8-K 1 form8k.htm HIBERNIA CORPORATION'S 2004 4TH QUARTER EARNINGS RELEASE

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):         January 19, 2005

Hibernia Corporation
(Exact name of registrant as specified in its charter)

Louisiana
(State or other
jurisdiction of
incorporation)

1-10294      
(Commission
File Number)
72-0724532
(IRS Employer
Identification No.)
313 Carondelet Street, New Orleans, Louisiana 70130
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (504) 533-3333

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[   ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[   ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[   ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[   ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition.

        On January 19, 2005, Hibernia Corporation issued a news release dated January 19, 2005, announcing its financial results for the quarter and year ended December 31, 2004. A copy of the news release and supplemental financial tables for the quarter and year ended December 31, 2004 are furnished as exhibits hereto and incorporated by reference into this Item 2.02.

Item 7.01. Regulation FD Disclosure.

        On January 19, 2005, Hibernia Corporation issued a news release dated January 19, 2005, announcing its financial results for the quarter and year ended December 31, 2004. The news release also includes guidance. A copy of the news release and supplemental financial tables for the quarter and year ended December 31, 2004 are furnished as exhibits hereto and incorporated by reference into this Item 7.01.

Item 9.01. Financial Statements and Exhibits.

        (c)        The exhibits listed below are being furnished in connection with Items 2.02 and 7.01 hereof as a part of this current report on Form 8-K.

Exhibit No.        Description

99.1                    News Release issued by the Registrant on January 19, 2005

99.2                    Supplemental Financial Tables for the Quarter and Year Ended December 31, 2004

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 hereunto duly authorized.




Date: January 19, 2005
HIBERNIA CORPORATION
(Registrant)

By: /s/ Cathy E. Chessin
Cathy E. Chessin
Executive Vice President, Secretary and
Corporate Counsel


EXHIBIT INDEX

Exhibit No.        Description

99.1                    News Release issued by the Registrant on January 19, 2005

99.2                    Supplemental Financial Tables for the Quarter and Year Ended December 31, 2004

Exhibit 99.1

NEWS RELEASE––HIBERNIA

MEDIA INQUIRIES: INVESTOR INQUIRIES: FOR IMMEDIATE RELEASE
Steven Thorpe--Vice President, Trisha Voltz--Senior Vice President Jan. 19, 2005
Public Relations and Manager, Investor Relations
Office: (504) 533-2753 Office: (504) 533-2180
E-mail: sthorpe@hibernia.com E-mail: tvoltz@hibernia.com

Hibernia’s 2004 Earnings Grow 13% to Record $293 Million;
Texas Expansion Continues; Assets Top $22 Billion


        NEW ORLEANS – Hibernia Corporation today reported 2004 net income of $293.0 million, up 13% from $258.3 million a year earlier. Earnings per common share (EPS) and EPS assuming dilution for 2004 were $1.90 and $1.86, respectively, up 14% and 13% from $1.67 and $1.64 a year earlier.

        Fourth-quarter 2004 net income totaled $77.1 million, up 8% from $71.5 million a year earlier. EPS and EPS assuming dilution for fourth-quarter 2004 were $0.50 and $0.49, up 6% and 7% from $0.47 and $0.46.

        During 2004, Hibernia’s assets exceeded $22 billion for the first time. The company maintained a strong balance sheet and made additional improvements in sales and service. Asset quality remained strong, and investments for future growth coupled with expense management continued to be a key focus. Hibernia significantly strengthened its position in Texas, completing a merger with $2.7-billion Coastal Bancorp, Inc., in the second quarter. Expenses related to the merger totaled $6.4 million. Also in 2004, Hibernia opened 12 new offices as part of a branch-building program in Dallas-Fort Worth and Houston.

        “We’re pleased with 2004 results and enthusiastic about our opportunities for more success in 2005,” said President and CEO Herb Boydstun. “The Coastal merger was the largest in our history. It also created a much larger presence in Houston and provided entry into the Rio Grande Valley, Austin, Corpus Christi and other attractive Texas markets. The operational conversion went very smoothly, and we’ve made good progress from a sales standpoint since June.

        “Complementing the merger was our branch-building program, which has improved our reach in Dallas, Fort Worth and Houston,” Boydstun said. Sales results from these new offices have exceeded initial expectations. At the same time, he pointed out, “the company continued to leverage strengths that have made us Louisiana’s deposit market share leader, strengths that include service, products, delivery systems and brand.”

        Hibernia’s lending discipline, coupled with actions in 2004 to mitigate earnings volatility, exemplify how the company has worked to operate in a careful, cautious and conservative manner, Boydstun said. In third-quarter 2004, Hibernia sold most of its approximately $10-billion third-party residential mortgage servicing portfolio to CitiMortgage, Inc., eliminating the volatility associated with the sold portfolio. Hibernia is servicing those loans until the mortgage files are transferred, expected to occur in first-quarter 2005. Hibernia will continue to originate home loans, maintain its adjustable rate mortgages and sell the servicing rights for fixed-rate first mortgage loans.

