U. S. SECURITIES AND EXCHANGE COMMISSION Washington. D. C. 20549 Form 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2000. [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from _______________ to_______________. Commission file number 0-22471 Luxemburg Bancshares, Inc. (Exact name of small business issuer as specified in its charter) Wisconsin 39-1457904 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 630 Main Street, Luxemburg, Wisconsin 54217 (Address of principal executive offices) (920) 845-2345 (Issuer's telephone number) N/A (Former name, former address and former fiscal year, if changed since last report) 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 issuer's classes of common equity, as of April 21, 2000: 270,264 shares were outstanding. Transitional Small Business Disclosure Format (check one): Yes [ ] No [X] LUXEMBURG BANCSHARES, INC. INDEX Page No. PART I - FINANCIAL INFORMATION Independent Accountant's Report 3 Consolidated Balance Sheets - March 31, 2000 and December 31, 1999 4 Consolidated Statements of Income - Three Months Ended March 31, 2000 and 1999 5 Consolidated Condensed Statements of Changes in Stockholders' Equity - Three Months Ended March 31, 2000 and 1999 6 Consolidated Statements of Cash Flow - Three Months Ended March 31, 2000 and 1999 7 Notes to Consolidated Financial Statements 8 - 9 Management's Discussion and Analysis of Financial Condition and Results of Operations 10 - 14 PART II - OTHER INFORMATION Item 6 - Exhibits and Reports on Form 8-K 15 SIGNATURES 15 PART I - FINANCIAL INFORMATION Wipfli Ullrich Bertelson LLP Independent Accountant's Report Board of Directors and Stockholders Luxemburg Bancshares, Inc. Luxemburg, Wisconsin We have reviewed the accompanying unaudited consolidated balance sheet of Luxemburg Bancshares, Inc. and Subsidiaries as of March 31, 2000, and the related unaudited consolidated statements of income, changes in stockholders' equity, and cash flows for the three-month period then ended. These financial statements are the responsibility of the Company's management. We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to the accompanying consolidated financial statements for them to be in conformity with generally accepted accounting principles. /s/ Wipfli Ullrich Bertelson LLP Wipfli Ullrich Bertelson LLP May 3, 2000 Green Bay, Wisconsin LUXEMBURG BANCSHARES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS - (UNAUDITED) March 31, 2000 and December 31, 1999 ASSETS 2000 1999 Cash and due from banks $ 3,150,532 $ 4,275,838 Interest-bearing deposits 538,624 240,293 Federal funds sold 7,787,000 0 ------------ ------------ Cash and cash equivalents 11,476,156 4,516,131 Investment securities available for sale- Stated at fair value 17,712,343 18,276,824 Total loans 87,845,212 82,366,209 Allowance for credit losses (988,475) (895,952) ------------ ------------ Net loans 86,856,737 81,470,257 Premises and equipment 2,680,663 2,731,432 Other investments at cost 318,550 318,550 Other assets 2,627,634 2,735,318 ------------ ------------ TOTAL ASSETS $121,672,083 $110,048,512 ------------ ------------ LIABILITIES AND STOCKHOLDERS' EQUITY 2000 1999 LIABILITIES: Non-interest-bearing deposits $ 12,240,375 $ 12,198,310 Interest-bearing deposits 95,365,981 84,761,332 ------------ ------------ Total deposits 107,606,356 96,959,642 Short-term borrowings 1,373,649 2,154,809 Borrowed funds 21,022 27,683 Other liabilities 810,452 947,691 ------------ ------------ Total liabilities 110,592,639 99,308,665 ------------ ------------ STOCKHOLDERS' EQUITY: Common stock- $1.00 par value: Authorized - 2,400,000 shares, Issued - 297,248 shares in 2000 and 295,000 shares in 1999 297,248 295,500 Capital surplus 4,350,450 4,281,977 Retained earnings 7,162,382 6,891,080 Accumulated other comprehensive deficit (386,477) (384,551) Less - 26,984 shares of treasury common stock, at cost (344,159) (344,159) ------------ ------------ Total stockholders' equity 11,079,444 10,739,847 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $121,672,083 $110,048,512 ------------ ------------ See accompanying notes to consolidated financial statements. LUXEMBURG BANCSHARES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) Three Months Ended March 31, 2000 1999 INTEREST INCOME: Interest and fees on loans $ 1,810,520 $ 1,388,410 Interest on investment securities: Taxable 164,813 203,863 Tax-Exempt 94,135 65,189 Other interest and dividend income 24,034 86,759 ----------- ----------- Total interest income 2,093,502 1,744,221 ----------- ----------- INTEREST EXPENSE: Deposits 1,058,544 888,110 Short-term borrowings 28,833 1,543 Borrowed funds 604 1,975 ----------- ----------- Total interest expense 1,087,981 891,628 ----------- ----------- Net interest income 1,005,521 852,593 Provision for credit losses 39,000 30,000 ----------- ----------- Net interest income after provision for credit losses 966,521 822,593 ----------- ----------- OTHER INCOME: Service charges on deposit accounts 48,942 50,393 Mortgage underwriting fees - Secondary market 26,677 12,354 Loan servicing fee income 11,002 29,422 Other operating income 190,498 164,024 ----------- ----------- Total other income 277,119 256,193 ----------- ----------- OPERATING EXPENSES: Salaries and related benefits 500,969 395,165 Net occupancy expense 63,501 51,302 Equipment rentals, depreciation, and maintenance 90,448 79,114 Data processing 41,107 32,637 Other operating expenses 189,075 147,953 ----------- ----------- Total operating expenses 885,100 706,171 ----------- ----------- Income before provision for income taxes 358,540 372,615 Provision for income taxes 87,238 97,841 ----------- ----------- Net income $ 271,302 $ 274,774 ----------- ----------- Basic earnings per common share $1.01 $1.13 ----------- ----------- See accompanying notes to consolidated financial statements. LUXEMBURG BANCSHARES, INC. AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (UNAUDITED) Three Months Ended March 31, 2000 and 1999 Three Months Three Months Ended Ended March 31, 2000 March 31, 1999 Shares Equity Total Shares Equity Total Balance - Beginning of period 268,516 $10,739,847 243,501 $ 9,456,433 ------- ----------- ------- ----------- Issuance of common stock 1,748 $ 70,221 Comprehensive income: Net Income $ 271,302 $ 274,774 Other comprehensive deficit - Change in net unrealized loss on securities available for sale -1,926 -76,254 Total comprehensive income 269,376 198,520 ------- ----------- ------- ----------- Balance - End of period 270,264 $11,079,444 243,501 $ 9,654,953 ------- ----------- ------- ----------- LUXEMBURG BANCSHARES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOW (UNAUDITED) Three Months Ended March 31, 2000 and 1999 2000 1999 CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 271,302 $ 274,774 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 89,484 78,428 Accretion of discounts on securities ( 4,211) ( 5,659) Amortization of premiums on securities 2,137 6,482 Provision for credit losses 39,000 30,000 Change in other operating assets 119,840 (123,000) Change in other operating liabilities (129,665) 153,253 ------------ ------------ Total adjustments 116,585 139,504 ------------ ------------ Net cash provided by operating activities 387,887 414,278 ------------ ------------ CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from maturities of securities available for sale 563,832 1,902,860 Purchase of securities available for sale (4,760,652) (3,597,422) Net (increase) decrease in loans (5,425,480) 89,751 Purchase of additional life insurance (12,156) (12,922) Proceeds from sale of other real estate 31,652 Capital expenditures (38,715) (848,111) ------------ ------------ Net cash provided by (used in) investing activities (4,912,519) (3,597,422) ------------ ------------ CASH FLOWS FROM FINANCING ACTIVITIES: Net decrease in deposits 10,646,713 (667,490) Net increase (decrease) in short-term borrowings 781,160 17,787 Principal payments on borrowed funds (13,437) (14,329) Director and Employee Stock Purchase Plans 70,221 0 ------------ ------------ Net cash provided by (used in) financing activities 11,484,657 (664,032) ------------ ------------ Net increase (decrease) in cash and cash equivalents 6,960,025 (3,847,176) Cash and cash equivalents at beginning 4,516,131 12,320,851 ------------ ------------ Cash and cash equivalents at end $11,476,156 $ 8,473,675 ------------ ------------ Supplemental information: Cash paid during the period for: Interest $ 1,008,638 $ 878,352 Income taxes $ 152,645 $ 16,491 See accompanying notes to consolidated financial statements LUXEMBURG BANCSHARES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) The consolidated financial statements for interim periods are unaudited; however, in the opinion of the management of Luxemburg Bancshares, Inc. ("Company"), all adjustments (consisting of only normal recurring adjustments) necessary for a fair presentation have been included. Refer to the Notes to Consolidated Financial Statements which appear in the Company's Form 10-KSB for the Fiscal Year ended December 31, 1999 for the Company's accounting policies which are pertinent to these financial statements. NOTE 1: BASIS OF PRESENTATION The consolidated financial statements of Company, a bank holding company, include the accounts of Company and Subsidiaries - Bank of Luxemburg, Luxemburg Investment Corporation, and Area Development Corporation. All significant intercompany balances and transactions have been eliminated in consolidation. Goodwill acquired in a business acquisition is being amortized on a straight-line basis over five years. The accompanying financial statements have