-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JaHcKp8QqvkNq7rW/JKUKkrHgPRENez7dELDjcqVcJAUHou1sgqb82m65sH/aiBh u754ZJ1n8ZofBdSgUXuT2w== 0000944209-99-000386.txt : 19990331 0000944209-99-000386.hdr.sgml : 19990331 ACCESSION NUMBER: 0000944209-99-000386 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990329 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990330 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IMPERIAL BANCORP CENTRAL INDEX KEY: 0000049899 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 952575576 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-08196 FILM NUMBER: 99577293 BUSINESS ADDRESS: STREET 1: 9920 S LA CIENEGA BLVD CITY: INGLEWOOD STATE: CA ZIP: 90301 BUSINESS PHONE: 3104175600 MAIL ADDRESS: STREET 2: PO BOX 92991 CITY: LOS ANGELES STATE: CA ZIP: 90009 8-K 1 FORM 8-K DATED 3/29/1999 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ________________ FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 _______________________________ Date of Report: March 29, 1999 IMPERIAL BANCORP - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) CALIFORNIA 0-7722 95-2575576 - ----------------------------- ----------------- ---------------------------- (State or other jurisdiction (Commission File (IRS Employer Identification of incorporation) Number) Number) 9920 S. LaCienega Blvd. Inglwood, California 90301 - -------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (310) 417-5600 --------------
Items 1-4. Not Applicable. Item 5. Other Events. The attached press releases concern the Corporation's fourth quarter 1998 financial results and the termination of the agreement for the sale of Imperial Bank's stake in Imperial Credit Industries, Inc. (NASDAQ - ICII) Item 6. Not Applicable. Item 7. Exhibits. -------- (99) Press release, dated January 26, 1999, issued by the Corporation Press release, dated March 29, 1999, issued by the Corporation. 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, thereunto duly authorized. IMPERIAL BANCORP By: /s/ Christine M. McCarthy -------------------------- Name: Christine M. McCarthy Title: Executive Vice President and Chief Financial Officer Date: March 29, 1999 -2- EXHIBIT INDEX Exhibit No. Description - ----------- ----------- (99) Press release, dated January 26, 1999, issued by the Corporation. Press release, dated March 29, 1999, issued by the Corporation. -3- EX-99 2 PRESS RELEASE ISSUED BY THE CORPORATION EXHIBIT 99 NEWS RELEASE [LETTERHEAD OF IMPERIAL BANCORP] FOR IMMEDIATE RELEASE - --------------------- CONTACTS: For Investor Inquiries: For Press Inquiries: Christine M. McCarthy Ann Abajian EVP/Chief Financial Officer Kaiser McEuen (310) 417-5667 (310) 479-8999 Karen C. Peterson Bob Galea First Vice President/Manager Senior Vice President Financial Reporting Marketing/Public Relations (310) 338-2606 (310) 338-6111 IMPERIAL BANCORP REPORTS RESULTS FOR 1998 FOURTH QUARTER AND TWELVE MONTHS Normalized earnings increase 43 percent for the year Nonaccrual and restructured loans decline 31 percent from third quarter 1998 LOS ANGELES, California (January 26, 1999) -- Imperial Bancorp (NYSE: IMP) (the "Company"), parent company of Imperial Bank, today reported fourth quarter 1998 net income of $16.9 million, or $0.43 a diluted share. This is compared with net income of $21.4 million, or $0.53 a diluted share, for the fourth quarter of 1997. The decline in net income for the current quarter compared with the year- earlier quarter is largely due to lower earnings reported by Imperial Credit Industries, Inc. ("ICII") (NASDAQ-ICII). At December 31, 1998, the Company held 8.9 million shares of ICII or approximately 24.3 percent of the total outstanding shares. The Company's share of ICII's earnings, on an after-tax basis, for the three months ended December 31, 1998, decreased to $936,000, or $0.03 a diluted share, from $6.9 million, or $0.17 a diluted share, for the comparable period of 1997. Net income for the twelve months ended December 31, 1998, was $43.7 million, or $1.08 a diluted share, compared with $55.2 million, or $1.36 a diluted share, for 1997. The Company's share of ICII's losses, on an after-tax basis, was approximately $10.6 million, or -4- $0.27 a share, for the twelve months ended December 31, 1998. The Company's share of ICII's earnings, on an after-tax basis, for the twelve months ended December 31, 1997, was $11.7 million, or $0.29 a diluted share. 