Bay View Capital Corporation Announces Third Quarter Results

Bay View Capital Corporation Announces Third Quarter Results

SAN MATEO, Calif., Nov. 7 /PRNewswire-FirstCall/ -- Bay View Capital Corporation (the "Company") today reported a third quarter 2005 net loss of $1.4 million, or $0.21 per diluted share, compared to a second quarter 2005 net loss of $1.5 million, or $0.23 per diluted share, and a third quarter 2004 net loss of $1.6 million, or $0.25 per diluted share. Net loss for the nine months ended September 30, 2005 was $3.2 million, or $0.49 per diluted share, compared to $2.7 million, or $0.41 per diluted share, for the nine months ended September 30, 2004.

Third Quarter Results of Operations

Record quarterly loan production by Bay View Acceptance Corporation ("BVAC"), the Company's auto finance subsidiary, increased net interest income and decreased provision for credit losses highlighted the third quarter results. However, net leasing income declined with the continued runoff of the Company's liquidating auto lease portfolio, and noninterest expense increased due primarily to activities associated with the Company's other liquidating assets. Interest rates continued to rise in the third quarter of 2005, producing an unrealized gain of $0.7 million in the Company's interest rate derivatives for the quarter.

The Company's net interest income increased to $5.0 million for the third quarter of 2005 from $4.0 million for the second quarter of 2005 and $3.8 million for the third quarter of 2004, primarily on growth in auto contracts receivable during the first nine months of 2005. However, the Company's net interest margin declined as floating-rate funding costs on BVAC's warehouse credit facility rose more rapidly than yields on warehoused auto contracts.

The Company recorded a provision for credit losses of $1.3 million for the third quarter of 2005 compared to $1.8 million for the second quarter of 2005 and $0.3 million for the third quarter of 2004. During the third quarter of 2005, auto contracts held-for-investment decreased by $43.5 million while auto contracts held-for-sale increased by $133.3 million.

The Company's noninterest income was $1.8 million for the third quarter of 2005 compared to $1.1 million for the second quarter of 2005 and $1.2 million for the third quarter of 2004. The increase in noninterest income was largely due to the aforementioned gain on derivative instruments, partially offset by reduced leasing income as that portfolio continued to run off. During the third quarter of 2005, the Company recorded $0.7 million of unrealized gain on its interest rate derivatives, designated as fair value hedges, compared to $1.1 million of unrealized loss in the second quarter of 2005 and $1.8 million of unrealized loss in the third quarter of 2004. Leasing income declined by $1.9 million compared to the third quarter of 2004.

The Company's noninterest expense was $7.7 million for the third quarter of 2005 compared to $5.8 million for the second quarter of 2005 and $7.3 million for the third quarter of 2004. The linked-quarter increase was primarily due to additional accrued liquidation expense, higher professional and legal fees and a $0.5 million writedown on the Company's liquidating real estate owned portfolio. The writedown and subsequent sale of this property during the third quarter of 2005 reduced nonperforming assets in the liquidating portfolio to $0.7 million at September 30, 2005 from $2.7 million at June 30, 2005.

Financial Condition

Auto contracts receivable increased by $263.3 million, or 80%, in the nine months ended September 30, 2005. Total assets increased to $693.9 million at September 30, 2005 from $423.3 million at December 31, 2004. At September 30, 2005, borrowings included $229.4 million of outstandings on BVAC's warehouse credit facility and $345.7 million of securitization notes payable. During the first nine months of 2005, the Company liquidated an additional $9.7 million of its remaining auto lease portfolio, reducing the balance at September 30, 2005 to $0.3 million. At September 30, 2005, the Company had $20.4 million of current and deferred tax assets, net, consisting of current and deferred tax assets of $41.9 million less a valuation allowance of $21.5 million.

