Statement Of Financial Position
Statement Of Financial Position Unclassified - Deposit Based Operations (USD $) | |||
In Millions | Jun. 30, 2009
| Dec. 31, 2008
| Jun. 30, 2008
|
Assets | |||
Cash and due from banks | $2,363 | $2,643 | $3,161 |
Interest-bearing deposits in other banks | 2,846 | 7,540 | 46 |
Federal funds sold and securities purchased under agreements to resell | 3,221 | 790 | 949 |
Trading account assets | 1,109 | 1,050 | 1,483 |
Securities available for sale | 19,681 | 18,850 | 17,725 |
Securities held to maturity | 43 | 47 | 48 |
Loans held for sale (includes $1,373, $506 and $622 measured at fair value at June 30, 2009, December 31, 2008 and June 30, 2008, respectively) | 1,932 | 1,282 | 677 |
Loans, net of unearned income | 96,149 | 97,419 | 98,267 |
Allowance for loan losses | (2,282) | (1,826) | (1,472) |
Net loans | 93,867 | 95,593 | 96,795 |
Other interest-earning assets | 829 | 897 | 534 |
Premises and equipment, net | 2,789 | 2,786 | 2,726 |
Interest receivable | 501 | 458 | 510 |
Goodwill | 5,556 | 5,548 | 11,515 |
Mortgage servicing rights | 202 | 161 | 271 |
Other identifiable intangible assets | 568 | 638 | 709 |
Other assets | 7,304 | 7,965 | 7,287 |
Total assets | 142,811 | 146,248 | 144,436 |
Deposits: | |||
Non-interest-bearing | 20,995 | 18,457 | 18,334 |
Interest-bearing | 73,731 | 72,447 | 71,570 |
Total deposits | 94,726 | 90,904 | 89,904 |
Short-term borrowings: | |||
Federal funds purchased and securities sold under agreements to repurchase | 2,265 | 3,143 | 8,664 |
Other short-term borrowings | 4,927 | 12,679 | 8,926 |
Total short-term borrowings | 7,192 | 15,822 | 17,590 |
Long-term borrowings | 18,238 | 19,231 | 13,319 |
Total borrowed funds | 25,430 | 35,053 | 30,909 |
Other liabilities | 3,918 | 3,478 | 3,915 |
Total liabilities | 124,074 | 129,435 | 124,728 |
Preferred stock, Authorized 10 million shares | |||
Series A, cumulative perpetual participating, par value $1.00 (liquidation preference $1,000.00) per share, net of discount; Issued-3,500,000 shares | 3,325 | 3,307 | 0 |
Series B, mandatorily convertible, cumulative perpetual participating, par value $1,000.00 (liquidation preference $1,000.00) per share; Issued-287,500 shares | 278 | 0 | 0 |
Common stock, par value $.01 per share: Authorized 1.5 billion shares Issued including treasury stock-1,231,643,211; 735,667,650 and 735,783,594 shares, respectively | 12 | 7 | 7 |
Additional paid-in capital | 18,740 | 16,815 | 16,588 |
Retained earnings (deficit) | (2,169) | (1,869) | 4,437 |
Treasury stock, at cost-43,439,788; 44,301,693 and 41,054,113 shares, respectively | (1,413) | (1,425) | (1,371) |
Accumulated other comprehensive income (loss), net | (36) | (22) | 47 |
Total stockholders' equity | 18,737 | 16,813 | 19,708 |
Total liabilities and stockholders' equity | $142,811 | $146,248 | $144,436 |
1_Statement Of Financial Positi
Statement Of Financial Position Unclassified - Deposit Based Operations (Parenthetical) (USD $) | |||
In Millions, except Share data | Jun. 30, 2009
| Dec. 31, 2008
| Jun. 30, 2008
|
Loans held for sale, at fair value | $1,373 | $506 | $622 |
Preferred stock, Authorized | 10,000,000 | 10,000,000 | 10,000,000 |
Series A, cumulative perpetual participating, par value | $1 | $1 | $0 |
Series A, cumulative perpetual participating, liquidation preference | $10 | $10 | $0 |
Series A, cumulative perpetual participating, Issued | 3,500,000 | 3,500,000 | 0 |
Series B, mandatorily convertible, cumulative perpetual participating, par value | $10 | $0 | $0 |
Series B, mandatorily convertible, cumulative perpetual participating, liquidation preference | $10 | $0 | $0 |
Series B, cumulative perpetual participating, issued | 287,500 | 0 | 0 |
Common stock, par value | 0.01 | 0.01 | 0.01 |
Common stock, Authorized | 1,500,000,000 | 1,500,000,000 | 1,500,000,000 |
Common stock, Issued including treasury stock | 1,231,643,211 | 735,667,650 | 735,783,594 |
Treasury stock, shares | 43,439,788 | 44,301,693 | 41,054,113 |
Statement Of Income Interest Ba
Statement Of Income Interest Based Revenue (USD $) | |||||||||||||||||||
In Millions, except Per Share data | 3 Months Ended
Jun. 30, 2009 | 3 Months Ended
Jun. 30, 2008 | 6 Months Ended
Jun. 30, 2009 | 6 Months Ended
Jun. 30, 2008 | |||||||||||||||
Interest income on: | |||||||||||||||||||
Loans, including fees | $1,073 | $1,375 | $2,171 | $2,904 | |||||||||||||||
Securities: | |||||||||||||||||||
Taxable | 239 | 208 | 478 | 408 | |||||||||||||||
Tax-exempt | 5 | 10 | 12 | 20 | |||||||||||||||
Total securities | 244 | 218 | 490 | 428 | |||||||||||||||
Loans held for sale | 15 | 9 | 31 | 18 | |||||||||||||||
Federal funds sold and securities purchased under agreements to resell | 1 | 4 | 2 | 11 | |||||||||||||||
Trading account assets | 10 | 18 | 22 | 39 | |||||||||||||||
Other interest-earning assets | 8 | 6 | 14 | 13 | |||||||||||||||
Total interest income | 1,351 | 1,630 | 2,730 | 3,413 | |||||||||||||||
Interest expense on: | |||||||||||||||||||
Deposits | 330 | 422 | 696 | 925 | |||||||||||||||
Short-term borrowings | 16 | 85 | 36 | 198 | |||||||||||||||
Long-term borrowings | 174 | 144 | 358 | 293 | |||||||||||||||
Total interest expense | 520 | 651 | 1,090 | 1,416 | |||||||||||||||
Net interest income | 831 | 979 | 1,640 | 1,997 | |||||||||||||||
Provision for loan losses | 912 | 309 | 1,337 | 490 | |||||||||||||||
Net interest income (loss) after provision for loan losses | (81) | 670 | 303 | 1,507 | |||||||||||||||
Non-interest income: | |||||||||||||||||||
Service charges on deposit accounts | 288 | 294 | 557 | 566 | |||||||||||||||
