<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
May 21, 1996 (May 21, 1996)
--------------------------------------------------
Date of Report (Date of earliest event reported)
UNION PLANTERS CORPORATION
--------------------------------------------------
(Exact name of registrant as specified in charter)
TENNESSEE 1-10160 62-0859007
- ------------------------ -------------- --------------------
(State of incorporation) (Commission (I.R.S. Employer
File Number) Identification No.)
UNION PLANTERS ADMINISTRATIVE CENTER
7130 GOODLETT FARMS PARKWAY
MEMPHIS, TENNESSEE 38018
----------------------------------------
(Address of principal executive offices)
Registrant's telephone number, including area code: (901) 383-6000
---------------
Not Applicable
-------------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE> 2
ITEM 5. OTHER EVENTS
Union Planters Corporation (the "Corporation") has entered into a
definitive agreement to acquire Leader Financial Corporation ("LFC"). This
acquisition is considered probable and meets the test for a significant
subsidiary. Item 7 below presents the unaudited interim consolidated financial
statements for LFC as of and for the three months ended March 31, 1996 and
1995. Reference is also made to the Corporation's Current Report on Form 8-K
dated March 8, 1996, which contains the Agreement and Plan of Merger dated as
of March 8, 1996 by and between Union Planters Corporation and Leader Financial
Corporation and April 1, 1996 which contains LFC's audited consolidated
financial statements for the years ended December 31, 1995, 1994, and 1993.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION, AND EXHIBITS
(c) Exhibits
99 Additional Exhibits
(a) Leader Financial Corporation and Subsidiary Unaudited
Interim Consolidated Financial Statements as of and for the three
months ended March 31, 1996 and 1995
<TABLE>
<CAPTION>
Page
-----
<S> <C> <C>
1. Consolidated Statements of Financial Condition
as of March 31, 1996 and December 31, 1995 1
2. Consolidated Statements of Operations for the
three months ended March 31, 1996 and 1995 2
3. Consolidated Statements of Stockholders' Equity
for the three months ended March 31, 1996 3
4. Consolidated Statements of Cash Flows for the
three months ended March 31, 1996 and 1995 4
5. Notes to Consolidated Financial Statements 5
</TABLE>
2
<PAGE> 3
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.
Union Planters Corporation
------------------------------------
Registrant
Date: May 21, 1996 /s/ Jack W. Parker
-------------------- ------------------------------------
Jack W. Parker
Executive Vice President
and Chief Financial Officer
4
<PAGE> 1
EXHIBIT 99(a)
LEADER FINANCIAL CORPORATION
UNAUDITED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS DATED
MARCH 31, 1996 AND 1995
<PAGE> 2
PART I
FINANCIAL INFORMATION
LEADER FINANCIAL CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(UNAUDITED)
<TABLE>
<CAPTION>
(In Thousands)
MARCH 31, DECEMBER 31,
1996 1995
---- ----
<S> <C> <C>
ASSETS
Cash and due from banks $ 29,428 $ 27,558
Federal funds sold 93,000 90,000
Securities available-for-sale 576,711 611,895
Securities held-to-maturity 145,200 154,931
Investment in Federal Home Loan Bank 32,429 31,875
Loans receivable, net 2,044,444 1,941,121
Loans held for sale 30,139 19,060
FHA/VA Claims receivable, net 48,505 46,174
Premises and equipment, net 19,274 18,613
Mortgage servicing rights 50,927 53,740
Accrued interest receivable 74,408 72,059
Other assets, net 33,347 31,551
---------- ----------
TOTAL ASSETS $3,177,812 $3,098,577
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Deposits $1,582,691 $1,577,230
Federal Home Loan Bank advances
and other borrowings 592,760 541,318
Federal funds purchased and securities
sold under agreements to repurchase 589,120 597,260
Advance payments by borrowers for
taxes and insurance 64,167 47,564
Accrued interest payable 20,510 23,451
Accrued expenses and other liabilities 73,393 64,924
---------- ----------
TOTAL LIABILITIES 2,922,641 2,851,747
---------- ----------
STOCKHOLDERS' EQUITY:
Common stock, $1 par value,
35,000,000 shares authorized;
10,752,500 shares issued 10,753 10,753
Additional paid-in capital 94,454 94,415
Unearned compensation (5,799) (6,086)
