1 FORM 10-Q -- QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 (As last amended in Rel. No. 34-26589, eff. 4/12/89) United States Securities and Exchange Commission FORM 10-Q (MARK ONE) [X] Quarterly Report Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934. For the period ended September 30, 1998 ---------------------------------------------------- [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934. For the transition period from to ------------- ------------- Commission File Number: 0-13655 ------------------------------------------------- Security Banc Corporation - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Ohio 31-1133284 - -------------------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 40 South Limestone Street, Springfield, OH 45502 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (937) 324-6920 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) - -------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report.) 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 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. X Yes No ----- ----- Indicate the number of shares outstanding of each of the registrant's classes of common stock. Class Outstanding at Oct. 15, 1998 - ------------------------------- ---------------------------- Common Stock, $1.5625 Par Value 12,152,364 2 SECURITY BANC CORPORATION AND SUBSIDIARIES INDEX PAGE NO. -------- Part I - Financial Information Item 1 - Financial Statements: Consolidated Condensed Balance Sheets Sept. 30, 1998 and December 31, l997. 3 Consolidated Condensed Statements of Income for the three (3) months ended Sept. 30, 1998 and Sept. 30, 1997. 4 Consolidated Condensed Statement of Income for the nine (9) months ended Sept. 30, 1998 and Sept. 30, 1997. 5 Consolidated Condensed Statements of Cash Flows for the nine (9) months ended Sept. 30, 1998 and Sept. 30, 1997. 6 Consolidated Condensed Statements of Shareholders Equity for the nine (9) months ended Sept. 30, 1997 and Sept. 30, 1998. 7 Notes to Consolidated Condensed Financial Statements. 8 Item 2 - Management's Discussion and Analysis of Condition and Results of Operations 9-15 Part II - Other Information 16 Signature 17 -2- 3 PART I ITEM 1 - FINANCIAL STATEMENTS SECURITY BANC CORPORATION CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED) Sept. 30 Dec 31 1998 1997 ---- ---- (in thousands) ASSETS Cash and due from banks $ 29,370 $ 33,043 Federal funds sold 21,525 52,655 -------- -------- TOTAL CASH AND CASH EQUIVALENT 50,895 85,698 -------- -------- Interest bearing deposits with other banks 2,700 2,700 Investments (Market Value $143,490 @9-30-98, $149,531 @ 12-31-97) 143,226 149,179 Loans: Commercial and agricultural 276,618 252,053 Real estate and mortgage 246,592 225,791 Consumer 80,823 84,161 -------- -------- TOTAL LOANS 604,033 562,005 Less: Allowance for Loan Losses 6,972 6,254 -------- -------- NET LOANS 597,061 555,751 Premises and Equipment 9,268 8,658 Other Assets 37,936 37,619 -------- -------- TOTAL ASSETS $841,086 $839,605 ======== ======== LIABILITIES Non-interest bearing deposits $120,008 $119,373 Interest bearing demand deposits 134,704 129,351 Savings deposits 154,195 151,119 Time deposits, $100,000 and over 46,503 41,745 Other time deposits 227,201 235,803 -------- -------- TOTAL DEPOSITS 682,611 677,391 Fed funds purchased and securities sold under agreement to repurchase 32,154 30,746 Federal Home Loan Bank Term Advances 5,732 16,333 Other liabilities 4,392 6,399 -------- -------- TOTAL LIABILITIES $724,889 $730,869 -------- -------- SHAREHOLDERS'S EQUITY Common Stock (Par Value $1.5625) $ 19,743 $ 19,707 Shares authorized 18,000,000 Shares issued 12,635,712 - 1998 12,600,082 - 1997 Surplus 21,993 21,831 Retained earnings 77,380 70,149 Accumulated other comprehensive income 353 242 Less: Treasury Stock, 483,348 shares 3,272 3,193 -------- -------- TOTAL SHAREHOLDERS' EQUITY 116,197 108,736 -------- -------- TOTAL LIABILITIES & SHAREHOLDER'S EQUITY $841,086 $839,605 ======== ======== See notes to Consolidated Condensed Financial