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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

(Mark One)

 

[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended                                     March 31, 2004                                                                    

OR

[   ] transition report pursuant to section 13 or 15 (d) of

the SECURITIES EXCHANGE ACT OF 1934

For the transition period from                                                                 to                                                                  

Commission file number                                                            0-18630                                                                     

                                                                    Cathay General Bancorp                                                                         

(Exact name of registrant as specified in its charter)

 

                              Delaware                                                                                                      95-4274680             

(State of other jurisdiction of incorporation                                                                            (I.R.S. Employer

                      or organization)                                                                                             Identification No.)

 

777 North Broadway, Los Angeles, California                                                           90012                                         

(Address of principal executive offices)                                                                    (Zip Code)

Registrant's telephone number, including area code:                                     (213) 625-4700                                          

 

                                                                                                                                                                &nbs p;                    

(Former name, former address and former fiscal year, if changed since last report)

 

    Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes [X] No [ ]

    Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes [X] No [ ]

    Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

    Common stock, $.01 par value, 24,881,339 shares outstanding as of April 30, 2004.

_______________________________________________________________________________________________

 

CATHAY GENERAL BANCORP AND SUBSIDIARies

1st QUARTER 2004 REPORT ON FORM 10-Q

TABLE OF CONTENTS

 

PART I - FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Business

Merger with GBC Bancorp

Basis of Presentation

Recent Accounting Pronouncements

Earnings per Share

Stock-Based Compensation

Commitments and Contingencies

Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Income Statement Review

Financial Condition Review

Asset Quality Review

Capital Resources

Capital Adequacy Review

Liquidity

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market Risk

Financial Derivatives

Item 4. CONTROLS AND PROCEDURES

 

 

PART II - OTHER INFORMATION

 

Item 1. LEGAL PROCEEDINGS

 

Item 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

 

Item 3. DEFAULTS UPON SENIOR SECURITIES

 

Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

 

Item 5. OTHER INFORMATION

 

Item 6. EXHIBITS AND REPORTS ON FORM 8-K

 

SIGNATURES

_______________________________________________________________________________________________

 

PART I - FINANCIAL INFORMATION

Item 1.  FINANCIAL STATEMENTS

(Unaudited)

 

_______________________________________________________________________________________________

CATHAY GENERAL BANCORP AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(Unaudited)

 

(In thousands, except share and per share data)

March 31, 2004

 

December 31, 2003

 

% change

Assets

Cash and due from banks

$ 153,101

$ 111,699

37

Federal funds sold and securities purchased under agreements to

     resell

-

 

82,000

(100)

Cash and cash equivalents

153,101

193,699

(21)

Investment securities (amortized cost of $1,751,707 in 2004 and 

     $1,692,780 in 2003)

1,780,485

1,707,962

4

Loans

3,423,417

3,306,421

4

     Less: Allowance for loan losses

(65,801)

(65,808)

(0)

                Unamortized deferred loan fees

(11,234)

 

(10,862)

3

               Loans, net

3,346,382

3,229,751

4

Other real estate owned, net

-

400

(100)

Affordable housing investments, net

34,837

32,977

6

Premises and equipment, net

35,095

35,624

(1)

Customers' liability on acceptances

11,996

11,731

2

Accrued interest receivable

19,643

21,553

(9)

Goodwill

241,223

241,728

(0)

Other intangible assets, net

51,418

52,730

(2)

Other assets

12,035

13,760

(13)

     Total assets

$ 5,686,215

 

$ 5,541,915

3

Liabilities and Stockholders' Equity

Deposits

     Non-interest-bearing demand deposits

$ 635,035

$ 633,556

0

     Interest-bearing deposits:

          NOW deposits

282,030

279,679

1

          Money market deposits

605,671

657,638

(8)

          Savings deposits

421,353

425,076

(1)

          Time deposits under $100

550,124

559,305

(2)

          Time deposits of $100 or more

1,877,234

 

1,872,827

0

     Total deposits

4,371,447

 

4,428,081

(1)

Federal funds purchased and securities sold under agreement to

     repurchase

119,000

82,500

44

Advances from the Federal Home Loan Bank

373,404

258,313

45

Other borrowings

8,654

27,622

(69)

Minority interest in consolidated subsidiary

6,560

4,412

49

Acceptances outstanding

11,996

11,731

2

Junior subordinated notes

53,871

53,856

100

Other liabilities

94,600

 

56,104

69

     Total liabilities

5,039,532

 

4,922,619

2

Stockholders' Equity

     Preferred stock, $0.01 par value; 10,000,000 shares

          Authorized, none issued

-

-

-

     Common stock, $0.01 par value, 100,000,000 shares authorized,

          25,124,001 issued and 24,859,404 outstanding in 2004 and

          24,804,091 outstanding in 2003

252

251

0

     Treasury stock, at cost (319,910 shares in 2004 and in 2003)

(8,810)

(8,810)

-

     Additional paid-in-capital

371,647

365,272

2

     Unearned compensation

(14,129)

(10,834)

     Accumulated other comprehensive income, net

17,321

9,444

83

     Retained earnings

280,402

 

263,973

6

     Total stockholders' equity

646,683

 

619,296

4

 

 

 

 

     Total liabilities and stockholders' equity

$ 5,686,215

 

$ 5,541,915

3

See Accompanying Notes to Unaudited Condensed Consolidated Financial Statements

 

CATHAY GENERAL BANCORP AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

(Unaudited)

Three months ended March 31,

(In thousands, except share and per share data)

 

2004

2003

INTEREST INCOME

Interest on loans

$ 45,459

$ 26,936

Interest on securities available-for-sale

18,579

8,871

Interest on federal funds sold and securities purchased under agreements to resell

50

173

Interest on deposits with banks

30

2

Total interest income

 

64,118

35,982

INTEREST EXPENSE

Time deposits of $100 or more

7,234

5,200

Other deposits

3,732

2,681

Other borrowed funds

2,083

1,254

Total interest expense

 

13,049

9,135

Net interest income before provision for loan losses

51,069

26,847

Provision for loan losses

-

1,650

Net interest income after provision for loan losses

 

51,069

25,197

NON-INTEREST INCOME

Securities (losses) gains

(202)

1,795

Letters of credit commissions

954

498

Depository service fees

1,935

1,333

Other operating income

1,709

1,165

Total non-interest income

 

4,396

4,791

NON-INTEREST EXPENSE

Salaries and employee benefits

12,218

6,643

Occupancy expense

2,128

981

Computer and equipment expense

2,033

820

Professional services expense

1,547

997

FDIC and State assessments

270

130

Marketing expense

699

389

Other real estate owned expense

477

46

Operations of affordable housing investments

749

525

Amortization of core deposit intangibles

1,333

47

Other operating expense

1,806

756

Total non-interest expense

 

23,260

11,334

Income before income tax expense

32,205

18,654

Income tax expense

12,302

6,120

Net income

 

19,903

12,534

Other comprehensive income (loss), net of tax

     Unrealized holding losses arising during the period

8,165

(292)

     Unrealized gains (losses) on cash flow hedge derivatives

(2)

27

     Less: reclassfication adjustments included in net income

 

286

1,164

     Total other comprehensive income (loss), net of tax

 

7,877

(1,429)

Total comprehensive income

 

$ 27,780

$ 11,105

Net income per common share:

Basic

$ 0.80

$ 0.70

Diluted

$ 0.79

$ 0.69

Cash dividends paid per common share

$ 0.14

$ 0.14

Basic average common shares outstanding

24,835,650

18,003,791

Diluted average common shares outstanding

25,092,652

18,117,001

                  See Accompanying Notes to Unaudited Condensed Consolidated Financial Statements

 

 

CATHAY GENERAL BANCORP AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

For the three months ended March 31,

(In thousands)

2004

 

2003

Cash Flows from Operating Activities:

Net income

$ 19,903

$ 12,534

Adjustments to reconcile net income to net cash provided (used) by operating activities:

     Provision for loan losses

-

1,650

     Provision for losses on other real estate owned

400

-

     Depreciation

819

416

     Gain on sale of loans

(125)

(140)

     Gain on sale and call of investment securities

(33)

(1,897)

     Proceeds from sale of loans

1,614

3,042

     Write-downs on venture capital investments

235

102

     Amortization of investment securities

1,956

511

     Other non-cash interest

(1,117)

-

     Amortization of intangibles

1,312

47

     Stock-based compensation expense

719

97

     Tax benefit from stock-based compensation expense

(302)

(41)

     Increase in deferred loan fees, net

372

216

     Decrease in accrued interest receivable

1,910

1,265

     Decrease in other assets, net

2,230

2,409

     Increase (decrease) in other liabilities

40,887

 

(49,022)

          Net cash provided (used) by operating activities

70,780

 

(28,811)

Cash Flows from Investing Activities:

Purchase of investment securities available-for-sale

(236,111)

(131,192)

Proceeds from maturity, prepayments and call of investment securities available-for-sale

175,025

33,318

Proceeds from sale of investment securities available-for-sale

-

18,014

Purchase of investment securities held-to-maturity

-

(2,847)

Proceeds from maturity, prepayments and call of investment securities held-to-maturity

-

36,570

Purchase of mortgage-backed securities held-to-maturity

-

(34,645)

Net increase in loans

(118,899)

(81,420)

Purchase of premises and equipment

(290)

(91)

Net increase in investments in affordable housing

(1,860)

31

Additional cash payments related to acquisition of GBC Bancorp

(7,241)

 

-

          Net cash used in investing activities

(189,376)

 

