COVER SHEET - EastWest Bank

1

COVER SHEET SEC Registration Number

A S 0 9 4 - 0 0 2 7 3 3

Company Name

E A S T W E S T B A N K I N G C O R P O R A T I O N

A N D S U B S I D I A R I E S

Principal Office (No./Street/Barangay/City/Town/Province)

T h e B e a u f o r t , 5 t h A v e n u e

c o r n e r 2 3 r d S t r e e t , F o r t

B o n i f a c i o G l o b a l C i t y , T a g u i g

C i t y

Form Type Department requiring the report Secondary License Type, If Applicable

1 7 - Q

COMPANY INFORMATION

Company’s Email Address Company’s Telephone Number/s Mobile Number

575-3888

No. of Stockholders

Annual Meeting

Month/Day

Fiscal Year

Month/Day

CONTACT PERSON INFORMATION The designated contact person MUST be an Officer of the Corporation

Name of Contact Person Email Address Telephone Number/s Mobile Number

Renato K. De Borja, Jr. 575-3887

Contact Person’s Address

2

SEC FORM 17-Q

QUARTERLY REPORT PURSUANT TO SECTION 17 OF THE SECURITIES

REGULATION CODE AND SRC RULE 17(2)(b) THEREUNDER

1. For the quarterly period ended June 30, 2015

2. Commission identification number AS094-002733

3. BIR Tax Identification No. 003-921-057-000

4. Exact name of issuer as specified in its charter

EAST WEST BANKING CORPORATION

5. Province, country or other jurisdiction of incorporation or organization PHILIPPINES

6. Industry Classification Code: (SEC Use Only)

7. Address of issuer's principal office Postal Code

The Beaufort, 5th Avenue, Corner 23rd St. 1634

Fort Bonifacio Global City, Taguig City

8. Issuer's telephone number, including area code

+632 575 3888 Extension 3390

9. Former name, former address and former fiscal year, if changed since last report

n/a

10. Securities registered pursuant to Sections 8 and 12 of the Code, or Sections 4 and 8 of the

RSA

Title of each Class Number of shares of common

stock outstanding and amount of debt outstanding

Common Shares (Php 10 par) Total: 1,499,983,610 shares

Subordinated Debt Php 6,500,000,000

..............................................................................................................................................

3

11. Are any or all of the securities listed on a Stock Exchange?

Yes [X] No [ ]

The company was listed in the Philippine Stock Exchange on May 7, 2012.

If yes, state the name of such Stock Exchange and the classes of securities listed therein:

Name of exchange: Philippine Stock Exchange

Class of securities: Common Shares

12. Indicate by check mark whether the registrant:

(a) has filed all reports required to be filed by Section 17 of the Code and SRC Rule 17

thereunder or Sections 11 of the RSA and RSA Rule 11(a)-1 thereunder, and Sections

26 and 141 of the Corporation Code of the Philippines, during the preceding twelve

(12) months (or for such shorter period the registrant was required to file such reports)

Yes [X] No [ ]

(b) has been subject to such filing requirements for the past ninety (90) days.

Yes [X] No []

4

PART I – FINANCIAL INFORMATION

Item I:

Management's Discussion & Analysis of Financial Position and Results of Operations

Item II:

Financial Statements (Attachment 1 - Unaudited Interim Financial Statements)

PART II – OTHER INFORMATION

Refer to the following:

Attachment 2 – Aging of Past Due Loans and Other Receivables

Attachment 3 – Consolidated Financial Ratios

Attachment 4 – Use of Proceeds from Stock Rights Offering as of June 30, 2015

There are no material disclosures that have not been reported under SEC Form 17-C during the

period covered by this report.

6

Part I

Management's Discussion & Analysis of

Financial Position and Results of Operations

Financial Performance Highlights

The Bank continues to post healthy growth in its core banking revenues, with Net Interest Income

growing by 22%. The growth in Net Interest Income was driven mainly by higher yielding

consumer loans. Net Income as of June 30, 2015 is Php1.0 billion, 4% lower vs. same period last

year due to lower trading gains and higher credit provisions.

The Bank reached a new milestone in June 2015 with Total Assets ending at Php204.9 billion. This

is 31% and 9% higher than June 30, 2014 and December 31, 2014, respectively. The growth in

assets was driven mainly customer loans, which grew by 24% y/y and 7% for the first half of the

year to end at Php131.1 billion. The growth in loans is in line with the Bank’s strategy of growing

consumer and mid-market corporate loans. Consumer loans grew by 31% y/y and 14% in the first

half of the year, while corporate loans grew 14% y/y but flat in the first half of the year. Consumer

loans now account for 57% of the loan portfolio from 54% in 2014.

The Bank’s Operating Income grew by 11% y/y to Php7.9 billion as the Php1.1 billion increase in

NII was offset by Php549.7 higher provisions and Php212.0 lower trading gains.

The Bank’s Net Interest Income, driven by its above industry net interest margin (NIM) of 8.1%,

grew by 22% y/y to Php5.8 billion from Php4.8 billion in the same period last year.

Fee-based Income, largely coming from transactional and service fees of consumer lending and the

branch stores, declined by 9% y/y to Php1.4 billion. The decline in fees posted was due to

accounting adjustments during the period totaling Php398.8 million: (i) change in revenue

recognition of personal loan related processing fees previously accounted for as an outright revenue

to deferred revenues over the actuarial life of the loan. Php159.0 million in fees were deferred

during the period while Php127.8 million were reclassified as interest income; (ii) reversal of over-

accrued late fees from 4Q last year for Php112.0 million. On a like for like basis, considering the

impact of these one-off adjustments, fee income for the first semester of 2015 grew by 20% vs. last

year driven by branch store transaction and consumer loan-related fees.

The rest of the Operating Income declined by 17% to Php714.2 million due to lower trading income.

Total Operating Expenses including Provision for Credit Losses increased by 16% to Php6.8

billion. The increase in expenses was driven mainly by manpower and infrastructure related

expenses associated with the expansion in business and branch store network. The increase in

provisions for credit losses was driven mainly by credit cards, personal loans, and auto loans.

Provision for Income Taxes was lower at Php138.8 million due to lower taxable income vs. last

year.

Financial Position

Loans

7

Customer loans grew by 23% y/y and 7% compared to end-2014. Consumer loans grew by 31%

y/y and 14% in 1H2015, at the back of consistent double digit growth across all Consumer loan

products of the Bank. Corporate loans grew 14% y/y and flat from end 2014. Consumer loans

now comprise 57% of total Customer loans. Considering the size of the loan portfolio, the 3% jump

y/y is quite significant.

Deposits

Deposit levels as of the first half of 2014 stood at Php158.1 billion, up by 25% from the same period

last year and up 7% from end 2014. The bank expects deposit growth, particularly low cost CASA,

to accelerate in the coming months as the 287 new branch stores it added in the last 3 years mature.

Capital

The Bank’s capital ratios to risk weighted assets remain above regulatory standards as of 1H2015

despite the more stringent rules with the implementation of Basel 3 capital standards. The Tier 1

capital of the Bank is composed entirely of common equity, which makes its Common Equity Tier

1 (CET1) ratio the same as its Tier 1 ratio. The Bank’s CET1/Tier 1 and CAR improved to 14.5%

and 18.3%, respectively, as a result of the recently concluded issuance of approximately Php8.0

billion common shares via stock rights offering.

Credit Quality

The Bank’s NPL as a proportion to total Customer loans decreased y/y mainly due to the growth in

loan portfolio. NPL ratio net of fully provided NPLs, decreased to 3.7%1 in 2Q2015 from 3.8%1

in the same period last year. The Bank’s NPL ratio is higher than industry average given its higher

proportion of exposure to Consumer loans relative to its peers, which is at 57% of its total Customer

loans. The Bank notes that the risk-adjusted return of the Consumer portfolio is still healthy

considering its industry leading net interest margins.

The Bank’s Gross and Net NPL ratio at parent level and as disclosed to the BSP is at 4.38%2 and

2.69%3, respectively. The BSP disclosed NPL ratio takes into account interbank loans used by the

Banks for liquidity management purposes.

1 Total NPLs less: 100% fully provided NPLs divided by Total Customer Loans less: 100% fully provided NPLs 2 Gross NPL ratio disclosed to the BSP, which is at Parent level and inclusive of Interbank loans

3 NPL ratio net of specific provisions disclosed to the BSP, which is at Parent level and inclusive of Interbank loans

8

Results of Operations - For the Second Quarter ended June 30, 2015 and 2014

Revenues

Net Revenues grew by only 2% in 2Q2015 to Php3.8 billion from Php3.7 billion in the same quarter

last year due to lower Trading Income. The decline in Trading Income was compensated by the

stable double-digit growth in Net Interest Income. Net revenues excluding trading income went up

by 8%. Like for like, or normalizing for the one-off adjustments mentioned above, Net revenues

ex-trading would have gone up by 15%.

Net Interest Income

Net Interest Income stood at Php3.1 billion in 2Q2015, 26% or Php647.6 million higher than the

Php2.5 billion posted in the same quarter last year. The higher Net Interest Income was a result of

the double-digit growth in lending. Interest Income and Interest Expense in 2Q2015 increased by

30% and 52%, respectively.

Fee Income

Fee and Other Income, exclusive of Trading Gains, was at Php430.0 million, 47% lower than the

Php811.6 million posted in the same quarter last year. On a like for like basis, considering the

impact of the one-off adjustments posted in 2Q15, fees actually grew 27% vs. last year.

Trading Income

Securities Trading Gains in 2Q2015 was at Php191.2 million or 49% lower than the Php376.3

million gains booked in the same quarter last year. Foreign Exchange Gains was at Php49.9 million

in 2Q2015, which is lower by Php2.5 million compared to the same quarter last year.

Operating Costs

Total Operating Expenses, inclusive of Provision for Credit Losses, increased by 13% in 2Q2015

to Php3.4 billion from Php3.0 billion in the same quarter last year. Provision for loan losses

increased by 40% to Php1.1 billion in 2Q2014 from Php765.5 million in the same quarter last year

on account of the growth in Consumer loans, particularly Credit Cards and Auto Loans.

Compensation and fringe benefits decreased by 9% to Php685.8 million as no accruals for

discretionary bonuses were done during the period. Rent Expense of Php176.9 million was 18%

higher compared to the same quarter last year. Depreciation and Amortization of Php235.4 million

and Miscellaneous Expenses of Php833.1 million were both 10% higher due to the expanded branch

store network.

9

Results of Operations - For the Six Months ended June 30, 2015 and 2014

Revenues

Net Revenues grew by 11% to Php7.9 billion despite lower Trading Income. Trading Income was

at Php426.7 million or 33% lower than the Php640.0 million gains booked in the same period last

year. Service charges, fees and commissions was lower by 9% at Php1.4 billion. The decline in

Securities Trading and Service charges, fees and commissions were offset by strong growth in Net

Interest Income

Net Interest Income

Net Interest Income stood at Php5.8 billion, 22% or Php1.1 billion higher than the Php4.8 billion

posted in the first half of last year. The higher Net Interest Income was a result of the double-digit

growth in lending which allowed the Bank to continue to enjoy its industry leading net interest

margin of 8.1%, which is about two times higher than industry average.

