SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarter: March 31, 1997 Commission File Number 0-13358 CAPITAL CITY BANK GROUP, INC. (Exact name of registrant as specified in its charter) Florida 59-2273542 (State or other jurisdiction of (I.R.S. Employer incorporation or organization Identification No.) 217 North Monroe Street, Tallahassee, Florida 32301 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (904) 671-0610 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirement for the past 90 days. Yes __X___ No _____ At April 30, 1997, 5,795,912 shares of the Registrant's Common Stock, $.01 par value, were outstanding. CAPITAL CITY BANK GROUP, INC. I N D E X
PART I. FINANCIAL INFORMATION PAGE NUMBER Consolidated Statements of Condition -- March 31, 1997 and December 31, 1996 3 Consolidated Statements of Income -- Three Months Ended March 31, 1997 and 1996 4 Consolidated Statements of Cash Flows -- Three Months Ended March 31, 1997 and 1996 5 Notes to Consolidated Financial Statements 6 Management's Discussion and Analysis of Financial Condition and Results of Operations 8 PART II. OTHER INFORMATION Index to Exhibits 16 Signatures 16
PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS CAPITAL CITY BANK GROUP, INC. CONSOLIDATED STATEMENTS OF CONDITION AS OF MARCH 31, 1997(1) AND DECEMBER 31, 1996 (Dollars In Thousands, Except Per Share Amounts)
March 31, December 31, 1997 1996 (Unaudited) (Audited) ASSETS Cash and Due From Banks $ 51,336 $ 62,863 Funds Sold 14,815 26,043 Investment Securities Available-for-Sale 190,536 207,189 Loans 693,477 674,675 Unearned Interest (2,247) (2,479) Allowance for Loan Losses (8,272) (8,179) Loans, Net 682,958 664,017 Premises and Equipment 33,452 34,006 Accrued Interest Receivable 7,086 6,877 Intangibles 8,091 8,398 Other Assets 11,563 12,006 Total Assets $999,837 $1,021,399 LIABILITIES Deposits: Noninterest Bearing Deposits $188,699 $ 196,486 Interest Bearing Deposits 651,367 670,210 Total Deposits 840,066 866,696 Federal Funds Purchased and Securities Sold Under Repurchase Agreements 33,955 28,697 Other Short-Term Borrowings 6,610 7,260 Long-Term Debt 17,528 18,072 Other Liabilities 9,952 11,174 Total Liabilities 908,111 931,899 SHAREHOLDERS' EQUITY Preferred Stock, $.01 par value, 3,000,000 shares authorized; no shares outstanding - - Common Stock, $.01 par value; 60,000,000 shares authorized; 5,795,906 issued and outstanding at March 31, 1997 and 5,778,366 issued and outstanding at December 31, 1996 58 58 Additional Paid In Capital 5,459 4,934 Retained Earnings 86,598 84,426 Net Unrealized Gain (Loss) on Available- for-Sale Securities (389) 82 Total Shareholders' Equity 91,726 89,500 Total Liabilities and Shareholders' Equity $999,837 $1,021,399 Book Value Per Share $ 15.83 $ 15.49
(1) All share and per share data have been adjusted for a 2-for-1 stock split effective April 1, 1997. CAPITAL CITY BANK GROUP, INC. CONSOLIDATED STATEMENTS OF INCOME FOR THE THREE MONTHS ENDED MARCH 31(1) (Dollars in Thousands, Except Per Share Amounts)
1997 1996 Unaudited Unaudited INTEREST INCOME Interest and Fees on Loans $ 15,398 $ 10,675 Investment Securities: U. S. Treasury 1,028 1,044 U. S. Government Agencies/Corp. 816 1,011 States and Political Subdivisions 832 904 Other Securities 96 69 Funds Sold 259 458 Total Interest Income $ 18,429 $ 14,161 INTEREST EXPENSE Deposits 6,362 4,770 Federal Funds Purchased & Securities Sold Under Repurchase Agreements 373 283 Other Short-Term Borrowings 37 12 Long-Term Debt 304 30 Total Interest Expense 7,076 5,095 Net Interest Income 11,353 9,066 Provision for Loan Losses 456 261 Net Interest Income After Provision for Loan Losses 10,897 8,805 NONINTEREST INCOME Service Charges on Deposit Accounts 2,013 1,519 Data Processing 800 667 Income from Fiduciary Activities 275 288 Securities Transactions (2) 12 Other 1,364 1,072 Total Noninterest Income 4,450 3,558 NONINTEREST EXPENSE Salaries and Employee Benefits 5,794 4,785 Occupancy, Net 705 617 Furniture and Equipment 1,285 891 Other 3,017 2,485 Total Noninterest Expense 10,801 8,778 Income Before Income Taxes 4,546 3,585 Income Tax Expense 1,504 1,018 NET INCOME $ 3,042 $ 2,567 Net Income Per Share $ .53 $ .45 Cash Dividends Per Share $ .15 $ .135 Average Shares Outstanding 5,792,292 5,719,960
