-----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, QCmhMvrlLgx8vVfX/x3wjWvT9tmjf4B0ddTuwctckfCnwrEnUIZ5TTPvVQgpaqcB 151yItcteQ3o6PicSl2gPg== 0000318300-99-000031.txt : 19991019 0000318300-99-000031.hdr.sgml : 19991019 ACCESSION NUMBER: 0000318300-99-000031 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991018 ITEM INFORMATION: FILED AS OF DATE: 19991018 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PEOPLES BANCORP INC CENTRAL INDEX KEY: 0000318300 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 310987416 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-16772 FILM NUMBER: 99729831 BUSINESS ADDRESS: STREET 1: 138 PUTNAM ST STREET 2: P O BOX 738 CITY: MARIETTA STATE: OH ZIP: 45750 BUSINESS PHONE: 6143733155 8-K 1 8-K EARNINGS RELEASE ENDED SEPTEMBER 30, 1999 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 October 15, 1999 ________________________________________________ Date of Report (Date of earliest event reported) PEOPLES BANCORP INC. ______________________________________________________ (Exact name of Registrant as specified in its charter) 0-16772 ______________________ Commission File Number Ohio 31-0987416 ______________________________________________ ______________________ (State or other jurisdiction of incorporation) (I.R.S. Employer Identification Number) 138 Putnam Street P.O. Box 738, Marietta, Ohio 45750 ________________________________________ __________ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (614) 373-3155 Not applicable _____________________________________________________________ (Former name or former address, if changed since last report) Index to Exhibits on page 3 Item 1. Changes in Control of Registrant Not applicable. Item 2. Acquisition or Disposition of Assets Not applicable. Item 3. Bankruptcy or Receivership Not applicable. Item 4. Changes in Registrant's Certifying Accountant Not applicable. Item 5. Other Events On October 15,1999, Peoples Bancorp Inc. announced earnings for the quarter ended September 30, 1999. The release is included herewith as Exhibit 99. Item 6. Resignations of Registrant's Directors Not applicable. Item 7. Financial Statements and Exhibits (a) Non required (b) Non required (c) Exhibits. EXHIBIT NUMBER DESCRIPTION ______________ ____________________________________ 99 News Release issued October 15, 1999 Item 8. Change in Fiscal Year Not applicable. Item 9. Sales of Equity Securities Pursuant to Regulation S Not applicable. 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. DATE: October 18, 1999 PEOPLES BANCORP INC. -------------------- Registrant By: /s/ ROBERT E. EVANS Robert E. Evans President and Chief Executive Officer INDEX TO EXHIBITS Exhibit Number Description Page ______________ ____________________________________ _________ 99 News Release issued October 15, 1999 4 - 6 EX-99 2 8-K EARNINGS RELEASE ENDED SEPTEMBER 30, 1999 EXHIBIT 99 __________ NEWS RELEASE ____________ FOR IMMEDIATE RELEASE Contact: John W. Conlon, Chief Financial Officer October 15, 1999 (740) 373-3155 PEOPLES BANCORP INC. REPORTS INCREASED THIRD QUARTER EARNINGS ________________________________________ Quarterly operating earnings per share up 18.4% MARIETTA, Ohio - Peoples Bancorp Inc. (Nasdaq: PEBO) today announced increases in operating income of 16.2% and 9.2% for the third quarter and nine months ended September 30, 1999. Operating income was $2,833,000 for the third quarter of 1999 and $8,011,000 for the first nine months of 1999. Operating earnings per diluted share reached $0.45 for the third quarter of 1999, an increase of 18.4%, and $1.25 for the first nine months of 1999, an increase of 11.6%, compared to $0.38 and $1.12 during the same periods in 1998. Operating earnings reflect the results of the Company's core operations and exclude several nonrecurring items that impact comparability. In the third quarter of 1999, the Company reported net losses from sales of investment securities of $115,000 ($75,000 after taxes or $0.01 per share). In the third quarter of 1998, the Company incurred pretax charges of $526,000 ($342,000 after taxes or $0.05 per share) related to long-term debt prepayment penalties, acquisition conversion