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8-K - CURRENT REPORT - TFS Financial CORPd8k.htm

Exhibit 99.1

LOGO

Contact:  Jennifer Rosa    (216) 429-5037

For release Wednesday, February 9, 2011

TFS Financial Corporation Announces First Fiscal Quarter Ended December 31, 2010 Financial Results

(Cleveland, OH – February 9, 2011) – TFS Financial Corporation (NASDAQ: TFSL) (the “Company”), the holding company for Third Federal Savings and Loan Association of Cleveland (the “Association”), today announced results for the quarter ended December 31, 2010.

The Company reported a net loss of $7.3 million for the three months ended December 31, 2010, compared to net income of $8.9 million for the three months ended December 31, 2009. The change in net income is largely the result of an increase in the provision for loan losses and non-interest expense, plus a reduction in non-interest income, partially offset by an increase in net interest income.

Marc A. Stefanski, chairman and CEO of Third Federal commented, “While the strong refinance market has allowed us to grow and attract new customers, we still face the challenges of a weak economy, an unemployment rate of 9 percent and increasing costs due to a changing regulatory environment.”

Net interest income increased $2.4 million, or 4.2%, to $59.7 million for the three months ended December 31, 2010 from $57.3 million for the three months ended December 31, 2009. The increase in net interest income resulted from a decrease in interest paid on interest-bearing liabilities, partially offset by a decrease in the interest received on interest-bearing assets. The interest rate spread increased 5 basis points to 1.82% for the three months ended December 31, 2010 from 1.77% for the three months ended December 31, 2009. The net interest margin increased one basis point to 2.21% compared to 2.20% for the same quarter last year.

The Company recorded a provision for loan losses of $34.5 million for the three months ended December 31, 2010 and $16.0 million for the three months ended December 31, 2009. The provisions exceeded net charge-offs of $19.5 million and $14.0 million for the quarters ended December 31, 2010 and 2009, respectively. Of the $19.5 million of net charge-offs, $13.4 million occurred in the equity loans and lines of credit portfolio. The allowance for loan losses was $148.2 million, or 1.50% of total loans receivable, at December 31, 2010, compared to $133.2 million, or 1.42% of total loans receivable, at September 30, 2010, and further compared to $97.3 million or 1.03% of total loans receivable at December 31, 2009. Included in the allowance for loan losses is a specific reserve for losses on impaired loans which was $53.1 million, $46.0 million and $31.8 million at December 31, 2010, September 30, 2010 and December 31, 2009, respectively.

Non-performing loans decreased $11.1 million to $275.5 million, or 2.80% of total loans, at December 31, 2010 from $286.6 million, or 3.08% of total loans, at September 30, 2010. Of the $11.1 million decrease, $3.5 million occurred in the residential, non-Home Today portfolio, $4.3 million occurred in the residential, Home Today portfolio, $1.9 million occurred in the equity loans and lines of credit portfolio


and $1.4 million occurred in the construction portfolio. Non-performing loans increased $10.8 million compared to $264.7 million, or 2.83% of total loans, at December 31, 2009. The Home Today portfolio is an affordable housing program targeted toward low and moderate income home buyers, which totaled $276.2 million at December 31, 2010 and $280.5 million at September 30, 2010.

Non-interest income decreased $4.8 million, or 41%, to $6.8 million for the three months ended December 31, 2010 from $11.6 million for the three months ended December 31, 2009. There were no sales of loans and therefore no gains were recorded during the three months ended December 31, 2010, compared to gains of $3.0 million for the same quarter last year. Additionally, increased refinancing activity caused the amortization of mortgage servicing rights to increase $2.8 million to $4.8 million for the three months ended December 31, 2010 from $2.0 million for the three months ended December 31, 2009.

