UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10QSB
__X___QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended...........September 30, 1995
_____TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ... to ...
COMMISSION FILE NUMBER 2-91-000FW
MIDSOUTH BANCORP, INC.
Louisiana 72 -1020809
102 Versailles Boulevard, Lafayette, Louisiana
70501
(318) 237-8343
Check whether the issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the past
12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. YES __X__NO _____
State the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practicable date.
Outstanding as of September 30, 1995
Common stock, $.10 par value 961,261
Transitional Small Business Disclosure Format:
Yes _______ No X
Page 1
<PAGE>
Page 2
PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited) Page
____
Statements of Condition - September 30, 1995 and 3
December 31, 1994
Statements of Income - Three and Nine Months Ended
September 30, 1995 and 1994 4
Statement of Stockholders' Equity - Nine Months Ended
September 30, 1995 5
Statements of Cash Flows - Nine Months Ended
September 30, 1995 and 1994 6
Notes to Financial Statements 7
Item 2. Management's Discussion and Analysis or
Plan of Operation 8
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 16
Signatures 17
<PAGE>
Item 1. Financial Statements ( Unaudited)
MIDSOUTH BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CONDITION (UNAUDITED)
<TABLE>
<CAPTION>
________________________________________________________________________________________
September 30, December 31,
ASSETS 1995 1994
_____________ ____________
<S> <C> <C>
Cash and due from banks $10,477,485 $6,941,989
Federal funds sold 12,850,000 1,700,000
_____________ ____________
Total cash and cash equivalents 23,327,485 8,641,989
Interest bearing deposits in banks 119,507 48,422
Securities available-for-sale, at fair value
(cost of $34,722,833 in September 1995 and
$32,909,276 in December 1994) 34,534,637 31,369,476
Securities held-to-maturity (estimated market
value of $4,711,679 in September 1995 and
$372,274 in December 1994) 4,566,725 370,946
Loans, net of allowance for loan and lease
losses of $1,033,646 in September 1995 and
$873,934 in December 1994 76,762,062 59,558,341
Bank premises and equipment, net 4,046,030 2,117,512
Other real estate owned, net 235,270 198,350
Accrued interest receivable 1,125,308 695,604
Goodwill, net 319,883 191,691
Other assets 743,749 773,629
_____________ ____________
Total assets $145,780,656 $103,965,960
============= ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Non-interest bearing $33,332,710 $31,035,865
Interest bearing 100,979,915 65,454,490
_____________ ____________
Total deposits 134,312,625 96,490,355
Securities sold under repurchase agreements 75,038 301,730
Accrued interest payable 325,024 191,366
Notes payable 1,071,150 1,195,917
Other liabilities 206,473 413,246
_____________ ____________
Total liabilities 135,990,310 98,592,614
_____________ ____________
Commitments and contingencies - -
Stockholders' Equity:
Preferred Stock, no par value- 5,000,000
authorized, 187,286 issued and outstanding 2,668,826 -
Common stock, $.10 par value-
5,000,000 shares authorized, 961,261 and
954,255 issued and outstanding on
September 30, 1995 and December 31, 1994,
respectively 96,126 71,399
Surplus 6,022,575 6,144,070
Unearned ESOP shares (59,706) (73,021)
Unrealized gains/losses on securities
available-for-sale, net of deferred taxes
of $66,855 in September 1995 and $477,000
in December 1994 (153,755) (1,062,800)
Retained earnings 1,216,280 293,698
_____________ ____________
Total stockholders' equity 9,790,346 5,373,346
_____________ ____________
Total liabilities and stockholders' equity $145,780,656 $103,965,960
============= =============
See notes to consolidated financial statements.
