Exhibit 99.1
FOR IMMEDIATE RELEASE
June 19, 2009
Contacts:
|
|
|
|
|
|
|
Analysts
|
|
|
|
Media |
|
|
Jay Gould
|
|
(614) 480-4060
|
|
Maureen Brown
|
|
(614) 480-5512 |
Jim Graham
|
|
(614) 480-3878
|
|
Jeri Grier
|
|
(614) 480-5413 |
HUNTINGTON BANCSHARES INCORPORATED ANNOUNCES COMPLETION OF
CASH TENDER OFFER FOR CERTAIN TRUST PREFERRED SECURITIES;
$46.2 MILLION AFTER-TAX GAIN EXPECTED
COLUMBUS, Ohio Huntington Bancshares Incorporated (NASDAQ: HBAN;
www.huntington.com) today announced the results of its previously announced offer to
purchase for cash (the Tender Offer) a portion of outstanding trust preferred securities of
Huntington Capital I, Huntington Capital II and Huntington Capital III, as set forth in the table
below, which is expected to result in a $46.2 million after-tax gain. All capitalized terms used
but not defined in this press release shall have the meanings ascribed to them in the Offer to
Purchase dated as of May 21, 2009, relating to the Tender Offer.
The Tender Offer expired at 11:59 p.m., New York City time, on June 18, 2009 (the Expiration
Date). As of the Expiration Date, $166.3 million aggregate liquidation amount of Securities were
validly tendered for purchase, according to information provided by Global Bondholder Services
Corporation, the Depositary and Information Agent with respect to the Tender Offer. Huntington has
accepted for purchase all Securities validly tendered and not validly withdrawn. This will result
in an aggregate purchase price of approximately $96.2 million for the Securities, representing the
aggregate Total Consideration for the Securities and the applicable accrued and unpaid
distributions on the Securities, to be paid by Huntington on the expected settlement date for the
Tender Offer, June 23, 2009 (the Settlement Date). After settlement of the Tender Offer, $303.9
million aggregate liquidation amount of Securities not held by Huntington will remain outstanding.
The table below sets forth in detail the amount of each issue of Securities validly tendered
and accepted for purchase as of the Expiration Date.
-1-
TABLE OF COMPANY SECURITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Aggregate |
|
|
|
|
Aggregate |
|
Aggregate |
|
Liquidation Amount |
|
|
|
|
Liquidation |
|
Liquidation Amount |
|
Not Held By |
|
|
|
|
Amount |
|
Tendered and |
|
Huntington to be |
|
|
|
|
Outstanding |
|
Accepted for |
|
Outstanding After |
|
|
CUSIP |
|
as of May 20, |
|
Purchase as of |
|
Settlement on June 23, |
Title of Security |
|
Numbers |
|
2009 |
|
June 18, 2009 |
|
2009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Huntington Capital
I Floating Rate
Capital Securities
|
|
446283 AD5, 446283
AA1 or U44558 AA9
|
|
$ |
152,180,000 |
|
|
$ |
19,550,000 |
|
|
$ |
132,630,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Huntington Capital
II Floating Rate
Capital Securities,
Series B
|
|
446284 AA9
|
|
$ |
68,000,000 |
|
|
$ |
11,000,000 |
|
|
$ |
57,000,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Huntington Capital
III 6.65% Trust
Preferred
Securities
|
|
44628M AA9
|
|
$ |
250,000,000 |
|
|
$ |
135,715,000 |
|
|
$ |
114,285,000 |
|
Goldman, Sachs & Co. served as Dealer Manager in connection with the Tender Offer. Global
Bondholder Services Corporation served as Depositary and Information Agent in connection with the
Tender Offer.
Recap of Capital Raising Program
With the completion of this cash tender offer, we have raised $567 million of the $675
million we targeted on May 20, 2009, said Stephen D. Steinour, chairman, president, and chief
executive officer. This includes $449 million of common equity resulting from the issuance of
common shares, significantly higher than the originally targeted $350 million. We continue to be
very pleased with the investor reception and desire to hold our common shares. This reflects well
on increasing investor confidence in Huntingtons future prospects. We continue to work on the
remaining other actions targeted to further improve our regulatory common equity and expect to have
much of that completed this quarter.
We believe we are close to having all of the targeted capital resources to weather an adverse
credit scenario similar to that used by the government in its recently announced stress tests of
the countrys 19 largest bank holding companies, he continued. While credit losses are expected
to remain elevated for the foreseeable future, we still believe actual credit losses could be
significantly less than modeled in the stress scenario. As such, we continue to believe we are
better positioned to eventually repay our $1.4 billion of TARP capital.
