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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 or 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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DATE OF REPORT: OCTOBER 9, 1996
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HUNTINGTON BANCSHARES INCORPORATED
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
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Maryland 0-2525 31-0724920
- - --------------- -------------------- ----------------------
(STATE OR OTHER (COMMISSION FILE NO.) (IRS EMPLOYER
JURISDICTION OF IDENTIFICATION NUMBER)
INCORPORATION OR
ORGANIZATION)
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Huntington Center
41 South High Street
Columbus, Ohio 43287
(614) 480-8300
(ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER
INCLUDING AREA CODE OF REGISTRANT'S
PRINCIPAL EXECUTIVE OFFICES)
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ITEM 5. OTHER EVENTS.
On October 9, 1996, Huntington Bancshares Incorporated ("Huntington")
issued a news release announcing its earnings for the third quarter ended
September 30, 1996. The information contained in the news release, which is
attached as an exhibit to this report, is incorporated herein by reference.
In addition, in a press release dated October 14, 1996 Huntington
announced: (i) the approval of a program to allow shareholders owning fewer than
100 shares to either sell their shares or purchase sufficient shares to bring
their holdings to at least 100 shares without incurring any brokerage fees (the
"Program"); and (ii) that effective January 3, 1997, it will revise the
Huntington Bancshares Incorporated Dividend Reinvestment and Common Stock
Purchase Plan (the "Plan"). The information concerning the Program and the
revisions to the Plan contained in the news release, which is attached as an
exhibit to this report, is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
Exhibit 99(a) -- News release of Huntington Bancshares Incorporated,
dated October 9, 1996.
Exhibit 99(b)-- News release of Huntington Bancshares Incorporated,
dated October 14, 1996.
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.
HUNTINGTON BANCSHARES INCORPORATED
Date: October 16, 1996 By: /s/ John D. Van Fleet
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John D. Van Fleet
Senior Vice President and
Corporate Controller
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EXHIBIT INDEX
Exhibit No. Description Page
99(a) * Press Release of Huntington Bancshares
Incorporated issued on October 9, 1996.
99(b) * Press release of Huntington Bancshares
Incorporated issued on October 14, 1996.
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* Filed with this report.
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NEWS RELEASE [HUNTINGTON BANK LOGO]
FOR IMMEDIATE RELEASE FOR FURTHER INFORMATION, CONTACT:
SUBMITTED: OCTOBER 9, 1996 JACQUELINE THURSTON (614) 480-3878
HUNTINGTON BANCSHARES REPORTS EARNINGS
FOR THIRD QUARTER AND FIRST NINE MONTHS OF 1996
COLUMBUS, Ohio -- Huntington Bancshares Incorporated (NASDAQ: HBAN;
http://www.huntington.com) today reported earnings per share for the first nine
months of $1.33 and $.46 for the third quarter representing increases of 13.7%
and 4.5%, respectively, over the same periods last year. Net income was $194.4
million for the first nine months of 1996 and $66.5 million for the third
quarter compared with $179.0 million and $65.9 million, respectively, during the
corresponding periods in 1995.
Huntington's return on average equity (ROE) and return on average
assets (ROA) were 17.15% and 1.30% in the first nine months, up from 15.75% and
1.27% last year. ROE was 17.92% and ROA was 1.33% for the third quarter.
"We are pleased with the company's overall results in the third
quarter," stated Frank Wobst, chairman and chief executive officer of Huntington
Bancshares Incorporated. "We continued to see strong growth in fee income as
well as double digit growth in consumer loans. Commercial loans also grew a
respectable 5.2%."
Net interest income for the nine and three months ended September 30,
1996 was $565.7 million and $191.7 million, respectively; the net interest
margin was 4.16% in the recent third quarter.
Non-interest income, excluding securities transactions, amounted to
$192.9 million and $64.9 million in the most recent nine and three month
periods, 15.2% and 12.8% higher than the same periods last year. All major
categories remained strong.