Bay View Acceptance Corporation

BVAC produced third quarter 2005 net income of $1.0 million compared to a second quarter 2005 net loss of $864 thousand and a third quarter 2004 net loss of $548 thousand. Net interest income rose by 23% on a linked-quarter basis and 32% on a year-over-year basis -- to $4.8 million for the third quarter of 2005 from $3.9 million for the second quarter of 2005 and $3.6 million for the third quarter of 2004 -- on $263.3 million of growth in auto contracts receivable during the first nine months of 2005. Net interest margin declined by 6 basis points on a linked-quarter basis and 163 basis points year-over-year. Net interest margin averaged 3.21% for the third quarter of 2005 compared to 3.27% for the second quarter of 2005 and 4.84% for the third quarter of 2004 as floating-rate funding costs on BVAC's warehouse credit facility rose more rapidly than yields on warehoused auto contracts. As previously noted, third quarter 2005 results included a $0.7 million unrealized gain on interest rate derivatives and a lower provision for credit losses.

Third quarter 2005 purchases of auto contracts rose to $147.5 million from second quarter 2005 purchases of $144.8 million and third quarter 2004 purchases of $69.5 million due largely to the success of BVAC's efforts to broaden its market for good credit quality customers.

For the third quarter of 2005, BVAC's purchased contract rate averaged 9.04% compared to 8.88% for the second quarter of 2005 and 8.06% for the third quarter of 2004 -- an increase of 16 basis points quarter-over-quarter and 99 basis points year-over-year. FICO credit scores averaged 734 for both second quarter and third quarter 2005 production compared with 742 for third quarter 2004 production. Net chargeoffs improved to an annualized rate of 0.85% of managed contracts in the third quarter of 2005 from 0.92% in the second quarter of 2005 and 1.01% in the third quarter of 2004.

At September 30, 2005, BVAC was servicing approximately 37,000 auto contracts with an aggregate outstanding balance of $744 million compared to approximately 28,000 auto contracts with an aggregate outstanding balance of $557 million at September 30, 2004.

In July 2005, BVAC issued $180.9 million of auto receivable-backed notes through Bay View 2005-LJ-2 Owner Trust. The issue, BVAC's first senior/ subordinate structure, was comprised of four AAA-rated fixed-rate senior note classes and three subordinate classes rated down to BBB. Principal is paid sequentially to the notes. In this transaction, credit support to all classes is provided by excess spread, a reserve account and subordination in the form of an unrated certificate. The notes have final maturities ranging between July 28, 2006 and February 25, 2014 and contain a provision that grants BVAC the option of calling the notes at any time after the aggregate balance of the receivables has been reduced to 15% of the original pool of receivables. Proceeds from the issuance of the notes were used to repay $180.0 million of borrowings on BVAC's revolving warehouse credit facility.

BVAC has evaluated its exposure to losses in the areas affected by Hurricane Katrina and Hurricane Rita, including a review of outstanding auto contract balances for borrowers in Alabama, Louisiana, Mississippi and certain areas of Texas, delinquencies of borrowers in these areas, strategies for tracking borrowers that may have left these areas to reside elsewhere, and vehicle losses related to flood damage. The Company believes it has no material exposure to losses from Hurricane Katrina and Hurricane Rita.

Other

Today the Company also filed a Form 8-K Current Report with the Securities and Exchange Commission ("SEC") announcing that it had signed a definitive agreement whereby a subsidiary of AmeriCredit Corp. (NYSE:ACF) will purchase all of the outstanding capital stock of BVAC in an all-cash transaction for approximately $62.5 million, the approximate book value of BVAC as of June 30, 2005. The sale of BVAC to AmeriCredit is expected to close during the first half of 2006, subject to approval of the sale by the Company's stockholders and customary government approvals. AmeriCredit is a leading independent auto finance company that operates throughout the United States.

On October 28, 2005, the Company filed a Form 8-K Current Report with the SEC announcing the execution of a definitive agreement to merge with Great Lakes Bancorp, Inc. ("Great Lakes") of Buffalo, New York, with the Company as the surviving corporation. Great Lakes is the holding company for Greater Buffalo Savings Bank (the "Bank") which was founded in November 1999 and as of September 30, 2005 reported assets of $771 million. The Bank operates 9 full service branches and currently has 4 additional branches under construction in Western New York. Under the terms of the merger agreement, Great Lakes stockholders will receive a fixed ratio of 1.0873 shares of Bay View common stock for each share of Great Lakes common stock. Based on the closing price of Bay View common stock on October 25, 2005, the transaction is valued at approximately $67.1 million.

