EX-99.1 2 dex991.htm PRESS RELEASE Press release

Exhibit 99.1

 

Calabasas, California (Business Wire) – March 9, 2005 – Beverly Hills Bancorp Inc. (the “Company” or “BHBC”) (NASDAQ-NNM:BHBC), the parent company of First Bank of Beverly Hills, F.S.B., reported consolidated net income for the year ended December 31, 2004 of $25.6 million, or $1.20 per diluted share, compared with $6.9 million, or $0.34 per diluted share, for the year ended December 31, 2003.

 

Income from continuing operations, excluding the gain on the sale of the Company’s loan servicing subsidiary (see “Sale of Wilshire Credit Corporation” below), was $14.6 million, or $0.68 per diluted share, for the year ended December 31, 2004, compared with $3.4 million, or $0.17 per diluted share, for the year ended December 31, 2003. The Company’s 2004 income from continuing operations includes an income tax provision of $3.9 million, substantially all of which will not be due and payable, as the Company utilized its net operating loss and capital loss carryforwards and a deduction for the exercise of nonqualified stock options.

 

Largely as a result of the Company’s reduced income tax liability for 2004, its net cash flows from continuing operations totaled $22.6 million ($1.06 per diluted share), or approximately $8.0 million more than its reported income from continuing operations. Including the proceeds from the sale of its subsidiary, the Company generated approximately $71 million in free cash flow in 2004, reducing its reliance on external sources for funding to support the continued growth of First Bank of Beverly Hills.

 

The Company’s consolidated stockholders’ equity increased by $44.7 million in 2004 to $170.1 million, or $7.93 book value per diluted share. This increase reflects the Company’s net income for the year and the issuance of additional shares of common stock pursuant to the exercise of stock options, partially offset by cash dividends of $7.9 million on the Company’s common stock and net after-tax unrealized losses of $1.5 million on the Company’s portfolio of available-for-sale securities and hedging instruments.

 

The increase in stockholders’ equity in 2004 also reflects the realization of significant tax benefits during the year. The Company recorded a tax benefit of $3.2 million from the exercise of nonqualified stock options, and an additional $22.1 million in deferred tax benefits resulting from a reduction in the valuation allowance applicable to the Company’s deferred tax asset. Since these deferred tax benefits relate to losses generated prior to the Company’s 1999 reorganization, their recognition was recorded as a direct increase to stockholders’ equity, and not as a reduction to income tax expense in the consolidated statement of operations.

 

Sale of Wilshire Credit Corporation

 

On April 30, 2004, the Company completed the sale of its wholly-owned loan servicing subsidiary, Wilshire Credit Corporation (“WCC”), to Merrill Lynch Mortgage Capital Inc. (“Merrill Lynch”), a division of Merrill Lynch & Co., New York, NY. The Company realized net proceeds on the sale of approximately $48.2 million, and recorded a gain of $18.0 million before taxes.

 

As a result of the sale of WCC, the Company has presented WCC’s operating results under the caption “Discontinued operations,” separate and apart from “Income from continuing operations” in the Company’s consolidated statements of operations for the years ended December 31, 2004, 2003 and 2002.


Consolidated Financial Highlights

 

The following tables present selected consolidated financial information for the Company for the years and as of the dates indicated:

 

Operating Data:

 

     Year Ended December 31,

 
     2004

    2003

    2002

 
     (Dollars in thousands, except per-share data)  

Net income

   $ 25,577     $ 6,887     $ 1,962  

Earnings per share – diluted

     1.20       0.34       0.10  

Income from continuing operations

     14,554       3,392       884  

Earnings per share from continuing operations – diluted

     0.68       0.17       0.04  

Income from continuing operations before taxes

     18,417       5,931       1,418  

Net interest income

     33,275       21,851       24,093  

Return on average assets

     2.12 %     0.80 %     0.24 %

Return on average equity

     18.49 %     6.55 %     2.05 %

Return on average assets from continuing operations

     1.21 %     0.39 %     0.11 %

Return on average equity from continuing operations

     10.52 %     3.23 %     0.92 %

Efficiency ratio

     45.61 %     75.17 %     92.56 %

 

Balance Sheet Data:

 

     December 31,

     2004

   2003

    

(Dollars in thousands,

except per-share data)

Total assets

   $ 1,338,078    $ 975,282

Stockholders’ equity

     170,139      125,483

Book value per share – diluted

     7.93      6.00

 

The increase in the Company’s income from continuing operations in 2004 as compared with 2003 was due primarily to the following factors:

 

    Consolidated net interest income increased by $11.4 million, reflecting significant lending and investment activity, as well as a higher net interest margin and spread, at the Company’s banking subsidiary;

 

    Consolidated other income increased by $1.4 million; and

 

    Consolidated operating expenses declined by $0.6 million, largely as a result of a decrease in legal costs relating to the defense of former executives.

