-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FLe4wAdqzEZd0bvKUBzGpqbeExUuNI1kkX2GJJwIznIqvsgAOWMpgBuhVL7bz5Un 8pSMmxjTOsOql1KYEJHNyQ== 0000948688-97-000009.txt : 19970515 0000948688-97-000009.hdr.sgml : 19970515 ACCESSION NUMBER: 0000948688-97-000009 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19970331 FILED AS OF DATE: 19970514 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: MIDSOUTH BANCORP INC CENTRAL INDEX KEY: 0000745981 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 721020809 STATE OF INCORPORATION: LA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 001-11826 FILM NUMBER: 97604684 BUSINESS ADDRESS: STREET 1: 102 VERSAILLES BLVD CITY: LAFAYETTE STATE: LA ZIP: 70501 BUSINESS PHONE: 3182378343 MAIL ADDRESS: STREET 1: 102 VERSAILLES BLVD CITY: LAFAYETTE STATE: LA ZIP: 70501 10QSB 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10QSB __X___QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended...................March 31, 1997 _____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 2-91-000FW MIDSOUTH BANCORP, INC. Louisiana 72 -1020809 102 Versailles Boulevard, Lafayette, Louisiana 70501 (318) 237-8343 Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 _____ State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date. Outstanding as of March 31, 1997 Common stock, $.10 par value 1,379,589 Preferred stock, no par value, $14.25 stated value 171,656 Transitional Small Business Disclosure Format: Yes _______ No ___X____ Page 1 Page 2 PART 1 - FINANCIAL INFORMATION Item 1. Financial Statements (Unaudited) Page Financial Highlights 3 Statements of Condition - March 31, 1997 and 4 December 31, 1996 Statements of Income - Three Months Ended March 31, 1997 and 1996 and Year Ended December 31, 1996 5 Statement of Stockholders' Equity - Three Months Ended March 31, 1997 6 Statements of Cash Flows - Three Months Ended March 31, 1997 and 1996 7 Notes to Financial Statements 8 Item 2. Management's Discussion and Analysis or Plan of Operation 9 PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K 14 Signatures 15
MIDSOUTH BANCORP, INC. FINANCIAL HIGHLIGHTS (UNAUDITED) ================================================================================= Three Months Ended Year Ended March 31, December 31, EARNINGS DATA 1997 1996 1996 _______________________________________ Net interest income $2,237,962 $1,881,064 $8,030,690 Provision for loan losses 153,268 120,000 674,500 Other income 596,489 441,565 2,138,285 Other expense 2,183,167 1,780,391 7,840,691 Income tax expense 116,594 133,991 417,286 Net income 381,422 288,247 1,236,498 Preferred dividend requirement 39,807 39,720 155,421 Net income available to common shareholders $341,615 $248,527 $1,081,077 ================================================================================= PER COMMON SHARE DATA Primary earnings per share $0.25 $0.19 $0.82 Fully diluted earnings per share $0.23 $0.18 $0.76 Book value at end of period $6.43 $5.99 $6.53 Market price at end of period $11.13 $11.44 $11.00 Weighted average shares outstanding Primary 1,369,235 1,319,177 1,325,556 Fully diluted 1,674,096 1,641,976 1,630,950 ================================================================================= AVERAGE BALANCE SHEET DATA Total assets $192,430,945 $154,884,821 $166,753,809 Earning assets 173,353,447 139,500,730 150,848,685 Loans and leases 96,580,282 79,412,878 85,517,231 Interest-bearing deposits 132,328,642 104,101,744 113,305,785 Total Deposits 177,893,056 142,536,655 153,938,649 Common Stockholders' Equity 9,058,302 7,721,137 8,258,928 Total Stockholders' Equity 11,507,606 10,392,473 10,834,623 ================================================================================= SELECTED RATIOS Return on average assets (annualized) 0.79% 0.74% 0.74% Return on average common equity (annualized) 15.09% 12.88% 13.09% Return on average total equity (annualized) 13.26% 11.09% 11.41% Leverage capital ratio 5.95% 6.60% 6.30% Tier 1 risk-based capital ratio 10.42% 11.81% 10.82% Total risk-based capital ratio 11.45% 13.02% 11.87% Allowance for loan losses as a % of total loans 1.12% 1.30% 1.15% =================================================================================
