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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-Q
(Mark One)
[ X ] Quarterly report under Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the quarterly period ended June 30, 2002
[ ] Transition report under Section 13 or 15(d) of the Exchange Act.
For the transition period from ________ to ________
Commission file number 0-20099
SOUTHWEST GEORGIA FINANCIAL CORPORATION
(Exact Name Of Small Business Issuer as specified in its Charter)
Georgia 58-1392259
(State Or Other Jurisdiction Of (I.R.S. Employer
Incorporation Or Organization) identification No.)
201 FIRST STREET, S.E., MOULTRIE, GEORGIA 31768
Address Of Principal Executive Offices
(229) 985-1120
Registrant's Telephone Number, Including Area Code
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
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 ___________
Indicate the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date.
Class Outstanding At July 15, 2002
Common Stock, $1 Par Value 3,000,000
SOUTHWEST GEORGIA FINANCIAL CORPORATION
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED JUNE 30, 2002
TABLE OF CONTENTS
PAGE #
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The following financial statements are provided for Southwest Georgia
Financial Corporation as required by this Item 1.
a. Consolidated balance sheets (unaudited) - June 30, 2002
and December 31, 2001. 2
b. Consolidated statements of income (unaudited) - for the six
months and the three months ended June 30, 2002 and 2001. 3
c Consolidated statements of comprehensive income (unaudited) - for
the six months and the three months ended June 30, 2002 and 2001. 4
d. Consolidated statements of cash flows (unaudited) for the six
months ended June 30, 2002 and 2001. 5
e. Notes to Consolidated Financial Statements 6
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS 7
ITEM 3. QUANTITATIVE AND QUALITITATIVE DISCLOSURES
ABOUT MARKET RISK 10
PART II - OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS 12
ITEM 5. OTHER INFORMATION 13
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K 13
SIGNATURE 14
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SOUTHWEST GEORGIA FINANCIAL CORPORATION
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
June 30, 2002 and December 31, 2001
June 30, December 31,
ASSETS 2002 2001
Cash and due from banks $ 7,540,540 $ 9,211,645
Interest-bearing deposits with banks 1,863,484 1,143,211
Federal funds sold 2,000,000 1,130,000
Investment securities available for sale,
at fair value 32,375,616 27,911,564
Investment securities held to maturity
(estimated fair value of $65,388,572
and $63,019,613) 62,540,046 60,472,774
Total investment securities 94,915,662 88,384,338
Loans 113,519,036 121,608,690
Less: Unearned income (55,276) (59,798)
Allowance for loan losses (2,006,490) (1,883,171)
Loans, net 111,457,270 119,665,721
Premises and equipment 5,569,294 5,536,152
Foreclosed assets, net 2,176,383 3,545,388
Other assets 6,308,820 6,227,993
Total assets $231,831,453 $234,844,448
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Deposits:
Noninterest bearing $ 25,323,685 $ 25,760,282
NOW accounts 31,673,026 36,565,701
Money Market 16,384,149 14,338,066
Savings 16,176,961 12,270,166
Certificates of deposit $100,000 and over 23,659,026 28,211,756
Other time accounts 73,004,639 75,754,615
Total deposits 186,221,486 192,900,586
Federal funds purchased 0 0
Other borrowed funds 2,400,000 4,800,000
Long-term debt 8,563,780 3,391,511
Other liabilities 2,457,587 2,795,245
Total liabilities 199,642,853 203,887,342
Stockholders' equity:
Common stock - par value $1; authorized
5,000,000 shares; issued 3,000,000 shares 3,000,000 3,000,000
Capital surplus 2,033,551 2,033,551
Retained earnings 32,577,455 31,466,690
Accumulated other comprehensive income 716,389 161,400
Treasury stock 617,407 shares for 2002 and
592,407 shares for 2001, at cost (6,138,795) (5,704,535)
Total stockholders' equity 32,188,600 30,957,106
Total liabilities and stockholders' equity $231,831,453 $234,844,448
SOUTHWEST GEORGIA FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
For The Three Months
Ended June 30,
2002 2001
Interest income:
Interest and fees on loans $2,322,390 $3,083,734
