White River Capital, Inc. Announces Results for the 3rd Quarter of 2006
INDIANAPOLIS--White River Capital, Inc. (Pink Sheets:WRVC) (“White River”) today announced net income for the third quarter 2006 was $8.1 million, or $2.09 per diluted share (based upon 3,900,930 diluted shares outstanding), compared to third quarter 2005 net income of $2.0 million, or $1.32 per diluted share (based upon 1,492,669 diluted shares outstanding). The results for the third quarter of 2006 are due to the following:
- activity from the Coastal Credit LLC (“Coastal Credit”) subsidiary contributed $2.0 million to net income,
- $8.1 million of earnings from operations contributed by the Union Acceptance Company LLC (“UAC”) subsidiary,
- a net loss of $(1.3) million from creditor notes payable extinguishment of debt and inter-company transfers arising from the receipt and distribution of proceeds from the UAC Master Trust, as further described below,
- a loss at the holding company of $(0.9) million from interest and holding company expenses, and
- an income tax benefit of $0.2 million.
Net income for the nine months ended September 30, 2006 was $12.9 million, or $3.33 per diluted share (based upon 3,876,177 diluted shares outstanding) compared to net income for the nine months ended September 30, 2005 of $13.3 million, or $18.74 per diluted share (based upon 708,658 diluted shares outstanding). Net income for the nine months ended September 30, 2006 included the earnings of Coastal Credit for the entire period, while the net income for the nine months ended September 30, 2005 included only one month of earnings from Coastal Credit, which was acquired on August 31, 2005. Also, included in net income for the nine months ended September 30, 2006 is a loss from the extinguishment of debt of $(1.5) million while the net income for the nine months ended September 30, 2005 includes a gain from the extinguishment of debt of $11.3 million.
On September 26, 2006, White River’s UAC subsidiary entered into a settlement agreement with the servicer of its receivables to resolve litigation pending in the Federal District Court for the Southern District of Indiana. The settlement agreement provided for a payment to the UAC Master Trust and a mutual release of claims. For more information on the settlement, see White River’s September 29, 2006 Current Report on Form 8-K which may be referenced as described below in the “Additional Information and Where to Find It” section.
Mark Ruh, President and Chief Operating Officer, stated, "During the third quarter, Coastal Credit continued its consistent performance with a $2.0 million contribution to earnings and steady receivable growth. The liquidation of the UAC receivable portfolio continues to generate significant income and cash flow, while the settlement agreed to by UAC during the quarter greatly contributed to White River’s results." Mr. Ruh continued, "At least through the first quarter 2007, White River’s earnings volatility will continue as the UAC portfolio continues to liquidate.”
Martin Szumski, Chief Financial Officer, commented, "We are pleased with the significant growth of our equity base during the third quarter. White River’s equity is now $73.4 million, and tangible equity is now $38.4 million. These values translate into a book value per share of $19.26 and a tangible book value per share of $10.06, while our tangible equity is now 21.65% of tangible assets. White River has also started to pay down the principal of its 10.75% interest rate secured note, which had a $15 million original balance, and since early October this note has a principal balance of $13.1 million."
INTEREST ON RECEIVABLES
Interest on receivables for the third quarter of 2006 totaled $9.2 million compared to $7.9 million for the third quarter of 2005. The increase in interest on receivables resulted largely from the activity of Coastal Credit, which White River acquired during the third quarter of 2005.
ACCRETION AND OTHER INTEREST
Accretion and other interest increased to $8.1 million compared to $2.3 million for the quarters ended September 30, 2006 and 2005, respectively. The UAC settlement proceeds contributed significantly to this increase during the third quarter 2006 because the settlement proceeds were funded to the UAC Master Trust account. UAC recognized accretion income in anticipation of cash being released from the UAC Master Trust account.
RECOVERY (PROVISION) FOR ESTIMATED CREDIT LOSSES
Recovery (provision) for estimated credit losses was a $20,000 provision compared to a $1.0 million provision for the quarters ended September 30, 2006 and 2005, respectively. UAC significantly contributed to the small provision for estimated credit losses with a $1.2 million recovery due to the stable performance of its contracting securitized finance receivable portfolio during the third quarter 2006. The provision at Coastal Credit for the third quarter 2006 was $1.2 million.