Unrealized gain on securities
available-for-sale 7,348 9,702
Retained earnings 165,779 156,032
Treasury stock, at cost; 828,688
and 858,422 shares at March 31,
1996 and December 31, 1995,
respectively (17,364) (17,986)
---------- ----------
TOTAL STOCKHOLDERS' EQUITY 255,171 246,830
---------- ----------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $3,177,812 $3,098,577
========== ==========
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
1
<PAGE> 3
PART I
FINANCIAL INFORMATION
LEADER FINANCIAL CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
(In Thousands)
THREE MONTHS ENDED
MARCH 31,
1996 1995
---- ----
<S> <C> <C>
INTEREST INCOME:
Loans receivable $46,677 $38,790
Securities:
Available-for-sale 10,610 1,086
Held-to-maturity 2,811 7,107
Federal funds sold 1,351 1,096
Other 511 649
------- -------
Total interest income 61,960 48,728
------- -------
INTEREST EXPENSE:
Deposits 18,925 17,242
Federal Home Loan Bank advances and
other borrowings 8,459 6,614
Federal funds purchased and securities
sold under agreements to repurchase 8,369 4,505
------- -------
TOTAL INTEREST EXPENSE 35,753 28,361
------- -------
NET INTEREST INCOME 26,207 20,367
Provision for loan losses 1,511 1,206
------- -------
NET INTEREST INCOME AFTER PROVISION
FOR LOAN LOSSES 24,696 19,161
NON-INTEREST INCOME:
Loan fees 105 51
Loan servicing revenue 3,037 4,052
Gains (losses), net:
Securities - -
Loans originated for sale 541 48
Gain (loss) on real estate activities (112) (135)
Real estate operations (96) (94)
Deposit account operations 1,129 975
Other 1,581 947
------- -------
TOTAL NON-INTEREST INCOME 6,185 5,844
------- -------
OPERATING EXPENSES:
Compensation and benefits 7,149 6,135
Office occupancy and equipment 1,348 1,317
Advertising 621 456
Federal insurance premiums 932 844
Office supplies, postage and telephone 1,055 750
Data processing rental and maintenance 596 501
Other 1,341 1,120
------- -------
TOTAL OPERATING EXPENSES 13,042 11,123
------- -------
INCOME BEFORE INCOME TAXES 17,839 13,882
Income tax expense 6,379 5,135
------- -------
NET INCOME $11,460 $ 8,747
======= =======
Earnings per common share $ 1.11 $ 0.87
======= =======
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
2
<PAGE> 4
PART I
FINANCIAL INFORMATION
LEADER FINANCIAL CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
THREE MONTHS ENDED MARCH 31, 1996
(UNAUDITED)
<TABLE>
<CAPTION>
(In Thousands)
UNREALIZED
GAIN(LOSS)
ON TOTAL
ADDN'L UNEARNED SECURITIES STOCK-
COMMON PAID-IN COMPEN- AVAILABLE- RETAINED TREASURY HOLDER'S
STOCK CAPITAL SATION FOR-SALE EARNINGS STOCK EQUITY
------ ------- -------- -------- -------- -------- -------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance at
December 31, 1995 $10,753 $94,415 $(6,086) $9,702 $156,032 $(17,986) $246,830
Net income - - - - 11,460 - 11,460
Amortization of
Management
Recognition Plan - - 215 - - - 215
ESOP excess
compensation cost - 348 - - - - 348
ESOP debt payment - - 72 - - - 72
Change in unrealized
gain on securities
available-for-sale - - - (2,354) - - (2,354)
Exercise of stock
options - (309) - - - 622 313
Dividend payments - - - - (1,713) - (1,713)
Purchase of treasury
stock - - - - - - -
------- ------- -------- ------ -------- -------- --------
Balance at
March 31, 1996 $10,753 $94,454 $(5,799) $7,348 $165,779 $(17,364) $255,171
======= ======= ======= ====== ======== ======== ========
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
3
<PAGE> 5
PART I
FINANCIAL INFORMATION
LEADER FINANCIAL CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
(In Thousands)
Three months ended
March 31,
1996 1995
---- ----
<S> <C> <C>
Net cash provided by operating activities 9,069 31,032
Cash flows from investing activities:
Loan originations, net of principal
repayments 1,409 (4,562)
Purchase of loans held for investment (6,030) (11,795)
Purchases of FHA/VA delinquent loans (135,603) (90,489)
Repayments on mortgage-backed securities 37,875 7,958
Proceeds from maturities and principal
repayments of securities held-to-maturity 977 25,772
Purchases of securities available-for-sale - (5,156)
Proceeds from maturities and principal
repayments of securities available-for-sale 2,342 758
Purchase of Federal Home Loan Bank stock - (819)
