EX-99.1 2 a04-8138_1ex99d1.htm EX-99.1

Exhibit 99.1

 

 

3003 Tasman Drive Santa Clara, CA 95054

 

 

For release at 1:00 P.M. (PDT)

 

Contact:

 

 

July 22, 2004

 

Lisa Bertolet

 

Meghan O’Leary

 

 

Investor Relations

 

Public Relations

 

 

(408) 654-7282

 

(408) 654-6364

 

 

NASDAQ: SIVB

 

SILICON VALLEY BANCSHARES ANNOUNCES SECOND QUARTER FINANCIAL RESULTS

 

The Company Exceeds Guidance With Continued Deposit Growth, Strong Credit Quality, and Improved Corporate Finance Fees

 

SANTA CLARA, Calif. — July 22, 2004 — Silicon Valley Bancshares today announced earnings per diluted common share (EPS) of $0.43 for the second quarter of 2004, exceeding EPS guidance of $0.37 to $0.41 given on April 22, 2004, and $0.05, or 11.5 percent above EPS for the first quarter of 2004.  EPS were $0.38 and $(0.02) in the first quarter of 2004 and second quarter of 2003, respectively.  In the second quarter of 2003, the company recorded a $17.0 million pre-tax impairment of goodwill charge related to its investment banking subsidiary, SVB Alliant.  After tax, the impairment charge in the second quarter of 2003 was $11.0 million or $0.30 per diluted common share. EPS for the first six months of 2004 were $0.81, versus EPS of $0.25 for the first six months of 2003.

 

Net income totaled $15.7 million for the quarter ended June 30, 2004, an increase of $1.7 million, or 12.1 percent from the first quarter of 2004.  Net income increased $16.3 million from the second quarter of 2003.  Net income was $29.7 million for the first six months of 2004 compared to $9.8 million for the first six months of 2003.

 

Second Quarter Highlights

 

                  Quarterly average deposits continued to trend higher, increasing 7.7 percent, or $278.3 million from the first quarter of 2004 to $3.9 billion in the second quarter.  The ratio of average noninterest bearing demand deposits to total average deposits reached approximately 58 percent during the first six months of 2004.

 

                  The company recorded a negative provision for loan losses of $(2.8) million in the second quarter of 2004.  The company experienced net recoveries of $1.4 million and gross charge-offs of $3.1 million.  This compares to $1.2 million of net charge-offs and $4.1 million of gross charge-offs in the first quarter of 2004.

 

                  Noninterest income increased $6.6 million from $24.9 million in the first quarter of 2004 to $31.5 million in the second quarter of 2004, primarily driven by revenues generated from SVB Alliant.  The increase in revenues at SVB Alliant was due in large part to one significant transaction.

 

1



 

                  Quarterly average investment securities increased by 17.8 percent, or $295.8 million from the prior quarter due to higher client deposit balances.  We estimate the average duration of the investment securities portfolio at June 30, 2004 was 3.0 years.

 

                  Income from client warrants was $3.3 million in the second quarter of 2004, increased slightly from the $2.9 million in the first quarter of 2004.  Based on June 30, 2004 market valuations, the company had $1.9 million in potential pre-tax warrant gains.

 

                  Quarterly average loans at $1.9 billion in the second quarter, were slightly higher quarter-over-quarter.

 

                  Nonperforming loans (NPLs) were 0.6 percent of total gross loans.  The allowance to cover potential loan losses was at 493.0 percent of NPLs.

 

“Silicon Valley Bancshares’ strategy of diversification is clearly beginning to pay off,” said Kenneth P. Wilcox, president and CEO.  “By enhancing our offerings for entrepreneurial companies in all stages of life, we have been able to take advantage of incremental improvements in client liquidity and growing momentum in the market in general.  By working to establish a more distinct international presence, we’ve also been able to create revenue opportunities through new clients and expansion of existing relationships.

 

“The current recovery is having a positive impact on loan and deposit volumes, as well as on warrant income.  Moving forward, we expect the improving economy, and changes in the interest rate environment, to create more opportunities for new revenue generation than we’ve seen in the last four years.”

 

Selected Financial Metrics

 

(Dollars in millions,
except per share amounts)

 

For the three months ended

 

% Change
Current Quarter /
Prior Quarter

 

% Change
Current Quarter /
Prior Year Quarter

 

 

June 30,
2004

 

March 31,
2004

 

June 30,
2003

 

 

 

 

 

 

 

 

 

 

 

 

 

EPS

 

$

0.43

 

$

0.38

 

$

(0.02

)

11.5

%

2,899.3

%

Net Income

 

15.7

 

14.0

 

(0.6

)

12.1

 

2,827.1

 

Average Assets

 

4,714.9

 

4,421.6

 

3,890.4

 

6.6

 

21.2

 

Return on Average Assets

 

1.3

%

1.3

%

(0.1

)%

3.1

 

2,356.3

 

