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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) - July 15, 1999
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HUDSON UNITED BANCORP
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(Exact Name of Registrant as Specified in Charter)
NEW JERSEY
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(State or Other Jurisdiction of Incorporation)
1-08660 22-2405746
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(Commission File Number) (IRS Employer Identification No.)
1000 MacArthur Boulevard, Mahwah, New Jersey 07430
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(Address of Principal Executive Offices)
(201) 236-2600
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(Registrant's Telephone Number)
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Item 5. Other Events
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On July 15, 1999, Hudson United Bancorp reported second quarter
earnings of $25.5 million or $0.63 per share on a diluted basis, compared with
operating earnings of $21.0 million or $0.50 per share for the same period in
1998. These results represent a 26% increase in diluted earnings per share. Net
income for the second quarter of 1998, including merger-related and
restructuring charges of $16.5 million (on an after-tax basis), was $4.6
million, or $0.11 per diluted share.
Hudson United Bancorp's total assets at June 30, 1999 were $7.2 billion
compared to $6.8 billion at year-end 1998. Total loans, at June 30, 1999 were
$3.5 billion, an increase of $151 million from December 31, 1998. At June 30,
1999, total deposits were $5.0 billion. Stockholders' equity was $423 million
and book value per common share was $10.70.
A copy of Hudson United Bancorp's press release is attached to this
Form 8-K as an Exhibit and is incorporated herein by reference.
Item 7. Exhibits
Exhibit 99 Press Release dated July 15, 1999
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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.
HUDSON UNITED BANCORP
JOSEPH F. HURLEY
Dated: July 22, 1999 By:-------------------------------------
Joseph F. Hurley
Chief Financial Officer
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INDEX TO EXHIBIT
Exhibit No. Description
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99 Press Release dated July 15, 1999
Contacts:
Kenneth T. Neilson Joseph F. Hurley
Chairman, President & CEO Executive Vice President & CFO
(201) 236-2631 (201) 236-6141
FOR IMMEDIATE RELEASE
July 15, 1999
Hudson United Bancorp Reports 26% Increase in Earnings Per Share
Mahwah, New Jersey, July 15, 1999--Hudson United Bancorp (NYSE:HU)
today reported record second quarter earnings of $25.5 million or $0.63 per
share on a diluted basis, compared with operating earnings of $21.0 million or
$0.50 per share for the same period in 1998. These results represent a 26%
increase in diluted earnings per share. Return on Average Assets was 1.45% and
Return on Average Equity was 23.29% for the 1999 second quarter. During the
second quarter, the Company closed its acquisition of Little Falls Bancorp and
signed definitive agreements to acquire JeffBanks, Inc. and Southern Jersey
Bancorp. The Company also announced that it will enter into a strategic alliance
with The Advest Group, Inc. and that Hudson United Bank will acquire the loans
and other financial assets, as well as assume the deposit liabilities of Advest
Bank.
"We are pleased to announce another quarter of record financial
results," said Ken Neilson, Hudson United Bancorp's Chairman, President and CEO.
"The recently announced acquisitions and alliance will expand our franchise and
create growth opportunities for the Company."
For the six months ended June 30, 1999, net income was $50.1 million
and diluted earnings per share was $1.24. In the corresponding 1998 period,
operating earnings were $38.3 million and diluted earnings per share amounted to
$0.91. Return on Average Assets and Return on Average Equity were 1.49% and
23.19% for the first six months of 1999.
Net interest income for the second quarter of 1999 was $67.8 million
compared to $63.9 million for the second quarter of 1998. The net interest
margin was 4.15% and 4.12% for the second quarter of 1999 and 1998,
respectively. For the six months ended June 30, 1999, net interest income
amounted to $130.3 million and the net interest margin was 4.15%. For the same
period in 1998, net interest income was $126.4 million and the net interest
margin was 4.19%. The higher net interest income in the 1999 periods compared to
1998 was primarily due to an increased level of interest earning assets.
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Noninterest income was $16.0 million and $32.5 million for the second
quarter and six months of 1999, respectively. This compares to $14.3 million and
$25.8 million reported for the same periods in 1998. Noninterest income as a
percent of total net revenue was 20% for the first six months of 1999 and 17%
for the first six months of 1998. These increases reflect higher income from the
Shoppers Charge and mortgage divisions and increased sales of investment
products.
Noninterest expenses for the second quarter of 1999 were $43.1 million
compared to $42.0 million in the second quarter of 1998. This increase reflects
the higher cost of supporting our expanding business lines and is more than
offset by a 7% increase in net revenue for the same time frame. The efficiency
ratio in the second quarter of 1999 was 47.3%, down from 49.8% in the second
quarter of 1998. Noninterest expenses, for the six months of 1999, amounted to
$82.8 million compared to $86.2 million for the same 1998 period. This decline
reflects cost savings achieved from the 1998 acquisitions. The efficiency ratio
for the first six months of 1999 was 46.7% compared to 52.6% for the same 1998
period.