1998 earnings were also impacted by a one-time restructuring charge, recorded in the third quarter, totaling $2.8 million after-tax, or $0.06 a share, related to the canceled spin-off of Imperial Financial Group, Inc. ("IFG"). In addition, 1997 earnings reflected a $2.1 million after-tax gain from the sale of a merchant card transaction processing company during the fourth quarter. Earnings per share calculations for the 1997 reporting periods have been adjusted to reflect a three-for-two stock split effective February 6, 1998. Normalized Net Income Increases 43 Percent for the Year Normalized net income from continuing operations rose approximately 29 percent for the fourth quarter of 1998, to $16.0 million, or $0.40 a diluted share, from $12.3 million, or $0.30 a diluted share, for the year-earlier quarter. For the twelve months ended December 31, 1998, normalized net income from continuing operations increased 43 percent to $57.1 million, or $1.41 a diluted share, from $40.1 million, or $0.98 a diluted share, for the prior year. George L. Graziadio, chairman, president and CEO of Imperial Bancorp, stated, "Our 1998 earnings demonstrate the continued strength of Imperial's core commercial banking franchise. We are optimistic about the opportunities for continued profitability in the coming year and remain committed to delivering superior service to our clients." For purposes of these comparisons, normalized net income from continuing operations for the 1998 reporting periods excludes equity in the earnings/losses of ICII and the IFG restructuring charge. The normalizing adjustments reduced net income from continuing operations by $936,000 for the three months ended December 31, 1998, and increased net income by $13.4 million for the year. Normalized net income for the 1997 reporting periods excludes equity in the earnings of ICII, gains on the sale of ICII stock, appreciation on donated ICII stock, the gain on the sale of a merchant card processing company, expense associated with the settlement of a consulting agreement and charitable contribution expense associated with the donation of ICII shares to a nonprofit institution. The normalizing adjustments reduced net income from continuing operations by $8.9 million and $14.4 million for the three- and twelve-months ended December 31, 1997, respectively. The annualized return on average assets, based on normalized net income from continuing operations, decreased to 1.16 percent for the fourth quarter of 1998 from 1.21 percent for the year-earlier quarter. A 35 percent increase in average assets for the fourth quarter of 1998 compared with the fourth quarter of 1997 contributed to the decrease. For the twelve months ended December 31, 1998, the return on average -5- assets, based on normalized net income from continuing operations, increased to 1.16 percent from 1.12 percent for same period of 1997. The annualized return on average equity, based on normalized net income from continuing operations, rose to 16.79 percent for the fourth quarter of 1998, from 14.45 percent for the year-earlier quarter, and increased to 15.12 percent for the twelve months ended December 31, 1998, from 12.73 percent for the same period of 1997. Net interest income increased 12 percent for the three months ended December 31, 1998, to $66.6 million from $59.5 million for the year-earlier period. Net interest income increased 28 percent to $256.8 million for 1998 from $201.3 million for 1997. The increase in net interest income for the quarter and year is due to growth in the loan portfolio. Average loan balances increased approximately $920.8 million, or 38 percent, for the twelve months ended December 31, 1998, compared with the prior year. Net interest margin decreased to 5.28 percent and 5.72 percent from 6.42 percent and 6.20 percent for the three- and twelve-month periods ended December 31, 1998, respectively, from the year-earlier periods. Two factors contributed to the decline in the net interest margin for the quarter and the year: a reduction in the yield on commercial loans and an increase in lower-yielding Federal funds sold tied to the growth in demand deposits. A majority of the Company's commercial loans are tied to the prime rate. The yield on these loans has been adversely impacted by a 75 basis point reduction in the national prime rate that occurred during the fourth quarter of 1998. Noninterest income for the quarter ended December 31, 1998, totaled $20.5 million, excluding equity in the earnings of ICII, compared with $12.5 million, excluding equity in the earnings of ICII, a $3.5 million pretax gain on the sale of a merchant card processing company and a $2.5 million gain on the sale of ICII stock, for the comparable period of 1997. For the twelve months ended December 31, 1998, noninterest income rose 68 percent to $83.9 million, excluding