0000750556-95-000010.txt : 19950815 0000750556-95-000010.hdr.sgml : 19950815 ACCESSION NUMBER: 0000750556-95-000010 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19950630 FILED AS OF DATE: 19950814 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: SUNTRUST BANKS INC CENTRAL INDEX KEY: 0000750556 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 581575035 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-08918 FILM NUMBER: 95563354 BUSINESS ADDRESS: STREET 1: P.O. BOX 4418 CENTER 633 CITY: ATLANTA STATE: GA ZIP: 30302 BUSINESS PHONE: 4045887711 MAIL ADDRESS: STREET 1: P.O. BOX 4418 CENTER 633 CITY: ATLANTA STATE: GA ZIP: 30302 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended June 30, 1995 Commission File Number 1-8918 SUNTRUST BANKS, INC. (Exact name of registrant as specified in its charter) Georgia 58-1575035 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 25 Park Place, N.E., Atlanta, Georgia 30303 (Address of principal executive offices) (Zip Code) (404) 588-7711 (Registrant's telephone number, including area code) 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 _____ At July 31, 1995, 114,216,007 shares of the Registrant's Common Stock, $1.00 par value were outstanding. Page1 PART I - FINANCIAL INFORMATION Item 1. Financial Statements Statement Description Page No. Consolidated Statements of Income Six months ended June 30, 1995 and 1994 4 Consolidated Balance Sheets June 30, 1995, December 31, 1994 and June 30, 5 1994 Consolidated Statements of Cash Flow Six months ended June 30, 1995 and 1994 6 Consolidated Statements of Shareholders' Equity Six months ended June 30, 1995 and 1994 7 The above mentioned financial statements have been prepared in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X, and accordingly do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. However, in the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the six months ended June 30, 1995 are not necessarily indicative of the results that may be expected for the full year 1995. Fully diluted per common share data have not been presented because there were no material differences between such amounts and the per common share data as presented. Earnings per common share were based on the weighted average common equivalent shares outstanding for the periods presented. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations MD&A of the Registrant is included on pages 9 through 20. Page 2 CONSOLIDATED STATEMENTS OF INCOME
Three Months Six Months Ended June 30 Ended June 30 (Dollars in thousands except per share data) 1995 1994 1995 1994 Interest Income Interest and fees on loans $625,600 $486,548 $1,220,572 $938,262 Interest and dividends on investment securities Taxable interest 100,282 103,283 202,050 206,907 Tax-exempt interest 14,519 17,284 28,994 34,886 Dividends (1) 7,406 6,133 14,071 12,222 Interest on funds sold 9,940 3,613 17,596 6,665 Interest on deposits in other banks 195 3,724 500 7,730 Other interest 464 591 1,148 1,086 Total interest income 758,406 621,176 1,484,931 1,207,758 Interest Expense Interest on deposits 251,699 162,002 487,608 308,888 Interest on funds purchased 60,674 27,443 111,581 52,741 Interest on other short-term borrowings 14,598 11,620 26,036 21,834 Interest on long-term debt 16,950 15,176 33,344 29,975 Total interest expense 343,921 216,241 658,569 413,438 Net Interest Income 414,485 404,935 826,362 794,320 Provision for loan losses 26,220 33,893 51,689 67,810 Net interest income after provision for loan losses 388,265 371,042 774,673 726,510 Noninterest Income Trust income 65,231 63,422 130,361 127,283 Service charges on deposit accounts 50,407 54,205 104,251 110,380 Other charges and fees 29,549 30,777 57,777 62,458 Credit card fees 15,667 14,642 31,873 28,673 Securities gains (losses) (106) 115 (449) 2,872 Other noninterest income 13,497 14,116 27,315 26,162 Total noninterest income 174,245 177,277 351,128 357,828 Noninterest Expense Salaries and other compensation 164,177 161,412 326,596 322,202 Employee benefits 24,771 23,611 53,282 50,236 Net occupancy expense 31,821 33,020 63,288 64,137 Equipment expense 26,470 25,809 52,965 51,736 FDIC premiums 16,578 16,700 33,084 33,249 Marketing and community relations 13,397 14,088 27,349 26,503 Postage and delivery 8,858 8,397 18,324 17,122 Other noninterest expense 63,646 68,450 132,936 132,261 Total noninterest expense 349,718 351,487 707,824 697,446 Income before income taxes 212,792 196,832 417,977 386,892 Provision for income taxes 71,916 65,361 141,065 128,348 Net Income $140,876 $131,471 $276,912 $258,544 Average common equivalent shares 115,090,477 120,602,355 115,315,513 121,126,838 Net income per average common share $1.22 $1.09 $2.40 $2.13 Dividends declared per common share 0.36 0.32 0.72 0.64 (1) Includes dividends on common stock of The Coca-Cola Company 5,309 4,706 10,619 9,412 See notes to consolidated financial statements
Page 3 CONSOLIDATED BALANCE SHEETS
June 30 December 31 June 30 (Dollars in thousands) 1995 1994 1994 Assets Cash and due from banks $2,418,011 $2,595,071 $2,150,664 Interest-bearing deposits in other banks 11,902 56,040 264,056 Trading account 104,868 98,110 79,269 Investment securities (1) 9,526,392 9,318,521 9,858,566 Funds sold 835,946 940,656 557,238 Loans 30,079,902 28,548,887 26,748,964 Reserve for loan losses (676,899) (647,016) (610,163) Net loans 29,403,003 27,901,871 26,138,801 Premises and equipment 724,460 714,666 713,395 Intangible assets 240,163 237,416 247,392 Customers' acceptance liability 199,654 39,813 53,087 Other assets 783,893 806,921 802,943 Total assets $44,248,292 $42,709,085 $40,865,411 Liabilities Noninterest-bearing deposits $7,489,547 $7,653,776 $7,243,656 Interest-bearing deposits 24,193,020 24,564,640 23,799,370 Total deposits 31,682,567 32,218,416 31,043,026 Funds purchased 5,237,219 4,351,896 3,317,930 Other short-term borrowings 993,080 785,653 1,053,277 Long-term debt 948,343 930,447 1,056,660 Acceptances outstanding 199,654 39,813 53,087 Other liabilities 1,185,851 929,529 914,174 Total liabilities 40,246,714 39,255,754 37,438,154 Shareholders' Equity Preferred stock, no par value; 50,000,000 shares authorized; none issued Common stock, $1.00 par value; 350,000,000 shares authorized (2) 130,461 130,461 130,461 Additional paid in capital 434,082 438,309 440,909 Retained earnings 3,215,060 3,020,985 2,836,657 Treasury stock and other (3) (743,889) (706,499) (508,232) Realized shareholders' equity 3,035,714 2,883,256 2,899,795 Unrealized gains (losses) on investment securities, net of taxes 965,864 570,075 527,462 Total shareholders' equity 4,001,578 3,453,331 3,427,257 Total liabilities and shareholders' equity $44,248,292 $42,709,085 $40,865,411 (1) Includes unrealized gains (losses) on investment securities $1,560,981 $916,578 $850,542 (2) Common shares outstanding 115,130,650 115,679,426 119,781,884 (3) Treasury shares of common stock 15,329,994 14,781,218 10,678,760 See notes to consolidated financial statements.
