-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FC/UEeSKlPuZ/wykdy6e0+0Iwvcp5nM6AWWfFsY/LsyES181oVShUDrFfxelWxwG 1cN2hzwcef567Btkvz5AsQ== 0000931763-96-000423.txt : 19960809 0000931763-96-000423.hdr.sgml : 19960809 ACCESSION NUMBER: 0000931763-96-000423 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19960630 FILED AS OF DATE: 19960808 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: NATIONAL COMMERCE BANCORPORATION CENTRAL INDEX KEY: 0000101844 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 620784645 STATE OF INCORPORATION: TN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-06094 FILM NUMBER: 96605543 BUSINESS ADDRESS: STREET 1: ONE COMMERCE SQ CITY: MEMPHIS STATE: TN ZIP: 38150 BUSINESS PHONE: 9015233242 MAIL ADDRESS: STREET 1: ONE COMMERCE SQ CITY: MEMPHIS STATE: TN ZIP: 38150 FORMER COMPANY: FORMER CONFORMED NAME: UNITED TENNESSEE BANCSHARES CORP DATE OF NAME CHANGE: 19780820 FORMER COMPANY: FORMER CONFORMED NAME: UNITED TENNESSEE BANSHARES CORP DATE OF NAME CHANGE: 19780525 10-Q 1 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------------------------------- FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1996 Commission file number 0-6094 ------- NATIONAL COMMERCE BANCORPORATION -------------------------------- (Exact name of registrant as specified in its charter) Tennessee 62-0784645 ---------- ---------- (State or other jurisdiction (I.R.S. Employer of incorporation organization) Identification No.) One Commerce Square Memphis, Tennessee 38150 ------------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number including area code - (901)523-3242 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 and 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 --- --- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Common Stock, $2 par value -- 24,380,107 shares as of August 5, 1996. 1 PART I. FINANCIAL INFORMATION - ------------------------------ Item 1. Financial Statements -------------------- NATIONAL COMMERCE BANCORPORATION Consolidated Balance Sheets -------------------------------- (In Thousands)
June 30 Dec. 31 1996 1995 ----------- ---------- (unaudited) ASSETS ------ Cash and cash equivalents: Interest-bearing deposits with other banks $ 17,400 $ 16,660 Cash and non-interest bearing deposits 151,540 144,166 Federal funds sold and securities purchased under agreements to resell 22,092 226,929 ---------- ---------- Total cash and cash equivalents 191,032 387,755 ---------- ---------- Securities: Held-to-maturity 823,045 762,023 Available-for-sale 615,890 516,623 ---------- ---------- Total securities 1,438,935 1,278,646 ---------- ---------- Trading account securities 35,559 20,159 Loans: Commercial, financial and agricultural 426,797 399,580 Real estate - construction 136,780 122,720 Real estate - mortgage 551,829 520,657 Consumer 1,002,845 871,407 Lease financing 15,754 18,678 ---------- ---------- Total loans 2,134,005 1,933,042 Less: Allowance for loan losses 32,475 29,010 Unearned discounts 7 1,829 ---------- ---------- Net loans 2,101,523 1,902,203 ---------- ---------- Premises and equipment, net 18,749 18,382 Broker/dealer customer receivables 16,132 13,444 Other assets 94,042 74,453 ---------- ---------- Total assets $3,895,972 $3,695,042 ========== ==========
See notes to consolidated financial statements. 2 Consolidated Balance Sheets (cont.) - -------------------------------------------------------------------------------- (In Thousands) [CAPTION] June 30 Dec. 31 1996 1995 ---------- ---------- (unaudited) LIABILITIES AND STOCKHOLDERS' EQUITY ------------------------------------ Liabilities: Deposits: Non-interest-bearing deposits $ 312,923 $ 331,436 Money market checking 261,053 274,876 Savings 80,903 86,989 Money market savings 786,175 735,911 Certificates of deposit less than $100,000 679,237 677,733 Certificates of deposit of $100,000 or more 520,758 467,825 ---------- ---------- Total deposits 2,641,049 2,574,770 ---------- ---------- Federal funds purchased and securities sold under agreements to repurchase 398,898 404,746 Broker/dealer customer payables 5,130 1,271 Accounts payable and accrued liabilities 55,775 38,396 Federal Home Loan Bank advances 498,765 372,799 Long-term debt 6,381 6,381 ---------- ---------- Total liabilities 3,605,998 3,398,363 ---------- ---------- Stockholders' equity: Common stock 48,722 49,669 Additional paid-in capital 64,997 80,605 Retained earnings 178,268 161,878 Unrealized gains (losses) on securities, net of taxes (2,013) 4,527 ---------- ---------- Total stockholders' equity 289,974 296,679 Total liabilities and --------- --------- stockholders' equity $3,895,972 $3,695,042 ========== ==========
