SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1997 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM............TO.......... COMMISSION FILE NUMBER 0-14384 BANCFIRST CORPORATION (Exact name of registrant as specified in charter) Oklahoma 73-1221379 (State or other Jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 101 N. Broadway, Suite 200, Oklahoma City, Oklahoma 73102-8401 (Address of principal executive offices) (Zip Code) (405) 270-1086 (Registrant's telephone number, including area code) --------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) 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 X No --- --- As of October 31, 1997 there were 6,375,329 shares of the registrant's Common Stock outstanding.
PART I - FINANCIAL INFORMATION BANCFIRST CORPORATION CONSOLIDATED BALANCE SHEET (Dollars in thousands) <TABLE> <CAPTION> September 30, -------------------------- December 31, 1997 1996 1996 ----------- ----------- ----------- <S> <C> <C> <C> ASSETS Cash and due from banks $ 97,619 $ 89,288 $ 76,877 Interest-bearing deposits with banks 183 1 62 Securities (market value: $298,148, $282,188 and $284,221, respectively) 297,544 281,971 283,857 Federal funds sold 54,000 10,500 44,785 Loans: Total loans (net of unearned interest) 819,133 737,356 763,559 Allowance for possible loan losses (12,002) (12,006) (11,945) ----------- ----------- ----------- Loans, net 807,131 725,350 751,614 Premises and equipment, net 33,370 33,503 33,556 Other real estate owned 1,271 1,259 1,101 Intangible assets, net 12,956 14,637 14,871 Accrued interest receivable 11,610 9,975 10,627 Other assets 20,297 20,094 18,361 ----------- ----------- ----------- Total assets $ 1,335,981 $ 1,186,578 $ 1,235,711 =========== =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY Deposits: Noninterest-bearing $ 268,887 $ 244,282 $ 265,209 Interest-bearing 903,416 815,350 840,244 ----------- ----------- ----------- Total deposits 1,172,303 1,059,632 1,105,453 Short-term borrowings 1,406 10,665 3,414 Long-term borrowings 7,094 1,448 6,636 9.65% Capital Securities 25,000 -- -- Accrued interest payable 5,341 4,158 3,940 Other liabilities 3,771 4,184 4,172 ----------- ----------- ----------- Total liabilities 1,214,915 1,080,087 1,123,615 ----------- ----------- ----------- Commitments and contingent liabilities Stockholders' equity: Common stock 6,375 6,243 6,400 Capital surplus 35,355 34,870 36,218 Retained earnings 78,140 65,513 68,742 Unrealized securities gains (losses), net of tax 1,196 (135) 736 ----------- ----------- ----------- Total stockholders' equity 121,066 106,491 112,096 ----------- ----------- ----------- Total liabilities and stockholders' equity $ 1,335,981 $ 1,186,578 $ 1,235,711 =========== =========== =========== </TABLE> See accompanying notes to consolidated financial statements 2
BANCFIRST CORPORATION CONSOLIDATED STATEMENT OF INCOME (Dollars in thousands, except per share data) <TABLE> <CAPTION> Three Months Ended Nine Months Ended September 30, September 30, --------------------------------- -------------------------------- 1997 1996 1997 1996 --------------- -------------- -------------- -------------- <S> <C> <C> <C> <C> INTEREST INCOME Loans, including fees $ 19,575 $ 18,031 $ 56,939 $ 50,995 Interest-bearing deposits with banks 1 - 2 - Securities: Taxable 4,579 4,214 13,625 12,151 Tax-exempt 182 146 482 445 Federal funds sold 550 318 1,411 1,214 --------------- -------------- -------------- -------------- Total interest income 24,887 22,709 72,459 64,805 --------------- -------------- -------------- -------------- INTEREST EXPENSE Deposits 9,559 8,665 27,728 24,849 Short-term borrowings 50 20 198 343 Long-term borrowings 103 24 300 67 9.65% Capital Securities 611 - 1,596 - --------------- -------------- -------------- -------------- Total interest expense 10,323 8,709 29,822 25,259 --------------- -------------- -------------- -------------- Net interest income 14,564 14,000 42,637 39,546 Provision for possible loan losses 162 432 444 849 --------------- -------------- -------------- -------------- Net interest income after provision for possible loan losses 14,402 13,568 42,193 38,697 --------------- -------------- -------------- -------------- NONINTEREST INCOME Service charges on deposits 2,561 2,298 7,520 6,481 Securities transactions - - - 180 Other 1,457 1,468 4,141 4,484 --------------- -------------- -------------- -------------- Total noninterest income 4,018 3,766 11,661 11,145 --------------- -------------- -------------- -------------- NONINTEREST EXPENSE Salaries and employee benefits 7,087 6,364 20,596 18,396 Occupancy and fixed assets expense, net 751 707 2,247 1,919 Depreciation 763 632 2,215 1,718 Amortization 560 531 1,649 1,450 Data processing services 333 352 1,032 1,005 Net expense from other real estate owned 54 12 153 174 Other 2,675 2,536 7,871 7,163 --------------- -------------- -------------- -------------- Total noninterest expense 12,223 11,134 35,763 31,825 --------------- -------------- -------------- -------------- Income before taxes 6,197 6,200 18,091 18,017 Income tax expense (2,089) (2,283) (6,575) (6,797) --------------- -------------- -------------- -------------- Net income $ 4,108 $ 3,917 $ 11,516 $ 11,220 =============== ============== ============== ============== PER SHARE DATA (PRIMARY AND FULLY DILUTED) Net income $ 0.62 $ 0.61 $ 1.75 $ 1.74 =============== ============== ============== ============== Average common stock and common stock equivalents outstanding 6,613,123 6,446,714 6,597,482 6,442,218 =============== ============== ============== ============== </TABLE> See accompanying notes to consolidated financial statements. 3
BANCFIRST CORPORATION CONSOLIDATED STATEMENT OF CASH FLOWS (Dollars in thousands) <TABLE> <CAPTION> Nine Months Ended September 30, ------------------------------ 1997 1996 ------------- -------------- <S> <C> <C> CASH FLOWS FROM OPERATING ACTIVITIES $ 17,088 $ 4,368 ------------- -------------- INVESTING ACTIVITIES Cash and due from banks used for acquisitions (5,008) (10,495) Purchases of securities (67,967) (52,063) Maturities of securities 55,047 52,330 Proceeds from sales of securities 572 15,709 Net (increase)/decrease in federal funds sold (9,215) 31,013 Purchases of loans (2,613) (9,251) Proceeds from sales of loans 88,943 81,587 Net other increase in loans (142,335) (111,218) Purchases of premises and equipment (3,018) (3,361) Proceeds from sales of other real estate owned and repossessed assets 411 968 Other, net 1,668 (520) ------------- -------------- Net cash used by investing activities (83,515) (5,301) ------------- -------------- FINANCING ACTIVITIES Net increase/(decrease) in demand, transaction and savings deposits 15,607 (11,272) Net increase in certificates of deposit 51,243 25,028 Net decrease in short-term borrowings (2,008) (8,039) Net increase in long-term borrowings 458 530 Issuance of 9.65% Capital Securities 25,000 - Issuance of common stock 396 118 Purchase and retirement of common stock (1,499) - Cash dividends paid (1,907) (1,496) ------------- -------------- Net cash provided by financing activities 87,290 4,869 ------------- -------------- Net increase in cash and due from banks 20,863 3,936 Cash and due from banks at the beginning of the period 76,939 85,353 ------------- -------------- Cash and due from banks at the end of the period $ 97,802 $ 89,289 ============= ============== SUPPLEMENTAL DISCLOSURE Cash paid during the period for interest $ 28,421 $ 24,338 ============= ============== Cash paid during the period for income taxes $ 6,467 $ 6,967 ============= ============== </TABLE> See accompanying notes to consolidated financial statements. 4
BANCFIRST CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Dollars in thousands, except per share data) (1) GENERAL The accompanying consolidated financial statements include the accounts of BancFirst Corporation, BFC Capital Trust I, BancFirst, BancFirst Investment Corporation, Lenders Collection Corporation and Express Financial Corporation (formerly National Express Corporation). All significant intercompany accounts and transactions have been eliminated. Assets held in a fiduciary or agency capacity are not assets of the Company and, accordingly, are not included in the consolidated financial statements. The unaudited