United PanAm Financial Corp. (Nasdaq: UPFC) today announced results for
its third quarter ended September 30, 2008.
For the quarter ended September 30, 2008, UPFC reported net loss of $6.5
million, compared to net income of $2.6 million for the same period a
year ago. Interest income decreased 8.2% to $54.8 million for the
quarter ended September 30, 2008 from $59.7 million for the same period
a year ago. UPFC reported net loss of $0.41 per diluted share for the
quarter ended September 30, 2008 compared to net income of $0.16 per
diluted share for the same period a year ago. The reported net loss for
the quarter ended September 30, 2008 includes an after tax charge of
$8.9 million or $0.56 per diluted share for restructuring charges
associated with the closure of 27 branches in the third quarter of 2008
and other non-recurring charges.
For the nine months ended September 30, 2008, UPFC reported net loss of
$1.1 million, compared to net income of $10.2 million for the same
period a year ago. Interest income increased 0.5% to $170.9 million for
the nine months ended September 30, 2008 from $170.0 million for the
same period a year ago. UPFC reported net loss of $0.07 per diluted
share for the nine months ended September 30, 2008 compared to net
income of $0.62 per diluted share for the same period a year ago. The
reported net loss for the nine months ended September 30, 2008 includes
an after tax charge of $13.2 million or $0.84 per diluted share for
restructuring charges associated with the closure of 63 branches during
the nine months ended September 30, 2008 and other non-recurring charges.
As a result of the continued disruptions in the capital markets,
including the uncertainty for use of securitizations as a source of
financing, as well as the lack of available borrowing capacity under a
warehouse facility for an extended period of time, UPFC determined to
downsize its operations and reduce its branch footprint in order to
lower expenses and meet required liquidity needs. During the quarter
ended September 30, 2008, UPFC closed an additional 27 branches bringing
the total number of branches to 79 branches in operation as of September
30, 2008. The majority of closures were from the consolidation of
branches within the same market. The closures of the 63 branches
year-to-date resulted in a decrease in the number of employees of
approximately 400 or 35% of the work force since December 31, 2007.
These closures will result in a significant reduction in overall
operating expenses. In addition, UPFC has suspended new loan
originations during the end of the third quarter of 2008 to allow UPFC's
outstanding receivables to shrink to a level where UPFC's capital base
will be able to finance future originations at lower advance structures
available in the market.
On August 22, 2008, UPFC entered into an amendment to its $300 million
warehouse facility, which UPFC has historically used to fund its
automobile finance operations to purchase automobile contracts pending
securitization. As part of the amendment to exit the warehouse facility,
UPFC incurred a fee payable in the amount of $7.3 million. The fee has
been recorded as part of the non-recurring charges. The amendment
continued the revolving nature of the warehouse facility through its
previously scheduled maturity of October 16, 2008. Subsequently, the
warehouse facility has now converted to a term loan for an additional
one-year term, which amortizes pursuant to a pre-determined schedule,
providing that UPFC will pay all amounts owed under the warehouse
facility by October 16, 2009. Management is currently pursuing and
evaluating alternative sources of financing and is also considering
selling receivables on a whole-loan basis. At this time, there is no
assurance UPFC will be able to arrange for other types of interim
financing or be able to sell receivables on a whole-loan basis in the
future.
UPFC has obtained temporary waivers from the insurance providers that
insure UPFC’s outstanding securitizations
regarding the approval of the appointment of Mr. James Vagim as UPFC’s
chief executive officer and has also obtained temporary waivers
regarding a covenant that UPFC maintain a $250 million warehouse line.
UPFC is continuing discussions with the insurance providers to obtain
permanent waivers, but there is no assurance UPFC will obtain such
waivers. If UPFC is unable to obtain permanent waivers or continued
temporary waivers for both these items, then each insurance provider may
elect to enforce the various rights and remedies that are governed by
the different transaction documents for each securitization.
On August 8, 2008, UPFC entered into an agreement to sell $10.0 million
of receivables on a whole-loan basis with servicing released.