________________________________________________________________________________________
</TABLE>
3
<PAGE>
MIDSOUTH BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
<TABLE>
<CAPTION>
______________________________________________________________________________________________
Three Months Ended Nine Months Ended
September 30 September 30,
1995 1994 1995 1994
___________________________ ___________________________
<S> <C> <C> <C> <C>
INTEREST INCOME:
Loans, including fees $1,933,798 $1,396,396 $5,183,211 $3,963,010
Securities 535,550 446,717 1,428,683 1,328,733
Federal funds sold 166,221 35,463 266,620 121,460
__________ __________ __________ __________
TOTAL 2,635,569 1,878,576 6,878,514 5,413,203
__________ __________ __________ __________
INTEREST EXPENSE:
Deposits 876,133 492,836 2,124,550 1,413,365
Notes Payable 31,891 14,566 89,280 42,008
__________ __________ __________ __________
TOTAL 908,024 507,402 2,213,830 1,455,373
__________ __________ __________ __________
NET INTEREST INCOME 1,727,545 1,371,174 4,664,684 3,957,830
PROVISION FOR LOAN LOSSES 60,000 25,000 150,000 165,000
__________ __________ __________ __________
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES 1,667,545 1,346,174 4,514,684 3,792,830
__________ __________ __________ __________
NON-INTEREST INCOME:
Service charges on deposit accou 305,586 270,660 811,589 764,343
Gains on sales of securities, ne - 1,178 - 1,178
Other charges and fees 107,752 87,747 348,512 320,306
__________ __________ __________ __________
TOTAL NON-INTEREST INCOME 413,338 359,585 1,160,101 1,085,827
__________ __________ __________ __________
NON-INTEREST EXPENSE:
Salaries and employee benefits 756,639 570,457 1,987,769 1,671,035
Occupancy expense 246,755 173,855 710,019 600,967
Professional fees 83,802 55,729 196,291 159,699
FDIC assessments (8,823) 52,024 95,056 157,485
Marketing expenses 92,492 55,084 214,828 147,068
General and bond insurance 62,456 27,320 116,793 82,513
Data processing expenses 51,242 23,033 99,856 84,328
Postage 36,506 26,454 93,506 77,047
Director fees 21,682 21,224 69,789 70,979
Education and travel 33,030 22,035 81,405 64,959
Printing and supplies 40,315 28,289 114,258 75,318
Telephone 47,163 24,484 103,391 70,793
Expenses on other real estate ow 1,325 2,061 29,307 14,055
Other 136,372 132,009 382,314 330,434
__________ __________ __________ __________
TOTAL NON-INTEREST EXPENSE 1,600,956 1,214,058 4,294,582 3,606,680
__________ __________ __________ __________
NET INCOME BEFORE INCOME TAXES 479,927 491,701 1,380,203 1,271,977
PROVISION FOR INCOME TAXES 153,996 170,944 456,839 436,176
__________ __________ __________ __________
NET INCOME $325,931 $320,757 $923,364 $835,801
__________ __________ __________ __________
PREFERRED DIVIDEND
REQUIREMENT - - - -
__________ __________ __________ __________
INCOME AVAILABLE TO COMMON
SHAREHOLDERS $325,931 $320,757 $923,364 $835,801
========== ========== ========== ==========
EARNINGS PER COMMON SHARE:
PRIMARY $0.34 $0.34 $0.96 $0.88
========== ========== ========== ==========
FULLY DILUTED $0.27 $0.27 $0.76 $0.70
========== ========== ========== ==========
See notes to consolidated financial statements.
</TABLE>
4
<PAGE>
MIDSOUTH BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 (UNAUDITED)
<TABLE>
<CAPTION>
____________________________________________________________________________________________________________________________________
UNREALIZED
PREFERRED STOCK COMMON STOCK ESOP (GAINS) LOSSES ON RETAINED
SHARES AMOUNT SHARES AMOUNT SURPLUS OBLIGATION SECURITIES AFS EARNINGS TOTAL
__________________ _________________ __________ ___________ _______________ ________ __________
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
BALANCE,
DECEMBER 31, 1994 - - 713,988 $71,399 $6,144,070 ($73,021) ($1,062,800) $293,698 $5,373,346
Issuance of common
stock 7,006 700 83,161 83,861
Issuance of
convertible
preferred stock 187,286 2,668,826 2,668,826
Costs incurred
in connection
with issuance
of perferred
stock. (122,953) (122,953)
Stock split and
payment for
fractional shares 240,267 24,027 (24,027) (782) (782)
Dividends paid on
common stock (57,676) (57,676)
Net income 923,364 923,364
ESOP obligation
repayments 13,315 13,315
Net change in
unrealized gain/
loss on securities
available-for-sale,
net of tax 909,045 909,045
_______ __________ _______ _______ __________ __________ __________ __________ __________
BALANCE,
SEPTEMBER 30, 1995 187,286 $2,668,826 961,261 $96,126 $6,022,575 ($59,706) ($153,755) $1,216,280 $9,790,346
======= ========== ======= ======= ========== ========== ========== ========== ==========
</TABLE>
See notes to consolidated financial statements.
