-----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, Sy29V7K4xlPB7l2Uv4bB2mZatseGbB5Rq2/uIhAFQBKQ5Nc+wa/sNm4us54n98uk gFl6R0iaqc6ZE26TtCWuOA== 0000950152-97-008699.txt : 19971219 0000950152-97-008699.hdr.sgml : 19971219 ACCESSION NUMBER: 0000950152-97-008699 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19971208 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19971218 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: HUNTINGTON BANCSHARES INC/MD CENTRAL INDEX KEY: 0000049196 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 310724920 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-02525 FILM NUMBER: 97740276 BUSINESS ADDRESS: STREET 1: HUNTINGTON CTR STREET 2: 41 S HIGH ST HC0632 CITY: COLUMBUS STATE: OH ZIP: 43287 BUSINESS PHONE: 6144808300 MAIL ADDRESS: STREET 1: HUNTINGTON CENTER2 STREET 2: 41 S HIGH ST HC063 CITY: COLUMBUS STATE: OH ZIP: 43287 8-K 1 HUNTINGTON BANCSHARES INCORPORATED FORM 8-K 1 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: DECEMBER 8, 1997 ---------- HUNTINGTON BANCSHARES INCORPORATED (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) ---------- Maryland 0-2525 31-0724920 - ---------------- --------------------- ---------------------- (STATE OR OTHER (COMMISSION FILE NO.) (IRS EMPLOYER JURISDICTION OF IDENTIFICATION NUMBER) INCORPORATION OR ORGANIZATION) ---------- Huntington Center 41 South High Street Columbus, Ohio 43287 (614) 480-8300 (ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER INCLUDING AREA CODE OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES) ---------- 2 ITEM 5. OTHER EVENTS. On December 8, 1997, Huntington Bancshares Incorporated, a Maryland corporation ("Huntington"), and NationsBank Corporation, a bank holding company having its principal offices in Charlotte, North Carolina ("NationsBank"), entered into a Purchase and Assumption Agreement, dated as of December 8, 1997 (the "Agreement"), whereby Huntington will acquire 60 Barnett Banks, Inc. banking offices ("Barnett") and associated deposit and loan products located in Florida (the "Acquisition"). On August 29, 1997, NationsBank had previously entered into an Agreement and Plan of Merger with Barnett for the purpose of acquiring Barnett and it's subsidiaries. The banking office sale was initiated to satisfy antitrust regulations. Huntington will pay NationsBank a premium of approximately $523 million for the deposits, loans, and fixed assets of the Barnett banking offices with the exact amount being determined by deposit levels at closing. The Acquisition is subject to the consummation of the merger between NationsBank and Barnett, regulatory approval, and other customary conditions to closing. Huntington's news release issued on December 9, 1997 regarding the Acquisition is attached as an exhibit to this report and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. Exhibit 99 -- News release of Huntington Bancshares Incorporated, dated December 9, 1997. 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. HUNTINGTON BANCSHARES INCORPORATED Date: December 17, 1997 By: /s/ Gerald R. Williams --------------------------------------- Gerald R. Williams, Executive Vice President and Chief Financial Officer 2 3 EXHIBIT INDEX Exhibit No. Description Page 99* News release of Huntington Bancshares Incorporated issued on December 9, 1997. - ----------------- * Filed with this report. 3 EX-99 2 EXHIBIT 99 1 Exhibit 99 NEWS RELEASE [HUNTINGTON BANKS LOGO] FOR IMMEDIATE RELEASE SUBMITTED: DECEMBER 9, 1997 FOR FURTHER INFORMATION, CONTACT:
MEDIA: ANALYSTS: ------ --------- NATIONSBANK SCOTT SCREDON (404) 607-5225 SUSAN CARR (704) 386-8059 BARNETT BANKS JERRI FRANZ (904) 791-5455 JOHN GLOVER (904) 791-7627 HUNTINGTON BANCSHARES HILLARY JEFFERS (614) 480-5413 LAURIE COUNSEL (614) 480-3878
HUNTINGTON BANCSHARES TO DOUBLE PRESENCE IN FLORIDA WITH PURCHASE OF BARNETT BANKING OFFICES FROM NATIONSBANK COLUMBUS, Ohio -- Huntington Bancshares Incorporated (NASDAQ: HBAN), Barnett Banks Inc. (NYSE: BBI) and NationsBank Corporation (NYSE: NB) jointly announced today they have signed a definitive agreement for Huntington to acquire 60 Barnett Bank banking offices and associated deposit and loan products from NationsBank in Florida, primarily concentrated in the Tampa/St. Petersburg area. This transaction will more than double Huntington's deposits and banking offices, making it one of the largest banks in the state. Huntington will purchase the assets and liabilities of certain Barnett banking offices in the following banking markets: - Tampa, St. Petersburg, Sarasota and