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AmSouth Reports Fourth Quarter Earnings Up 16 Percent to $.44 Per Share; Achieved Record Earnings in 2002.


Business Editors

BIRMINGHAM Birmingham, cities, United States
Birmingham (bûr`mĭnghăm')

1 City (1990 pop. 265,968), seat of Jefferson co., N central Ala., in the Jones Valley near the southern end of the Appalachian system; founded and inc.
, Ala ALA aminolevulinic acid.
Ala alanine.
ala (a´lah) pl. a´lae   [L.] a winglike process.
.--(BUSINESS WIRE)--Jan. 14, 2003

AmSouth Bancorporation AmSouth Bancorporation was a bank holding company headquartered in Birmingham, Alabama, operated as a subsidiary of Regions Financial Corporation. AmSouth was previously known as First National Bank of Birmingham first organized in 1872.  (NYSE NYSE

See: New York Stock Exchange
:ASO ASO arteriosclerosis obliterans.
ASO 1 Administrative services organization, see there 2 Allele-specific–oligonucleotide hybridization 3 Anti-streptolysin O, see there
) today reported earnings in the fourth quarter ended Dec. 31, 2002, of $.44 per diluted di·lute  
tr.v. di·lut·ed, di·lut·ing, di·lutes
1. To make thinner or less concentrated by adding a liquid such as water.

2. To lessen the force, strength, purity, or brilliance of, especially by admixture.
 share, a 16 percent increase from $.38 per diluted share in the fourth quarter of 2001. Net income for the fourth quarter of 2002 was $155.2 million versus $140.5 million for the same period in 2001.

For the year, reported earnings were $609.1 million compared with $536.3 million in 2001. Diluted earnings per share diluted earnings per share

An earnings measure calculated by dividing net income less preferred stock dividends for a period by the average number of shares of common stock that would be outstanding if all convertible securities were converted into shares of
 were $1.68 for the year, a 16 percent increase from $1.45 per share in 2001. Return on equity for 2002 was 20.1 percent, return on assets Return on assets (ROA)

Indicator of profitability. Determined by dividing net income for the past 12 months by total average assets. Result is shown as a percentage. ROA can be decomposed into return on sales (net income/sales) multiplied by asset utilization (sales/assets).
 was 1.58 percent and the efficiency ratio was 50.5 percent.

"In 2002, our focus on internal growth driven by the execution of our strategic initiatives resulted in a year of solid performance despite an extremely challenging environment," said Dowd Dowd is a derivation of an ancient surname which was once common in Ireland but is now quite rare. The name Dowd is an Anglicisation of the original Ui Dubhda, through its more common form O'Dowd.  Ritter rit·ter  
n. pl. ritter
A knight.



[German, from Middle High German riter, from Middle Dutch ridder, from r
, AmSouth's chairman, president and chief executive officer. "Strong loan and deposit growth during the quarter provides momentum as we enter the new year and we continue to be well-positioned for an improving economy."

AmSouth's fourth quarter performance resulted in a return on average equity of 20.0 percent, a return on average assets of 1.55 percent and an efficiency ratio of 50.0 percent.

Net interest income increased one percent on an annualized annualized

Of or relating to a variable that has been mathematically converted to a yearly rate. Inflation and interest rates are generally annualized since it is on this basis that these two variables are ordinarily stated and compared.
 basis compared to the third quarter, reaching $372.0 million. The net interest margin was 4.24 percent in the fourth quarter, declining 12 basis points from the third quarter.

Average loans grew by $1.9 billion, or 7.5 percent, to $26.8 billion compared with the same quarter in 2001, while low-cost deposits grew $1.3 billion, or 8.2 percent.

Noninterest income, which includes earnings from trust, investment management services and other sources of fee income, was $192.2 million, an increase of $6.3 million or 3.4 percent compared with the same quarter in 2001. Fourth quarter noninterest expenses were $288.2 million, down 6.5 percent compared with the same quarter in 2001.

Net charge-offs were .77 percent of average net loans in the fourth quarter of 2002, compared with .66 percent in the previous quarter. The loan loss provision for the quarter exceeded charge-offs by $1.7 million. The ratio of loan loss reserves to total loans was 1.40 percent, down 5 basis points from the previous quarter.

Total nonperforming assets Nonperforming asset

An asset that is not effectively producing income, such as an overdue loan.


nonperforming asset

An asset that produces no income.
 at Dec. 31, 2002, were $197.0 million, or .72 percent of loans net of unearned income Unearned Income

Any income that comes from investments and other sources unrelated to employment services.

Notes:
Examples of unearned income include interest from a savings account, bond interest, tips, alimony, and dividends from stock.
, foreclosed properties and repossessions, compared to $188.7 million or .72 percent in the previous quarter.

About AmSouth

AmSouth is a regional bank holding company headquartered in Birmingham with $41 billion in assets, 600 branch banking offices and 1,250 ATMs. AmSouth operates in Tennessee Tennessee, state, United States
Tennessee (tĕn`əsē', tĕn'əsē`), state in the south-central United States.
, Alabama Alabama, indigenous people of North America
Alabama (ăləbăm`ə), indigenous people of North America whose language belongs to the Muskogean branch of the Hokan-Siouan linguistic stock (see Native American languages).
, Florida Florida, state, United States
Florida (flôr`ĭdə, flŏr`–), state in the extreme SE United States. A long, low peninsula between the Atlantic Ocean (E) and the Gulf of Mexico (W), Florida is bordered by Georgia and
, Mississippi Mississippi, state, United States
Mississippi (mĭs'əsĭp`ē), one of the Deep South states of the United States. It is bordered by Alabama (E), the Gulf of Mexico (S), Arkansas and Louisiana, with most of the border formed by
, Louisiana Louisiana (ləwē'zēăn`ə, lē'–), state in the S central United States. It is bounded by Mississippi, with the Mississippi R.  and Georgia Georgia, country, Asia
Georgia (jôr`jə), Georgian Sakartvelo, Rus. Gruziya, officially Republic of Georgia, republic (2005 est. pop. 4,677,000), c.26,900 sq mi (69,700 sq km), in W Transcaucasia.
. AmSouth is a leader among regional banks in the Southeast Southeast or south east is the ordinal direction halfway between south and east. It the opposite of northwest.