been prepared in accordance with the instructions for Form 10-QSB and, therefore, do not include all information and footnotes required by generally accepted accounting principles in annual consolidated financial statements. For purposes of reporting cash flows, the Company considers cash on hand, interest-bearing and non-interest bearing deposits in banks and federal funds sold as cash and cash equivalents. Earnings per common share are based upon the weighted average number of common shares outstanding. The weighted average number of shares outstanding was 270,033 in March 2000 and 243,501 in March 1999. The basic and diluted earnings per share are the same for 2000 and 1999. On March 17, 2000 the Board of Directors approved a two (2) for one (1) stock for shareholders of record of April 2, 2000 and to be issued on May 15, 2000. NOTE 2: FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK The Bank of Luxemburg's ("Bank's") financial statements do not reflect various commitments and contingent liabilities which arise in the normal course of business and which involve elements of credit risk, interest rate risk, and liquidity risk. These commitments and contingent liabilities are commitments to extend credit and standby letters of credit. A summary of the Bank's commitments and contingent liabilities at each balance sheet date is as follows: Notional Amount March 31, 2000 December 31, 1999 Commitments to extend credit $ 7,412,000 $ 7,928,000 Credit card arrangements 1,451,000 1,451,000 Standby letters of credit 510,000 848,000 Commitments to extend credit and credit card arrangements are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. A portion of the commitments are expected to be drawn upon, thus representing future cash requirements. The Bank evaluates each customer's creditworthiness on a case-by-case basis. The amount of collateral obtained upon extension of credit is based on management's credit evaluation of the counterparty. Collateral held varies but may include accounts receivable; inventory; property, plant, and equipment; real estate; and stocks and bonds. Management does not anticipate any material losses as a result of these commitments. Standby letters of credit are conditional commitments issued by the Bank to guarantee the performance of a customer to a third party. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers. The Bank holds collateral supporting those commitments for which collateral is deemed necessary. Because these instruments have fixed maturity dates and because many of them expire without being drawn upon, they do not generally present any significant liquidity risk to the Bank. Management does not anticipate any material losses as a result of these letters of credit. LUXEMBURG BANCSHARES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 3: ACCOUNTING CHANGES Future Accounting Changes - In June 1998, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 133, "Accounting for Derivative Instruments and Hedging Activities." This statement establishes accounting and reporting standards for derivative instruments and for hedging activities. This statement requires an entity to recognize all derivatives as either assets or liabilities in the balance sheet and measure those instruments at fair value. The accounting for changes in the fair value of a derivative depends on the intended use of the derivative and the resulting designation. As amended by SFAS No. 137, the statement is effective for fiscal years beginning after June 15, 2000. Management, at this time, cannot determine the effect adoption of this statement may have on the consolidated financial statements of the Company as the accounting for derivatives is dependent on the amount and nature of derivatives in place at the time of adoption. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS LUXEMBURG BANCSHARES, INC. AND SUBSIDIARIES SELECTED QUARTERLY FINANCIAL DATA Three Months Ended March 31, 2000 1999 Net Earnings $ 271,302 $ 274,774 Average Consolidated Balance Sheet Items: Loans 83,104,368 61,314,210 Taxable Investment Securities 10,664,134 13,048,984 Fed Funds Sold 991,121 6,765,478 Municipal Loans & Investments 9,407,588 8,562,339 Other Earning Assets 605,715 1,245,899 ----------- ------------ Total Earning Assets 104,772,926 90,936,910 Total Assets 112,069,631 97,431,547 Deposits 98,236,967 86,441,725 Shareholders' Equity 10,926,908 9,601,636 Key Ratios: Average Equity to Average Total Assets 9.75% 9.85% Return on Average Total Assets .97% 1.13% Return on Average Equity 9.94% 11.45% Net Interest Margin 3.85% 3.83% NET INTEREST INCOME Net interest income, the principle source of earnings, is the amount by which interest generated by earning assets exceeds the interest costs of liabilities obtained to fund them. As shown below, net interest income has increased $152,928 or 17.94% to $1,005,521 for the three months ended March 31, 2000 from $852,593 for the three months ended March 31, 1999. The increase in net interest income is due to bank growth. As noted above, average assets for the three months ended March 31, 2000 were $112,069,631 compared to average assets for the three months ended March 31, 2000 of $97,431,547. Three Months Ended March 31, 2000 1999 Interest Income $ 2,093,502 $ 1,744,221 Interest Expense 1,087,981 891,628 ----------- ----------- Net Interest Income $ 1,005,521 $ 852,593 ----------- ----------- Net Interest Margin 3.85% 3.83% RATE/VOLUME ANALYSIS The impact of changes in volume and interest rates on net interest income for the three months ended March 31, 2000 is illustrated in the following table: Three Months Ended March 31, 2000 Compared to Three Months Ended March 31, 1999. Increase (Decrease) in Net Interest Income Net Change Due To Rate Due To Volume Interest Income $ 349,281 $ (24,946) $ 374,227 Interest Expense 196,353 20,301 176,052 --------- ---------- --------- Net Interest Income $ 152,928 $ (45,247) $ 198,175 --------- ---------- --------- Interest rates on the Bank's earning assets and interest bearing liabilities were generally lower for the three months ended March 31, 2000 compared to the three months ended March 31, 1999. However, earning assets increased to $104,772,926 for the three months ended March 31, 2000 from $90,936,910 for the three months ended March 31, 1999. Interest bearing liabilities increased $11,659,548 or 15.12% to $88,765,906 for the three months ended March 31, 2000 compared to $77,106,358 for the three months ended March 31, 1999. OPERATING RESULTS Net income for the three months ended March 31, 2000, was $271,302 compared to $274,774 for the three months ended March 31, 1999. The decrease of $3,472 reflects an increase in operating expense of $85,597 for the Casco office, which began operation in the second quarter of 1999. The increase in net interest income of $152,928 for the three months ended March 31, 2000, compared to the three months ended March 31, 1999 is discussed in "Net Interest Income" and "Rate/Volume Analysis" elsewhere in this report. Loan fees, including mortgage underwriting fees - Secondary market, increased $14,323 to $26,677 for the three months ended March 31, 2000, compared to $12,354 for the three months ended March 31, 1999. This increase is primarily due to the Company originating $566,689 of Small Business Administration guaranteed loans of the $1,706,689 sold to the secondary market. Total operating expenses increased a $178,929 or 25.3% from $706,171 for the three months ended March 31, 1999 to $885,100 for the three months ended March 31, 2000. Salaries and related benefits increased 105,804 or 26.8% to $500,969 for the three months ended March 31, 2000 compared to $395,165 for the three months ended March 31, 1999. Additional staffing in the Financial Resource Center plus increases in insurance and training costs along with the employment expenses at the Casco office account for the increase. Net occupancy expense increased $12,199 to $63,501 for the three months ended March 31, 2000 compared to $51,302 for the three months ended March 31, 1999. Equipment rentals, depreciation, and maintenance for the three months ended March 31, 2000 increased $11,334 or 14.4% to $90,448 compared to $79,114 for the three months ended March 31, 1999. Finally, other operating expenses for the three months ended March 31, 2000 increased $41,122 or 27.8% to $189,075 from $147,953 for the three months ended March 31, 1999 because of increases in accounting fees, telecommunication expenses and the FDIC assessments. Year 2000 Risks. The Company was exposed to future uncertainty, potential future reduction in earnings, and future losses, including litigation, due to business interruption or errors, if its computer systems were not modified to ensure that dates after December 31, 1999 were not misrepresented by those systems. This eventuality was commonly referred to as the Year 2000 problem. The Bank uses computer-related technologies and software throughout its business that may have been affected by the date change in the year 2000. The Bank's directors, senior management and staff were aware of these Year 2000 issues and appointed a technology committee to study and direct the project to bring all of the computer-related systems into Year 2000 compliance during 1999. The technology committee reviewed both Information Technology systems and non-Information Technology Systems including the Bank's telephone systems, HVAC systems and security equipment. The Company did not experience any disruptions with any of its systems or with the services provided by contracted outside vendors. The Company did not receive any complaints from customers, regulators