UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
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x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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For the quarterly period ended: March 31, 2005 |
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Commission file number: 0-10997 |
WEST COAST BANCORP |
(Exact name of registrant as specified in its charter) |
Oregon |
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93-0810577 |
(State or other jurisdiction of |
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(I.R.S. Employer |
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5335 Meadows Road Suite 201 |
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97035 |
Lake Oswego, Oregon |
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(Zip Code) |
(Address of principal executive offices) |
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Registrants telephone number, including area code: (503) 684-0884
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, No Par Value
(Title of Class)
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x Noo
Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2). Yes x Noo
The number of shares of Registrants Common Stock outstanding on April 30, 2005 was 14,800,711.
WEST COAST BANCORP
FORM 10-Q
QUARTERLY REPORT
TABLE OF CONTENTS
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Page |
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PART I: |
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Item 1. |
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Consolidated Balance Sheets: |
3 |
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Consolidated Statements of Income: |
4 |
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Consolidated Statements of Cash Flows: |
5 |
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6 |
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7 |
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Item 2. |
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Managements Discussion and Analysis of Financial Condition and Results of Operations |
13 |
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Item 3. |
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24 |
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Item 4. |
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24 |
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PART II: |
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Item 1. |
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25 |
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Item 2. |
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25 |
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Item 3. |
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25 |
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Item 4. |
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26 |
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Item 5. |
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26 |
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Item 6. |
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26 |
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27 |
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- 2 -
WEST COAST BANCORP
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(Dollars and shares in thousands) |
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March 31, |
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December 31, |
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ASSETS: |
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Cash and cash equivalents: |
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Cash and due from banks |
|
$ |
50,322 |
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$ |
40,751 |
|
Federal funds sold |
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8,624 |
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|
101 |
|
Interest-bearing deposits in other banks |
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22 |
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|
2 |
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|
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Total cash and cash equivalents |
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58,968 |
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40,854 |
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Trading assets |
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936 |
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958 |
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Investment securities available for sale, at fair value (amortized cost: $259,622 and $265,298) |
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258,181 |
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266,262 |
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Loans held for sale |
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2,044 |
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2,706 |
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Loans |
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1,432,446 |
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1,427,994 |
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Allowance for loan loss |
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(18,997 |
) |
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(18,971 |
) |
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Loans, net |
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1,413,449 |
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1,409,023 |
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Premises and equipment, net |
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29,482 |
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29,117 |
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Intangible assets, net |
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|
433 |
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|
519 |
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Bank owned life insurance |
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|
19,110 |
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18,885 |
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Other assets |
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23,699 |
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22,595 |
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Total assets |
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$ |
1,806,302 |
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$ |
1,790,919 |
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LIABILITIES AND STOCKHOLDERS EQUITY |
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Deposits: |
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Demand |
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$ |
395,323 |
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$ |
391,746 |
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Savings and interest-bearing demand |
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758,783 |
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738,402 |
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Certificates of deposit |
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355,182 |
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342,561 |
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Total deposits |
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1,509,288 |
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1,472,709 |
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Short-term borrowings |
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23,642 |
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41,782 |
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Long-term borrowings |
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|
85,500 |
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85,500 |
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Junior subordinated debentures |
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26,000 |
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26,000 |
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Other liabilities |
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15,038 |
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17,074 |
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Total liabilities |
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1,659,468 |
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1,643,065 |
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Commitments and contingent liabilities (note 5) |
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STOCKHOLDERS EQUITY: |
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Preferred stock: no par value, none issued; 10,000 shares authorized |
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Common stock: no par value, 55,000 shares authorized; 14,775 and 14,872 shares issued and outstanding, respectively |
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18,469 |
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18,590 |
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Additional paid-in capital |
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57,847 |
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60,730 |
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Retained earnings |
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72,758 |
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69,612 |
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Deferred compensation |
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(1,313 |
) |
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(1,486 |
) |
Accumulated other comprehensive (loss) income |
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(927 |
) |
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408 |
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Total stockholders equity |
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146,834 |
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147,854 |
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Total liabilities and stockholders equity |
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$ |
1,806,302 |
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$ |
1,790,919 |
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See notes to consolidated financial statements
- 3 -
WEST COAST BANCORP
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
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Three months ended March 31, |
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(In thousands, except per share amounts) |
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2005 |
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2004 |
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INTEREST INCOME: |
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Interest and fees on loans |
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$ |
22,471 |
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$ |
18,936 |
|
Interest on taxable investment securities |
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2,016 |
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|
2,706 |
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Interest on nontaxable investment securities |
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|
676 |
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|
776 |
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Interest on deposits in other banks |
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4 |
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3 |
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Interest on federal funds sold |
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35 |
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11 |
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Total interest income |
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25,202 |
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|
22,432 |
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INTEREST EXPENSE: |
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Savings and interest-bearing demand |
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1,637 |
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|
803 |
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Certificates of deposit |
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2,124 |
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1,948 |
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Short-term borrowings |
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228 |
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|
111 |
|
Long-term borrowings |
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|
862 |
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|
928 |
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Junior subordinated debt |
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477 |
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|
405 |
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Total interest expense |
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5,328 |
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|
4,195 |
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NET INTEREST INCOME |
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19,874 |
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|
18,237 |
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Provision for loan loss |
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|
900 |
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|
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Net interest income after provision for loan losses |
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19,874 |
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|
17,337 |
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NONINTEREST INCOME: |
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Service charges on deposit accounts |
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|
1,891 |
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|
1,855 |
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Other service charges, commissions and fees |
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|
2,085 |
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1,706 |
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Trust revenue |
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|
567 |
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|
500 |
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Gain on sales of loans |
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|
775 |
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|
913 |
|
Loss on impairment of securities |
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(1,316 |
) |
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Other |
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|
270 |
|
|
534 |
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Total noninterest income |
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|
4,272 |
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|
5,508 |
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NONINTEREST EXPENSE: |
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Salaries and employee benefits |
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|
9,674 |
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|
8,920 |
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Occupancy |
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|
1,539 |
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1,573 |
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Equipment |
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|
1,253 |
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|
1,301 |
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Professional fees |
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|
1,099 |
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|
414 |
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Check and other transaction processing |
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|
758 |
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|
629 |
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Postage, printing and office supplies |
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629 |
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|
642 |
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Marketing |
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|
601 |
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|
492 |
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Communications |
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|
272 |
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|
290 |
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Litigation settlement charge |
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|
800 |
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Other noninterest expense |
|
|
849 |
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|
927 |
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Total noninterest expense |
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|
17,474 |
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|
15,188 |
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INCOME BEFORE INCOME TAXES |
|
|
6,672 |
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|
7,657 |
|
PROVISION FOR INCOME TAXES |
|
|
2,153 |
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|
2,486 |
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|
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NET INCOME |
|
$ |
4,519 |
|
$ |
5,171 |
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Basic earnings per share |
|
$ |
0.31 |
|
$ |
0.35 |
|
Diluted earnings per share |
|
$ |
0.29 |
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$ |
0.33 |
|
Weighted average common shares |
|
|
14,726 |
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|
14,943 |
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Weighted average diluted shares |
|
|
15,422 |
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|
15,642 |
|
See notes to consolidated financial statements.
