-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Fa94s6qUCNUt8fXeEXfkLBffPvVHSp77KalXNLGdrfhoRXeUnitNXuEsqD1PGkbC ubMdmH9pUVIxNBPFGxCszQ== 0000910195-97-000227.txt : 19970815 0000910195-97-000227.hdr.sgml : 19970815 ACCESSION NUMBER: 0000910195-97-000227 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970630 FILED AS OF DATE: 19970814 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: BANK CORP OF GEORGIA CENTRAL INDEX KEY: 0000315708 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 581406233 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 033-98300 FILM NUMBER: 97662548 BUSINESS ADDRESS: STREET 1: 4951 FORSYTH RD CITY: MACON STATE: GA ZIP: 31210 BUSINESS PHONE: 9124774428 MAIL ADDRESS: STREET 1: 4951 FORSYTH RD CITY: MACON STATE: GA ZIP: 31210 10QSB 1 FORM 10-QSB BANK CORPORATION OF GEORGIA FORM 10-QSB SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 [x] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended JUNE 30, 1997 OR [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT For the transition period from _____________ to ____________________ Commission File Number 0-17851 Bank Corporation of Georgia ------------------------------------------------------ (Exact name of registrant as specified in its charter) Georgia 58-1406233 - -------------------------------- -------------------- (State or other jurisdiction (I.R.S. Employer of incorporation or organization) identification number) 4951 Forsyth Road, Macon, Georgia 31210 ---------------------------------------- (Address of principal executive offices) (912) 757-2000 ------------------------------------------------ (Issuer's telephone number, including area code) - --------------------------------------------------------------------- (Former name, former address, and former fiscal year, if changed since last report) APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Check whether the issuer filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by court. Yes No APPLICABLE ONLY TO CORPORATE ISSUERS 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 June 30, 1996: 2,274,357 shares of Common Stock, $1.00 par value per share. BANK CORPORATION OF GEORGIA INDEX Page No. PART I FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Balance Sheets June 30, 1997, December 31, 1996 and June 30, 1996 3-4 Consolidated Statements of Income for the Six Months and Quarters Ended June 30, 1997 and 1996 5-6 Consolidated Statements of Cash Flows for the Six Months and Quarters Ended June 30, 1997 and 1996 7-8 Notes to Consolidated Financial Statements 9-12 Item 2. Management's Discussion and Analysis 13-18 PART II OTHER INFORMATION 19 Item 1. Legal Proceedings Item 2. Changes in Securities Item 3. Defaults Upon Senior Securities Item 4. Submission of Matters to a Vote of Security Holders Item 5. Other Information Item 6. Exhibits and Reports on Form 8-K 2 BANK CORPORATION OF GEORGIA AND SUBS CONSOLIDATED BALANCE SHEETS JUNE 30, 1997 AND DECEMBER 31, 1996
June 30, 1997 December 31, 1996 ------------- ----------------- ASSETS - ------ Cash & due from banks $ 11,568,992 15,385,724 Interest bearing deposits 16,581,710 18,642,250 Federal Funds sold 5,260,000 5,210,000 Investment securities: Available for sale 55,820,175 42,828,598 Held to maturity 1,089,606 1,088,719 ------------ ------------ Total investment securities 56,909,781 43,917,317 ------------ ------------ Loans 197,945,120 190,169,408 Less: Unearned discount (509,647) (736,360) Allowance for loan losses (2,955,161) (2,849,340) ------------ ------------ Loans, net 194,480,312 186,583,708 ------------ ------------ Bank premises and equipment 8,898,078 9,801,980 Accrued interest receivable 2,559,195 2,333,047 Goodwill 1,285,052 1,323,231 Other assets 4,552,944 7,057,065 ------------ ------------ $ 302,096,064 290,254,322 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY - ------------------------------------ Deposits: Demand 45,543,946 44,709,405 NOW and money market accounts 94,210,866 79,417,686 Savings 9,232,652 9,405,878 Time 120,730,082 125,165,463 ------------ ------------ Total deposits 269,717,546 258,698,432 ------------ ------------ Other liabilities 2,633,435 3,333,327 Long-term debt 1,500,000 1,500,000 ------------ ------------ Total liabilities 273,850,981 263,531,759 ------------ ------------ Stockholders' equity: Common stock 2,291,124 2,284,864 Additional paid in capital 6,238,180 6,170,157 Retained earnings 19,905,763 18,286,889 Net unrealized gain on securities-AFS 118,052 288,689 Treasury Stock (111,540) (111,540) Unearned ESOP shares (196,496) (196,496) ------------ ------------ Total stockholders' equity 28,245,083 26,722,563 ------------ ------------ $ 302,096,064 290,254,322 ============ ============
