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): April 26, 2000
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 Identification No.)
of incorporation)
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.
Gold Banc Corporation, Inc. ("the Company") is making
publicly available (a) its recently adopted charter of the Audit
Committee of the Board of Directors; (b) its annual meeting
agenda and presentation made at its annual meeting of shareholders
on April 26, 2000 (the "Annual Meeting"); and (c) its first quarter
2000 earnings release and discussion of financial performance
presentation made immediatley following the Annual Meeting.
Exhibits 99.2 and 99.3 contain certain statements, estimates
and projections regarding the Company that constitute forward
looking statements (within the meaning of the Private Securities
Litigation Reform Act of 1995). Forward looking statements
involve risks and uncertainties that may cause actual results to
differ materially from those such statements. Factors that could
cause actual results to differ from those discussed in the
forward looking statements include, but are not limited to: (a)
the potential loss of key personnel; (b) changes in the local
economic conditions that could adversely affect the Company's
loan portfolio; (c) an inadequate allowance for loan losses which
is needed to cover actual loan losses; (d) an inability to manage
interest rate risk that could reduce the Company's net interest
income; (e) complications with year 2000 issues and changes in
technology that may impact the Company's business; (f) changes in
regulatory requirements and the competition; and (g) other risks
and factors indicated in the Company's most recent Form 10-K and
other filings with the Securities and Exchange Commission.
ITEM 7. FINANCIAL STATEMENTS AND OTHER EXHIBITS.
EXHIBITS NO. DESCRIPTION
99.1 Charter of the Audit Committee of
the Board of Directors.
99.2 Annual Meeting Agenda and
Presentation.
99.3 First Quarter 2000 Earnings Release
and Discussion of Financial Performance
Presentation.
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: May 2, 2000.
GOLD BANC CORPORATION, INC.
By: /s/ Keith Bouchey
Keith Bouchey, Corporate Secretary
<PAGE>
GOLD BANC CORPORATION, INC.
CHARTER OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS
I. AUDIT COMMITTEE PURPOSE
The Audit Committee is appointed by the Board of Directors to
assist the Board in fulfilling its oversight responsibilities.
The Audit Committee's primary duties and responsibilities are
to:
- Monitor the integrity of Gold's financial reports and
other financial information provided by Gold to any
governmental body or the public;
- Monitor the integrity of Gold's financial reporting
process and systems of internal controls regarding
finance, accounting, and legal compliance.
- Monitor the independence and performance of Gold's
independent auditors and internal auditing department.
- Provide an avenue of communication among the independent
auditors, management, the internal auditing department,
and the Board of Directors.
- Encourage adherence to, and continuous improvement of
Gold's policies, procedures, and practices at all levels.
- Review areas of potential significant financial risk to
Gold
- Report to the Board of Directors.
The Audit Committee has the authority to conduct any
investigation appropriate to fulfilling its responsibilities,
and it has direct access to the independent auditors as well
as anyone in the organization. The Audit Committee has the
ability to retain, at Gold's expense, special legal,
accounting, or other consultants or experts it deems necessary
in the performance of its duties.
II. AUDIT COMMITTEE COMPOSITION AND MEETINGS
The Audit Committee shall be comprised of three or more
directors as determined by the Board, each of whom shall be
independent directors. Members of the Audit Committee shall
be considered independent if they have no relationship to Gold
that may interfere with the exercise of their independence
from management and Gold. All members of the Committee shall
have a basic understanding of finance and accounting and be
able to read and understand fundamental financial statements.
At least one member of the Committee shall have accounting or
related financial management expertise with past employment
experience in finance or accounting or any other comparable
experience or background which results in the individual's
financial sophistication, including being or having been a
chief executive officer, chief financial officer or other
senior officer with financial oversight responsibilities.
<PAGE>
The following five criteria are used for assessing
independence:
- Former Employees: A director being employed by the
Corporation or any of its affiliates for the current year
or any of the past three years.
- Director Compensation: A director accepting any
compensation from the Corporation or any of its
affiliates in excess of $60,000 other than compensation
for Board service or benefits under a tax-qualified
retirement plan or non-discretionary compensation.
- Family Members: A director being a member of the
immediate family (which includes a person's spouse,
parents, children, siblings, mother-in-law, father-in-
law, brother-in-law, sister-in-law, son-in-law, daughter-
in-law, and anyone who resides in such person's home) of
an individual who is, or has been in any of the past
three years, employed by Gold or any of its affiliates as
an executive officer.
- Business Relationships: A director being a partner in,
or a controlling shareholder or an executive officer of,
any for-profit business organization to which Gold made,
or from which Gold received, payments that exceed five
percent of Gold's or business organization's consolidated
gross revenues for that year, or $200,000, whichever is
greater, in any of the past three years.
