<PAGE>
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): January 17, 1994
First Financial Corporation
(Exact name of registrant as specified in its charter)
Wisconsin 0-11889 39-1471963
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
1305 Main Street
Stevens Point, Wisconsin 54481
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (715) 341-0400
Not applicable
(Former name or former address, if changed since last report)<PAGE>
Item 5. Other Events.
On January 17, 1994, First Financial Corporation,
Stevens Point, Wisconsin ("FFC"), the holding company
for First Financial Bank, FSB and First Financial -
Port Savings Bank, FSB, issued an earnings release and
other financial data for the quarter ended December 31,
1993, a copy of which is attached at Exhibit 28 hereto.
Item 7. Financial Statements and Exhibits.
(c) Exhibit 28: Earnings Release and other financial
data of FFC.
<PAGE>
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 hereunto duly authorized.
FIRST FINANCIAL CORPORATION
(Registrant)
By /s/ John C. Seramur
John C. Seramur
President and Chief
Executive Officer
Dated: January 17, 1994
<PAGE>
EXHIBIT INDEX
EXHIBITS
28 Earnings Release and other
financial data of FFC.
<PAGE>
January 17, 1994
Ken Csinicsek
715-345-4602
FIRST FINANCIAL CORPORATION (WI) REPORTS RECORD EARNINGS
Stevens Point, Wisconsin, January 17, 1994... First Financial
Corporation (FFHC-OTC) today reported record net income for the
fourth quarter and for the fiscal year ended December 31, 1993.
For the fourth quarter, the company reported net income of $13.2
million, or $.54 per share, up 45% from the $9.1 million, or $.38
per share, reported for the fourth quarter of 1992. For the year,
net income was $45.2 million, or $1.88 per share, up 59% from
$28.4 million, or $1.21 per share, for 1992 (prior to a change in
accounting for income taxes of $5.6 million, or $.24 per share,
taken during 1992).
The company's return on average assets (ROA) for the fourth
quarter increased to 1.11%, up from .94% for the fourth quarter
of last year. For the year, ROA was .98%, up from .79% when not
including last year's one-time accounting change, which was
mentioned previously. Return on average stockholder's equity
(ROE) increased to 23.14% for the quarter, up from 19.18% for the
fourth quarter of 1992. Similarily, ROE for the year was 21.23%,
up from the pre-accounting change ROE of 15.78% for 1992. <PAGE>
"These results are consistent with our expectations," said John
C. Seramur, president and chief executive officer of First
Financial. "We have worked to improve in a number of key areas.
These improvements should help carry our earnings momentum into
1994." Seramur attributes the improved performance to an
increasing net interest margin, reductions in non-performing
assets, increases in non-interest income and the 1993
acquisitions.
Net interest income for the quarter rose to $39.7 million, up
from $32.6 million for the fourth quarter of last year. For the
year, net interest income was $150.4 million, up from $115.0
million for 1992. Correspondingly, the company's net interest
margin for the year rose to 3.41%, up from 3.35% for 1992.
During 1993, the company realized significant increases in non-
interest income. These increases are the result of contributions
from 1993 acquisitions, repricing strategies implemented by the
company in 1992-1993 and gains on sales of mortgage loans in the
normal course of business. These gains are fueled by the
increased demand for fixed-rate mortgages to purchase and
refinance homes in today's low interest rate environment. In
1993, First Financial originated a record $1.0 billion in
mortgage loans. The company also registered record production in
other lending areas such as credit card, home equity, and
consumer loans.<PAGE>
Non-interest expenses continued to show improvement in the fourth
quarter and year-end 1993. Non-interest expenses compared to
average total assets in the fourth quarter declined to 2.18%,
down from 2.33% for the fourth quarter of last year. For the
year, the ratio was 2.29%, down from 2.46% for 1992. In addition,
the company's efficiency ratio, which represents controllable
non-interest expenses as a percentage of core income before
expenses, improved to 51% for the three months ended December 31,
1993, down from 53% for the same period last year. For the year,
the efficiency ratio improved to 53%, down from 56% for 1992.