UPFC purchased $38.1 million of automobile contracts during the third
quarter of 2008, compared with $149.3 million during the same period a
year ago. Contracts outstanding totaled $836.8 million at September 30,
2008, compared with $944.1 million at September 30, 2007, representing
an 11.4% decrease. The decrease is due to UPFC suspending new loan
originations during the end of the third quarter of 2008.
The decrease in net income for the quarter ended September 30, 2008
compared to the same period a year ago primarily reflects the following:
-
Interest income decreased 8.2% to $54.8 million from $59.7 million due
primarily to a decrease in average loans outstanding as a result of
UPFC’s strategy of downsizing its
operations, suspending new loan originations and reducing its branch
footprint in order to lower expenses and meet required liquidity needs.
-
Interest expense increased to $13.1 million from $12.5 million due
primarily to higher market interest rates on the warehouse facility.
As a result, net interest margin decreased from 79.0% for the quarter
ended September 30, 2007 to 76.0% for the quarter ended September 30,
2008.
-
Provision for loan losses increased due to an increase in the
annualized charge-off rate to 9.14% for the quarter ended September
30, 2008 from 6.66% for the same period a year ago. The factors that
impact the increased charge-off rate are the overall deteriorating
economic environment and the adverse effect of a smaller denominator
from a declining automobile receivable balance.
-
Non-interest expense increased to $33.9 million from $23.7 million for
the same period a year ago. The increase in non-interest expense was
due to a pretax restructuring charge of $4.1 million ($2.6 million
after tax) associated with the closure of 27 branches. The
restructuring charge included severance, fixed asset write-offs,
closure and post-closure costs and a $1.8 million reserve for
estimated future lease obligations. The other non-recurring charge of
$9.9 million ($6.3 million after tax) includes $7.3 million fee
payable on the exit from the warehouse facility and $2.6 million
associated with professional fees paid on discontinued financing
transactions. Non-interest expense, excluding the restructuring
charges and other non-recurring charges as a percentage of average
loans dropped to 8.9% from 10.1% for the same period a year ago.
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 originated 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 that are not historical facts are
forward-looking statements made pursuant to the safe harbor provisions
of the Private Securities Litigation Reform Act ("SLRA”)
of 1995, including statements concerning the Company’s
strategies, plans, objectives, intentions and projections. Generally,
the words "believe,”
"expect,”
"intend,”
"estimate,”
"anticipate,”
"project,”
"realize,”
"will”
and similar expressions identify forward-looking statements, which
generally are not historical in nature. Such statements are subject to a
variety of estimates, risks and uncertainties, known and unknown, which
may cause the Company’s actual results to
differ materially from those anticipated in such forward-looking
statements. Potential risks and uncertainties include, but are not
limited to, such factors as UPFC’s on
securitizations; the lack of a securitization market; UPFC’s
need for substantial liquidity to run its business; loans UPFC made to
credit-impaired borrowers; reliance on operational systems and controls
and key employees; competitive pressures which UPFC faces; changes in
the interest rate environment; general economic conditions; the effects
of accounting changes; inability to manage consolidating operations;
inability to obtain permanent waivers from monoline providers; and other
risks discussed in the Company’s filings with
the Securities and Exchange Commission (SEC), including the Company’s
Annual Report on Form 10-K, which filings are available from the SEC.
You should not place undue reliance on forward-looking statements, which
speak only as of the date they are made. UPFC undertakes no obligation
to publicly update or revise any forward-looking statements.
Editors Note: Four pages of selected financial data follow.