        The sale of the residential mortgage servicing portfolio resulted in a net loss of approximately $1.9 million. This includes associated expenses of $3.8 million and a fourth-quarter increase of $926,000 in original loss estimates. The increase in the loss resulted from higher-than-expected prepayments of loans in the sold portfolio during the first 90 days after the sale.

        In addition to expenses related to the Coastal merger and the sale of the residential mortgage servicing portfolio, results for 2004 include: non-cash income of $14 million in the first half of the year related to the net reversal of a portion of the reserve for temporary impairment of mortgage servicing rights and net losses, including writedowns due to other-than-temporary impairment, of $20.3 million in investment securities.

Summary of financial performance

        Loans at Dec. 31, 2004, were $15.7 billion, up 22% from $12.9 billion a year earlier. Coastal contributed approximately $2 billion in loans on the May 13 merger date. Excluding loans added from Coastal, loans in 2004 grew approximately 7% from a year earlier. Hibernia continues to expect similar loan growth in 2005.

        Loans at year-end 2004 were up 1% from the end of the third quarter. Consumer loans were up 1%, and commercial loans increased 9%, while small-business loans were down 5% from Sept. 30, 2004. The growth in commercial loans and decline in small-business loans reflect the transfer of approximately $275 million of larger small-business loans to the commercial portfolio in fourth-quarter 2004.

        Deposits at Dec. 31, 2004, totaled $17.4 billion, up 23% from $14.2 billion a year earlier and up 4% from $16.7 billion at Sept. 30, 2004. Coastal contributed approximately $1.7 billion in deposits on the merger date. Excluding Coastal’s deposits, 2004 deposits grew approximately 11% from a year earlier. Hibernia continues to expect deposit growth for 2005 to be approximately 8%.

        The information above regarding loans and deposits contains some non-GAAP comparisons, which management believes will help investors better understand the impact of the Coastal acquisition. Reconciling tables for selected financial data can be found on the company’s Internet site (www.hibernia.com/earnings).

        Revenue for 2004 totaled $1.2 billion, up 13% from 2003.

        Net interest income for full-year and fourth-quarter 2004 totaled $750.7 million and $195.9 million, respectively, both up 12% from year-earlier periods. In third-quarter 2003, net interest income included $20.7 million in expenses associated with prepayment of a $300 million Federal Home Loan Bank (FHLB) advance and termination of a related interest-rate swap.

        The net interest margin for 2004 was 3.98%, compared to 4.16% for 2003. The 2003 net interest margin was negatively impacted 13 basis points by the prepayment of the FHLB advance and termination of the related interest-rate swap. The decline in the 2004 net interest margin resulted from a combination of the Coastal merger and a flatter yield curve as earning assets continued to reprice downward in the low interest rate environment. The fourth-quarter 2004 net interest margin was 3.90%, unchanged from third-quarter 2004 and down from 4.27% a year earlier. Based on management’s current assumptions of interest rates and balance sheet items, the company continues to expect the net interest margin to remain relatively flat in 2005.

        Noninterest income for full-year and fourth-quarter 2004 totaled $387.4 million and $101.9 million, respectively, up 11% and 30% from year-earlier periods. Service charges on deposits, card-related fees, mortgage-banking income and investment-banking fees contributed to the growth for both periods. Included in totals for 2004 and 2003 are net securities transactions and activity related to the valuation of mortgage servicing rights.

        Noninterest expense for full-year and fourth-quarter 2004 totaled $640.1 million and $167.9 million, respectively, up 13% and 28% from year-earlier periods. These increases resulted primarily from the addition of Coastal and the 12 new Texas branches opened during 2004. Included in 2004 noninterest expense are the previously mentioned $6.4 million in Coastal merger-related expenses. A detailed breakout of Coastal merger-related expenses can be found in Hibernia’s supplemental financial tables at www.hibernia.com/earnings. In 2003, noninterest expense included a third-quarter $9.6 million valuation adjustment of an energy asset reclassified from the private-equity portfolio to other foreclosed assets. Hibernia currently expects to sell this asset in first-quarter 2005. Also included in 2003 noninterest expense is a second-quarter charge of $5.2 million associated with a reduction in force.