Brokerage, investment banking and capital markets | 263 | 272 | 480 | 545 | |||||||||||||||
Mortgage income | 64 | 25 | 137 | 71 | |||||||||||||||
Trust department income | 48 | 59 | 94 | 116 | |||||||||||||||
Securities gains, net | 108 | 1 | 161 | 92 | |||||||||||||||
Other | 428 | 93 | 836 | 262 | |||||||||||||||
Total non-interest income | 1,199 | 744 | 2,265 | 1,652 | |||||||||||||||
Non-interest expense: | |||||||||||||||||||
Salaries and employee benefits | 586 | 599 | 1,125 | 1,242 | |||||||||||||||
Net occupancy expense | 112 | 111 | 219 | 218 | |||||||||||||||
Furniture and equipment expense | 78 | 87 | 154 | 167 | |||||||||||||||
Recapture of mortgage servicing rights | 0 | (67) | 0 | (25) | |||||||||||||||
Other-than-temporary impairments | 69 | [1] | 1 | [1] | 72 | [1] | 1 | [1] | |||||||||||
Other | 386 | 410 | 719 | 788 | |||||||||||||||
Total non-interest expense | 1,231 | 1,141 | 2,289 | 2,391 | |||||||||||||||
Income (loss) before income taxes | (113) | 273 | 279 | 768 | |||||||||||||||
Income taxes | 75 | 67 | 390 | 225 | |||||||||||||||
Net income (loss) | (188) | 206 | (111) | 543 | |||||||||||||||
Net income (loss) available to common shareholders | ($244) | $206 | ($218) | $543 | |||||||||||||||
Weighted-average number of shares outstanding: | |||||||||||||||||||
Basic | 876 | 696 | 785 | 696 | |||||||||||||||
Diluted | 876 | 696 | 785 | 696 | |||||||||||||||
Earnings (loss) per common share: | |||||||||||||||||||
Basic | -0.28 | 0.3 | -0.28 | 0.78 | |||||||||||||||
Diluted | -0.28 | 0.3 | -0.28 | 0.78 | |||||||||||||||
Cash dividends declared per common share | 0.01 | 0.38 | 0.11 | 0.76 | |||||||||||||||
[1]Includes $260 million for the three months ended and $263 million for the six months ended June 30, 2009, respectively, of gross charges, net of $191 million non-credit portion reported in other comprehensive income (loss). |
Statement Of Shareholders Equit
Statement Of Shareholders Equity And Other Comprehensive Income (USD $) | |||||||||||||||||||
In Millions | Preferred Stock Amount
| Common Stock Amount
| Additional Paid-In Capital
| Retained Earnings (Deficit)
| Treasury Stock, At Cost
| Accumulated Other Comprehensive Income [Member]
| Total
| ||||||||||||
Beginning balance at Dec. 31, 2007 | $0 | $7 | $16,545 | $4,439 | ($1,371) | $203 | $19,823 | ||||||||||||
Beginning balance at Dec. 31, 2007 | 0 | 694 | |||||||||||||||||
Cumulative effect of changes in accounting principles due to adoption of EITF 06-4, EITF 06-10 and FAS 158 | (17) | (17) | |||||||||||||||||
Comprehensive income: | |||||||||||||||||||
Net income | 543 | 543 | |||||||||||||||||
Net change in unrealized gains and losses on securities available for sale, net of tax and reclassification adjustment | (130) | [1] | (130) | [1] | |||||||||||||||
Net change in unrealized gains and losses on derivative instruments, net of tax and reclassification adjustment | (27) | [1] | (27) | [1] | |||||||||||||||
Net change from defined benefit pension plans, net of tax | 1 | [1] | 1 | [1] | |||||||||||||||
Cash dividends declared-$0.11 per share in 2009 and $0.76 per share in 2008 | (528) | (528) | |||||||||||||||||
Common stock transactions: | |||||||||||||||||||
Stock transactions with employees under compensation plans, net | 1 | ||||||||||||||||||
Stock transactions with employees under compensation plans, net | (2) | (2) | |||||||||||||||||
Stock options exercised and related activity, net | 19 | 19 | |||||||||||||||||
Amortization of unearned restricted stock | 26 | 26 | |||||||||||||||||
Ending balance at Jun. 30, 2008 | 0 | 695 | |||||||||||||||||
Ending balance at Jun. 30, 2008 | 0 | 7 | 16,588 | 4,437 | (1,371) | 47 | 19,708 | ||||||||||||
Beginning balance at Mar. 31, 2008 | 0 | 7 | (1,371) | ||||||||||||||||
Beginning balance at Mar. 31, 2008 | 0 | ||||||||||||||||||
Common stock transactions: | |||||||||||||||||||
Ending balance at Jun. 30, 2008 | 0 | ||||||||||||||||||
Ending balance at Jun. 30, 2008 | 0 | 7 | (1,371) | ||||||||||||||||
Beginning balance at Dec. 31, 2008 | 3,307 | 7 | 16,815 | (1,869) | (1,425) | (22) | 16,813 | ||||||||||||
Beginning balance at Dec. 31, 2008 | 4 | 691 | |||||||||||||||||
Comprehensive income: | |||||||||||||||||||
Net income | (111) | (111) | |||||||||||||||||
Net change in unrealized gains and losses on securities available for sale, net of tax and reclassification adjustment | 170 | [1] | 170 | [1] | |||||||||||||||
Non-credit portion of other-than-temporary impairments recognized in other comprehensive income, net of tax | (124) | [1] | (124) | [1] | |||||||||||||||
Net change in unrealized gains and losses on derivative instruments, net of tax and reclassification adjustment | (78) | [1] | (78) | [1] | |||||||||||||||
Net change from defined benefit pension plans, net of tax | 18 | [1] | 18 | [1] | |||||||||||||||
Cash dividends declared-$0.11 per share in 2009 and $0.76 per share in 2008 | (82) | (82) | |||||||||||||||||
Preferred dividends | (89) | (89) | |||||||||||||||||
Preferred stock transactions: | |||||||||||||||||||
Net proceeds from issuance of 287,500 shares of mandatorily convertible preferred stock | 278 | 278 | |||||||||||||||||
Discount accretion | 18 | (18) | 0 | ||||||||||||||||
Common stock transactions: | |||||||||||||||||||
Net proceeds from issuance of 460 million shares of common stock | 460 | ||||||||||||||||||
Net proceeds from issuance of 460 million shares of common stock | 5 | 1,764 | 1,769 | ||||||||||||||||
Issuance of 33 million shares of common stock issued in connection with early extinguishment of debt | 33 | ||||||||||||||||||
