10QSB 1 sec10qsb.txt MIDSOUTH BANCORP, INC. 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, 2002 _____ 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 (337) 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 May 8, 2002 Common stock, $.10 par value 2,901,142 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, 2002 and December 31, 2001 4 Statements of Income - Three Months Ended March 31, 2002 and 2001 and Year Ended December 31, 2001 5 Statement of Stockholders' Equity - Three Months Ended March 31, 2002 6 Statements of Cash Flows - Three Months Ended March 31, 2002 and 2001 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 15 Signatures 17
Item 1. Financial Statements (unaudited) MIDSOUTH BANCORP, INC. AND SUBSIDIARIES FINANCIAL HIGHLIGHTS (UNAUDITED) Three Months Ended Year-ended March 31, December 31, EARNINGS DATA 2002 2001 2001 (FN1) _______________________________________________ Net interest income $4,004,487 $3,883,183 $16,015,101 Provision for loan losses 358,000 323,100 2,176,224 Non-interest income 1,502,609 1,183,216 5,432,859 Non-interest expense 4,078,000 3,703,868 15,462,472 Provision for income tax 252,965 244,254 866,105 Net income 818,131 795,177 2,943,159 Preferred dividend requirement - 30,293 52,751 Income available to common shareholders $818,131 $764,884 $2,890,408 ==================================================================================== PER COMMON SHARE DATA Basic earnings per share $0.28 $0.31 $1.08 Diluted earnings per share $0.28 $0.27 $1.00 Book value at end of period $7.94 $7.60 $7.80 Market price at end of period $11.90 $9.99 $11.60 Weighted average shares outstanding Basic 2,883,142 2,492,196 2,679,348 Diluted 2,939,555 2,924,741 2,949,544 ==================================================================================== AVERAGE BALANCE SHEET DATA Total assets $355,743,048 $333,639,134 $347,813,732 Earning assets 325,985,186 305,205,906 318,599,327 Loans and leases 213,187,233 203,571,189 208,797,977 Interest-bearing deposits 242,063,616 234,087,871 239,724,527 Total deposits 321,858,228 304,311,712 314,457,094 Total stockholders' equity 23,256,480 20,177,233 21,666,651 ==================================================================================== SELECTED RATIOS Return on average assets (annualized) 0.93% 0.97% 0.85% Return on average total equity (annualized) 14.27% 15.98% 13.58% Leverage capital ratio 8.29% 8.09% 8.02% Tier 1 risk-based capital ratio 12.26% 12.05% 12.06% Total risk-based capital ratio 13.39% 13.12% 13.21% Allowance for loan losses as a % of total loans 1.24% 1.19% 1.28% ============================================================================================= PERIOD ENDING BALANCE SHEET DATA 3/31/02 3/31/01 Net Change % Change Total assets $360,607,994 $341,808,240 $18,799,754 5.50% Earning assets 331,472,869 314,111,598 $17,361,271 5.53% Loans and leases, net 214,558,603 200,072,933 $14,485,670 7.24% Interest-bearing deposits 242,446,422 237,751,855 $4,694,567 1.97% Total deposits 324,896,158 309,327,128 $15,569,030 5.03% Total stockholders' equity 23,040,539 21,023,344 $2,017,195 9.60% ============================================================================================= (FN1) Financial highlights for December 31, 2001 are taken from the audited financials on that date.
