EX-99.1 2 a09-32110_1ex99d1.htm EX-99.1

Exhibit 99.1

 

 

 

News for Immediate Release

 

Contact:

 

Lee Jacobson

Investor Relations

First Marblehead

800 Boylston Street, 34th FL

Boston, MA 02199

617.638.2065

 

First Marblehead Announces First Quarter Fiscal 2010 Financial Results

 

BOSTON, MA, October 26, 2009 — The First Marblehead Corporation (NYSE: FMD) today announced its financial and operating results for the first quarter of fiscal 2010 which ended September 30, 2009.

 

Total revenues for the first quarter of fiscal 2010 were $13.5 million, as compared to ($84.9) million for the same period last year.

 

Total non-interest expenses for the first quarter of fiscal 2010 were $150.2 million, including a $121.5 million unrealized loss on education loans held for sale, as compared to $60.9 million for the first quarter of fiscal 2009, including a $21.2 million unrealized loss on education loans held for sale.  Compensation and benefits expenses decreased by $7.1 million or 47% and general and administrative expenses decreased by $3.9 million or 16%, each respectively, from the same period last year, principally as a result of the company’s expense reduction initiatives.

 

For the first quarter of fiscal 2010, the company recorded a net loss of $94.1 million or $0.95 per share compared to a net loss of $92.9 million or $0.94 per share for the same period last year.

 



 

The company ended the quarter with $176.9 million in cash, cash equivalents and investments.  On October 1, 2009, the company received $176.6 million from the Internal Revenue Service as a refund for federal taxes previously paid.  On October 16, 2009 the company received proceeds of $121.5 million upon the sale of a portfolio of private student loans held by its bank subsidiary.  Following receipt of the tax refund and portfolio sale proceeds, the company had approximately $475 million of cash, cash equivalents and investments on a consolidated basis.

 

Net operating cash usage was approximately $14.7 million for the quarter ended September 30, 2009, up from approximately $10.7 million for the quarter ended June 30, 2009 (See below under the heading “Use of Non-GAAP Financial Measures”).  The increase over June’s cash usage was primarily due to transaction costs associated with the portfolio sale.

 

About The First Marblehead Corporation — First Marblehead helps meet the growing demand for private education loans by offering national and regional financial institutions and educational institutions an integrated suite of design, implementation and capital markets services for student loan programs. First Marblehead supports responsible lending and is a strong proponent of the smart borrowing principle, which encourages students to access scholarships, grants and federally guaranteed loans before considering private education loans; please see www.SmartBorrowing.org.  For more information, go to www.firstmarblehead.com.

 

Statements in this press release, including the financial tables, regarding First Marblehead’s future financial and operating results and liquidity as well as any other statements that are not purely historical, constitute forward-looking statements for purposes of the safe harbor provisions of The Private Securities Litigation Reform Act of 1995.  These forward-looking statements are based upon our historical performance, the historical performance of the securitization trusts that we have facilitated (the “Trusts”) and on our plans, estimates and expectations as of October 26, 2009.  The inclusion of this forward-looking information should not be regarded as a representation by us or any other person that the future results, plans, estimates or expectations contemplated by us will be achieved.  You are cautioned that matters subject to forward-looking statements involve known and unknown risks and uncertainties, including economic, legislative, regulatory, competitive and other factors, which may cause our actual financial or operational results, including the performance of the Trusts and resulting cash flows, facilitated loan volumes or financing-related revenues, or the timing of events, to be materially different than those expressed or implied by forward-looking statements.  Important factors that could cause or contribute to such differences include: market acceptance of, and demand for, our Monogram loan product and fee-based service offerings, including our success in providing them to former, current and prospective clients; capital markets conditions and our ability to structure securitizations or alternative financings; the size, structure and timing of any such securitizations or alternative financings; any investigation, audit, claim, action or suit relating to the transfer of

 



 

the trust certificate of NC Residuals Owners Trust or the asset services agreement between the purchaser and the company, including any such proceeding initiated by the Internal Revenue Service relating to any tax refund previously received;  the estimates and assumptions we make in preparing our financial statements, including quantitative and qualitative factors used to estimate the fair value of additional structural advisory fees, asset servicing fees, residuals receivables and loans held for sale; our compliance with banking regulations and directives, including regulatory capital requirements and the terms of our supervisory agreement with the Office of Thrift Supervision (OTS) and the cease and desist order issued by the OTS to our subsidiary Union Federal Savings Bank; and the other factors set forth under the caption “Item 1A. Risk Factors” in our annual report on Form 10-K filed with the Securities and Exchange Commission on September 3, 2009.  Important factors that could cause or contribute to future adjustments to the estimates and assumptions we make in preparing our financial statements include: actual transactions or market observations relating to asset-backed securities, loan portfolios or corporate debt securities; variance between our performance assumptions and the actual performance of the Trusts or our loans held for sale; economic, legislative, regulatory, competitive and other factors affecting discount, default, recovery and prepayment rates on loan portfolios held by us and the Trusts, including general economic conditions, the consumer credit environment and unemployment rates; management’s determination of which qualitative and quantitative factors should be weighed in our estimates, and the weight to be given to such factors; capital market receptivity to securities backed by private student loans, particularly direct-to-consumer loans; developments in the bankruptcy proceedings of The Education Resources Institute, Inc., including the terms of any plan of reorganization and the outcome of the challenges to the enforceability of security interests of the Trusts, which could adversely affect the Trusts’ rights to future recoveries on certain defaulted loans; and interest rate trends.  We disclaim any obligation to update any forward-looking statements as a result of developments occurring after the date of this press release.

