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WABC > SEC Filings for WABC > Form 10-Q on 8-May-2009All Recent SEC Filings

Show all filings for WESTAMERICA BANCORPORATION | Request a Trial to NEW EDGAR Online Pro

Form 10-Q for WESTAMERICA BANCORPORATION


8-May-2009

Quarterly Report


Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Westamerica Bancorporation and subsidiaries (the "Company") reported first quarter 2009 net income applicable to common equity of $52.2 million or $1.80 diluted earnings per common share. These results compare to net income applicable to common equity of $26.8 million or $0.92 diluted earnings per common share and $20.8 million or $0.71 diluted earnings per common share, respectively, for the first and fourth quarters of 2008. The first quarter of 2009 included a $48.8 million FAS 141R gain resulting from the acquisition of County Bank ("County") which increased net income by $28.3 million and earnings per diluted common share by $0.98. The first quarter of 2008 included benefits from Visa's initial public offering which increased net income by $4.7 million and earnings per diluted common share by $0.16. The fourth quarter of 2008 included a $3.3 million charge for "other than temporary impairment" securities losses which reduced net income by $1.9 million or earnings per diluted common share by $0.07.
Acquisition
On February 6, 2009, Westamerica Bank ("Bank") acquired the banking operations of County from the Federal Deposit Insurance Corporation ("FDIC"). The Bank acquired approximately $1.62 billion of assets and assumed $1.56 billion of liabilities. The Bank and the FDIC entered loss sharing agreements regarding future losses incurred on loans and foreclosed loan collateral existing at February 6, 2009. Under the terms of the loss sharing agreements, the FDIC will absorb 80 percent of losses and share in 80 percent of loss recoveries on the first $269 million of losses, and absorb 95 percent of losses and share in 95 percent of loss recoveries on losses exceeding $269 million. The term for loss sharing on residential real estate loans is ten years, while the term for loss sharing on non-residential real estate loans is three years in respect to losses and five years in respect to loss recoveries. The County Bank acquisition was accounted for under the purchase method of accounting in accordance with FAS 141R. The Company recorded a FAS 141R gain totaling $48.8 million resulting from the acquisition, which is a component of noninterest income on the statement of income. The amount of the gain is equal to the amount by which the fair value of assets purchased exceeded the fair value of liabilities assumed. See Note 3 of the Notes to unaudited Consolidated Financial Statements for additional information regarding the acquisition.
Net Income
Following is a summary of the components of net income for the periods indicated:

                                                                 Three months ended
                                                   March 31,        March 31,        December 31,
                                                     2009             2008               2008
                                                       (In thousands, except per share data)
Net interest income (FTE)                         $    59,359      $    47,982      $       49,850
Provision for loan losses                              (1,800 )           (600 )              (900 )
Noninterest income                                     63,968           19,378               9,908
Noninterest expense                                   (34,123 )        (23,056 )           (26,166 )
Provision for income taxes (FTE)                      (34,579 )        (16,926 )           (11,882 )


Net income                                        $    52,825      $    26,778      $       20,810


Net income applicable to common equity            $    52,247      $    26,778      $       20,810


Average diluted common shares                          29,105           29,210              29,218

Diluted earnings per common share                 $      1.80      $      0.92      $         0.71

Average total assets                              $ 4,998,964      $ 4,433,934      $    4,053,295
Net income (annualized) to average total
assets                                                   4.24 %           2.43 %              2.04 %

Net income (annualized) to average common
stockholders' equity                                    48.01 %          27.32 %             20.56 %

Net income applicable to common equity for the first quarter of 2009 was $25.5 million more than the same quarter of 2008, largely attributable to a FAS 141R gain of $48.8 million and higher net interest income (FTE), partially offset by higher provision for loan losses, higher noninterest expense and an increase in income tax provision (FTE). An $11.4 million or 23.7% increase in net interest income (FTE) was mostly attributed to growth in average balances of loans and lower rates paid on interest-bearing liabilities, partially offset by lower yields on loans and higher average balances of interest-bearing liabilities and lower average balances of investments. The provision for loan losses increased $1.2 million, reflecting Management's assessment of credit risk and the appropriate level of the allowance for loan losses. Noninterest income rose $44.6 million mainly due to the FAS 141R gain and higher service charges on deposit accounts, partially offset by the $5.7 million securities gain in the first quarter of 2008. Noninterest expense increased $11.1 million mostly due to acquisition-related increases in salaries and related benefits, occupancy and equipment expenses, legal fees, loan expenses, higher amortization of intangibles and the reversal of a $2.3 million accrual for Visa related litigation in the first quarter of 2008. The provision for income taxes (FTE) increased $17.7 million primarily due to the FAS 141R gain and higher profitability.

