| | Three Months Ended June 30, | |
| | 2005 | | 2004 | |
| | | | | | Average | | | | | | Average | |
| | Average | | | | Yield/ | | Average | | | | Yield/ | |
| | Balance | | Interest | | Rate (1) | | Balance | | Interest | | Rate (1) | |
| | (Dollars in thousands) | |
ASSETS | | | | | | | | | | | | | |
Interest-earning assets: | | | | | | | | | | | | | |
Short-term investments | | $ | 7,708 | | $ | 57 | | | 2.97 | % | $ | 103,319 | | $ | 282 | | | 1.10 | % |
Investment securities available-for-sale (2)(3)(4) | | | 632,105 | | | 5,582 | | | 3.54 | % | | 408,310 | | | 3,415 | | | 3.36 | % |
Loans receivable (2)(5) | | | 5,567,272 | | | 87,334 | | | 6.29 | % | | 3,835,340 | | | 52,402 | | | 5.50 | % |
FHLB and FRB stock | | | 65,883 | | | 796 | | | 4.85 | % | | 27,605 | | | 248 | | | 3.61 | % |
Total interest-earning assets | | | 6,272,968 | | | 93,769 | | | 6.00 | % | | 4,374,574 | | | 56,347 | | | 5.18 | % |
| | | | | | | | | | | | | | | | | | | |
Noninterest-earning assets: | | | | | | | | | | | | | | | | | | | |
Cash and due from banks | | | 99,873 | | | | | | | | | 84,456 | | | | | | | |
Allowance for loan losses | | | (55,608 | ) | | | | | | | | (43,499 | ) | | | | | | |
Other assets | | | 260,218 | | | | | | | | | 220,518 | | | | | | | |
Total assets | | $ | 6,577,451 | | | | | | | | $ | 4,636,049 | | | | | | | |
| | | | | | | | | | | | | | | | | | | |
LIABILITIES AND STOCKHOLDERS' EQUITY | | | | | | | | | | | | | | | |
Interest-bearing liabilities: | | | | | | | | | | | | | | | | | | | |
Checking accounts | | $ | 327,977 | | $ | 615 | | | 0.75 | % | $ | 276,971 | | $ | 240 | | | 0.35 | % |
Money market accounts | | | 599,968 | | | 3,053 | | | 2.04 | % | | 381,591 | | | 932 | | | 0.98 | % |
Savings deposits | | | 315,704 | | | 199 | | | 0.25 | % | | 314,031 | | | 113 | | | 0.14 | % |
Time deposits | | | 2,382,728 | | | 15,527 | | | 2.61 | % | | 1,689,163 | | | 7,079 | | | 1.69 | % |
Short-term borrowings | | | 6,875 | | | 60 | | | 3.50 | % | | 1,846 | | | 7 | | | 1.53 | % |
FHLB advances | | | 1,138,783 | | | 7,890 | | | 2.78 | % | | 501,355 | | | 2,260 | | | 1.81 | % |
Long-term debt | | | 92,091 | | | 1,465 | | | 6.38 | % | | 33,968 | | | 712 | | | 8.43 | % |
Total interest-bearing liabilities | | | 4,864,126 | | | 28,809 | | | 2.38 | % | | 3,198,925 | | | 11,343 | | | 1.43 | % |
| | | | | | | | | | | | | | | | | | | |
Noninterest-bearing liabilities: | | | | | | | | | | | | | | | | | | | |
Demand deposits | | | 1,090,716 | | | | | | | | | 968,857 | | | | | | | |
Other liabilities | | | 79,233 | | | | | | | | | 56,429 | | | | | | | |
Stockholders' equity | | | 543,376 | | | | | | | | | 411,838 | | | | | | | |
Total liabilities and stockholders' equity | | $ | 6,577,451 | | | | | | | | $ | 4,636,049 | | | | | | | |
Interest rate spread | | | | | | | | | 3.62 | % | | | | | | | | 3.75 | % |
Net interest income and net interest margin | | | | | $ | 64,960 | | | 4.15 | % | | | | $ | 45,004 | | | 4.14 | % |
_________
(2) | Includes amortization of premiums and accretion of discounts on investment securities and loans receivable totaling $96 thousand and $456 thousand for the three months ended June 30, 2005 and 2004. Also includes the amortization of deferred loan fees totaling $920 thousand and $630 thousand for the three months ended June 30, 2005 and 2004. |
(3) | Average balances exclude unrealized gains or losses on available-for-sale securities. |
(4) | The yields are not presented on a tax-equivalent basis as the effects are not material. |
(5) | Average balances include nonperforming loans. |
The following table presents the net interest spread, net interest margin, average balances, interest income and expense, and the average yields and rates by asset and liability component for the six months ended June 30, 2005 and 2004:
| | Six Months Ended June 30, | |
| | 2005 | | 2004 | |
| | | | | | Average | | | | | | Average | |
| | Average | | | | Yield/ | | Average | | | | Yield/ | |
| | Balance | | Interest | | Rate (1) | | Balance | | Interest | | Rate (1) | |
| | (Dollars in thousands) | |
ASSETS | | | | | | | | | | | | | |
Interest-earning assets: | | | | | | | | | | | | | | | | | | | |
Short-term investments | | $ | 7,377 | | $ | 99 | | | 2.71 | % | $ | 95,244 | | $ | 522 | | | 1.10 | % |
Investment securities available-for-sale (2)(3)(4) | | | 606,182 | | | 10,839 | | | 3.61 | % | | 412,536 | | | 7,228 | | | 3.52 | % |
Loans receivable (2)(5) | | | 5,402,818 | | | 166,230 | | | 6.20 | % | | 3,644,099 | | | 100,240 | | | 5.53 | % |
FHLB and FRB stock | | | 60,178 | | | 1,357 | | | 4.55 | % | | 26,718 | | | 502 | | | 3.78 | % |
Total interest-earning assets | | | 6,076,555 | | | 178,525 | | | 5.92 | % | | 4,178,597 | | | 108,492 | | | 5.22 | % |
| | | | | | | | | | | | | | | | | | | |
Noninterest-earning assets: | | | | | | | | | | | | | | | | | | | |
Cash and due from banks | | | 100,940 | | | | | | | | | 84,901 | | | | | | | |
Allowance for loan losses | | | (54,011 | ) | | | | | | | | (41,797 | ) | | | | | | |
Other assets | | | 253,977 | | | | | | | | | 215,348 | | | | | | | |
Total assets | | $ | 6,377,461 | | | | | | | | $ | 4,437,049 | | | | | | | |
| | | | | | | | | | | | | | | | | | | |
LIABILITIES AND STOCKHOLDERS' EQUITY | | | | | | | | | | | | | | | | | |
Interest-bearing liabilities: | | | | | | | | | | | | | | | | | | | |
Checking accounts | | $ | 331,892 | | $ | 1,248 | | | 0.76 | % | $ | 280,803 | | $ | 468 | | | 0.34 | % |
Money market accounts | | | 608,908 | | | 6,013 | | | 1.99 | % | | 342,175 | | | 1,551 | | | 0.91 | % |
Savings deposits | | | 322,899 | | | 389 | | | 0.24 | % | | 309,369 | | | 215 | | | 0.14 | % |
Time deposits | | | 2,334,594 | | | 28,035 | | | 2.42 | % | | 1,630,133 | | | 13,531 | | | 1.67 | % |
Short-term borrowings | | | 6,169 | | | 102 | | | 3.33 | % | | 1,802 | | | 13 | | | 1.45 | % |
FHLB advances | | | 1,021,079 | | | 13,071 | | | 2.58 | % | | 483,278 | | | 4,227 | | | 1.76 | % |
Long-term debt | | | 74,879 | | | 2,485 | | | 6.69 | % | | 32,835 | | | 1,400 | | | 8.57 | % |
Total interest-bearing liabilities | | | 4,700,420 | | | 51,343 | | | 2.20 | % | | 3,080,395 | | | 21,405 | | | 1.40 | % |
| | | | | | | | | | | | | | | | | | | |
Noninterest-bearing liabilities: | | | | | | | | | | | | | | | | | | | |
Demand deposits | | | 1,068,146 | | | | | | | | | 905,800 | | | | | | | |
Other liabilities | | | 77,125 | | | | | | | | | 56,437 | | | | | | | |
Stockholders' equity | | | 531,770 | | | | | | | | | 394,417 | | | | | | | |
Total liabilities and stockholders' equity | | $ | 6,377,461 | | | | | | | | $ | 4,437,049 | | | | | | | |
Interest rate spread | | | | | | | | | 3.72 | % | | | | | | | | 3.82 | % |
Net interest income and net interest margin | | | | | $ | 127,182 | | | 4.22 | % | | | | $ | 87,087 | | | 4.19 | % |
_________
(2) | Includes amortization of premiums and accretion of discounts on investment securities and loans receivable totaling $297 thousand and $793 thousand for the six months ended June 30, 2005 and 2004. Also includes the amortization of deferred loan fees totaling $1.9 million and $1.2 million for the six months ended June 30, 2005 and 2004. |
(3) | Average balances exclude unrealized gains or losses on available-for-sale securities. |
(4) | The yields are not presented on a tax-equivalent basis as the effects are not material. |
(5) | Average balances include nonperforming loans. |
Analysis of Changes in Net Interest Margin
Changes in net interest income are a function of changes in rates and volumes of both interest-earning assets and interest-bearing liabilities. The following table sets forth information regarding changes in interest income and interest expense for the periods indicated. The total change for each category of interest-earning asset and interest-bearing liability 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). Nonaccrual loans are included in average loans used to compute this table.
