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

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                                  FORM 10-Q

    (Mark One)
     /x/    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
            SECURITIES EXCHANGE ACT OF 1934 
            For the quarterly period ended September 30, 1995
                                  OR
            TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
            SECURITIES EXCHANGE ACT OF 1934
            For the transition period from . . . . . . . . . . . . .
            to . . . . . . . . . . . . . . .                                  

                         Commission file number 0-7949

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                             FIRST HAWAIIAN, INC.
            (Exact name of registrant as specified in its charter)
                                      
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              DELAWARE                                           99-0156159
       (State of incorporation)                               (I.R.S. Employer
                                                             Identification No.)

  1132 BISHOP STREET, HONOLULU, HAWAII                              96813
(Address of principal executive offices)                         (Zip Code)

                                 (808) 525-7000
              (Registrant's telephone number, including area code)

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   Indicate by check mark whether the registrant (1) has filed all reports
        required to be filed by Section 13 or l5(d) of the Securities
         Exchange Act of 1934 during the preceding 12 months (or for
           such shorter period that the registrant was required to
             file such reports), and (2) has been subject to such
                  filing requirements for the past 90 days.

                         Yes    X            No
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The number of shares outstanding of each of the issuer's classes of common stock
                          as of October 27, 1995 was:

               Class                                         Outstanding
    --------------------------                           -----------------
    Common Stock, $5 Par Value                           31,117,699 Shares

