TierOne Corporation (NASDAQ: TONE) (“Company”),
the holding company for TierOne Bank (“Bank”),
reported a net loss of $12.7 million, or $(0.75) per diluted share, for
the three months ended June 30, 2008 which includes a $27.7 million
provision for loan losses recorded during the second quarter. This
compares to net income of $2.5 million, or $0.14 per diluted share,
earned during the three months ended June 30, 2007 after the Company
reported a $10.2 million provision for loan losses during that
respective period.
For the first six months of 2008, the Company recorded a net loss of
$73.6 million, or $(4.36) per diluted share, compared to net income of
$11.8 million, or $0.69 per diluted share, for the first half of 2007.
To address the current housing and economic conditions, the Company
recorded $67.6 million of loan loss provisions during the first six
months of 2008 compared to $11.7 million in the same period of 2007.
Additionally, the Company incurred a $42.1 million non-cash goodwill
impairment charge during the first half of 2008.
“The turbulence caused by today’s
housing recession has resulted in one of the most challenging periods
for financial institutions in generations,”
said Gilbert G. Lundstrom, chairman and chief executive officer. “We
continue to take a number of steps that, in combination with our
fundamental core operations and well-capitalized position, are intended
to minimize exposure and assist TierOne in navigating through this very
difficult economic period.”
Measures implemented during the second quarter 2008 to preserve capital
and address asset quality included a reduction in the Company’s
quarterly cash dividend paid to shareholders, the sale of a delinquent
Florida loan portfolio and the decision to close all nine of the Bank’s
loan production offices. These steps are in addition to several other
on-going actions to realign credit administration functions, tighten
credit policies and limit exposure in selected business lines and
geographic markets.
The Bank’s primary federal regulator, the
Office of Thrift Supervision (“OTS”),
recently completed its regular comprehensive safety, soundness and
compliance examination. Upon completion of this review and the
establishment of additional loan loss reserves, the Bank continues to
maintain strong liquidity, remains in full capital compliance and
exceeds all regulatory capital requirements necessary to earn a “well
capitalized” rating, the highest capital
rating recognized for federally-insured financial institutions.
Additionally, the Company holds significant funds which also serve as a
source of strength for the Bank.
Synopsis of Second Quarter 2008 Performance
Net Interest Income
For the three months ended June 30, 2008, net interest income totaled
$22.8 million, a decrease of 25.6 percent, compared to $30.7 million for
the same period in 2007. Net interest income for the first half of 2008
declined 25.8 percent to $45.9 million compared to $61.9 million for the
first six months of 2007. The decrease in net interest income for the
three and six month periods ended June 30, 2008 when compared to
comparable periods in 2007 was primarily the result of declines in
interest income on loans receivable due to a declining interest rate
environment and elevated levels of nonperforming loans.
Average interest rate spread and net interest margin was 2.66 percent
and 2.97 percent, respectively, for the three months ended June 30, 2008
compared to 3.36 percent and 3.79 percent, respectively, for the same
period in 2007. The quarter-over-quarter declines in both average
interest rate spread and net interest margin were primarily attributable
to the lower interest rate environment and higher levels of
nonperforming loans. When compared to the three months ended March 31,
2008 which had average interest rate spread and net interest margin of
2.47 percent and 2.85 percent, respectively, the recently completed
quarter reflected an improvement in both interest measurement levels due
to an acceleration in the decline of cost of funds primarily associated
with time deposits.
Noninterest Income
Noninterest income for the three months ended June 30, 2008 decreased
4.2 percent to $7.0 million compared to $7.3 million for the comparable
period in 2007. The decrease was primarily the result of the loss on the
sale of the TransLand loans and other-than-temporary impairment charges
on investment securities partially offset by an increase in deposit,
loan and debit card-related fees and service charges.
For the six months ended June 30, 2008, noninterest income totaled $15.3
million, an increase of 6.5 percent, compared to $14.3 million for the
first half of 2007. The period-over-period increase in noninterest
income was primarily associated with a $1.0 million increase in deposit,
loan and debit card-related fees and service charges.
