EX-99.1 2 pressreleasethirdquarter20.htm EXHIBIT 99.1 Press Release Third Quarter 2012


EXHIBIT 99.1

NEWS RELEASE
For more information, contact:
            
Paul D. Borja
Chief Financial Officer
Bradley T. Howes
Investor Relations Officer
(248) 312-2000
                                
                                        
Flagstar Reports Third Quarter Net Income of $79.7 million

Second consecutive quarter of profitability driven by record gain on sale income and mortgage originations
Flagstar continuing to strengthen balance sheet and reduce overall risk profile

TROY, Mich. (October 23, 2012) - Flagstar Bancorp, Inc. (NYSE:FBC) (the "Company"), the holding company for Flagstar Bank, FSB (the "Bank"), today announced the second consecutive quarter of profitability, reporting third quarter 2012 net income applicable to common stockholders of $79.7 million, or $1.36 per share (diluted), as compared to a third quarter 2011 net loss of $(14.2) million, or $(0.26) per share (diluted). For the second quarter 2012, net income was $86.0 million, or $1.47 per share (diluted). All per share amounts and share counts have been adjusted to reflect the one-for-ten reverse stock split which began trading on October 11, 2012 following receipt of stockholder approval at the Company's annual meeting of stockholders.

"Our financial results for the quarter demonstrate Flagstar's commitment to and continued success in achieving growth and profitability," said Joseph P. Campanelli, Flagstar's Chief Executive Officer. "Although we are pleased with our second straight quarter of profitable results, including the record revenue and increased market share achieved by our mortgage banking franchise, we recognize that significant work remains to address Flagstar's legacy issues. Accordingly, we have added significant reserves and taken actions to strengthen the balance sheet against various legacy exposures, including loan repurchases from the GSEs and claims arising out of our 2005 and 2006 securitizations. In addition, we have reduced our overall risk profile by disposing of riskier legacy assets and prepaying long-term FHLB advances during the quarter."

Michael J. Tierney, Flagstar's President, added, "We remain committed to reducing risk across the organization, and believe the actions completed during the quarter help position Flagstar for continued profitability and a more predictable and stable stream of earnings. Over the past several years, we have emphasized capital and liquidity management, and continued to aggressively pursue strategies to reduce legacy assets, achieving significant improvements in both consumer and commercial delinquent loans. Our improving results and strengthened financial position are a testament to the job that Joe Campanelli has done, and we thank him for all that he helped Flagstar accomplish during his tenure here. Our team at Flagstar looks forward to building on a strong foundation to deliver enhanced value to all of our stakeholders."


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Third Quarter 2012 Highlights

Delivered net income to common stockholders of $79.7 million, or $1.36 per diluted share.

Recorded gain on loan sale income of $334.4 million, an increase of 57.3 percent, reflecting a margin of 2.42 percent, as compared to $212.7 million, reflecting a margin of 1.66 percent, in the prior quarter.

Originated mortgage loans totaling $14.5 billion, an increase of 15.7 percent, as compared to $12.5 billion in the prior quarter.

Incurred total credit-related costs of $189.7 million, an increase of 48.7 percent, as compared to $127.6 million in the prior quarter.

Increased Tier 1 capital ratio (to adjusted total assets) to 9.31 percent and total risk-based capital ratio (to risk-weighted assets) to 17.58 percent, while non-performing assets as a percentage of Tier 1 capital plus allowance for loan losses improved to 30.8 percent, as compared to 34.0 percent in the prior quarter (see see non-GAAP reconciliation).

Improved overall credit quality:
Total past due loans (i.e., 30 days or more past due) decreased by 6.3 percent from the prior quarter.
Consumer non-performing loans (i.e., 90 days or more past due) improved for the third consecutive quarter, with a 5.8 percent decline from the prior quarter.
Commercial non-performing loans decreased by 11.2 percent from the prior quarter.
Ratio of non-performing assets to total assets improved to 3.48 percent, as compared to 3.75 percent in the prior quarter.

Strengthened balance sheet:
Allowance for loans losses increased by $18.0 million, or 6.3 percent, from the prior quarter.
Representation and warranty reserve increased by $41.0 million, or 25.5 percent, from the prior quarter.

Other key items during the quarter:
Increase of $40.0 million in litigation reserves for assessment of overall exposure from pending and threatened litigation
$15.2 million loss on extinguishment of debt from the prepayment of $500.0 million in long-term Federal Home Loan Bank ("FHLB") advances.
Recognition of a $19.9 million tax benefit realized upon the sale of the remaining $210.9 million in non-agency collateralized mortgage obligation securities.

Third quarter 2012 net income of $1.36 per share (diluted) was based on average shares outstanding of 56,233,165, as compared to a second quarter 2012 net income of $1.47 per share (diluted) based on average shares outstanding of 56,182,130 and a third quarter 2011 net loss of $(0.26) per share (diluted) based on average shares outstanding of 55,448,945.

Results for the Nine Months Ended September 30, 2012

For the nine months ended September 30, 2012, net income applicable to common stockholders totaled $156.9 million, or $2.61 per share (diluted), as compared to a net loss of $(120.8) million, or $(2.18) per share (diluted) during nine months ended September 30, 2011.

For the nine months ended September 30, 2012, the net income of $2.61 per share (diluted) was based on average shares outstanding of 56,083,757, as compared to the net loss of $(2.18) per share (diluted) based on average shares of 55,400,025 during the nine months ended September 30, 2011.

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Net Interest Income

Third quarter 2012 net interest income decreased to $73.1 million, as compared to $75.5 million for the second quarter 2012. Net interest margin for the Bank also compressed to 2.21 percent, as compared to 2.37 percent for the second quarter 2012, driven by a decrease in average yields on interest-earning assets.

Interest income decreased by $3.2 million from the prior quarter, driven primarily by lower yields and lower average balances of residential first mortgage loans held-for-investment and investment securities available-for-sale. Third quarter 2012 average yield on interest-earnings assets was 3.54 percent, as compared to 3.80 percent for the second quarter 2012. The decrease in yield was partially offset by increases in the balances of residential first mortgage loans available-for-sale and warehouse loans, both driven by increased mortgage originations during the quarter, and an increase in the average balance of interest-earning deposits primarily due to on-going strategic initiatives to increase liquidity levels. Total average interest-earning assets increased to $13.5 billion in the third quarter 2012, as compared to $12.9 billion for the second quarter 2012.

The Company's average cost of funds for the third quarter 2012 was 1.73 percent, relatively unchanged from the prior quarter of 1.72 percent. The average cost of deposits declined during the third quarter 2012 to 1.02 percent, as compared to 1.07 percent during the second quarter 2012. The decrease in the average cost of deposits was offset by an increase in the average cost of FHLB advances, as the Company prepaid such advances which carried lower average rates than the remaining FHLB advances.

Non-interest Income

Third quarter 2012 non-interest income increased to $273.7 million, as compared to $240.3 million for the second quarter 2012. Excluding the provision related to the representation and warranty reserve (discussed in Credit-Related Costs and Asset Quality below), non-interest income increased to $398.2 million for the third quarter 2012, as compared to $286.4 million for the second quarter 2012. This increase was primarily driven by an increase in net gain on loan sales.

Third quarter 2012 net gain on loan sales increased to $334.4 million, as compared to $212.7 million for the second quarter 2012. This $121.7 increase was driven by increases in both residential first mortgage rate lock commitments and sales of residential first mortgage loans, as well as an increase in gain on loan sale margin. In late 2011, the Company executed a number of mortgage banking initiatives designed to leverage vast distribution and longstanding customer relationships, intended to grow wholesale customer relationships and increase mortgage market share. Specifically, the Company added staff to facilitate loan growth, including reworking process flows for improved efficiency, as well as increasing underwriting and fulfillment staffing levels, while simultaneously implementing more robust quality control measures. As a result of these initiatives and the continued dislocation in the mortgage market space, the Company has been able to gain market share as it continues its emphasis as a top national mortgage lender.

Gain on loan sale margin is calculated based on residential first mortgage rate lock commitments and actual sales of residential first mortgage loans, and is net of sales expenses, hedging costs and provisions related to the representation and warranty reserve (i.e., the portion of the reserve established at the time of sale). Gain on loan sale margin increased to 2.42 percent for the third quarter 2012, as compared to 1.66 percent for the second quarter 2012. The increase from prior quarter was driven by a continuing increase in residential mortgage volume to near record levels, which drove a corresponding increase in margin as the Company manages to its production capacity and targeted service levels.

