- Annual Report of Employee Stock Plans (11-K)
June 27 2011 - 5:01PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS
AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One)
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þ
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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended December 31, 2010
OR
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o
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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from _________________ to ________________.
Commission file number : 001-12991
A.
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Full title of the plan and the address of the plan, if different from that of the issuer named
below:
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BancorpSouth, Inc. 401(k) Profit-Sharing Plan
B.
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Name of issuer of the securities held pursuant to the plan and the address of its principal
executive office:
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BancorpSouth, Inc.
One Mississippi Plaza
201 South Spring Street
Tupelo, Mississippi 38804
BANCORPSOUTH, INC. 401(k) PROFIT-SHARING PLAN
Financial Statements and Supplemental Schedules
December 31, 2010 and 2009
(With Report of Independent Registered Public Accounting Firm)
BANCORPSOUTH, INC. 401(k) PROFIT-SHARING PLAN
Table of Contents
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Page
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1
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2
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3
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4
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Supplemental Schedules:
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11
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EX-23.1
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Report of Independent Registered Public Accounting Firm
The Retirement Committee of the Board of Directors
BancorpSouth, Inc.:
We have audited the accompanying statements of net assets available for plan benefits of the
BancorpSouth, Inc. 401(k) Profit-Sharing Plan (the Plan) as of December 31, 2010 and 2009, and the
related statements of changes in net assets available for plan benefits for the years then ended.
These financial statements are the responsibility of the Plans management. Our responsibility is
to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material
respects, the net assets available for plan benefits of the Plan as of December 31, 2010 and 2009,
and the changes in net assets available for plan benefits for the years then ended, in conformity
with U.S. generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic financial statements
taken as a whole. The supplemental schedule, Schedule H, Line 4i Schedule of Assets (Held at
End of Year) as of December 31, 2010, is presented for the
purpose of additional analysis and is not a required part of the
basic financial statements but is supplementary information required by
the Department of Labors Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. This supplemental schedule
is the responsibility of the Plans management. The supplemental
schedule has been subjected to the auditing procedures
applied in the audits of the basic financial statements and, in our
opinion, is fairly stated in
all material respects in relation to the basic financial statements taken as a whole.
/s/ KPMG
LLP
Memphis, Tennessee
June 27, 2011
1
BANCORPSOUTH, INC. 401(k) PROFIT-SHARING PLAN
Statements of Net Assets Available for Plan Benefits
December 31, 2010 and 2009
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2010
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2009
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Investments, at fair value:
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Common stock of BancorpSouth, Inc.
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$
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106,414,910
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$
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140,607,038
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Mutual funds
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98,394,728
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79,076,661
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Common/collective trust fund
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44,318,159
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43,235,625
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249,127,797
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262,919,324
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Contributions receivable:
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Employer salary deferral match
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301,967
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305,709
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Employer profit-sharing
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1,342,647
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1,209,289
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Notes receivable from participants
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516,000
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472,257
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Accrued interest and dividends receivable
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1,668,152
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1,506,215
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Cash
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112,083
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6,451
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Net assets reflecting all investments at fair value
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253,068,646
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266,419,245
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Adjustment from fair value to contract value for interest in
common/collective trust fund relating to fully
benefit-responsive
investment contracts
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(1,466,814
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(1,147,154
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Net assets available for plan benefits
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$
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251,601,832
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$
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265,272,091
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See accompanying notes to financial statements.
2
BANCORPSOUTH, INC. 401(k) PROFIT-SHARING PLAN
Statements of Changes in Net Assets Available for Plan Benefits
Years ended December 31, 2010 and 2009
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2010
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2009
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Investment income (loss):
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Net appreciation (depreciation) in investments
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$
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(35,927,272
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$
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15,048,130
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Interest and dividends
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8,800,740
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8,134,838
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Total investment income
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(27,126,532
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23,182,968
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Interest income from notes receivable from participants
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25,536
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30,304
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Net investment and interest income
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(27,100,996
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23,213,272
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Contributions:
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Employer salary deferral match
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8,624,430
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8,393,938
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Employer profit-sharing
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1,342,647
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1,209,289
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Employee salary deferral
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13,393,924
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13,231,001
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Total contributions
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23,361,001
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22,834,228
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Benefits paid to participants
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(9,930,264
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(8,938,867
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Net increase (decrease)
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(13,670,259
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37,108,632
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Net assets available for plan benefits:
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Beginning of year
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265,272,091
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228,163,458
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End of year
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$
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251,601,832
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$
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265,272,091
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See accompanying notes to financial statements.
