UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 20 , 2004 Fidelity Bankshares, Inc. (Exact name of registrant as specified in its charter) Delaware 000-29040 65-0717085 - ---------------------- ---------------------- ----------------- (State or other jurisdiction (SEC File Number) (I.R.S. Employer of incorporation) Identification No.) 205 Datura Street, West Palm Beach, Florida, 33401 ---------------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: (561) 803-9900 Not Applicable ------------------------------------------------------------------------- (Former name or former address, if changed since last report) CURRENT REPORT ON FORM 8-K Item 7. Financial Statements and Exhibits (a) No financial statements of businesses acquired are required. (b) No pro forma financial information is required. (c) Attached as an exhibit is Fidelity Bankshares, Inc.'s (the "Company") news release announcing its March 31, 2004 earnings. Item 12. Results of Operations and Financial Condition The Company announced its March 31, 2004 financial results by release. The press release is included as an exhibit. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized. Fidelity Bankshares, Inc. DATE: April 20, 2004 By: /s/ Vince A. Elhilow ------------------------ Vince A. Elhilow Chairman of the Board and Chief Executive Officer EXHIBIT INDEX 99.1 News release dated April 20, 2004 announcing March 31, 2004 earnings. EXHIBIT 99.1 205 DATURA STREET WEST PALM BEACH, FL 33401 (561) 803-9900 PRESS RELEASE FOR IMMEDIATE RELEASE Fidelity Bankshares Q1 Net Income $5.7 Million, EPS $0.38. Assets Reach $3.24 Billion. Deposits $2.64 Billion. - -------------------------------------------------------------------------------- West Palm Beach, FL, April 20, 2004 - Fidelity Bankshares, Inc. (NASDAQ: FFFL) the holding company for Fidelity Federal Bank & Trust, announced today the company's net income for the first fiscal quarter ended March 31, 2004 rose 11.1% to $5.7 million or $.39 basic and $.38 diluted earnings per share from $5.1 million or $.36 basic and $.35 diluted earnings per share in the quarter ended March 31, 2003. The company sold $114.8 million of securities in the first quarter of 2004 resulting in a gain of approximately $587,000 ($358,000 or $.02 per share after tax). There were no such comparable sales of securities in the quarter ended March 31, 2003. In the quarter ended March 31, 2003, however, the company sold a $50 million pool of loans that resulted in a gain of $1.5 million ($925,000 or $.06 per share after tax). The company sold no comparable pool of loans in the quarter ended March 31, 2004. As a result of the securities sales, the company's net interest margin at March 31, 2004 was 3.09%, compared to 3.30% at December 31, 2003 and 3.43% at March 31, 2003. The proceeds from the first quarter 2004 securities sales were on deposit with the FHLB earning .95%. The company expects its net interest margin to improve upon reinvestment of these proceeds. The purpose of the securities sales was to improve the bank's ability to manage interest rate risk in the event interest rates increase. At December 31, 2003, the company had a positive one-year repricing gap to assets of 16.07%. At March 31, 2004, this positive repricing gap had further improved to 24.29%. Fidelity Bankshares Chairman and CEO Vince Elhilow said, "In addition to prudently positioning ourselves to benefit from possible interest rate increases, we continued to enhance the value of our franchise by increasing core deposits. We experienced net deposit growth during the quarter of $181.2 million. Core deposits, consisting of checking, savings and money market accounts now comprise 74.4% of our company's deposits, while certificates of deposit represent the remaining 25.6%. A year ago, core deposits, which exclude all certificates of deposit, made up 64.4% of our deposits. At the end of the first quarter, deposits totaled $2.64 billion, an increase of $513.2 million or 24.1% compared to a year ago." - more - Fidelity Bankshares Page 2 of 5 In March, the Board of Directors declared payment of a quarterly dividend to stockholders of $.10 per share on the company's common stock. The dividend, payable to stockholders of record as of March 31, 2004, was paid on April 15, 2004. Fidelity Bankshares, Inc., through its subsidiary Fidelity Federal Bank & Trust, has assets of $3.24 billion and deposits of $2.64 billion and operates in Florida through 41 offices in Palm Beach, Martin, Broward, Indian River and St. Lucie counties. An investment profile on Fidelity Bankshares may be found on the website www.hawkassociates.com/fffl/profile.htm. Financials are attached. For more information contact Chairman and CEO Vince A. Elhilow or Chief Financial Officer Richard D. Aldred at (561) 803-9900 or Frank Hawkins or Julie Marshall, Hawk Associates, Inc. at (305) 852-2383. Email: info@hawkassociates.com. Information about Fidelity Bankshares, Inc. can be found on the website www.fidelityfederal.com. Copies of Fidelity Bankshares press releases, SEC filings, current price quotes, stock charts and other valuable information for investors may be found on the website: http://www.hawkassociates.com. - more- <page> Fidelity Bankshares, Inc. Financial Highlights (Unaudited) Three Months Three Months Year Ended Ended Ended March 31, March 31, December 31, 2004 2003 2003 FOR THE PERIOD (In Thousands) - --------------------------------------------------------------------------------------------------------------------------- Interest income $38,062 $34,831 $143,683 Interest expense 14,149 14,046 57,164 Net interest income 23,913 20,785 86,519 Chargeoffs 67 71 322 Recoveries 4 - 1 Gain on sale of loans 105 2,559 4,159 Net income 5,687 5,117 17,921 