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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
July 21, 1994
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Date of Report (Date of earliest event reported)
UNION PLANTERS CORPORATION
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(Exact name of registrant as specified in charter)
TENNESSEE 0-6919 62-0859007
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(State of incorporation) (Commission (I.R.S. Employer
File Number) Identification No.)
UNION PLANTERS ADMINISTRATIVE CENTER
7130 GOODLETT FARMS PARKWAY
MEMPHIS, TENNESSEE 38018
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(Address of principal executive offices)
Registrant's telephone number, including area code: (901) 383-6000
Not Applicable
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(Former name or former address, if changed since last report).
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ITEM 5. OTHER EVENTS
On July 21, 1994, Union Planters Corporation announced operating results for
the second quarter of 1994 and year to date. A copy of the Corporation's press
release announcing the results is attached as Exhibit 99 (a) and is
incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS, AND EXHIBITS
C. Exhibits
99 (a) Union Planters Corporation Press Release dated July
21, 1994, announcing results for the second quarter
of 1994 and year to date
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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 hereunto duly authorized.
Union Planters Corporation
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Registrant
Date: July 21, 1994 /s/ M. Kirk Walters
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M. Kirk Walters
Senior Vice President, Treasurer,
and Chief Accounting Officer
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EXHIBIT 99 (A)
Union Planters Corporation Press Release
dated July 21, 1994, announcing results for
the second quarter of 1994 and year to date
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Jack W. Parker, CFO July 21, 1994
(901) 383-6781
FOR IMMEDIATE RELEASE:
UNION PLANTERS CORPORATION ANNOUNCES SECOND QUARTER EARNINGS
MEMPHIS, TENNESSEE -- Union Planters Corporation today announced net
earnings and record operating earnings for the second quarter of $18.4 million,
an increase of 26% over net earnings of $14.6 million for the second quarter of
1993. Fully diluted net earnings per common share were $.68, an increase of
15% over net earnings of $.59 per share for the same period in 1993. The
Corporation's return on assets for the second quarter was 1.06% compared to
.92% in 1993, and the return on common equity was 15.51% compared to 14.46%.
For the first half of 1994, the Corporation had operating earnings of
$35.9 million, or fully diluted operating earnings per common share of $1.33.
This compares to operating earnings of $28.0 million, or $1.16 per fully
diluted common share for 1993. Net earnings for the first half of 1993 were
$33.0 million and included a benefit of $5.0 million from the adoption of
required accounting changes. Returns on assets and common equity were 1.06%
and 15.40%, respectively, for the first half of 1994 compared to returns on
assets and common equity based on operating earnings of .91% and 14.53%,
respectively, for the same period in 1993.
As of June 30, 1994, total assets had increased from June 30, 1993
(as originally reported) approximately $900 million to $7.0
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billion, total loans increased approximately $700 million to $3.3 billion,
total deposits increased approximately $400 million to $5.6 billion, and
shareholders' equity increased approximately $85 million to $517 million.
Shareholders' equity to total assets and the leverage ratio were 7.42% and
7.18%, respectively, at June 30, 1994.
Net interest income for the second quarter of 1994, increased to
$62.8 million compared to $59.2 million for the same quarter in 1993. The net
interest margin for the second quarter was 4.17% compared to 4.32% for the
second quarter of 1993 and compared to 4.13% for the first quarter of 1994.
Loan demand is continuing to increase and excluding the impact of acquisitions,
average total loans increased approximately 10% from the second quarter of 1993
and increased approximately 3% over the first quarter of 1994.
Noninterest income for the second quarter was $19.3 million compared
to $23.7 million for the second quarter of 1993. Second quarter 1993
noninterest income included securities gains of $2.5 million and a one-time
gain of approximately $900,000. Additionally, profits and commissions from the
origination, packaging and securitization of mortgage and SBA loans decreased
approximately $800,000 during the second quarter of 1994 compared to the same
period in 1993.
Noninterest expenses decreased $510,000 to $56.1 million for the
second quarter of 1994 compared to $56.6 million for the same quarter in 1993.
Expense reductions and nonrecurring one-time expenses in prior periods more
than offset the increase in expenses from acquisitions.
Asset quality improvements continued in the second quarter.
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Nonperforming assets decreased $7.1 million from the first quarter of 1994 to
$21.8 million. Nonperforming assets at June 30, 1993 were $33.9 million. As a
result of the improvement the Corporation did not make a provision for losses
on loans during the quarter. The provision for losses on loans for the second
quarter of 1993 was $4.7 million. The allowance for losses on loans at June
30, 1994 was $85.6 million, or 2.57% of loans.
Last year's earnings have been restated due to the acquisition of
Bank of Weiner, in Weiner, Arkansas; Central State Bank in Lexington,
Tennessee; and First State Bank in Brownsville, Tennessee which were accounted
for as poolings of interests in 1993. 1994 earnings include the results of
Simpson County Bank in Franklin, Kentucky; Adairville Banking Company in
Adairville, Kentucky (merged with Simpson County Bank June 1, 1994); The
Peoples Bank of Elk Valley in Fayetteville, Tennessee; First Citizens Bank in
Franklin, Tennessee; Anderson County Bank in Clinton, Tennessee; First National
Bank of Shelbyville, Tennessee; First National Bank in Clinton, Arkansas and
Tennessee National Bank in Columbia, Tennessee (merged into Union Planters
National Bank). All of the 1994 acquisitions have been accounted for as
poolings of interests except Anderson County Bank and Tennessee National Bank.
