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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
January 22, 1997
CLASSIC BANCSHARES, INC.
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(Exact name of Registrant as specified in its Charter)
Delaware 0-27170 61-1289391
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State or other (Commission File No.) (IRS Employer
jurisdiction of Identification
incorporation) Number)
344 Seventeenth Street, Ashland, Kentucky 41101
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:(606) 325-4789
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N/A
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(Former name or former address, if changed since last report)
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Item 5. Other Events
On January 22, 1997, the Registrant issued the attached press release
announcing third quarter ending December 31, 1996 earnings, declaring a cash
dividend, and announcing the filing of notice with OTS to initiate stock
repurchase program.
Item 7. Financial Statements and Exhibits
(a) Exhibits
99. Press release dated January 22, 1997.
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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.
CLASSIC BANCSHARES, INC.
Date: January 24, 1997 By: /s/ David B. Barbour
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David B. Barbour, President
and Chief Executive Officer)
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Index to Exhibits
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Exhibit
Number
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99 Press release dated January 22, 1997
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FOR IMMEDIATE RELEASE
For Additional Information Contact:
David B. Barbour, President and Chief Executive Officer
Lisah Frazier, Vice President, Treasurer and Chief Financial
Officer
(606) 325-4789
Fax (606) 324-1307
CLASSIC BANCSHARES, INC ANNOUNCES THIRD QUARTER ENDING
DECEMBER 31, 1996 EARNINGS, DECLARES CASH DIVIDEND, AND ANNOUNCES
FILING OF NOTICE WITH OTS TO INITIATE STOCK REPURCHASE PROGRAM
Ashland, Kentucky -- January 22, 1997 -- Classic Bancshares, Inc.
(NASDAQ - CLAS) had net income for the third quarter ended December 31, 1996
of $258,000 compared to net income in the same quarter of 1995 of $163,000.
For the nine month period ended December 31, 1996, net income was $292,000 as
compared to net income of $190,000 for the same period in 1995. Return on
average assets was .8% for the quarter ended December 31, 1996 compared to .3%
for the same period in 1995 and .4% for the nine months ended December 31,
1996 compared to .7% for the same period in 1995. Earnings per share were
$.21 for the quarter ended December 31, 1996 and $.24 for the nine months
ended December 31, 1996.
Classic Bancshares' assets increased 94.3% to $128.4 million at December
31, 1996 from $66.1 million at March 31, 1996. The primary factor in this
growth was the acquisition of First Paintsville Bancshares, Inc., the bank
holding company for the First National Bank of Paintsville, completed on
September 30, 1996. The acquisition was accounted for under the purchase
method of accounting. As a result, assets and liabilities are consolidated as
of the balance sheet date and earnings are consolidated as of the date of
acquisition. Therefore, the earnings of the First National Bank of
Paintsville are reflected for the three months ended December 31, 1996. In
connection with the acquisition, the Company recorded $3.1 million in
goodwill. Deposits increased 110.8%, from $46.2 million at March 31, 1996 to
$97.4 million at December 31, 1996 as a result of the acquisition. The
Company assumed $700,000 in long-term debt also as a result of the
acquisition. Non-performing assets remained at .9% of total assets at March
31, 1996 and December 31, 1996.
President and Chief Executive Officer, David B. Barbour, stated that
"the current quarter reflects the earnings of our recent acquisition, the
First National Bank of Paintsville. Earnings and earnings per share were
positively impacted as a result of the inclusion of First National's earnings.
First National will continue to provide Classic with the higher bank earnings
that supplement the lower thrift earnings of Ashland Federal as Ashland
Federal continues to make the transition to a commercial bank structure. We
will continue to strive to increase our net interest margin by increasing loan
yields through the diversification of our loan portfolio in commercial and
consumer lending activities, as well as decreasing our cost of interest
bearing liabilities through the offering of a wide range of transaction
oriented deposit products. We anticipate continued improvement in our non-
interest expense through the reduction of SAIF premiums for Ashland Federal
and the consolidation of data processing and other corporate functions as a
result of our acquisition of First National Bank. We remain focused on
driving our efficiency ratio below the 50% level in future quarters."
Net interest income was $2.3 million for the nine months ended December
31, 1996 as compared to $1.0 million for the same period of 1995. Net
interest income for the quarter ended December 31, 1996 was $1.2 million
compared to $389,000 for the same period in 1995. The increase in net
interest income resulted from the inclusion of First National's earnings, as
well as, an increase in loan volume and higher yielding loans and a decrease
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in higher cost deposits. The net interest margin was 3.8% for the nine months
ended December 31, 1996 as compared to 2.2% for the nine months ended December
31, 1995 and 4.0% for the quarter ended December 31, 1996 as compared to 2.5%
for the quarter ended December 31, 1995.
Total non-interest expense for the nine months ended December 31, 1996
was $1.9 million compared to $778,000 for the same period in 1995. The
increase resulted primarily from a one-time SAIF assessment of $316,000 and
restructuring costs of $100,000. The remainder of the increase resulted from
costs associated with the introduction of new product offerings, increased
costs relative to operation of a public company, additional staffing and
increased personnel costs from employee benefit plans and the inclusion of
First National's expenses for the three month period ended December 31, 1996.