The company continues to maintain excellent asset quality. Non-
performing assets declined to $15.1 million, down substantially
from $29.9 million at the end of 1992. As a percentage of total
assets, non-performing assets were .32%, down from .76% at the
end of last year. Meanwhile, allowances for loan losses, as a
percentage of non-accrual loans, increased to 282%, up from 109%
at this time last year.
Stockholder's equity increased to $234.7 million, up from $194.1
million at the end of last year. Book value per share at year-end
stood at $9.95, up from $8.34 at the end of last year.
In October of 1993, First Financial announced its intention to
purchase NorthLand Bank of Wisconsin, SSB, headquartered in
Ashland, Wisconsin. The transaction is subject to regulatory
approval and approval by NorthLand shareholders. It is expected<PAGE>
to close during the first quarter of 1994. Upon closing,
NorthLand's offices will become branches of First Financial Bank.
First Financial Corporation is the holding company for First
Financial Bank, FSB, Wisconsin's largest thrift, and First
Financial-Port Savings Bank, FSB. The Corporation has $4.8
billion in assets and operates 117 banking offices in Wisconsin
and Illinois. The company's shares are quoted and traded on the
NASDAQ National Market System under the symbol FFHC.
###<PAGE>
FIRST FINANCIAL CORPORATION
FINANCIAL HIGHLIGHTS
(Dollars in thousands, except per share amounts)
(Unaudited)
December 31 December 31,
1993 (1)(2) 1992
FINANCIAL CONDITION
Total assets $4,774,633 $3,908,286
Investments 275,696 163,800
Mortgage-related securities 1,326,253 1,301,589
Loans receivable 2,922,504 2,210,717
Cost in excess of fair value of
net assets of acquired businesses 3,070 3,624
Core deposit intangibles 28,322 19,654
Deposits 4,050,520 3,206,112
FHL Bank advances and other borrowings 438,598 461,948
Stockholders' equity $ 234,685 $ 194,095
Stockholders' equity to total assets 4.92% 4.97%
Tangible stockholders' equity $ 203,293 $ 170,817
Shares outstanding (3) 23,586,827 23,266,414
Book value per share (3) $ 9.95 $ 8.34
Tangible book value per share (3) $ 8.62 $ 7.34
Market price per share $ 16.75 $ 11.75
Net interest margin at end of period 3.41% 3.32%
Number of branch offices 117 94
Number of employees 1,657 1,453
ASSET QUALITY DATA
Non-performing assets
Non-accrual loans:
Residential mortgage $ 5,144 $ 5,974
Commercial real estate mortgage -- 6,478
Manufactured housing 1,063 1,295
Consumer and other 2,033 1,912
Total non-accrual loans 8,240 15,659
Foreclosed real estate properties 6,653 13,736
Other repossessed assets 164 462
Total non-performing assets $ 15,057 $ 29,857
Non-accrual loans to loans receivable .28% .71%
Non-performing assets to total assets .32% .76%
Summary of loan loss allowances:
Credit cards $ 6,502 $ 4,034
Residential mortgage 5,877 3,301
Manufactured housing 4,668 4,325
Commercial real estate mortgage 4,010 3,986
Consumer and other 2,209 1,421
Total allowances $ 23,266 $ 17,067
Allowances to loans receivable .80% .77%
Allowances as percent of non-
accrual loans 282.35% 108.99%
REGULATORY CAPITAL RATIOS (FULLY PHASED-IN)
First Financial Bank, FSB
Tangible capital 5.21% 4.70%
Core capital 5.78 5.20
Risk-based capital 12.57 11.68
First Financial-Port Savings Bank, FSB
Tangible capital 7.43% 8.67%
Core capital 7.43 8.67
