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Previous: PIONEERING MANAGEMENT CORP /ADV, SC 13G, 1997-01-14 |
Next: TECHNOLOGY 80 INC, 10QSB, 1997-01-14 |
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 14, 1997
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 14, 1997, First Financial Corporation (the
"Company") announced earnings for the quarter and year ended
December 31, 1996. A copy of the earnings announcement is
attached as Exhibit 28 hereto and incorporated by reference
herein.
<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 14, 1997
<PAGE>
EXHIBIT 28
Thomas H. Neuschaefer
(715) 345-4427
Kenneth F. Csinicsek
(715) 345-4352
FIRST FINANCIAL CORPORATION ANNOUNCES SEVENTH STRAIGHT YEAR
OF RECORD CORE EARNINGS
SUMMARY OF EARNINGS
($ in 000s, except
per share amounts)
<TABLE>
<CAPTION>
QUARTER ENDED YEAR ENDED
DECEMBER 31 DECEMBER 31
---------------------------------- -----------------------------------
1996 1995 1996 1995
---- ---- ---- ----
<S> <C> <C> <C> <C>
EARNINGS:
Core Earnings $19,240 $19,059 $72,425 $68,018
Less One-Time Charges -- -- (21,967) (4,034)
------- ------- -------- -------
Income Before Extraordinary Item 19,240 19,059 50,458 63,984
Extraordinary Item -- -- (686) --
------- ------- -------- -------
Net Income $19,240 $19,059 $49,772 $63,984
======= ======= ======== =======
EARNINGS PER SHARE:
Core Earnings $0.51 $0.50 $1.90 $1.79
Less One-Time Charges -- -- (0.58) (0.10)
----- ----- ------ ------
Income Before Extraordinary Item 0.51 0.50 1.32 1.69
Extraordinary Item -- -- (0.02) --
----- ----- ------ ------
Net Income $0.51 $0.50 $1.30 $1.69
===== ===== ====== ======
</TABLE>
Stevens Point, Wisconsin, January 14, 1997... First Financial Corporation
(NASDAQ/NMS: FFHC) today announced record core earnings for the fourth quarter
and for the fiscal year ended December 31, 1996.
For the fourth quarter of 1996, the company reported record net income of $19.2
million, compared to $19.1 million for the fourth quarter of 1995. Earnings per
share in the fourth
<PAGE>
quarter were $0.51, reflecting a previously announced five-for-four stock split,
as compared to an adjusted $0.50 per share for the fourth quarter of 1995.
Fourth quarter 1996 earnings actually exceeded 1995 earnings by roughly $0.04
per share since the 1995 earnings included a one-time benefit of approximately
$0.03 per share relating to grandfathered accounting treatment for an employee
stock ownership plan (ESOP).
For fiscal 1996, core earnings were a record $72.4 million, or $1.90 per share
as compared to $68.0 million or an adjusted $1.79 per share for 1995. Core 1996
earnings exclude (i) a one-time after-tax charge of $18.4 million or $0.48 per
share, associated with the recapitalization of the Savings Association Insurance
Fund (SAIF), (ii) an after-tax charge of $3.6 million or $0.10 per share
relating to the writedown of goodwill and other intangible assets and (iii) an
extraordinary after-tax charge of $686,000 or $0.02 per share, resulting from
costs associated with the early redemption of subordinated notes. Core 1995
earnings exclude a $4.0 million charge, or $0.10 per share, associated with an
acquisition. Core earnings for 1995 were also enhanced by the beneficial ESOP
accounting treatment previously noted.
With the inclusion of the one-time charges and the extraordinary item, the
company reported net income of $49.8 million, or $1.30 per share, compared to
$64.0 million, or an adjusted $1.69 per share, in 1995. Earnings for 1995
include the aforementioned acquisition charge.
Excluding the one-time charges and the extraordinary item, the company's
annualized return on average assets (ROA) for the fourth quarter was 1.37%,
compared to $1.40% for the fourth quarter of 1995. For the year, First
Financial's ROA was 1.31%, compared to 1.25% in 1995.
<PAGE>
The company's annualized return on average stockholders' equity (ROE) for the
fourth quarter, excluding the adjustments, was 18.81%, compared to 20.30% for
the fourth quarter of 1995. The company's ROE for 1996 was 17.91%, compared to
19.16% in 1995.
