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): January 27, 1999
HSBC AMERICAS, INC.
(Exact name of registrant as specified in charter)
DELAWARE I-2940 22-1093160
(State or other juris- (Commission (IRS Employer
diction of incorporation) File Number) Identification No.)
ONE MARINE MIDLAND CENTER, BUFFALO, NEW YORK 14203
(Address of principal executive offices)
Registrant's telephone number, including area code: (716) 841-2424
Not Applicable
(Former name or former address,
if changed since report)
2.
Item 5. Other Events
This report is being filed for the purpose of amending the Registrant's
registration statement on Form S-3 (No. 333-53647) filed with the
Securities and Exchange Commission on May 27, 1998, pursuant to which debt
securities and preferred stock may be offered and sold from time to time,
to include the Exhibits set out in Item 7.
Item 7. Financial Statements Pro Forma Financial Information and Exhibits
(C) Exhibit
12. HSBC Americas, Inc. and Subsidiaries Consolidated Ratio of
Earnings to Fixed Charges (Excluding Interest on Deposits);
HSBC Americas, Inc. and Subsidiaries Consolidated Ratio of
Earnings to Fixed Charges (Including Interest on Deposits);
HSBC Americas, Inc. and Subsidiaries Consolidated Ratio of
Earnings to Combined Fixed Charges and Preferred Stock Dividend
Requirements (Excluding Interest on Deposits);
HSBC Americas, Inc. and Subsidiaries Consolidated Ratio of
Earnings to Combined Fixed Charges and Preferred Stock Dividend
Requirements (Including Interest on Deposits);
Statement regarding the computation of the Ratio of Earnings to
Fixed Charges and Ratios of Earnings to combined Fixed Charges
and Preferred Stock Dividend Requirements.
3.
HSBC AMERICAS, INC. AND SUBSIDIARIES
CONSOLIDATED RATIO OF EARNINGS TO FIXED CHARGES
(Excluding Interest on Deposits)
(In Millions, Except Ratios)
Nine Months
Ended Sept 30, (a) Years Ended December 31,
---------------- -----------------------------------
1998 1997 1997 1996 1995 1994 1993
------ ------ ------ ------ ----- ----- -----
Income(Loss)Before
Cumulative Effect of
Change in Accounting
Principle $ 368 $ 351 $ 471 $ 380 $ 284 $ (37)$(230)
Applicable Income Tax
Expense 193 150 193 171 52 126 22
Less Undistributed Equity
Earnings (b) 2 1 2 2 0 (c) 4 4
Fixed Charges :
Interest On :
Borrowed Funds 159 135 197 121 81 81 83
Long-Term Debt 73 82 112 48 50 86 116
One Third of Rents, Net of
Income from Subleases(d) 11 11 14 12 12 11 14
------ ------ ------ ------ ----- ----- -----
Total Fixed Charges 243 228 323 181 143 178 213
Earnings Before Taxes
Based on Income and
Fixed Charges $ 802 $ 728 $ 985 $ 730 $ 479 $ 263 $ 1
====== ====== ====== ====== ===== ===== =====
Consolidated Ratio of
Earnings to
Fixed Charges 3.30 3.19 3.05 4.03 3.35 1.48 0.00
====== ====== ====== ====== ===== ===== =====
HSBC AMERICAS, INC. AND SUBSIDIARIES
CONSOLIDATED RATIO OF EARNINGS TO FIXED CHARGES
(Including Interest on Deposits)
(In Millions, Except Ratios)
Nine Months
Ended Sept 30, (a) Years Ended December 31,
---------------- -----------------------------------
1998 1997 1997 1996 1995 1994 1993
------ ------ ------ ------ ----- ----- -----
Total Fixed Charges
(as above) $ 243 $ 228 $ 323 $ 181 $ 143 $ 178 $ 213
Add : Interest on Deposits 649 495 679 481 465 308 290
------ ------ ------ ------ ----- ----- -----
Total Fixed Charges and
Interest on Deposits $ 892 $ 723 $1,002 $ 662 $ 608 $ 486 $ 503
====== ====== ====== ====== ===== ===== =====
Earnings Before Taxes
Based on Income and Fixed
Charges (as above) $ 802 $ 728 $ 985 $ 730 $ 479 $ 263 $ 1
Add : Interest on Deposits 649 495 679 481 465 308 290
------ ------ ------ ------ ----- ----- -----
Total $ 1,451 $ 1,223 $1,664 $1,211 $ 944 $ 571 $ 291
====== ====== ====== ====== ===== ===== =====
Consolidated Ratio of
Earnings to
Fixed Charges 1.63 1.69 1.66 1.83 1.55 1.17 0.58
====== ====== ====== ====== ===== ===== =====
(a) Unaudited
(b) Undistributed equity earnings of less than fifty percent owned companies.
(c) Less than $500,000.
(d) The portion deemed representative of the interest factor.
* The amount by which earnings for the year ended December 31, 1993 were
insufficient to cover fixed charges were $212 million (excluding and
including interest on deposits).
4.
