-----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, BxDnABYRJkod29Kzq6e/BXOpJHNFpgHnoEZqKSmpCulVI0iWudrnPaCjzGtzdCzK GDgMtuDAUb1Pr5nzvoIAaA== 0000950136-04-003349.txt : 20041012 0000950136-04-003349.hdr.sgml : 20041011 20041012115748 ACCESSION NUMBER: 0000950136-04-003349 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20041011 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041012 DATE AS OF CHANGE: 20041012 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SUNTRUST BANKS INC CENTRAL INDEX KEY: 0000750556 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 581575035 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08918 FILM NUMBER: 041073995 BUSINESS ADDRESS: STREET 1: 919 E MAIN ST CITY: RICHMOND STATE: VA ZIP: 23219 BUSINESS PHONE: 8047827107 MAIL ADDRESS: STREET 1: 303 PEACHTREE ST N E CITY: ATLANTA STATE: GA ZIP: 30308 8-K 1 file001.htm FORM 8-K

UNITED STATES
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): October 11, 2004

SUNTRUST BANKS, INC.
(Exact name of registrant as specified in its charter)


Georgia 001-08918 58-1575035
(State or other jurisdiction of
incorporation or organization)
(Commission File Number) (I.R.S. Employer
Identification No.)
303 Peachtree Street, N.E., Atlanta, Georgia 30308
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code:    404-588-7165

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

    




ITEM 2.02.    RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On October 11, 2004, SunTrust Banks, Inc. ("SunTrust" or the "Registrant") issued a press release (the "Press Release") containing information regarding its results of operations and financial condition for the first and second fiscal quarters of 2004. A copy of the Press Release is attached to this Current Report on Form 8-K (this "Current Report") as Exhibit 99.1 hereto and is incorporated into this Item 2.02 by reference.

ITEM 8.01.    OTHER EVENTS

In the Press Release referred to in Item 2.02 above, SunTrust announced, among other things, (i) that it expects to restate its earnings for its first and second fiscal quarters of 2004 as a result of errors in input data used to calculate SunTrust's first and second quarter 2004 allowances for loan losses related exclusively to SunTrust's indirect auto loan portfolio, and (ii) that SunTrust's Audit Committee has begun an independent review of the errors, communications by certain SunTrust personnel to SunTrust's independent auditors about the errors, loan loss reserve issues, and related matters. In the Press Release, SunTrust also indicated that it is possible this review could result in additional restatements to SunTrust's previously issued financial statements, including further adjustments to the first and second quarter 2004 results. A copy of the Press Release is attached to this Current Report as Exhibit 99.1 hereto and is incorporated into this Item 8.01 by reference.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(c)    Exhibits.    The following exhibit is filed herewith:


Exhibit Number Description
  99.1 - -   Press release of SunTrust, issued on October 11, 2004.



Signature

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.

Date: October 12, 2004

SUNTRUST BANKS, INC.

By:    /s/ Kimberly N. Rhodes                    
Kimberly N. Rhodes
Vice President and Corporate Counsel



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Exhibit 99.1

[SunTrust Banks, Inc. Letterhead]

SunTrust Expects to Restate First and Second Quarter 2004
Earnings; Third Quarter Earnings Release Postponed Pending Review

ATLANTA, Oct. 11 — SunTrust Banks, Inc. (NYSE: STI) announced today that, as a result of revisions to previously reported quarterly allowances for loan losses, reported pre-tax income for the first quarter of 2004 is expected to be increased by $24.8 million, or $0.07 per share after tax. Pre-tax income for the second quarter of 2004 is expected to be increased by $6.8 million, or $0.01 per share after tax. As a result, SunTrust's reported pre-tax income for the first six months of 2004 is expected to be revised upwards by $31.6 million, or $0.08 per share after tax.

SunTrust said the expected restatement results from errors in input data used to calculate the first and second quarter 2004 allowances for loan losses related exclusively to the Company's indirect auto loan portfolio. The errors were uncovered during final preparation of third quarter financial results.

SunTrust's Audit Committee, with the assistance of its independent counsel, Wilmer Cutler Pickering Hale and Dorr LLP, has begun an independent review of the errors, communications by certain SunTrust personnel to its independent auditors about the errors, loan loss reserve issues, and related matters. SunTrust said it is possible this review could result in additional restatements to previously issued financial statements, including further adjustments to first and second quarter 2004 results.