- 4 -
WEST COAST BANCORP
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
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Three months ended March 31, |
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(Dollars in thousands) |
|
2005 |
|
2004 |
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CASH FLOWS FROM OPERATING ACTIVITIES: |
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|
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|
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Net income |
|
$ |
4,519 |
|
$ |
5,171 |
|
Adjustments to reconcile net income to net cash provided by operating activities: |
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|
|
|
|
|
|
Depreciation of premises and equipment |
|
|
887 |
|
|
1,030 |
|
Deferred income tax (benefit) expense |
|
|
(1,081 |
) |
|
364 |
|
Amortization of intangibles |
|
|
86 |
|
|
87 |
|
Provision for loan loss |
|
|
|
|
|
900 |
|
(Increase) decrease in interest receivable |
|
|
(170 |
) |
|
53 |
|
Decrease in other assets |
|
|
147 |
|
|
447 |
|
Loss on impairment of securities |
|
|
1,316 |
|
|
|
|
Gain on sales of loans |
|
|
(775 |
) |
|
(913 |
) |
Origination of loans held for sale |
|
|
(16,962 |
) |
|
(41,990 |
) |
Proceeds from sales of loans held for sale |
|
|
18,399 |
|
|
42,213 |
|
Increase in interest payable |
|
|
196 |
|
|
111 |
|
Decrease in other liabilities |
|
|
(1,955 |
) |
|
(2,690 |
) |
Increase in cash surrender value of bank owned life insurance |
|
|
(225 |
) |
|
(224 |
) |
Stock based compensation expense |
|
|
192 |
|
|
167 |
|
Tax benefit associated with stock options |
|
|
(277 |
) |
|
(336 |
) |
(Increase) decrease in trading assets |
|
|
22 |
|
|
(34 |
) |
|
|
|
|
|
|
|
|
Net cash provided by operating activities |
|
|
4,319 |
|
|
4,356 |
|
CASH FLOWS FROM INVESTING ACTIVITIES: |
|
|
|
|
|
|
|
Proceeds from maturities of available for sale securities |
|
|
8,436 |
|
|
10,467 |
|
Purchase of available for sale securities |
|
|
(3,006 |
) |
|
(3,964 |
) |
Loans made to customers greater than principal collected on loans |
|
|
(4,426 |
) |
|
(40,236 |
) |
Net capital expenditures |
|
|
(1,252 |
) |
|
(498 |
) |
|
|
|
|
|
|
|
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Net cash used in investing activities |
|
|
(248 |
) |
|
(34,231 |
) |
CASH FLOWS FROM FINANCING ACTIVITIES: |
|
|
|
|
|
|
|
Net increase in demand, savings and interest bearing transaction accounts |
|
|
23,958 |
|
|
959 |
|
Net increase (decrease) in certificates of deposit |
|
|
12,621 |
|
|
(25,698 |
) |
Proceeds from issuance of junior subordinated debentures |
|
|
|
|
|
6,000 |
|
Proceeds from issuance of long-term borrowings |
|
|
|
|
|
5,000 |
|
Net (decrease) increase in short-term borrowings |
|
|
(18,140 |
) |
|
34,712 |
|
Redemption and repurchase of common stock |
|
|
(4,109 |
) |
|
(3,459 |
) |
Net proceeds and tax benefit from issuance of common stock |
|
|
1,086 |
|
|
1,517 |
|
Dividends paid on common stock |
|
|
(1,373 |
) |
|
(1,278 |
) |
|
|
|
|
|
|
|
|
Net cash provided by financing activities |
|
|
14,043 |
|
|
17,753 |
|
|
|
|
|
|
|
|
|
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS |
|
|
18,114 |
|
|
(12,122 |
) |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD |
|
|
40,854 |
|
|
63,504 |
|
|
|
|
|
|
|
|
|
CASH AND CASH EQUIVALENTS AT END OF PERIOD |
|
$ |
58,968 |
|
$ |
51,382 |
|
|
|
|
|
|
|
|
|
Supplemental cash flow information: |
|
|
|
|
|
|
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Cash paid in the period for: |
|
|
|
|
|
|
|
Interest |
|
$ |
5,132 |
|
$ |
4,245 |
|
Income taxes |
|
$ |
4,030 |
|
$ |
2,500 |
|
See notes to consolidated financial statements
- 5 -
WEST COAST BANCORP
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY
(Unaudited)
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Accumulated |
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|
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|
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Common Stock |
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Additional |
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Other |
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Paid-In |
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Retained |
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Deferred |
|
Comprehensive |
|
|
|
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(Shares and Dollars in thousands) |
|
Shares |
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Amount |
|
Capital |
|
Earnings |
|
Compensation |
|
Income (loss) |
|
Total |
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|||||||
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|
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|
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|
|
|
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|
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|
BALANCE, January 1, 2004 |
|
|
15,076 |
|
$ |
18,845 |
|
$ |
66,462 |
|
$ |
52,916 |
|
$ |
(1,242 |
) |
$ |
3,072 |
|
$ |
140,053 |
|
Comprehensive income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
22,008 |
|
|
|
|
|
|
|
$ |
22,008 |
|
Other comprehensive gain (loss): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net unrealized investment loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(4,789 |
) |
|
(4,789 |
) |
Net unrealized gain on derivatives-cash flow hedges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
408 |
|
|
408 |
|
Reclassification adjustment for losses on sales of securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20 |
|
|
20 |
|
Net tax benefit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,697 |
|
|
1,697 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
19,344 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash dividends, $.36 per common share |
|
|
|
|
|
|
|
|
|
|
|
(5,312 |
) |
|
|
|
|
|
|
|
(5,312 |
) |
Issuance of common stock- option plans |
|
|
279 |
|
|
348 |
|
|
2,854 |
|
|
|
|
|
|
|
|
|
|
|
3,202 |
|
Redemption of common stock -stock plans |
|
|
(49 |
) |
|
(61 |
) |
|
(995 |
) |
|
|
|
|
69 |
|
|
|
|
|
(987 |
) |
Activity in Deferred Compensation Plan |
|
|
(1 |
) |
|
(1 |
) |
|
(60 |
) |
|
|
|
|
|
|
|
|
|
|
(61 |
) |
Issuance of common stock-restricted stock plans |
|
|
51 |
|
|
64 |
|
|
1,031 |
|
|
|
|
|
(1,095 |
) |
|
|
|
|
|
|
Amortization of deferred compensation restricted stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
782 |
|
|
|
|
|
782 |
|
Common stock repurchased and retired |
|
|
(484 |
) |
|
(605 |
) |
|
(9,910 |
) |
|
|
|
|
|
|
|
|
|
|
(10,515 |
) |
Tax benefit associated with stock options |
|
|
|
|
|
|
|
|
1,348 |
|
|
|
|
|
|
|
|
|
|
|
1,348 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BALANCE, December 31, 2004 |
|
|
14,872 |
|
|
18,590 |
|
|
60,730 |
|
|
69,612 |
|
|
(1,486 |
) |
|
408 |
|
$ |
147,854 |
|
Comprehensive income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
4,519 |
|
|
|
|
|
|
|
$ |
4,519 |
|
Other comprehensive gain (loss): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net unrealized investment loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,088 |
) |
|
(1,088 |
) |
Net unrealized gain on derivatives-cash flow hedges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
206 |
|
|
206 |
|
Reclassification adjustment for loss on impairment of security |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,316 |
) |
|
(1,316 |
) |
Net tax benefit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
863 |
|
|
863 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
3,184 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash dividends, $.09 per common share |
|
|
|
|
|
|
|
|
|
|
|
(1,373 |
) |
|
|
|
|
|
|
|
(1,373 |
) |
Issuance of common stock- option plans |
|
|
73 |
|
|
91 |
|
|
739 |
|
|
|
|
|
|
|
|
|
|
|
830 |
|
Redemption of common stock -stock plans |
|
|
(25 |
) |
|
(31 |
) |
|
(592 |
) |
|
|
|
|
14 |
|
|
|
|
|
(609 |
) |
Activity in Deferred Compensation Plan |
|
|
(1 |
) |
|
(1 |
) |
|
(20 |
) |
|
|
|
|
|
|
|
|
|
|
(21 |
) |
Issuance of common stock-restricted stock plans |
|
|
2 |
|
|
2 |
|
|
31 |
|
|
|
|
|
(33 |
) |
|
|
|
|
|
|
Amortization of deferred compensation restricted stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
192 |
|
|
|
|
|
192 |
|
Common stock repurchased and retired |
|
|
(146 |
) |
|
(182 |
) |
|
(3,318 |
) |
|
|
|
|
|
|
|
|
|
|
(3,500 |
) |
Tax benefit associated with stock options |
|
|
|
|
|
|
|
|
277 |
|
|
|
|
|
|
|
|
|
|
|
277 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BALANCE, March 31, 2005 |
|
|
14,775 |
|
$ |
18,469 |
|
$ |
57,847 |
|
$ |
72,758 |
|
$ |
(1,313 |
) |
$ |
(927 |
) |
$ |
146,834 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See notes to consolidated financial statements.
- 6 -
WEST COAST BANCORP
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. BASIS OF PRESENTATION
The interim unaudited consolidated financial statements have been prepared by management in accordance with accounting principles generally accepted in the United States of America (generally accepted accounting principles) for interim financial information. In addition, this report has been prepared in accordance with the instructions for Form 10-Q, and therefore, these financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. The accompanying interim consolidated financial statements include the accounts of West Coast Bancorp (Bancorp or the Company), and its wholly-owned subsidiaries, West Coast Bank (the Bank), West Coast Trust, and Totten, Inc., after elimination of intercompany transactions and balances. Certain reclassifications of prior year amounts have been made to conform to current classifications. The Companys interim consolidated financial statements and related notes should be read in conjunction with the audited financial statements and related notes contained in Bancorps 2004 Annual Report on Form 10-K (2004 10-K).
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The financial information contained in this report reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of the results of the interim periods. All such adjustments are of a normal recurring nature. The results of operations for the three months ended March 31, 2005 and cash flows for the three months ended March 31, 2005, are not necessarily indicative of the results that may be expected for the year ending December 31, 2005, or other future periods.
Accounting for Stock-Based Compensation. At March 31, 2005, Bancorp had multiple stock option plans, including a stock incentive plan under which both restricted stock and stock options are presently being granted. Bancorp recognizes compensation expense for restricted stock granted. Bancorp accounts for its stock option and stock plans using the intrinsic value method under Accounting Principles Board (APB) Opinion No. 25, under which no compensation cost has been recognized for stock options granted in the periods presented. All options granted under our stock option plans had an exercise price equal to the market value of the underlying common stock on the date of grant. The following table illustrates the effect on net income and earnings per share if the fair value based method established in Statement of Financial Accounting Standards (SFAS) No. 123, Accounting for Stock-Based Compensation, had been applied to all outstanding and unvested awards in each period.
|
|
Three months ended |
|
||||
|
|
|
|
||||
(Dollars in thousands, except per share data) |
|
2005 |
|
2004 |
|
||
|
|
|
|
|
|
|
|
Net income, as reported |
|
$ |
4,519 |
|
$ |
5,171 |
|
Add: Restricted stock compensation expense included in reported net income, net of related tax effects |
|
|
117 |
|
|
101 |
|
Deduct: Stock-based compensation expense including both restricted stock and stock options, determined under fair value based method, net of related tax effects |
|
|
(229 |
) |
|
(259 |
) |
|
|
|
|
|
|
|
|
Pro forma net income |
|
$ |
4,407 |
|
$ |
5,013 |
|
|
|
|
|
|
|
|
|
Earnings per share: |
|
|
|
|
|
|
|
Basic-as reported |
|
$ |
0.31 |
|
$ |
0.35 |
|
Basic-proforma |
|
$ |
0.30 |
|
$ |
0.34 |
|
Diluted-as reported |
|
$ |
0.29 |
|
$ |
0.33 |
|
Diluted-proforma |
|
$ |
0.29 |
|
$ |
0.32 |
|
- 7 -
1. BASIS OF PRESENTATION (Continued)
New Accounting Pronouncements. In December 2004, the Financial Accounting Standards Board (FASB) issued a revision to SFAS No. 123, Share-Based Payment (SFAS 123R). This statement establishes standards for the accounting for transactions in which an entity exchanges its equity instruments for goods or services. This statement requires that the cost resulting from all share-based payment transactions be recognized in the financial statements. In addition, this statement establishes fair value as the measurement objective in accounting for share-based payment arrangements and requires all entities to apply a fair-value based measurement method in accounting for share-based payment transactions. This statement replaces SFAS No. 123, Accounting for Stock-Based Compensation, and supersedes APB Opinion No. 25. In addition, this statement amends SFAS No. 95, Statement of Cash Flows, to require that excess tax benefits be reported as a financing cash inflow rather than as a reduction of taxes paid. The impact on our financial statements from future stock option grants is unknown until such grants have been made. This statement was originally scheduled to be effective for Bancorp as of the beginning of the first interim or annual reporting period that begins after June 15, 2005, however, on April 14, 2005, the Securities and Exchange Commission adopted a new rule that amends the compliance date of SFAS 123R to allow companies to implement this standard at the beginning of the next fiscal year, January 1, 2006.
