Doyle L. Arnold - Vice Chairman and Chief Financial Officer
Analyst · JPMorgan. Please proceed sir
Thank you, Harris. Good afternoon everyone, I appreciate your interest in the company and its results. My prepared remarks has as with last quarter are going to be rather lengthy today, we've got a lot to go through. So, please bear with me but we will take... ask questions at the end I'm sure. So, first the headlines and then we'll go through page by page some of the detail earnings, applicable to common for the quarter were $69.7 million, or $0.65 a share, which does include the impact of $0.22 per share of impairment losses on securities. Organic loan growth was very, very strong this quarter approximately $1.1 billion, one of the great paradoxes of the current environment is the wide disparity of conditions in our footprint. While loan totals are declining in certain parts of our footprint and in certain categories particularly as we'll discuss residential land acquisition development in the Southwest, there continues to be strong loan demand in Texas, Colorado, Utah, Idaho and the Pacific Northwest. We perhaps did not manage balance sheet growth as tightly as we perhaps should have in the phase of the strong well priced loan demand, but intend to restrict our limit balance sheet growth more in line with capital generation in future quarters. Our core deposit growth remains challenging we did see average core deposit growth of about $300 million with the largest growth being in savings and money market accounts, and some growth in DDA, that's average growth period and this we'll discuss was up a little stronger than that. Net interest margin of 4.18% was down only five basis points from last quarter, primarily due to increased NPAs and reversal of some previous accruals on NPAs. Net interest spread actually increased by 10 basis points reflecting both better loan pricing as well as deposit pricing. Credit, particularly residential land and construction loans continued to weaken during the quarter. It shouldn't surprise anyone. It's been well reported condition of the housing markets. The magnitude of the deterioration was in line with our recent guidance as we continue to build reserves. Non-performing assets increased $263 million to 1.66% of net loans in OREO. Somewhat more than we had forecast at the end of last quarter on their comparable call then, but in line with our recent guidance. Net charge-offs of $67.8 million, or 67 basis points annualized of average loans. Again was an increase from last quarter, but slightly... just slightly better than our most recent guidance of a few weeks ago. Provision for loan losses are $114.2 million, also greater than we forecast at the end of last quarter, and up from the prior quarter. But it was $46 million in excess of charge-offs resulting in an increase in the allowance for loan losses to 1.31% of net loans and leases. We... as I mentioned in the EPS summary, we did recognize impairment losses on securities of $38.8 million pre-tax which was at the low end of our previous guidance. And we will talk more about that at some length later. We also encouraged fair value in non-hedged derivative losses of $19.8 million or $0.11 of share, mainly reflecting the impact of lower spreads between LIBOR and prime. We don't hedge that spread as a part of our interest rate risk management and in the continued turbulent credit markets that spread continues to behave very differently than it has over the past many years. Tangible equity ratio was 5.97% at quarter end, and as you know subsequent to the quarter end, we successfully raised $46.7 million of new Series C non-cumulative preferred stock which on a pro forma basis adds about nine basis points to the tangible equity ratio or raising it to about 6.06%. As we'll discuss in a minute on our pro forma basis, risk based capital measures are flat, roughly flat from the first quarter. In summary, the NIM was relatively stable. The net interest spread was up. Operating costs were well controlled. Credit costs continued to increase driven largely by the same weaknesses in residential housing acquisition development activity in the Southwest that we discussed, and we also continue to build reserves. The 60% of our total franchise located outside of California, Nevada and Arizona performed remarkably well. Although, there is some signs of economic slowing in some of these markets as well. And then again, as I said net earnings were adversely impacted by the non-hedged derivative losses. Now, we are going to turn to the details I would invite you first to turn to the very last page of the release. It's numbered page 23 and it's got some new disclosures in it and I want to call your attention to the bottom half of the page where we review capital ratios, tangible equity ratio declined 6.2%, down to 5.97% on a pro forma basis, 6.06 as discussed. The biggest reason besides the loan growth for that decline our marks that go through OCI, other comprehensive income on our interest rates swaps and fair value marks on the available for sale securities. Those marks are reversed out for purposes of risk based capital calculations. So we've also given you actual as of March 31 and estimated June 30th and estimated pro forma June 30th capital ratios for the key regulatory capital measures. And as you can see, the first one Tier 1 capital sometimes called the leverage ratio is kind of flat to up on a pro forma basis Tier 1 risk based sort of flat to down a few basis points and total capital same flat to down a few basis points. At this stage, there is probably five basis points plus or minus of error maybe a little more in any of these measures but, we know that capital is of keen interest to everybody and so we wanted to get the information out which is in that... will be finalized in the 10-Q in a few weeks, but this is our best estimate at this point in