SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
_________ EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
_________ EXCHANGE ACT OF 1934
For the transition period from to
Commission File 0-5519
ASSOCIATED BANC-CORP
(Exact Name of Registrant as Specified in Its Charter)
Wisconsin 39-1098068
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) identification No.)
112 North Adams Street, Green Bay, Wisconsin 54301
(Address of principal executive offices)
(414) 433-3166
(Registrant's telephone number, including area code)
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports) and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No
------- -------
APPLICABLE ONLY TO CORPORATE ISSUERS:
The number of shares outstanding of registrant's common stock, par value $0.01
per share, at March 31, 1996, was 16,861,945 shares.
ASSOCIATED BANC-CORP
TABLE OF CONTENTS
Page No.
PART I. Financial Information
Item 1. Financial Statements:
Consolidated Statements of Financial
Condition - March 31, 1996, and
December 31, 1995
Consolidated Statements of Income -
Three Months Ended
March 31, 1996, and 1995
Consolidated Statements of Cash Flows -
Three Months Ended March 31, 1996, and 1995
Notes to Consolidated Financial Statements
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
PART II. Other Information
Item 6. Exhibits and Reports on Form 8-K
Signatures
PART I - FINANCIAL INFORMATION
ITEM 1. Financial Statements:
ASSOCIATED BANC-CORP
Consolidated Statements of Financial Condition
(Unaudited)
March 31 December 31
1996 1995
(In Thousands)
ASSETS
Cash and due from banks $ 152,856 $ 206,469
Interest-bearing deposits in other
financial institutions 658 652
Federal funds sold and securities
purchased under agreements to resell 4,943 43,000
Investment securities:
Held to maturity (Fair value of approximately
$393,759 and $383,129 at March 31, 1996, and
December 31, 1995, respectively) 394,876 381,645
Available for sale-stated at fair value 357,656 358,983
Loans, net of unearned income 2,702,973 2,611,227
Less: Allowance for possible loan losses (41,112) (39,067)
--------- ---------
Loans, net 2,661,861 2,572,160
Premises and equipment 56,771 54,142
Other assets 90,581 80,791
--------- ---------
Total assets $3,720,202 $3,697,842
LIABILITIES AND STOCKHOLDERS' EQUITY
Noninterest-bearing deposits $ 524,688 $ 595,178
Interest-bearing deposits 2,461,426 2,377,930
--------- ---------
Total deposits 2,986,114 2,973,108
Short-term borrowings 338,776 346,799
Accrued expenses and other liabilities 34,446 34,272
Long-term borrowings 21,049 18,067
--------- ---------
Total liabilities 3,380,385 3,372,246
Commitments and contingent liabilities --- ---
Stockholders' equity
Preferred stock --- ---
Common stock (Par value $0.01 per share,
authorized 48,000,000 shares, issued
17,073,899 and 16,728,061 shares,
respectively) 171 167
PART I - FINANCIAL INFORMATION
ITEM 1. Financial Statements continued:
ASSOCIATED BANC-CORP
Consolidated Statements of Financial Condition
(Unaudited)
March 31 December 31
1996 1995
(In Thousands)
Surplus 158,235 152,042
Retained earnings 180,403 171,026
Net unrealized gains on securities
available for sale 4,770 6,148
Less: Treasury stock (211,954 and 212,673 shares
at cost) (3,762) (3,787)
--------- ---------
Total stockholders' equity 339,817 325,596
--------- ---------
Total liabilities and stockholders' equity $3,720,202 $3,697,842
========= =========
(See accompanying notes to Consolidated Financial Statements.)
ITEM 1. Financial Statements continued:
ASSOCIATED BANC-CORP
Consolidated Statements of Income
(Unaudited)
Three Months Ended
March 31
1996 1995
(In Thousands)
INTEREST INCOME
Interest and fees on loans $58,173 $51,263
Interest and dividends on investment securities:
Taxable 9,272 9,315
Tax-exempt 1,821 1,536
Interest on deposits in other financial
institutions 5 5
Interest on federal funds sold and securities
purchased under agreements to resell 263 463
------ ------
Total interest income 69,534 62,582
------ ------
INTEREST EXPENSE
Interest on deposits 27,016 22,002
Interest on short-term borrowings 4,218 4,692
Interest on long-term borrowings 326 88
------ ------
Total interest expense 31,560 26,782
------ ------
NET INTEREST INCOME 37,974 35,800
Provision for possible loan losses 1,172 931
------ ------
Net interest income after provision for
possible loan losses 36,802 34,869
------ ------
NONINTEREST INCOME
Trust service fees 6,160 5,509
Service charges on deposit accounts 2,800 2,744
Investment securities gains, net 340 21
Loan servicing fees 1,412 955
Residential real estate loan origination fees 493 80
Retail investment income 656 450
Other 2,607 3,004
------ ------
Total noninterest income 14,468 12,763
------ ------
NONINTEREST EXPENSE
Salaries and employee benefits 17,724 16,018
Net occupancy expense 2,568 2,555
Equipment rentals, depreciation and maintenance 1,760 1,614
ITEM 1. Financial Statements continued:
ASSOCIATED BANC-CORP
Consolidated Statements of Income
(Unaudited)
Three Months Ended
March 31
1996 1995
(In Thousands)
Data processing expense $ 1,957 $ 1,865
Stationery and supplies 774 805
Business development and advertising 844 891
FDIC expense 11 1,533
Other 6,520 5,597
------ ------
Total noninterest expense 32,158 30,878
------ ------
Income before income taxes 19,112 16,754
Income tax expense 6,867 5,985
------ ------
NET INCOME $ 12,245 $ 10,769
====== ======
Per share
Net income .73 0.65
Dividends .27 0.22
Weighted average shares outstanding 16,852 16,500
(See accompanying notes to Consolidated Financial Statements.)