Return on Average Equity

 

13.5

 

12.1

 

(0.4

)

11.8

 

3,108.0

 

 

 

 

For the six months ended

 

 

 

(Dollars in millions,
except per share amounts)

 

June 30,
2004

 

June 30,
2003

 

% Change

 

 

 

 

 

 

 

 

 

EPS

 

$

0.81

 

$

0.25

 

224.0

%

Net Income

 

29.7

 

9.8

 

203.1

 

Average Assets

 

4,568.3

 

3,892.5

 

17.4

 

Return on Average Assets

 

1.3

%

0.5

%

161.6

 

Return on Average Equity

 

12.8

 

3.6

 

256.7

 

 

Average Assets and Deposits

 

Quarterly average assets increased $293.3 million from the first quarter of 2004, resulting in $4.7 billion for the second quarter.  Average deposit balances increased $278.3 million from the first quarter of 2004 to $3.9 billion.  The average noninterest-bearing demand deposit balance per client was $265.9 thousand at June 30, 2004, versus $248.6 thousand and $220.3 thousand at March 31, 2004 and June 30, 2003, respectively.  Average investment securities increased by $295.8 million to $2.0 billion in the second quarter from the first quarter of 2004, and an increase of $661.1 million from the second quarter of 2003. Average investment securities in the second quarter represented 41.5 percent of total average assets.

 

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Period-End Assets and Deposits

 

Total assets at $4.9 billion were up $365.3 million from March 31, 2004 and up $562.9 million from June 30, 2003.  Loans, net of unearned income, were $2.1 billion at June 30, 2004, increased from $2.0 billion at March 31, 2004 and June 30, 2003.  Period-end total deposits increased $329.1 million from the first quarter of 2004 and increased $517.0 million from June 30, 2003.

 

Net Interest Income

 

Net interest income in the second quarter of 2004 increased $4.2 million from the first quarter of 2004, and increased $8.3 million from the second quarter of 2003.  The increase in net interest income from the first quarter was primarily due to higher investment portfolio earnings.  Net interest margin remained steady at 5.2 percent in the second quarter, from the first quarter of 2004.

 

Effective July 1, 2004, Silicon Valley Bank’s prime rate increased from 4.0 percent to 4.25 percent.  As of June 30, 2004, approximately 80 percent of the Company’s outstanding loans, or $1.7 billion, were variable rate loans. Approximately $1.1 billion of the Company’s loans were immediately impacted by the 25 basis point increase in the Bank’s prime rate.

 

(Dollars in millions)

 

For the three months ended

 

% Change
Current Quarter /
Prior Quarter

 

% Change
Current Quarter /
Prior Year Quarter

 

 

June 30,
2004

 

March 31,
2004

 

June 30,
2003

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Loans

 

$

1,881.0

 

$

1,807.1

 

$

1,824.5

 

4.1

%

3.1

%

Average Securities

 

1,956.2

 

1,660.4

 

1,295.0

 

17.8

 

51.1

 

Average Deposits

 

3,898.5

 

3,620.2

 

3,137.3

 

7.7

 

24.3

 

Fully Taxable Equivalent:

 

 

 

 

 

 

 

 

 

 

 

Net Interest Income

 

55.7

 

51.6

 

47.6

 

7.9

 

17.0

 

Net Interest Margin

 

5.2

%

5.2

%

5.5

%

 

(5.5

)

Period End Bank’s Prime Rate

 

4.00

 

4.00

 

4.25

 

 

(5.9

)

 

Noninterest Income

 

Noninterest income increased to a total of $31.5 million in the second quarter of 2004, an increase of $6.6 million from the first quarter of 2004.  The company experienced higher corporate finance fees from SVB Alliant, as well as a slight increase in income from client warrants.  These improvements were partially offset by decreased investment gains.  Noninterest income was $17.5 million in the second quarter of 2003.

 

Investment gains were $0.5 million in the second quarter of 2004, decreased from $1.3 million of investment gains in the first quarter of 2004, and improved from losses of $3.8 million in the second quarter of 2003.  Losses on the company’s equity investments, net of minority interest, were $0.3 million in the second quarter of 2004, compared with losses of $0.5 million and $1.5 million in the first quarter of 2004 and second quarter of 2003, respectively.

 

Income from the disposition of client warrants was $3.3 million in the second quarter of 2004, compared to $2.9 million and $1.1 million for the first quarter of 2004 and second quarter of 2003, respectively.  Warrant income for the six months ended June 30, 2004 was $6.2 million, compared to $3.0 million for the six months ended June 30, 2003.  Based on June 30, 2004 market valuations, the company had $1.9 million in potential pre-tax warrant gains.  The company is restricted from exercising many of these warrants until later in 2004 and 2005.  As of June 30, 2004, the company directly held 1,877 warrants in 1,342 companies and made investments, directly and through its

 

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managed investment funds, in 289 venture capital funds, and had direct equity investments in 41 companies, many of which are private.  The company is typically contractually precluded from taking steps to secure any current unrealized gains associated with many of these equity instruments.  Hence, the amount of income realized by the company from these equity instruments in future periods may vary materially from the current unrealized amount due to fluctuations in the market prices of the underlying common stock of these companies.

