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Stockholders' Equity
12 Months Ended
Dec. 31, 2011
Stockholders' Equity [Abstract]  
Stockholders' Equity

Note 23 — Stockholder’s Equity

On November 2, 2010, the Company completed a registered offering of 14,192,250 shares of the Series D Preferred Stock, which included 692,250 shares issued pursuant to the underwriter’s over-allotment option, and a registered offering of 115,655,000 shares of Common Stock, which included 5,655,000 shares issued pursuant to the underwriter’s over-allotment option. The public offering price of the Series D Preferred Stock and Common Stock was $20.00 and $1.00 per share, respectively. Upon stockholder approval on December 21, 2010 of an amendment to increase the number of authorized shares of Common Stock from 300,000,000 shares to 700,000,000 shares, each share of Series D Preferred Stock automatically converted into 20 shares of Common Stock, based on a conversion price of $1.00 per share of Common Stock. MP Thrift participated in the registered offerings and purchased 8,884,637 shares of Series D Preferred Stock and 72,307,263 shares of Common Stock at the offering price for approximately $250.0 million. The offerings resulted in gross proceeds to the Company of approximately $399.5 million ($384.9 million, after deducting underwriting fees and offering expenses).

On May 27, 2010, the Company’s stockholders approved an amendment to the Company’s Amended and Restated Articles of Incorporation (the “Articles”) to effect a reverse stock split of Common Stock with exact exchange ratio and timing of the reverse stock split to be determined at the discretion of the Company’s Board of Directors. The Company’s Board of Directors approved a 1-for-10 reverse stock split which became effective on May 27, 2010. In lieu of fractional shares, stockholders received cash payments based on the Common Stock’s closing price on May 26, 2010 of $5.00 per share, which reflects the reverse stock split. The par value of the Common Stock remained at $0.01 per share. All Common Stock and related per share amounts in these Consolidated Financial Statements and notes to the Consolidated Financial Statements are reflected on an after-reverse-split basis for all periods presented.

On April 1, 2010, MP Thrift converted $50.0 million of Trust Preferred Securities into 6,250,000 shares of the Common Stock at the rate of $8.00 per share. The number of shares of Common Stock issued for each Trust Preferred Security was equal to $1,000 divided by the adjusted stock price. The adjusted stock price was equal to 90% of the volume-weighted average closing price of Common Stock from February 1, 2009 to April 1, 2010, subject to a floor of $8.00 per share, a ceiling of $20.00 per share and certain adjustments as provided for in the trust agreement.

On March 31, 2010, the Company completed a registered offering of 57.5 million shares of Common Stock, which included 7.5 million shares issued pursuant to the underwriters’ over-allotment option that was exercised in full on March 29, 2010 at $5.00 per share. MP Thrift participated in this registered offering and purchased 20 million shares of Common Stock at $5.00 per share. The offering resulted in aggregate net proceeds to the Company of approximately $276.1 million, net of offering expenses.

On January 27, 2010, MP Thrift exercised its rights to purchase 42,253,521 shares of Common Stock for approximately $300.0 million in a rights offering to purchase up to 70,423,418 shares of Common Stock which expired on February 8, 2010. Pursuant to the rights offering, each stockholder of record as of December 24, 2009 received 1.5023 non-transferable subscription rights for each share of Common Stock owned on the record date and entitled the holder to purchase one share of Common Stock at the subscription price of $7.10. During the rights offering, the Company stockholders (other than MP Thrift) exercised their rights to purchase 80,695 shares of Common Stock. In the aggregate, the Company issued 42,334,216 shares of Common Stock in the rights offering for approximately $300.6 million.

On January 30, 2009, MP Thrift purchased 250,000 shares of the Initial Series B Preferred Stock for $250.0 million. Such Initial Series B Preferred Stock was to automatically convert at $0.80 per share into 31.3 million shares of Common Stock upon stockholder approval authorizing additional shares of Common Stock. Also on January 30, 2009, the Company entered into a closing agreement with MP Thrift pursuant to which the Company agreed to sell to MP Thrift an additional $50.0 million of the Additional Series B Preferred Stock. On February 17, 2009, MP Thrift acquired the first $25 million of the Additional Series B Preferred Stock, pursuant to which the Company issued 25,000 shares of the Additional Series B Preferred Stock with a conversion price of $8.00 per share. On February 27, 2009, MP Thrift acquired the second $25 million of the Additional Series B Preferred Stock, pursuant to which the Company issued 25,000 shares of the Additional Series B Preferred Stock with a conversion price of $8.00 per share. Upon receipt of stockholder approval on May 26, 2009, the 250,000 shares of the Initial Series B Preferred Stock and the 50,000 shares of Additional Series B Preferred Stock were automatically converted into an aggregate of 37.5 million shares of Common Stock. The Company received proceeds from these offerings of $300.0 million less costs attributable to the offerings of $28.4 million. Upon conversion of the Series B Preferred Stock, the net proceeds of the offering were reclassified to Common Stock and additional paid in capital attributable to common stockholders.

