Attached files

file filename
8-K - 8-K - PACWEST BANCORPa13-17009_18k.htm

Exhibit 99.1

 

Filed by PacWest Bancorp pursuant to Rule 425

under the Securities Act of 1933

and deemed filed pursuant to Rule 14a-12

under the Securities Exchange Act of 1934

Subject Company: CapitalSource Inc.

Commission File No.: 001-31753

 

PRESS RELEASE

 

PacWest Bancorp

 

(NASDAQ: PACW)

 

 

 

 

Contact:

Matthew P. Wagner

Victor R. Santoro

 

Chief Executive Officer

Executive Vice President and CFO

 

10250 Constellation Boulevard

10250 Constellation Boulevard

 

Suite 1640

Suite 1640

 

Los Angeles, CA 90067

Los Angeles, CA 90067

 

 

 

Phone:

310-728-1020

310-728-1021

Fax:

310-201-0498

310-201-0498

 

FOR IMMEDIATE RELEASE

July 23, 2013

 

PACWEST BANCORP ANNOUNCES RESULTS

FOR THE SECOND QUARTER OF 2013

 

Highlights

 

·                  Net Earnings of $4.3 Million or $0.11 Per Diluted Share, Including After-tax Acquisition and Integration Costs of $10.8 million, or $0.28 Per Diluted Share

·                  Net Interest Margin at 5.22%

·                  Credit Loss Reserve at 1.78% of Loans and Leases and 135% of Nonaccrual Loans and Leases (excludes purchased credit impaired loans)

·                  Noninterest-Bearing Deposits at 41% and Core Deposits at 85% of Total Deposits

·                  First California Financial Group, Inc. Acquisition Closed May 31, 2013 and IT Systems Converted on June 15, 2013

 

Los Angeles, California . . . PacWest Bancorp (Nasdaq: PACW) today announced net earnings for the second quarter of 2013 of $4.3 million, or $0.11 per diluted share, a decrease of $9.2 million from net earnings for the first quarter of 2013 of $13.5 million, or $0.37 per diluted share.  Second quarter of 2013 net earnings includes after-tax acquisition and integration costs associated with the First California Financial Group, Inc. (“FCAL”) transaction of $10.8 million, or $0.28 per diluted share. Net earnings from continuing operations were $4.4 million for the second quarter compared to $13.5 million for the first quarter.  The operating results of Electronic Payment Systems, a division acquired in the FCAL acquisition, have been reported as discontinued operations because it is being wound down.

 

This press release contains certain non-GAAP financial disclosures for tangible common equity, return on average tangible equity, adjusted earnings from continuing operations before income taxes, and adjusted efficiency ratio.  The Company uses certain non-GAAP financial measures to provide meaningful supplemental information regarding the Company’s operational performance and to enhance investors’ overall understanding of such financial performance.  Given that the

 

1



 

use of tangible common equity amounts and ratios and return on average tangible equity is prevalent among banking regulators, investors and analysts, we disclose our tangible common equity ratio in addition to equity-to-assets ratio, and our return on average tangible equity in addition to return on average equity.  Also, as analysts and investors view adjusted earnings from continuing operations before income taxes as an indicator of the Company’s ability to absorb credit losses, we disclose this amount in addition to pre-tax earnings.  We disclose the adjusted efficiency ratio as it shows the trend in recurring overhead-related noninterest expense relative to recurring net revenues. Please refer to the tables at the end of this release for a presentation of performance ratios in accordance with GAAP and a reconciliation of the non-GAAP financial measures to the GAAP financial measures.

 

SECOND QUARTER RESULTS

 

 

 

Three Months Ended

 

 

 

June 30,

 

March 31,

 

 

 

2013

 

2013

 

 

 

(Dollars in thousands, except per share data)

 

Financial Highlights:

 

 

 

 

 

Net earnings from continuing operations

 

$

4,396

 

$

13,494

 

Net earnings

 

$

4,349

 

$

13,494

 

Diluted earnings per share from continuing operations

 

$

0.11

 

$

0.37

 

Diluted earnings per share

 

$

0.11

 

$

0.37

 

Adjusted earnings from continuing operations before income taxes (1)

 

$

27,853

 

$

27,270

 

Annualized return on average assets

 

0.30

%

1.02

%

Annualized return on average equity

 

2.62

%

9.29

%

Annualized return on average tangible equity (2)

 

3.25

%

11.05

%

Net interest margin

 

5.22

%

5.40

%

Efficiency ratio

 

93.5

%

64.5

%

Adjusted efficiency ratio (3)

 

62.4

%

61.7

%

 

 

 

 

 

 

At Quarter End:

 

 

 

 

 

Allowance for credit losses to loans and leases (excludes PCI loans) (4)

 

1.78

%

2.41

%

Allowance for credit losses to nonaccrual loans and leases (excludes PCI loans) (4) 

 

135

%

167

%

Equity to assets ratios:

 

 

 

 

 

PacWest Bancorp Consolidated

 

11.95

%

11.13

%

Pacific Western Bank

 

13.29

%

12.32

%

Tangible common equity ratios:

 

 

 

 

 

PacWest Bancorp Consolidated

 

8.83

%

9.54

%

Pacific Western Bank

 

10.22

%

10.74

%

 


(1)         Represents pre-tax earnings from continuing operations excluding net credit costs, securities gains and losses, and acquisition and integration costs. See GAAP to Non-GAAP Reconciliation table.

(2)         Calculation reduces average equity by average intangible assets. See GAAP to Non-GAAP Reconciliation table.

(3)         Excludes FDIC loss sharing income, securities gains, OREO expenses, and acquisition and integration costs. See GAAP to Non-GAAP Reconciliation table.

(4)         Purchased credit-impaired loans (“PCI” loans) include acquired loans that are impaired on the purchase date. Loans and leases (excluding PCI loans) include (a) originated loans and leases, and (b) acquired loans and leases that were not impaired on the purchase date, which we may refer to as “Non-PCI” loans and leases.

 

2



 

The quarter-over-quarter decline in net earnings of $9.1 million was due mostly to: (a) the $17.3 million ($10.0 million after tax) increase in acquisition and integration costs, (b) the $882,000 ($512,000 after tax) increase in occupancy costs, (c) the $707,000 ($410,000 after tax) increase in compensation expense, and (d) the $409,000 ($237,000 after tax) decline in gain on sale of securities.  These items were offset partially by (a) the $2.2 million ($1.3 million after tax) increase in interest income on loans and (b) the $2.2 million ($1.3 million after tax) decrease in net credit costs (provisions, FDIC loss sharing expense, and OREO expense).  The increases in acquisition and integration costs, occupancy costs, compensation expense, and interest income on loans were attributable primarily to the acquisition of FCAL on May 31, 2013.

 

Net credit costs on a pre-tax basis are shown in the following table:

 

 

 

Three Months Ended

 

 

 

June 30,

 

March 31,

 

 

 

2013

 

2013

 

 

 

(In thousands)

 

Provision (negative provision) for credit losses on loans and leases (excluding PCI loans)

 

$

 

$

 

Non-covered OREO expense, net

 

80

 

313

 

Total non-covered net credit costs

 

80

 

313

 

 

 

 

 

 

 

Provision (negative provision) for credit losses on PCI loans

 

(1,842

)

3,137

 

Covered OREO income, net

 

(94

)

(813

)

 

 

(1,936

)

2,324

 

Less: FDIC loss sharing expense, net

 

(5,410

)

(3,137

)

Total covered net credit costs

 

3,474

 

5,461

 

 

 

 

 

 

 

Total net credit costs

 

$

3,554

 

$

5,774

 

 

The $2.2 million ($1.3 million after tax) decrease in net credit costs was due principally to a negative credit loss provision on PCI loans in the second quarter compared to a positive provision in the first quarter, which increased net earnings quarter-over-quarter by $5.0 million ($2.9 million after tax).  This was offset by higher FDIC loss sharing expense of $2.3 million ($1.3 million after tax).  The negative provision in the second quarter was due to increases in the expected cash flows on underlying loans generally while the credit loss provision in the first quarter was due largely to updated appraisals on two collateral-dependent covered loan relationships.  Cash flows on PCI loans are estimated quarterly and are subject to change based on varying conditions with the underlying borrowers and collateral.  The increase in FDIC loss sharing expense was due mostly to the lower provision for credit losses on covered loans offset by lower covered loan recoveries and lower gain on sales of covered OREO.

 

Matt Wagner, Chief Executive Officer, commented, “We completed the acquisition of First California on May 31, 2013, and welcome our new employees to the Pacific Western family.  Our integration of First California was completed on Saturday, June 15 when we converted the information systems and the branches opened the following Monday as full-service offices of Pacific Western Bank. The FCAL transaction has expanded our market presence in Los Angeles and Ventura counties, and its retained operations are expected to enhance our efficiency and net earnings.”

 

3



 

Mr. Wagner continued, “Although loan growth continues to be challenging, we experienced a marked increase in activity in the second quarter.  Bank originations were at $125 million in the second quarter compared to $51 million in the first quarter.  Although our asset financing segment’s loan and lease originations declined to $45 million in the second quarter from $67 million in the first, its origination activity was quite substantial as first quarter originations included one lease deal for $42 million.  The regional pipelines are robust and we are working to convert commitments to fundings.  We will continue our focus on improving profitability, making and renewing quality and profitable loans with customers and new relationships, and taking advantage of growth opportunities as they arise.”

 

Vic Santoro, Chief Financial Officer, stated, “Our earnings generating capability continues to be substantial, with adjusted pretax earnings from continuing operations of $27.9 million for the second quarter.  Our core net interest margin, although diminished by the First California acquisition, held up nicely at 5.21% in the second quarter.  Our loan and lease yield remains high compared to peers, and our all-in deposit cost continues to decline.  Our continued focus on expense management resulted in our noninterest expense decreasing $61,000 when the additional FCAL overhead and acquisition, integration and credit costs are excluded.  Our balance sheet liquidity remains strong and is available to fund new loans and leases as they migrate from the pipelines to the balance sheet.”

 

YEAR TO DATE RESULTS

 

 

 

Six Months Ended

 

 

 

June 30,

 

 

 

2013

 

2012

 

 

 

(Dollars in thousands, except per share data)

 

Financial Highlights:

 

 

 

 

 

Net earnings from continuing operations

 

$

17,890

 

$

20,821

 

Net earnings

 

$

17,843

 

$

20,821

 

Diluted earnings per share from continuing operations

 

$

0.47

 

$

0.57

 

Diluted earnings per share

 

$

0.47

 

$

0.57

 

Adjusted earnings from continuing operations before income taxes (1)

 

$

55,123

 

$

60,939

 

Annualized return on average assets

 

0.65

%

0.77

%

Annualized return on average equity

 

5.73

%

7.54

%

Annualized return on average tangible equity (2)

 

6.97

%

8.77

%

Net interest margin

 

5.30

%

5.50

%

Efficiency ratio

 

79.0

%

80.8

%

Adjusted efficiency ratio (3)

 

62.1

%

59.1

%

 


(1)         Represents pre-tax earnings from continuing operations excluding net credit costs, securities gains and losses, acquisition and integration costs, and debt termination expense. See GAAP to Non-GAAP Reconciliation table.

(2)         Calculation reduces average equity by average intangible assets.  See GAAP to Non-GAAP Reconciliation table.

(3)         Excludes FDIC loss sharing income, securities gains and losses, OREO expenses, acquisition and integration costs, and debt termination expense.  See GAAP to Non-GAAP Reconciliation table.

 

4



 

Net earnings from continuing operations for the six months ended June 30, 2013 were $17.9 million, a decrease of $3.0 million compared to the same period last year.  The decline in profitability was due mainly to: (a) the $17.8 million ($10.3 million after tax) increase in acquisition and integration costs, (b) the $7.1 million ($4.1 million after tax) increase in net credit costs, (c) the $3.5 million ($2.0 million after tax) increase in compensation expense, and (d) the $1.9 million ($1.1 million after tax) decrease in net interest income.  These items were offset by (a) the $22.6 million ($13.1 million after tax) decrease in debt termination expense and (b) the $1.1 million ($647,000 after tax) decrease in other-than-temporary impairment loss on securities.

