Table of Contents
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
| þ | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
OR
| o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2006
Commission File Number 0-30050
PEOPLES FINANCIAL CORPORATION
| Mississippi incorporation or organization) |
64-0709834 Identification number |
| Lameuse and Howard Avenues, Biloxi, Mississippi |
39533 |
228-435-5511
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12 (b) of the Act:
| Title of Each Class | Name of Each Exchange on Which Registered | |
None
|
None |
Securities registered pursuant to Section 12 (g) of the Act:
Common, $1.00 Par Value
(Title of each class)
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of
the Securities Act. YES o NO þ
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or
Section 15(d) of the Act. YES o NO þ
Note — Checking the box above will not relieve any registrant required to file reports pursuant to
Section 13 or 15(d) of the Exchange Act from their obligations under those Sections.
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 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 þ NO o
Indicate by check mark if disclosure of delinquent filers pursuant to item 405 of Regulation S-K is
not contained herein, and will not be contained, to the best of the Registrant’s knowledge in
definitive proxy or information statements incorporated by reference in Part III of this Form 10-K
or any amendment to the Form 10-K. þ
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer,
or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in
Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer o Accelerated filer þ Non-Accelerated filer o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act). YES o NO þ
At June 30, 2006, the aggregate market value of the registrant’s voting stock held by
non-affiliates was approximately $99,175,000.
On March 1, 2007, the registrant had outstanding 5,548,199 shares of common stock, par value of
$1.00 per share.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Registrant’s Annual Report to Shareholders for the year ended December 31, 2006 are
incorporated by reference into Parts I, II and III of this report. Except for those portions of
the Registrant’s Annual Report to Shareholders expressly incorporated herein by reference, the
Annual Report is not deemed filed with the Securities and Exchange Commission. Portions of the
Registrant’s Definitive Proxy Statement issued in connection with the Annual Meeting of
Shareholders to be held April 18, 2007, are incorporated by reference into Part III of this report.
Table of Contents
CONTENTS
Table of Contents
PART I
ITEM 1 — DESCRIPTION OF BUSINESS
BACKGROUND AND CURRENT OPERATIONS
General
Peoples Financial Corporation (the “Company”) was organized as a one bank holding company in 1984.
The Company is headquartered in Biloxi, Mississippi. At December 31, 2006, the Company operates in
the state of Mississippi through its wholly-owned subsidiary, The Peoples Bank, Biloxi, Mississippi
(the “Bank”). The Company is engaged, through this subsidiary, in the banking business. The Bank
is the Company’s principal asset and primary source of revenue.
The Main Office, operations center and asset management and trust services of the Bank are located in downtown Biloxi, MS. At December 31, 2006, the Bank also had fifteen (15) branches
located throughout Harrison, Hancock, Jackson and Stone Counties. The Bank has automated teller
machines (“ATM”) at its Main Office, all branch locations and at numerous non-proprietary
locations.
The Bank Subsidiary
The Company’s wholly-owned bank subsidiary is The Peoples Bank, which was originally chartered in
1896 in Biloxi, Mississippi. The Bank is a state chartered bank whose deposits are insured under
the Federal Deposit Insurance Act. The Bank is not a member of the Federal Reserve System. The
legal name of the Bank was changed to The Peoples Bank, Biloxi, Mississippi, during 1991.
Most of the Bank’s business originates from trade area of Harrison, Hancock, Stone and Jackson
Counties in Mississippi; however, some business is obtained from other counties in southern
Mississippi.
Nonbank Subsidiary
In 1985, PFC Service Corp. (“PFC”) was chartered and began operations as the second wholly-owned
subsidiary of Peoples Financial Corporation. The purpose of PFC was principally the leasing of
automobiles and equipment. PFC is inactive at this time.
Products And Services
The Bank currently offers a variety of services to individuals and small to middle market
businesses within its trade area.
The Bank’s primary lending focus is to offer business, commercial, real estate,
construction, personal and installment loans, with an emphasis on commercial lending.
Concentrations in the hotel/motel
1
Table of Contents
and gaming industries are monitored by the Company. Each loan officer has board
approved lending limits on the principal amount of secured and unsecured loans that can be approved
for a single borrower without prior approval of the loan committee. All loans, however, must meet
the credit underwriting standards and loan policies of the Bank.
Deposit services include interest bearing and non-interest bearing checking accounts, savings
accounts, certificates of deposit, and IRA accounts. The Bank also offers a non-deposit funds
management account, which is not insured by the FDIC. The Bank generally provides depository
accounts to individuals and small and middle market businesses in its trade area at interest
rates consistent with market conditions.
The Bank’s Asset Management and Trust Services Department offers personal trust, agencies and
estate services, including living and testamentary trusts, executorships, guardianships, and
conservatorships. Benefit accounts maintained by the Department primarily include self-directed
individual retirement accounts. Escrow management, stock transfer and bond paying agency accounts
are available to corporate customers.
The Bank also offers a variety of other functions including collection services, wire services,
safe deposit box facilities, night drop facilities, cash management and Internet banking. The Bank
has more than thirty ATMs at its branch locations and other off-site, non-proprietary locations,
providing bank customers access to their depository accounts. The Bank is a member of the PULSE
network.
There has been no significant change in the kind of services offered by the Bank during the last
three fiscal years.
Customers
The Bank has a large number of customers acquired over a period of many years and is not dependent
upon a single customer or upon a few customers. The Bank also provides services to customers
representing a wide variety of industries including seafood, retail, hospitality, hotel/motel,
gaming and construction. While the Company has pursued external growth strategies on a limited
basis, its primary focus has been on internal growth by the Bank through the establishment of new
branch locations and an emphasis on strong customer relationships.
Employees
At December 31, 2006, the Bank employed 211 full-time employees and 16 part-time employees.
The Company has no employees who are not employees of the bank subsidiary. Through the bank,
employees receive salaries and benefits, which include 401(k), ESOP, cafeteria plan, life, health
and disability insurance. The Company considers its relationship with its employees to be good.
2
Table of Contents
Competition
The Bank is in direct competition with numerous local and regional commercial banks as well as
other non-bank institutions. Interest rates paid and charged on deposits and loans are the
primary competitive factors within the Bank’s trade area. The Bank also competes for deposits
and loans with insurance companies, finance companies, brokerage houses and credit unions. The
principal competitive factors in the markets for deposits and loans are interest rates paid and
charged. The Company also competes through efficiency, quality of customer service, range of
services and products it provides, the convenience of its branch and ATM locations and the
accessibility of its staff. The Bank intends to continue its strategy of being a local, community
bank offering traditional bank services and providing quality service in its local trade area.
Miscellaneous
The Bank holds no patents, licenses (other than licenses required to be obtained from appropriate
bank regulatory agencies), franchises or concessions.
The Bank has not engaged in any research activities relating to the development of new services or
the improvement of existing services except in the normal course of its business activities. The
Bank presently has no plans for any new line of business requiring the investment of a material
amount of total assets.
Available Information
The Company maintains an internet website at www.thepeoples.com. The Company’s Annual
Report to Shareholders is available on the Company’s website. Also available through the website
is a link to the Company’s filings with the Securities and Exchange Commission. Information on the
Company’s website is not incorporated into this Form 10-K or the Company’s other securities filings
and is not part of them.
REGULATION AND SUPERVISION
Bank Holding Company
The Company is required to file certain reports with, and otherwise comply with the rules and
regulations of, the Securities and Exchange Commission under federal securities laws. The common
stock of the Company is listed on the NASDAQ capital market exchange, such listing subjecting the
Company to compliance with the exchange’s requirements with respect to reporting and other rules
and regulations.
The Company is a registered one bank holding company under the Bank Holding Company Act of 1956, as
amended, and is subject to extensive regulation by the Board of Governors of the Federal Reserve
System. As such, the Company is required to file periodic reports and additional
information required by the Federal Reserve. The Federal Reserve Board may also make examinations
of the Company and its subsidiaries.
3
Table of Contents
The Bank Holding Company Act requires every bank holding company to obtain the prior approval of
the Federal Reserve Board 1) before it may acquire substantially all the assets of any bank or
ownership or control of any voting shares of any bank if, after the acquisition, it would own or
control, directly or indirectly, more than 5 percent of the voting shares of the bank, 2) before it
or any of its subsidiaries other than a bank may acquire all of the assets of a bank, 3) before it
may merge with any other bank holding company or 4) before it may engage in permissible non-banking
activities.
A bank holding company is generally prohibited from engaging in, or acquiring direct or indirect
control of, voting shares of any company engaged in non-banking activities. One of the principal
exceptions to this prohibition is for activities found by the Federal Reserve to be so closely
related to banking or the managing or controlling of banks as to be a proper incident thereto.
Some of the activities the Federal Reserve Board has determined by regulation to be closely related
to banking are the making and servicing of loans; performing certain bookkeeping or data processing
services; acting as fiduciary or investment or financial advisor; making equity or debt investments
in corporations or projects designed primarily to promote community welfare; and leasing
transactions if the functional equivalent of an extension of credit and mortgage banking or
brokerage. The Bank Holding Company Act does not place territorial limitations on permissible
bank-related activities of bank holding companies. Despite prior approval, however, the Federal
Reserve has the power to order a holding company or its subsidiaries to terminate any activity or
its control of any subsidiary when it has reasonable cause to believe that continuation of such
activity or control of such subsidiary constitutes a serious risk to the financial safety,
soundness or stability of any bank subsidiary of that holding company.
