<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ending December 31, 1999
or
( ) 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 0-25814
N S & L Bancorp, Inc.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Missouri 43-1709446
(State or other jurisdiction of I.R.S. (I.R.S. Employer
Employer Incorporation or organization) Identification No.)
P.O. Box 369, Neosho, MO 64850
(Address of principal executive offices) (Zip Code)
(417) 451-0429
- --------------------------------------------------------------------------------
(Registrant's telephone number)
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding twelve 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
--- ---
AS OF FEBRUARY 7, 2000, THERE WERE 720,626 SHARES OF THE REGISTRANT'S COMMON
STOCK, $.01 PAR VALUE PER SHARE, OUTSTANDING.
<PAGE> 2
N S & L BANCORP, INC. AND SUBSIDIARY
FORM 10-QSB
DECEMBER 31, 1999
INDEX PAGE
PART I-FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (unaudited) 1-2
CONSOLIDATED STATEMENTS OF INCOME (unaudited) 3-4
CONSOLIDATED STATEMENTS OF COMPRESHENSIVE INCOME (unaudited) 5
CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) 6-7
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 8-10
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS 11-14
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS 15
ITEM 2. CHANGES IN SECURITIES 15
ITEM 3. DEFAULTS UPON SENIOR SECURITIES 15
ITEM 4. SUBMISSION OF MATTERS TO VOTE OF SECURITIES
HOLDERS 15
ITEM 5. OTHER INFORMATION 15
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K 15
SIGNATURES
<PAGE> 3
<TABLE>
<CAPTION>
N S & L BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
--------------------------------------------------------------------
(Unaudited)
December 31, September 30,
1999 1999
------------- --------------
(Dollars in thousands)
<S> <C> <C>
ASSETS
Cash and cash equivalents, including
interest-bearing accounts of $2,050 at $ 3,369 $ 2,317
December 31 and $1,371 at September 30
Certificates of deposit 1,664 1,664
Investment securities available-for-sale, at fair value 176 183
Investment securities held-to-maturity
(estimated market value of $18,695 at December 31
and $19,541 at September 30) 19,548 20,028
Investment in Federal Home Loan Bank stock, at cost 432 365
Mortgage-backed securities held-to-maturity
(estimated market value of $2,170 at December 31
and $2,525 at September 30.) 2,166 2,484
Loans held for sale 46 79
Loans receivable, net (reserves for loan losses of $75
at December 31 and $63 at September 30) 40,972 40,091
Income taxes recoverable-current 82
Accrued interest receivable 560 514
Property and equipment, less accumulated
depreciation 1,106 1,119
Intangible assets 77 78
Other assets 238 224
Total assets $ 70,354 $ 69,228
LIABILITIES AND STOCKHOLDERS' EQUITY
Customer deposits $ 50,284 $ 51,547
Advances from FHLB 8,622 5,856
Advances from borrowers for taxes
and insurance 109 354
Income taxes payable - current 30 --
Deferred income taxes 336 344
Other liabilities 388 470
Total liabilities 59,769 58,571
Commitments and contingencies -- --
Preferred stock, $.01 par value; 2,000,000 shares
authorized, none issued -- --
Common stock, $.01 par value; 8,000,000 shares
authorized, 1,012,441 issued and 720,626 outstanding
at December 31 and 741,866
outstanding at September 30 10 10
Paid-in capital 10,376 10,371
</TABLE>
See accompanying notes to Consolidated Financial Statements.
1
<PAGE> 4
<TABLE>
<CAPTION>
N S & L BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (Continued)
--------------------------------------------------------------------
(Unaudited)
December 31, September 30,
1999 1999
-------------- ---------------
(Dollars in thousands)
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY (Continued)
Retained earnings - substantially restricted 5,075 4,956
Treasury Stock - at cost; 291,815 shares at December
31, 1999 and 270,575 at September 30, 1999 (4,399) (4,174)
Unearned compensation (487) (524)
Accumulated other comprehensive income 10 18
Total stockholders' equity 10,585 10,657
-------------- ---------------
Total liabilities and stockholders' equity $ 70,354 $ 69,228
============== ===============
</TABLE>
See accompanying notes to Consolidated Financial Statements.