Fee Income

Other Operating Income, exclusive of Trading and Foreign Exchange Gains, was at Php1.5 billion.

Fee-based income (e.g. Service charges, fees and commission) decline by 9% to Php1.4 billion

from Php1.5 billion in the same period last year. The decline in fees posted was due to accounting

adjustments during the period totaling Php398.8 million: (i) change in revenue recognition of

personal loan related processing fees previously accounted for as an outright revenue to deferred

revenues over the actuarial life of the loan. Php159.0 million in fees were deferred during the period

while Php127.8 million were reclassified as interest income; (ii) reversal of over-accrued late fees

from 4Q last year for Php112.0 million. On a like for like basis, considering the impact of these

one-off adjustments, fee income for the first semester of 2015 grew by 20% vs. last year driven by

branch store transaction and consumer loan-related fees.

Trading Income

Securities Trading Gains in 1H2015 was at Php426.7 million, or 33% lower as compared to the

Php640.0 million gains posted in same period last year. On the other hand, Foreign Exchange Gains

increased slightly to Php111.2 million compared to the Php110.0 million booked in the same period

last year.

Operating Costs

Total Operating Expenses, including Provision for loan losses, increased by 16% to Php6.8 billion

in the first half of 2015. Compensation and fringe benefits increased slightly to Php1.6 billion,

while Provision for loan losses grew by 36%% to Php2.1 billion on account of aggressive loan

portfolio growth particularly in consumer loans. Other Expenses related to business expansion has

increased y/y, as follows: (1) Taxes and licenses grew by 5% to Php513.0 million as a result of

growth in revenue base; (2) Depreciation and Amortization grew by 6% to Php44.7 million coming

from expansion in business and infrastructure; (3) Rent grew by 16% to Php348.2 million coming

from branch store expansion; and (4) Miscellaneous Expenses grew by 9% to Php1.8 billion with

the growth largely coming from higher Consumer business and branch store expansion.

10

Summary of Key Financials and Ratios

Balance Sheet

(in Php billions)

June 30, 2015 June 30, 2014 y/y Growth %

Assets 204.9 155.9 31%

Consumer Loans 74.7 56.8 31%

Corporate Loans 56.3 49.3 14%

Total Deposits 158.1 126.1 25%

Capital 30.3 20.4 48%

Profitability

(in Php millions)

June 30, 2015 June 30, 2014 y/y Growth %

Net Interest Income 5,842 4,784 22%

Other Income 2,080 2,362 (12%)

Operating Expenses

(Ex- Provision for Losses)

4,720 4,355 8%

Provision for Losses 2,056 1,506 37%

Net Income After Tax 1,008 1,047 (4%)

Key Financial Ratios June 30, 2015 June 30, 2014 Variance

b/(w)

Return on Equity 8.0% 10.6% (2.6%)

Return on Assets 1.0% 1.4% (0.4%)

Net Interest Margin 8.1% 8.1% -

Cost-to-Income Ratio 59.6% 60.9% (1.3%)

Capital Adequacy Ratio 18.3% 11.7% 6.6%

Business Segment Performance

The Bank’s core revenues continue to post double-digit growth as it builds its recurring income

base. The growth is a result of the combined efforts of Consumer lending, Retail banking, and

Corporate banking business segments, as well as the contribution of the Rural bank subsidiary. The

Bank has maintained an industry leading NIM of 8.1% as of the first half of 2015, which resulted

for the 22% growth in Net Interest Income.

Consumer lending and Corporate banking posted double-digit growth in customer loan portfolio,

at 31% and 14%, respectively. The increase in Corporate loans was brought about by the wider

coverage of the expanded account officer pool mitigated in part the effects of lower margins in this

business segment. The increase in Consumer loans was across all consumer products, which all

grew by double-digit percentages y/y. The growth in all loan business segments was the main

driver of the 27% increase in Interest Income. Interest Expense has gone up by the same 57% y/y,

as the Bank continue to focus on raising funds. The branch expansion continues to bear fruit which

manifested in 25% in total deposits.

Consumer lending was led by the contribution of the Auto Loans business as receivables ended at

Php28.2 billion, which is 57% higher than the same period last year. Credit Cards was the second

highest contributor for the Consumer lending portfolio, which reached a total of Php22.0 billion in

loans, or 12% higher y/y. Mortgage loans continue to gain traction, growing by 17% y/y to Php9.6

11

billion as of June 2015. Other Consumer loans grew by 36%, mostly coming from salary and

personal loans. On the Corporate banking side, loan portfolio ended at Php56.3 billion as of June

2015, posting a 14% growth y/y as contributions from the expanded sales force continue to produce

results. As of the first half of 2015, Consumer loans still account to more than half of the total

Customer loan portfolio at 57%.

Treasury group’s contribution to the Bank’s bottom line for the first half of the year was lower than

last year, as Securities Trading Gains went down to Php426.7 million in the first half of 2015 from

Php640.0 million last year. Foreign Exchange Gains, however, increased slightly to Php111.2

million from Php110.0 million in the same period last year.

On the cost side, the headcount intensive Retail banking and Consumer lending led all business

segments in terms of Operating Expenses. This was largely due to the branch store expansion

program and credit costs booked for Consumer loans.

In summary, Consumer lending contributed most to the Net Income due to the solid growth across

all consumer products. Corporate banking came in second despite thinner spreads, as a result of its

expanded loan portfolio. This was followed by Treasury’s contribution coming from gains in both

Securities and Foreign Exchange trading. Retail banking, on the other hand, continues to carry the

brunt of the expenses brought about by the increase in new branch stores opened from 2012 to 2014.

Other Information:

As of June 30, 2015, EW Bank has a total of 359 branches, with 164 of these branch stores in the

restricted areas and a total of 205 of these branch stores in all of Metro Manila. For the rest of the

country, the Bank has 84 branches in other parts of Luzon, 36 branches in Visayas, and 34 branches

in Mindanao. The total ATM network is at 549, composed of 352 on-site ATMs and 197 off-site

ATMs. Total headcount of EW Bank is 4,932.

The Rural bank subsidiaries have a total of 51 branches and 663 officers/staff, bringing the group

branch store network total to 410 with 549 ATMs and combined manpower of 5,595.

Known trends, demands, commitments, events or uncertainties

There are no known demands, commitments, events or uncertainties that will have a material impact

on the Bank’s liquidity within the next twelve (12) months.

Events that will trigger direct or contingent financial obligation

There are no events that will trigger direct or contingent financial obligation that is material to the

Bank, including any default or acceleration of an obligation.

Material off-balance sheet transactions, arrangements or obligations

There are no material off-balance sheet transactions, arrangements, obligations (including

contingent obligations), and other relationships of the Bank with unsolicited entities or other

persons created during the reporting period other than those disclosed in the financial statements.

Capital Expenditures

The Bank has commitments for capital expenditures mainly for bank’s branch expansion and

implementation of IT projects.

12

Significant Elements of Income or Loss

Significant elements of the consolidated Net Income of the Group for the period ended June 30,

2015 and 2014 came from its continuing operations.

Seasonal Aspects

There are no seasonal aspects that had a material effect on the Bank’s financial condition and results

of operations.

Vertical and Horizontal Analysis of Material Changes for the Period

The term “material” in this section shall refer to changes or items amounting to five percent (5%)

of the relevant accounts or such lower amount, which the Bank deems material on the basis of other

factors.

I. Statements of Financial Position – June 30, 2015 vs. December 31, 2014

- Cash and cash equivalents decreased by 32% to Php4.1 billion due to the leveling-

off of cash in vault from the usual year-end build-up.

- Due from BSP increased by 45% to Php33.4 billion on higher deposit base and liquid

funds placed with BSP.

- Due from other banks increased by 205% to Php7.4 billion due to increased levels

of placements and balances with counterparty banks coming from excess liquidity.

- Interbank loans receivable and Securities Purchased Under Resale Agreements

(SPURA) increased by 150% from higher overnight placements with the BSP.

- Financial Assets at Fair Value through Profit and Loss decreased by 72% due to

movements in the Bank’s proprietary trading portfolio.

- Financial Assets at Fair Value through Other Comprehensive Income decreased by

49% due to the decline in market values of its equity securities investments.

- Investment Securities at Amortized Cost decreased by 51% to Php4.3 billion due to

the maturity and sale of various government securities in line with the Bank’s

balance sheet business model.

- Loans and Receivables increased by 7% to Php130.3 billion driven mainly from

increase in customer loans on both consumer and mid-market segments.

- Investment Properties decreased by 7% to Php846.3 million as the Bank was able to

dispose sizable portion of its repossessed properties.

- Deferred tax asset increased by 23% to Php1.2 billion on account of higher

provisioning set-up, net of write-off, during the period.

- Other assets decreased by 26% on account of the following: (1) Sundry debits

decreased by Php192.2 million or 57%, and (2) Returned Checks & Other Cash

Items decreased by 30%% to Php445.8 million.

- Deposit liabilities increased by 7% to Php158.1 billion, largely coming from CASA

growth which is attributable to the expanded branch store network.

- Bills and acceptance payable decreased by 264% to Php1.5 billion from lower

volume of interbank and other borrowings as funding were obtain from other

sources.

- Cashier’s Checks and Demand Draft Payable increased by 80% to Php1.9 billion

due to higher transaction volumes during the period.

- Income tax payable increased by 8% due to lower tax-exempt income in the Parent

Books.

- Other liabilities jumped by 11% due to the following (1) Derivatives with Negative

Fair Value increased by 94% or Php88.7 million, (2) Managers Check issuance

13

increased by Php106.6 million (3) Accrued Retirement increased by 267% to

Php98.9 million and (4) Sundry Credits increased by Php109.7 million or 33929%.

II. Statement of Income – June 30, 2015 vs. June 30, 2014

- Interest income increased by 27% to Php6.9 billion from Php5.5 billion in the same

period last year primarily due to increase in customer loans.

- Interest expense increased by 57% to Php1.1 billion due to the increase deposit base

and higher level of borrowings.

- Service charges, fees and commissions decreased by 9% to Php1.4 billion from

Php1.5 billion in the same period last year. The decline in fees posted was due to

accounting adjustments during the period totaling Php398.8 million: (i) change in

revenue recognition of personal loan related processing fees previously accounted

for as an outright revenue to deferred revenues over the actuarial life of the loan.

Php159.0 million in fees were deferred during the period while Php127.8 million

were reclassified as interest income; (ii) reversal of over-accrued late fees from 4Q

last year for Php112.0 million. On a like for like basis, considering the impact of

these one-off adjustments, fee income for the first semester of 2015 grew by 20%

vs. last year driven by branch store transaction and consumer loan-related fees.

- Trading and securities gains decreased by 33% as the Bank realized a significant

amount of its trading revenues last year due to favorable market conditions.

- Gain on sale of assets and asset foreclosure increased by 8% in the first half of 2015

as the Bank disposed portion of its repossessed assets at higher premiums compared

to last year.

- Trust income dropped by 15% to Php8.9 million due to the decline in assets under

management account.

- Miscellaneous income also increased by 80% to Php153.5 million as the Bank had

higher recovery of assets written-off compared to the same period last year.