Noninterest Expense
For the three months ended June 30, 2008, noninterest expense declined
3.3 percent to $22.1 million compared to $22.8 million for the three
months ended June 30, 2007. The decline in noninterest expense between
the two quarterly periods was primarily the result of a $1.5 million
reduction in employee stock-based compensation plan expense partially
offset by a $1.2 million increase in other operating expense.
Noninterest expense for the six months ended June 30, 2008 was $86.7
million, an increase of $42.3 million, compared to $44.3 million for the
same period in 2007. The increase in noninterest expense between both
comparable periods was primarily attributable to a $42.1 million
non-cash, goodwill impairment charge recorded during the first quarter
of 2008. The goodwill charge, which was required under current
accounting rules, had no impact on the Company’s
liquidity, cash flow or regulatory capital positions.
Asset Quality
At June 30, 2008, total nonperforming loans amounted to $132.9 million,
or 4.74 percent of net loans, compared to $127.1 million, or 4.40
percent of net loans, at March 31, 2008 and $128.5 million, or 4.32
percent, at December 31, 2007. The increase in nonperforming loans since
March 31, 2008, inclusive of charge-offs of $40.3 million, was primarily
the result of a $19.4 million increase in nonperforming land and land
development loans partially offset by a $15.6 million reduction in
nonperforming residential construction loans. Nonperforming loans at
June 30, 2008 consisted of $63.4 million of land and land development
loans, $34.1 million of residential construction loans, $20.3 million of
commercial construction loans and $15.1 million of other loans.
Total nonperforming land and land development loans grew $19.4 million
to $63.4 million at June 30, 2008 compared to $44.1 million at March 31,
2008. Nearly all of the nonperforming land and land development loan
increase during the second quarter of 2008 occurred in the Las Vegas,
Nevada area. At June 30, 2008, nonperforming land and land development
loans consisted of 16 residential properties in Las Vegas totaling $55.2
million, seven residential properties in Nebraska amounting to $5.7
million, three properties in Minnesota totaling $1.1 million, one
property in Illinois amounting to $956,000 and two properties in North
Carolina totaling $459,000. With the exception of a very few local,
long-term relationship borrowers, the Bank has not committed to any
additional land and land development loans anywhere in the United States
since the end of 2006.
The June 25, 2008 announced sale of over 300 delinquent residential
construction loans previously originated by TransLand Financial Services
(“TransLand”), a
Florida-based mortgage brokerage firm, contributed to the decline in
nonperforming residential construction loans during the second quarter
2008. Nonperforming residential construction loans totaled $34.1 million
at June 30, 2008, a decrease of 31.4 percent, compared to $49.6 million
at March 31, 2008 and down 41.0 percent from $57.7 million at December
31, 2007. The sale of the TransLand loans represented $12.7 million of
the Company’s total nonperforming residential
construction loans.
At June 30, 2008, nonperforming commercial constructions loans totaled
$20.3 million, an increase of 6.0 percent, compared to $19.2 million at
March 31, 2008. The nonperforming commercial construction loans at June
30, 2008 consisted of two upscale condominium projects located in
suburban Las Vegas. Many of the units were under contract for purchase
prior to the commencement of construction. On the larger of the two
projects, a court-appointed trustee has been working with the Bank and
three other participating financial institutions together with a local
builder and sales agent to complete the project and sell the remaining
units.
The allowance for loan losses at June 30, 2008 was $64.8 million
compared to $66.5 million at December 31, 2007. The allowance for loan
losses as a percentage of net loans increased to 2.31 percent at June
30, 2008 compared to 2.24 percent at year-end 2007. The Company recorded
a provision for loan losses of $27.7 million for the three months ended
June 30, 2008 compared to $10.2 million for the same period one year
ago. The majority of the second quarter 2008 provision for loan losses
was for Las Vegas area loans. The Company establishes provisions for
loan losses, which are charged to operating results, in order to
maintain a level of total allowance for loan losses that, in management’s
belief, covers all known and inherent losses that are both probable and
reasonably estimable at each reporting date.
