UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
ý Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended March 31, 2005
or
o 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: 000-14517
TEXAS REGIONAL BANCSHARES, INC.
(Exact name of
registrant as specified in its charter)
www.trbsinc.com
|
Texas |
|
74-2294235 |
|
(State or other
jurisdiction |
|
(I.R.S. Employer |
3900
North 10th Street, 11th Floor
McAllen, Texas 78501
(Address of
principal executive offices) (Zip Code)
(956) 631-5400
(Registrant’s telephone number, including area code)
(Former name, former address and former fiscal year, if changed since last report)
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 ý No o
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes ý No o
There were 49,595,709 shares of the registrant’s Class A Voting Common Stock, $1.00 par value, outstanding as of May 9, 2005.
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
Texas Regional Bancshares, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(Dollars in Thousands, Except Share Data)
|
|
|
March 31, |
|
December 31, |
|
||
|
|
|
2005 |
|
2004 |
|
||
|
|
|
(Unaudited) |
|
|
|
||
|
Assets |
|
|
|
|
|
||
|
Cash and Due From Banks |
|
$ |
133,450 |
|
$ |
145,528 |
|
|
Interest-Bearing Deposits at Other Banks |
|
793 |
|
779 |
|
||
|
Federal Funds Sold |
|
22,000 |
|
— |
|
||
|
Total Cash and Cash Equivalents |
|
156,243 |
|
146,307 |
|
||
|
Time Deposits |
|
— |
|
8 |
|
||
|
Securities Available for Sale, at Fair Value |
|
1,652,228 |
|
1,530,503 |
|
||
|
Securities Held to Maturity, at Amortized Cost (Fair Value of $213 in 2005 and $215 in 2004) |
|
210 |
|
210 |
|
||
|
Loans Held for Sale, Net of Unearned Discount of $44 in 2005 and $17 in 2004 |
|
25,041 |
|
28,982 |
|
||
|
Loans Held for Investment, Net of Unearned Discount of $261 in 2005 and $376 in 2004 |
|
3,843,779 |
|
3,750,519 |
|
||
|
Less: Allowance for Loan Losses |
|
(47,313 |
) |
(45,024 |
) |
||
|
Net Loans Held for Investment |
|
3,796,466 |
|
3,705,495 |
|
||
|
Premises and Equipment, Net |
|
140,145 |
|
134,239 |
|
||
|
Accrued Interest Receivable |
|
36,968 |
|
36,082 |
|
||
|
Other Real Estate |
|
6,909 |
|
6,223 |
|
||
|
Goodwill, Net |
|
194,963 |
|
174,503 |
|
||
|
Identifiable Intangibles, Net |
|
30,022 |
|
29,607 |
|
||
|
Other Assets |
|
50,278 |
|
47,188 |
|
||
|
Total Assets |
|
$ |
6,089,473 |
|
$ |
5,839,347 |
|
|
Liabilities |
|
|
|
|
|
||
|
Deposits |
|
|
|
|
|
||
|
Demand |
|
$ |
920,271 |
|
$ |
866,773 |
|
|
Savings |
|
222,538 |
|
211,825 |
|
||
|
Money Market Checking and Savings |
|
1,593,299 |
|
1,440,207 |
|
||
|
Time Deposits |
|
2,266,032 |
|
2,242,035 |
|
||
|
Total Deposits |
|
5,002,140 |
|
4,760,840 |
|
||
|
Other Borrowed Money |
|
441,329 |
|
461,751 |
|
||
|
Accounts Payable and Accrued Liabilities |
|
45,108 |
|
22,698 |
|
||
|
Total Liabilities |
|
5,488,577 |
|
5,245,289 |
|
||
|
Commitments and Contingencies |
|
|
|
|
|
||
|
Shareholders’ Equity |
|
|
|
|
|
||
|
Preferred Stock; $1.00 Par Value, 10,000,000 Shares Authorized; None Issued and Outstanding |
|
— |
|
— |
|
||
|
Common Stock – Class A; $1.00 Par Value, 50,000,000 Shares Authorized; Issued 49,614,003 Shares in 2005 and 49,574,900 Shares in 2004 |
|
49,614 |
|
49,575 |
|
||
|
Paid-In Capital |
|
402,128 |
|
401,414 |
|
||
|
Retained Earnings |
|
164,860 |
|
146,020 |
|
||
|
Accumulated Other Comprehensive Loss, Net of Tax |
|
(14,967 |
) |
(2,212 |
) |
||
|
Treasury Stock; 21,780 Shares in 2005 and 2004, at cost |
|
(739 |
) |
(739 |
) |
||
|
Total Shareholders’ Equity |
|
600,896 |
|
594,058 |
|
||
|
Total Liabilities and Shareholders’ Equity |
|
$ |
6,089,473 |
|
$ |
5,839,347 |
|
The accompanying notes are an integral part of the condensed consolidated financial statements.
2
Texas Regional Bancshares, Inc. and Subsidiaries
Condensed Consolidated Statements of Income and Comprehensive Income
(Dollars in Thousands, Except Per Share Data)
|
|
|
Three Months |
|
||||
|
|
|
2005 |
|
2004 |
|
||
|
|
|
(Unaudited) |
|
||||
|
Interest Income |
|
|
|
|
|
||
|
Loans Held for Sale |
|
$ |
645 |
|
$ |
259 |
|
|
Loans Held for Investment, Including Fees |
|
66,061 |
|
44,515 |
|
||
|
Securities |
|
|
|
|
|
||
|
Taxable |
|
12,929 |
|
11,209 |
|
||
|
Tax-Exempt |
|
1,210 |
|
921 |
|
||
|
Interest-Bearing and Time Deposits |
|
31 |
|
17 |
|
||
|
Federal Funds Sold |
|
100 |
|
17 |
|
||
|
Total Interest Income |
|
80,976 |
|
56,938 |
|
||
|
Interest Expense |
|
|
|
|
|
||
|
Deposits |
|
20,238 |
|
12,438 |
|
||
|
Federal Funds Purchased and Securities Sold Under Repurchase Agreements |
|
568 |
|
575 |
|
||
|
Federal Home Loan Bank Advances |
|
1,444 |
|
283 |
|
||
|
Other Borrowed Money |
|
1,046 |
|
538 |
|
||
|
Total Interest Expense |
|
23,296 |
|
13,834 |
|
||
|
Net Interest Income Before Provision for Loan Losses |
|
57,680 |
|
43,104 |
|
||
|
Provision for Loan Losses |
|
5,407 |
|
3,924 |
|
||
|
Net Interest Income After Provision for Loan Losses |
|
52,273 |
|
39,180 |
|
||
|
Noninterest Income |
|
|
|
|
|
||
|
Service Charges on Deposit Accounts |
|
9,140 |
|
7,298 |
|
||
|
Other Service Charges |
|
3,172 |
|
2,096 |
|
||
|
Insurance Commissions, Fees and Premiums |
|
926 |
|
301 |
|
||
|
Trust Service Fees |
|
1,840 |
|
727 |
|
||
|
Net Realized Gains (Losses) on Sales of Securities Available for Sale |
|
(2 |
) |
499 |
|
||
|
Data Processing Service Fees |
|
2,624 |
|
2,122 |
|
||
|
Loan Servicing Income (Loss), Net |
|
153 |
|
(182 |
) |
||
|
Other Noninterest Income |
|
6,958 |
|
607 |
|
||
|
Total Noninterest Income |
|
24,811 |
|||||