- Cross-Directorships: A director being employed as an
executive of another entity where any of Gold's
executives serves on that entity's compensation
committee.
The independence criteria may be waived for one director
under exceptional and limited circumstances if the Board
determines that membership on the Committee by the
individual is required by the best interests of Gold and its
shareholders, and the Board discloses, in the next annual
proxy statement, the nature of the relationships and the
reasons for that determination. The director may not be a
current employee or family member of a current employee.
Audit Committee members shall be appointed by the Board. If
an Audit Committee Chair is not designated or present, the
members of the Committee may designate a Chair by majority
vote of the Committee membership.
III. COMMITTEE RESPONSIBILITIES AND DUTIES
The Committee shall meet at least four times annually, or more
frequently as circumstances dictate. The Audit Committee
Chair shall prepare and / or approve an agenda in advance of
each meeting. The Committee should meet privately in
executive session at least annually with management, the
director of the internal auditing department, the independent
auditors, and as a committee to discuss any matters that the
committee or each of these groups believe should be discussed.
In addition, the Committee, or at least its Chair should
communicate with management and the independent auditors
quarterly to review the company's financial statements and
significant findings based upon the auditors limited review
procedures.
<PAGE>
IV. AUDIT COMMITTEE RESPONSIBILITIES AND DUTIES
REVIEW PROCEDURES
a. Review and reassess the adequacy of this Charter at
least annually. Submit the charter to the Board of Directors for
approval and have the document published at least every three
years in accordance with SEC regulations.
b. Review Gold's audited financial statements prior to
filing or distribution. Review should include discussion with
management and independent auditors of significant issues
regarding accounting principles, practices, and judgments.
c. In consultation with the management, the independent
auditors, and the internal auditors, consider the integrity of
Gold's financial reporting processes and controls including
computerized information system controls and security. Discuss
significant financial risk exposures and the steps management has
taken to monitor, control, and report such exposures. Review
significant findings prepared by the independent auditors and the
internal auditing department together with management's responses
including the status of previous recommendations.
d. Review with financial management and the independent
auditors Gold's quarterly financial results and / or the
company's quarterly financial statements. Discuss any
significant changes to Gold's accounting principles and any items
required to be communicated by the independent auditors in
accordance with SAS 61. The Chair of the Committee may represent
the entire Audit Committee for purposes of this review.
INDEPENDENT AUDITORS
e. The independent auditors are ultimately accountable to the
Audit Committee and the Board of Directors. The Audit Committee
shall review the independence and performance of the audits and
annually recommend to the Board of Directors the appointment of
the independent auditors or approve any discharge of auditors
when circumstances warrant.
f. The Audit Committee shall approve the fees and other
significant compensation to be paid to the independent auditors.
g. On an annual basis, the Committee will review and discuss
with the independent auditors all significant relationships they
have with the company that could impair the auditors'
independence.
<PAGE>
h. Review the independent auditors engagement letter and audit
plan - discuss scope, staffing, locations, reliance upon
management, and internal audit and general audit approach.
i. Prior to releasing the year-end earnings, discuss the
results of the audit with the independent auditors. Discuss
certain matters required to be communicated to Audit Committees
in accordance with AICPA SAS 61. Items to be communicated
include (communications may be written or oral):
- The auditor's responsibility under Generally
Accepted Auditing Standards (GAAS);
- Significant accounting policies;
- Management judgments and accounting estimates;
- Significant audit adjustments;
- Other information in document containing
audited financial statements;
- Disagreements with management including
accounting principles, scope of audit,
disclosures;
- Consultation with other accountants by
management;
- Major issues discussed with management prior to
retention; and
- Difficulties encountered in performing the
audit.
j. Consider the independent auditors' judgments about the
quality and appropriateness of Gold's accounting principles as
applied in financial reporting.
- Discuss with management and the independent
auditors the quality of the accounting
principles and underlying estimates used in the
preparation of Gold's financial statements.
- Discuss with the independent auditors the
clarity of the financial disclosure practices
used or proposed by Gold.
- Inquire as to the independent auditors' view
about whether management's choices of
accounting principles appear reasonable from
the perspective of income, assets and liability
recognition, and whether those principles are
common practices or are minority practices.
INTERNAL AUDIT DEPARTMENT AND LEGAL COMPLIANCE
The internal audit department reports directly to the
Board of Directors through the Audit Committee.
k. Review the budget, plan, and changes in plan, activities,
organization structure, and qualifications of the internal audit
department, as needed.
<PAGE>
l. Review the appointment, performance, and replacement of the
Director of Internal Audit.
m. Review significant reports prepared by the internal audit
department together with management's response and follow-up to
these reports.
n. On at least an annual basis, reviews with Gold's counsel,
any legal matters that could have a significant impact on the
organization's financial statements, Gold's compliance with
applicable laws and regulations, and inquiries received from
regulators or governmental agencies.