 

These increases in income were partially offset by a loan loss provision of $0.4 million in 2004, compared with loan loss recaptures of $0.5 million in 2003.

 

The results at the Company’s operating segments were as follows:

 

Banking Operations

 

The Company’s banking subsidiary, First Bank of Beverly Hills, F.S.B. (the “Bank”), recorded pre-tax income of $22.3 million for the year ended December 31, 2004, compared with $11.4 million for the year ended December 31, 2003.

 

The Bank’s highlights for the year 2004 included the following:

 

  The Bank’s net interest income was $32.3 million for 2004, an increase of 62% over the year 2003 results. Average earning-asset volume totaled $1.1 billion for 2004, compared with $777 million for 2003.


  The Bank’s net interest margin increased by 29 basis points, from 2.57% for the year ended December 31, 2003 to 2.86% for the year ended December 31, 2004, reflecting a significant increase in the Bank’s earning-asset portfolio in 2004.

 

  The Bank’s net interest spread increased by 43 basis points, from 2.19% for 2003 to 2.62% for 2004, as the decline in the Bank’s average cost of funds exceeded the decline in yields on its interest-earning assets.

 

  During the year ended December 31, 2004, the Bank originated and purchased an aggregate of $439.0 million in commercial real estate and multi-family mortgage loans, compared with new originations and purchases totaling $289.0 million for the year ended December 31, 2003. Due to an increase in market interest rates in 2004, the Bank’s prepayments on loans declined by $28.8 million compared with the prior year, despite the larger portfolio in 2004.

 

  The Bank purchased $238.4 million of mortgage-backed and other investment securities during the year ended December 31, 2004, compared with purchases of $149.8 million for the year ended December 31, 2003.

 

  The Bank’s compensation expense for the year ended December 31, 2004 increased by $1.5 million over the year 2003 results. This increase reflects an increase in accrued bonuses, primarily as a result of the higher level of loan fundings as compared with the prior year.

 

  In August 2004, the Federal Home Loan Bank of San Francisco (FHLB) raised the Bank’s authorized borrowing limit for FHLB advances from 35% to 40% of the Bank’s total assets as of the previous quarter-end. The Bank’s FHLB advances totaled $474.8 million as of December 31, 2004.

 

  As of December 31, 2004, the Bank’s risk-based capital ratio was 11.9%, exceeding the 10.0% ratio required to be categorized as “well capitalized” by industry standards.

 

The following tables present selected operating and balance sheet data for the Bank for the years and as of the dates indicated:

 

Operating Data:

 

     Year Ended December 31,

 
     2004

    2003

    2002

 
     (Dollars in thousands)  

Net income

   $ 13,027     $ 6,599     $ 4,692  

Income before taxes

     22,268       11,378       8,020  

Net interest income

     32,347       19,938       18,454  

Net interest margin

     2.86 %     2.57 %     2.50 %

Net interest spread

     2.62 %     2.19 %     2.05 %

Return on average assets

     1.12 %     0.83 %     0.62 %

Return on average equity

     13.67 %     8.44 %     6.44 %

Efficiency ratio

     33.42 %     51.37 %     63.77 %

 

Balance Sheet Data:

 

     December 31,

 
     2004

    2003

 
     (Dollars in thousands)  

Total assets

   $ 1,299,196     $ 906,186  

Loans, net of allowance for loan losses

     915,447       610,890  

Deposits

     580,085       473,409  

Equity

     109,785       80,900  

Total assets per employee

     21,653       17,098  

Nonperforming assets to total assets

     0.51 %     0.68 %

Risk-based capital ratio

     11.88 %     12.23 %


Non-Banking Operations

 

The Company’s expenses that are not attributable to its discrete lines of business are recorded at the parent company. These expenses included interest expense on junior subordinated debentures of $1.1 million for the year ended December 31, 2004, compared with $1.0 million for the year ended December 31, 2003. In addition, the Company incurred approximately $0.9 million in litigation defense costs of former management in 2004, compared with $2.6 million in 2003. The Company expects these litigation costs to continue to decline in future periods. The Company in 2004 also recorded $0.6 million in external auditing and consulting expenses related to the implementation of Sarbanes-Oxley Section 404, and expects these implementation costs to continue in 2005.