Charged-off loans, net of recoveries, were $41.4 million for the three
months ended June 30, 2008 compared to $926,000 for the same period one
year ago. The net increase in charged-off loans between the two periods
primarily resulted from write-offs of $24.4 million of land and land
development loans and $6.1 million of residential construction loans
recorded during the second quarter of 2008.
Geographically, $1.5 billion, or 52.3 percent, of the Company’s
total net loans at June 30, 2008 were secured by property located in the
Bank’s in-market area of Nebraska, Iowa and
Kansas. States formerly associated with the Bank’s
nine loan production offices (Arizona, Colorado, Florida, Minnesota,
Nevada and North Carolina) encompassed $779.0 million, or 27.9 percent,
of the Bank’s June 30, 2008 net loan
portfolio. All other states had net loans totaling $554.0 million, or
19.8 percent.
Of the Company’s $132.9 million of
nonperforming loans at June 30, 2008, $19.8 million, or 14.9 percent,
were secured by property located in the Bank’s
tri-state in-market area. Loan production office states represented
$104.0 million, or 78.2 percent, of nonperforming loans at June 30,
2008. Other states comprised the remaining $9.1 million, or 6.9 percent,
of June 30, 2008 nonperforming loans. Nonperforming loans in the state
of Nevada totaled $86.0 million at June 30, 2008 and represented 64.7
percent of total nonperforming loans. The Bank has not originated any
new lending relationships in the Las Vegas market in either 2007 or 2008.
At June 30, 2008, loan production office states had a nonperforming
loans as a percent of net loans ratio of 13.4 percent compared to 1.4
percent in the Bank’s tri-state in-market
area. The substantially lower in-market nonperforming ratio contributed
to the Company’s announcement in late June to
close all nine loan production offices. In focusing more of its future
lending efforts in the Bank’s existing market
area, the Bank intends to leverage its extensive retail franchise
throughout Nebraska, Iowa and Kansas, its name recognition and community
involvement and its knowledge of the local market place to strengthen
its lending operation.
The Bank maintains a corporate policy of not participating in subprime
residential real estate lending or negative amortizing mortgage products
for loans placed into portfolio. The OTS defines subprime loans as loans
to borrowers displaying one or more credit risk characteristics
including lending to a borrower with a credit bureau risk score (“FICO”)
of 660 or below. Furthermore, the Bank has not participated in
collateralized loan obligations, collateralized debt obligations,
structured investment vehicles or asset-backed commercial paper.
Consolidated Statements of Financial Condition
At June 30, 2008, total assets were $3.2 billion, a decrease of 8.6
percent, compared to $3.5 billion at December 31, 2007. The decrease in
total assets for the first six months of 2008 was primarily attributable
to reductions in both net loans and federal funds sold of $169.8 million
and $156.9 million, respectively, and the write-off of $42.1 million of
goodwill. These decreases during the first half of 2008 were partially
offset by a $45.9 million increase in available for sale investment
securities.
Total liabilities declined 7.2 percent to $3.0 billion at June 30, 2008
compared to $3.2 billion at year-end 2007. A $200.8 million decrease in
total deposits resulting from a less aggressive deposit pricing strategy
due the to current economic environment coupled with a $23.5 million
decline in FHLBank advances and other borrowings were primarily
responsible for the decrease in total liabilities for the six months
ended June 30, 2008.
Stockholders’ equity was $271.7 million at
June 30, 2008, a decrease of 21.4 percent, compared to $345.6 million at
December 31, 2007. The year-to-date decline in stockholders’
equity is primarily attributable to a net loss of $73.6 million
resulting from a $67.6 million provision for loan losses and a $42.1
million non-cash, goodwill impairment charge.
In an effort to further preserve capital during this currently volatile
economic cycle, the Company did not repurchase any of its common stock
during the three months ended June 30, 2008 other than to support
employee benefit programs. A Board-authorized buyback plan of up to ten
percent, or 1,797,592 shares, of its common stock remains in effect
which allows the Company to repurchase shares on the open market when
conditions warrant.