OTHER AUDIT COMMITTEE RESPONSIBILITIES:
o. Annually prepare a report to shareholders as required by the
Securities and Exchange Commission. The report is to be included
in Gold's annual proxy statement. The report is to state whether
the Audit Committee has:
- Reviewed and discussed the audited financial
statements with management;
- Discussed with the independent auditors the
matters required to be discussed by SAS 61; and
- Received certain disclosures from the auditors
regarding their independence as required by the
ISB I.
and then include a statement if based on this review if
the Audit Committee recommended to the board to include
the audited financial statements in the annual report
filed with the SEC.
p. Maintain minutes of meetings and periodically report to the
Board of Directors on significant results of the foregoing
activities.
q. Establish, review, and update periodically a Code of Ethical
Conduct and ensure that management has established a system to
enforce this Code.
r. Perform any other activities consistent with this
Charter, Gold's by-laws, and governing law, as the Committee or
the Board deems necessary or appropriate.
[graph] ANNUAL MEETING AGENDA
- - WELCOME AND INTRODUCTIONS
- - VOTING AND LEGAL MATTERS
- - OUR FOCUS
- Building America's Premier Community Banking and
Financial Services Company
- - OUR FUNDAMENTALS
- Growth, Returns and Building Value
- - OUR FUTURE
- Gold Banc in the New Millennium
<PAGE>
WELCOME AND INTRODUCTIONS
VOTING AND LEGAL MATTERS
[graph]
GOLD BANC SM
<PAGE>
OUR FOCUS
BUILDING AMERICA'S PREMIER COMMUNITY
BANKING AND FINANCIAL SERVICES COMPANY
GOLD BANC SM
<PAGE>
[graph] OUR COMMUNITY BANKING MODEL
- - LOCAL DECISION MAKING, LOCAL DIRECTORS;
- - EMBRACE THE SOCIAL, CIVIC AND ECONOMIC RESPONSIBILITIES OF THE
COMMUNITIES THAT WE SERVE (45 COMMUNITIES; 70 LOCATIONS; 4
STATES);
- - FOCUS ON "MAIN STREET" AMERICA - MIDDLE MARKET CUSTOMERS
(REVENUE UP TO $200M);
- - CROSS-SELL GOLD'S FULL ARRAY OF PRODUCTS (TRUST, INSURANCE,
BROKERAGE, INVESTMENT ADVISORY).
<PAGE>
[graph] OUR FINANCIAL SERVICES MARKET
[graph]
<PAGE>
[graph] WHAT MAKES OUR MODEL WORK?
CUSTOMERS HAVE 24-HOUR A DAY ACCESS TO US:
- in person;
- by telephone;
- by computer.
CUSTOMERS RECEIVE RESPONSIVE SERVICE:
- Decentralized decision making;
- Centralized operational support and roll-out of new
products and services allow our bankers to focus on sales
and customer service;
<PAGE>
OUR FUNDAMENTALS
GROWTH, RETURNS AND BUILDING VALUE
[graph]
GOLD BANC SM
<PAGE>
[graph] GROWING TOTAL ASSETS
(as reported, before pooling restatements)
[graph]
<PAGE>
[graph] INCREASING NET INCOME
(as reported, before pooling restatements)
[graph]
<PAGE>
[graph] GROWING EARNINGS PER SHARE
(as reported, before pooling restatements)
[graph]
<PAGE>
[graph] DEVELOPING NON-INTEREST INCOME
NON-INTEREST INCOME TO NET INTEREST INCOME
(as reported, before pooling restatements)
[graph]
<PAGE>
[graph] ENHANCING RETURN ON ASSETS
(as reported, before pooling restatements)
[graph]
<PAGE>
[graph] BUILDING RETURN ON EQUITY
(as reported, before pooling restatements)
[graph]
<PAGE>
[graph] STRONG CAPITAL BASE
(as reported, before pooling restatements)
[graph]
<PAGE>
[graph] BUILDING OUR CORE DEPOSIT BASE
(as reported, before pooling restatements)
[graph]
<PAGE>
[graph] CULTIVATING LENDING RELATIONSHIPS
(as reported, before pooling restatements)
[graph]
<PAGE>
[graph] EXCEPTIONAL TOP-LINE GROWTH
