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BORROWINGS, SUBORDINATED DEBENTURES AND BROKERED DEPOSITS
9 Months Ended
Sep. 30, 2012
BORROWINGS, SUBORDINATED DEBENTURES AND BROKERED DEPOSITS  
BORROWINGS, SUBORDINATED DEBENTURES AND BROKERED DEPOSITS

 

NOTE 8—BORROWINGS, SUBORDINATED DEBENTURES AND BROKERED DEPOSITS

  • Debt Termination Expense—FHLB Advances and Subordinated Debentures

        In March 2012, the Company incurred $22.6 million in debt termination expense related to the prepayment of $225.0 million in fixed-rate term FHLB advances and the early redemption of $18.6 million in fixed-rate subordinated debentures. The Company used a combination of excess cash and collateralized overnight FHLB advances to repay these debt instruments. The FHLB advances were composed of $200 million maturing in December 2017 with a fixed rate of 3.16% and $25 million due in January 2018 with a fixed rate of 2.61%. The agreements for these FHLB advances had an early prepayment penalty or fee for payoffs before maturity. The subordinated debentures were composed of a $10.3 million debenture, due in March 2030 and bearing a fixed rate of 11.00%, which was referred to as "Trust CI," and an $8.3 million debenture due in September 2030 and bearing a fixed rate of 10.6%, which was referred to as "Trust I."

  • Borrowings

        As of September 30, 2012, there were no outstanding FHLB advances. Our aggregate remaining borrowing capacity under the FHLB secured lines of credit was $962.8 million at September 30, 2012. As of September 30, 2012, our FHLB advances facility was secured by all of our loans and leases under a blanket lien, in addition to securities with a carrying value of $23.4 million. Additionally, the Bank had secured borrowing capacity from the Federal Reserve discount window of $380.6 million at September 30, 2012. The Bank also maintains unsecured lines of credit of $45.0 million with correspondent banks for the purchase of overnight funds; these lines are subject to availability of funds.

        Included in borrowings are $18.0 million of non-recourse debt, in which the payment stream of certain leases has been sold to third parties. The debt is secured by the equipment in the leases and all interest rates are fixed. As of September 30, 2012, the weighted average interest rate of the debt was 6.78% with a weighted average remaining maturity of 2.8 years.

  • Subordinated Debentures

        The following table summarizes the terms of each issuance of the subordinated debentures outstanding as of September 30, 2012:

Series
  September 30,
2012
Amount
  Issuance
Date
  Maturity
Date
  Rate Index   Current
Rate(1)
  Next
Reset
Date
 
  (In thousands)
   
   
   
   
   

Trust V

  $ 10,310   8/15/03   9/17/33   3 month LIBOR + 3.10     3.49 % 12/13/12

Trust VI

    10,310   9/3/03   9/15/33   3 month LIBOR + 3.05     3.44 % 12/13/12

Trust CII

    5,155   9/17/03   9/17/33   3 month LIBOR + 2.95     3.34 % 12/13/12

Trust VII

    61,856   2/5/04   4/23/34   3 month LIBOR + 2.75     3.06 % 1/25/13

Trust CIII

    20,619   8/15/05   9/15/35   3 month LIBOR + 1.69     2.08 % 12/13/12
                           

Total subordinated debentures

  $ 108,250                      
                           

(1)
As of October 26, 2012.

        The Company had an aggregate amount of $108.3 million in subordinated debentures outstanding at September 30, 2012. These subordinated debentures were issued in five separate series. Each issuance had a maturity of thirty years from its date of issue. The subordinated debentures are variable-rate instruments and are each callable at par with no prepayment penalty. The subordinated debentures were issued to trusts established by us or entities we have acquired, which in turn issued trust preferred securities, which totaled $105.0 million at September 30, 2012. The proceeds of the subordinated debentures were used primarily to fund several of our acquisitions and to augment regulatory capital.

        The Company includes in Tier 1 capital an amount of trust preferred securities equal to no more than 25% of the sum of all core capital elements, which is generally defined as shareholders' equity less goodwill, net of any related deferred income tax liability. At September 30, 2012, the amount of trust preferred securities included in Tier I capital was $105.0 million. While our existing trust preferred securities are currently grandfathered as Tier 1 capital under the Dodd-Frank Wall Street Reform and Consumer Protection Act, proposed regulatory capital guidelines would phase them out of Tier 1 capital over a period of 10 years, beginning in 2013, until they are fully-phased out on January 1, 2022. New issuances of trust preferred securities will not qualify as Tier 1 capital. If trust preferred securities are excluded from regulatory capital, we remain "well capitalized."

        Notification to the Federal Reserve Board, or FRB, is required prior to our declaring and paying a dividend to our stockholders during any period in which our quarterly and/or cumulative twelve-month net earnings are insufficient to fund the dividend amount. Interest payments made by the Company on subordinated debentures are considered dividend payments under FRB regulations. This notification requirement is included in regulatory guidance regarding safety and soundness surrounding capital and includes other non-financial measures such as asset quality and credit concentrations. Should the FRB object to our dividend payments, we would be precluded from paying interest on our subordinated debentures. Payments would not commence until approval is received or we no longer need to provide notice under applicable guidance.

  • Brokered Deposits

        Brokered deposits totaled $45.9 million at September 30, 2012 and are included in the interest-bearing deposits balance on the accompanying condensed consolidated balance sheets. Such amount includes (a) $38.4 million of customer deposits that were subsequently participated with other FDIC-insured financial institutions through the CDARS program as a means to provide FDIC deposit insurance coverage for the full amount of our customers' deposits, (b) $7.5 million of brokered deposits acquired in the APB acquisition which were called on October 1, 2012.