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MIDSOUTH BANCORP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CONDITION (UNAUDITED) _____________________________________________________________________________________________ March 31, December 31, ASSETS 1997 1996 ___________ ___________ Cash and due from banks $13,700,519 $11,314,562 Federal funds sold 16,200,000 14,100,000 ___________ ___________ Total cash and cash equivalents 29,900,519 25,414,562 Interest bearing deposits in banks 6,742 406,798 Securities available-for-sale, at fair value (cost of $52,663,690 in March 1997 and $47,387,766 in December 1996) 52,200,635 47,249,059 Securities held-to-maturity (estimated market value of $13,399,471 in March 1997 and $9,700,307 in December 1996) 13,517,856 9,547,853 Loans, net of allowance for loan and lease losses of $1,126,358 in March 1997 and $1,087,790 in December 1996 99,326,599 93,740,719 Bank premises and equipment, net 6,116,972 5,808,952 Other real estate owned, net 146,552 180,270 Accrued interest receivable 1,449,423 1,386,596 Goodwill, net 267,868 276,523 Other assets 1,197,549 1,216,920 ___________ ___________ Total assets $204,130,715 $185,228,252 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY Deposits: Non-interest bearing $47,891,565 $49,943,207 Interest bearing 142,055,176 121,673,301 ___________ ___________ Total deposits 189,946,741 171,616,508 Securities sold under repurchase agreements 350,589 104,414 Accrued interest payable 440,113 397,259 Notes payable 1,723,026 1,521,435 Other liabilities 226,603 228,465 ___________ ___________ Total liabilities 192,687,072 173,868,081 ___________ ___________ Commitments and contingencies - - Stockholders' Equity: Preferred Stock, no par value, $14.25 stated value - 5,000,000 shares authorized, 171,656 and 171,956 issued and outstanding on March 31, 1997 and December 31, 1996, respectively 2,446,098 2,450,373 Common stock, $.10 par value- 5,000,000 shares authorized, 1,379,589 and 1,364,903 issued and outstanding on March 31, 1997 and December 31, 1996, respectively 137,959 136,491 Surplus 6,900,150 6,738,943 Unearned ESOP shares (150,000) (30,836) Unrealized gains/losses on securities available-for -sale, net of deferred taxes of $133,300 in March 1997 and $24,177 in December 1996 (329,755) (114,530) Retained earnings 2,439,191 2,179,730 ___________ ___________ Total stockholders' equity 11,443,643 11,360,171 ___________ ___________ Total liabilities and stockholders' equity $204,130,715 $185,228,252 =========== ===========
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MIDSOUTH BANCORP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) =============================================================================== Three Months Ended Year Ended March 31, December 31, 1997 1996 1996 ___________________________ ____________ INTEREST INCOME: Loans, including fees $2,459,748 $2,037,428 $8,803,467 Securities 891,021 676,228 3,140,270 Federal funds sold 202,915 197,043 628,680 _________ _________ __________ TOTAL 3,553,684 2,910,699 12,572,417 _________ _________ __________ INTEREST EXPENSE: Interest on deposits 1,284,195 1,010,515 4,457,556 Interest on note payable 31,527 19,120 84,171 _________ _________ __________ TOTAL 1,315,722 1,029,635 4,541,727 _________ _________ __________ NET INTEREST INCOME 2,237,962 1,881,064 8,030,690 PROVISION FOR LOAN LOSSES 153,268 120,000 674,500 _________ _________ __________ NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 2,084,694 1,761,064 7,356,190 _________ _________ __________ OTHER OPERATING INCOME: Service charges on deposits 438,214 323,196 1,489,211 Gains (losses) on securities, net - - 1,176 Other charges and fees 158,275 118,369 647,898 _________ _________ __________ TOTAL OTHER INCOME 596,489 441,565 2,138,285 _________ _________ __________ OTHER EXPENSES: Salaries