| | Three Months Ended | | Six Months Ended | |
| | June 30, 2005 vs 2004 | | June 30, 2005 vs 2004 | |
| | Total | | Changes Due to | | Total | | Changes Due to | |
| | Change | | Volume (1) | | Rates (1) | | Change | | Volume (1) | | Rates (1) | |
| | (In thousands) | |
INTEREST-EARNINGS ASSETS: | | | | | | | | | | | | | |
Short-term investments | | $ | (225 | ) | $ | (418 | ) | $ | 193 | | $ | (423 | ) | $ | (753 | ) | $ | 330 | |
Investment securities available-for-sale | | | 2,167 | | | 1,967 | | | 200 | | | 3,611 | | | 3,460 | | | 151 | |
Loans receivable, net | | | 34,932 | | | 26,303 | | | 8,629 | | | 65,990 | | | 52,981 | | | 13,009 | |
FHLB and FRB stock | | | 548 | | | 439 | | | 109 | | | 855 | | | 737 | | | 118 | |
Total interest and dividend income | | $ | 37,422 | | $ | 28,291 | | $ | 9,131 | | $ | 70,033 | | $ | 56,425 | | $ | 13,608 | |
| | | | | | | | | | | | | | | | | | | |
INTEREST-BEARING LIABILITIES: | | | | | | | | | | | | | | | | | | | |
Checking accounts | | $ | 375 | | $ | 51 | | $ | 324 | | $ | 780 | | $ | 99 | | $ | 681 | |
Money market accounts | | | 2,121 | | | 733 | | | 1,388 | | | 4,462 | | | 1,776 | | | 2,686 | |
Savings deposits | | | 86 | | | 1 | | | 85 | | | 174 | | | 10 | | | 164 | |
Time deposits | | | 8,448 | | | 3,593 | | | 4,855 | | | 14,504 | | | 7,132 | | | 7,372 | |
Short-term borrowings | | | 53 | | | 36 | | | 17 | | | 89 | | | 58 | | | 31 | |
FHLB advances | | | 5,630 | | | 3,958 | | | 1,672 | | | 8,844 | | | 6,243 | | | 2,601 | |
Long-term debt | | | 753 | | | 961 | | | (208 | ) | | 1,085 | | | 1,454 | | | (369 | ) |
Total interest expense | | $ | 17,466 | | $ | 9,333 | | $ | 8,133 | | $ | 29,938 | | $ | 16,772 | | $ | 13,166 | |
CHANGE IN NET INTEREST INCOME | | $ | 19,956 | | $ | 18,958 | | $ | 998 | | $ | 40,095 | | $ | 39,653 | | $ | 442 | |
_________
(1) Changes in interest income/expense not arising from volume or rate variances are allocated proportionately to rate and volume.
Provision for Loan Losses
The provision for loan losses amounted to $4.5 million for the second quarter of 2005, compared to $3.0 million for the same period in 2004. For the first half of 2005, the provision for loan losses totaled $8.9 million, compared to $6.8 million for the same period in 2004. Provisions for loan losses are charged to income to bring the allowance for credit losses to a level deemed appropriate by management based on the factors discussed under the “Allowance for Loan Losses” section of this report.
Noninterest Income
Components of Noninterest Income
| Three Months Ended | | Six Months Ended | |
| June 30, | | June 30, | |
| 2005 | | 2004 | | 2005 | | 2004 | |
| (In millions) | |
| | | | | | | | |
Letters of credit fees and commissions | $ | 1.96 | | $ | 2.08 | | $ | 4.50 | | $ | 4.19 | |
Branch fees | | 1.70 | | | 1.84 | | | 3.29 | | | 3.64 | |
Net gain (loss) on investment securities available-for-sale | | 1.28 | | | (0.39 | ) | | 1.73 | | | 0.80 | |
Income from secondary market activities | | 0.99 | | | 0.20 | | | 1.18 | | | 1.05 | |
Income from life insurance policies | | 0.82 | | | 0.80 | | | 1.56 | | | 1.57 | |
Ancillary loan fees | | 0.61 | | | 0.76 | | | 1.13 | | | 1.39 | |
Other operating income | | 0.60 | | | 0.96 | | | 1.07 | | | 1.65 | |
Total | $ | 7.96 | | $ | 6.25 | | $ | 14.46 | | $ | 14.29 | |
Noninterest income includes revenues earned from sources other than interest income. These sources include: service charges and fees on deposit accounts, fees and commissions generated from trade finance activities and the issuance of letters of credit, income from secondary market activities, ancillary fees on loans, net gains on sales of loans, investment securities available-for-sale and other assets, and other noninterest-related revenues.
Noninterest income increased 27% to $8.0 million during the three months ended June 30, 2005 from $6.3 million for the same quarter in 2004, primarily due to higher net gains on available-for-sale securities and increased income from secondary market activities, partially offset by decreases in letters of credit fees and commissions, branch fees, ancillary loan fees, and other operating income. For the first half of 2005, noninterest income remained relatively flat, increasing by only 1% to $14.5 million. The slight increase in noninterest income for the first half of 2005 is predominantly due to higher net gains on investment securities available-for-sale partially offset by decreases in other operating income.
Net gains on investment securities available-for-sale increased to $1.3 million for the second quarter of 2005 primarily from the sale of mortgage-backed securities, compared to a net loss of $391 thousand for the same quarter in 2004. Included in the net loss on investment securities for the second quarter of 2004 is a $757 thousand impairment write-down on a Freddie Mac preferred stock security. For the first half of 2005, net gains on investment securities available-for-sale increased 116% to $1.7 million, compared to $803 thousand for the same period in 2004.
Income from secondary market activities increased to $992 thousand for the second quarter of 2005, compared with $200 thousand for the same period in 2004. A significant portion of the income from secondary market activities in the second quarter of 2005 represents a gain of $768 thousand from the sale of $51.7 million in fixed rate single family loans to a third party. For the first six months of 2005, income from secondary market activities increased 13% to $1.2 million, from $1.1 million for the same period in 2004.
Other noninterest income, which includes insurance commissions and insurance-related service fees, rental income, and other miscellaneous income, decreased 20% to $1.4 million during the second quarter of 2005, from $1.8 million recorded during the same quarter in 2004. Similarly, for the first six months of 2005, other noninterest income decreased 18% to $2.6 million, compared to $3.2 million earned in the prior year period. The decrease in other noninterest income for both periods is due to lower insurance commissions and insurance-related service fees as well as the expiration of operating leases related to equipment leased by the Company to third parties, resulting in no income from operating leases during 2005.