(162,262)

Cash Flows from Financing Activities:

Net (decrease)/ increase in demand deposits, NOW deposits, money market and savings deposits

(51,860)

53,253

Net (decrease)/ increase in time deposits

(4,158)

48,543

Net increase in securities sold under agreements to repurchase

36,500

97,000

Increase in advances from Federal Home Loan Bank

117,046

-

Cash dividends

(3,473)

(2,519)

Issuance of preferred stock of subsidiary

2,148

-

Repayment of other borrowings

(20,000)

-

Proceeds from shares issued to the Dividend Reinvestment Plan

664

588

Proceeds from exercise of stock options

1,131

-

Purchase of treasury stock

-

 

(523)

          Net cash provided by financing activities

77,998

 

196,342

Increase in cash and cash equivalents

(40,598)

5,269

Cash and cash equivalents, beginning of period

193,699

 

89,777

 Cash and cash equivalents, end of period

$ 153,101

 

$ 95,046

Supplemental disclosure of cash flows information

Cash paid during the period:

Interest

$ 13,174

$ 9,365

Income taxes

$ 9,100

$ 21,558

Non-cash investing activities:

     Transfer to investment securities available-for-sale within 90 days of maturity

$ -

$ 125

     Net change in unrealized holding gain on securities available-for-sale, net of tax

$ 7,879

$ (1,456)

     Net change in unrealized gains on cash flow hedge derivatives, net of tax

$ (2)

$ 27

See Accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

 

 

CATHAY GENERAL BANCORP AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

Business

Cathay General Bancorp (the "Bancorp") is the holding company for Cathay Bank (the "Bank"), four limited partnerships owned by the Bank investing in affordable housing investments, and GBC Venture Capital, Inc., (together the "Company" or "we", "us," or "our"). Bancorp also owns 100% of the common stock of three statutory business trusts created for the purpose of issuing capital securities. The Bank was founded in 1962 and offers a wide range of financial services. The Bank now operates twenty-three branches in Southern California, nine branches in Northern California, one branch in Washington State, three branches in New York State, two branches in Massachusetts, and one branch in Houston, Texas, plus representative offices in Taipei, Taiwan, Hong Kong and Shanghai, China. In addition, the Bank's subsidiaries, Cathay Investment Company and GBC Trade Services, Asia Limited maintain offices in Taiwan and Hong Kong, respectively. The Bank is a commercial bank, servicing primarily individuals, professionals, and small to medium-sized businesses in the local markets in which its branches are located.

Merger with GBC Bancorp

As of the close of business on October 20, 2003, the Company completed its merger with GBC Bancorp and General Bank ("GBC merger"), pursuant to the terms of the Agreement and Plan of Merger dated May 6, 2003. As a result of the merger, Cathay Bancorp, Inc. issued 6.75 million shares of its newly issued common stock, and paid $162.4 million in cash for all of the issued and outstanding shares of GBC Bancorp common stock. In addition, the Company's name was changed to Cathay General Bancorp. The results of GBC Bancorp's operations have been included in the Company's consolidated financial statements since October 20, 2003. The return on assets and return on equity after the merger with GBC Bancorp are lower than in previous periods, due in part to the increases in assets and stockholders' equity as a result of the GBC merger.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the interim periods presented are not necessarily indicative of the results that may be expected for the year ending December 31, 2004. Certain reclassifications have been made to the prior year's financial statements to conform to the current year's presentation. For further information, refer to the audited consolidated financial statements and footnotes included in the Company's annual report on Form 10-K for the year ended December 31, 2003.

The preparation of the consolidated financial statements in accordance with GAAP requires management of the Company to make a number of estimates and assumptions relating to the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates. The most significant estimate subject to change relates to the allowance for loan losses.

Recent Accounting Pronouncements

In March 2004, the FASB issued Emerging Issues Task Force Issue No. 03-1, "The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments". This EITF describes a model involves three steps: (1) determine whether an investment is impaired, (2) determine whether the impairment is other-than-temporary, and (3) to recognize the impairment loss in earnings. The EITF also requires several additional disclosures for cost-method investments. The EITF's impairment accounting guidance is effective for reporting periods beginning after June 15, 2004. The Company is determining the impact of this EITF on its consolidated financial statements.

Financial Derivatives

The Company enters into financial derivatives in order to seek mitigation of exposure to interest rate risks related to its interest-earning assets and interest-bearing liabilities. The Company recognizes all derivatives on the balance sheet at fair value. Fair value is based on dealer quotes, or quoted prices from instruments with similar characteristics. The Company uses financial derivatives designated for hedging activities as cash flow hedges. For derivatives designated as cash flow hedges, changes in fair value are recognized in other comprehensive income until the hedged item is recognized in earnings.

On March 21, 2000, we entered into an interest rate swap agreement with a major financial institution in the notional amount of $20.0 million for a period of five years. The interest rate swap was for the purpose of hedging the cash flows from a portion of our floating rate loans against declining interest rates. The purpose of the hedge is to provide a measure of stability in the future cash receipts from such loans over the term of the swap agreement, which at March 31, 2004, was approximately four quarters. At March 31, 2004, the fair value of the interest rate swap was $1.1 million, exclusive of accrued interest. Amounts to be paid or received on the interest rate swap are reclassified into earnings upon the receipt of interest payments in the underlying hedged loans, including amounts totaling $0.3 million that were reclassified into earnings during the quarter ended March 31, 2004. The estimated net amount of the existing gains within accumulated other comprehensive income that are expected to reclassify into earnings within the next 12 months is approximately $1.1 million.

Earnings per Share

Basic earnings per share excludes dilution and is computed by dividing net income available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock and resulted in the issuance of common stock that then shared in earnings.

For the three months ended March 31, 2003 and 2004, stock options to purchase an additional 0.2 million and 1.3 million shares, respectively, of common stock were outstanding, but were not included in the computation of diluted earnings per share because their inclusion would have had an antidilutive effect. 

The following table sets forth basic and diluted earnings per share calculations:

 

Three months ended March 31,

(Dollars in thousands, except share and per share data)

2004

2003

Net income

$ 19,903

$ 12,534

     

Weighted-average shares:

   

Basic weighted-average number of common shares outstanding

24,835,650

18,003,791

Dilutive effect of weighted-average outstanding common shares equivalents

257,002

113,210

Diluted weighted-average number of common shares outstanding

25,092,652

18,117,001

Earnings per share:

   

     Basic

$ 0.80

$ 0.70

     Diluted

$ 0.79

$ 0.69

Stock-Based Compensation

Prior to 2003, the Company used the intrinsic-value method to account for stock-based compensation. Accordingly, no expense was recorded in periods prior to 2003. In 2003, the Company adopted prospectively the fair value recognition provisions of Financial Accounting Standards Board ("FASB") Statement No. 123, "Accounting for Stock-Based Compensation," as amended by FASB Statement No. 148, "Accounting for Stock-Based Compensation - - Transition and Disclosure, an Amendment of FASB Statement No. 123," and began recognizing the expense associated with stock options granted during 2003 using the fair value method, which resulted in charges to salaries and employee benefits for the first quarter of 2003 and 2004 of $97,000 and $719,000, respectively. Stock-based compensation expense for stock options is calculated based on the fair value of the award at the grant date, and is recognized as an expense over the vesting period of the grant. The Company uses the Black-Scholes option pricing model to estimate the value of granted options. This model takes into account the option exercise price, the expected life, the current price of the underlying stock, the expected volatility of the Company's stock, expected dividends on the stock and a risk-free interest rate. Since compensation cost is measured at the grant date, the only variable whose change would impact expected compensation expense recognized in future periods for 2003 and 2004 grants is actual forfeitures.

Under SFAS No.123, the weighted average per share fair value of the options granted during the first quarter of 2004 and the full year 2003 was $13.33 and $11.12, respectively, on the date of grant. Fair value under SFAS No.123 is determined using the Black-Scholes option pricing model with the following assumptions:

2004

2003

Expected life - number of years

4

4

Risk-free interest rate

2.65%

2.67%

Volatility

27.26%

28.17%

Dividend yield

0.98%

1.19%

If the compensation cost for the Company's stock option plan had been determined with the fair value at the grant dates, for all awards under the Plan consistent with the method of SFAS No. 123, "Accounting for Stock-Based Compensation," the Company's net income and earnings per share for the first quarter of 2003 and 2004 would have been reduced to the pro forma amounts indicated in the table below.

2004

2003

Net income, as reported

$ 19,903

$ 12,534

     Add: Stock-based employee compensation expense included in reported net

      income, net of related tax effects

 

416

 

56

     Deduct: Total stock-based employee compensation expense determined

     under fair value based method for all awards, net of related tax effects

 

(489)

 

(124)

Pro forma net income

$ 19,830

$ 12,466

Earnings per share:

Basic - as reported

$ 0.80

$ 0.70

Basic - pro forma

0.79

0.69

Diluted - as reported

0.79

0.69

Diluted - pro forma

0.79

0.69

Commitments and Contingencies

In the normal course of business, the Company becomes a party to financial instruments with off-balance sheet risk to meet the financing needs of its customers. These financial instruments include commitments to extend credit in the form of loans, or through commercial or standby letters of credit, and financial guarantees. Those instruments represent varying degrees of exposure to risk in excess of the amounts included in the accompanying condensed consolidated statements of condition. The contractual or notional amount of these instruments indicates a level of activity associated with a particular class of financial instrument and is not a reflection of the level of expected losses, if any.