Issuance of 33 million shares of common stock issued in connection with early extinguishment of debt | 135 | 135 | |||||||||||||||||
Stock transactions with employees under compensation plans, net | 4 | ||||||||||||||||||
Stock transactions with employees under compensation plans, net | 12 | 12 | |||||||||||||||||
Stock options exercised and related activity, net | 9 | 9 | |||||||||||||||||
Amortization of unearned restricted stock | 17 | 17 | |||||||||||||||||
Ending balance at Jun. 30, 2009 | 4 | 1,188 | |||||||||||||||||
Ending balance at Jun. 30, 2009 | $3,603 | $12 | $18,740 | ($2,169) | ($1,413) | ($36) | $18,737 | ||||||||||||
Beginning balance at Mar. 31, 2009 | 4 | ||||||||||||||||||
Common stock transactions: | |||||||||||||||||||
Ending balance at Jun. 30, 2009 | 4 | ||||||||||||||||||
[1]See disclosure of reclassification adjustment amount and tax effect, as applicable, in Note 3 to the consolidated financial statements. |
2_Statement Of Shareholders Equ
Statement Of Shareholders Equity And Other Comprehensive Income (Parenthetical) (USD $) | |||
Retained Earnings (Deficit)
| Total
| ||
Cash dividends declared, per share | 0.76 | 0.76 | |
Cash dividends declared, per share | 0.11 | 0.11 | |
Mandatorily convertible preferred stock, shares | 287,500 |
Statement Of Cash Flows Indirec
Statement Of Cash Flows Indirect Deposit Based Operations (USD $) | ||||
In Millions | 3 Months Ended
Jun. 30, 2009 | 3 Months Ended
Jun. 30, 2008 | 6 Months Ended
Jun. 30, 2009 | 6 Months Ended
Jun. 30, 2008 |
Operating activities: | ||||
Net income (loss) | ($188) | $206 | ($111) | $543 |
Adjustments to reconcile net cash provided by operating activities: | ||||
Provision for loan losses | 1,337 | 490 | ||
Depreciation and amortization of premises and equipment | 140 | 136 | ||
Recapture of mortgage servicing rights | 0 | (67) | 0 | (25) |
Provision for losses on other real estate, net | 36 | 22 | ||
Net accretion of securities | (9) | (8) | ||
Net amortization of loans and other assets | 131 | 82 | ||
Net accretion of deposits and borrowings | (9) | (8) | ||
Net securities gains | (108) | (1) | (161) | (92) |
Net loss on sale of premises and equipment | 0 | 2 | ||
(Gain) loss on early extinguishment of debt | (61) | 66 | ||
Other-than-temporary impairments, net | 72 | 1 | ||
Deferred income tax benefit | (302) | (23) | ||
Excess tax benefits from share-based payments | 0 | (1) | ||
Originations and purchases of loans held for sale | (6,010) | (3,151) | ||
Proceeds from sales of loans held for sale | 5,588 | 3,222 | ||
Gain on sale of loans, net | (67) | (27) | ||
Loss from sale of mortgage servicing rights | 0 | 15 | ||
Increase in trading account assets | (59) | (392) | ||
Decrease (increase) in other interest-earning assets | 68 | (29) | ||
(Increase) decrease in interest receivable | (43) | 105 | ||
Decrease (increase) in other assets | 766 | (807) | ||
Increase (decrease) in other liabilities | 458 | (69) | ||
Other | (38) | 23 | ||
Net cash from operating activities | 1,726 | 75 | ||
Investing activities: | ||||
Proceeds from sale of securities available for sale | 2,413 | 2,011 | ||
Proceeds from maturity of: | ||||
Securities available for sale | 2,674 | 1,693 | ||
Securities held to maturity | 4 | 4 | ||
Purchases of: | ||||
Securities available for sale | (5,741) | (4,112) | ||
Securities held to maturity | 0 | (1) | ||
Proceeds from sales of loans | 0 | 316 | ||
Proceeds from sales of mortgage servicing rights | 0 | 44 | ||
Net decrease (increase) in loans | 168 | (3,458) | ||
Net purchases of premises and equipment | (143) | (253) | ||
Net cash received from deposits assumed | 279 | 0 | ||
Net cash from investing activities | (346) | (3,756) | ||
Financing activities: | ||||
Net increase (decrease) in deposits | 3,545 | (4,867) | ||
Net (decrease) increase in short-term borrowings | (8,630) | 6,470 | ||
Proceeds from long-term borrowings | 1,200 | 4,205 | ||
Payments on long-term borrowings | (1,923) | (2,208) | ||
Net proceeds from issuance of mandatory convertible preferred stock | 278 | 0 | ||
Net proceeds from issuance of common stock | 1,769 | 0 | ||
Cash dividends on common stock | (82) | (528) | ||
Cash dividends on preferred stock | (89) | 0 | ||
Proceeds from exercise of stock options and related activity | 9 | 19 | ||
Excess tax benefits from share-based payments | 0 | 1 | ||
Net cash from financing activities | (3,923) | 3,092 | ||
Decrease in cash and cash equivalents | (2,543) | (589) | ||
Cash and cash equivalents at beginning of year | 10,973 | 4,745 | ||
Cash and cash equivalents at end of period | $8,430 | $4,156 | $8,430 | $4,156 |
Notes to Financial Statements
Notes to Financial Statements | |
6 Months Ended
Jun. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
NOTE 1-Basis of Presentation | NOTE 1Basis of Presentation Regions Financial Corporation (Regions or the Company) provides a full range of banking and bank-related services to individual and corporate customers through its subsidiaries and branch offices located primarily in Alabama, Arkansas, Florida, Georgia, Illinois, Indiana, Iowa, Kentucky, Louisiana, Mississippi, Missouri, North Carolina, South Carolina, Tennessee, Texas and Virginia. The Company is subject to competition from other financial institutions, is subject to the regulations of certain government agencies and undergoes periodic examinations by those regulatory authorities. The accounting and reporting policies of Regions and the methods of applying those policies that materially affect the consolidated financial statements conform with accounting principles generally accepted in the United States (GAAP) and with general financial services industry practices. The accompanying interim financial statements have been prepared in accordance with the instructions for Form 10-Q and, therefore, do not include all information and notes to the consolidated financial statements necessary for a complete presentation of financial position, results of operations and cash flows in conformity with GAAP. In the opinion of management, all adjustments, consisting of only normal and recurring items, necessary for the fair presentation of the consolidated financial statements have been included. These interim financial statements should be read in conjunction with the consolidated financial statements and notes thereto in Regions Form 10-K for the year ended December31, 2008. Certain amounts in prior period financial statements have been reclassified to conform to the current period presentation. These reclassifications are immaterial and have no effect on net income, total assets or stockholders equity. |
NOTE 2-Earnings (Loss) per Common Share | NOTE 2Earnings (Loss) per Common Share The following table sets forth the computation of basic earnings (loss) per common share and diluted earnings (loss) per common share: ThreeMonthsEnded June30 SixMonthsEnded June30 (In millions, except per share amounts) 2009 2008 2009 2008 Numerator: Net income (loss) $ (188 ) $ 206 $ (111 ) $ 543 Preferred stock dividends (56 ) (107 ) Net income (loss) available to common shareholders $ (244 ) $ 206 $ (218 ) $ 543 Denominator: Weighted-average common shares outstandingbasic 876 696 785 696 Common stock equivalents Weighted-average common shares outstandingdiluted 876 696 785 696 Earnings (loss) per common share: Basic $ (0.28 ) $ 0.30 $ (0.28 ) $ 0.78 Diluted (0.28 ) 0.30 (0.28 ) 0.78 The effect from the assumed exercise of 55.4million stock options for both the quarter and six months ended June30, 2009 and 54.2million stock options for both the quarter and six months ended June30, 2008, was not included in the above computations of diluted earnings per common share because such amounts would have had an antidilutive effect on earnings per common share. The effect from the assumed issuance of 71million common shares upon conversion of mandatorily convertible preferred stock in May 2009 was not included in the above computations of diluted earnings per common share because such amounts would have had an antidilutive effect on earnings per common share (see Note 3 for further discussion). |
NOTE 3-Stockholders' Equity and Comprehensive Income | NOTE 3Stockholders' Equity and Comprehensive Income On November14, 2008, Regions completed the sale of 3.5million shares of its Fixed Rate Cumulative Perpetual Preferred Stock, Series A, par value $1.00 and liquidation preference $1,000.00 per share (and $3.5 billion liquidation preference in the aggregate) to the U.S. Treasury as part of the Capital Purchase Program (CPP). Regions will pay the U.S. Treasury on a quarterly basis a 5% dividend, or $175 million annually, for each of the first five years of the investment, and 9% thereafter unless Regions redeems the shares. Regions performed a discounted cash flow analysis to value the preferred stock at the date of issuance. For purposes of this analysis, Regions assumed that the preferred stock would most likely be redeemed five years from the valuation date based on optimal financial budgeting considerations. Regions used the Bloomberg USD US Bank BBB index to derive the market yield curve as of the valuation date to discount future expected cash flows to the valuation date. The discount rate used to value the preferred stock was 7.46%, based on this yield curve at a 5-year maturity. Dividends were assumed to be accrued until redemption. While the discounting was required based on a 5-year redemption, Regions did not have a 5-year security or similarly termed security available. As a result, it was necessary to use a benchmark yield curve to calculate the 5-year value. To determine the appropriate yield curve that was applicable to Regions, the yield to maturity on the outstanding debt instrument with the longest dated maturity (Perpetual Preferred 8.875%June15, 2078, Series issued by Regions Financing Trust III) was compared to the longest point on the USD US Bank BBB index as of November14, 2008. Regions concluded that the yield to maturity as of the valuation date of the debt, which was 11.03%, was consistent with the indicative yield of the curve noted above. The longest available point on this curve was 10.55% at 30 years. As part of its purchase of the preferred securities, the U.S. Treasury also received a warrant to purchase 48.3million shares of Regions common stock at an exercise price of $10.88 per share, subject to anti-dilution and other adjustments. The warrant expires ten years from the issuance date. Regions used the Cox-Ross-Rubinstein Binomial Option Pricing Model (CRR Model) to value the warrant at the date of issuance. The CRR Model is a standard option pricing model which incorporates optimal early exercise in order to receive the benefit of future dividend payments. Based on the transferability of the warrant, the CRR Model approach that was applied assumes that the warrant holder will not sub-optimally exercise its warrant. The following assumptions were used in the CRR Model: Stock price(a) $ 9.67 Exercise price(b) $ 10.88 Expected volatility(c) 45.22 % Risk-free rate(d) 4.25 % Dividend yield(e) 3.88 % Warrant term (in years)(b) 10 (a) Closing stock price of Regions as of the valuation date (November 14, 2008). (b) Per the Warrant to Purchase Agreement, dated November14, 2008. |