ITEM 1. Financial Statements continued:
ASSOCIATED BANC-CORP
Consolidated Statements of Cash Flows
(Unaudited)
Three Months Ended
March 31
1996 1995
(In Thousands)
OPERATING ACTIVITIES
Net income $ 12,245 $ 10,769
Adjustments to reconcile net income to net
cash used by operating activities:
Provision for possible loan losses 1,172 931
Depreciation and amortization 1,895 1,762
Amortization of mortgage servicing rights 540 108
Amortization of goodwill 671 591
Net amortization and accretion of premiums and
discounts 13 237
Gain on sales of investment securities, net (340) (21)
Increase in interest receivable and other assets (7,917) (2,492)
Increase (decrease) in interest payable and other
liabilities (107) 2,157
Amortization of loan fees and costs (376) (392)
Net increase in mortgage loans
acquired for resale (7,282) (2,312)
Gain on sales of mortgage loans held for resale (973) (34)
Other, net (4) (288)
------ ------
Net cash provided by (used in) operating activities (453) 11,016
INVESTING ACTIVITIES
Net decrease in federal funds sold and securities
purchased under agreements to resell 41,183 40,625
Net increase in interest-bearing deposits in other
financial institutions (6) ---
Purchases of held to maturity securities (36,862) (23,882)
Purchases of available for sale securities (32,743) (28,184)
Proceeds from sales of available for sale securities 620 84
Maturities of held to maturity securities 32,279 24,955
Maturities of available for sale securities 36,736 33,403
Net increase in loans (35,005) (42,100)
Proceeds from sales of other real estate 633 726
Purchases of premises and equipment, net of disposals (3,100) (1,611)
Capitalized mortgage servicing rights (1,866) (153)
Net cash from acquisition 2,944 ---
----- -----
Net cash provided by investing activities 4,813 3,863
ITEM 1. Financial Statements continued:
ASSOCIATED BANC-CORP
Consolidated Statements of Cash Flows
(Unaudited)
Three Months Ended
March 31
1996 1995
(In Thousands)
FINANCING ACTIVITIES
Net decrease in deposits (48,191) (111,876)
Net increase (decrease) in short-term borrowings (8,023) 34,957
Cash dividends (4,460) (3,404)
Proceeds from issuance of long-term borrowings 2,500 ---
Proceeds from exercise of stock options 201 208
Purchase of treasury stock --- (541)
------ ------
Net cash used by financing activities (57,973) (80,656)
------ ------
Net decrease in cash and cash equivalents (53,613) (65,777)
Cash and cash equivalents beginning of period 206,469 204,578
------- -------
Cash and cash equivalents at end of period 152,856 138,801
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest 31,402 23,944
Income taxes 2,810 2,905
Supplemental schedule of noncash investing activities:
Loans transferred to other real estate 91 195
Loans made in connection with the disposition of
other real estate --- 46
(See accompanying notes to Consolidated Financial Statements.)
ITEM 1. Financial Statements continued:
ASSOCIATED BANC-CORP
Notes to Consolidated Financial Statements
NOTE 1:
In the opinion of management, the accompanying unaudited consolidated financial
statements contain all adjustments necessary to present fairly Associated
Banc-Corp's ( Corporation) financial position, results of its operations and
cash flows for the periods presented. All adjustments necessary to the fair
presentation of the financial statements are of a normal recurring nature. The
results of operations for the interim periods are not necessarily indicative of
the results to be expected for the full year.
NOTE 2:
The consolidated financial statements include the accounts of all subsidiaries.
All material intercompany transactions and balances are eliminated. The
Corporation has not changed its accounting and reporting policies from those
stated in the Corporation's 1995 Annual Report on Form 10-K.
<TABLE>
NOTE 3: Business Combinations
The following table summarizes completed transactions:
<CAPTION>
Consideration Paid
--------------------
Cash Shares of Total
Date Method of (In Common Assets (In Intangibles
Name of Acquired Acquired Accounting Millions) Stock Millions) (In Millions)
- ----------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Great Northern 7/95 Purchase $1.2 --- (A) $1.5
Mortgage Company
Rolling Meadows,
Illinois
GN Bancorp, Inc. 8/95 Pooling of --- 747,626 130 ---
Chicago, interests
Illinois (B)
SBL Capital Bank 3/96 Pooling of --- 332,957 68 ---
Shares, Inc. (C) interests
</TABLE>
(A) The Corporation acquired approximately $535 million in mortgage servicing
as part of this acquisition. The consolidated financial statements include the
results of operations since the date of acquisition.
(B) The GN Bancorp acquisition was accounted for as a pooling of interests.
All consolidated financial information has been restated as if the transaction
had been effected as of the beginning of the earliest period presented.
(C) The transaction, accounted for using the pooling-of-interests method, was
not material to prior years' reported operating results and, accordingly,
previously reported results were not restated.
On April 5, 1996, the Corporation completed its merger with Greater Columbia
Bancshares, Inc. The transaction was accounted for as a pooling of interests
with the issuance of 967,634 shares of the Corporation's common stock. Pro
forma results of operations of the Corporation and Greater Columbia Bancshares,
Inc. for the periods prior to the acquisition date are as follows:
<TABLE>
<CAPTION>
Corporation as
Originally Reported Corporation Restated
- ---------------------------------------------------------------------------------------------
Three Months Three Months
Ended March 31, Ended March 31,
(In Thousands, except per share amounts) 1996 1995 1996 1995
- ---------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Net interest income $37,974 $35,800 $39,995 $37,750
Other income $14,468 $12,763 $14,782 $13,010
Net income $12,245 $10,769 $12,961 $11,271
Earnings per common share $ .73 $ .65 $ .73 $ .65
- ---------------------------------------------------------------------------------------------
</TABLE>
In 1995, the Corporation announced a merger agreement with F&M Bankshares of
Reedsburg, Inc. and its $140 million asset subsidiary, Farmers & Merchants
Bank. The transaction, which is expected to be completed in the second quarter
of 1996, will be accounted for as a pooling of interests with the issuance of
approximately 535,000 shares of the Corporation's common stock.
