-----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, LoSNGn2m5X9DLHUoRrwrzwgFJUrTCP7k8lOSbGO1TyZdii3jZr4A0dYymCB0q2eV VlmCZwOQNPzJ0I32CNnMAw== 0001085204-01-500023.txt : 20010730 0001085204-01-500023.hdr.sgml : 20010730 ACCESSION NUMBER: 0001085204-01-500023 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010727 ITEM INFORMATION: FILED AS OF DATE: 20010727 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST BANKS INC CENTRAL INDEX KEY: 0000710507 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 431175538 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-20632 FILM NUMBER: 1691075 BUSINESS ADDRESS: STREET 1: 135 N MERAMEC AVE CITY: ST LOUIS STATE: MO ZIP: 63105 BUSINESS PHONE: 3148544600 MAIL ADDRESS: STREET 1: 135 N MERAMEC AVE CITY: ST LOUIS STATE: MO ZIP: 63105 8-K 1 fbi8k0701.txt FORM 8-K 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 July 27, 2001 Date of Report (Date of earliest event reported) FIRST BANKS, INC. (Exact name of registrant as specified in its charter) MISSOURI 0-20632 43-1175538 (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation) Identification No.) 135 North Meramec, Clayton, Missouri 63105 (Address of principal executive offices) (Zip code) (314) 854-4600 (Registrant's telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) FIRST BANKS, INC. TABLE OF CONTENTS Page ---- ITEM 5. OTHER EVENTS.................................................. 1 SIGNATURES ............................................................ 2 ITEM 5 - OTHER EVENTS On July 27, 2001, First Banks, Inc. issued a press release announcing its financial results for the three and six months ended June 30, 2001. A copy of this press release is attached as Exhibit 99.1. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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 BANKS, INC. By: /s/ James F. Dierberg --------------------------------------------- James F. Dierberg Chairman of the Board of Directors and Chief Executive Officer July 27, 2001 (Principal Executive Officer) By: /s/ Allen H. Blake --------------------------------------------- Allen H. Blake President, Chief Operating Officer and Acting Chief Financial Officer July 27, 2001 (Principal Financial and Accounting Officer) Exhibit 99.1 First Banks, Inc. St. Louis, Missouri Contact: Allen H. Blake President and Chief Operating Officer First Banks, Inc. (314) 592-5000 Traded: NASDAQ Symbol: FBNKO - (First Preferred Capital Trust, a subsidiary of First Banks, Inc.) FBNKN - (First Preferred Capital Trust II, a subsidiary of First Banks, Inc.) FOR IMMEDIATE RELEASE: First Banks, Inc. Announces Second Quarter 2001 Earnings St. Louis, Missouri, July 27, 2001. First Banks, Inc. ("First Banks" or "the Company") reported earnings of $7.9 million, or $322.78 per common share on a diluted basis, for the quarter ended June 30, 2001, compared to $14.7 million, or $594.12 per common share on a diluted basis, for the comparable period in 2000. Net income for the six months ended June 30, 2001 and 2000, was $20.3 million and $29.3 million, or $824.49 and $1,182.47 per common share on a diluted basis, respectively. The implementation of Statement of Financial Accounting Standards No. 133, Accounting for Derivative Instruments and Hedging Activities, on January 1, 2001, resulted in the recognition of a cumulative effect of change in accounting principle of $1.4 million, net of tax, which reduced net income. Excluding this item, net income was $21.6 million, or $882.65 per common share on a diluted basis, for the six months ended June 30, 2001. James F. Dierberg, Chairman and Chief Executive Officer of First Banks, said, "The primary factors that led to the decline in our earnings for the second quarter were continued reductions in the prime lending rate and higher operating expenses, including nonrecurring charges associated with the establishment of a specific reserve relating to a contingent liability and the settlement of certain litigation. The overall decline in earnings was partially offset by increased net interest income and noninterest income." Commenting further, Dierberg added, "Net interest income improved primarily as a result of increased earning assets generated through internal loan growth along with our acquisitions of Lippo Bank, First Capital Group, Inc., Bank of Ventura, Commercial Bank of San Francisco, Millennium Bank and Bank of San Francisco, completed during 2000. However, the improvement in net interest income was partially mitigated by continued reductions in the prime lending rate during the second quarter of 2001." Noninterest income increased to $19.4 million and $35.9 million for the three and six months ended June 30, 2001, respectively, from $11.5 million and $21.0 million for the comparable periods in 2000. The primary components of the increase for the three months ended June 30, 2001 include: a $5.0 million net gain on derivative instruments, which includes mark-to-market adjustments under the new accounting pronouncement, as well as $3.8 million of gains resulting from the terminations of certain interest rate swap agreements; and increased gains on mortgage loans sold primarily attributable to an increased volume of loan originations and refinancings. The increase in noninterest income also reflects increased service charges on deposit accounts, increased income earned on bank-owned life insurance and increased income associated with the institutional money management and the international banking divisions. Operating expenses increased to $64.4 million and $116.0 million for the three and six months ended June 30, 2001, respectively, from $41.9 million and $79.7 million for the comparable periods in 2000. These increases result primarily from the aforementioned acquisitions completed during 2000; higher