(1) All share and per share data have been adjusted for a 2-for-1 stock split effective April 1, 1997. CAPITAL CITY BANK GROUP, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE PERIODS ENDED MARCH 31 (Dollars in Thousands)
1997 1996 (Unaudited) (Unaudited) NET INCOME $ 3,042 $ 2,567 Adjustments to Reconcile Net Income to Cash Provided by Operating Activities: Provision for Loan Losses 456 261 Depreciation 782 609 Net Amortization (Accretion)-AFS Securities 117 303 Amortization of Intangible Assets 307 61 Non-Cash Compensation 184 90 Net (Increase) Decrease in Interest Receivable (209) 27 Net (Increase) Decrease in Other Assets 553 (331) Net Increase (Decrease) in Other Liabilities (1,222) (1,814) Net Cash From Operating Activities 4,010 1,773 CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from Payments/Maturities of Investment Securities-AFS 15,954 36,084 Purchase of Investment Securities-AFS - (17,965) Net (Increase) Decrease in Loans (19,397) (19,124) Purchase of Premises & Equipment (456) (949) Sales of Premises & Equipment 228 - Net Cash from Investing Activities (3,671) (1,954) CASH FLOWS FROM FINANCING ACTIVITIES: Net Increase (Decrease) in Deposits (26,630) (22,417) Net Increase (Decrease) in Federal Funds Purchased 5,258 8,693 Net Increase (Decrease) in Other Short-Term Borrowings (650) (574) Repayment of Long-Term Debt (544) (27) Dividends Paid (869) (3,313) Issuance of Common Stock 341 186 Net Cash From Financing Activities (23,094) (17,452) Net Increase (Decrease) in Cash and Cash Equivalents (22,755) (17,633) Cash and Cash Equivalents at Beginning of Period 88,906 103,063 Cash and Cash Equivalents at End of Period $ 66,151 $ 85,430 Supplemental Disclosure: Interest Paid $ 6,426 $ 6,237 Taxes Paid - - Transfer of Loans to ORE $ 443 $ 897
CAPITAL CITY BANK GROUP, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (1) MANAGEMENT'S OPINION AND ACCOUNTING POLICIES The consolidated financial statements, included herein, have been prepared by the Company, 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. Prior year financial statements have been reformatted and/or amounts reclassified, as necessary, to conform with the current year presentation. All share and per share data have been adjusted to reflect a 2-for-1 stock split paid effective April 1, 1997. In the opinion of management, the consolidated financial statements contain all adjustments, which are those of a recurring nature, and disclosures necessary to present fairly the financial position of the Company as of March 31, 1997 and December 31, 1996, and the results of operations and cash flows for the three month periods ended March 31, 1997 and 1996. The Company and its subsidiaries follow generally accepted accounting principles and reporting practices applicable to the banking industry. The principles which materially affect the financial position, results of operations and cash flows are set forth in Notes to Consolidated Financial Statements which are included in the Company's 1996 Annual Report and Form 10-K. The Company has not significantly changed its accounting and reporting policies from those disclosed in its 1996 Annual Report on Form 10-K. (2) INVESTMENT SECURITIES The carrying value and related market value/amortized cost of investment securities in the available-for-sale portfolio at March 31, 1997 and December 31, 1996 were as follows (dollars in thousands):
March 31, 1997 Amortized Unrealized Unrealized Market Available-For-Sale Cost Gains Losses Value U. S. Treasury $ 37,223 $ 16 $ 147 $ 37,092 U. S. Government Agencies and Corporations 50,323 5 682 49,646 States and Political Subdivisions 70,706 345 284 70,767 Mortgage Backed Securities 27,743 279 146 27,876 Other Securities 5,156 2 3 5,155 Total $191,151 $647 $1,262 $190,536 December 31, 1996 Amortized Unrealized Unrealized Market Available For Sale Cost Gains Losses Value U. S. Treasury $ 40,766 $ 75 $ 9 $ 40,832 U. S. Government Agencies and Corporations 57,381 32 376 57,037 States and Political Subdivisions 74,196 620 117 74,699 Mortgage Backed Securities 29,266 160 257 29,169 Other Securities 5,448 4 - 5,452 Total $207,057 $ 891 $ 759 $207,189
(3) LOANS The composition of the Company's loan portfolio at March 31, 1997 and December 31, 1996 was as follows (dollars in thousands):
