1
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
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FORM 10-Q
(Mark One)
/x/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1995
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 0-7949
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FIRST HAWAIIAN, INC.
(Exact name of registrant as specified in its charter)
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DELAWARE 99-0156159
(State of incorporation) (I.R.S. Employer
Identification No.)
1132 BISHOP STREET, HONOLULU, HAWAII 96813
(Address of principal executive offices) (Zip Code)
(808) 525-7000
(Registrant's telephone number, including area code)
-------------
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or l5(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
------ -------
The number of shares outstanding of each of the issuer's classes of common stock
as of October 27, 1995 was:
Class Outstanding
-------------------------- -----------------
Common Stock, $5 Par Value 31,117,699 Shares
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2
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited) Page
----
Consolidated Balance Sheets at September 30, 1995, December 31, 1994
and September 30, 1994 2
Consolidated Statements of Income for the quarter and nine months ended
September 30, 1995 and 1994 3
Consolidated Statements of Cash Flows for the nine months ended
September 30, 1995 and 1994 4
Consolidated Statements of Changes in Stockholders' Equity for the
quarter and nine months ended September 30, 1995 and 1994 5
Notes to Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 7 - 18
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 19
SIGNATURES 20
EXHIBIT INDEX
1
3
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
CONSOLIDATED BALANCE SHEETS (Unaudited)
First Hawaiian, Inc. and Subsidiaries
SEPTEMBER 30, December 31, September 30,
------------- ------------ -------------
1995 1994 1994
------------- ------------ -------------
(in thousands)
ASSETS
Interest-bearing deposits in other banks $ 68,770 $ 11,670 $ 23,622
Federal funds sold and securities purchased
under agreements to resell 175,128 180,000 154,523
Investment securities:
Held-to-maturity (fair value of $1,138,041,
$981,651 and $1,003,339, respectively) 1,126,463 995,887 1,012,076
Available-for-sale 144,952 151,992 126,826
Loans and leases:
Loans and leases 5,224,243 5,533,565 5,278,372
Less allowance for loan and lease losses 65,683 61,250 61,660
---------- ---------- ----------
Net loans and leases 5,158,560 5,472,315 5,216,712
---------- ---------- ----------
Total earning assets 6,673,873 6,811,864 6,533,759
Cash and due from banks 262,961 262,894 215,167
Premises and equipment 242,593 245,338 258,700
Customers' acceptance liability 1,489 732 1,738
Core deposit premium 12,496 13,722 14,132
Goodwill 76,211 78,896 79,802
Other assets 135,980 121,698 105,124
---------- ---------- ----------
TOTAL ASSETS $7,405,603 $7,535,144 $7,208,422
========== ========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Noninterest-bearing demand $ 838,271 $ 861,869 $ 841,071
Interest-bearing demand 1,105,380 1,160,219 1,105,409
Savings 1,083,836 1,226,877 1,296,983
Time 1,782,401 1,503,347 1,441,110
Foreign 287,511 399,901 374,423
---------- ---------- ----------
Total deposits 5,097,399 5,152,213 5,058,996
Short-term borrowings 1,220,339 1,329,816 1,115,930
Acceptances outstanding 1,489 732 1,738
Other liabilities 213,306 205,108 182,358
Long-term debt 224,758 219,331 220,418
---------- ---------- ----------
TOTAL LIABILITIES 6,757,291 6,907,200 6,579,440
---------- ---------- ----------
Stockholders' equity:
Common stock 162,713 162,713 162,713
Surplus 133,927 133,820 133,821
Retained earnings 375,471 346,339 340,777
Unrealized valuation adjustments 313 (1,033) (476)
Treasury stock (24,112) (13,895) (7,853)
---------- ---------- ----------
TOTAL STOCKHOLDERS' EQUITY 648,312 627,944 628,982
---------- ---------- ----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $7,405,603 $7,535,144 $7,208,422
========== ========== ==========
The accompanying notes are an integral part of these consolidated financial
statements.
2
4
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
First Hawaiian, Inc. and Subsidiaries
QUARTER ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30,
---------------------------- -------------------------------
1995 1994 1995 1994
----------- ----------- ----------- -----------
(in thousands, except shares and per share data)
INTEREST INCOME
Interest and fees on loans $ 115,099 $ 105,576 $ 356,077 $ 296,032
Lease financing income 2,735 2,480 8,735 8,100
Interest on investment securities:
Taxable interest income 17,958 11,735 39,758 33,528
Exempt from Federal income taxes 856 78 4,019 2,508
Other interest income 3,376 1,056 11,674 5,361
----------- ----------- ----------- -----------
Total interest income 140,024 120,925 420,263 345,529
----------- ----------- ----------- -----------
INTEREST EXPENSE
Deposits 43,736 29,998 131,841 84,771
Short-term borrowings 17,893 11,884 59,281 31,698
Long-term debt 3,397 2,767 9,973 8,701
----------- ----------- ----------- -----------
Total interest expense 65,026 44,649 201,095 125,170
----------- ----------- ----------- -----------
Net interest income 74,998 76,276 219,168 220,359
Provision for loan and lease losses 10,699 6,548 17,380 13,679
----------- ----------- ----------- -----------
Net interest income after provision for
loan and lease losses 64,299 69,728 201,788 206,680
----------- ----------- ----------- -----------
NONINTEREST INCOME
Trust income 5,547 5,250 17,525 17,713
Service charges on deposit accounts 5,876 6,093 18,056 17,907
Other service charges and fees 9,541 7,802 26,305 23,422
Securities gains, net 6 33 7 175
Other 6,496 1,927 10,256 6,056
----------- ----------- ----------- -----------
Total noninterest income 27,466 21,105 72,149 65,273
----------- ----------- ----------- -----------
NONINTEREST EXPENSES
Salaries and wages 23,864 22,927 69,948 69,211
Employee benefits 7,470 6,950 20,316 20,955
Occupancy expense 6,260 5,873 19,185 17,407
Equipment expense 5,579 6,144 17,788 18,208
Other 18,284 18,595 57,900 57,690
----------- ----------- ----------- -----------
Total noninterest expenses 61,457 60,489 185,137 183,471
----------- ----------- ----------- -----------
Income before income taxes 30,308 30,344 88,800 88,482
Income taxes 10,637 10,567 31,491 30,968
----------- ----------- ----------- -----------
NET INCOME $ 19,671 $ 19,777 $ 57,309 $ 57,514
=========== =========== =========== ===========
PER SHARE DATA
NET INCOME $ .62 $ .61 $ 1.80 $ 1.78
=========== =========== =========== ===========
CASH DIVIDENDS $ .295 $ .295 $ .885 $ .885
=========== =========== =========== ===========
AVERAGE SHARES OUTSTANDING 31,701,484 32,255,897 31,903,697 32,326,053
=========== =========== =========== ===========
The accompanying notes are an integral part of these consolidated financial
statements.
