Back to GetFilings.com
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Nine Months Ended September 30, 2002. Commission File Number 0-8597
THE REPUBLIC CORPORATION
Texas 74-0911766
- ------ ----------
(State of other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
5340 WESLAYAN - P.O. BOX 270462, HOUSTON, TX 77277
- -------------------------------------------- -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 713-993-9200
NONE
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
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 report(s), 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 stock, as of September 30, 2002
COMMON STOCK, $1.00 PAR VALUE Shares 356,844
- ----------------------------- --------
Outstanding at Sept. 30,
2002, (excluding 23,119
shares held as treasury
shares)
THE REPUBLIC CORPORATION
Index to Quarterly Report on Form 10-Q
PAGE
Part I. Financial Information
Item 1. Financial Statements (unaudited)
Consolidated Balance Sheets
December 31, 2001, and September 30, 2002. 1
Consolidated Statements of Income for the three months
and nine months ended September 30, 2001 and 2002. 2
Consolidated Statements of Cash Flows for the nine months
ended September 30, 2001 and 2002. 3
Notes to Financial Statements 4
Item 2. Management's Discussion and Analysis 5-9
Part II. Other Information 11
Signatures 12
REPUBLIC CORPORATION AND SUBSIDIARY
Balance Sheet
September 30 December 31
2002 2001
------------- -------------
Assets
Cash and due from banks (demand) .......................................... $ 5,835,117 $ 6,740,872
Investment securities:
Held-to-maturity
Market value at 9-30-02 28,339,765 ........................
Market value at 12-31-01 33,036,515 ........................ 27,514,650 32,639,115
Available-for-sale
Market value at 9-30-02 24,000 ........................
Market value at 12-31-01 24,000 ........................ 24,000 24,000
------------- -------------
$ 33,373,767 $ 39,403,987
Loans ..................................................................... 109,793,441 113,289,960
Plus: Uncollected earned interest ................................. 1,061,808 815,911
Less: Allowance for losses ........................................ (1,734,000) (1,612,000)
------------- -------------
Net loans and other receivables ................................... 109,121,249 112,493,871
------------- -------------
Federal funds sold ........................................................ 42,425,000 21,975,000
Property, equipment and vehicles (net) .................................... 3,078,057 3,175,287
Other real estate ......................................................... 321,837 254,732
Goodwill .................................................................. 436,079 436,079
Other assets .............................................................. 747,394 403,645
------------- -------------
Total assets ...................................................... $ 189,503,383 $ 178,142,601
------------- -------------
Liabilities and Stockholders' Equity
Deposits (Domestic):
Demand (non-interest bearing) ..................................... $ 23,269,415 $ 21,085,881
Savings, time and demand (Interest-bearing) ....................... 148,275,305 140,557,986
------------- -------------
$ 171,544,720 $ 161,643,867
Accounts payable and accrued interest payable ............................. $ 927,679 $ 1,002,190
Accrued taxes payable ..................................................... 610,786 57,357
------------- -------------
Total liabilities ................................................. $ 173,083,185 $ 162,703,414
------------- -------------
Minority Interest in Consolidated Subsidiary .............................. 476,060 408,681
------------- -------------
Stockholders'Equity
Common stock (par value $1; 750,000 shares authorized,
356,844 shares issued including stock held in treasury) ........... 356,844 356,844
Additional paid-in capital ................................................ 234,931 234,931
Less cost of treasury stock (23,119 shares at 9-30-02 and
23,119 at 12-31-01) ............................................... (91,303) (91,303)
------------- -------------
Total contributed capital .................................. 500,472 500,472
------------- -------------
Retained earnings ......................................................... 15,443,666 14,530,034
------------- -------------
Net Unrealized Gain (Loss) on Securities
Available-for-Sale (Net of Taxes) ................................. -0- -0-
Stockholders'equity ........................................ 15,944,138 15,030,506
------------- -------------
Total liabilities and stockholders equity ......................... $ 189,503,383 $ 178,142,601
------------- -------------
The accompanying note is an integral part of these financial statements.
