Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
IFC > SEC Filings for IFC > Form 10-Q on 11-May-2009All Recent SEC Filings

Show all filings for IRWIN FINANCIAL CORP | Request a Trial to NEW EDGAR Online Pro

Form 10-Q for IRWIN FINANCIAL CORP


11-May-2009

Quarterly Report


Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
Strategy
Irwin Financial is in the midst of a strategic restructuring to position us to weather the current economic crisis and prosper and grow in the recovery when it comes. Going forward, our strategy is to focus on our roots as a small business lender and local community bank, building on our 137-year history. When the restructuring is complete, we will have two segments: commercial banking and franchise finance, down from four segments two years ago. Please see our 2008 Annual Report on Form 10-K for a complete discussion of our restructuring process, including our capital plan.
We have completed all but one of the steps in our restructuring process:
raising additional capital. The Corporation has commitments for $34 million of investment in common stock from Cummins, Inc, and a group of other investors including William I. Miller (our CEO) conditioned on our capital plan being acceptable to our regulators, as indicated by approval of an investment by the U.S. Government in us. These investment commitments have been extended through July 31, 2009.
We have not yet commenced our planned rights offering for a variety of reasons, including adverse market conditions for almost all financial institutions and our inability to date to participate in the government's capital assistance programs. We intend to continue to pursue our capital raising efforts. However, at present, the market for new capital for banks such as ours is limited and uncertain. Accordingly, we cannot be certain of our ability to raise capital on terms that satisfy our goals with respect to our capital ratios. If we are able to raise additional capital, it would likely be on terms that are substantially dilutive to current shareholders.
We have submitted to the Department of the Treasury and the banking agencies a proposed modification to the current capital programs developed under the Emergency Economic Stabilization Act of 2008 (the "EESA"). Our proposal provides that depository institutions be eligible to receive capital from the Treasury if they are determined to be viable upon receipt of a combination of (i) such capital from the Treasury and (ii) a private sector investment that is at least equal to one-third of such capital. We believe this proposed modification would provide the following benefits: (i) significant savings to the FDIC, and ultimately taxpayers; (ii) encouraging private investment in the banking industry; (iii) increased lending throughout the country, particularly to small businesses and in areas outside of major urban centers; (iv) a reduction in bank failures, thereby increasing confidence in the banking system; (v) establishing an equitable approach for all banks regardless of size, thereby carrying out the anti-discrimination mandate of EESA and (vi) significantly contributing to the multi-front approach that federal agencies are taking to restore confidence and stability to our economy. We have no indication, however, whether the Treasury will consider or adopt our proposed modification or whether it will be in the form we propose. Even if the modification is adopted, it is possible that we would not receive capital assistance.
Completion of these capital plans will help us manage through the costs of exiting the home equity business and provide a strong capital base from which to grow the company in the future.
Strategic Positioning Once Restructuring is Complete We seek to create competitive advantage within the banking industry by serving small businesses with lending, leasing, deposit, and advisory services, as well as consumers in the neighborhoods surrounding our bank branches. We intend to fund these activities primarily through deposits gathered through our 30 bank branches, supplemented with reliable and cost effective collateralized sources of funding such as the Federal Home Loan Bank.
In commercial banking, we provide a full line of banking services to small businesses and consumers in the communities and neighborhoods served by our bank branch locations. Through this approach, we provide the small businesses that are the backbone of economic growth in our communities with the advice, credit, and other banking products that meet their needs and help them to grow, which large national banks are often unable to do in a flexible manner.
Our franchise finance segment, which accounts for approximately 20 percent of our post-restructuring loan portfolio, also focuses on small businesses - the owners and operators of the leading quick service and casual dining restaurant concepts in the U.S.