 

-financial tables to follow-

 



 

The First Marblehead Corporation and Subsidiaries

Condensed Consolidated Statements of Operations

For the Three Months Ended September 30, 2009 and 2008

(Unaudited)

(dollars and shares in thousands, except per share amounts)

 

 

 

Three months ended

 

 

 

September 30,

 

 

 

2009

 

2008

 

Service revenues:

 

 

 

 

 

 

 

 

 

 

 

Additional structural advisory fees - trust updates

 

$

363

 

$

(17,890

)

Asset servicing fees:

 

 

 

 

 

Fee income

 

2,102

 

 

Fee updates

 

160

 

 

Total asset servicing fees

 

2,262

 

 

 

 

 

 

 

 

Residuals - trust updates

 

824

 

(80,156

)

Administrative and other fees

 

5,597

 

6,004

 

Total service revenues

 

9,046

 

(92,042

)

 

 

 

 

 

 

Net interest income

 

4,440

 

7,137

 

 

 

 

 

 

 

Total revenues

 

13,486

 

(84,905

)

 

 

 

 

 

 

Non-interest expenses:

 

 

 

 

 

Compensation and benefits

 

8,137

 

15,257

 

General and administrative expenses

 

20,559

 

24,447

 

Unrealized loss on loans held for sale

 

121,506

 

21,226

 

Total non-interest expenses

 

150,202

 

60,930

 

 

 

 

 

 

 

Loss before income taxes

 

(136,716

)

(145,835

)

 

 

 

 

 

 

Income tax benefit

 

(42,650

)

(52,938

)

 

 

 

 

 

 

Net loss

 

$

(94,066

)

$

(92,897

)

 

 

 

 

 

 

Net loss per share, basic

 

$

(0.95

)

$

(0.94

)

Net loss per share, diluted

 

(0.95

)

(0.94

)

 

 

 

 

 

 

Weighted average shares outstanding, basic

 

99,156

 

98,964

 

Weighted average shares outstanding, diluted

 

99,156

 

98,964

 

 

-more-

 



 

The First Marblehead Corporation and Subsidiaries

Condensed Consolidated Balance Sheets

As of September 30, 2009 and June 30, 2009

(Unaudited)

(dollars in thousands)

 

 

 

September 30,
2009

 

June 30,
2009

 

Assets

 

 

 

 

 

Cash, cash equivalents and investments

 

$

176,905

 

$

167,220

 

Federal funds sold

 

10,780

 

14,326

 

Loans held for sale

 

232,775

 

350,960

 

Service receivables:

 

 

 

 

 

Additional structural advisory fees

 

55,469

 

55,130

 

Asset servicing fees

 

4,647

 

2,385

 

Residuals

 

10,784

 

9,960

 

Total service receivables

 

70,900

 

67,475

 

 

 

 

 

 

 

Property and equipment, net

 

16,764

 

19,929

 

Intangible assets, net

 

1,733

 

1,931

 

Other prepaid expenses

 

3,521

 

3,571

 

Mortgage loans held to maturity, net

 

8,543

 

9,515

 

Income taxes receivable

 

159,084

 

166,410

 

Net deferred tax asset

 

49,707

 

13,124

 

Other assets

 

5,986

 

6,869

 

Total assets

 

$

736,698

 

$

821,330

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Liabilities:

 

 

 

 

 

Deposits

 

$

156,372

 

$

154,462

 

Education loan warehouse facility

 

229,474

 

230,137

 

Accounts payable and accrued expenses

 

30,248

 

21,512

 

Other liabilities

 

8,464

 

9,754

 

Total liabilities

 

424,558

 

415,865

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

Stockholders’ equity

 

312,140

 

405,465

 

Total liabilities and stockholders’ equity

 

$

736,698

 

$

821,330

 

 

-more-

 



 

The First Marblehead Corporation and Subsidiaries

Balance Sheet Metrics

Roll-forward of Additional Structural Advisory Fees and Residuals Receivables

(Unaudited)

(dollars in thousands)

 

 

 

Three months ended

 

 

 

September 30,

 

 

 

2009

 

2008

 

Additional Structural Advisory Fees Receivable

 

 

 

