-----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, UQ8g8iYjC6TZ/GaVMCEu5mI5+i4RMEPDLA9a8kgeFQHDInGReqWMIq6fhUfun3oz 48USTqZBTQpxmAubfZApHA== 0000771667-97-000001.txt : 19970117 0000771667-97-000001.hdr.sgml : 19970117 ACCESSION NUMBER: 0000771667-97-000001 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970115 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19970116 SROS: NYSE SROS: PSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: AHMANSON H F & CO /DE/ CENTRAL INDEX KEY: 0000771667 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 950479700 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08930 FILM NUMBER: 97506649 BUSINESS ADDRESS: STREET 1: 4900 RIVERGRADE RD CITY: IRWINDALE STATE: CA ZIP: 91706 BUSINESS PHONE: 8189606311 8-K 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 15, 1997 ---------------- H. F. Ahmanson & Company -------------------------------------------------- (Exact name of registrant as specified in charter) Delaware 1-8930 95-0479700 --------------- ------------ ------------------- (State or other (Commission (IRS employer jurisdiction of file number) identification no.) incorporation) 4900 Rivergrade Road, Irwindale, California 91706 ------------------------------------------- ---------- (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code (818) 960-6311 --------------- Not applicable ---------------------- (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS. On January 15, 1997, H. F. Ahmanson & Company (the "Company"), issued a press release reporting its results of operations during the quarter and year ended December 31, 1996. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 99.1 Press release dated January 15, 1997 reporting results of operations during the quarter and year ended December 31, 1996. 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. Date: January 15, 1997 H. F. AHMANSON & COMPANY /s/George Miranda ---------------------------- George Miranda First Vice President and Principal Accounting Officer EX-99.1 2 H. F. AHMANSON & COMPANY HOME SAVINGS OF AMERICA NEWS SAVINGS OF AMERICA 4900 Rivergrade Road Irwindale, CA 91706 (818) 814-7922 FOR IMMEDIATE RELEASE Contacts: Media: Mary Trigg 818-814-7922 Investor: Steve Swartz 818-814-7986 AHMANSON REPORTS FOURTH QUARTER NET INCOME OF $0.74 PER SHARE - - Nonperforming Assets Decline $51 Million To Lowest Level Since December 31, 1994 - Irwindale, CA, January 15, 1997 -- H.F. Ahmanson & Company, (AHM:NYSE), parent company of Home Savings of America, today reported fourth quarter earnings per fully diluted common share of $0.74, up 85% from the $0.40 earned in the same 1995 period. Net income in the fourth quarter of 1996 was $91.2 million, a 50% increase compared to $60.7 million in the fourth quarter of 1995. The 1996 fourth quarter results include a gain on the sale of the company's San Antonio branches and other branch consolidation activities as well as a refund of FDIC insurance assessments. Net income for 1996 was $145.3 million or $0.91 per fully diluted common share, compared to $216.2 million, or $1.40 per fully diluted common share in 1995. The 1996 results include an aftertax charge of $144.4 million related to a special assessment to recapitalize the Savings Association Insurance Fund (SAIF). The 1995 results included an aftertax charge of $234.7 million related to an accounting change which eliminated certain goodwill, and an aftertax gain of $252.7 million in connection with the sale of the company's retail branch system in New York. Charles R. Rinehart, chairman and chief executive officer of Ahmanson and Home Savings, said, "We are delighted with the performance of the Home Savings and Ahmanson team in 1996. The company had a very productive year, completing the acquisition of 61 former First Interstate branches, building infrastructure and income, and expanding our product lines as we progressed in becoming a full-service consumer and small business bank. We also believe progress in capital management, credit, expense management, and other initiatives were significant contributors to our performance. Return on average equity reached 14.7% for the fourth quarter." RESULTS OF OPERATIONS NET INTEREST INCOME Net interest income totaled $317.7 million for the fourth quarter of 1996, compared to $306.9 million in the fourth quarter of 1995. Net interest income for 1996 totaled $1.25 billion compared to $1.23 billion in 1995. For the fourth quarter and the year 1996, the average net interest margins were 2.65% and 2.63%, respectively, compared to 2.52% and 2.39% for the 1995 periods. The increase in the net interest margins is due in part to the acquisition of 61 former First Interstate Bank (FIB) branches in September 1996. At December 31, 1996, the net interest margin was 2.66%, compared to 2.70% at December 31, 1995. OTHER INCOME In the fourth quarter of 1996, other income was $78.0 million, compared to $48.2 million in the fourth quarter of 1995. Other income totaled $251.8 million in 1996, up 37% from $183.7 million (excluding the gain from