5
<PAGE>
MIDSOUTH BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
<TABLE>
<CAPTION>
____________________________________________________________________________________
September 30,
1995 1994
________ ________
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $923,364 $835,801
Adjustments to reconcile net income
to net cash provided by operating activities:
Depreciation and amortization 258,767 209,242
Provision for loan losses 150,000 165,000
Provision for deferred taxes - 362,943
Premium amortization, net 91,927 156,934
Net gain on sale of securities - (1,179)
Net loss (gain) on sale of other real estate owned 2,135 (2,691)
Write-down of other real estate owned 12,400 9,548
Change in accrued interest receivable (202,542) (90,407)
Change in accrued interest payable 103,815 25,099
Change in other liabilities (307,022) 7,018
Change in other assets (285,720) (176,119)
___________ __________
NET CASH PROVIDED BY OPERATING ACTIVITIES 747,124 1,501,189
___________ __________
CASH FLOWS FROM INVESTING ACTIVITIES:
Net (decrease) increase in interest-bearing
deposits (71,085) 866
Proceeds from sales of securities available-
for-sale 2,101,484 1,223,182
Proceeds from maturities and calls of
securities available-for-sale 5,894,922 1,845,628
Purchases of securities held-to-maturity (4,070,764) -
Purchases of securities available-for-sale (6,281,324) (3,079,347)
Loan originations, net of repayments (8,426,640) (7,639,460)
Purchases of premises and equipment (1,351,670) (196,695)
Proceeds from sales of other real estate owned 21,545 79,491
Net cash received in connection with acquisition 3,388,259 -
___________ __________
NET CASH USED IN INVESTING ACTIVITIES (8,795,273) (7,766,335)
___________ __________
CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase in deposits 23,046,386 4,569,563
Net decrease in repurchase agreements (226,692) (466,784)
Issuance of notes payable 1,000,000 563,000
Repayments of notes payable (1,111,452) (96,857)
Proceeds from issuance of common stock 83,861 75,583
Payment of fractional shares resulting from
stock dividend (782) (641)
Payment of common stock dividends (57,676) -
___________ __________
NET CASH PROVIDED BY FINANCING ACTIVITIES 22,733,645 4,643,864
___________ __________
NET INCREASE IN CASH & CASH EQUIVALENTS 14,685,496 (1,621,282)
CASH & CASH EQUIVALENTS, BEGINNING OF YEAR 8,641,989 10,464,078
___________ __________
CASH & CASH EQUIVALENTS, END OF QUARTER $23,327,485 $8,842,796
=========== ==========
See notes to consolidated financial statements.
</TABLE>
6
<PAGE>
MIDSOUTH BANCORP, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
____________________________________________________________________________
1. STATEMENT BY MANAGEMENT CONCERNING THE REVIEW OF UNAUDITED
FINANCIAL INFORMATION
The accompanying unaudited consolidated financial statements and notes
thereto contain all adjustments, consisting only of normal recurring
adjustments, necessary to present fairly the financial position of
MidSouth Bancorp, Inc. ("MidSouth") and its subsidiary as of
September 30, 1995 and the results of their operations and their cash
flows for the periods presented. The consolidated financial
statements should be read in conjunction with the annual consolidated
financial statements and the notes thereto included in MidSouth's 1994
annual report and Form 10-KSB.
2. ALLOWANCE FOR LOAN AND LEASE LOSSES
An analysis of the activity in the allowance for loan and lease losses
is as follows:
Nine Months Ended
September 30,
1995 1994
______ ______
Balance at beginning of year $874 $824
Provision for loan losses 150 165
Addition of Sugarland Bank 115 -
Recoveries 63 152
Loans charged off (168) (252)
______ ______
Balance at end of quarter $1,034 $889
====== ======
3. ACQUISITION
On July 31, 1995, MidSouth completed the merger and acquisition of
Sugarland Bancshares, Inc. MidSouth issued 187,286 shares of its
cumulative preferred stock to former shareholders of Sugarland
Bancshares, Inc. The transaction was accounted for as a purchase.
Fair value of assets, excluding cash $13,781,700
Cash acquired 3,388,259
___________
Liabilities assumed $17,169,959
===========
7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OR PLAN OF OPERATION
Overview
This review should be read in conjunction with MidSouth Bancorp
Inc.'s ("MidSouth") consolidated financial statements and
accompanying notes contained herein, as well as with MidSouth's
1994 financial statements, the notes thereto and the related
Management's Discussion and Analysis.
