EX-99.1 2 ex991earnrelq32010.htm EX. 99.1 2010Q3 EARN REL 11.9.10 WebFilings | EDGAR view

Ex. 99.1
 
Silverleaf Resorts, Inc. Reports
Third Quarter 2010 Results
 
 
DALLAS--(BUSINESS WIRE) - November 9, 2010 --- Silverleaf Resorts, Inc. (NASDAQ: SVLF) today reported the following results for its third quarter ended September 30, 2010.
 
Financial highlights for the quarter ended September 30, 2010:
•    
Net Income of $1.6 million or diluted earnings per share of $0.04
•    
Vacation Interval sales of $53.2 million
 
2010 Third Quarter Results
 
Net income for the quarter ended September 30, 2010 was $1.6 million, or diluted earnings per share of $0.04, compared to a net loss of $3.9 million, or loss per share of $0.10, for the quarter ended September 30, 2009. Excluding recognition of $18.5 million additional provision for estimated uncollectible revenue in the quarter ended September 30, 2009, net income and diluted earnings per share for that quarter would have been $7.2 million and $0.18, respectively.
Vacation Interval sales were $53.2 million in the third quarter of 2010 compared to $70.4 million in the comparable prior-year period. The decrease in Vacation Interval sales is primarily attributable to a reduction in marketing to existing customers which resulted in lower sales of upgrade intervals. The Company implemented more stringent underwriting policies at the end of 2009 to improve the collection of notes receivable. Vacation Interval sales to existing customers comprised 58.7% and 62.2% of total Vacation interval sales in the quarters ended September 30, 2010 and 2009, respectively, which maintains the Company's favorable sales-mix trend toward upgrades and second-week sales to existing customers as such sales have relatively lower associated sales and marketing costs.
 
The provision for estimated uncollectible revenue as a percentage of Vacation Interval sales was 28.3% in the third quarter of 2010 compared to 52.2% in the third quarter of 2009. The ratio was substantially higher in the third quarter of 2009 as cancellations during the first nine months of 2009, and most notably during the third quarter of 2009, exceeded cancellations projected under the Company's static-pool analysis of the notes receivable portfolio, which tracks uncollectible notes for each year's sales over the lives of the notes. Considering an increase in future cancels beyond that previously estimated, the allowance for uncollectible notes was increased by $18.5 million in the third quarter of 2009 above the 25.9% provision rate estimated in the second quarter of 2009. The allowance for uncollectible notes was 20.9% of the gross notes receivable portfolio as of September 30, 2010 compared to 21.0% as of December 31, 2009. Factors considered in the assessment of uncollectibility include the aging of notes receivable, historical collection experience and credit losses, customer credit scores (FICO® scores), and current economic factors. The Company believes its notes receivable are adequately reserved, however, there can be no assurance that defaults have stabilized or that they will not increase further. Management reviews the allowance for uncollectible notes quarterly and makes adjustments as necessary.
 
Overall, total revenues for the third quarter of 2010 were $58.5 million compared to $52.8 million for the third quarter of 2009, primarily attributable to the $4.4 million increase in net sales.
 
Cost of Vacation Interval sales was 10.8% of Vacation Interval sales for the third quarter of 2010 compared to 7.3% in the 2009 comparable period. This increase primarily resulted from revisions made to future relative sales value for the third quarters of both 2010 and 2009 which had a greater impact on decreasing cost of sales in the third quarter of 2009.
 
Sales and marketing expense as a percentage of Vacation Interval sales was 53.0% for the third quarter of 2010 compared to 47.3% for the comparable prior-year period. The increase was primarily attributable to the decrease in sales to existing customers, which have relatively lower related sales and marketing costs compared to new customer sales.
Total positive net interest spread (interest income less interest expense and lender fees) decreased to $7.8 million for the third quarter of 2010 from $9.2 million for the third quarter of 2009. Interest expense and lender fees as a percentage of interest income increased to 54.9% for the third quarter of 2010 compared to 44.5% for the same period of 2009. Overall, interest expense and lender fees increased $2.1 million for the third quarter of 2010 compared to the same period of 2009 primarily due to an increase



in lender fees related to the Silverleaf Finance VII, LLC (“SF-VII”) securitization closed in the second quarter of 2010 and amendments to the Company's other senior loan agreements since September 2009. In addition, the weighted average cost of borrowings increased to 7.8% for the three months ended September 30, 2010 from 5.6% for the three months ended September 30, 2009 which was primarily related to SF-VII.
 