March 31, December 31, 1997 1996 Commercial, Financial and Agricultural $ 68,493 $ 57,023 Real Estate-Construction 35,612 30,594 Real Estate-Mortgage 452,732 449,905 Consumer 136,640 137,153 Gross Loans $693,477 $674,675
(4) ALLOWANCE FOR LOAN LOSSES An analysis of the changes in the allowance for loan losses for the three month period ended March 31, 1997 and 1996, is as follows (dollars in thousands):
March 31, 1997 1996 Balance, Beginning of the Period $8,179 $6,474 Provision for Loan Losses 456 261 Recoveries on Loans Previously Charged-Off 183 104 Loans Charged-Off (546) (410) Balance, End of Period $8,272 $6,429
Impaired loans are primarily defined as all nonaccruing loans for the loan categories which are included within the scope of SFAS 114. Selected information pertaining to impaired loans is depicted in the table below (dollars in thousands):
March 31, 1997 Impaired Loans: Valuation Balance Allowance With Related Credit Allowance $ 141 $ 48 Without Related Credit Allowance 1,429 - Average Recorded Investment for the Period 2,131 * Interest Income: Recognized $ 24 Collected $ 24 March 31, 1996 Impaired Loans: Valuation Balance Allowance With Related Credit Allowance $ 133 $ 19 Without Related Credit Allowance 1,642 - Average Recorded Investment for the Period 2,166 * Interest Income: Recognized $ 12 Collected $ 7
* Not Applicable The Company recognizes income on impaired loans primarily on the cash basis. Any change in the present value of expected cash flows is recognized through the allowance for loan losses. (5) DEPOSITS The composition of the Company's interest bearing deposits at March 31, 1997 and December 31, 1996 was as follows (dollars in thousands):
March 31, 1997 December 31, 1996 NOW Accounts $103,681 $114,507 Money Market Accounts 79,599 79,352 Savings Deposits 90,191 91,986 Other Time Deposits 377,896 384,365 Total Interest Bearing Deposits $651,367 $670,210
(6) ACCOUNTING PRONOUNCEMENTS Effective January 1, 1997, Capital City Bank Group adopted SFAS No. 125, "Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities." This Statement establishes new rules for determining whether a transfer of financial assets constitutes a sale and, if so, the determination of any resulting gain or loss. This Statement requires that an enterprise recognize only assets it controls and liabilities it has incurred, to remove assets only when control has been surrendered, and to remove liabilities only when they have been extinguished. The Statement will be effective for the Company's December 31, 1997 financial statements and is not anticipated to have a material impact on the Company's financial condition or results of operations. In February 1997, the Financial Accounting Standards Board issued Statements of Financial Accounting Standards (SFAS) No. 128, "Earnings per Share" which, when adopted, will replace the current methodology for calculating and presenting earnings per share. Under SFAS No. 128, primary earnings per share will be replaced with a presentation of basic earnings per share and fully diluted earnings per share will be replaced with diluted earnings per share. Basic earnings per share excludes dilution and is computed by dividing income available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share is computed similarly to fully diluted earnings per share. The Statement will be effective for the Company's December 31, 1997 financial statements and is not anticipated to have a material impact on the Company's financial condition or results of operations. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion sets forth the major factors that have affected the Company's financial condition and results of operations and should be read in conjunction with the accompanying financial statements. The year-to-date averages used in this report are based on daily balances for each respective period. On July 1, 1996, the Company completed its acquisition of First Financial Bancorp, Inc. and its wholly-owned subsidiary, First Federal Bank (collectively referred to as "First Financial"). The acquisition was accounted for as a purchase. Financial comparisons to prior year periods are not necessarily comparable due to the impact of the acquisition. RESULTS OF OPERATIONS Net Income Net income was $3.0 million, or $.53 per share for the first quarter of 1997, a per share increase of 17.8% over the $2.6 million, or $.45 per share for the comparable period in 1996. Operating revenues, which include net interest income and noninterest income, increased $3.2 million, or 25.2%, over the first quarter of 1996, and was the most significant factor contributing to the increase in earnings (dollars in thousands):