Page 4 CONSOLIDATED STATEMENTS OF CASH FLOW
Six Months Ended June 30 (In thousands) 1995 1994 Cash flow from operating activities: Net income $276,912 $258,544 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 64,999 67,570 Provision for loan losses 51,688 67,810 Provision for losses on other real estate 2,157 8,212 Amortization of compensation element of restricted stock 2,813 2,598 Securities (gains) and losses, net 450 (2,872) (Gains) and losses on sale of equipment, other real estate and repossessed assets, net (9,101) (10,953) Recognition of unearned loan income (46,491) (110,887) Change in period-end balances of: Trading account (6,758) 33,253 Interest receivable 452 (16,141) Prepaid expenses (31,835) (34,163) Other assets 37,482 (984) Taxes payable 30,407 (581) Interest payable 30,020 12,532 Other accrued expenses (43,940) (5,404) Net cash provided by operating activities 359,255 268,534 Cash flow from investing activities: Proceeds from maturities of investment securities 548,474 1,606,797 Proceeds from sales of investment securities 147,359 1,232,296 Purchase of investment securities (221,795) (2,440,029) Net (increase) decrease in loans (1,455,783) (1,050,817) Capital expenditures (58,866) (49,989) Proceeds from sale of equipment, other real estate and repossessed assets 46,404 77,196 Net inflow (outflow) from bank acquisitions (33,411) Other (3,098) 1,967 Net cash provided(used) by investing activities (997,305) (655,990) Cash flow from financing activities: Net increase (decrease) in deposits (645,702) 226,201 Net increase (decrease) in funds purchased and other short-term borrowings 1,089,990 (526,516) Proceeds from the issuance of long-term debt 30,317 526,380 Repayment of long-term debt (12,421) (105,199) Proceeds from the exercise of stock options 2,910 2,722 Payments to acquire treasury stock (70,115) (141,877) Dividends paid (82,837) (77,244) Net cash provided by financing activities 312,142 (95,533) Net decrease in cash and cash equivalents (325,908) (482,989) Cash and cash equivalents at beginning of period 3,591,767 3,454,947 Cash and cash equivalents at end of period $3,265,859 $2,971,958 Supplemental Disclosure Interest paid $688,589 $400,906 Taxes paid 121,882 252,957 See notes to consolidated financial statements.
Page 5 CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
Unrealized Additional Treasury Gains (Losses) Common Paid in Retained Stock and on Securities (In thousands) Stock Capital Earnings Other Net of Taxes Total Balance, January 1, 1994 $130,461 $444,941 $2,655,357 ($384,951) $763,775 $3,609,583 Net income 258,544 258,544 Cash dividends declared on common stock, $0.32 per share (77,244) (77,244) Proceeds from exercise of stock options (4,352) 7,074 2,722 Acquisition of treasury stock (141,877) (141,877) Issuance of treasury stock for 401(k) 326 8,918 9,244 Issuance, net of forfeitures, of treasury stock as restricted stock (6) 6 - Amortization of compensation element of restricted stock 2,598 2,598 Change in unrealized gains (losses) on securities, net of taxes (236,313) (236,313) Balance, June 30, 1994 $130,461 $440,909 $2,836,657 ($508,232) $527,462 $3,427,257 Balance, January 1, 1995 $130,461 $438,309 $3,020,985 ($706,499) $570,075 $3,453,331 Net income 276,912 276,912 Cash dividends declared on common stock, $0.36 per share (82,837) (82,837) Proceeds from exercise of stock options (6,285) 9,194 2,909 Acquisition of treasury stock (70,115) (70,115) Issuance of treasury stock for 401(k) 884 8,196 9,080 Issuance, net of forfeitures, of treasury stock as restricted stock 1,174 6,332 7,506 Issuance of treasury stock for acquisition 13,695 13,695 Compensation element of restricted stock (7,505) (7,505) Amortization of compensation element of restricted stock 2,813 2,813 Change in unrealized gains (losses) on securities, net of taxes 395,789 395,789 Balance, June 30, 1995 $130,461 $434,082 $3,215,060 ($743,889) $965,864 $4,001,578 See notes to consolidated financial statements. Balance at June 30, 1995 includes $707,858 for Treasury Stock and $36,031 for Deferred Compensation.
