United Panam Financial Corp. (UPFC) (Pink Sheets:UPFC) today announced
results for its first quarter ended March 31, 2010 and completion of the
sale of certain residual securitization interests and rights to
repurchase previously-sold automobile installment sales contracts, as
well as the transfer of servicing obligations related thereto.
Results for the Period Ended March 31,
2010
For the quarter ended March 31, 2010 UPFC reported a net loss of $1.3
million, compared to a net loss of $4.0 million for the same period a
year ago. Interest income decreased to $22.5 million for the quarter
ended March 31, 2010 from $40.8 million for the same period a year ago.
UPFC reported a net loss of $0.08 per diluted share for the quarter
ended March 31, 2010 compared to net loss of $0.25 per diluted share for
the same period a year ago.
The reported net loss for the quarter ended March 31, 2010 includes a
charge of $1.94 million ($1.18 million after-tax) or $0.13 ($0.08
after-tax) per diluted share for restructuring charges and other
non-recurring charges associated with the closure of six branches during
the quarter and a one-time charge for a legal settlement.
UPFC purchased approximately $13.6 million of automobile contracts
during the first quarter of 2010.
The change in earnings for the quarter ended March 31, 2010 compared to
the same period a year ago primarily reflects the following:
-
Provision for loan losses decreased to $6.7 million from $14.3 million
due primarily to a decrease in average balance of loans outstanding.
The annualized charge-off rate increased to 12.3% for the quarter
ended March 31, 2010 from 11.7% for the same period last year.
-
Interest income decreased 45% to $22.5 million from $40.8 million due
primarily to a decrease in average loans outstanding as a result of
UPFC’s strategy of downsizing its operations.
-
Interest expense decreased 44% to $6.3 million from $11.3 million
primarily due to lower average debt outstanding, partially offset by
higher market interest rates on the term financing with Santander
Consumer USA Inc. Net Interest margin as a percentage of interest
income decrease to 71.6% for the quarter ended March 31, 2010 from
72.3% for the same period last year.
During the quarter ended March 31, 2010, UPFC closed an additional six
branches, leaving 11 remaining branches in operation as of March 31,
2010. Please see further developments below.
Completion of Asset Sale and Servicing
Transfer
On May 10, 2010, UPFC, by and through its wholly-owned subsidiary United
Auto Credit Corporation ("UACC”), entered into a transaction with
Santander Consumer USA Inc. ("Santander”) pursuant to which UACC
transferred and sold to Santander the servicing rights and residual
interests in its outstanding securitization transactions. In addition,
Santander paid UACC for UACC to surrender its option to repurchase
certain loans previously sold to Santander pursuant to the May 2009
transaction. UACC is also transferring the servicing of those loans to
Santander.
Cash proceeds received by UPFC in connection with the consummation of
these transactions totaled $58.6 million. These transactions and related
forthcoming restructuring charges are not expected to generate a
material gain or loss to the Company’s Shareholders’ Equity. As a result
of these transactions, UPFC will not have any remaining debt related to
the financing of its automobile installment sales contracts. The Company
plans to use the proceeds for general corporate purposes.
As part of these transactions and related restructurings, UACC ceased
servicing activities in 10 of the 11 branches that remained open as of
March 31, 2010. UACC plans to consolidate the servicing of all
automobile installment sales contracts in its Hurst, Texas branch office
and to continue purchasing automobile installment sales contracts
through its regional underwriting offices and field marketing staff.
Management anticipates that UPFC’s operating results will be negatively
impacted in the near-term by the small aggregate size of its remaining
portfolio of automobile installment sales contracts in light of high
remaining infrastructure expenses.
The unaudited pro forma balance sheet provided below gives effect to the
transaction described above as if it was consummated on March 31, 2010
and is based, in part, upon a number of management estimates and
assumptions regarding, among others things, transaction expenses and
post-closing restructuring costs; actual amounts may differ
significantly from management’s estimates, and such differences might
have resulted in a substantially different balance sheet than the pro
forma balance sheet presented below.
Pursuant to a previously-disclosed share repurchase program enacted in
June 2006, UPFC is authorized to repurchase up to an additional
1,004,100 shares of its common stock.
United PanAm Financial Corp.
UPFC is a specialty finance company engaged in automobile finance, which
includes the purchasing and servicing of automobile installment sales
contracts by independent and franchised dealers of used automobiles.