A bank holding company and its subsidiaries are also prohibited from acquiring any voting shares of
or interest in, any banks located outside the state in which the operations of the bank holding
company’s subsidiaries are located, unless the acquisition is specially authorized by the statute
of the state in which the target is located. Mississippi has enacted legislation which authorizes
interstate acquisitions of banking organizations by bank holding companies outside of Mississippi,
and also interstate branching transactions, subject to certain conditions and restrictions.
The Gramm-Leach-Bliley Act of 1999 (the “Financial Services Modernization Act”) allows bank holding
companies to engage in a wider range of financial activities. In order to engage in such
activities, which, among others, include underwriting and selling insurance; providing financial,
investment or economic advisory services; and underwriting, dealing in or making a market in
securities, a bank holding company must elect to become a financial holding company. The Act also
authorized the establishment of financial subsidiaries in order to engage in such financial
activities, with certain limitations.
The Act also contains a number of other provisions affecting the Company’s operations. One of the
most important of these provisions relates to the issue of privacy. Federal banking regulators
were authorized by the Act to adopt rules designed to protect the financial privacy of consumers.
These rules implemented notice requirements and restrictions on a financial institution’s ability
to disclose nonpublic personal information about consumers to non-affiliated third parties.
4
Table of Contents
As of the date of this Form 10-K, the Company has not taken any action to adopt either the
financial holding company or the financial subsidiary structures that were authorized by the Act.
The Federal Reserve has adopted capital adequacy guidelines for use in its examination and
regulation of bank holding companies. The regulatory capital of a bank holding company under
applicable federal capital adequacy guidelines is particularly important in the Federal Reserve’s
evaluation of a holding company and any applications by the bank holding company to the Federal
Reserve. A financial institution’s failure to meet minimum regulatory capital standards can lead
to other penalties, including termination of deposit insurance or appointment of a conservator or
receiver for the financial institution. Risk-based capital ratios are the primary measure of
regulatory capital presently applicable to bank holding companies. Risk-based capital guidelines
are designed to make regulatory capital requirements more sensitive to differences in risk profiles
among banks and bank holding companies, to account for off-balance sheet exposure and to minimize
disincentives for holding liquid assets.
The Federal Reserve rates bank holding companies by a component and composite 1 — 5 rating system.
This system is designed to help identify institutions which require special attention. Financial
institutions are assigned ratings in the areas of capital adequacy, asset quality, management
capability, the quality and level of earnings, the adequacy of liquidity and sensitivity to
interest rate fluctuations based on the evaluation of the financial condition and operations.
The Company is a legal entity separate and distinct from the Bank. There are various restrictions
that limit the ability of the Bank to finance, pay dividends or otherwise supply funds to the
Company. In addition, the Bank is subject to certain restrictions on any extension of credit to
the bank holding company or any of its subsidiaries, on investments in the stock or other
securities thereof and on the taking of such stock or securities as collateral for loans to any
borrower. Further, a bank holding company and its subsidiaries are prohibited from engaging in
certain tie-in arrangements in connection with extensions of credit, leases or sale of property, or
furnishing of services.
Bank Subsidiary
The Bank is subject to the regulation of and examination by the Mississippi Department of Banking
and Consumer Finance (“Department of Banking”) and the Federal Deposit Insurance Corporation
(“FDIC”). Areas subject to regulation include required reserves, investments, loans, mergers,
branching, issuance of securities, payment of dividends, capital adequacy, management practices and
other areas of banking operations. These regulatory authorities examine such areas as loan and
investment quality, management practices, procedures and practices and other aspects of operations.
In addition to these regular examinations, the Bank must furnish periodic reports to its regulatory
authorities containing a full and accurate statement of affairs. The Bank is subject
to deposit insurance assessments by the FDIC and assessments by the Department of Banking to
provide operating funds for that agency.
5
Table of Contents
The Bank is a member of the FDIC, and its deposits are insured by law by the Bank Insurance Fund
(“BIF”). On December 19, 1991, the Federal Deposit Insurance Corporation Improvement Act of 1991
(“FDICIA”) was enacted. The Federal Deposit Insurance Act, as amended by Section 302 of FDICIA,
calls for risk-related deposit insurance assessment rates. This risk classification of an
institution will determine its deposit insurance premium. Assignment to one of the three capital
groups, coupled with assignment to one of three supervisory sub-groups, determines which of the
nine risk classifications is appropriate for an institution.
In general, FDICIA subjects bank and bank holding companies to significantly increased regulation
and supervision. FDICIA increased the borrowing authority of the FDIC in order to recapitalize the
BIF, and the future borrowings are to be repaid by increased assessments on FDIC member banks.
Other significant provisions of FDICIA require a new regulatory emphasis linking supervision to
bank capital levels. Also, federal banking regulators are required to take prompt regulatory
action with respect to depository institutions that fall below specified capital levels and to
draft non-capital regulatory measures to assure bank safety.
FDICIA further requires regulators to perform annual on-site bank examinations, places limits on
real estate lending and tightens audit requirements. The new legislation eliminated the “too big
to fail” doctrine, which protects uninsured deposits of large banks, and restricts the ability of
undercapitalized banks to obtain extended loans from the Federal Reserve Board discount window.
FDICIA also imposed new disclosure requirements relating to fees charged and interest paid on
checking and deposit accounts. Most of the significant changes brought about by FDICIA required
new regulations.
In addition to regulating capital, the FDIC has broad authority to prevent the development or
continuance of unsafe or unsound banking practices. Pursuant to this authority, the FDIC has
adopted regulations that restrict preferential loans and loan amounts to “affiliates” and
“insiders” of banks, require banks to keep information on loans to major stockholders and executive
officers and bar certain director and officer interlocks between financial institutions. The FDIC
is also authorized to approve mergers, consolidations and assumption of deposit liability
transactions between insured banks and between insured banks and uninsured banks or institutions to
prevent capital or surplus diminution in such transactions where the resulting, continuing or
assumed bank is an insured nonmember state bank.
Although the Bank is not a member of the Federal Reserve System, it is subject to Federal Reserve
regulations that require the Bank to maintain reserves against transaction accounts, primarily
checking accounts. Because reserves generally must be maintained in cash or in non-interest
bearing accounts, the effect of the reserve requirement is to increase the cost of funds for the
Bank.
The earnings of commercial banks and bank holding companies are affected not only by general
economic conditions but also by the policies of various governmental regulatory authorities,
including the Federal Reserve Board. In particular, the Federal Reserve Board regulates money and
credit conditions, and interest rates, primarily through open market operations in U. S. Government
securities, varying the discount rate of member and nonmember bank borrowing,
6
Table of Contents
setting reserve requirements against bank deposits and regulating interest rates payable by banks
on certain deposits. These policies influence to a varying extent the overall growth and
distribution of bank loans, investments, deposits and the interest rates charged on loans. The
monetary policies of the Federal Reserve Board have had a significant effect on the operating
results of commercial banks in the past and are expected to continue to do so in the future.
Summary
The foregoing is a brief summary of certain statutes, rules and regulations affecting the Company
and the Bank. It is not intended to be an exhaustive discussion of all the statutes and
regulations having an impact on the operations of the Company or the Bank. Additional legislation
may be enacted at the federal or state level which may alter the structure, regulation and
competitive relationships of financial institutions. It cannot be predicted whether and what form
any of these proposals will be adopted or the extent to which the business of the Company or the
Bank may be affected thereby.
SUPPLEMENTAL STATISTICAL INFORMATION
Schedules I-A through VII present certain statistical information regarding the Company. This
information is not audited and should be read in conjunction with the Company’s Consolidated
Financial Statements and Notes to Consolidated Financial Statements found at pages 10 — 29 of the
2006 Annual Report to Shareholders.
Distribution of Assets, Liabilities and Shareholders’ Equity and Interest Rates and
Differentials
Net Interest Income, the difference between Interest Income and Interest Expense, is the most
significant component of the Company’s earnings. For interest analytical purposes, Management
adjusts Net Interest Income to a “taxable equivalent” basis using a 34% Federal Income Tax rate on
tax-exempt items (primarily interest on municipal securities).
Another significant statistic in the analysis of Net Interest Income is the effective interest
differential, also called the net yield on earning assets. The net yield is the difference between
the rate of interest earned on earning assets and the effective rate paid for all funds,
non-interest bearing as well as interest bearing. Since a portion of the Bank’s deposits do not
bear interest, such as demand deposits, the rate paid for all funds is lower than the rate on
interest bearing liabilities alone.
Recognizing the importance of interest differential to total earnings, Management places great
emphasis on managing interest rate spreads. Although interest differential is affected by
national, regional and area economic conditions, including the level of credit demand and interest
rates, there are significant opportunities to influence interest differential through appropriate
loan and investment policies which are designed to maximize the interest differential while
maintaining sufficient liquidity and availability of “incremental funds” for purposes of meeting
existing commitments and investment in lending and investment opportunities that may arise.
7
Table of Contents
The information included in Schedule I-F presents the change in interest income and interest
expense along with the reason(s) for these changes. The change attributable to volume is computed
as the change in volume times the old rate. The change attributable to rate is computed as the
change in rate times the old volume. The change in rate/volume is computed as the change in rate
times the change in volume.