CHARGE TO MASTER TRUST, NET
The charge to Master Trust, net was $(5.6) million for the quarter ended September 30, 2006 compared to $(2.1) million for the quarter ended September 30, 2005. Charge to Master Trust, net is an expense related to future transfers of funds to the Master Trust from on balance sheet securitized finance receivables of UAC. As the performance of UAC’s on balance sheet securitized finance receivables has improved and stabilized, there has been a recovery for estimated credit losses, and interest income has increased. Thus, the amounts related to future transfers of funds owed to the Master Trust has increased resulting in a increase in the charge to Master Trust, net. The UAC settlement proceeds also significantly contributed to the charge to Master Trust during the third quarter 2006.
GAIN (LOSS) FROM EXTINGUISHMENT OF DEBT
The loss from extinguishment of debt was $(1.3) million for the quarter ended September 30, 2006. This value is the sum of the following:
- a $(4.4) million loss at UAC and a $4.4 million gain at the holding company due to distributions from UAC to the holding company on UAC debt owned by the holding company, and
- a $(1.3) million loss at the holding company due to the distribution by the holding company of a portion of the settlement proceeds to certain former creditors of UAC who sold their notes and claims to White River.
The gain from extinguishment of debt was $266,000 for the quarter ended September 30, 2005.
White River owns all of UAC’s general unsecured claims, 89.1% of UAC’s subordinated notes and 94.7% of UAC's accrual notes.
INCOME TAX BENEFIT
On a quarterly basis, White River calculates the deferred tax asset valuation allowance based on the estimated taxable income for the future five year period and makes adjustments as required. For the quarter ended September 30, 2006, this adjustment resulted in an income tax benefit of $248,000.
CREDIT QUALITY
The following tables set forth delinquency, loan loss reserve levels, and securitized pool loss information for Coastal Credit and UAC:
Coastal Credit LLC | |||
Delinquency Rates Experienced - Finance Receivables | |||
(in thousands except percentages) | |||
September 30, | December 31, | ||
2006 | 2005 | ||
Finance receivables - gross balance | $ 106,554 | $ 97,820 | |
Delinquencies: | |||
30-59 days | 1,258 | 1,124 | |
60-89 days | 688 | 768 | |
90+ days | 832 | 878 | |
Total delinquencies | $ 2,778 | $ 2,770 | |
Delinquencies as a percentage of finance receivables - gross balance | 2.6% | 2.8% |
Coastal Credit LLC | ||||||||
Allowance for Loan Losses - Finance Receivables | ||||||||
(in thousands except percentages) | ||||||||
Quarter Ended |
Nine Months Ended |
One Month Ended |
||||||
Balance at beginning of period | $ | 5,832 | $ | 6,031 | $ | 6,100 | ||
Charge-offs, net of recoveries | (1,267) | (3,570) | (375) | |||||
Provision for estimated credit losses | 1,194 | 3,298 | 375 | |||||
Balance at the end of the period | $ | 5,759 | $ | 5,759 | $ | 6,100 | ||
Net charge offs | $ | 1,267 | $ | 3,570 | $ | 375 | ||
Finance receivables, net of unearned finance charges | $ | 96,987 | $ | 96,987 | $ | 86,292 | ||
Allowance for loan losses as a percent of finance receivables, net of unearned finance charges | 5.94% | 5.94% | 7.07% | |||||
Annualized net charge offs as a percent of finance receivables, net of unearned finance charges | 5.23% | 4.91% | 5.21% | |||||
Allowance for loan losses as a percent of annualized net charge offs | 113.63% | 120.99% | 135.56% |
Union Acceptance Company LLC | |||||
Delinquency Rates | |||||
(in thousands except percentages) | |||||
September 30, |
December 31, |
||||
Securitized finance receivables principal balance | $ | 41,392 | $ | 115,031 | |