- 8 -
2. INVESTMENT SECURITIES AVAILABLE FOR SALE
The composition and carrying value of Bancorps investment portfolio is as follows:
(Dollars in thousands) |
|
March 31, |
|
December 31, |
|
||
|
|
|
|
|
|
|
|
Investments available for sale (At fair value) |
|
|
|
|
|
|
|
U.S. Government agency securities |
|
$ |
81,169 |
|
$ |
82,362 |
|
Corporate securities |
|
|
16,676 |
|
|
18,029 |
|
Mortgage-backed securities |
|
|
77,049 |
|
|
81,354 |
|
Obligations of state and political subdivisions |
|
|
68,256 |
|
|
70,906 |
|
Equity and other securities |
|
|
15,031 |
|
|
13,611 |
|
|
|
|
|
|
|
|
|
Total Investment Portfolio |
|
$ |
258,181 |
|
$ |
266,262 |
|
|
|
|
|
|
|
|
|
The following table provides information on 12 month or greater continuous unrealized losses in the investment securities portfolio as of March 31, 2005:
|
|
Amortized cost of |
|
Fair value of |
|
Unrealized |
|
|||
|
|
|
|
|
|
|
|
|
|
|
U.S. Government agency securities |
|
$ |
3,623 |
|
$ |
3,420 |
|
$ |
(203 |
) |
Mortgage-backed securities |
|
|
9,555 |
|
|
9,439 |
|
$ |
(116 |
) |
Obligations of state and political subdivisions |
|
|
2,674 |
|
|
2,570 |
|
|
(104 |
) |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
15,852 |
|
$ |
15,429 |
|
$ |
(423 |
) |
|
|
|
|
|
|
|
|
|
|
|
The following table provides information on 12 month or less continuous unrealized losses in the investment securities portfolio as of March 31, 2005:
(Dollars in thousands) |
|
Amortized cost of |
|
Fair value of |
|
Unrealized |
|
|||
|
|
|
|
|
|
|
|
|
|
|
U.S. Government agency securities |
|
$ |
74,394 |
|
$ |
73,017 |
|
$ |
(1,377 |
) |
Mortgage-backed securities |
|
|
63,208 |
|
|
62,054 |
|
|
(1,154 |
) |
Obligations of state and political subdivisions |
|
|
10,384 |
|
|
10,217 |
|
|
(167 |
) |
Equity and other securities |
|
|
13,647 |
|
|
13,366 |
|
|
(281 |
) |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
161,633 |
|
$ |
158,654 |
|
$ |
(2,979 |
) |
|
|
|
|
|
|
|
|
|
|
|
At March 31, 2005, the Company had 15 investment securities with a 12 month or greater continuous unrealized loss of $.4 million in the investment portfolio, and there were a total of 94 securities in the investment portfolio with an unrealized total loss of $3.4 million. The unrealized loss on our investment securities portfolio was substantially due to an increase in interest rates subsequent to their purchase. The fair value of these securities fluctuates as market interest rates change. These are fixed rate debt securities and the Company has the ability and intent to hold them until the value recovers. Based on managements evaluation and intent, none of the unrealized losses summarized in these tables are considered other-than-temporary. In addition to accounting and regulatory guidance, in determining whether a security is other-than-temporarily impaired, Bancorp regularly considers the duration and amount of the unrealized loss, the financial condition of the issuer, and the prospects for a change in market value within a reasonable period of time
At March 31, 2005, the Company recorded an other-than-temporary impairment charge of approximately $803,000, after tax, or $.05 per fully diluted share, related to declines in the value of Freddie Mac preferred stock held in the Companys available for sale investment portfolio. The Company owns 100,000 shares of Freddie Mac Preferred Series L stock that were acquired November 5, 1999, at a cost of $5,000,000, which was also the book value of these securities as of March 31, 2005, prior to the impairment charge. The market value of the securities as of that date was $3,684,000. The coupon on these shares most recently reset on December 31, 2004. The current 3.58% coupon is fixed until December 31, 2009. At that time it will reset to the 5 year treasury rate. The shares are callable at each reset date.
- 9 -
3. LOANS AND ALLOWANCE FOR LOAN LOSSES
The composition and carrying value of Bancorps loan portfolio excluding loans held for sale is as follows:
(Dollars in thousands) |
|
March 31, 2005 |
|
December 31, 2004 |
|
||
|
|
|
|
|
|
|
|
Commercial |
|
$ |
357,505 |
|
$ |
357,776 |
|
Real estate construction |
|
|
125,959 |
|
|
116,974 |
|
Real estate mortgage |
|
|
215,580 |
|
|
212,959 |
|
Real estate commercial |
|
|
698,864 |
|
|
704,390 |
|
Installment and other consumer |
|
|
34,538 |
|
|
35,895 |
|
|
|
|
|
|
|
|
|
Total loans |
|
|
1,432,446 |
|
|
1,427,994 |
|
Allowance for loan losses |
|
|
(18,997 |
) |
|
(18,971 |
) |
|
|
|
|
|
|
|
|
Total loans, net |
|
$ |
1,413,449 |
|
$ |
1,409,023 |
|
|
|
|
|
|
|
|
|
The following table presents activity in the allowance for loan losses for the three months ended March 31, 2005 and 2004:
|
|
Three months ended |
|
||||
|
|
|
|
||||
(Dollars in thousands) |
|
March 31, 2005 |
|
March 31, 2004 |
|
||
|
|
|
|
|
|
|
|
Balance at beginning of period |
|
$ |
18,971 |
|
$ |
18,131 |
|
Provision for loan losses |
|
|
|
|
|
900 |
|
Loans charged off |
|
|
(195 |
) |
|
(570 |
) |
Recoveries |
|
|
221 |
|
|
224 |
|
|
|
|
|
|
|
|
|
Balance at end of period |
|
$ |
18,997 |
|
$ |
18,685 |
|
|
|
|
|
|
|
|
|
4. EARNINGS PER SHARE
Basic earnings per share is computed by dividing net income available to common shareholders by the weighted average number shares of common stock outstanding during the period. Diluted earnings per share is computed in the same manner as basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if certain shares issuable upon exercise of options and non-vested restricted stock were included. For the periods reported, Bancorp had no reconciling items between net income and income available to common stockholders.
The following tables reconcile the numerator and denominator of the basic and diluted earnings per share computations:
|
|
Net Income |
|
Weighted |
|
Per Share |
|
|||
|
|
|
|
|
|
|
|
|
|
|
(Dollars and shares in thousands, except per share data) |
|
Three months ended March 31, 2005 |
|
|||||||
|
|
|
|
|||||||
Basic earnings |
|
$ |
4,519 |
|
|
14,726 |
|
$ |
0.31 |
|
Common stock equivalents from: |
|
|
|
|
|
|
|
|
|
|
Stock options |
|
|
|
|
|
656 |
|
|
|
|
Restricted stock |
|
|
|
|
|
40 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings |
|
$ |
4,519 |
|
|
15,422 |
|
$ |
0.29 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended March 31, 2004 |
|
|||||||
|
|
|
|
|||||||
Basic earnings |
|
$ |
5,171 |
|
|
14,943 |
|
$ |
0.35 |
|
Common stock equivalents from: |
|
|
|
|
|
|
|
|
|
|
Stock options |
|
|
|
|
|
659 |
|
|
|
|
Restricted stock |
|
|
|
|
|
40 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings |
|
$ |
5,171 |
|
|
15,642 |
|
$ |
0.33 |
|
|
|
|
|
|
|
|
|
|
|
|
- 10 -
5. COMMITMENTS AND CONTINGENT LIABILITIES
On May 3, 2005, the Company reached a settlement in the lawsuit filed in Multnomah County Circuit Court entitled Walter L. West, dba Walter West Construction Co. (West) v. West Coast Bancorp et al. The settlement agreement provides for a payment by the Company to West of $800,000 and a mutual release of claims.
Bancorp is periodically party to other litigation arising in the ordinary course of business. Based on information currently known to management, although there are uncertainties inherent in litigation, we do not believe there is any legal action to which Bancorp or any of its subsidiaries is a party that, individually or in the aggregate, will have a materially adverse effect on Bancorps financial condition and results of operations.