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PART I.          FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited) Page ---- Consolidated Balance Sheets at September 30, 1995, December 31, 1994 and September 30, 1994 2 Consolidated Statements of Income for the quarter and nine months ended September 30, 1995 and 1994 3 Consolidated Statements of Cash Flows for the nine months ended September 30, 1995 and 1994 4 Consolidated Statements of Changes in Stockholders' Equity for the quarter and nine months ended September 30, 1995 and 1994 5 Notes to Consolidated Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 7 - 18 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K 19 SIGNATURES 20 EXHIBIT INDEX
1 3 PART I. FINANCIAL INFORMATION Item 1. Financial Statements CONSOLIDATED BALANCE SHEETS (Unaudited) First Hawaiian, Inc. and Subsidiaries
SEPTEMBER 30, December 31, September 30, ------------- ------------ ------------- 1995 1994 1994 ------------- ------------ ------------- (in thousands) ASSETS Interest-bearing deposits in other banks $ 68,770 $ 11,670 $ 23,622 Federal funds sold and securities purchased under agreements to resell 175,128 180,000 154,523 Investment securities: Held-to-maturity (fair value of $1,138,041, $981,651 and $1,003,339, respectively) 1,126,463 995,887 1,012,076 Available-for-sale 144,952 151,992 126,826 Loans and leases: Loans and leases 5,224,243 5,533,565 5,278,372 Less allowance for loan and lease losses 65,683 61,250 61,660 ---------- ---------- ---------- Net loans and leases 5,158,560 5,472,315 5,216,712 ---------- ---------- ---------- Total earning assets 6,673,873 6,811,864 6,533,759 Cash and due from banks 262,961 262,894 215,167 Premises and equipment 242,593 245,338 258,700 Customers' acceptance liability 1,489 732 1,738 Core deposit premium 12,496 13,722 14,132 Goodwill 76,211 78,896 79,802 Other assets 135,980 121,698 105,124 ---------- ---------- ---------- TOTAL ASSETS $7,405,603 $7,535,144 $7,208,422 ========== ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY Deposits: Noninterest-bearing demand $ 838,271 $ 861,869 $ 841,071 Interest-bearing demand 1,105,380 1,160,219 1,105,409 Savings 1,083,836 1,226,877 1,296,983 Time 1,782,401 1,503,347 1,441,110 Foreign 287,511 399,901 374,423 ---------- ---------- ---------- Total deposits 5,097,399 5,152,213 5,058,996 Short-term borrowings 1,220,339 1,329,816 1,115,930 Acceptances outstanding 1,489 732 1,738 Other liabilities 213,306 205,108 182,358 Long-term debt 224,758 219,331 220,418 ---------- ---------- ---------- TOTAL LIABILITIES 6,757,291 6,907,200 6,579,440 ---------- ---------- ---------- Stockholders' equity: Common stock 162,713 162,713 162,713 Surplus 133,927 133,820 133,821 Retained earnings 375,471 346,339 340,777 Unrealized valuation adjustments 313 (1,033) (476) Treasury stock (24,112) (13,895) (7,853) ---------- ---------- ---------- TOTAL STOCKHOLDERS' EQUITY 648,312 627,944 628,982 ---------- ---------- ---------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $7,405,603 $7,535,144 $7,208,422 ========== ========== ==========
The accompanying notes are an integral part of these consolidated financial statements. 2 4 CONSOLIDATED STATEMENTS OF INCOME (Unaudited) First Hawaiian, Inc. and Subsidiaries
QUARTER ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30, ---------------------------- ------------------------------- 1995 1994 1995 1994 ----------- ----------- ----------- ----------- (in thousands, except shares and per share data) INTEREST INCOME Interest and fees on loans $ 115,099 $ 105,576 $ 356,077 $ 296,032 Lease financing income 2,735 2,480 8,735 8,100 Interest on investment securities: Taxable interest income 17,958 11,735 39,758 33,528 Exempt from Federal income taxes 856 78 4,019 2,508 Other interest income 3,376 1,056 11,674 5,361 ----------- ----------- ----------- ----------- Total interest income 140,024 120,925 420,263 345,529 ----------- ----------- ----------- ----------- INTEREST EXPENSE Deposits 43,736 29,998 131,841 84,771 Short-term borrowings 17,893 11,884 59,281 31,698 Long-term debt 3,397 2,767 9,973 8,701 ----------- ----------- ----------- ----------- Total interest expense 65,026 44,649 201,095 125,170 ----------- ----------- ----------- ----------- Net interest income 74,998 76,276 219,168 220,359 Provision for loan and lease losses 10,699 6,548 17,380 13,679 ----------- ----------- ----------- ----------- Net interest income after provision for loan and lease losses 64,299 69,728 201,788 206,680 ----------- ----------- ----------- ----------- NONINTEREST INCOME Trust income 5,547 5,250 17,525 17,713 Service charges on deposit accounts 5,876 6,093 18,056 17,907 Other service charges and fees 9,541 7,802 26,305 23,422 Securities gains, net 6 33 7 175 Other 6,496 1,927 10,256 6,056 ----------- ----------- ----------- ----------- Total noninterest income 27,466 21,105 72,149 65,273 ----------- ----------- ----------- ----------- NONINTEREST EXPENSES Salaries and wages 23,864 22,927 69,948 69,211 Employee benefits 7,470 6,950 20,316 20,955 Occupancy expense 6,260 5,873 19,185 17,407 Equipment expense 5,579 6,144 17,788 18,208 Other 18,284 18,595 57,900 57,690 ----------- ----------- ----------- ----------- Total noninterest expenses 61,457 60,489 185,137 183,471 ----------- ----------- ----------- ----------- Income before income taxes 30,308 30,344 88,800 88,482 Income taxes 10,637 10,567 31,491 30,968 ----------- ----------- ----------- ----------- NET INCOME $ 19,671 $ 19,777 $ 57,309 $ 57,514 =========== =========== =========== =========== PER SHARE DATA NET INCOME $ .62 $ .61 $ 1.80 $ 1.78 =========== =========== =========== =========== CASH DIVIDENDS $ .295 $ .295 $ .885 $ .885 =========== =========== =========== =========== AVERAGE SHARES OUTSTANDING 31,701,484 32,255,897 31,903,697 32,326,053 =========== =========== =========== ===========
The accompanying notes are an integral part of these consolidated financial statements. 3 5 CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) First Hawaiian, Inc. and Subsidiaries
NINE MONTHS ENDED SEPTEMBER 30, ------------------------------- 1995 1994 --------- --------- (in thousands) CASH AND DUE FROM BANKS AT BEGINNING OF PERIOD $ 262,894 $ 436,129 --------- --------- Cash flows from operating activities: Net income 57,309 57,514 Provision for loan and lease losses 17,380 13,679 Depreciation and amortization 19,904 18,143 Income taxes 17,448 10,392 Decrease (increase) in interest receivable (2,224) 3,896 Increase in interest payable 10,057 689 Increase in prepaid expenses (1,696) (5,745) --------- --------- Net cash provided by operating activities 118,178 98,568 --------- --------- Cash flows from investing activities: Net decrease (increase) in interest-bearing deposits in other banks (57,100) 93,114 Net decrease (increase) in Federal funds sold and securities purchased under agreements to resell 4,872 (119,523) Purchase of held-to-maturity investment securities (192,005) (239,404) Proceeds from maturity of held-to-maturity investment securities 526,440 359,353 Purchase of available-for-sale investment securities (11,740) (75,018) Proceeds from sale of available-for-sale investment securities 15,000 14,000 Proceeds from maturity of available-for-sale investment securities 3,780 32,645 Net increase in loans and leases to customers (168,636) (225,835) Capital expenditures (10,572) (22,344) Other (30,999) 16,140 --------- --------- Net cash provided by (used in) investing activities 79,040 (166,872) --------- --------- Cash flows from financing activities: Net decrease in deposits (54,814) (161,132) Net increase (decrease) in short-term borrowings (109,477) 46,248 Proceeds from long-term debt 5,447 -- Payments on long-term debt (20) (1,349) Cash dividends paid (28,192) (28,572) Repurchased common stock (10,095) (7,853) --------- --------- Net cash used in financing activities (197,151) (152,658) --------- --------- CASH AND DUE FROM BANKS AT END OF PERIOD $ 262,961 $ 215,167 ========= ========= Supplemental disclosures: Interest paid $ 191,038 $ 116,687 ========= ========= Net income taxes paid $ 14,044 $ 20,576 ========= ========= Supplemental schedule of noncash investing activities: Loans exchanged for mortgage-backed securities $ 465,011 $ -- ========= =========