Purchases of mortgage servicing rights (40) (3)
Advances on FHA/VA claims receivable (1,254) (1,161)
Proceeds from the settlement of FHA/VA
claims receivable 33,294 11,364
Purchases of premises and equipment (1,247) (623)
Other - 110
-------- --------
Net cash used in investing activities (68,277) (68,646)
-------- --------
Cash flows from financing activities:
Net increase in deposits 5,461 51,264
Net change in borrowings with original
maturities less than three months (32,506) 72,120
Payments on Federal Home Loan Bank advances
and other borrowings (29,151) (154,878)
Proceeds from Federal Home Loan Bank
advances and other borrowings 105,000 75,000
Net increase in advance payments by
borrowers for taxes and insurance 16,603 18,702
Proceeds from issuance of common stock, net 313 161
Dividends paid (1,714) (1,487)
ESOP debt repayment 72 -
-------- --------
Net cash provided by financing activities 64,078 60,882
-------- --------
Net increase in cash and cash equivalents 4,870 23,268
Cash and cash equivalents at beginning of period 117,558 50,155
-------- --------
Cash and cash equivalents at end of period $122,428 $ 73,423
======== ========
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
4
<PAGE> 6
PART I, ITEM 1.
LEADER FINANCIAL CORPORATION
AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accompanying unaudited consolidated financial statements have been
prepared in accordance with the accounting policies in effect at
December 31, 1995 as set forth in the annual consolidated financial
statements of Leader Financial Corporation (the "Company"). In the
opinion of Management, all adjustments necessary for a fair
presentation of the unaudited consolidated financial statements are of
a normal recurring nature and have been included.
The results of operations for the three months ended March 31, 1996
and 1995, are not necessarily indicative of the results to be expected
for the full year.
(2) EARNINGS PER SHARE
The computation of primary and fully diluted earnings per share is
based upon the weighted average number of common shares outstanding
during the period adjusted for the assumed exercise of all outstanding
stock options using the treasury stock method. The primary weighted
average number of shares outstanding for the three month periods ended
March 31, 1996 and 1995, is 10,322,888 and 10,033,260, respectively.
The fully diluted weighted average number of shares outstanding for
these respective periods is 10,357,118 and 10,039,128. The reduction
of earnings per share on a fully diluted basis is less than three
percent.
(3) LEGAL PROCEEDINGS
The Company and/or various subsidiaries are parties to various pending
civil actions, all of which are being defended vigorously.
Additionally, the Company and/or various subsidiaries are parties to
various legal proceedings that have arisen in the ordinary course of
business. Management is of the opinion, based upon present
information, including evaluations of outside counsel, that neither
the Company's financial position, results of operations, nor liquidity
will be materially affected by the ultimate resolution of pending or
threatened legal proceedings.
Currently, the Company and/or various subsidiaries are named
defendants in four (4) Alabama lawsuits involving the placement of
collateral insurance on mobile home loans as follows:
In June 1995, several plaintiffs filed a suit in the Circuit
Court of Greene County, Alabama (Jeri Lynn Plowman, Albert
Finch and Frances Finch, et al. v. The American Bankers
Insurance Company of Florida, Leader Federal Savings and Loan
Association of Memphis, Inc. ("Leader Federal"), et al.,
herein, the "Plowman suit") against the Bank and eighteen
other named defendants who sold, financed, insured or acted as
an agent in the sale of insurance for mobile homes in the
State of Alabama. The Complaint requests certification of a
class and seeks to have an unknown number of additional
defendants added to the suit, including other lenders,
insurance companies, dealers and insurance agents who were
engaged in the sale and insuring of mobile homes from the
period of January 1, 1983 to the present. The plaintiffs
allege a variety of types of wrongdoing in connection with the
5
<PAGE> 7
PART I, ITEM 1.
