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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
April 28, 1994
Date of Report (Date of earliest event reported)
UNION PLANTERS CORPORATION
(Exact name of registrant as specified in charter)
TENNESSEE 0-6919 62-0859007
(State of incorporation) (Commission (I.R.S. Employer
File Number) Identification No.)
UNION PLANTERS ADMINISTRATIVE CENTER
7130 GOODLETT FARMS PARKWAY
MEMPHIS, TENNESSEE 38018
(Address of principal executive offices)
Registrant's telephone number, including area code: (901) 383-6000
Not Applicable
(Former name or former address, if changed since last report).
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ITEM 5. OTHER EVENTS
On April 28, 1994, Union Planters Corporation announced operating results for
the first quarter of 1994. 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 April 28, 1994 announcing results
for the first quarter of 1994
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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
Registrant
Date: May 2, 1994 /s/ M. Kirk Walters
--------------------------------
M. Kirk Walters
Senior Vice President, Treasurer
and Chief Accounting Officer
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EXHIBIT 99 (A)
Union Planters Corporation Press Release
dated April 28, 1994 announcing results
for the first quarter of 1994
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Jack W. Parker, CFO April 28, 1994
901-383-6781
FOR IMMEDIATE RELEASE:
UNION PLANTERS CORPORATION ANNOUNCES RECORD OPERATING EARNINGS
Memphis, Tennessee -- Union Planters Corporation today announced
net earnings and record first quarter operating earnings of $17.3 million.
This compares to operating earnings of $13.5 million for the first quarter of
1993. Last year's first quarter net earnings of $18.5 million included a
benefit of $5.0 million from the adoption of required accounting changes.
For the first quarter 1994, fully diluted net earnings per common
share were up 14% to $.65 compared to fully diluted earnings per common share
before accounting changes of $.57 in the first quarter of 1993. Fully diluted
earnings per common share for the first quarter of 1994 is based on 3.1
million more shares than the same period in 1993, primarily as a result of
shares issued for acquisitons. The Corporation's return on assets for the
quarter was 1.05% compared to .90% in 1993, and the return on equity was 15.44%
compared to 14.61%.
As of March 31, 1994, total assets had increased from March 31, 1993 by
approximately $500 million to $6.7 billion, total loans had increased by
approximately $300 million to $3.1 billion, total deposits had increased by
approximately $300 million to $5.6 billion, and shareholders' equity exceeded
$500 million for the
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first time, ending at $513 million. Shareholders' equity to total assets at
quarter end was 7.63% compared to 6.88% at March 31, 1993.
For the quarter, net interest income increased to $58.9 million
compared to $57.6 million for the same quarter a year ago and $57.3 million
for the fourth quarter of 1993. The net interest margin for the quarter was
4.13% compared to 4.19% in the fourth quarter and 4.42% for the same quarter
a year ago. Loan demand is increasing and excluding the impact of acquisitions,
total loans increased approximately 9% from the same quarter a year ago and 2%
from the fourth quarter of 1993.
Noninterest income for the quarter was $19.9 million compared to $19.8
million for the same quarter a year ago. Last year's first quarter included
investment securities gains of $880,000 compared to $100,000 for this year.
Noninterest expenses for the first quarter of 1994 declined to $54.2
million from $54.6 million in the same quarter a year ago. Expense reductions
more than offset the expense increase from the newly acquired banks.
At quarter end, nonperforming assets were down $21.2 million from
$50.1 million at March 31, 1993. Nonperforming assets represented .93% of
total loans and foreclosed properties at quarter end compared to 1.82% a year
ago. The allowance for losses on loans as a percentage of total loans was
2.82% at March 31, 1994 compared to 2.90% a year ago. The Corporation
experienced
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net loan recoveries in the first quarter of $1.1 million compared to net
charge-offs of $2.8 million in the same quarter a year ago. The allowance for
losses on loans increased to $87 million at March 31, 1994 from $80 million a
year ago. As a result of the increase in the allowance for losses on loans
and the substantial decrease in nonperforming assets, the Corporation did not
make a loan loss provision during the quarter.