 

 

Beginning of period balance

 

$

55,130

 

$

113,842

 

 

 

 

 

 

 

Cash received from trust distributions

 

(24

)

(1,477

)

 

 

 

 

 

 

Trust updates:

 

 

 

 

 

Passage of time (fair value accretion)

 

1,746

 

2,789

 

Other factors, net

 

(1,383

)

(20,679

)

Net change from trust updates

 

363

 

(17,890

)

 

 

 

 

 

 

End of period balance

 

$

55,469

 

$

94,475

 

 

 

 

 

 

 

Residuals Receivable

 

 

 

 

 

 

 

 

 

 

 

Beginning of period balance

 

$

9,960

 

$

293,255

 

 

 

 

 

 

 

Trust updates:

 

 

 

 

 

Passage of time (fair value accretion)

 

426

 

10,931

 

Other factors, net

 

398

 

(91,087

)

Net change from trust updates

 

824

 

(80,156

)

 

 

 

 

 

 

End of period balance

 

$

10,784

 

$

213,099

 

 

Note: Factors affecting the valuation of structural advisory fees and residuals receivables include changes, if any, to the assumptions we use in estimating the fair value of these receivables.  In light of conditions in the asset-backed securities market and our ongoing evaluation of actual trust performance, we changed certain assumptions used to determine the fair value of our residual and additional structural advisory fee receivables at September 30, 2009.  We continue to monitor the performance of trust assets against our expectations, as well as other inputs necessary to estimate the present value of our additional structural advisory fee and residuals receivables.  We will make such additional adjustments to our estimates as we believe are necessary to value properly our receivables balances at each balance sheet date.

 

-more-

 



 

Use of Non-GAAP Financial Measures

 

In addition to providing financial measurements based on generally accepted accounting principles in the United States (“GAAP”), the company has included in this press release  an additional financial metric, “net operating cash usage,” that was not prepared in accordance with GAAP.  Legislative and regulatory changes discourage the use of and emphasis on non-GAAP financial metrics and require companies to explain why a non-GAAP financial metric is relevant to management and investors.

 

First Marblehead believes that the inclusion of the non-GAAP financial metric helps investors to gain a better understanding of the company’s quarterly results, including non-interest expenses, and quarter-end liquidity position, particularly in light of ongoing capital markets dislocations that have prevented the company from accessing the securitization markets.  Management uses the non-GAAP financial metric, in addition to GAAP financial measures, as a basis for measuring and forecasting the company’s core operating performance and comparing such performance to that of prior periods.  The non-GAAP financial measure is also used by management in its financial and operational decision-making.

 

There are limitations associated with reliance on the non-GAAP financial measure because it is specific to First Marblehead’s operations and financial performance, which makes comparisons with other companies’ financial results more challenging.  Nevertheless, by providing both GAAP and non-GAAP financial measures, the company believes that investors are able to compare the company’s GAAP results to those of other companies while also gaining a better understanding of the company’s operating performance, consistent with management’s evaluation.

 

First Marblehead defines “net operating cash usage” to mean approximate cash used in operations, before tax payments.  In accordance with the requirements of Regulation G promulgated by the Securities and Exchange Commission, the table below presents the most directly comparable GAAP financial measure, (loss) before income taxes, for the four quarters ending September 30, 2009 and reconciles the GAAP measure to the non-GAAP financial metric:

 

 

 

(Unaudited)
(dollars in thousands)

 

 

 

September 30,
2009

 

June 30,
2009

 

March 31,
2009

 

December 31,
2008

 

(Loss) before income taxes

 

$

(136,716

)

$

(54,183

)

$

(205,588

)

$

(145,233

)

Depreciation and amortization

 

3,693

 

3,851

 

4,214

 

4,680

 

Stock-based compensation expense

 

1,540

 

1,468

 

1,587

 

1,675

 

Unrealized losses on loans held for sale and mortgage loans, net

 

121,456

 

40,194

 

47,699

 

29,424

 

Prepaid default prevention expense

 

 

 

3,806

 

2,724

 

Disposition of residuals

 

 

 

134,481

 

 

Cash receipts from student loans

 

4,738

 

4,342

 

4,692

 

3,592

 

Cash receipts from trust distributions

 

24

 

25

 

26

 

27

 

Interest income accruals from student loans

 

(8,127

)

(8,269

)

(8,547

)

(11,311

)

Net residual accretion from trust updates

 

(824

)

(2,309

)

1,885

 

69,082

 

Asset servicing fee income

 

(2,262

)

(2,385

)

 

 

Net structural advisory fees accretion from trust updates

 

(363

)

5,691

 

4,063

 

29,513

 

Other, net

 

2,102

 

828

 

(1,863

)

796

 

Non-GAAP net operating cash usage

 

$

(14,739

)

$

(10,747

)

$

(13,545

)

$

(15,031

)

 

###

 

© 2009 First Marblehead