UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-K
Mark One
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 20142015
or
¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from               to              .
 
Commission file number 000-24939

 EAST WEST BANCORP, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation or organization)
 
95-4703316
(I.R.S. Employer Identification No.)
135 North Los Robles Ave., 7th Floor, Pasadena, California
 (Address of principal executive offices)
 
91101
(Zip Code)
 
Registrant’s telephone number, including area code:
(626) 768-6000

Securities registered pursuant to Section 12(b) of the Act: 
  Title of each class  Name of each exchange on which registered 
 Common Stock, $0.001 Par Value NASDAQ “Global Select Market” 
 
Securities registered pursuant to Section 12(g) of the Act:
NONE
     Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes x  No ¨
 
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨  No x
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x  No ¨
 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x  No ¨
 
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of the Form 10-K or any amendment to this Form 10-K. x
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filed, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
  Large accelerated filerx Non-accelerated filer¨   
  Accelerated filer¨ Smaller reporting company¨   
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨  No x
 
The aggregate market value of the registrant’s common stock held by non-affiliates was approximately $4,967,770,786$6,382,812,659 (based on the June 30, 20142015 closing price of Common Stock of $34.99$44.82 per share).
 
As of January 31, 2015, 143,583,7102016, 143,917,846 shares of East West Bancorp, Inc. of Common Stock were outstanding.
 
DOCUMENT INCORPORATED BY REFERENCE
 Portions of the registrant'sregistrant’s definitive proxy statement relating to its 20152016 Annual Meeting of Stockholders are incorporated by reference into Part III.
 




EAST WEST BANCORP, INC.
20142015 ANNUAL REPORT ON FORM 10-K
TABLE OF CONTENTS
 
Page
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 


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PART I
 
Forward-Looking Statements
Certain matters discussed in this Annual Report contain or incorporate statements that East West Bancorp, Inc. (the(referred to herein on an unconsolidated basis as “East West” and on a consolidated basis as the “Company” or “we” or “EWBC”) believes are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Rule 175 promulgated thereunder, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 3b-6 promulgated thereunder. These statements relate to the Company’s financial condition, results of operations, plans, objectives, future performance or business. They usually can be identified by the use of forward-looking language, such as “likely result in,” “expects,” “anticipates,” “estimates,” “forecasts,” “projects,” “intends to,” or may include other similar words or phrases, such as “believes,” “plans,” “trend,” “objective,” “continues,” “remain,“remains,” or similar expressions, or future or conditional verbs, such as “will,” “would,” “should,” “could,” “may,” “might,” “can,” or similar verbs. You should not place undue reliance on these statements, as they are subject to risks and uncertainties, including, but not limited to, those described in the documents incorporated by reference. When considering these forward-looking statements, you should keep in mind these risks and uncertainties, as well as any cautionary statements the Company may make. Moreover, you should treat these statements as speaking only as of the date they are made and based only on information then actually known to the Company. 
There are a number of important factors that could cause future results to differ materially from historical performance and these forward-looking statements. Factors that might cause such a differencedifferences, some of which are beyond the Company’s control, include, but are not limited to:

ourthe Company’s ability to achieve the projected synergies of the MetroCorp Bancshares, Inc. (“MetroCorp”) acquisition;
changescompete effectively against other financial institutions in our borrowers’ performance on loans;its banking markets;
changes in the commercial and consumer real estate markets;
changes in ourthe Company’s costs of operation, compliance and expansion;
changes in the U.S. economy, including inflation;inflation, employment levels, rate of growth and general business conditions;
changes in government interest rate policies;
changes in laws or the regulatory environment;environment including regulatory reform initiatives and policies of the U.S. Department of Treasury, the Board of Governors of the Federal Reserve Board (“Federal Reserve”) System, the Federal Deposit Insurance Corporation (“FDIC”), the U.S. Securities and Exchange Commission (“SEC”) and the Consumer Financial Protection Bureau (“CFPB”);
changes in the economy of and monetary policy in the People’s Republic of China;
changes in critical accounting policies and judgments;
changes in accounting policies or proceduresstandards as may be required by the Financial Accounting Standards Board (“FASB”) or other regulatory agencies;agencies and their impact on critical accounting policies and assumptions;
changes in the equity and debt securities markets;
changes in competitive pressures on financial institutions;
effect of additional provision for loan losses;
effect of government budget cutsfuture credit quality and government shut down;performance, including our expectations regarding future credit losses and allowance levels;
fluctuations of ourthe Company’s stock price;
fluctuations in foreign currency exchange rates;
success and timing of ourthe Company’s business strategies;
impact of reputational risk created by these developments on such matters as business generationfrom negative publicity, fines and retention, fundingpenalties and liquidity;other negative consequences from regulatory violations and legal actions;
impact of potential federal tax increases and spending cuts;
impact of adverse judgments or settlements in litigation against the Company;litigation;
impact of regulatory enforcement actions;
changes in ourthe Company’s ability to receive dividends from ourits subsidiaries; and
impact of political developments, wars or other hostilities whichthat may disrupt or increase volatility in securities or otherwise affect economic conditions.conditions;
impact of natural or man-made disasters or calamities or conflicts;
continuing consolidation in the financial services industry;
the Company’s capital requirements and its ability to generate capital internally or raise capital on favorable terms;
impact of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) on the Company’s business, business practices and cost of operations;
impact of adverse changes to the Company’s credit ratings from the major credit rating agencies;
impact of failure in, or breach of, the Company’s operational or security systems or infrastructure, or those of third parties with whom the Company does business, including as a result of cyber attacks; and other similar matters;
adequacy of the Company’s risk management framework, disclosure controls and procedures and internal control over financial reporting;

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the effect of the current low interest rate environment or changes in interest rates on our net interest income and net interest margin;
the effect of changes in the level of checking or savings account deposits on the Company’s funding costs and net interest margin; and
a recurrence of significant turbulence or disruption in the capital or financial markets, which could result in, among other things, a reduction in the availability of funding or increased funding costs, reduced investor demand for mortgage loans and declines in asset values and/or recognition of other-than-temporary impairment on securities held in the Company’s available-for-sale investment securities portfolio.

For a more detailed discussion of some of the factors that might cause such differences, see “ITEMItem 1A. RISK FACTORS”Risk Factors presented elsewhere in this report. The Company does not undertake, and specifically disclaims any obligation to update any forward-looking statements to reflect the occurrence of events or circumstances after the date of such statements except as required by law.


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ITEM 1.  BUSINESS 
Organization
East West Bancorp, Inc.  East West Bancorp, Inc. (referred to herein on an unconsolidated basis as “East West” and on a consolidated basis as the “Company” or “we”) is a bank holding company incorporated in Delaware on August 26, 1998 and registered under the Bank Holding Company Act of 1956, as amended (“BHCA”). The Company commenced business on December 30, 1998 when, pursuant to a reorganization, it acquired all of the voting stock of East West Bank, or the “Bank”.“Bank.” The Bank is the Company’s principal asset. In addition to the Bank, the CompanyEast West has six other subsidiaries established as statutory business trusts (the “Trusts”) as of December 31, 2014 (the “Trusts”)2015 and one subsidiary - East West Insurance Services, Inc. (the “Agency”) that provides business and consumer insurance services. The Trusts were set up for the purpose of issuing junior subordinated debt to third party investors.
East West’s principal business is to serve as a holding company for the Bank and other banking or banking-related subsidiaries which East West may establish or acquire. East West has not engaged in any other activities to date. As a legal entity separate and distinct from its subsidiaries, East West’s principal source of funds is, and will continue to be, dividends that may be paid by its subsidiaries. East West’s other sources of funds include proceeds from the issuance of its common stock in connection with stock option and employee stock purchase plans. As of December 31, 2014,2015, the Company had $28.74$32.35 billion in total consolidated assets, $21.51 billion in net consolidated loans, and $24.01$23.41 billion in total consolidated deposits.
The principal officeloans (net of the Company is located at 135 N. Los Robles Ave.allowance), 7th Floor, Pasadena, California 91101, and the telephone number is (626) 768-6000.
East West Insurance Services, Inc.  On August 22, 2000, East West completed the acquisition of East West Insurance Services, Inc. (the “Agency”)$27.48 billion in a stock exchange transaction. The Agency provides business and consumer insurance services primarily to the Southern California market. The Agency runs its operations autonomously from the operations of the Company. The operations of the Agency are limited and are not deemed material in relation to the overall operations of the Company.
East West Bank.  East West Bank was chartered by the Federal Home Loan Bank Board in June 1972, as the first federally chartered savings institution focused primarily on the Chinese-American community, and opened for business at its first office in the Chinatown district of Los Angeles in January 1973. From 1973 until the early 1990’s, the Bank conducted a traditional savings and loan business by making predominantly long-term, single-family and multifamily residential loans and commercial real estate (“CRE”) loans. These loans were made principally within the ethnic Chinese market in Southern California and were funded primarily with retail savingstotal deposits and advances from the Federal Home Loan Bank (“FHLB”) of San Francisco. The Bank has emphasized commercial lending since its conversion to a state-chartered commercial bank on July 31, 1995 and also provides commercial business and trade finance loans for companies primarily located$3.12 billion in the U.S.stockholders’ equity.
As of December 31, 2014,2015, the Bank has three wholly owned subsidiaries. The first subsidiary, E-W Services, Inc., is a California corporation organized by the Bank in 1977. E-W Services, Inc. holds propertyproperties used by the Bank in its operations. The second subsidiary, East-West Investments, Inc., primarily acts as a trustee in connection with real estate secured loans. The remaining subsidiary is East West Bank (China) Limited.
On November 6, 2009, the Bank acquired United Commercial Bank (“UCB”), a California state-chartered bank headquartered in San Francisco, California. Under the terms of the UCB Purchase and Assumption Agreement, the Bank acquired certain assets of UCB with a fair value of approximately $9.86 billion and assumed liabilities with a fair value of approximately $9.57 billion. On June 11, 2010, the Bank acquired certain assets and assumed certain liabilities of Washington First International Bank (“WFIB”), a Washington state-chartered bank headquartered in Seattle, Washington. Under the terms of the WFIB Purchase and Assumption Agreement, the Bank acquired certain assets of WFIB with a fair value of approximately $492.6 million and liabilities with a fair value of approximately $481.3 million were assumed. Both of these transactions were Federal Deposit Insurance Corporation (“FDIC”)-assistedFDIC-assisted acquisitions.
On January 17, 2014, the Bank completed the acquisition of Metrocorp,MetroCorp Bancshares, Inc., (“MetroCorp”) parent of MetroBank, N.A. and Metro United Bank. MetroCorp, headquartered in Houston, Texas, operated 19 branch locations within Texas and California under its two banks. The Bank acquired MetroCorp to further expand its presence, primarily in Texas within the markets of Houston and Dallas, and in California within the San Diego market. The purchase consideration was satisfied with two thirds in East West stock and one third in cash. Approximately $1.70 billion of assets were acquired and $1.41 billion of liabilities were assumed.

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The Bank has also grown through strategic partnerships. On August 30, 2001, the Bank entered into an agreement with 99 Ranch Market, the largest Asian focused chain of supermarkets on the West Coast, to provide retail banking services in their stores throughout California. The Bank is currently providing in-store banking services in twelve 99 Ranch Market locations in California.
The Bank continues to develop its international banking capabilities. The Bank’s presence includes five full-service branches in Greater China, located in Hong Kong, two in Shanghai including one in the Shanghai Pilot Free Trade Zone, Shantou and Shenzhen. The Bank also has five representative offices in Greater China located in Beijing, Chongqing, Guangzhou, XiamenTaipei, and Taiwan.Xiamen. In addition to facilitating traditional letters of credit and trade finance to businesses, these representative offices allow the Bank to assist existing clients, as well as develop new business relationships. Through these offices, the Bank is focused on growing its export-import lending volume by aiding U.S. exporters in identifying and developing new sales opportunities to China-based customers, as well as capturing additional letters of credit business generated from China-based exporters through broader correspondent banking relationships.
The Bank continues to explore opportunities to establish other foreign offices, subsidiaries or strategic investments and partnerships to expand its international banking capabilities and to capitalize on the growing international trade business between the United States and Asia.Greater China.

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Banking Services
As of December 31, 2015, East West Bank iswas the fifthfourth largest independent commercial bank headquartered in California as of December 31, 2014 based on total assets. East West Bank is the largest bank in the United States that focuses on the financial services needs of individuals and businesses which operate both in the United States and Greater China, as well as having a strong focus on the Chinese American community. Through its network of banking locations in the United States and Greater China, the Bank provides a wide range of personal and commercial banking services to small and medium-sized businesses, business executives, professionals, and other individuals. The Bank offers multilingual services to its customers in English, Cantonese, Mandarin, Vietnamese and Spanish. The Bank also offers a variety of deposit products which includes the traditional range of personal and business checking and savings accounts, time deposits and individual retirement accounts, travelers’ checks, safe deposit boxes, and MasterCard® and Visa® merchant deposit services. The Bank’s lending activities include commercial and residential real estate, construction, trade finance, and commercial business, including accounts receivable, small business administration, (“SBA”), inventory and working capital loans. The Bank generally provides commercial business loans to small and medium-sized businesses. The Bank’s commercial borrowers are engaged in a wide variety of manufacturing, wholesale trade and service businesses. In addition, the Bank is focused on providing financing to clients needing a financial bridge that facilitates their business transactions between Asia and the United States.States and Greater China.
The Bank’s three operating segments: Retail Banking, Commercial Banking and Other are based on the Bank’s core strategy. The Retail Banking segment focuses primarily on retail operations through the Bank’s branch network. The Commercial Banking segment which includesprimarily generates commercial and industrial (“C&I”)loans, and CRE, primarily generates commercial real estate (“CRE”) loans through the efforts of thedomestic commercial lending offices located in California, New York, Texas, Washington, Massachusetts, Nevada and Georgia.Georgia, and through the foreign commercial lending offices located in China and Hong Kong. Furthermore, the Commercial Banking segment also offers a wide variety of international finance and trade services and products. The remaining centralized functions, including the treasury operations of the Company and eliminations of intersegment amounts have been aggregated and included in “Other.” For complete discussion and disclosure, please see the information in the “Management’sItem 7. Management’s Discussion and Analysis of the Financial Condition and Results of Operations” Operations(“MD&A”) Operating Segment Results and Note 20Business Segments to the Company’s consolidated financial statements presented elsewhere in this report.Consolidated Financial Statements for additional information.

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Market Area and Competition
The banking and financial services industry in California generally, and in ourthe Bank’s market areas specifically, is highly competitive. The increasingly competitive environment is primarily a result of changes in laws and regulations, changes in technology and product delivery systems, as well as continuing consolidation among financial services providers. The Bank competes for loans, deposits, and customers with other commercial banks, and other financial services institutions.institutions and other companies that offer banking services. Some of these competitors are larger in total assets and capitalization and offer a broader range of financial services than the Bank.
The Bank concentrates on marketing its services in the greater Los Angeles metropolitan area and the greater San Francisco Bay area.area as Greater China and other Pacific Rim countries continue to grow as California’s top trading partners.  This provides the Bank with an important competitive advantage to its customers participating in the Asia Pacific marketplace. We believeThe Bank believes that ourits customers benefit from ourthe Bank’s understanding of Asian markets through ourits physical presence in the Greater China, ourthe Bank’s corporate and organizational ties throughout Asia, as well as ourthe Bank’s international banking products and services. We believeThe Bank believes that this approach, combined with the extensive ties of ourthe Bank’s management and Board of Directors (the “ Board”) to the growing Asian business opportunities, as well as the Chinese-American communities, provides usthe Bank with an advantage in competing for customers in ourthe Bank’s market area.  

Legislation and Regulatory Developments
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The Dodd-Frank Wall Street Reform and Consumer Protection Act
The Dodd-Frank Wall Street Reform and Consumer Protection Act financial reform legislation (“Dodd-Frank”), significantly revised and expanded the rulemaking, supervisory and enforcement authority of the federal bank regulatory agencies. The Dodd-Frank followed the Emergency Economic Stabilization Act of 2008 and the American Recovery and Reinvestment Act of 2009 in response to the economic downturn and financial industry instability. Dodd-Frank authorized the creation of the Consumer Financial Protection Bureau (“CFPB”) responsible for consumer protection in the financial services industry. Additional initiatives may be proposed or introduced before Congress, the California Legislature and other government bodies in the future. Such proposals, if enacted, may further alter the structure, regulation and competitive relationship among financial institutions and may subject us to increased supervision, disclosure and reporting requirements. In addition, the various bank regulatory agencies often adopt new rules, regulations and policies to implement and enforce existing legislation. It cannot be predicted whether, or in what form, any such legislation or regulatory changes in policy may be enacted or the extent to which the business of the Bank would be affected thereby. In addition, the outcome of examinations, any litigation, or any investigations initiated by state or federal authorities may result in necessary changes to our operations and increased compliance costs.
Dodd-Frank impacts many aspects of the financial industry and will impact larger and smaller financial institutions and community banks differently over time.  Many of the key provisions of the Dodd-Frank affecting the financial industry are now either effective or are in the proposed rule or implementation stages.



Supervision and Regulation
General
East West and the Bank are extensively regulated under both federal and state laws. Regulation and supervision by the federal and state banking agencies are intended primarily for the protection of depositors and the Deposit Insurance Fund (“DIF”) administered by the FDIC and not for the benefitprotection of our stockholders. Set forthAs a bank holding company, East West is subject to primary inspection, supervision, regulation and examination by the Board of Governors of the Federal Reserve under the BHCA. The Bank, as a California state-chartered bank and a member of the Federal Reserve System, is subject to primary supervision and examination by the Federal Reserve, as well as the California Department of Business Oversight (“DBO”) - Division of Financial Institutions. The Company is also subject to regulation by certain foreign regulatory agencies where we conduct business.
The Company is also subject to the disclosure and regulatory requirements of the Securities Act of 1933, as amended, and the Exchange Act as administered by the SEC. Our common stock is listed on the NASDAQ Global Select Market (“NASDAQ”) under the trading symbol “EWBC” and is subject to NASDAQ rules for listed companies. The Company is also subject to the accounting oversight and corporate governance of the Sarbanes-Oxley Act of 2002.
Described below is a brief descriptionare material elements of keyselected laws and regulations which relateapplicable to our operations. TheseEast West and the Bank. The descriptions are not intended to be complete and are qualified in their entirety by reference to the full text of the statutes and regulations described. A change in applicable laws and regulations. The federal and state agencies regulatingstatutes, regulations or regulatory policy may have a material effect on the financial services industry also frequently adopt changes to their regulations.Company’s business.
East West 

As a bank holding company, and pursuant to its election of financial holding company status, East West is subject to regulation and examination by the Federal Reserve Board (“FRB”) under the BHCA and its authority to:to, among other things:

require periodic reports and such additional information as the FRBFederal Reserve may require;
require the Company to maintain certain levels of capital (see “ITEMand, under the Dodd-Frank Act, limit the ability of bank holding companies to pay dividends or bonuses unless their capital levels exceed the capital conservation buffer (please see Item 1. BUSINESSBusiness — Supervision and Regulation — Capital Requirements”Requirements);

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require that bank holding companies such as the Company,to serve as a source of financial and managerial strength to subsidiary banks and commit resources, as necessary, to support each subsidiary bank. A bank holding company’s failure to meet its obligations to serve as a source of strength to its subsidiary banks will generally be considered by the FRBFederal Reserve to be an unsafe and unsound banking practice or a violation of FRBFederal Reserve regulations or both;
restrict the receipt and the payment of dividends;
terminate an activity or terminate control of or liquidate or divest certain subsidiaries, affiliates or investments if the FRBFederal Reserve believes that the activity or the control of the subsidiary or affiliate constitutes a significant risk to the financial safety, soundness or stability of any bank subsidiary;
regulate provisions of certain bank holding company debt, including the authority to impose interest ceilings and reserve requirements on such debt and require prior approval to purchase or redeem ourthe Company’s securities in certain situations;
require the prior approval of senior executive officer or director changes and prohibit golden parachute payments, including change in control agreements, or new employment agreements with such payment terms, which are contingent upon termination;
approve acquisitions and mergers with banks and consider certain competitive, management, financial and other factors in granting these approvals. DBO approvals may also be required for certain mergers and acquisitions.

East West may engage in certain nonbanking activities and broader securities, insurance, merchant banking and other activities that are determined to be “financial in nature” or are incidental or complementary to activities that are financial in nature without prior FRB approval pursuant to its election to become a financial holding company.  As a bank holding company within the meaning of the California Financial Code, East West is subject to examination by, and may be required to file reports with the Department of Business Oversight (“DBO”). DBO approvals may also be required for certain mergersDBO.


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The Bank and acquisitions.its subsidiaries

TheEast West Bank
As is a California state-chartered bank, a member and stockholder of the Federal Reserve and a member of the FDIC. The Bank is subject to primary supervision, periodic examination, and regulation by the CFPB, DBO, and by the FRBFederal Reserve, as the Bank’s primary federal regulator. The FRBFederal Reserve and the DBO also regulate the Bank’s foreign operations. These operations are subject to the supervisory authorities of the host countries in which the Bank’s overseas offices reside. Specific federal and state laws and regulations which are applicable to banks regulate, among other things, the scope of their business, their investments, their reserves against deposits, the timing of the availability of deposited funds, and the nature and amount of collateral for certain loans. The regulatory structure also gives the bank regulatory agencies extensive discretion in connection with their supervisory and enforcement activities and examination policies.
Permissible Activities and Subsidiaries
California law permits state chartered commercial banks to engage in any activity permissible for national banks, unless such activity is expressly prohibited by state law. Therefore, the Bank may form subsidiaries to engage in the many so-called “closely related to banking” or “nonbanking” activities commonly conducted by national banks in operating subsidiaries, and further, pursuant to the Gramm Leach Bliley Act, (“GLBA”), the Bank may conduct certain “financial” activities in a subsidiary to the same extent as maypermitted for a national bank, provided the Bank is and remains “well-capitalized,” “well-managed” and in satisfactory compliance with the Community Reinvestment Act (“CRA”). Presently, none

Regulation of Subsidiaries/Branches

Foreign-based subsidiaries, including East West Bank China (Limited), are subject to applicable foreign laws and regulations, such as those implemented by the China Banking Regulatory Commission. Nonbank subsidiaries are subject to additional or separate regulation and supervision by other state, federal and self-regulatory bodies. The Agency is subject to the licensing and supervisory authority of the Bank’s subsidiariesCalifornia Department of Insurance. The East West Hong Kong branch is subject to applicable foreign laws and regulations, such as those implemented by the Hong Kong Monetary Authority.

Dodd-Frank Act

The Dodd-Frank Act, which was enacted in July 2010, comprehensively reformed the regulation of financial institutions and their products and services. The Dodd-Frank Act also significantly revised and expanded the rulemaking, supervisory and enforcement authority of the federal bank regulatory agencies. Among other things, the Dodd-Frank Act established the CFPB to be responsible for consumer protection in the financial services industry; provided for new capital standards that eliminate the treatment of trust preferred securities as Tier 1 regulatory capital; required that deposit insurance assessments be calculated based on an insured depository institution’s assets rather than its insured deposits; raised the minimum Designated Reserve Ratio to 1.35%; established a comprehensive regulatory regime for the derivatives activities of financial institutions; established new compensation restrictions and standards regarding the time, manner and form of compensation given to key executives and other personnel receiving incentive compensation; prohibited banking entities, after a transition period, from engaging in certain types of proprietary trading, as well as having investments in, sponsoring, and maintaining certain types of relationships with hedge funds and private equity funds (through provisions commonly referred to as the “Volcker Rule”); placed limitations on the interchange fees charged for debit card transactions; and established new minimum mortgage underwriting standards for residential mortgages.

The Dodd-Frank Act impacts many aspects of the financial industry and will impact larger and smaller financial institutions and community banks differently over time. Many of the key provisions of the Dodd-Frank Act affecting the financial industry are either in effect or are in the proposed rules or implementation stages.


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CFPB Supervision

The Dodd-Frank Act centralized responsibility for consumer financial subsidiaries.protection by creating a new agency, the CFPB, and giving it responsibility for implementing, examining and enforcing compliance with federal consumer financial laws. Depository institutions with assets exceeding $10 billion (such as the Bank), their affiliates, and certain non-banks in the markets for consumer financial services (as determined by the CFPB) are subject to direct supervision by the CFPB, including any applicable examination, enforcement and reporting requirements the CFPB may establish. The CFPB is focused on:
FHLB
risks to consumers and compliance with the Federal consumer financial laws, when it evaluates the policies and practices of a financial institution;
unfair, deceptive, or abusive acts on practices, which the Dodd-Frank Act empowers the agency to prevent through rulemaking, enforcement and examination;
rulemaking to implement various federal consumer statutes such as the Home Mortgage Disclosure Act, Truth in Lending Act, Real Estate Settlement Procedures Act and Electronic Fund Transfer Act;
the markets in which firms operate and risks to consumers posed by activities in those markets; and
with respect to the indirect auto business, holding lenders accountable for discriminatory dealer markups.

The statutes and regulations that the CFPB enforces mandate certain disclosure and other requirements and regulate the manner in which financial institutions must deal with customers when taking deposits, making loans, collecting loans, and providing other services.  In addition, the Department of Justice enforces the Servicemembers Civil Relief Act, which provides protection for military servicemembers and their family including a limitation on the ability to retake collateral in the event of default and a statutory interest rate cap for certain debts. Failure to comply with these laws can subject the Bank to various penalties, including, but not limited, to enforcement actions, injunctions, fines or criminal penalties, punitive damages or restitution to consumers, and the loss of certain contractual rights.  The Bank and the Company are also subject to federal and state laws prohibiting unfair or fraudulent business practices, untrue or misleading advertising and unfair competition.
Federal Home Loan Bank (“FHLB”) and Federal Reserve System
The Bank is a member of the FHLB of San Francisco. As an FHLB member, the Bank is required to own a certain amount of capital stock in the FHLB. The Bank may also access FHLB for both short-term and long-term secured borrowing sources. The FRBFederal Reserve requires all depository institutions to maintain interest-bearinginterest-earning reserves at specified levels against their transaction accounts. As of December 31, 2014,2015, the Bank was in compliance with these requirements. As a member bank, the Bank is also required to own capital stock in the Federal Reserve Bank.Reserve.


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Dividends and Other Transfers of Funds

Dividends from the Bank constitute the principal source of income to East West. The Bank is subject to various statutory and regulatory restrictions on its ability to pay dividends. In addition, the banking agencies have the authority to prohibit or limit the Bank from paying dividends, depending upon the Bank’s financial condition, if such payment is deemed to constitute an unsafe or unsound practice. Furthermore, under the federal prompt corrective action (“PCA”) regulations, the FRBFederal Reserve or FDIC may prohibit a bank holding company from paying any dividends if the holding company’s bank subsidiary is classified as “undercapitalized.” For more information, please see “Capital Requirements”Capital Requirements below.

It is FRB’sthe Federal Reserve’s policy that bank holding companies should generally pay dividends on common stock only out of income available over the past year,years and only if prospective earnings retention is consistent with the organization’s expected future needs and financial condition. It is also FRB’sthe Federal Reserve’s policy that bank holding companies should not maintain dividend levels that undermine the company’s ability to be a source of strength to its banking subsidiaries. Additionally, in consideration of the current financial and economic environment, the FRBFederal Reserve has stated that bank holding companies should carefully review their dividend policy and has discouraged payment ratios that are at maximum allowable levels, unless both asset quality and capital are very strong.

Capital Requirements
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Transactions with Affiliates

Federal laws strictly limit the ability of banks to engage in transactions with their affiliates, including their bank holding companies. Regulations promulgated by the Federal Reserve limit the types and amounts of these transactions that may take place and generally require those transactions to be on an arm's length basis. In general, these regulations require that “covered transactions” between a subsidiary bank and its parent company or the nonbank subsidiaries of the bank holding company are limited to 10% of the bank subsidiary's capital and surplus and, with respect to such parent company and all such nonbank subsidiaries, to an aggregate of 20% of the bank subsidiary's capital and surplus. Further, these restrictions, contained in the Federal Reserve’s Regulation W, prevent East West and other affiliates from borrowing from, or entering into other credit transactions with, the Bank or its operating subsidiaries, unless the loans or other credit transactions are secured by specified amounts of collateral. Federal law also limits a bank's authority to extend credit to its directors, executive officers and 10% shareholders, as well as to entities controlled by such persons. Among other things, extensions of credit to insiders are required to be made on terms that are substantially the same as, and follow credit underwriting procedures that are not less stringent than, those prevailing for comparable transactions with unaffiliated persons. The terms of such extensions of credit may not involve more than the normal risk of repayment or present other unfavorable features and may not exceed certain limitations on the amount of credit extended to such persons, individually and in the aggregate, which limits are based, in part, on the amount of the bank's capital. The Dodd-Frank Act treats derivative transactions resulting in credit exposure to an affiliate as covered transactions. It expands the transactions for which collateral is required to be maintained, and for all such transactions, it requires collateral to be maintained at all times. In addition, the Volcker Rule under the Dodd-Frank Act establishes certain prohibitions, restrictions and requirements (known as “Super 23A” and “Super 23B”) on transactions between a covered fund and a banking entity that serves as an investment manager, investment adviser, organizer and offeror, or sponsor with respect to that covered fund, regardless of whether the banking entity has an ownership interest in the fund.

Stress Testing for Banks with Assets of $10 Billion to $50 Billion

The Dodd-Frank Act requires stress testing of bank holding companies and banks that have more than $10 billion but less than $50 billion of consolidated assets (“$10 - $50 billion companies”). Additional stress testing is required for banking organizations having $50 billion or more of assets. $10 - $50 billion companies, including the Company and the Bank, are subjectrequired to variousconduct annual company-run stress tests under rules the federal bank regulatory agencies issued in October 2012. Stress tests assess the potential impact of scenarios on the consolidated earnings, balance sheet and capital requirements administered by stateof a bank holding company or bank over a designated planning horizon of nine quarters, taking into account the organization’s current condition, risks, exposures, strategies, activities and such factors as the regulators may request of a specific organization. Each banking organization’s Board and senior management are required to review and approve the policies and procedures of their stress testing processes as frequently as economic conditions or the condition of the organization may warrant, and at least annually. They are also required to consider the results of the stress test in the normal course of business, including the banking organization’s capital planning (including dividends and share buybacks), assessment of capital adequacy and maintaining capital consistent with its risks, and risk management practices. The results of the stress tests are provided to the applicable federal banking agencies. The regulatory agencies’ risk-based capital guidelines are based upon the 1988 capital accord (“Basel I”)final rule requirement for public disclosure of a summary of the International Basel Committeestress testing results for the $10 - $50 billion companies has been implemented starting with the 2014 stress test, with the disclosure requirements effective in June 2015.

CRA

Under the CRA as implemented by FDIC regulations, an institution has a continuing and affirmative obligation to help serve the credit needs of its communities, including extending credit to low- and moderate-income neighborhoods. The CRA requires public disclosure of the Bank’s CRA rating. Should the Bank fail to serve the community adequately, potential penalties may include regulatory denials of applications to expand branches, relocate, add subsidiaries and affiliates, expand into new financial activities and merge with or purchase other financial institutions.


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FDIC Deposit Insurance Assessments

The FDIC insures the Bank’s customer deposits through the DIF of the FDIC up to prescribed limits for each depositor. The Bank is subject to deposit insurance assessments as determined by the FDIC. The Dodd-Frank Act increased the minimum target DIF ratio from 1.15% of estimated insured deposits to 1.35% of estimated insured deposits. The FDIC must seek to achieve the 1.35% ratio by September 30, 2020. Insured institutions with assets of $10 billion or more, such as the Bank are responsible for funding the increase. For additional information regarding deposit insurance, see Item 1A. Risk Factors. The FDIC may terminate a depository institution’s deposit insurance upon a finding that the institution’s financial condition is unsafe or unsound or that the institution has engaged in unsafe or unsound practices that pose a risk to the DIF or that may prejudice the interest of the bank’s depositors. The termination of deposit insurance for the Bank would also result in the revocation of the Bank’s charter by the DBO.
Anti-Money Laundering (“AML”) and Office of Foreign Assets Control (“OFAC”) Regulation

A major focus of governmental policy on financial institutions in recent years has been aimed at combating money laundering and terrorist financing. The Bank SupervisionSecrecy Act (“Basel Committee”BSA”). This and its implementing regulations and parallel requirements of the federal banking regulators require the Bank to maintain a risk-based AML program reasonably designed to prevent and detect money laundering and terrorist financing and to comply with the recordkeeping and reporting requirements of the BSA, including the requirement to report suspicious activity. There is an expectation by the Bank’s regulators that there will be an effective governance structure for the program which includes effective oversight by our Board and management. The program must include, at a committeeminimum, a designated compliance officer, written policies, procedures and internal controls, training of centralappropriate personnel and independent testing of the program, and a customer identification program. The United States Department of Treasury’s Financial Crimes Enforcement Network (“FinCEN”) and the federal banking agencies continue to issue regulations and guidance with respect to the application and requirements of the BSA and their expectations for effective AML programs. Banking regulators also examine banks for compliance with the economic sanctions regulations administered by the OFAC. Failure of a financial institution to maintain and bank supervisors/regulators fromimplement adequate BSA/AML and OFAC programs, or to comply with all of the major industrialized countries that develops broad policy guidelines that each country’s supervisors can use to determinerelevant laws or regulations, could have serious legal and reputational consequences for the supervisory policies they apply to their home jurisdiction. institution.

Capital Requirements

The federal banking agencies have adopted risk-based minimum capital adequacy guidelines for bank holding companies and banks, which are intended to provide a measure of capital adequacy that reflects the degree of risk associated with a banking organization’s operations both for both transactions reported on the balance sheet as assets and for transactions, whichsuch as letters of credit and recourse arrangements, that are recorded as off-balance sheet items. The risk-based capital ratio is determined by classifying assets and certain off-balance sheet financial instruments into weighted categories, with higher levels of capital being required for those categories perceived as representing greater risk. Bank holding companies and banks engaged in significant trading activity may also be subjectPrior to the market risk capital guidelines and be required to incorporate additional market and interest rate risk components into their risk-based capital standards.
Under the current Basel I capital adequacy guidelines, a banking organization’s total capital is divided into tiers. “Tier I capital” currently includes common equity and trust preferred securities, is subject to certain criteria and quantitative limits. Under Dodd-Frank, depository institution holding companies, such as the Company, with more than $15 billion in total consolidated assets as of December 31, 2009, will no longer be able to include trust preferred securities as Tier I regulatory capital at the end of a three-year phase-out period in 2016, and may be obligated to replace any outstanding trust preferred securities issued prior to May 19, 2010, with qualifying Tier I regulatory capital during the phase-out period. Tier II capital includes hybrid capital instruments, other qualifying debt instruments, a limited amount of the allowance for loan and lease losses and a limited amount of unrealized holding gains on equity securities. Following the phase-out period under Dodd-Frank, trust preferred securities will be treated as Tier II capital, subject to certain limits and qualifications.  The risk-based capital guidelines require a minimum ratio of qualifying total risk-based capital of 8.0% and a minimum ratio of Tier I risk-based capital of 4.0%. An institution is defined as well capitalized if its total risk-based capital ratio is 10.0% or more; its Tier 1 risk-based capital ratio is 6.0% or more; and its Tier 1 leverage ratio is 5.0% or more. Bank holding companies and banks are also required to comply with minimum leverage ratio requirements. The leverage ratio is the ratio of the bank holding company or banking organization’s Tier I capital to its total adjusted quarterly average assets (as defined for regulatory purposes). Holding companies and banks are required to maintain a minimum Tier 1 leverage ratio of 4.0%, unless a different minimum is specified by an appropriate regulatory authority. For a depository institution to be considered “well capitalized” under the regulatory framework for prompt corrective action, its Tier 1 leverage ratio must be at least 5.0%. Basel I was replaced by the Basel Committee’s new Basel III capital framework effective January 1, 2015, as described inthese guidelines were based upon the next section.
As1988 capital accord (“Basel I”) of December 31, 2014, the Company’s and the Bank’s capital ratios exceeded the minimum capital adequacy guideline percentage requirements of the federal banking agencies for “well capitalized” institutions. For complete discussion and disclosure see “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Risk-Based Capital” and Note 19 to the Company’s consolidated financial statements presented elsewhere in this report.

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In December 2010, the Basel Committee released its final framework for strengthening international capital and liquidity regulation, now officially identified ason Banking Supervision (the “Basel III.” Basel III is designed to significantly enhance the original regulatory capital framework under Basel I.Committee”). In July 2013, the FRB approved final rules implementing Basel IIIFederal Reserve, FDIC, and certain changes required by the Dodd Frank Act, effective on January 1, 2015 (subject to a phase-in period). On July 9, 2013, the Office of the Comptroller of the Currency (“OCC”) adopted the same rules for national banks and federal savings associations, and the FDIC approved the same provisions, as an interim final rule, for state nonmember banks and state savings associations. Theissued final rules apply(the “Basel III Capital Rules”) establishing a new comprehensive capital framework for U.S. banking organizations. The rules implement the Basel Committee’s December 2010 framework, commonly referred to all depository institutions and top-tier bank holding companies with assetsas Basel III, for strengthening international capital standards, as well as implementing certain provisions of $500 million or more.the Dodd-Frank Act.
The Basel III Capital Rules substantially revise the risk-based capital rules:requirements applicable to bank holding companies and depository institutions, including the Company and the Bank, compared to the previous U.S. risk-based capital rules. The Basel III Capital Rules became effective for the Company and the Bank on January 1, 2015 (subject to phase-in periods for some of their components). The Basel III Capital Rules: (i) introduce a new capital measure called “CommonCommon Equity Tier 1”1 (“CET1”) and a related regulatory capital ratio of CET1 to risk-weighted assets; (ii) specify that Tier 1 capital consists of CET1 and “Additional Tier 1 capital” instruments, meetingwhich are instruments treated as Tier 1 instruments under the prior capital rules that meet certain revised requirements; (iii) mandate that most deductions/deductions or adjustments to regulatory capital measures be made to CET1 and not to the other components of capital; and (iv) expand the scope of the deductions from and adjustments to capital, as compared to existing regulations. Under the Basel III capital rules,Capital Rules, for most banking organizations, the most common form of Additional Tier 1 capital is noncumulative perpetual preferred stock and the most common form of Tier 2 capital is subordinated notes and a portion of the allowance for loan and lease losses, which in each case, are subject to the Basel III capital rules’Capital Rules’ specific requirements.


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Under the Basel III capital rules,Capital Rules, the following are the initial minimum capital ratios applicable to the Company and the Bank as of January 1, 2015:

4.5% CET1 to risk-weighted assets;
6.0% Tier 1 capital (that is, CET1 plus Additional Tier 1 capital) to risk-weighted assets;
8.0% total capital (that is, Tier 1 capital plus Tier 2 capital) to risk-weighted assets; and
4.0% Tier 1 leverage ratio.

The Basel III capital rulesCapital Rules also introduce a new “capital conservation buffer,” composed entirely of CET1, on top of these minimum risk-weighted asset ratios. The capital conservation buffer is designed to absorb losses during periods of economic stress. Banking institutions with a ratio of CET1 to risk-weighted assets above the minimum but below the capital conservation buffer will face constraints on dividends, equity repurchases and compensation based on the amount of the shortfall. The implementation of the capital conservation buffer will beginbegan on January 1, 2016 at 0.625% and will be phased in over a four-year period (increasing by that amount on each subsequent January 1, until it reaches 2.5% on January 1, 2019). Thus, when fully phased-in on January 1, 2019, the Company and the Bank will be required to maintain this additional capital conservation buffer of 2.5% of CET1, resulting in the following minimum capital ratios:

4.5% CET1 to risk-weighted assets, plus the capital conservation buffer, effectively resulting in a minimum ratio of CET1 to risk-weighted assets of at least 7%;
6.0% Tier 1 capital to risk-weighted assets, plus the capital conservation buffer, effectively resulting in a minimum Tier 1 capital ratio of at least 8.5%;
8.0% total capital to risk-weighted assets, plus the capital conservation buffer, effectively resulting in a minimum total capital ratio of at least 10.5%; and
4.0% Tier 1 leverage ratio.

The Basel III capital rulesCapital Rules provide for a number of deductions from and adjustments to CET1. These include, for example, the requirement that (i) mortgage servicing rights, , (ii) deferred tax assets arising from temporary differences that could not be realized through net operating loss carrybacks and (iii) significant investments in non-consolidated financial entities be deducted from CET1 to the extent that any one such category exceeds 10% of CET1 or all such items, in the aggregate, exceed 15% of CET1. Implementation of the deductions and other adjustments to CET1 began on January 1, 2015 and will be phased-in over a four-year period (beginning at 40% on January 1, 2015 and an additional 20% per year thereafter). In addition, underUnder the current capital standards,Basel III Capital Rules, the effects of certain accumulated other comprehensive income or loss (“AOCI”) items included in stockholders’ equity (for example, unrealized gains or losses on securities held in the available-for-sale portfolio) under U.S. GAAP are not excluded for the purposes of determining regulatory capital ratios. Under the Basel III capital rules, the effects of certain AOCI items are not excluded;ratios; however, nonadvancednon-advanced approaches banking organizations (i.e., banking organizations with less than $250 billion in total consolidated assets or with less than $10 billion of on-balance sheet foreign exposures), including the Company and the Bank, may make a one-time permanent election to continue to exclude these items. This election must be made concurrently with the first filing of certain of the Company and the Bank’s periodic regulatory reports in the beginning of 2015. At this time, theThe Company and the Bank expect to makehave made this election in order to avoid significant variations in the level of capital depending upon the impact of interest rate fluctuations on the fair value of its available-for-sale securities portfolio.


912



The Basel III capital rulesCapital Rules prescribe a new standardized approach for risk weightings that expand the risk weighting categories from the currentprevious four Basel I-derived categories (0%, 20%, 50% and 100%) to a larger and more risk-sensitive number of categories, generally ranging from 0% for U.S. Government and agency securities, to 600% for certain equity exposures, depending on the nature of the assets. The new capital rules generally result in higher risk weights for a variety of asset classes, including certain CRE mortgages. Additional aspects of the Basel III capital rulesCapital Rules that are more relevant to the Company and the Bank include:

consistent with the currentBasel I risk-based capital rules, assigning exposures secured by single family residential properties to either a 50% risk weight for first-lien mortgages that meet prudential underwriting standards or a 100% risk weight category for all other mortgages;
providing for a 20% credit conversion factor for the unused portion of a commitment with an original maturity of one year or less that is not unconditionally cancellable (currently set(set at 0%) under the Basel I risk based capital rules);
assigning a 150% risk weight to all exposures that are nonaccrual or 90 days or more past due (currently set(set at 100%) under the Basel I risk-based capital rules), except for those secured by single family residential properties, which will be assigned a 100% risk weight, consistent with the currentBasel I risk-based capital rules;
applying a 150% risk weight instead of a 100% risk weight for certain high volatility CRE acquisition, development and construction loans; and
applying a 250% risk weight to the portion of MSRsmortgage servicing rights and DTAsdeferred tax assets arising from temporary differences that could not be realized through net operating loss carrybacks that are not deducted from CET1 capital (currently set(set at 100%) under the Basel I risk-based capital rules).

Based on our current interpretationAs of December 31, 2015, the Company’s and the Bank’s capital ratios exceeded the minimum capital adequacy guideline percentage requirements of the Basel III capital rules, the Company believes that both the Company and the Bank would have met all capital adequacy requirementsfederal banking agencies for “well capitalized” institutions under the Basel III capital rules on a fully phased-in basis as if such requirements were effective as of December 31, 2014.basis. For complete discussion and disclosure please see Item 7. MD&A — Regulatory Capital and Ratios and Note 19Regulatory Requirementsand Matters to the Consolidated Financial Statements for additional information.

With respect to the Bank, the Basel III capital rulesCapital Rules also revise the “prompt corrective action”PCA regulations pursuant to Section 38 of the Federal Deposit Insurance Act, as discussed below under “Prompt Corrective Action.“PCA.

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PCA

Prompt Corrective Action
The Federal Deposit Insurance Act, as amended (“FDIA”), requires federal banking agencies to take “prompt corrective action”PCA in respect of depository institutions that do not meet minimum capital requirements. The FDIA includes the following five capital tiers: “well capitalized,” “adequately capitalized,” “undercapitalized,” “significantly undercapitalized” and “critically undercapitalized.” A depository institution’s capital tier will depend upon how its capital levels compare with various relevant capital measures and certain other factors, as established by regulation. The current relevant capital measures areBasel III Capital Rules, as promulgated by the total capital ratio,Federal Reserve, revised the TierPCA requirements effective January 1, capital ratio and the leverage ratio.2015. Under the current prompt corrective actionrevised PCA provisions of the FDIA, an insured depository institution generally will be classified in the following categories based on the capital measures indicated:
“Well capitalized”“Adequately capitalized”
Tier 1 leverage ratio of 5% or greaterTier 1 leverage ratio of at least 4%
Tier 1 risk-based capital of 6% or greaterTier 1 risk-based capital of at least 4%, or
Total risk-based capital of 10% or greater, andTotal risk-based capital of at least 8%.
Not subject to a written agreement, order, capital directive or prompt corrective action directive requiring a specific capital level.
“Undercapitalized”“Significantly undercapitalized”
Tier 1 leverage ratio less than 4%Tier 1 leverage ratio less than 3%
Tier 1 risk-based capital of 4%, orTier 1 risk-based capital of 3%, or
Total risk-based capital less than 8%.Total risk-based capital less than 6%.
“Critically undercapitalized”
Tangible equity to total assets less than 2%.
         
PCA Category Total risk-based capital ratio Tier 1 risk-based capital ratio CET1 risk-based ratio Tier 1 leverage ratio
Well capitalized 10% 8% 6.5% 5%
Adequately capitalized 8% 6% 4.5% 4%
Undercapitalized < 8% < 6% < 4.5% < 4%
Significantly undercapitalized < 6% < 4% < 3% < 3%
Critically undercapitalized Tangible Equity/Total Assets ≤ 2%
 
The Basel III capital rules, as promulgated by the FRB, revise the current prompt corrective action requirements effective January 1, 2015. Under the new rules, a bank will be (i) “well capitalized” if the institution has a total risk-based capital ratio of 10.0% or greater, a Tier 1 risk-based capital ratio of 8.0% or greater, common equity Tier 1 capital ratio of 6.5% or greater, and a leverage ratio of 5.0% or greater, and is not subject to any order or written directive by any such regulatory authority to meet and maintain a specific capital level for any capital measure; (ii) “adequately capitalized” if the institution has a total risk-based capital ratio of 8.0% or greater, a Tier 1 risk-based capital ratio of 6.0% or greater, common equity Tier 1 capital ratio of 4.5% or greater, and a leverage ratio of 4.0% or greater; (iii) “undercapitalized” if the institution has a total risk-based capital ratio that is less than 8.0%, a Tier 1 risk-based capital ratio of less than 6.0%, common equity Tier 1 capital ratio of less than 4.5%, or a leverage ratio of less than 4.0%; (iv) “significantly undercapitalized” if the institution has a total risk-based capital ratio of less than 6.0%, a Tier 1 risk-based capital ratio of less than 4.0%, common equity Tier 1 capital ratio of less than 3.0%, or a leverage ratio of less than 3.0%; and (v) “critically undercapitalized” if the institution’s tangible equity (defined as Tier 1 capital plus non-Tier 1 perpetual preferred stock) is equal to or less than 2.0% of average quarterly tangible assets.
An institution may be downgraded to, or deemed to be in, a capital category that is lower than indicated by its capital ratios, if it is determined to be in an unsafe or unsound condition or if it receives an unsatisfactory examination rating with respect to certain matters. A bank’s capital category is determined solely for the purpose of applying prompt corrective actionPCA regulations and the capital category may not constitute an accurate representation of the bank’s overall financial condition or prospects for other purposes.


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The FDIA generally prohibits a depository institution from making any capital distributions (including payment of a dividend) or paying any management fee to its parent holding company, if the depository institution would thereafter be “undercapitalized.” “Undercapitalized” institutions are subject to growth limitations and are required to submit a capital restoration plan. If a depository institution fails to submit an acceptable plan, it is treated as if it is “significantly undercapitalized.” “Significantly undercapitalized” depository institutions may be subject to a number of requirements and restrictions, including orders to sell sufficient voting stock to become “adequately capitalized,” requirements to reduce total assets, and cessation of receipt of deposits from correspondent banks. “Critically undercapitalized” institutions are subject to the appointment of a receiver or conservator.


11Future Legislation and Regulation



Stress Testing
The Dodd-Frank Act requires stress testing of bank holding companiesConsidering the recent conditions in the global financial markets and banks thateconomy, legislators, presidential candidates and regulators have more than $10 billion but less than $50 billion of consolidated assets (“$10 - $50 billion companies”). Additional stress testing is required for banking organizations having $50 billion or more of assets. $10 - $50 billion companies, including the Company and the Bank, are requiredcontinued to conduct annual company-run stress tests under rules the federal bank regulatory agencies issued in October 2012. Stress tests assess the potential impact of scenariosincrease their focus on the consolidated earnings, balance sheet and capital of a bank holding company or bank over a designated planning horizon of nine quarters, taking into account the organization’s current condition, risks, exposures, strategies, activities and such factors as the regulators may request of a specific organization. Each banking organization’s board of directors and senior management are required to approve and review the policies and procedures of their stress testing processes as frequently as economic conditions or the conditionregulation of the organization may warrant, and at least annually. They are also requiredfinancial services industry. Proposals to consider the resultsfurther increase regulation of the stress testfinancial services industry have been and are expected to continue to be introduced in the normal course of business, including the banking organization’s capital planning (including dividendsU.S. Congress, in state legislatures and share buybacks), assessment of capital adequacy and maintaining capital consistent with its risks, and risk management practices. The results of the stress tests are provided to the applicable federal banking agencies. Public disclosure of stress test results for $10 - $50 billion companies is required beginning in 2015. The Company is in the process of preparing its stress tests.

FDIC Deposit Insurance

The FDIC insures our customer deposits through the Deposit Insurance Fund of the FDIC up to prescribed limits for each depositor. The Bank is subject to deposit insurance assessments as determined by the FDIC. The FDIC established a minimum ratio of deposit insurance reserves in the Deposit Insurance Fund (“DIF”) to estimated insured deposits of 1.15% until September 2020 and 1.35% thereafter. At least semi-annually, the FDIC will update its loss and income projections for the DIF and, if needed, will increase or decrease assessment rates, following notice-and-comment rulemaking, if required.
The FDIC may terminate a depository institution’s deposit insurance upon a finding that the institution’s financial condition is unsafe or unsound or that the institution has engaged in unsafe or unsound practices that pose a risk to the Deposit Insurance Fund or that may prejudice the interest of the bank’s depositors. The termination of deposit insurance for the Bank would also result in the revocation of the Bank’s charter by the DBO.
Federal Banking Agency Compensation Guidelines
Guidelines adopted by the federal banking agencies pursuant to the FDIA prohibit excessive compensation as an unsafe and unsound practice and describe compensation as excessive when the amounts paid are unreasonable or disproportionate to the services performed by an executive officer, employee, director or principal stockholder. In June 2010, the federal banking agencies issued comprehensive guidance on incentive compensation policies intended to ensure that the incentive compensation policies of banking organizations do not undermine the safety and soundness of such organizations by encouraging excessive risk-taking.
abroad. In addition, the Dodd-Frank Act requires the federal bank regulatory agencies and the SEC to establish jointnot all regulations authorized or guidelines prohibiting certain incentive-based payment arrangements. These regulators must establish regulations or guidelines requiring enhanced disclosure to regulators of incentive-based compensation arrangements. The agencies proposed such regulations in April 2011, but the regulations have not been finalized.

The scope, content and application of the U.S. banking regulators’ policies on incentive compensation continue to evolve. It cannot be determined at this time whether compliance with such policies will adversely affect the ability of the Company and the Bank to hire, retain and motivate key employees.
Operations and Consumer Compliance Laws
The Bank must comply with numerous federal anti-money laundering and consumer privacy and protection statutes and regulations. The CFPB is directed to prevent unfair, deceptive and abusive practices and ensure that all consumers have access to markets for consumer financial products and services, and that such markets are fair, transparent and competitive. The CFPB has authorityrequired under the Dodd-Frank Act to enforcehave been proposed or finalized by federal regulators. Further legislative changes and issue rulesadditional regulations may change our operating environment in substantial and unpredictable ways. Such legislation and regulations could increase the cost of conducting the Company’s business, affect the Company’s compensation structure and restrict or expand the activities in which the Company may engage among other financial institutions. The Company cannot predict whether future legislative proposals will be enacted and, if enacted, the effect from implementing existing consumer protection laws and responsibility for all such existing regulations. Depository institutionsregulations would have on the Company’s business, results of operations or financial condition. The same uncertainty exists with assets exceeding $10 billion (such as the Bank), their affiliates, and other “larger participants” in the markets for consumer financial services (as determined by the CFPB) are subjectrespect to direct supervision by the CFPB, including any applicable examination, enforcement and reporting requirements the CFPB may establish.

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Underregulations authorized or required under the Dodd-Frank Act regulators were required to mandate specific underwriting criteria to support a reasonable, good faith determination by lenders of a consumer’s ability to repay a mortgage. The CFPB by amendment to Regulation Z, which implements the Truth in Lending Act and took effect on January 10, 2014, has defined what would be considered a “qualified mortgage.”  Another Dodd-Frank provision requires banks and other mortgage lenders to retain a minimum 5% economic interest in mortgage loans sold through securitizations unless the loans meet a definition of a “qualified residential mortgage.”  but that have not yet been proposed or finalized.

These laws and regulations mandate certain disclosure and other requirements and regulate the manner in which financial institutions must deal with customers when taking deposits, making loans, collecting loans, and providing other services.  Failure to comply with these laws and regulations can subject the Bank to various penalties, including but not limited to enforcement actions, injunctions, fines or criminal penalties, punitive damages to consumers, and the loss of certain contractual rights.  The Bank and the Company are also subject to federal and state laws prohibiting unfair or fraudulent business practices, untrue or misleading advertising and unfair competition.
Regulation of Subsidiaries/Branches
Foreign-based subsidiaries, including East West Bank China (Limited) are subject to applicable foreign laws and regulations, such as those implemented by the China Banking Regulatory Commission. Nonbank subsidiaries are subject to additional or separate regulation and supervision by other state, federal and self-regulatory bodies. East West Insurance Services, Inc. is subject to the licensing and supervisory authority of the California Commissioner of Insurance. The East West Hong Kong branch is subject to applicable foreign laws and regulations, such as those implemented by the Hong Kong Monetary Authority.
Employees
East West does not have any employees other than officers who are also officers of the Bank. Such employees are not separately compensated for their employment with the Company. As ofAt December 31, 2014,2015, the BankCompany had a total of 2,618 full-time employees and 72 part-time employees and East West Insurance had a total of 19 full-timeapproximately 2,833 employees. None of the Company’s employees are represented by a union orsubject to any collective bargaining group. The management of the Bank and East West Insurance each believe that their respective employee relations are satisfactory.agreements.
Available Information
We file reports with the SEC, including our proxy statements,The Company’s annual reports on Form 10-K, the proxy statements, quarterly reports on Form 10-Q, and current reports on Form 8-K.8-K, and amendments to those reports filed or furnished pursuant to Section 13 (a) or 15 (d) of the Exchange Act are available for free at www.eastwestbank.com as soon as reasonably practicable after the Company electronically files such material with, or furnishes it to SEC. These reports and other informationare also available for free on filethe SEC’s website at http://www.sec.gov. Also, these reports can be inspectedfound and copied at the SEC’s Public Reference Room at 100 F Street, N.E., Washington, DC 20549, on official business days during the hours of 10 a.m. to 3 p.m. The public may obtain information on the operation of the Public Reference Roomor by calling the SEC at 1-800-SEC-0330. The Commission maintains a website that contains the reports, proxy and information statements and other information we file with them. The address of the site is http://www.sec.gov.
The Company also maintains an internet website at www.eastwestbank.com. The Company makes its website content available for information purposes only. It should not be relied upon for investment purposes.
We make available free of charge through our website our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and proxy statements for our annual stockholders meetings, as well as any amendments to those reports, as soon as reasonably practicable after the Company files such reports with the SEC. The Company’s SEC reports can be accessed through the investor information page of its website. None of the information contained in or hyperlinked from our website is incorporated into this Form 10-K.

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Executive Officers of the Registrant
The following table presents the executive officers of the Company, their positions, and their ages. Each officer is appointed by the Board of Directors of the Company or the Bank and serves at their pleasure.
Name
Age (1)
Position with Company or Bank and Prior Positions
Dominic Ng56
Chairman and Chief Executive Officer of the Company and the Bank
since 1992.
Julia S. Gouw55
President and Chief Operating Officer of the Company and the Bank since 2009;
1994 - 2008: Executive Vice President and Chief Financial Officer of the Company and the Bank.
Wendy Cai-Lee40
Executive Vice President and Head of U.S. Eastern and Texas Regions since 2014;
2011 - 2014: Senior Managing Director and Head of U.S. Eastern and Texas Regions;
2009 - 2011: Managing Director at Deloitte & Touche LLP.
Ming Lin Chen54Executive Vice President and Head of Retail and Banking Operations of the Bank since 2009.
William H. Fong67Executive Vice President and Head of Northern California Commercial Lending Division of the Bank since 2006.
Karen A. Fukumura50Executive Vice President and Head of Change Execution of the Bank since 2013; 2008 - 2012: Executive Vice President and Head of Retail Banking of the Bank.
John R. Hall59
Executive Vice President and Chief Credit Officer of the Bank since 2010;
2004 - 2010: Regional Vice President of Commercial Banking Office in Los Angeles at Wells Fargo Bank.
Douglas P. Krause58Executive Vice President, Chief Risk Officer, General Counsel, and Secretary of the Company and the Bank since 1996.
Robert Lo50Executive Vice President and Head of Commercial Real Estate Banking of the Bank since 2014; 2013 - 2014: Senior Vice President and Head of Commercial Real Estate Banking of the Bank; 2007 - 2013: Senior Vice President and Manager of Corporate Banking Division of the Bank.
Irene H. Oh37Executive Vice President and Chief Financial Officer of the Company and the Bank since 2010; 2008 - 2010: Senior Vice President and Director of Corporate Finance.
Bennett Pozil53Executive Vice President and Head of Corporate Banking of the Bank since 2011; 2008 - 2011: President of Match Point Holdings, LLC.
Andy Yen57Executive Vice President and Head of International Banking and the Business Banking Division of the Bank since 2013; 2005 - 2013: Executive Vice President and Director of the Business Banking Division of the Bank.
(1) As of March 2, 2015.





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ITEM 1A.  RISK FACTORS
Risk Factors That May Affect Future Results
Together withIn the other information oncourse of conducting the Company’s business, the Company is exposed to a variety of risks, some of which are inherent in the financial services industry and others of which are more specific to the Company’s business. The following discussion sets forth what management currently believes could be the most significant factors, of which we faceare currently aware that could affect our businesses, results of operations and financial condition. Additional factors that could affect our managementbusinesses, results of risk containedoperations and financial condition are discussed in Forward-Looking Statements. Other factors not discussed below or elsewhere in this Annual Report or in other SEC filings, the following presents significant risks which may affect us. Events or circumstances arising from one or more of these riskson Form 10-K could also adversely affect our business,the Company’s businesses, results of operations and financial condition, operating results, cash flows and prospects, andcondition. Therefore, the value and price of our common stock could decline. The risks identifiedrisk factors below areshould not intended to be considered a comprehensive listcomplete discussion of all risks we faceof the risk and additional risks that weuncertainties the Company may currently view as not material may also impair our business operationsface.
Regulatory, Compliance and results.Legal Risks
Recent changesChanges in bankinglaw, regulation or oversight may adversely affect the Company’s operations. EWBC is subject to extensive regulation under federal and state laws, as well as supervision and examination by the DBO, FDIC, Federal Reserve, SEC, the CFPB, and other regulatory bodies. Congress and federal agencies have significantly increased their focus on the regulation of the financial services industry. The Dodd-Frank Act, enacted in July 2010, instituted major changes to the banking and financial institutions regulatory regimes, many parts of which are now in effect. The Federal Reserve has adopted regulations implementing the Basel III framework on bank capital adequacy, stress testing, and market liquidity risk in the U.S. These regulations affect our business.lending practices, capital structure, investment practices, dividend policy and growth, among other things. Regulation of the financial services industry continues to undergo major changes. Dodd-Frank significantly revisesChanges to statutes, regulations or regulatory policies, including changes in interpretation or implementation of statutes, regulations or policies could affect EWBC in substantial and expandsunpredictable ways. In addition, such changes could also subject us to additional costs and limit the rulemaking, supervisorytypes of financial services and enforcement authorityproducts we may offer. Failure to comply with laws, regulations or policies could result in civil or criminal sanctions by state and federal agencies, the loss of federal bank regulators. Dodd-Frank addresses many areasFDIC insurance, the revocation of our banking charter, civil money penalties and/or reputation damage, which may affect ourcould have a material adverse impact on the Company’s businesses, results of operations and costs immediately or infinancial condition. The effects of such legislation and regulatory actions on EWBC cannot be reliably determined at this time. See Item 1. Business — Supervision and Regulation for more information about the future. Among other provisions, Dodd-Frank: 
imposes new capital requirements on bank holding companies and eliminates certain trust preferred securities from Tier 1 capital;
revises the FDIC’s insurance assessment methodology so that premiums are assessed based upon the average consolidated total assets of a bank less tangible equity capital;
expands the FDIC’s authority to raise insurance premiums and permanently raises the current standard deposit insurance limit to $250,000;
allows financial institutions to pay interest on business checking accounts;
authorizes nationwide interstate de novo branching for banks;
limits interchange fees payable on debit card transactions;
establishes the CFPB to promulgate and enforce consumer protection regulations relating to financial products and services offered by banks and nonbank finance companies;
contains provisions that affect corporate governance and executive compensation;
restricts proprietary trading by financial institutions, their owning or sponsoring hedge and private equity funds, and regulates the derivatives activities of banks and their affiliates.
The CFPB has adopted revisions to Regulation Z, which implements the Truth in Lending Act, pursuant to Dodd-Frank. The revisions went into effect on January 10, 2014 and apply to all consumer mortgages, except home equity lines of credit (“HELOCs”), timeshare plans, reverse mortgages and temporary loans.  The revisions mandate specific underwriting criteria for home loans in order for creditors to make a reasonable, good faith determination of a consumer’s ability to repay and establish certain protections from liability under this requirement for “qualified mortgages” meeting certain standards.  This may impact our underwriting of single family residential loans and the resulting unknown effect on potential delinquencies. In particular, the revisions prevent us from making “no documentation” and “low documentation” home loans, because the rules require determining a consumer’s ability to pay based in part on verified and documented information. Low documentation loans represent a substantial portion of our single family residential loan portfolio. Accordingly, these new provisions may adversely affect the growth in the residential loan portfolio.
Additionally, on December 10, 2013, five financial regulatory agencies, including our primary federal regulator, the FRB, adopted final rules implementing the Volcker Rule embodied in Section 13 of the Bank Holding Company Act, which was added by Section 619 of Dodd-Frank. The final rules prohibit banking entities from, among other things, (1) engaging in short-term proprietary trading for their own accounts, and (2) having certain ownership interests in and relationships with hedge funds or private equity funds. The final rules are intended to provide greater clarity with respect to both the extent of those primary prohibitions and of the related exemptions and exclusions. The final rules also require each regulated entity to establish an internal compliance program that is consistent with the extent to which it engages in activities covered by the Volcker Rule, which must include (for the largest entities) making regular reports about those activities to regulators. The final rules were effective April 1, 2014, but the conformance period was extended from its statutory date of July 21, 2014 until July 21, 2016.

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In addition to the enactment of Dodd-Frank, the federal regulatory agencies recently have begun to take stronger supervisory actions against financial institutions that have experienced increased loan losses and other weaknesses as a result of the recent economic crisis. These actions include the entering into of written agreements and cease and desist orders that place certain limitations on their operations. Federal bank regulators recently have also been using with more frequency their ability to impose individual minimal capital requirements on banks, which requirements may be higher than those imposed under Dodd-Frank or which would otherwise qualify the bank as being “well capitalized” under the Office of the Comptroller of the Currency’s prompt corrective action regulations. If we were to become subject to a supervisory agreement or higher individual capital requirements, such action may have a negative impact on our ability to execute our business plans, as well as our ability to grow, pay dividends, repurchase stock or engage in mergers and acquisitions and may result in restrictions in our operations.are subject.
The CFPB may reshapeis in the process of reshaping the consumer financial laws through rulemaking and enforcement of the prohibitionssuch laws against unfair, deceptive and abusive businessacts or practices. Compliance with any such change may impact the business operations of depository institutions offering consumer financial products or services, including the Bank. The CFPB has broad rulemaking authority to administer and carry out the provisions of the Dodd-Frank Act with respect to financial institutions that offer covered financial products and services to consumers. The CFPB has also been directed to write rules identifying practices or acts that are unfair, deceptive or abusive in connection with any transaction with a consumer for a consumer financial product or service, or the offering of a consumer financial product or service. The conceptprohibition on “abusive” acts or practices was created by the Dodd-Frank Act and did not previously exist in federal law. The meaning of what may be considered to be an “abusive” practicethe prohibition is relatively new under the law.being clarified each year by CFPB enforcement actions and opinions from courts and administrative proceedings. Moreover, the Bank will be supervised and examined by the CFPB for compliance with the CFPB’s regulationslaws and policies. The CFPB has further issued a series of final rules to implement provisions in the Dodd-Frank Act related to mortgage origination and servicing that may increase the cost of originating and servicing residential mortgage loans, which went into effect in January 2014. While it is difficult to quantify the increase in our regulatory compliance burden, we do believe that costs associated with regulatory compliance, including the need to hire additional compliance personnel, may continue to increase.
We face risk of noncompliance and enforcement actions under the BSA and other AML statutes and regulations. The BSA requires banks and other financial institutions to, among other things, develop and maintain an effective anti-money laundering program and file suspicious activity and currency transaction reports as appropriate. The FinCEN has delegated examination authority for compliance by banks with the BSA to the federal bank regulators, including to the Board of Governors of the Federal Reserve (the “Board of Governors”) for state licensed member banks. Under parallel authority of the bank regulators, the federal bank regulators and certain state regulators have authority to bring enforcement actions related to BSA compliance which may include compliance undertakings, a written agreement, a cease and desist order, and/or civil money penalties. FinCEN may also impose civil money penalties based on BSA violations that are deemed willful, and willful violations also could result in criminal BSA fine or forfeitures. The banking regulators also examine compliance with the rules enforced by the OFAC. Banks are under enhanced scrutiny for both BSA and OFAC compliance. Consequently, if our policies, procedures and internal controls are deemed deficient, we could face money penalties as well as serious reputational consequences that could materially and adversely affect our business, financial condition or operations.


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The Bank is subject to supervision pursuant to a written agreement with the Federal Reserve Bank of San Francisco(the “FRB”) and a memorandum of understanding with the DBO, which could result in additional actions taken against the Bank and will increase the Bank’s operating costs and limitations relatedcould adversely affect the Bank’s results of operations.

Our good standing with our regulators is of fundamental importance to this additional regulatory reporting regimen have yetthe continuation and growth of our business given that banks operate in an extensively regulated environment under state and federal law. The Bank is subject to be fully determined, although they may be materialsupervision and regulation by regulators, including the FRB and the limitationsDBO. Federal and restrictionsstate regulators, in the performance of their supervisory and enforcement duties, have significant discretion and power to initiate enforcement actions for violations of laws and regulations and unsafe and unsound practices. The enforcement powers available to federal banking regulators include, among others, the ability to assess civil monetary penalties, to issue cease and desist or removal orders, to require written agreements and to initiate injunctive actions. The Bank entered into a Written Agreement, dated November 9, 2015 with the FRB (the “Written Agreement”), and a related memorandum of understanding (“MOU”) with the DBO, relating to certain deficiencies identified in the Bank’s BSA/AML compliance program, as described in further detail in Item 7. MD&A — Regulatory Matters. If additional compliance issues are identified or if the regulators conclude that will be placed upon the Bank has not satisfactorily complied with the Written Agreement, the DBO or the FRB could take further action with respect to its consumer product offeringthe Bank, and services may produceif any such further action were taken, such action could have a material adverse effect on our business, financial condition or operations. The operating and other conditions of the Written Agreement could lead to an increased risk of being subject to additional regulatory actions by the DBO and FRB or other government agencies, as well as additional actions resulting from future regular annual soundness and compliance examinations by federal and state regulators.
We anticipate that we will need to continue to dedicate significant material effects onresources to our efforts to comply with the Written Agreement and related MOU, which are expected to increase our operational costs and adversely affect the amount of time our management has to conduct our business. The additional operating costs to comply with, and the restrictions under, the Written Agreement and MOU will adversely affect the Bank’s (andresults of operations.

Increased deposit insurance costs and changes in deposit regulation may adversely affect the Company’s) profitability.Company’s results of operations.
We may The FDIC insures deposit accounts at insured banks and financial institutions, including East West Bank. The FDIC charges the insured financial institutions premiums to maintain the DIF at a certain level. During 2008 and 2009, there were higher levels of bank failures, which dramatically increased resolution costs of the FDIC and depleted the DIF. The FDIC collected a special assessment in 2009 to replenish the DIF and also required a prepayment of an estimated amount of future deposit insurance premiums. In accordance with the Dodd-Frank Act, the FDIC adopted new rules that redefined how deposit insurance assessments are calculated. The new rate schedule and other revisions to the assessment rules became effective April 1, 2011, and had the effect of reducing the assessment that we would otherwise pay. As the new assessment rules currently stand, we expect the rules will have a continued positive impact on our future FDIC deposit insurance assessment fees compared to the assessment rules in effect prior to the changes. However, the FDIC’s rules could be subject to more stringent capital requirements. Dodd-Frank phases out over a prescribed periodfuture changes, especially if there are additional bank or financial institution failures or the government or FDIC develop new regulatory goals with respect to the banking sector. Increases in assessment fees or required prepayments of time certain trust preferred securities from Tier 1 capital and allowsFDIC insurance premiums may have an adverse effect on our results of operations.

The Company’s interest expense may increase following the repeal of the federal banking agenciesprohibition on payment of interest on demand deposits. The federal prohibition on the ability of financial institutions to establish minimum leveragepay interest on demand deposit accounts was repealed as part of the Dodd-Frank Act beginning on July 21, 2011. As a result, financial institutions could commence offering interest on demand deposits to compete for clients. Currently, market interest rates are low. We cannot predict what interest rates other banks may offer as market interest rates increase in the future. The Bank has started offering interest on demand deposits to attract additional customers or to maintain current customers. If market interest rates increase, the Company’s interest expense will increase and risk-based capital requirements thatnet interest margin will apply to both insured banksdecrease which could have a material adverse effect on the Company’s financial condition, results of operations and their holding companies. In the case of certain trust preferred securities issued prior to May 19, 2010 by bank holding companies with total consolidated assets of $15 billion or more as of December 31, 2009, these “regulatory capital deductions” are being implemented incrementally over a period of three years which commenced in January 2013. Dodd-Frank also requires the federal banking agencies to establish minimum leverage and risk-based capital requirements that will apply to both insured banks and their holding companies.cash flows.
On July 2, 2013,Changes in accounting standards or inaccurate estimates or assumptions in applying accounting policies could materially impact the FRB approvedCompany’s financial statements. From time to time, the final rules implementing Basel III capital adequacy. The rules includeFASB or the SEC may change the financial accounting and reporting standards that govern the preparation of the Company’s financial statements. In addition, the FASB, SEC, banking regulators and the Company’s independent registered public accounting firm may also amend or even reverse their previous interpretations or positions on how various standards should be applied. These changes may be difficult to predict and could impact how we prepare and report the Company’s financial statements. In some cases, we could be required to apply a new common equity Tier 1 capital to risk-weighted assets ratio of 4.5% and a common equity Tier 1 capital conservation buffer of 2.5% of risk-weighted assets. The final rules also raise the minimum ratio of Tier 1 capital to risk-weighted assets to 6.0%.  On July 9, 2013, the OCC adopted the same rules for national banks and federal savings associations, and the FDIC approved the same provisions, as an interim final rule, for state nonmember banks and state savings associations.  The phase-in period for the final rules began for us on January 1, 2015, with full compliance with all of the final rule’s requirements phasedor revised standard retroactively, resulting in over a multi-year schedule. Based on our current interpretation of the Basel III capital rules, the Company believes that both the Companyrevising and the Bank would have met all capital adequacy requirements under the Basel III capital rules on a fully phased-in basis as if such requirements were effective as of December 31, 2014.

republishing prior-period financial statements.

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Capital and Liquidity Risks
DifficultAs a regulated entity, we are subject to capital and liquidity requirements, and a failure to meet these standards could affect our financial condition. The Company and the Bank are subject to certain capital and liquidity guidelines, qualitative judgments by regulators about components, risk weightings and other factors. New regulatory capital and liquidity requirements may limit or otherwise restrict how we utilize our capital, including common stock dividends and stock repurchases, and may require us to increase our regulatory capital, or increase regulatory capital ratios or liquidity. The capital requirements applicable to the Company and the Bank under the recently adopted Basel III rules are in the process of being phased-in by the Federal Reserve. We are required to satisfy more stringent capital adequacy and liquidity standards than we have in the past. In addition, we may be required to increase our capital levels, even in the absence of actual adverse economic conditions or forecasts, as a result of stress testing and capital planning based on the hypothetical future adverse economic scenarios. We expect to meet the requirements of the Basel III rules, including the capital conservation buffer, as phased in by the Federal Reserve. Compliance with these capital requirements, including leverage ratios, may limit operations that require intensive use of capital. This could adversely affect our ability to expand or maintain present business levels, which may adversely affect our financial results. Additional information on the regulatory capital requirements applicable to the Company and the Bank is set forth in Item 1. Business — Supervision and Regulation — Capital Requirements.
The Company’s ability to pay dividends.  East West is dependent on the Bank for dividends, distributions and other payments. Our principal source of cash flow, including cash flow to pay dividends to our stockholders and principal and interest on our outstanding debt, is dividends from the Bank. The ability of the Bank to pay dividends to East West is limited by Federal and California law. Subject to the Bank meeting or exceeding regulatory capital requirements, the primary approval of the Federal Reserve is required, if the total of all dividends declared by the Bank in any calendar year would exceed the sum of the Bank’s net profits for that year and its retained net profits for the preceding two years. Federal law also prohibits the Bank from paying dividends that would be greater than its undivided profits. In addition, Federal Reserve guidance sets forth the supervisory expectation that bank holding companies will inform and consult with the Federal Reserve in advance of issuing a dividend that exceeds earnings for the quarter and should not pay dividends in a rolling four quarter period in an amount that exceeds net income for the period.
The Company is subject to liquidity risk, which could negatively affect the Company’s funding levels. Market conditions or other events could negatively affect the level of or cost of funding, which in turn could affect the Company’s ongoing ability to accommodate liability maturities and deposit withdrawals, meet contractual obligations, or fund asset growth and new business initiatives at a reasonable cost, in a timely manner and without adverse consequences. Although the Company has implemented strategies to maintain sufficient and diverse sources of funding to accommodate planned, as well as unanticipated changes in assets, liabilities, and off-balance sheet commitments under various economic conditions, a substantial, unexpected or prolonged change in the level or cost of liquidity could have a material adverse effect on the Company. If the cost effectiveness or the availability of supply in the credit markets is reduced for a prolonged period of time, the Company’s funding needs may require the Company to access funding and manage liquidity by other means. These alternatives may include generating client deposits, securitizing or selling loans and further managing loan growth and investment opportunities. These alternative means of funding may not be available under stressed conditions.
Market Risks
General economic, political or industry conditions may be less favorable than expected. Our businesses and results of operations are affected by the financial markets and general economic conditions in the U.S. and China, including factors such as the level and volatility of short term and long-term interest rates, inflation, home prices, unemployment and under-employment levels, bankruptcies, household income, consumer spending, fluctuations in both debt and equity capital markets and currencies, liquidity of the global financial markets, the availability and cost of capital and credit, investor sentiment and confidence in the financial markets, the sustainability of economic growth in the U.S. and China. The deterioration of any of these conditions could adversely affect our consumer and commercial businesses, our securities and derivatives portfolios, our level of charge-offs and provision for credit losses, the carrying value of our deferred tax assets, our capital levels and liquidity and our results of operations. Because the Company’s operations and the collateral securing its loan portfolio are concentrated primarily in Northern and Southern California, the Company may be particularly susceptible to the adverse economic conditions in the state of California.

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Despite improving labor markets and declines in energy costs, an elevated level of underemployment and household debt and prolonged low interest rates pose challenges for the domestic economic performance and the financial services industry. Home sales continue to show signs of improvement but the improvement in the housing market remains modest in certain areas. Mortgage delinquency and foreclosure rates continue to decline. Any unfavorable changes in the economic and market conditions have adversely affected our industry. Since 2007, negative developments in the housing market, including decreased home prices and increased delinquencies and foreclosures by comparison with pre-recession levels, have negatively impacted the credit performance of mortgage and construction loans and have resulted in significant write-downs of assets by many financial institutions, including the Bank. In addition, the values of real estate collateral supporting many loans declined and may continuewould lead to decline. The impact on the Bank of the negative credit cycle has shown signs of stabilization. However, the overall economic environment remains problematic with high unemployment rates, reduced general spending, and decreased lending by financial institutions to their customers and to each other. Also, competition among depository institutions for deposits has continued to remain at heightened levels as compared to pre-recession times. Bank and bank holding company stock prices have been negatively affected as has the ability of banks and bank holding companies to raise capital or borrow in the debt markets compared to past years. A worsening of these conditions would likely exacerbate the adverse effects of these difficult market conditions on us and others in the financial institutions industry. In particular, we may face the following risks in connection with these events: 
We face increased regulation of our industry including heightened legal standards and regulatory requirements or expectations imposed in connection with Dodd-Frank. Compliance with such regulation may increase our costs and limit our ability to pursue business opportunities.risks:
The process we usethe Company uses to estimate losses inherent in ourthe Company’s credit exposure requires difficult, subjective and complex judgments, including forecasts of economic conditions and how these economic conditions might impair the ability of ourthe borrowers to repay their loans. The level of uncertainty concerning economic conditions may adversely affect the accuracy of ourthe Company’s estimates which may, in turn, impact the reliability of the process.
The Company’s commercial and residential borrowers may be unable to make timely repayments of their loans, or the decrease in value of real estate collateral securing the payment of such loans could result in significant credit losses, increased delinquencies, foreclosures and customer bankruptcies, any of which could have a material adverse effect on the Company’s operating results.
A decrease in the demand for loans and other products and services offered by us.
A decrease in deposit balances due to overall reductions in customers’ accounts.
The value of the portfolio of available-for-sale investment securities that we holdthe Company holds may be adversely affected by increasing interest rates and defaults by debtors.
Future disruptions in the capital markets or other events, including actions by rating agencies and deteriorating investor expectations, may result in an inability to borrow on favorable terms or at all from other financial institutions.
Increased competition among financial services companies due to the recent consolidation of certain competing financial institutions and the conversion of certain investment banks to bank holding companies may adversely affect the Company’s ability to market its products and services.
Adverse conditions in Asia could adversely affect our business.  A substantial number of our customers have economic and cultural ties to Asia. The Bank’s presence includes five full-service branches in Greater China, located in Hong Kong, two in Shanghai including one in the Shanghai Pilot Free Trade Zone, Shantou and Shenzhen. The Bank also has five representative offices in Greater China located in Beijing, Chongqing, Guangzhou, Xiamen and Taiwan. As a result, our business and results of operations may be impacted by adverse economic and political conditions in Asia and, in particular, in China. Volatility in the Shanghai and Hong Kong stock exchanges and/or a potential dramatic fall in real estate prices in China, among other things, may negatively impact asset values and the profitability and liquidity of our customers who operate in this region. Pandemics and other public health crises or concerns over the possibility of such crises could create economic and financial disruptions in the region. United States and global economic policies, military tensions, and unfavorable global economic conditions may also adversely impact the Asian economies. Transfer risk may result when an entity is unable to obtain the foreign exchange needed to meet its obligations or to provide liquidity. This may adversely impact the recoverability of investments with or loans made to such entities.
Increased deposit insurance costs and changes in deposit regulation may adversely affect our results of operations. As a result of recent economic conditions and the enactment of Dodd-Frank, the FDIC has increased the deposit insurance assessment rates in recent years and thus raised deposit premiums for insured depository institutions. If these increases are insufficient for the Deposit Insurance Fund to meet its funding requirements, further special assessments or increases in deposit insurance premiums may be required which we may be required to pay. We are generally unable to control the amount of premiums that we are required to pay for FDIC insurance. If there are additional bank or financial institution failures, we may be required to pay even higher FDIC premiums than the recently increased levels. Any future additional assessments, increases or required prepayments in FDIC insurance premiums may materially adversely affect our results of operations.

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United States and international financial markets and economic conditions, particularly in California, could adversely affect our liquidity, results of operations and financial condition.  Our business, earnings and profitability are highly sensitive to general economic, political and industry conditions. While the United States is slowly recovering from the recent economic crisis, the pace of recovery is slow and there can be no assurance that these conditions will continue to improve or worsen. Business activity across a wide range of industries and regions in the U.S. remains reduced and local governments and many businesses continue to experience financial difficulty. Although the Company and the Bank remain well capitalized and have not suffered any significant liquidity issues as a result of the most recent economic downturn, the cost and availability of funds may be adversely impacted by illiquid credit markets and the demand for our products and services may be impacted as our borrowers and customers may continue to experience the impact of the recession, and the economic pressure and uncertainty regarding continuing economic improvement may adversely impact their business activities. In view of the concentration of our operations and the collateral securing our loan portfolio primarily in Northern and Southern California, we may be particularly susceptible to the adverse economic conditions in the state of California, where our business is concentrated. In addition, the duration of the current economic conditions is unknown and may exacerbate the Company’s exposure to credit risk and adversely affect the ability of borrowers to perform under the terms of their lending arrangements with us. Any turbulence in the United States and international markets and economy may adversely affect our liquidity, financial condition, results of operations and profitability.
We may be required to make additional provisions for loan losses and charge off additional loans in the future, which could adversely affect our results of operations.  During the year ended December 31, 2014, we recorded a $44.1 million provision for loan losses on non-covered loans and charged off $39.8 million, gross of $13.5 million in recoveries on non-covered loans. The Bank has a concentration of real estate loans in California, including the areas of Los Angeles, Riverside, San Bernardino and Orange counties. Potential further deterioration in the real estate market generally and residential homes in particular could result in additional loan charge-offs and provisions for loan losses in the future, which could have a material adverse effect on the Company’s financial condition, net income and capital.
Our allowance for loan losses may not be adequate to cover actual losses.  A significant source of risk arises from the possibility that we could sustain losses because borrowers, guarantors, and related parties may fail to perform in accordance with the terms of their loans. The underwriting and credit monitoring policies and procedures that we have adopted to address this risk may not prevent unexpected losses that could have a material adverse effect on our business, financial condition, results of operations and cash flows. We maintain an allowance for loan losses to provide for loan defaults and nonperformance. The allowance is also appropriately increased for new loan growth. While we believe that our allowance for loan losses is adequate to cover current losses, we cannot assure you that we will not increase the allowance for loan losses further.
Liquidity risk could impair our ability to fund operations and jeopardize our financial condition.  Liquidity is essential to our business. An inability to raise funds through deposits, borrowings, the sale of loans and other sources could have a material adverse effect on our liquidity. Our access to funding sources in amounts adequate to finance our activities could be impaired by factors that affect us specifically or the financial services industry in general. Factors that could detrimentally impact our access to liquidity sources include a decrease in the level of our business activity due to a market downturn or adverse regulatory action against us. Our ability to acquire deposits or borrow could also be impaired by factors that are not specific to us, such as a severe disruption of the financial markets or negative views and expectations about the prospects for the financial services industry as a whole as a result of conditions faced by banking organizations in the domestic and worldwide credit markets.
The actions and commercial soundness of other financial institutions could affect the Company’s ability to engage in routine funding transactions.  Financial services institutions are interrelated as a result of trading, clearing, counterparty or other relationships. The Company has exposure to different industries and counterparties, and executes transactions with various counterparties in the financial industry, including brokers and dealers, commercial banks, investment banks, mutual and hedge funds, and other institutional clients. Defaults by financial services institutions, and even questions about one or more financial services institutions or the financial services industry in general, have led to market wide liquidity problems and could lead to losses or defaults by the Company or by other institutions. Many of these transactions expose the Company to credit risk in the event of default of its counterparty or client. In addition, the Company’s credit risk may increase when the underlying collateral held cannot be realized or is liquidated at prices not sufficient to recover the full amount of the loan or derivative exposure due to the Company. Any such losses could materially and adversely affect the Company’s results of operations.

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A portion of ourthe Company’s loan portfolio is secured by real estate and thus we havethe Company has a higher degree of risk from a downturn in our real estate markets.  AAs discussed in the “General economic, political or industry conditions may be less favorable than expected” section above, a decline in our real estate markets could hurt ourthe Company’s business because many of ourthe Company’s loans are secured by real estate. Real estate values and real estate markets are generally affected by changes in national, regional or local economic conditions, fluctuations in interest rates and the availability of loans to potential purchasers, changes in tax laws and other governmental statutes, regulations and policies and acts of nature and national disasters, such as earthquakes and national disasterswhich are particular to California. A significant portion of ourthe Company’s real estate collateral is located in California. If real estate values decline, the value of real estate collateral securing ourthe Company’s loans could be significantly reduced. OurThe Company’s ability to recover on defaulted loans by foreclosing and selling the real estate collateral would then be diminished and wethe Company would be more likely to suffer losses on defaulted loans. Furthermore, a significant portion of our loan portfolio is comprised of CRE. CRE and multifamily loans typically involve large balances to single borrowers or groups of related borrowers. Since payments on these loans are often dependent on the successful operation or management of the properties, as well as the business and financial condition of the borrower, repayment of such loans may be subject to adverse conditions in the real estate market, adverse economic conditions or changes in applicable government regulations. Borrowers’ inability to repay such loans may have an adverse effect on ourthe Company’s business.
OurThe Company’s business is subject to interest rate risk and variations in interest rates may negatively affect ourthe Company’s financial performance.  A substantial portion of ourOur financial results depend substantially on net interest income, which is derived from the differential or “spread”difference between the interest earnedincome we earn on loans, investment securities and other interest-earning assets and the interest paidexpense we pay on deposits, borrowings and other interest-bearing liabilities. BecauseInterest-earning assets primarily include loans extended, securities held in our investment portfolio and excess cash held to manage short-term liquidity. We fund our assets using deposits and borrowings. While we offer interest-bearing deposit products, a portion of our deposit balances are from noninterest-bearing products. Overall, the interest rates we receive on our interest-earning assets and pay on our interest-bearing liabilities could be affected by a variety of factors, including market interest rate changes, competition, regulatory requirements and a change in the product mix. Changes in key variable market interest rates such as the Federal Funds, National Prime, the London Interbank Offered Rate (“LIBOR”) or Treasury rates generally impact our interest rate spread. In addition, changes in interest rates could also affect the average life of our loans and mortgage related securities where decreases in interest rates resulting from actions taken by the Federal Reserve has caused an increase in prepayments of loans and mortgage related securities, as borrowers refinance to reduce borrowing costs. In addition, because of the differences in the maturities and repricing characteristics of ourthe Company’s interest-earning assets and interest-bearing liabilities, changes in interest rates do not produce equivalent changes in interest income earned on interest-earning assets and interest paid on interest-bearing liabilities. Significant fluctuations in marketOverall, interest rates could materiallyhave been at historically low levels for an unprecedented long period of time. Continued low interest rates, possibly compounded by a flat yield curve, may challenge the bank’s interest margin.

