-----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, PHOn5Li/6ZWUjLecuez+Tn+GqKojQKFc3ou71zkfWHVSx1FD2szwlxYOJ0qCeSbk Tkvy0LvLiZ2rYKOf1IEqfA== 0000318300-04-000196.txt : 20041215 0000318300-04-000196.hdr.sgml : 20041215 20041215131129 ACCESSION NUMBER: 0000318300-04-000196 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041215 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041215 DATE AS OF CHANGE: 20041215 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PEOPLES BANCORP INC CENTRAL INDEX KEY: 0000318300 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 310987416 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-16772 FILM NUMBER: 041204096 BUSINESS ADDRESS: STREET 1: 138 PUTNAM ST STREET 2: P O BOX 738 CITY: MARIETTA STATE: OH ZIP: 45750-0738 BUSINESS PHONE: 7403733155 8-K 1 form8kinvestment.txt FORM 8K INVESTMENT PORTFOLIO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 14, 2004 ------------------- PEOPLES BANCORP INC. - ----------------------------------------------------------------------- (Exact name of Registrant as specified in its charter) Ohio 0-16772 31-0987416 - ----------------------------- ----------------- ------------------------- (State or other jurisdiction (Commission File (I.R.S. Employer of incorporation) Number) Identification Number) 138 Putnam Street, PO Box 738 Marietta, Ohio 45750 - --------------------------------------------------- ---------------------- (Address of principal executive office) (Zip Code) Registrant's telephone number, including area code: (740) 373-3155 --------------------- Not applicable - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Index to Exhibits on Page 3 Section 8 - Other Events Item 8.01 Other Events Peoples Bancorp Inc. announced today the recent sales of approximately $85 million of fixed rate securities consisting primarily of mortgage-backed securities as part of a repositioning of its investment portfolio. A copy of the Release is attached as Exhibit 99 to this Current Report on Form 8-K. Section 9 - Financial Statements and Exhibits Item 9.01 Financial Statements and Exhibits a) Financial statements of businesses acquired b) Pro forma financial information c) Exhibits Exhibit Number Description - -------------------------- -------------------------------------- 99 News Release issued December 14, 2004 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. PEOPLES BANCORP INC. Date: December 15, 2004 By: /s/ MARK F. BRADLEY --------------------------------------- Mark F. Bradley President and Chief Operations Officer INDEX TO EXHIBITS Exhibit Number Description - -------------------------- -------------------------------------- 99 News Release issued December 14, 2004 EX-99 2 exhibit99.txt NEWS RELEASE PEOPLES BANCORP INC. - P.O. BOX 738 - MARIETTA, OHIO - 45750 www.peoplesbancorp.com NEWS RELEASE FOR IMMEDIATE RELEASE Contact: John W. Conlon - --------------------- Chief Financial Officer December 14, 2004 (740) 373-3155 PEOPLES BANCORP INC. REPOSITIONS INVESTMENT PORTFOLIO --------------------------------------------------------------------- MARIETTA, Ohio - Peoples Bancorp Inc. ("Peoples") (NASDAQ: PEBO) announced today the recent sales of approximately $85 million of fixed rate securities consisting primarily of mortgage-backed securities as part of a repositioning of its investment portfolio. The securities sold were purchased during a period of historically low interest rates and are expected to underperform in a rising rate environment. Peoples will reinvest the net proceeds from these sales into other investment securities, primarily variable rate mortgage-backed securities, with slightly higher yields in the near term and shorter estimated lives and duration than those sold. The repositioning should improve the overall performance of the investment portfolio as interest rates return to more historic levels. As a result of the repositioning, Peoples will recognize a fourth quarter 2004 pre-tax loss on sale of securities of $2.6 million, or $0.16 per share after-tax. "We believe this action better positions the balance sheet for the continued expected increases in interest rates and should improve our long-term financial position," said Mark Bradley, Peoples' President and Chief Operating Officer The average estimated lives of the securities sold was about 6.5 years, while the average estimated lives of the securities purchased is expected to be about 4 years. Peoples plans to complete the reinvestment before year-end 2004. Peoples Bancorp Inc., a diversified financial products and services company with $1.8 billion in assets, makes available a complete line of banking, investment, insurance and trust solutions through 51 locations and 34 ATMs in Ohio, West Virginia and Kentucky. Peoples' financial service units include Peoples Bank, National Association ("Peoples Bank"); Peoples Financial Advisors (a division of Peoples Bank) and Peoples Insurance Agency, Inc. Peoples' common shares are traded on the NASDAQ national market under the symbol "PEBO", and Peoples is a member of the Russell 3000 index of US publicly traded companies. Learn more about Peoples at www.peoplesbancorp.com. Forward-Looking Statements - -------------------------- Except for the historical and present factual information contained in this press release, the matters discussed in this press release, and other statements identified by words such as "should," "expects," "believes," "plans", and similar expressions are forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including, but not limited to, the interest rate environment and differences in the expectation of estimated lives and duration of the securities purchased, the effect of federal and state banking and tax regulations, the effect of technological changes, the effect of economic conditions, the impact of competitive products and pricing, and other risk factors relating to the banking industry or Peoples as detailed from time to time in Peoples' reports filed with the SEC. Although management believes that the expectations in these forward-looking statements are based on reasonable assumptions within the bounds of management's knowledge of Peoples' business and operations, it is possible that actual results may differ materially from these projections. Peoples disclaims any responsibility to update these forward-looking statements, except as may be required by applicable laws. END OF RELEASE -----END PRIVACY-ENHANCED MESSAGE-----