NOTE 4-Pension and Other Postretirement Benefits | NOTE 4Pension and Other Postretirement Benefits Net periodic pension and other postretirement benefits cost included the following components as follows: ForTheThreeMonthsEnded June 30 Pension OtherPostretirement Benefits (In millions) 2009 2008 2009 2008 Service cost $ 1 $ 10 $ $ Interest cost 21 22 1 Expected return on plan assets (22 ) (29 ) Amortization of prior service cost (credit) 1 1 (1 ) Amortization of actuarial loss 11 Curtailment gains (4 ) $ 12 $ $ $ For The Six Months Ended June 30 Pension Other Postretirement Benefits (In millions) 2009 2008 2009 2008 Service cost $ 2 $ 20 $ $ Interest cost 43 44 1 1 Expected return on plan assets (44 ) (59 ) Amortization of prior service cost (credit) 1 2 (1 ) Amortization of actuarial loss 22 Settlement charge Curtailment gains (4 ) $ 24 $ 3 $ $ 1 The curtailment gains recognized during the second quarter of 2008 resulted from merger-related employment terminations. Beginning in March 2009, participant accruals of service in the Regions Financial Corporation Retirement Plan were temporarily suspended resulting in a reduction in service cost. Matching contributions in the 401(k) plans were temporarily suspended beginning in the second quarter of 2009. |
NOTE 5-Share-Based Payments | NOTE 5Share-Based Payments Regions has long-term incentive compensation plans that permit the granting of incentive awards in the form of stock options, restricted stock awards and units, and stock appreciation rights. The terms of all awards issued under these plans are determined by the Compensation Committee of the Board of Directors, but no options may be granted after the tenth anniversary of the plans adoption. Options and restricted stock usually vest based on employee service, generally within three years from the date of the grant. The contractual life of options granted under these plans ranges from seven to ten years from the date of grant. The number of remaining share equivalents authorized for future issuance under long-term compensation plans was approximately 6.4million share equivalents at June30, 2009. In 2009, Regions made a stock option grant that vests based upon a service condition and a market condition in addition to awards that were similar to prior grants. The fair value of these stock options was estimated on the date of the grant using a Monte-Carlo simulation method. The simulation generates a defined number of stock price paths in order to develop a reasonable estimate of the range of future expected stock prices and minimize standard error. For all other grants that vest solely upon a service condition, the fair value of stock options is estimated at the date of the grant using a Black-Scholes option pricing model and related assumptions. The following table summarizes the weighted-average assumptions used and the estimated fair values related to stock options granted during the six months ended June30: June30 2009 2008 Expected dividend yield 1.85 % 6.94 % Expected volatility 67.15 % 26.40 % Risk-free interest rate 2.80 % 2.90 % Expected option life 6.8 yrs. 5.8 yrs. Fair value $ 1.78 $ 2.47 During 2009, expected volatility increased based upon increases in the historical volatility of Regions stock price and the implied volatility measurements from traded options on the Companys stock. The expected option life increased due to changes in the employee grant base and employee exercise behavior. The expected dividend yield decreased based upon the markets expectation of reduced dividends in the near term. The following table details the activity during the first six months of 2009 and 2008 related to stock options: For the Six Months EndedJune30 2009 2008 Number of Options Wtd.Avg. Exercise Price Number of Options Wtd.Avg. Exercise Price Outstanding at beginning of period 52,955,298 $ 28.22 48,044,207 $ 29.71 Granted 4,063,209 3.29 9,672,751 21.87 Exercised (90,801 ) 17.94 Forfeited or cancelled (1,594,451 ) 30.37 (3,025,808 ) 29.77 Outstanding at end of period 55,424,056 $ 26.31 54,600,349 $ 28.34 Exercisable at end of period 44,376,343 $ 28.79 42,363,726 $ 29.34 In 200 |
NOTE 6-Securities | NOTE 6Securities The amortized cost, gross unrealized gains and losses, and estimated fair value of securities available for sale and securities held to maturity are as follows: June30, 2009 Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Non-creditOTTI Other (In millions) Securities available for sale: U.S. Treasury securities $ 46 $ 5 $ $ $ 51 Federal agency securities 42 2 44 Obligations of states and political subdivisions 509 7 (2 ) 514 Mortgage-backed securities Residential 16,845 395 (191 ) (95 ) 16,954 Commercial 897 1 (55 ) 843 Other debt securities 23 (3 ) 20 Equity securities 1,253 2 1,255 $ 19,615 $ 412 $ (191 ) $ (155 ) $ 19,681 Securities held to maturity: U.S. Treasury securities $ 13 $ 2 $ $ $ 15 Federal agency securities 8 8 Mortgage-backed securities 20 (1 ) 19 Other debt securities 2 2 $ 43 $ 2 $ $ (1 ) $ 44 December31, 2008 Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value (In millions) Securities available for sale: U.S. Treasury securities $ 802 $ 84 $ $ 886 Federal agency securities 1,521 175 1,696 Obligations of states and political subdivisions 755 9 (8 ) 756 Mortgage-backed securities 14,585 283 (539 ) 14,329 Other debt securities 21 (2 ) 19 Equity securities 1,178 1 (15 ) 1,164 $ 18,862 $ 552 $ (564 ) $ 18,850 Securities held to maturity: U.S. Treasury securities $ 14 $ 1 $ $ 15 Federal agency securities 10 (1 ) 9 Obligations of states and political subdivisions 1 1 Mortgage-backed securities 20 20 Other debt securities 2 2 $ 47 $ 1 $ (1 ) $ 47 Regions evaluates securities in a loss position for other-than-temporary impairment, considering such factors as the length of time and the extent to which the market value has been below cost, the credit standing of the issuer, and Regions ability and intent to hold the security until its market value recovers. Activity related to the credit loss component of other-than-temporary impairment is recognized in earnings. For debt securities the portion of other-than-temporary impairment related to all other factors is recognized in other comprehensive income. |
