RIGGS NATIONAL CORP
8-K, 1997-03-06
NATIONAL COMMERCIAL BANKS
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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


                Date of Report (Date of earliest event reported):

                                  March 6, 1997



                           RIGGS NATIONAL CORPORATION
                  --------------------------------------------
               (Exact name of Registrant as specified in Charter)



           Delaware                    0-9756           52-1217953
    ---------------------------     ------------   ---------------------
   (State or other jurisdiction     (Commission       (IRS Employer
       of incorporation)            File Number)   Identification Number)



             1503 Pennsylvania Avenue, N.W., Washington, D.C. 20005
    --------------------------------------------------------------------
                    (Address of principal executive offices)


       Registrant's telephone number, including area code: (301) 887-6000
                                                           --------------


<PAGE>







ITEM 5.     OTHER EVENTS

     On January 15, 1997, the Corporation  announced its fourth quarter and full
     year 1996 earnings.




ITEM 7.     FINANCIAL STATEMENTS AND EXHIBITS

     The following exhibits are filed as part of this Form 8-K:




EXHIBIT NO.                         DESCRIPTION

      99       Press release, dated January 15, 1997, as amended March 6, 1997.




     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, thereunto duly authorized.




 Date:  March 6, 1997                         /s/ JOHN L. DAVIS          
      ---------------                -------------------------------------
                                                  John L. Davis
                                             Chief Financial Officer
                                             (Principal Financial and
                                                Accounting Officer)


<PAGE>







INDEX TO EXHIBITS


EXHIBIT NO.                            DESCRIPTION    

       99       Press release dated January 15, 1997, as amended March 6, 1997.




<PAGE>


[LOGO]                                          NEWS RELEASE

                                                RIGGS NATIONAL CORPORATION
                                                800 17TH STREET, N.W.
                                                WASHINGTON, D.C.  20074-0114




For Immediate Release, Wednesday, January 15, 1997



                       RIGGS NATIONAL CORPORATION ACHIEVES
                      STRONG FINANCIAL PERFORMANCE FOR 1996

                 --Substantial Improvement in Operating Revenue
                           and Reduction in Expenses--


Riggs  National  Corporation   ("Riggs"),   the  largest  bank  holding  company
headquartered in the nation's capital, today announced continued momentum,  with
significant growth in operating earnings for the year ended December 31, 1996.

Riggs's net earnings  for 1996 were $65.9  million,  or $1.79 per common  share.
Riggs's  net  earnings  for 1995 of $87.8  million,  or $2.54 per  common  share
included  $55.0 million in  nonrecurring  income from a reduction in the reserve
for loan losses. Net earnings for the fourth quarter of 1996 were $11.2 million,
or $.27 per common  share.  Riggs's net earnings of $13.0  million,  or $.34 per
common  share,  for the  fourth  quarter  of 1995  included  reduced  income tax
expense.  Net earnings before taxes and minority interest for the fourth quarter
of 1996  increased  30.4% from $13.1 million to $17.1 million when compared with
the same quarter a year earlier.

Net interest income for 1996 was $153.3 million, an increase of $2.3 million, or
1.5%,  compared with $151.0 million in 1995. Net interest  income for the fourth
quarter  of 1996 was  $39.4  million,  an  increase  of $1.8  million,  or 4.7%,
compared  with  $37.6  million  for the prior  year's  period.  Total  assets at
December  31, 1996 were $5.1  billion,  an increase  of $403  million,  or 8.5%,
compared with total assets of $4.7 billion a year earlier.

Noninterest income for 1996 totaled $96.2 million, an increase of $22.2 million,
or 30.0%.  This  increase was  primarily due to increases of $6.7 million in net
securities gains,  $5.1 million in interest on tax receivables,  $3.4 million in
trust income and $3.2  million  from the sale of a portion of Riggs's  corporate
trust business.  Noninterest income for the fourth quarter of 1996 totaled $23.7
million,  an increase of $4.4 million,  or 22.6% from the prior year's  quarter,
mostly attributable to the corporate trust business sale.

Noninterest  expense for 1996 was reduced to $176.9 million,  a 7.8% decrease of
$14.9  million  from 1995's  total of $191.8  million.  The decrease in expenses
during  1996  was  primarily  the  result  of a $5.5  million  reduction  in net
occupancy  expense,  $5.6  million  reduction  in salaries and benefits and $4.3
million reduction in FDIC premiums.  Noninterest  expense for the fourth quarter
of 1996 totaled $46.0  million,  an increase of $2.1 million  (4.9%) from 1995's
total.  This  increase  resulted  mostly  from  increases  in pension  and other
benefits expense totaling $1.4 million.