Southeast or South East can refer to:
 in several key business segments, including consumer and commercial banking, small business banking, mortgage lending, equipment leasing Equipment Leasing is a financing option to lease equipment for a certain amount of time. Leasing Benefits
  • Control secondary market, offer the ability to up-grade and trade-in.
  • Converts cash buyers of small machines to larger, more expensive purchases.
, annuity annuity: see insurance.
annuity

Payment made at a fixed interval. A common example is the payment received by retirees from their pension plan. There are two main classes of annuities: annuities certain and contingent annuities.
 and mutual fund sales, and trust and investment management services. AmSouth also offers a complete line of banking products and services at its web site, www.amsouth.com.

Safe Harbor Safe Harbor

1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated.

2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive.
 statement

Statements made in this document which are not purely historical are forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
 as defined in the "Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and  of 1995," including any statements regarding descriptions of management's plans, objectives or goals for future operations, products or services, and forecasts of its revenues, earnings or other measures of performance.

Forward-looking statements are based on current management expectations and, by their nature, are subject to risks and uncertainties. A number of factors - many of which are beyond AmSouth's (the Company) control - could cause actual conditions, events or results to differ significantly from those described in the forward-looking statements. The Company's most recent annual report filed with the Securities and Exchange Commission on Form 10-K Form 10-K

A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information.


Form 10-K

See 10-K.
 for the year ended December December: see month.  31, 2001, and quarterly report on Form 10-Q Form 10-Q

See 10-Q.
 for the quarter ended September September: see month.  30, 2002, describe some of these factors which could cause results to differ materially from management's current expectations including, but not limited to: the execution of AmSouth's strategic initiatives; legislation; general economic conditions, especially in the Southeast; the performance of stock and bond markets; changes in interest rates, yield curves and interest rate spread relationships; deposit flows; the cost of funds Cost of Funds

The interest rate paid on an outstanding loan.

Notes:
Money isn't free! Cost of funds is the cost of borrowing money.
See also: Interest Rate



Cost of funds

Interest rate associated with borrowing money.
; cost of federal deposit insurance premiums; demand for loan products; demand for financial services The examples and perspective in this article or section may not represent a worldwide view of the subject.
Please [ improve this article] or discuss the issue on the talk page.
; competition; changes in the quality or composition of AmSouth's loan and investment portfolios including capital market inefficiencies that may affect the marketability Marketability

A negotiable security is said to have good marketability if there is an active secondary market in which it can easily be resold.


marketability

The ease with which an investment may be bought and sold in the secondary market.
 and valuation of available-for-sale securities; changes in accounting and tax principles, policies or guidelines guidelines,
n.pl a set of standards, criteria, or specifications to be used or followed in the performance of certain tasks.
; other economic, competitive, governmental, and regulatory reg·u·late  
tr.v. reg·u·lat·ed, reg·u·lat·ing, reg·u·lates
1. To control or direct according to rule, principle, or law.

2.
 factors affecting AmSouth's operations, products, services and prices; unexpected judicial actions and developments; and the outcome of litigation An action brought in court to enforce a particular right. The act or process of bringing a lawsuit in and of itself; a judicial contest; any dispute.

When a person begins a civil lawsuit, the person enters into a process called litigation.
, which is inherently uncertain and depends on the findings of judges and juries. To the extent that terrorist attacks or other geopolitical ge·o·pol·i·tics  
n. (used with a sing. verb)
1. The study of the relationship among politics and geography, demography, and economics, especially with respect to the foreign policy of a nation.

2.
a.
 conflicts cause a prolonged pro·long  
tr.v. pro·longed, pro·long·ing, pro·longs
1. To lengthen in duration; protract.

2. To lengthen in extent.
 negative impact on the economy, the effects may include: adverse changes in customers' borrowing, investing or spending patterns; market disruptions Market Disruption

A situation where markets cease to function in a regular manner, typically characterized by rapid and large market declines. Market disruptions can result from both physical threats to the stock exchange or a unusual trading (as in a crash).
; adverse effects on the performance of the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area.  and foreign equity markets; currency fluctuations; exchange controls; restriction restriction - A bug or design error that limits a program's capabilities, and which is sufficiently egregious that nobody can quite work up enough nerve to describe it as a feature.  of asset growth; negative effects on credit quality; and other effects that could adversely impact the performance, earnings and revenue growth of the financial services industry, including AmSouth.

Forward-looking statements speak only as of the date they are made. The Company does not undertake a duty to update forward-looking statements to reflect circumstances CIRCUMSTANCES, evidence. The particulars which accompany a fact.
     2. The facts proved are either possible or impossible, ordinary and probable, or extraordinary and improbable, recent or ancient; they may have happened near us, or afar off; they are public or
 or events that occur after the date the forward-looking statements are made.

To hear a webcast of the conference call with analysts at 2 p.m. CST CST
abbr.
1. Central Standard Time

2. convulsive shock treatment


CST Central Standard Time

Noun 1.
, January January: see month.  14, go to www.amsouth.com, click on "About AmSouth," then "Investor Relations Investor relations

The process by which the corporation communicates with its investors.
," and follow the links to the webcast.

