EXHIBIT 99.1
BANKERS TRUST CORPORATION
UNAUDITED PRO FORMA CONDENSED FINANCIAL STATEMENTS
(IN MILLIONS)
The following Unaudited Pro Forma Condensed Statements of Income for the
six months ended June 30, 2000 and 1999 and the year ended December 31, 1999 and
the Unaudited Pro Forma Condensed Balance Sheet as of June 30, 2000 give effect
to Bankers Trust Corporation's ("BT" or the "Corporation")transfer of its
wholly-owned subsidiary BT Holdings (New York), Inc. ("BTH") to DB U.S.
Financial Markets Holding Corporation ("DBUSH"), a subsidiary of Deutsche Bank
Americas Holding Corp. ("DBAH") and Taunus Corporation ("Taunus"), which are an
indirect and direct subsidiary, respectively, of Deutsche Bank AG. The transfer
of BTH to DBUSH took the form of an exchange of stock pursuant to which BTH
became a wholly-owned subsidiary of DBUSH. The Corporation received shares of
DBUSH equal to the fair market value of BTH's net assets on the date of
transfer. The Corporation, as part of an ongoing reorganization, intends to
transfer, by dividend or otherwise, the shares received to Taunus. Based upon
preliminary information, the Corporation currently expects to recognize an
after-tax gain of approximately $275 million in the third quarter of 2000.
In addition, the following Unaudited Pro Forma Condensed Statements of
Income for the six months ended June 30, 1999 and the year ended December 31,
1999 give effect to the Corporation's transfer on June 5, 1999 of its
wholly-owned subsidiary BT Alex. Brown Incorporated ("BTAB") and substantially
all of its interest in Bankers Trust International PLC ("BTI") to Deutsche Bank
Securities Inc. and Deutsche Holdings (BTI) Ltd., respectively, which are
wholly-owned subsidiaries of Deutsche Bank AG and to the Corporation's sale, on
August 31, 1999, of its wholly-owned subsidiary Bankers Trust Australia Limited
("BTAL") to the Principal Financial Group for a price of approximately $1.4
billion. For more information on the transfer of BTAB and BTI and the sale of
BTAL, see the Corporation's Annual Report on Form 10-K for the year ended
December 31, 1999.
The pro forma information is based on the historical consolidated financial
statements of BT after giving effect to the pro forma adjustments described in
the Notes to the Unaudited Pro Forma Condensed Financial Statements. The gain on
the transfer of BTH and the gain on the sale of BTAL have not been considered in
the unaudited pro forma condensed income statements due to their nonrecurring
nature. The pro forma financial data are not necessarily indicative of the
results that actually would have occurred had the transfer of BTH, BTAB, and BTI
and the sale of BTAL been consummated on the dates indicated or that may be
obtained in the future.
<PAGE>
BANKERS TRUST CORPORATION
UNAUDITED PRO FORMA CONDENSED STATEMENT OF INCOME
(IN MILLIONS)
For the Six Months Ended June 30, 2000
<TABLE>
<CAPTION>
BT Pro Forma
Consolidated BTH Adjustments Pro Forma
(a) (b)
<S> <C> <C> <C> <C>
NET INTEREST REVENUE
Interest revenue $1,705 $(303) $196 $1,598
Interest expense 1,449 (231) 64 1,282
NET INTEREST REVENUE 256 (72) 132 316
Provision for credit losses-loans (40) (1) -- (41)
Net interest revenue after provision for
credit losses-loans 296 (71) 132 357
NONINTEREST REVENUE
Trading 94 (42) 32 84
Fiduciary and funds management 413 -- -- 413
Corporate finance fees 82 -- -- 82
Other fees and commissions 162 (7) -- 155
Securities available for sale
gains(losses) 31 (25) -- 6
Other 151 (71) 57 137
Total noninterest revenue 933 (145) 89 877
NONINTEREST EXPENSES
Salaries and commissions 244 (2) -- 242
Incentive compensation and employee
benefits 218 (5) -- 213
Agency and other professional service
fees 97 (1) -- 96
Communication and data services 46 -- -- 46
Occupancy, net 51 -- -- 51
Furniture and equipment 61 -- -- 61
Travel and entertainment 21 -- -- 21
Other 410 (77) 2 335
Restructuring charge (46) -- -- (46)
Total noninterest expenses 1,102 (85) 2 1,019
Income before income taxes 127 (131) 219 215
Income taxes 119 145
NET INCOME $8 $70
</TABLE>
See Notes to Unaudited Pro Forma Condensed Financial Statements.