and employee benefits 1,027,972 862,471 3,668,824 Occupancy expense 505,524 393,436 1,524,396 Professional fees 59,075 64,444 348,543 FDIC assessments 4,412 500 2,000 Marketing expenses 108,241 80,617 411,206 General and bond insurance 32,146 33,072 112,984 Data processing expenses 40,102 29,650 375,299 Postage 48,888 34,337 154,802 Director fees 24,975 26,273 102,294 Education and travel 25,393 33,362 159,500 Printing and supplies 69,516 51,731 236,681 Telephone 48,778 40,090 177,563 Expenses on other real estate owned, net 36,872 173 10,969 Other 151,273 130,235 555,630 _________ _________ __________ TOTAL OTHER EXPENSES 2,183,167 1,780,391 7,840,691 _________ _________ __________ INCOME BEFORE INCOME TAXES 498,016 422,238 1,653,784 PROVISION FOR INCOME TAXES 116,594 133,991 417,286 _________ _________ __________ NET INCOME $381,422 $288,247 $1,236,498 PREFERRED DIVIDEND REQUIREMENT 39,807 39,720 155,421 _________ _________ __________ INCOME AVAILABLE TO COMMON SHAREHOLDERS $341,615 $248,527 $1,081,077 ========= ========= ========== Primary earnings per common share $0.25 $0.19 $0.82 ========= ========= ========== Fully diluted earnings per common share $0.23 $0.18 $0.76 ========= ========= ==========
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MIDSOUTH BANCORP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY FOR THE QUARTER ENDED MARCH 31, 1997 (UNAUDITED) UNREALIZED (GAINS) LOSSES ON SECURITIES PREFERRED STOCK COMMON STOCK ESOP AVAILABLE RETAINED SHARES AMOUNT SHARES AMOUNT SURPLUS OBLIGATION FOR SALE EARNINGS TOTAL ____________________ ___________________ __________ __________ ____________ _________ __________ BALANCE, DECEMBER 31, 1996 171,956 $2,450,373 1,364,903 $136,491 $6,738,943 ($30,836) ($114,530) $2,179,730 $11,360,171 Issuance of common stock 14,155 1,415 156,985 158,400 Dividends paid on common stock (82,107) (82,107) Dividends paid on preferred stock (39,807) (39,807) Preferred stock conversion (300) (4,275) 531 53 4,222 (47) (47) Net income 381,422 381,422 ESOP obligation, net of repayments (119,164) (119,164) Net change in unrealized gain/loss on securities available-for-sale, net of tax (215,225) (215,225) _______ _________ _________ ________ _________ ________ ________ _________ __________ BALANCE, MARCH 31, 1997 171,656 $2,446,098 1,379,589 $137,959 $6,900,150 ($150,000) ($329,755) $2,439,191 $11,443,643 _______ _________ _________ ________ _________ ________ ________ _________ __________
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MIDSOUTH BANCORP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) FOR THE THREE MONTHS ENDED MARCH 31, 1997 and 1996 March 31, March 31, 1997 1996 ________ ________ CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $381,422 $288,247 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 197,155 147,054 Provision for loan losses 153,268 120,000 Provision for deferred taxes 40,116 (63,623) Premium amortization, net 13,795 40,343 Write-down of other real estate owned 33,718 - Change in accrued interest receivable (62,827) (187,436) Change in accrued interest payable 42,854 21,129 Change in other liabilities 56,024 182,207 Change in other assets 30,493 (507,479) __________ __________ NET CASH PROVIDED BY OPERATING ACTIVITIES 886,018 40,442 __________ __________ CASH FLOWS FROM INVESTING ACTIVITIES: Net decrease (increase) in interest-bearing deposits in banks 400,056 (81,891) Proceeds from maturities and calls of securities available-for-sale 682,993 658,812 Purchases of securities held-to-maturity (3,971,005) (1,678,819) Purchases of securities available-for-sale (5,971,710) (11,332,346) Loan originations, net of repayments (5,858,312) (1,632,806) Purchases of premises and equipment (496,520) (167,984) Proceeds from sales of fixed assets - 9,000 __________ __________ NET CASH USED IN INVESTING ACTIVITIES (15,214,498) (14,226,034) __________ __________ CASH FLOWS FROM FINANCING ACTIVITIES: Net increase in deposits 18,330,233 7,897,978 Net increase (decrease) in repurchase agreements 246,175 (109,259) Issuance