SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) April 16, 1997
THE BEAR STEARNS COMPANIES INC.
Exact name of registrant as specified in its charter
DELAWARE File No. 1-8989 13-3286161
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification
incorporation) Number)
245 Park Avenue, New York, New York 10167
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (212) 272-2000
Not Applicable
(former name or former address, if changed since last report)
<PAGE>
Item 5. Other Events.
Filed herewith is a copy of The Bear Stearns Companies Inc. (the "Company")
Press Release, dated April 16, 1997, announcing its earnings for the three and
nine months ended March 27, 1997 which includes the Unaudited Consolidated
Statements of Income for the Company for the three and nine months ended March
27, 1997 and March 29, 1996, and the three months ended December 31, 1996.
All normal recurring adjustments that are, in the opinion of management,
necessary for a fair presentation of the results of operations for the periods
presented have been included. The nature of the Company's business is such that
the results for any interim period are not necessarily indicative of the results
for a full year.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial Statements of business acquired:
Not applicable.
(b) Pro Forma financial information:
Not applicable.
(c) Exhibit:
(99) Press Release, dated April 16, 1997.
<PAGE>
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.
THE BEAR STEARNS COMPANIES INC.
By: /s/ Michael J. Abatemarco
Michael J. Abatemarco
Controller
Dated: April 16, 1997
<PAGE>
THE BEAR STEARNS COMPANIES INC.
FORM 8-K
CURRENT REPORT
Exhibit Index
Exhibit No. Description Page
(99) Press Release, dated April 16, 1997
<PAGE>
Contacts: Hannah Burns (212) 272-2395
Maura Gaenzle (212) 272-4445
Ellen Glickman (212) 272-8188
THE BEAR STEARNS COMPANIES INC.
REPORTS THIRD QUARTER RESULTS
New York, New York -- April 16, 1997 -- The Bear Stearns Companies Inc.
(NYSE:BSC) today announced earnings for the company's third fiscal quarter ended
March 27, 1997.
Net income for the third quarter of fiscal 1997 was $165.5 million, or $1.14 per
share, a 28.4% increase in net income from $128.9 million, or 86 cents per
share, for the comparable quarter last year. The annualized return on common
stockholders' equity for the quarter was 29.5% versus 29.0% for the same quarter
a year ago.
Net income for the first nine months of fiscal 1997 was $450.4 million, or $3.05
per share, a 37.4% increase in net income from $327.9 million, or $2.15 per
share, for the comparable period a year ago. The annualized return on common
stockholders' equity for the nine months ended March 27, 1997 was 27.9% versus
25.9% for the same period last year.
Revenues, net of interest expense, for the quarter ended March 27, 1997 were
$934.5 million, an 18.0% increase from $792.2 million for the comparable quarter
a year ago. For the nine months ended March 27, 1997, revenues, net of interest
expense, were $2.6 billion, a 22.2% increase from $2.1 billion a year ago.
"We are proud of these very strong results, reflecting substantial increases in
all revenue categories from a year ago," noted President and Chief Executive
Officer James E. Cayne. "While recognizing the positive operating environment
that characterized most of the quarter, our focus on our clients, products and
markets enabled us to do exceptionally well. We are committed to providing the
highest quality products and services to our clients in any market environment."
The following record or near-record contributions were made in the fiscal 1997
third quarter:
- -- Commission revenues rose 4.7% to $191.8 million in the third quarter of
fiscal 1997 from $183.2 million reported in the third quarter of fiscal 1996.
- -- Principal transactions revenues reached $407.3 million for the three months
ended March 27, 1997, 15.4% higher than the quarter ended March 29, 1996.
- -- Investment banking revenues were $188.7 million for the third quarter, an
increase of 30.7% over the prior year quarter.
- -- Net interest revenues increased 34.5% to a record $135.8 million, from $101.0
million reported for the third quarter a year ago, reflecting the growth of
customer margin debit balances to $32.5 billion at the end of the quarter.
- -- Compensation as a percentage of net revenues for the third quarter of fiscal
1997 was 49.7% versus 49.5% for the third quarter of fiscal 1996. For the nine
months ended March 27, 1997, compensation as a percentage of net revenues was
49.4% compared to 49.8% for the nine-month period a year ago.
Quarterly Cash Dividends Declared
The Board of Directors declared a regular quarterly cash dividend of 15 cents
per share on the outstanding shares of common stock, payable May 30, 1997 to
shareholders of record on May 16, 1997. The board also declared a quarterly cash
dividend of 70 5/8 cents per share on the outstanding shares of adjustable rate
cumulative preferred stock, payable July 15, 1997 to shareholders of record on
June 30, 1997. In addition, the board declared a quarterly cash dividend of
$3.94 per share on the outstanding shares of 7.88% cumulative preferred stock,
which is equivalent to 49 1/4 cents per related depositary share, and a
quarterly cash dividend of $3.80 per share on the outstanding shares of 7.60%
cumulative preferred stock, which is equivalent to 47 1/2 cents per related
depositary share, both payable July 15, 1997 to shareholders of record on June
30, 1997.
