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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 10-Q

Mark One


ý

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2002

or

o 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 000-24939


EAST WEST BANCORP, INC.
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation or organization)
  95-4703316
(I.R.S. Employer Identification No.)

415 Huntington Drive, San Marino, California
(Address of principal executive offices)

 

91108
(Zip Code)

Registrant's telephone number, including area code: (626) 799-5700

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
NONE
  Name of each exchange
on which registered
NONE

Securities registered pursuant to Section 12(g) of the Act:
Common Stock, $0.001 Par Value


        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 ý    No o

        Number of shares of common stock of the registrant outstanding as of July 31, 2002: 23,672,714 shares




TABLE OF CONTENTS

PART I—FINANCIAL INFORMATION   3
  Item 1.   Interim Consolidated Financial Statements   3-6
      Notes to Interim Consolidated Financial Statements   7-11
  Item 2.   Management's Discussion and Analysis of Consolidated Financial Condition and Results of Operations   12-31
  Item 3.   Quantitative and Qualitative Disclosures of Market Risks   31
PART II—OTHER INFORMATION   32
  Item 1.   Legal Proceedings   32
  Item 2.   Changes in Securities and Use of Proceeds   32
  Item 3.   Defaults upon Senior Securities   32
  Item 4.   Submission of Matters to a Vote of Security Holders   32
  Item 5.   Other Information   32
  Item 6.   Exhibits and Reports on Form 8-K   32
SIGNATURE   33

2



PART I—FINANCIAL INFORMATION
ITEM 1. INTERIM CONSOLIDATED FINANCIAL STATEMENTS

EAST WEST BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
(unaudited)

 
  June 30,
2002

  December 31,
2001

 
ASSETS              
Cash and due from banks   $ 79,953   $ 69,334  
Short-term investments     77,000     155,000  
   
 
 
  Total cash and cash equivalents     156,953     224,334  
Investment securities available for sale, at fair value (with amortized cost of $351,189 in 2002 and $323,657 in 2001)     352,324     323,099  
Loans receivable, net of allowance for loan losses of $32,051 in 2002 and $27,557 in 2001     2,381,597     2,132,838  
Investment in Federal Home Loan Bank stock, at cost     9,071     8,984  
Investments in affordable housing partnerships     20,612     20,991  
Premises and equipment, net     26,399     27,568  
Premiums on deposits acquired, net     8,389     9,306  
Excess of purchase price over fair value of net assets acquired, net     20,601     20,601  
Accrued interest receivable and other assets     56,987     53,795  
Deferred tax assets     4,969     3,787  
   
 
 
    TOTAL   $ 3,037,902   $ 2,825,303  
   
 
 
LIABILITIES AND STOCKHOLDERS' EQUITY              
Customer deposit accounts:              
  Noninterest-bearing   $ 599,211   $ 529,365  
  Interest-bearing     2,064,601     1,888,609  
   
 
 
    Total deposits     2,663,812     2,417,974  
Federal Home Loan Bank advances     59,000     104,000  
Notes payable         900  
Accrued expenses and other liabilities     22,795     35,337  
Deferred tax liabilities     185     569  
Junior subordinated debt securities     20,750     20,750  
   
 
 
    Total liabilities     2,766,542     2,579,530  
   
 
 
FAIR VALUE OF NET ASSETS ACQUIRED IN EXCESS OF PURCHASE PRICE, NET         1,358  
COMMITMENTS AND CONTINGENCIES (Note 4)              
STOCKHOLDERS' EQUITY              
Common stock (par value of $0.001 per share)
Authorized—50,000,000 shares
Issued—26,022,976 and 25,791,660 shares in 2002 and 2001, respectively
Outstanding—23,606,427 and 23,376,079 shares in 2002 and 2001, respectively
    26     26  
Additional paid in capital     150,059     145,312  
Retained earnings     156,561     135,765  
Deferred compensation         (378 )
Treasury stock, at cost: 2,416,549 and 2,415,581 shares in 2002 and 2001, respectively     (35,955 )   (35,945 )
Accumulated other comprehensive gain (loss), net of tax     669     (365 )
   
 
 
Total stockholders' equity     271,360     244,415  
   
 
 
    TOTAL   $ 3,037,902   $ 2,825,303  
   
 
 

See accompanying notes to interim consolidated financial statements.

3


EAST WEST BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
(Unaudited)

 
  Three Months Ended
June 30,

  Six Months Ended
June 30,

 
 
  2002
  2001
  2002
  2001
 
INTEREST AND DIVIDEND INCOME                          
  Loans receivable, including fees   $ 37,888   $ 39,581   $ 73,980   $ 80,473  
  Investment securities available for sale     3,495     5,901     6,742     13,783  
  Short-term investments     542     889     1,164     1,236  
  Federal Home Loan Bank stock     131     175     272     424  
   
 
 
 
 
    Total interest and dividend income     42,056     46,546     82,158     95,916  
   
 
 
 
 
INTEREST EXPENSE                          
  Customer deposit accounts     10,953     20,194     22,043     41,846  
  Short-term borrowings     7     422     33     1,007  
  Federal Home Loan Bank advances     937     904     1,799     3,946  
  Junior subordinated debt securities     566     566     1,132     1,138  
   
 
 
 
 
    Total interest expense     12,463     22,086     25,007     47,937  
   
 
 
 
 
NET INTEREST INCOME BEFORE PROVISION FOR LOAN LOSSES     29,593     24,460     57,151     47,979  
PROVISION FOR LOAN LOSSES     2,550     1,500     5,100     2,217  
   
 
 
 
 
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES     27,043     22,960     52,051     45,762  
   
 
 
 
 
NONINTEREST INCOME                          
  Loan fees     1,446     1,139     2,666     1,880  
  Branch fees     1,562     1,332     3,026     2,578  
  Letters of credit fees and commissions     1,334     1,017     2,580     2,088  
  Net gain on sales of loans     41     423     254     750  
  Net gain on sales of investment securities available for sale     13     166     13     1,658  
  Net gain on trading securities                 414  
  Amortization of fair value of net assets acquired in excess of purchase price         104         208  
  Other operating income     1,332     948     2,447     1,961  
   
 
 
 
 
    Total noninterest income     5,728     5,129     10,986     11,537  
   
 
 
 
 
NONINTEREST EXPENSE                          
  Compensation and employee benefits     6,402     5,871     12,700     12,296  
  Net occupancy     2,555     2,406     5,142     4,774  
  Data processing     415     433     904     889  
  Amortization of premiums on deposits acquired and excess of purchase price over fair value of net assets acquired     439     993     917     2,069  
  Amortization of investments in affordable housing partnerships     1,115     968     2,156     2,034  
  Deposit insurance premiums and regulatory assessments     146     132     299     266  
  Other real estate owned operations, net     3     9     7     33  
  Other operating expenses     4,893     4,091     8,961     7,935  
   
 
 
 
 
    Total noninterest expense     15,968     14,903     31,086     30,296  
   
 
 
 
 
INCOME BEFORE PROVISION FOR INCOME TAXES     16,803     13,186     31,951     27,003  
PROVISION FOR INCOME TAXES     4,554     3,497     8,771     7,416  
   
 
 
 
 
INCOME BEFORE CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE     12,249     9,689     23,180     19,587  
CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE, NET OF TAX             788     (87 )
   
 
 
 
 
NET INCOME   $ 12,249   $ 9,689   $ 23,968   $ 19,500  
   
 
 
 
 
BASIC EARNINGS PER SHARE, BEFORE CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE, NET OF TAX   $ 0.52   $ 0.42   $ 0.99   $ 0.85  
BASIC EARNINGS PER SHARE, AFTER CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE, NET OF TAX   $ 0.52   $ 0.42   $ 1.02   $ 0.85  
DILUTED EARNINGS PER SHARE, BEFORE CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE, NET OF TAX   $ 0.49   $ 0.41   $ 0.94   $ 0.81  
DILUTED EARNINGS PER SHARE, AFTER CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE, NET OF TAX   $ 0.49   $ 0.41   $ 0.97   $ 0.81  
AVERAGE NUMBER OF SHARES OUTSTANDING — BASIC     23,524     22,828     23,453     23,019  
AVERAGE NUMBER OF SHARES OUTSTANDING — DILUTED     24,799     23,823     24,648     24,049  

See accompanying notes to interim consolidated financial statements.

4


EAST WEST BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(Dollars in thousands)
(Unaudited)

 
  Common
Stock

  Additional
Paid-In
Capital

  Retained
Earnings

  Deferred
Compensation

  Treasury
Stock

  Accumulated
Other
Comprehensive
Gain (Loss),
Net of Tax

  Comprehensive
Income

  Total
Stockholders'
Equity

 
BALANCE, JANUARY 1, 2001   $ 25   $ 118,039   $ 99,764   $ (1,344 ) $ (23,060 ) $ (7,275 )       $ 186,149  
Comprehensive income                                                  
  Net income for the year                 38,783                     $ 38,783     38,783  
  Net unrealized gain on securities                                   6,910     6,910     6,910  
                                       
       
Comprehensive income                                       $ 45,693        
                                       
       
Stock compensation cost           41           328                       369  
Tax benefit from option exercise           1,303                                   1,303  
Issuance of 300,724 shares under Stock Option Plan           3,068                                   3,068  
Issuance of 42,012 shares under Employee Stock Purchase Plan           682                                   682  
Issuance of 27,886 shares under Stock Warrants Plan           279                                   279  
Issuance of 512,707 shares for acquisition of Prime Bank           12,260                                   12,260  
Issuance of 400,000 shares in connection with in-store banking operations     1     6,943                                   6,944  
Issuance of 300,000 shares of warrants in connection with in-store banking operations           2,697                                   2,697  
Release of 13,147 shares in escrow related to acquisition of East West Insurance Agency, Inc.                       638                       638  
Purchase of 567,840 shares of treasury stock                             (12,885 )               (12,885 )
Dividends paid on common stock                 (2,782 )                           (2,782 )
   
 
 
 
 
 
       
 
BALANCE, DECEMBER 31, 2001     26     145,312     135,765     (378 )   (35,945 )   (365 )         244,415  
Comprehensive income                                                  
  Net income for the period                 23,968                     $ 23,968     23,968  
  Net unrealized gain on securities                                   1,034     1,034     1,034  
                                       
       
Comprehensive income                                       $ 25,002        
                                       
       
Stock compensation cost           18           148                       166  
Tax benefit from option exercise           2,159                                   2,159  
Issuance of 221,182 shares under Stock Option Plan           2,327                                   2,327  
Issuance of 23,809 shares under Employee Stock Purchase Plan           473                                   473  
Cancellation of 13,675 shares related to the acquisition of East West Insurance Agency, Inc.           (230 )         230                        
Purchase of 968 shares of treasury stock                             (10 )               (10 )
Dividends paid on common stock                 (3,172 )                           (3,172 )
   
 
 
 
 
 
       
 
BALANCE, JUNE 30, 2002   $ 26   $ 150,059   $ 156,561   $   $ (35,955 ) $ 669         $ 271,360  
   
 
 
 
 
 
       
 
Disclosure of reclassification amounts:

  Six Months
Ended
June 30,
2002

  Year
Ended
December 31,
2001

 
 
  (In thousands)

 
Unrealized holding gain arising during period, net of tax expense of $694 in 2002 and $5,425 in 2001   $ 1,042   $ 8,138  
Less: Reclassification adjustment for gain included in net income,
net of tax expense of $5 in 2002 and $818 in 2001
    (8 )   (1,228 )
   
 
 
Net unrealized gain on securities, net of tax expense of $689 in 2002 and $4,607 in 2001   $ 1,034   $ 6,910  
   
 
 

See accompanying notes to interim consolidated financial statements.

