UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2003
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to _________.
Commission File Number: 0-6835
IRWIN FINANCIAL CORPORATION
(Exact Name of Corporation as Specified in its Charter)
|
Indiana |
35-1286807 |
|
(State or Other Jurisdiction of Incorporation or Organization) |
(I.R.S. Employer Identification No.) |
|
500 Washington Street Columbus, Indiana |
47201 |
|
(Address of Principal Executive Offices) |
(Zip Code) |
|
(812) 376-1909 |
www.irwinfinancial.com |
|
(Corporation's Telephone Number, Including Area Code) |
(Web Site) |
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
[ X ] Yes [ ] No
Indicate by check mark whether the Registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act
[ X ] Yes [ ] No
As of November 7, 2003, there were outstanding 28,052,570 common shares, no par value, of the Registrant.
FORM 10-Q
TABLE OF CONTENTS
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PAGE NO. |
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PART I |
FINANCIAL INFORMATION | |
|
Item 1 |
3 |
|
|
Item 2 |
Management's Discussion and Analysis of Financial Condition and Results of Operations |
18 |
|
Item 3 |
48 |
|
|
Item 4 |
48 |
|
|
PART II |
||
|
Item 1 |
49 |
|
|
Item 2 |
50 |
|
|
Item 6 |
51 |
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| Signatures |
54 |
|
PART 1. FINANCIAL INFORMATION.
Item 1. Financial Statements.
IRWIN FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (Unaudited)
|
|
September 30, |
December 31, |
|
2003 |
2002 |
|
|
(In thousands except for shares) |
||
|
Assets: |
||
|
Cash and cash equivalents |
$ 163,272 |
$ 157,771 |
|
Interest-bearing deposits with financial institutions |
62,728 |
34,951 |
|
Residual interests |
79,146 |
157,514 |
|
Investment securities - held-to-maturity (Market value: |
||
|
$4,966 in 2003 and $5,644 in 2002) |
4,942 |
5,349 |
|
Investment securities - available-for-sale |
107,115 |
62,599 |
|
Loans held for sale |
1,020,082 |
1,314,849 |
|
Loans and leases, net of unearned income - Note 2 |
3,139,335 |
2,815,276 |
|
Less: Allowance for loan and lease losses - Note 3 |
(64,145 ) |
(50,936 ) |
|
3,075,190 |
2,764,340 |
|
|
Servicing assets - Note 4 |
327,422 |
174,935 |
|
Accounts receivable |
39,374 |
55,928 |
|
Accrued interest receivable |
17,234 |
15,264 |
|
Premises and equipment, net |
32,712 |
32,398 |
|
Other assets |
129,966 |
135,028 |
|
Total assets |
$ 5,059,183 |
$ 4,910,926 |
|
Liabilities and Shareholders' Equity: |
||
|
Deposits Noninterest-bearing |
|
|
|
Interest-bearing |
1,302,319 |
1,170,660 |
|
Certificates of deposit over $100,000 |
759,476 |
701,870 |
|
3,019,275 |
2,694,344 |
|
|
Short-term borrowings - Note 5 |
442,400 |
993,124 |
|
Long-term debt |
30,062 |
30,070 |
|
Collateralized debt - Note 6 |
588,731 |
391,425 |
|
Company-obligated mandatorily redeemable preferred |
|
|
|
Convertible securities of subsidiary trusts |
51,708 |
51,750 |
|
Other liabilities |
329,671 |
207,552 |
|
Total liabilities |
4,643,097 |
4,549,515 |
|
Commitments and contingencies - Note 9 |
||
|
Minority interest |
1,632 |
856 |
|
Shareholders' equity |
|
|
|
Common stock, no par value - authorized 40,000,000 shares; issued |
|
|
|
Additional paid-in capital |