2
<PAGE> 5
N S & L BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
-----------------------------------------------
(Unaudited)
QUARTER ENDED DECEMBER 31,
1999 1998
-------------- ---------------
(Dollars in thousands)
Interest Income:
Loans receivable $ 768 $ 715
Investment securities 329 152
Mortgage-backed and
related securities 43 62
Other interest-earning assets 28 124
-------------- ---------------
Total interest income 1,168 1,053
-------------- ---------------
Interest Expense:
Customer deposits 529 534
Borrowed funds 105 58
-------------- ---------------
Total interest expense 634 592
-------------- ---------------
Net interest income 534 461
Provision for loan losses 12 3
-------------- ---------------
Net interest income after
provision for loan losses 522 458
-------------- ---------------
Noninterest Income:
Gain on sale of investment -- --
Gain on sale of loans 10 17
Banking service charges
and fees 57 48
Loan late charges 2 2
Mortgage banking fees 18 53
Other 4 3
-------------- ---------------
Total noninterest income 91 123
-------------- ---------------
Noninterest Expense:
Compensation and
employee benefits 254 234
Occupancy and equipment 47 48
Deposit insurance premium 7 7
Data processing 32 29
Printing, postage, stationery
and supplies 21 26
Professional fees 13 12
Other 69 75
-------------- ---------------
Total noninterest expense 443 431
-------------- ---------------
Income before taxes 170 150
Income Taxes 51 45
-------------- ---------------
Net income $ 119 $ 105
============== ================
See accompanying notes to Consolidated Financial Statements.
3
<PAGE> 6
N S & L BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME (CONTINUED)
-------------------------------------------------------------
(Unaudited)
QUARTER ENDED DECEMBER 31,
1999 1998
-------- ----------
(Dollars in thousands)
Basic earnings per share $ .17 $ .15
======== ==========
Diluted earnings per share $ .17 $ .15
======== ==========
Dividends per share $ .16 $ .13
======== ==========
See accompanying notes to Consolidated Financial Statements.
4
<PAGE> 7
N S & L BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
-----------------------------------------------
(Unaudited)
Quarter Ended December 31
1999 1998
--------- -----------
(Dollars in thousands)
Net income 119 105
Unrealized gains(losses)
on securities:
Gains (losses) arising during
period, net of tax (8) (5)
Reclassification
adjustment, net of tax -- --
--------- -----------
Other comprehensive
income (loss) (8) (5)
--------- -----------
Comprehensive income $ 111 $ 100
========= ===========
See accompanying notes to Consolidated Financial Statements.
5
<PAGE> 8
<TABLE>
<CAPTION>
N S & L BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
--------------------------------------------------------
Quarter Ended December 31, 1999 and 1998
(Unaudited)
1999 1998
--------- ----------
(Dollars in thousands)
<S> <C> <C>
Cash flows from operating activities:
Net income $ 119 $ 105
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 21 20
Amortization 1 --
Premiums and discounts on mortgage-backed
securities and investment securities (18) (25)
Origination of loans held for sale (652) (1,456)
Proceeds from sale of loans held for sale 741 1,060
Loss on loans, net of recoveries 12 3
Release of ESOP shares 22 22
Vesting of MRDP shares 20 19
Gain on sale of loans (10) (17)
Net change in operating accounts:
Accrued interest receivable (46) (30)
Other assets (14) (27)
Other liabilities (82) (41)
Income taxes payable - deferred (3) 47
Income taxes payable - current 112 20
--------- ----------
Net cash from (used in)operating activities 223 (300)
--------- ----------
Cash flows from investing activities:
Purchase of investment securities held-to-maturity (5) (3,115)
Proceeds from maturity of investment securities
held-to-maturity 500 2,535
Net change in certificates of deposit -- 99
Net change in loans receivable (893) (648)
Proceeds from principal payments and maturities
of mortgage-backed securities held-to-maturity 321 283
Purchase of mortgage-backed securities held-to-maturity -- (555)
Purchases of property and equipment (8) (18)
--------- ----------
Net cash from (used in) investing activities $ (85) $(1,419)
--------- ----------
</TABLE>
See accompanying notes to Consolidated Financial Statements.