5


EAST WEST BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

 
  Six Months Ended
June 30,

 
 
  2002
  2001
 
 
  (In thousands)

 
CASH FLOWS FROM OPERATING ACTIVITIES:              
  Net income   $ 23,968   $ 19,500  
  Adjustments to reconcile net income to net cash provided by operating activities:              
    Depreciation and amortization     4,647     4,982  
    Cumulative effect of change in accounting principle     (788 )   87  
    Stock compensation costs     166     205  
    Deferred tax provision (benefit)     (2,814 )   959  
    Provision for loan losses     5,100     2,217  
    Provision for other real estate owned losses         33  
    Net gain on sales of investment securities, loans and other assets     (650 )   (2,712 )
    Net gain on trading securities         (414 )
    Federal Home Loan Bank stock dividends     (261 )   (523 )
    Proceeds from sale of securitized loans         13,603  
    Proceeds from sale of loans held for sale     85,310     21,347  
    Originations of loans held for sale     (81,048 )   (31,801 )
    Net change in accrued interest receivable and other assets, net of effects from purchases of Prime Bank in 2001     (2,513 )   721  
    Net change in accrued expenses and other liabilities, net of effects from purchases of Prime Bank in 2001     (11,031 )   (831 )
   
 
 
      Total adjustments     (3,882 )   7,873  
   
 
 
        Net cash provided by operating activities     20,086     27,373  
   
 
 
CASH FLOWS FROM INVESTING ACTIVITIES:              
  Net loan originations     (175,386 )   (81,387 )
  Purchases of:              
    Investment securities available for sale     (183,168 )   (29,972 )
    Loans receivable     (81,941 )   (104,769 )
    Investments in affordable housing partnerships     (1,777 )   (3,000 )
    Premises and equipment     (745 )   (2,321 )
  Proceeds from sale of:              
    Investment securities available for sale     720     134,955  
    Loans receivable         67,521  
    Other real estate owned         694  
    Premises and equipment         754  
  Repayments, maturity and redemption of investment securities available for sale     155,100     71,315  
  Redemption of Federal Home Loan Bank stock     174     6,661  
  Cash acquired from purchase of Prime Bank, net of cash paid         20,398  
   
 
 
        Net cash (used in) provided by investing activities     (287,023 )   80,849  
   
 
 
CASH FLOWS FROM FINANCING ACTIVITIES:              
  Net change in deposits     245,838     245,881  
  Net decrease in short-term borrowings         (31,000 )
  Proceeds from Federal Home Loan Bank advances     6,384,200     2,834,500  
  Repayment of Federal Home Loan Bank advances     (6,429,200 )   (3,033,500 )
  Repayment of notes payable on affordable housing investments     (900 )    
  Proceeds from common stock options exercised     2,327     1,871  
  Proceeds from stock warrants exercised         139  
  Proceeds from employee stock purchase plan     473     300  
  Purchase and retirement of common stock     (10 )   (7,072 )
  Dividends paid on common stock     (3,172 )   (1,386 )
   
 
 
        Net cash provided by financing activities     199,556     9,733  
   
 
 
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS     (67,381 )   117,955  
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD     224,334     63,048  
   
 
 
CASH AND CASH EQUIVALENTS, END OF PERIOD   $ 156,953   $ 181,003  
   
 
 
SUPPLEMENTAL CASH FLOW INFORMATION:              
Cash paid during the period for:              
  Interest   $ 26,144   $ 50,637  
  Income taxes     22,337     1,539  
Noncash investing and financing activities:              
  Loans exchanged for mortgage-backed securities         13,302  
  Real Estate investment financed through notes payable         900  
  Issuance of common stock in connection with the acquisition of Prime Bank         12,260  

See accompanying notes to interim consolidated financial statements.

6



EAST WEST BANCORP, INC. AND SUBSIDIARIES
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the Six Months Ended June 30, 2002 and 2001
(Unaudited)

1.    BASIS OF PRESENTATION

        The consolidated financial statements include the accounts of East West Bancorp, Inc. (the "Company") and its wholly owned subsidiaries, East West Bank and subsidiaries (the "Bank") and East West Insurance Agency, Inc. Intercompany transactions and accounts have been eliminated in consolidation.

        The interim consolidated financial statements, presented in accordance with accounting principles generally accepted in the United States of America ("GAAP"), are unaudited and reflect all adjustments which, in the opinion of management, are necessary for a fair statement of financial condition and results of operations for the interim periods. All adjustments are of a normal and recurring nature. Results for the six months ended June 30, 2002 are not necessarily indicative of results which may be expected for any other interim period or for the year as a whole. Certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted. The unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in the Company's annual report on Form 10K for the year ended December 31, 2001.

        Certain reclassifications have been made to the prior period financial statements to conform to the current period presentation.

2.    ACCOUNTING CHANGES

        Effective January 1, 2002, the Company adopted Statement of Financial Accounting Standards ("SFAS") No. 142, Goodwill and Other Intangible Assets. SFAS No. 142 requires companies to cease amortizing goodwill that existed at June 30, 2001. The amortization of existing goodwill ceased on December 31, 2001. Any goodwill resulting from acquisitions completed after June 30, 2001 will not be amortized. SFAS No. 142 also establishes a new method of testing goodwill for impairment on an annual basis or on an interim basis if an event occurs or circumstances change that would reduce the fair value of a reporting unit below its carrying value. The adoption of SFAS No. 142 on January 1, 2002 resulted in a cumulative pre-tax income of $1.4 million ($788 thousand after-tax) representing the remaining balance of negative goodwill at December 31, 2001. Also pursuant to the provisions of SFAS No. 142, the Company has completed its initial impairment test of positive goodwill. Management has determined that no impairment exists at June 30, 2002. Positive goodwill will continue to be reviewed for impairment on an annual basis.

        Effective January 1, 2001, the Company adopted SFAS No. 133, Accounting for Derivative Instruments and Hedging Activities, as amended, which establishes accounting and reporting standards for derivative instruments, including certain derivative instruments embedded in other contracts and for hedging activities. All derivatives, whether designated in hedging relationships or not, are required to be recorded on the balance sheet at fair value. If the derivative is designated as a fair value hedge, the changes in fair value of the derivative and of the hedged item attributable to the hedged risk are recognized in earnings. If the derivative is designated as a cash flow hedge, the effective portions of changes in the fair value of the derivative are recorded in other comprehensive income ("OCI") and are recognized in the income statement when the hedged item affects earnings. Ineffective portions of changes in the fair value of cash flow hedges are recognized in earnings.

        The adoption of SFAS No. 133 on January 1, 2001 resulted in a cumulative pre-tax reduction to income of $149 thousand ($87 thousand after-tax) as a result of the fair valuation of two interest rate

7



swap agreements with a combined notional amount of $30.0 million. These swap agreements were used to hedge fixed rate brokered certificates of deposit totaling $30.0 million. Pursuant to the adoption of SFAS No. 133, the Company records these interest rate swap agreements at their estimated fair values, with resulting gains or losses recorded in current earnings. No interest rate swap agreements were outstanding at June 30, 2002 and December 31, 2001.

3.    OTHER INTANGIBLES

        The Company also has premiums on acquired deposits which represent the intangible value of depositor relationships resulting from deposit liabilities assumed in various acquisitions. The Company amortizes premiums on acquired deposits using the straight-line method over 7 to 10 years. At June 30, 2002, the balance of deposit premiums totaled $8.4 million. Estimated future amortization expense of premiums on acquired deposits is as follows: $889 thousand for the remaining two quarters of 2002, $1.8 million in 2003, 2004, and 2005, and $1.6 million in 2006.

4.    COMMITMENTS AND CONTINGENCIES

        Credit Extensions—In the normal course of business, there are various outstanding commitments to extend credit which are not reflected in the accompanying interim consolidated financial statements. As of June 30, 2002, undisbursed loan commitments, commercial and standby letters of credit, and commitments to fund mortgage loan applications in process amounted to $426.9 million, $287.0 million, and $137.6 million, respectively.

        Litigation—The Company is a party to various legal proceedings arising in the normal course of business. While it is difficult to predict the outcome of such litigation, the Company does not expect that such litigation will have a material adverse effect on its financial position and results of operations.

        Regulated Investment Company—On February 21, 2002, Senate Bill No. 1660 was introduced to the California State Senate. This legislative proposal, which contained provisions affecting registered investment companies, would have adversely affected past and future state tax benefits generated through East West Securities, Inc., the Company's registered investment company subsidiary. Further, this proposed legislation would have had a negative impact on the Company's effective income tax rate in future periods. However, on April 3, 2002, an amendment to Senate Bill No. 1660 removed the proposed California tax law changes related to registered investment companies. Management cannot predict if other legislation affecting registered investment companies will be proposed this year or at any other time in the future. The Company continues to assess its long-term plans for East West Securities, Inc.

5.    STOCKHOLDERS' EQUITY

        Earnings Per Share—The actual number of shares outstanding at June 30, 2002, was 23,606,427. Basic earnings per share are calculated on the basis of the weighted average number of shares outstanding during the period. Diluted earnings per share are calculated on the basis of the weighted average number of shares outstanding during the period plus shares issuable upon the assumed exercise of outstanding common stock options and warrants.

8



        The following tables set forth the Company's earnings per share calculations for the three and six months ended June 30, 2002 and 2001:

 
  Three Months Ended June 30,
 
  2002
  2001
 
  Net
Income

  Number
of Shares

  Per Share
Amounts

  Net
Income

  Number
of Shares

  Per Share
Amounts

Basic earnings per share   $ 12,249   23,524   $ 0.52   $ 9,689   22,828   $ 0.42
Effect of dilutive securities:                                
  Stock options       1,143             927      
  Restricted stock       53             48      
  Stock warrants       79             20      
   
 
 
 
 
 
Dilutive earnings per share   $ 12,249   24,799   $ 0.49   $ 9,689   23,823   $ 0.41
   
 
 
 
 
 
 
  Six Months Ended June 30,
 
  2002
  2001

 

 

Net
Income


 

Number
of Shares


 

Per Share
Amounts


 

Net
Income


 

Number
of Shares


 

Per Share
Amounts

Basic earnings per share   $ 23,968   23,453   $ 1.02   $ 19,500   23,019   $ 0.85
Effect of dilutive securities:                                
  Stock options       1,087             962      
  Restricted stock       53             46      
  Stock warrants       55             22      
   
 
 
 
 
 
Dilutive earnings per share   $ 23,968   24,648   $ 0.97   $ 19,500   24,049   $ 0.81
   
 
 
 
 
 

        Quarterly Dividends—The Company's Board of Directors declared and paid a quarterly common stock cash dividend of $0.0675 per share payable on February 22, 2002 to shareholders of record on February 8, 2002. On April 23, 2002, the Company declared and paid another quarterly common stock cash dividend of $0.0675 per share payable on May 15, 2002 to shareholders of record on May 1, 2002. For the first half of 2002, cash dividends totaling $3.2 million have been paid to the Company's shareholders.