ANNUAL GROWTH RATES ON RESTATED NUMBERS
[graph] [graph]
GOLD
PEER
[graph] [graph]
<PAGE>
[graph] STRONG INTERNAL GROWTH
LOANS AND DEPOSITS
INTERNAL LOAN GENERATION 1996 1997 1998 1999
BEGINNING TOTAL LOANS 202,630 346,165 734,116
NEW LOANS GENERATED
INTERNALLY 68,229 69,518 146,551
-- GROWTH RATE 34% 20% 20%
NEW LOANS THROUGH
ACQUISITIONS 75,306 318,433 65,583
TOTAL LOANS,
AS REPORTED 202,630 346,165 734,116 946,251
INTERNAL DEPOSIT
GENERATION 1996 1997 1998 1999
BEGINNING TOTAL DEPOSITS 255,656 419,139 926,687
NEW DEPOSITS GENERATED
INTERNALLY 57,712 85,483 119,694
-- GROWTH RATE 23% 20% 13%
NEW DEPOSITS
THROUGH ACQUISITIONS 105,771 422,065 40,156
TOTAL DEPOSITS,
AS REPORTED 255,656 419,139 926,687 1,086,537
Numbers are estimated based on loan and deposit totals by
subsidiary
<PAGE>
[graph] SAFEGUARDING ASSET QUALITY
NONPERFORMING ASSETS TO TOTAL ASSETS
(as reported, before pooling restatements)
[graph]
<PAGE>
[graph] SAFEGUARDING ASSET QUALITY
NET CHARGE-OFFS TO AVERAGE LOANS
(as reported, before pooling restatements)
[graph]
<PAGE>
[graph] PEER GROUP PRICE PERFORMANCE
(all publicly traded commercial banks $1 billion
to $5 billion in assets)
GOLD BANC PEER MEDIAN
Assets 1,407,379 1,719,334
Deposits 1,086,537 1,310,602
Core ROA 1.07 1.13
Core ROE 14.63 13.96
Non-int income/
Net interest income 43.6% 23.4%
NPA/Assets 0.39% 0.34%
PRICING RATIOS:
Price/1999 Earnings 8.83 11.60
Price/2000 Earnings (est.) 6.68 10.13
Price/2001 Earnings (est.) 5.77 9.03
Price/Book Value 137.2% 158.1%
All prices as of April 20, 2000; data as of December 31, 1999.
<PAGE>
[graph] FIRST QUARTER 2000 HIGHLIGHTS
- - CLOSED THREE ACQUISITIONS, ADDING $1.15 BILLION IN ASSETS
IN MISSOURI, OKLAHOMA AND FLORIDA;
- one-time pooling cost of $7.85M, after tax, for
these deals.
- - DOUBLE-DIGIT GROWTH IN OPERATING EARNINGS;
- $0.19 EPS for the quarter versus $0.14 for 1Q99;
- Without acquisitions, EPS was $0.22 for the quarter,
versus $0.18 reported for 1Q99 (22% growth).
- - ROA OF 1.10% AND ROE OF 16.20%.
<PAGE>
[graph] FIRST QUARTER 2000 HIGHLIGHTS
RECORD ASSETS, EARNINGS AND GROWTH
AS REPORTED
MARCH 31, DECEMBER 31,
2000 1999 CHANGE %
(unaudited)
Assets (2) $2,559,163 $1,407,379 1,151,784 81.8%
Loans 1,855,263 946,250 909,013 96.1%
Deposits 2,028,994 1,086,537 942,457 86.7%
Equity (2) 165,750 87,014 78,736 90.5%
THREE MONTHS ENDED
MARCH 31,
2000 1999 CHANGE %
(unaudited)
Net interest
income $ 24,217 $ 9,686 $ 14,531 150.0%
Non-interest
income 8,304 3,311 4,993 150.8%
Net income before
one-time merger
chgs $ 7,068 $ 3,082 $ 3,986 129.3%
<PAGE>
OUR FUTURE
GOLD BANC IN THE NEW MILLENNIUM
[graph]
GOLD BANC SM
<PAGE>
[graph] GOLD BANC CORPORATION
ORGANIZATIONAL STRUCTURE
______________________
/ /
/ Gold Banc /
/ Corp. /
/_____________________/
/
/
(Financial Holding Company)
/
/
_________________________________________________
/ / /
/ / /
________________ ________________ ________________
/ / / / / /
/ Gold / / Gold / / Gold /
/ Financial / / Community / / Technologies /
/ Services / / Banking / / /
/_______________/ /_______________/ /_______________/
<PAGE>
[graph] GOLD COMMUNITY BANKING
- - PRODUCTS AND SERVICES:
- Loans, deposits, Internet banking
- - CUSTOMERS HAVE ACCESS TO COMMUNITY BANKING:
- in person (financial service centers);
- by telephone (with personal service);
- on the Internet (www.goldbankonline.com).
- - LOCAL DECISION MAKERS
- - HOW ARE WE DOING ??