MidSouth ended the third quarter of 1995 with total assets of
$145,780,656, an increase of 43% over the $102,251,594 reported
in total assets for the third quarter of 1994. Completion of the
acquisition of Sugarland State Bank of Jeanerette, Louisiana
("Sugarland") on July 31, 1995 contributed $17,169,959 or 39% of
the increase in total assets. The transaction resulted in each
share of common stock of Sugarland being converted into one share
of MidSouth Series A Cumulative Convertible Preferred Stock with
a stated value of $14.25 per share. A total of 187,286 shares of
Convertible Preferred Stock were issued. In addition, MidSouth
experienced internal growth through two public funds contracts
and deposits generated from the Opelousas branch. As of
September 30, 1995, the two public funds held $12.8 million in
deposits and the Opelousas branch held $2.4 million in deposits.
Annualized return on average equity was 14.64% and annualized
return on average assets was .98% for the three months ending
September 30, 1995. Earnings for the first nine months of 1995
were $923,364 up 10% over the $835,801 recorded for the same
period of 1994.
MidSouth recorded third quarter 1995 and 1994 primary earnings
per share of $.34 per common share. Fully diluted earnings per
common share were $.27 for the same periods. The Sugarland
acquisition contributed $83,169 to a quarterly increase of $356,371
in net interest income. The majority of the increase in net
interest income resulted primarily from growth in MidSouth's loan
portfolio. An increase in expenses associated with MidSouth's
four new branch locations in St. Landry and Iberia parishes, which
includes two former Sugarland banking offices, offset the
improvement in earnings for the third quarter of 1995.
Consistent loan growth over the past twelve months has increased
MidSouth's loans, net of reserves, by $17,203,721 to $76,762,062,
up 29% compared to $59,558,341 at December 31, 1994. Third
quarter 1995 total loans represents a 36% increase over the
$56,436,253 in loans at September 30, 1994. Loans acquired from
Sugarland amounted to $8,601,476. Deposits totaled $134,312,625
at the end of the current quarter compared to $96,490,355 at
year-end 1994 and $94,981,509 at the end of the third quarter of
1994. Deposits of $13,798,441 were attributed to the Sugarland
acquisition.
8
<PAGE>
On October 18, 1995, MidSouth opened its first SuperOne Foods
supermarket location in New Iberia. Future plans include a
branch in a SuperOne Foods supermarket in Lafayette by mid-1996
and a loan production office scheduled to be opened shortly in
Morgan City.
Earnings Analysis
Net Interest Income
Average earning assets increased $11.6 million from $93.0 million
for the nine months ending September 30, 1994 to $104.6 million
for the nine months ending September 30, 1995. The $11.6 million
increase is the net result of a $11.9 million increase in the
loan portfolio, which includes an average year-to-date impact of
$2 million in Sugarland loans, and a $.3 million decrease in the
volume of securities and federal funds sold. In addition, a
$11.5 million increase in the average volume of deposits provided
additional funding for securities purchases and loan growth. Of
the $11.5 million increase in the average volume of deposits,
$3.27 million represents the average year -to-date impact of
deposits acquired from Sugarland.
Increases in the average loan volume and the average yield on
loans more than offset increases in the average volume of
interest-bearing liabilities and the average rate paid on
interest-bearing liabilities to result in increased net interest
income of $706,854 in year-to-date comparison. Average loan
volume increased from $54.3 million at September 30, 1994 to
$66.3 million at September 30, 1995. This volume increase,
combined with a 71 basis point increase in the average yield on
loans (from 9.75% to 10.46%) for the same period, contributed
$1,220,201 to the increase in interest income from earning
assets. A volume decrease in the securities portfolio was
partially offset by increases in the average volume of federal
funds sold and average yields on these investments to net a
contribution to the increase in income from these earning assets
of $245,110.
With the rise in interest rates and a subsequent increase in the
volume of interest-bearing deposits, interest expense increased
$711,185 for the first nine months of 1995 as compared to the
first nine months of 1994. The average rate paid on all
interest-bearing liabilities increased 93 basis points (from
2.80% to 3.73%). The average volume of interest-bearing
deposits increased $9.4 million, from $66.3 million to $75.8
million. Of the $9.4 million increase, $2.3 million represents
average interest-bearing deposits of Sugarland.
As a result of these changes in average volumes and average
yields on earning assets and interest-bearing liabilities, the
net yield on average earning assets increased 27 basis points,
from 5.69% as of September 30, 1994 to 5.96% as of September 30,
1995.
