-----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, OSVxBDyEpHVpYc4t+EYQMudWvTEeMY4gFkIw1+v3IKZrvVPfiWITYMKCzqsDlD/f Eog4W8BoXgm0ig8Tjazi5w== 0000035527-97-000006.txt : 19970815 0000035527-97-000006.hdr.sgml : 19970815 ACCESSION NUMBER: 0000035527-97-000006 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19970630 FILED AS OF DATE: 19970814 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIFTH THIRD BANCORP CENTRAL INDEX KEY: 0000035527 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 310854434 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-08076 FILM NUMBER: 97661903 BUSINESS ADDRESS: STREET 1: 38 FOUNTAIN SQ PLZ STREET 2: FIFTH THIRD CENTER CITY: CINCINNATI STATE: OH ZIP: 45263 BUSINESS PHONE: 5135795300 10-Q 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended June 30, 1997 Commission File Number 0-8076 FIFTH THIRD BANCORP (Exact name of Registrant as specified in its charter) Ohio 31-0854434 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification Number) Fifth Third Center Cincinnati, Ohio 45263 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (513)579-5300 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 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 The number of shares outstanding of the Registrant's Common Stock, without par value, as of June 30, 1997 was 154,096,732 shares. FIFTH THIRD BANCORP INDEX Part I. Financial Information Item 1. Financial Statements Consolidated Balance Sheets - June 30, 1997 and 1996 and December 31, 1996 3 Consolidated Statements of Income - Three and Six Months Ended June 30, 1997 and 1996 4 Consolidated Statements of Cash Flows - Six Months Ended June 30, 1997 and 1996 5 Consolidated Statements of Changes in Stockholders' Equity - Six Months Ended June 30, 1997 and 1996 6 Notes to Consolidated Financial Statements 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 Part II. Other Information Item 6. Exhibits and Reports on Form 8-K 11 FIFTH THIRD BANCORP AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS ($000's) June 30, December 31, June 30, 1997 1996 1996 (unaudited) (unaudited) ASSETS Cash and Due from Banks $847,525 808,926 474,963 Securities Available for Sale (a) 6,210,577 6,223,881 6,183,028 Securities Held to Maturity (b) 75,740 176,804 114,252 Other Short-Term Investments 51,082 44,579 27,976 Loans and Leases Commercial Loans 4,033,680 4,013,785 3,910,849 Construction Loans 373,821 375,938 331,894 Commercial Mortgage Loans 799,980 795,599 790,649 Commercial Lease Financing 1,151,467 1,093,422 902,994 Residential Mortgage Loans 2,356,189 2,150,626 2,012,444 Consumer Loans 2,531,929 2,600,169 2,948,016 Consumer Lease Financing 1,932,270 1,933,412 1,741,295 Unearned Income (455,239) (448,159) (371,789) Reserve for Credit Losses (191,434) (187,278) (183,876) ----------- ----------- ----------- Total Loans and Leases 12,532,663 12,327,514 12,082,476 Bank Premises and Equipment 233,162 231,389 223,288 Accrued Income Receivable 167,099 182,854 157,197 Other Assets 576,670 553,051 592,318 ----------- ----------- ----------- TOTAL ASSETS $20,694,518 20,548,998 19,855,498 =========== =========== =========== LIABILITIES Deposits Demand $2,411,174 2,495,839 1,815,797 Interest Checking 2,047,585 1,957,895 1,706,472 Savings 2,011,961 1,940,897 1,801,923 Money Market 1,239,792 1,462,794 1,652,197 Other Time 5,303,328 5,597,729 5,607,214 Certificates - $100,000 and Ove 769,400 786,787 918,127 Foreign Office 189,407 132,715 1,222,171 ----------- ----------- ----------- Total Deposits 13,972,647 14,374,656 14,723,901 Federal Funds Borrowed 1,570,905 1,420,694 867,757 Short-Term Bank Notes 780,000 806,000 524,993 Other Short-Term Borrowings 1,325,243 1,038,738 1,081,762 Accrued Taxes, Interest and Expenses 410,309 374,304 311,467 Other Liabilities 174,052 112,820 112,298 Long-Term Debt 457,834 277,661 282,594 ----------- ----------- ----------- TOTAL LIABILITIES 18,690,990 18,404,873 17,904,772 STOCKHOLDERS' EQUITY Common Stock (c) 352,627 235,090 234,793 Capital Surplus 511,781 525,038 521,022 Retained Earnings 1,376,565 1,367,653 1,256,555 Unrealized Gains (Losses) on Securities Available for Sale 17,427 16,598 (61,644) Treasury Stock (254,872) (254)-- ----------- ----------- ----------- TOTAL STOCKHOLDERS' EQUITY 2,003,528 2,144,125 1,950,726 ----------- ----------- ----------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $20,694,518 20,548,998 19,855,498 =========== =========== =========== (a) Amortized cost: June 30, 1997 - $6,183,767,000, December 31, 1996 - $6,198,346,000 and June 30, 1996 - $6,277,865,000. (b) Market value: June 30, 1997 - $75,740,000, December 31, 1996 - $176,798,000 and June 30, 1996 - $114,252,000. (c) Stated value $2.22 per share; authorized 300,000,000; outstanding June 30, 1997 - 154,096,732 (excludes 4,744,419 treasury shares), December 31, 1996 - 105,892,554 (excludes 3,931 treasury shares) and June 30, 1996 - 105,762,662. The number of shares outstanding at June 30, 1997 has been adjusted for the three-for-two stock split effected in the form of a stock dividend paid July 15, 1997. SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS. FIFTH THIRD BANCORP AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) ($000's) Three Months Ended June 30, 1997 1996 INTEREST INCOME Interest and Fees on Loans and Leases $254,459 248,972 Interest on Securities Taxable 107,921 89,107 Exempt from Income Taxes 3,268 5,364 ----------- ----------- Total Interest on Securities 111,189 94,471 Interest on Other Short-Term Investments 631 188 Total Interest Income 366,279 343,631 INTEREST EXPENSE Interest on Deposits Interest Checking 12,462 8,413 Savings 16,469 13,839 Money Market 11,180 14,574 Other Time 73,981 77,324 Certificates - $100,000 and Over 10,564 11,975 Foreign Office 7,976 8,588 ----------- ----------- Total Interest on Deposits 132,632 134,713 Interest on Federal Funds Borrowed 17,605 18,121 Interest on Short-Term Bank Notes 9,457 2,046 Interest on Other Short-Term Borrowings 14,132 11,395 Interest on Long-Term Debt and Notes 7,638 5,827 ----------- ----------- Total Interest Expense 181,464 172,102 ----------- ----------- NET INTEREST INCOME 184,815 171,529 Provision for Credit Losses 20,150 18,048 ----------- ----------- NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES 164,665 153,481 OTHER OPERATING INCOME Trust Income 22,098 18,672 Service Charges on Deposits 23,678 20,867 Data Processing Income 26,573 21,350 Other Service Charges and Fees 36,142 30,695 Securities Gains 185 167 ----------- ----------- Total Other Operating Income 108,676 91,751 OPERATING EXPENSES Salaries, Wages and Incentives 48,591 48,006 Employee Benefits 10,360 12,007 Equipment Expenses 5,684 5,141 Net Occupancy Expenses 9,031 8,880 Other Operating Expenses 54,131 46,353 ----------- ----------- Total Operating Expenses 127,797 120,387 ----------- ----------- INCOME BEFORE INCOME TAXES 145,544 124,845 Applicable Income Taxes 49,463 41,596 ----------- ----------- NET INCOME $96,081 83,249 =========== =========== NET INCOME PER SHARE .62 .53 AVERAGE SHARES OUTSTANDING (000'S) 154,222 155,231 CASH DIVIDENDS DECLARED PER SHARE .22 .17 1/3 (a) Per share amounts and average shares have been adjusted for the three-for-two stock split effected in the form of a stock dividend paid July 15, 1997. SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS. FIFTH THIRD BANCORP AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) ($000's) Six Months Ended June 30, 1997 1996 INTEREST INCOME Interest and Fees on Loans and Leases $505,184 488,608 Interest on Securities Taxable 215,080 166,979 Exempt from Income Taxes 7,642 10,715 ----------- ----------- Total Interest on Securities 222,722 177,694 Interest on Other Short-Term Investments 1,118 379 Total Interest Income 729,024 666,681 INTEREST EXPENSE Interest on Deposits Interest Checking 24,023 16,163 Savings 32,402 23,336 Money Market 23,147 31,202 Other Time 149,249 150,196 Certificates - $100,000 and Over 20,877 23,080 Foreign Office 12,429 13,014 ----------- ----------- Total Interest on Deposits 262,127 256,991 Interest on Federal Funds Borrowed 42,574 33,890 Interest on Short-Term Bank Notes 18,822 7,462 Interest on Other Short-Term Borrowings 26,690 23,025 Interest on Long-Term Debt and Notes 12,680 12,156 ----------- ----------- Total Interest Expense 362,893 333,524 ----------- ----------- NET INTEREST INCOME 366,131 333,157 Provision for Credit Losses 37,596 27,798 ----------- ----------- NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES 328,535 305,359 OTHER OPERATING INCOME Trust Income 42,949 36,457 Service Charges on Deposits 46,111 40,081 Data Processing Income 49,312 40,362 Other Service Charges and Fees 68,007 58,147 Securities Gains 857 372 ----------- ----------- Total Other Operating Income 207,236 175,419 OPERATING EXPENSES Salaries, Wages and Incentives 95,999 93,233 Employee