SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15 (d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 13, 1999
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 October 13, 1999, announcing its earnings
for the Company for the quarter ended September 24, 1999 which includes the
Unaudited Consolidated Statements of Income for the Company for the quarters
ended September 24, 1999 and September 25, 1998, and the quarter ended
June 30, 1999. 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 October 13, 1999.
<PAGE>
Signature
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/ Marshall J Levinson
-----------------------
Marshall J Levinson
Controller and Assistant Secretary
(Principal Accounting Officer)
Dated: October 13, 1999
<PAGE>
THE BEAR STEARNS COMPANIES INC.
FORM 8-K
CURRENT REPORT
EXHIBIT INDEX
Exhibit No. Description
(99) Press Release, dated October 13, 1999
For Immediate Release
Contact: Hannah Burns (212) 272-2395
Rebecca Haas (212) 272-8188
THE BEAR STEARNS COMPANIES INC.
REPORTS FIRST QUARTER RESULTS;
ANNOUNCES ANNUAL MEETING
NEW YORK -- October 13, 1999 -- The Bear Stearns Companies Inc. (NYSE:BSC) today
announced earnings for the company's first fiscal quarter ended September 24,
1999.
Revenues, net of interest expense, for the quarter ended September 24,
1999 were $1.05 billion, a 41.2% increase from $740.9 million for the comparable
quarter a year ago. Net income for the first quarter of fiscal year 2000 was
$157.9 million, or $1.00 per share, up 146.3% from $64.1 million, or 38 cents
per share, for the comparable quarter last year. The annualized after-tax return
on common stockholders' equity for the trailing 12-month period ended September
24, 1999 was 20.6%, and for the quarter ended September 24, 1999 was 14.9%.
Commenting on the quarter, James E. Cayne, president and chief
executive officer, said, "We are pleased with the results for the quarter as all
of our businesses continued to perform well, enabling us to post another solid
quarter. Despite difficult market conditions, we achieved a number of successes.
For example, Bear Stearns served as the global coordinator and joint-lead
manager for Ford Motor Company's $8.6 billion Global Landmark Securities(TM)
(GlobLS(TM)) offering, the largest corporate debt issue to date. During a
period that was characterized as "quiet" for high yield issuance, Bear
Stearns underwrote $1.5 billion of non-investment grade bonds, improving its
ranking to third place from ninth in the previous quarter. Additionally, our
correspondent clearing business once again was a significant contributor to our
results."
A brief summary of selected components of the results of operations for
the first quarter ended September 24, 1999, compared to the prior year period,
follows:
o Commission revenues fell 5.1% to $228.5 million, attributable to lower
levels of investor activity.
o Investment banking revenues were $262.5 million, up 115.6%, reflecting an
increase in underwriting, mergers and acquisitions activity and merchant
banking. Merchant banking revenues increased to $87 million, due to gains
realized from certain of the company's investments.
o Principal transactions revenues rose 83.8% to $362.2 million, reflecting
substantially improved results from our fixed income- and equity-related
areas.
o Net interest revenues were $169.5 million, an increase of 2.7%.
o Compensation as a percentage of net revenues was 49.4% versus 54.8%.
As of September 24, 1999 total capital, including stockholders' equity and
long-term borrowings, was $21.4 billion. Book value as of September 24, 1999 was
$27.70 per share, based on 159,308,873 shares outstanding.
Annual Meeting
The Bear Stearns Companies Inc. 1999 Annual Meeting of Stockholders
will be held on Thursday, October 28, 1999, at 5:00 p.m. in the fifth floor
auditorium at the company's headquarters located at 245 Park Avenue in New York
City.
Founded in 1923, 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
approximately 10,000 employees located in domestic offices in Atlanta, Boston,
Chicago, Dallas, Los Angeles and San Francisco; and an international presence in
Beijing, Buenos Aires, Dublin, Hong Kong, London, Lugano, Puerto Rico, Sao
Paulo, Shanghai, Singapore and Tokyo.
***
Financial Statements Attached
For a discussion of the risks and uncertainties that may affect the company's
future results, please see "Management's Discussion and Analysis of Financial
Condition and Results of Operations" and "Risk Management" in the company's 1999
Annual Report to Shareholders and its Form 10-K.
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THE BEAR STEARNS COMPANIES INC.
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
Three Months Ended
---------------------------------------
September 24, September 25,
1999 1998 (1)
---------------- -------------------
(In thousands,except share data)
Revenues
Commissions $ 228,532 $ 240,800
Principal transactions 362,206 197,049
Investment banking 262,530 121,776
Interest and dividends 1,013,912 1,104,839
Other income 23,228 16,140
---------------------------------------
Total revenues 1,890,408 1,680,604
Interest expense 844,395 939,703
---------------------------------------
Revenues, net of interest expense 1,046,013 740,901
---------------------------------------
Non-Interest Expenses
Employee compensation and benefits 516,393 405,881
Floor brokerage, exchange
and clearance fees 35,898 42,064
Communications 37,683 33,095
Depreciation and amortization 37,422 32,394
Occupancy 26,915 25,888
Advertising and market development 25,186 23,038
Data processing and equipment 20,485 10,985
Other expenses 96,454 74,247
---------------------------------------
Total non-interest expenses 796,436 647,592
---------------------------------------
Income before provision for
income taxes 249,577 93,309
Provision for income taxes 91,720 29,206
---------------------------------------
Net income $ 157,857 $ 64,103
=======================================
Net income applicable to
common shares $ 148,079 $ 54,008
=======================================
Earnings per share $ 1.00 $ 0.38 (2)
=======================================
Weighted average common and
common equivalent shares
outstanding 159,413,157 159,688,886 (2)
=======================================
Cash dividends declared
per common share $ 0.15 $ 0.14 (2)
=======================================
(1) Certain amounts have been reclassified to conform to the current period's
presentation.
(2) Adjusted for 5% stock dividend declared on January 20, 1999.
<PAGE>
THE BEAR STEARNS COMPANIES INC.
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
Three Months Ended
----------------------------------------
September 24, June 30,
1999 1999
----------------- ------------------
(In thousands, except share data)
Revenues
Commissions $ 228,532 $ 273,302
Principal transactions 362,206 712,776
Investment banking 262,530 324,901
Interest and dividends 1,013,912 1,007,445
Other income 23,228 32,396
---------------------------------------
Total revenues 1,890,408 2,350,820
Interest expense 844,395 840,512
---------------------------------------
Revenues, net of interest expense 1,046,013 1,510,308
---------------------------------------
Non-Interest Expenses
Employee compensation and benefits 516,393 732,675
Floor brokerage, exchange
and clearance fees 35,898 40,212
Communications 37,683 38,210
Depreciation and amortization 37,422 34,827
Occupancy 26,915 28,195
Advertising and market development 25,186 25,888
Data processing and equipment 20,485 16,785
Other expenses 96,454 163,126
--------------------------------------
Total non-interest expenses 796,436 1,079,918
--------------------------------------
Income before provision for
income taxes 249,577 430,390
Provision for income taxes 91,720 161,337
--------------------------------------
Net income $ 157,857 $ 269,053
======================================
Net income applicable to
common shares $ 148,079 $ 259,275
======================================
Earnings per share $ 1.00 $ 1.85
======================================
Weighted average common and
common equivalent shares
outstanding 159,413,157 155,819,613
======================================
Cash dividends declared
per common share $ 0.15 $ 0.15
======================================