<PAGE> 9
<TABLE>
<CAPTION>
N S & L BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
--------------------------------------------------------
Quarter Ended December 31, 1999 and 1998
(Unaudited)
1999 1998
------------ ------------
(Dollars in thousands)
<S> <C> <C>
Cash flows from financing activities:
Net change in demand deposits, savings
accounts, and certificates of deposit $ (1,263) $ 1,673
Net decrease in mortgage escrow funds (245) (237)
Cash advances from FHLB 3,000 --
Repayment of cash advances from FHLB (234) (32)
Purchase of treasury stock (225) (14)
Cash dividends paid (119) (77)
------------ ------------
Net cash from financing activities 914 1,313
------------ ------------
Net increase(decrease) in cash and
cash equivalents 1,052 (406)
Cash and cash equivalents -
beginning of period 2,317 10,383
------------ ------------
Cash and cash equivalents -
end of period $ 3,369 $ 9,977
============ ============
</TABLE>
See accompanying notes to Consolidated Financial Statements.
7
<PAGE> 10
N S & L BANCORP, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE A - Basis of Presentation
- ------------------------------
The consolidated interim financial statements as of December 31, 1999 included
in this report have been prepared by the Registrant without audit. In the
opinion of management, all adjustments (consisting only of normal recurring
accruals) necessary for a fair presentation are reflected in the December 31,
1999 interim financial statements. The results of operations for the period
ended December 31, 1999 are not necessarily indicative of the operating results
for the full year. The September 30, 1999 Consolidated Statement of Financial
Condition presented with the interim financial statements was audited and
received an unqualified opinion.
NOTE B - Earnings per Share
- ---------------------------
The following information shows the amounts used in computing earnings per share
and the effect on income and the weighted average number of shares of dilutive
potential common stock.
<TABLE>
<CAPTION>
FOR THE THREE MONTHS ENDED DECEMBER 31,
1999 1998
---- ----
Income Shares Per-Share Income Shares Per-Share
(Numerator) (Denominator) Amount (Numerator) (Denominator) Amount
----------- ------------- ------ ----------- ------------- ------
<S> <C> <C> <C> <C> <C> <C>
Basic EPS:
Income available to
Common Stockholders $119,000 684,245 $.17 $105,000 684,547 $.15
==== ====
Effect of dilutive securities:
Stock option -- -- -- 558
-------- -------- --------- --------
Diluted EPS:
Income available to common
stockholders plus stock
options $119,000 684,245 $.17 $105,000 685,105 $.15
======== ======= ==== ======== ======= ====
</TABLE>
NOTE C - Employee Stock Ownership Plan
- --------------------------------------
The Association established an internally -leveraged ESOP for the exclusive
benefit of participating employees (all salaried employees who have completed at
least 1000 hours of service in a twelve-month period and have attained the age
of 21). The loan is secured by the shares purchased and will be repaid by the
contributions to the ESOP and any other earnings on ESOP assets. The Association
presently expects to contribute approximately $106,762 including interest
annually to the ESOP. Contributions will be applied to repay interest on the
loan first, then the remainder will be applied to principal. The loan is
expected to be repaid in approximately six years. As of December 31, 1999, the
loan had an outstanding balance of $459,248 and an interest rate of 9%.
Shares purchased with the loan proceeds are held in a suspense account for
allocation among participants as the loan is repaid. Contributions to the ESOP
and shares released from the suspense account are allocated among participants
in proportion to their compensation relative to total compensation of all active
participants. Benefits generally become 25% vested after each year of credited
service beyond one year. Vesting is accelerated upon retirement, death or
disability or separation of service. Since the Association's annual
contributions are discretionary, benefits payable under the ESOP cannot be
estimated.