3
BANCORPSOUTH, INC. 401(K) PROFIT-SHARING PLAN
Notes to Financial Statements
December 31, 2010 and 2009
(1)
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Description of Plan
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The following description of the BancorpSouth, Inc. 401(k) Profit-Sharing Plan, formerly known
as BancorpSouth, Inc. Amended and Restated Salary Deferral Profit Sharing Employee Stock
Ownership Plan (the Plan), provides only general information. Participants should refer to the
Plan document for a complete description of the Plans provisions.
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(a)
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General
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The Plan was adopted by BancorpSouth, Inc. (the Company) effective January 1, 1984. It
is a defined contribution retirement plan with two componentsan employee stock
ownership component and a profit sharing component with a 401(k) feature. Employees who
have completed one year of service and attained the age of 18 are eligible to participate
in the Plan with regards to elective deferrals and employer matching contributions.
Employees who completed their first hour of service on or after January 1, 2006 and have
attained the age of 21 are eligible to participate in the employer profit-sharing
contributions. The Plan is subject to the provisions of the Employee Retirement Income
Security Act of 1974, as amended (ERISA).
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(b)
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Contributions
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Plan participants contribute to the Plan by electing to defer between 1% and 25% of their
pretax annual compensation, in whole percentages, up to the maximum amount allowed by the
Internal Revenue Code ($16,500 in 2010 and 2009). The Company matches 100% of amounts
contributed by the participants to the Plan up to 5% of their annual compensation.
Beginning in 2006, the Company began making a profit-sharing contribution equaling 2% of
each eligible employees compensation. Only employees who are not eligible to
participate in the Companys defined benefit retirement plan are eligible for this
profit-sharing contribution. For all purposes, compensation is all amounts paid to
employees for services, but excluding extraordinary items such as moving expenses and
bonuses.
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Prior to January 1, 2007, the matching Company contribution was invested in common stock
of the Company (nonparticipant-directed), while participant and profit-sharing
contributions could be invested in common stock of the Company or in any of the other
investment options available under the Plan. The Plan provided that after age 55 and ten
years of service, a participant could, with some limitations, redirect the
nonparticipant-directed investments in Company common stock to any of the other
investment options. Effective January 1, 2007, all participants may redirect the
investment of funds invested in Company common stock and the prospective matching Company
contribution into any of the other investment options.
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(c)
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Investment Programs
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The investment programs of the Plan as of December 31, 2010 were as follows: Federated
Capital Preservation Fund; American Funds Europacific Growth Fund R4; American Funds
Income Fund of America R4; DWS Dreman Small Cap Value Fund A; Federated Kaufmann Fund
Class A; Federated Total Return Bond Fund IS; Fidelity Advisor Short Fixed Income A;
Mutual Global Discovery Fund A; Nationwide Investor Destination Moderate Conservative
A; Neuberger Berman Genesis Fund A; Oppenheimer Global Fund A; Royce Value Plus
Service; T. Rowe Price Growth Stock Fund Adv.; T. Rowe Price Mid-Cap Growth Fund Adv.;
T. Rowe Price Retirement Income Fund Adv.; T. Rowe Price Retirement 2010 Adv.; T.
Rowe Price Retirement 2020 Adv.; T. Rowe Price Retirement 2030 Adv.; T. Rowe Price
Retirement 2040 Adv.; T. Rowe Price Retirement 2050
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(Continued)
4
BANCORPSOUTH, INC. 401(K) PROFIT-SHARING PLAN
Notes to Financial Statements
December 31, 2010 and 2009
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Adv.; Vanguard 500 Index Signal;
Vanguard Mid Cap Index Fund Signal; Vanguard Selected Value Fund Inv; and Van Kampen
Growth & Income Fund A. The investment options also include common stock of the Company.
