Exhibit 99.1
News for Immediate Release
Contact:Gary Santo
Investor Relations
First Marblehead
800 Boylston Street, 34th FL
Boston, MA 02199
617.638.2065
FIRST MARBLEHEAD ANNOUNCES FOURTH QUARTER AND FULL YEAR FINANCIAL RESULTS
Operating results improve 54% and 30% from the prior fiscal year and fiscal quarter of last year, respectively
BOSTON, MA, August 14, 2012 — The First Marblehead Corporation (NYSE: FMD) today announced its financial and operating results for the fourth quarter of fiscal 2012 and for the fiscal year ended June 30, 2012. During the fourth quarter of fiscal 2012, we classified the results and operations of First Marblehead Data Services, Inc. (“FMDS”), our former trust administration business unit, as well as the NCSLT Trusts and the GATE Trusts, which previously comprised the Company’s Securitization Trusts segment, in discontinued operations for all periods presented.
“Fiscal 2012 has provided a strong foundation for our second full peak lending season. We have invested in our brand, substantially expanded the number of school lists on which our products reside and introduced new products to the marketplace while continuing to originate high credit quality loans for our clients,” said Daniel Meyers, Chairman and Chief Executive Officer. “We believe these steps are evidence that such product leadership will ultimately lead to our future financial success,” added Mr. Meyers.
For the fourth quarter of fiscal 2012, the Company recorded a net loss from continuing operations of $14.0 million, or $0.14 per common share, compared to a net loss from continuing operations for the fourth quarter of fiscal 2011 of $20.1 million, or $0.20 per common share. The reduction in the net loss of $6.1 million from continuing operations was largely driven by a $2.2 million decrease in general and administrative expenses reflecting the effects of expense reduction efforts and a $3.0 million increase in the fair value changes of service revenue receivables.
For the fiscal year ended June 30, 2012, the Company reported a net loss from continuing operations of $38.9 million, or $0.35 per common share, compared to a net loss from continuing operations of $84.0 million, or $0.83 per common share, for the fiscal year ended June 30, 2011. The improvement in the net loss from continuing operations year-over-year of $45.1 million was principally a result of a $24.1 million improvement in the fair value changes of service revenue receivables and a larger income tax benefit of $12.9 million.
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The Company’s net income for the fiscal year ended June 30, 2012 was $1.10 billion, or $9.96 per fully diluted share, which includes the aforementioned net income from discontinued operations of $1.14 billion, compared to a net loss of $221.6 million, or $2.20 per common share, for the fiscal year ended June 30, 2011 which includes a net loss from discontinued operations of $137.6 million.
Monogram®-based loan originations totaled approximately $64 million for the fiscal year ended June 30, 2012, up significantly from the approximately $6 million originated in the 2011 fiscal year. The increase in volumes can be attributed to a multitude of factors including marketing investments and strong support from our partnered lenders including our bank subsidiary, Union Federal Savings bank (“Union Federal”).
Company Liquidity
As of June 30, 2012, the Company had $208.5 million in cash, cash equivalents and short-term investments compared to $267.4 million at June 30, 2011. The decrease of $58.9 million resulted primarily from cash used to purchase higher yielding assets, net of deposit growth, of $34.0 million as the Company diversified its balance sheet to improve its overall financial performance, and $53.1 million used to fund operations, which were partially offset by $26.7 million in proceeds from the sales of certain service revenue receivables and FMDS.
Net operating cash usage* was $11.5 million for the quarter ended June 30, 2012, an improvement of approximately $1.0 million from the prior quarter’s $12.5 million largely due to higher cash collections of $0.3 million at Tuition Management Systems LLC (“TMS”) and receipt of $0.3 million from the TERI settlement.
Net operating cash usage was $53.1 million for the year ended June 30, 2012, up $5.4 million from the fiscal year ended June 30, 2011 largely due to a $7.4 million increase in marketing expenses related to the initial brand development of Union Federal’s Monogram-based loan programs that was partially offset by a $2.2 million decrease in special servicing expenses.