At June 30, 1999, non-performing assets totaled $20.9 million (0.29% of
total assets) compared to $24.6 million at December 31, 1998. The Allowance for
Possible Loan Losses totaled $55.7 million at quarter end and represented 289%
of non-performing loans and 1.57% of total loans. The provision for possible
loan losses was $2.5 million for the second quarter of 1999 and $2.8 million for
the second quarter of 1998. The loan loss provision for the six months ended
June 30, 1999 and 1998, respectively, was $5.0 and $9.1 million. The decline was
primarily attributable to the inclusion in the 1998 period of a $3.5 million
provision taken by the former Bank of the Hudson to bring its reserve policy in
line with the Company's.
Hudson United Bancorp's total assets at June 30, 1999 were $7.2 billion
compared to $6.8 billion at year-end 1998. Total loans, at June 30, 1999 were
$3.5 billion, an increase of $151 million from December 31, 1998. At June 30,
1999, total deposits were $5.0 billion, Stockholders' equity was $423 million
and book value per common share was $10.70. All regulatory capital ratios exceed
those necessary to be considered a well-capitalized institution, with Hudson
United Bancorp's leverage capital ratio at approximately 6.3%.
Hudson United Bancorp is the multi-state bank holding company for
Hudson United Bank which has 170 offices in New Jersey, New York and
Connecticut. With the pending acquisitions, the company will expand its
franchise into Pennsylvania and will have total assets in excess of $9.0
billion.
This release contains forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. Forward-looking statements
can be identified by the use of words such as "believes", "expects", and similar
words or variations. Such statements are not historical facts and involve
certain risks and uncertainties. Actual results may differ materially from the
results discussed in these forward-looking statements. Factors that may cause a
difference include, but are not limited to, changes in interest rates, economic
conditions, deposit and loan growth, loan loss provisions, customer retention,
failure to realize expected cost savings or revenue enhancements from
acquisitions, or failure of the company's Year 2000 compliance program to
effectively address Year 2000 computer problems. Hudson United Bancorp assumes
no obligation for updating any such forward-looking statements at any time.
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Hudson United Bancorp
Financial Highlights
(In thousands, except per share data)
<TABLE>
<CAPTION>
Three Months Ended
June 30,
1999 1998
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<S> <C> <C>
Net Interest Income $67,753 $63,863
Provision for Possible Loan Losses 2,500 2,821
Security Gains 1,070 784
Noninterest Income 15,971 14,297
Noninterest Expense 43,128 41,972
Merger-related and Restructuring Charges (1) - 25,180
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Pretax Income 39,166 8,971
Tax Expense 13,704 4,421
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Net Income $25,462 $4,550
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Basic Earnings Per Share $.64 $.11
Diluted Earnings Per Share .63 .11
Diluted Earnings Per Share (excluding Merger-
related and Restructuring Charges) .63 .50
Return on Average Assets 1.45% 0.27%
Return on Average Equity 23.29% 3.62%
Weighted Average Shares - Basic (2) 39,677 40,808
Weighted Average Shares - Diluted (2) 40,192 42,112
</TABLE>
(1) 1998 includes $25.2 million pre-tax ($16.5 million after-tax) of
merger-related and restructuring charges resulting from 1998 acquisitions. (2)
Weighted Average Shares Outstanding have been retroactively adjusted for the
effects of acquisitions accounted for as poolings of interest, stock dividends
and stock splits.
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Hudson United Bancorp
Financial Highlights
(In thousands, except per share data)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
1999 1998
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<S> <C> <C>
Net Interest Income $130,300 $126,403
Provision for Possible Loan Losses 5,000 9,099
Security Gains 1,984 3,834
Noninterest Income 32,536 25,790
Noninterest Expense 82,807 86,222
Merger-related and Restructuring Charges (1) - 28,445
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Pretax Income 77,013 32,261
Tax Expense 26,950 12,777
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Net Income $50,063 $19,484
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Basic Earnings Per Share $1.26 $.48
Diluted Earnings Per Share 1.24 .46
Diluted Earnings Per Share (excluding Merger-
related and Restructuring Charges) 1.24 .91
Return on Average Assets 1.49% 0.60%
Return on Average Equity 23.19% 7.74%
Weighted Average Shares - Basic (2) 39,829 40,912
Weighted Average Shares - Diluted (2) 40,380 42,234
As Of
6/30/99 12/31/98
Total Assets $7,226,088 $6,778,661
Total Loans 3,537,792 3,386,810
Total Deposits 4,997,836 5,051,390
Stockholders' Equity 422,989 456,815
</TABLE>
(1) 1998 includes $28.4 million pre-tax ($18.8 million after-tax) of
merger-related and restructuring charges resulting from 1998 acquisitions.
(2) Weighted Average Shares Outstanding have been retroactively adjusted for the
effects of acquisitions accounted for as poolings of interest, stock dividends
and stock splits.