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Southwest
Bancorporation of Texas, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(Continued)
Mortgage loans
serviced for others are not included in the consolidated balance
sheet. The unpaid principal balance of mortgage loans serviced for
others was approximately $1,317,000 and $908,000 at December 31,
2000 and 1999, respectively.
Custodial escrow
balances maintained in connection with the foregoing loan servicing,
and included in demand deposits, were approximately $41,018 and
$21,306 at December 31, 2000 and 1999, respectively.
Earnings
Per Common Share
Basic earnings
per common share is computed by dividing income available for common
shareholders by the weighted average number of common shares outstanding
for the period. Diluted earnings per common share is computed by
dividing income available for common shareholders, adjusted for
any changes in income that would result from the assumed conversion
of all potential dilutive common shares, by the sum of the weighted
average number of common shares outstanding and the effect of all
potential dilutive common shares outstanding for the period.
Income Taxes
Deferred income
taxes are provided utilizing the liability method whereby deferred
income tax assets or liabilities are recognized for the tax consequences
in future years of differences in the tax bases of assets and liabilities
and their financial reporting amounts based on enacted tax laws
and statutory tax rates applicable to the periods in which the differences
are expected to affect taxable income. Valuation allowances are
established when necessary to reduce deferred tax assets to the
amount expected to be realized.
Off-Balance
Sheet Financial Instruments
In the ordinary
course of business the Company has entered into off-balance sheet
financial instruments consisting of commitments to extend credit,
commitments to sell mortgage loans, commercial letters of credit
and standby letters of credit. Such financial instruments are recorded
in the financial statements when they are funded or related fees
are incurred or received.
New Accounting
Pronouncements
In June 1998,
Statement of Financial Accounting Standards (SFAS) No. 133, Accounting
for Derivative Instruments and Hedging Activities, as amended,
was issued by the Financial Accounting Standards Board to establish
accounting and reporting standards for derivative instruments, including
certain derivative instruments embedded in other contracts, and
for hedging activities. SFAS No. 133 requires that an entity recognize
those instruments at fair value. If certain conditions are met,
a derivative may be specifically designated as (a) a hedge of the
exposure to changes in the fair value of a recognized asset or liability
or an unrecognized firm commitment, (b) a hedge of the exposure
to variable cash flows of a forecasted transaction, or (c) a hedge
of the foreign currency exposure of a net investment in a foreign
operation, an unrecognized firm commitment, an available-for-sale
security, or a foreign-currency-denominated fore-casted transaction.
The accounting for the changes in the fair value of a derivative
depends on the intended use of the derivative and the resulting
designation. The Company adopted SFAS No. 133 on January 1, 2001.
The impact of the adoption was not material to the Company' s consolidated
financial position, results of operations or cash flows.
In December
1999, the Securities and Exchange Commission issued Staff Accounting
Bulletin No. 101, Revenue Recognition in Financial Statements"
(SAB No. 101) . SAB No. 101, as amended, was implemented in the
fourth quarter of 2000 and did not have a material effect on the
Companys consolidated financial position, results of operations
or cash flows.
2.
Mergers:
On December
29, 2000, the Company consummated its merger with Citizens. Citizens
was a multi-bank holding company and the parent company of Citizens
Bank and Trust Co. , Baytown State Bank and Pasadena State Bank
(which also
were merged into the Bank on December 29, 2000) and the majority
owner of First National Bank of Bay City. In accordance with the
Agreement and Plan of Merger, the Company exchanged 249.443 shares
of the Companys common shares for each share of Citizens common
stock, resulting in the issuance of approximately 3.9 million shares
of Company Common Stock on a fully diluted basis. At December 29,
2000, Citizens had total assets of approximately $436,000 and total
deposits of approximately $381,000. In a related transaction, the
Company, CBLP and Baytown Land I, Ltd. , the general partner of
CBLP, entered into an agreement pursuant to which the Company acquired
the assets and assumed the liabilities of CBLP. CBLPs primary
assets and liabilities were the building in which Citizens main
branch was located and the related debt to third parties. In connection
with this agreement, the Company issued approximately 106,000 shares
of the Companys Common Stock on a fully diluted basis. These
transactions have been accounted for as a pooling of interests.
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