NOTE 4: INVESTMENT SECURITIES
The amortized cost and fair values of investment securities held to maturity
and securities available for sale for the periods indicated were as follows:
Investment Securities Held to Maturity
- -------------------------------------------------------------------------------
(In thousands) March 31, 1996
- -------------------------------------------------------------------------------
Amortized Cost Fair Value
- -------------------------------------------------------------------------------
U.S. Treasury and federal agency securities $165,203 $164,532
Obligations of states and political subdivisions 155,948 155,022
Other securities 73,725 74,205
- -------------------------------------------------------------------------------
Total $394,876 $393,759
===============================================================================
(In thousands) December 31, 1995
- -------------------------------------------------------------------------------
Amortized Cost Fair Value
- -------------------------------------------------------------------------------
U.S. Treasury and federal agency securities $172,548 $172,484
Obligations of states and political subdivisions 139,988 140,699
Other securities 69,109 69,946
- -------------------------------------------------------------------------------
Total $381,645 $383,129
===============================================================================
Investment Securities Available for Sale
- -------------------------------------------------------------------------------
(In thousands) March 31, 1996
- -------------------------------------------------------------------------------
Amortized Cost Fair Value
- -------------------------------------------------------------------------------
U.S. Treasury and federal agency securities $345,754 $346,240
Other securities 4,300 11,416
- -------------------------------------------------------------------------------
Total $350,054 $357,656
===============================================================================
(In thousands) December 31, 1995
- -------------------------------------------------------------------------------
Amortized Cost Fair Value
- -------------------------------------------------------------------------------
U.S. Treasury and federal agency securities $346,448 $349,704
Other securities 2,724 9,279
- -------------------------------------------------------------------------------
Total $349,172 $358,983
===============================================================================
NOTE 5: ALLOWANCE FOR POSSIBLE LOAN LOSSES
A summary of the changes in the allowance for possible loan losses for the
periods indicated is as follows:
For the Three For the Year
Months Ended Ended
March 31, December 31,
1996 1995
(In Thousands)
Balance at beginning of period $ 39,067 $ 37,963
Balance related to acquisition 822 ---
Provisions charged to operating expense 1,172 3,156
Loan losses net of recoveries 51 (2,052)
------ ------
Balance at end of period $ 41,112 $ 39,069
====== ======
NOTE 6: Mortgage Servicing Rights
Effective January 1, 1996, the Corporation adopted Statement of Financial
Accounting Standards No. 122, "Accounting for Mortgage Servicing Rights, an
amendment of FASB Statement No. 65". Accordingly, the Corporation recognizes
as separate assets (capitalized) the rights to service mortgage loans for
others whether the servicing rights are acquired through purchases or loan
origination. The fair value of capitalized mortgage servicing rights is based
upon the present value of estimated expected future cash flows. Based upon
current fair values, capitalized mortgage servicing rights are assessed
periodically for impairment, which is recognized in the statement of income
during the period in which impairment occurs by establishing a corresponding
valuation allowance. For purposes of performing its impairment evaluation, the
Corporation stratifies its portfolio of capitalized mortgage servicing rights
on the basis of certain risk characteristics.
Changes in capitalized mortgage servicing rights for the three months ended
March 31, 1996, were:
Balance at 12/31/95 $7,239,053
Capitalized mortgage servicing rights 1,865,598
Amortization (540,063)
Sales of servicing rights ---
Allowance for impairment ---
---------
Balance at 3/31/96 $8,564,588
=========
NOTE 7: PER SHARE COMPUTATIONS
Per share computations are computed based on the weighted average number of
common shares outstanding for the three months ended March 31, 1996, and 1995.
ITEM 2. Management's Discussion and Analysis of Financial Condition and the
Results of Operations
The purpose of this discussion is to focus on information about the
Corporation's financial condition and results of operations that are not
otherwise apparent from the consolidated financial statements included in this
report. Reference should be made to those statements presented elsewhere in
this report for an understanding of the following discussion and analysis.
EARNINGS
On March 1, 1996, SBL Capital Bankshares ( Lodi ) was acquired. This
acquisition was accounted for using the pooling-of-interests method. This
transaction was not material to prior years reported operating results and,
accordingly, previously reported results are not restated. The operating
results of Associated Banc-Corp include Lodi since January 1, 1996.
In July 1995, Great Northern Mortgage was acquired. This transaction was
accounted for as a purchase. Thus, the first quarter of 1995 does not include
the results of this acquisition.
In August, 1995, the Corporation acquired GN Bancorp, parent company of the
$130 million Gladstone-Norwood Trust & Savings Bank in northwest Chicago. The
GN Bancorp acquisition was accounted for as a pooling of interests. All
consolidated financial information has been restated as if the transaction had
been effected as of the beginning of the earliest period presented.
Net income for the first quarter of 1996 increased to $12.245 million, up 13.7%
over 1995 first quarter net income of $10.769 million. Earnings per share
increased to $.73 for the first quarter of 1996, an increase of 12.3% over
earnings per share of $.65 in the first quarter of 1995.
Net Income
Quarterly Trends
($ in Thousands)
- -------------------------------------------------------------------------------
1st Qtr. 4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr.
1996 1995 1995 1995 1995
- -------------------------------------------------------------------------------
Net Income $12,245 $12,530 $12,208 $11,145 $10,769
E.P.S. .73 .76 .74 .68 .65
Return on Average Equity - Quarter 14.68% 15.49% 15.65% 14.85% 15.16%
Return on Average Equity - Year 14.68% 15.30% 15.23% 15.00% 15.16%
Return on Average Assets - Quarter 1.34% 1.40% 1.39% 1.32% 1.31%
Return on Average Assets - Year 1.34% 1.35% 1.34% 1.31% 1.31%
- -------------------------------------------------------------------------------
Return on average assets (ROA) for the first quarter of 1996 was 1.34%, up from
1.31% during the same period last year. The 3 basis point increase in ROA was
achieved as net income grew 13.7%, outpacing average asset growth of 10.2% as
compared to the first quarter last year. ROA declined when comparing the first
quarter of 1996 to the fourth quarter of 1995, as net income declined slightly
by 2.3% while average assets increased 3.5%.
Return on average equity (ROE) for the first quarter of 1996 was 14.68%, down
from the 15.16% reported during the same period last year. Adjusted for the
equity component of the SFAS 115, ROE would have been 14.89% and 14.95% in the
first quarter of 1996 and 1995, respectively. ROE also decreased when compared
to the fourth quarter of 1995. The decrease was attributable to the lower
reported net income and higher average equity.
NET INTEREST INCOME
Tax equivalent net interest income in the first quarter of 1996 was $39.1
million, a slight increase of $245,000 or .6% over the fourth quarter net
interest income of $38.8 million. Excluding Lodi, net interest income would
have decreased by $473,000 when compared to the fourth quarter of 1995.
Net Interest Income
Tax Equivalent Basis
($ in Thousands)
- -------------------------------------------------------------------------------
1st Qtr. 4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr.
