<PAGE> 1
UNITED STATES 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
July 18, 1996 (July 18, 1996)
------------------------------------------------------
Date of Report (Date of earliest event reported)
UNION PLANTERS CORPORATION
--------------------------------------------------
(Exact name of registrant as specified in charter)
TENNESSEE 1-10160 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)
<PAGE> 2
ITEM 5. OTHER EVENTS
On July 18, 1996, Union Planters Corporation announced operating
results for the three and six months ended June 30, 1996. 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
18, 1996, announcing operating results for the three
and six months ended June 30, 1996
-2-
<PAGE> 3
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: July 18, 1996 /s/ M. Kirk Walters
-------------------- ----------------------------------
M. Kirk Walters
Senior Vice President, Treasurer,
and Chief Accounting Officer
-3-
<PAGE> 1
EXHIBIT 99(a)
Union Planters Corporation Press Release
dated July 18, 1996, announcing operating results for
the three and six months ended June 30, 1996
<PAGE> 2
[LOGO] UNION PLANTERS CORPORATION
NEWS RELEASE
JULY 18, 1996
UNION PLANTERS CORPORATION ANNOUNCES
RECORD SECOND QUARTER EARNINGS
Memphis, Tennessee -- Union Planters Corporation today announced
record second quarter net earnings of $40.6 million, an increase of 11.5% over
$36.5 million for the second quarter of 1995. Fully diluted earnings per
common share were $.80 for the second quarter of 1996 compared to $.73 for the
same period in 1995, an increase of 10%. The second quarter earnings represent
a return on average assets of 1.45% and a return on average common equity of
17.44%, compared to 1.35% and 17.88%, respectively, for the second quarter of
1995.
For the first half of 1996, Union Planters had net earnings of $79.8
million, or $1.58 per fully diluted common share. This compares to $72.1
million, or $1.45 per fully diluted common share for the same period in 1995.
Return on average assets and return on average common equity for the first half
of 1996 were 1.42% and 17.40%, respectively, compared to 1.34% and 18.01%,
respectively, for the same period in 1995.
Benjamin W. Rawlins, Jr., Chairman and Chief Executive Officer, said,
"We are pleased to report record second quarter and first half net earnings.
Almost all of our banks had a strong second quarter. The market remains
extremely competitive for both loans and deposits. We are continuing to focus
on the basics: loan growth, asset quality, increasing fee income, and
controlling growth of noninterest expenses. Our shareholders' equity at June
30, 1996 exceeded one billion dollars, a first for any Tennessee headquartered
bank holding company, and is indicative of our financial strength."
Second quarter net earnings increased primarily as a result of a 5.5%
growth in net interest income to $116.8 million from $110.7 million for the
same quarter in 1995. Average earning assets increased $445.5 million compared
to the prior year. Average loans increased $290.5 million, or approximately 4%
compared to the same quarter a year ago. The net interest
CORPORATE HEADQUARTERS: UNION PLANTERS CORPORATION, 7130 GOODLETT FARMS
PARKWAY, CORDOVA, TN 38018
TELEPHONE (901) 383-2892 - FAX (901) 383-2964 - NYSE TRADING SYMBOL: UPC
<PAGE> 3
margin was 4.65% for the second quarter compared to 4.60% for the same period
last year and 4.61% for the first quarter of 1996.
The provision for losses on loans for the second quarter of 1996 was
$7.9 million compared to $2.3 million for the same period in 1995 and $8.0
million for the first quarter of 1996. The increase in the provision for
losses on loans relates primarily to loan growth, principally in the credit
card portfolio. Net charge-offs for the second quarter of 1996 were $7.9
million compared to $6.2 million for the second quarter last year and $5.8
million for the first quarter of 1996.
At June 30, 1996, the allowance for losses on loans was $136.3
million, or 1.90% of loans and 355% of nonperforming loans. Nonperforming
assets at June 30, 1996 were $45.3 million, or .63% of loans and foreclosed
properties. This compares to $39.9 million, or .57% of loans and foreclosed
properties at June 30, 1995 and $42.0 million, or .59% of loans and foreclosed
properties, at March 31, 1996.
Noninterest income for the second quarter was $41.3 million, an
increase of $1.6 million, or 4.2%, over the same quarter last year.
Noninterest expense for the second quarter was $89.2 million, a decrease of
$4.5 million from the second quarter of 1995. The decline from 1995 relates
primarily to the reduction of FDIC deposit insurance assessments.
Union Planters Corporation ended the quarter with total assets of
$11.4 billion, total loans of $7.2 billion, and total deposits of $9.3 billion.
Shareholders' equity at June 30, 1996 was $1.0 billion and the equity to total
assets and leverage ratios were 8.86% and 8.49%, respectively.