8
<PAGE> 11
N S & L BANCORP, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(CONTINUED)
The Association accounts for its ESOP in accordance with Statement of Position
93-6, Employers Accounting for Employee Stock Ownership Plans. Accordingly, the
debt of the ESOP is eliminated in consolidation and the shares pledged as
collateral are reported as a part of unearned ESOP shares in the consolidated
balance sheets. Contributions to the ESOP shall be sufficient to pay principal
and interest currently due under the loan agreement. As shares are committed to
be released from collateral, the Company reports compensation expense equal to
the average market price of the shares for the respective period, and the shares
become outstanding for earnings per share computations. Dividends on allocated
ESOP shares are recorded as a reduction of retained earnings: dividends on
unallocated ESOP shares are recorded as a reduction of debt and accrued
interest. ESOP compensation expense was $22,310 and $22,022 for the three months
ended December 31, 1999 and 1998 respectively.
A summary of ESOP shares at December 31, 1999 is as follows:
Shares allocated 35,457
Shares committed for release 2,054
Unreleased shares 44,708
------
Total 82,219
======
Fair value of unreleased shares $441,492
NOTE D - Management Recognition and Development Plan and Stock Option Plan
- --------------------------------------------------------------------------
The 1995 Management Recognition and Development Plan ("MRDP") was approved by
stockholders on January 17, 1996. The MRDP is administered by the Board of
Directors of the Company. Collectively, the Board issued 41,109 shares of the
Company's common stock, of which currently there are 37,638 shares awarded to
employees at a cost of $410,620. The MRDP shares are vesting and being expensed
over a five-year period which began on January 17, 1996. The value of the common
stock contributed to the MRDP is amortized to compensation expense as the shares
vest. MRDP expense was $20,206 and $18,519 for the three months ended December
31, 1999 and 1998 respectively.
Also adopted on January 17, 1996 was a Stock Option plan whereby 102,774 shares
of the Company's common stock have been reserved to be awarded to certain
officers, employees and directors. The Stock Option Plan is administered by a
committee of the Board of Directors. All options expire no later than ten years
from the date of grant. At February 5, 2000, 1,000 shares had been exercised.
NOTE E - Stock Repurchase Program
- ---------------------------------
At February 7, 2000, the Company has repurchased 291,815 shares of the
Corporation's outstanding stock at a cost of $4,398,959.
9
<PAGE> 12
N S & L BANCORP, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(CONTINUED)
NOTE F - New Accounting Pronouncements
- --------------------------------------
In June 1998, FASB issued SFAS No. 133, "Accounting for Derivative Instruments
and Hedging Activities," which established accounting and reporting standards
for derivative instruments, including certain derivative instruments embedded in
other contracts, (collectively referred to as derivatives) and for hedging
activities. It requires that an entity recognize all derivatives as either
assets or liabilities in the Statement of Financial Position and measure those
instruments at fair value. This Statement is effective for all fiscal quarters
of fiscal years beginning after June 15, 1999. The adoption of this standard did
not have a material impact on the Company.
In October 1999, FASB issued SFAS No. 134, "Accounting for Mortgage-Backed
Securities Retained after the Securitization of Mortgage Loans Held for Sale by
a Mortgage Banking Enterprise," which established accounting and reporting
standards for certain activities of mortgage banking enterprises and other
enterprises that are substantially similar to the primary operations of a
mortgage banking enterprise. It requires that after the securitization of a
mortgage loan held for sale, an entity engaged in mortgage banking activities
classify the resulting mortgage-backed security as a trading security. This
statement is effective for the first fiscal quarter beginning after December 15,
1998. The adoption of this standard did not have a material impact on the
Company.
NOTE G - Stock Dividend
- -----------------------
On March 24, 1999, the Company declared a 20% stock dividend on all outstanding
shares of record as of April 15, 1999. A total of 123,627 shares were issued and
cash in lieu of stock was issued for all partial shares. The total number of
outstanding shares after the stock dividend was 741,866, which has since been
reduced 21,240 shares by a stock repurchase on November 11, 1999. All per share
amounts and average shares outstanding have been restated to reflect the
aforementioned stock dividend.
