HUBCO INC
8-K, 1998-01-16
STATE 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) January 15, 1998


                                   HUBCO, INC.
             (Exact name of registrant as specified in its charter)


                                   New Jersey
                 (State or other jurisdiction of incorporation)

               1-10699                              22-2405746
       ------------------------        ---------------------------------
       (Commission File Number)        (IRS Employer Identification No.)

                            1000 MacArthur Boulevard
                            Mahwah, New Jersey 07430
                    (Address of principal executive offices)

                                 (201) 236-2600
              (Registrant's telephone number, including area code)


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<PAGE>


Item 5.  Other Events

     On January 15, 1998, HUBCO, INC. ("HUBCO") issued a press release reporting
record  earnings for both the fourth  quarter and the full year 1997. Net income
totaled $49.3  million  compared to $21.5 million for 1996 as reported and $39.3
million in 1996 excluding special one-time  charges.  Diluted earnings per share
was  $2.10  for the full  year  compared  to  $0.88  for  1996 as  reported  and
represented a 30% increase from 1996 excluding special one-time  charges.  Basic
earnings per share was $2.20 for 1997 compared to $0.91 as reported for 1996 and
$1.71 excluding special charges.

Fourth  quarter 1997 net income  totaled $12.9 million  compared to $3.5 million
for 1996 as  reported  and $11.1  million  in 1996  excluding  special  one-time
charges. Diluted earnings per share was $0.57 for the fourth quarter compared to
$0.14 for 1996 as reported and $0.46 excluding  special charges.  Basic earnings
per share was $0.59 for the fourth quarter compared to $0.14 as reported in 1996
and $0.49 excluding special charges.

HUBCO, Inc. is the bank holding company for Hudson United Bank which operates 57
branches in Northern New Jersey and Lafayette  American  Bank which  operates 31
branches in Connecticut. Two pending acquisitions of New York based banks, which
are  expected to close in early 1998,  will add 32 branches to a new  subsidiary
under the name Bank of the  Hudson.  After  closing  all  pending  acquisitions,
HUBCO,  Inc.  will have assets in excess of $4.5  billion and will be the fourth
largest financial institution headquartered in New Jersey.


The press release is attached as an Exhibit to this Form 8-K.



Item 7.   Exhibits

     99(a)     Press Release dated January 15, 1998


                                   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.

                                       HUBCO, INC.

Dated: January 15, 1998             By:D. LYNN VAN BORKULO-NUZZO
                                       -------------------------
                                       D. Lynn Van Borkulo-Nuzzo,
                                       Executive Vice President


<PAGE>


                                INDEX TO EXHIBIT


Exhibit No.              Description
- ----------               -----------

     99(a)               Press Release dated January 15, 1998




                                   HUBCO, INC.
                              1000 MacArthur Blvd.
                                Mahwah, NJ 07430
                                 (NASDAQ: HUBC)



AT THE COMPANY:                         AT THE FINANCIAL RELATIONS BOARD, INC.
Kenneth T. Neilson, Chairman            Kerry Thalheim/Regina Lenihan
Pres. & CEO - (201) 236-2631            675 Third Avenue
Joseph F. Hurley, Executive             New York, NY  10017
Vice President and CEO                  (212) 661-8030
(201) 236-6141

FOR IMMEDIATE RELEASE
January 15, 1998


                  HUBCO's 1997 Earnings Per Share Increase 30%
                  --------------------------------------------

     Mahwah,  NJ, January 15, 1998 -- HUBCO, Inc.  (NASDAQ;HUBC)  today reported
record  earnings  for both the fourth  quarter  and full year  1997.  Net income
totaled $49.3  million  compared to $21.5 million for 1996 as reported and $39.3
million in 1996 excluding special one-time  charges.  Diluted earnings per share
was  $2.10  for the full  year  compared  to  $0.88  for  1996 as  reported  and
represented a 30% increase from 1996 excluding special one-time  charges.  Basic
earnings per share was $2.20 for 1997 compared to $0.91 as reported for 1996 and
$1.71 excluding special charges.

     Fourth  quarter  1997 net income  totaled  $12.9  million  compared to $3.5
million  for 1996 as  reported  and  $11.1  million  in 1996  excluding  special
one-time  charges.  Diluted  earnings per share was $0.57 for the fourth quarter
compared  to $0.14 for 1996 as reported  and $0.46  excluding  special  charges.
Basic earnings per share was $0.59 for the fourth  quarter  compared to $0.14 as
reported in 1996 and $0.49 excluding special charges.