 

BALANCE SHEET CHANGES

 

Total assets increased $1.4 billion during the second quarter of 2013 to $6.7 billion due mainly to the acquisition of FCAL on May 31, 2013.  At June 30, 2013 gross loans and leases totaled $4.4 billion, an increase of $949.9 million since March 31, 2013.  The gross non-covered loan and lease portfolio totaled $3.8 billion, an increase of $880.9 million during the second quarter, including $903.1 million acquired in the FCAL acquisition.  Excluding the FCAL acquisition, gross non-covered loans and leases decreased $22.2 million due to $192.4 million in payoffs and pay-downs offset by $170.2 million in originations. The covered loan portfolio totaled $581.4 million, an increase of $69.0 million during the second quarter due to $104 million acquired in the FCAL acquisition offset by a $35.0 million decrease due to repayments and resolution activities.  Goodwill increased $129.5 million during the second quarter due to the FCAL acquisition.  Securities available-for-sale increased $110.8 million to $1.5 billion due to purchases.  Interest-earning deposits in financial institutions increased $71.6 million during the second quarter of 2013 to $112.6 million at June 30, 2013.

 

The following table presents our loan portfolio activity for the first and second quarters of 2013:

 

 

 

At

 

 

 

 

 

 

 

At

 

 

 

December 31,

 

 

 

Net

 

 

 

March 31,

 

 

 

2012

 

Originated

 

Paydowns

 

Acquired

 

2013

 

Non-covered Loans

 

$

2,635,702

 

51,367

 

(191,778

)

 

$

2,495,291

 

Asset Financing Segment

 

413,803

 

66,631

 

(17,404

)

 

463,030

 

Covered Loans

 

543,327

 

 

(30,961

)

 

512,366

 

Total

 

$

3,592,832

 

117,998

 

(240,143

)

 

$

3,470,687

 

 

 

 

At

 

 

 

 

 

 

 

At

 

 

 

March 31,

 

 

 

Net

 

Net

 

June 30,

 

 

 

2013

 

Originated

 

Paydowns

 

Acquired

 

2013

 

Non-covered Loans

 

$

2,495,291

 

124,707

 

(154,056

)

903,103

 

$

3,369,045

 

Asset Financing Segment

 

463,030

 

45,453

 

(38,313

)

 

470,170

 

Covered Loans

 

512,366

 

 

(34,999

)

104,037

 

581,404

 

Total

 

$

3,470,687

 

170,160

 

(227,368

)

1,007,140

 

$

4,420,619

 

 

5



 

Total liabilities increased $1.2 billion during the second quarter of 2013 due to the FCAL acquisition.  Total deposits increased $969.8 million during the second quarter to $5.5 billion at June 30, 2013, including an increase in core deposits of $904.4 million.  Excluding acquired FCAL balances, total deposits decreased $132.0 million due entirely to a decrease in time deposits.  At June 30, 2013, core deposits totaled $4.7 billion, or 85% of total deposits, and noninterest-bearing demand deposits, which totaled $2.3 billion, were 41% of total deposits at that date.

 

SECURITIES AVAILABLE-FOR-SALE

 

The following table presents the components, yields, and durations of our securities available-for-sale as of the date indicated:

 

 

 

June 30, 2013

 

 

Amortized

 

Carrying

 

 

 

Duration

 

Security Type

 

Cost

 

Value

 

Yield (1)

 

(in years)

 

 

 

(Dollars in thousands)

 

Residential mortgage-backed securities:

 

 

 

 

 

 

 

 

 

Government agency and government-sponsored enterprise pass through securities

 

$

726,501

 

$

742,417

 

1.70

%

4.0

 

Government agency and government-sponsored enterprise collateralized mortgage obligations

 

147,580

 

145,320

 

1.40

%

4.2

 

Covered private label collateralized mortgage obligations

 

32,959

 

40,917

 

13.86

%

4.0

 

Municipal securities (2)

 

442,733

 

424,174

 

3.01

%

6.3

 

Corporate debt securities

 

83,938

 

83,132

 

2.66

%

2.6

 

Other securities

 

38,151

 

37,618

 

1.03

%

0.3

 

Total securities available-for-sale (2)

 

$

1,471,862

 

$

1,473,578

 

2.60

%

4.5

 

 


(1)         Represents the yield for the month of June 2013.

(2)         The tax equivalent yield was 4.47% and 3.04% for municipal securities and total securities available-for-sale, respectively.

 

The following table shows the geographic composition of the majority of our municipal securities portfolio as of the date indicated:

 

 

 

June 30, 2013

 

 

 

Carrying

 

% of

 

 

 

Value

 

Total

 

 

 

(In thousands)

 

 

 

Municipal Securities by State:

 

 

 

 

 

Texas

 

$

79,599

 

18

%

Washington

 

40,002

 

9

%

New York

 

32,360

 

8

%

Illinois

 

22,831

 

5

%

Ohio

 

20,213

 

5

%

Colorado

 

19,856

 

5

%

California

 

16,758

 

4

%

Hawaii

 

15,279

 

4

%

Florida

 

15,165

 

4

%

Massachusetts

 

15,153

 

4

%

Total of 10 largest states

 

277,216

 

66

%

All other states

 

146,958

 

34

%

Total municipal securities

 

$

424,174

 

100

%

 

6



 

COVERED ASSETS

 

As part of the FCAL acquisition we assumed loss sharing agreements with the FDIC, and in connection with the Los Padres and Affinity acquisitions, we entered into loss sharing agreements with the FDIC. Such agreements cover a substantial portion of losses incurred after the acquisition dates on covered loans and other real estate owned, and in the case of the Affinity acquisition, certain investment securities. A summary of covered assets is shown in the following table as of the dates indicated:

 

 

 

June 30,

 

March 31,

 

December 31,

 

Covered Assets

 

2013

 

2013

 

2012

 

 

 

(In thousands)

 

Loans, net of allowance

 

$

554,007

 

$

483,063

 

$

517,258

 

Investment securities

 

40,917

 

43,785

 

44,684

 

Other real estate owned, net

 

19,114

 

17,311

 

22,842

 

Total covered assets

 

$

614,038

 

$

544,159

 

$

584,784

 

 

 

 

 

 

 

 

 

Percentage of total assets

 

9.2

%

10.3

%

10.7

%

 

NET INTEREST INCOME

 

Net interest income increased by $2.8 million to $68.5 million for the second quarter compared to $65.7 million for the first quarter due primarily to higher interest income on loans and leases.  The $2.2 million increase in interest income on loans and leases was due mainly to the additional interest income on loans acquired in the FCAL acquisition, offset by lower accelerated accretion of acquisition discounts resulting from purchased credit impaired (“PCI”) loan payoffs, lower income on the early repayment of leases and lower average loan balances excluding acquired loans.  Interest expense declined by $418,000 due mostly to maturities of higher-cost time deposits.

 

Net interest income decreased by $1.9 million to $134.2 million during the six months ended June 30, 2013, representing a $6.4 million decrease in interest income and a $4.5 million decrease in interest expense.   Interest income on loans and leases decreased $3.9 million due to lower loan yields offset by increased average loan and lease balances.  Interest income on investments securities decreased $2.5 million due to lower market yields.  Interest expense on deposits decreased $2.2 million due to lower rates on all interest-bearing deposits and lower average time deposits.  Interest expense on borrowings declined $1.9 million due to lower average borrowings; we repaid fixed-rate term FHLB advances at the end of the first quarter of 2012 and replaced a portion of those advances with lower cost overnight FHLB advances that were repaid during the third quarter of 2012.  Interest expense on subordinated debentures decreased $374,000 due to the March 2012 redemption of $18.6 million in fixed-rate trust preferred securities.

 

7



 

NET INTEREST MARGIN

 

Our net interest margin (“NIM”) for the second quarter was 5.22% compared to 5.40% for the first quarter.  The NIM is impacted by several items that cause volatility from period to period.  The impact of volatile items to the NIM for the second quarter was an increase of 1 basis point compared to the first quarter which was an increase of 12 basis points.  The effects of such items on the NIM are shown in the following table for the periods indicated:

 

 

 

 

 

 

 

Six Months

 

 

 

Three Months Ended

 

Ended

 

 

 

June 30,

 

March 31,

 

June 30,

 

Items Impacting NIM Volatility

 

2013

 

2013

 

2013

 

 

 

Increase (Decrease) in NIM

 

Accelerated accretion of acquisition discounts resulting from PCI loan payoffs

 

0.01

%

0.04

%

0.03

%

Nonaccrual loan interest

 

0.01

%

0.01

%

0.01

%

Unearned income on early repayment of leases

 

0.01

%

0.08

%

0.04

%

Celtic loan portfolio premium amortization

 

(0.02

)%

(0.01

)%

(0.02

)%

Total

 

0.01

%

0.12

%

0.06

%

 

 

 

 

 

 

 

 

Reported NIM

 

5.22

%

5.40

%

5.30

%

 

The decrease in the NIM was due mostly to a lower loan and lease yield resulting from the addition of the FCAL loan portfolio and continued downward repricing of our loan portfolio due to the ongoing lower interest rate environment; the loan and lease yield decreased 34 basis points during the second quarter to 6.73% from 7.07% for the first quarter

 

We analyze the yields on our loan and lease portfolio by two categories: (1) purchased credit-impaired loans, which we refer to as “PCI loans” and (2) loans and leases excluding PCI loans, which we also refer to as “Non-PCI loans”. PCI loans include acquired loans for which there is at the acquisition date, evidence of credit deterioration since their origination and it is probable that we would be unable to collect all contractually required payments.  The majority of the PCI loans was acquired in FDIC-assisted acquisitions in 2009 and 2010 and is covered by loss sharing agreements.  In connection with the FCAL acquisition, we have PCI loans that are not covered by a loss sharing agreement.

 

Non-PCI loans and leases includes loans and leases that we originate and/or purchase and loans and leases acquired in non-FDIC assisted acquisitions for which there was no evidence of credit deterioration at their acquisition date and it was probable as of the acquisition date that we would be able to collect all contractually required payments. Non-PCI loans and leases include covered loans in two circumstances: (a) acquired loans that were performing at their acquisition dates and covered by loss sharing agreements with the FDIC, and (b) loans that have a revolving feature.

 

8



 

The following table presents the loan yields and related average balances for our Non-PCI loans, PCI loans, and total loan and lease portfolio for the periods indicated:

 

 

 

 

 

 

 

Six Months

 

 

 

Three Months Ended

 

Ended

 

 

 

June 30,

 

March 31,

 

June 30,

 

 

 

2013

 

2013

 

2013

 

 

 

(Dollars in thousands)

 

Yields:

 

 

 

 

 

 

 

Non-PCI loans and leases

 

6.42

%

6.71

%

6.56

%

PCI loans

 

8.87

%

9.23

%

9.05

%

Total loans and leases

 

6.73

%

7.07

%

6.89

%

 

 

 

 

 

 

 

 

Average Balances:

 

 

 

 

 

 

 

Non-PCI loans and leases

 

$

3,293,625

 

$

2,999,002

 

$

3,147,127

 

PCI loans

 

472,090

 

501,893

 

486,910

 

Total loans and leases

 

$

3,765,715

 

$

3,500,895

 

$

3,634,037

 

 

The loan yield is impacted by the same items which cause volatility in the NIM.  The following table presents the effects of these items on the total loan yield for the periods indicated:

 

 

 

 

 

 

 

Six Months

 

 

 

Three Months Ended

 

Ended

 

 

 

June 30,

 

March 31,

 

June 30,

 

Items Impacting Loan and Lease Yield Volatility

 

2013

 

2013

 

2013

 

 

 

Increase (Decrease) in Loan Yield

 

Accelerated accretion of acquisition discounts resulting from PCI loan payoffs

 

0.02

%

0.08

%

0.05

%

Nonaccrual loan interest

 

0.02

%

0.01

%

0.01

%

Unearned income on early repayment of leases

 

0.01

%

0.10

%

0.06

%

Celtic loan portfolio premium amortization

 

(0.03

)%

(0.02

)%

(0.03

)%

Total

 

0.02

%

0.17

%

0.09

%

 

The yield on average loans and leases decreased 34 basis points to 6.73% for the second quarter from 7.07% for the first quarter.  This was due mainly to the addition of the FCAL loan portfolio, lower loan and lease yields on new originations due to the ongoing low interest rate environment, lower accelerated accretion of acquisition discounts resulting from PCI loan payoffs, and lower income on the early repayment of leases.  Accelerated accretion of acquisition discounts from PCI loan payoffs totaled approximately $177,000 for the second quarter and $677,000 for the first quarter, increasing the loan yields by 2 basis points and 8 basis points, respectively. Total income from early lease payoffs was $111,000 for the second quarter and $857,000 for the first quarter.

 

The cost of total interest-bearing liabilities declined nine basis points to 0.43% for the second quarter from 0.52% for the first quarter.  All-in deposit cost declined six basis points to 0.17% during the second quarter from 0.23% during the first quarter.  Such declines are due mainly to the maturities of higher-cost time deposits.