Stockholders' equity was $19.2 million at December 31, 1996 as compared
to $19.5 million at March 31, 1996. The decrease in equity was the result of
the purchase of shares for the Company's Recognition and Retention Plan. The
book value per share was $15.73 at December 31, 1996.
Classic Bancshares, Inc. has announced that the Company will pay a
quarterly cash dividend of $.07 per share, an increase of $.01 per share of
16.7% over the previous quarterly dividend. The dividend will be payable on
February 17, 1997 to shareholders of record on February 1, 1997.
Classic Bancshares, Inc. also announced that the Company has filed a
notice with the Office of Thrift Supervision (the "OTS") to repurchase
approximately 5% of its outstanding shares of common stock in the open market
over a six-month period. Subject to approval by the OTS, the shares will be
purchased at prevailing market prices from time to time depending upon market
conditions.
Barbour indicated that the Board of Directors believes the repurchase
program is in the best interest of the Company and its stockholders in view of
the current price level of the Company's common stock and strong capital
position of the Company. He stated that, "We believe that the purchase of our
shares is an attractive investment opportunity which will benefit the Company
and its stockholders." The repurchased shares will be used for general
corporate purposes, including the issuance of shares in connection with the
exercise of stock options.
Classic Bancshares, Inc. is headquartered in Ashland, Kentucky and has
two subsidiaries, Ashland Federal Savings Bank and First National Bank of
Paintsville. Ashland Federal Savings Bank operates at 344 Seventeenth Street,
Ashland, Kentucky while the First National Bank of Paintsville operates at 240
Main Street, Paintsville, Kentucky.
When used in this press release, the words or phrases "should result,"
"will likely result", "are expected to", "will continue", "is anticipated",
"estimate", "project" or similar expressions are intended to identify
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. Such statements are subject to certain risks
and uncertainties, including changes in economic condition in the Company's
market area, changes in policies by regulatory agencies, fluctuations in
interest rates, demand for loans in the Company's market area and competition,
that could cause actual results to differ materially from historical earnings
and those presently anticipated or projected. The Company wishes to caution
readers not to place undue reliance on such forward-looking statements, which
speak only as of the date made. The Company wishes to advise readers that the
factors listed could affect the Company's financial performance and could
cause the Company's actual results for future periods to differ materially
from any opinions or statements expressed with respect to future periods in
any current statements.
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The Company does not undertake and specifically declines any obligation
to publicly release the result of any revisions which may be made to any
forward-looking statements to reflect events or circumstances after the date
of such statements or to reflect the occurrence of anticipated or
unanticipated events.
SELECTED FINANCIAL DATA
The following table sets forth selected financial data of Classic
Bancshares, Inc. as of December 31, 1996 and March 31, 1996 and for the three
and nine months ended December 31, 1996 and 1995.
Dec. 31, March 31,
Selected Financial Condition Data: 1996 1996
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(In Thousands)
Total Assets $128,361 $66,083
Cash and other interest bearing
deposits with other financial
institutions 6,638 7,106
Loans receivable, net 79,805 43,722
Investment securities:
Available for sale 24,953 10,438
Mortgage-backed securities:
Available for sale 7,963 2,840
Goodwill 3,057 ---
Deposits 97,362 46,201
FHLB advances 4,500 ---
Stockholders' Equity, subject to
certain restrictions 19,151 19,500
Three Months Ended Nine Months Ended
December 31, December 31,
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Selected Operations Data: 1996 1995 1996 1995
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(In Thousands)
Total interest income $2,341 $1,156 $4,733 $3,259
Total interest expense 1,190 767 2,464 2,231
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Net interest income 1,151 389 2,269 1,028
Provision for loan losses 37 28 67 143
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Net interest income after
provision for losses on loans 1,114 361 2,202 885
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Fees and service charges 61 12 66 33
Gain on sale of mortgage-backed
securities 1 109 1 46
Gain (loss) on sale of investment
securities 7 (17) 7 (17)
Other noninterest income 36 2 40 16
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Total noninterest income 105 106 114 78
SAIF assessment --- --- 316 ---
Other noninterest expense 822 259 1,611 778
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Income before income taxes 397 208 389 185
Income tax expense (benefit) 139 45 97 (5)
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Net income $ 258 $ 163 $ 292 $ 190
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At of for the At or for the
Three Months Ended Nine Months Ended
December 31, December 31,
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1996 1995 1996 1995
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Other Data:
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Return on average assets (ratio
of net income to total
average assets)* .8% .3% .4% .7%
Net interest margin** 4.0 2.5 3.8 2.2
Non-performing assets to total
assets 0.9 0.5 0.9 0.5
Allowance for loan losses to
non-performing loans 102.5 77.2 102.5 77.2
Equity to total assets at end
of period 14.9 28.8 14.9 28.8
Efficiency ratio*** 62.3% 39.3% 79.9% 68.1%
Number of full service offices 3 1 3 1
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* Annualized
** Net interest income annualized divided by average-earning assets.
*** Non-interest expenses minus non-interest income divided by net interest
income.
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