After completion of the merger, Bay View stockholders will own approximately 60% of Bay View's then outstanding shares. The merger is expected to close in the first quarter of 2006, subject to receipt of government regulatory approvals and stockholder approvals. The merged businesses will operate under the name of Great Lakes Bancorp, but will maintain Bay View's listing on the NYSE. Three members of Bay View's senior executive team will be joining the Board of Directors of Great Lakes, which will have 15 members upon the merger. Following the merger, Robert B. Goldstein will serve as Chairman of the Executive Committee of the Great Lakes Board, Charles G. Cooper will become Chairman of the ALCO and Risk Management Committee of the Great Lakes Board and John W. Rose will become Chairman of the Investor Relations Committee of the Great Lakes Board. They will join Barry Snyder, who will continue as Chairman of the Board of Great Lakes, and Andrew W. Dorn, Jr., who will continue as President and Chief Executive Officer of Great Lakes. The Company does not expect the merger to adversely impact its net operating loss carryforwards.

Conference Call

The Company will host a conference call at 2:00 p.m. PST on Wednesday November 9, 2005 to discuss its financial results. Analysts, media representatives and the public are invited to listen to this discussion by calling 1-888-793-6954 and referencing the password "BVC." An audio replay of this conference call will be available through Friday, December 9, 2005 and can be accessed by dialing 1-866-486-4643.

Bay View Capital Corporation is a financial services company headquartered in San Mateo, California. Its common stock is listed on the NYSE: BVC. For more information, visit the Company's website at http://www.bayviewcapital.com/.

Forward-Looking Statements

All statements contained in this release that are not historic facts are based on current expectations. Such statements are forward-looking statements (as defined in the Private Securities Litigation Reform Act of 1995) in nature and involve a number of risks and uncertainties. Although the Company currently believes that the assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove inaccurate and, therefore, there can be no assurance that the results contemplated by the forward-looking statements will be realized. For information regarding factors that could cause the results contemplated by the forward-looking statements to differ from expectations, such as the inability to achieve any financial goals related to contemplated asset resolution, including the inability to use net operating loss carryforwards that the Company currently has, please refer to the Company's Reports on Forms 10-K and 10-Q filed with the SEC. In light of the significant uncertainties inherent in the forward- looking statements included herein, the inclusion of such statements should not be regarded as a representation by the Company or any other person. The Company disclaims any obligation to update such forward-looking statements or to announce publicly the results of any revisions to any of the forward- looking statements included herein to reflect future events or developments.

                       Bay View Capital Corporation
              Consolidated Statements of Financial Condition

                                               September 30,   December 31,
                                                   2005            2004
                                                (Unaudited)
                                                   (Dollars in thousands)
  ASSETS
  Cash                                             $10,531         $4,447
  Restricted cash                                   38,287         26,845
  Retained interests in securitizations
   available-for-sale                               20,564         22,636
  Auto installment contracts and loans
   held-for-sale:
  Auto installment contracts                       234,824         75,021
  Other loans                                           --            902
  Auto installment contracts held-for-investment,
   net                                               6,975        252,863
  Securitized auto installment contracts
   held-for-investment, net                        349,417             --
  Investment in operating lease assets, net            344         10,041
  Real estate owned, net                               722          3,379
  Premises and equipment, net                          638            733
  Repossessed vehicles                                 407            439
  Current and deferred income taxes, net            20,436         16,977
  Goodwill                                           1,846          1,846
  Other assets                                       8,863          7,199
  Total assets                                    $693,854       $423,328