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(d)
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Administration
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The Plan is administered by a committee appointed by the board of directors of the
Company (the plan administrator). The plan administrator is responsible for general
administration of the Plan and interpretation and execution of the Plans provisions.
BancorpSouth Bank is the Plan trustee.
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(e)
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Participants Accounts
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Separate accounts are maintained for each participant. All amounts contributed by the
participant, together with earnings or losses thereon, are maintained in an employee
deferral account. Matching amounts contributed by the Company are maintained in a
separate employer contribution account, together with earnings or losses thereon.
Profit-sharing contributions contributed by the Company are maintained in a
profit-sharing account together with earnings or losses thereon.
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(f)
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Notes Receivable from Participants
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Participants may borrow from their employee deferral and employer contribution accounts a
minimum of $1,000 up to a maximum of $50,000 or 50% of their account balance, whichever
is less. The loans are secured by the balance in the participants account and bear
interest at commercially reasonable rates as determined under the Plan. At December 31,
2010, interest rates on outstanding participant loans ranged from 4.25% to 9.25%.
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(g)
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Vesting
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Both the employee deferral and employer contribution accounts are 100% vested and
nonforfeitable at all times. The profit-sharing account is vested after three years of
service.
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(h)
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Payment of Benefits
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Upon termination of service, death or permanent disability, a participant may elect to
receive either a lump-sum amount equal to the value of his or her account, or
proportionate monthly installments over a period not to exceed 15 years. For non-spouse
beneficiaries, the monthly benefits cannot be paid over a period longer than a
participants life expectancy or for more than five years following his or her death. For
distributions from a participants holdings of Company common stock, the participant may
elect to receive common stock of the Company or cash equal to the fair value of the
common stock that otherwise would have been distributed. In addition, a participant may
elect to receive a distribution of cash dividends that are paid on the Company common
stock allocated to the participants account in the Plan.
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(i)
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Plan Termination
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Although the Company has not expressed any intent to do so, it has the right under the
Plan to discontinue its contributions at any time and to terminate the Plan subject to
the provisions of ERISA.
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(Continued)
5
BANCORPSOUTH, INC. 401(K) PROFIT-SHARING PLAN
Notes to Financial Statements
December 31, 2010 and 2009
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(j)
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Expenses
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Administrative expenses of the Plan are paid directly or reimbursed to the Plan by the
Company, which is the Plan sponsor.
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(k)
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Forfeited Accounts
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At December 31, 2010, forfeited non-vested accounts totaled $100,960. These accounts
will be used to reduce future employer contributions.
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(2)
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Summary of Significant Accounting Policies
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(a)
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Basis of Presentation
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The financial statements of the Plan are prepared under the accrual method of accounting
with the exception of benefit payments, which are recorded when paid.
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Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC)
Topic 946-210,
Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain
Investment Companies Subject to the AICPA Investment Company Guide and
Defined-Contribution Health and Welfare and Pension Plans
, requires the Statement of Net
Assets Available for Plan Benefits present the fair value of the Plans investments as
well as the adjustment from fair value to contract value for any directly-held or
indirectly-held fully benefit-responsive investment contracts. The Statements of Changes
in Net Assets Available for Plan Benefits are prepared on a contract value basis for the
fully benefit-responsive investment contracts.
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(b)
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Investments
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Purchases and sales of investments are recorded on a trade-date basis. Interest income is
recorded on the accrual basis. Dividends are recorded on the ex-dividend date.
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Quoted market prices are used to value the investments in mutual funds and Company common
stock.
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The interest in the common/collective trust fund is presented at fair value on the
Statements of Net Assets Available for Plan Benefits, which is based upon its reported
net asset value. The fair value of the guaranteed investment contracts is determined by
discounting the expected cash flows based on current market interest rates of similar
instruments with comparable durations. The fair value of the synthetic guaranteed
investment contracts is determined by the fair value of the underlying assets. The
interest in the common/collective trust fund is also stated at contract value because its
underlying investments consist of guaranteed investment contracts that are fully
benefit-responsive, which is equal to the value of deposits plus interest accrued at the
contract rate, less withdrawals. As provided in relevant accounting pronouncements, an
investment contract is generally valued at contract value, rather than fair value, to the
extent it is fully benefit-responsive.