interim financial statements contained herein reflect all adjustments which are, in the opinion of management, necessary to provide a fair statement of the financial position and results of operations of the Company for the interim periods presented. All such adjustments are of a normal and recurring nature. There have been no significant changes in the accounting policies of the Company since December 31, 1996, the date of the most recent annual report. Certain amounts in the 1996 financial statements have been reclassified to conform to the 1997 presentation. The preparation of financial statements in conformity with generally accepted accounting principles inherently involves the use of estimates and assumptions that affect the amounts reported in the financial statements and the related disclosures. Such estimates and assumptions may change over time and actual amounts may differ from those reported. (2) MERGERS, ACQUISITIONS AND DISPOSALS In March 1996, BancFirst acquired City Bankshares, Inc. of Oklahoma City, Oklahoma ("City Bankshares"), which had $136,251 in total assets. The acquisition was for cash of $19,125, with City Bankshares and its subsidiary bank, City Bank, being merged into BancFirst. C-Teq, Inc., an 85% owned data processing subsidiary of City Bankshares, was spun off to the shareholders of City Bankshares prior to the acquisition. BancFirst also paid the CEO of City Bancshares $1,250 for an agreement not to compete with BancFirst for a period of four years. The acquisition was accounted for as a purchase. Accordingly, the effect of the acquisition is included in the Company's consolidated financial statements from the date of the acquisition forward. A core deposit intangible of $830 and goodwill of $7,419 were recorded in the acquisition. Pro forma condensed results of operations, as though City Bankshares had been acquired January 1, 1995, are as follows: <TABLE> <CAPTION> NINE MONTHS ENDED YEAR ENDED SEPTEMBER 30, 1996 DECEMBER 31, 1995 ------------------ ----------------- <S> <C> <C> Net interest income $ 40,961 $ 49,226 Net income $ 11,130 $ 13,122 Net income per share and common stock equivalent $ 1.73 $ 2.05 </TABLE> In December 1996, the Company's money order subsidiary, Express Financial Corporation (formerly National Express Corporation), entered into an agreement for the sale of its business. Under the terms of the agreement, Express Financial Corporation received cash of $600 in January 1997, and may receive additional payments of up to $500 over a two-year period based upon specified levels of business retained by the purchaser. The business and intangible assets of Express Financial Corporation were transferred to the purchaser in January and February 1997. The purchaser did not assume any liabilities of Express Financial Corporation. The sale was accounted for as a disposal of a segment of business. Consequently, the expected net gain from the disposal will be recognized in the Company's consolidated statement of income when the final proceeds are received. The operations of Express Financial Corporation were not material in relation to the consolidated operations of the Company. The following assets and liabilities of Express Financial Corporation are included in the Company's consolidated balance sheet: 5
<TABLE> <CAPTION> SEPTEMBER 30, 1997 DECEMBER 31, 1996 ------------------ ----------------- <S> <C> <C> Cash and due from BancFirst $ 2,179 $ 6,611 Interest-bearing deposit with BancFirst 3,674 3,674 Securities held for investment 785 776 Premises and equipment, net 7 185 Intangible assets, net - 515 Receivables from money order sales, net 85 7,371 Other assets 13 17 -------- -------- Total assets $ 6,743 $ 19,149 ======== ======== Outstanding money orders $ 1,721 $ 13,839 Other liabilities 7 58 -------- -------- Total liabilities $ 1,728 $ 13,897 ======== ======== </TABLE> In March 1997, the Company acquired 22.5% of the common stock outstanding of First Ada Bancshares, Inc. of Ada, Oklahoma for cash of $4,954. This investment will be accounted for under the equity method of accounting. In September 1997, BancFirst entered into an agreement to purchase 13 