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United PanAm Financial Corp. and Subsidiaries
Consolidated Statements of Financial Condition
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September 30, 2008
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|
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December 31, 2007
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(Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assets
|
|
|
|
|
|
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Cash
|
|
$
|
6,981
|
|
|
|
|
$
|
9,909
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|
|
Short term investments
|
|
|
9,881
|
|
|
|
|
|
7,332
|
|
|
Cash and cash equivalents
|
|
|
16,862
|
|
|
|
|
|
17,241
|
|
|
Restricted cash
|
|
|
75,450
|
|
|
|
|
|
73,633
|
|
|
Loans
|
|
|
801,017
|
|
|
|
|
|
882,651
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|
|
Allowance for loan losses
|
|
|
(47,800
|
)
|
|
|
|
|
(48,386
|
)
|
|
Loans, net
|
|
|
753,217
|
|
|
|
|
|
834,265
|
|
|
Premises and equipment, net
|
|
|
5,225
|
|
|
|
|
|
6,799
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|
|
Interest receivable
|
|
|
9,151
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|
|
|
|
|
10,424
|
|
|
Other assets
|
|
|
34,670
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|
|
|
|
34,819
|
|
|
Total assets
|
|
$
|
894,575
|
|
|
|
|
$
|
977,181
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|
|
|
|
|
|
|
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|
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Liabilities and Shareholders’ Equity
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Securitization notes payable
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$
|
469,228
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|
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|
$
|
762,245
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|
Warehouse line of credit
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|
237,378
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|
|
|
|
|
35,625
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Accrued expenses and other liabilities
|
|
|
18,938
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|
|
|
|
|
9,660
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|
|
Junior subordinated debentures
|
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|
10,310
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|
|
|
|
|
10,310
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Total liabilities
|
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|
735,854
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|
|
|
|
817,840
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|
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|
|
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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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Common stock (no par value):
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Authorized, 30,000,000 shares; 15,737,399 shares issued and
outstanding at September 30, 2008 and December 31, 2007
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50,025
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49,504
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Retained earnings
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|
108,696
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|
|
|
|
109,837
|
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|
|
|
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|
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Total shareholders’ equity
|
|
|
158,721
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|
|
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|
159,341
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Total liabilities and shareholders’ equity
|
|
$
|
894,575
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|
|
|
|
$
|
977,181
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|
|
|
|
|
|
|