<PAGE>
[graph] GOLD FINANCIAL SERVICES
- - PRODUCTS AND SERVICES:
- Retail brokerage, institutional sales, insurance, trust,
investment advisory, asset management
- - CUSTOMERS HAVE ACCESS TO FINANCIAL SERVICES:
- in person (financial service centers);
- by telephone (personal service);
- on the Internet (www.goldbankonline.com).
- - HOW ARE WE DOING ??
<PAGE>
[graph] GOLD FINANCIAL SERVICES
1999 HIGHLIGHTS
- - TRUST SERVICES: APPROXIMATELY $300M IN ASSETS UNDER MANAGEMENT
($200M DISCRETIONARY); $2.2M IN GROSS REVENUE.
- - ASSET MANAGEMENT: $3.6M IN GROSS REVENUE.
- - RETAIL BROKERAGE: APPROXIMATELY $600K IN GROSS REVENUE.
- - INSURANCE: APPROXIMATELY $4.6M IN PREMIUMS WRITTEN.
<PAGE>
[graph] GOLD FINANCIAL SERVICES
HISTORICAL TOP LINE REVENUE GROWTH
INSURANCE
[graph]
BROKERAGE
[graph]
TRUST
[graph]
<PAGE>
[graph] GOLD TECHNOLOGIES
OUR E-COMMERCE STRATEGY
- - WE ARE CREATING MULTIPLE PARTNERSHIPS TO POSITION GOLD TO
PROVIDE A VARIETY OF BUSINESS-TO-BUSINESS SERVICES.
- - THIS STRATEGY ENCOMPASSES A PLATFORM FOR ELECTRONIC
PROCUREMENT, FULFILLMENT, ELECTRONIC BILL PAYMENT AND
PRESENTMENT AND BUYING AND SELLING PROCESSES, A MARKETPLACE
WHERE OUR CUSTOMERS AND BUSINESSES MAY GO.
<PAGE>
[graph] GOLD TECHNOLOGIES
BUSINESS-TO-BUSINESS PARTNERSHIPS
- - WE ARE CURRENTLY PARTNERING WITH MAJOR SERVICE PROVIDERS TO
BRING NEW CUTTING EDGE TECHNOLOGY TO GOLD BANC CUSTOMERS;
- - WE ARE DEVELOPING OUR OWN B2B INTERFACES TO ROLL OUT TO GOLD
BUSINESS CUSTOMERS;
- - WE SEE OPPORTUNITIES FOR FURTHER AFFILIATIONS, JOINT VENTURES
AND POTENTIAL ACQUISITIONS OF PROVIDERS OF B2B PRODUCTS AND
SERVICES.
<PAGE>
[graph] GOLD TECHNOLOGIES
WE'RE AHEAD OF THE CURVE !!
Total Revenue
CompuNet Engineering
[graph]
<PAGE>
[graph] FORWARD LOOKING INFORMATION
The presentation may contain 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 or materials. Factors that might cause such a
difference include, but are not limited to: (1) expected cost
savings cannot be fully realized within the expected time frame;
(2) revenues are lower than expected; (3) competitive pressures
among depository institutions increase significantly; (4) cost or
difficulties related to the integration of organizations acquired
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 company
will be doing business are less favorable than expected; and (7)
legislation or regulatory changes adversely affect the business
in which the company would be engaged.
<PAGE>
CREATING AMERICA'S PREMIER COMMUNITY BANKING
AND FINANCIAL SERVICES COMPANY
[GRAPHIC] GOLD BANC
INVESTOR PRESENTATION:
FIRST QUARTER 2000 EARNINGS RELEASE AND
DISCUSSION OF FINANCIAL PERFORMANCE
APRIL 26, 2000
<PAGE>
OUR COMMUNITY
BANKING MODEL
<PAGE>
OUR STRATEGY
BUILD OUR EXISTING, CORE FRANCHISE
Position the Company in more high growth areas, either
within existing or contiguous markets, to allow us to derive
more of our growth from core operations and be less
dependent on acquisitions, especially once pooling of
interests accounting is eliminated;
targeted revenue growth rate of 20% per year
Effective cross-selling of our products to existing
customers will allow us to grow revenues and profits faster
than the growth in assets.
target ROA of 1.5%, target ROE of 15% - 18%
GROW THROUGH STRATEGIC, ACCRETIVE ACQUISITIONS.
Increasingly focus on more metropolitan, high growth areas;
goal of at least 75% of our assets in metropolitan
areas
Be #1 or #2 in our county-seat towns;
Low-cost retail deposits in county-seat towns (where asset
growth is slower) fund and help drive our asset growth in
metropolitan areas.