"This was a very eventful year in the history of our company," said John C.
Seramur, president and chief executive officer of First Financial. "In addition
to our record performance, Congress finally passed legislation which
recapitalized the Savings Association Insurance Fund and lowered our deposit
insurance costs. Also, Congress essentially repealed the bad debt recapture tax
which eliminates a major cost for thrifts that convert to bank charters or are
acquired by banks. These legislative actions greatly strengthen the foundation
of our company and the entire thrift industry".
For the fourth quarter of 1996, the company's net interest margin remained
strong at 3.55%, compared to 3.57% for the fourth quarter of 1995. The company's
net interest margin for 1996 was 3.56%, up from 3.51% in 1995.
Non-interest income amounted to $12.4 million, up from $10.9 million in the last
quarter of 1995. For the year, non-interest income totalled $46.4 million, up
from $44.3 million in 1995.
Controllable expenses as a percentage of average total assets were 1.95%,
compared to 1.78% for the fourth quarter of 1995. For the year, this ratio was
2.02%, compared to 1.96% in 1995. The company's efficiency ratio, which compares
controllable non-interest expenses as a percentage of recurring income before
expense was 46.74%, in the fourth quarter, compared to 43.52% for the fourth
quarter of 1995. For the year, the company's efficiency ratio was 48.35%,
compared to 47.89% in 1995. Comparisons of the expense and
<PAGE>
efficiency ratios for 1995 and 1996 are distorted because of the ESOP accounting
benefit mentioned earlier. Nonetheless, First Financial continues to have one of
the best efficiency ratios in the industry for banks of its size.
The quality of the company's assets remains excellent. The company's ratio of
non-performing assets to total assets was 0.28% at the end of 1996, down from
the already low ratio of 0.54% at year end 1995.
Shareholder's equity increased to $410.5 million, up from $384.9 million at the
end of 1995. Book value per share was $11.15 per share at the end of 1996,
compared to an adjusted $10.38 per share at year end 1995.
During the fourth quarter of 1996, the company announced a six-month 5% stock
repurchase program whereby up to 1,875,000 shares would be repurchased. As of
year end, the company had repurchased 648,395 shares at an average cost of
$22.28 per share. The company also distributed a 5-for-4 stock split on December
30, 1996 and effectively increased its cash dividend to shareholders by 25% as
it maintained its dividend at $0.15 per share. The company paid total cash
dividends of an adjusted $0.51 per share during 1996 which represents a payout
ratio of approximately 27% of 1996 core earnings.
First Financial Corporation is the holding company for First Financial Bank, one
of the country's largest savings banks. The Corporation has total assets of
approximately $5.7 billion and operates 128 consumer banking offices throughout
Wisconsin and Illinois.
###
<PAGE>
<TABLE>
<CAPTION>
FIRST FINANCIAL CORPORATION
FINANCIAL HIGHLIGHTS
(Dollars in thousands, except per share amounts)
(Unaudited)
Three Months Ended Year Ended
December 31, December 31,
--------------------- -------------------
1996 1995 1996 1995
------- ------- --------- ------
<S> <C> <C> <C> <C>
RESULTS OF OPERATIONS
Interest income $ 106,432 $ 104,619 $ 419,050 $ 417,308
Interest expense (59,131) (58,876) (231,741) (234,171)
---------- ---------- ---------- ----------
Net interest income 47,301 45,743 187,309 183,137
Provision for loan losses (2,100) (2,673) (9,030) (9,738)
Gain on disposition of loans,
securities and other assets 979 1,054 3,490 3,885
Non-interest income 11,410 9,853 42,904 40,406
Acquisition related costs (6) -- -- -- (6,458)