Noninterest Expense
Components of Noninterest Expense
| Three Months Ended | | Six Months Ended | |
| June 30, | | June 30, | |
| 2005 | | 2004 | | 2005 | | 2004 | |
| (In millions) | |
| | | | | | | | |
Compensation and other employee benefits | $ | 12.49 | | $ | 9.14 | | $ | 25.34 | | $ | 18.31 | |
Occupancy and equipment expense | | 3.43 | | | 2.53 | | | 6.69 | | | 4.93 | |
Deposit-related expenses | | 2.12 | | | 1.17 | | | 3.76 | | | 2.14 | |
Amortization of investments in affordable housingpartnerships | | 1.71 | | | 1.92 | | | 3.39 | | | 3.77 | |
Data processing | | 0.65 | | | 0.51 | | | 1.22 | | | 0.97 | |
Amortization of premiums on deposits acquired | | 0.60 | | | 0.52 | | | 1.21 | | | 1.04 | |
Deposit insurance premiums and regulatory assessments | | 0.23 | | | 0.18 | | | 0.45 | | | 0.36 | |
Other operating expenses | | 7.17 | | | 4.56 | | | 14.06 | | | 9.35 | |
Total | $ | 28.40 | | $ | 20.53 | | $ | 56.12 | | $ | 40.87 | |
| | | | | | | | | | | | |
Efficiency Ratio (1) | | 36 | % | | 35 | % | | 36 | % | | 36 | % |
(1) Represents noninterest expense (excluding the amortization of intangibles and investments in affordable housing partnerships) divided by the aggregate of net interest income before provision for loan losses and noninterest income.
Noninterest expense, which is comprised primarily of compensation and employee benefits, occupancy and other operating expenses increased 38% to $28.4 million during the second quarter of 2005, from $20.5 million for the same quarter in 2004. For the first half of 2005, noninterest expense increased 37% to $56.1 million, compared with $40.9 million during the same period in 2004.
Compensation and employee benefits increased 37% to $12.5 million during the second quarter of 2005, compared to $9.1 million for the same quarter in 2004. For the first half of 2005, compensation and employee benefits increased 38% to $25.3 million, compared with $18.3 million during the same period a year ago. The rise in compensation and employee benefits for both periods is due to the addition of relationship officers and operational personnel to enhance and support our loan and deposit growth. Increased staffing levels related to the acquisition of Trust Bank during August 2004, and the impact of annual salary adjustments for existing employees further contributed to the rise in compensation expense and employee benefits during the second quarter of 2005 and the first half of 2005 as compared to 2004.
Occupancy and equipment expenses increased 36% to $3.4 million during the second quarter of 2005, compared with $2.5 million during the same period in 2004. For the first half of 2005, occupancy and equipment expenses totaled $6.7 million, compared to $4.9 million for the first half of 2004. The increase in occupancy expenses for both periods can be attributed to additional rent expense from the four branches acquired from Trust Bank in August 2004, as well as the opening of two new 99 Ranch in-store branches in the first quarter of this year. Furthermore, we entered into a new lease agreement during the third quarter of 2004 for the relocation of the Company’s corporate headquarters, scheduled to be completed by the end of 2005. In addition to increased rent expense, occupancy and equipment expenses were also impacted by the rise in computer expenses which can be attributed to the Bank’s overall growth.
Deposit-related expenses increased 82% to $2.1 million and 76% to 3.8 million during the second quarter and first half of 2005, respectively, compared to $1.2 million and $2.1 million for the corresponding periods in 2004. Deposit-related expenses, which represent various business-related expenses paid by the Bank on behalf of its commercial account customers, are partially recovered by the Bank through subsequent account analysis charges to individual customer accounts. The increase in deposit-related expenses is directly correlated to the growth in the volume of commercial deposit accounts.
Other operating expenses include advertising and public relations, telephone and postage, stationery and supplies, bank and item processing charges, insurance, legal and other professional fees. Other operating expenses increased 57% to $7.2 million for the second quarter of 2005, from $4.6 million for the same quarter in 2004. Other operating expenses also increased 50% to $14.1 million for the first half of 2005, from $9.3 million for the same period in 2004. The increase in other operating expenses is largely due to additional expenses incurred to support our overall expansion.
Our efficiency ratio remained relatively stable at 36% for the quarter and six months ended June 30, 2005, compared to 35% and 36%, respectively, for the corresponding periods in 2004. Although the Bank has experienced significant expansion and growth, we have maintained a stable efficiency ratio due to a general company-wide effort to monitor overall operating expenses.
Provision for Income Taxes
The provision for income taxes increased 50% to $14.6 million for the second quarter of 2005, compared with $9.7 million for the same quarter in 2004. For the first half of 2005, the provision for taxes totaled $27.7 million, a 47% increase from the $18.8 million income tax expense recorded for the same period a year ago. The increase in the tax provision is primarily attributable to a 44% and 43% increase in pretax earnings during the second quarter and first half of 2005, respectively. The provision for income taxes reflects the utilization of tax credits totaling $1.5 million for both the second quarters of 2005 and 2004. The second quarter 2005 provision reflects an effective tax rate of 36.4%, compared with 35.0% for the corresponding period in 2004. For the first six months of 2005, the effective tax rate of 36.1% reflects tax credits of $2.9 million, compared with an effective tax rate of 34.9% for the first half of 2004 reflecting tax credits of $3.0 million.
As previously reported, the California Franchise Tax Board announced that it is taking the position that certain tax deductions related to regulated investment companies will be disallowed pursuant to California Senate Bill 614 and California Assembly Bill 1601, which were signed into law in the fourth quarter of 2003. East West Securities Company, Inc., a regulated investment company formed and funded in July 2000 to raise capital in an efficient and economical manner was dissolved on December 30, 2002 as a result of, among other reasons, proposed legislation to change the tax treatments of RICs. The Fund provided state tax benefits beginning in 2000 until the end of 2002, when the RIC was officially dissolved. While the Company’s management continues to believe that the tax benefits realized in previous years were appropriate and fully defensible under the existing tax codes at that time, the Company has deemed it prudent to participate in the voluntary compliance initiative offered by the State of California to avoid certain potential penalties should the FTB choose to litigate its announced position about the tax treatment of RICs for periods prior to enactment of the legislation described above and should the FTB be successful in that litigation.
Pursuant to the VCI program, we filed amended California income tax returns on April 15, 2004 for all affected years and paid the resulting taxes and interest due to the FTB. This amounted to an aggregate payment of $14.2 million for tax years 2000, 2001, and 2002. We continue to believe that the tax deductions are appropriate and, as such, we have also filed refund claims for the amounts paid with the amended returns. These refund claims are reflected as assets in the Company’s consolidated financial statements. As a result of these actions—amending our California income tax returns and subsequent related filing of refund claims—we retain our potential exposure for assertion of an accuracy-related penalty should the FTB prevail in its position, in addition to our risk of not being successful in our refund claim for taxes and interest. Our potential exposure to all other penalties, however, has been eliminated through this course of action.
The Franchise Tax Board is currently in the process of reviewing and assessing our refund claims for taxes and interest for tax years 2000 through 2002. Management is continuing to pursue these refund claims, to monitor developments in the law in this area, and to monitor the status of tax claims with respect to other registered investment companies.
Balance Sheet Analysis
Our total assets increased $672.7 million, or 11%, to $6.70 billion, as of June 30, 2005, relative to total assets of $6.03 billion at December 31, 2004. The increase in total assets resulted primarily from increases in net loans of $472.7 million and investment securities available-for-sale of $140.0 million. The increase in total assets was largely funded by increases in deposits of $561.8 million and the issuance of subordinated debt in the amount of $50.0 million.
Investment Securities Available-for-Sale
Total investment securities available-for-sale increased 26% to $674.5 million as of June 30, 2005, compared with $534.5 million at December 31, 2004. Total repayments, maturities and redemptions, and proceeds from sales of available-for-sale securities amounted to $41.4 million and $63.5 million, respectively, during the six months ended June 30, 2005. Proceeds from repayments, maturities, sales, and redemptions were applied towards additional investment securities purchases totaling $128.6 million. We recorded net gains totaling $1.7 million on sales of available-for-sale securities during the first six months of 2005.
Furthermore, during the first six months of 2005, we securitized $117.3 million in multifamily loans through FNMA. These securitizations were performed for capital management purposes and all of the resulting securities were retained in our available-for-sale investment portfolio. The securitizations were accounted for as pass-through transactions which did not generate any gains or losses to operations.
The increase in net unrealized losses in our investment securities available-for-sale portfolio is largely a result of market interest rate fluctuations. Specifically, U.S. Government sponsored enterprise securities and corporate debt securities had gross unrealized losses totaling $4.0 million at June 30, 2005. The issuers of these securities have not, to our knowledge, established any cause for default on these securities and the various rating agencies have reaffirmed these securities’ long term investment grade status at June 30, 2005. The Company has the ability and the intention to hold these securities until their fair values recover. As such, management does not believe that there are any securities that are other-than-temporarily impaired, and therefore, no impairment charges for the quarter ended June 30, 2005 are warranted.