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| * | See below under the heading “Use of Non-GAAP Financial Measures.” |
Quarterly Conference Call
First Marblehead will host a conference call on August 14, 2012 at 5:00 p.m. Eastern time to discuss its operating results. Investors and other interested parties are invited to listen to the conference call via a simultaneous internet broadcast on the Company’s website at www.firstmarblehead.com, under “For Investors”, or by dialing (866) 843-0890 in the United States or (412) 317-9250 from abroad and entering the pass code 7510821.
A replay will be available approximately one hour after completion of the call on First Marblehead’s website or by dialing (877) 344-7529 from the U.S. or (412) 317-0088 from abroad, and entering the pass code 10017359. The replay will be available for two weeks.
About The First Marblehead CorporationFirst Marblehead helps meet the need for education financing by offering national and regional financial institutions and educational institutions the Monogram® platform, an integrated suite of design, implementation and credit risk management services for private label, customizable private education loan programs. For more information, please seewww.firstmarblehead.com. First Marblehead supports responsible lending and is a strong proponent of the smart borrowing principle, which encourages students to access scholarships, grants and federally-guaranteed loans before considering private education loans; please seewww.SmartBorrowing.org. Through its subsidiary, Union Federal Savings Bank, First Marblehead offers private education loans, residential and commercial mortgage loans, and retail savings, money market and time deposit products. For more information, please seewww.unionfsb.com. First Marblehead also offers outsourced tuition planning, billing, payment technology services and refund management services through its subsidiary Tuition Management Systems LLC. For more information, please seewww.afford.com.
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Statements in this press release, including the financial tables, regarding First Marblehead’s future financial and operating results and liquidity, including the characteristics, pricing or performance of future Monogram-based private education loan portfolios, and our expectations as to future financial success, as well as any other statements that are not purely historical, constitute forward-looking statements for purposes of the safe harbor provisions of The Private Securities Litigation Reform Act of 1995. These forward-looking statements are based upon our historical performance, and on our plans, estimates and expectations as of August 14, 2012. The inclusion of this forward-looking information should not be regarded as a representation by us or any other person that the future results, plans, estimates, intentions or expectations expressed or implied by us will be achieved. You are cautioned that matters subject to forward-looking statements involve known and unknown risks and uncertainties, including economic, legislative, regulatory, competitive and other factors, which may cause our actual financial or operating results, facilitated loan volumes and resulting cash flows or financing-related revenues, or the timing of events, to be materially different than those expressed or implied by forward-looking statements. Important factors that could cause or contribute to such differences include: market acceptance of, and demand for, our Monogram platform and fee-based service offerings, including our success in negotiating loan program agreements with additional clients; the successful sales and marketing of Monogram-based loan offerings, including the volume of loan applications and the extent to which loan applications ultimately result in disbursed loans; the volume, timing and performance of disbursed loans; the size and structure of any credit enhancement provided by First Marblehead in connection with the Monogram platform; our success in designing, implementing and commercializing private education loan programs through Union Federal, including receipt of and compliance with regulatory approvals and conditions with respect to such programs; capital markets conditions and our ability to structure securitizations or alternative financings; the size, structure and timing of any such securitizations or alternative financings; any investigation, audit, claim, regulatory action or suit relating to the transfer of the trust certificate of NC Residuals Owners Trust or the asset services agreement between the purchaser and First Marblehead, including any challenge to tax refunds previously received as a result of the audit being conducted by the Internal Revenue Service; resolution of litigation and regulatory proceedings pertaining to our Massachusetts state income tax returns; the estimates and assumptions we make in preparing our financial statements, including quantitative and qualitative factors used in determining the estimate of the fair value of service revenue receivables; and the other factors set forth under the caption “Part II– Item 1A. Risk Factors” in First Marblehead’s quarterly report on Form 10-Q filed with the Securities and Exchange Commission on May 10, 2012. Important factors that could cause or contribute to future adjustments to the estimates and assumptions we make in preparing our financial statements include: actual transactions or market observations relating to asset-backed securities, loan portfolios or corporate debt securities; variance between our performance assumptions and the actual performance of the loan portfolios held by the GATE Trusts, Union Federal or First Marblehead’s clients (the “Portfolios”); economic, legislative, regulatory, competitive and other factors affecting discount, default, recovery and prepayment rates on the Portfolios, including general economic conditions, the consumer credit environment and unemployment rates; management’s determination of which qualitative and quantitative factors should be weighed in our estimates, and the weight to be given to such factors; capital markets receptivity to securities backed by private education loans; and interest rate trends. We specifically disclaim any obligation to update any forward-looking statements as a result of developments occurring after the date of this press release, even if our estimates change, and you should not rely on those statements as representing our views as of any date subsequent to the date of this press release.