Page 6 Notes to Consolidated Financial Statements Note 1 - Accounting Policies The consolidated financial statements include the accounts of the Company and its subsidiaries. All significant intercompany accounts and transactions have been eliminated. These financial statements should be read in conjunction with the Company's annual financial statements and related notes for the year ended December 31, 1994. Note 2 - Mortgage Servicing Rights SunTrust adopted Statements of Financial Accounting Standards No. 122 (FAS 122) "Accounting for Mortgage Servicing Rights" in the second quarter of 1995. The adoption of FAS 122 had no material effect on the earnings or financial condition of the Company. Page 7 The following is an analysis of the financial performance of SunTrust Banks, Inc. (SunTrust or Company) for the second quarter of 1995 and provides comments on earlier periods. In this discussion net interest income and net interest margin are presented on a taxable-equivalent basis. Also all ratios are presented on an annualized basis. TABLE 1 - SELECTED QUARTERLY FINANCIAL DATA (Dollars in millions except per share data)
Quarters 1995 1994 2 1 4 3 2 Summary of Operations Interest and dividend income $758.4 $726.5 $691.9 $652.7 $621.1 Interest expense 343.9 314.7 274.2 244.9 216.2 Net interest income 414.5 411.8 417.7 407.8 404.9 Provision for loan losses 26.2 25.5 35.2 34.8 33.9 Net interest income after provision for loan losses 388.3 386.3 382.5 373.0 371.0 Noninterest income 174.2 176.9 169.0 173.1 177.2 Noninterest expense 349.7 358.1 353.6 349.0 351.4 Income before provision for income taxes 212.8 205.1 197.9 197.1 196.8 Provision for income taxes 71.9 69.1 65.6 65.2 65.4 Net income $140.9 $136.0 $132.3 $131.9 $131.4 Per common share Net income $1.22 $1.18 $1.13 $1.11 $1.09 Dividends declared 0.36 0.36 0.36 0.32 0.32 Book value 34.76 32.09 29.85 29.79 28.61 Common stock market price High 59 7/8 55 3/8 51 1/8 51 3/8 50 1/2 Low 53 1/8 47 1/4 46 3/8 47 1/8 43 1/2 Close 58 1/4 53 1/2 47 3/4 48 3/4 48 3/8 Selected Average Balances Total assets $42,762.2 $41,808.4 $40,991.2 $40,391.4 $40,340.6 Earning assets 38,344.3 37,653.9 36,790.8 36,161.2 35,941.1 Loans 29,582.1 28,773.8 27,614.0 26,746.4 25,991.6 Total deposits 31,852.5 31,943.7 31,338.2 31,338.4 30,755.0 Realized shareholders' equity 3,043.8 2,989.1 2,964.7 2,991.2 2,956.2 Total shareholders' equity 3,797.4 3,561.2 3,555.0 3,557.3 3,527.0 Common equivalent shares (thousands) 115,090 115,543 117,054 119,271 120,602 Financial Ratios and Other ROA 1.36 % 1.35 % 1.31 % 1.33 % 1.34 % ROE 18.56 18.46 17.71 17.49 17.84 Net interest margin 4.47 4.58 4.65 4.63 4.68 Net interest income - taxable-equivalent $427.1 $424.9 $431.4 $421.7 $419.0 ROA, ROE and net interest margin are calculated excluding unrealized gains on investment securities because the unrealized gains are not included in net income.
Page 8 TABLE 2A - CONSOLIDATED DAILY AVERAGE BALANCES, INCOME/EXPENSE AND AVERAGE YIELDS EARNED AND RATES PAID (Dollars in millions; yields on a taxable-equivalent basis)
Quarter Ended June 30, 1995 March 31, 1995 June 30, 1994 Average Income/ Yields/ Average Income/ Yields/ Average Income/ Yields/ Balances Expense Rates Balances Expense Rates Balances Expense Rates Assets Loans Taxable $28,886.4 $615.8 8.55 % $28,052.5 $584.3 8.45 % $25,262.1 $477.1 7.57 % Tax-exempt 695.7 15.2 8.76 721.3 16.5 9.26 729.5 14.7 8.10 Total loans 29,582.1 631.0 8.56 28,773.8 600.8 8.47 25,991.6 491.8 7.59 Investment securities: Taxable 7,185.0 107.8 6.02 7,379.5 108.6 5.97 8,082.3 109.4 5.43 Tax-exempt 875.0 21.6 9.90 913.5 21.5 9.54 1,069.6 26.0 9.76 Total investment securities 8,060.0 129.4 6.44 8,293.0 130.1 6.36 9,151.9 135.4 5.94 Funds sold 655.0 9.9 6.09 516.1 7.7 6.02 362.2 3.6 4.00 Other short-term investments 47.2 0.7 5.98 71.0 1.0 6.14 435.4 4.4 4.04 Total earning assets 38,344.3 771.0 8.07 37,653.9 739.6 7.97 35,941.1 635.2 7.09 Reserve for loan losses (668.2) (654.5) (597.5) Cash and due from banks 2,078.0 2,124.4 2,290.1 Premises and equipment 720.7 718.1 716.0 Other assets 1,068.4 1,043.0 1,072.6 Unrealized gains(losses) on investment securities 1,219.0 923.5 918.3 Total assets $42,762.2 $41,808.4 $40,340.6 Liabilities and Shareholders' Equity Interest-bearing deposits: NOW/Money market accounts $9,359.3 $65.5 2.81 % $9,467.4 $64.9 2.78 % $9,907.5 $52.6 2.13 % Savings 3,637.3 24.4 2.70 3,822.5 25.7 2.73 4,473.5 25.8 2.31 Consumer time 7,927.4 105.5 5.33 7,479.6 90.5 4.91 6,535.5 64.2 3.94 Other time 4,018.2 56.3 5.62 4,283.5 54.8 5.19 2,794.2 19.3 2.77 Total interest-bearing deposits 24,942.2 251.7 4.05 25,053.0 235.9 3.82 23,710.7 161.9 2.74 Funds purchased 4,167.7 60.7 5.84 3,661.1 50.9 5.64 2,977.8 27.4 3.70 Other short-term borrowings 914.3 14.6 6.40 808.0 11.4 5.74 1,230.9 11.6 3.79 Long-term debt 943.0 16.9 7.21 930.1 16.4 7.15 886.9 15.2 6.86 Total interest-bearing liabilities 30,967.2 343.9 4.45 30,452.2 314.6 4.19 28,806.3 216.1 3.01 Noninterest-bearing deposits 6,910.3 6,890.7 7,044.3 Other liabilities 1,087.3 904.3 963.0 Realized shareholders' equity 3,043.8 2,989.1 2,956.2 Net unrealized gains(losses) on investment securities 753.6 572.1 570.8 Total liabilities and shareholders' equity $42,762.2 $41,808.4 $40,340.6 Interest rate spread 3.62 % 3.78 % 4.08 % Net Interest Income $427.1 $425.0 $419.1 Net Interest Margin 4.47 % 4.58 % 4.68 % Page 9 Interest income includes loan fees of $21.3, $20.5, and $23.5, in the quarters ended June 30, and March 31, 1995 and June 30, 1994 and $41.8 and $45.8 in the six months ended June 30, 1995 and 1994. Nonaccrual loans are included in average balances and income on such as loans, if recognized, is recorded on a cash basis. Interest income includes the effects of taxable-equivalent adjustments (reduced by the nondeductible portion of interest expense) using a federal income tax rate of 35% and, where applicable, state income taxes, to increase tax-exempt interest income to a taxable-equivalent basis. The net taxable-equivalent adjustment amounts included in the above table aggregated $12.6, $13.1 and $14.1 in the quarters ended June 30 and March 31, 1995 and June 30, 1994 and $25.7 and $28.2 in the six months ended June 30 1995 and 1994. Interest rate swap transactions used to help balance the Company's interest-sensitivity position reduced interest expense by $3.0, $4.4, and $9.2 in the quarters ended June 30 and March 31, 1995 and June 30, 1994 and $7.4 and $20.2 in the six months ended June 30, 1995 and 1994. Without these swaps, the rate on other time deposits and the net interest margin would have been 5.92% and 4.44%, 5.61% and 4.53%, and 4.10% and 4.57% in the quarters ended June 30 and March 31, 1995 and June 30, 1994 and 5.76% and 4.48%, and 4.03% and 4.53% in the six months ended June 30, 1995 and 1994.