 

The NIM for the six months ended June 30, 2013 was 5.30%, a decrease of 20 basis points from 5.50% for the same period last year.  The decrease was due to a lower yield on loans and leases and securities, offset in part by lower funding costs.

 

9



 

The yield on average loans and leases decreased 40 basis points to 6.89% for the six months ended June 30, 2013 compared to 7.29% for the same period last year, due mainly to lower accelerated accretion of acquisition discounts from PCI loan payoffs and lower yields on new loan and lease originations.  Accelerated accretion of acquisition discounts from PCI loan payoffs totaled approximately $854,000 for the first six months of 2013 and $4.7 million for the same period last year, increasing the loan yields by 5 basis points and 26 basis points, respectively.

 

All-in deposit cost declined 11 basis points to 0.20% for the first six months of 2013 compared to last year.  The cost of interest-bearing deposits declined 15 basis points to 0.35% due to lower rates on time deposits and a shift in the deposit mix to lower cost interest-bearing checking, money market and savings deposits from higher cost time deposits.  The cost of total interest-bearing liabilities declined 26 basis points to 0.47% due to the reduction in the cost of time deposits and the first quarter of 2012 repayment of $225.0 million in fixed-rate term FHLB advances and the redemption of $18.6 million in fixed-rate trust preferred securities.

 

NONINTEREST INCOME

 

Noninterest income decreased by $2.6 million to $203,000 for the second quarter compared to $2.8 million for the first quarter.  The change was due to higher net FDIC loss sharing expense and lower gains on sales of securities.  The second quarter included net FDIC loss sharing expense of $5.4 million compared to the first quarter net FDIC loss sharing expense of $3.1 million; the $2.3 million increase was due mostly to the lower provision for credit losses on covered loans offset by lower covered loan recoveries and lower gain on sales of OREO. The amortization of the FDIC loss sharing asset decreased $235,000 to $5.8 million from $6.0 million. Gain on sale of securities decreased by $409,000, as there were no sales of securities in the second quarter.  During the first quarter, we sold $12.4 million in corporate debt securities at a $409,000 gain in order to reduce overall portfolio price volatility and extension risk.

 

10



 

The following table presents the details of FDIC loss sharing income (expense), net for the periods indicated:

 

 

 

Three Months Ended

 

 

 

June 30,

 

March 31,

 

Increase

 

 

 

2013

 

2013

 

(Decrease)

 

 

 

(In thousands)

 

FDIC Loss Sharing Income (Expense), Net:

 

 

 

 

 

 

 

Gain on FDIC loss sharing asset (1)

 

$

494

 

$

4,057

 

$

(3,563

)

FDIC loss sharing asset amortization, net

 

(5,756

)

(5,991

)

235

 

Loan recoveries shared with FDIC (2)

 

 

(591

)

591

 

Net reimbursement (to) from FDIC for covered OREO activity (3) 

 

(149

)

(614

)

465

 

Other

 

1

 

2

 

(1

)

FDIC loss sharing income (expense), net

 

$

(5,410

)

$

(3,137

)

$

(2,273

)

 


(1) Includes increases related to covered loan loss provisions and decreases for write-offs for covered loans expected to be resolved at amounts higher than their carrying value.

(2) Represents amounts to be reimbursed to the FDIC for covered loans resolved at amounts higher than their carrying values.

(3) Represents amounts to be reimbursed to the FDIC for gains on covered OREO sales and due from the FDIC for covered OREO write-downs.

 

Noninterest income declined by $5.1 million to $3.0 million during the six months ended June 30, 2013 compared to $8.1 million for the same period last year.  The change was due mainly to an increase in net FDIC loss sharing expense of $4.9 million, a $1.1 million decline in service charges on deposit accounts and lower gains on sales of leases and securities of $480,000. These decreases were offset in part by a decline in OTTI charges of $1.1 million; 2012 included an OTTI charge on one of our covered private label CMOs while there were no OTTI charges in 2013.  FDIC loss sharing income, net, decreased due mainly to lower provisions for credit losses on covered loans and higher amortization of the FDIC loss sharing asset, offset by higher net covered OREO costs.

 

NONINTEREST EXPENSE

 

Noninterest expense increased by $20.0 million to $64.2 million during the second quarter compared to $44.2 million during the first quarter.  This was due mostly to the $17.3 million increase in acquisition and integration costs.  All overhead categories increased due to including the FCAL operations after the May 31, 2013 acquisition date.  Total OREO expense increased $486,000 due mainly to lower gains on sales of OREO.  Excluding acquisition and integration costs and OREO expenses, noninterest expense increased $2.2 million due almost entirely to the addition of the FCAL operations.

 

Noninterest expense includes: (a) amortization of time-based restricted stock, which is included in compensation, and (b) intangible asset amortization.  Amortization of restricted stock totaled $2.0 million for the second quarter and $1.8 million for the first quarter.  Intangible asset amortization totaled $1.3 million for the second quarter and $1.2 million for the first quarter.

 

11



 

Noninterest expense decreased by $8.1 million to $108.4 million during the six months ended June 30, 2013 compared to $116.5 million for the same period last year.  This decrease was due mostly to the combination of: (a) lower debt termination expense of $22.6 million as a result of the early repayments of FHLB advances and trust preferred securities in 2012 and no such debt termination expense in the current year; (b) lower OREO expense of $5.4 million, and (c) higher acquisition and integration costs of $17.8 million recognized in 2013 compared to 2012.  Covered OREO expense decreased by $3.8 million due mostly to lower write-downs of $3.5 million.  Non-covered OREO expense decreased $1.6 million due to lower write-downs of $761,000 and lower carrying costs of $821,000.  Excluding debt termination, acquisition and integration costs, and OREO costs, the remaining noninterest expense increased $2.1 million in 2013 compared to 2012, due mostly to higher compensation costs and lower intangible asset amortization expense.  Compensation costs increased $3.5 million due an increase in the number of employees as a result of our acquisition activity.  Intangible asset amortization declined $1.0 million due to certain intangibles being fully amortized.

 

Amortization of restricted stock totaled $3.8 million and $3.0 million for the six months ended June 30, 2013 and 2012, respectively.    Intangible asset amortization totaled $2.5 million for the first six months of 2013 compared to $3.5 million for the same period last year.

 

CREDIT QUALITY

 

Credit quality metrics remained stable quarter over quarter, with coverage ratios remaining strong.  Economic trends in our markets will cause periodic movements in nonaccrual and classified loan and lease balances.  However, losses on such nonaccrual and classified loans and leases are not expected to be material.

 

 

 

June 30,

 

March 31,

 

December 31,

 

 

 

2013

 

2013

 

2012

 

 

 

(Dollars in thousands)

 

Non-PCI Credit Quality Metrics:

 

 

 

 

 

 

 

Allowance for credit losses

 

$

69,926

 

$

71,896

 

$

72,119

 

Nonaccrual loans and leases

 

51,689

 

43,127

 

41,762

 

Classified loans and leases (1)

 

128,181

 

107,178

 

104,054

 

Performing restructured loans

 

83,543

 

80,501

 

106,288

 

Net charge-offs (for the quarter)

 

1,970

 

223

 

2,893

 

Provision (negative provision) for credit losses (for the quarter)

 

 

 

 

Allowance for credit losses to loans and leases

 

1.78

%

2.41

%

2.35

%

Allowance for credit losses to nonaccrual loans and leases

 

135.3

%

166.7

%

172.7

%

Nonperforming assets to loans and leases and other real estate owned

 

2.91

%

3.17

%

3.14

%

 


(1) Classified loans and leases are those with a credit risk rating of substandard or doubtful.

 

12



 

Non-PCI loans and leases at June 30, 2013, include $1.2 billion in loans and leases acquired in acquisitions.  These acquired loans and leases were initially recorded at their estimated fair values and such initial fair values included an estimate of credit losses.  The allowance calculation for Non-PCI loans and leases takes into consideration those loans and leases whose credit quality has deteriorated since their acquisition dates.  At June 30, 2013, $1.8 million of our allowance for credit losses applies to these acquired loans and leases. When these loans and leases are excluded from the total of Non-PCI loans and leases and the related allowance of $1.8 million is also excluded from the allowance for credit losses, the coverage ratio of our allowance for credit losses for Non-PCI loans and leases increases to 2.55% at June 30, 2013; the comparable ratio at March 31, 2013 was 2.63%.

 

Credit Loss Provisions

 

The Company recorded a negative provision for credit losses of $1.8 million for the second quarter compared to a provision for credit losses of $3.1 million for the first quarter; such provisions relate to PCI loans only.

 

The provision level on Non-PCI loans and leases is generated by our allowance methodology, which reflects the level and trends of net charge-offs, the levels of nonaccrual and classified loans and leases, the migration of loans and leases into various risk classifications, and the level of outstanding loans and leases.  Based on such methodology, there was no provision for credit losses on Non-PCI loans and leases for the first and second quarters of 2013.

 

The provision, or negative provision, for credit losses on PCI loans results from decreases, or increases, in expected cash flows on such loans compared to those previously estimated.  Cash flows on PCI loans are estimated quarterly and are subject to change based on varying conditions with the underlying borrowers and collateral.  The negative provision for credit losses on PCI loans in the second quarter was due to increases in expected cash flows on PCI loans generally, while the provision in the first quarter was due largely to updated appraisals on two collateral-dependent PCI loan relationships.

 

Nonperforming Assets

 

Nonperforming assets include nonaccrual loans and leases (excluding PCI loans which are accounted for based on expected cash flows and considered accruing regardless of the payment status of the underlying loans) and OREO and totaled $116.2 million at June 30, 2013 compared to $96.4 million at March 31, 2013.  The ratio of nonperforming assets to Non-PCI loans and leases and OREO decreased to 2.91% at June 30, 2013 from 3.17% at March 31, 2013.

 

13



 

The following table presents our Non-PCI nonaccrual loans and leases and accruing loans and leases past due between 30 and 89 days by portfolio segment and class as of the dates indicated:

 

 

 

Nonaccrual Loans and Leases

 

Accruing and

 

 

 

June 30, 2013

 

March 31, 2013

 

30 - 89 Days Past Due

 

 

 

 

 

% of

 

 

 

% of

 

June 30,

 

March 31,

 

 

 

 

 

Loan

 

 

 

Loan

 

2013

 

2013

 

 

 

Balance

 

Category

 

Balance

 

Category

 

Balance

 

Balance

 

 

 

(Dollars in thousands)

 

Real estate mortgage:

 

 

 

 

 

 

 

 

 

 

 

 

 

Hospitality

 

$

 

 

$

6,823

 

4.0

%

$

 

$

 

SBA 504

 

3,007

 

5.4

%

2,936

 

5.3

%

929

 

1,066

 

Other

 

26,093

 

1.1

%

20,568

 

1.3

%

2,060

 

26,077

 

Total real estate mortgage

 

29,100

 

1.1

%

30,327

 

1.7

%

2,989

 

27,143

 

Real estate construction:

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

 

834

 

1.4

%

1,046

 

2.4

%

 

 

Commercial

 

2,938

 

2.1

%

1,447

 

1.7

%

 

7,290

 

Total real estate construction

 

3,772

 

1.9

%

2,493

 

2.0

%

 

7,290

 

Commercial:

 

 

 

 

 

 

 

 

 

 

 

 

 

Collateralized

 

13,441

 

2.6

%

4,015

 

0.9

%

796

 

542

 

Unsecured

 

1,583

 

1.6

%

1,473

 

1.9

%

976

 

132

 

Asset-based

 

 

 

281

 

0.1

%

 

 

SBA 7(a) 

 

3,052

 

10.7

%

3,867

 

15.4

%

262

 

118

 

Total commercial

 

18,076

 

2.0

%

9,636

 

1.2

%

2,034

 

792

 

Leases

 

244

 

0.1

%

244

 

0.1

%

 

44

 

Consumer

 

497

 

1.7

%

427

 

2.2

%

24

 

26

 

Total non-PCI loans and leases

 

$

51,689

 

1.3

%

$

43,127

 

1.4

%

$

5,047

 

$

35,295

 

 

The $8.6 million increase in nonaccrual loans and leases (excluding PCI loans) during the second quarter of 2013 was attributable to (a) additions of $24.6 million, $18.5 million of which are from the FCAL acquisition, (b) charge-offs of $4.1 million, (c) other reductions, payoffs and returns to accrual status of $10.9 million, and (d) foreclosures of $1.0 million.