1996 1995 1995 1995 1995
- -------------------------------------------------------------------------------
Interest Income $69,534 $68,908 $67,508 $65,382 $62,582
Tax Equivalent Adjustment 1,107 975 1,041 950 968
------ ------ ------ ------ ------
Tax Equivalent Interest Income 70,641 69,883 68,549 66,332 63,550
Interest Expense 31,560 31,047 30,575 29,410 26,782
------ ------ ------ ------ ------
Tax Equivalent Net
Interest Income $39,081 $38,836 $37,974 $36,922 $36,768
- -------------------------------------------------------------------------------
The net interest margin for the first quarter of 1996 was 4.58% compared with
4.64% in the fourth quarter of 1995. This decline is primarily attributable to
net free funds. The interest rate spread (difference between yield on earning
assets and rate on interest-bearing liabilities) remained unchanged from the
fourth quarter at 3.76%. Both the yield on earning assets and the rate on
interest-bearing liabilities decreased by 7 basis points in the first quarter.
The decline in the net interest margin was attributable to both a lower average
balance of net free funds and the 7 basis point reduction in the value of these
funds as the rate on interest-bearing liabilities decreased.
Average earning assets increased $112 million in the first quarter of 1996.
Earning asset growth continues to be concentrated in loans as the average loans
to average deposits ratio climbed to 90.13% in the first quarter of 1996, up
from 88.61% in the fourth quarter of 1995.
Net Interest Margin
Quarterly Trends
(Quarterly Info Only)
- -------------------------------------------------------------------------------
1st Qtr. 4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr.
1996 1995 1995 1995 1995
- -------------------------------------------------------------------------------
Yield on Earning Assets 8.27% 8.34% 8.35% 8.38% 8.25%
Cost of Interest-Bearing
Liabilities 4.51 4.58 4.57 4.56 4.29
---- ---- ---- ---- ----
Interest Rate Spread 3.76 3.76 3.78 3.82 3.96
Net Free Funds Contribution .82 .88 .85 .84 .81
Net Interest Margin 4.58 4.64 4.63 4.66 4.77
==== ==== ==== ==== ====
Average Earning Assets to
Average Assets 93.19 93.34 93.22 93.63 93.45
Free Funds Ratio 18.02 19.03 18.41 18.52 19.03
- -------------------------------------------------------------------------------
The net interest margin for the first quarter of 1996 was 4.58% compared with
4.77% in the first quarter of 1995. This decrease is primarily attributable to
balance sheet growth. The interest rate spread (difference between yield on
earning assets and rate on interest-bearing liabilities) decreased 20 basis
points to 3.76% from the first quarter of 1995 at 3.96%. The yield on earning
assets increased slightly by 2 basis points while the rate on interest-bearing
liabilities increased by 22 basis points over the first quarter of 1995. The
contribution from net free funds was essentially unchanged from the first
quarter of 1995, contributing 1 basis point more.
Earning Asset and Interest-Bearing Liability Volumes
Quarterly Trends
($ in Thousands)
- -------------------------------------------------------------------------------
1st Qtr. 4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr.
1996 1995 1995 1995 1995
- -------------------------------------------------------------------------------
Average Loans $2,667,954 $2,549,886 $2,486,157 $2,429,665 $2,356,384
Average Earning Assets 3,435,594 3,323,723 3,256,544 3,175,731 3,125,145
Average Noninterest-
Bearing Deposits 499,401 512,064 491,325 474,128 497,429
Average Interest-
Bearing Deposits 2,460,588 2,365,619 2,352,448 2,278,575 2,193,117
Average Deposits 2,959,989 2,877,683 2,843,773 2,752,703 2,690,546
Average Interest-
Bearing Liabilities 2,816,591 2,691,171 2,657,031 2,587,591 2,530,277
- -------------------------------------------------------------------------------
LOAN LOSS
The loan loss provision for the first quarter of 1996 was $1,172,000, an
increase of $241,000 from the same period in 1995 and $384,000 higher than the
fourth quarter of 1995.
As of March 31, 1996, the allowance for possible loan losses of $41.1 million
represented 1.52% of total loans, up slightly from 1.50% at December 31, 1995,
but down from 1.63% at March 31, 1995.
Provision for Possible Loan Losses
Quarterly Trends
($ in Thousands)
- -------------------------------------------------------------------------------
1st Qtr. 4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr.
1996 1995 1995 1995 1995
- -------------------------------------------------------------------------------
Provision - Quarter $ 1,172 $ 788 $ 672 $ 765 $ 931
Provision - Year 1,172 3,156 2,368 1,696 931
Net Charge-offs-
(Recoveries) - Quarter (51) 918 768 255 111
Net Charge-offs-
(Recoveries) - Year (51) 2,052 1,134 366 111
Allowance at Period End 41,112 39,067 39,197 39,293 38,783
Allowance to Period End
Loans 1.52% 1.50% 1.54% 1.59% 1.63%
Net Charge-offs (Recoveries)
to Average Loans
(Annualized) - Quarter (.01%) .14% .12% .04% .02%
Net Charge-offs (Recoveries)
to Average Loans
(Annualized) - Year (.01%) .08% .06% .03% .02%
- -------------------------------------------------------------------------------
Charge-offs for the quarter ending March 31, 1996, of $782,000 were reduced by
recoveries of $833,000, creating net recoveries of $51,000. This activity
compares with first quarter 1995 net charge-offs of $111,000 and fourth quarter
1995 net charge-offs of $918,000.
The small annualized net recovery position of .01% in the first quarter of 1996
compares to net charge-offs of .02% and .14% in the first and fourth quarters
of 1995.
NON-PERFORMING LOANS
Management is committed to an aggressive non-accrual and problem loan
identification philosophy. This philosophy is embodied through the monitoring
and reviewing of credit policies and procedures to ensure that all problem
loans are identified quickly and the risk of loss is minimized.
Non-performing loans are considered a leading indicator of future loan losses.
Non-performing loans are defined as non-accrual loans, loans 90 days or more
past due but still accruing and restructured loans.
Loans are normally placed in non-accrual status when contractually past due 90
days or more as to interest or principal payments. Additionally, whenever
management becomes aware of facts or circumstances that may adversely impact on
the collectibility of principal or interest on loans, it is management's
practice to place such loans on non-accrual status immediately, rather than
delaying such action until the loans become 90 days past due. Previously
accrued and uncollected interest on such loans is reversed and income is
recorded only to the extent that interest payments are subsequently received in
cash and a determination has been made that the principal balance of the loan
is collectible. If collectibility of the principal is in doubt, payments
received are applied to loan principal.