salaries and employee benefit expenses associated with a competitive employment market; higher data processing fees due to growth and technological advancements in First Banks' product and service offerings; higher legal, examination and professional fees primarily associated with ongoing litigation; increased amortization of intangibles associated with the purchase of the aforementioned entities; a nonrecurring litigation settlement charge included in other expense; and a charge to other expense associated with the establishment of a specific reserve on an unfunded letter of credit. Additionally, guaranteed preferred debentures expense of $1.5 million on the trust preferred securities issued by First Preferred Capital Trust II in October 2000 further contributed to the overall increase in operating expenses. These higher operating expenses, exclusive of the litigation settlement and the specific reserve on the unfunded letter of credit, are reflective of significant investments that have been made in personnel, technology, capital expenditures and new business lines in conjunction with First Banks' overall strategic growth plan. The payback on these investments is expected to occur over a longer period of time through higher and more diversified revenue streams. As previously announced, First Banks' majority-owned subsidiary, First Banks America, Inc., signed Definitive Agreements to acquire Charter Pacific Bank (Charter Pacific), headquartered in Agoura Hills, California, for approximately $21.4 million and BYL Bancorp (BYL), headquartered in Orange, California, for approximately $52 million. At June 30, 2001, Charter Pacific and BYL had total assets of $107.6 million and $278.2 million, respectively. These transactions, which are subject to regulatory and shareholder approvals, will be completed in the latter part of 2001. Additionally, on July 20, 2001, First Banks announced the signing of a Definitive Agreement to acquire Union Financial Group, Ltd. (UFG), Swansea, Illinois, for approximately $26.8 million. UFG operates a total of nine banking offices and had total assets of $361.0 million and deposits of $301.0 million at June 30, 2001. The transaction, which is subject to regulatory approvals and the approval of UFG's shareholders, will also be completed in the latter part of 2001. At June 30, 2001, First Banks had consolidated assets of $5.90 billion and operated 136 offices in Missouri, Illinois, California, Texas and New Mexico. # # # This release contains forward-looking statements that are subject to risks and uncertainties arising out of or affecting the Company's business, not all of which can be predicted or anticipated. These statements are based on information currently available to First Banks' management, and numerous factors might cause actual results to differ materially from those contemplated in the forward-looking statements. For additional information, see the discussions of forward-looking statements that appear in the "Management's Discussion and Analysis of Financial Condition and Results of Operations" sections of First Banks' most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q, as filed with the Securities and Exchange Commission. FIRST BANKS, INC. FINANCIAL SUMMARY (in thousands, except per share data) (unaudited)
Condensed Consolidated Statement of Income Information Three months ended Six months ended June 30, June 30, ---------------------- -------------------- 2001 2000 2001 2000 ---- ---- ---- ---- Interest income............................................... $ 113,356 104,161 229,393 201,878 Interest expense.............................................. 50,772 45,771 104,912 88,058 Net interest income........................................ 62,584 58,390 124,481 113,820 Provision for loan losses..................................... 3,720 3,620 7,110 7,202 Noninterest income............................................ 19,424 11,471 35,898 21,035 Noninterest expense........................................... 64,398 41,917 116,016 79,710 Income before cumulative effect of change in principle..... 7,899 14,672 21,627 29,259 Cumulative effect of change in accounting principle, net of tax............................................. -- -- 1,376 -- Net income................................................. 7,899 14,672 20,251 29,259 Basic earnings per common share: Income before cumulative effect of change in principle..... 328.27 614.51 900.21 1,222.71 Cumulative effect of change in accounting principle, net of tax............................................. -- -- (58.16) -- --------- --------- -------- --------- 328.27 614.51 842.05 1,222.71 ========= ========= ======== ========= Diluted earnings per common share: Income before cumulative effect of change in principle..... 322.78 594.12 882.65 1,182.47 Cumulative effect of change in accounting principle, net of tax............................................. -- -- (58.16) -- --------- --------- -------- --------- 322.78 594.12 824.49 1,182.47 ========= ========= ======== =========
Condensed Consolidated Balance Sheet Information
June 30, December 31, 2001 2000 --------------- ------------- Total assets......................................................... $5,904,203 5,876,691 Loans, net of unearned discount...................................... 4,861,943 4,752,265 Allowance for loan losses............................................ 77,141 81,592 Deposits............................................................. 4,994,119 5,012,415 Note payable......................................................... 34,500 83,000 Stockholders' equity................................................. 396,404 352,846 Nonperforming assets................................................. 64,708 55,653
-----END PRIVACY-ENHANCED MESSAGE-----