See notes to consolidated financial statements. 3 NATIONAL COMMERCE BANCORPORATION Consolidated Statements of Income --------------------------------- (Unaudited) (In Thousands, Except per Share Data)
For the three months For the six months ended June 30 ended June 30 --------------------- ------------------- 1996 1995 1996 1995 ---------- --------- --------- -------- Interest income: Loans $46,163 $38,586 $ 90,142 $ 74,676 Securities: Taxable 21,511 15,159 41,729 31,697 Non-taxable 1,957 2,229 3,963 4,519 Trading account securities 350 336 772 565 Deposits at banks 215 242 441 492 Other 249 490 648 921 ------- ------- -------- -------- Total interest income 70,445 57,042 137,695 112,870 ------- ------- -------- -------- Interest expense: Deposits: Money market savings 1,000 1,243 2,071 2,410 Savings 419 507 860 1,021 Money market savings 8,227 7,602 16,075 15,129 Certificates of deposit less than $100,000 8,904 9,062 18,171 16,706 Certificates of deposit $100,000 or more 6,822 4,953 13,320 9,776 Federal Home Loan Bank advances 6,591 2,228 11,829 5,708 Long-term debt 115 114 229 227 Federal funds purchased and securities sold under agreements to repurchase 4,537 2,960 8,979 5,723 ------- ------- -------- -------- Total interest expense 36,615 28,669 71,534 56,700 ------- ------- -------- -------- Net interest income 33,830 28,373 66,161 56,170 Provision for loan losses 4,453 1,685 7,295 3,393 ------- ------- -------- -------- Net interest income after provision for loan losses 29,377 26,688 58,866 52,777 ------- ------- -------- -------- Other income: Trust service income 2,160 2,054 4,349 4,003 Service charges on deposits 3,404 3,459 6,775 6,870 Other services charges and fees 2,655 1,422 4,405 2,622 Broker/dealer revenue 2,360 2,885 5,941 4,775 Securities gains (257) 115 (232) 168 Other income 8,539 4,610 12,579 8,615 ------- ------- -------- -------- Total other income 18,861 14,545 33,817 27,053 ------- ------- -------- --------
4 Consolidated Statements of Income (cont.) - ---------------------------------
For the three months For the six months ended June 30 ended June 30 --------------------- ----------------- 1996 1995 1996 1995 ------- ------- ------- ------- Other expenses: Salaries and employee benefits 12,076 10,358 24,053 20,166 Occupancy expense 2,362 2,156 4,712 4,258 Furniture and equipment expenses 943 882 1,846 1,739 FDIC assessment 109 1,211 216 2,402 Other expenses 11,866 9,079 20,950 17,185 ------- ------- ------- ------- Total other expenses 27,356 23,686 51,777 45,750 ------- ------- ------- ------- Income before income taxes 20,882 17,547 40,906 34,080 Income taxes 7,119 5,684 13,867 10,997 ------- ------- ------- ------- Net income $13,763 $11,863 $27,039 $23,083 ======= ======= ======= ======= Net income per share of common stock $.55 $.47 $1.08 $.92 Dividends per share of common stock $.19 $.l7 $ .38 $.34
See notes to consolidated financial statements. 5 NATIONAL COMMERCE BANCORPORATION Consolidated Statements of Cash Flows ------------------------------------- (Unaudited)
For the Six Months Ended June 30 ----------------------- 1996 1995 ---------- ----------- (In Thousands) Operating activities: Net income $ 27,039 $ 23,083 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Provision for loan losses 7,295 3,393 Provision for depreciation and amortization 1,849 2,109 Amortization of security premiums and accretion of discounts, net (6) 100 Deferred income taxes (credit) (903) 1,018 (Increase) decrease in trading account securities (15,400) (8,938) Realized securities (gains) losses 232 (168) (Increase) decrease in broker/dealer customer receivables (2,688) (4,056) (Increase) decrease in interest receivable (2,570) 1,761 (Increase) decrease in other assets (13,341) (6,898) Increase in broker/dealer customer payables 3,859 1,147 Increase (decrease) in interest payable 295 3,230 Increase (decrease) in accounts payable and accrued expenses 19,554 (1,525) --------- --------- Net cash provided by (used in) operating activities 25,215 14,256 --------- --------- Investing activities: Available for sale securities: Proceeds from the maturities of securities 163,690 26,395 Proceeds from sales of securities 190,215 187,041 Purchases of securities available for sale (375,440) (80,607) Purchases of securities held to maturity (149,707) 0 Net increase (decrease) in loans (207,896) (123,939) Purchase of premises and equipment (1,916) (2,483) --------- --------- Net cash provided by (used in) investing activities (381,054) 6,407 --------- --------- Financing activities: Net increase (decrease) in demand deposits, NOW accounts and savings accounts 11,842 (46,099) Net increase (decrease) in certificates of deposit 54,437 194,211 Net decrease in federal funds purchased and securities sold under agreements to repurchase (5,848) (15,589) Increase (decrease) in long-term debt 0 (1) Increase (decrease) in Federal Home Loan Bank advances 125,966 (182,608) Proceeds from exercise of stock options 2,680 1,205 Issuance of common stock 3,584 0 Repurchases of common stock (24,181) 0 Cash dividends paid (9,364) (8,371) --------- --------- Net cash provided by (used in) financing activities 159,116 (57,252) --------- --------- Decrease in cash and cash equivalents (196,723) (36,589) Cash and cash equivalents at beginning of period 387,755 166,433 --------- --------- Cash and cash equivalents at end of period $ 191,032 $ 129,844 ========= ========= Interest expense $ 71,239 $ 53,195 Income taxes paid $ 13,872 $ 12,740