equity in the losses of ICII, from $50.0 million, excluding equity in the earnings of ICII, the gain on the sale of ICII stock, $2.8 million of appreciation on donated ICII stock and the gain on the sale of the merchant card company for the year earlier. Gains on the exercise and sale of equity warrants made a significant contribution to noninterest income in 1998. On a year-to- date basis, these gains totaled $21.7 million for 1998, compared with $4.3 million for 1997. The remaining increase in noninterest income is due to growth in fee-based service income including: merchant card processing fees, international fees, fees derived from the sale of nonproprietory mutual funds, factoring fees, trust fees and service charges on deposits. Noninterest expense for the fourth quarter of 1998 increased to $52.0 million from $44.0 million for the year-earlier period, excluding $2.6 million of consulting expense related to the settlement of a consulting agreement in 1997. Noninterest expense for the twelve -6- months ended December 31, 1998, increased 32 percent to $212.0 million, excluding $4.9 million for the IFG restructuring charge, from $160.4 million, excluding $5.0 million for the consulting settlement and $3.6 million of charitable contribution expense, for the comparable period of 1997. The increase in noninterest expense for the three and twelve month periods ended December 31, 1998, compared with 1997 occurred primarily in salaries and benefits expense, occupancy and equipment expense and customer services expense. The increase in salaries and benefits expense and occupancy and equipment expense is the result of growth in the Company's lending and deposit businesses, support operations and to the addition of new offices. The average number of full-time equivalent staff for the year increased 24 percent to 1,136 for 1998 from 917 for 1997. Benefits expense for the twelve months ended December 31, 1998, includes commissions totaling $4.0 million associated with the exercise and sale of equity warrants compared with $1.3 million for the prior year. The increase in customer services expense is directly related to the growth in deposit balances generated by the Financial Services Group. Loan loss provisions for the quarter and twelve months ended December 31, 1998, totaled $7.8 million and $33.4 million, compared with $8.1 million and $22.9 million for the comparable periods of 1997, respectively. The increase in the loan loss provision for 1998 compared with 1997 reflects loan growth and an increase in net charge-offs. Nonaccrual loans totaled $30.6 million, or 0.89 percent of total loans, at December 31, 1998, a decrease of $3.9 million from $34.5 million reported at September 30, 1998. Restructured loans decreased $15.3 million to $12.3 million at December 31, 1998, from $27.6 million at September 30, 1998. The percentage of nonaccrual and restructured loans to total loans declined to 1.24 percent at December 31, 1998, from 1.82 percent at September 30, 1998. Nonaccrual loans totaled $10.6 million, or 0.38 percent of total loans, at December 31, 1997. The increase in nonaccrual loans at December 31, 1998, compared with the prior year occurred in commercial loans. All restructured loans were performing in accordance with their modified terms at December 31, 1998. Norman P. Creighton, vice chairman and chief executive officer of Imperial Bank, stated, "Our commercial banking operation turned in a strong performance for the year. Average loan and deposit balances grew approximately 38 percent over the prior year and the Company's capital ratios remain well above regulatory requirements. I am pleased with the progress made during the fourth quarter in reducing nonaccrual and restructured loan balances by $19.2 million, or 31 percent, from their September 30, 1998 levels." Net charge-offs were $6.6 million, or 0.72 percent of average loans on an annualized basis, for the fourth quarter of 1998 compared with $3.8 million, or 0.55 percent of average loans on an annualized basis, for the year-earlier quarter. Net charge-offs for the twelve months ended December 31, 1998, were $21.9 million, or 0.66 percent of average loans, compared with $7.8 million, or 0.33 percent of average loans for the same period of 1997. Net charge-offs for the -7- twelve months ended December 31, 1998, include charge-offs totaling $10.5 million on a commercial loan to a company in the healthcare industry. Excluding this loan, net charge-offs for 1998 were $11.4 million, or 0.34 percent of average loans. The allowance for loan losses represented 1.81 percent of gross loans outstanding and 