Highlights of Annual Report 1995

Summary
In 1995, the Handelsbanken Group increased its profit by 21% to SEK 5 billion. The result before loan losses went up by 6%. Return on shareholders’ equity after tax rose to 14.7%.

The capital ratio increased to 14.2% and the tier 1 capital ratio to 10.3%.

The Board of Directors recommends that the dividend be raised to SEK 3.75 per share and that the shares in Näckebro be distributed to the shareholders.

Increased result before and after loan losses
The Handelsbanken Group’s profit went up to SEK 4 960M (4 107). The improved result is due to higher income and lower loan losses.

The result before loan losses turned upwards, increasing by 6%.

Income went up by 9%.

Net interest income increased by 7% in spite of shrinking interest margins. This was due to a rise in the Bank’s lending volume, chiefly through significantly increased corporate lending. Net interest income was also positively affected by a decrease in bad debts.

Commission rose by 18%. International commission showed a sharp rise while investment banking commission fell slightly.

Of other income, net operating income in the Näckebro Group was SEK 444M (434).

Total expenses were up by 11%, mainly as a result of the expansion of the Bank’s Nordic operations and contractual salary increments.

Lower loan losses
Loan losses fell by 15% to SEK 2 392M or 0.8% of lending (1.0).

Bad debts fell by 42% to SEK 2 777M or 1.0% of lending (1.8).

Increased capital ratio
The Handelsbanken Group’s capital ratio went up to 14.2% (13.7). The tier 1 capital ratio increased to 10.3% (9.3).

Earnings per share and dividend
Operating profit per ordinary share after standard national tax was SEK 15.11 (12.41). Net earnings per ordinary share were SEK 17.85 (10.14).

The Board recommended a dividend on the ordinary shares, series A and B, of SEK 3.75 (3.00). The dividend on the index shares, which according to the Bank’s Articles of Association is to follow the consumer price index, will be SEK 0.80 (0.80). In accordance with the Articles of Association, the dividend on preference shares will be SEK 0.45 on series A and SEK 0.60 on series B.

The recommended dividend represents SEK 871.8M (700.6).

In addition, the Board proposes that the shares in Fastighets AB Näckebro be distributed to the holders of ordinary shares, which represents SEK 3 005.1M.

Distribution of Näckebro
The Board of Directors of Handelsbanken is proposing to the 1996 Annual General Meeting that all shares in the Bank’s property company, Fastighets AB Näckebro, be distributed to the Bank’s holders of ordinary shares. For shareholders in Sweden, this is possible without tax being payable, as a result of a change in the legal situation last autumn. It is expected that Näckebro will be listed on the Stockholm Stock Exchange at the end of June 1996.

The procedure and preliminary schedule appear in an appendix to this press release (see page 12). Further information will be sent to Handelsbanken’s shareholders at the beginning of April in order to assist them in the decision-making process ahead of the Annual General Meeting.

Background and reasons
Näckebro is a wholly-owned subsidiary of Handelsbanken. Since 1992, Näckebro has owned and managed properties which the Handelsbanken Group has acquired to protect its claims. The company has not acquired any properties of this kind since 1994.

For Handelsbanken, the separation of Näckebro means that the Bank can concentrate on its banking operations. Property management is not part of the core operations of a universal bank.

Näckebro will be able to structure its property stock by both buying and selling properties - as a bank-owned property company, Näckebro is not allowed to buy properties in the market.

For the shareholders, the distribution means that they will themselves be able to decide whether they want to own a property company.

Näckebro
At the year-end, Näckebro’s property stock consisted of 186 properties with a total rentable area of around 820 000 sq.m., most of them centrally-situated in Stockholm, Göteborg, Malmö and London. Properties in these locations represented 70% of total rental income during 1995 and 68% of total rentable area at the year-end. The remaining properties were situated in a total of 33 locations. Commercial premises represented 71% of total rental income during 1995 and 68% of total rentable area at the year-end.

At the end of 1995, the vacancy rate was 9.4% measured as lost rental income and 12.4% measured as a proportion of the total rentable area.

Näckebro’s property income including state interest subsidies was SEK 698M in 1995. Net operating income before depreciation was SEK 431M. Direct yield (net operating surplus including interest subsidies as a percentage of book value) was 7.1% in Sweden, 6.8% abroad and 7.0% for the whole of Näckebro. The book value of the property stock was SEK 6 448M after depreciation of SEK 93M.

Before the shares in Näckebro are distributed, the company will be given a capital injection from Handelsbanken amounting to SEK 3 000M. After this, Näckebro’s equity will be SEK 3 383M, of which around SEK 2 000M is restricted. The equity/assets ratio is nearly 50%, which gives Näckebro a good opportunity of participating actively in structural transactions in the property market. After the stock market launch, Näckebro will be one of the strongest property companies on the Stockholm Stock Exchange. A new Board will be appointed for Näckebro. The present President of Näckebro, Bo Strage, will return to Handelsbanken after a new President has been appointed.