The accompanying notes are an integral part of these consolidated financial statements. 4 6 CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) First Hawaiian, Inc. and Subsidiaries
QUARTER ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30, ---------------------------- ------------------------------- 1995 1994 1995 1994 -------- -------- -------- -------- (in thousands) BALANCE, BEGINNING OF PERIOD $645,614 $620,331 $627,944 $608,369 Net income 19,671 19,777 57,309 57,514 Repurchased common stock (7,629) (1,348) (10,095) (7,853) Unrealized valuation adjustment ( 16) (274) 1,346 (476) Cash dividends (9,328) (9,504) (28,192) (28,572) -------- ------- ------- ------- BALANCE, END OF PERIOD $648,312 $628,982 $648,312 $628,982 ======== ======== ======== ========
The accompanying notes are an integral part of these consolidated financial statements. 5 7 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) First Hawaiian, Inc. and Subsidiaries 1. BASIS OF PRESENTATION The consolidated financial statements of the Company include the accounts of First Hawaiian, Inc. and its wholly-owned subsidiaries - First Hawaiian Bank and its wholly-owned subsidiaries; Pioneer Federal Savings Bank and its wholly-owned subsidiary; First Hawaiian Creditcorp, Inc.; First Hawaiian Leasing, Inc.; and FHI International, Inc. All significant intercompany balances and transactions have been eliminated in consolidation. Certain amounts in the consolidated financial statements for 1994 have been reclassified to conform with the 1995 presentation. Such reclassifications had no effect on the consolidated net income as previously reported. In the opinion of management, all adjustments (which included only normal recurring adjustments) necessary for a fair presentation are reflected in the consolidated financial statements. 2. ACCOUNTING CHANGES Effective January 1, 1995, the Company adopted Statement of Financial Accounting Standards ("SFAS") No. 114, "Accounting by Creditors for Impairment of a Loan," and SFAS No. 118, "Accounting by Creditors for Impairment of a Loan - - Income Recognition and Disclosures." SFAS No. 114 requires that impaired loans be measured based on the present value of expected future cash flows discounted at the loan's effective interest rate, or at the loan's observable market price, or at the fair value of the collateral if the loan is collateral dependent. The adoption of SFAS No. 114 did not result in additional provisions for loan and lease losses primarily because the majority of impaired loan valuations continue to be based on the fair value of the collateral. The provision for loan and lease losses charged to expense is based upon the Company's historical loss experience and estimates of future loan and lease losses in the current loan and lease portfolio, including the evaluation of impaired loans in accordance with SFAS No. 114. A loan is considered to be impaired when, based upon current information and events, it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan. Impairment is primarily measured based on the fair value of the collateral. Impairment losses are included in the provision for loan and lease losses. SFAS No. 114 does not apply to large groups of smaller balance homogeneous loans that are collectively evaluated for impairment, except for those loans restructured under a troubled debt structuring. Loans collectively evaluated for impairment include certain smaller balance commercial loans, consumer loans and residential real estate loans, and are not included in the data that follows. The following table summarizes impaired loan information as of September 30, 1995:
(in thousands) Impaired loans $85,500 Impaired loans with related allowance for loan and lease losses calculated under SFAS No. 114 85,500
Interest payments on impaired loans are applied to principal. Effective January 1, 1994, the Company adopted SFAS No. 112, "Employer's Accounting for Postretirement Benefits," which requires that the estimated cost of benefits to be provided by an employer to former or inactive employees after employment, but before retirement, be accounted for on an accrual basis. The adoption of SFAS No. 112 did not have a material effect on the consolidated financial statements of the Company. 6 8 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations NET INCOME The Company recorded consolidated net income for the first nine months of 1995 of $57,309,000 compared to $57,514,000 for the first nine months of 1994, a decrease of .4%. For the third quarter of 1995, the consolidated net income of $19,671,000 represented a decrease of .5% from the same quarter in 1994. On a per share basis, consolidated net income for the nine months and quarter ended September 30, 1995 were $1.80 and $.62, respectively, an increase of 1.1% and 1.6%, respectively, over the same periods in 1994. The increase in earnings per share was attributable to the fewer number of shares outstanding for the 1995 periods as a result of the stock buyback program authorized in October 1994 and May 1995 for the total repurchase of up to 1.6 million shares, or five percent of the Company's approximately 32 million shares outstanding. On an annualized basis, the Company's return on average total assets for the first nine months of 1995 was 1.01% compared to 1.08% for the same period in 1994 and return on average stockholders' equity was 11.98% compared to 12.44% for the same period in 1994. Increases in average total assets and average stockholders' equity coupled with a decline in earnings for the first nine months of 1995 compared to 1994, resulted in decreases in return on average total assets and return on average stockholders' equity. NET INTEREST INCOME Net interest income, on a fully taxable equivalent basis, decreased $2,519,000, or 1.1%, to $223,327,000 for the first nine months of 1995 from $225,846,000 for the same period in 1994. Net interest income decreased $1,952,000, or 2.5%, to $76,123,000 for the third quarter of 1995 from $78,075,000 for the same period in 1994. The decreases in net interest income for the first nine months and third quarter of 1995 as compared to the amounts reported for the same periods in 1994 were primarily due to decreases in the net interest margin, partially offset by increases in average earning assets, reflecting significant growth in new loans and leases. The net interest margin was 4.32% and 4.46% for the first nine months and third quarter of 1995, respectively, down 33 basis points (1% equals 100 basis points) and 32 basis points, respectively, from the same periods in 1994. Both the cost of funds and yield on average earning assets increased during the first nine months and third quarter of 1995 as compared with the same periods in 1994 due to a higher interest rate environment and the continuing shift of the Company's assets into loans and leases (excluding the effect of the mortgage securitization described below). However, the increase in the cost of funds (reflecting among other things various deposit programs to fund loan growth) outpaced the increase in the yield on average earning assets, resulting in an unfavorable impact on the net interest margin. For the first nine months of 1995, the yield on average earning assets was adversely impacted by the: (1) reversal of $1,166,000 in previously recognized interest income on certain loans placed on nonaccrual status; and (2) write-off of $743,000 in lease finance interest income for the remaining net investment in certain leveraged leases, exclusive of the residual values, as a result of the early termination of these leases. In addition, the net interest margin on earning assets for the third quarter of 1994 was positively impacted by the recognition of certain nonrecurring loan fees of $2,545,000. Average earning assets increased by $408,332,000, or 6.3%, and $290,019,000, or 4.5%, for the first nine months and third quarter of 1995, respectively, over the same periods in 1994. In the second quarter of 1995, the Company securitized approximately $490,000,000 of adjustable rate mortgage loans with the Federal National Mortgage Association ("FNMA") in an effort to increase its funding capacity and liquidity. The securities backed by these loans are held by the Company and were reclassified to the investment security portfolio. Excluding the effect of such securitization, average loans and leases increased 11.6% and 10.6%, for the first nine months and third quarter of 1995, respectively, over the same periods in 1994. The increases were primarily due to efforts to diversify the loan portfolio, both geographically and by industry. Credit extensions to companies in the media and telecommunications industry located on the mainland United States accounted for the majority of the increases. As a result (excluding the effect of the loan securitization), the mix of average earning assets changed, with higher-yielding average loans and leases representing 82.3% and 84.3% of average earning assets for the first nine months and third quarter of 1995, respectively, as compared to 78.4% and 79.7%, respectively, for the same periods in 1994. Average interest-bearing deposits and liabilities increased by $418,984,000, or 7.6%, and $302,636,000, or 5.5%, for the first nine months and third quarter of 1995, respectively, over the same periods in 1994. As a result of depositors seeking higher yields, the mix of average interest-bearing deposits and liabilities changed with higher-yielding average time deposits representing 36.7% and 37.3% of average interest-bearing deposits and liabilities for the first nine months and third quarter of 1995, respectively, as compared to 31.6% and 33.5%, respectively, for the same periods in 1994. 7 9 The following table sets forth consolidated average balance sheets, an analysis of interest income/expense, and average yield/rate for each major category of interest-earning assets and interest-bearing liabilities for the periods indicated on a taxable equivalent basis. The tax equivalent adjustment is made for items exempt from Federal income taxes to make them comparable with taxable items before any income taxes are applied. The tax equivalent adjustment is based on the prevailing federal income tax rate of 35% for 1995 and 1994.
QUARTER ENDED SEPTEMBER 30, -------------------------------------------------------------- 1995 1994 ------------------------------ ------------------------------ INTEREST Interest AVERAGE INCOME/ YIELD/ Average Income/ Yield/ ASSETS BALANCE EXPENSE RATE (1) Balance Expense Rate (1) ---------- -------- -------- ---------- -------- -------- (dollars in thousands) Earning assets: Interest-bearing deposits in other banks $ 59,358 $ 912 6.10% $ 32,549 $ 270 3.30% Federal funds sold and securities purchased under agreements to resell 175,397 2,464 5.57 74,155 646 3.46 Investment securities 1,149,875 17,397 6.00 1,084,666 12,076 4.42 Available-for-sale securities 146,220 2,388 6.48 123,805 1,617 5.18 Loans and leases (2),(3) 5,236,441 117,988 8.94 5,162,097 108,115 8.31 ---------- -------- ---------- -------- Total earning assets 6,767,291 141,149 8.27 6,477,272 122,724 7.52 -------- -------- Nonearning assets 662,053 641,521 ---------- ---------- Total assets $7,429,344 $7,118,793 ========== ==========
NINE MONTHS ENDED SEPTEMBER 30, -------------------------------------------------------------- 1995 1994 ------------------------------ ----------------------------- INTEREST Interest AVERAGE INCOME/ YIELD/ Average Income/ YIELD/ ASSETS BALANCE EXPENSE RATE (1) Balance Expense RATE (1) --------- -------- -------- --------- -------- -------- (dollars in thousands) Earning assets: Interest-bearing deposits in other banks $ 29,347 $ 1,330 6.06% $ 85,130 $ 2,167 3.40% Federal funds sold and securities purchased under agreements to resell 239,606 10,345 5.77 113,230 2,965 3.50 Investment securities 955,979 39,837 5.57 1,083,885 37,147 4.58 Available-for-sale securities 154,908 7,623 6.58 121,094 4,161 4.59 Loans and leases (2),(3) 5,528,719 365,287 8.83 5,096,888 304,576 7.99 ---------- -------- ---------- -------- Total earning assets 6,908,559 424,422 8.21 6,500,227 351,016 7.22 -------- -------- Nonearning assets 661,106 648,097 ---------- ---------- Total assets $7,569,665 $7,148,324 ========== ==========
(1) Annualized. (2) Nonaccruing loans and leases have been included in the computations of average loan and lease balances. (3) Interest income for loans and leases included loan fees of $6,003 and $18,009 for the quarter and nine months ended September 30, 1995, respectively; and $8,513 and $22,408 for the quarter and nine months ended September 30, 1994, respectively. 8 10
QUARTER ENDED SEPTEMBER 30, -------------------------------------------------------------- 1995 1994 ------------------------------ ------------------------------ INTEREST Interest LIABILITIES AND AVERAGE INCOME/ YIELD/ Average Income/ Yield/ STOCKHOLDERS' EQUITY BALANCE EXPENSE RATE (1) Balance Expense Rate (1) ---------- -------- -------- ---------- -------- -------- (dollars in thousands) Interest-bearing deposits and liabilities: Deposits $4,293,350 $ 43,736 4.04% $4,210,678 $ 29,998 2.83% Short-term borrowings 1,253,721 17,893 5.66 1,053,198 11,884 4.48 Long-term debt 233,115 3,397 5.78 213,674 2,767 5.14 ---------- -------- ---- ---------- -------- Total interest-bearing deposits and liabilities 5,780,186 65,026 4.46 5,477,550 44,649 3.23 -------- ---- -------- ---- Interest rate spread 3.81% 4.29% ==== ==== Noninterest-bearing demand deposits 829,606 860,221 Other liabilities 174,347 154,940 ---------- ---------- Total liabilities 6,784,139 6,492,711 Stockholders' equity 645,205 626,082 ---------- ---------- Total liabilities and stockholders' equity $7,429,344 $7,118,793 ========== ========== Net interest income and margin on earning assets 76,123 4.46% 78,075 4.78% ==== ==== Tax equivalent adjustment 1,125 1,799 -------- -------- Net interest income $ 74,998 $ 76,276 ======== ========
NINE MONTHS ENDED SEPTEMBER 30, ---------------------------------------------------------------- 1995 1994 ------------------------------- ------------------------------ INTEREST Interest LIABILITIES AND AVERAGE INCOME/ YIELD/ Average Income/ Yield/ STOCKHOLDERS' EQUITY BALANCE EXPENSE RATE (1) Balance Expense Rate (1) ---------- -------- -------- --------- -------- -------- (dollars in thousands) Interest-bearing deposits and liabilities: Deposits $4,345,547 $131,841 4.06% $4,193,357 $ 84,771 2.70% Short-term borrowings 1,330,981 59,281 5.95 1,083,400 31,698 3.91 Long-term debt 231,492 9,973 5.76 212,279 8,701 5.48 ---------- -------- ---------- -------- Total interest-bearing deposits and liabilities 5,908,020 201,095 4.55 5,489,036 125,170 3.05 -------- ---- -------- ---- Interest rate spread 3.66% 4.17% ==== ==== Noninterest-bearing demand deposits 828,047 888,603 Other liabilities 194,097 152,370 ---------- ---------- Total liabilities 6,930,164 6,530,009 Stockholders' equity 639,501 618,315 ---------- ---------- Total liabilities and stockholders' equity $7,569,665 $7,148,324 ========== ========== Net interest income and margin on earning assets 223,327 4.32% 225,846 4.65% ==== ==== 4,159 5,487 -------- -------- Tax equivalent adjustment Net interest income $219,168 $220,359 ======== ========
