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Bear Stearns Reports 2004 Second Quarter Results; Earnings up 24.0% to $347.8 Million or $2.49 Per Share.


NEW YORK New York, state, United States
New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of
 -- The Bear Stearns The Bear Stearns Companies, Inc. (NYSE: BSC) is the parent company of Bear, Stearns & Co. Inc., one of the largest global investment banks and securities trading and brokerage firms in the world.  Companies Inc. (NYSE NYSE

See: New York Stock Exchange
:BSC (Binary Synchronous Communications) See bisync. )

--Net revenues up 17.8% to $1.7 billion from $1.5 billion in 2nd quarter 2003

--Global Clearing Services revenue up 19.4% to $223.7 million from $187.4 million

--Record Fixed Income net revenues up 10.4% to reach new high of $844.4 million

The Bear Stearns Companies Inc. (NYSE:BSC) today reported earnings per share (diluted di·lute  
tr.v. di·lut·ed, di·lut·ing, di·lutes
1. To make thinner or less concentrated by adding a liquid such as water.

2. To lessen the force, strength, purity, or brilliance of, especially by admixture.
) of $2.49 for the second quarter ended May 31, 2004, up 21.5% from $2.05 per share for the second quarter of 2003. Net income for the second quarter of 2004 was $347.8 million, up 24.0% from $280.4 million for the second quarter of 2003. Net revenues for the 2004 second quarter were $1.7 billion, up 17.8% from $1.5 billion for the 2003 second quarter. The annualized annualized

Of or relating to a variable that has been mathematically converted to a yearly rate. Inflation and interest rates are generally annualized since it is on this basis that these two variables are ordinarily stated and compared.
 return on common stockholders' equity Stockholders' Equity

The portion of the balance sheet that includes capital received from investors in exchange for stock (paid-in capital), donated capital, and retained earnings. This is equal to total assets minus liabilities, preferred stock and intangible assets.
 for the second quarter of 2004 was 19.6% and 20.4% for the trailing 12-month period ended May 31, 2004.

"I am extremely pleased to report that Bear Stearns posted excellent results for the second quarter and record results the first half of 2004," said James James, person in the Bible
James, in the Gospel of St. Luke, kinsman of St. Jude. The original does not specify the relationship.
James, rivers, United States
James.
 E. Cayne, chairman and chief executive officer. "This success highlights the diversity of our business mix and the sustainability of the underlying earnings power of this franchise. We saw robust activity across the fixed income businesses and steady improvement in clearing, wealth management and many of the equity areas. Our dedication to comprehensively serving our clients' needs enables us to drive shareholder value and to continue to produce industry-leading returns."

A brief discussion of the firm's business segments follows:

CAPITAL MARKETS

Capital Markets net revenues for the second quarter of 2004 were $1.35 billion, up 14.7% from $1.18 billion for the quarter ended May 31, 2003.

--Institutional Equities net revenues were $252.0 million, up 33.1% from $189.3 million for the second quarter of 2003. Revenues increased in the domestic and international equity sales and trading areas reflecting higher market volumes and increased market share. A decline in customer activity levels and reduced market volatility Volatility

1. A statistical measure of the tendency of a market or security to rise or fall sharply within a period of time.

2. A variable in option pricing formulas that denotes the extent to which the return of the underlying asset will fluctuate between now and the
 had a negative effect on equity derivative In finance, an equity derivative is a class of financial instruments whose value is at least partly derived from one or more underlying equity securities. Market participants trade equity derivatives in order to transfer or transform certain risks associated with the , risk arbitrage The purchase of stock in a corporation that appears to be the target of an imminent takeover in the hope of making large profits if the takeover occurs.

Risk arbitrage is practiced by investors called risk arbitrageurs.
 and convertible arbitrage Convertible Arbitrage

An investing strategy that involves the long position on a convertible security and a short position in its converting common stock.

Notes:
 revenues. The results of Bear Wagner Specialists, LLC (Logical Link Control) See "LANs" under data link protocol.

LLC - Logical Link Control
 were reported on a consolidated con·sol·i·date  
v. con·sol·i·dat·ed, con·sol·i·dat·ing, con·sol·i·dates

v.tr.
1. To unite into one system or whole; combine:
 basis for the first time in the first quarter of 2004. This change in reporting increased the 2004 second quarter net revenues by approximately ap·prox·i·mate  
adj.
1. Almost exact or correct: the approximate time of the accident.