LEADER FINANCIAL CORPORATION
AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
(UNAUDITED)
(3) Legal Proceedings, continued
sale of insurance, including "force-placed" insurance. It is
alleged, among other things, that insurance was sold for an
amount greater than permitted by law, that defendants charged
excessive premiums, that insurance premiums were paid to
persons not licensed to receive them, and that plaintiffs paid
for insurance that was greater than the value of the
collateral. It is alleged that the defendant financial
institutions, including the Bank, wrongfully benefited from
the sale of this insurance. The plaintiffs are seeking to
have the contracts under which the defendants have profited
declared void, seeking to enjoin the defendants from taking
further action to collect on the insurance and financing
contracts, demanding judgment for the amount of undisclosed
commissions and excess insurance premiums, and seeking a
forfeiture of all finance charges and a judgment for punitive
damages in the sum of $200 million for each defendant. In
July 1995, the Bank filed a Notice of Removal to move the
action to the United States District Court for the Northern
District of Alabama, Western Division. The Bank then filed a
Motion to Dismiss in the District Court, which was denied.
The Plowman suit was remanded to Circuit Court. However,
prior to remand, other defendants filed a Notice of Removal to
the United States Bankruptcy Court for the Northern District
of Alabama Western Division, and petitions for remand are
pending before that court.
In June 1995, George and Jessica Brown filed a counter-claim
in the Circuit Court of Tuscaloosa County, Alabama in response
to a foreclosure suit filed by the Bank on the Browns' mobile
home loan. The counter-plaintiffs allege that the Bank is in
violation of Alabama disclosure laws related to insurance
purchased in connection with the loan. The Browns further
allege misrepresentations were made to them at the time of
purchase concerning insurance coverage, and that they were
paying excessive insurance premiums for the coverage. The
counter-plaintiffs are demanding judgment for: (i) the amount
of insurance premiums paid for insurance in excess of the
value of the underlying collateral, or (ii) the amount of the
payoff of the loan at the time the insurance was issued and
collected during the terms of the Browns' loan, plus (iii)
further judgment for the excess premiums paid for insurance
which was issued to them for an amount greater than the fair
market value of the collateral, plus punitive damages of $10
million.
In January 1996, a suit was filed by Queen Ford in the Circuit
Court of Greene County, Alabama against the Bank, a subsidiary
of the Bank (together, the "Bank") and a separate insurance
company alleging that insurance was wrongfully force placed on
Ms. Ford's mobile home loan account for more insurance
coverage than was required and that Ms. Ford paid double
payments for several years to the Bank and another insurance
company. Ms. Ford's allegations include intent by the Bank to
deceive and defraud, and she is demanding judgment against
the Bank for $5,000 in compensatory damages and $20 million in
punitive damages.
6
<PAGE> 8
PART I, ITEM 1.
LEADER FINANCIAL CORPORATION
AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS,
CONTINUED (UNAUDITED)
(3) Legal Proceedings, continued
In January 1996, Queen Ford filed a second suit in the Circuit
Court of Greene County, Alabama, with similar allegations as
outlined above, along with additional allegations relating to
adjacent structure coverage which Ms. Ford is claiming was
neither requested nor necessary. The second suit also has
additional defendants, including the insurance company which
issued the policy on the mobile home. Ms. Ford is demanding
judgment against the Bank for $10,000 in compensatory damages
and $50 million in punitive damages. In March 1996, the Bank
sought to have the case removed to federal court; however, the
case was remanded to Circuit Court.
In July 1991, a suit was filed by numerous plaintiffs in the Circuit
Court of Shelby County, Tennessee (April Wallace, et al. v. Leader
Federal Bank for Savings, et al, herein, the "Wallace suit"), against
several financial institutions, including the Bank, alleging excessive
fees charged by the defendants for processing checks drawn on accounts
with insufficient funds and for processing third party checks
deposited by the plaintiffs to their accounts which were subsequently
returned unpaid by the maker's bank. Plaintiffs are seeking to
include in their class all customers who have had insufficient funds
or return item charges assessed. In September 1991, the defendants
filed a Joint Motion to Dismiss. In April 1992, the court granted the
defendants' motion. In May 1992, plaintiffs appealed to the Tennessee
Court of Appeals which reversed, in part, the lower court's ruling.