                                    - more -


<PAGE>


                                       -2-







Nonperforming assets, including other real estate owned, decreased $7.8 million,
or 17.0%,  during the year to $38.1  million at December 31,  1996.  At year-end
1996,  Riggs's reserve to total loans ratio stood at 2.4%.  Nonperforming  loans
totaled $10.0 million at year-end 1996,  with a reserve to  nonperforming  loans
(coverage) ratio over 640%.

Joe L.  Allbritton,  Chairman  and Chief  Executive  Officer  of Riggs  National
Corporation,  said,  "Riggs  completed  its 160th year of  operations  in strong
financial  condition with  significant  improvement  in  noninterest  income and
reduction  in operating  expenses.  We achieved  the highest  capital  ratios in
Riggs's  history and produced record profits from  operations.  In 1997, we look
forward  to  further  strengthening  of our  fee-based  services  and  continued
benefits from our expense control efforts."

Separately,  the Board of Directors  of Riggs  National  Corporation  declared a
dividend of $.05 on its Common  Stock and a dividend of $.671875 on its Series B
Preferred  Stock. The dividends on the Common Stock and Series B Preferred Stock
are payable February 3, 1997 and February 1, 1997, respectively, to shareholders
of record January 24, 1997 for both the Common and Preferred Stock.

Riggs  National  Corporation  is a Washington,  D.C.  based  multi-bank  holding
company with banks in the Washington, D.C. metropolitan area, The United Kingdom
and France.  Riggs  serves the  Washington  community  with 32  locations in the
District of Columbia, 16 in Virginia and 9 in Maryland. The Corporation's common
shares are traded on the NASDAQ National Market System under the symbol "RIGS".

                                 (tables follow)

For more information, contact:
Timothy C. Coughlin, 202-835-5507




<PAGE>


                                       -3-
RIGGS NATIONAL CORPORATION
FINANCIAL HIGHLIGHTS (Unaudited)
(In thousands, except per share amounts)
<TABLE>

                                                                 Three Months Ended                    Twelve Months Ended
                                                                    December 31,                           December 31,
                                                              1996              1995                 1996              1995
                                                          -------------     --------------       -------------     -------------
<S>                                                              <C>                 <C>                 <C>            <C>   
EARNINGS:
Interest Income                                         $       74,077    $        74,236      $      293,198    $     298,799 
Interest Expense                                                34,727             36,652             139,891          147,821 
                                                          -------------     --------------       -------------     -------------
Net Interest Income                                             39,350             37,584             153,307          150,978 
Provision for Loan Losses                                          --                 --                  --           (55,000)
                                                          -------------     --------------       -------------     -------------
Net Interest Income After Provision for Loan Losses             39,350             37,584             153,307          205,978 
Noninterest Income Excluding Securities Gains, Net              23,682             19,013              89,007           73,493 
Securities Gains, Net                                                4                310               7,170              511 
                                                          -------------     --------------       -------------     -------------
Total Noninterest Income                                        23,686             19,323              96,177           74,004 
Total Noninterest Expense                                       45,965             43,819             176,947          191,834 
                                                          -------------     --------------       -------------     -------------
Income Before Tax and Minority Interest                         17,071             13,088              72,537           88,148 
Applicable Income Tax Expense                                    5,430                 91               6,174              346 
Minority Interest in Dividends of Subsidiary, Net of Tax           420                --                  420               -- 
                                                          -------------     --------------       -------------     -------------
Net Income                                              $       11,221    $        12,997      $       65,943    $      87,802 
Less:  Dividends on Preferred Stock                              2,687              2,687              10,750           10,750 
                                                          -------------     --------------       -------------     -------------
Net Income Applicable to Common Stockholders            $        8,534    $        10,310      $       55,193    $      77,052 

Earnings Per Common Share                               $          .27    $           .34      $         1.79    $        2.54 

AVERAGES:
Total Assets                                            $    4,750,744    $     4,589,784      $    4,716,369    $   4,573,151 
Total Earning Assets                                         4,287,680          4,102,396           4,222,265        4,122,017 
Total Loans, Net of Premium, Discount & Fees                 2,620,052          2,561,210           2,557,412        2,543,154 
Total Interest-Bearing Deposits                              3,024,221          2,931,759           2,993,458        2,928,355 
Total Noninterest-Bearing Deposits                             819,139            825,490             812,515          816,758 
Total Deposits                                               3,843,360          3,757,249           3,805,973        3,745,113 
Total Interest-Bearing Liabilities                           3,426,462          3,341,938           3,444,905        3,394,597 
Total Stockholders' Equity                                     419,188            366,082             400,067          310,844 