- Provision for loan losses increased by 8% to Php2.1 billion in 1H2015 from Php1.5

billion on account of aggressive loan portfolio growth particularly in consumer

loans.

- Manpower costs increased by 8% to Php1.6 billion on account of higher head count.

- Taxes and licenses, Depreciation and amortization, Rent expense and miscellaneous

expenses increased by 5%, 6%, 16% and 9, respectively, on account of the expanded

branch network and operations.

14

Attachment I

East West Banking Corporation and Subsidiaries

Interim Consolidated Financial Statements

As of June 30, 2015 (Unaudited) and December 31, 2014 (Audited)

And for the Six Months Ended June 30, 2015 and June 30, 2014

15

EAST WEST BANKING CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM STATEMENTS OF FINANCIAL POSITION

As of June 30, 2015 (With Comparative Figures for December 31, 2014)

(Amounts in Thousands of Philippine Peso)

2015

(Unaudited)

2014

(Audited)

ASSETS

Cash and Other Cash Items P=4,086,310 P=5,993,499

Due from Bangko Sentral ng Pilipinas 33,433,911 23,128,678

Due from Other Banks 10,938,498 3,580,528

Interbank Loans Receivable and Securities Purchased Under

Resale Agreements (IBLR and SPURA) 7,247,478 2,893,384

Financial Assets at Fair Value Through Profit or Loss 2,825,778 10,182,690

Financial Assets at Fair Value Through Other Comprehensive

Income (FVTOCI) 7,365 14,419

Investment Securities at Amortized Cost 4,327,273 8,794,878

Loans and Receivables 130,301,255 121,423,411

Property and Equipment 3,449,721 3,513,104

Investment Properties 846,251 912,687

Deferred Tax Assets 1,203,580 977,426

Goodwill and Other Intangible Assets 4,417,279 4,424,773

Other Assets 1,790,018 2,423,106

TOTAL ASSETS P= 204,874,717 P=188,262,583

LIABILITIES AND EQUITY

LIABILITIES

Deposit Liabilities

Demand P=54,471,589 P=45,356,947

Savings 33,589,523 25,269,000

Time 62,041,701 69,027,909

Long-term negotiable certificates of deposits 8,034,084 8,033,623

158,136,897 147,687,479

Bills and Acceptances Payable 1,509,878 5,317,652

Accrued Taxes, Interest and Other Expenses 1,346,587 1,341,275

Cashier’s Checks and Demand Draft Payable 1,870,404 1,256,982

Subordinated Debt 6,465,104 6,463,731

Income Tax Payable 199,405 184,577

Other Liabilities 5,028,450 4,563,080

TOTAL LIABILITIES P= 174,556,725 P=166,814,776

EQUITY ATTRIBUTABLE TO EQUITY HOLDERS OF

PARENT COMPANY

Common Stock P=14,999,836 P=11,284,096

Additional Paid-in Capital 5,209,061 978,721

Surplus Reserves 43,906 43,906

Surplus 10,166,713 9,158,976

Net unrealized Gains on FVTOCI (1,331) 5,722

Remeasurement Losses on Retirement Plan (103,406) (31,394)

Cumulative Translation Adjustment 3,213 7,780

TOTAL EQUITY 30,317,992 21,447,807

TOTAL LIABILITIES AND EQUITY P= 204,874,717 P=188,262,583

See accompanying Notes to Unaudited Interim Financial Statements.

16


UNAUDITED INTERIM STATEMENTS OF INCOME

For the periods ended June 30, 2015 and 2014


June 30

2015 2014 2015 2014

For the quarter

ended

For the

quarter ended For the six

months ended

For the six

months ended

INTEREST INCOME

Loans and receivables P=3,469,476 P=2,668,071 P=6,576,443 P=5,152,349

Trading and investment securities 136,025 139,834 315,985 284,007

Due from other banks and interbank loans

receivable and securities purchased under

resale agreements 31,702 - 41,087 40,736

3,637,203 2,807,905 6,933,515 5,477,092

INTEREST EXPENSE

Deposit liabilities 428,282 308,703 881,660 599,254

Subordinated debt, bills payable and other

borrowings 105,178 43,061 209,654 94,157

533,460 351,764 1,091,314 693,411

NET INTEREST INCOME 3,103,743 2,456,141 5,842,201 4,783,681

Service charges, fees and commissions 325,406 754,494 1,365,583 1,503,120

Trading and securities gain (loss) 191,233 376,304 426,700 639,978

Foreign exchange gain 49,936 52,450 111,200 109,958

Trust income 4,454 5,216 8,936 10,518

Gain on sale of assets and asset foreclosure 20,328 7,421 13,910 12,936

Miscellaneous 79,857 44,424 153,498 85,057

TOTAL OPERATING INCOME 3,774,957 3,696,450 7,922,028 7,145,248

OPERATING EXPENSES

Compensation and fringe benefits 685,749 751,298 1,588,683 1,472,352

Provision for impairment and credit losses 1,070,976 765,531 2,055,795 1,506,083

Taxes and licenses 278,884 272,062 512,995 489,337

Depreciation and amortization 235,386 214,822 441,712 417,836

Rent 176,910 149,436 348,201 299,859

Miscellaneous 919,200 833,097 1,828,091 1,675,521

TOTAL OPERATING EXPENSES 3,367,105 2,986,246 6,775,477 5,860,988

INCOME BEFORE INCOME TAX 407,852 710,204 1,146,551 1,284,260

PROVISION FOR INCOME TAX 273 119,334 138,814 237,705

NET INCOME P=407,579 P=590,870 P=1,007,737 P=1,046,555

ATTRIBUTABLE TO:

Equity holders of the Parent Company P=407,579 P=590,890 P=1,007,737 P=1,046,582

Non-controlling interest – (20) – (27)

NET INCOME P=407,579 P=590,870 P=1,007,737 P=1,046,555

Basic Earnings Per Share Attributable to

Equity Holders of the Parent Company P=0.80

P=0.93

Diluted Earnings Per Share Attributable to Equity

Holders of the Parent Company P=0.80 P=0.93


17


UNAUDITED INTERIM STATEMENTS OF COMPREHENSIVE INCOME

For the Six Months Ended June 30, 2015 and 2014


June 30

2015 2014 2015 2014

For the quarter

ended

For the quarter

ended For the six

months ended

For the six

months ended


NET INCOME FOR THE PERIOD P=407,579 P=590,870 P=1,007,737 P=1,045,555

OTHER COMPREHENSIVE INCOME

Change in remeasurement loss of retirement liability (36,162) 3,227 (72,012) 3,788

Unrealized loss on financial assets at FVTOCI (7,754) - (7,053) -

Cumulative translation adjustment (1,660) (2,787) (4,567) (13,707)

TOTAL OTHER COMPREHENSIVE INCOME

(LOSS) (45,576) 440 (83,632) (9,918)

TOTAL COMPREHENSIVE INCOME

P=362,003

P=591,310

P=924,105

P=1,036,637

ATTRIBUTABLE TO:

Equity holders of the Parent Company

Non-controlling interest

P=362,003 P=591,323 P=924,105 P=1,036,659

- (13) - (22)

TOTAL COMPREHENSIVE INCOME P=362,003 P=591,310 P=924,105 P=1,036,637

18


UNAUDITED INTERIM STATEMENTS OF CHANGES IN EQUITY



Consolidated

Six Months Ended June 30, 2015

Equity Attributable to Equity Holders of the Parent Company

Common

Stock

Additional

Paid-in

Capital

Surplus

Reserves Surplus

Net

Unrealized

Gain on

Financial

Assets at

FVTOCI

Remeasure

ment

Gains

(Losses) on

Retirement

Plan

Cumulative

Translation

Adjustment

Total

Non-

Controlling

Interest

Total

Equity

(Amounts in Thousands)

Balances at January 1, 2015 P=11,284,096 P=978,721 P=43,906 P=9,158,976 P=5,722 (P=31,394) P=7,780 P=21,447,807 P=− P=21,447,807

Issuance of common shares 3,715,740 4,230,340

Total comprehensive income (loss) − − − 1,007,737 (7,053) (72,012) (4,567) 924,105 − 924,105

Balances at June 30, 2015 P=14,999,836 P=5,209,061 P=43,906 P=10,166,713 (P=1,331) (P=103,406) P=3,213 P=30,317,992 P=− P=30,317,992

Consolidated

Six Months Ended June 30, 2014

Equity Attributable to Equity Holders of the Parent Company

Common

Stock

Additional

Paid-in

Capital

Surplus

Reserves Surplus

Net

Unrealized

Gain on

Financial

Assets at

FVTOCI

Remeasurem

ent

Gains

(Losses) on

Retirement

Plan

Cumulative

Translation

Adjustment

Total

Non-

Controlling

Interest

Total

Equity

(Amounts in Thousands)

Balances at January 1, 2014 P=11,284,096 P=978,721 P=41,689 P=7,087,635 P=1,925 (P=13,877) P=5,228 P=19,385,597 P=6,622 P=19,392,219

Total comprehensive income (loss) − − − 1,046,555 3,788 (13,707) 1,036,636 (22) 1,036,614

Balances at June 30, 2014 P=11,284,096 P=978,721 P=41,689 P=8,134,190 P=5,713 (P=13,877) (P=8,479) P=20,422,233 P=6,600 P=20,428,833

19


UNAUDITED INTERIM STATEMENTS OF CASH FLOWS



Six Months Ended June 30

2015 2014

CASH FLOWS FROM OPERATING ACTIVITIES

Income before income tax P=1,146,551 P=1,284,160

Adjustments for:

Depreciation and amortization 441,712 417,836

Provision for credit and impairment losses 2,034,127 1,506,083

Loss (Gain) on sale of assets (301,271) (318,933)

Changes in operating assets and liabilities:

Decrease (increase) in:

Financial assets at fair value through profit or loss 7,356,912 365,532

Loans and receivables (10,850,927) (11,344,758)

Other assets 501,598 (979,169)

Increase (decrease) in:

Deposit liabilities 10,449,418 14,963,912

Accounts payable and accrued expenses (65,327) 76,022

Cashier’s checks and demand draft payable 613,422 (96,201)

Other liabilities 465,370 470,075

Net cash provided by operations 11,791,585 6,344,561

Income taxes paid (328,472) (66,284)

Net cash provided by operating activities 11,463,113 6,278,275

CASH FLOWS FROM INVESTING ACTIVITIES

Proceeds from sale of :

Property and equipment - 8,077

Investment securities at amortized cost 4,754,966 3,912,535

Investment properties and other repossessed assets 49,727 33,524

Proceeds from maturity of investment securities at amortized cost - 22,719

Acquisitions of:

Investment securities at amortized cost − (659,428)

Property and equipment (210,202) (366,878)

Branch licenses (200) (255,000)

Capitalized software (85,602) (275,866)

Net cash provided by investing activities 4,508,689 2,419,683

CASH FLOWS FROM FINANCING ACTIVITIES

Decrease in bills and acceptances payable (3,807,774) (1,846,777)

Payment of subordinated debt − (1,250,000)

Issuance of common shares 7,946,080 −

Acquisition of non-controlling interest − (22)

Net cash used in financing activities 4,138,306 (3,096,799)

NET INCREASE (DECREASE) IN CASH AND CASH

EQUIVALENTS P=20,110,108 P=5,601,159

(Forward)

20

- 2 -

Six Months Ended June 30

2015 2014

CASH AND CASH EQUIVALENTS AT BEGINNING

OF YEAR

Cash and other cash items P=5,993,499 P=3,884,538


Due from other banks 3,580,528 1,751,824

Interbank Loans Receivable and Securities Purchased Under Resale

Agreements (IBLR and SPURA) 2,893,384 3,116,529

P=35,596,089 P=27,290,546

CASH AND CASH EQUIVALENTS AT END OF YEAR

Cash and other cash items P=4,086,310 P=3,550,350


Due from other banks 10,938,498 6,170,094

Interbank Loans Receivable and Securities Purchased Under Resale

Agreements (IBLR and SPURA) 7,247,478 4,207,860

P=55,706,197 P=32,891,705

OPERATIONAL CASH FLOWS FROM INTEREST

Interest received P=6,299,894 P=2,558,270

Interest paid 1,189,941 432,748

P=7,489,835 P=2,991,018

See accompanying Notes to Financial Statements.

