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): December 30,
1999
GOLD BANC CORPORATION, INC.
(Exact name of registrant as specified in its charter)
KANSAS 0-28936 48-1008593
(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification
incorporation) No.)
11301 Nall Avenue, Leawood, Kansas 66211
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(913) 451-8050
None
(Former name or former address, if changed since last report)
<PAGE>
ITEM 5. OTHER EVENTS.
On December 30, 1999 Gold Banc Corporation, Inc. ("Gold
Banc") issued a press release (a copy of which is attached hereto
as Exhibit 99.1 and is incorporated herein by reference) in which
it announced that it expects to report nonrecurring after-tax
costs, which will reduce net income for the fourth quarter of
1999.
On January 4, 2000 Gold Banc issued a press release (a copy
of which is attached hereto as Exhibit 99.2 and is incorporated
herein by reference) in which it announced that it has completed
its previously announced acquisition of Linn County Bank in
LaCygne, Kansas and that in conjunction with the completion of
such acquisition, Gold Banc's Board of Directors authorized the
repurchase of up to 516,000 shares of Gold Banc common stock for
the treasury.
ITEM 7. FINANCIAL STATEMENTS AND OTHER EXHIBITS.
Exhibits No. Description
99.1 Press Release, issued December 30, 1999.
99.2 Press Release, issued January 4, 2000.
SIGNATURES
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.
Dated: January 5, 2000. GOLD BANC CORPORATION, INC.
By: /s/ J. Craig Peterson
J. Craig Peterson, Chief
Financial Officer
<PAGE>
Exhibit 99.1
GOLD BANC CORPORATION, INC.
11301 NALL AVENUE
LEAWOOD, KANSAS 66211
www.goldbanc.com
Nasdaq: GLDB
FOR FURTHER INFORMATION:
AT GOLD BANC:
Michael W. Gullion Malcolm A. Aslin
Chief Executive Officer President
Chairman of the Board
(913) 451-8050 (913) 451-8050
[email protected] [email protected]
J. Craig Peterson
Exec. V.P. & CFO
(913) 451-8050
[email protected]
AT THE FINANCIAL RELATIONS BOARD (www.frbinc.com)
Mike Arneth Paul Scheeler
General Information Analysts/Investors
(312) 640-6734 (312) 640-6742
[email protected] [email protected]
Joyce Hanson
Media Inquiries
(312) 640-6756
[email protected]
FOR IMMEDIATE RELEASE
THURSDAY, DECEMBER 30, 1999
GOLD BANC ANNOUNCES NONRECURRING EXPENSES
RELATED TO THE CONSOLIDATION OF ITS KANSAS
CHARTERS AND LOWERS FOURTH QUARTER EARNINGS
EXPECTATIONS
LEAWOOD, Kansas - December 30, 1999 - Gold Banc, (Nasdaq: GLDB),
announced today that the Company expects to report nonrecurring
after-tax costs totaling approximately $3.0 million to $3.5
million in the fourth quarter of 1999, reducing net income by
$0.18 to $0.20 per share for the quarter. These one-time
expenses are in conjunction with the previously announced
consolidation of its Kansas banks into a single statewide
organization. The consolidation will enhance operational and
administrative efficiencies and is expected to result in future
cost savings of $1.3 million to $2.0 million when fully
implemented over the next 18 months.
Michael W. Gullion, Gold Banc Chairman and CEO, stated, "The
consolidation positions Gold Banc for improved efficiency and
profitability. Gold's core community banking business continues
to thrive as evidenced by solid internal growth rates and by our
very favorable loan-to-deposit ratio consistently within the 80-85
percent range. Gold's hallmark credit quality and outstanding
liquidity are also fully intact. Throughout this transition, we
have sought to preserve Gold's sterling customer service levels.
The only externally visible change will be that, to comply with
regulatory requirements, all our Kansas-chartered banks will
operate under the well-known Gold Bank name. We emerge better
positioned to pass on the savings of a reduced cost structure,
and our local bank presidents can devote maximum attention to
serving the needs of their communities and ensuring that
customers continue to receive the personalized attention they
expect from Gold Banc."
