Exhibit 99.3
Municipal Mortgage & Equity, LLC
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
(unaudited)
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| | September 30, 2005
| | | December 31, 2004
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ASSETS: | | | | | | | | |
Tax-exempt bonds and interests in bond securitizations, net | | $ | 1,339,385 | | | $ | 1,275,748 | |
Taxable bonds, net | | | 23,670 | | | | 9,205 | |
Loans receivable, net | | | 687,331 | | | | 593,968 | |
Loans receivable held for sale | | | 45,868 | | | | 27,766 | |
Investments in partnerships | | | 777,009 | | | | 827,273 | |
Derivative financial instruments | | | 3,292 | | | | 3,102 | |
Cash and cash equivalents | | | 64,514 | | | | 92,881 | |
Interest receivable | | | 19,197 | | | | 18,368 | |
Restricted assets | | | 114,078 | | | | 72,805 | |
Other assets | | | 73,518 | | | | 66,040 | |
Land, building and equipment, net | | | 169,117 | | | | 182,773 | |
Mortgage servicing rights, net | | | 67,056 | | | | 11,349 | |
Goodwill | | | 130,431 | | | | 106,609 | |
Other intangibles | | | 28,172 | | | | 22,443 | |
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Total assets | | $ | 3,542,638 | | | $ | 3,310,330 | |
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LIABILITIES AND SHAREHOLDERS’ EQUITY: | | | | | | | | |
Notes payable | | $ | 887,415 | | | $ | 880,224 | |
Mortgage notes payable | | | 109,627 | | | | 132,237 | |
Short-term debt | | | 484,059 | | | | 413,157 | |
Long-term debt | | | 139,041 | | | | 164,014 | |
Subordinate debentures | | | 172,750 | | | | 84,000 | |
Preferred shares subject to mandatory redemption | | | 168,000 | | | | 168,000 | |
Tax credit equity guarantee liability | | | 209,861 | | | | 186,778 | |
Derivative financial instruments | | | 2,861 | | | | 4,923 | |
Accounts payable and accrued expenses | | | 29,224 | | | | 35,003 | |
Interest payable | | | 17,359 | | | | 19,266 | |
Unearned revenue and other liabilities | | | 125,994 | | | | 74,176 | |
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Total liabilities | | | 2,346,191 | | | | 2,161,778 | |
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Commitments and contingencies | | | | | | | | |
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Minority interest in subsidiary companies | | | 384,525 | | | | 404,586 | |
Preferred shareholders’ equity in a subsidiary company, liquidation preference of $73,000 at September 30, 2005 and December 31, 2004, respectively | | | 71,031 | | | | 71,031 | |
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Shareholders’ equity: | | | | | | | | |
Common shares, par value $0 (42,046,099 shares authorized, including 38,211,783 shares issued and outstanding, and 74,814 deferred shares at September 30, 2005 and 39,471,099 shares authorized, including 35,179,884 shares issued and outstanding, and 58,114 deferred shares at December 31, 2004) | | | 752,212 | | | | 681,227 | |
Less common shares held in treasury at cost (181,015 and 124,715 at September 30, 2005 and December 31, 2004, respectively) | | | (3,987 | ) | | | (2,615 | ) |
Less unearned compensation (deferred shares) | | | (6,346 | ) | | | (4,145 | ) |
Accumulated other comprehensive loss | | | (988 | ) | | | (1,532 | ) |
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Total shareholders’ equity | | $ | 740,891 | | | $ | 672,935 | |
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Total liabilities and shareholders’ equity | | $ | 3,542,638 | | | $ | 3,310,330 | |
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BOOK VALUE PER COMMON SHARE | | $ | 19.44 | | | $ | 19.16 | |
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Municipal Mortgage & Equity, LLC
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except share and per share data)
(unaudited)
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| | For the three months ended September 30,
| | | For the nine months ended September 30,
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| | 2005
| | | 2004
| | | 2005
| | | 2004
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INCOME | | | | | | | | | | | | | | | | |
Interest income | | | | | | | | | | | | | | | | |
Interest on bonds and interests in bond securitizations | | $ | 23,984 | | | $ | 22,765 | | | $ | 71,430 | | | $ | 63,609 | |
Interest on loans | | | 14,971 | | | | 10,872 | | | | 38,582 | | | | 32,981 | |
Interest on short-term investments | | | 1,606 | | | | 1,338 | | | | 3,087 | | | | 4,004 | |
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Total interest income | | | 40,561 | | | | 34,975 | | | | 113,099 | | | | 100,594 | |
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Fee income | | | | | | | | | | | | | | | | |
Syndication fees | | | 2,278 | | | | 6,861 | | | | 11,310 | | | | 14,802 | |
Origination and brokerage fees | | | 1,539 | | | | 1,665 | | | | 3,384 | | | | 5,429 | |
Guarantee fees | | | 3,967 | | | | 2,093 | | | | 10,942 | | | | 5,452 | |