Residential first mortgage rate lock commitments increased to $18.1 billion for the third quarter 2012, as compared to $17.5 billion for the second quarter 2012. Loan sales of residential first mortgage loans also increased for the third quarter 2012 to $13.9 billion, as compared to $12.8 billion for the second quarter 2012.



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Mortgage loan originations, which are principally comprised of agency-eligible residential first mortgage loans, increased to $14.5 billion for the third quarter 2012, as compared to $12.5 billion for the second quarter 2012.

Net gain on securities available-for-sale was $2.6 million for the third quarter 2012, reflecting the gain from the sale of the Company's remaining non-agency collateralized mortgage obligations and seasoned agency securities completed during the quarter. As a result of the sale of these securities, the Company also recognized $19.9 million of tax benefit representing the recognition of the residual tax effect associated with previously unrealized losses on these securities recorded in other comprehensive income. At September 30, 2012, the Company had net deferred tax assets of $309.1 million, as compared to $348.2 at June 30, 2012, which have been entirely offset by a valuation allowance.

Net servicing revenue, which is the combination of net loan administration income (including the off-balance sheet hedges of mortgage servicing rights) and the gain (loss) on trading securities (i.e., the on-balance sheet hedges of mortgage servicing rights), decreased to $11.3 million for the third quarter 2012, as compared to $28.7 million for the third quarter 2012. This decrease from the prior quarter reflects the decline in the fair value of the mortgage servicing rights as prepayment speeds increased due to increased refinance volumes driven by lower levels of market interest rates during the third quarter, as well as a decline in overall hedge performance associated with an increase in volatility in the mortgage, swap and treasury markets.

Credit-Related Costs and Asset Quality

For the third quarter 2012, total credit-related costs increased to $189.7 million, as compared to $127.6 million for the second quarter 2012 (see non-GAAP reconciliation). The increase from prior quarter was driven primarily by an increase in the representation and warranty reserve due to an increase in forecasted demands from the government sponsored entities ("GSEs") and an increase in the allowance for loan losses, despite an improvement in overall delinquent loan trends from the prior quarter.
   
The Company maintains a representation and warranty reserve on the balance sheet, which reflects an estimate of probable losses that may occur on both loans that have been sold or securitized into the secondary market and those currently in the repurchase pipeline, primarily to the GSEs. At September 30, 2012, the representation and warranty reserve was $202.0 million, a 25.5 percent increase as compared to $161.0 million at June 30, 2012. Provisions related to the representation and warranty reserve were $124.5 million for the third quarter 2012, as compared to $46.0 million for the second quarter 2012. The increase from the prior quarter reflects both the $41.0 million increase in the representation and warranty reserve and a $57.3 million increase in net charge-offs of loan repurchases.
  
The increase in representation and warranty reserve from prior quarter reflects two major components. First, recent changes in behavior by and enhanced transparency from the GSEs, primarily related to loans originated prior to 2009 (i.e., pre-2009 vintages), caused an increase in forecasted demands. Second, during the third quarter 2012 the Company made a number of enhancements to the repurchase operations, including installing new leadership, adding full time employees and increasing processing capacity. Part of the Company's enhancements included a significant effort during the third quarter 2012 to reduce the size and improve the aging of the current repurchase demand pipeline. As a result of these efforts, net-charge offs of loans repurchases increased significantly from the prior quarter, which had a negative impact on the Company's loss rates in the model, driving an increase in reserves.

The Company also experienced several encouraging trends during the third quarter 2012, including a 35 percent decrease in GSE repurchase audit file review requests from the prior quarter, a 26 percent decrease in new GSE repurchase demands from the prior quarter, and a $44.2 million decrease from the prior quarter in the total repurchase pipeline.

At September 30, 2012, the allowance for loan losses increased to $305.0 million, as compared to $287.0 million at June 30, 2012. The increase from the prior quarter was, in part, attributable to an increase in the consumer allowance for loan losses, reflecting management's view of probable losses on loan characteristics of performing

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consumer loans, specifically interest-only and adjustable rate mortgages. The increase from prior quarter was also driven by an increase in allowance for loan losses to reflect management's view of higher probable losses within the portfolio of troubled debt restructurings ("TDRs"). Commercial allowance for loan losses decreased from the prior quarter due to a decline in both the overall balance and level of non-performing loans in the legacy commercial real estate loan portfolio.

At September 30, 2012, the ratio of the allowance for loan losses to loans held-for-investment increased to 4.7 percent and the ratio of the allowance for loan losses to non-performing loans held-for-investment increased to 76.5 percent, as compared to 4.4 percent and 66.5 percent, respectively, at June 30, 2012.

The provision for loan losses in the third quarter 2012 decreased to $52.6 million, as compared to $58.4 million for the second quarter 2012. The decrease in third quarter 2012 provision for loan losses is primarily attributable to a decrease in net charge-offs from the prior quarter.

Total non-performing loans decreased to $398.9 million at September 30, 2012, as compared to $431.6 million at June 30, 2012. The decrease from the prior quarter was driven by decreases in both non-performing residential first mortgage and commercial real estate loans. The Company believes that the decline in non-performing residential first mortgage loans was driven by gradually improving economic conditions and effective risk mitigation activities. The decrease in non-performing commercial real estate loans was driven by pay-offs, dispositions, transfers to repossessed assets and net charge-offs.

Total past due loans (i.e., 30 day or more past due) also decreased to $489.6 million at September 30, 2012, as compared to $522.5 million at June 30, 2012, primarily driven by decreases in both consumer and commercial non-performing loans.

Asset resolution expense, which includes expenses associated with foreclosed properties (including the foreclosure claims in process with respect to government insured loans for which the Bank files claims with the U.S. Department of Housing and Urban Development) decreased to $12.5 million for the third quarter 2012, as compared to $20.9 million for the second quarter 2012. During the quarter, the Company participated in a HUD-coordinated market auction of loans repurchased with government guarantees, and which would involve a conveyance in an accelerated fashion of $302.4 million ($127.7 million received during third quarter 2012 with the remainder expected to be received during fourth quarter 2012) of such loans at par value. As a result, the Company recognized a reduction in otherwise expected curtailments of debenture interest income, which resulted in a benefit of $7.8 million that was applied against asset resolution expense during the third quarter 2012.
Non-interest Expense

Third quarter 2012 non-interest expense increased to $233.5 million, as compared to $169.5 million for the second quarter 2012. Excluding asset resolution expense (discussed in Credit-Related Costs and Asset Quality above), non-interest expense increased to $221.0 million for the third quarter 2012, as compared to $148.6 million for the second quarter 2012. The 37.8 percent increase in non-interest expense from the prior quarter reflects increases in general and administrative expenses and a $15.2 million loss on extinguishment of debt relating to the prepayment of FHLB advances.

The efficiency ratio, as adjusted to exclude credit-related costs, was 46.9 percent for the third quarter 2012, as compared to 41.2 percent for the second quarter 2012 (see non-GAAP reconciliation).

Compensation and benefits increased slightly to $67.4 million for the third quarter 2012, as compared to $65.4 million for the second quarter 2012. Commission expense also increased to $19.9 million for the third quarter 2012, as compared to $17.8 million for the second quarter 2012, driven by a 15.7 percent increase in mortgage loan originations during the quarter.


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Warrant expense for the third quarter 2012 was $1.5 million, as compared to income of $(0.6) million for the second quarter 2012. The increase in expense reflects the increase in the market price of the Company's common stock since the end of the second quarter 2012, and therefore the corresponding increase in outstanding warrant liability.

General and administrative expense increased to $83.5 million for the third quarter 2012, as compared to $34.8 million for the second quarter 2012. The increase from prior quarter primarily reflects the Company's assessment of overall exposure from pending and threatened litigation, and a resulting $40.0 million increase in the reserve for such matters.

Capital

The Bank was considered "well-capitalized" for regulatory purposes at September 30, 2012, and had regulatory capital ratios of 9.31 percent for the Tier 1 capital ratio (to adjusted total assets) and 17.58 percent for the total risk-based capital ratio (to risk-weighted assets). At September 30, 2012, the Company had a Tier 1 common capital ratio (to risk-weighted assets) of 10.32 percent and an equity-to-assets ratio of 8.39 percent.

