-----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, VoVVE8mcF/aiNuW39RoETdzJEeHSbI7e7uOQo6mZ9ck1Kvay6dBYXTdgJiZ69Q97 I2yr87cQfDA1FnBvQKs9gA== 0001275287-05-004122.txt : 20051026 0001275287-05-004122.hdr.sgml : 20051026 20051026173009 ACCESSION NUMBER: 0001275287-05-004122 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051025 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051026 DATE AS OF CHANGE: 20051026 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: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11826 FILM NUMBER: 051157900 BUSINESS ADDRESS: STREET 1: 102 VERSAILLES BLVD STREET 2: VERSAILLES CENTRE CITY: LAFAYETTE STATE: LA ZIP: 70501 BUSINESS PHONE: 3182378343 MAIL ADDRESS: STREET 1: 102 VERSAILLES BLVD CITY: LAFAYETTE STATE: LA ZIP: 70501 8-K 1 mb3851.txt FORM 8-K ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) October 25, 2005 MIDSOUTH BANCORP, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Louisiana 1-11826 72-1020809 ---------------------------- ------------ ------------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 102 Versailles Boulevard, Lafayette, Louisiana 70501 ---------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 337-237-8343 -------------------------------------------------------------- (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ================================================================================ ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION ITEM 8.01. OTHER EVENTS AND REGULATION FD DISCLOSURE On October 25, 2005, MidSouth Bancorp, Inc. (the "Company") issued a press release regarding the Company's earnings for the quarter ending September 30, 2005. The Company's earnings release, including financial highlights, is attached as Exhibit 99.1. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits 99.1 Press Release dated October 25, 2005. SIGNATURE 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 hereunto duly authorized. Date October 25, 2005 /s/ C. R. Cloutier ---------------------- C.R. Cloutier President & CEO Exhibit 99.1 Press Release dated October 25, 2005 announcing earnings for the third quarter of 2005. EX-99.1 2 mb3851ex991.txt EXHIBIT 99.1 Exhibit 99.1 MIDSOUTH BANCORP, INC. REPORTS 3RD QUARTER EARNINGS LAFAYETTE, La., Oct. 25 /PRNewswire-FirstCall/ -- MidSouth Bancorp, Inc. (Amex: MSL) announced third quarter 2005 net income of $1,634,000, a decrease of $320,000 from the $1,954,000 earned in the third quarter of 2004 and a decrease of $406,000 from the $2,040,000 earned in the second quarter of 2005. During the third quarter of 2005, MidSouth Bancorp, Inc. ("the Company") successfully met the challenges presented by two devastating hurricanes, Katrina and Rita. In the aftermath of both storms, the Company's headquarters and data processing center were unaffected and access to customer accounts was not interrupted. MidSouth Bancorp's team of associates worked diligently to ensure customers' needs were met. With Katrina, the Company's Louisiana subsidiary, MidSouth Bank, experienced short-term power outages at its newly opened Baton Rouge office and the loan production office in Houma, but no physical property damage. Completion of the new Houma banking office has been delayed due to supply problems resulting from the hurricane. Hurricane Rita brought mandatory evacuations, extended power outages and minor damage to four of the Company's Texas subsidiary, Lamar Bank ("Lamar"), offices in southeast Texas and three MidSouth Bank offices in southwest Louisiana. Within one week, limited services were available in all of the Company's affected markets. Customers were also serviced through Lamar offices in College Station and Conroe and through MidSouth Bank's Customer Care Center, operations departments and branch offices. All offices are currently fully functional and operating under normal conditions. Although the total impact of the hurricanes affecting the Company's service area may not be fully known at this time, management estimates service charge income, primarily NSF fees, was negatively impacted by approximately $60,000 in August and September 2005. Despite the negative impact, service charge income increased in both quarterly and year-to-date comparison. MidSouth Bank and Lamar lenders connected with their customers after the storms to assist in meeting their needs and to assess potential credit issues resulting from the storms. Initial discussions with customers and preliminary analysis