9
<PAGE>
Non-interest Income
MidSouth's primary source of non-interest income, service charges
and insufficient funds fees on deposit accounts, increased
$34,926 and $47,246 for the three and nine months ended September
30, 1995 as compared to the same period of 1994, respectively.
Sugarland service charges and fees on deposit accounts
contributed $25,087 to the quarterly and annual increases.
Additional increases were noted in service charges and
insufficient funds fees due to an increase in the volume of
MidSouth's transaction accounts.
Other non-interest income increased $20,005 and $28,206 in
quarterly and year-to-date comparisons, respectively, primarily
due to increases in fees earned through credit life insurance,
check order income, ATM fees and early withdrawal penalties on
certificates of deposit. Fees from early withdrawals of
certificates of deposits increased during the first half of 1995
as customers took advantage of rising short term rates.
Non-interest Expense
Non-interest expense increased 31.87% and 19.07% for the three
and nine months ended September 30, 1995, respectively, as
compared to the three and nine months ended September 30, 1994.
The increases result primarily from increases in salaries and
employee benefits, occupancy, marketing, printing and supplies,
telephone and general insurance expenses. Additionally,
quarterly and year-to-date increases were recorded in the "Other"
expenses category, but no significant change was reported for any
individual component of that category.
Salaries and employee benefits increased $186,182 in quarterly
comparisons and $316,734 in year-to-date comparisons due
primarily to the addition of 26 employees through the acquisition
of Sugarland and the opening of the Opelousas branch and SuperOne
Foods branch in New Iberia. The number of full time equivalent
employees increased to 106.5 as of September 30, 1995 as compared
to78 as of September 30, 1994.
Occupancy expense increased in the three and nine month period
ending September 30, 1995 as compared to the same period of 1994
due primarily to increases in building lease expense and
depreciation and maintenance expenses associated with furniture
and equipment and bank automobiles. Building lease expense
increased primarily due to the lease expense on the Opelousas
branch, an increase provided for in the lease agreement on the
corporate office location, and the leasing of additional space at
the corporate office in November 1994. Depreciation and
maintenance expenses, in addition to telephone and general
insurance expenses, increased with the four new branch locations,
two of which were former Sugarland locations. Automobile
depreciation and maintenance expenses increased due to the
addition of three new vehicles and three vehicles acquired from
Sugarland.
10
<PAGE>
Marketing and promotional expenses increased due to expenses
related to quality service programs, public relations programs
and dues to civic organizations. Printing and office supplies
expenses increased due to costs associated with the addition of
the four branch locations, two of which were former Sugarland
banking offices.
A decrease in MidSouth's F.D.I.C. assessment rate, retroactive to
June 1, 1995, resulted in a refund of $68,703 for the third
quarter of 1995 and significantly decreased assessment fees in
quarterly and year-to-date comparisons.
Balance Sheet Analysis
MidSouth ended the third quarter of 1995 with consolidated assets
of $145,780,656, an increase of $41.8 million from December 31,
1994 consolidated assets of $103,965,960. The increase in
consolidated assets results primarily from the addition of
approximately $17.1 million in assets from the acquisition of
Sugarland State Bank. Additionally, two public funds contracts
were obtained during the nine months ended September 30, 1995.
Deposits held under the two contracts totaled $12.8 million at
the current quarter-end.
As of September 30, 1995, total deposits increased $37.8 million
to $134,312,625 as compared to $96,490,355 at December 31, 1994,
primarily due to $13.8 million growth in deposits from Sugarland,
$12.8 million in public funds, and $2.4 million in Opelousas
branch deposits. With the $37.8 million deposit growth from
year-end 1994, MidSouth has experienced a change in the deposit
mix. As of December 31, 1994, approximately 31% of total
deposits reflected non-interest bearing demand accounts.
Interest-bearing NOW, money market and savings accounts
represented 33% and certificates of deposit 36% of total
deposits. At the current quarter-end, non-interest bearing
deposits were 24% of total deposits, while the volume of
interest-bearing NOW, money market and savings deposits increased
to 40% of total deposits. The volume of certificates of deposit
("CD's") to total deposits remained the same at 36% of total
deposits, with CD's of $100,000 or more representing 29% of total
CD's.
Total loans increased $17.4 million to $77.8 million as of the
nine months ending September 30, 1995 as compared to $60.4
million reported at December 31, 1994. Of the $17.4 million
growth in loans, $8.7 million represents Sugarland loans.