The Company also reduced its quarterly cash dividend to $0.04 per share
payable on July 8, 2008 to shareholders of record June 30, 2008. The
cash dividend was reduced from $0.08 per share paid to shareholders in
the previous quarter.
Other Developments
In an effort to focus its lending activity in its primary market area of
Nebraska, Iowa and Kansas, the Company announced on June 30, 2008 that
the Bank will close all of its nine loan production offices across the
country. Three offices in Colorado were officially closed on July 30 and
offices in Las Vegas, Phoenix and Raleigh, North Carolina will close by
late summer 2008. Loan servicing functions for existing customers are
being retained in Charlotte, North Carolina, Minneapolis, Minnesota and
Orlando, Florida at this time.
Corporate Profile
TierOne Corporation is the parent company of TierOne Bank, a $3.2
billion federally chartered savings bank and the largest publicly-traded
financial institution headquartered in Nebraska. Founded in 1907,
TierOne Bank offers customers a wide variety of full-service consumer,
commercial and agricultural banking products and services through a
network of 69 banking offices located in Nebraska, Iowa and Kansas.
Statements contained in this news release which are not historical
facts may be forward-looking statements as that term is defined in the
Private Securities Litigation Reform Act of 1995. Such
forward-looking statements are subject to risks and uncertainties which
could cause actual results to differ materially from those currently
anticipated due to a number of factors. Factors which could
result in material variations include, but are not limited to,
unanticipated issues related to the closing of the loan production
offices; changes in interest rates or other competitive factors which
could affect net interest margins, net interest income and noninterest
income; changes in demand for loans, deposits and other financial
services in the Company’s market area;
changes in asset quality and general economic conditions, including any
unanticipated issues that could impact management’s
judgment as to the adequacy of loan loss reserves; unanticipated issues
associated with the execution of the Company’s
strategic plan, including issues associated with a more diversified loan
portfolio; unanticipated issues associated with increases in the levels
of losses, customer bankruptcies, claims and assessments; unanticipated
issues that may arise relative to loan loss provisions and charge-offs
in connection with the Company’s loan
portfolio, as well as other factors discussed in documents filed by the
Company with the Securities and Exchange Commission from time to time.
These factors should be considered in evaluating the forward-looking
statements and undue reliance should not be placed on such statements.
The Company undertakes no obligation to update these forward-looking
statements to reflect events or circumstances that occur after the date
on which such statements were made.
|
TierOne Corporation and Subsidiaries
|
|
Consolidated Statements of Financial Condition
|
|
June 30, 2008 (Unaudited) and December 31, 2007
|
|
|
|
|
|
|
|
|
(Dollars in thousands, except per share data)
|
|
June 30, 2008
|
|
|
December 31, 2007
|
|
ASSETS
|
|
|
|
|
|
|
Cash and due from banks
