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8-K - 8-K - PNMAC Holdings, Inc.a13-23726_18k.htm
EX-99.2 - EX-99.2 - PNMAC Holdings, Inc.a13-23726_1ex99d2.htm

Exhibit 99.1

 

GRAPHIC

 

 

Media

Investors

 

Kevin Chamberlain

Christopher Oltmann

 

(818) 746-2877

(818) 746-2046

 

PennyMac Financial Services, Inc. Reports Third Quarter 2013 Results

 

Moorpark, CA November 6, 2013 — PennyMac Financial Services, Inc. (NYSE: PFSI) today reported net income of $31.4 million for the third quarter of 2013, on revenue of $87.2 million.  Net income attributable to PFSI common stockholders was $5.2 million, or $0.28 per diluted share.

 

Third Quarter Highlights

 

·                  Total net revenue of $87.2 million, down 18 percent from the prior quarter

 

·                  Mortgage Banking revenue of $72.9 million, down 25 percent from the prior quarter

 

·                  Investment Management revenue of $14.3 million, up 6 percent from the prior quarter

 

·                  Total loan production activity of $8.0 billion in unpaid principal balance (UPB), down 11 percent from the prior quarter

 

·                  Servicing portfolio reached $52.9 billion in UPB, up 19 percent from June 30, 2013

 

·                  Net assets under management reached $2.1 billion, up 14 percent from June 30, 2013

 

Recent Activity Since the End of the Quarter

 

·                  Acquired $10.3 billion in UPB of Fannie Mae mortgage servicing rights (MSRs), with co-investment by PennyMac Mortgage Investment Trust (NYSE: PMT) in the excess servicing spread

 

·                  Entered into a letter of intent with a third party to acquire $10.8 billion in UPB of Ginnie Mae MSRs and expected to enter into an agreement with PMT relating to the sale of the excess servicing spread associated with this portfolio(1)

 


(1)  The pending transactions are subject to the negotiation and execution of definitive documentation, continuing due diligence, customary closing conditions, and approvals. There can be no assurance that the committed amount will ultimately be acquired or that either transaction will be completed.

 

1



 

“The third quarter was challenging for the mortgage industry, and the decline in origination volumes and reduced margins had a significant impact on PennyMac Financial’s loan production businesses,” said Chairman and Chief Executive Officer Stanford L. Kurland.  “The decline in loan production was offset by growth in PennyMac Financial’s loan servicing and investment management businesses.  We reduced expenses, while remaining focused on executing against the initiatives that we believe will drive long-term growth.  I am particularly optimistic about the bulk MSR acquisitions which are expected to increase earnings and add scale to our loan servicing business, drive retail lending opportunities, and provide co-investment opportunities with PMT.”

 

The following table presents the contribution of PFSI’s Mortgage Banking and Investment Management segments to pretax income:

 

Quarter ended September 30, 2013

 

Mortgage
Banking

 

Investment
Management

 

Total

 

 

 

(in thousands)

 

Revenues:

 

 

 

 

 

 

 

Net gains on mortgage loans held for sale at fair value

 

$

25,949

 

$

 

$

25,949

 

Loan origination fees

 

6,280

 

 

6,280

 

Fulfillment fees from PMT

 

18,327

 

 

18,327

 

Net servicing income

 

21,399

 

 

21,399

 

Management fees

 

 

10,540

 

10,540

 

Carried Interest from Investment Funds

 

 

2,812

 

2,812

 

Net interest income (expense)

 

933

 

4

 

937

 

Other

 

(22

)

972

 

950

 

 

 

72,866

 

14,328

 

87,194

 

Expenses:

 

 

 

 

 

 

 

Compensation

 

33,969

 

1,861

 

35,830

 

Other

 

16,240

 

207

 

16,447

 

 

 

50,209

 

2,068

 

52,277

 

Pretax income

 

$

22,657

 

$

12,260

 

$

34,917

 

Segment assets at period end

 

$

1,208,156

 

$

46,228

 

$

1,254,384

 

 

Mortgage Banking Segment

 

PFSI’s Mortgage Banking Segment consists of loan production, which includes retail lending and correspondent lending both for its own account and on behalf of PMT for which it provides fulfillment services, and loan servicing, which includes owned servicing rights and subservicing.