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We face risks associated with international operations.  A substantial number of our customers have economic and adversely affect not onlycultural ties to Asia and China. The Bank’s presence includes five full-service branches in Greater China, located in Hong Kong, two in Shanghai including one in the Shanghai Free Trade Zone, Shantou and Shenzhen. The Bank also has five representative offices in Greater China located in Beijing, Chongqing, Guangzhou, Xiamen and Taipei, Taiwan. Our efforts to expand our net interest spread, but also our asset qualitybusiness in Asia and loan origination volume.
We are subject to extensive government regulation that could limit or restrict our activities, which, in turn, may hamperChina carry certain risks, including risks arising from the uncertainty regarding our ability to increase our assetsgenerate revenues from foreign operations, risks associated with leveraging and earnings.  Our operations are subject to extensive regulation by federal, statebusiness on an international basis, including among others, legal, regulatory and local governmental authorities and are subject to various laws and judicial and administrative decisions imposingtax requirements and restrictions, on part uncertainties regarding liability, trade barriers, difficulties in staffing and managing foreign operations, political and economic risks, financial risks including currency and payment risks. Further, volatility in the Shanghai and Hong Kong stock exchanges and/or alla potential dramatic fall in real estate prices in China, among other things, may negatively impact asset values and the profitability and liquidity of the Company’s customers who operate in this region. These risks could adversely affect the success of our operations. Becauseinternational operations and could have a material adverse effect on our overall business, is highly regulated, theresults of operations and financial condition. In addition, we face risks that our employees and affiliates may fail to comply with applicable laws rules, regulations and supervisory guidance and policies applicable to us are subject to regular modification and change. From time to time, various laws, rules and regulations are proposed, which, if adopted, could impactgoverning our international operations, by making compliance much more difficult or expensive, restricting our ability to originate or sell loans or further restrictingincluding the amount of interest orU.S. Foreign Corrupt Practices Act, anti-corruption laws, and other charges or fees earned on loans or other products.
foreign laws and regulations. Failure to manage our growth may adversely affect our performance.  Our financial performancecomply with such laws and profitability dependregulations could, among other things, result in enforcement actions and fines against us, as well as limitations on our ability to manage our possible future growth. Future acquisitions and our continued growth may present operating, integration and other issues thatconduct, any of which could have a material adverse effect on our business and results of operations.
The Company is subject to fluctuations in foreign currency exchange rates. The Company’s foreign translation exposure relates to its China subsidiary that has its functional currency denominated in Chinese Renminbi (RMB). In addition, as the Company continues to expand its business in China and Hong Kong, certain transactions are conducted in currencies other than the U.S. Dollar (“USD”). Although the Company has entered into derivative instruments to offset the impact the foreign exchange fluctuations, given the volatility of exchange rates, there is no assurance that the Company will be able to effectively manage foreign currency translation risk. Fluctuations in foreign currency exchange rates could have a material adverse effect on the Company’s results of operations and financial condition.
Credit Risks
The Company’s allowance for credit losses level may not be adequate to cover actual losses.  In accordance with United States Generally Accepted Accounting Principles (“U.S. GAAP”), we maintain an allowance for loan losses to provide for loan defaults and non-performance, and an allowance for unfunded credit reserves, which, when combined, are referred to as the allowance for credit losses. Our allowance for loan losses is based on our evaluation of risks associated with our loan held for investment portfolio, including historical loss experience, expected loss calculations, delinquencies, performing status, the size and composition of the loan portfolio, economic conditions, and concentrations within the portfolio. The allowance estimation process requires subjective and complex judgments, including analysis of economic conditions and how these economic conditions might impair the ability of our borrowers to repay their loans. Current economic conditions in the U.S. and in international markets could deteriorate, which could result in, among other things, greater than expected deterioration in credit quality of our loan portfolio or in the value of collateral securing these loans. Our allowance for loan losses may not be adequate to cover probable loan losses, and future provisions for loan losses could materially and adversely affect our financial condition and results of operations. Additionally, in order to maximize the collection of loan balances, we sometimes modify loan terms when there is a reasonable chance that an appropriate modification would allow our client to continue servicing the debt. If such modifications ultimately are less effective at mitigating loan losses than we expect, we may incur losses in excess of the specific amount of allowance for loan losses associated with a modified loan, and this would result in additional provision for loan losses. In addition, we establish a reserve for losses associated with our unfunded credit reserves. The level of the allowance for unfunded credit reserves is determined by following a methodology similar to that used to establish our allowance for loan losses in our loan held for investment portfolio. There can be no assurance that our allowance for unfunded credit reserves will be adequate to provide for the actual losses associated with our unfunded credit commitments. An increase in the allowance for unfunded credit reserves in any period may result in a charge to earnings.
In 2012, the FASB issued for public comment a proposed Accounting Standard Update, Financial Instruments Credit Losses (Subtopic 825-15), that would substantially change the accounting for credit losses under U.S. GAAP. Under U.S. GAAP's current standards, credit losses are not reflected in the financial statements until it is probable that the credit loss has been incurred. Under the Credit Loss Proposal, an entity would reflect in its financial statements its current estimate of credit losses on financial assets over the expected life of each financial asset. The Credit Loss Proposal, if adopted as proposed, may have a negative impact on our reported earnings, capital, regulatory capital ratios, as well as on regulatory limits which are based on capital, since it would accelerate the recognition of estimated credit losses.


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We may be subject to increased credit risk and higher credit losses to the extent that our loans are concentrated by loan type, industry segment, borrower type, or location of the borrower or collateral. Our credit risk and credit losses can increase if our loans are concentrated in borrowers engaged in the same or similar economic conditions in those markets or elsewhere, which could result in materially higher credit losses. A deterioration in economic conditions, housing conditions, or real estate values in the markets in which we operate could result in materially higher credit losses. The Bank has a concentration of real estate loans in California. Potential deterioration in the real estate market could result in additional loan charge-offs and provision for loan losses, which could have a material adverse effect on the Company’s financial condition, results of operations and cash flows.capital.

Operational Risks
A failure in or breach of our operational or security systems or infrastructure, or those of third parties, could disrupt our businesses, and adversely impact our results of operations, cash flows, liquidity and financial condition, as well as cause reputational harm. The potential for operational risk exposure exists throughout our organization and from our interactions with third parties. Our operational and security systems, infrastructure, including our computer systems, network infrastructure, data management and internal processes, as well as those of third parties, are integral to our performance. In addition, we rely on our employees and third parties in our ongoing operations, who may, as a result of human error or malfeasance or failure or breach of third-party systems or infrastructure, expose us to risk. We have taken measures to implement backup systems and safeguards to support our operations, but our ability to conduct business may be adversely affected by any significant disruptions to us or to the third parties with whom we interact. In addition, our ability to implement backup systems and other safeguards with respect to third-party systems is more limited than with respect to our own systems. Our financial, accounting, data processing, backup or other operating or security systems and infrastructure may fail to operate properly or may become disabled or damaged as a result of a number of factors including events that are wholly or partially beyond our control which could adversely affect our ability to process these transactions or provide certain services. There could be liable for breacheselectrical, telecommunications or other major physical infrastructure outages, natural disasters such as earthquakes, tornadoes, hurricanes and floods, disease pandemics, and events arising from local or larger scale political or social matters, including terrorist acts. We continuously update these systems to support our operations and growth and this entails significant costs and creates risks associated with implementing new systems and integrating them with existing ones. Operational risk exposures could adversely impact our results of operations, cash flows, liquidity and financial condition, loss of confidence, significant litigation exposure and harm to our reputation.

A cyber attack, information or security breach, or a technology failure of ours or of a third party could adversely affect our ability to conduct our business, manage our exposure to risk or expand our businesses, result in the disclosure or misuse of confidential or proprietary information, increase our online banking services. Fearcosts to maintain and update our operational and security systems and infrastructure, and adversely impact our results of security breaches could limit thegrowth of our online services.operations, cash flows, liquidity and financial condition, as well as cause reputational harm. We offerThe Company offers various Internet-based services to ourits clients, including online banking services. The secure transmission of confidential information over the Internet is essential to maintain ourthe clients’ confidence in ourthe Company’s online services. AdvancesIn addition, our business is highly dependent on the security and efficacy of our infrastructure, computer and data management systems, as well as those of third parties with whom we interact. Cyber security risks for financial institutions have significantly increased in computer capabilities, new discoveries or other developments could resultrecent years in a compromise or breachpart because of the technology weproliferation of new technologies, the use of the Internet and telecommunications technologies to protect client transaction data.  In addition, individuals may seek to intentionally disruptconduct financial transactions, and the increased sophistication and activities of organized crime, hackers, terrorists and other external parties. Our business relies on the secure processing, transmission, storage and retrieval of confidential, proprietary and other information in our online banking services or compromisecomputer and data management systems and networks, and in the confidentialitycomputer and data management systems and networks of customer information with criminal intent.third parties. We rely on digital technologies, computer, database and email systems, software and networks. Although we havethe Company has developed systems and processes that are designed to prevent security breaches and periodically test ourthe Company’s security, failure to mitigate breaches of security could adversely affect ourthe Company’s ability to offer and grow ourthe online services, result in violations of applicable privacy and other laws, costly litigation and loss of customer relationships and could have an adverse effect on ourthe Company’s business.


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OurFailure to keep pace with technological change could adversely affect the Company’s business. The Company may face risks associated with the ability to utilize information technology systems to support our operations effectively. The financial services industry is continually undergoing rapid technological change with frequent introductions of new technology-driven products and services. The effective use of technology increases efficiency and enables financial institutions to better serve customers and to reduce costs. The Company’s future success depends, in part, upon its ability to address the needs of its customers by using technology to provide products and services that will satisfy customer demands, as well as to create additional efficiencies in the Company’s operations. Many of the Company’ competitors have substantially greater resources to invest in technological improvements. The Company may not be able to effectively implement new technology-driven products and services or be successful in marketing these products and services to its customers. Failure to successfully keep pace with technological change affecting the financial services industry could have a material adverse impact on the Company’s business and, in turn, the Company’s financial condition and results of operations. In addition, if we do not implement systems effectively or if our outsourcing business partners do not perform their functions properly, there could be an adverse effect on us. There can be no assurance that we will be able to effectively maintain or improve our systems and processes, or utilize outsourced talent, to meet our business needs efficiently. Any failure of such could adversely affect our operations, financial condition, and results of operations or reputation.

Natural disasters and geopolitical events beyond the Company’s control could adversely affect the Company.  Natural disasters such as earthquakes, wildfires, extreme weather conditions, hurricanes, floods, and other acts of nature and geopolitical events involving terrorism or military conflict could adversely affect the Company’s business operations and those of the Company’s customers and cause substantial damage and loss to real and personal property. These natural disasters and geopolitical events could impair the borrowers’ ability to service their loans, decrease the level and duration of deposits by customers, erode the value of loan collateral, and result in an increase in the amount of the nonperforming loans and a higher level of nonperforming assets (including real estate owned), net charge-offs, and provision for loan losses, which could adversely affect the Company’s earnings.

The actions and soundness of other financial institutions could affect the Company.  Financial services institutions are interrelated as a result of trading, clearing, counterparty or other relationships. The Company executes transactions with various counterparties in the financial industry, including brokers and dealers, commercial banks and investment banks. Defaults by financial services institutions and uncertainty in the financial services industry in general could lead to market wide liquidity problems and may expose the Company to credit risk in the event of default of its counterparty or client. Further, the Company’s credit risk may increase when the underlying collateral held cannot be realized or is liquidated at prices not sufficient to recover the full amount of the loan or derivative exposure due to the Company. Any such losses could materially and adversely affect the Company’s results of operations.
The Company’s controls and procedures could fail or be circumvented. Management regularly reviews and updates ourthe Company’s internal controls, disclosure controls and procedures and corporate governance policies and procedures. Any system of controls, however well designed and operated, is based in part on certain assumptions and can provide only reasonable, but not absolute, assurances of the effectiveness of these systems and controls, and that the objectives of these controls have been met. Any failure or circumvention of ourthe Company’s controls and procedures, and any failure to comply with regulations related to controls and procedures could adversely affect ourthe Company’s business, results of operations and financial condition.
The Company is dependent on key personnel and the loss of one or more of those key personnel may materially and adversely affect the Company’s prospects.  Competition for qualified employees and personnel in the banking industry is intense and there is a limited number of qualified persons with knowledge of, and experience in, the regional banking industry, especially in the West Coast market. The process of recruiting personnel with the combination of skills and attributes required to carry out the Company’s strategies is often lengthy. The Company’s success depends, to a significant degree, upon its ability to attract and retain qualified management, loan origination, finance, administrative, marketing and technical personnel, as well as upon the continued contributions of its management and personnel. In particular, the Company’s success has been and continues to be highly dependent upon the abilities of certain key executives.

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We face strong competition fromin the financial services industry and we could lose business or suffer margin declines as a result. The Company’s financial performance and profitability also depend on the Company’s ability to compete with financial services companies and other companies that offer banking services.  We conduct The Company conducts the majority of ourits operations in California. The banking and financial services businesses in California are highly competitive and increased competition in ourthe Company’s primary market area may adversely impact the level of our loans and deposits. Ultimately, wethe Company may not be able to compete successfully against current and future competitors. These competitors include national banks, regional banks and other community banks. WeThe Company also facefaces competition from many other types of financial institutions, including savings and loan associations, finance companies, brokerage firms, insurance companies, credit unions, mortgage banks and other financial intermediaries. In particular, ourthe Company’s competitors include major financial companies whose greater resources may afford them a marketplace advantage by enabling them to maintain numerous locations and mount extensive promotional and advertising campaigns. Areas of competition include interest rates for loans and deposits, efforts to obtain loan and deposit customers and a range in quality of products and services provided, including new technology-driven products and services. If we arethe Company is unable to attract and retain banking customers, wethe Company may be unable to continue ourits loan growth and level of deposits.
If we cannot attract deposits, our growth may be inhibited.  Our ability to increase our deposit base depends in large part on our ability to attract additional deposits at favorable rates. We seek additional deposits by offering deposit products that are competitive with those offered by other financial institutions in our markets.
We rely on communications, information, operating and financial control systems technology from third party service providers, and we may suffer an interruption in those systems.  We rely heavily on third party service providers for much of our communications, information, operating and financial control systems technology, including our online banking services and data processing systems. Any failure or interruption of these services or systems or breaches in security of these systems could result in failures or interruptions in our customer relationship management, general ledger, deposit, servicing, and/or loan origination systems. The occurrence of any failures or interruptions may require us to identify alternative sources of such services, and we cannot assure you that we could negotiate terms that are as favorable to us, or could obtain services with similar functionality as found in our existing systems without the need to expend substantial resources, if at all.
We are dependent on key personnel and the loss of one or more of those key personnel may materially and adversely affect our prospects.  Competition for qualified employees and personnel in the banking industry is intense and there is a limited number of qualified persons with knowledge of, and experience in, the regional banking industry, specially the West Coast market. The process of recruiting personnel with the combination of skills and attributes required to carry out our strategies is often lengthy. Our success depends to a significant degree upon our ability to attract and retain qualified management, loan origination, finance, administrative, marketing, and technical personnel, and upon the continued contributions of our management and personnel. In particular, our successCompany has been and continues to be highly dependent upon the abilities of key executives, including our Chief Executive Officer and our President/Chief Operating Officer, and certain other employees.
Managing reputational risk is important to attracting and maintaining customers, investors and employees.  Threats to the Company’s reputation can come from many sources, including unethical practices, employee misconduct, failure to deliver minimum standards of service or quality, compliance deficiencies, and questionable or fraudulent activities of our customers. We have policies and procedures in place to protect our reputation and promote ethical conduct, but these policies and procedures may not be fully effective. Negative publicity regarding our business, employees, or customers, with or without merit, may result in the loss of customers, investors and employees, costly litigation, a decline in revenues and increased governmental regulation.
Laws may restrict our ability to pay dividends.  The ability of the Bank to pay dividends to the Company is limited by California law and the FRB.  The Company’s ability to pay dividends on its outstanding stock is limited by Delaware law. The FRB and the DBO have authority to prohibit the Bank from engaging in business practices which are considered to be unsafe or unsound. Depending upon the financial condition of the Bank and upon other factors, the FRB or DBO could assert that payments of dividends or other payments by the Bank might be such an unsafe or unsound practice.
The price of our common stock may be volatile or may decline.  The trading price of our common stock may fluctuate as a result of a number of factors, many of which are outside our control. In addition, the stock market is subject to fluctuations in the share prices and trading volumes that affect the market prices of the shares of many companies. These broad market fluctuations could adversely affect the market price of our common stock. Among the factors that could affect our stock price are: 
actual or anticipated quarterly fluctuations in our operating results and financial condition;
changes in revenue or earnings estimates or publication of research reports and recommendations by financial analysts;
failure to meet analysts’ revenue or earnings estimates;
speculation in the press or investment community;

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strategic actions by us or our competitors, such as acquisitions or restructurings;
actions by institutional stockholders;
fluctuations in the stock price and operating results of our competitors;
general market conditions and, in particular, developments related to market conditions for the financial services industry;
proposed or adopted regulatory changes or developments;
anticipated or pending investigations, proceedings or litigation that involve or affect us; or
domestic and international economic factors unrelated to our performance.
 The stock market and, in particular, the market for financial institution stocks, has experienced significant volatility during the past couple of years. As a result, the market price of our common stock may be volatile. In addition, the trading volume in our common stock may fluctuate more than usual and cause significant price variations to occur. The trading price of the shares of our common stock and the value of our other securities will depend on many factors, which may change from time to time, including, without limitation, our financial condition, performance, creditworthiness and prospects, and future sales of our equity or equity-related securities. In some cases, the markets have produced downward pressure on stock prices and credit availability for certain issuers without regard to those issuers’ underlying financial strength. A significant decline in our stock price could result in substantial losses for individual stockholders and could lead to costly and disruptive securities litigation.
Anti-takeover provisions could negatively impact our stockholders.  Provisions of Delaware law and of our certificate of incorporation, as amended, and bylaws could make it more difficult for a third party to acquire control of us or have the effect of discouraging a third party from attempting to acquire control of us. For example, our certificate of incorporation requires the approval of the holders of at least two-thirds of our outstanding shares of voting stock to approve certain business combinations. We are subject to Section 203 of the Delaware General Corporation Law, which would make it more difficult for another party to acquire us without the approval of our Board of Directors. Additionally, our certificate of incorporation, as amended, authorizes our Board of Directors to issue preferred stock and preferred stock could be issued as a defensive measure in response to a takeover proposal. These and other provisions could make it more difficult for a third party to acquire us even if an acquisition might be in the best interest of our stockholders.
Natural disasters and geopolitical events beyond our control could adversely affect us.  Natural disasters such as earthquakes, wildfires, extreme weather conditions, hurricanes, floods, and other acts of nature and geopolitical events involving terrorism or military conflict could adversely affect our business operations and those of our customers and cause substantial damage and loss to real and personal property. These natural disasters and geopolitical events could impair our borrowers’ ability to service their loans, decrease the level and duration of deposits by customers, erode the value of loan collateral, and result in an increase in the amount of our nonperforming loans and a higher level of nonperforming assets (including real estate owned), net charge-offs, and provision for loan losses, which could adversely affect our earnings.
Our interest expense may increase following the repeal of the federal prohibition on payment of interest on demand deposits. The federal prohibition on the ability of financial institutions to pay interest on demand deposit accounts was repealed as part of Dodd-Frank. As a result, beginning on July 21, 2011, financial institutions could commence offering interest on demand deposits to compete for clients. Our interest expense will increase and our net interest margin will decrease if the Bank begins offering interest on demand deposits to attract additional customers or maintain current customers, which could have a material adverse effect on our financial condition, net income and results of operations.
We have engaged in and may continue to engage in further expansion through acquisitions, which could negatively affect ourthe Company’s business and earnings. There are risks associated with expansion through acquisitions. These risks include, among others, incorrectly assessing the asset quality of a bank acquired in a particular transaction, encountering greater than anticipated costs in integrating acquired businesses, facing resistance from customers or employees, and being unable to profitably deploy assets acquired in the transaction. Additional country- and region-specific risks are associated with transactions outside the United States, including in China. To the extent we issuethe Company issues capital stock in connection with additional transactions, these transactions and related stock issuances may have a dilutive effect on earnings per share and share ownership.
Other Risks
Anti-takeover provisions could negatively impact the Company’s stockholders.  Provisions of Delaware law and of the Company’s certificate of incorporation, as amended, and bylaws could make it more difficult for a third party to acquire control of the Company or could have the effect of discouraging a third party from attempting to acquire control of the Company, even if an acquisition might be in the best interest of the stockholders. For example, the Company’s certificate of incorporation requires the approval of the holders of at least two-thirds of the outstanding shares of voting stock to approve certain business combinations. The Company is also subject to Section 203 of the Delaware General Corporation Law, which would make it more difficult for another party to acquire the Company without the approval of the Board. Additionally, the Company’s certificate of incorporation, as amended, authorizes the Board to issue preferred stock and preferred stock could be issued as a defensive measure in response to a takeover proposal. These and other provisions could make it more difficult for a third party to acquire the Company, even if an acquisition might be in the best interest of the stockholders.
Managing reputational risk is important to attracting and maintaining customers, investors and employees.  Threats to the Company’s reputation can come from many sources, including unethical practices, employee misconduct, failure to deliver minimum standards of service or quality, compliance deficiencies, and questionable or fraudulent activities of the Company’s customers. The Company has policies and procedures in place to protect its reputation and promote ethical conduct, but these policies and procedures may not be fully effective. Negative publicity regarding the Company’s business, employees or customers, with or without merit, may result in the loss of customers, investors and employees, costly litigation, a decline in revenues and increased governmental regulation.


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The price of the Company’s common stock may be volatile or may decline.  The trading price of the Company’s common stock may fluctuate as a result of a number of delinquencies and defaults in residential mortgages have created a backlog in U.S. courts and may leadfactors, many of which are outside the Company’s control. In addition, the stock market is subject to an increasefluctuations in the amount of legislative actionshare prices and trading volumes that might restrict or delay our ability to foreclose and, therefore, delayaffect the collection of payments for single-family residential loans. Collateral-based loans on which the Bank forecloses could be delayed by an extended foreclosure process, including delays resulting from a court backlog, local or national foreclosure moratoriums or other delays, and these delays could negatively impact our results of operations.  Homeowner protection laws may also delay the initiation or completion of foreclosure proceedings on specified types of residential mortgage loans. Any such limitations are likely to cause delayed or reduced collections.  Significant restrictions on our ability to foreclose on loans, requirements that we forgo a portionmarket prices of the amount otherwise due on a loan or requirements that we modify a significant numbershares of original loan terms could negatively impact our business, financial condition, liquidity and results of operations.
We are subject to environmental liability risk associated with lending activities. A significant portion of our loan portfolio is secured by real property. During the ordinary course of business, we may foreclose on and take title to properties securing certain loans. In doing so, there is a risk that hazardous or toxic substances could be found on these properties. If hazardous or toxic substances are found, we may be liable for remediation costs, as well as for personal injury and property damage. Environmental laws may require us to incur substantial expenses which may materially reduce the affected property’s value or limit our ability to use or sell the affected property. In addition, future laws or more stringent interpretations or enforcement policies with respect to existing laws may increase our exposure to environmental liability. Although we have policies and procedures to perform an environmental review before initiating any foreclosure action on real property, these reviews may not be sufficient to detect all potential environmental hazards. The remediation costs and any other financial liabilities associated with an environmental hazard could have a material adverse effect on our financial condition and results of operations.
Failure to keep pace with technological changemany companies. These broad market fluctuations could adversely affect our business.the market price of the Company’s common stock. Among the factors that could affect the Company’s stock price are:  The

actual or anticipated quarterly fluctuations in the Company’s operating results and financial services industry is continually undergoing rapid technological change with frequent introductionscondition;
changes in revenue or earnings estimates or publication of new technology-driven productsresearch reports and services. The effective userecommendations by financial analysts;
failure to meet analysts’ revenue or earnings estimates;
speculation in the press or investment community;
strategic actions by the Company or its competitors, such as acquisitions or restructurings;
actions by institutional stockholders;
fluctuations in the stock price and operating results of technology increases efficiencythe Company’s competitors;
general market conditions and, enables financial institutionsin particular, developments related to better serve customers and to reduce costs. Our future success depends, in part, upon our ability to address the needs of our customers by using technology to provide products and services that will satisfy customer demands, as well as to create additional efficiencies in our operations. Many of our competitors have substantially greater resources to invest in technological improvements. We may not be able to effectively implement new technology-driven products and services or be successful in marketing these products and services to our customers. Failure to successfully keep pace with technological change affectingmarket conditions for the financial services industry could have a material adverse impact on our businessindustry;
proposed or adopted regulatory changes or developments;
anticipated or pending investigations, proceedings or litigation that involve or affect the Company; or
domestic and international economic factors unrelated to the Company’s performance.

 The stock market and, in turn, ourparticular, the market for financial institution stocks, has experienced significant volatility in the previous years. As a result, the market price of the Company’s common stock may be volatile. In addition, the trading volume in the Company’s common stock may fluctuate more than usual and cause significant price variations to occur. The trading price of the shares of the Company’s common stock and the value of other securities will depend on many factors, which may change from time to time, including, without limitation, the financial condition, performance, creditworthiness and resultsprospects, and future sales of operations.the equity or equity-related securities. In some cases, the markets have produced downward pressure on stock prices and credit availability for certain issuers without regard to those issuers’ underlying financial strength. A significant decline in the Company’s stock price could result in substantial losses for individual stockholders and could lead to costly and disruptive securities litigation.

If ourthe Company’s goodwill were determined to be impaired, it would result in a charge against earnings and thus a reduction in our stockholders’ equity. We testThe Company tests goodwill for impairment on an annual basis, or more frequently, if necessary. Quoted market prices in active markets are the best evidence of fair value and are to be used as the basis for measuring impairment, when available. Other acceptable valuation methods include present-value measurements based on multiples of earnings or revenues, or similar performance measures. If wethe Company were to determine that the carrying amount of ourthe goodwill exceeded its implied fair value, wethe Company would be required to write down the value of the goodwill on ourthe balance sheet, adversely affecting our earnings as well as our capital.


ITEM 1B.  UNRESOLVED STAFF COMMENTS
 
None.


ITEM 2.  PROPERTIES

The Company operates over 130 locations worldwide, including in the United States’ markets of California, Georgia, Massachusetts, Nevada, New York, Texas and Washington. In Greater China, East West’s presence includes full service branches in Hong Kong, Shanghai, Shantou and Shenzhen, and representative offices in Beijing, Chongqing, Guangzhou, Taipei and Xiamen.

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East West currently neither owns nor leases any real or personal property. The CompanyEast West uses the premises, equipment, and furniture of the Bank. The Agency also currently conducts its operations in one of the administrative offices of the Bank. The Company is currently reimbursingBank and reimburses the Bank for the Agency’sits use of this facility. East West’s headquarters is located at 135 North Los Robles Avenue, Pasadena, California, an eight-story office building owned by the Bank.

TheAs of December 31, 2015, the Bank owns the buildings and land at 33approximately 35 of its retail branches and offices. Four of these retail branch locations are either attached or adjacent to offices that are being used bylocated in the Bank to house various administrative departments.United States. All international and other domestic branch and administrative locations are leased by the Bank, with lease expiration dates ranging from 20152016 to 2032, exclusive of renewal options. All properties occupied by the Bank are used across all business segments and for corporate purposes. Please see Note 20 - Business Segments to the Consolidated Financial Statements for details on each segment. The Bank also owns leasehold improvements, equipment, furniture, and fixtures at our offices, all of which are used in our business activities.
 
The Company believes that its existing facilities are adequatein good condition and suitable for the conduct of its business and operations. On an ongoing basis, the Company evaluates its current and planned projected space requirements and, from time to time, it may determine that certain premises or facilities are no longer necessary for its present purposes.operations. The Company believes that, if necessary, it could secure alternative facilities on similar terms without adversely affecting its operations.

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As of December 31, 2014, the Bank’s consolidated investment in premises and equipment, net of accumulated depreciation and amortization, totaled $180.9 million. Total occupancy expense, inclusive of rental payments and furniture and equipment expense, for the year ended December 31, 2014 was $63.8 million. Total annual rental expense (exclusive of operating charges and real property taxes) was approximately $26.2 million during 2014.


ITEM 3.  LEGAL PROCEEDINGS
 
SeePlease see Litigation in Note 14Commitments, Contingencies and Regulatory Matters in Note 15 – Commitments and ContingenciesRelated Party Transactions to the Consolidated Financial Statements, which is incorporated herein by reference.

 
ITEM 4.  MINE SAFETY DISCLOSURES
 
Not applicable.

 

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PART II 

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
 
Market Information
 
The Company’s common stock is traded on the NASDAQ Global Select Market under the symbol “EWBC.” The following tables presentssets forth, for the range of closingperiods indicated, the high and low sales prices and dividend information forof the Company’s common stock for the years ended December 31, 2014 and 2013. as reported on NASDAQ, as well as dividend information.
 2014 2015
 High Low Dividends High Low Cash dividends
First quarter $38.26
 $31.62
 $0.18 cash dividend $41.48
 $35.68
 $0.20
Second quarter $36.98
 $32.19
 $0.18 cash dividend $46.50
 $39.88
 $0.20
Third quarter $36.95
 $33.04
 $0.18 cash dividend $45.91
 $37.19
 $0.20
Fourth quarter $39.71
 $30.50
 $0.18 cash dividend $43.94
 $36.40
 $0.20
 
 2013 2014
 High Low Dividends High Low Cash dividends
First quarter $25.78
 $22.11
 $0.15 cash dividend $38.26
 $31.62
 $0.18
Second quarter $27.68
 $22.56
 $0.15 cash dividend $36.98
 $32.19
 $0.18
Third quarter $31.98
 $27.55
 $0.15 cash dividend $36.95
 $33.04
 $0.18
Fourth quarter $35.43
 $31.89
 $0.15 cash dividend $39.71
 $30.50
 $0.18
 
On January 21, 2015, dividends for the Company’s common stock were declared for the first quarter of 2015 in the amount of $0.20 payable on or about February 17, 2015 to stockholders of record on February 2, 2015. This represents an increase of $0.02 per share, or an 11% increase from the prior quarterly dividend of $0.18 per share.

The closing price of our common stock on January 31, 2015 was $36.18 per share, as reported by the NASDAQ Global Select Market. As of January 31, 2015, 143,583,7102016, 143,917,846 shares of the Company’s common stock were held by 806773 stockholders of record and by approximately 76,400 of49,000 additional stockholders whose shares were held for them in street name or nominee accounts.

On January 27, 2016, dividends for the Company’s common stock were declared for the first quarter of 2016 in the amount of $0.20, payable on or about February 16, 2016 to stockholders of record on February 1, 2016. This remains the same, at $0.20 per share, as the prior year’s quarterly dividend. For information on the statutory and regulatory limitations on the ability of the Company to pay dividends to its stockholders and on the Bank to pay dividends to East West, please see “ItemItem 1. BUSINESS –Business — Supervision and Regulation—Regulation — Dividends and Other Transfers of Funds” and “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Asset Liability and Market Risk Management - Liquidity”Funds presented elsewhere in this report. For information regarding securities authorized for issuance under the Company’s equity compensation plans, please see Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters of Part III presented elsewhere in this report, which are incorporated herein by reference.
 

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Stock Performance Graph
 
The following graph and table and graph compare yearly percentage change in the Company’s cumulative total return on its common stock with the cumulative total returnsreturn of the Standard & Poor’s 500 (“S&P 500”) Index SNL Westernand the KBW Regional Bank Index and(“KRX”) over the five-year period through December 31, 2015.  In 2015, the Company changed its stock performance graph indices from the SNL Bank and Thrift and SNL Western Bank Indices to the S&P 500 and KRX. The KRX was used to further align EWBC with those companies of a relatively similar size. The S&P 500 was utilized as a benchmark against performance. The S&P 500 Index overis a commonly referenced U.S. equity benchmark consisting of leading companies from different economic sectors. The KBW Regional Bank Index seeks to reflect the five-year period endedperformance of banks and thrifts that are publicly traded in the U.S. and is composed of approximately 50 companies. The graph and table below assume that on December 31, 2014.  The graph below assumes that2010, $100 was invested in EWBC’s common stock, the S&P 500 Index and in each index at the beginning of the five-year period shownKRX Index, and that all dividends were reinvested. Historical stock price performance shown on the graph is not necessarily indicative of future price performance.  The information set forth under the heading “Stock Performance Graph” shall not be deemed “soliciting material” or to be “filed” with the Commission, except to the extent wethe Company specifically requestrequests that such information be treated as soliciting material or specifically incorporateincorporates it by reference into a filing under the Securities Exchange Act, of 1934, as amended, or the Securities Act of 1933, as amended.

            
December 31, December 31,
Index2009
2010
2011
2012
2013
2014
 2010 2011 2012 2013 2014 2015
East West Bancorp, Inc.100.00
124.03
126.36
140.04
232.90
263.18
 $100.00
 $101.92
 $112.90
 $187.48
 $211.71
 $231.75
SNL Western Bank Index100.00
113.31
102.37
129.18
181.76
218.14
SNL Bank and Thrift100.00
111.64
86.81
116.57
159.61
178.18
KBW Regional Bank Index (KRX) $100.00
 $94.86
 $107.42
 $157.75
 $161.57
 $171.13
S&P 500100.00
115.06
117.49
136.30
180.44
205.14
 $100.00
 $102.11
 $118.45
 $156.82
 $178.28
 $180.75
Source: SNL Financial LC, Charlottesville, VA, (434) 977-1600, www.snl.com
            
Indices used in the prior year            
SNL Western U.S. Bank Index $100.00
 $90.34
 $114.01
 $160.41
 $192.51
 $199.46
SNL U.S. Bank and Thrift Index $100.00
 $77.76
 $104.42
 $142.97
 $159.60
 $162.83
            
Source:    SNL Financial LC
Keefe, Bruyette & Woods

    

26



Purchases of Equity Securities by the Issuer and Affiliated Purchasers
 
On July 17, 2013, the Company’s Board of Directors authorized a stock repurchase program to buy back up to $100.0 million of the Company’s common stock. The Company did not repurchase any shares under this program during 20132014 and 2014.2015. Although this program has no stated expiration date, the Company does not intend to repurchase any stock pursuant to this program absent further action of the Company’s Board.

ITEM 6. SELECTED FINANCIAL DATA

For selected financial data information, please see Item 7. MD&A — Overview — Selected Financial Data , which is incorporated herein by reference.


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ITEM 6.  SELECTED FINANCIAL DATA
The following selected financial data should be read in conjunction with the Company’s consolidated financial statements and the accompanying notes presented elsewhere in this report. Certain items in the consolidated balance sheet and the consolidated statements of income were reclassified for prior years to conform to the 2014 presentation. These reclassifications did not affect previously reported net income.
 2014 2013 2012 2011 2010
 (In thousands, except per share data)
Summary of Operations:         
Interest and dividend income$1,153,698
 $1,068,685
 $1,051,095
 $1,080,448
 $1,095,831
Interest expense112,820
 112,492
 132,168
 177,422
 201,117
Net interest income before provision for loan losses1,040,878
 956,193
 918,927
 903,026
 894,714
Provision for loan losses on non-covered loans44,125
 18,336
 60,168
 92,584
 195,934
Provision for loan losses on covered loans5,033
 4,028
 5,016
 2,422
 4,225
Net interest income after provision for loan losses991,720
 933,829
 853,743
 808,020
 694,555
Noninterest (loss) income (1)
(11,714) (92,468) (5,618) 10,924
 39,270
Noninterest expense564,551
 415,511
 422,533
 435,610
 477,916
Income before provision for income taxes415,455
 425,850
 425,592
 383,334
 255,909
Provision for income taxes72,972
 130,805
 143,942
 138,100
 91,345
Net income342,483
 295,045
 281,650
 245,234
 164,564
Preferred stock dividends, amortization of preferred stock discount, and inducement of preferred stock conversion
 3,428
 6,857
 6,857
 43,126
Net income available to common stockholders$342,483
 $291,617
 $274,793
 $238,377
 $121,438
          
Per Common Share:         
Basic earnings$2.39
 $2.11
 $1.92
 $1.62
 $0.88
Diluted earnings$2.38
 $2.10
 $1.89
 $1.60
 $0.83
Dividends declared$0.72
 $0.60
 $0.40
 $0.16
 $0.04
Book value$19.85
 $17.18
 $16.39
 $14.92
 $13.67
          
Average Common Shares Outstanding:         
Basic142,952
 137,342
 141,457
 147,093
 137,478
Diluted143,563
 139,574
 147,175
 153,467
 147,102
Common shares outstanding at period-end143,582
 137,631
 140,294
 149,328
 148,543
          
At Year End:         
Total assets$28,738,049
 $24,730,068
 $22,536,110
 $21,968,667
 $20,700,537
Non-covered loans, net of allowance$19,994,081
 $15,412,715
 $11,710,190
 $10,061,788
 $8,430,199
Covered loans, net of allowance$1,474,189
 $2,187,898
 $2,935,595
 $3,923,142
 $4,800,876
Investment securities$2,626,365
 $2,733,797
 $2,607,029
 $3,072,578
 $2,875,941
Customer deposits$24,008,774
 $20,412,918
 $18,309,354
 $17,453,002
 $15,641,259
Long-term debt$225,848
 $226,868
 $137,178
 $212,178
 $235,570
Federal Home Loan Bank advances$317,241
 $315,092
 $312,975
 $455,251
 $1,214,148
Stockholders’ equity$2,850,568
 $2,364,225
 $2,382,122
 $2,311,743
 $2,113,931
          
Financial Ratios:         
Return on average assets1.24% 1.25% 1.29% 1.14% 0.82%
Return on average equity12.61
 12.59
 12.14
 10.98
 7.02
Common dividend payout ratio30.37
 28.57
 20.96
 10.02
 4.57
Average stockholders’ equity to average assets9.83
 9.95
 10.62
 10.36
 11.62
Net interest margin4.03
 4.38
 4.63
 4.66
 5.05
          
Asset Quality Ratios:         
Net charge-offs on non-covered loans to average total non-covered loans0.14% 0.03% 0.38% 1.16% 2.35%
Nonperforming assets to total assets0.45
 0.53
 0.63
 0.80
 0.94
Allowance for loan losses on non-covered loans to total gross non-covered loans1.27
 1.54
 1.92
 2.04
 2.64
(1)
Changes in FDIC indemnification asset and receivable/payable was a charge of $201.4 million, $228.6 million, $122.3 million, $100.1 million and $83.2 million in 2014, 2013, 2012, 2011 and 2010, respectively. There were no other-than-temporary impairment (“OTTI”) charges related to investment securities in 2014 and 2013. 2012, 2011 and 2010 include OTTI charges related to investment securities of $99 thousand, $633 thousand and $16.7 million, respectively. Pre-tax gain on acquisition was $22.9 million in 2010.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion provides information about the results of operations, financial condition, liquidity, and capital resources of East West Bancorp, Inc. (referred to herein on an unconsolidated basis as “East West” and on a consolidated basis as the “Company”) and its subsidiaries.wholly-owned subsidiaries, East West Bank and subsidiaries (referred to herein as “East West Bank” or the “Bank”) and East West Insurance Services, Inc. This information is intended to facilitate the understanding and assessment of significant changes and trends related to ourthe Company’s financial condition and the results of our operations. Prior periods were restated to reflect the retrospective application of adopting Accounting Standards Update (“ASU”) 2014-01, the new accounting guidance related to the Company’s investments in qualified affordable housing projects. Please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the Consolidated Financial Statements for additional information. This discussion and analysis should be read in conjunction with our consolidated financial statementsthe Consolidated Financial Statements and the accompanying notes presented elsewhere in this report.
 
Critical Accounting PoliciesOverview
 
Our financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and general practices within the banking industry. The financial information contained within these statements is, to a significant extent, financial information that is based on approximate measures of the financial effects of transactions and events that have already occurred. All of our significant accounting policies are described in Note 1 to our consolidated financial statements presented elsewhere in this report and are essential to understanding Management’s Discussion and Analysis of Financial Condition and Results of Operations. Some of our accounting policies, by their nature, are inherently subject to estimates, valuation assumptions and other subjective assessments. In addition, certain accounting policies require significant judgment in applying complex accounting principles to individual transactions to determine the most appropriate treatment. We have established procedures and processes to facilitate making the necessary judgments to prepare the consolidated financial statements.
The following is a summary of the more judgmental and complex accounting estimates and principles. In each area, we have identified the variables most important in the estimation process. We have used the best information available to make the estimations necessary to value the related assets and liabilities. Actual performance that differs from our estimates and future changes in the key variables could change future valuations and impact the results of operations.
Fair Value of Financial Instruments
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and, in many cases, requires management to make a number of significant judgments. Based on the observability of the inputs used in the valuation techniques, the Company classifies its assets and liabilities measured and disclosed at fair value in accordance with a three-level hierarchy (e.g., Level 1, Level 2 and Level 3) established under Accounting Standards Codification (“ASC”) 820, Fair Value Measurements. In determining the fair value of financial instruments, the Company uses market prices of the same or similar instruments whenever such prices are available. The Company does not use prices involving distressed sellers in determining fair value. If observable market prices are unavailable or impracticable to obtain, then fair value is estimated using modeling techniques such as discounted cash flow analysis. These modeling techniques incorporate management’s assessments regarding assumptions that market participants would use in pricing the asset or the liability, including assumptions about the risks inherent in a particular valuation technique and the risk of nonperformance.

The Company records certain financial instruments such as investment securities available-for-sale, derivative assets and liabilities at fair value on a recurring basis. Certain financial statement line items such as impaired loans, other real estate owned are recorded at fair value on a nonrecurring basis. Nonrecurring fair value measurements generally involve assets that are periodically evaluated for impairment.

For a complete discussion on our fair value valuation of financial instruments, our related measurement techniques, and the impact to our consolidated financial statements, see Note 3 to the Company’s consolidated financial statements presented elsewhere in this report. 

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Investment Securities
The accounting for investment securities are discussed in detail in Note 1 to the Company’s consolidated financial statements presented elsewhere in this report. The fair values of the investment securities are generally determined by independent external pricing service providers who have experience in valuing these securities and by comparison to and/or average of quoted market prices obtained from independent external brokers. In obtaining such valuation information from third parties, the Company has evaluated the methodologies used to develop the resulting fair values. The Company performs a monthly analysis on the broker quotes and pricing service values received from third parties to ensure that the prices represent a reasonable estimate of the fair value. The procedures include, but are not limited to, initial and on-going review of third party pricing methodologies, review of pricing trends, and monitoring of trading volumes. The Company ensures prices received from independent brokers represent a reasonable estimate of the fair value through the use of observable market inputs including comparable trades, yield curve, spreads and, when available, market indices. As a result of this analysis, if the Company determines that there is a more appropriate fair value based upon the available market data, the price received from the third party is adjusted accordingly. Prices from third party pricing services are often unavailable for securities that are rarely traded or are traded only in privately negotiated transactions. As a result, certain securities are priced via independent broker quotations which utilize proprietary models that include observable market based inputs. Additionally, the majority of these independent broker quotations are non-binding.

For broker prices obtained on certain investment securities that we believe are based on forced liquidation or distressed sale values in inactive markets, the Company individually examines these securities for the appropriate valuation methodology based on a combination of the market approach reflecting current broker prices and a discounted cash flow approach. In calculating the fair value derived from the income approach, the Company makes assumptions such as constant prepayment rate, constant default rate, loss severity for deferrals/defaults, and discount margin.
Available-for-sale debt and marketable equity securities in unrealized loss positions are analyzed as part of the Company’s ongoing assessment of OTTI. In determining whether an impairment is other than temporary, the Company considers the severity and duration of the decline in fair value, the length of time expected for recovery, the financial condition of the issuer, changes in the securities’ ratings and other qualitative factors, as well as whether the Company either plans to sell the security or it is more-likely-than-not that it will be required to sell the security before recovery of the amortized cost. If the impairment of the available-for-sale debt security is credit-related, an OTTI loss is recorded in earnings. For available-for-sale debt securities, the non-credit-related impairment loss is recognized in accumulated other comprehensive income (“OCI”). If the Company intends to sell an available-for-sale debt security or believes it will more-likely-than-not be required to sell a security, the Company records the full amount of the impairment loss as an OTTI loss. Available-for-sale marketable equity securities are carried at fair value with net unrealized gains and losses included in accumulated OCI on an after-tax basis. If there is an other-than-temporary decline in the fair value of any individual available-for-sale marketable equity security, the cost basis is reduced and the Company reclassifies the associated net unrealized loss out of accumulated OCI with a corresponding charge to the consolidated income statement.
The Company considers available information relevant to the collectability of the security, including information about past events, current conditions, and reasonable and supportable forecasts, when developing the estimate of future cash flows in making its OTTI assessment for its portfolio of trust preferred securities. The Company considers factors such as remaining payment terms of the security, prepayment speeds, expected defaults, the financial condition of the issuer(s), and the value of any underlying collateral.
Purchased Credit Impaired Loans
Acquired loans, in accordance with ASC 805, Business Combinations, are recorded at fair value as of their acquisition date. Loans purchased with evidence of credit deterioration since origination, purchased credit impaired (“PCI”) loans, for which it is probable that all contractually required payments will not be collected are accounted for under ASC 310-30, Receivables—Loans and Debt Securities Acquired with Deteriorated Credit Quality.
Under ASC 310-30, loans are recorded at fair value at their acquisition date, factoring in credit losses expected to be incurred over the life of the loan. Accordingly, an allowance for loan losses is not carried over or recorded as of the acquisition date. In situations where loans have similar risk characteristics, loans were aggregated into pools to estimate cash flows under ASC 310-30. A pool is accounted for as a single asset with a single interest rate, cumulative loss rate and cash flow expectation.
The cash flows expected over the life of the pools are estimated using an internal cash flow model that projects cash flows and calculates the carrying values of the pools, book yields, effective interest income and impairment, if any, based on pool level events. Assumptions as to cumulative loss rates, loss curves and prepayment speeds are utilized to calculate the expected cash flows.

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At acquisition, the excess of the expected cash flows at acquisition over the recorded investment is considered to be the accretable yield and is recognized as interest income over the life of the loan or pool. The excess of the contractual cash flows over the expected cash flows is considered to be the nonaccretable difference. Subsequent to the acquisition date, any increases in cash flow over those expected at purchase date in excess of the fair value that are probable are recorded as an adjustment to the accretable difference on a prospective basis. Any subsequent decreases in cash flow over those expected at purchase date that are probable and significant are recognized by recording an allowance for loan losses. Any disposals of loans, including sales of loans, payments in full or foreclosures result in the removal of the loan from the ASC 310-30 portfolio at the carrying amount.

Loans acquired in FDIC-assisted acquisitions that are subject to FDIC shared-loss agreements (“shared-loss agreements”) are referred to as covered loans. Covered loans are reported exclusive of the expected cash flow reimbursements expected to be collected from the FDIC. At the date of acquisition, all covered loans were accounted for under ASC 805 and ASC 310-30.
FDIC Indemnification Asset/Payable to FDIC, net
In conjunction with the FDIC-assisted acquisitions of WFIB and UCB, the Bank entered into shared-loss agreements with the FDIC. At the date of the acquisition, the amounts receivable under the shared-loss agreements with the FDIC related to covered loans and covered other real estate owned (“OREO”). The FDIC indemnification asset is initially recorded at fair value, based on the discounted value of expected future cash flows under the shared-loss agreements. The Company has elected to account for amounts receivable under the shared-loss agreements as an indemnification asset in accordance with ASC 805. The difference between the present value and the undiscounted cash flow the Company expects to collect from the FDIC is accreted into noninterest income over the life of the FDIC indemnification asset. The FDIC indemnification asset is reviewed on a quarterly basis and adjusted for any changes in expected cash flows based on recent performance and expectations for future performance of the covered portfolio. Any increases in cash flow of the loans over those expected will reduce the FDIC indemnification asset and any decreases in cash flow of the loans over those expected will increase the FDIC indemnification asset. Over the life of the FDIC indemnification asset, increases and decreases are recorded as adjustments to noninterest income. Due to continued payoffs and improved credit performance of the covered loan portfolio as compared to our original estimates, the expected reimbursement from the FDIC under the shared-loss agreements has decreased and a payable to FDIC, net has been recorded. Additionally, the FDIC proportionately shares recoveries recognized on previously charged off covered loans.
Allowance for Loan Losses
Our process for determining the allowance for loan losses is discussed in the “Allowance for Loan Losses” section of Note 1 to the Company’s consolidated financial statements and “Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations - Allowance for Loan Losses” presented elsewhere in this report. The Company’s allowance for loan loss methodology incorporates a variety of risk considerations, both quantitative and qualitative, in establishing an allowance for loan loss that management believes is appropriate at each reporting date. Quantitative factors include our historical loss experience, delinquency and charge-off trends, collateral values, changes in nonperforming loans, and other factors. Qualitative considerations include, but are not limited to, prevailing economic or market conditions, relative risk profiles of various loan segments, volume concentrations, growth trends, delinquency and nonaccrual status, problem loan trends, and geographic concentrations.
As the Company adds new products, increases the complexity of our loan portfolio, and expands our geographic coverage, the Company will continue to enhance the methodology to keep pace with the size and complexity of the loan portfolio and the changing credit environment. Changes in any of the factors cited above could have a significant impact on the loan loss calculation. The Company believes that our methodologies currently employed continue to be appropriate given our size and level of complexity. This discussion should also be read in conjunction with the Company’s consolidated financial statements and the accompanying notes presented elsewhere in this report. See Note 8 and 9 to the Company’s consolidated financial statements.

29



Goodwill Impairment
Under ASC 350, Intangibles—Goodwill and Other, goodwill must be allocated to reporting units and tested for impairment. The Company tests goodwill for impairment at least annually or more frequently if events or circumstances, such as adverse changes in the business, indicate that there may be justification for conducting an interim test. Impairment testing is performed at the reporting-unit level (which is the same level as the Company’s major operating segments identified in Note 20 to the Company’s consolidated financial statements presented elsewhere in this report). The first part of the test is a comparison, at the reporting unit level, of the fair value of each reporting unit to its carrying value, including goodwill. In order to determine the fair value of the reporting units, a combined income approach and market approach was used. Under the income approach, the Company provided a net income projection and a terminal growth rate was used to calculate the discounted cash flows and the present value of the reporting units. Under the market approach, the fair value was calculated using the current fair values of comparable peer banks of similar size, geographic footprint and focus. The market capitalizations and multiples of these peer banks were used to calculate the market price of the Company and each reporting unit. The fair value was also subject to a control premium adjustment, which is the cost savings that a purchase of the reporting unit could achieve by eliminating duplicative costs. Under the combined income and market approach, the value from each approach was weighted based on management’s perceived risk of each approach to determine the fair value. If the fair value is less than the carrying value, then the second part of the test is needed to measure the amount of goodwill impairment. The implied fair value of the reporting unit goodwill is calculated and compared to the actual carrying value of goodwill recorded within the reporting unit. If the carrying value of reporting unit goodwill exceeds the implied fair value of that goodwill, then the Company would recognize an impairment loss for the amount of the difference, which would be recorded as a charge against net income. For complete discussion and disclosure see Note 11 to the Company’s consolidated financial statements presented elsewhere in this report.

Income Taxes

Deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each year-end, based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income.

The Company examines its financial statements, its income tax provision, and its federal and state income tax returns and analyzes its tax positions, including permanent and temporary differences, as well as the major components of income and expense to determine whether a tax benefit is more likely than not to be sustained upon examination by tax authorities. In the event a tax position is not more likely than not to be sustained by the tax authorities, a reserve is established by management. The Company recognizes interest and penalties related to tax positions as part of its provision for income taxes.

Share-Based Compensation
The Company accounts for share-based awards to employees, officers, and directors in accordance with the provisions of ASC 505, Equity, and ASC 718, Compensation—Stock Compensation. Share-based compensation cost is measured at the grant date, based on the fair value of the award, and is recognized as expense over the employee’s requisite service period.
The Company grants nonqualified stock options and restricted share awards, which include a service condition for vesting. Additionally, some of our stock awards include a company financial performance requirement for vesting. The stock option awards vest in three to four years from the grant date. Restricted share awards vest ratably in three or five years or cliff vest in five years from the date of grant. Compensation expense is amortized on a straight-line basis over the requisite service period for the entire award, which is generally the maximum vesting period of the award.
The Company uses an option-pricing model to determine the grant-date fair value of our stock options which is affected by assumptions regarding a number of complex and subjective variables. The Company makes assumptions regarding expected term, expected volatility, expected dividend yield, and risk-free interest rate in determining the fair value of our stock options. The expected term represents the weighted-average period that stock options are expected to remain outstanding. The expected term assumption is estimated based on the stock options’ vesting terms and remaining contractual life and employees’ historical exercise behavior. The expected volatility is based on the historical volatility of the Company’s common stock over a period of time equal to the expected term of the stock options. The dividend yield assumption is based on the Company’s current dividend payout rate on its common stock. The risk-free interest rate assumption is based upon the U.S. Treasury yield curve in effect at the time of grant appropriate for the term of the employee stock options.
For restricted share awards, the grant-date fair value is measured at the fair value of the Company’s common stock as if the restricted share was vested and issued on the date of grant.

30



As share-based compensation expense is based on awards ultimately expected to vest, it is reduced for estimated forfeitures. Forfeitures are estimated at the time of grant and are reviewed annually for reasonableness. If the estimated forfeitures are revised, a cumulative effect of a change in estimated forfeitures for current and prior periods are recognized in compensation cost in the period of change. Share-based compensation is discussed in more detail in Note 1 and Note 16 to the Company’s consolidated financial statements presented elsewhere in this report.
New Accounting Pronouncements Adopted
In July 2013, the FASB issued ASU 2013-11, Income Taxes (Topic 740)—Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. ASU 2013-11 eliminates diversity in practice as it provides guidance on financial statement presentation of an unrecognized tax benefit when a net operating loss (“NOL”) carryforward, a similar tax loss, or a tax credit carryforward exists. The Company adopted this guidance in first quarter 2014 with prospective application to all unrecognized tax benefits that exist at the effective date. ASU 2013-11 did not have a material impact on the Company’s consolidated financial statements.

Recent Accounting Standards
In January 2014, the FASB issued ASU 2014-01, Investments—Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Qualified Affordable Housing Projects. ASU 2014-10 permits reporting entities to make an accounting policy election to account for their investments in qualified affordable housing projects using the proportional amortization method if certain conditions are met. Under the proportional amortization method, an entity amortizes the initial cost of the investment in proportion to the tax credits and other tax benefits received and recognizes the net investment performance in the income statement as a component of income tax expense (benefit). ASU 2014-10 is effective for interim and annual periods beginning after December 15, 2014 and if elected, should be applied retrospectively to all periods presented. Early adoption is permitted. The Company is currently evaluating the impact on the Company’s consolidated financial statements.

In January 2014, the FASB issued ASU 2014-04, Receivables—Troubled Debt Restructurings by Creditors (Subtopic 310-40): Reclassification of Residential Real Estate Collateralized Consumer Mortgage Loans upon Foreclosure. ASU 2014-04 clarifies when an in-substance repossession or foreclosure occurs that would require a transfer of mortgage loans collateralized by residential real estate properties to OREO. The standard permits the use of either a modified retrospective or prospective transition method.  ASU 2014-04 is effective for interim and annual periods beginning after December 15, 2014. Early adoption is permitted. The Company does not expect the adoption of this guidance to have a material effect on its consolidated financial statements.

In May 2014, The FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). The new guidance replaces existing revenue recognition guidance for contracts to provide goods or services to customers and amends  existing guidance related to recognition of gains and losses on the sale of certain nonfinancial assets such as real estate.  ASC 606 establishes a principles-based approach to recognizing revenue that applies to all contracts other than those covered by other authoritative GAAP guidance. Quantitative and qualitative disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows are also required.  ASC 606 is effective for interim and annual periods beginning after December 15, 2016 and is applied on either a modified retrospective or full retrospective basis. Early adoption is not permitted. The Company is currently evaluating the impact on its consolidated financial statements.

Business Overview and Strategy
East West Bancorp, Inc. is a bank holding company registered under the Bank Holding Company Act of 1956, as amended. Our principal business is to serve as the holding company for our Pasadena-based wholly-owned subsidiary, East West Bank, which may be referred to as the “Bank”. When we say “we,” “our” or the “Company,” we mean the Company on a consolidated basis with the Bank. When we refer to “East West” or to the holding company, we are referring to the parent company on a stand-alone basis.

The Company’s vision is to serve as the financial bridge between the United States and Greater China. The Company’s primary strategy to achieving this vision is to grow our business so that we are ableexpand the Company’s global network of contacts and resources to reach more customersbetter meet its customers’ diverse financial needs in and between the world’s two largest markets. With over 130 branches in the United States and Greater China, along with ourthe full range of cross-border products and capabilities. Duringservices, the fourth quarter of 2014, we opened two new branches in Greater China, in Shenzhen and in the Shanghai Pilot Free Trade Zone. With these additional branches, we will be betterCompany is well positioned to assist ourits customers with the products and facilitateservices their financial needs between Greater China and the U.S.

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On January 17, 2014, the Company completed the acquisition of MetroCorp, parent of MetroBank, N.A. and Metro United Bank. MetroCorp, headquartered in Houston, Texas, operated 19 branch locations within Texas and California under its two banks. The Company acquired MetroCorp to further expand its presence, primarily in Texas, within the markets of Houston and Dallas, and in California, within the San Diego market. The purchase consideration was satisfied with two thirds in East West Bank common stock and one third in cash. The fair value of the consideration transferred in the acquisition of MetroCorp was $291.4 million, which consisted of 5,583,093 shares of East West common stock fair valued at $190.8 million at the date of acquisition and $89.4 million in cash, $2.4 million of additional cash to MetroCorp stock option holders and a MetroCorp warrant, fair valued at $8.8 million, assumed by the Company. Approximately $1.70 billion of assets were acquired and $1.41 billion of liabilities were assumed.businesses need.

For theFinancial Highlights

The Company successfully completed another year ended December 31, 2014, netwith strong earnings and financial results in 2015, achieving healthy growth and an increase in revenues. During 2015, noteworthy items included:

Net income totaled a record $342.5 million, a $47.4increased $38.8 million or 16%11% from $345.9 million in 2014 to $384.7 million in 2015. Net income per diluted share for the full year of 2015 totaled $2.66, an increase of $0.25 or 10% from $295.0$2.41 in 2014.
Revenue, the sum of net interest income and noninterest income (loss), before provision for credit losses increased $104.7 million or 10% to $1.13 billion for the year ended December 31, 2013. Diluted earnings per share2015.
The return on average assets and the return on average equity was 1.27% and 12.74%, respectively for the year ended December 31, 2015, both up two basis points year-over-year.
Total assets increased $3.61 billion or 13% from 2014 to a record of $32.35 billion as of December 31, 2015.
Total loans receivable (including loans held for sale) increased $1.92 billion or 9% to a record of $23.69 billion as of December 31, 2015, which was largely attributable to increases of $1.29 billion or 19% in commercial real estate (“CRE”) loans, $925.8 million or 11% in commercial loans and $442.3 million or 29% in consumer loans, partially offset by a decrease of $799.9 million or 21% in single-family residential loans, as a result of loan sales during 2015.
Deposits increased $3.47 billion or 14% from 2014 to a record $27.48 billion as of December 31, 2015, with core deposits amounting to a record $20.86 billion.
Cost of funds decreased from 0.46% in 2014 to 0.39% in 2015.
The allowance for loan losses to loans held-for-investment ratio decreased to 1.12% as of December 31, 2015, from 1.20% as of December 31, 2014. The decrease in the allowance for loan losses to loans held-for-investment ratio was primarily the result of an overall improvement in credit quality.
Nonperforming assets as of December 31, 2015 totaled $2.38$128.4 million, an improvement of $4.0 million or 3%, compared to $132.4 million as of December 31, 2014. Nonperforming assets to total assets ratio improved by six basis points to 0.40% as of December 31, 2015. This ratio was below 1.00% for the fourth consecutive year. In addition, year-to-date net charge-offs to average loans held-for-investments improved from 0.18% for the year ended December 31, 2014 an increase of $0.28 or 13% from $2.10 in 2013. Net interest margin, defined as net interest income divided by average earning assets, decreased by 35 basis points to 4.03%0.01% for the year ended December 31, 2014, from 4.38% during2015.


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The strong balance sheet growth and increased revenues positioned the same period in 2013.Company well to focus on the Company’s bridge banking strategy and target future growth opportunities. The $80.8 million or 87% decrease in noninterest loss from $92.5 millionCompany’s cost of funds was 0.39% for the year ended December 31, 2013 to $11.7 million for the year ended December 31, 2014 was mainly due to increases in net gains on loan sales, changes in FDIC indemnification asset and receivable/payable and other commission and fee income. The $149.0 million or 36% increase in noninterest expense from $415.5 million for the year ended December 31, 2013 to $564.6 million for the year ended December 31, 2014 was mainly due to an increases in compensation and employee benefits, amortization of investments in affordable housing partnerships and other tax credit investments, legal expenses and other operating expenses. The effective tax rate was 17.6% for the year ended December 31, 2014,2015 compared to 30.7% for the same period in 2013. The lower effective tax rate in 2014 compared to 20130.46% a year ago, which was mainly due to the additional purchasesextinguishment of affordable housing partnership and other tax credit investments.

Over the last year, the Company’s total assets have increased $4.01 billion or 16% from $24.73 billion as$545.0 million of December 31, 2013 to $28.74 billion as of December 31, 2014. This increase is attributable to our organic growthits higher cost securities sold under repurchase agreements (“repurchase agreements”) and the MetroCorp acquisition. Total non-covered gross loans held for investment as of December 31, 2014 was $20.25 billion,shift in deposit portfolio mix. During 2015, the Company also reached an increase of $4.57 billion or 29% compared to $15.68 billion as of December 31, 2013. The MetroCorp acquisition added $1.19 billion of loans. Excluding the MetroCorp acquisition, non-covered loan growth for the year ended December 31, 2014 was $3.38 billion or 22%, largely driven by growth in C&I.

Covered loans totaled $1.48 billion as of December 31, 2014, a decrease of $717.9 million or 33% from December 31, 2013. The covered loan portfolio is comprised of loans acquired from the FDIC-assisted acquisitions of UCB and WFIB which are covered under shared-loss agreementsagreement with the FDIC.Federal Deposit Insurance Corporation (“FDIC”) to early terminate the United Commercial Bank (“UCB”) and Washington First International (“WFIB”) shared-loss agreements. The decrease in the covered loan portfolio was primarily due to payoffs and paydown activities. For the year ended December 31, 2014, we recordedCompany made a net decrease in the FDIC indemnification asset receivable/payable included in noninterest losstotal payment of $201.4 million, largely due to continued payoffs and the continuing improved credit performance of the UCB portfolio, as compared to our original estimate.

Loans held for sale decreased $159.0 million or 78% from $205.0 million as of December 31, 2013 to $46.0 million as of December 31, 2014. The majority of loans sold during 2014 were comprised of student loans.

As a result of continued credit quality improvement, non-covered nonperforming assets, as of December 31, 2014, decreased to $128.7 million, a decrease of $1.9 million or 1% from the prior year. The provision for loan losses for non-covered loans of $44.1$125.5 million for the year ended December 31, 2014, as compared to the prior year of $18.3 million was primarily due to the growth in the non-covered loan portfolio. Additionally, non-covered nonaccrual loans comprised $101.0 million or 0.50% of total gross non-covered loans as of December 31, 2014.

Total deposits were $24.01 billion as of December 31, 2014, an increase of a $3.60 billion or 18% from $20.41 billion as of December 31, 2013. Excluding the MetroCorp acquisition, deposit growth for the year ended December 31, 2014 was $2.28 billion or 11%. Core deposits grew to a record $17.90 billion, an increase of $3.31 billion or 23% year-over-year.early terminations. As of December 31, 2014,2015, all rights and obligations of the Company and the FDIC under the shared-loss agreements have been eliminated.

The Company’s successful year was also highlighted by the increase in the quarterly dividends paid to stockholders, which increased from $0.18 per share to $0.20 per share during 2015. The Company remains focused on its continued growth while still meeting its customers’ financial needs. In January 2016, the Company’s $24.01 billion deposit portfolioBoard of Directors (the “Board”) declared first quarter dividends for the Company’s common stock. The common stock cash dividend of $0.20 per share was comprisedpaid on February 16, 2016 to stockholders of $7.38 billion or 31% of noninterest-bearing demand deposits, $10.52 billion or 44% of money-market, interest-bearing checking and savings deposits and $6.11 billion or 25% of time deposits.

Since the acquisition of the loans and deposits of UCB five years ago, the Company has transformed its balance sheet by increasing diversification in both loans and deposits, while shedding most of the $1.26 billion of nonperforming loans acquired from UCB. Additionally, loan portfolios have been substantially diversified and the Company has reduced its CRE concentration. In anticipation of a rising interest rate environment, core commercial deposits have been strategically increased.record on February 1, 2016.


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The Company is focused on active capital management and is committed to maintaining strong capital levels that exceed regulatory requirements, while also supporting balance sheet growth and providing a strong return to stockholders. Capital levels for the Company remained strong. AsFive-Year Summary of December 31, 2014, the Company’s Tier 1 risk-based capital and total risk-based ratios were 11.0% and 12.6%, respectively, greater than the well capitalized requirements of 6.0% and 10.0%, respectively.Selected Financial Data
 
($ in thousands, except per share data) 2015 2014 2013 2012 2011
Summary of Operations:          
Interest and dividend income $1,053,815
 $1,153,698
 $1,068,685
 $1,051,095
 $1,080,448
Interest expense 103,376
 112,820
 112,492
 132,168
 177,422
Net interest income before provision for credit losses 950,439
 1,040,878
 956,193
 918,927
 903,026
Provision for credit losses 14,217
 49,158
 22,364
 65,184
 95,006
Net interest income after provision for credit losses 936,222
 991,720
 933,829
 853,743
 808,020
Noninterest income (loss) (1)
 183,383
 (11,714) (92,468) (5,618) 10,924
Noninterest expense (2)
 540,884
 532,983
 394,215
 406,837
 424,377
Income before income taxes (2)
 578,721
 447,023
 447,146
 441,288
 394,567
Income tax expense (2)
 194,044
 101,145
 153,822
 163,552
 151,794
Net income (2)
 384,677
 345,878
 293,324
 277,736
 242,773
Preferred stock dividends 
 
 3,428
 6,857
 6,857
Net income available to common stockholders (2)
 $384,677
 $345,878
 $289,896
 $270,879
 $235,916
           
Per Common Share:          
Basic earnings (2)
 $2.67
 $2.42
 $2.10
 $1.89
 $1.60
Diluted earnings (2)
 $2.66
 $2.41
 $2.09
 $1.87
 $1.58
Dividends declared $0.80
 $0.72
 $0.60
 $0.40
 $0.16
Book value (2)
 $21.70
 $19.89
 $17.19
 $17.01
 $15.53
           
Weighted Average Number of Shares Outstanding:          
Basic 143,818
 142,952
 137,342
 141,457
 147,093
Diluted 144,512
 143,563
 139,574
 147,175
 153,467
Common shares outstanding at period-end 143,909
 143,582
 137,631
 140,294
 149,328
           
At Year End:          
Total assets (2)
 $32,350,922
 $28,743,592
 $24,732,216
 $22,539,744
 $21,976,451
Loans held-for-investment, net $23,378,789
 $21,468,270
 $17,600,613
 $14,645,785
 $13,984,930
Available-for-sale investment securities $3,773,226
 $2,626,617
 $2,733,797
 $2,607,029
 $3,072,578
Customer deposits $27,475,981
 $24,008,774
 $20,412,918
 $18,309,354
 $17,453,002
Long-term debt $206,084
 $225,848
 $226,868
 $137,178
 $212,178
Federal Home Loan Bank (“FHLB”) advances $1,019,424
 $317,241
 $315,092
 $312,975
 $455,251
Stockholders’ equity (2)
 $3,122,950
 $2,856,111
 $2,366,373
 $2,385,991
 $2,319,527
           
Financial Ratios:          
Return on average assets (2)
 1.27% 1.25% 1.24% 1.27% 1.13%
Return on average equity (2)
 12.74% 12.72% 12.50% 11.94% 10.82%
Common dividend payout ratio (2)
 30.21% 30.07% 28.74% 21.26% 10.12%
Net interest margin 3.35% 4.03% 4.38% 4.63% 4.66%
 
(1)
Changes in FDIC indemnification asset and receivable/payable was a charge of $38.0 million, $201.4 million, $228.6 million, $122.3 million and $100.1 million for the years ended December 31, 2015, 2014, 2013, 2012 and 2011, respectively. During the year ended December 31, 2015, the Company terminated the UCB and WFIB shared-loss agreements. Please see Note 8 — Loans Receivable and Allowance for Credit Losses to the Consolidated Financial Statements for additional information.
(2)
Prior periods were restated to reflect the retrospective application of adopting the new accounting guidance related to the Company’s investments in qualified affordable housing projects ASU 2014-01. Please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the Consolidated Financial Statements for additional information.

Results of Operations
 
NetThe Company’s net income for the year ended December 31, 2015 was $384.7 million compared to $345.9 million and $293.3 million for the years ended December 31, 2014 and 2013, respectively. The Company has successfully increased net income for six consecutive years. The 2015 earnings performance reflected continued success in executing the Company’s business strategy. Underpinning the operating results in 2015 were sustained loan and deposit growth, stable loan credit quality and fee income from diverse sources.


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Revenue, the sum of net interest income and noninterest income (loss), before provision for credit losses was $1.13 billion for the year ended December 31, 2015, an increase of $104.7 million or 10% from $1.03 billion for the year ended December 31, 2014. Revenue for the year ended December 31, 2014, increased $47.5by $165.4 million or 16% to $342.5 million as compared to net income of $295.019% from $863.7 million for the year ended December 31, 2013. Net incomeThe increase in revenue year over year was primarily due to the reduction in expenses related to changes in the FDIC indemnification asset and receivable/payable. This decrease was largely due to the expiration of the UCB non single-family shared-loss agreement in 2014 and the early termination of the remaining shared-loss agreements in 2015.

The Company’s return on average assets increased two basis points to 1.27% for the year ended December 31, 20132015, compared to 1.25% for the same period in 2014; and also increased $13.3 million or 5% from $281.7 millionone basis point to 1.25% for the year ended December 31, 2012. These continued increases in net income are largely the result of strong loan growth, maintaining high credit quality, and steady growth in lower cost deposits.

The Company’s return on average assets was 1.24% for the year ended December 31, 2014,, compared to 1.25% and 1.29%1.24% for the same periodsperiod in 2013 and 2012, respectively.2013. The return on average equity was 12.61%increased two basis points to 12.74% for the year ended December 31, 2014,2015, compared to 12.59% and 12.14%12.72% for the same periodsperiod in 20132014; and 2012, respectively. These relatively stableclimbed 22 basis points to 12.72% for the year ended December 31, 2014, compared to 12.50% for the same period in 2013. The returns on assets and equity reflectreflected the Company’s ability to maintainachieve increasing levels of profitability while expanding the loan and deposit base.
Table 1: Components of Net Income


Year Ended December 31,


2014
2013
2012


($ in millions)
Net interest income
$1,040.9
 $956.2
 $918.9
Provision for loan losses on non-covered loans
(44.1) (18.3) (60.2)
Provision for loan losses on covered loans
(5.0) (4.0) (5.0)
Noninterest loss
(11.7) (92.5) (5.6)
Noninterest expense
(564.6) (415.5) (422.5)
Provision for income taxes
(73.0) (130.8) (143.9)
Net income
$342.5
 $295.0
 $281.7
Return on average assets
1.24% 1.25% 1.29%
Return on average equity
12.61% 12.59% 12.14%

Net Interest Income
 
The Company’s primary source of revenue is net interest income, which is the difference between interest earned on loans, available-for-sale investment securities and other interest-earning assets less the interest expense on customers’ deposits, borrowingsrepurchase agreements, long-term debt and other interest-bearing liabilities. Net interest margin is calculated by dividing gross interest revenue less gross interest expense by average interest-earning assets. Net interest income and net interest margin are affected by several factors, including changes in average balances and composition of interest-earning assets and funding sources, market interest rate fluctuations and slope of the yield curve, repricing characteristics and maturity of interest-earning assets and interest-bearing liabilities, volume of noninterest-bearing sources of funds and asset quality.

Net interest income for the year ended December 31, 2014 totaled2015 was $950.4 million, a decrease of $90.4 million or 9% compared to net interest income of $1.04 billion an increasefor the same period in 2014. Net interest margin was 3.35% for the year ended December 31, 2015, a decrease of 68 basis points from 4.03% for the year ended December 31, 2014. The decrease in net interest income and net interest margin was primarily due to the decrease in interest income and yield on loans as a result of lower accretion income associated with the loans acquired from the FDIC assisted acquisitions of UCB and WFIB, partially offset by a reduction in interest expense on repurchase agreements that were paid off during 2015.

For the year ended December 31, 2014, net interest income increased by $84.7 million or 9% overfrom $956.2 million, and net interest income of $956.2 millionmargin decreased by 35 basis points from 4.38% for the same period in 2013. The increase in net interest income between 2014 and 2013 was primarily due to thean increase in the volume of non-covered loans, partially offset by theloans. The 35 basis points decrease in volume of covered loans. In comparison, net interest income for the year ended December 31, 2013 totaled $956.2 million, an increase of $37.3 million or 4% increase over net interest income of $918.9 million for the year ended December 31, 2012. The increase in net interest income between 2013 and 2012margin was primarily due to the increase in volume of non-covered loans and yields of covered loans, partially offset by a decrease in the volume of covered loans and yields of non-covered loans.

Net interest margin, defined as net interest income divided by average earning assets, decreased by 35 basis points to 4.03% for the year ended December 31, 2014, from 4.38% for the same period in 2013. For the year ended December 31, 2014, net interest margin decreased as compared to the same period in 2013, primarily due to a decrease in discount accretion from covered loans asassociated with the covered loan portfolio continues to payoffFDIC assisted acquisitions of UCB and paydown. The interest income on covered loans was $277.1 million and $395.2 million with a resulting yield of 15.31% and 15.55% forWFIB.

For the yearsyear ended December 31, 2014 and 2013, respectively. Net interest margin decreased 25 basis points2015, average interest-earning assets increased by $2.59 billion or 10% to $28.39 billion from $25.80 billion for the year ended December 31, 2013, from 4.63%2014. The increase was primarily due to an increase in average loan balances of $1.92 billion or 9% to $22.28 billion for the year ended December 31, 2015, compared to $20.35 billion for the same period in 2012. The decrease was primarily due2014. Customer deposits are an important source of low-cost funding and affect both net interest income and net interest margin. Average deposits which consist of noninterest-bearing demand, interest-bearing checking, money market, savings and time deposits, increased by $2.82 billion or 12% to decrease in discount accretion from covered loans similar to$25.76 billion for the year ended December 31, 2015, compared to $22.94 billion for the same period in 2014. Average loans were funded 116% by average deposits for the year ended December 31, 2015, consistent with the funding rates of 113% and 119% for the same period in 2014 and 2013, respectively.


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The following table presents the interest rate spread, net interest margin, average balances, interest income and expense, and the average yield yield/rates by asset and liability component for the years ended December 31, 2015, 2014 2013 and 2012:

Table 2: Summary of Selected Financial Data2013:
 Year Ended December 31,
 2014 2013 2012
 
Average
Balance
 Interest 
Average
Yield
Rate
 
Average
Balance
 Interest 
Average
Yield
Rate
 
Average
Balance
 Interest 
Average
Yield
Rate
 ($ in thousands)
($ in thousands) Year Ended December 31,
2015 2014 2013
Average
Balance
 Interest 
Average
Yield/
Rate
 Average
Balance
 Interest 
Average
Yield/
Rate
 Average
Balance
 Interest 
Average
Yield/
Rate
ASSETS                                    
Interest-earning assets:                                    
Due from banks and short-term investments $1,469,200
 $23,214
 1.58% $1,184,709
 $17,340
 1.46% $1,457,153
 $22,316
 1.53% $1,851,604
 $17,939
 0.97% $1,469,200
 $23,214
 1.58% $1,184,709
 $17,340
 1.46%
Securities purchased under resale agreements 1,340,411
 20,323
 1.52% 1,503,014
 21,236
 1.41% 1,267,284
 20,392
 1.61%
Investment securities available-for-sale (1) (2)
 2,540,228
 44,684
 1.76% 2,729,019
 43,846
 1.61% 2,475,489
 58,184
 2.35%
Non-covered loans (3) (4)
 18,542,476
 782,135
 4.22% 13,734,759
 584,164
 4.25% 11,023,745
 515,378
 4.68%
Covered loans (4)
 1,809,342
 277,070
 15.31% 2,541,238
 395,230
 15.55% 3,445,693
 430,152
 12.48%
Federal Home Loan Bank and Federal Reserve Bank stock 96,921
 6,272
 6.47% 134,918
 6,869
 5.09% 171,816
 4,673
 2.72%
Securities sold under repurchase agreements (“resale agreements”) (1)
 1,337,274
 19,799
 1.48% 1,340,411
 20,323
 1.52% 1,503,014
 21,236
 1.41%
Available-for-sale investment securities (2)(3)
 2,847,655
 41,375
 1.45% 2,540,228
 44,684
 1.76% 2,729,019
 43,846
 1.61%
Loans (4)(5)
 22,276,589
 968,625
 4.35% 20,351,818
 1,059,205
 5.20% 16,276,031
 979,394
 6.02%
FHLB and Federal Reserve Bank stock 77,460
 6,077
 7.85% 96,921
 6,272
 6.47% 134,918
 6,869
 5.09%
Total interest-earning assets $25,798,578
 $1,153,698
 4.47% $21,827,657
 $1,068,685
 4.90% $19,841,180
 $1,051,095
 5.30% $28,390,582
 $1,053,815
 3.71% $25,798,578
 $1,153,698
 4.47% $21,827,691
 $1,068,685
 4.90%
Noninterest-earning assets:                                    
Cash and cash equivalents 322,581
     306,551
     255,975
     342,606
     322,581
     306,551
    
Allowance for loan losses (254,616)     (241,049)     (228,355)     (263,143)     (254,616)     (241,049)    
Other assets 1,785,254
     1,667,533
     1,961,743
    
Total assets $27,651,797
     $23,560,692
     $21,830,543
    
Other assets (6)
 1,858,412
     1,786,427
     1,670,096
    
Total assets (6)
 $30,328,457
     $27,652,970
     $23,563,289
    
LIABILITIES AND STOCKHOLDERS’ EQUITYLIABILITIES AND STOCKHOLDERS’ EQUITY              LIABILITIES AND STOCKHOLDERS’ EQUITY              
Interest-bearing liabilities:                  Interest-bearing liabilities:                
Checking deposits $2,179,428
 $5,431
 0.25% $1,487,844
 $3,556
 0.24% $1,059,517
 $3,163
 0.30% $2,795,379
 $8,453
 0.30% $2,179,428
 $5,431
 0.25% $1,487,844
 $3,556
 0.24%
Money market deposits 5,958,461
 16,001
 0.27% 5,217,666
 15,019
 0.29% 4,883,413
 16,984
 0.35% 6,763,979
 18,988
 0.28% 5,958,461
 16,001
 0.27% 5,217,666
 15,019
 0.29%
Savings deposits 1,748,465
 2,971
 0.17% 1,546,188
 2,961
 0.19% 1,267,059
 2,795
 0.22% 1,785,085
 3,468
 0.19% 1,748,465
 2,971
 0.17% 1,546,188
 2,961
 0.19%
Time deposits 6,218,745
 41,083
 0.66% 5,964,017
 41,960
 0.70% 6,435,102
 52,953
 0.82% 6,482,697
 42,596
 0.66% 6,218,745
 41,083
 0.66% 5,964,017
 41,960
 0.70%
Federal funds purchased and other short-term borrowings 888
 
 
 155
 
 
 2,975
 4
 0.14% 4,797
 58
 1.21% 888
 
 % 155
 
 %
FHLB advances 349,767
 4,116
 1.18% 315,867
 4,173
 1.32% 385,644
 6,248
 1.62% 327,080
 4,270
 1.31% 349,767
 4,116
 1.18% 315,867
 4,173
 1.32%
Securities sold under repurchase agreements 955,147
 38,395
 4.02% 995,000
 41,381
 4.16% 997,938
 46,166
 4.63%
Repurchase agreements (1)
 404,096
 20,907
 5.17% 955,147
 38,395
 4.02% 995,000
 41,381
 4.16%
Long-term debt 237,738
 4,823
 2.03% 166,690
 3,442
 2.06% 183,285
 3,855
 2.10% 218,353
 4,636
 2.12% 237,738
 4,823
 2.03% 166,690
 3,442
 2.06%
Total interest-bearing liabilities $17,648,639
 $112,820
 0.64% $15,693,427
 $112,492
 0.72% $15,214,933
 $132,168
 0.87% $18,781,466
 $103,376
 0.55% $17,648,639
 $112,820
 0.64% $15,693,427
 $112,492
 0.72%
Noninterest-bearing liabilities:                  Noninterest-bearing liabilities:                
Demand deposits 6,834,871
     5,179,687
     3,902,534
     7,928,460
     6,834,871
     5,179,721
    
Other liabilities 451,287
     343,271
     393,948
     599,436
     451,287
     343,112
    
Stockholders’ equity 2,717,000
     2,344,307
     2,319,128
    
Total liabilities and stockholders’ equity $27,651,797
     $23,560,692
     $21,830,543
    
Stockholders’ equity (6)
 3,019,095
     2,718,173
     2,347,029
    
Total liabilities and stockholders’ equity (6)
 $30,328,457
     $27,652,970
     $23,563,289
    
Interest rate spread     3.83% 

   4.18% 

   4.43%     3.16% 

   3.83% 

   4.18%
Net interest income and net interest margin   $1,040,878
 4.03% 

 $956,193
 4.38% 

 $918,927
 4.63%   $950,439
 3.35% 

 $1,040,878
 4.03% 

 $956,193
 4.38%
                  
 
(1)Includes the amortization
Average balance of premiums on investment securities of $24.2 million, $34.0 millionresale and $21.3 million for the years ended December 31, 2014, 2013 and 2012, respectively.repurchase agreements are reported net pursuant to Accounting Standard Codification (“ASC”) 210-20-45, Balance Sheet Offsetting.
(2)Average balances exclude unrealized gains or lossesYields on available-for-sale securities.tax exempt securities are not presented on a tax-equivalent basis.
(3)Includes the accretionamortization of discountnet premiums on non-covered loans receivableavailable-for-sale investment securities of $15.5$18.7 million, $7.6$24.2 million and $13.2$34.0 million for the years ended December 31, 2015, 2014 2013 and 2012, respectively. Also includes the net amortization of deferred loan fees and cost totaling $8.9 million, $15.3 million and $16.2 million for the years ended December 31, 2014, 2013, and 2012, respectively.
(4)Average balances includebalance includes nonperforming loans.
(5)Includes the accretion of discount and amortization of net deferred loan costs which totaled $66.2 million, $185.8 million and $232.5 million for the years ended December 31, 2015, 2014 and 2013, respectively.
(6)
Prior periods were restated to reflect the retrospective application of adopting the new accounting guidance related to the Company’s investments in qualified affordable housing projects ASU 2014-01. Please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the Consolidated Financial Statements for additional information.