1
REPUBLIC CORPORATION AND SUBSIDIARY
Statement of Income
Three Months Ended Nine Months Ended
----------------------------- ----------------------------
Sept. 30 Sept. 30 Sept. 30 Sept. 30
2002 2001 2002 2001
----------- ----------- ----------- -----------
Interest Income
Interest and fees on loans ........................... $ 2,240,494 $ 2,676,088 $ 6,848,963 $ 7,888,019
----------- ----------- ----------- -----------
Interest on funds sold and securities
purchased under agreement to resell ............. 179,135 202,279 437,331 478,020
Interest and dividends on investments
Securities of U.S. Government and
government agencies ........................ 273,219 324,388 933,857 1,138,145
Obligations of states, political
subdivisions and other obligations
secured by the government .................. 29,211 29,262 86,832 87,779
----------- ----------- ----------- -----------
Total interest on investments ................... 481,565 555,929 1,458,020 1,703,944
----------- ----------- ----------- -----------
Total interest income ........................... 2,722,059 3,232,017 8,306,983 9,591,963
----------- ----------- ----------- -----------
Interest expense:
Interest on deposits ................................. 942,073 1,449,193 3,026,285 4,449,341
----------- ----------- ----------- -----------
Total Interest expense .......................... 942,073 1,449,193 3,026,285 4,449,341
----------- ----------- ----------- -----------
Net interest income .................................. 1,779,986 1,782,824 5,280,698 5,142,622
Provision for loan losses .................................. (69,602) (86,840) (311,776) (172,372)
----------- ----------- ----------- -----------
Net interest income after provision for
loan losses ..................................... 1,710,384 1,695,984 4,968,922 4,970,250
----------- ----------- ----------- -----------
Other income:
Service charges on deposit accounts .................. 48,794 54,972 136,453 165,536
Other service charges, commission and fees ........... 130,216 78,786 351,041 448,468
Gain on sale of securities ........................... -0- -0- -0- -0-
Net income - other real estate .................. (37) -0- 2,962 -0-
Other income ......................................... 75,250 39,631 262,760 105,210
----------- ----------- ----------- -----------
Total other income .............................. 254,223 173,389 753,216 719,214
----------- ----------- ----------- -----------
Other expenses:
Salaries and wages ................................... 534,744 526,761 1,590,564 1,481,031
Employee benefits .................................... 119,425 129,549 399,398 382,361
Net occupancy expenses ............................... 61,453 90,866 309,792 312,994
Furniture and equipment expenses ..................... 34,897 43,607 82,335 118,787
Depreciation other than rental property .............. 87,998 88,124 260,570 231,709
Net cost-other real estate ........................... -0- -0- -0- -0-
Computer service center .............................. 131,613 136,645 416,569 351,756
FDIC-insurance ....................................... 13,888 6,687 27,967 27,679
Professional services ................................ 49,603 42,950 150,131 141,595
Advertising .......................................... 45,742 54,923 144,023 114,614
Other operating expenses ............................. 275,612 290,738 830,904 877,790
----------- ----------- ----------- -----------
Total other expenses ............................ 1,354,975 1,410,850 4,212,253 4,040,316
----------- ----------- ----------- -----------
Income before income taxes ...................... 609,632 458,523 1,509,885 1,649,148
Less applicable income taxes (Current) ................... 206,000 140,000 566,050 579,000
----------- ----------- ----------- -----------
Income before reduction for minority interest ... 403,632 318,523 943,835 1,070,148
Less minority interest income (loss) ................. 12,293 8,653 30,203 31,894
----------- ----------- ----------- -----------
Net income ...................................... $ 391,339 $ 309,870 $ 913,632 $ 1,038,254
----------- ----------- ----------- -----------
Earnings per share .............................. $ 1.17 $ .93 $ 2.74 $ 3.11
----------- ----------- ----------- -----------
The accompanying note is an integral part of these financial statements.
