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 19, 1999
KEYSTONE FINANCIAL, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania 0-11460 23-2289209
State or other jurisdiction (Commission File Number) (IRS Employer ID No.)
of incorporation)
One Keystone Plaza, P.O. Box 3660, Harrisburg, Pennsylvania 17105-3660
(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 April 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: April 19, 1999 Donald F. Holt
---------------------------
Executive Vice President &
Chief Financial Officer
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EXHIBIT INDEX
Exhibit No. Description
- ----------- -----------
99.1 Press Release of Keystone Financial, Inc. dated
April 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 FIRST QUARTER RESULTS
HARRISBURG, PA, April 19 -- Keystone Financial, Inc. (NASDAQ: KSTN), the fourth
largest financial institution headquartered in Pennsylvania, today reported
operating results for the quarter ended March 31, 1999.
Net income for the quarter was $8,315,000, or 17 cents per diluted share
compared with $24,136,000, or 46 cents per share in the first quarter of 1998.
The decreased net income reflects special charges consisting primarily of the
expenses announced in January 1999 related to Keystone's plan to unify its banks
under one charter and a single name, Keystone Financial Bank. Excluding special
charges, first quarter earnings were $21,111,000, or 42 cents per diluted share,
resulting in a return on average assets of 1.26 percent, and a return on average
equity of 13.81 percent. Assets as of March 31, 1999 were $6.8 billion,
consisting primarily of loans totaling $4.4 billion. Deposits were $5.1 billion
at March 31, 1999.
"Our restructuring efforts are on schedule, and we remain committed to our goal
of providing a more seamless delivery of products and services to our customers
through our local market teams," said Carl L. Campbell, chairman and chief
executive officer. While a restructuring of the magnitude experienced by
Keystone has a negative short-term impact on operations, we realized steady
improvements during the quarter and are confident of its long-term benefits."
During the quarter, the company repurchased approximately two million of its
shares, bringing the cumulative total for 1998 and 1999 to approximately four
million shares purchased, or eight percent of shares outstanding.
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 Pennsylvania National Bank,
Pottsville, PA for portions of 1999, until all conversions are completed.
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.
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KEYSTONE FINANCIAL, INC.
Financial Highlights (Unaudited)
For the Three Months Ended
--------------------------
3/31/99 3/31/98
------- -------
Excluding
As Reported Special Charges
- ---------------------------------- ------------ --------------- --------------
Net Income $ 8,315,000 $21,111,000 $24,136,000
Earnings per share
Basic $0.17 $0.43 $0.47
Diluted $0.17 $0.42 $0.46
Average diluted shares outstanding 50,115,000 50,115,000 52,557,000
- ---------------------------------- ------------ --------------- --------------
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1999
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Financial Highlights
(dollars in thousands, except per share data)
Quarter Ended March 31,
1999 1999
Excluding
Earnings As Reported Special Charges (3) 1998 Change(4)
- --------------------------------------------------------------------------------
Net Interest Income (1) $66,700 $66,700 $71,315 (6)%
Provision for Credit Losses 2,663 2,663 3,757 (29)
Noninterest Income 25,656 25,656 22,676 13
Net Securities Gains 425 425 1,531 (72)
Noninterest Expense 76,834 57,686 56,107 3
Net Income 8,315 21,111 24,136 (13)
Earnings Per Share:
Basic $0.17 $0.43 $0.47 (9)%
Diluted 0.17 0.42 0.46 (9)
Dividends Per Share 0.29 0.29 0.28 4
Performance Indicators
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Return on Average Assets 0.50% 1.26% 1.44%
Return on Average Equity 5.50 13.81 14.24
Net Interest Margin 4.22 4.22 4.43
Provision for Credit Losses/
Average Loans (2) 0.24 0.24 0.33
Noninterest Expense/Revenues 83.19 62.46 59.69
March 31,
At Period End 1999 1998 Change
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Investments $1,725,409 $1,699,196 2 %
Loans 4,413,283 4,648,367 (5)
Total Assets 6,829,509 6,896,228 (1)
Deposits 5,109,821 5,233,330 (2)
Shareholders' Equity 583,350 677,990 (14)
Book Value per Share $11.99 $13.13
Equity to Assets Ratio 8.54% 9.83%
Risk Adjusted Capital/
Assets Ratio 12.37 13.71
Asset Quality
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Nonperforming Assets to Loans 0.78% 0.68%
Loans 90 Days Past Due 0.57 0.50
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Total Risk Elements to Loans 1.35% 1.18%
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Allowance for Credit Losses to Loans 1.36% 1.38%
Allowance to Nonperforming Loans 195 237
Net Charge-Offs to Average Loans (2) 0.28 0.40
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(1) Fully taxable-equivalent
(2) Annualized
(3) During the first quarter of 1999, Keystone incurred special charges
primarily associated with the unification of its seven banks under a single
charter. These special charges reduced net income and diluted earnings per
share by $12.8 million and $0.25, respectively.
(4) Change is exclusive of special charges.