of notes payable 235,000 - Repayments of notes payable (33,410) (40,320) Proceeds from issuance of common stock 158,400 40,488 Payment of dividends (121,914) (58,074) Payment of fractional shares resulting from conversion preferred stock (47) - Proceeds from exercise of stock options - 29,565 __________ __________ NET CASH PROVIDED BY FINANCING ACTIVITIES 18,814,437 7,760,378 __________ __________ NET (INCREASE) DECREASE IN CASH & CASH EQUIVALENTS 4,485,957 (6,425,214) CASH & CASH EQUIVALENTS AT BEGINNING OF YEAR 25,414,562 26,098,209 __________ __________ CASH & CASH EQUIVALENTS AT END OF QUARTER $29,900,519 $19,672,995 ========== ==========
7 MIDSOUTH BANCORP, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. STATEMENT BY MANAGEMENT CONCERNING THE REVIEW OF UNAUDITED FINANCIAL INFORMATION The accompanying unaudited consolidated financial statements and notes thereto contain all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the financial position of MidSouth Bancorp, Inc. ("MidSouth") and its subsidiaries as of March 31, 1997 and the results of their operations and their cash flows for the periods presented. The consolidated financial statements should be read in conjunction with the annual consolidated financial statements and the notes thereto included in MidSouth's 1996 annual report and Form 10-KSB. The results of operations for the three month period ended March 31, 1997 are not necessarily indicative of the results to be expected for the entire year. 2. ALLOWANCE FOR LOAN AND LEASE LOSSES An analysis of the activity in the allowance for loan and lease losses is as follows: Three Months Ended March 31, (in thousands) 1997 1996 ______ ______ Balance at beginning of year $1,087 $1,052 Provision for loan losses 153 120 Recoveries 62 43 Loans charged off (176) (168) ______ ______ Balance at end of quarter $1,126 $1,047 ====== ====== 3. In March 1997, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards (SFAS) No. 128, "Earnings per Share." This new standard requires dual presentation of basic and diluted earnings per share (EPS) on the face of the earnings statement and requires a reconciliation of the numerators and denominators of the basic and diluted EPS calculations. This statement will be effective for MidSouth's 1997 fiscal year. Management is currently analyzing the impact of SFAS No. 128 on its earnings per share calculations. 8 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Overview This review should be read in conjunction with MidSouth Bancorp Inc.'s ("MidSouth") consolidated financial statements and accompanying notes contained herein, as well as with MidSouth's 1996 annual consolidated financial statements, the notes thereto and the related Management's Discussion and Analysis. MidSouth reported net income of $381,422 for the first quarter of 1997, an increase of 32% over net income of $288,247 reported for the first quarter of 1996. Income available to common shareholders totaled $341,615 for the first quarter of 1997, compared to $248,527 for the first quarter of 1996. Primary earnings per share were $.25 and $.19 for the quarters ending March 31, 1997 and 1996, respectively. Fully diluted earnings per share were $.23 for the first quarter of 1997, compared to $.18 for the first quarter of 1996. Quarterly balance sheet comparison reflects strong loan and deposit growth as MidSouth continues to develop each branch market and focus on internal growth. Loans, net of Allowance for Loan and Lease Losses ("ALLL"), increased 25%, from $79.3 million in the first quarter of 1996 to $99.3 million in the first quarter of 1997. Deposits grew $43.0 million, or 29%, from $146.9 million at March 31, 1996 to $189.9 million at March 31, 1997. Of the $43.0 million increase, $7.3 million represented non-interest bearing deposits. As a result of loan and deposit growth, net interest income increased 19% from the first quarter of 1996 to the first quarter of 1997. Non-interest income increased $154,924 during the same period, primarily due to an increase in