2,413 |
3,606 |
|
Deferred compensation |
(421) |
(240) |
|
Accumulated other comprehensive loss, net of deferred income tax |
|
|
|
Retained earnings |
337,919 |
287,662 |
|
451,771 |
401,886 |
|
|
Less treasury stock, at cost |
(37,317 ) |
(41,331 ) |
|
Total shareholders' equity |
414,454 |
360,555 |
|
Total liabilities and shareholders' equity |
$ 5,059,183 |
$ 4,910,926 |
IRWIN FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
|
|
For the Three Months Ended September 30, |
|
|
|
2003 |
2002 |
|
(In thousands, except per share) |
||
|
Interest income: |
||
|
Loans and leases |
$ 59,626 |
$ 60,210 |
|
Loans held for sale |
33,978 |
14,200 |
|
Residual interests |
4,131 |
8,493 |
|
Investment securities |
1,125 |
695 |
|
Federal funds sold |
20 |
15 |
|
Total interest income |
98,880 |
83,613 |
|
Interest expense: |
||
|
Deposits |
9,873 |
13,911 |
|
Short-term borrowings |
3,383 |
3,831 |
|
Long-term debt |
419 |
567 |
|
Collateralized debt |
4,045 |
3,003 |
|
Preferred securities distribution |
5,527 |
4,820 |
|
Total interest expense |
23,247 |
26,132 |
|
Net interest income |
75,633 |
57,481 |
|
Provision for loan and lease losses |
14,778 |
15,577 |
|
Net interest income after provision for loan and lease losses |
60,855 |
41,904 |
|
Other income: |
||
|
Loan servicing fees |
28,523 |
18,156 |
|
Amortization of servicing assets - Note 4 |
(34,064) |
(16,234) |
|
Recovery (impairment) of servicing assets - Note 4 |
41,665 |
(88,134 ) |
|
Net loan administration income (loss) |
36,124 |
(86,212) |
|
Gain from sales of loans |
91,569 |
60,857 |
|
Gain on sale of mortgage servicing assets |
7 |
223 |
|
Trading losses |
(1,403) |
(9,574) |
|
Derivative gains (losses), net |
(27,685) |
81,135 |
|
Other |
6,412 |
2,742 |
|
105,024 |
49,171 |
|
|
Other expense: |
||
|
Salaries |
62,220 |
42,078 |
|
Pension and other employee benefits |
9,696 |
7,582 |
|
Office expense |
5,330 |
4,426 |
|
Premises and equipment |
9,533 |
8,249 |
|
Marketing and development |
3,400 |
3,142 |
|
Professional fees |
2,980 |
1,748 |
|
Other |
21,608 |
10,642 |
|
114,767 |
77,867 |
|
|
Income before income taxes |
51,112 |
13,208 |
|
Provision for income taxes |
19,994 |
5,015 |
|
Net income |
$ 31,118 |
$ 8,193 |
|
Earnings per share: - Note 7 |
|
|
|
Diluted |
$ 1.03 |
$ 0.29 |
|
Dividends per share |
$ 0.0700 |
$ 0.0675 |
The accompanying notes are an integral part of the consolidated financial statements.
IRWIN FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
|
|
For the Nine Months Ended September 30, |
|
|
|
2003 |
2002 |
|
(In thousands, except per share) |
||
|
Interest income: |
||
|
Loans and leases |
$ 179,460 |
$ 160,065 |
|
Loans held for sale |
86,800 |
33,295 |
|
Residual interests |
17,100 |
26,561 |
|
Investment securities |
3,134 |
2,203 |
|
Federal funds sold |
119 |
44 |
|
Total interest income |
286,613 |
222,168 |
|
Interest expense: |
||
|
Deposits |
32,679 |
41,940 |
|
Short-term borrowings |
12,053 |
11,226 |
|
Long-term debt |
1,745 |
1,709 |
|
Collateralized debt |
11,569 |
3,224 |
|
Preferred securities distribution |
16,581 |
14,457 |
|
Total interest expense |
74,627 |
72,556 |
|
Net interest income |
211,986 |
149,612 |
|
Provision for loan and lease losses |
37,655 |
35,409 |
|
