11-K 1 form11k-2000.txt FORMN 11K FOR PERIOD ENDING DECEMBER 30, 2000 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K (Mark One) X ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) ----- For the fiscal year ended December 31, 2000 OR TRANSACTION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) ----- For the transition period from to --------- ---------- Commission File Number 33-22846 A. Full title of plan and the address of the plan, if different from that of the issuer named below: PROFIT-SHARING PLAN AND TRUST FOR EMPLOYEES OF FIRST NATIONAL BANK AND TRUST COMPANY OF THE TREASURE COAST B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: SEACOAST BANKING CORPORATION OF FLORIDA 815 COLORADO AVENUE STUART, FL 34994 RETIREMENT SAVINGS PLAN FOR EMPLOYEES OF FIRST NATIONAL BANK AND TRUST COMPANY OF THE TREASURE COAST FINANCIAL STATEMENTS AS OF DECEMBER 31, 2000 AND 1999 TOGETHER WITH REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS TABLE OF CONTENTS FINANCIAL STATEMENTS Page Reference --------- Report of Independent Certified Public Accountants 4 Statement of Net Assets Available for Benefits as of December 31, 2000 and 1999 5 Statement of Changes in Net Assets Available for Benefits for the Years Ended December 31, 2000 and 1999 6 Notes to Financial Statements 7-10 Supplemental Schedules as of December 31, 2000, as follows: Schedule H, Part IV, Line 4i - Schedule of Assets Held 11-14 for Investment Purposes as of Decmber 31, 2000 Consent of Independent Certified Public Accountants 15 REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS To the Pension and Profit Sharing Committee of The Retirement Savings Plan for Employees of First National Bank and Trust Company of the Treasure Coast: We have audited the accompanying statements of net assets available for benefits of The Retirement Savings Plan for Employees of First National Bank and Trust Company of the Treasure Coast (the "Plan") as of December 31, 2000 and 1999, and the related statements of changes in net assets available for benefits for the years ended December 31, 2000 and 1999. These financial statements and the schedule referred to below are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements and schedule based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of The Retirement Savings Plan for Employees of First National Bank and Trust Company of the Treasure Coast as of December 31, 2000 and 1999, and the changes in its net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States. Our audits of the Plan's financial statements as of and for the years ended December 31, 2000 and 1999, were made for the purpose of forming an opinion on the financial statements taken as a whole. The supplemental schedule of assets held for investment purposes is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedule has been subjected to the auditing procedures applied in our audits of the basic financial statements as of and for the years ended December 31, 2000 and 1999, and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. West Palm Beach, Florida, June 25, 2001. RETIREMENT SAVINGS PLAN FOR EMPLOYEES OF FIRST NATIONAL BANK AND TRUST COMPANY OF THE TREASURE COAST STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 2000 AND 1999 2000 1999 ---- ---- ASSETS: Investments, at market value- U.S. Government Agency Securities $2,797,969 $2,665,646 Mutual Funds 2,313,954 2,427,454 Corporate Bonds 287,854 401,439 Common Stocks: Seacoast Banking Corporation of Florida, Class A 1,152,750 1,551,332 Other 8,406,915 7,967,715 Employee Loans 3,038 5,624 ---------- ---------- Total investments 14,962,480 15,019,210 ---------- ---------- Receivables- Employer Contributions 573,937 770,642 Employee Contributions 148,369 234,704 Dividends and Interest 74,698 76,001 ---------- ---------- Total receivables 797,004 1,081,347 ---------- ---------- Total assets 15,759,484 16,100,557 ---------- ---------- LIABILITIES: Excess contributions payable to plan participants - 61,665 Due to broker - 142,019 ----------- ----------- Total liabilities - 203,684 ----------- ----------- NET ASSETS AVAILABLE FOR BENEFITS $15,759,484 $15,896,873 =========== =========== The accompanying notes to financial statements are an integral part of these statements. RETIREMENT SAVINGS PLAN FOR EMPLOYEES OF FIRST NATIONAL BANK AND TRUST COMPANY OF THE TREASURE COAST STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEARS ENDED DECEMBER 31, 2000 AND 1999 2000 1999 ---- ---- ADDITIONS: Employer Contributions $916,774 $1,108,855 Employee Contributions 790,452 769,605 Dividends and Interest 464,150 401,759 Net Realized and Unrealized Appreciation (Depreciation) of Investments (1,210,033) 1,646,390 ----------- --------- Total additions 961,343 3,926,609 BENEFITS PAID TO PARTICIPANTS (1,098,732) (1,559,733) ----------- ----------- INCREASE (DECREASE) IN NET ASSETS AVAILABLE FOR BENEFITS (137,389) 2,366,876 NET ASSETS AVAILABLE FOR BENEFITS- BEGINNING OF YEAR 15,896,873 13,529,997 ---------- ---------- NET ASSETS AVAILABLE FOR BENEFITS- END OF YEAR $15,759,484 $15,896,873 =========== =========== The accompanying notes to financial statements are an integral part of these statements. -4- RETIREMENT SAVINGS PLAN FOR EMPLOYEES OF FIRST NATIONAL BANK AND TRUST COMPANY OF THE TREASURE COAST NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2000 AND 1999 1. DESCRIPTION OF THE PLAN ----------------------- The Retirement Savings Plan for Employees of First National Bank and Trust Company of the Treasure Coast (the "Plan") was formed effective January 1, 1983, as later amended, covering all eligible employees, as defined, of First National Bank and Trust Company of the Treasure Coast and subsidiaries (the "Bank" or the "Employer") who have at least one year of service and have made application to the Employer for participation. The Bank's trust department is the trustee (the "Trustee") of the Plan. The Plan has been amended and restated in order to continue the qualification of the Plan under Internal Revenue Service regulations, permit employees to make salary deferrals, provide employer matching contributions and afford each participant five separate investment options. The Plan was further amended in 1995 (the "Amendment") to delete the loan provision in the Plan effective August 15, 1995. The Plan provides for an annual discretionary retirement contribution by the Bank, on behalf of each participant who is employed on the last day of the Plan year. For 2000 and 1999, the Bank's discretionary retirement contribution was 2% of eligible participant salaries. The Bank's profit sharing contribution to the Plan each year is discretionary and is determined by the Bank's Board of Directors. For 2000 and 1999, the Bank's discretionary profit sharing contribution was 3.0% and 5.0%, respectively, of eligible participant salaries. Each participant's account is credited with an allocation of any discretionary retirement contribution, discretionary profit sharing contribution, plan earnings and forfeitures of nonvested amounts from participants who have withdrawn from the Plan. Allocations are based on participant compensation or account balances, as defined. Participants may elect to receive in cash, or defer and invest in the Plan, one half of any discretionary profit sharing contribution to the Plan (the elective portion). The discretionary retirement contribution and remaining non-elective portion of any discretionary profit sharing contribution to the Plan shall be invested in the Balanced Fund. Discretionary retirement contributions and non-elective discretionary profit sharing contributions vest at 25% per year of service. Any elective discretionary profit sharing contribution amounts deferred, salary deferral employee contributions and after-tax employee contributions are subject to Internal Revenue Code ("IRC"), as amended limitations and shall be treated as elective contributions which are fully vested at all times and are not subject to forfeiture. Matching contributions are fully vested. The Bank will match on a dollar-for-dollar basis participant salary deferrals representing up to 4% of eligible participant salaries. Also, the Bank will match on a dollar-for-dollar basis the elective portion of any discretionary profit sharing contribution that the participant invests in the Plan. Prior to the effective date of the Amendment, upon application, participants in the Plan could have borrowed against their vested account balance subject to certain limitations, as defined. Loans bear interest at prime plus .5%, fixed at inception. Interest earned on a participant's loan is credited to the participant's account. Although it has not expressed any intent to do so, the Bank has the right under the Plan to discontinue its contributions and to terminate the Plan. In the event of Plan termination, participants will become fully vested in all of their account balances. Additional information about the Plan agreement and the vesting and benefit provisions is contained in the Summary Plan Description. Copies of this summary are available from the Bank's human resources department. 