Interest and dividend on securities
available for sale 258,214 386,305
Interest on taxable securities
held to maturity 941,572 990,493
Interest on tax exempt securities
available for sale 143,547 143,531
Interest on tax exempt securities
held to maturity 33,721 39,748
Interest on federal funds sold 2,878 19,410
Interest on deposits with banks 10,568 79,113
Total interest income 3,712,890 4,742,334
Interest expense:
Interest on deposits 1,028,772 2,005,099
Interest on federal funds purchased 1,670 2,141
Interest on other borrowings 25,472 120,120
Interest on long-term debt 89,653 0
Total interest expense 1,145,567 2,127,360
Net interest income 2,567,323 2,614,974
Provision for loan losses 105,000 75,000
Net interest income after
provision for loan losses 2,462,323 2,539,974
Noninterest income:
Service charges on deposit accounts 265,333 236,028
Income from trust services 50,004 68,905
Income from security sales 59,011 79,808
Income from insurance services 219,341 210,342
Income from mortgage banking services 867,091 842
Net gain(loss) on disposition of assets ( 286,200) ( 3,014)
Net gain(loss) on sale of securities 121,270 0
Other income 38,963 45,891
Total noninterest income 1,334,813 638,802
Noninterest expense:
Salaries and employee benefits 1,544,994 1,153,996
Occupancy expense 127,674 118,280
Equipment expense 119,060 119,906
Data processing expense 138,824 129,765
Other operating expenses 649,559 634,241
Total noninterest expenses 2,580,111 2,156,188
Income before income taxes 1,217,025 1,022,588
Provision for income taxes 316,145 236,800
Net income $ 900,880 $ 785,788
Earnings per share of common stock:
Net income, basic & diluted $ 0.37 $ 0.32
Dividends paid, basic & diluted 0.13 0.13
Average shares outstanding 2,388,170 2,452,813
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SOUTHWEST GEORGIA FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
For The Six Months
Ended June 30,
2002 2001
Interest income:
Interest and fees on loans $4,834,951 $6,114,377
Interest and dividend on securities
available for sale 497,164 701,164
Interest on taxable securities
held to maturity 1,813,671 1,996,112
Interest on tax exempt securities
available for sale 287,085 287,019
Interest on tax exempt securities
held to maturity 67,441 79,518
Interest on federal funds sold 8,897 47,484
Interest on deposits with banks 23,341 205,477
Total interest income 7,532,550 9,431,151
Interest expense:
Interest on deposits 2,201,969 4,119,975
Interest on federal funds purchased 1,670 2,141
Interest on other borrowings 54,410 238,920
Interest on long-term debt 120,097 0
Total interest expense 2,378,146 4,361,036
Net interest income 5,154,404 5,070,115
Provision for loan losses 255,000 230,000
Net interest income after
provision for loan losses 4,899,404 4,840,115
Noninterest income:
Service charges on deposit accounts 505,920 456,182
Income from trust services 100,832 135,104
Income from security sales 146,077 256,915
Income from insurance services 458,575 469,527
Income from mortgage banking services 1,494,143 5,518
Net gain(loss) on disposition of assets ( 245,485) ( 2,415)
Net gain(loss) on sale of securities 121,270 0
Other income 116,998 126,160
Total noninterest income 2,698,330 1,446,991
Noninterest expense:
Salaries and employee benefits 3,160,151 2,298,142
Occupancy expense 260,161 252,828
Equipment expense 234,883 242,899
Data processing expense 275,001 260,414
Other operating expenses 1,286,619 1,153,478
Total noninterest expenses 5,216,815 4,207,761
Income before income taxes 2,380,919 2,079,345
Provision for income taxes 649,379 510,500
Net income $1,731,540 $1,568,845
Earnings per share of common stock:
Net income, basic & diluted $ 0.72 $ 0.63
Dividends paid, basic & diluted 0.26 0.26
Average shares outstanding 2,393,847 2,470,795
SOUTHWEST GEORGIA FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(UNAUDITED)
For The Three Months
Ended June 30,
2002 2001
Net income $ 900,880 $ 785,788
Other comprehensive income, net of tax:
Unrealized holding gains(losses) arising
during the period 948,709 (208,192)
Federal income tax expense 322,561 ( 70,785)
Other comprehensive income, net of tax: 626,148 (137,407)
Total comprehensive income $1,527,028 $ 648,381