Asset management and advisory fees | | | 7,588 | | | | 1,685 | | | | 18,618 | | | | 9,818 | |
Loan servicing fees | | | 3,450 | | | | 1,059 | | | | 6,022 | | | | 3,316 | |
Other income | | | 2,883 | | | | 813 | | | | 5,647 | | | | 3,371 | |
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Total fee income | | | 21,705 | | | | 14,176 | | | | 55,923 | | | | 42,188 | |
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Net rental income | | | 4,828 | | | | 5,151 | | | | 16,950 | | | | 10,290 | |
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Total income | | | 67,094 | | | | 54,302 | | | | 185,972 | | | | 153,072 | |
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EXPENSES | | | | | | | | | | | | | | | | |
Interest expense | | | 19,907 | | | | 16,937 | | | | 55,726 | | | | 49,304 | |
Interest expense on debentures and preferred shares | | | 6,818 | | | | 4,769 | | | | 18,130 | | | | 11,819 | |
Salaries and benefits | | | 22,227 | | | | 17,759 | | | | 59,915 | | | | 53,742 | |
General and administrative | | | 6,179 | | | | 7,148 | | | | 22,895 | | | | 17,390 | |
Professional fees | | | 2,615 | | | | 2,464 | | | | 7,959 | | | | 6,673 | |
Depreciation and amortization | | | 6,384 | | | | 3,681 | | | | 14,115 | | | | 9,412 | |
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Total expenses | | | 64,130 | | | | 52,758 | | | | 178,740 | | | | 148,340 | |
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Net gain on sale of loans | | | 4,796 | | | | 406 | | | | 5,761 | | | | 2,816 | |
Net gain (loss) on sale of tax-exempt investments | | | 442 | | | | (660 | ) | | | 6,515 | | | | 545 | |
Net gain on sale of investments in tax credit equity partnerships | | | 2,494 | | | | 125 | | | | 9,058 | | | | 2,939 | |
Net gain on deconsolidation of tax credit equity partnerships | | | 46 | | | | — | | | | 2,547 | | | | — | |
Net gain (loss) on derivatives | | | (1,563 | ) | | | (3,245 | ) | | | 1,419 | | | | 18 | |
Impairments and valuation allowances | | | (1,951 | ) | | | (2,646 | ) | | | (3,317 | ) | | | (3,376 | ) |
Income before income tax benefit (expense), net loss allocable to minority interest, net losses from equity investments in partnerships, discontinued operations and cumulative effect of a change in accounting principle | | | 7,228 | | | | (4,476 | ) | | | 29,215 | | | | 7,674 | |
Income tax benefit (expense) | | | 865 | | | | (73 | ) | | | (2,170 | ) | | | 2,264 | |
Net loss allocable to minority interest | | | 13,135 | | | | 52,000 | | | | 74,048 | | | | 128,790 | |
Net losses from equity investments in partnerships | | | (10,291 | ) | | | (46,754 | ) | | | (64,347 | ) | | | (128,676 | ) |
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Income from continuing operations | | | 10,937 | | | | 697 | | | | 36,746 | | | | 10,052 | |
Discontinued operations | | | 9,480 | | | | 10,865 | | | | 9,480 | | | | 10,865 | |
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Income before cumulative effect of a change in accounting principle | | | 20,417 | | | | 11,562 | | | | 46,226 | | | | 20,917 | |
Cumulative effect of a change in accounting principle | | | — | | | | — | | | | — | | | | 520 | |
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Net income | | $ | 20,417 | | | $ | 11,562 | | | $ | 46,226 | | | $ | 21,437 | |
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(Continued)
Municipal Mortgage & Equity, LLC
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except share and per share data)
(unaudited)
| | | | | | | | | | | | |
| | For the three months ended September 30,
| | For the nine months ended September 30,
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| | 2005
| | 2004
| | 2005
| | 2004
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Basic earnings per common share: | | | | | | | | | | | | |
Earnings from continuing operations | | $ | 0.29 | | $ | 0.02 | | $ | 0.98 | | $ | 0.29 |
Discontinued operations | | | 0.25 | | | 0.31 | | | 0.25 | | | 0.31 |
Cumulative effect of a change in accounting principle | | | — | | | — | | | — | | | 0.02 |
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Basic earnings per common share | | $ | 0.54 | | $ | 0.33 | | $ | 1.23 | | $ | 0.62 |
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Weighted average common shares outstanding | | | 38,064,377 | | | 34,927,975 | | | 37,628,566 | | | 34,343,492 |
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Diluted earnings per common share: | | | | | | | | | | | | |
Earnings from continuing operations | | $ | 0.28 | | $ | 0.02 | | $ | 0.96 | | $ | 0.29 |
Discontinued operations | | | 0.24 | | | 0.31 | | | 0.25 | | | 0.31 |
Cumulative effect of a change in accounting principle | | | — | | | — | | | — | | | 0.02 |
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Diluted earnings per common share | | $ | 0.52 | | $ | 0.33 | | $ | 1.21 | | $ | 0.62 |
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Weighted average common shares outstanding | | | 38,982,520 | | | 35,267,697 | | | 38,259,217 | | | 34,696,146 |