10
<PAGE> 13
N S & L BANCORP, INC. MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The discussion and analysis included herein covers those material changes
in liquidity and capital resources that have occurred since September 30, 1999,
as well as certain changes in results of operations during the three month
periods ended December 31, 1999 and 1998.
The following should be read in conjunction with the Company's Form 10-KSB
for the year ended September 30, 1999, which contains the latest audited
financial statements and notes thereto, together with Management's Discussion
and Analysis of Financial Condition and Results of Operations as of September
30, 1999, and for the year then ended. Therefore, only material changes in
financial condition and results of operations are discussed herein.
CHANGES IN FINANCIAL CONDITION
- ------------------------------
Total assets increased $1.1 million from September 30, 1999. Cash and cash
equivalents increased $1.1 million during the three months ended December 31,
1999. The increase resulted from an increase in cash advances of $2.8 million
and the maturity of investment securities of $500,000 which was partially offset
by customer deposit withdrawals of $1.3 million and to finance loans of
$900,000. Loans for 1 to 4 family dwellings comprised the majority of the
increase in loans.
Nonperforming assets were $197,000 or .28% of total assets at December 31,
1999, compared to $255,000, or .37% of total assets at September 30, 1999. There
were $185,000 in nonaccrual loans at December 31, 1999 and $37,000 at September
30, 1999.
COMPARISON OF THE THREE MONTHS ENDED DECEMBER 31, 1999 TO THE THREE MONTHS ENDED
- --------------------------------------------------------------------------------
DECEMBER 31, 1998
- -----------------
NET INCOME. Net income was $119,000 for the quarter ended December 31,
1999 compared to $105,000 for the quarter ended December 31, 1998. Net interest
income after provision for loan losses was $522,000 for the quarter compared to
$458,000 for the same quarter last year. Noninterest income decreased $32,000
and noninterest expense increased $12,000. Income tax expense decreased $6,000.
NET INTEREST INCOME. Net interest income of $534,000 for the quarter ended
December 31, 1999 increased from $461,000 for the quarter ended December 31,
1998. Interest income increased $115,000 while interest expense increased
$42,000.
INTEREST INCOME. Interest income increased by $115,000 or 10.9% to $1.2
million for the quarter ended December 31, 1999 from $1.1 million for the
quarter ended December 31, 1998. Interest income from loans receivable increased
$53,000 to $768,000 for the quarter ended December 31, 1999 from $715,000 for
the quarter ended December 31, 1998. The increase was primarily attributable to
the increase in the average balance of loans outstanding and to a lesser extent
to interest rate increases on existing adjustable rate loans. Interest income
from investment securities increased by $177,000 to $329,000 for the quarter
ended December 31, 1999 from $152,000 for the quarter ended December 31, 1998.
This increase was due to an
11
<PAGE> 14
N S & L BANCORP, INC. MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(CONTINUED)
increase in the balances in investment securities. Interest income from
mortgage-backed securities decreased by $19,000 to $43,000 for the quarter ended
December 31, 1999 from $62,000 for the quarter ended December 31, 1998. The
decrease was due to a decrease in the average balances in mortgage-backed
securities. Interest income from other interest-earning assets decreased by
$96,000 to $28,000 for the quarter ended December 31, 1999 from $124,000 for the
quarter ended December 31, 1998. This decrease was primarily due to a decrease
in the interest paid on smaller average balances of cash invested at Federal
Home Loan Bank of Des Moines as cash was used to purchase securities and fund
loans.
INTEREST EXPENSE. Interest expense of $634,000 for the quarter ended
December 31, 1999 increased $42,000, or 7.1%, from $592,000 for the quarter
ended December 31, 1998. The increase is attributable to an increase in the
average balances of customer deposits and some special rate offerings but
primarily from expense from a larger average balance of borrowed funds.
PROVISION FOR LOAN LOSSES. Loan loss provision increased by $9,000 for the
quarter ending December 31, 1999 and actual loan losses net of recoveries were
zero for both quarters.