6 NATIONAL COMMERCE BANCORPORATION -------------------------------- Notes to Consolidated Financial Statements ------------------------------------------ (Unaudited) --------- Note A - Basis of Presentation - ------------------------------ The consolidated balance sheet at December 31, 1995 has been derived from the audited financial statements at that date. The accompanying unaudited interim consolidated financial statements reflect all adjustments (consisting only of normally recurring accruals) which are, in the opinion of management, necessary for a fair statement of the results for the interim periods presented. The statements should be read in conjunction with the summary of accounting policies and notes to consolidated financial statements included in the Registrant's annual report for the year ended December 31, 1995. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted in accordance with the rules of the Securities and Exchange Commission. Note B - Securities Portfolio - ----------------------------- In accordance with FAS No. 115 "Accounting for Certain Investments in Debt and Equity Securities", as of June 30, 1996 the securities in the "Available for Sale" category included $3.3 million in unrealized losses. Accordingly, total securities and total stockholders' equity were decreased by $3.3 million and $2.0 million (net of taxes), respectively, at June 30, 1996, to reflect the adjustment of the securities portfolio to market. The calculation of book value per share reflects these mark-to-market unrealized losses, whereas the calculation of ROA and ROE do not, because the unrealized losses are not included in net income. The fair value of the "Held to Maturity" category was $804.0 million at June 30, 1996. 7 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS --------------------------------------------------------------- The purpose of this discussion is to focus on important factors affecting the Company's financial condition and results of operations. Reference should be made to the consolidated financial statements (including the notes thereto) for an understanding of the following discussion and analysis. In this discussion, net interest income and net interest margin are presented on a fully taxable equivalent basis. All per share data is adjusted to reflect all stock dividends and stock splits declared through June 30, 1996. Financial Condition - ------------------- Following is a comparison of the June 30, 1996, and December 31, 1995, consolidated balance sheets. In the liability section, total deposits increased by $66 million or 2.6%, principally as a result of a $53 million or 11.3% increase in certificates of deposit of $100,000 or more, reflecting current market trends and a $50 million or 6.8% increase in money market savings deposits, reflecting new deposit gathering campaigns. Partially offsetting these increases, money market checking accounts decreased $14 million or 5.0%, savings deposits decreased $6 million or 7.0%, and non-interest-bearing deposit accounts decreased $19 million or 5.6% reflecting higher year-end non-interest- bearing deposit levels. Federal funds purchased and securities sold under agreements to repurchase decreased $6 million or 1.4% from year-end 1995 levels. This category of liabilities fluctuates with the availability of overnight funds purchased from downstream correspondent banks. Federal Home Loan Bank advances increased $126 million or 33.8% from December 31, 1995. This increase is principally the result of asset/liability management decisions related to the current interest rate environment. In the asset section, total gross loans increased by $201 million or 10.4% compared to December 31, 1995 levels. Commercial loans increased by $27 million or 6.8%, real estate construction loans increased by $14 million or 11.5%, and real estate mortgage loans increased $31 million or 6.0%, reflecting current demand. Consumer loans increased $131 million or 15.1%, reflecting an increased emphasis on promoting indirect automobile loans. Securities increased by $160 million or 12.5% from year-end 1995. Securities held to maturity