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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________
Commission File Number 0-010699
HUBCO, INC.
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(Exact name of registrant as specified in its charter)
NEW JERSEY 22-2405746
------------------------------- ----------------------
(State of other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
1000 MACARTHUR BLVD
MAHWAH, NEW JERSEY 07430
- --------------------------------------- ----------
(Address of principal executive office) (Zip Code)
(201)-236-2600
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(Registrant's telephone number, including area code)
NOT APPLICABLE
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Former name, former address, and former fiscal year,
if changed since last report.
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days Yes X No
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each, of the issuer's classes of
common stock, as of the last practicable date:
21,489,104 shares, no par value, outstanding as of May 5, 1997.
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<PAGE>
HUBCO, INC. AND SUBSIDIARIES
INDEX
Page
----
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited):
Consolidated Balance Sheets
At March 31, 1997 and December 31, 1996..................... 1
Consolidated Statements of Income
For the three-months ended
March 31, 1997 and 1996................................... 2
Consolidated Statements of Cash Flows
For the three-months ended
March 31, 1997 and 1996................................... 3
Notes to Consolidated Financial Statements.................. 4 - 5
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations............. 6 - 9
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K............................ 10
Signatures.................................................. 11
PART III. FINANCIAL DATA SCHEDULE .................................. 12
<PAGE>
<TABLE>
HUBCO, Inc. and Subsidiaries
- --------------------------------------------------------------------------------------------------------
PART I. FINANCIAL INFORMATION
CONSOLIDATED BALANCE SHEETS (Unaudited)
(In Thousands Except Share Data)
<CAPTION>
March 31, December 31,
1997 1996
---------- ----------
<S> <C> <C>
ASSETS
Cash and due from banks ............................................. $ 155,875 $ 128,868
Federal funds sold .................................................. -- 24,200
---------- ----------
TOTAL CASH EQUIVALENTS ...................................... 155,875 153,068
Securities available for sale, at market value ...................... 679,839 655,492
Securities held to maturity, at cost (market value of
$248,222 and $279,610 in 1997 and 1996, respectively) ............. 250,868 280,914
Loans:
Real estate mortgage .............................................. 1,070,937 1,085,720
Commercial and financial .......................................... 500,048 499,004
Consumer credit ................................................... 224,069 237,872
Credit card ....................................................... 54,988 61,759
---------- ----------
TOTAL LOANS ................................................. 1,850,042 1,884,355
Less: Allowance for possible loan losses .......................... (35,745) (35,153)
---------- ----------
NET LOANS ................................................... 1,814,297 1,849,202
Premises and equipment, net ......................................... 42,992 43,510
Other real estate owned ............................................. 4,957 5,651
Intangibles, net of amortization .................................... 27,981 29,225
Other assets ........................................................ 89,779 98,625
---------- ----------
TOTAL ASSETS ................................................ $3,066,588 $3,115,687
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Non-interest bearing .............................................. $ 575,156 $ 622,719
Interest bearing .................................................. 1,863,866 1,969,373
---------- ----------
TOTAL DEPOSITS .............................................. 2,439,022 2,592,092
Borrowings .......................................................... 237,796 187,979
Other liabilities ................................................... 33,525 29,283
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TOTAL LIABILITIES ........................................... 2,710,343 2,809,354
---------- ----------
Subordinated Debt ................................................... 100,000 100,000
Capital Trust Securities ............................................ 50,000 --
---------- ----------
Stockholders' equity:
Convertible Preferred Stock-Series B, no par value;
authorized 10,300,000 shares; 39,600 shares
issued and outstanding in 1997 and 1996 ......................... 3,960 3,960
Common stock, no par value; authorized 51,500,000
shares; issued 21,624,468 and outstanding
21,592,969 shares in 1997 and 21,624,468 shares
issued and outstanding in 1996 .................................. 38,448 38,448
Additional paid-in capital ........................................ 101,963 104,233
Retained earnings ................................................. 64,058 56,968
Treasury shares, at cost, 31,499 shares in 1997 ................... (820) --
Restricted stock awards ........................................... (344) (279)
Unrealized gain (loss) on securities
available for sale, net of income taxes ......................... (1,020) 3,003
---------- ----------
TOTAL STOCKHOLDERS' EQUITY .................................. 206,245 206,333