6. COMPREHENSIVE INCOME
The components of comprehensive income are as follows:
|
|
Three months ended |
|
||||
|
|
|
|
||||
(Dollars in thousands) |
|
2005 |
|
2004 |
|
||
|
|
|
|
|
|
|
|
Net income as reported |
|
$ |
4,519 |
|
$ |
5,171 |
|
Unrealized gains (losses) on securities: |
|
|
|
|
|
|
|
Unrealized (losses) gains arising during the period |
|
|
(1,088 |
) |
|
1,682 |
|
Tax benefit (provision) |
|
|
431 |
|
|
(661 |
) |
|
|
|
|
|
|
|
|
Net unrealized (losses) gains on securities, net of tax |
|
|
(657 |
) |
|
1,021 |
|
Unrealized gains (losses) on derivatives- cash flow hedges |
|
|
206 |
|
|
(128 |
) |
Tax (provision) benefit |
|
|
(81 |
) |
|
50 |
|
|
|
|
|
|
|
|
|
Unrealized gains (losses) from derivatives, cash of flow hedges, net of tax |
|
|
125 |
|
|
(78 |
) |
Less: Reclassification adjustment for loss on impairment of security |
|
|
(1,316 |
) |
|
|
|
Tax benefit |
|
|
513 |
|
|
|
|
|
|
|
|
|
|
|
|
Net loss on impairment of security |
|
|
(803 |
) |
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income |
|
$ |
3,184 |
|
$ |
6,114 |
|
|
|
|
|
|
|
|
|
- 11 -
7. SEGMENT AND RELATED INFORMATION
Bancorp accounts for intercompany fees and services at an estimated fair value according to regulatory requirements for the service provided. Intercompany items relate primarily to the provision of accounting, human resources, data processing and marketing services. All other accounting policies are the same as those described in the summary of significant accounting policies in Bancorps 2004 10-K.
Summarized financial information concerning Bancorps reportable segments and the reconciliation to Bancorps consolidated results is shown in the following table. The Other column includes Bancorps trust operations and corporate-related items. Investment in subsidiaries is netted out of the presentations below. The Intersegment column identifies the intersegment activities of revenues, expenses and other assets between the Banking and Other segments.
|
|
Three months ended March 31, 2005 |
|
||||||||||
|
|
|
|
||||||||||
(Dollars in thousands) |
|
Banking |
|
Other |
|
Intersegment |
|
Consolidated |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income |
|
$ |
25,183 |
|
$ |
19 |
|
$ |
|
|
$ |
25,202 |
|
Interest expense |
|
|
4,920 |
|
|
408 |
|
|
|
|
|
5,328 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income |
|
|
20,263 |
|
|
(389 |
) |
|
|
|
|
19,874 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision for loan loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest income |
|
|
3,781 |
|
|
607 |
|
|
(116 |
) |
|
4,272 |
|
Noninterest expense |
|
|
16,961 |
|
|
629 |
|
|
(116 |
) |
|
17,474 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before income taxes |
|
|
7,083 |
|
|
(411 |
) |
|
|
|
|
6,672 |
|
Provision (benefit) for income taxes |
|
|
2,313 |
|
|
(160 |
) |
|
|
|
|
2,153 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
4,770 |
|
$ |
(251 |
) |
$ |
|
|
$ |
4,519 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
$ |
885 |
|
$ |
2 |
|
$ |
|
|
$ |
887 |
|
Assets |
|
$ |
1,803,241 |
|
$ |
7,943 |
|
$ |
(4,882 |
) |
$ |
1,806,302 |
|
Loans, net |
|
$ |
1,413,449 |
|
$ |
|
|
$ |
|
|
$ |
1,413,449 |
|
Deposits |
|
$ |
1,513,691 |
|
$ |
|
|
$ |
(4,403 |
) |
$ |
1,509,288 |
|
Equity |
|
$ |
167,303 |
|
$ |
(20,469 |
) |
|
|
|
$ |
146,834 |
|
|
|
Three months ended March 31,2004 |
|
||||||||||
|
|
|
|
||||||||||
(Dollars in thousands) |
|
Banking |
|
Other |
|
Intersegment |
|
Consolidated |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income |
|
$ |
22,412 |
|
$ |
20 |
|
$ |
|
|
$ |
22,432 |
|
Interest expense |
|
|
3,903 |
|
|
292 |
|
|
|
|
|
4,195 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income |
|
|
18,509 |
|
|
(272 |
) |
|
|
|
|
18,237 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision for loan loss |
|
|
900 |
|
|
|
|
|
|
|
|
900 |
|
Noninterest income |
|
|
5,039 |
|
|
535 |
|
|
(66 |
) |
|
5,508 |
|
Noninterest expense |
|
|
14,686 |
|
|
568 |
|
|
(66 |
) |
|
15,188 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before income taxes |
|
|
7,962 |
|
|
(305 |
) |
|
|
|
|
7,657 |
|
Provision (benefit) for income taxes |
|
|
2,605 |
|
|
(119 |
) |
|
|
|
|
2,486 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
5,357 |
|
$ |
(186 |
) |
$ |
|
|
$ |
5,171 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
$ |
1,116 |
|
$ |
1 |
|
$ |
|
|
$ |
1,117 |
|
Assets |
|
$ |
1,680,955 |
|
$ |
2,768 |
|
$ |
278 |
|
$ |
1,684,001 |
|
Loans, net |
|
$ |
1,242,086 |
|
$ |
|
|
$ |
|
|
$ |
1,242,086 |
|
Deposits |
|
$ |
1,393,685 |
|
$ |
|
|
$ |
(13,565 |
) |
$ |
1,380,120 |
|
Equity |
|
$ |
154,778 |
|
$ |
2,689 |
|
|
|
|
$ |
143,114 |
|
- 12 -
Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
The following discussion should be read in conjunction with our audited consolidated financial statements and related notes to those statements as of December 31, 2004 and 2003 and for each of the three years in the period ended December 31, 2004, that appear under the heading Financial Statements and Supplementary Data in Bancorps 2004 10-K.
Forward Looking Statement Disclosure.
Statements in this Quarterly Report regarding future events or performance are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (PSLRA) and are made pursuant to the safe harbors of the PSLRA. Actual results of West Coast Bancorp (Bancorp or the Company) could be quite different from those expressed or implied by the forward-looking statements. Any statements that expressly or implicitly predict future results, performance, or events should be considered forward-looking. Factors that could cause results to differ from forward-looking statements include, among others, risks discussed in the text of this report and Bancorps 2004 10-K as well as the following specific items:
|
General economic conditions, whether national or regional, that could affect the demand for loans or lead to increased loan losses; |
|
|
|
Competitive factors, including increased competition with community, regional, and national financial institutions, that may lead to pricing pressures that reduce yields Bancorp achieves on loans and increase rates Bancorp pays on deposits, loss of Bancorps most valued customers, defection of key employees or groups of employees, or other losses; |
|
|
|
Increasing or decreasing interest rate environments, including the shape and level of the yield curve, that could lead to decreases in net interest margin, lower net interest and fee income, including lower gains on sales of loans, and changes in the value of Bancorps investment securities; |
|
|
|
Changing business or regulatory conditions, or new legislation, affecting the financial services industry that could lead to increased costs, changes in the competitive balance among financial institutions, or revisions to our strategic focus; |
|
|
|
Changes in government funding of Small Business Administration (SBA) loans that could negatively affect an important source of loans for Bancorp; |
|
|
|
Changes or failures in technology or increases in required investments in technology that could increase our costs or lead to disruptions in our business; and |
|
|
|
Changing customer deposit, investment, and borrowing behaviors. |
Furthermore, forward-looking statements are subject to risks and uncertainties related to the Companys ability to: attract and retain lending officers and other key personnel; close loans in the pipeline; generate loan and deposit balances at projected spreads; sustain fee generation and gains on sales of loans; maintain asset quality; control the level of net charge-offs; generate retail investments; control expense growth; monitor and manage the Companys financial reporting, operating and disclosure control environments, and other matters.
Readers are cautioned not to place undue reliance on forward-looking statements, which reflect managements analysis only as of the date of the statement. Bancorp does not intend to publicly revise or update forward-looking statements to reflect events or circumstances that arise after the date of this report. Readers should carefully review all disclosures we file from time to time with the Securities and Exchange Commission (SEC).
Critical Accounting Policies.
Critical accounting policies and estimates relating to our allowance for loan loss are discussed in our 2004 10-K under the heading Managements Discussion and Analysis of Financial Condition and Results of Operation Critical Accounting Policies. That discussion highlights estimates the Company makes that involve uncertainty or potential for substantial change.
- 13 -
Income Statement Overview
Three months ended March 31, 2005 and 2004
Net Income. Bancorp reported net income of $4.5 million, or $.29 per diluted share, for the three months ended March 31, 2005, compared to $5.2 million, or $.33 per diluted share, for the three months ended March 31, 2004. Our return on equity for the quarters ended March 31, 2005 and 2004 was 12.4% and 14.8%, respectively.
In addition to net income, management is reporting operating earnings below in this report due to its belief that the operating earnings measure provides valuable information to investors about the performance of its business. Operating earnings is a non-GAAP (Generally Accepted Accounting Principles) financial measure that is derived by adjusting the Companys net income to exclude an other-than-temporary, non-cash impairment charge of approximately $.8 million after tax, or $.05 per diluted share, related to its $5 million investment in Freddie Mac preferred stock. This security, which was purchased in November 1999, resets its coupon to the five-year treasury note rate every five years.
