Item 1. Business
Guaranty Bancshares Holding Corporation (Bancshares) was incorporated under the laws of the State of Louisiana in 1982. On January 13, 1983, Guaranty Bank & Trust Company of Morgan City (the Bank) was reorganized pursuant to a Reorganization and Merger Agreement (the Merger) whereby the Bank was merged into a subsidiary of Bancshares with the effect that the Bank became a wholly owned subsidiary of Bancshares. Prior to January 13, 1983, Bancshares had no material activity. Bancshares is currently engaged, through the Bank, in banking and related business. The Bank is Bancshares' principal asset and source of revenue, and since Bancshares is a one bank holding company, it shares a common directorship with the Bank.
The Bank
The Bank was organized in 1966 under the laws of the State of Louisiana and is a full service commercial bank in the business of gathering deposits and employing these funds by extending credit and investing in securities and other income earning assets.
The Bank has no material concentration of deposits from any single customer or group of customers except that approximately ten percent of the Bank's total deposits at December 31, 1994 were those of public bodies, including parish and municipal districts. Deposits of public bodies in excess of amounts insured by the Federal Deposit Insurance Corporation (the F.D.I.C.) are secured by pledges of certain of the Bank's securities against the deposit amounts. Management of the Bank has no reason to believe that the loss of several of these public deposit accounts would have a materially adverse effect upon the operations of the Bank or the soundness of its deposit base although there has been a recent trend for these bodies to invest excess funds directly in the securities market rather than in interest bearing bank deposits with the Bank and competing local financial institutions. No significant portion of its loans is concentrated within a single industry or group of related industries, except that approximately 16.2 percent of the loans are in the oil field services and maritime support and transportation industries and 32.9 percent are in real estate related activities. There are no material seasonal factors that would have any adverse effect on the Bank. The Bank does not rely on foreign sources of funds or income.
The Bank's general market area is in East St. Mary Parish, Louisiana, which has a population of approximately 30,000.
Economic activity in the area is diversified, with emphasis on manufacturing, oil and gas, agriculture and maritime support and distribution services. Commercial banking in the marketing area served by the Bank is highly competitive. The Bank competes with three banks and three savings and loan institutions located in East St. Mary Parish. Following is a list of the banks headquartered in the market area with total deposits and assets as of December 31, 1994.
DEPOSITS ASSETS (dollars in thousands) First National Bank in St. Mary Parish $202,314 53.4% $224,202 52.5%
MC Bank & Trust Company 73,667 19.5 87,011 20.4
Guaranty Bank & Trust Company of Morgan City 51,612 13.6 60,687 14.2
Patterson State Bank 51,253 13.5 55,366 12.9 -------- ------ -------- ------ TOTAL $378,846 100.0% $427,266 100.0% ======== ====== ======== ======
Further competition is provided by other banks located in St. Mary Parish and by banks and other financial institutions, including savings and loan associations, insurance companies, finance companies, credit unions, factors and pension trusts located elsewhere in Louisiana, principally institutions in Lafayette, Houma, Baton Rouge and New Orleans, all of whose advertising media cover the Bank's market area.
Interest rates on loans are substantially the same among banks operating in the market area served. Competition among banks for loans is generally governed by such factors as loan terms, other than interest charges, restrictions on borrowers, compensating balances, and other services offered by the Bank.
Employees
Bancshares has no employees (active officers of Bancshares are employed by the Bank). As of March 10, 1995 the Bank had 29 full-time employees and 2 part-time employees. There are no unions or bargaining units which represent the employees. The Bank considers its relationship with its employees to be excellent. Employee benefit programs provided by the Bank include group life and health insurance, paid vacations and sick leave.
Supervision and Regulation
The Bank is subject to regulation and regular examinations by the Louisiana Office of Financial Institutions and by the Federal Deposit Insurance Corporation (FDIC). Applicable regulations relate to reserves, investments, loans, issuance of securities, branching, and other aspects of its operations.
Bancshares is a bank holding company within the meaning of the Bank Holding Company Act of 1956, as amended (the Act), and is thereby subject to the provisions of the Act and to regulations by the Board of Governors of the Federal Reserve System (the Board).