MIDSOUTH BANCORP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CONDITION (UNAUDITED) March 31, December 31, 2002 2001 * ASSETS ___________ ___________ Cash and due from banks $14,872,523 $18,547,278 Federal funds sold 11,200,000 17,300,000 ___________ ___________ Total cash and cash equivalents 26,072,523 35,847,278 Interest bearing deposits in banks 280,452 109,206 Securities available-for-sale, at fair value (cost of $78,826,155 in March 2002 and $75,052,952 in December 2001) 79,144,306 75,780,414 Securities held-to-maturity (estimated market value of $24,467,804 in March 2002 and $24,735,122 in December 2001) 23,584,213 23,584,850 Loans, net of allowance for loan losses of $2,705,295 in March 2002 and $2,705,058 in December 2001 214,558,603 211,685,063 Bank premises and equipment, net 12,220,022 11,950,701 Other real estate owned, net 108,752 359,336 Accrued interest receivable 2,189,178 2,197,794 Goodwill, net 431,987 431,987 Other assets 2,017,958 1,833,234 ___________ ___________ Total assets $360,607,994 $363,779,863 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY Deposits: Non-interest bearing $82,449,736 $91,145,842 Interest bearing 242,446,422 239,431,616 ___________ ___________ Total deposits 324,896,158 330,577,458 Securities sold under repurchase agreements 3,123,512 663,079 Accrued interest payable 810,025 1,057,065 Notes payable 1,099,000 1,431,000 Junior subordinated debenture 7,000,000 7,000,000 Other liabilities 638,760 423,700 ___________ ___________ Total liabilities 337,567,455 341,152,302 ___________ ___________ Commitments and contingencies - - Stockholders' Equity: Common stock, $.10 par value- 5,000,000 shares authorized, 2,901,142 issued and outstanding on March 31, 2002 and December 31, 2001, respectively 290,114 290,114 Surplus 12,972,762 12,972,762 Unearned ESOP shares (139,921) (149,638) Unrealized gains on securities available- for-sale, net of deferred taxes of $118,001 in March 2002 and $257,500 in December 2001 200,150 469,962 Retained earnings 9,717,434 9,044,361 ___________ ___________ Total stockholders' equity 23,040,539 22,627,561 ___________ ___________ Total liabilities and stockholders' equity $360,607,994 $363,779,863 ============ ============ * The consolidated statement of condition at December 31, 2001 is taken from the audited balance sheet on that date. See notes to unaudited consolidated financial statements.
MIDSOUTH BANCORP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME Three Months Ended March 31, Year Ended 2002 2001 December 31, (unaudited) (unaudited) 2001 * _____________________________ ____________ INTEREST INCOME: Loans, including fees $4,580,130 $5,277,167 $20,539,148 Securities Taxable 755,595 868,840 3,807,820 Nontaxable 422,468 356,400 1,512,050 Federal funds sold and other interest income 51,742 265,773 565,009 __________ __________ ___________ TOTAL 5,809,935 6,768,180 26,424,027 __________ __________ ___________ INTEREST EXPENSE: Deposits 1,612,041 2,716,647 9,530,743 Securities sold under repurchase agreements, federal funds purchased and advances 3,260 10,768 73,703 Long term debt 190,147 157,582 804,480 __________ __________ ___________ TOTAL 1,805,448 2,884,997 10,408,926 __________ __________ ___________ NET INTEREST INCOME 4,004,487 3,883,183 16,015,101 PROVISION FOR LOAN LOSSES 358,000 323,100 2,176,224 __________ __________ ___________ NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 3,646,487 3,560,083 13,838,877 __________ __________ ___________ OTHER OPERATING INCOME: Service charges on deposits 1,075,313 792,962 3,534,113 Gains on securities, net - - 188,883 Credit life insurance 53,825 66,618 246,046 Other charges and fees 373,471 323,636 1,463,817 __________ __________ ___________ TOTAL OTHER INCOME 1,502,609 1,183,216 5,432,859 __________ __________ ___________ OTHER EXPENSES: Salaries and employee benefits 1,935,465 1,761,476 7,300,250 Occupancy expense 846,340 829,758 3,423,585 Other 1,296,195 1,112,634 4,738,637 __________ __________ ___________ TOTAL OTHER EXPENSES 4,078,000 3,703,868 15,462,472 __________ __________ ___________ INCOME BEFORE INCOME TAXES 1,071,096 1,039,431 3,809,264 PROVISION FOR INCOME TAXES 252,965 244,254 866,105 __________ __________ ___________ NET INCOME 818,131 795,177 2,943,159 PREFERRED DIVIDEND REQUIREMENT - 30,293 52,751 __________ __________ ___________ INCOME AVAILABLE TO COMMON SHAREHOLDERS $818,131 $764,884 $2,890,408 ========== ========== =========== BASIC EARNINGS PER COMMON SHARE $0.28 $0.31 $1.08 ========== ========== =========== DILUTED EARNINGS PER COMMON SHARE $0.28 $0.27 $1.00 ========== ========== =========== * The consolidated statement of income at December 31, 2001 is taken from the audited income statement of that date. See notes to unaudited consolidated financial statements.