Summary of Loan Loss Experience
In the normal course of business, the Bank assumes risks in extending credit. The Bank manages
these risks through its lending policies, loan review procedures and the diversification of its
loan portfolio. Although it is not possible to predict loan losses with complete accuracy,
Management constantly reviews the characteristics of the loan portfolio to determine its overall
risk profile and quality.
Constant attention to the quality of the loan portfolio is achieved by the loan review process.
Throughout this ongoing process, Management is advised of the condition of individual loans and of
the quality profile of the entire loan portfolio. Any loan or portion thereof which is classified
“loss” by regulatory examiners or which is determined by Management to be uncollectible because of
such factors as the borrower’s failure to pay interest or principal, the borrower’s financial
condition, economic conditions in the borrower’s industry or the inadequacy of underlying
collateral, is charged-off.
Provisions are charged to operating expense based upon historical loss experience, and additional
amounts are provided when, in the opinion of Management, such provisions are not adequate based
upon the current factors affecting loan collectibility.
The allocation of the allowance for loan losses by loan category is based on the factors mentioned
in the preceding paragraphs. Accordingly, since all of these factors are subject to change, the
allocation is not necessarily indicative of the breakdown of future losses.
Hurricane Katrina destroyed tens of thousands of homes and businesses in the Company’s trade area,
thus resulting in potential loan losses to the Bank subsidiary. An evaluation of the loan
portfolio to assess the impact of Hurricane Katrina was initiated by the Company as soon as
possible, in accordance with generally accepted accounting principles and established loan review
policies. The comments concerning the provision for loan losses and the allowance for loan losses
presented in “Management’s Discussion and Analysis” at pages 5 — 9 of the 2006 Annual Report to
Shareholders and “Note A — Business and Summary of Significant Accounting Policies” at pages 15 -
29 of the 2006 Annual Report to Shareholders are incorporated herein by reference.
8
Table of Contents
Return on Equity and Assets
The information under the captions “Five-Year Comparative Summary of Selected Financial
Information” on page 33 and “Management’s Discussion and Analysis” on pages 5 — 9 of the 2006
Annual Report are incorporated herein by reference.
Dividend Payout
| Years Ended December 31, | ||||||||||||
| 2006 | 2005 | 2004 | ||||||||||
Dividend payout ratio |
19.13 | % | 37.74 | % | 33.65 | % | ||||||
9
Table of Contents
SCHEDULE I-A
Distribution of Average Assets, Liabilities and Shareholders’ Equity for the Periods Indicated (2)
Distribution of Average Assets, Liabilities and Shareholders’ Equity for the Periods Indicated (2)
| Years Ended December 31, (In thousands) | 2006 | 2005 | 2004 | |||||||||
ASSETS: |
||||||||||||
Cash and due from financial institutions |
$ | 65,931 | $ | 39,162 | $ | 33,377 | ||||||
Available for sale securities: |
||||||||||||
Taxable securities |
262,940 | 181,041 | 189,371 | |||||||||
Non-taxable securities |
15,213 | 14,027 | 6,272 | |||||||||
Other securities |
4,940 | 4,446 | 5,088 | |||||||||
Held to maturity securities: |
||||||||||||
Taxable securities |
137,707 | 22,991 | 374 | |||||||||
Non-taxable securities |
5,791 | 6,253 | 3,162 | |||||||||
Net loans (1) |
366,201 | 331,404 | 316,638 | |||||||||
Federal funds sold |
6,933 | 40,323 | 5,825 | |||||||||
Other assets |
43,703 | 37,956 | 29,798 | |||||||||
TOTAL ASSETS |
$ | 909,359 | $ | 677,603 | $ | 589,905 | ||||||
LIABILITIES AND SHAREHOLDERS’ EQUITY: |
||||||||||||
Non-interest bearing deposits |
$ | 162,636 | $ | 112,922 | $ | 62,655 | ||||||
Interest bearing deposits |
458,195 | 337,737 | 331,305 | |||||||||
Total deposits |
620,831 | 450,659 | 393,960 | |||||||||
Federal funds purchased and securities
sold under agreements to
repurchase |
178,663 | 122,263 | 95,922 | |||||||||
Other liabilities |
18,856 | 16,260 | 15,958 | |||||||||
Total liabilities |
818,350 | 589,182 | 505,840 | |||||||||
Shareholders’ equity |
91,009 | 88,421 | 84,065 | |||||||||
TOTAL LIABILITIES AND SHAREHOLDERS’
EQUITY |
$ | 909,359 | $ | 677,603 | $ | 589,905 | ||||||
| (1) | Gross loans and discounts, net of unearned income and allowance for loan losses. |
|
| (2) | All averages are computed on a daily basis with the exception of deposits, which were computed on a monthly basis in 2004. Daily averages were not available for deposits in 2004. |
10
Table of Contents
SCHEDULE I-B
Average (2) Amount Outstanding for Major Categories of Interest Earning Assets
and Interest Bearing Liabilities for the Periods Indicated
Average (2) Amount Outstanding for Major Categories of Interest Earning Assets
and Interest Bearing Liabilities for the Periods Indicated
| Years Ended December 31, (In thousands) | 2006 | 2005 | 2004 | |||||||||
INTEREST EARNING ASSETS: |
||||||||||||
Loans (1) |
$ | 377,172 | $ | 338,761 | $ | 323,190 | ||||||
Federal funds sold |
15,440 | 40,323 | 5,825 | |||||||||
Available for sale securities: |
||||||||||||
Taxable securities |
262,940 | 181,041 | 189,371 | |||||||||
Non-taxable securities |
15,213 | 14,027 | 6,272 | |||||||||
Other securities |
4,940 | 4,446 | 5,088 | |||||||||
Held to maturity securities: |
||||||||||||
Taxable securities |
137,707 | 22,991 | 374 | |||||||||
Non-taxable securities |
5,791 | 6,253 | 3,162 | |||||||||
TOTAL INTEREST EARNING ASSETS |
$ | 819,203 | $ | 607,842 | $ | 533,282 | ||||||
INTEREST BEARING LIABILITIES: |
||||||||||||
Savings and negotiable interest
bearing deposits |
$ | 303,239 | $ | 223,002 | $ | 205,353 | ||||||
Time deposits |
154,956 | 114,735 | 125,952 | |||||||||
Federal funds purchased and securities
sold under agreements to
repurchase |
178,663 | 122,263 | 95,922 | |||||||||
Other borrowed funds |
8,213 | 7,294 | 8,355 | |||||||||
TOTAL INTEREST BEARING LIABILITIES |
$ | 645,071 | $ | 467,294 | $ | 435,582 | ||||||
| (1) | Net of unearned income. Includes nonaccrual loans. |
|
| (2) | All averages are computed on a daily basis with the exception of deposits, which were computed on a monthly basis in 2004. Daily averages were not available for deposits in 2004. |
11
Table of Contents
SCHEDULE I-C
Interest Earned or Paid on the Major Categories of Interest Earning Assets
and Interest Bearing Liabilities for the Periods Indicated
Interest Earned or Paid on the Major Categories of Interest Earning Assets
and Interest Bearing Liabilities for the Periods Indicated
| Years Ended December 31, (In thousands) | 2006 | 2005 | 2004 | |||||||||
INTEREST EARNED ON: |
||||||||||||
Loans (2) |
$ | 28,735 | $ | 22,690 | $ | 17,526 | ||||||
Federal funds sold |
778 | 1,410 | 77 | |||||||||
Available for sale securities: |
||||||||||||
Taxable securities |
11,886 | 6,437 | 6,180 | |||||||||
Non-taxable securities |
897 | 799 | 559 | |||||||||
Other securities |
189 | 194 | 230 | |||||||||
Held to maturity securities: |
||||||||||||
Taxable securities |
6,449 | 808 | 20 | |||||||||
Non-taxable securities |
401 | 421 | 248 | |||||||||
TOTAL INTEREST EARNED (1) |
$ | 49,335 | $ | 32,759 | $ | 24,840 | ||||||
INTEREST PAID ON: |
||||||||||||
Savings and negotiable
interest bearing deposits |
$ | 5,408 | $ | 2,431 | $ | 1,462 | ||||||
Time deposits |
5,977 | 2,866 | 2,138 | |||||||||
Federal funds purchased and
securities sold under
agreements to repurchase |
6,916 | 1,815 | 1,043 | |||||||||
Other borrowed funds |
484 | 437 | 447 | |||||||||
TOTAL INTEREST PAID |
$ | 18,785 | $ | 7,549 | $ | 5,090 | ||||||
| (1) | All interest earned is reported on a taxable equivalent basis using a tax rate of 34% in 2006, 2005 and 2004. | |
| (2) | Loan fees of $592, $517 and $588 for 2006, 2005 and 2004, respectively, are included in these figures. |
12
Table of Contents
SCHEDULE I-D
Average Interest Rate Earned or Paid for Major Categories of
Interest Earning Assets and Interest Bearing Liabilities for the Periods Indicated
Average Interest Rate Earned or Paid for Major Categories of
Interest Earning Assets and Interest Bearing Liabilities for the Periods Indicated
| Years Ended December 31, (In thousands) | 2006 | 2005 | 2004 | |||||||||
AVERAGE RATE EARNED ON: |
||||||||||||
Loans |