---------- ----------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY .................... $3,066,588 $3,115,687
========== ==========
See notes to consolidated financial statements
</TABLE>
1
<PAGE>
HUBCO, Inc. and Subsidiaries
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CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
(In Thousands Except Share Data)
Three Months Ended
March 31,
--------------------
1997 1996
------- -------
INTEREST AND FEE INCOME:
Loans-taxable ...................................... $39,400 $36,658
Loans-tax exempt ................................... 50 57
Securities-taxable ................................. 14,576 12,682
Securities-tax-exempt .............................. 84 116
Other .............................................. 156 286
------- -------
TOTAL INTEREST AND FEE INCOME ................ 54,266 49,799
------- -------
INTEREST EXPENSE:
Deposits ........................................... 14,758 16,051
Borrowings ......................................... 2,445 920
Subordinated and other debt ........................ 2,839 510
------- -------
TOTAL INTEREST EXPENSE ....................... 20,042 17,481
------- -------
NET INTEREST INCOME .......................... 34,224 32,318
PROVISION FOR POSSIBLE LOAN LOSSES ................... 1,481 2,253
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NET INTEREST INCOME AFTER PROVISION
FOR POSSIBLE LOAN LOSSES ................... 32,743 30,065
NON-INTEREST INCOME:
Trust department income ............................ 592 731
Service charges on deposit accounts ................ 3,521 3,279
Securities gains ................................... 1,272 286
Other income ....................................... 3,400 2,518
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TOTAL NON-INTEREST INCOME .................... 8,785 6,814
------- -------
NON-INTEREST EXPENSE:
Salaries ........................................... 8,083 9,047
Pension and other employee benefits ................ 2,659 2,237
Occupancy expense .................................. 2,476 2,815
Equipment expense .................................. 1,366 1,238
Deposit insurance and other insurance .............. 185 269
Outside services ................................... 3,620 2,848
Other real estate owned expense .................... 528 439
Amortization of intangibles ........................ 1,267 597
Other .............................................. 2,810 3,877
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TOTAL NON-INTEREST EXPENSE ................... 22,994 23,367
------- -------
INCOME BEFORE INCOME TAXES ................... 18,534 13,512
PROVISION FOR INCOME TAXES ........................... 7,050 5,195
------- -------
NET INCOME ................................... $11,484 $ 8,317
======= =======
NET INCOME PER COMMON SHARE .......................... $ 0.50 $ 0.35
======= =======
WEIGHTED AVERAGE COMMON AND COMMON
EQUIVALENT SHARES OUTSTANDING ..................... 22,959 23,767
======= =======
See notes to consolidated financial statements
2
<PAGE>
<TABLE>
HUBCO, INC. and Subsidiaries
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CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(in thousands)
<CAPTION>
Three Months Ended
March 31,
-------------------------
1997 1996
-------- ---------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income ................................................ $ 11,484 $ 8,317
Adjustments to reconcile net income to net
cash provided by operating activities:
Provision for possible loan losses ................... 1,481 2,253
Provision for depreciation and amortization .......... 3,245 2,148
Amortization of security premiums, net ............... 140 506
Securities gains ..................................... (1,272) (286)
Gain on sale of premises and equipment ............... (6) --
Deferred income tax provision ........................ -- 769
Decrease in other assets ................................ 9,886 5,105
Increase (decrease) in other liabilities ................ 4,243 (2,727)
-------- ---------
NET CASH PROVIDED BY OPERATING ACTIVITIES .................... 29,201 16,085
-------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sales of securities:
Available for sale ...................................... 4,209 13,732
Proceeds from repayments and maturities of securities:
Available for sale ...................................... 31,043 64,830
Held to maturity ........................................ 42,013 23,193
Purchases of Available for Sale securities................. (74,715) (151,497)
Net cash paid for acquisitions ............................ -- 56,717
Net decrease/(increase) in loans .......................... 32,738 (10,511)
Proceeds from sales of premises and equipment ............. 33 34
Purchases of premises and equipment ....................... (807) (3,237)
Decrease (increase) in other real estate .................. 694 (203)
-------- ---------
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES .......... 35,208 (6,942)
-------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES
Net decrease in demand deposits,
NOW accounts and savings accounts ....................... (86,594) (98,363)
Net decrease in certificates of deposits .................. (66,476) (375)
Net increase in short-term borrowings ..................... 49,817 42,847
Net decrease in other borrowings .......................... -- (875)
Net proceeds from issuance of debt securities ............. 49,250 --
Proceeds from issuance of common stock .................... 403 36
Cash dividends ............................................ (4,387) (3,244)
