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) March 15, 2000
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 March 15, 2000, announcing its earnings for the Company for
the three- months ended February 25, 2000 which includes the Unaudited
Consolidated Statements of Income of the Company for the three-months ended
February 25, 2000, February 26, 1999, and November 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 March 15, 2000.
<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
(Principal Accounting Officer)
Dated: March 15, 2000
<PAGE>
THE BEAR STEARNS COMPANIES INC.
FORM 8-K
CURRENT REPORT
EXHIBIT INDEX
Exhibit No. Description
(99) Press Release, dated March 15, 2000
For Immediate Release
Contact: Hannah Burns (212) 272-2395
Rebecca Haas (212) 272-8188
THE BEAR STEARNS COMPANIES INC.
REPORTS RECORD QUARTERLY RESULTS;
DECLARES STUB-PERIOD CASH DIVIDEND ON COMMON STOCK
NEW YORK -March 15, 2000 -- The Bear Stearns Companies Inc. (NYSE:BSC) today
announced record earnings for the company's first fiscal quarter ended February
25, 2000.
Net income for the first quarter of fiscal year 2000 was $278.2
million, an increase of 20.6% from $230.7 million for the comparable three-month
period last year. Earnings per share for the first quarter increased 30.3% to
$1.89 from $1.45 for the prior year three-month period ended February 26, 1999.
Revenues, net of interest expense, for the quarter ended February 25, 2000 were
$1.5 billion, a 17.3% increase from $1.3 billion for the comparable period a
year ago. The annualized after-tax return on common stockholders' equity for the
quarter ended February 25, 2000 was 27.9%, and for the trailing 12-month period
ended February 25, 2000 was 22.6%.
Commenting on the quarter, James E. Cayne, president and chief
executive officer, said, "By all measures this was an outstanding quarter for
Bear Stearns, with all areas contributing significantly to the record results.
Our equities businesses continued their strong performances as robust equity
markets and improved market position contributed to record levels of commission
revenues as well as record equity underwriting levels. During the quarter we
completed over $16 billion in equity issues, predominantly in the
telecommunications and technology sectors, including two transactions each in
excess of $1 billion, for Digex Inc. and Allegiance Telecom, Inc. The quarter
was equally rewarding in terms of increased advisory and transactional activity
throughout the firm, reflecting a solid M&A business and the firm's ongoing
cross-servicing efforts to its corporate client base. Our global clearing
business also achieved new records in terms of number of accounts, customer
balances and transactions volume."
"The strength of the Bear Stearns franchise has never been more
apparent. We are attracting exceptional talent to all areas of the firm, both
domestically and internationally. We have also extended our reach in the new
economy, with significant investments in several multi-dealer and proprietary
Internet-based systems moving Bear Stearns forward in terms of innovation and
leadership in e-markets. These investments - in both people and technology -
underscore our commitment to providing our clients with the highest standards
and value of products and services."
<PAGE>
During the quarter, Bear Stearns initiated six different Internet-based
systems: two joint ventures--Market Axess, with Chase and J.P. Morgan, and
MuniGroup.com, with Goldman Sachs, PaineWebber, Susquehanna Partners and
BondDesk.com--coupled with in-house Dutch auction (DAISS), order entry (iBOSS)
and electronic letter of transmittal (eLT) systems provide Bear Stearns' fixed
income clients with pricing transparency and vastly increased transaction speed.
Another new Internet-based system, BSFX, will provide the firm's clients with
highly competitive foreign exchange rates through the Bloomberg Professional
system. Along with Bear Stearns' industry-leading clearing technology, these
initiatives represent important steps toward the firm's goal of e-commerce
leadership.
A summary of selected components of the results of operations for the
first quarter ended February 25, 2000, compared to the prior year period,
follows:
o Commission revenues were at record levels, up 25.9% to $310.4 million.
Healthy equity trading volumes drove commission revenues across the board
in private client services, institutional and clearance activities. Record
commission revenues were achieved in private client services and
institutional activities and near-record levels in clearance commissions.
o Investment banking revenues were $308.2 million, up 30.6%, attributable to
record equity underwriting and solid M&A activity.
o Principal transactions revenues were up 4.4% to $647.6 million, despite
generally weaker fixed income markets reflecting rising interest rates and
reduced customer activity. However, heightened customer order flow and
trading volumes in the equity markets contributed to the overall increase,
particularly in equity derivative activities.
o Net interest revenues were $187.8 million, an increase of 18.3%, reflecting
record customer margin balances, which stood at $61.5 billion at the end of
the quarter. Average margin balances for the quarter were $56.6 billion.
o Other income was $52.0 million, up 136.5%, largely resulting from asset
management revenues, especially those attributable to alternative
investment products. Alternative investments under management grew 79.9% to
$2.3 billion at February 25, 2000, from $1.3 billion at February 26, 1999.
o Compensation as a percentage of net revenues was 47.7% versus 48.9%, for
the three-month periods ended February 25, 2000 and February 26, 1999,
respectively.