Risk-based capital 14.55 16.58
See Notes to Financial Highlights
<PAGE>
FIRST FINANCIAL CORPORATION
<TABLE>
<CAPTION>
Three Months Ended Year Ended
December 31, December 31,
1993 (1)(2) 1992 1993 (1)(2) 1992
<S> <C> <C> <C> <C>
RESULTS OF OPERATIONS
Total interest income $ 85,529 $ 77,090 $ 340,123 $ 296,871
Net interest income $ 39,661 $ 32,597 $ 150,389 $ 114,975
Income before cumulative effect of
a change in accounting principle $ 13,172 $ 9,135 $ 45,215 $ 28,432
Net income (4) $ 13,172 $ 9,135 $ 45,215 $ 34,032
Earnings per share (3):
Primary:
Income before cumulative effect
of accounting change $ 0.54 $ 0.38 $ 1.88 $ 1.21
Cumulative effect of accounting
change (4) -- -- -- .24
Net Income $ 0.54 $ 0.38 $ 1.88 $ 1.45
Fully Diluted:
Income before cumulative effect
of accounting change $ 0.54 $ 0.38 $ 1.86 $ 1.19
Cumulative effect of accounting
change (4) -- -- -- .24
Net Income $ 0.54 $ 0.38 $ 1.86 $ 1.43
Weighted average shares out-
standing (3):
Primary 24,396,000 23,798,000 24,112,000 23,498,000
Fully diluted 24,396,000 24,022,000 24,369,000 23,860,000
Dividends per share (3) $ .10 $ .06 $ .35 $ .22
OPERATING DATA
Average assets $4,765,617 $3,880,174 $4,611,955 $3,613,635
Average interest-earning assets $4,571,838 $3,706,631 $4,414,890 $3,431,229
Average interest-bearing liabilities $4,486,368 $3,634,036 $4,342,065 $3,382,906
Average stockholders' equity $ 227,688 $ 190,495 $ 212,933 $ 180,197
Return on average assets before
accounting change (6) 1.11% .94% .98% .79%
Return on average assets after
accounting change (4)(6) 1.11% .94% .98% .94%
Return on average stockholders'
equity before accounting change (6) 23.14% 19.18% 21.23% 15.78%
Return on average stockholders' equity
after accounting change (4)(6) 23.14% 19.18% 21.23% 18.89%
Net interest spread/margin (6):
Yield on loans receivable 8.55% 9.56% 8.80% 9.74%
Yield on mortgage-related securities 5.83% 6.70% 6.10% 7.30%
Yield on investments 4.73% 4.78% 4.82% 4.83%
Yield on interest-earning assets 7.49% 8.32% 7.70% 8.65%
Cost of deposits 3.95% 4.89% 4.28% 5.40%
Cost of borrowings 5.47% 4.66% 5.29% 4.98%
Cost of funds 4.06% 4.87% 4.37% 5.38%
Net interest spread 3.43% 3.45% 3.33% 3.27%
Net interest margin 3.50% 3.52% 3.41% 3.35%
See Notes to Financial Highlights
</TABLE>
<PAGE>
FIRST FINANCIAL CORPORATION
<TABLE>
<CAPTION>
Three Months Ended Year Ended
December 31, December 31,
1993 (1)(2) 1992 1993 (1)(2) 1992
<S> <C> <C> <C> <C>
OPERATING DATA (Continued)
Non-interest expenses to average
total assets (6) 2.18% 2.33% 2.29% 2.46%
Efficiency ratio (controllable
expenses as % of recurring income
before expenses) 50.63% 52.76% 53.16% 56.43%
Loan originations, including refinan-
ced loans repurchased from investors $ 519,679 $ 308,751 $1,620,287 $1,132,901
Loan originations, excluding re-finan-
ced loans repurchased from investors $ 492,073 $ 251,565 $1,396,268 $ 838,424
Loan loss allowance activity:
Balance at beginning of period $ 23,277 $ 17,363 $ 17,067 $ 16,706
From acquired bank -- -- 4,885 --
Provision for loan losses 2,395 3,546 10,219 13,851
Loan charge-offs (net) (2,406) (3,842) (8,905) (13,490)
Balance at end of period $ 23,266 $ 17,067 $ 23,266 $ 17,067
Net charge-offs to average loans (6) .33% .69% .32% .64%
Average loans receivable $2,907,075 $2,214,777 $2,746,361 $2,097,801
</TABLE>
See Notes to Financial Highlights.