3 BANK CORPORATION OF GEORGIA AND SUBS CONSOLIDATED BALANCE SHEETS JUNE 30, 1997 AND JUNE 30, 1996
June 30, 1997 June 30, 1996 ------------- ------------- Cash & due from banks $ 11,568,992 11,865,303 Interest bearing deposits 16,581,710 0 Federal Funds sold 5,260,000 17,475,529 Investment securities: Available for sale 55,820,175 42,938,154 Held to maturity 1,089,606 1,088,103 ------------ ----------- Total investment securities 56,909,781 44,026,257 ------------ ----------- Loans 197,945,120 190,928,773 Less: Unearned discount (509,647) (834,028) Allowance for loan losses (2,955,161) (2,835,306) ------------ ----------- Loans, net 194,480,312 187,259,439 ------------ ----------- Bank premises and equipment 8,898,078 9,506,476 Accrued interest receivable 2,559,195 2,153,881 Goodwill 1,285,052 957,269 Other assets 4,552,944 6,250,151 ------------ ----------- $ 302,096,064 279,494,305 ============ =========== Liabilities and Stockholders' Equity - ------------------------------------ Deposits: Demand $ 45,543,946 38,650,552 NOW and money market accounts 94,210,866 68,292,234 Savings 9,232,652 10,260,147 Time 120,730,082 125,867,745 ------------ ----------- Total deposits 269,717,546 243,070,678 ------------ ----------- Other liabilities 2,633,435 2,098,255 Other borrowed money 0 6,700,000 Long-term debt 1,500,000 2,500,000 ------------ ----------- Total liabilities 273,850,981 254,368,933 ------------ ----------- Stockholders' equity: Common stock 2,291,124 2,282,266 Additional paid in capital 6,238,180 6,161,387 Retained earnings 19,905,763 16,953,034 Net unrealized gain on securities-AFS 118,052 111,034 Treasury Stock (111,540) (111,540) Unearned ESOP shares (196,496 (270,809) ------------ ----------- Total stockholders' equity 28,245,083 25,125,372 ------------ ----------- $ 302,096,064 279,494,305 ============ ===========
4 BANK CORPORATION OF GEORGIA AND SUBS CONSOLIDATED STATEMENTS OF EARNINGS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND JUNE 30, 1996
Six Months Ended Six Months Ended June 30, 1997 June 30, 1996 ---------------- ---------------- Interest income: Interest and fees on loans $ 10,257,833 10,144,007 Interest on federal funds sold 752,715 320,386 Interest on investment securities 1,749,357 1,619,469 ----------- ---------- Total interest income 12,759,905 12,083,862 ----------- ---------- Interest expense: Interest on NOW and money market accounts 1,573,645 1,032,259 Interest on savings and time deposits 3,608,012 3,890,245 Other borrowings 70,480 74,506 ----------- ---------- Total interest expense 5,252,137 4,997,010 ----------- ---------- Net interest income 7,507,768 7,086,852 Provision for possible loan losses 190,900 272,000 ----------- ---------- Net interest income after provision for possible loan losses 7,316,868 6,814,852 ----------- ---------- Other operating income: Service charge on deposit accounts 748,103 821,730 Securities gains (losses) 0 (6,581) Gain on sale of SBA loans 92,239 5,739 Other 1,043,417 812,237 ----------- ---------- Total other operating income 1,883,759 1,633,125 ----------- ---------- Other operating expenses: Salaries and employee benefits 3,919,127 3,264,241 Occupancy 527,598 433,934 Equipment 460,976 412,968 Other operating expense 2,354,991 2,408,416 ----------- ---------- Total operating expenses 7,262,692 6,519,559 ----------- ---------- Earnings before income taxes and minority interests 1,937,935 1,928,418 Income tax expense (benefit) 319,918 215,309 ----------- ---------- Earnings before minority interests 1,618,017 1,713,109 Minority interests 0 46,913 ----------- ---------- Net earnings $ 1,618,017 1,666,196 =========== ==========
5 BANK CORPORATION OF GEORGIA AND SUBS CONSOLIDATED STATEMENTS OF EARNINGS FOR THE THREE MONTHS ENDED JUNE 30, 1997 AND JUNE 30, 1996