Acquisition of treasury stock ............................ (3,615) (14,824)
-------- ---------
NET CASH USED IN FINANCING ACTIVITIES ........................ (61,602) (74,798)
-------- ---------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ............. 2,807 (65,655)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD ............. 153,068 221,091
-------- ---------
CASH AND CASH EQUIVALENTS AT END OF PERIOD ................... $155,875 $ 155,436
======== =========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the year for --
Interest .................................................. $ 20,419 $ 15,899
Income taxes .............................................. 4,085 811
======== =========
See notes to Consolidated Financial Statements
</TABLE>
3
<PAGE>
HUBCO, Inc. and Subsidiaries
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HUBCO Inc. and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE A -- BASIS OF PRESENTATION
The accompanying financial statements of HUBCO, Inc. and Subsidiaries ("HUBCO"
or "the Company") include the accounts of the parent company, HUBCO, Inc. and
its wholly-owned subsidiaries: Hudson United Bank ("Hudson United Bank"),
Lafayette American Bank & Trust Co. ("Lafayette"), HUB Capital Trust I and HUB
Financial Services Inc., formerly known as HUB Investment Services, Inc. All
material intercompany balances and transactions have been eliminated in
consolidation. These unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q and Rule 10-01 of
Regulation S-X. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, the information presented
includes all adjustments, consisting of normal recurring accruals, considered
necessary for a fair presentation, in all material respects, of the interim
period results. The results of operations for periods of less than one year are
not necessarily indicative of results for the full year. The consolidated
financial statements should be read in conjunction with the Annual Report on
Form 10-K for the year ended December 31, 1996.
NOTE B -- INCOME PER SHARE
Net income per share is computed by dividing net income by the weighted average
number of common shares plus the number of shares issuable upon conversion of
the preferred stock and the number of shares issuable upon the exercise of
warrants. Shares issuable upon the exercise of options are not included in the
calculation of net income per share since their effect is not material. All
share data has been retroactively restated to reflect all stock splits and stock
dividends.
The Company plans to adopt Statement of Financial Accounting Standards No.
128-"Earnings Per Share" in the fourth quarter of 1997, the impact of which is
not expected to be material.
NOTE C -- SECURITIES
The following table presents the amortized cost and estimated market value of
securities available-for sale and held-to maturity at the dates indicated:
March 31, 1997
----------------------------------------------
Gross Unrealized Estimated
Amortized ------------------- Market
Cost Gains (Losses) Value
-------- ------ -------- --------
AVAILABLE FOR SALE
U.S. Government .............. $ 83,297 $ 77 $ (373) $ 83,001
U.S. Government
agencies ................... 461,358 444 (6,086) 455,716
States and political
subdivisions ............... 7,407 105 (69) 7,443
Other debt securities ........ 72,127 90 (36) 72,181
Equity securities ............ 57,158 4,716 (376) 61,498
-------- ------ ------- --------
$681,347 $5,432 $(6,940) $679,839
======== ====== ======= ========
March 31, 1997
----------------------------------------------
Gross Unrealized Estimated
Amortized ------------------- Market
Cost Gains (Losses) Value
-------- ------ -------- --------
HELD TO MATURITY
U.S. Government .............. $ 42,908 $ 155 $ (11) $ 43,052
U.S. Government
agencies ................... 207,960 933 (3,723) 205,170
-------- ------ ------- --------
$250,868 $1,088 $(3,734) $248,222
======== ====== ======= ========
4
<PAGE>
HUBCO, Inc. and Subsidiaries
- --------------------------------------------------------------------------------
HUBCO Inc. and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(UNAUDITED)
NOTE C -- SECURITIES (Continued)
December 31, 1996
----------------------------------------------
Gross Unrealized Estimated
Amortized ------------------- Market
Cost Gains (Losses) Value
-------- ------ -------- --------
AVAILABLE FOR SALE
U.S. Government .............. $ 85,403 $ 535 $ (51) $ 85,887
U.S. Government
agencies ................... 496,370 3,118 (3,376) 496,112
States and political
subdivisions ............. 11,575 6 (2) 11,579
Other debt securities ........ 4,344 53 (11) 4,386
Equity securities ............ 52,730 5,088 (290) 57,528
-------- ------ ------- --------
$650,422 $8,800 $(3,730) $655,492
======== ====== ======= ========
December 31, 1996
----------------------------------------------
Gross Unrealized Estimated
Amortized ------------------- Market
Cost Gains (Losses) Value
-------- ------ -------- --------
HELD TO MATURITY
U.S. Government .............. $ 76,837 $ 326 $ (21) $ 77,142
U.S. Government
agencies ................... 204,077 1,508 (3,117) 202,468
-------- ------ ------- --------
$280,914 $1,834 $(3,138) $279,610
======== ====== ======= ========
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This financial review presents management's discussion and analysis of financial
condition and results of operations. It should be read in conjunction with the
Company's Consolidated Financial Statements and the accompanying notes. All
dollar amounts, other than per share information, are presented in thousands
unless otherwise noted.