2. INVESTMENTS ----------- Investments in U.S. Government Agency Securities, mutual funds, corporate bonds, common stocks and fixed income securities are stated at market value using the closing year-end quoted market prices. Interest income earned is recorded on the accrual basis. Dividend income is recorded on the ex-dividend date. The Plan maintains the following five investment funds to which participants may direct the investment of the elective portions of their account balances. Participants may allocate and reallocate their Plan accounts, on a quarterly basis, in 10% increments among the available funds, as described below. Each of the investment funds is managed by the Trustee. Seacoast Stock Fund ------------------- This fund consists solely of money market instruments and Class A common shares in Seacoast Banking Corporation of Florida (the "Company"), the parent company of the Bank. Company stock is purchased on a monthly basis and will remain fully invested in shares of the Company's stock. The return registered by this investment fund will depend directly on the performance of the Company's stock. The value of an investment in this fund will fluctuate in accordance with the performance of the Company's stock and general market conditions. As the portfolio is invested in only one corporation (and, thus, not diversified), the value of an investment in this fund may be volatile. Common Stock Fund ----------------- This fund consists of money market instruments, common stock mutual funds and high quality common stocks which are evenly divided between income-oriented and growth-oriented securities. The value of an investment in this fund will fluctuate in accordance with market conditions and may be volatile. Money Market Fund ----------------- This fund is invested in money market instruments which are invested in short-term bonds. The value of an investment in this fund should not fluctuate greatly in value and may be relatively nonvolatile. Fixed Income Fund ----------------- This fund consists of money market instruments, mutual funds and high quality bonds with an average maturity of no greater than ten years. The value of an investment in this fund will fluctuate in accordance with interest rates and, therefore, may be volatile. Balanced Fund ------------- This fund consists of a mixture of mutual funds, common stocks, bonds and money market instruments. The maximum exposure to common stocks is 60%, and the average maturity of bonds is no greater than ten years. The value of an investment in this fund will fluctuate in accordance with the stock and bond markets and may be moderately volatile. The Plan's net realized and unrealized appreciation (depreciation) of investment by type are as follows: Net Appreciation (Depreciation) ------------------------------- 2000 1999 ---- ---- Seacoast Banking Corporation Common Stock $(118,823) $11,589 All Other Investments (1,091,210) 1,634,801 ------------ ---------- $(1,210,033) $1,646,390 ============ ========== At December 31, 2000 and 1999, net assets available for benefits include $3,366,769 and $2,788,773, respectively, representing the vested benefits of former employees not requested for distribution. The fair value of individual investments that represent 5% or more of the Plan's net assets are as follows as of December 31: 2000 1999 ---- ---- Common Stock, Seacoast Banking Corporation of Florida, Class A* $1,152,750 $1,551,332 Goldman Sachs Treasury Institutional Portfolio 1,292,281 1,440,440 *Related party-in-interest of the Plan. 3. INCOME TAX STATUS ----------------- In its determination letter dated June 29, 1995, the Internal Revenue Service has ruled that the Plan qualifies under Section 401(a) of the Internal Revenue Code ("IRC") as amended, and is, therefore, not subject to tax under present income tax law. Accordingly, the Plan is entitled to an exemption under the provisions of IRC Section 501(a); thus, no provision for income taxes has been made in the accompanying financial statements. The Plan is required to operate in conformity with the IRC to maintain its qualification. The Bank filed a request with the Internal Revenue Service for a determination letter for the amended Plan relating to the Port St. Lucie plan merger during the 1998 plan year. To date, the IRS has not issued a determination letter for the amended Plan. The Plan's management is not aware of any course of action or series of events that have occurred, and does not believe that any amendments of the Plan will adversely affect the Plan's qualified status. 