7.62 | % | 6.70 | % | 5.42 | % | ||||||
Federal funds sold |
5.04 | 3.50 | 1.32 | |||||||||
Available for sale securities: |
||||||||||||
Taxable securities |
4.52 | 3.56 | 3.27 | |||||||||
Non-taxable securities |
5.90 | 5.70 | 8.91 | |||||||||
Other securities |
3.83 | 4.36 | 4.52 | |||||||||
Held to maturity securities: |
||||||||||||
Taxable securities |
4.68 | 3.51 | 5.35 | |||||||||
Non-taxable securities |
6.92 | 6.73 | 7.84 | |||||||||
TOTAL (weighted average rate) (1) |
6.02 | % | 5.39 | % | 4.66 | % | ||||||
AVERAGE RATE PAID ON: |
||||||||||||
Savings and negotiable interest
bearing deposits |
1.78 | % | 1.09 | % | 0.71 | % | ||||||
Time deposits |
3.86 | 2.50 | 1.70 | |||||||||
Federal funds purchased and
securities sold under
agreements to repurchase |
3.87 | 1.48 | 1.09 | |||||||||
Other borrowed funds |
5.89 | 5.99 | 5.36 | |||||||||
TOTAL (weighted average rate) |
2.91 | % | 1.62 | % | 1.17 | % | ||||||
| (1) | All interest earned is reported on a taxable equivalent basis using a tax rate of 34% in 2006, 2005 and 2004. |
13
Table of Contents
SCHEDULE I-E
Net Interest Earnings and Net Yield on Interest Earning Assets
Net Interest Earnings and Net Yield on Interest Earning Assets
| Years Ended December 31, | ||||||||||||
| (In thousands except percentages) | 2006 | 2005 | 2004 | |||||||||
Total interest income (1) |
$ | 49,335 | $ | 32,759 | $ | 24,840 | ||||||
Total interest expense |
18,785 | 7,549 | 5,090 | |||||||||
Net interest earnings |
$ | 30,550 | $ | 25,210 | $ | 19,750 | ||||||
Net yield on interest earning assets (2) |
3.73 | % | 4.15 | % | 3.75 | % | ||||||
| (1) | All interest earned is reported on a taxable equivalent basis using a tax rate of 34% in 2006, 2005 and 2004. | |
| (2) | Interest income in 2005 included $900,000 received in nonaccrual loan income from prior years not previously recognized. Net yield would have been 4.00% in 2005 without this interest. |
14
Table of Contents
SCHEDULE I-F
Analysis of Changes In Interest Income and Interest Expense
(In thousands)
Analysis of Changes In Interest Income and Interest Expense
(In thousands)
| Attributable to: | ||||||||||||||||||||||||
| 2006 | 2005 | Increase (Decrease) | Volume | Rate | Rate / Volume | |||||||||||||||||||
INTEREST INCOME:(1) |
||||||||||||||||||||||||
Loans (2) (3) |
$ | 28,735 | $ | 22,690 | $ | 6,045 | $ | 2,573 | $ | 3,119 | $ | 353 | ||||||||||||
Federal funds sold |
778 | 1,410 | (632 | ) | (870 | ) | 622 | (384 | ) | |||||||||||||||
Available for sale securities: |
||||||||||||||||||||||||
Taxable securities |
11,886 | 6,437 | 5,449 | 2,912 | 1,747 | 790 | ||||||||||||||||||
Non-taxable securities |
897 | 799 | 98 | 68 | 28 | 2 | ||||||||||||||||||
Other securities |
189 | 194 | (5 | ) | 22 | (24 | ) | (3 | ) | |||||||||||||||
Held to maturity securities: |
||||||||||||||||||||||||
Taxable securities |
6,449 | 808 | 5,641 | 4,032 | 269 | 1,340 | ||||||||||||||||||
Non-taxable securities |
401 | 421 | (20 | ) | (31 | ) | 12 | (1 | ) | |||||||||||||||
Total |
$ | 49,335 | $ | 32,759 | $ | 16,576 | $ | 8,706 | $ | 5,773 | $ | 2,097 | ||||||||||||
INTEREST EXPENSE: |
||||||||||||||||||||||||
Savings and negotiable
interest bearing deposits |
$ | 5,408 | $ | 2,431 | $ | 2,977 | $ | 875 | $ | 1,546 | $ | 556 | ||||||||||||
Time deposits |
5,977 | 2,866 | 3,111 | 1,005 | 1,560 | 546 | ||||||||||||||||||
Federal funds purchased and
securities sold under
agreements to repurchase |
6,916 | 1,815 | 5,101 | 837 | 2,918 | 1,346 | ||||||||||||||||||
Other borrowed funds |
484 | 437 | 47 | 55 | (4 | ) | (4 | ) | ||||||||||||||||
Total |
$ | 18,785 | $ | 7,549 | $ | 11,236 | $ | 2,772 | $ | 6,020 | $ | 2,444 | ||||||||||||
| (1) | All interest earned is reported on a taxable equivalent basis using a tax rate of 34% in 2006 and 2005. | |
| (2) | Loan fees are included in these figures. | |
| (3) | Includes interest on nonaccrual loans. |
15
Table of Contents
SCHEDULE I-F (continued)
Analysis of Changes in Interest Income and Interest Expense
(In thousands)
Analysis of Changes in Interest Income and Interest Expense
(In thousands)
| Attributable to: | ||||||||||||||||||||||||
| 2005 | 2004 | Increase (Decrease) | Volume | Rate | Rate / Volume | |||||||||||||||||||
INTEREST INCOME:(1) |
||||||||||||||||||||||||
Loans (2) (3) |
$ | 22,690 | $ | 17,526 | $ | 5,164 | $ | 844 | $ | 4,121 | $ | 199 | ||||||||||||
Federal funds sold |
1,410 | 77 | 1,333 | 456 | 127 | 750 | ||||||||||||||||||
Available for sale securities: |
||||||||||||||||||||||||
Taxable securities |
6,437 | 6,180 | 257 | (272 | ) | 552 | (23 | ) | ||||||||||||||||
Non-taxable securities |
799 | 559 | 240 | 691 | (202 | ) | (249 | ) | ||||||||||||||||
Other securities |
194 | 230 | (36 | ) | (29 | ) | (8 | ) | 1 | |||||||||||||||
Held to maturity securities: |
||||||||||||||||||||||||
Taxable securities |
808 | 20 | 788 | 1,209 | (7 | ) | (414 | ) | ||||||||||||||||
Non-taxable securities |
421 | 248 | 173 | 242 | (35 | ) | (34 | ) | ||||||||||||||||
Total |
$ | 32,759 | $ | 24,840 | $ | 7,919 | $ | 3,141 | $ | 4,548 | $ | 230 | ||||||||||||
INTEREST EXPENSE: |
||||||||||||||||||||||||
Savings and negotiable
interest bearing deposits |
$ | 2,431 | $ | 1,462 | $ | 969 | $ | 126 | $ | 776 | $ | 67 | ||||||||||||
Time deposits |
2,866 | 2,138 | 728 | (190 | ) | 1,008 | (90 | ) | ||||||||||||||||
Federal funds purchased and
securities sold under
agreements to repurchase |
1,815 | 1,043 | 772 | 286 | 381 | 105 | ||||||||||||||||||
Other borrowed funds |
437 | 447 | (10 | ) | (57 | ) | 54 | (7 | ) | |||||||||||||||
Total |
$ | 7,549 | $ | 5,090 | $ | 2,459 | $ | 165 | $ | 2,219 | $ | 75 | ||||||||||||
| (1) | All interest earned is reported on a taxable equivalent basis using a tax rate of 34% in 2005 and 2004. | |
| (2) | Loan fees are included in these figures. | |
| (3) | Includes interest on nonaccrual loans. |
16
Table of Contents
SCHEDULE II-A
Securities Portfolio
Book Value of Securities Portfolio at the Dates Indicated
Securities Portfolio
Book Value of Securities Portfolio at the Dates Indicated
| December 31, (In thousands): | 2006 | 2005 | 2004 | |||||||||
Available for sale securities: |
||||||||||||
U. S. Government, agency and
corporate obligations |
$ | 376,164 | $ | 161,301 | $ | 156,465 | ||||||
States and political subdivisions |
17,085 | 14,150 | 13,383 | |||||||||
Other securities |
3,958 | 2,943 | 3,183 | |||||||||
Total |
$ | 397,207 | $ | 178,394 | $ | 173,031 | ||||||
Held to maturity securities: |
||||||||||||
U. S. Government, agency and
corporate obligations |
$ | 80,487 | $ | 127,897 | $ | |||||||
States and political subdivisions |
5,087 | 6,150 | 6,587 | |||||||||
Total |
$ | 85,574 | $ | 134,047 | $ | 6,587 | ||||||
17
Table of Contents
SCHEDULE II-B
Maturity of Securities Portfolio at December 31, 2006
And Weighted Average Yields of Such Securities
Maturity of Securities Portfolio at December 31, 2006
And Weighted Average Yields of Such Securities
| Maturity | ||||||||||||||||||||||||||||||||
| (In thousands except percentage data) | ||||||||||||||||||||||||||||||||
| After one but | After five but | |||||||||||||||||||||||||||||||
| Within one year | within five years | within ten years | After ten years | |||||||||||||||||||||||||||||
| Amount | Yield | Amount | Yield | Amount | Yield | Amount | Yield | |||||||||||||||||||||||||
Available for
sale securities: |
||||||||||||||||||||||||||||||||
U. S.
Government,
agency and
corporate
obligations |
$ | 83,783 | 4.55 | % | $ | 240,389 | 4.82 | % | $ | 50,007 | 5.77 | % | $ | 1,985 | 6.99 | % | ||||||||||||||||
States and
political
subdivisions |
704 | 2.75 | % | 5,840 | 3.79 | % | 6,246 | 3.86 | % | 4,295 | 4.51 | % | ||||||||||||||||||||
Other |
3,958 | 3.83 | % | |||||||||||||||||||||||||||||
Totals |
$ | 84,487 | 4.54 | % | $ | 246,229 | 4.80 | % | $ | 56,253 | 5.62 | % | $ | 10,238 | 5.01 | % | ||||||||||||||||
Held to
maturity
securities: |
||||||||||||||||||||||||||||||||
U. S. Government,
agency and
corporate
obligations |
$ | 80,487 | 5.10 | % | $ | $ | $ | |||||||||||||||||||||||||
States and
political
subdivisions |
461 | 3.72 | % | 2,032 | 4.40 | % | 2,364 | 4.15 | % | 230 | 4.70 | % | ||||||||||||||||||||
Totals |
$ | 80,948 | 5.09 | % | $ | 2,032 | 4.40 | % | $ | 2,364 | 4.15 | % | $ | 230 | 4.70 | % | ||||||||||||||||
Note: The weighted average yields are calculated on the basis of cost. Average yields on
investments in states and political subdivisions are based on their contractual yield.