Non-interest expense increased $2.8 million, or 7.1%, to $42.9 million for the three months ended December 31, 2010 from $40.1 million for the three months ended December 31, 2009 due to increases in other operating expenses and Federal insurance premiums, partially offset by lower salaries and employee benefit expense. Other operating expenses, consisting of mainly additional legal, consulting and appraisal expenses related to the expanded review of our equity loan and lines of credit portfolio, increased $4.7 million, or 101.5%, to $9.4 million for the three months ended December 31, 2010 from $4.7 million for the three months ended December 31, 2009. Salaries and employee benefits decreased $3.7 million, or 17.4%, to $17.5 million for the three months ended December 31, 2010 from $21.2 for the three months ended December 31, 2009, generally as a result of no executive bonus, a reduced employee bonus accrual and a reduction in the number of shares allocated under the Employee Stock Ownership Plan.

Total assets decreased $11.4 million, or 1%, to $11.06 billion at December 31, 2010 from $11.08 billion at September 30, 2010. This change was the result of decreases in our cash and cash equivalents, investment securities and mortgage loans held for sale partially offset by an increase in our loan portfolio.

Cash and cash equivalents decreased $401.2 million, or 53.9%, to $342.5 million at December 31, 2010 from $743.7 million at September 30, 2010. Investment securities decreased $102.2 million, or 15.2%, to $569.4 million at December 31, 2010 from $671.6 million at September 30, 2010. These decreases can be attributed to the reinvestment of our most liquid assets into loan products that provide higher yields and longer maturities.

Loans held for investment, net increased $522.6 million to $9.70 billion at December 31, 2010 from $9.18 billion at September 30, 2010. Residential mortgage loans increased $652.7 million during the three months ended December 31, 2010, while the equity loans and lines of credit portfolio decreased by $111.5 million. A total of $582.0 million of adjustable rate mortgages (mainly five year loans) were originated during the three months ended December 31, 2010, representing over 55% of all residential mortgage originations, compared to $6.1 million and 1.4% for the same quarter last year. Under a marketing effort to offset future interest rate risk exposure, adjustable rate mortgages originated under the Smart Rate ARM program since July, 2010 have an outstanding principal balance of more than $900 million as of December 31, 2010. The total principal balance of adjustable rate first mortgage loans was $1.41 billion, or 19.9% of all first mortgage residential loans, at December 31, 2010, compared to $650.5 million, or 10.3%, at December 31, 2009.


Deposits decreased $58.6 million, or less than 1%, to $8.79 billion at December 31, 2010 from $8.85 billion at September 30, 2010. The decrease in deposits was the result of a $108.0 million decrease in our certificates of deposit partially offset by $25.6 million increase in our high-yield savings accounts combined with a $21.7 million increase in our high-yield checking accounts for the three-month period ended December 31, 2010.

Accrued expenses and other liabilities increased $46.9 million, or 72.0%, to $112.1 million at December 31, 2010 from $65.2 million at September 30, 2010. This increase reflects the in-transit status of $46.5 million of real estate tax payments that have been collected from borrowers and will be remitted to various taxing agencies.

Shareholders’ equity decreased $5.3 million to $1.75 billion at December 31, 2010 from September 30, 2010. This reflects $7.3 million of net loss during the three-month period partially offset by adjustments related to the allocation of shares of our common stock related to awards under the stock-based compensation plan and the ESOP.

At December 31, 2010, the Association was “well capitalized” for regulatory capital purposes, as its tier 1 risk based capital ratio was 20.07% and its total risk based capital was 21.32%, both of which substantially exceed the amounts required for the Association to be considered well capitalized.

“We’ve made great progress in our home equity reduction plan. We received a formal non-objection to the plan on December 27, 2010, and feel confident that we will satisfy all the requirements of the OTS,” Stefanski said. The Home Equity Reduction Plan (the “Plan”) was submitted to the Association’s primary regulator, the Office of Thrift Supervision (the “OTS”), in September 2010. The Plan was prepared in response to an August 13, 2010, Memorandum of Understanding (the “MOU”) between the Association and the OTS. Key elements of the Plan and progress through December 31, 2010 are: (1) A reduction by December 31, 2011, using June 30, 2010 as a starting point, of $1 billion in home equity loan commitments, including a $300 million reduction in outstanding balances. At December 31, 2010, commitments, including those lines suspended, but subject to customer appeal, have been reduced $738.2 million and outstanding balances have been reduced by $158.7 million. (2) A $150 million capital infusion from the Company to the Association. This was completed in October, 2010. (3) Implementation of expanded line management, account management and collection processes regarding home equity. These process changes are in various stages of completion.