2
REPUBLIC CORPORATION AND SUBSIDIARY
Statement of Cash Flows
Nine Months Ended
-------------------------------
Sept. 30 Sept. 30
2002 2001
------------ ------------
Cash flows and operating activities:
Net income (loss) .......................................... $ 913,632 $ 1,038,254
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation ................................. 260,570 231,709
Provision for loan losses .................... 311,776 172,372
Amortization (accretion) of discounts and
Premium ................................. 124,465 (545,888)
Other real estate gains (loss)/net ........... (2,962) -0-
Investment securities gains/net .............. -0- -0-
Loss of sale on subsidiary stock ............. 31,377 57,639
Re-appraisal - other real estate ............. -0- -0-
(Decrease) increase in interest payable ...... (74,511) (424,803)
(Increase) decrease in interest receivable ... (245,897) (606,065)
(Increase) decrease in other assets .......... (343,749) (463,460)
Increase (decrease) in other liabilities ..... 584,431 593,813
------------ ------------
Total adjustments .................................................. 645,500 (984,683)
------------ ------------
Net cash provided by (used in) operating activities ................ 1,559,132 53,571
------------ ------------
Cash flows from investing activities
Proceeds from sales of subsidiary stock .................... 5,000 10,000
Purchase of subsidiary stock ............................... -0- -0-
Proceeds from maturities of investment securities .......... 5,000,000 15,000,000
Purchase of investment securities .......................... -0- (10,000,000)
Net (increase) decrease in loans made to customers ......... 3,146,600 (2,557,143)
Capital expenditure ........................................ (163,340) (829,771)
Proceeds from sale of other real estate .................... 96,000 -0-
------------ ------------
Net cash provided by (used in) investing activities ................ 8,084,260 1,623,086
------------ ------------
Cash flows from financing activities
Net increase (decrease) in demand deposits, NOW
account, savings accounts and certificates of deposit ...... 9,900,853 12,152,702
Purchase of treasury stock .................................... -0- -0-
------------ ------------
Net cash provided by (used in) financing activities ................ 9,900,853 12,152,702
------------ ------------
Net increase (decrease) in cash and cash equivalents ............... 19,544,245 13,829,359
------------ ------------
Cash and cash equivalents at beginning of year:
Cash and due from banks .................................... 6,740,872 5,813,679
Federal funds sold ......................................... 21,975,000 10,800,000
------------ ------------
Cash and cash equivalents at beginning of year ..................... 28,715,872 16,613,679
============ ============
Cash and cash equivalents at Sept. 30, 2002
Cash and due from banks .................................... 5,835,117 5,693,038
Federal funds sold ......................................... 42,425,000 24,750,000
------------ ------------
Cash and cash equivalents at Sept. 30, 2002 ........................ $ 48,260,117 $ 30,443,038
============ ============
Supplemental disclosures of cash flow information:
Cash paid for interest ..................................... 3,105,565 4,874,144
Cash paid for income tax ................................... 608,000 584,210
The accompanying note is an integral part of these financial statements.
3
REPUBLIC CORPORATION AND SUBSIDIARY
Notes to Consolidated Financial Statements
September 30, 2002
Note 1 -- BASIS OF PREPARATION AND PRESENTATION
The consolidated financial statements included herein have been prepared by
The Republic Corporation, without audit, pursuant to the rules and regulations
of the Securities and Exchange Commission and include all adjustments which are,
in the opinion of management, necessary for a fair presentation. The condensed
consolidated financial statements include the accounts of the company and its
subsidiaries. Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such rules and
regulations. The Republic Corporation believes that the disclosures are adequate
to make the information presented not misleading; however, it is suggested that
these financial statements be read in conjunction with the financial statements
and the notes thereto which are on Form 10-K for the fiscal year ended December
31, 2001. The financial data for the interim periods may not necessarily be
indicative of results to be expected for the year.
Securities that will be held for indefinite periods of time, including
securities that will be used as part of the Company's asset/liability management
strategy and that may be sold in response to changes in interest rates,
prepayments, and similar factors, are classified as Available-for-Sale and
accounted for at fair value.
4
MANAGEMENT'S DISCUSSION AND ANALYSIS
FINANCIAL CONDITION
ASSET QUALITY
Loans placed on non-accrual are up significantly from the year-end, 2001
level, a result of past due status and associated economic difficulties related
to two low six figure loans together with a larger number of smaller credits.
Presently, approximately 37% of the total is contractually past due 30 days or
more, the remainder paying as agreed or past due to a lesser extent. Most
typically, the bank collects interest on a cash basis when payments are received
on non-accrual loans and they are only placed back on accrual status when the
outlook has materially improved and payments have been made as agreed for at
least two quarters.