The Court of Appeals remanded the Wallace suit to the Circuit Court,
which granted the defendants' subsequent Motion for Summary Judgment.
The plaintiffs appealed, and in January 1995, the Tennessee Court of
Appeals affirmed the lower court ruling in favor of the defendants.
The plaintiffs then appealed to the Tennessee Supreme Court, which
denied certiorari in June 1995. Plaintiffs immediately filed a
Petition to Rehear and Application for Permission to Appeal to the
Tennessee Supreme Court, which was granted. A hearing on the petition
was held on April 2, 1996, but no action has been taken by the Court.
In August 1991, a suit was filed in the Chancery Court of Shelby
County, Tennessee by National Bank of Commerce, as Trustee for Leader
Federal Savings and Loan Association Umbrella Trust, requesting the
court to adjudicate the rights of James L. Ross, former President and
Chief Operating Officer of the Bank and member of the Compensation
Committee of the Board of Directors, with respect to certain benefits
which Mr. Ross alleges he is due in connection with the termination of
his employment by the Bank. The Bank and the Compensation Committee
claim that the Bank is owed damages and has the right to certain
offsets as a result of actions taken by Mr. Ross during his
employment. Mr. Ross is seeking compensatory and consequential
damages against the Bank in the amount of $1.25 million, compensatory
damages against Mr. Bailey in the amount of $2.5 million, punitive
damages against Mr. Bailey in the amount of $1.5 million, plus all
other damages sustained by Mr. Ross, attorneys' fees and other relief
the court may deem proper.
7
<PAGE> 9
PART I, ITEM 1.
LEADER FINANCIAL CORPORATION
AND SUBSIDIARY
NOTES TO CONSOLIDTAED FINANCIAL STATEMENTS, CONTINUED
(UNAUDITED)
(4) PENDING FEDERAL LEGISLATION
A number of proposals regarding the future of the Savings Association
Insurance Fund ("SAIF") are under debate in Congress. Proposed
legislation recently approved by the U.S. House of Representatives
Banking Committee provides for a one-time special assessment of
eighty-five to ninety basis points of the insured deposits of SAIF
insured savings institutions.
If such a special assessment were to be required, it would result in a
one-time pre-tax charge to earnings of $13.2 to $14.0 million,
assuming such charge would be tax deductible and the special
assessment is based on deposits held at March 31, 1995, as is
currently proposed. As of March 31, 1996, this legislation had not
been enacted and the potential charge has not been reflected in the
Company's consolidated financial statements.
(5) ACQUISITION OF THE COMPANY BY UNION PLANTERS CORPORATION
On March 8, 1996, Leader Financial Corporation's Board of Directors
voted to enter into a Definitive Agreement and Plan of Merger (the
Agreement) with Union Planters Corporation. This transaction is
contingent upon stockholder and regulatory approval and, if approved,
is expected to close during the fourth quarter of 1996.
For additional information regarding the Agreement, refer to the copy
Exhibits to the Company's Annual Report on Form 10K for 1995.
8
<PAGE> 10
PART I, ITEM 1.
LEADER FINANCIAL CORPORATION
AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
(UNAUDITED)
(6) SECURITIES
The net unrealized gain between amortized cost and approximate fair
value of all securities at March 31, 1996 and December 31, 1995 was
$13,504,000 and $17,812,000, respectively. The table below shows the
gross components of these gains, by security type, at those dates.