 

Client Investment Fees

 

 

 

For the three months ended

 

For the six months ended

 

(Dollars in millions)

 

June 30,
2004

 

March 31,
2004

 

June 30,
2003

 

June 30,
2004

 

June 30,
2003

 

 

 

 

 

 

 

 

 

 

 

 

 

Client Investment Fees

 

$

6.4

 

$

6.3

 

$

6.0

 

$

12.7

 

$

12.4

 

 

Client Investment Funds and Deposits

 

(Dollars in millions)

 

At
June 30,
2004

 

At
March 31,
2004

 

At
June 30,
2003

 

Client Investment Funds:

 

 

 

 

 

 

 

Private Label Client Investment Funds

 

$

7,761.3

 

$

7,835.8

 

$

7,232.4

 

Sweep Funds

 

1,187.5

 

1,093.8

 

921.6

 

Client Investment Assets Under Management

 

2,007.5

 

1,084.9

 

195.6

 

Total Client Investment Funds (1)

 

10,956.3

 

10,014.5

 

8,349.6

 

 

 

 

 

 

 

 

 

Deposits:

 

 

 

 

 

 

 

Noninterest-Bearing Demand

 

$

2,394.7

 

$

2,161.6

 

$

1,893.7

 

NOW

 

19.5

 

27.5

 

55.2

 

Money Market

 

1,275.0

 

1,150.8

 

1,030.0

 

Time

 

316.3

 

336.3

 

509.5

 

Total Deposits

 

4,005.5

 

3,676.2

 

3,488.4

 

 

 

 

 

 

 

 

 

Total Client Investment Funds and Deposits

 

$

14,961.8

 

$

13,690.7

 

$

11,838.0

 

 


(1) Client Funds invested through Silicon Valley Bancshares, maintained at third party financial institutions.

 

Client funds invested in private label investment, sweep products and assets under management totaled $11.0 billion at June 30, 2004, compared with $10.0 billion at March 31, 2004, and $8.3 billion at June 30, 2003.  Average client funds invested in private label investment, sweep products and assets under management increased from $9.6 billion during the first quarter of 2004 to $10.2 billion during the second quarter of 2004.

 

Noninterest Expense

 

Noninterest expense totaled $63.7 million in the second quarter of 2004, an increase of $10.5 million from the first quarter of 2004.  The increase in noninterest expense was primarily due to higher compensation and benefits costs, which can be attributed in large part to higher incentive compensation accruals based on the company’s level of performance.  In addition, the company also experienced higher professional services expenses in the second quarter of 2004.  This was due partially to a slight increase in corporate legal fees incurred in the ordinary course of business, as well as an increase in accounting fees partly due to the additional costs associated with meeting the requirements of the Sarbanes-Oxley Act of 2002.  Noninterest expense decreased $3.6 million from the second quarter of 2003, primarily due to the impairment of goodwill charges recorded in the second quarter of 2003, partially offset by the factors described above.

 

4



 

Income Tax Expense

 

Our effective tax rate was 38.6 percent for the second quarter of 2004, compared with 36.4 percent for the first quarter of 2004.  The increase in our effective tax rate was primarily attributable to the increase in our pre-tax income.  Our effective tax rate for the first six months of 2004 was 37.6 percent.

 

Credit Quality

 

NPLs totaled $12.6 million, or 0.6 percent of total gross loans, at June 30, 2004, compared to $14.0 million, or 0.7 percent of gross loans, at March 31, 2004.  The company’s allowance for loan losses was $ 61.9 million, or 2.9 percent of total gross loans and 493.0 percent of NPLs, at June 30, 2004.  This compares to $63.3 million, or 3.2 percent of total gross loans and 453.2 percent of NPLs, at March 31, 2004.  At June 30, 2003, the allowance for loan losses totaled $69.5 million or 3.5 percent of total gross loans and 416.8 percent of NPLs.  The company realized $1.4 million in net recoveries in the second quarter, representing 0.3 percent of total gross loans, on an annualized basis, and a $(2.8) million recovery of provision for loan losses.  Gross charge-offs for the 2004 second quarter totaled $3.1 million.

 

Stock Buyback Program and Stockholders’ Equity

 

The company did not repurchase any shares in the second quarter of 2004.  As of June 30, 2004 the company had repurchased 4.5 million shares totaling $113.2 million, pursuant to its stock repurchase program of up to $160 million, authorized by the board of directors in the second quarter of 2003.