Consequences for Handelsbanken and Näckebro
In order to clarify the consequences of the distribution for the Handelsbanken Group and Näckebro, the Bank has drawn up pro-forma profit and loss accounts for 1995 and balance sheets as at 31 December 1995 as they would have been if the distribution of Näckebro had taken place in 1995. These appear below under the heading Handelsbanken and Näckebro pro-forma 1995. With the assumptions made there, the following effects can be seen.

FOR THE HANDELSBANKEN GROUP

  • Return on shareholders’ equity increases from 14.7% to 16.7%.
  • Operating profit per ordinary share decreases from SEK 15.11 to SEK 14.73.
  • Net earnings per ordinary share decrease from SEK 17.85 to SEK 17.30.
  • Shareholders’ equity per ordinary share decreases from SEK 110.08 to SEK 95.88.
  • The capital ratio decreases from 14.1% to 12.9%.
  • Tier 1 capital ratio decreases from 10.3% to 9.0%.

FOR THE NÄCKEBRO GROUP

  • Net earnings per share are SEK 2.75.
  • Equity/assets ratio is 47.8%.
  • Shareholders’ equity per share is SEK 142.00.

A forecast for Näckebro in 1996 will be given in the information material sent out before the Annual General Meeting.

Arne Mårtensson
President and Group Chief Executive

The Bank’s Annual Report will be sent to shareholders in April. The interim report for the first quarter of 1996 will be published on 22 April 1996. The Annual General Meeting of Svenska Handelsbanken will be held in Stockholm on Tuesday, 23 April 1996.

Profit and loss account
Svenska Handelsbanken Group 1995 1994 Change
  SEK M SEK M %
Net interest income 1) 9 904 9 273 + 7
Commission 3 012 2 561 + 18
Other income 786 788 -

Total operating income
13 702 12 622 + 9

Personnel expenses
3 383 3 001 + 13
Other expenses 2 967 2 705 + 10
Total expenses 6 350 5 706 + 11

Profit before loan losses
7 352 6 916 + 6

Loan losses
2 392 2 809 - 15

Operating profit
4 960 4 107 + 21
Minority interests 10 - 17 -
Settlement of pensions - 72 - 85 - 15
Change in value adjustment reserve 2) +903 - 1 217 -
Taxes - 1 569 - 384 + 309

Net profit
4 232 2 404 + 76

1) Interest income
37 815 31 880 + 19
Interest payable 27 911 22 607 + 23

2) The remaining value adjustment reserve is SEK 314M at December 31, 1995. The calculation has taken into account the value of off-balance-sheet instruments pertaining to the investment portfolio.

Balance sheet
Svenska Handelsbanken Group 1995 1994 Change
  31 Dec 31 Dec  
  SEK M SEK M %
Government securities and bonds 85 961 60 126 + 43

Lending
269 536 258 185 + 4
Banks 78 833 52 673 + 50
Other 41 987 34 868 + 20

Total assets
476 317 405 852 + 17
Funding 191 675 156 105 + 23
Deposits 203 386 184 554 + 10
Other liabilities 42 464 30 097 + 41
Subordinated loans 12 826 12 325 + 4
Shareholders' equity 25 966 22 771 + 14

Total liabilities and shareholders' equity
476 317 405 852 + 17

Quarterly performance of the Handelsbanken Group
1994:1 1994:2 1994:3 1994:4
SEK M SEK M SEK M SEK M
Net interest income 2 157 2 086 2 440 2 590
Commission 784 722 507 548
Other income 332 349 54 53

Total operating income
3 273 3 157 3 001 3 191

Personnel expenses
741 744 763 753
Other expenses 617 659 593 836
Total expenses 1 358 1 403 1 356 1 589

Result before
loan losses
1 915 1 754 1 645 1 602

Loan losses
839 621 683 666

Operating profit
1 076 1 133 962 936

1995:1
1995:2 1995:3 1995:4
SEK M SEK M SEK M SEK M
Net interest income 2 365 2 393 2 444 2 702
Commission 777 712 815 708
Other
income
153 217 181 235

Total operating income
3 295 3 322 3 440 3 645

Personnel expenses
805 861 860 857
Other expenses 661 681 709 916
Total expenses 1 466 1 542 1 569 1 773

Result before
loan losses
1 829 1 780 1 871 1 872

Loan losses
555 578 632 627

Operating profit
1 274 1 202 1 239 1 245

Key figures for the Group
  1995 1994

Return on shareholders' equity after standard national tax
14.7% 13.4%

Income/expenses (I/E ratio)
- before loan losses 2.16 2.21
- after loan losses 1.57 1.48

Operating profit per ordinary share 1), SEK
15.11 12.41
Net earnings per ordinary share, SEK 17.85 10.14
Dividend per ordinary share, SEK 3.75 3.00

1) Operating profit after deduction of minority interest and after standard national tax (28%), divided by the number of ordinary shares. An adjustment has been made to take into account preference shares, index shares and full conversion of convertible subordinated notes.