NOTE 7-Business Segment Information | NOTE 7Business Segment Information Regions segment information is presented based on Regions key segments of business. Each segment is a strategic business unit that serves specific needs of Regions customers. The Companys primary segment is General Banking/Treasury, which represents the Companys branch network, including consumer and commercial banking functions, and has separate management that is responsible for the operation of that business unit. This segment also includes the Companys Treasury function, including the Companys securities portfolio and other wholesale funding activities. Prior to year-end 2008, Regions had reported an Other segment that included merger charges and the parent company. Regions realigned to include the parent company with General Banking/Treasury as parent company transactions essentially support the Treasury function. The 2008 amounts presented below have been adjusted to conform to the 2009 presentation. In addition to General Banking/Treasury, Regions has designated as distinct reportable segments the activity of its Investment Banking/Brokerage/Trust and Insurance divisions. Investment Banking/Brokerage/Trust includes trust activities and all brokerage and investment activities associated with Morgan Keegan. Insurance includes all business associated with commercial insurance and credit life products sold to consumer customers. The reportable segment designated Merger Charges includes merger charges related to the AmSouth acquisition for the periods presented. These amounts are excluded from other reportable segments because management reviews the results of the other reportable segments excluding these items. The following tables present financial information for each reportable segment for the period indicated. (In millions) General Banking/ Treasury Investment Banking/ Brokerage/ Trust Insurance Merger Charges Total Company Three months ended June30, 2009 Net interest income $ 816 $ 14 $ 1 $ $ 831 Provision for loan losses 912 912 Non-interest income 854 318 27 1,199 Non-interest expense 926 285 20 1,231 Income tax expense 55 17 3 75 Net income (loss) $ (223 ) $ 30 $ 5 $ $ (188 ) Average assets $ 140,783 $ 4,817 $ 487 $ $ 146,087 (In millions) General Banking/ Treasury Investment Banking/ Brokerage/ Trust Insurance Merger Charges Total Company Three months ended June30, 2008 Net interest income $ 956 $ 22 $ 1 $ $ 979 Provision for loan losses 309 309 Non-interest income 409 307 28 744 Non-interest expense 750 268 23 100 1,141 Income tax expense (benefit) 80 23 2 (38 ) 67 Net income (loss) $ 226 $ 38 $ 4 $ (62 ) $ 206 Average |
NOTE 8-Goodwill | NOTE 8Goodwill Goodwill allocated to each reportable segment as of June30, 2009,December, 31, 2008, and June30, 2008 is presented as follows: (In millions) June30 2009 December31 2008 June30 2008 General Banking/Treasury $ 4,691 $ 4,691 $ 10,669 Investment Banking/Brokerage/Trust 745 740 732 Insurance 120 117 114 Balance at end of period $ 5,556 $ 5,548 $ 11,515 The Companys goodwill is tested for impairment on an annual basis, or more often if events or circumstances indicate that there may be impairment. Adverse changes in the economic environment, declining operations, or other factors could result in a decline in the implied fair value of goodwill. A goodwill impairment test includes two steps. Step One, used to identify potential impairment, compares the estimated fair value of a reporting unit with its carrying amount, including goodwill. If the estimated fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is considered not to be impaired. If the carrying amount of a reporting unit exceeds its estimated fair value, the second step of the goodwill impairment test is performed to measure the amount of impairment loss, if any. Step Two of the goodwill impairment test compares the implied estimated fair value of reporting unit goodwill with the carrying amount of that goodwill. In order to determine the implied estimated fair value, a full purchase price allocation is required to be performed in the same manner as if a business combination had occurred as outlined in Financial Accounting Standards Board Statement No.141(R), Business Combinations (FAS 141(R)). If the carrying amount of goodwill for that reporting unit exceeds the implied fair value of that units goodwill, an impairment loss is recognized in an amount equal to that excess. During the second quarter of 2009, Regions assessed the indicators of goodwill impairment as of June15, 2009, and through the date of the filing of our Quarterly Report on Form 10-Q for the quarter ended June30, 2009. The indicators we assessed included: Recent operating performance, Changes in market capitalization, Regulatory actions and assessments, Changes in the business climate (including legal factors and competition), Company specific factors (including changes in key personnel, asset impairments, and business dispositions), and Trends in the banking industry. Based on the assessment of the indicators above, quantitative testing of goodwill was performed for the June30, 2009 interim period. For purposes of performing Step One of the goodwill impairment test, Regions uses both the income and market approaches to value its reporting units. The income approach consists of discounting projected long-term future cash flows, which are derived from internal forecasts and economic expectations for the respective reporting units. The projected future cash flows are discounted using cost of capital metrics for Regions peer group or a build-up approach (such as |