Statements -3- 4 PART 1 ITEM 1 - FINANCIAL STATEMENTS SECURITY BANC CORPORATION CONSOLIDATED CONDENSED STATEMENT OF INCOME (UNAUDITED) Three Months Ended September 30 September 30 1998 1997 ---- ---- (in thousands except per share data) Interest Income $16,172 $15,830 Interest Expense 6,107 6,235 ------- ------- NET INTEREST INCOME 10,065 9,595 Provision for loan losses 870 700 ------- ------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 9,195 8,895 OTHER OPERATING INCOME Trust Income 435 384 Service charges on deposit accounts 798 794 Securities, Gains (Losses) 247 108 Other charges, rents and fees 764 694 ------- ------- TOTAL OTHER OPERATING INCOME 2,244 1,980 OPERATING EXPENSES Salaries and employee benefits 2,778 2,725 Equipment and occupancy expense 704 719 Other operating expense 2,288 2,383 ------- ------- TOTAL OPERATING EXPENSE 5,770 5,827 INCOME BEFORE TAXES 5,669 5,048 Income taxes (See Note B) 1,971 1,554 ------- ------- NET INCOME $ 3,698 $ 3,494 ======= ======= Basic earnings per share $ .30 $ .29 Diluted earnings per share $ .30 $ .29 Cash dividends per share $ .12 $ .105 Weighted average shares outstanding 12,145,656 12,118,350 See notes to Consolidated Condensed Financial Statements. -4- 5 SECURITY BANC CORPORATION CONSOLIDATED CONDENSED STATEMENT OF INCOME (UNAUDITED) Nine Months Ended September 30, September 30, 1998 1997 ---- ---- (in thousands except per share data) Interest Income $47,894 $46,820 Interest Expense 18,141 18,728 ------- ------- NET INTEREST INCOME 29,753 28,092 Provision for loan losses 1,270 1,100 ------- ------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 28,483 26,992 OTHER OPERATING INCOME Trust Income 1,221 1,151 Service charges on deposit accounts 2,357 2,128 Securities, Gains (Losses) 333 213 Other charges, rents and fees 2,239 1,687 ------- ------- TOTAL OTHER OPERATING INCOME 6,150 5,179 OPERATING EXPENSES Salaries and employee benefits 8,377 8,164 Equipment and occupancy expense 2,043 2,083 Other operating expense 6,813 6,794 ------- ------- TOTAL OPERATING EXPENSE 17,233 17,041 INCOME BEFORE TAXES 17,400 15,130 Income taxes (See Note B) 5,981 4,637 ------- ------- NET INCOME $11,419 $10,493 ======= ======= Basic earning per share $ .94 $ .87 Diluted earnings per share $ .93 $ .86 Cash dividends per share $ .345 $ .315 Weighted average shares outstanding 12,138,657 12,115,076 See notes to Consolidated Condensed Financial Statements. -5- 6 PART 1 ITEM 1 - FINANCIAL STATEMENTS SECURITY BANC CORPORATION CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED) Sept. 30 Sept. 30 1998 1997 ---- ---- (IN THOUSANDS) -------------- Cash Flows from Operating Activities: Net Income $ 11,419 $ 10,493 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 811 777 (Gain)/Loss on sale of the following: Investment Securities available for sale (333) (221) Other Assets (27) (103) Provision for loan losses 1,270 1,100 Amortization and accretion, net (341) (19) Amortization and core deposit intangible 506 592 Change in other operating assets and liabilities, net (16,914) (13,669) -------- --------- Total Adjustments (15,028) (11,543) -------- --------- NET CASH PROVIDED BY OPERATING ACTIVITIES $ (3,609) $ (1,050) Cash Flows From Investing Activities: Net increase in interest bearing deposits with other banks 0 4,035 Proceeds from maturities and sales of Investment securities available for sale 98,091 187,529 Proceeds from maturities of Investments held to maturity 8,859 12,366 Purchase of: Investment securities available for sale (94,430) (159,705) Investment securities held to maturity (5,850) (722) Increase in loans (42,326) (16,303) Proceeds from sale of other assets 15,797 5,694 Capital expenditures (1,418) (767) Net cash used in acquisition 0 (1,302) Purchase of insurance policies (1,876) 0 -------- --------- NET CASH USED IN INVESTING ACTIVITIES (23,153) 30,825 Cash Flows from Financing Activities: Net increase in demand deposits, NOW accounts and savings accounts 9,064 (638) Net decrease in certificates of deposit (3,844) (9,115) Net decrease in short-term