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(c)
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Notes Receivable from Participants
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Participant loans are recorded at amortized cost, which is equal to the unpaid principal
balance and any accrued interest.
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(Continued)
6
BANCORPSOUTH, INC. 401(K) PROFIT-SHARING PLAN
Notes to Financial Statements
December 31, 2010 and 2009
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(d)
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Payment of Benefits
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Benefits are recorded when paid.
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(e)
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Income Taxes
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The Plan is exempt from federal income taxes in accordance with the provisions of the
Internal Revenue Code of 1986, as amended (IRC), pursuant to a favorable determination
letter, dated February 20, 2009, from the Internal Revenue Service. The plan
administrator believes that the Plan is designed and is currently being operated in
compliance with the applicable requirements of the IRC. Accordingly, no provision has
been made for federal income taxes in the accompanying financial statements. Amounts
contributed by the Company are not taxed to the participant until a distribution from the
Plan is received.
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Accounting principles generally accepted in the United States of America require Plan
management to evaluate tax positions taken by the Plan and recognize a tax liability (or
asset) if the Plan has taken
an uncertain position that more likely than not would not be sustained upon examination
by the Internal Revenue Service. The Plan Administrator has confirmed that there are no
uncertain positions taken that would require recognition of a liability (or asset) or
disclosure in the financial statements.
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(f)
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Use of Estimates
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The preparation of financial statements in conformity with U.S. generally accepted
accounting principles requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amounts of income
and expenses during the period. Actual results could differ from those estimates.
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(g)
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Adoption of New Accounting Standard
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In January 2010, the Financial Accounting Standards Board (FASB) issued Accounting
Standards Update (ASU) No. 2010-06 which amends Accounting Standards Codification (ASC)
820, Fair Value Measurements and Disclosures, adding new disclosure requirements for
Levels 1 and 2, separate disclosures of purchases, sales, issuances and settlements
relating to Level 3 measurements and clarification of existing fair value disclosures.
The Plan prospectively adopted the new guidance in 2010. The adoption in 2010 did not
materially affect, and the future adoption is not expected to materially affect, the
Plans financial statements.
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In September 2010, the FASB issued guidance clarifying the classification and measurement
of participant loans by defined contribution pension plans. That guidance requires that
participant loans be classified as notes receivable from participants and measured at
their unpaid principal balance, plus any accrued but unpaid interest. The Plan has
adopted this new guidance in its December 31, 2010 financial statements and has reported
participant loans of $516,000 and $472,257 as of December 31, 2010 and
2009, respectively, as notes receivable from participants. Net assets of the Plan were
not affected by the adoption of this new guidance.
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(Continued)
7
BANCORPSOUTH, INC. 401(K) PROFIT-SHARING PLAN
Notes to Financial Statements
December 31, 2010 and 2009
(3)
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Investments
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The following investments represent 5% or more of the Plans net assets available for plan
benefits:
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December 31
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2010
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2009
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Common Stock of Bancorp South, Inc.
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$
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106,414,910
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$
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140,607,038
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Federated Capital Preservation Fund, at contract value
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42,851,345
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42,088,471
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Federated Total Return Bond Fund IS
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19,230,424
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17,321,803
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The Plans investments, including investments bought, sold and held during the year
appreciated (depreciated) in value during the years ended December 31, 2010 and 2009,
respectively, as follows:
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2010
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2009
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Net appreciation (depreciation) in investments
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Mutual funds
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$
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6,605,185
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$
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13,448,810
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Common stock of Bancorp South, Inc.
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(42,532,457
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)
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1,599,320
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Net appreciation (depreciation) in investments
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$
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(35,927,272
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)
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$
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15,048,130
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Dividend income earned from the investment in Company common stock, a party-in-interest
and a related party, was $5,634,917 and $5,344,739 for the years ended December 31, 2010 and
2009, respectively.
