Restructuring

9 Months Ended

Sep. 30, 2013

Restructuring

Restructuring

13.  Restructuring

As part of a strategic effort to streamline operations and reduce expenses, we initiated the following restructuring activities during the first half of 2012:

· ceased originating real estate loans in the United States and the United Kingdom;

· ceased branch-based personal lending and retail sales financing in 14 states where we did not have a significant presence;

· consolidated certain branch operations in 26 states; and

· closed 231 branch offices.

As a result of these initiatives, during the first half of 2012 we reduced our workforce at our branch offices, at our Evansville, Indiana headquarters, and in the United Kingdom by 820 employees and incurred a pretax charge of $23.5 million.

Restructuring expenses and related asset impairment and other expenses by segment were as follows:

(dollars in thousands)	Consumer		Insurance		Real Estate		Other		Consolidated Total
Nine Months Ended
September 30, 2012
Restructuring expenses	$	15,634	$	229	$	818	$	6,822	$	23,503

Changes in the restructuring liability were as follows:

(dollars in thousands)	Severance Expenses			Contract Termination Expenses			Asset Writedowns			Other Exit Expenses*			Total Restructuring Expenses
Three Months Ended
September 30, 2013
Balance at beginning of period	$	-		$	113		$	-		$	-		$	113
Amounts paid	-			(44		)	-			-			(44		)
Balance at end of period	$	-		$	69		$	-		$	-		$	69
Three Months Ended
September 30, 2012
Balance at beginning of period	$	2,168		$	1,609		$	-		$	397		$	4,174
Amounts paid	(1,583		)	(885		)	-			(136		)	(2,604		)
Balance at end of period	$	585		$	724		$	-		$	261		$	1,570
Nine Months Ended
September 30, 2013
Balance at beginning of period	$	56		$	365		$	-		$	-		$	421
Amounts paid	(56		)	(296		)	-			-			(352		)
Balance at end of period	$	-		$	69		$	-		$	-		$	69
Nine Months Ended
September 30, 2012
Balance at beginning of period	$	-		$	-		$	-		$	-		$	-
Amounts charged to expense	11,600			5,840			5,246			817			23,503
Amounts paid	(11,015		)	(5,116		)	-			(756		)	(16,887		)
Non-cash expenses	-			-			(5,246		)	200			(5,046		)
Balance at end of period	$	585		$	724		$	-		$	261		$	1,570

* Primarily includes removal expenses for branch furniture and signs and fees for outplacement services. Also includes the impairment of the market value adjustment on leased branch offices from the Fortress Acquisition.

We do not anticipate any additional future restructuring expenses to be incurred that can be reasonably estimated at September 30, 2013.