NONINTEREST INCOME. Noninterest income of $91,000 for the quarter ended
December 31, 1999 decreased $32,000 from $123,000 for the quarter ended December
31, 1998. This decrease was primarily due to a decrease in mortgage banking fees
of $35,000 and a decrease of $7,000 on the sale of loans and was partially
offset by an increase in banking service charges and fees that resulted from the
growth of deposit accounts in the quarter ending December 31, 1999 compared to
the quarter ending December 31, 1998.
NONINTEREST EXPENSE. Noninterest expense increased $12,000, or 2.8%, to
$443,000 for the quarter ended December 31, 1999 from $43,000 for the quarter
ended December 31, 1998. This increase was due to an increase of $20,000 in
compensation and employee benefits, a $3,000 increase in data processing and was
partially offset by a decrease of $6,000 in other expense and a $5,000 decrease
in printing, postage and supplies.
NET INTEREST MARGIN. Net interest margin was 3.14% for the three months
ended December 31, 1999 compared to 2.94% for the three months ended December
31, 1998. Income from earning assets increased by $115,000, or 10.9%, between
the two quarters and interest expense increased by $42,000, or 7.1%. The average
earning asset base increased by $5.3 million, or 8.5%. The average
interest-bearing liability base increased by $5.2 million, or 10.0%.
YEAR 2000 ISSUES
- ----------------
The year 2000 issue exists because many computer systems and applications
use two-digit date fields to designate a year. As the century date change
occurs, date-sensitive systems may recognize the year 2000 as 1900, or not at
all. This inability to recognize or properly treat the year 2000 may cause
erroneous results, ranging from system malfunctions to incorrect or incomplete
processing. As a user of computers, computer software and equipment utilizing
embedded microprocessors, failure to resolve year 2000 issues could cause
substantial disruption of the Association's business and could have a material
adverse effect on the Association's business, financial condition or results of
operations.
12
<PAGE> 15
N S & L BANCORP, INC. MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(CONTINUED)
While there can be no assurances that the Association has effectively
addresses the year 2000 issue, the Association has not been notified, and is
unaware of, any vendor or service provider problems related to year 2000 and all
systems have performed properly since January 1, 2000. Likewise, the Association
is unaware of any year 2000 issues that have impaired the ability of the
Association's borrowers to repay their debt.
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
The Company's primary sources of funds are deposits, proceeds from
principal and interest payments on loans, mortgage-backed securities, investment
securities, net operating income and cash advances from Federal Home Loan Bank
of Des Moines when appropriate. While maturities and scheduled amortization of
loans and mortgage-backed securities are a somewhat predictable source of funds,
deposit flows and mortgage prepayments are greatly influenced by general
interest rates, economic conditions and competition.
The Association must maintain an adequate level of liquidity to ensure
availability of sufficient funds to support loan growth and deposit withdrawals,
satisfy financial commitments and to take advantage of investment opportunities.
During the fiscal year 1999 and 1998, Neosho Savings & Loan used cash advances
from Federal Home Loan Bank of Des Moines as part of its investment strategy. At
December 31, 1999, Neosho Savings & Loan had FHLB advances of $8.6 million that
were used to offset fixed rate mortgage loans and provide liquidity and had
approved loan commitments totaling $248,000 and undisbursed loans in process of
$744,000.
Liquid funds necessary for normal daily operations of the Association are
maintained in a working checking account and a daily time account with the
Federal Home Loan Bank of Des Moines. It is the Association's current policy to
maintain adequate collected balances in those deposit accounts to meet daily
operating expense, customer withdrawals, and fund loan demand. Funds received
from daily operating activities are deposited, on a daily basis, in the checking
account and transferred, when appropriate, to the daily time account to enhance
income.
Normal daily operating expenses are not expected to significantly change.