Bancshares is required to file with the Board annual reports and other information regarding its business operations and those of its subsidiaries. It is also subject to examination by the Board and is required to obtain Board approval prior to acquiring, direct or indirectly, ownership or control of any voting shares of any bank if, after such acquisition, it would own or control, directly or indirectly, more than 5% of the voting stock of such bank, unless it already owns a majority of the voting stock of such bank. Furthermore, a bank holding company is, with limited exceptions, prohibited from acquiring direct or indirect ownership or control of more than 5% of the voting stock of any company which is not a bank or a bank holding company, and must engage only in the business of banking or managing or controlling banks or furnishing services to or performing services for its subsidiary banks. One of the exceptions to this prohibition is the ownership of shares of a company the activities of which the Board has determined to be so closely related to banking or managing or controlling banks as to be a proper incident thereto.
Whether or not a particular non-banking activity is permitted under the Act, the Board is authorized to require a holding company to terminate any activity, or divest itself of any non-banking subsidiary, if in its judgment the activity or subsidiary would be unsound.
In addition to the limitations of Louisiana law with respect to the ownership of banks described below, the ownership or control of voting shares of a second bank by a bank holding company, is restricted by the Bank Holding Company Act unless the prior approval of the Federal Reserve Board is obtained.
Bancshares is also subject to provisions of the Louisiana Bank Holding Company Act which permits acquisitions of banks or bank holding companies. Other provisions of the Act prohibit subsidiaries of a bank holding company from engaging in any business other than those closely related to banking. The Louisiana Office of Financial Institutions is authorized to administer the Louisiana Act by the issuance of orders and regulations. At present, prior approval of the Commissioner of Financial Institutions would not be required for the formation and operation of a non-bank subsidiary of Bancshares if its activities meet the requirements of the Louisiana Act.
The Bank is subject to regulation and supervision, of which regular bank examinations are a part, by the Louisiana Office of Financial Institutions. The Bank is a member of the FDIC which currently insures the deposits of each member bank to a maximum of $100,000 per depositor. For this protection, each bank pays a semi-annual statutory assessment and is subject to the rules and regulations of the FDIC. The Bank is not a member of the Federal Reserve System. However, upon consummation of the Merger, Bancshares became a "affiliate" of the Bank within the meaning of the Federal Reserve Act and the Federal Deposit Insurance Act which impose restrictions on loans by the Bank to Bancshares, investments by the Bank in the stock or securities of Bancshares, and on the use of such stock or securities as collateral security for loans by the Bank to any borrower. Bancshares is also subject to certain restrictions with respect to engaging in the business of issuing, flotation, underwriting, public sale and distribution of securities.
The Board of Directors of Bancshares has no present plans or intentions to cause Bancshares to engage in any substantial business activity which would be permitted to it under the Act or the Louisiana Act but which is not permitted to the Bank; however, a significant reason for formation of the one-bank holding company was to take advantage of the additional flexibility afforded by the structure if the Board of Directors concludes that such action would be in the best interest of its shareholders.
Regulatory Matters
At periodic intervals, both Louisiana Department of Financial Institutions examiners and the FDIC routinely examine Bank's financial statements as part of their legally prescribed oversight of the Banking industry. Based on these examinations, the regulators can direct that the Bank's financial statements be adjusted in accordance with their findings. The regulators have not proposed adjustments to the Bank's financial statements in prior years. However, in view of the increasingly uncertain regulatory environment in which the Bank now operates, the extent, if any, to which a forthcoming regulatory examinations may ultimately result in adjustments to the 1994 financial statements cannot presently be determined.
Statistical Information
The following tables contain additional information concerning the business and operations of Bancshares and its subsidiaries and should be read in conjunction with the Consolidated Financial Statements of the Registrant and Management's Discussion and Analysis of Financial Condition and Results of Operations.
I. DISTRIBUTION OF ASSETS, LIABILITIES AND STOCKHOLDERS' EQUITY: INTEREST RATES AND INTEREST DIFFERENTIAL
The information called for in this item is included in Bancshares' Annual Report to Shareholders on page 13 and is incorporated herein by reference.