3
5
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
First Hawaiian, Inc. and Subsidiaries
NINE MONTHS ENDED SEPTEMBER 30,
-------------------------------
1995 1994
--------- ---------
(in thousands)
CASH AND DUE FROM BANKS AT BEGINNING OF PERIOD $ 262,894 $ 436,129
--------- ---------
Cash flows from operating activities:
Net income 57,309 57,514
Provision for loan and lease losses 17,380 13,679
Depreciation and amortization 19,904 18,143
Income taxes 17,448 10,392
Decrease (increase) in interest receivable (2,224) 3,896
Increase in interest payable 10,057 689
Increase in prepaid expenses (1,696) (5,745)
--------- ---------
Net cash provided by operating activities 118,178 98,568
--------- ---------
Cash flows from investing activities:
Net decrease (increase) in interest-bearing deposits
in other banks (57,100) 93,114
Net decrease (increase) in Federal funds sold and securities
purchased under agreements to resell 4,872 (119,523)
Purchase of held-to-maturity investment securities (192,005) (239,404)
Proceeds from maturity of held-to-maturity
investment securities 526,440 359,353
Purchase of available-for-sale investment securities (11,740) (75,018)
Proceeds from sale of available-for-sale
investment securities 15,000 14,000
Proceeds from maturity of available-for-sale
investment securities 3,780 32,645
Net increase in loans and leases
to customers (168,636) (225,835)
Capital expenditures (10,572) (22,344)
Other (30,999) 16,140
--------- ---------
Net cash provided by (used in) investing activities 79,040 (166,872)
--------- ---------
Cash flows from financing activities:
Net decrease in deposits (54,814) (161,132)
Net increase (decrease) in short-term borrowings (109,477) 46,248
Proceeds from long-term debt 5,447 --
Payments on long-term debt (20) (1,349)
Cash dividends paid (28,192) (28,572)
Repurchased common stock (10,095) (7,853)
--------- ---------
Net cash used in financing activities (197,151) (152,658)
--------- ---------
CASH AND DUE FROM BANKS AT END OF PERIOD $ 262,961 $ 215,167
========= =========
Supplemental disclosures:
Interest paid $ 191,038 $ 116,687
========= =========
Net income taxes paid $ 14,044 $ 20,576
========= =========
Supplemental schedule of noncash investing activities:
Loans exchanged for mortgage-backed securities $ 465,011 $ --
========= =========
The accompanying notes are an integral part of these consolidated financial
statements.
4
6
CONSOLIDATED STATEMENTS OF
CHANGES IN STOCKHOLDERS' EQUITY (Unaudited)
First Hawaiian, Inc. and Subsidiaries
QUARTER ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30,
---------------------------- -------------------------------
1995 1994 1995 1994
-------- -------- -------- --------
(in thousands)
BALANCE, BEGINNING OF PERIOD $645,614 $620,331 $627,944 $608,369
Net income 19,671 19,777 57,309 57,514
Repurchased common stock (7,629) (1,348) (10,095) (7,853)
Unrealized valuation adjustment ( 16) (274) 1,346 (476)
Cash dividends (9,328) (9,504) (28,192) (28,572)
-------- ------- ------- -------
BALANCE, END OF PERIOD $648,312 $628,982 $648,312 $628,982
======== ======== ======== ========
The accompanying notes are an integral part of these consolidated financial
statements.
5
7
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
First Hawaiian, Inc. and Subsidiaries
1. BASIS OF PRESENTATION
The consolidated financial statements of the Company include the accounts of
First Hawaiian, Inc. and its wholly-owned subsidiaries - First Hawaiian Bank and
its wholly-owned subsidiaries; Pioneer Federal Savings Bank and its
wholly-owned subsidiary; First Hawaiian Creditcorp, Inc.; First Hawaiian
Leasing, Inc.; and FHI International, Inc. All significant intercompany
balances and transactions have been eliminated in consolidation.
Certain amounts in the consolidated financial statements for 1994 have
been reclassified to conform with the 1995 presentation. Such
reclassifications had no effect on the consolidated net income as previously
reported.
In the opinion of management, all adjustments (which included only normal
recurring adjustments) necessary for a fair presentation are reflected in the
consolidated financial statements.
2. ACCOUNTING CHANGES
Effective January 1, 1995, the Company adopted Statement of Financial
Accounting Standards ("SFAS") No. 114, "Accounting by Creditors for Impairment
of a Loan," and SFAS No. 118, "Accounting by Creditors for Impairment of a Loan
- - Income Recognition and Disclosures." SFAS No. 114 requires that impaired
loans be measured based on the present value of expected future cash flows
discounted at the loan's effective interest rate, or at the loan's observable
market price, or at the fair value of the collateral if the loan is collateral
dependent. The adoption of SFAS No. 114 did not result in additional
provisions for loan and lease losses primarily because the majority of impaired
loan valuations continue to be based on the fair value of the collateral.