 

14



 

Below is a summary of the ten largest lending relationships on nonaccrual status, excluding PCI loans and SBA-related loans, as of the date indicated:

 

Nonaccrual

 

 

 

Amount

 

 

 

June 30,

 

 

 

2013

 

Description

 

(In thousands)

 

 

 

 

 

 

 

$

 4,232

 

Loan represents 6% interest in a syndicated credit facility secured by a film library. Lending group is in the process of foreclosing on the film library. (3)

 

 

 

 

 

3,165

 

Two loans that are both unsecured. The borrower is paying according to the restructured terms of the loan. (2)

 

 

 

 

 

2,419

 

Three loans, one of which is secured by an office building in Ventura County, California; the other two loans are unsecured. (3)

 

 

 

 

 

2,325

 

Two loans, one of which is secured by an office building in Clark County, Nevada, and the other of which is secured by an office building in Maricopa County, Arizona. (1)

 

 

 

 

 

2,211

 

This loan is secured by an office building in San Diego County, California. (1)

 

 

 

 

 

1,907

 

This loan is secured by a retail building in Los Angeles County, California. (3)

 

 

 

 

 

1,777

 

This loan is secured by a strip retail center in Clark County, Nevada. (1)

 

 

 

 

 

1,425

 

This loan is secured by two industrial buildings in San Diego County, California. (1)

 

 

 

 

 

1,250

 

This loan is unsecured and has a specific reserve for 100% of the balance. (1)

 

 

 

 

 

1,206

 

This loan is secured by an industrial building in San Bernardino County, California. The borrower is paying according to the restructured terms of the loan. (1)

 

 

 

 

 

$

 21,917

 

Total

 

 


(1) On nonaccrual status at March 31, 2013.

(2) New nonaccrual in second quarter of 2013.

(3) Acquired as part of the First California Bank acquisition.

 

The following table presents the details of OREO as of the dates indicated:

 

 

 

June 30, 2013

 

March 31, 2013

 

 

 

Non-

 

 

 

Non-

 

 

 

 

 

Covered

 

Covered

 

Covered

 

Covered

 

Property Type

 

OREO

 

OREO

 

OREO

 

OREO

 

 

 

(In thousands)

 

Commercial real estate

 

$

9,743

 

$

8,679

 

$

791

 

$

7,292

 

Construction and land development

 

33,050

 

6,306

 

31,670

 

6,475

 

Multi-family

 

 

3,807

 

 

3,301

 

Single family residence

 

2,639

 

322

 

3,500

 

243

 

Total OREO, net

 

$

45,432

 

$

19,114

 

$

35,961

 

$

17,311

 

 

15



 

The following table presents OREO activity for the period indicated:

 

 

 

Three Months Ended

 

 

 

June 30, 2013

 

 

 

Non-Covered

 

Covered

 

Total

 

 

 

OREO

 

OREO

 

OREO

 

 

 

(In thousands)

 

Beginning of period

 

$

35,961

 

$

17,311

 

$

53,272

 

Addition from the FCAL acquisition

 

10,092

 

3,680

 

13,772

 

Foreclosures

 

1,035

 

3,075

 

4,110

 

Payments to third parties (1)

 

14

 

 

14

 

Provision for losses

 

 

(292

)

(292

)

Reductions related to sales

 

(1,670

)

(4,660

)

(6,330

)

End of period

 

$

45,432

 

$

19,114

 

$

64,546

 

 

 

 

 

 

 

 

 

Net gain on sale

 

$

213

 

$

479

 

$

692

 

 


(1) Represents amounts due to participants and for guarantees, property taxes or any other prior lien positions.

 

REGULATORY CAPITAL MEASURES ARE ABOVE THE WELL-CAPITALIZED MINIMUMS

 

PacWest Bancorp and its wholly-owned banking subsidiary, Pacific Western Bank, each remained well capitalized as of the date indicated as shown in the following table:

 

 

 

June 30, 2013

 

 

 

Well

 

Pacific

 

PacWest

 

 

 

Capitalized

 

Western

 

Bancorp

 

 

 

Requirement

 

Bank

 

Consolidated

 

Tier 1 leverage capital ratio

 

5.00

%

12.05

%

12.75

%

Tier 1 risk-based capital ratio

 

6.00

%

14.16

%

15.04

%

Total risk-based capital ratio

 

10.00

%

15.42

%

16.30

%

Tangible common equity ratio

 

N/A

 

10.22

%

8.83

%

 

FIRST CALIFORNIA FINANCIAL GROUP ACQUISITION

 

On May 31, 2013, PacWest Bancorp (“PacWest”) completed the acquisition of First California Financial Group, Inc. (“FCAL”). As part of the acquisition, First California Bank (“FCB”), a wholly-owned subsidiary of First California, merged with and into PacWest’s wholly-owned banking subsidiary, Pacific Western Bank (“PWB”).  The acquisition, which was first announced on November 6, 2012, was concluded following receipt of shareholder approval from both institutions and all required regulatory approvals.

 

In the merger with FCAL, each share of FCAL common stock was converted into the right to receive 0.2966 of a share of PacWest common stock. The exchange ratio was calculated based on the volume-weighted average share price of PacWest common stock for the 20 consecutive trading days ending on the second full trading day prior to the receipt of the last of the regulatory approvals required under the merger agreement. PacWest issued an aggregate of approximately 8.4 million shares of PacWest common stock to FCAL stockholders (which included PacWest

 

16



 

common shares issuable in exchange for FCAL’s Series A Preferred Stock).  In addition, approximately one million shares of FCAL common stock owned by PacWest were cancelled in the merger.  Based on the closing price of PacWest’s common stock on May 31, 2013 of $28.83 per share, the aggregate consideration paid to FCAL common stockholders, plus the cost of the FCAL shares of common stock cancelled in the merger, was approximately $247 million.

 

The integration of FCB systems and the conversion of FCB’s branches to PWB’s operating platform were completed in June 2013.  FCB had 15 branches, eight of which overlapped with existing PWB branches.  Six of the FCB branches were closed as part of the integration and system conversion in June 2013 and two PWB branches were closed in the consolidation during June 2013.  PWB added seven branches to its branch system as a result of this branch conversion and closure activity.

 

FCB was a full-service commercial bank headquartered in Westlake Village, California.  FCB provided a full range of banking services, including revolving lines of credit, term loans, commercial real estate loans, construction loans, consumer loans and home equity loans to individuals, professionals, and small to mid-sized businesses.  FCB operated throughout Southern California in the Los Angeles, Orange, Riverside, San Bernardino, San Diego, Ventura, and San Luis Obispo Counties.

 

PACWEST AND CAPITALSOURCE MERGER ANNOUNCEMENT

 

On, July 22, 2013, PacWest announced the signing of a definitive agreement and plan of merger (the “Agreement”) whereby PacWest and CapitalSource will merge in a transaction valued at approximately $2.3 billion.  The combined company will be called PacWest Bancorp and the combined subsidiary bank will be called Pacific Western Bank.  The CapitalSource national lending operation will continue to do business under the name CapitalSource as a division of Pacific Western Bank.

 

Under the terms of the Agreement, CapitalSource shareholders will receive $2.47 in cash and 0.2837 shares of PacWest common stock for each share of CapitalSource common stock. The total value of the CSE per share merger consideration, based on the closing price of PacWest shares on July 19, 2013 of $32.32, is $11.64.

 

As of June 30, 2013, on a pro forma consolidated basis, the combined company would have had approximately $15.4 billion in assets with 96 branches throughout California.  The combined institution would be the 6th largest publicly-owned bank headquartered in California, and the 8th largest commercial bank headquartered in California (out of more than 232 financial institutions in the state).

 

The transaction, currently expected to close in the first quarter of 2014, is subject to customary conditions, including the approval of bank regulatory authorities and the stockholders of both companies.

 

ABOUT PACWEST BANCORP

 

PacWest Bancorp (“PacWest”) is a bank holding company with $6.7 billion in assets as of June 30, 2013, with one wholly-owned banking subsidiary, Pacific Western Bank (“Pacific Western”). Through 75 full-service community banking branches, Pacific Western provides commercial banking services, including real estate, construction and commercial loans, to small and medium-sized businesses. Pacific Western’s branches are located throughout California in Los Angeles, Orange, Riverside, San Bernardino, Santa Barbara, San Diego, San Francisco, San Luis Obispo,

 

17



 

San Mateo and Ventura Counties.  Through its subsidiaries, BFI Business Finance and Celtic Capital Corporation, and its divisions First Community Financial and Pacific Western Equipment Finance, Pacific Western also provides working capital financing and equipment leasing to growing companies located throughout the United States, with a focus on the Southwestern U.S., primarily in Arizona, California, Utah and Texas. Additional information regarding PacWest Bancorp is available on the Internet at www.pacwestbancorp.com. Information regarding Pacific Western Bank is also available on the Internet at www.pacificwesternbank.com.

 

FORWARD-LOOKING STATEMENTS

 

This press release contains certain forward-looking information about PacWest that is intended to be covered by the safe harbor for “forward-looking statements” provided by the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact are forward-looking statements. Such statements involve inherent risks and uncertainties, many of which are difficult to predict and are generally beyond the control of the Company. We caution readers that a number of important factors could cause actual results to differ materially from those expressed in, implied or projected by, such forward-looking statements. Risks and uncertainties include, but are not limited to: failure to obtain regulatory or other required approvals; an inability to achieve expected cost savings in the amounts or timeframes discussed if at all, or the costs associated with transactions or the time needed to complete transactions being greater than expected;  lower than expected revenues; credit quality deterioration or a reduction in real estate values could cause an increase in the allowance for credit losses and a reduction in net earnings; increased competitive pressure among depository institutions; the Company’s ability to complete future acquisitions, successfully integrate such acquired entities, or achieve expected beneficial synergies and/or operating efficiencies within expected time-frames or at all; settlements with the FDIC related to our loss-sharing arrangements from the Los Padres Bank and Affinity Bank acquisitions; the possibility that personnel changes will not proceed as planned; the cost of additional capital is more than expected; a change in the interest rate environment reduces net interest margins; asset/liability repricing risks and liquidity risks; pending legal matters may take longer or cost more to resolve or may be resolved adversely to the Company; general economic conditions, either nationally or in the market areas in which the Company does or anticipates doing business, are less favorable than expected; environmental conditions, including natural disasters, may disrupt our business, impede our operations, negatively impact the values of collateral securing the Company’s loans and leases or impair the ability of our borrowers to support their debt obligations; the economic and regulatory effects of the continuing war on terrorism and other events of war, including the conflicts in the Middle East; legislative or regulatory requirements or changes adversely affecting the Company’s business; changes in the securities markets; regulatory approvals for any capital activities cannot be obtained on the terms expected or on the anticipated schedule; and, other risks that are described in PacWest’s public filings with the U.S. Securities and Exchange Commission (the “SEC”). Additional risks and uncertainties relating to the proposed transaction with CapitalSource include, but are not limited to:  the ability to complete the proposed transaction, including obtaining regulatory approvals and approvals by the stockholders of PacWest and CapitalSource; the length of time necessary to consummate the proposed transaction; the ability to successfully integrate the two institutions and achieve expected synergies and operating efficiencies on the expected timeframe; unexpected costs relating to the proposed transaction; and the potential impact on the institutions’ respective businesses as a result of uncertainty

 

18



 

surrounding the proposed transaction. If any of these risks or uncertainties materializes or if any of the assumptions underlying such forward-looking statements proves to be incorrect, PacWest’s results could differ materially from those expressed in, implied or projected by such forward-looking statements. PacWest assumes no obligation to update such forward-looking statements.

 

For a more complete discussion of risks and uncertainties, investors and security holders are urged to read PacWest Bancorp’s annual report on Form 10-K, quarterly reports on Form 10-Q and other reports filed by PacWest with the SEC.  The documents filed by PacWest with the SEC may be obtained at PacWest Bancorp’s website at www.pacwestbancorp.com or at the SEC’s website at www.sec.gov.  These documents may also be obtained free of charge from PacWest by directing a request to: PacWest Bancorp c/o Pacific Western Bank, 275 North Brea Boulevard, Brea, CA 92821.  Attention: Investor Relations. Telephone 714-671-6800.

