<PAGE> 1
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: JANUARY 13, 1999
----------
HUNTINGTON BANCSHARES INCORPORATED
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
----------
Maryland 0-2525 31-0724920
- --------------- --------------------- -------------
(STATE OR OTHER (COMMISSION FILE NO.) (IRS EMPLOYER
JURISDICTION OF IDENTIFICATION NUMBER)
INCORPORATION OR
ORGANIZATION)
----------
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)
----------
<PAGE> 2
ITEM 5. OTHER EVENTS.
On January 13, 1999, Huntington Bancshares Incorporated ("Huntington")
issued a news release announcing its earnings for the fourth quarter and year
ended December 31, 1998. The information contained in the news release, which is
attached as an exhibit to this report, is incorporated herein by reference.
The information contained or incorporated by reference in this Current
Report on Form 8-K may contain forward-looking statements, including certain
plans, expectations, goals, and projections, which are subject to numerous
assumptions, risks, and uncertainties. Actual results could differ materially
from those contained or implied by such statements for a variety of factors,
including: changes in economic conditions; movements in interest rates;
competitive pressures on product pricing and services; success and timing of
business strategies; the nature and extent of legislative and regulatory actions
and reforms; and extended disruption of vital infrastructure.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
Exhibit 99 -- News release of Huntington Bancshares Incorporated, dated
January 13, 1999.
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: January 14, 1999 By: /s/ Gerald R. Williams
-----------------------
Gerald R. Williams,
Executive Vice President
and Chief Financial Officer
<PAGE> 3
EXHIBIT INDEX
Exhibit No. Description Page
99 * News release of Huntington Bancshares
Incorporated issued on January 13, 1999.
- -------------------
* Filed with this report.
<PAGE> 1
EXHIBIT 99
NEWS RELEASE [HUNTINGTON BANKS LOGO]
FOR IMMEDIATE RELEASE
SUBMITTED: JANUARY 13, 1999
FOR FURTHER INFORMATION, CONTACT:
MEDIA ANALYSTS
- ----- --------
HILLARY JEFFERS (614) 480-5413 LAURIE COUNSEL (614) 480-3878
CHERI GRAY (614) 480-3803
HUNTINGTON BANCSHARES REPORTS
FOURTH QUARTER AND FULL YEAR 1998 EARNINGS
COLUMBUS, Ohio -- Huntington Bancshares Incorporated (NASDAQ: HBAN;
www.huntington.com) today reported fourth quarter operating earnings of $91.5
million, or $.43 per common share. This produced a return on average equity
(ROE) of 17.87% and a return on average assets (ROA) of 1.31% for the quarter.
On a cash basis, earnings per share totaled $.47, ROE was 29.44%, and ROA
equaled 1.45%.
"The fourth quarter results were encouraging in several respects, most
notably in terms of the progress made toward achieving our corporate efficiency
objectives," said Frank Wobst, chairman and chief executive officer. "We
experienced strong loan growth--particularly in commercial lending, which grew
12%, and revenue improved nicely with growth in fee income of 22%. The revenue
momentum, combined with reduced operating costs, helped drive our efficiency
ratio closer to our strategic target of 49% by the end of 1999."
In October 1998, The Huntington announced several initiatives to
strengthen the company's financial performance. These included the realignment
of the banking network; the exit of under-performing product lines and delivery
channels; numerous cost savings measures, including the reduction of
approximately 10% of workforce positions; and a repositioning of the balance
sheet to maximize returns on equity. When fully implemented, management
anticipates that the actions will result in an estimated $125 million in
sustainable pretax annual profit improvements. In connection with these
initiatives, The Huntington incurred one-time fourth quarter 1998 expenses of
$90 million (approximately $60 million net of taxes). These costs included $32
million related to the aforementioned exit activities, $26 million for severance
and other personnel-related items, $20 million from the closure of banking
offices, and $12 million of fixed asset write-offs.
-more-
VISIT THE HUNTINGTON'S WEB SITE AT WWW.HUNTINGTON.COM
<PAGE> 2
For the full year 1998, operating net income was $362.1 million, or
$1.70 per common share. ROE and ROA were 17.54% and 1.35%, respectively, in the
past twelve months. On a cash basis, earnings per share for the year totaled
$1.80, ROE was 24.35%, and ROA equaled 1.45%. Including one-time fourth quarter
expenses, reported net income was $301.8 million, or $1.41 per common share and
ROE and ROA were 14.62% and 1.12%, respectively.
