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) July 21, 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 July 21, 1999, announcing its earnings for
the quarter and fiscal year ended June 30, 1999 which includes the
Unaudited Consolidated Statements of Income for the Company for the quarters
and fiscal years ended June 30, 1999 and June 30, 1998, and the three months
ended March 26, 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 July 21, 1999.
<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/Marshall J Levinson
Marshall J Levinson
Controller and Assistant Secretary
(Principal Accounting Officer)
Dated: July 21, 1999
<PAGE>
THE BEAR STEARNS COMPANIES INC.
FORM 8-K
CURRENT REPORT
EXHIBIT INDEX
Exhibit No. Description
(99) Press Release, dated July 21, 1999
For Immediate Release
Contact: Hannah Burns (212) 272-2395
Maura Gaenzle (212) 272-4445
Ellen Glickman (212) 272-8188
THE BEAR STEARNS COMPANIES INC.
REPORTS RECORD RESULTS FOR
FOURTH QUARTER AND FISCAL YEAR 1999
4th Quarter Earnings up 56%; ROE at 29%
NEW YORK -- July 21, 1999 -- The Bear Stearns Companies Inc. (NYSE: BSC) today
announced record earnings for the company's fourth quarter and fiscal year 1999.
Net income for the fourth quarter ended June 30, 1999 was $269.1
million, an increase of 56.2% from $172.3 million reported for the comparable
quarter last year. Earnings per share for the fourth quarter increased 56.8% to
$1.85 from $1.18 reported for the prior year's quarter. The results for the
fourth quarter of fiscal year 1998 included a special charge of $108.0 million,
or $0.42 per share, to increase litigation reserves. The annualized return on
common stockholders' equity for the quarter was 29.0% compared to 21.8% for the
fourth quarter of fiscal year 1998.
Net income for the fiscal year ended June 30, 1999 increased 1.9% to
$673.0 million, from $660.4 million for the fiscal year ended June 30, 1998.
Earnings per share for fiscal year 1999 increased 2.3% to $4.48 from $4.38
reported for fiscal year 1998. The return on common stockholders' equity for the
fiscal year was 18.8% compared to 21.7% for fiscal year 1998.
Revenues, net of interest expense, for the fourth quarter of fiscal
year 1999 were $1.5 billion, an increase of 23.7% from the $1.2 billion reported
for the fourth quarter a year ago. Revenues, net of interest expense, for the
fiscal year ended June 30, 1999 were $4.5 billion, up 3.7% from last year's net
revenues of $4.3 billion.
President and Chief Executive Officer James E. Cayne said, "We are
extremely pleased with the firm's performance in our fourth quarter. All of our
core businesses contributed to the record earnings, reflecting high levels of
issuer and investor activity. Investment banking revenues for the fourth quarter
were the highest ever, up 6% from the record set a year ago, reflecting
increased mergers and acquisitions and advisory fees. Principal transactions
revenues also hit a new high, up 45% from the fourth quarter a year ago, due to
extremely strong customer order flow, particularly in the mortgage-backed
securities, high yield and derivatives areas. In addition, our clearing business
was again a significant and consistent contributor to our overall results."
Commenting on the record results for the fiscal year, Mr. Cayne added,
"Bear Stearns' consistent approach to building and operating its businesses
served to strengthen the overall franchise in a year when the entire financial
services industry was faced with extraordinary challenges and opportunities.
With our focus firmly on serving the needs of our clients and investors, we
continued to expand our investment banking, research, sales and trading, and
clearing businesses both domestically and in Europe."
A brief summary of selected components of the results of operations for the
fourth quarter ended June 30, 1999 compared to the prior year period follows:
Commission revenues rose 17.5% to a record $273.3 million.
Principal transactions revenues reached a new high, increasing 44.8% to
$712.8 million.
Investment banking revenues were up 6.2% to a record setting $324.9 million.
Net interest revenues were down 6.0% to $166.9 million.
Compensation as a percentage of net revenues was 48.5% versus 46.1%.
As of June 30, 1999, total capital, including stockholders' equity and
long-term borrowings, was $20.1 billion. Book value as of June 30, 1999 was
$26.88 per share, based on 159,300,949 shares outstanding. Book value reflects a
$0.51 per share tax benefit associated with the June 30, 1999 distribution of
7.3 million shares from the Capital Accumulation Plan.
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 August 27,
1999 to shareholders of record on August 13, 1999. The board also declared a
quarterly cash dividend of 68.75 cents per share on the outstanding shares of
adjustable rate cumulative preferred stock, payable October 15, 1999 to
shareholders of record on September 30, 1999. In addition, other regular
dividends declared by the Board of Directors include: (i) a cash dividend of
$3.075 per share on the outstanding shares of 6.15% cumulative preferred stock,
which is equivalent to 76.875 cents per related depositary share; (ii) a cash
dividend of $2.86 per share on the outstanding shares of 5.72% cumulative
preferred stock, 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, which is equivalent to 68.625 cents per
related depositary share, all payable October 15, 1999 to shareholders of record
on September 30, 1999.
