EWBC FORM 11K
 
 


UNITED STATES 
SECURITIES AND EXCHANGE COMMISSION 
Washington, D.C. 20549 
 

FORM 11-K  

Mark One 
x
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the fiscal year ended December 31, 2006
 
or
o
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the transition period from ______ to ______ .
 
 
 Commission file number 000-24939
 
  A. Full title of the plan and address of the plan, if different from that of the issuer named below:
 
EAST WEST BANK
EMPLOYEES 401(k) SAVINGS PLAN 
 
Financial Statements 
December 31, 2006 and 2005
 
 
B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
 
 
EAST WEST BANCORP, INC. 
135 North Los Robles Ave., 7th Floor
Pasadena, California 91101




EAST WEST BANK
EMPLOYEES 401(k) SAVINGS PLAN
 
TABLE OF CONTENTS
 
Page
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
1
   
FINANCIAL STATEMENTS:
 
   
Statements of Net Assets Available for Benefits as of December 31, 2006 and 2005
2
   
Statements of Changes in Net Assets Available for Benefit for the Years Ended December 31, 2006 and 2005
3
   
Notes to Financial Statements as of and for the Years Ended December 31, 2006 and 2005
4–7
   
SUPPLEMENTAL SCHEDULE—
 
Form 5500, Schedule H, Part IV, Line 4i—Schedule of Assets (Held at End of Year) as of December 31, 2006
8
 
 
Signature
 9
 
 
Exhibit Index
 10
 
 
All other schedules required by Section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable.
 
 
 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Participants and Administrative Committee of
East West Bank Employees 401(k) Savings Plan
Pasadena, California

We have audited the accompanying statements of net assets available for benefits of East West Bank Employees 401(k) Savings Plan (the “Plan”) as of December 31, 2006 and 2005, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 2006 and 2005, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America.

As discussed in Note 2 to the financial statements, the Plan adopted Financial Accounting Standards Board Staff Position AAG INV-1 and SOP 94-4-1, Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare and Pension Plans, for the years ended December 31, 2006 and 2005.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets (held at end of year) as of December 31, 2006, is presented for the purpose of additional analysis and is not a required part of the basic financial statements, but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This schedule is the responsibility of the Plan's management. Such schedule has been subjected to the auditing procedures applied in our audit of the basic 2006 financial statements and, in our opinion, is fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole.
 
/s/ DELOITTE & TOUCHE LLP
 
Los Angeles, California
June 28, 2007


 

EAST WEST BANK
EMPLOYEES 401(k) SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 2006 AND 2005

   
2006
 
2005
 
ASSETS:
         
Participant-directed investments - at fair value (Notes 1, 2, and 3)
 
$
48,214,853
 
$
37,382,495
 
Loans to participants
   
362,250
   
432,400
 
Total investments
   
48,577,103
   
37,814,895
 
Receivables:
             
Participant contributions
   
164,380
   
135,454
 
Employer contribution
   
101,468
   
84,433
 
Total receivables
   
265,848
   
219,887
 
NET ASSETS AVAILABLE FOR BENEFITS AT FAIR VALUE
 
 
48,842,951
 
 
38,034,782
 
Adjustment from fair value to contract value for fully benefit-responsive investment contracts
   
73,988
   
43,154
 
NET ASSETS AVAILABLE FOR BENEFITS
 
$
48,916,939
 
$
38,077,936
 
 
 
             
See notes to the financial statements.
             

 
2

 

EAST WEST BANK
EMPLOYEES 401(k) SAVINGS PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
         
FOR THE YEARS ENDED DECEMBER 31, 2006 AND 2005
         
           
           
   
2006
 
2005
 
           
INVESTMENT INCOME (LOSS):
         
Net appreciation (depreciation) in fair value of investments (Note 3)
 
$
1,220,521
 
$
(1,733,720
)
Loan interest
   
26,061
   
16,179
 
Dividend and interest income
   
345,962
   
277,452
 
Net investment income (loss)
   
1,592,544
   
(1,440,089
)
               
CONTRIBUTIONS:
             