 

Stockholders’ equity totaled $473.5 million at June 30, 2004, a decrease of $3.0 million compared to $476.4 million at March 31, 2004.  Stockholders’ equity decreased primarily as a result of a decrease in net unrealized gains on available-for-sale investments, partially offset by the company’s earnings.  Both Silicon Valley Bancshares’ and Silicon Valley Bank’s capital ratios were well in excess of regulatory guidelines for classification as a well-capitalized depository institution as of June 30, 2004.

 

Q3 2004 Guidance

 

Silicon Valley Bancshares currently expects third quarter 2004 earnings to be between $0.37 and $0.41 per share, although actual results may differ.  The forecast assumes no further changes in market interest rates, continued strong credit quality, a small increase in average investment securities, and slightly higher average loans.  In addition, it assumes noninterest income at approximately first quarter levels, lower noninterest expense, a stable economic environment, no dilution from the zero-coupon convertible debt, and no further share repurchases.

 

Safe Harbor

 

This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  The company’s senior management has in the past and might in the future make forward-looking statements orally to analysts, investors, the media and others.  Forward-looking statements are statements that are not historical facts.  Broadly speaking, forward-looking statements include:

 

                  projections of our revenues, income, earnings per share, balance sheet, cash flows, capital expenditures, capital structure or other financial items

 

5



 

                  descriptions of strategic initiatives, plans or objectives of our management for future operations, including pending acquisitions

 

                  forecasts of venture capital funding levels

 

                  expected levels of provisions for loan losses

 

                  forecasts of future economic performance

 

                  forecasts of future prevailing interest rates

 

                  future recoveries on currently held investments

 

                  descriptions of assumptions underlying or relating to any of the foregoing

 

In this release, Silicon Valley Bancshares makes forward-looking statements discussing our management’s expectations about:

 

                  future EPS

 

                  future performance

 

                  future market interest rates

 

                  future economic conditions

 

                  returns and growth of our warrant portfolio

 

                  future levels of investment securities

 

                  future loan balances, growth and yield

 

                  future deposit trends

 

                  future levels of noninterest income and noninterest expense

 

                  future provision for loan losses and net charge-offs

 

                  future credit quality

 

You can identify these and other forward-looking statements by the use of words such as “becoming,” “may,” “will,” “should,” “predicts,” “potential,” “continue,” “anticipates,” “believes,” “estimates,” “seeks,” “expects,” “plans,” “intends,” or the negative of such terms, or comparable terminology.  Although management believes that the expectations reflected in these forward-looking statements are reasonable, and it has based these expectations on its beliefs, as well as its assumptions, such expectations may prove to be incorrect.  Actual results of operations and financial performance could differ significantly from those expressed in or implied by our management’s forward-looking statements.

 

Factors that may cause the third quarter 2004 targets to change include:

 

                  adjustments needed in the transaction closing process as required by accounting principles generally accepted in the United States of America

 

                  changes in the state of the economy or the markets served by Silicon Valley Bancshares

 

                  changes in credit quality

 

                  changes in interest rates or market levels

 

                  changes in the performance or equity valuation of companies we have invested in.

 

For information with respect to factors that could cause actual results to differ from the expectations stated in the forward-looking statements, see the text under the caption “Factors That May Affect Future Results” included under Item 7A of our 2003 Annual Report on Form 10-K and under Item 2 of our most recently filed Form 10-Q for

 

6



 

the quarterly period ended March 31, 2004.  The company urges investors to consider all of these factors carefully in evaluating the forward-looking statements contained in this discussion and analysis.  All subsequent written or oral forward-looking statements attributable to the company or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements.  The forward-looking statements included in this filing are made only as of the date of this filing.  The company does not intend, and undertakes no obligation, to update these forward-looking statements.

 

Certain reclassifications have been made to prior years results to conform to 2004 presentations.  Such reclassifications had no effect on the company’s results of operations or stockholders’ equity.

 

Earnings Conference Call

 

On July 22, 2004, the company will host a conference call at 2:00 p.m. (PDT) to discuss the 2004 second quarter financial results.  The conference call can be accessed by dialing (877) 630-8512 and referencing the passcode “Silicon Valley Bank.”  A listen-only live webcast can be accessed on the investor relations page of the company’s website at www.svb.com.  A digitized replay of this conference call will be available beginning at approximately 4:30 p.m. (PDT), on Thursday, July 22, 2004, through 5:00 p.m. (PDT), on Sunday, August 22, 2004, by dialing 888-568-0134.  A replay of the webcast will also be available on www.svb.com for 12 months following the call.

 

Non-GAAP Financial Measures

 

The company believes that presentation of the goodwill impairment charge on a per share basis provides meaningful supplemental information to both management and investors that assists in the evaluation of the company’s core operating results, and facilitates comparison of operating results for different periods.