6.    BUSINESS SEGMENTS

        Management utilizes an internal reporting system to measure the performance of various operating segments within the Company and the Company overall. Four principal operating segments have been identified by the Company for purposes of management reporting: retail banking, commercial lending, treasury, and residential lending. Information related to the Company's remaining centralized functions and eliminations of intersegment amounts have been aggregated and included in "Other." Although all four operating segments offer financial products and services, they are managed separately based on each segment's strategic focus. While the retail banking segment focuses primarily on retail operations through the Company's branch network, certain designated branches have responsibility for generating commercial deposits and loans. The commercial lending segment primarily generates commercial loans and deposits through the efforts of commercial lending officers located in the Company's northern and southern California production offices. The treasury department's primary focus is managing the Company's investments, liquidity, and interest rate risk; the residential lending segment is mainly responsible for the Company's portfolio of single family and multifamily residential loans.

        Operating segment results are based on the Company's internal management reporting process, which reflects assignments and allocations of capital, certain operating and administrative costs and the provision for loan losses. Net interest income is based on the Company's internal funds transfer pricing

9



system which assigns a cost of funds or a credit for funds to assets or liabilities based on their type, maturity or repricing characteristics. Noninterest income and noninterest expense, including depreciation and amortization, directly attributable to a segment are assigned to that business. Indirect costs, including overhead expense, are allocated to the segments based on several factors, including, but not limited to, full-time equivalent employees, loan volume and deposit volume. The provision for credit losses is allocated based on new loan originations for the period. The Company evaluates overall performance based on profit or loss from operations before income taxes not including nonrecurring gains and losses.

        Future changes in the Company's management structure or reporting methodologies may result in changes in the measurement of operating segment results. Results for prior periods have been restated for comparability for changes in management structure or reporting methodologies.

        The following tables present the operating results and other key financial measures for the individual operating segments for the three and six months ended June 30, 2002 and 2001:

 
  Three Months Ended June 30, 2002
 
 
  Retail
Banking

  Commercial
Lending

  Treasury
  Residential
Lending

  Other
  Total
 
 
  (In thousands)

 
Interest income   $ 14,262   $ 12,539   $ 4,167   $ 9,999   $ 1,089   $ 42,056  
Charge for funds used     (5,904 )   (5,776 )   (3,164 )   (5,796 )   (136 )   (20,776 )
   
 
 
 
 
 
 
  Interest spread on funds used     8,358     6,763     1,003     4,203     953     21,280  
   
 
 
 
 
 
 
Interest expense     (9,447 )   (257 )   (2,759 )           (12,463 )
Credit on funds provided     15,027     553     2,922         2,274     20,776  
   
 
 
 
 
 
 
  Interest spread on funds provided     5,580     296     163         2,274     8,313  
   
 
 
 
 
 
 
    Net interest income   $ 13,938   $ 7,059   $ 1,166   $ 4,203   $ 3,227   $ 29,593  
   
 
 
 
 
 
 
Depreciation and amortization   $ 933   $ 236   $ 231   $ 243   $ 1,005   $ 2,648  
Segment pretax profit (loss)   $ 4,398   $ 7,376   $ 930   $ 4,554   $ (455 ) $ 16,803  
Segment assets as of June 30, 2002   $ 948,785   $ 826,923   $ 438,476   $ 608,498   $ 215,220   $ 3,037,902  
 
  Three Months Ended June 30, 2002
 

 

 

Retail
Banking


 

Commercial
Lending


 

Treasury


 

Residential
Lending


 

Other


 

Total


 
 
  (In thousands)

 
Interest income   $ 15,256   $ 12,713   $ 6,965   $ 10,244   $ 1,368   $ 46,546  
Charge for funds used     (9,066 )   (7,998 )   (6,235 )   (7,063 )   (170 )   (30,532 )
   
 
 
 
 
 
 
  Interest spread on funds used     6,190     4,715     730     3,181     1,198     16,014  
   
 
 
 
 
 
 
Interest expense     (16,094 )   (461 )   (5,531 )           (22,086 )
Credit on funds provided     23,034     951     5,492         1,055     30,532  
   
 
 
 
 
 
 
  Interest spread on funds provided     6,940     490     (39 )       1,055     8,446  
   
 
 
 
 
 
 
    Net interest income   $ 13,130   $ 5,205   $ 691   $ 3,181   $ 2,253   $ 24,460  
   
 
 
 
 
 
 
Depreciation and amortization   $ 1,357   $ 163   $ (40 ) $ 154   $ 729   $ 2,363  
Segment pretax profit   $ 4,303   $ 3,079   $ 1,447   $ 2,564   $ 1,793   $ 13,186  
Segment assets as of June 30, 2001   $ 742,325   $ 695,412   $ 481,639   $ 509,670   $ 200,705   $ 2,629,751  

10


 
  Six Months Ended June 30, 2002
 
 
  Retail
Banking

  Commercial
Lending

  Treasury
  Residential
Lending

  Other
  Total
 
 
  (In thousands)

 
Interest income   $ 27,388   $ 25,278   $ 8,178   $ 19,172   $ 2,142   $ 82,158  
Charge for funds used     (11,360 )   (11,823 )   (6,496 )   (11,164 )   (276 )   (41,119 )
   
 
 
 
 
 
 
  Interest spread on funds used     16,028     13,455     1,682     8,008     1,866     41,039  
   
 
 
 
 
 
 
Interest expense     (18,949 )   (510 )   (5,548 )           (25,007 )
Credit on funds provided     29,558     1,105     5,720         4,736     41,119  
   
 
 
 
 
 
 
  Interest spread on funds provided     10,609     595     172         4,736     16,112  
   
 
 
 
 
 
 
    Net interest income   $ 26,637   $ 14,050   $ 1,854   $ 8,008   $ 6,602   $ 57,151  
   
 
 
 
 
 
 
Depreciation and amortization   $ 1,885   $ 485   $ (170 ) $ 533   $ 1,914   $ 4,647  
Segment pretax profit   $ 7,768   $ 12,937   $ 1,438   $ 7,585   $ 2,223   $ 31,951  
Segment assets as of June 30, 2002   $ 948,785   $ 826,923   $ 438,476   $ 608,498   $ 215,220   $ 3,037,902  
 
  Six Months Ended June 30, 2002
 

 

 

Retail
Banking


 

Commercial
Lending


 

Treasury


 

Residential
Lending


 

Other


 

Total


 
 
  (In thousands)

 
Interest income   $ 29,791   $ 27,176   $ 15,443   $ 21,130   $ 2,376   $ 95,916  
Charge for funds used     (18,517 )   (17,955 )   (14,070 )   (15,536 )   (19 )   (66,097 )
   
 
 
 
 
 
 
  Interest spread on funds used     11,274     9,221     1,373     5,594     2,357     29,819  
   
 
 
 
 
 
 
Interest expense     (32,860 )   (1,123 )   (13,954 )           (47,937 )
Credit on funds provided     48,264     2,244     13,388         2,201     66,097  
   
 
 
 
 
 
 
  Interest spread on funds provided     15,404     1,121     (566 )       2,201     18,160  
   
 
 
 
 
 
 
    Net interest income   $ 26,678   $ 10,342   $ 807   $ 5,594   $ 4,558   $ 47,979  
   
 
 
 
 
 
 
Depreciation and amortization   $ 2,753   $ 418   $ (33 ) $ 127   $ 1,717   $ 4,982  
Segment pretax profit   $ 7,357   $ 7,496   $ 4,521   $ 4,449   $ 3,180   $ 27,003  
Segment assets as of June 30, 2001   $ 742,325   $ 695,412   $ 481,639   $ 509,670   $ 200,705   $ 2,629,751  

11



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

        The following discussion provides information about the results of operations, financial condition, liquidity, and capital resources of East West Bancorp, Inc. and its subsidiaries (the "Company"). This information is intended to facilitate the understanding and assessment of significant changes and trends related to the financial condition of the Company and the results of its operations. This discussion and analysis should be read in conjunction with the Company's 2001 annual report on Form 10-K for the year ended December 31, 2001, and the accompanying interim unaudited consolidated financial statements and notes thereto.

        In addition to historical information, this discussion includes certain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 which involve inherent risks and uncertainties. A number of important factors could cause the Company's actual results and performance in future periods to differ materially from those discussed in such forward-looking statements. These factors include, but are not limited to, the effect of interest rate and currency exchange fluctuations; competition in the financial services market for both deposits and loans; the Company's ability to efficiently incorporate acquisitions into its operations; the ability of the Company to increase its customer base; and regional and general economic conditions. Given these uncertainties, the reader is cautioned not to place undue reliance on such forward-looking statements. The Company expressly disclaims any obligation to update or revise any forward-looking statements contained herein to reflect any changes in the Company's expectations of results or any change in events.

Results of Operations

        The Company reported second quarter 2002 net income of $12.2 million, or $0.52 per basic share and $0.49 per diluted share, compared with $9.7 million, or $0.42 per basic share and $0.41 diluted share, reported during the second quarter of 2001. The 26% increase in net earnings is primarily attributable to higher net interest income and noninterest-related revenues, partially offset by higher operating expenses and a higher provision for loan losses. The Company's annualized return on average total assets increased to 1.66% for the quarter ended June 30, 2002, from 1.50% for the same period in 2001. The annualized return on average stockholders' equity increased to 18.66% for the second quarter of 2002, compared with 18.41% for the second quarter of 2001.

        Net income for the six months ended June 30, 2002 increased to $24.0 million, or $1.02 per basic share and $0.97 per diluted share, from $19.5 million, or $0.85 per basic and $0.81 per diluted share, for the first six months of 2001. The annualized return on average total assets increased to 1.66% for the first half of 2002, compared with 1.53% for the first half of 2001. The annualized return on average stockholders' equity decreased to 18.72% for the first half of 2002, compared with 18.94% for the same period in 2001. Excluding the impact of the cumulative effect of changes in accounting principle, net income for the first six months of 2002 increased 18% to $23.2 million, from $19.6 million for the first six months of 2001.

12



Components of Net Income

 
  Three Months Ended
June 30,

  Six Months Ended
June 30,

 
 
  2002
  2001
  2002
  2001
 
 
  (In millions)

 
Net interest income   $ 29.6   $ 24.5   $ 57.2   $ 48.0  
Provision for loan losses     (2.6 )   (1.5 )   (5.1 )   (2.2 )
Noninterest income     5.7     5.1     11.0     11.5  
Noninterest expense     (16.0 )   (14.9 )   (31.1 )   (30.3 )
Provision for income taxes     (4.5 )   (3.5 )   (8.8 )   (7.4 )
Cumulative effect of change in accounting principle             0.8     (0.1 )
   
 
 
 
 
  Net income   $ 12.2   $ 9.7   $ 24.0   $ 19.5  
   
 
 
 
 
Annualized return on average total assets     1.66 %   1.50 %   1.66 %   1.53 %
   
 
 
 
 

Net Interest Income

        The Bank's primary source of revenue is net interest income, which is the difference between interest income on earning assets and interest expense on interest-bearing liabilities. Net interest income for the second quarter of 2002 totaled $29.6 million, a 21% increase over net interest income of $24.5 million for the same period in 2001.

        Total interest and dividend income during the quarter ended June 30, 2002 decreased 10% to $42.1 million compared with $46.5 million during the same period in 2001. Year-to-date interest and dividend income decreased 14% to $82.2 million, from $95.9 million during the first half of 2001. The decrease in interest and dividend income during both the second quarter and the first six months of 2002 is attributable primarily to lower yields on all categories of earning assets and reduced volume of the Bank's investment securities portfolio. Despite growth in average earning assets of 16% and 14% for the quarter and six months ended June 30, 2002, respectively, it was insufficient to mitigate the negative impact of several progressive cuts in interest rates during the past year. Growth in the Bank's average loan and short-term investments portfolio, partially offset by decreases in investment securities and FHLB stock, triggered the growth in average earning assets. The net growth in average earning assets was funded largely by increases in noninterest-bearing demand deposits and interest-bearing checking accounts.