21


NOTES TO FINANCIAL STATEMENTS

1. Corporate Information

East West Banking Corporation (the Parent Company) was granted authority by the Bangko

Sentral ng Pilipinas (BSP) to operate as a commercial bank under Monetary Board (MB)

Resolution No. 101 dated July 6, 1994, and commenced operations on July 8, 1994. The

Parent Company was also granted authority by the BSP to operate an expanded foreign

currency deposit unit under MB Resolution No. 832 dated August 31, 1994. On July 31,

2012, the Parent Company received the approval of the BSP to operate as a universal bank.

As of December 31, 2014, the Parent Company is effectively 75.01% owned by Filinvest

Development Corporation (FDC). The Parent Company’s ultimate parent company is A.L.

Gotianun, Inc. The Parent Company’s head office is located at East West Corporate Center,

The Beaufort, 5th Avenue corner 23rd Street, Fort Bonifacio Global City, Taguig City.

The Parent Company is a domestic corporation registered with the Securities and Exchange

Commission (SEC) on March 22, 1994. In 2012, the Parent Company conducted an initial

public offering (IPO) of its 283,113,600 common shares. The Parent Company’s common

shares were listed and commenced trading in the Philippine Stock Exchange (PSE) on

May 7, 2012.

Through its network of 359 branches as of June 30, 2015, the Parent Company provides a

wide range of financial services to consumer and corporate clients. The Parent Company’s

principal banking products and services include deposit-taking, loan and trade finance,

treasury, trust services, credit cards, cash management and custodial services.

On March 19, 2009, the Parent Company effectively obtained control of the following

entities:

a) AIG Philam Savings Bank (AIGPASB)

b) PhilAm Auto Finance and Leasing, Inc. (PAFLI)

c) PFL Holdings, Inc. (PFLHI)

On March 31, 2009, AIGPASB, PAFLI and PFLHI were merged to the Parent Company.

On August 19, 2011, the Parent Company acquired 84.78% of the voting shares of Green

Bank (A Rural Bank), Inc. (GBI) for P=158.55 million. GBI is engaged in the business of

extending credit to small farmers and tenants and to deserving rural industries or enterprises

and to transact all businesses which may be legally done by rural banks. In 2012, the Parent

Company acquired additional shares from the non-controlling shareholder amounting to P=

8.77 million and from GBI’s unissued capital stock amounting to P=19.65 million, thereby

increasing its ownership to 96.53% as of December 31, 2012.

In 2013, the Parent Company’s deposit for future stock subscription to GBI amounting to

P=700.00 million was applied to the 441,000,000 common shares issued by GBI to the Parent

Company. In addition, the Parent Company contributed additional capital amounting to

P=1.28 million and acquired non-controlling interest amounting to P=0.20 million, thereby

increasing its ownership to 99.84% as of December 31, 2013. The Parent Company’s

22

investment in GBI amounted to P=888.45 million as of December 31, 2013. In 2014, the

Parent Company completed its planned merger with GBI. Prior to the merger, the Parent

Company acquired the remaining non-controlling interest of GBI. The Parent Company’s

investment in GBI was closed against the merged assets and liabilities as of the date of

merger.

On July 11, 2012, the Parent Company acquired 83.17% voting shares of FinMan Rural

Bank, Inc. (FRBI) for P=34.10 million. FRBI’s primary purpose is to accumulate deposit and

grant loans to various individuals and small-scale corporate entities as well as government

and private employees. In 2012, the Parent Company acquired additional shares of FRBI

from its unissued capital stock amounting to P=20.00 million, thereby increasing its

ownership to 91.58% as of December 31, 2012. On May 21, 2013, FRBI changed its name

to East West Rural Bank, Inc. (EWRB). In 2013, the Parent Company’s deposit for future

stock subscription to EWRB amounting to P=120.00 million was applied to the 46,000,000

common shares issued by EWRB to the Parent Company. In addition, the Parent Company

contributed additional capital amounting to P=340.00 million and acquired the remaining non-

controlling interest amounting to P=6.90 million, thereby increasing its ownership to 100.00%

as of December 31, 2013. The Parent Company’s investment in EWRB amounted to P=

521.00 million as of June 30, 2015 and December 31, 2014, respectively.

GBI and EWRB (the Subsidiaries) were consolidated with the Parent Company on

August 19, 2011 and July 11, 2012, respectively, the dates on which control was transferred

to the Parent Company.

In May 2013, GBI and EWRB entered into an asset purchase agreement with assumption of

liabilities (the Purchase and Assumption Agreement) for the transfer of certain assets and

liabilities of GBI to EWRB. The transfer of the assets and liabilities took effect on

October 31, 2013 after the receipt of the required approvals from the regulators. The transfer

of the assets and liabilities of GBI to EWRB was part of the Parent Company’s plan to

combine the rural banking business of its two subsidiaries into a single entity. After the

transfer, EWRB will continue the rural banking business of GBI and the remaining assets

and liabilities of GBI will be merged to the Parent Company, with the latter as the surviving

entity. On July 31, 2014, GBI was merged to the Parent Company. The merger of the Parent

Company and GBI will enable the Parent Company to achieve branding leverage and

economy in management and operations.

As of June 30, 2015, EWRB is the only subsidiary of the bank.

2. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying financial statements include the consolidated financial statements of the

Parent Company and its Subsidiaries (collectively referred to herein as the Group) as of June

30, 2015 and December 31, 2014.

The accompanying financial statements have been prepared on a historical cost basis except

for financial assets at fair value through profit or loss (FVTPL), financial assets at fair value

through other comprehensive income (FVTOCI) and derivative financial instruments that

have been measured at fair value. The financial statements are presented in Philippine peso

23

and all values are rounded to the nearest thousand except when otherwise indicated.

Statement of Compliance

The accompanying financial statements have been prepared in compliance with Philippine

Financial Reporting Standards (PFRS).

Presentation of Financial Statements

The Group presents its statement of financial position broadly in order of liquidity.

Basis of Consolidation

The Subsidiaries are fully consolidated from the date of acquisition, being the date on which

the Parent Company obtains control and continue to be consolidated until the date when the

control ceases.

All significant intra-group balances, transactions, income and expenses and profits and

losses resulting from intra-group transactions are eliminated in the consolidation.

Subsidiaries are fully consolidated from the date on which control is transferred to the Parent

Company. Control is achieved where the Parent Company is exposed, or has rights, to

variable return from its involvement with an entity and has the ability to affect those returns

through its power over the entity. The Parent Company has power over the entity when it

has existing rights that give it the current ability to direct relevant activities (i.e., activities

that significantly affect the entity’s returns). Consolidation of subsidiaries ceases when

control is transferred out of the Parent Company. The results of subsidiaries acquired or

disposed of during the period are included in the consolidated statement of income from the

date of acquisition or up to the date of disposal, as appropriate.

Non-Controlling Interest

Non-controlling interest represents the portion of profit or loss and net assets not owned,

directly or indirectly, by the Parent Company.

Non-controlling interests are presented separately in the consolidated statement of income,

consolidated statement of comprehensive income, and within equity in the consolidated

statement of financial position, separately from equity attributable to the equity holders of

the Parent Company. Any losses applicable to the non-controlling interests are allocated

against the interests of the non-controlling interest even if this results in the non-controlling

interest having a deficit balance. Acquisitions of non-controlling interests that does not

result in a loss of control are accounted for as equity transaction, whereby the difference

between the consideration and the fair value of the share of net assets acquired is recognized

as an equity transaction and attributed to the owners of the Parent Company.

Changes in Accounting Policies and Disclosures

The accounting policies adopted are consistent with those of the previous financial year

except for the adoption of the following new and amended standards and interpretations,

which became effective beginning January 1, 2015. Unless otherwise indicated, adoption of

these new and amended standards and interpretations did not have material impact to the

Group.

24

The following new standards and amendments issued by the IASB were already adopted by

the FRSC:

PAS 19, Employee Benefits - Defined Benefit Plans: Employee Contributions (Amendments)

PAS 19 requires an entity to consider contributions from employees or third parties when

accounting for defined benefit plans. Where the contributions are linked to service, they

should be attributed to periods of service as a negative benefit. These amendments clarify

that, if the amount of the contributions is independent of the number of years of service, an

entity is permitted to recognize such contributions as a reduction in the service cost in the

period in which the service is rendered, instead of allocating the contributions to the periods

of service. This amendment is effective for annual periods beginning on or after January 1,

2015.

Annual Improvements to PFRSs (2010-2012 cycle)

The Annual Improvements to PFRSs (2010-2012 cycle) are effective for annual periods

beginning on or after January 1, 2015 and are not expected to have a material impact on the

Group. They include:

PFRS 2, Share-based Payment - Definition of Vesting Condition

This improvement is applied prospectively and clarifies various issues relating to the

definitions of performance and service conditions which are vesting conditions, including:

A performance condition must contain a service condition

A performance target must be met while the counterparty is rendering service

A performance target may relate to the operations or activities of an entity, or to those of

another entity in the same group

A performance condition may be a market or non-market condition

If the counterparty, regardless of the reason, ceases to provide service during the vesting

period, the service condition is not satisfied.

PFRS 3, Business Combinations - Accounting for Contingent Consideration in a Business

Combination

The amendment is applied prospectively for business combinations for which the acquisition

date is on or after July 1, 2014. It clarifies that a contingent consideration that is not

classified as equity is subsequently measured at fair value through profit or loss whether or

not it falls within the scope of PAS 39, Financial Instruments: Recognition and Measurement

(or PFRS 9, Financial Instruments, if early adopted). The Group shall consider this

amendment for future business combinations.

PFRS 8, Operating Segments - Aggregation of Operating Segments and Reconciliation of the

Total of the Reportable Segments’ Assets to the Entity’s Assets

The amendments are applied retrospectively and clarify that:

An entity must disclose the judgments made by management in applying the aggregation

criteria in the standard, including a brief description of operating segments that have been

aggregated and the economic characteristics (e.g., sales and gross margins) used to assess

whether the segments are ‘similar’.

The reconciliation of segment assets to total assets is only required to be disclosed if the

reconciliation is reported to the chief operating decision maker, similar to the required

disclosure for segment liabilities.