borrowed funds (9,192) (5,952) Net purchase and sale of treasury stock (79) 0 Dividends paid (4,188) (3,816) Proceeds from exercise of stock options 198 143 -------- --------- NET CASH PROVIDED BY FINANCING ACTIVITIES (8,041) (19,378) Net decrease in cash and cash equivalents (34,803) 10,397 Cash and cash equivalents at beginning of year 85,698 49,827 -------- --------- Cash and cash equivalents at September 30 $ 50,895 $ 60,224 See Notes to Consolidated Financial Statements. -6- 7 SECURITY BANC CORORATION CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY (UNAUDITED) Accumulated Treasury Other Common Retained Stock Comprehensive Comprehensive (dollars in thousands, except per share amounts) Stock Surplus Earnings at Cost Income Income ==================================================================================================================================== BALANCE AT DECEMBER 31, 1996 $19,658 $21,670 $62,557 $(3,193) $102 Net Income 10,493 10,493 Other comprehensive income: Net unrealized gains on securities available for sale net of income taxes of $65 121 121 ------ Total comprehensive income 10,614 ====== Dividend distributions (5,119) Exercise of stock options 30 114 ==================================================================================================================================== BALANCE AT SEPTEMBER 30, 1997 19,688 21,784 67,931 (3,193) 223 ==================================================================================================================================== BALANCE AT DECEMBER 31, 1997 19,707 21,831 70,149 (3,193) 242 Net Income 11,419 11,419 Other comprehensive income: Net unrealized gains on securities available for sale net of income taxes of $60 111 111 ------ Total comprehensive income 11,530 ====== Cash dividends on Common Shares ($.345 per share) (4,188) Exercise of stock options 36 162 Purchase of Treasury Stock (79) ==================================================================================================================================== BALANCE AT SEPTEMBER 30, 1998 19,743 21,993 77,380 (3,272) 353 ==================================================================================================================================== See Notes to Consolidated Financial Statements (Unaudited) -7- 8 SECURITY BANC CORPORATION NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED) NOTE A -- Preparation In the opinion of management, the accompanying unaudited financial statements contain all adjustments consisting of normal re-occurring items necessary to present fairly the financial condition of the company as of Sept. 30, 1998 and the results of operations and cash flows for the nine month periods ended Sept.. 30, 1998 and Sept. 30, 1997. NOTE B - TAXES The effective tax rate of 34% is lower than the statutory 35% because of investments made in tax exempt municipal securities. The subsidiaries of Security Banc Corporation have approximately $11,079,000 invested in tax exempt municipal securities. NOTE C - SFAS No. 130 As of January 1, 1998, Security Banc Corporation adopted Statement of Financial Accounting Standard ("SFAS") No. 130, "Reporting Comprehensive Income". SFAS No. 130 establishes reporting and display standards for comprehensive income and its components in a full set of general purpose financial statements. Comprehensive income is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances arising from non-owner sources. The new statement requires Security's unrealized gains or losses on securities available-for-sale, which prior to adoption were reported as a separate component of shareholder's equity, to be included in other comprehensive income. Since SFAS No. 130 only requires additional information, it had no impact on Security's financial position or results of operation. Prior year financial statements have been reclassified to conform with the new requirements. Comprehensive income is presented in the Statement of Changes in Shareholders' Equity on page 6. NOTE D - Common Share Information All common share information is adjusted for the 2-for-1 stock split effective May 29, 1998. 