3432



Analysis of ChangesThe following table summarizes the extent to which changes in Net Interest Income
Changesinterest rates and changes in average interest-earning assets and average interest-bearing liabilities affected the Company’s net interest income are a function of changes in rates and volumes of both interest-earning assets and interest-bearing liabilities. The following table presents information regarding changes in interest income and interest expense for the years indicated.periods presented. The total change for each category of interest-earning assets and interest-bearing liabilities is segmented into the change attributable to variations in volume (changes in volume multiplied by old rate) and the change attributable to variations in interest rates (changes in rates multiplied by old volume).rates. Changes that are not solely due to either volume or rate are allocated proportionally based on the absolute value of the change related to average volume and average rate. Nonaccrual loans are included in the average loan balancesloans used to compute this table.
Table 3: Analysis of Changes in Net Interest Incomethe table below:
 Year Ended December 31,
 2014 vs. 2013 2013 vs. 2012
 
Total
Change
 Changes Due to 
Total
Change
 Changes Due to
 Volume  Rate  Volume Rate 
 (In thousands)
($ in thousands) Year Ended December 31,
2015 vs. 2014 2014 vs. 2013
Total
Change
 Changes Due to 
Total
Change
 Changes Due to
 Volume  Yield/Rate  Volume Yield/Rate 
Interest-bearing assets:  
  
  
  
  
  
  
  
  
  
  
  
Due from banks and short-term investments $5,874

$4,413

$1,461
 $(4,976) $(4,023) $(953) $(5,275)
$5,102
 $(10,377) $5,874
 $4,413
 $1,461
Securities purchased under resale agreements (913)
(2,398)
1,485
 844
 3,514
 (2,670)
Investment securities available-for-sale 838

(3,155)
3,993
 (14,338) 5,498
 (19,836)
Non-covered Loans 197,971

202,832

(4,861) 68,786
 118,376
 (49,590)
Covered loans (118,160)
(112,166)
(5,994) (34,922) (127,243) 92,321
Federal Home Loan Bank and Federal Reserve Bank stock (597)
(2,202)
1,605
 2,196
 (1,176) 3,372
Resale agreements (524)
(47) (477) (913) (2,398) 1,485
Available-for-sale investment securities (3,309)
5,022
 (8,331) 838
 (3,155) 3,993
Loans (90,580)
94,158
 (184,738) 79,811
 223,735
 (143,924)
FHLB and Federal Reserve Bank stock (195)
(1,389) 1,194
 (597) (2,202) 1,605
Total interest and dividend income $85,013

$87,324

$(2,311) $17,590
 $(5,054) $22,644
 $(99,883)
$102,846

$(202,729) $85,013
 $220,393
 $(135,380)
Interest-bearing liabilities:  

 

 
  
  
  
  

 

 
  
  
  
Checking deposits $1,875

$1,717

$158
 $393
 $1,108
 $(715) $3,022

$1,722
 $1,300
 $1,875
 $1,717
 $158
Money market deposits 982

2,035

(1,053) (1,965) 1,106
 (3,071) 2,987

2,237
 750
 982
 2,035
 (1,053)
Savings deposits 10

364

(354) 166
 565
 (399) 497

63
 434
 10
 364
 (354)
Time deposits (877)
1,747

(2,624) (10,993) (3,688) (7,305) 1,513

1,735
 (222) (877) 1,747
 (2,624)
Federal funds purchased and other short-term borrowings (6)
4

(10) (4) (2) (2) 58


 58
 
 
 
Federal Home Loan Bank advances (57)
424

(481) (2,075) (1,027) (1,048)
Securities sold under repurchase agreements (2,986)
(1,627)
(1,359) (4,785) (136) (4,649)
FHLB advances 154

(278) 432
 (57) 424
 (481)
Repurchase agreements (17,488)
(26,397) 8,909
 (2,986) (1,627) (1,359)
Long-term debt 1,387

1,446

(59) (413) (344) (69) (187)
(405) 218
 1,381
 1,442
 (61)
Total interest expense $328

$6,110

$(5,782) $(19,676) $(2,418) $(17,258) $(9,444)
$(21,323)
$11,879
 $328
 $6,102
 $(5,774)
Change in net interest income $84,685

$81,214

$3,471
 $37,266
 $(2,636) $39,902
 $(90,439)
$124,169

$(214,608) $84,685
 $214,291
 $(129,606)

Provision for Loan Losses
The Company recorded a provision for loan losses on non-covered loans of $44.1 million for the year ended December 31, 2014, compared to $18.3 million and $60.2 million for the years ended December 31, 2013 and 2012, respectively. The increase in provision for loan losses on non-covered loans of was due to increased loan balances from the MetroCorp acquisition and organic loan growth. For the years ended December 31, 2014, 2013 and 2012, the Company recorded a provision for loan losses on covered loans of $5.0 million, $4.0 million and $5.0 million.Noninterest Income (Loss)

Provisions for loan losses are charged toNoninterest income to bring the allowance for credit losses as well as the allowance for unfunded loan commitments, off-balance sheet credit exposures, and recourse provisions to a level deemed appropriate by the Company based on the factors discussed under the “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Allowance for Loan Losses” section of this report.

35



Noninterest (Loss) Income
Table 4: Components of Noninterest (Loss) Income
  Year Ended December 31,
  2014
2013
2012
  (In millions)
Branch fees $37.9
 $32.0
 $30.9
Net gains on sales of investment securities 10.9
 12.1
 0.8
Letters of credit fees and commissions 25.9
 22.1
 19.1
Ancillary loan fees 10.6
 9.4
 8.8
Foreign exchange income 11.4
 12.7
 7.2
Net gains on sales of loans 39.1
 7.8
 17.0
Dividend and other investment income (loss) 5.5
 1.0
 (0.4)
Other commission and fee income 29.4
 20.4
 16.3
Other operating income 19.0
 18.6
 17.1
Fees and other operating income $189.7
 $136.1
 $116.8
Impairment loss on investment securities $
 $
 $(0.1)
Changes in FDIC indemnification asset and receivable/payable (201.4) (228.6) (122.3)
Total noninterest loss $(11.7) $(92.5) $(5.6)
Noninterest loss(loss) includes revenuesrevenue earned from sources other than interest income. These sources include service charges and fees on customer deposit accounts, fees and commissions generated from trade finance transactions, wealth management activities, and thefees for issuance of letters of credit and foreign exchange income, ancillary fees on loans, net gains on sales of loans and available-for-sale investment securities, available-for-sale, changes in the FDIC indemnification asset and receivable/payable and other noninterest-related revenues.
Noninterest loss decreased $80.8 million or 87% from $92.5 million for the year ended December 31, 2013 to $11.7 million for the year ended December 31, 2014. This decrease was mainly due to a $31.3 million increase in net gains on sale of loans, a $27.2 million reduction in changes in FDIC indemnification asset and receivable/payable, $9.0 million increase in other commission and fee income, $5.9 million increase in branch fees and $4.5 million increase in dividend and other investment income. Noninterest loss increased $86.9 million from $5.6 million for the year ended December 31, 2012 to $92.5 million for the year ended December 31, 2013. This increase was mainly due to a $106.3 million increase in changes in FDIC indemnification asset and receivable/payable and a $9.2miscellaneous noninterest-related income.

The following table presents the components of noninterest income (loss) for the periods indicated:
 
($ in millions) Year Ended December 31,
 2015
2014
2013
Branch fees $39.5
 $37.9
 $32.0
Letters of credit fees and foreign exchange income 39.0
 37.3
 34.8
Ancillary loan fees 15.0
 10.6
 9.4
Wealth management fees 18.3
 16.2
 10.9
Derivative commission income 16.2
 12.8
 8.8
Changes in FDIC indemnification asset and receivable/payable (38.0) (201.4) (228.6)
Net gains on sales of loans 24.9
 39.1
 7.8
Net gains on sales of available-for-sale investment securities 40.4
 10.9
 12.1
Other fees and other operating income 28.1
 24.9
 20.3
Total noninterest income (loss) $183.4
 $(11.7) $(92.5)
 


33



Noninterest income increased by $195.1 million decreaseto $183.4 million for 2015 compared to noninterest loss of $11.7 million for 2014. The increase in noninterest income for 2015 was primarily due to the decline in expenses related to changes in FDIC indemnification asset and receivable/payable and an increase in net gains on salesales of loans, partially offsetavailable-for-sale investment securities. Noninterest loss in 2014 decreased by $80.8 million from a $11.3loss of $92.5 million in 2013. The improvement in noninterest loss for 2014 was primarily due to the decline in expenses related to changes in FDIC indemnification asset and receivable/payable and an increase in net gains on sale of investment securities, $5.5 million increase in foreign exchange income and $4.1 million increase in other commission and fee income.


Periodically, the Company buys and sells loans within the loans held for sale portfolio. In 2014, the Company had proceeds from total loans sold of $1.14 billion and recorded net gains on sale of loans of $39.1 million, compared to proceeds of loans sold of $376.4 million and $428.7 million with net gains on sale of loans of $7.8 million and $17.0 million for the years ended December 31, 2013 and 2012, respectively.loans.

Changes in FDIC indemnification asset and receivable/payable decreased by $27.2$163.4 million or 12% to a loss of $38.0 million for 2015 from a loss of $201.4 million for 2014. The changes in FDIC indemnification asset and receivable/payable were reduced significantly which was mainly attributable to the year ended December 31,expiration of the shared-loss coverage for the UCB and WFIB commercial loans. In 2015, the Company reached an agreement with the FDIC to early terminate the UCB and WFIB shared-loss agreements. For 2014, the expenses related to FDIC indemnification asset and receivable/payable decreased by $27.2 million to a loss of $201.4 million from a loss of $228.6 million recorded for the same period in 2013. The decrease in the changes in the FDIC indemnification asset and receivable/payable was primarily attributable to the continued payoffs and improved credit performance of the covered loan portfolio, as compared to ourthe Company’s original estimate. For the years ended December 31, 2013 and 2012, the Company recorded $228.6 million and $122.3 million of changes in the FDIC indemnification asset and receivable/payable. As of December 31, 2013 and 2012, the Company recorded an FDIC indemnification asset to recognize the expected payments from the FDIC to cover a percentage of the estimated losses in the covered portfolio.

Other commission and fee incomeNet gains on sales of available-for-sale investment securities increased $9.0by $29.5 million or 44% to $29.4$40.4 million for the year ended December 31, 2014 from $20.42015 compared to $10.9 million for the same period in 2013 due2014. Proceeds from sales of available-for-sale investment securities for 2015 amounted to increases in investment advisory fees and fee income earned from assisting customers in hedging interest rates. Other commission and fee income increased $4.1 million or 25% from $16.3$1.67 billion compared to $623.7 million for the year ended December 31, 2012 to $20.42014. For 2013, net gains and proceeds from sales of available-for-sale investment securities were $12.1 million for the year ended December 31, 2013.



36




Branch fees totaled $37.9and $663.6 million, for the year ended December 31, 2014,respectively, which was largely consistent compared to $32.0 million earned2014. The net gains on sales of available-for-sale investment securities increased significantly in 2013 and $30.9 million earned in 2012. The increase of $5.9 million or 18% in 2014 compared to 2013 was primarily driven by an increase in customer transactions2015 mainly due to the growth experiencedrealized gains of $21.7 million associated with the sales of non-investment grade corporate debt securities with previously recognized OTTI. Please see Note 6 Available-for-Sale Investments Securities to the Consolidated Financial Statements for details. The other securities sold during 2014. The majority2015 were primarily comprised of branch fees were earned from commercial demand deposit analysis services fees, non-sufficient funds feesU.S. Treasury and wire fee income.U.S. government agency and U.S. government sponsored enterprise mortgage-backed securities.

Dividend and other investment income (loss) was $5.5Net gains on sales of loans for 2015, which included lower of cost or market (“LOCOM”) valuation adjustments, amounted to $24.9 million, $1.0compared to $39.1 million and $((439) thousand$7.8 million for 2014 and 2013, respectively. For 2015, the Company recorded $3.0 million of LOCOM valuation adjustments related to the loans held for sale portfolio. No LOCOM adjustment was recorded during the years ended December 31, 2014 and 2013. Approximately $1.70 billion, $1.09 billion and $364.4 million of loans were sold in 2015, 2014 and 2013, respectively. Loans sold in 2015 were primarily comprised of single-family residential and 2012. The $4.5 million increase for the year ended December 31,commercial and industrial (“C&I”) loans. For 2014 was primarily due to a dividend from a CRA investment.and 2013, loans sold were mainly comprised of student and C&I loans.

Noninterest Expense

Table 5: ComponentsThe following table presents the various components of Noninterest Expensenoninterest expense for the periods indicated: 
 Year Ended December 31,      
 2014
2013
2012 Year Ended December 31,
 (In millions)
($ in millions) 2015 2014 2013
Compensation and employee benefits $231.8
 $175.9
 $171.4
 $262.2
 $231.8
 $175.9
Occupancy and equipment expense 63.8
 56.6
 55.5
 61.3
 63.8
 56.6
Amortization of investments in affordable housing partnerships
and other tax credit investments
 75.7
 27.3
 18.1
Amortization of tax credit and other investments (1)
 36.1
 44.1
 6.0
Amortization of premiums on deposits acquired 10.2
 9.4
 10.9
 9.2
 10.2
 9.4
Deposit insurance premiums and regulatory assessments 21.9
 16.6
 14.1
 18.8
 21.9
 16.6
Loan related expenses 3.4
 12.5
 15.0
Other real estate owned (income) expense (3.6) (1.1) 22.3
Deposit related expenses 9.6
 7.5
 6.5
Other real estate owned (“OREO”) income (8.9) (3.6) (1.1)
Legal expense 53.0
 31.7
 25.4
 16.4
 53.0
 31.7
Data processing 15.9
 9.1
 9.2
 10.2
 15.9
 9.1
Consulting expense 17.2
 8.5
 6.4
Repurchase agreements’ extinguishment costs 21.8
 
 
Other operating expense 92.4
 77.5
 80.6
 87.0
 79.9
 77.1
Total noninterest expense $564.5
 $415.5
 $422.5
Total noninterest expense (1)
 $540.9
 $533.0
 $394.2
      
(1)
Prior periods were restated to reflect the retrospective application of adopting the new accounting guidance related to the Company’s investments in qualified affordable housing projects ASU 2014-01. Please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the Consolidated Financial Statements for additional information.
 

34



Noninterest expense, which is primarily comprised of compensation and employee benefits, occupancy and equipment, and other operating expenses, increased $149.0 million or 36% to $564.5totaled $540.9 million for the year ended December 31, 2014,2015, an increase of $7.9 million or 1%, compared to $415.5$533.0 million for the same period in 2014. The increase for the year ended December 31, 2015 was the result of higher compensation and employee benefits and the extinguishment costs related to repurchase agreements, which was partially offset by lower legal expenses. For the year ended December 31, 2014, noninterest expense was $533.0 million, an increase of $138.8 million or 35% compared to $394.2 million for the same period in 2013. The increase for the year ended December 31, 2014 was primarily due to higher compensation and employee benefits, amortization of tax credit and other investments and legal expenses.

Compensation and employee benefits increased $55.9by $30.4 million or 32%13% to $231.8$262.2 million for the year ended December 31, 2015, compared to $231.8 million for the same period in 2014. The increase in compensation and employee benefits in 2015 was primarily due to the growth that the Company has experienced. For the year ended December 31, 2014, compensation and employee benefits increased by $55.9 million or 32% to $231.8 million compared to $175.9 million for the same period in 2013. The increase was primarily due to increased headcount and severance and retention costsexpenses related to the MetroCorp acquisition and organic growth.acquisition.

The amortization of affordable housing partnerships investments and other tax credit investments increased $48.4Legal expense decreased by $36.6 million or 69% to $75.7$16.4 million for the year ended December 31, 2014,2015, compared to $27.3$53.0 million for the same period in 2013.  This amortization increase was primarily due to an increase of $53.82014, as the amount in 2014 included a $31.6 million or 57% in affordable housing partnerships and other tax credit investments to $288.7 million as of December 31, 2014, compared to $234.9 million as of December 31, 2013.

The Company recorded OREO income of $3.6 million for the year ended December 31, 2014, an increase of $2.5 million compared to $1.1 million recorded for the same period in 2013. As of December 31, 2014 total net non-covered OREO amounted to $27.6 million, an increase of $8.7 million or 46% compared to $18.9 million as of December 31, 2013. Net covered OREO amounted to $4.5 million as of December 31, 2014, a decrease of $16.9 million or 79% compared to $21.4 million as of December 31, 2013. The $3.6 million in total OREO income for the year ended December 31, 2014 was comprised of $5.8 million in various operating and maintenance expenseslitigation accrual related to the Company’s OREO properties, $2.9 million in valuation losses, offset by $12.3 million of gains on sales of 46 OREO properties. The $1.1 million in total OREO income recorded in the year ended December 31, 2013 was comprised of $3.2 million in various operating and maintenance expenses related to our OREO properties, $3.8 million in valuation losses, offset by $8.2 million of gains on sales of 81 OREO properties.

37



Legal expense increased $21.3 million or 67% to $53.0 million for the year ended December 31, 2014, compared to $31.7 million for the same period in 2013 primarily due to a litigation accrual of $31.6 million from the case titled “F&F, LLC and 618 Investments, Inc. v. East West Bank” asthat was previously disclosed in the Form 8-K that was filed on September 8, 2014. The case is subject to furtherFor the year ended December 31, 2014, legal proceedings including appeal.  The Company continues to appeal but has accrued based on the unfavorable verdict. 
Comparing 2013 to 2012, noninterest expense decreased $7.0increased $21.3 million or 2%, from $422.567% to $53.0 million, compared to $31.7 million in 2013. This increase was primarily due to the accrual provided for the “F&F, LLC and 618 Investments, Inc. v. East West Bank” case discussed above.

The amortization of tax credit and other investments decreased by $8.0 million to $36.1 million for the year ended December 31, 20122015, compared to $415.5$44.1 million for the same period in 2014. The decrease was primarily due to a reduction in projected tax credits. For the year ended December 31, 2014, amortization of tax credit and other investments increased by $38.1 million to $44.1 million, compared to $6.0 million for the same period in 2013. The decreaseThis increase was primarily due to a decrease of $23.5 million in OREO expense offset by an increase of $9.2$39.9 million or 57% in amortization of affordable housing partnershipstax credit and other tax credit investments to $110.1 million as of December 31, 2014, compared to $70.2 million as of December 31, 2013.

For the year ended December 31, 2015, the Company recorded $21.8 million related to the extinguishment of higher cost repurchase agreements. During the year ended December 31, 2015 the Company extinguished $545.0 million of repurchase agreements. There were no repurchase agreements’ extinguishment costs for the years ended December 31, 2014 and $6.3 million in legal expense.2013.

Income Taxes
 
Provision for income taxes was $73.0$194.0 million, $101.1 million, and $153.8 million for the years ended December 31, 2015, 2014 and 2013, respectively. The effective tax rate was 33.5%, 22.6% and 34.4% for the years ended December 31, 2015, 2014 and 2013, respectively. The higher effective tax rate for the year ended December 31, 2014, representing an effective tax rate of 17.6%,2015, compared to $130.8 million, representing an effectivethe same period in 2014, was mainly due to less tax rate of 30.7%,credits that were recognized in 2015 from investments in affordable housing, historic rehabilitation and $143.9 million, representing an effective tax rate of 33.8% for the years ended December 31, 2013 and 2012, respectively.renewable energy projects. The lower effective tax rate infor year ended December 31, 2014, compared to the same period in 2013, and 2012, was mainly dueattributable to the additional purchases of qualified affordable housing partnerships and other tax credit investments. Included in the income tax expense recognized in the years ended December 31, 2015, 2014 and 2013 and 2012 was $67.6 million, $85.7 million $35.0 million and $18.7$35.0 million, respectively, of tax credits generated mainly from investments in qualified affordable housing partnerships and other tax credit investments.
Management regularly reviews Income tax expense and effective tax rates for prior periods reflect the Company’s tax positions and deferred tax assets. Factors consideredretrospective adoption of ASU 2014-01 in this analysis include future reversals of existing temporary differences, future taxable income exclusive of reversing differences, taxable income in prior carryback years, and tax planning strategies. The Company accounts for income taxes using the asset and liability approach, the objective of which is to establish deferred tax assets and liabilities for the temporary differences between the financial reporting basis and the tax basis2015. For further discussion of the Company’s assetsimpact of ASU 2014-01, please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and liabilities at enacted rates expectedOther Investments, Net to be in effect when such amounts are realized and settled. the Consolidated Financial Statements.

As of December 31, 20142015 and 2013,2014, the Company had a net deferred tax assetassets of $384.4$135.9 million and $255.5$389.6 million, respectively.

A valuation allowance is established for For additional detail on components of net deferred tax assets, if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. A valuation allowance is established, when necessary, to reduce the deferred tax assets please see Note 13 — Income Taxes to the amount that is more likely than not to be realized. Management has concluded that it is more likely than not that all of the benefit of the deferred tax assets will be realized, with the exception of the deferred tax assets related to certain state NOLs. Accordingly, a valuation allowance has been recorded for these amounts. The Company believes that adequate provisions have been made for all income tax uncertainties consistent with the standards of ASC 740-10.Consolidated Financial Statements.


Operating Segment Results
 
The Company defines its operating segments based on its core strategy, and the Company has identified three reportable operating segments: Retail Banking, Commercial Banking and Other.
 

35



The Retail Banking segment focuses primarily on retail operations through the Bank’s branch network. The Commercial Banking segment, which includes C&I and CRE, primarily generates commercial loans through the efforts of thedomestic commercial lending offices located in California, New York, Texas, Washington, Massachusetts, Nevada and Georgia.Georgia, and the foreign commercial lending offices located in China and Hong Kong. Furthermore, the Commercial Banking segment also offers a wide variety of international finance and trade services and products. The remaining centralized functions, including the treasury operations of the Company and eliminations of intersegment amounts have been aggregated and included in the “Other” segment.

Changes in the Company’s management structure or reporting methodologies may result in changes in the measurement of operating segment results. Results for prior periods are generally restated for comparability due towhen there are changes in management structure or reporting methodologies, unless it is not deemed practicable to do so.
 
The Company’s transfer pricing process is formulated with the goal of incentingto incentivize loan and deposit growth that is consistent with the Company’s overall growth objectives, as well as to provide a reasonable and consistent basis for measurement of the Company’s business segments and product net interest margins. The Company’s transfer pricing assumptions and methodologies are reviewed at least annually to ensure that the process is reflective of current market conditions.

For additional information about the Company’s segments, including information about the underlying accounting and reporting process, please see Note 20 of— Business Segments to the Company’s consolidated financial statements presented elsewhere in this report.Consolidated Financial Statements.

38



 
Retail Banking
 
The Retail Banking segment reported pretax income of $166.6$212.0 million for the year ended December 31, 2014,2015, compared to a pretax income of $123.9$181.3 million for the same period in 2013.2014. The increase of $42.8$30.7 million or 35%17% in earnings for this segment was due to higher net interestnoninterest income and noninterest income,lower provision for credit losses, partially offset by higher provision for loan losses and noninterest expense.lower net interest income.

Net interest income for this segment increased $48.0decreased $9.1 million or 12%2%, from $414.2to $453.0 million for the year ended December 31, 20132015, compared to $462.1 million for the same period in 2014. The higherreduction of net interest income was attributedprimarily due to growth in low-cost deposits, primarily in demand deposits, offset by lower discount accretion to interest income from the purchased credit impaired (“PCI”) loan yield.portfolio and sale of single-family residential loans.

Noninterest income for this segment increased $32.3$31.8 million or 219%, to $14.5$46.3 million for the year ended December 31, 2014,2015, compared to noninterest loss of $17.8$14.5 million for the same period in 2013.2014. The increase was primarily due to gains on the sale of student loans and decrease in the reduction of changes in FDIC indemnification asset and receivable/payable, partially offset by a reduction in loan fees.lower net gains on sales of loans.

Noninterest expense for this segment increased $4.8$1.8 million or 3%1%, from $193.0to $199.6 million for the year ended December 31, 20132015, compared to $197.8 million for the same period in 2014. The increase in noninterest expense was primarily due to higher compensation and employee benefits, and occupancy and equipment expense, partially offset by lower legal and loan related expenses.FDIC deposit insurance premiums.

Comparing the years ended December 31, 2014 and 2013, to 2012, the Retail Banking segment reported a pretax income of $123.9$181.3 million in 2013,2014, compared to a pretax income of $74.8$132.9 million in 2012.2013. The increased earnings for this segment waswere due to higher net interest income and lower provision for loan losses,noninterest income, partially offset by higher noninterest expenseprovision for credit losses and noninterest loss.expense. Net interest income for this segment increased $70.4$47.9 million or 20%12%, from $343.7to $462.1 million for the year ended December 31, 20122014, compared to $414.2 million for the same period in 2013. The higher net interest income was primarily attributed to growth from single-family residential and consumer loans and lower cost ofin low-cost deposits. Noninterest income for this segment decreased by $35.6increased $32.3 million or 181%, to noninterest income of $14.5 million for the year ended December 31, 20132014, compared to noninterest incomea loss of $17.7$17.8 million for the same period 2012.in 2013. The decreaseincrease was primarily due to an increase in net gains on sale of student loans and a decrease in the reduction of changes in FDIC indemnification asset and receivable/payable, and lower gains on the sale of student loans, partially offset by an increasea reduction in wealth management fee income.loan fees. Noninterest expense for this segment increased $4.0$4.8 million, or 2%3%, from $189.0to $197.8 million for the year ended December 31, 20122014, compared to $193.0 million for the same period in 2013. The increase in noninterest expense was primarily due to increase inhigher compensation and employee benefits and legal expenses,occupancy and equipment expense, partially offset by lower OREOloan related and occupancy related expenses.legal expense.
 
Commercial Banking
 
The Commercial Banking segment reported pretax income of $276.6$382.2 million for the year ended December 31, 20142015, compared to $272.4$293.4 million for the same period in 2013.2014. The increase of $4.2$88.8 million or 2%30% in earnings for this segment was due to an increase in noninterest income and decreases in noninterest expense and provision for credit losses, partially offset by a decrease in net interest income.


36



Net interest income for this segment decreased $86.8 million or 15%, to $509.6 million for the year ended December 31, 2015, compared to $596.4 million for the same period in 2014. The decrease in net interest income was primarily due to lower discount accretion to interest income from the PCI loan portfolio.

Noninterest income for this segment increased $135.7 million or 212%, to noninterest income of $71.8 million for the year ended December 31, 2015, compared to a noninterest loss of $63.9 million for the same period in 2014. The increase was primarily due to a decrease in the reduction of changes in FDIC indemnification asset and receivable/payable and higher net gains on sales of small business administration (“SBA”) loans.

Noninterest expense for this segment decreased $24.9 million or 13%, to $164.5 million for the year ended December 31, 2015, compared to $189.4 million for the same period in 2014. The decrease in noninterest expense was largely attributed to a decrease in legal expense, partially offset by an increase in compensation and employee benefits.

Comparing the years ended December 31, 2014 to 2013, the Commercial Banking segment reported pretax income of $293.4 million in 2014, compared to pretax income of $283.9 million in 2013. The increased earnings for this segment were due to higher net interest income and lower noninterest loss, offset by increases in provision for loancredit losses and noninterest expenses.
expense. Net interest income for this segment increased $71.4 million or 14%, to $596.4 million for the year ended December 31, 2014, compared to $525.0 million for the same period in 2013. The increase in net interest income was primarily due to growth in commercial loans and deposits, offsetpartially impacted by lowerlow interest yields and cost of funds.
rates. Noninterest loss for this segment totaleddecreased $35.0 million or 35%, to $63.9 million for the year ended December 31, 2014, compared to a noninterest loss of $98.9 million for the same period in 2013. The reductiondecrease in noninterest loss for this segment was primarily due to a decrease in the reduction of changes in FDIC indemnification asset and receivable/payable and increases in letters of credit fees and commissions and swap income.

loan and branch fees. Noninterest expense for this segment increased $62.7 million or 49%, to $189.4 million for the year ended December 31, 2014, compared to $126.7 million for the same period in 2013. The increase in noninterest expense was largely attributed to higher compensation and employee benefits and legal expenses.expense.

39



Comparing 2013 to 2012, the Commercial Banking segment reported pretax income of $272.4 million in 2013 compared to $266.2 million in 2012. The increase was due to an increase in net interest income and reductions in provision for loan losses and noninterest expense, offset by a larger noninterest loss. Net interest income for this segment increased $36.8 million or 8%, to $525.0 million in 2013, compared to $488.3 million in 2012. The increase in net interest income, despite lower interest yields, was primarily due to growth in commercial loans combined with higher discount accretion into interest income from the covered loan portfolio, and lower cost of deposits. Noninterest loss for this segment totaled $98.9 million, compared to a loss of $34.3 million in 2012. The increase in loss for this segment was primarily due to an increase in the reduction of changes in FDIC indemnification asset and receivable/payable, partially offset by an increase in loan related fee income. Noninterest expense for this segment decreased $5.9 million or 5%, to $126.7 million in 2013, compared to $132.6 million in 2012. The decrease in noninterest expense was largely attributed to declines in OREO and loan related expenses, offset by increases in compensation and employee benefits, and occupancy expenses.
Other
 
The Other segment reported pretax losslosses of $27.8$15.5 million in 2014for the year ended December 31, 2015 compared to pretax incomelosses of $29.6$27.7 million for the same period in 2013.2014. The decrease in losses was due to lower net interest incomeloss and higher noninterest expense,income, partially offset by an increase in noninterest expense.
income.

Net interest incomeloss for this segment decreased $34.6$5.4 million or 204%31%, to net interest loss of$12.2 million for the year ended December 31, 2015, compared to $17.6 million for the same period in 2014 compared to net interest income of $17.0 million in 2013.2014. The Other segment includes activities of the treasury function, which is responsible for the liquidity and interest rate risk management of the Bank, and supports the Retail Banking and Commercial Banking segments through funds transfer pricing which iswas the primary cause of the decrease in net interest income. In addition, it bears the cost of adverse movements in interest rates which affect the net interest margin.

Noninterest income totaledfor this segment increased $27.6 million, or 73%, to $65.3 million for the year ended December 31, 2015, compared to $37.7 million for the same period in 2014. The increase was primarily due to the higher net gains on sale of available-for-sale investment securities.

Noninterest expense for this segment increased $31.0 million or 21%, to $176.8 million for the year ended December 31, 2015, compared to $145.8 million for the same period in 2014. The increase was primarily due to the extinguishment costs related to repurchase agreements incurred and increases in compensation and employee benefits and consulting expense, partially offset by reductions in amortization of tax credit and other investments and other one-time merger and integration expense related to the MetroCorp acquisition in 2014.

Comparing the years ended December 31, 2014 to 2013, the Other segment reported pretax losses of $27.7 million in 2014, compared to pretax income of $30.3 million in 2013. The decrease in earnings for this segment was due to lower net interest income and an increase in noninterest expense, partially offset by an increase in noninterest income. Net interest income for this segment decreased $34.6 million or 204%, to a loss of $17.6 million for the year ended December 31, 2014, compared to income of $17.0 million for the same period in 2013. Noninterest income for this segment increased $13.4 million or 56%, improvementto $37.7 million for the year ended December 31, 2014, compared to $24.3 million recordedfor the same period in 2013. The improvement of noninterest incomeincrease was primarily due to dividends received from the Community Reinvestment Act investments.

Noninterest expense for this segment increased $81.5$71.3 million or 85%96%, to $177.3$145.8 million infor the year ended December 31, 2014, compared to $95.8$74.5 million for the same period in 2013. The increase in noninterest expense was primarily due to higher amortization of investment in affordable housing partnershipstax credit and other tax credit investments and increased compensation and employee benefits, data processing, and other one-timethe incurrence of merger and integration related expenses related tofrom the MetroCorp acquisition.

Comparing 2013 to 2012, the Other segment reported pretax incomeacquisition of $29.6 million in 2013 compared to $84.6 million in 2012, a reduction of $55.0 million or 65%. The decline was due to lower net interest income, partially offset by an increase in noninterest income and a reduction in noninterest expense. Net interest income decreased $69.9 million or 80%, to $17.0 million in 2013 compared to $86.9 million in 2012. Noninterest income totaled $24.3 million in 2013, a $13.3 million or 121%, improvement compared to $11.0 million recorded in 2012. The improvement of noninterest income was primarily driven by higher gains from sales of investment securities, rental income, and partially offset by lower gains from disposal of fixed assets. Noninterest expense for this segment decreased $5.1 million or 5%, to $95.8 million in 2013 compared to $100.9 million in 2012. The decrease was primarily due to lower compensation and employee benefits and no prepayment penalties on FHLB advances in 2013 compared to the prior year, net of increases from amortization of investments in affordable housing partnerships and legal expense.MetroCorp.
 

37



Balance Sheet Analysis
 
Total assets increased $4.01$3.61 billion or 16%13%, to $32.35 billion as of December 31, 2015, compared to $28.74 billion as of December 31, 2014, compared to $24.73 billion as of December 31, 2013.2014. The increase in total assets was primarily due to increases of $1.92 billion in total loans receivable (including loans held for sale), $1.15 billion in available-for-sale investment securities, $375.0 million in resale agreements, and $321.0 million in cash and cash equivalents.

The increase in cash and cash equivalents was largely due to anthe timing of cash inflows versus outflows from fundings, payments and cash requirements related to normal operating activities. The $321.0 million cash increase in net non-covered loans held for investment of $4.58 billion, offsetwas primarily funded by a decrease in net covered loans of $713.7 million. Excluding the $1.19 billion of loans from the acquisition of MetroCorp, the increase in deposits and FHLB advances discussed below. The $375.0 million increase in resale agreements was due to the reinvestment of net non-coveredcash inflows for yield improvement. The $1.15 billion increase in available-for-sale investment securities was primarily due to increases in U.S. government agency, U.S. government sponsored enterprise debt, corporate debt and U.S. Treasury securities.

The increase in total loans receivable was mainlyprimarily due to organic growth in C&I, CRE and the decrease in net coveredconsumer loans, was primarily due to payoffspartially offset by loan sales of approximately $1.70 billion, mainly comprised of single-family residential and paydown activities. In addition, goodwill increased $132.0C&I loans. Allowance for loan losses remained relatively unchanged at $265.0 million or 39%,1.12% of total loans held-for-investment as of December 31, 2015, compared to $469.4$261.7 million due to the acquisitionor 1.20% of MetroCorp.total loans held-for-investment as of December 31, 2014.

Total deposits increased $3.60$3.47 billion or 18%14%, to $27.48 billion as of December 31, 2015, compared to $24.01 billion as of December 31, 2014 compared2014. The increase in total deposits was mainly due to $20.41a $2.96 billion or 17% increase in core deposits. In addition, time deposits increased $504.2 million or 8%, largely due to the growth in the Company’s public deposit relationships.

FHLB advances increased $702.2 million to $1.02 billion as of December 31, 2013.2015, compared to $317.2 million as of December 31, 2014. The increase is primarily due to $700.0 million of short-term FHLB advances borrowed in total deposits isDecember 2015 to support the Company’s cash needs. The duration of the short-term FHLB advances was approximately one month.

There were no balances for securities sold under repurchase agreements (“repurchase agreements”) reported as of December 31, 2015, compared to $795.0 million in repurchase agreements as of December 31, 2014. The $795.0 million decrease was mainly due to a $2.04 billion and $1.56 billion increase in interest-bearing and noninterest-bearing deposits, respectively. Of the overall increase, $1.32 billion was attributed to the acquisitionextinguishment of MetroCorp and the remainder due to organic growth. Additional details$545.0 million of the MetroCorp acquisition are disclosedhigher cost repurchase agreements that resulted in Note 2 to the Company’s consolidated financial statements presented elsewhere$21.8 million in this report. extinguishment expenses in 2015, and an additional $250.0 million of resale agreements that were eligible for netting against existing repurchase agreements as of December 31, 2015.



40



Available-for-Sale Investment Securities
 
Income from investing activitiesavailable-for-sale investment securities provides a significant portion of the Company’s total income. The Company’s available-for-sale investment securities are liquid in nature and available to meet funding needs that arise during the normal course of business. The Company aims to maintain an investment portfolio with an appropriate mix of fixed-rate and adjustable-rate securities with relatively short maturitiesdurations to minimize overall interest rate and liquidity risk. The Company’s available-for-sale investment securities portfolio primarily consists of U.S. Treasury securities, U.S. government agency securities, U.S. government sponsored enterprise debt securities, U.S. government sponsored enterprise and other mortgage-backed securities, municipal securities, and corporate debt securities and other securities. Investments classified as available-for-sale are carried at their estimated fair values with the corresponding changes in fair values recorded in accumulated other comprehensive income or loss, as a component of stockholders’ equity. All

Total available-for-sale investment securities have been classified as available-for-saleincreased $1.15 billion or 44% to $3.77 billion as of December 31, 2014 and 2013.

Total investment securities available-for-sale decreased $107.4 million or 4% to2015, compared with $2.63 billion as of December 31, 2014, compared with $2.73 billion as of December 31, 2013.primarily due to the increase in U.S. government agency and U.S. government sponsored enterprise debt and mortgage securities and corporate debt securities. As of December 31, 2014,2015, the investment portfolio had a net unrealized gainlosses of $7.2$10.6 million as compared to a net unrealized lossgains of $52.7$7.3 million as of December 31, 2013. Unrealized losses on these securities are2014. The changes in the net unrealized amount were primarily attributed to yield curve movement, together with the widened liquidity spread and credit spread.an increase in interest rates. As of December 31, 2015 and 2014, and 2013,available-for-sale investment securities available-for-sale with a parfair value of $1.93 billion873.0 million and $1.971.96 billion, respectively, were pledged to secure public deposits, FHLB advances, repurchase agreements, the Federal Reserve Bank’s discount window, orand for other purposes required or permitted by law.


For the year ended December 31, 2014, total
38



Total repayments/maturities and proceeds from sales of available-for-sale investment securities amounted to $734.9 million and $1.67 billion, respectively for the year ended December 31, 2015. In comparison, total repayments/maturities were $554.7 million and $444.1 million and proceeds from sales of available-for-sale investment securities amounted to $623.7 million respectively. In comparison,and $663.6 million for the years ended December 31, 20132014 and 2012, total repayments/maturities were $444.1 million and $1.12 billion, respectively, and proceeds from sales of investment securities amounted to $663.6 million and 1.23 billion,2013, respectively. Proceeds from repayments, maturities, sales and redemptions in 2015, 2014 2013 and 20122013 were applied towards additional investment securities purchases totaling $3.55 billion, $960.1 million $1.32 billion and 1.84$1.32 billion respectively. The Company recorded net gains totaling $40.4 million, $10.9 million, during the year ended December 31, 2014, a decrease of $1.2 million or 10%, fromand $12.1 million on sales of available-for-sale investment securities for the yearyears ended December 31, 2013. In comparison, the Company recorded net gains totaling $757 thousand2015, 2014, and 2013, respectively.

Securities in an unrealized loss position are analyzed periodically for other-than-temporary impairment (“OTTI”). No OTTI was recognized for the yearyears ended December 31, 2012.

2015, 2014 and 2013. For complete discussion and disclosure, please see Note 1 Summary of Significant Accounting Policies, Note 3 Fair Value Measurement and Fair Value of Financial Instruments, and Note 6 Available-for-Sale Investments Securitiesto the Company’s consolidated financial statements presented elsewhere in this report.Consolidated Financial Statements.
 

41



The following table presents certain information regarding the fair value of our investment securities available-for-sale, as well as the weighted average yields and contractual maturity distribution, excluding periodic principal payments, of ourthe Company’s available-for-sale portfolioinvestment securities as of December 31, 2014.

Table 6: Yields and Maturities of Investment Securities2015:
 
Within
One Year
 
After One
But Within
Five Years
 
After Five
But Within
Ten Years
 
After
Ten Years
 Total
 Amount Yield Amount Yield Amount Yield Amount Yield Amount Yield
 ($ in thousands)
As of December 31, 2014                    
Available-for-sale                    
($ in thousands) 
Within
One Year
 
After One
But Within
Five Years
 
After Five
But Within
Ten Years
 
After
Ten Years
 Total
Amount Yield Amount Yield Amount Yield Amount Yield Amount Yield
Available-for-sale investment securities                    
U.S. Treasury securities $30,549
 0.43% $842,886
 1.12% $
 % $
 % $873,435
 1.10% $110,439
 0.50% $785,929
 1.17% $102,147
 1.78% $
 % $998,515
 1.16%
U.S. government agency and U.S. government sponsored enterprise debt securities 229,502
 1.76% 56,928
 1.52% 24,594
 2.54% 
 % 311,024
 1.78% 537,393
 1.03% 143,057
 1.02% 88,399
 1.91% 
 % 768,849
 1.13%
U.S. government agency and U.S. government sponsored enterprise mortgage-backed securities:                                        
Commercial mortgage-backed securities 
 % 2,572
 3.56% 80,008
 3.38% 58,840
 2.38% 141,420
 2.97% 
 % 43,014
 1.03% 162,615
 1.88% 146,033
 1.99% 351,662
 1.82%
Residential mortgage-backed securities 
 % 
 % 24,291
 1.68% 766,797
 1.80% 791,088
 1.80% 
 % 2,366
 2.23% 93,471
 2.49% 901,559
 1.69% 997,396
 1.77%
Municipal securities 3,200
 2.84% 120,180
 2.57% 116,635
 2.54% 10,433
 3.73% 250,448
 2.61%
Municipal securities (1)
 
 % 142,780
 2.32% 25,252
 2.48% 7,617
 3.94% 175,649
 2.42%
Other residential mortgage-backed securities:                                        
Investment grade 
 % 
 % 
 % 53,918
 3.42% 53,918
 3.42%
Other commercial mortgage-backed securities:                    
Investment grade 
 % 
 % 34,053
 2.16% 
 % 34,053
 2.16% 
 % 
 % 
 % 62,393
 3.20% 62,393
 3.20%
Corporate debt securities:                                        
Investment grade 26,263
 0.96% 
 % 49,591
 1.53% 39,328
 1.41% 115,182
 1.36% 50,855
 1.19% 35,606
 2.22% 79,096
 1.68% 199,156
 1.89% 364,713
 1.78%
Non-investment grade 9,184
 0.86% 
 % 
 % 5,497
 3.70% 14,681
 1.86% 9,642
 1.03% 
 % 
 % 
 % 9,642
 1.03%
Other securities 41,116
 2.61% 
 % 
 % 
 % 41,116
 2.61% 44,407
 2.45% 
 % 
 % 
 % 44,407
 2.45%
Total investment securities available-for-sale $339,814
   $1,022,566
   $329,172
   $934,813
   $2,626,365
  
Total available-for-sale investment securities $752,736
   $1,152,752
   $550,980
   $1,316,758
   $3,773,226
  
(1)Yields on tax exempt securities are not presented on a tax-equivalent basis.

Covered Assets
Covered assets consist of loans receivable and OREO that were acquired in the WFIB Acquisition on June 11, 2010 and in the UCB Acquisition on November 6, 2009 for which the Company entered into shared-loss agreements with the FDIC. The shared-loss agreements covered over 99% of the loans originated by WFIB and all of the loans originated by UCB, excluding the loans originated by UCB in China under its United Commercial Bank China (Limited) subsidiary. The Company shares in the losses, which began with the first dollar of loss incurred, on covered (“covered assets”) under the shared-loss agreements.
Pursuant to the terms of the shared-loss agreements, the FDIC is obligated to reimburse the Company 80% of eligible losses for both WFIB and UCB with respect to covered assets. For the UCB covered assets, the FDIC will reimburse the Company for 95% of eligible losses in excess of $2.05 billion. The Company has a corresponding obligation to reimburse the FDIC for 80% or 95%, as applicable, of eligible recoveries with respect to covered assets. The commercial loan and single-family residential mortgage loan shared-loss provisions are in effect for 5 years and 10 years, respectively, from the acquisition date and the loss recovery provisions are in effect for 8 years and 10 years, respectively, from the acquisition date.

The shared-loss coverage for the commercial loans acquired from the UCB and WFIB acquisitions end on the fifth anniversary of the shared-loss agreements with the FDIC. Accordingly, the shared-loss coverage of the UCB and WFIB commercial loans and other assets shared-loss agreements was extended to December 31, 2014 and will extend through June 30, 2015, respectively. Covered loans, net of discount was $1.48 billion as of December 31, 2014. The balance of the UCB commercial loans and other assets, net of discount was $1.10 billion as of December 31, 2014. The loss recovery provisions of the UCB and WFIB commercial loan shared-loss agreements will extend for an additional three years, through December 31, 2017 and June 30, 2018, respectively. Additionally, both the shared-loss coverage and loss recovery provisions of the UCB and WFIB residential loan shared-loss agreements are in effect for a 10-year period, extending through November 30, 2019 and June 30, 2020, respectively. Upon expiration of the shared-loss coverage periods, any losses on loans will no longer be shared with the FDIC.


42



The following table presents the composition of the covered loan portfolio as of the dates indicated:

Table 7: Composition of CoveredTotal Loan Portfolio
  December 31,
  2014 2013
  Amount Percent Amount Percent
  ($ in thousands)
Commercial real estate $705,665
 44% $1,103,530
 45%
Construction and land 46,054
 3% 163,833
 7%
Total CRE $751,719
 47% $1,267,363
 52%
Residential single-family $240,650
 15% $290,095
 12%
Residential multifamily 296,599
 18% 403,508
 16%
Total residential $537,249
 33% $693,603
 28%
Commercial business $252,986
 16% $426,621
 17%
Other consumer 62,986
 4% 73,973
 3%
Total other loans $315,972
 20% $500,594
 20%
Total principal balance $1,604,940
 100% $2,461,560
 100%
Covered discount (127,246)   (265,917)  
Allowance on covered loans (3,505)   (7,745)  
Total covered loans, net $1,474,189
   $2,187,898
  
FDIC Indemnification Asset/Payable to FDIC, net
For the years ended December 31, 2014 and 2013, the Company recorded $101.6 million and $99.1 million of amortization to the FDIC indemnification asset, respectively. Additionally, the Company recorded a $33.6 million and $95.5 million reduction to the FDIC indemnification asset for the years ended December 31, 2014 and 2013, respectively. The reduction for both years was primarily due to a lower loss rate and loan paydowns. As these covered loans are removed from their respective pools, due to payoffs and charge-offs, the Company records a proportionate amount of accretable yield into interest income. Correspondingly, the Company removes the indemnification asset associated with those removed loans and the adjustments are recorded into noninterest income. In 2014, the estimated amount of contractually required principal and interest payments over the estimated life that will not be collected (the nonaccretable difference) was reduced as the loss on certain loan pools was evaluated and determined to be lower than expected. As a result of the reduction in the nonaccretable yield, the accretable yield increased, as did the amortization of the FDIC indemnification asset. Due to the greater than expected collectability on the remaining covered loans, the accrued liability to the FDIC also increased for the year ended December 31, 2014. See Note 8 to the Company’s consolidated financial statements presented elsewhere in this report for further discussion.
FDIC Receivable
As of December 31, 2014, the FDIC shared-loss receivable was $1.0 million as compared to $30.3 million as of December 31, 2013. This receivable represents current reimbursable amounts from the FDIC, under the FDIC shared-loss agreements that have not yet been received. These reimbursable amounts include net charge-offs, loan related expenses and OREO-related expenses. Consequently, 100% of the loan related and OREO expenses are recorded as noninterest expense, 80% of reimbursable expense is recorded as noninterest income, netting to the 20% of actual expense paid by the Company. The FDIC also shares in 80% of recoveries received. Thus, the FDIC receivable is reduced when the Company receives payment from the FDIC as well as when recoveries occur. The FDIC shared-loss receivable is included in other assets on the consolidated balance sheet.

For complete discussion and disclosure of covered assets, FDIC indemnification asset and FDIC receivable see Note 8 to the Company’s consolidated financial statements presented elsewhere in this report.

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Non-covered Loans
 
The Company offers a broad range of products designed to meet the credit needs of its borrowers. The Company’s lending activities consist of income producing CRE loans constructionincluding land loans landand construction loans, commercial business loans, trade finance, loans, student loans, single-family residential loans, multifamily residential loans and other consumer loans. Net non-covered loans receivable increased $4.42 billion or 28% from $15.62 as of December 31, 2013 to $20.04 billion as of December 31, 2014.

The following table presents the composition of the non-covered loan portfolio as of the dates indicated:
Table 8: Composition of Non-Covered Loan Portfolio
  December 31,
  2014 2013 2012 2011 2010
  Amount Percent Amount Percent Amount Percent Amount Percent Amount Percent
  ($ in thousands)
CRE                    
Income producing $5,611,485
 27% $4,301,030
 27% $3,644,035
 30% $3,487,866
 34% $3,392,984
 39%
Construction 313,811
 2% 140,186
 1% 121,589
 1% 171,410
 2% 278,047
 3%
Land 208,750
 1% 143,861
 1% 129,071
 1% 173,089
 2% 235,707
 3%
Total CRE $6,134,046
 30% $4,585,077
 29% $3,894,695
 32% $3,832,365
 38% $3,906,738
 45%
C&I                    
Commercial business $7,031,350
 35% $4,637,056
 30% $3,569,388
 30% $2,655,917
 26% $1,674,698
 19%
Trade finance 806,744
 4% 723,137
 5% 661,877
 6% 486,555
 4% 308,657
 3%
Total C&I $7,838,094
 39% $5,360,193
 35% $4,231,265
 36% $3,142,472
 30% $1,983,355
 22%
Residential:                    
Single-family $3,642,978
 18% $3,192,875
 20% $2,187,323
 18% $1,796,635
 17% $1,119,024
 13%
Multifamily 1,177,690
 6% 992,434
 6% 900,708
 8% 933,168
 9% 974,745
 11%
Total residential $4,820,668
 24% $4,185,309
 26% $3,088,031
 26% $2,729,803
 26% $2,093,769
 24%
Consumer:                    
Student loans $
 % $679,220
 4% $475,799
 4% $306,325
 3% $490,314
 6%
Other consumer 1,456,643
 7% 868,518
 6% 269,083
 2% 277,461
 3% 243,212
 3%
Total consumer $1,456,643
 7% $1,547,738
 10% $744,882
 6% $583,786
 6% $733,526
 9%
Total non-covered loans (1)
 $20,249,451
 100% $15,678,317
 100% $11,958,873
 100% $10,288,426
 100% $8,717,388
 100%
Unearned fees, premiums, and discounts, net 2,804
   (23,672)   (19,301)   (16,762)   (56,781)  
Allowance for loan losses (258,174)   (241,930)   (229,382)   (209,876)   (230,408)  
Loans held for sale, net 45,950
   204,970
   174,317
   278,603
   220,055
  
Non-covered loans receivable, net $20,040,031
   $15,617,685
   $11,884,507
   $10,340,391
   $8,650,254
  
(1) Loans net of ASC 310-30 discount.

CRE Loans.Loans. The Company offers variable, hybrid and fixed rate CRE loans. The CRE loan portfolio includes income producing real estate loans, construction loans and land loans. The Company continues to originate CRE loans that are advantageous opportunities for the Bank. Although real estate lending activities are collateralized by real property, these transactions are subject to similar credit evaluation, underwriting and monitoring standards as those applied to commercial business loans. CRE loans accounted for $6.13 billion or 30%, and $4.59 billion or 29%, of the non-covered loan portfolio as of December 31, 2014, and 2013, respectively. Approximately 80%75% of the CRE loans are secured by real estatesestate in California. Since a significant portion of the real estate loans are secured by properties located in California,Consequently, changes in the California economy and in real estate values could have a significant impact on the collectability of thethese loans and on the required level of allowance for loan losses required.losses.


39



C&I Loans.Loans. The C&I loan portfolio includes commercial business and trade finance loans. The Company finances small and middle-market businesses in a wide spectrum of industries throughout California. Included in commercial business loans are loans for working capital, accounts receivable lines, inventory lines, SBA loans and lease financing. The Company also offers a variety of international trade services and products, including letters of credit, revolving lines of credit, import loans, bankers’ acceptances, working capital lines, domestic purchase financing and pre-export financing. As of December 31, 2014, the C&I loans portfolio accounted for a total of $7.84 billion or 39% of the Company’s loan portfolio, compared to $5.36 billion or 35% as of December 31, 2013.

44



Most of the Company’s trade finance activities are related to trade with Asian countries. However, a majority of the Company’s loans are made to companies domiciled in the United States. A substantial portion of this business involves California based customers engaged in import and export activities. The Company also offers export-import financing to various customers. CertainThe Company’s trade finance portfolio primarily represents loans made to borrowers that import goods into the U.S. and export goods to China. Certain C&I loans may be guaranteed by the Export-Import Bank of the United States or are direct obligations of the Export-Import Bank of China. The Company’s trade finance portfolio as of December 31, 2014 primarily represents loans made to borrowers that import goods into the U.S and export goods to China. These financings are generally made through letters of credit ranging between $100 thousand to $1 million. As of December 31, 2014, total unfunded commitments related to trade finance loans was $595.3 million, a decrease of $65.6 million or10% compared to $660.9 million as of December 31, 2013.

Residential Loans.Loans. The residential loan portfolio consists of both single-family and multifamily loans. As of December 31, 2014, $4.82 billion or 24% of the loan portfolio were residential, compared to $4.19 billion or 26% of the loan portfolio as of December 31, 2013.
The Company offers adjustable rate (“ARM”) first mortgage loans secured by one-to-four unit residential properties located in its primary lending areas. The Company offers ARM single-family loan programs with one-year, three-year or five-year initial fixed periods. In addition, the Company also offers ARM multifamily residential loan programs with six-month or three-year initial fixed periods. The Company originated $1.04 billion and $1.62 billion in new single-family residential loans for the years ended December 31, 2014 and 2013, respectively.

Consumer Loans.The Company also offersconsumer loans segment includes home equity lines of credit (“HELOCs”), auto loans, and insurance premium financing loans. The Company’s ARM and HELOCs are secured by one-to-four unit residential properties located in its primary lending areas. The program is a low documentation program that requires low loan to value ratios, typically 60%50% or less. These loans have historically experienced low delinquency and default rates. The Company originated $914.8 million and $973.8 million in new HELOCs for the years ended December 31, 2014 and 2013, respectively.
In addition, the Company also offers ARM multifamily residential loan program with six-month or three-year initial fixed periods. For the years ended December 31, 2014 and 2013, the Company originated $296.6 million and $247.1 million, respectively, in multifamily residential loans.

Consumer Loans. The consumerNet loans, segment includes non-guaranteed studentincluding loans HELOCs, auto loans, and insurance premium financing loans. Consumer loans decreased by $91.1 millionheld for sale, increased $1.90 billion or 6%9% from $1.55 billion as of December 31, 2013 to $1.46$21.51 billion as of December 31, 2014 mainly due to the sale of student loans.
Loans Held for Sale.  Loans held for sale decreased $159.0 million or 78% to $46.0 million$23.41 billion as of December 31, 2014 from $205.02015. The increase was largely attributable to increases of $1.29 billion or 19% in CRE loans, $925.8 million as of December 31, 2013. Loans held for sale are recorded at the lower of cost or fair value.  Fair value is derived from current market prices.  $837.4 million and $97.1 million of net loans receivable were reclassified from loans held for investment to loans held for sale for the years ended December 31, 2014 and 2013, respectively. Loans transferred were primarily comprised of student11% in C&I loans and C&I$442.3 million or 29% in consumer loans, partially offset by a decrease of $726.8 million or 14% in 2014 and in 2013. Theseresidential loans, were purchased by the Company with the original intent to be held for investment. However, subsequent to the purchase, the Company’s intent for these loans changed and they were consequently reclassified to loans held for sale. $5.2 millionas a consequence of write-downs related to loans transferred from loans held for investment to loans held for sale were recorded to allowance forsecondary market loan losses forsales during the year ended December 31, 2014.2015. The Company, did not record any write-downs relatedfrom time to time, identifies opportunities to sell certain loans transferred fromwhen the pricing is attractive to provide additional noninterest income. The Company sells these loans held for investment toout of the loans held for sale for the year ended December 31, 2013.portfolio.


Proceeds from
40



The following table presents the composition of the Company’s total loans sold were $1.14 billion, resulting in net gainsloan portfolio by segment as of $39.1 million for the year ended December 31, 2014. The majority of loans sold in 2014 were comprised of student loans and commercial loans. In comparison, proceeds from total loans sold were $376.4 million and $428.7 million for the years ended December 31, 2013 and 2012, respectively, resulting in net gains of $7.8 million and $17.0 million for the years ended December 31, 2013 and 2012, respectively.  Loans sold in 2013 and 2012 were primarily comprised of student loans and commercial loans, respectively.dates indicated:
 
($ in thousands) December 31,
 2015 2014 2013 2012 2011
 Amount % Amount % Amount % Amount % Amount %
CRE:                    
Income producing $7,478,474
 32% $6,256,059
 29% $5,265,160
 30% $4,743,023
 32% $4,904,555
 34%
Construction 438,671
 2% 332,287
 1% 225,068
 1% 394,567
 3% 551,872
 4%
Land 193,604
 1% 231,167
 1% 182,913
 1% 180,117
 1% 256,713
 2%
Total CRE 8,110,749
 35% 6,819,513
 31% 5,673,141
 32% 5,317,707
 36% 5,713,140
 40%
C&I:                    
Commercial business 8,213,897
 35% 7,181,189
 33% 4,881,809
 27% 3,922,989
 26% 3,148,040
 22%
Trade finance 789,110
 3% 896,012
 4% 875,794
 5% 843,791
 6% 732,563
 5%
Total C&I 9,003,007
 38% 8,077,201
 37% 5,757,603
 32% 4,766,780
 32% 3,880,603
 27%
Residential:                    
Single-family 3,066,919
 13% 3,866,781
 18% 3,464,383
 19% 2,514,549
 17% 2,200,101
 16%
Multifamily 1,522,995
 6% 1,449,908
 7% 1,364,986
 8% 1,479,346
 10% 1,756,416
 12%
Total residential 4,589,914
 19% 5,316,689
 25% 4,829,369
 27% 3,993,895
 27% 3,956,517
 28%
Consumer:                    
Student loans 
 % 
 % 679,220
 4% 475,799
 3% 306,325
 2%
Other consumer 1,956,091
 8% 1,513,742
 7% 934,627
 5% 345,440
 2% 361,630
 3%
Total consumer 1,956,091
 8% 1,513,742
 7% 1,613,847
 9% 821,239
 5% 667,955
 5%
Total loans held-for-investment (1)
 $23,659,761
 100% $21,727,145
 100% $17,873,960
 100% $14,899,621
 100% $14,218,215
 100%
Unearned fees, premiums, and discounts, net (16,013)   2,804
   (23,672)   (19,301)   (16,762)  
Allowance for loan losses (264,959)   (261,679)   (249,675)   (234,535)   (216,523)  
Loans held for sale, net 31,958
   45,950
   204,970
   174,317
   278,603
  
Total loans, net $23,410,747
   $21,514,220
   $17,805,583
   $14,820,102
   $14,263,533
  
 
(1)Loans net of ASC 310-30 discount.

Foreign LoansLoans held in the Company’s overseas offices, including the Hong Kong branch and the subsidiary bank in China totaled $694.6 million and $356.5 million, respectively, as of December 31, 2015. In comparison, loans held in the Hong Kong branch and the subsidiary bank in China totaled $423.4 million and $271.8 million, respectively, as of December 31, 2014. In total, these loans represent approximately 3% and 2% of total consolidated assets as of December 31, 2015 and 2014, respectively. These loans are included in the total loan portfolio table above.

The Company’s total loan portfolio includes originated and purchased loans. Originated and purchased loans, for which there was no evidence of credit deterioration at their acquisition date, are referred to collectively as non-PCI loans. Acquired loans for which there was, at the acquisition date, evidence of credit deterioration are referred to as PCI loans. PCI loans are recorded net of ASC 310-30 discount and totaled $970.8 million and $1.32 billion as of December 31, 2015 and 2014, respectively. For additional details regarding PCI loans, please see Note 8 — Loans Receivable and Allowance for Credit Losses to the Consolidated Financial Statements.


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The following table shows the contractual loan maturities by loan segments:
 
($ in thousands) 
Within
One Year
 
After One
But Within
Five Years
 
More Than
Five Years
 Total
CRE $882,751
 $3,036,903
 $4,191,095
 $8,110,749
C&I 4,382,593
 2,974,739
 1,645,675
 9,003,007
Residential 75,221
 287,570
 4,227,123
 4,589,914
Consumer 42,070
 163,852
 1,750,169
 1,956,091
Total loans (1)
 $5,382,635
 $6,463,064
 $11,814,062
 $23,659,761
         
Distribution of loans to changes in interest rates:        
Fixed rate loans $550,287
 $692,988
 $614,031
 $1,857,306
Variable rate loans 4,753,420
 5,507,715
 7,770,189
 18,031,324
Hybrid adjustable-rate loans 78,928
 262,361
 3,429,842
 3,771,131
Total loans (1)
 $5,382,635
 $6,463,064
 $11,814,062
 $23,659,761
 
(1)Loans net of ASC 310-30 discount.

Non-PCI Nonperforming Assets
Non-PCI nonperforming assets are comprised of nonaccrual loans and OREO, net. Loans are placed on nonaccrual status when they become 90 days past due or the full collection of principal or interest becomes uncertain regardless of the length of past due status. The following table presents information regarding non-PCI nonperforming assets and restructured loans as of the dates indicated:
 
($ in thousands) December 31,
 2015 2014 2013 2012 2011
Nonaccrual loans $121,369
 $100,262
 $129,315
 $135,490
 $164,551
OREO, net 7,034
 32,111
 40,273
 59,719
 92,974
Total nonperforming assets $128,403
 $132,373
 $169,588
 $195,209
 $257,525
Performing troubled debt restructuring (“TDR”) loans $43,575
 $68,338
 $71,826
 $94,580
 $99,603
Non-PCI nonperforming assets to total assets 0.40% 0.46% 0.69% 0.87% 1.17%
Non-PCI nonaccrual loans to total loans held-for-investment 0.51% 0.46% 0.72% 0.91% 1.16%
Allowance for loan losses to non-PCI nonaccrual loans 218.31% 261.00% 193.08% 173.10% 131.58%
 

Typically, changes to nonaccrual loans period-over-period represent inflows for loans that are placed on nonaccrual status in accordance with the Company’s policy, offset by reductions for loans that are paid down, charged off, sold, foreclosed, or are no longer classified as nonaccrual as a result of continued performance and an improvement in the borrower’s financial condition and loan repayment capabilities. Reductions can also come from borrower repayments even if the loan remains on nonaccrual. Nonaccrual loans increased $241.6by $21.1 million or 63% to $626.621% from $100.3 million as of December 31, 2014 from $384.9to $121.4 million as of December 31, 2013. These loans represent 2% of total consolidated assets for both periods. These loans are included2015. The overall increase in the Composition of Non-Covered Loan Portfolio table above.

45



Table 9: Maturity of Loan Portfolio
  
Within
One Year
 
After One
But Within
Five Years
 
More Than
Five Years
 Total
  (In thousands)
CRE $20,396
 $3,076,058
 $3,037,592
 $6,134,046
C&I 85,967
 5,879,236
 1,872,891
 7,838,094
Residential 6,091 239,788 4,574,789 4,820,668
Consumer 5,884
 57,552
 1,393,207
 1,456,643
Total non-covered loans (1)
 $118,338
 $9,252,634
 $10,878,479
 $20,249,451
(1) Loans net of ASC 310-30 discount.
The following table presents outstanding loans, including projected prepayments, scheduled to be repriced within one year, after one but within five years, and in more than five years, excluding nonaccrual loans as of December 31, 2014:
Table 10: Loans Scheduledwas largely due to be Repriced
  
Within
One Year
 
After One
But Within
Five Years
 
More Than
Five Years
 Total
  (In thousands)
Total fixed rate $689,700
 $563,670
 $321,054
 $1,574,424
Total variable rate 8,555,304
 6,715,159
 3,404,564
 18,675,027
Total non-covered loans (1)
 $9,245,004
 $7,278,829
 $3,725,618
 $20,249,451
(1) Loans net of ASC 310-30 discount.
Non-covered Nonperforming Assets
Generally, the Company’s policy is to place athree TDR commercial loans and one commercial loan where payments are current but was placed on nonaccrual status ifduring 2015 due to future cash flow concerns. This increase was partially offset by payoffs and principal or interest payments are past duepaydowns in excess of 90 days. When interest accrual is discontinued, all unpaid accrued interest recognized in interest income is reversed. In general, subsequent payments received are applied to the outstanding principal balance of the loan. A loan is returned to accrual status when the borrower has demonstrated a satisfactory payment trend subject to management’s assessment of the borrower’s ability to repay the loan.
Non-covered nonperforming assets are comprised of non-covered nonaccrual2015. Nonaccrual loans accruing loans past due 90 days or more, and non-covered OREO, net. Non-covered nonperforming assets totaled $128.7decreased by $29.1 million or 0.45% of total assets as of December 31, 2014 and $130.6 million, or 0.53% of total assets, as of December 31, 2013. Nonaccrual loans totaled $101.0 million and $111.722% from $129.3 million as of December 31, 2014 and 2013 respectively.to $100.3 million as of December 31, 2014. The decrease of $10.6 million or 10% in nonaccrual loans forduring the year ended December 31, 2014 resultedwas mainly from payoffdue to payoffs and paydowns.

Loans totaling $129.7 million were placed on nonaccrual status asAs of December 31, 2014. Loans totaling $50.92015, $69.2 million or 57% of the $121.4 million non-PCI nonaccrual loans consisted of loans which were notless than 90 days past due. In comparison, approximately $41.8 million or 42% of the $100.3 million non-PCI nonaccrual loans consisted of loans which were less than 90 days past due as of December 31, 2014, were included in2014. For additional details regarding the Company’s non-PCI nonaccrual loans aspolicy, please see Note 1Summary of December 31, 2014. Additions Significant Accounting Policies to nonaccrual loans in 2014 were offset by $57.8 million in payoffs and principal paydowns, $35.8 million in gross charge-offs, $26.6 million in loans that became current, $19.4 million in loans that were transferred to OREO and $777 thousand in loans sold. Additions to nonaccrual loans for the year ended December 31, 2014 were comprised of $55.3 million in CRE loans, $44.9 million in C&I loans, $23.0 million in residential loans, and $6.5 million in consumer loans.Consolidated Financial Statements.


4642



The Company had $68.3 million and $71.8 million in totalTDRs may be designated as performing troubled debt restructured (“TDR”) loansor nonperforming. A TDR may be designated as of December 31, 2014 and 2013, respectively.  Nonperforming TDR loans were $20.7 million and $11.1 million as of December 31, 2014 and 2013, respectively.  Included as TDRs were $2.9 million and $4.3 million of performing, A/B notes as of December 31, 2014 and 2013, respectively. In A/B note restructurings, the original note is bifurcated into two notes where the A note represents the portion of the original loan which allows for acceptable loan-to-value and debt coverage on the collateral and is expected to be collected in full and the B note represents the portion of the original loan where there is a shortfall in value and is fully charged-off. The A/B note balance is comprised of A note balance only. A notes are not disclosed as TDRs in years after the restructuring if the restructuring agreement specifies an interest rate equal to or greater than the rate that the Company was willing to accept at the time of the restructuring for a new loan with comparable risk, and the loan is not impaired based on the terms specified by the restructuring agreement and has demonstrated a period of sustained performance under the modified terms. AsThe period of December 31, 2014, total TDRs were comprisedsustained performance may include the periods prior to modification if prior performance has met or exceeded the modified terms. A loan will remain on nonaccrual status until the borrower demonstrates a sustained period of $36.6 million in CRE loans, $21.7 million in C&I loans, $29.5 million in residential loans, and $1.2 million in consumer loans. Asperformance, generally six consecutive months of December 31, 2013, total TDRs were comprised of $41.0 million in CRE loans, $20.2 million in C&I loans, $21.0 million in residential loans, and $747 thousand in consumer loans. TDRs are included in the impaired loan quarterly valuation allowance process. All portfolio segments of TDRs are reviewed for necessary specific reserves in the same manner as impaired loans of the same portfolio segment.payments.
Non-covered OREO includes properties acquired through foreclosure or through full or partial satisfaction of loans. As of December 31, 2014, the Company had OREO properties with a combined carrying value of $27.6 million. For the year ended December 31, 2014, the Company foreclosed on properties with an aggregate carrying value of $27.1 million as of the foreclosure date. Additionally, the Company recorded $1.6 million in write-downs. The Company also sold 17 OREO properties for total proceeds of $60.7 million resulting in a total net gain on sale of $3.8 million for the year ended December 31, 2014. As of December 31, 2013, the Company had OREO properties with a carrying value of $18.9 million. For the year ended December 31, 2013, the Company foreclosed on properties with an aggregate carrying value of $9.4 million as of the foreclosure date. In addition to the $1.4 million recorded in write-downs for the year ended December 31, 2013, the Company sold 35 OREO properties for total proceeds of $25.5 million resulting in a total net gain on sale of $3.5 million. For the year ended December 31, 2012, the Company sold 47 OREO properties for total proceeds of $34.1 million resulting in a net gain on sale of $232 thousand and recoveries totaling $2.0 million.

The following table presents information regarding nonaccrualthe accruing and nonaccruing TDR loans loans 90 or more days past due but not on nonaccrual, restructured loans and non-covered OREOby loan segments as of the dates indicated:
Table 11: Nonperforming AssetsDecember 31, 2015 and 2014:
  December 31,
  2014 2013 2012 2011 2010
  ($ in thousands)
Nonaccrual loans $101,043
 $111,651
 $108,109
 $145,632
 $172,929
Loans 90 or more days past due but not on nonaccrual 
 
 
 
 
Total nonperforming loans $101,043
 $111,651
 $108,109
 $145,632
 $172,929
Non-covered other real estate owned, net 27,612
 18,900
 32,911
 29,350
 21,865
Total nonperforming assets $128,655
 $130,551
 $141,020
 $174,982
 $194,794
Performing restructured loans $68,338
 $71,826
 $94,580
 $99,603
 $122,139
Total nonperforming assets to total assets 0.45% 0.53% 0.63% 0.80% 0.94%
Allowance for loan losses to nonperforming loans 255.51% 216.68% 212.18% 144.11% 133.24%
Nonperforming loans to total gross non-covered loans 0.50% 0.70% 0.89% 1.38% 1.93%
 


($ in thousands)
 December 31,
 2015 2014
  Performing TDR Nonperforming TDR Performing TDR Nonperforming TDR
CRE $11,470
 $8,310
 $28,364
 $8,239
C&I 17,095
 34,285
 16,227
 5,413
Residential 13,770
 10,508
 22,488
 7,008
Consumer 1,240
 
 1,259
 
Total $43,575
 $53,103
 $68,338
 $20,660
 

The Company evaluates loan impairment according to the provisions of ASC 310-10, Receivables. Under ASC 310-10, loans are considered impaired when it is probable that the Company will be unable to collect all scheduled payments of principal or interest due according to the original contractual terms of the loan agreement. Impaired loans are measured based on the present value of expected future cash flows discounted at the loan’s effective interest rate or, as an expedient, at the loan’s observable market price or the fair value of the collateral, if the loan is collateral dependent, less costs to sell. If the value of the impaired loan is less than the recorded investment$24.8 million decrease in the loan and the loan is classified as nonperforming and uncollectible, the deficiency will be charged off against the allowance for loan losses. Also, in accordance with ASC 310-10,performing TDR loans that are considered impaired are specifically excluded from the quarterly migration analysis when determining the amount of the general valuation allowance for loan losses required for the period.


47



For collateral dependent loans, the fair value of the collateral is based on third party appraisals or evaluations which are reviewed by the Company’s appraisal department. Updated appraisals and evaluations are obtained on a regular basis or at least annually. Further, on a quarterly basis, all appraisals and evaluations of nonperforming assets are reviewedbalance to assess the current carrying value and to ensure that the current carrying value is appropriate. In calculating the discount to be applied to an appraisal or evaluation, if necessary, the Company considers the location of collateral, the property type, and third party comparable sales. If it is assessed by management that the current value is not appropriate, adjustments to the carrying value will be calculated and a charge-off may be taken to reduce the loan or the OREO to the appropriate adjusted carrying value.
As of December 31, 2014, the Company’s total recorded investment in impaired loans was $154.1 million, compared with $183.5$43.6 million as of December 31, 2013.2015 was primarily due to paydowns of CRE loans and residential performing TDR loans and the classification of one CRE loan and one residential TDR loan from performing to nonperforming in 2015. The $29.4$32.4 million or 16% decreaseincrease in the nonperforming TDR loans balance was primarily due to three TDR commercial loans, as previously discussed.
Impaired loans exclude the homogeneous consumer loan portfolio which is evaluated collectively for impairment. The Company’s impaired loans was largely due to a decrease in nonperforming loans. Allpredominantly include non-PCI loans held-for-investment on nonaccrual status and doubtful loans held for investment andany non-PCI loans modified in a TDR, areon both accrual and nonaccrual status. Please see Note 1Summary of Significant Accounting Policies to the Consolidated Financial Statements for additional information regarding the Company’s TDR and impaired loan policies. As of December 31, 2015, the allowance for loan losses included in$20.3 million for impaired loans.loans with a total recorded balance of $85.8 million. As of December 31, 2014, the allowance for loan losses included $19.5 million for impaired loans with a total recorded balance of $71.7 million. As of December 31, 2013, the allowance for loan losses included $24.1 million for impaired loans with a total recorded balance of $73.5 million.
 
The following table presents information regarding non-PCI impaired loans as of December 31, 20142015 and 2013:

Table 11.1: Impaired loans2014:
 December 31, 2014 December 31, 2013
 Amount Percent Amount Percent
 ($ in thousands)
($ in thousands) December 31, 2015 December 31, 2014
Amount Percent Amount Percent
CRE:                
Income producing $50,045
 33% $65,268
 35% $40,067
 24% $51,141
 31%
Construction 6,888
 4% 6,888
 4% 14
 % 6,913
 4%
Land 8,460
 5% 12,280
 7% 1,315
 1% 8,460
 5%
Total CRE impaired loans $65,393
 42% $84,436
 46% 41,396
 25% 66,514
 40%
C&I:                
Commercial business $36,269
 24% $38,337
 21% 71,156
 43% 38,440
 23%
Trade finance 274
 % 1,190
 1% 10,675
 7% 6,705
 4%
Total C&I impaired loans $36,543
 24% $39,527
 22% 81,831
 50% 45,145
 27%
Residential:                
Single-family $16,535
 11% $15,173
 8% 15,012
 9% 17,401
 11%
Multifamily 34,390
 22% 41,114
 22% 23,727
 15% 34,413
 21%
Total residential impaired loans $50,925
 33% $56,287
 30% 38,739
 24% 51,814
 32%
Consumer:        
Student loans $
 % $1,681
 1%
Other consumer 1,259
 1% 1,546
 1%
Total consumer impaired loans $1,259
 1% $3,227
 2%
Consumer 1,240
 1% 1,259
 1%
Total gross impaired loans $154,120
 100%
$183,477
 100% $163,206
 100%
$164,732
 100%
 

43



Allowance for LoanCredit Losses
 
The Company is committed to maintaining theAllowance for credit losses consists of allowance for loan losses at a level that is commensurate with the estimated inherent loss in the loan portfolio. In addition to regular quarterly reviews of theand allowance for loan losses, the Company performs an ongoing assessmentunfunded credit reserves. Unfunded credit reserves include reserves provided for unfunded lending commitments, unissued standby letters of the risks inherent in the loan portfolio.credit (“SBLCs”) and recourse obligations for loans sold. The allowance for loancredit losses is increased by the provision for loancredit losses which is charged against current period operating results, and is increased or decreased by the amount of net recoveries or charge-offs, respectively, during the period. The allowance for unfunded credit reserves is included in accrued expenses and other liabilities of the Consolidated Balance Sheets. Net adjustments to the allowance for unfunded credit reserves are included in the provision for credit losses.

The Company is committed to maintaining the allowance for credit losses at a level that is commensurate with the estimated inherent loss in the loan portfolio, including unfunded credit reserves. In addition to regular quarterly reviews of the adequacy of the allowance for credit losses, the Company performs an ongoing assessment of the risks inherent in the loan portfolio. While the Company believes that the allowance for loan losses is appropriate as of December 31, 2014,2015, future additionsallowance levels may increase or decrease based on a variety of factors, including loan growth, portfolio performance and general economic conditions. For additional details on the Company’s allowance for credit losses, including the methodologies used, please see the Critical Accounting Policies and Estimates section, Note 1Summary of Significant Accounting Policies and Note 8 — Loans Receivable and Allowance for Credit Losses to the allowance will be subject toConsolidated Financial Statements.

The following table presents a continuing evaluationsummary of inherent risksthe activity in the loan portfolio.allowance for credit losses for the periods indicated:
 
($ in thousands) Year Ended December 31,
 2015 2014 2013 2012 2011
Allowance for loan losses, beginning of period $261,679
 $249,675
 $234,535
 $216,523
 $234,633
Provision for loan losses 6,569
 47,583
 20,207
 66,747
 93,958
Gross charge-offs:          
CRE (1,545) (3,660) (3,737) (28,595) (78,803)
C&I (20,423) (39,984) (8,461) (26,792) (30,606)
Residential (1,686) (1,103) (3,197) (7,700) (13,323)
Consumer (600) (5,871) (2,385) (1,825) (1,959)
Total gross charge-offs (24,254) (50,618) (17,780) (64,912) (124,691)
Gross recoveries:          
CRE 7,135
 1,982
 4,793
 9,482
 4,691
C&I 8,782
 10,198
 4,392
 4,970
 7,041
Residential 4,621
 2,410
 2,004
 1,614
 596
Consumer 427
 449
 1,524
 111
 295
Total gross recoveries 20,965
 15,039
 12,713
 16,177
 12,623
Net charge-offs (3,289) (35,579) (5,067) (48,735) (112,068)
Allowance for loan losses, end of period 264,959
 261,679
 249,675
 234,535
 216,523
           
Allowance for unfunded credit reserves, beginning of period 12,712
 11,282
 9,437
 11,000
 9,952
Provision for (reversal of) unfunded credit reserves 7,648
 1,575
 2,157
 (1,563) 1,048
Charge-offs (recoveries) 
 145
 (312) 
 
Allowance for unfunded credit reserves, end of period 20,360
 $12,712
 $11,282
 $9,437
 $11,000
Allowance for credit losses $285,319
 $274,391
 $260,957
 $243,972
 $227,523
           
Average loans held-for-investment $22,146,442
 $20,105,856
 $16,055,008
 $14,276,729
 $13,806,116
Loans held-for-investment $23,659,761
 $21,727,145
 $17,873,960
 $14,899,621
 $14,218,215
Net charge-offs to average loans held-for-investment 0.01% 0.18% 0.03% 0.34% 0.81%
Allowance for loan losses to loans held-for-investment 1.12% 1.20% 1.40% 1.57% 1.52%
Allowance for credit losses to loans held-for-investment 1.21% 1.26% 1.46% 1.64% 1.60%
 


4844



The Company’s methodologyincrease in the allowance for loan losses over the five years, presented above, was primarily due to determine the overall appropriatenessgrowth in the loan portfolio. Along with the growth in loans, the credit quality of loans has improved over the years, with the allowance isfor loan losses to loans held-for-investment ratio showing a decreasing trend. Provision for credit losses includes provision for loan losses and unfunded credit reserves. Provision for credit losses are charged to income to bring the allowance for credit losses to a level deemed appropriate by the Company based on a classification migration model and qualitative considerations.the factors described above. The migration model examines pools of loans having similar characteristics and analyzes their loss rates over a historical period. The Company assigns loss rates to each loan grade within each pool of loans. Loss rates derived byfluctuation in the migration model are based predominantlyprovision for credit losses is highly dependent on historical loss trends that may not be entirely indicative of the actual or inherent loss potential. As such, the Company utilizes qualitative and environmental factors as adjusting mechanisms to supplement the historical results of the classification migration model. Qualitative considerations include, but are not limited to, prevailing economic or market conditions, relative risk profiles of various loan segments, volume concentrations, growth trends, delinquency and nonaccrual status, problem loan trends, and geographic concentrations. Qualitative and environmental factors are reflected as percentage adjustments and are added to the historical loss rates derived fromtrend along with the classified asset migration modelnet charge-offs experienced during the period. The decrease in provision for loan losses for the year ended December 31, 2015 compared to determine the appropriateyear ended December 31, 2014, was primarily due to an overall improvement in the historical loss rate, partially offset by the growth in the loan portfolio. The increase in the allowance for each loan pool.unfunded credit reserves during 2015 was primarily due to the increase in the volume of unfunded lending commitments and unissued standby letters of credit.

The following table presents the Company’s allocation of the combined non-covered and covered allowance for loan losses by loan segment and the ratio of each loan segment to total loans as of the dates indicated:

Table 12: Allowance for Loan Losses by Loan Segmentindicated:
  December 31,
  2014 2013
  Amount Percent Amount Percent
  ($ in thousands)
CRE $69,472
(1) 
28% $64,677
 23%
C&I 134,598
 36% 115,184
 26%
Residential 43,856
 22% 50,717
 30%
Consumer 10,248
 7% 11,352
 9%
Covered loans subject to allowance for loan losses 3,505
 7% 7,745
 12%
Total $261,679
 100% $249,675
 100%
(1)Includes allowance of $290 thousand relating to PCI loans acquired from MetroCorp.

Non-covered Loans
As of December 31, 2014, the allowance for loan losses on non-covered loans was $258.2 million, or 1.27% of total non-covered loans receivable, compared to $241.9 million or 1.54% of total non-covered loans receivable as of December 31, 2013. The $16.2 million or 7% increase in the allowance for loan losses on non-covered loans as of December 31, 2014, compared to December 31, 2013, was primarily due to loan growth.
Total non-covered loans net charge-offs amounted to $26.3 million or 0.14% of the average total non-covered loans for the year ended December 31, 2014. This compares to $3.6 million or 0.03% of the average total non-covered loans as of the same period in 2013. The increase in non-covered loans net charge-offs in 2014 was primarily due to charge-offs related to C&I loans and a $5.2 million write-down of student loans transferred to loans held for sale. The increases in allowance for loan losses on the non-covered C&I and CRE loan portfolio were consistent with the increases in these portfolios. The Company continues to aggressively monitor delinquencies and proactively review the credit risk exposure of the loan portfolio to minimize and mitigate potential losses.
 
($ in thousands) December 31,
 2015 2014 2013 2012 2011
 Allowance Allocation % of Total Loans Allowance Allocation % of Total Loans Allowance Allocation % of Total Loans Allowance Allocation % of Total Loans Allowance Allocation % of Total Loans
CRE $81,538
 35% $72,977
 31% $72,111
 32% $72,385
 36% $70,426
 40%
C&I 134,606
 38% 134,598
 37% 115,496
 32% 107,719
 32% 89,455
 27%
Residential 39,295
 19% 43,856
 25% 50,716
 27% 49,436
 27% 52,250
 28%
Consumer 9,520
 8% 10,248
 7% 11,352
 9% 4,995
 5% 4,392
 5%
Total $264,959
 100% $261,679
 100% $249,675
 100% $234,535
 100% $216,523
 100%
 

The Company maintains an allowance for unfunded loan commitments, off-balance sheet credit exposures,on non-PCI and recourse provisions is included in accrued expenses and other liabilities and amounted to $12.7 million and $11.3 million as of December 31, 2014 and 2013, respectively. Net adjustments to the allowance for unfunded loan commitments, off-balance sheet credit exposures and recourse provisions are included in the provision for loan losses.

49



The following table presents activity in the allowance for loan losses for the years ended December 21, 2010 through 2014:

Table 13: Allowance for Loan Losses on Non-covered Loans
  Year Ended December 31,
  2014 2013 2012 2011 2010
  ($ in thousands)
NON-COVERED LOANS          
Allowance for non-covered loans, beginning of year $241,930
 $229,382
 $209,876
 $230,408
 $238,833
Allowance for unfunded loan commitments and letters of credit (1,575) (2,157) 1,563
 (1,048) (1,833)
Provision for loan losses on non-covered loans 44,125
 18,336
 60,168
 92,584
 195,934
Gross charge-offs: 

 

 

 

  
CRE 3,294
(1) 
3,357
 27,060
 78,803
 137,460
C&I 29,592
 7,405
 21,818
 30,606
 35,479
Residential 1,103
 3,197
 7,700
 13,323
 49,685
Consumer 5,793
 2,385
 1,824
 1,959
 2,579
Total gross charge-offs 39,782
 16,344
 58,402
 124,691
 225,203
Gross recoveries:          
CRE 1,982
 4,793
 9,482
 4,691
 10,073
C&I 8,635
 4,392
 4,970
 7,041
 10,116
Residential 2,410
 2,647
 1,614
 596
 1,626
Consumer 449
 881
 111
 295
 862
Total gross recoveries 13,476
 12,713
 16,177
 12,623
 22,677
Net charge-offs 26,306
 3,631
 42,225
 112,068
 202,526
Allowance balance for non-covered loans, end of year $258,174
(2) 
$241,930
 $229,382
 $209,876
 $230,408
Average non-covered loans outstanding $18,296,514
 $13,734,759
 $11,023,745
 $9,668,106
 $8,634,283
Total gross non-covered loans outstanding, end of year $20,249,451
 $15,678,317
 $11,958,873
 $10,228,426
 $8,717,388
Net charge-offs on non-covered loans to average non-covered loans 0.14% 0.03% 0.38% 1.16% 2.35%
Allowance for non-covered loan losses to total gross non-covered loans held for investment at end of year 1.27% 1.54% 1.92% 2.04% 2.64%
(1)Includes charge-off of $523 thousand relating to PCI loans acquired from MetroCorp.
(2)Includes allowance of $290 thousand relating to PCI loans acquired from MetroCorp.

Covered Loans

PCI loans. Based on the Company’s evaluation of estimates of cash flows expected to be collected, the Company may establish an allowance for the PCI covered pool of loans is established, with a charge to income through the provision for loan losses, where appropriate. As of December 31, 2014 and 2013, the majority of thelosses.  PCI covered loan portfolio was performing better than expected from our initial estimates on acquisition. As of December 31, 2014, the Company has established an allowance of $424 thousand on $61.6 million of PCI covered loans. As of December 31, 2013, an allowance of $2.3 million was established on $129.7 million of PCI covered loans. The allowance balances for both periods were allocated mainly to the PCI covered CRE loans.

50



With respect to the covered advances, losses are estimated collectively for groups of loans with similar characteristics. TheAs of December 31, 2015, the Company has established an allowance for covered advances was $3.1of $359 thousand on $970.8 million $5.5 million and $5.2 million asof PCI loans. As of December 31, 2014, 2013 and 2012, respectively.

Table 13.1: Allowancean allowance of $714 thousand was established on $1.32 billion of PCI loans. The allowance balances for Loan Losses on Covered Loans
  Year Ended December 31,
  2014 2013 2012 2011 2010
  (In thousands)
COVERED ADVANCES          
Allowances for covered advances, beginning of period $5,476
 $5,153
 $6,647
 $4,225
 $
Provision for loan losses on covered advances 6,878
 1,759
 5,016
 2,422
 4,225
Net charge-offs 9,273
 1,436
 6,510
 
 
Allowance for covered advances, end of period $3,081
 $5,476
 $5,153
 $6,647
 $4,225
           
PCI COVERED LOANS          
Allowance for PCI loans, beginning of the period $2,269
 $
 $
 $
 $
(Reversal of) provision for loan losses on PCI loans (1,845) 2,269
 
   
Allowance for PCI loans, end of the period $424
 $2,269
 $
 $
 $
Total allowance, end of year $3,505
 $7,745
 $5,153
 $6,647
 $4,225
both periods were attributed mainly to the PCI CRE loans.