Three Months Ended Three Months Ended June 30, 1997 June 30, 1996 ------------------ ------------------ Interest income: Interest and fees on loans $ 5,122,761 5,202,544 Interest on federal funds sold 428,329 149,852 Interest on investment securities 949,568 850,138 ----------- ----------- Total interest income 6,500,658 6,202,534 ----------- ----------- Interest expense: Interest on NOW and money market accounts 855,410 553,107 Interest on savings and time deposits 1,887,960 2,021,717 Other borrowings 43,293 10,651 ----------- ----------- Total interest expense 2,786,663 2,585,475 ----------- ----------- Net interest income 3,713,995 3,617,059 Provision for possible loan losses 103,974 151,000 ----------- ----------- Net interest income after provision for possible loan losses 3,610,021 3,466,059 ----------- ----------- Other operating income: Service charge on deposit accounts 387,701 462,083 Securities gains (losses) 0 (6,581) Gain on sale of SBA loans 0 0 Other 722,978 537,123 ----------- ----------- Total other operating income 1,110,679 992,625 ----------- ----------- Other operating expenses: Salaries and employee benefits 1,953,612 1,734,400 Occupancy 262,129 245,929 Equipment 247,611 242,060 Other operating expense 1,726,512 1,526,846 ----------- ----------- Total operating expenses 4,189,864 3,749,235 ----------- ----------- Earnings before income taxes and minority interests 530,836 709,449 Income tax expense (benefit) (143,151) (172,691) ----------- ----------- Earnings before minority interests 673,987 882,140 Minority interests 0 0 ----------- ----------- Net earnings $ 673,987 882,140 =========== ===========
6 BANK CORPORATION OF GEORGIA AND SUBS CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1996 AND JUNE 30, 1995
Six Months Ended Six Months Ended June 30, 1997 June 30, 1996 ---------------- ---------------- Cash flows from operating activities: Net income $1,618,017 $1,666,196 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation 407,509 321,509 Amortization and accretion, net (32,090) (65,810) Minority interests in earnings (loss) of subsidiary 0 46,913 Provision for loan losses 190,900 272,000 Gain on sale of premises and equipment (148,104) 0 Loss on sale of investment securities 0 6,581 Change in: Other assets 2,373,956 (312,073) Other liabilities (699,892) (1,045,739) ------------ ---------- Net cash flows provided by operating activities 3,710,296 889,577 ------------ ---------- Cash flows from investing activities: Proceeds from maturities of securities AFS 2,597,768 2,824,624 Proceeds from sales of securities AFS 0 5,573,063 Purchase of securities AFS (15,786,583) (13,098,125) Net increase in loans (8,087,504) (9,641,829) Proceeds from sales of premises and equipment 857,840 0 Purchases of premises and equipment (213,343) (1,904,226) ------------ ---------- Net cash flows used in investing activities (20,631,822) (16,246,493) ------------ ---------- Cash flows from financing activities: Net increase in deposits 11,019,114 18,853,939 Repayment of other borrowings 0 (6,200,000) Proceeds from other borrowings 0 6,800,000 Dividends paid 0 0 Purchase of treasury stock 0 (64,867) Proceeds from issuance of common stock 75,140 21,701 ------------ ---------- Net cash flows provided by financing activities 11,094,254 19,410,773 ------------ ---------- Net change in cash and cash equivalents (5,827,272) 4,053,857 ------------ ---------- Cash and cash equivalents at beginning of period 39,237,974 25,286,975 ------------ ---------- Cash and cash equivalents at end of period 33,410,702 29,340,832 ============ ==========
7 BANK CORPORATION OF GEORGIA AND SUBS CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED JUNE 30, 1997 AND JUNE 30, 1996
Three Months Ended Three Months Ended June 30, 1997 June 30, 1996 ------------- ------------- Cash flows from operating activities: Net income $ 673,987 $ 882,140 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation 211,391 157,850 Amortization and accretion, net (8,760) (29,033) Provision for loan losses 103,974 151,000 Loss on sale of investment securities 0 6,581 Change in: Other assets 586,146 (444,081) Other liabilities 320,097 (443,664) ----------- ----------- Net cash flows provided by operating activities 1,886,835 280,793 ----------- ----------- Cash flows from investing activities: Proceeds from maturities of securities AFS 10,665 500,000 Proceeds from sales of securities AFS 0 5,573,063 Purchase of securities AFS (7,892,422) (978,906) Net increase in loans (8,714,970) (2,602,502) Proceeds from sale of premises and equipment 85,197 0 Purchases of premises and equipment (109,179) (935,103) ----------- ----------- Net cash flows provided by (used in) investing activities (16,620,709) 1,556,552 ----------- ----------- Cash flows from financing activities: Net increase in deposits (1,535,075) 7,062,186 Repayment of other borrowings 0 (6,100,000) Proceeds from other borrowings 0 6,800,000 Dividends paid 0 0 Purchase of treasury stock 0 (64,867) Proceeds from issuance of common stock 75,140 0 ----------- ----------- Net cash flows provided by financing activities (1,459,935) 7,697,319 ----------- ----------- Net change in cash and cash equivalents (16,193,809) 9,534,664 Cash and cash equivalents at beginning of period 49,604,511 19,806,168 ----------- ----------- Cash and cash equivalents at end of period 33,410,702 29,340,832 =========== ===========