Bancorp reported quarterly operating earnings of $5.3 million or $0.35 per diluted share for the first quarter of 2005, compared to operating earnings of $5.2 million or $0.33 per diluted share in the first quarter of 2004. This represents more than a 6% increase in operating earnings per diluted share from the same quarter in 2004.
The following table reconciles net income to operating earnings, including per-share figures:
|
|
Three months ended March 31, |
|
||||
|
|
|
|
||||
(Dollars in thousands, except per share data) |
|
2005 |
|
2004 |
|
||
|
|
|
|
|
|
|
|
Net income |
|
$ |
4,519 |
|
$ |
5,171 |
|
Add back: Impairment charge on securities, |
|
|
|
|
|
|
|
net of tax |
|
|
803 |
|
|
|
|
|
|
|
|
|
|
|
|
Operating earnings |
|
$ |
5,322 |
|
$ |
5,171 |
|
|
|
|
|
|
|
|
|
Earnings per Diluted Share |
|
|
|
|
|
|
|
Net income |
|
$ |
0.29 |
|
$ |
0.33 |
|
Operating earnings |
|
$ |
0.35 |
|
$ |
0.33 |
|
Return on Average Equity |
|
|
|
|
|
|
|
Net income |
|
|
12.4 |
% |
|
14.8 |
% |
Operating earnings |
|
|
14.6 |
% |
|
14.8 |
% |
- 14 -
Net Interest Income. For the quarter ended March 31, 2005, net interest income was $19.9 million, an increase of 9% or $1.6 million compared with the first quarter of 2004. Higher loan balances outstanding, augmented by improved earning asset and deposit mixes, contributed to the higher net interest income. The following table presents information regarding yields on interest-earning assets, expense on interest-bearing liabilities, and net yields on interest-earning assets for the periods indicated on a tax equivalent basis:
|
|
Three months ended |
|
Increase |
|
Percentage |
|
||||||
|
|
|
|
|
|
|
|
||||||
(Dollars in thousands) |
|
2005 |
|
2004 |
|
2005-2004 |
|
2005-2004 |
|
||||
|
|
|
|
|
|
|
|
|
|
||||
Interest and fee income (1) |
|
$ |
25,566 |
|
$ |
22,850 |
|
$ |
2,716 |
|
|
11.9 |
% |
Interest expense |
|
|
5,328 |
|
|
4,195 |
|
|
1,133 |
|
|
27.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income (1) |
|
$ |
20,238 |
|
$ |
18,655 |
|
$ |
1,583 |
|
|
8.5 |
% |
Average interest earning assets |
|
$ |
1,695,109 |
|
$ |
1,568,364 |
|
$ |
126,745 |
|
|
8.1 |
% |
Average interest bearing liabilities |
|
$ |
1,251,519 |
|
$ |
1,204,829 |
|
$ |
46,690 |
|
|
3.9 |
% |
Average interest earning assets/Average interest bearing liabilities |
|
|
135.4 |
% |
|
130.2 |
% |
|
5.27 |
|
|
|
|
Average yields earned (1) |
|
|
6.12 |
% |
|
5.86 |
% |
|
0.26 |
|
|
|
|
Average rates paid |
|
|
1.73 |
% |
|
1.40 |
% |
|
0.33 |
|
|
|
|
Net interest spread (1) |
|
|
4.39 |
% |
|
4.46 |
% |
|
(0.07 |
) |
|
|
|
Net interest margin (1) |
|
|
4.84 |
% |
|
4.78 |
% |
|
0.06 |
|
|
|
|
|
|
(1) |
Interest earned on nontaxable securities has been computed on a 35% tax equivalent basis. |
Analysis of Net Interest Income. Net interest income, including a $.36 million adjustment to a tax equivalent basis for the three months ended March 31, 2005, increased 8.5% to $20.2 million from $18.7 million, including a $.42 million adjustment to a tax equivalent basis for the same period in 2004. Higher loan balances outstanding, augmented by improved earning asset and deposit mixes, contributed to the higher net interest income. Average yields on earning assets increased 26 basis points to 6.12% in the first quarter of 2005 from 5.86% in 2004. Average interest earning assets increased $127 million, or 8.1%, to $1.7 billion in the first quarter of 2005 from $1.57 billion for the same period in 2004. Average rates paid on interest bearing liabilities increased 33 basis points to 1.73% in the first quarter of 2005, from 1.40% for the same period in 2004. The net interest spread declined from 4.46% in the first quarter of 2004 to 4.39% in the first quarter of 2005. The net interest margin widened slightly to 4.84% from 4.78% in the first quarter of 2004, mainly due to a shift in earning asset mix towards loans and higher loan volume indexed to the prime rate.
Changing interest rate environments, including the shape and level of the yield curve, could lead to lower net interest income, and competitive pricing pressure could lead to lower loan yields and fees.
Provision for Loan Loss. Bancorp recorded no provision for loan losses for the first quarter of 2005 and $.9 million for the same period in 2004. The decrease in the provision was primarily due to a significant decrease in net charge-offs in the first quarter of 2005 and continued stability in the loan portfolio. Net recoveries for the first quarter of 2005 were $26,000, compared to net charge-offs of $346,000 for the same period in 2004. Annualized net recoveries for the first quarter 2005 were 0.01% of average loans, compared to annualized net charge-offs of 0.11% in the same period last year.
The provision for loan loss is recorded to bring the allowance for loan losses to an amount considered appropriate by management based on factors which are described in the Loan Portfolio and Credit Management and Allowance for Loan Losses sections of this report. The provision for loan loss is highly dependent on our ability to manage asset quality and control the level of net charge-offs through prudent credit underwriting standards. In addition, a decline in general economic conditions could increase future provisions for loan loss.
- 15 -
Noninterest Income. Total non-interest income was $4.3 million for the three months ended March 31, 2005, compared to $5.5 million for the period ended March 31, 2004. The decrease in non-interest income can be primarily attributed to the impairment charge of $1.3 million pre-tax related to our investment in certain Freddie Mac preferred stock. First quarter 2005 total non-interest income of $5.6 million, excluding the before mentioned impairment charge, increased 1% or $.1 million from the same quarter last year. (See reconciliation to GAAP financial measures, page 15.) Strong growth in payment system, merchant bankcard, trust, and investment sales revenues, which increased a combined $.5 million from the same quarter last year, offset the 25% or $.2 million decline in gain on sales of mortgages and the $.3 million decline in other non-interest income from the same quarter of 2004. Changing interest rate environments, including the shape and level of the yield curve, could lead to decreases in fee income, including lower gains on sales of loans and reduced deposit service charges, two key components of our noninterest income. Also, increased competition and other competitive factors could adversely affect our ability to sustain fee generation from the sales of investment products and payment systems related revenue.
Noninterest Expense. Noninterest expense for the three months ended March 31, 2005 was $17.5 million, an increase of $2.3 million or 15% compared to $15.2 million for the same period in 2004. Salary and benefit expense increased $.8 million with substantially all of the increase caused by three branch openings in the Portland-Vancouver market, plus one in Bend and one in Salem, and the hiring of additional commercial lenders. The first quarter 2005 combined occupancy and equipment expense decreased slightly from the first quarter of 2004, primarily due to a $.28 million charge in the first quarter of 2004 resulting from decreasing our book value in an affordable housing tax credit to match our equity in the project, offset by higher occupancy and equipment expense associated with additional branches. Professional fees increased $.7 million in the first quarter of 2005 compared to the same period in 2004 due to increased legal and accounting expenses. Bancorp also recorded a $.8 million litigation settlement charge in the first quarter of 2005. All other expense categories combined decreased $.2 million in the first quarter of 2005 compared to the same period in 2004.
Income taxes. The provision for income taxes decreased in the three months ended March 31, 2005, from the like period in 2004, primarily due to a decrease in income before taxes from a $1.3 million impairment charge related to an investment in certain Freddie Mac preferred stock and a $.8 million litigation settlement charge. Bancorps effective tax rate for the three months ended March 31, 2005, decreased slightly to 32.3% compared to 32.5% for the same period in 2004.
- 16 -
Balance Sheet Overview
Period end total assets increased to $1.81 billion as of March 31, 2005 from $1.79 billion at December 31, 2004. Our balance sheet has been focused on growth in targeted areas that support our corporate objectives, including small business and middle market commercial lending, home equity lending, and core deposit production.
Investment Portfolio
The investment portfolio at March 31, 2005, decreased $8.1 million compared to December 31, 2004. At March 31, 2005, total investment securities available for sale had pre-tax unrealized losses of $1.44 million. The composition and carrying value of Bancorps investment portfolio is as follows:
(Dollars in thousands) |
|
March 31, |
|
December 31, |
|
||
|
|
|
|
|
|
||
Investments available for sale (At fair value) |
|
|
|
|
|
|
|
U.S. Government agency securities |
|
$ |
81,169 |
|
$ |
82,362 |
|
Corporate securities |
|
|
16,676 |
|
|
18,029 |
|
Mortgage-backed securities |
|
|
77,049 |
|
|
81,354 |
|
Obligations of state and political subdivisions |
|
|
68,256 |
|
|
70,906 |
|
Equity and other securities |
|
|
15,031 |
|
|
13,611 |
|
|
|
|
|
|
|
|
|
Total Investment Portfolio |
|
$ |
258,181 |
|
$ |
266,262 |
|
|
|
|
|
|
|
|
|
At March 31, 2005, the Company recorded an other-than-temporary impairment charge of approximately $803,000, after tax, or $.05 per fully diluted share, related to declines in the value of Freddie Mac preferred stock held in the Companys available for sale investment portfolio. The Company owns 100,000 shares of Freddie Mac Preferred Series L stock that were acquired November 5, 1999, at a cost of $5,000,000, which was also the book value of these securities as of March 31, 2005, prior to the impairment charge. The market value of the securities as of that date was $3,684,000. The coupon on these shares most recently reset on December 31, 2004. The current 3.58% coupon is fixed until December 31, 2009. At that time it will reset to the 5 year treasury rate. The shares are callable at each reset date.