(1) Annualized. 9 11 INVESTMENT SECURITIES Comparative book and fair values of held-to-maturity investment securities at September 30, 1995, December 31, 1994, and September 30, 1994 were as follows:
SEPTEMBER 30, December 31, September 30, 1995 1994 1994 ------------- ------------- ------------- (in thousands) Book value $ 1,126,463 $ 995,887 $ 1,012,076 Unrealized gains 13,147 3,600 5,054 Unrealized losses (1,569) (17,836) (13,791) ------------ ----------- ------------ Fair value $ 1,138,041 $ 981,651 $ 1,003,339 ============ =========== ============
The increase in the held-to-maturity portfolio from December 31, 1994 to September 30, 1995 reflects the conversion of approximately $490,000,000 of adjustable rate mortgage loans to FNMA securities that could also be pledged to collateralize public deposits. At the same time, holdings of repurchase agreements were decreased as the FNMA securities satisfied the Company's need for public funds collateral. The increase in unrealized gains and decrease in unrealized losses from December 31, 1994 to September 30, 1995, were primarily attributable to the declining interest rate environment in the first nine months of 1995 as compared to the rise in the overall level of interest rates during 1994 resulting from monetary actions of the Federal Reserve Board. At September 30, 1995, unrealized gains and losses on available-for-sale securities were $528,000 and $8,000, respectively. At December 31, 1994, there were no unrealized gains and $1,716,000 in unrealized losses on available-for-sale securities. Realized gains and losses for the nine months ended September 30, 1995 and 1994 were as follows:
1995 1994 ---- ---- (in thousands) Realized gains $ 69 $ 176 Realized losses (62) (1) ----- ----- Securities gains, net $ 7 $ 175 ===== =====
Gains and losses realized on the sales of investment securities are determined using the specific identification method. 10 12 LOANS The following table sets forth the loan portfolio by major categories and loan mix at September 30, 1995, December 31, 1994 and September 30, 1994:
SEPTEMBER 30, 1995 December 31, 1994 September 30, 1994 ------------------- ------------------- ---------------------- AMOUNT % Amount % Amount % ---------- ------ ---------- ------ ------------ ------ (dollars in thousands) Commercial, financial and agricultural $1,345,794 25.8% $1,264,510 22.9% $1,166,504 22.1% Real estate: Commercial 979,237 18.7 964,758 17.4 970,282 18.4 Construction 269,612 5.2 320,783 5.8 299,609 5.7 Residential: Insured, guaranteed or conventional 1,295,940 24.8 1,615,306 29.2 1,573,490 29.8 Home equity credit lines 437,238 8.4 433,830 7.8 408,775 7.7 ---------- ----- ---------- ----- ---------- ----- Total real estate loans 2,982,027 57.1 3,334,677 60.2 3,252,156 61.6 ---------- ----- ---------- ----- ---------- ----- Consumer 463,327 8.9 467,827 8.4 444,697 8.4 Lease financing 226,829 4.3 230,587 4.2 193,539 3.7 Foreign 206,266 3.9 235,964 4.3 221,476 4.2 ---------- ----- ---------- ----- ---------- ----- Total loans and leases 5,224,243 100.0% 5,533,565 100.0% 5,278,372 100.0% ===== ===== ===== Less allowance for loan and lease losses 65,683 61,250 61,660 ---------- ---------- ---------- Total net loans and leases $5,158,560 $5,472,315 $5,216,712 ========== ========== ==========
The loan and lease portfolio is the largest component of earning assets and accounts for the greatest portion of total interest income. At September 30, 1995, total loans and leases were $5,224,243,000, a decrease of 5.6% from December 31, 1994. During the second quarter of 1995, the Company securitized approximately $490,000,000 in adjustable rate mortgage loans in an effort to increase its funding capacity and liquidity. These securitized loans were classified in the investment securities portfolio at September 30, 1995. If these securitized loans had been included within the loans category at September 30, 1995, the loan growth over December 31, 1994 would have been 2.8%. Total loans and leases at September 30, 1995, represented 70.5% of total assets, 78.3% of total earning assets and 102.5% of total deposits compared to 73.4% of total assets, 81.2% of total earning assets and 107.4% of total deposits at December 31, 1994. The decreases in percentages compared to December 31, 1994 were due to the aforementioned loan securitization. Governmental and certain other time deposits were shifted into security repurchase agreements at September 30, 1995, December 31, 1994 and September 30, 1994 to reduce the Company's deposit insurance premiums. If these repurchase agreements had been included in the deposit base, total loans and leases as a percentage of total deposits would have been 87.9%, 92.6% and 89.3%, respectively, at such dates. At September 30, 1995, commercial, financial and agricultural loans increased $81,284,000, or 6.4%, over December 31, 1994. Credit extensions to companies in the media and telecommunications industry primarily accounted for this increase. Loan concentrations are considered to exist when there are amounts loaned to multiple borrowers engaged in similar activities which would cause them to be similarly impacted by economic or other conditions. At September 30, 1995, commercial real estate loans totalled $979,237,000, or 18.7%, of total loans and leases. The Company has selectively participated as a lender on commercial properties on the mainland United States, principally on the west coast. Such loans totalled $47,880,000 at September 30, 1995, a decrease of 18.0% from December 31, 1994. At September 30, 1995, the largest concentration of commercial real estate loans to a single borrower was $34,686,000. 11 13 NONPERFORMING ASSETS A summary of nonperforming assets at September 30, 1995, December 31, 1994 and September 30, 1994 follows:
SEPTEMBER 30, December 31, September 30, 1995 1994 1994 ------------- ------------ -------------- (dollars in thousands) Nonperforming loans and leases: Nonaccrual: Commercial, financial and agricultural $ 18,872 $ 7,972 $ 14,237 Real estate: Construction 2,260 7,038 7,858 Commercial 38,165 35,290 27,847 Residential: Insured, guaranteed, or conventional 8,995 4,649 4,654 Home equity credit lines 407 520 698 -------- -------- --------- Total real estate loans 49,827 47,497 41,057 -------- -------- --------- Consumer 109 143 109 Lease financing 63 212 -- -------- -------- --------- Total nonaccrual loans and leases 68,871 55,824 55,403 Renegotiated: Commercial real estate 2,500 3,128 3,128 Commercial, financial and agricultural 733 -- -- -------- -------- --------- Total nonperforming loans and leases 72,104 58,952 58,531 Other real estate owned 8,610 4,160 3,640 -------- -------- --------- Total nonperforming assets $ 80,714 $ 63,112 $ 62,171 ======== ======== ========= Loans and leases past due 90 days or more and still accruing interest $ 41,916 $ 33,367 $ 35,389 ======== ======== ========= Nonperforming assets to total loans and leases and other real estate owned (end of period): Excluding 90 days or more past due accruing loans and leases 1.54% 1.14% 1.18% Including 90 days or more past due accruing loans and leases 2.34% 1.74% 1.85% Nonperforming assets to total assets (end of period): Excluding 90 days or more past due accruing loans and leases 1.09% .84% .86% Including 90 days or more past due accruing loans and leases 1.66% 1.28% 1.35%