The Company's exposure to credit loss in the event of non-performance by the other party to the financial instrument for commitments to extend credit is represented by the contractual amount of those instruments. The Company uses the same credit policies in making commitments and conditional obligations as it does for on-balance sheet instruments.

(In thousands)

At March 31, 2004

At December 31, 2003

Commitments to extend credit

$ 1,077,590

$ 1,039,949

Investment Commitments

24,005

23,316

Standby letters of credit

46,281

57,443

Other letters of credit

84,852

81,175

Bill of lading guarantee

304

818

Total

$ 1,233,032

$ 1,202,701

Commitments to extend credit are agreements to lend to a customer provided there is no violation of any condition established in the commitment agreement. These commitments generally have fixed expiration dates and the total commitment amounts do not necessarily represent future cash requirements. The Company evaluates each customer's creditworthiness on a case-by-case basis. The amount of collateral obtained if deemed necessary by the Company upon extension of credit is based on management's credit evaluation of the borrowers. Letters of credit, including standby letters of credit and bill of lading guarantees, are conditional commitments issued by the Company to guarantee the performance of a customer to a third party. The credit risk involved in issuing these types of instrument is essentially the same as that involved in making loans to customers.

Regulated Investment Company

As previously disclosed, in the fourth quarter of 2003, a change in the California tax law was enacted by the California Legislature which would, among other things, deny certain tax deductions related to regulated investment companies from and after January 1, 2003. On December 31, 2003, the California Franchise Tax Board (FTB) announced its position that such tax deductions would also be disallowed for tax periods prior to January 1, 2003. As also previously disclosed, in December, 2002, the Company decided to deregister its regulated investment company and, in February, 2003, the Company completed such deregistration. The Company had created the regulated investment company for the purpose of raising capital.

The Company believes that the tax benefits recorded in the three prior years with respect to its regulated investment company were appropriate and fully defensible under California law in effect at the time the tax benefits were recorded. The Company had relied on the existing California tax law related to regulated investment companies and on an outside tax opinion in creating this subsidiary. Nevertheless, the Company has deemed it prudent to participate in the voluntary compliance initiative (VCI) offered by the FTB in order to avoid certain potential penalties should the FTB prevail in its position to disallow tax deductions for periods prior to enactment of the legislation described above, although participation in the VCI does not eliminate the accuracy-related penalty should the FTB prevail in its position. Pursuant to the VCI program, the Company filed amended California income tax returns on April 12, 2004, for all affected years (2000, 2001, and 2002) and paid the resulting taxes and interest due in the aggregate sum of $16.2 million, which is deductible for federal income tax purposes. Concurrent with the filing of the amended income tax returns, the Company also filed refund claims for the amounts paid. These refund claims will be reflected as assets in the Company's consolidated financial statements. Although the Company believes its tax deductions related to the regulated investment company were appropriate and fully defensible, there can be no assurance of the outcome of its refund claims. The Company will continue to follow the latest developments with regards to this matter and actively pursue its refund claims.

 

Acquisition reserves related to GBC Bancorp

Reserves for estimated lease termination costs of $1.3 million and severance and contract termination costs of $1.3 million were established as purchase price adjustments for the October 20, 2003 merger with GBC Bancorp. Through March 31, 2004, approximately $0.1 million of these costs have been incurred and paid. During the first quarter of 2004, the reserve for estimated lease termination costs was decreased by $0.9 million to reflect a decrease in the number of branches expected to be closed. Goodwill was reduced by $0.5 million to reflect the after-tax impact of this adjustment.

 

Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion is given based on the assumption that the reader has access to and read the Annual Report on Form 10-K for the year ended December 31, 2003, of Cathay General Bancorp ("Bancorp") and its wholly-owned subsidiary Cathay Bank (the "Bank" and together the "Company" or "we", "us," or "our").

The statements in this report include forward-looking statements regarding management's beliefs, projections, and assumptions concerning future results and events. These forward-looking statements may, but do not necessarily, include words such as "believes," "expects," "anticipates," "intends," "plans," "estimates," "may," "will," "should," "could," "predicts," "potential," "continue" or similar expressions. Forward-looking statements are not guarantees. They involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by such forward-looking statements. Such factors include, among other things, adverse developments, or conditions related to or arising from:

These and other factors are further described in Cathay General Bancorp's Annual Report on Form 10-K for the year ended December 31, 2003, its reports and registration statements filed (including those filed by GBC Bancorp prior to the merger) with the Securities and Exchange Commission ("SEC") and other filings it makes in the future with the SEC from time to time. Cathay General Bancorp has no intention and undertakes no obligation to update any forward-looking statement or to publicly announce the results of any revision of any forward-looking statement to reflect future developments or events.

Cathay General Bancorp's filings with the SEC are available to the public from commercial document retrieval services and at the website maintained by the SEC at htpp://www.sec.gov, or by requests directed to Cathay General Bancorp, 777 North Broadway, Los Angeles, California 90012, Attn: Investor Relations (213) 625-4749.

Critical Accounting Policies

The discussion and analysis of our consolidated financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these consolidated financial statements requires management to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities at the date of our financial statements. Actual results may differ from these estimates under different assumptions or conditions.

Accounting for the allowance for loan losses involves significant judgments and assumptions by management, which have a material impact on the carrying value of net loans; management considers this accounting policy to be a critical accounting policy. The judgments and assumptions used by management are based on historical experience and other factors, which are believed to be reasonable under the circumstances as described under the heading "Allowance for Loan Losses."

Accounting for the merger with GBC Bancorp involves significant judgments and assumptions by management, which have a material impact on the carrying value of fixed rate loans and borrowings and the determination of core deposit intangible assets and goodwill. The judgments and assumptions used by management are described in Note 2 to the Consolidated Financial Statements in the Company's annual report on Form 10-K for the year ended December 31, 2003.

FIRST QUARTER HIGHLIGHTS:

Income Statement Review

Net Income

Net income for the first quarter of 2004 was $19.9 million or $0.79 per diluted share, a 58.8% increase in net income compared with net income of $12.5 million or $0.69 per diluted share for the same quarter a year ago. Return on average stockholders' equity was 12.71% and return on average assets was 1.45% for the first quarter of 2004 compared with a return on average stockholders' equity of 17.43% and a return on average assets of 1.79% for the three months ended March 31, 2003.

FINANCIAL PERFORMANCE

 

First quarter 2004

 

First quarter 2003

(In thousands, except per share data)

Net income

$ 19,903

 

$ 12,534

Basic earnings per share

$0.80

 

$0.70

Diluted earnings per share

$0.79

 

$0.69

Return on average assets

1.45%

 

1.79%

Return on average stockholders' equity

12.71%

 

17.43%

Efficiency ratio

41.94%

 

35.82%

Total average assets

$ 5,537,873

 

$ 2,844,276

Total average stockholders equity

$ 629,996

 

$ 291,608

Net Interest Income Before Provision for Loan Losses

Our net interest income before provision for loan losses increased to $51.1 million during the first quarter of 2004, or 90.2% higher than the $26.8 million during the same quarter a year ago. The increase was due primarily to the merger with GBC Bancorp and strong growth in loans.

The net interest margin, on a fully taxable-equivalent basis, increased 23 basis points from 3.84% during the fourth quarter of 2003 to 4.07% for the first quarter 2004, primarily as a result of increases in the yield on investment securities from the sale of lower yielding securities. The net interest margin decreased slightly from 4.11% in the first quarter of 2003 to 4.07% in the first quarter of 2004.

For the first quarter of 2004, the interest rate earned on our average interest-earning assets was 5.09% on a fully taxable-equivalent basis, and our cost of funds on average interest-bearing liabilities equaled 1.25%. In comparison, for the first quarter of 2003, the interest rate earned on our average interest-earning assets was 5.48% and our cost of funds on average interest-bearing liabilities equaled 1.69%.

Average daily balances, together with the total dollar amounts, on a taxable-equivalent basis, of interest income and interest expense, and the weighted-average interest rate and net interest margin were as follows:

Interest-Earning Assets and Interest-Bearing Liabilities

Three months ended March 31,

2004

2003

Interest

Average

Interest

Average

Taxable-equivalent basis

Average

Income/

Yield/

Average

Income/

Yield/

(Dollars in thousands)

Balance

Expense

Rate (1)(2)

Balance

Expense

Rate (1)(2)

Interest Earning Assets

Loans and leases (1)

$ 3,330,878

$ 45,459

5.49%

$ 1,917,364

$ 26,936

5.70%

Taxable securities

1,644,478

17,566

4.30

635,730

7,796

4.97

Tax-exempt securities (3)

100,282

1,558

6.25

93,108

1,653

7.20

Interest bearing deposits

5,077

30

2.38

830

2

0.98

Federal funds sold & securities purchased

under agreements to resell

24,088

50

0.83

57,622

173

1.22

Total interest-earning assets

5,104,803

64,663

5.09

2,704,654

36,560

5.48

Non-interest earning assets

Cash and due from banks

102,807

66,178

Other non-earning assets

408,706

103,117

Total non-interest earning assets

511,513

169,295

Less: Allowance for loan losses

(67,737)

(25,117)

Deferred loan fees

(10,706)

(4,556)

Total assets

$ 5,537,873

$ 2,844,276

Interest bearing liabilities:

Interest bearing demand accounts

$ 278,100

$ 212

0.31

$ 149,647

$ 86

0.23

Money market accounts

652,051

1,138

0.70

188,275

376

0.81

Savings accounts

417,487

310

0.30

290,233

211

0.29

Time deposits

2,432,373

9,306

1.54

1,430,745

7,208

2.04

Total interest-bearing deposits

3,780,011

10,966

1.17

2,058,900

7,881

1.55

Fed funds borrowed and repos

71,247

407

2.30

89,333

692

3.14

Other borrowings

291,281

1,103

1.52

50,256

562

4.54

Junior subordinated notes

53,862

573

4.28

-

-

-

Total interest-bearing liabilities

4,196,401

13,049

1.25

2,198,489

9,135

1.69

Non-interest bearing liabilities

Demand deposits

638,559

295,042

Other liabilities

72,917

59,137

Stockholders' equity

629,996

291,608

Total liabilities and stockholders' equity

$ 5,537,873

$ 2,844,276

Net interest spread (4)

3.84%

3.79%

Net interest income (4)

$ 51,614

$ 27,425

Net interest margin (4)

4.07%

4.11%

(1) Yields and amounts of interest earned include loan fees. Non-accrual loans are included in the average balance.