costs and other market expansion activities. In the second quarter of 1998, the Company reported net gains on securities transactions of $427,000 ($278,000 after taxes or $0.04 per share). Including the nonrecurring items, net income totaled $2,758,000 for the third quarter of 1999, an increase of $662,000 (or 31.6%) compared to the same period a year earlier. On a diluted per share basis, 1999's third quarter net income reached $0.43, up 34.4% compared to $0.32 for the third quarter of 1998. Cash basis operating earnings per share were $0.52 for the third quarter of 1999, up 15.6% from $0.45 in 1998's third quarter. For the first nine months of 1999, cash basis operating earnings per share reached $1.46, an increase of 14.1% compared to the same period a year earlier. Cash basis earnings provide investors with a comparison of the Company's financial results with competitors that make acquisitions using pooling of interest accounting. Operating return on stockholders' equity reached 14.76% in the third quarter of 1999 compared to 11.73% for the same period in 1998. This continued enhancement resulted from core earnings growth, a stock repurchase plan implemented in the second quarter of 1999, as well as decreases in market value of the Company's available-for-sale investment portfolio, which correspondingly lowered the Company's equity at September 30, 1999. Net interest income totaled $10,055,000 in the third quarter, an increase of $1,669,000 (or 20.0%) compared to 1998's third quarter. For the first nine months of 1999, net interest income increased $3,624,000 (or 14.7%) to $28,258,000. Growth in net interest income can be attributed primarily to balance sheet growth strategies implemented in the second quarter of 1999 designed to leverage the Company's recently issued $30 million of 8.62% Capital Securities through PEBO Capital Trust I. Third quarter net interest margin totaled 4.38% compared to 4.37% for the same period a year earlier. The Company reported third quarter non-interest income of $1,924,000, an increase of 16.8% compared to the same period a year earlier. For the nine months ended September 30, 1999, the Company reported non-interest income of $5,588,000, up 15.1% compared to 1998. In the third quarter of 1999, non-interest expense increased $929,000 (or 14.5%) to $7,329,000. For the nine months ended September 30, 1999, non-interest expense totaled $20,649,000, up 19.6% compared to the same period a year earlier. Increases in non-interest income and non-interest expense resulted primarily from the acquisition of multiple banking centers in mid-1998. This acquisition resulted in additional revenues from deposit account service fees as well as increased costs for salaries and benefits, and increased intangible amortization expense related to purchase accounting. Non-interest expense for the first nine months of 1999 was also increased by debt service costs associated with the issuance of Capital Securities. Robert E. Evans, Peoples Bancorp's President and Chief Executive Officer, commented, "Our focus continues to be our relationships with our customers and their changing needs. As we commit additional resources to respond to these changing needs, we are being rewarded with enhanced revenues and increases in shareholder value." Peoples Bancorp Inc. is a diversified financial services holding company head quartered in Marietta, Ohio, with over $1 billion in assets. Peoples Bancorp, which is Y2K ready, operates 36 financial service locations in the states of Ohio, West Virginia, and Kentucky. Peoples Bancorp's banking subsidiaries include The Peoples Banking and Trust Company with offices in Ohio and West Virginia; The First National Bank of Southeastern Ohio with three Ohio offices; and Peoples Bank FSB, with four Kentucky offices. Through its subsidiaries, Peoples Bancorp offers complete banking services and makes available other financial services, such as trust services, investment and insurance products, as well as electronic banking. Peoples Bancorp's common stock is traded through the Nasdaq National Market System under the symbol "PEBO." Learn more about Peoples Bancorp at www.peoplesbancorp.com.