  LIABILITIES AND STOCKHOLDERS' EQUITY
  Borrowings:
    Warehouse credit facility and other
     short-term borrowings                        $229,446       $298,755
    Securitization notes payable                   345,723             --
    Other borrowings                                     1          1,895
  Other liabilities                                  9,675          9,629
  Liquidation reserve                                7,708          8,856
  Total liabilities                                592,553        319,135
  Stockholders' equity:
    Common stock ($.01 par value); authorized,
     80,000,000 shares; issued, 2005 -
     6,597,848 shares; 2004 - 6,597,303 shares;
     outstanding, 2005 - 6,596,431 shares; 2004 -
     6,593,860 shares                                   66             66
    Additional paid-in capital                     109,254        109,578
    Accumulated deficit                             (7,829)        (4,585)
    Treasury stock, at cost; 2005 - 1,417
     shares; 2004 - 3,443 shares                      (252)          (587)
    Accumulated other comprehensive income (loss)       62           (279)
  Total stockholders' equity                       101,301        104,193
  Total liabilities and stockholders' equity      $693,854       $423,328


                       Bay View Capital Corporation
       Consolidated Statements of Operations and Comprehensive Loss
                               (Unaudited)

                                       For the Three Months Ended
                               September 30,     June 30,    September 30,
                                    2005            2005          2004
                                  (In thousands, except per share amounts)
  Interest income:
    Interest on auto installment
     contracts and other loans    $10,305          $8,276        $5,217
    Interest on short-term
     investments and retained
     interests in securitizations     980             844           743
                                   11,285           9,120         5,960
  Interest expense:
    Interest on warehouse credit
     facility and other short-term
     borrowings                     2,553           2,661         2,130
    Interest on securitization
     notes payable                  3,775           2,440            --
    Other interest expense             --               5            17
                                    6,328           5,106         2,147

  Net interest income               4,957           4,014         3,813
  Provision for credit losses       1,257           1,793           331
  Net interest income after
   provision for credit losses      3,700           2,221         3,482

  Noninterest income:
    Leasing income                    631           1,843         2,510
    Loan servicing income             408             472           720
    Loan fees                         254             193           239
    Unrealized gain (loss) on
     derivative instruments           738          (1,106)       (1,757)
    Loss on auto installment
     contracts and other loans
     held-for-sale and retained
     interests in securitizations,
     net                             (280)           (585)         (616)
    Other, net                         56             279            68
                                    1,807           1,096         1,164

  Noninterest expense:
    General and administrative      7,067           5,630         6,009
    Leasing expense                    60             156         1,190
    Real estate owned, net            545              24           109
                                    7,672           5,810         7,308

  Loss before income tax benefit   (2,165)         (2,493)       (2,662)
  Income tax benefit                 (801)           (947)       (1,044)
  Net loss                        $(1,364)        $(1,546)      $(1,618)

  Basic loss per share             $(0.21)         $(0.23)       $(0.25)
  Diluted loss per share           $(0.21)         $(0.23)       $(0.25)

  Weighted-average basic
   shares outstanding               6,596           6,596         6,588
  Weighted-average diluted
   shares outstanding               6,596           6,596         6,588

  Net loss                        $(1,364)        $(1,546)      $(1,618)
  Other comprehensive income
   (loss), net of tax:
    Change in unrealized gain
     (loss) on securities
     available-for-sale, net
     of tax expense (benefit)
     of $66, $77 and ($254)
     for the three month periods
     ended September 30, 2005,
     June 30, 2005 and
     September 30, 2004,
     respectively                     103             120          (398)
  Comprehensive loss              $(1,261)        $(1,426)      $(2,016)


                       Bay View Capital Corporation
       Consolidated Statements of Operations and Comprehensive Loss
                               (Unaudited)

                                                For the Nine Months Ended
                                               September 30,  September 30,
                                                    2005           2004
                                                (In thousands, except per
                                                      share amounts)
  Interest income:
    Interest on auto installment contracts
     and other loans                               $24,931        $13,880
    Interest on short-term investments and
     retained interests in securitizations           2,545          2,204
                                                    27,476         16,084
  Interest expense:
    Interest on warehouse credit facility and
     other short-term borrowings                     7,624          4,906
    Interest on securitization notes payable         7,475             --
    Other interest expense                              13          1,346
                                                    15,112          6,252