For The Three Months Ended March 31, 1997 1996 Interest Income $18,429 $14,161 Taxable Equivalent Adjustment(1) 427 461 Interest Income (FTE) 18,856 14,622 Interest Expense 7,076 5,095 Net Interest Income (FTE) 11,780 9,527 Provision for Loan Losses 456 261 Taxable Equivalent Adjustment 427 461 Net Int. Inc. After Provision 10,897 8,805 Noninterest Income 4,450 3,558 Noninterest Expense 10,801 8,778 Income Before Income Taxes 4,546 3,585 Income Taxes 1,504 1,018 Net Income $ 3,042 $ 2,567 Percent Change 18.50% 17.32% Return on Average Assets (2) 1.23% 1.30% Return on Average Equity (2) 13.61% 12.59%
(1) Computed using a statutory tax rate of 35% (2) Annualized Net Interest Income First quarter taxable equivalent net interest income increased $2.3 million, or 23.9%, over the comparable period for 1996. The increase is attributable to a higher level of earning assets and growth in the loan portfolio. The acquisition of First Financial contributed significantly to the Company's growth and increase in net interest income. Table I on page 14 provides a comparative analysis of the Company's average balances and interest rates. Taxable-equivalent interest income increased $4.3 million, or 29.1%, due to growth in the loan portfolio. Loans, which represent the Company's highest yielding asset, increased (on average) $226.2 million, or 50.0%, representing 75.7% of total earning assets during the first quarter of 1997 versus 64.1% for the comparable quarter in 1996. The substantial increase in the loan portfolio reflects the First Financial acquisition and a reduction in the investment portfolio. The favorable shift in mix of earning assets contributed to an increase of 20 basis points in the yield on earning assets which rose from 8.33% in the first quarter of 1996 to 8.53% in 1996. Interest expense increased $2.0 million, or 38.9%, due to higher levels of interest bearing deposits and a shift in deposit mix. Average deposits increased $166.7 million, or 24.8%, reflecting the acquisition of First Financial. Certificates of deposit, which generally represent a higher cost of funds than other deposit offerings, increased as a percent of average deposits from 38.3% in the first quarter of 1996 to 45.2% in the first quarter of 1997. This shift in deposit mix is attributable to the mix of acquired deposits and led to a 17 basis point increase in the average rate paid on interest bearing liabilities, which rose from 3.83% in the first quarter of 1996 to 4.00% in the first quarter of 1997. The Company's interest rate spread (defined as the average taxable equivalent yield on earning assets less the average rate paid on interest bearing liabilities) increased from 4.50% in the first quarter of 1996 to 4.52% in the comparable quarter for 1997 due to the higher yield on earning assets. The Company's net interest margin percentage (defined as taxable-equivalent net interest income divided by average earning assets) was 5.43% in the first quarter of 1996, versus 5.32% in the first quarter of 1997. The decrease in the margin reflects the higher costs of funds. Provisions for Loan Losses The provision for loan losses for the three months ended March 31, 1997, was $456,000 versus $261,000 for the first quarter of 1996. Net charge-offs, while up slightly from 1996, remain at historically low levels relative to the size of the loan portfolio. Nonperforming loans declined $400,000, or 13.3%, during the first quarter. As compared to year-end, the reserve for loan losses increased slightly to $8.3 million, and represented 1.20% of total loans versus 1.22%. For a discussion of the Company's nonperforming loans, see the section entitled "Financial Condition." Based on current economic conditions, the low level of nonperforming loans and net charge-offs, it is management's opinion that the allowance for loan losses as of March 31, 1997, is sufficient to provide for losses inherent in the portfolio as of that date. Charge-off activity for the respective periods is set forth below.