The provision for loan and lease losses charged to expense is based upon
the Company's historical loss experience and estimates of future loan and lease
losses in the current loan and lease portfolio, including the evaluation of
impaired loans in accordance with SFAS No. 114. A loan is considered to be
impaired when, based upon current information and events, it is probable that
the Company will be unable to collect all amounts due according to the
contractual terms of the loan. Impairment is primarily measured based on the
fair value of the collateral. Impairment losses are included in the provision
for loan and lease losses. SFAS No. 114 does not apply to large groups of
smaller balance homogeneous loans that are collectively evaluated for
impairment, except for those loans restructured under a troubled debt
structuring. Loans collectively evaluated for impairment include certain
smaller balance commercial loans, consumer loans and residential real estate
loans, and are not included in the data that follows.
The following table summarizes impaired loan information as of September
30, 1995:
(in thousands)
Impaired loans $85,500
Impaired loans with related allowance for loan and lease losses
calculated under SFAS No. 114 85,500
Interest payments on impaired loans are applied to principal.
Effective January 1, 1994, the Company adopted SFAS No. 112,
"Employer's Accounting for Postretirement Benefits," which requires that the
estimated cost of benefits to be provided by an employer to former or inactive
employees after employment, but before retirement, be accounted for on an
accrual basis. The adoption of SFAS No. 112 did not have a material effect on
the consolidated financial statements of the Company.
6
8
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
NET INCOME
The Company recorded consolidated net income for the first nine months of 1995
of $57,309,000 compared to $57,514,000 for the first nine months of 1994, a
decrease of .4%. For the third quarter of 1995, the consolidated net income of
$19,671,000 represented a decrease of .5% from the same quarter in 1994.
On a per share basis, consolidated net income for the nine months and quarter
ended September 30, 1995 were $1.80 and $.62, respectively, an increase of 1.1%
and 1.6%, respectively, over the same periods in 1994. The increase in
earnings per share was attributable to the fewer number of shares outstanding
for the 1995 periods as a result of the stock buyback program authorized in
October 1994 and May 1995 for the total repurchase of up to 1.6 million shares,
or five percent of the Company's approximately 32 million shares outstanding.
On an annualized basis, the Company's return on average total assets for the
first nine months of 1995 was 1.01% compared to 1.08% for the same period in
1994 and return on average stockholders' equity was 11.98% compared to 12.44%
for the same period in 1994. Increases in average total assets and average
stockholders' equity coupled with a decline in earnings for the first nine
months of 1995 compared to 1994, resulted in decreases in return on average
total assets and return on average stockholders' equity.
NET INTEREST INCOME
Net interest income, on a fully taxable equivalent basis, decreased $2,519,000,
or 1.1%, to $223,327,000 for the first nine months of 1995 from $225,846,000
for the same period in 1994. Net interest income decreased $1,952,000, or
2.5%, to $76,123,000 for the third quarter of 1995 from $78,075,000 for the
same period in 1994. The decreases in net interest income for the first nine
months and third quarter of 1995 as compared to the amounts reported for the
same periods in 1994 were primarily due to decreases in the net interest
margin, partially offset by increases in average earning assets, reflecting
significant growth in new loans and leases.
The net interest margin was 4.32% and 4.46% for the first nine months and third
quarter of 1995, respectively, down 33 basis points (1% equals 100 basis
points) and 32 basis points, respectively, from the same periods in 1994. Both
the cost of funds and yield on average earning assets increased during the
first nine months and third quarter of 1995 as compared with the same periods
in 1994 due to a higher interest rate environment and the continuing shift of
the Company's assets into loans and leases (excluding the effect of the
mortgage securitization described below). However, the increase in the cost of
funds (reflecting among other things various deposit programs to fund loan
growth) outpaced the increase in the yield on average earning assets, resulting
in an unfavorable impact on the net interest margin. For the first nine months
of 1995, the yield on average earning assets was adversely impacted by the:
(1) reversal of $1,166,000 in previously recognized interest income on certain
loans placed on nonaccrual status; and (2) write-off of $743,000 in lease
finance interest income for the remaining net investment in certain leveraged
leases, exclusive of the residual values, as a result of the early termination
of these leases. In addition, the net interest margin on earning assets for
the third quarter of 1994 was positively impacted by the recognition of certain
nonrecurring loan fees of $2,545,000.
Average earning assets increased by $408,332,000, or 6.3%, and $290,019,000, or
4.5%, for the first nine months and third quarter of 1995, respectively, over
the same periods in 1994. In the second quarter of 1995, the Company
securitized approximately $490,000,000 of adjustable rate mortgage loans with
the Federal National Mortgage Association ("FNMA") in an effort to increase its
funding capacity and liquidity. The securities backed by these loans are held
by the Company and were reclassified to the investment security portfolio.
Excluding the effect of such securitization, average loans and leases increased
11.6% and 10.6%, for the first nine months and third quarter of 1995,
respectively, over the same periods in 1994. The increases were primarily due
to efforts to diversify the loan portfolio, both geographically and by
industry. Credit extensions to companies in the media and telecommunications
industry located on the mainland United States accounted for the majority of
the increases. As a result (excluding the effect of the loan securitization),
the mix of average earning assets changed, with higher-yielding average loans
and leases representing 82.3% and 84.3% of average earning assets for the first
nine months and third quarter of 1995, respectively, as compared to 78.4% and
79.7%, respectively, for the same periods in 1994.
Average interest-bearing deposits and liabilities increased by $418,984,000, or
7.6%, and $302,636,000, or 5.5%, for the first nine months and third quarter of
1995, respectively, over the same periods in 1994. As a result of depositors
seeking higher yields, the mix of average interest-bearing deposits and
liabilities changed with higher-yielding average time deposits representing
36.7% and 37.3% of average interest-bearing deposits and liabilities for the
first nine months and third quarter of 1995, respectively, as compared to 31.6%
and 33.5%, respectively, for the same periods in 1994.