2.
 $50 million compared to the prior year quarter.

--Fixed Income net revenues were a record $844.4 million, up 10.4% from $765.2 million in the comparable prior year quarter. Fixed Income reported its best ever quarterly results with the mortgage area operating at record levels and the interest rate product areas continuing to provide strong results. Mortgage related revenues were driven by active customer flow in the ARMs, non-agency and commercial mortgage markets. In the credit businesses, the high yield and corporate bond trading areas experienced lower levels of activity from prior year record levels as credit spreads widened during the quarter.

--Investment Banking net revenues were $254.9 million in the second quarter of 2004, up 14.1% from the $223.4 million in the comparable prior year period. Equity underwriting Underwriting

1. The process by which investment bankers raise investment capital from investors on behalf of corporations and governments that are issuing securities (both equity and debt).

2. The process of issuing insurance policies.
 continued to show improvement, while merger and acquisition advisory fees were on par with the prior year quarter.

GLOBAL CLEARING SERVICES

Second quarter 2004 Global Clearing Services net revenues were $223.7 million, up 19.4% from $187.4 million in the second quarter of 2003. Average customer margin debt balances for the quarter ended May 31, 2004 were $46.7 billion, up 18.2% from $39.5 billion in the prior year quarter. Increased customer activity, particularly in the prime brokerage Prime Brokerage

A special group of services that many brokerages give to special clients. The services provided under prime brokering are securities lending, leveraged trade executions, and cash management, among other things.
 area, was evident as higher margin debt, customer short, and stock borrow Borrow

To obtain or receive money on loan with the promise or understanding that it will be repaid.
 balances drove revenue growth.

WEALTH MANAGEMENT

Wealth Management net revenues for the quarter ended May 31, 2004 were $176.5 million, up 41.9% from $124.4 million in the second quarter of 2003.

--Private Client Services net revenues were $117.3 million, an increase of 28.7% from $91.1 million in the 2003 second quarter. This revenue growth was fueled by the rebound rebound (rē´bownd),
n/v 1. a recovery from illness.
n 2. an outbreak of fresh reflex activity after withdrawal of a stimulus

rebound adjective
 in the equity markets, increased customer trading volume Trading volume

The number of shares transacted every day. As there is a seller for every buyer, one can think of the trading volume as half of the number of shares transacted. That is, if A sells 100 shares to B, the volume is 100 shares.
 and the hiring of high producing brokers.

--Asset Management net revenues grew 78.1% to $59.2 million for the second quarter of 2004 from $33.3 million in the prior year's quarter. Excluding revenues of $21.5 million from the sale of certain mutual funds assets to The Dreyfus Corporation Dreyfus Corporation is a leading mutual fund financial firm founded in 1951. It is an industry leader having been the first to advertise to consumers, and create a high yield fund. Though it has its main office in New York City, it is a subsidiary of Pittsburgh based Mellon Financial. , Asset Management revenues increased 13.5% to $37.7 million. Assets under management Assets Under Management (AUM) is a term used by financial services companies in the mutual fund and money management or investment management business to gauge how much money they are managing.  increased to $27.3 billion on May 31, 2004 from $24.4 billion on May 31, 2003. Excluding assets transferred to Dreyfus, assets under management increased 29.5% from the second quarter of 2003.

EXPENSES

--Compensation as a percentage of net revenues was 49.9% in the second quarter of 2004 as compared with 47.3% for the second quarter of 2003. Year to date compensation to net revenues was 49.5% for 2004 versus 48.7% for 2003.

--Non-compensation expenses were $352.0 million for the quarter ended May 31, 2004, an increase of 2.8% from $342.4 million in the 2003 quarter. The ratio of non-compensation expenses to net revenues was 20.4% in the second quarter 2004 versus 23.4% in the prior year quarter. The increase in non-compensation expenses is primarily attributable attributable

emanating from or pertaining to attribute.


attributable proportion
see attributable risk (below).

attributable risk
 to the consolidation of the results of Bear Wagner Specialists, LLC in the May 2004 income statement.

The pre-tax pre-tax adjanterior al impuesto

pre-tax adjavant impôt(s)

pre-tax adjal lordo d'imposta 
 profit margin increased to 29.7% in the quarter ended May 31, 2004 from 29.3% in the 2003 second quarter.