Net interest income after provision for loan and lease losses |
174,331 |
114,203 |
|
Other income: |
||
|
Loan servicing fees |
75,231 |
54,622 |
|
Amortization of servicing assets - Note 4 |
(102,112) |
(43,957) |
|
Impairment of servicing assets - Note 4 |
(1,966 ) |
(125,959 ) |
|
Net loan administration loss |
(28,847 ) |
(115,294) |
|
Gain from sales of loans |
311,081 |
145,615 |
|
Gain on sale of mortgage servicing assets |
7 |
9,939 |
|
Trading losses |
(52,323) |
(22,634) |
|
Derivative gains, net |
1,993 |
118,362 |
|
Other |
16,981 |
11,600 |
|
248,892 |
147,588 |
|
|
Other expense: |
||
|
Salaries |
176,851 |
112,285 |
|
Pension and other employee benefits |
31,803 |
24,758 |
|
Office expense |
16,200 |
13,005 |
|
Premises and equipment |
28,751 |
25,392 |
|
Marketing and development |
11,157 |
9,042 |
|
Professional fees |
8,664 |
6,918 |
|
Other |
58,170 |
28,648 |
|
331,596 |
220,048 |
|
|
Income before income taxes |
91,627 |
41,743 |
|
Provision for income taxes |
35,505 |
16,113 |
|
Income before cumulative effect of change in accounting principle |
56,122 |
25,630 |
|
Cumulative effect of change in accounting principle, net of tax |
-- |
495 |
|
Net income |
$ 56,122 |
$ 26,125 |
|
Earnings per share before cumulative effect of change in accounting principle: - Note 7 |
|
|
|
Diluted |
$ 1.89 |
$ 0.94 |
|
Earnings per share: - Note 7 |
|
|
|
Diluted |
$ 1.89 |
$ 0.96 |
|
Dividends per share |
$ 0.2100 |
$ 0.2025 |
The accompanying notes are an integral part of the consolidated financial statements.
IRWIN FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Unaudited)
For the Three Months Ended September 30, 2003, and 2002
|
|
|
|
Accumulated |
|
|
|
|
|
|
(In thousands, except shares) |
||||||||
|
Balance July 1, 2003 |
$ 384,835 |
$ 308,760 |
$ (58) |
$ (489) |
$ 2,422 |
$ 112,000 |
$ -- |
$ (37,800) |
|
Net income |
31,118 |
31,118 |
||||||
|
Unrealized loss on investment |
|
|
||||||
|
Unrealized gain on interest rate |
26 |
|
||||||
|
Foreign currency adjustment net |
|
|
||||||
|
Total comprehensive |
|
|||||||
|
Deferred compensation |
68 |
68 |
||||||
|
Cash dividends |
(1,959) |
(1,959) |
||||||
|
Tax benefit on stock option |
|
|
||||||
|
Treasury stock: |
||||||||
|
Purchase of 1,321 shares |
(33) |
(33) |
||||||
|
Sales of 24,766 shares |
485 |
|
|
|
(31 ) |
|
|
516 |
|
Balance September 30, 2003 |
$ 414,454 |
$ 337,919 |
$ (140) |
$ (421) |
$ 2,413 |
$ 112,000 |
$ -- |
$ (37,317) |
|
Balance July 1, 2002 |
$ 329,275 |
$ 255,932 |
$ (125) |
$ (359) |
$ 3,794 |
$ 112,159 |
$ -- |
$ (42,126) |
|
Net income |
8,193 |
8,193 |
||||||
|
Unrealized loss on investment |
|
|
||||||
|
Unrealized loss on interest rate |
|
|
||||||
|
Foreign currency adjustment net |
|
|
||||||
|
Total comprehensive |
|
|||||||
|
Deferred compensation |
60 |
60 |
||||||
|
Cash dividends |
(1,870) |
(1,870) |
||||||
|
Additional costs for equity offering |
|
(158) |
||||||
|
Treasury stock: |
||||||||
|
Purchase of 1,393 shares |
(28) |
(28) |
||||||
|
Sales of 17,522 shares |
315 |
|
|
|
(41) |
|
|
356 |
|
Balance September 30, 2002 |
$ 335,476 |
$ 262,255 |
$ (436) |
$ (299) |
$ 3,753 |
$ 112,001 |
$ -- |
$ (41,798 ) |
The accompanying notes are an integral part of the consolidated financial statements.