NOTE 9-Loan Servicing | NOTE 9Loan Servicing Effective January1, 2009, the Company made an election allowed by Statement of Financial Accounting Standards No.156, Accounting for Servicing of Financial Assets, an Amendment of FASB Statement No.140 (FAS 156) to prospectively change the policy for accounting for residential mortgage servicing rights from the amortization method to the fair value measurement method. Under the fair value measurement method, servicing assets are measured at fair value each period with changes in fair value recorded as a component of mortgage banking income. The fair value of mortgage servicing rights is calculated using various assumptions including future cash flows, market discount rates, expected prepayment rates, servicing costs and other factors. A significant change in prepayments of mortgages in the servicing portfolio could result in significant changes in the valuation adjustments, thus creating potential volatility in the carrying amount of mortgage servicing rights. Regions uses various derivative instruments to mitigate the income statement effect of changes in the fair value of its mortgage servicing rights. During the three months ended June30, 2009 and the first six months of 2009, Regions recognized a net $1.8 million loss and a net $2.8 million loss, respectively, associated with changes in mortgage servicing rights and the aforementioned derivatives, which is included in mortgage income. The tables below present analyses of mortgage servicing rights: (In millions) ThreeMonthsEnded June 30, 2009 SixMonthsEnded June 30, 2009 Carrying value, beginning of period $ 161 $ 161 Additions 33 52 Increase (decrease) in fair value: Due to change in valuation inputs or assumptions 18 9 Other changes(1) (10 ) (20 ) Carrying value, end of period $ 202 $ 202 (1) Represents economic amortization associated with borrower repayments. Data and assumptions used in the fair value calculation related to residential mortgage servicing rights (excluding related derivative instruments) as of June30, 2009 are as follows (dollars in millions): Unpaid principal balance $ 22,984 Weighted-average prepayment speed (CPR) 27.29 Estimated impact on fair value of a 10% increase $ (9 ) Estimated impact on fair value of a 20% increase $ (18 ) Weighted-average discount rate 10.60 % Estimated impact on fair value of a 10% increase $ (5 ) Estimated impact on fair value of a 20% increase $ (10 ) Weighted-average coupon interest rate 5.91 % Weighted-average remaining maturity (months) 282 Weighted-average servicing fee (basis points) 28.8 The sensitivity calculations above are hypothetical and should not be considered to be predictive of future performance. Changes in fair value based on adverse changes in assumptions generally cannot be extrapolated because the relationship of the change in assumption to the change in fair value may not be linear. Also, the effect of an adverse variation in a partic |
NOTE 10-Derivative Financial Instruments and Hedging Activities | NOTE 10Derivative Financial Instruments and Hedging Activities Regions enters into derivative financial instruments to manage interest rate risk, facilitate asset/liability management strategies and manage other exposures. These derivative instruments primarily include interest rate swaps, options on interest rate swaps, interest rate caps and floors, Eurodollar futures, forward rate contracts and forward sale commitments. All derivative financial instruments are recognized on the consolidated balance sheets as other assets or other liabilities at fair value as required by Statement of Financial Accounting Standards No.133, Accounting for Derivative Instruments and Hedging Activities as amended (FAS 133). Regions enters into master netting agreements with counterparties and/or requires collateral based on counterparty credit ratings to cover exposures. Interest rate swaps are agreements to exchange interest payments based upon notional amounts. Interest rate swaps subject Regions to market risk associated with changes in interest rates, as well as the credit risk that the counterparty will fail to perform. Option contracts involve rights to buy or sell financial instruments on a specified date or over a period at a specified price. These rights do not have to be exercised. Some option contracts such as interest rate floors, involve the exchange of cash based on changes in specified indices. Interest rate floors are contracts to hedge interest rate declines based on a notional amount. Interest rate floors subject Regions to market risk associated with changes in interest rates, as well as the credit risk that the counterparty will fail to perform. Forward rate contracts are commitments to buy or sell financial instruments at a future date at a specified price or yield. Regions primarily enters into forward rate contracts on market instruments, which expose Regions to market risk