insufficient funds fees and service charges on deposit accounts. Additional increases were recorded in ATM fees, Visa debit card fees, and lease income from a third-party agreement with an investment advisory firm. The improvement in net interest income and non-interest income was partially offset by a 23% increase in non-interest expense resulting primarily from start-up and operational costs associated with a new Super 1 Foods in-store branch in Lafayette, two loan production offices and the finance company, Financial Services of the South, Inc. (the "Finance Company"). Offsetting revenues for the loan production offices are expected to improve as a significant volume of loans are expected to be funded for both offices during the second quarter of 1997. It is expected that the Finance Company operation will have little effect on second quarter earnings and should contribute to earnings in the third quarter of 1997. Provisions for loan and lease losses increased $33,268 from $120,000 in the first quarter 1996 to $153,268 in the first quarter 1997, primarily due to loan growth. Nonperforming loans as a percentage of total loans increased slightly from .46% in March of 1996 to .62% in March of 1997. The ALLL represents 181.24% of nonperforming loans as of March 31, 1997. 9 Return on average common equity for the first quarter of 1997 was 15.09% and return on average assets was .79%. The leverage capital ratio was 5.95% at the current quarter-end. Earnings Analysis Net Interest Income Net interest income totaled $2,237,962 for the first quarter of 1997, an increase of $356,898, or 19%, compared to the first quarter of 1996. The increase results from a significant volume increase in earning assets between the two quarters reviewed. Average earning assets totaled $173,353,447 at March 31, 1997 compared to $139,500,730 at March 31, 1996. This volume increase in earning assets offset a 5 basis point decline in the average yield on earning assets in addition to a $28.2 million volume increase and 6 basis point rate increase associated with interest-bearing liabilities. Despite increased net interest earnings, the net interest margin decreased 17 basis points, from 5.41% for the quarter ended March 31, 1996 to 5.24% for the current quarter-end. The decrease in the net interest margin resulted primarily from a slight shift in the mix of earning assets combined with a change in the deposit mix. For the first quarter of 1996, loans represented 57% of average earning assets. As of March 31, 1997, the percentage of loans to average earning assets fell to 56%. The average rate earned on loans increased 4 basis points, from 10.29% in the first quarter of 1996 to 10.33% in the first quarter of 1997. For the same period, the average rate earned on securities, including federal funds sold, decreased 5 basis points, from 5.83% to 5.78%. The change in the deposit mix reflects a higher volume of interest-bearing deposits to total deposits. Interest-bearing deposits averaged 74.4% of total deposits at March 31, 1997 compared to 73% at March 31, 1996. A significant increase in the average volume of NOW and Money Market deposits of $19.8 million in the same period reflects the impact of public funds on the deposit portfolio. The average rate paid on NOW and Money Market deposits increased 31 basis points, from 2.65% in the first quarter of 1996 to 2.96% in the first quarter of 1997. Decreases in the average rate paid on certificates of deposit, repurchase agreements and notes payable for the same period resulted in a net increase in the average rate paid on all interest-bearing liabilities of 6 basis points, from 3.92% in 1996 to 3.98% in 1997. Non-interest Income MidSouth's primary source of non-interest income, service charges on deposit accounts, increased $115,018 for the first quarter of 1997 as compared to the first quarter of 1996. The increase resulted primarily from increases of $77,010 in insufficient funds fees and $37,600 in service charges and ATM fees earned on deposit accounts. Other