SOUTHWEST GEORGIA FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(UNAUDITED)
For The Six Months
Ended June 30,
2002 2001
Net income $1,731,540 $1,568,845
Other comprehensive income, net of tax:
Unrealized holding gains(losses) arising
during the period 840,892 164,047
Federal income tax expense 285,903 55,776
Other comprehensive income, net of tax: 554,989 108,271
Total comprehensive income $2,286,529 $1,677,116
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SOUTHWEST GEORGIA FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
For The Six Months
Ended June 30,
2002 2001
Cash flows from operating activities:
Net income $ 1,731,540 $ 1,568,845
Adjustments to reconcile net income to
net cash provided by operating activities:
Provision for loan losses 255,000 230,000
Depreciation 254,327 255,210
Net amortization and accretion
of investment securities 21,772 18,949
Amortization of intangibles 161,963 23,027
Net loss (gain) on sale and disposal of assets 129,015 2,414
Changes in:
Other assets ( 675,933) 26,964
Other liabilities ( 623,561) ( 65,953)
Net cash provided by operating activities 1,254,123 2,059,456
Investing activities:
Proceeds from maturities of securities held
to maturity 8,000,000 7,000,000
Proceeds from maturities of securities
available for sale 1,977,370 341,434
Proceeds from sale of securities
available for sale 483,270 0
Purchase of securities held to maturity (10,079,712) ( 7,007,615)
Purchase of securities available for sale ( 5,971,862) ( 7,137,069)
Net change in other short-term investments ( 870,000) 2,000,000
Net change in loans 7,734,504 ( 1,611,983)
Purchase of premises and equipment ( 287,469) ( 97,222)
Proceeds from sales of other assets 1,770,939 171,082
Net change in interest-bearing deposits with banks ( 720,273) 3,754,135
Net cash provided(used) for investing activities 2,036,767 ( 2,587,238)
Financing activities:
Net change in deposits ( 6,679,100) 427,864
Net change in short-term borrowings ( 2,400,000) 0
Increase in long-term borrowings 5,172,269 0
Cash dividends declared ( 620,904) ( 637,349)
Payment for common stock ( 434,260) ( 1,172,596)
Net cash provided(used) for financing activities ( 4,961,995) ( 1,382,081)
Increase(decrease) in cash and due from banks ( 1,671,105) ( 1,909,863)
Cash and due from banks - beginning of period 9,211,645 8,763,126
Cash and due from banks - end of period $ 7,540,540 $ 6,853,263
NONCASH ITEMS:
Increase in foreclosed properties
and decrease in loans $ 218,947 $ 119,959
Unrealized gain(loss) on securities
available for sale $ 554,989 $ 108,271
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SOUTHWEST GEORGIA FINANCIAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
_________
Basis of Presentation
The accompanying unaudited consolidated financial statements have been
prepared in accordance with the instructions to Form 10-Q and therefore do
not include all information and footnotes necessary for a fair presentation
of financial position, results of operations, and changes in financial
position in conformity with generally accepted accounting principles. The
interim financial statements furnished reflect all adjustments which are, in
the opinion of management, necessary to a fair statement of the results for
the interim periods presented.
-6-
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
Liquidity management involves the ability to meet the cash flow requirements
of customers who may be either depositors wanting to withdraw their funds or
borrowers needing assurance that sufficient funds will be available to meet
their credit needs. In the ordinary course of business, Southwest Georgia
Financial Corporation's (the "Company") cash flows are generated from
interest and fee income as well as from loan repayments and the maturity or
sale of other earning assets. In addition, liquidity is continuously
provided through the acquisition of new deposits and borrowings or the
rollover of maturing deposits and borrowings. The Company strives to
maintain an adequate liquidity position by managing the balances and
maturities of interest-earning assets and interest-earning liabilities so
that the balance it has in short-term investments at any given time will
adequately cover any reasonably anticipated immediate need for funds.