EARNINGS SUMMARY
($'s in thousands
 except per share data)                      Three Months Ended
                                    ----------------------------------
                                       2002
                                    December 31 September 30  June 30
                                    ----------------------------------
Net interest income                   $372,037     $371,350  $382,133
Provision for loan losses               53,450       51,400    52,600
                                    ----------- ------------ ---------
Net interest income after provision    318,587      319,950   329,533
Noninterest revenue                    192,234      188,336   181,128
Noninterest expense excluding
 goodwill amortization                 288,238      282,996   292,795
Goodwill amortization                        -            -         -
                                    ----------- ------------ ---------
Income before income taxes             222,583      225,290   217,866
Income taxes                            67,376       69,289    65,497
                                    ----------- ------------ ---------
Net income                            $155,207     $156,001  $152,369
                                    =========== ============ =========

Earnings per common share                $0.44        $0.44     $0.42
Earnings per common share - diluted       0.44         0.43      0.42
Earnings per common share - diluted
 (excl. Goodwill)                         0.44         0.43      0.42
Average common shares outstanding      353,792      357,567   359,782
Average common shares outstanding -
 diluted                               356,784      361,961   364,756
End of period common shares
 outstanding                           353,424      357,787   360,359


                                                               Percent
                                           Three Months Ended   Change
                                          -------------------   Versus
                                                      2001       Prior
                                          March 31 December 31    Year
                                          --------- ------------------
Net interest income                       $378,194  $375,630    (1.0%)
Provision for loan losses                   56,100    53,600    (0.3%)
                                          --------- ---------
Net interest income after provision        322,094   322,030    (1.1%)
Noninterest revenue                        177,663   185,924     3.4%
Noninterest expense excluding
 goodwill amortization                     293,667   300,814    (4.2%)
Goodwill amortization                            -     7,328  (100.0%)
                                          --------- ---------
Income before income taxes                 206,090   199,812    11.4%
Income taxes                                60,520    59,291    13.6%
                                          --------- ---------
Net income                                $145,570  $140,521    10.5%
                                          ========= =========

Earnings per common share                    $0.40     $0.39    12.8%
Earnings per common share - diluted           0.40      0.38    15.8%
Earnings per common share - diluted
 (excl. Goodwill)                             0.40      0.40    10.0%
Average common shares outstanding          361,656   362,831
Average common shares outstanding -
 diluted                                   365,919   366,374
End of period common shares
 outstanding                               362,147   363,035


                                                              Percent
                                                YTD            Change
                                      -----------------------  Versus
                                         2002        2001       Prior
                                      December 31 December 31    Year
                                      ----------- --------------------
Net interest income                   $1,503,714  $1,394,884      7.8%
Provision for loan losses                213,550     187,100     14.1%
                                      ----------- -----------
Net interest income after provision    1,290,164   1,207,784      6.8%
Noninterest revenue                      739,361     748,222     (1.2%)
Noninterest expense excluding
 goodwill amortization                 1,157,696   1,156,009      0.1%
Goodwill amortization                          -      29,385   (100.0%)
                                      ----------- -----------
Income before income taxes               871,829     770,612     13.1%
Income taxes                             262,682     234,266     12.1%
                                      ----------- -----------
Net income                              $609,147    $536,346     13.6%
                                      =========== ===========

Earnings per common share                  $1.70       $1.46     16.4%
Earnings per common share - diluted         1.68        1.45     15.9%
Earnings per common share - diluted
 (excl. Goodwill)                           1.68        1.52     10.5%
Average common shares outstanding        358,176     367,404
Average common shares outstanding -
 diluted                                 362,329     370,948
End of period common shares
 outstanding                             353,424     363,035


KEY PERFORMANCE RATIOS
                                            Three Months Ended
                                    ----------------------------------
                                       2002
                                    December 31 September 30  June 30
                                    ----------- ------------ ---------
Average shareholders' equity to
 average total assets                     7.73%        7.93%     7.91%
End of period shareholders' equity to
 end of period total assets               7.68         7.88      7.99
Loans net of unearned income to
 total deposits                         100.13        98.70    100.49
Return on average assets (annualized)     1.55         1.60      1.61
Return on average shareholders' equity
 (annualized)                            20.01        20.19     20.36
Book value per common share              $8.82        $8.73     $8.53
Tangible book value per common share     $7.96        $7.88     $7.69
Net interest margin - taxable equivalent  4.24%        4.36%     4.61%
Efficiency ratio                         50.00        49.45     50.82

                                          Three Months Ended
                                          -------------------
                                                      2001
                                          March 31 December 31
                                          --------- ---------
Average shareholders' equity to
 average total assets                         7.88%     7.81%
End of period shareholders' equity to
 end of period total assets                   7.82      7.66
Loans net of unearned income to
 total deposits                              98.99     96.02
Return on average assets (annualized)         1.56      1.47
Return on average shareholders' equity
 (annualized)                                19.83     18.84
Book value per common share                  $8.25     $8.14
Tangible book value per common share         $7.41     $7.29
Net interest margin - taxable equivalent      4.65%     4.58%
Efficiency ratio                             51.60     53.06


                                                          YTD
                                                  -------------------
                                                    2002       2001
                                                December 31 December 31
                                                  --------   --------
Average shareholders' equity to
 average total assets                                7.86%     7.56%
End of period shareholders' equity to
 end of period total assets                          7.68      7.66
Loans net of unearned income to
 total deposits                                    100.13     96.02
Return on average assets (annualized)                1.58      1.40
Return on average shareholders' equity
 (annualized)                                       20.10     18.56
Book value per common share                         $8.82     $8.14
Tangible book value per common share                $7.96     $7.29
Net interest margin - taxable equivalent             4.46%     4.20%
Efficiency ratio                                    50.46     53.72