25

PAS 16, Property, Plant and Equipment, and PAS 38, Intangible Assets - Revaluation

Method - Proportionate Restatement of Accumulated Depreciation and Amortization

The amendment is applied retrospectively and clarifies in PAS 16 and PAS 38 that the asset

may be revalued by reference to the observable data on either the gross or the net carrying

amount. In addition, the accumulated depreciation or amortization is the difference between

the gross and carrying amounts of the asset.

PAS 24, Related Party Disclosures - Key Management Personnel

The amendment is applied retrospectively and clarifies that a management entity, which is

an entity that provides key management personnel services, is a related party subject to the

related party disclosures. In addition, an entity that uses a management entity is required to

disclose the expenses incurred for management services.





PFRS 3, Business Combinations - Scope Exceptions for Joint Arrangements

The amendment is applied prospectively and clarifies the following regarding the scope

exceptions within PFRS 3:

Joint arrangements, not just joint ventures, are outside the scope of PFRS 3.

This scope exception applies only to the accounting in the financial statements of the joint

arrangement itself.

PFRS 13, Fair Value Measurement - Portfolio Exception

The amendment is applied prospectively and clarifies that the portfolio exception in PFRS

13 can be applied not only to financial assets and financial liabilities, but also to other

contracts.

PAS 40, Investment Property

The amendment is applied prospectively and clarifies that PFRS 3, and not the description of

ancillary services in PAS 40, is used to determine if the transaction is the purchase of an

asset or business combination. The description of ancillary services in PAS 40 only

differentiates between investment property and owner-occupied property (i.e., property,

plant and equipment).

Effective January 1, 2016

PAS 16, Property, Plant and Equipment, and PAS 38, Intangible Assets - Clarification of

Acceptable Methods of Depreciation and Amortization (Amendments)

The amendments clarify the principle in PAS 16 and PAS 38 that revenue reflects a pattern

of economic benefits that are generated from operating a business (of which the asset is part)

rather than the economic benefits that are consumed through use of the asset. As a result, a

revenue-based method cannot be used to depreciate property, plant and equipment and may

only be used in very limited circumstances to amortize intangible assets. The amendments

are effective prospectively for annual periods beginning on or after January 1, 2016, with

early adoption permitted. These amendments are not expected to have any impact to the

Group given that the Group has not used a revenue-based method to depreciate its non-

current assets.

26

PAS 16, Property, Plant and Equipment, and PAS 41, Agriculture - Bearer Plants

(Amendments)

The amendments change the accounting requirements for biological assets that meet the

definition of bearer plants. Under the amendments, biological assets that meet the definition

of bearer plants will no longer be within the scope of PAS 41. Instead, PAS 16 will apply.

After initial recognition, bearer plants will be measured under PAS 16 at accumulated cost

(before maturity) and using either the cost model or revaluation model (after maturity). The

amendments also require that produce that grows on bearer plants will remain in the scope of

PAS 41 measured at fair value less costs to sell. For government grants related to bearer

plants, PAS 20, Accounting for Government Grants and Disclosure of Government

Assistance, will apply. The amendments are retrospectively effective for annual periods

beginning on or after January 1, 2016, with early adoption permitted. These amendments are

not expected to have any impact to the Group as the Group does not have any bearer plants.

PAS 27, Separate Financial Statements - Equity Method in Separate Financial Statements

(Amendments)

The amendments will allow entities to use the equity method to account for investments in

subsidiaries, joint ventures and associates in their separate financial statements. Entities

already applying PFRS and electing to change to the equity method in its separate financial

statements will have to apply that change retrospectively. For first-time adopters of PFRS

electing to use the equity method in its separate financial statements, they will be required to

apply this method from the date of transition to PFRS. The amendments are effective for

annual periods beginning on or after January 1, 2016, with early adoption permitted. These

amendments will not have any impact on the financial statements of the Group.

PFRS 10, Consolidated Financial Statements and PAS 28, Investments in Associates and

Joint Ventures - Sale or Contribution of Assets between an Investor and its Associate or

Joint Venture

These amendments address an acknowledged inconsistency between the requirements in

PFRS 10 and those in PAS 28 (2011) in dealing with the sale or contribution of assets

between an investor and its associate or joint venture. The amendments require that a full

gain or loss is recognized when a transaction involves a business (whether it is housed in a

subsidiary or not). A partial gain or loss is recognized when a transaction involves assets that

do not constitute a business, even if these assets are housed in a subsidiary. These

amendments are effective from annual periods beginning on or after 1 January 2016.

PFRS 11, Joint Arrangements - Accounting for Acquisitions of Interests in Joint Operations

(Amendments)

The amendments to PFRS 11 require that a joint operator accounting for the acquisition of

an interest in a joint operation, in which the activity of the joint operation constitutes a

business must apply the relevant PFRS 3 principles for business combinations accounting.

The amendments also clarify that a previously held interest in a joint operation is not

remeasured on the acquisition of an additional interest in the same joint operation while joint

control is retained. In addition, a scope exclusion has been added to PFRS 11 to specify that

the amendments do not apply when the parties sharing joint control, including the reporting

entity, are under common control of the same ultimate controlling party.

The amendments apply to both the acquisition of the initial interest in a joint operation and

the acquisition of any additional interests in the same joint operation and are prospectively

27

effective for annual periods beginning on or after January 1, 2016, with early adoption

permitted.

PFRS 14, Regulatory Deferral Accounts

PFRS 14 is an optional standard that allows an entity, whose activities are subject to rate-

regulation, to continue applying most of its existing accounting policies for regulatory

deferral account balances upon its first-time adoption of PFRS. Entities that adopt PFRS 14

must present the regulatory deferral accounts as separate line items on the statement of

financial position and present movements in these account balances as separate line items in

the statement of profit or loss and other comprehensive income. The standard requires

disclosures on the nature of, and risks associated with, the entity’s rate-regulation and the

effects of that rate-regulation on its financial statements. PFRS 14 is effective for annual

periods beginning on or after January 1, 2016. Since the Group is an existing PFRS preparer,

this standard would not apply.





PFRS 5, Non-current Assets Held for Sale and Discontinued Operations - Changes in

Methods of Disposal

The amendment is applied prospectively and clarifies that changing from a disposal through

sale to a disposal through distribution to owners and vice-versa should not be considered to

be a new plan of disposal, rather it is a continuation of the original plan. There is, therefore,

no interruption of the application of the requirements in PFRS 5. The amendment also

clarifies that changing the disposal method does not change the date of classification.

PFRS 7, Financial Instruments: Disclosures - Servicing Contracts

PFRS 7 requires an entity to provide disclosures for any continuing involvement in a

transferred asset that is derecognized in its entirety. The amendment clarifies that a servicing

contract that includes a fee can constitute continuing involvement in a financial asset. An

entity must assess the nature of the fee and arrangement against the guidance in PFRS 7 in

order to assess whether the disclosures are required. The amendment is to be applied such

that the assessment of which servicing contracts constitute continuing involvement will need

to be done retrospectively. However, comparative disclosures are not required to be provided

for any period beginning before the annual period in which the entity first applies the

amendments.

PFRS 7 - Applicability of the Amendments to PFRS 7 to Condensed Interim Financial

Statements

This amendment is applied retrospectively and clarifies that the disclosures on offsetting of

financial assets and financial liabilities are not required in the condensed interim financial

report unless they provide a significant update to the information reported in the most recent

annual report.

PAS 19, Employee Benefits - regional market issue regarding discount rate

This amendment is applied prospectively and clarifies that market depth of high quality

corporate bonds is assessed based on the currency in which the obligation is denominated,

28

rather than the country where the obligation is located. When there is no deep market for

high quality corporate bonds in that currency, government bond rates must be used.

PAS 34, Interim Financial Reporting - disclosure of information ‘elsewhere in the interim

financial report’

The amendment is applied retrospectively and clarifies that the required interim disclosures

must either be in the interim financial statements or incorporated by cross-reference between

the interim financial statements and wherever they are included within the greater interim

financial report (e.g., in the management commentary or risk report).

Effective January 1, 2018

PFRS 9, Financial Instruments - Hedge Accounting and amendments to PFRS 9, PFRS 7

and PAS 39 (2013 version)

PFRS 9 (2013 version) already includes the third phase of the project to replace PAS 39

which pertains to hedge accounting. This version of PFRS 9 replaces the rules-based hedge

accounting model of PAS 39 with a more principles-based approach. Changes include

replacing the rules-based hedge effectiveness test with an objectives-based test that focuses

on the economic relationship between the hedged item and the hedging instrument, and the

effect of credit risk on that economic relationship; allowing risk components to be

designated as the hedged item, not only for financial items but also for non-financial items,

provided that the risk component is separately identifiable and reliably measurable; and

allowing the time value of an option, the forward element of a forward contract and any

foreign currency basis spread to be excluded from the designation of a derivative instrument

as the hedging instrument and accounted for as costs of hedging. PFRS 9 also requires more

extensive disclosures for hedge accounting.

PFRS 9 (2013 version) has no mandatory effective date. The mandatory effective date of

January 1, 2018 was eventually set when the final version of PFRS 9 was adopted by the

FRSC. The adoption of the final version of PFRS 9, however, is still for approval by BOA.

PFRS 9, Financial Instruments (2014 or final version)

In July 2014, the final version of PFRS 9, Financial Instruments, was issued. PFRS 9 reflects

all phases of the financial instruments project and replaces PAS 39, Financial Instruments:

Recognition and Measurement, and all previous versions of PFRS 9. The standard introduces

new requirements for classification and measurement, impairment, and hedge accounting.

PFRS 9 is effective for annual periods beginning on or after January 1, 2018, with early

application permitted. Retrospective application is required, but comparative information is

not compulsory. Early application of previous versions of PFRS 9 is permitted if the date of

initial application is before February 1, 2015.

The adoption of PFRS 9 will have an effect on the classification and measurement of the

Group’s financial assets and impairment methodology for financial assets, but will have no

impact on the classification and measurement of the Group’s financial liabilities. The

adoption will also have an effect on the Group’s application of hedge accounting. The Group

is currently assessing the impact of adopting this standard.

29

The following new standards issued by the IASB has not yet been adopted by the FRSC:

IFRS 15, Revenue from Contracts with Customers

IFRS 15 was issued by IASB in May 2014 and establishes a new five-step model that will

apply to revenue arising from contracts with customers. Under IFRS 15 revenue is

recognized at an amount that reflects the consideration to which an entity expects to be

entitled in exchange for transferring goods or services to a customer. The principles in IFRS

15 provide a more structured approach to measuring and recognizing revenue. The new

revenue standard is applicable to all entities and will supersede all current revenue

recognition requirements under IFRS. Either a full or modified retrospective application is

required for annual periods beginning on or after 1 January 2017 with early adoption

permitted. The Group is currently assessing the impact of IFRS 15 and plans to adopt the

new standard on the required effective date once adopted locally.

3. Significant Accounting Judgments and Estimates

The preparation of the financial statements in compliance with PFRS requires the Group to

make judgments and estimates that affect the reported amounts of assets, liabilities, income

and expenses and disclosure of contingent assets and contingent liabilities. Future events

may occur which will cause the judgments and assumptions used in arriving at the estimates

to change. The effects of any change in judgments and estimates are reflected in the

financial statements as these become reasonably determinable.