Balance Sheet and Funding

Total assets at September 30, 2012 were $14.9 billion, as compared to $14.4 billion at June 30, 2012. The increase from the prior quarter was primarily the result of a $792.5 million increase in loans held-for-sale due to higher mortgage loan originations during the quarter, partially offset by a $225.9 million decrease in investment securities available-for-sale relating to the sale of non-agency collateralized mortgage obligations.

Loans are primarily funded with deposits obtained through branches in Michigan and from public units, as well as from deposits obtained in prior years from investment banking firms and not yet matured. Funds are also obtained through loan repayments and sales of loans and securities in the ordinary course of business, advances from the FHLB in varying maturities depending on current needs, customer escrow accounts and security repurchase agreements. Several of these sources are relied upon at different times to address daily and forecasted liquidity needs for operational requirements and policy levels while managing overall net interest costs and interest rate risk.

Total deposits were $9.5 billion at September 30, 2012, an increase of $566.3 million as compared to June 30, 2012, more than offsetting the prepayment of FHLB advances. The mix of retail deposits shifted from savings accounts to certificates of deposit, as consumers generally sought higher yields in reaction to a prolonged low interest rate environment.

During the third quarter 2012, the Company entered into a three-year agreement with the University of Michigan to become an official sponsor of the university's athletic program. The Company believes that this agreement, along with other advertising efforts, should increase brand awareness in Michigan, thus helping to generate additional core deposits in the state, and contributing towards funding needed to support its planned loan growth.

At September 30, 2012, the Bank had approximately $1.0 billion of cash on hand and interest-earning deposits, as compared to $1.3 billion at June 30, 2012. The Bank also maintains a line of credit with the FHLB under which borrowings are collateralized by residential first mortgage loans and other assets of the Bank. At September 30, 2012, the Bank had outstanding long-term borrowings from the FHLB of $2.9 billion, as compared to $3.4 billion at June 30, 2012. This was a result of the Bank's prepayment of $500.0 million of long-term advances during the third quarter 2012, at a cost of $15.2 million. The Bank prepaid the advances as part of its ongoing balance sheet management strategies to shift funding sources from borrowings to deposits and to help generate stronger net interest margin going forward with its super-community bank model. At September 30, 2012, the Bank had an additional $1.2 billion of collateralized borrowing capacity available at the FHLB.

Recent Developments

On October 1, 2012, the Company announced that its and the Bank's respective Boards of Directors appointed Michael J. Tierney to serve as President of the Company and the Bank, effective immediately, and as Chief

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Executive Officer of each entity, effective November 1, 2012, in each case subject to receipt of regulatory non-objection. Such non-objection has since been received from both the Bank's and Company's regulators. Upon becoming CEO, Mr. Tierney will join the Company's Board of Directors. The Company also announced that John D. Lewis, Managing Director of Donnelly Penman & Partners and former Vice Chairman of Comerica Bank, has been appointed a director of the Company and the Bank and will serve as Non-Executive Chairman of their respective Boards of Directors, in each case subject to receipt of regulatory non-objection.

On October 23, 2012, the Bank entered into a consent order (the "Consent Order") with the Office of the Comptroller of the Currency (the “OCC”). The Consent Order reflects matters identified by the OCC during supervisory examinations of the Bank conducted mainly in the fourth quarter of 2011 and the first quarter of 2012. Regulatory supervision of the Bank transitioned from the Office of Thrift Supervision (the “OTS”) to the OCC, which under the Dodd-Frank Act became the Bank's primary regulator in July 2011. The Consent Order replaces a previous OTS enforcement action. More details will be provided on Form 8-K, which the Company intends to file on October 23, 2012.

Earnings Conference Call

As previously announced, the Company's quarterly earnings conference call will be held on Wednesday, October 24, 2012 from 11 a.m. until Noon (Eastern).

Questions may be asked during the conference call or by emailing questions in advance to investors@flagstar.com

To join the call, please dial (800) 533-7954 toll free or (785) 830-1924, and use passcode: 2703194. Please call at least 10 minutes before the call is scheduled to begin. A replay will be available for five business days by calling (888) 203-1112 toll free or (719) 457-0820, using passcode: 2703194.

The conference call will also be available as a live audiocast on the Investor Relations section of flagstar.com. It will be archived on that site and will be available for replay and download. A slide presentation to accompany the conference call will also be posted on the site.

About Flagstar

Flagstar Bancorp, Inc. (NYSE: FBC) is the holding company for Flagstar Bank, a full-service financial institution offering a range of products and services to consumers, businesses, and homeowners. With $14.9 billion in total assets at September 30, 2012, Flagstar is the largest publicly held savings bank headquartered in the Midwest. As of September 30, 2012, Flagstar operated 111 branches in Michigan, 31 home loan centers in 14 states, and a total of four commercial banking offices in Massachusetts, Connecticut, and Rhode Island. Flagstar originates loans nationwide and is one of the leading originators of residential first mortgage loans. For more information, please visit flagstar.com.

Non-GAAP

This press release contains both financial measures based on accounting principles generally accepted in the United States (GAAP) and non-GAAP based financial measures, which are used where management believes it to be helpful in understanding the Company's results of operations or financial position. Where non-GAAP financial measures are used, the comparable GAAP financial measure, as well as the reconciliation to the comparable GAAP financial measure, can be found in this press release. These disclosures should not be viewed as a substitute for operating results determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies.



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Forward Looking Statements

This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Forward-looking statements, by their nature, involve estimates, projections, goals, forecasts, assumptions, risks and uncertainties that are difficult to predict and could cause actual results or outcomes to differ materially from those expressed in a forward-looking statement. Forward-looking statements contained in this press release and any information related to expectations about future events or results are based upon information available to the Company as of the date hereof. Forward-looking statements can be identified by such words as "anticipates," "intends," "plans," "seeks," "believes," "expects", "estimates," and similar references to future periods. Examples of forward-looking statements include, but are not limited to, statements made regarding the Company's results of operations, current expectations, plans or forecasts of core business drivers, credit related costs, asset quality, capital adequacy and liquidity, the implementation of the Company's business plan and growth strategies, and other similar matters. Although we believe that these forward-looking statements are based on reasonable estimates and assumptions, they are not guarantees of future performance and are subject to known and unknown risks, uncertainties, contingencies, and other factors. Accordingly, we cannot give you any assurance that our expectations will in fact occur or that actual results will not differ materially from those expressed or implied by such forward-looking statements. We caution you not to place undue reliance on any forward-looking statement and to consider all of the following uncertainties and risks, as well as those more fully discussed in the Company's filings with the Securities and Exchange Commission ("SEC"), including, but not limited to, our Forms 10-K and 10-Q: volatile interest rates that impact, among other things, the mortgage banking business, our ability to originate loans and sell assets at a profit, prepayment speeds and our cost of funds; changes in regulatory capital requirements or an inability to achieve or maintain desired capital ratios; actions of mortgage loan purchasers, guarantors and insurers regarding repurchases and indemnity demands and uncertainty related to foreclosure procedures; uncertainty regarding pending and threatened litigation; our ability to control credit related costs and forecast the adequacy of reserves; and the imposition of regulatory enforcement actions against us; and our compliance with the Consent Order. Except to the extent required under the federal securities laws and the rules and regulations promulgated by the SEC, the Company undertakes no obligation to update any such statement to reflect events or circumstances after the date on which it is made.