The financial statements for the comparative periods presented herein have been
restated to reflect the acquisitions that have been accounted for on the
pooling-of-interests accounting method during the periods presented herein.
Growth Financial Corporation was acquired on January 12, 1996, Lafayette
American Bank and Trust Company was acquired on July 1, 1996 and Westport
Bancorp, Inc. was acquired on December 13, 1996. These acquisitions were
accounted for on a pooling-of-interests method, and accordingly, the
consolidated financial statements have been restated to include the accounts of
these institutions for all periods presented. All share data has been
retroactively restated to reflect the shares issued in the aforementioned
transactions including restatement of all prior periods. In addition, the
Company acquired Hometown Bancorporation on August 30, 1996, UST
Bank/Connecticut on November 29, 1996, three branches from CrossLand Federal
Savings Bank on February 29, 1996, and a branch purchase from Interchange State
Bank on December 20, 1996. These acquisitions were accounted for on the purchase
method and thus operations and earnings are only reflected in the Company's
results subsequent to the dates of acquisition. The balance sheet and income
statement comparisons are influenced by these purchase transactions.
RESULTS OF OPERATIONS
OVERVIEW
For the three-month period ended March 31, 1997, the Company earned $11.5
million, an increase of 38% when compared to net income of $8.3 million for the
three-month period ended March 31, 1996. Net income per share was $.50 for the
first quarter of 1997, an increase of 43% when compared to $.35 for the same
period in 1996. Return on average equity and return on average assets were
22.07% and 1.50%, respectively, for the three-month period ended March 31, 1997
compared to 15.67% and 1.22%, respectively, for the same period in 1996.
NET INTEREST INCOME
Net interest income for the first quarter of 1997 was $34.2 million compared
with $32.3 million for the first quarter of 1996. This represents an increase of
$1.9 million or 5.9%. The net interest margin for the three-month period ended
March 31, was 4.92% in 1997 compared with 5.22% in 1996. This contraction of the
net interest margin is primarily due to the increase in borrowing costs
discussed below.
Interest income for the first quarter of 1997 compared to the same period in
1996, increased $4.5 million, or 9.0% while interest expense increased $2.6
million, or 14.6%.
6
<PAGE>
The increased interest expense was primarily attributable to the $75.0 million
of 8.20% subordinated debt which was issued in September of 1996 and the $50.0
million of 8.98% Securities of Capital Trust I issued in January 1997, as well
as an increase of $91.0 million in average short-term borrowings.
PROVISION FOR POSSIBLE LOAN LOSSES
The provision for possible loan losses for the comparative first quarters was
$1.4 million in 1997 compared with $2.3 million in 1996. The reduction in the
provision for possible loan losses is a reflection of the improved levels of
non-performing assets. The Company performs an evaluation of the adequacy of the
allowance for loan losses each quarter. The results of this analysis and the
expectation of potential credit losses and economic conditions are some of the
factors that determine the required quarterly provision. Management believes
that the allowance at March 31, 1997 of $35.7 million, or 1.93% of total loans
and 121% of non-performing loans, is adequate. Comparative ratios for March 31,
1996 are 1.87% and 112% respectively. Non-performing assets as a percentage of
total assets at March 31, 1997 was 1.13% compared to 1.52% at March 31, 1996.