Deposits
 
The Company offers a wide variety of deposit account products to both consumer and commercial customers. TotalAs of December 31, 2015, total deposits increased $3.60grew to a record of $27.48 billion, an increase of $3.47 billion or 18% to14% from $24.01 billion as of December 31, 2014, as compared to $20.412014. Core deposits totaled $20.86 billion as of December 31, 2013. The2015, an increase in total deposits for the year endedof $2.96 billion or 17% from $17.90 billion as of December 31, 2014, was mainly2014. Core deposits grew largely due to the $1.32increases of $1.28 billion of deposits acquired from MetroCorp and the overall increasesor 17% in non-interest bearingnoninterest-bearing demand deposits, $790.7 million or 31% in interest-bearing checking deposits and $614.8 million or 10% in money market interest-bearing checking andaccounts. All deposit categories grew in 2015, including time deposits.
Asdeposits which increased $504.2 million or 8% from $6.11 billion as of December 31, 2014 time deposits within the Certificate of Deposit Account Registry Service (“CDARS”) program decreased $23.3 million or 11% to $180.0 million, compared to $203.3 million$6.62 billion as of December 31, 2013. The CDARS program allows customers with deposits in excess of FDIC-insured limits to obtain full coverage on time deposits through a network of banks within the CDARS program. Additionally, the Company partners with other financial institutions to offer a retail sweep product for non-time deposit accounts to provide added deposit insurance coverage for deposits in excess of FDIC-insured limits. Deposits gathered through these programs are considered brokered deposits under current regulatory reporting guidelines.2015.
 
Public deposits increased $518.6 million$1.29 billion or 43%75% to $3.01 billion as of December 31, 2015, from $1.72 billion as of December 31, 2014 from $1.20 billionmainly due to increases in certificates of deposit, money market deposits and interest-bearing checking deposits. A majority of the public deposits as of December 31, 2013. A large portion of these public funds2015 and 2014 are comprised of deposits from the State of California.with agencies located in California, Illinois, and Texas.
 

Time
45



Domestic time deposits greater than $100 thousandof $100,000 or more were $4.45$4.72 billion, representing 19%17% of the total deposit portfolio as of December 31, 2014.2015. These accounts consisting primarily of deposits by consumers, had a weighted average interest rate of 0.79%0.67% as of December 31, 2014.2015. The following table presents the remaining maturities asmaturity distribution of December 31, 2014 ofdomestic time deposits greater than $100 thousand:
Table 14: Time Depositsof $100,000 or Greatermore: 

December 31, 2014

(In thousands)
($ in thousands) December 31, 2015
3 months or less$1,411,685
 $1,632,697
Over 3 months through 6 months859,442
 913,768
Over 6 months through 12 months1,251,628
 1,139,297
Over 12 months927,938
 1,038,413
Total$4,450,693
 $4,724,175


51



Borrowings
 
The Company utilizes a combination of short-term and long-term borrowings to manage its liquidity position. Borrowings include short-term and long-term FHLB advances and repurchase agreements.

FHLB advances increased $2.1by $702.2 million or 1% to $1.02 billion as of December 31, 2015 from $317.2 million as of December 31, 2014. The increase was primarily due to the short-term FHLB advances of $700.0 million entered during the fourth quarter of 2015 to improve the Company’s liquidity and available cash, which matured in February 2016. As of December 31, 2015, FHLB advances, excluding the short-term advances of $700.0 million, had floating interest rates ranging from 0.56% to 0.80% with remaining maturities between 3.12 to 6.86 years.
Resale and repurchase agreements are reported net pursuant to Accounting Standards Codification (“ASC”) 210-20-45, Balance Sheet Offsetting. Please see Note 5 Securities Purchased Under Resale Agreements and Sold Under Repurchase Agreements to the Consolidated Financial Statements for additional details. As of December 31, 2015, all $450.0 million of gross repurchase agreements were eligible for netting against resale agreements, resulting in no repurchase agreements’ balances reported. As of December 31, 2014, compared$200.0 million out of $995.0 million of gross repurchase agreements were eligible for netting against resale agreements, resulting in a net $795.0 million of repurchase agreements reported. The $795.0 million decrease was mainly due to $315.1the extinguishment of $545.0 million of repurchase agreements that resulted in $21.8 million in extinguishment expenses in 2015, and an additional $250.0 million of resale agreements that were eligible for netting against existing repurchase agreements as of December 31, 2013. The increase in FHLB advances does not represent additional advances but rather is the accretion adjustment for the discount associated with these advances.
The Company also utilizes securities sold under2015. Gross repurchase agreements (“repurchase agreements”) to manage its liquidity position. Repurchase agreements decreased $200.0 million or 20% from $995.0 million as of December 31, 2013 to $795.0 million as of December 31, 2014. This decrease was mainly due to a $200.0 million securities purchased under resale agreements ("resale agreements") that was entered into in the third quarter of 2014, which was eligible for netting against an existing repurchase agreement with the same counterparty. No short-term repurchase agreements were outstanding as of December 31, 2014 and 2013. The weighted average2015 had interest rates were 3.70%ranging from 2.56% to 2.68% and 4.06% as of December 31, 2014original terms between 10.0 years and 2013.16.5 years. The counterparties have the right to a quarterly call for manyremaining maturity terms of the repurchase agreements.agreements range between seven and eight years. Repurchase agreements are accounted for as collateralized financing transactions and recorded at the amountsbalances at which the securities were sold. The collateralscollateral for these agreements are mainlywere primarily comprised of U.S. government agency and U.S. government sponsored enterprise debt and mortgage-backed securities.
 
Long-Term Debt
 
Long-term debt, comprisedconsisting of junior subordinated debt and a term loan, decreased to$19.7 million or 9% from $225.8 million as of December 31, 2014 compared to $226.9$206.1 million as of December 31, 2013.  This2015.  The decrease was primarily due to an increase of $19.0payments totaling $20.0 million in junior subordinated debt, offset by a decrease in aon the term loan of $20.0 million.loan.

The junior subordinated debt increased $19.0 million or 15% from $126.9was issued in connection with the Company’s various pooled trust preferred securities offerings. Junior subordinated debt is recorded as a component of long-term debt and considers the value of the common stock issued by the Trusts to the Company in conjunction with these transactions. The junior subordinated debt totaled $146.1 million as of December 31, 20132015, compared to $145.8 million as of December 31, 2014. As of December 31, 2014, the MetroCorpThe junior subordinated debt was $35.0 million, before reductionoutstanding had a weighted average interest rate of purchase accounting adjustment1.89% and 1.82% for the years ended December 31, 2015 and 2014, respectively, and remaining maturity terms of $6.8 million, with related common stock $1.1 million. During 2014, the junior subordinated debt of one statutory business trust of $10.0 million, with related common stock of $310 thousand, was redeemed, which contributed19 years to a $10.3 million decrease22 years as of December 31, 2014. Junior subordinated debts were issued in connection with our various pooled2015. Although trust preferred securities offerings, which qualifyremain qualified at December 31, 2015 as Tier I and Tier II capital for regulatory purposes are subject(at adjusted percentages of 25% and 75%, respectively), they will be limited to a phase-out period. UnderTier II capital beginning in 2016 based on the Dodd-Frank Wall Street ReformBasel III Capital Rules as discussed in Item 1. Business — Supervision and Consumer Protection Act, bank holding companies with more than $15 billion in total consolidated assets will no longer be able to include trust preferred securities as Tier I regulatory capital following a phase-out period which commenced in 2013 with phase-out complete by 2016.Regulation — Capital Requirements.


46



In 2013, the Company entered into a $100.0 million three-year term loan agreement. The terms of the agreement for $100.0 million. The three-yearwere modified in 2015 to extend the term loan will mature onmaturity from July 1, 2016 and is payable in quarterly installmentsto December 31, 2018, where principal repayments of $5.0 million starting on March 31, 2014 and with a $50.0 million final repaymentare due quarterly. The term loan bears interest at maturity on July 1, 2016. The interestthe rate was 1.81% as of December 31, 2014, which is based on the three-month London Interbank Offering Rate (“LIBOR”) plus 150 basis points.points and the weighted average interest rate was 1.83% and 1.76% for the years ended December 31, 2015 and 2014, respectively. The outstanding balance of the term loan was $80.0$60.0 million and $100.0$80.0 million as of December 31, 20142015 and 2013,2014, respectively.
 
Related Party Transactions

In the ordinary course of business, the Company may enter into transactions with various related parties. The Company’s related party transactions were not material for the years ended December 31, 2015 and 2014.

Capital
The Company maintains an adequate capital base to support its anticipated asset growth, operating needs and credit risks and to ensure that East West and the Bank are in compliance with all regulatory capital guidelines. The Company engages in regular capital planning processes to optimize the use of available capital and to appropriately plan for future capital needs. The capital plan considers capital needs for the foreseeable future and allocates capital to both existing and future business activities. In addition, the Company conducts capital stress tests as part of its annual capital planning process. The stress tests enable the Company to assess the impact of adverse changes in the economy and interest rates on its capital base.

The Company’s primary source of capital is the retention of its operating earnings. Retained earnings increased $268.5 million or 17%to $1.87 billion as of December 31, 2015, compared to $1.60 billion as of December 31, 2014. The increase was primarily due to net income of $384.7 million, reduced by $116.2 million of common stock dividends. Total stockholders’ equity increased $266.8 million or 9% to $3.12 billion as of December 31, 2015, compared to $2.86 billion as of December 31, 2014. The increase was primarily due to the $268.5 million increase in retained earnings, as discussed earlier, and a $19.8 million increase in restricted stock unit activities, partially offset by the $6.0 million repurchase of 147,295 treasury shares related to shares withheld from employees’ vested restricted stock units for income tax withholdings.

Regulatory Capital and Ratios
As discussed in Item 1. Business — Supervision and Regulation — Capital Requirements, the Basel III Capital Rules became effective for the Company and the Bank on January 1, 2015 (subject to phase-in periods for certain of their components).

The Basel III Capital Rules require that banking organizations maintain a minimum common equity Tier 1 (“CET1”) ratio of 4.5%, a Tier 1 capital ratio of 6.0%, and a total capital ratio of 8.0%. Moreover, beginning in 2016, the rules will require banking organizations to maintain a capital conservation buffer of 2.5% above the capital minimums, phased-in over four years. When fully phased-in in 2019, the banking organizations will be required to maintain a CET1 capital ratio of at least 7.0%, a Tier 1 capital ratio of at least 8.5%, and a total capital ratio of at least 10.5% to avoid limitations on capital distributions (including common stock dividends and share repurchases) and certain discretionary incentive compensation payments.

47



The Company is committed to maintaining capital at a level sufficient to assure the Company’s stockholders, customers and regulators that the Company and the Bank are financially sound. The following tables present the Company’s and the Bank’s capital ratios as of December 31, 2015 and 2014 under Basel III and the 1988 capital accord (“Basel I”) capital rules, respectively, and those required by regulatory agencies for capital adequacy and well-capitalized classification purposes. Both the Company and the Bank met all capital requirements under the Basel III Capital Rules on a fully phased-in basis.
   
December 31, 2015 Basel III Capital Rules
 East West 
East West
Bank
 
Minimum
Regulatory
Requirements
 
Well-
Capitalized
Requirements
 Fully Phased-in Minimum Regulatory Requirement
CET1 risk-based capital 10.5% 11.0% 4.5% 6.5% 7.0%
Tier 1 risk-based capital 10.7% 11.0% 6.0% 8.0% 8.5%
Total risk-based capital 12.2% 12.1% 8.0% 10.0% 10.5%
Tier 1 leverage capital 8.5% 8.8% 4.0% 5.0% 5.0%
   
   
December 31, 2014 Basel I Capital Rules
 East West East West
Bank
 Minimum
Regulatory
Requirements
 Well-
Capitalized
Requirements
 Fully Phased-in Minimum Regulatory Requirement
CET1 risk-based capital N/A
 N/A
 N/A
 N/A
 7.0%
Tier 1 risk-based capital 11.0% 10.6% 4.0% 6.0% 8.5%
Total risk-based capital 12.6% 11.8% 8.0% 10.0% 10.5%
Tier 1 leverage capital 8.4% 8.2% 4.0% 5.0% 5.0%
   

The changes from the Basel III Capital Rules, along with the growth in the Company’s balance sheet, contributed to the $3.30 billion or 15% increase in risk weighted assets from $21.93 billion as of December 31, 2014 to $25.23 billion as of December 31, 2015. With the expiration of the shared-loss coverage for UCB and WFIB commercial loans and the termination of the shared-loss agreements on UCB and WFIB residential loans in 2015, the risk weighting for the majority of the UCB and WFIB acquired loans have increased from 20% to 100%. As of December 31, 2015, the Company’s CET1 capital, Tier 1 risk-based capital, total risk-based capital ratios and Tier 1 leverage capital ratios were 10.5%, 10.7%, 12.2% and 8.5%, respectively, well above the well-capitalized requirements of 6.5%, 8.0%, 10.0% and 5.0%, respectively.


48



Regulatory Matters

The Bank entered into a Written Agreement, dated November 9, 2015, with the FRB to correct less than satisfactory BSA and AML programs detailed in a joint examination by the FRB and the DBO. The Bank also entered into a related MOU with the DBO. The Written Agreement, among other things, requires the Bank to:

within 60 days of the Written Agreement, submit a written plan to strengthen the Board’s oversight of the Bank’s compliance with the applicable laws, rules and regulations relating to AML, including compliance with the BSA, the rules and regulations issued thereunder by the U.S. Department of Treasury, and the AML requirements of Regulation H of the Board of Governors (collectively, “BSA/AML Requirements”);
within 60 days of the Written Agreement, submit a written revised program for compliance with all applicable BSA/AML Requirements, which, at a minimum, will include, among other things, a system of internal controls to ensure compliance with all applicable BSA/AML Requirements and controls designed to ensure compliance with all applicable requirements relating to correspondent accounts for foreign financial institutions;
within 60 days of the Written Agreement, submit a written revised program for conducting appropriate levels of customer due diligence, including policies, procedures, and controls to ensure that the Bank collects, analyzes, and retains complete and accurate customer information for all account holders, including customers of the Bank’s foreign operations;
within 60 days of the Written Agreement, submit an enhanced written program to reasonably ensure the identification and timely, accurate and complete reporting by the Bank of all known or suspected violations of law or suspicious transactions to law enforcement and supervisory authorities as required by applicable suspicious activity reporting laws and regulations;
within 60 days of the Written Agreement, submit a written plan to the FRB for the full installation, testing, and activation of an effective automated transaction monitoring system to reasonably ensure the identification and timely, accurate, and complete reporting by the Bank of all known or suspected violations of law or suspicious transactions to law enforcement and supervisory authorities;
within 30 days following completion of the customer account remediation required by the Written Agreement, engage an independent consultant to conduct a review of, and prepare a report detailing findings relating to, account and transaction activity associated with any high risk customer accounts during a six-month period in 2014 to determine whether suspicious activity involving high risk customer accounts or transactions was properly identified and reported; and
within 60 days of the Written Agreement, submit a plan to enhance the Bank’s compliance with Office of Foreign Assets Control (“OFAC”) Regulations, including enhanced OFAC screening procedures and an improved methodology for assessing OFAC risks.

We believe the Bank is making progress in executing the compliance plans and programs required by the Written Agreement and MOU, although there can be no assurances that our plans and progress will be found to be satisfactory by our regulators. As a result, the Bank will continue to require significant management and third party consultant resources to comply with the Written Agreement and MOU and to address any additional findings or recommendations by the regulators. The Bank has already added significant resources to meet the monitoring and reporting obligations imposed by the Written Agreement. The Bank expects these incremental administrative and third party costs, as well as the operational restrictions imposed by the Written Agreement, to adversely affect the Bank’s results of operations.

If additional compliance issues are identified or if the regulators determine that the Bank has not satisfactorily complied with the terms of the Written Agreement, the regulators could take further actions with respect to the Bank and, if such further actions were taken, such actions could have a material adverse effect on the Bank. The operating and other conditions of the Written Agreement could lead to an increased risk of being subject to additional regulatory actions by the DBO and FRB or other government agencies, as well as additional actions resulting from future regular annual safety and soundness and compliance examinations by the federal and state regulators that downgrade the regulatory ratings of the Bank.


49



Off-Balance Sheet Arrangements and Aggregate Contractual Obligations
 
In the course of the Company’s business, the Company may enter into or be a party to transactions that are not recorded on the balance sheet and are considered to be off-balance sheet arrangements. Off-balance sheet arrangements are any contractual arrangements whereby an unconsolidated entity is a party, under which the Company has: (1) any obligation under a guarantee contract; (2) a retained or contingent interest in assets transferred to an unconsolidated entity or similar arrangement that serves as credit, liquidity or market risk support to that entity for such assets; (3) any obligation under certain derivative instruments; or (4) any obligation under a material variable interest held by usthe Company in an unconsolidated entity that provides financing, liquidity, market risk or credit risk support to us,the Company, or engages in leasing, hedging or research and development services with us.the Company.

52



CommitmentsOff-Balance Sheet Arrangements

As a financial servicesservice provider, the Company routinely enters into commitments to extend credit to customers, such as loan commitments, commercial letters of credit for foreign and domestic trade, standby letters of credit,SBLCs and financial guarantees. Many of these commitments to extend credit may expire without being drawn upon. The same credit policies are used in extendingunderwriting loans to customers are also used to extend these commitments as in extending loan facilities to customers.commitments. Under some of these contractual agreements, the Company may also have liabilities contingent upon the occurrence of certain events. A scheduleThe Company’s liquidity sources have been, and are expected to be, sufficient to meet the cash requirements of significantits lending activities. The following table summarizes the Company’s commitments, to extendcommercial letters of credit to customersand SBLCs as of December 31, 2014 is presented as follows:2015:
 
($ in thousands) Commitments
Outstanding
Loan commitments $3,370,271
Commercial letters of credit and SBLCs $1,293,547
 

Table 15: Significant Commitments

December 31, 2014

(In thousands)
Undisbursed loan commitments$4,066,905
Standby letters of credit$1,186,794
Commercial letters of credit$66,272
A discussion of significant contractual arrangements under which the Company may be held contingently liable is included in Note 1514 Commitments, Contingencies and Related Party Transactions to the Company’s consolidated financial statements presented elsewhere in this report.Consolidated Financial Statements. In addition, the Company has commitments and obligations under post-retirement benefit plans as described in Note 1716Employee Benefit Plans to the Company’s consolidated financial statements presented elsewhere in this report.Consolidated Financial Statements.

Contractual Obligations
 
With the exception of operating lease obligations, these contractual obligations are included in the consolidated balance sheets. The payment amounts represent the amounts and interest contractually due to the recipient. The following table presents as of December 31, 2014, the Company’s significant fixed and determinable contractual obligations, within the categories and payment dates described below.
Table 16: Contractual Obligationsbelow as of December 31, 2015:


Payment Due by Period

Less than
1 year

1-3 years
3-5 years
After
5 years

Indeterminate
Maturity

Total

(In thousands)
($ in thousands)
Payment Due by Period

Less than
1 year

1-3 years
3-5 years
After
5 years

Indeterminate
Maturity
(1)

Total
Contractual Obligations



































Deposits(2)
$4,942,649
 $742,707
 $387,813
 $2,223
 $18,121,047

$24,196,439

$5,404,746
 $848,248
 $253,646
 $110,255
 $20,859,086

$27,475,981
FHLB advances(2)
1,916
 3,833
 85,543
 253,716
 

345,008

700,000
 
 80,035
 239,389
 

1,019,424
Securities sold under repurchase agreements
31,772
 297,554
 314,449
 268,428
 

912,203
Affordable housing and other tax credit investment commitments

 
 
 
 114,714

114,714
Gross repurchase agreements (2)


 
 
 450,000
 

450,000
Affordable housing partnership and other tax credit investment commitments
84,456
 55,128
 29,309
 5,828
 

174,721
Long-term debt obligations(2)
4,228
 7,006
 85,556
 198,429
 

295,219

20,000
 40,000
 
 146,084
 

206,084
Operating lease obligations (1)(3)

24,076
 34,196
 21,339
 30,910
 

110,521

28,042
 46,165
 32,820
 53,320
 

160,347
Unrecognized tax liabilities

 3,310
 3,927
 
 

7,237


 3,022
 5,862
 
 

8,884
Postretirement benefit obligations
292
 813
 1,037
 13,297
 

15,439
Projected cash payments for postretirement benefit plan
2,617
 629
 668
 8,563
 

12,477
Total contractual obligations
$5,004,933

$1,089,419

$899,664

$767,003

$18,235,761

$25,996,780

$6,239,861

$993,192

$402,340

$1,013,439

$20,859,086

$29,507,918
(1)Includes deposits with no defined maturity, such as noninterest-bearing demand, interest-bearing checking, money-market and savings accounts.
(2)Amounts exclude contractual interest.
(3)Represents the Company’s lease obligations for all rental properties.


5350



Capital Resources
As of December 31, 2014, stockholders’ equity totaled $2.85 billion, a 21% increase from the year end December 31, 2013 balance of $2.36 billion. The increase is comprised of the following: (1) issuance of treasury stock shares pursuant to the MetroCorp acquisition totaling $190.8 million, representing 5,583,093 shares; (2) net income of $342.5 million; (3) other comprehensive income of $34.7 million; (4) warrants issued pursuant to the MetroCorp acquisition totaling $4.9 million; (5) tax benefits of $6.5 million from various stock plans; (6) stock compensation amounting to $13.9 million related to grants of restricted stock units; (7) issuance of common stock totaling $6.8 million, representing 655,301 shares, pursuant to various stock plansAsset Liability and agreements; and (8) issuance of shares pursuant to director retainer fees of $630 thousand, representing 18,909 shares. These transactions were offset by: (1) accrual and payment of cash dividends on common stock totaling $104.0 million; and (2) purchase of treasury shares related to restricted stock surrendered due to employee tax liability amounting to $10.3 million, representing 285,953 shares.

Historically, the Company’s primary source of capital has been the retention of operating earnings. In order to ensure adequate levels of capital, the Company conducts an ongoing assessment of projected sources, needs, and uses of capital in conjunction with projected increases in assets and the level of risk. As part of this ongoing assessment, the Board of Directors reviews the various components of capital and the adequacy of capital. As a result of the recently adopted federal regulatory changes to capital requirements, the Company’s Board of Directors, in consultation with management, will continue to assess the adequacy and components of our capital to ensure that we meet all required regulatory standards.
Risk-Based Capital
The Company is committed to maintaining capital at a level sufficient to assure our stockholders, our customers and our regulators that the Company and its bank subsidiary are financially sound. The Company is subject to risk-based capital regulations and capital adequacy guidelines adopted by the federal banking regulators. These guidelines are used to evaluate capital adequacy and are based on an institution’s asset risk profile and off-balance sheet exposures. According to these guidelines, institutions whose Tier I and total capital ratios meet or exceed 6.0% and 10.0%, respectively, may be deemed “well-capitalized.” As of December 31, 2014, the Bank’s Tier I and total capital ratios were 10.6% and 11.8%, respectively, compared to 11.6% and 12.9%, respectively, as of December 31, 2013.

The following table compares East West Bancorp, Inc.’s and East West Bank’s capital ratios as of December 31, 2014, to those required by regulatory agencies for capital adequacy and well-capitalized classification purposes:
Table 17: Regulatory Required Ratios
  
East West
Bancorp
 
East West
Bank
 
Minimum
Regulatory
Requirements
 
Well
Capitalized
Requirements
Total Capital (to Risk-Weighted Assets) 12.6% 11.8% 8.0% 10.0%
Tier 1 Capital (to Risk-Weighted Assets) 11.0% 10.6% 4.0% 6.0%
Tier 1 Capital (to Average Assets) 8.4% 8.2% 4.0% 5.0%

Under the Dodd-Frank Act, bank holding companies with more than $15 billion in total consolidated assets are no longer able to include trust preferred securities as Tier I regulatory capital following a phase-out period which commenced in 2013 with phase-out complete by 2016. As of December 31, 2014 and 2013, trust preferred securities comprised 3.1% and 4.4%, respectively, of the Company’s Basel I Tier I capital.
As discussed in “Item 1. BUSINESS — Supervision and Regulation — Capital Requirements”, the Basel III capital rules are effective for the Company on January 1, 2015 (subject to phase-in periods for certain of their components). Based on our current interpretation of the Basel III capital rules, the Company believes that both the Company and the Bank would have met all capital adequacy requirements under the Basel III capital rules on a fully phased-in basis as if such requirements were effective as of December 31, 2014.


54



ASSET LIABILITY AND MARKET RISK MANAGEMENTMarket Risk Management
 
Liquidity
 
Liquidity management involvesrefers to the Company’s ability to meet cash flow requirements arising from fluctuations in deposit levelsits contractual and demands of daily operations, which include funding of securities purchases, providing for customers’ credit needs and ongoing repayment of borrowings. The Company’s liquidity is actively managedcontingent financial obligations, on a daily basis and reviewed periodically by the Asset/Liability Committee and the Board of Directors. This process is intended to ensure the maintenance of sufficient funds to meet the needs of the Bank, including adequate cash flow for off-balanceor off balance sheet, instruments.
as they become due. The Company’s primary liquidity management objective is to provide sufficient funding for its businesses throughout market cycles and be able to manage both expected and unexpected cash flows without adversely impacting the financial health of the Company. To achieve this objective, the Company analyzes its liquidity risk, maintains readily available liquid assets and accesses diverse funding sources including its stable core deposit base. The Company’s Asset/Liability Committee (“ALCO”) sets the liquidity guidelines that govern the day-to-day active management of the Company’s liquidity are derived from financing activitiesposition. The ALCO regularly monitors the Company’s liquidity status and related management process, and provides regular reports to the Board.

The Company maintains liquidity in the form of cash and cash equivalents, short-term investments and available-for-sale investment securities. These assets totaled $5.43 billion and $4.01 billion, which includerepresented 17% and 14% of total assets, as of December 31, 2015 and December 31, 2014, respectively. Traditional forms of funding such as deposits and borrowings augment these liquid assets. Total deposits amounted to $27.48 billion as of December 31, 2015, compared to $24.01 billion as of December 31, 2014, of which core deposits comprised 76% and 75% of total deposits as of December 31, 2015 and 2014, respectively. As a means of augmenting the acceptance of customer and brokered deposits, federal funds facilities, repurchase agreement facilities, advances fromCompany’s liquidity, the Company maintains available borrowing capacity under secured borrowing lines with the FHLB of San Francisco and issuancesthe Federal Reserve Bank, unsecured federal funds’ lines of long-term debt. These fundingcredit with various correspondent banks for purchase of overnight funds, and several master repurchase agreements with major brokerage companies. The Company’s available borrowing capacity with the FHLB of San Francisco and Federal Reserve Bank was $4.45 billion and $2.91 billion, respectively, as of December 31, 2015. The Bank’s unsecured federal funds’ lines of credit, subject to availability, was $683.0 million with correspondent banks. The Company believes that its liquidity sources are augmented by payments of principalsufficient to meet all reasonable foreseeable short-term and interest on loans and securities. Primary uses of funds include withdrawal of and interest payments on deposits, originations and purchases of loans, purchases of investment securities, and payment of operating expenses.intermediate-term needs.
 
During the years ended December 31, 2015, 2014 2013 and 2012,2013, the Company experienced net cash inflows from operating activities of $469.6 million, $392.9 million and $425.8 million, and $287.5respectively. The $76.7 million respectively. Net income increased $47.4increase in net cash from operating activities from $392.9 million duringfor the year ended December 31, 2014 compared to 2013, while$469.6 million for the year ended December 31, 2015 was mainly due to a $38.8 million increase in net income, a $305.8 million increase in non-cash charges that increased net operating cash and a $55.4 million decrease in accrued expenses and other liabilities, partially offset by a $193.7 million decrease in net cash inflow from loans held for sale and a $131.7 million increase in payments related to FDIC shared-loss agreements. The $305.8 million increase in non-cash charges was mainly due to higher deferred tax expenses. Net cash from operating activities decreased $32.9 million.million from $425.8 million for the year ended December 31, 2013 to $392.9 million for the year ended December 31, 2014, while net income increased $52.6 million for the year ended December 31, 2014 compared to 2013.  These differences were mainly due to $109.4$120.9 million, $96.1 million and $108.2$57.2 million increases in cash outflows related to accrued interest receivable and other assets, and accrued expenses and other liabilities respectively, $57.6 million of lower net non-cash charges, $57.2 million decrease in cash received fromand payments related to FDIC shared-loss agreements, respectively, partially offset by $251.3 million increases in net cash inflow from loans held for sale.

Net income increased $13.4 millioncash used in investing activities totaled $3.63 billion, $2.36 billion and $2.73 billion during the yearyears ended December 31, 2015, 2014, and 2013, compared to 2012, whilerespectively. The $1.27 billion increase in net cash from operatingused in investing activities increased $138.3 million.  These differences were mainlyduring 2015 was primarily due to $55.6 million$1.36 billion and $54.5$500.0 million increases in net cash inflows related to accrued interest receivableoutflows from available-for-sale investment securities and other assets, and accrued expenses and other liabilities,resale agreements, respectively, $22.5partially offset by $722.3 million increasesincrease in net cash inflow from loans held for sale, $19.3 million of higher non-cash charges, partially offset by $20.3 million decrease in net cash received from FDIC shared-loss agreements.

Net cash outflows from investing activities totaled $2.36 billion, $2.73 billion and $758.9 million during 2014, 2013, and 2012, respectively. Net cash outflow from investing activities for 2014 and 2013 was primarily due to a net increase in loans held for investment. Net cash outflow from investing activities for 2012 was primarily due to net increases in resale agreements and loans held for investments, partially offset by a net decrease in investment securities available-for-sale.held-for-investment. The $375.0 million decrease in net cash outflow fromused in investing activities, comparing December 31, 2014 and 2013, was primarily due to $427.4 million and $208.3 million increaseincreases in net cash inflows from available-for-sale investment securities and held for investment loans held-for-investment, respectively, partially offset by a $275.0 million decrease in cash from resale agreements. The $1.98 billion increase in net cash outflow from investing activities, comparing 2013 and 2012, was primarily due to $2.38 billion and $722.5 million in held for investment loans and investment securities available-for-sale, respectively, partially offset by $813.6 million and $413.4 million increase in cash outflow from resale agreements and short-term investments, respectively.agreements.

During the years ended December 31, 2015, 2014 2013 and 2012,2013, the Company experienced net cash inflows from financing activities of $3.49 billion, $2.11 billion and $1.88 billion, and $364.2 million, respectively. Net cash inflowsinflow from financing activities in 2015 was primarily comprised of a $3.49 billion increase in deposits and $700.0 million increase in FHLB advances, partially offset by $566.8 million related to the extinguishment of repurchase agreements and $115.6 million in cash dividends paid. Net cash inflow from financing activities in 2014 was primarily comprised of a $2.28 billion increase in deposits, partially offset by $103.6 million in cash dividends paid. Net cash inflow from financing activities in 2013 was primarily comprised of a $2.10 billion increase in deposits and $100.0 million increase in long-term borrowings, partially offset by $200.0 million of treasury stock repurchases related to the Stock Repurchase Plan and $86.3 million in cash dividends paid. Net cash inflow from financing activities in 2012 was primarily comprised of $856.4 million increase in deposits, partially offset by $224.0 million of repayments in various borrowings, $200.0 million in treasury stock repurchases related to the Stock Repurchase Plan and $64.2 million in cash dividends paid.


As a means of augmenting the Company’s liquidity, the Company has a combination of borrowing sources available, which is comprised of the Federal Reserve Bank’s discount window, FHLB advances, federal funds lines with various correspondent banks, and several master repurchase agreements with major brokerage companies. The Company believes that its liquidity sources are stable and are adequate to meet our day-to-day cash flow requirements.
51



As of December 31, 2014,2015, the Company is not aware of any trends, events or uncertainties that had or were reasonably likely to have a material effect on ourits liquidity position. As of December 31, 2014,2015, the Company is not aware of any material commitments for capital expenditures in the foreseeable future.
 

55



The liquidity of East West Bancorp, Inc.West’s liquidity has historically been dependent on the payment of cash dividends by its subsidiary, East West Bank, subject to applicable statutes, regulations and special approval. ForThe Bank paid total dividends of $100.0 million to East West in January 2016 and no dividend was paid for the yearsyear ended December 31, 2015. For the year ended December 31, 2014, and 2013, total dividends paid by the Bank to East West Bancorp, Inc. amounted to $111.6 million and $319.0 million, respectively.  Inmillion. Also, in January 2015,2016, the Board of Directors declared a quarterly dividend of $0.20 per share on the Company’s common stock payable on or about February 17, 201516, 2016 to stockholders of record as of February 2, 2015.1, 2016.

Interest Rate SensitivityRisk Management

Interest rate risk results primarily from the Company’s traditional banking activities of gathering deposits and extending loans, and is the primary market risk for the Company. Economic and financial conditions, movements in interest rates and consumer preferences affect the difference between the interest the Company earns on assets and pays on liabilities, and the level of the noninterest bearing funding sources. In addition, changes in interest rate can influence the rate of principal prepayments on loans and speed of deposit withdrawals. Due to the pricing term mismatches and embedded options inherent in certain products, changes in market interest rates not only affect expected near-term earnings, but also the economic value of these assets and liabilities. Other market risks include foreign currency exchange risk and equity price risk. These risks are not considered significant to the Company’s interest rate risk and no separate quantitative information concerning these risks is presented herein.

With oversight by the Company’s Board, the ALCO coordinates the overall management of the Company’s interest rate risk. The ALCO meets regularly and is responsible for reviewing the Company’s open market positions and establishing policies to monitor and limit exposure to market risk. Management of interest rate risk is carried out primarily through strategies involving the Company’s securities portfolio, loan portfolio, available funding channels and capital market activities. In addition, the Company’s policies permit the use of off-balance sheet derivative instruments to assist in managing interest rate risk.

The interest rate risk exposure is measured and monitored through various risk management tools which include a simulation model that performs interest rate sensitivity management involvesanalysis under multiple scenarios. The model includes the abilityCompany’s loan, deposit, investment and borrowing portfolio, including the repurchase agreements and resale agreements. The financial instruments from the Company’s domestic and foreign operations, forecasted noninterest income and noninterest expense items are also incorporated in the simulation. The interest rate scenarios simulated include an instantaneous parallel shift and non-parallel shift in the yield curve. In addition, the Company also performs various simulations using alternative interest rate scenarios. The alternative interest rate scenarios include yield curve flattening, yield curve steepening, and yield curve inverting. In order to manageapply the assumed interest rate environment, adjustments are made to reflect the shift in the U.S. Treasury and other appropriate yield curves. The Company incorporates both a static balance sheet and a forward growth balance sheet in order to perform these evaluations. Results of these various simulations are used to formulate and gauge strategies to achieve a desired risk profile within the Company’s capital and liquidity guidelines.

The simulation model is based on the actual maturity and re-pricing characteristics of the Company’s interest-rate sensitive assets, liabilities and related derivative contracts. The modeled results are highly sensitive to the deposit decay assumptions used for deposits that do not have specific maturities. The Company uses historical regression analysis of the Company’s internal deposit data as a guide to set these deposit decay assumptions. In addition, the model is also highly sensitive to certain assumptions on the correlation of the change in interest rates paid on our non-maturity deposits to changes in benchmark market interest rates, commonly referred to as deposit beta assumptions. These deposit beta assumptions are based on the Company’s historical experience. The model is also sensitive to the loan and investment prepayment assumption. This assumption, which relates to anticipated prepayments under different interest rate environments, is based on an independent model, as well as the Company’s historical prepayment experiences.

Existing investments, loans, deposits and borrowings are assumed to roll into new instruments at a similar spread relative to benchmark interest rates and internal pricing guidelines. The assumptions applied in the model are documented and supported for reasonableness. Changes to key model assumptions are reviewed by the ALCO. Due to the sensitivity of the model results to some of the assumptions noted above, the Company performs periodic testing to assess the impact of adverse fluctuationsthose assumptions as well as to make appropriate calibrations to the assumptions, when necessary. These scenarios do not reflect strategies that management could employ to limit the impact as interest rate expectations change. The simulation results are highly dependent on these assumptions. To the extent actual behavior is different from the assumptions in the models, there could be a change in interest rates onrate sensitivity.


52



The following table presents the Company’s net interest income and net portfolio value.
The fundamental objectiveeconomic value of the asset liability management process isequity (“EVE”) sensitivity exposure at December 31, 2015 and December 31, 2014 related to manage the Company’s exposure to interest rate fluctuations while maintaining adequate levels of liquidityan instantaneous and capital. The Company’s strategy is formulated by the Asset/Liability Committee, which coordinates with the Board of Directors to monitor our overall asset and liability composition. The Committee meets regularly to evaluate, among other things, the sensitivity of our assets and liabilities to interest rate changes, the book and market values of assets and liabilities, unrealized gains and losses on the available-for-sale portfolio (including those attributable to hedging transactions, if any), purchase and securitization activity, and maturities of investments and borrowings.
The Company’s overall strategy is to minimize the adverse impact of immediate incremental changessustained non-parallel shift in market interest rates (rate shock) on net interest income and net portfolio value. Net portfolio value is defined as the present value of assets, minus the present value of liabilities and off-balance sheet instruments. The attainment of this goal requires maintaining a balance between profitability, liquidity and interest rate risk exposure. To minimize the adverse impact of changes in market interest rates, we simulate the effect of instantaneous interest rate changes on net interest income and net portfolio value on a quarterly basis. The table below presents the estimated impact of changes in interest rates on net interest income and market value of equity as of December 31, 2014 and 2013, assuming a non-parallel shift of 100 and 200 basis points in both directions:
Table 18: Rate Shock Table


Net Interest Income
Volatility (1)

Net Portfolio Value
Volatility (2)
 December 31, December 31,
Change in Interest Rates
(Basis Points)
 
Net Interest Income
Volatility (1)
 
EVE
Volatility (2)

2014
2013
2014
2013 December 31, 2015 December 31, 2014 December 31, 2015 December 31, 2014
+200
15.5 % 11.1 % 9.5 % 13.4 % 18.5 % 15.5 % 9.8 % 9.5 %
+100
7.6 % 4.9 % 4.8 % 6.1 % 9.6 % 7.6 % 5.3 % 4.8 %
-100
(1.1)% (0.5)% (2.0)% (1.8)% (4.0)% (1.1)% (4.2)% (2.0)%
-200
(1.4)% (0.6)% (3.4)% (3.4)% (4.6)% (1.4)% (6.9)% (3.4)%
(1)The percentage change represents net interest income for twelveover 12 months in a stable interest rate environment versus net interest income in the various rate scenarios.
(2)The percentage change represents net portfolio value of the BankCompany in a stable interest rate environment versus net portfolio value in the various rate scenarios.

Twelve-Month Net Interest Income Simulation

All interest-earning assets, interest-bearing liabilities and related derivative contracts are included in theThe Company’s estimated twelve-month net interest rateincome sensitivity analysis as ofincreased at December 31, 2015, compared to December 31, 2014, and 2013.for both upward interest rate scenarios. In a decliningsimulated downward rate environment, thescenario, sensitivity increased slightly at December 31, 2015, compared to December 31, 2014, but remained relatively flat overall for both downward interest rate floors on these loans contributescenarios, mainly due to rates being at or near the favorable impact on ourfloor rate in the current rate environment. The net interest income. However,income simulation results indicate that at both December 31, 2015 and December 31, 2014, the Company was asset sensitive over the twelve-month forecast horizon in a rising rate environment. This was primarily due to approximately 76% of the Company’s customer deposit portfolio being comprised of less rate-sensitive core deposits and approximately 87% of the Company’s loan portfolio being comprised of loans with maturity or repricing terms of less than one year. The increase in asset sensitivity between December 31, 2015 and December 31, 2014 was primarily due to changes in the balance sheet mix, offset by certain prepayments of some of the Company’s long term borrowing positions, and a change in the assumptions with regards to repricing of money market deposits in a rising rate environment thesewhich the Company included in the first quarter of 2015.

Under most rising interest rate floors also serveenvironments, the Company would expect some customers to lessen the full benefit ofmove balances in demand deposits into higher interest rates. As of December 31, 2014 and 2013, the Company’s estimated changes in net interest income and net portfolio value were within the ranges established by the Board of Directors.
interest-bearing deposits such as money market, savings, or time deposits. The Company’s primary analytical tool to gauge interest rate sensitivity is a simulation model used by many major banks and bank regulators, and is based on the actual maturity and repricing characteristics of interest-ratemodels are particularly sensitive assets and liabilities. The model attempts to predict changes in the yields earned on assets and the rates paid on liabilities in relation to changes in market interest rates. As an enhancement to the primary simulation model, prepayment assumptions and market ratesassumption about the rate of interest provided by independent broker/dealer quotations, an independent pricing model and other available public sources are incorporated into the model. Adjustments are made to reflect the shift in the Treasury and other appropriate yield curves. The model also factors in projections of anticipated activity levels by product line and takes into account the Company’s increased ability to control rates offered on deposit products in comparison to the Company’s ability to control rates on adjustable-rate loans tied to the published indices.

56



such migration. The following table presents the outstanding principal balancesCompany’s net interest income sensitivity as of December 31, 2015 for the +100 and +200 interest rate scenarios assuming a $1.00 billion and $2.00 billion demand deposit migration:
 
Change in Interest Rates
(Basis Points)
 Net Interest Income Volatility
 
$1.00 Billion Migration
12 Months
 $2.00 Billion Migration
12 Months
+200 15.6% 12.8%
+100 7.8% 6.0%
 

EVEat Risk

The Company’s EVE at risk increased as of December 31, 2015, compared to December 31, 2014, for both upward interest rate scenarios. In the weighted averagesimulated downward interest rate scenarios, sensitivity increased for both interest rate scenarios. Overall, sensitivity in the downward interest rate scenarios remained relatively flat at (4.2)% and (6.9)% of the base level as of December 31, 2015 in declining rate scenarios of 100 basis points and 200 basis points, respectively. The change in sensitivity between December 31, 2015 and December 31, 2014 was primarily due to general changes in the mix of interest-earning assets and interest-bearing liabilities. In addition, the Bank adjusted the deposit decay assumption as a result of its annual update, which lengthened the deposit life of some of the Bank’s non-maturity deposits. Lower interest rates during the year also contributed to the decline in EVE at risk, as lower interest rates serve to lengthen the life of indeterminate maturity deposits and shorten the life of mortgage-related assets and, together, increase asset sensitivity.


53



The Company’s financial instrumentsnet interest income and EVE profile as of December 31, 2015, as set forth in the net interest income and EVE tables above, reflects an asset sensitive net interest income position and an asset sensitive EVE position in an upward interest rate scenario. However, in a downward rate environment, the Company tends to see lower net interest income and EVE as projected in the volatility table above. The Company is naturally asset sensitive due to its large portfolio of rate-sensitive commercial loans that are funded in part by non-interest bearing and rate-stable core deposits. As a result, if there are no significant changes in the mix of assets and liabilities, the net interest income increases when interest rates increase and decreases when interest rates decrease. As of December 31, 2015, the federal funds target rate was at a range of 0.25% to 0.50% compared to a range of 0% to 0.25% as of December 31, 2014. The information presented belowFurther decline in interest rates are not expected to significantly reduce earning asset yield or liability costs, nor have a meaningful impact on net interest income. As of December 31, 2015 and 2014, the Company showed a slight increase in its sensitivity in a downward 100 and downward 200 basis points decrease in interest rate, respectively. However, given the current low rate environment, this is basednot particularly meaningful. Given the uncertainty of the magnitude, timing and direction of future interest rate movements and the shape of the yield curve, actual results may vary from those predicted by the Company’s model.

Derivatives

It is the Company’s policy not to speculate on the repricing date for variablefuture direction of interest rates or foreign currency exchange rates. However, the Company will, from time to time, enter into derivatives in order to reduce its exposure to market risks, including interest rate instrumentsrisk and the expected maturity date for fixed rate instruments.
Table 19: Expected Maturity for Financial Instruments


Expected Maturity or Repricing Date by Year


Year 1
Year 2
Year 3
Year 4
Year 5
Thereafter
Total


($ in thousands)
Assets:




















CD investments
$481,969
 $
 $
 $
 $
 $
 $481,969
Average yield (fixed rate)
4.13% % % % %  % 4.13%
Short-term investments
$532,379
 $
 $
 $
 $
 $
 $532,379
Weighted average rate
0.47% % % % %  % 0.47%
Securities purchased under resale agreements
$925,000
 $50,000
 $200,000
 $50,000
 $
 $
 $1,225,000
Weighted average rate
1.29% 1.75% 1.70% 2.5% %  % 1.42%
Investment securities
$766,804
 $267,021
 $365,918
 $556,384
 $238,685
 $431,397
 $2,626,209
Weighted average rate
1.73% 2.22% 1.84% 1.56% 1.86% 3.28 % 2.02%
Total covered gross loans
$1,387,049
 $69,179
 $62,875
 $39,285
 $17,751
 $28,802
 $1,604,941
Weighted average rate
4.13% 5.02% 4.85% 4.97% 5.57% 5.87 % 4.27%
Total non-covered gross loans
$16,403,867
 $1,730,498
 $916,312
 $588,982
 $321,565
 $298,446
 $20,259,670
Weighted average rate
3.88% 4.68% 4.97% 4.82% 5.21% 5.96 % 4.09%
Total loans held for sale $45,950
 $
 $
 $
 $
 $
 $45,950
Weighted average rate 8.25% % % % %  % 8.25%
Liabilities:              
Checking deposits
$1,997,386
 $
 $
 $
 $
 $
 $1,997,386
Weighted average rate
0.28% % % % %  % 0.28%
Money market deposits
$6,318,120
 $
 $
 $
 $
 $
 $6,318,120
Weighted average rate
0.24% % % % %  % 0.24%
Savings deposits
$1,651,267
 $
 $
 $
 $
 $
 $1,651,267
Weighted average rate
0.16% % % % %  % 0.16%
Time certificate deposits
$4,902,701
 $482,852
 $234,140
 $202,830
 $163,274
 $126,943
 $6,112,740
Weighted average rate
0.63% 0.86% 1.23% 1.23% 1.16% (0.26)% 0.68%
FHLB advances
$332,000
 $
 $
 $
 $
 $
 $332,000
Weighted average rate
0.58% % % % %  % 0.58%
Securities sold under repurchase agreements (fixed rate)
$495,000
 $
 $
 $
 $
 $
 $495,000
Weighted average rate
4.75% % % % %  % 4.75%
Securities sold under repurchase agreements (variable rate)
$300,000
 $
 $
 $
 $
 $
 $300,000
Weighted average rate
2.77% % % % %  % 2.77%
Junior subordinated debt (variable rate)
$152,641
 $
 $
 $
 $
 $
 $152,641
Weighted average rate
1.82% % % % %  % 1.82%
Other long-term borrowing (variable rate)
$80,000
 $
 $
 $
 $
 $
 $80,000
Weighted average rate 1.81% % % % %  % 1.81%
Expected maturities of assets are contractual maturities adjusted for projected payment based on contractual amortization and unscheduled prepayments of principal as well as repricing frequency. For deposits with stated maturity dates, expected maturities are based on contractual maturity dates. Deposits with no stated maturity dates are assumed to be repriced each month with managed interest rates.foreign currency risk. The Company utilizes assumptions supported by documented analysesbelieves these transactions, when properly structured and managed, may provide a hedge against inherent risk in our assets or liabilities and against risk in specific transactions. Hedging transactions may be implemented using swaps, caps, floors, financial futures, forwards, and options. Prior to entering into any hedging activities, the Company analyzes the costs and benefits of the hedge in comparison to alternative strategies.

As of December 31, 2015 and 2014, the Company had seven cancellable interest rate swaps with original terms between 20 and 25 years. The objective of these interest rate swap contracts, which were designated as fair value hedges, was to obtain low-cost floating rate funding on the Company’s brokered certificate deposits (“CDs”). At December 31, 2015, the swap contracts called for the expected maturitiesCompany to receive a fixed interest rate and pay a variable interest rate. As of December 31, 2015 and 2014, the notional amount of the Company’s loansbrokered CD interest rate swaps was $112.9 million and repricing$132.7 million, respectively. The fair value was a liability of $5.2 million and $9.9 million as of December 31, 2015 and 2014, respectively. During 2015, in order to maintain hedge effectiveness due to the Company’s deposits. The Company also uses prepayment projections for amortizing securities. The actual maturitiesdecline in the CD balance from early withdrawals, a notional amount of these instruments could vary significantly if future prepayments$19.8 million was canceled, the hedges dedesignated and repricing frequencies differ from the Company’s expectations based on historical experience.simultaneously redesignated as new hedges.

The Asset/Liability Committee is authorizedCompany also offers various interest rate derivative products to utilize a wide variety of off-balance sheet financial techniquesclients. When derivative transactions are executed with clients, the derivative contracts are offset by paired trades with registered swap dealers. These contracts allow borrowers to assistlock in attractive intermediate and long term fixed rate financing while not increasing the interest rate risk to the Company. These transactions are not linked to specific Company assets or liabilities in the management of interest rate risk.Consolidated Balance Sheets or to forecasted transactions in a hedge relationship and, therefore, are economic hedges and hedge accounting does not apply.  The Company may electcontracts are marked to use derivative financial instrumentsmarket each reporting period with changes in fair value recorded as part of other noninterest income in the Company’s assetConsolidated Statements of Income. Fair values are determined from verifiable third-party sources that have considerable experience with derivative markets. The Company provides data to the third party source for purposes of calculating the credit valuation component of the fair value measurement of client derivative contracts. As of December 31, 2015 and liability management strategy,2014, the Company had entered into derivative contracts with the overall goal of minimizing the impact ofclients and offsetting derivative contracts with counterparties having a notional balance totaling $6.49 billion and $4.86 billion, respectively. Since these contracts are primarily back-to-back interest rate fluctuations onswaps, the Company’s net exposure as of December 31, 2015 and 2014 to interest marginrate derivative contracts was $110 thousand and stockholders’ equity.$245 thousand liability, respectively.

5754




The Company enters into foreign exchange contracts with its clients and counterparty banks primarily for the purpose of allowing its clients to hedge transactions in foreign currencies from fluctuations in foreign exchange rates and also to allow the Company to economically hedge against foreign exchange fluctuations in certain CDs and loans that it offers to its customers that are denominated in foreign currencies. These transactions are economic hedges and the Company does not apply hedge accounting. The Company’s policies also permit taking proprietary currency positions within approved limits, in compliance with the proprietary trading exemption provided under Section 619 of the Dodd-Frank Act. The Company does not speculate in the foreign exchange markets, and actively manages its foreign exchange exposures within prescribed risk limits and defined controls. As of December 31, 2015 and 2014, the Company’s outstanding foreign exchange contracts that were not designated as hedging instruments, totaled $653.0 million and $680.6 million, respectively. The fair value of the foreign exchange contracts included in other assets and other liabilities totaled $10.2 million and $9.4 million, respectively as of December 31, 2015 and $8.1 million and $9.2 million, respectively as of December 31, 2014.

On November 10, 2015, the Company entered into two foreign exchange contracts, which were designated as net investment hedges to mitigate the risk of adverse changes in the USD-RMB exchange rate to hedge a portion of the Company’s net investment in its subsidiary, East West Bank (China) Limited. As of December 31, 2015, the Company’s currency hedge has a notional value of $560.0 million RMB or $86.6 million USD equivalent with a net positive fair value of $2.4 million USD. The contracts have a weighted average strike price of 6.467 RMB to USD and expire in March 2016.

Additional information on the Company’s derivatives is presented in Note 1 Summary of Significant Accounting Policies, Note 3 Fair Value Measurement and Fair Value of Financial Instruments and Note 7 Derivatives to the Notes to Consolidated Financial Statements in Item 8 of this Report, which is incorporated here by reference.


Critical Accounting Policies and Estimates

Significant accounting policies are described in Note 1Summary of Significant Accounting Policies to the Consolidated Financial Statements presented elsewhere in this report. Some accounting policies, by their nature, are inherently subject to estimation techniques, valuation assumptions and other subjective assessments. In addition, some accounting policies require significant judgment in applying complex accounting principles to individual transactions to determine the most appropriate treatment. The Company has established procedures and processes to facilitate making the judgments necessary to prepare financial statements.
Certain accounting policies are considered to have critical effect on the Company’s Financial Statements in our judgment. The following is a discussion of the critical accounting policies including significant estimates. In each area, the Company has identified the most important variables in the estimation process. The Company has used the best information available to make the estimations necessary for the related assets and liabilities. Actual performance that differs from the Company’s estimates and future changes in the key variables could change future valuations and impact the results of operations.
Fair Value of Financial Instruments
In determining the fair value of financial instruments, the Company uses market prices of the same or similar instruments whenever such prices are available. The Company does not use prices involving distressed sellers in determining fair value. If observable market prices are unavailable or impracticable to obtain, then fair value is estimated using modeling techniques such as discounted cash flow analysis. These modeling techniques incorporate management’s assessments regarding assumptions that market participants would use in pricing the asset or the liability, including assumptions about the risks inherent in a particular valuation technique and the risk of nonperformance.

For a complete discussion on the Company’s fair value hierarchy of financial instruments, fair value measurement techniques and assumptions, and the impact on the Consolidated Financial Statements, please see Note 3 Fair Value Measurement and Fair Value of Financial Instruments to the Consolidated Financial Statements. 


55



Available-for-Sale Investment Securities
The fair value of the available-for-sale investment securities are generally determined by independent external pricing service providers and/or by comparison to an average of quoted market prices obtained from independent external brokers. The Company performs a monthly analysis on the broker quotes and pricing service values received from third parties to ensure that the prices represent a reasonable estimate of the fair value. The procedures include, but are not limited to, initial and on-going review of third party pricing methodologies used for fair value measurement, review of pricing trends, and monitoring of trading volumes. The Company ensures prices received from independent brokers represent a reasonable estimate of the fair value through the use of observable market inputs including comparable trades, yield curves, spreads and, when available, market indices. As a result of this analysis, the price received from the third party is adjusted accordingly if the Company determines that there is a more appropriate fair value based upon the available market data. Prices from third party pricing services are often unavailable for securities that are rarely traded or are traded only in privately negotiated transactions. As a result, certain securities are priced via independent broker quotations which utilize proprietary models with observable market based inputs. Additionally, the majority of these independent broker quotations are non-binding.
The Company considers available information relevant to the collectability of the securities, including information about past events, current conditions, and reasonable and supportable forecasts, when developing the estimate of future cash flows in making its OTTI assessment for its portfolio of trust preferred securities. The Company considers factors such as remaining payment terms of the securities, prepayment speeds, expected defaults, the financial condition of the issuer(s), and the value of any underlying collateral.
PCI Loans
In situations where PCI loans have similar risk characteristics, PCI loans were aggregated into pools to estimate cash flows under ASC 310-30. A pool is accounted for as a single asset with a single interest rate, cumulative loss rate and cash flow expectation. The cash flows expected over the life of the pools are estimated by an internal cash flow model that projects cash flows and calculates the carrying values of the pools, book yields, effective interest income and impairment, if any, based on pool level events. Assumptions as to cumulative loss rates, loss curves and prepayment speeds are utilized to calculate the expected cash flows.
Allowance for Credit Losses
The Company’s methodology to determine the overall appropriateness of the allowance for credit losses is based on a classification migration model with quantitative factors and qualitative considerations. The migration model examines pools of loans having similar characteristics and analyzes their loss rates over a historical period. The Company assigns loss rates to each loan grade within each pool of loans. Loss rates derived by the migration model are based predominantly on historical loss trends that may not be entirely indicative of the actual or inherent loss potential. Additionally, the Company utilizes qualitative and environmental factors as adjusting mechanisms to supplement the historical results of the classification migration model. Qualitative and environmental factors are reflected as percentage adjustments and are added to the historical loss rates derived from the classified asset migration model to determine the appropriate allowance for each loan pool. The evaluation is inherently subjective as it requires estimates that are susceptible to revision as more information becomes available. Additionally, non-classified loans are also considered in the allowance for loan losses calculation and are factored in based on the historical loss experience adjusted for various qualitative factors.

Quantitative factors include the Company’s historical loss experience, delinquency and charge-off trends, collateral values, changes in nonperforming loans, probability of commitment usage, and other factors. Qualitative considerations include, but are not limited to, prevailing economic or market conditions, relative risk profiles of various loan segments, volume concentrations, growth trends, delinquency and nonaccrual status, problem loan trends, geographic concentrations, credit risk factors for loans outstanding to the customers, and the terms and expiration dates of the unfunded credit facilities.
As the Company adds new products, increases the complexity of the loan portfolio, and expands the geographic coverage, the Company will continue to enhance the methodology to keep pace with the size and complexity of the loan portfolio and the changing credit environment. Changes in any of the factors cited above could have a significant impact on the credit loss calculation. The Company believes that the methodologies currently employed continue to be appropriate given the Company’s size and level of complexity. For additional information on allowance for credit losses, please see Note 8 — Loans Receivable and Allowance for Credit Losses to the Consolidated Financial Statements presented elsewhere in this report.


56



Goodwill Impairment
Under ASC 350, Intangibles — Goodwill and Other, goodwill is required to be allocated to reporting units and tested for impairment. The Company tests goodwill for impairment at least annually or more frequently if events or circumstances, such as adverse changes in the business, indicate that there may be justification for conducting an interim test. Impairment testing is performed at the reporting-unit level (which is the same level as the Company’s major operating segments identified in Note 20 — Business Segments to the Consolidated Financial Statements presented elsewhere in this report). The first part of the test is a comparison, at the reporting unit level, of the fair value of each reporting unit to its carrying value, including goodwill. In order to determine the fair value of the reporting units, a combined income approach and market approach is used. Under the income approach, the Company provided a net income projection and a terminal growth rate to calculate the discounted cash flows and the present value of the reporting units. Under the market approach, the fair value is calculated using the current fair values of comparable peer banks of similar size, geographic footprint and focus. The market capitalizations and multiples of these peer banks are used to calculate the market price of the Company and each reporting unit. The fair value is also subject to a control premium adjustment, which is the cost savings that a purchase of the reporting unit could achieve by eliminating duplicative costs. Under the combined income and market approach, the value from each approach is weighted based on management’s perceived risk of each approach to determine the fair value. If the fair value is less than the carrying value, then the second part of the test is needed to measure the amount of goodwill impairment. The implied fair value of the reporting unit goodwill is calculated and compared to the actual carrying value of goodwill recorded within the reporting unit. If the carrying value of reporting unit goodwill exceeds the implied fair value of that goodwill, then the Company would recognize an impairment loss for the amount of the difference, which would be recorded as a charge against net income. For complete disclosure, please see Note 10 — Goodwill and Other Intangible Assets to the Consolidated Financial Statements presented elsewhere in this report.

Income Taxes

The Company examines its Financial Statements, its income tax provision, and its federal and state income tax returns and analyzes its tax positions, including permanent and temporary differences, as well as the major components of income and expense to determine whether a tax benefit is more likely than not to be sustained upon examination by tax authorities. In the event a tax position is not more likely than not to be sustained by the tax authorities, a reserve is established by management.

A valuation allowance is established for deferred tax assets if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. A valuation allowance is established, when necessary, to reduce the deferred tax assets to the amount that is more likely than not to be realized. Management has concluded that it is more likely than not that all of the benefit of the deferred tax assets will be realized, with the exception of the deferred tax assets related to certain state NOLs. Accordingly, a valuation allowance has been recorded for these amounts. The Company believes that adequate provisions have been made for all income tax uncertainties consistent with the standards of ASC 740-10, Income Taxes.
Recently Issued Accounting Standards
For detailed discussion and disclosure on new accounting pronouncements adopted and recent accounting standards, please see Note 1Summary of Significant Accounting Policies to the Consolidated Financial Statements.

ITEM 7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 
For quantitative and qualitative disclosures regarding market risk in ourthe Company’s portfolio, please see “Management’sItem 7. Management’s Discussion and Analysis — Asset Liability and Market Risk Managementof Consolidatedthe Financial Condition and Results of Operations – Asset Liabilityin Part II and Market Risk Management” presented elsewhereNote 7 — Derivatives to the Consolidated Financial Statements in Part IV of this report.

 

57



ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The financial statements of the Company, including the “Report of Independent Registered Public Accounting Firm,” are included in this report immediately following Part IV.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.
 

ITEM 9A.  CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
As of December 31, 2014, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-15(e) and 15d-15(e). Based upon that evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that our disclosure controls and procedures are effective as of December 31, 2014.
Our disclosure controls and procedures are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Our disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

Management’s Annual Report on Internal Control over Financial Reporting
Management of the Company is responsible for establishing and maintaining effective internal control over financial reporting as defined in Rules 13a-15(f) under the Securities Exchange Act of 1934. The Company’s internal control over financial reporting is designed to provide reasonable assurance to the Company’s management and Board of Directors regarding the preparation and fair presentation of published financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.
Management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2014. In making this assessment, management used the criteria set forth in Internal Control – Integrated Framework1992 issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on our assessment, we concluded, as of December 31, 2014, the Company’s internal control over financial reporting is effective based on those criteria.
Changes in Internal Control over Financial Reporting
There have been no changes in our internal control over financial reporting during the year ended December 31, 2014, that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

58



Audit Report of the Company’s Registered Public Accounting Firm
The independent registered public accounting firm of KPMG LLP, as auditors of East West Bancorp’s consolidated financial statements, has issued an audit report on the effectiveness of internal control over financial reporting based on criteria established in Internal Control — Integrated Framework 1992, issued by COSO, which is presented on the following page.



59



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The Board of Directors and Stockholders
East West Bancorp, Inc.:
We have audited East West Bancorp, Inc. and subsidiaries’ (the Company) internal control over financial reporting as of December 31, 2014, based on criteria established in the Internal Control—Integrated Framework1992 issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our opinion, the Company, maintained, in all material respects, effective internal control over financial reporting as of December 31, 2014, based on criteria established in the Internal Control—Integrated Framework 1992 issued by COSO.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of the Company as of December 31, 2014 and 2013, and the related consolidated statements of income, comprehensive income, changes in stockholders’ equity and cash flows for each of the years in the three-year period ended December 31, 2014, and our report dated March 2, 2015 expressed an unqualified opinion on those consolidated financial statements.
/s/KPMG LLP
Los Angeles, California
March 2, 2015

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ITEM 9B.  OTHER INFORMATION
None.
PART III

ITEM 10.  DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
Information concerning directors and executive officers of the Company, to the extent not included under Item 1 under the heading “Executive Officers of the Registrant” appearing at the end of Part I of this report, will appear in the Company’s definitive proxy statement for the 2015 Annual Meeting of Shareholders (the “2015 Proxy Statement”), and such information either shall be (i) deemed to be incorporated herein by reference from the section entitled “ELECTION OF DIRECTORS,” if filed with the SEC pursuant to Regulation 14A not later than 120 days after the end of the Company’s most recently completed fiscal year, or (ii) included in an amendment to this report filed with the SEC on Form 10-K/A not later than the end of such 120 day period. Additionally, information on compensation arrangements for the Board of Directors of the Company is set forth as Exhibit 10.12.
Code of Ethics
The Company has adopted a code of ethics that applies to its principal executive officer, principal financial and accounting officer, controller, and persons performing similar functions. The code of ethics is posted on our internet website at www.eastwestbank.com.
Audit Committee Financial Experts
The Company has determined that all members of the Audit Committee, namely Directors Molly Campbell, Rudolph Estrada, Tak-Chuen Clarence Kwan and Keith Renken are “Audit Committee Financial Experts” as defined under Section 407 of the Sarbanes-Oxley Act of 2002 and the rules promulgated by the SEC in furtherance of Section 407. All members of the Audit Committee are independent of management.

ITEM 11.  EXECUTIVE COMPENSATION
Information concerning executive compensation of the Company’s named executives will appear in the 2015 Proxy Statement, and such information either shall be (i) deemed to be incorporated herein by reference from the sections entitled “DIRECTOR COMPENSATION,” “COMPENSATION OF EXECUTIVE OFFICERS,” “COMPENSATION DISCUSSION AND ANALYSIS,” and “REPORT BY THE COMPENSATION COMMITTEE,” if filed with the SEC pursuant to Regulation 14A not later than 120 days after the end of the Company’s most recently completed fiscal year, or (ii) included in an amendment to this report filed with the SEC on Form 10-K/A not later than the end of such 120 day period.

61



ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Information concerning security ownership of certain beneficial owners and management will appear in the 2015 Proxy Statement, and such information either shall be (i) deemed to be incorporated herein by reference from the sections entitled “BENEFICIAL STOCK OWNERSHIP OF PRINCIPAL STOCKHOLDERS AND MANAGEMENT” if filed with the SEC pursuant to Regulation 14A not later than 120 days after the end of the Company’s most recently completed fiscal year, or (ii) included in an amendment to this report filed with the SEC on Form 10-K/A not later than the end of such 120 day period.

Securities Authorized for Issuance Under Equity Compensation Plans
The following table provides information as of December 31, 2014 regarding equity compensation plans under which equity securities of the Company were authorized for issuance.
 
Number of securities
to be issued upon exercise
of outstanding options,
warrants and rights
(a)
 
Weighted average
exercise price of
outstanding options,
warrants and rights
(b)
 
Number of securities
remaining available for
future issuance under
equity compensation plans
excluding securities
reflected in Column (a)
(c)
Plan Category     
Equity compensation plans approved by security holders42,116
 $20.75
 3,715,327
Equity compensation plans not approved by security holders
 
 
Total42,116
 $20.75
 3,715,327


ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

Information concerning certain relationships and related transactions will appear in the 2015 Proxy Statement, and such information either shall be (i) deemed to be incorporated herein by reference from the section entitled “CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS” and “DIRECTOR INDEPENDENCE/FINANCIAL EXPERTS,”  if filed with the SEC pursuant to Regulation 14A not later than 120 days after the end of the Company’s most recently completed fiscal year, or (ii) included in an amendment to this report filed with the SEC on Form 10-K/A not later than the end of such 120 day period.

ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES
Information concerning principal accountant fees and services will appear in the 2015 Proxy Statement, and such information either shall be (i) deemed to be incorporated herein by reference from the section entitled “INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM,” if filed with the SEC pursuant to Regulation 14A not later than 120 days after the end of the Company’s most recently completed fiscal year, or (ii) included in an amendment to this report filed with the SEC on Form 10-K/A not later than the end of such 120 day period.


62



PART IV
ITEM 15.  EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a)(1) Financial Statements
The following financial statements included in the registrant’s 2014 Annual Report to Shareholders are included. Page number references are to the 2014 Annual Report to Shareholders.
Page
East West Bancorp, Inc. and Subsidiaries:
(a)(2) Financial Statement Schedules
Schedules have been omitted because they are not applicable, not material or because the information is included in the consolidated financial statements or the notes thereto.
(a)(3) Exhibits

The exhibits filed as part of this report and exhibits incorporated herein by reference to other documents are listed in the Exhibit Index of this report.

63



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
The Board of Directors and Stockholders

East West Bancorp, Inc.:
 
We have audited the accompanying consolidated balance sheetsConsolidated Balance Sheets of East West Bancorp, Inc. and subsidiaries (the Company) as of December 31, 20142015 and 2013,2014, and the related consolidated statementsConsolidated Statements of income, comprehensive income, changesIncome, Comprehensive Income, Changes in stockholders’ equity,Stockholders’ Equity, and cash flowsCash Flows for each of the years in the three-year period ended December 31, 2014.2015. These consolidated financial statementsConsolidated Financial Statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statementsConsolidated Financial Statements based on our audits.
 
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the consolidated financial statementsConsolidated Financial Statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 20142015 and 2013,2014, and the results of their operations and their cash flows for each of the years in the three-year period ended December 31, 2014,2015, in conformity with U.S. generally accepted accounting principles.
 
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the Company’s internal control over financial reporting as of December 31, 2014,2015, based on criteria established in the Internal Control-Integrated Framework 19922013 issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report dated March 2, 2015February 26, 2016 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.
 
/s/ KPMG LLP
 
Los Angeles, California

March 2, 2015February 26, 2016



6458



EAST WEST BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)$ in thousands)
  December 31,
  2014 2013
ASSETS    
Cash and cash equivalents $1,039,885
 $895,820
Short-term investments 338,714
 257,473
Securities purchased under resale agreements 1,225,000
 1,300,000
Investment securities available-for-sale, at fair value 2,626,365
 2,733,797
Loans held for sale 45,950
 204,970
Non-covered loans (net of allowance for loan losses of $258,174 in 2014 and $241,930 in 2013) 19,994,081
 15,412,715
Covered loans (net of allowance for loan losses of $3,505 in 2014 and $7,745 in 2013) 1,474,189
 2,187,898
Total loans receivable, net 21,468,270
 17,600,613
FDIC indemnification asset, net 
 74,708
Other real estate owned, net 27,612
 18,900
Other real estate owned covered, net 4,499
 21,373
Total other real estate owned 32,111
 40,273
Investment in Federal Home Loan Bank stock, at cost 31,239
 62,330
Investment in Federal Reserve Bank stock, at cost 54,451
 48,333
Investment in affordable housing partnerships, net 178,652
 164,776
Premises and equipment (net of accumulated depreciation of $85,409 in 2014 and $69,768 in 2013) 180,900
 177,710
Premiums on deposits acquired, net 45,309
 46,920
Goodwill 469,433
 337,438
Other assets 1,001,770
 784,907
TOTAL $28,738,049
 $24,730,068
LIABILITIES AND STOCKHOLDERS’ EQUITY  
  
Customer deposit accounts:  
  
Noninterest-bearing $7,381,030
 $5,821,899
Interest-bearing 16,627,744
 14,591,019
Total deposits 24,008,774
 20,412,918
Securities sold under repurchase agreements 795,000
 995,000
Payable to FDIC, net 96,106
 
Federal Home Loan Bank advances 317,241
 315,092
Long-term debt 225,848
 226,868
Accrued expenses and other liabilities 444,512
 415,965
Total liabilities 25,887,481
 22,365,843
COMMITMENTS AND CONTINGENCIES (Note 15)    
STOCKHOLDERS’ EQUITY    
Common stock, $0.001 par value, 200,000,000 shares authorized; 163,772,218 and 163,098,008 shares issued in 2014 and 2013, respectively; 143,582,229 and 137,630,896 shares outstanding in 2014 and 2013, respectively. 164
 163
Additional paid in capital 1,677,767
 1,571,670
Retained earnings 1,598,598
 1,360,130
Treasury stock, at cost—20,189,989 shares in 2014 and 25,467,112 shares in 2013. (430,198) (537,279)
Accumulated other comprehensive income (loss), net of tax 4,237
 (30,459)
Total stockholders’ equity 2,850,568
 2,364,225
TOTAL $28,738,049
 $24,730,068
 
  December 31,
  2015 2014
ASSETS    
Cash and cash equivalents $1,360,887
 $1,039,885
Short-term investments 299,916
 338,714
Securities purchased under resale agreements (“resale agreements”) 1,600,000
 1,225,000
Available-for-sale investment securities, at fair value 3,773,226
 2,626,617
Loans held for sale 31,958
 45,950
Loans held-for-investment (net of allowance for loan losses of $264,959 in 2015 and $261,679 in 2014) 23,378,789
 21,468,270
Investment in Federal Home Loan Bank (“FHLB”) stock, at cost 28,770
 31,239
Investment in Federal Reserve Bank stock, at cost 54,932
 54,451
Investments in qualified affordable housing partnerships, net (1)
 193,978
 178,962
Premises and equipment (net of accumulated depreciation of $100,060 in 2015 and $85,409 in 2014) 166,993
 180,900
Goodwill 469,433
 469,433
Other assets (1)
 992,040
 1,084,171
TOTAL (1)
 $32,350,922
 $28,743,592
LIABILITIES  
  
Customer deposits:  
  
Noninterest-bearing $8,656,805
 $7,381,030
Interest-bearing 18,819,176
 16,627,744
Total deposits 27,475,981
 24,008,774
FHLB advances 1,019,424
 317,241
Securities sold under repurchase agreements (“repurchase agreements”) 
 795,000
Long-term debt 206,084
 225,848
Accrued expenses and other liabilities 526,483
 540,618
Total liabilities 29,227,972
 25,887,481
COMMITMENTS AND CONTINGENCIES (Note 14) 

 

STOCKHOLDERS’ EQUITY    
Common stock, $0.001 par value, 200,000,000 shares authorized; 164,246,517 and 163,772,218 shares issued in 2015 and 2014, respectively. 164
 164
Additional paid in capital 1,701,295
 1,677,767
Retained earnings (1)
 1,872,594
 1,604,141
Treasury stock at cost—20,337,284 shares in 2015 and 20,189,989 shares in 2014. (436,162) (430,198)
Accumulated other comprehensive (loss) income (“AOCI”), net of tax (14,941) 4,237
Total stockholders’ equity (1)
 3,122,950
 2,856,111
TOTAL (1)
 $32,350,922
 $28,743,592
 
(1)
Prior period was restated to reflect the retrospective application of adopting the new accounting guidance related to the Company’s investments in qualified affordable housing projects Accounting Standards Update (“ASU”) 2014-01. Please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the Consolidated Financial Statements for additional information.













See accompanying notesNotes to consolidated financial statements.Consolidated Financial Statements.

6559



EAST WEST BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In$ in thousands, except per share data)data, shares in thousands)
  Year Ended December 31,
  2014 2013 2012
INTEREST AND DIVIDEND INCOME  
  
  
Loans receivable, including fees $1,059,205
 $979,394
 $945,530
Investment securities 44,684
 43,846
 58,184
Securities purchased under resale agreements 20,323
 21,236
 20,392
Investment in Federal Home Loan Bank and Federal Reserve Bank stock 6,272
 6,869
 4,673
Due from banks and short-term investments 23,214
 17,340
 22,316
Total interest and dividend income 1,153,698
 1,068,685
 1,051,095
INTEREST EXPENSE  
  
  
Customer deposit accounts 65,486
 63,496
 75,895
Federal Home Loan Bank advances 4,116
 4,173
 6,248
Securities sold under repurchase agreements 38,395
 41,381
 46,166
Long-term debt 4,823
 3,436
 3,855
Other borrowings 
 6
 4
Total interest expense 112,820
 112,492
 132,168
Net interest income before provision for loan losses 1,040,878
 956,193
 918,927
Provision for loan losses on non-covered loans 44,125
 18,336
 60,168
Provision for loan losses on covered loans 5,033
 4,028
 5,016
Net interest income after provision for loan losses 991,720
 933,829
 853,743
NONINTEREST (LOSS) INCOME  
  
  
Impairment loss on investment securities 
 
 (5,165)
Less: Noncredit-related impairment loss recorded in other comprehensive income 
 
 5,066
Net impairment loss on investment securities recognized in earnings 
 
 (99)
Changes in FDIC indemnification asset and receivable/payable (201,417) (228,585) (122,251)
Branch fees 37,866
 32,036
 30,906
Net gains on sales of investment securities 10,851
 12,089
 757
Letters of credit fees and commissions 25,941
 22,116
 19,104
Ancillary loan fees 10,616
 9,368
 8,831
Foreign exchange income 11,381
 12,658
 7,166
Net gains on sales of loans 39,132
 7,750
 17,045
Dividend and other investment income 5,464
 993
 (439)
Other commission and fee income 29,419
 20,400
 16,349
Other operating income 19,033
 18,707
 17,013
Total noninterest loss (11,714) (92,468) (5,618)
NONINTEREST EXPENSE  
  
  
Compensation and employee benefits 231,838
 175,906
 171,374
Occupancy and equipment expense 63,815
 56,641
 55,475
Amortization of investments in affordable housing partnerships
  and other tax credit investments
 75,660
 27,268
 18,058
Amortization of premiums on deposits acquired 10,204
 9,365
 10,906
Deposit insurance premiums and regulatory assessments 21,922
 16,550
 14,130
Loan related expenses 3,438
 12,520
 14,987
Other real estate owned (income) expense (3,591) (1,128) 22,349
Legal expense 53,018
 31,718
 25,441
Data processing 15,888
 9,095
 9,231
Other operating expense 92,359
 77,576
 80,582
Total noninterest expense 564,551
 415,511
 422,533
INCOME BEFORE TAXES 415,455
 425,850
 425,592
PROVISION FOR INCOME TAXES 72,972
 130,805
 143,942
NET INCOME 342,483
 295,045
 281,650
PREFERRED STOCK DIVIDENDS 
 3,428
 6,857
NET INCOME AVAILABLE TO COMMON STOCKHOLDERS $342,483
 $291,617
 $274,793
EARNINGS PER SHARE AVAILABLE TO COMMON STOCKHOLDERS      
BASIC $2.39
 $2.11
 $1.92
DILUTED $2.38
 $2.10
 $1.89
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING      
BASIC 142,952
 137,342
 141,457
DILUTED 143,563
 139,574
 147,175
DIVIDENDS DECLARED PER COMMON SHARE $0.72
 $0.60
 $0.40
 
  Year Ended December 31,
  2015 2014 2013
INTEREST AND DIVIDEND INCOME  
  
  
Loans receivable, including fees $968,625
 $1,059,205
 $979,394
Available-for-sale investment securities 41,375
 44,684
 43,846
Resale agreements 19,799
 20,323
 21,236
Investment in FHLB and Federal Reserve Bank stock 6,077
 6,272
 6,869
Due from banks and short-term investments 17,939
 23,214
 17,340
Total interest and dividend income 1,053,815
 1,153,698
 1,068,685
INTEREST EXPENSE  
  
  
Customer deposits 73,505
 65,486
 63,496
Short-term borrowings 58
 
 6
FHLB advances 4,270
 4,116
 4,173
Repurchase agreements 20,907
 38,395
 41,381
Long-term debt 4,636
 4,823
 3,436
Total interest expense 103,376
 112,820
 112,492
Net interest income before provision for credit losses 950,439
 1,040,878
 956,193
Provision for credit losses 14,217
 49,158
 22,364
Net interest income after provision for credit losses 936,222
 991,720
 933,829
NONINTEREST INCOME (LOSS)  
  
  
Branch fees 39,495
 37,866
 32,036
Letters of credit fees and foreign exchange income 38,985
 37,323
 34,774
Ancillary loan fees 15,029
 10,616
 9,368
Wealth management fees 18,268
 16,162
 10,878
Derivative commission income 16,193
 12,753
 8,813
Changes in Federal Deposit Insurance Corporation (“FDIC”)
 indemnification asset and receivable/payable
 (37,980) (201,417) (228,585)
Net gains on sales of loans 24,874
 39,132
 7,750
Net gains on sales of available-for-sale investment securities 40,367
 10,851
 12,089
Other fees and other operating income 28,152
 25,000
 20,409
Total noninterest income (loss) 183,383
 (11,714) (92,468)
NONINTEREST EXPENSE  
  
  
Compensation and employee benefits 262,193
 231,838
 175,906
Occupancy and equipment expense 61,292
 63,815
 56,641
Amortization of tax credit and other investments (1)
 36,120
 44,092
 5,973
Amortization of premiums on deposits acquired 9,234
 10,204
 9,365
Deposit insurance premiums and regulatory assessments 18,772
 21,922
 16,550
Deposit related expenses 9,582
 7,536
 6,536
Other real estate owned (“OREO”) income (8,914) (3,591) (1,128)
Legal expense 16,373
 53,018
 31,718
Data processing 10,185
 15,888
 9,095
Consulting expense 17,234
 8,511
 6,446
Repurchase agreements’ extinguishment costs 21,818
 
 
Other operating expense 86,995
 79,750
 77,113
Total noninterest expense (1)
 540,884
 532,983
 394,215
INCOME BEFORE INCOME TAXES (1)
 578,721
 447,023
 447,146
INCOME TAX EXPENSE (1)
 194,044
 101,145
 153,822
NET INCOME (1)
 384,677
 345,878
 293,324
PREFERRED STOCK DIVIDENDS 
 
 3,428
NET INCOME AVAILABLE TO COMMON STOCKHOLDERS (1)
 $384,677
 $345,878
 $289,896
EARNINGS PER SHARE AVAILABLE TO COMMON STOCKHOLDERS      
BASIC (1)
 $2.67
 $2.42
 $2.10
DILUTED (1)
 $2.66
 $2.41
 $2.09
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING      
BASIC 143,818
 142,952
 137,342
DILUTED 144,512
 143,563
 139,574
DIVIDENDS DECLARED PER COMMON SHARE $0.80
 $0.72
 $0.60
 
(1)
Prior periods were restated to reflect the retrospective application of adopting the new accounting guidance related to the Company’s investments in qualified affordable housing projects ASU 2014-01. Please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the Consolidated Financial Statements for additional information.


See accompanying notesNotes to consolidated financial statements.Consolidated Financial Statements.

6660



EAST WEST BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In$ in thousands)
  Year Ended December 31,
  2014 2013 2012
Net income $342,483
 $295,045
 $281,650
Other comprehensive income (loss), net of tax:      
Net change in unrealized gains (losses) on investment securities
  available-for-sale
 34,714
 (35,181) 42,429
Noncredit-related impairment loss on securities 
 
 (2,938)
Foreign currency translation adjustments 
 
 (900)
Net change in unrealized (losses) gains on other investments (18) 53
 18
Other comprehensive income (loss) 34,696
 (35,128) 38,609
COMPREHENSIVE INCOME $377,179
 $259,917
 $320,259
 
  Year Ended December 31,
  2015 2014 2013
Net income (1)
 $384,677
 $345,878
 $293,324
Other comprehensive (loss) income, net of tax:      
Net change in unrealized (losses) gains on available-for-sale investment securities (10,381) 34,696
 (35,128)
Foreign currency translation adjustments (8,797) 
 
Other comprehensive (loss) income (19,178) 34,696
 (35,128)
COMPREHENSIVE INCOME (1)
 $365,499
 $380,574
 $258,196
 
(1)
Prior periods were restated to reflect the retrospective application of adopting the new accounting guidance related to the Company’s investments in qualified affordable housing projects ASU 2014-01. Please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the Consolidated Financial Statements for additional information.



















































See accompanying notesNotes to consolidated financial statements.Consolidated Financial Statements.

6761



EAST WEST BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(In$ in thousands, except share data)
  
Additional
Paid In
Capital
Preferred
Stock
 
Common
Stock
 
Additional
Paid In
Capital
Common
Stock
 
Retained
Earnings
 
Treasury
Stock
 
Accumulated
Other
Comprehensive
(Loss)Income,
Net of Tax
 
Total
Stockholders’
Equity
BALANCE, JANUARY 1, 2012 $83,027
 $157
 $1,443,883
 $934,617
 $(116,001) $(33,940) $2,311,743
Net income 
 
 
 281,650
 
 
 281,650
Other comprehensive income 
 
 
 
 
 38,609
 38,609
Stock compensation costs 
 
 12,668
 
 
 
 12,668
Tax benefit from stock compensation plans, net 
 
 462
 
 
 
 462
Issuance of 336,031 shares of common stock pursuant to various stock compensation plans and agreements 
 
 3,821
 
 
 
 3,821
Issuance of 26,151 shares pursuant to Director retainer fee 
 
 570
 
 
 
 570
Cancellation of 190,634 shares of common stock due to forfeitures of issued restricted stock 
 
 3,335
 
 (3,335) 
 
137,258 shares of restricted stock surrendered due to employee tax liability 
 
 
 
 (3,012) 
 (3,012)
Preferred stock dividends 
 
 
 (6,857) 
 
 (6,857)
Common stock dividends 
 
 
 (57,582) 
 
 (57,582)
Purchase 9,068,105 shares of treasury stock pursuant to the Stock Repurchase Plan 
 
 
 
 (199,950) 
 (199,950)
BALANCE, DECEMBER 31, 2012 $83,027
 $157
 $1,464,739
 $1,151,828
 $(322,298) $4,669
 $2,382,122
Net income 
 
 
 295,045
 
 
 295,045
Other comprehensive loss 
 
 
 
 
 (35,128) (35,128)
Stock compensation costs 
 
 13,548
 
 
 
 13,548
Tax benefit from stock compensation plans, net 
 
 5,522
 
 
 
 5,522
Issuance of 323,737 shares of common stock pursuant to various stock compensation plans and agreements 
 
 3,054
 
 
 
 3,054
Issuance of 19,998 shares pursuant to Director retainer fee 
 
 630
 
 
 
 630
Cancellation of 65,686 shares of common stock due to forfeitures of issued restricted stock 
 
 1,156
 
 (1,156) 
 
508,518 shares of restricted stock surrendered due to employee tax liability 
 
 
 
 (13,833) 
 (13,833)
Preferred stock dividends 
 
 
 (3,428) 
 
 (3,428)
Common stock dividends 
 
 
 (83,315) 
 
 (83,315)
Conversion of 85,710 shares of Series A preferred stock into 5,594,080 shares of common stock (83,027) 6
 83,021
 
 
 
 
Purchase 8,026,807 shares of treasury stock pursuant to the Stock Repurchase Plan 
 
 
 
 (199,992) 
 (199,992)
BALANCE, DECEMBER 31, 2013 $
 $163
 $1,571,670
 $1,360,130
 $(537,279) $(30,459) $2,364,225
Net income 
 
 
 342,483
 
 
 342,483
Other comprehensive income 
 
 
 
 
 34,696
 34,696
Stock compensation costs 
 
 13,883
 
 
 
 13,883
Tax benefit from stock compensation plans, net 
 
 6,513
 
 
 
 6,513
Issuance of 655,301 shares of common stock pursuant to various stock compensation plans and agreements 
 1
 6,793
 
 
 
 6,794
Issuance of 18,909 shares pursuant to Director retainer fee 
 
 630
 
 
 
 630
Cancellation of 20,017 shares of common stock due to forfeitures of issued restricted stock 
 
 379
 
 (379) 
 
285,953 shares of restricted stock surrendered due to employee tax liability 
 
 
 
 (10,326) 
 (10,326)
Common stock dividends 
 
 
 (104,015) 
 
 (104,015)
Issuance of 5,583,093 shares pursuant to MetroCorp acquisition 
 
 73,044
 
 117,786
 
 190,830
Warrant acquired pursuant to MetroCorp acquisition 
 
 4,855
 
 
 
 4,855
BALANCE, DECEMBER 31, 2014 $
 $164
 $1,677,767
 $1,598,598
 $(430,198) $4,237
 $2,850,568
               
 
  Preferred Stock and Additional Paid-in Capital Common Stock and Additional Paid-in Capital 
Retained
Earnings
 
Treasury
Stock
 
AOCI,
net of tax
 
Total
Stockholders’
Equity
  Shares Amount Shares Amount    
BALANCE, JANUARY 1, 2013 (1)
 85,710
 $83,027
 140,294,092
 $1,464,896
 $1,155,697
 $(322,298) $4,669
 $2,385,991
Net income (1)
 
 
 
 
 293,324
 
 
 293,324
Other comprehensive loss 
 
 
 
 
 
 (35,128) (35,128)
Stock compensation costs 
 
 
 13,548
 
 
 
 13,548
Tax benefit from stock compensation plans, net 
 
 
 5,522
 
 
 
 5,522
Net activity of common stock pursuant to various stock compensation plans and agreements 
 
 (230,469) 4,840
 
 (14,989) 
 (10,149)
Preferred stock dividends 
 
 
 
 (3,428) 
 
 (3,428)
Common stock dividends 
 
 
 
 (83,315) 
 
 (83,315)
Conversion of Series A preferred stock into common stock (85,710) (83,027) 5,594,080
 83,027
 
 
 
 
Purchase of treasury stock pursuant to the Stock Repurchase Plan 
 
 (8,026,807) 
 
 (199,992) 
 (199,992)
BALANCE, DECEMBER 31, 2013 (1)
 
 $
 137,630,896
 $1,571,833
 $1,362,278
 $(537,279) $(30,459) $2,366,373
Net income (1)
 
 
 
 
 345,878
 
 
 345,878
Other comprehensive income 
 
 
 
 
 
 34,696
 34,696
Stock compensation costs 
 
 
 13,883
 
 
 
 13,883
Tax benefit from stock compensation plans, net 
 
 
 6,513
 
 
 
 6,513
Net activity of common stock pursuant to various stock compensation plans and agreements 
 
 368,240
 7,803
 
 (10,705) 
 (2,902)
Common stock dividends 
 
 
 
 (104,015) 
 
 (104,015)
Issuance of common stock pursuant to MetroCorp Bancshares, Inc. (“MetroCorp”) acquisition 
 
 5,583,093
 73,044
 
 117,786
 
 190,830
Warrant acquired pursuant to MetroCorp acquisition 
 
 
 4,855
 
 
 
 4,855
BALANCE, DECEMBER 31, 2014 (1)
 
 $
 143,582,229
 $1,677,931
 $1,604,141
 $(430,198) $4,237
 $2,856,111
Net income 
 
 
 
 384,677
 
 
 384,677
Other comprehensive loss 
 
 
 
 
 
 (19,178) (19,178)
Stock compensation costs 
 
 
 16,502
 
 
 
 16,502
Tax benefit from stock compensation plans, net 
 
 
 3,291
 
 
 
 3,291
Net activity of common stock pursuant to various stock compensation plans and agreements 
 
 327,004
 3,735
 
 (5,964) 
 (2,229)
Common stock dividends 
 
 
 
 (116,224) 
 
 (116,224)
BALANCE, DECEMBER 31, 2015 
 $
 143,909,233
 $1,701,459
 $1,872,594
 $(436,162) $(14,941) $3,122,950
 
(1)
Prior periods were restated to reflect the retrospective application of adopting the new accounting guidance related to the Company’s investments in qualified affordable housing projects ASU 2014-01. Please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the Consolidated Financial Statements for additional information.