non-interest income increased 10 $39,906 in quarterly comparison primarily due to $21,300 in fees earned through the Finance Company, combined with increases of $4,818 in Visa debit card fees and $8,613 in lease income from a third-party agreement with an investment advisory firm. Non-interest Expense Non-interest expense increased 22.6% for the three months ended March 31, 1997 as compared to the three months ended March 31, 1996. The increase resulted primarily from start up and operational costs associated with the Super 1 Foods - Lafayette branch, two loan production offices and the Finance Company. Significant increases are reflected in salaries and employee benefits, occupancy, printing and supplies, and marketing expenses. Additionally, an increase of $36,699 was recorded in Expenses on Other Real Estate Owned ("OREO") which included $25,218 in losses on valuation of OREO and $8,500 in provisions for OREO losses. Salaries and employee benefits increased $165,501 in quarterly comparison due to an increase in the number of full time equivalent ("FTE") employees from 116 to 132. Additional employees were hired during 1996 to staff the Super 1 Foods - Lafayette branch, the loan production offices and the Finance Company. Occupancy expenses increased $112,088 in the three month period ending March 31, 1997 as compared to the same period of 1996. MidSouth's additional banking locations contributed $105,200 to the increase and the Finance Company's two locations contributed $16,888. Marketing and promotional expenses increased in quarterly comparisons due to expenses related to production costs associated with a market awareness promotion and other loan and deposit promotions. MidSouth recorded $4,412 in FDIC assessment fees for the three months ended March 31, 1997 due to assessments required by the Deposit Act of 1996. In September of 1996 the Deposit Act of 1996 was enacted to assure payment of the Financing Corporation's ("FICO") bond obligations. In 1996, prior to the FICO requirement, MidSouth was required to remit minimal fees of $500.00 per quarter based on its risk classification of "well capitalized". Balance Sheet Analysis MidSouth ended the first quarter of 1997 with consolidated assets of $204,130,715, an increase of 10.2% over the $185,228,252 reported for December 31, 1996. Deposits increased during the first quarter of 1997 by $18.3 million, funding a $5.6 million growth in the loan portfolio and a $8.9 million growth in the securities portfolio. Of the $18.3 million increase in deposits, approximately $8.5 million is associated with a public funds contract expiring July 31, 1997. The remaining $9.8 million increase in deposits represents additional commercial demand and money market deposits and certificates of deposit. 11 MidSouth's two loan production offices opened in 1996 contributed greatly to loan growth in the first quarter of 1997. Loan fundings in the first quarter of 1997 for the Morgan City and Lake Charles loan production offices totaled $1.2 million and $2.2 million, respectively. These fundings contributed to an increase in the commercial and real estate loan portfolios, while the consumer portfolio reflected little change. In addition, the direct leasing program introduced in 1996 recorded increases of $487,114 for the quarter ending March 31, 1997. Securities available-for-sale increased $5.0 million, from $47.2 million at December 31, 1996 to $52.2 million at March 31, 1997. The increase reflects purchases of $6.0 million in U. S. Treasury securities partially offset by a decrease of $324,348 in the market value of the securities available-for-sale. Additionally, $682,993 in principal paydowns were received on mortgage-backed securities during the first quarter of 1997. Unrealized losses in the securities available-for-sale portfolio, net of unrealized gains and tax effect, were $329,755 at March 31, 1997, compared to a net unrealized gain of $114,530 at December 31, 1996. These amounts result from interest rate fluctuations and do not represent permanent