8 NOTES TO CONSOLIDATED FINANACIAL STATEMENTS The financial statements included herein have been prepared by Bank Corporation of Georgia (BCG), without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although BCG believes that the disclosures contained herein are adequate to make the information presented not misleading. In the opinion of management, the information furnished in the condensed consolidated financial statements reflects all adjustments which are ordinary in nature and necessary to present fairly BCG's financial position, results of operations and changes in financial position for such interim period. These financial statements should be read in conjunction with BCG's financial statements and the notes thereto as of December 31, 1996, included in BCG's annual report on Form 10-KSB for the year ended December 31, 1996. Bank Corporation of Georgia is a bank holding company whose business is primarily conducted by its wholly-owned banking subsidiaries First South Bank, N. A. ("FSB") and Ameribank, N. A. ("Ameribank"). The accounting principles followed by Bank Corporation of Georgia and its subsidiaries, and the methods of applying those principles conform with generally accepted accounting principles and with general practices within the banking industry, where applicable. BCG's consolidated financial statements include the accounts of the parent company and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Earnings per share are based upon weighted average outstanding shares of common stock of 2,371,538 for the six months ended June 30, 1997, and 2,372,225 for the three months ended June 30, 1997. There are statutory and regulatory requirements applicable to payment of dividends by the Banks as well as by BCG to its shareholders. No cash dividends were declared during the three month period ended June 30, 1997 or the six month period ended June 30, 1997. As part of the overall interest rate risk management, BCG uses interest rate swaps and interest rate floors. These contracts are designated by the Company as hedges of interest rate exposures, and interest income or expense derived from these contracts is recorded over the life of the contract as an adjustment to interest income or expense. 9 MANAGEMENT'S DISCUSSION AND ANALYSIS Earnings Summary ---------------- Net income for the first six months of 1997 was $1,618,000 or $0.66 per share, compared to $1,666,000 or $0.76 per share for the same period in 1996. Net income for the quarter ended June 30, 1997 was $674,000 or $0.28 per share compared to $882,000 or $0.39 per share for the same period in 1996. Net interest income for the six months ended June 30, 1997 increased $421,000 or 5.94 percent over the same period in 1996. Net interest income for the quarter ended June 30, 1997 increased $97,000 or 2.68 percent over the same period in 1996. These changes are primarily due to increasing levels in net interest earning assets over the periods in question. The net interest margin, as a percentage of average earning assets, increased to 5.56 percent for the first six months of 1997 as compared to 5.18 percent for the same period in 1996. For the quarter ended June 30, 1997, the net interest margin as a percent of interest earning assets was 5.40 percent versus 5.09 percent for the same period in 1996. Non-interest income for the six month period ended June 30, 1997 increased $624,000 or 49.52 percent from 1996 to 1997. Non- interest income for the quarter ended June 30, 1997 increased by $118,000 or 11.89 percent over the same period in 1996. The increase was primarily the result of an increase in the gain on sale of loans and premises and equipment over the same periods in 1996. Non-interest expense increased by $251,000 in the first six months of 1997 from the same period in 1996, an increase of 3.85 percent. Non-interest expense increased by $441,000 during the quarter ended June 30, 1997, an increase of 11.76 percent over the same period in 1996. These increases were primarily due to an increase in salaries and employee benefits over the same periods in 1996, as well as special charges related to equipment and processing contracts that the Company has determined to be obsolete. For the first six months of 1997, return on equity was 11.73 percent on an annualized basis versus 13.66 percent for the same period a year earlier. For the quarter ended June 30, 1997, return on equity was 9.80 percent on an annualized basis versus 14.02 percent for the same period in 1996. These decreases in return on equity were primarily due to the special charges. Return on equity, before the special charges was 14.33 percent for the six month period and 15.03 for the quarter ended June 30, 1997. 