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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
October 17, 1996 (October 17, 1996)
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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 1-10160 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) 580-6000
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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 October 17, 1996, Union Planters Corporation announced operating
results for the three and nine months ended September 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
October 17, 1996, announcing operating results for
the three and nine months ended September 30, 1996
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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: October 17, 1996 /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 October 17, 1996, announcing operating results for
the three and nine months ended September 30, 1996
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[LOGO] UNION PLANTERS CORPORATION
NEWS RELEASE
OCTOBER 17, 1996
UNION PLANTERS CORPORATION ANNOUNCES
THIRD QUARTER EARNINGS
Memphis, Tennessee -- Union Planters Corporation announced third quarter
1996 net earnings of $34.0 million, or $.67 per fully diluted common share.
Earnings for the third quarter were impacted by a one-time Savings Association
Insurance Fund (SAIF) assessment on deposits of $6.7 million after taxes, or
approximately $.13 per fully diluted common share. Net earnings for the third
quarter of 1995 were $38.0 million, or $.75 per fully diluted common share.
Union Planters results for the third quarter of 1996 before the one-time SAIF
assessment on deposits represented a return on average assets of 1.43% and a
return on average common equity of 16.72%, compared to 1.37% and 17.35%,
respectively, for the third quarter of 1995.
For the first nine months of 1996, Union Planters reported net earnings of
$113.8 million, or $2.25 per fully diluted common share ($2.38 per fully diluted
common share excluding the one-time SAIF assessment). This compares to $110.1
million, or $2.20 per fully diluted common share for 1995. Returns on average
assets and average common equity for the nine months ended September 30, 1996
before the one-time SAIF assessment were 1.42% and 17.16%, respectively,
compared to 1.35% and 17.78%, respectively, for the same period in 1995.
Benjamin W. Rawlins, Jr., Chairman and Chief Executive Officer, said, "We
are pleased to report strong operating results for the quarter and the first
nine months of the year. The one-time SAIF assessment legislation removes the
uncertainty surrounding the deposit insurance fund, lowers our
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CORPORATE HEADQUARTERS: UNION PLANTERS CORPORATION, 7130 GOODLETT FARMS PARKWAY,
CORDOYA, TN 38018
TELEPHONE (901) 383-2892 - FAX (901) 383-2964 - NYSE TRADING SYMBOL: UPC
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insurance assessments going forward, and reduces the premium differential
between bank and thrift deposits. Our primary focus for the remainder of the
year will be the integration of our four acquisitions which were effective
October 1, 1996. The largest is our in-market acquisition of Leader Financial
Corporation which is expected to significantly enhance our retail banking
franchise and provide additional mortgage banking fee income."
The strong core operating results for the third quarter of 1996 were
primarily the result of the continued growth of net interest income which
increased 3.8% to $118.2 million for the third quarter of 1996. Average
earning assets increased $392.5 million for the third quarter of 1996 compared
to the prior year, with average loans accounting for $246.3 million of the
growth. The net interest margin for both the third quarter of 1996 and 1995
was 4.62%.
The provision for losses on loans for the third quarter of 1996 was $8.3
million compared to $5.3 million for the same period in 1995 and $7.9 million
for the second quarter of 1996. At September 30, 1996, the allowance for
losses on loans was $131.9 million, or 1.76% of loans and 322% of nonperforming
loans. Nonperforming assets at September 30, 1996 were $48.7 million, or .65%
of loans and foreclosed properties. This compares to $40.0 million, or .56% of
loans and foreclosed properties, at September 30, 1995 and $45.3 million, or
.63% of loans and foreclosed properties, at June 30, 1996.
Noninterest income for the third quarter of 1996 was $43.2 million, an
increase of 6.0% over the same quarter last year. Noninterest expense for the
third quarter of 1996 was $104.8 million, an increase of 11.6% over the same
quarter last year. As discussed previously, the most significant item affecting
noninterest expense was the one-time SAIF assessment which increased noninterest
expense approximately $10.9 million.
Union Planters Corporation ended the quarter with total assets of $11.5
billion, total loans of $7.5 billion, and total deposits of $9.2 billion.
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Shareholders' equity at September 30, 1996 was $1.0 billion and the equity to
total assets and leverage ratios were 9.00% and 8.67%, respectively. The
October acquisitions will increase total assets to approximately $15 billion
and make Union Planters Corporation the largest bank holding company
headquartered in the state of Tennessee.
Union Planters Corporation, headquartered in Memphis, Tennessee, is a
multi-state holding company with 37 banking subsidiaries (including the four
recent acquisitions) and 427 banking locations in Tennessee, Mississippi,
Missouri, Arkansas, Louisiana, Alabama, and Kentucky.