7
9
The following table sets forth consolidated average balance sheets, an analysis
of interest income/expense, and average yield/rate for each major category of
interest-earning assets and interest-bearing liabilities for the periods
indicated on a taxable equivalent basis. The tax equivalent adjustment is made
for items exempt from Federal income taxes to make them comparable with taxable
items before any income taxes are applied. The tax equivalent adjustment is
based on the prevailing federal income tax rate of 35% for 1995 and 1994.
QUARTER ENDED SEPTEMBER 30,
--------------------------------------------------------------
1995 1994
------------------------------ ------------------------------
INTEREST Interest
AVERAGE INCOME/ YIELD/ Average Income/ Yield/
ASSETS BALANCE EXPENSE RATE (1) Balance Expense Rate (1)
---------- -------- -------- ---------- -------- --------
(dollars in thousands)
Earning assets:
Interest-bearing deposits
in other banks $ 59,358 $ 912 6.10% $ 32,549 $ 270 3.30%
Federal funds sold and
securities purchased
under agreements to
resell 175,397 2,464 5.57 74,155 646 3.46
Investment securities 1,149,875 17,397 6.00 1,084,666 12,076 4.42
Available-for-sale securities 146,220 2,388 6.48 123,805 1,617 5.18
Loans and leases (2),(3) 5,236,441 117,988 8.94 5,162,097 108,115 8.31
---------- -------- ---------- --------
Total earning assets 6,767,291 141,149 8.27 6,477,272 122,724 7.52
-------- --------
Nonearning assets 662,053 641,521
---------- ----------
Total assets $7,429,344 $7,118,793
========== ==========
NINE MONTHS ENDED SEPTEMBER 30,
--------------------------------------------------------------
1995 1994
------------------------------ -----------------------------
INTEREST Interest
AVERAGE INCOME/ YIELD/ Average Income/ YIELD/
ASSETS BALANCE EXPENSE RATE (1) Balance Expense RATE (1)
--------- -------- -------- --------- -------- --------
(dollars in thousands)
Earning assets:
Interest-bearing deposits
in other banks $ 29,347 $ 1,330 6.06% $ 85,130 $ 2,167 3.40%
Federal funds sold and
securities purchased
under agreements to
resell 239,606 10,345 5.77 113,230 2,965 3.50
Investment securities 955,979 39,837 5.57 1,083,885 37,147 4.58
Available-for-sale securities 154,908 7,623 6.58 121,094 4,161 4.59
Loans and leases (2),(3) 5,528,719 365,287 8.83 5,096,888 304,576 7.99
---------- -------- ---------- --------
Total earning assets 6,908,559 424,422 8.21 6,500,227 351,016 7.22
-------- --------
Nonearning assets 661,106 648,097
---------- ----------
Total assets $7,569,665 $7,148,324
========== ==========
(1) Annualized.
(2) Nonaccruing loans and leases have been included in the computations of
average loan and lease balances.
(3) Interest income for loans and leases included loan fees of $6,003 and
$18,009 for the quarter and nine months ended September 30, 1995,
respectively; and $8,513 and $22,408 for the quarter and nine months
ended September 30, 1994, respectively.
8
10
QUARTER ENDED SEPTEMBER 30,
--------------------------------------------------------------
1995 1994
------------------------------ ------------------------------
INTEREST Interest
LIABILITIES AND AVERAGE INCOME/ YIELD/ Average Income/ Yield/
STOCKHOLDERS' EQUITY BALANCE EXPENSE RATE (1) Balance Expense Rate (1)
---------- -------- -------- ---------- -------- --------
(dollars in thousands)
Interest-bearing deposits
and liabilities:
Deposits $4,293,350 $ 43,736 4.04% $4,210,678 $ 29,998 2.83%
Short-term borrowings 1,253,721 17,893 5.66 1,053,198 11,884 4.48
Long-term debt 233,115 3,397 5.78 213,674 2,767 5.14
---------- -------- ---- ---------- --------
Total interest-bearing
deposits and
liabilities 5,780,186 65,026 4.46 5,477,550 44,649 3.23
-------- ---- -------- ----
Interest rate spread 3.81% 4.29%
==== ====
Noninterest-bearing demand
deposits 829,606 860,221
Other liabilities 174,347 154,940
---------- ----------
Total liabilities 6,784,139 6,492,711
Stockholders' equity 645,205 626,082
---------- ----------
Total liabilities and
stockholders' equity $7,429,344 $7,118,793
========== ==========
Net interest income
and margin on
earning assets 76,123 4.46% 78,075 4.78%
==== ====
Tax equivalent adjustment 1,125 1,799
-------- --------
Net interest income $ 74,998 $ 76,276
======== ========
NINE MONTHS ENDED SEPTEMBER 30,
----------------------------------------------------------------
1995 1994
------------------------------- ------------------------------
INTEREST Interest
LIABILITIES AND AVERAGE INCOME/ YIELD/ Average Income/ Yield/
STOCKHOLDERS' EQUITY BALANCE EXPENSE RATE (1) Balance Expense Rate (1)
---------- -------- -------- --------- -------- --------
(dollars in thousands)
Interest-bearing deposits
and liabilities:
Deposits $4,345,547 $131,841 4.06% $4,193,357 $ 84,771 2.70%
Short-term borrowings 1,330,981 59,281 5.95 1,083,400 31,698 3.91
Long-term debt 231,492 9,973 5.76 212,279 8,701 5.48
---------- -------- ---------- --------
Total interest-bearing
deposits and
liabilities 5,908,020 201,095 4.55 5,489,036 125,170 3.05
-------- ---- -------- ----
Interest rate spread 3.66% 4.17%
==== ====
Noninterest-bearing demand
deposits 828,047 888,603
Other liabilities 194,097 152,370
---------- ----------
Total liabilities 6,930,164 6,530,009
Stockholders' equity 639,501 618,315
---------- ----------
Total liabilities and
stockholders' equity $7,569,665 $7,148,324
========== ==========
Net interest income
and margin on
earning assets 223,327 4.32% 225,846 4.65%
==== ====
4,159 5,487
-------- --------
Tax equivalent adjustment
Net interest income $219,168 $220,359
======== ========
(1) Annualized.