<PAGE>
OUR COMMUNITY BANKING MODEL
LOCAL DECISION MAKING, LOCAL DIRECTORS
Each community bank president manages their local community
bank
EMBRACE THE SOCIAL, CIVIC AND ECONOMIC RESPONSIBILITIES OF THE
COMMUNITIES THAT WE SERVE;
45 communities; 70 locations; 4 states
FOCUS ON "MAIN STREET" AMERICA; MIDDLE MARKET CUSTOMERS
Business customers with revenue of up to $200 million;
Bigger banks view "middle market" as $1 billion in revenue.
CROSS-SELL GOLD'S FULL ARRAY OF BANKING PRODUCTS
Big bank services in a community banking environment
Brokerage, investment advisory, trust services,
international services, credit card, mortgage banking,
insurance, asset management
Internet banking for retail and small business customers
<PAGE>
OUR FINANCIAL SERVICES MARKET
[graphic]
<PAGE>
WHAT MAKES OUR MODEL WORK?
Customers have 24-hour a day access to us:
in person;
by telephone;
by computer.
CUSTOMERS RECEIVE RESPONSIVE SERVICE:
Decentralized decision making;
Centralized operational support and roll-out of new products
and services allow our bankers to focus on sales and
customer service;
<PAGE>
FIRST QUARTER 2000
FINANCIAL SUMMARY
<PAGE>
FIRST QUARTER 2000 HIGHLIGHTS
CLOSED THREE ACQUISITIONS, ADDING $1.15 BILLION IN ASSETS IN
MISSOURI, OKLAHOMA AND FLORIDA;
One-time pooling cost of $7.85M, after tax, for these
deals.
DOUBLE-DIGIT GROWTH IN OPERATING EARNINGS;
$0.19 EPS for the quarter versus $0.14 for 1Q99 (up
36%);
Without acquisitions, EPS was $0.22 for the quarter,
versus $0.18 reported for 1Q99 (22% growth).
ON AN OPERATING BASIS, REALIZED ROA OF 1.10% AND ROE OF
16.20% (RECORD HIGH).
<PAGE>
STRONG DEPOSIT MARKET SHARE
COMMERCIAL BANKS
State of Kansas
(Dollars in thousands)
MARKET
DEPOSITS SHARE
HOLDING COMPANY NAME TYPE BR. JUN-99 JUNE-99
1 BANK OF AMERICA CORP. Bank 81 2,735,597 7.04%
2 INTRUST FINANCIAL CORP. Bank 53 1,788,158 4.60%
3 COMMERCE BANCSHARES, INC. Bank 73 1,718,865 4.43%
4 FIRSTAR CORP. Bank 43 1,337,427 3.44%
5 VALLEY VIEW BANCSHARES, INC. Bank 20 1,185,527 3.05%
6 UMB FINANCIAL CORP. Bank 34 1,116,701 2.88%
7 FIRST NATIONAL OF NEBRASKA Bank 5 771,005 1.99%
8 GOLD BANC CORP. Bank 26 712,474 1.83%
9 EMPRISE FINANCIAL CORPORATION Bank 26 683,115 1.64%
10 SUNFLOWER BANKS, INC. Bank 23 536,013 1.38%
COMMERCIAL BANKS
State of Oklahoma
(Dollars in thousands)
MARKET
DEPOSITS SHARE
HOLDING COMPANY NAME BR. JUN-99 JUNE-99
1 BOK FINANCIAL CORP. 75 3,791,412 10.36%
2 BANK OF AMERICA CORP. 73 2,243,823 6.13%
3 BANK ONE CORP. 42 2,233,995 6.10%
4 BANCFIRST CORP. 88 2,187,005 5.97%
5 LOCAL FINANCIAL CORP. 54 1,652,757 4.52%
6 ARVEST BANK GROUP, INC. 50 1,402,734 3.83%
7 SOUTHWEST BANCORP INC. 7 823,613 2.25%
8 GOLD BANC CORP. 20 625,981 1.71%
9 F & M BANCORPORATION 6 614,617 1.68%
10 DURANT BANCORP, INCORPORATED 15 570,535 1.56%
<PAGE>
FIRST QUARTER 2000 EPS SUMMARY
For the three months
ended March 31, 2000
Earnings Avg Shrs EPS
Actual net income (loss),
restated for poolings $ (785) 37,880 ($0.02)
One time pooling costs,
after tax 7,853
Net income, restated,
before pooling costs $ 7,068 37,880 $0.19
Impact of first quarter 2000
acquisitions, as restated on
Gold's financial statements [FN] $ 3,223 20,287
Performance of existing
franchise, reported $ 3,845 17,593 $0.22
Impact of purchase accounting
acquisitions in the last
twelve months[FN] 156 517
Performance of internal
franchise, reported $ 3,689 17,076 $0.22
For the three months
ended March 31, 1999 %chg
Earnings Avg Shrs EPS EPS
Actual net income (loss),
restated for poolings $ 5,347 37,637 $0.14
One time pooling costs,
after tax
Net income, restated,
before pooling costs $ 5,347 37,637 $0.14 35.7%
Impact of first quarter 2000
acquisitions, as restated on
Gold's financial statements [FN] $ 2,265 20,174
Performance of existing
franchise, reported $ 3,082 17,463 $0.18 22.2%
Impact of purchase accounting
acquisitions in the last
twelve months[FN]
Performance of internal
franchise, reported $ 3,082 17,463 $0.18 22.2%
</FN> Acquisitions are First Business Bancshares, CountryBanc Holding
Company and America Bancshares
</FN> Acquisitions are Linn County Bank and Regional Investment
Co.