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FOR ADDITIONAL INFORMATION:
Jack W. Parker, CFO
(901) 580-6781
[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 NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
INCOME STATEMENT AMOUNTS
Net interest income
Actual $ 118,207 $113,859 $ 350,523 $ 333,423
Taxable-equivalent basis 122,406 118,115 362,931 346,332
Provision for losses on loans 8,270 5,280 24,121 9,818
Noninterest income
Investment securities gains 194 159 260 156
Other 43,009 40,615 124,413 116,322
Noninterest expense
One-time SAIF assessment on deposits 10,946 - 10,946 -
Other 93,860 93,903 272,222 278,274
Earnings before income taxes 48,334 55,450 167,907 161,809
Applicable income taxes 14,327 17,436 54,113 51,687
NET EARNINGS 34,007 38,014 113,794 110,122
EARNINGS BEFORE ONE-TIME SAIF ASSESSMENT ON DEPOSITS 40,695 38,014 120,482 110,122
NET EARNINGS APPLICABLE TO COMMON SHARES 32,264 35,704 108,510 103,687
PER COMMON SHARE DATA
Earnings before one-time SAIF assessment on deposits
- primary $ .84 $ .79 $ 2.50 $ 2.31
- fully diluted .80 .75 2.38 2.20
Net earnings
- primary .69 .79 2.35 2.31
- fully diluted .67 .75 2.25 2.20
Cash dividends .27 .25 .81 .73
Book value 20.50 18.90
BALANCES AT END OF PERIOD
Loans, net of unearned income $ 7,479,741 $ 7,090,242
Allowance for losses on loans 131,853 133,993
Nonperforming assets
Nonaccrual loans 39,876 31,690
Restructured loans 1,098 1,691
Foreclosed properties 7,773 6,660
Loans 90 days past due (1) 23,077 15,452
Investment securities
Held to maturity - Amortized cost - 98,640
- Fair value - 99,150
Available for sale - Amortized cost 2,820,620 2,410,135
- Fair value 2,832,346 2,437,234
- Unrealized gain, net of taxes 7,165 16,579
Total assets 11,499,785 11,020,015
Total deposits 9,217,531 9,319,343
Total shareholders' equity 1,035,266 955,482
Total common equity 950,119 849,872
Tier 1 capital 979,557 886,967
</TABLE>
(1) Excludes FHA/VA government-guaranteed loans that are in process of
collection.
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UNION PLANTERS CORPORATION
FINANCIAL HIGHLIGHTS (UNAUDITED)
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
AVERAGE BALANCES
Loans, net of unearned income $ 7,363,872 $ 7,117,550 $ 7,244,976 $ 6,945,609
Investment securities 2,949,252 2,591,931 2,918,436 2,771,572
Earning assets 10,539,675 10,147,171 10,478,925 10,075,499
Total assets 11,351,226 11,007,458 11,307,731 10,894,838
Total deposits 9,220,697 9,336,893 9,364,184 9,219,183
Interest-bearing liabilities 8,889,798 8,597,017 8,851,704 8,551,931
Demand deposits 1,318,473 1,346,334 1,337,578 1,333,478
Shareholders' equity 1,013,665 922,070 985,749 882,383
Common equity 926,546 816,460 896,545 779,764
OTHER SUPPLEMENTAL INFORMATION
Return on average assets
Earnings before one-time SAIF assessment on deposits 1.43 % 1.37 % 1.42 % 1.35 %
Net earnings 1.19 1.37 1.34 1.35
Return on average common equity
Earnings before one-time SAIFassessment on deposits 16.72 17.35 17.16 17.78
Net earnings 13.85 17.35 16.17 17.78
Expense ratio 1.83 1.92 1.78 1.99
Efficiency ratio 56.27 59.16 55.84 60.15
Allowance for losses on loans to loans 1.76 1.89
Nonperforming loans to loans .55 .47
Nonperforming assets to loans and
foreclosed properties .65 .56
Net charge-offs of loans $ 11,044 $ 5,046 $ 24,742 $ 12,553
Net charge-offs as a percentage of
average loans .60 % .28 % .46 % .24 %
Common shares outstanding (end of
period, in thousands) 46,356 44,956
Weighted average shares outstanding
(in thousands)
Primary 46,407 45,299 46,097 44,867
Fully diluted 50,850 50,029 50,639 49,439
Yield on earning assets (taxable-equivalent
basis) 8.42 % 8.56 % 8.45 % 8.40 %
Rate on interest-bearing liabilities 4.50 4.65 4.52 4.48
Interest rate spread (taxable-equivalent
basis) 3.92 3.91 3.93 3.92
Net interest income as a percentage of
average earning assets (taxable-equivalent
basis) 4.62 4.62 4.63 4.60
Shareholders' equity to total assets 9.00 8.67
Leverage ratio 8.67 8.10
</TABLE>