BALANCE SHEET SUMMARY                      Average Balance
($'s in thousands)                        Three Months Ended
                                --------------------------------------
                                   2002
                                December 31  September 30   June 30
                                ------------ ------------ ------------
Loans net of unearned income    $26,817,982  $25,877,960  $25,701,987
Total investment securities(a)    8,523,874    8,436,889    8,294,361
Interest-earning assets(a)       35,911,164   34,935,229   34,392,612
Total assets                     39,837,967   38,650,360   37,962,697
Noninterest-bearing deposits      5,050,493    4,892,434    4,852,478
Interest-bearing deposits        21,815,373   21,006,686   20,576,444
Total deposits                   26,865,866   25,899,120   25,428,922
Shareholders' equity              3,077,837    3,065,629    3,001,774


                                      Average Balance          Percent
                                    Three Months Ended          Change
                                ---------------------------     Versus
                                                   2001          Prior
                                   March 31     December 31       Year
                                --------------- ----------------------
Loans net of unearned income       $25,272,649  $24,947,167       7.5%
Total investment securities(a)       8,351,004    8,709,483      (2.1%)
Interest-earning assets(a)          34,109,717   34,209,666       5.0%
Total assets                        37,783,732   37,877,957       5.2%
Noninterest-bearing deposits         4,830,915    4,729,238       6.8%
Interest-bearing deposits           20,735,520   20,929,524       4.2%
Total deposits                      25,566,435   25,658,762       4.7%
Shareholders' equity                 2,976,874    2,959,787       4.0%


                                     Average Balance           Percent
                                           YTD                  Change
                                ------------------------        Versus
                                   2002         2001             Prior
                                December 31  December 31          Year
                                ------------ -------------------------
Loans net of unearned income    $25,921,769  $24,763,798          4.7%
Total investment securities(a)    8,402,103    8,711,280         (3.5%)
Interest-earning assets(a)       34,842,384   34,765,480          0.2%
Total assets                     38,564,568   38,238,393          0.9%
Noninterest-bearing deposits      4,907,143    4,593,103          6.8%
Interest-bearing deposits        21,036,391   21,323,078         (1.3%)
Total deposits                   25,943,534   25,916,181          0.1%
Shareholders' equity              3,030,901    2,889,248          4.9%

(a) Excludes adjustment for market valuation on available-for-sale
    securities and certain noninterest-earning marketable equity
    securities.


BALANCE SHEET SUMMARY                       Ending Balance
($'s in thousands)                              As of
                                --------------------------------------
                                   2002
                                December 31  September 30   June 30
                               ------------ ------------ ------------
Loans net of unearned income    $27,350,918  $26,286,850  $25,652,908
Total investment securities(b)    8,966,778    8,455,635    8,593,323
Interest-earning assets(b)       36,475,398   35,424,764   34,679,735
Total assets                     40,571,272   39,610,727   38,499,103
Noninterest-bearing deposits      5,494,657    5,181,668    4,981,783
Interest-bearing deposits        21,820,967   21,450,134   20,546,753
Total deposits                   27,315,624   26,631,802   25,528,536
Shareholders' equity              3,115,997    3,122,747    3,074,263


BALANCE SHEET SUMMARY                 Ending Balance           Percent
($'s in thousands)                         As of                Change
                                 --------------------------     Versus
                                                2001             Prior
                                  March 31   December 31          Year
                                ------------ -------------------------
Loans net of unearned income    $25,412,409  $25,124,493          8.9%
Total investment securities(b)    8,634,042    8,728,411          2.7%
Interest-earning assets(b)       34,771,599   34,598,122          5.4%
Total assets                     38,223,507   38,600,414          5.1%
Noninterest-bearing deposits      4,850,399    5,280,621          4.1%
Interest-bearing deposits        20,822,393   20,886,396          4.5%
Total deposits                   25,672,792   26,167,017          4.4%
Shareholders' equity              2,987,485    2,955,099          5.4%

(b) Excludes adjustment for market valuation on available-for-sale
    securities and certain noninterest-earning marketable equity
    securities.


LOANS NET OF UNEARNED INCOME                Ending Balance
($'s in thousands)                              As of
                                --------------------------------------
                                   2002
                                December 31  September 30   June 30
                                ------------ ------------ ------------
Commercial:
 Commercial & industrial         $6,931,333   $6,756,011   $6,719,040
 Commercial loans secured by
  real estate                     1,726,362    1,664,831    1,729,042
                                ------------ ------------ ------------
 Total commercial                 8,657,695    8,420,842    8,448,082
Commercial real estate            4,392,626    4,348,878    4,366,696
Consumer:
 Residential first mortgages      2,794,072    2,163,751    1,652,231
 Equity loans and lines           6,359,945    6,179,910    5,948,664
 Dealer indirect                  3,731,364    3,725,620    3,770,161
 Revolving credit                   541,165      519,326      510,427
 Other consumer                     874,051      928,523      956,647
                                ------------ ------------ ------------
 Total consumer                  14,300,597   13,517,130   12,838,130
                                ------------ ------------ ------------
Total loans net of unearned
 income                         $27,350,918  $26,286,850  $25,652,908
                                ============ ============ ============


LOANS NET OF UNEARNED INCOME
($'s in thousands)                       Ending Balance        Percent
                                              As of             Change
                                     ------------------------   Versus
                                                     2001        Prior
                                       March 31   December 31     Year
                                     ------------ --------------------
Commercial:
 Commercial & industrial              $6,775,951   $6,890,989     0.6%
 Commercial loans secured by
  real estate                          1,740,394    1,682,030     2.6%
                                     ------------ ------------
  Total commercial                     8,516,345    8,573,019     1.0%
Commercial real estate                 4,384,326    4,501,967    (2.4%)
Consumer:
 Residential first mortgages           1,819,727    1,666,287    67.7%
 Equity loans and lines                5,649,781    5,404,662    17.7%
 Dealer indirect                       3,529,131    3,382,092    10.3%
 Revolving credit                        499,683      519,761     4.1%
 Other consumer                        1,013,416    1,076,705   (18.8%)
                                     ------------ ------------
 Total consumer                       12,511,738   12,049,507    18.7%
                                     ------------ ------------
Total loans net of unearned income   $25,412,409  $25,124,493     8.9%
                                     ============ ============