2010 Year-to-Date Results
 
Net income for the nine months ended September 30, 2010 was $6.6 million, or diluted earnings per share of $0.17, compared to net income of $3.4 million, or diluted earnings per share of $0.09, for the nine months ended September 30, 2009. Excluding recognition of $18.5 million additional provision for estimated uncollectible revenue in 2009, net income and diluted earnings per share for the nine months ended September 30, 2009 would have been $14.5 million and $0.37, respectively.
 
Vacation Interval sales were $157.6 million in the first nine months of 2010 compared to $194.2 million in the comparable prior-year period. The decrease in Vacation Interval sales is primarily attributable to a reduction in marketing to existing customers which resulted in lower sales of upgrade intervals. The Company implemented more stringent underwriting policies at the end of 2009 to improve the collection of notes receivable. Vacation Interval sales to existing customers comprised 57.6% and 62.2% of total Vacation interval sales in the first nine months of 2010 and 2009, respectively, which maintains the Company's favorable sales-mix trend toward upgrades and second-week sales to existing customers as such sales have relatively lower associated sales and marketing costs.
 
The provision for estimated uncollectible revenue as a percentage of Vacation Interval sales was 28.3% for the first nine months of 2010 compared to 35.1% for the same period of 2009. Cancellations during the first nine months of 2009, and most notably during the third quarter of 2009, exceeded cancellations projected under the Company's static-pool analysis of the notes receivable portfolio, which tracks uncollectible notes for each year's sales over the lives of the notes. Considering an increase in future cancels beyond that previously estimated, the allowance for uncollectible notes was increased by $18.5 million in the third quarter of 2009 above the 25.9% provision rate estimated in the second quarter of 2009. The allowance for uncollectible notes was 20.9% of the gross notes receivable portfolio as of September 30, 2010 compared to 21.0% as of December 31, 2009. Factors considered in the assessment of uncollectibility include the aging of notes receivable, historical collection experience and credit losses, customer credit scores (FICO® scores), and current economic factors. The Company believes its notes receivable are adequately reserved, however, there can be no assurance that defaults have stabilized or that they will not increase further. Management reviews the allowance for uncollectible notes quarterly and makes adjustments as necessary.
 
Overall, total revenues for the first nine months of 2010 were $171.8 million compared to $183.7 million for the first nine months of 2009, primarily attributable to the $13.1 million reduction in net sales.
 
Cost of Vacation Interval sales was 8.7% of Vacation Interval sales for the first nine months of 2010 compared to 9.7% in the 2009 comparable period. This decrease primarily resulted from increased sales of lower cost-basis product during the first nine months of 2010 compared to the first nine months of 2009.
 
Sales and marketing expense as a percentage of Vacation Interval sales was 54.1% for the nine-month period ended September 30, 2010 compared to 50.0% for the comparable prior-year period. The increase was primarily attributable to the decrease in sales to existing customers, which have relatively lower related sales and marketing costs compared to new customer sales.
 
Total positive net interest spread (interest income less interest expense and lender fees) decreased to $25.5 million for the first nine months of 2010 compared to $26.3 million for the first nine months of 2009. Interest expense and lender fees as a percentage of interest income increased to 50.6% for the first nine months of 2010 compared to 45.4% for the same period of 2009. Overall, interest expense and lender fees increased $4.3 million in the first nine months of 2010 compared to the same period of 2009 primarily due to an increase in lender fees related to the SF-VII securitization and amendments to the Company's other senior loan agreements since September 2009. In addition, the weighted average cost of borrowings increased to 7.0% for the nine months ended September 30, 2010 from 6.0% for the nine months ended September 30, 2009.
 