 

2



 

Mortgage Banking revenues were $72.9 million, a decrease of 22 percent from the second quarter, driven by a 39 percent decrease in gains on mortgage loans held for sale and a 17 percent decrease in fulfillment fees.  During the quarter, PFSI’s loan production activity totaled $8.0 billion, of which $3.7 billion was fee-based fulfillment activity for PMT.  Net servicing income for the third quarter was $21.4 million, a decrease of 3 percent from the second quarter.

 

Loan Production

 

During the third quarter, PennyMac Financial originated and managed the acquisition of $4.3 billion in UPB of loans for its own account, and interest rate lock commitments (IRLCs) totaled $4.1 billion, compared to $4.6 billion and $5.3 billion, respectively, in the second quarter.  PFSI generated $25.9 million in net gains on mortgage loans acquired for sale in the third quarter, a 39 percent decrease from the second quarter.  The net gain on mortgage loans acquired for sale is detailed in the following table:

 

 

 

Quarter ended

 

 

 

September 30,
2013

 

June 30,
2013

 

September 30,
2012

 

 

 

(in thousands)

 

MSR Value

 

$

60,051

 

$

52,112

 

$

25,621

 

Provision for representations and warranties

 

(1,069

)

(1,453

)

(919

)

Cash investment (1)

 

(4,936

)

(21,058

)

7,102

 

Fair value changes of pipeline, inventory and hedges

 

(28,097

)

13,053

 

7,956

 

Net gain on mortgage loans acquired for sale

 

$

25,949

 

$

42,654

 

$

39,760

 

 


(1) Net cash receipt at sale and net cash hedge expense

 

PFSI performs fulfillment services for conventional conforming and jumbo loans acquired by PMT in its correspondent lending business.  These services include, but are not limited to, reviews of loan data, documentation and appraisals to assess loan quality and risk; the approval of correspondent sellers and monitoring of their ongoing performance; and the subsequent sale and securitization of loans in the secondary mortgage markets for PMT.  Fees earned from fulfillment of correspondent loans on behalf of PMT totaled $18.3 million in the third quarter, compared to $22.1 million in the second quarter, driven by decreased correspondent acquisitions by PMT in the third quarter.  The average fulfillment fee was 50 basis points during the third quarter.

 

3



 

Loan Servicing

 

Net loan servicing fees for the quarter ended September 30, 2013 totaled $21.4 million, a decrease of 3 percent from the second quarter.  The following table presents a breakdown of the net servicing fees:

 

 

 

Quarter ended

 

 

 

September 30,
2013

 

June 30,
2013

 

September 30,
2012

 

 

 

(in thousands)

 

Servicing fees

 

$

29,562

 

$

25,259

 

$

10,526

 

Effect of MSRs:

 

 

 

 

 

 

 

Amortization

 

(5,367

)

(4,251

)

(1,127

)

(Provision for) reversal of impairment of MSRs carried at lower of amortized cost or fair value

 

(1,192

)

88

 

(1,000

)

Change in fair value of MSRs carried at fair value

 

(1,604

)

973

 

(2,240

)

Losses on hedging derivatives

 

 

 

(47

)

Net loan servicing fees

 

$

21,399

 

$

22,069

 

$

6,112

 

 

The total servicing portfolio reached $52.9 billion in UPB, an increase of 19 percent from June 30, 2013.  Of the total servicing portfolio at September 30, 2013, prime servicing was $46.8 billion in UPB and special servicing was $6.1 billion in UPB.  The Company subservices and services under contract $29.6 billion in UPB for its advised entities, an increase of 16 percent from June 30, 2013, due to correspondent acquisitions and distressed whole loan acquisitions by PMT.  PFSI’s MSR portfolio grew to $23.0 billion in UPB, an increase of 25 percent over the prior quarter driven by its own correspondent acquisitions of government-insured loans and PFSI’s retail lending activities.