HSBC AMERICAS, INC. AND SUBSIDIARIES
CONSOLIDATED RATIO OF EARNINGS TO COMBINED FIXED CHARGES
AND PREFERRED STOCK DIVIDEND REQUIREMENTS
(Excluding Interest on Deposits)
Nine Months
Ended Sept 30, (a) Years Ended December 31,
---------------- ----------------------------------
1998 1997 1997 1996 1995 1994 1993
------ ------ ------ ------ ----- ----- ----
Income(Loss)Before
Cumulative Effect of
Change in Accounting
Principle $ 368 $ 351 $ 471 $ 380 $ 284 $ (37)$(230)
Applicable Income Tax
Expense 193 150 193 171 52 126 22
Less Undistributed Equity
Earnings (b) 2 1 2 2 0 (c) 4 4
Fixed Charges :
Interest On :
Borrowed Funds 159 135 197 121 81 81 83
Long-Term Debt 73 82 112 48 50 86 116
One Third of Rents, Net of
Income from Subleases(d) 11 11 14 12 12 11 14
------ ------ ------ ------ ----- ----- -----
Total Fixed Charges 243 228 323 181 143 178 213
Earnings Before Taxes
Based on Income and
Fixed Charges $ 802 $ 728 $ 985 $ 730 $ 479 $ 263 $ 1
====== ====== ====== ====== ===== ===== =====
Total Fixed Charges $ 243 $ 228 $ 323 $ 181 $ 143 $ 178 $ 213
Preferred Stock Dividends 0 1 1 6 6 6 6
Ratio of Pretax Income
(Loss) to Income (Loss)
After Applicable Income
Tax Expense 1.52 1.43 1.41 1.45 1.18 (e) (e)
------ ------ ------ ------ ----- ----- -----
Total Preferred Stock
Dividend Factor 0 2 2 9 7 6 6
Fixed Charges, Including
Preferred Stock Dividend
Factor $ 243 $ 230 $ 325 $ 190 $ 150 $ 184 $ 219
====== ====== ====== ====== ===== ===== =====
Consolidated Ratio of
Earnings to Combined Fixed
Charges and Dividends
on Preferred Stock 3.30 3.17 3.03 3.84 3.19 1.43 0.00
====== ====== ====== ====== ===== ===== =====
HSBC AMERICAS, INC. AND SUBSIDIARIES
CONSOLIDATED RATIO OF EARNINGS TO COMBINED FIXED CHARGES
AND PREFERRED STOCK DIVIDEND REQUIREMENTS
(Including Interest on Deposits)
(In Millions, Except Ratios)
Nine Months
Ended Sept 30, (a) Years Ended December 31,
---------------- -----------------------------------
1998 1997 1997 1996 1995 1994 1993
------ ------ ------ ------ ----- ----- -----
Total Fixed Charges, Including
Preferred Stock Dividend
Factor (as above) $ 243 $ 230 $ 325 $ 190 $ 150 $ 184 $ 219
Add : Interest on Deposits 649 495 679 481 465 308 290
------ ------ ------ ------ ----- ----- -----
Fixed Charges, Including
Preferred Stock Dividend
Factor and Interest on
Deposits $ 892 $ 725 $1,004 $ 671 $ 615 $ 492 $ 509
====== ====== ====== ====== ===== ===== =====
Earnings Before Taxes
Based on Income and Fixed
Charges (as above) $ 802 $ 728 $ 985 $ 730 $ 479 $ 263 $ 1
Add : Interest on Deposits 649 495 679 481 465 308 290
------ ------ ------ ------ ----- ----- -----
Total $ 1,451 $ 1,223 $1,664 $1,211 $ 944 $ 571 $ 291
====== ====== ====== ====== ===== ===== =====
Consolidated Ratio of
Earnings to Combined
Fixed Charges and Dividends
on Preferred Stock 1.63 1.69 1.66 1.80 1.53 1.16 0.57
====== ====== ====== ====== ===== ===== =====
(a) Unaudited
(b) Undistributed equity earnings of less than fifty percent owned companies.
(c) Less than $500,000.
(d) The portion deemed representative of the interest factor.
(e) Ratio is less than one, therefore actual preferred stock dividend
amount used.
* The amount by which earnings for the year ended December 31, 1993 were
insufficient to cover combined fixed charges and dividends on preferred
stock were $218 million (excluding and including interest on deposits).
5.
For purposes of computing both the ratios of earnings to fixed charges and
earnings to combined fixed charges and preferred stock dividend requirements,
earnings represent net income (loss) before the cumulative effect of change in
accounting principle plus applicable income taxes and fixed charges. Fixed
charges, excluding interest on deposits, include interest expense (other than
on deposits) and the proportion deemed representative of the interest factor
of rent expense, net of income from subleases. Fixed charges, including
interest on deposits, include all interest expense and the proportion deemed
representative of the interest factor of rent expense, net of income from
subleases. Pretax earnings required for preferred stock dividends were
computed using tax rates for the applicable year. No tax adjustments were
made in loss years.
6.
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, thereunto duly authorized.
HSBC AMERICAS, INC.
(REGISTRANT)
/s/ Gerald A. Ronning
NAME: GERALD A. RONNING
TITLE: EXECUTIVE VICE PRESIDENT &
CONTROLLER
Date: January 27, 1999