Loans past due 90 days or more but still accruing interest are also included in
non-performing loans. Loans past due 90 days or more but still accruing are
classified as such where the underlying loans are both well-secured (the
collateral value is sufficient to cover principal and accrued interest) and in
the process of collection. Also included in non-performing loans are
"restructured" loans. Restructured loans involve the granting of some
concession to the borrower involving the modification of terms of the loan,
such as changes in payment schedule or interest rate.
Total nonperforming loans at March 31, 1996, were $17.8 million, an increase of
$0.3 million from December 31, 1995. The ratio of nonperforming loans to total
loans at March 31, 1996, was .66% compared to .67% at December 31, 1995, and
.61% at March 31, 1995.
Non-Performing Loans and Other Real Estate
($ in Thousands)
- -------------------------------------------------------------------------------
3/31/96 12/31/95 9/30/95 6/30/95 3/31/95
------- -------- ------- ------- -------
Nonaccrual Loans $14,491 $14,431 $15,489 $16,487 $12,366
Accruing Loans Past Due
90 Days or More 2,114 1,307 1,680 649 1,064
Restructured Loans 1,180 1,704 1,228 1,158 1,190
------ ------ ------ ------ ------
Total Nonperforming
Loans $17,785 $17,442 $18,397 $18,294 $14,620
Nonperforming Loans as
a Percent of Loans .66% .67% .72% .74% .61%
Other Real Estate Owned $ 998 $ 1,540 $ 1,886 $ 1,401 $ 2,117
- -------------------------------------------------------------------------------
Impaired loans are defined, by SFAS 114 and SFAS 118 adopted in the first
quarter of 1995, as those loans where it is probable that all amounts due
according to contractual terms, including principal and interest, will not be
collected. The Corporation has determined that nonaccrual and restructured
loans meet this definition. Impaired loans are measured at the fair value of
the collateral, if the loan is collateral dependent, or alternatively at the
present value of expected future cash flows. Interest income on impaired loans
is recognized only at the time that cash is received, unless applied to reduce
principal.
At March 31, 1996, the recorded investment in impaired loans totaled $15.7
million. Included in this amount is $13.1 million of impaired loans that do
not require a related allowance for possible loan losses and $2.6 million of
impaired loans for which the related allowance for possible loan losses totaled
$1.4 million. The average recorded investment in impaired loans during the
three months ended March 31, 1996, was approximately $13.0 million. Interest
income recognized on a cash basis on impaired loans during the first three
months of 1996 totaled $177,000.
The following table shows, for those loans accounted for on a non-accrual basis
and restructured loans for the three months ended March 31, 1996, the gross
interest that would have been recorded if the loans had been current in
accordance with their original terms and the amount of interest income that was
included in net income for the period.
- -------------------------------------------------------------------------------
For the Three
Months Ended
March 31, 1996
--------------
($ In Thousands)
- -------------------------------------------------------------------------------
Interest income in accordance with original terms $ 496
Interest income recognized (177)
---
Reduction in interest income $ 319
===
- -------------------------------------------------------------------------------
Potential problem loans are loans where there are doubts as to the ability of
the borrower to comply with present repayment terms. The decision of
management to place loans in this category does not necessarily mean that the
Corporation expects losses to occur, but that management recognizes that a
higher degree of risk is associated with these performing loans.
Potential Problem Loans
($ in Thousands)
- -------------------------------------------------------------------------------
3/31/96 12/31/95 9/30/95 6/30/95 3/31/95
------- -------- ------- ------- -------
Potential Problem Loans $42,716 $34,835 $33,916 $41,375 $45,127
- -------------------------------------------------------------------------------
At March 31, 1996, potential problem loans totaled $42.7 million compared to
$34.8 million at the end of 1995. The loans that have been reported as
potential problem loans are not concentrated in a particular industry, but
rather cover a diverse range of businesses, e.g. communications, wholesale
trade, manufacturing, finance/insurance/real estate, and services. Management
does not presently expect significant losses for credits in this category.
Other real estate owned totaled $1.0 million at March 31, 1996, compared with
$2.1 million at March 31, 1995.
LOAN CONCENTRATIONS
Loan concentrations are considered to exist when there are amounts loaned to a
multiple number of borrowers engaged in similar activities that would cause
them to be similarly impacted by economic or other conditions. The
Corporation's loans are widely diversified by borrower, industry group and
area. At March 31, 1996, no concentrations existed in the Corporation's loan
portfolio in excess of 10% of total loans.
Real estate construction loans at March 31, 1996, totaled $151.0 million or
only 5.6% of loans while agricultural loans were 1.1% of total loans.
As of March 31, 1996, the Corporation did not have any cross-border
outstandings to borrowers in any foreign country where such outstandings
exceeded 1% of total assets.
NONINTEREST INCOME
Noninterest income increased $1.7 million or 13.4% in the first quarter of 1996
when compared to the first quarter of 1995. Excluding investment security
gains, noninterest income increased $1.4 million, or 10.9% during the same time
period. The largest contributors to this increase were trust fees ($651,000),
Loan servicing fees ($457,000), residential real estate loan origination fees
($413,000) and retail investment income ($206,000) offset by a decrease in
other miscellaneous income of $397,000.
Trust fees were up 11.8% for the first quarter of 1996 compared with the same
period in 1995. These increases are reflective of the general market
conditions prevalent during the last 12 months.
Noninterest Income
Quarterly Trends
($ in Thousands)
- -------------------------------------------------------------------------------
1st Qtr. 4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr.
1996 1995 1995 1995 1995
- -------------------------------------------------------------------------------
Trust Servicing Fees $ 6,160 $ 5,897 $ 5,460 $ 5,377 $ 5,509
Service Charges on
Deposit Accounts 2,800 2,779 2,863 2,777 2,744
Loan Servicing Fees 1,412 1,546 1,293 896 955
Residential Real Estate Loan
Origination Fees 493 320 512 188 80
Retail Investment Income 656 554 514 548 450
Other 2,607 2,510 3,082 2,865 3,004
----- ----- ----- ----- -----
Non-interest income
excluding securities gains 14,128 13,606 13,724 12,651 12,742
Investment Security Gains, Net 340 104 92 102 21
------ ------ ------ ------ ------
Total $14,468 $13,710 $13,816 $12,753 $12,763
- -------------------------------------------------------------------------------
Net investment security gains recognized in the first quarter of 1996 were
$340,000 following net security gains of $104,000 in the fourth quarter of
1995.