12 14 NONPERFORMING ASSETS, Continued Nonperforming assets increased from $63,112,000 at December 31, 1994 to $80,714,000 at September 30, 1995. The increase was primarily attributable to a specific borrower involved in three different commercial loans (collateralized by real estate) and one real estate loan totalling $10.1 million which were placed on nonaccrual status during the second quarter of 1995. The remaining increase was due to various commercial and real estate-residential loans being placed on nonaccrual status during the first nine months of 1995. The increase in other real estate owned from $4,160,000 at December 31, 1994 to $8,610,000 at September 30, 1995 was primarily attributable to the foreclosure on a real estate-construction loan with a carrying value of $4,433,000 in the first quarter of 1995. Loans and leases past due 90 days or more and still accruing interest totalled $41,916,000 at September 30, 1995, an increase of 25.6% from December 31, 1994. The increase was primarily due to the addition of 12 commercial loans totalling $14.5 million and two real estate - commercial loans totalling $3.8 million, offset by four commercial loans totalling $9.5 million which were placed on nonaccrual status at September 30, 1995. All of the loans which are past due 90 days or more and still accruing interest are in management's judgment adequately secured and in the process of collection. In recent years, the level of the Company's nonperforming assets and charge-offs has been adversely affected by the prolonged economic downturn in Hawaii and related weakness in the local real estate market. Although the Company believes that the Hawaii economy has begun to show signs of improvement, and certain local real estate sectors evidence signs of having stabilized, the effects of the economic downturn may continue to affect the level of nonperforming assets and related charge-offs in future periods. 13 15 DEPOSITS The following table sets forth the average balances and the average rates paid on deposits for the periods indicated:
QUARTER ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30, ------------------------------------------ ------------------------------------------ 1995 1994 1995 1994 ------------------- ------------------- ------------------- ------------------- AVERAGE AVERAGE Average Average AVERAGE AVERAGE Average Average BALANCE RATE (1) Balance Rate (1) BALANCE RATE (1) Balance Rate (1) ------- -------- ------- -------- ------- -------- ------- -------- (dollars in thousands) Interest-bearing demand $ 1,073,080 2.72% $ 1,105,142 2.21% $ 1,083,294 2.75% $ 1,164,714 2.02% Savings 1,065,007 2.76 1,269,977 1.80 1,093,783 3.04 1,292,044 1.95 Time 2,155,263 5.33 1,835,559 3.91 2,168,470 5.22 1,736,599 3.72 ----------- ----------- ----------- ----------- Total interest-bearing deposits 4,293,350 4.04 4,210,678 2.83 4,345,547 4.06 4,193,357 2.70 Noninterest-bearing demand 829,606 -- 860,221 -- 828,047 -- 888,603 -- ----------- ----------- ----------- ----------- Total deposits $ 5,122,956 3.39% $ 5,070,899 2.35% $ 5,173,594 3.41% $ 5,081,960 2.23% =========== =========== =========== ===========
(1) Annualized. Average deposits for the nine months ended September 30, 1995 increased $81.6 million, or 1.6%, over the same period in 1994. For the current quarter, average deposits increased $52.1 million, or 1.0%, as compared to the second quarter of 1994. Various deposit product programs initiated by the Company in 1995 which increased the overall interest rates paid on time certificates of deposits, contributed to the increases in average deposits. 14 16 PROVISION AND ALLOWANCE FOR LOAN AND LEASE LOSSES The following table sets forth the activity in the allowance for loan and lease losses for the periods indicated:
QUARTER ENDED NINE MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, ---------------------------- ---------------------------- 1995 1994 1995 1994 ---------- ---------- ---------- ---------- (dollars in thousands) Loans and leases outstanding (end of period) $5,224,243 $5,278,372 $5,224,243 $5,278,372 ========== ========== ========== ========== Average loans and leases outstanding $5,236,441 $5,162,097 $5,528,719 $5,096,888 ========== ========== ========== ========== Allowance for loan and lease losses summary: Balance at beginning of period $ 61,200 $ 61,873 $ 61,250 $ 62,253 ---------- ---------- ---------- ---------- Loans and leases charged off: Commercial, financial and agricultural 2,632 1,149 4,387 4,257 Real estate: Construction -- 4,240 828 6,445 Commercial 1,212 350 2,268 975 Residential 769 55 1,284 582 Consumer 2,027 1,700 5,544 4,705 Lease financing 241 -- 241 -- ---------- ---------- ---------- ---------- Total loans and leases charged off 6,881 7,494 14,552 16,964 ---------- ---------- ---------- ---------- Recoveries on loans and leases charged off: Commercial, financial and agricultural 308 254 377 1,140 Real estate: Construction 5 37 11 242 Commercial 2 1 4 3 Residential 1 50 18 93 Consumer 349 381 1,191 1,200 Lease financing -- 10 4 14 ---------- ---------- ---------- ---------- Total recoveries on loans and leases charged off 665 733 1,605 2,692 ---------- ---------- ---------- ---------- Net charge-offs (6,216) (6,761) (12,947) (14,272) Provision charged to expense 10,699 6,548 17,380 13,679 ---------- ---------- ---------- ---------- Balance at end of period $ 65,683 $ 61,660 $ 65,683 $ 61,660 ========== ========== ========== ========== Net loans and leases charged off to average loans and leases .47%(1) .52%(1) .31%(1) .37%(1) Net loans and leases charged off to allowance for loan and lease losses 37.55%(1) 43.50%(1) 26.35%(1) 30.95%(1) Allowance for loan and lease losses to total loans and leases (end of period) 1.26% 1.17% 1.26% 1.17% Allowance for loan and lease losses to nonperforming loans and leases (end of period): Excluding 90 days or more past due accruing loans and leases 91.09% 105.35% 91.09% 105.35% Including 90 days or more past due accruing loans and leases 57.61% 65.65% 57.61% 65.65%
(1) Annualized. 15 17 PROVISION AND ALLOWANCE FOR LOAN AND LEASE LOSSES, CONTINUED For the first nine months of 1995, the provision for loan and lease losses was $17,380,000, an increase of $3,701,000, or 27.1%, as compared to the same period in 1994. The provision for loan and lease losses was $10,699,000 for the third quarter of 1995, an increase of $4,151,000, or 63.4%, over the same period in 1994. These increases reflect the Company's evaluation of economic conditions and trends in Hawaii (in particular, the relatively slow improvement in the Hawaii economy) the increase in net charge-offs and higher levels of nonperforming assets that the Company has been experiencing, and the significant loan growth that the Company has had over the past several years. Based on these continuing factors, the Company's near-term goal is to increase the allowance for loan and lease losses to 1.50% of total loans and leases. Net charge-offs for the first nine months of 1995 were $12,947,000, a decrease of $1,325,000, or 9.3%, as compared to the same period in 1994. Net charge-offs for the third quarter of 1995 were $6,216,000 compared to $6,761,000 for the same period a year ago. The allowance for loan and lease losses decreased to 91.09% of nonperforming loans and leases at September 30, 1995 (excluding 90 days past due accruing loans and leases) from 105.35% at September 30, 1994, reflecting the increase in nonperforming loans and leases in the first nine months of 1995 as compared to the first nine months of the prior year. In management's judgment, the allowance for loan and lease losses is adequate to absorb potential losses currently inherent in the portfolio, however, changes in prevailing economic conditions in the Company's markets could result in changes in the level of nonperforming assets and charge-offs in future periods and, accordingly, changes in the allowance for loan and lease losses. NONINTEREST INCOME Exclusive of securities transactions, noninterest income totalled $72,142,000 and $27,460,000 for the first nine months and third quarter of 1995, respectively, an increase of 10.8% and 30.3%, respectively, over the same periods in 1994. Trust income decreased $188,000, or 1.1%, for the first nine months of 1995 compared to the same period in 1994. However, trust income