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As of June 27, 2011 the fair value of the investments held by the Plan as of December
31, 2010 had declined approximately 10% including a 23% decline in the Companys common stock.
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(4)
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Fair Value Measurements
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FASB ASC Topic 820,
Fair Value Measurements (ASC Topic 820)
, establishes a fair value
hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The
following table sets forth by level, within the ASC Topic 820 fair value hierarchy, the Plans
investments at fair value as of December 31, 2010 and 2009:
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(Continued)
8
BANCORPSOUTH, INC. 401(K) PROFIT-SHARING PLAN
Notes to Financial Statements
December 31, 2010 and 2009
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Investments at Fair Value as of December 31, 2010
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Level 1
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Level 2
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Level 3
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Total
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Mutual Funds:
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Asset Allocation
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$
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10,265,926
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$
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10,265,926
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Balanced
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7,605,292
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7,605,292
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Bond
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21,021,172
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|
|
|
|
|
|
21,021,172
|
|
International
|
|
|
10,121,314
|
|
|
|
|
|
|
|
|
|
|
|
10,121,314
|
|
Large Cap
|
|
|
24,662,990
|
|
|
|
|
|
|
|
|
|
|
|
24,662,990
|
|
Mid Cap
|
|
|
15,596,246
|
|
|
|
|
|
|
|
|
|
|
|
15,596,246
|
|
Small Cap
|
|
|
9,121,788
|
|
|
|
|
|
|
|
|
|
|
|
9,121,788
|
|
|
|
|
Total Mutual funds
|
|
|
98,394,728
|
|
|
|
|
|
|
|
|
|
|
|
98,394,728
|
|
Common stock of BancorpSouth, Inc.
|
|
|
106,414,910
|
|
|
|
|
|
|
|
|
|
|
|
106,414,910
|
|
Common/collective trust fund
|
|
|
|
|
|
$
|
44,318,159
|
|
|
|
|
|
|
|
44,318,159
|
|
|
|
|
Total investments at fair value
|
|
$
|
204,809,638
|
|
|
$
|
44,318,159
|
|
|
|
|
|
|
$
|
249,127,797
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments at Fair Value as of December 31, 2009
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
Mutual Funds:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asset Allocation
|
|
$
|
6,883,452
|
|
|
|
|
|
|
|
|
|
|
$
|
6,883,452
|
|
Balanced
|
|
|
6,643,110
|
|
|
|
|
|
|
|
|
|
|
|
6,643,110
|
|
Bond
|
|
|
18,932,882
|
|
|
|
|
|
|
|
|
|
|
|
18,932,882
|
|
International
|
|
|
8,280,317
|
|
|
|
|
|
|
|
|
|
|
|
8,280,317
|
|
Large Cap
|
|
|
20,073,810
|
|
|
|
|
|
|
|
|
|
|
|
20,073,810
|
|
Mid Cap
|
|
|
11,360,385
|
|
|
|
|
|
|
|
|
|
|
|
11,360,385
|
|
Small Cap
|
|
|
6,902,705
|
|
|
|
|
|
|
|
|
|
|
|
6,902,705
|
|
|
|
|
Total Mutual funds
|
|
|
79,076,661
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock of BancorpSouth, Inc.
|
|
|
140,607,038
|
|
|
|
|
|
|
|
|
|
|
|
140,607,038
|
|
Common/collective trust fund
|
|
|
|
|
|
$
|
43,235,625
|
|
|
|
|
|
|
|
43,235,625
|
|
|
|
|
Total investments at fair value
|
|
$
|
219,683,699
|
|
|
$
|
43,235,625
|
|
|
|
|
|
|
$
|
262,919,324
|
|
|
|
|
|
|
Fair values are determined based on valuation techniques categorized as follows: Level 1
means the use of quoted prices for identical instruments in active markets; Level 2 means the
use of quoted prices for similar instruments in active markets or quoted prices for identical
or similar instruments in markets that are not active or are directly or indirectly
observable; and Level 3 means the use of unobservable inputs.