Additionally, the subsidiary Southwest Georgia Bank (the "Bank") maintains
relationships with correspondent banks which could provide funds to it on
short notice, if needed.
The liquidity and capital resources of the Company are monitored on a
periodic basis by state and Federal regulatory authorities. As determined
under guidelines established by these regulatory authorities, the Bank's
liquidity ratios at June 30, 2002, were considered satisfactory. At that
date, the Bank's short-term investments were adequate to cover any reasonably
anticipated immediate need for funds. The Company is aware of no events or
trends likely to result in a material change in liquidity. At June 30, 2002,
the Company's and the Bank's risk-based capital ratios were considered
adequate based on guidelines established by regulatory authorities. During
the six months ended June 30, 2002, total capital increased $1.2 million to
$32.2 million. The Company repurchased 25,000 shares of its common stock
during the first six months of 2002 at an average price of $17.37 per share.
Also, the Company continues to maintain a healthy level of capital adequacy
as measured by its equity-to-asset ratio of 13.88 percent as of June 30,
2002. The Company is aware of no events or trends likely to result in a
material change in capital resources other than normal operations resulting
in the retention of net earnings, repurchasing shares, and paying dividends
to shareholders. Also, the Company's management is not aware of any current
recommendations by the regulatory authorities which, if they were to be
implemented, would have a material effect on the Company's capital resources.
Results of Operations
The Company's results of operations are determined by its ability to
effectively manage interest income and expense, to minimize loan and
investment losses, to generate noninterest income, and to control noninterest
expense. Since interest rates are determined by market forces and economic
conditions beyond the control of the Company, the ability to generate net
interest income is dependent upon the Bank's ability to obtain an adequate
spread between the rate earned on interest-earning assets and the rate paid
-7-
on interest-bearing liabilities. Thus, the key performance measure for net
interest income is the interest margin or net yield, which is taxable-
equivalent net interest income divided by average earning assets.
Business Consolidation
In the fourth quarter of 2001, the Company's subsidiary, Southwest Georgia
Bank (the "Bank"), acquired the remaining 50 percent of the common stock of
Empire Financial Services, Inc. ("Empire"), a commercial mortgage banking
firm located in Milledgeville, Georgia. The Bank had acquired half of the
outstanding common stock of Empire in 1997 and owned a fifty percent interest
in Empire until the fourth quarter of 2001. Due to acquiring all of Empire
stock, the Bank changed its method of accounting for Empire. Prior to the
acquisition of all of the Empire common stock, the investment in Empire was
accounted for by using the cost method and dividends received were included
in interest and dividends income. In the fourth quarter of 2001 Empire's
operations were consolidated with the Company's operations.
Comparison of Statements of Income
The Company's net income after taxes for the three month period ending June
30, 2002, was $901 thousand compared to $786 thousand for the same period in
2001, representing an increase of $115 thousand or 14.6 percent. For the
first six months of 2002, the Company earned a net income of $1.732 million
or $ .72 per share compared to $1.569 million or
$.63 per share in 2001.
Total interest income decreased $1.029 million comparing the three months
ended June 30, 2002 to the same period in 2001. For the first six months of
2002, total interest income decreased $1.899 million comparing the same
period in 2001. The decrease for the six month period is the result of
decreases in interest and fees on loans, interest on deposits with banks, and
in interest and dividends on securities. This decrease in interest income is
primarily related to a decrease in loan rates and in average volume of loans.
The average yield on loans decreased 173 basis points comparing the six month
period to the same period in 2001. Since the first of 2001, the prime rate
has decreased 450 basis points to 4.75 percent and the Company's base rate
had dropped from 9 to 6.25 percent. For the six month period, the average
volume of loans decreased $5.7 million compared to the same period last year.
The total interest expense decreased $982 thousand or 46.2 percent in the
second quarter of 2002 compared to the same period in 2001. The total
interest expense for the six month period ending June 30, 2002, decreased
$1.983 million or 45.5 percent compared to the same period in 2001. Over
this period, the average balances on interest-bearing deposits decreased
$12.0 million or 6.8 percent. The decrease in interest expense is primarily
related to decreases in the rate on interest-bearing deposits. The rate on
time deposits decreased 245 basis points while the rate on savings deposits
decreased 124 basis points comparing the first six months of 2002 to the same
period in 2001.