branches from NationsBank, N.A. Under the terms of the agreement, BancFirst would pay a premium of 7.08% of deposits plus book value for certain loans and fixed assets of the branches. At June 30, 1997, deposits of these branches totaled approximately $228,000. Concurrently, BancFirst entered into an agreement to sell three of the branches with approximately $80,000 in deposits to another Oklahoma financial institution. The purchase and sale are expected to be completed in March 1998, and are subject to regulatory approval. (3) SECURITIES The table below summarizes securities held for investment and securities available for sale. <TABLE> <CAPTION> SEPTEMBER 30, ------------------- DECEMBER 31, 1997 1996 1996 -------- -------- ------------ <S> <C> <C> <C> Held for investment, at cost (market value: $38,644, $26,154, and $33,653, respectively) $ 38,040 $ 25,937 $ 33,289 Available for sale, at market value 259,504 256,034 250,568 -------- -------- -------- Total securities $297,544 $281,971 $283,857 ======== ======== ======== </TABLE> (4) 9.65% CAPITAL SECURITIES In January 1997, BancFirst Corporation established BFC Capital Trust I (the "Trust"), a trust formed under the Delaware Business Trust Act. In February 1997, the Trust issued $25,000 of aggregate liquidation amount of 9.65% Capital Securities, Series A (the "Capital Securities"). The proceeds from the sale of the Capital Securities were invested in 9.65% Junior Subordinated Deferrable Interest Debentures, Series A (the "Debentures") of BancFirst Corporation. Distributions on the Capital Securities are payable January 15 and July 15 of each year. Such distributions may be deferred for up to ten consecutive semi- annual periods. The stated maturity date of the Capital Securities is January 15, 2027, but they are subject to mandatory redemption pursuant to optional prepayment terms. The Capital Securities represent an undivided interest in the Debentures, are guaranteed by BancFirst Corporation, and will be presented as long-term debt in the Company's consolidated financial statements. During any deferral period or during any event of default, BancFirst Corporation may not declare or pay any dividends on any of its capital stock. (5) STOCK OPTION REPURCHASE PROGRAM 6
The Company adopted a Stock Option Repurchase Program in August 1997, whereby the Company was authorized to repurchase stock options that were currently exercisable under its Stock Option Plan covering up to an aggregate of 209,525shares of the Company's common stock. In October 1997, the Company repurchased options covering 62,525 shares of common stock. The repurchase price was at the market price of the common stock less the exercise price of the options and ranged from $16.38 to $26.88 per share. As a result of the stock option repurchase, the Company will realize tax benefits in the fourth quarter of 1997 for the resulting compensation to the employees equivalent to approximately $0.10 per common share. 7
BANCFIRST CORPORATION MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS SUMMARY The Company reported net income of $4.11 million for the quarter ended September 30, 1997, compared to net income of $3.92 million for the same quarter of 1996. Earnings per share was $0.62 for the third quarter of 1997, compared to $0.61 per share for the third quarter of 1996. Net income for the first nine months of 1997 was $11.5 million, compared to $11.2 million for the same period of 1996. Earnings per share were $1.75 and $1.74, respectively. Total assets increased $100 million from December 31, 1996 and $149 million from September 30, 1996. The growth since year-end 1996 was due to the Company issuing $25 million of 9.65% Capital Securities (the "Capital Securities") and internal growth. The growth since the second quarter of 1996 was due to an acquisition having total assets aggregating approximately $18 million, the issuance of the Capital Securities and internal growth. Stockholders' equity rose to $121 million, an increase of $8.97 million compared to December 31, 1996 and $14.6 million compared to September 30, 1996. RESULTS OF OPERATIONS THIRD QUARTER Net interest income increased