IRWIN FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Unaudited)
For the Nine Months Ended September 30, 2003, and 2002
|
|
|
Accumulated |
|
|
Stock |
Stock |
Stock |
|
|
(In thousands, except shares) |
||||||||
|
Balance January 1, 2003 |
$ 360,555 |
$ 287,662 |
$ (1,142) |
$ (240) |
$ 3,606 |
$ 112,000 |
$ -- |
$ (41,331) |
|
Net income |
56,122 |
56,122 |
||||||
|
Unrealized loss on investment |
|
|
||||||
|
Unrealized loss on interest rate |
|
|
||||||
|
Foreign currency adjustment net |
|
|
||||||
|
Minimum SERP liability net |
|
|
||||||
|
Total comprehensive |
|
|||||||
|
Deferred compensation |
(181) |
(181) |
||||||
|
Cash dividends |
(5,865) |
(5,865) |
||||||
|
Tax benefit on stock option |
|
|
||||||
|
Conversion of 1,700 trust |
|
|
|
|||||
|
Treasury stock: |
||||||||
|
Purchase of 122,464 shares |
(2,822) |
(2,822) |
||||||
|
Sales of 330,666 shares |
4,569 |
|
|
|
(2,223 ) |
|
|
6,792 |
|
Balance September 30, 2003 |
$ 414,454 |
$ 337,919 |
$ (140) |
$ (421) |
$ 2,413 |
$ 112,000 |
$ -- |
$ (37,317) |
|
Balance January 1, 2002 |
$ 231,665 |
$ 241,725 |
$ (325) |
$ (449) |
$ 4,426 |
$ 29,965 |
$ 1,386 |
$ (45,063) |
|
Net income |
26,125 |
26,125 |
||||||
|
Unrealized loss on investment |
|
|
||||||
|
Unrealized loss on interest rate |
|
|
||||||
|
Foreign currency adjustment net |
|
|
||||||
|
Total comprehensive |
|
|||||||
|
Deferred compensation |
150 |
150 |
||||||
|
Cash dividends |
(5,595) |
(5,595) |
||||||
|
Sales of 6,210,000 shares of |
|
|
||||||
|
Conversion of preferred stock to |
|
|
|
|||||
|
Tax benefit on stock option |
|
|
||||||
|
Treasury stock: |
||||||||
|
Purchase of 56,738 shares |
(1,139) |
(1,139) |
||||||
|
Sales of 290,157 shares |
1,829 |
|
|
|
(1,189) |
|
|
3,018 |
|
Balance September 30, 2002 |
$ 335,476 |
$ 262,255 |
$ (436) |
$ (299) |
$ 3,753 |
$ 112,001 |
$ -- |
$ (41,798 ) |
The accompanying notes are an integral part of the consolidated financial statements.
IRWIN FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
|
For the Nine Months Ended September 30, |
||
|
2003 |
2002 |
|
|
(In thousands) |
||
|
Net income |
$ 56,122 |
$ 26,125 |
|
Adjustments to reconcile net income to cash |
||
|
(used) provided by operating activities: |
||
|
Depreciation, amortization, and accretion, net |
8,747 |
8,742 |
|
Amortization and impairment of servicing assets |
104,078 |
169,917 |
|
Provision for loan and lease losses |
37,655 |
35,409 |
|
Gain on sale of mortgage servicing assets |
(7) |
(9,939) |
|
Gain from sale of loans |
(311,081) |
(109,759) |
|
Originations of loans held for sale |
(21,131,799) |
(6,858,229) |
|
Proceeds from the sale of mortgage servicing assets |
-- |
25,498 |
|
Proceeds from sales and repayments of loans held for sale |
21,590,397 |
6,563,630 |
|
Net decrease in residual interests |
78,368 |
30,646 |
|
Net decrease in accounts receivable |
16,554 |
981 |
|
Other, net |
12,694 |
(10,900) |
|
Net cash provided by (used in) operating activities |
461,728 |
(127,879) |
|
Lending and investing activities: |
||
|
Proceeds from maturities/calls of investment securities: |
||
|
Held-to-maturity |
495 |
590 |
|
Available-for-sale |
38,682 |
5,377 |
|
Purchase of investment securities: |
||
|
Held-to-maturity |
(99) |
-- |
|
Available-for-sale |
(83,253) |
(9,628) |
|
Net increase in interest-bearing deposits with financial institutions |
(27,777) |
(16,970) |
|
Net increase in loans, excluding sales |
(379,606) |
(1,147,704) |
|
Sales of loans |
33,182 |
517,645 |
|
Other, net |
(6,125 ) |
(4,077 ) |
|
Net cash used by lending and investing activities |