the sale of the New York branch system) in 1995. Other fee income, at $44.2 million, continued to increase and was $17.5 million or 66% higher than the $26.7 million reported for the 1995 fourth quarter. "The increase in other fee income reflects our emphasis on building fee- based services throughout the company, particularly in the Personal Financial Services Division (PFSD) and Griffin Financial Services unit," Rinehart said. "In 1996, PFSD made tremendous strides in integrating a sales culture to complement its long-established service orientation. Fee income from PFSD grew 40% to $83.4 million in 1996 from $59.7 million in 1995, while Griffin increased its revenue by 39% to $16.8 million in 1996 from $12.1 million in 1995." In the fourth quarter of 1996, the company recorded a pretax gain of $6.9 million from the sale of the company's San Antonio branches and other branch consolidation activities. REAL ESTATE HELD FOR INVESTMENT (REI) During the fourth quarter of 1996 the company sold a large commercial property located in Southern California. REI assets totaled $147.9 million, net of the allowance, at December 31, 1996, declining 23% and 37% during the fourth quarter and full year of 1996, respectively. REI operations reported a loss of $1.4 million for the fourth quarter of 1996, compared to $3.6 million in the fourth quarter of 1995. For the year, REI operations reported a loss of $35.0 million compared to $49.5 million in 1995. GENERAL AND ADMINISTRATIVE EXPENSES General and administrative expenses (G&A) totaled $188.2 million in the fourth quarter of 1996, compared to $199.2 million in the fourth quarter of 1995. In the fourth quarter of 1996, the company had no deposit insurance expense due to a refund from the FDIC of the entire $18 million premium assessed for the quarter. In the first quarter of 1997, the FDIC assessment will be approximately $5 million, a $13 million decrease from the quarterly assessment rate prior to the SAIF recapitalization. G&A would have been $775.3 million in 1996, excluding the SAIF recapitalization of $243.9 million, compared to $818.6 million in 1995. The company's efficiency ratio was 49.5% in the fourth quarter of 1996 compared to 57.0% in the same 1995 period. CREDIT COSTS/ASSET QUALITY During the fourth quarter of 1996, the company provided $29.3 million for loan losses, compared to $37.9 million in the fourth quarter of 1995. The 1996 fourth quarter provision reflects both lower net charge-offs and nonperforming asset levels compared with the year ago quarter. For the full year 1996, the company provided $144.9 million for loan losses compared to $119.1 million in 1995. Expenses for the operations of foreclosed real estate amounted to $27.7 million in the fourth quarter of 1996, compared to $25.1 million in the fourth quarter of 1995. During 1996, these expenses amounted to $105.9 million, compared to $86.8 million in 1995. During the fourth quarter of 1996, nonperforming assets (NPAs) decreased by $51.4 million, reaching their lowest level in two years and totaled $846.2 million, or 1.70% of total assets at December 31, 1996, compared to $949.4 million, or 1.88% of total assets at December 31, 1995. NPAs decreased $103.2 million, or 11% from year-end 1995 totals and declined $178.9 million, or 18% from their recent peak in February of 1996. Troubled debt restructurings totaled $185.6 million at December 31, 1996. NPAs declined throughout most of 1996, reflecting the company's aggressive efforts in dealing with problem assets and a more broadly-based strengthening in the California economy. Net loan charge-offs for the fourth quarter of 1996 totaled $38.5 million, compared to $42.3 million in the fourth quarter of 1995. In 1996, net charge-offs totaled $151.4 million compared to $138.5 million in 1995. Included in net loan charge-offs were recoveries of $8.8 million in the fourth quarter of 1996, compared to $5.7 million in the fourth quarter of 1995. Recoveries for 1996 totaled $39.2 million compared to $24.2 million in 1995. LOAN ORIGINATIONS Home Savings funded $1.2 billion of residential mortgages in the fourth quarter of 1996, compared to $1.6 billion in the fourth quarter of 1995. In 1996 the company originated $5.2 billion in residential mortgages compared to $6.4 billion in 1995. Consumer loan production totaled $131.0 million during the quarter compared to $18.6 million in the fourth quarter of 1995. In December 1996 the company originated $51.8 million in consumer loans, achieving its goal of finishing 1996 at a run rate that would generate over $500 million in new consumer loans annually. The consumer loan portfolio totaled $698.6 million at year-end 1996, including those loans acquired with the FIB branches. At year-end 1996, business loans totaled $49.7 million, reflecting the company's program to provide lending and cash management services to small businesses. DEPOSITS Deposit balances at December 31, 1996 totaled $34.8 billion compared with $34.2 billion at December 31, 1995. Checking and savings deposit balances increased $1.5 