Benefits 20,371 23,615 Equipment Expenses 10,938 10,012 Net Occupancy Expenses 18,368 17,803 Other Operating Expenses 103,096 92,963 ----------- ----------- Total Operating Expenses 248,772 237,626 ----------- ----------- INCOME BEFORE INCOME TAXES 286,999 243,152 Applicable Income Taxes 96,422 80,763 ----------- ----------- NET INCOME $190,577 162,389 =========== =========== Net Income Per Share (a) 1.23 1.06 Average Shares Outstanding (000's) (a) 155,394 153,200 Cash Dividends Declared Per Share (a) .41 1/3 .34 2/3 (a) Per share amounts and average shares have been adjusted for the three-for-two stock split effected in the form of a stock dividend paid July 15, 1997. SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS. FIFTH THIRD BANCORP AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) FOR THE SIX MONTHS ENDED JUNE 30 ($000'S) 1997 1996 OPERATING ACTIVITIES Net Income $190,577 162,389 Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities: Provision for Credit Losses 37,596 27,798 Depreciation, Amortization and Accretion 28,807 26,360 Provision for Deferred Income Taxes 14,743 5,436 Realized Securities Gains (3,687) (1,318) Realized Securities Losses 2,830 946 Proceeds from Sales of Residential Mortgage Loans Held for Sale 165,708 322,002 Net Gains on Sales of Loans (3,706) (2,514) Net Increase in Residential Mortgage Loans Held for Sale (155,383) (410,341) Net Decrease (Increase) in Accrued Income Receivable 15,755 (21,127) Net Increase in Other Assets (34,492) (170,273) Net Increase in Accrued Taxes, Interest and Expenses 20,815 25,529 Net Increase (Decrease) in Other Liabilitie 57,979 (9,487) ----------- ----------- NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES 337,542 (44,600) INVESTING ACTIVITIES Proceeds from Sales of Securities Available for Sale 660,264 120,996 Proceeds from Calls, Paydowns and Maturities of Securities Available for Sale 402,723 444,617 Purchases of Securities Available for Sale (1,053,701) (2,047,538) Proceeds from Calls, Paydowns and Maturities of Securities Held to Maturity 124,621 155,774 Purchases of Securities Held to Maturity (23,557) (83,479) Increase in Other Short-Term Investments (6,503) (17,666) Purchase of Loans in Acquisitions -- (224,313) Proceeds from Securitization and Sale of Automobile Loans -- 408,471 Proceeds from Sale of Loans 237,276 -- Net Increase in Loans and Leases (486,640) (1,117,040) Purchases of Bank Premises and Equipment (16,130) (17,931) Proceeds from Disposal of Bank Premises and Equipment 2,747 720 Net Cash Paid in Purchase of Subsidiaries and Other Acqisitions -- (175,572) ----------- ----------- NET CASH USED IN INVESTING ACTIVITIES (158,900) (2,552,961) FINANCING ACTIVITIES Purchase of Deposits -- 1,921,019 Net Decrease in Core Deposits (441,314) (175,704) Net Increase in CDs - $100,000 and Over, including Foreign 39,305 276,667 Net Increase in Federal Funds Borrowed 150,211 314,716 Net Increase (Decrease) in Short-Term Bank Notes (26,000) 74,993 Net Increase in Other Short-Term Borrowings 286,505 79,308 Proceeds from Issuance of Long-Term Debt and Notes 200,000 10,125 Repayment of Long-Term Debt (20,000) (10,140) Payment of Cash Dividends (60,678) (52,706) Exercise of Stock Options 8,432 5,807 Purchase of Treasury Stock (276,307) (53) Other (197) (43) ----------- ----------- NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES (140,043) 2,443,989 INCREASE (DECREASE) IN CASH AND DUE ----------- ----------- FROM BANKS 38,599 (153,572) CASH AND DUE FROM BANKS AT BEGINNING OF PERIOD 808,926 628,535 ----------- ----------- CASH AND DUE FROM BANKS AT END OF PERIOD $847,525 474,963 =========== =========== SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FIFTH THIRD BANCORP AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (UNAUDITED) FOR THE SIX MONTHS ENDED JUNE 30 ($000'S) 1997 1996 BALANCE AT JANUARY 1 $2,144,125 1,724,575 Net Income 190,577 162,389 Cash Dividends Declared (1997 - $.41 1/3 Per Share and 1996 - $.34 2/3 per Share) (a) (63,931) (54,094) Stock Options Exercised, Including Treasury Shares Issued 8,432 5,807 Stock Issued in Conversion of Subordinated Notes -- 143,255 Shares Acquired for Treasury (276,307) (53) Fractional Shares Issued (197) (36) Stock Issued in Acquisition and Other -- 45,329 Change in Unrealized Gains/Losses on Securities Available for Sale 829 (76,446) ----------- ----------- BALANCE AT JUNE 30 $2,003,528 1,950,726 =========== =========== (a) Per share