Page 10 TABLE 2b - CONSOLIDATED DAILY AVERAGE BALANCES, INCOME/EXPENSE AND AVERAGE YIELDS EARNED AND RATES PAID (Dollars in millions; yields on a taxable-equivalent basis)
Six Months Ended June 30, 1995 June 30, 1994 Average Income/ Yields/ Average Income/ Yields/ Balances Expense Rates Balances Expense Rates Assets Loans Taxable $28,471.7 $1,200.1 8.50 % $24,894.3 $ 921.1 7.46 % Tax-exempt 708.4 31.7 9.01 738.0 27.5 7.52 Total loans 29,180.1 1,231.8 8.51 25,632.3 948.6 7.46 Investment securities: Taxable 7,281.7 216.4 5.99 8,181.9 219.1 5.40 Tax-exempt 894.2 43.1 9.72 1,074.9 52.6 9.87 Total investment securities 8,175.9 259.5 6.40 9,256.8 271.7 5.92 Funds sold 585.9 17.6 6.06 369.1 6.7 3.64 Other short-term investments 59.0 1.7 6.08 481.8 8.9 3.74 Total earning assets 38,000.9 1,510.6 8.02 35,740.0 1,235.9 6.97 Reserve for loan losses (661.4) (585.3) Cash and due from banks 2,101.1 2,285.7 Premises and equipment 719.4 715.2 Other assets 1,055.8 1,089.3 Unrealized gains(losses) on investment securities 1,072.1 1,039.1 Total assets $42,287.9 $40,284.0 Liabilities and Shareholders' Equity Interest-bearing deposits: NOW/Money market accounts $9,413.1 $130.4 2.79 % $9,904.1 $103.0 2.10 % Savings 3,729.4 50.1 2.71 4,509.8 50.8 2.27 Consumer time 7,704.7 196.0 5.13 6,505.9 126.3 3.92 Other time 4,150.1 111.1 5.40 2,451.8 28.8 2.37 Total interest-bearing deposits 24,997.3 487.6 3.93 23,371.6 308.9 2.67 Funds purchased 3,915.8 111.6 5.75 3,196.0 52.7 3.33 Other short-term borrowings 861.5 26.0 6.09 1,199.6 21.8 3.67 Long-term debt 936.6 33.3 7.18 869.0 30.0 6.96 Total interest-bearing liabilities 30,711.2 658.5 4.32 28,636.2 413.4 2.91 Noninterest-bearing deposits 6,900.5 7,038.0 Other liabilities 996.3 1,022.5 Realized shareholders' equity 3,016.6 2,942.1 Net unrealized gains(losses) on investment securities 663.3 645.2 Total liabilities and shareholders' equity $42,287.9 $40,284.0 Interest rate spread 3.70 % 4.06 % Net Interest Income $852.1 $822.5 Net Interest Margin 4.52 % 4.64 % See note on table 2A. See note on table 2A. See note on table 2A.