 

About Silicon Valley Bancshares

 

For 20 years, Silicon Valley Bancshares, a financial holding company offering diversified financial services, has provided innovative solutions to help entrepreneurs succeed.  The company’s principal subsidiary, Silicon Valley Bank, serves emerging growth and mature companies in the technology and life sciences markets, as well as the private equity and premium wine industries.  Headquartered in Santa Clara, Calif., and with 26 offices across the country, the company offers clients commercial, investment, merchant and personal banking, as well as private equity and value-added services, using its knowledge and networks.  Merger, acquisition, private placement and corporate partnering services are provided through the company’s investment banking subsidiary, SVB Alliant. More information on the company can be found at www.svb.com.

 

7



 

SILICON VALLEY BANCSHARES AND SUBSIDIARIES

 

CONSOLIDATED FINANCIAL HIGHLIGHTS

 

STATEMENTS OF INCOME

 

 

 

 

For the three months ended

 

For the six months ended

 

(Dollars in thousands, except per share amounts)

 

June 30,
2004

 

March 31,
2004

 

June 30,
2003

 

June 30,
2004

 

June 30,
2003

 

Interest Income:

 

 

 

 

 

 

 

 

 

 

 

Loans

 

$

37,280

 

$

36,632

 

$

38,134

 

$

73,912

 

$

75,970

 

Investment Securities:

 

 

 

 

 

 

 

 

 

 

 

Taxable

 

17,989

 

14,023

 

8,557

 

32,012

 

18,934

 

Non-Taxable

 

1,290

 

1,461

 

1,586

 

2,751

 

3,182

 

Federal Funds Sold and Securities Purchased Under Agreement to Resell

 

1,306

 

1,444

 

1,129

 

2,750

 

1,959

 

Total Interest Income

 

57,865

 

53,560

 

49,406

 

111,425

 

100,045

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest Expense

 

 

 

 

 

 

 

 

 

 

 

Deposits

 

2,124

 

2,014

 

2,389

 

4,138

 

4,840

 

Other Borrowings (1)

 

712

 

726

 

317

 

1,438

 

527

 

Total Interest Expense

 

2,836

 

2,740

 

2,706

 

5,576

 

5,367

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Interest Income

 

55,029

 

50,820

 

46,700

 

105,849

 

94,678

 

Provision for Loan Losses

 

(2,759

)

17

 

1,162

 

(2,742

)

4,546

 

Net Interest Income After Provision for Loan Losses

 

57,788

 

50,803

 

45,538

 

108,591

 

90,132

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest Income:

 

 

 

 

 

 

 

 

 

 

 

Corporate Finance Fees

 

10,897

 

4,087

 

4,641

 

14,984

 

8,785

 

Client Investment Fees

 

6,399

 

6,268

 

6,034

 

12,667

 

12,366

 

Letter of Credit and Foreign Exchange Income

 

3,805

 

3,729

 

3,128

 

7,534

 

6,631

 

Deposit Service Charges

 

3,695

 

3,713

 

3,245

 

7,408

 

6,121

 

Income from Client Warrants

 

3,310

 

2,908

 

1,051

 

6,218

 

3,013

 

Investment Gains (Losses)

 

478

 

1,322

 

(3,839

)

1,800

 

(8,544

)

Credit Card Fees

 

604

 

777

 

988

 

1,381

 

2,034

 

Other

 

2,320

 

2,082

 

2,257

 

4,402

 

4,545

 

Total Noninterest Income

 

31,508

 

24,886

 

17,505

 

56,394

 

34,951

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest Expense:

 

 

 

 

 

 

 

 

 

 

 

Compensation and Benefits

 

41,153

 

34,103

 

29,486

 

75,256

 

61,176

 

Net Occupancy

 

4,587

 

4,523

 

4,103

 

9,110

 

8,505

 

Professional Services

 

4,876

 

3,339

 

3,985

 

8,215

 

7,424

 

Furniture and Equipment

 

3,450

 

2,909

 

2,710

 

6,359

 

4,904

 

Business Development and Travel

 

2,180

 

1,991

 

2,296

 

4,171

 

3,912

 

Correspondent Bank Fees

 

1,243

 

1,281

 

1,094

 

2,524

 

2,134

 

Data Processing Services

 

789

 

1,085

 

1,392

 

1,874

 

2,483

 

Telephone

 

902

 

782

 

857

 

1,684

 

1,635

 

Postage and Supplies

 

872

 

772

 

632

 

1,644

 

1,216

 

Tax Credit Fund Amortization

 

620

 

620

 

716

 

1,240

 

1,431

 

Advertising and Promotion

 

924

 

256

 

357

 

1,180

 

531

 

Impairment of Goodwill

 

 

 

17,000

 

 

17,000

 

Trust Preferred Securities Distributions (1)

 

 

 

313

 

 

594

 

Other

 

2,054

 

1,508

 

2,262

 

3,562

 

4,366

 

Total Noninterest Expense

 

63,650

 

53,169

 

67,203

 

116,819

 

117,311

 

 

 

 

 

 

 

 

 

 

 

 

 

Minority Interest in Net (Gains) Losses of Consolidated Affiliates

 