8 9 PART 1 ITEM 2 SECURITY BANC CORPORATION MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following is management's discussion and analysis of certain significant factors which have affected the Registrant's financial condition and results of operations during the periods included in the consolidated financial statements enclosed with this filing. ECONOMIC OUTLOOK Through the first three quarters of 1998 the U. S. economy continued to perform well. Unemployment remained at 4.6% nationally and inflation continued to be almost non-existent at 1.6%. Consumer spending, which accounts for two-thirds of the total economy, remained strong. Consumer credit continued to grow as spending outpaced income in recent months. Automobile sales increased during September as manufacturers offered discounts. The housing market maintained its momentum as rates remained low. Overall, the year to date results have been very good. Looking into the future, it is difficult to see positive trends. As the global economic crisis has taken hold, its affect on the domestic front is beginning to show. Instability in the stock market has caused concern resulting in a steady decline in consumer confidence. A combination of slower exports and consumer spending could push the economy into its first recession since the early nineties. In these uncertain times, foreign and domestic economic policy play a large role in the outcome for the local and national economies. While a slowdown can be taken in stride, a long term recession could be difficult to handle. On the local scene there is confirmation of slowing activities. Sales levels and profit margins are beginning to feel downward pressure while the unemployment rate has increased slightly. The majority of our business customers are experiencing this moderation in activity. YEAR 2000 The federal government established guidelines and timetables for banks to follow in order to reach compliance in an efficient manner, and Security Banc Corporation is adhering to those standards. We are following the federal government's five step Y2K plan: awareness, assessment, renovation, implementation and validation. Security Banc Corporation began its first stage in August, 1997 and is currently in the renovation phase, which include hardware and software upgrades, vendor certification, and modification of any non-compliant systems. The Information Technology Association of America (ITAA), a trade organization, has certified the Bank's account information system, which indicates the system has the "core capabilities needed to handle the Year 2000 challenge." Security Banc Corporation has established a $100,000 budget for renovation and for the purchase of new Y2K compliant products. We feel that this will cover any expenses in our Y2K effort. Security Banc Corporation has also established a risk assessment list of all of our mission critical vendors. This list is updated weekly and is presented to the Corporate Y2K committee for their review. Contingency plans have also been developed by the Security Banc Corporation's Year 2000 Committee for each of these mission critical vendors. -9- 10 RESULTS OF OPERATIONS Net income was $11,419,000 for the first nine months of 1998, compared to $10,493,000 for the same period in 1997. Basic earnings per share were $.94 for the first nine months, an 8% increase over last year's $.87. Diluted earnings per share were $.93 for the first nine months, a 9% increase over last year's $.86. Total assets were $841,086,000 at September 30, 1998 compared to 1997's assets of $807,385,000. For the first nine months of 1998, return on average equity was 13.48% and return on average assets was 1.81%. Interest and fees on loans increased to $39,501,000 for the nine months ended September 30, 1998 compared to $37,257,000 for the nine months ending September 30, 1997. Average loans were $577,730,000 and $547,742,000 at September 30, 1998 and 1997 respectively, a 5% increase. Income from securities decreased to $6,137,000 from $8,475,000 for the nine months ended September 30, 1998 and 1997 respectively. The decrease occurred primarily because of municipal obligations maturing or being called over the last year. The average outstanding for securities were $139,979,000 and $189,280,000 at September 30, 1998 and 1997 respectively, a 26% decrease. Interest income from Fed Funds sold and other interest bearing assets increased to $2,256,000 at September 30, 1998 compared to $1,088,000 for the nine months ended September 30, 1997. The average outstanding for Fed Funds and interest bearing deposits were $52,926,000 and $26,394,000 at September 30, 1998 and 1997 respectively, a 101% increase. Interest bearing liabilities average outstanding at September 30, 1998 were $601,724,000 compared to $608,499,000 at September 30, 1997. Interest expense decreased to $18,141,000 at September 30, 1998 from $18,728,000 at September 30, 1997, a 3% decrease. Net interest income on a fully taxable equivalent basis for the first nine months of 1998 was $30,012,000 compared to the $28,800,000 realized in the same period of 1997. Market value per share was $38.50 at September 30, 1998 as compared to $25.25 at September 30, 1997. Book value per share was $9.56 at September 30, 1998 and $8.78 at September 30, 1997. The efficiency ratio was 47% and 50% respectively for September 30, 1998 and September 30, 1997. -10- 11 PART 1 ITEM 2 (CONT'D.) ANALYSIS OF THE ALLOWANCE FOR LOAN LOSSES For Period Ending September 30 1998 (000's) 1997 ---- ---- Balance at beginning of period 6,254 6,827 Charge-offs: Domestic: Commercial, financial and agriculture (666) (951) Real estate -- construction 0 0 Real estate - mortgage (288) 0 Installment loans to individuals (738) (871) Lease financing 0 0 ------- ------- (1,692) (1,822) Recoveries: Domestic: Commercial, financial and agriculture 823 46 Real estate -- construction 0 0 Real estate -- mortgage 69 13 Installment loans to individuals 248 179 Lease financing 0 0 ------- ------- 1,140 238 Net charge-offs (552) (1,584) Additions charged to operations 1,270 1,100 ------- ------- Balance at end of period $ 6,972 $ 6,343 Ratio of net charge-offs during the period of average loans outstanding during the period (.10%) (.29%) Beginning in 1995, the Company adopted Financial Accounting Standards Board Statement No. 114, "Accounting by Creditors for Impairment of a Loan". Under the new standard, the allowance for credit losses related to loans that are identified for evaluation in accordance with Statement 114 is based on discounted cash flows using the loan's initial effective interest rate or the fair value of the collateral for certain collateral dependent loans. Prior to 1995, the allowance for credit losses related to these loans was based on undiscounted cash flows or the fair value of the collateral for collateral dependent loans. The following table presents data concerning loans at risk at the end of each period. (000s). December 31 Sept. 30, --------------------------------------- 1998 1997 1996 1995 1994 ---- ---- ---- ---- ---- Non-accrual loans $1,140 $3,417 $4,123 $2,772 $2,598 Accruing loans past due 90 days or more 786 1,537 1,709 1,543 561 Restructured loans 325 333 0 0 0 Other real estate owned 1,531 258 256 0 0 Total other operating income was $6,150,000 and $5,179,000 during the first nine months of 1998 and 1997 respectively. Trust income increased 6%. There was an 11% increase in service charges on deposits, and a 33% increase in other charges, rents and fees. Total securities gains for the first nine months of 1998 were $333,000 or $216,000 after tax. Total securities gains for the same period of 1997 were $213,000 or $138,000 after tax. -11- 12 PART 1 ITEM 2 - PAGE 2 SECURITY BANC CORPORATION MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) Total operating expenses increased $192,000 during the first nine months, 1% over the similar period of 1997. Salaries, wages and employee benefits increased 3% over 1997. Equipment and net occupancy expenses during the first nine months were $2,043,000 and $2,083,000 for 1998 and 1997 respectively, which reflects a 2% decrease. Other operating expenses increased $19,000 compared to 1997. The Corporation continues to look for opportunities to maximize Other Income and reduce Other Expense, thus enhancing the efficiency ratio. MATERIAL CHANGES IN FINANCIAL CONDITION - --------------------------------------- The material changes (5% or greater) on the consolidated condensed balance sheets are: Cash and due from Banks - (decrease of 11%) because of decrease in cash letter settlement. Federal Funds Sold - (decrease of 59%) because of increased loan demand. Commercial and Agricultural Loans - (increase of 10%) because of strong local economy and loan officer activity. Real Estate and Mortgage Loans - (increase of 9%) due to refinancing and favorable rates. Allowance for Loan Loss - (increase of 11%) due to increase in provision. Premises and Equipment - (increase of 7%) because of capital expenditures exceeding depreciation. Time Deposits, $100,000 and over - (increase of 11%) due to increase of public fund money. FHLB Advances - (decrease of 62%) because the subsidiaries of the Corporation are selling and buying overnight Fed Funds from each other reducing the need to borrow externally. Other Liabilities - (decrease 31%) due to decrease in deferred taxes and FIT payable. CAPITAL RESOURCES - ----------------- The table below illustrates the Company's subsidiary banks regulatory capital ratios at Sept. 30, 1998 under the year end 1992 requirements: (000s) Tier 1 Capital $103,688 Tier 2 Capital 6,972 -------- TOTAL QUALIFYING CAPITAL $110,660 -------- Risk Adjusted Total Assets (including off balance exposures) $582,325 ======== Tier 1 Risk-Based Capital Ratio 17.81% Total Risk-Based Capital Ratio 19.00% Tier 1 Leverage Ratio 12.39% LIQUIDITY - --------- The subsidiaries of the Corporation Static Gap analysis is presented on pages 12, 13, and 14. -12- 13 THIRD SAVINGS "NEXT FOUR QUARTERS" ASSET/LIABILITY MANAGEMENT STATIC GAP ANALYSIS (000S) IMMEDIATELY ADJUSTABLE END OF 12/98 END OF 3/99 END OF 6/99 END OF 9/99 RUNOFFS RATE RUNOFFS RATE RUNOFFS RATE RUNOFFS RATE RUNOFFS RATE Total Investment Securities 1,382 6.30% 0 0.00% 0 0.00% 0 0.00% 0 0.00% Total Short Term Investment 2,250 5.24% 0 0.00% 0 0.00% 0 0.00% 0 0.00% Net Loans 23,923 9.61% 8,826 8.33% 8,476 8.41% 13,265 8.14% 10,742 8.26% Total Earning Assets 27,555 9.08% 8,826 8.33% 8,476 8.41% 13,265 8.14% 10,742 8.26% Total Non-Earning Assets 328 9.73% 0 0.00% 0 0.00% 0 0.00% 0 0.00% Total Assets 27,882 9.09% 8,826 8.33% 8,476 8.41% 13,265 8.14% 10,742 8.26% Total Noninterest Bearing Deposits 0 0.00% 2,973 0.00% 0 0.00% 0 0.00% 0 0.00% Total Interest Bearing Deposits 2,036 5.75% 12,607 5.37% 11,205 5.41% 14,750 5.64% 18,012 5.54% Total Deposits 2,036 5.75% 15,580 4.35% 11,205 5.41% 14,750 5.64% 18,012 5.54% Total Other Interest Bearing Liabilities 14,000 5.36% 0 0.00% 0 0.00% 0 0.00% 0 0.00% Total Other Liabilities 0 0.00% 0 0.00% 0 0.00% 0 0.00% 0 0.00% Total Liabilities 16,036 5.41% 15,580 4.35% 11,205 5.41% 14,750 5.64% 18,012 5.54% Total Equity Capital 0 0.00% 0 0.00% 0 0.00% 0 0.00% 0 0.00% Total Liabilities and Capital 16,036 5.41% 15,580 4.35% 11,205 5.41% 14,750 5.64% 18,012 5.54% Interval GAP 11,847 (6,754) (2,729) (1,485) (7,270) Cumulative GAP 11,847 5,093 2,364 879 (6,391) Interval GAP/Total Assets 7.07% (4.03%) (1.63%) (0.89%) (4.34%) Cumulative GAP/Total Assets 7.07% 3.04% 1.41% 0.52% (3.82%) Interval GAP/Earning Assets 7.73% (2.54%) (1.83%) (1.00%) (4.88%) Cumulative GAP/Earning Assets 7.73% 5.19% 3.36% 2.36% (2.51%) Interval Spread: Earning Assets 3.67% 2.96% 2.99% 2.50% 2.72% Interval Spread: Total Assets 3.68% 3.98% 2.99% 2.50% 2.72% -13- 14 SECURITY NATIONAL "NEXT FOUR QUARTERS" ASSET/LIABILITY MANAGEMENT STATIC GAP ANALYSIS (000S) IMMEDIATELY ADJUSTABLE END OF 12/98 END OF 3/99 END OF 6/99 END OF 9/99 RUNOFFS RATE RUNOFFS RATE RUNOFFS RATE RUNOFFS RATE RUNOFFS RATE Total Investment Securities 51 5.44% 20,229 5.90% 5,000 5.50% 0 0.00% 25,000 5.82% Total Short Term Investment 24,300 5.00% 0 0.00% 0 