MIDSOUTH BANCORP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY FOR QUARTER ENDED MARCH 31, 2002 (UNAUDITED) ____________________________________________________________________________________________ UNREALIZED GAINS (LOSSES) COMMON STOCK ESOP ON SECURITIES RETAINED SHARES AMOUNT SURPLUS OBLIGATION AFS, NET EARNINGS TOTAL _____________________ ___________ ____________________________________________________ BALANCE, JANUARY 1, 2002 2,901,142 $290,114 $12,972,762 ($149,638) $469,962 $9,044,361 $22,627,561 Dividends on common stock (145,058) (145,058) Net income 818,131 818,131 Increase in ESOP obligation, net of repayments 9,717 9,717 Net change in unrealized gain/loss on securities available-for-sale, net of income taxes (269,812) (269,812) _________ ________ ___________ _______________________ __________ ___________ BALANCE, MARCH 31, 2002 2,901,142 $290,114 $12,972,762 ($139,921) $200,150 $9,717,434 $23,040,539 ========= ======== =========== ======================= ========== =========== See notes to consolidated financial statements.
MIDSOUTH BANCORP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) FOR THE QUARTERS ENDED MARCH 31, 2002 AND 2001 March 31, 2002 March 31,2001 _____________ _____________ CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $818,131 $795,177 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 305,329 341,664 Provision for loan losses 358,000 323,100 Deferred income taxes (credit) (16,418) 10,778 Discount accretion, net 112,602 16,777 (Gain)/loss on sale of premises and equipment 40,625 (2,700) Loss on sale of other real estate owned 25,571 10,011 Write-down of other real estate owned - 22,417 Change in accrued interest receivable 8,616 (23,135) Change in accrued interest payable (247,040) 89,031 Other, net 257,236 26,685 ___________ ___________ NET CASH PROVIDED BY OPERATING ACTIVITIES 1,662,652 1,609,805 ___________ ___________ CASH FLOWS FROM INVESTING ACTIVITIES: Net (increase) decrease in interest-bearing deposits in banks (171,246) (332,180) Proceeds from maturities and calls of securities available-for-sale 12,056,708 4,959,417 Purchases of securities available-for-sale (15,941,876) (22,404,184) Loan originations, net of repayments (3,292,806) 1,853,875 Purchases of premises and equipment (615,625) (82,191) Proceeds from sales of premises and equipment 350 2,700 Proceeds from sales of other real estate owned 225,013 69,889 ___________ ___________ NET CASH USED IN INVESTING ACTIVITIES (7,739,482) (15,932,674) ___________ ___________ CASH FLOWS FROM FINANCING ACTIVITIES: Net (decrease) increase in deposits (5,681,300) (10,220,077) Net (decrease) increase in securities sold under repurchase agreements and Federal Home Loan Bank advances 2,460,433 (452,723) Issuance of notes payable - 20,000 Repayments of notes payable (332,000) (2,512,571) Proceeds from issuance of common stock - 33,763 Payment of dividends (145,058) (156,292) Issuance of junior subordinated debentures - 7,000,000 ___________ ___________ NET CASH USED IN FIANCING ACTIVITIES (3,697,925) (6,287,900) ___________ ___________ NET DECREASE IN CASH & CASH EQUIVALENTS (9,774,755) (20,610,769) CASH & CASH EQUIVALENTS AT BEGINNING OF PERIOD 35,847,278 49,798,538 ___________ ___________ CASH & CASH EQUIVALENTS AT END OF PERIOD $26,072,523 $29,187,769 =========== =========== See notes to unaudited consolidated financial statements.
MIDSOUTH BANCORP, INC. AND SUBSIDIARIES NOTES TO UNAUDITED 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, 2002 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 2001 annual consolidated report and Form 10-KSB. The results of operations for the three month period ended March 31, 2002 are not necessarily indicative of the results to be expected for the entire year.