As of May 31, 2004, total capital, including stockholders' equity and long-term Long-term

Three or more years. In the context of accounting, more than 1 year.


long-term

1. Of or relating to a gain or loss in the value of a security that has been held over a specific length of time. Compare short-term.
 borrowings, was approximately $40.0 billion. Book value as of May 31, 2004 was $53.38 per share, based on 144.3 million shares outstanding.

Update on Mutual Fund Investigation

In relation to an ongoing investigation by the Securities and Exchange Commission (SEC) into mutual fund trading practices, Bear, Stearns & Co. Inc. and Bear, Stearns Securities Corp. have received a notice that the staff of the SEC is considering recommending that the commission bring a civil injunctive
  • referring to a legal injunction.
  • a verbal category in Vedic Sanskrit, see Injunctive mood.
 action and/or and/or  
conj.
Used to indicate that either or both of the items connected by it are involved.

Usage Note: And/or is widely used in legal and business writing.
 issue an administrative cease and desist order An order issued by an Administrative Agency or a court proscribing a person or a business entity from continuing a particular course of conduct.

The force and effect of a cease and desist order are similar to those of an Injunction issued by a court.
 against them. Such action could result in, among other things, disgorgement Disgorgement

A repayment of ill-gotten gains that is imposed on wrongdoers by the courts. Funds that were received through illegal or unethical business transactions are disgorged, or paid back, with interest to those affected by the action.
, civil monetary penalties, and/or other remedial REMEDIAL. That which affords a remedy; as, a remedial statute, or one which is made to supply some defects or abridge some superfluities of the common law. 1 131. Com. 86. The term remedial statute is also applied to those acts which give a new remedy. Esp. Pen. Act. 1.  sanctions Sanctions is the plural of sanction. Depending on context, a sanction can be either a punishment or a permission. The word is a contronym.

Sanctions involving countries:
. Bear Stearns is cooperating fully with the SEC in connection with this matter.

Quarterly Common Stock Cash Dividend Declared de·clare  
v. de·clared, de·clar·ing, de·clares

v.tr.
1. To make known formally or officially. See Synonyms at announce.

2. To state emphatically or authoritatively; affirm.

3.


The Board of Directors of The Bear Stearns Companies Inc. declared a regular, quarterly cash dividend of 20 cents per share Cents per share

The amount of a mutual fund's dividend or capital gains distributions that a shareholder will receive for each share owned.
 on the outstanding shares of common stock, payable July July: see month.  30, 2004, to stockholders of record on July 16, 2004.

Quarterly Preferred Cash Dividends Declared

The Board of Directors of The Bear Stearns Companies Inc. declared the following regular quarterly dividends: (i) a cash dividend of $3.075 per share on the outstanding shares of 6.15% Cumulative Preferred Stock Cumulative preferred stock

Preferred stock whose dividends accrue, should the issuer not make timely dividend payments. Related: Non-cumulative preferred stock.
, Series E (which is equivalent to 76.875 cents per related depositary DEPOSITARY, contracts. He with whom a deposit is confided or made.
     2. It is, the essence of the contract of deposits that it should be gratuitous on the part 'of the depositary. 9 M. R. 470.
 share); (ii) a cash dividend of $2.86 per share on the outstanding shares of 5.72% Cumulative Preferred Stock, Series F (which is equivalent to 71.50 cents per related depositary share); and (iii) a cash dividend of $2.745 per share on the outstanding shares of 5.49% Cumulative Preferred Stock, Series G (which is equivalent to 68.625 cents per related depositary share) all payable July 15, 2004 to stockholders of record on June June: see month.  30, 2004.

Founded in 1923, The Bear Stearns Companies Inc. (NYSE: BSC) is the parent company of Bear, Stearns & Co. Inc., a leading investment banking and securities trading securities trading, financial activity involving transactions of property such as stocks, bonds, commodities, and currency (see securities). Although the trading of stocks and bonds dates back several centuries in many Western nations, the development of the  and brokerage BROKERAGE, contracts. The trade or occupation of a broker; the commissions paid to a broker for his services.  firm. With approximately $40.0 billion in total capital, Bear Stearns serves governments, corporations, institutions and individuals worldwide. The company's business includes corporate finance and mergers and acquisitions, institutional equities and fixed income sales and trading, securities research, private client services, derivatives derivatives

In finance, contracts whose value is derived from another asset, which can include stocks, bonds, currencies, interest rates, commodities, and related indexes. Purchasers of derivatives are essentially wagering on the future performance of that asset.
, foreign exchange and futures sales and trading, asset management and custody The care, possession, and control of a thing or person. The retention, inspection, guarding, maintenance, or security of a thing within the immediate care and control of the person to whom it is committed. The detention of a person by lawful authority or process.  services. Through Bear, Stearns Securities Corp., it offers financing, securities lending Securities Lending

When a brokerage lends securities owned by its clients to short sellers.