 

4



 

The table below details PFSI’s servicing portfolio as of September 30, 2013:

 

 

 

September 30,
2013

 

June 30,
2013

 

 

 

(in thousands)

 

Loans serviced at period end (unpaid principal balance):

 

 

 

 

 

Prime servicing:

 

 

 

 

 

Subserviced for our Advised Entities

 

$

24,540,141

 

$

21,652,249

 

Owned MSRs: Originated

 

20,024,781

 

16,294,547

 

Owned MSRs: Acquisitions

 

1,700,612

 

792,666

 

Mortgage loans held for sale

 

490,088

 

653,789

 

Total prime servicing

 

46,755,622

 

39,393,251

 

Special servicing:

 

 

 

 

 

Serviced under contract for our Advised Entities

 

5,015,113

 

3,857,124

 

Subserviced for non-affiliates

 

50,379

 

 

Owned MSRs—Acquisitions

 

1,051,220

 

1,155,301

 

Total special servicing

 

6,116,712

 

5,012,425

 

Total loans serviced

 

$

52,872,334

 

$

44,405,676

 

 

Investment Management Segment

 

PennyMac Financial earns a management fee and incentive compensation from its advised entities, which had combined net assets of approximately $2.1 billion as of September 30, 2013, up 14 percent from the second quarter.  Total revenue for the Investment Management segment was $14.3 million, up 6 percent from the second quarter.  Base management fees, incentive fees, and carried interest were unchanged quarter-over-quarter, with pretax income for the segment up 19 percent for the quarter due to reduced expenses.

 

Expenses

 

Expenses for the third quarter of 2013 totaled $52.3 million, a decrease of 7 percent from the second quarter, driven by lower compensation expense.  Compensation expense fell to $35.8 million, a 15 percent decline from the second quarter, reflecting the Company’s focus on reducing expenses with the changing market environment.  Headcount reductions during and shortly after the third quarter totaled 186 employees, mainly in the company’s correspondent and retail lending businesses.

 

“PennyMac Financial continued to organically grow its servicing business through additions from loan production, and we expect the total servicing portfolio to grow by more than 40 percent in the fourth quarter with the two bulk MSR acquisitions,” concluded Mr. Kurland.  “Our investment management business continues to progress as PMT raised new capital and has deployed it across multiple investment opportunities.  As the mortgage origination market stabilizes, we expect to resume increasing market share and volumes in correspondent and retail lending.  While conditions in the mortgage industry are challenging, I believe PFSI’s diversified business model is well positioned to drive substantial profitability and earnings growth over the long-term.”

 

5



 

Management’s slide presentation will be available in the Investor Relations section of the Company’s website at www.PennyMacFinancial.com beginning at 1:30 p.m. (Pacific Standard Time) on Wednesday, November 6, 2013.  We encourage investors to submit questions via email to InvestorRelations@pnmac.com; if any questions are submitted, we will post answers via a document on our website.

 

About PennyMac Financial Services, Inc.

 

PennyMac Financial Services, Inc. is a specialty financial services firm with a comprehensive mortgage platform and integrated business focused on the production and servicing of U.S. residential mortgage loans and the management of investments related to the U.S. residential mortgage market.  PennyMac Financial Services, Inc. trades on the New York Stock Exchange under the symbol “PFSI”. Additional information about PennyMac Financial Services, Inc. is available at www.PennyMacFinancial.com.

 

This press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, regarding management’s beliefs, estimates, projections and assumptions with respect to, among other things, the Company’s financial results, future operations, business plans and investment strategies, as well as industry and market conditions, all of which are subject to change.  Words like “believe,” “expect,” “anticipate,” “promise,” “plan,” and other expressions or words of similar meanings, as well as future or conditional verbs such as “will,” “would,” “should,” “could,” or “may” are generally intended to identify forward-looking statements.  Actual results and operations for any future period may vary materially from those projected herein and from past results discussed herein.  Factors which could cause actual results to differ materially from historical results or those anticipated include, but are not limited to: changes in federal, state and local laws and regulations applicable to the highly regulated industry in which we operate; lawsuits or governmental actions if we do not comply with the laws and regulations applicable to our businesses; the creation of the Consumer Financial Protection Bureau, or CFPB, and enforcement of its rules; changes in existing U.S. government-sponsored entities, their current roles or their guarantees or guidelines; changes to government mortgage modification programs; the licensing and operational requirements of states and other jurisdictions applicable to our businesses, to which our bank competitors are not subject; foreclosure delays and changes in foreclosure practices; certain banking regulations that may limit our business activities; changes in macroeconomic and U.S. residential real estate market conditions; difficulties in growing loan production volume; changes in prevailing interest rates; increases in loan delinquencies and defaults; our reliance on PennyMac Mortgage Investment Trust as a significant source of financing for, and revenue related to, our correspondent lending business; availability of required additional capital and liquidity to support business growth; our obligation to indemnify third-party purchasers or repurchase loans that we originate, acquire or assist in with fulfillment; our obligation to indemnify advised entities or investment funds to meet certain criteria or characteristics or under other circumstances; decreases in the historical returns on the assets that we select and manage for our clients, and our resulting management and incentive fees; regulation applicable to our investment management segment; conflicts of interest in allocating our services and investment opportunities among ourselves and our advised entities; the potential damage to our reputation and adverse impact to our business resulting from ongoing negative publicity; and our rapid growth. You should not place undue reliance on any forward-looking statement and should consider all of the uncertainties and risks described above, as well as those more fully discussed in reports and other documents filed by the Company with the Securities and Exchange Commission from time to time.  The Company undertakes no obligation to publicly update or revise any forward-looking statements or any other information contained herein, and the statements made in this press release are current as of the date of this release only.