NONPERFORMING ASSETS
($'s in thousands)

                  2002                                       2001
                  December 31 September 30 June 30  March 31 December 31

                      --------- --------- --------- --------- ---------
Nonaccrual loans      $158,829  $151,442  $152,684  $158,435  $159,274
Foreclosed properties   33,828    32,567    32,838    29,462    27,443
Repossessions            4,346     4,716     3,982     5,080     4,365
                      --------- --------- --------- --------- ---------
Total nonperforming
 assets               $197,003  $188,725  $189,504  $192,977  $191,082
                      ========= ========= ========= ========= =========

Nonperforming assets
 to loans net of
 unearned income,
 foreclosed
 properties and
 repossessions            0.72%     0.72%     0.74%     0.76%     0.76%


Accruing loans 90
 days past due         $91,045   $93,700   $91,376  $117,068  $116,576
                      ========= ========= ========= ========= =========


ALLOWANCE FOR LOAN LOSSES
($'s in thousands)
                   2002                                      2001
                   December 31 September 30 June 30 March 31 December 31
                      --------- --------- --------- --------- ---------
Balance at beginning
 of period            $379,878  $371,418  $367,819  $363,607  $360,717
Loans charged off      (61,334)  (53,928)  (59,857)  (62,806)  (60,582)
Recoveries of loans
 previously charged
 off                     9,585    10,988    10,856    10,918     9,872
                      --------- --------- --------- --------- ---------
 Net Charge-offs       (51,749)  (42,940)  (49,001)  (51,888)  (50,710)
Addition to allowance
 charged to expense     53,450    51,400    52,600    56,100    53,600
                      --------- --------- --------- --------- ---------
Balance at end of
 period               $381,579  $379,878  $371,418  $367,819  $363,607
                      ========= ========= ========= ========= =========

Allowance for loan
 losses to loans net
 of unearned income       1.40%     1.45%     1.45%     1.45%     1.45%
Net charge-offs to
 average loans net of
 unearned income(c)       0.77%     0.66%     0.76%     0.83%     0.81%
Allowance for loan
 losses to
 nonperforming loans    240.25%   250.84%   243.26%   232.16%   228.29%
Allowance for loan
 losses to
 nonperforming assets   193.69%   201.29%   195.99%   190.60%   190.29%

(c) Annualized


QUARTERLY AVERAGE DAILY BALANCES, REVENUE
 & EXPENSE SUMMARY, YIELDS & RATES            Three Months Ended
                                               December 31, 2002
                                         -----------------------------
(Taxable equivalent basis, $'s in          Average    Revenue/  Yield/
 thousands)                                Balance    Expense   Rate
                                         -----------------------------
ASSETS
Interest-earning assets:
 Loans net of unearned income            $26,817,982  $425,125   6.29%
 Available-for-sale securities:
  Taxable                                  4,223,650    79,130   7.43%
  Tax-free                                    62,395     1,161   7.38%
                                         ------------ ---------
   Total available-for-sale securities     4,286,045    80,291   7.43%
                                         ------------ ---------
 Held-to-maturity securities:
  Taxable                                  3,897,019    57,102   5.81%
  Tax-free                                   340,810     6,288   7.32%
                                         ------------ ---------
   Total held-to-maturity securities       4,237,829    63,390   5.93%
                                         ------------ ---------

 Total investment securities               8,523,874   143,681   6.69%
 Other interest-earning assets               569,308     2,562   1.79%
                                         ------------ ---------

Total interest-earning assets             35,911,164   571,368   6.31%
Cash and other assets                      4,120,379
Allowance for loan losses                   (381,463)
Market valuation on AFS securities           187,887
                                         ------------
                                         $39,837,967
                                         ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Interest-bearing liabilities:
 Interest-bearing demand deposits        $11,240,091    25,667   0.91%
 Savings deposits                          1,302,920     1,185   0.36%
 Time deposits                             6,461,664    56,989   3.50%
 Foreign time deposits                       675,778     1,795   1.05%
 Certificates of deposit of $100,000 or
  more                                     2,134,920    16,864   3.13%
 Federal funds purchased and securities
  sold under agreements to repurchase
                                          2,023,816     6,308    1.24%
 Other interest-bearing liabilities        6,464,030    78,335   4.81%
                                         ------------ ---------

  Total interest-bearing liabilities       30,303,219   187,143  2.45%
                                                      --------- ------
   Net interest spread                                           3.86%
                                                                ======

 Noninterest-bearing demand deposits       5,050,493
 Other liabilities                         1,406,418
 Shareholders' equity                      3,077,837
                                         ------------
                                         $39,837,967
                                         ============
  Net interest income/margin on a taxable
   equivalent basis                                    384,225   4.24%
                                                                ======

Taxable equivalent adjustment:
 Loans                                                   7,198
 Available-for-sale securities                           1,043
 Held-to-maturity securities                             3,947
                                                      ---------
  Total taxable equivalent adjustment                   12,188
                                                      ---------
   Net interest income                                 $372,037
                                                      =========


QUARTERLY AVERAGE DAILY BALANCES,
 REVENUE & EXPENSE SUMMARY, YIELDS &
 RATES                                        Three Months Ended
                                              September 30, 2002
                                         -----------------------------
(Taxable equivalent basis, $'s in          Average    Revenue/  Yield/
 thousands)                                Balance    Expense   Rate
                                         -----------------------------
ASSETS
Interest-earning assets:
 Loans net of unearned income            $25,877,960  $426,248   6.53%
 Available-for-sale securities:
  Taxable                                  4,256,356    84,266   7.85%
  Tax-free                                    64,756     1,252   7.67%
                                         ------------ ---------
   Total available-for-sale securities     4,321,112    85,518   7.85%
                                         ------------ ---------
 Held-to-maturity securities:
  Taxable                                   3,773,509    60,081   6.32%
  Tax-free                                    342,268     6,416   7.44%
                                         ------------ ---------
   Total held-to-maturity securities       4,115,777    66,497   6.41%
                                         ------------ ---------