for the third quarter of 1997 by $564,000, or 4.03%, as compared to the same quarter of 1996, primarily as a result of earning asset growth. Net interest spread was 4.19% for the quarter compared to 4.55% for the third quarter of 1996, while average net earning assets increased $16.6 million. Net interest margin on a taxable equivalent basis was 5.09% for the third quarter, compared to 5.41% for the same quarter of 1996. Both the net interest spread and net interest margin were impacted in 1997 by the issuance of the Capital Securities. The Company provided $162,000 for possible loan losses for the quarter, compared to $432,000 for the third quarter of 1996. Net loan charge-offs were $113,000 for the third quarter of 1997, compared to $269,000 for the third quarter of 1996. The net charge-offs in 1997 represent an annualized rate of only 0.06% of total loans, compared to a rate of 0.15% for the same quarter of 1996. Noninterest income increased $252,000, or 6.7%, compared to the third quarter of 1996 due to higher service charges on deposits. Noninterest expense increased $1.09 million, or 9.78%, due largely to increased staffing and other costs of expanding the Company's management and operational infrastructure. Income tax expense decreased $194,000 compared to the first nine months of 1996. The effective tax rate on income before taxes was 34%, down from 37% in 1996 due to tax benefits from compensation deductions resulting from stock option exercises in the third quarter of 1997. YEAR-TO-DATE For the first nine months of 1997, net interest income increased $3.09 million, or 7.82%, as compared to the same period of 1996, primarily as a result of earning asset growth. Net interest spread was 4.24% for 1997, compared to 4.51% for 1996, while average net earning assets increased $9.49 million. Net interest margin on a taxable equivalent basis was 5.12% for 1997, compared to 5.33% for the first nine months of 1996. The Company provided $444,000 for possible loan losses in the first nine months of 1997, compared to $849,000 for the first nine months of 1996. Net loan charge-offs were $387,000 for 1997, compared to $336,000 for 1996, representing annualized rates of only 0.07% and 0.06% of total loans, respectively. Noninterest income increased $516,000, or 4.63% compared to the first nine months of 1996 due to service charges on deposits of banks acquired in 1996. Noninterest expense increased $3.94 million, or 12.4%, due to added operating expenses of banks acquired and increased staffing and other costs of expanding the company's management and operational 8
infrastructure. Income tax expense decreased $222,000 compared to the first nine months of 1996. The effective tax rate on income before taxes was 36%, down from 38% in 1996 due to tax benefits from compensation deductions resulting from stock option exercises during 1997. FINANCIAL POSITION Total securities increased $13.7 million compared to December 31, 1996 and $15.6 million compared to September 30, 1996, as a net result of securities added by acquisitions and internal growth, and maturities of securities used to fund loan growth. The net unrealized gain on securities available for sale was $1.87 million at the end of the third quarter of 1997, compared to a gain of $1.16 million at December 31 and a loss of $204,000 at September 30, 1996. The average taxable equivalent yield on the securities portfolio for the third quarter increased to 6.4% from 6.35% for the same quarter of 1996. Total loans increased $55.6 million from December 31, 1996 and $81.8 million from September 30, 1996, due primarily to internal growth. The allowance for possible loan losses was even with the third quarter of 1996 at $12 million. The allowance as a percentage of total loans was 1.48%, 1.56% and 1.63% at September 30, 1997, December 31, 1996 and September 30, 1996, respectively. The allowance to nonperforming and restructured loans ratios at the same dates were 211.19%, 207.31% and 189.31%, respectively. Nonperforming and restructured assets totaled $7.1 million, compared to $7.01 million at year-end 1996 and $7.72 million at September 30, 1996. Although the