Residential real estate loan origination fees in the first quarter increased
516% from the first quarter of 1995. The increase reflects the acquisition of
GN Mortgage in July of 1995, and increased loan origination volume.
Retail investment income increased $206,000 or 45.8% during the first quarter
of 1996 compared to the same period in 1995. The addition of new offices and
staff helped account for this large increase.
Other noninterest income declined $397,000 in the first quarter of 1996
compared with the same period in 1995, but decreased $97,000 from the fourth
quarter of 1995. This increase is primarily a result of increased underwriting
fees.
NONINTEREST EXPENSE
Total noninterest expense increased $1.3 million, or 4.1% in the first quarter
of 1996 when compared to the first quarter of 1995. Categories showing the
largest increases were salaries and employee benefits ($1,706,000), other
miscellaneous expense ($923,000) and equipment rentals, depreciation and
maintenance ($146,000). Offsetting these increases were significantly lower
FDIC insurance premiums ($1,522,000).
Salaries and employee benefits were up 10.7% or $1.7 million over the first
quarter of 1995. This increase reflects merit increases and the impact of 1995
additions to staff relating to new business, affiliate services support, and
newly acquired subsidiaries.
Noninterest Expense
Quarterly Trends
($ in Thousands)
- -------------------------------------------------------------------------------
1st Qtr. 4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr.
1996 1995 1995 1995 1995
- -------------------------------------------------------------------------------
Salaries and Employee Benefits $17,724 $16,566 $16,655 $15,781 $16,018
Net Occupancy Expense 2,568 2,384 2,508 2,472 2,555
Equipment Rentals,
Depreciation and
Maintenance 1,760 1,571 1,571 1,544 1,614
Data Processing Expense 1,957 1,805 1,984 1,871 1,865
Stationery and Supplies 774 789 713 756 805
Business Development and
Advertising 844 773 692 784 891
FDIC Expense 11 315 46 1,539 1,533
Other 6,520 6,644 6,606 5,832 5,597
----- ----- ----- ----- -----
Total $32,158 $30,847 $30,775 $30,579 $30,878
- -------------------------------------------------------------------------------
Equipment rentals, depreciation and maintenance increased from the first
quarter of 1995 by $146,000, or 9.0%. The increase is attributable to higher
depreciation and maintenance costs associated with the equipment purchased as
part of technology and customer service enhancements currently in progress.
Other noninterest expense increased $923,000 in the first quarter of 1996 when
compared to the first quarter of 1995. The increase is primarily attributable
to increased mortgage servicing rights amortization of $432,000, lower gain
on sale of ORE by $309,000, increased consulting and professional fees relating
to the technology and customer service enhancement projects, and expenses from
acquisitions included in the first quarter of 1996 but not in the first quarter
of 1995.
The significant decrease in FDIC expense from the first quarter of 1995
reflects the reduced FDIC premium ($500 per bank, except for SAIF deposits)
compared to $.23 per $100 of deposits.
The efficiency ratio improved to 60.44% for the first quarter of 1996 compared
with 62.37% for the same period last year. The ratio increased during the
first quarter of 1996 compared with 58.82% for the fourth quarter of 1995. The
change from the fourth quarter of 1995 was due to noninterest expense growth of
4.3%, while net tax-equivalent revenue grew by only 1.5%.
Expense Control
Quarterly Trends
- -------------------------------------------------------------------------------
1st Qtr. 4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr.
1996 1995 1995 1995 1995
- -------------------------------------------------------------------------------
Efficiency Ratio - Quarter 60.44% 58.82% 59.53% 61.68% 62.37%
Efficiency Ratio - Year 60.44% 60.56% 61.17% 62.03% 62.37%
Expense Ratio - Quarter 2.11% 2.07% 2,09% 2.26% 2.32%
Expense Ratio - Year 2.11% 2,18% 2.22% 2.29% 2.32%
- -------------------------------------------------------------------------------
The expense ratio improved to 2.11% for the first quarter of 1996 compared to
2.32% at the first quarter 1995. However, the first quarter of 1996 was up
from the expense ratio of 2.07% in the fourth quarter of 1995. The increase in
the expense ratio since the fourth quarter was attributable to noninterest
expenses growing (4.3%) slightly faster than average earning assets (3.4%) in
the first quarter of 1996.
INCOME TAXES
Income tax expense increased 14.7% over the first quarter of 1995, essentially
parallelling the increase of 14.1% in income before taxes. The effective tax
rate remained fairly consistent with previous quarters at approximately 36%.
Income Tax Expense
Quarterly Trends
($ in Thousands)
- -------------------------------------------------------------------------------
1st Qtr. 4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr.
1996 1995 1995 1995 1995
- -------------------------------------------------------------------------------
Income Before Taxes $19,112 $19,936 $19,302 $17,381 $16,754
====== ====== ====== ====== ======
State Tax Expense $ 1,139 $ 1,285 $ 1,164 $ 1,007 $ 995
Federal Tax Expense 5,728 6,121 5,930 5,229 4,990
----- ----- ----- ----- -----
Total Income Tax Expense 6,867 7,406 7,094 6,236 5,985
Effective Tax Rate 35.9% 37.1% 36.8% 35.9% 35.7%
- -------------------------------------------------------------------------------
BALANCE SHEET
Consolidated assets totaled $3.72 billion as of March 31, 1996, up 10.9% from
one year ago. Loans, net of unearned income, were $2.7 billion as of March 31,
1996, up 13.6% from the $2.4 billion of a year earlier. Total deposits at
March 31, 1996, were $3.0 billion, an increase of 11.9% from one year ago.
Total assets at March 31, 1996, increased by $22.4 million from December 31,
1995. Loans increased $91.7 million while cash and due from banks and funds
sold decreased $53.6 million and $38.1 million, respectively.
Total period-end deposits increased by $13.0 million during the first quarter
of 1996. The change was comprised of a $83.5 million increase in interest-
bearing deposits and an $70.5 million decrease in noninterest-bearing deposits.