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Flagstar Bancorp, Inc.
Consolidated Statements of Financial Condition
(In thousands, except share data)
 
September 30, 2012
 
June 30, 2012
 
December 31, 2011
 
September 30, 2011
Assets
(Unaudited)
 
(Unaudited)
 
 
 
(Unaudited)
    Cash and cash items
$
53,883

 
$
71,184

 
$
49,715

 
$
63,288

    Interest-earning deposits
949,514

 
1,199,205

 
681,343

 
839,510

         Cash and cash equivalents
1,003,397

 
1,270,389

 
731,058

 
902,798

    Securities classified as trading
170,073

 
169,834

 
313,383

 
312,766

    Securities classified as available-for-sale
198,861

 
424,765

 
481,352

 
521,259

Loans held-for-sale
3,251,936

 
2,459,482

 
1,800,885

 
2,080,926

    Loans repurchased with government guarantees
1,931,163

 
1,999,110

 
1,899,267

 
1,745,974

Loans held-for-investment
6,552,399

 
6,550,257

 
7,038,587

 
6,821,737

         Less: allowance for loan losses
(305,000
)
 
(287,000
)
 
(318,000
)
 
(282,000
)
         Loans held-for-investment, net
6,247,399

 
6,263,257

 
6,720,587

 
6,539,737

             Total interest-earning assets
12,748,946

 
12,515,653

 
11,896,817

 
12,040,172

    Accrued interest receivable
106,458

 
103,985

 
105,200

 
100,442

    Repossessed assets, net
119,468

 
107,235

 
114,715

 
113,365

    Federal Home Loan Bank stock
301,737

 
301,737

 
301,737

 
301,737

    Premises and equipment, net
211,981

 
209,126

 
203,578

 
250,674

    Mortgage servicing rights
686,799

 
638,865

 
510,475

 
437,338

    Other assets
669,950

 
420,661

 
455,236

 
427,013

             Total assets
$
14,899,222

 
$
14,368,446

 
$
13,637,473

 
$
13,734,029

Liabilities and Stockholders' Equity
 
 
 
 
 
 
 
    Deposits
$
9,489,169

 
$
8,922,847

 
$
7,689,988

 
$
8,128,258

    Federal Home Loan Bank advances
3,088,000

 
3,400,000

 
3,953,000

 
3,615,000

    Long-term debt
248,560

 
248,585

 
248,585

 
248,585

            Total interest-bearing liabilities
12,825,729

 
12,571,432

 
11,891,573

 
11,991,843

    Accrued interest payable
12,522

 
12,271

 
8,723

 
8,452

    Representation and warranty reserve
202,000

 
161,000

 
120,000

 
85,000

Other liabilities
608,372

 
445,394

 
537,461

 
489,395

            Total liabilities
13,648,623

 
13,190,097

 
12,557,757

 
12,574,690

    Stockholders' Equity
 
 
 
 
 
 
 
Preferred stock
258,973

 
257,556

 
254,732

 
253,344

Common stock
5,583

 
5,577

 
5,558

 
5,550

    Additional paid in capital
1,470,355

 
1,468,905

 
1,466,461

 
1,465,554

    Accumulated other comprehensive (loss) income
(2,042
)
 
8,274

 
(7,819
)
 
(4,074
)
    Accumulated deficit
(482,270
)
 
(561,963
)
 
(639,216
)
 
(561,035
)
            Total stockholders' equity
1,250,599

 
1,178,349

 
1,079,716

 
1,159,339

            Total liabilities and stockholders' equity
$
14,899,222

 
$
14,368,446

 
$
13,637,473

 
$
13,734,029



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Flagstar Bancorp, Inc.
 Consolidated Statements of Operations
 (In thousands, except per share data)
 (Unaudited)

 
For the Three Months Ended
 
For the Nine Months Ended
 
September 30,
2012
 
June 30,
2012
 
September 30,
2011
 
September 30,
2012
 
September 30,
2011
 Interest Income
 
 
 
 
 
 
 
 
 
 Loans
$
114,158

 
$
115,611

 
$
109,966

 
$
343,677

 
$
310,234

 Securities classified as available-for-sale
 or trading
4,912

 
6,850

 
9,626

 
20,333

 
26,673

 Interest-earning deposits and other
672

 
462

 
433

 
1,546

 
2,358

    Total interest income
119,742

 
122,923

 
120,025

 
365,556

 
339,265

 Interest Expense
 
 
 
 
 
 
 
 
 
 Deposits
17,819

 
18,321

 
22,679

 
55,126

 
74,603

 FHLB advances
27,091

 
27,386

 
30,121

 
81,870

 
90,317

 Other
1,753

 
1,738

 
1,611

 
5,270

 
4,834

    Total interest expense
46,663

 
47,445

 
54,411

 
142,266

 
169,754

 Net interest income
73,079

 
75,478

 
65,614

 
223,290

 
169,511

 Provision for loan losses
52,595

 
58,428

 
36,690

 
225,696

 
113,383

Net interest income (expense) after provision for loan losses
20,484

 
17,050

 
28,924

 
(2,406
)
 
56,128

 Non-Interest Income
 
 
 
 
 
 
 
 
 
 Loan fees and charges
37,359

 
34,783

 
18,383

 
102,116

 
49,233

 Deposit fees and charges
5,255

 
5,039

 
7,953

 
15,216

 
23,297

 Loan administration
11,099

 
25,012

 
(3,478
)
 
74,997

 
66,308

 Gain (loss) on trading securities
237

 
3,711

 
20,385

 
(2,023
)
 
20,414

 Loss on transferors' interest
(118
)
 
(1,244
)
 
(186
)
 
(1,771
)
 
(4,825
)
 Net gain on loan sales
334,427

 
212,666

 
103,858

 
751,945

 
193,869

 Net loss on sales of mortgage servicing rights
(1,332
)
 
(983
)
 
(2,587
)
 
(4,631
)
 
(5,080
)
 Net gain on securities available-for-sale
2,616

 
20

 

 
2,946

 

 Net (loss) gain on sale of assets

 
(26
)
 
1,041

 

 
1,297

    Total other-than-temporary impairment
    (loss) gain

 
(1,707
)
 
51,003

 
2,810

 
35,993

Gain (loss) recognized in other comprehensive income before taxes

 
690

 
(52,325
)
 
(5,002
)
 
(52,899
)
 Net impairment losses recognized in
 earnings

 
(1,017
)
 
(1,322
)
 
(2,192
)
 
(16,906
)
 Representation and warranty reserve -
 change in estimate
(124,492
)
 
(46,028
)
 
(38,985
)
 
(231,058
)
 
(80,776
)
 Other fees and charges, net
8,686

 
8,401

 
7,489

 
29,903

 
20,064

    Total non-interest income
273,737

 
240,334

 
112,551

 
735,448

 
266,895


10


Flagstar Bancorp, Inc.
 Consolidated Statements of Operations
 (In thousands, except per share data)
 (Unaudited)

 
For the Three Months Ended
 
For the Nine Months Ended
 
September 30,
2012
 
June 30,
2012
 
September 30,
2011
 
September 30,
2012
 
September 30,
2011
 Non-Interest Expense
 
 
 
 
 
 
 
 
 
 Compensation and benefits
67,386

 
65,402

 
55,238

 
198,776

 
164,701

 Commissions
19,888

 
17,838

 
10,188

 
53,193

 
25,193

 Occupancy and equipment
18,833

 
18,706

 
17,083

 
54,490

 
50,669

 Asset resolution
12,487

 
20,851

 
34,515

 
70,108

 
95,906

 Federal insurance premiums
12,643

 
12,104

 
10,665

 
37,071

 
30,180

 Other taxes
2,036

 
370

 
647

 
3,363

 
2,178

 Warrant expense (income)
1,516

 
(551
)
 
(4,202
)
 
3,513

 
(7,027
)
 Loss on extinguishment of debt
15,246

 

 

 
15,246

 

 General and administrative
83,456

 
34,777

 
26,557

 
155,975

 
67,044

    Total non-interest expense
233,491

 
169,497

 
150,691

 
591,735

 
428,844

 Income (loss) before federal income taxes
60,730

 
87,887

 
(9,216
)
 
141,307

 
(105,821
)
 (Benefit) provision for federal income taxes
(20,380
)
 
500

 
264

 
(19,880
)
 
792

 Net income (loss)
81,110

 
87,387

 
(9,480
)
 
161,187

 
(106,613
)
 Preferred stock dividend/accretion (1)
(1,417
)
 
(1,417
)
 
(4,719
)
 
(4,241
)
 
(14,148
)
 Net income (loss) applicable to common
 stockholders
$
79,693

 
$
85,970

 
$
(14,199
)
 
$
156,946

 
$
(120,761
)
 Income (loss) per share
 
 
 
 
 
 
 
 
 
       Basic (2)
$
1.37

 
$
1.48

 
$
(0.26
)
 
$
2.63

 
$
(2.18
)
       Diluted (2)
$
1.36

 
$
1.47

 
$
(0.26
)
 
$
2.61

 
$
(2.18
)

(1)
The preferred stock dividend/accretion for the three months ended September 30, 2012 and June 30, 2012 and the nine months ended September 30, 2012, respectively, represents only the accretion. On January 27, 2012, the Company elected to defer payment of dividends and interest on the preferred stock.
(2)
Restated for a one-for-ten reverse stock split announced September 27, 2012 and began trading on October 11, 2012.