 

ADDITIONAL INFORMATION ABOUT THE PROPOSED TRANSACTION AND WHERE TO FIND IT

 

Investors and security holders are urged to carefully review and consider each of PacWest Bancorp’s and CapitalSource, Inc.’s public filings with the SEC, including but not limited to their Annual Reports on Form 10-K, their proxy statements, their Current Reports on Form 8-K and their Quarterly Reports on Form 10-Q.  The documents filed by PacWest with the SEC may be obtained free of charge at PacWest’s website at www.pacwestbancorp.com or at the SEC’s website at www.sec.gov. These documents may also be obtained free of charge from PacWest by requesting them in writing to PacWest Bancorp, c/o Pacific Western Bank, 275 North Brea Boulevard, Brea, CA 92821; Attention: Investor Relations, or by telephone at (714) 671-6800.

 

The documents filed by CapitalSource with the SEC may be obtained free of charge at CapitalSource’s website at www.capitalsource.com or at the SEC’s website at www.sec.gov. These documents may also be obtained free of charge from CapitalSource by requesting them in writing to CapitalSource Inc., 633 West 5th Street, 33rd Floor, Los Angeles, CA 90071 Attention: Investor Relations, or by telephone at Phone: (212) 321-7212.

 

PacWest intends to file a registration statement with the SEC which will include a joint proxy statement of PacWest and CapitalSource and a prospectus of PacWest, and each party will file other documents regarding the proposed transaction with the SEC.  Before making any voting or investment decision, investors and security holders of CapitalSource and PacWest are urged to carefully read the entire registration statement and joint proxy statement/prospectus, when they become available, as well as any amendments or supplements to these documents, because they will contain important information about the proposed transaction. A definitive joint proxy statement/prospectus will be sent to the stockholders of each institution seeking any required stockholder approvals. Investors and security holders will be able to obtain the registration statement and the joint proxy statement/prospectus free of charge from the SEC’s website or from PacWest or CapitalSource by writing to the addresses provided for each company set forth in the paragraphs above.

 

PacWest, CapitalSource, their directors, executive officers and certain other persons may be deemed to be participants in the solicitation of proxies from PacWest and CapitalSource stockholders in favor of the approval of the transaction.  Information about the directors and executive officers of PacWest and their ownership of PacWest common stock is set forth in the proxy statement for PacWest’s 2013 annual meeting of stockholders, as previously filed with the SEC.  Information about the directors and executive officers of CapitalSource and their ownership of CapitalSource common stock is set forth in the proxy statement for CapitalSource’s 2013 annual meeting of stockholders, as previously filed with the SEC.  Stockholders may obtain additional information regarding the interests of such participants by reading the registration statement and the joint proxy statement/prospectus when they become available.

 

19



 

PACWEST BANCORP AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

 

 

 

June 30,

 

March 31,

 

December 31,

 

 

 

2013

 

2013

 

2012

 

 

 

(In thousands, except per share and share data)

 

ASSETS

 

 

 

 

 

 

 

Cash and due from banks

 

$

106,237

 

$

90,659

 

$

89,011

 

Interest-earning deposits in financial institutions

 

112,590

 

41,019

 

75,393

 

Total cash and cash equivalents

 

218,827

 

131,678

 

164,404

 

 

 

 

 

 

 

 

 

Non-covered securities available-for-sale

 

1,432,661

 

1,318,992

 

1,310,701

 

Covered securities available-for-sale

 

40,917

 

43,785

 

44,684

 

Total securities available-for-sale, at estimated fair value

 

1,473,578

 

1,362,777

 

1,355,385

 

Federal Home Loan Bank stock, at cost

 

39,129

 

33,400

 

37,126

 

Total investment securities

 

1,512,707

 

1,396,177

 

1,392,511

 

 

 

 

 

 

 

 

 

Non-covered loans and leases

 

3,839,215

 

2,958,321

 

3,049,505

 

Covered loans

 

581,404

 

512,366

 

543,327

 

Gross loans and leases

 

4,420,619

 

3,470,687

 

3,592,832

 

Unearned income

 

(933

)

(1,424

)

(2,535

)

Allowance for loan and lease losses

 

(90,643

)

(94,519

)

(91,968

)

Total loans and leases, net

 

4,329,043

 

3,374,744

 

3,498,329

 

 

 

 

 

 

 

 

 

Non-covered other real estate owned, net

 

45,432

 

35,961

 

33,572

 

Covered other real estate owned, net

 

19,114

 

17,311

 

22,842

 

Total other real estate owned, net

 

64,546

 

53,272

 

56,414

 

 

 

 

 

 

 

 

 

Premises and equipment, net

 

33,642

 

18,950

 

19,503

 

FDIC loss sharing asset

 

66,993

 

55,840

 

57,475

 

Cash surrender value of life insurance

 

80,592

 

68,587

 

68,326

 

Goodwill

 

209,190

 

79,673

 

79,866

 

Core deposit and customer relationship intangibles, net

 

20,190

 

13,547

 

14,723

 

Other assets

 

173,372

 

107,437

 

112,107

 

Total assets

 

$

6,709,102

 

$

5,299,905

 

$

5,463,658

 

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

Noninterest-bearing demand deposits

 

$

2,291,246

 

$

1,941,234

 

$

1,939,212

 

Interest-bearing deposits

 

3,231,754

 

2,611,996

 

2,769,909

 

Total deposits

 

5,523,000

 

4,553,230

 

4,709,121

 

Borrowings

 

9,696

 

11,196

 

12,591

 

Subordinated debentures

 

132,358

 

108,250

 

108,250

 

Discontinued operations

 

173,439

 

 

 

Accrued interest payable and other liabilities

 

68,910

 

37,433

 

44,575

 

Total liabilities

 

5,907,403

 

4,710,109

 

4,874,537

 

STOCKHOLDERS’ EQUITY (1)

 

801,699

 

589,796

 

589,121

 

Total liabilities and stockholders’ equity

 

$

6,709,102

 

$

5,299,905

 

$

5,463,658

 

 

 

 

 

 

 

 

 


(1) Includes net unrealized gain on securities available-for-sale, net

 

$

996

 

$

28,945

 

$

32,900

 

 

 

 

 

 

 

 

 

Book value per share

 

$

17.40

 

$

15.91

 

$

15.74

 

Tangible book value per share

 

$

12.42

 

$

13.40

 

$

13.22

 

 

 

 

 

 

 

 

 

Shares outstanding (includes unvested restricted shares of 1,788,562 at June 30, 2013; 1,203,495 at March 31, 2013; 1,698,281 at December 31, 2012)

 

46,080,731

 

37,071,357

 

37,420,909

 

 

20



 

PACWEST BANCORP AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

(Unaudited)

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

 

 

2013

 

2013

 

2012

 

2013

 

2012

 

 

 

(In thousands, except per share data)

 

Interest income:

 

 

 

 

 

 

 

 

 

 

 

Loans and leases

 

$

63,168

 

$

61,010

 

$

63,312

 

$

124,178

 

$

128,064

 

Investment securities

 

8,414

 

8,216

 

9,558

 

16,630

 

19,138

 

Deposits in financial institutions

 

49

 

43

 

20

 

92

 

88

 

Total interest income

 

71,631

 

69,269

 

72,890

 

140,900

 

147,290

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense:

 

 

 

 

 

 

 

 

 

 

 

Deposits

 

2,077

 

2,649

 

3,336

 

4,726

 

6,940

 

Borrowings

 

199

 

144

 

293

 

343

 

2,218

 

Subordinated debentures

 

882

 

783

 

848

 

1,665

 

2,039

 

Total interest expense

 

3,158

 

3,576

 

4,477

 

6,734

 

11,197

 

 

 

 

 

 

 

 

 

 

 

 

 

Net interest income

 

68,473

 

65,693

 

68,413

 

134,166

 

136,093

 

 

 

 

 

 

 

 

 

 

 

 

 

Provision (negative provision) for credit losses

 

(1,842

)

3,137

 

(271

)

1,295

 

(6,345

)

 

 

 

 

 

 

 

 

 

 

 

 

Net interest income after provision for credit losses

 

70,315

 

62,556

 

68,684

 

132,871

 

142,438

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest income:

 

 

 

 

 

 

 

 

 

 

 

Service charges on deposit accounts

 

2,767

 

2,863

 

3,328

 

5,630

 

6,681

 

Other commissions and fees

 

2,154

 

1,933

 

2,095

 

4,087

 

3,978

 

Gain on sale of leases

 

279

 

225

 

403

 

504

 

1,393

 

Gain on sale of securities

 

 

409

 

 

409

 

 

Other-than-temporary impairment loss on covered security

 

 

 

(1,115

)

 

(1,115

)

Increase in cash surrender value of life insurance

 

221

 

433

 

295

 

654

 

660

 

FDIC loss sharing expense, net

 

(5,410

)

(3,137

)

(102

)

(8,547

)

(3,681

)

Other income

 

192

 

114

 

(33

)

306

 

217

 

Total noninterest income

 

203

 

2,840

 

4,871

 

3,043

 

8,133

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest expense:

 

 

 

 

 

 

 

 

 

 

 

Compensation

 

26,057

 

25,350

 

23,699

 

51,407

 

47,886

 

Occupancy

 

7,480

 

6,598

 

7,088

 

14,078

 

14,376

 

Data processing

 

2,455

 

2,233

 

2,258

 

4,688

 

4,538

 

Other professional services

 

2,240

 

2,097

 

2,378

 

4,337

 

4,148

 

Business development

 

798

 

736

 

581

 

1,534

 

1,219

 

Communications

 

622

 

613

 

626

 

1,235

 

1,234

 

Insurance and assessments

 

1,267

 

1,261

 

1,323

 

2,528

 

2,616

 

Non-covered other real estate owned, net

 

80

 

313

 

130

 

393

 

1,951

 

Covered other real estate owned, net

 

(94

)

(813

)

2,130

 

(907

)

2,952

 

Intangible asset amortization

 

1,284

 

1,176

 

1,737

 

2,460

 

3,472

 

Acquisition and integration

 

17,997

 

692

 

871

 

18,689

 

896

 

Debt termination

 

 

 

 

 

22,598

 

Other expenses

 

4,030

 

3,927

 

4,764

 

7,957

 

8,594

 

Total noninterest expense

 

64,216

 

44,183

 

47,585

 

108,399

 

116,480

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings from continuing operations before income taxes

 

6,302

 

21,213

 

25,970

 

27,515

 

34,091

 

Income tax expense

 

(1,906

)

(7,719

)

(10,413

)

(9,625

)

(13,270

)

Net earnings from continuing operations

 

4,396

 

13,494

 

15,557

 

17,890

 

20,821

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss from discontinued operations before income taxes

 

(81

)

 

 

(81

)

 

Income tax benefit

 

34

 

 

 

34

 

 

Net loss from discontinued operations

 

(47

)

 

 

(47

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings

 

$

4,349

 

$

13,494

 

$

15,557

 

$

17,843

 

$

20,821

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted earnings per share:

 

 

 

 

 

 

 

 

 

 

 

Net earnings from continuing operations

 

$

0.11

 

$

0.37

 

$

0.42

 

$

0.47

 

$

0.57

 

Net earnings

 

$

0.11

 

$

0.37

 

$

0.42

 

$

0.47

 

$

0.57

 

 

21



 

PACWEST BANCORP AND SUBSIDIARIES

AVERAGE BALANCE SHEETS AND YIELD ANALYSIS

(Unaudited)

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

 

 

2013

 

2013

 

2012

 

2013

 

2012

 

 

 

(Dollars in thousands)

 

Average Assets:

 

 

 

 

 

 

 

 

 

 

 

Loans and leases, net of unearned income

 

$

3,765,715

 

$

3,500,895

 

$

3,499,056

 

$

3,634,037

 

$

3,530,911

 

Investment securities

 

1,424,804

 

1,365,210

 

1,390,080

 

1,395,172

 

1,376,573

 

Interest-earning deposits in financial institutions

 

75,739

 

69,056

 

28,478

 

72,416

 

66,017

 

Federal funds sold

 

 

 

10

 

 

5

 

Average interest-earning assets

 

5,266,258

 

4,935,161

 

4,917,624

 

5,101,625

 

4,973,506

 

Other assets

 

511,633

 

440,990

 

463,962

 

476,506

 

467,571

 

Average total assets

 

$

5,777,891

 

$

5,376,151

 

$

5,381,586

 

$

5,578,131

 

$

5,441,077

 

 

 

 

 

 

 

 

 

 

 

 

 

Average liabilities:

 

 

 

 

 

 

 

 

 

 

 

Interest checking deposits

 

$

557,438

 

$

523,503

 

$

514,969

 

$

540,564

 

$

514,079

 

Money market deposits

 

1,307,386

 

1,207,332

 

1,172,050

 

1,257,635

 

1,185,638

 

Savings deposits

 

184,055

 

155,687

 

160,937

 

169,950

 