The following table sets forth the amortized cost and the estimated fair values of investment securities available-for-sale as of June 30, 2005 and December 31, 2004:
| | | | Gross | | Gross | | | |
| | Amortized | | Unrealized | | Unrealized | | Estimated | |
| | Cost | | Gains | | Losses | | Fair Value | |
| | (In thousands) | |
As of June 30, 2005: | | | | | | | | | |
U.S. Treasury securities | | $ | 2,502 | | $ | - | | $ | (9 | ) | $ | 2,493 | |
U.S. Government agency securities and U.S. | | | | | | | | | | | | | |
Government sponsored enterprise securities | | | 417,010 | | | - | | | (3,381 | ) | | 413,629 | |
Mortgage-backed securities | | | 196,702 | | | 1,646 | | | (508 | ) | | 197,840 | |
Corporate debt securities | | | 17,996 | | | - | | | (591 | ) | | 17,405 | |
U.S. Government sponsored enterprise equity securities | | | 42,075 | | | 609 | | | (434 | ) | | 42,250 | |
Residual interest in securitized loans | | | - | | | 926 | | | - | | | 926 | |
Total investment securities available-for-sale | | $ | 676,285 | | $ | 3,181 | | $ | (4,923 | ) | $ | 674,543 | |
| | | | | | | | | | | | | |
As of December 31, 2004: | | | | | | | | | | | | | |
U.S. Treasury securities | | $ | 2,507 | | $ | - | | $ | (11 | ) | $ | 2,496 | |
U.S. Government agency securities and U.S. | | | | | | | | | | | | | |
Government sponsored enterprise securities | | | 338,458 | | | 204 | | | (2,048 | ) | | 336,614 | |
Mortgage-backed securities | | | 132,428 | | | 1,503 | | | (279 | ) | | 133,652 | |
Corporate debt securities | | | 18,991 | | | - | | | (703 | ) | | 18,288 | |
U.S. Government sponsored enterprise equity securities | | | 42,075 | | | 512 | | | (139 | ) | | 42,448 | |
Residual interest in securitized loans | | | - | | | 954 | | | - | | | 954 | |
Total investment securities available-for-sale | | $ | 534,459 | | $ | 3,173 | | $ | (3,180 | ) | $ | 534,452 | |
Loans
We offer a broad range of products designed to meet the credit needs of our borrowers. Our lending activities consist of residential single family loans, multifamily residential real estate loans, commercial real estate loans, construction loans, commercial business loans which include trade finance products, and consumer loans. Loan growth continued to be strong during the first half of 2005. Net loans receivable increased $472.7 million, or 9% to $5.55 billion at June 30, 2005 from $5.08 billion at December 31, 2004. The increase in loans during this period was funded primarily through the growth in deposits and FHLB advances.
The growth in loans is comprised of net increases in single family loans of $65.6 million or 20%, multifamily loans of $85.8 million or 8%, commercial real estate loans of $187.3 million or 7%, construction loans of $83.9 million or 24%, commercial and trade finance loans of $47.7 million or 8%, and consumer loans, including home equity lines of credit, of $6.8 million or 4%. All lending areas grew in the six-month period since December 31, 2004, with the largest growth concentrated in the real estate loan sectors.
As mentioned previously, we securitized $117.3 million of multifamily loans through FNMA during the first six months of 2005. We recorded approximately $1.3 million in mortgage servicing assets as a result of the securitizations as the Bank continues to service the underlying loans.
The following table sets forth the composition of the loan portfolio as of the dates indicated:
| | June 30, 2005 | | December 31, 2004 | |
| | Amount | | Percent | | Amount | | Percent | |
| | (Dollars in thousands) | |
Real estate loans: | | | | | | | | | |
Residential, one to four units | | $ | 393,156 | | | 7.0 | % | $ | 327,554 | | | 6.4 | % |
Residential, multifamily | | | 1,206,866 | | | 21.5 | % | | 1,121,107 | | | 21.8 | % |
Commercial and industrial real estate | | | 2,744,156 | | | 48.9 | % | | 2,556,827 | | | 49.8 | % |
Construction | | | 432,420 | | | 7.7 | % | | 348,501 | | | 6.8 | % |
Total real estate loans | | | 4,776,598 | | | 85.1 | % | | 4,353,989 | | | 84.8 | % |
| | | | | | | | | | | | | |
Other loans: | | | | | | | | | | | | | |
Business, commercial | | | 642,005 | | | 11.5 | % | | 594,346 | | | 11.6 | % |
Automobile | | | 8,089 | | | 0.1 | % | | 10,151 | | | 0.2 | % |
Other consumer | | | 183,901 | | | 3.3 | % | | 175,008 | | | 3.4 | % |
Total other loans | | | 833,995 | | | 14.9 | % | | 779,505 | | | 15.2 | % |
Total gross loans | | | 5,610,593 | | | 100.0 | % | | 5,133,494 | | | 100.0 | % |
| | | | | | | | | | | | | |
Unearned fees, premiums and discounts, net | | | (1,705 | ) | | | | | (2,156 | ) | | | |
Allowance for loan losses | | | (55,723 | ) | | | | | (50,884 | ) | | | |
Loan receivable, net | | $ | 5,553,165 | | | | | $ | 5,080,454 | | | | |
Nonperforming Assets
Nonperforming assets are comprised of nonaccrual loans, loans past due 90 days or more but not on nonaccrual, restructured loans and other real estate owned, net. Nonperforming assets, as a percentage of total assets, were 0.04% and 0.10% at June 30, 2005 and December 31, 2004, respectively. Nonaccrual loans totaled $1.6 million at June 30, 2005, compared with $4.9 million at year-end 2004. Loans totaling $2.5 million were placed on nonaccrual status during the second quarter of 2005. These additions to nonaccrual loans were offset by $473 thousand in payoffs and principal paydowns, $2.6 million in gross chargeoffs and $1.6 million in loans brought current. Additions to nonaccrual loans during the second quarter of 2005 were comprised of $1.2 million in residential single family loans, $889 thousand in commercial business loans, and $368 thousand in commercial real estate loans.
Loans past due 90 days or more but not on nonaccrual totaled $640 thousand at June 30, 2005, comparable to $681 thousand at December 31, 2004. At June 30, 2005 and December 31, 2004, the balance of loans past due 90 days or more but not on nonaccrual represents one trade finance loan that is fully guaranteed by the Export-Import Bank of the United States.
Restructured loans or loans that have had their original terms modified totaled $236 thousand at June 30, 2005, representing one commercial business loan. There were no restructured loans or loans that have had their original terms modified at December 31, 2004.
Other real estate owned (“OREO”) includes properties acquired through foreclosure or through full or partial satisfaction of loans. We had one OREO property at June 30, 2005 and December 31, 2004, with a carrying value of $299 thousand, representing a condominium unit that was held as partial collateral for a commercial business loan.
The following table sets forth information regarding nonaccrual loans, loans past due 90 days or more but not on nonaccrual, restructured loans and other real estate owned as of the dates indicated:
| | June 30, | | December 31, | |
| | 2005 | | 2004 | |
| | (Dollars in thousands) | |
| | | | | |
Nonaccrual loans | | $ | 1,560 | | $ | 4,924 | |
Loans past due 90 days or more but not on nonaccrual | | | 640 | | | 681 | |
Total nonperforming loans | | | 2,200 | | | 5,605 | |
| | | | | | | |
Restructured loans | | | 236 | | | - | |
Other real estate owned, net | | | 299 | | | 299 | |
Total nonperforming assets | | $ | 2,735 | | $ | 5,904 | |
| | | | | | | |
Total nonperforming assets to total assets | | | 0.04 | % | | 0.10 | % |
Allowance for loan losses to nonperforming loans | | | 2532.86 | % | | 907.83 | % |
Nonperforming loans to total gross loans | | | 0.04 | % | | 0.11 | % |
We evaluate loan impairment according to the provisions of SFAS No. 114,Accounting by Creditors for Impairment of a Loan, as amended. Under SFAS No. 114, loans are considered impaired when it is probable that we will be unable to collect all amounts due according to the contractual terms of the loan agreement, including scheduled interest payments. 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 measure of the impaired loan is less than the recorded investment in the loan, the deficiency will be charged off against the allowance for loan losses.