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Comparing the first quarter of 2009 to the prior quarter, net income applicable to common equity increased $31.4 million, due to the FAS 141R gain and higher net interest income (FTE), partially offset by increases in the provision for loan losses, noninterest expense and income tax provision (FTE). The higher net interest income (FTE) was mainly caused by higher average loans and lower rates paid on interest-bearing deposits, partially offset by lower yields on loans and higher average balances of interest-bearing liabilities. The provision for loan losses increased $900 thousand to reflect Management's assessment of credit risk and the appropriate level of the allowance for loan losses. Noninterest income increased $54.1 million largely due to the FAS 141R gain, higher service charges on deposit accounts due to acquired deposits and the securities losses in the fourth quarter of 2008. The income tax provision (FTE) increased $22.7 million primarily due to the FAS 141R gain and higher profitability and the securities losses in the fourth quarter of 2008.
Net Interest Income
Following is a summary of the components of net interest income for the periods indicated:

                                                 Three months ended
                                      March 31,             December 31,
                                        2009            2008            2008
                                                   (In thousands)

         Interest and fee income     $    59,185     $    55,394     $    49,445
         Interest expense                 (4,833 )       (12,828 )        (4,592 )
         FTE adjustment                    5,007           5,416           4,997


         Net interest income (FTE)   $    59,359     $    47,982     $    49,850


         Average earning assets      $ 4,475,371     $ 4,028,221     $ 3,654,966

         Net interest margin (FTE)          5.35 %          4.79 %          5.44 %

Net interest income (FTE) increased during the first quarter of 2009 by $11.4 million or 23.7% from the same period in 2008 to $59.4 million, mainly due to higher average balances of loans (up $658 million) and lower rates paid on interest-bearing liabilities (down 123 basis points ("bp")), partially offset by lower yields on loans (down 51 bp) and higher average balances of interest-bearing liabilities (up $384 million) and lower average balances of investments (down $211 million).
Comparing the first three months of 2009 with the fourth quarter of 2008, net interest income (FTE) increased $9.5 million or 19.1%, primarily due to a higher volume of average loans (up $736 million) and lower rates paid on interest-bearing deposits (down 13 bp), partially offset by lower yields on loans (down 17 bp) and higher average balances of interest-bearing liabilities (up $730 million).
Interest and Fee Income
Interest and fee income (FTE) for the first quarter of 2009 increased $3.4 million or 5.6% from the same period in 2008. The increase was caused primarily by higher average balances of loans (up $658 million), partially offset by lower yields on loans (down 51 bp) and lower average balances of investments (down $211 million).
The growth in the average earning assets in the first quarter of 2009 compared with the same period in 2008 was substantially attributable to the acquisition of County loans from the FDIC. The average balance of such loans for the first quarter of 2009 was $762 million. The growth in average balances of loans were mainly due to increases in the average balance of commercial real estate loans (up $341 million), taxable commercial loans (up $303 million), and other consumer loans (up $70 million), partially offset by a $23 million decline in average tax-exempt commercial loans, a $21 million decline in average residential real estate loans and a $12 million decline in average construction loans. The average investment portfolio decreased $211 million largely due to declines in average balances of U.S. government sponsored entity obligations (down $135 million), a $24 million decline in municipal securities and a $62 million decline in average balances of FHLMC and FNMA stock resulting from the impairment charge in the second, third and fourth quarters of 2008, partially offset by increases in mortgage backed securities and collateralized mortgage obligations which were purchased from the FDIC as a part of the County acquisition. The average yield on the Company's earning assets decreased from 6.06% in the first quarter 2008 to 5.79% in the corresponding period of 2009. The composite yield on loans fell 51 bp to 5.97% due to decreases in yields on taxable commercial loans (down 176 bp), commercial real estate loans (down 58 bp) and real estate construction loans (down 466 bp), partially offset by a 21 bp increase in yields on tax-exempt commercial loans. The investment portfolio yield decreased 2 bp to 5.38%, mainly due to a 489 bp decrease in the average yield on corporate and other securities which was affected primarily by suspended dividends on FLHMC and FNMA preferred stock. Offsetting the decline were increases in yields on U.S. government sponsored entity obligations (up 36 bp), mortgage backed securities and collateralized mortgage obligations (up 31 bp) and municipal securities (up 11 bp).

