Loan Securitization

9 Months Ended

Sep. 30, 2012

Text Block [Abstract]

Loan Securitization

Loan Securitization

During the third quarter of 2009, the Company entered into a revolving period securitization transaction sponsored by First Insurance Funding Corporation ("FIFC"). In connection with the securitization, premium finance receivables – commercial were transferred to FIFC Premium Funding, LLC (the “securitization entity”). Principal collections on loans in the securitization entity were used to acquire and transfer additional loans into the securitization entity during the stated revolving period. At December 31, 2011, the stated revolving period ended and the majority of collections began accumulating to pay off the issued instruments as scheduled.

Instruments issued by the securitization entity included $600 million Class A notes bearing an annual interest rate of one-month LIBOR plus 1.45% (the “Notes”). At the time of issuance, the Notes were eligible collateral under the Federal Reserve Bank of New York’s Term Asset-Backed Securities Loan Facility (“TALF”). Class B and Class C notes (“Subordinated securities”), which are recorded in the form of zero coupon bonds, were also issued and were retained by the Company.

This securitization transaction was accounted for as a secured borrowing and the securitization entity is treated as a consolidated subsidiary of the Company under ASC 810, “Consolidation”. The securitization entity’s receivables underlying third-party investors’ interests were recorded in loans, net of unearned income, excluding covered loans, an allowance for loan losses was established and the related debt issued was reported in secured borrowings—owed to securitization investors. Additionally, the Company’s retained interests in the transaction, principally consisting of subordinated securities, cash collateral, and overcollateralization of loans, constituted intercompany positions, which were eliminated in the preparation of the Company’s Consolidated Statements of Condition.

Upon transfer of premium finance receivables – commercial to the securitization entity, the receivables and certain cash flows derived from them became restricted for use in meeting obligations to the securitization entity’s creditors. The securitization entity had ownership of interest-bearing deposit balances that also had restrictions, the amounts of which were reported in interest-bearing deposits with other banks. With the exception of the seller’s interest in the transferred receivables, the Company’s interests in the securitization entity’s assets were generally subordinate to the interests of third-party investors.

During the first and second quarters of 2012, the Company purchased portions of the Notes in the open market in the amounts of $172.0 million and $67.2 million, respectively, effectively reducing the outstanding Notes, on a consolidated basis, to $360.8 million. On August 15, 2012, the securitization entity paid off the $360.8 million of Notes held by third party investors as well as the $239.2 million owed to the Company. Additionally, the Company received payment of $49.6 million related to the Subordinated securities held by the Company. As of September 30, 2012, the securitization entity held no loans or borrowings but retained approximately $1.8 million in cash.

The table below details the securitization entity’s assets and liabilities on a stand-alone basis as of the dates shown:

(Dollars in thousands)	September 30, 2012		December 31, 2011			September 30, 2011
Cash collateral accounts	$	1,795	$	4,427		$	1,759
Collections and interest funding accounts	—		268,165			35,406
Interest-bearing deposits with banks—restricted for securitization investors	$	1,795	$	272,592		$	37,165
Loans, net of unearned income—restricted for securitization investors	$	—	$	412,988		$	645,621
Allowance for loan losses	—		(1,456		)	(2,155		)
Net loans—restricted for securitization investors	$	—	$	411,532		$	643,466
Other assets	—		2,319			2,568
Total assets	$	1,795	$	686,443		$	683,199
Secured borrowings—owed to securitization investors	$	—	$	600,000		$	600,000
Other liabilities	—		2,821			4,490
Total liabilities	$	—	$	602,821		$	604,490