Notes:
This allows brokers to create additional revenue (commissions) on the short sale transaction.
, clearing and technology solutions to hedge funds hedge fund, in finance, a highly speculative, largely unregulated investment device. Originating in the 1950s, the funds "hedge" by offsetting "short" positions (borrowing a security and then selling it at a higher price before repaying the lender) against "long" , broker-dealers and investment advisors Investment Advisor

1. A person making investment recommendations in return for a flat fee or percentage of assets managed, known as a commission.

2. For mutual fund companies, it is the individual who has the day-to-day responsibility of investing and monitoring the cash and
. Headquartered in New York City New York City: see New York, city.
New York City

City (pop., 2000: 8,008,278), southeastern New York, at the mouth of the Hudson River. The largest city in the U.S.
, the company has approximately 10,500 employees worldwide. For additional information about Bear Stearns, please visit the firm's website at http://www.bearstearns.com.

Financial Tables Attached

Certain statements contained in this discussion are "forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
" within the meaning of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and  of 1995. Such forward-looking statements are subject to risks and uncertainties, which could cause actual results to differ materially from those discussed in the forward-looking statements. For a discussion of the risks and uncertainties that may affect the company's future results, please see "Management's Discussion and Analysis Management's discussion and analysis (MD&A)

A report from management to shareholders that accompanies the firm's financial statements in the annual report. It explains the period's financial results and enables management to discuss topics that may not be apparent in the financial
 of Financial Condition and Results of Operations" and "Risk Management" in the company's 2003 Annual Report to Stockholders and similar sections of the company's quarterly reports on Form 10-Q Form 10-Q

See 10-Q.
 which have been filed with the Securities and Exchange Commission.

A conference call to discuss the company's results will be held on Wednesday Wednesday: see week. , June 16, 2004, at 10 a.m., EST EST electroshock therapy.

EST
abbr.
electroshock therapy
. The call will be open to the public. Those wishing to listen to the conference call should dial 1-888-243-0813 (or 1-703-925-2400 for international callers) at least 15 minutes prior to the commencement of the call to ensure connection. The conference call will also be accessible through our website at http://www.bearstearns.com. For those unable to listen to the live broadcast of the call, a replay will be available on our website or by dialing 1-888-266-2081 (or 1-703-925-2533 for international callers) at approximately 1 p.m. EST P.M. also p.m. or p.m.
abbr.
post meridiem

Usage Note: By definition, 12 a.m.
. The pass code for the replay is 489322. The replay will be available until midnight on Friday Friday: see Sabbath; week.

Friday

young Indian rescued by Crusoe and kept as servant and companion. [Br. Lit.: Robinson Crusoe]

See : Servant
, July 2, 2004. If you have any questions on how to obtain access to the conference call, please contact Joanne Joanne is a common given name for females, being a variant of Joanna, the feminine form of John and is derived from the Latin name Johanna and has a hebrew meaning of "God is Gracious"

People with the given name Joanne:
 Jarema by telephone at 1-212-272-4417 or via e-mail at jjarema@bear.com.
THE BEAR STEARNS COMPANIES INC.
                             SEGMENT DATA
                             (UNAUDITED)



                          Three Months Ended           % Change From
                  ----------------------------------- ----------------
                    May 31,    May 31,     Feb. 29,   May 31, Feb. 29,
                     2004        2003        2004       2003    2004
                  ----------- ----------- ----------- ------- --------
                            (In thousands)
NET REVENUES

Capital Markets
    Institutional
     Equities     $  252,004  $  189,346  $  297,400    33.1%  (15.3%)
    Fixed Income     844,436     765,190     822,268    10.4%     2.7%
    Investment
     Banking         254,872     223,439     253,179    14.1%     0.7%
                   ----------  ----------  ----------
  Total Capital
   Markets         1,351,312   1,177,975   1,372,847    14.7%   (1.6%)