Delinquencies: | |||||
30-59 days | 3,223 | 7,703 | |||
60-89 days | 785 | 2,390 | |||
90+ days | 392 | 1,271 | |||
Total delinquencies | $ | 4,400 | $ | 11,364 | |
Delinquencies as a percentage of securitized finance receivables | 10.6% | 9.9% | |||
Off-balance sheet finance receivables principal balance | $ | 42,555 | $ | 82,300 | |
Delinquencies: | |||||
30-59 days | 1,692 | 2,737 | |||
60-89 days | 506 | 859 | |||
90+ days | 178 | 553 | |||
Total delinquencies | $ | 2,376 | $ | 4,149 | |
Delinquencies as a percentage of securitized finance receivables | 5.6% | 5.0% |
Union Acceptance Company LLC | |||||||||||
Allowance for Loan Losses - On Balance Sheet Securitized Finance Receivables | |||||||||||
(in thousands except percentages) | |||||||||||
Quarters Ended September 30, | Nine Months Ended September 30, | ||||||||||
2006 | 2005 | 2006 | 2005 | ||||||||
Balance at the beginning of period | $ | 4,089 | $ | 13,425 | $ | 6,503 | $ | 11,722 | |||
Allowance at purchase | - | 2,131 | - | 5,163 | |||||||
Charge-offs | (1,659) | (5,812) | (7,975) | (16,410) | |||||||
Recoveries | 1,314 | 3,580 | 7,705 | 11,037 | |||||||
Provision (recovery) for estimated credit losses | (1,174) | 656 | (3,663) | 2,468 | |||||||
Balance at the end of the period | $ | 2,570 | $ | 13,980 | $ | 2,570 | $ | 13,980 | |||
Net charge offs | $ | 345 | $ | 2,232 | $ | 270 | $ | 5,373 | |||
Securitized finance receivables | $ | 41,392 | $ | 150,928 | $ | 41,392 | $ | 150,928 | |||
Allowance for loan losses as a percent of securitized finance receivables | 6.21% | 9.26% | 6.21% | 9.26% | |||||||
Annualized net charge offs as a percent of securitized finance receivables | 3.33% | 5.92% | 0.87% | 4.75% | |||||||
Allowance for loan losses as a percent of annualized net charge offs | 186.23% | 156.59% | 713.89% | 195.14% |
ABOUT WHITE RIVER, COASTAL CREDIT AND UAC
White River is the holding company for Coastal Credit LLC and Union Acceptance Company LLC.
Coastal Credit is a specialized subprime auto finance company, headquartered in Virginia Beach, Virginia, engaged primarily in (1) acquiring retail installment sales contracts from both franchised and independent automobile dealers which have entered into contracts with purchasers of used and, to a much lesser extent, new cars and light trucks, and (2) servicing the contract portfolio. Coastal Credit commenced operations in Virginia in 1987 and conducts business in twenty one states – Alaska, Arizona, California, Colorado, Delaware, Florida, Georgia, Hawaii, Kansas, Louisiana, Maryland, Mississippi, Nevada, North Carolina, Ohio, Oklahoma, Pennsylvania, Tennessee, Texas, Virginia and Washington – through its seventeen branch locations. The Coastal Credit receivables portfolio, net of unearned finance charges, was $97.0 million at September 30, 2006.
Union Acceptance Company LLC is a specialized auto finance company, based in Indianapolis, Indiana, which holds and oversees its portfolio of approximately $84.8 million in non-prime auto receivables, as of September 30, 2006. Since August 2003, UAC is continuing business activities as a reorganized company under a confirmed Second Amended and Restated Plan of Reorganization under Chapter 11 of the U.S. Bankruptcy Code under which net proceeds from its residual interest in its receivables portfolios and other bankruptcy estate assets must be paid to creditors holding notes and claims under the plan. During 2005 and 2006, White River purchased and now directly owns approximately 90% of UAC’s notes and general unsecured claims.
ADDITIONAL INFORMATION AND WHERE TO FIND IT
Additional information about White River is available at White River’s web site located at: www.WhiteRiverCap.com.