Bad debts etc
Svenska Handelsbanken Group 1995 1994
  SEK M SEK M
Bad debts, gross 7 459 9 832
Minus reserve for possible loan losses - 4 682 - 5 071

Bad debts, net
2 777 4 761

Reduced rate loans without a provision for possible loan losses
1 872 1 919

Total problem loans
4 649 6 680

Bad debt reserve ratio
62.8% 51.6%
Proportion of bad debts 1.0% 1.8%

Loan loss ratio
0.8% 1.0%

Non-performing loans for which interest is reported as income
602 610

Collateral taken over
- Property 6 643 6 956
- Shares 643 700

Total collateral taken over
7 286 7 656

Definitions

NON-PERFORMING LOANS
Loans where interest, repayments or overdrafts have been due for payment for more than 60 days.

BAD DEBTS
A non-performing loan, or a loan where other circumstances lead to doubt concerning its value and where the value of the collateral does not cover the principal amount and the accrued interest by a satisfactory margin.

REDUCED RATE LOANS
Loans for which the interest rate has been reduced relative to market rates.

PROBLEM LOANS
The total of net bad debts and reduced rate loans

BAD DEBT RESERVE RATIO
Reserve for possible loan losses in relation to gross bad debts.

PROPORTION OF BAD DEBTS
Net bad debts in relation to total lending to the general public, lending to financial institutions (excl. banks) and leasing assets.

LOAN LOSS RATIO
Loan losses as a percentage of the balance brought forward for lending to the general public, lending to financial institutions other than banks, leasing assets, property taken over and credit guarantees.

Profit and loss account
Svenska Handelsbanken 1995 1994 Change
  SEK M SEK M %
Net interest income 1) 7 463 7 588 - 2
Commission 3 559 2 607 + 37
Other income 591 445 + 33

Total operating income
11 613 10 640 + 9

Personnel expenses
3 070 2 622 + 17
Other expenses 2 682 2 419 + 11
Total expenses 5 752 5 041 + 14

Profit before loan losses
5 861 5 599 + 5

Loan losses
1 672 1 900 - 12

Operating profit
4 189 3 699 + 13
Settlement of pensions - 72 - 78 - 8
Change in value adjustment reserve + 2 015 - 2 543 -
Other appropriations - 1 476 + 4 149 -
Taxes - 1 174 - 1 291 - 9

Net profit
3 482 3 936 - 12

1) Interest income
29 101 23 794 + 22
Interest payable 21 638 16 206 + 34

Balance sheet
Svenska Handelsbanken 1995 1994 Change
  31 Dec 31 Dec  
  SEK M SEK M %

Government securities and bonds
104 520 84 098 + 24

Lending
177 000 170 375 + 4
Banks 83 864 57 673 + 45
Other 29 944 21 162 + 42

Total assets
395 328 333 308 + 19
Funding 148 720 122 351 + 22
Deposits 182 777 163 148 + 12
Other liabilities 30 268 17 661 + 71
Subordinated loans 10 126 10 521 - 4
Untaxed reserves 4 216 3 217 + 31
Shareholders' equity 19 221 16 410 + 17

Total liabilities and shareholders' equity
395 328 333 308 + 19

Handelsbanken and Näckebro pro-forma 1995

ASSUMPTIONS
The pro-forma reporting is based on the following assumptions:

* The distribution of Näckebro shares is assumed to have taken place as at 1 January 1995.

* Handelsbanken has made a capital injection of SEK 3 000M to Näckebro as at 1 January 1995. This amount has been used to pay off short-term liabilities at an assumed interest rate of 8.7% corresponding to the average cost of Näckebro’s short-term funding in Swedish kronor in 1995.

* All the adjusted internal transactions in the 1995 accounts between Handelsbanken and Näckebro have been reversed.

* From an accounting point of view, Näckebro’s properties have been reclassified as fixed assets, whereby depreciation has been made corresponding to 1% of the book value of the properties.

* Näckebro’s group contribution from Handelsbanken amounting to SEK 290M has been excluded from the pro-forma profit and loss accounts.

* In the pro-forma profit and loss accounts, the tax expense has been adjusted by 28% tax on corrections made excluding depreciation.

* Shareholders’ equity in Näckebro’s pro-forma balance sheet corresponds to shareholders’ equity in the actual balance sheet as at 31 December 1995 plus the capital injection of SEK 3 000 M. When computing the pro-forma return on shareholders’ equity, capital brought forward has been calculated as capital carried forward reduced by the pro-forma net profit for the year.