9
11
INVESTMENT SECURITIES
Comparative book and fair values of held-to-maturity investment securities at
September 30, 1995, December 31, 1994, and September 30, 1994 were as follows:
SEPTEMBER 30, December 31, September 30,
1995 1994 1994
------------- ------------- -------------
(in thousands)
Book value $ 1,126,463 $ 995,887 $ 1,012,076
Unrealized gains 13,147 3,600 5,054
Unrealized losses (1,569) (17,836) (13,791)
------------ ----------- ------------
Fair value $ 1,138,041 $ 981,651 $ 1,003,339
============ =========== ============
The increase in the held-to-maturity portfolio from December 31, 1994 to
September 30, 1995 reflects the conversion of approximately $490,000,000 of
adjustable rate mortgage loans to FNMA securities that could also be pledged to
collateralize public deposits. At the same time, holdings of repurchase
agreements were decreased as the FNMA securities satisfied the Company's need
for public funds collateral.
The increase in unrealized gains and decrease in unrealized losses from
December 31, 1994 to September 30, 1995, were primarily attributable to the
declining interest rate environment in the first nine months of 1995 as
compared to the rise in the overall level of interest rates during 1994
resulting from monetary actions of the Federal Reserve Board.
At September 30, 1995, unrealized gains and losses on available-for-sale
securities were $528,000 and $8,000, respectively. At December 31, 1994, there
were no unrealized gains and $1,716,000 in unrealized losses on
available-for-sale securities.
Realized gains and losses for the nine months ended September 30, 1995 and 1994
were as follows:
1995 1994
---- ----
(in thousands)
Realized gains $ 69 $ 176
Realized losses (62) (1)
----- -----
Securities gains, net $ 7 $ 175
===== =====
Gains and losses realized on the sales of investment securities are determined
using the specific identification method.
10
12
LOANS
The following table sets forth the loan portfolio by major categories and loan
mix at September 30, 1995, December 31, 1994 and September 30, 1994:
SEPTEMBER 30, 1995 December 31, 1994 September 30, 1994
------------------- ------------------- ----------------------
AMOUNT % Amount % Amount %
---------- ------ ---------- ------ ------------ ------
(dollars in thousands)
Commercial, financial and agricultural $1,345,794 25.8% $1,264,510 22.9% $1,166,504 22.1%
Real estate:
Commercial 979,237 18.7 964,758 17.4 970,282 18.4
Construction 269,612 5.2 320,783 5.8 299,609 5.7
Residential:
Insured, guaranteed or
conventional 1,295,940 24.8 1,615,306 29.2 1,573,490 29.8
Home equity credit lines 437,238 8.4 433,830 7.8 408,775 7.7
---------- ----- ---------- ----- ---------- -----
Total real estate loans 2,982,027 57.1 3,334,677 60.2 3,252,156 61.6
---------- ----- ---------- ----- ---------- -----
Consumer 463,327 8.9 467,827 8.4 444,697 8.4
Lease financing 226,829 4.3 230,587 4.2 193,539 3.7
Foreign 206,266 3.9 235,964 4.3 221,476 4.2
---------- ----- ---------- ----- ---------- -----
Total loans and leases 5,224,243 100.0% 5,533,565 100.0% 5,278,372 100.0%
===== ===== =====
Less allowance for loan and
lease losses 65,683 61,250 61,660
---------- ---------- ----------
Total net loans and leases $5,158,560 $5,472,315 $5,216,712
========== ========== ==========
The loan and lease portfolio is the largest component of earning assets and
accounts for the greatest portion of total interest income. At September 30,
1995, total loans and leases were $5,224,243,000, a decrease of 5.6% from
December 31, 1994. During the second quarter of 1995, the Company securitized
approximately $490,000,000 in adjustable rate mortgage loans in an effort to
increase its funding capacity and liquidity. These securitized loans were
classified in the investment securities portfolio at September 30, 1995. If
these securitized loans had been included within the loans category at
September 30, 1995, the loan growth over December 31, 1994 would have been
2.8%.
Total loans and leases at September 30, 1995, represented 70.5% of total
assets, 78.3% of total earning assets and 102.5% of total deposits compared to
73.4% of total assets, 81.2% of total earning assets and 107.4% of total
deposits at December 31, 1994. The decreases in percentages compared to
December 31, 1994 were due to the aforementioned loan securitization.
Governmental and certain other time deposits were shifted into security
repurchase agreements at September 30, 1995, December 31, 1994 and September
30, 1994 to reduce the Company's deposit insurance premiums. If these
repurchase agreements had been included in the deposit base, total loans and
leases as a percentage of total deposits would have been 87.9%, 92.6% and
89.3%, respectively, at such dates.
At September 30, 1995, commercial, financial and agricultural loans increased
$81,284,000, or 6.4%, over December 31, 1994. Credit extensions to companies
in the media and telecommunications industry primarily accounted for this
increase.
Loan concentrations are considered to exist when there are amounts loaned to
multiple borrowers engaged in similar activities which would cause them to be
similarly impacted by economic or other conditions. At September 30, 1995,
commercial real estate loans totalled $979,237,000, or 18.7%, of total loans
and leases. The Company has selectively participated as a lender on commercial
properties on the mainland United States, principally on the west coast. Such
loans totalled $47,880,000 at September 30, 1995, a decrease of 18.0% from
December 31, 1994. At September 30, 1995, the largest concentration of
commercial real estate loans to a single borrower was $34,686,000.