increased by $61 million or 8.0%, and securities available for sale increased $99 million or 19.2%, reflecting current portfolio investment strategies, and current market conditions. Federal funds sold and securities purchased under agreements to resell decreased by $205 million or 90.3% from December 31, 1995 levels, reflecting less excess funds that otherwise were not employed in loans or securities at June 30, 1996. Trading account securities increased by $15 million or 76.4% from year-end 1995 levels. This decrease reflects the trading activity generated by Commerce Investment Corporation, the Company's broker/dealer subsidiary, which fluctuates from time to time. Broker/dealer customer receivables increased $3 million and payables increased $4 million reflecting levels of activity. 8 Results of Operations - --------------------- Three Months Ended June 30, 1996, Compared to Three Months Ended June 30, 1995 - ------------------------------------------------------------------------------ Net income was $13,763,000 for the second quarter of 1996, a 16.0% increase over the $11,863,000 reported for the same period a year earlier. Earnings per share were $.55, compared to $.47 per share in 1995, up 17.0%. Net interest income, the difference between interest earned on loans and investments and interest paid on interest-bearing liabilities, increased by $5,277,000 or 17.7% for the second quarter of 1996. This increase reflects a $13,223,000 or 22.6% increase in total interest income that more than offsets a $7,946,000 or 27.7% increase in interest expense. Interest income increased in 1996 due to an increase of $774,214,000 or 27.8% in total average earning assets, which more than offset a decrease in the yield on average earning assets from 8.44% in the second quarter of 1995 to 8.12% in the second quarter of 1996. The increased volume of earning assets positively impacted interest income by approximately $16,000,000, while the decreased yield negatively impacted interest income by approximately $2,800,000. Interest expense increased in the second quarter of 1996, reflecting an increase in average interest-bearing liabilities of $735,550,000 or 31.0%, partially offset by a decrease in the rate paid on interest-bearing liabilities from 4.84% to 4.74%. The decrease in the rate paid on interest-bearing liabilities positively affected interest expense by approximately $800,000, and the increase in average outstandings negatively affected interest expense by approximately $8,800,000. The net interest margin (taxable equivalent net interest income as a percentage of average earning assets) was 3.98% in second quarter 1996, compared to 4.31% in second quarter of 1995. The provision for loan losses in the second quarter of 1996 was $4,453,000, versus $1,685,000 for the second quarter of 1995. Net charge-offs were $1,799,000, or .35% of average loans compared to $951,000 or .23% of average loans in 1995. The increased provision was due to possible losses on current loan growth. The allowance for loan losses totaled $32,475,000 at June 30, 1996, representing 1.52% of quarter-end net loans, compared to $25,580,000 or 1.49% of quarter-end net loans at June 30, 1995. Following is a comparison of non-earning assets and loans past due 90 days or more for the quarters ended June 30 1996, March 31, 1996, and June 30, 1995 (dollars in thousands):
6-30-96 3-31-96 6-30-96 ------- ------- ------- Non-accrual loans 0 0 58 Renegotiated loans 0 0 0 Other real estate 97 0 0 ------- ------- ------- Total non-earning assets 97 0 58 ======= ======= ======= Loans past due 90 days or more 2,561 3,670 2,697 Percentage of total loans .12% .18% .16%
Non-interest income, excluding securities transactions, totaled $19,118,000 for the quarter, an increase of $4,688,000, or 32.5%, from last year's second quarter. The Company's broker/dealer revenue increased $525,000 versus second quarter, 1995, reflecting current market conditions. Also included in non- interest income was a pre-tax gain of $2.9 million on the sale of certain assets, primarily loans, of the Company's Commerce Finance subsidiary. All other sources of non-interest income, including service charge income, trust service income, fuel card processing income, and supermarket sublicense income increased a net of $2,331,000 or 20.2%. Securities losses totaled $257,000 in second quarter, 1996, compared to 9 $115,000 in securities gains in 1995. Non-interest expenses (excluding the provision for loan losses) increased by $3,670,000 or 15.5% in second quarter, 1996, primarily reflecting increased employment and occupancy expenses relating to new products and locations and increased promotional expenses of new loan and deposit gathering campaigns, partially offset by a reduction in FDIC