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Comparing the first quarter of 2009 with the prior quarter of 2008, interest and fee income (FTE) was up $9.8 million or 17.9%. The increase largely resulted from a higher volume of average loans due to the County acquisition, partially offset by lower yields on loans. Average earning assets increased $820 million or 22.4% for the first quarter of 2009 compared with the previous quarter due to the County acquisition. A $736 million increase in the average balance of the loan portfolio was attributable to increases in average balances of commercial real estate loans (up $372 million), taxable commercial loans (up $288 million), consumer installment loans (up $70 million) and real estate construction loans (up $18 million), partially offset by a $7 million decrease in the average balance of tax-exempt commercial loans and a $5 million decrease in the average balance of residential real estate loans. Average investments rose by $84 million primarily due to County acquisition related growth in the average balances of mortgage backed securities and collateralized mortgage obligations (up $77 million), municipal securities (up $10 million), and corporate and other securities (up $4 million), partially offset by an $8 million decrease in the average balance of U.S. government sponsored entity obligations. The average yield on earning assets for the first three months of 2009 was 5.79% compared with 5.94% in the fourth quarter of 2008. The loan portfolio yield for the first three months of 2009 compared with the previous quarter was lower by 17 bp, due to decreases in yields on commercial real estate loans (down 53 bp), taxable commercial loans (down 46 bp), and real estate construction loans (down 68 bp), partially offset by consumer installment and other consumer loans (up 9 bp). The investment portfolio yield decreased by 16 bp. The decrease resulted mostly from lower yields on corporate and other securities (down 136 bp) and U.S. government sponsored entity obligations (down 13 bp), partially offset by higher yields on mortgage backed securities and collateralized mortgage obligations (up 27 bp) and municipal securities (up 4 bp).
Interest Expense
Interest expense in the first quarter of 2009 decreased $8.0 million compared with the same period in 2008. The decrease was attributable to lower rates paid on the interest-bearing liabilities and higher levels of shareholders' equity, partially offset by higher average interest-bearing liabilities. The average rate paid on interest-bearing liabilities decreased from 1.85% in the first quarter of 2008 to 0.62% in the same quarter of 2009. Rates paid on most interest-bearing liabilities moved with general market conditions. Rates on interest-bearing deposits decreased 86 bp to 0.60% primarily due to decreases in rates paid on CDs over $100 thousand (down 243 bp) , CDs less than $100 thousand (down 164 bp) and preferred money market savings (down 145 bp). Rates on short-term borrowings also decreased 224 bp mostly due to lower rates on federal funds purchased (down 303 bp) and line of credit and repurchase facilities (down 198 bp). Average interest-bearing liabilities rose by $384 million or 13.9% for the first quarter of 2009 over the same period of 2008 primarily through acquisition. Interest-bearing deposits grew $564 million primarily due to increases in CDs less than $100 thousand (up $170 million), CDs over $100 thousand (up $164 million), money market checking accounts (up $121 million), regular savings (up $58 million) and money market savings (up $53 million). Offsetting the increase were decreases in average balances of short-term borrowings (down $169 million) and long-term debt (down $10 million). Average short-term borrowings decreased $169 million due to declines in average balances of federal funds purchased (down $251 million) and sweep accounts (down $22 million), partially offset by FHLB advances assumed through the County acquisition averaging $59 million and a $45 million increase in average balances of repurchase facilities.
Comparing the first quarter of 2009 with the fourth quarter of 2008, interest expense increased $241 thousand or 5.2%, due to higher average balances of interest-bearing liabilities, offset by lower rates paid and higher levels of shareholders' equity. Average interest-bearing liabilities during the first quarter of 2009 rose by $730 million or 30.1% over the last quarter of 2008 mainly through the County acquisition. A $628 million growth in interest-bearing deposits was mostly attributable to increases in average balances of CDs over $100 thousand (up $185 million), CDs less than $100 thousand (up $174 million), money market checking accounts (up $134 million), money market savings (up $78 million) and regular savings (up $54 million). Short-term borrowings also increased, mainly the net result of higher average balances of repurchase agreements (up $63 million) and FHLB advances (up $59 million), partially offset by lower average balances of federal funds purchased (down $10 million) and sweep accounts (down $10 million). Rates paid on liabilities averaged 0.62% during the first three months of 2009 compared with 0.75% for the last three months of 2008. The average rate paid on interest-bearing deposits declined 13 bp to 0.60% in the first quarter 2009 mainly due to lower rates on CDs less than $100 thousand (down 59 bp), CDs over $100 thousand (down 49 bp) and preferred money market savings (down 32 bp). Rates on short-term borrowings were also lower by 6 bp largely due to federal funds (down 31 bp) and sweep accounts (down 10 bp).