The following table presents the composition of non-performing assets and loans
past due 90 days or more and accruing and selected asset quality ratios at the
dates indicated:
ASSET QUALITY SCHEDULE
(In Thousands)
3/31/97 12/31/96
------- --------
Non-Accrual Loans:
Commercial ..................................... $ 9,780 $10,212
Real Estate .................................... 15,730 17,299
Consumer ....................................... 1,064 1,518
------- -------
Total Non-Accrual Loans ................. 26,574 29,029
------- -------
Renegotiated Loans ............................... 3,064 2,779
------- -------
Total Non-Performing Loans .............. 29,638 31,808
Other Real Estate ................................ 4,957 5,651
------- -------
Total Non-Performing Assets ............. $34,595 $37,459
======= =======
Non-Accrual Loans to Total Loans ................. 1.44% 1.54%
Non-Performing Assets to Total Assets ............ 1.13 1.20
Allowance for Loan Losses to
Non-Accrual Loans .............................. 134.51 121.10
Allowance for Loan Losses to
Non-Performing Loans ........................... 120.61 110.51
Loans Past Due 90 Days or More and Accruing:
Commercial ..................................... $ 3,628 $ 2,921
Real Estate .................................... 9,580 3,292
Consumer ....................................... 1,472 832
Credit Cards ................................... 1,411 1,486
------- -------
Total Past Due Loans .................... $16,091 $ 8,531
======= =======
The level of loans past due 90 days or more and accruing increased $7.6 million
from December 31, 1996 to March 31, 1997. Approximately $4 million of this
increase is related to loans to one borrower. A significant portion of this
amount is expected to be resolved in the second quarter.
7
<PAGE>
The following table presents the activity in the allowance for possible loan
losses for the periods indicated:
Summary of Activity
in the Allowance
Broken Down by Loan Category
----------------------------
Three Months Year
Ended Ended
3/31/97 12/31/96
----------- -----------
(In Thousands of Dollars)
Amount of Loans Outstanding .................... $1,850,042 $1,884,355
Daily Average Amount of Loans .................. $1,875,510 $1,723,335
Balance of Allowance for
Possible Loan Losses at
Beginning of Period .......................... $ 35,153 $ 30,105
Loans Charged Off:
Real Estate -- Mortgage ...................... (479) (4,580)
Commercial ................................... (904) (6,477)
Consumer ..................................... (778) (3,164)
---------- ----------
Total Loans Charged Off .................... (2,161) (14,221)
---------- ----------
Recoveries of Loans Previously Charged Off:
Real Estate -- Mortgage ...................... 14 776
Commercial ................................... 968 469
Consumer ..................................... 290 1,071
---------- ----------
Total Recoveries ......................... 1,272 2,316
---------- ----------
Net Loans Charged Off .......................... (889) (11,905)
Reserves Acquired in Purchase Transaction ...... -- 4,658
Provision for Possible Loan Losses ............. 1,481 12,295
---------- ----------
Balance at End of Period ....................... $ 35,745 $ 35,153
========== ==========
Ratio of Annualized Net Loans Charged-Off
During Period to Average
Loans Outstanding ............................ .19% .59%
==== ====
NON-INTEREST INCOME AND EXPENSE
Non-interest income increased 28.9% from $6.8 million for the first quarter of
1996 to $8.8 million in 1997. The variances between the three months ended March
31, 1997 and March 31, 1996 relate primarily to increased fees on the credit
card portfolio, security gains, international fees and other miscellaneous
income.
Non-interest expense, decreased $373, or 1.6% from $23.4 million for the first
quarter of 1996 to $23.0 million for the first quarter of 1997. Reductions were
realized in expense categories such as salaries, deposit and other insurance,
occupancy and other expenses. These reductions are a result of the full effect
of cost savings initiatives following the Lafayette and Hometown acquisitions in
July and August 1996, along with the cost reductions related to the Westport and
UST Bank/Connecticut acquisitions in December 1996 which will be fully realized
in the second quarter of this year.
In other categories, pension and other employee benefits increased $715 due to
an increase in temporary staff and overtime related to conversion and
acquisition related projects; outside services increased $772 related to
payments for computer processing and other data
8
<PAGE>
processing services; and amortization of intangibles increased $670 due to the
recent acquisitions of Hometown and UST/Bank Connecticut which were accounted
for under the purchase method of accounting.