 

6


 


 

PENNYMAC FINANCIAL SERVICES, INC.

 

CONSOLIDATED BALANCE SHEETS

 

(In thousands, except share data)

 

 

 

September 30,

 

June 30,

 

September 30,

 

 

 

2013

 

2013

 

2012

 

 

 

(in thousands
except unit data)

 

 

 

ASSETS

 

 

 

 

 

 

 

Cash

 

$

56,398

 

$

38,468

 

$

27,734

 

Short-term investments, at fair value

 

127,487

 

156,148

 

3,416

 

Mortgage loans held for sale at fair value

 

530,248

 

656,341

 

410,071

 

Real estate acquired in settlement of loans

 

 

309

 

 

Servicing advances

 

105,344

 

94,791

 

76,554

 

Receivable from Investment Funds

 

2,541

 

2,987

 

4,183

 

Receivable from PennyMac Mortgage Investment Trust

 

20,030

 

16,725

 

9,734

 

Derivative assets

 

24,066

 

37,177

 

39,793

 

Carried Interest due from Investment Funds

 

58,134

 

55,322

 

44,504

 

Investment in PennyMac Mortgage Investment Trust at fair value

 

1,701

 

1,579

 

1,753

 

Mortgage servicing rights at lower of cost or fair value

 

226,090

 

176,668

 

52,914

 

Mortgage servicing rights at fair value

 

26,768

 

23,070

 

21,240

 

Furniture, fixtures, equipment and building improvements, net

 

8,498

 

8,037

 

4,466

 

Capitalized software, net

 

743

 

946

 

751

 

Deferred tax asset

 

54,530

 

 

 

Other

 

11,806

 

12,212

 

5,586

 

Total assets

 

$

1,254,384

 

$

1,280,780

 

$

702,699

 

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

Mortgage loans sold under agreements to repurchase

 

$

387,883

 

$

500,427

 

$

361,478

 

Excess servicing spread financing at fair value

 

2,857

 

 

 

Note payable

 

56,775

 

47,209

 

34,035

 

Payable to Investment Funds

 

36,424

 

36,328

 

34,443

 

Payable to PennyMac Mortgage Investment Trust

 

55,523

 

52,729

 

35,920

 

Accounts payable and accrued expenses

 

53,355

 

54,313

 

29,235

 

Derivative liabilities

 

5,776

 

27,445

 

3,356

 

Payable to Private National Mortgage Acceptance Company, LLC partners under tax sharing agreement

 

58,615

 

 

 

Liability for losses under representations and warranties

 

7,215

 

6,185

 

2,305

 

Total liabilities

 

664,423

 

724,636

 

500,772

 

 

 

 

 

 

 

 

 

STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

Class A Common Stock, par value $0.0001 per share, 200,000,000 shares authorized, 18,887,777 issued and outstanding

 

$

2

 

$

1

 

$

 

Class B Common Stock, par value $0.0001 per share, 1,000 shares authorized, 61 issued and outstanding

 

 

 

 

Additional paid-in capital

 

136,484

 

90,159

 

 

 

Retained earnings

 