The financial results discussed in the remainder of this text are on an
operating basis.
Net interest income for the fourth quarter was $267.3 million, up $15.8
million from the previous three months. This increase was fueled by loan growth
as well as wider spreads, resulting primarily from less expensive core deposits.
Non-interest income, excluding securities gains, was $106.7 million in
the recent quarter, a 22% increase over the same period last year. Stronger
revenues were seen in nearly all categories, with the most significant gains
evident in brokerage and insurance income and electronic banking fees. Mortgage
banking income also continued to be solid, as the retail bank referral network
and favorable market conditions drove fourth quarter loan production up more
than 100% from the same period last year. For the full year, non-interest income
totaled $408.4 million, an increase of 22% from 1997.
Non-interest expense for the three and twelve month periods just ended
was $208.9 million and $823.9 million compared with $188.5 million and $751.9
million the same time a year ago. The recently announced expense reduction
initiatives are already beginning to produce results, as personnel and related
costs decreased nearly 8% versus the prior quarter. These expense initiatives
helped reduce the fourth quarter efficiency ratio to 52.98%, a 3.5% improvement
from the previous quarter.
Commercial loans, indirect automobile financing, credit card, and home
equity lending each posted double-digit growth in the recent three months. As a
result, total loans increased 6.6% from the prior quarter, despite softness in
real estate portfolio lending. Core deposits grew 3.2% with particular strength
in transaction accounts and savings deposits--up 9.7% and 13.8%, respectively.
Credit quality continues to remain stable. For the full year, the net
charge-off ratio of .51% is comparable to the 1997 ratio of .50%. Nonperforming
assets at year-end 1998 were $96.1 million, or 0.49% of total loans and other
real estate. Coverage ratios improved to 377.19% of nonperforming loans and
301.00% of nonperforming assets compared with 359.55%
-more-
<PAGE> 3
and 294.32%, respectively, at year-end 1997. The allowance for loan losses as
percent of total loans increased to 1.50% from 1.46% in the prior year.
Huntington's average equity to average assets was 7.33% in the recent
three month period. The company continues to maintain a healthy capital
position, exceeding requirements for a "well-capitalized" institution. Tier I
and total risk based capital ratios were 7.10% and 10.73%, respectively, at
December 31, 1998.
Huntington Bancshares is a regional bank holding company headquartered
in Columbus, Ohio with assets of $28 billion. Through its affiliated companies,
The Huntington has more than 133 years of serving the financial needs of its
customers.
The Huntington provides innovative products and services through its
more than 600 offices in Florida, Georgia, Indiana, Kentucky, Maryland,
Michigan, New Jersey, North Carolina, Ohio, South Carolina, Virginia and West
Virginia. International banking services are made available through the
headquarters office in Columbus and additional offices located in the Cayman
Islands and Hong Kong. The Huntington also offers products and services through
its technologically-advanced, 24-hour telephone bank, a network of more than
1,300 ATMs and its Web Bank at www.huntington.com.
For faxed copies of current news releases, please call our
fax-on-demand service, Company News on Call, at (800) 758-5804 extension 423276.
FORWARD-LOOKING STATEMENT DISCLOSURE:
This press release contains certain forward-looking statements, including
certain plans, expectations, goals and projections, which are subject to
numerous assumptions, risks, and uncertainties. Actual results could differ
materially from those contained or implied by such statements for a variety of
factors including: changes in economic conditions; movements in interest rates;
competitive pressures on product pricing and services; success and timing of
business strategies; the nature and extent of legislative and regulatory actions
and reforms; and extended disruption of vital infrastructure.