(2) Calculated by dividing net interest income by average outstanding interest-earning assets

(3) The average yield has been adjusted to a fully taxable-equivalent basis for certain securities of states and political subdivisions and other securities held using an effective Federal income tax rate of 35%

(4) Net interest income, net interest spread, and net interest margin on interest-earning assets have been adjusted to afully taxable-equivalent basis using an effective Federal income tax rate of 35%

Taxable-Equivalent Net Interest Income - Changes Due to Rate and Volume(1)

Three months ended March 31,

2004-2003

Increase (Decrease) in

Net Interest Income Due to:

(Dollars in thousands)

Changes in Volume

 

Changes in Rate

 

Total Change

Interest-Earning Assets:

Loans

$ 25,259

$ (6,736)

$ 18,523

Taxable securities

16,927

(7,157)

9,770

Tax-exempt securities (2)

616

(711)

(95)

Interest bearing deposits

25

3

28

Federal funds sold and securities purchased under

     agreement to resell

(80)

(43)

(123)

Total increase (decrease) in interest income

42,747

(14,644)

28,103

Interest-Bearing Liabilities:

Interest bearing demand accounts

92

34

126

Money market accounts

1,109

(347)

762

Savings accounts

96

3

99

Time deposits

12,225

(10,128)

2,097

Federal funds borrowed and securities sold under

     agreements to repurchase

(122)

(163)

(285)

Other borrowed funds

3,129

(2,587)

542

Junior subordinated debt

573

-

573

Total increase (decrease) in interest expense

17,102

(13,188)

3,914

Changes in net interest income

$ 25,645

$ (1,456)

$ 24,189

                    (1) Changes in interest income and interest expense attributable to changes in both volume and rate have been allocated

                    proportionately to changes due to volume and changes due to rate.

                    (2) The amount of interest earned on certain securities of states and political subdivisions and other securities held have been

                    adjusted to a fully taxable-equivalent basis, using effective federal income tax rate of 35%.

Provision for Loan Losses

The provision for loan losses was zero for the first quarter of 2004 compared to $2.2 million during the fourth quarter of 2003 and $1.7 million for the first quarter of 2003. The provision for loan losses represents the charge against current earnings that is determined by management, through a credit review process, as the amount needed to maintain an allowance that management believes is sufficient to absorb loan losses inherent in the Company's loan portfolio. Total net charge-offs for the first quarter of 2004 were $7,000, compared to net recoveries for the fourth quarter of 2003 of $191,000 and net charge-offs for the first quarter of 2003 of $230,000. For the first quarter of 2004, chargeoffs and recoveries were both $2.3 million each. The first quarter of 2004 chargeoffs included a $1.4 million chargeoff taken on a construction loan which was subsequently sold and for which the Company had previously provided a specific allocation in the allowance for loan losses.

Non-Interest Income

Non-interest income, which includes revenues from service charges on deposit accounts, letters of credit commissions, securities sales, loan sales, wire transfer fees, and other sources of fee income, was $4.4 million for the first quarter of 2004, a decrease of $0.4 million, or 8.2%, compared to the non-interest income of $4.8 million for the first quarter of 2003.

For the first quarter of 2004, the Company recorded net securities losses of $0.2 million compared to $1.8 million of net gains for the same quarter of 2003.

Letters of credit commissions increased $456,000, or 91.6%, from $498,000 in the first quarter of 2003 to $954,000 in the first quarter of 2004. Comparing the first quarter of 2004 to the first quarter of 2003, depository service fees increased $602,000, or 45.2% and other operating income increased $544,000, or 46.7%. These increases were due primarily to the merger with GBC Bancorp.

Non-Interest Expense

Non-interest expense increased $11.9 million to $23.3 million in the first quarter of 2004 primarily due to the merger with GBC Bancorp. The efficiency ratio was 41.94% for the first quarter 2004 compared to 35.82% in the year ago quarter due to a faster increase in expenses than revenues. Salaries and employee benefits increased $5.6 million or 83.9% from $6.6 million in the first quarter of 2003 to $12.2 million in the first quarter of 2004 due to the merger with GBC Bancorp and a $0.6 million increase in stock option expense due to the amortization of stock options granted after the first quarter of 2003. Occupancy expense increased by $1.1 million or 117% from $1.0 million in the first quarter of 2003 to $2.1 million in the first quarter of 2004 due primarily to the merger with GBC Bancorp. Computer and equipment expense increased $1.2 million or 148% from $0.8 million in the first quarter of 2003 to $2.0 million in the first quarter of 2004 due to the additional expenses associated with operating General Bank's data processing systems and $0.5 million of conversion programming expenses. Professional services expense increased $0.6 million or 55.2% from $1.0 million in the first quarter of 2003 to $1.5 million in the first quarter of 2004 due to higher legal, consulting and other professional expenses primarily as a result of the merger with GBC Bancorp. Other real estate owned expense increased $0.4 million due to the writeoff of the Company's remaining foreclosed real estate property. Amortization of core deposit intangibles increased by $1.3 million due to the merger with GBC Bancorp. All other operating expenses increased $1.1 million or 139% due to the merger with GBC Bancorp and $0.2 million in expenses related to the settlement of the Company's 1997 and 1998 California income tax audits.

Income Taxes

The effective tax rates for the first quarter of 2004 and 2003 were 38.2% and 32.8%, respectively, compared to 36.7% for the full year 2003. The effective income tax rate for the first quarter of 2004 of 38.2% increased from the full year 2003 effective tax rate of 36.7% because the tax benefit from the Company's investments in affordable housing and other tax-exempt investments comprises a smaller percentage of pretax income in 2004 compared to 2003. Quarterly comparisons with the first three quarters of 2003 will be impacted by the real estate investment trust ("REIT") state tax benefits which were added to net income in the first three quarters of 2003 and then reversed in the fourth quarter of 2003.

As previously disclosed, in the fourth quarter of 2003, a change in the California tax law was enacted by the California Legislature which would, among other things, deny certain tax deductions related to regulated investment companies from and after January 1, 2003. On December 31, 2003, the California Franchise Tax Board (FTB) announced its position that such tax deductions would also be disallowed for tax periods prior to January 1, 2003. As also previously disclosed, in December, 2002, the Company decided to deregister its regulated investment company and, in February, 2003, the Company completed such deregistration. The Company had created the regulated investment company for the purpose of raising capital.

The Company believes that the tax benefits recorded in the three prior years with respect to its regulated investment company were appropriate and fully defensible under California law in effect at the time the tax benefits were recorded. The Company had relied on the existing California tax law related to regulated investment companies and on an outside tax opinion in creating this subsidiary. Nevertheless, the Company has deemed it prudent to participate in the voluntary compliance initiative (VCI) offered by the FTB in order to avoid certain potential penalties should the FTB prevail in its position to disallow tax deductions for periods prior to enactment of the legislation described above, although participation in the VCI does not eliminate the accuracy-related penalty should the FTB prevail in its position. Pursuant to the VCI program, the Company filed amended California income tax returns on April 12, 2004, for all affected years (2000, 2001, and 2002) and paid the resulting taxes and interest due in the aggregate sum of $16.2 million, which is deductible for federal income tax purposes. Concurrent with the filing of the amended income tax returns, the Company also filed refund claims for the amounts paid. These refund claims will be reflected as assets in the Company's consolidated financial statements. Although the Company believes its tax deductions related to the regulated investment company were appropriate and fully defensible, there can be no assurance of the outcome of its refund claims. The Company will continue to follow the latest developments with regards to this matter and actively pursue its refund claims.

 

Financial Condition Review

Assets

Total assets increased by $144.3 million to $5.7 billion at March 31, 2004, up 2.6% from year-end 2003 of $5.5 billion. The increase in total assets was due primarily to increases in loans and investment securities.

Securities

Total securities were $1.78 billion or 31.3% of total assets at March 31, 2004 compared with $1.71 billion or 30.8% of total assets at December 31, 2003. The increase was primarily due to purchases of mortgage-backed securities and collateralized mortgage obligations during the first quarter of 2004.

The net unrealized gain on securities available-for-sale, which represented the difference between fair value and amortized cost, increased to $28.8 million compared from a net unrealized gain of $15.2 million at year-end 2003. Net unrealized gains and losses in the securities available-for-sale are included in accumulated other comprehensive income or loss, net of tax.

The average taxable-equivalent yield on investment securities decreased 86 basis points to 4.40% for the quarter ended March 31, 2004, compared with 5.26% during the same quarter a year-ago, as securities matured, prepaid or were called and proceeds were reinvested at the lower prevailing interest rates.

