UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
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QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES |
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For the quarterly period ended October 31, 2003 |
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OR |
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TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES |
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For the transition period from to |
First Investors Financial Services Group, Inc.
(Exact Name of Registrant as Specified in its Charter)
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Texas |
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76-0465087 |
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(State or Other Jurisdiction of Incorporation |
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(I.R.S. Employer Identification No.) |
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675 Bering
Drive, Suite 710 |
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77057 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
(713) 977-2600
(Registrant’s Telephone Number, Including Area Code)
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 ý No o.
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes o No ý.
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
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Class |
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Shares Outstanding At |
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Common Stock-$.001 Par Value |
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5,005,269 |
FIRST INVESTORS FINANCIAL SERVICES GROUP, INC.
AND SUBSIDIARIES
2
FIRST INVESTORS FINANCIAL SERVICES GROUP, INC. AND SUBSIDIARIES
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April 30, |
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October
31, |
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(Audited) |
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(Unaudited) |
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ASSETS |
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Receivables Held for Investment, net |
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$ |
228,989,162 |
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$ |
225,702,804 |
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Receivables Acquired for Investment, net |
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2,704,247 |
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1,921,036 |
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Cash and Short-Term Investments, including restricted cash of $19,302,651 and $17,783,678 |
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21,920,331 |
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20,367,303 |
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Accrued Interest Receivable |
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3,381,394 |
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3,150,084 |
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Assets Held for Sale |
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1,303,393 |
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1,339,485 |
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Other Assets: |
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Funds held under reinsurance agreement |
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3,993,341 |
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5,417,792 |
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Deferred financing costs and other assets, net of accumulated amortization and depreciation of $4,508,798 and $5,127,826 |
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5,594,948 |
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4,975,511 |
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Current income taxes receivable |
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1,004,231 |
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— |
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Interest rate derivative positions |
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4,105,307 |
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2,333,811 |
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Total assets |
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$ |
272,996,354 |
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$ |
265,207,826 |
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LIABILITIES AND SHAREHOLDERS’ EQUITY |
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Debt: |
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Warehouse credit facilities |
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$ |
141,944,521 |
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$ |
161,462,606 |
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Term Notes |
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87,358,847 |
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63,694,232 |
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Working capital facility |
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8,714,518 |
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7,011,631 |
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Other borrowings |
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746,280 |
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746,280 |
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Other Liabilities: |
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Accounts payable and accrued liabilities |
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1,709,208 |
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1,855,986 |
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Current income taxes payable |
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— |
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2,090 |
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Deferred income taxes payable |
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49,593 |
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510,556 |
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Interest rate derivative positions |
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5,248,080 |
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2,659,518 |
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Total liabilities |
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245,771,047 |
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237,942,899 |
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Commitments and Contingencies |
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— |
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— |
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Minority Interest |
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732,023 |
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— |
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Shareholders’ Equity: |
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Common stock, $0.001 par value, 10,000,000 shares authorized, 5,566,669 shares issued; 5,026,269 outstanding at April 30, 2003 and 5,005,269 outstanding at October 31, 2003 |
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5,567 |
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5,567 |
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Additional paid-in capital |
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18,678,675 |
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18,678,675 |
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Retained earnings |
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10,481,696 |
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10,889,580 |
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Accumulated other comprehensive loss – unrealized derivative (losses), net of taxes |
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(896,789 |
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(448,400 |
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Less, treasury stock, at cost, 540,400 and 561,400 shares |
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(1,775,865 |
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(1,860,495 |
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Total shareholders’ equity |
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26,493,284 |
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27,264,927 |
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Total liabilities and shareholders’ equity |
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$ |
272,996,354 |
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$ |
265,207,826 |
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The accompanying notes are an integral part of these consolidated financial statements.
3
FIRST INVESTORS FINANCIAL SERVICES GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three Months and Six Months Ended October 31, 2002 and 2003
(Unaudited)
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For the
Three Months
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For the
Six Months
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2002 |
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2003 |
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2002 |
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2003 |
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Interest Income |
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$ |
8,145,189 |
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$ |
7,923,929 |
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$ |
16,656,526 |
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$ |
15,994,365 |
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Interest Expense |
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2,693,481 |
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1,889,442 |
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5,575,569 |
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3,907,413 |
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Net interest income |
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5,451,708 |
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6,034,487 |
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11,080,957 |
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12,086,952 |
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Provision for Credit Losses |
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2,270,000 |
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3,269,741 |
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4,638,550 |
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6,661,704 |
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Net Interest Income After Provision for Credit Losses |
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3,181,708 |
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2,764,746 |
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6,442,407 |
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5,425,248 |
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Other Income: |
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Late fees and other |
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350,292 |
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904,610 |
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682,430 |
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1,579,318 |
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Servicing Income |
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— |
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1,223,605 |
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— |
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2,498,238 |
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Unrealized loss on interest rate derivative positions |
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(85,282 |
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(149,066 |
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(122,438 |
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(6,309 |
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Total other income |
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265,010 |
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1,979,149 |
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559,992 |
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4,071,247 |
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Operating Expenses: |
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