Gullion went on to say, "Our fourth quarter results are also
being impacted by redundant costs as we consolidated our local
bank backroom functions into our Kansas City technology center
which recently came fully on-line. We maintained duplicative
staffing at our local banks to assure that no mistakes occurred
in our customer service efforts, especially during the Y2K
anxiety period. Additionally, our mortgage banking operation
under-performed to our expectations during the quarter. The
combined effect of these two matters will reduce our core fourth
quarter earnings by $900,000 to $1.4 million, or $0.05 to $0.08
per share."
<PAGE>
GOLD BANC
ADD 1
Under Gold Banc's policy of taking prompt, aggressive measures to
address such situations and mitigate future effects, we
implemented changes in the mortgage banking operations. Specific
actions taken to address the Company's mortgage banking business
include:
. A one-third reduction of personnel, banking operations.
. Consolidation of the freestanding mortgage corporation into
a subsidiary of the Company's banking operation, to improve
its efficiency and funding base.
. Sale of the mortgage loan servicing business.
"These two matters have been addressed", per Gullion, "by
implementing changes in the mortgage banking operations and by
eliminating the duplicative staffing at our local banks."
SAFE HARBOR STATEMENT
This news release contains comments or information that
constitute forward-looking statements (within the meaning of the
Private Securities Litigation Reform Act of 1995), which involve
significant risks and uncertainties. Actual results may differ
materially from the results discussed in the forward-looking
statements. Factors that might cause such a difference include,
but are not limited to: (1) expected cost savings from
acquisitions cannot be fully realized or realized within the
expected time frame; (2) revenues following the merger are lower
than expected; (3) competitive pressures among depository
institutions increase significantly; (4) costs or difficulties
related to the integration of the business of the organizations
are greater than expected; (5) changes in the interest rate
environment reduce interest margins; (6) general economic
conditions, either nationally or in states in which the combined
company will be doing business, are less favorable than expected;
and (7) legislation or regulatory changes adversely affect the
businesses in which the combined company would be engaged.
FOR MORE INFORMATION ON GOLD BANC TOLL-FREE VIA FAX, SIMPLY
DIAL 1-800-PRO-INFO, FOLLOW THE VOICE MENU PROMPTS AND ENTER
THE COMPANY CODE "GLDB" ON ANY TOUCH TONE PHONE, OR VISIT
THE GOLD BANC PAGE ON FRB'S WEBSITE AT www.frbinc.com
VISIT GOLD BANC AT www.goldbanc.com
###
Exhibit 99.2
GOLD BANC CORPORATION, INC.
11301 NALL AVENUE
LEAWOOD, KANSAS 66211
www.goldbanc.com
NASDAQ: GLDB
AT GOLD BANC:
J. Craig Peterson Brian J. Ruisinger
Exec. V.P. & CFO Investor Relations
(913) 451-8050 (913) 451-8050
[email protected] [email protected]
AT THE FINANCIAL RELATIONS BOARD (www.frbinc.com)
Paul Scheeler Joyce Hanson
Analysts/Investors Media Inquiries
(312) 640-6742 (312) 640-6756
[email protected] [email protected]
FOR IMMEDIATE RELEASE
TUESDAY, JANUARY 4, 2000
GOLD BANC COMPLETES ACQUISITION OF
LINN COUNTY BANK OF LACYGNE, KANSAS
GOLD BANC BOARD OF DIRECTORS AUTHORIZES SHARE REPURCHASE PROGRAM
OF UP TO 516,000 COMMON SHARES FOR THE TREASURY
LEAWOOD, Kansas - January 4, 2000 - One of America's premier
community banking and financial services company, GOLD BANC,
(NASDAQ: GLDB), reported today the closing of its previously
announced definitive agreement to acquire Linn County Bank in
LaCygne, Kansas, for approximately $9.0 million in a combination
of cash and a tax-free exchange of stock. The shares of Linn
County Bank are not publicly traded and the Gold Banc shares
exchanged are not registered.
