-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DtcLjdt7roIw2CBolNjz99Uq9XB/ufeR8ek6bZBDwBAf0Q/oWtm4DWJIRlPGyDr8 TPvmt1PmwBrUAfI640KTdQ== 0001193125-09-245949.txt : 20091202 0001193125-09-245949.hdr.sgml : 20091202 20091202160843 ACCESSION NUMBER: 0001193125-09-245949 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091201 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20091202 DATE AS OF CHANGE: 20091202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HAWAIIAN ELECTRIC INDUSTRIES INC CENTRAL INDEX KEY: 0000354707 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 990208097 STATE OF INCORPORATION: HI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08503 FILM NUMBER: 091217718 BUSINESS ADDRESS: STREET 1: 900 RICHARDS ST CITY: HONOLULU STATE: HI ZIP: 96813 BUSINESS PHONE: 8085435662 MAIL ADDRESS: STREET 1: 900 RICHARDS STREET CITY: HONOLULU STATE: HI ZIP: 96813 8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report: December 1, 2009

 

 

Hawaiian Electric Industries, Inc.

Exact Name of Registrant as Specified in Its Charter

 

 

 

State of Hawaii   1-8503   99-0208097

(State or other jurisdiction

of incorporation)

 

Commission

File Number

 

I.R.S. Employer

Identification No.

900 Richards Street, Honolulu, Hawaii 96813

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code:

(808) 543-5662 - - Hawaiian Electric Industries, Inc. (HEI)

None

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 7.01. Regulation FD Disclosure.

On December 2, 2009, American Savings Bank, F.S.B. (ASB) issued a news release, “American Savings Bank Sells Securities to Reduce Risk.” A copy of the news release is attached hereto as Exhibit 99 and incorporated by reference into this Item 7.01.

Item 8.01. Other Events.

To further improve its credit risk profile and reduce the potential volatility of future earnings by eliminating its exposure to private-issue mortgage-related securities (PMRS), and in light of the improvement in the fixed-income securities markets, ASB sold all but $0.6 million of the PMRS held in its investment portfolio in November and December 2009. Sales of the available-for-sale PMRS with a book value of $225 million and a weighted average yield of 5.19% (as of October 31, 2009) were made to various broker/dealers. The PMRS sold were backed by mortgages throughout the mainland U.S. The sales will result in an after-tax charge to net income of $19 million ($32 million pre-tax) in the fourth quarter of 2009, which amount was previously recognized as a reduction to equity as a result of mark-to-market charges to other comprehensive income in earlier periods. As of September 30, 2009, ASB had disclosed unrealized pre-tax losses of $32 million on its PMRS portfolio.

A portion of the proceeds from the sales were used to prepay $40 million of Advances from Federal Home Loan Bank with a weighted average rate of 2.64% and a weighted average maturity of approximately 0.8 years (as of October 31, 2009). ASB incurred an after-tax loss of $0.4 million ($0.7 million pre-tax) related to this early extinguishment of debt. ASB expects to use the remaining proceeds from the sale of the PMRS to pay down high costing liabilities (maturing certificates of deposit and/or wholesale borrowings), to fund loan growth and/or to reinvest in securities with low credit risk and high liquidity, such as government or agency notes and mortgage-related securities.

As of September 30, 2009, ASB’s core leverage and total risk-based capital ratios were 9.1% and 13.2%, respectively, and ASB was “well-capitalized.” The sale of the PMRS does not affect ASB’s “well-capitalized” status or materially affect its capital ratios.

In 2009 to date, ASB has paid dividends of $50.1 million to HEI. As a result of the loss incurred on the sale of its PMRS in the fourth quarter, ASB does not expect to pay a dividend to HEI in the first quarter of 2010, but expects to resume its dividend payments in the second quarter of 2010. The Office of Thrift Supervision has approved ASB’s payment of quarterly dividends through the quarter ended September 30, 2010 to the extent that payment of dividends would not cause ASB’s leverage and total risk-based capital ratios to fall below 8% and 12%, respectively, as of the end of the applicable quarter.

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

99 News release dated December 2, 2009

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

HAWAIIAN ELECTRIC INDUSTRIES, INC.

(Registrant)

/s/    James A. Ajello

James A. Ajello

Senior Financial Vice President,

Treasurer and Chief Financial Officer

(Principal Financial Officer of HEI)
Date: December 2, 2009

 

1

EX-99 2 dex99.htm NEWS RELEASE DATED DECEMBER 2, 2009 News release dated December 2, 2009

Exhibit 99

December 2, 2009

 

Contact:    Shelee M.T. Kimura       (808) 543-7384 Telephone
   Manager, Investor Relations &       (808) 203-1164 Facsimile
             Strategic Planning       E-mail: skimura@hei.com

 

AMERICAN SAVINGS BANK SELLS SECURITIES TO REDUCE RISK

HONOLULU – American Savings Bank, F.S.B., a wholly-owned subsidiary of Hawaiian Electric Industries, Inc. (NYSE - HE) today reported that it sold all but $0.6 million of its private-issue mortgage-related securities (PMRS) portfolio. “The securities were backed by mainland mortgages and it was unclear when mainland residential markets might recover. The improvement in the bond markets gave us the opportunity to liquidate these securities, reduce the bank’s overall credit risk and improve the prospects for more consistent future earnings support from the bank for HEI’s dividend,” said Constance H. Lau, HEI president and chief executive officer.

The PMRS were purchased primarily to manage liquidity and interest rate risk. With the unprecedented decline in the national real estate market over the last year, the credit quality of the PMRS portfolio declined causing management to evaluate strategies to reduce credit risk from this portfolio. As of December 1, 2009, the bank sold $225 million of PMRS with a weighted-average yield of 5.19% as of October 31, 2009. The bank will report an after-tax charge of $19 million in HEI’s fourth quarter 2009 earnings, consistent with the $19 million of after-tax unrealized losses on the PMRS portfolio previously recorded in the bank’s equity as of September 30, 2009.

“Despite the charge on the sale of the securities, the bank’s operations are performing well and core profitability has improved. Credit quality in the bank’s $4 billion, primarily Hawaii-based loan portfolio remains strong and the bank’s equity position is solid,” added Lau.

HEI supplies power to over 400,000 customers or 95% of Hawaii’s population through its electric utilities, Hawaiian Electric Company, Inc., Hawaii Electric Light Company, Inc. and Maui Electric Company, Limited and provides a wide array of banking and other financial services to consumers and businesses through American Savings Bank, F.S.B., one of Hawaii’s largest financial institutions.

FORWARD-LOOKING STATEMENTS

This release may contain “forward-looking statements,” which include statements that are predictive in nature, depend upon or refer to future events or conditions, and usually include words such as expects, anticipates, intends, plans, believes, predicts, estimates or similar expressions. In addition, any statements concerning future financial performance (including future revenues, expenses, earnings or losses or growth rates), ongoing business strategies or prospects and possible future actions, which may be provided by management, are also forward-looking statements. Forward-looking statements are based on current expectations and projections about future events and are subject to risks, uncertainties and assumptions about HEI and its subsidiaries, the performance of the industries in which they


Hawaiian Electric Industries, Inc. News Release

December 2, 2009

Page 2

 

do business and economic and market factors, among other things. These forward-looking statements are not guarantees of future performance.

Forward-looking statements in this release should be read in conjunction with the “Forward-Looking Statements” discussion (which is incorporated by reference herein) set forth on pages iv and v of HEI’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2009, and in HEI’s future periodic reports that discuss important factors that could cause HEI’s results to differ materially from those anticipated in such statements. Forward-looking statements speak only as of the date of this release.

 

 

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