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HUNTINGTON BANCSHARES INCORPORATED
COMPARATIVE SUMMARY (CONSOLIDATED)
(in thousands of dollars, except per share amounts)
<TABLE>
<CAPTION>
Consolidated Results Three Months Ended Nine Months Ended
of Operations September 30, Change September 30, Change
- - ---------------------- --------------------------------------- ---------------------------------
1996 1995 % 1996 1995 %
------------- ---------- -------- ----------- ----------- -----
<S> <C> <C> <C> <C> <C> <C>
Interest Income $ 378,422 $ 377,859 0.1% $1,127,797 $1,080,459 4.4%
Interest Expense 186,721 191,281 (2.14) 562,085 537,782 4.5
---------- ---------- ---------- ----------
Net Interest Income 191,701 186,578 2.7 565,712 542,677 4.2
Provision for Loan Losses 20,250 7,187 181.8 43,916 16,582 164.8
Non-Interest Income 71,028 59,800 18.8 206,366 176,211 17.1
Non-Interest Expense 141,578 137,446 3.0 430,540 423,139 1.7
Provision for Income Taxes 34,438 35,808 (3.8) 103,246 100,207 3.0
---------- ---------- ---------- ----------
Net Income $ 66,463 $ 65,937 0.8% $ 194,376 $ 178,960 8.6%
========== ========== ========== ==========
PER COMMON SHARE (1)
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Net Income $ 0.46 $ 0.44 4.5% $ 1.33 $ 1.17 13.7%
Cash Dividends Declared $ 0.20 $ 0.18 11.1% $ 0.56 $ 0.52 7.7%
Shareholders' Equity
(period end) $ 10.40 $ 10.02 3.8% $ 10.40 $ 10.02 3.8%
Average Shares
Outstanding (000's) 145,287 150,901 (3.7%) 146,673 153,024 (4.2%)
KEY RATIOS
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Return On:
Average Total Assets 1.33% 1.34% 1.30% 1.27%
Average Shareholders' Equity 17.92% 17.03% 17.15% 15.75%
Efficiency Ratio 55.57% 56.49% 56.87% 59.41%
Net Interest Margin 4.16% 4.18% 4.11% 4.21%
Average Equity/Average Assets 7.41% 7.87% 7.60% 8.10%
Tier I Risk-Based Capital Ratio
(period end) 8.03% 8.46% 8.03% 8.46%
Total Risk-Based Capital Ratio
(period end) 11.57% 12.17% 11.57% 12.17%
Tier I Leverage Ratio
(period end) 6.78% 6.96% 6.78% 6.96%
</TABLE>
<TABLE>
<CAPTION>
Consolidated Statement
of Condition Data At September 30, Change
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1996 1995 %
------------ ----------- -----
<S> <C> <C> <C>
Total Loans $13,939,218 $13,457,831 3.6%
Total Deposits $13,175,649 $12,544,500 5.0
Total Assets $20,565,805 $20,173,130 1.9
Shareholders' Equity $ 1,501,084 $ 1,482,799 1.2
ASSET QUALITY
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Non-performing loans $ 54,974 $ 46,310
Total non-performing assets $ 70,584 $ 69,978
Allowance for loan losses/total loans 1.44% 1.48%
Allowance for loan losses/non-performing loans 364.20% 428.79%
Allowance for loan losses and other real
estate/non-performing assets 274.54% 263.26%
</TABLE>
(1) Adjusted for the ten percent stock dividend distributed July 31, 1996.
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NEWS RELEASE [HUNTINGTON BANK LOGO]
FOR IMMEDIATE RELEASE FOR FURTHER INFORMATION, CONTACT:
SUBMITTED: OCTOBER 14, 1996 JACQUELINE THURSTON (614) 480-3878
HUNTINGTON BANCSHARES ANNOUNCES
ODDLOT BUYBACK PROGRAM AND CHANGES TO THE
DIVIDEND REINVESTMENT PLAN
COLUMBUS, Ohio The board of directors of Huntington Bancshares
Incorporated (Nasdaq: HBAN; http://www.huntington.com) recently approved a
voluntary program to assist shareholders who, as of the close of business on
October 11, 1996, owned fewer than 100 shares of Huntington Bancshares
Incorporated Common Stock and wish to sell their shares or purchase sufficient
shares to bring their holdings up to at least 100 shares of Common Stock without
incurring any brokerage fees (the "Program"). Huntington believes that the
Program will also reduce the high cost of servicing a large number of small
shareholder accounts.
The Program will be held open for a period of 30 calendar days,
commencing on November 1, 1996, subject to extension, at the discretion of
Huntington, for up to an additional 30 calendar days. Shares sold to Huntington
under the Program will be purchased at a price per share equal to the sum of (i)
the highest closing market price for the Common Stock during the 30 day period
the Program is open, as reported on the Nasdaq Stock Market and (ii) an amount
equal to five percent of such closing price. If the Program is extended, the
purchase price will be computed using the same formula for the extension period.
The details and necessary paperwork will be forwarded to all eligible
shareholders toward the end of October.
