Huntington National Bank 2010 Annual Report Download - page 209

Commitments to sell loans
Huntington enters into forward contracts relating to its mortgage banking business to hedge the exposures
from commitments to make new residential mortgage loans with existing customers and from mortgage loans
classified as held for sale. At December 31, 2010 and 2009, Huntington had commitments to sell residential
real estate loans of $998.7 million and $662.9 million, respectively. These contracts mature in less than one
year.
Litigation
Three putative derivative lawsuits were filed in the Court of Common Pleas of Delaware County, Ohio,
the United States District Court for the Southern District of Ohio, Eastern Division, and the Court of Common
Pleas of Franklin County, Ohio, between January 16, 2008, and April 17, 2008, against certain of Huntington’s
current or former officers and directors variously seeking to allege breaches of fiduciary duty, waste of
corporate assets, abuse of control, gross mismanagement, and unjust enrichment, all in connection with
Huntington’s acquisition of Sky Financial, certain transactions between Huntington and Franklin, and the
financial disclosures relating to such transactions. Huntington was named as a nominal defendant in each of
these actions. The derivative action filed in the United States District Court for the Southern District of Ohio
was dismissed on September 23, 2009. The plaintiff in that action thereafter filed a Notice of Appeal to the
United States Court of Appeals for the Sixth Circuit, but the appeal was dismissed at the plaintiff’s request on
January 12, 2010. That plaintiff subsequently sent a letter to Huntington’s board of directors demanding that it
initiate certain litigation. The board of directors appointed a special independent committee to review and
investigate the allegations made in the letter, and based upon that investigation, to recommend what actions, if
any, should be taken. The special independent committee has concluded its review and investigation, has
determined that the claims asserted in the letter and in the three derivative suits are without merit and that it
would not be in the interest of the Company to pursue any of them, and has recommended to the board of
directors that the claims not be pursued. The board of directors has accepted the recommendation of the
independent special committee, and determined to refuse the plaintiff’s demand to initiate litigation. The Court
of Common Pleas of Franklin County, Ohio granted the defendants’ motion to dismiss the derivative lawsuit
pending in that court. On October 8, 2010, an agreed order to dismiss the derivative suit was entered in the
Court of Common Pleas of Delaware County, Ohio.
Between February 20, 2008 and February 29, 2008, three putative class action lawsuits were filed in the
United States District Court for the Southern District of Ohio, Eastern Division, against Huntington, the
Huntington Bancshares Incorporated Pension Review Committee, the Huntington Investment and Tax Savings
Plan (the Plan) Administrative Committee, and certain of the Company’s officers and directors purportedly on
behalf of participants in or beneficiaries of the Plan between either July 1, 2007 or July 20, 2007 and the
present. On May 14, 2008, the three cases were consolidated into a single action. On August 4, 2008, a
consolidated complaint was filed asserting a class period of July 1, 2007 through the present, alleging breaches
of fiduciary duties in violation of ERISA relating to Huntington stock being offered as an investment
alternative for participants in the Plan and seeking money damages and equitable relief. On February 9, 2009,
the court entered an order dismissing with prejudice the consolidated lawsuit in its entirety, and the plaintiffs
thereafter filed a Notice of Appeal to the United States Court of Appeals for the Sixth Circuit. During the
pendency of the appeal, the parties to the appeal commenced settlement discussions and have reached an
agreement to settle this litigation on a classwide basis for $1,450,000, subject to court approval. Because the
settlement has not been approved, it is not possible for Management to make further comment at this time.
Commitments Under Capital and Operating Lease Obligations
At December 31, 2010, Huntington and its subsidiaries were obligated under noncancelable leases for
land, buildings, and equipment. Many of these leases contain renewal options and certain leases provide
options to purchase the leased property during or at the expiration of the lease period at specified prices. Some
leases contain escalation clauses calling for rentals to be adjusted for increased real estate taxes and other
operating expenses or proportionately adjusted for increases in the consumer or other price indices.
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