This site includes financial highlights, stock information, public filings with the U.S. Securities and Exchange Commission (the "SEC"), and corporate governance documents. The SEC public filings available for review include but are not limited to:
- its Annual Report on Form 10-K for the year ended December 31, 2005,
- its Proxy Statement on Schedule 14A dated April 10, 2006, and
- its Quarterly Report on Form 10-Q for the quarter ended June 30, 2006.
White River’s public filings with the SEC can also be viewed on the SEC’s website at: www.sec.gov.
FORWARD-LOOKING STATEMENTS
This press release contains certain forward-looking information about White River that is intended to be covered by the safe harbor for "forward-looking statements" provided by the Private Securities Litigation Reform Act of 1995. Such information includes forward-looking statements above regarding the future financial performance of Coastal Credit and White River's prospects for future earnings and earnings volatility. All statements other than statements of historical fact are forward-looking statements. Such statements involve inherent risks and uncertainties, many of which are difficult to predict and are generally beyond the control of White River. White River cautions readers that a number of important factors could cause actual results to differ materially from those expressed in, implied or projected by, such forward-looking statements. Risks and uncertainties include, but are not limited to:
- losses and prepayments on our receivable portfolios;
- general economic, market, or business conditions;
- changes in interest rates, the cost of funds, and demand for our financial services;
- changes in our competitive position;
- our ability to manage growth and integrate acquired businesses;
- the opportunities that may be presented to and pursued by us;
- competitive actions by other companies;
- changes in laws or regulations;
- changes in the policies of federal or state regulators and agencies.
These and other risks are described in White River's public filings with the SEC; see, in particular, risk factors described under Item 1A in White River’s Annual Report on Form 10-K for the year ended December 31, 2005, on file with the SEC. If any of these risks or uncertainties materializes or if any of the assumptions underlying such forward-looking statements proves to be incorrect, White River's results could differ materially from those expressed in, implied or projected by such forward-looking statements. White River assumes no obligation to update such forward-looking statements.
WHITE RIVER CAPITAL, INC. AND SUBSIDIARIES | ||||||
CONDENSED CONSOLIDATED BALANCE SHEETS | ||||||
(Unaudited) | ||||||
(Dollars in thousands) | ||||||
ASSETS |
September 30, 2006 |
December 31, 2005 | ||||
Cash and cash equivalents |
$ | 5,633 | $ | 6,878 | ||
Restricted cash | 15,556 | 22,739 | ||||
Securitized finance receivables—net | 39,151 | 109,506 | ||||
Finance receivables—net | 79,260 | 70,784 | ||||
Beneficial interest in Master Trust | 22,640 | 13,968 | ||||
Goodwill | 35,097 | 35,097 | ||||
Deferred tax assets | 6,047 | 4,707 | ||||
Other assets | 8,851 | 3,315 | ||||
TOTAL | $ | 212,235 | $ | 266,994 | ||
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||
LIABILITIES: | ||||||
Collateralized financing | $ | 46,213 | $ | 122,293 | ||
Line of credit | 54,500 | 51,500 | ||||
Secured note payable | 14,062 | 15,000 | ||||
Subordinated debentures | 7,700 | 7,700 | ||||
Note payable - Coastal Credit purchase holdback | - | 3,840 | ||||
Accrued interest | 1,369 | 2,131 | ||||
Amounts due to Master Trust | 7,894 | 7,417 | ||||
Creditor notes payable | 1,825 | 1,461 | ||||