II. INVESTMENT PORTFOLIO
Carrying values of securities held are as follows (in thousands of dollars):
December 31 1994 1993 1992 Hold to Maturity
U.S. Treasury $ 3,156 $ 5,762 $ 6,142 U.S. Agencies and Corporations 5,943 10,747 15,270 States and Political Subdivisions 366 28 57 Other Investments 29 365 463 ------- ------- ------- $ 9,494 $16,902 $21,932 ======= ======= ======= Available for Sale
U.S. Treasury $ 1,499 U.S. Agencies and Corporations 5,219 Other Investments 472 ------- $ 7,190 =======
Carrying values, maturities and average yields of securities held are as follows (in thousands of dollars): December 31, 1994 Amortized Average Market Cost Yield Value Hold to Maturity U.S. Treasury Due within one year $ 3,156 5.3% $ 3,128
U.S. Agencies and Corporations Due within one year 4,505 5.8 4,488 One to five years 1,078 4.8 1,041 Five to ten years 214 9.4 216 After ten years 146 8.3 136 ----- ----- 5,943 5.8 5,881
States and Political Subdivisions Due within one year 9 7.3 9 One to five years 96 5.6 95 Five to ten years 261 5.6 251 ---- ---- 366 5.6 355
Other Investments One to five years 29 18.0 29 ------- ------- $ 9,494 5.7% $ 9,393 ======= ===== ======= Available for Sale U.S. Treasury Due within one year $ 1,500 4.6% $ 1,499
U.S. Agencies and Corporations Due within one year 950 5.2 922 One to five years 3,510 5.9 3,534 Over ten years 774 5.5 763 ----- ----- 5,234 5.7 5,219
Other Investments Over ten years 472 2.6 472 ------- ------- $ 7,206 5.3% $ 7,190 ======= ==== =======
Carrying values, maturities and average yields of securities held are as follows (in thousands of dollars):
December 31, 1993 Book Average Market Value Yield Value U. S. Treasury Due within one year $ 4,261 4.0% $ 4,259 One to five years 1,501 4.6 1,508 ------ ------ 5,762 4.0% 5,767
U. S. Agencies and Corporations Due within one year 4,126 6.4% 4,133 One to five years 4,034 4.8 4,041 Five to ten years 1,537 3.9 1,554 After ten years 1,050 7.2 1,061 ------ ------ 10,747 5.5 10,789
States and political subdivisions Due within one year 24 9.7 25 One to five years 4 9.5 4 --- --- 28 9.7 29 Other investments One to five years 36 18.0 36 After ten years 329 3.0 329 ------ ------ 365 4.5 365 ------ ------ TOTAL $16,902 5.0% $16,950 ====== ===== ======
The weighted average yields shown have been computed by relating the forward income stream on the investments, plus or minus the anticipated accretion of discounts or amortization of premiums, to the book value of the securities. This in turn is stated at cost, adjusted for previous amortization or accretion. Average yields on issues of states and political subdivisions have not been computed on a tax equivalent basis.
III. LOAN PORTFOLIO
A. Types of Loans
The amount of loans outstanding is shown in the following table according to type and concentration of loans (in thousands of dollars):
December 31 1994 1993 1992 Commercial, financial and agricultural $24,652 $23,650 $ 12,567 Real estate: Construction 3,070 419 838 Mortgage 3,066 3,558 9,950 Installment 4,022 4,335 4,419 ------ ------ ------ 34,810 31,962 27,774 Less unearned income 35 74 109 ------ ------ ------ $34,775 $31,888 $27,665 ====== ====== ======
The loan portfolio contains no foreign loans.