amounts and average shares have been adjusted for the three-for-two stock split effected in the form of a stock dividend paid July 15, 1997. SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FINANCIAL INFORMATION Item 1. Notes to Consolidated Financial Statements 1.In the opinion of management, the unaudited consolidated financial statements include all adjustments (which consist of only normal, recurring accruals) necessary to present fairly the consolidated financial position as of June 30, 1997 and 1996, and the results of operations for the three and six months ended June 30, 1997 and 1996 and cash flows for the six months ended June 30, 1997 and 1996. In accordance with generally accepted accounting principles for interim financial information, these statements do not include all of the information and footnotes required by generally accepted accounting principles for complete annual financial statements. Financial information as of December 31, 1996 has been derived from the audited consolidated financial statements of the Registrant. The results of operations and cash flows for the six months ended June 30, 1997 and 1996 are not necessarily indicative of the results to be expected for the full year. For further information, refer to the consolidated financial statements and footnotes thereto for the year ended December 31, 1996, included in the Registrant's Annual Report on Form 10-K. 2.The Registrant adopted Statement of Financial Accounting Standards (SFAS) No. 125, "Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities," effective January 1, 1997. The standard provides accounting and reporting standards for transfers and servicing of financial assets and extinguishments of liabilities. The adoption of SFAS No. 125 did not have a material effect on the Consolidated Financial Statements. 3.SFAS No. 128, "Earnings Per Share" was issued in February, 1997 and is effective for financial periods ending after December 15, 1997. Earlier application is not permitted. The statement requires dual presentation of basic and diluted earnings per share on the face of the income statement and provides guidance on other computational changes. Management has determined that earnings per share amounts computed under the new standard will not be materially different from the amounts reported herein. 4.SFAS No. 130, "Reporting Comprehensive Income" was issued in June, 1997 and is effective for fiscal years beginning after December 15, 1997. The statement requires additional reporting of items that affect comprehensive income but not net income. Examples of these items relevant to the Registrant include unrealized gains and losses on securities. Upon its adoption, this statement will result in additional financial statement disclosures. Item 1. Notes to Consolidated Financial Statements (continued) 5. SFAS No. 131, "Disclosures about Segments of an Enterprise and Related Information" was issued in June, 1997 and is effective for fiscal years beginning after December 15, 1997. The statement requires financial disclosure and descriptive information about reportable operating segments. Upon its adoption, this statement will result in additional financial statement disclosures. 6. Residential mortgage loans held for sale, which are valued at the lower of aggregate cost or market value, were $7,437,000, $15,756,000 and $13,285,000 at June 30, 1997, December 31, 1996 and June 30, 1996, respectively. 7. In the first six months of 1997, the Registrant paid $372,702,000 in interest and $56,500,000 in Federal income taxes. In the first six months of 1996, the Registrant paid $321,166,000 in interest and $64,500,000 in Federal income taxes. There were no loan securitizations during the first six months of 1997. In the first six months of 1996, the Registrant had noncash investing activities consisting of the securitization of $574,600,000 of residential mortgage loans. 8. In May, 1997, the Registrant reached a definitive agreement to purchase the Ohio branches and deposits of Great Lakes National Bank Ohio with approximately $130 million in deposits and eight branches for approximately $11 million. The merger is expected to be completed in the third quarter of 1997, pending regulatory approval and will be accounted for as a purchase. 9. On July 25, 1997, the Registrant acquired Suburban Bancorporation, Inc., a savings and loan holding company with assets of $220 million, headquarted in Cincinnati, Ohio, for approximately $32 million. The transaction was accounted for as a purchase. 