11
13
NONPERFORMING ASSETS
A summary of nonperforming assets at September 30, 1995, December 31, 1994 and
September 30, 1994 follows:
SEPTEMBER 30, December 31, September 30,
1995 1994 1994
------------- ------------ --------------
(dollars in thousands)
Nonperforming loans and leases:
Nonaccrual:
Commercial, financial and agricultural $ 18,872 $ 7,972 $ 14,237
Real estate:
Construction 2,260 7,038 7,858
Commercial 38,165 35,290 27,847
Residential:
Insured, guaranteed, or conventional 8,995 4,649 4,654
Home equity credit lines 407 520 698
-------- -------- ---------
Total real estate loans 49,827 47,497 41,057
-------- -------- ---------
Consumer 109 143 109
Lease financing 63 212 --
-------- -------- ---------
Total nonaccrual loans and leases 68,871 55,824 55,403
Renegotiated:
Commercial real estate 2,500 3,128 3,128
Commercial, financial and agricultural 733 -- --
-------- -------- ---------
Total nonperforming loans and leases 72,104 58,952 58,531
Other real estate owned 8,610 4,160 3,640
-------- -------- ---------
Total nonperforming assets $ 80,714 $ 63,112 $ 62,171
======== ======== =========
Loans and leases past due 90 days or more
and still accruing interest $ 41,916 $ 33,367 $ 35,389
======== ======== =========
Nonperforming assets to total loans and leases
and other real estate owned (end of period):
Excluding 90 days or more past due accruing
loans and leases 1.54% 1.14% 1.18%
Including 90 days or more past due accruing
loans and leases 2.34% 1.74% 1.85%
Nonperforming assets to total assets
(end of period):
Excluding 90 days or more past due accruing
loans and leases 1.09% .84% .86%
Including 90 days or more past due accruing
loans and leases 1.66% 1.28% 1.35%
12
14
NONPERFORMING ASSETS, Continued
Nonperforming assets increased from $63,112,000 at December 31, 1994 to
$80,714,000 at September 30, 1995. The increase was primarily attributable to a
specific borrower involved in three different commercial loans (collateralized
by real estate) and one real estate loan totalling $10.1 million which were
placed on nonaccrual status during the second quarter of 1995. The remaining
increase was due to various commercial and real estate-residential loans being
placed on nonaccrual status during the first nine months of 1995.
The increase in other real estate owned from $4,160,000 at December 31, 1994 to
$8,610,000 at September 30, 1995 was primarily attributable to the foreclosure
on a real estate-construction loan with a carrying value of $4,433,000 in the
first quarter of 1995.
Loans and leases past due 90 days or more and still accruing interest totalled
$41,916,000 at September 30, 1995, an increase of 25.6% from December 31, 1994.
The increase was primarily due to the addition of 12 commercial loans totalling
$14.5 million and two real estate - commercial loans totalling $3.8 million,
offset by four commercial loans totalling $9.5 million which were placed on
nonaccrual status at September 30, 1995. All of the loans which are past due 90
days or more and still accruing interest are in management's judgment adequately
secured and in the process of collection.
In recent years, the level of the Company's nonperforming assets and charge-offs
has been adversely affected by the prolonged economic downturn in Hawaii and
related weakness in the local real estate market. Although the Company believes
that the Hawaii economy has begun to show signs of improvement, and certain
local real estate sectors evidence signs of having stabilized, the effects of
the economic downturn may continue to affect the level of nonperforming assets
and related charge-offs in future periods.
13
15
DEPOSITS
The following table sets forth the average balances and the average rates paid
on deposits for the periods indicated:
QUARTER ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30,
------------------------------------------ ------------------------------------------
1995 1994 1995 1994
------------------- ------------------- ------------------- -------------------
AVERAGE AVERAGE Average Average AVERAGE AVERAGE Average Average
BALANCE RATE (1) Balance Rate (1) BALANCE RATE (1) Balance Rate (1)
------- -------- ------- -------- ------- -------- ------- --------
(dollars in thousands)
Interest-bearing demand $ 1,073,080 2.72% $ 1,105,142 2.21% $ 1,083,294 2.75% $ 1,164,714 2.02%
Savings 1,065,007 2.76 1,269,977 1.80 1,093,783 3.04 1,292,044 1.95
Time 2,155,263 5.33 1,835,559 3.91 2,168,470 5.22 1,736,599 3.72
----------- ----------- ----------- -----------
Total interest-bearing deposits 4,293,350 4.04 4,210,678 2.83 4,345,547 4.06 4,193,357 2.70
Noninterest-bearing demand 829,606 -- 860,221 -- 828,047 -- 888,603 --
----------- ----------- ----------- -----------
Total deposits $ 5,122,956 3.39% $ 5,070,899 2.35% $ 5,173,594 3.41% $ 5,081,960 2.23%
=========== =========== =========== ===========
(1) Annualized.
Average deposits for the nine months ended September 30, 1995 increased $81.6
million, or 1.6%, over the same period in 1994. For the current quarter,
average deposits increased $52.1 million, or 1.0%, as compared to the second
quarter of 1994. Various deposit product programs initiated by the Company in
1995 which increased the overall interest rates paid on time certificates of
deposits, contributed to the increases in average deposits.