Page 11 Net Interest Income/Margins. The Company's net interest margin of 4.47% for the second quarter of 1995 was 21 basis points lower than the second quarter of last year. However, the rates on earning assets and interest-bearing liabilities have increased dramatically. The rate on earning assets increased 98 basis points, fueled by a 97 basis point increase in the yield on loans. At the same time, the rate on interest-bearing liabilities rose 144 basis points. As interest rates have risen, the benefit derived from the Company's receive-fixed interest rate swap transactions has fallen (see the discussion entitled "Derivitaves" on page 17). Had the Company received the same benefit from interest rate swaps in the second quarter of this year that it did in the second quarter of last year, the rate on interest-bearing liabilities would have been 8 basis points lower and the net interest margin 6 basis points higher. Interest income which the Company was unable to recognize on nonperforming loans in the first six months of 1995 had a negative impact of 3 basis points in the net interest margin as compared to 4 basis points in the first six months of 1994. Table 2 contains more detailed information concerning average balances and interest yields earned and rates paid. Noninterest Income. Noninterest income in the second quarter and the first six months of 1995, adjusted to exclude the effect of securities gains (losses), decreased 1.6% and 1.0% from the comparable periods a year ago. Increases in trust income, the Company's largest source of noninterest income, and credit card fees were offset by decreases in service charges on deposit accounts and mutual fund commissions. TABLE 3 - NONINTEREST INCOME (In millions)
Quarters 1995 1994 2 1 4 3 2 Trust income $65.3 $65.1 $61.4 $61.6 $63.4 Service charges on deposit accounts 50.5 53.8 53.7 54.3 54.2 Mutual fund commissions 2.5 2.0 2.4 2.3 3.2 Other charges and fees 27.1 26.2 27.6 26.3 27.6 Credit card fees 15.7 16.2 14.5 14.0 14.7 Securities gains (losses) (0.1) (0.3) (4.7) (0.9) 0.1 Trading account profits and commissions 2.4 2.4 2.3 1.8 1.8 Other income 10.8 11.5 11.8 13.7 12.2 Total noninterest income $174.2 $176.9 $169.0 $173.1 $177.2
Page 12 Noninterest Expense. Noninterest expense decreased 0.5% and increased 1.5% in the second quarter and first six months of 1995 compared to the same periods last year. Personnel expense, consisting of salaries, other compensation and employee benefits, increased 2.1% and 2.0% over the aforementioned periods. Changes in other categories of noninterest expense were modest when comparing the second quarter and first six months of 1995 to the same periods in 1994. TABLE 4 - NONINTEREST EXPENSE (In millions)
Quarters 1995 1994 2 1 4 3 2 Salaries $143.1 $140.5 $138.1 $138.5 $137.5 Other compensation 21.1 21.9 22.6 25.1 23.9 Employee benefits 24.8 28.5 26.9 23.6 23.6 Net occupancy expense 31.8 31.5 30.0 32.8 33.0 Equipment expense 26.5 26.5 25.9 25.7 25.8 FDIC premiums 16.6 16.5 16.6 16.8 16.7 Marketing and community relations 13.3 14.0 19.7 11.0 14.1 Postage and delivery 8.8 9.5 8.5 8.5 8.4 Operating supplies 7.7 7.9 7.2 7.0 7.7 Other real estate expense (2.3) (1.7) (2.0) (0.9) 1.5 Communications 7.1 6.7 6.3 6.7 6.7 Consulting and legal 5.5 4.8 5.7 4.7 8.0 Amortization of intangible assets 5.0 5.0 5.1 5.2 5.4 Other expense 40.7 46.5 43.0 44.3 39.1 Total noninterest expense $349.7 $358.1 $353.6 $349.0 $351.4 Efficiency ratio 58.2 % 59.5 % 58.9 % 58.7 % 58.9 %
Provision for Loan Losses. As a result of improving credit quality, the Company lowered its provision for loan losses in the second quarter of 1995 to $26.2 million from $33.9 million in the same period last year, yet the provision exceeded net charge-offs by $14.2 million. Net loan charge-offs were $23.5 million in the first six months of this year, representing 0.16% of average loans. The comparable net charge-off amount for 1994 was $27.1 million or 0.18% of average loans. The Company maintains a reserve for loan losses to absorb possible losses in the loan portfolio. The reserve consists of three elements; (i) reserves established on specific loans, (ii) reserves based on historical loan loss experience, and (iii) reserves based on economic conditions in the Company's individual markets. The specific reserve element is based on a regular analysis of all loans and commitments over a fixed dollar amount where the internal credit rating is at or below a pre-determined classification. The historical loan loss element represents a projection of future credit problems and is determined statistically using a loss migration analysis that examines loss experience and the related internal gradings of loans charged-off. The general economic condition element is determined by management at the individual subsidiary banks and is based on a subjective evaluation of specific economic factors in their markets that might affect the collectibility of loans. SunTrust is committed to the early recognition of possible problems and to a strong, conservative reserve. The Company's reserve for loan losses totaled $676.9 million at June 30, 1995, which was 2.25% of quarter-end loans and 370.6% of total nonperforming loans. These ratios at December 31, 1994 were 2.27% and 344.9% and at June 30, 1994 were 2.28% and 276.6%. Page 13 TABLE 5 - SUMMARY OF LOAN LOSS EXPERIENCE (Dollars in millions)