        Total interest expense during the second quarter of 2002 decreased 44% to $12.5 million compared with $22.1 million for the same period a year ago. Similarly, total interest expense decreased 48% to $25.0 million for the first half of 2002, from $47.9 million for the first half of 2001. The decrease in interest expense during both the second quarter and first six months of 2002 is also primarily attributable to rates paid on substantially all categories of interest-bearing liabilities.

        Net interest margin, defined as taxable equivalent net interest income divided by average earning assets, increased 19 basis points to 4.24% for the second quarter of 2002, compared with 4.05% for the second quarter of 2001. For the first six months of 2002, the Company's net interest margin increased 20 basis points to 4.20%, from 4.00% for the same period a year ago. As a result of several progressive declines in interest rates since the first quarter of 2001, the overall yield on average earning assets decreased to 6.03% during the second quarter and first six months of 2002. This compares to 7.72% and 8.00% for the quarter and six months ended June 30, 2001, respectively. Similarly, in response to the declining interest rate environment, the Company's overall cost of funds decreased 208 basis points to 2.31% for the second quarter of 2002, compared with 4.39% for the second quarter of 2001. For the first six months of 2002, the Company's overall cost of funds declined 235 basis points to 2.38%, from 4.73% for the first half of 2001. The increase in the net interest margin reflects the Company's continued reliance on noninterest-bearing demand deposits as a significant funding source. Average noninterest-bearing demand deposits increased 62% to $506.9 million during the quarter ended

13



June 30, 2002, compared to $313.2 million for the same quarter a year ago. For the first six months of 2002, average noninterest-bearing demand deposits increased 76% to $496.3 million, from $282.0 million for the first six months of 2001. The Company expects its net interest margin to increase during the remainder of the year as its significant portfolio of time deposits continues to reprice and adjust to the downward trend in interest rates.

        The following table presents the net interest spread, net interest margin, average balances, interest income and expense, and the average yields and rates by asset and liability component for the three months ended June 30, 2002 and 2001:

 
  Three Months Ended June 30,
 
 
  2002
  2001
 
 
  Average
Balance

  Interest
  Average
Yield
Rate(1)

  Average
Balance

  Interest
  Average
Yield
Rate(1)

 
 
  (Dollars in thousands)

 
ASSETS                                  
Interest-earning assets:                                  
Short-term investments   $ 107,194   $ 542   2.02 % $ 79,058   $ 889   4.50 %
Taxable investment securities(2)(3)     345,257     3,495   4.05 %   397,650     5,901   5.94 %
Loans receivable(2)(4)     2,327,445     37,888   6.51 %   1,925,723     39,581   8.22 %
FHLB stock     9,048     131   5.79 %   10,749     175   6.51 %
   
 
     
 
     
  Total interest-earning assets     2,788,944     42,056   6.03 %   2,413,180     46,546   7.72 %
         
 
       
 
 
Noninterest-earning assets:                                  
Cash and due from banks     63,190               53,514            
Allowance for loan losses     (30,029 )             (25,840 )          
Other assets     129,654               139,761            
   
           
           
  Total assets   $ 2,951,759             $ 2,580,615            
   
           
           
LIABILITIES AND STOCKHOLDERS' EQUITY                                  
Interest-bearing liabilities:                                  
Checking accounts     203,882     348   0.68 %   154,787     568   1.47 %
Money market accounts     151,835     536   1.41 %   143,784     1,091   3.04 %
Savings deposits     238,353     270   0.45 %   211,666     700   1.32 %
Time deposits     1,421,719     9,799   2.76 %   1,384,343     17,835   5.15 %
Short-term borrowings     1,154     7   2.43 %   34,341     422   4.92 %
FHLB advances     118,776     937   3.16 %   62,890     904   5.75 %
Junior subordinated debt securities     20,750     566   10.91 %   20,750     566   10.91 %
   
 
     
 
     
  Total interest-bearing liabilities     2,156,469     12,463   2.31 %   2,012,561     22,086   4.39 %
         
 
       
 
 
Noninterest-bearing liabilities                                  
Demand deposits     506,881               313,211            
Other liabilities     25,906               44,276            
Stockholders' equity     262,503               210,567            
   
           
           
  Total liabilities and stockholders' equity   $ 2,951,759             $ 2,580,615            
   
           
           
Interest rate spread               3.72 %             3.33 %
               
             
 
Net interest income and net interest margin         $ 29,593   4.24 %       $ 24,460   4.05 %
         
 
       
 
 

(1)
Annualized
(2)
Includes amortization of premiums and accretion of discounts on investment securities and loans receivable. Also includes the amortization of deferred loan fees.
(3)
Average balances exclude unrealized gains or losses on available for sale securities.
(4)
Average balances include nonperforming loans.

14


        The following table presents the net interest spread, net interest margin, average balances, interest income and expense, and the average yields and rates by asset and liability component for the six months ended June 30, 2002 and 2001:

 
  Six Months Ended June 30,
 
 
  2002
  2001
 
 
  Average
Balance

  Interest
  Average
Yield
Rate(1)

  Average
Balance

  Interest
  Average
Yield
Rate(1)

 
 
  (Dollars in thousands)

 
ASSETS                                  
Interest-earning assets:                                  
Short-term investments   $ 116,274   $ 1,164   2.00 % $ 46,421   $ 1,236   5.33 %
Taxable investment securities(2)(3)     333,351     6,742   4.04 %   443,997     13,783   6.21 %
Loans receivable(2)(4)     2,265,855     73,980   6.53 %   1,895,590     80,473   8.49 %
FHLB stock     9,040     272   6.02 %   12,875     424   6.59 %
   
 
     
 
     
  Total interest-earning assets     2,724,520     82,158   6.03 %   2,398,883     95,916   8.00 %
         
 
       
 
 
Noninterest-earning assets:                                  
Cash and due from banks     63,383               52,784            
Allowance for loan losses     (29,176 )             (25,392 )          
Other assets     131,287               128,222            
   
           
           
  Total assets   $ 2,890,014             $ 2,554,497            
   
           
           
LIABILITIES AND STOCKHOLDERS' EQUITY                                  
Interest-bearing liabilities:                                  
Checking accounts     203,628     708   0.70 %   142,291     1,095   1.54 %
Money market accounts     153,050     1,089   1.42 %   132,040     2,228   3.37 %
Savings deposits     232,063     520   0.45 %   207,981     1,487   1.43 %
Time deposits     1,380,615     19,726   2.86 %   1,356,367     37,036   5.46 %
Short-term borrowings     2,812     33   2.35 %   37,873     1,007   5.32 %
FHLB advances     112,340     1,799   3.20 %   130,624     3,946   6.04 %
Junior subordinated debt securities     20,750     1,132   10.91 %   20,750     1,138   10.97 %
   
 
     
 
     
  Total interest-bearing liabilities     2,105,258     25,007   2.38 %   2,027,926     47,937   4.73 %
         
 
       
 
 
Noninterest-bearing liabilities                                  
Demand deposits     496,348               282,031            
Other liabilities     32,305               38,585            
Stockholders' equity     256,103               205,955            
   
           
           
  Total liabilities and stockholders' equity   $ 2,890,014             $ 2,554,497            
   
           
           
Interest rate spread               3.65 %             3.27 %
               
             
 
Net interest income and net interest margin         $ 57,151   4.20 %       $ 47,979   4.00 %
         
 
       
 
 

(1)
Annualized

(2)
Includes amortization of premiums and accretion of discounts on investment securities and loans receivable. Also includes the amortization of deferred loan fees.

(3)
Average balances exclude unrealized gains or losses on available for sale securities.

(4)
Average balances include nonperforming loans.

15


Analysis of Changes in Net Interest Margin

        Changes in the Bank's net interest income are a function of changes in rates and volumes of both interest-earning assets and interest-bearing liabilities. The following table sets forth information regarding changes in interest income and interest expense for the years indicated. The total change for each category of interest-earning asset and interest-bearing liability is segmented into the change attributable to variations in volume (changes in volume multiplied by old rate) and the change attributable to variations in interest rates (changes in rates multiplied by old volume). Nonaccrual loans are included in average loans used to compute this table.

 
  Three Months Ended
June 30, 2002 vs 2001

  Six Months Ended
June 30, 2002 vs 2001

 
 
   
  Changes Due to
   
  Changes Due to
 
 
  Total
Change

  Total
Change

 
 
  Volume(1)
  Rates(1)
  Volume(1)
  Rates(1)
 
 
  (In thousands)

  (In thousands)

 
INTEREST-EARNINGS ASSETS:                                      
Short-term investments   $ (347 ) $ 248   $ (595 ) $ (72 ) $ 1,040   $ (1,112 )
Taxable investment securities     (2,406 )   (705 )   (1,701 )   (7,041 )   (2,936 )   (4,105 )
Loans receivable, net     (1,693 )   7,397     (9,090 )   (6,493 )   14,055     (20,548 )
FHLB stock     (44 )   (26 )   (18 )   (152 )   (118 )   (34 )
   
 
 
 
 
 
 
  Total interest and dividend income   $ (4,490 ) $ 6,914   $ (11,404 ) $ (13,758 ) $ 12,041   $ (25,799 )
   
 
 
 
 
 
 
INTEREST-BEARING LIABILITIES:                                      
Checking accounts   $ (220 ) $ 144   $ (364 ) $ (387 ) $ 358   $ (745 )
Money market accounts     (555 )   58     (613 )   (1,139 )   310     (1,449 )
Savings deposits     (430 )   79     (509 )   (967 )   155     (1,122 )
Time deposits     (8,036 )   469     (8,505 )   (17,310 )   651     (17,961 )
Short-term borrowings     (415 )   (272 )   (143 )   (974 )   (607 )   (367 )
FHLB advances     33     563     (530 )   (2,147 )   (493 )   (1,654 )
Junior subordinated debt securities                 (6 )       (6 )
   
 
 
 
 
 
 
  Total interest expense   $ (9,623 ) $ 1,041   $ (10,664 ) $ (22,930 ) $ 374   $ (23,304 )
   
 
 
 
 
 
 
CHANGE IN NET INTEREST INCOME   $ 5,133   $ 5,873   $ (740 ) $ 9,172   $ 11,667   $ (2,495 )
   
 
 
 
 
 
 

(1)
Changes in interest income/expense not arising from volume or rate variances are allocated proportionately to rate and volume.

Provision for Loan Losses

        The provision for loan losses amounted to $2.6 million for the second quarter of 2002 compared to $1.5 million for the same period in 2001. For the first six months of 2002, the provision for loan losses totaled $5.1 million, compared to $2.2 million for the same period in 2001. Provisions for loan losses are charged to income to bring the allowance for credit losses to a level deemed appropriate by management based on the factors discussed under the "Allowance for Loan Losses" section of this report.