The Company's effective tax rate for the three-month period ended March 31, 1997
was 38.0%. This compares with an effective tax rate for the comparable period in
1996 of 38.4%.
FINANCIAL CONDITION
Total assets at March 31, 1997, were $3.07 billion, a decrease of $49.1 million
or 1.6% from the $3.12 billion of assets at December 31, 1996, as restated for
all poolings. The securities portfolio has remained stable, decreasing only $5.7
million from $936.4 million at December 31, 1996 to $930.7 million at March 31,
1997 due primarily to principal repayments. Loans decreased $34.3 million, or
1.8% to $1.85 billion at March 31, 1997 from $1.88 billion at December 31, 1996
reflecting declines in residential mortgage loans and consumer credit loans,
where indirect lending is being phased out, and in the Shoppers Charge
receivables which are seasonal. Intangibles, net of amortization, decreased from
$29.2 million at December 31, 1996 to $28.0 million at March 31, 1997 as the
intangibles related to the recent acquisitions are amortized over periods
ranging from 5 to 10 years.
Deposits decreased 5.9%, from $2.59 billion at December 31, 1996, to $2.44
billion at March 31, 1997. The Company generally anticipates, plans for and
experiences deposit shrinkage following acquisitions as the rates on deposits of
the acquired companies are conformed to rates generally offered by the Company.
Total borrowings increased $49.8 million from December 31, 1996 to March 31,
1997. This increase is due primarily to an increase in short-term advances from
the Federal Home Loan Bank to meet liquidity needs. Total stockholders' equity
at March 31, 1997 amounted to $206.2 million compared with $206.2 million at
March 31, 1996, and $206.3 million at December 31, 1996. The constant level of
stockholders' equity is attributable to the Company's increase in the level of
cash dividends, the change in the unrealized gain/(loss) on securities available
for sale, which changed from an after-tax gain of $3.0 million at December 31,
1996 to an after-tax loss of $1.0 million at March 31, 1997, and the purchase of
treasury shares.
On January 31, 1997, the Company placed $50.0 million in aggregate liquidation
amount of 8.98% Capital Securities due February 2027, using HUBCO Capital Trust
I, a statutory business trust formed under the laws of the State of Delaware.
The net proceeds of the offering were used for general corporate purposes and
to increase capital levels of the Company and its subsidiaries. The securities
qualify as Tier I capital under the capital guidelines of the Federal Reserve.
The Company is not aware of any current recommendations by the regulatory
authorities which would have a material adverse effect on the Company's capital
resources or operations. The capital ratios for the Company at March 31, 1997,
and the minimum regulatory guidelines for such capital ratios are as follows:
Ratios at Regulatory
March 31, 1997 Guidelines*
-------------- -----------
Tier I Risk-Based Capital .................. 11.1% 6.0%
Total Risk-Based Capital ................... 17.3% 10.0%
Tier 1 Leverage Ratio ...................... 7.3% 5.0%
- ----------
* For qualification as a well-capitalized institution.
9
<PAGE>
PART II. OTHER INFORMATION
Items 1 through 5 are not applicable or the responses are negative
Item 6: Exhibits and Reports on Form 8-K
(a) Exhibits -- not applicable
(b) Reports on Form 8-K
(1) On February 11, 1997, HUBCO filed a Form 8-K Item 5 (date of earliest
event -- January 31, 1997), to announce that on January 31, 1997,
HUBCO placed $50,000,000 of 8.98% Capital Securities due February 1,
2027, using HUBCO Capital Trust I, a statutory business trust.
(2) On April 23, 1997, HUBCO filed a Form 8-K Item 5 (date of earliest
event -- April 21, 1997), to announce its quarterly cash dividend of
$.19 per common share and $6.31 per preferred share, payable June 2,
1997, to shareholders of record as of May 12, 1997.
10
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
HUBCO, Inc.
May 14, 1997 /s/ KENNETH T. NEILSON
- -------------------------- --------------------------------------
Date Kenneth T. Neilson
Chairman, President & Chief
Executive Officer
May 14, 1997 /s/ CHRISTINA L. MAIER
- -------------------------- --------------------------------------
Date Christina L. Maier
Chief Accounting Officer
11
<TABLE> <S> <C>
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0
3,960
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