Quarters 1995 1994 2 1 4 3 2 Reserve for Loan Losses Balances - beginning of quarter $661.0 $647.0 $634.2 $610.2 $588.1 Reserve of purchased banks 1.7 - - - - Provision for loan losses 26.2 25.5 35.2 34.8 33.9 Charge-offs: Domestic: Commercial (5.0) (7.6) (9.4) (6.9) (6.4) Real estate: Construction (0.2) - - (0.1) - Mortgage, 1-4 family (1.5) (1.5) (2.6) (1.5) (1.2) Other (4.0) (2.1) (6.3) (3.5) (3.1) Lease financing (0.2) (0.2) (0.2) (0.1) (0.2) Credit card (6.8) (6.6) (6.4) (6.6) (6.9) Other consumer loans (8.0) (8.9) (8.8) (7.1) (7.2) International Total charge-offs (25.7) (26.9) (33.7) (25.8) (25.0) Recoveries: Domestic: Commercial 7.4 5.6 3.2 4.9 4.6 Real estate: Construction (1.6) 0.2 - - 0.6 Mortgage, 1-4 family 0.5 0.4 0.1 0.7 0.3 Other 1.5 1.6 1.7 2.5 0.9 Lease financing 0.1 0.1 0.2 0.1 0.2 Credit card 1.8 1.8 1.8 1.9 1.8 Other consumer loans 4.0 5.3 4.3 4.9 4.7 International - 0.4 - - 0.1 Total recoveries 13.7 15.4 11.3 15.0 13.2 Net charge-offs (12.0) (11.5) (22.4) (10.8) (11.8) Balance - end of quarter $676.9 $661.0 $647.0 $634.2 $610.2 Quarter-end loans outstanding: Domestic $29,802.3 $28,976.0 $28,260.3 $27,106.1 $26,496.5 International 277.6 258.7 288.6 260.8 252.5 Total $30,079.9 $29,234.7 $28,548.9 $27,366.9 $26,749.0 Ratio of reserve to quarter-end loans 2.25 % 2.26 % 2.27 % 2.32 % 2.28 % Average loans $29,582.1 $28,773.8 $27,613.9 $26,746.4 $25,991.6 Ratio of net charge-offs (annualized) to average loans 0.16 % 0.16 % 0.32 % 0.16 % 0.18 %
Page 14 TABLE 6 - NONPERFORMING ASSETS (Dollars in millions)
1995 1994 June 30 March 31 December 31 September 30 June 30 Nonperforming Assets Nonaccrual loans: Domestic: Commercial $28.7 $31.4 $27.9 $37.1 $34.7 Real Estate: Construction 11.3 13.9 16.0 15.6 14.3 Mortgage, 1-4 family 43.5 42.6 45.3 45.4 46.6 Other 85.3 83.1 82.0 97.4 110.4 Lease financing 0.2 0.2 0.2 0.1 Consumer loans 10.4 10.7 11.6 11.1 12.3 Total nonaccrual loans 179.4 181.9 183 206.7 218.3 Restructured loans 3.2 4.3 4.6 5.1 2.3 Total nonperforming loans 182.6 186.2 187.6 211.8 220.6 Other real estate owned 70.1 83.8 87.7 109.6 119.6 Total Nonperforming Assets $252.7 $270.0 $275.3 $321.4 $340.2 Ratios: Nonperforming loans to total loans 0.61 % 0.64 % 0.66 % 0.77 % 0.82 % Nonperforming assets to total loans plus other real estate owned 0.84 0.92 0.96 1.17 1.27 Reserve to nonperforming loans 370.61 354.95 344.91 299.36 276.63 Accruing Loans Past Due 90 Days or More $19.0 $19.5 $19.2 $19.0 $19.3
Nonperforming Assets. Nonperforming assets consist of nonaccrual and restructured loans and other real estate owned. Nonperforming assets have decreased $22.6 million since December 31, 1994 and $87.5 million since June 30, 1994. Since December 31, 1994, nonperforming assets decreased $2.6 million in Florida banks, $4.7 million in Georgia banks, and $15.0 million in Tennessee banks. Included in nonperforming loans at June 30, 1995 are loans aggregating $47.9 million which are current as to the payment of principal and interest but have been placed in nonperforming status because of uncertainty over the borrowers' ability to make future payments. In management's opinion, all material potential problem loans are included in Table 6. SunTrust adopted Statements of Financial Accounting Standards No. 114 (FAS 114) "Accounting by Creditors for Impairment of a Loan" and No. 118 (FAS 118) "Accounting by Creditors for Impairment of a Loan - Income Recognition and Disclosures" in the first quarter of 1995. FAS 114 and FAS 118 address the accounting by creditors for impairment of a loan and loans that are restructured in a troubled debt restructuring. The adoption of these statements had no material effect on the earnings or financial condition of the Company. Interest income on nonaccrual loans, if recognized, is recorded on a cash basis. During the first six months of 1995, the gross amount of interest income that would have been recorded on nonaccrual loans and restructured loans at June 30, 1995, if all such loans had been accruing interest at the original contractual rate, was $9.5 million. Interest income recognized in the six months ended June 30, 1995 on all such nonperforming loans at June 30, 1995, was $3.9 million. Page 15 Table 7 - Loan Portfolio by Types of Loans (in millions)
1995 1994 June 30 March 31 December 31 September 30 June 30 Commercial: Domestic $9,931.3 $9,596.6 $9,279.2 $8,651.7 $8,480.9 International 298.0 287.0 273.2 280.6 247.9 Real estate: Construction 1,151.0 1,115.5 1,151.1 1,129.7 1,148.1 Mortgage, 1-4 family 9,054.0 8,698.1 8,380.5 8,016.1 7,712.9 Other 4,579.3 4,557.9 4,516.3 4,489.5 4,503.7 Lease financing 487.5 459.6 411.0 383.4 374.0 Credit card 671.7 655.2 690.5 646.6 639.1 Other consumer loans 3,907.1 3,864.8 3,847.1 3,769.3 3,642.4 Loans $30,079.9 $29,234.7 $28,548.9 $27,366.9 $26,749.0
Loans. During the second quarter and first six months of 1995, average loans increased 13.8% over the same periods a year ago. Since December 31, 1994, the two loan categories experiencing significant growth were 1-4 family residential mortgage loans (most of which are variable rate loans) and domestic commercial loans. The average loan to deposit ratios were 92.9% and 91.5% in the second quarter and first six months of 1995 compared with 84.5% and 84.3% in the same periods of 1994. At June 30, 1995, international outstandings, which include loans, acceptances, deposits in other banks, foreign guarantees and accrued interest, totaled $351.1 million, an increase of 6.8% from $328.8 million at December 31, 1994. Income Taxes. The provision for income taxes was $71.9 and $141.1 million in the second quarter and first six months of 1995 compared to $65.4 and $128.4 million in the same periods last year. Higher taxable income in 1995 was primarily responsible for the increase. Investment Securities. The investment portfolio continues to be managed to maximize yield over an entire interest rate cycle while providing liquidity and minimizing risk. The portfolio yield increased from an average of 5.94% in the second quarter of 1994 to 6.43% in the second quarter of this year. The portfolio size declined by $1.0 billion from June 30, 1994 to June 30, 1995 as a portion of maturities were used to meet loan demand. The average life of the portfolio was approximately 3.3 years at June 30, 1995; however, adjustable-rate securities in the portfolio reduced the average time to repricing to 2.1 years. At June 30, 1995, approximately 31.4% of the portfolio consisted of U.S. Treasury securities, 12.9% U.S. government agency securities, 43.9% mortgage-backed securities, 11.1% municipal securities, and 0.7% in other securities (calculated as a percent of total par value). All of the Company's holdings in mortgage-backed securities are backed by U.S. government or federal agency guarantees limiting the