Table of Contents

While having much in common in terms of competitive positioning and credit culture, these two segments allow us to diversify our revenues, credit risk, and application of capital across borrower types and across geographic regions as a key part of our risk management.
We believe that reducing our company to two operating segments from four will allow us to simplify our management structure, reduce overhead, and improve our cost structure. We are in the process of identifying areas in which we can coordinate and consolidate non-customer facing operations between these two segments.
In both commercial banking and franchise lending, we have historically competed successfully on the basis of service quality and relationship with our customers, not on the basis of price. We believe we have achieved this competitive position primarily due to the quality of our services and people. There is considerable evidence, both based on research and experience, that there is a strong market for this type of high-touch customized banking services among small business customers.
We have long held that strategy needs to evolve in response to changes in environmental conditions. Our former strategy was not producing acceptable results in the current environment of severe stress in housing and related markets and disruptions in the capital markets. We have therefore taken steps to change our strategy to fit the environment in which we operate today and will operate in the future. We believe these changes - returning to our roots of focusing on banking for small businesses and the local communities in which we have branches, changing our funding model, and raising more capital - will position us to contribute to the economies of our communities by providing the highest quality service to individuals and small businesses by continuing to be an important provider of credit to consumer and small business customers. Outlook
The purpose of our strategic restructuring is to provide a basis for the return to profitability. Our ability to achieve this goal is, however, uncertain. It appears that the banking industry and the economy as a whole are in the midst of the most significant stress and upheaval in decades. At this point, we expect continued price pressure in residential and commercial real estate as well as rising unemployment and lower demand for our commercial customers' products to continue to cause an elevated failure by our borrowers to pay their loan obligations. As a result, there will be continued stress , which combined with the Corporation's specific issues, will likely prevent the Corporation from becoming profitable at least until some economic recovery begins to take hold.
Critical Accounting Policies
Accounting estimates are an integral part of our financial statements and are based upon our current judgments. Certain accounting estimates are particularly sensitive because of their significance to the financial statements and because of the possibility that future events affecting them may differ from our current judgments or that our use of different assumptions could result in materially different estimates. Our Annual Report on Form 10-K for the year ended 2008 provides a description of the critical accounting policies we apply to material financial statement items, all of which require the use of accounting estimates and/or judgment.

Consolidated Overview

                                               For the Three Months Ended
                                                        March 31,
                                            2009           2008        % Change
           Net loss (in thousands)      $ (93,833 )    $ (22,166 )        (265 )%
           Basic earnings per share         (3.17 )        (0.76 )        (261 )
           Diluted earnings per share       (3.17 )        (0.77 )        (256 )
           Return on average equity        (458.5 )%       (20.0 )%     (1,877 )
           Return on average assets          (8.0 )%        (1.5 )%       (360 )


Consolidated Income Statement Analysis


Table of Contents

Net Loss
We recorded a net loss of $94 million for the three months ended March 31, 2009, compared to a net loss of $22 million for the three months ended March 31, 2008. Net loss per share (diluted) was $3.17 for the quarter ended March 31, 2009, compared to net loss per share (diluted) of $0.77 for the first quarter of 2008. The decrease in 2009 earnings relates primarily to significant provisioning for loan losses, particularly in our home equity and commercial banking segments and the inability to recognize tax benefits arising from the losses. In addition, we are experiencing a reduction in our net interest income due to our smaller loan portfolio and decreased net interest margin. Net Interest Income
Net interest income for the three months ended March 31, 2009 totaled $30 million, down 53% from the first quarter 2008 net interest income of $64 million. This decline is driven by lower portfolio balances and reduced net interest margins. Net interest margin for the three months ended March 31, 2009 was 2.76% down compared to 4.44% for the same period in 2008. The decline in margin in the first quarter of 2009 primarily relates to our cost of funds which has not declined as much as our yield on loans. This principally reflects slower repricing of liability rates in the declining rate environment and the cost of securitizing the majority of the remainder of our home equity portfolio in the third quarter of 2008. The following table shows our daily average consolidated balance sheet and interest rates at the dates indicated:


Table of Contents

                                                                               For the Three Months Ended March 31,
                                                                     2009                                                2008
                                                                                   Annualized                                          Annualized
                                                  Average                            Yield/            Average                           Yield/
                                                  Balance         Interest            Rate             Balance         Interest           Rate
                                                                                      (Dollars in thousands)
Assets
Interest-earning assets:
Interest-bearing deposits with financial
institutions                                    $    24,187       $     101               1.69 %     $    42,644       $     466              4.40 %
Federal funds sold                                        -               -                  -             5,538              38              2.76 %
Residual interests                                    9,111              23               1.02 %          11,722             275              9.44 %
Investment securities                               108,408           1,201               4.49 %         139,215           1,823              5.27 %
Loans held for sale                                 803,480          21,643              10.92 %           9,112             166              7.33 %
Loans and leases, net of unearned income(1)       3,470,780          55,503               6.49 %       5,624,289         117,322              8.39 %

Total interest earning assets                     4,415,966       $  78,471               7.21 %       5,832,520       $ 120,090              8.28 %
Noninterest-earning assets:
Cash and due from banks                             199,656                                               78,666
Premises and equipment, net                          32,172                                               38,172
Other assets                                        268,058                                              254,725
Less allowance for loan and lease losses           (136,983 )                                           (149,299 )

Total assets                                    $ 4,778,869                                          $ 6,054,784

Liabilities and Shareholders' Equity
Interest-bearing liabilities:
Money market checking                           $   360,391       $     411               0.46 %     $   319,110       $   1,271              1.60 %
Money market savings                                449,298             823               0.74 %       1,042,507           7,593              2.93 %
Regular savings                                     132,169             653               2.00 %         116,275             526              1.82 %
Time deposits                                     1,821,483          17,003               3.79 %       1,656,355          19,548              4.75 %
Other borrowings                                    366,635           4,310               4.77 %         643,544           7,236              4.52 %
Collateralized debt                                 894,020          21,270               9.65 %       1,213,801          15,170              5.03 %
Other long-term debt                                233,868           3,895               6.75 %         233,871           4,311              7.41 %

Total interest-bearing liabilities              $ 4,257,864       $  48,365               4.61 %     $ 5,225,463       $  55,655              4.28 %
Noninterest-bearing liabilities:
Demand deposits                                     312,585                                              299,915
Other liabilities                                   125,415                                               78,454
Shareholders' equity                                 83,005                                              450,952

Total liabilities and shareholders' equity      $ 4,778,869                                          $ 6,054,784

Net interest income                                               $  30,106                                            $  64,435

Net interest income to average interest
earning assets                                                                            2.76 %                                              4.44 %

(1) For purposes of these computations, nonaccrual loans are included in daily average loan amounts outstanding.

Provision for Loan and Lease Losses
The consolidated provision for loan and lease losses for the three months ended March 31, 2009 was $64 million, compared to $45 million for the same period in 2008. The increase in our provision reflects continued deterioration in the portfolio due to softening in the