regulatory capital ratios are basically stable. Now, I'd like to comment briefly on the preferred issue, I know there was a lot of noise in the marketplace around that issue and a lot of statements acquisitions, speculation et cetera that we failed in our capital attempt. So I want to set the record straight, at Lehman Brothers sponsored conference in May and again at the Fox-Pitt Kelton sponsored conference on June 17th, I did comment about our willingness to consider a capital raise of perhaps $200 million or $300 million if it were non dilutive and if the terms were otherwise reasonable, in order to support the very strong growth opportunities that we saw and expected to continue to see. At the time those comments were made their was a slight crack open in the retail non-cumulative preferred window, and I think a total of three issues got out. And mid to late May after which shortly within a matter of a couple of days after I made the comments on June 17th however very adverse announcements that have been side of one large investment bank and two large regional banks, basically slammed that. Wall Street led under written retail preferred market the window closed. So we decided to consider using our own retail broker dealer to raise a more modest amount of capital, again they capitalized on opportunities. We had successfully sold over $230 million of senior medium term notes through this channel and fiver or sox auctions raising therefore $40 million-$50 million at a pop in a time when no other regional bank had been able to issue any senior notes for months. We estimated that we can perhaps raise $40 million to $50 million in preferred through this route and then we did in fact conduct what we consider to be a very successful widely understood... misunderstood excuse me issuance. We size the prospectus at a $150 million to enable us to reopen the issue at a later date if the need is there and market conditions are receptive and we may try to do that. And just to put this in perspective every $25 million that we might issue changes essentially all equity ratios by about five basis points. So it's a, that's a possibility to remain for the future. We can also resize that entity if or that issuance if the opportunity is there, and the need arises. So our summary... our thoughts on capital are that all of our banks are very comfortably well capitalized as is the parent. We do not foresee a need to raise capital that is diluted to share account. We'll continue to manage the size of the balance sheet as necessary and add capital to retained up... to retain earnings and opportunistically using our own retail broker dealer again perhaps to raise additional non-dilutive capital. Okay, now some of the operating results of the quarter, page 14 consolidated balance sheet, and page numbers are in the upper left hand corner. Firstly, I'd like to call your attention to as money market instruments interest bearings deposits and commercial paper declined about $740 million, that decline occurred right at the end of the quarter and reflects the fact that when we... as we publicized bought us our own small business securitized loans back from Lockhart, we have seized buying a roughly comparable amount of commercial paper issued by Lockhart. So, the net affect on balance sheet size was roughly neutral but, the reflex, the decline in commercial paper shows up on that line. A couple of lines further down under investment securities. You will note that held-to-maturity securities increased and available-for-sale securities decreased by roughly comparable amounts. We're going to talk more about that later, but we did re-classify early in the quarter a $1.5 million roughly available for sale securities to held-to-maturity, these were largely a bank and insurance trust preferred CDOs. Loans and leases... net loans and leases increased $2 billion, $1.1 billion of that was the organic growth that I had previously mentioned and about $900 million was the net effect of the Lockhart repurchase when MBIA got downgraded that I have also discussed. In the deposit section, user period in balances, I will note that non-interest bearing demand increased $271 million, somewhat more than the average increase of the 80 something million, a lot of this was in commercial or non-personal DDA and I also note that money market accounts period end, the period end grew by $460 million, also a bit more than the average for the quarter. The... let's see, the core deposit growth was spread across the franchise with California Bank and Trust, Amegy Bank and Vectra Bank in Colorado showing, the strongest growth and then weaker core deposit side of Arizona and Nevada. Page 15, the consolidated income statement. I will first note that under interest income, net interest income before provision was essentially flat. The non-interest income, the first five lines or so that are largely recurring were in fact recurring, there is pretty much nothing to comment on, other than continuous stability and moderate growth as a general rule there. Loan sales and servicing income with the purchase of the loans out of Lockhart will decline to a minimal, a rather minimal amount going forward, but the offset to that will be a pickup in net interest income as those loans come onto the balance sheet and we recognize income there. Income from securities conduit is also down reflecting the shrinkage in Lockhart. Fair value and non-hedged derivative income or loss in this case of 19... just under $20 million and I would also say the volatility in that line, if you go back a few quarters, reflects the continuing aberrant behavior of the spread between LIBOR and Prime which shows every indication of continuing to be aberrant and somewhat volatile as we go forward until credit market conditions finally stabilize. Equity securities declined from a gain of $10 million to a loss of $8 million. There