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
January 19, 2000
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Date of Report (Date of earliest event reported)
PEOPLES BANCORP INC.
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(Exact name of Registrant as specified in its charter)
0-16772
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Commission File Number
Ohio 31-0987416
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(State or other jurisdiction of incorporation) (I.R.S. Employer
Identification Number)
138 Putnam Street
P.O. Box 738,
Marietta, Ohio 45750
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(740) 373-3155
Not applicable
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(Former name or former address, if changed since last report)
Index to Exhibits on page 3
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Item 1. Changes in Control of Registrant
Not applicable.
Item 2. Acquisition or Disposition of Assets
Not applicable.
Item 3. Bankruptcy or Receivership
Not applicable.
Item 4. Changes in Registrant's Certifying Accountant
Not applicable.
Item 5. Other Events
On January 19,2000, Peoples Bancorp Inc. announced its 26th
consecutive year of increased earnings. The release is included
herewith as Exhibit 99.
Item 6. Resignations of Registrant's Directors
Not applicable.
Item 7. Financial Statements and Exhibits
(a) Non required
(b) Non required
(c) Exhibits.
EXHIBIT NUMBER DESCRIPTION
99 News Release issued January 19, 2000
Item 8. Change in Fiscal Year
Not applicable.
Item 9. Sales of Equity Securities Pursuant to Regulation S
Not applicable.
<PAGE>
SIGNATURES
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.
DATE: January 20, 2000 PEOPLES BANCORP INC.
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Registrant
By: /s/ ROBERT E. EVANS
Robert E. Evans
President and Chief Executive Officer
INDEX TO EXHIBITS
Exhibit Number Description Page
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99 News Release issued January 19, 2000 4 - 6
EXHIBIT 99
NEWS RELEASE
FOR IMMEDIATE RELEASE Contact: John W. Conlon, Chief Financial Officer
January 19, 2000 (740) 373-3155
PEOPLES BANCORP ANNOUNCES 26th CONSECUTIVE
YEAR OF INCREASED EARNINGS
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Earnings per share up 10% to $1.69
MARIETTA, Ohio - Peoples Bancorp Inc. (Nasdaq: PEBO) today announced its 26th
consecutive year of increased earnings. Strong net interest income and other
revenue enhancements enabled the Company to achieve record profits.
Net income for 1999 totaled $10,718,000, up $673,000 or 6.7% compared
to 1998's net income of $10,045,000. In the fourth quarter of 1999, the Company
reported net income of $2,781,000, an increase of $8,000 compared to the fourth
quarter of 1998. Diluted earnings per share reached $1.69 in 1999, up $0.15 (or
9.7%) from 1998. In the fourth quarter of 1999, diluted earnings per share
totaled $0.45, up $0.02 (or 4.7%) compared to the same period last year. Per
share references do not reflect the 10% stock dividend to be issued March 14,
2000.
Cash basis earnings per share were $1.98 in 1999, up 11.9% from $1.77
in 1998. In the fourth quarter of 1999, cash earnings per share were $0.53, up
6.0% from $0.50 a year earlier. Cash basis earnings provide investors with a
more meaningful comparison of the Company's financial results with competitors
that make acquisitions using pooling of interest accounting.
Return on stockholders' equity (ROE) improved in 1999, reaching 13.27%
compared to 12.21% in 1998. In the fourth quarter of 1999, ROE reached 15.02%,
compared to 13.01% for the same period in 1998. This enhancement resulted from
core earnings growth, as well as stock repurchases of 5% of the Company's
outstanding shares in 1999 and decreases in market value of the Company's
available-for-sale investment portfolio, which combined to lower the Company's
equity in the second half of 1999.
Net interest income totaled $9,830,000 in the fourth quarter of 1999,
an increase of $1,316,000 (or 15.5%) compared to 1998's fourth quarter. For the
year ended December 31, 1999, net interest income increased $4,940,000 (or
14.9%) to $38,088,000. The growth in net interest income can be attributed
primarily to balance sheet growth strategies implemented in 1999 to leverage the
Company's $30 million of 8.62% Capital Securities issued in 1999 through PEBO
Capital Trust I. Net interest margin decreased for the three months and year
ended December 31, 1999, due to interest rate compression between loan pricing
and funding source costs, as well as the expense to build cash reserves in the
fourth quarter of 1999 for potential Y2K-related cash withdrawals.