(424,501 ) |
(654,767 ) |
|
Financing activities: |
||
|
Net increase in deposits |
324,931 |
239,932 |
|
Net increase (decrease) in short-term borrowings |
(550,724) |
31,995 |
|
Repayments of long-term debt |
(8) |
-- |
|
Proceeds from issuance of collateralized borrowings |
373,658 |
440,471 |
|
Repayments of collateralized borrowings |
(176,352) |
(20,165) |
|
Proceeds from sale of stock for equity offering |
- |
82,036 |
|
Purchase of treasury stock for employee benefit plans |
(2,822) |
(1,139) |
|
Proceeds from sale of stock for employee benefit plans |
5,600 |
2,345 |
|
Dividends paid |
(5,865 ) |
(5,595 ) |
|
Net cash provided (used) by financing activities |
(31,582) |
769,880 |
|
Effect of exchange rate changes on cash |
(144 ) |
(58 ) |
|
Net increase (decrease) in cash and cash equivalents |
5,501 |
(12,824) |
|
Cash and cash equivalents at beginning of period |
157,771 |
158,291 |
|
Cash and cash equivalents at end of period |
$ 163,272 |
$ 145,467 |
|
Supplemental disclosures of cash flow information: |
||
|
Cash paid during the period: |
||
|
Interest |
$ 78,052 |
$ 75,647 |
|
Income taxes |
$ 42,928 |
$ 29,957 |
|
Noncash transactions: |
||
|
Conversion of trust preferred stock to common stock |
$ 43 |
$ -- |
|
Liability for loans held for sale eligible for repurchase |
$ 111,390 |
$ -- |
|
Conversion of preferred stock to common stock |
$ -- |
$ 1,386 |
The accompanying notes are an integral part of the consolidated financial statements.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1 - Summary of Significant Accounting Policies
Consolidation: Irwin Financial Corporation and its subsidiaries provide financial services throughout the United States and Canada. We are engaged in the mortgage banking, commercial banking, home equity lending, commercial finance, and venture capital lines of business. Intercompany balances and transactions have been eliminated in consolidation.
Use of Estimates: The preparation of financial statements in conformity with generally accepted accounting principles requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Residual Interests: Residual interests are stated at fair value. Unrealized gains and losses are included in earnings. In the past, when we sold receivables in securitizations of home equity loans and lines of credit, we retained residual interests, a servicing asset, one or more subordinated tranches, and in some cases a cash reserve account, all of which are retained interests in the securitized receivables. Gain or loss on the sale of the receivables depends in part on the previous carrying amount of the financial assets involved in the transfer, allocated between the assets sold and the retained interests based on their relative fair value at the date of transfer.
To obtain fair value of residual interests, quoted market prices are used if available. However, quotes are generally not available for residual interests, so we generally estimate fair value based on the present value of expected cash flows using estimates of the key assumptions -- prepayment speeds, credit losses, and discount rates commensurate with the risks involved -- that management believes market participants would use to value similar assets. Adjustments to carrying values are recorded as trading gains or losses. An adjustment of $1.4 million was recorded in the third quarter of 2003 to write down the residual interests due primarily to shifts in the LIBOR curve and enhancements to our valuation model. The total adjustment for the first nine months of 2003 was $52.3 million.