credit risk associated with the mortgage loans. At June 30, 1995, the carrying value of the securities portfolio was $1.6 billion over its amortized cost, including a $1.5 billion unrealized gain on the Company's investment in common stock of The Coca-Cola Company. Page 16 Liquidity Management. Liquidity is managed to ensure there is sufficient cash flow to satisfy demand for credit, deposit withdrawals and other attractive market opportunities. A large, stable core deposit base, strong capital position and excellent credit ratings are the solid foundation for the Company's liquidity position. It is enhanced by an investment portfolio structured to provide liquidity as needed, which occurred in 1994 when loan demand exceeded deposit growth. It is also strengthened by ready access to regional and national wholesale funding sources including fed funds purchased, securities sold under agreements to repurchase, negotiable certificates of deposit and offshore deposits, as well as an active bank deposit note program, commercial paper issuance by the Parent Company, and Federal Home Loan Bank (FHLB) advances for several subsidiary banks who are FHLB members. Average total deposits for the second quarter and first six months of 1995 increased 3.6% and 4.9% over the same periods a year ago. Interest- bearing deposits represented 78.3% and 78.4% of average deposits for the second quarter and first six months of 1995, compared to 77.1% and 76.9% for the same periods in 1994. In the second quarter of 1995, average net purchased funds (average funds purchased less average funds sold) increased $897.2 million over the same period in 1994. Net purchased funds were 9.2% and 8.8% of average earning assets for the second quarter and first six months of 1995 as compared to 7.3% and 7.9% in the same periods a year ago. Derivatives. The Company enters into various derivatives contracts in a dealer capacity for customers and in managing its own interest rate risk. Where contracts have been created for customers, the Company enters into offsetting positions to eliminate its exposure to market risk. The principal derivative contract used by the Company is the interest rate swap. Interest rate swaps are contracts in which a series of interest rate flows, based on a specific notional amount and a fixed and floating interest rate, are exchanged over a prescribed period. The Company also monitors its sensitivity to changes in interest rates and uses interest rate swap contracts to limit the volatility of net interest income. Table 8 details interest rate swaps as of June 30, 1995 used for managing interest rate sensitivity. TABLE 8 - INTEREST RATE SWAPS
Average Average Average (Dollars in millions) Notional Fair Maturity Rate Rate At June 30 Value Value In Months Paid Received Gain position: Receive fixed $18.0 $0.4 16.3 6.19 % 7.78 % Pay fixed 156.9 2.1 59.1 5.95 6.22 Total gain position 174.9 2.5 Loss position: Receive fixed 55.0 (0.7) 25.1 6.02 5.07 Pay fixed 60.5 (1.2) 31.5 6.89 6.18 Total loss position 115.5 (1.9) Total $290.4 $0.6
The majority of the swaps are designated as hedges on deposits and other interest-bearing liabilities. During the six months ended June 30, 1995, hedge swaps benefited net interest income by $7.4, compared with $20.2 in the corresponding 1994 period. In April 1995, the Company closed out swap positions with a notional value of $800 million for a net gain of $4.3 million which is being amortized over the remaining life of the swaps closed out. Page 17 TABLE 9 - CAPITAL RATIOS (dollars in millions)
1995 1994 June 30 March 31 December 31 September 30 June 30 Tier 1 capital: Realized shareholders' equity $3,035.7 $2,949.7 $2,883.3 $2,926.9 $2,899.8 Intangible assets other than servicing rights (225.1) (218.1) (222.2) (229.5) (233.7) Total Tier 1 capital 2,810.6 2,731.6 2,661.1 2,697.4 2,666.1 Tier 2 capital: Allowable reserve for loan losses 437.5 426.2 420.9 405.1 398.5 Allowable long-term debt 247.6 247.6 281.4 282.2 285.5 Total Tier 2 capital 685.1 673.8 702.3 687.3 684.0 Total capital $3,495.7 $3,405.4 $3,363.4 $3,384.7 $3,350.1 Risk-weighted assets $34,759.9 $33,861.6 $33,444.3 $32,180.6 $31,667.2 Risk-based ratios: Tier 1 capital 8.09 % 8.07 % 7.95 % 8.38 % 8.42 % Total capital 10.06 10.06 10.05 10.52 10.58 Tier 1 leverage ratio 6.80 6.72 6.68 6.87 6.80 Total shareholders' equity to assets 9.04 8.66 8.09 8.47 8.39
Capital Resources. Consistent with the objective of operating a sound financial organization, SunTrust maintains capital ratios well above regulatory requirements. The rate of internal capital generation has been more than adequate to support asset growth. Table 9 presents capital ratios for the five most recent quarters. Regulatory agencies measure capital adequacy with a framework that makes capital requirements sensitive to the risk profiles of individual banking companies. The guidelines define capital as either Tier 1 (primarily shareholders' equity excluding unrealized gains and losses on investment securities) or Tier 2 (certain debt instruments and a portion of the reserve for loan losses). The Company and its subsidiary banks are subject to a minimum Tier 1 capital to risk-weighted assets ratio of 4% and total capital (Tier 1 plus Tier 2) to risk-weighted assets ratio of 8%. The Federal Reserve Board (Board) has also established an additional capital adequacy guideline referred to as the Tier 1 leverage ratio which measures the ratio of Tier 1 capital to average quarterly assets. The Federal Deposit Insurance Corporation Improvement Act of 1991 (FDICIA) requires the establishment of a capital-based supervisory system of prompt corrective action for all depository institutions. The Board's implementation of FDICIA defines "well capitalized" institutions as those whose capital ratios equal or exceed the following minimum ratios: Tier 1 capital ratio of 6%, total risk-based capital ratio of 10%, and a Tier 1 leverage ratio of 5%. At June 30, 1995, the Company's Tier 1 capital, total risk-based capital and Tier 1 leverage ratios were 8.09%, 10.06% and 6.80%, respectively. In 1993, the