of exposure in the affected areas reflected no significant immediate credit losses resulting directly from the hurricanes. Further analysis will be performed to assess credit-related risks resulting from the storms. At this time, management believes the $300,000 added to the provision for loan losses in the third quarter of 2005 is adequate to bring the Allowance for Loan Losses ("ALL") to a sufficient level to cover probable losses within the loan portfolio. Provision expense increased $50,000 in comparison to the $250,000 expensed to the provision for loan losses in the third quarter of 2004. Continuing third quarter comparison, start up costs totaling approximately $178,000, including salaries, marketing and occupancy expenses, for four new retail store locations impacted third quarter 2005 earnings. Finally, $130,000 in gains on sales of investment securities was recorded in the third quarter of 2004. No nonrecurring income was recorded in the third quarter of 2005. In addition to the $178,000 in start-up costs and the $60,000 negative impact to service charge income recorded in the third quarter of 2005, the $406,000 decrease in earnings from the second quarter of 2005 resulted primarily from a $234,000 increase in the third quarter provision for loan losses and from nonrecurring income recognized in the second quarter of 2005 of $93,000 received as a distribution by PULSE. The provision for loan losses totaled $300,000 for the third quarter 2005 and was necessary to support the risk profile of the loan portfolio relative to growth. Basic earnings per share were $.33 for the quarter ended September 30, 2005, compared to $.45 per share reported for the third quarter of 2004, and $.42 per share earned in the second quarter of 2005. Diluted earnings per share were $.32 for the third quarter of 2005 compared to $.43 per share for the third quarter of 2004 and $.40 for the second quarter of 2005. Earnings per share data have been adjusted to reflect a 10% stock dividend on common stock to holders of record on July 29, 2005 and payable on August 19, 2005. Year-to-date earnings as of September 30, 2005 totaled $5,598,000, a 4.4% increase over the $5,360,000 reported for the nine months ended September 30, 2004. Basic earnings per share were $1.14 at September 30, 2005 versus $1.22 per share at September 30, 2004. Diluted earnings per share were $1.10 versus $1.17, respectively. Highlights for the Quarter Ended September 30, 2005 * Return on average equity was 12.51% for the third quarter of 2005 compared to 22.46% for the third quarter of 2004. The return on average common equity for 2005 was affected by the issuance of stock in connection with MidSouth Bancorp, Inc.'s acquisition of Lamar Bancshares, Inc., the parent company of Lamar, on October 1, 2004. The leverage capital ratio was 8.97% at September 30, 2005 compared to 9.66% at September 30, 2004. * Net interest income totaled $6,925,000 for the third quarter of 2005, up 28.6% from the $5,384,000 reported for the third quarter of 2004. Net interest income increased primarily due to a 30% increase in the average volume of earning assets, including approximately $102 million in earning assets acquired from Lamar. Net of Lamar earning assets acquired, the Company increased the average volume of earning assets by approximately $32 million or 7% over the past twelve months. * Total consolidated assets increased $157.3 million or 31.3%, from $502.2 million at the end of the third quarter of 2004 to $659.5 million at the end of the third quarter of 2005. Net of $127.8 million in assets acquired from Lamar, the Company increased total consolidated assets by $29.5 million, or 5.9% over the past twelve months. * Total loans grew $140.4 million or 47.8%, from $294.1 million at September 30, 2004 to $434.5 million at September 30, 2005, primarily in commercial, real estate and agricultural credits. Net of $81.4 million in loans acquired from Lamar, the Company increased total loans by $59 million, or 20.1% over the past twelve months. * Nonperforming assets, including loans 90 days or more past due, totaled $2.95 million at September 30, 2005. As a percentage of total assets, nonperforming assets increased to .45% at September 30, 2005, up from .17% at September 30, 2004. Nonperforming assets increased primarily due to the placement of a single oil and gas service relationship aggregating $1.3 million on nonaccrual status during the second quarter of 2005. The relationship is