  Net interest income                               12,364          9,832
  Provision for credit losses                        3,887            852
  Net interest income after provision
   for credit losses                                 8,477          8,980

  Noninterest income:
    Leasing income                                   4,544         11,334
    Loan servicing income                            1,432          2,519
    Loan fees                                          630            963
    Unrealized gain on derivative instruments        1,112            651
    Loss on auto installment contracts and other
    loans held-for-sale and retained interests
    in securitizations, net                         (1,314)        (2,261)
    Other, net                                         577          1,168
                                                     6,981         14,374
  Noninterest expense:
    General and administrative                      19,303         18,696
    Leasing expense                                    731          8,705
    Real estate owned, net                             573            389
                                                    20,607         27,790

  Loss before income tax benefit                    (5,149)        (4,436)
  Income tax benefit                                (1,905)        (1,740)
  Net loss                                         $(3,244)       $(2,696)

  Basic loss per share                              $(0.49)        $(0.41)
  Diluted loss per share                            $(0.49)        $(0.41)

  Weighted-average basic shares outstanding          6,595          6,583
  Weighted-average diluted shares outstanding        6,595          6,583

  Net loss                                         $(3,244)       $(2,696)
  Other comprehensive income, net of tax:
  Change in unrealized gain on securities
   available-for-sale, net of tax expense
   of $220 and $110 for the nine month
   periods ended September 30, 2005 and
   September 30, 2004, respectively                    341            172
  Comprehensive loss                               $(2,903)       $(2,524)



                       BAY VIEW CAPITAL CORPORATION
                         SELECTED FINANCIAL DATA
                              (Unaudited)

                                    At             At            At
                              September 30,    December 31,  September 30,
                                   2005           2004          2004
                           (Dollars in thousands except per share amounts)

  Auto Installment Contracts
   and Other Loans Receivable:
    Auto installment contracts
      Auto installment contracts
       held-for-sale             $234,824         $75,021      $129,371
      Auto installment contracts
       held-for-investment, net     6,975         252,863       147,703
      Securitized auto
       installment contracts
       held-for-investment, net   349,417              --            --
    Total auto installment
     contracts, net               591,216         327,884       277,074
    Other loans held-for-sale          --             902           925
  Auto installment contracts
   and other loans
   receivable, net (1)           $591,216        $328,786      $277,999

  Credit Quality
   (Liquidating Portfolio):
    Nonperforming assets -
     total (2) (3)                   $722          $4,282        $5,104
    Nonperforming assets -
     franchise                       $552          $3,792        $4,602

    Loans delinquent 60 days
     or more                          $--            $902          $925
    Loans delinquent 60 days
     or more - franchise              $--            $583          $593

  Per Share Data:
    Book value per share           $15.36          $15.80        $18.35

  Other Data:
    Full-time equivalent
     employees, including BVAC        105             125           128

  (1) Includes allowances for mark-to-market valuation reserves and credit
      losses of $3.7 million, $2.7 million and $2.0 million at
      September 30, 2005, December 31, 2004 and September 30, 2004,
      respectively.
  (2) Consists entirely of real estate owned at September 30, 2005.
  (3) Nonperforming assets include mark-to-market valuation reserves of
      $1.2 million at both December 31, 2004 and September 30, 2004,
      respectively.


                       BAY VIEW ACCEPTANCE CORPORATION
                                 (Unaudited)

                                    At              At            At
                               September 30,   December 31, September 30,
                                   2005            2004          2004
                                          (Dollars in thousands)

  Selected Balance Sheet
   Information:
  Cash                             $6,376          $3,278        $5,226
  Restricted cash                  21,454           7,540         9,768
  Retained interests in
   securitizations
   available-for-sale              20,564          22,636        24,680
  Auto installment contracts
   held-for-sale                  234,824          75,021       129,371
  Auto installment contracts
   held-for-investment, net         6,975         252,863       147,703
  Securitized auto installment
   contracts held-for-investment,
   net                            349,417              --            --
  Advances to parent                   --           3,010            --
  Other assets                     10,884           7,969         7,704
  Total assets                   $650,494        $372,317      $324,452