Servicing Assets: In determining servicing value impairment we stratify the servicing portfolio into its predominant risk characteristics, principally by interest rate and product type. Effective as of June 30, 2003 we lowered our lowest interest rate stratum from 7% to 5% and split our interest strata by government and conventional loans. We made these changes in interest rate and product type stratums in response to significant changes in economic facts and circumstances and in our portfolio that caused a change in predominant risk characteristics. Because our strata changes were prompted by changes in economic facts and circumstances, they were accounted for prospectively as a change in estimate. We made no changes in our interest strata in the three-month period ended September 30, 2003.
Cash and Cash Equivalents Defined: For purposes of the consolidated statement of cash flows, we consider cash and due from banks to be cash equivalents.
Stock-Based Employee Compensation: We have two stock-based employee compensation plans. We use the intrinsic value method to account for our plans under the recognition and measurement principles of APB Opinion No. 25, "Accounting for Stock Issued to Employees," and related Interpretations. No stock-based employee compensation cost is reflected in net income for any of the periods presented, as all options granted under these plans had an exercise price equal to the market value of the underlying common stock on the date of grant. To date, the Board of Directors has not chosen to expense stock options. The Board wishes to analyze new guidance from the FASB, SEC or other relevant authority regarding the standardization of valuation methods, should such guidance be forthcoming. In the absence of a uniform valuation method for public companies, we will continue to disclose in this footnote the impact of expensing stock options, using our valuation method, whi
ch is based on a Black-Scholes model using several assumptions management believes to be reasonable. The following table illustrates the effect on net income and earnings per share if we had applied the fair value recognition provisions of FASB Statement No. 123, "Accounting for Stock-Based Compensation," using our valuation method to stock-based employee compensation:
|
For the three months ended September 30, |
For the nine months ended September 30, |
|||
|
2003 |
2002 |
2003 |
2002 |
|
|
(In thousands) |
||||
|
Net income as reported |
$ 31,118 |
$ 8,193 |
$ 56,122 |
$ 26,125 |
|
Deduct: Total stock-based employee compensation expense |
|
|
(2,187 ) |
|
|
Pro forma net income |
$ 30,419 |
$ 7,531 |
$ 53,935 |
$ 24,148 |
|
Basic earnings per share |
|
|
|
|
|
Pro forma |
$ 1.03 |
$ 0.27 |
$ 1.93 |
$ 0.91 |
|
Diluted earnings per share |
|
|
|
|
|
Pro forma |
$ 1.01 |
$ 0.26 |
$ 1.82 |
$ 0.89 |
Recent Accounting Developments
In January 2003, the FASB issued Interpretation No. 46, "Consolidation of Variable Interest Entities" which requires existing unconsolidated variable interest entities to be consolidated by their primary beneficiaries if the entities do not effectively disperse risks among parties involved. The primary beneficiary is the party that absorbs a majority of expected losses, receives a majority of expected residual returns, or both, as a result of holding variable interests, which are the ownership, contractual, or other beneficiary interests in the entity. The primary beneficiary is required to disclose the (a) nature, purpose, size, and activities of the variable interest entity, (b) the carrying amount and classification of assets that are collateral, and (c) any lack of recourse by creditors to the primary beneficiary. If a primary interest is not held, but a significant variable interest is held, disclosure requirements include (1) the nature, purpose, size and
activities of the variable interest entity, (2) exposure to loss, (3) the date and nature of involvement with the entity. This interpretation applies immediately to variable interests created or obtained after January 31, 2003. For variable interest entities created prior to February 1, 2003, the interpretation application begins in fiscal years beginning after December 15, 2003. Prior to 2002, we used securitization structures involving qualified special purpose entities (QSPEs) which are exempt from the requirements of this interpretation. As a result, management does not believe the implementation of Interpretation No. 46 will have a material effect on our earnings or financial position.
In addition, we have six special purpose trusts used for the issuance of our trust preferred securities. These trusts are currently consolidated on our balance sheet and, as such, under banking regulation meet one of the criteria for creating eligibility under bank regulatory capital rules to be eligible as Tier 1 capital. We understand that the consolidation of these types of trusts under FIN 46 is under review by accounting rule making bodies and the Federal Reserve has issued interim guidance (SR 03-9) on the appropriate inclusion of these securities