UNITED PANAM FINANCIAL CORP - 10-Q Quarterly Report

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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, 2002

o	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 000-24051

UNITED PANAM FINANCIAL CORP.
(Exact name of Registrant as specified in its charter)

California
(State or other jurisdiction of incorporation or organization)

94-3211687
(I.R.S. Employer Identification Number)

3990 Westerly Place, Suite 200
Newport Beach, CA 92660
(Address of principal executive offices) (Zip Code)

(949) 224-1917
(Registrant’s telephone number, including area code)

Not applicable
(Former name, former address and former fiscal year, if changed since last report)

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.

Yes

The number of shares outstanding of the Registrant’s Common Stock as of November 1, 2002 was 15,766,725.

UNITED PANAM FINANCIAL CORP.
FORM 10-Q
SEPTEMBER 30, 2002

INDEX

		Page

PART I.	FINANCIAL INFORMATION

Item 1.	Financial Statements (unaudited)

	Condensed Consolidated Statements of Financial Condition as of September 30, 2002 and December 31, 2001	1

	Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2002 and September 30, 2001	2

	Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, 2002 and September 30, 2001	3

	Condensed Consolidated Statements of Cash Flows for the three and nine months ended September 30, 2002 and September 30, 2001	4

	Notes to Condensed Consolidated Financial Statements	6

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	10

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	22

Item 4.	Controls and Procedures	22

PART II.	OTHER INFORMATION

Item 1.	Legal Proceedings	23

Item 2.	Changes in Securities and Use of Proceeds	23

Item 3.	Defaults Upon Senior Securities	23

Item 4.	Submission of Matters to a Vote of Security Holders	23

Item 5.	Other Information	23

Item 6.	Exhibits and Reports on Form 8-K	23

PART I.

FINANCIAL INFORMATION

Item 1. Financial Statements.

United PanAm Financial Corp. and Subsidiaries
Condensed Consolidated Statements of Financial Condition
(Unaudited)

*(In thousands, except share and per share data)*				September 30, 2002			December 31, 2001

Assets
Cash and due from banks				$	8,753		$	5,428
Short term investments					2,071			135,267

	Cash and cash equivalents				10,824			140,695
Securities available for sale, at fair value					598,023			284,837
Loans					316,537			252,858
Less allowance for loan losses					(21,646	)		(16,410	)

	Loans, net				294,891			236,448
Loans held for sale					21			194
Premises and equipment, net					2,431			2,124
Federal Home Loan Bank stock, at cost					1,816			6,500
Accrued interest receivable					2,101			4,029
Other assets					9,971			14,746

			Total assets	$	920,078		$	689,573

Liabilities and Shareholders’ Equity
Deposits				$	442,617		$	357,350
Federal Home Loan Bank advances					—			130,000
Reverse repurchase agreements					386,560			114,776
Accrued expenses and other liabilities					5,869			11,781

			Total liabilities		835,046			613,907

Common stock (no par value):
		Authorized, 30,000,000 shares Issued and outstanding, 15,738,218 shares at September 30, 2002 and 15,571,400 shares at December 31, 2001			64,186			63,630
Retained earnings					20,313			11,287
Unrealized gain on securities available for sale, net					533			749

			Total shareholders’ equity		85,032			75,666

			Total liabilities and shareholders’ equity	$	920,078		$	689,573

See accompanying notes to consolidated financial statements.

United PanAm Financial Corp. and Subsidiaries
Condensed Consolidated Statements of Operations
(Unaudited)

						Three Months Ended September 30,				Nine Months Ended September 30,

*(Thousands, except per share data)*						2002		2001		2002		2001

Interest Income
		Loans				$	15,080	$	11,852	$	42,197	$	33,199
		Securities					3,816		2,880		9,598		9,988

				Total interest income			18,896		14,732		51,795		43,187

Interest Expense
		Deposits					3,503		4,464		9,850		14,295
		Federal Home Loan Bank advances					38		71		823		979
		Repurchase agreements					1,724		86		3,025		118

				Total interest expense			5,265		4,621		13,698		15,392

					Net interest income		13,631		10,111		38,097		27,795
	Provision for loan losses						51		108		234		276

					Net interest income after provision for loan losses		13,580		10,003		37,863		27,519

Non-interest Income
		Net gain on sale of securities					210		—		271		—
		Net gain on sale of loans					—		—		—		1,607
		Service charges and fees					199		164		587		497
		Loan related charges and fees					75		68		231		209
		Other income					35		35		91		102

				Total non-interest income			519		267		1,180		2,415

Non-interest Expense
		Compensation and benefits					5,146		4,060		14,926		12,921
		Occupancy					939		788		2,709		2,305
		Other					2,508		1,913		6,829		5,618

				Total non-interest expense			8,593		6,761		24,464		20,844

				Income before income taxes and cumulative effect of change in accounting principle			5,506		3,509		14,579		9,090
Income taxes							2,171		1,369		5,659		3,544

Income before cumulative effect of change in accounting principle							3,335		2,140		8,920		5,546

Cumulative effect of change in accounting principle net of tax							—		—		106		—

Net income						$	3,335	$	2,140	$	9,026	$	5,546

Earnings per share-basic:
			Income before cumulative effect of change in accounting principle			$	0.21	$	0.13	$	0.57	$	0.34

			Cumulative effect of change in accounting principle			$	—	$	—	$	0.01	$	—

			Net income			$	0.21	$	0.13	$	0.58	$	0.34

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