  Warehouse credit facility
   and other short-term
   borrowings                    $229,446        $298,755      $246,006
  Securitization notes payable    345,723              --            --
  Advances from parent                 58              --         4,220
  Current and deferred taxes, net   6,360           6,947         6,860
  Other liabilities                 5,282           4,277         5,187
  Total liabilities               586,869         309,979       262,273
  Stockholder's equity             63,625          62,338        62,179
  Total liabilities and
   stockholder's equity          $650,494        $372,317      $324,452


                 BAY VIEW ACCEPTANCE CORPORATION (Continued)
                               (Unaudited)

                   For the Three Months Ended      For the Nine Months Ended
                Sept. 30,    June 30,   Sept. 30,   Sept. 30,  Sept. 30,
                   2005        2005        2004        2005       2004
                                     (Dollars in thousands)

  Selected
   Results of
   Operations
   Information:
  Interest
   income on
   auto
   installment
   contracts      $10,305      $8,276      $5,170     $24,931    $13,477
  Interest
   income on
   short-term
   investments
   and retained
   interests in
   securitizations    828         731         638       2,189      1,956
  Interest
   expense
   on
   borrowings      (6,331)     (5,100)     (2,177)    (15,090)    (5,184)
  Net
   interest
   income           4,802       3,907       3,631      12,030     10,249
  Provision
   for credit
   losses          (1,257)     (1,793)       (331)     (3,887)      (852)
  Loan
   servicing
   income             398         468         712       1,409      2,472
  Loan fees           222         160         204         532        610
  Unrealized
   gain (loss)
   on derivative
   instruments        738      (1,106)     (1,757)      1,112        651
  Loss on auto
   installment
   contracts
   held-for-sale
   and retained
   interests in
   securitizations   (348)       (356)       (682)     (1,224)    (2,242)
  Other
   income, net         45          51          50         140        126
  General and
   administrative
   expenses        (2,976)     (2,810)     (2,668)     (8,608)    (8,324)
  Income
   (loss)
   before
   income taxes     1,624      (1,479)       (841)      1,504      2,690
  Income tax
   (expense)
   benefit           (601)        615         293        (557)    (1,159)
  Net income
   (loss)          $1,023       $(864)      $(548)       $947    $ 1,531

  Selected
   Production
   Information:
    Dollar
     value
     of
     auto
     installment
     contracts
     purchased   $147,521    $144,785     $69,474    $407,185   $214,658
    Number of
     auto
     installment
     contracts
     purchased      6,281       6,089       2,364      17,071      7,154
    Average
     balance of
     auto
     installment
     contracts
     purchased      $23.5       $23.8       $29.4        23.9      $30.0
    Weighted-
     average
     contract
     rate           9.04%       8.88%       8.06%       8.78%      7.94%
    Average FICO
     credit
     score            734         734         742         736        736

  Selected
   Credit
   Quality
   Information:
    Net
     chargeoffs
     on managed
     contracts
     for period    $1,544      $1,525      $1,409      $4,713     $4,838
    Net
     chargeoffs
     as a
     percentage
     of average
     managed
     contracts
     (annualized)   0.85%       0.92%       1.01%       0.95%      1.15%
    Contracts
     delinquent
     30 days or
     more as a
     percentage of
     managed
     contracts
     (as of
     period-end)    0.62%       0.40%       0.30%       0.62%      0.30%

  Average
   Managed
   Contracts     $727,125    $660,429    $557,744    $661,917   $561,332


                                   At              At            At
                              September 30,    December 31, September 30,
                                   2005            2004          2004
                                            (Dollars in thousands)

  Managed Contracts (period-end):
    Total outstanding managed
     contracts                   $743,640        $570,864     $ 556,802
    Total number of contracts      36,527          28,300        28,146

  Other Data:
  Full-time equivalent employees       90             104           101
Website: http://www.bayviewcapital.com/



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