B. Maturities and Sensitivities of Loans to Changes in Interest Rates
The following table presents the maturity distribution and sensitivity to interest rate changes of the loan portfolio at December 31, 1994 (in thousands of dollars):
DUE IN DUE IN DUE IN OVER OVER ONE YEAR ONE TO FIVE OR FIVE TO TEN LESS * YEARS YEARS TOTAL Maturity of Loans Commercial, financial and agriculture $ 7,144 $12,696 $ 4,812 $24,652 Real estate Construction 2,283 787 0 3,070 Mortgage 685 563 1,818 3,066 Installment 761 2,963 298 4,022 ------ ------ ----- ------ $10,873 $17,009 $ 6,928 $34,810 ====== ====== ===== ====== Interest Rate Sensitivity Loans with Pre- determined rates $ 9,318 $11,785 $ 6,505 $27,608 Loans with floating rates 1,555 5,224 423 7,202 ------ ------ ------ ------ $10,873 $17,009 $ 6,928 $34,810 ====== ====== ====== ======
*Includes demand loans, loans having no stated schedule of repayments and no stated maturity and overdrafts. C. Risk Elements
The following table sets forth the nonaccrual, past due and restructured loans. December 31 1994 1993 1992 (in thousands) Interest accruing loans past due 90 days or more:
Commercial, financial and agricultural $ 15 $ 0 $ 538 Loans secured primarily by real estate mortgages 152 0 204 Installment 1 76 4 ---- ---- ---- $ 168 $ 76 $ 746 ==== ==== ====
Nonaccrual loans $ 30 $ 32 $ 32 ==== ==== ====
At year end 1994, the loan portfolio included $46,000 in real estate loans which had been restructured.
Loans are placed on nonaccrual status when principal or interest is due and remains unpaid for ninety or more days, unless the loan is both well secured and in process of collection, or when management determines that the collateral position in the loan has deteriorated to a position where collection of principal and interest is questionable.
The Bank recognized approximately $1,000 in interest income related to these loans in the year ended December 31, 1993. No interest income was recognized in 1994 or 1992. Had the loans been accruing interest at their contracted rates, approximately $5,000, $5,000, and $75,000 of additional interest income would have been recognized for 1994, 1993 and 1992, respectively.
Potential Problem Loans
Potential problem loans, i.e. loans which are now current where there are serious doubts as to the ability of the borrower to comply with repayment terms, at December 31, 1994, amounted to $282,000 and are concentrated in private households. No significant losses are anticipated in these extensions of credit.
At December 31, 1994, loans which are classified as past due 90 days or more and on which interest is being accrued amounted to $168,000 and were concentrated in the real estate mortgage loan sector.
The following identifies the loan which is accounted for on a nonaccrual basis as of December 31, 1994 (in thousands):
Nonaccrual Loans:
Religious Organizations $30
The maritime, oil field, real estate and service industries in particular had been adversely affected by the decline in petroleum related activities in the Bank's market area. The area has experienced a recovery in this industry in recent years. Whether the recovery will continue depends on the worldwide petroleum industry.
The Bank's collateral position in those loans is such that any potential losses which may be sustained will not be significant.
Loan Concentrations
Following is a summary of gross loans and lease outstanding as of December 31, 1994, by major industry classifications (in thousands):
Oil and gas $3,066 8.8% Construction - contractors 1,586 4.6 Manufacturing: Wood products 641 1.8 Book Binding 296 .9 ----- ---- 937 2.7 Transportation: Maritime 2,586 7.4 Sanitary Services 350 1.0 Wholesale and retail trade 4,217 12.1 Real estate 11,410 32.8
Services: Hotel and Motel 1,288 3.7 Health 812 2.3 Miscellaneous repair 237 .7 Membership and religious organizations 30 .1 ----- --- 2,367 6.8
Private households 8,291 23.8 ------ ----- Total $34,810 100.0% ====== ===== The above table includes unearned income on installment and real estate loans.
IV. SUMMARY OF LOAN LOSS EXPERIENCE
The following table summarizes the activity in the allowance for loan losses arising from loans charged off, recoveries of loans previously charged off, and additions to the allowance charged to operating expense.