11



Flagstar Bancorp, Inc.
Summary of Selected Consolidated Financial and Statistical Data
(Dollars in thousands, except per share data)
(Unaudited)
 
For the Three Months Ended
 
For the Nine Months Ended
 
September 30, 2012
 
June 30,
2012
 
September 30, 2011
 
September 30, 2012
 
September 30, 2011
Return on average assets
2.10
%
 
2.37
%
 
(0.43
)%
 
1.43
%
 
(1.23
)%
Return on average equity
25.78
%
 
31.09
%
 
(4.90
)%
 
18.04
%
 
(13.39
)%
Efficiency ratio
67.3
%
 
53.7
%
 
84.6
 %
 
61.7
%
 
98.3
 %
Efficiency ratio (credit-adjusted) (1)
46.9
%
 
41.2
%
 
53.5
 %
 
43.8
%
 
64.4
 %
Equity-to-assets ratio (average for the period)
8.16
%
 
7.62
%
 
8.80
 %
 
7.93
%
 
9.20
 %
Mortgage loans originated (2)
$
14,513,635

 
$
12,547,017

 
$
6,926,451

 
$
38,230,061

 
$
16,425,699

Other loans originated
$
165,668

 
$
203,584

 
$
322,558

 
$
640,697

 
$
506,430

Mortgage loans sold and securitized
$
13,876,626

 
$
12,777,311

 
$
6,782,795

 
$
37,483,736

 
$
16,974,821

Interest rate spread - bank only (3)
1.84
%
 
2.10
%
 
2.02
 %
 
2.02
%
 
1.75
 %
Net interest margin - bank only (4) 
2.21
%
 
2.37
%
 
2.30
 %
 
2.33
%
 
2.01
 %
Interest rate spread - consolidated (3) 
1.81
%
 
2.08
%
 
2.01
 %
 
2.00
%
 
1.74
 %
Net interest margin - consolidated (4)
2.16
%
 
2.32
%
 
2.25
 %
 
2.28
%
 
1.96
 %
Average common shares outstanding (5)
55,801,692

 
55,740,558

 
55,448,945

 
55,735,095

 
55,400,025

Average fully diluted shares outstanding (5)
56,233,165

 
56,182,130

 
55,448,945

 
56,083,757

 
55,400,025

Average interest-earning assets
$
13,476,917

 
$
12,943,237

 
$
11,677,994

 
$
13,021,941

 
$
11,483,759

Average interest paying liabilities
$
10,737,734

 
$
11,100,307

 
$
10,337,645

 
$
10,943,347

 
$
10,365,972

Average stockholder's equity
$
1,236,411

 
$
1,106,224

 
$
1,159,825

 
$
1,160,031

 
$
1,202,923

Charge-offs to average investment loans (annualized)
2.12
%
 
3.24
%
 
1.83
 %
 
4.83
%
 
2.36
 %
 
September 30, 2012
 
June 30, 2012
 
December 31, 2011
 
September 30, 2011
Equity-to-assets ratio
8.39
%
 
8.20
%
 
7.92
%
 
8.44
%
Tier 1 capital ratio (to adjusted total assets) (6)
9.31
%
 
9.07
%
 
8.95
%
 
9.31
%
Total risk-based capital ratio (to risk-weighted assets) (6)
17.58
%
 
17.03
%
 
16.64
%
 
17.64
%
Book value per common share (5)
$
17.76

 
$
16.50

 
$
14.80

 
$
16.30

Number of common shares outstanding (5)
55,828,470

 
55,772,262

 
55,577,564

 
55,501,501

Mortgage loans serviced for others
$
82,414.799

 
$
76,192,099

 
$
63,770,676

 
$
56,772,598

Weighted average service fee (basis points)
30.1

 
30.4

 
30.8

 
30.5

Capitalized value of mortgage servicing rights
0.83
%
 
0.84
%
 
0.80
%
 
0.77
%
Ratio of allowance for loan losses to non-performing loans held-for-investment (7)
76.5
%
 
66.5
%
 
65.1
%
 
63.4
%
Ratio of allowance for loan losses to loans held-for-investment (7)
4.65
%
 
4.38
%
 
4.52
%
 
4.13
%
Ratio of non-performing assets to total assets (bank only)
3.48
%
 
3.75
%
 
4.43
%
 
4.09
%
Number of bank branches
111

 
111

 
113

 
162

Number of loan origination centers
31

 
30

 
27

 
29

Number of employees (excluding loan officers and account executives)
3,240

 
3,184

 
2,839

 
2,993

Number of loan officers and account executives
336

 
336

 
297

 
306


(1)
See Non-GAAP reconciliation.
(2)
Includes residential first mortgage and second mortgage loans.
(3)
Interest rate spread is the difference between the annualized average yield earned on average interest-earning assets for the period and the annualized average rate of interest paid on average interest-bearing liabilities for the period.
(4)
Net interest margin is the annualized effect of the net interest income divided by that period's average interest-earning assets.
(5)
Restated for a 1-for-10 reverse stock split announced September 27, 2012 and began trading on October 11, 2012.
(6)
Based on adjusted total assets for purposes of core capital and risk-weighted assets for purposes of total risk-based capital. These ratios are applicable to the Bank only.
(7)
Bank only and does not include non-performing loans held-for-sale.





12



Loan Originations
(Dollars in thousands)
(Unaudited)
 
For the Three Months Ended
 
September 30, 2012
 
June 30, 2012
 
September 30, 2011
Consumer loans
 
 
 
 
 
 
 
 
    Mortgage (1)
$
14,513,635

98.8
%
 
$
12,547,017

98.4
%
 
$
6,926,451

97.6
%
    Other consumer (2)
8,489

0.1
%
 
6,501

0.1
%
 
4,338

0.1
%
Total consumer loans
14,522,124

98.9
%
 
12,553,518

98.5
%
 
6,930,789

97.7
%
Commercial loans (3)
157,179

1.1
%
 
197,083

1.5
%
 
318,220

2.3
%
Total loan originations
$
14,679,303

100.0
%
 
$
12,750,601

100.0
%
 
$
7,249,009

100.0
%
 
For the Nine Months Ended
 
September 30, 2012
 
September 30, 2011
Consumer loans
 
 
 
 
 
    Mortgage (1)
$
38,230,061

98.3
%
 
$
16,425,699

97.0
%
    Other consumer (2)
19,469

0.1
%
 
7,991

0.1
%
Total consumer loans
38,249,530

98.4
%
 
16,433,690

97.1
%
Commercial loans (3)
621,228

1.6
%
 
498,439

2.9
%
Total loan originations
$
38,870,758

100.0
%
 
$
16,932,129

100.0
%

(1)
Includes residential first mortgage and second mortgage loans.
(2)
Other consumer loans include: warehouse lending, HELOC and other consumer loans.
(3)
Commercial loans include: commercial real estate, commercial and industrial and commercial lease financing loans.

Loans Held-for-Investment
(Dollars in thousands)
(Unaudited)
 
September 30, 2012
 
June 30, 2012
 
December 31, 2011
 
September 30, 2011
Consumer loans
 
 
 
 
 
 
 
 
 
 
 
Residential first mortgage
$
3,086,096

47.1
%
 
$
3,102,137

47.4
%
 
$
3,749,821

53.1
%
 
$
3,828,114

56.2
%
Second mortgage
122,286

1.9
%
 
127,434

1.9
%
 
138,912

2.0
%
 
146,501

2.1
%
Warehouse lending
1,307,292

20.0
%
 
1,261,442

19.3
%
 
1,173,898

16.7
%
 
995,663

14.6
%
HELOC
192,117

2.9
%
 
198,228

3.0
%
 
221,986

3.2
%
 
232,796

3.4
%
Other
53,188

0.8
%
 
57,605

0.9
%
 
67,613

1.0
%
 
73,127

1.1
%
    Total consumer loans
4,760,979

72.7
%
 
4,746,846

72.5
%
 
5,352,230

76.0
%
 
5,276,201

77.4
%
Commercial loans
 
 
 
 
 
 
 
 
 
 
 