increased $297,000, or 5.7%, for the third quarter of 1995 as compared to 1994. Service charges on deposit accounts remained relatively constant for the first nine months of 1995 compared to the same period in 1994. Service charges on deposit accounts decreased $217,000, or 3.6%, in the third quarter of 1995 as compared to the same period a year ago. This decrease was partly attributable to lower fees on analyzed accounts. Other service charges and fees increased $2,883,000, or 12.3%, and $1,739,000, or 22.3%, for the first nine months and third quarter of 1995, respectively, over the same periods in 1994. These increases were primarily the result of increases in merchant discount fees and commissions from annuity sales. Other noninterest income increased $4,200,000, or 69.4%, and $4,569,000 or 237.1%, for the first nine months and third quarter of 1995, respectively, over the same periods in 1994. These increases were primarily due to insurance recoveries and reversal of accruals totalling $4,700,000 related to losses (which were recognized in the fourth quarter of 1994) attributable to investments made in the trust area that were outside of the clients' express investment guidelines. The year to date increase was offset in part by an advisory fee of $477,000 recognized in 1994. NONINTEREST EXPENSES Noninterest expenses totalled $185,137,000 for the first nine months of 1995, an increase of .9%, over the same period in 1994. Noninterest expenses totalled $61,457,000 for the third quarter of 1995, an increase of $968,000, or 1.6%, compared to the same period a year ago. Total salaries and wages increased $737,000, or 1.1%, and $937,000, or 4.1%, for the first nine months and third quarter of 1995, respectively, over the same periods in 1994. Employee benefits decreased $639,000, or 3.0%, for the first nine months of 1995 compared to the same period a year ago. The decrease was due to lower expenses related to various employee benefit and incentive accounts. In the third quarter of 1995, employee benefits increased $520,000, or 7.5%, over the same period in 1994. The increase was due to lower expenses related to pension, profit sharing, and incentive awards in the third quarter of 1994. 16 18 NONINTEREST EXPENSES, Continued Occupancy expense for the first nine months and third quarter of 1995 increased $1,778,000, or 10.2%, and $387,000, or 6.6%, respectively, over the same periods in 1994. The increases primarily result from higher depreciation, insurance and rental expenses. The increases in depreciation and insurance expenses were primarily attributable to the construction of a new five-story, 75,000 square foot office building, including a branch, on property owned in fee simple in Maite, Guam in late 1994. Equipment expense decreased $420,000 and $565,000, or 2.3% and 9.2%, for the first nine months and third quarter of 1995, respectively, compared to the same period in 1994. These decreases are attributed to completion of the Company's migration from a Unisys to IBM information technology platform and improvements in the delivery and processing systems in 1995. Exclusive of: (1) the Federal Deposit Insurance Corporation's (the "FDIC") insurance refund plus interest of $2,774,000 received this September for the period June to September 1995 as a result of the reduction in the assessment rate from 23 cents to 4 cents per $100 effective June 1, 1995; (2) the write-off of the residual values of $620,000 related to the early termination of certain leveraged leases in the second quarter of 1995; and (3) the loss on disposition of certain other real estate owned of $1,409,000 in the second quarter of 1994, other noninterest expenses for the first nine months and third quarter of 1995, increased $3,773,000 and $2,463,000, or 6.7% and 13.2%, respectively, over the same periods in 1994. The increases were primarily a result of higher software depreciation expense in connection with the above mentioned migration from Unisys to IBM and interchange fees. In addition, current legislative discussion associated with the undercapitalized Savings Association Insurance Fund ("SAIF") could potentially result in a one-time assessment to the Company's SAIF-insured deposits. Although uncertain, the timing of the assessment may be as early as the fourth quarter of 1995. The pre-tax cost to the Company is estimated to be approximately $3,500,000 (based on an assessment rate of 85 cents per $100), which would partially offset the aforementioned benefit of the FDIC premium reduction for the second half of 1995. INCOME TAXES The Company's effective income tax rate (exclusive of the tax equivalent adjustment) for the first nine months and third quarter of 1995 was 35.5% and 35.1%, respectively, as compared to 35.0% and 34.8%, respectively, for the same periods in 1994. 17 19 LIQUIDITY AND CAPITAL Stockholders' equity was $648,312,000 at September 30, 1995, a 3.2% increase over $627,944,000 at December 31, 1994. Average stockholders' equity represented 8.7% of average total assets for the third quarter of 1995 compared to 8.8% in the same quarter last year. There was no significant change in the Company's liquidity position during the third quarter of 1995. The following tables present the Company's regulatory capital position at September 30, 1995: RISK-BASED CAPITAL RATIOS
AMOUNT RATIO ---------- ------- (dollars in thousands) Tier 1 Capital $ 568,306 9.28% Tier 1 Capital minimum requirement (1) 244,895 4.00 ---------- ----- Excess $ 323,411 5.28% ========== ===== Total Capital $ 733,989 11.99% Total Capital minimum requirement (1) 489,791 8.00 ---------- ----- Excess $ 244,198 3.99% ========== ===== Risk-weighted assets $6,122,382 ==========
LEVERAGE RATIO
AMOUNT RATIO ---------- ------- (dollars in thousands) Tier 1 Capital to average quarterly total assets (net of certain intangibles) Tier 1 Leverage Ratio $ 568,306 7.73% Minimum leverage requirement (2) 220,490 3.00 ---------- ---- Excess $ 347,816 4.73% ========== ==== Average quarterly total assets (net of certain intangibles) $7,349,651 ==========
(1) Risk-based capital guidelines as established by the Federal Reserve Board for bank holding companies require minimum Tier 1 and Total capital ratios of 4% and 8%, respectively. (2) The Leverage Ratio of 3% is the minimum requirement for the most highly rated banking organizations which are not experiencing or anticipating significant growth. According to the Federal Reserve Board, other banking organizations are expected to maintain leverage ratios of at least one to two percent higher. The Board of Directors (the "Board") has authorized the total repurchase of up to 1.6 million shares, or five percent of the Company's approximately 32 million shares outstanding, to be held by the Company or used for corporate purposes as designated by the Board. During the first nine months of 1995, the Company acquired 377,912 shares at an average price of $27.09 under these authorizations. These purchases are not expected to have a material effect on the Company's liquidity, financial position or results of operations. 18 20 PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits Exhibit 12 Statement regarding computation of ratios. Exhibit 27 Financial data schedule (b) Reports on Form 8-K - No reports on Form 8-K were filed during the quarter ended September 30, 1995. 19 21 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. FIRST HAWAIIAN, INC. (REGISTRANT) Date November 13, 1995 By /s/ HOWARD H. KARR -------------------------- ----------------------------------- HOWARD H. KARR EXECUTIVE VICE PRESIDENT AND TREASURER (PRINCIPAL FINANCIAL OFFICER) 20 22 EXHIBIT INDEX
EXHIBIT PAGE NUMBER IN NUMBER DESCRIPTION QUARTERLY REPORT ON FORM 10-Q - ------- ----------- ----------------------------- 12 Statement regarding computation of ratios. 22 27 Financial data schedule 23
   1