Participant
   
4,632,555
   
3,993,731
 
Employer
   
2,719,561
   
1,988,946
 
Total contributions
   
7,352,116
   
5,982,677
 
Total additions
   
8,944,660
   
4,542,588
 
               
DEDUCTIONS — Benefits paid
   
2,499,677
   
1,947,041
 
               
TRANSFER FROM UNITED NATIONAL BANK 401(k) PLAN (Note 1)
   
4,394,020
     
               
TRANSFER FROM TRUST BANK 401(k) PLAN (Note 1)
    -    
487,573
 
               
NET INCREASE
   
10,839,003
   
3,083,120
 
               
NET ASSETS AVAILABLE FOR BENEFITS:
             
Beginning of year
   
38,077,936
   
34,994,816
 
End of year
 
$
48,916,939
 
$
38,077,936
 
               
 
 
             
See notes to the financial statements.
             
 
 
3

 
 
EAST WEST BANK
EMPLOYEES 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2006 AND 2005
 
1.
DESCRIPTION OF THE PLAN
 
The following description of the East West Bank Employees 401(k) Savings Plan (the “Plan”) provides only general information. Participants should refer to the plan document for more complete information.
 
General—The Plan is a defined contribution plan designed to provide retirement benefits financed by participants’ tax deferred contributions and company contributions on behalf of the participating employees. The Plan is administered by an administrative committee appointed by the Board of Directors of East West Bank, the Plan’s sponsor (the “Bank” or the “Plan Sponsor”). Prudential Trust Company (the “Trustee”) serves as the trustee for the Plan. The Plan became effective January 1, 1986. The Plan is subject to the requirements of the Employee Retirement Income Security Act of 1974 (ERISA). On August 6, 2004, the Bank acquired Trust Bank; on June 1, 2005, the assets of the Trust Bank 401(k) Plan were transferred to the Plan. On September 6, 2005, the Bank acquired United National Bank; on March 31, 2006, the assets of the United National Bank 401(k) Plan were transferred to the Plan.
 
Eligibility—Under the terms of the Plan, employees of the Bank become eligible to participate in the Plan as of the first day of the first calendar month beginning after the date the employee attains the age of 21 years and completes three months of service with the Bank.
 
Contributions—Eligible employees may elect to defer up to 15% of their compensation before taxes (limited to $15,000 and $14,000 in 2006 and 2005, respectively). The Bank matches 100% of the first 6% of a participant’s deferred compensation. Participants direct the investment of their contributions and match into various investment options offered by the Plan. Plan participants age 50 or older were allowed to contribute an additional $5,000 and $4,000 into their plan in 2006 and 2005, respectively.
 
Investments—Participants direct the investments of their contributions into various investment options offered by the Plan. Prior to January 1, 2007, contributions from the Plan Sponsor were automatically invested in East West Bancorp, Inc. stock. As of January 1, 2007, future contributions from the Plan Sponsor will be in the form of cash and allocated to participants current investment elections.
 
Vesting, Benefits, and Benefits Payable—Participants are fully vested in the portion of their accounts which resulted from their contributions and earnings on their voluntary contributions. Participants become vested in the contributions received from the Plan Sponsor at the rate of 20% per year for each full year of service after the first year so that the participants become 100% vested after five years of credited service.
 
Benefits are recorded when paid. If the vested account balance is less than $1,000, benefit payments are determined and disbursed by the Trustee upon notification of the participant’s death, disability, retirement, or termination of employment. If the vested balance is $1,000 or more, benefit payments are determined and disbursed by the Trustee upon receipt of a request from the participant or the participant’s estate. As of December 31, 2006 and 2005, $10,886 and $10,471, respectively, was due to terminated participants. Prior to March 28, 2005, benefit payments were disbursed by the Trustee without the receipt of a request from the participant if the vested account balance was less than $5,000.
 
4

Forfeited Accounts—At December 31, 2006 and 2005, forfeited nonvested accounts totaled $137,390 and $4,349, respectively. These accounts will be used to reduce future employer contributions. During the years ended December 31, 2006 and 2005, employer contributions were reduced by $0 and $133,033, respectively, from forfeited nonvested accounts.
 