|
|
$
|
76,902
|
|
|
|
$
|
79,561
|
|
|
Federal funds sold
|
|
|
5,000
|
|
|
|
|
161,900
|
|
|
Total cash and cash equivalents
|
|
|
81,902
|
|
|
|
|
241,461
|
|
|
Investment securities:
|
|
|
|
|
|
|
Held to maturity, at cost which approximates fair value
|
|
|
59
|
|
|
|
|
70
|
|
|
Available for sale, at fair value
|
|
|
176,376
|
|
|
|
|
130,481
|
|
|
Mortgage-backed securities, available for sale, at fair value
|
|
|
4,232
|
|
|
|
|
6,689
|
|
|
|
|
|
|
|
|
|
Loans receivable:
|
|
|
|
|
|
|
Net loans (includes loans held for sale of $14,429 and $9,348 at
June 30, 2008 and December 31, 2007, respectively)
|
|
|
2,806,360
|
|
|
|
|
2,976,129
|
|
|
Allowance for loan losses
|
|
|
(64,838
|
)
|
|
|
|
(66,540
|
)
|
|
Net loans after allowance for loan losses
|
|
|
2,741,522
|
|
|
|
|
2,909,589
|
|
|
FHLBank Topeka stock, at cost
|
|
|
67,202
|
|
|
|
|
65,837
|
|
|
Premises and equipment, net
|
|
|
36,755
|
|
|
|
|
38,028
|
|
|
Accrued interest receivable
|
|
|
17,809
|
|
|
|
|
21,248
|
|
|
Goodwill
|
|
|
-
|
|
|
|
|
42,101
|
|
|
Other intangible assets, net
|
|
|
5,964
|
|
|
|
|
6,744
|
|
|
Mortgage servicing rights (lower of cost or market), net
|
|
|
16,211
|
|
|
|
|
14,530
|
|
|
Other assets
|
|
|
86,252
|
|
|
|
|
60,988
|
|
|
Total assets
|
|
$
|
3,234,284
|
|
|
|
$
|
3,537,766
|
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities:
|
|
|
|
|
|
|
Deposits
|
|
$
|
2,229,755
|
|
|
|
$
|
2,430,544
|
|
|
FHLBank Topeka advances and other borrowings
|
|
|
665,798
|
|
|
|
|
689,288
|
|
|
Advance payments from borrowers for taxes, insurance and other
escrow funds
|
|
|
|
|
|
|
|
|
33,037
|
|
|
|
|
30,205
|
|
|
Accrued interest payable
|
|
|
4,683
|
|
|
|
|
6,269
|
|
|
Accrued expenses and other liabilities
|
|
|
29,267
|
|
|
|
|
35,870
|
|
|
Total liabilities
|
|
|
2,962,540
|
|
|
|
|
3,192,176
|
|
|
|
|
|
|
|
|
|
Stockholders' equity:
|
|
|
|
|
|
|
Preferred stock, $0.01 par value. 10,000,000 shares authorized; none
issued
|
|
|
|
|
|
|
|
|
-
|
|
|
|
|
-
|
|
|
Common stock, $0.01 par value. 60,000,000 shares authorized;
18,036,134 and 18,058,946 shares issued at June 30, 2008 and
December 31, 2007, respectively
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
226
|
|
|
|
|
226
|
|
|
Additional paid-in capital
|
|
|
367,348
|
|
|
|
|
366,042
|
|
|
Retained earnings, substantially restricted
|
|
|
18,933
|
|
|
|
|
94,630
|
|
|
Treasury stock, at cost; 4,538,941 and 4,516,129 shares at June 30,
2008 and December 31, 2007, respectively
|
|
|
|
|
|
|
|
|
(105,201
|
)
|
|
|
|
(105,008
|
)
|
|
Unallocated common stock held by Employee Stock Ownership Plan
|
|
|
|
|
|
|
|
|
(9,406
|
)
|
|
|
|
(10,159
|
)
|
|
Accumulated other comprehensive loss, net
|
|
|
(156
|
)
|
|
|
|
(141
|
)
|
|
Total stockholders' equity
|
|
|
271,744
|
|
|
|
|
345,590
|
|
|
Total liabilities and stockholders' equity
|
|
$
|
3,234,284
|
|
|
|
$
|
3,537,766
|
|
|
TierOne Corporation and Subsidiaries
|
|
Consolidated Statements of Operations (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended
|
|
For the Six Months Ended
|
|
|
|
June 30,
|
|
June 30,
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in thousands, except per share data)
|
|
2008
|
|
|
2007
|
|
|
2008
|
|
|
2007
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income:
|
|
|
|
|
|
|