The Company had total non-interest income of $7,633,000 and $2,045,000
for the year and three months ended December 31, 1999, increases of 11.9% and
4.1%, respectively. All of the Company's non-interest income areas had strong
growth compared to 1998, including increased fiduciary revenues, electronic
banking income, insurance revenues, and a full-year's impact of deposit account
service charges generated from the mid-1998 acquisition of multiple banking
centers and associated deposits.
Peoples Bancorp reported increased non-interest expense of $4,921,000
and $1,530,000 for the year and three months ended December 31, 1999, increases
of 21.1% and 25.4%, respectively. Increased non-interest expense was
attributable to full-year expenses such as salaries and benefits, intangible
amortization expense (related to the mid-1998 acquisition of multiple banking
centers), as well as first-year interest costs related to the Capital Securities
issued in 1999. The Company's efficiency ratio performance declined in the
fourth quarter and 1999 due primarily to the Capital Securities interest costs,
while supporting enhancement in other performance ratios such as ROE and
earnings per share.
Robert E. Evans, Peoples Bancorp's President and Chief Executive
Officer, commented, "Our results of operations in 1999 reflect improvement in
several key performance areas, including top-line revenue generation and loan
growth. In 2000, our focus will continue to be expanding our relationships with
customers and responding to their changing needs. Our previously announced plan
to consolidate our banks under a single charter will enhance our customers'
financial alternatives and our customers' choices of delivery methods."
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Peoples Bancorp Inc. is a diversified financial services holding
company headquartered in Marietta, Ohio, with over $1 billion in assets. Peoples
Bancorp operates 38 financial service locations and 24 ATM's in the states of
Ohio, West Virginia, and Kentucky. Peoples Bancorp's banking subsidiaries
include The Peoples Banking and Trust Company with offices in Ohio and West
Virginia; The First National Bank of Southeastern Ohio with three Ohio offices;
and Peoples Bank FSB, with four Kentucky offices. Through its subsidiaries,
Peoples Bancorp offers complete banking services and makes available other
financial services, such as trust services, investment and insurance products,
and internet banking. Peoples Bancorp's common stock is traded through the
Nasdaq National Market System under the symbol "PEBO." Learn more about Peoples
Bancorp or enroll in Peoples OnLine Connection, Peoples Bank's internet banking
product, at www.peoplesbancorp.com.
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PEOPLES BANCORP INC. (Nasdaq: PEBO)
Financial Highlights (Unaudited)
Three Months Ended For the Year Ended
March 31,
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December 31, December 31,
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1999 1998 1999 1998
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<S> <C> <C> <C> <C>
PER SHARE DATA (a) Net income per share:
Basic $ 0.46 $ 0.44 $ 1.73 $ 1.59
Diluted 0.45 0.43 1.69 1.54
Cash basis earnings - diluted (b) 0.53 0.50 1.98 1.77
Dividends declared per share $ 0.14 $ 0.13 $ 0.55 $ 0.48
Weighted average shares outstanding:
Basic 6,026,073 6,310,812 6,191,993 6,319,437
Diluted 6,170,197 6,469,411 6,353,675 6,510,917
PERFORMANCE AND ASSET QUALITY RATIOS
Return on average equity 15.02% 13.01% 13.27% 12.21%
Cash basis return on average equity (b) 24.09% 20.62% 20.96% 17.82%
Return on average assets 1.05% 1.26% 1.09% 1.20%
Cash basis return on average assets (b) 1.25% 1.51% 1.30% 1.41%
Net interest margin (fully tax equivalent) 4.16% 4.37% 4.35% 4.47%
Efficiency ratio 55.40% 52.66% 53.94% 50.46%
Net loan chargeoffs as a percentage of average loans 0.09% 0.07% 0.19% 0.22%
End of period:
Nonperforming assets as a percentage of total loans (c) 0.24% 0.28% 0.24% 0.28%
Allowance for loan losses as a percentage of total loans 1.56% 1.67% 1.56% 1.67%
CONSOLIDATED AVERAGE BALANCES
Average gross loans $ 642,258 $ 551,293 $ 603,675 $ 532,711
Average earning assets 967,195 805,683 904,747 766,240
Average total assets 1,058,459 881,458 985,243 831,296
Average non-interest bearing deposits 82,581 76,892 78,799 70,064
Average interest bearing deposits 642,144 636,144 630,408 587,217
Average stockholders' equity $ 74,056 $ 85,242 $ 80,780 $ 82,267
PERIOD END CAPITAL RATIOS
Tier 1 Risk based capital 12.51% 10.54% 12.51% 10.54%
Total Risk-based capital ratio (Tier 1 and Tier 2) 14.23% 11.95% 14.23% 11.95%
Leverage ratio 8.29% 7.08% 8.29% 7.08%
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<FN>
(a) Share data does not reflect 10% stock dividend to be issued March 14, 2000.