Union Planters Corporation, headquartered in Memphis, Tennessee, is a
$7.0 billion multi-bank holding company with 43 banks and 239 banking offices
in Tennessee, Mississippi, Arkansas, Kentucky, and Alabama.
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(Two Page Financial Attachment Follows)
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UNION PLANTERS CORPORATION
FINANCIAL HIGHLIGHTS (UNAUDITED)
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
1994 1993 1994 1993
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<S> <C> <C> <C> <C>
INCOME STATEMENT AMOUNTS
Net interest income
Actual $ 62,797 $ 59,203 $ 122,225 $ 116,784
Taxable-equivalent basis 66,532 62,426 129,639 122,776
Provision for losses on loans - 4,667 - 7,490
Noninterest income
Investment securities gains 1 2,545 101 3,425
Other 19,326 21,115 39,214 40,021
Noninterest expense 56,079 56,589 110,661 111,226
Earnings before income taxes and accounting changes 26,045 21,607 50,879 41,514
Applicable income taxes 7,659 7,052 14,994 13,465
Earnings before accounting changes 18,386 14,555 35,885 28,049
Accounting changes, net - - - 5,001
Net earnings 18,386 14,555 35,885 33,050
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PER COMMON SHARE DATA
Earnings before accounting changes - primary $ .74 $ .63 $ 1.44 $ 1.23
- fully diluted .68 .59 1.33 1.16
Net earnings - primary .74 .63 1.44 1.49
- fully diluted .68 .59 1.33 1.37
Cash dividends .21 .18 .42 .36
Book value 18.90 18.01
Book value - assuming conversion of
convertible preferred stock 19.00 18.29
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Balances at end of period
Loans, net of unearned income $ 3,330,825 $ 2,792,878
Allowance for losses on loans 85,640 81,017
Nonperforming assets
Nonaccrual loans 16,788 18,445
Restructured loans 1,425 7,558
Foreclosed properties 3,552 7,944
Loans 90 days past due 3,784 4,551
Investment securities
Held to maturity - Amortized cost 554,269 2,156,389
- Fair value 562,653 2,196,774
Available for sale - Amortized cost 2,354,149 505,485
- Fair value 2,331,859 535,341
Total assets 6,966,854 6,316,019
Total deposits 5,578,850 5,370,077
Total shareholders' equity 516,909 456,661
Total common equity 412,361 352,113
Unrealized loss on available for sale securities, net of taxes 13,633 -
Tier 1 capital (1) 494,430 420,367
</TABLE>
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UNION PLANTERS CORPORATION
FINANCIAL HIGHLIGHTS (UNAUDITED)
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
1994 1993 1994 1993
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<S> <C> <C> <C> <C>
AVERAGE BALANCES
Loans, net of unearned income $ 3,241,766 $ 2,776,395 $ 3,185,639 $ 2,723,578
Investment securities 2,917,380 2,682,545 2,841,525 2,596,596
Earning assets 6,395,445 5,798,791 6,293,090 5,669,939
Total assets 6,925,335 6,325,691 6,844,193 6,193,798
Total deposits 5,613,783 5,387,314 5,613,050 5,297,089
Interest-bearing liabilities 5,534,096 5,100,571 5,459,271 5,000,109
Demand deposits 791,357 695,202 784,815 675,092
Shareholders' equity (1) 522,893 442,398 516,422 426,917
Common equity (1) 418,345 344,974 411,874 333,113
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OTHER SUPPLEMENTAL INFORMATION
Return on average assets
Earnings before accounting changes 1.06 % .92 % 1.06 % .91 %
Net earnings 1.06 % .92 % 1.06 % 1.08 %
Return on average common equity (1)
Earnings before accounting changes 15.51 % 14.46 % 15.40 % 14.53 %
Net earnings 15.51 % 14.46 % 15.40 % 17.56 %
Allowance for losses on loans to
loans (end of period) 2.57 % 2.90 %
Nonperforming loans to loans .55 % .93 %
Nonperforming assets to loans and ORE .65 % 1.21 %
Net charge-offs of loans $ 2,457 $ 4,563 $ 1,358 $ 7,330
Net charge-offs as a percentage of
average loans .30 % .66 % .09 % .54 %
Common shares outstanding (end of
period, in thousands) 21,814 19,552
Weighted average shares outstanding
(in thousands)
Primary 21,947 19,716 21,905 19,458
Fully diluted 26,430 23,838 26,387 23,426
Yield on earning assets (taxable-equivalent
basis) 7.03 % 7.23 % 6.98 % 7.33 %
Rate on interest-bearing liabilities 3.30 % 3.31 % 3.25 % 3.36 %
Interest rate spread (taxable-equivalent
basis) 3.74 % 3.92 % 3.73 % 3.97 %
Net interest income as a percentage of
average earning assets (taxable-equivalent
basis) 4.17 % 4.32 % 4.15 % 4.37 %
Shareholders' equity to assets 7.42 % 7.23 %
Tier 1 capital to assets (1) 7.18 % 6.68 %
</TABLE>
(1) Excludes the impact of the fair value adjustment for available for sale
securities.