Asset quality

        Hibernia maintained prudent loan underwriting standards throughout 2004, which contributed to another year of good asset quality.

o   The provision for loan losses was $48.3 million for the year, down 20% from $60.1 million in 2003, and $12.0 million for the fourth quarter, down 10% from $13.3 million a year ago and down 2% from $12.3 million for third-quarter 2004.

o   Net charge-offs for the year were $48.8 million, down 18% from $59.5 million in 2003, and $13.7 million for the fourth quarter, up 3% from $13.3 million a year earlier and up 13% from $12.1 million for third-quarter 2004.

o   The net charge-off ratio for 2004 was 0.34%, compared to 0.50% for 2003. The annualized net charge-off ratio for the fourth quarter was 0.35%, compared to 0.43% a year earlier and 0.31% for third-quarter 2004. By category, net charge-off ratios were: consumer, 0.46%, compared to 0.56% and 0.44%; commercial, 0.13%, compared to 0.09% and -0.06%; and small-business, 0.33%, compared to 0.46% and 0.41%.

o   Nonperforming assets at the end of 2004 were $77.8 million, compared to $67.8 million a year earlier and $75.7 million at Sept. 30, 2004; nonperforming loans were $65.1 million, compared to $55.6 million and $64.3 million.

o   The nonperforming asset ratio at Dec. 31, 2004, was 0.49%, compared to 0.53% and 0.49%; the nonperforming loan ratio was 0.41%, compared to 0.43% and 0.41%.

o   Reserve coverage of nonperforming loans was 350% at Dec. 31, 2004, compared to 384% and 366%; reserve coverage of total loans was 1.45%, compared to 1.66% and 1.52%.

Texas expansion

        The Coastal merger and the Texas branch-building program more than doubled the number of Hibernia Texas locations in 2004 to more than 100, or approximately one-third of Hibernia’s total locations. The Coastal merger added 43 branches, and Hibernia opened an additional 12 locations in 2004. Hibernia plans to open approximately 20 new branches in Houston and Dallas-Fort Worth in 2005. The board of directors has authorized an additional $150 million to extend the de novo program beyond 2005. This will bring the company’s total investment in the program since it began in 2003 to $250 million. By the end of 2007, the company expects to have opened approximately 70 offices as part of the de novo program.

        “Based on the initial results of our new offices, we believe the Texas de novo program is a good use of our capital,” Boydstun said. In 2004, the net loss related to the de novo program for commercial and retail offices totaled approximately $0.05 per diluted share after tax, and as we accelerate the program, we expect it to have an expense impact that is somewhat higher in 2005. We’ll also continue to look at acquisition opportunities in 2005.” Details of the Texas de novo program costs can be found in Hibernia’s supplemental financial tables at www.hibernia.com/earnings. Management believes this information will help investors better understand the company’s Texas de novo program.

Additional information

        Other results at Dec. 31, 2004, compared to a year earlier, include the following:

o   Assets: $22.3 billion, up 20% from $18.6 billion at Dec. 31, 2003.

o   Leverage ratio: 7.51%, compared to 8.65% a year earlier. The decline resulted from the acquisition of Coastal and was in line with management’s expectations.

o   Stock repurchase: Hibernia repurchased 2.9 million shares of its common stock in 2004, including 266,000 shares in the fourth quarter.

        Boydstun pointed out that Hibernia’s 2005 plan is designed to achieve the company’s mission of growing earnings 8% to 10% annually. The company currently anticipates first-quarter 2005 gains from two events: the sale of the previously mentioned energy asset and the merger of the PULSE and Discover networks. The company will continue as a participant in PULSE. These gains could total up to $0.08 per diluted share after tax. The company also currently anticipates that it will expense options beginning in third-quarter 2005. Had the company expensed options in 2004, the impact would have totaled $0.05 per diluted share after tax. Management expects a similar impact for full-year 2005. However, the company has not yet decided whether it will retroactively apply the new accounting provisions. Neither the expensing of options nor the income from these gains is included in Hibernia’s 2005 earnings guidance.

        For supplemental financial tables, go to www.hibernia.com/earnings. A live listen-only audio Webcast of management’s conference call with analysts and the media will be available beginning at 1 p.m. CT today on hibernia.com. The conference also will be available in archived format at the same address through Jan. 31.

        Hibernia is on Forbes magazine’s list of the world’s 2,000 largest companies and Fortune magazine’s list of America’s top 1,000 companies according to annual revenue. Hibernia has $22.3 billion in assets and 314 locations in 34 Louisiana parishes and 34 Texas counties. Hibernia Corporation’s common stock (HIB) is listed on the New York Stock Exchange.