16



Noninterest Income

Components of Noninterest Income

 
  Three Months
Ended
June 30,

  Six Months
Ended
June 30,

 
  2002
  2001
  2002
  2001
 
  (In millions)

Loan ancillary fees   $ 1.45   $ 1.14   $ 2.67   $ 1.88
Branch fees     1.56     1.33     3.03     2.58
Letters of credit fees and commissions     1.34     1.02     2.58     2.09
Net gain on sales of loans     0.04     0.42     0.25     0.75
Net gain on sales of investment securities available for sale     0.01     0.17     0.01     1.66
Net gain on trading securities                 0.41
Amortization of negative intangibles         0.10         0.21
Other     1.33     0.95     2.45     1.96
   
 
 
 
  Total   $ 5.73   $ 5.13   $ 10.99   $ 11.54
   
 
 
 

        Noninterest income includes revenues earned from sources other than interest income. These sources include: ancillary fees on loans, service charges and fees on deposit accounts, fees and commissions generated from trade finance activities and the issuance of letters of credit, net gains on trading securities, and net gains on sales of loans and investment securities available for sale.

        Noninterest income increased 12% to $5.7 million during the three months ended June 30, 2002 primarily due to higher loan fees, branch fees, letter of credit fees and commissions and other miscellaneous income, partially offset by lower net gains on sales of loans and investment securities available for sale. For the first half of 2002, noninterest income decreased 5% to $11.0 million, from $11.5 million for the first half of 2001. The decline is primarily due to lower net gains on sales of loans and investment securities of $254 thousand and $13 thousand, respectively, for the first six months of 2002, compared with $750 thousand and $1.7 million, respectively, during the first six months of 2001. Further contributing to the decrease in noninterest income during the six months ended June 30, 2002 is the absence of net gains on trading securities and the amortization of negative goodwill. This compares to $414 thousand in net trading gains and $208 thousand in negative intangible amortization recorded during the corresponding period in 2001.

        Partially offsetting these decreases to noninterest income during the first six months of 2002 were increases in ancillary loan fees, branch fees, letters of credit fees and commissions and other operating income. Ancillary fees on loans include fees and service charges related to appraisal services, loan documentation, processing and underwriting, and secondary market-related activities. Ancillary loan fees increased 27% to $1.4 million during the second quarter of 2002, compared to $1.1 million for the same period in 2001. For the first half of 2002, ancillary loan fee income increased 42% to $2.7 million, from $1.9 million for the first half of 2001. This is primarily attributable to a significant increase in residential mortgage loan originations, predominantly refinance activity, and related secondary marketing activities, both benefiting from lower interest rates.

        Branch fees, which represent revenues derived from branch operations, amounted to $1.6 million during the quarter ended June 30, 2002, a 17% increase from the $1.3 million earned in the second quarter of 2001. For the first half of 2002, branch fees also increased 17% to $3.0 million, from $2.6 million for the same period in 2001. The increase in branch fees for both the second quarter and the first half of 2002 is primarily due to continued growth in revenues from analysis charges on commercial deposit accounts, increased commissions from sales of alternative investment products,

17



including mutual funds and annuities, and higher revenues from wire transfer transactions due to increased volume.

        Other contributions to noninterest income include other operating income, which includes insurance commissions and insurance-related service fees, interest earned on officer life insurance policies, branch rental income, and income from operating leases. Other operating income increased to $1.3 million, or 41%, during the second quarter of 2002, from $948 thousand recorded during the second quarter of 2001. For the six months ended June 30, 2002, other operating income increased to $2.4 million, or 25%, from $2.0 million recorded during the first half of 2001. The increase in noninterest income is primarily due to a substantial increase in insurance commissions and other insurance-related service fee income generated through the Company's subsidiary, East West Insurance Agency, Inc. which totaled $400 thousand and $832 thousand for the second quarter and first half of 2002, respectively. This compares to $252 thousand and $495 thousand during the same periods in 2001. In addition, the Company also recorded interest income on officer life insurance policies totaling $463 thousand and $783 thousand for the second quarter and first half of 2002, respectively, compared to $336 thousand and $646 thousand during the same periods in 2001. At June 30, 2002, the aggregate cash surrender value of the Company's officer life insurance policies amounted to $28.1 million compared to $27.3 million at December 31, 2001. Further contributing to other noninterest income are revenues from leased equipment totaling $254 thousand and $509 thousand during the second quarter and first six months of 2002, respectively, compared to $178 thousand and $415 thousand during the same periods in 2001. These revenues represent income from equipment leased to third parties in connection with $3.1 million in operating leases entered into by the Company.

Noninterest Expense

Components of Noninterest Expense

 
  Three Months
Ended
June 30,

  Six Months
Ended
June 30,

 
 
  2002
  2001
  2002
  2001
 
 
  (In millions)

 
Compensation and other employee benefits   $ 6.40   $ 5.87   $ 12.70   $ 12.30  
Net occupancy     2.55     2.41     5.14     4.77  
Amortization of positive intangibles     0.44     0.99     0.92     2.07  
Amortization of affordable housing investments     1.12     0.97     2.16     2.03  
Data processing     0.42     0.43     0.90     0.89  
Deposit insurance premiums and regulatory assessments     0.15     0.13     0.30     0.27  
Other real estate owned operations, net         0.01     0.01     0.03  
Other     4.89     4.09     8.96     7.94  
   
 
 
 
 
  Total   $ 15.97   $ 14.90   $ 31.09   $ 30.30  
   
 
 
 
 
  Efficiency Ratio(1)     41 %   44 %   41 %   44 %
   
 
 
 
 

(1)
Excludes the amortization of intangibles and investments in affordable housing partnerships.

        Noninterest expense, which is comprised primarily of compensation and employee benefits, occupancy and other operating expenses increased 7% to $16.0 million during the second quarter of 2002, from $14.9 million for the same period in 2001. Noninterest expense for the six months ended June 30, 2002 increased 3% to $31.1 million, compared to $30.3 million for the first half of 2001.

        Compensation and employee benefits increased 9% to $6.4 million during the second quarter of 2002, compared to $5.9 million for the same quarter last year. For the first half of 2002, compensation

18



and employee benefits increased 3% to $12.7 million, compared to $12.3 million for the same period in 2001. The rise in compensation and employee benefits is primarily due to the opening of two Ranch 99 in-store branches in February 2002, an increase in performance-based bonus accruals, as well as the impact of annual salary adjustments and related cost increases for existing employees.

        Occupancy expenses increased 6% to $2.6 million during the second quarter of 2002, compared to $2.4 million for the same quarter in 2001. For the first six months of 2002, occupancy expenses increased 8% to $5.1 million, from $4.8 million for the same period in 2001. The increase in occupancy expense is primarily due to adjusted monthly lease payments for a branch location to coincide with current market terms. Further contributing to increased occupancy expenses is the opening of two Ranch 99 in-store branches in February 2002 and the impact of normal rent adjustments in existing leases.

        The amortization of investments in affordable housing partnerships increased 15% to $1.1 million during the quarter ended June 30, 2002, compared with $968 thousand for the quarter ended June 30, 2001. The increase in amortization expense reflects the $3.9 million in additional affordable housing investment purchases made by the Company since the second quarter of 2001. Total investments in affordable housing partnerships amounted to $20.6 million at June 30, 2002 and 2001.

        Deposit insurance premiums and regulatory assessments increased 11% to $146 thousand for the three months ended June 30, 2002, compared with $132 thousand for the same period in 2001. For the six months ended June 30, 2002, deposit insurance premiums and regulatory assessments increased 12% to $299 thousand, compared with $266 thousand for the same period in 2001. Although there was a decrease in the Savings Association Insurance Fund ("SAIF") annualized Financing Corporation ("FICO") assessment rate to 1.82 basis points and 1.76 basis points for the first and second quarter of 2002, respectively, from 1.96 basis points and 1.90 basis points for the same periods in 2001, deposit insurance premiums increased during the three and six months ended June 30, 2002 as a result of the significant growth in the Bank's assessable deposit base.

        Other operating expenses include advertising and public relations, telephone and postage, stationery and supplies, bank and item processing charges, insurance, legal and other professional fees. Other operating expenses increased 20% to $4.9 million during the three months ended June 30, 2002, compared with $4.1 million for the same period in 2001. For the six months ended June 30, 2002, other operating expenses increased 13% to $9.0 million, from $7.9 million for the first half of 2001. The increase in other operating expenses is due primarily to the Company's continued organic growth.

        Partially offsetting these increases to noninterest expense is a decrease in amortization expense related to positive intangibles, which include premiums on deposits acquired and excess of purchase price over fair value of net assets acquired ("goodwill"). Amortization expense on positive intangibles decreased 56% to $439 thousand during the second quarter of 2002, compared to $993 thousand for the second quarter of 2001. Similarly for the six months ended June 30, 2002, amortization expense on positive intangibles decreased 56% to $917 thousand, from $2.1 million for the same period a year ago. The decrease in amortization expense of positive intangibles is primarily due to the absence of amortization expense related to positive goodwill as a consequence of adopting SFAS No. 142 effective January 1, 2002. Only premiums on acquired deposits continue to be amortized straightline over a period of 7 to 10 years.

        The Company's efficiency ratio, which represents noninterest expense (excluding the amortization of intangibles and investments in affordable housing partnerships) divided by the aggregate of net interest income before provision for loan losses and noninterest income (excluding the amortization of intangibles), decreased to 41% for the quarter ended June 30, 2002, compared to 44% for the corresponding period in 2001. For the first half of 2002, the Company's efficiency ratio also decreased to 41% from 44% for the same period a year ago. The decrease reflects efficiencies realized in the Company's operations from infrastructure investments made in the past two years compounded by a

19



general company-wide effort to monitor overall operating expenses. Management anticipates the Company's efficiency ratio to remain in the low 40% range for the remainder of the year.

Provision for Income Taxes

        The provision for income taxes increased 30% to $4.6 million for the second quarter of 2002, compared with $3.5 million for the same period in 2001. For the six months ended June 30, 2002, the provision for income taxes totaled $8.8 million, an 18% increase from the $7.4 million income tax expense recorded for the same period a year ago. The increase in the tax provision is primarily attributable to a 27% and 18% increase in pretax earnings during the second quarter and first half of 2002, respectively.

        The provision for incomes taxes reflects state tax benefits achieved through East West Securities Company, Inc., a regulated investment company formed and funded in July 2000. The Company offers no assurance as to the continued realization of state tax benefits through this regulated investment company in the foreseeable future. The provision for income taxes for the second quarter of 2002 also reflects the utilization of tax credits totaling $1.6 million, compared to $1.1 million utilized during the second quarter of 2001. The second quarter 2002 provision reflects an effective tax rate of 27.1%, compared with 26.5% for the second quarter 2001. For the first half of 2002, the effective tax rate of 27.5% reflects tax credits of $3.0 million, compared with an effective tax rate of 27.5% for the first half of 2001 reflecting tax credits of $1.9 million.

Balance Sheet Analysis

        The Company's total assets increased $212.6 million, or 8%, to $3.04 billion, as of June 30, 2002, relative to total assets at December 31, 2001. The increase in total assets was due primarily to a $248.8 million growth in loans receivable and a $29.2 million increase in investment securities available for sale, partially offset by a decrease in short-term investments of $78.0 million. The increase in total assets was funded by increases of $245.8 million in deposits, partially offset by decreases in FHLB advances of $45.0 million.

Investment Securities Available for Sale

        Total investment securities available for sale increased 9% to $352.3 million as of June 30, 2002, compared to total available for sale investment securities of $323.1 million at December 31, 2001. Total repayments and proceeds from sales of available for sale securities amounted to $155.1 million and $720 thousand, respectively, during the six months ended June 30, 2002. Proceeds from repayments and sales were applied towards additional investment securities purchases, repayment of FHLB advances as well as funding a portion of the loan originations made during the first half of 2002. The Bank recorded net gains totaling $13 thousand on sales of available for sale securities during the six months ended June 30, 2002.