-2-
Regulatory Common Equity Raise Update
|
|
|
|
|
|
|
|
|
|
|
5/20/09 |
|
6/18/09 |
($ MM) |
|
Targeted |
|
Completed |
|
|
|
Common stock issuance |
|
$ |
350.0 |
|
|
$ |
448.6 |
|
Cash tender offer of certain trust preferred securities (1) |
|
|
75.0 |
|
|
|
46.2 |
|
Other actions (2) |
|
|
250.0 |
|
|
|
72.3 |
|
|
|
|
|
|
$ |
675.0 |
|
|
$ |
567.1 |
|
|
|
|
(1) |
|
Increase to regulatory common equity will be recognized after settlement and upon retirement of
the trust preferred securities purchased in the tender offer and the
cancellation of the corresponding debentures issued by Huntington and
held by the trusts. |
|
(2) |
|
$72.3 million through 6/18/09 represents conversion of preferred stock. Other potential
actions include additional liability management initiatives, exchange of other capital instruments,
adoption of new accounting standard FSP FAS 115-2 and FAS 124-2, Recognition and Presentation of
Other-Than-Temporary Impairments, and other management initiatives. |
The table below highlights the estimated pro forma impact of all actions completed through
June 18, 2009 on March 31, 2009 capital ratios:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1Q09 |
|
|
As Reported |
|
|
Pro Forma |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Completed |
|
|
4Q08 |
|
1Q09 |
|
|
Actions (2) |
|
|
|
|
|
|
Tangible Common Equity / Tangible Assets (1) |
|
|
4.04 |
% |
|
|
4.65 |
% |
|
|
|
6.05 |
% |
Tier 1 Common |
|
|
5.04 |
|
|
|
5.64 |
|
|
|
|
7.18 |
|
Tier 1 Risk-based Capital Ratio |
|
|
10.72 |
|
|
|
11.16 |
|
|
|
|
12.13 |
|
Total Risk-based Capital Ratio |
|
|
13.91 |
|
|
|
14.28 |
|
|
|
|
15.25 |
|
|
|
|
(1) |
|
Excludes deferred tax liability on intangible assets. |
|
(2) |
|
Includes $120.0 million of common equity issued through Discretionary Equity
Issuance programs and $20.0 million of common equity from the conversion of preferred
stock through
5/20/09, plus the completed items through 6/18/09 as described above. |
Forward-looking Statement
This press release contains certain forward-looking statements, including certain plans,
expectations, goals, projections, and statements, which are subject to numerous assumptions, risks,
and uncertainties. Actual results could differ materially from those contained or implied by such
statements for a variety of factors including: (1) deterioration in the loan portfolio could be
worse than expected due to a number of factors such as the underlying value of the collateral could
prove less valuable than otherwise assumed and assumed cash flows may be worse than expected; (2)
changes in economic conditions; (3) movements in interest rates; (4) competitive pressures on
product pricing and services; (5) success and timing of other business strategies; (6) the nature,
extent, and timing of governmental actions and reforms, including existing and potential future
restrictions and limitations imposed in connection with the Troubled Asset Relief Programs
voluntary Capital Purchase Plan or otherwise under the Emergency Economic Stabilization Act of
2008; and (7) extended disruption of vital infrastructure. Additional factors that could cause
results to differ materially from those described above can be found in Huntingtons 2008 Annual
Report on
Form 10-K, and documents subsequently filed by Huntington with the Securities and
Exchange
-3-
Commission. All forward-looking statements included in this release are based on
information available at the time of the release. Huntington assumes no obligation to update any
forward-looking statement.
About Huntington
Huntington Bancshares Incorporated is a $52 billion regional bank holding company
headquartered in Columbus, Ohio. Huntington has more than 143 years of serving the financial needs
of its customers. Through our subsidiaries, including our banking subsidiary, The Huntington
National Bank, we provide full-service commercial and consumer banking services, mortgage banking
services, equipment leasing, investment management, trust services, brokerage services, customized
insurance service program, and other financial products and services. Our over 600 banking offices
are located in Indiana, Kentucky, Michigan, Ohio, Pennsylvania, and West Virginia. Huntington also
offers retail and commercial financial services online at huntington.com; through its
technologically advanced, 24-hour telephone bank; and through its network of almost 1,400 ATMs.
The Auto Finance and Dealer Services group offers automobile loans to consumers and commercial
loans to automobile dealers within our six-state banking franchise area. Selected financial
service activities are also conducted in other states including: Private Financial Group offices in
Florida and Mortgage Banking offices in Maryland and New Jersey. International banking services are
available through the headquarters office in Columbus and a limited purpose office located in both
the Cayman Islands and Hong Kong.
###
-4-