0.00% 0 0.00% 0 0.00% Net Loans 61,596 8.49% 31,218 9.05% 27,170 8.90% 20,418 9.09% 19,115 8.91% Total Earning Assets 85,947 7.50% 51,447 7.81% 32,170 8.37% 20,418 9.09% 44,115 7.16% Total Non-Earning Assets 1,301 9.46% 0 0.00% 0 0.00% 0 0.00% 0 0.00% Total Assets 87,248 7.53% 51,447 7.81% 32,170 8.37% 20,418 9.09% 44,115 7.16% Total Noninterest Bearing Deposits 0 0.00% 0 0.00% 0 0.00% 0 0.00% 0 0.00% Total Interest Bearing Deposits 4,988 4.19% 25,339 4.65% 73,517 4.14% 63,881 4.12% 46,159 3.54% Total Deposits 4,988 4.19% 25,339 4.65% 73,517 4.14% 63,881 4.12% 46,159 3.54% Total Other Interest Bearing Liabilities 30,030 4.00% 0 0.00% 0 0.00% 0 0.00% 0 0.00% Total Other Liabilities 0 0.00% 0 0.00% 0 0.00% 0 0.00% 0 0.00% Total Liabilities 35,018 4.03% 25,339 4.65% 73,517 4.14% 63,881 4.12% 46,159 3.54% Total Equity Capital 0 0.00% 0 0.00% 0 0.00% 0 0.00% 0 0.00% Total Liabilities and Capital 35,018 4.03% 25,339 4.65% 73,517 4.14% 63,881 4.12% 46,159 3.54% Interval GAP 52,230 26,108 (41,348) (43,464) (2,044) Cumulative GAP 52,230 78,338 36,990 (6,474) (8,518) Interval GAP/Total Assets 9.42% 4.71% (7.46%) (7.84%) (0.37%) Cumulative GAP/Total Assets 9.42% 14.13% 6.67% (1.17%) (1.54%) Interval GAP/ Earning Assets 9.75% 5.08% (8.04%) (8.45%) (0.40%) Cumulative GAP/Earning Assets 9.75% 14.82% 6.78% (1.67%) (2.07%) Interval Spread: Earning Assets 3.55% 3.15% 4.23% 4.97% 3.62% Interval Spread: Total Assets 3.50% 3.15% 4.23% 4.97% 3.62% -14- 15 CITIZENS NATIONAL "NEXT FOUR QUARTERS" ASSET/LIABILITY MANAGEMENT STATIC GAP ANALYSIS (000S) IMMEDIATELY ADJUSTABLE END OF 12/98 END OF 3/99 END OF 6/99 END OF 9/99 RUNOFFS RATE RUNOFFS RATE RUNOFFS RATE RUNOFFS RATE RUNOFFS RATE Total Investment Securities 500 4.88% 7,782 5.79% 5,400 5.27% 2,500 5.99% 2,510 5.98% Total Short Term Investment 4,325 5.50% 500 6.51% 2,200 6.00% 0 0.00% 0 0.00% Net Loans 14,414 9.48% 4,577 8.36% 9,536 8.27% 2,039 8.50% 9,079 8.15% Total Earning Assets 19,239 8.47% 12,859 6.73% 17,136 7.03% 4,539 7.12% 11,589 7.68% Total Non-Earning Assets 763 8.54% 0 0.00% 0 0.00% 0 0.00% 0 0.00% Total Assets 20,002 8.47% 12,859 6.73% 17,136 7.03% 4,539 7.12% 11,589 7.68% Total Noninterest Bearing Deposits 0 0.00% 0 0.00% 0 0.00% 0 0.00% 0 0.00% Total Interest Bearing Deposits 0 0.00% 34,179 2.92% 6,253 4.94% 5,166 5.02% 32,127 3.08% Total Deposits 0 0.00% 34,179 2.92% 6,253 4.94% 5,166 5.02% 32,127 3.08% Total Other Interest Bearing Liabilities 326 5.25% 153 2.96% 0 0.00% 0 0.00% 0 0.00% Total Other Liabilities 0 0.00% 0 0.00% 0 0.00% 0 0.00% 0 0.00% Total Liabilities 326 5.25% 34,331 2.92% 6,253 4.94% 5,166 5.02% 32,127 3.08% Total Equity Capital 0 0.00% 0 0.00% 0 0.00% 0 0.00% 0 0.00% Total Liabilities and Capital 326 5.25% 34,331 2.92% 6,253 4.94% 5,166 5.02% 32,127 3.08% Interval GAP 19,676 (21,472) 10,883 (627) (20,539) Cumulative GAP 19,676 (1,797) 9,087 8,459 (12,079) Interval GAP/Total Assets 14.46% (15.78%) 8.00% (0.46%) (15.09%) Cumulative GAP/Total Assets 14.46% (1.32%) 6.68% 6.22% (8.88%) Interval GAP/Earning Assets 15.35% (17.51%) 8.84% (0.51%) (16.67%) Cumulative GAP/Earning Assets 15.35% (2.16%) 6.68% 6.17% (10.50%) Interval Spread: Earning Assets 3.22% 3.87% 2.10% 2.10% 4.60% Interval Spread: Total Assets 3.22% 3.82% 2.10% 2.10% 4.60% -15- 16 SECURITY BANC CORPORATION PART II - OTHER INFORMATION ITEM 1 Legal Proceedings Inapplicable ITEM 2 Changes in Securities Inapplicable ITEM 3 Defaults upon Senior Securities Inapplicable ITEM 4 Submission of Matters to a Vote of Security Holders Inapplicable ITEM 5 Other Information Inapplicable ITEM 6 Exhibits and Reports on Form 8-K 27 - Financial Data Schedule No reports on Form 8K have been filed during the quarter for which this report is filed. -16- 17 SECURITY BANC CORPORATION SIGNATURE 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. SECURITY BANC CORPORATION By /s/ Thomas L. Miller ------------------------------------- Thomas L. Miller Vice President/Controller By /s/ J. William Stapleton ------------------------------------- J. William Stapleton Executive Vice President/CFO November 6, 1998 -17-