Average loan growth of $118 million, average investment growth of $20 million,
$14 million lower average net free funds and lower average savings balances of
$14 million were funded during the first quarter of 1996 by increased average
NOW balances ($17 million), increased average MMA balances ($23 million),
increased average time deposits ($69 million), increased average short-term and
long-term borrowings ($31 million) and lower funds sold of $26 million.
LIQUIDITY
Liquidity refers to the ability of the Corporation to generate adequate amounts
of cash to meet the Corporation's needs for cash. The subsidiary banks and the
parent company of the Corporation have different liquidity considerations.
Banking subsidiaries meet their cash flow requirements by having funds
available to satisfy customer credit needs as well as having available funds to
satisfy deposit withdrawal requests. Liquidity at banking subsidiaries is
derived from deposit growth, money market assets, maturing loans, the maturity
of securities, access to other funding sources and markets, and a strong
capital position.
Deposit growth is the primary source of liquidity at the banking subsidiaries.
Interest-bearing deposits increased $83 million, while non-interest bearing
deposits fell $70 million from the seasonally high year-end balance.
As of March 31, 1996, the securities portfolio contained $345.8 million at
amortized cost of U.S. Treasury and federal agency securities available for
sale, representing 46.4 % of the total securities portfolio. These government
securities are highly marketable and had a market value equal to 100.1% of
amortized cost at quarter end.
Money market investments, consisting of federal funds sold, securities
purchased under agreements to resell, and interest-bearing deposits in other
financial institutions, averaged $21.0 million in the first quarter of 1996
compared to $32.4 million during the same period in 1995. Being short-term and
liquid by nature, money market investments generally provide a lower yield than
other earning assets. The Corporation has a strategy of maintaining a
sufficient level of liquidity to accommodate fluctuations in funding sources
and will periodically take advantage of specific opportunities to temporarily
invest excess funds at narrower than normal rate spreads while still generating
additional net interest income. At March 31, 1996, the Corporation had $5.6
million outstanding in short-term money market investments, serving as an
essential source of liquidity. The amount at quarter end represents .2% of
total assets compared to 1.2% at December 31, 1995.
Short-term borrowings totaled $338.8 million at March 31, 1996, compared with
$346.8 million at the end of 1995. Within the classification of short-term
borrowings are federal funds purchased and securities sold under agreements to
repurchase. Federal funds are purchased from a sizeable network of
correspondent banks while securities sold under agreements to repurchase are
obtained from a base of individual, business and public entity customers.
Deposit growth will continue to be the primary source of bank subsidiary
liquidity on a long-term basis, along with stable earnings, the resulting cash
generated by operating activities and strong capital positions. Shorter-term
liquidity needs will mainly be derived from growth in short-term borrowings,
maturing securities and money market assets, loan maturities and access to
other funding sources.
Liquidity is also necessary at the parent company level. The parent company's
primary sources of funds are dividends and service fees from subsidiaries,
borrowings and proceeds from the issuance of equity. The parent company
manages its liquidity position to provide the funds necessary to pay dividends
to shareholders, service debt, invest in subsidiaries and satisfy other
operating requirements. Dividends received from subsidiaries totaled $12.2
million in the first quarter of 1996 and will continue to be the parent's main
source of long-term liquidity.
At March 31, 1996, the parent company had $105 million of established lines of
credit with non-affiliated banks, of which $69 million was in use. The parent
company also has access to funds from the issuance of the Corporation's
commercial paper, although such funds are also downstreamed to the nonbank
subsidiaries. Commercial paper outstanding at March 31, 1996, totaled $2.5
million.
The parent company's long-term debt to equity ratio at March 31, 1996, was
0.9%, the same as the level at December 31, 1995.
Management believes that, in the current economic environment, the corpo-
ration's subsidiary and parent company liquidity positions are adequate. There
are no known trends nor any known demands, commitments, events or uncertainties
that will result or are reasonably likely to result in a material increase or
decrease in the Corporation's liquidity.
CAPITAL
Stockholders' equity at March 31, 1996, increased 4.4% to $339.8 million or
$20.15 per share compared with $325.6 million, or $19.71 per share at December
31, 1995. Equity to assets at March 31, 1996, remains strong at 9.13%, with
the Tier 1 leverage ratio climbing to 8.42%. The increase in equity of $14.2
million since December 31, 1995, is attributable to $7.6 million from the Lodi
acquisition, $7.8 million of retained earnings, $201,000 from the exercise of
stock options reduced by $1.4 million for the change in the equity portion of
the SFAS 115 adjustment.
Capital
Quarterly Trends
($ in Thousands)
- -------------------------------------------------------------------------------
1st Qtr. 4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr.
1996 1995 1995 1995 1995
- -------------------------------------------------------------------------------
Stockholders' Equity $339,817 $325,596 $315,063 $308,124 $295,965
Average Equity to
Average Assets 9.10% 9.01% 8.86% 8.87% 8.61%
Equity to Assets - Period End 9.13% 8.81% 8.90% 8.84% 8.82%
Tier 1 Capital to Risk
Weighted Assets - Period End 10.82% 10.76% 10.76% 10.68% 10.81%
Total Capital to Risk
Weighted Assets - Period End 12.08% 12.02% 12.01% 11.94% 12.08%
Tier 1 Leverage
Ratio - Period End 8.42% 8.26% 8.16% 8.21% 8.19%
Market Value Per Share
- Period End $ 37.75 $ 40.94 $ 36.75 $ 30.38 $ 28.90
Book Value Per Share -
Period End $ 20.15 $ 19.71 $ 19.09 $ 18.66 $ 17.94
Market Value Per Share
to Book Value Per Share 187.3% 207.7% 192.5% 162.8% 161.1%
Dividends Per Share -
This Quarter $ .27 $ .27 $ .27 $ .22 $ .22
Dividends Per Share -
Year to Date $ .27 $ .97 $ .70 $ .43 $ .22
Earnings Per Share -
This Quarter $ .73 $ .76 $ .74 $ .68 $ .65
Earnings Per Share -
Year to Date $ .73 $ 2.83 $ 2.07 $ 1.33 $ .65
Dividend Payout Ratio
- This Quarter 36.99% 35.53% 36.49% 32.35% 33.85%
Dividend Payout Ratio
- Year to Date 36.99% 34.28% 33.82% 32.33% 33.85%
- -------------------------------------------------------------------------------
Cash dividends during the first quarter were $.27 per share, up 18.5% from one
year ago. The year-to-date dividend payout ratio represents 37.0% of 1996
earnings per share.
