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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 18, 1997
STERLING BANCSHARES, INC.
(Exact name of registrant as specified in charter)
<TABLE>
<S> <C> <C>
Texas 0-20750 74-2175590
(State or other jurisdiction (Commission File Number) (IRS employer
of incorporation) identification number)
</TABLE>
15000 Northwest Freeway, Houston, Texas 77040
(Address of principal executive offices)
Registrant's telephone number, including area code: (713) 466-8300
N/A
(Former name or former address, if changed since last report)
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS
(b) Pro Forma Financial Information.
On April 3, 1997, Sterling Bancshares, Inc. (the
"Company") filed a Form 8-K (the "Form 8- K")
relating to an Agreement and Plan of Merger (the
"Merger Agreement") to acquire First Houston
Bancshares, Inc. ("First Houston") and its
wholly-owned subsidiary, Houston National Bank,
in a stock-for-stock merger (the "Merger").
Certain financial statements and pro forma
financial information were included under Item 7
to the Form 8-K. For purposes of amending
Exhibit 99.4 to the Form 8-K, attached to this
Form 8-K/A is revised Exhibit 99.4 which replaces
Exhibit 99.4 to the Form 8-K. Exhibit 99.4
contains selected pro forma consolidated
financial data that combine certain consolidated
financial information of the Company and First
Houston as if the Merger had occurred on January
1, 1994.
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The selected pro forma consolidated financial data
included as Exhibit 99.4 is not necessarily
indicative of the consolidated financial position
or results of future operations of the combined
entity or of the actual results that would have
been achieved had the Merger been consummated
prior to the periods indicated. Moreover, the
selected pro forma consolidated financial
information has been prepared in reliance upon
certain information prepared and furnished by
First Houston and the Company does not assume and
expressly disclaims any responsibility for the
accuracy of any information relating to First
Houston.
(c) Exhibits:
Exhibit No. Description
----------- -----------
99.4 Selected pro forma
consolidated financial data
that combines certain
consolidated financial
information of the Company
and First Houston as if the
Merger had occurred on
January 1, 1994
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
STERLING BANCSHARES, INC.
Dated: April 7, 1997 By:/s/ George Martinez
--------------------------------
George Martinez, Chairman
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Exhibit 99.4 to Form 8-K Current Report
STERLING BANCSHARES, INC.
SELECTED CONSOLIDATED FINANCIAL DATA - PRO FORMA
The following pro forma consolidated financial data combines the historical
consolidated financial statements of the Company and First Houston as if the
Merger had occurred as of January 1, 1994, after giving effect to the pro forma
adjustments described in the notes to the pro forma financial statements
included as Exhibit 99.5 of this Report.
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<CAPTION>
YEAR ENDED DECEMBER 31,
--------------------------------
1996 1995 1994
-------- -------- --------
(IN THOUSANDS,
EXCEPT FOR PER SHARE AMOUNTS)
<S> <C> <C> <C>
SUMMARY OF INCOME:
Interest income............................................. $ 62,171 $ 54,268 $ 44,475
Interest expense............................................ 19,807 17,271 12,444
Net interest income......................................... 42,364 36,997 32,031
Provision for credit losses................................. 2,343 1,149 1,426
Non-interest income......................................... 8,598 8,068 7,740
Non-interest expense........................................ 32,354 29,829 27,171
Income before income taxes.................................. 16,265 14,087 11,174
Income taxes................................................ 5,112 4,404 3,472
Net income.................................................. 11,153 9,683 7,702
PER SHARE DATA:(1)
Net income per share (fully diluted)........................ $ 0.79 $ 0.70 $ 0.57
Book value per common share................................. 4.90 4.24 3.26
Tangible book value per share............................... 4.77 4.08 3.08
Weighted average common and common equivalent shares........ 14,064 13,841 13,607
BALANCE SHEET DATA:
Total assets................................................ $922,330 $767,972 $672,616
Loans, net of unearned discount............................. 554,325 441,375 372,538
Allowance for credit losses................................. 7,053 6,465 6,317
Investment securities....................................... 205,465 216,376 214,494
Deposits.................................................... 840,344 687,125 607,899
Notes payable and senior debentures......................... 4,000 5,800 8,050
Shareholders' equity........................................ 67,004 57,280 43,909
SELECTED PERFORMANCE RATIOS:
Return on average assets.................................... 1.37% 1.38% 1.22%
Return on average shareholders' equity...................... 17.85 19.03 18.00
Net interest margin (tax equivalent)........................ 5.80 5.84 5.63
ASSET QUALITY RATIOS:
Non-performing loans to total period-end loans.............. 0.53% 0.90% 0.71%
Period-end non-performing assets to total assets............ 0.58 0.74 0.65
Period-end allowance for credit losses to non-performing
loans..................................................... 239.25 163.71 230.72
Period-end allowance for credit losses to total loans....... 1.27 1.46 1.70
Net charge-offs to average loans............................ 0.36 0.25 0.17
LIQUIDITY AND CAPITAL RATIOS:
Average loans to average deposits........................... 66.76% 65.81% 61.53%
Period-end shareholders' equity to total assets............. 7.65 7.46 6.53
Average shareholders' equity to average assets.............. 7.70 7.25 6.76
Period-end Tier 1 capital to risk weighted assets(2)........ 10.48 11.11 10.42
Period-end total capital to risk weighted assets (2)........ 11.61 12.33 11.91
Period-end Tier 1 leverage ration (tangible shareholders'
equity to total average assets)(2)........................ 7.99% 7.88% 6.99%
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(1) Per share data for all periods and dates have been adjusted retroactively to
give effect to the three-for-two split effected as a stock dividend to
common shareholders distributed on February 24, 1997.
(2) Calculated in accordance with regulations in effect at December 31, 1996.
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