Judgments and estimates are continually evaluated and are based on historical experience

and other factors, including expectations of future events that are believed to be reasonable

under the circumstances.

4. Financial Risk Management

The risk exposure of the Parent Company and its subsidiary in credit, market, interest rate, and

liquidity remains contained within its risk limits and adequately covered by its available

capital.

Specifically, notable risk exposures, where most emanate from the Parent Company, as of the

end of first half of 2015 in the following areas are summarized below.

Credit risk: Potential risk is well within regulatory capital as gleaned from the following

indicators.

o Credit quality of portfolio remains at a composite rating of ‘Satisfactory’ for its

corporate portfolio, ‘Standard’ grade for most of its secured consumer portfolio,

‘Substandard grade for most of the unsecured consumer portfolio, and its non –

tradable investment portfolio at ‘BBB’ composite rating.

o Total loan portfolio is secured at around 40%, while the portfolio of products that

normally require collateral remains healthy at over 50% secured.

o No credit concentration in size, borrower, and industry as defined by BSP and

internal risk policies.

30

Market risk: Around P80 million value-at-risk on the Parent Company’s trading book for

potential adverse movements in interest rate, foreign exchange rate, and equity prices.

Interest rate risk: On the Parent Company’s banking book, maximum potential loss impact

(for the rest of 2015) from adverse movement in interest rate is estimated to be around 1%

and 5% of the budgeted net interest income and net income for 2015, respectively.

Liquidity risk: There is no imminent liquidity risk as the Parent Company remains to be

generally liquid with sufficient sources of funding as and when the need arises. Regulatory

and internal risk limits are duly complied with.

Capital level, on the other hand, stands a little over P27 billion. Despite the tighter regulatory

capital standards, this remains enough to comply with the regulatory minimum, in accordance

with the supervisor’s prescriptions, as well as cover for the above approximated risk

exposures.

Thus, the Group’s risk management policies remain generally the same as in 2014. The

Group’s 2014 audited financial statements discuss in detail its risk exposures and its related

policies.

5. Fair Value Measurement

The Group measures certain financial instruments such as financial assets at FVTPL,

financial assets at FVTOCI and derivative financial instruments, at fair value at each

statement of financial position date. Also, fair values of financial instruments carried at

amortized cost and investment properties carried at cost are measured for disclosure

purposes.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in

an orderly transaction between market participants at the measurement date. The fair value

measurement is based on the presumption that the transaction to sell the asset or transfer the

liability takes place either:

In the principal market for the asset or liability, or

In the absence of a principal market, in the most advantageous market for the

asset or liability.

The principal or the most advantageous market must be accessible to by the Group.

The fair value of an asset or a liability is measured using the assumptions that market

participants would use when pricing the asset or liability, assuming that market participants

act in their economic best interest.

A fair value measurement of a non-financial asset takes into account a market participant's

ability to generate economic benefits by using the asset in its highest and best use or by

selling it to another market participant that would use the asset in its highest and best use.

31

The Group uses valuation techniques that are appropriate in the circumstances and for which

sufficient data are available to measure fair value, maximizing the use of relevant observable

inputs and minimizing the use of unobservable inputs.

All assets and liabilities for which fair value is measured or disclosed in the financial

statements are categorized within the fair value hierarchy, described as follows, based on the

lowest level input that is significant to the fair value measurement as a whole:

Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or

liabilities.

Level 2 - Valuation techniques for which the lowest level input that is significant to the fair

value measurement is directly or indirectly observable.

Level 3 - Valuation techniques for which the lowest level input that is significant to the fair

value measurement is unobservable.

For assets and liabilities that are recognized in the financial statements on a recurring basis,

the Group determines whether transfers have occurred between Levels in the hierarchy by

re-assessing categorization (based on the lowest level input that is significant to the fair

value measurement as a whole) at the end of each reporting period.

External appraisers are involved for valuation of significant non-financial assets, such as

investment properties. Selection criteria include market knowledge, reputation,

independence and whether professional standards are maintained.

For the purpose of fair value disclosures, the Group has determined classes of assets and

liabilities on the basis of the nature, characteristics and risks of the asset or liability and the

level of the fair value hierarchy.

The following table provides the fair value hierarchy of the Group’s assets and liabilities

measured at fair value and those for which fair values are required to be disclosed as of June

30, 2015 and December 31, 2014 as follows:

Consolidated

June 30, 2015

Fair Value

Carrying

Value Total

Quoted Prices

in active

market

(Level 1)

Significant

observable

inputs

(Level 2)

Significant

unobservable

inputs

(Level 3)

Assets measured at fair value

Financial assets

Financial assets at FVTPL:

HFT investments:

Government securities P=1,301,593 P=1,301,593 P=1,301,593 P=– P=–

Private bonds 1,398,127 1,398,127 1,398,127 – –

Equity securities 126,058 126,058 126,058 – –

2,825,778 2,825,778 2,825,778 –

Derivative assets 202,551 202,551 – 202,551 –

Financial assets at FVTOCI 7,365 7,365 7,365 – –

Assets for which fair values are disclosed

Financial assets

Investment securities at amortized cost:

Government securities 3,953,607 4,112,574 4,112,574 – –

Private bonds 373,666 373,971 373,971 – –

4,327,273 4,486,545 4,486,545 – –

Loans and receivables

Receivable from customers: 124,017,108 125,238,632 125,238,632

Unquoted debt securities 393,224 393,224 – – 393,224

32

Consolidated

June 30, 2015

Fair Value

Carrying

Value Total

Quoted Prices

in active

market

(Level 1)

Significant

observable

inputs

(Level 2)

Significant

unobservable

inputs

(Level 3)

124,410,332 125,631,856 – – 125,631,856

Non-financial assets

Investment properties 846,251 846,251 – – 846,251

Total assets P=132,619,551 P=134,000,346 P=7,319,688 P=202,551 P=126,478,107

Liabilities measured at fair value

Financial liabilities

Derivative liabilities P=184,938 P=184,938 P=– P=184,938 P=–

Liabilities for which fair values are disclosed


Deposit liabilities

Time 66,419,696 62,554,171 – – 62,554,171

LTNCD 8,033,857 8,819,008 – – 8,819,008

74,453,553 71,373,179 – – 71,373,179

Subordinated debt 6,464,413 7,443,056 – – 7,443,056

Total liabilities P=81,102,904 P=79,001,174 P=– P=184,938 P=78,816,235

Consolidated

June 30, 2014

Fair Value

Carrying

Value Total

Quoted Prices in active market

(Level 1)

Significant

observable inputs

(Level 2)

Significant

unobservable inputs

(Level 3)

Assets measured at fair value

Financial assets Financial assets at FVTPL:

HFT investments:

Government securities P=7,391,724 P=7,391,724 P=7,255,622 P=136,102 P=– Private bonds 2,565,307 2,565,307 2,565,307 – –

Equity securities 225,659 225,659 225,659 – –

10,182,690 10,182,690 10,046,588 136,102 –

Derivative assets 110,668 110,668 – 110,668 –

Financial assets at FVTOCI 14,419 14,419 14,419 – –

Assets for which fair values are disclosed

Financial assets

Investment securities at amortized cost: Government securities 7,536,445 7,660,169 7,433,658 226,511 –

Private bonds 1,258,433 1,258,656 1,258,656 – –

8,794,878 8,918,825 8,692,314 226,511 –

Loans and receivables

Receivable from customers: 119,166,251 113,818,042 113,818,042 Unquoted debt securities 291,836 291,836 – – 291,836

119,458,087 114,109,878 – – 114,109,878

Non-financial assets

Investment properties 912,687 1,285,877 – – 1,285,877

Total assets P=139,473,429 P=134,622,357 P=18,753,321 P=473,281 P=115,395,755

Liabilities measured at fair value

Financial liabilities Derivative liabilities P=101,290 P=101,290 P=– P=101,290 P=–

Liabilities for which fair values are disclosed


Deposit liabilities Time 69,027,909 69,029,018 – – 69,029,018

LTNCD 8,033,623 8,825,239 – – 8,825,239

77,061,532 77,854,257 – – 77,854,257

Subordinated debt 6,463,731 7,462,161 – – 7,462,161

Total liabilities P=83,626,553 P=85,417,708 P=– P=101,290 P=85,316,418

33

6. Segment Reporting

The Group’s main operating businesses are organized and managed primarily, according to

the current organizational structure. Each segment represents a strategic business unit that

caters to the bank’s identified markets. The Group’s business segments are:

(a) Retail banking - this segment mainly covers traditional branch banking products and

services such as deposits, back-to-back/emerging market loans and other over-the-

counter (OTC) transactions. It likewise caters to the needs of high net-worth clients for

alternative investment channels. It includes entire transaction processing, service

delivery and infrastructure consisting of the Group’s network of branches, automated

teller machines as well as its internet banking platform;

(b) Corporate banking - this segment handles lending and trade financing for both large

corporations and middle market clients;

(c) Consumer lending - this segment primarily caters to loans for individuals;

(d) Treasury and Trust - this segment consists of Treasury and Trust operations of the

Group. Treasury focuses on providing money market, trading and treasury services, as

well as the management of the Group’s funding operations through debt securities,

placements and acceptances with other banks. Trust includes fund management,

investment management services, custodianship, administration and collateral agency

services, and stock and transfer agency services. In addition, the Parent Company

through Trust, provides retail customers with alternative investment opportunities

through its unit investment fund products.

The ‘Elimination Items’ includes the Group’s executive office and elimination items

related to the Group’s segment reporting framework.

Management monitors the operating results of its business units separately for the

purpose of making decisions about resource allocation and performance assessment.

Segment assets are those operating assets employed by a segment in its operating

activities and are either directly attributable to the segment or can be allocated to the

segment on a reasonable basis. Segment liabilities are those operating liabilities that

result from the operating activities of a segment and are either directly attributable to the

segment or can be allocated to the segment on a reasonable basis. Interest income is

reported net, as management primarily relies on the net interest income as performance

measure, not the gross income and expense. The Group’s revenue-producing assets are

located in the Philippines (i.e., one geographical location); therefore, geographical

segment information is no longer presented. The Group has no significant customers

which contribute 10.00% or more of the consolidated revenue, net of interest expense.

The segment results include internal transfer pricing adjustments across business units as

deemed appropriate by management. Transactions between segments are conducted at

estimated market rates on an arm’s length basis. Interest is charged/credited to the

business units based on a pool rate which approximates the marginal cost of funds.