premiums. The Company's return on average assets and return on average equity were 1.47% and 18.89% respectively, for second quarter of 1996. These compared with 1995 second quarter returns of 1.61% and 17.72%, respectively. Six Months Ended June 30, 1996, Compared to Six Months Ended June 30, 1995 - -------------------------------------------------------------------------- For the six months ended June 30, 1996, net income totaled $27,309,000, a 17.1% increase over the $23,083,000 for the first six months of 1995. Earnings per share were $1.08, compared to $.92 for the same period in 1995, a 17.4% increase. For the six-month period, return on average assets and return on average stockholders' equity were $1.47% and 18.51% respectively. These compared with 1995 six month returns of 1.55% and 17.52%. Net interest income increased by $9,626,000 or 16.3% for the first six months of 1996. This increase reflects a $24,460,000 or 21.1% increase in total interest income that more than offsets a $14,834,000 or 26.2% increase in interest expense. Interest income increased in 1996 due to an increase of $684,975,000 or 24.4% in total average earning assets, partially offset by a decrease in the yield on average earning assets from 8.34% in 1995 to 8.09% in 1996. The increased volume of earning assets positively impacted interest income by approximately $28,700,000, while the decreased yield negatively impacted interest income by approximately $4,300,000. Interest expense increased in the first six months of 1996, reflecting an increase in average interest- bearing liabilities of $630,419,000 or 26.2%, partially offset by a decrease in the cost of interest-bearing liabilities from 4.76% to 4.74%. The decrease in the rate paid on interest-bearing liabilities positively impacted interest expense by approximately $300,000, and the increase in average outstandings negatively impacted interest expense by approximately $15,100,000. The net interest margin was 3.97% in the first six months of 1996, compared to 4.26% in the first six months of 1995. The provision for loan losses for the first six months of 1996 was $7,295,000, versus $3,393,000 for the first six months of 1995. Net charge-offs were $3,427,000, compared to $2,123,000 in 1995. Non-interest income, excluding securities transactions, totaled $34,049,000 for the first six months of 1996, compared to a total of $26,885,000 for the first six months of 1995, an increase of 26.6%. The Company's broker-dealer revenue increased $1,166,000 or 24.4%, reflecting current market conditions. Other sources of non-interest income, including service charge income, trust service income, fuel card processing income, supermarket sublicence income, and the previously mentioned gain on the sale of certain assets, primarily loans, of the Company's Commerce Finance Company subsidiary, increased a net of $5,998,000 or 27.1%. Securities losses totaled $232,000 in 1996, compared to $168,000 in securities gains in 1995. Non-interest expenses (excluding the provision for loan losses) increased by $6,027,000 or 13.2% for the first six months of 1996. Increased employment and occupancy expenses relating to new products and locations, and increased promotional expenses of new loan and deposit gathering campaigns, partially offset by lower FDIC insurance premiums, were the primary reasons for the increase. 10 Liquidity and Capital Resources - ------------------------------- Interest-bearing bank balances, federal funds sold, trading account securities, and securities available for sale are the principal sources of short-term asset liquidity. Other sources of short-term liquidity include federal funds purchased and repurchase agreements, credit lines with other banks, and borrowings from the Federal Reserve Bank and the Federal Home Loan Bank. Maturing loans and securities are the principal sources of long-term asset liquidity. Total realized stockholders' equity decreased by $165,000 from December 31, 1995. Retained earnings increased a total of $16,390,000. Offsetting this increase was the effect of a stock repurchase program initiated in January, 1996. Through June 30, 1996, 840,408 shares had been repurchased and cancelled under the program at a cost of $24,181,000. This decrease in shares outstanding was partially offset by the issue of 235,059 shares through the exercise of stock options and 129,908 shares issued in exchange for the remaining stock of TransPlatinum Service Corp. The following capital ratios do not include the effect of FAS No. 115 on Tier I capital, total capital, or total risk-weighted assets. As indicated in the following table, the Company and its banking subsidiaries exceeded all minimum required capital ratios for well-capitalized institutions at the indicated dates.