###
<PAGE> 4
<TABLE>
HUNTINGTON BANCSHARES INCORPORATED
COMPARATIVE SUMMARY (CONSOLIDATED)
(in thousands, except per share amounts)
<CAPTION>
CONSOLIDATED RESULTS THREE MONTHS ENDED TWELVE MONTHS ENDED
OF OPERATIONS DECEMBER 31, DECEMBER 31,
- ---------------------------- ---------------------- CHANGE ------------------------- CHANGE
1998 1997 % 1998 1997 %
-------- -------- ------ --------- ---------- -------
<S> <C> <C> <C> <C> <C> <C>
Interest Income $500,395 $499,760 0.1 % $1,999,364 $1,981,473 0.9 %
Interest Expense 233,094 240,197 (3.0) 978,271 954,243 2.5
-------- -------- ---------- ----------
Net Interest Income 267,301 259,563 3.0 1,021,093 1,027,230 (0.6)
Provision for Loan Losses 34,306 26,235 30.8 105,242 107,797 (2.4)
Securities Gains 1,773 1,034 71.5 29,793 7,978 273.4
Non-Interest Income 106,711 87,476 22.0 408,407 334,861 22.0
Non-Interest Expense 298,932 188,532 58.6 913,929 803,108 13.8
Provision for Income Taxes 11,329 42,657 (73.4) 138,354 166,501 (16.9)
-------- -------- ---------- ----------
NET INCOME $ 31,218 $ 90,649 (65.6)% $ 301,768 $ 292,663 3.1 %
======== ======== ========== ==========
OPERATING EARNINGS (1)
Net Income $ 91,518 $ 90,649 1.0 % $ 362,068 $ 338,897 6.8 %
======== ======== ========== ==========
Net Income per Common Share (2)
Basic $ 0.43 $ 0.43 -- % $ 1.71 $ 1.61 6.2 %
Diluted $ 0.43 $ 0.42 2.4 % $ 1.70 $ 1.60 6.3 %
Diluted--Cash Basis $ 0.47 $ 0.44 6.8 % $ 1.80 $ 1.66 8.4 %
Return On:
Average Total Assets 1.31% 1.41% 1.35% 1.35%
Average Shareholders' Equity 17.87% 18.23% 17.54% 17.88%
PER COMMON SHARE AMOUNTS -- REPORTED (2)
Net Income per Common Share
Basic $ 0.15 $ 0.43 (65.1)% $ 1.43 $ 1.39 2.9 %
Diluted $ 0.15 $ 0.42 (64.3)% $ 1.41 $ 1.38 2.2 %
Cash Dividends Declared $ 0.20 $ 0.18 11.1 % $ 0.76 $ 0.68 11.8 %
Shareholders' Equity (period end) $ 10.20 $ 9.60 6.3 % $ 10.20 $ 9.60 6.4 %
AVERAGE COMMON SHARES (2)
Basic 211,015 210,674 0.2 % 211,426 209,884 0.7 %
Diluted 212,749 213,572 (0.4)% 213,454 212,448 0.5 %
KEY RATIOS
Return On:
Average Total Assets 0.45% 1.41% 1.12% 1.16%
Average Shareholders' Equity 6.10% 18.23% 14.62% 15.45%
Efficiency Ratio 52.98% 53.89% 55.80% 54.91%
Net Interest Margin 4.24% 4.44% 4.28% 4.44%
Average Equity/Average Assets 7.33% 7.76% 7.68% 7.53%
Period-end Capital Ratios (3):
Tier I Risk-Based Capital 7.10% 8.83% 7.10% 8.83%
Total Risk-Based Capital 10.73% 11.68% 10.73% 11.68%
Tier I Leverage 6.37% 7.77% 6.37% 7.77%
</TABLE>
<TABLE>
CONSOLIDATED RESULTS THREE MONTHS ENDED TWELVE MONTHS ENDED
OF OPERATIONS DECEMBER 31, DECEMBER 31,
- ---------------------------- ---------------------------- CHANGE --------------------------- CHANGE
1998 1997 % 1998 1997 %
----------- ----------- ------ ----------- ----------- ------
<S> <C> <C> <C> <C> <C> <C>
Average Total Loans $19,269,453 $17,787,695 8.3% $18,433,892 $17,580,433 4.9%
Average Total Deposits $19,359,781 $17,568,990 10.2 $18,412,683 $17,194,171 7.1
Average Total Assets $27,714,488 $25,429,708 9.0 $26,891,558 $25,150,659 6.9
Average Shareholders' Equity $ 2,031,579 $ 1,973,887 2.9 $ 2,064,241 $ 1,893,788 9.0
ASSET QUALITY (PERIOD END)
Non-performing loans $ 77,135 $ 71,803
Total non-performing assets $ 96,099 $ 87,146
Allowance for loan losses/total loans 1.50% 1.46%
Allowance for loan losses/non-performing loans 377.19% 359.55%
Allowance for loan losses and other real
estate/non-performing assets 301.00% 294.32%
</TABLE>
(1) Reported results as adjusted to exclude the impact of special charges
and related taxes.
(2) Adjusted for stock splits and stock dividends, as applicable.
(3) Estimated.