PEOPLES BANCORP INC. (Nasdaq: PEBO) Financial Highlights (Unaudited) ----------------------- ----------------------- Three Months Ended Nine Months Ended ----------------------- ----------------------- 1999 1998 1999 1998 ---------- ----------- ---------- ---------- Operating earnings (a) $2,833,000 $2,438,000 $8,011,000 $7,336,000 Net income $2,758,000 $2,096,000 $7,937,000 $7,272,000 Cash basis earnings (b) $3,214,000 $2,570,000 $9,306,000 $8,291,000 Per share: Basic operating earnings (a) $0.46 $0.39 $1.28 $1.16 Diluted operating earnings (a) $0.45 $0.38 $1.25 $1.12 Basic net income $0.45 $0.33 $1.27 $1.15 Diluted net income $0.43 $0.32 $1.24 $1.11 Basic cash basis operating earnings (a) (b) $0.53 $0.46 $1.50 $1.32 Diluted cash basis operating earnings (a) (b) $0.52 $0.45 $1.46 $1.28 Basic cash basis net income (b) $0.52 $0.41 $1.49 $1.31 Diluted cash basis net income (a) (b) $0.51 $0.40 $1.45 $1.27 Basic weighted average shares outstanding 6,148,485 6,315,498 6,247,905 6,322,345 Diluted weighted average shares outstanding 6,343,024 6,493,804 6,415,440 6,524,785 Return on average equity (a) 14.76% 11.73% 12.86% 12.04% Cash basis return on average tangible equity (a) (b) 23.38% 19.19% 20.20% 17.05% Return on average assets (a) 1.10% 1.12% 1.11% 1.20% Cash basis return on average tangible assets (a) (b) 1.30% 1.37% 1.33% 1.39% Net interest margin (fully tax equivalent) 4.38% 4.37% 4.42% 4.50% ----------- ----------- ----------- ----------- (a) For comparability, certain ratios and statistics exclude the following nonrecurring items: * Pretax losses on securities transactions of $115,000($75,000 after taxes or $0.01 per share) in the third quarter of 1999 and pretax losses of $114,000 ($74,000 after taxes or $0.01 per share) in the nine months ended September 30, 1999. * Pretax costs of $526,000 ($342,000 after taxes, or $0.05 per share) in the third quarter of 1998 resulting from long-term debt prepayment penalties, acquisition conversion costs and other market expansion activities. * Pretax gains on securities transactions of $427,000 ($278,000 after taxes or $0.04 per share) in the second quarter of 1998. (b) Excludes after-tax impact of intangible amortization expense and removes balance sheet effect of intangible assets acquired through use of purchase accounting for acquisitions.
PEOPLES BANCORP INC. CONDENSED CONSOLIDATED BALANCE SHEETS ----------- ---------- Unaudited - In Thousands September December (except share and per share data) 30, 31, ASSETS 1999 1998 ----------- --------- Cash and cash equivalents $ 37,133 $ 40,121 Available-for-sale investment securities, at estimated fair value 333,434 235,569 Loans, net of unearned interest 631,140 567,917 Allowance for loan losses (10,392) (9,509) ----------- --------- Net loans 620,748 558,408 Bank premises and equipment 14,811 14,826 Other assets 37,971 31,360 ----------- --------- TOTAL ASSETS $1,044,097 $880,284 ----------- --------- LIABILITIES Non-interest bearing deposits $ 77,776 $ 80,884 Interest bearing deposits 636,251 633,284 ----------- --------- Total deposits 714,027 714,168 Short-term borrowings (includes securities sold under repurchase agreements) 67,556 32,514 agreements, Long-term borrowings 150,344 40,664 Accrued expenses and other liabilities 7,978 6,924 ----------- --------- TOTAL LIABILITIES 939,905 794,270 Guaranteed preferred beneficial interests in junior subordinated debentures 28,989 --- STOCKHOLDERS' EQUITY Common stock, no par value (6,384,116 shares issued and 6,079,468 outstanding at September 30, 1999) 64,963 50,807 Accumulated comprehensive (loss) income, net of deferred income taxes (5,741) 3,588 Retained earnings 24,305 33,441 Treasury stock, at cost (304,648 shares at September 30, 1999) (8,324) (1,822) ----------- --------- TOTAL STOCKHOLDERS' EQUITY 75,203 86,014 TOTAL LIABILITIES, MINORITY INTERESTS AND STOCKHOLDERS' EQUITY 1,044,097 880,284 =========== =========
PEOPLES BANCORP INC. CONDENSED STATEMENTS OF INCOME ---------------------------- --------------------------- Three Months Ended Nine Months Ended Unaudited -In Thousands (except share and per share data) 9/30/99 9/30/98 9/30/99 9/30/98 ---------------------------- --------------------------- Interest income $ 19,104 $ 16,307 $ 52,711 $ 47,406 Interest expense 9,049 7,921 24,453 22,772 ------------ ------------ ----------- ------------ Net interest income 10,055 8,386 28,258 24,634 Provision for loan losses 447 546 1,431 1,788 ------------ ------------ ----------- ------------ Net interest income after provision for loan losses 9,608 7,840 26,827 22,846 Other income 1,924 1,647 5,588 4,855 (Loss) gain on securities transactions (115) (13) (114) 418 Other expense 7,329 6,400 20,649 17,258 ------------ ------------ ----------- ------------ Income before income taxes 4,088 3,074 11,652 10,861 Income taxes 1,330 978 3,715 3,589 ------------ ------------ ----------- ------------ NET INCOME $ 2,758 $ 2,096 $ 7,937 $ 7,272 ------------ ------------ ----------- ------------
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