Table of Contents

economy. The credit quality of commercial loans where the activities of the borrower are related to housing and other real estate markets has deteriorated. In addition, the decline in real estate values has increased the loan-to-value ratios of our home equity customers, thereby weakening collateral coverage and increasing the expected loss in the event of default. More information on this subject is contained in the section on "Credit Risk." Noninterest Income
Noninterest loss during the first quarter of 2009 totaled $10.6 million, compared to a loss of $4.5 million for the first three months of 2008. The 2009 decline is primarily a result of three factors. First, a $12 million lower of cost or market adjustment was recorded with respect to our home equity loans held for sale portfolio. Second, a $7 million loss related to the mortgage servicing asset sale was recorded by the home equity line of business during the first quarter of 2009. Lastly, a $13 million other-than-temporary impairment (OTTI) charge was recorded during the first quarter of 2008. Details related to these fluctuations are discussed later in the "home equity" and "parent and other" sections of this report.
Noninterest Expense
Noninterest expenses for the three months ended March 31, 2009 totaled $44 million, down from $52 million for the same period in 2008 due primarily to reduction in personnel costs related to our restructuring initiatives. Income Tax Provision
Income tax expense for the three months ended March 31, 2009 totaled $4.8 million, compared to a benefit of $14 million during the same period in 2008. The 2009 expense included a $39 million addition to a valuation allowance to reduce our deferred tax asset to an amount that is likely to be realized. We evaluate the realizability of our deferred tax asset quarterly. SFAS 109 requires both positive and negative evidence be considered in determining the need for a valuation allowance. Our recent losses have triggered an increase to our deferred tax asset balance.
We provided a valuation allowance for all of our deferred tax assets that could not be realized through carrybacks and reversals of existing temporary differences. Despite being in a cumulative loss position in light of recent operations, we believe that as of March 31, 2009 approximately $107 million of our deferred tax asset was realizable due to the ability to apply net operating loss carrybacks to recover taxes paid in fiscal years 2005 and 2006 and due to reversal of existing temporary differences. Our deferred tax assets are recorded based on management's judgment as to whether realization of these assets is more likely than not.
Consolidated Balance Sheet Analysis
Total assets at March 31, 2009 were $4.0 billion, down 18% from December 31, 2008. Average assets for the first quarter of 2009 were $4.8 billion, down 14% from the average assets for the year 2008. Residual Interests
When we sell certain loans, we retain an interest in the sold loans and record this retained interest as a residual on our balance sheet. These transactions include loan sales to the Federal Home Loan Bank and loan participations through our franchise channel. At March 31, 2009 we held residual interests with a fair value of $9 million, relatively unchanged from year end 2008. Key assumptions used in valuing these assets at origination and in subsequent periods include default rates, prepayment speeds and interest rates. Investment Securities
The following table shows the composition of our investment securities at the dates indicated:


Table of Contents

                                                        March 31,       December 31,
                                                           2009             2008
                                                           (Dollars in thousands)
U.S. Treasury and government obligations                $   13,019     $       13,054
Obligations of states and political subdivisions             3,200              3,320
Mortgage-backed securities                                  19,832             20,998
Other                                                       11,750             11,781

Total                                                       47,801             49,153

Federal Home Loan Bank and Federal Reserve Bank stock       56,460             61,056

Total                                                   $  104,261     $      110,209

Impairment is evaluated considering numerous factors, and their relative significance varies case to case. Factors considered include the length of time and extent to which the market value has been less than cost; the financial condition and near-term prospects of the issuer; and the intent and ability to retain the security in order to allow for an anticipated recovery in market value. If, based on the analysis, it is determined that the impairment is other-than-temporary, the security is written down to fair value, and a loss is recognized through earnings.
At March 31, 2009, we held four mortgage-backed securities acquired over the course of 2006 and 2007 at original issuance at their par values. All of the securities were rated "AA" or "AA+" by S&P at origination. The securities are backed primarily by Alt-A first mortgages and pay interest at variable rates. The average FICO scores on the collateral underlying each of the securities were above 700 at issuance. As home price depreciation accelerated in 2008, delinquencies and foreclosure rates increased and trading in these securities, and others like them, halted. All four securities were first downgraded in April 2008 and have since been downgraded further.
These securities had an original par value of $26 million and now have an estimated fair value of $3 million at March 31, 2009. The decline in fair value related to these securities is deemed to be other-than-temporary and related principally to credit factors. Accordingly, we have recognized other-than-temporary impairment (OTTI) charges of $23 million since the beginning of 2008. We recorded $13 million of impairment during the first quarter of 2008 and we recorded $0.1 million in the first quarter of 2009. These OTTI adjustments reflect our estimate of fair value for these securities at March 31, 2009. The estimates of fair value were based on estimates of future cash flows and based on assumptions related to discount rates that management believes market participants would use to value similar assets.
Management uses two principal fair value methodologies with respect to our securities portfolio i) price quotations from dealers in the securities we own and ii) cash flow modeling using assumptions provided by dealers in the securities, including estimates of future defaults on the underlying collateral, assumptions of loss ratios for defaults and appropriate discount rates for the securities. Management reviews the price information from the dealers on a monthly basis, comparing that pricing information to actual cash flows received on the securities.
Management reviews actual trading activity provided by secondary market participants, including dealers, to determine if a security is illiquid. If the security is actively traded and price quotes attained from the dealer(s) are consistent with traded prices, then we utilize the quoted price. When a security has not traded actively, a condition experienced on many of the company's securities throughout 2008 and 2009, management utilizes cash flow modeling, supplemented by collateral performance information as provided by dealers. Loans Held For Sale
Loans held for sale totaled $149 million at March 31, 2009, a decrease from a balance of $841 million at December 31, 2008. The decrease relates to the derecognition of $661 million of home equity loans during the first quarter. This derecognition was the result of meeting all of the requirements for sale accounting under SFAS 140.
Loans and Leases
Our commercial loans and leases are originated throughout the United States. We also extend credit to consumers throughout the United States through mortgages, installment loans and revolving credit arrangements. Loans by major category for the periods presented were as follows:


Table of Contents

                                                    March 31,       December 31,
                                                      2009              2008
                                                       (Dollars in thousands)
     Commercial, financial and agricultural        $ 1,752,387     $    1,862,877
     Real estate-construction & land development       429,156            466,598
     Real estate-mortgage                              488,497            523,837
     Consumer                                           21,995             24,022
     Commercial financing
     Franchise financing                               919,657            922,429
     Domestic leasing                                   10,380             11,305
     Unearned income
     Franchise financing                              (289,429 )         (297,600 )
     Domestic leasing                                   (1,121 )           (1,420 )

     Total                                         $ 3,331,522     $    3,512,048

Allowance for Loan and Lease Losses
   Changes in the allowance for loan and lease losses are summarized below:

                                                                        March 31,                  March 31,
                                                                          2009                       2008
                                                                      And the Three              And the Three
                                                                    Months Then Ended          Months Then Ended
                                                                               (Dollars in thousands)
Balance at beginning of year                                        $        137,015           $        144,855
Provision for loan and lease losses                                           64,002                     44,520
Charge-offs                                                                  (46,453 )                  (31,794 )
Recoveries                                                                       839                      1,607
Reduction due to reclassification to loans and leases held
for sale                                                                           -                       (461 )
Foreign currency adjustment                                                        -                       (129 )

Balance at end of period                                            $        155,403           $        158,598

More information on this subject is contained in the section on "Credit Risk" and in the line of business discussions. Deposits
Total deposits for the first quarter of 2009 averaged $3.1 billion, down from average deposits for the year 2008 of $3.4 billion. Irwin Union Bank and Trust utilizes institutional broker-sourced deposits as funding from time to time to supplement deposits solicited through branches and other wholesale funding sources. At March 31, 2009, institutional broker-sourced deposits totaled $0.9 billion, relatively unchanged from December 31, 2008. Due to capital levels, neither of our depository subsidiaries can issue brokered deposits. Other Borrowings
Other borrowings during the first quarter of 2009 averaged $367 million compared to an average of $527 million for the year 2008. Other borrowings totaled $338 million at March 31, 2009 compared to $512 million at December 31, 2008.
Federal Home Loan Bank borrowings averaged $367 million for the quarter ended March 31, 2009, with an average rate of 4.75% and the balance at March 31, 2009 was $338 million at an interest rate of 5.03%. The maximum outstanding during any month end during 2009 was $371 million. Federal Home Loan Bank borrowings averaged $487 million for the year ended December 31, 2008, with


. . .
  Add IFC to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for IFC - All Recent SEC Filings
Sign Up for a Free Trial to the NEW EDGAR Online Pro
Detailed SEC, Financial, Ownership and Offering Data on over 12,000 U.S. Public Companies.
Actionable and easy-to-use with searching, alerting, downloading and more.
Request a Trial      Sign Up Now


Copyright © 2009 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.