SAIF recapitalization charge (3) -- -- (28,767) --
Goodwill writedown (4) -- -- (4,238) --
Non-interest expense (28,013) (25,331) (115,767) (112,144)
---------- ---------- ---------- ----------
Income before income taxes
and extraordinary item 29,577 28,646 75,901 99,088
Income taxes 10,337 9,587 25,443 35,104
---------- ---------- ---------- ----------
Income before extraordinary item 19,240 19,059 50,458 63,984
Extraordinary item, net of income
tax (5) -- -- (686) --
---------- ---------- ---------- ----------
Net income $ 19,240 $ 19,059 $ 49,772 $ 63,984
========== ========== ========== ==========
Core earnings (before extraordinary
item and one-time charges) $ 19,240 $ 19,059 $ 72,425 $ 68,018
========== ========== ========== ==========
Fully diluted earnings per share (1):
Core earnings (before extraordinary
item and one-time charges) $ 0.51 $ 0.50 $ 1.90 $ 1.79
One-time charges (3)(4)(6) -- -- (0.58) (0.10)
---------- ---------- ---------- ----------
Income before extraordinary item 0.51 0.50 1.32 1.69
Extraordinary item (5) -- -- (0.02) --
---------- ---------- ---------- ----------
Net income $ 0.51 $ 0.50 $ 1.30 $ 1.69
========== ========== ========== ==========
Weighted average shares outstanding (1):
Primary 38,001,000 37,991,000 38,093,000 37,732,000
Fully diluted 38,044,000 38,020,000 38,220,000 37,917,000
Cash dividend per share (1) $ 0.150 $ 0.096 $ 0.510 $ 0.384
OPERATING INFORMATION
Average assets $5,623,738 $5,429,989 $5,519,745 $5,461,712
Average stockholders' equity $ 409,047 $ 375,461 $ 404,307 $ 354,917
Return on average assets (3)(4)(5)(6)(7):
Before extraordinary item and
one-time charges 1.37% 1.40% 1.31% 1.25%
After extraordinary item and
one-time charges 1.37% 1.40% 0.90% 1.17%
Return on average stockholders' equity (3)(4)(5)(6)(7):
Before extraordinary item and
one-time charges 18.81% 20.30% 17.91% 19.16%
After extraordinary item and
one-time charges 18.81% 20.30% 12.31% 18.03%
Average interest-earning assets $5,362,852 $5,182,038 $5,268,393 $5,214,321
Average interest-bearing
liabilities $5,075,456 $4,947,029 $5,012,944 $5,024,194
Earning Asset Ratio 105.66% 104.75% 105.10% 103.78%
</TABLE>
-1-
<PAGE>
<TABLE>
<CAPTION>
FIRST FINANCIAL CORPORATION
Three Months Ended Year Ended
December 31, December 31,
--------------------- ------------------
1996 1995 1996 1995
--------- -------- --------- ------
<S> <C> <C> <C> <C>
OPERATING INFORMATION (Continued)
Net interest margin (7):
Yield on loans receivable 8.42% 8.57% 8.47% 8.52%
Yield on mortgage-related
securities 7.21% 7.14% 7.16% 7.12%
Yield on investments 5.98% 5.74% 5.77% 5.70%
--------- --------- --------- ---------
Yield on interest-earning assets 7.93% 8.07% 7.95% 8.00%
--------- --------- --------- ---------
Cost of deposits 4.50% 4.53% 4.49% 4.43%
Cost of borrowings 5.60% 6.47% 5.69% 6.45%
--------- --------- --------- ---------
Cost of funds 4.63% 4.72% 4.62% 4.66%
--------- --------- --------- ---------
Interest spread 3.30% 3.35% 3.33% 3.34%
========= ========= ========= =========
Net interest margin 3.55% 3.57% 3.56% 3.51%
========= ========= ========= =========
Non-interest expense, excluding
one-time charges, to average
total assets (3)(4)(5)(6)(7) 1.99% 1.87% 2.10% 2.05%
Controllable expense (total non-
interest expense less foreclo-
sure expense and amortization
of intangible assets) to average
total assets (7) 1.95% 1.78% 2.02% 1.96%
Efficiency ratio (controllable
expense as % of recurring income
before expenses)(7) 46.74% 43.52% 48.35% 47.89%
Loan originations $ 236,295 $ 257,144 $1,064,806 $ 929,210
Loan loss allowance activity:
Balance at beginning of period $ 23,596 $ 25,131 $ 25,235 $ 25,180
Provision for loan losses 2,100 2,673 9,030 9,738
Loan charge-offs (net) (2,468) (2,569) (11,037) (9,683)