New Memorandums of Understanding (the “New MOU”) were entered into with the OTS dated February 7, 2011, covering the Association, the Company and the Mutual Holding Company. In conjunction with the New MOU, the Association’s original MOU dated August 13, 2010, was terminated. The New MOU addresses the ongoing monitoring of issues required by the original MOU. In addition, the New MOU requires, at various dates through June 30, 2011, the following actions: (1) an independent assessment of the Association’s interest rate risk management policy and a plan to address any deficiencies noted; (2) an independent review of management compensation; (3) the submittal of an independent enterprise risk management study and a plan to address any deficiencies noted; (4) the submittal for OTS non-objection 45 days in advance, any plans for new debt, dividends or stock repurchases; (5) formal management and director succession plans; and (6) revisions to various operational policies. In September, 2010, the Company engaged a third party to conduct an independent assessment of its interest rate risk management policy and enterprise risk management approach. The assessments will be a part of


the response to the OTS to be delivered in February, 2011. The Company expects to be able to comply with the remaining timeframes specified in the New MOU. The OTS requirements also carry unanticipated costs to complete which will continue to increase the Company’s non-interest expense in amounts that are not expected to, but may, be material to its results of operations. The requirements of the New MOU will remain in effect until the OTS decides to terminate, suspend or modify them.

The Company will host a post-earnings conference call at 10:00 a.m. (ET) on February 10, 2011. The toll-free dial-in number is 800-894-5910, Conference ID 7TFSLQ111. A telephone replay will be available beginning at 1:30 p.m. (ET) February 10, 2011 by dialing 800-388-5895. The conference call will be simultaneously webcast on the Company’s website www.thirdfederal.com under the Investor Relations link under the “About Us” tab, and will be archived for 30 days after the event, beginning February 11, 2011. The slides for the conference call will be filed with the SEC under a separate Form 8-K and will also be available on the Company’s website.


Forward Looking Statements

This report contains forward-looking statements, which can be identified by the use of such words as estimate, project, believe, intend, anticipate, plan, seek, expect and similar expressions. These forward-looking statements include:

 

   

statements of our goals, intentions and expectations;

 

   

statements regarding our business plans and prospects and growth and operating strategies;

 

   

statements concerning trends in our provision for loan losses and charge-offs;

 

   

statements regarding the asset quality of our loan and investment portfolios; and

 

   

estimates of our risks and future costs and benefits.

These forward-looking statements are subject to significant risks, assumptions and uncertainties, including, among other things, the following important factors that could affect the actual outcome of future events:

 

   

significantly increased competition among depository and other financial institutions;

 

   

inflation and changes in the interest rate environment that reduce our interest margins or reduce the fair value of financial instruments;

 

   

general economic conditions, either nationally or in our market areas, including unemployment prospects and conditions, that are worse than expected;

 

   

adverse changes and volatility in the securities markets;

 

   

adverse changes and volatility in credit markets;

 

   

our ability to enter new markets successfully and take advantage of growth opportunities, and the possible short-term dilutive effect of potential acquisitions or de novo branches, if any;

 

   

changes in consumer spending, borrowing and savings habits;

 

   

changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board and the Public Company Accounting Oversight Board;

 

   

future adverse developments concerning Fannie Mae or Freddie Mac;

 

   

changes in monetary and fiscal policy of the U.S. Government, including policies of the U.S. Treasury and the Federal Reserve Board;

 

   

changes in policy and/or assessment rates of taxing authorities that adversely affect us;

 

   

changes in laws or governmental regulations affecting financial institutions, including changes in regulatory costs and capital requirements;

 

   

the timing and the amount of revenue that we may recognize;

 

   

changes in expense trends (including, but not limited to trends affecting non-performing assets, charge-offs and provisions for loan losses);

 

   

inability of third-party providers to perform their obligations to us;

 