Three Months Ended March 31, 1997 1996 Net Charge-Offs $363,000 $306,000 Net Charge-Offs (Annualized) as a percent of Average Loans Outstanding, Net of Unearned Interest .20% .28%
Noninterest Income Noninterest income increased $892,000, or 25.1%, over the first quarter of 1996, which included gains in all major categories except income from fiduciary activities, which was down slightly. Although the acquisition of First Financial positively impacted noninterest income, the increase is principally attributable to the implementation of recommendations resulting from a profit enhancement program conducted in the latter half of 1995 and repricing of the Bank's service fees. Service charges on deposit accounts increased $494,000, or 32.5%. The increase in the first quarter of 1997, compared to the comparable quarter in 1996, reflects an increase in the bank service fees which went into effect on July 1, 1996. Data processing revenues increased $133,000, or 19.9%, over the first quarter of 1996. The increase reflects higher processing revenues associated with both government agencies and third party banks. Other income increased $292,000, or 27.2%, over the comparable quarter of 1996. Gains on the sale of real estate loans increased $142,000 due to the acquisition of First Financial. Additionally, check printing income increased $56,000 and credit life insurance commissions increased $43,000. Noninterest income as a percent of average assets was 1.7% for the first quarter of 1997 versus 1.8% for the comparable quarter in 1996. Noninterest Expense Noninterest expense in the first quarter of 1997 increased $2.0 million, or 23.0%, over the first quarter of 1996. The comparison to first quarter 1996 is substantially impacted by the acquisition of First Financial. In a linked quarter comparison, noninterest expense is up $69,000, or .64% versus the fourth quarter 1996. Compensation expense increased $1.0 million, or 21.1%, over the first quarter of 1996 reflecting annual raises and an increase in full-time equivalent employees of 73. Occupancy expense, including premises, furniture, fixtures and equipment increased $482,000, or 32.0%. The increase is primarily attributable to the addition of five new offices through the First Financial acquisition. Other noninterest expense increased $532,000, or 21.4%. The increase was principally attributable to advertising, which was up $131,000, or 102%, and amortization of intangible assets, which was up $165,000, or 271%. Net noninterest expense (noninterest income minus noninterest expense) as a percent of average assets was 2.58% in the first quarter of 1997 versus 2.98% for the first quarter of 1996. The Company's efficiency ratio (noninterest expense expressed as a percent of the sum of taxable-equivalent net interest income plus noninterest income) was 66.5% in the first quarter 1997 compared to 67.1% for the comparable quarter in 1996. The reduction in the efficiency ratio is attributable to growth in operating revenues. Income Taxes The provision for income taxes increased $486,000, or 47.7%, over the first quarter of 1996. The increase in the provision is attributable to higher taxable income. The Company's effective tax rate for the first quarter of 1997 was 33.1% compared to 28.4% for the same quarter in 1996. The increase in the effective tax rate is attributable to a decrease in tax exempt income as a percent of taxable income in the first quarter of 1997 as compared to first quarter of 1996. FINANCIAL CONDITION Average balances for the first quarter of 1997 reflect the acquisition of First Financial which was consummated on July 1, 1996. Table I on page 14 presents average balances for the three months ended March 31, 1997 and 1996. The Company's average assets increased to $999.8 million in the first quarter of 1997 from $791.2 million in the first quarter of 1996. Average earning assets were $896.1 million for the three months ended March 31, 1997 versus $705.5 million for the comparable quarter of 1996. The most significant change in the mix of earning assets occurred through growth in the loan portfolio. Average loans were up $226.2 million, or 50.0%. The increase in the loan portfolio reflects the First Financial acquisition and a reduction in the investment portfolio. The investment portfolio is a significant component of the Company's operations and, as such, it functions as a key element of liquidity and asset/liability management. Securities in the Available-for-Sale portfolio are recorded at fair value and unrealized gains and losses associated with these securities