20



        The following table sets forth the amortized cost and the estimated fair values of investment securities available for sale as of June 30, 2002 and December 31, 2001:

 
  Amortized
Cost

  Gross
Unrealized
Gains

  Gross
Unrealized
Losses

  Estimated
Fair Value

 
  (In thousands)

As of June 30, 2002:                        
Mutual funds   $ 10,000   $   $   $ 10,000
US Treasury securities     31,306     179     (1 )   31,484
US Government agency securities     140,346     1,961         142,307
Mortgage-backed securities     124,870     756     (385 )   125,241
Corporate securities     44,667     35     (1,410 )   43,292
   
 
 
 
  Total   $ 351,189   $ 2,931   $ (1,796 ) $ 352,324
   
 
 
 
As of December 31, 2001:                        
Mutual funds   $ 10,707   $ 7   $   $ 10,714
US Treasury securities     77,999     121     (8 )   78,112
US Government agency securities     8,276     167         8,443
Mortgage-backed securities     190,930     908     (507 )   191,331
Corporate securities     35,745     2     (1,248 )   34,499
   
 
 
 
  Total   $ 323,657   $ 1,205   $ (1,763 ) $ 323,099
   
 
 
 

Loans

        The Company experienced strong loan demand during the first half of 2002. Net loans receivable increased $248.8 million, or 12% to $2.38 billion at June 30, 2002. The increase in loans was funded primarily through deposit growth and through repayments of investment securities available for sale and short-term investments.

        The growth in loans is comprised primarily of increases in multifamily loans of $127.0 million or 34%, commercial real estate loans of $115.8 million or 13%, residential single family loans of $13.9 million, or 4%, and consumer loans, including home equity line of credit, of $21.9 million or 30%. Partially offsetting the growth in these loan categories were decreases in commercial loans of $22.6 million or 6%, and construction loans of $3.6 million or 2%.

21



        The following table sets forth the composition of the loan portfolio as of the dates indicated:

 
  June 30, 2002
  December 31, 2001
 
 
  Amount
  Percent
  Amount
  Percent
 
 
  (Dollars in thousands)

 
Real estate loans:                      
  Residential, one to four units   $ 330,397   13.7 % $ 316,504   14.7 %
  Residential, multifamily     504,193   20.9 %   377,224   17.5 %
  Commercial and industrial real estate     984,760   40.8 %   868,989   40.2 %
  Construction     158,368   6.6 %   161,953   7.5 %
   
 
 
 
 
    Total real estate loans     1,977,718   82.0 %   1,724,670   79.9 %
   
 
 
 
 
Other loans:                      
  Business, commercial     340,775   14.1 %   363,331   16.8 %
  Automobile     14,189   0.6 %   13,714   0.6 %
  Other consumer     79,805   3.3 %   58,413   2.7 %
   
 
 
 
 
    Total other loans     434,769   18.0 %   435,458   20.1 %
   
 
 
 
 
      Total gross loans     2,412,487   100.0 %   2,160,128   100.0 %
   
 
 
 
 
Unearned fees, premiums and discounts, net     1,161         267      
Allowance for loan losses     (32,051 )       (27,557 )    
   
     
     
  Loan receivable, net   $ 2,381,597       $ 2,132,838      
   
     
     

Nonperforming Assets

        Nonperforming assets are comprised of nonaccrual loans, loans past due 90 days or more but not on nonaccrual, restructured loans and other real estate owned, net. Nonperforming assets as a percentage of total assets were 0.19% and 0.20% at June 30, 2002 and December 31, 2001, respectively. Nonaccrual loans, which include loans 90 days or more past due, totaled $2.5 million at June 30, 2002, compared with $3.7 million at year-end 2001. Loans totaling $924 thousand were placed on nonaccrual status during the second quarter of 2002. These additions to nonaccrual loans were offset by $1.9 million in payoffs and principal paydowns, $1.5 million in loans brought current and $163 thousand in gross chargeoffs. Additions to nonaccrual loans during the second quarter of 2002 were comprised of $838 thousand in a residential single family loan and $86 thousand in commercial business loans. For the six months ended June 30, 2002, nonaccrual loans decreased $1.2 million due to gross chargeoffs of $1.0 million, loans brought current of $1.1 million and payoffs and principal paydowns of $298 thousand, partially offset by additions to nonaccrual loans of $1.2 million.

        Restructured loans and loans that have had their original terms modified totaled $3.4 million at June 30, 2002, compared with $2.1 million at year-end 2001. The increase in restructured loans is due to the addition of two commercial real estate loans totaling $2.1 million partially offset by payoffs and principal paydowns totaling $897 thousand during the first six months of 2002.

        Other real estate owned ("OREO") includes properties acquired through foreclosure or through full or partial satisfaction of loans. There were no additions to OREO during the first half of 2002.

22



        The following table sets forth information regarding nonaccrual loans, loans past due 90 days or more but not on nonaccrual, restructured loans and other real estate owned as of the dates indicated:

 
  June 30, 2002
  December 31, 2001
 
 
  (Dollars in thousands)

 
Nonaccrual loans   $ 2,498   $ 3,658  
Loans past due 90 days or more but not on nonaccrual          
   
 
 
  Total nonperforming loans     2,498     3,658  
   
 
 
Restructured loans     3,370     2,119  
Other real estate owned, net          
   
 
 
  Total nonperforming assets   $ 5,868   $ 5,777  
   
 
 
Total nonperforming assets to total assets     0.19 %   0.20 %
Allowance for loan losses to nonperforming loans     1,283.07 %   753.34 %
Nonperforming loans to total gross loans     0.10 %   0.17 %

        The Company evaluates impairment of loans according to the provisions of SFAS No. 114, Accounting by Creditors for Impairment of a Loan, as amended. Under SFAS No. 114, loans are considered impaired when it is probable that the Company will be unable to collect all amounts due according the contractual terms of the loan agreement, including scheduled interest payments. Impaired loans are measured based on the present value of expected future cash flows discounted at the loan's effective interest rate or, as an expedient, at the loan's observable market price or the fair value of the collateral if the loan is collateral dependent, less costs to sell.

        At June 30, 2002, the Bank had classified $6.9 million of its loans as impaired, compared with $7.3 million at December 31, 2001. Specific reserves on impaired loans totaled $354 thousand at June 30, 2002 and $1.1 million at December 31, 2001. The Bank's average recorded investment in impaired loans for the six months ended June 30, 2002 and 2001 were $6.9 million and $15.1 million, respectively. During the six months ended June 30, 2002 and 2001, gross interest income that would have been recorded on impaired loans, had they performed in accordance with their original terms, totaled $241 thousand and $883 thousand, respectively. Of this amount, actual interest recognized on impaired loans, on a cash basis, was $132 thousand and $751 thousand, respectively.

Allowance for Loan Losses

        Management of the Bank is committed to maintaining the allowance for loan losses at a level that is considered to be commensurate with estimated and known risks in the portfolio. Although the adequacy of the allowance is reviewed quarterly, management performs an ongoing assessment of the risks inherent in the portfolio. While management believes that the allowance for loan losses is adequate at June 30, 2002, future additions to the allowance will be subject to continuing evaluation of estimated and known, as well as inherent, risks in the loan portfolio.

        The allowance for loan losses is increased by the provision for loan losses which is charged against current period operating results, and is decreased by the amount of net chargeoffs during the period. At June 30, 2002, the allowance for loan losses amounted to $32.1 million, or 1.33% of total loans, compared with $27.6 million, or 1.28% of total loans, at December 31, 2001, and $25.8 million, or 1.31% of total loans, at June 30, 2001. The $4.5 million increase in the allowance for loan losses at June 30, 2002, from year-end 2001, is comprised of $5.1 million in additional loss provisions and $606 thousand in net chargeoffs recorded during the period.

23



        The provision for loan losses of $2.6 million for the second quarter of 2002 represents a 70% increase from the $1.5 million in loss provisions recorded during the second quarter of 2001. Second quarter 2002 net recoveries amounting to $346 thousand represent 0.06% of average loans outstanding for the three months ended June 30, 2002. The net recoveries recorded in the second quarter of 2002 can be attributed primarily to three multifamily loans to the same borrower. This compares to net chargeoffs of $1.2 million, or 0.26% of average loans outstanding for the same period in 2001. For the six months ended June 30, 2002, the provision for loan losses totaled $5.1 million, a 130% increase from the $2.2 million provision recorded during the same period in 2001. Net chargeoffs for the first half of 2002 totaling $606 thousand represent 0.05% of average loans outstanding for the six months ended June 30, 2002. This compares to net chargeoffs of $1.8 million for the first half of 2001, or 0.19% of average loans outstanding. The Bank continues to record loss provisions to compensate for both the continued growth of the Bank's loan portfolio, which grew 12% during the first half of 2002, and the changing composition of the overall loan portfolio, reflecting a shift toward commercial real estate and commercial business loans.

        The following table summarizes activity in the allowance for loan losses for the three and six months ended June 30, 2002 and 2001:

 
  Three Months Ended
June 30,

  Six Months Ended
June 30,

 
 
  2002
  2001
  2002
  2001
 
 
  (Dollars in thousands)

 
Allowance balance, beginning of period   $ 29,155   $ 25,556   $ 27,557   $ 23,848  
Allowance from acquisition                 1,550  
Provision for loan losses     2,550     1,500     5,100     2,217  
Charge-offs:                          
  1-4 family residential real estate                  
  Multifamily real estate                  
  Commercial and industrial real estate                  
  Business, commercial     180     1,409     1,205     2,132  
  Automobile     66     6     66     6  
  Other     1         3      
   
 
 
 
 
    Total charge-offs     247     1,415     1,274     2,138  
   
 
 
 
 
Recoveries:                          
  1-4 family residential real estate         62         62  
  Multifamily real estate     447     8     522     8  
  Commercial and industrial real estate         60         60  
  Business, commercial     103     55     103     219  
  Automobile     42         42      
  Other     1     1     1     1  
   
 
 
 
 
    Total recoveries     593     186     668     350  
   
 
 
 
 
      Net charge-offs     (346 )   1,229     606     1,788  
   
 
 
 
 
Allowance balance, end of period   $ 32,051   $ 25,827   $ 32,051   $ 25,827  
Average loans outstanding   $ 2,327,445   $ 1,925,723   $ 2,265,855   $ 1,895,590  
Total gross loans outstanding, end of period   $ 2,412,487   $ 1,974,209   $ 2,412,487   $ 1,974,209  
Annualized net (recoveries) charge-offs to average loans     (0.06 )%   0.26 %   0.05 %   0.19 %
Allowance for loan losses to total gross loans     1.33 %   1.31 %   1.33 %   1.31 %

        The Bank's total allowance for loan losses is comprised of two components-allocated and unallocated. The Bank utilizes several methodologies to determine the allocated portion of the

24



allowance and to test overall adequacy. The two primary methodologies, the classification migration model and the individual loan review analysis methodology, provide the basis for determining allocations between the various loan categories as well as the overall adequacy of the allowance. These methodologies are augmented by ancillary analyses, which include historical loss analyses, peer group comparisons, and analyses based on the federal regulatory interagency policy for loan and lease losses.