Year ended December 31 1994 1993 1992 (in thousands of dollars)
Total loans outstanding at December 31, net of unearned income $34,775 $31,888 $27,665
Daily average amount of loans outstanding, net of unearned income $34,148 $30,306 $29,678
Balance of the allowance for loan losses at beginning of year $ 621 $ 546 $ 642
Loans charged off: Commercial, financial and agricultural - - 151 Real estate 29 28 11 Installment and credit card 6 9 20 ----- ----- ----- Total charge-offs 35 37 182
Recoveries of loans previously charged off: Commercial, financial and agricultural 17 8 40 Real estate 72 96 11 Installment and credit card 7 8 15 ---- ---- ---- Total recoveries 96 112 66 ---- ---- ---- Net charge-offs (recoveries) (61) (75) 116 ---- ---- ---- Additions (credits) to the allowance charged to expense (180) - 20 ------ ------ ----- Balance of the allowance for loan losses at end of year $ 502 $ 621 $ 546 ====== ====== ===== Ratios: Net charge-offs (recoveries) during year to average loans outstanding (0.18)% (0.25)% 0.39%
Net charge-offs (recoveries) to loans at end of year (0.18) (0.24)% 0.42
Year ended December 31 1994 1993 1992 (in thousands of dollars)
Allowance for loan losses to average loans 1.47 2.05 1.84
Allowance for loan losses to loans at year end 1.44 1.95 1.97
Net charge-offs (recoveries) to allowance for loan losses at end of year (12.2) 12.08 21.25 Net charge-offs to provision for loan losses N/A N/A 580.00
Provision For Loan Losses and Non-performing Loans.
Management considers the allowance for possible loan losses adequate to cover possible losses on the loans outstanding as of each reporting date. It must be emphasized, however, that the determination of the level of the allowance for possible loan losses using the Bank's procedures and methods rests upon various judgments and assumptions. The factors which influence management's judgment in determining the level of the allowance for loan losses and the amount which is charged to operating expenses are: (1) past loan loss experience, (2) composition of the loan portfolio, (3) evaluation of possible future losses, (4) current economic conditions, (5) specific identification and anticipation of problem and non-performing loans, and (6) other relevant factors affecting loans.
No assurance can be given that the Bank will not in any particular period sustain loan losses which are sizable in relationship to the amount reserved or that subsequent evaluations of the loan portfolio, in light of conditions and factors then prevailing, will not require significant changes in the allowance for possible loan losses.
The following is an allocation of the allowance for loan losses by related categories of loans and the percentage of loans in each category to total loans.
December 31 1994 1993 1992 (dollars in thousands) Commercial, financial and agricultural $ 258 51.4% $ 363 74.0% $ 429 45.3% Real estate Construction 23 4.6 15 1.3 -0- 3.0 Mortgage 122 24.3 73 11.0 72 35.8 Installment 99 19.7 170 13.7 45 15.9 ---- ----- ---- ----- ---- ----- $ 502 100.0% $ 621 100.0% $ 546 100.0% ==== ===== ==== ===== ==== ===== V. DEPOSITS
The daily average amounts of deposits for the years ended are summarized below:
December 31
1994 1993 1992 (in thousands of dollars) Demand deposits (non-interest bearing) $ 8,115 $ 8,649 $ 8,426 Savings deposits 7,961 8,410 7,078 NOW accounts 4,603 4,507 3,625 Money market accounts 4,587 5,413 5,386 Other time deposits 23,073 21,931 25,436 ------ ------ ------ $48,339 $48,910 $49,951 ====== ====== ======
Remaining maturities of time deposits of $100,000 or more at December 31, 1994, are summarized as follows (in thousands of dollars):
AFTER AFTER THREE SIX BUT BUT WITHIN WITHIN WITHIN THREE SIX TWELVE MONTHS MONTHS MONTHS TOTAL
Certificates of Deposit $3,296 $3,929 $ 764 $7,989
Other time deposits -0- 719 -0- 719 ----- ----- ----- ----- $3,296 $4,648 $ 764 $8,708 ===== ===== ===== =====
The Bank has no material foreign depositors.
VI. RETURN ON EQUITY AND ASSETS
The following table shows the return on assets (net income) divided by average total assets), return on equity (net income) divided by average equity), dividend payout ratio (dividends declared per common share divided by net income per common share), equity to assets ratio (average equity divided by average total assets), and ratio of earnings to fixed charges (pre-tax income plus fixed charges divided by fixed charges) for each period indicated.