The transaction, which closed on Friday, December 31, 1999, makes
Gold Banc pro forma the largest state commercial banking company,
in terms of deposits, headquartered in Kansas, and ninth largest
commercial bank in Kansas, overall, with total assets approaching
$1.0 billion as of September 30, 1999.
In addition, Gold Banc's Board of Directors has authorized the
repurchase of up to 516,000 shares of Gold Banc common stock for
the treasury. The Company expects that the repurchase program
will be conducted as soon as possible on the open market,
depending upon market conditions and applicable securities
regulations.
Michael W. Gullion, Gold Banc Chairman and CEO, noted, "Gold has
always pursued a two-pronged growth strategy: internal growth and
growth through consistent and focused acquisition. Linn County
helps us fill in existing markets - one of our three strategic
acquisition criteria which also includes allowing us to enter
attractive contiguous counties and states, as well as follow our
customers into new and attractive yet still geographically
related markets. Linn County also meets our requirement that the
acquisition be accretive to earnings per share in the first
year."
Linn County is one of three community banking companies which
Gold Banc announced signed definitive merger agreements for on
October 25, 1999. The other two are CountryBanc Holding Company
of
<PAGE>
GOLD BANC
ADD 1
Edmond, Oklahoma, and First Business Bank of Kansas City, N.A.,
both expected to close in the first quarter of 2000, subject to
the approval of the appropriate regulatory authorities and the
shareholders of both Gold Banc and CountryBanc and First Business
Bank, respectively, in addition to the meeting of certain
additional closing conditions.
Other pending transactions with Gold Banc are the previously
announced mergers with Union Bankshares, Ltd., Denver, Colorado,
and American Bancshares, Inc., Bradenton, Florida, with September
30, 1999 total assets of $352 million and $471 million,
respectively. Regulatory approvals have been or are in final
stages with shareholder meetings and consummation contemplated in
mid-February to early march 2000, for each transaction.
One of the country's fastest growing financial services
organizations, Gold Banc uses a network of community banks and
electronic banking capabilities to deliver a full range of
financial products and services to customers. Including all
acquisitions announced to date, Gold Banc's assets will increase
from $1.28 billion to approximately $2.8 billion and core
deposits will increase from $967 million to more than $2.2
billion.
OVERVIEW OF LINN COUNTY BANK, LACYGNE, KANSAS
Linn County Bank is a subsidiary of DSP Investments and is the
oldest established community bank in Kansas. Linn County, with
total assets of approximately $53 million, total deposits of $36
million, net loans of $26 million, and total equity capital of $4
million, also has a location in rapidly growing Lenexa, Kansas
(Johnson County). LaCygne is approximately fifty miles south of
Gold's headquarters in Leawood, Kansas. Linn County Bank is
currently in the process of being merged with and into Gold's
flagship subsidiary, Gold Bank. The acquisition is expected to
be slightly accretive to 2000 earnings per share.
SAFE HARBOR STATEMENT
This news release contains comments or information that
constitute forward-looking statements (within the meaning of the
Private Securities Litigation Reform Act of 1995), which involve
significant risks and uncertainties. Actual results may differ
materially from the results discussed in the forward-looking
statements. Factors that might cause such a difference include,
but are not limited to: (1) expected cost savings from
acquisitions cannot be fully realized or realized within the
expected time frame; (2) revenues following the merger are lower
than expected; (3) competitive pressures among depository
institutions increase significantly; (4) costs or difficulties
related to the integration of the business of the organizations
are greater than expected; (5) changes in the interest rate
environment reduce interest margins; (6) general economic
conditions, either nationally or in states in which the combined
company will be doing business, are less favorable then expected;
and (7) legislation or regulatory changes adversely affect the
businesses in which the combined company would be engaged.
FOR MORE INFORMATION ON GOLD BANC TOLL-FREE VIA FAX, SIMPLY
DIAL 1-800-PRO-INFO, FOLLOW THE VOICE MENU PROMPTS AND ENTER
THE COMPANY CODE "GLDB" ON ANY TOUCH TONE PHONE, OR VISIT
THE GOLD BANC PAGE ON FRB'S WEBSITE AT www.frbinc.com
VISIT GOLD BANC AT www.goldbanc.com
###