205 percent of nonaccrual loans at December 31, 1998. These ratios were 1.83 percent and 483 percent, respectively, at December 31, 1997. Total assets at December 31, 1998, were $6.2 billion, a 31 percent increase from $4.7 billion reported at December 31, 1997. Total loans rose to $3.5 billion at December 31, 1998, a 24 percent increase from $2.8 billion at December 31, 1997. Reflecting strong deposit growth, the balance of overnight investments increased to $1.4 billion at December 31, 1998, from $765.0 million at December 31, 1997. Excluding overnight investments, total assets increased approximately 20 percent to $4.7 billion at December 31, 1998, from $4.0 billion at December 31, 1997. Total deposits increased to $5.6 billion at December 31, 1998, a 33 percent increase over total deposits of $4.2 billion at December 31, 1997. Shareholders' equity increased 8 percent to $381.7 million at December 31, 1998, from $352.0 million at December 31, 1997. As defined by Bank Regulatory Agencies, institutions whose leverage, Tier I, and total capital ratios meet or exceed 5 percent, 6 percent, and 10 percent, respectively, are considered to be well capitalized. The Company is categorized as well capitalized with preliminary leverage, Tier 1 and total capital ratios of 8.07 percent, 9.62 percent and 10.92 percent, respectively, at December 31, 1998. Stock Repurchase Plan On September 24, 1998, the Company announced that the Board of Directors had authorized the Company to repurchase 1,000,000 shares of its common stock in addition to the existing repurchase plan announced in January 1997 under which 1,650,000 shares, as adjusted for stock dividends and splits, were authorized to be purchased. At December 31, 1998, the Company had repurchased 1,749,400 shares of the total 2,650,000 shares authorized for repurchase. Stock Divestiture Plan On December 17, 1998, the Company announced plans to sell its 8.9 million shares of ICII common stock. The Company intends to discuss the sale with other significant -8- shareholders, ICII management and potential third parties that might be interested in buying all of the Company's shares or all of ICII. Imperial Bancorp, a diversified financial services organization, was founded in 1968. Imperial Bank, the Company's principal subsidiary organized in 1963, offers a wide range of financial services tailored to corporate customers, entrepreneurs, and professionals. Imperial Bank operates 11 regional banking offices throughout California, as well as in Phoenix, Arizona and Denver, Colorado, and loan production offices in City of Industry, Menlo Park and San Diego, California; Boston, Massachusetts; Austin, Texas; Reston, Virginia; and Bellevue, Washington. The Bank's business strategy is to provide specialty financial services for industries such as healthcare, emerging growth technology, entertainment, manufacturing and distribution, garment and title and escrow, in addition to merchant card transaction processing, trust and custodial services, international trade finance, foreign exchange services, and investment planning. Other Imperial Bancorp and Bank enterprises include: Imperial Trust Company, Imperial Securities Corp., The Lewis Horwitz Organization, Crown American Bank, Imperial Creditcorp, Pacific Bancard Association, Inc., Imperial Ventures, Inc., Altair Corporation, US Audiotex, LLC, Imperial Bank Realty Company, Inc. and Imperial International Bank. Imperial Bank also owns nearly nine million common shares (approximately 24 percent of the total common shares outstanding) of Imperial Credit Industries, Inc. [Financial Tables Follow] This Press Release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which can be identified by the use of forward-looking terminology including "may", "will", "intend", "should","expect", "anticipate", "estimate" or "continue" or the negatives thereof or other comparable terminology. The Company's actual results could differ materially from those anticipated in such forward-looking statements as a result of various factors, including those set forth in documents filed with the Securities and Exchange Commission. -9-