6-30-96 3-31-96 6-30-95 ------- ------- ------- Total capital to risk-weighted assets 12.22% 13.25% 15.16% Tier I capital to risk-weighted assets 10.96% 12.01% 13.91% Tier I capital to assets (leverage ratio) 7.41% 8.01% 9.10%
11 PART II. OTHER INFORMATION - --------------------------- Item 4. Submission of Matters to a Vote of Security Holders --------------------------------------------------- At the Company's Annual Meeting of Shareholders held April 24, 1996, the following proposals were approved by the shareholders of the Company: The following individuals were elected to serve as directors of the Company for terms that expire at the Annual Meeting of Shareholders to be held in 1999: Frank G. Barton, Jr.; Jack R. Blair; Edmond D. Cicala; Thomas C. Farnsworth, Jr.; Sidney A. Stewart, and R. Lee Taylor. (19,654,096 shares in favor of the slate of directors; 10,002 withheld) The appointment of Ernst & Young LLP as auditors of the Company for 1996 was ratified. (19,637,711 in favor; 7,237 against; 29,825 abstained) Item 6. Exhibits and Reports on Form 8-K --------------------------------- a. Exhibits 11. Computation of Earnings per Share 27. Financial Data Schedule b. Reports on Form 8-K The Registrant did not file any reports on Form 8-K during the quarter ended June 30, 1996. 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. NATIONAL COMMERCE BANCORPORATION (Registrant) By /s/ Lewis E. Holland -------------------------------------- Lewis E. Holland Executive Vice President, Treasurer and Chief Financial Officer (Authorized Officer) (Principal Financial Officer) Date August 8, 1996 ------------------ 12 EX-11 2 EARNINGS PER SHARE EXHIBIT 11. Computation of Earnings Per Share - ----------------------------------------------
In Thousands, Except Per Share Data --------------------------------------------- Three Months Ended Six Months Ended June 30 June 30 ----------------- ----------------- 1996 1995 1996 1995 ------- ------- ------- ------- Primary: Average shares outstanding 24,565 24,635 24,700 24,607 Less leveraged ESOP shares (113) (50) (109) (50) Net effect of the assumed exercise of stock options - based on the treasury stock method using average market price 597 643 554 649 ------- ------- ------- ------- Total 25,049 25,228 25,145 25,206 ======= ======= ======= ======= Net income $13,763 $11,863 $27,039 $23,083 Per share amount $ .55 $ .47 $ 1.08 $ .92 Fully Diluted: Average shares outstanding 24,565 24,635 24,700 24,607 Less leveraged ESOP shares (113) (50) (109) (50) Net effect of the assumed exercise of stock options - based on the treasury stock method using higher of quarter-end and average market price 618 686 621 676 ------- ------- ------- ------- 25,070 25,271 25,212 25,233 ======= ======= ======= ======= Net income $13,763 $11,863 $27,039 $23,083 Per share amount $ .55 $ .47 $ 1.07 $ .92
EX-27 3 FDS
9 1,000 6-MOS 6-MOS DEC-31-1996 DEC-31-1995 JAN-01-1996 JAN-01-1995 JUN-30-1996 JUN-30-1995 151,540 106,211 17,400 17,133 22,092 6,500 35,559 22,445 615,890 784,760 823,045 289,844 804,038 291,400 2,133,998 1,714,622 32,475 25,580 3,895,972 3,006,657 2,641,049 2,302,502 398,898 259,547 60,905 27,463 454,728 145,315 0 0 0 0 289,974 271,830 0 0 3,895,972 3,006,657 90,142 74,676 45,692 36,216 1,861 1,978 137,695 112,870 50,497 45,042 71,534 56,700 66,161 56,170 7,295 3,393 (232) 168 51,777 45,750 40,906 34,080 40,906 34,080 0 0 0 0 27,039 23,083 1.08 .92 1.07 .92 3.97 4.26 0 58 2,561 2,697 0 0 499 808 29,010 24,310 5,094 3,290 1,667 1,167 32,475 25,580 32,475 25,580 0 0 0 0
-----END PRIVACY-ENHANCED MESSAGE-----