Attached files
| file | filename |
|---|---|
| 8-K - INTEGRA BANK CORP | v194606_8k.htm |
UNITED
STATES OF AMERICA
DEPARTMENT
OF THE TREASURY
OFFICE
OF THE COMPTROLLER OF THE CURRENCY
|
In
the Matter of:
Integra
Bank, National Association
Evansville,
Indiana
|
)
)
)
)
)
|
AA-EC-10-82
|
CAPITAL
DIRECTIVE
WHEREAS, Integra Bank, National Association,
Evansville, Indiana (“Bank”) is a national bank subject to the provisions
of 12 U.S.C. § 3907 and 12 C.F.R. Part 3; and
WHEREAS, the Office of the
Comptroller of the Currency (“OCC”) is authorized, pursuant to 12 U.S.C.
§ 3907 and 12 C.F.R. Part 3, to require a national bank, including the
Bank, to achieve and maintain capital at or above minimum ratios established for
a national bank, which the OCC, in its discretion, deems to be necessary or
appropriate in light of the particular circumstances of the national bank;
and
WHEREAS, 12 U.S.C.
§ 3907(b)(2)(A) and 12 C.F.R. Part 3, Subpart E provide for the OCC’s
issuance of a directive to a national bank that fails to maintain capital at or
above the ratios established for the bank; and
WHEREAS, on August 10, 2009,
the OCC established an individual minimum capital ratio (“IMCR”) for the Bank;
and
WHEREAS, the Bank is not in
compliance with the requirements of the IMCR; and
-1-
WHEREAS, on May 17,
2010, the OCC issued a Notice of Intent to Issue a Capital Directive
(“Notice of Intent”) to the Bank pursuant to 12 U.S.C. § 3907 and 12 C.F.R.
Part 3; and
WHEREAS, on June 16,
2010, the Bank
submitted a written response not objecting to the capital ratios set forth in
the Notice of Intent; and
WHEREAS, after giving full
consideration to the Bank’s response, the OCC has determined that, due to the
particular circumstances present at the Bank, it is necessary to issue a Capital
Directive requiring the Bank to achieve and maintain capital at or above certain
minimum ratios set forth herein;
NOW THEREFORE, pursuant to 12
U.S.C. § 3907 and 12 C.F.R. Part 3, the OCC directs the Bank and its Board
of Directors (“Board”) to do the following:
ARTICLE
I
HIGHER CAPITAL
MINIMUMS
(1) Within
ninety (90) days of issuance of the Capital Directive, the Bank shall achieve
and thereafter maintain the following minimum capital ratios (as defined in
12 C.F.R. Part 3):1
|
|
(a)
|
Total
risk-based capital at least equal to eleven and one half percent (11.5%)
of risk-weighted assets;
|
|
|
(b)
|
Tier
1 capital at least equal to eight percent (8%) of adjusted total
assets.2
|
1 The
requirement in this Capital Directive to meet and maintain a specific capital
level means that the Bank may not be deemed to be "well capitalized" for
purposes of 12 U.S.C. § 1831o and 12 C.F.R. Part 6, pursuant to 12 C.F.R. §
6.4(b)(1)(iv).
2 Adjusted
total assets is defined in 12 C.F.R. § 3.2(a) as the average total assets figure
required to be computed for and stated in the Bank’s most recent quarterly Consolidated Report of Condition and
Income minus end-of-quarter intangible assets, deferred tax assets, and
credit-enhancing interest-only strips, that are deducted from Tier 1 capital,
and minus nonfinancial equity invesmtments for which a Tier 1 capital deduction
is required pursuant to section 2(c)(5) of appendix A of 12 C.F.R. Part
3
-2-
ARTICLE
II
CAPITAL
PLAN
(1) Within
thirty (30) days of issuance of the Capital Directive, the Bank shall submit to
the Director of Special Supervision (“Director”) an acceptable written Capital
Plan, covering at least a three-year period. An acceptable Capital
Plan must describe the means and the time schedule by which the Bank will
achieve the capital ratios required in Article I. The Capital Plan
will not be deemed acceptable unless the plan is based on realistic assumptions
and is likely to succeed in restoring the Bank’s capital; and would not
appreciably increase the risk to which the Bank is exposed.