Approximately two-thirds of Sugarland's loans are commercial and
agricultural. The remaining $8.7 million growth in MidSouth's
loans has been primarily in the consumer loan portfolio which has
grown by $8.5 million since year-end. The commercial loan
portfolio has remained constant as growth in commercial loans
secured by real estate has been offset by unexpected payouts of a
few larger commercial credits. Competition for quality
commercial loans has intensified in the Lafayette area in the
past several months, and as a result the magnitude of loan growth
in future periods could slow. Activity has increased, however,
in other commercial credit programs, including MidSouth's
Business Manager accounts receivable program and commercial
lease financing.
11
<PAGE>
Securities available-for-sale increased $3.2 million, from $31.3
million at December 31, 1994 to $34.5 million at September 30,
1995. The increase represents the combined result of third
quarter purchases of securities available-for-sale and an
improvement of $1,319,190 in the market value of the securities
available-for-sale. Unrealized losses in the securities
available-for-sale portfolio, net of unrealized gains and tax
effect, were $153,755 at September 30, 1995, compared to
$1,062,800 at December 31, 1994 . These amounts result from
interest rate fluctuations and do not represent permanent
impairment of value. Moreover, classification of securities as
available-for-sale does not necessarily indicate that the
securities will be sold prior to maturity. The Financial
Accounting Standards Board ("FASB") has announced that banks will
have an opportunity to reclassify securities for 1995 year-end
financial statements. This opportunity allows banks to move
individual securities out of a particular category, as defined by
SFAS 115, without having to evaluate all securities in that
category.
Approximately $5.9 million in cash flows resulted from maturities
of securities available-for-sale and payments received on
mortgage-backed securities during the first nine months of 1995.
Of the $5.9 million, $4.0 was used to purchase tax-exempt
municipal securities designated as held-to-maturity. The
remaining cash flows combined with new deposits funded purchases
of approximately $6.0 million in securities designated as
available for sale. Management anticipates additional securities
purchases throughout the fourth quarter 1995 as quality offerings
become available.
Capital Ratios
As of September 30, 1995, MidSouth's leverage ratio was 7.49% as
compared to 6.45% at December 31, 1994. Tier 1 capital to risk-
weighted assets was 12.03% and total capital to risk-weighted
assets was 13.28% at the end of the third quarter of 1995. At
year-end 1994, Tier 1 capital to risk-weighted assets was 10.95%
and total capital to risk-weighted assets was 12.20%. Capital
ratios have increased due primarily to the additional capital
received from the Sugarland acquisition. Effective December 31,
1994, regulatory agencies announced that the net unrealized gains
or losses on securities available-for-sale would not be included
in calculations of regulatory capital ratios. Therefore, the
value of available-for-sale securities is based on historical
cost rather than on market value for purposes of calculating
risk-based and leverage capital ratios.
Common Stock Information
Table 1 on page 13 lists the high, low and period-end closing
sales prices of MidSouth's common stock on the American Stock
Exchange Emerging Company Marketplace (the "ECM") for the past
five quarters. The sales prices have been adjusted to reflect a
four for three stock split on September 15, 1995. Effective
August 1, 1995, MidSouth's common stock is listed for trading on
the regular American Stock Exchange ("AMEX"). Additional
information on the price and volume of transactions currently
appears in the Wall Street Journal under the heading "American
Stock Exchange Composite Transactions."
12
<PAGE>
TABLE 1 - COMMON STOCK INFORMATION
1995 1994
3RD 2ND 1ST 4TH 3RD
QTR QTR QTR QTR QTR
___ ___ ___ ___ ___
High Price $13.00 $ 9.12 $ 9.30 $ 9.40 $ 8.93
Low Price $ 8.74 $ 8.27 $ 8.18 $ 8.46 $ 7.52
Closing Price $13.00 $ 8.83 $ 8.18 $ 8.65 $ 8.37
MidSouth paid its first cash dividend of $.06 per share to
common stock shareholders of record as of September 18, 1995.
The common stock closed at a price of $15.625 on November 9, 1995.
Preferred Stock Information
On July 31, 1995, 187,286 shares of MidSouth Series A Cumulative
Convertible Preferred Stock, with a stated value of $14.25 per
share, was issued in exchange for the common stock held by
shareholders of Sugarland Bancshares, Inc. Effective August 1,
1995, MidSouth's preferred stock is listed on the American Stock
Exchange under the symbol MSL.Pr. On September 15, 1995,
MidSouth split its common stock four for three. After September
15, 1995, each share of MidSouth Convertible Preferred converted
to common stock will result in the holder receiving 1.33 shares
of common stock for each share of preferred stock converted.