34

Segment information of the Group as of and for the six months ended June 30, 2015:

Retail

Banking

Corporate

Banking

Consumer

Banking

Treasury

& Trust

Executive

&

Elimination

Items

Total

Bankwide

Statement of Income

Net Interest Income

Third Party

1,234

342

3,820

(174)

620

5,842

Intersegment

66

302

-

-

(368)

-

1,300

644

3,820

(174)

252

5,842

Noninterest Income

423

33

1,292

177

155

2,080

Revenue - Net of Interest

Expense

1,723

677

5,112

3

407

7,922

Noninterest Expense

(2,303)

(355)

(3,570)

(154)

(393)

(6,775)

Income Before Income Tax

(580)

322

1,542

(151)

14

1,147

Provision for Income Tax

151

(97)

(358)

47

118

(139)

Net Income for the Period

(429)

225

1,184

(104)

132

1,008

Statement of Financial Position

Total Assets

36,845

59,847

64,605

31,599

11,979

204,875

Total Liabilities

160,796

34,738

2,834

10,678

(34,490)

174,557

Other Segment Information

Depreciation and Amortization

272

11

116

8

34

442

Provision for Credit and

Impairment Losses

16

96

1,682

3

259

2,056

35

Segment information of the Group as of and for the six months ended June 30, 2014 follow (in

millions):

Retail

Banking

Corporate

Banking

Consumer

Banking

Treasury

& Trust

Executive

&

Elimination

Items

Total

Bankwide

Statement of Income

Net Interest Income

Third Party

1,394

333

2,922

52

83

4,784

Intersegment

23

309

-

-

(332)

-

1,417

642

2,922

52

(249)

4,784

Noninterest Income

383

31

1,309

666

(27)

2,362

Revenue - Net of Interest

Expense

1,800

673

4,231

718

(276)

7,146

Noninterest Expense

(2,000)

(363)

(3,034)

(118)

(346)

(5,861)

Income Before Income Tax

(200)

310

1,197

600

(622)

1,285

Provision for Income Tax

-

-

-

-

(238)

(238)

Net Income for the Period

(200)

310

1,197

600

(860)

1,047

Statement of Financial

Position

Total Assets

28,848

52,775

49,394

12,447

12,434

155,898

Total Liabilities

120,727

36,094

2,116

9,540

(33,008)

135,469

Other Segment

Information

Depreciation and

Amortization

281

13

96

8

19

418

Provision for Credit and

Impairment Losses

5

122

1,253

-

126

1,506

Noninterest income consists of service charges, fees and commissions, gain on sale of assets,

gain on asset foreclosure and dacion transactions, trading and securities gain, gain on sale (loss

on derecognition) of investment securities at amortized cost, foreign exchange gain, trust income

and miscellaneous income. Noninterest expense consists of compensation and fringe benefits,

taxes and licenses, depreciation and amortization, rent, amortization of intangible assets,

provision for impairment and credit losses, and miscellaneous expenses.

36

7. Trading and Investment Securities

As of June 30, 2015, the Group’s investment in foreign currency denominated debt securities

totaled P=6.6 billion.

Of the P=6.6 billion debt securities, P=2.3 billion are classified under FVTPL, while the rest are

investment securities at amortized cost.

Trading gains on trading and investment securities during the periods ended June 30, 2015

and 2014 amounted to P= 428.7 million and P=640 million, respectively.

The Bank has no significant derivative instruments which may impact its financial condition

as of June 30, 2015 and December 31, 2014.

8. Goodwill and Other Intangible Assets

Goodwill

The acquisition of EWRB in 2012 resulted in goodwill amounting P=23.48 million, which has

been allocated to EWRB.

The acquisition of GBI in 2011 resulted in goodwill amounting to P=374.00 million. The

goodwill has been allocated to branch operations of GBI.

As discussed in Note 1, on October 31, 2013, GBI transferred certain assets and liabilities to

EWRB. The assets and liabilities transferred include the branches where the goodwill from

the acquisition of GBI had been allocated. The branches coming from GBI were combined

with the branch operations of EWRB after the transfer. Consequently, the goodwill from the

acquisition of EWRB and GBI amounting to P=23.48 million and P=374.00 million,

respectively are now allocated to the branch operations of EWRB, which is now considered

as a single CGU for purposes of impairment testing.

The business combination between the Parent Company and AIG Philam Savings Bank

(AIGPASB) Group in 2009 resulted in goodwill amounting to P=769.04 million, which has

been allocated to the auto and credit cards lending unit acquired from the AIGPASB Group.

The business combination between the Parent Company and Ecology Savings Bank (ESBI)

in 2003 resulted in goodwill amounting to P=172.80 million, which has been allocated to

various branches acquired from ESBI.

As of June 30, 2015 and December 31, 2014, the carrying amount of goodwill, after

impairment recognized in prior years, amounted to P= 1.32 billion.

Customer Relationship and Core Deposits

The business combination between the Parent Company and AIG Philam Savings Bank

(AIGPASB) Group in 2009 resulted in acquisition of customer relationship and core deposits

amounting to P=154.63 million and P=40.43 million, respectively.

37

Branch Licenses

The Monetary Board (MB) of the BSP, in its MB Resolution No. 1727 dated November 17,

2011, granted the Parent Company 75 branch licenses applied for by the latter in restricted

areas. The grant was made in accordance with Phase I of BSP Circular No. 728, issued by

the BSP on September 23, 2011 which implemented the phased lifting of branching

restriction in the eight restricted areas in Metro Manila. Under Phase I of the liberalization,

private domestically incorporated universal and commercial banks were given a time-bound

window until September 30, 2014 to apply for and establish branches in the said restricted

areas.

The licensing and processing fees were capitalized as branch licenses and classified under

Goodwill and Other Intangible Assets in the Group’s statement of financial position.

Capitalized Software

Capitalized software pertains to computer software licenses and programs acquired by the

Group and Parent Company for its banking operations.

9. Equity

Capital Management

The Parent Company actively manages its capital to comply with regulatory requirements,

enable growth targets, withstand plausible stress events and be at par with the Parent

Company’s peers. The primary objective of the Parent Company’s capital management is to

ensure that it maintains adequate capital to cover risks inherent to its banking activities

without prejudice to optimizing shareholders’ value.

Regulatory Qualifying Capital

Under existing BSP regulations, the determination of the Parent Company’s compliance with

regulatory requirements and ratios is based on the amount of the Parent Company’s

‘unimpaired capital’ (regulatory net worth) reported to the BSP, which is determined on the

basis of regulatory policies. In addition, the risk-based Capital Adequacy Ratio (CAR) of a

bank, expressed as a percentage of qualifying capital to risk-weighted assets, should not be

less than 10.00% for both solo basis (head office and branches) and consolidated basis

(Parent Company and subsidiaries engaged in financial allied undertakings). Qualifying

capital and risk-weighted assets are computed based on BSP regulations.

Effective January 1, 2014, the Group complied with BSP issued Circular No. 781, Basel III

Implementing Guidelines on Minimum Capital Requirements, which provides the

implementing guidelines on the revised risk-based capital adequacy framework particularly

on the minimum capital and disclosure requirements for universal banks and commercial

banks, as well as their subsidiary banks and quasi-banks, in accordance with the Basel III

standards. The Circular sets out a minimum Common Equity Tier 1 (CET1) ratio of 6.00%

and Tier 1 capital ratio of 7.50%. It also introduces a capital conservation buffer of 2.50%

comprised of CET1 capital. The BSP’s existing requirement for Total CAR remains

unchanged at 10.00% and these ratios shall be maintained at all times.

38

Capital Stock

Capital stock consist of (amounts in thousands):

June 30 December 31

2015 2014

Common stock - P=10.00 par value

Authorized - 1,500,000,000 shares in 2015 and

2014

Issued and outstanding - 1,499,983,610 in 2015

and 1,128,409,610 shares in 2014

P=14,999,836 P=11,284,096

P=14,999,836 P=11,284,096

With the approvals by the PSE of the Parent Company’s application for listing and by the

SEC for the Registration Statement both on March 14, 2012, a total of 245,316,200 common

shares, with P=10.00 par value per share, representing 21.70% of outstanding capital stock,

were offered and subscribed through an initial public offering at P=18.50 per share on April

20 to 26, 2012. The common shares comprise of (a) 141,056,800 new shares issued by the

Parent Company by way of a primary offer, and (b) 104,259,400 existing shares offered by

FDC, the selling shareholder, pursuant to a secondary offer. Subsequently, on September 5,

2012, 36,715,300 shares under the over-allotment option were exercised at a price of P=18.50

per share that brought the subscriptions to 25.00% of the outstanding capital stock. The

Parent Company’s common shares were listed and commenced trading in the PSE on May 7,

2012. The total proceeds raised by the Parent Company from the sale of primary offer shares

amounted to P=2.61 billion while the net proceeds (after deduction of direct costs related to

equity issuance) amounted to P=2.39 billion.

On January 29, 2015, the BOD approved the common shares rights offering, subsequently,

the BOD approved the application of the bank to list up to 371,574,000 common shares with

par value of P10 per share to cover its stock rights offering. Details of the offer were as

follows:

Entitlement Ratio 32.929 right shares for every

100 shares

Offer price P21.53

Number of shares to be

offered

371,574,000

Ex-rights date April 16, 2015

Record date April 21, 2015

Start of offer period April 24, 2015

End of offer period April 30, 2015

The offer price was computed based on the volume-weighted average price of the Bank’s

common shares traded in the Philippine Stock Exchange for each of the 15 consecutive

trading days immediately prior to (and excluding) the pricing date, subject to a discount rate

of 12.8%.

39

On May 8, 2015, a total of 371,574,000 common shares were listed at the PSE with P10.00

par value per share. The total proceeds raised by the Parent Company from the sale of the

said shares amounted to P=8.0 billion while the net proceeds (after deduction of direct costs

related to equity issuance) amounted to P=7.9 billion.

The net proceeds were used to invest in securities allowed under BSP regulation and to fuel

growth in loans.

10. Related Party Transactions

Parties are considered to be related if one party has the ability, directly or indirectly, to

control the other party or exercise significant influence over the other party in making

financial and operating decisions. The Group’s related parties include:

key management personnel, close family members of key management personnel, and

entities which are controlled, significantly influenced by or for which significant voting

power is held by key management personnel or their close family members,

subsidiaries, joint ventures and associates and their respective subsidiaries, and

post-employment benefit plans for the benefit of the Group’s employees.

The Group has several business relationships with related parties. Transactions with such

parties are made in the ordinary course of business and on substantially same terms,

including interest and collateral, as those prevailing at the time for comparable transactions

with other parties. These transactions also did not involve more than the normal risk of

collectability or present other unfavorable conditions.