The restructured total consists of 11 smaller consumer loans which
presently have modified terms necessitated by financial difficulty. (Please see
Table 1, PROBLEM ASSETS)
Slowing loan demand and an accelerating refinancing trend have caused a
year-to-date reduction in total loans of $3,485m. During the same time frame,
commercial real estate loans fell $6,263m, 1-4 family home loans increased
$2,022m, commercial and industrial loans increased $1,138m and installment loans
fell $610m. (Please see Table 2, LOAN CONCENTRATIONS)
TABLE 1 PROBLEM ASSETS
(dollars in thousands) September 30 December 31
------------- --------------------------------
2002 2001 2000 1999
------ ------ ------ ------
Nonaccrual loans ....................... $1,883 $1,008 $1,076 $ 837
Past-due loans (over 90 days) .......... -0- -0- 149 -0-
Restructured loans ..................... 99 81 781 1,022
------ ------ ------ ------
Total problem loans ............ $1,982 $1,089 $2,006 $1,859
Foreclosed assets
Real estate .................... 322 255 38 43
In-substance foreclosures ...... -0- -0- -0- -0-
Other .......................... -0- -0- 17 23
------ ------ ------ ------
Total Problem Assets ... $2,304 $1,344 $2,061 $1,925
Total problem loans as
a percentage of total loans ... 1.8% 1.0% 1.8% 1.9%
Total problem assets as a
percentage of total loans
and foreclosed assets ......... 2.1% 1.2% 1.8% 2.0%
TABLE 2 LOAN CONCENTRATIONS
(dollars in thousands) September 30 December 31
2001 2001 2000
------------- -------- --------
Commercial ............................. $ 8,562 $ 7,424 $ 7,361
Agricultural ........................... 1,292 1,754 3,029
Real Estate-Construction ............... 3,588 3,262 8,122
Real Estate-Mortgage ................... 83,739 89,617 84,256
Installment loans to Individuals ....... 10,612 11,233 11,210
-------- -------- --------
Totals ......................... $109,793 $113,290 $113,978
5
SOURCES AND USES OF FUNDS
2002 has been characterized by a significant accumulation of cash and cash
equivalents. The combined effect of money generated from operations, maturing
investments, loan payoffs, and increasing deposits resulted in an increase of
$19,544,245 in cash and cash equivalents. This compares with an increase of
$13,829,359 in the prior year period. (Please see Statement of Cash Flows, P-3)
LIQUIDITY
The accumulation of cash equivalents has caused a direct and significant
increase in the bank's ability to respond to withdrawal and loan requests. At
September 30, 2002, the bank's holdings of cash and due from banks, readily
marketable securities and federal funds sold totaled approximately 44% of total
liabilities. This contrasts with 38% at year-end, 2001, and 35% at the end of
the year-ago period. (Please see Balance Sheet, P-1)
INTEREST RATE SENSITIVITY MANAGEMENT
In the ordinary course of business, the company is exposed to the risk of
loss from changes in interest rates. The majority of this risk has to do with
timing differences related to the repricing of assets and liabilities. The
company, through its ALCO committee, analyzes and compares these repricing
differences and basis point spreads so as to effectively monitor and adjust the
inevitable earnings impact of rate change. The objective, over time, is to
minimize this earnings impact in all interest rate environments and not to
attempt to anticipate or time the market. The primary tools to accomplish this
are absolute pricing level decisions on both sides of the balance sheet, so as
to address the imbedded "basis risk", as well as overt adjustment to the timing
of repricing events, so as to address "term risk", as a matter of policy. The
modeling used internally consists of 100 basis point and 400 basis point
earnings impact estimates. The instruments that the company typically adjusts in
this regard are loans, securities held to maturity, federal funds sold and
deposit liabilities. Based on current repricing structure, it is anticipated
that the company has sufficient tools in place to minimize or eliminate any
adverse earning impact caused by interest rate change. The company does not
invest in derivative financial instruments such as futures, forwards, swaps,
options and other financial instruments with similar characteristics and there
is negligible direct risk of adverse impacts resulting from changes in foreign
currency exchange rates, commodity prices of prices of equity securities.