2. ALLOWANCE FOR LOAN AND LOSSES An analysis of the activity in the allowance for loan losses is as follows: Three Months Ended March 31, 2002 2001 __________ __________ Balance at beginning of period $2,705,058 $2,276,187 Provision for loan losses 358,000 323,100 Recoveries 33,745 17,008 Loans charged off (391,508) (212,140) __________ __________ Balance at end of period $2,705,295 $2,404,155 ========== ==========
3. COMPREHENSIVE INCOME Comprehensive income includes net income and other comprehensive income (losses) which, in the case of MidSouth, only includes unrealized gains and losses on securities available-for-sale. Following is a summary of MidSouth's comprehensive income for the three months ended March 31, 2002 and 2001.
Three Months Ended March 31, 2002 2001 __________ ________ Net income $818,131 $795,177 Other comprehensive income Unrealized gain (losses) on securities available-for-sale, net: Unrealized holding gains (losses) arising during the period (269,812) 479,805 __________ ________ Total other comprehensive income (269,812) 479,805 __________ ________ Total comprehensive income $548,319 $1,274,982 ========== ==========
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION 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 2001 annual consolidated financial statements, the notes thereto and the related Management's Discussion and Analysis. MidSouth's net income totaled $818,131 for the first quarter of 2002 compared to $795,177 for the first quarter of 2001. Basic earnings per share were $.28 for the quarter ending March 31, 2002 compared to $.31 for the quarter ending March 31, 2001. Diluted earnings per share were $.28 for the first quarter of 2002 and $.27 for the first quarter of 2001. Earnings were comparable for the two quarters ending March 31, 2002 and 2001 primarily due to falling interest rates that held net interest income to a 3% increase of $121,304, while non-interest income increased 27% or $319,393 and expenses increased 10% or $374,132. MidSouth maintained its net interest margin despite the dramatic decline in interest rates over the past twelve months. Non-interest income increased primarily due to increased service charges on demand deposit accounts. Non-interest expense increases were recorded primarily in salaries and employee benefits, printing and office supplies, and professional fees. The increase in professional fees includes consulting fees associated with a process and workflow review of MidSouth's retail, lending and technology areas. Total consolidated assets increased $18.8 million or 6%, from $341.8 million at March 31, 2001 to $360.6 million at March 31, 2002. Deposits grew $15.6 million or 5%, from $309.3 million at March 31, 2001 to $324.9 million at March 31, 2002. Loans, net of Allowance for Loan Losses ("ALL"), increased $14.5 million or 7%, from $200.1 million in the first quarter of 2001 to $214.6 million in the first quarter of 2002. Provisions for loan and lease losses increased slightly to $358,000 in March 2002 compared to $323,100 in March 2001. Nonperforming loans as a percentage of total loans increased from .18% in March of 2001 to .45% in March of 2002. The increase resulted primarily from the placement of two large commercial credits on nonaccrual during the first quarter of 2002. Specific allocations have been made in the ALL for possible losses on these loans. The ALL represented 247% of nonperforming assets as of March 31, 2002 compared to 272% as of March 31, 2001. Loans past due ninety days and over decreased in quarterly comparison, from $865,667 at March 31, 2001 to $760,518 at March 31, 2002. MidSouth's leverage ratio was 8.29% at March 31, 2002 compared to 8.09% at March 31, 2001. Return on average equity for the first quarter of 2002 was 14.27% compared to 15.98% for the first quarter of 2001. 1 Earnings Analysis Net Interest Income Average earning assets increased 7%, or $20.8 million from $305.2 million for the three months ended March 31, 2001 to $326.0 million for the three months ended March 31, 2002. The mix of average earning assets shifted slightly, as loans represented 67% of average earning assets in the first quarter of 2001 compared to 65% in the first quarter of 2002. Average loans increased $9.6 million, from $203.6 million in the first quarter of 2001 to $213.2 million in the first quarter of 2001. The average yield on loans decreased 181 basis points in quarterly comparison, from 10.52% to 8.71% at March 31, 2002. The decrease in loan yields resulted primarily from decreases in the prime