Loan Portfolio and Credit Management
Interest and fees earned on the loan portfolio is our primary source of revenue. Loans represented 79% of total assets, or $1.43 billion as of March 31, 2005, compared to 75% or $1.26 billion at December 31, 2004. A certain degree of credit risk is inherent in our lending activities. The Company manages the general risks inherent in the loan portfolio by following loan policies and underwriting practices designed to result in prudent lending activities. In addition, we attempt to manage our risk through our credit administration and credit review functions, which are designed to help ensure compliance with our credit standards. Through the Credit Review function the Company is able to monitor all credit-related policies and practices on a post approval basis, ensuring uniform application. The findings of these reviews are communicated with senior management and the Loan, Investment, and Asset/Liability Committee, which is made up of certain directors. As part of our ongoing lending process, internal risk ratings are assigned to each Commercial and Commercial Real Estate credit before the funds are extended to the customer. Credit risk ratings are based on apparent credit worthiness of the borrower at the time the loan is made. Large balance accounts have the credit risk rating reviewed on at least an annual basis. Credit files are examined periodically on a sample test basis, by internal and external auditors, as well as regulatory examiners.
Although a risk of nonpayment exists with respect to all loans, certain specific types of risks are associated with different types of loans. As a result of the nature of our customer base and the growth experienced in the market areas served, real estate is frequently a material component of collateral for the Companys loans. The expected source of repayment of these loans is generally the cash flow of the project, operations of the borrowers business, or personal income. Risks associated with real estate loans include decreasing land values, material increases in interest rates, deterioration in local economic conditions, changes in tax policies, and a concentration of loans within any one area.
- 17 -
As part of our strategic efforts, we have placed an emphasis on increasing the commercial and home equity loan segments of our portfolio. Our strategy has resulted in the loan portfolio being more interest rate sensitive, contributing to the elimination of the liability interest rate sensitive position of the overall balance sheet a few years back, as well as more diversified from a credit risk perspective. Commercial loans now represent 25% of the loan portfolio, compared to 16% at December 31, 2000, while commercial real estate loans have declined from 58% to less than 49% of the loan portfolio over the same time period. We believe our focus on commercial business loans is a key contributor to our goal of increasing low cost deposits.
The composition of Bancorps loan portfolio is as follows:
|
|
March 31, 2005 |
|
December 31, 2004 |
|
||||||||
|
|
|
|
|
|
||||||||
(Dollars in thousands) |
|
Amount |
|
Percent |
|
Amount |
|
Percent |
|
||||
|
|
|
|
|
|
|
|
|
|
||||
Commercial |
|
$ |
357,505 |
|
|
25.0 |
% |
$ |
357,776 |
|
|
25.1 |
% |
Real estate construction |
|
|
125,959 |
|
|
8.8 |
% |
|
116,974 |
|
|
8.2 |
% |
Real estate mortgage |
|
|
215,580 |
|
|
15.0 |
% |
|
212,959 |
|
|
14.9 |
% |
Real estate commercial |
|
|
698,864 |
|
|
48.8 |
% |
|
704,390 |
|
|
49.3 |
% |
Installment and other consumer |
|
|
34,538 |
|
|
2.4 |
% |
|
35,895 |
|
|
2.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total loans |
|
|
1,432,446 |
|
|
100 |
% |
|
1,427,994 |
|
|
100 |
% |
Allowance for loan losses |
|
|
(18,997 |
) |
|
1.33 |
% |
|
(18,971 |
) |
|
1.33 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total loans, net |
|
$ |
1,413,449 |
|
|
|
|
$ |
1,409,023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The change in the composition of Bancorps loan portfolio, with increases in the percentage of loans that fall into commercial and real estate mortgage (home equity) categories, reflects the strategic focus of the Company.
The composition of commercial real estate loan types based on collateral is as follows:
|
|
March 31, 2005 |
|
December 31, 2004 |
|
||||||||
|
|
|
|
|
|
||||||||
(Dollars in thousands) |
|
Amount |
|
Percent |
|
Amount |
|
Percent |
|
||||
|
|
|
|
|
|
|
|
|
|
||||
Office Buildings |
|
$ |
153,000 |
|
|
21.9 |
% |
$ |
155,600 |
|
|
22.1 |
% |
Retail Facilities |
|
|
89,800 |
|
|
12.8 |
% |
|
89,900 |
|
|
12.8 |
% |
Multi-Family - 5+ Residential |
|
|
67,400 |
|
|
9.6 |
% |
|
65,900 |
|
|
9.4 |
% |
Hotels/Motels |
|
|
60,400 |
|
|
8.6 |
% |
|
62,900 |
|
|
8.9 |
% |
Medical Offices |
|
|
38,800 |
|
|
5.6 |
% |
|
38,600 |
|
|
5.5 |
% |
Industrial parks and related |
|
|
38,700 |
|
|
5.5 |
% |
|
37,000 |
|
|
5.3 |
% |
Assisted Living |
|
|
38,400 |
|
|
5.5 |
% |
|
39,600 |
|
|
5.6 |
% |
Commercial/Agricultural |
|
|
27,500 |
|
|
4.0 |
% |
|
27,500 |
|
|
3.9 |
% |
Manufacturing Plants |
|
|
21,200 |
|
|
3.0 |
% |
|
21,200 |
|
|
3.0 |
% |
Land Development and Raw Land |
|
|
20,300 |
|
|
2.9 |
% |
|
23,600 |
|
|
3.3 |
% |
Mini Storage |
|
|
18,000 |
|
|
2.6 |
% |
|
18,900 |
|
|
2.7 |
% |
Food Establishments |
|
|
17,400 |
|
|
2.5 |
% |
|
18,900 |
|
|
2.7 |
% |
Health spa and gym |
|
|
12,500 |
|
|
1.8 |
% |
|
11,500 |
|
|
1.6 |
% |
Church, Civic, Nonprofit facilities |
|
|
10,500 |
|
|
1.5 |
% |
|
10,000 |
|
|
1.4 |
% |
RV Parks, Marinas, related |
|
|
8,300 |
|
|
1.2 |
% |
|
7,300 |
|
|
1.0 |
% |
Other |
|
|
76,700 |
|
|
11.0 |
% |
|
76,000 |
|
|
10.8 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total real estate commercial loans |
|
$ |
698,900 |
|
|
100 |
% |
$ |
704,400 |
|
|
100 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Approximately 39% of Bancorps commercial real estate loan portfolio is classified as owner occupied. Bancorps underwriting of commercial real estate loans is conservative with loan to value ratios generally not exceeding 75% and debt service coverage ratios generally at 120% or better.
As of March 31, 2005, the Company had outstanding loans to persons serving as directors, officers, principal stockholders and their related interests. These loans, when made, are substantially on the same terms, including interest rates, maturities and collateral, as comparable loans made to other customers of the Company. At March 31, 2005 and December 31, 2004, Bancorp had no bankers acceptances.
- 18 -
Nonperforming Assets
Nonperforming assets include nonaccrual loans, other real estate owned, and loans past due more than 90 days. Interest income on loans is accrued daily on the principal balance outstanding. Generally, no interest is accrued on loans when factors indicate collection of interest or principal is doubtful or when the principal or interest payment becomes 90 days past due. Nonaccrual loans increased $1.9 million to $3.7 million at March 31, 2005 compared to December 31, 2004. The current nonaccrual loan balances are primarily a mix of commercial and commercial real estate secured loans. Of the total $3.7 million in nonaccrual loans, $2.9 million involves one commercial real estate loan. For nonaccrual loans, previously accrued but uncollected interest is charged against current earnings and income is only recognized to the extent payments are subsequently received.
Nonperforming assets consist of the following:
(Dollars in thousands) |
|
March 31, 2005 |
|
December 31, 2004 |
|
||
|
|
|
|
|
|
||
Loans on nonaccrual status |
|
$ |
3,695 |
|
$ |
1,803 |
|
Loans past due greater than 90 days not on nonaccrual status |
|
|
301 |
|
|
|
|
Other real estate owned |
|
|
384 |
|
|
384 |
|
|
|
|
|
|
|
|
|
Total nonperforming assets |
|
$ |
4,380 |
|
$ |
2,187 |
|
|
|
|
|
|
|
|
|
Non-performing loans to total loans |
|
|
0.28 |
% |
|
0.13 |
% |
Allowance for loan losses to non-performing loans |
|
|
475 |
% |
|
1052 |
% |
Non-performing assets to total assets |
|
|
0.24 |
% |
|
0.12 |
% |
Allowance for loan losses to non-performing assets |
|
|
434 |
% |
|
867 |
% |
At March 31, 2005, non-performing assets were $4.4 million or 0.24% of total assets, down from $5.2 million or 0.31% one year earlier. Bancorps allowance for loan losses as a percentage of total loans was 1.33% at March 31, 2005, down from 1.48% at March 31, 2004.
- 19 -
Allowance for Loan Losses
Please see our 2004 10-K under the heading Managements Discussion and Analysis of Financial Condition and Results of Operations Loan Loss Allowance and Provision for a discussion of Bancorps methodologies underlying the calculation of the Companys allowance for loan losses.