IMPERIAL BANCORP AND SUBSIDIARIES Financial Summary (Dollars in thousands) December 31, December 31, 1998 1997 ------------------ --------------- END OF PERIOD BALANCE SHEET Assets Cash and due from banks $ 355,317 $ 316,600 Securities 751,697 709,074 Loans, net of unearned discount and deferred fees 3,452,115 2,788,608 Allowance for loan losses (62,649) (51,143) ------------------ --------------- Net loans 3,389,466 2,737,465 ------------------ --------------- Other earning assets 1,464,287 768,763 Real estate and other assets owned, net 2,309 3,284 Other assets 224,600 191,093 ------------------ --------------- Total assets $ 6,187,676 $ 4,726,279 ================== =============== Liabilities Demand deposits $ 3,298,070 $ 2,378,830 Interest-bearing deposits 2,271,577 1,795,768 ------------------ --------------- Total deposits 5,569,647 4,174,598 Other liabilities 100,129 67,171 Other borrowings 62,706 59,172 Capital securities 73,372 73,314 Shareholders' equity 381,822 352,024 ------------------ --------------- Total liabilities & shareholders' equity $ 6,187,676 $ 4,726,279 ================== ===============
-10-
Three months ended Year ended December 31, December 31, 1998 1997 1998 1997 ------------------ --------------- --------------- -------------- AVERAGE BALANCE SHEET Assets Cash and due from banks $ 370,034 $ 284,678 $ 341,385 $ 269,772 Securities 670,926 716,642 702,884 606,297 Loans, net of unearned discount and deferred fees 3,627,041 2,716,174 3,318,453 2,397,626 Allowance for loan losses (63,816) (48,732) (58,124) (42,108) ------------------ --------------- --------------- -------------- Net loans 3,563,225 2,667,442 3,260,329 2,355,518 ------------------ --------------- --------------- -------------- Other earning assets 705,769 243,572 466,381 243,525 Real estate and other assets owned, net 2,750 2,579 3,151 2,599 Other assets 225,921 186,877 209,755 175,556 ------------------ --------------- --------------- -------------- Total assets $ 5,538,625 $ 4,101,790 $ 4,983,885 $ 3,653,267 ================== =============== =============== ============== Liabilities Demand deposits $ 2,645,843 $ 1,797,746 $ 2,294,270 $ 1,490,681 Interest-bearing deposits 2,272,862 1,754,999 2,056,955 1,645,508 ------------------ --------------- --------------- -------------- # # Total deposits 4,918,705 3,552,745 4,351,225 3,136,189 Other liabilities 97,473 71,972 81,343 71,265 Other borrowings 71,806 64,810 100,121 80,245 Capital securities 73,364 73,305 73,342 50,803 Shareholders' equity 377,277 338,958 377,854 314,765 ------------------ --------------- --------------- -------------- # # Total liabilities & shareholders' equity $ 5,538,625 $ 4,101,790 $ 4,983,885 $ 3,653,267 ================== =============== =============== ==============
-11- IMPERIAL BANCORP AND SUBSIDIARIES Financial Summary (Dollars in thousands, except per share data)
Three months ended Year ended December 31, December 31, 1998 1997 1998 1997 ----------- ----------- ----------- ----------- EARNINGS AND PER SHARE DATA Interest income $ 93,616 $ 81,372 $ 359,459 $ 282,972 Interest expense 26,971 21,881 102,648 81,637 ----------- ----------- ----------- ----------- Net interest income 66,645 59,491 256,811 201,335 ----------- ----------- ----------- ----------- # Net interest margin 5.28% 6.42% 5.72% 6.20% Loan loss provision 7,799 8,107 33,375 22,892 Service charges on deposits 1,974 1,443 6,705 5,473 Other service charges and fees 5,304 2,983 16,537 10,622 Trust fees 2,285 1,998 8,608 7,840 Merchant card processing fees 2,014 1,117 7,242 3,570 Gain on sale of Imperial Credit Industries, Inc, common stock - 2,548 - 4,977 Equity in net income (loss) of Imperial Credit Industries, Inc. 1,616 11,898 (18,205) 20,260 International fees 2,983 2,149 11,751 7,857 Gain on exercise and sale of equity warrants 2,882 690 21,672 4,317 Trading activities 261 1,095 1,152 4,482 Other noninterest income 2,830 4,583 10,225 12,240 ----------- ----------- ----------- ----------- Total noninterest income 22,149 30,504 65,687 81,638 ----------- ----------- ----------- ----------- Salary and benefits 26,165 23,537 114,599 85,065 Occupancy and equipment 5,313 4,329 20,218 15,779 Customer services 6,926 5,478 27,212 18,663 Professional and legal fees 3,076 4,953 10,777 11,892 Restructuring expense - - 4,880 - Other noninterest expense 10,514 8,341 39,240 37,632 ----------- ----------- ----------- ----------- Total noninterest expense 51,994 46,638 216,926 169,031 ----------- ----------- ----------- ----------- Income tax provision 12,097 14,008 28,449 36,502 # Income from continuing operations 16,904 21,242 43,748 54,548 Income from discontinued operation, net of tax - 150 - 629 ----------- ----------- ----------- ----------- # Net income $ 16,904 $ 21,392 $ 43,748 $ 55,177 =========== =========== =========== =========== Basic earnings per common share Income from continuing operations $ 0.44 $ 0.54 $ 1.12 $ 1.41 Income from discontinued operations $ - $ 0.01 $ - $ 0.02 Net income $ 0.44 $ 0.55 $ 1.12 $ 1.43 Diluted earnings per share Income from continuing operations $ 0.43 $ 0.52 $ 1.08 $ 1.34 Income from discontinued operations $ - $ 0.01 $ - $ 0.02 Net income $0.43 $ 0.53 $ 1.08 $ 1.36 Weighted average number of shares outstanding* Basic 38,775,023 39,151,839 39,181,644 38,797,085 Diluted 39,609,410 41,260,796 40,652,131 40,715,220 Shares o/s at Shares o/s 12/31/98 at 12/31/97 38,762,903 39,236,034 Book value per share* $ 9.85 $ 8.97