See accompanying notesNotes to consolidated financial statements.Consolidated Financial Statements.

6862



EAST WEST BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In$ in thousands)
 Year Ended December 31, Year Ended December 31,
 2014 2013 2012 2015 2014 2013
CASH FLOWS FROM OPERATING ACTIVITIES  
  
  
  
  
  
Net income $342,483
 $295,045
 $281,650
Net income (1)
 $384,677
 $345,878
 $293,324
Adjustments to reconcile net income to net cash provided by operating activities:  
  
  
  
  
  
Depreciation and amortization 127,625
 101,169
 82,536
Depreciation and amortization (1)
 80,583
 96,057
 79,873
(Accretion) of discount and amortization of premiums, net (184,318) (245,665) (233,607) (63,770) (184,318) (245,665)
Changes in FDIC indemnification asset and receivable/payable 201,417
 228,585
 122,251
 37,980
 201,417
 228,585
Stock compensation costs 13,883
 13,548
 12,668
 16,502
 13,883
 13,548
Deferred tax expenses (154,612) (45,028) (12,650)
Deferred tax expenses (benefit) 261,214
 (147,868) (42,836)
Tax benefit from stock compensation plans, net (6,513) (5,522) (462) (3,291) (6,513) (5,522)
Provision for loan losses 49,158
 22,364
 65,184
Impairment on other real estate owned 2,923
 3,849
 16,035
Net gain on sales of investment securities, loans and other assets (64,039) (30,224) (28,165)
Provision for credit losses 14,217
 49,158
 22,364
Net gains on sales of loans (24,874) (39,132) (7,750)
Net gains on sales of available-for-sale investment securities (40,367) (10,851) (12,089)
Net gains on sales of OREO and premises and equipment (14,646) (14,056) (10,385)
Originations and purchases of loans held for sale (92,475) (99,688) (103,059) (623) (92,475) (99,688)
Proceeds from sales and paydowns/payoffs in loans held for sale 288,706
 44,627
 25,516
 3,174
 288,706
 44,627
Repurchase agreements’ extinguishment costs 21,818
 
 
Net (payments to) proceeds from FDIC shared-loss agreements (1,343) 55,826
 76,094
 (132,999) (1,343) 55,826
Net change in accrued interest receivable and other assets (88,901) 20,526
 (35,065)
Net change in accrued interest receivable and other assets (1)
 (86,643) (67,472) 53,405
Net change in accrued expenses and other liabilities (38,586) 69,581
 15,086
 16,785
 (38,586) 57,527
Other net operating activities (2,510) (3,148) 3,514
 (113) 413
 701
Total adjustments 50,415
 130,800
 5,876
Total adjustments (1)
 84,947
 47,020
 132,521
Net cash provided by operating activities 392,898
 425,845
 287,526
 469,624
 392,898
 425,845
CASH FLOWS FROM INVESTING ACTIVITIES  
  
  
  
  
  
Acquisitions, net of cash paid 138,465
 
 
 
 138,465
 
Net (increase) decrease in:  
  
  
  
  
  
Loans (3,396,728) (2,458,694) (337,685)
Loans receivable (3,512,004) (3,396,728) (2,458,694)
Short-term investments (81,241) 108,905
 (304,544) 30,140
 (81,241) 108,905
Securities purchased under resale agreements (125,000) 150,000
 (663,566)
Investments in qualified affordable housing partnerships, tax credit and other investments (95,074) (87,925) (42,149)
Purchases of:  
  
  
  
  
  
Investment securities available-for-sale (960,135) (1,316,764) (1,835,823)
Resale agreements (1,675,000) (925,000) (450,000)
Available-for-sale investment securities (3,547,193) (960,135) (1,316,764)
Loans receivable (20,783) (680,821) (461,878) (49,458) (20,783) (680,821)
Premises and equipment (11,853) (88,108) (10,280) (6,555) (11,853) (88,108)
Investments in affordable housing partnerships and other tax credit investments (87,925) (42,149) (57,831)
Proceeds from sale of:  
  
  
  
  
  
Investment securities available-for-sale 623,689

663,569

1,230,134
Loans originated for investment 856,434
 370,171
 414,878
Other real estate owned 70,936
 64,312
 100,547
Premises and equipment 2,343
 6,061
 18,914
Repayments, maturities and redemptions of investment securities available-for-sale 554,742
 444,057
 1,119,098
Redemption of Federal Home Loan Bank stock 33,801
 44,945
 29,622
Available-for-sale investment securities 1,669,334

623,689

663,569
Loans receivable 1,722,665
 856,434
 370,171
OREO 41,050
 70,936
 64,312
Paydowns and maturities of resale agreements 1,050,000
 800,000
 600,000
Repayments, maturities and redemptions of available-for-sale investment securities 734,934
 554,742
 444,057
Redemption of FHLB stock 13,086
 33,801
 44,945
Surrender of life insurance policies 49,480
 
 
 156
 49,480
 
Other net investing activities (6,118) (330) (491) (3,962) (3,775) 5,731
Net cash used in investing activities (2,359,893) (2,734,846) (758,905) (3,627,881) (2,359,893) (2,734,846)
CASH FLOWS FROM FINANCING ACTIVITIES  
  
  
  
  
  
Net increase (decrease) in:  
  
  
  
  
  
Deposits 2,277,007
 2,103,564
 856,352
 3,492,603
 2,277,007
 2,103,564
Short-term borrowings 
 (20,000) (5,208) 
 
 (20,000)
Securities sold under repurchase agreements (25,000) 
 
Proceeds from:  
  
  
  
  
  
Increase in long-term borrowings 
 100,000
 
 
 
 100,000
FHLB advances 700,000
 
 
Issuance of common stock pursuant to various stock plans and agreements 6,794
 3,054
 3,821
 2,835
 6,794
 3,054
Payments for:  
  
  
  
  
  
Repayment of FHLB advances (10,000) 
 (100,857) 
 (10,000) 
Modification of Federal Home Loan Bank advances 
 
 (48,190)
Repayment of long-term debt (30,310) (10,310) (75,000) (20,000) (30,310) (10,310)
Extinguishment of repurchase agreements (566,818) (25,000) 
Repurchase of vested shares due to employee tax liability (10,326) (13,833) (3,012) (5,964) (10,326) (13,833)
Repurchase of shares of treasury stock pursuant to the Stock Repurchase Plan 
 (199,992) (199,950) 
 
 (199,992)
Cash dividends (103,618) (86,290) (64,218) (115,641) (103,618) (86,290)
Tax benefit from stock compensation plans, net 6,513
 5,522
 462
 3,291
 6,513
 5,522
Net cash provided by financing activities 2,111,060
 1,881,715
 364,200
 3,490,306
 2,111,060
 1,881,715
Effect of exchange rate changes on cash and cash equivalents 
 
 (900) (11,047) 
 
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 144,065
 (427,286) (108,079) 321,002
 144,065
 (427,286)
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 895,820
 1,323,106
 1,431,185
 1,039,885
 895,820
 1,323,106
CASH AND CASH EQUIVALENTS, END OF YEAR $1,039,885
 $895,820
 $1,323,106
 $1,360,887
 $1,039,885
 $895,820
SUPPLEMENTAL CASH FLOW INFORMATION:  
  
  
Cash paid during the year for:  
  
  
Interest $112,695
 $112,169
 $136,760
Income tax payments, net of refunds $321,177
 $142,980
 $183,398
Noncash investing and financing activities:  
  
  
Loans transferred to loans held for sale, net $837,389
 $97,065
 $144,131
Transfers to other real estate owned $47,547
 $43,989
 $81,605
Conversion of preferred stock to common stock $
 $83,027
 $
Loans to facilitate sales of other real estate owned $2,000
 $139
 $6,380
Loans to facilitate sales of loans $
 $
 $1,018
Issuance of common stock related to acquisition $190,830
 $
 $
(1)
Prior periods were restated to reflect the retrospective application of adopting the new accounting guidance related to the Company’s investments in qualified affordable housing projects ASU 2014-01. Please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the Consolidated Financial Statements for additional information.
See accompanying Notes to Consolidated Financial Statements.

63



EAST WEST BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
($ in thousands)
 
  Year Ended December 31,
  2015 2014 2013
SUPPLEMENTAL CASH FLOW INFORMATION:      
Cash paid during the year for:  
  
  
Interest $105,831
 $112,695
 $112,169
Income tax (refunds) payments $(18,601) $321,177
 $142,980
Noncash investing and financing activities:  
  
  
Loans transferred to loans held for sale, net $1,686,294
 $837,389
 $97,065
Transfers to OREO $9,296
 $47,547
 $43,989
Conversion of preferred stock to common stock $
 $
 $83,027
Loans to facilitate sales of OREO $1,750
 $2,000
 $139
Issuance of common stock related to acquisition $
 $190,830
 $
 



















































See accompanying notesNotes to consolidated financial statements.Consolidated Financial Statements.

6964



EAST WEST BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 
NOTE 1 SUMMARY OF OPERATIONS AND SIGNIFICANT ACCOUNTING POLICIES
OPERATIONS SUMMARY
 
East West Bancorp, Inc. (referred to herein on an unconsolidated basis as “East West” and on a consolidated basis as the “Company”) is a registered bank holding company that offers a full range of banking services to individuals and small to mid-size businesses through its subsidiary bank, East West Bank and its subsidiaries (“East West Bank” or the “Bank”). The Bank is the Company’s principal asset. As of December 31, 2014,2015, the Bank operatesCompany operated over 130 locations worldwide, included in the United States markets of California, Georgia, Massachusetts, Nevada, New York, Massachusetts, Texas and Washington. The Bank’sIn Greater China, the Company’s presence includes five full-service branches in the Greater China, located in Hong Kong, two in Shanghai, including one in the ShanghaiChina (Shanghai) Pilot Free Trade Zone, Shantou and Shenzhen. The Bank also hasShenzhen, and five representative offices in Greater China located in Beijing, Chongqing, Guangzhou, XiamenTaipei and Taiwan.Xiamen.

The Bank focuses on commercial lending, including commercial real estate (“CRE”) loans, commercial business loans and trade finance loans. The Bank also provides financing for residential loans including single-family loans, home equity lines of credit (“HELOCs”) and multifamily loans. In addition, the Bank provides financing for construction development loans. The Bank’s revenues are derived from providing financing for residential and CRE and business customers, as well as investing activities. Funding for lending and investing activities is obtained through acceptance of customer deposits, Federal Home Loan Bank (“FHLB”) advances and other borrowing activities.
SIGNIFICANT ACCOUNTING POLICIES
 
Basis of Presentation — The consolidated financial statements are prepared in accordanceaccounting and reporting policies of the Company conform with accounting principles generally accepted in the United States of AmericaGenerally Accepted Accounting Principles (“U.S. GAAP”) and general practices withinin the banking industry. The following is a summary of significant principles used in the preparation of the accompanying consolidated financial statements. To prepare the consolidated financial statementsConsolidated Financial Statements in conformity with U.S. GAAP, management must make estimates based on conditions that affect the reported amounts of assets and liabilities as of the date of the consolidated financial statementsConsolidated Financial Statements and income and expenses during the reporting period and the related disclosures. Actual results could differ from those estimates. Certain items in the Consolidated Financial Statements and notes for the prior years have been reclassified to conform to the 2015 presentation.
The Company restated financial statements for prior periods to reflect the impact of the retrospective application of ASU 2014-01, Investments Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Qualified Affordable Housing Projects. Please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the Consolidated Financial Statements for details.
 
Principles of Consolidation — The consolidated financial statementsConsolidated Financial Statements include the accounts of East West Bancorp, Inc., and its wholly owned subsidiaries, East West Bank and East West Insurance Services, Inc. Intercompany transactions and accounts have been eliminated in consolidation. East West also has six wholly ownedwholly-owned subsidiaries that are statutory business trusts (the “Trusts”)., one of which was the result of the acquisition of MetroCorp during the three months ended March 31, 2014, as discussed in Note 2 Business Combination to the Consolidated Financial Statements. In accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 810, the Trusts are not consolidated intoincluded in the accounts of East West Bancorp, Inc.Consolidated Financial Statements.
 
Cash and Cash Equivalents — Cash and cash equivalents include cash on hand, cash items in transit, cash due from other financial institutions, money-market funds,interest-bearing deposits in other banks, and other short-term investmentsbank placements, with original maturities up to 90 days. Short-term investments included in cash and cash equivalents are short-term bank placements and short-term securities purchased under resale agreements, recorded at cost, which approximates market.

Short-termShort-Term Investments — Short-term investments include interest-bearing deposits in other banks and other short-term investments with original maturities greater than 90 days and less than one year.

Securities Purchased Under Resale Agreements and Sold UnderRepurchase Agreements to RepurchaseResale agreements are recorded at the balances at which the securities were acquired. The Company’smarket values of the underlying securities purchased undercollateralizing the related receivable of the resale agreements, (“resale agreements”)including accrued interest, are monitored. Additional collateral may be requested by the Company from the counterparty when deemed appropriate. Repurchase agreements are accounted for as collateralized financing transactions and recorded at the balances at which the securities sold under agreementswere sold. The Company may have to repurchase (“repurchase agreements”) are transacted under legally enforceable masterprovide additional collateral for the repurchase agreements, that give the Company, in the event of default by the counterparty, the right to liquidate securities held and to offset receivables and payables with the same counterparty. The Company nets repurchase and resale transactions with the same counterparty on the consolidated balance sheet where it has a legally enforceable master netting agreement and when the transactions are eligible for netting under ASC 210-20-45, Balance Sheet—Offsetting. The counterparties to these agreements are nationally recognized financial institutions that meet credit eligibility criteria. Collateral pledged consists of securities that are not recognized on the consolidated balance sheets.as necessary. Collateral accepted includes securities that are not recognized on the consolidated balance sheetsConsolidated Balance Sheets. Collateral pledged consists of securities that are not netted on the Consolidated Balance Sheets against the related collateralized liability. Collateral accepted or pledged in resale and repurchase agreements with other financial institutions may also may be sold or re-pledged by the secured party but is usually delivered to and held by the third party trustees. The Company enters into resale agreements with terms that range from one day to several years. Resale agreements that are short-term in nature, or have terms of up to 90 days, are included in cash and cash equivalents.

70




Available-for-SaleInvestment Securities Available-for-Sale— The Company holds debt securities and marketable equity securities in its investment portfolio classified as available-for-sale investmentsinvestment securities and reported at fair value. Unrealized gains and losses, after applicable income taxes, are reported in accumulated other comprehensive income.

AOCI. Amortization of premiums and accretion of discounts on available-for-sale investment securities are recorded as yield adjustments on such securities using the effective interest method. The specific identification method is used for purposes of determining cost in computing realized gains and losses on investment securities sold.
Available-for-sale debt and marketable equity

65



For each reporting period, all securities that are in an unrealized loss positionsposition are analyzed as part of the Company’s ongoing assessment of other-than-temporary impairment (“OTTI”). In determining whether an impairment is other than temporary, the Company considers the severity and duration of the decline in fair value, the length of time expected for recovery, the financial condition of the issuer, changes in the securities’ ratings and other qualitative factors, as well as whether the Company either plans to sell the security or it is more-likely-than-not that it will be required to sell the security before recovery of the amortized cost. If the impairment of the available-for-sale debt security is credit-related, an OTTI loss is recorded in earnings. For available-for-sale debt securities, the non-credit-related impairment loss is recognized in accumulated other comprehensive income.AOCI. If the Company intends to sell an available-for-sale debt security or believes it will be more-likely-than-not be required to sell a security, the Company records the full amount of the impairment loss as an OTTI loss. Available-for-sale marketable equity securities are carried at fair value with net unrealized gains and losses included in accumulated other comprehensive incomeAOCI on an after-tax basis. If there is anthe other-than-temporary decline in the fair value of any individual available-for-sale marketable equity security, the cost basis is reduced and the Company reclassifies the associated net unrealized loss out of accumulated other comprehensive incomeAOCI with a corresponding charge to the consolidated income statement.Consolidated Statements of Income.

Loans Held for Sale — Loans held for sale are mainly comprised of student loans carried at the lower of cost or fair value usingmarket (“LOCOM”). When a determination is made at the aggregate method.time of commitment to originate loans as held-for-investment, it is the Company’s intent to hold these loans to maturity or for the “foreseeable future,” subject to periodic review under the Company’s management evaluation processes, including asset/liability management. When the Company subsequently changes its intent to hold certain loans, the loans would be transferred from the loans held-for-investment portfolio to the loans held for sale portfolio at LOCOM. Origination fees on loans held for sale, net of certain costs of processing and closing the loans, are deferred until the time of sale and are included in the computation of the gain or loss from the sale of the related loans. A valuation allowance is established if the fair value of such loans is lower than their cost, with a corresponding charge to noninterest income.

Loans ReceivableHeld-for-Investment — Loans receivable that the Company has the intent and ability to hold for the foreseeable future, or until maturity, are stated at their outstanding principal, reduced by an allowance for loan losses and net of deferred loan fees or costs on originated loans and unamortized premiums or discounts on purchased loans. Nonrefundable fees and direct costs associated with the origination or purchase of loans are deferred and netted against outstanding loan balances. The deferred net loan fees and costs are recognized in interest income as an adjustment to yield over the loan term using the effective interest method. Discounts or premiums on purchased loans are accreted or amortized to interest income using the effective interest method over the remaining period to contractual maturity adjusted for anticipated prepayments. Interest on loans is calculated using the simple‑interestsimple-interest method on daily balances of the principal amounts outstanding. Accrual of interest is discontinued on a loan when management believes, after considering economic and business conditions and collection efforts, that the borrower’s financial condition is such that full collection of principal or interest becomes uncertain, regardless of the length of past due status. Generally, loans are placed on nonaccrual status when they become 90 days past due. Whendue or the full collection of principal or interest becomes uncertain regardless of the length of past due status. Once a loan is placed on nonaccrual status, interest accrual is discontinued and all unpaid accrued interest recognized inis reversed against interest income is reversed.income. Interest payments received on nonaccrual loans are reflected as a reduction of principal and not as interest income. A loan is returned to accrual status when the borrower has demonstrated a satisfactory payment trend subject to management’s assessment of the borrower’s ability to repay the loan.
Allowance for Loan LossesTroubled Debt RestructuringsA loan is classified as a troubled debt restructuring (“TDR”) when the Company, for economic or legal reasons related to the borrower’s financial difficulties, grants a concession to the borrower that the Company would not otherwise consider. The allowance for loan losses is established as management’s estimate of probable losses inherentconcessions may be granted in various forms, including a below-market change in the stated interest rate, reduction in the loan portfolio.balance or accrued interest, extension of the maturity date with a stated interest rate lower than the current market rate or note splits referred to as A/B notes. In A/B note restructurings, the original note is bifurcated into two notes where the A note represents the portion of the modified original loan which allows for acceptable loan-to-value and debt coverage on the collateral and is expected to be collected in full and the B note represents the portion of the original loan where there is a shortfall in value and is fully charged off. The allowanceA/B note balance is increased bycomprised of the provisionA note balance only. A notes are not disclosed as TDRs in subsequent years after the year of restructuring, if the restructuring agreement specifies an interest rate equal to or greater than the rate that the Company was willing to accept at the time of the restructuring for a new loan losses and decreased by charge-offs when management believeswith comparable risk, the uncollectability of a loan is confirmed. Subsequent recoveries, if any, are credited to the allowance. The allowance for loan losses is evaluated on a regular basis by management and is based on management’s periodic review of the collectability of the loans in light of historical experience, the nature and volume of the loan portfolio, adverse situations that may affect the borrower’s ability to repay, the estimated value of any underlying collateral and prevailing economic conditions. This evaluation is inherently subjective as it requires estimates that are susceptible to revision as more information becomes available. Additionally, non-classified loans are also considered in the allowance for loan losses calculation and are factored innot impaired based on the historical loss experience adjustedterms specified by the restructuring agreement and has demonstrated a period of sustained performance under the modified terms.

TDRs may be designated as performing or nonperforming. A TDR may be designated as performing if the loan has demonstrated sustained performance under the modified terms. The period of sustained performance may include the periods prior to modification, if prior performance has met or exceeded the modified terms. A loan will remain on nonaccrual status until the borrower demonstrates a sustained period of performance. TDRs are included in the impaired loan quarterly valuation allowance process. Please refer to Impaired Loans below for various qualitative factors.a complete discussion.


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Impaired Loans — The Company’s loans are grouped into heterogeneous and homogeneous (mostly consumer loans) categories. Classified loans in the heterogeneous category are identified and evaluated for impairment on an individual basis. A loan is considered impaired when, based on current information and events, it is probable that the Company will be unable to collect all scheduled payments of principal or interest due according to the contractual terms of the loan agreement. Factors considered by management in determining and measuring loan impairment include payment status, collateral value, and the probability of collecting scheduled principal and interest payments when due. Loans that experience insignificant payment delays and payment shortfalls generally are not classified as impaired. Management determines the significance of payment delays and payment shortfalls on a case-by-case basis, taking into consideration all of the circumstances surrounding the loan and the borrower, including the length of delay, the reasons for the delay, the borrower’s prior payment record and the amount of the shortfall in relation to the principal and interest owed. Impairment is measured on a loan-by-loan basis for residential, CRE,commercial real estate (“CRE”) and commercial and industrial (“C&I”) loans based on the loan’s observable market price or the fair value of the collateral, if the loan is collateral dependent, less costs to sell. If the measure of the impaired loan is less than the recorded investment in the loan and the loan is classified as nonperforming and uncollectible, the deficiency is charged off against the allowance for loan losses. If the loan is a performing TDR, the deficiency is included in the specific reserves of the allowance for loan losses, as appropriate. In general, consumer loans consist of homogeneous smaller balance loans and are collectively evaluated for impairment. The Company’s impaired loans predominantly include non-purchased credit impaired (“non-PCI”) loans held-for-investment on nonaccrual status and any non-PCI loans modified in a TDR, on both accrual and nonaccrual status.

Troubled Debt RestructuringsAllowance for Credit LossesAThe allowance for credit losses consists of the allowance for loan losses and the allowance for unfunded credit reserves. Unfunded credit reserves include reserves provided for unfunded lending commitments, unissued standby letters of credit and recourse obligations for loans sold. The allowance for loan losses is established as management’s estimate of probable losses inherent in the Company’s lending activities. The allowance for loan losses is increased by the provision for loan losses and decreased by net charge-offs when management believes the uncollectability of a loan is identifiedconfirmed. The allowance for loan losses is evaluated on a regular basis by management and is based on management’s periodic review of the collectability of the loans.

The allowance for loan losses on non-PCI loans consists of specific reserves and general reserves. The Company’s non-PCI loans fall into heterogeneous and homogeneous categories. Impaired loans are subject to specific reserves. Loans in the homogeneous category, as well as non-impaired loans in the heterogeneous category, are evaluated as part of the general reserves. General reserves are calculated by utilizing both quantitative and qualitative factors. There are different qualitative risks for the loans in each portfolio segment. The residential and CRE segments’ predominant risk characteristics are the collateral and the geographic locations of the properties collateralizing the loans. The risk is qualitatively assessed based on the total real estate loan concentration in those geographic areas. The C&I segment’s predominant risk characteristics are the global cash flows of the borrowers and guarantors and economic and market conditions. Consumer loans are largely comprised of home equity lines of credit (“HELOCs”) for which the predominant risk characteristic is the real estate collateral securing the loans.

The Company also maintains an allowance for loan losses on purchased credit impaired (“PCI”) loans when there is deterioration in credit quality subsequent to acquisition. Based on the Company’s estimates of cash flows expected to be collected, the Company establishes an allowance for the PCI loans, with a troubled debt restructuring (“TDR”)charge to income through the provision for loan losses. 

When determined uncollectible, it is the Company’s policy to promptly charge off the difference in the outstanding loan balance and the fair value of the collateral or the discounted value of expected cash flows. Recoveries are recorded when payment is received on loans that were previously charged off through the allowance for loan losses. Allocation of a modificationportion of the allowance to one segment of the loan terms takes place where the borrowerportfolio does not preclude its availability to absorb losses in other segments.
The allowance for unfunded credit reserves is determinedmaintained at a level believed by management to be experiencing financial difficultiessufficient to absorb estimated probable losses related to unfunded credit facilities. The determination of the Company grants a concessionadequacy of the allowance is based on periodic evaluations of the unfunded credit facilities, including an assessment of the probability of commitment usage, credit risk factors for loans outstanding to these same customers, and the borrowerterms and expiration dates of the unfunded credit facilities. The allowance for loan losses is reported separately on the Consolidated Balance Sheets, whereas the allowance for unfunded credit reserves is reported in accrued expenses and other liabilities. The provision for credit losses is reported in the restructuring that it would not otherwise consider. The concessions may be granted in various forms, including a below-market change in the stated interest rate, reduction in loan balance or accrued interest, extensionConsolidated Statements of the maturity date with a stated interest rate lower than the current market rate or note splits with principal forgiveness. A restructuring executed at an interest rate that is at market interest rates is not considered as a TDR. All TDRs are reviewed for impairment on a quarterly basis. For modifications where the Company forgives principal, the entire amount of such principal forgiveness is immediately charged off. Generally, a nonaccrual loan that is restructured would remain on nonaccrual status for a period of six months to demonstrate that the borrower can perform under the restructured terms. However, the borrower’s performance prior to the restructuring, or other significant events at the time of restructuring may be considered in assessing whether the borrower can meet the new terms and may result in the loan remaining on non-accrual status or being returned to accrual status after a shorter performance period. If the borrower’s performance under the new terms is not reasonably assured, the loan remains classified as a nonaccrual loan. Loans classified as TDRs are reported as impaired loans.Income.


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Purchased Credit ImpairedPCI Loans— Acquired loans, in accordance with ASC 805, Business Combinations, are recorded at fair value as of acquisition date. LoansA purchased withloan is deemed to be credit impaired when there is evidence of credit deterioration since its origination purchased credit impaired (“PCI”) loans, for whichand it is probable at the acquisition date that the Company would be unable to collect all contractually required payments will not be collected areand is accounted for under ASC 310-30, ReceivablesLoans and Debt Securities Acquired with Deteriorated Credit Quality.

Under ASC 310-30, loans are recorded at fair value at acquisition date, factoring in credit losses expected to be incurred over the life of the loan. Accordingly, an allowance for loan losses is not carried over or recorded as of the acquisition date. In situations where loans have similar risk characteristics, loans are aggregated into pools to estimate

The amount of expected cash flows under ASC 310-30. A poolover the initial investment in the loan represents the “accretable yield,” which is accounted forrecognized as interest income on a single asset with a single interest rate, cumulative loss rate and cash flow expectation.
The cash flows expectedlevel yield basis over the life of the loan or pool are estimated using an internal cash flow model that projects cash flows and calculates the carrying value of the loan or pool, book yield, effective interest income and impairment, if any, based on loan or pool level events, respectively. Assumptions as to default rates, loss severity, loss curves and prepayment speeds are utilized to calculate the expected cash flows.
At acquisition, the excess of the cash flows expected to be collected over the recorded investment is considered to be the accretable yield and is recognized as interest income over the life of the loan or pool.loan. The excess of thetotal contractual cash flows over the cash flows expected to be collectedreceived at origination is considered to bedeemed the “nonaccretable difference.” In estimating the nonaccretable difference, the Company (a) calculates the contractual amount and timing of undiscounted principal and interest payments (the “undiscounted contractual cash flows”) and (b) estimates the amount and timing of undiscounted expected principal and interest payments (the “undiscounted expected cash flows”). The difference between the undiscounted contractual cash flows and the undiscounted expected cash flows is the nonaccretable difference. Subsequent to the acquisition date, any increases in expected cash flows over those expected at purchase date in excess of fair value that are significant and probable are adjusted through the accretable yield on a prospective basis. Any subsequent decreases in expected cash flows over those expected at purchase date that are probable are recognized by recording an allowance for loan losses. Any disposals of loans, including sales of loans, payments in full or foreclosures result in the removal of the loan from the ASC 310-30 portfolio at the carrying amount.
Covered Loans — Loans acquiredInvestments in an Federal Deposit Insurance Corporation (“FDIC”)-assisted acquisition that are subject to FDIC shared-loss agreements (“shared-loss agreements”) are referred to as covered loans. Covered loans are reported exclusive of the expected cash flow reimbursements expected to be collected from the FDIC. All covered loans are accounted for under ASC 805 and ASC 310-30.

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FDIC Indemnification Asset/Payable to FDIC, net — In conjunction with the FDIC-assisted acquisitions of Washington First International Bank (“WFIB”) and United Commercial Bank (“UCB”), the Bank entered into shared-loss agreements with the FDIC related to covered loans and covered other real estate owned. The FDIC indemnification asset is initially recorded at fair value, based on the discounted value of expected future cash flows under the shared-loss agreement. The Company has elected to account for amounts receivable under the shared-loss agreements as an indemnification asset in accordance with ASC 805. The difference between the present value and the undiscounted cash flows the Company expects to collect from the FDIC is accreted into noninterest income over the life of the FDIC indemnification asset. The FDIC indemnification asset is reviewed on a quarterly basis and adjusted for any changes in expected cash flows based on recent performance and expectations for future performance of the covered portfolio. Any increases in cash flow of the covered loans over those expected will reduce the FDIC indemnification asset and any decreases in cash flow of the covered loans over those expected will increase the FDIC indemnification asset. Over the life of the FDIC indemnification asset, increases and decreases are recorded as adjustments to noninterest income. Due to continued payoffs and improved credit performance of the covered loan portfolio as compared to the Company's original estimates, the expected reimbursement from the FDIC under the shared-loss agreements has decreased and a payable to FDIC, net has been recorded. Additionally, the FDIC proportionately shares recoveries recognized on previously charged off covered loans.
Other Real Estate Owned — Other real estate owned (“OREO”) represents properties acquired through foreclosure or through full or partial satisfaction of loans, is considered held for sale, and is recorded at the lower of cost or estimated fair value at the time of foreclosure. Loan balances in excess of the fair value of the real estate acquired at the date of foreclosure are charged against the allowance for loan losses. After foreclosure, the real estate is carried at the lower of carrying value or fair value less costs to sell. Subsequent declines in the fair value of OREO below the carrying value are recorded through the use of a valuation allowance by charges to noninterest expense. Any subsequent operating expenses or income of such properties are also charged to noninterest expense. If the OREO is sold within three months of foreclosure, the Company substitutes the value received in the sale (net of costs to sell) for the fair value (less costs to sell). Any adjustment made to the loss originally recognized at the time of foreclosure is then charged against or credited to the allowance for loan losses, if deemed material. Otherwise, any declines in value, after foreclosure, are recorded in noninterest expense as gains or losses from the sale or disposition of the real estate. Gain recognition upon disposition of a property is dependent on the sale having met certain criteria relating to the buyer’s initial investment in the property sold.

Covered OREO — All OREO acquired in an FDIC-assisted acquisition that are subject to a FDIC shared-loss agreement are referred to as covered OREO. Covered OREO is reported exclusive of the expected cash flow reimbursements the Company expects to collect from the FDIC. Upon transferring covered loan collateral to covered OREO status, acquisition date fair value discounts on the related loan are also transferred to covered OREO. Fair value adjustments on covered OREO result in a reduction of the covered OREO carrying amount through expense and a corresponding increase of the FDIC reimbursement for 80% of the adjustment resulting in income. The net of that expense and income is the non-reimbursed portion or 20% of the estimated loss to the Bank which is the net amount charged against earnings.
Investment inQualified Affordable Housing Partnerships, Tax Credit and Other Tax Credit Investments, Net — The Company records its investments in qualified affordable housing partnerships, net using the proportional amortization method. Under the proportional amortization method, the Company amortizes the initial cost of the investment in proportion to the tax credits and other tax benefits received, and recognizes the amortization in the Consolidated Statements of Income as a component of income tax expense. The Company records investments in tax credit and other investments, net, using either the equity method or cost method of accounting. Investments that are recorded using the cost method are being amortized over the life of the related tax credits. The tax credits are recognized on the consolidated financial statementsConsolidated Financial Statements to the extent they are utilized on the Company’s income tax returns. The investments are reviewed for impairment on an annual basis or on an interim basis, if an event occurs that would trigger potential impairment.
Goodwill and Other Intangible AssetsThe Company has goodwill, whichGoodwill represents the excess of the purchase price over the fair value of net assets acquired, as a result of various past acquisitions. Goodwill is not amortized and is reviewed for impairment on an annual basis or on an interim basis, if an event occurs or circumstances change that would reduce the fair value of a reporting unit below its carrying value. Premiums on deposits, which represent the intangible value of depositor relationships resulting from deposit liabilities assumed in acquisitions, are amortized over the projected useful lives of the deposits, which is typically 7 to 15 years. Core deposit intangibles are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Impairment on goodwill and premiums on deposits is recognized by writing down the asset to the extent that the carrying value exceeds the estimated fair value.
 
Investment in FHLB Stock — As a member of the FHLB of San Francisco, the Bank is required to own common stock in the FHLB of San Francisco based upon the Company’s balance of residential mortgage loans and outstanding FHLB advances. As a result of the acquisition of WFIB in 2010, the Bank also owns common stock in the FHLB of Seattle. FHLB stock is carried at cost and may be sold back to the FHLB at its carrying value. Cash dividends are accrued and reported as dividend income.

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Investment in Federal Reserve Bank Stock — As a member of the Federal Reserve Bank of San Francisco, the Bank is required to maintain stock in the Federal Reserve Bank of San Francisco based on a specified ratio relative to our capital. Federal Reserve Bank stock is carried at cost and may be sold back to the Federal Reserve Bank at its carrying value. Cash dividends are accrued and reported as dividend income.
Premises and Equipment, net — The Company’s premises and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation and amortization are computed based on the straight-line method over the estimated useful lives of the various classes of assets. The ranges of useful lives for the principal classes of assets are as follows:
Buildings and building improvements25 years
Furniture, fixtures and equipment3 to 7 years
Leasehold improvementsTerm of lease or useful life, whichever is shorter
 
The Company reviews its long-lived assets for impairment annually or when events or circumstances indicate that the carrying amount of these assets may not be recoverable. An asset is considered impaired when the expected undiscounted cash flows over the remaining useful life isare less than the net book value. When impairment is indicated for an asset, the amount of impairment loss is the excess of the net book value over its fair value.
 

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Long-Term Debt — Long-term debt consists of junior subordinated debt and other long-term debt.a term loan. The Company has six statutory business trusts whereby the Company is the owner of all the beneficial interests represented by the common securities of the Trusts, and third parties hold the fixed and variable rate capital securities of the Trusts. The purpose of issuing the capital securities was to provide the Company with a cost-effective means of obtaining Tier I capital for regulatory reporting purposes. However, theseAlthough trust preferred securities are being phased outstill qualify as of December 31, 2015 as Tier I and Tier II capital for regulatory purposes (at adjusted percentages of 25% and 75% respectively), they will be limited to Tier II capital beginning in 2016 per the relevant provisions of the Tier I capital, a process that commenced in 2013 with phase-out complete by 2016.Dodd-Frank Wall Street Reform and Consumer Protection Act.

The Trusts are not consolidated by the Company. Junior subordinated debt represents liabilities of the Company to the Trusts and is included in long-term debt on the accompanying consolidated balance sheets.Consolidated Balance Sheets.
 
Income Taxes — Deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each year-end, based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income.

The Company examines its financial statements, its income tax provision, and its federal and state income tax returns and analyzes its tax positions, including permanent and temporary differences, as well as the major components of income and expense to determine whether a tax benefit is more likely than not to be sustained upon examination by tax authorities. In the event a tax position is not more likely than not to be sustained by the tax authorities, a reserve is established by management. The Company recognizes interest and penalties related to tax positions as part of its provision for income taxes.
 
Stock-Based Compensation — The Company issues stock-based compensation to certain employees, officers, and directors anddirectors. The Company accounts for stock options usingstock-based awards to employees, officers, and directors in accordance with the provisions of ASC 505, Equity, and ASC 718, Compensation — Stock Compensation. Stock-based compensation cost is measured at the grant date, based on the fair value method,of the award, and is recognized as an expense over the employee’s requisite service period.

The Company grants nonqualified stock options, restricted stock awards (“RSAs”) and restricted stock units (“RSUs”), which include a service condition for vesting. Additionally, some of the Company’s RSAs and RSUs include a company financial performance requirement for vesting. The stock option awards vest between three to four years from the grant date. RSAs vest ratably over three years, cliff vest after three years, or vest at a rate of 50% each at the fourth and fifth year of continued employment from the date of the grant. RSUs vest ratably over three years or cliff vest after three or five years of continued employment from the date of the grant. Compensation expense is amortized on a straight-line basis over the requisite service period for the entire award, which is generally resultsthe maximum vesting period of the award.

The fair values of stock options are estimated based on the date of grant using the Black-Scholes option pricing model. For time-based RSAs and RSUs, the grant-date fair value is measured at the fair value of the Company’s common stock as if the RSA or RSU are vested and issued on the date of grant. For performance based RSAs and RSUs, the grant date fair value considers the performance conditions. As stock-based compensation expense is based on awards ultimately expected to vest, it is reduced for estimated forfeitures. Forfeitures are estimated at the time of grant and are reviewed annually for reasonableness. If the estimated forfeitures are revised, a cumulative effect of a change in estimated forfeitures for current and prior periods is recognized in compensation expense recognition.in the period of change.
 
Earnings Per Share(“EPS”) — The Company applies the two-class method in computing earnings per share (“EPS”).EPS. The Company’s restricted stock, which receives dividends as declared, qualifyqualifies as participating securities. Restricted stock unitsRSUs granted by the Company are not considered participating securities, as they do not have dividend distribution rights during the vesting period. Basic EPS is computed by dividing net income, net of income allocated to participating securities, by the weighted-average number of common shares outstanding during each period, net of treasury shares and including vested but unissued shares and share units.period. The computation of diluted EPS reflects the additional dilutive effect of common stock equivalents such as unvestedRSUs, stock awardsoptions and stock options.warrants.
 
Derivatives — As part of the asset and liability management strategy, the Company uses derivative financial instruments to mitigate exposure to interest rate and foreign currency risks. Derivatives utilized by the Company include swaps, forwards and option contracts. All derivative instruments, including certain derivative instruments embedded in other contracts, are recognized on the consolidated balance sheetConsolidated Balance Sheets at fair value. The Company uses accounting hedges as either fair value withhedges or hedges of net investments in certain foreign operations. Changes in the changesfair value of derivatives designated as fair value hedges are recorded as earnings. Changes in fair value reportedof derivatives used as hedges of the net investments in earnings.


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foreign operations, to the extent effective, are recorded as a component of AOCI. The Company’s interest rate swaps on certain certificates of deposit qualify for hedge accounting treatment under ASC 815, Derivatives and Hedging. The Company also uses derivatives to hedge certain net investments in foreign operations.


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To qualify as an accounting hedge under the hedge accounting rules (versus an economic hedge where hedge accounting is not sought), a derivative must be highly effective in offsetting the risk designated as being hedged. The Company formally documents its hedge relationships at inception, including identification of the hedging instruments and the hedged items, as well as its risk management objectives and strategies for undertaking the hedge transaction at the time the derivative contract is executed. This includes designating the derivative contract as a “fair value hedge” which is a hedge of a recognized asset or liability.  All derivatives designated as fair value hedges are linked to specific hedged items or to groups of specific assets and liabilities on the balance sheet.  Both at inception and quarterly thereafter, the Company assesses whether the derivatives used in hedging transactions are highly effective in offsetting changes in the fair value of the hedged item. Retroactive effectiveness is also assessed, as well as the continued expectation that the hedge will remain effective prospectively.  Any ineffective portion of the changes of fair value hedges is recognized immediatelyreported in interest expense in the consolidated statements of income.earnings.

The Company discontinues hedge accounting prospectively when (i) a derivative is no longer highly effective in offsetting changes in the fair value, (ii) a derivative expires or is sold, terminated, or exercised, or (iii) the Company determines that designation of a derivative as a hedge is no longer appropriate. If a fair value hedge derivative instrument is terminated or the hedge designation is removed, the previous adjustments to the carrying amount of the hedged liability would be subsequently accounted for in the same manner as other components of the carrying amount of that liability. For interest-bearing liabilities, such adjustments would be amortized into earnings over the remaining life of the respective liability. When the hedged net investment is either sold or substantially liquidated, the effective portion of the changes in the fair value of the derivatives are reclassified out of AOCI into earnings.

The Company also offers various derivative products to clients and enters into derivative transactions in due course. These transactions are not linked to specific Company assets or liabilities in the consolidated balance sheetsConsolidated Balance Sheets or to forecasted transactions in a hedge relationship and, therefore, do not qualify for hedge accounting. The contracts are marked-to-market at the end of each reporting period with changes in fair value recorded in the consolidated statementsConsolidated Statements of income.Income.
 
Fair Value — Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and, in many cases, requires management to make a number of significant judgments. Based on the observability of theobservable inputs used in the valuation techniques, the Company classifies its assets and liabilities measured and disclosed at fair value in accordance with a three-level hierarchy (e.g., Level 1, Level 2 and Level 3) established under ASC 820, Fair Value Measurements. In determining theThe Company records certain financial instruments such as available-for-sale investment securities, derivative assets and liabilities at fair value on a recurring basis. Certain financial statement line items such as impaired loans, loan held for sale, and OREO are recorded at fair value on a nonrecurring basis. Nonrecurring fair value measurements generally involve assets that are periodically evaluated for impairment.

Foreign Currency Translation — The Company revalues assets, liabilities, revenue and expense denominated in non-U.S. currencies into U.S. Dollars (“USD”) using applicable exchange rates. Gains and losses relating to nonfunctional currency transactions, including non-U.S. operations where the functional currency is USD, are reported in the Consolidated Statements of financial instruments,Income.

During the Company uses market pricesquarter ended September 30, 2015, the Company’s foreign subsidiary in China — East West Bank (China) Limited, changed its functional currency from USD to Renminbi (“RMB”). The assets, liabilities of the same or similar instruments whenever such pricesCompany’s China foreign subsidiary are available. The Company does not use prices involving distressed sellers in determining fair value. If observable market pricestranslated, for consolidation purposes, from RMB to the USD reporting currency at period-end rates and generally at average rates for results of operations. Gains and losses relating to translating the RMB functional currency financial statements for U.S reporting are unavailable or impracticable to obtain, then fair value is estimated using modeling techniques such as discounted cash flow analysis. These modeling techniques incorporate management’s assessments regarding assumptions that market participants would use in pricing the asset or the liability, including assumptions about the risks inherent in a particular valuation technique and the risk of nonperformance.
Reclassifications — Certain itemsrecorded in the consolidated financial statements and notes for the prior years have been reclassified to conform to the 2014 presentation.Foreign Currency Translation Adjustment account within AOCI in stockholders’ equity, along with any related hedged effects.

NEW ACCOUNTING PRONOUNCEMENTS ADOPTED
In July 2013, the FASB issued ASU 2013-11, Income Taxes (Topic 740), Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. ASU 2013-11 eliminates diversity in practice as it provides guidance on financial statement presentation of an unrecognized tax benefit when a net operating loss (“NOL”) carryforward, a similar tax loss, or a tax credit carryforward exists. The Company adopted this guidance in first quarter 2014 with prospective application to all unrecognized tax benefits that exist at the effective date. ASU 2013-11 did not have a material impact on the Company’s consolidated financial statements.


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RECENT ACCOUNTING PRONOUNCEMENTS
 
In January 2014, the FASB issued ASU 2014-01, Investments—Investments Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Qualified Affordable Housing Projects. Projects. ASU 2014-102014-01 permits reporting entities to make an accounting policy election to account for their investments in qualified affordable housing projects using the proportional amortization method if certain conditions are met. Under the proportional amortization method, an entitythe Company amortizes the initial cost of the investment in proportion to the tax credits and other tax benefits received, and recognizes the net investment performanceamortization expense in the income statement as a component of income tax expense (benefit). ASU 2014-10 is effective for interim and annual periods beginning after December 15, 2014 and if elected, should be applied retrospectivelyexpense.  The Company adopted this guidance in the first quarter of 2015 with retrospective application to all periods presented. Early adoption is permitted. The Company is currently evaluatingPlease see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the impact on the Company’s consolidated financial statements.Consolidated Financial Statements for details regarding this adoption.


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In January 2014, the FASB issued ASU 2014-04, Receivables—Receivables Troubled Debt Restructurings by Creditors (Subtopic 310-40): Reclassification of Residential Real Estate Collateralized Consumer Mortgage Loans upon Foreclosure. ASU 2014-04 clarifies when an in-substancein substance repossession or foreclosure occurs that would require a transfer of mortgage loans collateralized by residential real estate properties to OREO. The standard permitsguidance also requires disclosure of the useamount of either a modified retrospective or prospective transition method.  ASU 2014-04 is effective for interimforeclosed residential real estate property held by the creditor and annual periods beginning after December 15, 2014. Early adoption is permitted.the recorded investment in residential real estate mortgage loans that are in the process of foreclosure. The Company does not expectadopted this guidance in the first quarter of 2015 with prospective application. The adoption of this guidance todid not have a material effectimpact on its consolidated financial statements.the Company’s Consolidated Financial Statements, as this guidance was consistent with the Company’s prior practice. Please see Note 8 — Loans Receivable and Allowance for Credit Losses to the Consolidated Financial Statements for details regarding this adoption.

RECENT ACCOUNTING PRONOUNCEMENTS
In May 2014, Thethe FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). The new guidance replaces existing revenue recognition guidance for contracts to provide goods or services to customers and amends existing guidance related to recognition of gains and losses on the sale of certain nonfinancial assets such as real estate.  ASC 606ASU 2014-09 establishes a principles-based approach to recognizing revenue that applies to all contracts other than those covered by other authoritative U.S. GAAP guidance. Quantitative and qualitative disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows are also required.  ASC 606ASU 2014-09 is effective for interim and annual periods beginning after December 15, 20162017 and is applied on either a modified retrospective or full retrospective basis. Early adoption is not permitted. The Company is currently evaluating the impact on its consolidated financial statements.Consolidated Financial Statements.

In February 2015, the FASB issued ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis to improve targeted areas of the consolidation guidance and reduce the number of consolidation models. The Company may either apply the amendments retrospectively or use a modified retrospective approach. ASU 2015-02 is effective for interim and annual periods beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. The Company does not expect the adoption of this guidance to have a material impact on its Consolidated Financial Statements.

In April 2015, the FASB issued ASU 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. ASU 2015-03 simplifies the presentation of debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the carrying amount of debt liability, consistent with debt discounts. The Company should apply the new guidance retrospectively to all prior periods. ASU 2015-03 is effective for interim and annual periods beginning after December 15, 2015. Early adoption is permitted if the guidance is applied as of the beginning of the annual period of adoption. This new guidance will not have a material impact on its Consolidated Financial Statements.

In April 2015, the FASB issued ASU 2015-05, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement. ASU 2015-05 amends ASC 350-40 and requires the Company to determine whether a cloud computing arrangement contains a software license. If the arrangement contains a software license, the Company should account for the fees related to the software license element consistent with how the acquisitions of other software licenses are accounted for under ASC 350-40. If the arrangement does not contain a software license, the Company should account for the arrangement as a service contract. The Company may either apply the new guidance prospectively to all arrangements entered into or materially modified after the effective date, or retrospectively. ASU 2015-05 is effective for interim and annual periods beginning after December 15, 2015. Early adoption is permitted. The Company does not expect the adoption of this guidance to have a material impact on its Consolidated Financial Statements.

In January 2016, the FASB issued ASU 2016-01, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. ASU 2016-01 amends the guidance in U.S. GAAP on the accounting for equity investments, financial liabilities under the fair value option and the presentation and disclosure requirements of financial instruments. ASU 2016-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted for the accounting guidance on financial liabilities under the fair value option. The Company is currently evaluating the impact on its Consolidated Financial Statements.


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NOTE 2 — BUSINESS COMBINATION
 
On January 17, 2014, the Company completed the acquisition of MetroCorp, Bancshares, Inc. (“MetroCorp”), parent of MetroBank, N.A. and Metro United Bank. MetroCorp was headquartered in Houston, Texas and previously operated 19 branch locations within Texas and California under its two banks. The Company acquired MetroCorp to further expand its presence, primarily in Texas, within the markets of Houston and Dallas, and in California, within the San Diego market. The purchase consideration was satisfied with two thirds in East West common stock and one third in cash. The fair value of the consideration transferred in the acquisition of MetroCorp was $291.4 million, which consisted of 5,583,093 shares of East West common stock fair valued at $190.8 million at the date of acquisition and $89.4 million in cash, $2.4 million of additional cash to MetroCorp stock option holders and a MetroCorp warrant, fair valued at $8.8 million, assumed by the Company.

The assets acquired and liabilities assumed have been accounted for under the acquisition method of accounting. At the acquisition date, the Company recorded total fair value of assets acquired and liabilities assumed of $1.70 billion which included $230.3 million in cash and due from banks, $64.3 million in investment securities available for sale, $2.7 million in FHLB stock, $1.19 billion in loans receivable, $8.6 million in fixed assets, $8.6 million in premiums on deposits acquired, $9.4 million in OREO, $30.0 million in bank owned life insurance (BOLI), $13.0 million in deferred tax assets and $16.7 million in other assets. The total fair value of liabilities acquired was $1.41 billion, which included $1.32 billion in deposits, $10.0 million in FHLB advances, $25.9 million in repurchase agreements, $29.1 million in junior subordinated debt and $22.7 million in other liabilities.respectively. The assets and liabilities, both tangible and intangible, were recorded at their estimated fair values as of the January 17, 2014 acquisition date. Goodwill from the acquisition represents the excess of the purchase price over the fair value of the net tangible and intangible assets acquired and is not deductible for tax purposes. The Company recorded $121.0 million of goodwill aton the acquisition date. During the fourth quarter ofthree months ended December 31, 2014, the Company recorded additional tax and BOLIbank-owned life insurance (“BOLI”) adjustments of $10.3 million and $0.7 million, respectively, related to the MetroCorp acquisition, resulting in an increase toincreasing goodwill to $132.0 million.
The Company has included the financial results of this business combination in the consolidated statements of income beginning on the acquisition date. Supplemental financial information regarding the former MetroCorp operations included in the consolidated statement of income from the date of acquisition through December 31, 2014 has not been separately presented as the operations of MetroCorp have been fully integrated into the Company’s operations and separate records for MetroCorp as a stand-alone business have not been maintained.

76



The following table presents the Company's unaudited pro forma results of operations for the periods presented as if the MetroCorp acquisition had been completed on January 1, 2014 and January 1, 2013, respectively. The 2014 unaudited pro forma information combines MetroCorp's 2014 historical results with the Company's 2014 consolidated historical results and includes MetroCorp's results of operations prior to acquisition date, January 17, 2014. The 2013 unaudited pro forma information combines MetroCorp's 2013 historical results with the Company's 2013 consolidated historical results and includes the estimated impact of certain fair value adjustments for the assets acquired and liabilities assumed and merger and acquisition integration costs. The unaudited pro forma information is not necessarily indicative of the Company's future operating results or operating results that would have occurred had the acquisition been completed at the beginning of 2014 and 2013, respectively. No assumptions have been applied to the pro forma results of operations regarding possible revenue enhancements, expense efficiencies or asset dispositions. As a result, actual results will differ from the unaudited pro forma information presented.
  Pro forma
  Year Ended December 31,
  2014 2013
  (In thousands)
Net interest income and noninterest loss $1,028,796
 $934,207
Net income after tax $338,730
 $299,625


NOTE 3 — FAIR VALUE MEASUREMENT AND FAIR VALUE OF FINANCIAL INSTRUMENTS
 
In determining fair value, the Company uses various methods including market and income approaches. Based on these approaches, the Company utilizes certain assumptions that market participants would use in pricing the asset or liability. These inputs can be readily observable, market corroborated, or generally unobservable inputs.unobservable. The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. Based on the observability of the inputs used in the valuation techniques, the Company is required to provide the following information according to theThe fair value hierarchy noted below. The hierarchybelow is based on the quality and reliability of the information used to determine fair values.value. The fair value hierarchy gives the highest priority to quoted prices available in active markets and the lowest priority to data lacking transparency. FinancialThe fair value of the Company’s assets and liabilities carried at fair value will beis classified and disclosed in one of the following three categories:
 
Level 1 — Valuation is based on quoted prices for identical instruments traded in active markets.
Level 2 — Valuation is based on quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable and can be corroborated by market data.
Level 3 — Valuation is based on significant unobservable inputs for determining the fair value of assets or liabilities.  These significant unobservable inputs reflect assumptions that market participants may use in pricing the assets or liabilities.

In determining the appropriate hierarchy levels, the Company performs an analysis of the assets and liabilities that are subject to fair value disclosure. The following tables present both financial assets and liabilities that are measured at fair value on a recurring basis.  These assets and liabilities are reported on the consolidated balance sheetsConsolidated Balance Sheets at their fair values as of December 31, 20142015 and December 31, 2013.  Financial2014. The Company’s assets and liabilities are classified in their entirety based on the lowest level of input that is significant to their fair value measurement.  There were no transfers formeasurements.


72



The following tables present both financial assets and liabilities that are measured at fair value on a recurring basis in and outas of Level 1, Level 2 or Level 3 during the years ended December 31, 20142015 and 2013.2014:
         
  Assets (Liabilities) Measured at Fair Value on a Recurring Basis
as of December 31, 2015
($ in thousands) Fair Value Measurements December 31, 2015 
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
Available-for-sale investment securities:  
  
  
  
U.S. Treasury securities $998,515
 $998,515
 $
 $
U.S. government agency and U.S. government sponsored enterprise debt securities 768,849
 
 768,849
 
U.S. government agency and U.S. government sponsored enterprise mortgage-backed securities:  
  
  
  
Commercial mortgage-backed securities 351,662
 
 351,662
 
Residential mortgage-backed securities 997,396
 
 997,396
 
Municipal securities 175,649
 
 175,649
 
Other residential mortgage-backed securities:  
  
  
  
Investment grade 62,393
 
 62,393
 
Corporate debt securities:  
  
  
  
Investment grade 364,713
 
 364,713
 
Non-investment grade 9,642
 
 9,642
 
Other securities 44,407
 35,635
 8,772
 
Total available-for-sale investment securities $3,773,226
 $1,034,150
 $2,739,076
 $
         
Derivative assets:        
Foreign currency forward contracts $2,365
 $
 $2,365
 $
Interest rate swaps and caps $67,215
 $
 $67,215
 $
Foreign exchange contracts $10,254
 $
 $10,254
 $
         
Derivative liabilities:        
Interest rate swaps on certificates of deposit $(5,213) $
 $(5,213) $
Interest rate swaps and caps $(67,325) $
 $(67,325) $
Foreign exchange contracts $(9,350) $
 $(9,350) $
Credit risk participation agreements (“RPA”) $(4) $
 $(4) $
         

7773



  Assets (Liabilities) Measured at Fair Value on a Recurring Basis as of 
December 31, 2014
  Fair Value Measurements December 31, 2014 
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
  (In thousands)
Investment securities available-for-sale:  
  
  
  
U.S. Treasury securities $873,435
 $873,435
 $
 $
U.S. government agency and U.S. government sponsored enterprise debt securities 311,024
 
 311,024
 
U.S. government agency and U.S. government sponsored enterprise mortgage-backed securities:  
  
  
  
Commercial mortgage-backed securities 141,420
 
 141,420
 
Residential mortgage-backed securities 791,088
 
 791,088
 
Municipal securities 250,448
 
 250,448
 
Other residential mortgage-backed securities:  
  
  
  
Investment grade 53,918
 
 53,918
 
Other commercial mortgage-backed securities:  
  
  
  
Investment grade 34,053
 
 34,053
 
Corporate debt securities:  
  
  
  
Investment grade 115,182
 
 115,182
 
Non-investment grade 14,681
 
 8,153
 6,528
Other securities 41,116
 32,105
 9,011
 
Total investment securities available-for-sale $2,626,365
 $905,540
 $1,714,297
 $6,528
         
Derivative assets:        
Foreign exchange options $6,136
 $
 $6,136
 $
Interest rate swaps and caps $41,534
 $
 $41,534
 $
Foreign exchange contracts $8,123
 $
 $8,123
 $
Derivative liabilities:        
Interest rate swaps on certificates of deposits $(9,922) $
 $(9,922) $
Interest rate swaps and caps $(41,779) $
 $(41,779) $
Foreign exchange contracts $(9,171) $
 $(9,171) $
Embedded derivative liabilities $(3,392) $
 $
 $(3,392)

78



 Assets (Liabilities) Measured at Fair Value on a Recurring Basis as of 
December 31, 2013
 Fair Value Measurements December 31, 2013 Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
 Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 Assets (Liabilities) Measured at Fair Value on a Recurring Basis
as of December 31, 2014
 (In thousands)
Investment securities available-for-sale:  
  
  
  
($ In thousands) Fair Value Measurements December 31, 2014 Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
 Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
Available-for-sale investment securities:  
  
  
  
U.S. Treasury securities $491,632
 $491,632
 $
 $
 $873,435
 $873,435
 $
 $
U.S. government agency and U.S. government sponsored enterprise debt securities 394,323
 
 394,323
 
 311,024
 
 311,024
 
U.S. government agency and U.S. government sponsored enterprise mortgage-backed securities:  
  
  
  
  
  
  
  
Commercial mortgage-backed securities 178,870
 
 178,870
 
 141,420
 
 141,420
 
Residential mortgage-backed securities 885,237
 
 885,237
 
 791,088
 
 791,088
 
Municipal securities 280,979
 
 280,979
 
 250,448
 
 250,448
 
Other residential mortgage-backed securities:  
  
  
  
  
  
  
  
Investment grade 46,327
 
 46,327
 
 53,918
 
 53,918
 
Other commercial mortgage-backed securities:  
  
  
  
  
  
  
  
Investment grade 51,617
 
 51,617
 
 34,053
 
 34,053
 
Corporate debt securities:  
  
  
  
  
  
  
  
Investment grade 309,995
 
 309,995
 
 115,182
 
 115,182
 
Non-investment grade 15,101
 
 8,730
 6,371
 14,681
 
 8,153
 6,528
Other securities 79,716
 
 79,716
 
 41,368
 32,357
 9,011
 
Total investment securities available-for-sale $2,733,797
 $491,632
 $2,235,794
 $6,371
Total available-for-sale investment securities $2,626,617
 $905,792
 $1,714,297
 $6,528
                
Derivative assets:                
Foreign exchange options $6,290
 $
 $6,290
 $
 $6,136
 $
 $6,136
 $
Interest rate swaps and caps $28,078
 $
 $28,078
 $
 $41,534
 $
 $41,534
 $
Foreign exchange contracts $6,181
 $
 $6,181
 $
 $8,118
 $
 $8,118
 $
        
Derivative liabilities:                
Interest rate swaps on certificates of deposits $(16,906) $
 $(16,906) $
Interest rate swaps on certificates of deposit $(9,922) $
 $(9,922) $
Interest rate swaps and caps $(26,352) $
 $(26,352) $
 $(41,779) $
 $(41,779) $
Foreign exchange contracts $(3,349) $
 $(3,349) $
 $(9,163) $
 $(9,163) $
Embedded derivative liabilities $(3,655) $
 $
 $(3,655) $(3,392) $
 $
 $(3,392)
        


7974



At each reporting period, all assets and liabilities for which the fair value measurement is based on significant unobservable inputs are classified as Level 3.  The following tables present a reconciliation of the beginning and ending balances for major asset and liability categories measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the years ended December 31, 2015, 2014 2013, and 2012:2013:
 Year Ended December 31,            
 2014 2013 2012
 Corporate Debt
Securities:
Non-Investment Grade
 Embedded Derivative 
Liabilities
 Corporate Debt
Securities:
Non-Investment Grade
 Embedded Derivative 
Liabilities
 Corporate Debt
Securities:
Non-Investment Grade
 Embedded Derivative 
Liabilities
 (In thousands)
($ in thousands) Year Ended December 31,
2015 2014 2013
Corporate Debt
Securities:
Non-Investment Grade
 Embedded Derivative 
Liabilities
 Corporate Debt
Securities:
Non-Investment Grade
 Embedded Derivative 
Liabilities
 Corporate Debt
Securities:
Non-Investment Grade
 Embedded Derivative 
Liabilities
Beginning balance $6,371
 $(3,655) $4,800
 $(3,052) $2,235
 $(2,634) $6,528
 $(3,392) $6,371
 $(3,655) $4,800
 $(3,052)
Total gains or (losses) for the period:  
  
  
  
  
  
Total gains (losses) for the period:  
  
  
  
  
  
Included in earnings(1)
 802
 263
 
 (603) (99) (418) 960
 (20) 802
 263
 
 (603)
Included in other comprehensive income (unrealized) (2)
 2,326
 
 1,653
 
 2,711
 
Included in other comprehensive (loss) income (2)
 922
 
 2,326
 
 1,653
 
Purchases, issues, sales, settlements:      
  
  
  
      
  
  
  
Purchases 
 
 
 
 
 
 
 
 
 
 
 
Issues 
 
 
 
 
 
 
 
 
 
 
 
Sales (2,595) 
 
 
 
 
 (7,219) 
 (2,595) 
 
 
Settlements (376) 
 (82) 
 (47) 
 (98) 3,412
 (376) 
 (82) 
Transfer from investment grade to non-investment grade 
 
 
 
 
 
 
 
 
 
 
 
Transfers in and/or out of Level 3 
 
 
 
 
 
 (1,093) 
 
 
 
 
Ending balance $6,528
 $(3,392) $6,371
 $(3,655) $4,800
 $(3,052) $
 $
 $6,528
 $(3,392) $6,371
 $(3,655)
Changes in unrealized losses included in earnings relating to assets and liabilities held at period-end $
 $(263) $
 $603
 $99
 $418
Change in unrealized gains (losses) included in earnings relating to assets and liabilities held for the period $
 $
 $
 $263
 $
 $(603)
            
(1)RealizedNet gains or losses (realized and unrealized) of corporate debt securities and embedded derivative liabilities are included in net gains on sales of investment securities and other operating expense, respectively, in the consolidated statementsConsolidated Statements of income.Income.
(2)Unrealized gains or losses on available-for-sale investment securities are reported in other comprehensive (loss) income, (loss), net of tax, in the consolidated statementsConsolidated Statements of comprehensive income.Comprehensive Income.

Transfers into or out of fair value hierarchy classifications are made if the significant inputs used in the financial models measuring the fair values of the assets and liabilities became unobservable or observable in the current marketplace. The Company’s policy, with respect to transfers between levels of the fair value hierarchy, is to recognize transfers into and out of each level as of the end of the reporting period. For the year ended December 31, 2015, the Company transferred $1.1 million of assets measured on a recurring basis out of Level 3 into Level 2 due to increased market liquidity and price observability on certain pooled trust preferred securities. There were no transfers of assets measured on a recurring basis in and out of Level 1, Level 2 or Level 3 for the years ended December 31, 2014 and 2013.

The following table presents quantitative information about significant unobservable inputs used in the valuation of assets and liabilities measured on a recurring basis classified as Level 3 as of December 31, 2014 and 2013::
 
Fair Value
Measurements
(Level 3)
 Valuation Technique(s) Unobservable Input(s) Range of Inputs 
Weighted
Average
   
 ($ in thousands)
December 31, 2014  
        
Investment securities available-for-sale:  
        
($ in thousands) Fair Value
Measurements
(Level 3)
 
Valuation
 Technique(s)
 Unobservable Input(s) Range of Inputs Weighted
Average
Available-for-sale investment securities:  
        
Corporate debt securities:  
          
        
Non-investment grade $6,528
 Discounted cash flow Constant prepayment rate 0% - 1% 0.73% $6,528
 Discounted cash flow Constant prepayment rate 0.00% - 1.00% 0.73%
  
   Constant default rate 0.75% - 1.20% 0.87%  
   Constant default rate 0.75% - 1.20% 0.87%
  
   Loss severity 85% 85%  
   Loss severity 85.00% 85.00%
  
   Discount margin 4.50% - 7.50% 6.94%  
   Discount margin 4.50% - 7.50% 6.94%
Embedded derivative liabilities $(3,392) Discounted cash flow Credit risk 0.115% - 0.142% 0.133% $(3,392) Discounted cash flow Credit risk 0.12% - 0.14% 0.13%
      
December 31, 2013  
        
Investment securities available-for-sale:  
        
Corporate debt securities:  
        
Non-investment grade $6,371
 Discounted cash flow Constant prepayment rate 0% - 1% 0.74%
  
   Constant default rate 0.75% - 1.20% 0.87%
  
   Loss severity 85% 85%
  
   Discount margin 6.50% - 11.50% 9.97%
Embedded derivative liabilities $(3,655) Discounted cash flow Credit risk 0.175% - 0.212% 0.200%

80



 
Assets measured at fair value on a nonrecurring basis using significant unobservable inputs include certain non-PCI impaired loans, OREO, and OREO.  The inputs and assumptionsloans held for nonrecurring Level 3sale.  These fair value measurementsadjustments result from impairments recognized during the period on certain non-PCI impaired loans, application of fair value less cost to sell on OREO and application of LOCOM valuation on loans held for certain loans and OREO include adjustments to external and internal appraisals for changes in the market, assumptions by appraiser embedded into appraisals, probability weighting of broker price opinions, and management’s adjustments for other relevant factors and market trends. sale.


75



The following tables present the carrying amounts of all assets measured at fair value on a nonrecurring basisthat were still held as of December 31, 2015 and 2014 and 2013:for which a nonrecurring fair value measurement was recorded:
 Assets Measured at Fair Value on a Nonrecurring Basis as of 
December 31, 2014
        
 
Fair Value
Measurements
 Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
 Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 Assets Measured at Fair Value on a Nonrecurring Basis
as of December 31, 2015
 (In thousands)
Non-covered impaired loans:  
  
  
  
(S in thousands) 
Fair Value
Measurements
 Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
 Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
Non-PCI impaired loans:  
  
  
  
CRE $26,089
 $
 $
 $26,089
 $17,252
 $
 $
 $17,252
C&I 16,581
 
 
 16,581
 35,558
 
 
 35,558
Residential 25,034
 
 
 25,034
 16,472
 
 
 16,472
Consumer 107
 
 
 107
 1,180
 
 
 1,180
Total non-covered impaired loans $67,811
 $
 $
 $67,811
Total non-PCI impaired loans $70,462
 $
 $
 $70,462
OREO $4,929
 $
 $
 $4,929
Loans held for sale $29,238
 $
 $29,238
 $
                
Non-covered OREO $15,735
 $
 $
 $15,735
Covered OREO $1,786
 $
 $
 $1,786
 Assets Measured at Fair Value on a Nonrecurring Basis as of 
December 31, 2013
        
 
Fair Value
Measurements
 Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
 Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 Assets Measured at Fair Value on a Nonrecurring Basis
as of December 31, 2014
 (In thousands)
Non-covered impaired loans:  
  
  
  
($ in thousands) 
Fair Value
Measurements
 Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
 Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
Non-PCI impaired loans:  
  
  
  
CRE $29,559
 $
 $
 $29,559
 $26,089
 $
 $
 $26,089
C&I 15,120
 
 
 15,120
 16,581
 
 
 16,581
Residential 12,791
 
 
 12,791
 25,034
 
 
 25,034
Consumer 281
 
 
 281
 107
 
 
 107
Total non-covered impaired loans $57,751
 $
 $
 $57,751
Total non-PCI impaired loans $67,811
 $
 $
 $67,811
OREO $17,521
 $
 $
 $17,521
                
Non-covered OREO $13,031
 $
 $
 $13,031
Covered OREO $17,284
 $
 $
 $17,284


81



The following table presents fair value adjustments of certain assets measured on a nonrecurring basis recognized duringfor the years ended and still held as of December 31, 2015, 2014 2013, and 2012:2013:
 Year Ended December 31,      
 2014 2013 2012 Year Ended December 31,
 (In thousands)
Non-covered impaired loans:  
  
  
($ in thousands) 2015 2014 2013
Non-PCI impaired loans:  
  
  
CRE $2,196
 $(4,250) $(8,405) $(2,747) $2,196
 $(4,250)
C&I (9,169) (13,135) (14,540) (5,612) (9,169) (13,135)
Residential (61) (1,378) (4,803) (611) (61) (1,378)
Consumer (1) (112) (264) (59) (1) (112)
Total non-covered impaired loans $(7,035) $(18,875) $(28,012)
Total non-PCI impaired loans $(9,029) $(7,035) $(18,875)
OREO $(233) $(2,600) $(4,814)
Loans held for sale $(1,991) $
 $
            
Non-covered OREO $(1,573) $(1,438) $(5,122)
Covered OREO (1)
 $(1,027) $(3,376) $(11,183)
(1)Covered OREO results from the WFIB and UCB FDIC-assisted acquisitions for which the Company entered into shared-loss agreements with the FDIC whereby the FDIC will reimburse the Company for 80% of eligible losses. As such, the Company’s liability for losses is 20% of the $1.0 million in losses, or $205 thousand, and 20% of the $3.4 million in losses, or $675 thousand, and 20% of the $11.2 million in losses, or $2.2 million for the years ended December 31, 2014, 2013, and 2012, respectively. 


76



The following table presents quantitative information about significant unobservable inputs used in the valuation of assets measured on a nonrecurring basis classified as Level 3 as of December 31, 20142015 and 2013:2014:
  
Fair Value
Measurements
(Level 3)
 
Valuation
Technique(s)
 
Unobservable
Input(s)
 Range of Inputs 
Weighted 
Average
  ($ in thousands)
December 31, 2014  
        
Non-covered impaired loans $11,499
 Discounted cash flow Discount rate 0% - 81% 49%
  $56,312
 Market comparables 
Discount rate(1)
 0% - 100% 4%
Non-covered OREO $15,735
 Appraisal Selling cost 8% 8%
Covered OREO $1,786
 Appraisal No Discount    
           
December 31, 2013  
        
Non-covered impaired loans $57,751
 Market comparables 
Discount rate(1)
 0% - 100% 13%
Non-covered OREO $13,031
 Appraisal Selling cost 8% 8%
Covered OREO $17,284
 Appraisal No Discount    
 
($ in thousands) Fair Value
Measurements
(Level 3)
 Valuation
Technique(s)
 Unobservable
Input(s)
 Range of Inputs Weighted 
Average
December 31, 2015  
        
Non-PCI impaired loans $27,522
 Discounted cash flow Discount rate 0% - 87% 30%
  $42,940
 Market comparables 
Discount rate (1)
 0% - 100% 17%
OREO $4,929
 Appraisal Selling cost 8% 8%
December 31, 2014          
Non-PCI impaired loans $11,499
 Discounted cash flow Discount rate 0% - 81% 49%
  $56,312
 Market comparables 
Discount rate (1)
 0% - 100% 4%
OREO $17,521
 Appraisal Selling cost 8% 8%
           
(1)Discount rate is adjusted for factors such as liquidation cost of collateral and selling cost.

82

(1)Discount rate is adjusted for factors such as liquidation cost of collateral and selling cost.


The following tables present the carrying and fair values per the fair value hierarchy of certain financial instruments, excluding those measured at fair value on a recurring basis, as of December 31, 20142015 and 2013 were as follows:2014:
 December 31, 2014
 
Carrying
Amount
 Level 1 Level 2 Level 3 
Estimated
Fair Value
 (In thousands)
($ in thousands) December 31, 2015
Carrying
Amount
 Level 1 Level 2 Level 3 
Estimated
Fair Value
Financial assets:                    
Cash and cash equivalents $1,039,885
 $1,039,885
 $
 $
 $1,039,885
 $1,360,887
 $1,360,887
 $
 $
 $1,360,887
Short-term investments $338,714
 $
 $338,714
 $
 $338,714
 $299,916
 $
 $299,916
 $
 $299,916
Resale agreements(1) $1,225,000
 $
 $1,191,060
 $
 $1,191,060
 $1,600,000
 $
 $1,533,961
 $
 $1,533,961
Loans held for sale $45,950
 $
 $45,950
 $
 $45,950
 $31,958
 $
 $31,958
 $
 $31,958
Loans receivable, net $21,468,270
 $
 $
 $20,997,379
 $20,997,379
 $23,378,789
 $
 $
 $23,000,817
 $23,000,817
Investment in FHLB stock $31,239
 $
 $31,239
 $
 $31,239
 $28,770
 $
 $28,770
 $
 $28,770
Investment in Federal Reserve Bank stock $54,451
 $
 $54,451
 $
 $54,451
 $54,932
 $
 $54,932
 $
 $54,932
Accrued interest receivable $88,303
 $
 $88,303
 $
 $88,303
 $89,243
 $
 $89,243
 $
 $89,243
Financial liabilities:  
  
  
  
  
  
  
  
  
  
Customer deposit accounts:  
  
  
  
  
  
  
  
  
  
Demand, savings and money market deposits $17,896,035
 $
 $17,896,035
 $
 $17,896,035
 $20,859,086
 $
 $20,859,086
 $
 $20,859,086
Time deposits $6,112,739
 $
 $
 $6,095,217
 $6,095,217
 $6,616,895
 $
 $6,606,942
 $
 $6,606,942
Federal Home Loan Bank advances $317,241
 $
 $336,302
 $
 $336,302
Repurchase agreements $795,000
 $
 $870,434
 $
 $870,434
FHLB advances $1,019,424
 $
 $1,032,000
 $
 $1,032,000
Accrued interest payable $11,303
 $
 $11,303
 $
 $11,303
 $8,848
 $
 $8,848
 $
 $8,848
Long-term debt $225,848
 $
 $205,777
 $
 $205,777
 $206,084
 $
 $186,593
 $
 $186,593
(1)
Resale and repurchase agreements are reported net pursuant to ASC 210-20-45, Balance Sheet Offsetting. As of December 31, 2015, the carrying amount of $450.0 million of repurchase agreements was eligible for netting against resale agreements, resulting in no repurchase agreements’ balances reported.
  December 31, 2013
  Carrying
Amount
 Level 1 Level 2 Level 3 Estimated
Fair Value
  (In thousands)
Financial assets:  
  
  
  
  
Cash and cash equivalents $895,820
 $895,820
 $
 $
 $895,820
Short-term investments $257,473
 $
 $257,473
 $
 $257,473
Resale agreements $1,300,000
 $
 $1,279,406
 $
 $1,279,406
Loans held for sale $204,970
 $
 $212,469
 $
 $212,469
Loans receivable, net $17,600,613
 $
 $
 $16,741,674
 $16,741,674
Investment in FHLB stock $62,330
 $
 $62,330
 $
 $62,330
Investment in Federal Reserve Bank stock $48,333
 $
 $48,333
 $
 $48,333
Accrued interest receivable $116,314
 $
 $116,314
 $
 $116,314
Financial liabilities:  
  
  
  
  
Customer deposit accounts:  
  
  
  
  
Demand, savings and money market deposits $14,588,570
 $
 $14,588,570
 $
 $14,588,570
Time deposits $5,824,348
 $
 $
 $5,791,659
 $5,791,659
FHLB advances $315,092
 $
 $308,521
 $
 $308,521
Repurchase agreements $995,000
 $
 $1,134,774
 $
 $1,134,774
Accrued interest payable $11,178
 $
 $11,178
 $
 $11,178
Long-term debt $226,868
 $
 $184,415
 $
 $184,415


8377



 
  December 31, 2014
($ in thousands) Carrying
Amount
 Level 1 Level 2 Level 3 Estimated
Fair Value
Financial assets:  
  
  
  
  
Cash and cash equivalents $1,039,885
 $1,039,885
 $
 $
 $1,039,885
Short-term investments $338,714
 $
 $338,714
 $
 $338,714
Resale agreements (1)
 $1,225,000
 $
 $1,191,060
 $
 $1,191,060
Loans held for sale $45,950
 $
 $45,950
 $
 $45,950
Loans receivable, net $21,468,270
 $
 $
 $20,997,379
 $20,997,379
Investment in FHLB stock $31,239
 $
 $31,239
 $
 $31,239
Investment in Federal Reserve Bank stock $54,451
 $
 $54,451
 $
 $54,451
Accrued interest receivable $88,303
 $
 $88,303
 $
 $88,303
Financial liabilities:  
  
  
  
  
Customer deposit accounts:  
  
  
  
  
Demand, savings and money market deposits $17,896,035
 $
 $17,896,035
 $
 $17,896,035
Time deposits $6,112,739
 $
 $6,095,217
 $
 $6,095,217
FHLB advances $317,241
 $
 $336,302
 $
 $336,302
Repurchase agreements (1)
 $795,000
 $
 $870,434
 $
 $870,434
Accrued interest payable $11,303
 $
 $11,303
 $
 $11,303
Long-term debt $225,848
 $
 $205,777
 $
 $205,777
 
(1)
Resale and repurchase agreements are reported net pursuant to ASC 210-20-45, Balance Sheet Offsetting. As of December 31, 2014, the carrying amount of $200.0 million out of $995.0 million of repurchase agreements was eligible for netting against resale agreements.

The following is a description of the valuation methodologies and significant assumptions used in estimatingto measure financial assets and liabilities at fair value and to estimate fair value for certain financial instruments not recorded at fair value. The description also includes the level of financial instruments.the fair value hierarchy in which the assets or liabilities are classified.
 
Cash and Cash Equivalents — The carrying amount approximates fair value due to the short-term nature of these instruments. Due to the short-term nature of these instruments,As such, the estimated fair value is classified as Level 1.
 
Short-Term Investments — The fair value of short-term investments generally approximateapproximates their book value due to their short maturities.  DueIn addition, due to the observable nature of the inputs used in deriving the estimated fair value, of these instruments the estimate isare classified as Level 2.
 
Resale Agreements —  Resale agreements with original maturities of 90 days or less are included in cash and cash equivalents.  The fair value of securities purchased under resale agreements with original maturities of more than 90 days is estimated by discounting the cash flows based on expected maturities or repricing dates utilizing estimated market discount rates.  DueIn addition, due to the observable nature of the inputs used in deriving the estimated fair value, of these instruments the estimate isare classified as Level 2.
 
Available-for-SaleInvestment Securities Available-for-Sale— When available, the Company uses quoted market prices to determine the fair value of available-for-sale investment securities available-for-sale;securities; such items are classified as Level 1.  Level 1 available-for-sale investment securities mainly include U.S. treasuryTreasury securities.  The fair values of other available-for-sale investment securities are generally determined by independent external pricing service providers who have experience in valuing these securities andor by comparison to and/orthe average of quoted market prices obtained from independent external brokers. In obtaining such valuation information from third parties, the Company has reviewed the methodologies used to develop the resulting fair values.  The available-for-sale investment securities valued using such methods are classified as Level 2.
 
The Company’s Level 3 available-for-sale securities are comprised of pooled trust preferred securities. The fair values of these investment securities represent less than 1% of the total available-for-sale investment securities.  The fair values of the pooled trust preferred securities have traditionally been based on the average of at least two quoted market prices obtained from independent external brokers since broker quotes in an active market are given the highest priority. As a result of the continued illiquidity in the pooled trust preferred securities market, it is the Company’s view that current broker prices (which are typically non-binding) on certain pooled trust preferred securities are not representative of the fair value of these securities.  As such, the Company considered what weight, if any, to place on transactions that are not orderly when estimating fair value.
For the pooled trust preferred securities, the fair values were derived based on discounted cash flow analysis (the income method) prepared by management. In order to determine the appropriate discount rate used in calculating fair values derived from the income method for the pooled trust preferred securities, the Company has made assumptions using an exit price approach related to the implied rate of return which have been adjusted for general changes in market rates, estimated changes in credit risk and liquidity risk premium, specific nonperformance, and default experience in the collateral underlying the securities.  Significant increases (decreases) in any of those inputs in isolation would result in a significantly lower (higher) fair value measurement.  Generally, a change in the assumption used for the probability of default is accompanied by a directionally similar change in the assumption used for credit risk and liquidity risk.  The actual Level 3 unobservable assumption rates used as of December 31, 2014 include: constant prepayment rate, constant default rate, loss severity for deferrals/defaults, and discount margin.

Loans Held for Sale — The Company’s loans held for sale are carried at the lower of cost or fair value.LOCOM. These loans are comprised of student loans.  The fair value of loans held for sale is derived from current market prices and comparative current sales. As such, the Company records any fair value adjustments on a nonrecurring basis. Loans held for sale are classified as Level 2.
 

78



Non-coveredNon-PCI Impaired Loans — The Company evaluates non-coverednon-PCI impaired loans on a nonrecurring basis. The fair value of non-coverednon-PCI impaired loans is measured using the market comparables technique. For CRE loans and C&I loans, the fair value is based on each loan’s observable market price or the fair value of the collateral less cost to sell, if the loan is collateral dependent. The fair value of this collateral is based on third party appraisals or evaluations which are reviewed by the Company’s appraisal department. All appraisals include an “as is” market value without conditions as of the effective date of the appraisal. Updated appraisals and evaluations are generally obtained on a regular basis or at least annually. Further, on a quarterly basis, all appraisals and evaluations of nonperforming assets are reviewed to assesswithin the current carrying value and to ensure that the current carrying value is appropriate.last 12 months. For certain performing TDRs,impaired loans, the Company utilizes the discounted cash flow techniqueapproach and applies a discount rate derived from historical data. For residentialimpaired loans with an unpaid balance below a certain threshold, the Company applies historical loss rates to derive the fair value. The significant unobservable inputs used in the fair value measurement of non-coverednon-PCI impaired loans are discount rates applied based on the liquidation cost of collateral and selling cost. Non-coveredOn a quarterly basis, all nonperforming assets are reviewed to assess whether the current carrying value is supported by the collateral or cash flow and to ensure that the current carrying value is appropriate. Non-PCI impaired loans are classified as Level 3.
 

84



Loans Receivable, netNet — The fair value of loans is determined based on a discounted cash flow approach considered for an exit price value. The discount rate is derived from the associated yield curve plus spreads, and reflects the offering rates in the market for loans with similar financial characteristics. No adjustments have been made for changes in credit within any of the loan portfolios. It is management’s opinion that the allowance for loan losses pertaining to performing and nonperforming loans results in a fair value valuation of credit for such loans. Due to the unobservable nature of the inputs used in deriving the estimated fair value, of these instruments the estimate isare classified as Level 3.
 
OREO — The Company’s OREO represents properties acquired through foreclosure or through full or partial satisfaction of loans receivable, which are recorded at estimated fair value less the cost to sell at the time of foreclosure and at the lower of cost or estimated fair value less the cost to sell subsequent to acquisition. The fair values of OREO properties are based on third party appraisals, broker price opinions or accepted written offers. Refer to the “Non-coveredNon-PCI Impaired Loans”Loans section above for a detailed discussion on the Company’s policypolicies and procedures ofrelated to appraisals and evaluations. On a monthly basis, the current fair market value of each OREO property is reviewed to ensure that the current carrying value is appropriate. The Company uses the market comparables valuation technique to measure the fair value of OREO properties. The significant unobservable input used is the selling cost. OREO properties are classified as Level 3.

Investment in FHLB Stock and Federal Reserve Bank Stock — The carrying amounts of the Company’s investments in FHLB Stock and Federal Reserve Bank Stock approximate fair value. The valuation of these investments is classified as Level 2. Ownership of these securities is restricted to member banks and the securities do not have a readily determinable fair value.  Purchases and sales of these securities are at par value.
 
Accrued Interest Receivable — The carrying amount approximates fair value due to the short-term nature of these instruments. Due to the observable nature of the inputs used in deriving the estimated fair value, these instruments are classified as Level 2.
 
Foreign Exchange Options — The Company entered into foreign exchange option contracts with major investment firms during the year ended December 31,in 2010. The settlement amount is determined based upon the performance of the Chinese currency Renminbi (“RMB”)RMB relative to the U.S. Dollar (“USD”)USD over the 5-yearfive year term of the contracts. The performance amount is computed based on the average quarterly value of the RMB compared to the USD as compared to the initial value. The fair value of these derivative contracts is provided by third parties and is determined based on the change in the RMB and the volatility of the option over the life of the agreement. The option value is derived based on the volatility of the option, interest rate, currency rate and time remaining to maturity. The Company’s consideration of the counterparty’s credit risk resulted in a nominal adjustment to the valuation of the foreign exchange options as of December 31, 2014 and 2013.options. Due to the observable nature of the inputs used in deriving the fair value of these derivative contracts, the valuation of the option contracts is classified as Level 2.