At June 30, 2005, we classified $1.8 million of our loans as impaired, compared with $5.6 million at December 31, 2004. Specific reserves on impaired loans amounted to $178 thousand at June 30, 2005, compared with $1.1 million at December 31, 2004. Our average recorded investment in impaired loans for the three months ended June 30, 2005 and 2004 totaled $3.8 million and $3.5 million, respectively. During the six months ended June 30, 2005 and 2004, gross interest income that would have been recorded on impaired loans, had they performed in accordance with their original terms, amounted to $131 thousand and $110 thousand, respectively. Of this amount, actual interest recognized on impaired loans, on a cash basis, was $19 thousand and $11 thousand, respectively.
Allowance for Loan Losses
We are committed to maintaining the allowance for loan losses at a level that is considered to be commensurate with estimated and known risks in the portfolio. Although the adequacy of the allowance is reviewed quarterly, our management performs an ongoing assessment of the risks inherent in the portfolio. While we believe that the allowance for loan losses is adequate at June 30, 2005, future additions to the allowance will be subject to continuing evaluation of estimated and known, as well as inherent, risks in the loan portfolio.
The allowance for loan losses is increased by the provision for loan losses which is charged against current period operating results, and is decreased by the amount of net chargeoffs during the period. At June 30, 2005, the allowance for loan losses amounted to $55.7 million, or 0.99% of total loans, compared with $50.9 million, or 0.99% of total loans, at December 31, 2004, and $44.0 million, or 1.08% of total loans, at June 30, 2004. The $4.8 million increase in the allowance for loan losses at June 30, 2005, from year-end 2004, is comprised of $8.9 million in additional loss provisions reduced by $3.2 million in net chargeoffs recorded during the period. Additionally, we reclassified $240 thousand and $861 thousand from the allowance for loan losses to other liabilities during the second quarter of 2005 and the first six months of 2005, respectively. This amount represents additional loss allowances required for unfunded loan commitments and off-balance sheet credit exposures related primarily to our trade finance lending activities. At June 30, 2005, the allowance for unfunded loan commitments and off-balance sheet credit exposures amounted to $8.6 million.
The provision for loan losses of $4.5 million for the second quarter of 2005 represents a 50% increase from the $3.0 million in loss provisions charged during the second quarter of 2004. Second quarter 2005 net chargeoffs amounted to $2.4 million and represent 0.17% annualized of average loans outstanding for the three months ended June 30, 2005. This compares to net chargeoffs of $140 thousand or 0.01% annualized of average loans outstanding for the same period in 2004. For the first half of 2005, the provision for loan losses totaled $8.9 million, a 31% increase from the $6.8 million provision recorded during the same period in 2004. Net chargeoffs for the first six months of 2005 totaled $3.2 million and represents 0.12% of average loans outstanding, compared to $980 thousand and 0.05% of average loans outstanding for the same period in 2004. We continue to record loss provisions to compensate for both the sustained growth of our loan portfolio, which grew 9% during the first six months of 2005, and our continued lending focus on increasing our portfolio of commercial real estate, commercial business, including trade finance, and construction loans.
The following table summarizes activity in the allowance for loan losses for the three and six months ended June 30, 2005 and 2004:
| | Three Months Ended | | Six Months Ended | |
| | June 30, | | June 30, | |
| | 2005 | | 2004 | | 2005 | | 2004 | |
| | (Dollars in thousands) | |
| | | | | | | | | |
Allowance balance, beginning of period | | $ | 53,868 | | $ | 42,268 | | $ | 50,884 | | $ | 39,246 | |
Reclass to allowance for unfunded loan commitments | | | | | | | | | | | | | |
and off-balance sheet credit exposures | | | (240 | ) | | (1,129 | ) | | (861 | ) | | (1,017 | ) |
Provision for loan losses | | | 4,500 | | | 3,000 | | | 8,870 | | | 6,750 | |
Chargeoffs: | | | | | | | | | | | | | |
Business, commercial | | | 2,648 | | | 480 | | | 3,468 | | | 1,425 | |
Automobile | | | - | | | 52 | | | 44 | | | 82 | |
Other | | | - | | | 3 | | | - | | | 6 | |
Total chargeoffs | | | 2,648 | | | 535 | | | 3,512 | | | 1,513 | |
| | | | | | | | | | | | | |
Recoveries: | | | | | | | | | | | | | |
1-4 family residential real estate | | | 3 | | | - | | | 23 | | | 9 | |
Multifamily real estate | | | 75 | | | 26 | | | 75 | | | 26 | |
Business, commercial | | | 151 | | | 341 | | | 206 | | | 402 | |
Automobile | | | 14 | | | 28 | | | 38 | | | 96 | |
Total recoveries | | | 243 | | | 395 | | | 342 | | | 533 | |
Net chargeoffs | | | 2,405 | | | 140 | | | 3,170 | | | 980 | |
| | | | | | | | | | | | | |
Allowance balance, end of period | | $ | 55,723 | | $ | 43,999 | | $ | 55,723 | | $ | 43,999 | |
Average loans outstanding | | $ | 5,567,272 | | $ | 3,835,340 | | $ | 5,402,817 | | $ | 3,644,099 | |
Total gross loans outstanding, end of period | | $ | 5,610,593 | | $ | 4,074,542 | | $ | 5,610,593 | | $ | 4,074,542 | |
Annualized net chargeoffs to average loans | | | 0.17 | % | | 0.01 | % | | 0.12 | % | | 0.05 | % |
Allowance for loan losses to total gross loans | | | | | | | | | | | | | |
at the end of period | | | 0.99 | % | | 1.08 | % | | 0.99 | % | | 1.08 | % |
Our total allowance for loan losses is comprised of two components-allocated and unallocated. We utilize several methodologies to determine the allocated portion of the allowance and to test overall adequacy. The two primary methodologies, the classification migration model and the individual loan review analysis methodology, provide the basis for determining allocations between the various loan categories as well as the overall adequacy of the allowance. These methodologies are augmented by ancillary analyses, which include historical loss analyses, peer group comparisons, and analyses based on the federal regulatory interagency policy for loan and lease losses.
The following table reflects management’s allocation of the allowance for loan losses by loan category and the ratio of each loan category to total loans as of the dates indicated:
| | | | | | | | | |
| | June 30, 2005 | | December 31, 2004 | |
| | Amount | | % | | Amount | | % | |
| | (Dollars in thousands) | |
| | | | | | | | | |
Single family real estate | | $ | 702 | | | 7.0 | % | $ | 586 | | | 6.4 | % |
Multifamily real estate | | | 4,331 | | | 21.5 | % | | 3,703 | | | 21.8 | % |
Commercial and industrial real estate | | | 16,147 | | | 48.9 | % | | 15,053 | | | 49.8 | % |
Construction | | | 9,776 | | | 7.7 | % | | 7,082 | | | 6.8 | % |
Business, commercial | | | 16,044 | | | 11.5 | % | | 16,486 | | | 11.6 | % |
Automobile | | | 417 | | | 0.1 | % | | 510 | | | 0.2 | % |
Consumer and other | | | 777 | | | 3.3 | % | | 741 | | | 3.4 | % |
Other risks | | | 7,529 | | | - | | | 6,723 | | | - | |
Total | | $ | 55,723 | | | 100.0 | % | $ | 50,884 | | | 100.0 | % |
Allocated reserves on single family loans increased $116 thousand, or 20% to $702 thousand due primarily to a 20% increase in the volume of single family loans at June 30, 2005 in comparison to year-end 2004 levels.
Allocated reserves on multifamily loans increased $628 thousand, or 17%, to $4.3 million at June 30, 2005 partly due to an 8% increase in the volume of multifamily loans at June 30, 2005 relative to year-end 2004. Further contributing to the increase in allocated reserves on multifamily loans is an increase in classified loans (i.e. loans rated “substandard” or “doubtful”) and loans placed on the watchlist at June 30, 2005 as compared to December 31, 2004. Specifically, multifamily loans rated “substandard” and multifamily loans placed on the watchlist totaled $2.8 million and $29.0 million, respectively, at June 30, 2005. This compares to $1.1 million and $11.7 million in substandard multifamily loans and multifamily loans placed on the watchlist, respectively, at December 31, 2004. The increase in substandard multifamily loans and multifamily loans placed on the watchlist were partially offset by a decrease in criticized multifamily loans (i.e. loans rated “special mention”) to $3.3 million at June 30, 2005, compared to $9.8 million at December 31, 2004.