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United PanAm Financial Corp. and Subsidiaries
Consolidated Statements of Income
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(In thousands, except per share data)
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Three Months
Ended September 30,
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Nine Months
Ended September 30,
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2008
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2007
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2008
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|
2007
|
|
Interest Income
|
|
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|
|
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|
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Loans
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|
$
|
54,281
|
|
|
$
|
58,668
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|
$
|
169,078
|
|
|
$
|
166,966
|
|
Short term investments and restricted cash
|
|
|
482
|
|
|
|
1,058
|
|
|
1,781
|
|
|
|
3,039
|
|
Total interest income
|
|
|
54,763
|
|
|
|
59,726
|
|
|
170,859
|
|
|
|
170,005
|
|
Interest Expense
|
|
|
|
|
|
|
|
|
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Securitization notes payable
|
|
|
7,995
|
|
|
|
10,171
|
|
|
28,187
|
|
|
|
27,922
|
|
Warehouse line of credit
|
|
|
5,004
|
|
|
|
2,058
|
|
|
8,552
|
|
|
|
5,924
|
|
Other interest expense
|
|
|
149
|
|
|
|
303
|
|
|
488
|
|
|
|
801
|
|
Total interest expense
|
|
|
13,148
|
|
|
|
12,532
|
|
|
37,227
|
|
|
|
34,647
|
|
Net interest income
|
|
|
41,615
|
|
|
|
47,194
|
|
|
133,632
|
|
|
|
135,358
|
|
Provision for loan losses
|
|
|
18,822
|
|
|
|
20,031
|
|
|
51,544
|
|
|
|
48,536
|
|
Net interest income after provision for loan losses
|
|
|
22,793
|
|
|
|
27,163
|
|
|
82,088
|
|
|
|
86,822
|
|
|
|
|
|
|
|
|
|
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Non-interest Income
|
|
|
877
|
|
|
|
469
|
|
|
1,916
|
|
|
|
1,316
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|
|
|
|
|
|
|
|
|
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Non-interest Expense
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|
|
|
|
|
|
|
|
|
Compensation and benefits
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|
|
13,032
|
|
|
|
15,054
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|
|
44,851
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|
|
|
45,987
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|
Occupancy
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|
|
2,037
|
|
|
|
2,372
|
|
|
6,641
|
|
|
|
6,818
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|
Other non-interest expense
|
|
|
4,816
|
|
|
|
6,303
|
|
|
16,234
|
|
|
|
18,659
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|
Restructuring charges
|
|
|
4,139
|
|
|
|
—
|
|
|
7,924
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|
|
|
—
|
|
Other non-recurring charges
|
|
|
9,890
|
|
|
|
—
|
|
|
9,890
|
|
|
|
—
|
|
Total non-interest expense
|
|
|
33,914
|
|
|
|
23,729
|
|
|
85,540
|
|
|
|
71,464
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) income before income taxes
|
|
|
(10,244
|
)
|
|
|
3,903
|
|
|
(1,536
|
)
|
|
|
16,674
|
|
Income taxes
|
|
|
(3,765
|
)
|
|
|
1,345
|
|
|
(395
|
)
|
|
|
6,453
|
|
Net (loss) income
|
|
$
|
(6,479
|
)
|
|
$
|
2,558
|
|
$
|
(1,141
|
)
|
|
$
|
10,221
|
|
Earnings per share-basic:
|
|
|
|
|
|
|
|
|
|
Net (loss) income
|
|
$
|
(0.41
|
)
|
|
$
|
0.16
|
|
$
|
(0.07
|
)
|
|
$
|
0.64
|
|
Weighted average basic shares outstanding
|
|
|
15,737
|
|
|
|
15,732
|
|
|
15,737
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|
|
|
15,990
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|
Earnings per share-diluted:
|
|
|
|
|
|
|
|
|
|
Net (loss) income
|
|
$
|
(0.41
|
)
|
|
$
|
0.16
|
|
$
|
(0.07
|
)
|
|
$
|
0.62
|
|
Weighted average diluted shares outstanding
|
|
|
15,789
|
|
|
|
16,044
|
|
|
15,811
|
|
|
|
16,558
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|
|
|
|
|
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Number of Shares
|