160,947

 

Time deposits

 

756,008

 

796,644

 

889,705

 

776,214

 

916,103

 

Average interest-bearing deposits

 

2,804,887

 

2,683,166

 

2,737,661

 

2,744,363

 

2,776,767

 

Borrowings

 

20,554

 

12,561

 

113,233

 

16,580

 

176,506

 

Subordinated debentures

 

116,998

 

108,250

 

108,250

 

112,648

 

115,821

 

Average interest-bearing liabilities

 

2,942,439

 

2,803,977

 

2,959,144

 

2,873,591

 

3,069,094

 

Noninterest-bearing demand deposits

 

2,072,923

 

1,940,435

 

1,824,278

 

2,007,045

 

1,771,641

 

Other liabilities

 

96,104

 

42,532

 

40,984

 

69,466

 

45,359

 

Average total liabilities

 

5,111,466

 

4,786,944

 

4,824,406

 

4,950,102

 

4,886,094

 

Average stockholders’ equity

 

666,425

 

589,207

 

557,180

 

628,029

 

554,983

 

Average liabilities and stockholders’ equity

 

$

5,777,891

 

$

5,376,151

 

$

5,381,586

 

$

5,578,131

 

$

5,441,077

 

 

 

 

 

 

 

 

 

 

 

 

 

Average deposits

 

$

4,877,810

 

$

4,623,601

 

$

4,561,939

 

$

4,751,408

 

$

4,548,408

 

 

 

 

 

 

 

 

 

 

 

 

 

Yield on:

 

 

 

 

 

 

 

 

 

 

 

Average loans and leases

 

6.73

%

7.07

%

7.28

%

6.89

%

7.29

%

Average investment securities

 

2.37

%

2.44

%

2.77

%

2.40

%

2.80

%

Average investment securities - tax-equivalent yield

 

2.74

%

2.79

%

3.03

%

2.81

%

3.06

%

Average interest-earning deposits

 

0.26

%

0.25

%

0.28

%

0.26

%

0.27

%

Average interest-earning assets

 

5.46

%

5.69

%

5.96

%

5.57

%

5.96

%

 

 

 

 

 

 

 

 

 

 

 

 

Cost of:

 

 

 

 

 

 

 

 

 

 

 

Average deposits/all-in deposit cost (1)

 

0.17

%

0.23

%

0.29

%

0.20

%

0.31

%

Average interest-bearing deposits

 

0.30

%

0.40

%

0.49

%

0.35

%

0.50

%

Average borrowings

 

3.88

%

4.65

%

1.04

%

4.17

%

2.53

%

Average subordinated debentures

 

3.02

%

2.93

%

3.15

%

2.98

%

3.54

%

Average interest-bearing liabilities

 

0.43

%

0.52

%

0.61

%

0.47

%

0.73

%

 

 

 

 

 

 

 

 

 

 

 

 

Net interest rate spread (2)

 

5.03

%

5.17

%

5.35

%

5.10

%

5.23

%

Net interest margin (3)

 

5.22

%

5.40

%

5.60

%

5.30

%

5.50

%

 


 (1) Cost of average deposits/all-in deposit cost is calculated as annualized interest expense on deposits divided by average deposits.

 (2) Net interest rate spread is calculated as the yield on average interest-earning assets less the cost of average interest-bearing liabilities.

 (3) Net interest margin is calculated as annualized net interest income divided by average interest-earning assets.

 

22



 

PACWEST BANCORP AND SUBSIDIARIES

LOAN CONCENTRATION BY PORTFOLIO SEGMENT

(Unaudited)

 

 

 

June 30,

 

March 31,

 

December 31,

 

 

 

2013

 

2013

 

2012

 

 

 

(In thousands)

 

Non-Covered Loans and Leases

 

 

 

 

 

 

 

Real estate mortgage

 

$

2,495,364

 

$

1,796,484

 

$

1,917,670

 

Real estate construction

 

187,193

 

126,707

 

129,959

 

Commercial

 

898,973

 

794,419

 

787,775

 

Leases

 

216,089

 

204,766

 

174,373

 

Consumer

 

25,523

 

18,677

 

22,487

 

Foreign:

 

 

 

 

 

 

 

Commercial

 

14,621

 

15,712

 

15,567

 

Other, including real estate

 

1,452

 

1,556

 

1,674

 

Total gross non-covered loans and leases

 

$

3,839,215

 

$

2,958,321

 

$

3,049,505

 

 

 

 

 

 

 

 

 

Covered Loans

 

 

 

 

 

 

 

Real estate mortgage

 

$

537,238

 

$

489,506

 

$

504,900

 

Real estate construction

 

26,542

 

12,628

 

24,645

 

Commercial

 

14,096

 

9,683

 

13,184

 

Consumer

 

3,528

 

549

 

598

 

Total gross covered loans

 

$

581,404

 

$

512,366

 

$

543,327

 

 

 

 

 

 

 

 

 

Total Loans and Leases

 

 

 

 

 

 

 

Real estate mortgage

 

$

3,032,602

 

$

2,285,990

 

$

2,422,570

 

Real estate construction

 

213,735

 

139,335

 

154,604

 

Commercial

 

913,069

 

804,102

 

800,959

 

Leases

 

216,089

 

204,766

 

174,373

 

Consumer

 

29,051

 

19,226

 

23,085

 

Foreign:

 

 

 

 

 

 

 

Commercial

 

14,621

 

15,712

 

15,567

 

Other, including real estate

 

1,452

 

1,556

 

1,674

 

Total gross loans and leases

 

$

4,420,619

 

$

3,470,687

 

$

3,592,832

 

 

23



 

PACWEST BANCORP AND SUBSIDIARIES

LOAN PORTFOLIO COMPOSITION

(Unaudited)

 

 

 

June 30, 2013

 

March 31, 2013

 

 

 

Non-PCI

 

PCI

 

Total

 

Non-PCI

 

PCI

 

Total

 

 

 

Loans (1)

 

Loans (2)

 

Loans

 

Loans

 

Loans

 

Loans

 

 

 

(In thousands)

 

Non-Covered Loans and Leases

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate mortgage

 

$

2,477,066

 

$

18,298

 

$

2,495,364

 

$

1,796,484

 

$

 

$

1,796,484

 

Real estate construction

 

185,888

 

1,305

 

187,193

 

126,707

 

 

126,707

 

Commercial

 

898,973

 

 

898,973

 

794,419

 

 

794,419

 

Leases

 

216,089

 

 

216,089

 

204,766

 

 

204,766

 

Consumer

 

25,487

 

36

 

25,523

 

18,677

 

 

18,677

 

Foreign

 

16,073

 

 

16,073

 

17,268

 

 

17,268

 

Total gross non-covered loans and leases

 

$

3,819,576

 

$

19,639

 

$

3,839,215

 

$

2,958,321

 

$

 

$

2,958,321

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Covered Loans

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate mortgage

 

$

81,124

 

$

456,114

 

$

537,238

 

$

20,257

 

$

469,249

 

$

489,506

 

Real estate construction

 

11,888

 

14,654

 

26,542

 

 

12,628

 

12,628

 

Commercial

 

10,536

 

3,560

 

14,096

 

4,161

 

5,522

 

9,683

 

Consumer

 

3,106

 

422

 

3,528

 

459

 

90

 

549

 

Total gross covered loans

 

$

106,654

 

$

474,750

 

$

581,404

 

$

24,877

 

$

487,489

 

$

512,366

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Loans and Leases

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate mortgage

 

$

2,558,190

 

$

474,412

 

$

3,032,602

 

$

1,816,741

 

$

469,249

 

$

2,285,990

 

Real estate construction

 

197,776

 

15,959

 

213,735

 

126,707

 

12,628

 

139,335

 

Commercial

 

909,509

 

3,560

 

913,069

 

798,580

 

5,522

 

804,102

 

Leases

 

216,089

 

 

216,089

 

204,766

 

 

204,766

 

Consumer

 

28,593

 

458

 

29,051

 

19,136

 

90

 

19,226

 

Foreign

 

16,073

 

 

16,073

 

17,268

 

 

17,268

 

Total gross loans and leases

 

$

3,926,230

 

$

494,389

 

$

4,420,619

 

$

2,983,198

 

$

487,489

 

$

3,470,687

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans and Leases, Net of Allowance

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-covered loans and leases

 

$

3,819,576

 

$

19,639

 

$

3,839,215

 

$

2,958,321

 

$

 

$

2,958,321

 

Allowance for credit losses

 

(69,926

)

 

(69,926

)

(71,896

)

 

(71,896

)

Non-covered loans and leases, net

 

$

3,749,650

 

$

19,639

 

$

3,769,289

 

$

2,886,425

 

$

 

$

2,886,425

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Covered loans

 

$

106,654

 

$

474,750

 

$

581,404

 

$

24,877

 

$

487,489

 

$

512,366

 

Allowance for credit losses

 

 

(27,397

)

(27,397

)

 

(29,303

)

(29,303

)

Covered loans, net

 

$

106,654

 

$

447,353

 

$

554,007

 

$

24,877

 

$

458,186

 

$

483,063

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total loans and leases

 

$

3,926,230

 

$

494,389

 

$

4,420,619

 

$

2,983,198

 

$

487,489

 

$

3,470,687

 

Allowance for credit losses

 

(69,926

)

(27,397

)

(97,323

)

(71,896

)

(29,303

)

(101,199

)

Total loans and leases, net

 

$

3,856,304

 

$

466,992

 

$

4,323,296

 

$

2,911,302

 

$

458,186

 

$

3,369,488

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allowance for credit losses to loans and leases (excludes PCI)

 

1.78

%

5.54

%

2.20

%

2.41

%

6.01

%

2.92

%

 


(1) Non-PCI loans include loans originated by Pacific Western Bank and acquired loans that were not impaired on their acquisition date.

(2) PCI loans include loans acquired by Pacific Western Bank in an FDIC-assisted acquisition and loans acquired in the FCAL acquisition that were impaired on the acquisition date.

 

24



 

PACWEST BANCORP AND SUBSIDIARIES

NON-PCI NONCLASSIFIED AND CLASSIFIED LOANS AND LEASES

(Unaudited)

 

 

 

June 30, 2013

 

 

 

Nonclassified

 

Classified

 

Total

 

 

 

 

 

(In thousands)

 

 

 

Real estate mortgage:

 

 

 

 

 

 

 

Hospitality

 

$

186,728

 

$

5,685

 

$

192,413

 

SBA 504

 

49,826

 

5,765

 

55,591

 

Other

 

2,244,304

 

65,882

 

2,310,186

 

Total real estate mortgage

 

2,480,858

 

77,332

 

2,558,190

 

Real estate construction:

 

 

 

 

 

 

 

Residential

 

56,161

 

1,775

 

57,936

 

Commercial

 

131,417

 

8,423

 

139,840

 

Total real estate construction

 

187,578

 

10,198

 

197,776

 

Commercial:

 

 

 

 

 

 

 

Collateralized

 

499,198

 

25,842

 

525,040

 

Unsecured

 

98,856

 

2,890

 

101,746

 

Asset-based

 

249,834

 

4,247

 

254,081

 

SBA 7(a) 

 

22,666

 

5,976

 

28,642

 

Total commercial

 

870,554

 

38,955

 

909,509

 

Leases

 

215,845

 

244

 

216,089

 

Consumer

 

27,141

 

1,452

 

28,593

 

Foreign

 

16,073

 

 

16,073

 

Total non-PCI loans and leases

 

$

3,798,049

 

$

128,181

 

$

3,926,230

 

 

 

 

March 31, 2013

 

 

 

Nonclassified

 

Classified

 

Total

 

 

 

(In thousands)

 

Real estate mortgage:

 

 

 

 

 

 

 

Hospitality

 

$

158,812

 

$

13,660

 

$

172,472

 

SBA 504

 

49,678

 

5,725

 

55,403

 

Other

 

1,535,681

 

53,185

 

1,588,866

 

Total real estate mortgage

 

1,744,171

 

72,570

 

1,816,741

 

Real estate construction:

 

 

 

 

 

 

 

Residential

 

41,055

 

2,018

 

43,073

 

Commercial

 

79,852

 

3,782

 

83,634

 

Total real estate construction

 

120,907

 

5,800

 

126,707

 

Commercial:

 

 

 

 

 

 

 

Collateralized

 

421,553

 

15,131

 

436,684

 

Unsecured

 

76,007

 

2,550

 

78,557

 

Asset-based

 

254,633

 

3,631

 

258,264

 

SBA 7(a) 

 

19,048

 

6,027

 

25,075

 

Total commercial

 

771,241

 

27,339

 

798,580

 

Leases

 

204,522

 

244

 

204,766

 

Consumer

 

17,911

 

1,225

 

19,136

 

Foreign

 

17,268

 

 

17,268

 

Total non-PCI loans and leases

 

$

2,876,020

 

$

107,178

 

$

2,983,198

 

 

Note: Nonclassified loans and leases are those with a credit risk rating of either pass or special mention, while classified loans and leases are those with a credit risk rating of either substandard or doubtful.