is largely remember that the previous quarter had a large diesel related IPO gain and this quarter there was no such gain. And then largely the $8 million is mostly losses on various venture capital investments. And then finally, the impairment losses on investment securities evaluation losses of $38.8 million. Non-interest expense salary and employee benefits declined about $8 million, primarily driven by lower payroll taxes and total non-interest expense has been flat for the year. The other non-interest expense line appears to have increase, but bear in mind that there was $6 million litigation accrual that was reversed related to Visa in the first quarter. So it's the first quarter number that's artificially low rather than this number that for some reason increased. The next page I would like you to turn to is page 17 these are changes and other comprehensive income. Changes on this page bear in mind impact GAAP capital. They... this is changes in capital that have not flowed through earnings and they do not... it does not effect regulatory capital ratios. And the key things that... the key things that flow through here if you're in the third from the right column cumulated other comprehensive income, are net realized and unrealized losses, or gains on investments, and these are essentially the AFS securities. And then unrealized gains or losses on derivative instruments and these are the net changes during the quarter. First quarter the first half of the page and current quarter is the bottom half of the page. Notice that on our interest rates swaps, we had a net pick up to capital of 70... almost $74 million in the first quarter we detracted from that amount by $66 million this quarter. And overall you can see the change of net of all of these things was $82 million if you compare the 158 at the bottom of the page it was $76 million in the middle. A comment on the interest rate risk marks in particular, these marks vary depending upon three to five year swap interest rates. Essentially as rates in that category go up, these marks tend to go on a negative direction as those rates come down, they go on a positive direction. But by definition they converge to zero on each individual swap contract as it comes towards its maturity date. So, this is a...this line in particular can go up and down during the quarter, during the year, but over the life of the contract it converges back to zero. It's not a permanent source of capital accretion or diminution. I'd like you to turn now the page 18. This is a totally new schedule. This gives you a great deal of additional detail on our investment securities portfolio and you can see we've broken it into two parts, held the maturity available for sale, we've showed you that the poor composition and the marks on... and the ratings on all of the securities that we think matter. I will point out that the carrying values in the middle column of numbers of $1.914 billion for held to maturity, and $2.817 billion for available for sale tieback to the balance sheet that we looked... numbers that we looked at earlier. You can see here the trust preferred securities that we move from available for sale to held to maturity, there are one point in amortized cost, $1.376 billion of banking and trust preferred securities that had a... have an OC... accumulated OCI mark of $241 million that has been recognized in capital for a carrying value of 1.34. There's another $159 million of fair value declines that are... will be reported and disclosed, herein are disclosed for FAS 157 purposes but have not then recognized into capital or the income statement. Then you can see the other categories. You can see but by far the bulk of these securities were A, AA, AAA rated and the rest are BB rated. You can also go down and look at the available for sales securities and see that, there's a divisional bank insurance trust preferred, which we noted a lot interest in that categories as well most of this AAA rated, and most of the securities have been previously purchase form Lockhart securities to reduce its needs for commercial paper funding. We bought them on to the balance sheet for that purpose. All of these...excuse me, all of the available for sales securities course to mark-to-market fully every quarter, and that marks goes to the income statement. So, there is no second from the right column there and in the total, the total unrecognized loss pre-tax in all of the securities portfolio, therefore, that has already impacted capital is $355 million, that's the very bottom of the second column from the left. And there is an addition of about a $185 million of declines in value that has not been so recognized, but is here disclosed. We expected for the end of the last quarter and earliest quarter that this... the market for these securities would become highly illiquid and very difficult of value. But we also had done... knew a lot about the quality of the underlying composition of these issues. We taught that the fair values, therefore, would become difficult to obtain and would decline even in the absence of other, of real impairment or loss content or at least well in excess of whatever the ultimate loss might be. We also had the ability and intent to hold on to maturity and as for those reasons to reduce the volatility in capital GAAP capital, and because we had the ability intent that we made this transfer. Some comments on the composition, besides what's here over the ratings, we have gone between the two portfolios. Then we have 1.18... excuse me, $1.8 billion of bank and insurance trust preferred. This consists of 84 unique tranches across 50 different CDO deals with over a 1,000 unique banks underlying obligors. The fair value marks that are disclosed here, are determined primarily using level two methodology. As the market is becoming increasingly frozen up, we expect that we may have to switch to level three for summer or many of these in future quarters as quote said [ph] to do a matrix pricing, it is becoming difficult to obtain. Particularly, non-forced sale kinds of quotes in this market. Of the over a 1,000 banks, 90% have LACE ratings of C or better. LACE stands for liquidity asset capital earnings. It's sort of a publicly available shadow camel rating system, if you will. It's not done by the regulators. It's done by an independent service. But it's sort of based on regulatory use of the world. 