ratio of nonperforming and restructured assets to total assets is only 0.53%, it is reasonable to expect nonperforming loans and loan losses to rise over several years to historical norms as a result of economic and credit cycles. Total deposits increased $66.9 million as compared to December 31, 1996 and $113 million compared to September 30, 1996. The increase reflects an acquisition in October 1996 and internal growth. The Company's deposit base continues to be comprised substantially of core deposits, with large denomination certificates of deposit being only 12.1% of total deposits at September 30, 1997. Short-term borrowings decreased $2 million from December 31, 1996 and $9.26 million from September 30, 1996. Fluctuations in short-term borrowings are a function of liquidity needs and customer demand for repurchase agreements. Long-term borrowings increased $458,000 from year-end 1996, and $5.65 million from the third quarter of 1996 due primarily to a $5 million Federal Home Loan Bank borrowing in December 1996 and smaller additional borrowings during 1997. In January 1997, BancFirst Corporation established BFC Capital Trust I (the "Trust"), which issued $25 million of 9.65% Capital Securities (the "Capital Securities") in February 1997. The purpose of the issuance of the Capital Securities was to raise additional regulatory capital to support future growth. Distributions on the Capital Securities are payable January 15 and July 15 through the stated maturity date of January 15, 2027. Such distributions may be deferred for up to ten consecutive semi-annual periods.During any deferral period, or during any event of default, BancFirst Corporation may not declare or pay any dividends on any of its capital stock. Stockholders' equity rose to $121 million from $112 million at year-end 1996 and $106 million at Sept 30, 1996. These increases were primarily the result of accumulated earnings. Average stockholders' equity to average assets for the quarter was 9.2%, compared to 8.87% for 1996. The Company's regulatory capital ratios increased substantially in the first quarter of 1997 due to the issuance of the Capital Securities, and are well in excess of the regulatory minimums. 9
BANCFIRST CORPORATION SELECTED CONSOLIDATED FINANCIAL STATISTICS (Dollars in thousands, except per share data) <TABLE> <CAPTION> Three Months Ended Nine Months Ended PERFORMANCE STATISTICS September 30, September 30, ---------------------------------- ---------------------------------- 1997 1996 1997 1996 ---------------- -------------- --------------- --------------- <S> <C> <C> <C> <C> Net income per share $ 0.62 $ 0.61 $ 1.75 $ 1.74 Cash dividends per share 0.10 0.08 0.30 0.24 Return on average assets 1.26% 1.32% 1.21% 1.32% Return on average stockholders' equity 13.70 14.93 13.41 14.91 Increase/decrease in tangible book value per share (annualized) 16.57 18.81 15.58 2.39 Efficiency ratio 65.78 62.67 65.86 62.78 </TABLE> <TABLE> <CAPTION> BALANCE SHEET AND ASSET QUALITY September 30, December 31, --------------------------------- STATISTICS 1997 1996 1996 -------------- --------------- --------------- <S> <C> <C> <C> Book value per share $ 18.99 $ 17.06 $ 17.52 Tangible book value per share 16.96 14.71 15.19 Average loans to deposits (year-to-date) 71.43% 68.45% 68.81% Nonperforming and restructured assets to total assets 0.53 0.65 0.57 Allowance for possible loan losses to total loans 1.48 1.63 1.56 Allowance for possible loan losses to nonperforming and restructured loans 211.19 189.31 207.31 </TABLE> <TABLE> <CAPTION> CONSOLIDATED AVERAGE BALANCE SHEETS Three Months Ended September 30, ------------------------------------------------------------------------ AND INTEREST MARGIN ANALYSIS 1997 1996 ---------------------------------- ---------------------------------- Taxable Equivalent Basis Average Average Average Yield/ Average Yield/ Balance Rate Balance Rate ---------------- -------------- --------------- --------------- <S> <C> <C> <C> <C> Earning assets: Loans $ 807,546 9.65% $ 737,002 9.76% Securities 301,279 6.40 278,193 6.35 Federal funds sold 39,406 5.52 23,807 5.51 ---------------- --------------- Total earning