<PAGE>
BANKERS TRUST CORPORATION
UNAUDITED PRO FORMA CONDENSED STATEMENT OF INCOME
(IN MILLIONS)
For the Six Months Ended June 30, 1999
<TABLE>
<CAPTION>
BT BTAB, BTI Pro Forma
Consolidated and BTAL** BTH Adjustments Pro Forma
(c) (a) (b)
<S> <C> <C> <C> <C> <C>
NET INTEREST REVENUE
Interest revenue $2,804 $(695) $(61) $98 $2,146
Interest expense 2,307 (492) (44) 42 1,813
NET INTEREST REVENUE 497 (203) (17) 56 333
Provision for credit
losses-loans (25) 26 (2) -- (1)
Net interest revenue after
provision for credit
losses-loans 522 (229) (15) 56 334
NONINTEREST REVENUE
Trading (67) 256 (38) (86) 65
Fiduciary and funds
management 555 (138) -- -- 417
Corporate finance fees 442 (304) -- -- 138
Other fees and commissions 364 (185) -- -- 179
Securities available for
sale gains (losses) (143) 108 (11) -- (46)
Insurance premiums 86 -- -- -- 86
Other 20 220 (344) 92 (12)
Total noninterest revenue 1,257 (43) (393) 6 827
NONINTEREST EXPENSES
Salaries and commissions 710 (293) (1) -- 416
Incentive compensation
and employee benefits* 1,816 (896) (25) -- 895
Agency and other
professional service fees 250 4 (1) -- 253
Communication and data
services 132 (50) -- -- 82
Occupancy, net 120 (31) -- -- 89
Furniture and equipment 138 (29) -- -- 109
Travel and entertainment 84 (47) -- -- 37
Provision for policyholder
benefits 114 -- -- -- 114
Other 280 268 (24) (15) 509
Restructuring charge 459 -- (9) -- 450
Total noninterest
expenses 4,103 (1,074) (60) (15) 2,954
Income (loss) before
income taxes (2,324) 802 (348) 77 (1,793)
Income taxes (benefit) (516) (428)
NET INCOME (LOSS) $(1,808) $(1,365)
</TABLE>
* Includes charges of approximately $1.1 billion in change-in-control related
costs.
** Includes results of operations of BTAB and BTI through the transfer date,
June 5, 1999.
See Notes to Unaudited Pro Forma Condensed Financial Statements.
<PAGE>
BANKERS TRUST CORPORATION
UNAUDITED PRO FORMA CONDENSED STATEMENT OF INCOME
(IN MILLIONS)
For the Year Ended December 31, 1999
<TABLE>
<CAPTION>
BT BTAB, BTI Pro Forma
Consolidated and BTAL** BTH Adjustments Pro Forma
(c) (a) (b)
<S> <C> <C> <C> <C> <C>
NET INTEREST REVENUE
Interest revenue $4,419 $(740) $(213) $309 $3,775
Interest expense 3,612 (521) (120) 149 3,120
NET INTEREST REVENUE 807 (219) (93) 160 655
Provision for credit
losses-loans (58) 26 (4) -- (36)
Net interest revenue after
provision for credit
losses-loans 865 (245) (89) 160 691
NONINTEREST REVENUE
Trading 42 258 3 (224) 79
Fiduciary and funds
management 1,017 (178) -- -- 839
Corporate finance fees 542 (304) -- -- 238
Other fees and commissions 538 (186) (4) -- 348
Net revenue from equity
investments 356 -- (299) -- 57
Securities available for
sale gains (losses) (89) 108 (56) -- (37)
Insurance premiums 86 -- -- -- 86
Other 1,008 319 (404) 228 1,151
Total noninterest revenue 3,500 17 (760) 4 2,761
NONINTEREST EXPENSES
Salaries and commissions 1,039 (310) (3) -- 726
Incentive compensation and
employee benefits* 2,189 (919) (57) -- 1,213
Agency and other
professional service fees 430 -- (4) -- 426
Communication and data
services 206 (53) -- -- 153
Occupancy, net 198 (35) -- -- 163
Furniture and equipment 221 (33) -- -- 188
Travel and entertainment 114 (48) -- -- 66
Provision for policyholder
benefits 114 -- -- -- 114
Other 636 259 (218) (11) 666
Restructuring and other related
activities 633 -- (13) -- 620
Total noninterest expenses 5,780 (1,139) (295) (11) 4,335
Income (loss) before income
taxes (1,415) 911 (554) 175 (883)
Income taxes 188 275
NET INCOME (LOSS) $(1,603) $(1,158)
</TABLE>
* Includes charges of approximately $1.1 billion in change-in-control related
costs.