Statements in this report that are not historical facts should be considered forward-looking statements with respect to Hibernia. Forward-looking statements of this type speak only as of the date of this report. By nature, forward-looking statements involve inherent risk and uncertainties. Various factors, including, but not limited to, unforeseen local, regional, national or global events, economic conditions, asset quality, interest rates, loan demand, changes in business or consumer spending, borrowing or savings habits, deposit growth, adequacy of the reserve for loan losses, competition, stock price volatility, government monetary policy, anticipated expense levels, changes in laws and regulations, the level of success of the Company’s asset/liability management strategies as well as its marketing, product development, sales and other strategies, the effect of changes in accounting policies and practices, as may be adopted by the regulatory agencies as well as the Financial Accounting Standards Board and other accounting standard setters, the costs and effects of litigation and of unexpected or adverse outcomes in such litigation, unexpected costs or issues in its expansion or acquisition plans and changes in the assumptions used in making the forward-looking statements, could cause actual results to differ materially from those contemplated by the forward-looking statements and could impact Hibernia’s ability to achieve the goals described in its mission statement. Hibernia undertakes no obligation to update or revise forward-looking statements to reflect subsequent circumstances, events or information or for any other reason.


FINANCIAL INFORMATION                  
(Unaudited)  
SUMMARY OF OPERATIONS  
($ in thousands, except per-share data)  
THREE   MONTHS   ENDED YEAR     ENDED

  December 31 December 31 September 30 December 31 December 31  
    2004         2003         CHANGE   2004         CHANGE   2004         2003         CHANGE  

  Interest income  $ 272,936   $ 225,074   21 % $ 261,558   4 % $ 1,002,433   $ 910,305   10 %
  Interest expense  77,065   49,638   55   69,719   11   251,760   239,552   5  





      Net interest income  195,871   175,436   12   191,839   2   750,673   670,753   12  
  Provision for loan losses  12,000   13,300   (10 ) 12,250   (2 ) 48,250   60,050   (20 )





      Net interest income after provision  183,871   162,136   13   179,589   2   702,423   610,703   15  





  Noninterest income: 
      Service charges on deposits  48,047   42,519   13   48,115   --   181,684   157,748   15  
      Card-related fees  16,230   11,713   39   15,994   1   60,074   47,923   25  
      Mortgage banking  6,053   980   518   5,701   6   34,845   26,506   31  
      Retail investment fees  6,634   6,914   (4 ) 7,887   (16 ) 30,357   27,241   11  
      Trust fees  5,381   5,981   (10 ) 5,839   (8 ) 23,273   23,520   (1 )
      Insurance  4,344   3,940   10   4,808   (10 ) 18,725   18,181   3  
      Investment banking  6,206   3,101   100   5,017   24   18,660   12,460   50  
      Other service, collection and exchange charges  5,228   5,220   --   5,585   (6 ) 21,438   19,933   8  
      Other operating income  3,750   10,202   (63 ) 4,992   (25 ) 18,714   23,382   (20 )
      Securities gains (losses), net  43   (12,152 ) 100   153   (72 ) (20,344 ) (6,811 ) (199 )





            Noninterest income  101,916   78,418   30   104,091   (2 ) 387,426   350,083   11  





  Noninterest expense: 
      Salaries and employee benefits  88,150   67,520   31   87,347   1   336,392   296,127   14  
      Occupancy and equipment  22,271   17,449   28   22,035   1   83,597   70,657   18  
      Data processing  9,337   8,492   10   9,540   (2 ) 38,128   35,922   6  
      Advertising and promotional expense  7,267   5,484   33   8,350   (13 ) 31,698   23,710   34  
      Stationery and supplies, postage and telecommunications   7,307   5,976   22   7,318   --   28,623   25,109   14  
      Amortization of purchase accounting intangibles   1,826   1,191   53   1,904   (4 ) 6,442   5,055   27  
      Foreclosed property expense, net  (911 ) 160   (669 ) (493 ) (85 ) (1,619 ) 9,867   (116 )
      Other operating expense  32,672   25,333   29   30,350   8   116,870   97,936   19  





            Noninterest expense  167,919   131,605   28   166,351   1   640,131   564,383   13  





  Income before income taxes and minority interest  117,868   108,949   8   117,329   --   449,718   396,403   13  
  Income tax expense  40,746   37,456   9   40,823   --   156,688   138,067   13  
  Minority interest, net of income tax expense  5   --   --   40   (88 ) 76   --   --  





  Net income  $   77,117   $   71,493   8 %   $   76,466   1 % $    292,954   $ 258,336   13 %





  Net income per common share  $       0.50   $       0.47   6 %   $       0.50   -    % $          1.90   $       1.67   14 %
  Net income per common share - assuming dilution  $       0.49   $       0.46   7 %   $       0.49   -    % $          1.86   $       1.64   13 %
  Return on average assets  1.41 % 1.59 % (18) bp 1.44 % (3) bp 1.43 % 1.45 % (2) bp
  Return on average equity  16.18 % 16.48 % (30) bp 16.40 % (22) bp 15.85 % 15.08 % 77 bp