18
Table of Contents
SCHEDULE III-A
Loan Portfolio
Loans by Type Outstanding (1)
Loan Portfolio
Loans by Type Outstanding (1)
| December 31, (In thousands): | 2006 | 2005 | 2004 | 2003 | 2002 | |||||||||||||||
Real estate, construction |
$ | 24,317 | $ | 20,663 | $ | 20,926 | $ | 14,896 | $ | 21,534 | ||||||||||
Real estate, mortgage |
300,807 | 258,573 | 250,676 | 223,246 | 197,478 | |||||||||||||||
Loans to finance agricultural
production and other loans
to farmers |
2,502 | 2,795 | 4,251 | 3,980 | 7,375 | |||||||||||||||
Commercial and industrial
loans |
57,796 | 53,473 | 44,983 | 41,832 | 65,946 | |||||||||||||||
Loans to individuals for
household, family and other
consumer expenditures |
13,415 | 11,812 | 11,387 | 15,252 | 19,522 | |||||||||||||||
Obligations of states and
political
subdivisions |
2,094 | 1,423 | 1,654 | 2,560 | 3,637 | |||||||||||||||
All other loans |
263 | 607 | 316 | 389 | 336 | |||||||||||||||
Totals |
$ | 401,194 | $ | 349,346 | $ | 334,193 | $ | 302,155 | $ | 315,828 | ||||||||||
| (1) | No foreign debt outstanding. |
19
Table of Contents
SCHEDULE III-B
Maturities and Sensitivity to Changes in
Interest Rates of the Loan Portfolio as of December 31, 2006
Maturities and Sensitivity to Changes in
Interest Rates of the Loan Portfolio as of December 31, 2006
| Maturity (In thousands) | ||||||||||||||||
| Over one year | ||||||||||||||||
| One year or less | through 5 years | Over 5 years | Total | |||||||||||||
Loans: |
||||||||||||||||
Real estate, construction |
$ | 16,322 | $ | 3,173 | $ | 4,822 | $ | 24,317 | ||||||||
Real estate, mortgage |
69,342 | 155,902 | 75,563 | 300,807 | ||||||||||||
Loans to finance
agricultural production
and other loans to
farmers |
2,474 | 28 | 2,502 | |||||||||||||
Commercial and
industrial loans |
27,095 | 29,883 | 818 | 57,796 | ||||||||||||
Loans to individuals for
household, family and
other consumer
expenditures |
5,206 | 7,632 | 577 | 13,415 | ||||||||||||
Obligations of states and
political subdivisions |
32 | 924 | 1,138 | 2,094 | ||||||||||||
All other loans |
205 | 58 | 263 | |||||||||||||
Totals |
$ | 120,676 | $ | 197,600 | $ | 82,918 | $ | 401,194 | ||||||||
Loans with
pre-determined interest
rates |
$ | 30,892 | $ | 143,373 | $ | 5,185 | $ | 179,450 | ||||||||
Loans with floating
interest rates |
89,784 | 54,227 | 77,733 | 221,744 | ||||||||||||
Totals |
$ | 120,676 | $ | 197,600 | $ | 82,918 | $ | 401,194 | ||||||||
20
Table of Contents
SCHEDULE III-C
Non-Performing Loans
Non-Performing Loans
| December 31, (In thousands): | 2006 | 2005 | 2004 | 2003 | 2002 | |||||||||||||||
Loans accounted for on a
non-accrual basis (1) |
$ | 349 | $ | 267 | $ | 6,164 | $ | 7,415 | $ | 6,550 | ||||||||||
Loans which are contractually
past due 90 or more days as
to interest or principal
payment, but are not
included above |
3,295 | 762 | 1,190 | 4,867 | 2,828 | |||||||||||||||
| (1) | The Bank places loans on a nonaccrual status when, in the opinion of Management, they possess sufficient uncertainty as to timely collection of interest or principal so as to preclude the recognition in reported earnings of some or all of the contractual interest. See Note C to the 2006 Annual Report to Shareholders for discussion of impaired loans. |
21
Table of Contents
SCHEDULE IV-A
Summary of Loan Loss Expenses
(In thousands except percentage data)
Summary of Loan Loss Expenses
(In thousands except percentage data)
| 2006 | 2005 | 2004 | 2003 | 2002 | ||||||||||||||||
Average amount of loans
outstanding (1) |
$ | 377,172 | $ | 338,761 | $ | 323,190 | $ | 293,708 | $ | 324,757 | ||||||||||
Balance of allowance for
loan losses at the
beginning of period |
$ | 10,966 | $ | 6,570 | $ | 6,399 | $ | 6,697 | $ | 5,658 | ||||||||||
Loans charged-off: |
||||||||||||||||||||
Commercial, financial and
agricultural |
254 | 37 | 105 | 109 | 139 | |||||||||||||||
Consumer and other |
475 | 525 | 666 | 1,236 | 1,926 | |||||||||||||||
Total loans charged-off |
729 | 562 | 771 | 1,345 | 2,065 | |||||||||||||||
Recoveries of loans
previously charged-off: |
||||||||||||||||||||
Commercial, financial and
agricultural |
147 | 6 | 49 | 42 | 64 | |||||||||||||||
Consumer and other |
316 | 1,338 | 445 | 558 | 612 | |||||||||||||||
Total recoveries |
463 | 1,344 | 494 | 600 | 676 | |||||||||||||||
Net loans charged-off
(recovered) |
266 | (782 | ) | 277 | 745 | 1,389 | ||||||||||||||
Provision for loan losses
charged to operating
expense |
141 | 3,614 | 448 | 447 | 2,428 | |||||||||||||||
Balance of allowance for
loan losses at end of period |
$ | 10,841 | $ | 10,966 | $ | 6,570 | $ | 6,399 | $ | 6,697 | ||||||||||
Ratio of net charge-offs
during period to
average loans
outstanding |
0.07 | % | (0.23 | )% | 0.09 | % | 0.25 | % | 0.43 | % | ||||||||||
| (1) | Net of unearned income. |
22
Table of Contents
SCHEDULE IV-B
Allocation of the Allowance for Loan Losses
Allocation of the Allowance for Loan Losses
| 2006 | 2005 | 2004 | 2003 | 2002 | ||||||||||||||||||||||||||||||||||||
| % of Loans | % of Loans | % of Loans | % of Loans | % of Loans | ||||||||||||||||||||||||||||||||||||
| Balance at December 31, | to Total | to Total | to Total | to Total | to Total | |||||||||||||||||||||||||||||||||||
| (In thousands) | Amount | Loans | Amount | Loans | Amount | Loans | Amount | Loans | Amount | Loans | ||||||||||||||||||||||||||||||
Real estate,
construction |
$ | 1,474 | 6 | $ | 941 | 5 | $ | 860 | 6 | $ | 658 | 5 | $ | 245 | 7 | |||||||||||||||||||||||||
Real estate,
mortgage |
6,058 | 74 | 7,605 | 74 | 3,496 | 75 | 3,229 | 74 | 3,770 | 63 | ||||||||||||||||||||||||||||||
Loans to finance
agricultural
production and
other loans to
farmers |
42 | 1 | 28 | 1 | 38 | 1 | 20 | 1 | 70 | 2 | ||||||||||||||||||||||||||||||
Commercial and
industrial
loans |
3,038 | 14 | 2,184 | 15 | 2,072 | 13 | 1,963 | 14 | 2,425 | 21 | ||||||||||||||||||||||||||||||
Loans to
individuals for
household,
family and other
consumer
expenditures |
225 | 3 | 206 | 3 | 103 | 3 | 525 | 4 | 173 | 5 | ||||||||||||||||||||||||||||||
Obligations of
states and
political
subdivisions |
1 | 1 | 1 | 1 | 1 | |||||||||||||||||||||||||||||||||||
All other loans |
4 | 1 | 2 | 1 | 1 | 1 | 4 | 1 | 14 | 1 | ||||||||||||||||||||||||||||||
Unallocated |
N/A | N/A | N/A | N/A | N/A | |||||||||||||||||||||||||||||||||||
Totals |
$ | 10,841 | 100 | $ | 10,966 | 100 | $ | 6,570 | 100 | $ | 6,399 | 100 | $ | 6,697 | 100 | |||||||||||||||||||||||||
23
Table of Contents
SCHEDULE V
Summary of Average Deposits and Their Yields
Summary of Average Deposits and Their Yields
| Years Ended December 31, | ||||||||||||||||||||||||
| (In thousands except for | 2006 | 2005 | 2004 | |||||||||||||||||||||
| percentage data) | Amount | Rate | Amount | Rate | Amount | Rate | ||||||||||||||||||
Demand deposits in
domestic offices |
$ | 162,636 | N/A | $ | 112,922 | N/A | $ | 62,655 | N/A | |||||||||||||||
Negotiable interest
bearing
deposits
in domestic offices |
237,391 | 2.04 | % | 175,686 | 1.17 | % | 163,391 | .70 | % | |||||||||||||||
Savings deposits in
domestic
offices |
65,848 | .87 | % | 47,316 | .80 | % | 41,962 | .76 | % | |||||||||||||||
Time deposits in
domestic
offices |
154,956 | 3.86 | % | 114,735 | 2.50 | % | 125,952 | 1.70 | % | |||||||||||||||
Total deposits |
$ | 620,831 | 1.83 | % | $ | 450,659 | 1.18 | % | $ | 393,960 | 0.91 | % | ||||||||||||
Certificates of deposit outstanding in amounts $100,000 or more (in thousands) by the amount of
time remaining until maturity as of December 31, 2006, are as follows:
| Remaining maturity: | ||||
3 months or less |
$ | 58,964 | ||
Over 3 through 6 months |
23,305 | |||
Over 6 months through 12 months |
40,235 | |||
Over 12 months |
10,343 | |||
Total |
$ | 132,847 | ||
24
Table of Contents
SCHEDULE VI
Short Term Borrowings
(In thousands except percentage data)
Short Term Borrowings
(In thousands except percentage data)
| 2006 | 2005 | 2004 | ||||||||||
Amount outstanding at December 31, |
$ | 226,032 | $ | 149,268 | $ | 87,277 | ||||||
Weighted average interest rate at
December 31, |
4.50 | % | 0.95 | % | 1.31 | % | ||||||
Maximum outstanding at any month-end
during year |