PER COMMON SHARE - --------------------------------------------------------------------------------------------------------------------------- Net income: Basic EPS $0.39 $0.36 $1.24 Diluted EPS 0.38 0.35 1.22 Dividends declared 0.10 0.10 0.40 Book value 12.79 11.59 12.28 Stock price: High 38.45 19.75 32.47 Low 31.25 17.20 17.20 Close 36.67 18.32 31.40 AVERAGE FOR THE PERIOD (In Thousands) - -------------------------------------------------------------------------------------------------------------------------- Assets $3,127,984 $2,569,884 $2,798,378 Loans receivable, net 2,227,308 1,954,221 2,037,993 Mortgage-backed securities 467,053 211,236 399,898 Investments 208,358 204,177 174,896 Deposits 2,507,224 2,000,362 2,235,207 Borrowed funds 357,119 340,313 335,832 Stockholders' equity 189,084 170,908 176,477 SELECTED RATIOS - --------------------------------------------------------------------------------------------------------------------------- Return on average assets 0.73% 0.80% 0.64% Return on average equity 12.03% 11.98% 10.15% Interest rate spread on average assets for the period 3.27% 3.48% 3.28% Net yield on average interest earning assets for the period 3.30% 3.51% 3.31% Net yield on interest earning assets at end of period 3.09% 3.43% 3.30% Interest rate spread at end of period 3.09% 3.41% 3.29% Ratio of interest earning assets to interest bearing liabilities at end of period 99.88% 100.81% 100.49% Ratio of non performing assets to total assets 0.32% 0.22% 0.37% Ratio of valuation allowances to non performing assets 112.97% 150.82% 99.12% Ratio of valuation allowances to loans receivable, net 0.51% 0.46% 0.51% Stockholders' equity as a percentage of assets 5.95% 6.40% 6.05% PERIOD END (In Thousands) - --------------------------------------------------------------------------------------------------------------------------- Total assets $3,240,786 $2,699,347 $3,048,222 Interest earning cash and investment securities 348,518 160,453 169,850 Mortgage-backed and corporate debt securities 360,961 384,199 471,228 Loans receivable, net 2,280,624 1,957,426 2,191,696 Real estate owned and held for investment 17 726 - Loan loss reserve 11,652 9,036 11,119 All other assets 250,666 196,543 215,448 Borrowed funds 352,256 337,825 358,970 Common shares outstanding, net of treasury shares 15,070,258 14,899,818 15,024,648 Stockholders' equity 192,684 172,640 184,509 Certain amounts in prior year have been reclassified to conform with the March 31, 2004 presentation. <page> Fidelity Bankshares Inc. Selected Unaudited Operating Data Three Months Ended March 31, 2004 2003 --------------------------------------- (In Thousands) Selected Operating Data: Interest income $38,062 $34,831 Interest expense 14,149 14,046 --------------- --------------- Net interest income before provision for loan losses 23,913 20,785 Provision for loan losses 596 790 --------------- --------------- Net interest income after provision for loan losses 23,317 19,995 --------------- --------------- Other income Fees on deposit accounts 2,839 1,902 Fees for other banking services 2,672 2,294 Gain on sale of loans 105 2,559 Gain (loss) on sale of investments 587 - All other income 260 256 --------------- --------------- --------------- --------------- Total other income 6,463 7,011 --------------- --------------- Operating expense Compensation and benefits 11,944 11,096 Occupancy and equipment 4,010 3,416 All other operating expense 4,512 4,148 --------------- --------------- Total operating expense 20,466 18,660 --------------- --------------- Income before taxes 9,314 8,346 Provision for income taxes 3,627 3,229 Net income $5,687 $5,117 =============== =============== Earnings per share: Basic $ .39 $ .36 =============== =============== =============== =============== Diluted $ .38 $ .35 =============== =============== Certain amounts in prior year have been reclassified to conform with the March 31, 2004 presentation. <page> Fidelity Bankshares Inc. Selected Unaudited Financial Data March 31, December 31, 2004 2003 ------------------------------------------------ (In Thousands) Assets Cash and interest earning deposits $ 301,909 $ 109,887 Assets available for sale 504,254 593,959 Loans: Residential mortgage 1,545,088 1,509,249 Commercial mortgage 785,814 753,890 Consumer 190,984 185,450 Commercial business 133,174 131,292 ----------------- ----------------- Gross loans 2,655,060 2,579,881 Less: Loans in process 360,507 374,974 Deferred costs (income) 2,277 2,092 Allowance for loan losses 11,652 11,119 ----------------- ----------------- Loans, Net 2,280,624 2,191,696 ----------------- ----------------- ----------------- ----------------- Office properties and equipment 72,236 70,663 FHLB stock 13,055 13,322 REO 17 - All other assets 68,691 68,695 ----------------- ----------------- Total assets $ 3,240,786 $ 3,048,222 ================= ================= Liabilities and Equity Liabilities: Deposits: Checking, savings and money market accounts $ 1,963,873 $ 1,774,222 Certificates of deposit 677,449 685,879 ----------------- ----------------- Total deposits 2,641,322 2,460,101 Repurchase agreements 38,829 42,089 Borrowings from FHLB 261,107 264,561 Subordinated debentures I 29,639 29,639 Subordinated debentures II 22,681 22,681 All other liabilities 54,524 44,642 ----------------- ----------------- ----------------- ----------------- Total liabilities 3,048,102 2,863,713 ----------------- ----------------- ----------------- ----------------- Stockholders' equity 192,684 184,509 ----------------- ----------------- Total liabilities and equity $ 3,240,786 $ 3,048,222 ================= ================= Certain amounts in prior year have been reclassified to conform with the March 31, 2004 presentation.