The following tables summarize the composition, amortized cost, gross unrealized gains, gross unrealized losses, and fair values of securities available-for-sale, as of March 31, 2004, and December 31, 2003:

March 31, 2004

(In thousands)

Amortized Cost

Gross Unrealized Gains

Gross Unrealized Losses

Fair Value

U.S. government agencies

$ 293,972

$ 6,530

$ 48

$ 300,454

State and municipals securities

78,234

3,799

102

81,931

Mortgage-backed securities

886,636

14,008

558

900,086

Commercial mortgage-backed securities

64,568

1,492

9

66,051

Collateralized mortgage obligations

303,873

5,753

12

309,614

Asset-backed securities

23,820

168

18

23,970

Corporate bonds

39,024

1,074

-

40,098

Equity securities

32,931

-

3,322

29,609

Other securities

28,649

23

-

28,672

     Total

$ 1,751,707

$ 32,847

$ 4,069

$ 1,780,485

 

December 31, 2003

(In thousands)

Amortized Cost

Gross Unrealized Gains

Gross Unrealized Losses

Fair Value

U.S. government agencies

$ 325,886

$ 5,294

$ 1,237

$ 329,943

State and municipals securities

75,770

3,621

59

79,332

Mortgage-backed securities

823,227

9,814

2,372

830,669

Commercial mortgage-backed securities

68,309

647

25

68,931

Collateralized mortgage obligations

264,762

2,236

120

266,878

Asset-backed securities

25,995

336

22

26,309

Corporate bonds

39,170

1,255

43

40,382

Equity securities

32,955

-

4,262

28,693

Other securities

36,706

119

-

36,825

     Total

$ 1,692,780

$ 23,322

$ 8,140

$1,707,962

The Company has the ability and intent to hold the securities for a period of time sufficient for a recovery of cost. The securities included in the table below represent only 7.0% of the fair value of the Company's securities. Securities with unrealized losses for less than twelve months represent 0.7% of the historical cost and generally resulted from increases in interest rates from the date that these securities were purchased. All of these securities are investment grade.

At March 31, 2004 and December 31, 2003, equity securities included $25.0 million of preferred stock issued by the Federal National Mortgage Association and Federal Home Loan Mortgage Corporation. These issues of preferred stock are tied to various short term indexes ranging from the three-month LIBOR interest rate to the two year U. S. treasury rate. These securities have AA- credit ratings from the securities rating agencies and are callable by the issuer at par.

At March 31, 2004, the unrealized loss on these preferred stock total $3.3 million compared to $4.3 million at December 31, 2003. It is expected that these investments will increase in value as short term interest rates rise toward their historical levels.

In March 2004, the FASB issued Emerging Issues Task Force Issue No. 03-1, "The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments". This EITF describes a model involves three steps: (1) determine whether an investment is impaired, (2) determine whether the impairment is other-than-temporary, and (3) to recognize the impairment loss in earnings. The EITF also requires several additional disclosures for cost-method investments. The EITF's impairment accounting guidance is effective for reporting periods beginning after June 15, 2004. The Company is determining the impact of this EITF on its consolidated financial statements.

At March 31, 2004, management believes the impairments detailed in the table below are temporary and accordingly no impairment loss has been recognized in the Company's consolidated statement of income.

Impaired Securities at March 31, 2004

Less than 12 months

12 months or longer

Total

Fair

Unrealized

Fair

Unrealized

Fair

Unrealized

Description of securities

Value

Losses

Value

Losses

Value

Losses

(In thousands)

U.S. government agencies

$ 9,422

$ 48

$ 9,422

$ 48

State and municipal securities

4,831

102

4,831

102

Mortgage-backed securities

74,604

558

74,604

557

Commercial Mortgage-backed securities

5,662

9

5,662

10

Collateralized mortgage obligations

6,547

12

6,547

12

Asset-backed securities

2,560

18

2,560

18

Equity securities

-

-

21,678

3,322

21,678

3,322

Total

$ 103,626

$ 747

$ 21,678

$ 3,322

$ 125,304

$ 4,069

The following table summarizes the scheduled maturities by security type of securities available-for-sale as of March 31, 2004.

March 31, 2004

 

 

After One Year to Five Years

After Five Years to Ten Years

 

 

(In thousands)

One Year or Less

Over Ten Years

Total

Maturity Distribution:

U.S. government agencies

$ -

$ 209,643

$ 90,168

$ 643

$ 300,454

State and municipal securities

698

13,995

38,676

28,562

81,931

Mortgage-backed securities(1)

-

17,558

21,444

861,084

900,086

Commercial mortgage-backed

securities(1)

-

7,600

-

58,451

66,051

Collateralized mortgage

obligations(1)

-

362

43,587

265,665

309,614

Asset-backed securities(1)

-

18,836

-

5,134

23,970

Corporate bonds

22,474

17,624

-

-

40,098

Equity securities

29,609

-

-

-

29,609

Other securities

28,672

-

-

-

28,672

Total

$ 81,453

$ 285,618

$ 193,875

$ 1,219,539

$ 1,780,485

(1) Securities reflect stated maturities and do not reflect the impact of anticipated prepayments.

On March 18, 2004, the Company signed a stock purchase agreement with Broadway Financial Corporation (Broadway) providing for the purchase by the Company of shares of Broadway common stock at a price of $13.50 per share. The Company and Broadway have informally agreed that the Company will proceed with the purchase of approximately 70,000 shares (a 4.9% interest) of Broadway's common stock during the second quarter.

Loans

Gross loans at March 31, 2004, were $3.42 billion compared with gross loans at year-end 2003 of $3.31 billion. Gross loan growth during the first quarter equaled $117.0 million, an increase of 3.5% from year-end 2003, reflecting primarily increases in commercial mortgage loans.

Commercial mortgage loans increased $141.3 million or 8.2% to $1.86 billion at March 31, 2004, compared to $1.72 billion at year-end 2003. At March 31, 2004, this portfolio represented approximately 55.5% of the Bank's gross loans compared to 53.1% at year-end 2003. The increases in commercial mortgage loans were partially offset by decreases in commercial loans totaling $9.8 million and decreases in construction loans totaling $20.3 million during the quarter.

The following table sets forth the classification of loans by type, mix, and percentage change as of the dates indicated:

(Dollar in thousands)

March 31, 2004

% of Total

December 31, 2003

% of Total

% Change

Loans

Commercial

$ 946,593

28.3%

$ 956,382

29.6%

(1.0)

Residential mortgage

272,141

8.1

262,954

8.1

3.5

Commercial mortgage

1,856,754

55.5

1,715,434

53.1

8.2

Real estate construction

339,080

10.1

359,339

11.1

(5.6)

Installment

7,688

0.2

11,452

0.4

(32.9)

Other

1,161

0.1

860

0.0

35.0

     Gross loans and leases

$ 3,423,417

102.3

$ 3,306,421

102.3

3.5

Allowance for loan losses

(65,801)

(2.0)

(65,808)

(2.0)

(0.0)

Unamortized deferred loan fees

(11,234)

(0.3)

(10,862)

(0.3)

3.4

     Total loans and leases, net

$ 3,346,382

100.0%

$ 3,229,751

100.0%

3.6

Asset Quality Review

Non-performing Assets

Non-performing assets ("NPAs") to gross loans plus other real estate owned decreased to 1.07% at March 31, 2004, from 1.19% at December 31, 2003, and increased from 0.35% at March 31, 2003. Total non-performing assets decreased to $36.6 million at March 31, 2004, compared with $39.3 million at December 31, 2003, and $6.8 million at March 31, 2003. Non-performing assets include accruing loans past due 90 days or more, non-accrual loans, and other real estate owned.

The following table sets forth the breakdown of non-performing assets by categories as of the dates indicated:

(In thousands)

March 31, 2004

December 31, 2003

Non-performing assets

Accruing loans past due 90 days or more

$ 3,728

$ 5,916

Non-accrual loans

32,913

 

32,959

Total non-performing loans

36,641

38,875

Other real estate owned

-

 

400

Total non-performing assets

$ 36,641

 

$ 39,275

Troubled debt restructurings

$ 5,248

 

$ 5,808

Non-performing assets as a percentage of gross loans and OREO

1.07%

1.19%

Allowance for loan losses as a percentage of non-performing loans

180%

169%

Non-accrual Loans

Non-accrual loans of $32.9 million at March 31, 2004, consisted mainly of $14.7 million in real estate loans and $18.2 million in commercial loans. The following table presents non-accrual loans by type of collateral securing the loans, as of the dates indicated:

March 31, 2004

December 31, 2003

Real

Real

Estate (1)

Commercial

Other

Estate (1)

Commercial

Other

(In thousands)

Type of Collateral

Single/ multi-family residence

$ 1,069

$ -

$ -

$ 799

$ -

$ -

Commercial real estate

12,533

1,481

-

6,862

1,630

-

Land

1,048

-

-

-

-

-

UCC

-

13,010

-

-

19,664

-

Other

-

6

18

-

-

17

Unsecured

-

3,748

-

-

3,987

-

     Total

$ 14,650

$ 18,245

$ 18

$ 7,661

$ 25,281

$ 17

(1) Real estate includes commercial mortgage loans, real estate constuction loans, and residential mortgage loans.