well secured and there is currently no expectation of loss should the loan relationship be liquidated. Charge-off volume decreased with net charge-offs to total loans at .07% compared to .17% for the same periods, respectively. * Total deposits increased $142.7 million or 32.1%, from $443.7 million at September 30, 2004 to $586.4 million at September 30, 2005. Other than $97.2 million in deposits acquired in the Lamar acquisition, deposit growth has been primarily in the Company's Platinum money market accounts. Additionally, the core non-interest bearing demand accounts have continued to grow and represent approximately 25% of total deposits at September 30, 2005. Components of Third Quarter Earnings Net interest income for the third quarter of 2005 increased $1.5 million or 28.6% compared to the third quarter of 2004. Of the $1.5 million, approximately $1.1 million was attributed to the addition of Lamar's net interest income and the remaining $400,000 was attributed to an increase in MidSouth Bank's net interest income. Although MidSouth Bank's total interest income increased approximately $1.5 million due to increased earning asset volume in the third quarter of 2005, the increase was mostly offset by an $1.1 million increase in interest expense on deposits as compared to the third quarter of 2004. The increase in interest expense resulted primarily from a higher average volume of interest-bearing deposits that are indexed to the 90-day Treasury bill, which increased 177 basis points over the past 12 months. Non-interest income for the third quarter of 2005 increased $464,000 compared to the third quarter 2004. Net of Lamar's contribution of approximately $500,000 to the increase in non-interest income, MidSouth Bank's non-interest income decreased by $36,000. The decrease resulted primarily from $130,000 in nonrecurring income from gains on sales of investment securities that was recorded during the third quarter of 2004. MidSouth Bank's service charges on deposit accounts increased $40,000 in quarterly comparison, net of the $60,000 decrease in NSF fees resulting from the hurricanes. Non-interest expense increased $2.4 million from the third quarter of 2004 to the third quarter of 2005, primarily due to Lamar expenses totaling $1.7 million. Lamar's expenses for the third quarter of 2005 included approximately $40,000 in start-up cost for the new Conroe retail store. Of the remaining $.7 million increase in non-interest expenses at MidSouth Bank, approximately $452,000 was attributed to salaries and benefits and $95,000 to occupancy expenses. In year-to-date comparison, total net income increased $238,000 or 4.4%. Lamar's contribution of approximately $316,000 to the increase was effected by the $84,500 in conversion costs and by approximately $232,000 in related amortization of core deposit intangibles, net of income taxes. MidSouth Bank contributed $213,000 in additional income for the first nine months of 2005 compared to 2004, as increases in net interest income of $1.3 million and non-interest income of $1.5 million offset increased non- interest expenses of $2.6 million. The increase in non-interest expenses resulted primarily from increased salaries and benefit costs ($1,165,000), accounting fees ($246,000), and occupancy ($369,000), marketing ($292,000) and education and travel ($89,000) expenses. The increase in non-interest expenses reflect MidSouth Bank's long-term investment in market development, staff development and system upgrades. At the parent company level, increased interest expense of $359,000 on trust preferred securities further contributed to additional net losses of $275,000 for the parent company at September 30, 2005 compared to September 30, 2004. In the fourth quarter of 2005, management expects the four new retail offices to impact fourth quarter expenses and any substantial contributions to income will not be reflected until 2006. Additional expenses may be incurred in the fourth quarter of 2005 through insurance deductibles, facility repairs and other related expenses resulting from Hurricane Rita, which made landfall during the last week of September 2005. The extent of damages and costs of repairs were still being determined at quarter-end, however management feels the damages were minimal and the costs will not be significant. MidSouth Bancorp, Inc. is a two-bank holding company headquartered in Lafayette, Louisiana whose wholly-owned active subsidiaries are MidSouth Bank, N.A., also