79



Interest Rate Swaps and Caps — The Company enters into interest rate swap and cap contracts with institutional counterparties to hedge against interest rate swap and cap products offered to bank customers. These products allow borrowers to lock in attractive intermediate and long-term interest rates by entering into an interest rate swap or cap contract with the Company, resulting in the customer obtaining a synthetic fixed rate loan. The Company also enters into interest rate swap contracts with institutional counterparties to hedge against certificates of deposit issued. This product allows the Company to lock in attractive floating rate funding. The fair value of interest rate swap contractsswaps is determined using the market standard methodology of netting the discounted future fixed cash payments (or receipts) and the discounted expected variable cash receipts (or payments).  The variable cash receipts (or payments) are based on a discounted cash flow approach.the expectation of future interest rates (forward curves) derived from observed market interest rate curves. The counterparty’s credit risk is considered in the valuationfair value of interest rate swaps asoptions is determined using the market standard methodology of discounting the future expected cash receipts that would occur if variable interest rates fell below (rise above) the strike rate of the floors (caps).  The variable interest rates used in the calculation of projected receipts on the floor (cap) are based on an expectation of future interest rates derived from observable market interest rate curves and volatilities. In addition, to comply with the provisions of ASC 820, the Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements of its derivatives. The credit valuation adjustments associated with the Company’s derivatives utilize Level 3 inputs, model-derived credit spreads. As of December 31, 20142015, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of these interest rate contracts’ positions and 2013. Duehas determined that the credit valuation adjustments are not significant to the overall valuation of its derivative portfolios. As a result, the Company classifies these derivative valuations in Level 2 of the fair value hierarchy due to the observable nature of the significant inputs used in deriving the fair value of these derivative contracts, the valuation of interest rate swaps and caps is classified as Level 2.utilized.
 
Foreign Exchange Contracts — The Company enters into short-term foreign exchange contracts to purchase/sell foreign currencies at set rates in the future.  These contracts economically hedge against foreign exchange rate fluctuations. The Company also enters into contracts with institutional counterparties to hedge against foreign exchange products offered to bank customers.  These products allow customers to hedge the foreign exchange risk of their deposits and loans denominated in foreign currencies.  The Company assumes minimal foreign exchange rate risk as the contract with the customer and the contract with the institutional party mirrormirrors each other.  The fair value is determined at each reporting period based on the changechanges in the foreign exchange rate.  GivenThese are over the short-termcounter contracts where quoted market prices are not readily available.  Valuation is measured using conventional valuation methodologies with observable market data.  Valuation depends on the type of derivative and the nature of the contracts,underlying rate, contractual terms including period of maturity, price or index upon which the derivative’s value is based. Key inputs include foreign exchange rates (spot and/or forward rates), volatility of currencies, and the correlation of such inputs. The counterparties’ credit risks are considered nominal and resulted in no adjustments to the valuation of the short-term foreign exchange contracts as of December 31, 2014 and 2013. The valuation of these contracts is classified as Level 2 duecontracts. Due to the observable nature of the inputs used in deriving the fair value.
The Company also enters into long-term foreign exchangevalue of these contracts, to purchase/sell foreign currencies at set rates in the future. The fair value is determined at each reporting period based on the change in the foreign exchange rate. The Company’s consideration of the counterparty’s credit risk resulted in no adjustment to the valuation of the long-term foreign exchange contract as of December 31, 2014 and 2013. The valuation of these contracts is classified as Level 2 due to the observable nature of the inputs used in deriving the fair value.2.

85



 
Customer Deposits — The carrying amount approximates fair value forof deposits with no stated maturity, such as demand anddeposits, interest checking, deposits, savings, deposits, and certain money market deposits, approximates the carrying amount as the amounts are payable on demand as ofat the balance sheetmeasurement date. Due to the observable nature of the inputs used in deriving the estimated fair value, these instruments are classified as Level 2. For time deposits, the fair value is based on the discounted value of contractual cash flows using thecurrent market rates offered by the Company.for instruments with similar maturities. Due to the unobservableobservable nature of the inputs used in deriving the estimated fair value, of these instruments, the estimate istime deposits are classified as Level 3.2.

FHLB Advances — The fair value of FHLB advances is estimated based on the discounted value of contractual cash flows, using rates currently offered by the FHLB of San Francisco for advances with similar remaining maturities at each reporting date. Due to the observable nature of the inputs used in deriving the estimated fair value, of these instruments the estimate isare classified as Level 2.

Repurchase AgreementsFor repurchase agreements with original maturities of 90 days or less, the carrying amount approximatesThe fair value due to the short-term nature of these instruments. At December 31, 2014 and December 31, 2013, most of the repurchase agreements were long-term in nature and the fair values of securities sold under repurchase agreements werewas calculated by discounting future cash flows based on expected maturities or repricing dates, utilizing estimated market discount rates and taking into consideration the call features of each instrument. Due to the observable nature of the inputs used in deriving the estimated fair value, of these instruments the estimate isare classified as Level 2.
 
Accrued Interest Payable — The carrying amount approximates fair value due to the short-term nature of these instruments. Due to the observable nature of the inputs used in deriving the estimated fair value, these instruments are classified as Level 2.
 
Long-Term Debt — The fair value of long-term debt is estimated by discounting the cash flows through maturity based on current market rates the Company would pay for new issuances. Due to the observable nature of the inputs used in deriving the estimated fair value, of these instruments, the estimatelong-term debt is classified as Level 2.
 

80



Embedded Derivative Liabilities During 2010, the Company entered into foreign exchange option contracts with major brokerage firms to economically hedge against foreign exchange fluctuations in certain certificates of deposits available to its customers. These certificates of deposits have a term of 5 years and pay interest based on the performance of the RMB relative to the USD. Under ASC 815, a certificate of deposit that pays interest based on changes in foreign exchange rates is a hybrid instrument with an embedded derivative that must be accounted for separately from the host contract (i.e., the certificate of deposit). The Company issues certain certificates of deposit that have a term of five years and pay interest based on the performance of the RMB relative to the USD. The fair value of these embedded derivatives is based on the discounted cash flow approach.  The liabilities are divided between the portion under FDIC insurance coverage and the non-insured portion.  For the FDIC insured portion, the Company applied a risk premium comparable to an agency security risk premium. For the non-insured portion, the Company considered its own credit risk in determining the valuation by applying a risk premium based on the CompanyCompany’s institutional credit rating.  Total credit valuation adjustments onwere considered nominal to the valuation of embedded derivative liabilities were nominal for the years ended December 31, 2014 and 2013.liabilities. Increases (decreases), if any, of those inputs in isolation would result in a lower (higher) fair value measurement.  The valuation of the embedded derivative liabilities fallfalls within Level 3 of the fair value hierarchy, since the significant inputs used in deriving the fair value of these derivative contracts are not directly observable. 

Foreign currency forward contracts The actualCompany enters into foreign currency forward contracts to hedge its net investment in East West Bank (China) Limited, a non-USD functional currency subsidiary in China. The fair value of foreign currency forward contracts is valued by comparing the contracted foreign exchange rate to the current market exchange rate. Inputs include spot rates, forward rates, and the interest rate curve of the domestic and foreign currency. Interest rate forward curves are used to determine which forward rate pertains to a specific maturity. Due to the observable nature of the inputs used in deriving the estimated fair value, these instruments are classified as Level 3 unobservable input used as of December 31, 2014 was a credit risk adjustment. 2.
 
RPA — The Company enters into RPAs, under which the Company assumes its pro-rata share of the credit exposure associated with the borrower’s performance related to interest rate derivative contracts. The fair value of RPAs is calculated by determining the total expected liability exposure of the derivatives to the borrowers and applying the borrower’s credit spread to that exposure. Total expected exposure incorporates both the current and potential future exposure of the derivatives, derived from using observable inputs, such as yield curves and volatilities. The credit spreads of the borrowers used in the calculation are estimated by the Company based on current market conditions, including consideration of current borrowing spreads for similar customers and transactions, review of existing collateralization or other credit enhancements, and changes in credit sector and entity-specific credit information. The Company has determined that the majority of the inputs used to value RPAs fall within Level 2 of the fair value hierarchy.

The fair value estimates presented herein are based on pertinent information available to management as of each reporting date. Although the Company is not aware of any factors that would significantly affect the estimated fair value amounts, such amounts have not been comprehensively revalued for purposes of these financial statements since that date, and therefore, current estimates of fair value may differ significantly from the amounts presented herein.



8681



NOTE 4 CASH AND CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS
 
Cash and cash equivalents include cash, amounts due from banks, money-market funds,interest-bearing deposits in other banks, and other short-term investmentsbank placements, with original maturities up to 90 days. Short-term investments include short-term bank placements and resale agreements, recorded at cost, which approximate market.
The following table presents the composition of cash and cash equivalents as of December 31, 20142015 and 2013 is presented as follows:2014:
 December 31,
 2014 2013
 (In thousands)
($ in thousands) December 31,
2015 2014
Cash and amounts due from banks $944,118
 $693,387
 $1,177,889
 $944,118
Cash equivalents:  
  
  
  
Money market funds 
 605
Other short-term investments 95,767
 201,828
Interest-bearing deposits in other banks 68,000
 
Bank placements 114,998
 95,767
Total cash and cash equivalents $1,039,885
 $895,820
 $1,360,887
 $1,039,885
 
Short-term investments were $338.7 million and $257.5 million which include interest-bearing deposits in other banks of $50.2 million and $60.3 million as of December 31, 2014 and 2013, respectively. These short-term investments havebank placements, with original maturities of greater than 90 days and less than one year.

As of December 31, 2015 and 2014, short-term investments totaled $299.9 million and $338.7 million, respectively. Included in short-term investments were interest-bearing deposits in other banks of $160.9 million and $50.2 million, as of December 31, 2015 and 2014, respectively.

NOTE 5
SECURITIES PURCHASED UNDER RESALE AGREEMENTS AND SOLD UNDER REPURCHASE AGREEMENTS

Resale agreementsAgreements

Resale agreements are recorded at the amountsbalances at which the securities were acquired. The Company’s policy is to obtain possession of resale agreements that are equal to or greater than the principal amount loaned. The market values of the underlying securities collateralizing the related receivable of the resale agreements, including accrued interest, are monitored. Additional collateral may be requested by the Company from the counterparty when deemed appropriate. Gross resale agreements were $1.43$2.05 billion and $1.40$1.43 billion as of December 31, 20142015 and 2013,2014, respectively. The weighted average interest rates were 1.55%1.61% and 1.44%1.55% as of December 31, 20142015 and 2013,2014, respectively. As of December 31, 2014,2015, total gross resale agreements that mature duringare maturing in the next five years are as follows: 20152016$875.0$950.0 million; 20162017 and 2017 — $0.0 million; 2018 — $50.0 million;million each; 2019 — $0.0 million; 2020 — $100.0 million and thereafter — $500.0$900.0 million.
 
Repurchase agreementsAgreements

Long-term repurchase agreements are accounted for as collateralized financing transactions and recorded at the amountsbalances at which the securities were sold. The collateralscollateral for these agreements are mainlyprimarily comprised of U.S. government agency and U.S. government sponsored enterprise debt and mortgage-backed securities. The Company may have to provide additional collateral for the repurchase agreements, as necessary. Gross repurchase agreements were $450.0 million and $995.0 million as of December 31, 2015 and 2014, and 2013.respectively. The weighted average interest rates were 3.70%2.60% and 4.06%3.70% as of December 31, 2015 and 2014, respectively. The Company recorded $21.8 million of charges related to the extinguishment of $545.0 million of repurchase agreements for the year ended December 31, 2015. In comparison, there was no extinguishment charge recorded for the years ended December 31, 2014 and 2013, respectively.2013. As of December 31, 2014,2015, total gross repurchase agreements that mature duringare maturing in the next five years are as follows: 20152016 through 2020$245.0 million; 2016 — $250.0 million; 2017 — $50.0 million; 2018 and 2019— $0.0 million; 2020million and thereafter — $450.0 million.


8782



Balance Sheet Offsetting
 
The Company’s resale agreements and repurchasedrepurchase agreements are transacted under legally enforceable master repurchase agreements that giveprovide the Company, in the event of default by the counterparty, the right to liquidate securities held and to offset receivables and payables with the same counterparty. The Company nets repurchaseresale and resalerepurchase transactions with the same counterparty on the consolidated balance sheet whereConsolidated Balance Sheets when it has a legally enforceable master netting agreement and when the transactions are eligible for netting under ASC 210-20-45. Collateral pledged consists of securities which are not netted on the consolidated balance sheet against the related collateralized liability. Collateral accepted includes securities that are not recognized on the consolidated balance sheets.Consolidated Balance Sheets. Collateral pledged consists of securities that are not netted on the Consolidated Balance Sheets against the related collateralized liability. Collateral accepted or pledged in resale and repurchase agreements with other financial institutions may also may be sold or re-pledged by the secured party, but is usually delivered to and held by the third party trustees. The collateral amounts received/posted are limited for presentation purposes to the related recognized asset/liability balance for each counterparty, and accordingly, do not include excess collateral received/pledged. The following tables present resale and repurchase agreements included on the Consolidated Balance Sheets as of December 31, 2015 and 2014:

As of December 31, 2014

(In thousands)
($ in thousands)
As of December 31, 2015


Gross Amounts
of Recognized
Assets

Gross Amounts
Offset on the
Consolidated
Balance Sheet

Net Amounts of
Assets Presented
on the
Consolidated
Balance Sheet

Gross Amounts Not Offset on the
Consolidated Balance Sheets



Gross Amounts
of Recognized
Assets

Gross Amounts
Offset on the
Consolidated
Balance Sheets

Net Amounts of
Assets Presented
on the
Consolidated
Balance Sheets

Gross Amounts Not Offset on the
Consolidated Balance Sheets


Assets

Financial
Instruments


Collateral
Received

Net Amount
Financial
Instruments


Collateral
Received

Net Amount
Resale agreements
$1,425,000

$(200,000)
$1,225,000

$(425,000)
(1) 

$(797,172)
(2) 

$2,828

$2,050,000

$(450,000)
$1,600,000

$

$(1,593,503)
(1) 

$6,497

























Gross Amounts
of Recognized
Liabilities

Gross Amounts
Offset on the
Consolidated
Balance Sheet

Net Amounts of
Liabilities
Presented on the
Consolidated
Balance Sheet

Gross Amounts Not Offset on the
Consolidated Balance Sheets



Gross Amounts
of Recognized
Liabilities

Gross Amounts
Offset on the
Consolidated
Balance Sheets

Net Amounts of
Liabilities
Presented on the
Consolidated
Balance Sheets

Gross Amounts Not Offset on the
Consolidated Balance Sheets


Liabilities

Financial
Instruments


Collateral 
Posted

Net Amount
Financial
Instruments


Collateral 
Posted

Net Amount
Repurchase agreements
$995,000

$(200,000)
$795,000

$(425,000)
(1) 

$(370,000)
(3) 

$

$450,000

$(450,000)
$

$

$
(2) 

$
 As of December 31, 2013
 (In thousands)
($ In thousands) As of December 31, 2014
 Gross Amounts
of Recognized
Assets
 Gross Amounts
Offset on the
Consolidated
Balance Sheet
 Net Amounts of
Assets Presented
on the
Consolidated
Balance Sheet
 Gross Amounts Not Offset on the
Consolidated Balance Sheets
   Gross Amounts
of Recognized
Assets
 Gross Amounts
Offset on the
Consolidated
Balance Sheets
 Net Amounts of
Assets Presented
on the
Consolidated
Balance Sheets
 Gross Amounts Not Offset on the
Consolidated Balance Sheets
  
Assets Financial
Instruments
  Collateral
Received
 Net Amount Financial
Instruments
  Collateral
Received
 Net Amount
Resale agreements $1,400,000
 $
 $1,400,000
(4) 
$(495,000)
(1) 
 $(905,000)
(2) 
 $
 $1,425,000
 $(200,000) $1,225,000
 $(425,000)
(3) 
 $(797,172)
(1) 
 $2,828
                        
 Gross Amounts
of Recognized
Liabilities
 Gross Amounts
Offset on the
Consolidated
Balance Sheet
 Net Amounts of
Liabilities
Presented on the
Consolidated
Balance Sheet
 Gross Amounts Not Offset on the
Consolidated Balance Sheets
   Gross Amounts
of Recognized
Liabilities
 Gross Amounts
Offset on the
Consolidated
Balance Sheets
 Net Amounts of
Liabilities
Presented on the
Consolidated
Balance Sheets
 Gross Amounts Not Offset on the
Consolidated Balance Sheets
  
Liabilities Financial
Instruments
  Collateral 
Posted
 Net Amount Financial
Instruments
  Collateral 
Posted
 Net Amount
Repurchase agreements $995,000
 $
 $995,000
 $(495,000)
(1) 
 $(500,000)
(3) 
 $
 $995,000
 $(200,000) $795,000
 $(425,000)
(3) 
 $(370,000)
(2) 
 $
(1)Represents the fair value of securities the Company has received under resale agreements, limited for table presentation purposes to the amount of the recognized asset due from each counterparty.
(2)Represents the fair value of securities the Company has pledged under repurchase agreements, limited for table presentation purposes to the amount of the recognized liability owed to each counterparty.
(3)Includes financial instruments subject to enforceable master netting arrangements that are not permitted to be offset under ASC 210-20-45 but would be eligible for offsetting to the extent an event of default has occurred.
(2)Represents the fair value of securities the Company has received under resale agreements, limited for table presentation purposes to the amount of the recognized asset due from each counterparty.
(3)Represents the fair value of securities the Company has pledged under repurchase agreements, limited for table presentation purposes to the amount of the recognized liability owed to each counterparty.
(4)Of the $1.40 billion resale agreements as of December 31, 2013, $100.0 million was recorded in cash and cash equivalents and $1.30 billion was recorded in resale agreements in the consolidated balance sheet.

In addition to the amounts included in the table above, the Company also has balance sheet netting related to derivatives, refer to Note 7 Derivatives to the Consolidated Financial Statements for additional information.



8883



NOTE 6 — AVAILABLE-FOR-SALE INVESTMENT SECURITIES
 
The following tables presenttable presents the amortized cost, gross unrealized gains, gross unrealized losses and fair value by major categories of available-for-sale investment securities:
 
Amortized
Cost
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Fair
Value
($ in thousands) Amortized
Cost
 Gross
Unrealized
Gains
 Gross
Unrealized
Losses
 Fair
Value
As of December 31, 2015  
  
  
  
Available-for-sale investment securities:  
  
  
  
U.S. Treasury securities $1,002,874
 $33
 $(4,392) $998,515
U.S. government agency and U.S. government sponsored enterprise debt securities 771,288
 555
 (2,994) 768,849
U.S. government agency and U.S. government sponsored enterprise mortgage-backed securities:  
  
  
  
Commercial mortgage-backed securities 354,418
 268
 (3,024) 351,662
Residential mortgage-backed securities 996,255
 7,542
 (6,401) 997,396
Municipal securities 173,785
 2,657
 (793) 175,649
Other residential mortgage-backed securities:        
Investment grade (1)
 62,133
 433
 (173) 62,393
Corporate debt securities:        
Investment grade (1)
 366,921
 132
 (2,340) 364,713
Non-investment grade (1)
 11,491
 
 (1,849) 9,642
Other securities 44,664
 124
 (381) 44,407
Total available-for-sale investment securities $3,783,829
 $11,744
 $(22,347) $3,773,226
   (In thousands)          
As of December 31, 2014  
  
  
  
  
  
  
  
Investment securities available-for-sale:  
  
  
  
Available-for-sale investment securities:  
  
  
  
U.S. Treasury securities $873,101
 $1,971
 $(1,637) $873,435
 $873,101
 $1,971
 $(1,637) $873,435
U.S. government agency and U.S. government sponsored enterprise debt securities 311,927
 490
 (1,393) 311,024
 311,927
 490
 (1,393) 311,024
U.S. government agency and U.S. government sponsored enterprise mortgage-backed securities:  
  
  
  
  
  
  
  
Commercial mortgage-backed securities 140,957
 1,056
 (593) 141,420
 140,957
 1,056
 (593) 141,420
Residential mortgage-backed securities 785,412
 9,754
 (4,078) 791,088
 785,412
 9,754
 (4,078) 791,088
Municipal securities 245,408
 6,202
 (1,162) 250,448
 245,408
 6,202
 (1,162) 250,448
Other residential mortgage-backed securities:  
  
  
  
        
Investment grade (1)
 52,694
 1,359
 (135) 53,918
 52,694
 1,359
 (135) 53,918
Other commercial mortgage-backed securities:  
  
  
  
        
Investment grade (1)
 34,000
 53
 
 34,053
 34,000
 53
 
 34,053
Corporate debt securities:  
  
  
  
        
Investment grade (1)
 116,236
 
 (1,054) 115,182
 116,236
 
 (1,054) 115,182
Non-investment grade (1)
 17,881
 
 (3,200) 14,681
 17,881
 
 (3,200) 14,681
Other securities 41,589
 243
 (716) 41,116
 41,691
 393
 (716) 41,368
Total investment securities available-for-sale $2,619,205
 $21,128
 $(13,968) $2,626,365
As of December 31, 2013  
  
  
  
Investment securities available-for-sale:  
  
  
  
U.S. Treasury securities $495,053
 $201
 $(3,622) $491,632
U.S. government agency and U.S. government sponsored enterprise debt securities 406,807
 242
 (12,726) 394,323
U.S. government agency and U.S. government sponsored enterprise mortgage-backed securities:  
  
  
  
Commercial mortgage-backed securities 182,257
 1,062
 (4,449) 178,870
Residential mortgage-backed securities 892,435
 7,729
 (14,927) 885,237
Municipal securities 297,390
 1,122
 (17,533) 280,979
Other residential mortgage-backed securities:  
  
  
  
Investment grade (1)
 48,129
 
 (1,802) 46,327
Other commercial mortgage-backed securities:  
  
  
  
Investment grade (1)
 51,000
 617
 
 51,617
Corporate debt securities:  
  
  
  
Investment grade (1)
 312,726
 613
 (3,344) 309,995
Non-investment grade (1)
 20,668
 62
 (5,629) 15,101
Other securities 80,025
 555
 (864) 79,716
Total investment securities available-for-sale $2,786,490
 $12,203
 $(64,896) $2,733,797
Total available-for-sale investment securities $2,619,307
 $21,278
 $(13,968) $2,626,617
        
(1)InvestmentAvailable-for-sale investment securities rated BBB- or higher by S&P or Baa3 or higher by Moody are considered investment grade.  Conversely, available-for-sale investment securities rated belowlower than BBB- by S&P or belowlower than Baa3 by MoodyMoody’s are considered non-investment grade.


8984



Realized Gains and Losses

The following table presents the proceeds, gross realized gains, and gross realized losses related to the sales of investment securities for the years ended December 31, 2014, 2013, and 2012:
  2014 2013 2012
   
 (In thousands)  
Proceeds from sales $623,689
 $663,569
 $1,230,134
Gross realized gains $10,978
 $13,904
 $28,211
Gross realized losses $127
(1) 
$1,815
 $27,454
Related tax expense $4,557
 $5,077
 $318
(1)The gross $127 thousand of losses resulted from the investment securities acquired from MetroCorp which were sold immediately after the acquisition closed.

Declines in the fair value of securities below their cost that are deemed to be an OTTI are recognized in earnings to the extent the impairment is related to credit losses. The following table presents a rollforward of the amounts related to the OTTI credit losses recognized in earnings for the years ended December 31, 2014, 2013, and 2012:
  2014 2013 2012
  (In thousands)
Beginning balance $115,511
 $115,511
 $115,412
Addition of OTTI that was not previously recognized 
 
 
Additional increases to the amount related to the credit loss for which an OTTI was previously recognized 
 
 99
Reduction for securities sold (3,173) 
 
Ending balance $112,338
 $115,511
 $115,511

The Company believes that it is not more likely than not that the Company will be required to sell the security before recovery of its amortized cost basis. No OTTI credit losses were recognized for the years ended December 31, 2014 and 2013. For the year ended December 31, 2012, the Company recorded $5.2 million of OTTI on a pre-tax basis, of which $99 thousand was credit-related impairment losses that was recorded through earnings, and $5.1 million was non-credit related impairment losses that was recorded through other comprehensive income for the pooled trust preferred securities which was due to credit downgrades caused by increases in market spreads, concerns regarding the housing market and lack of liquidity in the market. For the year ended December 31, 2014, the Company realized a gain of $802 thousand from the sale of a non-investment grade corporate debt security with previously recognized OTTI credit losses of $3.2 million.


90



Unrealized Losses

The following tables presenttable presents the Company’s investment portfolio’s gross unrealized losses and related fair values, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, as of December 31, 2014 and 2013:position:
 Less Than 12 Months 12 Months or More Total
 
Fair
Value
 
Unrealized
Losses
 
Fair
Value
 
Unrealized
Losses
 
Fair
Value
 
Unrealized
Losses
 (In thousands)
As of December 31, 2014  
  
  
  
  
  
Investment securities available-for-sale:  
  
  
  
  
  
($ in thousands) Less Than 12 Months 12 Months or More Total
Fair
Value
 
Gross Unrealized
Losses
 
Fair
Value
 
Gross Unrealized
Losses
 
Fair
Value
 
Gross Unrealized
Losses
As of December 31, 2015  
  
  
  
  
  
Available-for-sale investment securities:  
  
  
  
  
  
U.S. Treasury securities $170,260
 $(266) $163,800
 $(1,371) $334,060
 $(1,637) $907,400
 $(4,250) $20,282
 $(142) $927,682
 $(4,392)
U.S. government agency and U.S. government sponsored enterprise debt securities 69,438
 (504) 124,104
 (889) 193,542
 (1,393) 541,385
 (2,994) 
 
 541,385
 (2,994)
U.S. government agency and U.S. government sponsored enterprise mortgage-backed securities:  
  
  
  
  
  
  
  
  
  
  
  
Commercial mortgage-backed securities 45,405
 (257) 16,169
 (336) 61,574
 (593) 252,340
 (2,562) 20,793
 (462) 273,133
 (3,024)
Residential mortgage-backed securities 81,927
 (270) 241,047
 (3,808) 322,974
 (4,078) 535,842
 (4,530) 58,315
 (1,871) 594,157
 (6,401)
Municipal securities 6,391
 (26) 61,107
 (1,136) 67,498
 (1,162) 48,495
 (437) 14,739
 (356) 63,234
 (793)
Other residential mortgage-backed securities:  
  
  
  
  
  
  
  
  
  
  
  
Investment grade 
 
 7,217
 (135) 7,217
 (135) 5,123
 (1) 6,242
 (172) 11,365
 (173)
Corporate debt securities:  
  
  
  
  
  
  
  
  
  
  
  
Investment grade 25,084
 (12) 90,098
 (1,042) 115,182
 (1,054) 218,944
 (1,189) 89,989
 (1,151) 308,933
 (2,340)
Non-investment grade 
 
 14,681
 (3,200) 14,681
 (3,200) 
 
 9,642
 (1,849) 9,642
 (1,849)
Other securities 15,885
 (716) 
 
 15,885
 (716) 17,990
 (112) 8,731
 (269) 26,721
 (381)
Total investment securities available-for-sale $414,390
 $(2,051) $718,223
 $(11,917) $1,132,613
 $(13,968)
Total available-for-sale investment securities $2,527,519
 $(16,075) $228,733
 $(6,272) $2,756,252
 $(22,347)
            
As of December 31, 2014  
  
  
  
  
  
Available-for-sale investment securities:  
  
  
  
  
  
U.S. Treasury securities $170,260
 $(266) $163,800
 $(1,371) $334,060
 $(1,637)
U.S. government agency and U.S. government sponsored enterprise debt securities 69,438
 (504) 124,104
 (889) 193,542
 (1,393)
U.S. government agency and U.S. government sponsored enterprise mortgage-backed securities:          
  
Commercial mortgage-backed securities 45,405
 (257) 16,169
 (336) 61,574
 (593)
Residential mortgage-backed securities 81,927
 (270) 241,047
 (3,808) 322,974
 (4,078)
Municipal securities 6,391
 (26) 61,107
 (1,136) 67,498
 (1,162)
Other residential mortgage-backed securities:          
  
Investment grade 
 
 7,217
 (135) 7,217
 (135)
Corporate debt securities:          
  
Investment grade 25,084
 (12) 90,098
 (1,042) 115,182
 (1,054)
Non-investment grade 
 
 14,681
 (3,200) 14,681
 (3,200)
Other securities 15,885
 (716) 
 
 15,885
 (716)
Total available-for-sale investment securities $414,390
 $(2,051) $718,223
 $(11,917) $1,132,613
 $(13,968)
  
  Less Than 12 Months 12 Months or More Total
  Fair
Value
 Unrealized
Losses
 Fair
Value
 Unrealized
Losses
 Fair
Value
 Unrealized
Losses
  (In thousands)
As of December 31, 2013  
  
  
  
  
  
Investment securities available-for-sale:  
  
  
  
  
  
U.S. Treasury securities $337,248
 $(3,622) $
 $
 $337,248
 $(3,622)
U.S. government agency and U.S. government sponsored enterprise debt securities 387,097
 (12,726) 
 
 387,097
 (12,726)
U.S. government agency and U.S. government sponsored enterprise mortgage-backed securities:  
  
  
  
  
  
Commercial mortgage-backed securities 114,754
 (3,280) 16,065
 (1,169) 130,819
 (4,449)
Residential mortgage-backed securities 502,285
 (10,570) 92,540
 (4,357) 594,825
 (14,927)
Municipal securities 173,782
 (10,765) 47,892
 (6,768) 221,674
 (17,533)
Other residential mortgage-backed securities:  
  
  
  
  
  
Investment grade 46,327
 (1,802) 
 
 46,327
 (1,802)
Corporate debt securities:  
  
  
  
  
  
Investment grade 193,482
 (1,538) 79,442
 (1,806) 272,924
 (3,344)
Non-investment grade 
 
 14,422
 (5,629) 14,422
 (5,629)
Other securities 48,098
 (864) 
 
 48,098
 (864)
Total investment securities available-for-sale $1,803,073
 $(45,167) $250,361
 $(19,729) $2,053,434
 $(64,896)


91



AtFor each reporting date,period, the Company examines all individual securities that are in an unrealized loss position for OTTI.  Specific investment related factors, such as the natureFor discussion of the investments, the severityfactors and duration of the loss, the probability of collecting all amounts due, the analysis of the issuers of the securities and whether there has been any cause for default on the securities and any change in the rating of the securities by various rating agencies, are examined to assess impairment. Additionally,criteria the Company evaluates whether the creditworthinessuses in analyzing securities for OTTI, see Note 1 Summary of the issuer calls the realization of contractual cash flows into question. The Company takes into consideration the financial resources, intent and its overall ability to hold the securities and not be required to sell them until their fair values recover.

The majority of the total unrealized losses related to securities are related to residential agency mortgage-backed securities, non-investment grade corporate debt securities and U.S. Treasury securities. As of December 31, 2014, residential agency mortgage-backed securities, non-investment grade corporate debt securities and U.S. Treasury securities represented 30%, 1% and 33%, respectively, of the total investment securities available-for-sale portfolio. As of December 31, 2013, residential agency mortgage-backed securities, non-investment grade corporate debt securities and U.S. Treasury securities represented 32%, 1% and 18%, respectively, of the total investment securities available-for-sale portfolio. The unrealized losses on these securities were primarily attributed to yield curve movement, together with the widened liquidity spread and credit spread. The issuers of these securities have not, Significant Accounting PoliciesAvailable-for-SaleInvestment Securities to the Company's knowledge, established any cause for default on these securities. These securities have fluctuated in value since their purchase dates as market interest rates have fluctuated.Consolidated Financial Statements.

Management believes the impairments relating to the years ended December 31, 2014 and 2013gross unrealized losses detailed in the tables of gross unrealized losses above are temporary and are not impaired due to reasons of credit quality. Accordingly, no impairment loss has been recordedAs a result, we expect to recover the entire amortized cost basis of these securities.


85



OTTI

The following table presents a rollforward of the amounts related to the OTTI credit losses recognized in earnings for the Company’s consolidated statements of incomeyears ended December 31:
 
($ in thousands) 2015 2014 2013
Beginning balance $112,338
 $115,511
 $115,511
Addition of OTTI previously not recognized 
 
 
Additional increase to the amount related to the credit
 loss for which an OTTI was previously recognized
 
 
 
Reduction for securities sold (112,338) (3,173) 
Ending balance $
 $112,338
 $115,511
 

No OTTI credit losses were recognized for the years ended December 31, 2015, 2014 and 2013. For the year ended December 31, 2015, the Company realized a gain of $21.7 million from the sale of non-investment grade corporate debt securities with previously recognized OTTI credit losses of $112.3 million. For the year ended December 31, 2014, the Company realized a gain of $802 thousand from the sale of non-investment grade corporate debt securities with previously recognized OTTI credit losses of $3.2 million. There was no sale of investment securities with previously recognized OTTI credit losses for the year ended December 31, 2013.

Realized Gains and Losses

The following table presents the proceeds, gross realized gains and gross realized losses related to the sales of available-for-sale investment securities for the years ended December 31:
 
($ in thousands) 2015 2014 2013
Proceeds from sales $1,669,334
 $623,689
 $663,569
Gross realized gains $40,367
 $10,978
 $13,904
Gross realized losses $
 $127
(1) 
$1,815
Related tax expense $16,954
 $4,557
 $5,077
 
(1)The gross realized losses of $127 thousand resulted from available-for-sale investment securities acquired from MetroCorp which were sold immediately after the acquisition closed.

     Available-for-Sale Investment Securities Maturities
 
The following table presents the scheduled maturities of available-for-sale investment securities as of December 31, 2014:2015:
 
Amortized
Cost
 
Estimated
Fair Value
 (In thousands)
($ in thousands) 
Amortized
Cost
 
Estimated
Fair Value
Due within one year $343,193
 $339,814
 $756,656
 $752,736
Due after one year through five years 1,018,469
 1,022,566
 1,155,873
 1,152,752
Due after five years through ten years 328,317
 329,172
 554,458
 550,980
Due after ten years 929,226
 934,813
 1,316,842
 1,316,758
Total investment securities available-for-sale $2,619,205
 $2,626,365
Total available-for-sale investment securities $3,783,829
 $3,773,226
 
Actual maturities of mortgage-backed securities can differ from contractual maturities because borrowers have the right to prepay obligations. In addition, such factors as prepayments and interest rates may affect the yields on the carrying values of mortgage-backed securities.

As of December 31, 2014 and 2013,Available-for-sale investment securities available-for-sale with a par valuefair values of $1.93$873.0 million and $1.96 billion and $1.97 billion, respectively, were pledged to secure public deposits, FHLB advances, repurchase agreements, the Federal Reserve Bank’s discount window, or for other purposes required or permitted by law.law as of December 31, 2015 and 2014, respectively.



9286



NOTE 7 — DERIVATIVES
     
The Company uses derivatives to manage exposure to market risk, including interest rate risk and foreign currency risk and to assist customers with their risk management objectives. The Company’s goal is to manage interest rate sensitivity and volatility so that movements in interest rates are not significant to earnings or capital. The Company also uses foreign exchange contracts to manage the foreign exchange risk associated with certain foreign currency-denominated assets and liabilities, as well as the Company’s investments in its China subsidiary. The Company recognizes all derivatives on the Consolidated Balance Sheets at fair value. While the Company designates certain derivatives as hedging instruments in a qualifying hedge accounting relationship, other derivatives consist of economic hedges. For more information on the Company’s derivatives and hedging activities, see Note 1 Summary of Significant Accounting Policies to the Consolidated Financial Statements.

The following table presents the total notional and fair values of the Company’s derivatives as of December 31, 20142015 and 2013.2014:
  
 December 31, 2014 December 31, 2013
 
Notional
Amount
 Fair Value 
Notional
Amount
 Fair Value
 
Derivative
Assets (1)
 
Derivative
Liabilities (1)
 
Derivative
Assets (1)
 
Derivative
Liabilities (1)
 (In thousands)
($ in thousands) December 31, 2015 December 31, 2014
Notional
Amount
 Fair Value 
Notional
Amount
 Fair Value
 
Derivative
Assets (1)
 
Derivative
Liabilities (1)
 
Derivative
Assets (1)
 
Derivative
Liabilities (1)
Derivatives designated as hedging instruments:                        
Interest rate swaps on certificates of deposits $132,667
 $
 $9,922
 $135,000
 $
 $16,906
Interest rate swaps on certificates of deposit $112,913
 $
 $5,213
 $132,667
 $
 $9,922
Foreign currency forward contracts 86,590
 2,365
 
 
 
 
Total derivatives designated as hedging instruments $132,667
 $
 $9,922
 $135,000
 $
 $16,906
 $199,503
 $2,365
 $5,213
 $132,667
 $
 $9,922
Derivatives not designated as hedging instruments:                        
Foreign exchange options $85,614
 $6,136
 $
 $85,614
 $6,290
 $
 $
 $
 $
 $85,614
 $6,136
 $
Embedded derivative liabilities 47,838
 
 3,392
 51,505
 
 3,655
 
 
 
 47,838
 
 3,392
Interest rate swaps and caps 4,858,391
 41,534
 41,779
 3,834,072
 28,078
 26,352
 6,494,900
 67,215
 67,325
 4,858,391
 41,534
 41,779
Foreign exchange contracts 680,629
 8,123
 9,171
 635,428
 6,181
 3,349
 652,993
 10,254
 9,350
 680,629
 8,118
 9,163
RPA 43,033



4






Total derivatives not designated as hedging instruments $5,672,472
 $55,793
 $54,342
 $4,606,619
 $40,549
 $33,356
 $7,190,926
 $77,469
 $76,679
 $5,672,472
 $55,788
 $54,334
(1) Derivative assets are included in other assets. Derivative liabilities are included in other liabilities and deposits.
(1)Derivative assets are included in Other Assets. Derivative liabilities are included in Accrued Expenses and Other Liabilities, and Interest-Bearing Deposits.
 
Derivatives Designated as Hedging Instruments
 
Interest Rate Swaps on Certificates of DepositsDeposit — The Company is exposed to changes in the fair value of certain fixed rate certificates of depositsdeposit due to changes in the benchmark interest rate, London Interbank Offering Rate (“LIBOR”). Interest rate swaps designated as fair value hedges involve the receipt of fixed rate amounts from a counterparty in exchange for the Company making variable-rate payments over the life of the agreements without the exchange of the underlying notional amount. The interest rate swaps and the related certificates of deposits have the same maturity dates.
 
In 2014, the Company undesignated one of its existing hedged relationships and simultaneously redesignated into a new hedging relationship in order to realign the hedged notional of its interest rate swap against the outstanding notional balance of the related certificate of deposit, as a result of cumulative death puts on the certificate of deposit. As of December 31, 2014 and 2013, theThe total notional amounts of the interest rate swaps on certificates of depositsdeposit were $112.9 million and $132.7 million, as of December 31, 2015 and $135.0 million,2014, respectively. The fair value liabilities of the interest rate swaps were $9.9$5.2 million and $16.9$9.9 million as of December 31, 2015 and 2014, respectively. In order to realign the hedged notional of the interest rate swaps against the outstanding balances of the related certificates of deposit, the Company dedesignated certain existing hedge relationships of its fixed rate certificates of deposit and 2013, respectively.simultaneously redesignated them as new hedge relationships during 2015.

87



The following table presents the net gains (losses) recognized in the consolidated statementsConsolidated Statements of incomeIncome related to derivatives designated as fair value hedges for the years ended December 31, 2015, 2014 2013 and 2012:2013:

Years ended December 31,

2014 2013 2012

(In thousands)
($ in thousands) Year Ended December 31,
2015 2014 2013
Gains (losses) recorded in interest expense:
 
 
      
Recognized on interest rate swaps$6,885
 $(9,255) $(1,076) $3,452
 $6,885
 $(9,255)
Recognized on certificates of deposits(6,784) 9,675
 4,686
Recognized on certificates of deposit (3,190) (6,784) 9,675
Net amount recognized on fair value hedges (ineffective portion)$101
 $420
 $3,610
 $262
 $101
 $420
Net interest expense recognized on interest rate swaps$(6,703) $(3,153) $(3,793)


Net Investment Hedges — Consistent with ASC 830-20, Foreign Currency Matters — Foreign Currency Transactions, ASC 815 allows hedging of the foreign currency risk of a net investment in a foreign operation. During 2015, the Company entered into foreign currency forward contracts to hedge its investment in East West Bank (China) Limited, a non-U.S. functional currency subsidiary in China. The hedging instruments designated as net investment hedges, involves hedging the risk of changes in the USD equivalent value of a designated monetary amount of the Company’s net investment in China, against the risk of adverse changes in the foreign currency exchange rate. The Company expects that the hedging instrument will be highly effective in offsetting the changes in the value of the hedged net investment attributable to the hedged risk. The Company recorded the changes in the carrying amount of its China subsidiary in the Foreign Currency Translation Adjustment account within AOCI. Simultaneously, the effective portion of the hedge of this exposure was also recorded in the Foreign Currency Translation Adjustment account and the ineffective portion, if any, was recorded in current earnings.

93


As of December 31, 2015, the notional amounts and fair values of the foreign currency forward contracts were $86.6 million and a $2.4 million asset, respectively. The following table presents the gains (losses) recorded in the Foreign Currency Translation account within AOCI related to the effective portion of the net investment hedges and ineffectiveness recorded in the Consolidated Statements of Income for the years ended December 31, 2015, 2014 and 2013:
 
($ in thousands)Years ended December 31,
2015 2014 2013
Gains recognized in AOCI on net investment hedges (effective portion)$1,485
 $
 $
Gains recognized in foreign exchange income (ineffective portion)$880
 $
 $
 

Derivatives Not Designated as Hedging Instruments
 
Foreign Exchange Options — During 2010, the Company entered into foreign exchange option contracts with major brokerage firms to economically hedge against foreign exchange fluctuations in certain certificates of depositsdeposit available to its customers. These certificates of depositsdeposit have a term of 5 years and pay interest based on the performance of the RMB relative to the USD. Under ASC 815, a certificate of deposit that pays interest based on changes in foreign exchange rates is a hybrid instrument with an embedded derivative that must be accounted for separately from the host contract (i.e., the certificate of deposit). In accordance with ASC 815, both the embedded derivative instruments and the freestanding foreign exchange option contracts are recorded at fair value.
All of the Company’s foreign exchange option contracts have expired as of December 31, 2015. In addition, there were no embedded derivative liabilities as of December 31, 2015. As of December 31, 2014, and 2013, the notional amounts and fair values of the foreign exchange options were $85.6 million. As of December 31, 2014million and 2013,a $6.1 million asset, respectively, while the notional amounts and fair values of the embedded derivative liabilities were $47.8 million and $51.5 million, respectively.  The fair values of the foreign exchange options and the embedded derivative liabilities amounted to a $6.1 million asset and a $3.4 million liability, respectively, as of December 31, 2014. The fair values of the foreign exchange options and embedded derivative liabilities amounted to a $6.3 million asset and a $3.7 million liability, respectively, as of December 31, 2013.respectively.
 

88



Interest Rate Swaps and Caps — The Company enters into interest rate derivatives including interest rate swaps and caps with its customers to allow them to hedge against the risk of rising interest rates on their variable rate loans. To economically hedge against the interest rate risks in the products offered to its customers, the Company enters into mirrormirrored interest rate contracts with institutional counterparties.  As of December 31, 2015, the total notional amounts of interest rate swaps and caps, including mirrored transactions with institutional counterparties and the Company’s customers totaled $3.25 billion for derivatives that were in an asset valuation position and $3.25 billion for derivatives that were in a liability valuation position. As of December 31, 2014, the total notional amounts of interest rate swaps and caps, including mirrormirrored transactions with institutional counterparties and the Company’s customers totaled to $2.45 billion for derivatives that were in an asset valuation position and $2.40 billion for derivatives that were in a liability valuation position. As of December 31, 2013, the total notional amountsThe fair values of interest rate swapsswap and caps, including mirror transactionscap contracts with institutional counterparties and the Company’s customers totaledamounted to $1.92 billion for derivatives that were in ana $67.2 million asset valuation position and $1.91 billion for derivatives that were in a $67.3 million liability valuation position.
as of December 31, 2015. The fair values of interest rate swap and cap contracts with institutional counterparties and the Company’s customers amounted to a $41.5 million asset and a $41.8 million liability as of December 31, 2014. The fair values of interest rate swap and cap contracts with institutional counterparties and the Company’s customers amounted to a $28.1 million asset and a $26.4 million liability as of December 31, 2013.
 
Foreign Exchange Contracts — The Company enters into short-term foreign exchange forward contracts on a regular basis to economically hedge against foreign exchange rate fluctuations. A majority of these contracts have original maturities of one year or less. As of December 31, 20142015 and 2013,2014, the notional amounts of short-term foreign exchange contracts were $680.6$653.0 million and $607.9$680.6 million, respectively.  The fair values of the short-term foreign exchange contracts recorded were a $10.3 million asset and a $9.4 million liability as of December 31, 2015. The fair values of short-term foreign exchange contracts recorded were an $8.1 million asset and a $9.2 million liability as of December 31, 2014.

RPA — During 2015, the Company entered into RPAs, under which the Company assumed its pro-rata share of the credit exposure associated with the borrower’s performance related to interest rate derivative contracts. The Company may or may not be a party to the interest rate derivative contract and enters into such RPAs in instances where the Company is a party to the related loan participation agreement with the borrower. The Company will make/receive payments under the RPAs if the borrower defaults on its obligation to perform under the interest rate derivative contract. The Company manages its credit risk on the RPAs by monitoring the credit worthiness of the borrowers, which is based on the normal credit review process. The notional amounts of the RPAs reflect the Company’s pro-rata share of the derivative instrument. As of December 31, 2015, the notional amounts and the fair values of short-term foreign exchange contracts recordedRPAs purchased were a $6.2approximately $33.7 million asset and a $3.3$4 thousand liability, respectively. As of December 31, 2015, the notional amount of the RPA sold was approximately $9.3 million liabilityand the fair value of the derivative asset was insignificant. Assuming all underlying borrowers referenced in the interest rate derivative contracts defaulted as of December 31, 2013.
The Company also enters into long-term foreign exchange contracts to purchase/sell foreign currencies at set rates in2015, the future. There was no long-term foreign exchange contract outstanding as of December 31, 2014.exposure from RPAs purchased would be $257 thousand. As of December 31, 2013,2015, the notional amounts of long-term foreign exchange contracts totaled $27.5 million. The fair values of long-term foreign exchange contracts amounted to a $200 thousand asset and a $183 thousand liability as of December 31, 2013.

Equity Swap Agreements — In December 2007, the Company entered into two equity swap agreements with a major investment brokerage firm to economically hedge against market fluctuations in a promotional equity index certificate of deposit product offered to bank customers which has a term of 5 years and pays interest based on the performanceweighted average remaining maturity of the Hang Seng China Enterprise Index. Under ASC 815, a certificate of deposit that pays interest based on changes in an equity index is a hybrid instrument with an embedded derivative (i.e. equity call option) that must be accounted for separately from the host contract (i.e. the certificate of deposit). In accordance with ASC 815, both the embedded equity call options on the certificates of deposit and the freestanding equity swap agreements were marked-to-market each reporting period with resulting changes in fair value recorded in the consolidated statements of income. These equity swap agreements matured during 2012.outstanding RPAs was 3.2 years.


94



The following table presents the net gains (losses) gains recognized inon the Company’s consolidated statementsConsolidated Statements of incomeIncome related to derivatives not designated as hedging instruments.  instruments for the year ended December 31, 2015, 2014 and 2013:
 
Location in
Consolidated
Statements of Income
 Year Ended December 31,
 2014 2013 2012
 (In thousands)
($ in thousands) 
Location in
Consolidated
Statements of Income
 Year Ended December 31,
 2015 2014 2013
Derivatives not designated as hedging instruments:            
Equity swap agreements Other operating income $
 $
 $2
Foreign exchange options Foreign exchange income 103
 653
 389
 Foreign exchange income $236
 $103
 $653
Foreign exchange options with embedded derivatives Other operating expense 5
 23
 101
Embedded derivative liabilities Other operating expense (136) 5
 23
Interest rate swaps and caps Other operating income (1,865) 1,582
 592
 Other fees and operating income 65
 (1,865) 1,582
Foreign exchange contracts Foreign exchange income (3,880) 2,624
 (228) Foreign exchange income 4,235
 (3,880) 2,624
Total net income (loss) $4,400
 $(5,637) $4,882
 Total net (losses) $(5,637) $4,882
 $856
 
Credit-Risk-Related Contingent Features Certain OTCover-the-counter derivative contracts of the Company contain early termination provisions that may require the Company to settle any outstanding balances upon the occurrence of a specified credit-risk-related event. These events, which are defined by the existing derivative contracts, primarily relate to downgrades in the event that the credit ratingsrating of East West Bank tofalls below investment grade. In the event that East West Bank’s credit rating had beenis downgraded to below investment grade, no additional collateral would have beenbe required to be posted, since the liabilities related to such contracts were fully collateralized as of December 31, 20142015 and 2013.2014.


9589



Balance Sheet Offsetting of Derivatives

DerivativesThe Company has entered into agreements with counterparty financial institutions, which include master netting agreements.  However, the Company has elected to account for all derivatives with counterparty institutions on a gross basis. The following tables present gross derivatives inon the consolidated balance sheetsConsolidated Balance Sheets and the respective collateral received or pledged in the form of other financial instruments, which are generally marketable securities and/or cash. The collateral amounts in these tables are limited to the outstanding balances of the related asset or liability (after netting is applied); thus instances of overcollateralization are not shown.  shown:

As of December 31, 2014

(In thousands)
($ in thousands)
As of December 31, 2015


Gross Amounts
of Recognized
Assets

Gross Amounts
Offset on the
Consolidated
Balance Sheet

Net Amounts of
Assets Presented
on the
Consolidated
Balance Sheet

Gross Amounts Not Offset on the
Consolidated Balance Sheets



Gross Amounts
of Recognized
Assets

Gross Amounts
Offset on the
Consolidated
Balance Sheets

Net Amounts of
Assets Presented
on the
Consolidated
Balance Sheets

Gross Amounts Not Offset on the
Consolidated Balance Sheets


Assets

Financial
Instruments


Collateral
Received

Net Amount
Financial
Instruments


Collateral
Received

Net Amount
Derivatives
$12,396

$

$12,396

$(5,725)
(1) 

$(3,463)
(2) 

$3,208

$8,733

$

$8,733

$(5,293)
(1) 

$(3,068)
(2) 

$372

























Gross Amounts
of Recognized
Liabilities

Gross Amounts
Offset on the
Consolidated
Balance Sheet

Net Amounts of
Liabilities
Presented on the
Consolidated
Balance Sheet

Gross Amounts Not Offset on the
Consolidated Balance Sheets



Gross Amounts
of Recognized
Liabilities

Gross Amounts
Offset on the
Consolidated
Balance Sheets

Net Amounts of
Liabilities
Presented on the
Consolidated
Balance Sheets

Gross Amounts Not Offset on the
Consolidated Balance Sheets


Liabilities

Financial
Instruments


Collateral 
Posted

Net Amount
Financial
Instruments


Collateral 
Posted

Net Amount
Derivatives
$56,505

$

$56,505

$(5,725)
(1) 

$(49,951)
(3) 

$829

$78,779

$

$78,779

$(5,293)
(1) 

$(73,109)
(3) 

$377

As of December 31, 2013

(In thousands)
($ in thousands)
As of December 31, 2014


Gross Amounts
of Recognized
Assets

Gross Amounts
Offset on the
Consolidated
Balance Sheet

Net Amounts of
Assets Presented
on the
Consolidated
Balance Sheet

Gross Amounts Not Offset on the
Consolidated Balance Sheets



Gross Amounts
of Recognized
Assets

Gross Amounts
Offset on the
Consolidated
Balance Sheets

Net Amounts of
Assets Presented
on the
Consolidated
Balance Sheets

Gross Amounts Not Offset on the
Consolidated Balance Sheets


Assets

Financial
Instruments


Collateral
Received

Net Amount
Financial
Instruments


Collateral
Received

Net Amount
Derivatives
$16,043

$

$16,043

$(11,363)
(1) 

$(4,680)
(2) 

$

$12,383

$

$12,383

$(5,718)
(1) 

$(3,460)
(2) 

$3,205


Gross Amounts
of Recognized
Liabilities

Gross Amounts
Offset on the
Consolidated
Balance Sheet

Net Amounts of
Liabilities
Presented on the
Consolidated
Balance Sheet

Gross Amounts Not Offset on the
Consolidated Balance Sheets



Gross Amounts
of Recognized
Liabilities

Gross Amounts
Offset on the
Consolidated
Balance Sheets

Net Amounts of
Liabilities
Presented on the
Consolidated
Balance Sheets

Gross Amounts Not Offset on the
Consolidated Balance Sheets


Liabilities

Financial
Instruments


Collateral 
Posted

Net Amount
Financial
Instruments


Collateral 
Posted

Net Amount
Derivatives
$33,849

$

$33,849

$(11,363)
(1) 

$(22,486)
(3) 

$

$56,493

$

$56,493

$(5,718)
(1) 

$(49,948)
(3) 

$827
(1)Represents the netting of derivative receivable and payable balancebalances for the same counterparty under enforceable master netting arrangements if the Company has elected to net.
(2)Represents $3.1 million and $3.5 million of cash and securitiescollateral received against derivative assets with the same counterparty that are subject to enforceable master netting arrangements. Includes approximately $3.5 million of cash collateral receivedarrangements as of December 31, 2014.2015 and 2014, respectively.
(3)Represents cash and securities pledged against derivative liabilities with the same counterparty that are subject to enforceable master netting arrangements. Includes approximately $12.8$21.1 million and $187 thousand$12.5 million of cash collateral posted as of December 31, 20142015 and December 31, 2013,2014, respectively.

ReferIn addition to the amounts included in the table above, the Company also has balance sheet netting related to resale and repurchase agreements, refer to Note 15— Securities Purchased Under Resale Agreements and Sold Under Repurchase Agreements to the Consolidated Financial Statements for the Company’s accounting policy on derivatives and additional information. Please refer to Note 3 Fair Value Measurement and Fair Value of Financial Instruments to the Consolidated Financial Statements for fair value measurement disclosures on derivatives.



9690



NOTE 8 — COVERED ASSETSLOANS RECEIVABLE AND FDIC INDEMNIFICATION ASSETALLOWANCE FOR CREDIT LOSSES
Covered Assets
Covered assetsThe Company’s loan portfolio includes originated and purchased loans. Originated and purchased loans, for which there was no evidence of credit deterioration at their acquisition date, are referred to collectively as non-PCI loans. PCI loans are accounted for in accordance with ASC Subtopic 310-30, Loans and Debt Securities Acquired with Deteriorated Credit Quality. PCI loans consist of loans receivable and OREO that were acquired infrom the WFIBUnited Commercial Bank (“UCB”) FDIC assisted acquisition on November 6, 2009, the Washington First International Bank (“WFIB”) FDIC assisted acquisition on June 11, 2010 and, in the UCB acquisition on November 6, 2009 for which the Company entered into shared-loss agreements with the FDIC. The shared-loss agreements covered over 99%to a lesser extent, a small portion of the loans originated by WFIB and all of the loans originated by UCB, excluding the loans originated by UCB in China under its United Commercial Bank China (Limited) subsidiary. The Company shares in the losses, which began with the first dollar of loss incurred, on covered assets under the shared-loss agreements.
Pursuant to the terms of the shared-loss agreements, the FDIC is obligated to reimburse the Company 80% of eligible losses for both UCB and WFIB with respect to covered assets. For the UCB covered assets, the FDIC will reimburse the Company for 95% of eligible losses in excess of $2.05 billion. The Company has a corresponding obligation to reimburse the FDIC for 80% or 95%, as applicable, of eligible recoveries with respect to covered assets. The commercial loan and single-family residential mortgage loan shared-loss provisions are in effect for 5 years and 10 years, respectively, from the acquisition date and the loss recovery provisions are in effect for 8 years and 10 years, respectively, from the acquisition date.
The shared-loss coverage for the commercial loans acquired from the UCB and WFIB acquisitions endMetroCorp acquisition on January 17, 2014. The Company has elected to account for these acquired PCI loans on a pool level basis in accordance with ASC 310-30 at the time of acquisition. Please refer to Note 2 — Business Combination to the Consolidated Financial Statements, included in this report, for further details on the fifth anniversaryMetroCorp acquisition and Note 8 — Covered Assets and FDIC Indemnification Asset to the Consolidated Financial Statements of the shared-loss agreements with the FDIC. Accordingly, the shared-loss coverage of the UCB and WFIB commercial loans and other assets shared-loss agreements was extended to December 31,Company’s 2014 and will extend through June 30, 2015, respectively. Covered loans, net of discount was $1.48 billion as of December 31, 2014. The balance of the UCB commercial loans and other assets, net of discount was $1.10 billion as of December 31, 2014. The loss recovery provisions of the UCB and WFIB commercial loan shared-loss agreements will extendForm 10-K for an additional three years, through December 31, 2017 and June 30, 2018, respectively. Additionally, both the shared-loss coverage and loss recovery provisions of the UCB and WFIB residential loan shared-loss agreements are in effect for a 10-year period, extending through November 30, 2019 and June 30, 2020, respectively. Upon expiration of the shared-loss coverage periods, any losses on loans will no longer be shared with the FDIC.
Forty-five days following the 10th anniversary of the respective acquisition date, the Company will be required to pay to the FDIC a calculated amount, based on the specific thresholds of losses not being reached. The calculation of this potential liability as stated in the shared-loss agreements is 50% of the excess, if any of (i) 20% of the Intrinsic Loss Estimate less (ii) the sum of (a) 25% of the asset discount plus (b) 25% of the Cumulative Shared-Loss Payments plus (c) the Cumulative Servicing Amount, if net losses on covered assets subject to the stated threshold are not reached. The Company recorded a liabilitydetails related to both UCB and WFIB shared-loss agreements of $110.3 million and $74.7 million, respectively, as of December 31, 2014 and December 31, 2013.
The Company’s covered loan portfolio consists of (1) PCI loans and (2) covered advances drawn down on existing commitment lines, subsequent to the UCB and WFIB acquisition dates (“covered advances”).  PCI covered loans represent acquired loans, which the Company elected to account for in accordance with ASC 310-30.  As of the respective acquisition dates, the UCB and WFIB loan portfolios included unfunded commitments for commercial lines of credit, construction draws and other lending activities. These commitments are covered under the shared-loss agreements.  However, the covered advances are not accounted for under ASC 310-30.acquisitions.

At acquisition, loans were pooled and accounted for at fair value, which represents the discounted value of the expected cash flows of the loan portfolio. Nonaccretable difference represents the Company’s estimate of the expected credit losses, which was considered in determining the fair value of the loans as of the respective acquisition dates. In estimating nonaccretable difference, the Company (a) calculated the contractual amount and timing of undiscounted principal and interest payments (the “undiscounted contractual cash flows”) and (b) estimated the amount and timing of undiscounted expected principal and interest payments (the “undiscounted expected cash flows”).  In the determination of contractual cash flows and cash flows expected to be collected, the Company assumed no prepayments on the PCI nonaccrual loan pools since the Company does not anticipate any significant prepayments on credit impaired loans. For the PCI accrual loans for single-family, multifamily and CRE, the Company utilized a recognized third party vendor to obtain prepayment speeds. As the prepayment rates for the construction, land, and commercial and consumer loan pools have historically been low, the Company applied the prepayment assumptions of the current portfolio using internal modeling. The difference between the undiscounted contractual cash flows and the undiscounted expected cash flows is the nonaccretable difference. The amount by which the undiscounted expected cash flows exceed the estimated fair value (the “accretable yield”) is accreted into interest income over the life of the loans.

97



The following table presents the composition of the coveredCompany’s non-PCI and PCI loans as of December 31, 20142015 and 2013:2014:
  Year Ended December 31, 
  2014  2013 
  (In thousands) 
CRE $705,665
  $1,103,530
 
Construction and land 46,054
  163,833
 
Total CRE 751,719
  1,267,363
 
C&I 252,986
  426,621
 
Residential single-family 240,650
  290,095
 
Residential multifamily 296,599
  403,508
 
Total residential 537,249
  693,603
 
Other consumer 62,986
  73,973
 
Total covered loans 1,604,940
(1) 
 2,461,560
(2) 
Covered discount (127,246)  (265,917) 
Net valuation of loans 1,477,694
  2,195,643
 
Allowance for loan losses on covered loans (3,505)  (7,745) 
Total covered loans, net $1,474,189
  $2,187,898
 
Collectively evaluated for impairment $253,312
(1) 
 $320,185
(2) 
Acquired with deteriorated credit quality 1,224,382
  1,875,458
 
Total $1,477,694
  $2,195,643
 
(1)Includes $253.3 million of covered advances comprised of $154.8 million, $59.4 million, $27.3 million and $11.8 million of C&I, CRE, consumer and residential loans, respectively.
(2)Includes $320.2 million of covered advances comprised of $230.6 million, $46.7 million, $30.9 million and $12.0 million of C&I, CRE, consumer and residential loans, respectively.

Credit Quality Indicators
Covered loans acquired are subject to the Company’s internal and external credit review and monitoring. The same credit quality indicators are reviewed for the covered portfolio as the non-covered portfolio, to enable the monitoring of the borrower’s credit and the likelihood of repayment.
Loans are risk rated based on analysis of the current state of the borrower’s credit quality. The analysis of credit quality includes a review of all repayment sources, the borrower’s current financial and liquidity status and all other relevant information. The Company utilizes an eight grade risk rating system, where a higher grade represents a higher level of credit risk. The eight grade risk rating system can be generally classified by the following categories: Pass, Watch, Special Mention, Substandard, Doubtful and Loss. The risk ratings reflect the relative strength of the repayment sources. Refer to Note 9 for a full discussion of risk ratings.
As of December 31, 2014 and December 31, 2013, the majority of the PCI covered loan portfolio was performing better than expected from the initial estimates on acquisition. As a result, the Company reduced the nonaccretable difference due to the improved performance of the portfolio.  By decreasing the nonaccretable difference, the overall accretable yield will increase, thus increasing the interest income recognized over the remaining life of the loans. This reduction was primarily due to the lower loss rate and loan paydowns.  However, the Company has experienced some credit deterioration in certain PCI covered loan pools. Based on the Company’s estimates of cash flows expected to be collected, the Company will establish an allowance for the PCI covered pool of loans, with a charge to income through the provision for loan losses, where appropriate.  As of December 31, 2014, the Company has established an allowance of $424 thousand on $61.6 million of PCI covered loans. As of December 31, 2013, an allowance of $2.3 million was established on $129.7 million of PCI covered loans. The allowance balances for both periods were allocated mainly to the PCI covered CRE loans. With respect to the covered advances, losses are estimated collectively for groups of loans with similar characteristics. Refer to Note 9 for a discussion on the Company’s allowance for loan losses methodology.


98



The following tables present a summary of the activity in the allowance for loan losses on the PCI covered loans and the covered advances for the years ended December 31, 2014, 2013 and 2012: 
  Year Ended December 31,
  2014 2013 2012 
  
Covered
Advances
 
PCI 
Covered
Loans
 Total 
Covered
Advances
 
PCI 
Covered
Loans
 Total 
Covered
Advances
 
PCI 
Covered
Loans
 Total 
  (In thousands) 
Beginning balance $5,476
 $2,269
 $7,745
 $5,153
 $
 $5,153
 $6,647
 $
 $6,647
 
Provision for (reversal of) loan losses 6,878
 (1,845) 5,033
 1,759
 2,269
 4,028
 5,016
 
 5,016
 
Charge-offs (10,836) 
 (10,836) (1,436) 
 (1,436) (6,510) 
 (6,510) 
Recoveries 1,563
 
 1,563
 
 
 
 
 
 
 
Ending balance $3,081
 $424
 $3,505
 $5,476
 $2,269
 $7,745
 $5,153
 $
 $5,153
 
Ending balance allocated to:                   
Collectively evaluated for impairment $3,081
 $
 $3,081
(1) 
$5,476
 $
 $5,476
(2) 
$5,153
 $
 $5,153
(3) 
Acquired with deteriorated credit quality 
 424
 424
 
 2,269
 2,269
 
 
 
 
Ending balance $3,081
 $424
 $3,505
 $5,476
 $2,269
 $7,745
 $5,153
 $
 $5,153
 
(1)Allowance for loan losses of $2.0 million, $676 thousand, $223 thousand and $166 thousand are allocated to C&I, CRE, consumer and residential loans, respectively.
(2)Allowance for loan losses of $3.2 million, $1.8 million, $341 thousand and $176 thousand are allocated to C&I, CRE, consumer and residential loans, respectively.
(3)Allowance for loan losses of $2.4 million, $2.5 million and $194 thousand and $87 thousand are allocated to C&I, CRE, consumer and residential loans, respectively.

The following tables present the credit risk rating categories for the covered loans by portfolio segments as of December 31, 2014 and 2013:
  Pass/Watch 
Special
Mention
 Substandard Doubtful Total
  (In thousands)
December 31, 2014  
  
  
  
  
CRE $579,133
 $12,575
 $113,957
 $
 $705,665
Construction and land 18,090
 8,515
 19,449
 
 46,054
Total CRE 597,223
 21,090
 133,406
 
 751,719
C&I 217,975
 5,723
 29,288
 
 252,986
Residential single-family 232,139
 474
 8,037
 
 240,650
Residential multifamily 247,893
 
 48,706
 
 296,599
Total residential 480,032
 474
 56,743
 
 537,249
Other consumer 62,010
 141
 835
 
 62,986
Total $1,357,240
 $27,428
 $220,272
 $
 $1,604,940

99



  Pass/Watch 
Special
Mention
 Substandard Doubtful Total
  (In thousands)
December 31, 2013  
  
  
  
  
CRE $857,376
 $27,851
 $211,835
 $6,468
 $1,103,530
Construction and land 41,847
 9,472
 111,616
 898
 163,833
Total CRE 899,223
 37,323
 323,451
 7,366
 1,267,363
C&I 378,086
 4,635
 43,797
 103
 426,621
Residential single-family 281,246
 733
 8,116
 
 290,095
Residential multifamily 373,024
 785
 29,699
 
 403,508
Total residential 654,270
 1,518
 37,815
 
 693,603
Other consumer 72,053
 128
 1,792
 
 73,973
Total $2,003,632
 $43,604
 $406,855
 $7,469
 $2,461,560
Credit Risk and Concentration
At each respective acquisition date, the covered loans were grouped into pools of loans with similar characteristics and risk factors per ASC 310-30. The pools were first developed based on loan categories and performance status. As of December 31, 2014 and December 31, 2013, UCB covered loans comprised approximately 93% of total covered loans. In respect of the UCB acquisition, the loans were further segregated among the former UCB domestic, Hong Kong and China portfolios, representing three general geographic regions. The Company evaluated the composition of geographic regions within the construction, land, and multi-family loan portfolios and further segregated these pools into distressed and non-distressed regions, based on the Company’s historical experience with real estate loans within the non-covered portfolio. As of the UCB acquisition date, 64%, 10% and 11% of the UCB portfolio were located in California, Hong Kong and New York, respectively. This assessment was factored into the initial estimates on acquisition and the discount applied to the loans. As such, geographic concentration risk is considered in the covered loan discount.

Covered Nonperforming Assets
The following table presents the Company’s covered nonperforming assets as of December 31, 2014 and December 31, 2013:
  December 31,
  2014 2013
  (In thousands)
Covered nonaccrual loans(1) (2) (3)
 $62,665
 $126,895
Other real estate owned covered, net 4,499
 21,373
Total covered nonperforming assets $67,164
 $148,268
(1)
Covered nonaccrual loans include loans that meet the criteria for nonaccrual but have a yield accreted through interest income under ASC 310-30.  All losses on covered loans are 80% reimbursed by the FDIC.
(2)Net of discount.
(3)Includes $10.1 million and $17.7 million of covered advances as of December 31, 2014 and December 31, 2013, respectively; and $52.6 million and $109.2 million of PCI loans as of December 31, 2014 and December 31, 2013, respectively.
As of December 31, 2014 and December 31, 2013, there were no accruing covered loans that were past due 90 days or more.

100



Troubled Debt Restructurings
The following table presents the Company’s TDRs related to covered loans activity rollforward for the years ended December 31, 2014 and 2013: 
  Year Ended December 31,
  2014
2013
  (In thousands)
Beginning balance $116,007
 $157,736
Additions 1,264
 35,865
Transfers to covered OREO (1,230) 
Charge-offs (1,504) (10,167)
Paydowns/Reductions (71,810) (67,427)
Ending Balance $42,727
 $116,007
Covered OREO
Covered OREO balances were $4.5 million and $21.4 million, net of valuation adjustments of $1.3 million and $2.4 million as of December 31, 2014 and December 31, 2013, respectively.  During the year ended December 31, 2014, 17 properties with an aggregate carrying value of $28.0 million were added through foreclosure. During the year ended December 31, 2014, the Company sold 29 covered OREO properties for total proceeds of $52.1 million resulting in a total net gain on sale of $8.5 million.

Accretable Yield
The following table presents the changes in the accretable yield for the PCI covered loans for the years ended December 31, 2014, 2013 and 2012:
  Year Ended December 31,
  2014 2013 2012
  (In thousands)
Beginning balance $461,545
 $556,986
 $785,165
Additions 
 
 
Accretion (214,209) (347,010) (382,132)
Changes in expected cash flows 59,188
 251,569
 153,953
Ending balance $306,524
 $461,545
 $556,986
The excess cash flows expected to be collected over the initial fair value of the PCI loans is referred to as the accretable yield and is accreted into interest income using an effective yield method over the remaining life of the acquired loans. The accretable yield will change due to:
estimate of the remaining life of acquired loans which may change the amount of future interest income;
estimate of the amount of contractually required principal and interest payments over the estimated life that will not be collected (the nonaccretable difference); and
indices for acquired loans with variable rates of interest.
During the year ended December 31, 2014, the estimated amount of contractually required principal and interest payments over the estimated life that will not be collected (the nonaccretable difference) was reduced as the losses on certain loan pools were evaluated and determined to be lower than expected. As a result of the reduction in the nonaccretable yield, the accretable yield increased, as did the amortization of the FDIC indemnification asset. Consequently, $52.5 million and $190.3 million were reclassified from nonaccretable yield to accretable yield due to changes in loss rate assumptions for the years ended December 31, 2014 and 2013. Due to ongoing improvement in credit quality of the remaining covered loans, the accrued liability to the FDIC increased during 2014.

101



From December 31, 2013 to December 31, 2014, excluding scheduled principal payments, a total of $647.0 million of loans were removed from the covered loans accounted for under ASC 310-30 due to loans being paid in full, sold, transferred to covered OREO or charged-off. Interest income of $87.5 million related to payoffs and removals offset by charge-offs was recorded.
From December 31, 2012 to December 31, 2013, excluding scheduled principal payments, a total of $739.3 million of loans were removed from the covered loans accounted for under ASC 310-30 due to loans being paid in full, sold, transferred to covered OREO or charged-off. Interest income of $168.1 million related to payoffs and removals offset by charge-offs was recorded.

From December 31, 2011 to December 31, 2012, excluding scheduled principal payments, a total of $924.7 million of loans were removed from the covered loans accounted for under ASC 310-30 due to loans being paid in full, sold, transferred to covered OREO or charged-off. Interest income of $124.7 million related to payoffs and removals offset by charge-offs was recorded.

FDIC Indemnification Asset/Payable to FDIC, net
The Company is amortizing the difference between the recorded amount of the FDIC indemnification asset and the expected reimbursement from the FDIC over the life of the indemnification asset, in line with the improved accretable yield as discussed above.  As of December 31, 2014, due to continued payoffs and improved credit performance of the covered portfolio as compared to the Company's original estimates, the expected reimbursement from the FDIC under the shared-loss agreements has decreased and a payable to FDIC, net has been recorded.  In prior year, due to the estimated losses from the covered portfolio and the corresponding expected payments from the FDIC, the Company recorded an FDIC indemnification asset. As of December 31, 2014, the net liability to the FDIC was $96.1 million compared to a net asset of $74.7 million as of December 31, 2013. 

The following table presents a summary of the FDIC indemnification asset/Payable to FDIC, net for the years ended December 31, 2014 and 2013: 
  Year Ended December 31,
  2014 2013
  (In thousands)
Beginning balance $74,708
 $316,313
Amortization (101,638) (99,055)
Reductions (1)
 (33,595) (95,536)
Estimate of FDIC repayment (2)
 (35,581) (47,014)
Ending Balance $(96,106) $74,708
(1)Reductions relate to charge-offs, partial prepayments, loan payoffs and loan sales which result in a corresponding reduction of the indemnification asset.
(2)This represents the change in the calculated estimate the Company will be required to pay the FDIC at the end of the FDIC shared-loss agreements, due to lower thresholds of losses.

102



FDIC Receivable
As of December 31, 2014, the FDIC shared-loss receivable was $1.0 million as compared to $30.3 million as of December 31, 2013. This receivable represents current reimbursable amounts from the FDIC, under the FDIC shared-loss agreements that have not yet been received. These reimbursable amounts include net charge-offs, loan related expenses and OREO-related expenses. Consequently, 100% of the loan related and OREO expenses are recorded as noninterest expense, 80% of reimbursable expense is recorded as noninterest income, netting to the 20% of actual expense paid by the Company. The FDIC also shares in 80% of recoveries received. Thus, the FDIC receivable is reduced when the Company receives payment from the FDIC as well as when recoveries occur. The FDIC shared-loss receivable is included in other assets on the consolidated balance sheet.
The following table presents a summary of the activity in the FDIC receivable for the years ended December 31, 2014 and 2013: 
  Year Ended December 31,
  2014 2013
  (In thousands)
Beginning balance $30,261
 $73,091
Net (reduction) addition due to recovery or eligible expense/loss (30,601) 12,996
Payments to (received from) the FDIC 1,343
 (55,826)
Ending balance $1,003
 $30,261



103



NOTE 9 — NON-COVERED LOANS AND ALLOWANCE FOR LOAN LOSSES
The following table presents the composition of non-covered loans receivable as of December 31, 2014 and December 31, 2013:


 December 31, 2014 December 31, 2013
 (In thousands)
($ in thousands) December 31, 2015 December 31, 2014
Non-PCI Loans 
PCI Loans (1)
 
Total (1)
 Non-PCI Loans 
PCI Loans (1)
 
Total (1)
CRE:  
  
            
Income producing $5,611,485
 $4,301,030
 $6,937,199
 $541,275
 $7,478,474
 $5,568,046
 $688,013
 $6,256,059
Construction 313,811
 140,186
 436,776
 1,895
 438,671
 319,843
 12,444
 332,287
Land 208,750
 143,861
 187,409
 6,195
 193,604
 214,327
 16,840
 231,167
Total CRE 6,134,046
 4,585,077
 7,561,384
 549,365
 8,110,749
 6,102,216
 717,297
 6,819,513
C&I:  
  
            
Commercial business 7,031,350
 4,637,056
 8,155,991
 57,906
 8,213,897
 7,097,853
 83,336
 7,181,189
Trade finance 806,744
 723,137
 787,800
 1,310
 789,110
 889,728
 6,284
 896,012
Total C&I 7,838,094
 5,360,193
 8,943,791
 59,216
 9,003,007
 7,987,581
 89,620
 8,077,201
Residential:  
  
            
Single-family 3,642,978
 3,192,875
 2,877,286
 189,633
 3,066,919
 3,647,262
 219,519
 3,866,781
Multifamily 1,177,690
 992,434
 1,374,718
 148,277
 1,522,995
 1,184,017
 265,891
 1,449,908
Total residential 4,820,668
 4,185,309
 4,252,004
 337,910
 4,589,914
 4,831,279
 485,410
 5,316,689
Consumer:  
  
Student loans 
 679,220
Other consumer 1,456,643
 868,518
Total consumer 1,456,643
 1,547,738
Total non-covered loans (1)
 20,249,451
 15,678,317
Consumer 1,931,828
 24,263
 1,956,091
 1,483,956
 29,786
 1,513,742
Total loans $22,689,007
 $970,754
 $23,659,761
 $20,405,032
 $1,322,113
 $21,727,145
Unearned fees, premiums, and discounts, net 2,804
 (23,672) (16,013) 
 (16,013) 2,804
 
 2,804
Allowance for loan losses on non-covered loans (258,174) (241,930)
Non-covered loans, net $19,994,081
 $15,412,715
Allowance for loan losses (264,600) (359) (264,959) (260,965) (714) (261,679)
Loans, net $22,408,394
 $970,395
 $23,378,789
 $20,146,871
 $1,321,399
 $21,468,270
(1)Loans net of ASC 310-30 discount.
As of December 31, 2014 and December 31, 2013, covered and non-covered loans receivable totaling $14.66 billion and $10.57 billion, respectively, were pledged to secure borrowings from the FHLB and the Federal Reserve Bank.

The Company’s CRE lending activities include loans to finance income-producing properties, construction and land loans. The Company’s C&I lending activities include commercial business financing for small and middle-market businesses in a wide spectrum of industries. Included in commercial business loans are loans for working capital, accounts receivable lines, inventory lines, Small Business Administration loans and lease financing. The Company also offers a variety of international trade finance services and products, including letters of credit, revolving lines of credit, import loans, bankers’ acceptances, working capital lines, domestic purchase financing and pre-export financing.

The Company’s single-family residential single-family loans are primarily comprised of adjustable rate (“ARM”) first mortgage loans secured by one-to-four unit residential properties. The Company’s ARM single-family residential loan programs generally have a one-year, three-year or three-yearfive-year initial fixed period. The Company’s multifamily residential multifamily loans are primarily comprised mainly of variable rate loans that have a six-month or three-year initial fixed period. As of December 31, 2015 and 2014, consumer loans were primarily comprisedcomposed of HELOCs. Ashome equity lines of December 31, 2013, consumer loans were primarily comprised of HELOCs and student loans.credit.


91



All of the loans that the Company originatesoriginated are subject to itsthe Company’s underwriting guidelines and loan origination standards. Management believes that the Company’s underwriting criteria and procedures adequately consider the unique risks which may come from these products. The Company conducts a variety of quality control procedures and periodic audits, to ensure compliance with its origination standards, including review of criteria for lending and legal requirements.requirements, to ensure it is in compliance with its origination standards.

104



Credit Risk and Concentrations — The Company has a concentration of real estate loans in California.  As of December 31, 2015 and 2014, the Company had $6.13loans totaling $15.91 billion in non-covered CRE loans and $4.82$14.66 billion, in non-covered residential loans, of which approximately 80%respectively, were secured by real properties located in California.  Deterioration in the real estate market generally, including residentialpledged to secure borrowings and CRE, could result into provide additional loan charge-offs and provisions for loan losses in the future, which could have a material adverse effect on the Company’s financial condition, net income and capital. In addition, although most of the Company’s trade finance loans relate to trade with Asian countries, the majority of the Company’s loans are made to borrowers domiciled in the United States.  A substantial portion of this business involves California based customers engaged in import and export activities. 
Purchased Loans — During 2014, the Company purchased $113.2 million of loans, the majority of which were student loans guaranteed by the U.S. Department of Education. During 2013, the Company purchased $759.3 million loans, of which 63% of the purchased loans were comprised of student loans that were primarily guaranteed by the U.S. Department of Education. The remaining loans purchased during 2013 were comprised mainly of insurance premium financing loans which were included in the C&I and consumer loan portfolios.

Acquired Loans — In January 2014, the Company acquired $1.19 billion of loans through its acquisition of MetroCorp, as discussed in Note 2 of the Company’s consolidated financial statements.  As of the acquisition date, approximately 6% of the acquired loans were credit impaired and accounted for in accordance with ASC 310-30. As of December 31, 2014, the balance of PCI loans acquiredborrowing capacity from the MetroCorp acquisition was $50.6 million.FHLB and the Federal Reserve Bank.

Loans Held for Sale — Loans held for sale were $46.0 million and $205.0 million as of December 31, 2014 and December 31, 2013, respectively. Loans held for sale are recorded at the lower of cost or fair value.  Fair value is derived from current market prices.  $837.4 million and $97.1 million of net loans receivable were reclassified from loans held for investment to loans held for sale during 2014 and 2013, respectively. Loans transferred were primarily comprised of student loans and C&I loans in 2014 and in 2013. These loans were purchased by the Company with the original intent to be held for investment. However, subsequent to the purchase, the Company’s intent for these loans changed and they were consequently reclassified to loans held for sale. $5.2 million of write-downs related to loans transferred from loans held for investment to loans held for sale were recorded to allowance for loan losses for the year ended December 31, 2014. The Company did not record any write-downs related to loans transferred from loans held for investment to loans held for sale for the year ended December 31, 2013.

Proceeds from total loans sold were $1.14 billion, resulting in net gains of $39.1 million during 2014. The majority of loans sold in 2014 were comprised of student loans and commercial loans. In comparison, proceeds from total loans sold were $376.4 million and $428.7 million in 2013 and 2012, respectively, resulting in net gains of $7.8 million and $17.0 million during 2013 and 2012, respectively.  Loans sold in 2013 and 2012 primarily comprised of student loans and commercial loans, respectively.
Credit Quality Indicators

All loans are subject to the Company’s internal and external credit review and monitoring. Loans are risk rated based on an analysis of the current state of the borrower’s credit quality. The analysis of credit quality includes a review of all repayment sources, the borrower’s current payment performance/delinquency, current financial and liquidity status and all other relevant information.  For single-family residential loans, payment performance/delinquency is the driving indicator for the risk ratings.  However, the riskRisk ratings remain the overall credit quality indicator for the Company, as well as the credit quality indicator utilized for estimating the appropriate allowance for loan losses. The Company utilizes an eight gradea risk rating system, where a higher grade represents a higher level of credit risk. The eight grade risk rating systemwhich can be generally classified bywithin the following categories: Pass, Watch, Special Mention, Substandard, Doubtful and Loss. The risk ratings reflect the relative strength of the repayment sources.

Pass and Watch loans are generally considered to have sufficient sources of repayment in order to repay the loan in full in accordance with all terms and conditions. These borrowers may have some credit riskrisks that requiresrequire monitoring, but full repayment isrepayments are expected. Special Mention loans are considered to have potential weaknesses that warrant closer attention by management. Special Mention is considered a transitory grade. If any potential weaknesses are resolved, the loan is upgraded to a Pass or Watch grade. If negative trends in the borrower’s financial status or other information indicates that the repayment sources may become inadequate, the loan is downgraded to a Substandard grade. Substandard loans are considered to have well-defined weaknesses that jeopardize the full and timely repayment of the loan. Substandard loans have a distinct possibility of loss, if the deficiencies are not corrected. Additionally, when management has assessed a potential for loss but a distinct possibility of loss is not recognizable, the loan is still classified as Substandard. Doubtful loans have insufficient sources of repayment and a high probability of loss. Loss loans are considered to be uncollectible and of such little value that they are no longer considered bankable assets. These internal risk ratings are reviewed routinely and adjusted due to changes in the borrowers'borrowers’ status and likelihood of loan repayment.


10592



The following tables present the credit risk rating categories for non-coverednon-PCI loans by portfolio segment as of December 31, 20142015 and 2013:2014:
 Pass/Watch 
Special
Mention
 Substandard Doubtful Loss Total
 (In thousands)
December 31, 2014  
  
  
  
    
($ in thousands) Pass/Watch 
Special
Mention
 Substandard Doubtful Loss Total Non-PCI Loans
December 31, 2015  
  
  
  
    
CRE:  
  
  
  
    
  
  
  
  
    
Income producing $5,244,022
 $54,431
 $313,032
 $
 $
 $5,611,485
 $6,672,951
 $59,309
 $204,939
 $
 $
 $6,937,199
Construction 306,923
 
 6,888
 
 
 313,811
 435,112
 1,194
 470
 
 
 436,776
Land 179,319
 5,701
 23,730
 
 
 208,750
 172,189
 
 15,220
 
 
 187,409
C&I:  
  
  
  
    
        
    
Commercial business 6,783,051
 128,578
 119,133
 533
 55
 7,031,350
 7,794,735
 201,280
 135,449
 24,527
 
 8,155,991
Trade finance 766,575
 10,193
 29,976
 
 
 806,744
 750,144
 13,812
 23,844
 
 
 787,800
Residential:  
  
  
  
    
        
    
Single-family 3,624,097
 3,143
 15,738
 
 
 3,642,978
 2,841,722
 8,134
 27,430
 
 
 2,877,286
Multifamily 1,096,572
 5,124
 75,994
 
 
 1,177,690
 1,317,550
 2,918
 54,250
 
 
 1,374,718
Consumer:  
  
  
  
    
Student loans 
 
 
 
 
 
Other consumer 1,452,953
 1,005
 2,685
 
 
 1,456,643
Consumer 1,926,418
 883
 4,527
 
 
 1,931,828
Total $19,453,512
 $208,175
 $587,176
 $533
 $55
 $20,249,451
 $21,910,821
 $287,530
 $466,129
 $24,527
 $
 $22,689,007
 Pass/Watch 
Special
Mention
 Substandard Doubtful Loss Total
 (In thousands)
December 31, 2013  
  
  
  
    
($ in thousands) Pass/Watch 
Special
Mention
 Substandard Doubtful Loss Total Non-PCI Loans
December 31, 2014  
  
  
  
    
CRE:  
  
  
  
    
  
  
  
  
    
Income producing $4,032,269
 $56,752
 $212,009
 $
 $
 $4,301,030
 $5,243,640
 $54,673
 $269,733
 $
 $
 $5,568,046
Construction 127,138
 6,160
 6,888
 
 
 140,186
 310,259
 11
 9,573
 
 
 319,843
Land 116,000
 9,304
 18,557
 
 
 143,861
 185,220
 5,701
 23,406
 
 
 214,327
C&I:  
  
  
  
  
  
  
  
  
  
    
Commercial business 4,400,847
 92,315
 143,894
 
 
 4,637,056
 6,836,914
 130,319
 130,032
 533
 55
 7,097,853
Trade finance 681,345
 22,099
 19,693
 
 
 723,137
 845,889
 13,031
 30,808
 
 
 889,728
Residential:  
  
  
  
  
  
  
  
  
  
    
Single-family 3,167,337
 8,331
 17,207
 
 
 3,192,875
 3,627,491
 3,143
 16,628
 
 
 3,647,262
Multifamily 923,697
 1,634
 67,103
 
 
 992,434
 1,095,982
 5,124
 82,911
 
 
 1,184,017
Consumer:  
  
  
  
    
Student loans 677,094
 445
 1,681
 
 
 679,220
Other consumer 865,752
 244
 2,522
 
 
 868,518
Consumer 1,480,208
 1,005
 2,743
 
 
 1,483,956
Total $14,991,479
 $197,284
 $489,554
 $
 $
 $15,678,317
 $19,625,603
 $213,007
 $565,834
 $533
 $55
 $20,405,032


10693



Nonaccrual and Past Due Loans
The following tables below present an aging analysis of the Company’s non-coveredcredit risk rating for PCI loans and loans held for sale, segregated by portfolio segment as of December 31, 20142015 and 2013:2014:
 
Accruing
Loans
30-59 Days
Past Due
 
Accruing
Loans
60-89 Days
Past Due
 
Total
Accruing
Past Due
Loans
 
Nonaccrual
Loans Less
Than 90 Days
Past Due
 
Nonaccrual
Loans
90 or More
Days Past Due
 
Total
Nonaccrual
Loans
 
Current
Accruing
Loans
 Total
 (In thousands)
December 31, 2014  
  
  
  
  
  
  
  
($ in thousands) Pass/Watch 
Special
Mention
 Substandard Doubtful Loss Total PCI Loans
December 31, 2015  
  
  
  
    
CRE:  
  
  
  
  
  
  
  
  
  
  
  
    
Income producing $14,171
 $3,593
 $17,764
 $29,576
 $9,109
 $38,685
 $5,555,036
 $5,611,485
 $440,100
 $4,987
 $96,188
 $
 $
 $541,275
Construction 
 
 
 
 6,888
 6,888
 306,923
 313,811
 
 
 1,895
 
 
 1,895
Land 
 
 
 254
 2,502
 2,756
 205,994
 208,750
 4,285
 
 1,910
 
 
 6,195
C&I:  
  
  
  
  
  
  
  
        
    
Commercial business 3,073
 2,884
 5,957
 5,514
 14,689
 20,203
 7,005,190
 7,031,350
 52,212
 819
 4,875
 
 
 57,906
Trade finance 
 
 
 73
 
 73
 806,671
 806,744
 1,310
 
 
 
 
 1,310
Residential:  
  
  
  
  
  
  
  
        
    
Single-family 6,375
 1,294
 7,669
 2,894
 4,936
 7,830
 3,627,479
 3,642,978
 184,092
 1,293
 4,248
 
 
 189,633
Multifamily 4,350
 507
 4,857
 12,460
 8,336
 20,796
 1,152,037
 1,177,690
 130,770
 
 17,507
 
 
 148,277
Consumer:  
  
  
  
  
  
  
  
Student loans 
 
 
 
 
 
 
 
Other consumer 2,154
 162
 2,316
 115
 540
 655
 1,453,672
 1,456,643
Loans held for sale 642
 175
 817
 
 3,157
 3,157
 41,976
 45,950
Consumer 23,121
 452
 690
 
 
 24,263
Total (1)
 $30,765
 $8,615
 $39,380
 $50,886
 $50,157
 $101,043
 $20,154,978
 $20,295,401
 $835,890
 $7,551
 $127,313
 $
 $
 $970,754
Unearned fees, premiums and discounts, net  
  
  
  
 2,804
Total recorded investment in non-covered loans and loans held for sale  
  
  
 $20,298,205
(1)Loans net of ASC 310-30 discount.
 