Ft. Myers, representing $2.3 billion in deposits; - Melbourne, representing $156 million in deposits; and, - Daytona, representing $120 million in deposits. The purchase includes both consumer and commercial accounts associated with the banking offices. Barnett will retain the rest of its current business in these five markets. Huntington plans to retain all the Barnett associates currently employed at the banking offices it acquires. "We view this purchase as an excellent opportunity to acquire market share in locations that complement Huntington's current market position in Florida," said Frank Wobst, chairman and chief VISIT THE HUNTINGTON'S WEB SITE AT www.huntington.com 2 executive officer of Huntington Bancshares Incorporated. "Huntington is uniquely positioned to leverage this opportunity through our existing Central and West Coast Florida franchise and infrastructure." In addition to the $2.6 billion in deposits, the acquisition will bring to Huntington approximately $1.6 billion in loans and 212,000 customer relationships. The transaction is expected to close in the second quarter of 1998, subject to approval by appropriate regulatory authorities and the completion of the Barnett merger with NationsBank. Under terms of the agreement, Huntington will pay a premium of approximately $523 million (present valued tax benefits of $102 million) for the deposits, loans, and fixed assets, with the exact amount being determined by deposit levels at closing. Continuing its tradition of maintaining strong capital, Huntington will provide additional capital for this transaction by issuing a combination of trust preferred securities and common stock. Each offering will be made only by means of a prospectus. The acquisition, together with the issuance of additional capital, is expected to be $0.01 accretive to Huntington's 1998 earnings per share and $0.06 accretive to 1998 cash earnings per share. Likewise, the acquisition is expected to be $0.02 accretive to 1999 earnings per share and $0.12 accretive to 1999 cash earnings per share. Today's transaction is part of the NationsBank merger with Barnett announced August 29, 1997, which is pending regulatory and shareholder approval. The banking office sale was initiated to satisfy antitrust regulations. "We are very pleased to have achieved this agreement with Huntington and believe it represents a solution that best serves our associates, our customers and the interests of Florida," said Allen L. Lastinger, Jr., who will be chairman of NationsBank Florida following Barnett's merger. Lastinger said it will be "business as usual" for associates and customers at the affected branches until legal closing of the purchase. "We have a great deal of respect for Huntington and view them as a formidable competitor as both companies strive to offer the best possible service to Florida residents." With over 131 years of serving the financial needs of its customers, Huntington Bancshares Incorporated is a regional bank holding company headquartered in Columbus, Ohio with assets of $25.6 billion. Huntington entered the Florida market in the mid-1980's and has significantly increased its bank acquisition activity there since 1995. Including the banking offices acquired from NationsBank, the company will have 110 banking offices in Florida with $4.1 billion in deposits. 3 Huntington provides innovative products and services through its 531 offices in Ohio, Florida, Georgia, Indiana, Kentucky, Maryland, Michigan, New Jersey, North Carolina, Pennsylvania, South Carolina, Virginia and West Virginia. Huntington also offers products and services through its technologically-advanced, 24-hour telephone bank, a network of more than 1,200 ATMs and its Web Bank at www.huntington.com. It was recently added to the S & P 500 index. NationsBank has retail and commercial banking operations in 16 states and the District of Columbia. As of September 30, 1997, NationsBank had total assets of $242 billion. FORWARD LOOKING STATEMENT DISCLOSURE - ------------------------------------- This press release contains forward-looking statements which are subject to numerous assumptions, risks and uncertainties. Actual results could differ materially from those contained or implied by such statements for a variety of factors including changes in economic conditions; movements in interest rates; competitive pressures on product pricing and services; success and timing of business strategies; and the nature and extent of legislative and regulatory actions and reforms. ### -----END PRIVACY-ENHANCED MESSAGE-----