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First Marblehead Corporation and Subsidiaries
Consolidated Statements of Operations
For the Three Months Ended June 30, 2012 and 2011
(Unaudited)
(dollars and shares in thousands, except per share amounts)
| | | | | | | | |
| | | 2012 | | | 2011 | |
Revenues: | | | | | | | | |
Net interest income: | | | | | | | | |
Interest income | | $ | 1,060 | | | $ | 300 | |
Interest expense | | | (236 | ) | | | (214 | ) |
| | | | | | | | |
Net interest income | | | 824 | | | | 86 | |
Provision for loan losses | | | 140 | | | | (4 | ) |
| | | | | | | | |
Net interest income after provision for loan losses | | | 964 | | | | 82 | |
Non-interest revenues: | | | | | | | | |
Tuition payment processing fees | | | 4,372 | | | | 5,850 | |
Fair value changes to service revenue receivables | | | 745 | | | | (2,289 | ) |
Other administrative fees | | | 2,823 | | | | 2,384 | |
| | | | | | | | |
| | |
Total non-interest revenues | | | 7,940 | | | | 5,945 | |
| | | | | | | | |
Total revenues | | | 8,904 | | | | 6,027 | |
Non-interest expenses: | | | | | | | | |
Compensation and benefits | | | 9,657 | | | | 10,265 | |
General and administrative | | | 13,974 | | | | 16,168 | |
| | | | | | | | |
Total non-interest expenses | | | 23,631 | | | | 26,433 | |
| | | | | | | | |
Loss from operations | | | (14,727 | ) | | | (20,406 | ) |
Other income - proceeds from TERI settlement | | | 280 | | | | — | |
| | | | | | | | |
Loss from continuing operations before income taxes | | | (14,447 | ) | | | (20,406 | ) |
Income tax benefit from continuing operations | | | (467 | ) | | | (306 | ) |
| | | | | | | | |
Loss from continuing operations | | | (13,980 | ) | | | (20,100 | ) |
Discontinued operations, net of tax | | | 40 | | | | (63,730 | ) |
| | | | | | | | |
Net loss | | $ | (13,940 | ) | | $ | (83,830 | ) |
| | | | | | | | |
| | |
Net loss per basic and diluted common share: | | | | | | | | |
From continuing operations | | $ | (0.14 | ) | | $ | (0.20 | ) |
From discontinued operations | | | — | | | | (0.63 | ) |
| | | | | | | | |
Total basic and diluted loss per share | | $ | (0.14 | ) | | $ | (0.83 | ) |
| | | | | | | | |
| | |
Basic and diluted weighted-average common shares outstanding | | | 101,924 | | | | 101,251 | |
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First Marblehead Corporation and Subsidiaries
Consolidated Statements of Operations
For the Years Ended June 30, 2012 and 2011
(Unaudited)
(dollars and shares in thousands, except per share amounts)
| | | | | | | | |
| | | 2012 | | | 2011 | |
Revenues: | | | | | | | | |
Net interest income: | | | | | | | | |
Interest income | | $ | 3,290 | | | $ | 1,777 | |
Interest expense | | | (915 | ) | | | (1,037 | ) |
| | | | | | | | |
Net interest income | | | 2,375 | | | | 740 | |
Provision for loan losses | | | 615 | | | | (281 | ) |
| | | | | | | | |
Net interest income after provision for loan losses | | | 2,990 | | | | 459 | |
| | |
Non-interest revenues: | | | | | | | | |
Tuition payment processing fees | | | 26,544 | | | | 12,904 | |
Fair value changes to service revenue receivables | | | 947 | | | | (23,178 | ) |
Other administrative fees | | | 9,925 | | | | 10,747 | |
| | | | | | | | |
| | |
Total non-interest revenues | | | 37,416 | | | | 473 | |
| | | | | | | | |