UPFC conducts its automobile finance business through its wholly-owned
subsidiary, United Auto Credit Corporation.
Forward Looking Statements
Any statements set forth above as well as some oral statements by our
officials to securities analysts and shareholders during presentations
about us are "forward-looking statements.” Statements which are
predictive in nature, which depend upon or refer to future events or
conditions, or which include words such as "expects,” "anticipates,”
"intends,” "plans,” "believes,” "estimates,” "hopes,” "assumes,” "may,”
"project,” "will” and similar expressions constitute forward-looking
statements. In addition, any statements concerning future financial
performance (including future revenues, earnings or growth rates),
ongoing business strategies or prospects, and possible future actions,
which may be provided by management, are also forward-looking
statements. Forward-looking statements are based upon expectations and
projections about future events and are subject to assumptions, risks
and uncertainties about, among other things, our company and economic
and market factors. Actual events and results may differ materially from
those expressed or forecasted in the forward-looking statements due to a
number of factors. The principal factors that could cause our actual
performance and future events and actions to differ materially from such
forward-looking statements include, but are not limited to, our
dependence on securitizations, our need for substantial liquidity to run
our business, loans we made to credit-impaired borrowers, reliance on
operational systems and controls and key employees, competitive pressure
we face, changes in the interest rate environment, general economic
conditions, the effects of accounting changes, inability to manage
consolidating operations, and other factors or conditions. Our past
performance and past or present economic conditions are not indicative
of our future performance or of future economic conditions. Undue
reliance should not be placed on forward-looking statements. In
addition, we undertake no obligation to update or revise forward-looking
statements to reflect changed assumptions, the occurrence of anticipated
or unanticipated events or changes to projections over time unless
required by federal securities law.
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United PanAm Financial Corp. and Subsidiaries
Consolidated Statements of Financial Condition
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Pro Forma
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March 31,
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March 31,
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December 31,
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2010
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2010
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2009
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(Dollars in thousands)
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Assets
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Cash
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$
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89,488
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$
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1,770
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$
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40,989
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Short term investments
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-
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30,279
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-
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Cash and cash equivalents
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89,488
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32,049
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40,989
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Restricted cash
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-
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36,225
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34,822
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Loans
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29,883
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338,383
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395,775
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Allowance for loan losses
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(3,393
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(41,797
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(46,888
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Loans, net
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26,490
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296,586
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348,887
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Premises and equipment, net
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2,547
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2,947
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3,056
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Interest receivable
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375
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3,676
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4,462
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Other assets
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41,995
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40,545
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40,318
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Total assets
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$
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160,895
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$
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412,028
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$
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472,534
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Liabilities and Shareholders’ Equity
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Securitization notes payable
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$
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-
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$
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161,772
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$
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198,577
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Term facility - Santander Consumer USA Inc.
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-
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98,841
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121,057
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Junior subordinated debentures
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10,310
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10,310
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10,310
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Accrued expenses and other liabilities
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15,473
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6,848
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7,329
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Total liabilities
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25,783
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277,771
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337,274
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Preferred stock (no par value):
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Authorized, 2,000,000 shares; no shares issued and outstanding
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-
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-
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-
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Common stock (no par value):
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Authorized, 30,000,000 shares; 15,484,680 shares issued and
outstanding at March 31, 2010 and December 31, 2009
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50,326
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50,326
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50,016
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Retained earnings
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84,785
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83,930
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85,244
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Total shareholders’ equity
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135,111
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134,257
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135,260
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Total liabilities and shareholders’ equity
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$
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160,895
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$
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412,028
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$
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472,534
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United PanAm Financial Corp. and Subsidiaries
Consolidated Statements of Operations
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(In thousands, except per share data)
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Three Months Ended
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March 31,
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2010
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2009
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Interest Income
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Loans
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$
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22,488
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$
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40,689
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Short term investments and restricted cash
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7
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128
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Total interest income
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22,495
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40,817
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Interest Expense
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Securitization notes payable
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2,968
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5,945
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Term facility and warehouse line of credit - Deutsche Bank
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-
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5,267
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Term facility - Santander Consumer USA Inc.