10 Risk Elements ------------- The allowance for loan losses at June 30, 1997 was $2,955,000 or 3.7 percent and 4.2 percent higher than at December 31, 1996 and June 30, 1996, respectively. At June 30, 1997, the allowance represented 1.50 percent of total loans as compared with 1.50 percent at December 31, 1996 and 1.49 percent at June 30, 1996. At June 30, 1997 non-performing loans represented .13% of total loans as compared with .39% at December 31, 1996 and .53% at June 30, 1996. The allowance for loan losses as a percentage of non- performing loans was 1206% at June 30, 1997 as compared with 393% at December 31, 1996 and 278% at June 30, 1996. Capital Resources ----------------- Shareholders' equity of $28,245,000 at June 30, 1997 increased 12.4 percent over the same period in 1996 resulting in book value per outstanding common of share of $12.41 compared to $11.78 at December 31, 1996 and $11.01 at June 30, 1996. Capital for BCG is above regulatory requirements, with GAAP equity of 9.41 percent of total assets at June 30, 1997. The increases in shareholders' equity were primarily the result of earnings. Set forth below are pertinent capital ratios for the Company and the Banks as of June 30, 1996:
FSB Ameribank BCG --- --------- --- Minimum Capital Requirement Tier 1 Capital to Risk-based Assets: 4.00% 11.16% 11.70% 12.57% Total Capital to Risk-based Assets: 8.00% 12.41% 12.77% 13.74% Leverage Ratio (Tier 1 Capital to Total Assets): 3.00% 8.67% 8.60% 9.60% Minimum for "Well Capitalized" Banks = 6% Minimum for "Well Capitalized" Banks = 10% Minimum for "Well Capitalized" Banks = 5%
11 Liquidity and Interest Rate Sensitivity --------------------------------------- Liquidity management involves the ability to meet cash flow requirements of customers who may be depositors making withdrawals or borrowers needing credit funding. BCG's cash flows are generated from interest and fee income, as well as from loan repayments, deposit acquisition, and maturities or sales of investments. BCG's liquidity needs are provided for primarily through short-term securities, and the maturing of loans. Federal funds sold represent the BCG's primary source of immediate liquidity and were maintained at a level adequate to meet immediate needs. Federal funds averaged $27,121,000 and $13,941,000 for the six months ended June 30, 1997 and 1996, respectively. Federal funds averaged $29,501,000 and $14,827,000 and for the three months ended June 30, 1997 and 1996, respectively. Maturities in BCG's loan and investment portfolios are monitored regularly to avoid matching short-term deposits with long-term loans and investments. Other assets and liabilities are also monitored to provide the proper balance between liquidity, safety, and profitability. This monitoring process must be continuous due to the constant flow of cash which is inherent in a financial institution. BCG manages its liquidity through the volatility of its deposits and patterns in loan demand, its current liquidity position, its ability to control funding needs and potential sources of funds. As part of managing liquidity, the Company monitors its loan to deposit ratio on a daily basis. The target ratio is 85 percent. At June 30, 1997 the ratio was 73.39 percent. BCG experienced a net decrease in cash and cash equivalents, its primary source of liquidity, of $5,827,000 during the first six months of 1996. Operating activities provided $3,710,000 of funds. Adjustments to net income for non-cash expenses of depreciation, amortization, and provision for loan losses are included in this amount as a net provision of funds. Investing activities used $20,632,000 of funds, primarily due to an increase in loans and purchases of investment securities during the six month period. Financing activities provided net cash of $11,094,000 due to an increase in deposit accounts during the six months ended June 30, 1997. 