$ | 231,450 | $ | 159,090 | $ | 104,679 | ||||||
Average amount outstanding during year |
$ | 178,663 | $ | 122,263 | $ | 95,922 | ||||||
Weighted average interest rate |
3.87 | % | 1.48 | % | 1.09 | % | ||||||
| Note: | Short term borrowings include federal funds purchased from other banks and securities sold under agreements to repurchase. |
25
Table of Contents
SCHEDULE VII
Interest Sensitivity/Gap Analysis
Interest Sensitivity/Gap Analysis
| December 31, 2006 | ||||||||||||||||||||
| (In thousands) | 0 — 3 Months | 4 — 12 Months | 1 — 5 Years | Over 5 Years | Total | |||||||||||||||
ASSETS: |
||||||||||||||||||||
Loans (1) |
$ | 234,261 | $ | 18,265 | $ | 143,134 | $ | 5,185 | $ | 400,845 | ||||||||||
Available for sale
securities |
25,940 | 58,547 | 246,229 | 66,491 | 397,207 | |||||||||||||||
Held to maturity securities |
46,935 | 34,013 | 1,439 | 3,187 | 85,574 | |||||||||||||||
Total assets |
$ | 307,136 | $ | 110,825 | $ | 390,802 | $ | 74,863 | $ | 883,626 | ||||||||||
FUNDING SOURCES: |
||||||||||||||||||||
Interest bearing deposits |
$ | 345,036 | $ | 85,609 | $ | 34,069 | $ | $ | 464,714 | |||||||||||
Funds management |
226,032 | 226,032 | ||||||||||||||||||
Long-term funds |
49 | 147 | 5,716 | 1,355 | 7,267 | |||||||||||||||
Total funding sources |
$ | 571,117 | $ | 85,756 | $ | 39,785 | $ | 1,355 | $ | 698,013 | ||||||||||
REPRICING/MATURITY GAP: |
||||||||||||||||||||
Period |
$ | (263,981 | ) | $ | 25,069 | $ | 351,017 | $ | 73,508 | |||||||||||
Cumulative |
(263,981 | ) | (238,912 | ) | 112,105 | 185,613 | ||||||||||||||
Cumulative Gap/Total Assets |
(27.38 | %) | (24.78 | )% | 11.63 | % | 19.25 | % | ||||||||||||
| (1) | Amounts stated include fixed and variable rate investments of the balance sheet that are still accruing interest. Variable rate instruments are included in the next period in which they are subject to a change in rate. The principal portions of scheduled payments on fixed rate instruments are included in periods in which they become due or mature. |
26
Table of Contents
Liquidity
The information included in Management’s Discussion and Analysis at page 8 in the 2006 Annual
Report to Shareholders is incorporated herein by reference.
Capital Resources
The information included in Note J — Shareholders’ Equity in the 2006 Annual Report to Shareholders
is incorporated herein by reference.
ITEM 1a — RISK FACTORS
An investment in the Company’s stock involves a number of risks. Investors should carefully
consider the following risks as well as the other information in this Annual Report on Form 10-K
and the documents incorporated by reference before making an investment decision. The realization
of any of the risks described below could have a material adverse affect on the Company and the
price of its common stock.
RISKS RELATING TO THE COMPANY’S BUSINESS
Greater loan losses than expected may adversely affect the Company’s earnings.
The investment and loan portfolio subject the Company to credit risk. Credit losses are inherent in
the banking business and could have a material adverse effect on the Company’s operating results.
The Company makes various assumptions and judgments about the collectibility of its loan portfolio
and provides an allowance for estimated loan losses based on a number of factors. The Company
believes that its current allowance for loan losses is adequate. However, if the Company’s
assumptions or judgments prove to be incorrect, the allowance for loan losses may not be sufficient
to cover actual loan losses. The Company may have to increase its allowance in the future in
response to the request of its primary banking regulators, to adjust for changing conditions and
assumptions or as a result of any deterioration in the quality of the Company’s loan portfolio.
The actual amount of future provisions for loan losses cannot be determined at this time and may
vary from the amounts of past provisions.
The Company has a high concentration of loans secured by real estate, and a downturn in the
real estate market could materially and adversely affect earnings.
A significant portion of the Company’s loan portfolio is dependent on real estate. At December 31,
2006, approximately 81% of the Company’s loans had real estate as a primary or secondary component
of collateral. The collateral in each case provides an alternate source of repayment if the
borrower defaults and may deteriorate in value during the time the credit is extended. An adverse
change in the economy affecting the value of real estate generally or in the Company’s trade area
specifically could significantly impair the value of the collateral and the ability to sell the
collateral
27
Table of Contents
upon foreclosure. Furthermore, it is likely that the Company would be required to increase the
provision for loan losses. If the Company were required to liquidate the collateral securing a
loan to satisfy the debit during a period of reduced real estate value or to increase the allowance
for loan losses, the Company’s profitability and financial condition could be adversely impacted.
The Company has a high concentration of exposure to a number of industries.
The Company has a concentration of loan exposure to the hotel/motel and gaming industries. At
December 31, 2006, these exposures were $60,000,000 and $25,000,000 or 15% and 6%, respectively, of
the total loan portfolio. Given the size of these relationships, a significant loss in either of
these portfolios could materially and adversely affect the Company’s earnings.
An economic downturn or a natural disaster, especially one affecting the Company’s trade area,
could adversely affect the Company.
The Company’s primary trade area includes four of the six counties in south Mississippi. With the
exception of a number of credits that are considered out of area, the Company’s credit exposure in
generally limited to the Mississippi Gulf Coast. As a result, the Company is at risk from adverse
economic or business developments, including a downturn in real estate values, and natural
disasters including hurricanes, floods and tornadoes. If the Mississippi Gulf Coast economy
experiences an overall decline as a result of these adverse developments or natural disasters, the
rates of delinquencies, foreclosures, bankruptcies and losses on the loan portfolio would probably
increase substantially and the value of real estate or other collateral could be adversely
affected.
The Company is subject to industry competition which may have an impact on its success.
The profitability of the Company depends on its ability to compete successfully. The Company
operates in a highly competitive financial services environment. Certain competitors are larger
and may have more resources than the Company does. The Company faces competition in its trade area
from other commercial banks, savings and loan associations, credit unions, internet banks, finance
companies, insurance companies, brokerage and investment banking firms and other financial
intermediaries. Some of these nonbank competitors are not subject to the same extensive
regulations that govern the Company or the Bank and may have greater flexibility in competing for
business. Increased competition could require the Company to increase the rates paid on deposits
or lower the rates offered on loans, which could adversely affect and also limit future growth and
earnings prospects.
The Company’s profitability is vulnerable to interest rate fluctuations.
The Company’s profitability is dependent to a large extent on net interest income, which is the
difference between interest income on interest-earning assets, such as loans and investment
securities, and interest expense on interest-bearing liabilities, such as deposits and borrowings.
When interest-bearing liabilities mature or reprice more quickly than interest-earning assets in a
given period, a significant increase in market rate of interest could adversely affect net interest
income. Conversely, when interest-earning assets mature or reprice more quickly than interest-
bearing liabilities, falling interest rates could result in a decrease in net interest income.