10. Certain prior year's data has been reclassified to conform to current presentation. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations The following is management's discussion and analysis of certain significant factors which have affected the Registrant's financial condition and results of operations during the periods included in the consolidated financial statements which are a part of this filing. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued) Results of Operations The Registrant's net income was $190,577,000 for the first six months of 1997 and $96,081,000 for the second quarter, up 17% and 15%, respectively, compared to $162,389,000 and $83,249,000 for the same periods in 1996. Net income per share for the second quarter was $.62, a 17% increase over last year's $.53 and $1.23 for the first six months, up 16% over 1996's $1.06. Total assets were $20.7 billion at quarter end, compared to 1996's quarter-end assets of $19.9 billion. Return on average assets was 1.90% and return on average equity was 19.6% for the second quarter of 1997, compared to 1.73% and 17.7%, respectively, for the same quarter of last year. The Registrant's net interest income on a fully taxable equivalent basis for the second quarter of 1997 was $195.3 million, an 8% increase over the $181.2 million for the same period of 1996. This increase resulted primarily from a 5% increase in average interest-earning assets and an increase of 10 basis points in the net interest margin. The provision for credit losses was $20.2 million in the second quarter of 1997 and $18 million in the second quarter of 1996. Net chargeoffs for the second quarter were .52% of average loans and leases, compared with .56% for last quarter and .49% for the second quarter of 1996. Nonperforming assets as a percentage of total loans, leases and other real estate owned were .37% at June 30, 1997 and .41% at June 30, 1996. The reserve for credit losses as a percentage of total loans and leases was 1.50% at both June 30, 1997 and June 30, 1996. Total other operating income, excluding securities gains, increased to $108.5 million for the second quarter of 1997, an 18% increase over the second quarter of 1996. Trust income and data processing income increased 18% and 24%, respectively, over the same period in 1996. Other service charges and fees increased 18% over the same period last year which includes increased fees from consumer lending. The overhead ratio (operating expenses divided by the sum of taxable equivalent net interest income and other operating income) for the quarter improved to 42%, compared to 44.1% for the second quarter of 1996 Total operating expenses for the quarter increased 6% over the same period of 1996. Salaries, wages, incentives and employee benefits remained flat compared to the same period last year and increased 3% compared to the first quarter of this year. Equipment and net occupancy expenses increased 5% over 1996 from acquired offices, the addition of nearly 100 ATM machines and investments to upgrade processing technology and improve productivity. Other operating expenses increased 17% over the second quarter of 1996, as reductions in FDIC premiums were offset by volume-related expenses from our processing businesses. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued) Material Changes in Financial Condition The material changes that have occurred in the Registrant's financial condition during 1997 are as follows ($000's): June 30, Dec. 31, 1997 1996 $ +/- % +/- Federal Funds Borrowed $ 1,570,905 1,420,694 150,211 10.6 Other Short-Term Borrowings 1,325,243 1,038,738 286,505 27.6 Long-Term Debt 457,834 277,661 180,173 64.9 Stockholders' Equity 2,003,528 2,144,125 (140,597) ( 6.6) The increase in short-term borrowings and long-term debt is due primarily to the increase in loans and leases and the repurchase of 5.2 million shares of common stock under the Registrant's stock repurchase plan. During the first quarter, the Registrant, through its wholly owned Fifth Third Capital Trust I, a Delaware statutory business trust (the Trust), issued $200 million of 8.136% Capital Securities. These securities, representing Junior Subordinate Deferrable Interest Debentures, are classified as long-term debt in the Consolidated Balance Sheet and qualify as Tier 1 regulatory capital. Liquidity and Capital