Commercial real estate
1,005,498

15.3
%
 
1,075,015

16.4
%
 
1,242,969

17.7
%
 
1,268,878

18.6
%
Commercial and industrial
597,273

9.1
%
 
569,288

8.7
%
 
328,879

4.7
%
 
234,148

3.4
%
Commercial lease financing
188,649

2.9
%
 
159,108

2.4
%
 
114,509

1.6
%
 
42,510

0.6
%
    Total commercial loans
1,791,420

27.3
%
 
1,803,411

27.5
%
 
1,686,357

24.0
%
 
1,545,536

22.6
%
     Total loans held-for-investment
$
6,552,399

100.0
%
 
$
6,550,257

100.0
%
 
$
7,038,587

100.0
%
 
$
6,821,737

100.0
%

13



Allowance for Loan Losses
(Dollars in thousands)
(Unaudited)
 
For the Three Months Ended
 
For the Nine Months Ended
 
September 30, 2012
 
June 30, 2012
 
September 30, 2011
 
September 30, 2012
 
September 30, 2011
Beginning balance
$
287,000

 
$
281,000

 
$
274,000

 
$
318,000

 
$
274,000

Provision for loan losses
52,595

 
58,428

 
36,690

 
225,696

 
113,383

Charge-offs
 
 
 
 
 
 
 
 
 
Consumer loans
 
 
 
 
 
 
 
 
 
     Residential first mortgage
(23,999
)
 
(22,570
)
 
(11,233
)
 
(142,001
)
 
(22,517
)
     Second mortgage
(3,990
)
 
(4,057
)
 
(4,629
)
 
(13,330
)
 
(16,545
)
     Warehouse lending

 

 
(272
)
 

 
(560
)
     HELOC
(1,483
)
 
(4,257
)
 
(3,477
)
 
(12,159
)
 
(13,465
)
     Other
(892
)
 
(728
)
 
(1,208
)
 
(2,810
)
 
(3,813
)
 Total consumer loans
(30,364
)
 
(31,612
)
 
(20,819
)
 
(170,300
)
 
(56,900
)
Commercial loans
 
 
 
 
 
 
 
 
 
     Commercial real estate
(15,532
)
 
(31,277
)
 
(9,853
)
 
(91,842
)
 
(55,099
)
     Commercial and industrial
(12
)
 
(23
)
 
(587
)
 
(1,616
)
 
(644
)
 Total commercial loans
(15,544
)
 
(31,300
)
 
(10,440
)
 
(93,458
)
 
(55,743
)
Total charge-offs
(45,908
)
 
(62,912
)
 
(31,259
)
 
(263,758
)
 
(112,643
)
Recoveries
 
 
 
 
 
 
 
 
 
Consumer loans
 
 
 
 
 
 
 
 
 
     Residential first mortgage
5,899

 
6,582

 
756

 
13,031

 
1,251

     Second mortgage
428

 
1,039

 
371

 
1,716

 
1,581

     Warehouse lending

 

 

 

 
5

     HELOC
44

 
93

 
524

 
394

 
1,453

     Other
448

 
395

 
423

 
1,055

 
1,284

Total consumer loans
6,819

 
8,109

 
2,074

 
16,196

 
5,574

Commercial loans
 
 
 
 
 
 
 
 
 
     Commercial real estate
4,461

 
2,344

 
373

 
8,797

 
1,564

     Commercial and industrial
33

 
31

 
122

 
69

 
122

Total commercial loans
4,494

 
2,375

 
495

 
8,866

 
1,686

Total recoveries
11,313

 
10,484

 
2,569

 
25,062

 
7,260

Charge-offs, net of recoveries
(34,595
)
 
(52,428
)
 
(28,690
)
 
(238,696
)
 
(105,383
)
Ending balance
$
305,000

 
$
287,000

 
$
282,000

 
$
305,000

 
$
282,000

Net charge-off ratio (annualized)
2.12
%
 
3.24
%
 
1.83
%
 
4.83
%
 
2.36
%

Representation and Warranty Reserve
(Dollars in thousands)
(Unaudited)
 
 
For the Three Months Ended
 
For the Nine Months Ended
 
September 30, 2012
June 30, 2012
September 30, 2011
 
September 30, 2012
September 30, 2011
 
(Dollars in thousands)
 Balance, beginning of period
$
161,000

$
142,000

$
79,400

 
$
120,000

$
79,400

 Provision
 
 
 
 
 
 
 
Charged to gain on sale for current loan sales
6,432

5,643

1,797

 
17,126

5,511

 
Charged to representation and warranty reserve - change in estimate
124,492

46,028

38,985

 
231,058

80,776

 
Total
130,924

51,671

40,782

 
248,184

86,287

 Charge-offs, net
(89,924
)
(32,671
)
(35,182
)
 
(166,184
)
(80,687
)
 Balance, end of period
$
202,000

$
161,000

$
85,000

 
$
202,000

$
85,000





14


Composition of Allowance for Loan Losses
(In thousands)
(Unaudited)
September 30, 2012
Collectively Evaluated Reserves (1)
 
Individually Evaluated Reserves (2)
 
Total
Consumer loans
 
 
 
 
 
   Residential first mortgage
$
74,950

 
$
129,902

 
$
204,852

   Second mortgage
12,478

 
6,410

 
18,888

   Warehouse lending 
1,038

 

 
1,038

   HELOC
15,216

 
2,340

 
17,556

   Other
2,229

 

 
2,229

Total consumer loans
105,911

 
138,652

 
244,563

Commercial loans
 
 
 
 
 
   Commercial real estate
47,113

 
1,722

 
48,835

   Commercial and industrial
8,857

 
20

 
8,877

   Commercial lease financing 
2,725

 

 
2,725

Total commercial loans
58,695

 
1,742

 
60,437

Total allowance for loan losses
$
164,606

 
$
140,394

 
$
305,000

June 30, 2012
 
 
 
 
 
Consumer loans
 
 
 
 
 
   Residential first mortgage
$
75,887

 
$
99,829

 
$
175,716

   Second mortgage
14,654

 
5,429

 
20,083

   Warehouse lending 
1,556

 

 
1,556

   HELOC
15,073

 
2,780

 
17,853

   Other
2,502

 
83

 
2,585

Total consumer loans
109,672

 
108,121

 
217,793

Commercial loans
 
 
 
 
 
   Commercial real estate
48,703

 
9,704

 
58,407

   Commercial and industrial
8,485

 
23

 
8,508

   Commercial lease financing 
2,292

 

 
2,292

Total commercial loans
59,480

 
9,727

 
69,207

Total allowance for loan losses
$
169,152

 
$
117,848

 
$
287,000


(1)
Represents loans collectively evaluated for impairment in accordance with ASC 450-20, Loss Contingencies (formerly FAS 5), and pursuant to amendments by ASU 2010-20 regarding allowance for unimpaired loans.
(2)
Represents loans individually evaluated for impairment in accordance with ASC 310-10, Receivables (formerly FAS 114), and pursuant to amendments by ASU 2010-20 regarding allowance for impaired loans.

Non-Performing Loans and Assets
(Dollars in thousands)
(Unaudited)
 
September 30, 2012
 
June 30, 2012
 
December 31, 2011
 
September 30, 2011
Non-performing loans held-for-investment
$
398,948

 
$
431,599

 
$
488,367

 
$
444,887

Real estate and other non-performing assets, net
119,468

 
107,235

 
114,715

 
113,365

Non‑performing assets held-for-investment, net
518,416

 
538,834

 
603,082

 
558,252

Non-performing loans available-for-sale
2,086

 
2,430

 
4,573

 
3,331

Total non-performing assets including loans
available-for-sale
$
520,502

 
$
541,264

 
$
607,655

 
$
561,583

Ratio of non-performing assets to total assets (Bank only)
3.48
%
 
3.75
%
 
4.43
%
 
4.09
%
Ratio of non-performing loans held-for-
investment to loans held-for-investment
6.09
%
 
6.59
%
 
6.94
%
 
6.52
%



15


Asset Quality - Loans Held-for-Investment
(Dollars in thousands)
(Unaudited)
 
30-59 Days Past Due
60-89 Days Past Due
Greater than 90 days
Total Past Due
Total Investment Loans
September 30, 2012
 
 
 
 
 
Consumer loans (1)
$
53,919

$
26,697

$
276,319

$
356,935

$
4,760,979

Commercial loans (1)
9,563

432

122,629

132,624

1,791,420

     Total loans
$
63,482

$
27,129

$
398,948

$
489,559

$
6,552,399

June 30, 2012
 
 
 
 
 
Consumer loans (1)
$
62,123

$
24,762

$
293,474

$
380,359

$
4,746,846

Commercial loans (1)
1,719

2,345

138,125

142,189

1,803,411

     Total loans
$
63,842

$
27,107

$
431,599

$
522,548

$
6,550,257

December 31, 2011
 
 
 
 
 
Consumer loans (1)
$
83,670

$
41,602

$
387,362

$
512,634

$
5,352,230

Commercial loans (1)
7,464

12,385

101,005

120,854

1,686,357

     Total loans
$
91,134

$
53,987

$
488,367

$
633,488

$
7,038,587

September 30, 2011
 
 
 
 
 
Consumer loans (1)
$
91,318

$
46,023

$
352,429

$
489,770

$
5,276,201

Commercial loans (1)
13,699

10,454

92,458

116,611

1,545,536

     Total loans
$
105,017

$
56,477

$
444,887

$
606,381

$
6,821,737


(1)
Consumer loans include: residential first mortgage, second mortgage, warehouse lending, HELOC, and other consumer loans. Commercial loans include: commercial real estate, commercial and industrial, and commercial lease financing loans.