|
|
Common Stock
|
|
|
Retained Earnings
|
|
|
Total Shareholders’ Equity
|
|
|
|
|
|
(Dollars in thousands)
|
|
|
|
|
|
Balance, December 31, 2007
|
|
15,737,399
|
|
|
$
|
49,504
|
|
|
$
|
109,837
|
|
|
|
$
|
159,341
|
|
|
Net loss
|
|
—
|
|
|
|
—
|
|
|
|
(1,141
|
)
|
|
|
|
(1,141
|
)
|
|
Stock-based compensation expense
|
|
—
|
|
|
|
521
|
|
|
|
—
|
|
|
|
|
521
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, September 30, 2008
|
|
15,737,399
|
|
|
$
|
50,025
|
|
|
$
|
108,696
|
|
|
|
$
|
158,721
|
|
|
|
|
|
|
|
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|
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|
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|
|
|
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United PanAm Financial Corp. and Subsidiaries
Selected Financial Data
|
|
|
|
|
|
|
|
(Dollars in thousands)
|
|
At or For the
Three Months Ended
|
|
At or For the
Nine Months Ended
|
|
|
|
September 30,
2008
|
|
September 30,
2007
|
|
September 30,
2008
|
|
September 30,
2007
|
|
|
|
|
|
|
|
|
|
|
|
Operating Data
|
|
|
|
|
|
|
|
|
|
Contracts purchased
|
|
$
|
38,136
|
|
|
$
|
149,294
|
|
|
$
|
266,574
|
|
|
$
|
484,741
|
|
|
Contracts outstanding
|
|
$
|
836,792
|
|
|
$
|
944,101
|
|
|
$
|
836,792
|
|
|
$
|
944,101
|
|
|
Unearned acquisition discounts
|
|
$
|
(35,775
|
)
|
|
$
|
(45,728
|
)
|
|
$
|
(35,775
|
)
|
|
$
|
(45,728
|
)
|
|
Average loan balance
|
|
$
|
884,433
|
|
|
$
|
934,334
|
|
|
$
|
910,319
|
|
|
$
|
887,548
|
|
|
Unearned acquisition discounts to gross loans
|
|
|
4.28
|
%
|
|
|
4.84
|
%
|
|
|
4.28
|
%
|
|
|
4.84
|
%
|
|
Average percentage rate to borrowers
|
|
|
22.72
|
%
|
|
|
22.62
|
%
|
|
|
22.72
|
%
|
|
|
22.62
|
%
|
|
|
|
|
|
|
|
|
|
|
|
Loan Quality Data
|
|
|
|
|
|
|
|
|
|
Allowance for loan losses
|
|
$
|
(47,800
|
)
|
|
$
|
(46,050
|
)
|
|
$
|
(47,800
|
)
|
|
$
|
(46,050
|
)
|
|
Allowance for loan losses to gross loans net of unearned
acquisition discounts
|
|
|
5.97
|
%
|
|
|
5.13
|
%
|
|
|
5.97
|
%
|
|
|
5.13
|
%
|
|
Delinquencies (% of net contracts)
|
|
|
|
|
|
|
|
|
|
31-60 days
|
|
|
1.13
|
%
|
|
|
0.71
|
%
|
|
|
1.13
|
%
|
|
|
0.71
|
%
|
|
61-90 days
|
|
|
0.29
|
%
|
|
|
0.28
|
%
|
|
|
0.29
|
%
|
|
|
0.28
|
%
|
|
90+ days
|
|
|
0.15
|
%
|
|
|
0.18
|
%
|
|
|
0.15
|
%
|
|
|
0.18
|
%
|
|
Total
|
|
|
1.57
|
%
|
|
|
1.17
|
%
|
|
|
1.57
|
%
|
|
|
1.17
|
%
|
|
Repossessions over 30 days past due (% of net contracts)
|
|
|
1.08
|
%
|
|
|
0.76
|
%
|
|
|
1.08
|
%
|
|
|
0.76
|
%
|
|
Annualized net charge-offs to average loans (1)
|
|
|
9.14
|
%
|
|
|
6.66
|
%
|
|
|
7.65
|
%
|
|
|
5.80
|
%
|
|
|
|
|
|
|
|
|
|
|
|
Other Data
|
|
|
|
|
|
|
|
|
|
Number of branches
|
|
|
79
|
|
|
|
142
|
|
|
|
79
|
|
|
|
142
|
|
|
Number of employees
|
|
|
750
|
|
|
|
1,095
|
|
|
|
750
|
|
|
|
1,095
|
|
|
Interest income
|
|
$
|
54,763
|
|
|
$
|
59,726
|
|
|
$
|
170,859
|
|
|
$
|
170,005
|
|
|
Interest expense
|
|
$
|
13,148
|
|
|
$
|
12,532
|
|
|
$
|
37,227
|
|
|
$
|
34,647
|
|
|
Interest margin
|
|
$
|
41,615
|
|
|
$
|
47,194
|
|
|
$
|
133,632
|
|
|
$
|
135,358
|
|
|
Net interest margin as a percentage of interest income
|
|
|
75.99
|
%
|
|
|
79.02
|
%
|
|
|
78.21
|
%
|
|
|
79.62
|
%
|
|
Net interest margin as a percentage of average loans (1)
|
|
|
18.72
|
%
|
|
|
20.04
|
%
|
|
|
19.61
|
%
|
|
|
20.39
|
%
|
|
Non-interest expense to average loans (1)
|
|
|
15.25
|
%
|
|
|
10.08
|
%
|
|
|
12.55
|
%
|
|
|
10.77
|
%
|
|
Non-interest expense to average loans (2)
|
|
|
8.94
|
%
|
|
|
10.08
|
%
|
|
|
9.94
|
%
|
|
|
10.77
|
%
|
|
Return on average assets (1)
|
|
|
(2.74
|
%)
|
|
|
1.03
|
%
|
|
|
(0.16
|
%)
|
|
|
1.45
|
%
|
|
Return on average shareholders’ equity (1)
|
|
|
(15.59
|
%)
|
|
|
6.46
|
%
|
|
|
(0.94
|
%)
|
|
|
8.72
|
%
|
|
Consolidated capital to assets ratio
|
|
|
17.74
|
%
|
|
|
16.01
|
%
|
|
|
17.74
|
%
|
|
|
16.01
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
_____________________________________
(1) Quarterly information is annualized for comparability with full year
information.
(2) Excluding restructuring charges and other non-recurring charges.