14
16
PROVISION AND ALLOWANCE FOR LOAN AND LEASE LOSSES
The following table sets forth the activity in the allowance for loan and lease
losses for the periods indicated:
QUARTER ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
---------------------------- ----------------------------
1995 1994 1995 1994
---------- ---------- ---------- ----------
(dollars in thousands)
Loans and leases outstanding (end of period) $5,224,243 $5,278,372 $5,224,243 $5,278,372
========== ========== ========== ==========
Average loans and leases outstanding $5,236,441 $5,162,097 $5,528,719 $5,096,888
========== ========== ========== ==========
Allowance for loan and lease losses summary:
Balance at beginning of period $ 61,200 $ 61,873 $ 61,250 $ 62,253
---------- ---------- ---------- ----------
Loans and leases charged off:
Commercial, financial and agricultural 2,632 1,149 4,387 4,257
Real estate:
Construction -- 4,240 828 6,445
Commercial 1,212 350 2,268 975
Residential 769 55 1,284 582
Consumer 2,027 1,700 5,544 4,705
Lease financing 241 -- 241 --
---------- ---------- ---------- ----------
Total loans and leases charged off 6,881 7,494 14,552 16,964
---------- ---------- ---------- ----------
Recoveries on loans and leases charged off:
Commercial, financial and agricultural 308 254 377 1,140
Real estate:
Construction 5 37 11 242
Commercial 2 1 4 3
Residential 1 50 18 93
Consumer 349 381 1,191 1,200
Lease financing -- 10 4 14
---------- ---------- ---------- ----------
Total recoveries on loans and leases
charged off 665 733 1,605 2,692
---------- ---------- ---------- ----------
Net charge-offs (6,216) (6,761) (12,947) (14,272)
Provision charged to expense 10,699 6,548 17,380 13,679
---------- ---------- ---------- ----------
Balance at end of period $ 65,683 $ 61,660 $ 65,683 $ 61,660
========== ========== ========== ==========
Net loans and leases charged off to
average loans and leases .47%(1) .52%(1) .31%(1) .37%(1)
Net loans and leases charged off to
allowance for loan and lease losses 37.55%(1) 43.50%(1) 26.35%(1) 30.95%(1)
Allowance for loan and lease losses to
total loans and leases (end of period) 1.26% 1.17% 1.26% 1.17%
Allowance for loan and lease losses to
nonperforming loans and leases (end of period):
Excluding 90 days or more past due
accruing loans and leases 91.09% 105.35% 91.09% 105.35%
Including 90 days or more past due
accruing loans and leases 57.61% 65.65% 57.61% 65.65%
(1) Annualized.
15
17
PROVISION AND ALLOWANCE FOR LOAN AND LEASE LOSSES, CONTINUED
For the first nine months of 1995, the provision for loan and lease losses was
$17,380,000, an increase of $3,701,000, or 27.1%, as compared to the same
period in 1994. The provision for loan and lease losses was $10,699,000 for
the third quarter of 1995, an increase of $4,151,000, or 63.4%, over the same
period in 1994. These increases reflect the Company's evaluation of economic
conditions and trends in Hawaii (in particular, the relatively slow improvement
in the Hawaii economy) the increase in net charge-offs and higher levels of
nonperforming assets that the Company has been experiencing, and the
significant loan growth that the Company has had over the past several years.
Based on these continuing factors, the Company's near-term goal is to increase
the allowance for loan and lease losses to 1.50% of total loans and leases.
Net charge-offs for the first nine months of 1995 were $12,947,000, a decrease
of $1,325,000, or 9.3%, as compared to the same period in 1994. Net charge-offs
for the third quarter of 1995 were $6,216,000 compared to $6,761,000 for the
same period a year ago.
The allowance for loan and lease losses decreased to 91.09% of nonperforming
loans and leases at September 30, 1995 (excluding 90 days past due accruing
loans and leases) from 105.35% at September 30, 1994, reflecting the increase in
nonperforming loans and leases in the first nine months of 1995 as compared to
the first nine months of the prior year. In management's judgment, the
allowance for loan and lease losses is adequate to absorb potential losses
currently inherent in the portfolio, however, changes in prevailing economic
conditions in the Company's markets could result in changes in the level of
nonperforming assets and charge-offs in future periods and, accordingly, changes
in the allowance for loan and lease losses.
NONINTEREST INCOME
Exclusive of securities transactions, noninterest income totalled $72,142,000
and $27,460,000 for the first nine months and third quarter of 1995,
respectively, an increase of 10.8% and 30.3%, respectively, over the same
periods in 1994.
Trust income decreased $188,000, or 1.1%, for the first nine months of 1995
compared to the same period in 1994. However, trust income increased $297,000,
or 5.7%, for the third quarter of 1995 as compared to 1994.
Service charges on deposit accounts remained relatively constant for the first
nine months of 1995 compared to the same period in 1994. Service charges on
deposit accounts decreased $217,000, or 3.6%, in the third quarter of 1995 as
compared to the same period a year ago. This decrease was partly attributable
to lower fees on analyzed accounts.
Other service charges and fees increased $2,883,000, or 12.3%, and $1,739,000,
or 22.3%, for the first nine months and third quarter of 1995, respectively,
over the same periods in 1994. These increases were primarily the result of
increases in merchant discount fees and commissions from annuity sales.
Other noninterest income increased $4,200,000, or 69.4%, and $4,569,000 or
237.1%, for the first nine months and third quarter of 1995, respectively, over
the same periods in 1994. These increases were primarily due to insurance
recoveries and reversal of accruals totalling $4,700,000 related to losses
(which were recognized in the fourth quarter of 1994) attributable to
investments made in the trust area that were outside of the clients' express
investment guidelines. The year to date increase was offset in part by an
advisory fee of $477,000 recognized in 1994.
NONINTEREST EXPENSES
Noninterest expenses totalled $185,137,000 for the first nine months of 1995, an
increase of .9%, over the same period in 1994. Noninterest expenses totalled
$61,457,000 for the third quarter of 1995, an increase of $968,000, or 1.6%,
compared to the same period a year ago.
Total salaries and wages increased $737,000, or 1.1%, and $937,000, or 4.1%, for
the first nine months and third quarter of 1995, respectively, over the same
periods in 1994.