   

adverse changes and volatility in real estate markets;

 

   

a slowing or failure of the moderate economic recovery;

 

   

the extensive reforms enacted in the Dodd-Frank Wall Street Reform and Consumer Protection Act;

 

   

the adoption of implementing regulations by a number of different regulatory bodies under the Dodd-Frank Wall Street Reform and Consumer Protection Act, and uncertainty in the exact nature, extent and timing of such regulations and the impact they will have on us;

 

   

changes in our organization, or compensation and benefit plans; and

 

   

the strength or weakness of the real estate markets and of the consumer and commercial credit sectors and its impact on the credit quality of our loans and other assets.

Because of these and other uncertainties, our actual future results may be materially different from the results indicated by these forward-looking statements.


TFS FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CONDITION (unaudited)

(In thousands, except share data)

 

 

     December 31,
2010
    September 30,
2010
 

ASSETS

    

Cash and due from banks

   $ 37,401      $ 38,804   

Other interest-bearing cash equivalents

     305,091        704,936   
                

Cash and Cash equivalents

     342,492        743,740   
                

Investment securities

    

Available for sale (amortized cost $18,104 and $24,480, respectively)

     18,095        24,619   

Held to maturity (fair value $557,147 and $657,076, respectively)

     551,255        646,940   
                

Investment securities

     569,350        671,559   
                

Mortgage loans held for sale (includes $0 measured at fair value for the period ended September 30, 2010)

     0        25,027   

Loans held for investment, net:

    

Mortgage loans

     9,861,694        9,323,073   

Other loans

     7,237        7,199   

Deferred loan fees, net

     (16,241     (15,283

Allowance for loan losses

     (148,246     (133,240
                

Loans, net

     9,704,444        9,181,749   
                

Mortgage loan servicing assets, net

     33,532        38,658   

Federal Home Loan Bank stock, at cost

     35,620        35,620   

Real estate owned

     16,472        15,912   

Premises, equipment, and software, net

     62,142        62,685   

Accrued interest receivable

     36,697        36,282   

Bank owned life insurance contracts

     165,974        164,334   

Other assets

     97,949        100,461   
                

TOTAL ASSETS

   $ 11,064,672      $ 11,076,027   
                

LIABILITIES AND SHAREHOLDERS’ EQUITY

    

Deposits

   $ 8,793,314      $ 8,851,941   

Borrowed funds

     64,155        70,158   

Borrowers’ advances for insurance and taxes

     55,044        51,401   

Principal, interest, and related escrow owed on loans serviced

     292,452        284,425   

Accrued expenses and other liabilities

     112,131        65,205   
                

Total liabilities

     9,317,096        9,323,130   
                

Commitments and contingent liabilities

    

Preferred stock, $0.01 par value, 100,000,000 shares authorized, none issued and outstanding

    

Common stock, $0.01 par value, 700,000,000 shares authorized; 332,318,750 shares issued; 308,395,893 and 308,395,000 outstanding at December 31, 2010 and September 30, 2010, respectively

     3,323        3,323   

Paid-in capital

     1,687,535        1,686,062   

Treasury stock, at cost; 23,922,857 and 23,923,750 shares at December 31, 2010 and September 30, 2010, respectively

     (288,354     (288,366

Unallocated ESOP shares

     (82,335     (82,699

Retained earnings – substantially restricted

     445,285        452,633   

Accumulated other comprehensive loss

     (17,878     (18,056
                

Total shareholders’ equity

     1,747,576        1,752,897   
                

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

   $ 11,064,672      $ 11,076,027   
                


TFS FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (unaudited)

(In thousands except share and per share data)

 

 

     For the Three Months
Ended December 31,
 
   2010     2009  

INTEREST AND DIVIDEND INCOME:

    

Loans, including fees

     103,200        107,048   

Investment securities available for sale

     111        113   

Investment securities held to maturity

     3,337        5,073   

Other interest and dividend earning assets

     793        569   
                

Total interest and dividend income

     107,441        112,803   
                

INTEREST EXPENSE:

    