Total revenues | | | 40,406 | | | | 932 | |
Non-interest expenses: | | | | | | | | |
Compensation and benefits | | | 42,052 | | | | 36,690 | |
General and administrative | | | 61,101 | | | | 56,140 | |
| | | | | | | | |
Total non-interest expenses | | | 103,153 | | | | 92,830 | |
| | | | | | | | |
Loss from operations | | | (62,747 | ) | | | (91,898 | ) |
| | |
Other income: | | | | | | | | |
Gain from deconsolidation of trusts | | | 9,514 | | | | — | |
Proceeds from TERI settlement | | | 1,685 | | | | 8,112 | |
| | | | | | | | |
Total other income | | | 11,199 | | | | 8,112 | |
| | | | | | | | |
Loss from continuing operations before income taxes | | | (51,548 | ) | | | (83,786 | ) |
Income tax expense (benefit) from continuing operations | | | (12,694 | ) | | | 208 | |
| | | | | | | | |
Loss from continuing operations | | | (38,854 | ) | | | (83,994 | ) |
Discontinued operations, net of tax | | | 1,141,082 | | | | (137,567 | ) |
| | | | | | | | |
Net income (loss) | | $ | 1,102,228 | | | $ | (221,561 | ) |
| | | | | | | | |
Net income (loss) per basic common share: | | | | | | | | |
From continuing operations | | $ | (0.35 | ) | | $ | (0.83 | ) |
From discontinued operations | | | 10.33 | | | | (1.37 | ) |
| | | | | | | | |
Total basic earnings (loss) per share | | $ | 9.98 | | | $ | (2.20 | ) |
| | | | | | | | |
Net income (loss) per diluted common share: | | | | | | | | |
From continuing operations | | $ | (0.35 | ) | | $ | (0.83 | ) |
From discontinued operations | | | 10.31 | | | | (1.37 | ) |
| | | | | | | | |
Total diluted earnings (loss) per share | | $ | 9.96 | | | $ | (2.20 | ) |
| | | | | | | | |
| | |
Weighted-average common shares outstanding: | | | | | | | | |
Basic | | | 101,575 | | | | 100,919 | |
Diluted | | | 110,667 | | | | 100,919 | |
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The First Marblehead Corporation and Subsidiaries
Consolidated Balance Sheets
As of June 30, 2012 and 2011
(Unaudited)
(dollars in thousands)
| | | | | | | | |
| | | 2012 | | | 2011 | |
Assets | | | | | | | | |
Cash and cash equivalents | | $ | 123,497 | | | $ | 217,367 | |
Short-term investments, at cost | | | 85,007 | | | | 50,000 | |
Restricted cash | | | 65,401 | | | | 124,687 | |
Investments available for sale, at fair value | | | 68,598 | | | | 11,019 | |
Education loans held to maturity, net of allowance of $1,309 and $1,336 | | | 33,095 | | | | — | |
Mortgage loans held to maturity, net of allowance of $591 and $882 | | | 7,811 | | | | 6,417 | |
Deposits for participation interest accounts, at fair value | | | 4,039 | | | | 8,512 | |
Service revenue receivables, at fair value | | | 16,341 | | | | 29,610 | |
Goodwill | | | 19,548 | | | | 19,548 | |
Intangible assets, net | | | 20,922 | | | | 23,040 | |
Property and equipment, net | | | 4,570 | | | | 5,213 | |
Other assets | | | 8,976 | | | | 11,608 | |
| | | | | | | | |
Assets from continuing operations | | | 457,805 | | | | 507,021 | |
Assets from discontinued operations | | | — | | | | 7,145,761 | |
| | | | | | | | |
Total assets(1) | | $ | 457,805 | | | $ | 7,652,782 | |
| | | | | | | | |
| | |
Liabilities and Stockholders’ Equity (Deficit) | | | | | | | | |
Liabilities: | | | | | | | | |
Deposits | | $ | 83,428 | | | $ | 60,492 | |
Restricted funds due to clients | | | 104,981 | | | | 124,194 | |