Pro-forma profit and loss accounts and balance sheets
Svenska Handelbanken Group 1995 Pro-forma after distribution
Profit and loss accounts SEK M SEK M
Net interest income 9 904 10 142
Commission 3 012 3 012
Other income 786 343
Total income 13 702 13 497

Personnel expenses
3 383 3 371
Other expenses 2 967 2 965
Total expenses 6 350 6 336
Result before loan losses 7 352 7 161

Loan losses
2 392 2 324
Operating profit 4 960 4 837

Appropriations etc
841 841
Taxes - 1 569 - 1 575
Net profit 4 232 4 103
Return on shareholders' equity after standard national tax 14.7% 16.7%
Operating profit per ordinary share, SEK 15.11 14.73
Net earnings per ordinary share, SEK 17.85 17.30

Balance sheets
Svenska Handelsbanken Group 1995 Pro-forma after distribution
  31 Dec 31 Dec
  SEK M SEK M
Government securities and bonds 85 961 85 961
Lending 269 536 272 719
Banks 78 833 78 829
Other 41 987 35 540
Total assets 476 317 473 049
Funding 191 675 191 362
Deposits 203 386 203 914
Other liabilities 42 464 42 364
Subordinated loans 12 826 12 826
Shareholders' equity 25 966 22 583
Total liabilities and shareholders' equity 476 317 473 049
Equity/assets ratio 5.5% 4.8%
Capital ratio 14.2% 12.9%
Tier 1 capital ratio 10.3% 9.0%
Shareholders' equity per ordinary share 110.08 95.88

After full conversion, the number of ordinary shares is assumed to be 238 250 390.

The Näckebro Group's pro-forma profit and loss account for 1995
  Pro-forma
  SEK M
Property income (incl. interest subsidies) 697.9
Operations, maintenance and property tax - 216.7
Administration - 50.1
Operating profit before depreciation 431.1
Depreciation - 65.7
Write-downs and capital gains on property sales - 68.3
Profit before net financial items 297.1
Net financial items - 237.7
Profit after net financial items 1) 59.4
Taxes 6.0
The year's profit 65.4
Return on shareholders' equity  
• after full tax 2.0%
• after standard national tax 1.3%
Net earnings per share, SEK 2.75

1) Näckebro’s pro-forma result has been affected by SEK 93M in respect of write-downs of property in accordance with the Swedish Financial Supervisory Authority's regulations. If Näckebro had not been owned by the Bank during 1995, the profit after net financial items would thus have been SEK 152.4 M.

The Näckebro Group's pro-forma balance sheet 31 December 1995
Pro-forma
SEK M
Liquid assets261.3
Other current assets 348.0
Property 6 447.6
Other fixed assets 13.7
Total assets 7 070.6
Non interest-bearing liabilities 179.9
Interest-bearing liabilities 3 505.7
Deferred tax liability 1.8
Shareholders' equity 3 383.2
Total liabilities and shareholders' equity 7 070.6
Equity/assets ratio 47.8%
Shareholders' equity per share, SEK 142.00

The number of shares in Näckebro is assumed to be 23 825 039. Appendix to Highlights of Handelsbanken’s Annual Report for 1995.

Procedure and preliminary schedule for the proposed distribution of shares in Näckebro

PROCEDURE
For each ordinary share, a share unit in Näckebro is received. 10 share units entitle the holder to one share in Näckebro.

Over a period of a few weeks, trade in the share units can take place (see schedule). After this, the following occurs:

a. Holders of at least 200 units per securities account (VP-konto) automatically receive shares in Näckebro (at least 20).

b. Holders of less than 200 units also receive shares in Näckebro if the holder has requested this (see schedule).

c. For other holders of less than 200 share units, the units are converted to shares in Näckebro which the Bank helps to sell. The proceeds of the sale, without deduction of brokerage commission, will be paid by the Swedish Securities Register (VPC).

d. Individual share units are totalled for all holders and converted to shares in Näckebro which the Bank helps to sell. The proceeds of the sale, without deduction of brokerage commission, will be paid by the Swedish Securities Register (VPC).

All holders of share units will receive the same price in the sale by the Bank.

Preliminary schedule

WEEK BEGINNING
1 April Information material sent to the Bank’s shareholders.
23 april The Annual General Meeting considers the proposal for distribution of the shares in Näckebro.
WEEK BEGINNING
6 May A stock exchange prospectus concerning Näckebro is sent to holders of ordinary shares in Handelsbanken.
13 May The final day for trade in the Handelsbanken share with the right to receive share units in Näckebro.
20 May The record day for receipt of share units in Näckebro.
28 May - 21 June Trade in the share units. Holders of less than 200 units can request for the units to be converted to Näckebro shares instead of selling them.

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