Year ended December 31
1994 1993 1992
Return on assets .89% 1.92% 1.05% Return on equity 10.16 23.14 14.98 Dividend payout ratio -0- -0- -0-
Equity to assets ratio 8.79 8.31 7.04 Ratio of earnings to fixed charges 953.76 3,045.00 384.00
VII. SHORT-TERM BORROWING
The following table summarized short-term borrowing:
1994 1993 1992 (amounts in thousands of dollars)
Amount outstanding at December 31, $ - $ - $ -
Weighted average interest rate - - -
Maturity of borrowings at December 31, Two to 30 days - - - 31 days to one year - - - One to two years - - -
Maximum amount outstanding at any month-end during each year - 450 -
Average amount outstanding during each year - 12 - Weighted average interest rate - 3.0% -
Item 2.
Item 2. Properties
Since November 1980 the main offices of the Bank and since 1982 the main offices of Bancshares have been located in a four-story office building at 1201 Brashear Avenue, Morgan City, Louisiana. The premises consist of approximately 65,000 total square feet of office space, a parking lot for 280 vehicles, and six drive-in banking stations.
During the second quarter of 1991, the Bank sold its bank building and land for its approximate book value of $2,800,000 and retained as leasehold improvements assets with a depreciated book value of approximately $500,000. These retained assets consist of items used in performance of routine banking functions such as teller stations, drive- in facilities, vaults, etc.
As part of the agreement, the Bank has leased back approximately 25,000 square feet of usable building space and the land for approximately $320,000 per year. Under the long-term operating lease the minimum term will be 15 years.
See note 16 of the financial statements.
Item 3.
Item 3. Legal Proceedings
Bancshares is not engaged in any legal actions. The Bank is involved in a number of legal actions in the normal course of its operations. In the opinion of management, based on a review of such litigation with legal counsel, the outcome of such actions should not have a material effect upon the consolidated financial position or results of operations.
Item 4.
Item 4. Matters Submitted to a Vote of Security Holders
No matters were submitted to a vote of security holders during the fourth quarter of the fiscal year covered by this report.
Part II
Item 5.
Item 5. Market for Registrant's Common Equity and Related Stockholder Matters
The primary market area for Bancshares' stock is the Morgan City and St. Mary Parish, Louisiana, area. The stock is not listed on any exchange and is not registered with the National Association of Securities Dealers, Inc. Due to lack of an actual trading market, Bancshares does not have available information to furnish the high and low sales prices or the range of bid and asked quotations for its stock.
Bancshares' subsidiary, Guaranty Bank & Trust Company of Morgan City is registrar and transfer agent for Bancshares' common stock. There were approximately 700 stockholders of record at March 10, 1995.
Bancshares declared a $0.675 dividend on its $2.70 cumulative preferred stock, payable January 4, 1995. No dividends have been declared or paid on its $.50 cumulative preferred stock since their issuance. See the Annual Report to Shareholders, pages 4-12 (Management's Discussion and Analysis of Financial Condition and Results of Operations).
Non-affiliates hold 229,019, or 60 percent of the 380,877 voting shares outstanding as of March 10, 1995.
Item 6
Item 6 Selected Financial Data
The information called for by Item 6 is included in Bancshares' Annual Report to Shareholders on page 3, in the section titled "Selected Consolidated Financial Data", and is incorporated herein by reference.
Item 7.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
The information called for by Item 7 is included in Bancshares' Annual Report on pages 4-12, in the section titled "Management's Discussion and Analysis of Financial Condition and Results of Operations", and is incorporated herein by reference.
Item 8.
Item 8. Financial Statements and Supplementary Data
The following consolidated financial statements of Bancshares and its subsidiaries, included on pages 16-40, in the Annual Report to Shareholders, are incorporated herein by reference.