28
Table of Contents
In periods of increasing interest rates, loan originations may decline, depending on the
performance of the overall economy, which may adversely affect income from these lending
activities. Also, increases in interest rates could adversely affect the market value of fixed
income assets. In addition, an increase in the general level of interest rates may affect the
ability of certain borrowers to pay the interest and principal on their obligations.
Changes in the policies of monetary authorities and other government action could adversely
affect the Company’s profitability.
Many factors affect the demand for loans and the ability to attract deposits, including changes in
government economic and monetary policies, particularly the Federal Reserve, modifications to tax,
banking and credit laws and regulations, national, state and local economic growth rates,
employment rates and population trends. The Company’s operating success is heavily dependent upon
the ability to maintain a sufficient interest margin between the rates of interest received on
loans and investments and the rates paid on deposits and other borrowings. The monetary and
economic factors enumerated above, and the need to pay rates sufficient to attract deposits, may
adversely affect the Company’s ability to maintain an interest margin sufficient to result in
operating profits.
The Company is subject to regulation by various federal and state entities.
The Company is subject to the regulations of the Securities and Exchange Commission (“SEC”), the
Federal Reserve Board, the Federal Deposit Insurance Corporation and the Department of Banking.
New regulations issued by these agencies may adversely affect the Company’s ability to carry on its
business activities. The Company is also subject to various other federal and state laws and
certain changes in these laws and regulations may adversely affect the Company’s operations.
Noncompliance with certain of these regulations may impact the Company’s business plans.
The Company is also subject to the accounting rules and regulations of the SEC and the Financial
Accounting Standards Board. Changes in accounting rules could adversely affect the reported
financial statements or results of operations of the Company and may also require additional effort
or cost to implement.
The Company is subject to the requirements under The Sarbanes-Oxley Act of 2002 with respect to
the assessment of internal controls over financial reporting.
Beginning with the Form 10-K for 2006, the Company’s management is required to report on, and the
independent auditors to attest to, the effectiveness of internal controls over financial reporting
for each fiscal year end. The rules governing the standards that must be met for management to
assess internal controls are complex and require significant documentation and testing. In
connection with this effort, the Company has and will continue to incur increased expenses and
diversion of Management’s time and other internal resources. In connection with the attestation
process by the Company’s independent auditors, Management may encounter problems or delays in
completing the implementation for any requested improvements and receiving a favorable attestation.
If the Company cannot make the required report, or if the Company’s external auditors
29
Table of Contents
are unable to provide an unqualified attestation, investor confidence and the Company’s common stock could be adversely affected.
The Company is subject to anti-terrorism and money laundering legislation.
The Company is subject to the Uniting and Strengthening America by Providing Appropriate Tools
Required to Intercept and Obstruct Terrorism (the “USA PATRIOT Act”), the Bank Secrecy Act, and
rules and regulations of the Office of Foreign Assets Control (the “OFAC”). These statutes and
related rules and regulations impose requirements and limitations on specified financial
transactions and account relationships, intended to guard against money laundering and terrorism
financing. Noncompliance with these rules and regulations may adversely affect the Company’s
operations and may impact the Company’s business plans.
The Company relies heavily on technology and computer systems, and advances and changes in
technology could significantly affect business.
The Company’s ability to compete depends on the ability to continue to adapt technology on a timely
and cost-effective basis to meet customers’ demands. In addition, the Company’s operations are
susceptible to negative effects from computer system failures, communication and energy disruption
and unethical individuals with technological ability to cause disruptions or failures of data
processing systems.
RISKS RELATING TO AN INVESTMENT IN THE COMPANY’S COMMON STOCK
Securities issued by the Company are not FDIC insured.
The Company’s common stock is not a savings or deposit account or other obligation of the Bank and
is not insured by the FDIC, the Bank Insurance Fund or any other government agency or
instrumentality, or any private insurer and is subject to investment risk, including the possible
loss of principal.
The directors of the Company and executive management own a significant number of shares of
stock, allowing further control over business and corporate affairs.
The Company’s directors and executive officers beneficially own approximately 19% of the
outstanding common stock of Peoples Financial Corporation. As a result, in addition to their
day-to-day management roles, they will be able to exercise significant influence on the Company’s
business as shareholders, including influence over election of the Board and the authorization of
other corporate actions requiring shareholder approval.
Provisions of the Company’s articles of incorporation and bylaws, Mississippi law and state and
federal banking regulations could delay or prevent a takeover by a third party.
Certain provisions of the Company’s articles of incorporation and bylaws and of state and federal
law may make it more difficult for someone to acquire control of the Company. Under federal
law, subject to certain exemptions, a person, entity or group must notify the federal banking
agencies
30
Table of Contents
before acquiring 10% or more of the outstanding voting stock of a bank holding company, including
the Company’s shares. Banking agencies review the acquisition to determine if it will result in a
change of control. The banking agencies have 60 days to act on the notice, and take in to account
several factors, including the resources of the acquirer and the antitrust effects of the
acquisition. There are also Mississippi statutory provisions and provisions in the Company’s
articles of incorporation and bylaws that may be used to delay or block a takeover attempt. As a
result, these statutory provisions and provisions in the Company’s articles and bylaws could result
in the Company being less attractive to a potential acquirer.
The Company’s future ability to pay dividends is subject to restrictions.
Since the Company is a holding company with no significant assets other than the Bank, the Company
has no material source of funds other than dividends received from the Bank. Therefore, the
ability to pay dividends to the shareholders will depend on the Bank’s ability to pay dividends
to the Company. Moreover, banks and bank holding companies are both subject to certain federal and
state regulatory restrictions on cash dividends.
ITEM 1b — UNRESOLVED STAFF COMMENTS
None.
ITEM 2 — PROPERTIES
The principal properties of the Company are its 16 business locations, including the Main Office,
which is located at 152 Lameuse Street in Biloxi, MS. All such properties are owned by the
Company, with the exception of the Pass Christian location. The branch facility which had been
located at 125 Henderson Avenue in Pass Christian was completely destroyed in Hurricane Katrina.
Since October 2005, the Pass Christian Branch has been located in a modular branch facility
located at 129 Fleitas Avenue, which is owned by the City of Pass Christian. While public
utilities and services are being restored, city property was made available to local businesses.
The Company expects to rebuild a permanent branch facility in the City of Pass Christian during
2007. The Money Center operations of the Bank have been transferred to the Main Office due to the
significant damage experienced by the building in Gulfport in which it had been located. All other
branch facilities that had been damaged by Hurricane Katrina had been repaired by December 31,
2006. The address of the Main Office and branch locations are listed on page 35 of the 2006 Annual
Report to Shareholders.
ITEM 3 — LEGAL PROCEEDINGS
The information included in Note M to the Consolidated Financial Statements included in the 2006
Annual Report to Shareholders is incorporated herein by reference.
31
Table of Contents
ITEM 4 — SUBMISSION OF MATTERS TO VOTE OF SECURITIES HOLDERS
None.
PART II
ITEM 5 — MARKET FOR THE REGISTRANT’S COMMON STOCK AND RELATED STOCKHOLDER MATTERS
The information provided on page 34 of the 2006 Annual Report is incorporated herein by reference.
The following graph compares the Company’s annual percentage change in cumulative total shareholder
return on common shares over the last five years with the cumulative total return of a broad equity
market index of companies, the NASDAQ Market Index, and a peer group consisting of the Hemscott
Industry Group 413 — Regional Southeast Banks. This presentation assumes that $100 was invested in
shares of the relevant issuers on January 1, 2002, and that dividends received were immediately
invested in additional shares. The graph plots the value of the initial $100 investment at one
year intervals. For purposes of constructing this data, the returns of each component issuer have
been weighted according to that issuer’s market capitalization.
32
Table of Contents
ITEM 6 — SELECTED FINANCIAL DATA
The information under the caption “Five Year Comparative Summary of Selected Financial Information”
on page 33 of the 2006 Annual Report is incorporated herein by reference.
ITEM 7 — MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The information under the caption “Management’s Discussion and Analysis of Financial Condition and
Results of Operations” on pages 5 — 9 of the 2006 Annual Report is incorporated herein by
reference.
The Company’s long-term contractual obligations relate to its borrowings from the Federal Home Loan
Bank and the maturities of certificates of deposits. Information relating the maturity of these
obligations is found under “Management’s Discussion and Analysis of Financial Condition and Results
of Operations” on page 9 of the 2006 Annual Report and is incorporated by reference and in Note E
on page 20 of the 2006 Annual Report and is incorporated by reference.
ITEM 7a — QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
The information under the caption “Quantitative and Qualitative Disclosures about Market Risk” on
pages 8 — 9 of the 2006 Annual Report is incorporated herein by reference.
ITEM 8 — FINANCIAL STATEMENTS AND SUPPLEMENTAL DATA
The following consolidated financial statements of the Company and consolidated subsidiaries and
the independent auditors’ report appearing on pages 10 — 32 of the 2006 Annual Report are
incorporated herein by reference:
Consolidated Statements of Condition on page 10
Consolidated Statements of Income on page 11
Consolidated Statements of Shareholders’ Equity on page 12 — 13
Consolidated Statements of Cash Flows on page 14
Notes to Consolidated Financial Statements on pages 15 — 29
Report of Independent Registered Public Accounting Firm on page 30 — 32
Consolidated Statements of Income on page 11
Consolidated Statements of Shareholders’ Equity on page 12 — 13
Consolidated Statements of Cash Flows on page 14
Notes to Consolidated Financial Statements on pages 15 — 29
Report of Independent Registered Public Accounting Firm on page 30 — 32
33
Table of Contents
ITEM 9 — CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE
On August 9, 2006, the Audit Committee accepted the resignation of the Company’s independent
registered public accounting firm, Piltz, Williams, LaRosa & Company, and approved the appointment
of Porter Keadle Moore, LLP as the Company’s new independent registered public accounting firm.