97% of these have Texas ratios of below 20%... excuse me, below a 100%, I am sorry, below a 100%. For those of you who aren't familiar that Texas ratio is one, that's a kind of a rule of thumb that became widely used after a number of TexasBanc stresses a decade or so ago and it is the sum of non-performing assets plus 90 days pass due divided by tangible equity, plus loan loss reserves. And the sort of dividing line that a lot observers worry about is 150% and above that Banc is exhibiting lots of stress. So 97% of what we are holding of Texas ratio is below a 100, 93% are below 50%, two-thirds of them were below 10% at the most recent reporting period. Now included in the 24 tranches are five small income notes. These are sort of the residual pieces, if you will. We have been two of these to be OTTI and they are now carried on our books at a fair value of $1.8 million. The total remaining value of all five of the income notes is $3.8 million. I'll also comment that we did have exposure to IndyMac in several tranches in this portfolio. Even though IndyMac did not fail until the second week of the third quarter, we assumed complete default and a 100% loss on IndyMac on our analysis of the portfolio that we are talking about here at the quarter end. If you also may know S&P announced yesterday after markets that it was putting a number of bank truck CDOs on negative watch. We frankly expected some number of those will end up being downgraded. If current market conditions continue, it's likely that we will recognize additional impairment losses over the next several quarters. We expect that they are like to be in the same range, similar to what we have experienced in the last two quarters and aggregate dollar amount, although there maybe some lumpiness there. And we continue to dissect and stress test this portfolio quite regularly. And we believe we understand its loss content and the value of these securities and we've disclosed that fairly. Now credit quality page 19 non-performing assets as previously discussed increased by $263 million to 1.66% of loans as you might expect the increase was concentrated in residential land and development loans mostly in Nevada and Arizona so residential land values continued to decline in those states. There was as well as we've talked about increase NPAs in Zion Banc particularly to residential credits one of which had geology and engineering problems and the other was had exposure in the Southwestern distressed states. For the most part these NPAs are well secured and we do not forecast large increases in net charge-offs to come out of them. And by well secured I mean, well secured on a current fairly recent appraisal kind of basis. Accruing loans past due 90 days or more also increased although, not reported here but loans 30 to 89 days delinquent actually declined meaningfully from the previous quarter. And those numbers will be available on few weeks in the call reports. Net charge offs were $67.8 million or 67 basis points say annualized of average loans, up somewhat from the prior quarter, but still relatively good for the industry today. Level of the actual charge-offs arising out of the non-performing assets has been mitigated by our conservative loan to value ratios in CRE underwriting, a very strong consumer portfolio and the fact that a lot of our portfolios is located in states where the economies are still relatively strong. We continue to build reserves provision for losses as you can see was a $114.2 million and exceeded charge-offs by $46 million. At the end of the quarter, the ratio of allowances to loss... loans and leases increased another five basis points to 1.31%. Over the past year we've had... we've built the allowance by $169 million or a 44% increase even while absorbing at significantly higher charge-offs. Comment on trends is expected... residential acquisition development, construction loans in California, Arizona, Nevada remain the most troubled segment of the portfolio. However, we are somewhat encouraged by the fact that total delinquencies in CRA were essentially flat from the end of the first quarter. As we've mentioned a couple of times recently it increasingly appears that trouble CRE loans in California appear to have stabilized doesn't say there won't be more charge-offs coming out of there its just that the prop... the new problem loan identification is just not there any more. Arizona does continue to experience considerable stress in Nevada probably fall somewhere in between those two segments. And other segments of our portfolio continue to perform relatively well. Total delinquencies in C&I across the entire geography declined during the second quarter. Then finally, let's see, just coming down home stretch guys so bear with me loan composite loan growth composition and the impact of Lockhart kind of go through this piece by piece, you can see on page 20, commercial industrial loans increased about $560 million that was essentially all organic growth. Owner occupied commercial increased about a $1 billion, $747 million of that came from Lockhart. So, loans we had previously made some years ago, securitized put in to Lockhart and they have now come back. Commercial real estate construction land development was down a net of $100 million, it actually declined about $300 million in the three Southwestern states offset by a couple of $100 