lending ("prime") rate during 2001. New York prime fell 475 basis points during 2001. The impact of declining rates far exceeded the impact of volume increases in the loan portfolio, resulting in a $697,037 decrease in interest income on loans. Average investments increased $17.3 million, from $82.6 million at March 31, 2001 to $99.9 million at March 31, 2002. The average taxable-equivalent yield on investments decreased 125 basis points, from 6.78% in the first quarter of 2001 to 5.53% in the first quarter of 2002, again due to falling interest rates. Additionally, federal funds sold volume decreased $6.0 million and yields decreased 410 basis points, from 5.68% to 1.58%. Declining yields partially offset by a volume increase in investments resulted in decreased interest income on securities and federal funds sold of $261,208 in quarterly comparison. A 201 basis point decrease in the average rate paid on interest-bearing deposits, partially offset by an average volume increase of $8.0 million, contributed to a $1,079,549 decrease in interest expense for the quarter ended March 31, 2002 compared to the quarter ended March 31, 2001. The average rate paid on interest-bearing deposits decreased from 4.71% at March 31, 2001 to 2.70% at March 31, 2002. The percentage of average noninterest-bearing deposits to average total deposits increased slightly from 23% to 25% in quarterly comparison. The impact of these changes in the yields and volume of interest-bearing liabilities lowered interest expense to a greater degree than the decrease in interest income, resulting in increased net interest income of $121,304 in quarterly comparison. The net taxable-equivalent yield on average earning assets decreased 16 basis points, from 5.37% for the quarter ended March 31, 2001 to 5.21% for the quarter ended March 31, 2002. Non-interest Income MidSouth's primary source of non-interest income, service charges on deposit accounts, increased $282,351or 36% for the three months ended March 31, 2002 as compared to the same period in 2001. The increase resulted primarily from an increase in insufficient funds fees. Other non-interest income increased $49,835 in quarterly comparison, primarily due to increased third-party mortgage processing fees and lease income from an investment advisory firm. 2 Non-interest Expense Non-interest expense increased $374,132 or 10% for the three months ended March 31, 2002 compared to the three months ended March 31, 2001. Increases were recorded primarily in the categories of salaries and employee benefits, printing and office supplies and professional fees. Salaries and employee benefits increased primarily due to the addition of risk management and loan support personnel, including a compliance officer, two internal audit officers and a collateral documentation officer. The number of full-time equivalent ("FTE") employees increased by 12 from 198 in March 2001 to 210 in March 2002. In addition, group health insurance and other benefits costs increased $44,413 in quarterly comparison. Printing and office supplies increased $44,836 in the three- month period ended March 31, 2002 compared to the same period in 2001. The increase included additional check printing expenses that resulted from a change in vendor billing practices and from Bank-paid check orders associated with MidSouth's Business Value Checking program. Professional fees increased $44,847 primarily due to consulting fees associated with a process and workflow review of MidSouth's retail, lending and technology areas. Balance Sheet Analysis MidSouth ended the first quarter of 2002 with consolidated assets of $360.6 million, a decrease of $3.2 million from the $363.8 million reported for December 31, 2001. Deposits decreased over the three months ended March 31, 2002 by $5.7 million, from $330.6 million at December 31, 2001 to $324.9 million. The decline in deposits resulted primarily from fluctuations in commercial deposit account balances. Net loans increased $2.9 million from $211.7 million at December 31, 2001 to $214.6 at March 31, 2002. Loan demand in MidSouth's market remained slow for the first quarter of 2002. Consequently, excess cash flows were used to purchase additional securities. Purchases of $15.9 million in agency and municipal securities were added to the investment portfolio in the first quarter of 2002. Unrealized gains in the securities available-for-sale portfolio, net of unrealized losses and tax effect, were $200,150 at March 31, 2002, compared to a net unrealized gain of $469,962 at December 31, 2001. These amounts result from interest rate fluctuations and do not represent permanent adjustments of value. Moreover, classification of securities as available-for-sale does not necessarily indicate that the securities will be sold prior to maturity. 3 Capital MidSouth's leverage ratio was 8.29% at March 31, 2002 compared to 8.02% at December 31, 2001. Tier 1 capital to risk-weighted assets was 12.26% and total capital to risk- weighted assets was 13.39% at the end of the first quarter of 2002. At year-end 2001, Tier 1 capital to risk-weighted assets was 12.06% and total capital to risk-weighted assets was 13.21%. 4