Accruing
Loans
30-59 Days
Past Due
 
Accruing
Loans
60-89 Days
Past Due
 
Total
Accruing
Past Due
Loans
 
Nonaccrual
Loans Less
Than 90 Days
Past Due
 
Nonaccrual
Loans
90 or More
Days Past Due
 
Total
Nonaccrual
Loans
 
Current
Accruing
Loans
 Total
 (In thousands)
December 31, 2013  
  
  
  
  
  
  
  
($ in thousands) Pass/Watch 
Special
Mention
 Substandard Doubtful Loss Total PCI Loans
December 31, 2014  
  
  
  
    
CRE:  
  
  
  
  
  
  
  
  
  
  
  
    
Income producing $12,746
 $1,798
 $14,544
 $13,924
 $22,549
 $36,473
 $4,250,013
 $4,301,030
 $534,015
 $9,960
 $144,038
 $
 $
 $688,013
Construction 
 
 
 
 6,888
 6,888
 133,298
 140,186
 589
 1,744
 10,111
 
 
 12,444
Land 
 
 
 265
 3,223
 3,488
 140,373
 143,861
 7,012
 5,391
 4,437
 
 
 16,840
C&I:  
  
  
  
  
  
  
  
  
  
  
  
    
Commercial business 3,428
 6,259
 9,687
 6,437
 15,486
 21,923
 4,605,446
 4,637,056
 70,586
 1,103
 11,647
 
 
 83,336
Trade finance 
 
 
 
 909
 909
 722,228
 723,137
 4,620
 
 1,664
 
 
 6,284
Residential:  
  
  
  
  
  
  
  
  
  
  
  
    
Single-family 4,694
 922
 5,616
 
 11,218
 11,218
 3,176,041
 3,192,875
 213,829
 374
 5,316
 
 
 219,519
Multifamily 8,580
 531
 9,111
 19,661
 7,972
 27,633
 955,690
 992,434
 230,049
 
 35,842
 
 
 265,891
Consumer:  
  
  
  
  
  
  
  
Student loans 541
 445
 986
 
 1,681
 1,681
 676,553
 679,220
Other consumer 293
 1
 294
 175
 1,263
 1,438
 866,786
 868,518
Loans held for sale 
 
 
 
 
 
 204,970
 204,970
Total $30,282
 $9,956
 $40,238
 $40,462
 $71,189
 $111,651
 $15,731,398
 $15,883,287
Unearned fees, premiums and discounts, net  
  
  
  
 (23,672)
Total recorded investment in non-covered loans and loans held for sale  
  
  
 $15,859,615
Consumer 29,026
 116
 644
 
 
 29,786
Total (1)
 $1,089,726
 $18,688
 $213,699
 $
 $
 $1,322,113
(1)Loans net of ASC 310-30 discount.


10794



Nonaccrual and Past Due Loans

Non-PCI loans that are 90 or more days past due are generally placed on nonaccrual status, at which point interest accrual is discontinued and all unpaid accrued interest is reversed against interest income.status. Additionally, non-PCI loans that are not 90 or more days past due but have identified deficiencies including delinquent TDRs, are also placed on nonaccrual status. The following tables present the aging analysis on non-PCI loans as of December 31, 2015 and 2014:
 
($ in thousands) 
Accruing
Loans
30-59 Days
Past Due
 
Accruing
Loans
60-89 Days
Past Due
 
Total
Accruing
Past Due
Loans
 
Nonaccrual
Loans Less
Than 90 
Days
Past Due
 
Nonaccrual
Loans
90 or More
Days 
Past Due
 
Total
Nonaccrual
Loans
 
Current
Accruing
Loans
 Total Non-PCI Loans
December 31, 2015  
  
  
  
  
  
  
  
CRE:  
  
  
  
  
  
  
  
Income producing $3,465
 $25,256
 $28,721
 $11,359
 $17,870
 $29,229
 $6,879,249
 $6,937,199
Construction 
 
 
 14
 
 14
 436,762
 436,776
Land 1,124
 
 1,124
 277
 406
 683
 185,602
 187,409
C&I:  
  
  
  
  
  
  
  
Commercial business 1,992
 1,185
 3,177
 50,726
 14,009
 64,735
 8,088,079
 8,155,991
Trade finance 
 
 
 
 
 
 787,800
 787,800
Residential:  
  
  
  
  
  
  
  
Single-family 7,657
 2,927
 10,584
 92
 8,634
 8,726
 2,857,976
 2,877,286
Multifamily 6,320
 981
 7,301
 6,486
 9,758
 16,244
 1,351,173
 1,374,718
Consumer 2,078
 209
 2,287
 233
 1,505
 1,738
 1,927,803
 1,931,828
Total $22,636
 $30,558
 $53,194
 $69,187
 $52,182
 $121,369
 $22,514,444
 $22,689,007
 
 
($ in thousands) 
Accruing
Loans
30-59 Days
Past Due
 
Accruing
Loans
60-89 Days
Past Due
 
Total
Accruing
Past Due
Loans
 
Nonaccrual
Loans Less
Than 90 
Days
Past Due
 
Nonaccrual
Loans
90 or More
Days 
Past Due
 
Total
Nonaccrual
Loans
 
Current
Accruing
Loans
 Total Non-PCI Loans
December 31, 2014  
  
  
  
  
  
  
  
CRE:  
  
  
  
  
  
  
  
Income producing $14,171
 $3,593
 $17,764
 $19,348
 $9,165
 $28,513
 $5,521,769
 $5,568,046
Construction 
 
 
 15
 6,898
 6,913
 312,930
 319,843
Land 
 
 
 221
 2,502
 2,723
 211,604
 214,327
C&I:  
  
  
  
  
  
  
  
Commercial business 3,187
 4,361
 7,548
 6,623
 21,813
 28,436
 7,061,869
 7,097,853
Trade finance 
 
 
 73
 292
 365
 889,363
 889,728
Residential:  
  
  
 0
  
  
  
  
Single-family 6,381
 1,294
 7,675
 2,861
 5,764
 8,625
 3,630,962
 3,647,262
Multifamily 4,425
 507
 4,932
 12,460
 8,359
 20,819
 1,158,266
 1,184,017
Consumer 2,154
 162
 2,316
 169
 3,699
 3,868
 1,477,772
 1,483,956
Total $30,318
 $9,917
 $40,235
 $41,770
 $58,492
 $100,262
 $20,264,535
 $20,405,032
                 

Troubled Debt Restructurings
A TDR is a modification ofPCI loans are excluded from the terms of a loan when the lender, for economic or legal reasons related to the borrower’s financial difficulties, grants a concession to the borrower. The concessions may be granted in various forms, including a below-market change in the stated interest rate, reduction in the loan balance or accrued interest, extension of the maturity date with a stated interest rate lower than the current market rate or note splits referred toabove aging analysis table as A/B notes. In A/B note restructurings, the original note is bifurcated into two notes where the A note represents the portion of the original loan which allows for acceptable loan-to-value and debt coverage on the collateral and is expected to be collected in full and the B note represents the portion of the original loan where there is a shortfall in value and is fully charged-off. The A/B note balance is comprised of the A note balance only. A notes are not disclosed as TDRs in subsequent years after the year of restructuring if the restructuring agreement specifies an interest rate equal to or greater than the rate that the Company was willinghas elected to acceptaccount for these loans on a pool level basis in accordance with ASC 310-30 at the time of acquisition. Please refer to the restructuringdiscussion of PCI Loans within this note for additional details on interest income recognition of PCI loans. As of December 31, 2015 and 2014, $37.7 million and $63.4 million of PCI loans, respectively, were on nonaccrual status.

Loans in Process of Foreclosure

As of December 31, 2015 and 2014, the Company had $18.0 million and $16.9 million, respectively, of recorded investment in consumer mortgage loans secured by residential real estate properties, for which formal foreclosure proceedings were in process according to local requirements of the applicable jurisdictions, which were not included in OREO. Foreclosed residential real estate properties with a new loancarrying amount of $912 thousand were included in total net OREO of $7.0 million as of December 31, 2015. In comparison, foreclosed residential real estate properties with comparable risk, the loan is not impaired based on the terms specified by the restructuring agreement and has demonstrated a periodcarrying amount of sustained performance under the modified terms.$3.6 million were included in total net OREO of $32.1 million as of December 31, 2014.



95



TDRs

Potential TDRs are individually evaluated and the type of restructuring is selected based on the loan type and the circumstances of the borrower’s financial difficulty in order to maximize the Company’s recovery. CRE TDRs were restructured through principal and interest reductions, rate reductions, principal deferments, extensions, and other modifiedA TDR is a modification of the terms for a total of $8.6 million as of December 31, 2014.  C&I TDRs were restructured through extensions, principal deferments, forbearance payments, rate reductions, and other modified terms, for a total of $3.2 million as of December 31, 2014.  Residential TDRs were restructured through principal deferments, extensions, principal and interest reductions, and other modified terms, for a total of $12.0 million as of December 31, 2014.  Consumer TDRs were restructured through other modified terms for a total of $504 thousand as of December 31, 2014.  These modifications had an impact of a reductionloan when the Company, for economic or deferment of principal and/or interest collected overlegal reasons related to the life ofborrower’s financial difficulties, grants a concession to the loan, and/or an extended time period of collection of principal and/or interest.borrower, it would not otherwise consider.
CRE TDRs were primarily modified through A/B note splits, forbearance of payments and principal and/or interest deferment for a total of $17.5 million as of December 31, 2013.  Modifications of C&I TDRs were restructured through extensions, and principal and interest reduction, for a total of $15.6 million as of December 31, 2013.  Residential TDRs modified using A/B note splits totaled $1.1 million as of December 31, 2013.  Consumer TDRs were restructured through maturity extensions for a total of $639 thousand as of December 31, 2013. CRE TDRs modified using A/B note splits, principal reductions, extensions and/or non-market interest changes totaled $9.2 million as of December 31, 2012. C&I TDRs modified using forbearance payments, principal reductions, principal and/or interest deferment and/or maturity extensions totaled $5.0 million as of December 31, 2012. Residential TDRs modified using principal and/or interest deferment and/or rate reductions, extensions, A/B note splits and/or other principal adjustments totaled $33.7 million as of December 31, 2012. Consumer TDRs were restructured through principal deferment totaling $108 thousand as of December 31, 2012.

108



The following table presents new TDR modifications ontables present the non-covered loan portfolio and include the financial effects of these modificationsadditions to non-PCI TDRs for the years ended December 31, 2015, 2014 2013, and 2012:2013:
 
($ in thousands) Loans Modified as TDRs During the Year Ended December 31, 2015
 Number
of
Loans
 Pre-Modification
Outstanding
Recorded
Investment
 
Post-Modification
Outstanding
Recorded
Investment
(1)
 
Financial
Impact 
(2)
CRE:  
  
  
  
Income producing 3
 $1,802
 $1,705
 $
Land 2
 $2,227
 $83
 $102
C&I:        
Commercial business 18
 $42,816
 $34,124
 $6,726
Residential:        
Single-family 1
 $281
 $279
 $2
 
 Loans Modified as TDRs During the Year Ended December 31,
 2014
2013
2012 Loans Modified as TDRs During the Year Ended December 31, 2014

Number
of
Contracts
 Pre-Modification
Outstanding
Recorded
Investment
 
Post-Modification
Outstanding
Recorded
Investment 
(1)
 
Financial
Impact 
(2)
 Number
of
Contracts
 Pre-Modification
Outstanding
Recorded
Investment
 
Post-Modification
Outstanding
Recorded
Investment 
(1)
 
Financial
Impact 
(2)
 Number
of
Contracts
 Pre-Modification
Outstanding
Recorded
Investment
 
Post-Modification
Outstanding
Recorded
Investment 
(1)
 
Financial
Impact 
(2)
 ($ in thousands)
($ in thousands) Number
of
Loans
 Pre-Modification
Outstanding
Recorded
Investment
 
Post-Modification
Outstanding
Recorded
Investment
(1)
 
Financial
Impact 
(2)
CRE:  
  
  
  
  
  
  
  
          
  
  
  
Income producing 6
 $8,829
 $8,624
 $43
 6
 $26,021
 $17,456
 $219
 8
 $10,118
 $8,162
 $1,169
 6
 $8,829
 $8,624
 $43
Construction 
 $
 $
 $
 
 $
 $
 $
 
 $
 $
 $
Land 
 $
 $
 $
 
 $
 $
 $
 3
 $1,610
 $1,059
 $395
C&I:  
  
  
  
  
  
  
  
                
Commercial business 13
 $4,379
 $3,089
 $2,205
 6
 $16,220
 $15,624
 $4,274
 14
 $5,101
 $4,374
 $560
 13
 $4,379
 $3,089
 $2,205
Trade finance 1
 $190
 $73
 $14
 
 $
 $
 $
 2
 $2,510
 $579
 $1,506
 1
 $190
 $73
 $14
Residential:  
  
  
  
  
  
  
  
                
Single-family 9
 $11,454
 $8,269
 $
 
 $
 $
 $
 12
 $6,227
 $5,556
 $938
 9
 $11,454
 $8,269
 $
Multifamily 6
 $5,471
 $3,705
 $7
 1
 $1,093
 $1,071
 $
 16
 $28,736
 $28,153
 $3,344
 6
 $5,471
 $3,705
 $7
Consumer:  
  
  
  
  
  
  
  
        
Other consumer 1
 $509
 $504
 $
 1
 $651
 $639
 $
 1
 $108
 $108
 $
Consumer 1
 $509
 $504
 $
 
  Loans Modified as TDRs During the Year Ended December 31, 2013
($ in thousands) Number
of
Loans
 Pre-Modification
Outstanding
Recorded
Investment
 
Post-Modification
Outstanding
Recorded
Investment
(1)
 
Financial
Impact 
(2)
CRE:        
Income producing 6
 $26,021
 $17,456
 $219
C&I:        
Commercial business 6
 $16,220
 $15,624
 $4,274
Residential:        
Multifamily 1
 $1,093
 $1,071
 $
Consumer 1
 $651
 $639
 $
 
(1)Includes subsequent payments after modification.modification and reflects the balance as of December 31, 2015, 2014 and 2013.
(2)The financial impact includes charge-offs and specific reserves recorded at the modification date.

96



The following tables summarize the non-PCI TDR modifications for the years ended December 31, 2015, 2014 and 2013 by modification type:
 
($ in thousands) Modification Type
 
Principal (1)
 
Principal and Interest (2)
 Interest Rate Reduction A/B Note Other Total
December 31, 2015            
CRE $521
 $791
 $
 $
 $476
 $1,788
C&I 16,325
 17,799
 
 
 
 $34,124
Residential 279
 
 
 
 
 $279
Total $17,125
 $18,590
 $
 $
 $476
 $36,191
 
 
($ in thousands) Modification Type
 
Principal (1)
 
Principal and Interest (2)
 Interest Rate Reduction A/B Note Other Total
December 31, 2014            
CRE $691
 $5,100
 $2,165
 $
 $668
 $8,624
C&I 2,677
 73
 94
 
 318
 3,162
Residential 9,756
 1,471
 
 
 747
 11,974
Consumer 
 
 
 
 504
 504
Total $13,124
 $6,644
 $2,259
 $
 $2,237
 $24,264
 
 
($ in thousands) Modification Type
 
Principal (1)
 
Principal and Interest (2)
 Interest Rate Reduction A/B Note Other Total
December 31, 2013            
CRE $15,923
 $540
 $
 $884
 $109
 $17,456
C&I 15,488
 136
 
 
 
 15,624
Residential 
 
 
 1,071
 
 1,071
Consumer 
 
 
 
 639
 $639
Total $31,411
 $676
 $
 $1,955
 $748
 $34,790
 
(1)Principal modification includes forbearance payments, term extensions and principal deferments that modify the terms of the loan from principal and interest payments to interest payments only.
(2)Principal and interest modification includes principal and interest deferments or reductions.

Subsequent to restructuring, a TDR that becomes delinquent, generally beyond 90 days, is considered to have defaulted. The following table presents information for loans modified as TDRs within the previous 12 months that have subsequently defaulted as ofduring the years ended December 31, 2015, 2014 2013, and 2012:2013:
  Loans Modified as TDRs that Subsequently Defaulted
During the Year Ended December 31,
  2014 2013 2012
  Number of
Contracts
 Recorded
Investment
 Number of
Contracts
 Recorded
Investment
 Number of
Contracts

Recorded
Investment
  ($ in thousands)
CRE:  
  
  
  
    
Income producing 
 $
 
 $
 1
 $271
Construction 
 $
 
 $
 
 $
Land 
 $
 
 $
 
 $
C&I:  
  
  
  
    
Commercial business 1
 $957
 1
 $570
 2
 $33
Trade finance 
 $
 
 $
 
 $
Residential:  
  
  
  
 
 
Single-family 
 $
 
 $
 2
 $2,830
Multifamily 
 $
 
 $
 1
 $378
Consumer:  
  
  
  
    
Other consumer 
 $
 1
 $639
 
 $
 
  Loans Modified as TDRs that Subsequently Defaulted
During the Year Ended December 31,
  2015 2014 2013
($ in thousands) Number of
Loans
 Recorded
Investment
 Number of
Loans
 Recorded
Investment
 Number of
Loans
 Recorded
Investment
C&I:  
  
  
  
    
Commercial business 
 $
 1
 $957
 1
 $570
Residential:  
  
  
  
    
Single-family 1
 $279
 
 $
 
 $
Consumer 
 $
 
 $
 1
 $639
             
TDRs may be designated as performing or nonperforming.  A TDR may be designated as performing if the loan has demonstrated sustained performance under the modified terms.  The period of sustained performance may include the periods prior to modification if prior performance met or exceeded the modified terms.  A loan will remain on nonaccrual status until the borrower demonstrates a sustained period of performance, generally six consecutive months of payments.  The Company had $68.3 million and $71.8 million in total performing restructured loans as of December 31, 2014 and 2013, respectively.  Nonperforming restructured loans were $20.7 million and $11.1 million as of December 31, 2014 and 2013, respectively.  Included as TDRs were $2.9 million and $4.3 million of performing A/B notes as of December 31, 2014 and 2013, respectively.

109



Performing TDRs as of December 31, 2014 were comprised of $28.4 million in CRE loans, $16.2 million in C&I loans, $22.5 million in residential loans and $1.2 million in consumer loans.  Performing TDRs as of December 31, 2013 were comprised of $37.6 million in CRE loans, $16.7 million in C&I loans, $17.4 million in residential loans and $108 thousand in consumer loans.  Nonperforming TDRs as of December 31, 2014 were comprised of $8.2 million in CRE loans, $5.5 million in C&I loans, $7.0 million in residential loans and no consumer loans.  Nonperforming TDRs as of December 31, 2013 were comprised of $3.4 million in CRE loans, $3.5 million in C&I loans, $3.6 million in residential loans and $639 thousand in consumer loans.
TDRs are included in the impaired loan quarterly valuation allowance process.  See the sections below on Impaired Loans and Allowance for Loan Losses for the complete discussion.  All portfolio segments of TDRs are reviewed for necessary specific reserves in the same manner as impaired loans of the same portfolio segment which have not been identified as TDRs.  The modification of the terms of each TDR is considered in the current impairment analysis of the respective TDR.  For all portfolio segments of delinquent TDRs, when the restructured loan is uncollectible and its fair value is less than the recorded investment in the loan, the deficiency is charged-off against the allowance for loan losses.  If the loan is a performing TDR, the deficiency is included in the specific allowance, as appropriate. As of December 31, 2014, the allowance for loan losses associated with TDRs was $13.1 million for performing TDRs and $1.9 million for nonperforming TDRs. As of December 31, 2013, the allowance for loan losses associated with TDRs was $13.0 million for performing TDRs and $836 thousand for nonperforming TDRs. The amount of additional funds committed to lend to borrowers whose terms have been modified werewas immaterial as of December 31, 20142015 and 2013. 2014.


97



Impaired Loans
A loan is considered impaired when, based on current information and events, it is probable that the Company will be unable to collect all scheduled payments of principal or interest due according to the original contractual terms of the loan agreement. The Company’s loans are grouped into heterogeneous and homogeneous (mostly consumer loans) categories. Classified loans in the heterogeneous category are identified and evaluated for impairment on an individual basis. The Company considers loans individually reviewed to be impaired if, based on current information and events, it is probable the Company will not be able to collect all amounts due according to the original contractual terms of the loan agreement. Impaired loans are measured based on the present value of expected future cash flows discounted at the loan’s effective interest rate or, as an expedient, at the loan’s observable market price or the fair value of the collateral if the loan is collateral dependent, less costs to sell. When the value of an impaired loan is less than the recorded investment in the loan and the loan is classified as nonperforming and uncollectible, the deficiency is charged-off against the allowance for loan losses. Impaired loans exclude the homogenous consumer loan portfolio which is evaluated collectively for impairment. Impaired loans include non-covered loans held for investment on nonaccrual status, regardless of the collateral coverage, and loans modified in a TDR.

As of December 31, 2014 and 2013, impaired non-covered loans totaled $154.1 million and $183.5 million, respectively. The following tables present the Company'snon-PCI impaired non-covered loans as of December 31, 20142015 and 2013:2014:
 
($ in thousands) 
Unpaid
Principal
Balance
 
Recorded
Investment
With No
Allowance
 
Recorded
Investment
With
Allowance
 
Total
Recorded
Investment
 
Related
Allowance
December 31, 2015  
  
  
  
  
CRE:  
  
  
  
  
Income producing $47,043
 $24,347
 $15,720
 $40,067
 $3,148
Construction 66
 
 14
 14
 1
Land 1,537
 632
 683
 1,315
 118
C&I:  
  
  
  
  
Commercial business 81,720
 31,045
 40,111
 71,156
 15,993
Trade finance 10,675
 
 10,675
 10,675
 95
Residential:  
  
  
  
  
Single-family 16,486
 4,401
 10,611
 15,012
 584
Multifamily 25,634
 16,944
 6,783
 23,727
 339
Consumer 1,240
 
 1,240
 1,240
 60
Total $184,401
 $77,369
 $85,837
 $163,206
 $20,338
 
 
($ in thousands) 
Unpaid
Principal
Balance
 
Recorded
Investment
With No
Allowance
 
Recorded
Investment
With
Allowance
 
Total
Recorded
Investment
 
Related
Allowance
December 31, 2014  
  
  
  
  
CRE:  
  
  
  
  
Income producing $58,900
 $35,495
 $15,646
 $51,141
 $1,581
Construction 6,913
 6,913
 
 6,913
 
Land 13,291
 2,838
 5,622
 8,460
 1,906
C&I:  
  
  
    
Commercial business 44,569
 12,723
 25,717
 38,440
 15,174
Trade finance 12,967
 6,431
 274
 6,705
 28
Residential:  
  
  
    
Single-family 18,908
 6,003
 11,398
 17,401
 461
Multifamily 37,649
 21,523
 12,890
 34,413
 313
Consumer 1,259
 1,151
 108
 1,259
 1
Total $194,456
 $93,077
 $71,655
 $164,732
 $19,464
 
  
Unpaid
Principal
Balance
 
Recorded
Investment
With No
Allowance
 
Recorded
Investment
With
Allowance
 
Total
Recorded
Investment (1)
 
Related
Allowance
  (In thousands)
As of December 31, 2014  
  
  
  
  
CRE:  
  
  
  
  
Income producing $57,805
 $34,399
 $15,646
 $50,045
 $1,581
Construction 6,888
 6,888
 
 6,888
 
Land 13,291
 2,838
 5,622
 8,460
 1,906
C&I:  
  
  
  
  
Commercial business 42,396
 10,552
 25,717
 36,269
 15,174
Trade finance 280
 
 274
 274
 28
Residential:  
  
  
  
  
Single-family 17,838
 5,137
 11,398
 16,535
 461
Multifamily 37,624
 21,500
 12,890
 34,390
 313
Consumer:  
  
  
  
  
Other consumer 1,259
 1,151
 108
 1,259
 1
Total $177,381
 $82,465
 $71,655
 $154,120
 $19,464

110



  
Unpaid
Principal
Balance
 
Recorded
Investment
With No
Allowance
 
Recorded
Investment
With
Allowance
 
Total
Recorded
Investment (1)
 
Related
Allowance
  (In thousands)
As of December 31, 2013  
  
  
  
  
CRE:  
  
  
  
  
Income producing $73,777
 $39,745
 $25,523
 $65,268
 $5,976
Construction 6,888
 6,888
 
 6,888
 
Land 17,390
 4,372
 7,908
 12,280
 2,082
C&I:  
  
  
  
  
Commercial business 48,482
 10,850
 27,487
 38,337
 13,787
Trade finance 2,771
 438
 752
 1,190
 752
Residential:  
  
  
  
  
Single-family 15,814
 13,585
 1,588
 15,173
 207
Multifamily 43,821
 30,899
 10,215
 41,114
 1,339
Consumer:  
  
  
  
  
Student loans 1,749
 1,681
 
 1,681
 
Other consumer 1,945
 1,546
 
 1,546
 
Total $212,637
 $110,004
 $73,473
 $183,477
 $24,143
(1)Excludes $10.1 million and $17.7 million of covered non-accrual loans as of December 31, 2014 and December 31, 2013, respectively, accounted for under ASC 310-10, of which some loans have additional partial balances accounted for under ASC 310-30.

The following table presentpresents the average recorded investment in impaired loans and the amount of interest income recognized on non-PCI impaired loans by portfolio segment:for the years ended December 31, 2015, 2014 and 2013:
 Year Ended December 31,     
 2014 2013
 
Average
recorded
investment
 
Recognized
interest
income (1)
 
Average
recorded
investment
 
Recognized
interest
income (1)
 (In thousands)
($ in thousands) Year Ended December 31,
2015 2014 2013
Average
Recorded
Investment
 
Recognized
Interest
Income (1)
 Average
Recorded
Investment
 
Recognized
Interest
Income (1)
 Average
Recorded
Investment
 
Recognized
Interest
Income (1)
CRE:  
  
  
  
  
  
  
  
    
Income producing $54,544
 $1,249
 $71,856
 $2,480
 $44,043
 $536
 $54,544
 $1,249
 $71,856
 $2,480
Construction 6,888
 
 6,888
 
 14
 
 6,888
 
 6,888
 
Land 8,633
 298
 12,453
 496
 2,708
 39
 8,633
 298
 12,453
 496
C&I:  
  
  
  
      
  
    
Commercial business 36,528
 833
 38,294
 735
 73,513
 315
 36,528
 833
 38,294
 735
Trade finance 336
 15
 1,603
 11
 11,402
 223
 336
 15
 1,603
 11
Residential:  
  
  
  
            
Single-family 16,413
 342
 15,322
 154
 15,347
 242
 16,413
 342
 15,322
 154
Multifamily 37,128
 830
 35,799
 850
 24,001
 312
 37,128
 830
 35,799
 850
Consumer:  
  
  
  
Student loans 
 
 1,664
 
Other consumer 1,259
 47
 1,561
 4
Total impaired loans (excluding PCI) $161,729
 $3,614
 $185,440
 $4,730
Consumer 1,251
 47
 1,259
 47
 3,225
 4
Total impaired non-PCI loans $172,279
 $1,714
 $161,729
 $3,614
 $185,440
 $4,730
    
(1)Includes interest recognized on accruing non-PCI TDRs. Interest payments received on nonaccrual non-PCI loans are reflected as a reduction of principal and not as interest income.





11198



Allowance for LoanCredit Losses
The allowance consists of specific reserves and a general reserve. The Company’s loans fall into heterogeneous and homogeneous (mostly consumer loans) categories. Impaired loans are subject to specific reserves. Loans in the homogeneous category, as well as non-impaired loans in the heterogeneous category, are evaluated as part of the general reserve. The general reserve is calculated by utilizing both quantitative and qualitative factors. There are different qualitative risks for the loans in each portfolio segment. The residential and CRE segments’ predominant risk characteristic is the collateral and the geographic location of the property collateralizing the loan. The risk is qualitatively assessed based on the change in the real estate market in those geographic areas. The C&I segment’s predominant risk characteristics are the global cash flows of the borrowers and guarantors, and economic and market conditions. Consumer loans, excluding the student loan portfolio guaranteed by the U.S. Department of Education, are largely comprised of HELOCs for which the predominant risk characteristic is the real estate collateral securing the loans.
The Company’s methodology to determine the overall appropriateness of the allowance is based on a classification migration model and qualitative considerations. The migration model examines pools of loans having similar characteristics and analyzes their loss rates over a historical period. The Company assigns loss rates to each loan grade within each pool of loans. Loss rates derived by the migration model are based predominantly on historical loss trends that may not be entirely indicative of the actual or inherent loss potential. As such, the Company utilizes qualitative and environmental factors as adjusting mechanisms to supplement the historical results of the classification migration model. Qualitative considerations include, but are not limited to, prevailing economic or market conditions, relative risk profiles of various loan segments, volume concentrations, growth trends, delinquency and nonaccrual status, problem loan trends, and geographic concentrations. Qualitative and environmental factors are reflected as percentage adjustments and are added to the historical loss rates derived from the classified asset migration model to determine the appropriate allowance for each loan pool.
When determined uncollectible, it is the Company’s policy to promptly charge-off the difference in the outstanding loan balance and the fair value of the collateral or the discounted value of expected cashflows. Recoveries are recorded when payment is received on loans that were previously charged-off through the allowance for loan losses. Allocation of a portion of the allowance to one segment of the loan portfolio does not preclude its availability to absorb losses in other segments.

The following tables present a summary of the activity in the allowance for loan losses on non-covered loansby portfolio segment for the years ended December 31, 2015, 2014 2013 and 2012:2013:
 
($ in thousands) Non-PCI Loans    
 CRE C&I Residential Consumer Total PCI Loans Total
Year Ended December 31, 2015  
  
  
  
  
  
  
Beginning balance $72,263
 $134,598
 $43,856
 $10,248
 $260,965
 $714
 $261,679
Provision for (reversal of) loan losses 3,338
 11,640
 (7,499) (555) 6,924
 (355) 6,569
Charge-offs (1,545) (20,423) (1,686) (600) (24,254) 
 (24,254)
Recoveries 7,135
 8,782
 4,621
 427
 20,965
 
 20,965
Net recoveries (charge-offs) 5,590
 (11,641) 2,935
 (173) (3,289) 
 (3,289)
Ending balance $81,191
 $134,597
 $39,292
 $9,520
 $264,600
 $359
 $264,959
 
 CRE C&I Residential Consumer Unallocated Total
 (In thousands)
($ in thousands) Non-PCI Loans    
CRE C&I Residential Consumer Total PCI Loans Total
Year Ended December 31, 2014  
  
    
    
  
  
  
  
  
  
  
Beginning balance $64,677
 $115,184
 $50,717
 $11,352
 $
 $241,930
 $70,154
 $115,184
 $50,716
 $11,352
 $247,406
 $2,269
 $249,675
Provision for (reversal of) loan losses 6,107
 40,371
 (8,168) 4,240
 1,575
 44,125
 3,264
 49,200
 (8,167) 4,318
 48,615
 (1,032) 47,583
Allowance for unfunded loan commitments and letters of credit 
 
 
 
 (1,575) (1,575)
Charge-offs (3,294)
(1) 
(29,592) (1,103) (5,793) 
 (39,782) (3,137) (39,984) (1,103) (5,871) (50,095) (523) (50,618)
Recoveries 1,982
 8,635
 2,410
 449
 
 13,476
 1,982
 10,198
 2,410
 449
 15,039
 
 15,039
Net (charge-offs) recoveries (1,312) (20,957) 1,307
 (5,344) 
 (26,306) (1,155) (29,786) 1,307
 (5,422) (35,056) (523) (35,579)
Ending balance $69,472
 $134,598
 $43,856
 $10,248
 $
 $258,174
 $72,263
 $134,598
 $43,856
 $10,248
 $260,965
 $714
 $261,679
Ending balance allocated to:  
  
  
  
    
Individually evaluated for impairment $3,487
 $15,202
 $774
 $1
 $
 $19,464
Collectively evaluated for impairment 65,695
 119,396
 43,082
 10,247
 
 238,420
Acquired with deteriorated credit quality 290
 
 
 
 
 290
Ending balance $69,472
 $134,598
 $43,856
 $10,248
 $
 $258,174
 
($ in thousands) Non-PCI Loans    
 CRE C&I Residential Consumer Total PCI Loans Total
Year Ended December 31, 2013  
  
  
  
  
  
  
Beginning balance $72,385
 $107,719
 $49,436
 $4,995
 $234,535
 $
 $234,535
(Reversal of) provision for loan losses (3,287) 11,534
 2,473
 7,218
 17,938
 2,269
 20,207
Charge-offs (3,737) (8,461) (3,197) (2,385) (17,780) 
 (17,780)
Recoveries 4,793
 4,392
 2,004
 1,524
 12,713
 
 12,713
Net recoveries (charge-offs) 1,056
 (4,069) (1,193) (861) (5,067) 
 (5,067)
Ending balance $70,154
 $115,184
 $50,716
 $11,352
 $247,406
 $2,269
 $249,675
 
(1) Includes a charge-off of $523 thousand related to PCI loans acquired from MetroCorp.

112



  CRE C&I Residential Consumer Unallocated Total
 (In thousands)
Year Ended December 31, 2013  
  
  
  
    
Beginning balance $69,856
 $105,376
 $49,349
 $4,801
 $
 $229,382
(Reversal of) provision for loan losses (6,615) 12,821
 1,918
 8,055
 2,157
 18,336
Allowance for unfunded loan commitments and letters of credit 
 
 
 
 (2,157) (2,157)
Charge-offs (3,357) (7,405) (3,197) (2,385) 
 (16,344)
Recoveries 4,793
 4,392
 2,647
 881
 
 12,713
Net recoveries (charge-offs) 1,436
 (3,013) (550) (1,504) 
 (3,631)
Ending balance $64,677
 $115,184
 $50,717
 $11,352
 $
 $241,930
Ending balance allocated to:  
  
  
  
    
Individually evaluated for impairment $8,058
 $14,539
 $1,546
 $
 $
 $24,143
Collectively evaluated for impairment 56,619
 100,645
 49,171
 11,352
 
 217,787
Ending balance $64,677
 $115,184
 $50,717
 $11,352
 $
 $241,930

  CRE C&I Residential Consumer Unallocated Total
 (In thousands)
Year Ended December 31, 2012  
  
  
  
    
Beginning balance $66,457
 $87,020
 $52,180
 $4,219
 $
 $209,876
Provision for (reversal of) loan losses 20,977
 35,204
 3,255
 2,295
 (1,563) 60,168
Allowance for unfunded loan commitments and letters of credit 
 
 
 
 1,563
 1,563
Charge-offs (27,060) (21,818) (7,700) (1,824) 
 (58,402)
Recoveries 9,482
 4,970
 1,614
 111
 
 16,177
Net (chargeoffs) recoveries (17,578) (16,848) (6,086) (1,713) 
 (42,225)
Ending balance $69,856
 $105,376
 $49,349
 $4,801
 $
 $229,382
Ending balance allocated to:  
  
  
  
    
Individually evaluated for impairment $5,561
 $2,835
 $3,131
 $
 $
 $11,527
Collectively evaluated for impairment 64,295
 102,541
 46,218
 4,801
 
 217,855
Ending balance $69,856
 $105,376
 $49,349
 $4,801
 $
 $229,382

The following tables presenttable presents a summary of the Company’s recorded investments in total non-covered loans receivable as of December 31, 2014 and 2013 related to each balanceactivity in the allowance for loan losses by portfolio segmentunfunded credit reserves for the years ended December 31, 2015, 2014 and disaggregated on the basis of the Company’s impairment methodology:2013:
  CRE C&I Residential Consumer Total
  (In thousands)
December 31, 2014  
  
    
  
Individually evaluated for impairment $65,393
 $36,543
 $50,925
 $1,259
 $154,120
Collectively evaluated for impairment 5,977,437
 7,796,239
 4,768,541
 1,455,384
 19,997,601
Acquired with deteriorated credit quality 91,216
 5,312
 1,202
 
 97,730
Ending balance $6,134,046
 $7,838,094
 $4,820,668
 $1,456,643
 $20,249,451
 
($ in thousands) Year Ended December 31,
 2015 2014 2013
Beginning balance $12,712
 $11,282
 $9,437
Provision for unfunded credit reserves 7,648
 1,575
 2,157
Charge-offs 
 145
 312
Ending balance $20,360
 $12,712
 $11,282
       
  CRE C&I Residential Consumer Total
  (In thousands)
December 31, 2013  
  
    
  
Individually evaluated for impairment $84,436
 $39,527
 $56,287
 $3,227
 $183,477
Collectively evaluated for impairment 4,500,641
 5,320,666
 4,129,022
 1,544,511
 15,494,840
Ending balance $4,585,077
 $5,360,193
 $4,185,309
 $1,547,738
 $15,678,317

113



Allowance for Unfunded Loan Commitments, Off-Balance Sheet Credit Exposures and Recourse Provisions
The allowance for unfunded loan commitments, off-balance sheet credit exposures, and recourse provisionsreserves is maintained at a level believed by management to be sufficient to absorb estimated probable losses related to these unfunded credit facilities. The determination of the adequacy of the allowance is based on periodic evaluations of the unfunded credit facilities including an assessment of the probability of commitment usage, credit risk factors for loans outstanding to these same customers, and the terms and expiration dates of the unfunded credit facilities. As of December 31, 2014 and 2013, the allowance for unfunded loan commitments, off-balance sheet credit exposures,reserves was included in accrued expense and recourse provisions amountedother liabilities in the accompanying Consolidated Balance Sheets. Please refer to $12.7 millionNote 14 — Commitments, Contingencies and $11.3 million, respectively. Net adjustmentsRelated Party Transactions to the Consolidated Financial Statements for additional information related to unfunded credit reserves.


99



The following tables present the Company’s allowance for unfunded loan commitments, off-balance sheet credit exposures,losses and recourse provisions are includedrecorded investments in the provision for loan losses.
Loans serviced for others amounted to $1.19 billion and $1.35 billionloans by portfolio segment as of December 31, 2015 and 2014 and 2013, respectively. These represent loans that have either been sold or securitized for whichdisaggregated by the Company continues to provide servicing or has limited recourse. The majorityCompany’s impairment methodology:
 
($ in thousands) CRE C&I Residential Consumer Total
As of December 31, 2015  
  
  
  
  
Allowance for loan losses          
Individually evaluated for impairment $3,267
 $16,088
 $923
 $60
 $20,338
Collectively evaluated for impairment 77,924
 118,509
 38,369
 9,460
 244,262
Acquired with deteriorated credit quality 
 347
 9
 3
 
 359
Ending balance $81,538
 $134,606
 $39,295
 $9,520
 $264,959
           
Recorded investment in loans          
Individually evaluated for impairment $41,396
 $81,831
 $38,739
 $1,240
 $163,206
Collectively evaluated for impairment 7,519,988
 8,861,960
 4,213,265
 1,930,588
 22,525,801
Acquired with deteriorated credit quality (1)
 549,365
 59,216
 337,910
 24,263
 970,754
Ending balance (1)
 $8,110,749
 $9,003,007
 $4,589,914
 $1,956,091
 $23,659,761
 
(1)Loans net of ASC 310-30 discount.
 
($ in thousands) CRE C&I Residential Consumer Total
As of December 31, 2014  
  
  
  
  
Allowance for loan losses          
Individually evaluated for impairment $3,487
 $15,202
 $774
 $1
 $19,464
Collectively evaluated for impairment 68,776
 119,396
 43,082
 10,247
 241,501
Acquired with deteriorated credit quality 714
 
 
 
 714
Ending balance $72,977
 $134,598
 $43,856
 $10,248
 $261,679
           
Recorded investment in loans          
Individually evaluated for impairment $66,514
 $45,145
 $51,814
 $1,259
 $164,732
Collectively evaluated for impairment 6,035,702
 7,942,436
 4,779,465
 1,482,697
 20,240,300
Acquired with deteriorated credit quality (1)
 717,297
 89,620
 485,410
 29,786
 1,322,113
Ending balance (1)
 $6,819,513
 $8,077,201
 $5,316,689
 $1,513,742
 $21,727,145
 
(1)Loans net of ASC 310-30 discount.

PCI Loans

As of thesethe respective acquisition dates, PCI loans were residentialpooled and C&Iaccounted for at fair value, which represents the discounted value of the expected cash flows of the loan portfolio. The amount of expected cash flows over the initial investment in the loan represent the “accretable yield,” which is recognized as interest income on a level yield basis over the life of December 31, 2014 and residential and CRE asthe loan. The excess of December 31, 2013. Oftotal contractual cash flows over the total allowance for unfunded loan commitments, off-balance sheet credit exposures, and recourse provisions, $2.2 million and $3.2 million pertaincash flows expected to loans that were sold or securitized with recourse as of December 31, 2014 and 2013, respectively. For complete discussion and disclosure see Note 15 tobe received at origination is deemed the Company’s consolidated financial statements.“nonaccretable difference.”
Accretable Yield

The following table presents the changes in the accretable yield for the PCI loans for the years ended December 31, 2015, 2014 and 2013:
 
($ in thousands) Year Ended December 31,
 2015 2014 2013
Beginning balance $311,688
 $461,545
 $556,986
Addition 
 6,745
 
Accretion (107,442) (219,169) (347,010)
Changes in expected cash flows 10,661
 62,567
 251,569
Ending balance $214,907
 $311,688
 $461,545
 


100



Covered assets consist of loans receivable and OREO that were acquired in the UCB acquisition on November 6, 2009 and in the WFIB acquisition on June 11, 2010 for which the Company entered into shared-loss agreements with the FDIC. The shared-loss coverage of the UCB and WFIB commercial loans ended as of December 31, 2014 and June 30, 2015, respectively. In addition, during the year ended December 31, 2015 the Company reached an agreement with the FDIC to early terminate the WFIB and UCB shared-loss agreements and made a total payment of $125.5 million for the early termination. As a result, the Company has no remaining shared-loss agreements with the FDIC as of December 31, 2015. Of the total $1.32 billion in PCI loans as of December 31, 2014, $1.23 billion were covered under shared-loss agreements. As of December 31, 2014, $1.48 billion of total loans were covered under shared-loss agreements.

FDIC Indemnification Asset/Net Payable to FDIC

The Company amortizes the difference between the recorded amount of the FDIC indemnification asset and the expected reimbursement from MetroCorpthe FDIC over the life of the indemnification asset. Due to the early termination of the shared-loss agreements entered with FDIC as previously discussed, the Company no longer has a FDIC indemnification asset/net payable to the FDIC as of December 31, 2015. As of December 31, 2014, a net payable to the FDIC of $96.1 million was included in accrued expenses and other liabilities on the Consolidated Balance Sheets.

The following table presents a summary of the FDIC indemnification asset/net payable to the FDIC for the years ended December 31, 2015, 2014 and 2013:
   
($ in thousands) Year Ended December 31,
 2015 2014 2013
Beginning balance $(96,106) $74,708
 $316,313
Amortization (3,906) (101,638) (99,055)
Reductions (1)
 (10,307) (33,595) (95,536)
FDIC repayment (2)
 110,319
 (35,581) (47,014)
Ending balance $
 $(96,106) $74,708
   
(1)Reductions relate to charge-offs, partial prepayments, loan payoffs and loan sales which result in a corresponding reduction of the indemnification asset.
(2)Represents the change in the calculated estimate the Company will be required to pay the FDIC at the end of the FDIC shared-loss agreements, due to lower thresholds of losses, with the exception of the amount in the year ended December 31, 2015, which includes the final payments made to the FDIC due to the early termination of the shared-loss agreements.

Loans Held for Sale

Loans held for sale were $32.0 million and $46.0 million as of December 31, 2015 and 2014, respectively. $1.69 billion of loans held-for-investment were transferred to loans held for sale during the year ended December 31, 2015. These loans were primarily comprised of single-family residential and C&I loans. In comparison, $837.4 million and $97.1 million of loans held-for-investment were transferred to loans held for sale during the years ended December 31, 2014 and 2013, respectively. These loans were primarily comprised of student and C&I loans.

The Company recorded $5.1 million and $5.2 million in write-downs related to loans transferred from loans held-for-investment to loans held for sale to the allowance for loan losses for the years ended December 31, 2015 and 2014, respectively. The Company did not record any write-downs related to loans transferred from loans held-for-investment to loans held for sale for the year ended December 31, 2014:2013.
For the year ended December 31, 2015, approximately $1.70 billion of loans were sold, resulting in net gains of $27.8 million. Loans sold during the year ended December 31, 2015 were primarily comprised of single-family residential and C&I loans. For the year ended December 31, 2014, approximately $1.09 billion of loans, mainly comprised of student and C&I loans, were sold, resulting in net gains of $39.1 million. For the year ended December 31, 2013, approximately $364.4 million of loans, mainly comprised of student and C&I loans, were sold, resulting in net gains of $7.8 million. In addition, the Company recorded a $3.0 million LOCOM adjustment related to the loans held for sale portfolio during the year ended December 31, 2015. The LOCOM adjustment was included in the net gains on sales of loans in the accompanying Consolidated Statements of Income. The Company did not record any LOCOM adjustment related to the loans held for sale portfolio during the years ended December 31, 2014 and 2013.


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    Year Ended
    December 31, 2014
    (In thousands)
Beginning balance   $
Additions   6,745
Accretion   (4,960)
Changes in expected cash flows   3,379
Ending Balance   $5,164
NOTE 9INVESTMENTS IN QUALIFIED AFFORDABLE HOUSING PARTNERSHIPS, TAX CREDIT AND OTHER INVESTMENTS, NET


NOTE 10 —AFFORDABLE HOUSING PARTNERSHIPS AND OTHER TAX CREDIT INVESTMENTS
The Community Reinvestment Act (“CRA”) encourages banks to meet the credit needs of their communities for housing and other purposes, particularly in neighborhoods with low or moderate incomes.income.  The Company invests in certain affordable housing limited partnerships that qualify for CRA credits. Such limited partnerships are formed to develop and operate apartment complexes designed as high-quality affordable housing for lower income tenants throughout the United States. Each of the partnerships must meet the regulatory requirements for affordable housing for a minimum 15-year compliance period to fully utilize the tax credits.  TheIn addition to affordable housing limited partnerships, the Company also invests in other investmentsnew market tax credit projects that qualify for CRA credits. In addition, the Company invests incredits and eligible projects that qualify for historicrenewable energy and energyhistoric tax credits. Investments in these otherrenewable energy tax credits help promote the development of renewable energy sources, andwhile the investments in historic tax credits promote the rehabilitation of historic buildings and economic revitalization of the surrounding areas.

Investments in Qualified Affordable Housing Partnerships, Net

As discussed in Note 1 Summary of Significant Accounting Policies to the Consolidated Financial Statements, the Company adopted ASU 2014-01 on January 1, 2015 with retrospective application to all periods presented. Prior to adopting ASU 2014-01, the Company applied the equity method or the cost method of accounting depending on the ownership percentage and the influence the Company has on these limited partnerships. The amortization of the investments in affordable housing limited partnerships was previously presented under noninterest expense in the accompanying Consolidated Statements of Income. Under the proportional amortization method, the Company now amortizes the initial cost of the investment in proportion to the tax credits and other tax benefits received, and recognizes the amortization in the Consolidated Statements of Income as a component of income tax expense. The cumulative effect of the retrospective application of the change in amortization method was a $2.1 million increase in retained earnings on the Consolidated Balance Sheets as of January 1, 2014.

The following tables present the impact of the new accounting guidance on the Consolidated Balance Sheets and the Consolidated Statements of Income as of the periods indicated:
 
($ in thousands) December 31, 2014
 As Previously Reported As Revised
Consolidated Balance Sheets:    
Investments in qualified affordable housing partnerships, net $178,652
 $178,962
Other assets — deferred tax assets $384,367
 $389,601
Retained earnings $1,598,598
 $1,604,141
 
 
($ in thousands, except per share data) Year Ended December 31,
 2014 2013
 As Previously Reported As Revised As Previously Reported As Revised
Consolidated Statements of Income:        
Noninterest expense — amortization of tax credit and other investments $75,660
 $44,092
 $27,268
 $5,973
Income before income taxes $415,455
 $447,023
 $425,850
 $447,146
Income taxes expense $72,972
 $101,145
 $130,805
 $153,822
Net income $342,483
 $345,878
 $295,045
 $293,324
Earnings Per Share:        
Basic $2.39
 $2.42
 $2.11
 $2.10
Diluted $2.38
 $2.41
 $2.10
 $2.09
 


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The following table presents the balances of the Company’s investments in qualified affordable housing partnerships, net and related unfunded commitments as of December 31, 2015 and 2014:
 
($ in thousands) December 31,
 2015 2014
Investments in qualified affordable housing partnerships, net $193,978
 $178,962
Accrued expenses and other liabilities — Unfunded commitments $61,525
 $43,311
 

The following table presents other information related to the Company’s investments in qualified affordable housing partnerships, net for the periods indicated:
 
($ in thousands) Year Ended December 31,
 2015 2014 2013
Tax credits and other tax benefits recognized $38,271
 $32,613
 $29,084
Amortization expense included in income tax expense $26,814
 $21,428
 $20,824
 

Investments in Tax Credit and Other Investments, Net

Investments in tax credit and other investments, net were $187.2 million and $110.1 million as of December 31, 2015 and 2014, respectively, and were included in other assets in the Consolidated Balance Sheets. The Company is not the primary beneficiary in these partnerships and, therefore, is not required to consolidate these entitiesits investments in tax credit and other investments on its financial statements.the Consolidated Financial Statements. Depending on the ownership percentage and the influence the Company has on the limited partnership, the Company usesapplies either the equity method or cost method of accounting. As of December 31, 2014, a majority of these investments are accounted under the equity method. If the partnerships cease to qualify during the compliance period, the credits may be denied for any period in which the projects are not in compliance and a portion of the credits previously taken may be subject to recapture with interest. Investments in affordable housing partnerships, net were $178.7 million and $164.8 million as of December 31, 2014 and 2013, respectively. CRA and other tax credit investments were $110.1 million and $70.2 million as of December 31, 2014 and 2013, respectively, and are included in other assets in the consolidated balance sheets.

The Company has unfunded commitments related to the affordable housing and other tax credit investments that are payable on demand. Total unfunded commitments for these investments were $114.7$113.2 million and $73.1$71.4 million as of December 31, 20142015 and 2013,2014, respectively, and arewere included in accrued expenses and other liabilities in the consolidated balance sheets.

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The Company's usageConsolidated Balance Sheets. Amortization of affordable housing partnershipstax credit and other tax credit investments' federal tax credits totaled $84.8investments were $36.1 million, $34.2$44.1 million and $18.7$6.0 million for the years ended December 31, 2015, 2014 and 2013, and 2012, respectively. Affordable
The Company’s unfunded commitments related to investments in qualified affordable housing partnerships, tax credit and other tax credit investments, amortization was $75.7 million, $27.3 million and $18.1 million for the years ended December 31, 2014, 2013 and 2012, respectively. The Company's remaining tax credits approximated $193.8 millionnet are estimated to be paid as of December 31, 2014.follows:
   
Estimates For The Years Ending December 31, Amount
  ($ in thousands)
2016 $84,456
2017 34,483
2018 20,645
2019 13,891
2020 15,418
Thereafter 5,828
Total $174,721
   



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NOTE 1110 GOODWILL AND OTHER INTANGIBLE ASSETS
    
Goodwill

AsTotal goodwill remained unchanged as of December 31, 2014 and 2013,2015 compared with December 31, 2014. Goodwill is tested for impairment on an annual basis as of December 31st, or more frequently as events occur or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amounts of goodwill were $469.4 million and $337.4 million, respectively.amount. The increase of $132.0 million to goodwill was due to the acquisition of MetroCorp as discussed in Note 2 to the Company’s consolidated financial statements.

The Company has identified three business divisions,operating segments, Retail Banking, Commercial Banking, and Other, that meet the criteria of an operating segment in accordance with GAAP. The Company determined that there were no additional reporting units below each operating segment and therefore the reporting units are equivalent to the operating segments.Company’s reporting units. For complete discussion and disclosure, see please refer to Note 20 - Business Segmentsto the Company’s consolidated financial statements presented elsewhereConsolidated Financial Statements. The following table presents the changes in this report.the carrying amount of goodwill for segments with goodwill balances for the years ended December 31, 2015 and 2014:
 
($ in thousands) Year Ended December 31,
 2015 2014
 Retail Banking Commercial Banking Total Retail Banking Commercial Banking Total
Beginning balance $357,207
 $112,226
 $469,433
 $320,566
 $16,872
 $337,438
Addition from MetroCorp acquisition (1)
 
 
 
 36,641
 95,354
 131,995
Ending balance $357,207
 $112,226
 $469,433
 $357,207
 $112,226
 $469,433
 
(1)
Includes $11.0 million of tax and BOLI adjustments recorded in the fourth quarter of 2014 due to the acquisition of MetroCorp, as discussed in Note 2Business Combination to the Consolidated Financial Statements.

Impairment testing

The Company performed its annual impairment test as of December 31, 20142015 to determine whether and to what extent, if any, recorded goodwill was impaired. The Company usesused an income approach or a combined income and market approach to determine the fair value of the reporting units. Under the income approach, the Company provided a net income projection for the next three years plus a terminal growth rate that was used to calculate the discounted cash flows and the present value of the reporting units. Under the market approach, the fair value was calculated using the current fair values of comparable peer banks of similar size, geographic footprint and focus. The market capitalizations and multiples of these peer banks were used to calculate the market price of the Company and each reporting unit. The fair value was also subject to a control premium adjustment, which isrepresents the cost savings that a purchaser of the reporting units could achieve by eliminating duplicative costs. Under the combined income and market approaches, the fair value from each approach was weighted based on management'smanagement’s perceived risk of each approach to determine the fair value. As a result of this analysis, the Company determined that there was no goodwill impairment as of December 31, 20142015 as the fair values of all reporting units exceeded the current carrying amounts of the goodwill. No assurance can be given that goodwill will not be written down in future periods.

The following table presents changes in the carrying amount of goodwill for the years ended December 31, 2014 and 2013: 
  Year Ended December 31,
  2014 2013
  (In thousands)
Beginning balance $337,438
 $337,438
Addition from the MetroCorp acquisition(1)
 131,995
 
Ending Balance $469,433
 $337,438
(1) Includes $11.0 million of tax and BOLI adjustments recorded in the fourth quarter of 2014.
    
Premiums on Acquired Deposits

Premiums on acquired deposits represent the intangible value of depositor relationships resulting from deposit liabilities assumed in various acquisitions. These intangibles are tested for impairment on an annual basis, or more frequently as events occur, or as current circumstances and conditions warrant. As ofThere were no impairment write-downs on deposit premiums for the years ended December 31, 2015, 2014 and 2013,2013.

The following table presents the gross carrying amountvalue of premiums on acquired deposits were $108.8 millionintangible assets and $100.2 million, respectively, and the related accumulated amortization totaled $63.5 millionfor the years ended December 31, 2015 and $53.3 million, respectively. A premium on acquired deposits of $8.6 million was recorded due to the acquisition of MetroCorp as discussed in Note 2 to the Company’s consolidated financial statements. The weighted-average amortization period related to MetroCorp's premium on acquired deposits is eight years.2014:
 
($ in thousands) 2015 2014
Gross balance $108,814
 $108,814
Accumulated amortization 72,739
 63,505
Net carrying balance $36,075
 $45,309
 



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Amortization Expense

The Company amortizes premiums on acquired deposits based on the projected useful lives of the related deposits. AmortizationThe amortization expense of premiums on acquired depositsrelated to the intangible assets was $9.2 million, $10.2 million $9.4 million and $10.9$9.4 million for the years ended December 31, 2015, 2014 and 2013, and 2012, respectively. The Company did not record any impairment write-downs on deposit premiums for the years ended December 31, 2014, 2013 and 2012.

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The following table presents the estimated future amortization expense of premiums on acquired deposits for the succeeding five years and thereafter: at December 31, 2015:
Estimates For The Years Ending December 31, Amount
 (In thousands)
2015 $9,234
Year ended December 31, Amount
 ($ in thousands)
2016 8,086
 $8,086
2017 6,935
 6,935
2018 5,883
 5,883
2019 4,864
 4,864
2020 3,846
Thereafter 10,307
 6,461
Total $45,309
 $36,075


NOTE 1211 CUSTOMER DEPOSIT ACCOUNTSDEPOSITS

Customer deposit accountThe following table presents the balances are summarizedfor customer deposits as follows:of December 31, 2015 and 2014:
 December 31,
 2014 2013
 (In thousands)
($ in thousands) 2015 2014
Core deposits:    
Noninterest-bearing demand $7,381,030
 $5,821,899
 $8,656,805
 $7,381,030
Interest-bearing checking 2,545,618
 1,749,479
 3,336,293
 2,545,618
Money market accounts 6,318,120
 5,653,412
Money market 6,932,962
 6,318,120
Savings deposits 1,651,267
 1,363,780
 1,933,026
 1,651,267
Total core deposits 17,896,035
 14,588,570
 20,859,086
 17,896,035
Time deposits:  
  
  
  
Less than $100,000 1,662,046
 1,678,850
 1,434,767
 1,662,046
$100,000 or greater 4,450,693
 4,145,498
 5,182,128
 4,450,693
Total time deposits 6,112,739
 5,824,348
 6,616,895
 6,112,739
Total deposits $24,008,774
 $20,412,918
 $27,475,981
 $24,008,774

Time deposits in the $100 thousand or greater category included $133.3$191.0 million and $169.7$133.3 million of deposits held by the Company’s foreign branchbanking offices located in Hong KongKong; and $267.0 million and $233.9 million of deposits held by the Company’s foreign banking offices located in China as of December 31, 20142015 and 2013,2014, respectively.

AsThe aggregate amount of domestic time deposits in denominations that meet or exceed the current FDIC insurance limit of $250,000 was $3.17 billion and $2.40 billion as of December 31, 2015 and 2014, respectively. Foreign offices time deposits, which include both Hong Kong and China, of $444.1 million and $350.1 million as of December 31, 2015 and 2014, respectively, were in denominations of $250,000 or more.


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The following table presents the scheduled maturities of time deposits are as follows:of December 31, 2015:
 
$100,000 or
Greater
 
Less Than
$100,000
 Total
 (In thousands)
2015 $3,513,958
 $1,397,648
 $4,911,606
($ in thousands) Amount
2016 318,791
 164,061
 482,852
 $5,404,746
2017 189,195
 44,944
 234,139
 572,989
2018 168,252
 34,579
 202,831
 275,259
2019 142,492
 20,782
 163,274
 173,894
2020 79,753
Thereafter 118,005
 32
 118,037
 110,254
Total $4,450,693
 $1,662,046
 $6,112,739
 $6,616,895
 

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As of December 31, 2014, time deposits within the Certificate of Deposit Account Registry Service (“CDARS”) program decreased to $180.0 million, compared to $203.3 million at December 31, 2013. The CDARS program allows customers with deposits in excess of FDIC-insured limits to obtain full coverage on time deposits through a network of banks within the CDARS program. Additionally, the Company has partnered with another financial institution and offers a retail sweep product for non-time deposit accounts to provide added deposit insurance coverage for deposits in excess of FDIC-insured limits. Deposits gathered through these programs are considered brokered deposits under current regulatory reporting guidelines.


NOTE 1312 FHLB ADVANCES AND LONG-TERM DEBT
FHLB Advances
    
FHLB AdvancesTotal carrying amounts of FHLB advances weretotaled $1.02 billion and $317.2 million and $315.1 million with weighted average interest rates of 0.58% and 0.61%, as of December 31, 2015 and 2014, respectively. During the fourth quarter of 2015, the Company entered into short-term FHLB advances of $700.0 million as a means to improve liquidity and 2013,cash availability, which matured in February 2016. The FHLB advances have floating interest rates that reset monthly or quarterly based on LIBOR. The weighted average interest rate was 0.51% and 0.58% as of December 31, 2015 and 2014, respectively. The interest rates ranged from 0.51% to 0.63%, and 0.30% and 0.58% in 2015 and 2014, respectively. As of December 31, 2014,2015, FHLB advances that matures duringwill mature in the next five years are as follows: 2015 to2016 — $700.0 million; 2017 and 2018 — $0$0.0 million; 2019 — $79.4$80.0 million; 2020 — $0.0 million and thereafter — $237.8$239.4 million. As of December 31, 2014 and 2013, FHLB advances had interest rates ranging from 0.40% to 0.64%, which are floating and reset monthly or quarterly based on LIBOR. There were no outstanding overnight borrowings as of December 31, 2014 and 2013. All advances as of December 31, 2014 and 2013 were secured by real estate loans.
    
The Company’s available borrowing capacity from FHLB advances totaled $5.54$4.45 billion and $3.70$5.54 billion as of December 31, 20142015 and 2013,2014, respectively. The Company’s available borrowing capacity from the FHLB is derived from its portfolio of loans that are pledged to the FHLB deductedreduced by its outstanding FHLB advances. As of December 31, 2015 and 2014, and 2013, the Company had additional available borrowing capacity of $3.03 billion and $1.42 billion, respectively, from the Federal Reserve Bank’s discount window derived from its portfolio of loans that are pledged to the Federal Reserve Bank.all advances were secured by real estate loans.

Long-Term Debt

The following table presents the components of long-term debt as of December 31, 20142015 and 2013:2014:
 

December 31,
    
2014 2013
 (In thousands)
($ in thousands) December 31,
2015 2014
Junior subordinated debt $145,848
 $126,868
 $146,084
 $145,848
Term loan 80,000
 100,000
 60,000
 80,000
Total long-term debt $225,848
 $226,868
 $206,084
 $225,848
    

Junior Subordinated Debt—As of December 31, 2014,2015, the Company has six statutory business trusts for the purpose of issuing junior subordinated debt to third party investors. The junior subordinated debt was issued in connection with the Company'sCompany’s various pooled trust preferred securities offerings. Junior subordinated debt is recorded as a component of long-term debt and considers the value of the common stock issued by the Trusts to the Company in conjunction with these transactions. The common stock is recorded in other assets for the amount issued in connection with these junior subordinated debt issuances. Junior subordinated debt


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The following table presents the outstanding issued by the Trusts to the Company, totaled $148.0 million as of December 31, 2014, compared to $123.0 million as of December 31, 2013. During 2014, the junior subordinated debt of one statutory business trust for $10.0 million, with related common stock of $310 thousand, was redeemed in order to reduce higher interest-bearing debt and due to the phase-out of trust preferred securities as Tier I regulatory capital. This decrease was offset by a junior subordinated debt recorded due to the acquisition of MetroCorp during the first quarter of 2014. As of December 31, 2014, the MetroCorp junior subordinated debt was $35.0 million, before reduction of a purchase accounting adjustment of $6.8 million, with related common stock of $1.1 million. The total related common stock outstanding, issued by the Trusts to the Company amounted to $4.6 million and $3.9 million as of December 31, 2014 and 2013, respectively.each trust:
   
        December 31, 2015 December 31, 2014
Issuer 
Stated
Maturity 
(1)
 Stated
Interest Rate
 Current Rate Aggregate Principal Amount of Trust Securities Aggregate Principal Amount of the Junior Subordinated Debts Aggregate Principal Amount of Trust Securities Aggregate Principal Amount of the Junior Subordinated Debts
($ in thousands)              
East West Capital Trust V November 2034 3-month Libor + 1.80% 2.18% $464
 $15,000
 $464
 $15,000
East West Capital Trust VI September 2035 3-month Libor + 1.50% 2.01% 619
 20,000
 619
 20,000
East West Capital Trust VII June 2036 3-month Libor + 1.35% 1.86% 928
 30,000
 928
 30,000
East West Capital Trust VIII June 2037 3-month Libor + 1.40% 1.85% 619
 18,000
 619
 18,000
East West Capital Trust IX September 2037 3-month Libor + 1.90% 2.41% 928
 30,000
 928
 30,000
Metro Bank Trust December 2035 3-month Libor + 1.55% 2.06% 1,083
 35,000
 1,083
 35,000
Total       $4,641
 $148,000
 $4,641
 $148,000
 
(1)All the above debt instruments are subject to call options where early redemption requires appropriate notice.

The proceeds from these issuances represent liabilities of the Company to the Trusts and are reported in the consolidated balance sheetsConsolidated Balance Sheets as a component of long-term debt. Interest payments on these securities are made either quarterly or semi-annually and are deductible for tax purposes. Under the Dodd-Frank Wall Street Reform and Consumer Protection Act, bank holding companies with more than $15 billion in total consolidated assets are no longer able to includeAlthough trust preferred securities remain qualified at December 31, 2015 as Tier I regulatory capital following a phase-out period, which commenced in 2013 with phase-out complete by 2016. The junior subordinated debt is being phased out 25% each year, over the four year period, from Tier I capital intoand Tier II capital for regulatory purposes.


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The following table summarizes pertinent information relatedpurposes (at adjusted percentages of 25% and 75%, respectively), they will be limited to outstanding junior subordinated debt issued by each TrustTier II capital beginning in 2016 based on the Basel III Capital Rules as of December 31, 2014discussed in Item 1. Business - Supervision and 2013: Regulation - Capital Requirements.
Trust Name 
Maturity Date (1)
 
Stated
Interest Rate
 
Rate as of
December 31, 2014
 

December 31,
    2014 2013
        ($ in thousands)
East West Capital Trust IV July 2034 3-month Libor + 2.55% 
 $
 $10,000
East West Capital Trust V November 2034 3-month Libor + 1.80% 2.03% 15,000
 15,000
East West Capital Trust VI September 2035 3-month Libor + 1.50% 1.74% 20,000
 20,000
East West Capital Trust VII June 2036 3-month Libor + 1.35% 1.59% 30,000
 30,000
East West Capital Trust VIII June 2037 3-month Libor + 1.40% 1.64% 18,000
 18,000
East West Capital Trust IX September 2037 3-month Libor + 1.90% 2.14% 30,000
 30,000
Metro Bank Trust December 2035 3-month Libor + 1.55% 1.79% 35,000
 
Total       $148,000
 $123,000
(1)All of the above debt instruments are subject to various call options.

Term Loan—In 2013, the Company entered into a $100.0 million three-year term loan agreement. The terms of the agreement for $100.0 million. The three-yearwere modified in 2015 to extend the term loan is payable in quarterly installmentsmaturity from July 1, 2016 to December 31, 2018, where principal repayments of $5.0 million starting on March 31, 2014 and with a $50.0 million final repaymentare due quarterly. The term loan bears interest at maturity on July 1, 2016. The interestthe rate was 1.81% as of December 31, 2014, which is based on the three-month LIBOR plus 150 basis points.points and the weighted average interest rate on the term loan was 1.83% and 1.76% for the years ended December 31, 2015 and 2014. The outstanding balancebalances of the term loan was $80.0were $60.0 million and $100.0$80.0 million as of December 31, 20142015 and 2013,2014, respectively.  The term loan is included in long-term debt in the consolidated balance sheets.Consolidated Balance Sheets.


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NOTE 1413 INCOME TAXES
 
ProvisionIncome tax expense was $194.0 million for income taxes was $73.0 million in 2014,the year ended December 31, 2015, representing an effective tax rate of 17.6%33.5%, compared to $130.8$101.1 million, representing an effective tax rate of 30.7%22.6% and $143.9$153.8 million, representing an effective tax rate of 33.8%34.4% for 2013the years ended December 31, 2014 and 2012,2013, respectively. The lowerhigher effective tax rate in 20142015 compared to 2013 and 2012,2014, was mainly due to the additional purchases ofless tax credits that were recognized in 2015 from investments in affordable housing, historic rehabilitation and renewable energy projects. The Company recognizes investment tax credits from affordable housing partnerships and other tax credit investments.investments in the year the credit arises under the flow-through method of accounting. Included in the income tax expense recognized during 2015, 2014 and 2013 and 2012 waswere $67.6 million, $85.7 million $35.0 million and $18.7$35.0 million, respectively, of tax credits generated mainly from investments in affordable housing partnerships and other tax credit investments.

The following table presents the components of income tax expense for the years indicated:
 
($ in thousands) Year Ended December 31,
 2015 2014 2013
Current income tax (benefit) expense:  
  
  
Federal $(62,829) $174,640
 $152,061
State (4,750) 70,527
 44,389
Foreign 409
 3,846
 208
Total current income tax (benefit) expense (67,170) 249,013
 196,658
Deferred income tax expense (benefit):  
  
  
Federal 199,858
 (111,122) (31,293)
State 60,437
 (36,040) (13,155)
Foreign 919
 (706) 1,612
Total deferred income tax expense (benefit) 261,214
 (147,868) (42,836)
Income tax expense (1)
 $194,044
 $101,145
 $153,822
 
(1)
Prior periods were restated to reflect the retrospective application of adopting the new accounting guidance related to the Company’s investments in qualified affordable housing projects ASU 2014-01. Please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the Consolidated Financial Statements for additional information.

 The difference between the effective tax rate implicit in the Consolidated Financial Statements and the statutory federal income tax rate can be attributed to the following:
 
  Year Ended December 31,
  2015 2014 2013
Federal income tax provision at statutory rate 35.0 % 35.0 % 35.0 %
State franchise taxes, net of federal tax effect 6.3
 5.0
 4.6
Tax credits (8.7) (16.7) (4.8)
Other, net 0.9
 (0.7) (0.4)
Effective income tax rate (1)
 33.5 % 22.6 % 34.4 %
 
(1)
Prior periods were restated to reflect the retrospective application of adopting the new accounting guidance related to the Company’s investments in qualified affordable housing projects ASU 2014-01. Please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the Consolidated Financial Statements for additional information.

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Management regularly reviews the Company’s tax positions and deferred tax assets. Factors considered in this analysis include future reversals of existing temporary differences, future taxable income exclusive of reversing differences, taxable income in prior carryback years, and tax planning strategies. The Company accounts for income taxes using the asset and liability approach, the objective of which is to establish deferred tax assets and liabilities for the temporary differences between the financial reporting basis and the tax basis of the Company’s assets and liabilities at enacted rates expected to be in effect when such amounts are realized and settled. The tax effects of temporary differences that give rise to significant portions of the deferred tax (liabilities) assets are presented below:
 
($ in thousands) December 31,
 2015 2014
 Federal State Foreign Total Federal State Foreign Total
Deferred tax liabilities:  
  
  
  
  
  
  
  
Core deposit intangibles $(12,588) $(3,616) $
 $(16,204) $(15,748) $(4,513) $
 $(20,261)
Fixed assets (15,167) (4,093) 
 (19,260) (16,615) (4,101) 
 (20,716)
FHLB stock (2,229) (618) 
 (2,847) (5,064) (1,475) 
 (6,539)
Deferred loan fees (1,198) (332) 
 (1,530) (1,587) (454) 
 (2,041)
Purchased loan discounts 
 
 
 
 (51) (15) 
 (66)
State taxes (912) 
 
 (912) (8,244) 
 
 (8,244)
Gain from FDIC-assisted acquisition 
 
 
 
 (2,063) (64) 
 (2,127)
Acquired debt (2,295) (637) 
 (2,932) (2,237) 1,369
 
 (868)
Acquired loans and OREO (7,222) (1,714) (406) (9,342) 
 
 
 
Other, net (1,740) (883) 
 (2,623) (1,652) (473) 
 (2,125)
Total gross deferred tax (liabilities) (43,351) (11,893) (406) (55,650) (53,261) (9,726) 
 (62,987)
Deferred tax assets:  
  
  
  
  
  
  
  
Tax credit and other investments (1)
 (1,250) 3,894
 
 2,644
 5,523
 6,349
 
 11,872
Allowance for loan losses and OREO reserves 102,382
 28,686
 1,153
 132,221
 93,749
 23,615
 1,409
 118,773
NOL carryforwards 
 282
 
 282
 
 749
 
 749
Deferred compensation 21,484
 6,028
 
 27,512
 16,505
 4,785
 
 21,290
Mortgage servicing assets 875
 243
 
 1,118
 2,570
 735
 
 3,305
Purchased loan premium 172
 48
 
 220
 292
 84
 
 376
Unrealized loss on securities 4,685
 1,279
 
 5,964
 42,737
 12,638
 
 55,375
FDIC receivable & clawback 
 
 
 
 36,630
 11,736
 
 48,366
Acquired loans and OREO 
 
 
 
 139,360
 36,678
 256
 176,294
Nonaccrual interest income 4,124
 1,144
 
 5,268
 356
 102
 
 458
Other, net 12,905
 3,573
 96
 16,574
 11,833
 4,116
 97
 16,046
Total gross deferred tax assets (1)
 145,377
 45,177
 1,249
 191,803
 349,555
 101,587
 1,762
 452,904
Valuation allowance 
 (282) 
 (282) 
 (316) 
 (316)
Net deferred tax assets (1)
 $102,026
 $33,002
 $843
 $135,871
 $296,294
 $91,545
 $1,762
 $389,601
 
(1)
Prior period was restated to reflect the retrospective application of adopting the new accounting guidance related to the Company’s investments in qualified affordable housing projects ASU 2014-01. Please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the Consolidated Financial Statements for additional information.


A valuation allowance is established for deferred tax assets if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. A valuation allowance is used, as needed, to reduce the deferred tax assets to the amount that is more likely than not to be realized.

The Company expects to have sufficient taxable income in future years to fully realize the deferred tax assets. Based on the available evidence, Management has concludedmanagement believes that it is more likely than not that all of the benefit of the deferred tax assets recorded as of December 31, 2015 will be realized, with the exception of the deferred tax assets related to certain state NOLnet operating loss (“NOL”) carryforwards. Accordingly, aA valuation allowance has been recorded for these amounts.
As of December 31, 2014 and 2013, the Company had a net deferred tax asset of $384.4 million and $255.5 million, respectively.


118



The following table presents the components of provision for income taxes for the years indicated: 
  Year Ended December 31,
  2014 2013 2012
  (In thousands)
Current income tax expense:  
  
  
Federal $153,211
 $131,236
 $148,572
State 70,527
 44,389
 2,316
Foreign 3,846
 208
 5,704
Total current income tax expense 227,584
 175,833
 156,592
Deferred income tax benefit:  
  
  
Federal (116,241) (32,963) (38,749)
State (37,665) (13,677) 26,099
Foreign (706) 1,612
 
Total deferred income tax benefit (154,612) (45,028) (12,650)
Provision for income taxes $72,972
 $130,805
 $143,942
The difference between the effective tax rate implicit in the consolidated financial statements and the statutory federal income tax rate can be attributed to the following:
  Year Ended December 31,
  2014 2013 2012
Federal income tax provision at statutory rate 35.0 % 35.0 % 35.0 %
State franchise taxes, net of federal tax effect 5.1
 4.7
 4.3
Tax credits (21.5) (8.4) (5.3)
Other, net (1.0) (0.6) (0.2)
Effective income tax rate 17.6 % 30.7 % 33.8 %

119



The Company recognizes investment tax credits from low income housing and other investments in the year the credit arises under the flow-through method of accounting. The tax effects of temporary differences that give rise to significant portions of the deferred tax assets (liabilities) are presented below:
  December 31,
  2014 2013
  Federal State Foreign Total Federal State Foreign Total
  (In thousands)
Deferred tax liabilities:  
  
  
  
  
  
  
  
Core deposit intangibles $(15,748) $(4,513) $
 $(20,261) $(16,422) $(4,642) $
 $(21,064)
Affordable housing partnerships and other investments 
 
 
 
 (14,158) (1,730) 
 (15,888)
Fixed assets (16,615) (4,101) 
 (20,716) (15,594) (3,879) 
 (19,473)
Federal Housing Loan Bank stock (5,064) (1,475) 
 (6,539) (11,337) (3,224) 
 (14,561)
Deferred loan fees (1,587) (454) 
 (2,041) (1,976) (557) 
 (2,533)
Purchased loan discounts (51) (15) 
 (66) (98) (28) 
 (126)
State taxes (8,244) 
 
 (8,244) (1,079) 
 
 (1,079)
Section 597 gain (2,063) (64) 
 (2,127) (48,370) (1,317) 
 (49,687)
FDIC receivable 
 
 
 
 (245,907) (6,695) 
 (252,602)
Acquired debt (2,237) 1,369
 
 (868) (10,812) (1,042) 
 (11,854)
Other, net (1,652) (473) 
 (2,125) (6,805) 923
 
 (5,882)
Total gross deferred tax (liabilities) (53,261) (9,726) 
 (62,987) (372,558) (22,191) 
 (394,749)
Deferred tax assets:  
  
  
  
  
  
  
  
Affordable housing partnerships and other investments 1,768
 4,870
 
 6,638
 
 
 
 
Allowance for loan losses and REO reserves 93,749
 23,615
 1,409
 118,773
 93,018
 23,046
 
 116,064
FDIC receivable and clawback 36,630
 11,736
 
 48,366
 
 
 
 
Deferred compensation 16,505
 4,785
 
 21,290
 13,322
 3,824
 
 17,146
Mortgage servicing assets 2,570
 735
 
 3,305
 287
 81
 
 368
Purchased loan premium 292
 84
 
 376
 424
 120
 
 544
Unrealized loss on securities 42,737
 12,638
 
 55,375
 62,535
 19,177
 
 81,712
Acquired loans and REOs 139,360
 36,678
 256
 176,294
 366,290
 26,959
 959
 394,208
Other, net 12,189
 4,967
 97
 17,253
 30,768
 9,709
 97
 40,574
Total gross deferred tax assets 345,800
 100,108
 1,762
 447,670
 566,644
 82,916
 1,056
 650,616
Valuation allowance 
 (316) 
 (316) 
 (337) 
 (337)
Net deferred tax assets $292,539
 $90,066
 $1,762
 $384,367
 $194,086
 $60,388
 $1,056
 $255,530
Management believes that it is more likely than not that all of the deferred tax assets recorded as of December 31, 2014 will be realized (except to the extent of the recorded valuation allowance) because it expects to have sufficient taxable income in future years to fully realize them. A valuation allowance has been provided for the state NOLsNOL (for states other than California, Georgia, Massachusetts and New York) since management believes that these NOLs may not be fully utilized. The Company believes that adequate provisions have been made for all income tax uncertainties consistent with the standards of ASC 740-10. As of December 31, 2015 and 2014, the BankCompany had state net operating loss carryforwardsdeferred tax assets of approximately $4.0 million.$135.9 million and $389.6 million, respectively. The decrease in deferred tax assets in 2015 was mainly due to the termination of the FDIC shared-loss agreements, realization of previously impaired available-for-sale investment securities and the deductibility of certain acquired loans for tax purposes. Net deferred tax assets are included in other assets on the consolidated balance sheet presented earlier in this report.Consolidated Balance Sheets.


109



The following table summarizes the activity related to the Company'sCompany’s unrecognized tax benefits:
 Year Ended December 31,
 2014 2013
 (In thousands)
($ in thousands) Year Ended December 31,
2015 2014
Beginning Balance $4,677
 $3,457
 $5,020
 $4,677
Additions for tax positions of prior years 343
 232
 2,105
 343
Reductions for tax positions of prior years 
 
 
 
Additions for tax positions of current year 

 988
 
 
Settlements 
 
 
 
Ending Balance $5,020
 $4,677
 $7,125
 $5,020
 

120



For the years ended December 31, 20142015 and 2013,2014, the Company increased the unrecognized tax benefits reserve by $2.1 million and $343 thousand, and $1.2 million, respectively, for the California enterprise zone net interest deduction. There were no reductions in unrecognized tax benefits for 2014. As of December 31, 2015 and 2014, the balances of unrecognized tax benefits related to tax uncertainties, including interest and 2013, the liability for uncertain tax positionspenalties was $7.2$8.9 million and $6.3$7.2 million, respectively, which is included in accrued expenses and other liabilities on the consolidated balance sheets presented earlier in this report.Consolidated Balance Sheets. Also, for the years ended December 31, 20142015 and 2013,2014, the total amount of unrecognized tax benefits that, if recognized, would impact the effective tax rate is $3.3$4.6 million and $3.0$3.3 million, respectively.
 
During 2014, the Company closed the Internal Revenue Service (“IRS”) examination of the 2012 tax year with no material changes. Every year, subsequent to 2012, the Company has executed a Memorandum of Understanding (“MOU”) with the IRS to voluntarily participate in the IRS Compliance Assurance Process (“CAP”) where the IRS will assist the Company in identifying and resolving any tax issues that may arise throughout the tax year. The objective of the CAP is to resolve issues in a timely and contemporaneous manner and eliminate the need for a lengthy post-filing examination. The 2013 and 2012 tax return filedFiled in September 2014, and Septemberthe 2013 respectivelytax return received a full acceptance of all tax matters from the IRS. The Company has enteredexecuted a MOU with the IRS for the 2014 and 2015to 2016 tax years. For federal tax purposes, tax years from 2011 and beyond remain open. For California franchise tax purposes, tax years from 2003 and beyond remain open. The statesstate of Alabama, New York and Ohio haveNorth Carolina has initiated auditsan audit of East West Bank’s corporate income tax returns throughreturn for the 2012 tax year. The Company does not believe that the outcome of unresolved issues or claims in any tax jurisdiction is likely to be material to the Company’s financial position, cash flows or results of operations. The Company further believes that adequate provisions have been made for all income tax uncertainties. The Company does not anticipate that the total amount of unrecognized tax benefits will significantly change for the year ended December 31, 2015.2016.
 
The Company recognizes interest and penalties, if applicable, related to the underpayment of income taxes as a component of income tax expense in the consolidated statementConsolidated Statements of operations.Income. The Company accruedrecorded a change in interest and penalties of ($460) thousand, $597 thousand and ($744) thousand and $1.2 million for its unrecognized tax positions as of December 31, 2015, 2014 2013 and 2012,2013, respectively. Total interest and penalties accrued as of December 31, 2015 and 2014 and 2013 were $2.2$1.8 million and $1.6$2.2 million, respectively, which is included in accrued expenses and other liabilities on the consolidated balance sheets presented earlier in this report.Consolidated Balance Sheets.


NOTE 1514 COMMITMENTS, CONTINGENCIES AND CONTINGENCIESRELATED PARTY TRANSACTIONS
 
Credit Extensions — In the normal course of business, the Company has various outstanding commitments to extend credit that are not reflected in the accompanying consolidated financial statements.Consolidated Financial Statements. While the Company does not anticipate losses as a result of these transactions, commitments to extend credit are included in determining the appropriate level of the allowance for unfunded commitments and credit exposures.unissued SBLCs. The following table summarizes the Company’s credit-related commitments as of December 31:
 
($ in thousands) 2015 2014
Loan commitments $3,370,271
 $2,973,577
Commercial and standby letters of credit (“SBLCs”) $1,293,547
 $1,253,066
 

Loan commitments are agreements to lend to a customer provided there is no violation of any condition established in the agreement. Commitments generally have fixed expiration dates or other termination clauses. Becauseclauses and may require maintenance of compensatory balances. Of the $3.37 billion unfunded loan commitments as of December 31, 2015, approximately $1.84 billion are expected to expire in 2016. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future funding requirements. As of December 31, 2014 and 2013, undisbursed loan commitments amounted to $3.87 billion and $4.02 billion, respectively. As of December 31, 2014 and 2013 all undisbursed loan commitments are for loans held for investment.