|
|
|
|
See Note 2(b), Investments, for information regarding the methods used to determine the fair
value of the Plans investments. These methods may produce a fair value calculation that may
not be indicative of net realizable value or reflective of future fair values. Furthermore,
while the plan administrator believes the Plans valuation methods are appropriate and
consistent with other market participants, the use of different methodologies or assumptions
to determine the fair value of certain financial instruments could result in a different fair
value measurement at the reporting date.
|
(Continued)
9
BANCORPSOUTH, INC. 401(K) PROFIT-SHARING PLAN
Notes to Financial Statements
December 31, 2010 and 2009
(5)
|
|
Reconciliation Between Financial Statement Amounts and Form 5500
|
|
|
|
The following is a reconciliation of net assets available for plan benefits per the financial
statements to the Form 5500 filed for 2009 and the Form 5500 expected to be filed for 2010:
|
|
|
|
|
|
|
|
|
|
|
|
December 31,
|
|
|
|
2010
|
|
|
2009
|
|
Net assets available for plan benefits per the
financial statements
|
|
$
|
251,601,832
|
|
|
$
|
265,272,091
|
|
Amounts allocated to withdrawing participants
|
|
|
(1,432,167
|
)
|
|
|
(56,629
|
)
|
|
|
|
|
|
|
|
Net assets available for plan benefits per Form 5500
|
|
$
|
250,169,665
|
|
|
$
|
265,215,462
|
|
|
|
|
|
|
|
|
|
|
The following is a reconciliation of benefits paid to participants per the financial
statements to the Form 5500 filed for 2009 and the Form 5500 expected to be filed for 2010:
|
|
|
|
|
|
|
|
|
|
|
|
2010
|
|
|
2009
|
|
Benefits paid to participants per the financial statements
|
|
$
|
9,930,264
|
|
|
$
|
8,938,867
|
|
Add amounts allocated to withdrawing participants at
end of year
|
|
|
1,432,167
|
|
|
|
56,629
|
|
Less amounts allocated to withdrawing participants at
beginning of year
|
|
|
(56,629
|
)
|
|
|
(50,526
|
)
|
|
|
|
|
|
|
|
Benefits paid to participants per Form 5500
|
|
$
|
11,305,802
|
|
|
$
|
8,944,970
|
|
|
|
|
|
|
|
|
(6)
|
|
Risks and Uncertainties
|
|
|
|
The Plan invests in various investment securities. Investment securities are exposed to
various risks such as interest rate, market and credit risks. Because of the level of risk
associated with certain investment securities, it is reasonably possible that changes in the
values of investment securities could occur in the near term and that such changes could
materially affect participants account balances and the amounts reported in the statements of
net assets available for plan benefits.
|
10
BANCORPSOUTH, INC. AMENDED AND RESTATED
SALARY DEFERRAL
PROFIT SHARING EMPLOYEE STOCK OWNERSHIP PLAN
Schedule H, Line 4i Schedule of Assets (Held at End of Year)
December 31, 2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Par/number
|
|
|
|
|
|
|
Current
|
|
Issuer
|
|
Description
|
|
of shares
|
|
|
Interest rate
|
|
Maturity
|
|
value
|
|
BancorpSouth, Inc.*
|
|
Common stock
|
|
|
6,671,781
|
|
|
|
|
|
|
$
|
106,414,910
|
|
Federated Capital Preservation Fund
|
|
Common/collective trust stable value fund
|
|
|
4,285,134
|
|
|
|
|
|
|
|
42,851,345
|
|
American Funds Europacific