OTHER FINANCIAL INFORMATION:
Net Interest Margin                                               3.74 %             3.70 %              3.72 %           3.74 %
Return on Average Assets                                           .94 %             1.12 %              1.40 %           1.92 %
Return on Average Stockholders' Equity                           10.65 %            14.09 %             16.48 %          28.25 %
Return on Average Common Equity                                  10.48 %            15.10 %             18.10 %          35.73 %
Common Shares Outstanding                                   30,372,546         30,274,464          30,372,546       30,274,464 
Average Common Shares Outstanding                           30,367,149         30,268,690          30,317,572       30,257,585 
Book Value Per Common Share Outstanding                                                        $        10.88    $        9.30 
Period End Stockholders' Equity to Total Assets                                                          8.29 %           7.96 %

PERIOD END:
Total Assets                                                                                   $    5,135,100    $   4,732,533 
Total Earning Assets                                                                                4,621,463        4,196,339 
Total Loans, Net of Premium, Discount & Fees                                                        2,637,834        2,571,959 
Total Goodwill                                                                                          4,395            4,689 
Total Core Deposits and Other Intangibles                                                              11,498           14,725 
Total Interest-Bearing Deposits                                                                     3,158,089        2,974,292 
Total Noninterest-Bearing Deposits                                                                    892,594          910,887 
Total Deposits                                                                                      4,050,683        3,885,179 
Total Interest-Bearing Liabilities                                                                  3,604,848        3,393,392 
Minority Interest/Trust Preferred Securities                                                          150,000               -- 
Total Stockholders' Equity                                                                            425,776          376,669 
</TABLE>

<PAGE>


                                       -4-
RIGGS NATIONAL CORPORATION
FINANCIAL HIGHLIGHTS (Unaudited)
(In thousands, except per share amounts)
<TABLE>

                                                                                   December 31,                December 31,
                                                                                       1996                        1995
                                                                                 -----------------           -----------------
<S>                                                                                         <C>                         <C>    
NONPERFORMING ASSETS AND PAST DUE LOANS:
Nonaccrual Loans                                                               $           9,876           $           9,326 
Renegotiated Loans (1)                                                                       125                       3,410 
Other Real Estate Owned, Net                                                              28,121                      33,197 
                                                                                 -----------------           -----------------

Total Nonperforming Assets                                                     $          38,122           $          45,933 

Loans Past Due 90 Days or More                                                 $           3,849           $           5,459 

Potential Problem Loans                                                        $           1,636           $           8,106 
Other Potential Problem Assets                                                                --                       4,700 

Nonaccrual Loans to Total Loans                                                              .37  %                      .36  %
Nonperforming Assets to Total Loans and
    Other Real Estate Owned, Net                                                            1.43  %                     1.76  %
Nonperforming Assets to Total Assets                                                         .74  %                      .97  %

RESERVE FOR LOAN LOSSES:
Reserve for Loan Losses                                                        $          64,486           $          56,546 
Reserve for Loan Losses to Total Loans                                                      2.44  %                     2.20  %
Reserve for Loan Losses to Nonaccrual and Renegotiated Loans                              644.80  %                   443.99  %
Net Charge-Offs (Recoveries) for the Three Months                              $          (2,548)          $          (1,393)
Net Charge-Offs (Recoveries) for the Three Months to Average Loans                          (.10) %                     (.05) %
Net Charge-Offs (Recoveries) for the Twelve Months                             $          (6,575)          $         (14,538)
Net Charge-Offs (Recoveries) for the Twelve Months to Average Loans                         (.26) %                     (.57) %

CAPITAL RATIOS:
RIGGS NATIONAL CORPORATION:
Tier 1 Capital to Risk-Weighted Assets                                                     20.04  %                    13.57  %
Combined Tier 1 & Tier 2 Capital to Risk-Weighted Assets                                   28.47  %                    21.62  %
Leverage                                                                                   11.84  %                     8.03  %

RIGGS BANK N.A. (2):
Tier 1 Capital to Risk-Weighted Assets                                                     18.66  %                      N/A  %
Combined Tier 1 & Tier 2 Capital to Risk-Weighted Assets                                   19.92  %                      N/A  %
Leverage                                                                                   10.96  %                      N/A  %
</TABLE>


[FN]
(1) - Loans for which terms have been  renegotiated  to provide a  reduction  of
interest or principal as a result of a deterioration  in the financial  position
of the borrower in accordance with Statement of Financial  Accounting  Standards
No. 15. Renegotiated loans do not include $10.6 million in loans renegotiated at
market  terms  that  have   performed  in  accordance   with  their   respective
renegotiated  terms. These performing,  market rate loans are no longer included
in nonperforming asset totals.

(2) -On March 28,  1996,  the  Corporation  merged  its three  national  banking
subsidiaries:  The Riggs National Bank of  Washington,  D.C., The Riggs National
Bank of Virginia and The Riggs National Bank of Maryland,  renaming the combined
national bank Riggs Bank National  Association  ("Riggs Bank N.A.").  Riggs Bank
N.A. is a wholly owned subsidiary of Riggs National Corporation.



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