Allocated reserves on commercial real estate loans increased $1.1 million, or 7%, to $16.1 million at June 30, 2005 due primarily to a 7% increase in the volume of loans in this loan category relative to year-end 2004.
Allocated reserves on construction loans increased $2.7 million, or 38%, to $9.8 million at June 30, 2005 primarily due to a 24% increase in the volume of loans in this category when compared to December 31, 2004. Additionally, both special mention and substandard construction loan categories increased by $4.6 million at June 30, 2005. There were no criticized or classified construction loans at December 31, 2004.
Despite an 8% increase in the volume of commercial business loans at June 30, 2005 relative to year-end 2004, allocated loss reserves on loans in this category decreased $442 thousand, or 3%, to $16.0 million at June 30, 2005. The decrease in allocated reserves in this loan category is primarily due to a decrease in specific allocations on commercial business loans to $621 thousand at June 30, 2005, compared to $1.1 million at December 31, 2004. Furthermore, substandard commercial business loans decreased to $6.1 million at June 30, 2005, compared to $10.8 million at year-end 2004. These factors are partially offset by an increase in commercial business loans rated “special mention” to $7.5 million at June 30, 2005, compared with $3.1 million at December 31, 2004.
Allocated reserves on automobile loans decreased $93 thousand, or 18%, to $417 thousand as of June 30, 2005, primarily resulting from a 20% decrease in the volume of loans in this category at June 30, 2005 relative to December 31, 2004.
Reflecting the 5% increase in the volume of consumer loans at June 30, 2005 relative to year-end 2004, allocated reserves on consumer loans totaled $777 thousand as of June 30, 2005, compared to $741 thousand at December 31, 2004, representing an increase of $36 thousand or 5%. Consumer loans are comprised predominantly of home equity loans and home equity lines of credit, and to a lesser extent, credit card and overdraft protection lines.
At June 30, 2005, our unallocated allowance was $7.5 million, or 14% of the total allowance, compared to an unallocated allowance of $6.7 million, representing 13% of the total allowance as of December 31, 2004. The $7.5 million unallocated allowance at June 30, 2005 is comprised of two elements. The first element, which accounts for $2.4 million of the unallocated allowance, represents a 5% economic risk factor that takes into consideration the state of the national economy. This condition has been exacerbated by scandals linked to various large corporations and government-sponsored enterprises, the continuing geopolitical instability in the Middle East, and the devaluation of the U.S. dollar relative to other currencies. Furthermore, continued interest rate increases by the Federal Reserve may have an unfavorable impact on consumer cash flows and debt coverage ratios. In consideration of this uncertain economic outlook, our management has deemed it prudent to continue to set aside an additional 5% of the required allowance amount to compensate for this current economic risk. The second element, which accounts for $5.1 million, or approximately 10% of the allocated allowance amount of $48.2 million at June 30, 2005, was established to compensate for the modeling risk associated with the classification migration and individual loan review analysis methodologies. These risk factors are consistent with allocations set aside in prior periods.
Deposits
Deposits increased 12% to $5.08 billion at June 30, 2005, from $4.52 billion at December 31, 2004. The deposit growth was comprised of increases in time deposit accounts of $304.1 million, or 14%, noninterest-bearing demand accounts of $203.0 million, or 18%, money market accounts of $84.7 million, or 17%, partially offset by decreases in savings accounts of $26.9 million, or 8% and checking accounts of $3.0 million, or 1%. Core deposits amounted to $2.54 billion at June 30, 2005, representing 50% of total deposits, with time deposits representing the remaining 50%. The ratio of core deposits to time deposits remains unchanged from year-end 2004. The growth in core deposits is a reflection of the Bank’s continued focus in increasing its small and mid-sized commercial customer base. The growth in time deposits is largely a reflection of the rising interest rate environment fueling renewed interest in time deposit products by retail customers.
Borrowings
We regularly use FHLB advances and short-term borrowings, which consist of federal funds purchased and securities sold under agreements to repurchase, to manage our liquidity position. FHLB advances decreased 1% to $853.6 million as of June 30, 2005, representing a decrease of $7.2 million from December 31, 2004. At June 30, 2005, $600.0 million of the outstanding FHLB advances represent overnight advances. This compares to total overnight FHLB advances of $505.0 million as of December 31, 2004. We did not enter into additional term FHLB advances during the first six months of 2005.
Short-term borrowings, representing federal funds purchased, totaled $13.0 million at June 30, 2005. We had no outstanding short-term borrowings at December 31, 2004.
Off-Balance Sheet Arrangements and Aggregate Contractual Obligations
During the quarter ended June 30, 2005, material changes outside the ordinary course of our business related to off-balance sheet arrangements or contractual obligations include the amendment of four equity swap agreements on April 1, 2005 and the issuance of $50.0 million in subordinated debt on April 28, 2005. The subordinated debt bears interest at a per annum rate based on the three month LIBOR plus 110 basis points, payable on a quarterly basis until maturity on April 29, 2015.
Capital Resources
Our primary source of capital is the retention of net after tax earnings. At June 30, 2005, stockholders’ equity totaled $561.4 million, a 9% increase from $514.3 million as of December 31, 2004. The increase is due primarily to: (1) net income of $49.0 million recorded during the first six months of 2005; (2) stock compensation costs amounting to $1.4 million related to our Restricted Stock Program; (3) tax benefits of $670 thousand resulting from the exercise of nonqualified stock options; (4) net issuance of common stock totaling $1.6 million, representing 54,818 shares from the Employee Stock Purchase Plan and (5) net issuance of common stock totaling $783 thousand, representing 67,133 shares from the exercise of stock options. These transactions were offset by (1) payments of first and second quarter 2005 cash dividends totaling $5.3 million; and (2) an increase of $1.0 million in unrealized losses on investment securities available-for-sale.
On April 28, 2005, we issued $50.0 million in subordinated debt in a private placement transaction. The subordinated debt issuance bears interest per annum at a rate based on the three month LIBOR rate plus 110 basis points, payable on a quarterly basis. This instrument has a ten-year term maturing on April 29, 2015. The subordinated debt was issued through the Bank and qualifies as Tier 2 capital for regulatory reporting purposes.
Our management is committed to maintaining capital at a level sufficient to assure our shareholders, our customers and our regulators that our company and our bank subsidiary are financially sound. We are subject to risk-based capital regulations adopted by the federal banking regulators in January 1990. 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 the regulations, institutions whose Tier 1 and total capital ratios meet or exceed 6% and 10%, respectively, are deemed to be “well-capitalized.” At June 30, 2005, the Bank’s Tier 1 and total capital ratios were 9.2% and 11.2%, respectively, compared to 9.5% and 10.6%, respectively, at December 31, 2004.
The following table compares East West Bancorp, Inc.’s and East West Bank’s actual capital ratios at June 30, 2005, to those required by regulatory agencies for capital adequacy and well-capitalized classification purposes:
| | | Minimum | Well |
| East West | East West | Regulatory | Capitalized |
| Bancorp | Bank | Requirements | Requirements |
| | | | |
Total Capital (to Risk-Weighted Assets) | 11.5% | 11.2% | 8.0% | 10.0% |
Tier 1 Capital (to Risk-Weighted Assets) | 9.6% | 9.2% | 4.0% | 6.0% |
Tier 1 Capital (to Average Assets) | 8.7% | 8.4% | 4.0% | 5.0% |
ASSET LIABILITY AND MARKET RISK MANAGEMENT
Liquidity
Liquidity management involves our ability to meet cash flow requirements arising from fluctuations in deposit levels and demands of daily operations, which include funding of securities purchases, providing for customers’ credit needs and ongoing repayment of borrowings. Our liquidity is actively managed 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 our liquidity needs, including adequate cash flow for off-balance sheet instruments.
Our primary sources of liquidity are derived from financing activities which include the acceptance of customer and broker deposits, federal funds facilities, repurchase agreement facilities and advances from the Federal Home Loan Bank of San Francisco. These funding sources are augmented by payments of principal and interest on loans, the routine liquidation of securities from the available-for-sale portfolio and securitizations of eligible loans. 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.