Growth Fund R4
|
|
Mutual fund
|
|
|
157,018
|
|
|
|
|
|
|
|
6,387,510
|
|
American Funds Income Fund of
America R4
|
|
Mutual fund
|
|
|
202,068
|
|
|
|
|
|
|
|
3,340,187
|
|
DWS Dreman Small Cap Value Fund
A
|
|
Mutual fund
|
|
|
90,542
|
|
|
|
|
|
|
|
3,335,572
|
|
Federated Total Return Bond
Fund IS
|
|
Mutual fund
|
|
|
1,724,702
|
|
|
|
|
|
|
|
19,230,424
|
|
Federated Kaufmann Fund Class A
|
|
Mutual fund
|
|
|
176,314
|
|
|
|
|
|
|
|
967,963
|
|
Fidelity Advisor Short Fixed
Income A
|
|
Mutual fund
|
|
|
194,647
|
|
|
|
|
|
|
|
1,790,749
|
|
Mutual Global Discovery Fund A
|
|
Mutual fund
|
|
|
99,186
|
|
|
|
|
|
|
|
2,895,243
|
|
Nationwide Inv Destinations Mod
Con A
|
|
Mutual fund
|
|
|
427,365
|
|
|
|
|
|
|
|
4,265,105
|
|
Neuberger Berman Genesis Fund A
|
|
Mutual fund
|
|
|
29,236
|
|
|
|
|
|
|
|
971,230
|
|
Oppenheimer Global Fund A
|
|
Mutual fund
|
|
|
13,890
|
|
|
|
|
|
|
|
838,560
|
|
Royce Value Plus Service
|
|
Mutual fund
|
|
|
358,792
|
|
|
|
|
|
|
|
4,814,986
|
|
T. Rowe Price Growth Stock Fund
Adv
|
|
Mutual fund
|
|
|
343,973
|
|
|
|
|
|
|
|
10,972,729
|
|
T. Rowe Price Mid-Cap Growth
Fund Adv
|
|
Mutual fund
|
|
|
197,875
|
|
|
|
|
|
|
|
11,371,865
|
|
T. Rowe Price Retirement Income
Fund
|
|
Mutual fund
|
|
|
43,786
|
|
|
|
|
|
|
|
574,469
|
|
T. Rowe Price Retirement 2010
Adv
|
|
Mutual fund
|
|
|
152,395
|
|
|
|
|
|
|
|
2,328,603
|
|
T. Rowe Price Retirement 2020
Adv
|
|
Mutual fund
|
|
|
205,474
|
|
|
|
|
|
|
|
3,359,499
|
|
T. Rowe Price Retirement 2030
Adv
|
|
Mutual fund
|
|
|
120,431
|
|
|
|
|
|
|
|
2,069,005
|
|
T. Rowe Price Retirement 2040
Adv
|
|
Mutual fund
|
|
|
86,311
|
|
|
|
|
|
|
|
1,494,051
|
|
T. Rowe Price Retirement 2050
Adv
|
|
Mutual fund
|
|
|
45,345
|
|
|
|
|
|
|
|
440,298
|
|
Vanguard 500 Index Signal
|
|
Mutual fund
|
|
|
47,974
|
|
|
|
|
|
|
|
4,590,147
|
|
Vanguard Mid Cap Index Fund
Signal
|
|
Mutual fund
|
|
|
73,233
|
|
|
|
|
|
|
|
2,130,355
|
|
Vanguard Selected Value Fund Inv
|
|
Mutual fund
|
|
|
60,025
|
|
|
|
|
|
|
|
1,126,063
|
|
Van Kampen Growth & Income Fund
A
|
|
Mutual fund
|
|
|
473,471
|
|
|
|
|
|
|
|
9,100,114
|
|
Participant loans*
|
|
Loans to participants
|
|
|
|
|
|
4.25 9.25%
|
|
January 31, 2011
December 28, 2015
|
|
|
516,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
248,176,983
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
*
|
|
BancorpSouth, Inc. and participants in the Plan are parties-in-interest to the Plan.
|
See
accompanying Report of Independent Registered Public Accounting Firm.
11
SIGNATURES
The Plan
. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees
(or other persons who administer the employee benefit plan) have duly caused this annual report to
be signed on its behalf by the undersigned hereunto duly authorized.
|
|
|
|
|
|
BancorpSouth, Inc. 401(k) Profit-Sharing Plan
|
|
June 27, 2011
|
By:
|
BancorpSouth, Inc.
|
|
|
|
|
|
By:
|
/s/ William L. Malone
|
|
|
|
William L. Malone, First Vice President and
Trust Officer
|
|
12
EXHIBIT INDEX
23.1
|
|
Consent of KPMG LLP, Independent Registered Public Accounting Firm
|
13
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