<PAGE>
FIRST FINANCIAL CORPORATION
NOTES TO FINANCIAL HIGHLIGHTS
Quarter And Year Ended December 31, 1993
(1) On August 20, 1993, the Corporation's major subsidiary,
First Financial Bank, FSB ("First Financial"), completed the
assumption of deposits (approximately $268.0 million) and
the purchase of the branch facilities of the four Quincy,
Illinois-area branches of Citizens Federal, a Federal
Savings Bank ("Citizens") of Miami, Florida. The
acquisition of Citizens' four Quincy, Illinois-area offices
was accounted for as a purchase.
(2) On January 4, 1993, First Financial acquired
Westinghouse Federal Bank, FSB, d/b/a United Federal
Bank ("United"), of Galesburg, Illinois for an
aggregate cash purchase price of approximately
$53.0 million from Westinghouse Financial Services,
Inc. and Westinghouse Savings Corporation. The
acquisition of United by First Financial has been
accounted for as a purchase with United's nineteen
branch offices now operating as branches of First
Financial. Prior to purchase accounting and post-
acquisition restructuring transactions, United had
total assets, deposit liabilities and stockholder's
equity of $820.5 million, $694.0 million and
$54.0 million, respectively.
(3) A 2-for-1 stock split, in the form of a 100% common
stock dividend, was distributed on March 5, 1993. All
numbers of shares and per share amounts have been
adjusted to reflect this distribution.
(4) A $5,600,000 credit, or $0.24 per share, was realized
in the first quarter of 1992 reflecting the cumulative
effect of a change in accounting principle as a result
of the implementation of Statement of Financial
Accounting Standards No. 109 (Accounting for Income
Taxes).
(5) Core earnings represent net income before the cumulative
effect of a change in accounting principle as offset by the
after-tax effect of significant non-recurring transactions
(i.e., primarily net gains on sales of assets).
(6) Annualized data, as applicable.
<PAGE>
FIRST FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Unaudited)
ASSETS
<TABLE>
<CAPTION>
December 31, December 31,
1993 1992
(In thousands)
<S> <C> <C>
Cash $ 63,241 $ 62,114
Federal funds sold 21,873 29,100
Interest-earning deposits 25,768 31,067
Cash and cash equivalents 110,882 122,281
Assets available for sale:
Investment securities 84,487 --
Mortgage-related securities 178,310 --
Loans receivable 73,919 54,840
Short-term securities -- 10,187
Investment securities 143,568 93,446
Mortgage-related securities 1,147,943 1,301,589
Loans receivable 2,848,585 2,155,877
Accrued interest on loans 24,180 24,128
Foreclosed properties and
repossessed assets 6,817 14,198
Real estate held for investment or sale 16,810 17,101
Office properties and equipment 50,120 42,367
Cost in excess of net assets of acquired
businesses, less accumulated amortization 3,070 3,624
Core deposit intangibles, less accumulated
amortization 28,322 19,654
Other assets 57,620 48,994
$4,774,633 $3,908,286
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits $4,050,520 $3,206,112
Federal Home Loan Bank advances
and other borrowings 438,598 461,948
Advance payments by borrowers for
taxes and insurance 13,805 11,521
Other liabilities 37,025 34,610
Total liabilities 4,539,948 3,714,191
Stockholders' equity:
Serial preferred stock, $1 par value,
3,000,000 shares authorized; none
outstanding
Common stock, $1 par value, 30,000,000
shares authorized; shares issued and
outstanding: 23,586,827-1993;
23,266,414-1992 23,587 23,266
Additional paid-in capital 27,340 26,749
Unrealized holding gain on securities
available for sale 2,701 --