 Total investment securities               8,436,889   152,015   7.15%
 Other interest-earning assets               620,380     4,263   2.73%
                                         ------------ ---------

 Total interest-earning assets            34,935,229   582,526   6.62%
 Cash and other assets                     3,914,917
 Allowance for loan losses                  (377,708)
 Market valuation on AFS securities          177,922
                                         ------------
                                         $38,650,360
                                         ============
LIABILITIES AND SHAREHOLDERS' EQUITY
Interest-bearing liabilities:
 Interest-bearing demand deposits        $10,572,606    30,668   1.15%
 Savings deposits                          1,309,966     1,878   0.57%
 Time deposits                             6,462,647    59,145   3.63%
 Foreign time deposits                       482,911     1,668   1.37%
 Certificates of deposit of $100,000 or
  more                                     2,178,556    18,140   3.30%
 Federal funds purchased and securities
  sold under agreements to repurchase      1,973,865     7,452   1.50%
 Other interest-bearing liabilities        6,406,880    79,613   4.93%
                                         ------------ ---------

  Total interest-bearing liabilities      29,387,431   198,564   2.68%
                                                      --------- ------
   Net interest spread                                           3.94%
                                                                ======

 Noninterest-bearing demand deposits       4,892,434
 Other liabilities                         1,304,866
 Shareholders' equity                      3,065,629
                                         ------------
                                         $38,650,360
                                         ============
  Net interest income/margin on a taxable
   equivalent basis                                    383,962   4.36%
                                                                ======

Taxable equivalent adjustment:
 Loans                                                   7,428
 Available-for-sale securities                           1,152
 Held-to-maturity securities                             4,032
                                                      ---------
  Total taxable equivalent adjustment                   12,612
                                                      ---------
   Net interest income                                $371,350
                                                      =========


QUARTERLY AVERAGE DAILY BALANCES,
 REVENUE & EXPENSE SUMMARY, YIELDS &
 RATES                                        Three Months Ended
                                               December 31, 2001
                                         -----------------------------
(Taxable equivalent basis, $'s in          Average    Revenue/  Yield/
 thousands)                                Balance    Expense   Rate
                                         -----------------------------
ASSETS
Interest-earning assets:
 Loans net of unearned income            $24,947,167  $463,816   7.38%
 Available-for-sale securities:
  Taxable                                  4,404,328    84,852   7.64%
  Tax-free                                    79,009     1,580   7.93%
                                         ------------ ---------
   Total available-for-sale securities     4,483,337    86,432   7.65%
                                         ------------ ---------
 Held-to-maturity securities:
  Taxable                                  3,884,256    64,628   6.60%
  Tax-free                                   341,890     6,401   7.43%
                                         ------------ ---------
   Total held-to-maturity securities       4,226,146    71,029   6.67%
                                         ------------ ---------

 Total investment securities               8,709,483   157,461   7.17%
 Other interest-earning assets               553,016     5,711   4.10%
                                         ------------ ---------

 Total interest-earning assets            34,209,666   626,988   7.27%
 Cash and other assets                     3,841,728
 Allowance for loan losses                  (359,404)
 Market valuation on AFS securities          185,967
                                         ------------
                                         $37,877,957
                                         ============
LIABILITIES AND SHAREHOLDERS' EQUITY
Interest-bearing liabilities:
 Interest-bearing demand deposits        $10,298,075    36,367   1.40%
 Savings deposits                          1,227,991     2,347   0.76%
 Time deposits                             6,991,178    78,340   4.45%
 Foreign time deposits                       360,579     1,430   1.57%
 Certificates of deposit of $100,000 or
  more                                     2,051,701    23,334   4.51%
 Federal funds purchased and securities
  sold under agreements to repurchase      2,035,112     8,239   1.61%
 Other interest-bearing liabilities        6,164,694    82,086   5.28%
                                         ------------ ---------

  Total interest-bearing liabilities      29,129,330   232,143   3.16%
                                                      --------- ------

   Net interest spread                                           4.11%
                                                                ======

 Noninterest-bearing demand deposits       4,729,238
 Other liabilities                         1,059,602
 Shareholders' equity                      2,959,787
                                         ------------
                                         $37,877,957
                                         ============
  Net interest income/margin on a taxable
   equivalent basis                                    394,845   4.58%
                                                                ======

Taxable equivalent adjustment:
 Loans                                                  13,951
 Available-for-sale securities                           1,277
 Held-to-maturity securities                             3,987
                                                      ---------
  Total taxable equivalent adjustment                   19,215
                                                      ---------
   Net interest income                                $375,630
                                                      =========

NOTE: The taxable equivalent adjustment has been computed based on the
    statutory federal income tax rate, adjusted for applicable state
    income taxes net of the related federal tax benefit. Loans net of
    unearned income includes nonaccrual loans for all periods
    presented. Available-for-sale securities excludes certain
    noninterest-earning, marketable equity securities. Statement 133
    valuation adjustments related to time deposits, certificates of
    deposit of $100,000 or more and other interest-bearing liabilities
    are included in other liabilities.