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

 
  June 30, 2002
  December 31, 2001
 
  Amount
  %
  Amount
  %
 
  (Dollars in thousands)

1-4 family residential real estate   $ 1,316   13.7   $ 184   14.7
Multifamily real estate     2,154   20.9     1,914   17.5
Commercial and industrial real estate     8,179   40.8     8,221   40.2
Construction     3,851   6.6     3,024   7.5
Business, commercial     11,790   14.1     10,248   16.8
Automobile     34   0.6     39   0.6
Consumer and other     217   3.3     8   2.7
Other risks     4,510       3,919  
   
 
 
 
  Total   $ 32,051   100.0   $ 27,557   100.0
   
 
 
 

        Allocated reserves on single family loans increased $1.1 million, or 615%, to $1.3 million at June 30, 2002 as a result of minimum loss rates established for single family residential loans. Due to a rise in delinquencies and foreclosure activity in this loan category over the past several months, minimum loss rates on single family loans have been established as follows: 15 basis points for "pass" loans, 5% for "special mention" loans, and 15% for "substandard" loans. Prior to the quarter ended June 30, 2002, allocated reserves on single family loans were based solely on historical loss rates. Actual historical losses on single family loans have declined over time, representing only 1 basis point for "pass" single family loans as of March 31, 2002 and 2 basis points for "pass" single family loans as of December 31, 2001. However, despite the decreasing loss trend in this loan category, management has determined that historical loss rates on single family loans, while correct from a historical perspective, do not appropriately reflect the current risk of the portfolio. Given the size of this loan category and the volume of current loan originations, compounded by rising delinquency and foreclosure trends, management has deemed it prudent to establish minimum loss rates on single family loans to better reflect the loss potential associated with this loan category.

        Allocated reserves on multifamily loans increased $240 thousand, or 13%, to $2.2 million as of June 30, 2002 primarily due to a 34% increase in the volume of loans in this loan category from year-end 2001 levels, partially offset by a decline in classified multifamily loans. Multifamily loans rated "substandard" totaled $1.3 million at June 30, 2002, compared to $2.6 million at December 31, 2001.

        Despite a 13% increase in the volume of commercial real estate loans at June 30, 2002 from yearend 2001 levels, allocated loss reserves on these loans decreased $42 thousand, or 1%, to $8.2 million. This is primarily due to a decrease in the concentration risk allocation ratio for hotels and motels to 2% as of June 30, 2002, from 3% as of December 31, 2001. The hotel industry concentration risk allocation has been adjusted based on annual financial information received pertaining to 2001 operations which, in general, do not appear to reflect a significant adverse effect to the events of September 11th. However, since the 2001 financials largely reflect operations prior to September 11th, it is difficult to assess the true impact of this tragedy on hotel/motel operations until the Bank receives annual statements pertaining to 2002. As such, management has deemed it prudent to continue to

25



maintain a 2% hotel concentration risk allocation on such loans until more updated financial information can be obtained from borrowers.

        Allocated reserves on construction loans increased $827 thousand, or 27%, to $3.9 million at June 30, 2002 primarily due to an increase in minimum loss rates for construction loans rated "pass." Several factors warrant an increase in the minimum loss rate for "pass" construction loans as follows: (1) recent borrower difficulty in obtaining permanent takeout financing for commercial and industrial properties; (2) an increase in loan extensions granted to borrowers to complete building construction and/or lease up of premises; and (3) a sizeable concentration in commercial office buildings, representing 24% of the Bank's construction loan portfolio at June 30, 2002. Industry reports have indicated that commercial office buildings, particularly in Southern California and the Bay Area, continue to experience increased vacancies and lower rental rates brought on by a weak leasing market since the last quarter of 2001. For these reasons, management has deemed it prudent to raise the minimum loss rate on construction loans rated "pass" to 2% as of June 30, 2002, from 1% as of December 31, 2001.

        Allocated reserves on commercial business loans increased $1.5 million, or 15%, to $11.8 million at June 30, 2002 primarily due to an increase in the minimum loss rate for commercial business loans rated "pass" commencing in the quarter ended March 31, 2002. Based on the increasing size and rate of recent losses experienced by the Company in this loan category, management has deemed it prudent to raise the minimum loss rate on such loans to 2%, compared to 1% at December 31, 2001. This is partially offset by a decrease in commercial business loans rated "substandard" relative to December 31, 2001. Commercial business loans rated "substandard" totaled $8.1 million at June 30, 2002 compared to $13.9 million at December 31, 2001.

        Allocated reserves on consumer loans increased $209 thousand, or 2,613%, to $217 thousand as of June 30, 2002. Consumer loans are comprised predominantly of home equity loans and home equity lines of credit, and to a lesser extent, credit card and overdraft protection lines. The increase in allocated reserves on consumer loans is directly correlated to the increase in minimum loss rates on single family loans.

        The allowance for loan losses of $32.1 million at June 30, 2002 exceeded the Bank's allocated allowance by $4.5 million, or 14% of the total allowance. This compares to an unallocated allowance of $3.9 million, or 14%, as of December 31, 2001. The $4.5 million unallocated allowance at June 30, 2002 is comprised of three elements. First, the Bank has set aside $311 thousand for foreign transaction risk associated with credit lines totaling $85.7 million extended to financial institutions in foreign countries. Loss factors, ranging from 0.1% to 5.0% of the total credit facility, are multiplied by anticipated usage volumes to determine the loss exposure on this type of credit offering. These loss factors are internally determined based on the sovereign risk ratings of the various countries ranging from BBB+ to AAA. The second element, which accounts for approximately $1.4 million of the unallocated allowance, represents a 5% economic risk factor that takes into consideration the recessionary state of the national economy. Despite concerted efforts by the government to stimulate the economy through various tax cuts and incentives and through its aggressive policy of lowering interest rates, the previous year has been characterized by eroding consumer confidence, increasing jobless rates, substantial shortfalls in sales and earnings, business closures and company downsizing. This economic downturn has been exacerbated by the tragedy of September 11th and, more recently, by corporate scandals linked to various large companies. The economic forecast in the foreseeable future is not positive. In consideration of this uncertain economic outlook, management of the Company has deemed it prudent to continue to set aside an additional 5% of the required allowance amount to compensate for this current economic risk. The third and final element, which accounts for approximately $2.8 million, or approximately 10% of the allocated allowance amount of $27.5 million at June 30, 2002, was established to compensate for the modeling risk associated with the classification migration and individual loan review analysis methodologies.

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Deposits

        Deposits increased $245.8 million, or 10%, to $2.66 billion at June 30, 2002. The increase in deposit growth was comprised primarily of increases in non-interest bearing demand accounts of $69.8 million, or 13%, time deposits of $143.1 million, or $11%, savings accounts of $23.4 million or 11%. The increases can be attributed to continued momentum from various retail promotions, as well as carryover benefits from the Prime Bank acquisition.

        Although the Company occasionally promotes certain time deposit products, its efforts are largely concentrated in increasing the volume of low-cost transaction accounts which generate higher fee income and are a less costly source of funds in comparison to time deposits.

Borrowings

        The Bank regularly uses FHLB advances and short-term borrowings, which consist of federal funds purchased and securities sold under agreements to repurchase, to manage its liquidity position. FHLB advances decreased 43% to $59.0 million as of June 30, 2002, a decrease of $45.0 million from December 31, 2001. Growth in core deposits and runoffs on short-term investments and investment securities available for sale can be attributed to the decrease in FHLB advances as of June 30, 2002. There were no outstanding short-term borrowings at June 30, 2002 and December 31, 2001.

Capital Resources

        The primary source of capital for the Company is the retention of net after tax earnings. At June 30, 2002, stockholders' equity totaled $271.4 million, an 11% increase from $244.4 million as of December 31, 2001. The increase is due primarily to: (1) net income of $24.0 million during the first six months of 2002; (2) net issuance of common stock totaling $2.3 million, representing 221,182 shares, from the exercise of stock options; (3) net issuance of common stock totaling $473 thousand, representing 23,809 shares, from the Employee Stock Purchase Plan; (4) stock compensation costs amounting to $166 thousand related to the Company's Restricted Stock Award Program; (5) tax benefits of $2.2 million resulting from the exercise of nonqualified stock options; and (6) an increase of $1.0 million in unrealized gains on available-for-sale securities. These transactions were offset by (1) payment of first and second quarter 2002 cash dividends totaling $3.2 million and (2) repurchases of $10 thousand or 968 shares of common stock from forfeitures of restricted stock awards.

        Management is committed to maintaining capital at a level sufficient to assure shareholders, customers and regulators that the Company and its bank subsidiary are financially sound. The Company and its bank subsidiary are subject to risk-based capital regulations adopted by the federal banking regulators in January 1990. These guidelines are used to evaluate capital adequacy and are based on an institution's asset risk profile and off-balance sheet exposures. According to the regulations, institutions whose Tier 1 and total capital ratios meet or exceed 6% and 10%, respectively, are deemed to be "well-capitalized." At June 30, 2002, the Bank's Tier 1 and total capital ratios were 9.8% and 11.0%, respectively, compared to 9.8% and 11.0%, respectively, at December 31, 2001.

        The following table compares the Company's and the Bank's actual capital ratios at June 30, 2002, to those required by regulatory agencies for capital adequacy and well-capitalized classification purposes:

 
  East West
Bancorp

  East West
Bank

  Minimum
Regulatory
Requirements

  Well
Capitalized
Requirements

 
Total Capital (to Risk-Weighted Assets)   11.5 % 11.0 % 8.0 % 10.0 %
Tier 1 Capital (to Risk-Weighted Assets)   10.2 % 9.8 % 4.0 % 6.0 %
Tier 1 Capital (to Average Assets)   9.0 % 8.6 % 4.0 % 5.0 %

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ASSET LIABILITY AND MARKET RISK MANAGEMENT

Liquidity

        Liquidity management involves the Bank's ability to meet cash flow requirements arising from fluctuations in deposit levels and demands of daily operations, which include funding of securities purchases, providing for customers' credit needs and ongoing repayment of borrowings. The Bank's liquidity is actively managed on a daily basis and reviewed periodically by the Asset/Liability Committee and the Board of Directors. This process is intended to ensure the maintenance of sufficient funds to meet the needs of the Bank, including adequate cash flow for off-balance sheet instruments.

        The Bank's primary sources of liquidity are derived from financing activities which include the acceptance of customer and broker deposits, federal funds facilities, repurchase agreement facilities and advances from the Federal Home Loan Bank of San Francisco. These funding sources are augmented by payments of principal and interest on loans, the routine liquidation of securities from the available-for-sale portfolio and securitizations of eligible loans. Primary uses of funds include withdrawal of and interest payments on deposits, originations and purchases of loans, purchases of investment securities, and payment of operating expenses.

        During the six months ended June 30, 2002 and 2001, the Company experienced net cash inflows of $20.1 million and $27.4 million, respectively, from operating activities. Net cash inflows from operating activities for the first half of 2002 were primarily due to growth in net interest income and net proceeds from the sale of loans held for sale while proceeds from the sale of securitized loans can be attributed to net operating cash inflows for the same period in 2001. Net cash outflows from investing activities totaled $287.0 million for the six months ended June 30, 2002 primarily due to growth in the Bank's loan portfolio and purchases of investment securities available for sale during the period. For the first half of 2001, net cash inflows from investing activities totaled $80.8 million primarily due to net proceeds from the sale of loans receivable and available for sale securities, as well as cash acquired through the purchase of Prime Bank in January 2001. The Company experienced net cash inflows from financing activities of $199.6 million for the first six months of 2002 primarily due to deposit growth partially offset by net repayments on FHLB advances. During the first half of 2001, the growth in deposits partially offset by repayment of FHLB advances and short-term borrowings largely accounted for net cash inflows from financing activities of $9.7 million.