Troubled Debt Restructurings
(Dollars in thousands)
(Unaudited)
 
TDRs
 
Performing
 
Non-performing
 
Total
September 30, 2012
(Dollars in thousands)
Consumer loans
$
612,956

 
$
106,250

 
$
719,206

Commercial loans
1,329

 
3,230

 
4,559

Total TDRs
$
614,285

 
$
109,480

 
$
723,765

 
 
 
 
 
 
June 30, 2012
 
 
 
 
 
Consumer loans
$
574,359

 
$
126,312

 
$
700,671

Commercial loans
1,738

 
6,776

 
8,514

Total TDRs
$
576,097

 
$
133,088

 
$
709,185

 
 
 
 
 
 
December 31, 2011
 
 
 
 
 
Consumer loans
$
499,438

 
$
167,076

 
$
666,514

Commercial loans
17,737

 
29,509

 
47,246

Total TDRs
$
517,175

 
$
196,585

 
$
713,760

 
 
 
 
 
 
September 30, 2011
 
 
 
 
 
Consumer loans
$
492,486

 
$
137,942

 
$
630,428

Commercial loans
21,318

 
26,861

 
48,179

Total TDRs
$
513,804

 
$
164,803

 
$
678,607




16


Gain on Loan Sales and Securitizations
(Dollars in thousands)
(Unaudited)
 
For the Three Months Ended
 
September 30, 2012
 
June 30, 2012
 
September 30, 2011
Description
(000's)
bps
 
(000's)
bps
 
(000's)
bps
Valuation gain (loss)
 
 
 
 
 
 
 
 
Value of interest rate locks
$
97,176

73

 
$
64,123

50

 
$
79,078

117

Value of forward sales
(91,329
)
(68
)
 
(47,126
)
(37
)
 
(52,573
)
(78
)
Fair value of loans held-for-sale
273,270

198

 
176,741

138

 
132,285

195

Total valuation gains
279,117

203

 
193,738

151

 
158,790

234

 
 
 
 
 
 
 
 
 
Sales gains (losses)
 
 
 
 
 
 
 
 
Marketing gains, net of adjustments
218,262

157

 
180,691

141

 
94,942

140

Pair-off (losses) gains
(156,520
)
(113
)
 
(156,120
)
(122
)
 
(148,078
)
(218
)
Provision for representation and warranty reserve
(6,432
)
(5
)
 
(5,643
)
(4
)
 
(1,796
)
(3
)
Total sales gains
55,310

39

 
18,928

15

 
(54,932
)
(81
)
Total gain on loan sales and securitizations
$
334,427

242

 
$
212,666

166

 
$
103,858

153

Total mortgage rate lock commitments
$
18,089,000

 
 
$
17,534,000

 
 
$
13,097,000

 
Total loan sales and securitizations
$
13,876,626

 
 
$
12,777,311

 
 
$
6,782,795

 

 
For the Nine Months Ended
 
September 30, 2012
 
September 30, 2011
Description
(000's)
bps
 
(000's)
bps
Valuation gain (loss)
 
 
 
 
 
Value of interest rate locks
$
158,599

86

 
$
75,602

45

Value of forward sales
(94,645
)
(68
)
 
(96,591
)
(57
)
Fair value of loans held-for-sale
571,075

152

 
259,367

152

LOCOM adjustments on loans held-for-investment
(21
)

 
16


Total valuation gains
635,008

170

 
238,394

140

 
 
 
 
 
 
Sales gains (losses)
 
 
 
 
 
Marketing gains, net of adjustments
530,466

142

 
117,558

69

Pair-off (losses) gains
(396,403
)
(106
)
 
(156,572
)
(92
)
Provision for representation and warranty reserve
(17,126
)
(5
)
 
(5,511
)
(3
)
Total sales gains
116,937

31

 
(44,525
)
(26
)
Total gain on loan sales and securitizations
$
751,945

201

 
$
193,869

114

Total mortgage rate lock commitments
$
50,489,000

 
 
$
25,051,000

 
Total loan sales and securitizations
$
37,483,736

 
 
$
16,974,821

 



17


Average Balances, Yields and Rates
(Dollars in thousands)
(Unaudited)
 
For the Three Months Ended
 
September 30, 2012
 
June 30, 2012
 
September 30, 2011
 
Average Balance
Annualized
Yield/Rate
 
Average Balance
Annualized
Yield/Rate
 
Average Balance
Annualized
Yield/Rate
Interest-Earning Assets
 
Loans held-for-sale
$
3,301,860

3.70
%
 
$
2,977,233

3.91
%
 
$
2,041,173

4.35
%
Loans repurchased with government guarantees
2,070,813

2.98
%
 
2,067,022

3.36
%
 
1,790,464

3.34
%
Loans held-for-investment
 
 
 
 
 
 
 
 
     Consumer loans (1)
4,717,672

4.32
%
 
4,635,259

4.38
%
 
4,857,771

4.54
%
     Commercial loans (1)
1,815,897

3.67
%
 
1,835,897

3.97
%
 
1,429,449

4.82
%
Loans held-for-investment
6,533,569

4.14
%
 
6,471,156

4.27
%
 
6,287,220

4.60
%
Securities classified as available-for-sale or trading
505,361

3.89
%
 
642,389

4.27
%
 
840,490

4.58
%
Interest-earning deposits and other
1,065,314

0.25
%
 
785,437

0.24
%
 
718,647

0.24
%
Total interest-earning assets
13,476,917

3.54
%
 
12,943,237

3.80
%
 
11,677,994

4.09
%
Other assets
1,680,208

 
 
1,571,239

 
 
1,503,828

 
Total assets
$
15,157,125

 
 
$
14,514,476

 
 
$
13,181,822

 
Interest-Bearing Liabilities
 
 
 
 
 
 
 
 
         Demand deposits
$
364,612

0.27
%
 
$
361,916

0.24
%
 
$
401,647

0.31
%
         Savings deposits
1,768,897

0.65
%
 
1,829,592

0.75
%
 
1,250,844

0.73
%
         Money market deposits
457,425

0.46
%
 
482,296

0.49
%
 
580,508

0.65
%
         Certificate of deposits
3,227,201

1.21
%
 
3,113,134

1.27
%
 
2,811,458

1.72
%
      Total retail deposits
5,818,135

0.92
%
 
5,786,938

0.98
%
 
5,044,457

1.24
%
         Demand deposits
107,944

0.48
%
 
95,805

0.49
%
 
84,114

0.54
%
         Savings deposits
291,046

0.55
%
 
272,119

0.56
%
 
485,815

0.65
%
         Certificate of deposits
375,922

0.64
%
 
361,315

0.66
%
 
289,063

0.54
%
      Total government deposits
774,912

0.58
%
 
729,239

0.60
%
 
858,992

0.60
%
      Wholesale deposits
334,595

3.77
%
 
339,018

3.78
%
 
657,557

3.41
%
   Total deposits
6,927,642

1.02
%
 
6,855,195

1.07
%
 
6,561,006

1.37
%
   FHLB advances
3,561,532

3.03
%
 
3,996,527

2.76
%
 
3,528,054

3.39
%
   Other
248,560

2.81
%
 
248,585

2.81
%
 
248,585

2.57
%
Total interest-bearing liabilities
10,737,734

1.73
%
 
11,100,307

1.72
%
 
10,337,645

2.09
%
Other liabilities (2)
3,182,980

 
 
2,307,945

 
 
1,684,352

 
Stockholder's equity
1,236,411

 
 
1,106,224

 
 
1,159,825

 
Total liabilities and stockholder's equity
$
15,157,125

 
 
$
14,514,476

 
 
$
13,181,822

 
(1)
Consumer loans include: residential first mortgage, second mortgage, warehouse lending, HELOC and other consumer loans. Commercial loans include: commercial real estate, commercial and industrial, and commercial lease financing loans.
(2)
Includes company controlled deposits that arise due to the servicing of loans for others, which do not bear interest.