 

The following table presents non-accrual loans by type of businesses the borrowers are engaged in, as of the dates indicated:

March 31, 2004

December 31, 2003

Real

 

 

 

Real

 

 

Estate (1)

Commercial

Other

Estate (1)

Commercial

Other

(In thousands)

Type of Business

Real estate development

5,415

-

-

$ 3,656

$ 100

$ -

Wholesale/Retail

7,502

2,722

-

2,525

3,295

-

Food/Restaurant

-

897

-

-

996

-

Import/Export

1,109

14,613

-

1,300

20,890

-

Other

624

13

18

180

-

17

     Total

$ 14,650

$ 18,245

$ 18

$ 7,661

$ 25,281

$ 17

(1) Real estate includes commercial mortgage loans, real estate constuction loans, and residential mortgage loans.

Troubled Debt Restructurings

A troubled debt restructuring ("TDR") is a formal restructure of a loan when the lender, for economic or legal reasons related to the borrower's financial difficulties, grants a concession to the borrower. The concessions may be granted in various forms, including reduction in the stated interest rate, reduction in the loan balance or accrued interest, or extension of the maturity date.

At March 31, 2004, troubled debt restructurings totaling $5.2 million compared to $5.8 million at December 31, 2003.

Impaired Loans

A loan is considered impaired when it is probable that a creditor will be unable to collect all amounts due according to the contractual terms of the loan agreement based on current circumstances and events.

We evaluate all classified and restructured loans for impairment. The classified loans are stratified by size, and loans less than our defined selection criteria are treated as a homogenous portfolio. If loans meeting the defined criteria are not collateral dependent, we measure the impairment based on the present value of the expected future cash flows discounted at the loan's effective interest rate. If loans meeting the defined criteria are collateral dependent, we measure the impairment by using the loan's observable market price or the fair value of the collateral. If the measurement of the impaired loan is less than the recorded amount of the loan, we then recognize impairment by creating or adjusting an existing valuation allowance with a corresponding charge to the provision for loan losses.

We identified impaired loans with a recorded investment of $27.2 million at March 31, 2004, compared with $40.8 million at year-end 2003. The decrease in impaired loans during the first quarter resulted from payoffs and chargeoffs of impaired loans. The following tables present a breakdown of impaired loans and the related allowances as of the dates indicated:

At March 31, 2004

At December 31, 2003

Recorded

Net

Recorded

Net

(In thousands)

Investment

Allowance

Balance

Investment

Allowance

Balance

Commercial

$ 22,488

$ 4,737

$ 17,751

$ 29,778

$ 6,149

$ 23,629

Real Estate (1)

4,732

662

4,070

11,060

1,397

9,663

Total

$ 27,220

$ 5,399

$ 21,821

$ 40,838

$ 7,546

$ 33,292

(1) Real Estate includes commercial mortgage loans, real estate construction loans, and residential mortgage loans.

Loan Concentration

There were no loan concentrations to multiple borrowers in similar activities which exceeded 10% of total loans as of March 31, 2004 or December 31, 2003.

Allowance for Loan Losses

The Bank's management is committed to managing the risk in its loan portfolio by maintaining the allowance for loan losses at a level that is considered to be equal to the estimated and known risks in the loan portfolio. With a risk management objective, the Bank's management has an established monitoring system that is designed to identify impaired and potential problem loans and permit periodic evaluation of impairment and the adequacy level of the allowance for loan losses in a timely manner. The nature of the process by which the Bank determines the appropriate allowance for loan losses requires the exercise of considerable judgment. The allowance for loan losses is increased by charges to the provision for loan losses. Identified credit exposures that are determined to be uncollectible are charged against the allowance for loan losses. Recoveries of previously charged off amounts, if any, are credited to the allowance for loan losses.

The allowance for loan losses amounted to $65.8 million at March 31, 2004, and represented the amount needed to maintain an allowance that we believe should be sufficient to absorb loan losses inherent in the Company's loan portfolio. The allowance for loan losses represented 1.92% of period-end gross loans and 180% of non-performing loans at March 31, 2004. The comparable ratios were 1.99% of year-end 2003 gross loans and 169% of non-performing loans at December 31, 2003. Total charge-offs increased to $2.3 million in the first quarter of 2004 from $283,000 in the first quarter 2003. The first quarter 2004 chargeoffs included a $1.4 million chargeoff taken on a construction loan which was subsequently sold and for which the Company had previously provided a specific allocation in the allowance for loan losses.

The following table sets forth information relating to the allowance for loan losses for the periods indicated:

For the quarter ended March 31, 2004

For the year ended December 31, 2003

(Dollars in thousands)

Balance at beginning of period

$65,808

$24,543

Provision for loan losses

-

7,150

Loans charged off

(2,316)

(856)

Recoveries of loans charged off

2,309

923

Allowance from General Bank at merger date

-

34,048

Balance at end of period

$65,801

$65,808

Average loans outstanding, net of fees, during the period

$3,320,172

$2,227,335

Ratio of net charge-offs to average net loans outstanding during the period (annualized)

 

0.00%

 

N/A

Provision for loan losses to average net loans outstanding during the period (annualized)

 

0.00%

 

0.32%

Allowance to non-performing loans, at period-end

179.58%

169.28%

Allowance to gross loans, at period-end

1.92%

1.99%

Our allowance for loan losses consists of the following:

  1. Specific allowance: For impaired loans, we provide specific allowances based on an evaluation of impairment, and for each criticized loan, we allocate a portion of the general allowance to each loan based on a loss percentage assigned. The percentage assigned depends on a number of factors including loan classification, the current financial condition of the borrowers and guarantors, the prevailing value of the underlying collateral, charge-off history, management's knowledge of the portfolio, and general economic conditions.
  2. General allowance: The unclassified portfolio is segmented on a group basis. Segmentation is determined by loan type and by identifying risk characteristics that are common to the groups of loans. The allowance is provided to each segmented group based on the group's historical loan loss experience, trends in delinquencies and non-accrual loans, and other significant factors, such as national and local economy, trends and conditions, strength of management and loan staff, underwriting standards and the concentration of credit.

To determine the adequacy of the allowance in each of these two components, the Bank employs two primary methodologies, the classification process and the individual loan review analysis methodology. These methodologies support the basis for determining allocations between the various loan categories and the overall adequacy of the Bank's allowance to provide for probable loss in the loan portfolio.

With these above methodologies, the specific allowance is for those loans internally classified and risk graded as Special Mention, Substandard, Doubtful, or Loss. Additionally, the Bank's management allocates a specific allowance for "Impaired Credits," in accordance with SFAS No. 114 "Accounting by Creditors for Impairment of a Loan." The level of the general allowance is established to provide coverage for management's estimate of the credit risk in the loan portfolio by various loan segments not covered by the specific allowance.

The table set forth below reflects management's allocation of the allowance for loan losses by loan category and the ratio of each loan category to the total loans as of the dates indicated:

Allocation of Allowance for Loan Losses

(Dollars in thousands)

March 31, 2004

December 31, 2003

Percentage of

Percentage of

Loans in Each

Loans in Each

Category

Category

to Average

to Average

Type of Loans:

Amount

Gross Loans

Amount

Gross Loans

Commercial loans

$ 29,276

27.9%

$ 34,277

29.2%

Residential mortgage loans

1,100

8.0

1,090

10.7

Commercial mortgage loans

28,273

52.8

17,458

52.0

Real estate construction loans

6,953

11.0

12,899

7.6

Installment loans

53

0.3

61

0.5

Other loans

146

0.0

23

0.0

Total

$ 65,801

100.0%

$ 65,808

100%

The allowance allocated to commercial loans decreased from $34.3 million at December 31, 2003 to $29.3 million at March 31, 2004. The decrease in the allowance allocated to commercial loans resulted from the payoff of several nonaccrual loans. Commercial loans also comprised 82.6% of impaired loans, 76.8% of nonaccrual loans and 55.4% of loans over 90 days still on accrual status at March 31, 2004.

Because the credit quality of the residential mortgage loan portfolio has remained steady during the first quarter of 2004, management has maintained the allocated allowance for this segment at $1.1 million.

The allowance allocated to commercial mortgage loans increased from $17.5 million at December 31, 2003 to $28.3 million at March 31, 2004, due to the growth in the size of the commercial mortgage loan portfolio and the $4.2 million increase in nonaccrual loans in this segment.

The allowance allocated to construction loans has decreased from $12.9 million or 3.6% of December 31, 2003, construction loans to $7.0 million or 2.1% of March 31, 2004, construction loans. During the first quarter of 2004, a $1.4 million chargeoff was taken on a construction loan which was subsequently sold and for which the Company had previously provided a specific allocation in the allowance for loan losses. At March 31, 2004, $3.9 million in construction loans were on nonaccrual status. The Company continues to monitor its exposure, which was reduced during the first quarter, to condominium construction loans in the state of Washington which are experiencing slower than expected sales.

Allowances for other risks of potential loan losses equaled $6.9 million as of March 31, 2004, compared to $3.3 million at December 31, 2003 as a result of paydowns of problem loans and the sale of the construction loan discussed above. The components of the other risks that have a potential of affecting the Bank's portfolio are comprised of two basic elements. First, the Bank has set aside funds to cover the risk factors of a continued slow recovery from the last recession. The second component of other portfolio risk is the potential errors in loan classification and review methodologies, including the integration of General Bank's loan grading and reserving methodology with that of Cathay Bank. Based on these two above components of other risks, management has increased the allocation of the allowance for other risks as described above.

Deposits

Total deposits decreased $56.6 million or 1.3% from December 31, 2003. Non-interest-bearing checking accounts, interest-bearing checking accounts, and savings accounts comprised 44.5% of total deposits at March 31, 2004, time deposit accounts of less than $100,000 comprised 12.6% of total deposits, while the remaining 42.9% was comprised of time deposit accounts of $100,000 or more.