assets 1,148,231 8.65 1,039,002 8.75 ---------------- --------------- Nonearning assets: Cash and due from banks 74,043 67,970 Interest recievable and other assets 82,143 78,768 Allowance for possible loan losses (11,988) (11,934) ---------------- --------------- Total nonearning assets 144,198 134,804 ---------------- --------------- Total assets $ 1,292,429 $ 1,173,806 ================ =============== Interest-bearing liabilities: Interest-bearing deposits $ 882,866 4.30% $ 822,622 4.19% Short-term borrowings 3,937 5.05 1,708 4.66 Long-term borrowings 6,610 6.18 1,486 6.46 9.65% Capital Securities 25,000 9.70 - - ---------------- --------------- Total interest-bearing liabilities 918,413 4.46 825,816 4.20 ---------------- --------------- Interest-free funds: Noninterest-bearing deposits 247,691 236,631 Interest payable and other liabilities 7,362 7,301 Stockholders' equity 118,963 104,058 ---------------- --------------- Total interest-free funds 374,016 347,990 ---------------- --------------- Total liabilities and stockholders' equity $ 1,292,429 $ 1,173,806 ================ =============== Net interest spread 4.19% 4.55% ============== =============== Net interest margin 5.09% 5.41% ============== =============== </TABLE> 10
PART II OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits EXHIBIT NUMBER EXHIBIT - ------- --------------------------------------------------------------------- 2.1 Agreement and Plan of Reorganization dated October 28, 1994 among BancFirst, State National Bank, Marlow, and certain shareholders of State National Bank (filed as Exhibit 2.4 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1994 and incorporated herein by reference). 2.2 Agreement and Plan of Reorganization dated September 16, 1995 between BancFirst and City Bankshares, Inc. (filed as Exhibit 2.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1995 and incorporated herein by reference). 2.3 Agreement dated September 16, 1995 between BancFirst and William O. Johnstone (filed as Exhibit 2.3 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1995 and incorporated herein by reference). 2.4* Purchase and Assumption Agreement between NationsBank, N.A. and BancFirst dated September 26, 1997. 3.1 Amended and Restated Certificate of Incorporation (filed as Exhibit No. 33 to the Company's Registration Statement on form S-2, File No. 33-58804, and incorporated herein by reference). 3.2 Certificate of Amendment to the Amended and Restated Certificate of Incorporation (filed as Exhibit 3.2 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1993 and incorporated herein by reference). 3.3 Certificate of Amendment to the Amended and Restated Certificate of Incorporation (filed as Exhibit 3.0 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1996 and incorporated herein by reference). 3.4 Amended By-Laws (filed as Exhibit 3.2 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1992 and incorporated herein by reference). 4.1 Amended and Restated Declaration of Trust of BFC Capital Trust I dated as of February 4, 1997 (filed as Exhibit 4.1 to the Company's Current Report on Form 8-K dated February 4, 1997 and incorporated herein by reference.) 4.2 Indenture dated as of February 4, 1997 (filed as Exhibit 4.2 to the Company's Current Report on Form 8-K dated February 4, 1997 and incorporated herein by reference.) 4.3 Series A Capital Securities Guarantee Agreement dated as of February 4, 1997 (filed as Exhibit 4.3 to the Company's Current Report on Form 8-K dated February 4, 1997 and incorporated herein by reference.) 27.1* Financial Data Schedule. 99.1* BancFirst Corporation Stock Option Repurchase Program. - -------------------------------------------------------------------------------- *Filed herewith (b) No reports on Form 8-K have been filed by the Company during the quarter ended September 30, 1997. 11
SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. BANCFIRST CORPORATION (Registrant) Date November 13, 1997 /s/ Randy P. Foraker ------------------------------------- (Signature) Randy P. Foraker Senior Vice President and Controller; Assistant Secretary/Treasurer (Principal Accounting Officer) 12