At March 31, 2005, the Companys allowance for loan losses was $19.0 million, consisting of a $17.0 million formula allowance, a $.9 million specific allowance, and a $1.1 million unallocated allowance. At December 31, 2004, our allowance for loan losses was $19.0 million, consisting of a $17.3 million formula allowance, a $.3 million specific allowance, and a $1.4 million unallocated allowance. The changes in the allocation of the allowance for loan losses in the first three months of 2005 were due primarily to changes in the loan portfolio and its mix, changes in the risk grading of our loans, and charge-offs as well as recovery activity.
At March 31, 2005, Bancorps allowance for loan loss was 1.33% of total loans, and 475% of total nonperforming loans, compared with an allowance for loan losses at December 31, 2004 of 1.33% of total loans, and 1052% of total nonperforming loans, respectively.
Changes in the allowance for loan losses are as follows for the quarter ended March 31, 2005, and full year ended 2004, respectively:
(Dollars in thousands) |
|
March 31, 2005 |
|
December 31, 2004 |
|
||
|
|
|
|
|
|
||
Loans outstanding at end of period |
|
$ |
1,432,446 |
|
$ |
1,427,994 |
|
Average loans outstanding during the period |
|
$ |
1,422,294 |
|
$ |
1,301,447 |
|
Allowance for loan losses, beginning of period |
|
$ |
18,971 |
|
$ |
18,131 |
|
Loans charged off: |
|
|
|
|
|
|
|
Commercial |
|
|
(59 |
) |
|
(1,149 |
) |
Real Estate |
|
|
(1 |
) |
|
(527 |
) |
Installment and consumer |
|
|
(135 |
) |
|
(698 |
) |
|
|
|
|
|
|
|
|
Total loans charged off |
|
|
(195 |
) |
|
(2,374 |
) |
Recoveries: |
|
|
|
|
|
|
|
Commercial |
|
|
96 |
|
|
438 |
|
Real Estate |
|
|
23 |
|
|
340 |
|
Installment and consumer |
|
|
102 |
|
|
176 |
|
|
|
|
|
|
|
|
|
Total recoveries |
|
|
221 |
|
|
954 |
|
Net loans (charged off) recovered |
|
|
26 |
|
|
(1,420 |
) |
Provision for loan losses |
|
|
|
|
|
2,260 |
|
|
|
|
|
|
|
|
|
Allowance for loan losses, end of period |
|
$ |
18,997 |
|
$ |
18,971 |
|
|
|
|
|
|
|
|
|
Ratio of net loans charged off to average loans outstanding year to date (1) |
|
|
-0.01 |
% |
|
0.11 |
% |
Ratio of allowance for loan losses to loans outstanding at end of period |
|
|
1.33 |
% |
|
1.33 |
% |
|
(1) The ratio for the three months ended March 31, 2005, has been annualized. |
During the first three months of 2005, net loan recoveries were $26,000, compared to $346,000 in charge offs for the same period in 2004. The annualized percentage of net loans recovered year to date to average loans outstanding was 0.01% for the three months ended March 31, 2005, compared to 0.11% in the three months ended March 31, 2004. Charged off loans reflect the realization of losses in the portfolio that were recognized previously through the provision for loan losses.
- 20 -
Deposits and Borrowings
The following table summarizes the quarterly average amount of, and the average interest rate paid on, each of the deposit and borrowing categories for the periods shown.
|
|
First Quarter 2005 |
|
First Quarter 2004 |
|
||||||||
|
|
|
|
|
|
||||||||
(Dollars in thousands) |
|
Quarterly Average |
|
Rate Paid |
|
Quarterly Average |
|
Rate Paid |
|
||||
|
|
|
|
|
|
|
|
|
|
||||
Demand |
|
$ |
378,054 |
|
|
|
|
$ |
300,358 |
|
|
|
|
Savings, money market and interest bearing demand |
|
|
755,550 |
|
|
0.88 |
% |
|
734,022 |
|
|
0.44 |
% |
Certificates of deposit |
|
|
347,852 |
|
|
2.48 |
% |
|
329,418 |
|
|
2.38 |
% |
Short-term borrowings |
|
|
36,618 |
|
|
2.53 |
% |
|
39,532 |
|
|
1.13 |
% |
Long-term borrowings (1) |
|
|
111,500 |
|
|
4.09 |
% |
|
101,857 |
|
|
5.26 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total deposits and borrowings |
|
$ |
1,629,574 |
|
|
1.73 |
% |
$ |
1,505,187 |
|
|
1.40 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
Long-term borrowings include Junior Subordinated Debentures. |
Quarterly average core deposits, consisting of demand, savings, money market, and interest bearing demand deposits, increased nearly 10% or $99 million in the first quarter of 2005 compared to the same period in 2004. Our core deposits increase was mainly due to improved sales practices by the branches and commercial teams resulting in both consumer and business core deposit growth, businesses maintaining higher balances to avoid service charges, and minimal, if any, interest rate differences between similar non-insured investments and such FDIC insured deposit products.
First quarter average time deposits increased $18 million or 5% in 2005 compared to 2004, as increased interest rates became more attractive to customers. The Company believes interest bearing deposits such as money market and time deposits can be generated with competitive interest rate pricing of such deposits.
- 21 -
Capital Resources
The Federal Reserve Bank (FRB) and the Federal Deposit Insurance Corporation (FDIC) have established minimum requirements for capital adequacy for bank holding companies and member banks. The requirements address both risk-based capital and leveraged capital. The regulatory agencies may establish higher minimum requirements if, for example, a corporation has previously received special attention or has a high susceptibility to interest rate risk. The FRB and FDIC risk-based capital guidelines require banks and bank holding companies to have a ratio of tier one capital to total risk-weighted assets of at least 4%, and a ratio of total capital to total risk-weighted assets of 8% or greater. In addition, the leverage ratio of tier one capital to total assets less intangibles is required to be at least 3%. As of March 31, 2005, Bancorp and the Bank are considered Well Capitalized under the regulatory risk based capital guidelines.
The following table summarizes the consolidated risk based capital ratios of Bancorp and the Bank at March 31, 2005, and December 31, 2004.
|
|
March 31, 2005 |
|
December 31, 2004 |
|
||||||||||||||||||||
|
|
|
|
|
|
||||||||||||||||||||
(Dollars in thousands) |
|
Actual |
|
Ratio |
|
Amount |
|
Percent |
|
Actual |
|
Ratio |
|
Amount |
|
Percent |
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Tier 1 Capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
West Coast Bancorp |
|
$ |
173,319 |
|
|
10.35 |
% |
$ |
67,004 |
|
|
4 |
% |
$ |
172,366 |
|
|
10.40 |
% |
$ |
66,281 |
|
|
4 |
% |
West Coast Bank |
|
|
167,786 |
|
|
10.03 |
% |
|
66,938 |
|
|
4 |
% |
|
165,286 |
|
|
9.99 |
% |
|
66,215 |
|
|
4 |
% |
Total Capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
West Coast Bancorp |
|
$ |
192,316 |
|
|
11.48 |
% |
$ |
134,009 |
|
|
8 |
% |
$ |
191,337 |
|
|
11.55 |
% |
$ |
132,561 |
|
|
8 |
% |
West Coast Bank |
|
|
186,784 |
|
|
11.16 |
% |
|
133,876 |
|
|
8 |
% |
|
184,257 |
|
|
11.13 |
% |
|
132,431 |
|
|
8 |
% |
Risk weighted assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
West Coast Bancorp |
|
$ |
1,675,111 |
|
|
|
|
|
|
|
|
|
|
$ |
1,657,013 |
|
|
|
|
|
|
|
|
|
|
West Coast Bank |
|
|
1,673,447 |
|
|
|
|
|
|
|
|
|
|
|
1,655,383 |
|
|
|
|
|
|
|
|
|
|
Leverage Ratio |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
West Coast Bancorp |
|
$ |
173,319 |
|
|
9.67 |
% |
$ |
53,773 |
|
|
3 |
% |
$ |
172,366 |
|
|
9.72 |
% |
$ |
53,215 |
|
|
3 |
% |
West Coast Bank |
|
|
167,786 |
|
|
9.37 |
% |
|
53,748 |
|
|
3 |
% |
|
165,286 |
|
|
9.32 |
% |
|
53,178 |
|
|
3 |
% |
Adjusted total assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
West Coast Bancorp |
|
$ |
1,792,424 |
|
|
|
|
|
|
|
|
|
|
$ |
1,773,848 |
|
|
|
|
|
|
|
|
|
|
West Coast Bank |
|
|
1,791,603 |
|
|
|
|
|
|
|
|
|
|
|
1,772,617 |
|
|
|
|
|
|
|
|
|
|
- 22 -
Stockholders equity decreased to $146.8 million at March 31, 2005, down from $147.8 million at December 31, 2004. The decrease was due to Bancorps activity in its corporate stock repurchase program, an unrealized loss on securities available for sale and dividends to shareholders offset in part by net income and stock option exercises, including tax benefits associated with option exercises.
In July 2000, Bancorp announced a corporate stock repurchase program that was expanded in September 2000, June 2001, September 2002, and again in April 2004. Under this plan, the Company can buy up to 3.88 million shares of the Companys common stock, including completed purchases. The Company anticipates using existing funds, future net income, and/or long-term borrowings to finance future repurchases. During the first three months of 2005, and consistent with its capital plan, the Company repurchased approximately 145,500 shares, or approximately 1% of its common shares pursuant to its corporate stock repurchase program. Total shares available for repurchase under this plan were 691,000 at March 31, 2005.