In connection with the audits of each of the two fiscal years ended December 31, 2005, and the
subsequent interim period through August 9, 2006, there were no disagreements with Piltz, Williams,
LaRosa & Company on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedures, which disagreements if not resolved to their
satisfaction would have caused them to make reference in connection with their opinion to the
subject matter of the disagreement.
The audit reports of Piltz, Williams, LaRosa & Company on the consolidated financial statements of
Peoples Financial Corporation and subsidiaries as of and for the years ended December 31, 2005 and
2004 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or
modified as to uncertainty, audit scope or accounting principles.
Piltz, Williams, LaRosa & Company provided a letter of concurrence, pursuant to Item 304(a)(3) of
Regulation S-K, stating agreement with the above statement as an exhibit to the required Form 8-K
filed by the Company on August 9, 2006.
ITEM 9a — CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
As of December 31, 2006, an evaluation was performed under the supervision and with the
participation of the Chief Executive Officer and Chief Financial Officer of the effectiveness of
the Company’s disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e).
Based on that evaluation, the Chief Executive Officer and the Chief Financial Officer have
concluded that the Company’s disclosure controls and procedures are effective to ensure that the
information required to be disclosed by the Company in the reports it files or submits under the
Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time
periods specified in the Securities and Exchange Commission’s rules and forms.
34
Table of Contents
Management’s Report on Internal Controls Over Financial Reporting
The Company’s management is responsible for establishing and maintaining adequate internal control
over financial reporting, as defined in Rules 13(a) — 15 (f) of the Securities Exchange Act of
1934. In meeting its responsibility, management relies on its accounting and other related control
systems. The internal control systems are designed to ensure that transactions are properly
authorized and recorded in the Company’s financial records and to safeguard the Company’s assets
from material loss or misappropriation.
Management of the Company, including its Chief Executive Officer and Chief Financial Officer,
assessed the effectiveness of internal control over financial reporting as of December 31, 2006,
using the criteria set forth in Internal Control — Integrated Framework issued by the Committee of
Sponsoring Organizations of the Treadway Commission. Our assessment included a review of the
documentation of controls, evaluations of the design of the internal control system and tests of
operating effectiveness of the internal controls. Based on the assessment, management has
concluded that the Company had effective internal control over financial reporting as of December
31, 2006.
Management’s assessment of the effectiveness of internal control over financial reporting as of
December 31, 2006 has been audited by Porter Keadle Moore, LLP, an independent registered public
accounting firm, as stated in their report which is incorporated herein by reference.
Chevis C. Swetman
|
Lauri A. Wood | |
Chairman, President and Chief Executive Officer
|
Chief Financial Officer | |
February 14, 2007
|
February 14, 2007 |
ITEM 9b — OTHER INFORMATION
None.
35
Table of Contents
PART III
ITEM 10 — DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The information in Sections II, VII, VIII and IX contained in the Proxy Statement in connection
with the Annual Meeting of Shareholders to be held April 18, 2007, which was filed by the Company
in definitive form with the Commission on March 16, 2007, is incorporated herein by reference.
The Company’s Board of Directors has adopted a Code of Conduct that applies to not only the chief
executive officer and the chief financial officer, but also all of the officers, directors and
employees of the Company and its subsidiaries. A copy of this Code of Conduct can be found at the
Company’s internet website at www.thepeoples.com. The Company intends to disclose any
amendments to its Code of Conduct, and any waiver from a provision of the Code of Conduct granted
to the Company’s chief executive officer or chief financial officer on the Company’s internet
website within five business days following such amendment or waiver. The information contained on
or connected to the Company’s internet website is not incorporated by reference into this Form 10-K
and should not be considered part of this or any other report that the Company may file with or
furnish to the SEC.
ITEM 11 — EXECUTIVE COMPENSATION
The information in Section V contained in the Proxy Statement in connection with the Annual Meeting
of Shareholders to be held April 18, 2007, which was filed by the Company in definitive form with
the Commission on March 16, 2007, is incorporated herein by reference.
ITEM 12 — SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The information in Sections III and IV contained in the Proxy Statement in connection with the
Annual Meeting of Shareholders to be held April 18, 2007, which was filed by the Company in
definitive form with the Commission on March 16, 2007, is incorporated herein by reference.
ITEM 13 — CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The information in Sections V, VI, VII and IX contained in the Proxy Statement in connection with
the Annual Meeting of Shareholders to be held April 18, 2007, which was filed by the Company in
definitive form with the Commission on March 16, 2007, is incorporated herein by reference.
36
Table of Contents
ITEM 14 — PRINCIPAL ACCOUNTANT FEES AND SERVICES
The information in Section XII contained in the Proxy Statement in connection with the Annual
Meeting of Shareholders to be held April 18, 2007, which was filed by the Company in definitive
form with the Commission on March 16, 2007, is incorporated herein by reference.
PART IV
ITEM 15 — EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
| (a) | 1. Index of Financial Statements: |
See Item 8.
| (a) | 2. Index of Financial Statement Schedules: |
All other schedules have been omitted as not applicable or not required or because the
information has been included in the financial statements or applicable notes.
37
Table of Contents
| (a) | 3. Index of Exhibits: |
| Incorporated by | ||||||||||||
| Reference to | ||||||||||||
| Registration or | Exhibit Number in | |||||||||||
| Description | File Number | Form of Report | Date of Report | Report | ||||||||
(3.1)
|
Articles of Incorporation | 0-30050 | 10/a | 6/21/99 | 3.1 | |||||||
(3.2)
|
By-Laws | 0-30050 | 10/a | 6/21/99 | 3.2 | |||||||
(10.1)
|
Description of Automobile Plan | 0-30050 | 10-K | 12/31/03 | 10.1 | |||||||
(10.2)
|
Directors’ Deferred Income Plan Agreements | 0-30050 | 10-K | 12/31/03 | 10.2 | |||||||
(10.3)
|
Executive Supplemental Income Plan Agreements |
0-30050 | 10-K | 12/31/03 | 10.3 | |||||||
(10.4)
|
Split Dollar Plan Agreements | 0-30050 | 10-K | 12/31/03 | 10.4 | |||||||
(10.5)
|
Deferred Compensation Plan | 33-15595 | 10-K | 12/31/93 | 10.5 | |||||||
(10.6)
|
Description of Stock Incentive Plan | 33-15595 | 10-K | 12/31/01 | 10.6 | |||||||
(13)
|
Annual Report to Shareholders for year ended December 31, 2006 * (C) | |||||||||||
(21)
|
Proxy Statement for Annual Meeting of Shareholders to be held April 18, 2007 | |||||||||||
(22)
|
Subsidiaries of the registrant | 33-15595 | 10-K | 12/31/88 | 22 | |||||||
(23.1)
|
Consent of Independent Registered Public Accounting Firm — Piltz, Williams, LaRosa & Co. * | |||||||||||
(31.1)
|
Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes -Oxley Act of 2002* | |||||||||||
(31.2)
|
Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes — Oxley Act of 2002* | |||||||||||
(32.1)
|
Certification of Chief Executive Officer Pursuant to 18 U.S.C. ss. 1350* | |||||||||||
(32.2)
|
Certification of Chief Financial Officer Pursuant to 18 U.S.C. ss. 1350* | |||||||||||
(99.1)
|
Letter Application for Exemption under Authority Given By Section 12(h) of the Exchange Act. | 81-00935 | 34-12H | 3/10/06 | ||||||||
| (c) | Furnished for the information of the Commission only and not deemed “filed” except for those portions which are specifically incorporated herein. |
| * | Filed herewith. |
38
Table of Contents
SIGNATURES
Pursuant to the requirements of Section 13 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.
| PEOPLES FINANCIAL CORPORATION | ||||||
| (Registrant) | ||||||
| Date: | March 16, 2007 | |||||
| BY: | /s/ Chevis C. Swetman | |||||
| Chevis C. Swetman, Chairman of the Board | ||||||
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed
below by the following persons on behalf of the Registrant and in the capacities and on the dates
indicated.
| BY: | /s/ Chevis C. Swetman | |||||
| Date: | March 16, 2007 | |||||
| Chevis C. Swetman, Chairman, President and CEO |
BY:
|
/s/ Drew Allen | BY: | ||||||||
Date:
|
March 16, 2007 | Date: | ||||||||
| Drew Allen, Director | Dan Magruder, Director | |||||||||
BY:
|
/s/ Rex E. Kelly | BY: | /s/ Lyle M. Page | |||||||
Date:
|
March 16, 2007 | Date: | March 16, 2007 | |||||||
| Rex E. Kelly, Director | Lyle M. Page, Director | |||||||||
| BY: | /s/ Lauri A. Wood | |||||||||
| Date: | March 16, 2007 | |||||||||
| Lauri A. Wood, Principal Financial and Accounting Officer |
39