Global Clearing
 Services            223,676     187,405     217,614    19.4%     2.8%

Wealth Management
    Private Client
     Services (1)    117,272      91,142     110,897    28.7%     5.7%
    Asset
     Management       59,244      33,263      41,890    78.1%    41.4%
                   ----------  ----------  ----------
  Total Wealth
   Management        176,516     124,405     152,787    41.9%    15.5%

Other (2)            (27,966)    (27,065)    (17,325)  (3.3%)  (61.4%)
                   ----------  ----------  ----------

      Total net
       revenues   $1,723,538  $1,462,720  $1,725,923    17.8%   (0.1%)
                   ==========  ==========  ==========


PRE-TAX INCOME

Capital Markets   $  491,002  $  483,971  $  516,369     1.5%   (4.9%)
Global Clearing
 Services             86,705      37,798      78,502   129.4%    10.4%
Wealth Management     25,719       4,948      20,867   419.8%    23.3%
Other (2)            (91,950)    (98,587)    (84,760)    6.7%   (8.5%)
                   ----------  ----------  ----------

      Total
       pre-tax
       income     $  511,476  $  428,130  $  530,978    19.5%   (3.7%)
                   ==========  ==========  ==========

(1) Private Client Services Detail:

  Gross Revenues, before
   transfer to
   Capital Markets
   Segment        $  139,266  $  115,033  $  137,629
  Revenue
   transferred to
   Capital
   Markets
   segment           (21,994)    (23,891)    (26,732)
                   ----------  ----------  ----------

    Private Client
     Services net
     revenues     $  117,272  $   91,142  $  110,897
                   ==========  ==========  ==========

(2) Includes consolidation and elimination entries, unallocated
    revenues (predominantly interest) and certain corporate
    administrative functions, including certain legal costs and costs
    related to the Capital Accumulation Plan for Senior Managing
    Directors ("CAP Plan").

Note: Certain reclassifications have been made to prior period amounts
within the Wealth Management segment to conform to the current
period's presentation.

                                        Six Months Ended     % Change
                                     ----------------------- ---------
                                      May 31,     May 31,
                                       2004        2003
                                     ----------- ----------- ---------
                                         (In thousands)
NET REVENUES

Capital Markets
    Institutional Equities           $  549,404  $  465,807      17.9%
    Fixed Income                      1,666,704   1,556,407       7.1%
    Investment Banking                  508,051     411,203      23.6%
                                      ----------  ----------
  Total Capital Markets               2,724,159   2,433,417      11.9%

Global Clearing Services                441,290     363,183      21.5%

Wealth Management
    Private Client Services (1)         228,169     175,295      30.2%
    Asset Management                    101,134      64,695      56.3%
                                      ----------  ----------
  Total Wealth Management               329,303     239,990      37.2%

Other (2)                               (45,291)    (58,436)     22.5%
                                      ----------  ----------

      Total net revenues              $3,449,461  $2,978,154     15.8%
                                      ==========  ==========


PRE-TAX INCOME

Capital Markets                      $1,007,371  $  949,890       6.1%
Global Clearing Services                165,207      89,948      83.7%
Wealth Management                        46,586      10,667     336.7%
Other (2)                              (176,710)   (197,176)     10.4%
                                      ----------  ----------

      Total pre-tax income           $1,042,454  $  853,329      22.2%
                                      ==========  ==========

(1) Private Client Services Detail:

  Gross Revenues, before transfer to
   Capital Markets Segment           $  276,895  $  218,502
  Revenue transferred to Capital
   Markets segment                      (48,726)    (43,207)
                                        --------  ----------

          Private Client Services net
           revenues                    $228,169  $  175,295
                                        ========  ==========

(2) Includes consolidation and elimination entries, unallocated
    revenues (predominantly interest) and certain corporate
    administrative functions, including certain legal costs and costs
    related to the Capital Accumulation Plan for Senior Managing
    Directors ("CAP Plan").

Note: Certain reclassifications have been made to prior period amounts
within the Wealth Management segment to conform to the current
period's presentation.