million of growth in Texas and elsewhere. Commercial real estate term grew about $370 million, $150 million of that also came out of Lockhart. These are again small business real estate secured loans but they are not deemed, owned or occupied. Then I think that's probably, what's worth talking about there. In terms of geography the growth was concentrated primarily in Zions Banc and all of the Lockhart repurchase loans were purchased by Zions Banc. There is also a strong growth in Amegy Bank and Vectra Bank Colorado. The banks in the Pacific Northwest very strongly in percentage terms with of course the dollar amounts are smaller. And then in California and Nevada and Arizona the totals were flat to down slightly. The net interest margin on page 21, bottom of the page, again down five basis points due to non-performers. Just above that you can see the increase from 2.61% to 3.71% in the net interest spread. And finally, comment about Lockhart Funding for those of you keeping score. At year end, Lockhart had $2.1 billion of total assets at June 30th, it had total assets of $862 million with a fair value that was $65 million less than book value. Composition if you want to take notes as, U.S. government and agencies $216 million, AAA rated bank and insurance trust preferred pool $603 million and other AAA and AA rated $43 million for a total of $866. So, that's the detail walk through of the results. I would like to try to best we can give you guidance for the outlook for the next quarter or two to close with that. First a trivial item, as you note at the text of the release, there was an unusual tax benefit of a little over $5 million. For those who of you trying to build earnings models, you may assume a tax, I would suggest you assume a tax rate for the balance of the year at about 33% effective tax rate, 33%. Loan growth. We plan to actively managed balance sheet growth over the next two or three quarters. We expect residential construction and development balances to continue to decline and being increasingly selective on underwriting and conservative on pricing. I think balance sheet growth in the next quarter or two will be significantly smaller than second quarter and that loan growth might be rough order magnitude kind of half the level of the second quarter more like the first. Deposit growth is likely to continue to be modest over the near term, but we do expect some continued growth. Net interest margin, further constraint of balance sheet growth should result in some easing of the margin pressure. The bringing of the Lockhart loans back on to the balance sheet will be a boost to the margin of between 5 and 10 basis points rough estimate. All else being equal, increases in NPA's and there will probably be some continued increase there. We will offset that. As we've noted, we're seeing some improvement, the spreads on new loans and modest growth in core deposits and that is always EDA [ph] balance growth will be one of the single biggest contributors and one of the most difficult to forecast. Best outlook is probably continued relative stability and may be some slight improvement. Credit quality remains a top issue for most in the industry and we are well aware of that. Our best outlook is that conditions will continue to soften in most markets, that residential land and home prices will continue to decline somewhat over the next few quarters, but that the deterioration will not be as rapid as we saw in some markets during the past two quarters. NPAs are likely to further increase although at a slower pace, and best outlook is net charge-offs and provisions are likely to remain roughly near where they were this quarter. And as I said before kind of credit quality in California appears to be stabilizing. Arizona is still weakening and Nevada is somewhere in between and the rest of our markets particularly in relation to the nation as a whole continue to be rather healthy and our banks in these markets continue to perform well. With regard to the securities portfolio as we suggested we are monitoring this portfolio very closely. It's likely that we will continue to see some impairments. Our best estimate is that they will remain within kind of the range of the most recent two quarters and, therefore, be very manageable. We recognize that capital and whose going to have to issue and who isn't may well be the number one issue on the minds of many investors. I point out again, that even with the absorption of the Lockhart related assets, some pretty significant stresses that and negative swings in OCI that affected the GAAP capital ratios. All of the regulatory capital ratios are we think going to be relatively flat this quarter, even after all of that. Fundamental earnings remain pretty strong, even the current levels of provision and securities, impairment charges. All of our banks and the holding company remain comfortably well capitalized by all regulatory standards. The transfer of a large portion of the bank and insurance trust preferred CDO portfolio limits our exposure to short-term declines in the value of these securities due to risk aversion in the liquidity and therefore, cushions to some degree impacts on GAAP capital. By moderating balance sheet growth and perhaps augmenting capital with additional modest issues of preferred stock, we believe we will continue to maintain very healthy capital ratios. And do not see a need to issue capital that has diluted the share count or to change the common dividend. And we remain open to the possibility of issuing larger amounts of non-diluted capital if market conditions and terms are reasonable. And as I have said before, we will do that primarily to take advantage of growth opportunities. With that I will end this soliloquy and we will pause while you organize your questions and we are happy to try to respond. Thank you again for your patience. Question And Answer