(Please see Repricing Schedule, P-7 and Investment Securities, P-8)
6
INTEREST RATE SENSITIVITY MANAGEMENT
Table 3 - REPRICING SCHEDULE
9-30-02
3 MO 3-12 1-3 OVER
(dollars in thousands) OR LESS MONTHS YEARS 3 YEARS
------- ------ ----- -------
RATE SENSITIVE ASSETS
(Assets that can be
repriced within X days)
Loans * ........................... 13,539 30,493 14,741 50,905
Federal Funds Sold ................ 42,425 -0- -0- -0-
Taxable Securities ** ............. 5,000 5,000 15,000 -0-
Municipal Bonds ................... -0- -0- -0- 2,295
TOTAL ..................... 60,964 35,493 29,741 53,200
RATE SENSITIVE LIABILITIES
(Liabilities that can be
repriced within X days)
Time Certificates of Deposit ...... 35,095 43,760 5,601 -0-
NOW Accounts ...................... 1,856 -0- -0- -0-
Super NOW Accounts ................ 34,529 -0- -0- -0-
Savings Accounts .................. 9,858 -0- -0- -0-
MMDA Accounts ..................... 17,573 -0- -0- -0-
TOTAL ..................... 98,911 43,760 5,601 -0-
Interest Rate Sensitivity Gap ..... (37,947) (8,267) 24,140 53,200
Cumulative Interest Rate
Sensitivity Gap ........... (37,947) (46,214) (22,074) 31,126
* Does not include overdrawn demand deposits of $13 thousand or $103 thousand
in overdraft loans
** Does not include $24 thousand in Federal Reserve Bank stock
7
INVESTMENT SECURITIES
TABLE 4
CARRYING UNREALIZED UNREALIZED MARKET
VALUE GAINS LOSSES VALUE
---------- ---------- ---------- ----------
SEPTEMBER 30, 2002
(1) Held-to-Maturity:
U.S. Treasury Securities ........... -- -- -- --
Other .............................. 27,514,650 825,115 -- 28,339,765
(2) Available-for-Sale Securities
Carried at Fair Value:
U.S. Treasury Securities ........... -- -- -- --
Other .............................. 24,000 -- -- 24,000
---------- ---------- ---------- ----------
27,538,650 825,115 -- 28,363,765
---------- ---------- ---------- ----------
DECEMBER 31, 2001
(1) Held-to-Maturity:
U.S. Treasury Securities ........... -- -- -- --
Other .............................. 32,639,115 397,400 -- 33,036,515
(2) Available-for-Sale Securities
Carried at Fair Value:
U.S. Treasury Securities ........... -- -- -- --
Other .............................. -- -- -- 24,000
---------- ---------- ---------- ----------
32,663,115 397,400 -- 33,060,515
---------- ---------- ---------- ----------
DECEMBER 31, 2000
(1) Held-to-Maturity:
U.S. Treasury Securities ........... -- -- --
Other .............................. 31,961,129 270,094 -- 31,231,223
(2) Available-for-Sale Securities
Carried at Fair Value:
U.S. Treasury Securities ........... -- -- -- --
Other .............................. 24,000 -- -- 24,000
---------- ---------- ---------- ----------
31,985,129 270,094 -- 32,255,223
---------- ---------- ---------- ----------
(1) Securities which the Bank has the ability and intent to hold to maturity.
These securities are stated at cost, adjusted for amortization of premiums
and accretion of discounts, computed by the interest method. Because
securities are purchased for investment purposes and quoted market values
fluctuate during the investment period, gains and losses are recognized
upon disposition or at such time as management determines that a permanent
impairment of value has occurred. Cost of securities sold is determined on
the specific identification method.
(2) Securities that the bank may sell in response to changes in market
conditions or in the balance sheet objectives of the bank. Securities in
this category will be reported at fair market value. Unrealized gains or
losses (net of tax) will be reported as a separate item in the
shareholder's equity section of the balance sheet. Adjustments will be
recorded at lease quarterly.