are recorded, net of tax, as a separate component of shareholders' equity. At March 31, 1997, shareholders' equity included a net unrealized loss of $389,000 compared to a gain of $82,000 at December 31, 1996. The reduction in value reflects the rise in interest rates during the first quarter. At March 31, 1997, the Company's nonperforming loans were $2.6 million versus $3.0 million at year-end and $4.6 million at March 31, 1996. As a percent of nonperforming loans, the allowance for loan losses represented 323% at March 31, 1997 versus 276% at December 31, 1996 and 183% at March 31, 1996. Nonperforming loans include nonaccruing and restructured loans. Other real estate, which includes property acquired either through foreclosure or by receiving a deed in lieu of foreclosure, was $1.6 million at March 31, 1997, versus $1.5 million at December 31, 1996, and $1.1 million at March 31, 1996. The ratio of nonperforming assets as a percent of loans plus other real estate was .60% at March 31, 1997 compared to .66% at December 31, 1996 and 1.00% at March 31, 1996. Average deposits increased 24.8% from $673.2 million in the first quarter of 1996, to $840.0 million in the first quarter of 1997. The growth in deposits is attributable to the acquisition of First Financial. At the time of acquisition, certificates of deposit constituted 75% of the acquired deposits. As a result, the Company experienced a significant shift in its deposit mix. During the first quarter, certificates of deposit represented 45.2% of total deposits compared to 38.3% for the comparable quarter in 1996. This shift in mix has contributed to a compression in the Company's net interest margin which averaged 5.32% in the first quarter of 1997 versus 5.43% in 1996. The ratio of average noninterest bearing deposits to total deposits was 21.3% for the first quarter of 1997 compared to 24.5% for the first quarter of 1996. For the same periods, the ratio of average interest bearing liabilities to average earning assets was 80.0% and 75.9%, respectively. The change in both ratios is primarily attributable to the acquisition of First Financial. LIQUIDITY AND CAPITAL RESOURCES Liquidity, for a financial institution, is the availability of funds to meet increased loan demand and/or excessive deposit withdrawals. Management has implemented a financial structure that provides ready access to sufficient liquid funds to meet normal transaction requirements, take advantage of investment opportunities and cover unforeseen liquidity demands. In addition to core deposit growth, sources of funds available to meet liquidity demands for the subsidiary banks include federal funds sold, near-term loan maturities, securities held in the available-for-sale portfolio, and the ability to purchase federal funds through established lines of credit with correspondent banks. Additionally, the parent company maintains a $25.0 million revolving line of credit. As of March 31, 1997, there was $14.5 million outstanding under this facility. On July 1, 1996, the Company borrowed $15.0 million to fund the acquisition of First Financial Bancorp. During the first quarter of 1997, principal reductions on the line of credit totaled $500,000. The Company's equity capital was $91.7 million as of March 31, 1997 compared to $89.5 million as of December 31, 1996. Management continues to monitor its capital position in relation to its level of assets with the objective of maintaining a strong capital position. The leverage ratio was 8.36% at March 31, 1997 compared to 7.87% at December 31, 1996. Further, the Company's risk-adjusted capital ratio of 13.73% at March 31, 1997, significantly exceeds the 8.0% minimum requirement under the risk-based regulatory guidelines. State and federal regulations as well as the Company's long-term debt agreements place certain restrictions on the payment of dividends by both the Company and its Group banks. At March 31, 1997, these regulations and covenants did not impair the Company's (or its Group banks') ability to declare and pay dividends or to meet other existing obligations in the normal course of business. During the first three months of 1997, shareholders' equity increased $2.2 million, or 9.9%, on an annualized basis. Growth in equity during the first quarter was adversely impacted by a reduction of $471,000 in the Company's net unrealized gain on available-for-sale securities, which declined from an $82,000 gain at December 31, 1996 to a $389,000 loss at March 31, 1997. The loss in value reflects the rise in interest rates which occurred primarily during March 