UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X]
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly period ended
March 31, 2005OR
[ ]
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: 0-17122
FIRST FINANCIAL HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware
57-0866076
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
34 Broad Street, Charleston, South Carolina
29401
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code
(843) 529-5933
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).
YES X NO
APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.
Class
Outstanding Shares at
Common Stock
April 29, 2005
$.01 Par Value
12,351,877
FIRST FINANCIAL HOLDINGS, INC.
INDEX
PART I -- CONSOLIDATED FINANCIAL INFORMATION
PAGE NO.
Item
1.
Consolidated Financial Statements
Consolidated Statements of Financial Condition
1
at March 31, 2005 and September 30, 2004
Consolidated Statements of Income for the Three
2
Months Ended March 31, 2005 and 2004
Consolidated Statements of Income for the Six
3
Months Ended March 31, 2005 and 2004
Consolidated Statements of Stockholders' Equity and
4
Comprehensive Income at March 31, 2005 and 2004
Consolidated Statements of Cash Flows for the
5
Six months Ended March 31, 2005 and 2004
Notes to Consolidated Financial Statements
6-14
2.
Management's Discussion and Analysis of Financial 15-34 Condition and Results of Operations 3.
Quantitative and Qualitative Disclosures About Market Risk 35 4.
Controls and Procedures 35 PART II - OTHER INFORMATION Item 1. Legal Proceedings 36 2. Changes in Securities, Use of Proceeds and Issuer Purchases of Equity Securities 37 4. Submission of Matters to a Vote of Security Holders 37-38 5. Other Information 38 6.
Exhibits 39-40 SIGNATURES 41 EXHIBIT 31 -- CERTIFICATIONS 42-43 EXHIBIT 32 -- CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND
44 CHIEF FINANCIAL OFFICER SCHEDULES OMITTED
All schedules other than those indicated above are omitted because of the absence of the conditions under which they are required or because the information is included in the Financial Statements and related notes.
PART I. CONSOLIDATED FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
FIRST FINANCIAL HOLDINGS, INC. CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION March 31, September 30, 2005 2004 (Amounts in thousands) (Unaudited) ASSETS Cash and cash equivalents $
101,916 $ 102,310 Investments available for sale, at fair value 31,024 28,926 Investment in capital stock of FHLB, at cost 29,665 33,900 Loans receivable, net of allowance of $14,404 and $14,799 1,857,223 1,813,531 Loans held for sale 3,951 4,054 Mortgage-backed securities available for sale, at fair value 336,992 346,847 Accrued interest receivable 8,872 8,909 Office properties and equipment, net 51,379 50,574 Real estate and other assets acquired in settlement of loans 2,654 4,003 Intangible assets 22,784 22,452 Other assets 26,605 26,807 Total assets $
2,473,065 $ 2,442,313 LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities: Deposit accounts $ 1,547,696 $ 1,520,817 Advances from FHLB 552,000 658,000 Other short-term borrowings 105,821 1,262 Long-term debt 46,392 46,392 Advances by borrowers for taxes and insurance 3,186 5,557 Outstanding checks 11,930 12,850 Accounts payable and other liabilities 35,136 32,248 Total liabilities 2,302,161 2,277,126 Stockholders' equity: Serial preferred stock, authorized 3,000,000 shares--none issued Common stock, $.01 par value, authorized 24,000,000 shares, issued and outstanding 16,181,271 and 16,090,859 shares at March 31, 2005 and September 30, 2004, respectively 162 161 Additional paid-in capital 46,610 44,812 Retained income, substantially restricted 196,978 189,675 Accumulated other comprehensive loss, net of income taxes (3,525 )
(1,458 )
Treasury stock at cost, 3,829,359 and 3,787,714 shares at March 31, 2005 and September 30, 2004, respectively (69,321 )
(68,003 )
Total stockholders' equity 170,904 165,187 Total liabilities and stockholders' equity $ 2,473,065 $ 2,442,313 See accompanying notes to consolidated financial statements. 1
FIRST FINANCIAL HOLDINGS, INC. CONSOLIDATED STATEMENTS OF INCOME Three Months Ended March 31, 2005 2004 (Amounts in thousands, except per share amounts) (Unaudited) INTEREST INCOME Interest and fees on loans $ 27,945 $ 27,743 Interest on mortgage-backed securities 3,321 3,864 Interest and dividends on investments 595 413 Other 51 17 Total interest income 31,912 32,037 INTEREST EXPENSE Interest on deposits 6,115 5,506 Interest on borrowed money 6,865 6,922 Total interest expense 12,980 12,428 NET INTEREST INCOME 18,932 19,609 Provision for loan losses 1,300 1,825 Net interest income after provision for loan losses 17,632 17,784 OTHER INCOME Net gain on sale of loans 467 744 Net gain on sale of investment and mortgage-backed securities - 958 Brokerage fees 670 650 Commissions on insurance 5,800 5,021 Other agency income 330 430 Service charges and fees on deposit accounts 2,742 2,766 Loan servicing operations, net 1,007 (1,150 )
Gains (losses) on disposition of assets 36 (3 )
Other 1,456 1,009 Total other income 12,508 10,425 NON-INTEREST EXPENSE Salaries and employee benefits 12,127 11,238 Occupancy costs 1,224 1,357 Marketing 465 391 Depreciation, rental and maintenance of equipment 1,223 1,235 Amortization of intangibles 121 96 Other 3,923 3,988 Total non-interest expense 19,083 18,305 Income before income taxes 11,057 9,904 Income tax expense 4,010 3,514 NET INCOME $ 7,047 $ 6,390 NET INCOME PER COMMON SHARE BASIC $ 0.57 $ 0.51 NET INCOME PER COMMON SHARE DILUTED $ 0.56 $ 0.50 See accompanying notes to consolidated financial statements. 2
FIRST FINANCIAL HOLDINGS, INC. CONSOLIDATED STATEMENTS OF INCOME Six Months Ended March 31, 2005 2004 (Amounts in thousands, except per share amounts) (Unaudited) INTEREST INCOME Interest and fees on loans $ 56,039 $ 55,951 Interest on mortgage-backed securities 6,620 6,972 Interest and dividends on investments 1,143 840 Other 91 34 Total interest income 63,893 63,797 INTEREST EXPENSE Interest on deposits 11,995 11,265 Interest on borrowed money 13,820 13,784 Total interest expense 25,815 25,049 NET INTEREST INCOME 38,078 38,748 Provision for loan losses 2,600 3,250 Net interest income after provision for loan losses 35,478 35,498 OTHER INCOME Net gain on sale of loans 840 954 Net (loss) gain on sale of investment and mortgage-backed securities (56 )
1,394 Brokerage fees 1,304 1,144 Commissions on insurance 9,512 7,867 Other agency income 594 692 Service charges and fees on deposit accounts 5,689 5,523 Loan servicing operations, net 1,322 (735 )
Gains on disposition of assets 1,602 244 Other 3,906 1,807 Total other income 24,713 18,890 NON-INTEREST EXPENSE Salaries and employee benefits 25,245 22,539 Occupancy costs 2,477 2,639 Marketing 969 741 Depreciation, rental and maintenance of equipment 2,396 2,572 Prepayment penalties on FHLB advances 964 Amortization of intangibles 242 191 Other 7,595 7,628