---------- ---------- ---------- ----------
Balance at end of period $ 23,228 $ 25,235 $ 23,228 $ 25,235
========== ========== ========== ==========
Net charge-offs to average loans (7) 0.28% 0.28% 0.31% 0.27%
Average loans receivable $3,519,606 $3,631,599 $3,562,696 $3,566,437
</TABLE>
See Notes to Financial Highlights
-2-
<PAGE>
<TABLE>
<CAPTION>
FIRST FINANCIAL CORPORATION
At At
December 31, December 31,
1996 1995
------------ --------
<S> <C> <C>
FINANCIAL CONDITION
Total assets $ 5,700,431 $5,471,108
Investment securities 215,467 249,155
Mortgage-related securities (MBS) 1,650,437 1,270,761
Loans receivable, including loans
held for sale 3,512,819 3,616,800
Cost in excess of fair value of
net assets of acquired businesses (4) 1,356 4,164
Core deposit intangibles (4) 11,383 17,317
Mortgage servicing rights 9,243 8,395
Deposits 4,444,932 4,424,525
Borrowings (5) 769,526 570,508
Stockholders' equity $ 410,511 $ 384,917
Stockholders' equity to total assets 7.20% 7.04%
Tangible stockholders' equity $ 397,772 $ 363,436
Shares outstanding (1)(2) 36,802,484 37,095,456
Book value per share (1)(2) $ 11.15 $ 10.38
Tangible book value per share (1)2) $ 10.81 $ 9.80
Market price per share at end of period (1)(2) $ 24.50 $ 18.40
Number of branch offices 128 129
Number of employees 1,778 1,781
ASSET QUALITY DATA
Non-performing assets
Non-accrual loans:
Residential mortgage $ 7,932 $ 7,322
Commercial real estate mortgage 98 162
Commercial business 156 649
Manufactured housing 1,164 926
Consumer and other 2,638 3,187
----------- ----------
Total non-accrual loans 11,988 12,246
Non-accrual MBSs -- 12,858
Foreclosed real estate properties 3,658 2,974
Real estate investments -- 1,309
Other repossessed assets 339 405
----------- ----------
Total non-performing assets $ 15,985 $ 29,792
=========== ==========
Non-accrual loans to loans receivable 0.34% 0.34%
Non-performing assets to total assets 0.28% 0.54%
Summary of loan loss allowances:
Credit cards $ 6,783 $ 6,425
Residential mortgage 6,610 7,726
Manufactured housing 1,814 3,034
Commercial real estate mortgage 3,621 3,823
Commercial business 343 585
Consumer and other 4,057 3,642
----------- ----------
Total loan loss allowances $ 23,228 $ 25,235
=========== ==========
Allowances to loans receivable 0.66% 0.70%
Allowances as percent of non-
accrual loans 193.76% 206.07%
REGULATORY CAPITAL RATIOS:
First Financial Bank (Estimated for 1996)
Tangible capital 6.18% 7.30%
Core leverage capital 6.37 7.59
Risk-based capital 13.65 15.76
</TABLE>
-3-
<PAGE>
<TABLE>
<CAPTION>
FIRST FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Unaudited)
ASSETS
December 31, December 31,
1996 1995
------------ --------
(In thousands)
<S> <C> <C>
Cash $ 133,529 $ 123,379
Federal funds sold 2,513 34,929
Interest-earning deposits 18,043 13,801
---------- ----------
Cash and cash equivalents 154,085 172,109
Securities available for sale (at fair value):
Investment securities 136,477 80,999
Mortgage-related securities 1,048,085 571,293
Securities held to maturity (at amortized cost):
Investment securities 58,434 119,426
Mortgage-related securities 602,352 699,468
Loans receivable:
Held for sale 19,119 26,651
Held for investment 3,493,700 3,590,149
Foreclosed properties and repossessed
assets 3,997 3,379
Real estate held for investment or sale 7,431 8,289
Office properties and equipment, at cost 50,428 51,124
Intangible assets, less accumulated
amortization (4) 12,739 21,481
Other assets 113,584 126,740
---------- ----------
$5,700,431 $5,471,108
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Checking $ 455,143 $ 473,203
Money market accounts 377,466 310,545
Passbook 649,841 687,960
Certificates of deposit 2,962,482 2,952,817
--------- ---------
Total deposits 4,444,932 4,424,525