Board of Directors authorized the Company to repurchase up to 12,000,000 shares of SunTrust common stock. Under this authorization, the Company has repurchased 11,441,199 shares as of June 30, 1995, leaving an additional 558,801 shares of SunTrust common stock that may be repurchased under this authorization. In April 1995, the Board of Directors authorized the repurchase of up to another 10,000,000 shares of SunTrust common stock. Page 18 Nonbanking Subsidiaries. SunTrust Mortgage, Inc. originates and services mortgage loans on both residential and income property, principally throughout Florida, Georgia and Tennessee. SunTrust Mortgage is primarily a mortgage banker selling to the secondary market and representing institutional investors. SunTrust Mortgage also assists various SunTrust banks in their origination of mortgage loans for sale in the secondary market and for retention in their portfolio. At June 30, 1995, the servicing portfolio was $9.9 billion, which includes $5.8 billion in loans serviced for subsidiary banks of SunTrust. SunTrust Insurance Company operates as a reinsurer for credit life and accident and health insurance sold to loan customers of SunTrust. SunTrust Securities engages in securities brokerage services and conducts incidental activities such as offering custodial and cash management services. SunTrust Capital Markets, Inc. serves as the investment banking arm of SunTrust. The business activities include public finance, corporate finance and the sale of investment securities to corporations, institutions and government entities. Other nonbank subsidiaries primarily support the Company's banking operations, providing data processing and other services. State Summary. SunTrust Banks, Inc. operates through three principal subsidiaries, SunBanks, Inc. (in Florida), Trust Company of Georgia and Third National Corporation (in Tennessee), all well-established bank holding companies within their respective states. Data in Table 10 does not include financial results of SunTrust's Parent Company and certain other non-bank subsidiaries and is also before elimination of certain intercompany accounts and balances. Page 19 TABLE 10 - FINANCIAL HIGHLIGHTS - BANKING SUBSIDIARIES (Dollars in Millions)
Trust Company Third National SunBanks, Inc. of Georgia Corporation 1995 1994 1995 1994 1995 1994 Summary of Operations Net interest income (FTE) $460.5 $443.1 $284.4 $269.6 $137.8 $132.5 Provision for loan losses 30.6 39.8 14.7 19.9 6.1 7.9 Trust income 69.8 69.8 44.2 40.9 16.4 16.7 Other noninterest income 111.0 112.8 71.3 78.2 31.7 34.7 Personnel expense 146.9 149.3 90.1 88.4 47.1 47.1 Other noninterest expense 229.9 220.4 126.7 123.5 61.8 62.6 Net income 145.4 134.8 108.7 101.1 43.1 40.4 Selected Average Balances Total assets 21,073 20,181 14,504 13,930 6,509 6,276 Earning assets 19,811 18,562 12,302 11,889 6,198 5,841 Loans 15,181 13,535 9,510 8,137 4,467 3,895 Total deposits 16,956 16,845 9,865 8,609 5,136 5,028 Realized shareholders' equity 1,828 1,697 1,181 1,088 537 513 At June 30 Total assets 21,482 20,234 15,717 14,469 6,692 6,330 Earning assets 19,902 18,802 12,911 12,558 6,324 5,941 Loans 15,413 13,975 9,982 8,725 4,630 4,014 Reserve for loan losses 360 321 197 177 119 111 Total deposits 17,212 16,650 9,395 9,369 5,119 5,048 Realized shareholders' equity 1,883 1,761 1,217 1,124 544 519 Total shareholders' equity 1,886 1,718 2,168 1,700 546 506 Credit Quality Net loan charge-offs 15.5 20.0 5.3 6.8 2.4 0.1 Nonperforming loans 115.1 142.2 53.4 64.3 13.8 13.6 Other real estate owned 36.0 49.2 12.1 26.2 21.9 44.2 Ratios ROA 1.38 % 1.35 % 1.65 % 1.58 % 1.33 % 1.30 % ROE 16.05 16.02 18.56 18.74 16.20 15.86 Net interest margin 4.69 4.81 4.66 4.57 4.48 4.58 Efficiency ratio 58.7 59.1 54.2 54.5 58.6 59.7 Total shareholders' equity/assets 8.78 8.49 13.79 11.75 8.16 7.99 Net loan charge-offs to average loans 0.21 0.30 0.11 0.17 0.11 0.01 Nonperforming loans to total loans 0.75 1.02 0.54 0.74 0.30 0.34 Nonperforming assets to total loans plus other real estate owned 0.98 1.36 0.66 1.03 0.77 1.42 Reserve to loans 2.33 2.30 1.98 2.03 2.57 2.76 Reserve to nonperforming loans 312.4 226.1 369.3 275.7 861.6 815.0 For the six month period ended June 30. At June 30. Annualized for the first six months.
Page 20 PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibit Index: Exhibit Exhibit No. Page No. Statement re: Computation of Per Share Earnings 11 22 (b) SunTrust did not file any reports on Form 8-K during the second quarter of 1995. 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 this 9th day of August, 1995. SunTrust Banks, Inc. (Registrant) /s/ W.P. O'Halloran William P. O'Halloran Senior Vice President and Controller (Chief Accounting Officer) Page 21 EX-11 2 EXHIBIT 11 Statement re: Computation of Per Share Earnings (In thousands, except per share data)
Three Months Ended Six Months Ended June 30 June 30 1995 1994 1995 1994 Primary Net income $140,876 $131,471 $276,912 $258,544 Average common shares outstanding 113,703 119,210 113,938 119,751 Average common share equivalents outstanding 1,387 1,392 1,378 1,376 Average primary common shares 115,090 120,602 115,316 121,127 Earnings per common share - Primary $1.22 $1.09 $2.40 $2.13 Fully Diluted Net income $140,876 $131,471 $276,912 $258,544 Average common shares outstanding 113,703 119,210 113,938 119,751 Average common share equivalents outstanding 1,398 1,409 1,393 1,388 Average fully diluted common shares 115,101 120,619 115,331 121,139 Earnings per common share - Fully Diluted $1.22 $1.09 $2.40 $2.13 Includes the incremental effect of stock options and restricted stock outstanding computed under the treasury stock method.
EX-27 3 ARTICLE 9 FDS FOR 10Q
9 1,000 6-MOS DEC-31-1995 JAN-01-1995 JUN-30-1995 2,418,011 11,902 835,946 104,868 9,526,392 0 0 30,079,902 676,899 44,248,292 31,682,567 6,230,299 1,385,505 948,343 130,461 0 0 3,871,117 44,248,292 1,220,572 245,115 19,244 1,484,931 487,608 658,569 826,362 51,689 (449) 707,824 417,977 276,912 0 0 276,912 2.40 2.40 4.52 179,435 18,966 3,211 0 647,016 52,636 29,127 676,899 0 0 676,899