Deposits

     47,278        55,013   

Borrowed funds

     477        485   
                

Total interest expense

     47,755        55,498   
                

NET INTEREST INCOME

     59,686        57,305   

PROVISION FOR LOAN LOSSES

     34,500        16,000   
                

NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES

     25,186        41,305   

NON-INTEREST INCOME:

    

Fees and service charges, net of amortization

     2,904        5,470   

Mortgage servicing assets impairment

     (284     (73

Net gain on the sale of loans

     0        3,041   

Increase in and death benefits from bank owned life insurance contracts

     1,640        1,608   

Income on private equity investments

     183        115   

Other

     2,376        1,472   
                

Total non-interest income

     6,819        11,633   
                

NON-INTEREST EXPENSE:

    

Salaries and employee benefits

     17,485        21,171   

Marketing services

     2,101        2,025   

Office property, equipment, and software

     5,110        5,253   

Federal insurance premium

     5,985        4,209   

State franchise tax

     939        1,042   

Real estate owned expense, net

     1,925        1,735   

Other operating expenses

     9,399        4,664   
                

Total non-interest expense

     42,944        40,099   
                

INCOME (LOSS) BEFORE INCOME TAXES

     (10,939     12,839   

INCOME TAX EXPENSE (BENEFIT)

     (3,591     3,913   
                

NET INCOME (LOSS)

   $ (7,348   $ 8,926   
                

Earnings (loss) per share – basic and fully diluted

   $ (0.02   $ 0.03   
                

Weighted average shares outstanding

    

Basic

     300,140,571        299,658,526   

Fully diluted

     300,140,571        300,150,676   


TFS FINANCIAL CORPORATION AND SUBSIDIARIES

AVERAGE BALANCES AND YIELDS (unaudited)

 

 

     Three Months Ended     Three Months Ended  
   December 31, 2010     December 31, 2009  
   Average
Balance
    Interest
Income/
Expense
    Yield/
Cost (a)
    Average
Balance
    Interest
Income/
Expense
    Yield/
Cost (a)
 
   (Dollars in thousands)  

Interest-earning assets:

            

Other interest-bearing cash equivalents

     543,632        434        0.32     279,740        165        0.24

Investment securities

     15,455        73        1.89     16,893        87        2.06

Mortgage-backed securities

     611,343        3,375        2.21     610,522        5,099        3.34

Loans

     9,620,125        103,200        4.29     9,454,267        107,048        4.53

Federal Home Loan Bank stock

     35,620        359        4.03     35,620        404        4.54
                                                

Total interest-earning assets

     10,826,175        107,441        3.97     10,397,042        112,803        4.34
                        

Noninterest-earning assets

     279,257            297,271       
                        

Total assets

   $ 11,105,432          $ 10,694,313       
                        

Interest-bearing liabilities:

            

NOW accounts

   $ 973,422        928        0.38   $ 984,723        1,535        0.62

Savings accounts

     1,589,013        2,537        0.64     1,283,810        3,397        1.06

Certificates of deposit

     6,253,379        43,813        2.80     6,295,373        50,081        3.18

Federal Home Loan Bank advances

     68,586        477        2.78     70,007        485        2.77
                                                

Total interest-bearing liabilities

     8,884,400        47,755        2.15     8,633,913        55,498        2.57
                        

Noninterest-bearing liabilities

     469,018            297,738       
                        

Total liabilities

     9,353,418            8,931,651       

Shareholders’ equity

     1,752,014            1,762,662       
                        

Total liabilities and shareholders’ equity

   $ 11,105,432          $ 10,694,313       
                        

Net interest income

     $ 59,686          $ 57,305     
                        

Interest rate spread (b)

         1.82         1.77
                        

Net interest-earning assets (c)

   $ 1,941,775          $ 1,763,129       
                        

Net interest margin (d)

       2.21     (a       2.20     (a
                        

Average interest-earning assets to average interest-bearing liabilities

     121.86         120.42    
                        

 

(a) Annualized
(b) Interest rate spread represents the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities.
(c) Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.
(d) Net interest margin represents net interest income divided by total interest-earning assets.