Borrowings (5) 769,526 570,508
Advance payments by borrowers for
taxes and insurance 13,382 13,206
Other liabilities 62,080 77,952
---------- ----------
Total liabilities 5,289,920 5,086,191
---------- ----------
Stockholders' equity (1)(2):
Serial preferred stock, $1 par value:
Authorized, 3,000,000 shares
None issued
Common stock, $1 par value:
Authorized, 75,000,000 shares
Issued, 37,450,879 (1996) and
37,095,456 (1995) shares
Outstanding, 36,802,484 (1996) and
37,095,456 (1995) shares 37,451 37,095
Additional paid-in capital 43,683 42,337
Net unrealized gain (loss) on
securities available for sale 1,300 (6,021)
Treasury stock, 648,395 shares, at cost (14,447) --
Common stock purchased by ESOP -- (271)
Retained earnings (substantially restricted) 342,524 311,777
---------- ----------
Total stockholders' equity 410,511 384,917
---------- ----------
$5,700,431 $5,471,108
========== ==========
</TABLE>
-4-
<PAGE>
<TABLE>
<CAPTION>
FIRST FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
Three Months Ended Year Ended
December 31, December 31,
--------------------- ----------------
1996 1995 1996 1995
---------- -------- -------- ------
(In thousands, except per share amounts)
<S> <C> <C> <C> <C>
Interest income:
Mortgage loans $ 43,244 $ 46,273 $175,508 $183,434
Other loans 30,915 31,537 126,186 120,256
Mortgage-related securities 27,584 23,070 97,251 98,821
Investments 4,689 3,739 20,105 14,797
-------- -------- -------- --------
Total interest income 106,432 104,619 419,050 417,308
Interest expense:
Deposits 50,103 50,768 199,450 196,823
Borrowings 9,028 8,108 32,291 37,348
-------- -------- -------- --------
Total interest expense 59,131 58,876 231,741 234,171
-------- -------- -------- --------
Net interest income 47,301 45,743 187,309 183,137
Provision for losses on loans 2,100 2,673 9,030 9,738
-------- -------- -------- --------
45,201 43,070 178,279 173,399
Non-interest income:
Deposit account service fees 3,836 3,312 13,934 12,101
Loan fees and service charges 3,405 2,908 12,300 11,109
Insurance and brokerage sales
commissions 1,838 1,527 7,293 6,849
Service fees on loans sold 1,513 1,496 6,193 7,125
Gain (loss) on disposition of loans
and mortgage-related securities,
net (26) 1,056 2,029 2,703
Net gain (loss) on sales of
securities available for sale 1,005 (2) 1,461 1,182
Other 818 610 3,184 3,222
-------- -------- -------- --------
Total non-interest income 12,389 10,907 46,394 44,291
-------- -------- -------- --------
Operating income 57,590 53,977 224,673 217,690
-------- -------- -------- --------
Non-interest expense:
Compensation, payroll taxes
and benefits 12,274 9,954 47,996 45,263
Federal deposit insurance premiums 1,997 2,594 9,672 10,169
SAIF recapitalization charge (3) -- -- 28,767 --
Occupancy 2,167 2,191 9,377 9,006
Data processing 1,903 1,770 7,577 7,159
Loan expenses 1,848 1,712 7,222 6,257
Telephone and postage 1,659 1,579 6,594 6,434
Marketing 1,089 519 6,012 5,941
Furniture and equipment 1,013 1,050 4,855 5,303
Amortization of intangible assets 902 1,311 4,717 5,245
Goodwill writedown (4) -- -- 4,238 --
Net cost of foreclosed properties (328) (179) (260) (164)
Acquisition-related costs -- -- -- 6,458
Other 3,489 2,830 12,005 11,531
-------- -------- -------- --------
Total non-interest expense 28,013 25,331 148,772 118,602
-------- -------- -------- --------
Income before income taxes
and extraordinary item 29,577 28,646 75,901 99,088
Income taxes 10,337 9,587 25,443 35,104
-------- -------- -------- --------
Income before extraordinary
item 19,240 19,059 50,458 63,984
Extraordinary item (5) -- -- (686) --
-------- -------- -------- --------
Net income $ 19,240 $ 19,059 $ 49,772 $ 63,984
======== ======== ======== ========
Earnings per share (1)(2):
Primary:
Income before