<PAGE>
FIRST QUARTER 2000 INTERNAL PERFORMANCE ANALYSIS
GOLD BANC CORPORATION, INC.
INTERNAL GROWTH VS. GROWTH THROUGH ACQUISITIONS
(in thousands, except per share data)
Restated
March 31, December 31,
2000 1999 Change %
(unaudited)
Assets [FN] $ 2,559,163 $ 2,550,741 8,422 0.3%
Loans 1,855,263 1,819,848 35,414 1.9%
Deposits 2,028,994 2,006,154 22,840 1.1%
Equity [FN] 165,750 167,048 (1,298) -0.8%
Three Months Ended
March 31,
2000 1999 Change %
(unaudited)
Net interest income $ 24,217 $ 21,075 $ 3,142 14.9%
Non-interest income 8,304 5,918 2,386 40.3%
Non-interest expense 21,674 17,443 4,231 24.3%
Net income before
one-time merger
charges $ 7,068 $ 5,347 $ 1,721 32.2%
Internal (Without Acquisitions) [FN]
March 31, December 31,
2000 1999 Change % Annual %
(unaudited)
Assets [FN] $ 1,412,214 $ 1,407,379 4,835 0.3% 1.4%
Loans 967,438 946,250 21,188 2.2% 9.0%
Deposits 1,088,483 1,086,537 1,946 0.2% 0.7%
Equity [FN] 93,646 87,014 6,632 7.6% 30.5%
Three Months Ended
March 31,
2000 1999 Change %
(unaudited)
Net interest income $ 10,962 $ 9,686 $ 1,276 13.2%
Non-interest income 3,665 3,311 354 10.7%
Non-interest expense 9,844 7,770 2,074 26.7%
Net income before
one-time merger
charges $ 3,689 3,082 607 19.7%
[FN] Acquisitions include First Business Bancshares, CountryBanc
Holding Company, and American Bancshares for balance sheet
comparisons, and also include Linn County Bank and Regional
Investment Co. for income statement purposes.
[FN] Assets and equity without acquisitions also takes out the
impact of one-time merger related charges.
<PAGE>
HISTORICAL FINANCIAL
TRENDS AND ANALYSIS
<PAGE>
GROWING TOTAL ASSETS
[graphic}
<PAGE>
INCREASING NET INCOME
[graphic}
<PAGE>
GROWING EARNINGS PER SHARE
[graphic}
<PAGE>
DEVELOPING NON-INTEREST INCOME
Non-Interest Income to Net Interest Income
(as reported, before pooling restatements)
[graphic}
<PAGE>
STRONG CAPITAL BASE
[graphic}
<PAGE>
BUILDING OUR CORE DEPOSIT BASE
[graphic}
<PAGE>
CULTIVATING LENDING RELATIONSHIPS
[graphic}
<PAGE>
SAFEGUARDING ASSET QUALITY
Nonperforming Assets to Total Assets
(as reported, before pooling restatements)
[graphic}
<PAGE>
SAFEGUARDING ASSET QUALITY
Net Charge-Offs to Average Loans
(as reported, before pooling restatements)
[graphic}
<PAGE>
OUR GROWTH STORY
<PAGE>
EXCEPTIONAL TOP-LINE GROWTH
[graphic}
<PAGE>
STRONG INTERNAL GROWTH
Loans and Deposits
Internal Loan Generation 1996 1997 1998 1999
Beginning total loans 202,630 346,165 734,116
New loans generated
internally 68,229 69,518 146,551
- Growth Rate 34% 20% 20%
New loans through
acquisitions 75,306 318,433 65,583
Total loans, as reported 202,630 346,165 734,116 946,251
Internal Deposit Generation 1996 1997 1998 1999
Beginning total deposits 255,656 419,139 926,687
New deposits generated
internally 57,712 85,483 119,694
- Growth Rate 23% 20% 13%
New deposits through
acquisitions 105,771 422,065 40,156
Total deposits, as
reported 255,656 419,139 926,687 1,086,537
Numbers are estimated based on loan and deposit totals by
subsidiary.