During the six months ended 2005, we experienced net cash inflows from operating activities of $48.4 million, compared to net cash inflows of $24.2 million for the six months ended June 30, 2004. Net cash inflows from operating activities for the first half of 2005 and 2004 were primarily due to net income earned during the period.
Net cash outflows from investing activities totaled $637.5 million and $827.9 million for the six months ended June 30, 2005 and 2004, respectively. Net cash outflows from investing activities for both periods can be attributed primarily to the growth in our loan portfolio and purchases of available-for-sale securities. These activities were partially offset by repayments, maturities, redemptions and net sales proceeds from investment securities.
We experienced net cash inflows from financing activities of $613.3 million for the six months ended June 30, 2005, primarily due to deposit growth, the issuance of subordinated debt in the amount of $50.0 million and an increase in short term borrowings. During the same period in 2004, growth in deposits, net proceeds from FHLB advances and net proceeds from the issuance of common stock related to a private placement offering largely accounted for the net cash inflows from financing activities totaling $823.8 million.
As a means of augmenting our liquidity sources, we have established federal funds lines with five correspondent banks and several master repurchase agreements with major brokerage companies. At June 30, 2005, our available borrowing capacity includes approximately $132.0 million in repurchase arrangements, $207.0 million in federal funds line facilities, and $1.32 billion in unused FHLB advances. We believe our liquidity sources to be stable and adequate. At June 30, 2005, we are not aware of any information that was reasonably likely to have a material effect on our liquidity position.
The liquidity of East West Bancorp, Inc. is primarily dependent on the payment of cash dividends by its subsidiary, East West Bank, subject to limitations imposed by the Financial Code of the State of California. For the six months ended June 30, 2005 and 2004, total dividends paid by East West Bank to East West Bancorp, Inc. amounted to $5.3 million and $5.0 million, respectively. As of June 30, 2005, approximately $216.2 million of undivided profits of East West Bank were available for dividends to East West Bancorp, Inc.
Interest Rate Sensitivity Management
Our success is largely dependent upon our ability to manage interest rate risk, which is the impact of adverse fluctuations in interest rates on our net interest income and net portfolio value. Although in the normal course of business we manage other risks, such as credit and liquidity risk, we consider interest rate risk to be our most significant market risk and could potentially have the largest material effect on our financial condition and results of operations.
The fundamental objective of the asset liability management process is to manage our exposure to interest rate fluctuations while maintaining adequate levels of liquidity and capital. Our 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 our available-for-sale portfolio, purchase and securitization activity, and maturities of investments and borrowings.
Our overall strategy is to minimize the adverse impact of immediate incremental changes 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 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 monthly basis.
The table below shows the estimated impact of changes in interest rates on our net interest income and market value of equity as of June 30, 2005 and December 31, 2004, assuming a parallel shift of 100 to 200 basis points in both directions:
| | Net Interest IncomeVolatility (1) | | Net Portfolio ValueVolatility (2) |
Change in Interest Rates(Basis Points) | | June 30,2005 | | December 31,2004 | | June 30,2005 | | December 31,2004 |
+200 | | | | | | | | |
+100 | | 1.8 % | | 3.9 % | | (4.5)% | | (3.2)% |
-100 | | (2.9)% | | (4.0)% | | 2.9 % | | 2.1 % |
-200 | | (6.5)% | | (8.2)% | | 3.9 % | | 2.0 % |
_______
(1) The percentage change represents net interest income for twelve 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 Bank in a stable rate environment versus net portfolio value in the various rate scenarios.
All interest-earning assets, interest-bearing liabilities and related derivative contracts are included in the interest rate sensitivity analysis at June 30, 2005 and December 31, 2004. At June 30, 2005 and December 31, 2004, our estimated changes in net interest income and net portfolio value were within the ranges established by the Board of Directors.
Our primary analytical tool to gauge interest rate sensitivity is a simulation model based on the actual maturity and repricing characteristics of interest-rate 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 rates 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 Bank product line and takes into account our increased ability to control rates offered on deposit products in comparison to our ability to control rates on adjustable-rate loans tied to published indices.
The following table provides the outstanding principal balances and the weighted average interest rates of our financial instruments as of June 30, 2005. We do not consider these financial instruments to be materially sensitive to interest rate fluctuations. Historically, the balances of these financial instruments have remained fairly constant over various economic conditions. The information presented below is based on the repricing date for variable rate instruments and the expected maturity date for fixed rate instruments.
| | Expected Maturity or Repricing Date by Year | | | | Fair Value at | |
| | | | | | | | | | | | After | | | | June 30, | |
| | Year 1 | | Year 2 | | Year 3 | | Year 4 | | Year 5 | | Year 5 | | Total | | 2005 | |
| | (Dollars in thousands) | |
At June 30, 2005: | | | | | | | | | | | | | | | | | |
Assets: | | | | | | | | | | | | | | | | | |
Investment securities available- | | | | | | | | | | | | | | | | | |
for-sale (fixed rate) | | $ | 127,500 | | $ | 236,984 | | $ | 36,126 | | $ | 1 | | $ | -- | | $ | 26,378 | | $ | 426,989 | | $ | 423,829 | |
Weighted average rate | | | 2.27 | % | | 3.18 | % | | 3.59 | % | | 9.00 | % | | -- | % | | 5.47 | % | | 3.08 | % | | | |
Investment securities available- | | | | | | | | | | | | | | | | | | | | | | | | | |
for-sale (variable rate) | | $ | 249,296 | | $ | -- | | $ | -- | | $ | -- | | $ | -- | | $ | -- | | $ | 249,296 | | $ | 250,714 | |
Weighted average rate | | | 4.31 | % | | -- | % | | -- | % | | -- | % | | -- | % | | -- | % | | 4.31 | % | | | |
Total gross loans | | $ | 3,836,995 | | $ | 937,814 | | $ | 265,945 | | $ | 120,124 | | $ | 122,839 | | $ | 326,876 | | $ | 5,610,593 | | $ | 5,631,010 | |
Weighted average rate | | | 6.29 | % | | 6.08 | % | | 5.64 | % | | 6.00 | % | | 5.81 | % | | 6.53 | % | | 6.22 | % | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Liabilities: | | | | | | | | | | | | | | | | | | | | | | | | | |
Checking accounts | | $ | 331,771 | | $ | -- | | $ | -- | | $ | -- | | $ | -- | | $ | -- | | $ | 331,771 | | $ | 331,771 | |
Weighted average rate | | | 0.75 | % | | -- | % | | -- | % | | -- | % | | -- | % | | -- | % | | 0.75 | % | | | |
Money market accounts | | $ | 592,648 | | $ | -- | | $ | -- | | $ | -- | | $ | -- | | $ | -- | | $ | 592,648 | | $ | 592,648 | |
Weighted average rate | | | 2.09 | % | | -- | % | | -- | % | | -- | % | | -- | % | | -- | % | | 2.09 | % | | | |
Savings deposits | | $ | 313,461 | | $ | -- | | $ | -- | | $ | -- | | $ | -- | | $ | -- | | $ | 313,461 | | $ | 313,461 | |
Weighted average rate | | | 0.13 | % | | -- | % | | -- | % | | -- | % | | -- | % | | -- | % | | 0.13 | % | | | |
Time deposits | | $ | 2,421,344 | | $ | 106,636 | | $ | 15,467 | | $ | 790 | | $ | 1,062 | | $ | 371 | | $ | 2,545,670 | | $ | 2,536,212 | |
Weighted average rate | | | 2.76 | % | | 2.58 | % | | 1.73 | % | | 2.80 | % | | 3.23 | % | | 36.00 | % | | 2.75 | % | | | |
FHLB advances | | $ | 600,334 | | $ | 144,750 | | $ | 106,000 | | $ | 1,500 | | $ | 1,000 | | $ | -- | | $ | 853,584 | | $ | 849,860 | |
Weighted average rate | | | 3.50 | % | | 2.11 | % | | 2.50 | % | | 3.75 | % | | 4.98 | % | | -- | % | | 3.14 | % | | | |
Subordinated debt | | $ | 50,000 | | $ | -- | | $ | -- | | $ | -- | | $ | -- | | $ | -- | | $ | 50,000 | | $ | 51,218 | |
Weighted average rate | | | 4.35 | % | | -- | % | | -- | % | | -- | % | | -- | % | | -- | % | | 4.35 | % | | | |
Junior subordinated debt | | $ | -- | | $ | -- | | $ | -- | | $ | -- | | $ | -- | | $ | 21,392 | | $ | 21,392 | | $ | 35,213 | |
Weighted average rate | | | | | | | | | | | | | | | | | | | | | | | | | |
(fixed rate) | | | -- | % | | -- | % | | -- | % | | -- | % | | -- | % | | 10.91 | % | | 10.91 | % | | | |
Junior subordinated debt | | $ | 36,084 | | $ | -- | | $ | -- | | $ | -- | | $ | -- | | $ | -- | | $ | 36,084 | | $ | 40,885 | |
Weighted average rate | | | | | | | | | | | | | | | | | | | | | | | | | |
(variable rate) | | | 5.60 | % | | -- | % | | -- | % | | -- | % | | -- | % | | -- | % | | 5.60 | % | | | |
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. Expected maturities for deposits are based on contractual maturities adjusted for projected rollover rates and changes in pricing for deposits with no stated maturity dates. We utilize assumptions supported by documented analyses for the expected maturities of our loans and repricing of our deposits. We also rely on third party data providers for prepayment projections for amortizing securities. The actual maturities of these instruments could vary significantly if future prepayments and repricing differ from our expectations based on historical experience.