 

WFC Inc. (“WFC”), the Company’s mortgage investments subsidiary, recorded pre-tax income of $1.5 million for the year ended December 31, 2004, compared with $0.9 million for the year ended December 31, 2003. WFC’s interest income decreased by approximately $0.9 million from 2003 to 2004, primarily as a result of prepayments of the loans securing its portfolio of mortgage-backed securities.

 

Wilshire Credit Corporation, the Company’s former loan servicing subsidiary which was sold to Merrill Lynch on April 30, 2004, recorded pre-tax income of $0.5 million for the four-month period prior to its sale. For the year ended December 31, 2003, WCC’s pre-tax income was $5.7 million. WCC’s results are presented separately under the caption “Discontinued operations” in the Company’s consolidated statements of operations.

 

“In 2004, the Company embarked on becoming a premier, niche-focused, southern California-based lending franchise,” stated Joseph W. Kiley III, the Company’s Chief Executive Officer. “In April of 2004, the Company completed the sale of WCC. During the period following the sale, the Company concentrated on consolidating its operations into its Calabasas location, resulting in cost savings which drove its efficiency ratio down to 46% from 75% in 2003, while generating asset growth of over $360 million. By committing to focus primarily on the operations of the Bank, the Company enters 2005 well-positioned for continued growth and profitability, with excellent asset quality and regular dividends being paid to shareholders.” Kiley continued, “Our goal for 2005 is the continued execution of our efficient growth plan, focusing on income property lending which will generate improved returns for our shareholders.”

 

For further information, please see our website (www.fbbh.com) for our 10-K Report and related communications (available on or before March 16, 2005).

 

This release contains forward-looking statements including financial projections, statements as to the plans and objectives of management for future operations, and statements as to the Company’s future economic performance, financial condition and results of operations. These forward-looking statements are not historical facts but rather are based on current expectations, estimates, and projections about our industry, our beliefs and our assumptions. Words such as “may,” “will,” “anticipates,” “expects,” “intends,” “plans,” “believes,” “seeks” and “estimates” and variations of


these words and similar expressions are intended to identify forward-looking statements. The Company’s actual results may differ materially from those projected in these forward-looking statements as a result of a number of factors, including, but not limited to, the condition of the real estate market, the availability and conditions of financing for loan pool acquisitions, mortgage-backed securities, mortgage loan servicing rights and other financial assets as well as interest rates. Readers of this release are cautioned not to place undue reliance on these forward-looking statements.

 

Contact Information:

 

Joseph W. Kiley III

Chief Executive Officer

(800) 515-1616


BEVERLY HILLS BANCORP INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(Dollars in thousands)

(Unaudited)

 

     December 31,

 
     2004

    2003

 

ASSETS

                

Cash and cash equivalents

   $ 15,526     $ 16,739  

Government agency mortgage-backed securities available for sale, at fair value

     140,777       161,083  

AAA mortgage-backed securities available for sale, at fair value

     166,339       62,160  

Other mortgage-backed securities available for sale, at fair value

     345       1,069  

Investment securities available for sale, at fair value

     13,819       24,086  

Investment securities held to maturity, at amortized cost (fair value of $9,795 and $9,754)

     9,657       9,607  

Loans, net of allowance for loan losses of $7,208 and $6,735

     915,383       610,807  

Discounted loans, net of allowance for loan losses of $3,506 and $32,041

     2,360       3,817  

Stock in Federal Home Loan Bank of San Francisco, at cost

     22,681       12,767  

Real estate owned, net

     1,769       267  

Leasehold improvements and equipment, net

     854       554  

Accrued interest receivable

     5,333       4,215  

Deferred tax asset, net

     36,603       18,054  

Purchased mortgage servicing rights, net

     —         250  

Receivables from other loan servicers

     —         770  

Goodwill, net

     3,054       3,054  

Other intangible assets, net

     129       388  

Prepaid expenses and other assets

     3,449       2,897  

Assets of subsidiary held for sale

     —         42,698  
    


 


TOTAL

   $ 1,338,078     $ 975,282  
    


 


LIABILITIES AND STOCKHOLDERS’ EQUITY

                

LIABILITIES:

                

Noninterest-bearing deposits

   $ 4,473     $ 4,175  

Interest-bearing deposits

     537,487       469,234  

Short-term borrowings

     120,000       88,000  

Accounts payable and other liabilities

     9,750       3,690  

FHLB advances

     474,837       249,337  

Long-term investment financing

     —         681  

Junior subordinated notes payable to trust

     20,619       20,619  

Investor participation liability

     773       1,169  

Liabilities of subsidiary held for sale

     —         12,894  
    


 


Total liabilities

     1,167,939       849,799  
    


 


COMMITMENTS AND CONTINGENCIES

                

STOCKHOLDERS’ EQUITY:

                

Preferred stock, $0.01 par value, 10,000,000 shares authorized, 0 shares outstanding

     —         —    

Common stock, $0.01 par value, 90,000,000 shares authorized, 26,777,554 and 24,491,703 shares issued (including treasury shares of 5,639,368 and 5,626,212)

     268       245  

Additional paid-in capital

     164,740       136,118  

Treasury stock, 5,639,368 and 5,626,212 shares, at cost

     (15,224 )     (15,106 )

Retained earnings

     21,442       3,791  

Accumulated other comprehensive (loss) income

     (1,087 )     435  
    


 


Total stockholders’ equity

     170,139       125,483  
    


 


TOTAL

   $ 1,338,078     $ 975,282  
    


 



BEVERLY HILLS BANCORP INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands, except share data)

(Unaudited)

 

     Year Ended December 31,

 
     2004

    2003

    2002

 

INTEREST INCOME:

                        

Loans

   $ 46,360     $ 34,243     $ 38,054  

Mortgage-backed securities

     12,233       10,190       13,522  

Securities and federal funds sold

     1,176       1,103       1,139  
    


 


 


Total interest income

     59,769       45,536       52,715  
    


 


 


INTEREST EXPENSE:

                        

Deposits

     12,427       11,315       15,683  

Borrowings

     14,067       12,370       12,939  
    


 


 


Total interest expense

     26,494       23,685       28,622  
    


 


 


NET INTEREST INCOME

     33,275       21,851       24,093  

PROVISION FOR (RECAPTURE OF) LOSSES ON LOANS

     351       (539 )     255  
    


 


 


NET INTEREST INCOME AFTER PROVISION FOR (RECAPTURE OF) LOSSES ON LOANS

     32,924       22,390       23,838  
    


 


 


OTHER INCOME (LOSS):

                        

Servicing income

     783       —         —    

Loan and deposit fees and charges

     78       110       127  

Market valuation losses and impairments

     —         (352 )     (3,712 )

Gain (loss) on sales of loans

     20       (66 )     623  

Gain on sale of securities

     418       249       2,258  

Real estate owned, net

     (136 )     (204 )     47  

Investor participation interest

     (593 )     (207 )     (834 )

Other income (loss), net

     662       334       (112 )
    


 


 


Total other income (loss)

     1,232       (136 )     (1,603 )
    


 


 


OTHER EXPENSES:

                        

Compensation and employee benefits

     6,811       6,349       6,651  

Professional fees

     3,637       4,619       4,133  

Occupancy

     851       804       1,079  

FDIC insurance premiums

     476       415       420  

Data processing

     555       457       164  

Insurance

     813       583       501  

Depreciation

     331       692       1,250  

Amortization of intangibles

     259       259       258  

Directors expense

     614       500       623  

Provision for litigation claims

     —         —         3,600  

Other general and administrative expense

     1,392       1,645       2,138  
    


 


 


Total other expenses

     15,739       16,323       20,817  
    


 


 


INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAX PROVISION

     18,417       5,931       1,418  

INCOME TAX PROVISION

     3,863       2,539       534  
    


 


 


INCOME FROM CONTINUING OPERATIONS

     14,554       3,392       884  
    


 


 


INCOME FROM OPERATIONS OF DISCONTINUED SEGEMENT, NET OF INCOME TAX PROVISION OF $195 (2004), $2,231 (2003) AND $191 (2002)

     289       3,495       1,764  

MINORITY INTEREST IN DISCONTINUED SEGEMENT

     —         —         (686 )
    


 


 


INCOME FROM OPERATIONS OF DISCONTINUED SEGMENT, EXCLUDING MINORITY INTEREST

     289       3,495       1,078  

GAIN ON SALE OF SUBSIDIARY, NET OF TAX OF $7,268

     10,734       —         —    
    


 


 


NET INCOME

   $ 25,577     $ 6,887     $ 1,962  
    


 


 


Earnings per share – Basic:

                        

Income from continuing operations

   $ 0.70     $ 0.18     $ 0.05  

Discontinued operations

     0.53       0.19       0.06  
    


 


 


Net income

   $ 1.23     $ 0.37     $ 0.11  
    


 


 


Earnings per share – Diluted:

                        

Income from continuing operations

   $ 0.68     $ 0.17     $ 0.04  

Discontinued operations

     0.52       0.17       0.06  
    


 


 


Net income

   $ 1.20     $ 0.34     $ 0.10  
    


 


 


Weighted average number of shares – Basic

     20,772,752       18,508,892       17,142,561  

Weighted average number of shares – Diluted

     21,376,083       20,193,654       18,866,066