The following tables display the deposit mix as of the dates indicated:

(Dollars in thousands)

March 31, 2004

% of Total

December 31, 2003

% of Total

% Change

Deposits

Non-interest-bearing deposits

$ 635,035

14.5%

$ 633,556

14.3%

0.2%

Interest-bearing checking deposits

887,701

20.3

937,317

21.2

(5.3)

Savings deposits

421,353

9.7

425,076

9.6

(0.9)

Time deposits under $100

550,124

12.6

559,305

12.6

(1.6)

Time deposits of $100 or more

1,877,234

42.9

1,872,827

42.3

0.2

Total deposits

$ 4,371,447

100.0%

$ 4,428,081

100.0%

-1.3%

Borrowings

Total advances from the Federal Home Loan Bank of San Francisco increased by $115.1 million to $373.4 million at March 31, 2004, compared with $258.3 million at year-end 2003. The increase in borrowings was in short-term advances and Federal funds purchased, with the majority of the funds being used to fund loans. On January 28, 2004, Bancorp repaid in full the $20 million term loan borrowed from another financial institution.

Other Liabilities

Other liabilities increased to $94.6 million at March 31, 2004 from $56.1 million at December 31, 2003 due primarily to loan-related activities.

Capital Resources

Stockholders' equity of $646.7 million at March 31, 2004, increased by $27.4 million, or 4.4%, compared to $619.3 million at December 31, 2003. The increase of $27.4 million in stockholders' equity was due to the following:

In April 2001, the Board of Directors approved a stock repurchase program of up to $15 million of our common stock. Cumulatively through March 31, 2004, the Company has repurchased 319,910 shares of our common stock for $8.81 million. No shares have been repurchased since the first quarter of 2003.

We declared cash dividends of 14 cents per common share in January 2004 on 24,805,463 shares outstanding, and in April 2004 on 24,859,404 shares outstanding. Total cash dividends paid in 2004, including the $3.5 million paid in April, amounted to $7.0 million.

Under the Equity Incentive Plan adopted by the Board of Directors in 1998, we granted options to purchase 338,100 shares of common stock with an exercise price of $57.39 per share to eligible officers and directors on February 19, 2004.

Capital Adequacy Review

Management seeks to maintain the Company's capital at a level sufficient to support future growth, protect depositors and stockholders, and comply with various regulatory requirements.

Both the Bancorp's and the Bank's regulatory capital continued to well exceed the regulatory minimum requirements as of March 31, 2004. In addition, the capital ratios of the Bank place it in the "well capitalized" category which is defined as institutions with total risk-based ratio equal to or greater than 10.0%, Tier 1 risk-based capital ratio equal to or greater than 6.0% and Tier 1 leverage capital ratio equal to or greater than 5.0%.

The following table presents the Bancorp's capital and leverage ratios as of March 31, 2004 and December 31, 2003:

Cathay General Bancorp

March 31, 2004

December 31, 2003

(Dollars in thousands)

Balance

 

%

 

Balance

 

%

Tier 1 capital (to risk-weighted assets)

$ 415,722

10.38%

$ 391,873

9.95%

Tier 1 capital minimum requirement

160,242

 

4.00

 

157,498

 

4.00

     Excess

$ 255,480

 

6.38%

 

$ 234,375

 

5.95%

Total capital (to risk-weighted assets)

$ 465,992

11.63%

$ 441,296

11.21%

Total capital minimum requirement

320,484

 

8.00

 

314,997

 

8.00

     Excess

$ 145,508

 

3.63%

 

$126,299

 

3.21%

Tier 1 capital (to average assets)

- Leverage ratio

$ 415,722

7.89%

$ 391,873

7.97%

Minimum leverage requirement

210,694

 

4.00

 

196,694

 

4.00

     Excess

$ 205,028

 

3.89%

 

$ 195,179

 

3.97%

Risk-weighted assets

$ 4,006,054

$ 3,937,458

Total average assets (1)

$ 5,267,350

 

 

 

$ 4,917,354

 

 

(1) Average assets represent average balances for the first quarter of 2004 and the fourth quarter of 2003.

The following table presents the Bank's capital and leverage ratios as of March 31, 2004, and December 31, 2003:

Cathay Bank

March 31, 2004

December 31, 2003

(Dollars in thousands)

Balance

 

%

 

Balance

 

%

Tier 1 capital (to risk-weighted assets)

$ 397,248

9.94%

$ 375,543

9.56%

Tier 1 capital minimum requirement

159,907

 

4.00

 

157,167

 

4.00

Excess

$ 237,341

 

5.94%

 

$ 218,376

 

5.56%

Total capital (to risk-weighted assets)

$ 447,414

11.19%

$ 424,863

10.81%

Total capital minimum requirement

319,814

 

8.00

 

314,334

 

8.00

Excess

$ 127,600

 

3.19%

 

$ 110,529

 

2.81%

Tier 1 capital (to average assets)

- Leverage ratio

$ 397,248

7.56%

$ 375,543

7.70%

Minimum leverage requirement

210,067

 

4.00

 

195,078

 

4.00

Excess

$ 187,181

 

3.56%

 

$ 180,465

 

3.70%

Risk-weighted assets

$3,997,673

$3,929,169

Total average assets (1)

$5,251,666

 

 

 

$4,876,943

 

 

                        (1) Average assets represent average balances for the first quarter of 2004 and the fourth quarter of 2003.

Liquidity

Liquidity is our ability to maintain sufficient cash flow to meet maturing financial obligations and customer credit needs, and to take advantage of investment opportunities as they are presented in the marketplace. Our principal sources of liquidity are growth in deposits, proceeds from the maturity or sale of securities and other financial instruments, repayments from securities and loans, federal funds purchased, securities sold under agreements to repurchase, and advances from the Federal Home Loan Bank ("FHLB"). At March 31, 2004, our liquidity ratio (defined as net cash, short-term and marketable securities to net deposits and short-term liabilities) remained at 31.9%, which is a slight decrease from the 32.9% at year-end 2003.

To supplement its liquidity needs, the Bank maintains a total credit line of $82.5 million for federal funds with three correspondent banks, and master agreements with seven brokerage firms whereby up to $350.0 million would be available through the sale of securities subject to repurchase. The Bank is also a shareholder of the FHLB of San Francisco, which enables the Bank to have access to lower cost FHLB financing when necessary. As of March 31, 2004, based on collateral pledged, the Bank had a total credit line with the FHLB of San Francisco totaling $518.8 million. The total credit outstanding with the FHLB of San Francisco at March 31, 2004, was $373.4 million. These borrowings are secured by residential mortgages and securities.

Liquidity can also be provided through the sale of liquid assets, which consist of federal funds sold, securities sold under agreements to repurchase, and investment securities available-for-sale. At March 31, 2004, such assets at fair value totaled $1.78 billion, with $0.71 billion pledged as collateral for borrowings and other commitments. The remaining $1.07 billion was available as additional liquidity or to be pledged as collateral for additional borrowings.

We had a significant portion of our time deposits maturing within one year or less as of March 31, 2004. Management anticipates that there may be some outflow of these deposits upon maturity due to the keen competition in the Bank's marketplace. However, based on our historical runoff experience, we expect that the outflow will be minimal and can be replenished through our normal growth in deposits. Management believes all the above-mentioned sources will provide adequate liquidity to the Bank to meet its daily operating needs.

The Bancorp obtains funding for its activities primarily through dividend income contributed by the Bank and proceeds from the issuances of securities, including proceeds from the issuance of its common stock pursuant to its Dividend Reinvestment Plan and the exercise of stock options. Dividends paid to the Bancorp by the Bank are subject to regulatory limitations. The business activities of the Bancorp consist primarily of the operation of the Bank with limited activities in other investments. Management believes the Bancorp's liquidity generated from its prevailing sources is sufficient to meet its operational needs.

Item 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market Risk

March 31, 2004

Interest Rate Sensitivity Period

Within

Over 3 Months

Over 1 Year

Over

Non-interest

(Dollars in thousands)

3 Months

to 1 Year

to 5 Years

5 Years

Sensitive

Total

Interest-earning Assets:

Cash and due from banks

$ 10,279

$ -

$ -

$ -

$ 142,822

$ 153,101

Federal funds sold

-

-

Securities available-for-sale 1

125,642

23,172

285,618

1,346,053

-

1,780,485

Loans receivable, gross 2

2,637,232

108,401

239,230

405,641

-

3,390,504

Non-interest-earning assets, net

-

-

-

-

362,125

362,125

Total assets

$ 2,773,153

$ 131,573

$ 524,848

$ 1,751,694

$ 504,947

$ 5,686,215

Interest-bearing Liabilities:

Deposits

Demand deposits

$ -

$ -

$ -

$ -

$ 635,035

$ 635,035

Money market and NOW deposits 3

48,112

146,160

357,140

336,289

-

887,701

Savings deposit 3

17,786

87,143

195,938

120,486

421,353

TCDs under $100

272,900

249,261

27,963

-

-

550,124

TCDs $100 and over

773,457

847,098

256,679

-

-

1,877,234

Total deposits

1,112,255

1,329,662

837,720

456,775

635,035

4,371,447

Federal funds purchased and securities

sold under agreement to repurchase

119,000

-

-

-

-

119,000

Advances from FHLB

154,207

219,197

-

-

-

373,404

Other borrowings

-

-

-

8,654

-

8,654

Junior subordinated debt

53,871

-

-

-

-

53,871

Non-interest-bearing other liabilities

-

-

-

-

113,156

113,156

Stockholders' equity

-

-

-

-

646,683

646,683

Total liabilities and stockholders' equity

$ 1,439,333

$ 1,548,859

$ 837,720

$ 465,429

$ 1,394,874

$ 5,686,215

Interest sensitivity gap

$ 1,333,820

$ (1,417,286)

$ (312,872)

$ 1,286,265

$ (889,927)

-

Cumulative interest sensitivity gap

$ 1,333,820

$ (83,466)

$ (396,338)

$ 889,927

$ -

-

Gap ratio (% of total assets)

23.46%

-24.93%

-5.50%

22.62%

-15.65%

-

Cumulative gap ratio

23.46%

-1.47%

-6.97%

15.65%

0.00%

-

1   Includes $7.9 million of venture capital investments and $21.7 million of variable-rate agency preferred stock in the "Within three months" column.