Employee benefits decreased $639,000, or 3.0%, for the first nine months of 1995
compared to the same period a year ago. The decrease was due to lower expenses
related to various employee benefit and incentive accounts. In the third
quarter of 1995, employee benefits increased $520,000, or 7.5%, over the same
period in 1994. The increase was due to lower expenses related to pension,
profit sharing, and incentive awards in the third quarter of 1994.
16
18
NONINTEREST EXPENSES, Continued
Occupancy expense for the first nine months and third quarter of 1995 increased
$1,778,000, or 10.2%, and $387,000, or 6.6%, respectively, over the same periods
in 1994. The increases primarily result from higher depreciation, insurance and
rental expenses. The increases in depreciation and insurance expenses were
primarily attributable to the construction of a new five-story, 75,000 square
foot office building, including a branch, on property owned in fee simple in
Maite, Guam in late 1994.
Equipment expense decreased $420,000 and $565,000, or 2.3% and 9.2%, for the
first nine months and third quarter of 1995, respectively, compared to the same
period in 1994. These decreases are attributed to completion of the Company's
migration from a Unisys to IBM information technology platform and improvements
in the delivery and processing systems in 1995.
Exclusive of: (1) the Federal Deposit Insurance Corporation's (the "FDIC")
insurance refund plus interest of $2,774,000 received this September for the
period June to September 1995 as a result of the reduction in the assessment
rate from 23 cents to 4 cents per $100 effective June 1, 1995; (2) the write-off
of the residual values of $620,000 related to the early termination of certain
leveraged leases in the second quarter of 1995; and (3) the loss on disposition
of certain other real estate owned of $1,409,000 in the second quarter of 1994,
other noninterest expenses for the first nine months and third quarter of 1995,
increased $3,773,000 and $2,463,000, or 6.7% and 13.2%, respectively, over the
same periods in 1994. The increases were primarily a result of higher software
depreciation expense in connection with the above mentioned migration from
Unisys to IBM and interchange fees.
In addition, current legislative discussion associated with the
undercapitalized Savings Association Insurance Fund ("SAIF") could potentially
result in a one-time assessment to the Company's SAIF-insured deposits.
Although uncertain, the timing of the assessment may be as early as the fourth
quarter of 1995. The pre-tax cost to the Company is estimated to be
approximately $3,500,000 (based on an assessment rate of 85 cents per $100),
which would partially offset the aforementioned benefit of the FDIC premium
reduction for the second half of 1995.
INCOME TAXES
The Company's effective income tax rate (exclusive of the tax equivalent
adjustment) for the first nine months and third quarter of 1995 was 35.5% and
35.1%, respectively, as compared to 35.0% and 34.8%, respectively, for the same
periods in 1994.
17
19
LIQUIDITY AND CAPITAL
Stockholders' equity was $648,312,000 at September 30, 1995, a 3.2% increase
over $627,944,000 at December 31, 1994. Average stockholders' equity
represented 8.7% of average total assets for the third quarter of 1995 compared
to 8.8% in the same quarter last year. There was no significant change in the
Company's liquidity position during the third quarter of 1995.
The following tables present the Company's regulatory capital position at
September 30, 1995:
RISK-BASED CAPITAL RATIOS
AMOUNT RATIO
---------- -------
(dollars in thousands)
Tier 1 Capital $ 568,306 9.28%
Tier 1 Capital minimum requirement (1) 244,895 4.00
---------- -----
Excess $ 323,411 5.28%
========== =====
Total Capital $ 733,989 11.99%
Total Capital minimum requirement (1) 489,791 8.00
---------- -----
Excess $ 244,198 3.99%
========== =====
Risk-weighted assets $6,122,382
==========
LEVERAGE RATIO
AMOUNT RATIO
---------- -------
(dollars in thousands)
Tier 1 Capital to average quarterly total assets
(net of certain intangibles)
Tier 1 Leverage Ratio $ 568,306 7.73%
Minimum leverage requirement (2) 220,490 3.00
---------- ----
Excess $ 347,816 4.73%
========== ====
Average quarterly total assets (net of certain intangibles) $7,349,651
==========
(1) Risk-based capital guidelines as established by the Federal Reserve Board
for bank holding companies require minimum Tier 1 and Total capital ratios
of 4% and 8%, respectively.
(2) The Leverage Ratio of 3% is the minimum requirement for the most highly
rated banking organizations which are not experiencing or anticipating
significant growth. According to the Federal Reserve Board, other banking
organizations are expected to maintain leverage ratios of at least one to
two percent higher.
The Board of Directors (the "Board") has authorized the total repurchase of up
to 1.6 million shares, or five percent of the Company's approximately 32
million shares outstanding, to be held by the Company or used for corporate
purposes as designated by the Board. During the first nine months of 1995, the
Company acquired 377,912 shares at an average price of $27.09 under these
authorizations. These purchases are not expected to have a material effect on
the Company's liquidity, financial position or results of operations.
18
20
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit 12 Statement regarding computation of ratios.
Exhibit 27 Financial data schedule
(b) Reports on Form 8-K - No reports on Form 8-K were filed during
the quarter ended September 30, 1995.
19
21
SIGNATURES
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, thereunto duly authorized.
FIRST HAWAIIAN, INC.
(REGISTRANT)
Date November 13, 1995 By /s/ HOWARD H. KARR
-------------------------- -----------------------------------
HOWARD H. KARR
EXECUTIVE VICE PRESIDENT AND TREASURER
(PRINCIPAL FINANCIAL OFFICER)
20
22
EXHIBIT INDEX
EXHIBIT PAGE NUMBER IN
NUMBER DESCRIPTION QUARTERLY REPORT ON FORM 10-Q
- ------- ----------- -----------------------------
12 Statement regarding computation of ratios. 22
27 Financial data schedule 23