AVERAGE DAILY BALANCES, REVENUE &
 EXPENSE SUMMARY, YIELDS & RATES
                                                 Year-To-Date
                                              December 31, 2002
(Taxable equivalent basis, $'s in      -------------------------------
 thousands)                              Average     Revenue/   Yield/
                                         Balance     Expense    Rate
                                       ------------ ----------- ------
ASSETS
Interest-earning assets:
 Loans net of unearned income          $25,921,769  $1,717,818   6.63%
 Available-for-sale securities:
  Taxable                                4,251,715     335,083   7.88%
  Tax-free                                  67,399       5,244   7.78%
                                       ------------ -----------
   Total available-for-sale securities   4,319,114     340,327   7.88%
                                       ------------ -----------
 Held-to-maturity securities:
  Taxable                                3,741,238     235,749   6.30%
  Tax-free                                 341,751      25,574   7.48%
                                       ------------ -----------
   Total held-to-maturity securities     4,082,989     261,323   6.40%
                                       ------------ -----------

 Total investment securities             8,402,103     601,650   7.16%
 Other interest-earning assets             518,512      16,740   3.23%
                                       ------------ -----------

Total interest-earning assets           34,842,384   2,336,208   6.71%
Cash and other assets                    3,941,255
Allowance for loan losses                 (374,340)
Market valuation on AFS securities         155,269
                                       ------------
                                       $38,564,568
                                       ============
LIABILITIES AND SHAREHOLDERS' EQUITY
Interest-bearing liabilities:
 Interest-bearing demand deposits      $10,706,524     114,290   1.07%
 Savings deposits                        1,300,563       6,769   0.52%
 Time deposits                           6,481,688     241,013   3.72%
 Foreign time deposits                     467,926       5,894   1.26%
 Certificates of deposit of $100,000 or
  more                                   2,079,690      70,727   3.40%
 Federal funds purchased and securities
  sold under agreements to repurchase    2,012,721      27,693   1.38%
 Other interest-bearing liabilities      6,341,991     315,090   4.97%
                                       ------------ -----------

  Total interest-bearing liabilities    29,391,103     781,476   2.66%
                                                    ----------- ------

   Net interest spread                                           4.05%
                                                                ======

Noninterest-bearing demand deposits      4,907,143
Other liabilities                        1,235,421
Shareholders' equity                     3,030,901
                                       ------------
                                       $38,564,568
                                       ============
   Net interest income/margin on a taxable
    equivalent basis                                 1,554,732   4.46%
                                                                ======

Taxable equivalent adjustment:
 Loans                                                  30,459
 Available-for-sale securities                           4,705
 Held-to-maturity securities                            15,854
                                                    -----------
  Total taxable equivalent adjustment                   51,018
                                                    -----------
   Net interest income                              $1,503,714
                                                    ===========


AVERAGE DAILY BALANCES, REVENUE &
 EXPENSE SUMMARY, YIELDS & RATES
                                                Year-To-Date
                                              December 31, 2001
(Taxable equivalent basis, $'s in      -------------------------------
 thousands)                              Average     Revenue/   Yield/
                                         Balance     Expense    Rate
                                       ------------ ----------- ------
ASSETS
Interest-earning assets:
 Loans net of unearned income          $24,763,798  $2,001,444   8.08%
 Available-for-sale securities:
  Taxable                                4,204,448     324,128   7.71%
  Tax-free                                  86,312       6,725   7.79%
                                       ------------ -----------
  Total available-for-sale securities    4,290,760     330,853   7.71%
                                       ------------ -----------
 Held-to-maturity securities:
  Taxable                                4,077,180     274,209   6.73%
  Tax-free                                 343,340      25,422   7.40%
                                       ------------ -----------
   Total held-to-maturity securities     4,420,520     299,631   6.78%
                                       ------------ -----------

 Total investment securities             8,711,280     630,484   7.24%
 Other interest-earning assets           1,290,402      66,303   5.14%
                                       ------------ -----------

Total interest-earning assets           34,765,480   2,698,231   7.76%
Cash and other assets                    3,738,404
Allowance for loan losses                 (375,904)
Market valuation on AFS securities         110,413
                                       ------------
                                       $38,238,393
                                       ============
LIABILITIES AND SHAREHOLDERS' EQUITY
Interest-bearing liabilities:
 Interest-bearing demand deposits       $9,999,114     253,996   2.54%
 Savings deposits                        1,218,198      15,714   1.29%
 Time deposits                           7,508,706     407,071   5.42%
 Foreign time deposits                     321,620       9,813   3.05%
 Certificates of deposit of $100,000 or
  more                                   2,275,440     125,919   5.53%
 Federal funds purchased and securities
  sold under agreements to repurchase    2,194,659      72,888   3.32%
 Other interest-bearing liabilities      6,280,175     354,255   5.64%
                                       ------------ -----------

  Total interest-bearing liabilities    29,797,912   1,239,656   4.16%
                                                    ----------- ------

   Net interest spread                                           3.60%
                                                                ======

Noninterest-bearing demand deposits      4,593,103
Other liabilities                          958,130
Shareholders' equity                     2,889,248
                                       ------------
                                       $38,238,393
                                       ============
   Net interest income/margin on a
    taxable equivalent basis                         1,458,575   4.20%
                                                                ======

Taxable equivalent adjustment:
 Loans                                                  42,642
 Available-for-sale securities                           4,999
 Held-to-maturity securities                            16,050
                                                    -----------
  Total taxable equivalent adjustment                   63,691
                                                    -----------
  Net interest income                               $1,394,884
                                                    ===========

NOTE: The taxable equivalent adjustment has been computed based on the
    statutory federal income tax rate, adjusted for applicable state
    income taxes net of the related federal tax benefit. Loans net of
    unearned income includes nonaccrual loans for all periods
    presented. Available-for-sale securities excludes certain
    noninterest-earning, marketable equity securities. Statement 133
    valuation adjustments related to time deposits, certificates of
    deposit of $100,000 or more and other interest-bearing liabilities
    are included in other liabilities.