impairment of value. Moreover, classification of securities as available-for-sale does not necessarily indicate that the securities will be sold prior to maturity. Tax-free municipal securities totaling $4.0 million were purchased for the held-to-maturity portfolio during the first quarter of 1997. Capital Ratios As of March 31, 1997, MidSouth's leverage ratio was 5.95% as compared to 6.30% at December 31, 1996. Tier 1 capital to risk- weighted assets was 10.42% and total capital to risk-weighted assets was 11.45% at the end of the first quarter of 1997. At year-end 1996, Tier 1 capital to risk-weighted assets was 10.82% and total capital to risk-weighted assets was 11.87%. Nonperforming Assets and Past Due Loans Table 1 summarizes MidSouth's nonaccrual, past due and restructured loans and nonperforming assets. Nonperforming assets were $768,023 as of March 31, 1997, an increase of $53,883 from the $714,140 reported for December 31, 1996 and an increase of $208,919 from the $559,104 reported for March 31, 1996. No significant changes occurred in the first quarter of 1997. The increase of $208, 919 in comparison to the first quarter of 1996 resulted from the addition of one commercial credit in September of 1996. The credit represents a pool of automobile loans for which the initial servicer discontinued processing payments on the pool. Subsequently, a new service provider continued payments on the pool and MidSouth has experienced no loss in payments to date. Loans past due 90 days or more decreased from $366,246 in March 1996 to $338,294 in December 1996 and to $239,767 as of March 31, 1997. 12 Specific reserves have been established in the ALLL to cover potential losses on nonperforming assets. The ALLL is analyzed quarterly and additional reserves, if needed, are allocated at that time. Management believes the $1,126,358 in the reserve as of March 31, 1997 is sufficient to cover potential losses in nonperforming assets and in the loan portfolio. Loans classified for regulatory purposes but not included in Table 1 do not represent material credits about which management has serious doubts as to the ability of the borrower to comply with loan repayment terms. 13
TABLE 1 Nonperforming Assets and Loans Past Due 90 Days March 31, December 31, March 31, 1997 1996 1996 Nonperforming loans Nonaccrual loans $620,618 $523,020 $367,636 Restructured loans 853 835 943 _______ _______ _______ Total nonperforming loans 621,471 523,855 368,579 Other real estate owned, net 146,552 180,270 183,608 Other assets repossessed - 10,015 6,917 _______ _______ _______ Total nonperforming assets $768,023 $714,140 $559,104 ======= ======= ======= Loans past due 90 days or more and still accruing $239,767 $338,294 $366,246 Nonperforming loans as a % of total loans 0.62% 0.55% 0.46% Nonperforming assets as a % of total loans, other real estate owned and other assets repossessed 0.76% 0.75% 0.69% ALLL as a % of nonperforming loans 181.24% 207.65% 283.98% ====================================================================
Item 6. Exhibits and Reports on Form 8-K Page 14 (a) Exhibits Exihibit NumberDocument Description 3.1 Amended and Restated Articles of Incorporation of MidSouth Bancorp, Inc. is included as Exhibit 3.1 to the Report on Form 10-K for the year ended December 31, 1993, and is incorporated herein by reference. 3.2 Articles of Amendment to Amended and Restated Articles of Incorporation dated July 19, 1995 are included as Exhibit 4.2 to MidSouth's Registration Statement on Form S-8 filed September 20, 1995 and is incorporated herein by reference. 3.3 Amended and Restated By-laws adopted by the Board of Directors on April 12, 1995 are included as Exhibit 3.2 to Amendment No. 1 to MidSouth's Registration Statement on Form S-4 (Reg. No. 33-58499) filed on June 1, 1995. 10.1 MidSouth National Bank Lease Agreement with Southwest Bank Building Limited Partnership is included as Exhibit 10.7 to the Company's annual report on Form 10-K for the Year Ended December 31, 1992, and is incorporated herein by reference. 