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Net Interest Margin (FTE)
The following summarizes the components of the Company's net interest margin for
the periods indicated:

                                                                    Three months ended
                                                      March 31,        March 31,        December 31,
                                                        2009             2008               2008
Yield on earning assets (FTE)                               5.79 %           6.06 %              5.94 %
Rate paid on interest-bearing liabilities                   0.62 %           1.85 %              0.75 %


Net interest spread (FTE)                                   5.17 %           4.21 %              5.19 %

Impact of all other net noninterest bearing funds           0.18 %           0.58 %              0.25 %


Net interest margin (FTE)                                   5.35 %           4.79 %              5.44 %

During the first quarter of 2009, the net interest margin (FTE) increased 56 bp compared with the same period in 2008. Rates paid on interest-bearing liabilities declined faster than yields on earning assets (FTE), resulting in a 96 bp increase in net interest spread. The increase in the net interest spread was partially reduced by the lower net interest margin contribution of noninterest bearing funding sources. The margin contribution of noninterest bearing funds decreased 40 bp because of the lower market rates of interest at which they could be invested. The net interest margin (FTE) in the first three months of 2009 declined by 9 bp compared with the fourth quarter of 2008. Earning asset yields decreased 15 bp while the cost of interest-bearing liabilities declined by 13 bp, resulting in a 2 bp decrease in the net interest spread. The 7 bp decrease in margin contribution from noninterest bearing funding sources lowered the net interest margin to 5.35%.
[Remainder of this page left intentionally left blank]

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Summary of Average Balances, Yields/Rates and Interest Differential The following tables present, for the periods indicated, information regarding the Company's consolidated average assets, liabilities and shareholders' equity, the amount of interest income from average earning assets and the resulting yields, and the amount of interest expense paid on interest-bearing liabilities. Average loan balances include nonperforming loans. Interest income includes proceeds from loans on nonaccrual status only to the extent cash payments have been received and applied as interest income. Yields on securities and certain loans have been adjusted upward to reflect the effect of income which is exempt from federal income taxation at the current statutory tax rate (FTE).

                                                           For the three months ended
                                                                 March 31, 2009
                                                                 (In thousands)
                                                                     Interest         Rates
                                                     Average         Income/         Earned/
                                                     Balance         Expense           Paid
Assets:
Money market assets and funds sold                 $       878      $        1            0.46 %
Investment securities:
Available for sale
Taxable                                                229,304           1,867            3.26 %
Tax-exempt (1)                                         170,520           2,808            6.59 %
Held to maturity
Taxable                                                400,229           4,790            4.79 %
Tax-exempt (1)                                         538,496           8,539            6.34 %
Loans:
Commercial:
Taxable                                                612,454           8,848            5.86 %
Tax-exempt (1)                                         191,948           3,165            6.69 %
Commercial real estate                               1,191,260          19,072            6.49 %
Real estate construction                                80,830             772            3.87 %
Real estate residential                                458,180           5,527            4.83 %
Consumer                                               601,272           8,803            5.94 %