4. TRANSACTIONS WITH RELATED PARTIES-IN-INTEREST --------------------------------------------- At December 31, 2000 and 1999, the Plan held 43,500 and 54,195 shares, respectively, of Seacoast Banking Corporation of Florida, Class A common stock with a market value of $1,152,750 and $1,551,332, respectively. The Plan received $ 55,723 and $51,632 during 2000 and 1999, respectively, in dividends from the Company. The Bank pays all costs and expenses incurred in connection with the operations of the Plan. 5. RECONCILIATION TO FORM 5500 --------------------------- At December 31, 2000, $12,923, representing the elective portion of the discretionary profit sharing contribution elected to be received in cash, is a component of net assets available for benefits for financial reporting purposes. However, this balance is reflected as benefits paid and benefits payable and, consequently, as a reduction of Plan net assets on the Form 5500. Amounts allocated to withdrawing participants are recorded on Form 5500 for benefit claims that have been processed and approved for payment prior to December 31 but not yet paid as of that date. At December 31, 2000, such claims totaled $139,349. SCHEDULE I Page 1 of 3 RETIREMENT SAVINGS PLAN FOR EMPLOYEES OF FIRST NATIONAL BANK AND TRUST COMPANY OF THE TREASURE COAST SCHEDULE H, PART IV, LINE 4i - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AS 0F DECEMBER 31, 2000 Number of Identity of Issue/ Shares or Current Description of Asset Units Cost Value -------------------------------------------------------------------------------- U.S. Government Agency Securities: Federal Home Loan Mortgage, 6.82%, due 06/29/2005 50,000 $50,000 $49,985 Federal Home Loan Mortgage, 6.97%, due 06/16/2005 100,000 99,156 100,032 Federal Home Loan Mortgage, 6.25%, due 02/01/2006 150,000 142,019 148,735 Federal Home Loan Bank, 5.76%, due 12/01/2005 50,000 50,000 49,141 Federal Home Loan Bank, 6.50%, due 06/29/2004 150,000 150,000 149,954 Federal Home Loan Bank, 6.50%, due 07/30/2004 150,000 150,000 149,954 Federal Home Loan Bank, 6.407%, due 02/22/2006 50,000 50,000 49,719 Federal Home Loan Bank, 6.305%, due 12/03/2001 50,000 50,000 50,000 Federal National Mortgage Assn., 7.17%, due 06/26/2007 30,000 29,989 30,000 Federal National Mortgage Assn., 7.32%, due 05/03/2006 100,000 100,500 100,380 Federal National Mortgage Assn., 7.0%, due 01/28/2004 125,000 125,000 125,000 Federal National Mortgage Assn., 7.2%, due 02/06/2007 50,000 50,000 50,805 Federal National Mortgage Assn., 5.99%, due 08/21/2003 50,000 50,528 49,835 Federal National Mortgage Assn., 5.41%, due 12/15/2003 150,000 150,000 149,115 Federal National Mortgage Assn., 6.00%, due 05/15/2008 100,000 106,539 100,406 Federal National Mortgage Assn., 6.19%, due 07/07/2008 50,000 51,375 49,765 Federal National Mortgage Assn., 6.60%, due 03/11/2009 200,000 200,000 199,800 Federal National Mortgage Assn., 7.17%, due 06/26/2007 125,000 126,094 125,000 Federal National Mortgage Assn., 7.02%, due 04/10/2006 25,000 25,300 25,055 Federal National Mortgage Assn., 7.585%, due 09/19/2006 25,000 25,000 25,241 Federal National Mortgage Assn., 6.54%, due 09/18/2002 150,000 152,310 150,030 Federal National Mortgage Assn., 6.0%, due 06/04/2003 100,000 100,200 99,720 Federal National Mortgage Assn., 6.57%, due 02/11/2008 50,000 49,938 49,500 Federal National Mortgage Assn., 6.49%, due 02/20/2008 45,000 45,000 44,699 Federal National Mortgage Assn., 6.36%, due 07/16/2008 100,000 100,000 99,110 Federal National Mortgage Assn., 6.14%, due 08/18/2008 50,000 50,000 49,605 Federal National Mortgage Assn., 6.14%, due 09/10/2008 25,000 25,000 24,567 FNMA, 7.03%, due 10/25/2006 50,000 50,000 50,460 F F C B, dated 11/04/1997, 6.10%, due 11/04/2004 100,000 101,700 101,340 F H L M C, dated 09/08/2008, 6.27%, due 09/08/2008 50,000 50,000 48,985 U.S. Treasury Note, 5.25%, dated 5/15/1999 due 5/15/2004 100,000 97,625 100,343 U.S. Treasury Note, 5.50%, dated 5/31/1998 due 5/31/2003 200,000 193,750 201,688 ---------- ---------- Total U.S. Government Agency Securities $2,797,023 $2,797,969 ========== ========== (Continued) SCHEDULE I Page 2 of 3 RETIREMENT SAVINGS PLAN FOR EMPLOYEES OF FIRST NATIONAL BANK AND TRUST COMPANY