extraordinary item $ 0.51 $ 0.50 $ 1.33 $ 1.70
Extraordinary item (5) -- -- (0.02) --
-------- -------- -------- --------
Net income $ 0.51 $ 0.50 $ 1.31 $ 1.70
======== ======== ======== ========
Fully Diluted:
Income before
extraordinary item $ 0.51 $ 0.50 $ 1.32 $ 1.69
Extraordinary item (5) -- -- (0.02) --
-------- -------- -------- --------
Net income $ 0.51 $ 0.50 $ 1.30 $ 1.69
======== ======== ======== ========
Cash dividends per share $ 0.150 $ 0.096 $ 0.510 $ 0.384
======== ======== ======== ========
</TABLE>
-5-
<PAGE>
FIRST FINANCIAL CORPORATION
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
(Unaudited)
<TABLE>
<CAPTION>
Net
Unrealized
Holding
Common Gain Common
Stock and (Loss) on Stock
Additional Securities Purchased
Paid-In Available Treasury by ESOP Retained Stockholders'
Capital For Sale Stock Plan Earnings Equity
--------------- ------------- ------------------ ------------- ----------- --------------
(in thousands)
<S> <C> <C> <C> <C> <C> <C>
Balances at
December 31, 1995 $ 79,432 $ (6,021) $ -- $ (271) $311,777 $384,917
Net income for the year
ended December 31, 1996 49,772 49,772
Cash dividends paid -
$0.51 per share(1) (19,025) (19,025)
Exercise of stock options 1,702 1,702
Payment on ESOP loan 271 271
Change in net unrealized
holding gain (loss) on
securities available
for sale (net of taxes) 7,321 7,321
Treasury stock purchased(2) (14,447) (14,447)
-------- -------- --------- -------- -------- --------
Balances at
December 31, 1996 $ 81,134 $ 1,300 $ (14,447) $ -- $342,524 $410,511
======== ======== ========= ======== ======== ========
</TABLE>
-6-
<PAGE>
FIRST FINANCIAL CORPORATION
NOTES TO FINANCIAL HIGHLIGHTS
Quarter and Year Ended December 31, 1996
(1) On December 30, 1996 First Financial Corporation ("FFC") distributed
a five-for-four stock split, effected in the form of a 25% stock
dividend, to shareholders of record on December 16, 1996. All
numbers of shares and per share amounts included herein have been
adjusted to reflect this distribution.
(2) During the fourth quarter of 1996, FFC announced a six-month 5%
stock repurchase program whereby up to 1,875,000 shares would be
repurchased. As of year end, the company had repurchased 648,395
shares at an average cost of $22.28 per share.
(3) On September 30, 1996 the Omnibus Appropriations Act of 1997 was
signed into law which provided for the recapitalization of the
Savings Association Insurance Fund ("SAIF") of the FDIC and resulted
in a one-time charge to SAIF-insured institutions. The effect on FFC
of the charge on third quarter 1996 results was $28.8 million before
tax and $18.4 million net of taxes, or $0.48 per share.
(4) During the third quarter of 1996, FFC wrote down certain goodwill
and core deposit intangibles, relating primarily to acquisitions in
the early 1980's, to conform to FFC's current 15-year maximum
amortization term for such assets. The total charges during the
third quarter 1996 for goodwill and intangibles were $4.2 million
before taxes and $3.6 million net of taxes, or $0.10 per share.
(5) In January 1996, FFC redeemed all of its outstanding 8% Subordinated
Notes due November, 1999 (which aggregated $54,925,000 at the date
of redemption). The net after-tax cost associated with this
redemption, $686,000 or $0.02 per share, has been reported as an
extraordinary charge.
(6) During the first quarter of 1995, FFC completed the acquisition of
FirstRock Bancorp, Inc. of Rockford, Illinois ("FirstRock") in a
transaction accounted for as a pooling-of-interests. As a result of
the FirstRock acquisition, FFC and FirstRock incurred acquisition
charges of $4.0 million on an after-tax basis, or $0.10 per share.
(7) Annualized data, as applicable.
-7-
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