Nonperforming Assets and Past Due Loans Table 1 summarizes MidSouth's nonaccrual, past due and restructured loans and nonperforming assets. TABLE 1 Nonperforming Assets and Loans Past Due 90 Days =========================================================================== March December March 31, 31, 31, 2002 2001 2001 =========================================================================== Nonperforming loans $984,680 $768,753 $309,253 Other real estate owned, net 108,752 359,336 411,007 __________________________________________ Total nonperforming assets $1,093,432 $1,128,089 $720,260 ========================================== Loans past due 90 days or more and still accruing $760,518 $999,538 $865,667 Nonperforming loans as a % of total loans 0.45% 0.38% 0.18% Nonperforming assets as a % of total loans, other real estate owned and other assets Repossessed 0.50% 0.55% 0.41% ALL as a % of nonperforming assets 247.41% 201.77% 272.46% __________________________________________ 5
Nonperforming assets were $1,093,432 as of March 31, 2002, a decrease of $34,657 from the $1,128,089 reported for December 31, 2001 and an increase of $373,172 from the $720,260 reported for March 31, 2001. The decrease from year-end 2001 resulted primarily from the sale of other real estate owned. The increase from March 2001 resulted primarily from the placement of two large commercial credits on nonaccrual. Specific allocations have been made in the ALL for possible losses on these loans. Loans past due 90 days or more increased from $865,667 in March 2001 to $999,538 in December 2001 and decreased to $760,518 as of March 31, 2002. Of the $760,518 in loans past due 90 days or more at March 31, 2002, $175,136 were past due loans reported by the Finance Company. Specific reserves have been established in the ALL to cover potential losses on nonperforming assets. The ALL is analyzed quarterly and additional reserves, if needed, are allocated at that time. Management believes the $2,705,295 in the allowance as of March 31, 2002 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. 6 Item 6. Exhibits and Reports on Form 8-K Page 15 (a) Exhibits Exihibit Number Document Description 3.1 Amended and Restated Articles of Incorporation of MidSouth Bancorp, Inc. is included as Exhibit 3.1 to the MidSouth's 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 year ended 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. 10.6 MidSouth Bancorp, Inc.'s 1997 Stock Incentive Plan is included as Exhibit 4.5 to MidSouth's definitive Proxy Statement filed April 11, 1997, and is incorporated herein by reference. Page 16 10.7 The MidSouth Bancorp, Inc. Dividend Reinvestment and Stock Purchase Plan is included as Exhibit 4.6 to MidSouth Bancorp, Inc.'s Form S-3D filed on July 25, 1997 and is incorporated herein by reference. 10.8 Loan Agreements and Master Notes for lines of credit established for MidSouth Bancorp, Inc. and Financial Services of the South, Inc. are included as Exhibit 10.7 of MidSouth's Form 10-QSB filed on August 14, 1997 and is incorporated herein by reference. 10.9 Modification Agreement to the Loan Agreement and Master Note for the Line of Credit established for MidSouth Bancorp, Inc. is included as Exhibit 10.9 of MidSouth's Form 10-QSB filed on August 13, 1999 and is incorporated herein by reference. 10.10 Junior Subordinated Debentures Interest Debenture issued on February 22, 2001 by MidSouth Bancorp, Inc. is included as Exhibit 99 to MidSouth Bancorp, Inc.'s Form 10-QSB filed on May 15, 2001, and is incorporated herein by reference. 11 Computation of earnings per share (b) Reports Filed on Form 8-K (none) Page 17 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, 2002 ___________________________ C. R. Cloutier, President & CEO __________________________________ Karen L. Hail, Sr. Executive Vice President & COO __________________________________ Teri S. Stelly, Sr. Vice President & CFO