        As a means of augmenting its liquidity, the Bank has established federal funds lines with four correspondent banks and several master repurchase agreements with major brokerage companies. At June 30, 2002, the Bank's available borrowing capacity includes approximately $94.0 million in repurchase arrangements, $92.0 million in federal funds line facilities, and $87.0 million in unused FHLB advances. Management believes its liquidity sources to be stable and adequate. At June 30, 2002, management was not aware of any information that was reasonably likely to have a material effect on the Bank's liquidity position.

        The liquidity of the parent company, East West Bancorp, Inc. is primarily dependent on the payment of cash dividends by its subsidiary, East West Bank, subject to limitations imposed by the Financial Code of the State of California. For the six months ended June 30, 2002, total dividends paid by the Bank to East West Bancorp, Inc. totaled $3.3 million, compared with $6.2 million for the same period in 2001. As of June 30, 2002, approximately $69.3 million of undivided profits of the Bank were available for dividends to the Company.

Interest Rate Sensitivity Management

        The Bank's success is largely dependent upon its ability to manage interest rate risk, which is the impact of adverse fluctuations in interest rates on the Bank's net interest income and net portfolio value. Although in the normal course of business the Bank manages other risks, such as credit and

28



liquidity risk, management considers interest rate risk to be its most significant market risk and could potentially have the largest material effect on the Bank's financial condition and results of operations.

        The fundamental objective of the asset liability management process is to manage the Bank's exposure to interest rate fluctuations while maintaining adequate levels of liquidity and capital. The Bank's strategy is formulated by the Asset/Liability Committee, which coordinates with the Board of Directors to monitor the Bank's overall asset and liability composition. The Committee meets regularly to evaluate, among other things, the sensitivity of the Bank's assets and liabilities to interest rate changes, the book and market values of assets and liabilities, unrealized gains and losses on its available-for-sale portfolio (including those attributable to hedging transactions), purchase and securitization activity, and maturities of investments and borrowings.

        The Bank's overall strategy is to minimize the adverse impact of immediate incremental changes in market interest rates (rate shock) on net interest income and net portfolio value. Net portfolio value is defined as the present value of assets, minus the present value of liabilities and off-balance sheet instruments. The attainment of this goal requires a balance between profitability, liquidity and interest rate risk exposure. To minimize the adverse impact of changes in market interest rates, the Bank simulates the effect of instantaneous interest rate changes on net interest income and net portfolio value on a monthly basis. The table below shows the estimated impact of changes in interest rates on net interest income and market value of equity as of June 30, 2002 and December 31, 2001, assuming a parallel shift of 100 to 200 basis points in both directions:

 
  Net Interest Income
Volatility(1)

  Net Portfolio Value
Volatility(2)

 
Change in Interest Rates
(Basis Points)

  June 30,
2002

  December 31,
2001

  June 30,
2002

  December 31,
2001

 
+200   11.9  % 13.1  % (0.9 )% 0.5  %
+100   7.2  % 7.7  % 1.1  % 1.0  %
-100   (6.5 )% (6.9 )% (1.5 )% (2.1 )%
-200   (12.6 )% (13.2 )% (3.6 )% (5.4 )%

(1)
The percentage change represents net interest income for twelve months in a stable interest rate environment versus net interest income in the various rate scenarios.
(2)
The percentage change represents net portfolio value of the Bank in a stable rate environment versus net portfolio value in the various rate scenarios.

        All interest-earning assets, interest-bearing liabilities and related derivative contracts are included in the interest rate sensitivity analysis at June 30, 2002 and December 31, 2001. At June 30, 2002 and December 31, 2001, the Bank's estimated changes in net interest income and net portfolio value were within the ranges established by the Board of Directors.

        The primary analytical tool used by the Bank to gauge interest rate sensitivity is a simulation model used by many major banks and bank regulators, and is based on the actual maturity and repricing characteristics of interest-rate sensitive assets and liabilities. The model attempts to predict changes in the yields earned on assets and the rates paid on liabilities in relation to changes in market interest rates. As an enhancement to the primary simulation model, prepayment assumptions and market rates of interest provided by independent broker/dealer quotations, an independent pricing model and other available public sources are incorporated into the model. Adjustments are made to reflect the shift in the Treasury and other appropriate yield curves. The model also factors in projections of anticipated activity levels by Bank product line and takes into account the Bank's increased ability to control rates offered on deposit products in comparison to its ability to control rates on adjustable-rate loans tied to published indices.

29



        The following tables provide the outstanding principal balances and the weighted average interest rates of the Bank's non-derivative financial instruments as of June 30, 2002. The Bank does not consider these financial instruments to be materially sensitive to interest rate fluctuations. Historically, the balances of these financial instruments have remained fairly constant over various economic conditions. The information presented below is based on the repricing date for variable rate instruments and the expected maturity date for fixed rate instruments.

 
  Expected Maturity or Repricing Date by Year
   
   
 
  Year 1
  Year 2
  Year 3
  Year 4
  Year 5
  After
Year 5

  Total
  Fair Value at
June 30,
2002

 
  (Dollars in thousands)

At June 30, 2002:                                                
Assets:                                                
Short-term investments   $ 77,000   $   $   $   $   $   $ 77,000   $ 77,000
  Weighted average rate     1.90 %   %   %   %   %   %   1.90 %    
Investment securities available-for-sale (fixed rate)   $ 45,039   $ 42,009   $ 152,789   $ 9,623   $ 7,250   $ 19,945   $ 276,655   $ 279,454
  Weighted average rate     5.77 %   4.18 %   4.13 %   5.95 %   5.95 %   5.96 %   4.64 %    
Investment securities available-for-sale (variable rate)   $ 74,539   $   $   $   $   $   $ 74,539   $ 72,870
  Weighted average rate     3.29 %   %   %   %   %   %   3.29 %    
Total gross loans   $ 1,884,220   $ 221,940   $ 123,124   $ 63,008   $ 94,333   $ 25,862   $ 2,412,487   $ 2,428,554
  Weighted average rate     6.09 %   7.31 %   7.29 %   7.56 %   7.64 %   7.52 %   6.35 %    
Liabilities:                                                
Checking accounts   $ 203,708   $   $   $   $   $   $ 203,708   $ 203,708
  Weighted average rate     0.66 %   %   %   %   %   %   0.66 %    
Money market accounts   $ 166,093   $   $   $   $   $   $ 166,093   $ 166,093
  Weighted average rate     1.43 %   %   %   %   %   %   1.43 %    
Savings deposits   $ 243,867   $   $   $   $   $   $ 243,867   $ 243,919
  Weighted average rate     0.46 %   %   %   %   %   %   0.46 %    
Time deposits   $ 1,379,862   $ 62,459   $ 3,260   $ 1,634   $ 3,484   $ 234   $ 1,450,933   $ 1,454,624
  Weighted average rate     2.57 %   3.61 %   4.71 %   5.83 %   4.57 %   0.75 %   2.63 %    
FHLB advances   $ 29,000   $ 30,000   $   $   $   $   $ 59,000   $ 60,928
  Weighted average rate     3.53 %   5.33 %   %   %   %   %   4.45 %    
Junior subordinated debt securities   $   $   $   $   $   $ 20,750   $ 20,750   $ 23,347
  Weighted average rate     %   %   %   %   %   10.91 %   10.91 %    

        Expected maturities of assets are contractual maturities adjusted for projected payment based on contractual amortization and unscheduled prepayments of principal as well as repricing frequency. Expected maturities for deposits are based on contractual maturities adjusted for projected rollover rates and changes in pricing for deposits with no stated maturity dates. The Bank utilizes assumptions supported by documented analyses for the expected maturities of its loans and repricing of its deposits. It also relies on third party data providers for prepayment projections for amortizing securities. The actual maturities of these instruments could vary significantly if future prepayments and repricing differ from the Bank's expectations based on historical experience.

        The fair values of short-term investments approximate their book values due to their short maturities. The fair values of available for sale securities are based on bid quotations from third party data providers. The fair values of loans are estimated for portfolios with similar financial characteristics and takes into consideration discounted cash flows based on expected maturities or repricing dates utilizing estimated market discount rates as projected by third party data providers.

        Transaction deposit accounts, which include checking, money market and savings accounts, are presumed to have equal book and fair values because the interest rates paid on these accounts are based on prevailing market rates. The fair value of time deposits is based upon the discounted value of contractual cash flows, which is estimated using current rates offered for deposits of similar remaining

30



terms. The fair value of short-term borrowings approximates book value due to their short maturities. The fair value of FHLB advances is estimated by discounting the cash flows through maturity or the next repricing date based on current rates offered by the FHLB for borrowings with similar maturities. The fair value of junior subordinated debt securities is estimated by discounting the cash flows through maturity based on current rates offered on the 30-year Treasury bond.

        The Asset/Liability Committee is authorized to utilize a wide variety of off-balance sheet financial techniques to assist in the management of interest rate risk. Derivative positions are integral components of the Bank's asset/liability management strategy. Therefore, the Bank does not believe it is meaningful to separately analyze the derivatives components of its risk management activities in isolation from their related positions. The Bank uses derivative instruments, primarily interest rate swap and cap agreements, as part of its management of asset and liability positions in connection with its overall goal of minimizing the impact of interest rate fluctuations on the Bank's net interest margin or its stockholders' equity. These contracts are entered into for purposes of reducing the Bank's interest rate risk and not for trading purposes. At June 30, 2002, the Bank has one remaining interest rate cap agreement with a notional amount of $18 million and a fair value, based on quoted market price, of approximately zero. This interest rate cap agreement is tied to the three-month LIBOR and will mature in October 2002.


ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES OF MARKET RISKS

        For quantitative and qualitative disclosures regarding market risks in the Bank's portfolio, see, "Management's Discussion and Analysis of Consolidated Financial Condition and Results of Operations—Asset Liability and Market Risk Management."

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PART II—OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

        Neither the Bank nor the Company is involved in any material legal proceedings. The Bank, from time to time is party to litigation which arises in the ordinary course of business, such as claims to enforce liens, claims involving the origination and servicing of loans, and other issues related to the business of the Bank. In the opinion of management, based upon the advice of legal counsel, the resolution of any such issues would not have a material adverse impact on the financial position, results of operations, or liquidity of the Bank or the Company.


ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

        No events have transpired which would make response to this item appropriate.


ITEM 3. DEFAULTS UPON SENIOR SECURITIES

        No events have transpired which would make response to this item appropriate.


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

        No events have transpired which would make response to this item appropriate.


ITEM 5. OTHER INFORMATION

        No events have transpired which would make response to this item appropriate.


ITEM 6. ITEM EXHIBITS AND REPORTS ON FORM 8-K


Exhibit Number

  Exhibit Description

     
99.1   Certification of Chief Executive Officer and Chief Financial Officer

        All other material referenced in this report which is required to be filed as an exhibit hereto has previously been submitted.

        The Company filed no reports on Form 8-K during the second quarter of 2002.

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SIGNATURES

        Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

  Dated: August 14, 2002        

 

 

EAST WEST BANCORP, INC.
(Registrant)

 

 

By:

 

/s/  
JULIA GOUW      
JULIA GOUW
Executive Vice President and
Chief Financial Officer

33




QuickLinks

PART I—FINANCIAL INFORMATION ITEM 1. INTERIM CONSOLIDATED FINANCIAL STATEMENTS
EAST WEST BANCORP, INC. AND SUBSIDIARIES NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS For the Six Months Ended June 30, 2002 and 2001 (Unaudited)
PART II—OTHER INFORMATION
SIGNATURES