headquartered in Lafayette, and Lamar Bank, headquartered in Beaumont, Texas. The MidSouth franchise consists of 27 banking offices and one loan production office throughout south Louisiana and southeast Texas. MidSouth's common stock is traded on the American Stock Exchange under the symbol MSL. The Private Securities Litigation Act of 1995 provides a safe harbor for disclosure of information about a company's anticipated future financial performance. This act protects a company from unwarranted litigation if actual results differ from management expectations. This press release reflects management's current views and estimates of future economic circumstances, industry conditions, MidSouth's performance and financial results. A number of factors and uncertainties could cause actual results to differ from anticipated results and expectations. MIDSOUTH BANCORP, INC. AND SUBSIDIARIES FINANCIAL HIGHLIGHTS (UNAUDITED) (in thousands except per share data)
For The Qtr For The Ended Sept. 30, Qtr Ended ---------------------------- % June 30, % EARNINGS DATA 2005 2004 Chg 2005 Chg - ------------------------- ------------ ------------ ------------ ------------ ------------ Total interest income $ 9,882 $ 6,815 45.0% $ 9,333 5.9% Total interest expense 2,957 1,431 106.6% 2,476 19.4% Net interest income 6,925 5,384 28.6% 6,857 1.0% Provision for loan losses 300 250 20.0% 66 354.5% Non-interest income 2,840 2,376 19.5% 3,170 -10.4% Non-interest expense 7,319 4,934 48.3% 7,187 1.8% Provision for income tax 512 622 -17.7% 734 -30.2% Net income $ 1,634 $ 1,954 -16.4% $ 2,040 -19.9% PER COMMON SHARE DATA (A) Basic earnings per share $ 0.33 $ 0.45 -25.9% $ 0.42 -21.4% Diluted earnings per share $ 0.32 $ 0.43 -25.1% $ 0.40 -20.0% Book value at end of period $ 10.66 $ 8.33 28.0% $ 10.49 1.6% Market price at end of period $ 30.40 $ 24.00 26.7% $ 22.27 36.5% Weighted avg shares outstanding Basic 4,905,783 4,376,703 12.1% 4,897,241 0.2% Diluted 5,086,647 4,574,688 11.2% 5,068,921 0.3% AVERAGE BALANCE SHEET DATA Total assets $ 650,219 $ 483,738 34.4% $ 623,095 4.4% Earning assets 587,787 453,758 29.5% 566,505 3.8% Loans and leases 422,588 284,840 48.4% 401,581 5.2% Interest-bearing deposits 438,058 335,087 30.7% 415,034 5.5% Total deposits 574,754 433,976 32.4% 547,347 5.0% Total stockholders' equity 51,813 34,613 49.7% 50,314 3.0% SELECTED RATIOS 09/30/2005 09/30/2004 06/30/2005 Return on average assets 1.00% 1.61% -38.0% 1.31% -24.1% Return on average total equity 12.51% 22.46% -44.3% 16.26% -23.1% Return on average realized equity (B) 12.42% 22.19% -44.0% 16.13% -23.0% Average equity to average assets 7.97% 7.16% 11.4% 8.07% -1.3% Leverage capital ratio 8.97% 9.66% -7.1% 9.15% -2.0% CREDIT QUALITY Allowance for loan losses as a % of total loans 0.97% 1.00% -3.0% 0.99% -2.0% Nonperforming assets to total assets 0.45% 0.17% 164.7% 0.36% 25.0% Net YTD charge- offs to total loans 0.07% 0.17% -58.8% 0.05% 40.0%
(A) Earnings per common share data has been adjusted for a 10% stock dividend payable on August 19, 2005 to shareholders of record on July 29, 2005. (B) Excluding net unrealized gain (loss) on securities available for sale. MIDSOUTH BANCORP, INC. and SUBSIDIARIES Condensed Consolidated Financial Information (unaudited) (in thousands except per share data)
Period Ended Period Ended Sept. 30, ---------------------------- ---------------------------- % Jun. 30, Dec. 31, BALANCE SHEET 2005 2004 Chg 2005 2004 - ------------------------------ ------------ ------------ ------------ ------------ ------------ Assets Cash and cash equivalents $ 27,733 $ 33,226 -16.5% $ 25,534 $ 17,397 Securities available-for- sale 133,917 135,137 -0.9% 133,336 143,261 Securities held-to- maturity 20,086 23,133 -13.2% 21,180 22,852 Total investment securities 154,003 158,270 -2.7% 154,516 166,113 Total loans 434,478 294,062 47.8% 410,030 386,471 Allowance for loan losses (4,211) (2,949) 42.8% (4,039) (3,850) Loans, net 430,267 291,113 47.8% 405,991 382,621 Premises and equipment 21,680 12,553 72.7% 21,036 19,338 Goodwill and other intangibles 10,454 941 1010.9% 10,471 10,644 Other assets 15,344 6,128 150.4% 14,345 13,975 Total assets $ 659,481 $ 502,231 31.3% $ 631,893 $ 610,088 Liabilities and Stockholders' Equity Non-interest bearing deposits $ 148,895 $ 100,296 48.5% $ 130,525 $ 124,659 Interest bearing deposits 437,509 343,454 27.4% 428,197 405,724 Total deposits 586,404 443,750 32.1% 558,722 530,383 Securities sold under agreements to repurchase and FHLB borrowings 2,191 5,213 -58.0% 2,354 12,412 Junior subordinated debentures 15,465 15,000 3.1% 15,465 15,465 Other liabilities 3,045 1,710 3.1% 3,829 3,255 Total liabilities 607,105 465,673 78.1% 580,370 561,515 Total shareholders' equity 52,376 36,558 30.4% 51,523 48,573 Total liabilities and shareholders' equity $ 659,481 $ 502,231 31.3% $ 631,893 $ 610,088