Total loans (1)                                      3,135,944          46,187            5.97 %

Total earning assets (1)                             4,475,371      $   64,192            5.79 %
Other assets                                           523,593


Total assets                                       $ 4,998,964


Liabilities and shareholders' equity
Deposits:
Noninterest bearing demand                         $ 1,286,013      $        -               -
Savings and interest-bearing transaction             1,545,154           1,105            0.29 %
Time less than $100,000                                366,794           1,452            1.61 %
Time $100,000 or more                                  664,474           1,227            0.75 %

Total interest-bearing deposits                      2,576,422           3,784            0.60 %
Short-term borrowed funds                              552,645             626            0.46 %
Debt financing and notes payable                        26,618             423            6.35 %

Total interest-bearing liabilities                   3,155,685      $    4,833            0.62 %
Other liabilities                                       72,212
Shareholders' equity                                   485,054


Total liabilities and shareholders' equity         $ 4,998,964


Net interest spread (1) (2)                                                               5.17 %

Net interest income and interest margin (1) (3)                     $   59,359            5.35 %

(1) Interest and rates calculated on a fully taxable equivalent basis using the current statutory federal tax rate.

(2) Net interest spread represents the average yield earned on earning assets minus the average rate paid on interest-bearing liabilities.

(3) Net interest margin is computed by calculating the difference between interest income and expense (annualized), divided by the average balance of earning assets.

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                                                        For the three months ended
                                                              March 31, 2008
                                                              (In thousands)
                                                                  Interest        Rates
                                                    Average        Income/       Earned/
                                                    Balance        Expense        Paid
Assets:
Money market assets and funds sold                $       892     $       1          0.45 %
Investment securities:
Available for sale
Taxable                                               299,484         3,112          4.16 %
Tax-exempt (1)                                        218,733         3,962          7.25 %
Held to maturity
Taxable                                               471,183         5,183          4.40 %
Tax-exempt (1)                                        560,263         8,655          6.18 %
Loans:
Commercial:
Taxable                                               309,177         5,858          7.62 %
Tax-exempt (1)                                        215,145         3,465          6.48 %
Commercial real estate                                850,504        14,953          7.07 %
Real estate construction                               92,672         1,965          8.53 %
Real estate residential                               478,929         5,757          4.81 %
Consumer                                              531,239         7,899          5.98 %

Total loans (1)                                     2,477,666        39,897          6.48 %

Total earning assets (1)                            4,028,221     $  60,810          6.06 %
Other assets                                          405,713


Total assets                                      $ 4,433,934


Liabilities and shareholders' equity
Deposits:
Noninterest bearing demand                        $ 1,199,604     $       -             -
Savings and interest-bearing transaction            1,314,860         1,782          0.55 %
Time less than $100,000                               196,947         1,589          3.25 %
Time $100,000 or more                                 500,936         3,957          3.18 %

Total interest-bearing deposits                     2,012,743         7,328          1.46 %
Short-term borrowed funds                             722,025         4,922          2.70 %
Debt financing and notes payable                       36,758           578          6.29 %

Total interest-bearing liabilities                  2,771,526     $  12,828          1.85 %
Other liabilities                                      68,531
Shareholders' equity                                  394,273

Total liabilities and shareholders' equity        $ 4,433,934


Net interest spread (1) (2)                                                          4.21 %

Net interest income and interest margin (1) (3)                   $  47,982          4.79 %

(1) Interest and rates calculated on a fully taxable equivalent basis using the current statutory federal tax rate.

(2) Net interest spread represents the average yield earned on earning assets minus the average rate paid on interest-bearing liabilities.

(3) Net interest margin is computed by calculating the difference between interest income and expense (annualized), divided by the average balance of earning assets.

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                                                        For the three months ended
                                                             December 31, 2008
                                                          (dollars in thousands)
                                                                  Interest        Rates
                                                    Average        Income/       Earned/
                                                    Balance        Expense        Paid
Assets:
Money market assets and funds sold                $       431     $       1          0.92 %
Investment securities:
. . .
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