<PAGE>
ENHANCING RETURN ON ASSETS
[graphic}
<PAGE>
BUILDING RETURN ON EQUITY
[graphic}
<PAGE>
PEER GROUP PRICE PERFORMANCE
Does Superior Growth and Strong Returns Equal Valuation?
All publicly traded commercial banks between $1 billion and $5
billion in assets.
Gold Peer
Banc Median
Assets 1,407,379 1,719,334
Deposits 1,086,537 1,310,602
Core ROA 1.07 1.13
Core ROE 14.63 13.96
Non-int income/
Net interest income 43.6% 23.4%
NPA/Assets 0.39% 0.34%
Pricing Ratios:
Price/1999 Earnings 8.83 11.60
Price/2000 Earnings (est.) 6.68 10.13
Price/2001 Earnings (est.) 5.77 9.03
Price/Book Value 137.2% 158.1%
Data as of All prices as of
December 31, 1999 April 20, 2000
<PAGE>
THOUGHTS FOR THE FUTURE
<PAGE>
GOLD BANC CORPORATION
______________
/ GOLD BANC /
/ CORP. /
/_____________/_
/
(Financial Holding Company)
/
________________________/_________________
/ / /
_____/_________ ____/__________ __/__________
/ Gold / / Gold / / /
/ Financial / / Community / / Gold /
/ Services / / Banking / /Technologies/
______________ _______________ _____________
<PAGE>
GOLD COMMUNITY BANKING
PRODUCTS AND SERVICES:
Loans, deposits, Internet banking
CUSTOMERS HAVE ACCESS TO COMMUNITY BANKING:
in person (financial service centers);
by telephone (with personal service);
on the Internet (www.goldbankonline.com).
LOCAL DECISION MAKERS
HOW ARE WE DOING ??
<PAGE>
GOLD FINANCIAL SERVICES
PRODUCTS AND SERVICES:
Retail brokerage, institutional sales, insurance,
trust, investment advisory, asset management
CUSTOMERS HAVE ACCESS TO FINANCIAL SERVICES:
in person (financial service centers);
by telephone (personal service);
on the Internet (www.goldbankonline.com).
HOW ARE WE DOING ??
<PAGE>
GOLD FINANCIAL SERVICES
1999 Highlights
TRUST SERVICES: APPROXIMATELY $300M IN ASSETS UNDER
MANAGEMENT ($200M DISCRETIONARY); $2.2M IN GROSS REVENUE.
ASSET MANAGEMENT: $3.6M IN GROSS REVENUE.
RETAIL BROKERAGE: APPROXIMATELY $600K IN GROSS REVENUE.
INSURANCE: APPROXIMATELY $4.6M IN PREMIUMS WRITTEN.
<PAGE>
GOLD FINANCIAL SERVICES
[graphic}
<PAGE>
GOLD TECHNOLOGIES
Our E-Commerce Strategy
WE ARE CREATING MULTIPLE PARTNERSHIPS TO POSITION GOLD TO
PROVIDE A VARIETY OF BUSINESS-TO-BUSINESS SERVICES.
THIS STRATEGY ENCOMPASSES A PLATFORM FOR ELECTRONIC
PROCUREMENT, FULFILLMENT, ELECTRONIC BILL PAYMENT AND
PRESENTMENT AND BUYING AND SELLING PROCESSES, A MARKETPLACE
WHERE OUR CUSTOMERS AND BUSINESSES MAY GO.
<PAGE>
GOLD TECHNOLOGIES
Business-to-Business Partnerships
WE ARE CURRENTLY PARTNERING WITH MAJOR SERVICE PROVIDERS TO
BRING NEW CUTTING EDGE TECHNOLOGY TO GOLD BANC CUSTOMERS;
WE ARE DEVELOPING OUR OWN B2B INTERFACES TO ROLL OUT TO GOLD
BUSINESS CUSTOMERS;
WE SEE OPPORTUNITIES FOR FURTHER AFFILIATIONS, JOINT
VENTURES AND POTENTIAL ACQUISITIONS OF PROVIDERS OF B2B
PRODUCTS AND SERVICES.
<PAGE>
GOLD TECHNOLOGIES
[graphic}
<PAGE>
FORWARD LOOKING INFORMATION
The presentation may contain 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 or materials. Factors that might cause such a
difference include, but are not limited to: (1) expected cost
savings cannot be fully realized within the expected time frame;
(2) revenues are lower than expected; (3) competitive pressures
among depository institutions increase significantly; (4) cost or
difficulties related to the integration of organizations acquired
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 company
will be doing business are less favorable than expected; and (7)
legislation or regulatory changes adversely affect the business
in which the company would be engaged.
<PAGE>