Accounts payable, accrued expenses and other liabilities | | | 18,133 | | | | 24,624 | |
Income taxes payable | | | 23,414 | | | | 39,979 | |
Net deferred income tax liability | | | 861 | | | | 831 | |
| | | | | | | | |
Liabilities from continuing operations | | | 230,817 | | | | 250,120 | |
Liabilities from discontinued operations | | | — | | | | 8,282,601 | |
| | | | | | | | |
Total liabilities(1) | | | 230,817 | | | | 8,532,721 | |
Commitments and contingencies: | | | | | | | | |
Stockholders’ equity (deficit): | | | | | | | | |
Preferred stock, par value $0.01 per share; 20,000 shares authorized; 133 shares issued and outstanding | | | 1 | | | | 1 | |
Common stock, par value $0.01 per share; 250,000 shares authorized; 110,658 and 109,717 shares issued; 102,002 and 101,318 shares outstanding | | | 1,106 | | | | 1,097 | |
Additional paid-in capital | | | 452,726 | | | | 448,088 | |
Accumulated deficit | | | (40,627 | ) | | | (1,142,855 | ) |
Treasury stock, 8,656 and 8,399 shares held, at cost | | | (186,828 | ) | | | (186,551 | ) |
Accumulated other comprehensive income | | | 610 | | | | 281 | |
| | | | | | | | |
Total stockholders’ equity (deficit) | | | 226,988 | | | | (879,939 | ) |
| | | | | | | | |
Total liabilities and stockholders’ equity (deficit) | | $ | 457,805 | | | $ | 7,652,782 | |
| | | | | | | | |
| (1) | Our consolidated assets at June 30, 2011 included total assets of $7,168,168 of certain variable interest entities (VIEs) that can only be used to settle the liabilities of those VIEs. These assets included restricted cash and guaranteed investment contracts of $127,709, education loans held to maturity, net of allowance for loan losses, of $6,946,169, interest receivable of $66,031, and other assets of $31,015. Our consolidated liabilities at June 30, 2011 included liabilities of certain VIEs for which the VIE creditors do not have recourse to FMD. These liabilities included long-term borrowings of $8,273,140 and accounts payable and accrued expenses of $28,385. |
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The First Marblehead Corporation and Subsidiaries
Loan Volume Data
For the Fiscal Year Ended June 30, 2012
(Unaudited)
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | Booked Loans | | | | |
Applications | | Loan
Application
Volume | | | Booked
Loans | | | Weighted
Average
FICO | | | Weighted
Average
Rate | | | Disbursed
Loans | |
| | | | | |
83,203 | | $ | 866,865,100 | | | $ | 63,647,691 | | | | 758 | | | | 6.56 | % | | $ | 57,700,409 | |
| | | | | | | | | | | | | | | | | | | | |
Use of Non-GAAP Financial Measures
In addition to providing financial measurements based on U.S. generally accepted accounting principles (“GAAP”), the Company has included in this press release an additional financial metric that we refer to as “net operating cash usage” and that was not prepared in accordance with GAAP. We define “net operating cash usage” to mean approximate cash required to fund our operations. “Net operating cash usage” is not directly comparable to our consolidated statement of cash flows prepared in accordance with GAAP. Legislative and regulatory guidance discourages the use of, and emphasis on, non-GAAP financial metrics and requires companies to explain why a non-GAAP financial metric is relevant to management and investors.