MidSouth's Convertible Preferred stock closed at $22.25 on
November 9, 1995.
Nonperforming Assets and Past Due Loans
Table 2 on page 15 summarizes MidSouth's nonaccrual, past due and
restructured loans and nonperforming assets.
Nonperforming assets were $443,632 as of September 30, 1995, a
decrease of $4,411 from the $448,043 reported for December 31,
1994 and a decrease of $16,822 from the $460,454 reported for
September 30, 1994. Other Real Estate Owned ("OREO") increased
$36,920 to $235,270 for the nine months ended September 30, 1995,
primarily as a result of the addition of one OREO parcel acquired
from Sugarland valued at $55,000.
Loans past due 90 days or more increased from $134,304 in
September 1994 to $104,060 in December 1994 and to $279,112 as of
September 30, 1995. The increase in the first nine months of
1995 results primarily from the addition of a few large
commercial loans. Management has no serious doubts as to the
borrowers' abilities to comply with the loan repayment terms.
13
<PAGE>
Specific reserves have been established in the Allowance for Loan
and Lease Losses ("ALLL") to cover potential losses on
nonperforming assets. The ALLL is analyzed quarterly and
additional reserves, if needed, are allocated at that time.
Management believes the $1,033,646 in the reserve as of September
30, 1995 is sufficient to cover potential losses in nonperforming
assets and in the loan portfolio. Loans classified for
regulatory purposes but not included in Table 2 do not represent
material credits about which management has serious doubts as to
the ability of the borrower to comply with loan repayment terms.
14
<PAGE>
Page 15
TABLE 2
Nonperforming Assets and
Loans Past Due 90 Days
<TABLE>
<CAPTION>
____________________________________________________________________________
September 30, December 31, September 30,
1995 1994 1994
____________________________________________________________________________
<S> <C> <C> <C>
Nonperforming loans
Nonaccrual loans $203,844 $244,800 $241,701
Restructured loans 4,518 4,893 5,162
________ ________ ________
Total nonperforming loans 208,362 249,693 246,863
Other real estate owned, net 235,270 198,350 212,591
Other assets repossessed - - 1,000
________ ________ ________
Total nonperforming assets $443,632 $448,043 $460,454
======== ======== ========
Loans past due 90 days
or more and still accruing $279,112 $104,060 $134,304
Nonperforming loans as a
% of total loans 0.27% 0.41% 0.43%
Nonperforming assets as a
% of total loans, other real
estate owned and other assets
repossessed 0.57% 0.74% 0.80%
ALLL as a % of nonperforming 496.08% 350.00% 360.27%
___________________________________________________________________________
</TABLE>
<PAGE>
Item 6. Exhibits and Reports on Form 8-K Page 16
(a) Exhibits
Exihibit NumberDocument Description
3.1 Amended and Restated Articles of Incorporation of
MidSouth Bancorp, Inc. is included as Exhibit 3.1
to the Report on Form 10-K for the year ended
December 31, 1993, and is incorporated herein by
reference.
3.2 Amended and Restated By-Laws of MidSouth Bancorp,
Inc. is included as Exhibit 3.2 to the Report of
Form 10-K for the year ended December 31, 1993,
and is incorporated herein by reference.
10.1 MidSouth National Bank Lease Agreement with
Southwest Bank Building Limited Partnership is
included as Exhibit 10.7 to the Company's annual
report on Form 10-K for the Year Ended December
31, 1992, and is incorporated herein by reference.
10.2 First Amendment to Lease between MBL Life
Assurance Corporation, successor in interest to
Southwest Bank Building Limited Partnership in
Commendam, and MidSouth National Bank is included
as Exhibit 10.1 to Report on the Company's annual
report on Form 10-KSB for the yearended December
31, 1994, and is incorporated herein by reference.
10.3 Amended and Restated Deferred Compensation Plan
and Trust is included as Exhibit 10.3 to the
Company's annual report on Form 10-K for the year
ended December 31, 1992 and is incorporated herein
by reference.
10.4 Employment Agreements with C. R. Cloutier and
Karen L. Hail are included as Exhibit 5(c) to
MidSouth's Form 1-A and are incorporated
herein by reference.
10.5 Description of the Incentive Compensation Plan for
Officers of MidSouth National Bank is included as
Exhibit 10.5 to the Company's annual report
on Form 10-K for the year ended December 31, 1993,
and is incorporated herein by reference.