-8-
The primary source of revenue for the Company is net interest income, which
is the difference between total interest income on earning assets and
interest expense on interest-bearing sources of funds. Net interest income
for the second quarter of 2002 decreased $48 thousand, or 1.8 percent,
compared to the same period in 2001. Net interest income for the first six
months of 2002 was $5.154 million compared to $5.070 million for the same
period in 2001. If Empire's operations as mentioned above were consolidated
during these periods in 2001, net interest income would have reflected
increases of $87 thousand for the second quarter and $186 thousand for the
six month period when comparing 2002 to 2001. Net interest income for the
quarter is determined primarily by the volume of earning assets and the
various rate spreads between these assets and their funding sources. The
Company's net interest margin was 4.96 percent and 4.89 percent during the
second quarter of 2002 and 2001, respectively, and was 5.03 percent and 4.76
percent during the six months ended June 30, 2002 and 2001.
Noninterest income increased $696 thousand, or 109.0 percent, for the three
months ended June 30, 2002 compared to the same period a year ago.
Noninterest income for the six months ended June 30, 2002, increased $1.251
million compared to the same period in 2001. The majority of this increase
was primarily attributable to increases in income from mortgage banking
services. Income from mortgage banking services was $867 thousand in the
second quarter of 2002 and was $1.494 million for the first six months of
2002. The inclusion of income from mortgage banking services in noninterest
income was due to the acquisition of the remaining 50 percent of the common
stock of Empire as mentioned above. Also, during the second quarter the
Company incurred a $121 thousand gain on the sale of equity securities. This
second quarter increase in noninterest income was partially offset by a $286
thousand loss on disposition of assets.
Total noninterest expenses increased by $424 thousand for the three months
ended June 30, 2002 and increased $1.009 million for the six months ended
June 30, 2002 compared to the same periods in 2001. The majority, $444 and
$910 thousand, of this increase in noninterest expense was attributable to
the expenses relating to the Empire operations for the second quarter and the
six month period, respectively. Excluding Empire's operating expenses,
noninterest expenses for the six month period of 2002 increased $99 thousand
compared to the same period in 2001. Primarily, this increase occurred in
salary and employee benefits and partially offset by a reduction in expenses
related to carrying real estate held for debt previously contracted. Other
increases in noninterest expense compared to the same period a year ago
occurred in the normal course of operations. Management will continue to
monitor expenses closely in an effort to achieve all cost efficiencies
available.
Comparison of Financial Condition Statements
During the first six months of 2002, total assets decreased $3.0 million, or
1.3 percent, from December 31, 2001, and decreased $8.8 million, or 3.7
percent, from June 30, 2001.
The Company's loan portfolio of $113.5 million decreased 6.7 percent from the
December 31, 2001, level of $121.6 million. Loans, the major use of funds,
represent 49.0 percent of total assets.
-9-
Investment securities and other short-term investments represent 42.6 percent
of total assets. Investment securities increased $6.5 million since December
31, 2001. Other short-term investments increased $1.6 million since December
31, 2001. This resulted in an overall increase in investments of $8.1
million.
Deposits, the primary source of the Company's funds, decreased from $192.9
million at December 31, 2001, to $186.2 million at June 30, 2002. At June
30, 2002, total deposits represented 80.3 percent of total assets.
The allowance for loan losses represents a reserve for potential losses in
the loan portfolio. The adequacy of the allowance for loan losses is
evaluated monthly based on a review of all significant loans, with a
particular emphasis on nonaccruing, past due, and other loans that management
believes require attention. Other factors used in determining the adequacy
of the reserve are management's judgment about factors affecting loan quality
and management's assumptions about the local and national economy. The
allowance for loan losses was 1.77 percent of total loans outstanding at June
30, 2002, compared to 1.55 percent of loans outstanding at December 31, 2001.