The Company’s management and its board of directors use this non-GAAP financial metric, in addition to GAAP financial measures, as a basis for measuring and forecasting our core operating performance and comparing such performance to that of prior periods. The non-GAAP financial measure is also used by the Company in its financial and operational decision-making.
The Company believes that the inclusion of this non-GAAP financial metric helps investors to gain a better understanding of its quarterly and annual results, including its non-interest expenses and quarter-end liquidity position, particularly in light of dislocations in the private education loan industry and the capital markets that have affected the Company. In addition, the Company’s presentation of this non-GAAP financial measure is consistent with how it expects that analysts may calculate their estimates of its financial results in their research reports and with how clients, investors, analysts and financial news media may evaluate its financial results.
There are limitations associated with reliance on any non-GAAP financial measure because any such measure is specific to the Company’s operations and financial performance, which makes comparisons with other companies’ financial results more challenging. Nevertheless, by providing both GAAP and non-GAAP financial measures, the Company believes that investors are able to compare its GAAP results to those of other companies, while also gaining a better understanding of its operating performance, consistent with management’s evaluation.
“Net operating cash usage” should be considered in addition to, and not as a substitute for, or superior to, financial information prepared in accordance with GAAP. “Net operating cash usage” excludes the effects of income taxes, acquisitions or divestitures, participation interest account net fundings and changes in other assets and other liabilities that are solely related to short-term timing of cash payments or receipts.
In accordance with the requirements of Regulation G promulgated by the Securities and Exchange Commission, the table below presents the most directly comparable GAAP financial measure, income (loss) from continuing operations before income taxes, for the three months and twelve months ended June 30, 2012 and 2011 and reconciles the GAAP measure to the comparable non-GAAP financial metric:
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The First Marblehead Corporation and Subsidiaries
Net Operating Cash Usage, a non-GAAP Financial Measure
For the Three and Twelve Months Ended June 30, 2012 and 2011
(Unaudited)
(dollars in thousands)
| | | | | | | | | | | | | | | | |
| | | Three Months Ended
June 30, | | | Twelve Months Ended
June 30, | |
| | | 2012 | | | 2011 | | | 2012 | | | 2011 | |
| | | | |
Loss from continuing operations, before income taxes | | $ | (14,447 | ) | | $ | (20,406 | ) | | $ | (51,548 | ) | | $ | (83,786 | ) |
Non-cash adjustments to loss from continuing operations before income taxes: | | | | | | | | | | | | | | | | |
Non-cash gain from trust deconsolidations | | | — | | | | — | | | | (9,514 | ) | | | — | |
Fair value changes to service revenue receivables | | | (745 | ) | | | 2,289 | | | | (947 | ) | | | 23,178 | |
Depreciation and amortization | | | 1,131 | | | | 1,680 | | | | 4,766 | | | | 8,253 | |
Stock-based compensation expense | | | 1,044 | | | | 1,279 | | | | 4,647 | | | | 4,805 | |
TMS deferred revenue | | | 1,992 | | | | 2,447 | | | | (1,701 | ) | | | 3,005 | |
Cash receipts from education loans, net of interest income accruals | | | (297 | ) | | | 287 | | | | (340 | ) | | | 700 | |
Cash receipts from trust distributions | | | 642 | | | | 30 | | | | 1,216 | | | | 490 | |
Non-cash gain from TERI Settlement | | | — | | | | — | | | | — | | | | (5,021 | ) |
Other, net of cash flows from FMDS | | | (789 | ) | | | 1,754 | | | | 351 | | | | 695 | |
| | | | | | | | | | | | | | | | |
Non-GAAP net operating cash usage | | $ | (11,469 | ) | | $ | (10,640 | ) | | $ | (53,070 | ) | | $ | (47,681 | ) |
| | | | | | | | | | | | | | | | |
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