10.6 Agreement and Plan of Merger between MidSouth
Bancorp, Inc. and MidSouth National Bank and
Sugarland Bancshares, Inc. and Sugarland
State Bank is included as Exhibit 10.5 to the
Company's annual report on Form 10-KSB for the
year ended December 31, 1994, and is incorporated
herein by reference.
11 Computation of earnings per share
<PAGE>
Page 17
(b) Reports Filed on Form 8-K
(none)
Signatures
In accordance with the requirements of the Exchange Act, the
registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
MidSouth Bancorp, Inc.
(Registrant)
Date: November 14, 1995
/s/ C. R. Cloutier
___________________________
C. R. Cloutier, President & CEO
/s/ Karen L. Hail
___________________________
Karen L. Hail, Executive Vice
President & CFO
/s/ Teri S. Stelly
__________________________________
Teri S. Stelly, Vice President &
Controller
MIDSOUTH BANCORP, INC. AND SUBSIDIARY EXHIBIT 11
COMPUTATION OF EARNINGS PER SHARE (Unaudited)
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
<TABLE>
<CAPTION>
Third Quarter Third Quarter Year-to-Date Year-to-Date
September 30, September 30, September 30, September 30,
PRIMARY 1995 1994 1995 1994
____________ _____________ _____________ _____________
<S> <C> <C> <C> <C>
Earnings:
Income applicable to common
stock $325,931 $320,757 $923,364 $835,801
========== ========== ========== ==========
Shares:
Weighted average number of
common shares outstanding 960,412 951,126 957,790 948,624
========== ========== ========== ==========
Earnings per common share:
Income applicable to common
stock $0.34 $0.34 $0.96 $0.88
========== ========== ========== ==========
Weighted average number of
common shares outstanding 960,412 951,126 957,790 948,624
Assuming exercise of options,
reduced by the number of
shares which could have
been purchased with the
proceeds from exercise of
such options at the average
issue price 8,008 - 5,749 -
__________ __________ __________ __________
Weighted average number of
common shares outstanding,
as adjusted 968,420 951,126 963,539 948,624
========== ========== ========== ==========
Primary earnings per common share:
Income applicable to common
stock $0.34 $0.34 $0.96 $0.88
========== ========== ========== ==========
FULLY DILUTED
Weighted average number of
common shares outstanding 960,412 951,126 957,790 948,624
Assuming exercise of options,
reduced by the number of
shares which could have
been purchased with the
proceeds from exercise of
such options at the higher
of the average issue price
or period end price 12,622 - 12,622 -
Assuming conversion of
preferred stock at a
conversion rate of 1
to 1.33 shares 249,090 249,090 249,090 249,090
__________ __________ __________ __________
Weighted average number of
common shares outstanding,
as adjusted 1,222,124 1,200,216 1,219,502 1,197,714
========== ========== ========== ==========
Fully diluted earnings per
common share:
Income applicable to common
stock $0.27 $0.27 $0.76 $0.70
========== ========== ========== ==========
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> SEP-30-1995
<CASH> 10,477
<INT-BEARING-DEPOSITS> 120
<FED-FUNDS-SOLD> 12,850
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 34,535
<INVESTMENTS-CARRYING> 4,567
<INVESTMENTS-MARKET> 4,712
<LOANS> 76,762
<ALLOWANCE> 1,034
<TOTAL-ASSETS> 145,781
<DEPOSITS> 134,313
<SHORT-TERM> 75
<LIABILITIES-OTHER> 206
<LONG-TERM> 1,071
<COMMON> 96
0
2,669
<OTHER-SE> 7,025
<TOTAL-LIABILITIES-AND-EQUITY> 145,781
<INTEREST-LOAN> 1,934
<INTEREST-INVEST> 536
<INTEREST-OTHER> 166
<INTEREST-TOTAL> 2,636
<INTEREST-DEPOSIT> 876
<INTEREST-EXPENSE> 908
<INTEREST-INCOME-NET> 1,728
<LOAN-LOSSES> 60
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 1,601
<INCOME-PRETAX> 480
<INCOME-PRE-EXTRAORDINARY> 326
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 326
<EPS-PRIMARY> .34
<EPS-DILUTED> .27
<YIELD-ACTUAL> 8.79
<LOANS-NON> 204
<LOANS-PAST> 279
<LOANS-TROUBLED> 5
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 874
<CHARGE-OFFS> 168
<RECOVERIES> 63
<ALLOWANCE-CLOSE> 1,034
<ALLOWANCE-DOMESTIC> 289
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 745
</TABLE>
