UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K/A
AMENDMENT TO APPLICATION OR REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Southern National Corporation
(Exact name of registrant as specified in its charter)
Commission file number: 0-4641
AMENDMENT NO. 2
The undersigned registrant hereby amends the following items, financial
statements, exhibits or other portions of its Current Report on Form 8-K
dated February 11, 1994, as amended, as set forth in the pages attached hereto.
Item 7(a). Financial statements of business acquired.
Item 7(b). Proforma financial information.
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this amendment to be signed on its
behalf by the undersigned thereunto duly authorized.
SOUTHERN NATIONAL CORPORATION
Date: June 6, 1994 By: /s/ SHERRY A. KELLETT
Sherry A. Kellett
Executive Vice President and Controller
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Pursuant to Items 7(a) and 7(b) of the registrant's Current Report on
Form 8-K dated February 11, 1994, as amended, the registrant hereby amends the
following financial statements and proforma financial information:
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of business acquired:
Consolidated Statement of Condition
The First Savings Bank, FSB
December 31, 1993
(Dollars in thousands)
(Unaudited)
Assets
Cash and due from depository institutions $48,559
Interest-bearing bank balances 31,010
Federal funds sold and securities purchased under
resale agreements or similar arrangements
Investment securities 168,805
Securities available for sale 345,614
Loans held for sale 261,899
Loans and leases, net of unearned income 1,111,017
Less-allowance for losses (23,096)
Net loans and leases 1,349,820
Premises and equipment, net 22,865
Other assets 48,395
Total assets $2,015,068
Liabilities and Shareholders' Equity
Noninterest-bearing $125,237
Interest-bearing 1,361,336
Total deposits 1,486,573
Short-term borrowings 52,729
Accounts payable and accrued liabilities 80,802
Long-term debt 359,076
Total liabilities 1,979,180
Shareholders' equity:
Common stock 9,233
Paid-in-capital 43,612
Retained earnings (16,957)
Total shareholders' equity 35,888
Total liabilities and shareholders' equity $2,015,068
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The First Savings Bank, FSB
Consolidated Statement of Operations
For the Six Months Ended December 31, 1993
(Dollars in thousands except per share data)
(Unaudited)
Interest Income
Interest and fees on loans and leases $58,100
Interest and dividends on securities 14,803
Interest on temporary investments 418
Total interest income 73,321
Interest Expense
Interest on deposits 26,122
Interest on short-term borrowings 914
Interest on long-term debt 8,927
Total interest expense 35,963
Net Interest Income 37,358
Provision for loan losses 16,504
Net Interest Income After Provision
for Loan and Losses 20,854
Noninterest Income 4,718
Noninterest Expense 113,472
Earnings
Income before income taxes (87,900)
Provision for income taxes (20,846)
Income before cumulative effect of changes
in accounting principles (67,054)
Less: cumulative effect of changes in accounting
principles, net of income taxes 23,732
Net Income $(90,786)
Per Common Share:
Net Income:
Primary
Income before cumulative effect $(7.02)
Less: cumulative effect, net of income taxes (2.49)
Net income $(9.51)
Fully-diluted
Income before cumulative effect $(7.02)
Less: cumulative effect, net of income taxes (2.49)
Net income $(9.51)
Average shares outstanding
Primary 9,545,682
Fully-diluted 9,545,682
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(b) Proforma combined financial information:
Southern National Corporation
And
The First Savings Bank, FSB
Proforma Combined Statement of Income
For the Year Ended December 31, 1993
(Dollars in thousands except per share data)
1993
Interest Income
Interest and fees on loans and leases $380,334
Interest and dividends on securities 136,254
Interest on temporary investments 2,090
Total interest income 518,678
Interest Expense
Interest on deposits 183,413
Interest on short-term borrowings 15,329
Interest on long-term debt 23,118
Total interest expense 221,860
Net Interest Income 296,818
Provision for loan and lease losses 26,423
Net Interest Income After Provision for Loan and Lease Losses 270,395
Noninterest Income
Service charges on deposit accounts 36,005
Nondeposit fees and commissions 23,686
Securities gains, net 12,979
Other income 11,227
Total noninterest income 83,897
Noninterest Expense
Personnel expense 125,479
Occupancy and equipment expense 36,537
Federal deposit insurance expense 13,384
Foreclosed property expense 21,914
Other expense 123,041
Total noninterest expense 320,355
Earnings
Income before income taxes 33,937
Provision for income taxes 19,629
Income before cumulative effect of
changes in accounting principles 14,308
Less: cumulative effect of changes
in accounting principles, net of
income taxes 27,304
Net Income (12,996)
Preferred dividend requirements 5,196
Income applicable to common shares $(18,192)
Per Common Share
Net income:
Primary
Income before cumulative effect $ 0.23
Less: cumulative effect 0.70
Net income $ (0.47)
Fully-diluted
Income before cumulative effect $ 0.23
Less: cumulative effect 0.70
Net income $ (0.47)
Cash dividends paid per common share $ 0.64