Participant Accounts—Each participant’s account is credited with the participant’s contribution, the Bank’s contribution, the Plan’s earnings or losses, and if applicable, rollovers from plans of prior employers. Allocations of earnings or losses are based on account balances as defined in the plan document. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s account.
 
Loans to Participants—Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balance. Loan transactions are treated as transfers to (from) the investment fund from (to) the participant notes fund. Loan terms range from 1 to 5 years or up to 20 years for the purchase of a primary residence. The loans are secured by the vested balances in the participants’ accounts and bear interest at rates commensurate with local prevailing rates as determined quarterly by the plan administrator. At December 31, 2006 and 2005, interest rates on outstanding loans to participants ranged from 5.00% to 9.25% and mature through 2026. Principal and interest are paid ratably through bimonthly payroll deductions.
 
2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
Basis of Accounting—The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America.
 
Valuation of Investments—The Plan’s investments are stated at their fair value measured by quoted market prices or the quoted market prices of the underlying investments.
 
Fully Benefit-Responsive Investment Contracts—In December 2005, the Financial Accounting Standards Board issued Staff Position AAG INV-1 and SOP 94-4-1, Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare and Pension Plans ("the FSP"). The FSP defines the circumstances in which an investment contract is considered fully benefit responsive and provides certain reporting and disclosure requirements for fully benefit-responsive investment contracts in defined-contribution health and welfare and pension plans. The financial statement presentation and disclosure provisions of the FSP are effective for financial statements issued for annual periods ending after December 15, 2006, and are required to be applied retroactively to all prior periods presented for comparative purposes. The Plan has adopted the provisions of the FSP at December 31, 2006.
 
As described in the FSP, fully benefit-responsive investment contracts held by a defined-contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined-contribution plan attributable to fully benefit-responsive investment contracts because the contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. The Plan invests in investment contracts through participation in the Wells Fargo Stable Value Fund ("Stable Value Fund"), a common collective trust. As required by the FSP, investments in the accompanying statements of net assets available for benefits presents the fair value of the Stable Value Fund, as well as the adjustment of the Stable Value Fund related to fully benefit-responsive investment contracts from fair value to contract value. The requirements of the FSP have been applied retroactively to the statement of net assets available for benefits as of December 31, 2005, presented for comparative purposes.
 
5

Use of Estimates—The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
 
Risk Management—The Plan utilizes various investment instruments. Investment securities, in general, are exposed to various risks, such as interest rate, credit, and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the statements of net assets available for benefits.
 
Administrative Expenses—Administration expenses of the Plan are paid by the Plan Sponsor, as provided in the plan document.
 
Investment Income—The Plan presents in the statements of changes in net assets available for benefits the net appreciation or depreciation in the fair value of investments, which consists of realized gains or losses and unrealized appreciation or depreciation on those investments. Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date.
 
3.
INVESTMENTS
 
The following presents the Plan’s investments, as of December 31, 2006 and 2005, that represented 5% or more of the Plan’s net assets available for benefits:
 
2006
     
       
East West Bancorp, Inc. Common Stock
 
$
19,814,606
 
Stable Value Fund
   
5,219,921
 
Fidelity Advisor Equity Growth Fund
   
4,012,872
 
Franklin Flex Cap Growth Fund
   
3,846,221
 
Dryden Stock Index Fund Z
   
3,447,033
 
Dryden International Equity Fund A
   
3,115,764
 

 
2005
     
       
East West Bancorp, Inc. Common Stock
 
$
18,606,917
 
Fidelity Advisor Equity Growth Fund
   
3,154,911
 
Stable Value Fund
   
3,082,408
 
Franklin Flex Cap Growth Fund
   
3,065,440
 
Dryden Stock Index Fund Z
   
2,233,599
 
MFS Research Fund
   
2,071,607
 
 
6

 
The Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated (depreciated) in value for the years ended December 31, 2006 and 2005, as follows:

   
2006
 
2005
 
           
Common collective trust
 
$
179,641
 
$
74,128
 
Mutual funds
   
1,685,623
   
721,871
 
Common stock
   
(644,743
)
 
(2,529,719
)
               
Total
 
$
1,220,521
 
$
(1,733,720
)
 
 
4.
RELATED-PARTY TRANSACTIONS
 
Certain Plan investments are shares of mutual funds managed by the Trustee. Therefore, these transactions qualify as party-in-interest transactions. Fees paid by the Bank for administrative expenses amounted to $36,394 and $29,656 for the years ended December 31, 2006 and 2005, respectively. At December 31, 2006 and 2005, the Plan held 559,419 and 509,918 shares, respectively, of common stock of East West Bancorp, Inc., the parent company of the Plan Sponsor.
 
5.
PLAN TERMINATION
 
Although it has not expressed any intent to do so, the Bank has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of the Plan’s termination, all participant accounts will become 100% vested and will be distributable to participants in accordance with the Plan.
 
6.        FEDERAL INCOME TAX STATUS
 
The Internal Revenue Service has determined and informed the Bank by a letter dated September 12, 2003, that the Plan and the related trust were designed in accordance with applicable sections of the Internal Revenue Code (IRC). The Plan has been amended since receiving the determination letter; however, the Plan Sponsor believes that the Plan is currently designed and operated in compliance with the applicable requirements of the IRC and the Plan and related Trust continue to be tax-exempt. Therefore, no provision for income taxes has been included in the Plan’s financial statements.

 
******
7

 
EAST WEST BANK
EMPLOYEES 401(k) SAVINGS PLAN
 
FORM 5500, SCHEDULE H, PART IV, LINE 4i—SCHEDULE OF ASSETS (HELD AT END OF YEAR)
AS OF DECEMBER 31, 2006
   
 
       
             
             
 (a)
 
(b)
 
(c)
 
 (e)
   
Identity of Issuer, Borrower, Lessor,
 
Description of Investment, Including Maturity Date,
   
 
 
or Similar Party
 
Rate of Interest, Collateral, Par, or Maturity Value
 
Current Value
             
   
Franklin Flex Cap Growth Fund
 
90,627 shares, Mutual fund
 
$ 3,846,221
             
*
 
Dryden Stock Index Fund Z
 
109,499 shares, Mutual fund
 
3,447,033
             
   
MFS Total Return Fund
 
133,180 shares, Mutual fund
 
2,154,852
             
   
Fidelity Advisor Equity Growth Fund
 
78,484 shares, Mutual fund
 
4,012,872
             
   
Franklin Convertible Securities Fund
 
108,538 shares, Mutual fund
 
1,770,255
             
   
MFS Research Fund
 
100,035 shares, Mutual fund
 
2,385,838
             
   
Wells Fargo Stable Value Fund
 
136,831 shares, Common collective trust
 
5,219,921
             
*
 
Dryden International Equity Fund A
 
350,480 shares, Mutual fund
 
3,115,764
             
   
PIMCO Total Return Fund
 
119,101 shares, Mutual fund
 
1,236,266
             
   
American Funds Washington Mutual Fund
 
37,038 shares, Mutual fund
 
1,285,213
             
*
 
East West Bancorp, Inc.
 
559,419 shares, Common stock
 
19,814,606
             
*
 
Loans to participants
 
Participant loans (maturing 2007 to 2026 at interest
 
362,250
       
rates of 5.00%–9.25%)
 
 
             
           
$ 48,651,091
             
             
             
*
 
Party-in-interest
       
             
 
8

 
SIGNATURE
 
 
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date: June 28, 2007
   
 
EAST WEST BANK
 
 
EMPLOYEES 401(k) SAVINGS PLAN
 
 
 
By
 
/s/ Julia S. Gouw
   
 
JULIA S. GOUW
   
 
Executive Vice President, Chief Financial Officer and Plan Administrator
     

 
9

 

 
EXHIBIT INDEX
 
 
Exhibit
Number
 
 
Description
     
23.1
 
Consent of Deloitte & Touche LLP, independent registered public accounting firm (filed herewith).

 
10