-----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, F9Lsk1Tem7puKnW7cXZOOL1GYBHwesg+/8nVVGyuFaEK3WdFaEBr0/G3AGVXt4MW w+aed5McB3aW9gQnpHJvXA== 0001002124-97-000072.txt : 19970418 0001002124-97-000072.hdr.sgml : 19970418 ACCESSION NUMBER: 0001002124-97-000072 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970417 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19970417 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: PEOPLES HERITAGE FINANCIAL GROUP INC CENTRAL INDEX KEY: 0000829750 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 010137770 STATE OF INCORPORATION: ME FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-16947 FILM NUMBER: 97582923 BUSINESS ADDRESS: STREET 1: ONE PORTLAND SQ STREET 2: P O BOX 9540 CITY: PORTLAND STATE: ME ZIP: 04112 BUSINESS PHONE: 2077618500 MAIL ADDRESS: STREET 1: P O BOX 9540 CITY: PORTLAND STATE: ME ZIP: 04112-9540 8-K 1 FORM 8-K 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 April 17, 1997 (Date of earliest event reported) Peoples Heritage Financial Group, Inc. (Exact name of registrant as specified in its charter) Maine 0-16947 01-0437984 - ------------------------------------------------------------------------------ (State or other (Commission File Number) (IRS Employer jurisdiction of Identification No.) incorporation) P.O. Box 9540, One Portland Square, Portland, Maine 04112-9540 - ------------------------------------------------------------------------------ (Address of principal executive offices) (Zip Code) (207) 761-8500 - ------------------------------------------------------------------------------ (Registrant's telephone number, including area code) Not Applicable - ------------------------------------------------------------------------------ (Former name, former address and former fiscal year, if changed since last report) ITEM 5. OTHER EVENTS On April 17, 1997, Peoples Heritage Financial Group, Inc. issued the press release which is included as Exhibit 99(a) hereto. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (a) Not applicable. (b) Not applicable. (c) The following exhibits are included with this Report: Exhibit 99(a) Press Release, dated April 17, 1997 2 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. PEOPLES HERITAGE FINANCIAL GROUP, INC. By: /S/ PETER J. VERRILL -------------------- Name: Peter J. Verrill Title: Executive Vice President, Chief Operating Officer, Chief Financial Officer and Treasurer Date: April 17, 1997 3 EX-99 2 EXHIBIT 99(A) PRESS RELESE DATED 4/17/97 EXHIBIT 99(a) PEOPLES HERITAGE FINANCIAL GROUP, INC. NEWS RELEASE For Immediate Release For Further Information, Contact Brian Arsenault, Corporate Communications Officer (207) 761-8517 Peoples Heritage Announces Repurchase Program Portland, Maine, April 17, 1997 -- Peoples Heritage Financial Group, Inc. (NASDAQ:PHBK) announced today that the Company's Board of Directors has authorized the repurchase of up to $100 million of the Company's outstanding common stock. Assuming a weighted average per share repurchase price of $29.125 (the per share closing price on April 16, 1997), the $100 million repurchase program would result in the repurchase of 3,433,476 shares, or 12.1% of the 28,424,722 shares of common stock outstanding as of March 31, 1997. The Company intends to fund the repurchase program from its working capital, including the $98.3 million of net proceeds obtained in connection with a recently completed offering of capital securities by a subsidiary trust. Repurchases are authorized to be made by the Company from time to time in open-market transactions as, in the opinion of management, market conditions warrant. The repurchased shares will be held as treasury stock and will be available for general corporate purposes. William J. Ryan, Chairman, President and Chief Executive Officer of the Company, stated: "Current market conditions, we believe, offer an opportunity to repurchase shares at a level below that which reflects the Company's earning prospects. We believe this is an opportunity to enhance shareholder value while maintaining the ability to make an accretive acquisition if one becomes available." Peoples Heritage Financial Group is a $5.5 billion multi-state bank holding and financial services company headquartered in Portland, Maine. The Company operates three bank franchises: Peoples Heritage Bank in Maine, Bank of New Hampshire in New Hampshire and Family Bank, with banking offices in northern Massachusetts and southern New Hampshire. Subsidiary businesses of one or more of the Company's banks include trust, investment and leasing services and mortgage banking. 4 -----END PRIVACY-ENHANCED MESSAGE-----