2   Excludes allowance for loan losses of $65.8 million, unamortized deferred loan fees of $11.2 million and $32.9 million of non-accrual loans, which are included in non-interest-earning assets. Adjustable-rate loans are included in the "within three months" column, as they are subject to interest adjustments depending upon the terms on the loans.

3  The Company's own historical experience and decay factors are used to estimate the money market, NOW, and savings deposit runoff.

Since interest rate sensitivity analysis does not measure the timing differences in the repricing of assets and liabilities, we use a net interest income simulation model to measure the extent of the differences in the behavior of the lending and funding rates to changing interest rates, so as to project future earnings or market values under alternative interest rate scenarios. Interest rate risk arises primarily through the Company's traditional business activities of extending loans and accepting deposits. Many factors, including economic and financial conditions, movements in interest rates and consumer preferences affect the spread between interest earned on assets and interest paid on liabilities. The net interest income simulation model is designed to measure the volatility of net interest income and net portfolio value, defined as net present value of assets and liabilities, under immediate rising or falling interest rate scenarios in 100 basis point increments. The Company monitors its interest rate sensitivity and attempts to reduce the risk of a significant decrease in net interest income caused by a change in interest rates.

The impact of interest rate changes to our net interest income is measured using a net interest income simulation model. The various products in our balance sheet are modeled to simulate their interest income and expense, and cash flow behavior in relation to immediate and sustained changes in interest rates. Interest income and interest expense for the next 12 months are calculated for current interest rates and for immediate and sustained rate shocks. The net interest income simulation model includes various assumptions regarding the repricing relationships for each product. Many of our assets are floating rate loans, which are assumed to reprice immediately and to the same extent as the change in the forecasted market rates according to their contracted index. Our non-term deposit products reprice more slowly, usually changing less than the change in market rates and at our discretion. Our term deposits reprice based on their contractual maturity. This net interest income modeling analysis indicates the impact of change in net interest income for a given set of rate changes. In addition, the model assumes that the balance sheet does not grow and remains similar to the structure at the beginning of the simulation period. As such, the model does not account for all the factors that could impact a change to interest rates, including changes by management to mitigate the impact of interest rate changes or secondary impacts such as changes to our credit risk profile as interest rates change. Furthermore, loan and investment spread relationships change regularly, whereas the model spread relationships are kept constant. Interest rate changes create changes in actual loan and investment prepayment rates that will differ from the market estimates incorporated in the analysis. In addition, the proportion of adjustable-rate loans in our portfolio could decrease or increase in future periods if market interest rates remain at or decrease or increase from current levels. The repricing of certain categories of assets and liabilities are subject to competitive and other pressures beyond the Company's control. As a result, certain assets and liabilities indicated as maturing or otherwise repricing within a stated period may in fact mature or reprice at different times and at different volumes. As a result of the above constraints, actual results will differ from simulated results.

We establish a tolerance level in our policy to define and limit interest income volatility to a change of plus or minus 30% when the hypothetical rate change is plus or minus 200 basis points. When the net interest rate simulation projects that our tolerance level will be met or exceeded, we seek corrective action after considering, among other things, market conditions, customer reaction, and the estimated impact on profitability. At March 31, 2004, if interest rates were to increase instantaneously by 100 basis points, the simulation indicated that our net interest income over the next twelve months would increase by 4.2%, and if interest rates were to increase instantaneously by 200 basis points, the simulation indicated that our net interest income over the next twelve months would increase by 8.9%. Conversely, if interest rates were to decrease instantaneously by 100 basis points, the simulation indicated that our net interest income over the next twelve months would decrease by 1.0%, and if interest rates were to decrease instantaneously by 200 basis points, the simulation indicated that our net interest income over the next twelve months would decrease by 3.8%. The Company's simulation model also projects the net economic value of our portfolio of assets and liabilities. We have established a tolerance level to value the net economic value of our portfolio of assets and liabilities in our policy to a change of plus or minus 30% when the hypothetical rate change is plus or minus 200 basis points. At March 31, 2004, the Company was within such guidelines.

Financial Derivatives

It is the policy of the Company not to speculate on the future direction of interest rates. However, the Company enters into financial derivatives in order to seek mitigation of exposure to interest rate risks related to our interest-earning assets and interest-bearing liabilities. We believe that these transactions, when properly structured and managed, may provide a hedge against inherent interest rate risk in the Company's assets or liabilities and against risk in specific transactions. In such instances, the Company may protect its position through the purchase or sale of interest rate futures contracts for a specific cash or interest rate risk position. Other hedge transactions may be implemented using interest rate swaps, interest rate caps, floors, financial futures, forward rate agreements, and options on futures or bonds. Prior to considering any hedging activities, we seek to analyze the costs and benefits of the hedge in comparison to other viable alternative strategies. All hedges will require an assessment of basis risk and must be approved by the Bank's Investment Committee.

The Company recognizes all derivatives on the balance sheet at fair value. Fair value is based on dealer quotes, or quoted prices from instruments with similar characteristics. The Company uses financial derivatives designated for hedging activities as cash flow hedges. For derivatives designated as cash flow hedges, changes in fair value are recognized in other comprehensive income until the hedged item is recognized in earnings.

On March 21, 2000, we entered into an interest rate swap agreement with a major financial institution in the notional amount of $20.0 million for a period of five years. The interest rate swap was for the purpose of hedging the cash flows from a portion of our floating rate loans against declining interest rates. The purpose of the hedge is to provide a measure of stability in the future cash receipts from such loans over the term of the swap agreement, which at March 31, 2004, was approximately four quarters. At March 31, 2004, the fair value of the interest rate swap, excluding accrued interest, was $1.1 million, or $0.6 million net of tax. For the three months ended March 31, 2004, net amounts totaling $0.3 million were reclassified into earnings. The estimated net amount of the existing gains within accumulated other comprehensive income that are expected to reclassify into earnings within the next 12 months is approximately $1.1 million.

Item 4.  CONTROLS AND PROCEDURES

The Company's principal executive officer and principal financial officer have evaluated the effectiveness of the Company's "disclosure controls and procedures," as such term is defined in Rule 13(a)-15(e) of the Securities Exchange Act of 1934, as amended, (the "Exchange Act") as of the end of the period covered by this quarterly report. Based upon their evaluation, the principal executive officer and principal financial officer have concluded that the Company's disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports filed or submitted by it under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and include controls and procedures designed to ensure that information required to be disclosed by the Company in such reports is accumulated and communicated to the Company's management, including its principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

There has not been any change in our internal control over financial reporting, that occurred during the fiscal quarter covered by this report, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1.  LEGAL PROCEEDINGS

The Bancorp's wholly-owned subsidiary, Cathay Bank, has been a party to ordinary routine litigation from time to time incidental to various aspects of its operations. Management is not currently aware of any litigation that is expected to have material adverse impact on the Company's consolidated financial condition, or the results of operations.

Item 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

ISSUER PURCHASES OF EQUITY SECURITIES

Period

(a) Total Number of Shares (or Units) Purchased

(b) Average Price Paid per Share (or Unit)

(c) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs

(d) Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet Be Purchased Under the Plans or Programs

January 1, 2004 - January 31, 2004

 None

 

 

 

February 1, 2004 - February 28, 2004

 None

 

 

 

March 1, 2004 - March 31, 2004

 None

 

 

 

Total

 None

 

 

 

In April 2001, the Board of Directors approved a stock repurchase program of up to $15 million of our common stock. Cumulatively through March 31, 2004, the Company has repurchased 319,910 shares of our common stock for $8.81 million. No shares have been repurchased since the first quarter of 2003.

Item 3.  DEFAULTS UPON SENIOR SECURITIES

Not applicable.

Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

Item 5.  OTHER INFORMATION

Not applicable.

Item 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a) exhibits:

(i) Exhibit 31.1 Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

(ii) Exhibit 31.2 Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

(iii) Exhibit 32.1 Certification of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

(iv) Exhibit 32.2 Certification of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

(b) Reports on Form 8-K:

(i) A Form 8-K was filed on January 28, 2004, reporting under Item 7 and Item 12 that, on January 27, 2004, Cathay General Bancorp announced in a press release its financial results for the quarter ended December 31, 2003.

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 thereunto duly authorized.

 

Cathay General Bancorp

(Registrant)

 

Date: May 10, 2004

By /s/ DUNSON K. CHENG

Dunson K. Cheng

Chairman, President, and

Chief Executive Officer

 

Date: May 10, 2004

By /s/ HENG W. CHEN

Heng W. Chen

Executive Vice President and

Chief Financial Officer