billion or 16% during 1996, while term deposits decreased $1.0 billion or 4% during the same period. Transaction accounts comprised 32% of the deposit base at December 31, 1996 compared to 28% at December 31, 1995. The change in deposit mix is primarily due to the acquisition of the former FIB branches that resulted in the replacement of higher-cost term deposits with a greater percentage of lower-cost checking and savings deposits. CAPITAL At December 31, 1996, Home Savings of America's capital ratios exceeded the regulatory levels for the bank to be rated "well-capitalized," a designation meaning that the bank meets the highest regulatory capital standard. STOCK PURCHASE PROGRAMS In the fourth quarter of 1996, the company completed its second stock purchase program and began its third program, which was approved by the Board on November 3, 1996. In the second program the company purchased 5.2 million shares of its outstanding common stock at an average price per share of $28.61. During the fourth quarter the company purchased a total of 4 million shares, investing $126.6 million at an average price per share of $31.86. Of the $250 million authorized for the company's third round of purchase activity, $205 million remains. At December 31, 1996, the parent company had $219 million in cash. Since initiating the first stock purchase program in October 1995, the company has purchased 17 million common shares, or 14% of the then outstanding shares, at an average price of $26.11. In addition, in September of 1996 the company redeemed its 9.60% Preferred Stock, Series B, and in December of 1996 issued $150 million of 8.36% Capital Securities, Series A. ******** H.F. Ahmanson & Company, with $49.9 billion in assets, is the parent company of Home Savings of America. Home Savings' deposit base is $34.8 billion. It operates 391 personal financial service centers in four states and 125 mortgage lending offices in nine states. ******** Additional information, including monthly financial data, about H.F. Ahmanson & Company and Home Savings of America can be retrieved by using the following service: Corporate News on the Net: http://www.businesswire.com/cnn/ahm.htm For information regarding PC Banking, Home Loans, Investments, Insurance, Business Banking and Consumer Loans, contact: Home Savings Website: http://www.homesavings.com H. F. AHMANSON & COMPANY AND SUBSIDIARIES CONSOLIDATED FINANCIAL HIGHLIGHTS (Unaudited) (dollars in thousands except per share data)
At End of Period December 31, 1996 September 30, 1996 December 31, 1995 - ---------------- ----------------- ------------------ ----------------- Total assets $ 49,902,044 $ 50,588,224 $ 50,529,586 Investment portfolio $ 1,184,857 $ 1,063,932 $ 892,572 Loans receivable and mortgage-backed securities (MBS) $ 46,085,670 $ 46,717,332 $ 47,407,521 ARMs included in loans receivable and MBS $ 44,070,098 $ 44,797,610 $ 45,895,028 Allowance for loan losses $ 389,135 $ 398,290 $ 380,886 Deposits $ 34,773,945 $ 35,399,443 $ 34,244,481 Borrowings and Capital securities of subsidiary trust $ 11,728,934 $ 11,255,882 $ 12,236,428 Stockholders' equity $ 2,433,049 $ 2,472,634 $ 3,056,922 Book value per common share $ 19.09 $ 18.86 $ 20.75 Tangible book value per common share $ 17.31 $ 17.06 $ 20.00 Total common shares outstanding 102,153,052 105,496,154 115,610,077 For the Three Months Ended - -------------------------- Net interest income $ 317,722 $ 306,236 $ 306,892 Provision for loan losses $ 29,298 $ 35,783 $ 37,927 Net income (loss) $ 91,247 $ (79,478)* $ 60,709 Net income (loss) per fully diluted common share $ 0.74 $ (0.85)* $ 0.40 Dividends per common share $ 0.22 $ 0.22 $ 0.22 Loans originated and purchased $ 1,415,515 $ 2,489,651** $ 1,647,308 Average Interest Rates: Yield on loans and MBS 7.39% 7.33% 7.47% Yield on investment portfolio 7.17% 8.25% 5.38% Yield on interest-earning assets 7.39% 7.35% 7.43% Cost of deposits 4.41% 4.48% 4.73% Cost of borrowings 6.37% 6.39% 6.42% Cost of interest-costing liabilities 4.89% 4.97% 5.17% Interest rate spread 2.50% 2.38% 2.26% Net interest margin 2.65% 2.59% 2.52% For the Years Ended - ------------------- Net interest income $ 1,252,514 $ 1,226,755 Provision for loan losses $ 144,924 $ 119,111 Income before cumulative effect of accounting change $ 145,258 $ 450,946 Net income $ 145,258* $ 216,204 Net income per fully diluted common share $ 0.91* $ 1.40 Dividends per common share $ 0.88 $ 0.88 Loans originated and purchased $ 6,683,886** $ 6,483,069 Average Interest Rates: Yield on loans and MBS 7.38% 7.26% Yield on investment portfolio 6.87% 6.09% Yield on interest-earning assets 7.37% 7.21% Cost of deposits 4.48% 4.59% Cost of borrowings 6.31% 6.64% Cost of interest-costing liabilities 4.94% 4.99% Interest rate spread 2.43% 2.22% Net interest margin 2.63% 2.39% *Net income excluding the SAIF assessment and FIB aquisition charges would have been $73.2 million or $0.56 per share for the third quarter of 1996 and $298.1 million or $2.21 per share for the year 1996. **Includes FIB loans acquired of $1.1 billion.