(67

)

(481

)

2,765

 

(548

)

6,244

 

Income (Loss) Before Income Taxes

 

25,579

 

22,039

 

(1,395

)

47,618

 

14,016

 

Income Tax Expense (Benefit)

 

9,871

 

8,029

 

(819

)

17,900

 

4,174

 

Net Income (Loss)

 

$

15,708

 

$

14,010

 

$

(576

)

$

29,718

 

$

9,842

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings (Loss) per Common Share

 

$

0.45

 

$

0.40

 

$

(0.02

)

$

0.85

 

$

0.26

 

Earnings (Loss) per Diluted Common Share

 

$

0.43

 

$

0.38

 

$

(0.02

)

$

0.81

 

$

0.25

 

 

 

 

 

 

 

 

 

 

 

 

 

Return on Average Assets (2)

 

1.3

%

1.3

%

(0.1

)%

1.3

%

0.5

%

Return on Average Equity (2)

 

13.5

%

12.1

%

(0.4

)%

12.8

%

3.6

%

Weighted Average Shares Outstanding

 

35,048,871

 

34,881,263

 

36,735,072

 

34,965,037

 

37,909,333

 

Weighted Average Diluted Shares Outstanding

 

36,916,602

 

36,722,451

 

36,735,072

 

36,813,792

 

38,816,807

 

 


(1)                                 Adoption of FIN No. 46 and SFAS No. 150 in the latter half of 2003 resulted in a change of classification of trust preferred securities distribution expense from noninterest expense to interest expense.

 

(2)                                 Quarterly ratios represent annualized net income (loss) divided by quarterly average assets/equity.

 

8



 

SILICON VALLEY BANCSHARES AND SUBSIDIARIES

STATEMENTS OF COMPREHENSIVE INCOME

 

 

 

For the three months ended

 

For the six months ended

 

(Dollars in thousands)

 

June 30,
2004

 

March 31,
2004

 

June 30,
2003

 

June 30,
2004

 

June 30,
2003

 

Net Income (Loss)

 

$

15,708

 

$

14,010

 

$

(576

)

$

29,718

 

$

9,842

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Comprehensive (Loss) Income, Net of Tax:

 

 

 

 

 

 

 

 

 

 

 

Change in Unrealized (Losses) Gains on Available-For-Sale Investments:

 

 

 

 

 

 

 

 

 

 

 

Unrealized Holding (Losses) Gains

 

(25,952

)

8,025

 

949

 

(17,511

)

(73

)

Reclassification Adjustment for Gains Included in Net Income

 

(1,979

)

(2,263

)

(434

)

(4,658

)

(2,116

)

Other Comprehensive (Loss) Income, Net of Tax

 

(27,931

)

5,762

 

515

 

(22,169

)

(2,189

)

Comprehensive (Loss) Income

 

$

(12,223

)

$

19,772

 

$

(61

)

$

7,549

 

$

7,653

 

 

9



 

SILICON VALLEY BANCSHARES AND SUBSIDIARIES

BALANCE SHEETS

 

(Dollars in thousands, except par value and per share amounts)

 

June 30,
2004

 

March 31,
2004

 

June 30,
2003

 

Assets:

 

 

 

 

 

 

 

Cash and Due from Banks

 

$

213,530

 

$

200,966

 

$

238,202

 

Federal Funds Sold and Securities Purchased Under Agreement to Resell

 

331,104

 

489,453

 

305,609

 

Investment Securities

 

2,087,995

 

1,709,180

 

1,663,920

 

Loans:

 

 

 

 

 

 

 

Gross Loans

 

2,128,091

 

2,005,347

 

1,977,433

 

Unearned Income on Loans

 

(13,656

)

(12,640

)

(12,633

)

Loans, Net of Unearned Income

 

2,114,435

 

1,992,707

 

1,964,800

 

Allowance for Loan Losses

 

(61,900

)

(63,300

)

(69,500

)

Net Loans

 

2,052,535

 

1,929,407

 

1,895,300

 

Premises and Equipment

 

14,083

 

14,316

 

15,585

 

Goodwill

 

37,549

 

37,549

 

83,548

 

Accrued Interest Receivable and Other Assets

 

120,725

 

111,384

 

92,426

 

Total Assets

 

$

4,857,521

 

$

4,492,255

 

$

4,294,590

 

 

 

 

 

 

 

 

 

Liabilities, Minority Interest and Stockholders’ Equity:

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

Deposits:

 

 

 

 

 

 

 

Noninterest-Bearing Demand

 

$

2,394,651

 

$

2,161,633

 

$

1,893,707

 

NOW

 

19,469

 

27,521

 

55,164

 

Money Market

 

1,274,997

 

1,150,791

 

1,029,987

 

Time

 

316,269

 

336,348

 

509,526

 

Total Deposits

 

4,005,386

 

3,676,293

 

3,488,384

 