7,990

 

2,793

 

 

Total PennyMac Financial Services, Inc. stockholders’ equity

 

144,476

 

92,953

 

 

Members’ equity related to Private National Mortgage Acceptance Company, LLC

 

 

 

$

201,927

 

Noncontrolling interests in Private National Mortgage Acceptance Company, LLC

 

445,485

 

463,191

 

 

Total stockholders’ equity

 

589,961

 

556,144

 

201,927

 

Total liabilities and stockholders’ equity

 

$

1,254,384

 

$

1,280,780

 

$

702,699

 

 

7



 

PENNYMAC FINANCIAL SERVICES, INC.

 

CONSOLIDATED STATEMENTS OF INCOME

 

(In thousands, except share data)

 

 

 

Quarter ended

 

 

 

September 30,

 

June 30,

 

September 30,

 

 

 

2013

 

2013

 

2012

 

 

 

(in thousands except unit data)

 

Revenue

 

 

 

 

 

 

 

Net gains on mortgage loans held for sale at fair value

 

$

25,949

 

$

42,654

 

$

39,760

 

Loan origination fees

 

6,280

 

6,312

 

2,752

 

Fulfillment fees from PennyMac Mortgage Investment Trust

 

18,327

 

22,054

 

17,258

 

Net servicing income:

 

 

 

 

 

 

 

Loan servicing fees

 

 

 

 

 

 

 

From non-affiliates

 

14,596

 

11,744

 

2,154

 

From PennyMac Mortgage Investment Trust

 

10,738

 

8,787

 

4,600

 

From Investment Funds

 

1,813

 

2,100

 

2,484

 

Mortgage servicing rebate to Investment Funds

 

(362

)

(34

)

135

 

Ancillary and other fees

 

2,777

 

2,662

 

1,153

 

 

 

29,562

 

25,259

 

10,526

 

Amortization, impairment and change in estimated fair value of mortgage servicing rights

 

(8,163

)

(3,190

)

(4,414

)

Net servicing income

 

21,399

 

22,069

 

6,112

 

Management fees:

 

 

 

 

 

 

 

From PennyMac Mortgage Investment Trust

 

8,539

 

8,455

 

3,672

 

From Investment Funds

 

2,001

 

1,974

 

2,442

 

 

 

10,540

 

10,429

 

6,114

 

Carried interest from Investment Funds

 

2,812

 

2,862

 

3,355

 

Net interest income (expense):

 

 

 

 

 

 

 

Interest income

 

5,093

 

4,474

 

1,914

 

Interest expense

 

4,156

 

4,200

 

2,042

 

 

 

937

 

274

 

(128

)

Change in fair value of investment in and dividends received from PennyMac Mortgage Investment Trust

 

165

 

(320

)

314

 

Other

 

785

 

243

 

695

 

Total net revenue

 

87,194

 

106,577

 

76,232

 

Expenses

 

 

 

 

 

 

 

Compensation

 

35,830

 

42,339

 

31,856

 

Professional services

 

2,831

 

2,783

 

1,287

 

Loan origination

 

2,802

 

2,516

 

1,787

 

Servicing

 

1,931

 

1,609

 

999

 

Technology

 

2,587

 

2,030

 

1,057

 

Occupancy

 

796

 

596

 

394

 

Other

 

5,500

 

4,475

 

989

 

Total expenses

 

52,277

 

56,348

 

38,369

 

Income before provision for income taxes

 

34,917

 

50,229

 

37,863

 

Provision for income taxes

 

3,493

 

2,038

 

 

Net income

 

31,424

 

48,191

 

$

37,863

 

Less: Net income attributable to noncontrolling interest

 

26,227

 

45,398

 

 

 

Net income attributable to PennyMac Financial Services, Inc. common shareholders

 

$

5,197

 

$

2,793

 

 

 

 

 

 

 

 

 

 

 

Earnings per common share

 

 

 

 

 

 

 

Basic

 

$

0.29

 

$

0.22

 

 

 

Diluted

 

$

0.28

 

$

0.22

 

 

 

Weighted-average common share outstanding

 

 

 

 

 

 

 

Basic

 

17,958

 

12,778

 

 

 

Diluted

 

74,946

 

12,783

 

 

 

 

(end)