Resources The maintenance of an adequate level of liquidity is necessary to ensure that sufficient funds are available to meet customers' loan demand and deposit withdrawals. The banking subsidiaries' liquidity sources consist of short-term marketable securities, maturing loans and federal funds loaned and selected securitizable loan assets. Liquidity has also been obtained through liabilities such as customer-related core deposits, funds borrowed, certificates of deposit and public funds deposits. At June 30, 1997, stockholders' equity was $2.004 billion, compared to $1.951 billion at June 30, 1996, an increase of $53 million, or 2.7%. Stockholders' equity as a percentage of total assets as of June 30, 1997 was 9.7%. The Federal Reserve Board has adopted risk-based capital guidelines which assign risk weightings to assets and off-balance sheet items and also define and set minimum capital requirements (risk-based capital ratios). The guidelines also define "well capitalized" ratios of Tier 1, total capital and leverage as 6%, 10% and 5%, respectively. The Registrant exceeded these "well capitalized" ratios at June 30, 1997 and 1996. At June 30, 1997, the Registrant had a Tier 1 risk-based capital ratio of 11.7%, a total risk-based capital ratio of 14.4% and a leverage ratio of 9.5%. At June 30, 1996, the Registrant had a Tier 1 risk-based capital ratio of 11.0%, total risk-based capital ratio of 13.8% and a leverage ratio of 9.1%. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued) The registrant repurchased 5.2 million shares during the first six months of 1997 at an aggregate cost of approximately $276 million through open market purchases. Under the repurchase plan announced in December 1996, the Registrant has authorization to continue to repurchase up to 7.5 million shares (shares have been adjusted for the three-for-two stock split effected in the form of a stock dividend paid July 15, 1997). Item 6. Exhibits and Reports on Form 8-K 1. Exhibit No. 11 - Computation of Consolidated Net Income Per Share for the Three and Six Months Ended June 30, 1997 and 1996. 2. Form 8-K dated June 17, 1997 relating to the announcement of a common stock dividend in the form of a three-for-two stock split, was previously filed and is incorporated in this Form 10-Q by reference. 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. Fifth Third Bancorp Registrant /s/ Neal E. Arnold ------------------------------- Date: August 12, 1997 Neal E. Arnold, Chief Financial Officer EX-11 2 EXHIBIT 11 FIFTH THIRD BANCORP COMPUTATION OF CONSOLIDATED NET INCOME PER SHARE ($000's except per share data)
For the Three MonthsFor the Six Months Ended June 30, Ended June 30, 1997 1996 1997 1996 Net Income $ 96,081 83,249 190,577 162,389 Net income per common share - assuming no dilution: Weighted average number of shares outstanding (000's) 154,222 155,231 155,394 153,200 Per share (net income divided by the weighted average number of shares outstanding) $ 0.62 0.53 1.23 1.06 Net income per common and common equivalent share: Net income $ 96,081 83,249 190,577 162,389 Add - Interest on 4 1/4% convertible subordinated notes due 1998, net of applicable income taxes 0 649 0 1,637 Adjusted net income $ 96,081 83,898 190,577 164,026 Adjusted weighted average number of shares outstanding - after giving effect to the conversion of stock options and convertible subordinated notes (000's) 156,448 160,022 158,176 158,822 Per share (adjusted net income divided by the adjusted weighted average number of shares outstanding) $ 0.61 0.52 1.20 1.03 Net income per common share - assuming full dilution: Adjusted net income $ 96,081 83,898 190,577 164,026 Adjusted weighted average number of shares outstanding - after giving effect to the conversion of stock options and convertible subordinated notes (000's) 156,648 160,022 158,188 158,889 Per share (adjusted net income divided by the adjusted weighted average number of shares outstanding) $ 0.61 0.52 1.20 1.03
EX-27 3
9 0000035527 FIFTH THIRD BANCORP 1,000 6-MOS DEC-31-1997 JAN-01-1997 JUN-30-1997 847,525 30,052 21,030 0 6,210,577 75,740 75,740 12,724,097 191,434 20,694,518 13,972,647 3,676,148 584,361 457,834 0 0 352,627 1,650,901 20,694,518 505,184 222,722 1,118 729,024 262,127 362,893 366,131 37,596 857 248,772 286,999 190,577 0 0 190,577 1.23 1.23 4.09 42,041 40,634 96 0 187,278 44,913 11,473 191,434 191,434 0 0
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