Short-Term Borrowings

 

34,263

 

9,761

 

9,264

 

Other Liabilities

 

69,898

 

71,070

 

115,551

 

Long-Term Debt (1)

 

205,805

 

202,763

 

163,057

 

Total Liabilities

 

4,315,352

 

3,959,887

 

3,776,256

 

 

 

 

 

 

 

 

 

Company Obligated Mandatorily Redeemable Trust Preferred Securities of Subsidiary Trust Holding Solely Junior Subordinated Debentures (Trust Preferred Securities) (1)

 

 

 

38,718

 

Minority Interest in Capital of Consolidated Affiliates

 

68,692

 

55,935

 

47,481

 

Stockholders’ Equity:

 

 

 

 

 

 

 

Common Stock, $0.001 Par Value

 

36

 

35

 

34

 

Additional Paid-In Capital

 

34,491

 

23,586

 

1,758

 

Retained Earnings

 

451,851

 

436,144

 

419,999

 

Unearned Compensation

 

(2,563

)

(925

)

(1,839

)

Accumulated Other Comprehensive Income:

 

 

 

 

 

 

 

Net Unrealized (Losses) Gains on Available-for-Sale Investments

 

(10,338

)

17,593

 

12,183

 

Total Stockholders’ Equity

 

473,477

 

476,433

 

432,135

 

Total Liabilities, Minority Interest and Stockholders’ Equity

 

$

4,857,521

 

$

4,492,255

 

$

4,294,590

 

Capital Ratios:

 

 

 

 

 

 

 

Total Risk-Based Capital Ratio

 

16.8

%

17.6

%

14.6

%

Tier 1 Risk-Based Capital Ratio

 

13.1

%

13.0

%

10.1

%

Tier 1 Leverage Ratio

 

10.8

%

10.8

%

9.9

%

Average Stockholders’ Equity as a Percentage of Average Assets (2)

 

9.9

%

10.5

%

13.2

%

Other Period End Statistics:

 

 

 

 

 

 

 

Book Value per Share

 

$

13.31

 

$

13.52

 

$

12.53

 

Full-Time Equivalent Employees

 

991

 

969

 

980

 

Common Stock Outstanding

 

35,576,861

 

35,236,779

 

34,490,249

 

 


(1)               Contrary to prior practice, for periods ending after December 15, 2003, in accordance with the provision of FIN No. 46, the company will not consolidate a special purpose trust, which was formed for the purpose of issuing 7.0% Trust Preferred Securities. Therefore, as of December 31, 2003, the company’s junior subordinated debentures of $51.5 million issued to this special purpose trust were classified as long-term debt.  For periods ending prior to December 15, 2003, in accordance with the accounting rules in effect at that time, the company consolidated a special purpose trust, SVB Capital I, formed for the purpose of issuing $40.0 million in 8.25% Trust Preferred Securities. On December 1, 2003, the company redeemed the $40.0 million of 8.25% Trust Preferred Securities.

 

(2)               Represents quarterly average balances for each respective period.

 

10



 

SILICON VALLEY BANCSHARES AND SUBSIDIARIES

AVERAGE BALANCES, RATES AND YIELDS

 

 

 

For the three months ended June 30,

 

 

 

2004

 

2003

 

(Dollars in thousands)

 

Average
Balance

 

Interest
Income/
Expense

 

Yield/
Rate

 

Average
Balance

 

Interest
Income/
Expense

 

Yield/
Rate

 

Interest-Earning Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

Federal Funds Sold and Securities Purchased Under Agreement to Resell (1)

 

$

479,701

 

$

1,306

 

1.1

%

$

345,163

 

$

1,129

 

1.3

%

Investment Securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

Taxable

 

1,811,929

 

17,989

 

4.0

 

1,151,524

 

8,557

 

3.0

 

Non-Taxable (2)

 

144,244

 

1,986

 

5.5

 

143,506

 

2,440

 

6.8

 

Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

1,556,080

 

33,557

 

8.7

 

1,528,983

 

34,557

 

9.1

 

Real Estate Construction and Term

 

110,302

 

1,446

 

5.3

 

104,887

 

1,520

 

5.8

 

Consumer and Other

 

214,598

 

2,277

 

4.3

 

190,664

 

2,057

 

4.3

 

Total Loans

 

1,880,980

 

37,280

 

8.0

 

1,824,534

 

38,134

 

8.4

 

Total Interest-Earning Assets

 

4,316,854

 

58,561

 

5.5

 

3,464,727

 

50,260

 

5.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and Due From Banks

 

208,297

 

 

 

 

 

193,709

 

 

 

 

 

Allowance for Loan Losses

 

(65,612

)

 

 

 

 

(72,436

 

 

 

 

Goodwill

 

37,551

 

 

 

 

 

100,386

 

 

 

 

 

Other Assets

 

217,850

 

 

 

 

 

203,991

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Assets

 