Management considers the allowance for loan losses as of June 30, 2002,
adequate to cover potential losses in the loan portfolio.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company's primary market risk lies within its exposure to interest rate
movement. The Company has no foreign currency exchange rate risk, commodity
price risk, or any other material market risk. The Company has no trading
investment portfolio. As a result, it does not hold any market risk-sensitive
instruments, which would be subject to a trading environment which is
characterized by volatile short-term movements in interest rates. Also, the
Company has no interest rate swaps or other derivative instruments that are
either designated and effective as hedges or which modify the interest rate
characteristics of specified assets or liabilities. The Company's primary
source of earnings, net interest income, can fluctuate with significant
interest rate movements. To lessen the impact of these movements, the Company
seeks to maximize net interest income while remaining within prudent ranges of
risk by practicing sound interest rate sensitivity management. The Company
attempts to accomplish this objective by structuring the balance sheet so that
the differences in repricing opportunities between assets and liabilities are
minimized. Interest rate sensitivity refers to the responsiveness of earning
assets and interest-bearing liabilities to changes in market interest rates.
The Company's interest rate risk management is carried out by the
Asset/Liability Management Committee which operates under policies and
guidelines established by management. The Company maintains an investment
portfolio that staggers maturities and provides flexibility over time in
managing exposure to changes in interest rates. Any imbalances in the
repricing opportunities at any point in time constitute a financial
institution's interest rate sensitivity.
-10-
The Company uses a number of tools to measure interest rate risk. One of the
indicators for the Company's interest rate sensitivity position is the
measurement of the difference between its rate-sensitive assets and rate-
sensitive liabilities, which is referred to as the "gap." A gap analysis
displays the earliest possible repricing opportunity for each asset and
liability category based upon contractual maturities and repricing. As of June
30, 2002, the Company's one-year cumulative rate-sensitive assets represented
72 percent of the cumulative rate-sensitive liabilities compared to 69 percent
for the same period in 2001. This change in the cumulative gap is a result of
the Company's management of its exposure to interest rate risk. All interest
rates and yields do not adjust at the same velocity; therefore, the interest
rate sensitivity gap is only a general indicator of the potential effects of
interest rate changes on net interest income. The Company's asset and
liability mix is monitored to ensure that the effects of interest rate
movements in either direction are not significant over time.
-11-
PART II. - OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
(a) Date - May 28, 2002 - annual shareholders' meeting.
(b) Elected the following directors:
Cecil H. Barber Lee C. Redding
John H. Clark Roy H. Reeves
DeWitt Drew Johnny R. Slocumb
Michael J. McLean Violet K. Weaver
Richard L. Moss C. Broughton Williams, Jr.
Director Emeritus:
Albert W. Barber
Leo T. Barber, Jr.
Mrs. Kenneth V. Cope
Robert M. Duggan
E. J. McLean, Jr.
Earl D. Moore
Jack Short
Mrs. Hugh Turner
(c) The following matter was voted on at the annual
shareholders' meeting
Number Of Percent Of
Votes Cast Outstanding Shares
(1) Election Of Directors 1,901,824 79.30%
Against 5,723 .30%
Total Shares Voted 1,907,547 79.60%
-12-
ITEM 5. OTHER INFORMATION
In January of this year, the Company announced its decision to continue with
its share repurchase program where it may repurchase up to 150,000 shares, or
approximately 6% of its common stock from time to time through January 31,
2003. The Board of Directors approved this common stock repurchase program
in view of the strong capital position of Southwest Georgia Financial
Corporation and its subsidiary, Southwest Georgia Bank.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a. There have been no reports filed on Form 8-K for the quarter ended
June 30, 2002.
b. Exhibit 99.1 Certification of Periodic Financial Report by Chief
Executive Officer.
c. Exhibit 99.2 Certification of Periodic Financial Report by Chief
Financial Officer.
-13-
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
SOUTHWEST GEORGIA FINANCIAL CORPORATION
BY: s/George R. Kirkland
GEORGE R. KIRKLAND
SENIOR VICE-PRESIDENT AND TREASURER
(FINANCIAL AND ACCOUNTING OFFICER)
Date: August 14, 2002
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