Union Planters Corporation, headquartered in Memphis, Tennessee, is a
multi-state bank holding company with 36 banking subsidiaries and 402 banking
locations in Tennessee, Mississippi, Missouri, Arkansas, Louisiana, Alabama,
and Kentucky.
-o0o-
FOR ADDITIONAL INFORMATION:
Jack W. Parker, CFO
(901) 383-6781
[Two Page Financial Attachment Follows]
<PAGE> 4
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,
1996 1995 1996 1995
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
INCOME STATEMENT AMOUNTS
Net interest income
Actual $ 116,843 $ 110,725 $ 232,316 $ 219,564
Taxable-equivalent basis 121,022 114,989 240,525 228,217
Provision for losses on loans 7,870 2,316 15,851 4,538
Noninterest income
Investment securities gains (losses) 6 18 66 (3)
Other 41,267 39,607 81,404 75,707
Noninterest expense 89,210 93,706 178,362 184,371
Earnings before income taxes 61,036 54,328 119,573 106,359
Applicable income taxes 20,393 17,877 39,786 34,251
NET EARNINGS 40,643 36,451 79,787 72,108
- ----------------------------------------------------------------------------------------------------------------------------
PER COMMON SHARE DATA
Net earnings - primary $ .84 $ .77 $ 1.66 $ 1.52
- fully diluted .80 .73 1.58 1.45
Cash dividends .27 .25 .54 .48
Book value 19.96 17.87
- ----------------------------------------------------------------------------------------------------------------------------
BALANCES AT END OF PERIOD
Loans, net of unearned income $ 7,169,872 $ 6,960,602
Allowance for losses on loans 136,255 132,884
Nonperforming assets
Nonaccrual loans 37,196 30,910
Restructured loans 1,150 1,986
Foreclosed properties 6,918 7,051
Loans 90 days past due 19,522 12,466
Investment securities
Held to maturity - Amortized cost - 1,106,952
- Fair value - 1,130,005
Available for sale - Amortized cost 3,049,657 1,531,222
- Fair value 3,053,759 1,532,593
Unrealized gain on available for sale securities, net of taxes 2,489 664
Total assets 11,367,625 10,921,482
Total deposits 9,343,893 9,291,329
Total shareholders' equity 1,007,608 897,066
Total common equity 920,375 795,967
Tier 1 capital 954,649 849,255
- ----------------------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE> 5
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,
1996 1995 1996 1995
- ---------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
AVERAGE BALANCES
Loans, net of unearned income $ 7,201,759 $ 6,911,210 $ 7,184,875 $ 6,858,215
Investment securities 3,012,924 2,718,524 2,902,859 2,862,883
Earning assets 10,468,736 10,023,215 10,448,217 10,039,072
Total assets 11,295,738 10,821,435 11,285,745 10,837,594
Total deposits 9,396,026 9,173,155 9,436,716 9,159,352
Interest-bearing liabilities 8,827,672 8,499,083 8,832,447 8,529,017
Demand deposits 1,351,321 1,319,006 1,347,236 1,326,943
Shareholders' equity 986,778 873,631 971,638 862,212
Common equity 898,074 772,533 881,381 761,114
- ---------------------------------------------------------------------------------------------------------------
OTHER SUPPLEMENTAL INFORMATION
Return on average assets 1.45% 1.35% 1.42% 1.34%
Return on average common equity 17.44 17.88 17.40 18.01
Expense ratio 1.75 2.01 1.75 2.02
Efficiency ratio 55.40 60.61 55.62 60.66
Allowance for losses on loans to loans 1.90 1.91
Nonperforming loans to loans .53 .47
Nonperforming assets to loans and
foreclosed properties .63 .57
Net charge-offs of loans $ 7,892 $ 6,242 $ 13,698 $ 7,507
Net charge-offs as a percentage of
average loans .44% .36% .38% .22%
Common shares outstanding (end of
period, in thousands) 46,120 44,543
Weighted average shares outstanding
(in thousands)
Primary 46,128 44,780 45,940 44,648
Fully diluted 50,603 49,280 50,533 49,138
Yield on earning assets (taxable-equivalent
basis) 8.44% 8.47% 8.46% 8.32%
Rate on interest-bearing liabilities 4.49 4.57 4.53 4.40
Interest rate spread (taxable-equivalent
basis) 3.95 3.90 3.93 3.92
Net interest income as a percentage of
average earning assets (taxable-equivalent
basis) 4.65 4.60 4.63 4.58
Shareholders' equity to total assets 8.86 8.21
Leverage ratio 8.49 7.88
- ---------------------------------------------------------------------------------------------------------------
</TABLE>