$

4,714,940

 

 

 

 

 

$

3,890,377

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Funding Sources:

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest-Bearing Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

NOW Deposits

 

$

26,082

 

27

 

0.4

 

$

26,897

 

31

 

0.5

 

Regular Money Market Deposits

 

555,939

 

695

 

0.5

 

277,872

 

424

 

0.6

 

Bonus Money Market Deposits

 

744,674

 

925

 

0.5

 

634,365

 

946

 

0.6

 

Time Deposits

 

321,365

 

477

 

0.6

 

522,807

 

989

 

0.8

 

Short-Term Borrowings

 

10,058

 

72

 

2.9

 

9,450

 

69

 

2.9

 

Long-Term Debt (3)

 

204,407

 

640

 

1.3

 

84,716

 

247

 

1.2

 

Total Interest-bearing Liabilities

 

1,862,525

 

2,836

 

0.6

 

1,556,107

 

2,706

 

0.7

 

Portion of Noninterest-bearing Funding Sources

 

2,454,329

 

 

 

 

 

1,908,620

 

 

 

 

 

Total Funding Sources

 

4,316,854

 

2,836

 

0.3

 

3,464,727

 

2,706

 

0.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest-Bearing Funding Sources:

 

 

 

 

 

 

 

 

 

 

 

 

 

Demand Deposits

 

2,250,435

 

 

 

 

 

1,675,387

 

 

 

 

 

Other Liabilities

 

81,051

 

 

 

 

 

74,569

 

 

 

 

 

Trust Preferred Securities (3)

 

 

 

 

 

 

38,708

 

 

 

 

 

Minority Interest in Capital of Consolidated Affiliates

 

53,853

 

 

 

 

 

31,821

 

 

 

 

 

Stockholders’ Equity

 

467,076

 

 

 

 

 

513,785

 

 

 

 

 

Portion Used to Fund Interest-earning Assets

 

(2,454,329

)

 

 

 

 

(1,908,620

 

 

 

 

Total Liabilities, Minority Interest and Stockholders’ Equity

 

$

4,714,940

 

 

 

 

 

$

3,890,377

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Interest Income and Margin

 

 

 

$

55,725

 

5.2

%

 

 

$

47,554

 

5.5

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Deposits

 

$

3,898,495

 

 

 

 

 

$

3,137,328

 

 

 

 

 

 


(1)             Includes average interest-bearing deposits in other financial institutions of $11,940 and $1,824 for the three months ended June 30, 2004 and 2003, respectively.

 

(2)             Interest income on non-taxable investments is presented on a fully taxable-equivalent basis using the federal statutory income tax rate of 35% in 2004 and 2003.  The tax equivalent adjustments were $696 and $854 for the three months ended June 30, 2004 and 2003, respectively.

 

(3)             Adoption of FIN No. 46 and SFAS No. 150 in the latter half of 2003 resulted in a change of classification of Trust Preferred Securities distribution expense from noninterest expense to interest expense. Additionally, the adoption of FIN No. 46 and SFAS No. 150 resulted in a change of classification of Trust Preferred Securities from noninterest bearing funding sources to interest-bearing liabilities. Prior to adoption of FIN No. 46 and SFAS No. 150, in accordance with accounting rules in effect at that time, the company recorded Trust Preferred Securities distribution expense as noninterest expense. On October 30, 2003, $50.0 million in cumulative 7.0% Trust Preferred Securities were issued through a newly formed special purpose trust, SVB Capital II.  The company received $51.5 million in proceeds

 

11



 

from the issuance of 7.0% Junior Subordinated debentures to SVB Capital II. A portion of the net proceeds were used to redeem the existing $40.0 million of 8.25% Trust Preferred Securities.

 

12



 

SILICON VALLEY BANCSHARES AND SUBSIDIARIES

CREDIT QUALITY

 

(Dollars in thousands)

 

June 30,
2004

 

March 31,
2004

 

June 30,
2003

 

Nonperforming Loans:

 

 

 

 

 

 

 

Loans Past Due 90 Days or More

 

$

547

 

$

 

$

 

Nonaccrual Loans

 

12,010

 

13,968

 

16,674

 

Total Nonperforming Loans (1)

 

$

12,557

 

$

13,968

 

$

16,674

 

 

 

 

 

 

 

 

 

Nonperforming Loans as a Percentage of Total Gross Loans

 

0.6

%

0.7

%

0.8

%

Nonperforming Loans as a Percentage of Total Assets

 

0.3

%

0.3

%

0.4

%

 

 

 

 

 

 

 

 

Allowance for Loan Losses

 

$

61,900

 

$

63,300

 

$

69,500

 

As a Percentage of Total Gross Loans

 

2.9

%

3.2

%

3.5

%

As a Percentage of Nonperforming Loans

 

493.0

%

453.2

%

416.8

%

 


(1)             Nonperforming loans equal nonperfoming assets for each respective period.

 

13