MIDSOUTH BANCORP, INC. and SUBSIDIARIES Condensed Consolidated Financial Information (unaudited) (in thousands except per share data)
Three Months Ended Nine Months Ended September 30, September 30, --------------------------- % --------------------------- % INCOME STATEMENT 2005 2004 Chg 2005 2004 Change - ------------------------------ ------------ ------------ ------------ ------------ ------------ ------------ Interest income $ 9,882 $ 6,815 45.0% $ 27,853 $ 19,295 44.4% Interest expense 2,957 1,431 106.6% 7,646 3,804 101.0% Net interest income 6,925 5,384 28.6% 20,207 15,491 30.4% Provision for loan losses 300 250 20.0% 680 670 1.5% Service charges on deposit accounts 2,088 1,739 20.1% 6,415 4,665 37.5% Gains on securities, net 130 -100.0% 132 -100.0% Other charges and fees 752 507 48.3% 3,019 1,494 102.1% Total non-interest income 2,840 2,376 19.5% 9,434 6,291 50.0% Salaries and employee benefits 3,653 2,419 51.0% 10,161 6,829 48.8% Occupancy expense 1,463 1,031 41.9% 4,047 3,003 34.8% Goodwill and intangible amortization 134 16 737.5% 401 49 718.4% Other non-interest expense 2,069 1,468 40.9% 6,850 4,020 70.4% Total non-interest expense 7,319 4,934 48.3% 21,459 13,901 54.4% Income before income taxes 2,146 2,576 -16.7% 7,502 7,211 4.0% Provision for income taxes 512 622 -17.7% 1,904 1,851 2.9% Net income $ 1,634 $ 1,954 -16.4% $ 5,598 $ 5,360 4.4% Earnings per share, diluted $ 0.32 $ 0.43 -25.6% $ 1.10 $ 1.17 -6.0%
MIDSOUTH BANCORP, INC. and SUBSIDIARIES Condensed Consolidated Financial Information (unaudited) (in thousands except per share data)
Third Second First Fourth Third INCOME STATEMENT Quarter Quarter Quarter Quarter Quarter Quarterly Trends 2005 2005 2005 2004 2004 - ------------------------------ ---------- ---------- ---------- ---------- ---------- Interest income $ 9,882 $ 9,333 $ 8,637 $ 8,451 $ 6,815 Interest expense 2,957 2,476 2,212 1,890 1,431 Net interest income 6,925 6,857 6,425 6,561 5,384 Provision for loan losses 300 66 314 321 250 Net interest income after provision for loan losses 6,625 6,791 6,111 6,240 5,134 Total non-interest income 2,840 3,170 3,422 2,929 2,376 Total non-interest expense 7,319 7,187 6,953 6,959 4,934 Income before income taxes 2,146 2,774 2,580 2,210 2,576 Income taxes 512 734 657 591 622 Net income $ 1,634 $ 2,040 $ 1,923 $ 1,619 $ 1,954 Earnings per share, basic $ 0.33 $ 0.42 $ 0.39 $ 0.33 $ 0.45 Earnings per share, diluted $ 0.32 $ 0.40 $ 0.38 $ 0.32 $ 0.43 Book value per share $ 10.66 $ 10.49 $ 10.03 $ 9.91 $ 8.33 Return on Average Equity 12.51% 16.26% 15.79% 13.48% 22.46%
MIDSOUTH BANCORP, INC. and SUBSIDIARIES Condensed Consolidated Financial Information (unaudited) (in thousands except per share data)
Period Ended Period Ended Sept. 30, ------------------------ ------------------------ % Jun. 30, Dec. 31, Asset Quality Data 2005 2004 Chg 2005 2004 - ------------------------------ ---------- ---------- ---------- ---------- ---------- Nonaccrual loans $ 2,125 $ 482 340.9% $ 1,892 $ 472 Loans past due 90 days and over 561 283 98.2% 128 488 Total nonperforming loans 2,686 765 251.1% 2,020 960 Other real estate owned 111 86 29.1% 98 445 Other foreclosed assets 154 156 283 Total nonperforming assets $ 2,951 $ 851 246.8% $ 2,274 $ 1,688 Nonperforming assets to total assets 0.45% 0.17% 165.6% 0.36% 0.28% Nonperforming assets to total loans + OREO + other foreclosed assets 0.68% 0.29% 135.0% 0.55% 0.44% ALL to nonperforming assets 142.70% 346.53% -58.8% 177.62% 228.08% ALL to nonperforming loans 156.78% 385.49% -59.3% 199.95% 401.04% ALL to total loans 0.97% 1.00% -3.3% 0.99% 1.00% Year-to-date charge-offs $ 482 $ 644 -25.2% $ 310 $ 1,067 Year-to-date recoveries 163 133 22.6% 119 182 Year-to-date net charge-offs $ 319 $ 511 -37.6% $ 191 $ 885 Net YTD charge-offs to total loans 0.07% 0.17% -59.7% 0.05% 0.23%
SOURCE MidSouth Bancorp, Inc. -0- 10/25/2005 /CONTACT: Sally Gary, Investor Relations, +1-337-267-4202, or sallyg@midsouthbank.com , or Teri Stelly, Controller, +1-337-267-4208, or C. R. Rusty Cloutier, President, +1-337-267-4201, all of MidSouth Bancorp, Inc./ (MSL) -----END PRIVACY-ENHANCED MESSAGE-----