(b) Excludes after-tax impact of intangible amortization expense and removes
balance sheet effect of intangible assets acquired through use of purchase
accounting for acquisitions.
(c) Nonperforming assets include loans 90 days past
due and accruing, nonaccrual loans, and other real estate owned.
</FN>
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PEOPLES BANCORP INC. CONDENSED CONSOLIDATED BALANCE SHEETS
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Unaudited - In Thousands (except share data) December 31, December 31,
ASSETS 1999 1998
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<S> <C> <C>
Cash and cash equivalents $ 43,751 $ 40,121
Available-for-sale investment securities, at estimated fair value 328,306 235,569
Loans, net of unearned interest 659,833 567,917
Allowance for loan losses (10,264) (9,509)
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Net loans 649,569 558,408
Bank premises and equipment 15,321 14,826
Other assets 38,503 31,360
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TOTAL ASSETS $ 1,075,450 $ 880,284
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LIABILITIES
Non-interest bearing deposits $ 83,267 $ 80,884
Interest bearing deposits 644,940 633,284
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Total deposits 728,207 714,168
Short-term borrowings (includes securities sold under repurchase agreements) 87,439 32,514
agreements,
Long-term borrowings 150,338 40,664
Accrued expenses and other liabilities 7,606 6,924
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TOTAL LIABILITIES 973,590 794,270
Guaranteed preferred beneficial interests in junior subordinated debentures 28,986 ---
STOCKHOLDERS' EQUITY
Common stock, no par value (6,387,509 shares issued and 5,988,847
outstanding at December 31, 1999) 65,043 50,807
Accumulated comprehensive (loss) income, net of deferred income taxes (7,654) 3,588
Retained earnings 26,241 33,441
Treasury stock, at cost (398,662 shares at December 31, 1999) (10,756) (1,822)
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TOTAL STOCKHOLDERS' EQUITY 72,874 86,014
TOTAL LIABILITIES, MINORITY INTERESTS AND
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STOCKHOLDERS' EQUITY $ 1,075,450 $ 880,284
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PEOPLES BANCORP INC. CONDENSED STATEMENTS OF INCOME
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Three Months Ended For the Year Ended
December 31, December 31,
Unaudited -In Thousands 1999 1998 1999 1998
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<S> <C> <C> <C> <C>
Interest income $ 19,635 $ 16,239 $ 72,346 $ 63,645
Interest expense 9,805 7,725 34,258 30,497
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Net interest income 9,830 8,514 38,088 33,148
Provision for loan losses 447 537 1,878 2,325
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Net interest income after provision for loan losses 9,383 7,977 36,210 30,823
Other income 2,045 1,965 7,633 6,820
Gain (loss) on securities transactions 10 --- (104) 418
Other expense 7,548 6,018 28,197 23,276
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Income before income taxes 3,890 3,924 15,542 14,785
Income taxes 1,109 1,151 4,824 4,740
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NET INCOME $ 2,781 $ 2,773 $ 10,718 $ 10,045
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END OF RELEASE