Balance Sheet
 
At September 30, 2010, senior credit facilities provided for loans of up to $501.6 million, of which $107.9 million was unused. In June 2010, the Company completed a term securitization transaction involving the issuance of approximately $151.5 million of Timeshare Loan-Backed Notes Series 2010-A. In addition, the Company completed the extension of four of its senior revolving credit facilities in the first nine months of 2010. Considering the completion of the new term securitization, the extension of the



four senior credit facilities, forecasted sales, and limited expansion plans, the Company's senior credit facilities provide adequate liquidity through mid-2011. At September 30, 2010, the Company's senior debt consisted of 46% fixed-rate debt and 54% variable-rate debt. However, the majority of the Company's variable-rate debt is subject to interest-rate floors between 6.00% and 8.00%.
 
About Silverleaf Resorts
 
Based in Dallas, Texas, Silverleaf Resorts, Inc. currently owns and operates timeshare resorts with a wide array of country club-like amenities, such as golf, clubhouses, an indoor water park, swimming, tennis, boating, and many organized activities for children and adults. For additional information, please visit www.silverleafresorts.com.
 
Forward-Looking Statements
 
This release contains certain forward-looking statements that involve risks and uncertainties and actual results may differ materially from those anticipated. The Company is subject to specific risks associated with the timeshare industry, the regulatory environment, and various economic factors. These risks and others are more fully discussed under the heading “Risk Factors” in the Company's reports filed with the Securities and Exchange Commission, including the Company's 2009 Annual Report on Form 10-K filed on March 8, 2010.
 
For more information or to visit the Company's website, click here:
http://www.b2i.us/irpass.asp?BzID=1358&Nav=0&S=0&L=1
 
Contact:
Silverleaf Resorts, Inc., Dallas, Texas
Thomas J. Morris, 214-631-1166 x2218



SILVERLEAF RESORTS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share amounts)
(Unaudited)
 
 
Three Months Ended
September 30,
 
Nine Months Ended
September 30,
 
2010
 
2009
 
2010
 
2009
Revenues:
 
 
 
 
 
 
 
Vacation Interval sales
$
53,162
 
 
$
70,427
 
 
$
157,557
 
 
$
194,217
 
Estimated uncollectible revenue
(15,072
)
 
(36,741
)
 
(44,668
)
 
(68,216
)
Net sales
38,090
 
 
33,686
 
 
112,889
 
 
126,001
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest income
17,267
 
 
16,591
 
 
51,639
 
 
48,148
 
Management fee income
630
 
 
930
 
 
1,891
 
 
2,791
 
Other income
2,489
 
 
1,578
 
 
5,337
 
 
6,777
 
Total revenues
58,476
 
 
52,785
 
 
171,756
 
 
183,717
 
 
 
 
 
 
 
 
 
 
 
 
 
Costs and Operating Expenses:
 
 
 
 
 
 
 
 
 
 
 
Cost of Vacation Interval sales
5,719
 
 
5,125
 
 
13,777
 
 
18,882
 
Sales and marketing
28,161
 
 
33,293
 
 
85,283
 
 
97,024
 
Operating, general and administrative
10,882
 
 
11,797
 
 
30,967
 
 
35,673
 
Depreciation
1,629
 
 
1,641
 
 
4,875
 
 
4,594
 
Interest expense and lender fees:
 
 
 
 
 
 
 
 
 
 
 
Related to receivables-based credit facilities
7,835
 
 
5,362
 
 
20,816
 
 
16,604
 
Related to other indebtedness
1,650
 
 
2,026
 
 
5,307
 
 
5,242
 
Total costs and operating expenses
55,876
 
 
59,244
 
 
161,025
 
 
178,019
 
 
 
 
 
 
 
 
 
 
 
 
 
Income (loss) before benefit (provision) for income taxes
2,600
 
 
(6,459
)
 