 

25



 

PACWEST BANCORP AND SUBSIDIARIES

LOAN CONCENTRATION

(Unaudited)

 

 

 

June 30, 2013

 

March 31, 2013

 

 

 

Non-Covered

 

 

 

Total

 

Non-Covered

 

 

 

Total

 

 

 

Loans and

 

Covered

 

Loans and

 

Loans and

 

Covered

 

Loans and

 

 

 

Leases

 

Loans

 

Leases

 

Leases

 

Loans

 

Leases

 

 

 

(Dollars in thousands)

 

Real estate mortgage:

 

 

 

 

 

 

 

 

 

 

 

 

 

Hospitality

 

$

191,167

 

$

2,445

 

$

193,612

 

$

172,472

 

$

1,207

 

$

173,679

 

SBA 504

 

55,591

 

 

55,591

 

55,403

 

 

55,403

 

Other

 

2,248,606

 

534,793

 

2,783,399

 

1,568,609

 

488,299

 

2,056,908

 

Total real estate mortgage

 

2,495,364

 

537,238

 

3,032,602

 

1,796,484

 

489,506

 

2,285,990

 

Real estate construction:

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

 

57,936

 

2,491

 

60,427

 

43,073

 

2,867

 

45,940

 

Commercial

 

129,257

 

24,051

 

153,308

 

83,634

 

9,761

 

93,395

 

Total real estate construction

 

187,193

 

26,542

 

213,735

 

126,707

 

12,628

 

139,335

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total real estate loans

 

2,682,557

 

563,780

 

3,246,337

 

1,923,191

 

502,134

 

2,425,325

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial:

 

 

 

 

 

 

 

 

 

 

 

 

 

Collateralized

 

517,422

 

10,948

 

528,370

 

432,652

 

9,275

 

441,927

 

Unsecured

 

98,703

 

3,123

 

101,826

 

78,428

 

408

 

78,836

 

Asset-based

 

254,081

 

 

254,081

 

258,264

 

 

258,264

 

SBA 7(a) 

 

28,767

 

25

 

28,792

 

25,075

 

 

25,075

 

Total commercial

 

898,973

 

14,096

 

913,069

 

794,419

 

9,683

 

804,102

 

Leases

 

216,089

 

 

216,089

 

204,766

 

 

204,766

 

Consumer

 

25,523

 

3,528

 

29,051

 

18,677

 

549

 

19,226

 

Foreign

 

16,073

 

 

16,073

 

17,268

 

 

17,268

 

Total gross loans and leases

 

$

3,839,215

 

$

581,404

 

$

4,420,619

 

$

2,958,321

 

$

512,366

 

$

3,470,687

 

 

26



 

PACWEST BANCORP AND SUBSIDIARIES

LOAN CONCENTRATION

REAL ESTATE MORTGAGE LOANS

(Unaudited)

 

 

 

Non-Covered Loans

 

Covered Loans

 

 

 

June 30, 2013

 

March 31, 2013

 

June 30, 2013

 

March 31, 2013

 

 

 

 

 

% of

 

 

 

% of

 

 

 

% of

 

 

 

% of

 

Loan Category

 

Amount

 

Total

 

Amount

 

Total

 

Amount

 

Total

 

Amount

 

Total

 

 

 

(Dollars in thousands)

 

(Dollars in thousands)

 

Commercial real estate mortgage:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Industrial/warehouse

 

$

375,932

 

15

%

$

286,911

 

16

%

$

33,516

 

6

%

$

25,369

 

5

%

Retail

 

291,259

 

12

%

228,665

 

13

%

89,983

 

17

%

89,166

 

19

%

Office buildings

 

390,518

 

16

%

290,399

 

16

%

44,910

 

8

%

45,930

 

9

%

Owner-occupied

 

173,855

 

7

%

179,827

 

10

%

14,373

 

3

%

14,570

 

3

%

Hotel

 

191,167

 

8

%

172,472

 

10

%

2,445

 

1

%

1,207

 

 

Healthcare

 

150,704

 

6

%

108,693

 

6

%

12,911

 

2

%

11,047

 

2

%

Mixed use

 

77,609

 

3

%

50,243

 

3

%

8,857

 

2

%

2,723

 

1

%

Gas station

 

27,861

 

1

%

28,558

 

1

%

6,116

 

1

%

6,180

 

1

%

Self storage

 

47,441

 

2

%

32,662

 

2

%

44,175

 

8

%

38,175

 

8

%

Restaurant

 

25,447

 

1

%

16,480

 

1

%

905

 

 

1,563

 

 

Land acquisition/development

 

13,625

 

1

%

21,851

 

1

%

 

 

 

 

Unimproved land

 

14,254

 

1

%

11,778

 

1

%

132

 

 

150

 

 

Other

 

210,937

 

8

%

165,809

 

9

%

15,142

 

3

%

13,490

 

3

%

Total commercial real estate mortgage

 

1,990,609

 

81

%

1,594,348

 

89

%

273,465

 

51

%

249,570

 

51

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential real estate mortgage:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Multi-family

 

254,165

 

10

%

100,666

 

5

%

148,855

 

28

%

150,743

 

31

%

Single family owner-occupied

 

171,801

 

7

%

38,710

 

2

%

92,833

 

17

%

69,044

 

14

%

Single family nonowner-occupied

 

8,588

 

 

11,896

 

1

%

15,889

 

3

%

16,009

 

3

%

HELOCs

 

59,866

 

2

%

49,560

 

3

%

6,196

 

1

%

2,093

 

1

%

Mixed use

 

10,335

 

 

1,304

 

 

 

 

2,047

 

 

Total residential real estate mortgage

 

504,755

 

19

%

202,136

 

11

%

263,773

 

49

%

239,936

 

49

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total gross real estate mortgage loans

 

$

2,495,364

 

100

%

$

1,796,484

 

100

%

$

537,238

 

100

%

$

489,506

 

100

%

 

27



 

PACWEST BANCORP AND SUBSIDIARIES

ALLOWANCE FOR LOAN AND LEASE LOSSES,

ALLOWANCE FOR CREDIT LOSSES, NONPERFORMING

ASSETS AND CREDIT QUALITY RATIOS

(Unaudited)

 

 

 

June 30,

 

March 31,

 

December 31,

 

 

 

2013

 

2013

 

2012

 

 

 

(Dollars in thousands)

 

Allowance for loan and lease losses:

 

 

 

 

 

 

 

Non-PCI loans

 

$

63,246

 

$

65,216

 

$

65,899

 

PCI loans

 

27,397

 

29,303

 

26,069

 

Total allowance for loan and lease losses

 

$

90,643

 

$

94,519

 

$

91,968

 

 

 

 

 

 

 

 

 

Allowance for loan and lease losses on non-PCI loans

 

$

63,246

 

$

65,216

 

$

65,899

 

Reserve for unfunded loan commitments on non-PCI loans

 

6,680

 

6,680

 

6,220

 

Total allowance for credit losses on non-PCI loans

 

69,926

 

71,896

 

72,119

 

Allowance for loan losses on PCI loans

 

27,397

 

29,303

 

26,069

 

Total allowance for credit losses

 

$

97,323

 

$

101,199

 

$

98,188

 

 

 

 

 

 

 

 

 

Nonaccrual loans and leases (1) 

 

$

51,689

 

$

43,127

 

$

41,762

 

Other real estate owned

 

64,546

 

53,272

 

56,414

 

Total nonperforming assets

 

$

116,235

 

$

96,399

 

$

98,176

 

 

 

 

 

 

 

 

 

Performing restructured loans (1)

 

$

83,543

 

$

80,501

 

$

106,288

 

 

 

 

 

 

 

 

 

Nonaccrual loans and leases (excluding PCI loans):

 

 

 

 

 

 

 

Non-covered

 

$

46,189

 

$

41,893

 

$

39,284

 

Covered

 

5,500

 

1,234

 

2,478

 

Total nonaccrual loans and leases (excludes PCI loans)

 

$

51,689

 

$

43,127

 

$

41,762

 

 

 

 

 

 

 

 

 

Non-PCI Credit Quality Ratios:

 

 

 

 

 

 

 

Allowance for credit losses to loans and leases

 

1.78

%

2.41

%

2.35

%

Allowance for credit losses to nonaccrual loans and leases

 

135.3

%

166.7

%

172.7

%

Nonperforming assets to loans and leases and other real estate owned

 

2.91

%

3.17

%

3.14

%

Nonperforming assets to total assets

 

1.73

%

1.82

%

1.80

%

Nonaccrual loans and leases to loans and leases

 

1.32

%

1.45

%

1.36

%

 


(1) Applies only to non-PCI loans and leases.

 

28



 

PACWEST BANCORP AND SUBSIDIARIES

ALLOWANCE FOR LOAN LOSSES  ROLLFORWARD

(Unaudited)

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

 

 

2013

 

2013

 

2012

 

2013

 

2012

 

 

 

(Dollars in thousands)

 

Allowance for loan losses on non-PCI loans and leases, beginning of period

 

$

65,216

 

$

65,899

 

$

74,767

 

$

65,899

 

$

85,313

 

Loans and leases charged-off:

 

 

 

 

 

 

 

 

 

 

 

Real estate mortgage

 

(3,237

)

(322

)

(2,583

)

(3,559

)

(4,773

)

Commercial

 

(1,370

)

(708

)

(1,352

)

(2,078

)

(2,223

)

Leases

 

 

(114

)

 

(114

)

 

Consumer

 

(27

)

(9

)

(34

)

(36

)

(233

)

Total loans and leases charged off

 

(4,634

)

(1,153

)

(3,969

)

(5,787

)

(7,229

)

Recoveries on loans charged-off:

 

 

 

 

 

 

 

 

 

 

 

Real estate mortgage

 

1,336

 

177

 

43

 

1,513

 

372

 

Real estate construction

 

12

 

323

 

14

 

335

 

24

 

Commercial

 

1,297

 

407

 

190

 

1,704

 

1,014

 

Consumer

 

19

 

23

 

16

 

42

 

47

 

Foreign

 

 

 

 

 

20

 

Total recoveries on loans charged off

 

2,664

 

930

 

263

 

3,594

 

1,477

 

Net charge-offs

 

(1,970

)

(223

)

(3,706

)

(2,193

)

(5,752

)

Provision (negative provision) for credit losses

 

 

(460

)

1,000

 

(460

)

(7,500

)

Allowance for loan losses on non-PCI loans and leases, end of period

 

$

63,246

 

$

65,216

 

$

72,061

 

$

63,246

 

$

72,061

 

 

 

 

 

 

 

 

 

 

 

 

 

Annualized net charge-offs to average non-PCI loans and leases

 

0.24

%

0.03

%

0.52

%

0.14

%

0.40

%

 

 

 

 

 

 

 

 

 

 

 

 

Allowance for loan losses on PCI loans, beginning of period

 

$

29,303

 

$

26,069

 

$

35,810

 

$

26,069

 

$

31,275

 

Provision (negative provision) for credit losses

 

(1,842

)

3,137

 

(271

)

1,295

 

3,655

 

Net (charge-offs) recoveries

 

(64

)

97

 

(4,076

)

33

 

(3,467

)

Allowance for loan losses on PCI loans, end of period

 

$

27,397

 

$

29,303

 

$

31,463

 

$

27,397

 

$

31,463

 

 

29



 

PACWEST BANCORP AND SUBSIDIARIES

DEPOSITS

(Unaudited)

 

 

 

June 30,

 

March 31,

 

December 31,

 

Deposit Category

 

2013

 

2013

 

2012

 

 

 

(Dollars in thousands)

 

Noninterest-bearing demand deposits

 

$

2,291,246

 

$

1,941,234

 

$

1,939,212

 

Interest checking deposits

 

610,328

 

512,645

 

513,389

 

Money market deposits

 

1,586,547

 

1,184,987

 

1,282,513

 

Savings deposits

 

212,766

 

157,572

 

153,680

 

Total core deposits

 

4,700,887

 

3,796,438

 

3,888,794

 

Time deposits under $100,000

 

269,481

 

252,605

 