1997. Additionally, shareholders' equity reflects the declaration and payment of dividends totaling $869,000 ($.15 per share) during the first quarter. At March 31, 1997, the Company's common stock had a book value of $15.83 per share compared to $15.49 at December 31, 1996. Pursuant to the Company's stock repurchase program adopted in 1989, the Company has repurchased 527,160 shares (split adjusted) of its common stock. No shares have been repurchased in 1997. During the first quarter, the Company issued 17,540 shares under its performance incentive and stock purchase plans. IMPACT OF ACCOUNTING STANDARDS Effective January 1, 1997, Capital City Bank Group adopted SFAS No. 125, "Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities." This Statement establishes new rules for determining whether a transfer of financial assets constitutes a sale and, if so, the determination of any resulting gain or loss. This Statement requires that an enterprise recognize only assets it controls and liabilities it has incurred, to remove assets only when control has been surrendered, and to remove liabilities only when they have been extinguished. In February 1997, the Financial Accounting Standards Board issued SFAS No. 128, "Earnings per Share" which, when adopted, will replace the current methodology for calculating and presenting earnings per share. The Statement will be effective for the Company's December 31, 1997 financial statements. Neither statement has a material impact on the Company's financial condition or results of operations. TABLE I AVERAGES BALANCES & INTEREST RATES (Taxable Equivalent Basis - Dollars in Thousands)
For Three Months Ended March 31, 1997 Average Average Balance Interest Rate ASSETS Loans, Net of Unearned Interest $678,730 $15,438 9.22% Taxable Investment Securities 124,657 1,940 6.30% Tax-Exempt Investment Securities 72,250 1,219 6.75% Funds Sold 20,493 259 5.11% Total Earning Assets 896,130 18,856 8.53% Cash & Due From Banks 50,180 Allowance for Loan Losses (8,275) Other Assets 61,802 TOTAL ASSETS $999,837 LIABILITIES NOW Accounts $110,072 506 1.86% Money Market Accounts 79,882 579 2.94% Savings Accounts 91,236 451 2.00% Other Time Deposits 379,585 4,826 5.16% Total Interest Bearing Deposits 660,775 6,362 3.90% Funds Purchased 31,779 373 4.76% Other Short-Term Borrowings 6,281 37 2.36% Long-Term Debt 18,031 304 6.84% Total Int. Bearing Liabilities 716,866 7,076 4.00% Noninterest Bearing Deposits 179,184 Other Liabilities 13,166 TOTAL LIABILITIES 909,216 SHAREHOLDERS' EQUITY Common Stock 58 Surplus 5,301 Retained Earnings 85,262 TOTAL SHAREHOLDERS' EQUITY 90,621 TOTAL LIABILITIES & EQUITY $999,837 Net Interest Rate Spread 4.52% Net Interest Income $11,780 Net Interest Margin 5.32% For Three Months Ended March 31, 1996 Average Average Balance Interest Rate ASSETS Loans, Net of Unearned Interest $452,579 $10,712 9.52% Taxable Investment Securities 142,307 2,124 6.00% Tax-Exempt Investment Securities 76,053 1,329 6.99% Funds Sold 34,578 458 5.33% Total Earning Assets 705,517 14,623 8.33% Cash & Due From Banks 49,772 Allowance for Loan Losses (6,506) Other Assets 42,411 TOTAL ASSETS $791,194 LIABILITIES NOW Accounts $ 99,117 $ 432 1.75% Money Market Accounts 72,217 524 2.92% Savings Accounts 79,219 407 2.07% Other Time Deposits 257,485 3,407 5.32% Total Interest Bearing Deposits 508,038 4,770 3.78% Funds Purchased 23,986 283 4.75% Other Short-Term Borrowings 1,310 12 3.68% Long-Term Debt 1,927 30 6.26% Total Int. Bearing Liabilities 535,261 5,095 3.83% Noninterest Bearing Deposits 165,193 Other Liabilities 8,737 TOTAL LIABILITIES 709,191 SHAREHOLDERS' EQUITY Common Stock 62 Surplus 5,842 Retained Earnings 76,099 TOTAL SHAREHOLDERS' EQUITY 82,003 TOTAL LIABILITIES & EQUITY $791,194 Net Interest Rate Spread 4.50% Net Interest Income $9,528 Net Interest Margin 5.43%
(1) Average balances include nonaccrual loans. Interest income includes fees on loans of approximately $705,000 and $476,000, for the three months ended March 31, 1997 and 1996, respectively. (2) Interest income includes the effects of taxable equivalent adjustments using a 35% tax rate. PART II. OTHER INFORMATION Items 1-5. Not applicable Item 6. Exhibits and Reports on Form 8-K (A) Exhibits Not applicable (B) Reports on Form 8-K The Company did not file any reports on Form 8-K during the period ended March 31, 1997. 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 Chief Financial Officer hereunto duly authorized. CAPITAL CITY BANK GROUP, INC. (Registrant) J. Kimbrough Davis Senior Vice President and Chief Financial Officer Date: May 13, 1996