10,731
 
 
5,698
 
Benefit (provision) for income taxes
(975
)
 
2,584
 
 
(4,099
)
 
(2,258
)
 
 
 
 
 
 
 
 
 
 
 
 
Net income (loss)
$
1,625
 
 
$
(3,875
)
 
$
6,632
 
 
$
3,440
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic net income (loss) per share
$
0.04
 
 
$
(0.10
)
 
$
0.17
 
 
$
0.09
 
 
 
 
 
 
 
 
 
 
 
 
 
Diluted net income (loss) per share
$
0.04
 
 
$
(0.10
)
 
$
0.17
 
 
$
0.09
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average basic common shares outstanding
37,864,792
 
 
38,146,943
 
 
37,973,619
 
 
38,146,943
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average diluted common shares outstanding
38,718,291
 
 
38,146,943
 
 
38,853,865
 
 
39,027,021
 



SILVERLEAF RESORTS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share amounts)
 
ASSETS
September 30,
2010
 
December 31,
2009
 
(Unaudited)
 
 
Cash and cash equivalents (including from VIEs of $10 and $11, respectively)
$
8,414
 
 
$
13,905
 
Restricted cash (including from VIEs of $24,608 and $18,903, respectively)
26,357
 
 
20,668
 
Notes receivable, net of allowance for uncollectible notes of $95,826 and $94,585, respectively (including from VIEs of $209,617 and $204,813, respectively)
362,222
 
 
354,659
 
Accrued interest receivable (including from VIEs of $2,483 and $2,427, respectively)
4,511
 
 
4,686
 
Amounts due from affiliates (including from VIEs of ($183) and ($192), respectively)
14,165
 
 
1,587
 
Inventories
183,208
 
 
196,010
 
Land, equipment, buildings, and leasehold improvements, net
47,871
 
 
51,117
 
Prepaid and other assets (including from VIEs of $10,115 and $9,420, respectively)
28,149
 
 
23,856
 
 
 
 
 
 
 
TOTAL ASSETS
$
674,897
 
 
$
666,488
 
 
 
 
 
 
 
LIABILITIES AND SHAREHOLDERS' EQUITY
 
 
 
 
 
 
 
 
 
 
 
LIABILITIES
 
 
 
 
 
Accounts payable and accrued expenses (including from VIEs of $20 and $22, respectively)
$
9,732
 
 
$
8,527
 
Accrued interest payable (including from VIEs of $1,369 and $813, respectively)
2,557
 
 
2,264
 
Unearned samplers
7,304
 
 
6,501
 
Income taxes payable
712
 
 
706
 
Deferred income taxes
37,539
 
 
35,342
 
Notes payable and capital lease obligations (including from VIEs of $212,412 and $191,395, respectively)
401,496
 
 
395,017
 
Senior subordinated notes
8,855
 
 
17,956
 
 
 
 
 
 
 
Total Liabilities
468,195
 
 
466,313
 
 
 
 
 
 
COMMITMENTS AND CONTINGENCIES
 
 
 
 
 
 
 
 
 
 
 
SHAREHOLDERS' EQUITY
 
 
 
 
 
Preferred stock, 10,000,000 shares authorized, none issued and outstanding
 
 
 
Common stock, par value $0.01 per share, 100,000,000 shares authorized, 38,146,943 shares issued and 37,768,652 shares outstanding at September 30, 2010 and 38,146,943 shares issued and outstanding at December 31, 2009
381
 
 
381
 
Additional paid-in capital
113,769
 
 
113,447
 
Retained earnings
92,979
 
 
86,347
 
Treasury stock, at cost, 378,291 shares at September 30, 2010 and none at December 31, 2009
(427
)
 
 
 
 
 
 
 
 
Total Shareholders' Equity
206,702
 
 
200,175
 
 
 
 
 
 
 
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
$
674,897
 
 
$
666,488
 
 
The abbreviation "VIEs" above represents Variable Interest Entities.