274,622

 

Time deposits of $100,000 and over

 

552,632

 

504,187

 

545,705

 

Total time deposits

 

822,113

 

756,792

 

820,327

 

Total deposits

 

$

5,523,000

 

$

4,553,230

 

$

4,709,121

 

 

 

 

 

 

 

 

 

Noninterest-bearing demand deposits as a percentage of total deposits

 

41

%

43

%

41

%

Core deposits as a percentage of total deposits

 

85

%

83

%

83

%

 

PACWEST BANCORP AND SUBSIDIARIES

TIME DEPOSITS

(Unaudited)

 

 

 

June 30, 2013

 

 

 

Time

 

Time

 

 

 

 

 

 

 

Deposits

 

Deposits

 

Total

 

 

 

 

 

Under

 

$100,000

 

Time

 

 

 

Maturity

 

$100,000

 

or More

 

Deposits

 

Rate

 

 

 

(Dollars in thousands)

 

Due in three months or less

 

$

77,851

 

$

176,932

 

$

254,783

 

0.61

%

Due in over three months through six months

 

46,095

 

91,658

 

137,753

 

0.61

%

Due in over six months through twelve months

 

78,618

 

146,131

 

224,749

 

0.71

%

Due in over 12 months through 24 months

 

36,212

 

74,464

 

110,676

 

0.86

%

Due in over 24 months

 

30,705

 

63,447

 

94,152

 

0.99

%

Total

 

$

269,481

 

$

552,632

 

$

822,113

 

0.71

%

 

30



 

PACWEST BANCORP AND SUBSIDIARIES

GAAP TO NON-GAAP RECONCILIATIONS

(Unaudited)

 

 

 

Three Months Ended

 

Six Months Ended

 

Adjusted Earnings From Continuing 

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

Operations Before Income Taxes

 

2013

 

2013

 

2012

 

2013

 

2012

 

 

 

(In thousands)

 

Earnings from continuing operations before income taxes

 

$

6,302

 

$

21,213

 

$

25,970

 

$

27,515

 

$

34,091

 

Plus: Provision (negative provision) for credit losses

 

(1,842

)

3,137

 

(271

)

1,295

 

(6,345

)

Non-covered OREO expense, net

 

80

 

313

 

130

 

393

 

1,951

 

Covered OREO (income) expense, net

 

(94

)

(813

)

2,130

 

(907

)

2,952

 

Other-than-temporary impairment loss on covered security

 

 

 

1,115

 

 

1,115

 

Acquisition and integration costs

 

17,997

 

692

 

871

 

18,689

 

896

 

Debt termination expense

 

 

 

 

 

22,598

 

Less: FDIC loss sharing income (expense), net

 

(5,410

)

(3,137

)

(102

)

(8,547

)

(3,681

)

Gain on sale of securities

 

 

409

 

 

409

 

 

Adjusted earnings from continuing operations before income taxes

 

$

27,853

 

$

27,270

 

$

30,047

 

$

55,123

 

$

60,939

 

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

Adjusted Efficiency Ratio

 

2013

 

2013

 

2012

 

2013

 

2012

 

 

 

(Dollars in thousands)

 

Noninterest expense

 

$

64,216

 

$

44,183

 

$

47,585

 

$

108,399

 

$

116,480

 

Less: Non-covered OREO expense, net

 

80

 

313

 

130

 

393

 

1,951

 

Covered OREO (income) expense, net

 

(94

)

(813

)

2,130

 

(907

)

2,952

 

Acquisition and integration costs

 

17,997

 

692

 

871

 

18,689

 

896

 

Debt termination expense

 

 

 

 

 

22,598

 

Adjusted noninterest expense

 

$

46,233

 

$

43,991

 

$

44,454

 

$

90,224

 

$

88,083

 

 

 

 

 

 

 

 

 

 

 

 

 

Net interest income

 

$

68,473

 

$

65,693

 

$

68,413

 

$

134,166

 

$

136,093

 

Noninterest income

 

203

 

2,840

 

4,871

 

3,043

 

8,133

 

Net revenues

 

68,676

 

68,533

 

73,284

 

137,209

 

144,226

 

Less: FDIC loss sharing income (expense), net

 

(5,410

)

(3,137

)

(102

)

(8,547

)

(3,681

)

Gain on sale of securities

 

 

409

 

 

409

 

 

Other-than-temporary impairment loss on covered security

 

 

 

(1,115

)

 

(1,115

)

Adjusted net revenues

 

$

74,086

 

$

71,261

 

$

74,501

 

$

145,347

 

$

149,022

 

 

 

 

 

 

 

 

 

 

 

 

 

Base efficiency ratio (1)

 

93.5

%

64.5

%

64.9

%

79.0

%

80.8

%

Adjusted efficiency ratio (2)

 

62.4

%

61.7

%

59.7

%

62.1

%

59.1

%

 


(1)  Noninterest expense divided by net revenues.

(2)  Adjusted noninterest expense divided by adjusted net revenues.

 

31



 

PACWEST BANCORP AND SUBSIDIARIES

GAAP TO NON-GAAP RECONCILIATIONS

(Unaudited)

 

Adjusted Allowance for Credit Losses to 

 

June 30,

 

Loans and Leases (Excludes PCI Loans)

 

2013

 

 

 

(Dollars in thousands)

 

 

 

 

 

Allowance for credit losses

 

$

69,926

 

Less: Allowance related to acquired loans

 

1,824

 

Adjusted allowance for credit losses

 

$

68,102

 

 

 

 

 

Gross loans and leases

 

$

3,926,230

 

Less: Loans and leases acquired in acquisitions and included in allowance calculation

 

1,251,243

 

Adjusted loans and leases

 

$

2,674,987

 

 

 

 

 

Allowance for credit losses to loans and leases (1)

 

1.78

%

Adjusted allowance for credit losses to loans and leases (2)

 

2.55

%

 


(1) Allowance for credit losses divided by gross loans and leases.

(2) Adjusted allowance for credit losses divided by adjusted loans and leases.

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

Return on Average Tangible Equity

 

2013

 

2013

 

2012

 

2013

 

2012

 

 

 

(Dollars in thousands)

 

PacWest Bancorp Consolidated:

 

 

 

 

 

 

 

 

 

 

 

Net earnings

 

$

4,349

 

$

13,494

 

$

15,557

 

$

17,843

 

$

20,821

 

 

 

 

 

 

 

 

 

 

 

 

 

Average stockholders’ equity

 

$

666,425

 

$

589,207

 

$

557,180

 

$

628,029

 

$

554,983

 

Less: Average intangible assets

 

129,863

 

93,786

 

81,184

 

111,924

 

77,583

 

Average tangible common equity

 

$

536,562

 

$

495,421

 

$

475,996

 

$

516,105

 

$

477,400

 

 

 

 

 

 

 

 

 

 

 

 

 

Annualized return on average equity (1)

 

2.62

%

9.29

%

11.23

%

5.73

%

7.54

%

Annualized return on average tangible equity (2) 

 

3.25

%

11.05

%

13.15

%

6.97

%

8.77

%

 


(1) Annualized net earnings divided by average stockholders’ equity.

(2) Annualized net earnings divided by average tangible common equity.

 

32



 

PACWEST BANCORP AND SUBSIDIARIES

GAAP TO NON-GAAP RECONCILIATIONS

(Unaudited)

 

 

 

June 30,

 

March 31,

 

December 31,

 

Tangible Common Equity

 

2013

 

2013

 

2012

 

 

 

(Dollars in thousands)

 

PacWest Bancorp Consolidated:

 

 

 

 

 

 

 

Stockholders’ equity

 

$

801,699

 

$

589,796

 

$

589,121

 

Less: Intangible assets

 

229,380

 

93,220

 

94,589

 

Tangible common equity

 

$

572,319

 

$

496,576

 

$

494,532

 

 

 

 

 

 

 

 

 

Total assets

 

$

6,709,102

 

$

5,299,905

 

$

5,463,658

 

Less: Intangible assets

 

229,380

 

93,220

 

94,589

 

Tangible assets

 

$

6,479,722

 

$

5,206,685

 

$

5,369,069

 

 

 

 

 

 

 

 

 

Equity to assets ratio

 

11.95

%

11.13

%

10.78

%

Tangible common equity ratio (1)

 

8.83

%

9.54

%

9.21

%

 

 

 

 

 

 

 

 

Book value per share

 

$

17.40

 

$

15.91

 

$

15.74

 

Tangible book value per share (2)

 

$

12.42

 

$

13.40

 

$

13.22

 

Shares outstanding

 

46,080,731

 

37,071,357

 

37,420,909

 

 

 

 

 

 

 

 

 

Pacific Western Bank:

 

 

 

 

 

 

 

Stockholders’ equity

 

$

890,477

 

$

650,258

 

$

649,656

 

Less: Intangible assets

 

229,380

 

93,220

 

94,589

 

Tangible common equity

 

$

661,097

 

$

557,038

 

$

555,067

 

 

 

 

 

 

 

 

 

Total assets

 

$

6,699,832

 

$

5,278,470

 

$

5,443,484

 

Less: Intangible assets

 

229,380

 

93,220

 

94,589

 

Tangible assets

 

$

6,470,452

 

$

5,185,250

 

$

5,348,895

 

 

 

 

 

 

 

 

 

Equity to assets ratio

 

13.29

%

12.32

%

11.93

%

Tangible common equity ratio (1)

 

10.22

%

10.74

%

10.38

%

 


 

(1) Tangible common equity divided by tangible assets.

(2) Tangible common equity divided by shares outstanding.

 

33



 

PACWEST BANCORP AND SUBSIDIARIES

EARNINGS PER SHARE CALCULATIONS

(Unaudited)

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

 

 

2013

 

2013

 

2012

 

2013

 

2012

 

 

 

(In thousands, except per share data)

 

Basic Earnings Per Share:

 

 

 

 

 

 

 

 

 

 

 

Net earnings from continuing operations

 

$

4,396

 

$

13,494

 

$

15,557

 

$

17,890

 

$

20,821

 

Less: earnings allocated to unvested restricted stock (1)

 

(212

)

(326

)

(538

)

(351

)

(602

)

Net earnings from continuing operations allocated to common shares

 

4,184

 

13,168

 

15,019

 

17,539

 

20,219

 

Net earnings from discontinued operations

 

(47

)

 

 

(47

)

 

Net earnings allocated to common shares

 

$

4,137

 

$

13,168

 

$

15,019

 

$

17,492

 

$

20,219

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average basic shares and unvested restricted stock outstanding

 

40,338.3

 

37,391.1

 

37,359.2

 

38,872.8

 

37,321.6

 

Less: weighted-average unvested restricted stock outstanding

 

(1,596.7

)

(1,594.1

)

(1,669.2

)

(1,595.4

)

(1,661.6

)

Weighted-average basic shares outstanding

 

38,741.6

 

35,797.0

 

35,690.0

 

37,277.4

 

35,660.0

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per share:

 

 

 

 

 

 

 

 

 

 

 

Net earnings from continuing operations

 

$

0.11

 

$

0.37

 

$

0.42

 

$

0.47

 

$

0.57

 

Net earnings from discontinued operations

 

 

 

 

 

 

Net earnings

 

$

0.11

 

$

0.37

 

$

0.42

 

$

0.47

 

$

0.57

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted Earnings Per Share:

 

 

 

 

 

 

 

 

 

 

 

Net earnings from continuing operations allocated to common shares

 

$

4,184

 

$

13,168

 

$

15,019

 

$

17,539

 

$

20,219

 

Net earnings from discontinued operations

 

(47

)

 

 

(47

)

 

Net earnings allocated to common shares

 

$

4,137

 

$

13,168

 

$

15,019

 

$

17,492

 

$

20,219

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average basic shares outstanding

 

38,741.6

 

35,797.0

 

35,690.0

 

37,277.4

 

35,660.0

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per share:

 

 

 

 

 

 

 

 

 

 

 

Net earnings from continuing operations

 

$

0.11

 

$

0.37

 

$

0.42

 

$

0.47

 

$

0.57

 

Net earnings from discontinued operations

 

 

 

 

 

 

Net earnings

 

$

0.11

 

$

0.37

 

$

0.42

 

$

0.47

 

$

0.57

 

 


(1) Represents cash dividends paid to holders of unvested restricted stock, net of estimated forfeitures, plus undistributed earnings amounts available to holders of unvested restricted stock, if any.

 

Contact information:

Matt Wagner, Chief Executive Officer, (310) 728-1020

Vic Santoro, Executive Vice President and CFO, (310) 728-1021

 

34