreclosed properties. In addition, the Bank has recorded provisions for other real estate losses totaling $303,000 that is included in other expenses.

 

We have provided for income taxes at an effective rate of 30% and 34% including state income taxes for the first nine months of 2003 and 2002, respectively.

 

We are not aware of any known trends, events or uncertainties, other than the effect of events as described above, and the potential adjustment related to deferred compensation as disclosed in note 5 to the financial statements, that will have or are reasonably likely to have a material effect on our liquidity, capital resources or operations. We are also not aware of any current recommendations by the regulatory authorities which, if they were implemented, would have such an effect.

 

ITEM 3.   CONTROLS AND PROCEDURES

 

As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our Chief Executive Officer and the Chief Financial Officer, of the design and operation of our disclosure controls and procedures. Based on this evaluation, our Chief Executive and Chief Financial Officer concluded that our disclosure controls and procedures are effective for gathering, analyzing and disclosing the information that we are required to disclose in the reports we file under the Securities Exchange Act of 1934, within the time periods specified in the SEC’s rules and forms. Our Chief Executive Officer and Chief Financial Officer also concluded that our disclosure controls and procedures are effective in timely alerting them to material information relating to our company required to be included in our periodic SEC filings. In connection with the new rules, we are in the process of further reviewing and documenting our disclosure controls and procedures, including our internal controls and procedures for financial reporting, and may from time to time make changes designed to enhance their effectiveness and to ensure that our systems evolve with our business.

 

There have been no significant changes in our internal controls or in other factors that could significantly affect internal controls subsequent to the date of this evaluation.

 

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PART II—OTHER INFORMATION

 

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K.

 

  (a) Exhibits.

 

31.1    Certification of Chief Executive Officer, Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.
31.2    Certification of Chief Financial Officer, Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.
32    Certification of the Chief Executive Officer and Chief Financial Officer, Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

  (b) Reports on Form 8-K.

 

None.

 

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SIGNATURES

 

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

       

FIRST GEORGIA COMMUNITY CORP.

(Registrant)

DATE: November 14, 2003

      By:   /s/    John L. Coleman         
         
            John L. Coleman, President and C.E.O.
                  (Principal Executive Officer)

 

DATE: November 14, 2003       By:   /s/    Elaine S. Kendrick         
         
           

Elaine S. Kendrick, Secretary and Treasurer

      (Principal Financial and Accounting Officer)

 

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