Noninterest expense as a percentage of average assets at 2.5% is expected to
remain basically constant. Interest expense is expected to gradually increase as
the average balance of customer accounts has increased. However, overall
interest expense should remain stable because interest is now being paid on a
smaller cash advance. The cash advance expenses are being offset as the funds
have been invested at rates higher than the expense incurred by them. Loan
interest income is expected to continue to increase as the average balance of
loans increases and rates on adjustable-rate loans continue to rise as those
loans reprice at the annual adjustment dates. Although customer deposits have
increased in the past quarter as a result of some special rate offerings, they
are expected to remain stable in the future.
At December 31, 1999, certificates of deposit amounted to $32.6 million,
or 64.8% of Neosho Savings and Loan's total deposits, including $22.7 million of
fixed rate certificates scheduled to mature within twelve months. Historically,
Neosho Savings and Loan has been able to retain a significant amount of its
deposits as they mature. Management believes it has
13
<PAGE> 16
N S & L BANCORP, INC. MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(CONTINUED)
adequate resources to fund all loan commitments from savings deposits, loan
payments, maturities of investment securities and advances from Federal Home
Loan Bank of Des Moines.
The Office of Thrift Supervision requires a thrift institution to maintain
an average daily balance of liquid assets (cash and eligible investments) equal
to at least 4% of the average daily balance of its net withdrawable deposits and
short-term borrowings. Neosho Savings and Loan's liquidity ratio was 36.26% at
December 31, 1999. Neosho Savings and Loan consistently maintains liquidity
levels in excess of regulatory requirements, and believes this is an appropriate
strategy for proper asset and liability management.
The Office of Thrift Supervision requires institutions such as the
Association to meet certain tangible, core, and risk-based capital requirements.
Tangible capital generally consists of stockholders' equity minus certain
intangible assets. Core capital generally consists of stockholders' equity. The
risk-based capital requirements presently address risk related to both recorded
assets and off-balance sheet commitments and obligations. The following table
summarizes the Association's capital ratios at December 31, 1999.
Percent of Adjusted
Amount Total Assets
----------------------------
(Unaudited)
(Dollars in thousands)
Tangible capital $ 9,323 13.38%
Minimum tangible capital requirement 1,045 1.50
-------- -----
Excess $ 8,278 11.88%
======== =====
Core capital $ 9,323 13.38%
Minimum core capital requirement 2,788 4.00
-------- -----
Excess $ 6,535 9.38%
======== =====
Risk-based capital $ 9,181 30.15%
Minimum risk-based capital requirement 2,474 8.00
-------- -----
Excess $ 6,707 22.15%
======== =====
14
<PAGE> 17
N S & L BANCORP, INC. AND SUBSIDIARY
PART II - OTHER INFORMATION
ITEM 1, LEGAL PROCEEDINGS
Neither the Registrant nor the Association is a party to any material legal
proceedings at this time. From time to time the Association is involved in
various claims and legal actions arising in the ordinary course of business.
ITEM 2, CHANGES IN SECURITIES
Not applicable.
ITEM 3, DEFAULTS UPON SENIOR SECURITIES
Not applicable.
ITEM 4, SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
ITEM 5, OTHER INFORMATION
None.
ITEM 6, EXHIBITS AND REPORT ON FORM 8-K
A. Exhibits
Exhibit 27-Financial Data Schedule
B. Forms 8-K
None.
15
<PAGE> 18
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 thereunto duly authorized.
N S & L Bancorp, Inc.
Date February 7, 2000 By:/s/ C.R. 'Rick' Butler
-------------------- ----------------------------------
C. R. 'Rick' Butler
President
CEO
By:/s/ Carol Guest
------------------------------
Carol Guest
Treasurer
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
This schedule contains financial information extracted from the
consolidated financial statements of NS&L Bancorp, Inc. for the three months
ended December 31, 1999 and is qualified in its entirety by reference to such
financial statements.
</LEGEND>
<CIK> 0000939929
<NAME> NS&L Bancorp, Inc.
<MULTIPLIER> 1
<CURRENCY> U.S. Dollars
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-2000
<PERIOD-START> OCT-01-1999
<PERIOD-END> DEC-31-1999
<EXCHANGE-RATE> 1
<CASH> 3,368,707
<INT-BEARING-DEPOSITS> 1,664,000
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0
0
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