The adequacy of the Corporation's capital is regularly reviewed to ensure that
sufficient capital is available for current and future needs and is in
compliance with regulatory guidelines. The assessment of overall capital
adequacy depends on a variety of factors, including asset quality, liquidity,
stability of earnings, changing competitive forces, economic conditions in
markets served and strength of management.
As of March 31, 1996, the Corporation's tier 1 risk-based capital ratio, total
risk-based capital (tier 1 and tier 2) ratio and tier 1 leverage ratio were
well in excess of regulatory minimums. Management of the Corporation expects
to continue to exceed the minimum standards in the future.
Similar capital guidelines are also required of the individual banking
subsidiaries of the Corporation. As of March 31, 1996, each banking subsidiary
exceeded the minimum ratios for tier 1 capital, total capital and the tier 1
leverage ratio.
Management actively reviews capital strategies for the Corporation and each of
its subsidiaries to ensure that capital levels are appropriate based on the
perceived business risks, future growth opportunities, industry standards and
regulatory requirements.
RECENT DEVELOPMENTS
On April 5, 1996, the Corporation completed its merger with Greater Columbia
Bancshares, Inc. Greater Columbia is a Wisconsin bank holding company with
$211 million in assets, including its commercial bank subsidiary, First
National Bank of Portage (Wisconsin).
In 1995, the Corporation announced a merger agreement with F&M Bankshares of
Reedsburg, Inc. and its $140 million asset subsidiary, Farmers & Merchants
Bank. The transaction is expected to be completed in the second quarter of
1996.
On March 20, 1996, the Corporation announced the signing of a definitive
agreement under which the Corporation would acquire Mid-America National
Bancorp, and its $39 million asset subsidiary, Mid-America National Bank of
Chicago, in a cash transaction. The transaction, which is contingent on
approval by regulatory authorities and the shareholders of Mid-America National
Bancorp, is expected to be completed in the third quarter of 1996.
On April 10, 1996, the Corporation announced the signing of a letter of intent
under which the Corporation would acquire Centra Financial, Inc., and its
subsidiary, Central Bank of West Allis, in a stock-for-stock merger
transaction. The transaction, which is contingent on completion of a
definitive agreement and approval by regulatory authorities and the
shareholders of Centra Financial, Inc. is expected to be completed in the third
quarter of 1996.
At the annual shareholders' meeting on April 24, 1996, the Corporation
announced a $.02 per share (2 cents) increase in its regular quarterly cash
dividend. The previous quarterly cash dividend was $.27 (27 cents) per share.
With the increase, shareholders will receive $.29 (29 cents) per share. The
dividends anticipated to be paid in 1996 represent an increase of 17.5% over
those paid in 1995.
ACCOUNTING DEVELOPMENTS
In March 1995, the Financial Accounting Standards Board (FASB) issued SFAS No.
121, Accounting for the Impairment of Long-Lived Assets and for Long-Lived
Assets to be Disposed Of. The Statement prescribes the accounting for the
impairment of long-lived assets and goodwill related to those assets. The new
rules specify when assets should be reviewed for impairment, how to determine
whether an asset or group of assets is impaired, how to measure an impairment
loss, and what financial statement disclosures are necessary. Also prescribed
is the accounting for long-lived assets and identifiable intangibles that a
company plans to dispose of, other than those that are a part of a discontinued
operation. Any impairment of a long-lived asset resulting from management s
review is to be recognized as a component of noninterest expense. The
Corporation adopted SFAS 121 on January 1, 1996. The impact of adoption did
not have a material effect on the consolidated financial statements of the
Corporation.
In October 1995, FASB issued SFAS No. 123, Accounting for Stock-Based
Compensation, which is effective in 1996. The statement requires that a fair
value-based method be used to value employee compensation plans that include
stock-based awards. The statement permits a company to recognize compensation
expense under SFAS 123 or continue to use the prior accounting rules which did
not consider the market value of stock in certain award plans. If adoption of
the statement s fair value procedures are not used in the computation of
compensation expense in the income statement, the company must disclose in a
footnote to the financial statements the pro forma impact of adoption. The
Corporation will be adopting the disclosure method of the statement.
ASSOCIATED BANC-CORP
PART II - OTHER INFORMATION
Page No.
ITEM 6: Exhibits and Reports on Form 8-K
(a) Exhibits:
(11) Statements re Computation of Per Share Earnings
(b) Reports on Form 8-K:
There were no reports on Form 8-K filed for the
three months ended March 31, 1996.
ASSOCIATED BANC-CORP
EXHIBIT (11)
Statement Re Computation of Per Share Earnings
March 31, 1996 March 31, 1995
As Reported:
Net income $12,244,650 $10,769,482
Weighted average common shares 16,852,065 16,500,129
outstanding
Net income per share $ 0.73 $ 0.65
Primary:
Net income $12,214,650 $10,769,482
Weighted average common shares
outstanding 16,852,065 16,500,129
Common stock equivalents 259,594 181,246
Adjusted weighted average common
shares outstanding 17,111,659 16,681,375
Net income per share $ 0.72 $ 0.65
Fully Diluted:
Net income $12,244,650 $10,769,482
Weighted average common shares
outstanding 16,852,065 16,500,129
Common stock equivalents 266,620 184,245
Adjusted weighted average common
shares outstanding 17,118,685 16,684,374
Net income per share $ 0.72 $ 0.65
Note: The primary and fully diluted numbers are not disclosed in the reported
financials because any dilution that is less than 3% of earnings per common
shares outstanding is not considered to be material.
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.
ASSOCIATED BANC-CORP
(Registrant)
Date: May 14, 1996 /s/ Harry B. Conlon
---------------------------------------
Harry B. Conlon
Chairman & Chief Executive Officer
Date: May 14, 1996 /s/ Joseph B. Selner
---------------------------------------
Joseph B. Selner
Principal Financial Officer
INDEX TO EXHIBITS
Exhibit No. Page No.
(11) Computations of Earnings Per Share and Average
Number of Common Shares Outstanding
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<NAME> ASSOCIATED BANC-CORP
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