The following table presents information with respect to Bancorps stock repurchases.
(Shares and dollars in thousands) |
|
Shares |
|
Shares |
|
Total shares |
|
Total cost of |
|
Average |
|
Period end shares |
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended 2000 |
|
|
15 |
|
|
573 |
|
|
588 |
|
$ |
5,454 |
|
$ |
9.28 |
|
|
1,307 |
|
Year ended 2001 |
|
|
28 |
|
|
534 |
|
|
562 |
|
|
6,879 |
|
|
12.24 |
|
|
773 |
|
Year ended 2002 |
|
|
35 |
|
|
866 |
|
|
901 |
|
|
13,571 |
|
|
15.06 |
|
|
907 |
|
Year ended 2003 |
|
|
29 |
|
|
587 |
|
|
616 |
|
|
10,927 |
|
|
17.74 |
|
|
320 |
|
Year ended 2004 |
|
|
49 |
|
|
484 |
|
|
533 |
|
|
11,502 |
|
|
21.58 |
|
|
836 |
|
Qtr. ended March 31, 2005 |
|
|
25 |
|
|
146 |
|
|
171 |
|
|
4,110 |
|
|
24.04 |
|
|
691 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
181 |
|
|
3,190 |
|
|
3,371 |
|
$ |
52,443 |
|
$ |
15.56 |
|
|
|
|
Please also see discussion of stock repurchase activity during the quarter under Part II, Item 2, Unregistered Sales of Equity Securities and Use of Proceeds below.
Liquidity and Sources of Funds
The Companys primary sources of funds are customer deposits, maturities of investment securities, sales of Available for Sale securities, loan sales, loan repayments, net income, advances from the FHLB, and the use of Federal Funds markets. The holding company specifically relies on dividends from the Bank and proceeds from the issuance of trust preferred securities to fund dividends to stockholders and stock repurchases.
Scheduled loan repayments are a relatively stable source of funds, while deposit inflows and unscheduled loan prepayments are not. Deposit inflows and unscheduled loan prepayments are influenced by general interest rate levels, interest rates available on other investments, competition, economic conditions, and other factors.
Deposits are the primary source of new funds. Total deposits were $1.51 billion at March 31, 2005, up from $1.47 billion at December 31, 2004. Brokered deposits are generally not accepted, and we have none outstanding at March 31, 2005. We attempt to attract deposits in our market areas through competitive pricing and delivery of quality products.
At March 31, 2005, four wholly-owned subsidiary grantor trusts established by Bancorp had issued $26 million of pooled trust preferred securities. For a further discussion of the amount and terms of the pooled trust preferred securities, see Bancorps 2004 10-K under the heading Managements Discussion and Analysis of Financial Condition and Results of Operation Liquidity and Sources of Funds.
Management expects to continue relying on customer deposits, cash flow from investment securities, sales of Available for Sale securities, loan sales, loan repayments, net income, Federal Funds markets, advances from the FHLB, and other borrowings to provide liquidity. Management may also consider engaging in further offerings of trust preferred securities if the opportunity presents an attractive means of raising funds in the future. Although deposit balances at times have shown historical growth, such balances may be influenced by changes in the financial services industry, interest rates available on other investments, general economic conditions, competition, customer management of cash resources and other factors. Borrowings may be used on a short-term and long-term basis to compensate for reductions in other sources of funds. Borrowings may also be used on a long-term basis to support expanded lending activities and to match maturities, duration, or repricing intervals of assets. The sources of such funds may include, but are not limited to, Federal Funds purchased, reverse repurchase agreements and borrowings from the FHLB.
- 23 -
Item 3. Quantitative and Qualitative Disclosures About Market Risk
There has not been any material change in the market risk disclosure contained in the Companys 2004 10-K for the fiscal year ended December 31, 2004.
Item 4. Controls and Procedures
Our disclosure controls and procedures are designed to ensure that information the Company must disclose in its reports filed or submitted under the Securities Exchange Act of 1934, as amended (the Exchange Act), is recorded, processed, summarized, and reported on a timely basis. Our management has evaluated, with the participation and under the supervision of our chief executive officer (CEO) and chief financial officer (CFO), the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as of the end of the period covered by this report. Based on this evaluation, our CEO and CFO have concluded that, as of such date, the Companys disclosure controls and procedures are effective in ensuring that information relating to the Company, including its consolidated subsidiaries, required to be disclosed in reports that it files under the Exchange Act is (1) recorded, processed, summarized and reported within the time periods specified in the SECs rules and forms, and (2) accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.
No change in the Companys internal control over financial reporting occurred during our last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Companys internal control over financial reporting.
- 24 -
On May 3, 2005, the Company reached a settlement in the lawsuit filed in Multnomah County Circuit Court entitled Walter L. West, dba Walter West Construction Co. (West) v. West Coast Bancorp et al. The settlement agreement provides for a payment by the Company to West of $800,000 and a mutual release of claims.
On November 15, 2004, the Bank filed a lawsuit against BancInsure, Inc. in U.S. District Court for the District of Oregon. The lawsuit seeks recovery under an insurance policy for amounts paid in settlement of claims by Edward Fischer et al. and B.A.S.S. Construction et al. that arose out of substantially the same set of facts as the West litigation.
Bancorp is periodically party to other litigation arising in the ordinary course of business. Based on information currently known to management, although there are uncertainties inherent in litigation, we do not believe there is any legal action to which Bancorp or any of its subsidiaries is a party that, individually or in the aggregate, will have a materially adverse effect on Bancorps financial condition and results of operations.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
|
(c) The following table provides information about repurchases of common stock by the Company during the quarter ended March 31, 2005: |
Period |
|
Total Number of |
|
Average Price |
|
Total Number of Shares |
|
Maximum Number |
|
||||
|
|
|
|
|
|
|
|
|
|
||||
1/1/05 - 1/31/05 |
|
|
33,800 |
|
$ |
24.16 |
|
|
33,800 |
|
|
802,421 |
|
2/1/05 - 2/28/05 |
|
|
56,569 |
|
$ |
24.16 |
|
|
45,400 |
|
|
757,021 |
|
3/1/05 - 3/31/05 |
|
|
80,770 |
|
$ |
23.85 |
|
|
66,300 |
|
|
690,721 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total for quarter |
|
|
171,139 |
|
|
|
|
145,500 |
|
|
|
|
|
|
|
|
(1) |
Shares repurchased by Bancorp during the quarter include: (a) shares repurchased pursuant to the Companys corporate stock repurchase program publicly announced in July 2000 (the Repurchase Program) and described in footnote 2 below, and (b) shares repurchased from employees in connection with stock option swap exercises and cancellation of restricted stock to pay withholding taxes totaling 0 shares, 11,169 shares, and 14,470 shares, respectively, for the periods indicated. |
|
|
|
|
(2) |
Under the Repurchase Program, the board of directors originally authorized the Company to repurchase up to 330,000 common shares, which amount was increased by 550,000 shares in September 2000, by 1.0 million in September 2001, by 1.0 million shares in September 2002, and 1.0 million in April 2004, for a total authorized repurchase amount as of March 31, 2005, of approximately 3.9 million shares. |
Item 3. Defaults Upon Senior Securities.
None
- 25-
Item 4. Submission of Matters to a Vote of Security Holders
Bancorp held its Annual Meeting of Shareholders on April 25, 2005. Below is a brief description of matters considered and voted on by shareholders and the number of votes cast for, against or withheld on such matters.
1. |
Electing nine directors to serve for one-year terms. |
Director |
|
Votes for |
|
Votes withheld |
|
||
|
|
|
|
|
|
||
Lloyd D. Ankeny |
|
|
12,593,243 |
|
|
75,443 |
|
Michael J. Bragg |
|
|
12,599,840 |
|
|
68,846 |
|
Duane C. McDougall |
|
|
12,607,166 |
|
|
61,520 |
|
Steven J. Oliva |
|
|
12,635,485 |
|
|
33,201 |
|
J.F. Ouderkirk |
|
|
12,599,489 |
|
|
69,196 |
|
Steven N. Spence |
|
|
12,607,135 |
|
|
61,551 |
|
Robert D. Sznewajs |
|
|
12,601,393 |
|
|
67,293 |
|
David J. Truitt |
|
|
12,600,338 |
|
|
68,347 |
|
Nancy A. Wilgenbusch |
|
|
12,611,847 |
|
|
56,839 |
|
2. |
Ratification of the appointment of Deloitte & Touche LLP as our independent public accountants for 2005. |
|
|
Votes for |
|
Votes withheld |
|
||
|
|
|
|
|
|
||
|
|
|
12,147,876 |
|
|
397,096 |
|
None
|
Exhibit No. |
|
Exhibit |
|
|
|
|
|
10.1 |
|
Summary of Director Compensation Policies |
|
31.1 |
|
Certification of CEO under Rule 13(a) 14(a) of the Exchange Act. |
|
31.2 |
|
Certification of CFO under Rule 13(a) 14(a) of the Exchange Act. |
|
32 |
|
Certification of CEO and CFO under 18 U.S.C. Section 1350. |
- 26 -
Pursuant to the requirements of the Securities Exchange Act of 1934, this registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
|
WEST COAST BANCORP |
|
(Registrant) |
|
|
|
|
Dated: May 9, 2005 |
/s/ ROBERT D. SZNEWAJS |
|
|
|
Robert D. Sznewajs |
|
|
|
|
Dated: May 9, 2005 |
/s/ ANDERS GILTVEDT |
|
|
|
Anders Giltvedt |