                   THE BEAR STEARNS COMPANIES INC.
                  CONSOLIDATED STATEMENTS OF INCOME
                             (UNAUDITED)

                           Three Months Ended           % Change From
                 -------------------------------------- --------------
                     May          May         Feb.       May     Feb.
                     31,          31,          29,        31,     29,
                    2004         2003         2004       2003    2004
                 ------------ ------------ ------------ ------- ------
                  (In thousands, except share and per
                               share data)

REVENUES
  Commissions    $   307,150  $   267,682  $   308,103    14.7% (0.3%)
  Principal
   transactions      915,469      809,915      946,862    13.0% (3.3%)
  Investment
   banking           261,564      212,550      260,410    23.1%   0.4%
  Interest and
   dividends         498,469      522,565      520,464   (4.6%) (4.2%)
  Other income        81,146       37,500       45,606   116.4%  77.9%
                 ------------ ------------ ------------
    Total
     revenues      2,063,798    1,850,212    2,081,445    11.5% (0.8%)
  Interest
   expense           340,260      387,492      355,522  (12.2%) (4.3%)
                 ------------ ------------ ------------
    Revenues,
     net of
     interest
     expense       1,723,538    1,462,720    1,725,923    17.8% (0.1%)
                 ------------ ------------ ------------

NON-INTEREST
 EXPENSES
  Employee
   compensation
   and benefits      860,053      692,181      849,148    24.3%   1.3%
  Floor
   brokerage,
   exchange and
   clearance
   fees               59,647       47,540       56,900    25.5%   4.8%
  Communications
   and
   technology         88,321       90,744       93,828   (2.7%) (5.9%)
  Occupancy           34,768       33,088       33,615     5.1%   3.4%
  Advertising
   and market
   development        29,315       27,507       25,901     6.6%  13.2%
  Professional
   fees               42,370       28,995       41,800    46.1%   1.4%
  Other expenses      97,588      114,535       93,753  (14.8%)   4.1%
                 ------------ ------------ ------------
    Total non-
     interest
     expenses      1,212,062    1,034,590    1,194,945    17.2%   1.4%
                 ------------ ------------ ------------

  Income before
   provision for
   income taxes      511,476      428,130      530,978    19.5% (3.7%)
  Provision for
   income taxes      163,673      147,719      169,913    10.8% (3.7%)
                 ------------ ------------ ------------
  Net income     $   347,803  $   280,411  $   361,065    24.0% (3.7%)
                 ------------ ------------ ------------

  Net income
   applicable to
   common shares $   340,609  $   272,616  $   353,646    24.9% (3.7%)
                 ============ ============ ============

  Adjusted net
   income used
   for diluted
   earnings per
   share (1)     $    366,027 $   299,533  $   378,778    22.2% (3.4%)
                 ============ ============ ============

  Basic earnings
   per share     $      2.77  $      2.27  $      2.88    22.0% (3.8%)
                 ============ ============ ============
  Diluted
   earnings per
   share         $      2.49  $      2.05  $      2.57    21.5% (3.1%)
                 ============ ============ ============

  Weighted
   average
   common shares
   outstanding:
     Basic       129,071,295  128,711,363  129,118,964
                 ============ ============ ============
     Diluted     146,921,897  146,062,838  147,108,483
                 ============ ============ ============

  Cash dividends
   declared per
   common share  $      0.20  $      0.17  $      0.20
                 ============ ============ ============


(1) Represents net income reduced for preferred stock dividends and
    increased for costs related to the CAP Plan and the redemption of
    preferred stock. For earnings per share, the costs related to the
    CAP Plan (net of tax) are added back as the shares related to the
    CAP Plan are included in weighted average common shares
    outstanding.

                  THE BEAR STEARNS COMPANIES INC.
                  CONSOLIDATED STATEMENTS OF INCOME
                             (UNAUDITED)

                                                            % Change
                                   Six Months Ended            From
                               -------------------------- ------------
                                  May 31,       May 31,      May 31,
                                   2004          2003         2003
                               ------------  ------------ ------------
                                    (In thousands, except share
                                        and per share data)

REVENUES
 Commissions                  $    615,253  $    509,597         20.7%
 Principal transactions          1,862,331     1,778,379          4.7%
 Investment banking                521,974       380,133         37.3%
 Interest and dividends          1,018,933       956,724          6.5%
 Other income                      126,752        63,294        100.3%
                               ------------  ------------
  Total revenues                 4,145,243     3,688,127         12.4%
 Interest expense                  695,782       709,973        (2.0%)
                               ------------  ------------
  Revenues, net of interest
   expense                       3,449,461     2,978,154         15.8%
                               ------------  ------------