NONINTEREST REVENUES
($'s in thousands)                          Three Months Ended
                                    ----------------------------------
                                       2002
                                    December 31 September 30  June 30
                                    ----------- ------------ ---------
Service charges on deposit accounts    $78,873      $77,672   $67,551
Trust income                            24,829       25,357    27,373
Consumer investment services income     16,329       18,912    21,641
Bank owned life insurance               13,629       14,587    15,046
Bankcard income                          6,550        6,475     6,163
Mortgage income                          6,691        7,112     4,469
Interchange income                      16,971       16,418    16,165
Portfolio income                         5,541        4,267     4,136
Other noninterest revenues              22,821       17,536    18,584
                                    ----------- ------------ ---------
 Noninterest revenues                 $192,234     $188,336  $181,128
                                    =========== ============ =========

                                                               Percent
NONINTEREST REVENUES                       Three Months Ended   Change
($'s in thousands)                        --------------------- Versus
                                                        2001     Prior
                                           March 31 December 31   Year
                                          ---------- -----------------
Service charges on deposit accounts         $65,130   $66,961   17.8%
Trust income                                 27,869    26,940   (7.8%)
Consumer investment services income          20,911    23,023  (29.1%)
Bank owned life insurance                    16,637    13,453    1.3%
Bankcard income                               5,804     5,774   13.4%
Mortgage income                               5,876    12,594  (46.9%)
Interchange income                           13,875    15,123   12.2%
Portfolio income                              3,567     3,389   63.5%
Other noninterest revenues                   17,994    18,667   22.3%
                                          ---------- ---------
 Noninterest revenues                      $177,663  $185,924    3.4%
                                          ========== =========


                                                               Percent
                                                  YTD           Change
                                         ---------------------  Versus
                                            2002       2001      Prior
                                        December 31 December 31   Year
                                         ----------- -----------------
Service charges on deposit accounts        $289,226  $258,089    12.1%
Trust income                                105,428   112,078    (5.9%)
Consumer investment services income          77,793    95,387   (18.4%)
Bank owned life insurance                    59,899    53,846    11.2%
Bankcard income                              24,992    21,454    16.5%
Mortgage income                              24,148    32,627   (26.0%)
Interchange income                           63,429    56,581    12.1%
Portfolio income                             17,511    13,191    32.7%
Other noninterest revenues                   76,935   104,969   (26.7%)
                                         ----------- ---------
 Noninterest revenues                      $739,361  $748,222    (1.2%)
                                         =========== =========



NONINTEREST EXPENSES
($'s in thousands)                          Three Months Ended
                                    ----------------------------------
                                       2002
                                    December 31 September 30  June 30
                                    ----------- ------------ ---------
Salaries and employee benefits        $154,229     $151,482  $152,824
Net occupancy expense                   30,530       30,011    29,474
Equipment expense                       29,030       30,155    30,115
Marketing expense                        8,941        8,903     8,719
Postage and supplies expense            11,972       11,973    12,192
Communications expense                   5,491        5,788     8,257
Professional fees                        7,447        8,074     8,804
Other noninterest expenses              40,598       36,610    42,410
                                    ----------- ------------ ---------
 Noninterest expenses excluding
  amortization of goodwill             288,238      282,996   292,795
Goodwill amortization                        -            -         -

                                    ----------- ------------ ---------
 Noninterest expenses                 $288,238     $282,996  $292,795
                                    =========== ============ =========



NONINTEREST EXPENSES
($'s in thousands)                                             Percent
                                          Three Months Ended    Change
                                          ------------------    Versus
                                                      2001       Prior
                                          March 31  December 31   Year
                                          --------- ------------------
Salaries and employee benefits            $156,803  $151,949      1.5%
Net occupancy expense                       28,533    29,295      4.2%
Equipment expense                           29,429    32,128     (9.6%)
Marketing expense                            9,046     8,271      8.1%
Postage and supplies expense                12,954    12,974     (7.7%)
Communications expense                       8,902     9,202    (40.3%)
Professional fees                            6,726     8,746    (14.9%)
Other noninterest expenses                  41,274    48,249    (15.9%)
                                          --------- ---------
 Noninterest expenses excluding
  amortization of goodwill                 293,667   300,814     (4.2%)
Goodwill amortization                            -     7,328   (100.0%)

                                          --------- ---------
 Noninterest expenses                     $293,667  $308,142     (6.5%)
                                          ========= =========



NONINTEREST EXPENSES

($'s in thousands)
                                                               Percent
                                                YTD             Change
                                      -----------------------   Versus
                                         2002        2001        Prior
                                      December 31 December 31     Year
                                      ----------- --------------------
Salaries and employee benefits          $615,338    $594,450      3.5%
Net occupancy expense                    118,548     113,174      4.7%
Equipment expense                        118,729     122,621     (3.2%)
Marketing expense                         35,609      34,812      2.3%
Postage and supplies expense              49,091      49,472     (0.8%)
Communications expense                    28,438      40,484    (29.8%)
Professional fees                         31,051      28,433      9.2%
Other noninterest expenses               160,892     172,563     (6.8%)
                                      ----------- -----------
 Noninterest expenses excluding
  amortization of goodwill             1,157,696   1,156,009      0.1%
Goodwill amortization                          -      29,385   (100.0%)
                                      ----------- -----------
 Noninterest expenses                 $1,157,696  $1,185,394     (2.3%)
                                      =========== ===========



INTANGIBLE ASSETS
($'s in thousands)
                               Ending Balance
                                   As of                       Percent
             -------------------------------------------------  Change                                                Prior
          2002                                      2001        Versus
          December 31 September 30 June 30 March 31 December 31  Prior
                                                                  Year
             --------- --------- --------- --------- -----------------
Goodwill     $288,365  $288,365  $288,365  $288,365  $288,365     0.0%
Core deposit
 and other
 intangibles   13,535    14,760    15,984    17,334    18,696   (27.6%)
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