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3,335
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-
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Other interest expense
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83
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105
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Total interest expense
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6,386
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11,317
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Net interest income
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16,109
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29,500
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Provision for loan losses
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6,655
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14,255
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Net interest income after provision for loan losses
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9,453
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15,245
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Non-interest Income
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1,630
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625
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Non-interest Expense
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Compensation and benefits
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7,555
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10,062
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Occupancy
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911
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1,469
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Other non-interest expense
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2,832
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4,136
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Restructuring charges
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1,298
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6,488
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Other non-recurring charges
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643
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-
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Total non-interest expense
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13,238
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22,155
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Loss before income taxes
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(2,155
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(6,285
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Income tax benefit
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(841
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(2,326
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Net Loss
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$
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(1,314
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$
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(3,959
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Loss per share-basic:
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Net Loss
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$
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(0.08
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$
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(0.25
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Weighted average basic shares outstanding
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15,485
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15,750
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Loss per share-diluted:
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Net Loss
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$
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(0.08
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$
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(0.25
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Weighted average diluted shares outstanding
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15,485
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15,750
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United PanAm Financial Corp. and Subsidiaries
Consolidated Statement of Changes in Shareholder’s Equity
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Total
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Number
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Common
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Retained
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Shareholders’
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of Shares
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Stock
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Earnings
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Equity
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(Dollars in thousands)
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Balance, December 31, 2009
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15,484,680
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$
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50,016
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$
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85,244
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$
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135,260
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Net loss
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-
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-
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(1,314
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(1,314
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Repurchase of common stock
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-
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-
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-
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-
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Issuance of restricted stock
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-
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-
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-
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-
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Exercise of stock options
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-
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-
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-
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-
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Stock-based compensation expense
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-
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310
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-
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310
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Balance, March 31, 2010
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15,484,680
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$
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50,326
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$
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83,930
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$
|
134,257
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United PanAm Financial Corp. and Subsidiaries
Selected Financial Data
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(Dollars in thousands)
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Three Months Ended
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March 31,
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March 31,
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2010
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2009
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Operating Data
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Contracts purchased
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$
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13,555
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$
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-
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Contracts outstanding
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$
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349,609
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$
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632,471
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Unearned acquisition discounts
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$
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(11,227
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)
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$
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(23,453
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Average loan balance
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$
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378,801
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$
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686,066
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Unearned acquisition discounts to gross loans
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3.21
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%
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3.71
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%
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Average percentage rate to borrowers
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22.71
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%
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22.72
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%
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Loan Quality Data
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Allowance for loan losses
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$
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(41,797
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)
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$
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(37,675
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)
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Allowance for loan losses to gross loans net of unearned
acquisition discounts
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12.35
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%
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6.19
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%
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Delinquencies (% of net contracts)
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31-60 days
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4.10
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%
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1.48
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%
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61-90 days
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1.34
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%
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0.29
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%
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90+ days
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1.02
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%
|
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|
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0.17
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%
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Total
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6.46
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%
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1.94
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%
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Repossessions over 30 days past due (% of net contracts)
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1.13
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%
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1.12
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%
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Annualized net charge-offs to average loans (1)
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|
12.30
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%
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|
11.70
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%
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Other Data
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Number of branches
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11
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27
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Number of employees
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|
385
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|
|
|
|
518
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|
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Interest income
|
|
|
$
|
22,495
|
|
|
|
$
|
40,817
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|
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Interest expense
|
|
|
$
|
6,386
|
|
|
|
$
|
11,317
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|
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Interest margin
|
|
|
$
|
16,109
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|
|
|
$
|
29,500
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|
|
Net interest margin as a percentage of interest income
|
|
|
|
71.61
|
%
|
|
|
|
72.27
|
%
|
|
Net interest margin as a percentage of average loans (1)
|
|
|
|
17.01
|
%
|
|
|
|
17.44
|
%
|
|
Non-interest expense to average loans (1)
|
|
|
|
13.98
|
%
|
|
|
|
13.13
|
%
|
|
Non-interest expense to average loans (2)
|
|
|
|
11.93
|
%
|
|
|
|
9.29
|
%
|
|
Return on average assets (1)
|
|
|
|
(1.19
|
%)
|
|
|
|
(2.16
|
%)
|
|
Return on average shareholders’ equity (1)
|
|
|
|
(3.90
|
%)
|
|
|
|
(10.15
|
%)
|
|
Consolidated capital to assets ratio
|
|
|
|
32.58
|
%
|
|
|
|
22.49
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Quarterly information is annualized for comparability with
full year information.
|
|
(2) Excluding restructuring charges and other non-recurring
charges.
|