OF THE TREASURE COAST SCHEDULE H, PART IV, LINE 4i - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AS OF DECEMBER 31, 2000 (Continued) Number of Identify of Issue/ Shares or Current Description of Asset Units Cost Value -------------------------------------------------------------------------------- Mutual Funds: Franklin Strategic 10,558 $265,000 $417,677 Janus Worldwide Fund 3,108 150,000 176,730 Goldman Sachs Fixed Income 30,750 293,271 301,039 Standish Ayer & Wood 6,675 125,000 126,227 Goldman Sachs Financial 1,292,281 1,292,281 1,292,281 ---------- ---------- Total Mutual Funds $2,125,552 $2,313,954 ========== ========== Corporate Bonds: A T & T Corp, 7%, due 05/15/2005 100,000 100,400 99,050 Texas Instruments, 6.125%, due 02/01/2006 105,000 102,295 104,622 J. P. Morgan & Co, 7.25%, due 10/01/2010 10,000 9,950 9,835 Citicorp Sub Notes, 6.375%, due 01/15/2006 75,000 76,028 74,347 -------- -------- Total Corporate Bonds $288,673 $287,854 ======== ======== Seacoast Banking Corporation of Florida, Class A* 43,500 $1,060,286 $1,152,750 ========== ========== Common Stocks, Other: A T & T Corp 4,125 $92,227 $71,156 Aetna Inc. 2,000 69,500 82,126 ALCOA Inc. 7,000 129,031 234,500 America Online Inc. 2,500 169,925 87,000 American Express Co 6,600 308,996 362,591 American Home Products 3,800 95,651 241,490 Amgen Inc. 7,000 84,529 447,566 AMR Corp. 1,000 25,989 39,188 Bowater Inc. 4,200 196,732 236,775 Chase Manhattan Corp. 6,100 278,037 277,172 Cisco Systems Inc. 7,000 272,555 267,750 Citigroup 7,500 214,855 382,973 Coca Cola Co 4,200 275,094 255,940 Du Pont El De Nemours & Co 3,200 193,712 154,602 EMC Corp. Mass 1,500 131,918 99,750 Exxon Mobil Corp. 3,000 230,398 260,814 First Union Corp. 3,400 167,637 94,564 General Electric 7,200 159,636 345,154 Hewlett Packard Co. 4,000 175,074 126,252 Home Depot 4,200 166,745 191,890 -------------------------------------------------------------------------------- *Related party-in-interest of the Plan. (Continued) SCHEDULE I Page 3 of 3 RETIREMENT SAVINGS PLAN FOR EMPLOYEES OF FIRST NATIONAL BANK AND TRUST COMPANY OF THE TREASURE COAST SCHEDULE H, PART IV, LINE 4i - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AS OF DECEMBER 31, 2000 (Continued) Number of Shares or Current Identity of Issue/Description of Asset Units Cost Value -------------------------------------------------------------------------------- Common Stocks, Other: (Cont'd) I B M Co. 2,600 $215,937 $221,000 Intel 7,000 129,813 210,441 Lilly Eli Co. 2,700 189,920 251,270 Lucent Technologies 3,100 138,995 41,850 Merck & Co. Inc. 1,800 21,005 168,524 Microsoft Corp. 4,600 205,991 199,525 Morgan Stanley Dean Witter Discover & Co. 3,000 49,331 237,750 Motorola Inc. 6,500 276,288 131,625 Nextel Communications Inc. 1,800 132,031 44,550 Nortel Networks Corp. 3,100 158,205 99,394 Pfizer Inc. 7,600 129,379 349,600 Philip Morris Companies 5,400 202,864 237,600 Proctor & Gamble Co. 2,900 212,407 227,470 Royal Dutch Pete Co. 3,000 174,773 181,689 SBC Communications Inc. 1,900 97,848 90,725 Schlumberger Ltd. 4,100 207,048 327,746 Sun Microsystems Inc. 8,400 103,031 234,150 Target Corp. 3,000 113,261 96,750 Tyco Int'l Ltd New Com 3,000 164,835 166,500 United Technologies Corp. 4,000 161,233 314,500 Walmart Stores Inc. 4,500 282,096 239,063 Worldcom Inc. 5,400 265,688 75,940 ----- ---------- ---------- Total Common Stock, Other $7,070,220 $8,406,915 ========== ========== Employee loans ranging from 6.5% to 9.5%, maturing through 2025 $3,038 $3,038 ====== ====== SIGNATURES The Plan, pursuant to the requirements of the Securities Exchange Act of 1934, the Pension and Benefits Committee of the Profit-Sharing Plan and Trust from Employees of First National Bank & Trust Company of the Treasure Coast has duly caused this annual report to be signed by the undersigned thereunto duly authorized. PROFIT-SHARING PLAN AND TRUST FOR EMPLOYEES OF FIRST NATIONAL BANK AND TRUST COMPANY OF THE TREASURE COAST Date: 6/29/01 By:/s/ William R. Hahl --------------------------------- ------------------------------------ William R. Hahl Member of the Pension and Benefits Committee CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS As independent certified public accountants, we hereby consent to the incorporation by reference of our report dated June 26, 2001 included in this Form 11-K, into the Company's previously filed Registration Statement on Form S-8. /s/ Arthur Andersen, LLP Arthur Andersen LLP West Palm Beach, Florida, June 26, 2001