Other payables and accrued expenses | 5,225 | 2,291 | ||||
Total liabilities | 138,788 | 213,633 | ||||
SHAREHOLDERS’ EQUITY: | ||||||
Preferred Stock, without par value, authorized 3,000,000 shares; none issued and outstanding |
- | - | ||||
Common Stock, without par value, authorized 20,000,000 shares; 3,813,155 and 3,810,155 issued and outstanding at September 30, 2006 and December 31, 2005, respectively |
179,426 | 179,157 | ||||
Warrants | 534 | 534 | ||||
Accumulated other comprehensive income | 20,221 | 13,305 | ||||
Accumulated deficit | (126,734) | (139,635) | ||||
Total shareholders’ equity | 73,447 | 53,361 | ||||
TOTAL | $ | 212,235 | $ | 266,994 |
WHITE RIVER CAPITAL, INC. | |||||
Book Value per Share, Tangible Book Value per Share and Equity Ratios | |||||
(in thousands except share related values and percents) | |||||
September 30, | December 31, | ||||
2006 | 2005 | ||||
Total shareholders’ equity | $ | 73,447 | $ | 53,361 | |
Less goodwill | (35,097) | (35,097) | |||
Tangible book value | $ | 38,350 | $ | 18,264 | |
Shares outstanding | 3,813,155 | 3,810,155 | |||
Book value per share | $ | 19.26 | $ | 14.00 | |
Tangible book value per share | $ | 10.06 | $ | 4.79 | |
Assets | $ | 212,235 | $ | 266,994 | |
Tangible assets | $ | 177,138 | $ | 231,897 | |
Equity/ assets | 34.61% | 19.99% | |||
Tangible equity/ tangible assets | 21.65% | 7.88% |
WHITE RIVER CAPITAL, INC. AND SUBSIDIARIES | |||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | |||||||
(Unaudited) | |||||||
(Dollars in thousands, except per share amounts) | |||||||
Quarter-to-Date |
Nine Months Ended |
||||||
2006 | 2005 | 2006 | 2005 | ||||
INTEREST: | |||||||
Interest on receivables | $ 9,199 | $ 7,888 | $ 28,808 | $ 17,775 | |||
Accretion and other interest | 8,129 | 2,333 | 11,536 | 8,052 | |||
Total interest income | 17,328 | 10,221 | 40,344 | 25,827 | |||
Interest expense | (2,872) | (3,189) | (9,294) | (11,532) | |||
Net interest margin | 14,456 | 7,032 | 31,050 | 14,295 | |||
Recovery (provision) for estimated credit losses | (20) | (1,031) | 365 | (2,844) | |||
Net interest margin after recovery (provision) for estimated credit losses | 14,436 | 6,001 | 31,415 | 11,451 | |||
OTHER REVENUES: | |||||||
Charge to Master Trust—net | (5,587) | (2,126) | (13,587) | (5,179) | |||
Gain (loss) from extinguishment of debt | (1,341) | 266 | (1,543) | 11,327 | |||
Other income | 4,304 | 188 | 7,973 | 614 | |||
Total other revenues, net | (2,624) | (1,672) | (7,157) | 6,762 | |||
OTHER EXPENSES: | |||||||
Salaries and benefits | 2,255 | 551 | 6,379 | 722 | |||
Third party servicing expense | 373 | 1,015 | 1,552 | 2,642 | |||
Other operating expenses | 1,279 | 718 | 4,496 | 1,324 | |||
Bankruptcy costs | 18 | 74 | 150 | 244 | |||
Total other expenses | 3,925 | 2,358 | 12,577 | 4,932 | |||
INCOME BEFORE INCOME TAXES | 7,887 | 1,971 | 11,681 | 13,281 | |||
INCOME TAX BENEFIT | 248 | - | 1,219 | - | |||
NET INCOME | $ 8,135 | $ 1,971 | $ 12,900 | $ 13,281 | |||
NET INCOME PER COMMON SHARE (BASIC) | $ 2.13 | $ 1.32 | $ 3.38 | $ 18.77 | |||
NET INCOME PER COMMON SHARE (DILUTED) | $ 2.09 | $ 1.32 | $ 3.33 | $ 18.74 | |||
BASIC WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING |
3,813,155 | 1,489,503 | 3,813,045 | 707,591 | |||
DILUTED WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING |
3,900,930 | 1,492,669 | 3,876,177 | 708,658 |
Contact: | Mark R. Ruh | Martin J. Szumski | |
President & Chief Operating Officer | Chief Financial Officer | ||
Address: | 1445 Brookville Way | 1445 Brookville Way | |
Suite I | Suite I | ||
Indianapolis, IN 46239 | Indianapolis, IN 46239 | ||
Phone: | (317) 806-2166 x 6468 | (858) 759-6057 |