The Bear Stearns Companies Inc. is the parent company of Bear, Stearns & Co.
Inc., a leading investment banking and securities trading and brokerage firm
serving 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, private client
services, derivatives, foreign exchange and futures sales and trading, asset
management and custody services. Through Bear, Stearns Securities Corp., it
offers professional and correspondent clearing, including securities lending.
Headquartered in New York City, the company has over 8,000 employees located in
domestic offices in Atlanta, Boston, Chicago, Dallas, Los Angeles and San
Francisco; and an international presence in Beijing, Buenos Aires, Geneva, Hong
Kong, London, Lugano, Paris, Sao Paulo, Shanghai, Singapore and Tokyo. As of
March 27, 1997, total capital, including stockholders' equity and long-term
borrowings, was $10.6 billion and book value was $18.60 per share, based on
151,556,601 shares outstanding.
- -30-
Financial Statements Attached
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<TABLE>
THE BEAR STEARNS COMPANIES INC.
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
<CAPTION>
Three Months Ended Nine Months Ended
-------------------------------------- ---------------------------------------
March 27, March 29, March 27, March 29,
1997 1996 1997 1996
---------------- ---------------- ---------------- ----------------
(In thousands, except per share data)
<S> <C> <C> <C> <C>
Revenues
Commissions $ 191,817 $ 183,182 $ 536,971 $ 501,592
Principal transactions 407,336 353,073 1,131,467 883,828
Investment banking 188,706 144,357 480,538 382,159
Interest and dividends 712,685 604,777 2,118,552 1,765,758
Other income 10,757 10,607 36,456 27,156
---------------- ---------------- ---------------- ----------------
Total Revenues 1,511,301 1,295,996 4,303,984 3,560,493
Interest expense 576,836 503,754 1,740,701 1,463,102
---------------- ---------------- ---------------- ----------------
Revenues, net of interest expense 934,465 792,242 2,563,283 2,097,391
---------------- ---------------- ---------------- ----------------
Expenses
Employee compensation and benefits 464,596 392,442 1,265,793 1,044,866
Floor brokerage, exchange
and clearance fees 36,587 35,461 102,600 95,994
Communications 26,085 23,149 75,419 68,054
Occupancy 22,658 21,686 65,949 64,088
Depreciation and amortization 22,533 17,495 63,951 51,118
Advertising and market development 15,890 13,926 47,329 40,832
Data processing and equipment 10,019 8,559 25,780 26,246
Other expenses 60,322 57,709 171,615 147,087
---------------- ---------------- ---------------- ----------------
Total expenses 658,690 570,427 1,818,436 1,538,285
---------------- ---------------- ---------------- ----------------
Income before provision for
income taxes 275,775 221,815 744,847 559,106
Provision for income taxes 110,294 92,944 294,405 231,233
---------------- ---------------- ---------------- ----------------
Net income $ 165,481 $ 128,871 $ 450,442 $ 327,873
================ ================ ================ ================
Net income applicable to
common shares $ 159,552 $ 122,824 $ 432,543 $ 309,417
================ ================ ================ ================
Earnings per share (1) $ 1.14 $ 0.86 $ 3.05 $ 2.15
================ ================ ================ ================
Weighted average common and
common equivalent shares
outstanding (1) 146,932,199 148,302,451 148,978,719 150,030,431
================ ================ ================ ================
Cash dividends declared
per common share $ 0.15 $ 0.15 $ 0.45 $ 0.45
================ ================ ================ ================
(1) Adjusted for all 5% stock dividends.
</TABLE>
<PAGE>
<TABLE>
THE BEAR STEARNS COMPANIES INC.
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
<CAPTION>
Three Months Ended
--------------------------------------------
March 27, December 31,
1997 1996
------------------- --------------------
(In thousands, except per share data)
<S> <C> <C>
Revenues
Commissions $ 191,817 $ 183,584
Principal transactions 407,336 429,239
Investment banking 188,706 183,138
Interest and dividends 712,685 745,610
Other income 10,757 14,959
------------------- --------------------
Total Revenues 1,511,301 1,556,530
Interest expense 576,836 616,396
------------------- --------------------
Revenues, net of interest expense 934,465 940,134
------------------- --------------------
Expenses
Employee compensation and benefits 464,596 456,825
Floor brokerage, exchange
and clearance fees 36,587 34,447
Communications 26,085 24,778
Occupancy 22,658 21,945
Depreciation and amortization 22,533 21,450
Advertising and market development 15,890 16,683
Data processing and equipment 10,019 8,206
Other expenses 60,322 65,245
------------------- --------------------
Total expenses 658,690 649,579
------------------- --------------------
Income before provision for
income taxes 275,775 290,555
Provision for income taxes 110,294 114,043
------------------- --------------------
Net income $ 165,481 $ 176,512
=================== ====================
Net income applicable to
common shares $ 159,552 $ 170,573
=================== ====================
Earnings per share $ 1.14 $ 1.21
=================== ====================
Weighted average common and
common equivalent shares
outstanding 146,932,199 148,780,831
=================== ====================
Cash dividends declared
per common share $ 0.15 $ 0.15
=================== ====================
</TABLE>