Last year's earnings have been restated for the acquisitions of Bank of
Goodlettsville in Goodlettsville, Tennessee; 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. This
year's first quarter earnings include the results of Simpson County Bank in
Franklin, Kentucky; Adairville Banking Company in Adairville, Kentucky; The
Peoples Bank of Elk Valley in Fayetteville, Tennessee; First Citizens Bank in
Franklin, Tennessee; Anderson County Bank in Clinton, Tennessee; and First
National Bank of Shelbyville, Tennessee, which were acquired during the quarter.
Union Planters Corporation is a multi-bank holding company with 39
banks in Tennessee, Mississippi, Arkansas, Kentucky and Alabama. Union
Planters National Bank, headquartered in Memphis, Tennessee, is the
Corporation's lead bank with $3.4 billion in total assets.
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Union Planters Corporation
Financial Highlights (Unaudited)
(Dollars in thousands, except per share data)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1994 1993
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<S> <C> <C>
INCOME STATEMENT AMOUNTS
Net interest income
Actual $ 58,893 $ 57,581
Taxable-equivalent basis 62,572 60,350
Provision for losses on loans - 2,823
Noninterest income
Investment securities gains 100 880
Other 19,814 18,906
Noninterest expense 54,234 54,637
Earnings before income taxes and accounting changes 24,573 19,907
Applicable income taxes 7,233 6,413
Earnings before accounting changes 17,340 13,494
Accounting changes, net - 5,001
NET EARNINGS 17,340 18,495
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PER COMMON SHARE DATA
Earnings before accounting changes - primary $ .70 $ .60
- fully diluted .65 .57
Net earnings - primary .70 .85
- fully diluted .65 .78
Cash dividends .21 .18
Book value 19.00 17.28
Book value - assuming conversion of
convertible preferred stock 19.08 17.63
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BALANCES AT END OF PERIOD
Loans, net of unearned income $3,092,638 $2,750,538
Allowance for losses on loans 87,099 79,674
Nonperforming assets
Nonaccrual loans 16,983 39,908
Restructured loans 7,329 1,702
Foreclosed properties 4,541 8,492
Loans 90 days past due 4,365 4,776
Investment securities
Held to maturity - Amortized cost 548,498 2,154,908
- Fair value 562,892 2,204,275
Available for sale - Amortized cost 2,259,247 567,973
- Fair value 2,259,419 579,123
Total assets 6,724,780 6,212,882
Total deposits 5,611,897 5,332,991
Total shareholders' equity 513,414 427,215
Total common equity 408,866 337,072
Tier 1 capital 482,264 405,659
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</TABLE>
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Union Planters Corporation
Financial Highlights (Unaudited)
(Dollars in thousands, except per share data)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1994 1993
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<S> <C> <C>
AVERAGE BALANCES
Loans, net of unearned income $ 3,093,789 $ 2,670,174
Investment securities 2,751,849 2,509,693
Earning assets 6,140,785 5,539,655
Total assets 6,710,244 6,060,439
Total deposits 5,564,237 5,205,861
Interest-bearing liabilities 5,341,217 4,898,532
Demand deposits 772,510 654,758
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OTHER SUPPLEMENTAL INFORMATION
Return on average assets
Earnings before accounting changes 1.05 % .90 %
Net earnings 1.05 1.24
Return on average common equity
Earnings before accounting changes 15.44 14.61
Net earnings 15.44 20.93
Allowance for losses on loans to
loans (end of period) 2.82 2.90
Nonperforming loans to loans .79 1.51
Nonperforming assets to loans and ORE .93 1.82
Net charge-offs (recoveries) of loans $ (1,082) $ 2,767
Net charge-offs (recoveries) as a percentage of
average loans (.14)% .42 %
Common shares outstanding (end of
period, in thousands) 21,523 19,501
Weighted average shares outstanding
(in thousands)
Primary 21,636 19,198
Fully diluted 26,117 23,009
Yield on earning assets (taxable-equivalent
basis) 6.92 % 7.43 %
Rate on interest-bearing liabilities 3.20 3.41
Interest rate spread (taxable-equivalent basis) 3.72 4.02
Net interest income as a percentage of
average earning assets (taxable-equivalent
basis) 4.13 4.42
Shareholders' equity to assets 7.63 6.88
Tier 1 capital to assets 7.22 6.72
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