H. F. AHMANSON & COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (Unaudited) (in thousands)
Assets December 31, 1996 September 30, 1996 December 31, 1995 - ------ ----------------- ------------------ ----------------- Cash and amounts due from banks $ 691,578 $ 758,312 $ 752,878 Securities purchased under agreements to resell 737,500 623,000 381,000 Other short-term investments 14,782 14,517 13,278 ----------- ----------- ----------- Total cash and cash equivalents 1,443,860 1,395,829 1,147,156 Other investment securities 11,597 11,514 12,356 Investment in stock of Federal Home Loan Bank (FHLB) 420,978 414,901 485,938 Mortgage-backed securities (MBS) 14,296,512 14,863,228 16,152,142 Loans receivable less allowance for losses of $389,135 (December 31, 1996), $398,290 (September 30, 1996) and $380,886 (December 31, 1995) 31,789,158 31,854,104 31,255,379 Accrued interest receivable 209,839 215,238 228,111 Real estate held for development and investment (REI) less allowance for losses of $132,432 (December 31, 1996), $164,298 (September 30, 1996) and $283,748 (December 31, 1995) 147,851 192,846 234,855 Real estate owned held for sale (REO) less allowance for losses of $32,137 (December 31, 1996), $36,126 (September 30, 1996) and $38,080 (December 31, 1995) 247,577 277,594 225,566 Premises and equipment 424,567 437,886 410,947 Goodwill and other intangible assets 308,083 321,088 147,974 Other assets 602,022 591,292 229,162 Income taxes - 12,704 - ----------- ----------- ----------- $49,902,044 $50,588,224 $50,529,586 =========== =========== =========== Liabilities, Capital Securities of Subsidiary Trust and Stockholders' Equity - ------------------------------------------- Deposits $34,773,945 $35,399,443 $34,244,481 Securities sold under agreements to repurchase 1,820,000 1,705,000 3,519,311 Other short-term borrowings 210,529 50,000 - FHLB and other borrowings 9,549,992 9,500,882 8,717,117 Other liabilities 917,198 1,460,265 873,313 Income taxes 48,918 - 118,442 ----------- ----------- ----------- Total liabilities 47,320,582 48,115,590 47,472,664 Capital securities of subsidiary trust 148,413 - - Stockholders' equity 2,433,049 2,472,634 3,056,922 ----------- ----------- ----------- $49,902,044 $50,588,224 $50,529,586 =========== =========== ===========
H. F. AHMANSON & COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (dollars in thousands except per share data)
For the Three Months Ended For the Years Ended ----------------------------------------- December 31, December 31, September 30, December 31, ------------------------- 1996 1996 1995 1996 1995 ------------ ------------- ------------ ----------- ----------- Interest income: Interest on loans $ 595,852 $ 567,001 $ 583,543 $ 2,296,786 $ 2,405,820 Interest on MBS 272,638 283,568 309,629 1,161,487 1,158,077 Interest and dividends on investments 16,224 17,406 13,205 56,522 135,194 ----------- ----------- ----------- ----------- ----------- Total interest income 884,714 867,975 906,377 3,514,795 3,699,091 ----------- ----------- ----------- ----------- ----------- Interest expense: Deposits 386,692 377,011 407,113 1,523,873 1,835,590 Short-term borrowings 29,583 32,035 65,107 138,182 197,437 FHLB and other borrowings 150,717 152,693 127,265 600,226 439,309 ----------- ----------- ----------- ----------- ----------- Total interest expense 566,992 561,739 599,485 2,262,281 2,472,336 ----------- ----------- ----------- ----------- ----------- Net interest income 317,722 306,236 306,892 1,252,514 1,226,755 Provision for loan losses 29,298 35,783 37,927 144,924 119,111 ----------- ----------- ----------- ----------- ----------- Net interest