18


Average Balances, Yields and Rates
(Dollars in thousands)
(Unaudited)
 
For the Nine Months Ended
 
September 30, 2012
 
September 30, 2011
 
Average Balance
Annualized
Yield/Rate
 
Average Balance
Annualized
Yield/Rate
Interest-Earning Assets
 
Loans held-for-sale
$
2,892,439

3.87
%
 
$
1,746,202

4.48
%
Loans repurchased with government guarantees
2,053,455

3.24
%
 
1,763,055

3.10
%
Loans held-for-investment
 
 
 
 
 
     Consumer loans (1)
4,781,021

4.35
%
 
4,675,795

4.66
%
     Commercial loans (1)
1,802,619

3.95
%
 
1,290,474

4.84
%
Loans held-for-investment
6,583,640

4.24
%
 
5,966,269

4.70
%
Securities classified as available-for-sale or trading
644,166

4.21
%
 
732,316

4.86
%
Interest-earning deposits and other
848,241

0.24
%
 
1,275,917

0.25
%
Total interest-earning assets
13,021,941

3.74
%
 
11,483,759

3.93
%
Other assets
1,606,255

 
 
1,593,237

 
Total assets
$
14,628,196

 
 
$
13,076,996

 
Interest-Bearing Liabilities
 
 
 
 
 
         Demand deposits
$
357,715

0.26
%
 
$
403,236

0.34
%
         Savings deposits
1,736,348

0.74
%
 
1,170,057

0.80
%
         Money market deposits
475,477

0.50
%
 
572,041

0.72
%
         Certificate of deposits
3,142,051

1.28
%
 
2,998,440

1.82
%
      Total retail deposits
5,711,591

0.98
%
 
5,143,774

1.35
%
         Demand deposits
100,850

0.49
%
 
76,160

0.54
%
         Savings deposits
277,970

0.56
%
 
425,998

0.65
%
         Certificate of deposits
376,628

0.65
%
 
259,573

0.63
%
      Total government deposits
755,448

0.60
%
 
761,731

0.63
%
      Wholesale deposits
343,682

3.77
%
 
745,879

3.40
%
   Total deposits
6,810,721

1.08
%
 
6,651,384

1.50
%
   FHLB advances
3,884,049

2.82
%
 
3,465,986

3.48
%
   Other
248,577

2.83
%
 
248,602

2.60
%
Total interest-bearing liabilities
10,943,347

1.74
%
 
10,365,972

2.19
%
Other liabilities (2)
2,524,818

 
 
1,508,101

 
Stockholder's equity
1,160,031

 
 
1,202,923

 
Total liabilities and stockholder's equity
$
14,628,196

 
 
$
13,076,996

 
(1)
Consumer loans include: residential first mortgage, second mortgage, warehouse lending, HELOC and other consumer loans. Commercial loans include: commercial real estate, commercial and industrial, and commercial lease financing loans.
(2)
Includes company controlled deposits that arise due to the servicing of loans for others, which do not bear interest.


19




Non-GAAP Reconciliation
(Dollars in thousands)
(Unaudited)
 
For the Three Months Ended
 
For the Nine Months Ended
 
September 30, 2012
 
June 30, 2012
 
September 30, 2011
 
September 30, 2012
 
September 30, 2011
Pre-tax, pre-credit-cost revenue
 
 
 
 
 
 
 
 
 
Income (loss) before tax provision
$
60,730

 
$
87,887

 
$
(9,216
)
 
$
141,307

 
$
(105,821
)
Add back
 
 
 
 
 
 
 
 
 
Provision for loan losses
52,595

 
58,428

 
36,690

 
225,696

 
113,383

Asset resolution
12,487

 
20,851

 
34,515

 
70,108

 
95,906

Other than temporary impairment on AFS investments

 
1,017

 
1,322

 
2,192

 
16,906

Representation and warranty reserve - change in estimate
124,492

 
46,028

 
38,985

 
231,058

 
80,776

Write down of residual interest
118

 
1,244

 
186

 
1,771

 
4,825

Total credit-related costs
189,692

 
127,568

 
111,698

 
530,825

 
311,796

Pre-tax, pre-credit-cost net revenue
$
250,422

 
$
215,455

 
$
102,482

 
$
672,132

 
$
205,975

 
 
 
 
 
 
 
 
 
 
Efficiency ratio (credit-adjusted)
 
 
 
 
 
 
 
 
 
Net interest income (a)
$
73,079

 
$
75,478

 
$
65,614

 
$
223,290

 
$
169,511

Non-interest income (b)
273,737

 
240,334

 
112,551

 
735,448

 
266,895

Add: Representation and warranty reserve - change in estimate (d)
124,492

 
46,028

 
38,985

 
231,058

 
80,776

Adjusted income
471,308

 
361,840

 
217,150

 
1,189,796

 
517,182

Non-interest expense (c)
233,491

 
169,497

 
150,691

 
591,735

 
428,844

Less: Asset resolution expense (e)
(12,487
)
 
(20,851
)
 
(34,515
)
 
(70,108
)
 
(95,906
)
Adjusted non-interest expense
$
221,004

 
$
148,646

 
$
116,176

 
$
521,627

 
$
332,938

Efficiency ratio (c/(a+b))
67.3
%
 
53.7
%
 
84.6
%
 
61.7
%
 
98.3
%
Efficiency ratio (credit-adjusted) ((c-e)/((a+b)+d)))
46.9
%
 
41.2
%
 
53.5
%
 
43.8
%
 
64.4
%

 
September 30, 2012
 
June 30, 2012
 
December 31, 2011
 
September 30, 2011
Non-performing assets / Tier 1 capital + allowance for loan losses
 
 
 
 
 
 
 
Non-performing assets
$
518,416

 
$
538,834

 
$
603,082

 
558,252

Tier 1 capital (to adjusted total assets) (1)
$
1,379,701

 
$
1,295,962

 
$
1,215,220

 
1,273,929

Allowance for loan losses
305,000

 
287,000

 
318,000

 
282,000

Tier 1 capital + allowance for loan losses
$
1,684,701

 
$
1,582,962

 
$
1,533,220

 
1,555,929

Non-performing assets / Tier 1 capital + allowance for loan losses
30.8
%
 
34.0
%
 
39.3
%
 
35.9
%
 
 
 
 
 
 
 
 
Tier 1 common (to risk-weighted assets)
 
 
 
 
 
 
 
Tier 1 capital (to adjusted total assets) (1)
$
1,379,701

 
$
1,295,962

 
$
1,215,220

 
$
1,273,929

Adjustments
 
 
 
 
 
 
 
Preferred stock
(266,657
)
 
(266,657
)
 
(266,657
)
 
(266,657
)
Qualifying trust preferred securities
(240,000
)
 
(240,000
)
 
(240,000
)
 
(240,000
)
Tier 1 common
873,044

 
789,305

 
708,563

 
767,272

Total risk-weighted assets (2)
$
8,461,130

 
$
8,224,348

 
$
7,905,062

 
$
7,782,666

Tier 1 common (to risk-weighted assets) ratio
10.32
%
 
9.60
%
 
8.96
%
 
9.86
%

(1)    Represents Tier 1 capital for Bank.
(2)
Under the regulatory guidelines for risk-based capital, on-balance sheet assets and credit equivalent amounts of derivatives and off-balance sheet items are assigned to one of several broad risk categories according to the obligor or, if relevant, the guarantor or the nature of any collateral. The aggregate dollar amount in each risk category is then multiplied by the risk weight associated with that category. The resulting weighted values from each of the risk categories are aggregated for determining total risk-weighted assets.

20