*Earnings per share calculations for the 1997 reporting periods reflect a three- for-two stock split effective February 6, 1998. -12- IMPERIAL BANCORP AND SUBSIDIARIES Financial Summary (Dollars in thousands, except per share data)
Three months ended Year ended December 31, December 31, 1998 1997 1998 1997 ------------------ --------------- ---------------- ------------- ASSET QUALITY Nonaccrual loans - - $ 30,615 $ 10,578 Restructured loans - - $ 12,317 $ 23,970 (Nonaccrual + Restructured loans)/Gross loans - - 1.24% 1.24% (Nonaccrual+Restructured loans +REO) / Total assets - - 0.73% 0.80% Allowance for Loan Losses / Nonaccrual loans - - 204.63% 483.48% Allowance for Loan Losses /(Nonaccrual + Restructured loans) - - 145.93% 148.03% Allowance for Loan Losses / Gross loans - - 1.81% 1.83% Nonaccrual loans/Total loans - - 0.89% 0.38% Net Charge-offs $ (6,565) $ (3,775) $ (21,869) $ (7,797) Net Charge-offs / Average loans 0.72% 0.55% 0.66% 0.33% * * OTHER FINANCIAL INFORMATION Return on Average Assets 1.21% * 2.07% * 0.88% 1.51% Normalized Return on Average Assets 1.16 * 1.21 * 1.16 1.12 Return on Average Equity 17.78 * 25.04 * 11.58 17.53 Normalized Return on Average Equity 16.79 * 14.45 * 15.12 12.73 Average Equity to Average Assets 6.81 8.26 7.58 8.62 PRELIMINARY CAPITAL RATIOS Tier I Leverage ratio - - 8.07% 10.28% Tier I Capital ratio - - 9.62 11.14 Total Capital ratio - - 10.92 12.48
* Annualized -13- FOR IMMEDIATE RELEASE - --------------------- March 29, 1999 CONTACTS: For Investor Inquiries: For Press Inquiries: Christine M. McCarthy Ann Abajian EVP/Chief Financial Officer Kaiser McEuen (310) 417-5667 (310) 479-8999 Karen Peterson Bob Galea First Vice President/Manager Senior Vice President Financial Reporting Marketing/Public Relations (310) 338-2606 (310) 338-6111 AGREEMENT TO SELL IMPERIAL BANCORP ---------------------------------- STAKE IN IMPERIAL CREDIT INDUSTRIES TERMINATED ---------------------------------------------- Los Angeles, California, March 29, 1999. Imperial Bancorp (NYSE - IMP) today announced that its letter agreement with Leucadia National Corporation (NYSE - LUK) for the proposed sale of Imperial Bank's 24.3 percent stake in Imperial Credit Industries, Inc. ("ICII") (NASDAQ - ICII) terminated pursuant to its terms. Imperial Bancorp intends to engage an investment banker for the disposition of Imperial Bank's stake in ICII with the intent to review all available means to maximize shareholder value. Imperial Bancorp, a diversified financial organization, was founded in 1968. Imperial Bank, the Company's principal subsidiary organized in 1963, offers a wide range of financial services tailored to corporate customers, entrepreneurs, and professionals. Imperial Bank operates 12 regional banking offices throughout California as well as banking offices in Phoenix, Arizona, and Denver, Colorado, and loan production offices in Menlo Park and San Diego, California; Boston, Massachusetts; Austin, Texas; Reston, Virginia; and Bellevue, Washington. The Bank's business strategy has been the development of specialty financial services for industries such as healthcare, emerging growth technology, entertainment, manufacturing and distribution, garment and title and escrow, in addition to merchant card transaction processing, trust and custodial services, international trade finance, foreign exchange services, and investment planning. Other Imperial Bancorp and Bank enterprises include: Imperial Trust Company, Imperial Securities Corp., The Lewis Horwitz Organization, Crown American Bank, Imperial Creditcorp, Pacific Bancard Association, Inc., Imperial Ventures, Inc., Imperial Trade Services, Ltd., Imperial Bank Realty Company, Inc., and Imperial International Bank. This Press Release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which can be identified by the use of forward-looking terminology including "may", "will", "intend", "should", "expect", "anticipate", "estimate" or "continue" or the negatives thereof or other comparable terminology. The Company's actual results could differ materially from those anticipated in such forward-looking statements as a result of various factors, including those set forth in documents filed with the Securities and Exchange Commission. ### -14- -----END PRIVACY-ENHANCED MESSAGE-----