income after provision for loan losses 288,424 270,453 268,965 1,107,590 1,107,644 ----------- ----------- ----------- ----------- ----------- Other income: Gain on sales of MBS 3,103 - 53 3,074 11,919 Gain on sales of loans 3,845 3,307 4,375 28,346 5,364 Servicing income 18,449 18,114 15,940 68,365 60,490 Other fee income 44,243 34,386 26,730 136,739 103,626 Gain on sales of retail deposit branch systems 6,861 - - 6,861 514,671 Gain on sales of investment securities - 313 (67) 313 187 Other operating income 1,507 1,140 1,189 8,100 2,152 ----------- ----------- ----------- ----------- ----------- 78,008 57,260 48,220 251,798 698,409 ----------- ----------- ----------- ----------- ----------- Other expenses: SAIF recapitalization assessment - 243,862 - 243,862 - Other general and administrative expenses 188,185 204,400 199,217 775,285 818,579 ----------- ----------- ----------- ----------- ----------- General and administrative expenses (G&A) 188,185 448,262 199,217 1,019,147 818,579 Operations of REI 1,388 19,295 3,625 34,961 49,481 Operations of REO 27,664 25,225 25,123 105,880 86,788 Amortization of goodwill and other intangible assets 6,935 3,955 4,611 18,842 26,559 ----------- ----------- ----------- ----------- ----------- 224,172 496,737 232,576 1,178,830 981,407 ----------- ----------- ----------- ----------- ----------- Income (loss) before provision for income taxes (benefit) and cumulative effect of accounting change 142,260 (169,024) 84,609 180,558 824,646 Provision for income taxes (benefit) 51,013 (89,546) 23,900 35,300 373,700 ----------- ----------- ----------- ----------- ----------- Income (loss) before cumulative effect of accounting change 91,247 (79,478) 60,709 145,258 450,946 Cumulative effect of change in accounting for goodwill - - - - (234,742) ----------- ----------- ----------- ----------- ----------- Net income (loss) $ 91,247 $ (79,478) $ 60,709 $ 145,258 $ 216,204 =========== =========== =========== =========== =========== Income (loss) per common share - primary: Income (loss) before cumulative effect of accounting change $ 0.78 $ (0.85) $ 0.41 $ 0.91 $ 3.39 Cumulative effect of change in accounting for goodwill - - - - (1.99) ----------- ----------- ----------- ----------- ----------- Net income (loss) $ 0.78 $ (0.85) $ 0.41 $ 0.91 $ 1.40 =========== =========== =========== =========== =========== Income (loss) per common share - fully diluted: Income (loss) before cumulative effect of accounting change $ 0.74 $ (0.85) $ 0.40 $ 0.91 $ 3.20 Cumulative effect of change in accounting for goodwill - - - - (1.80) ----------- ----------- ----------- ----------- ----------- Net income (loss) $ 0.74 $ (0.85) $ 0.40 $ 0.91 $ 1.40 =========== =========== =========== =========== =========== Common shares outstanding, weighted average: Primary 106,159,514 106,282,651 117,922,440 109,748,923 118,074,091 Fully diluted 118,052,254 106,282,651 129,738,144 109,748,923 130,378,061 Return on average assets (1) 0.73% 0.60% 0.48% 0.60% 0.41% Return on average equity (1) 14.71% 10.86% 7.93% 10.80% 7.47% Return on average tangible equity (1),(2) 16.64% 11.56% 8.53% 11.68% 17.00% Efficiency ratio (1) 49.47% 53.08% 56.99% 53.19% 58.85% (1) Excludes the effect of the SAIF recapitalization of $243.9 million and FIB acquisition charges of $14.0 million which are included in G&A for the third quarter and year of 1996. (2) Net income excluding amortization of goodwill and other intangible assets, and cumulative effect of change in accounting for goodwill, as a percentage of average equity excluding goodwill and other intangible assets.
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