NON-INTEREST EXPENSES
 Employee compensation and
  benefits                       1,709,201     1,450,070         17.9%
 Floor brokerage, exchange
  and clearance fees               116,547        92,220         26.4%
 Communications and
  technology                       182,149       183,484        (0.7%)
 Occupancy                          68,383        68,031          0.5%
 Advertising and market
  development                       55,216        52,717          4.7%
 Professional fees                  84,170        57,448         46.5%
 Other expenses                    191,341       220,855       (13.4%)
                               ------------  ------------
  Total non-interest expenses    2,407,007     2,124,825         13.3%
                               ------------  ------------

 Income before provision for
  income taxes                   1,042,454       853,329         22.2%
 Provision for income taxes        333,586       298,665         11.7%
                               ------------  ------------
 Net income                   $    708,868  $    554,664         27.8%
                               ------------  ------------

 Net income applicable to
  common shares               $    694,255  $    538,878         28.8%
                               ============  ============

 Adjusted net income used for
  diluted earnings per share
   (1)                        $    744,805  $    593,290         25.5%
                               ============  ============

 Basic earnings per share     $       5.65  $       4.48         26.1%
                               ============  ============
 Diluted earnings per share   $       5.07  $       4.05         25.2%
                               ============  ============

 Weighted average common
  shares outstanding:
    Basic                      129,029,761   129,240,413
                               ============  ============
    Diluted                    146,945,015   146,608,993
                               ============  ============

 Cash dividends declared per
  common share                $       0.40  $       0.34
                               ============  ============

(1) Represents net income reduced for preferred stock dividends and
    increased for costs related to the CAP Plan and the redemption of
    preferred stock. For earnings per share, the costs related to the
    CAP Plan (net of tax) are added back as the shares related to the
    CAP Plan are included in weighted average common shares
    outstanding.

                    THE BEAR STEARNS COMPANIES INC.
                    SELECTED FINANCIAL INFORMATION
                              (UNAUDITED)

                                        Three Months Ended
                              ----------------------------------------
                                 May 31,    February 29,  November 30,
                                  2004          2004          2003
                              ------------  ------------  ------------
                                 (In thousands, except common share
                                       data and other data)
Results
---------------------------
Revenues, net of interest
 expense                    $  1,723,538   $  1,725,923  $  1,531,277
Net income                  $    347,803   $    361,065  $    288,327
Net income applicable to
 common shares              $    340,609   $    353,646  $    280,533
Adjusted net income used
 for diluted earnings
 per share (1)              $    366,027   $    378,778  $    308,521

Financial Position
---------------------------
Stockholders' equity, at
 period end                 $  8,006,834   $  7,817,777  $  7,470,088
Total stockholders' equity
 and trust issued preferred
 securities, at period
 end (2)                    $  8,006,834   $  7,817,777  $  8,032,588
Total capital, at period
 end                        $ 39,973,413   $ 39,970,906  $ 37,463,053

Common Share Data
---------------------------
Basic earnings per share    $       2.77   $       2.88  $       2.43
Diluted earnings per share  $       2.49   $       2.57  $       2.19
Book value per common
 share, at period end       $      53.38   $      51.19  $      48.69
Weighted average common
 shares outstanding:
     Basic                   129,071,295    129,118,964   124,090,961
     Diluted                 146,921,897    147,108,483   140,876,365
Common shares outstanding,
 at period end (3)           144,285,667    144,320,701   142,369,836

Financial Ratios
---------------------------
Return on average common
 equity (annualized)                19.6%          21.3%         19.6%
Adjusted pre-tax profit
 margin (4)                         32.3%          33.3%         31.7%
Pre-tax profit margin (5)           29.7%          30.8%         28.5%
After-tax profit margin (6)         20.2%          20.9%         18.8%
Compensation & benefits /
 Revenues, net of interest
 expense                            49.9%          49.2%         48.9%

Other Data (in billions,
 except employees)
---------------------------
Margin debt balances, at
 period end                 $       44.4   $       47.9  $       45.7
Margin debt balances,
 average for period         $       46.7   $       46.6  $       42.2
Customer short balances,
 at period end              $       74.9   $       77.0  $       72.6
Customer short balances,
 average for period         $       77.2   $       74.3  $       70.1
Stock borrowed, at period
 end                        $       53.6   $       57.0  $       54.3
Stock borrowed, average for
 period                     $       58.7   $       58.5  $       57.4
Free credit balances, at
 period end                 $       28.8   $       26.1  $       24.9
Free credit balances,
 average for period         $       28.1   $       26.5  $       22.9
Assets under management, at
 period end                 $       27.3   $       29.1  $       27.1
Employees, at period end          10,469         10,431        10,532