     Effective  December 15, 1997,  The  Financial  Accounting  Standards  Board
promulgated new standards regarding the computation of earnings per share. Under
the previously  reported earnings per share  methodology,  HUBCO's 1997 earnings
per  share  was  $2.13  compared  with  $0.90  for the full  year 1996 and $1.69
excluding  special  charges.  Fourth  quarter 1997  earnings per share was $0.58
compared with $0.15 for 1996 and $0.48 excluding special charges.

     HUBCO's Return on Average Assets was 1.79% for the fourth quarter and 1.66%
for the full year  1997.  HUBCO's  Return on  Average  Equity  was 27.4% for the
fourth  quarter and 24.4% for the full year 1997.  Net interest  income was $140
million for the full year 1997, a 7% increase over the $131 million  reported in
1996. HUBCO's net interest margin was 5.20% for 1997 compared to 5.05% for 1996.

     Non-interest income, excluding security gains, totaled $9.1 million for the
fourth  quarter  of 1997 and $32.6  million  for the full  year.  These  amounts
represent  increases of 8% for the fourth quarter and 11% for the full year. The
growth arose primarily from the Shoppers Charge Program.

     For  the  full  year  1997,  noninterest  expense  totaled  $93.6  million,
approximating  1996 levels  excluding one time charges ($116.2 million including
special  charges).  Noninterest  expense was $23.4 million in the fourth quarter
1997 or 4% below 1996 excluding special charges.  The Company's  continued focus
on expense control  resulted in a 50.9%  efficiency ratio for the fourth quarter
and 50.4% for full year 1997.  This compares  with 55.3% for the fourth  quarter
1996 and 56.0% for the full year 1996 excluding special one time charges.

     Total  non-performing  assets of $37.5 million (1.23% of assets) were about
equal to a year  ago and up  slightly  from  last  quarter.  The  Allowance  for
Possible  Loan  Losses   totaled  $37.2  million   providing  115%  coverage  of
non-accrual  loans and 109%  coverage of  non-performing  loans.  The  Allowance
represented 2.1% of total loans outstanding.

     HUBCO's total assets at December 31, 1997 were $3.05 billion. Loans totaled
$1.8  billion  and  deposits  were $2.3  billion.  Capital  at year end was $186
million.  At  December  31, 1997  HUBCO's  Tier I Risk Based  Capital  Ratio was
10.27%,  the Total Risk Based Capital Ratio was 16.62%, and the Leverage Capital
Ratio was 7.10%. These ratios all exceed the regulatory  requirements of 6%, 10%
and 5% respectively to be considered a well capitalized institution.

     HUBCO,  Inc.  is the bank  holding  company  for Hudson  United  Bank which
operates 57 branches in Northern New Jersey and  Lafayette  American  Bank which
operates 31 branches in Connecticut.  Two pending acquisitions of New York based
banks,  which are expected to close in early 1998, will add 32 branches to a new
subsidiary  under  the  name  Bank of the  Hudson.  After  closing  all  pending
acquisitions, HUBCO, Inc. will have assets in excess of $4.5 billion and will be
the fourth largest financial institution headquartered in New Jersey.

*Effective today,  HUBCO, Inc. common stock is included in the S&P Small Cap 600
index.

<PAGE>

<TABLE>
<CAPTION>


                                  HUBCO, INC.
                              Financial Highlights
                     (in thousands, except per share data)


                                                          Three Months Ended
                                                              December 31

                                                 1997             1996*         1996
                                                 ----             -----         ----
<S>                                          <C>              <C>            <C>  
Net Interest Income                         $  33,767      $    33,912     $   33,912
Provision for Possible Loan Losses              2,300            1,620          5,620
Net Income                                     12,896           11,119          3,460
Basic Earnings Per Share                          .59              .49            .14
Diluted Earnings Per Share                        .57              .46            .14
Weighted Average
Common Shares Outstanding                      22,007           22,331         22,331


                                                          Twelve Months Ended
                                                              December 31

                                                 1997             1996*           1996
                                                 ----             -----           ----

Net Interest Income                         $ 140,244     $    131,354    $   131,354
Provision for Possible Loan Losses              7,327            8,295         12,295
Net Income                                     49,314           39,266         21,497
Basic Earnings Per Share                         2.20             1.71            .91
Diluted Earnings Per Share                       2.10             1.62            .88
Weighted Average
Common Shares Outstanding                      22,157           22,508         22,508


                                                  At December 31

                                                1997            1996
                                                ----            ----

Total Assets                             $  3,046,505      $ 3,115,687
Total Loans                                 1,773,806        1,884,355
Total Deposits                              2,314,399        2,592,092
Stockholders' Equity                          186,140          206,333



</TABLE>

*Excluding merger related, restructuring and SAIF recapitalization charges.


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