Pending completion of the Audit Committee review, SunTrust has placed certain officers on paid administrative leave, including Sandra W. Jansky, Executive Vice President and Chief Credit Officer, and Jorge Arrieta, Senior Vice President and Controller.

SunTrust said that as a matter of prudence it will postpone release of its third quarter 2004 results, originally scheduled for tomorrow (October 12, 2004), pending completion of the Audit Committee review.

SunTrust Chairman, President and CEO L. Phillip Humann said that "SunTrust has a long and well-deserved reputation for integrity in financial stewardship and we will manage this episode in a manner that ensures that reputation remains intact."

The following table details the expected restatement which, as described above, is subject to further review and potential revision:


(in millions, except per share amounts) 1Q 2004 2Q 2004
Loan Loss Reserve
End of Period $ 942.5   $ 943.7  
Revised Reserve   917.7     912.1  
Increase in Quarterly
Pre-tax Earnings $ 24.8   $ 6.8  
Original Reported Earnings $ 358.5   $ 364.8  
Revised Earnings   375.9     369.6  
Increase in After-tax Earnings $ 17.4   $ 4.8  
Original Reported
Earnings Per Share $ 1.26   $ 1.29  
Revised Earnings Per Share   1.33     1.30  
Increase in Earnings Per Share $ 0.07   $ 0.01  

SunTrust management will provide comments on this announcement via telephone on October 11, 2004 at 9:00 a.m. (Eastern Time). Individuals are encouraged to call in beginning at 8:45 a.m. (Eastern Time) by dialing 1-888- 822-9863 (Passcode: Gary Peacock). Individuals calling from outside the United States should dial 1-484-630-1854 (Passcode: Gary Peacock). A replay of the call will be available beginning October 11, 2004 and ending October 25, 2004 at 5:00 p.m. (Eastern Time) by dialing 1-866-490-5922 (domestic) or 1-203-369-1709 (international).




Alternatively, individuals may listen to the live webcast of the presentation by visiting the SunTrust Web site at http://www.suntrust.com. The webcast will be hosted under "Investor Relations" located under "About SunTrust". Beginning the afternoon of October 11, 2004, listeners may access an archived version of the presentation in the "Webcasts and Presentations" subsection found under "Investor Relations". A link to the Investor Relations page is also found in the footer of the SunTrust home page.

SunTrust Banks, Inc., headquartered in Atlanta, is one of the nation's largest commercial banking organizations. The company operates an extensive distribution network primarily in Florida, Georgia, Maryland, North Carolina, South Carolina, Tennessee, Virginia and the District of Columbia and also serves customers in selected markets nationally. Its primary businesses include deposit, credit, trust and investment services. Through various subsidiaries the company provides credit cards, mortgage banking, insurance, brokerage and capital markets services. SunTrust's Internet address is http://www.suntrust.com.

The information provided herein, including related questions and answers, may contain forward looking statements. Statements that are not historical facts, including statements about SunTrust's beliefs and expectations, are forward-looking statements. These statements are based on beliefs and assumptions by SunTrust's management, and on information currently available to such management. The forward-looking statements are intended to be subject to the safe harbor protection provided by Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements include statements preceded by, followed by or that include the words "believes," "expects," "anticipates," "plans," "estimates," or similar expressions or future conditional verbs such as "will," "should," "would," and "could." Forward-looking statements speak only as of the date they are made, and SunTrust undertakes no obligation to update publicly any of them in light of new information or future events. Forward-looking statements involve inherent risks and uncertainties. Management cautions that a number of important factors could cause actual results to differ materially from those contained in any forward-looking statement. Examples of such factors include, but are not limited to: the results of the review being conducted by the Company's Audit Committee in connection with the Company's 2004 financial results, as described herein; changes in interest rates; changes in accounting principles, policies or guidelines; changes in the securities markets; changes in regulatory requirements; competitive pressures and changes in the economy. For a more thorough discussion of factors that could impact actual results, see the "A Warning About Forward-Looking Information" section of SunTrust's 2003 annual report filed on Form 10-K with the SEC. For further information regarding SunTrust, please read the SunTrust reports filed with the SEC and available at http://www.sec.gov.



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