The fair values of short-term investments approximate their book values due to their short maturities. The fair values of available-for-sale securities are based on bid quotations from third party data providers. The fair values of loans are estimated for portfolios with similar financial characteristics and take into consideration discounted cash flows based on expected maturities or repricing dates utilizing estimated market discount rates as projected by third party data providers.
Transaction deposit accounts, which include checking, money market and savings accounts, are presumed to have equal book and fair values because the interest rates paid on these accounts are based on prevailing market rates. The fair value of time deposits is based upon the discounted value of contractual cash flows, which is estimated using current rates offered for deposits of similar remaining terms. The fair value of short-term borrowings approximates book value due to their short maturities. The fair value of FHLB advances is estimated by discounting the cash flows through maturity or the next repricing date based on current rates offered by the FHLB for borrowings with similar maturities. The fair values of the subordinated debt and the junior subordinated debt are estimated by discounting the cash flows through maturity based on current market rates.
The Asset/Liability Committee is authorized to utilize a wide variety of off-balance sheet financial techniques to assist in the management of interest rate risk. We sometimes use derivative financial instruments as part of our asset and liability management strategy, with the overall goal of minimizing the impact of interest rate fluctuations on our net interest margin and stockholders’ equity. The use of derivatives has not had a material effect on our operating results or financial position.
In August and November 2004, we entered into four equity swap agreements with a major investment brokerage firm to manage the risk of market fluctuations in a promotional equity index certificate of deposit product that we offered to Bank customers for a limited time during the latter half of 2004. This product, which has a term of 5 1/2 years, pays interest based on the performance of the Hang Seng China Enterprises Index (the “HSCEI”). The combined notional amounts of the equity swap agreements total $24.6 million with termination dates similar to the stated maturity date on the underlying certificate of deposit host contracts. For the equity swap agreements, we agreed to pay interest based on the one-month Libor minus a spread on a monthly basis and receive any increase in the HSCEI at swap termination date. Under SFAS No. 133,Accounting for Derivative Instruments and Hedging Activities, 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 SFAS No. 133, both the embedded equity call options on the certificates of deposit and the freestanding equity swap agreements were marked-to-market every month with resulting changes in fair value recorded in the consolidated statements of income.
On April 1, 2005, the Company amended the four equity swap agreements entered into in 2004, effectively removing the swap payable leg. The amendments to the swap agreements changed the terms of the agreements such that instead of paying interest based on the one-month Libor minus a spread on a monthly basis for the remaining terms of the agreements, we prepaid this amount based on the current market value of the cash streams. On April 1, 2005, we paid a total of $4.2 million in conjunction to these amendments.
The combined fair value of the embedded derivatives at June 30, 2005 amounted to $2.7 million and is included in interest-bearing deposits on the consolidated balance sheet. The fair value of the equity swap agreements and embedded equity call options are estimated using discounted cash flow analyses based on the change in value of the HSCEI based upon the life of the individual swap agreement. For the quarter ended June 30, 2005, the net impact on the consolidated statements of income related to these swap agreements was an expense of $46 thousand.
ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES OF MARKET RISKS
For quantitative and qualitative disclosures regarding market risks in our portfolio, see, "Management’s Discussion and Analysis of Consolidated Financial Condition and Results of Operations -- Asset Liability and Market Risk Management."
ITEM 4: CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
As of the end of the period covered by this report, 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). Based upon that evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that our disclosure controls and procedures are effective. There have been no significant changes in our internal controls during the fiscal quarter covered by the report that has materially affected or is reasonably likely to materially affect our internal controls over financial reporting.
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.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
We are not involved in any material legal proceedings. Our subsidiary, East West Bank, from time to time is party to litigation that arises in the ordinary course of business, such as claims to enforce liens, claims involving the origination and servicing of loans, and other issues related to the business of the Bank. In the opinion of our management, based upon the advice of legal counsel, the resolution of any such issues would not have a material adverse impact on our financial position, results of operations, or liquidity.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Repurchases of the Company’s securities during the second quarter of 2005 are as follows:
Month Ended | | | | AveragePrice Paidper Share | | Total Numberof SharesPurchased asPart of PubliclyAnnounced Programs | | Approximate DollarValue of Shares thatMay Yet BePurchased Underthe Programs | |
April 30, 2005 | | | -- | | $ | - | | | -- | | | (2 | ) |
May 31, 2005 | | | -- | | $ | - | | | -- | | | (2 | ) |
June 30, 2005 | | | -- | | $ | - | | | -- | | | (2 | ) |
Total | | | -- | | $ | - | | | -- | | $ | 7,000,000 | |
_________
(1) | Excludes repurchased shares due to forfeitures of restricted stock awards pursuant to the Company’s 1998 Stock Incentive Plan. |
(2) | On November 27, 2001, the Company’s Board of Directors announced its sixth repurchase program authorizing the repurchase of up to $7.0 million of its common stock. This repurchase program has no expiration date and, to date, no shares have been purchased under this program. |
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
An annual meeting of shareholders of East West Bancorp, Inc. was held on May 25, 2005 for the purpose of (1) electing two directors to serve until the 2008 Annual Meeting, (2) amending the Company’s Certificate of Incorporation to increase the number of authorized shares of common stock, and (3) ratifying the appointment of Deloitte & Touche LLP as the Company’s independent auditors. Holders of 49,193,760 of the 52,623,803 outstanding shares as of the record date voted in the annual meeting in person or by proxy.
The two directors elected to serve until the 2008 Annual Meeting are as follows: (1) Dominic Ng was elected with a vote 47,449,673 in favor, 1,744,087 opposed, 0 abstaining, and 0 broker non-votes, and (2) Herman Li was elected with a vote of 47,389,418 in favor, 1,804,342 opposed, 0 abstaining, and 0 broker non-votes. Other directors whose terms of office continued after the meeting were John Kooken, Jack Liu, and Keith Renken, whose terms will expire at the 2006 Annual Meeting, and Peggy Cherng and Julia Gouw, whose terms will expire at the 2007 Annual Meeting.
The votes to amend East West Bancorp Inc.’s Certificate of Incorporation to increase the number of authorized shares of common stock from 100,000,000 to 200,000,000 are as follows: 45,078,600 in favor, 4,092,007 opposed, 23,153 abstaining, and 0 broker non-votes.
The votes to ratify Deloitte & Touche LLP as the Company’s independent auditors are as follows: 48,762,968 in favor, 339,601 opposed, 91,191 abstaining, and 0 broker non-votes.
ITEM 5. OTHER INFORMATION
No events have transpired which would make response to this item appropriate.
ITEM 6. EXHIBITS
(i) Exhibit 10 | Agreement and Plan of Merger By and Among East West Bancorp, Inc., East West Bank, United National Bank and T.Y. Tsai |
(ii) Exhibit 31.1 | Chief Executive Officer Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
(iii) Exhibit 31.2 | Chief Financial Officer Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
(iv) Exhibit 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 |
(v) Exhibit 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 |
All other material referenced in this report which is required to be filed as an exhibit hereto has previously been submitted.
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: August 4, 2005
| EAST WEST BANCORP, INC. |
| By: /s/ JULIA GOUW Julia Gouw Executive Vice President and Chief Financial Officer |