EXHIBIT 12.    STATEMENT RE:  COMPUTATION OF RATIOS



                     First Hawaiian, Inc. and Subsidiaries
        Computation of Consolidated Ratios of Earnings to Fixed Charges


QUARTER ENDED NINE MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, ------------------ ------------------- 1995 1994 1995 1994 ------- -------- -------- -------- (dollars in thousands) Income before income taxes $30,308 $ 30,344 $ 88,800 $ 88,482 ------- -------- -------- -------- Fixed charges:(1) Interest expense 65,026 44,649 201,095 125,170 Rental expense 1,122 2,980 3,628 8,968 ------- -------- -------- -------- 66,148 47,629 204,723 134,138 Less interest on deposits 43,736 29,998 131,841 84,771 ------- -------- -------- -------- Net fixed charges 22,412 17,631 72,882 49,367 ------- -------- -------- -------- Earnings, excluding interest on deposits $52,720 $ 47,975 $161,682 $137,849 ======= ======== ======== ======== Earnings, including interest on deposits $96,456 $ 77,973 $293,523 $222,620 ======= ======== ======== ======== Ratio of earnings to fixed charges: Excluding interest on deposits 2.35 x 2.72 x 2.22 x 2.79 x Including interest on deposits 1.46 x 1.64 x 1.43 x 1.66 x
(1) For purposes of computing the above ratios, earnings represent income before income taxes plus fixed charges. Fixed charges, excluding interest on deposits, include interest (other than on deposits), whether expensed or capitalized, and that portion of rental expense (generally one third) deemed representative of the interest factor. Fixed charges, including interest on deposits, include all interest, whether expensed or capitalized, and that portion of rental expense (generally one third) deemed representative of the interest factor.
 

9 This schedule contains summary financial information extracted from the registrant's quarterly financial statements for the nine month period ended September 30, 1995, and is qualified in its entirety by reference to such financial statements. 1 9-MOS DEC-31-1995 JAN-01-1995 SEP-30-1995 262,961 68,770 175,128 0 144,952 1,126,463 1,138,041 5,224,243 65,683 7,405,603 5,097,399 1,220,339 213,306 224,758 162,713 0 0 485,599 7,405,603 364,812 43,777 11,674 420,263 131,841 201,095 219,168 17,380 7 185,137 88,800 57,309 0 0 57,309 1.80 1.80 8.21 68,871 41,916 3,233 0 61,250 14,552 1,605 65,683 45,720 1,070 18,893