Consolidated Statements of Condition - December 31, 1994 and 1993
Consolidated Statements of Income - Years ended December 31, 1994, 1993 and 1992
Consolidated Statements of Changes in Stockholders' Equity - Years ended December 31, 1994, 1993 and 1992
Consolidated Statements of Cash Flows - Years ended December 31, 1994, 1993 and 1992
Notes to Consolidated Financial Statements
Auditors' Report
Item 9.
Item 9. Disagreements on Accounting and Financial Disclosure
There have been no disagreements with Bancshares' or the Bank's independent certified public accountants on any matter of accounting principles or practice, financial statement disclosure or auditing scope or procedure within the twenty-four months prior to December 31, 1994 reported on Form 8-K.
Part III
Item 10.
Item 10. Directors and Executive Officers of the Registrant
The information called for by Item 10 is included in Bancshares' definitive Proxy Statement filed pursuant to Regulation 14(a) of the Securities Exchange Act of 1934 and is incorporated herein by reference.
Item 11.
Item 11. Executive Compensation
The information called for by this item is included in Bancshares' definitive Proxy Statement field pursuant to Regulation 14(a) of the Securities Exchange Act of 1934 and is incorporated herein by reference.
Item 12.
Item 12. Security Ownership of Certain Beneficial Owners and Management
The information called for by this item is included in Bancshares' definitive Proxy Statement filed pursuant to Regulation 14(a) of the Securities Exchange Act of 1934 and is incorporated herein by reference.
Item 13.
Item 13. Certain Relationships and Related Transactions
During 1994, the Bank engaged in banking transactions in the ordinary course of business with directors and officers of Bancshares and the Bank, and their affiliates, and expects to have such transactions in the future. In the opinion of Management, all such transactions were on substantially the same terms, including interest rates and collateral on loans, as those prevailing at the same time for comparable transactions with others and did not involve more than normal risk of collectibility or present other unfavorable features.
Part IV
Item 14.
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K
(a) 1. Financial Statements
The following consolidated financial statements of Guaranty Bancshares Holding Corporation and Subsidiaries, included on pages 16-40 of the Bancshares Annual Report to Shareholders are incorporated by reference in Item 8:
Consolidated Statements of Condition - December 31, 1994 and 1993
Consolidated Statements of Income - Years ended December 31, 1994, 1993 and 1992
Consolidated Statements of Cash Flows - Years ended December 31, 1994, 1993 and 1992
Notes to Consolidated Financial Statements
Independent Auditors' Report
(a) 2. Financial Statements Schedules
All schedules have been omitted because they are not applicable or the required information is presented in the consolidated statements or notes thereto.
(a) 3. Exhibits
(3) Articles of incorporation and by-laws*
(4) Instruments defining the rights of security holders, including indentures*
(10) Material contracts*
(11) Computation of earnings per share
(12) Statement regarding computation of ratios
(13) Annual Report to Shareholders
(23) Proxy Statement for Annual Meeting of Shareholders to be held April 17, 1995
(24) Consent of Darnall, Sikes, Kolder, Fredericks & Rainey
(27) Financial Data Schedule
*Incorporated by reference to Bancshares' registration statement on Form S-14, registration number 2-79378.
(b) Reports on Form 8-K
No reports on Form 8-K were filed by Bancshares during the quarter ended December 31, 1994.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
GUARANTY BANCSHARES HOLDING CORPORATION (Registrant)
By: /s/ Randolph Cullom Randolph Cullom, President and Chief Executive Officer
Dated March 28, 1995
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
/s/ Brooks Blakeman /s/ Randolph Cullom Brooks Blakeman, Chairman of the President and Chief Board Executive Officer Director
H. W. Bailey /s/ Conley Dutreix Director Conley Dutreix Asst. Secretary Director
/s/ Vincent Cannata /s/ Frank J. Domino Vincent Cannata Frank J. Domino, Sr., Director Director
/s/ Anthony J. Guarisco, Sr. /s/ Wiley Magee Anthony J. Guarisco, Sr., Wiley Magee Director Secretary/Treasurer Director
/s/ Lee A. Ringeman /s/ Murray Ordogne Lee A. Ringeman, Executive Vice Murray Ordogne President and Chief Financial Director Officer Director