|
|
|
Loans receivable
|
|
$
|
43,757
|
|
|
$
|
56,471
|
|
|
$
|
91,320
|
|
|
$
|
112,536
|
|
|
Investment securities
|
|
|
1,710
|
|
|
|
2,855
|
|
|
|
3,879
|
|
|
|
5,284
|
|
|
Other interest-earning assets
|
|
|
448
|
|
|
|
215
|
|
|
|
1,957
|
|
|
|
386
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest income
|
|
|
45,915
|
|
|
|
59,541
|
|
|
|
97,156
|
|
|
|
118,206
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense:
|
|
|
|
|
|
|
|
|
|
Deposits
|
|
|
15,696
|
|
|
|
19,363
|
|
|
|
36,415
|
|
|
|
37,259
|
|
|
FHLBank Topeka advances and other borrowings
|
|
|
7,376
|
|
|
|
9,494
|
|
|
|
14,809
|
|
|
|
19,068
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest expense
|
|
|
23,072
|
|
|
|
28,857
|
|
|
|
51,224
|
|
|
|
56,327
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income
|
|
|
22,843
|
|
|
|
30,684
|
|
|
|
45,932
|
|
|
|
61,879
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision for loan losses
|
|
|
27,694
|
|
|
|
10,233
|
|
|
|
67,634
|
|
|
|
11,701
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income (loss) after provision for loan losses
|
|
|
(4,851
|
)
|
|
|
20,451
|
|
|
|
(21,702
|
)
|
|
|
50,178
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest income:
|
|
|
|
|
|
|
|
|
|
Fees and service charges
|
|
|
6,316
|
|
|
|
5,698
|
|
|
|
11,846
|
|
|
|
11,199
|
|
|
Debit card fees
|
|
|
1,044
|
|
|
|
860
|
|
|
|
1,989
|
|
|
|
1,621
|
|
|
Loss from real estate operations, net
|
|
|
(125
|
)
|
|
|
(145
|
)
|
|
|
(232
|
)
|
|
|
(279
|
)
|
|
Net gain (loss) on sales of:
|
|
|
|
|
|
|
|
|
|
Loss on impairment of securities
|
|
|
(594
|
)
|
|
|
-
|
|
|
|
(594
|
)
|
|
|
-
|
|
|
Loans held for sale
|
|
|
129
|
|
|
|
934
|
|
|
|
1,383
|
|
|
|
1,562
|
|
|
Real estate owned
|
|
|
(4
|
)
|
|
|
(327
|
)
|
|
|
(22
|
)
|
|
|
(332
|
)
|
|
Other operating income
|
|
|
251
|
|
|
|
304
|
|
|
|
886
|
|
|
|
557
|
|
|
|
|
|
|
|
|
|
|
|
|
Total noninterest income
|
|
|
7,017
|
|
|
|
7,324
|
|
|
|
15,256
|
|
|
|
14,328
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest expense:
|
|
|
|
|
|
|
|
|
|
Salaries and employee benefits
|
|
|
11,434
|
|
|
|
13,178
|
|
|
|
24,632
|
|
|
|
26,296
|
|
|
Goodwill impairment
|
|
|
-
|
|
|
|
-
|
|
|
|
42,101
|
|
|
|
-
|
|
|
Occupancy, net
|
|
|
2,504
|
|
|
|
2,391
|
|
|
|
4,880
|
|
|
|
4,804
|
|
|
Data processing
|
|
|
610
|
|
|
|
576
|
|
|
|
1,267
|
|
|
|
1,197
|
|
|
Advertising
|
|
|
925
|
|
|
|
1,263
|
|
|
|
2,038
|
|
|
|
2,265
|
|
|
Other operating expense
|
|
|
6,586
|
|
|
|
5,405
|
|
|
|
11,737
|
|
|
|
9,750
|
|
|
|
|
|
|
|
|
|
|
|
|
Total noninterest expense
|
|
|
22,059
|
|
|
|
22,813
|
|
|
|
86,655
|
|
|
|
44,312
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before income taxes
|
|
|
(19,893
|
)
|
|
|
4,962
|
|
|
|
(93,101
|
)
|
|
|
20,194
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense (benefit)
|
|
|
(7,194
|
)
|
|
|
2,503
|
|
|
|
(19,473
|
)
|
|
|
8,357
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
$
|
(12,699
|
)
|
|
$
|
2,459
|
|
|
$
|
(73,628
|
)
|
|
$
|
11,837
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) per common share, basic
|
|
$
|
(0.75
|
)
|
|
$
|
0.15
|
|
|
$
|
(4.36
|
)
|
|
$
|
0.71
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) per common share, diluted
|
|
$
|
(0.75
|
)
|
|
$
|
0.14
|
|
|
$
|
(4.36
|
)
|
|