** Includes results of operations of BTAB and BTI through the transfer date,
June 5, 1999 and includes results of operations of BTAL through the sale
date, August 31, 1999.
See Notes to Unaudited Pro Forma Condensed Financial Statements.
<PAGE>
BANKERS TRUST CORPORATION
UNAUDITED PRO FORMA CONDENSED BALANCE SHEET
(IN MILLIONS)
<TABLE>
<CAPTION>
At June 30, 2000
BT Pro Forma
Consolidated BTH Adjustments Pro Forma
(a) (b)
<S> <C> <C> <C> <C>
ASSETS
Cash and due from banks $2,309 $ -- $ -- $2,309
Interest-bearing deposits with
banks 10,783 (9,019) 3,756 5,520
Federal funds sold 3 -- -- 3
Securities purchased under
resale agreements 4,347 (76) -- 4,271
Trading assets 21,050 (7,585) 177 13,642
Securities available for sale 597 (306) -- 291
Loans, net of allowance for credit
losses 21,310 (714) 4,717 25,313
Customer receivables 282 -- -- 282
Accounts receivable and accrued
interest 2,519 (338) 59 2,240
Other assets 7,628 (3,686) 12 3,954
Total $70,828 $(21,724) $8,721 $57,825
LIABILITIES
Noninterest-bearing deposits
Domestic offices $2,637 $(1) $ 387 $ 3,023
Foreign offices 1,456 -- -- 1,456
Interest-bearing deposits
Domestic offices 9,058 -- 28 9,086
Foreign offices 6,070 -- -- 6,070
Total deposits 19,221 (1) 415 19,635
Trading liabilities 3,752 (2,301) 1,276 2,727
Securities loaned and securities
sold under repurchase agreements 54 -- -- 54
Other short-term borrowings 14,326 (1,146) -- 13,180
Accounts payable and accrued
expenses 3,484 (1,449) 4 2,039
Other liabilities, including
allowance for credit losses 3,757 (498) 922 4,181
Long-term debt 20,478 (11,787) 2,245 10,936
Mandatorily redeemable capital
securities of subsidiary trusts
holding solely junior subordinated
deferrable interest debentures
included in risk-based capital 1,404 -- -- 1,404
Total liabilities 66,476 (17,182) 4,862 54,156
Total stockholders' equity 4,352 (683)(d) -- 3,669
Total $70,828 $(17,865) $4,862 $57,825
</TABLE>
See Notes to Unaudited Pro Forma Condensed Financial Statements.
<PAGE>
BANKERS TRUST CORPORATION
NOTES TO UNAUDITED PRO FORMA CONDENSED FINANCIAL STATEMENTS
(a) Elimination of BTH's third-party amounts from BT's historical consolidated
financial statements.
(b) Adjustment to record BTH intercompany amounts as third-party assets,
liabilities, revenue or expense, as applicable. Intercompany amounts were
eliminated in BT's historical consolidated financial statements.
(c) Amounts represent the elimination of BTAB's, BTI's and BTAL's third-party
amounts from BT's historical consolidated financial statements and
adjustments to record BTAB, BTI and BTAL intercompany amounts as
third-party revenue or expense, as applicable. Intercompany amounts were
eliminated in BT's historical consolidated financial statements.
(d) The transfer of BTH took the form of an exchange of stock pursuant to which
BTH became a wholly-owned subsidiary of DBUSH and the Corporation received
shares of DBUSH. The Corporation, as part of an ongoing reorganization,
intends to transfer, by dividend or otherwise, the shares received to
Taunus. The pro forma condensed financial statements assume the transfer by
dividend of DBUSH shares to Taunus.