Retained earnings (substantially
restricted) 181,057 144,080
Total stockholders' equity 234,685 194,095
$4,774,633 $3,908,286
</TABLE>
<PAGE>
FIRST FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Year Ended
December 31, December 31,
1993 1992 1993 1992
(In thousands, except per share amounts)
<S> <C> <C> <C> <C>
Interest income:
Mortgage loans $ 40,445 $ 34,100 $160,372 $131,206
Mortgage-related securities 19,358 21,967 86,052 83,040
Other loans 21,704 18,852 81,272 73,148
Investments 4,022 2,171 12,427 9,477
Total interest income 85,529 77,090 340,123 296,871
Interest expense:
Deposits 41,412 40,510 169,741 174,042
Borrowings 4,456 3,983 19,993 7,854
Total interest expense 45,868 44,493 189,734 181,896
Net interest income 39,661 32,597 150,389 114,975
Provision for losses on loans 2,395 3,546 10,219 13,851
37,266 29,051 140,170 101,124
Non-interest income:
Loan fees and service charges 2,424 2,249 8,879 8,566
Deposit account service fees 1,972 1,579 7,567 5,933
Insurance commissions 1,454 1,276 6,276 5,666
Service fees on loans sold 1,004 866 5,233 4,395
Gain on sale of mortgage loans 2,877 1,398 7,997 4,859
Gain (loss) on disposition of
other assets (432) 25 (225) 164
Other income 777 648 1,994 2,626
Total non-interest income 10,076 8,041 37,721 32,209
Operating income 47,342 37,092 177,891 133,333
Non-interest expense:
Compensation, payroll taxes and
benefits 10,406 9,571 43,765 37,177
Occupancy 1,854 1,584 7,534 5,973
Data processing 1,846 1,691 7,462 6,622
Federal deposit insurance premiums 2,261 1,798 7,341 6,968
Amortization of intangible assets 1,612 1,125 6,427 3,713
Loan expenses 1,612 1,670 6,059 4,234
Furniture and equipment 1,360 986 5,256 3,902
Telephone and postage 1,214 1,209 5,068 4,668
Marketing 836 280 3,801 2,572
Net cost of operations of foreclosed
properties 445 791 3,501 4,772
Other 2,557 1,899 9,590 8,110
Total non-interest expense 26,003 22,604 105,804 88,711
Income before income taxes and the
cumulative effect of a change in
accounting principle 21,339 14,488 72,087 44,622
Income taxes 8,167 5,353 26,872 16,190
Income before cumulative effect of
a change in accounting principle 13,172 9,135 45,215 28,432
Cumulative effect on prior years (to
December 31, 1991) of changing to a
new method of accounting for income
taxes -- -- -- 5,600
Net income $ 13,172 $ 9,135 $ 45,215 $ 34,032
Earnings per share:
Primary:
Income before cumulative effect
of accounting change $ 0.54 $ 0.38 $ 1.88 $ 1.21
Cumulative effect of accounting
change -- -- -- 0.24
Net income $ 0.54 $ 0.38 $ 1.88 $ 1.45
Fully Diluted:
Income before cumulative effect
of accounting change $ 0.54 $ 0.38 $ 1.86 $ 1.19
Cumulative effect of accounting
change -- -- -- 0.24
Net income $ 0.54 $ 0.38 $ 1.86 $ 1.43
Dividends per share $ 0.10 $ 0.06 $ 0.35 $ 0.22
/TABLE
<PAGE>
FIRST FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(Unaudited)
<TABLE>
<CAPTION>
Unrealized
Common Stock Holding
And Gain On
Additional Securities Total
Paid-In Retained Available Stockholders'
Capital Earnings For Sale* Equity
(In thousands)
<S> <C> <C> <C> <C>
Balance, December 31, 1991 $49,389 $115,146 $164,535
Net income - 1992 34,032 34,032
Cash dividends ($0.22 per share) (5,098) (5,098)
Exercise of stock options 626 626
BALANCE, DECEMBER 31, 1992 50,015 144,080 194,095
Net income - 1993 45,215 45,215
Unrealized holding gain on
securities classified as
available for sale as of
December 31, 1993 $ 2,701 2,701
Cash dividends ($0.35 per share) (8,238) (8,238)
Exercise of stock options 912 912
BALANCE, DECEMBER 31, 1993 $50,927 $181,057 $ 2,701 $234,685
</TABLE>
* Net of related tax effect