110



Commercial letters of credit are issued to facilitate domestic and foreign trade transactions while standby lettersSBLCs generally are contingent upon the failure of credit (“SBLCs”) are issued to make payments on behalf of customers when certain specified future events occur. As of December 31, 2014 and 2013, commercial and SBLC totaled $1.25 billion and $1.16 billion, respectively. The Company issues SBLC and financial guarantees to support the obligations of its customers to beneficiaries. Based onperform according to the terms of the underlying contract with the third party. As a result, the total contractual amounts do not necessarily represent future funding requirements. The Company’s historical trends, the probabilityexperience is that it will have to make payments under SBLC is low.SBLCs typically expire without being funded. Additionally, in many cases, the Company holds collateral in various forms against these SBLC.SBLCs. As part of its risk management activities, the Company monitors the creditworthiness of the customer as well ascustomers in conjunction with its SBLC exposure; however, if the customer fails to perform the specified obligation to the beneficiary, the beneficiary may draw upon the SBLC by presenting documents that are in compliance with the letter of credit terms. In that event, the Company either repays the money borrowed or advanced, makes payment on account of the indebtedness of the customer or makes payment on account of the default by the customer in the performance of an obligation, to the beneficiary up to the full notional amount of the SBLC.exposure. The customer is obligated to reimburse the Company for any such payment.payment made on the customer’s behalf. If the customer fails to pay, the Company would, as applicable, liquidate the collateral and/or set offoffset accounts.
Credit card lines are unsecured commitments that are not legally binding. Management reviews Total letters of credit card lines at least annuallyof $1.29 billion consisted of commercial letters of credit of $64.9 million and upon evaluationSBLCs of the customers’ creditworthiness, the Bank has the right to terminate or change certain terms$1.23 billion as of theDecember 31, 2015. Approximately $420.8 million of these letters of credit card lines.will expire in 2016.

121



The Company uses the same credit policiesunderwriting criteria in makingextending loans, commitments, and conditional obligations as in extending loan facilities to customers. It evaluates eachEach customer’s creditworthiness is evaluated on a case-by-case basis. The amount of collateralCollateral may be obtained if deemed necessary by the Company upon extension of credit, is based on management’s credit evaluationassessment of the counterparty.customer’s credit. Collateral held varies but may include accounts receivable, inventory, property, plant and equipment, and income-producing commercial properties.
 
As of December 31, 2014 and 2013,Estimated exposure to loss from these commitments is included in the allowance for unfunded loan commitments, off-balance sheet credit exposures,reserves and recourse provision amounted to $12.7$19.8 million and $11.3$10.5 million as of December 31, 2015 and 2014, respectively. These amounts are included in accrued expenses and other liabilities in the accompanying consolidated balance sheets.Consolidated Balance Sheets.
 
GuaranteesIn prior years, theThe Company has sold or securitized loans with recourse in the ordinary course of business. ForThe recourse component in the loans that have been sold or securitized with recourse the recourse component is considered a guarantee. As such,the guarantor, the Company is committed to stand ready to perform if the loan defaults andobligated to make payments to remedywhen the loans default. As of December 31, 2014,2015, the maximum potential future payment, which is generally the unpaid principal balance of total loans sold or securitized with recourse amounted to $249.8$191.3 million and werewas comprised of $35.5$29.8 million in single-family loans with full recourse and $214.3$161.5 million in multifamily loans with limited recourse. In comparison, total loans sold or securitized with recourse amounted to $338.8$249.8 million as of December 31, 2013,2014, and was comprised of $42.2$35.5 million in single-family loans with full recourse and $296.6$214.3 million in multifamily loans with limited recourse. The recourse provision on multifamily loans varies by loan sale and is limited to 4% of the top loss on the underlying loans. The Company’s recourse reserve related to loan salesthese guarantees is included in the allowance for unfunded credit reserves and securitizations totaled $2.2 million$630 thousand and $3.2$2.2 million as of December 31, 2015 and 2014, and 2013, respectively, and isrespectively. The allowance for unfunded credit reserves were included in accrued expenses and other liabilities in the accompanying consolidated balance sheets.Consolidated Balance Sheets. The Company continues to experience minimal losses from the single-family and multifamily loan portfolios sold or securitized with recourse.
The Company also sells or securitizes loans without recourse that may have to be subsequently repurchased if a defect that occurred during the loan origination process results in a violation of a representation or warranty made in connection with the securitization or sale of the loan. When a loan sold or securitized to an investor without recourse fails to perform according to its contractual terms, the investor will typically review the loan file to determine whether defects in the origination process occurred and if such defects give rise to a violation of a representation or warranty made to the investor in connection with the sale or securitization. If such a defect is identified, the Company may be required to either repurchase the loan or indemnify the investor for losses sustained. If there are no such defects, the Company has no commitment to repurchase the loan. As of December 31, 2014 and 2013, the amount of loans sold without recourse totaled $781.4 million and $818.2 million, respectively. Total loans securitized without recourse amounted to $162.8 million and $193.8 million as of December 31, 2014 and 2013, respectively. The loans sold or securitized without recourse represent the unpaid principal balance of the Company’s loans serviced for others portfolio.
 
Lease Commitments — The Company conducts a portion of its operations utilizing leased premises and equipment under operating leases. Rental expense amounted to $26.2$24.6 million, $26.2 million and $22.8$26.2 million for the years ended December 31, 2015, 2014 2013 and 2012,2013, respectively.

Future minimum rental payments under non-cancelablenon-cancellable operating leases are estimated as follows:
Estimates For The Years Ending December 31, Amount
 (In thousands)
2015 $24,076
Years Ending December 31, Amount
 ($ in thousands)
2016 19,239
 $28,042
2017 14,957
 24,902
2018 11,389
 21,263
2019 9,950
 18,112
2020 14,708
Thereafter 30,910
 53,320
Total $110,521
 $160,347
 
Related Party Transactions — In the ordinary course of business, the Company may enter into transactions with various related parties. The Company’s related party transactions were not material for the years ended December 31, 2015 and 2014.


122111



Litigation In the ordinary course of the Company’s business, theThe Company is a party to various legal actions whicharising in the Company believes are incidental to the operationnormal course of our business. In accordance with ASC 450, Contingencies, the Company accrues reserves for currently outstanding lawsuits, claims, and proceedings when ita loss contingency is probable that a liability has been incurred and the liability can be reasonably estimated. The outcome of litigation and othersuch legal and regulatory mattersactions is inherently uncertain,difficult to predict and it is possible that one or more of the currently pending or threatened legal or regulatory matters if any, currently pending or threatened could have a material adverse effect on the Company'sCompany’s liquidity, consolidated financial position, and/or results of operations. Based on the information currently available, advice of counsel and established reserves, the Company believes that the eventual outcome of thepending legal matters described below, will not individually or in the aggregate have a material adverse effect on the Company’s consolidated financial position.

On September 8, 2014, a jury in the case titled “F&F, LLC and 618 Investment, Inc. v. East West Bank,” Superior Court of the State of California for the County of Los Angeles, Case No. BC462714, delivered a verdict in favor of plaintiff F&F, LLC, which was adjusted down by the court on December 18, 2014 to the amount of $36.6 million.LLC. The case is subject to further legal proceedings including appeal.being appealed.  The Company continues to appeal but has accrued based on the unfavorable verdict.  Aslitigation accrual was $35.4 million and $31.6 million as of December 31, 2015 and 2014, a litigation accrual of $31.6 million has been recorded.respectively.

Other Commitments — The Company has commitments to invest in qualified affordable housing partnerships and other tax credit investments qualifying for community reinvestment tax credits or other types of tax credits. These commitments are payable on demand. As of December 31, 20142015 and 20132014, these commitments were $114.7$174.7 million and $73.1$114.7 million, respectively. These commitments are included in accrued expenses and other liabilities on the consolidated balance sheet. Consolidated Balance Sheets.


NOTE 1615 STOCK COMPENSATION PLANS
 
ThePursuant to the Company’s 1998 Stock Incentive Plan, as amended, the Company issues stock options, RSAs and restrictedRSUs to employees. An aggregate of 11.0 million shares of common stock awards to employeeswere authorized under the 1998 Stock Incentive Plan, as amended, and the total number available for grant was approximately 3.0 million as of December 31, 2015.

The following table summarizes the total share-based compensation plans. Duringexpense and the years ended December 31, 2014, 2013 and 2012, total compensation expense related to stock options and restricted stock awards reduced income before taxes by $13.9 million, $13.5 million and $12.7 million, respectively. The net tax benefit recognized in equity for stockassociated with its various employee share-based compensation plans was $6.5 million, $5.5 million, and $462 thousand for the years ended December 31, 2015, 2014 2013 and 2012, respectively.2013:
As of December 31, 2014, there are 3,715,327 shares available to be issued, subject to the Company’s current 1998 Stock Incentive Plan, as amended.
 
($ in thousands) Year Ended December 31,
 2015 2014 2013
Compensation expense related to RSAs and RSUs $16,502
 $13,883
 $13,531
Net tax benefit recognized in equity for stock compensation plans $3,291
 $6,513
 $5,522
 

Stock Options — The Company issues fixed stock options to certain employees, officers and directors. Stock options are issued at the current market price on the date of grant withgrant. No options have been granted since 2011. As of December 31, 2014, the Company had 42,116 stock options outstanding that were vested and exercisable at a three-year orweighted average exercise price of $20.75. These options had a four-year vesting period and contractual termsterm of 7 or 10seven years. The Company issues new shares upon the exercise of stock options.
The following table presents the activity for the Company’sDuring 2015, all outstanding stock options as ofhave been fully exercised and for the year ended December 31, 2014:
  Shares 
Weighted
Average
Exercise
Price
 
Weighted
Average
Remaining
Contractual
Term
 
Aggregate
Intrinsic
Value
(In thousands)
Outstanding at beginning of year 406,731
 $26.72
    
Granted 
 
    
Exercised (234,101) 21.09
    
Forfeited (130,514) 38.76
    
Outstanding at end of year 42,116
 $20.75
 0.19 years $757
Vested or expected to vest at year-end 42,116
 $20.75
 0.19 years $757
Exercisable at year-end 42,116
 $20.75
 0.19 years $757


123



The fair value of each option granted is estimated on the date of grant using the Black-Scholes option-pricing model with the following assumptions: (1) the expected term (estimated period of time outstanding) of stockthere were no outstanding options granted is estimated using the historical exercise behavior of employees; (2) the expected volatility is based on historical volatility for a period equal to the stock option’s expected term; (3) the expected dividend yield is based on the Company’s prevailing dividend rate at the time of grant; and (4) the risk-free rate is based on the U.S. Treasury strips in effect at the time of grant equal to the stock option’s expected term. The Company did not issue any stock options during the years ended December 31, 2014, 2013, and 2012. 

The Company received $4.9 million and $1.7 million as of December 31, 2014 and 2013, respectively, in cash proceeds from stock option exercises. The net tax benefit recognized from stock option exercises was $1.4 million for 2014 compared to $48 thousand for 2013.2015.
The following table presents information about stock options outstanding as of December 31, 2014:
  Options Outstanding Options Exercisable
Range of
Exercise Prices
 
Number of
Outstanding
Options
 
Weighted
Average
Exercise
Price
 
Weighted
Average
Remaining
Contractual Life
 
Number of
Exercisable
Options
 Weighted
Average
Exercise
Price
$10.00 to $14.99 2,365
 $14.95
 1.02 years 2,365
 $14.95
$20.00 to $24.99 39,751
 $21.09
 0.14 years 39,751
 $21.09
$10.00 to $24.99 42,116
 $20.75
 0.19 years 42,116
 $20.75

The following table presents information related to stock options for the years ended December 31, 2015, 2014 2013 and 2012:2013:
  Year Ended December 31,
  2014 2013 2012
Total intrinsic value of options exercised (in thousands) $3,546
 $926
 $978
Total fair value of options vested (in thousands) $
 $363
 $3,717
 
($ in thousands) Year Ended December 31,
 2015 2014 2013
Cash proceeds from options exercised $874
 $4,937
 $1,680
Net tax benefit recognized from options exercised $320
 $1,398
 $48
Total intrinsic value of options exercised $760
 $3,546
 $926
Total fair value of options vested N/A
 N/A
 $363
 

As of December 31, 2013 all stock optionsRSAs and RSUs— RSAs and RSUs are fully vested and all compensationgranted under our long-term incentive plan at no cost related to stock options have been recognized.
Restricted Stock Awards — In addition to stock options, the Company also grants restricted stock awards to directors, officers and employees. The restricted stock awards fullyrecipient. RSAs vest ratably over three years, cliff vest after three toyears, or vest at a rate of 50% each at the fourth and fifth year of continued employment from the date of the grant. RSUs vest ratably over three years or cliff vest after three or five years of continued employment from the date of grant; some of the awards are also subjectgrant. The restricted stock entitles the recipient to achievement of certain established financial goals. The Company becomes entitledreceive cash dividends equivalent to an income tax deduction in an amount equal toany dividends paid on the taxable income reported byunderlying common stock during the holders ofperiod the restricted stock when the restrictionsis outstanding and, as such, are releasedconsidered participating securities as discussed in Note 17 —Stockholders’ Equity and the shares are issued. Restricted stock awards are forfeited if officers and employees terminate employment priorEarnings Per Share to the lapsingConsolidated Financial Statements. All RSAs have vested as of restrictions or if established financial goalsDecember 31, 2015. While a portion of the RSAs and RSUs are not achieved. The Company records forfeiturestime-vesting awards, others vest subject to the attainment of issued restricted stock as treasury share repurchases.specified performance goals. All RSAs and RSUs are subject to forfeiture until vested.


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The following table presents a summary of the activity for the Company’s time-based RSAs and RSUs, and performance-based restricted stock awards as of December 31, 2014, including changesRSUs during the year then ended:ended December 31, 2015 based on the target amount of awards:
 2014 2015
 Restricted Stock Awards RSAs and RSUs
 Time-Based Performance-Based Time-Based Performance-Based
 Shares 
Weighted
Average
Price
 Shares 
Weighted
Average
Price
Shares 
Weighted
Average Grant-Date Fair Value
 Shares 
Weighted
Average Grant-Date Fair Value
Outstanding at beginning of year 438,508
 $17.79
 956,707
 $23.74
 751,020
 $30.61
 400,508
 $27.51
Granted 43,210
 33.19
 603,697
 36.85
 477,417
 40.36
 133,295
 41.15
Vested (343,722) 15.91
 (340,866) 23.52
 (225,566) 23.65
 (144,445) 22.05
Forfeited (30,733) 21.21
 (57,228) 29.71
 (69,559) 36.64
 
 
Outstanding at end of year 107,263
 $29.01
 1,162,310
 $30.32
 933,312
 $36.83
 389,358
 $34.21
 
During 2014 there were no restricted stock grants to outside directors.

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Restricted stock awards are valued at the closing price of the Company’s stock on the date of award. The weighted average fair values of the time-based restricted stock awards granted during the years ended December 31,2015, 2014 and 2013 were $40.36, $36.59 and 2012 were $33.19, $28.55 and $21.66,$25.82, respectively. The weighted average fair value of the performance-based restricted stock awards granted during the year ended December 31, 2015, 2014 and 2013 were $41.15, $36.85 and 2012 were $36.85, $25.25, and $22.05, respectively. The total fair value of time-based restricted stock awards that vested during 2015, 2014 and 2013 and 2012 was $12.2$9.1 million, $29.4$21.6 million and $3.5$24.7 million, respectively. The total fair value of performance-based restricted stock awardawards that vested during 2015, 2014 and 2013 and 2012 were $12.6was $5.8 million, $4.4$3.1 million and $4.7$1.7 million, respectively.
 
Compensation expense for the Company’s time-based awards is based on the quoted market price of the related stock at the grant date. Performance-based awards granted that include discretionary performance based vesting conditions are subject to variable accounting. As of December 31, 2014,2015, total unrecognized compensation cost related to time-based and performance-based restricted stock awardsRSAs amounted to $2.3$23.3 million and $21.7$10.0 million, respectively. This cost is expected to be recognized over a weighted average period of 2.551.92 years and 1.931.78 years, respectively.
 
Stock Purchase Plan — The Company adopted the 1998 Employee Stock Purchase Plan (the “Purchase Plan”) providingprovides eligible employees of the Company and its subsidiaries participation in the ownership of the Company through the right to purchase shares of its common stock at a discount. The Purchase Plan allows employees toEmployees could purchase shares at 90% of the per sharefair market price at the date of exercise, withsubject to an annual common stock value purchase limitation of $25,000.$22,500 per employee. As of December 31, 2014,2015, the Purchase Plan qualifies as a non-compensatory plan under Section 423 of the Internal Revenue Code and, accordingly, no compensation expense is recognized under the Purchase Plan.
The Purchase Plan covers a total ofhas been recognized. 2,000,000 shares of the Company’s common stock.stock have been made available for sale under the Purchase Plan. During 2015 and 2014, 55,485 shares totaling $2.0 million and 2013, 58,587 shares totaling $1.9 million, and 53,015 shares totaling $1.4 million, respectively, werehave been sold to employees under the Purchase Plan. As of December 31, 2014,2015, there were 694,713639,228 shares available under the Purchase Plan.



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NOTE 1716 EMPLOYEE BENEFIT PLANS
 
The Company sponsors a defined contribution plan, the East West Bank Employees 401(k) Savings Plan (the “Plan”), designed to provide retirement benefits financed by participants’ tax deferred contributions for the benefitbenefits of its employees. The Company’s contributionsARoth 401(k) investing option is also available to the plan are determined annually byparticipants, which is designed to be made on an after-tax basis. Under the Boardterms of Directors in accordance with plan requirements. For tax purposes,the Plan, eligible participantsemployees may contributeelect to defer up to 80% of their compensation before taxes, up to the dollar limit imposed by the Internal Revenue Service for tax purposes. Participants can also designate a part or all of their contributions as Roth 401(k) contributions. Effective as of April 1, 2014, the Company matches 75% of the first 6% of the Plan participant’s deferred compensation. The Company’s contributions to the Plan are determined annually by the Board of Directors (the “Board”) in accordance with the Plan requirements. Plan participants become vested in the matching contributions received from the Plan sponsor at the rate of 20% per year for each year.full year of service after the first year such that the Plan participants become 100% vested after five years of credited service. For planthe Plan years ended December 31, 2015, 2014 2013 and 2012,2013, the Company contributedexpensed $7.5 million, $5.9 million and $4.3 million, and $3.5 million, respectively.

During 2002,2001, the Company adopted a Supplemental Executive Retirement Plan (“SERP”). The SERP meets the definition of a pension plan per ASC 715-30, Compensation—Compensation — Retirement Benefits Defined Benefit Plans—Plans — Pension, pursuant to which the Company will pay supplemental pension benefits to certain executive officers designated by the Board of Directors upon retirement based upon the officers’ years of service and compensation. The SERP is an unfunded, non-qualified plan under which the participants have no rights beyond those of a general creditor of the Company, and there are no specific assets set aside by the Company in connection with the plan. As of December 31, 2015 and 2014 there was only one executive accruing benefits under the SERP. For the years ended December 31, 2015, 2014, and 2013, and 2012,$619 thousand, $583 thousand $644 thousand and $787$644 thousand, respectively, of benefits were accrued.expensed and accrued for. The SERP is funded through life insurance contracts on the participating officers, though the plan does not require formal funding. Asbenefit obligation was $6.1 million and $5.8 million as of December 31, 20142015 and 2013,2014. The following table presents a summary of expected SERP payments to be paid for the life insurance contracts related to the SERP had an aggregate cash surrender value of $31.4 millionnext five years and $45.5 million, respectively. Asthereafter as of December 31, 2014 and 2013, the vested benefit obligation under the SERP was less than the cash surrender value of the life insurance contracts respectively.2015:
   
Year ended December 31, Amount
  ($ in thousands)
2016 $2,617
2017 310
2018 319
2019 329
2020 339
Thereafter 8,563
Total $12,477
   


NOTE 1817 — STOCKHOLDERS’ EQUITY AND EARNINGS PER SHARE

Series A Preferred Stock Offering — In April 2008, the Company issued 200,000 shares of 8% Non-Cumulative Perpetual Convertible Preferred Stock, Series A (“Series A”), with a liquidation preference of $1,000 per share. The Company received $194.1 million of additional Tier 1 qualifying capital, after deducting stock issuance costs. On May 1, 2013, the Company exercised its mandatory conversion right related to all the outstanding shares of its Series A preferred stock. At the conversion date, the remaining 85,710 shares of outstanding Series A Preferred Stock were converted to 5,594,080 shares of common stock.

MetroCorp AcquisitionWarrantOn January 17, 2014, theThe Company completed the acquisition of MetroCorp. The final consideration included 5,583,093 shares of East West common stock, $89.4 million of cash, $2.4 million of additional cash to MetroCorp stock option holders and a MetroCorp warrant, fair valued at $8.8 million, assumed by the Company.on January 17, 2014. Prior to the acquisition, MetroCorp had an outstanding warrant to purchase 771,429 shares of its common stock.  AtUpon the acquisition, the rights of the warrant holder were converted into the right to acquire 230,282 shares of East West’s common stock.stock until January 16, 2019. The warrant has not been exercised as of December 31, 2014.2015.
 

125



Stock Repurchase Program — On January 23, 2013, the Company'sCompany’s Board of Directors authorized a stock repurchase program to buy back up to $200.0 million of the Company'sCompany’s common stock. During 2013, the Company completed the authorized repurchased program, repurchasing 8,026,807 shares at a weighted average price of $24.89 per share for a total cost of $200.0 million.

On July 17, 2013, the Company’s Board of Directors authorized aan additional stock repurchase program to buy back up to $100.0 million of the Company’s common stock. The Company didhas not repurchaserepurchased any shares under this program. Although this program duringhas no stated expiration date, the years ended December 31, 2014 and 2013.

On January 19, 2012, the Company’s Board of Directors authorized a stockCompany does not intend to repurchase any shares pursuant to this program to buy back up to $200.0 millionabsent further action of the Company’s common stock. During 2012, the Company completed the authorized repurchase program, repurchasing 9,068,105 shares at a weighted average price of $22.02 per share and a total cost of $199.9 million.Board.


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Quarterly Dividends — The Company paid quarterly dividends on its common stock of $0.18$0.20 per share for each quarter of 2014.2015. In comparison, the Company paid quarterly dividends on its common stock of $0.15$0.18 and $0.10$0.15 per share for each quarter of 2014 and 2013, and 2012.respectively. Total dividends amounting to $116.2 million, $104.0 million $83.3 million and $57.6$83.3 million were paid to the Company’s common stockholders during the years ended December 31, 2015, 2014 2013 and 2012,2013, respectively.

The Company’s Board of Directors declared and paid quarterly preferred stock cash dividends of $20.00 per share on its Series A preferred stock in 2013 and 2012.2013. Cash dividends totaling $3.4 million and $6.9 million were paid to the Company’s Series A preferred stock stockholders during the yearsyear ended December 31, 2013 and 2012.2013. The Series A preferred stock were converted into common stock on May 1, 2013.

Earnings Per Share (“EPS”)EPS EPS is calculated using the two-class method. Certain of the Company’s instruments containing rights to nonforfeitable dividends granted in stock-based payment transactions are considered participating securities prior to vesting and, therefore, have been included in the earnings allocations in computingto compute basic and diluted EPS under the two-class method. Basic EPS was computed by dividing net income, net of income allocated to participating securities, by the weighted-average number of common shares outstanding during each period, net of treasury shares and including vested but unissued shares and share units. The computation of diluted EPS reflects the additional dilutive effect of common stock equivalents such as unvested stock awards and stock options.EPS.


126



The following tables present earnings per sharetable presents EPS calculations for the years ended December 31, 2015, 2014 2013 and 2012:
  Year Ended December 31, 2014
  Net Income Number of Shares Per Share Amounts
  (In thousands, except per share data)
Net income $342,483
  
  
Less:  
  
  
Preferred stock dividends 
  
  
Earnings allocated to participating securities (502)  
  
Basic EPS — income allocated to common stockholders $341,981
 142,952
 $2.39
Effect of dilutive securities:  
  
  
Stock options 
 67
  
Restricted stock units 287
 398
  
Convertible preferred stock 
 
  
Warrants 
 146
  
Diluted EPS — income allocated to common stockholders $342,268
 143,563
 $2.38
2013:
 
Year Ended December 31, 2013
 
Net Income
Number of Shares
Per Share Amounts
 
(In thousands, except per share data)
Net income
$295,045

 

 
Less:
 

 

 
Preferred stock dividends
(3,428)
 

 
Earnings allocated to participating securities
(1,692)
 

 
Basic EPS — income allocated to common stockholders
$289,925

137,342

$2.11
Effect of dilutive securities:
 

 

 
Stock options


71

 
Restricted stock units
196

327

 
Convertible preferred stock
3,428

1,834

 
Diluted EPS — income allocated to common stockholders
$293,549

139,574

$2.10
 
  Year Ended December 31,
($ in thousands, except per share data, shares in thousands) 2015 2014 2013
Basic      
Net income (1)
 $384,677
 $345,878
 $293,324
Less: Preferred stock dividends
 
 
 3,428
          Earnings allocated to participating securities 3
 506
 1,682
Net income allocated to common stockholders (1)
 $384,674
 $345,372
 $288,214
       
Basic weighted-average common shares outstanding 143,818
 142,952
 137,342
Basic EPS (1)
 $2.67
 $2.42
 $2.10
       
Diluted      
Net income allocated to common stockholders (1)
 $384,674
 $345,372
 $288,214
Add: Convertible preferred stock dividends 
 
 3,428
Net income allocated to diluted common stockholders (1)
 $384,674
 $345,372
 $291,642
       
Basic weighted-average common shares outstanding 143,818
 142,952
 137,342
Diluted potential common shares (2)
 694
 611
 2,232
Diluted weighted-average common shares outstanding 144,512
 143,563
 139,574
Diluted EPS (1)
 $2.66
 $2.41
 $2.09
 
(1)
Prior periods were restated to reflect the retrospective application of adopting the new accounting guidance related to the Company’s investments in qualified affordable housing projects ASU 2014-01. Please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the Consolidated Financial Statements for additional information.
(2)Includes dilutive shares from stock options, and RSUs for the years ended December 31, 2015, 2014 and 2013. Also includes dilutive shares from warrants for the years ended December 31, 2015 and 2014, and dilutive shares from preferred stock for the year ended December 31, 2013.

For the year ended December 31, 2015, approximately 16 thousand weighted average anti-dilutive shares of RSUs, were excluded from the diluted EPS computation. For the years ended December 31, 2014 and 2013, approximately 27 thousand and 187 thousand weighted average anti-dilutive shares, respectively, comprised of stock options and RSUs, were excluded from the diluted EPS computation.

  Year Ended December 31, 2012
  Net Income Number of Shares Per Share Amounts
  (In thousands, except per share data)
Net income $281,650
  
  
Less:  
  
  
Preferred stock dividends (6,857)  
  
Earnings allocated to participating securities (3,279)  
  
Basic EPS — income allocated to common stockholders $271,514
 141,457
 $1.92
Effect of dilutive securities:  
  
  
Stock options 
 29
  
Restricted stock units 47
 118
  
Convertible preferred stock 6,857
 5,571
  
Diluted EPS — income allocated to common stockholders $278,418
 147,175
 $1.89


127115



NOTE 18 — ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

The following table presents the weighted-average stock options outstanding and restricted stock unitschanges in the components of AOCI balances for the years ended December 31, 2015, 2014 2013, and 2012, respectively, that were anti-dilutive, and therefore not included in the computation of diluted EPS:2013.
  Year Ended December 31,
  2014 2013 2012
  (In thousands)
Stock options 20
 177
 340
Restricted stock units 7
 10
 5
 
($ in thousands) Year Ended December 31,
 2015 2014 2013
 
Available-
for-Sale Investment
Securities
 
Foreign Currency Translation Adjustments (1)
 Total 
Available-
for-Sale Investment
Securities
 Total 
Available-
for-Sale Investment
Securities
 Total
Beginning balance $4,237
 $
 $4,237
 $(30,459) $(30,459) $4,669
 $4,669
Net unrealized gains (losses) arising during the period 13,012
 (8,797) 4,215
 40,911
 40,911
 (27,833) (27,833)
Amounts reclassified from AOCI (23,393) 
 (23,393) (6,215) (6,215) (7,295) (7,295)
Changes, net of taxes (10,381) (8,797) (19,178) 34,696
 34,696
 (35,128) (35,128)
Ending balance $(6,144) $(8,797) $(14,941) $4,237
 $4,237
 $(30,459) $(30,459)
 
(1)Represents foreign currency translation adjustments related to the Company’s net investment in non-U.S. operations, including related hedges. In the third quarter of 2015, there was a change in functional currency from USD to the local currency of the Company’s foreign subsidiary.
Accumulated Other Comprehensive Income (Loss) — As of December 31, 2014, total accumulated other comprehensive income was $4.2 million which includes the following components: net unrealized gains on securities available for sale of $4.2 million and net unrealized losses on other investments of $61 thousand. As of December 31, 2013, total accumulated other comprehensive loss was $(30.5) million which includes the following components: net unrealized losses on securities available for sale of $(30.5) million and unrealized gains on other investments of $79 thousand. As of December 31, 2012, total accumulated other comprehensive income was $4.7 million which includes the following components: net unrealized gains on securities available for sale of $4.6 million, and unrealized gains on other investments of $26 thousand.

The accumulated other comprehensive income (loss) balances were as follows:
  2014 2013 2012
Year Ended December 31, 
Investment
Securities
Available-for-Sale
 
Other
Investments
 
Accumulated
Other
Comprehensive
(Loss) Income
 
Investment
Securities
Available-for-Sale
 
Other
Investments
 
Accumulated
Other
Comprehensive
Income (Loss)
 Investment
Securities
Available-for-Sale
 Other
Investments
 Foreign Currency Translation Adjustments 
Accumulated
Other
Comprehensive
(Loss) Income
    (In thousands)  
Balance, beginning of the period $(30,538) $79
 $(30,459) $4,643
 $26
 $4,669
 $(34,848) $8
 $900
 $(33,940)
Net unrealized gains (losses) arising during period 41,008
 (97) 40,911
 (28,169) 336
 (27,833) 42,868
 31
 
 42,899
Less: reclassification adjustment for (gains) losses included in net income (6,294) 79
 (6,215) (7,012) (283) (7,295) (439) (13) 
 (452)
Net unrealized gains (losses) 34,714
 (18) 34,696
 (35,181) 53
 (35,128) 42,429
 18
 
 42,447
Noncredit-related impairment loss on securities 
 
 
 
 
 
 (2,938) 
 
 (2,938)
Foreign currency translation adjustments 
 
 
 
 
 
 
 
 (900) (900)
Balance, end of the period $4,176
 $61
 $4,237
 $(30,538) $79
 $(30,459) $4,643
 $26
 $
 $4,669


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Thefollowing table presents the components of other comprehensive income (loss), reclassifications to net income by income statement line item and the related tax effects were as follows:for the years ended December 31, 2015, 2014 and 2013:
  2014 2013 2012
Year Ended December 31, Before-Tax
Amount
 Tax
Expense
or Benefit
 
Net-of-Tax
Amount
 Before-Tax
Amount
 Tax
Expense
or Benefit
 Net-of-Tax
Amount
 Before-Tax
Amount
 Tax
Expense
or Benefit
 Net-of-Tax
Amount
    (In thousands)  
Unrealized gains (losses) on investment securities available-for-sale:  
  
  
  
  
  
      
Net unrealized gains (losses) arising during period $70,704
 $(29,696) $41,008
 $(48,567) $20,398
 $(28,169) $73,910
 $(31,042) $42,868
Less: reclassification adjustment for gains included in net income (1)
 (10,851) 4,557
 (6,294) (12,089) 5,077
 (7,012) (757) 318
 (439)
Net unrealized gains (losses) 59,853
 (25,139) 34,714
 (60,656) 25,475
 (35,181) 73,153
 (30,724) 42,429
Noncredit-related impairment loss on securities 
 
 
 
 
 
 (5,066) 2,128
 (2,938)
Foreign currency translation adjustments 
 
 
 
 
 
 (1,552) 652
 (900)
Unrealized (losses) gains on other investments:                  
Net unrealized (losses) gains arising during period (167) 70
 (97) 579
 (243) 336
 53
 (22) 31
Less: reclassification adjustment for losses (gains) included in income (2)
 136
 (57) 79
 (488) 205
 (283) (23) 10
 (13)
Net unrealized (losses) gains (31) 13
 (18) 91
 (38) 53
 30
 (12) 18
Other comprehensive income (loss) $59,822
 $(25,126) $34,696
 $(60,565) $25,437
 $(35,128) $66,565
 $(27,956) $38,609
                   
($ in thousands) Year Ended December 31,
 2015 2014 2013
 Before-Tax Tax
Effect
 Net-of-Tax Before-Tax Tax
Effect
 Net-of-Tax Before-Tax Tax
Effect
 Net-of-Tax
Available-for-sale investment securities:  
  
  
  
  
  
      
Net unrealized gains (losses) arising during the period $22,454
 $(9,442) $13,012
 $70,537
 $(29,626) $40,911
 $(47,988) $20,155
 $(27,833)
Net realized gains reclassified into net income (1)
 (40,367) 16,974
 (23,393) (10,715) 4,500
 (6,215) (12,577) 5,282
 (7,295)
Net change (17,913) 7,532
 (10,381) 59,822
 (25,126) 34,696
 (60,565) 25,437
 (35,128)
                   
Foreign currency translation adjustments:                  
Net unrealized losses arising during period (8,797) 
 (8,797) 
 
 
 
 
 
Net change (8,797) 
 (8,797) 
 
 
 
 
 
Other comprehensive (loss)income $(26,710) $7,532
 $(19,178) $59,822
 $(25,126) $34,696
 $(60,565) $25,437
 $(35,128)
 
(1)TheFor the year ended December 31, 2015, the pretax amount iswas reported in net gains on sales of available-for-sale investment securities in the consolidated statementsConsolidated Statements of income.
(2)TheIncome. For the years ended December 31, 2014 and 2013, the pretax income isamount was reported in dividendnet gains on sales of available-for-sale investment securities and other investmentfees and other operating income in the consolidated statementsConsolidated Statements of income.Income.



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NOTE 19 REGULATORY REQUIREMENTS AND MATTERS
 
Capital Adequacy The Company and the Bank are subject to various regulatory capital requirements administered by the federal banking agencies. The Bank is a member bank of the Federal Reserve System and the Federal Reserve Bank is the Bank’s primary regulator. The Company andIn July 2013, the Federal Reserve Bank are subject to various regulatorypublished Basel III Capital Rules establishing a new comprehensive capital requirements administered by the federalframework for U.S. banking agencies. These requirements areorganizations based upon the 1988 capital accord (“Basel I”) of the Basel Committee on Banking Supervision. The Basel III Capital Rules apply to all depository institutions and top-tier bank holding companies with assets of $500.0 million or more, and accordingly are effective for the Company and the Bank on January 1, 2015 (subject to phase-in periods for certain of their components). The Federal Deposit Insurance Corporation Improvement Act of 1991 requires that the federal regulatory agencies adopt regulations defining capital tiers for banks: well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized and critically undercapitalized. Failure to meet minimum capital requirements can initiate certain mandatory actions by regulators that, if undertaken, could have a direct material effect on the Company’s consolidated financial statements. UnderConsolidated Financial Statements.

The Basel III Capital Rules: (i) introduced a new capital adequacy guidelines,measure called Common Equity Tier 1 Risk-based Capital (“CET1”) and a related regulatory capital ratio of CET1 to risk-weighted assets; (ii) specified that Tier 1 capital consists of CET1 and “Additional Tier 1 capital” instruments, which are instruments treated as Tier 1 instruments under the Companyprior capital rules that meet certain revised requirements; (iii) mandated that most deductions or adjustments to regulatory capital measures be made to CET1 and not to the Bank must meet specific capital guidelines that involve quantitative measuresother components of capital; and (iv) expanded the scope of the Companydeductions from and the Bank's assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices.adjustments to capital, compared to existing regulations. The capital amounts and classification areBasel III Capital Rules also subject to qualitative judgments by the regulators about components,prescribed a new standardized approach for risk weightings that expanded the risk weighting categories from the previous four Basel I-derived categories (0%, 20%, 50% and other factors.100%) to a larger and more risk-sensitive number of categories.

As of December 31, 20142015 and 2013,2014, the Bank was categorized as well capitalized under thebased on applicable U.S. regulatory framework for prompt corrective action. To be categorized as well capitalized, the Bank must maintain specific Basel I total risk-based, Tier I risk-based, and Tier I leverage ratioscapital ratio requirements, as set forth in the table below. The Company believes that no changes in conditions or events have occurred since December 31, 2014,2015, which would result in changes that would cause the Company or the Bank to fall below the well capitalized level.

129



The following table presentstables present the regulatory capital information of the Company and the Bank as of December 31, 20142015 and 2013:2014:
 Actual 
For Capital
Adequacy Purposes
 
To Be Well Capitalized
Under Prompt Corrective
Action Provisions
 Amount Ratio Amount Ratio Amount Ratio December 31, 2015 December 31, 2014
($ in thousands) Basel III Basel I
Actual Minimum Requirement Well Capitalized Requirement Actual Minimum Requirement Well Capitalized Requirement
Amount Ratio Ratio Ratio Amount Ratio Ratio Ratio
     ($ in thousands)                    
As of December 31, 2014  
  
  
  
  
  
Total Capital (to Risk-Weighted Assets)  
  
  
  
  
  
Total capital (to risk-weighted assets)  
  
  
  
        
Company $2,753,598
 12.6% $1,754,519
 8.0% N/A
 N/A
 $3,082,945
 12.2% 8.0% 10.0% $2,753,599
 12.6% 8.0% 10.0%
East West Bank $2,590,174
 11.8% $1,750,006
 8.0% $2,187,508
 10.0% $3,039,524
 12.1% 8.0% 10.0% $2,590,173
 11.8% 8.0% 10.0%
Tier I Capital (to Risk-Weighted Assets)  
  
  
  
  
  
Tier I capital (to risk-weighted assets)  
  
  
  
  
  
    
Company $2,405,452
 11.0% $877,259
 4.0% N/A
 N/A
 $2,686,627
 10.7% 6.0% 8.0% $2,405,452
 11.0% 4.0% 6.0%
East West Bank $2,316,615
 10.6% $875,003
 4.0% $1,312,505
 6.0% $2,754,201
 11.0% 6.0% 8.0% $2,316,615
 10.6% 4.0% 6.0%
Tier I Capital (to Average Assets)  
  
  
  
  
  
CET1 capital (1) (to risk-weighted assets)
                
Company $2,650,413
 10.5%
4.5% 6.5% N/A
 N/A
 N/A
 N/A
East West Bank $2,754,201
 11.0%
4.5% 6.5% N/A
 N/A
 N/A
 N/A
Tier I leverage capital (to adjusted average assets)  
  
  
  
        
Company $2,686,627
 8.5% 4.0% 5.0% $2,405,452
 8.4% 4.0% 5.0%
East West Bank $2,754,201
 8.8% 4.0% 5.0% $2,316,615
 8.2% 4.0% 5.0%
Risk weighted assets  
  
  
  
        
Company $25,232,575
 N/A
 N/A
 N/A
 $21,931,486
 N/A
 N/A
 N/A
East West Bank $25,129,885
 N/A
 N/A
 N/A
 $21,875,078
 N/A
 N/A
 N/A
Adjusted quarterly average total assets (2)
  
  
  
  
        
Company $2,405,452
 8.4% $1,140,045
 4.0% N/A
 N/A
 $31,458,517
 N/A
 N/A
 N/A
 $28,501,115
 N/A
 N/A
 N/A
East West Bank $2,316,615
 8.2% $1,136,734
 4.0% $1,420,917
 5.0% $31,385,333
 N/A
 N/A
 N/A
 $28,418,340
 N/A
 N/A
 N/A
            
As of December 31, 2013  
  
  
  
  
  
Total Capital (to Risk-Weighted Assets)  
  
  
  
  
  
Company $2,395,109
 13.5% $1,416,203
 8.0% N/A
 N/A
East West Bank $2,262,494
 12.9% $1,407,944
 8.0% $1,759,931
 10.0%
Tier I Capital (to Risk-Weighted Assets)  
  
  
  
  
  
Company $2,102,476
 11.9% $708,102
 4.0% N/A
 N/A
East West Bank $2,041,894
 11.6% $703,972
 4.0% $1,055,958
 6.0%
Tier I Capital (to Average Assets)  
  
  
  
  
  
Company $2,102,476
 8.6% $976,596
 4.0% N/A
 N/A
East West Bank $2,041,894
 8.4% $973,958
 4.0% $1,217,448
 5.0%
(1)CET1 capital measurement was introduced under the Basel III Capital Rules implemented during 2015.
(2)Reflects adjusted average total assets for the three months ended December 31, 2015 and 2014.
N/A = not applicable


Under the Dodd-Frank Act, bank holding companies with more than $15 billion in total consolidated assets are no longer able to include trust preferred securities as Tier I regulatory capital which commenced in 2013 with phase-out complete in 2016. As of December 31, 2014 and 2013, trust preferred securities comprised 3.1% and 4.4%, respectively, of the Company’s Basel I Tier I capital.
117
In July 2013, the FRB published final rules (the “Basel III Capital Rules”) establishing a new comprehensive capital framework for U.S. banking organizations. The final rules apply to all depository institutions and top-tier bank holding companies with assets of $500 million or more. The Basel III Capital Rules are effective for the Company and the Bank on January 1, 2015 (subject to phase-in periods for certain of their components).


Reserve Requirement — The Bank is required to maintain a percentage of its deposits as reserves at the Federal Reserve Bank.Bank of San Francisco (the “FRB”). The daily average reserve requirement was approximately $325.7$395.6 million and $218.5$325.7 million as of December 31, 20142015 and 2013,2014, respectively.

Regulatory Matters — The Bank entered into a Written Agreement, dated November 9, 2015, with the FRB (the “Written Agreement”), to correct less than satisfactory Bank Secrecy Act (“BSA”) and Anti-Money Laundering (“AML”) programs detailed in a joint examination by the FRB and the California Department of Business Oversight (“DBO”). The Bank also entered into a related MOU with the DBO. The Written Agreement, among other things, requires the Bank to:

within 60 days of the Written Agreement, submit a written plan to strengthen the Board’s oversight of the Bank’s compliance with the applicable laws, rules and regulations relating to AML, including compliance with the BSA, the rules and regulations issued thereunder by the U.S. Department of Treasury, and the AML requirements of Regulation H of the Board of Governors (collectively, “BSA/AML Requirements”);
within 60 days of the Written Agreement, submit a written revised program for compliance with all applicable BSA/AML Requirements, which, at a minimum, will include, among other things, a system of internal controls to ensure compliance with all applicable BSA/AML Requirements and controls designed to ensure compliance with all applicable requirements relating to correspondent accounts for foreign financial institutions;
within 60 days of the Written Agreement, submit a written revised program for conducting appropriate levels of customer due diligence, including policies, procedures, and controls to ensure that the Bank collects, analyzes, and retains complete and accurate customer information for all account holders, including customers of the Bank’s foreign operations;
within 60 days of the Written Agreement, submit an enhanced written program to reasonably ensure the identification and timely, accurate and complete reporting by the Bank of all known or suspected violations of law or suspicious transactions to law enforcement and supervisory authorities as required by applicable suspicious activity reporting laws and regulations;
within 60 days of the Written Agreement, submit a written plan to the FRB for the full installation, testing, and activation of an effective automated transaction monitoring system to reasonably ensure the identification and timely, accurate, and complete reporting by the Bank of all known or suspected violations of law or suspicious transactions to law enforcement and supervisory authorities;
within 30 days following completion of the customer account remediation required by the Written Agreement, engage an independent consultant to conduct a review of, and prepare a report detailing findings relating to, account and transaction activity associated with any high risk customer accounts during a six-month period in 2014 to determine whether suspicious activity involving high risk customer accounts or transactions was properly identified and reported; and
within 60 days of the Written Agreement, submit a plan to enhance the Bank’s compliance with Office of Foreign Assets Control (“OFAC”) Regulations, including enhanced OFAC screening procedures and an improved methodology for assessing OFAC risks.

We believe the Bank is making progress in executing the compliance plans and programs required by the Written Agreement and MOU, although there can be no assurances that our plans and progress will be found to be satisfactory by our regulators. As a result, the Bank will continue to require significant management and third party consultant resources to comply with the Written Agreement and MOU and to address any additional findings or recommendations by the regulators. The Bank has already added significant resources to meet the monitoring and reporting obligations imposed by the Written Agreement. The Bank expects these incremental administrative and third party costs, as well as the operational restrictions imposed by the Written Agreement, to adversely affect the Bank’s results of operations.

If additional compliance issues are identified or if the regulators determine that the Bank has not satisfactorily complied with the terms of the Written Agreement, the regulators could take further actions with respect to the Bank and, if such further actions were taken, such actions could have a material adverse effect on the Bank. The operating and other conditions of the Written Agreement could lead to an increased risk of being subject to additional regulatory actions by the DBO or FRB or other government agencies, as well as additional actions resulting from future regular annual safety and soundness and compliance examinations by the federal and state regulators that downgrade the regulatory ratings of the Bank.



130118



NOTE 20 SEGMENT INFORMATIONBUSINESS SEGMENTS
 
The Company utilizes an internal reporting system to measure the performance of various operating segments within the Bank and the Company. The Company has identified three operating segments for purposes of management reporting: 1)(1) Retail Banking; 2)(2) Commercial Banking; and 3)(3) Other. These three business divisions meet the criteria of an operating segment: the segment engages in business activities from which it earns revenues and incurs expenses, and whoseits operating results are regularly reviewed by the Company’s chief operating decision-maker to render decisions about resources to be allocated to the segment and assess its performance and for which discrete financial information is available. The acquisition of MetroCorp has been reflected in the three business operating segments, as applicable, as of December 31, 2014.
 
The Retail Banking segment focuses primarily on retail operations through the Bank’s branch network. The Commercial Banking segment, which includes CRE, primarily generates commercial loans through the efforts of the commercial lending offices located in the Bank’s production offices. Furthermore, the Company’s Commercial Banking segment also offers a wide variety of international finance and trade services and products. The remaining centralized functions, including treasury activities and eliminations of inter-segment amounts, have been aggregated and included in the Other“Other” segment, which provides broad administrative support to the two core segments.
 
The Company’s funds transfer pricing assumptions are intended to promote core deposit growth and to reflect the current risk profiles of various loan categories within the credit portfolio. Transfer pricing assumptions and methodologies are reviewed at least annually to ensure that the Company’s process is reflective of current market conditions. The transfer pricing process is formulated with the goal of incenting loan and deposit growth that is consistent with the Company’s overall growth objectives, as well as to provide a reasonable and consistent basis for the measurement of the Company’s business segments and product net interest margins.

The accounting policies of the segments are the same as those described in Note 1Summary of Significant Accounting Policies to the summary of significant accounting policies.Consolidated Financial Statements. Operating segment results are based on the Company’s internal management reporting process, which reflects assignments and allocations of certain operating and administrative costs and the provision for loancredit losses. Net interest income is based on the Company’s internal funds transfer pricing system which assigns a cost of funds or a credit for funds to assets or liabilities based on their type, maturity or repricing characteristics. Noninterest income and noninterest expense, including depreciation and amortization, directly attributable to a segment are assigned to that business segment. Indirect costs, including overhead expense, are allocated to the segments based on several factors, including, but not limited to, full-time equivalent employees, loan volume and deposit volume. The provision for credit losses is allocated based on actual charge-offs for the period as well as average loan balances for each segment during the period. The Company evaluates overall performance based on profit or loss from operations before income taxes excluding nonrecurring gains and losses.
 
Changes in the Company’s management structure or reporting methodologies may result in changes in the measurement of operating segment results. Results for prior periods are generally restated for comparability for changes in management structure or reporting methodologies unless it is not deemed practicable to do so.
 

131119



The following tables present the operating results and other key financial measures for the individual operating segments as of and for the years ended December 31, 2015, 2014, 2013, and 2012:2013:
 Year Ended December 31, 2014
 
Retail
Banking
 
Commercial
Banking
 Other Total
 (In thousands)
Interest and dividend income $378,445
 $715,075
 $60,178
 $1,153,698
($ in thousands) Year Ended December 31, 2015
Retail
Banking
 
Commercial
Banking
 Other Total
Interest income $331,755
 $654,966
 $67,094
 $1,053,815
Charge for funds used (94,162) (141,652) (47,570) (283,384) (86,769) (163,601) (66,773) (317,143)
Interest spread on funds used 284,283
 573,423
 12,608
 870,314
 244,986
 491,365
 321
 736,672
Interest expense (48,020) (15,650) (49,150) (112,820) (53,088) (18,025) (32,263) (103,376)
Credit on funds provided 225,873
 38,592
 18,919
 283,384
 261,117
 36,251
 19,775
 317,143
Interest spread on funds provided 177,853
 22,942
 (30,231) 170,564
 208,029
 18,226
 (12,488) 213,767
Net interest income (loss) before provision for loan losses $462,136
 $596,365
 $(17,623) $1,040,878
Provision for loan losses $14,979
 $34,179
 $
 $49,158
Net interest income (loss) $453,015
 $509,591
 $(12,167) $950,439
(Reversal of) provision for credit losses $(5,835) $20,052
 $
 $14,217
Depreciation, amortization and accretion (1)
 $14,376
 $(8,372) $108,117
 $114,121
 $10,051
 $(28,096) $64,247
 $46,202
Goodwill $357,207
 $112,226
 $
 $469,433
Income before provision for income taxes $166,637
 $276,601
 $(27,783) $415,455
Assets $7,621,808
 $15,595,862
 $5,520,379
 $28,738,049
Segment pre-tax profit (loss) $212,036
 $382,233
 $(15,548) $578,721
Segment assets $7,095,737
 $17,923,319
 $7,331,866
 $32,350,922
 Year Ended December 31, 2013
 Retail
Banking
 Commercial
Banking
 Other Total
 (In thousands)
Interest and dividend income $374,818
 $627,118
 $66,749
 $1,068,685
($ in thousands) Year Ended December 31, 2014
Retail
Banking
 Commercial
Banking
 Other Total
Interest income $378,445
 $715,075
 $60,178
 $1,153,698
Charge for funds used (86,552) (116,161) (18,244) (220,957) (94,162) (141,652) (47,570) (283,384)
Interest spread on funds used 288,266
 510,957
 48,505
 847,728
 284,283
 573,423
 12,608
 870,314
Interest expense (47,287) (15,185) (50,020) (112,492) (48,020) (15,650) (49,150) (112,820)
Credit on funds provided 173,194
 29,262
 18,501
 220,957
 225,873
 38,592
 18,919
 283,384
Interest spread on funds provided 125,907
 14,077
 (31,519) 108,465
 177,853
 22,942
 (30,231) 170,564
Net interest income before provision for loan losses $414,173
 $525,034
 $16,986
 $956,193
Provision for loan losses $10,911
 $11,453
 $
 $22,364
Net interest income (loss) $462,136
 $596,365
 $(17,623) $1,040,878
Provision for credit losses $14,979
 $34,179
 $
 $49,158
Depreciation, amortization and accretion (1)(2)
 $19,865
 $8,120
 $69,125
 $97,110
 $14,376
 $(8,372) $76,549
 $82,553
Goodwill $320,566
 $16,872
 $
 $337,438
Income before provision for income taxes $123,876
 $272,369
 $29,605
 $425,850
Assets $7,820,191
 $11,545,405
 $5,364,472
 $24,730,068
Segment pre-tax profit (loss) (2)
 $181,286
 $293,425
 $(27,688) $447,023
Segment assets (2)
 $7,621,808
 $15,595,862
 $5,525,922
 $28,743,592
 Year Ended December 31, 2012
 Retail
Banking
 Commercial
Banking
 Other Total
 (In thousands)
Interest and dividend income $356,244
 $617,041
 $77,810
 $1,051,095
($ in thousands) Year Ended December 31, 2013
Retail
Banking
 Commercial
Banking
 Other Total
Interest income $374,818
 $627,118
 $66,749
 $1,068,685
Charge for funds used (85,811) (118,688) 44,407
 (160,092) (86,552) (116,161) (18,244) (220,957)
Interest spread on funds used 270,433
 498,353
 122,217
 891,003
 288,266
 510,957
 48,505
 847,728
Interest expense (57,401) (23,226) (51,541) (132,168) (47,287) (15,185) (50,020) (112,492)
Credit on funds provided 130,713
 13,138
 16,241
 160,092
 173,194
 29,262
 18,501
 220,957
Interest spread on funds provided 73,312
 (10,088) (35,300) 27,924
 125,907
 14,077
 (31,519) 108,465
Net interest income before provision for loan losses $343,745
 $488,265
 $86,917
 $918,927
Provision for loan losses $28,729
 $36,455
 $
 $65,184
Net interest income $414,173
 $525,034
 $16,986
 $956,193
Provision for credit losses $10,911
 $11,453
 $
 $22,364
Depreciation, amortization and accretion (1)(2)
 $12,869
 $(13,277) $44,159
 $43,751
 $19,865
 $8,120
 $47,829
 $75,814
Goodwill $320,566
 $16,872
 $
 $337,438
Income before provision for income taxes $74,836
 $266,168
 $84,588
 $425,592
Assets $6,552,217
 $10,421,160
 $5,562,733
 $22,536,110
Segment pre-tax profit (2)
 $132,961
 $283,885
 $30,300
 $447,146
Segment assets (2)
 $7,820,191
 $11,545,405
 $5,366,620
 $24,732,216
(1)Includes amortization and accretion related to the FDIC indemnification asset.asset/net payable to the FDIC.
(2)
Prior periods were restated to reflect the retrospective application of adopting the new accounting guidance related to the Company’s investments in qualified affordable housing projects ASU 2014-01. Please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the Consolidated Financial Statements for additional information.



132120



NOTE 21 PARENT COMPANY CONDENSED FINANCIAL STATEMENTS
 
The financial information of East West Bancorp, Inc. as of December 31, 20142015 and 20132014 and for the years ended December 31, 2015, 2014 2013 and 20122013 are as follows:
 
CONDENSED BALANCE SHEETS 
 December 31,
 2014 2013
 (In thousands)
($ in thousands) December 31,
2015 2014
ASSETS  
  
  
  
Cash and cash equivalents $211,053
 $79,934
 $18,898
 $211,053
Investment securities available-for-sale, at fair value 8,370
 69,796
Available-for-sale investment securities, at fair value 8,731
 8,370
Investment in subsidiaries(1) 2,841,684
 2,400,937
 3,233,206
 2,847,227
Other investments 41,054
 21,371
Tax credit investments, net 47,488
 41,054
Other assets 22,474
 37,037
 46,894
 22,474
TOTAL $3,124,635
 $2,609,075
LIABILITIES AND STOCKHOLDERS’ EQUITY  
  
TOTAL (1)
 $3,355,217
 $3,130,178
LIABILITIES  
  
Long-term debt $225,848
 $226,868
 $206,084
 $225,848
Other liabilities 48,219
 17,982
 26,183
 48,219
Total liabilities 274,067
 244,850
 232,267
 274,067
STOCKHOLDERS’ EQUITY  
  
  
  
Common stock, $0.001 par value, 200,000,000 shares authorized; 163,772,218 and 163,098,008 shares issued in 2014 and 2013, respectively; 143,582,229 and 137,630,896 shares outstanding in 2014 and 2013, respectively. 164
 163
Common stock, $0.001 par value, 200,000,000 shares authorized; 164,246,517 and 163,772,218 shares issued in 2015 and 2014, respectively. 164
 164
Additional paid in capital 1,677,767
 1,571,670
 1,701,295
 1,677,767
Retained earnings(1) 1,598,598
 1,360,130
 1,872,594
 1,604,141
Treasury stock, at cost — 20,189,989 shares in 2014 and 25,467,112 shares in 2013 (430,198) (537,279)
Accumulated other comprehensive income (loss), net of tax 4,237
 (30,459)
Treasury stock at cost—20,337,284 shares in 2015 and 20,189,989 shares in 2014. (436,162) (430,198)
Accumulated other comprehensive (loss) income, net of tax (14,941) 4,237
Total stockholders’ equity(1) 2,850,568
 2,364,225
 3,122,950
 2,856,111
TOTAL $3,124,635
 $2,609,075
TOTAL (1)
 $3,355,217
 $3,130,178
(1)
Prior periods were restated to reflect the retrospective application of adopting the new accounting guidance related to the Company’s investments in qualified affordable housing projects ASU 2014-01. Please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the Consolidated Financial Statements for additional information.

CONDENSED STATEMENTS OF INCOME 
 Year Ended December 31,
 2014 2013 2012
 (In thousands)
($ in thousands) Year Ended December 31,
2015 2014 2013
Dividends from subsidiaries $111,701
 $319,085
 $324,094
 $88
 $111,701
 $319,085
Other income 7,414
 821
 2
 625
 7,414
 821
Total income 119,115
 319,906
 324,096
 713
 119,115
 319,906
Interest expense 4,823
 3,436
 3,092
 4,636
 4,823
 3,436
Compensation and net occupancy reimbursement to subsidiary 4,039
 3,662
 2,573
 5,386
 4,039
 3,662
Other expense 50,280
 12,677
 1,309
 24,829
 50,280
 12,677
Total expense 59,142
 19,775
 6,974
 34,851
 59,142
 19,775
Income before income taxes and equity in undistributed income of subsidiaries 59,973
 300,131
 317,122
(Loss) income before income tax benefit and equity in undistributed income (loss) of subsidiaries (34,138) 59,973
 300,131
Income tax benefit 80,674
 22,885
 2,892
 30,849
 80,674
 22,885
Equity in undistributed income (loss) of subsidiaries(1) 201,836
 (27,971) (38,364) 387,966
 205,231
 (29,692)
Net income(1) $342,483
 $295,045
 $281,650
 $384,677
 $345,878
 $293,324
(1)
Prior periods were restated to reflect the retrospective application of adopting the new accounting guidance related to the Company’s investments in qualified affordable housing projects ASU 2014-01. Please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the Consolidated Financial Statements for additional information.


133121



CONDENSED STATEMENTS OF CASH FLOWS
 Year Ended December 31,
 2014 2013 2012
 (In thousands)
($ in thousands) Year Ended December 31,
2015 2014 2013
CASH FLOWS FROM OPERATING ACTIVITIES  
  
  
  
  
  
Net income(1) $342,483
 $295,045
 $281,650
 $384,677
 $345,878
 $293,324
Adjustments to reconcile net income to net cash provided by operating activities:  
  
  
  
  
  
Equity in undistributed income of subsidiaries(1) (314,225) (291,659) (285,636) (387,965) (317,620) (289,309)
Depreciation and amortization 46,365
 8,806
 445
 22,870
 46,365
 8,806
Gains on sales of investment securities and other investments (4,357) (161) 
Gains on sales of available-for-sale investment securities and other investments (20) (4,357) (161)
Tax benefit from stock compensation plans, net (6,513) (5,522) (462) (3,291) (6,513) (5,522)
Net change in other assets 186,232
 293,153
 322,361
Net change in other liabilities 150
 (41) (25)
Net cash provided by operating activities 250,135
 299,621
 318,333
Net change in other assets and other liabilities (37,334) 186,382
 293,112
Net cash (used in) provided by operating activities (21,063) 250,135
 300,250
CASH FLOWS FROM INVESTING ACTIVITIES  
  
  
  
  
  
Net increase in tax credit investments (35,633) (53,071) (12,970)
Purchases of:  
  
  
  
  
  
Investment securities available-for-sale (9,000) (69,986) 
Equity investments (53,071) (12,970) (234)
Available-for-sale investment securities 
 (9,000) (69,986)
Proceeds from sale of:  
  
  
  
  
  
Investment securities available-for-sale 74,002
 
 
Net cash provided by (used in) investing activities 11,931
 (82,956) (234)
Available-for-sale investment securities 20
 74,002
 
Net cash (used in) provided by investing activities (35,613) 11,931
 (82,956)
CASH FLOWS FROM FINANCING ACTIVITIES  
  
  
  
  
  
Proceeds from:  
  
  
Increase in long-term borrowings 
 
 100,000
Issuance of common stock pursuant to various stock plans and agreements 2,835
 6,794
 3,054
Payments for:  
  
  
  
  
  
Repayment of long-term debt (30,310) (10,310) 
 (20,000) (30,310) (10,310)
Repurchase of vested shares due to employee tax liability (10,326) (13,833) (3,012) (5,964) (10,326) (13,833)
Repurchase of shares of treasury stock pursuant to the Stock Repurchase Plan 
 
 (199,992)
Cash dividends on common stock (115,641) (103,618) (82,862)
Cash dividends on preferred stock 
 (3,428) (6,857) 
 
 (3,428)
Cash dividends on common stock (103,618) (82,862) (57,361)
Repurchase of shares of treasury stock pursuant to the Stock Repurchase Plan 
 (199,992) (199,950)
Proceeds from:  
  
  
Increase in long-term borrowings 
 100,000
 
Issuance of common stock pursuant to various stock plans and agreements 6,794
 3,683
 3,821
Tax benefit from stock compensation plans, net 6,513
 5,522
 462
 3,291
 6,513
 5,522
Net cash used in financing activities (130,947) (201,220) (262,897) (135,479) (130,947) (201,849)
Net increase in cash and cash equivalents 131,119
 15,445
 55,202
Net (decrease) increase in cash and cash equivalents (192,155) 131,119
 15,445
Cash and cash equivalents, beginning of year 79,934
 64,489
 9,287
 211,053
 79,934
 64,489
Cash and cash equivalents, end of year $211,053
 $79,934
 $64,489
 $18,898
 $211,053
 $79,934
Supplemental Cash Flow Information:  
  
  
  
  
  
Cash paid during the year for:  
  
  
  
  
  
Interest $4,462
 $3,292
 $3,112
 $4,254
 $4,462
 $3,292
Noncash financing activities:  
  
  
  
  
  
Conversion of preferred stock to common stock $
 $83,027
 $
 $
 $
 $83,027
Issuance of common stock related to acquisition $190,830
 $
 $
 $
 $190,830
 $
(1)
Prior periods were restated to reflect the retrospective application of adopting the new accounting guidance related to the Company’s investments in qualified affordable housing projects ASU 2014-01. Please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the Consolidated Financial Statements for additional information.



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NOTE 22 QUARTERLY FINANCIAL INFORMATION (unaudited)
 
 
Quarters Ended
($ in thousands, except per share data)
December 31,
September 30,
June 30,
March 31,
2015
 

 

 

 
Interest and dividend income
$270,477

$264,632

$255,445

$263,261
Interest expense
23,536

24,343

27,953

27,544
Net interest income before (reversal of) provision for credit losses
246,941

240,289

227,492

235,717
(Reversal of) provision for credit losses
(2,000)
7,736

3,494

4,987
Net interest income after (reversal of) provision for credit losses
248,941

232,553

223,998

230,730
Noninterest income
44,483

54,181

40,593

44,126
Noninterest expense
144,939

147,745

120,170

128,030
Income before taxes
148,485

138,989

144,421

146,826
Income tax expense
56,680

44,892

45,673

46,799
Net income
$91,805

$94,097

$98,748

$100,027
         
Earnings per share        
Basic
$0.64

$0.65

$0.69

$0.70
Diluted
$0.63

$0.65

$0.68

$0.69
Weighted average number of shares outstanding (in thousands)        
Basic 143,900
 143,861
 143,846
 143,655
Diluted 144,686
 144,590
 144,480
 144,349
Dividends declared per common share $0.20
 $0.20
 $0.20
 $0.20
 
 
Quarters Ended
 
December 31,
September 30,
June 30,
March 31,
 
(In thousands, except per share data)
2014
 

 

 

 
Interest and dividend income
$287,135

$285,948

$294,442

$286,173
Interest expense
27,647

28,974

27,992

28,207
Net interest income before provision for loan losses
259,488

256,974

266,450

257,966
Provision for loan losses on non-covered loans
19,671

7,556

8,944

7,954
(Reversal of) provision for loan losses on covered loans
(671)
7,669

(944)
(1,021)
Net interest income after provision for loan losses
240,488

241,749

258,450

251,033
Noninterest income (loss)
7,805

10,342

(14,945)
(14,916)
Noninterest expense
135,246

176,979

127,899

124,427
Income before taxes
113,047

75,112

115,606

111,690
Income tax provision (benefit)
20,049

(13,644)
31,618

34,949
Net income
$92,998

$88,756

$83,988

$76,741
Basic earnings per share
$0.65

$0.62

$0.59

$0.54
Diluted earnings per share
$0.65

$0.62

$0.58

$0.54
2013
 

 

 

 
Interest and dividend income
$293,203

$281,706

$255,353

$238,423
Interest expense
28,195

27,456

27,709

29,132
Net interest income before provision for loan losses
265,008

254,250

227,644

209,291
Provision for (reversal of) loan losses on non-covered loans
6,286

4,535

8,277

(762)
(Reversal of) provision for loan losses on covered loans
(820)
(964)
723

5,089
Net interest income after provision for loan losses
259,542

250,679

218,644

204,964
Noninterest loss
(36,594)
(41,421)
(12,354)
(2,099)
Noninterest expense
124,384

100,352

94,420

96,355
Income before taxes
98,564

108,906

111,870

106,510
Income tax provision
22,782

35,749

37,855

34,419
Net income
75,782

73,157

74,015

72,091
Preferred stock dividends




1,714

1,714
Net income available to common stockholders
$75,782

$73,157

$72,301

$70,377
Basic earnings per share
$0.55

$0.53

$0.52

$0.51
Diluted earnings per share
$0.55

$0.53

$0.52

$0.50
 
  Quarters Ended
($ in thousands, except per share data) December 31, September 30, June 30, March 31,
2014  
  
  
  
Interest and dividend income $287,135
 $285,948
 $294,442
 $286,173
Interest expense 27,647
 28,974
 27,992
 28,207
Net interest income before provision for credit losses 259,488
 256,974
 266,450
 257,966
Provision for credit losses 19,000
 15,225
 8,000
 6,933
Net interest income after provision for credit losses 240,488
 241,749
 258,450
 251,033
Noninterest income (loss) 7,805
 10,342
 (14,945) (14,916)
Noninterest expense (1)
 125,698
 166,792
 120,539
 119,954
Income before taxes (1)
 122,595
 85,299
 122,966
 116,163
Income tax expense (benefit) (1)
 27,093
 (6,601) 38,661
 41,992
Net income (1)
 $95,502
 $91,900
 $84,305
 $74,171
         
Earnings per share        
Basic (1)
 $0.67
 $0.64
 $0.59
 $0.52
Diluted (1)
 $0.66
 $0.64
 $0.59
 $0.52
Weighted average number of shares outstanding (in thousands)        
Basic 143,432
 143,210
 143,187
 141,962
Diluted 144,116
 143,810
 143,689
 142,632
Dividends declared per common share $0.18
 $0.18
 $0.18
 $0.18
 
(1)
Prior periods were restated to reflect the retrospective application of adopting the new accounting guidance related to the Company’s investments in qualified affordable housing projects ASU 2014-01. Please see Note 9 Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net to the Consolidated Financial Statements for additional information.



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NOTE 23 — SUBSEQUENT EVENTS
 
Dividend Payout
 
On January 21, 2015,27, 2016, the East WestCompany’s Board of Directors declared first quarter 20152016 dividends onfor the Company’s common stock. The common stock cash dividend of $0.20 per share is payablewas paid on or about February 17, 201516, 2016 to stockholders of record on February 2, 2015.1, 2016.

The Company has evaluated the effect of events that have occurred subsequent to December 31, 2014,2015, and there have been no material events that would require recognition in the 2014 consolidated financial statements2015 Consolidated Financial Statements or disclosure in the notes to the consolidated financial statements.Consolidated Financial Statements.



135124



ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

ITEM 9A.  CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
As of December 31, 2015, pursuant to Rule 13a-15(b) of the Exchange Act, the Company conducted an evaluation, under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the disclosure controls and procedures (as defined in Rule 13a-15(e) of the Exchange Act). Based upon that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of December 31, 2015.

The Company’s disclosure controls and procedures are designed to ensure that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms. The Company’s disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports that the Company files under the Exchange Act is accumulated and communicated to the Company’s management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

Management’s Annual Report on Internal Control over Financial Reporting
The Company’s management is responsible for establishing and maintaining effective internal control over financial reporting (as defined in Rules 13a-15(f) of the Exchange Act). The Company’s internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company’s financial statements for external purposes in accordance with U.S GAAP.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with policies or procedures may deteriorate.
The Company’s management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2015. In making this assessment, management used the criteria set forth in Internal Control – Integrated Framework 2013 issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on the Company’s assessment, the Company concluded its internal control over financial reporting was effective based on those criteria as of December 31, 2015.
Changes in Internal Control over Financial Reporting
There have been no changes in the Company’s internal control over financial reporting during the year ended December 31, 2015, that have materially affected or are reasonably likely to materially affect the Company’s internal control over financial reporting.
Audit Report of the Company’s Registered Public Accounting Firm
KPMG LLP, the independent registered public accounting firm that audited the Company’s Consolidated Financial Statements, issued an audit report on the effectiveness of internal control over financial reporting as of December 31, 2015. The report is presented on the following page.


125



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The Board of Directors and Stockholders
East West Bancorp, Inc.:
We have audited East West Bancorp, Inc. and subsidiaries’ (the Company) internal control over financial reporting as of December 31, 2015, based on criteria established in Internal Control—Integrated Framework 2013 issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our opinion, the Company, maintained, in all material respects, effective internal control over financial reporting as of December 31, 2015, based on criteria established in Internal Control—Integrated Framework 2013 issued by COSO.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the Consolidated Balance Sheets of the Company as of December 31, 2015 and 2014, and the related Consolidated Statements of Income, Comprehensive Income, Changes in Stockholders’ Equity and Cash Flows for each of the years in the three-year period ended December 31, 2015, and our report dated February 26, 2016 expressed an unqualified opinion on those Consolidated Financial Statements.
/s/KPMG LLP
Los Angeles, California
February 26, 2016



126



ITEM 9B.  OTHER INFORMATION
None.

PART III

ITEM 10.  DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

EXECUTIVE OFFICERS OF THE REGISTRANT

The following table presents the executive officers of the Company, their ages, positions and office, and business experience during the last five years. There is no family relationship between any of the Company’s executive officers or directors. Each officer is appointed by the Board of the Company or the Bank and serves at their pleasure.
Name
Age (1)
Position with Company or Bank and Prior Positions
Dominic Ng57Chairman and Chief Executive Officer of the Company and the Bank since 1992.
Julia S. Gouw56President and Chief Operating Officer of the Company and the Bank since 2009.
Wendy Cai-Lee41
Executive Vice President and Head of U.S. Eastern and Texas Regions, Head of Consumer and Business Banking since 2015; 2014 - 2015: Executive Vice President and Head of U.S. Eastern and Texas Regions;
2011 - 2014: Senior Managing Director and Head of U.S. Eastern and Texas Regions;
2009 - 2011: Managing Director at Deloitte & Touche LLP.
Douglas P. Krause59Executive Vice President, Chief Risk Officer, General Counsel, and Secretary of the Company and the Bank since 1996.
Irene H. Oh38Executive Vice President and Chief Financial Officer of the Company and the Bank since 2010.
Albert Sun61Executive Vice President and Chief Credit Officer of the Bank since 2015; 2014: Managing Director of Capital Markets of the Bank; 2012 - 2014: Senior Vice President of Corporate Finance and Restructuring of GE Capital; 2008 - 2012: Managing Director of Blackrock Capital Investment Corporation.
Gary Teo43Senior Vice President and Head of Human Resources of the Company and the Bank since 2015; 2014 - 2015: Senior Vice President and Director of Human Resources U.S. and Greater China of the Company and the Bank; 2013 - 2014: Senior Vice President and Director of Recruiting/Greater China Human Resources of the Company and the Bank; 2010 - 2013: First Vice President and Recruiting Manager of the Company and the Bank.
Andy Yen58Executive Vice President and Head of International and Commercial Banking since 2013; 2005 - 2013: Executive Vice President and Director of the Business Banking Division of the Bank.
(1)As of February 26, 2016.
Information regarding the Company’s directors is included in the Company’s definitive proxy statement to its 2016 Annual Meeting of Shareholders (the “2016 Proxy Statement”) under the heading of Board of Directors and Nominees, which is incorporated herein by reference.

Code of Ethics
The Company has adopted a code of ethics that applies to its principal executive officer, principal financial and accounting officer, controller, and persons performing similar functions. The code of ethics is posted on the Company’s website at www.eastwestbank.com.
Audit Committee Financial Experts
The Company has determined that all members of the Audit Committee, namely Directors Molly Campbell, Rudolph Estrada, Keith Renken and Lester Sussman are “Audit Committee Financial Experts,” as defined under Item 407 of Regulation S-K. All members of the Audit Committee are independent of management.


127



ITEM 11.  EXECUTIVE COMPENSATION
Information regarding the Company’s executive compensation is included in the 2016 Proxy Statement under the headings of Director Compensation, Compensation Discussion and Analysis, Report by the Compensation Committee, and Compensation of Executive Officers. The information is incorporated into this item by reference.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Information concerning security ownership of certain beneficial owners and management not otherwise included herein is incorporated by reference to the Company’s definitive proxy statement for its 2016 Annual Meeting of Stockholders, which will be filed with the SEC pursuant to Regulation 14A within 120 days of the Company’s fiscal year ended December 31, 2015.

Securities Authorized for Issuance Under Equity Compensation Plans
The following table sets forth the total number of shares available for issuance under the Company’s employee equity compensation plans as of December 31, 2015 regarding equity compensation plans:
Number of securities
to be issued upon exercise
of outstanding options
Weighted average
exercise price of
outstanding options
Number of securities
remaining available for
future issuance under
equity compensation plans
Plan Category
Equity compensation plans approved by security holders
$
3,016,324
(1)
Equity compensation plans not approved by security holders


Total
$
3,016,324
(1)Represents future shares available under the shareholder-approved 1998 Stock Incentive Plan, as amended effective May 24, 2011.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

Information regarding certain relationships and related transactions is included in the 2016 Proxy Statement under the headings of Director Independence/Financial Experts and Certain Relationships and Related Transactions. The information is incorporated into this item by reference.

ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES
Information regarding principal accountant fees and services is included in the 2016 Proxy Statement under the heading Proposal No.2: Ratification of Appointment of Independent Registered Public Accounting Firm. The information is incorporated into this item by reference.


128



PART IV
ITEM 15.  EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(1)Financial Statements
The following financial statements of East West Bancorp, Inc. and its subsidiaries, and the auditor’s report thereon are filed as part of this report under Item 8. Financial Statements and Supplementary Data:
Page
(2)Financial Statement Schedules
All financial statement schedules for East West Bancorp, Inc. and its subsidiaries have been included in the Consolidated Financial Statements or the related footnotes, or are either inapplicable or not required.
(3)Exhibits

A list of exhibits to this Form 10-K is set forth on the Exhibit Index immediately preceding such exhibits and is incorporated into this item by reference.

129



SIGNATURES
 
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
Dated:March 2, 2015February 26, 2016 
   
  
EAST WEST BANCORP INC.
(Registrant)
   
  By/s/ DOMINIC NG 
   Dominic Ng
   Chairman and Chief Executive Officer
 

136130



Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant in the capacities and on the dates indicated.
 
SignatureTitleDate
  TitleDate
/s/ DOMINIC NG 
Chairman and Chief Executive Officer
(Principal Executive Officer)
March 2, 2015February 26, 2016
Dominic Ng  
    
/s/ JULIA GOUW President and Chief Operating OfficerMarch 2, 2015February 26, 2016
Julia Gouw   
    
/s/ IRENE H. OH 
Executive Vice President and
Chief Financial Officer
(Principal Financial and Accounting Officer)
March 2, 2015February 26, 2016
Irene H. Oh  
/s/ MOLLY CAMPBELLDirectorFebruary 26, 2016
Molly Campbell
/s/ IRIS CHANDirectorFebruary 26, 2016
Iris Chan
/s/ RUDOLPH I. ESTRADALead DirectorFebruary 26, 2016
Rudolph I. Estrada
/s/ PAUL H. IRVINGDirectorFebruary 26, 2016
Paul H. Irving
    
/s/ JOHN LEE Vice-Chairman and DirectorMarch 2, 2015February 26, 2016
John Lee   
/s/ MOLLY CAMPBELLDirectorMarch 2, 2015
Molly Campbell 
 
/s/ IRIS CHANDirectorMarch 2, 2015
Iris Chan
/s/ RUDOLPH I. ESTRADADirectorMarch 2, 2015
Rudolph I. Estrada
/s/ PAUL H. IRVINGDirectorMarch 2, 2015
Paul H. Irving
/s/ TAK-CHUEN CLARENCE KWANDirectorMarch 2, 2015
Tak-Chuen Clarence Kwan
    
/s/ HERMAN Y. LI DirectorMarch 2, 2015February 26, 2016
Herman Y. Li   
    
/s/ JACK C. LIU DirectorMarch 2, 2015February 26, 2016
Jack C. Liu   
    
/s/ KEITH W. RENKEN DirectorMarch 2, 2015February 26, 2016
Keith W. Renken
    
    
/s/ LESTER M. SUSSMANDirectorFebruary 26, 2016
Lester M. Sussman    
 



137131



EXHIBIT INDEX

Exhibit No. Exhibit Description
3.1 Certificate of Incorporation of the Registrant [Incorporated by reference to Exhibit 3(i) from Registrant’s Registration Statement on Form S-4S-4/A filed with the Commission on September 17,November 13, 1998 (File No. 333-63605).]
   
3.23.1.1 Certificate of Amendment to Certificate of Incorporation of the Registrant [Incorporated by reference to Exhibit 3(i).1 from Registrant’s Annual Report on Form 10-K for the year ended December 31, 2002 filed with the Commission on March 28, 2003.2003 (File No. 000-24939).]
   
3.33.1.2 Amendment to the Certification of Incorporation to Increase Authorized Shares of the Registrant [Incorporated by reference from Registrant’s Definitive Proxy Statement on Schedule 14A filed with the Commission on April 15, 2005.2005 (File No. 000-24939).]
   
3.43.1.3 Certificate of Amendment to Certificate of Incorporation of the Registrant [Incorporated by reference from Registrant’sto Exhibit A offrom the Registrant’s Definitive Proxy Statement on Schedule 14A filed with the Commission on April 24, 2008.]
3.5Bylaws of the Registrant [Incorporated by reference from Registrant’s Registration Statement on Form S-4 filed with the Commission on September 17, 19982008 (File No. 333-63605)000-24939).]
   
3.73.2 Amended and Restated Bylaws of the Registrant dated January 29, 2013 [Incorporated by reference to Exhibit 3.10 from Registrant’s Current Report on Form 8-K, filed with the Commission on January 29, 2013.30, 2013 (File No. 000-24939).]
   
3.83.3 Certificate of Designations of 8.00% Non-Cumulative Perpetual Convertible Preferred Stock, Series A, including Form of Series A Preferred Stock Certificate. [Incorporated by reference to Exhibit 3.1 from Registrant’s Current Report on Form 8-K, filed with the Commission on April 30, 2008.2008 (File No. 000-24939).]
   
4.1 Specimen Common Stock Certificate of Registrant [Incorporated by reference to Exhibit 4.1 from Registrant’s Registration Statement on Form S-4S-4/A filed with the Commission on September 17,November 13, 1998 (File No. 333-63605).]
   
4.2 Form of Certificate of the Registrant’s 8.00% Non-Cumulative Perpetual Convertible Preferred Stock, Series A [Incorporated by reference to Exhibit 4.1 from Registrant’s Current report on Form 8-K, filed with the Commission on April 30, 2008.2008 (File No. 000-24939).]
   
10.1.1Form of Employment Agreement- Mr. Ng* [Incorporated by reference to Exhibit 10.1 from Registrant’s Registration Statement on Form S-4/A filed with the Commission on November 13, 1998 (File No. 333-63605).]
10.1.2 Form of Amendment to Employment Agreement – Mr. Ng* Filed herewith.
10.2.1Form of Employment Agreement- Mr. Krause* [Incorporated by reference to Exhibit 10.5 from Registrant’s Current ReportRegistration Statement on Form 8-KS-4/A filed with the Commission on April 10, 2012.November 13, 1998 (File No. 333-63605).]
   
10.210.2.2Form of Amendment to Employment Agreement – Mr. Krause* Filed herewith.
10.3Form of Employment Agreement – Mr. Yen* Filed herewith.
10.4 Form of July 2011 Executive Compensation Agreement – Julia Gouw* [Incorporated by reference to Exhibit 10.2 from Registrant’s Current Report on Form 8-K filed with the Commission on July 29, 2011.2011 (File No. 000-24939).]
   
10.310.5.1 Form of Agreement Regarding Grants of Incentive Shares and Clawbacks – Mr. Ng* [Incorporated by reference to Exhibit 10.3 from Registrant’s Current Report on Form 8-K filed with the Commission on April 10, 2012.2012 (File No. 000-24939).]
   
10.3.110.5.2 Form of Agreement Regarding Grants of Incentive Shares and Clawbacks – Ms. Gouw* [Incorporated by reference to Exhibit 10.3.1 from Registrant’s Current Report on Form 8-K filed with the Commission on April 10, 2012.2012 (File No. 000-24939).]
   
10.3.210.5.3 Form of Agreement Regarding Grants of Incentive Shares and Clawbacks – Mr. Krause* [Incorporated by reference to Exhibit 10.3.2 from Registrant’s Current Report on Form 8-K filed with the Commission on April 10, 2012.2012 (File No. 000-24939).]
   
10.3.310.5.4 Form of Agreement Regarding Grants of Incentive Shares and Clawbacks – Ms. Oh* [Incorporated by reference to Exhibit 10.3.3 from Registrant’s Current Report on Form 8-K filed with the Commission on April 10, 2012.]
10.3.4Form of Agreement Regarding Grants of Incentive Shares and Clawbacks – Mr. Schuler* [Incorporated by reference from Registrant’s Current Report on Form 8-K filed with the Commission on April 10, 2012.]
10.5Form of Amendment to Employment Agreement – Mr. Krause* [Incorporated by reference from Registrant’s Current Report on Form 8-K filed with the Commission on April 10, 2012.2012 (File No. 000-24939).]
   
10.6.1 East West Bancorp, Inc. 1998 Stock Incentive Plan and Forms of Agreements* [Incorporated by reference to Exhibit 10.6 from Registrant’s Registration Statement on Form S-4S-4/A filed with the Commission on November 13, 1998 (File No. 333-63605).]
   
10.6.2 Amended East West Bancorp, Inc. 1998 Stock Incentive Plan* [Incorporated by reference to Exhibit A from Registrant’s Definitive Proxy Statement – Exhibit Aon Schedule 14A filed with the Commission on April 14, 2011.2011 (File No. 000-24939).]

132



Exhibit No.Exhibit Description
   
10.6.3 1998 NonQualified Stock Option Program for Employees and Independent Contractors* [Incorporated by reference to Exhibit 10.2 from Registrant’s Current Report on Form 8-K filed with the Commission on March 9, 2005.2005 (File No. 000-24939).]
   
10.6.4 Amended Performance-Based Bonus Plan* [Incorporated by reference to Exhibit A from Registrant’s Definitive Proxy Statement – Exhibit Aon Schedule 14A filed with the Commission on April 20, 2012.2012 (File No. 000-24939).]
   

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Exhibit No.Exhibit Description
10.6.5 1999 Spirit of Ownership Restricted Stock Program* [Incorporated by reference to Exhibit 10.4 from Registrant’s Current Report on Form 8-K filed with the Commission on March 9, 2005.2005 (File No. 000-24939).]
   
10.6.6 2003 Directors’ Restricted Stock Program* [Incorporated by reference to Exhibit 10.5 from Registrant’s Current Report on Form 8-K filed with the Commission on March 9, 2005.2005 (File No. 000-24939).]
   
10.7 East West Bancorp, Inc. 1998 Employee Stock Purchase Plan* [Incorporated by reference to Exhibit 10.7 from Registrant’s Registration Statement on Form S-4S-4/A filed with the Commission on November 13, 1998 (File No. 333-63605).]
   
10.9.1Form of Amendment to Employment Agreement – Mr. Schuler* [Incorporated by reference from Registrant’s Current Report on Form 8-K filed with the Commission on April 10, 2012.]
10.1010.8 Amended Supplemental Executive Retirement Plans* [Incorporated by reference to Exhibit 10.11 from Registrant’s Annual Report on Form 10-K for the year ended December 31, 20052004 filed with the Commission on March 11, 2005.2005 (File No. 000-24939).]
   
10.1210.9 Director Compensation.* Filed herewith.
   
10.1610.10 Purchase and Assumption Agreement – Whole Bank – All Deposits, among the Federal Deposit Insurance Corporation, Receiver of United Commercial Bank, San Francisco, California, the Federal Deposit Insurance Corporation and East West Bank, dated as of November 6, 2009 [Incorporated by reference to Exhibit 2.1 from Registrant’s Current Report on Form 8-K, filed with the Commission on November 12, 2009.2009 (File No. 000-24939).]
   
10.1710.11 Purchase and Assumption Agreement – Whole Bank – All Deposits, among the Federal Deposit Insurance Corporation, Receiver of Washington First International Bank, Seattle, Washington, the Federal Deposit Insurance Corporation and East West Bank, dated as of June 11, 2010 [Incorporated by reference to Exhibit 2.1 from Registrant’s Current Report on Form 8-K/A, filed with the Commission on August 27, 2010.2010 (File No. 000-24939).]
   
12.1 Computation of Ratio of Earnings to Fixed Charges. Filed herewith.
   
21.1 Subsidiaries of the Registrant. Filed herewith.
   
23.1 Consent of Independent Registered Public Accounting Firm KPMG LLP. Filed herewith.
   
31.1 Chief Executive Officer Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith.
   
31.2 Chief Financial Officer Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith.
   
32.1 Chief Executive Officer Certification Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant To Section 906 of the Sarbanes-Oxley Act of 2002. Filed herewith.
   
32.2 Chief Financial Officer Certification Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant To Section 906 of the Sarbanes-Oxley Act of 2002. Filed herewith.
   
99.1 Agreement and Plan of Merger by and between East West Bancorp, Inc. and MetroCorp Bancshares, Inc. dated September 18, 2013 [Incorporated by reference to Exhibit 99.2 from Registrant’s Current Report on Form 8-K, filed with the Commission on September 18, 2013.2013 (File No. 000-24939).]
   
101.INS XBRL Instance Document. Filed herewith.
   
101.SCH XBRL Taxonomy Extension Schema.Schema Document. Filed herewith.
   
101.CAL XBRL Taxonomy Extension Calculation Linkbase.Linkbase Document. Filed herewith.
   
101.LAB XBRL Taxonomy Extension Label Linkbase.Linkbase Document. Filed herewith.
   
101.PRE XBRL Taxonomy Extension Presentation Linkbase.Linkbase Document. Filed herewith.
   
101.DEF XBRL Taxonomy Extension Definition Linkbase.Linkbase Document. Filed herewith.

Forms 8-K, 10-Q and 10-K identified in the exhibit index have SEC file number 000-24939.
*    Denotes management contract or compensatory plan or arrangement.
 




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