<TABLE>
<CAPTION>
MARCH 31, 1996
--------------
GROSS GROSS
AMORTIZED UNREALIZED UNREALIZED FAIR
COST GAINS LOSSES VALUE
------ ------- ------ -----
<S> <C> <C> <C> <C>
Securities available-for-sale
U.S. federal agencies $ 8,131 $ 17 $ (123) $ 8,025
FHLMC preferred stock 2,437 53 - 2,490
Collateralized mortgage
obligations 37,998 617 (162) 38,453
Other 449 885 - 1,334
-------- ------- ------- --------
49,015 1,572 (285) 50,302
-------- ------- ------- --------
Mortgage-backed securities:
FHLMC 27,225 589 (182) 27,632
FNMA 321,615 9,076 (606) 330,085
GNMA 167,003 2,395 (706) 168,692
-------- ------- ------- --------
515,843 12,060 (1,494) 526,409
-------- ------- ------- --------
Securities available-
for-sale 564,858 13,632 (1,779) 576,711
-------- ------- ------- --------
Securities held-to-maturity:
Collateralized mortgage
obligations 11,583 31 (56) 11,558
Other 2,000 20 (125) 1,895
-------- ------- ------- --------
13,583 51 (181) 13,453
-------- ------- ------- --------
Mortgage-backed securities:
FHLMC 40,541 1,009 (13) 41,537
FNMA 6,488 113 - 6,601
GNMA 78,843 696 (24) 79,515
Non-agency 5,745 - - 5,745
-------- ------- ------- --------
131,617 1,818 (37) 133,398
-------- ------- ------- --------
Securities held-to-maturity 145,200 1,869 (218) 146,851
-------- ------- ------- --------
Total investment securities $710,058 $15,501 $(1,997) $723,562
======== ======= ======= ========
</TABLE>
9
<PAGE> 11
PART I, ITEM 1.
LEADER FINANCIAL CORPORATION
AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
(UNAUDITED)
(6) SECURITIES, CONTINUED
<TABLE>
<CAPTION>
DECEMBER 31, 1995
-----------------
GROSS GROSS
AMORTIZED UNREALIZED UNREALIZED FAIR
COST GAINS LOSSES VALUE
---- ----- ------ -----
<S> <C> <C> <C> <C>
Securities available-for-sale
U.S. federal agencies $ 2,000 $ 20 $ - $ 2,020
U.S. state and political
subdivisions 8,221 15 (130) 8,106
FHLMC preferred stock 2,441 73 - 2,514
Collateralized mortgage
obligations 38,056 700 (86) 38,670
Other 543 829 - 1,372
-------- ------- ------- --------
51,261 1,637 (216) 52,682
-------- ------- ------- --------
Mortgage-backed securities:
FHLMC 29,162 724 (91) 29,795
FNMA 343,518 10,166 (329) 353,355
GNMA 172,306 4,208 (451) 176,063
-------- ------- ------- --------
544,986 15,098 (871) 559,213
-------- ------- ------- --------
Securities available-for-sale 596,247 16,735 (1,087) 611,895
-------- ------- ------- --------
Securities held-to-maturity:
Collateralized mortgage
obligations 12,406 28 (53) 12,381
Other 2,132 26 (115) 2,043
-------- ------- ------- --------
14,538 54 (168) 14,424
-------- ------- ------- --------
Mortgage-backed securities:
FHLMC 43,917 1,273 (38) 45,152
FNMA 7,392 130 - 7,522
GNMA 83,304 920 (7) 84,217
Non-agency 5,780 - - 5,780
-------- ------- ------- --------
140,393 2,323 (45) 142,671
-------- ------- ------- --------
Securities held-to-maturity 154,931 2,377 (213) 157,095
-------- ------- ------- --------
Total investment securities $751,178 $19,112 $(1,300) $768,990
======== ======= ======= ========
</TABLE>
10
<PAGE> 12
PART I, ITEM 1.
LEADER FINANCIAL CORPORATION
AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
(UNAUDITED)
(6) SECURITIES, CONTINUED
Contractual maturities of securities as of March 31, 1996 are summarized as
follows (in thousands):
<TABLE>
<CAPTION>
SECURITIES SECURITIES
AVAILABLE- HELD-TO-
FOR-SALE MATURITY
-------- --------
AMORTIZED FAIR AMORTIZED FAIR
COST VALUE COST VALUE
---- ----- --------- -----
<S> <C> <C> <C> <C>
Maturing in one year or less $ 727 $ 727 $ 917 $ 916
Maturing after one year
through five years 9,476 9,468 2,682 2,665
Maturing after five years
through ten years 15,421 15,713 5,625 5,799
Maturing after ten years 539,234 550,803 135,976 137,471
-------- -------- -------- --------
Total $564,858 $576,711 $145,200 $146,851
======== ======== ======== ========
</TABLE>
11
