FORM 8-k
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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 29, 1999
GERMAN AMERICAN BANCORP
(Exact name of registrant as specified in charter)
Indiana 0-11244 35-1547518
(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification
Incorporation) Number)
711 Main Street, Jasper, Indiana 47546
(Address of Principal Executive Offices)
(812) 482-1314
(Registrant's telephone number, including area code)
NA
(Former Name and Former Address, if changed since last report)
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Item 5. Other Events
The Registrant on July 29, 1999 announced a stock repurchase program. This
program is more completely described in the press release which is attached as
Exhibit 99 and incorporated herein by reference.
Exhibit No. Description
99 Press Release issued by the Registrant on July 29, 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.
GERMAN AMERICAN BANCORP
Date: August 9, 1999 By/s/Mark A. Schroeder
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Mark A. Schroeder
President and CEO
EXHIBIT 99
JASPER, INDIANA, JULY 29, 1999 GERMAN AMERICAN BANCORP ANNOUNCES STOCK
REPURCHASE PROGRAM, QUARTERLY CASH
DIVIDEND, AND SECOND QUARTER EARNINGS
German American Bancorp announced today that its Board of Directors has approved
a stock repurchase program for up to 425,000 of the outstanding Common Shares of
the Company, representing nearly five percent of its outstanding shares. Shares
may be purchased from time to time in the open market and in large block
privately negotiated transactions. The Company intends to commence bidding for
shares on August 2, 1999 and to conclude bids and purchases (even if not all
shares authorized under the program have been repurchased) by December 14, 1999.
Mark A. Schroeder, President and Chief Executive Officer of the Company, said,
"We believe that the repurchase of our shares represents an excellent investment
for the Company. Our strong earnings in recent years and the resulting growth in
retained earnings have produced capital in excess of our requirements. Through
stock repurchases, German American will be able to achieve a more effective
capital position. Based on our current share market price, interest rates earned
on the Company's excess capital and the Company's level of earnings per share,
the Company's prospective earnings per share should also increase to the extent
our number of shares outstanding is materially reduced by this program. We view
the systematic repurchase of shares as an investment in our future."
The Company intends to use the repurchased shares principally to fund the
Company's 5% annual stock dividend that has been paid in December of each year
since 1995, if and when such future dividends are declared and issued. The
Company may also use the repurchased shares for the Company's stock option,
stock purchase, and dividend reinvestment plans and for general corporate
purposes.
In other action, the Board of Directors also declared the Company's regular
second quarter cash dividend of $0.13 per share. The dividend will be paid on or
before August 20, 1999 to shareholders of record as of August 10, 1999.
The Company again achieved a record level of earnings and assets in 1999
following similar record results posted for the same periods in 1998. Net income
for the six months ended June 30, 1999 was $4,506,000 or $0.51 per share, while
total assets grew to $931 million. Net income for the second quarter of 1999 was
also a record, at $2,283,000 or $0.26 per share.
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Loans outstanding at June 30, 1999 were up 7.5% from one year ago, and grew an
annualized 12% from the first quarter of 1999. Net revenue (the sum of net
interest income and total noninterest income) for the year to date ended June
30, 1999 increased by $1.4 million or 8.2% to $9,562,000 from the same period in
1998. The Company's full-service insurance operation, which includes three
acquisitions in 1999, contributed significantly to a 34% increase in year to
date non-interest income, compared to 1998 results. The Company also continued
its historic focus on operating control. Consolidated year to date net overhead
was 1.94% of average assets and its banking operations maintained its efficiency
ratio at 59%.
German American Bancorp operates 5 affiliate community banks with 25 banking
offices in the eight contiguous Southwestern Indiana counties of Daviess,
Dubois, Gibson, Knox, Martin, Perry, Pike, and Spencer. The Company's lines of
business also include mortgage banking, title insurance, and a full range of
personal and corporate property and casualty insurance products. German American
Bancorp is based in Jasper, Indiana and is traded on NASDAQ's National Market
System under the symbol GABC. The Company currently has approximately 8.8
million shares outstanding. Its stock closed at $17.75 per share on July 28,
1999.
This press release may contain "forward-looking statements" as defined in the
Private Securities Litigation Reform Act of 1995. With regard to such
statements, a variety of factors could cause the Company's actual results to
differ from those described herein, including general and local economic
conditions, interest rate changes, risks associated with acquisitions, credit
risks, regulatory risks and competition.