or other individuals that may have lead to potential litigation. The company did not experience any disruptions with any of its systems or with service provided contracted outside vendors with year 2000 being a leap year. Loan and deposit customers were identified as having potential Year 2000 risks. No serious loan or deposit related problems were experienced by the Company or its bank subsidiary as a result of the Year 2000 issues. The Bank identified approximately $50,000 of direct investment during 1998 and 1999 for Year 2000 renovation and testing. The Company expects that there will be only minor expenses, if any, related to future Year 2000 issues. ALLOWANCE FOR LOAN LOSSES The amount charged to the provision for loan losses by the Bank is based on management's evaluation as to the amounts required to maintain an allowance adequate to provide for potential losses inherent in the loan portfolio. The level of this allowance is dependent upon the total amount of past due and non-performing loans, general economic conditions and management's assessment of potential losses based upon internal credit evaluations of the loan portfolio and particular loans. The Bank management allocated the allowance based on an assigned risk factor for each category of loans and adjusting the allocation by potential losses of individual loans. Loans are entirely to borrowers in Northeast Wisconsin. The Bank generally places loans on non-accrual status when the loan is past due as to the payment of interest and/or principal in excess of 90 days. The Bank also places loans on a non-accrual status when it deems the collection of such interest unlikely. Loans are returned to full accrual status when the loan is brought current according to all terms of the loan agreement, all past due principal and interest is paid and the Bank deems its collateral position adequate to warrant a return to accrual status. At March 31, 2000 the Company had $118,000 in loans past due 90 days or more that were still accruing interest as compared to $179,000 for March 31, 1999. The loans were adequately secured to allow for the repayment of both the principal and interest due. At March 31, 2000 and 1999 the Company did not have any loans that meet the definition of "Troubled Debt Restructuring". In addition, there were no loans considered to be impaired. The Bank had $291,000 of nonaccrual loans at March 31, 2000 and $316,000 of nonaccrual loans at March 31, 1999. During the three months ended March 31, 2000, $39,000 was charged to the provision for loan losses compared to $30,000 for the three months ended March 31, 1999. At March 31, 2000 the allowance was $988,000 or 1.12% of total loans. This compares to an allowance of $794,000 or 1.23% of total loans as of March 31, 1999. For the three months ended March 31, 2000 the Bank had net recoveries of $54,000 compared to net charge-offs of $9,000 for the three months ended March 31, 1999. The following table summarizes loan charge-offs and recoveries by type of loan for the three months ended March 31, 2000 and 1999: Loan Type March 31, 2000 March 31, 1999 Charge-Off Recovery Charge-Off Recovery Real Estate $ 0 $ 0 $ 0 $ 0 Commercial and Industrial 0 32,000 0 0 Agricultural 0 25,000 0 3,000 Consumer 10,000 7,000 13,000 1,000 ------- ------- ------- ------- TOTALS $10,000 $64,000 $13,000 $ 4,000 ------- ------- ------- ------- The Bank has allocated its allowance for credit losses at the end of each period presented as follows: March 31, 2000 March 31, 1999 % of % of loans to loans to total total Balance at End of Period Applicable to: Amount Loans Amount Loans Commercial and agricultural $609,447 59% $456,738 59% Real Estate-construction 72,748 4% 32,813 4% Real Estate-mortgage 81,665 21% 65,650 21% Consumer 156,121 16% 121,562 16% -------- ---- -------- ---- Total Domestic 919,981 100% 676,763 100% ---- ---- Unallocated 68,494 117,213 -------- -------- TOTALS $988,475 100% $793,976 100% -------- ---- -------- ---- LIQUIDITY AND INTEREST RATE SENSITIVITY The Company must maintain an adequate liquidity position in order to respond to the short-term demand for funds caused by withdrawals from deposit accounts, extensions of credit and for the payment of operating expenses. Maintaining this position of adequate liquidity is accomplished through the management of a combination of liquid assets; those which can be converted into cash and access to additional sources of funds. Primary liquid assets of the Company are cash and due from banks, federal funds sold, investments held as "available for sale" and maturing loans. Federal funds purchased and loans from the Federal Home Loan Bank system represent the Company's primary source of immediate liquidity and were maintained at a level to meet immediate needs. Federal Funds Sold averaged approximately $991,000 and $6,756,000 for the three months ended March 31, 2000 and 1999, respectively. Maturities in the Company's loan and investment portfolios are monitored regularly to avoid matching short-term deposits with long-term loans and investments. Other assets and liabilities are also monitored to provide the proper balance between liquidity, safety, and profitability. This monitoring process must be continuous due to the constant flow of cash that is inherent in a financial institution. The Company actively manages its interest rate sensitive assets and liabilities to reduce the impact of interest rate fluctuations. In addition, the Bank monitors the interest rates paid on Certificates of Deposit as advertised by its competitors and strives to pay competitive interest rates to retain and attract Certificates of Deposit. Should competitive pressures dictate, the Bank may have to increase rates paid to retain the Certificates of the Deposit that mature in the next year and any increase in interest rates paid on Certificates of Deposit may reduce future Company earnings. The Bank also monitors the assets and liabilities that reprice each month to determine the impact on future earnings from anticipated repricings. At March 31, 2000 the Company's rate sensitive liabilities exceed rate sensitive assets due within one year by $15,408,000. As part of managing liquidity, the Company monitors its loan to deposit ratio on a daily basis. At March 31, 2000 the ratio was 84.6% which is within the Company's acceptable range. The Company experienced an increase in cash and cash equivalents, its primary source of liquidity, of $6,960,025 for the three months ended March 31, 2000. The primary source of cash flow for the three months ended March 31, 2000 was cash provided by financing activities of $11,484,657 which consisted of an increase in deposits of $10,646,713 and an increase in short term borrowing of $781,160. Cash outflow for the three months ended March 31, 2000 was primarily an increase in loans of $5,425,480. The Company's management believes its liquidity sources are adequate to meet its operating needs and does not know of any trends, events or uncertainties that may result in a significant adverse effect on the Company's operations or liquidity position. The following table illustrates the projected maturities and the repricing mechanisms of the major asset/liability categories of the Company as of March 31, 2000, based on certain assumptions. No prepayment rate assumptions have been made for the loan portfolio. Maturities and repricing dates for investments have been projected by applying the assumptions set forth below to contractual maturities and repricing dates. 1 Year 1 - 5 5 - 10 After or Less Years Years 10 Years Interest Earning Assets: Fed Funds Sold $ 8,326,000 Investment Securities $ 2,150,000 $ 7,400,000 $ 6,115,000 $ 2,635,000 Loans Variable Rate $11,970,000 Real Estate-Construction $ 6,602,000 $ 672,000 Real Estate-Other $ 7,784,000 $21,107,000 $ 794,000 $ 1,937,000 Commercial and Industrial $ 6,741,000 13,883,000 $ 295,000 Agricultural $ 2,452,000 $ 3,445,000 $ 773,000 Consumer $ 1,487,000 $ 6,074,000 $ 168,000 Other $ 544,000 $ 330,000 $ 787,000 -0- ----------- ----------- ----------- ----------- Total Interest Earning Assets $48,056,000 $52,911,000 $ 8,159,000 $ 5,345,000 Interest Bearing Liabilities: Interest Bearing Demand $ 4,865,000 Savings Deposits $ 5,973,000 $13,936,000 Money Market Accounts $ 1,006,000 $ 2,345,000 Certificates of Deposit $39,561,000 $11,349,000 Jumbo CD's $ 9,892,000 $ 880,000 IRA's $ 4,856,000 $ 703,000 Other $ 2,176,000 -0- -0- -0- ----------- ----------- ----------- ----------- Total Interest Bearing Liabilities $63,464,000 $12,932,000 -0- $21,146,000 ----------- ----------- ----------- ----------- Interest Sensitivity Gap per Period $(15,408,000) $39,979,000 $ 8,159,000 $(15,801,000) ------------- ----------- ----------- ------------- Cumulative Interest Sensitivity Gap $(15,408,000) $24,571,000 $32,730,000 $16,929,000 ------------- ----------- ----------- ----------- Interest Sensitivity Gap as a Percentage of Earning Assets (13.5%) 34.9% 7.2% (13.8%) Cumulative Sensitivity Gap as a Percentage of Earning Assets (13.5%) 21.4% 28.6% 14.8% PART II - OTHER INFORMATION Item 6. Exhibits and reports on Form 8-K (a) Exhibits 27 Financial Data Schedule (b) Reports on Form 8-K During the quarter ended March 31, 2000, the registrant did not file any reports on Form 8-K. 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. LUXEMBURG BANCSHARES, INC. -------------------------- (Registrant) /s/ John A. Slatky /s/ John H. Kaye - ------------------------------------ ----------------------------- John A. Slatky, John H. Kaye, C. P. A. President and Chief Executive Officer Treasurer (Principal Accounting Officer) Date: May 15, 2000 Date: May 15, 2000