-----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, NEUpBCSOq4KoPgw5BdM7M3rRLSqcZ4wcBN4rQtO75SK9Q/H8cvRN99lpET1uDg1V dPTdN4V/Kg0GAffdw83iEg== 0001045969-03-000785.txt : 20030327 0001045969-03-000785.hdr.sgml : 20030327 20030327115914 ACCESSION NUMBER: 0001045969-03-000785 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030327 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030327 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: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-08076 FILM NUMBER: 03620013 BUSINESS ADDRESS: STREET 1: 38 FOUNTAIN SQ PLZ STREET 2: FIFTH THIRD CENTER CITY: CINCINNATI STATE: OH ZIP: 45263 BUSINESS PHONE: 5135795300 8-K 1 d8k.txt CURRENT REPORT ================================================================================ 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): March 27, 2003 FIFTH THIRD BANCORP (Exact name of registrant as specified in its charter) Ohio 0-8076 31-0854434 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) Fifth Third Center 38 Fountain Square Plaza, Cincinnati, Ohio 45263 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (513) 579-5300 Not Applicable (Former name or address, if changed since last report) ================================================================================ Item 5. Other Events and Regulation FD Disclosure On March 27, 2003, Fifth Third Bancorp issued a press release regarding an authorization by the Board of Directors to repurchase shares of its common stock. The press release is attached as Exhibit 99.1. Item 7. Financial Statements and Exhibits Exhibit 99.1 - Fifth Third Announces Share Repurchase Authorization 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. FIFTH THIRD BANCORP (Registrant) March 27, 2003 /s/ Neal E. Arnold ------------------------------- Neal E. Arnold Executive Vice President and Chief Financial Officer EX-99.1 3 dex991.txt FIFTH THIRD ANNOUNCES SHARE REPURCHASE AUTHORIZATION Exhibit 99.1 News Release CONTACT: Bradley S. Adams (Analysts) FOR IMMEDIATE RELEASE (513) 534-0983 March 27, 2003 Roberta R. Jennings (Media) (513) 579-4153 Fifth Third Announces Share Repurchase Authorization Fifth Third Bancorp's Board of Directors conducted its annual evaluation of the Company's stock repurchase program and authorized the Company to acquire in the open market or in any private transaction, from time-to-time and in accordance with applicable laws, rules and regulations, up to 20 million common shares for the issuance of stock options and other corporate purposes. Currently, there are approximately five million shares remaining under a previous authorization that will be repurchased prior to initiating purchases under the new authorization. The Company had approximately 574 million common shares outstanding as of December 31, 2002. Fifth Third Bancorp is a diversified financial services company headquartered in Cincinnati, Ohio. The Company has $81 billion in assets, operates 17 affiliates with 939 full-service Banking Centers, including 132 Bank Mart(R) locations open seven days a week inside select grocery stores and 1,864 Jeanie(R) ATMs in Ohio, Kentucky, Indiana, Michigan, Illinois, Florida, West Virginia and Tennessee. The financial strength of Fifth Third's affiliate banks continues to be recognized by rating agencies with deposit ratings of AA- and Aa1 from Standard & Poor's and Moody's, respectively. Additionally, Fifth Third Bancorp continues to maintain the highest short-term ratings available at A-1+ and Prime-1, and was recently recognized by Moody's with one of the highest senior debt ratings for any U.S. bank holding company of Aa2. Fifth Third operates four main businesses: Retail, Commercial, Investment Advisors and Processing Solutions, the Bank's electronic payment processing subsidiary. Investor information and press releases can be viewed at www.53.com. The company's common stock is traded through the NASDAQ National Market System under the symbol "FITB." This document contains forward-looking statements about Fifth Third Bancorp which we believe are within the meaning of the Private Securities Litigation Reform Act of 1995. This document contains certain forward-looking statements with respect to the financial condition, results of operations, plans, objectives, future performance and business of Fifth Third including statements preceded by, followed by or that include the words "believes," "expects," "anticipates" or similar expressions. These forward-looking statements involve certain risks and uncertainties. There are a number of important factors that could cause future results to differ materially from historical performance and these forward-looking statements. Factors that might cause such a difference include, but are not limited to: (1) competitive pressures among depository institutions increase significantly; (2) changes in the interest rate environment reduce interest margins; (3) prepayment speeds, loan sale volumes, charge-offs and loan loss provisions; (4) general economic conditions, either national or in the states in which Fifth Third does business, are less favorable than expected; (5) legislative or regulatory changes or actions adversely affect the businesses in which Fifth Third is engaged; (6) changes in the securities markets; (7) a delayed or incomplete resolution of regulatory issues (8) the impact of reputational risk created by these developments on such matters as business generation and retention, funding and liquidity; and (9) the outcome of legal proceedings. Further information on other factors which could affect the financial results of Fifth Third are included in Fifth Third's filings with the Securities and Exchange Commission. These documents are available free of charge at the Commission's website at http://www.sec.gov and/or from Fifth Third. # # # -----END PRIVACY-ENHANCED MESSAGE-----