10.2 First Amendment to Lease between MBL Life Assurance Corporation, successor in interest to Southwest Bank Building Limited Partnership in Commendam, and MidSouth National Bank is included as Exhibit 10.1 to Report on the Company's annual report on Form 10-KSB for the yearended December 31, 1994, and is incorporated herein by reference. 10.3 Amended and Restated Deferred Compensation Plan and Trust is included as Exhibit 10.3 to the Company's annual report on Form 10-K for the year ended December 31, 1992 and is incorporated herein by reference. 10.4 Employment Agreements with C. R. Cloutier and Karen L. Hail are included as Exhibit 5(c) to MidSouth's Form 1-A and are incorporated herein by reference. 10.5 Description of the Incentive Compensation Plan for Officers of MidSouth National Bank is included as Exhibit 10.5 to the Company's annual report on Form 10-K for the year ended December 31, 1993, and is incorporated herein by reference. Page 15 10.6 Agreement and Plan of Merger between MidSouth Bancorp, Inc. and MidSouth National Bank and Sugarland Bancshares, Inc. and Sugarland State Bank is included as Exhibit 10.5 to the Company's annual report on Form 10-KSB for the year ended December 31, 1994, and is incorporated herein by reference 10.7 Loan Agreements and Master Notes for lines of credit established for MidSouth Bancorp, Inc. and Financial Services of the South, Inc. by Whitney National Bank are included as Exhibit 10.7 to the Company's annual report on Form 10-KSB for the year ended December 31, 1996, and is incorporated herein by reference. 11 Computation of earnings per share (b) Reports Filed on Form 8-K (none) Signatures In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. MidSouth Bancorp, Inc. (Registrant) Date: May 14, 1997 ___________________________ C. R. Cloutier, President & CEO ______________________________ Karen L. Hail, Executive Vice President & CFO __________________________________ Teri S. Stelly, Vice President & Controller EX-11 2
MIDSOUTH BANCORP, INC. AND SUBSIDIARY EXHIBIT 11 COMPUTATION OF EARNINGS PER SHARE (Unaudited) FOR THE THREE MONTHS ENDED MARCH 31, 1997 AND 1996 AND FOR THE TWELVE MONTHS ENDED DECEMBER 31, 1996 First Quarter First Quarter Year-to-Date March 31, March 31, December 31, PRIMARY 1997 1996 1996 _____________ _____________ ____________ Earnings: Income applicable to common stock $341,615 $248,527 $1,081,077 Shares: Weighted average number of common shares outstanding 1,369,235 1,304,115 1,325,556 Earnings per common share: Income applicable to common stock $0.25 $0.19 $0.82 Weighted average number of common shares outstanding 1,369,235 1,304,115 1,325,556 Assuming exercise of options, reduced by the number of shares which could have been purchased with the proceeds from exercise of such options at the average issue price - 15,062 - Weighted average number of common shares outstanding, as adjusted 1,369,235 1,319,177 1,325,556 Primary earnings per common share $0.25 $0.19 $0.82 FULLY DILUTED Earnings: Net income $381,422 $288,247 $1,236,498 Weighted average number of common shares outstanding 1,369,235 1,304,115 1,325,556 Assuming exercise of options, reduced by the number of shares which could have been purchased with the proceeds from exercise of such options at the average issue price - 15,062 - Assuming conversion of preferred stock at a conversion rate of 1 to 1.776 shares 304,861 322,799 305,393 Weighted average number of common shares outstanding, as adjusted 1,674,096 1,641,976 1,630,949 Fully diluted earnings per common share $0.23 $0.18 $0.76
EX-27 3
9 3-MOS DEC-31-1996 MAR-31-1997 13,700,000 7,000 16,200,000 0 52,200,000 13,518,000 13,399,000 100,453,000 1,126,000 204,131,000 189,947,000 350,000 667,000 1,723,000 8,998,000 0 2,446,000 0 204,131,000 2,460,000 891,000 203,000 3,554,000 1,284,000 1,316,000 2,238,000 153,000 0 2,183,000 498,000 498,000 0 0 381,000 .25 .23 5.24 620,000 240,000 1 0 1,087,000 176,000 68,000 1,126,000 130,000 0 996,000
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