8
CAPITALIZATION:
The decline in high risk assets, i.e. payoffs of loans other than home
loans, together with the placement of those funds and all funds from deposit
growth into lower risk assets, i.e. Federal Funds sold and home loans, has
caused a material increase in risk-based capital ratios. The increase in the
Tier 1 leverage ratio was more modest and was a result of retained earnings
growth keeping pace with average asset growth. (Please see Table 5, CAPITAL)
TABLE 5 - CAPITAL
*September 30 December 31
2001 2002
------------- -----------
Tier 1 risk-based capital
(minimum is 4%) 16.04% 14.67%
Tier 1 + Tier 2 risk based capital
(minimum is 8%) 17.29% 15.93%
Tier 1 leverage (minimum is 3%) 8.48% 8.30%
*ESTIMATE
RESULTS OF OPERATIONS
NET INTEREST INCOME
Net interest income in both of the current three and nine month periods are
comparable with the 2001 periods. Continual downward adjustments to funding cost
has been and will likely continue to be the primary near term method of adapting
to downward loan repricing and investment maturities. This will, at best, result
in a continuation of the current level of performance. A significantly better
level of performance awaits either a more attractive yield curve in the money
markets or a material increase in loan demand. (Please see Statement of Income,
P-2)
OTHER INCOME AND EXPENSE
The bank's year-to-date performance in 2002 continues to show the negative
effect of a $140m higher year- to-date provision for loan losses. This is a
by-product of higher levels of nonperforming loans, a slower economy compared
with 2001 and conservative classification criteria within the bank. Year-to-date
net losses for 2002 stand at $189m, compared with $171m in the 2001 period.
Fee increases that began to have an effect in the third quarter of 2002
will offset the effect of lower 2002 transaction volume, which had held back fee
based revenue growth in the first half.
Efficiencies realized in the third quarter of 2002 are helping to bring
year-to-date expenses more in line with 2001 levels. Lower transaction volume, a
phenomenon tied to a slowing economy, is also partially responsible for the
modest increase in expenses over 2001 levels. (Please see Statement of Income,
P-2)
Management is not aware of any regulatory recommendations or other trends,
events or uncertainties that would have or would reasonably be likely to have a
material effect on liquidity, capital resources or operations of the company.
Estimates and forward-looking statements are included in this discussion
and as such are subject to certain risks, uncertainties and assumptions. These
statements are based on current financial and economic data and management's
expectations for the future. Actual results could differ materially from
management's current expectations. Factors that could cause material differences
in actual operating results include, but are not limited to, loan demand, the
ability of the customer to repay loans, consumer saving habits, employment cost
and interest rate changes.
9
CERTIFICATION
I have reviewed this report, and based upon my knowledge, the report does
not contain any untrue statement of a material fact necessary in order to make
the statements made, in light of the circumstances under which such statements
were made, not misleading. Based on my knowledge, the financial statements and
other financial information included in this report fairly present in all
material respects the financial condition and results of operations of The
Republic Corporation and it's subsidiary, The First National Bank in Trinidad,
as of September 30, 2002 and for the periods presented in the report. I am
responsible for establishing and maintaining disclosure controls and procedures
for the Republic Corporation and it's subsidiary, The First National Bank in
Trinidad. I have designed these controls and procedures to ensure that material
information is made known to me, particularly during the period in which this
report is being prepared. I have evaluated the effectiveness these disclosure
controls and procedures as of a date within 90 days preceding the date of this
report. I have presented in the report my conclusions about their effectiveness
based upon my evaluation as of that date. I have disclosed to the company
auditor and the audit committee of the board of directors all significant
deficiencies in the design or operation of internal controls which could
adversely affect the company's ability to record, process, summarize and report
financial data and have identified for the company's auditors any material
weaknesses in internal controls and any fraud, whether or not material, that
involves management or other employees who have a significant role in the
company's internal controls. I have indicated in this report whether or not
there were significant changes in internal controls or in other factors that
could significantly affect internal controls subsequent to the date of their
evaluation, including any corrective actions with regard to significant
deficiencies and material weaknesses.
/s/ J. Ed Eisemann, IV Chairman of the Board, Director, September 30, 2002
- ---------------------- Chief Executive Officer, ------------------
Financial and Accounting Officer Date
10
PART II
OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS
not applicable
Item 2. CHANGES IN SECURITIES
not applicable
Item 3. DEFAULTS UPON SENIOR SECURITIES
not applicable
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
not applicable
Item 5. OTHER INFORMATION
not applicable
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
a). Exhibits
none
b). No reports on Form 8-K have been filed during the quarter for
which this report was filed.
11
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.
THE REPUBLIC CORPORATION
Date: October 18, 2002 /s/ J. Ed Eisemann, IV
--------------------------
Chairman of the Board
Date: October 18, 2002 /s/ Catherine G. Eisemann
--------------------------
Director
12