                                        Three Months Ended
                              ----------------------------------------
                               August 31,      May 31,    February 28,
                                  2003          2003          2003
                              ------------  ------------  ------------
                                 (In thousands, except common share
                                       data and other data)
Results
---------------------------
Revenues, net of interest
 expense                    $  1,485,060   $  1,462,720  $  1,515,434
Net income                  $    313,415   $    280,411  $    274,253
Net income applicable to
 common shares              $    305,621   $    272,616  $    266,261
Adjusted net income used
 for diluted earnings
 per share (1)              $    334,180   $    299,533  $    293,756

Financial Position
---------------------------
Stockholders' equity, at
 period end                 $  6,875,668   $  6,714,397  $  6,529,628
Total stockholders' equity
 and trust issued preferred
 securities, at period
 end (2)                    $  7,438,168   $  7,276,897  $  7,092,128
Total capital, at period
 end                        $ 34,438,022   $ 33,520,967  $ 31,987,917

Common Share Data
---------------------------
Basic earnings per share    $       2.54   $       2.27  $       2.21
Diluted earnings per share  $       2.30   $       2.05  $       2.00
Book value per common
 share, at period end       $      45.46   $      43.52  $      41.64
Weighted average common
 shares outstanding:
     Basic                   128,681,694    128,711,363   129,773,603
     Diluted                 145,599,540    146,062,838   147,029,224
Common shares outstanding,
 at period end (3)           146,662,752    146,915,258   146,659,224

Financial Ratios
---------------------------
Return on average common
 equity (annualized)                21.3%          19.7%         19.9%
Adjusted pre-tax profit
 margin (4)                         35.8%          32.4%         31.2%
Pre-tax profit margin (5)           32.5%          29.3%         28.1%
After-tax profit margin (6)         21.1%          19.2%         18.1%
Compensation & benefits /
 Revenues, net of interest
 expense                            45.9%          47.3%         50.0%

Other Data (in billions,
 except employees)
---------------------------
Margin debt balances, at
 period end                 $       41.6   $       44.1  $       38.1
Margin debt balances,
 average for period         $       43.3   $       39.5  $       36.3
Customer short balances, at
 period end                 $       66.3   $       66.2  $       56.5
Customer short balances,
 average for period         $       68.0   $       62.0  $       57.0
Stock borrowed, at period
 end                        $       52.1   $       48.6  $       41.7
Stock borrowed, average for
 period                     $       54.2   $       47.9  $       45.1
Free credit balances, at
 period end                 $       22.0   $       20.4  $       18.7
Free credit balances,
 average for period         $       21.2   $       19.3  $       18.9
Assets under management, at
 period end                 $       25.7   $       24.4  $       23.3
Employees, at period end          10,515         10,472        10,506


(1) Represents net income reduced for preferred stock dividends and
    increased for costs related to the CAP Plan and the redemption of
    preferred stock. For earnings per share, the costs related to the
    CAP Plan (net of tax) are added back as the shares related to the
    CAP Plan are included in weighted average common shares
    outstanding.
(2) In accordance with FASB Interpretation ("FIN") No. 46 (R), a
    revision of FIN No. 46, "Consolidation of Variable Interest
    Entities - an Interpretation of ARB No. 51," the company has
    deconsolidated Bear Stearns Capital Trust III, which had issued
    $262.5 million of Preferred Securities as of May 31, 2004 and
    February 29, 2004. As a result, $262.5 million in junior
    subordinated deferrable interest debentures issued by the company
    to Bear Stearns Capital Trust III is included in long-term
    borrowings in the consolidated statement of financial condition as
    of May 31, 2004 and February 29, 2004.
(3) Represents shares used to calculate book value per common share.
    Common shares outstanding include units issued under certain stock
    compensation plans which will be distributed as shares of common
    stock.
(4) Represents the ratio of income before both CAP Plan costs and
    provision for income taxes to revenues, net of interest expense.
(5) Represents the ratio of income before provision for income taxes
    to revenues, net of interest expense.
(6) Represents the ratio of net income to revenues, net of interest
    expense.

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