Preferred Stock

Preferred stock with a par value of $0.01 and a liquidation value of $1,000 and additional paid in capital attributable to preferred shares at December 31, 2011 is summarized as follows:

 

                                         
    Rate    

Earliest

Redemption
Date

   

Shares

Outstanding

   

Preferred

Shares

   

Additional

Paid in

Capital

 
    (Dollars in thousands)  

Series C Preferred Stock, TARP Capital Purchase Program

    5     January 31, 2012       266,657     $ 3     $ 254,729  

On January 30, 2009, the Company sold to the U.S. Treasury, 266,657 shares of the Series C Preferred Stock for $266.7 million and the Treasury Warrant. The Series C Preferred Stock and Treasury Warrant qualify as Tier 1 capital. The Series C Preferred Stock accrues cumulative dividends quarterly at a rate of 5 percent per annum for the first five years, and 9 percent per annum thereafter. The Treasury Warrant is exercisable over a 10 year period. Because the Company did not have an adequate number of authorized and unissued shares of Common Stock at January 30, 2009 or at March 31, 2009, the Company was required to initially classify such Treasury Warrant as a liability and record the Treasury Warrant at its fair value of $27.7 million. Upon receipt of stockholder approval to authorize an adequate number of shares of Common Stock on May 26, 2009, the Company reclassified the Treasury Warrant to stockholder’s equity. The Series C Preferred Stock and additional paid in capital attributable to Series C Preferred Stock was recorded in stockholders’ equity as the difference between the cash received from the U.S. Treasury and the amount initially recorded as a warrant liability, or $239.0 million. The discount on the Series C Preferred Stock is represented by the initial fair value of the Treasury Warrant. This discount is being accreted to additional paid in capital attributable to Series C Preferred Stock over five years using the interest method and such discount is included as a current period expense under “preferred stock dividend/accretion” in the Consolidated Statements of Operations. For information about the deferral of dividends, refer to Note 2 — Recent Developments.

 

Accumulated Other Comprehensive Loss

The following table sets forth the components in accumulated other comprehensive gain (loss) for each type of available-for-sale security.

 

                         
    Pre-tax
Amount
    Income Tax
(Expense)
Benefit(1)
    After-Tax
Amount
 
    (Dollars in thousands)  

Accumulated other comprehensive gain (loss)

       

Net unrealized gain (loss) on securities available-for-sale, December 31, 2011:

                       

Non-agency collateralized mortgage obligations

  $ 18,121     $ (20,608   $ (2,487

U.S. government sponsored agency securities

    755       728       1,483  

2006-1 securitization trust

    (707     (6,108     (6,815
   

 

 

 

Total net unrealized gain (loss) on securities available-for-sale

  $ 18,169     $ (25,988   $ (7,819
   

 

 

 

Net unrealized gain (loss) on securities available-for-sale, December 31, 2010:

                       

Non-agency collateralized mortgage obligations

  $ 11,547     $ (20,608   $ (9,061

U.S. government sponsored agency securities

    (930     728       (202

2006-1 securitization trust

    (794     (6,108     (6,902
   

 

 

 

Total net unrealized gain (loss) on securities available-for-sale

  $ 9,823     $ (25,988   $ (16,165
   

 

 

 

Net unrealized gain (loss) on securities available-for-sale, December 31, 2009:

                       

Non-agency collateralized mortgage obligations

  $ (17,663   $ (20,608   $ (38,271

U.S. government sponsored agency securities

    624       728       1,352  

2006-1 securitization trust

    (5,236     (6,108     (11,344
   

 

 

 

Total net unrealized gain (loss) on securities available-for-sale

  $ (22,275   $ (25,988   $ (48,263
   

 

 

 

 

(1) The income tax (expense) benefit reflects the amount which existed at the time the Company established the valuation allowance for the deferred tax asset and is related to the securities that were held at the date.

The following table sets forth the changes to other comprehensive (loss) income and the related tax effect for each component.

 

                         
    For the Years Ended December 31,  
    2011     2010     2009  
   

 

 

 
    (Dollars in thousands)  

Gain (reclassified to earnings) on sales of securities available-for-sale

  $     $ (6,689   $ (5,775

Loss (reclassified to earnings) for other-than-temporary impairment on securities available-for-sale

    24,039       4,991       13,486  

Unrealized (loss) gain on securities available-for-sale

    (15,693     33,796       58,682  

Cumulative effect for adoption of new guidance for other-than-temporary impairments recognition on debt securities

                (32,914
   

 

 

 

Change in comprehensive income, net of tax

  $ 8,346     $ 32,098     $ 33,479