As of February 25, 2000 total capital, including stockholders' equity
and long-term borrowings, was $23.2 billion. Book value as of February 25, 2000
was $28.21 per share, based on 162,607,443 shares outstanding.
Two-Month Cash Dividend Declared
The Board of Directors declared a cash dividend of 10 cents per share
on the outstanding shares of the company's common stock, payable April 28, 2000
to stockholders of record on April 14, 2000. This cash dividend relates to the
two-month period ended February 25, 2000 and was declared to coincide with the
company's new quarterly periods resulting from the company's change in fiscal
year-end from June 30 to November 30. The previous 15-cent dividend declared on
January 18, 2000 was related to the quarter ended December 31, 1999. This is a
one-time 10-cent cash dividend; regular quarterly cash dividends of 15 cents per
share are anticipated to resume with the next quarter ending May 26, 2000. The
annual cash dividend rate for common stock is currently anticipated to remain at
60 cents per share.
<PAGE>
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, trading
and research, 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 more than
10,200 employees located in domestic offices in Atlanta, Boston, Chicago,
Dallas, Los Angeles, San Francisco and San Juan; 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 Web site 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 1999
Annual Report to Stockholders 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
------------------------------------
February 25, February 26,
2000 1999
---------------- -----------------
(In thousands, except share data)
<S> <C> <C>
Revenues
Commissions $ 310,411 $ 246,519
Principal transactions 647,591 620,297
Investment banking 308,219 235,932
Interest and dividends 1,369,759 987,758
Other income 52,045 22,003
---------------- -----------------
Total Revenues 2,688,025 2,112,509
Interest expense 1,181,959 828,943
---------------- -----------------
Revenues, net of interest expense 1,506,066 1,283,566
---------------- -----------------
Non-interest expenses
Employee compensation and benefits 718,655 627,511
Floor brokerage, exchange
and clearance fees 36,634 35,130
Communications 42,116 36,537
Depreciation and amortization 37,934 33,319
Occupancy 24,985 28,199
Advertising and market development 27,374 23,361
Data processing and equipment 25,810 16,688
Other expenses 138,755 112,991
---------------- -----------------
Total non-interest expenses 1,052,263 913,736
---------------- -----------------
Income before provision for
income taxes 453,803 369,830
Provision for income taxes 175,622 139,164
---------------- -----------------
Net income $ 278,181 $ 230,666
================ =================
Net income applicable to
common shares $ 268,403 $ 220,888
================ =================
Basic and diluted earnings per share (1) $ 1.89 $ 1.45
================ =================
Weighted average common and
common equivalent shares
outstanding (1) 157,641,253 165,086,729
================ =================
Cash dividends declared
per common share (1) $ 0.15 $ 0.14
================ =================
(1) Reflects all stock dividends declared through October 29, 1999.
</TABLE>
<PAGE>
<TABLE>
THE BEAR STEARNS COMPANIES INC.
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
<CAPTION>
Three-Months Ended
------------------------------------
February 25, November 26,
2000 1999
---------------- -----------------
(In thousands, except share data)
<S> <C> <C>
Revenues
Commissions $ 310,411 $ 264,995
Principal transactions 647,591 499,135
Investment banking 308,219 309,536
Interest and dividends 1,369,759 1,128,519
Other income 52,045 44,441
---------------- -----------------
Total Revenues 2,688,025 2,246,626
Interest expense 1,181,959 965,544
---------------- -----------------
Revenues, net of interest expense 1,506,066 1,281,082
---------------- -----------------
Non-interest expenses
Employee compensation and benefits 718,655 620,753
Floor brokerage, exchange
and clearance fees 36,634 39,492
Communications 42,116 41,559
Depreciation and amortization 37,934 38,093
Occupancy 24,985 26,554
Advertising and market development 27,374 25,284
Data processing and equipment 25,810 26,233
Other expenses 138,755 133,218
---------------- -----------------
Total non-interest expenses 1,052,263 951,186
---------------- -----------------
Income before provision for
income taxes 453,803 329,896
Provision for income taxes 175,622 122,353
---------------- -----------------
Net income $ 278,181 $ 207,543
================ =================
Net income applicable to
common shares $ 268,403 $ 197,765
================ =================
Basic and diluted earnings per share (1) $ 1.89 $ 1.32
================ =================
Weighted average common and
common equivalent shares
outstanding (1) 157,641,253 164,238,098
================ =================
Cash dividends declared
per common share $ 0.15 $ 0.15
================ =================
(1) Reflects all stock dividends declared through October 29, 1999.
</TABLE>