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 9,800 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, Sao Paulo, Shanghai, Singapore and Tokyo. For
additional information about Bear Stearns, please visit our website at
http://www.bearstearns.com.
***
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 1998
Annual Report to Shareholders and its Form 10-K, and "Management's Discussion
and Analysis of Financial Condition and Results of Operations" and "Quantitative
and Qualitative Disclosures about Market Risk" in the company's Quarterly
Reports on Form 10-Q which have been filed with the Securities and Exchange
Commission.
<PAGE>
<TABLE>
THE BEAR STEARNS COMPANIES INC.
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
<CAPTION>
Three Months Ended Twelve Months Ended
---------------------------------------- --------------------------------------
June 30, June 30, June 30, June 30,
1999 1998 1999 1998
------------------ ----------------- ---------------- -----------------
(In thousands, except share data)
<S> <C> <C> <C> <C>
Revenues
Commissions $ 273,302 $ 232,685 $ 1,013,909 $ 902,692
Principal transactions 712,776 492,214 1,929,137 1,726,982
Investment banking 324,901 305,875 839,301 1,001,494
Interest and dividends 1,007,445 1,202,524 4,008,566 4,285,595
Other income 32,396 12,945 91,125 63,173
------------------ ----------------- ---------------- -----------------
Total Revenues 2,350,820 2,246,243 7,882,038 7,979,936
Interest expense 840,512 1,024,902 3,379,914 3,638,513
------------------ ----------------- ---------------- ----------------
Revenues, net of interest expense 1,510,308 1,221,341 4,502,124 4,341,423
------------------ ----------------- ---------------- -----------------
Expenses
Employee compensation and benefits 732,675 563,497 2,285,594 2,111,741
Floor brokerage, exchange
and clearance fees 40,212 42,651 159,609 166,733
Communications 38,210 34,118 143,458 122,973
Depreciation and amortization 34,827 32,322 133,115 115,141
Occupancy 28,195 25,664 108,521 100,559
Advertising and market development 25,888 23,808 95,739 82,499
Data processing and equipment 16,785 11,172 61,017 47,785
Other expenses 163,126 217,083 450,963 530,500
------------------ ----------------- ---------------- -----------------
Total expenses 1,079,918 950,315 3,438,016 3,277,931
------------------ ----------------- ---------------- -----------------
Income before provision for
income taxes 430,390 271,026 1,064,108 1,063,492
Provision for income taxes 161,337 98,756 391,060 403,063
------------------ ----------------- ---------------- -----------------
Net income $ 269,053 $ 172,270 $ 673,048 660,429
================== ================= ================ =================
Net income applicable to
common shares $ 259,275 $ 162,232 $ 633,618 629,417
================== ================= ================ =================
Earnings per share $ 1.85 $ 1.18 (1) $ 4.48 (1) $ 4.38 (1)
================== ================= ================ =================
Weighted average common and
common equivalent shares
outstanding 155,819,613 155,773,402 (1) 157,602,889 (1) 158,529,866 (1)
================== ================= ================ =================
Cash dividends declared
per common share $ .15 $ 0.14 (1) $ .59 (1) $ 0.57 (1)
================== ================= ================ =================
(1) Adjusted for 5% stock dividend declared on January 20, 1999.
</TABLE>
<TABLE>
THE BEAR STEARNS COMPANIES INC.
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
<CAPTION>
Three Months Ended
-----------------------------------
June 30, March 26,
1999 1999 (1)
--------------- -----------------
(In thousands,except share data)
<S> <C> <C>
Revenues
Commissions $ 273,302 $ 245,131
Principal transactions 712,776 600,310
Investment banking 324,901 228,960
Interest and dividends 1,007,445 827,602
Other income 32,396 15,884
--------------------------------------
Total Revenues 2,350,820 1,917,887
Interest expense 840,512 687,764
--------------------------------------
Revenues, net of interest expense 1,510,308 1,230,123
--------------------------------------
Expenses
Employee compensation and benefits 732,675 594,694
Floor brokerage, exchange
and clearance fees 40,212 35,958
Communications 38,210 35,791
Depreciation and amortization 34,827 33,136
Occupancy 28,195 28,515
Advertising and market development 25,888 22,959
Data processing and equipment 16,785 17,954
Other expenses 163,126 128,185
--------------------------------------
Total expenses 1,079,918 897,192
--------------------------------------
Income before provision for
income taxes 430,390 332,931
Provision for income taxes 161,337 128,959
--------------------------------------
Net income $ 269,053 $ 203,972
======================================
Net income applicable to
common shares $ 259,275 $ 194,194
======================================
Earnings per share $ 1.85 $ 1.42
======================================
Weighted average common and
common equivalent shares
outstanding 155,819,613 156,709,359
======================================
Cash dividends declared
per common share $ 0.15 $ 0.15
======================================
(1) Certain amounts have been restated to conform to current period's
presentation.
</TABLE>