(2) The
Capital Plan shall include:
|
|
(a)
|
specific
plans for the achievement and maintenance of adequate capital, which may
in no event be less than the requirements in Article
I;
|
|
|
(b)
|
projections
for growth and capital requirements, based upon a detailed analysis of the
Bank's assets, liabilities, earnings, fixed assets, and off-balance sheet
activities;
|
|
|
(c)
|
projections
of the sources and timing of additional capital to meet the Bank's current
and future needs;
|
|
|
(d)
|
identification
of the primary sources from which the Bank will maintain an appropriate
capital structure to meet the Bank's current and future needs;
and
|
|
|
(e)
|
contingency
plans that identify alternative methods to strengthen capital, should the
primary source(s) under paragraph (2)(d) of this Article not be
available.
|
-3-
(3) An
acceptable Capital Plan shall include an accurate analysis of the Bank’s current
condition and a realistic analysis of the Bank’s future
prospects. The Capital Plan should fully document the results of that
analysis. Elements of an accurate and realistic analysis of the
Bank’s current condition and future prospects should include:
|
|
(a)
|
current
and pro forma balance sheets;
|
|
|
(b)
|
current
and long-term budgets;
|
|
|
(c)
|
a
strategic plan for the Bank;
|
|
|
(d)
|
the
market analysis used to derive the appropriate means to raise
capital;
|
|
|
(e)
|
detailed
assumptions used in the analysis;
and
|
|
|
(f)
|
any
other relevant information.
|
(4) If
the Board's Capital Plan includes a sale or merger of the Bank, the Capital Plan
shall, at a minimum, address the steps that will be taken and the associated
timeline to ensure that a definitive agreement for the sale or merger is
executed.
(5) The
Bank may pay a dividend only:
|
|
(a)
|
when
the Bank is in compliance with the requirements of this Capital Directive
and its approved Capital Plan and would remain in compliance with its
approved Capital Plan immediately following the payment of any dividend;
and
|
|
|
(b)
|
when
the Bank is in compliance with applicable laws and regulations, including
12 U.S.C. §§ 56, 59 and 60, and 12 C.F.R. Part 5;
and
|
|
|
(c)
|
following
the prior written determination of no supervisory objection by the
Director.
|
-4-
(6) The
Capital Plan and analysis required by Paragraph (2) of this Article shall be
submitted to the Director for a prior written determination of no supervisory
objection.
(7) Within
five (5) days of the Bank’s receipt of such determination, the Board shall
adopt, approve and implement the Capital Plan. Thereafter, the Bank
(subject to Board review and ongoing monitoring) shall implement and ensure
adherence to the Capital Plan.
(8) The
Board shall review and update the Bank's Capital Plan at least annually and more
frequently if necessary or if requested by the Director. Revisions to
the Bank’s Capital Plan shall be submitted to the Director for a prior written
determination of no supervisory objection. Within five (5) days of
the Bank’s receipt of such determination, the Board shall adopt, approve and
implement the Revised Capital Plan. Thereafter, the Bank (subject to
Board review and ongoing monitoring) shall implement and ensure adherence to the
Revised Capital Plan.
ARTICLE
III
GENERAL
PROVISIONS
(1) This Capital Directive and the approved
Capital Plan constitute a final order under 12 U.S.C. § 3907 and are enforceable
under 12 U.S.C. § 1818(i).
(2) Except as otherwise provided herein, any
request, demand, authorization, direction, notice, consent, waiver or other
document provided or permitted by this Capital Directive to be made upon, given or
furnished to, delivered to,
or filed with the OCC shall
be in writing and sent by reputable overnight courier or hand delivery via
messenger addressed as follows:
Director
Special Supervision
Division
Comptroller of the
Currency
250 E Street, S.W.
Washington, D.C. 20219
-5-
(3) If any provision in this Capital Directive is ruled to be invalid,
illegal or unenforceable by the decision of any court of competent jurisdiction,
the validity, legality and enforceability of the remaining provisions hereof
shall not in any way be affected or impaired thereby unless the OCC, in its sole discretion, determines
otherwise in
writing.
(4) Each
provision of this Capital Directive shall be binding upon the Bank, its
directors, officers, employees, agents, successors, assigns, and other persons
participating in the affairs of the Bank.
(5) It
is expressly and clearly understood that if, at any time, the OCC deems it
appropriate in fulfilling the responsibilities placed upon it by the several
laws of the United States of America to undertake any action affecting the Bank,
or any institution-affiliated party of the Bank, nothing in this Capital
Directive shall in any way inhibit, estop, bar or otherwise prevent the OCC from
so doing.
(6) If
the Bank determines that: (i) it is unable to comply with any provision of this
Capital Directive; (ii) compliance with any provision of this Capital Directive
will cause undue hardship to the Bank; or (iii) the Bank requires an extension
of any timeframe within this Capital Directive, the Bank shall submit a written
request to the Director asking for relief. Any written request submitted
pursuant to this Article shall include a statement setting forth in detail the
special circumstances that supports the Bank’s request. All such requests shall
be accompanied by relevant supporting documentation, together with a copy of a
Board Resolution authorizing the request. The Director’s written
decision pertaining to the request is final.
(7) The
provisions of this Capital Directive are effective upon issuance of this Capital
Directive by the OCC, through the Director whose hand appears below, and shall
remain effective and enforceable, except to the extent that, and until such time
as, any provisions of this Capital Directive shall have been amended, suspended,
waived, or terminated in writing by the OCC. This Capital Directive
is effective as of the date indicated below.
-6-
IT IS SO ORDERED, this 12 day
of August, 2010.
/s/ Henry
Fleming
Henry
Fleming
Director
for Special Supervision
-7-