12 AUTHORITATIVE STATEMENTS During 1997, the Financial Accounting Standards Board has issued Statement of Financial Accounting Standards No. 128, "Earnings Per Share" (SFAS 128). SFAS 128 supersedes APB Opinion 15. SFAS 128 simplifies current standards by eliminating the presentation of primary EPS and requiring the presentation of basic EPS, which includes no potential common shares and thus no dilution. The Statement also requires entities with complex capital structures to present basic and diluted EPS on the face of the income statement and also eliminates the modified treasury stock method of computing potential common shares. The Statement is effective for financial statements issued for periods ending after December 15, 1997, including interim periods. Early application is not permitted. On adoption, restatement of all prior-period EPS data presented is required. Presently, BCG is unable to determine the impact that adoption of SFAS 128 will have on the consolidated financial statements, but management anticipates that the impact will not be material. In January 1997, the Securities and Exchange Commission approved rule amendments (the Release) regarding disclosures about derivative financial instruments, other financial instruments and derivative commodity instruments. The Release requires inclusion in the footnotes to the financial statements of extensive detail about the accounting policies followed by a registrant in connection with its accounting for derivative financial instruments and derivative commodity instruments. The accounting policy requirements become effective for all registrants for filings that include fnancial statements for periods ending after June 15, 1997. In June 1996, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 125, "Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities" (Statement 125). Statement 125 provides accounting and reporting standards for transfers and servicing of financial assets and extinguishments of liabilities based on consistent application of a financial-components approach that focuses on control. It distinguishes transfers of financial assets that are sales from transfers that are secured borrowings. Under the financial-components approach, after a transfer of financial assets, an entity recognizes all financial and servicing assets it controls and liabilities it has incurred and derecognizes financial assets it no longer controls and liabilities that have been extinguished. The financial-components approach focuses on the assets and liabilities that exist after the transfer. Many of these assets and liabilities are components of financial assets that existed prior to the transfer. If a transfer does not meet the criteria for a sale, the transfer is accounted for as a secured borrowing with pledge of collateral. Effective January 1, 1997, the Company adopted Statement 125 for reporting transfers and servicing of financial assets and extinguishments of liabilities occurring after December 31, 1996. Statement 125 did not have a material impact on the Company's financial statements. In February 1997, the FASB issued Statement of Financial Accounting Standards No. 129, "Disclosures of Information about Capital Structure" (Statement 129). Statement 129 is effective for financial statements for periods ending after December 15, 1997. The Company does not expect that Statement 129 will require significant revision of prior disclosures since the statement lists required disclosures that have been included in a number of previously existing separate statements or opinions. 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 - At the Annual Meeting of Shareholders held on April 23, 1997, the following directors were elected to hold office for the coming year: William H. Anderson, II, Halstead T. Anderson, II, Charles B. Evans, Jr., Joseph W. Evans, Dr. W. Carl Joiner, Sr., Stephen W. Doughty, Kenneth D. Sams, J. Thomas Wiley, Jr., Oliver C. Bateman, and Malcolm L. Butler. Item 5. Other Information - None Item 6. Exhibits and Reports on Form 8-K - None Exhibit 27 - Financial Data Schedule (for SEC use only) 13 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized. Date: August 14, 1997 BANK CORPORATION OF GEORGIA /s/ Dennis J. Zember Dennis J. Zember Jr., CPA V. P. Finance (Principal Financial Officer and Principal Accounting Officer) EX-27 2 FINANCIAL DATA SCHEDULE
9 0000315708 BANK CORPORATION OF GEORGIA 6-MOS DEC-31-1997 JAN-01-1997 JAN-30-1997 11,508,992 16,581,710 5,260,000 0 55,820,175 1,089,606 1,075,726 197,945,120 2,955,161 302,096,064 269,717,546 0 2,633,435 1,500,000 0 0 2,291,124 25,053,959 302,036,064 10,257,833 1,749,357 752,715 12,759,905 5,181,657 5,252,137 7,507,768 190,900 0 7,262,692 1,937,935 1,937,935 0 0 1,618,017 0.66 0.66 5.56 244,000 12,000 0 0 2,849,340 150,151 65,072 2,966,161 2,966,161 0 0
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