The amounts and the balances arising from the foregoing significant related party

transactions of the Group are as follows:

2015

Category

Amount/

Volume

Outstanding

Balance Terms and Conditions/Nature

Significant investors: Loans receivable P=− P=5,621,850 Loans granted with a term of seven years, interest of

4.50%, secured, no impairment

Deposit liabilities − 4,127,626 Deposit liabilities with interest ranging from 0.50% to 2.58%

Accrued interest receivable − 60,224 Interest income accrued on outstanding loans

receivable Accrued expenses − 17,311 Payable for management and professional fees paid by

FDC (reimbursement for expenses)

Guarantees and commitments − 3,164,159 Unused credit lines Interest income 114,124 − Interest income on loans receivable

Interest expense 3,545 − Interest expense on deposit liabilities

Key management personnel:

Loans receivable − 13,935 Loans granted with terms ranging from three to twenty years, interest ranging from 5.59% to 10.42%,

secured at 98%

Deposit liabilities − 253,703 Deposit liabilities with interest ranging from 0.875% to 5.88%

Accrued interest receivable − 14 Interest income accrued on outstanding loans

receivable Interest income 536 − Interest income on loans receivable

Interest expense 836 − Interest expense on deposit liabilities

40

2015

Category

Amount/

Volume

Outstanding

Balance Terms and Conditions/Nature

Other related parties:

Loans receivable − P=4,239,087 Loans granted with terms ranging from two months to

thirteen and a half years, interest ranging from 3.75% to 6.40%, 76% secured by real estate and

chattel mortgage, no impairment

Deposit liabilities − 12,020,537 Deposit liabilities with interest ranging from 0.50% to 5.88%

Accrued interest receivable − 6,925 Interest income accrued on outstanding loans

receivable Guarantees and commitments − 5,228,484 Unused credit lines

Accounts receivable − 411,597 Receivable from FAI on the sale of land by the Parent

Company, payable in 5 years, interest of 6.00% Interest income 76,647 − Interest income on loans receivable


Service fee expense 320 − Service fees paid to FLI for account servicing equivalent to 1.12% of loan amounts collected by

FLI on behalf of the Parent Company

Rent expense 21,589 − Rent expenses paid for lease transactions with other related parties such as Filinvest Asia Corporation,

FAI and FLI

The amounts and the balances arising from the foregoing significant related party transactions of the

Group and of the Parent Company are as follows:

2014

Category Amount/ Volume

Outstanding Balance Terms and Conditions/Nature

Significant investors:

Loans receivable P=− P=5,621,850 Loans granted with a term of seven years, interest of

4.50%, secured, no impairment Deposit liabilities − 2,864,568 Deposit liabilities with interest ranging from 0.50% to

1.00%

Accrued interest receivable − 60,224 Interest income accrued on outstanding loans receivable

Accrued expenses − 13,297 Payable for management and professional fees paid by

FDC (reimbursement for expenses) Guarantees and commitments − 3,500,000 Unused credit lines

Interest income 228,219 − Interest income on loans receivable


Key management personnel: Loans receivable − 37,777 Loans granted with terms ranging from three to twenty

years, interest ranging from 5.59% to 10.42%,

secured at 98% Deposit liabilities − 259,726 Deposit liabilities with interest ranging from 0.50% to

5.88%

Accrued interest receivable − 90 Interest income accrued on outstanding loans receivable

Interest income 3,440 − Interest income on loans receivable Interest expense 846 − Interest expense on deposit liabilities

Other related parties:

Loans receivable − 2,310,222 Loans granted with terms ranging from two months to

thirteen and a half years, interest ranging from 3.75% to 6.40%, 76% secured by real estate and

chattel mortgage, no impairment

Receivables purchased − 857,158 Receivables purchased by the Parent Company from FLI

Financial assets at FVTPL − 99,680 FLI- issued debt securities held for trading by the

Parent Company, with interest rates ranging from 5.40% to 5.64%, unimpaired

Deposit liabilities − 15,815,423 Deposit liabilities with interest ranging from 0.50% to

5.88% Accrued interest receivable − 17,048 Interest income accrued on outstanding loans

receivable

Guarantees and commitments − 5,267,068 Unused credit lines Accounts receivable − 411,597 Receivable from FAI on the sale of land by the Parent

Company, payable in 5 years, interest of 6.00%

Gain on sale of land 264,132 − Gain recognized on the sale of the Parent Company’s land to FAI

Interest income 21,406 − Interest income on loans receivable

41

2014

Category

Amount/

Volume

Outstanding

Balance Terms and Conditions/Nature Interest expense 220,370 − Interest expense on deposit liabilities

Service fee expense 5,434 − Service fees paid to FLI for account servicing

equivalent to 1.12% of loan amounts collected by FLI on behalf of the Parent Company

Rent expense 37,407 − Rent expenses paid for lease transactions with other

related parties such as Filinvest Asia Corporation, FAI and FLI

The Group’s significant investors pertain to FDC, the immediate Parent Company of the Group, and

FDC Forex Corporation (a company under common control of FDC).

Key management personnel are those persons having authority and responsibility for planning,

directing and controlling the activities of the Group, directly or indirectly. The Group considers the

members of the Management Committee to constitute key management personnel for purposes of

PAS 24. The Group provides banking services to its key management personnel.

Other related parties pertain to the Group’s affiliates (subsidiaries of FDC).

The Group and the Parent Company had no outright purchases and outright sale of debt securities

with significant shareholders and key management personnel in 2015 and 2014. In 2014, the Parent

Company purchased peso-denominated debt securities issued by Filinvest Land, Inc., an affiliate,

with market value amounting to P=99.68 million as of December 31, 2014. These securities were

already sold by the Parent Company as of June 30, 2015.

No provision and allowance for loan losses was recognized by the Group for loans to significant

investors, key management personnel and other related parties in 2015 and 2014.

The Parent Company’s subsidiaries have no transactions with related parties outside of the

Group. The transactions disclosed above are the same for the Group and the Parent Company.

Parent Company Related Party Transactions

Transactions between the Parent Company and its subsidiary (EWRB) meet the definition of related

party transactions. Details of the Parent Company’s subsidiary are disclosed in Note 1.

In addition to the transactions discussed above, the following are the transactions between the Parent

Company and its subsidiary that are recognized in the Parent Company’s statements of financial

position and statements of income and eliminated in the consolidated financial statements:

2015

Category

Amount/

Volume

Outstanding

Balance Terms and Conditions/ Nature

Subsidiaries: Loans receivable P=600,000 P=− Loans granted with a term of one month or 30 days,

interest rate of 4.00%, unsecured, no impairment

Receivables purchased 5,463,417 5,777,281 Receivables purchased by the Parent Company from EWRB

Accrued interest receivable − 8,609 Interest on receivables purchased from EWRB and

loans granted to EWRB at 4.00% per annum Accounts receivable − 95,958 Amount collected by EWRB from borrowers on behalf

of the Parent Company that remained unremitted by

EWRB Deposit liabilities − 199,396 Deposit liabilities with interest rates of 0.05% to 5.87%

Accounts payable − 51,125 Cash reloading transactions between EWRB and the Parent Company

Interest income 3,722 − Interest income on outstanding loans receivable

Interest expense 167 − Interest expense on deposit liabilities Service fee expense 13,563 − Service fees paid to EWRB for account servicing

equivalent to 0.37% of loan amounts collected by

EWRB in behalf of the Parent Company for the receivables purchased

42

2014

Category Amount/ Volume

Outstanding Balance Terms and Conditions/ Nature

Subsidiaries:

Loans receivable P=300,000 P=300,000 Loans granted with a term of one month or 30 days,

interest rate of 4.00%, unsecured, no impairment Receivables purchased 5,740,168 3,890,662 Receivables purchased by the Parent Company from

EWRB

Accrued interest receivable − 7,887 Interest on receivables purchased from EWRB and loans granted to EWRB at 4.00% per annum

Accounts receivable − 564,845 Amount collected by EWRB from borrowers on behalf

of the Parent Company that remained unremitted by EWRB

Deposit liabilities − 166,573 Deposit liabilities with interest rates of 0.05% to 5.87%

Accounts payable − 72,206 Cash reloading transactions between EWRB and the Parent Company

Interest income 2,537 − Interest income on outstanding loans receivable

Interest expense 579 − Interest expense on deposit liabilities Service fee expense 16,482 − Service fees paid to EWRB for account servicing

equivalent to 0.37% of loan amounts collected by

EWRB in behalf of the Parent Company for the receivables purchased

11. Commitments and Contingent Liabilities

In the normal course of the Group’s operations, there are various outstanding commitments

and contingent liabilities which are not reflected in the accompanying financial statements.

The Group does not anticipate material unreserved losses as a result of these transactions.

The Group has several loan related suits and claims that remain unsettled. It is not

practicable to estimate the potential financial impact of these contingencies. However, in the

opinion of management, the suits and claims, if decided adversely, will not involve sums

having a material effect on the Group’s financial statements.

12. Financial Performance

Earnings per share amounts were computed as follows:

June 2015 June 2014

a. Net income attributable to equity holders

of the Parent Company P=1,007,737 P=1,046,582

P=

b. Dividends declared on preferred shares – _

–

c. Net income attributable to common

shareholders of the Parent Company 1,007,737 1,046,582

d. Weighted average number of outstanding

common shares 1,252,268 1,128,410

,410

e. Weighted average number of convertible

preferred shares

– _

f. Basic EPS (c/d) P=0.80 P=0.93 P=

g. Diluted EPS [c/(d+e)] P=0.80 P=0.93 P=

43

ATTACHMENT 2

PAST DUE LOANS AND OTHER RECEIVABLES

JUNE 30, 2015

(Amounts in thousands of Philippine Peso)

Particulars Total 1-90 days 91-180 days

181-360

days >360 days

Past Due Loans &

other receivables P=14,533,549 P=8,261,772 P=2,091,338 P=1,974,315 P=2,206,124

Allowance for credit

losses (4,512,620)

Total P=10,020,929

44

ATTACHMENT 3

CONSOLIDATED FINANCIAL RATIOS

(As Required by SRC Rule 68.1)

June 30, 2015

June 30, 2015 June 30 2014

Current ratio (1) 85.9% 81.7%

Solvency ratio (2) 1.2 1.2

Debt-to-equity (3) 5.8 6.8

Asset-to-equity (4) 6.8 7.8

Interest rate coverage ratio (5) 205.1% 285.2%

Return on Equity (6) 8.0% 10.6%

Return on Assets (7) 1.0% 1.4%

Net Interest Margin (8) 8.1% 8.1%

Cost- to- Income Ratio (9) 59.6% 60.9%

Notes:

(1) Current assets divided by current liabilities

(2) Total assets divided by total liabilities

(3) Total liabilities divided by total equity

(4)Total assets divided by total equity

(5)Income before interest and taxes divided by interest expense

(6)Net income divided by average total equity for the periods indicated.

(7) Net income divided by average total assets for the periods indicated.

(8) Net interest income divided by average interest-earning assets (incl. interbank loans, trading and investment securities and loans).

(9) Other expenses (excl. provision for impairment and credit losses) divided by net interest and other income for the periods indicated.

45

ATTACHMENT 4

USE OF PROCEEDS FROM STOCK RIGHTS OFFERING (“SRO”)

June 30, 2015

The Bank received actual gross proceeds amounting to P=8.0 billion from offering of 371,574,000

shares on May 8, 2015, and incurred P=53.9 million SRO-related expenses, resulting to actual net

proceeds of P=7.9 billion.

The application of the actual net proceeds are broken down as follows:

1. Breakdown of Proceeds (in millions)

Gross Proceeds P=8,000.0

Disbursements related to SRO (53.9)

Net Proceeds P=7,946.1

2. Application of the Proceeds from SRO (in millions)

Net Proceeds P=7,946.1

Application of Proceeds

Investments in securities allowed under BSP

regulation1

1,959.8

Growth in loans2 5,986.3

Total P=7,946.1 1Represents excess liquidity as of June 30, 2015. The Bank was able to maintain high level of excess liquidity attributable

to proceeds from SRO 2Gross customer loans grew from P=118.9 billion as of April 30, 2015 to P=124.9 billion as of June 30, 2015

COVER SHEET - EastWest Bank

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