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) January 19, 1999
KEYSTONE FINANCIAL, INC.
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(Exact name of registrant as specified in its charter)
Pennsylvania 0-11460 23-2289209
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(State or other jurisdiction (Commission File Number) (IRS Employer ID No.)
of incorporation)
One Keystone Plaza, P.O.Box 3660, Harrisburg, Pennsylvania 17105-3660
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(Address of principal executive offices) (ZIP CODE)
Registrant's telephone number including area code: (717) 233-1555
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Item 5. Other Events
The following document is filed as an exhibit to this Form 8-K:
I. Press Release of Keystone Financial, Inc.
dated January 19, 1999.
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.
Keystone Financial, Inc.
(Registrant)
Date: January 19, 1999 Donald F. Holt
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Executive Vice President &
Chief Financial Officer
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release of Keystone Financial, Inc. dated
January 19, 1999.
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For Further Information, Contact:
Donald F. Holt,
Executive Vice President &
Chief Financial Officer
(717) 231-5704
KEYSTONE FINANCIAL REPORTS 4TH QUARTER/YEAR END RESULTS
HARRISBURG, PA, January 19, 1999 -- Keystone Financial, Inc. (NASDAQ, NMS:
KSTN), the third largest bank holding company headquartered in Pennsylvania,
today reported operating results for the fourth quarter and year ended December
31, 1998.
Net income for the year ended December 31, 1998 reached $99,747,000, or $1.94
per basic share compared with $87,917,000, or $1.70 per basic share in 1997
(including second quarter 1997 charges associated with the merger of Financial
Trust Corp). The 1998 return on average assets was 1.45 percent, up from 1.33
percent a year earlier. The return on average equity for the year reached 14.63
percent, an increase from 13.27 percent in 1997. Net income for the fourth
quarter of 1998 totaled $24,749,000, or 48 cents per basic share, compared with
$25,564,000, or 49 cents per basic share for the same 1997 period. Assets at the
close of 1998 reached $7 billion, consisting primarily of loans totaling $4.5
billion. Total deposits were $5.2 billion at December 31, 1998.
In late November, 1998, Keystone announced plans to unify its banks under a
single charter and single name - Keystone Financial Bank, N.A. The legal merger
of the banks was accomplished on December 31, 1998. The reorganization process
is expected to be completed by late 1999. Charges of approximately $15 million
related to this change will be reflected in 1999's first quarter operating
results.
"While revenue growth remains a challenge because of competitive pressures and
economic uncertainty, we are confident that we are headed in the right direction
with our decision to simplify our structure. These changes will make it easier
for us to deliver our products and services to our customers through our local
market teams," said Carl L. Campbell, Chairman and Chief Executive Officer.
During the quarter, the company repurchased slightly more than one million of
its shares, bringing the total repurchases for 1998 to two million shares, or
approximately four percent of total shares outstanding. The plans previously
approved by Keystone's Board of Directors call for the repurchase of two million
additional shares.
Keystone Financial, Inc. is now the holding company for a single bank, Keystone
Financial Bank, NA, but the bank will continue to do business as American Trust
Bank, NA, Cumberland, MD; Financial Trust Company, Carlisle, PA; Keystone Bank,
NA, Horsham, PA; Keystone National Bank, Lancaster, PA; Mid-State Bank, Altoona,
PA; Northern Central Bank, Williamsport, PA; and
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Pennsylvania National Bank, Pottsville, PA for portions of 1999. During the
year, Keystone will make changes to its internal systems to accommodate the
unification of these previously separate operating entities.
Keystone also operates Martindale Andres & Co., an investment management
services provider; Keystone Financial Mortgage Co.; MMC&P, a retirement benefit
services firm; Keystone Brokerage, Inc., offering full service investment
planning and discount brokerage; and a 24-hours a day, seven days a week
Telephone Banking Center.
For more information, visit the company's web site on the Internet at
www.keyfin.com.
Keystone Financial, Inc.
Financial Highlights (Unaudited)
For the Three Months For the Year
Ended Ended
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12/31/98 12/31/97 12/31/98 12/31/97(a)
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Net Income $24,749,000 $25,564,000 $99,747,000 $87,917,000
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Basic Earnings per share $.48 $.49 $1.94 $1.70
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Diluted earnings per share $.48 $.49 $1.92 $1.68
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Average shares outstanding 51,169,000 51,980,000 51,446,000 51,693,000
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(a) Includes the impact of second quarter 1997 merger and portfolio
restructuring charges which reduced net income by $8.6 million, or 17 cents
per share.
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