associated with changes in the value of the underlying financial instrument, as well as the credit risk that the counterparty will fail to perform. Eurodollar futures are futures contracts on Eurodollar deposits. Eurodollar futures subject Regions to market risk associated with changes in interest rates. Because futures contracts are cash settled daily, there is minimal credit risk associated with Eurodollar futures. The following table presents the fair value of derivative instruments on a gross basis as of June30, 2009: Asset Derivatives Liability Derivatives (In millions) Balance Sheet Location Fair Value Balance Sheet Location Fair Value Derivatives designated as hedging instruments under FAS 133: Interest rate swaps Otherassets $ 474 Otherliabilities $ Interest rate options Other assets 70 Other liabilities Eurodollar futures(1) Other assets Other liabilities Total derivatives designated as hedging instruments under FAS 133 $ 544 $ Derivatives not designated as hedging instruments under FAS 133 : Interest rate swaps Other assets $ 1,696 Other liabilities $ 1,605 Interest rate |
NOTE 11-Fair Value Measurements | NOTE 11Fair Value Measurements Regions adopted Statement of Financial Accounting Standards No.157, Fair Value Measurements (FAS 157), as of January1, 2008. FAS 157 establishes a framework for using fair value to measure assets and liabilities and defines fair value as the price that would be received to sell an asset or paid to transfer a liability (an exit price) as opposed to the price that would be paid to acquire the asset or received to assume the liability (an entry price). Under FAS 157, a fair value measure should reflect the assumptions that market participants would use in pricing the asset or liability, including the assumptions about the risk inherent in a particular valuation technique, the effect of a restriction on the sale or use of an asset and the risk of nonperformance. FAS 157 requires disclosures that stratify balance sheet amounts measured at fair value based on inputs the Company uses to derive fair value measurements. These strata include: Level 1 valuations, where the valuation is based on quoted market prices for identical assets or liabilities traded in active markets (which include exchanges and over-the-counter markets with sufficient volume), Level 2 valuations, where the valuation is based on quoted market prices for similar instruments traded in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market, and Level 3 valuations, where the valuation is generated from model-based techniques that use significant assumptions not observable in the market, but observable based on Company-specific data. These unobservable assumptions reflect the Companys own estimates for assumptions that market participants would use in pricing the asset or liability. Valuation techniques typically include option pricing models, discounted cash flow models and similar techniques, but may also include the use of market prices of assets or liabilities that are not directly comparable to the subject asset or liability. ITEMS MEASURED AT FAIR VALUE ON A RECURRING BASIS Trading account assets (net of certain short-term borrowings), securities available for sale, mortgage loans held for sale, mortgage servicing rights, and derivatives are recorded at fair value on a recurring basis. The following tables present financial assets and liabilities measured at fair value on a recurring basis as of June30, 2009 and 2008, respectively: June30, 2009 Level1 Level 2 Level3 Fair Value (In millions) Trading account assets, net $ 229 $ 429 $ 133 $ 791 Securities available for sale 376 19,232 73 19,681 Mortgage loans held for sale 1,373 1,373 Mortgage servicing rights 202 202 Derivatives, net(1) 783 7 790 (1) Derivatives include approximately $1.1 billion related to legally enforceable master netting agreements that allow the Company to settle positive and negative positions. Derivative assets and liabilities are a |
NOTE 12-Commitments and Contingencies | NOTE 12Commitments and Contingencies COMMERCIAL COMMITMENTS Regions issues off-balance sheet financial instruments in connection with lending activities. The credit risk associated with these instruments is essentially the same as that involved in extending loans to customers and is subject to Regions normal credit approval policies and procedures. Regions measures inherent risk associated with these instruments by recording a reserve for unfunded commitments based on an assessment of the likelihood that the guarantee will be funded and the creditworthiness of the customer or counterparty. Collateral is obtained based on managements assessment of the customer. Credit risk associated with these instruments is represented by the contractual amounts indicated in the following table: (In millions) June30 2009 December31 2008 June30 2008 Unused commitments to extend credit $ 33,354 $ 37,271 $ 43,195 Standby letters of credit 4,784 8,012 8,447 Commercial letters of credit 14 20 31 Unused commitments to extend creditTo accommodate the financial needs of its customers, Regions makes commitments under various terms to lend funds to consumers, businesses and other entities. These commitments include (among others) revolving credit agreements, term loan commitments and short-term borrowing agreements. Many of these loan commitments have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of these commitments are expected to expire without being funded, the total commitment amounts do not necessarily represent future liquidity requirements. However, the current lack of liquidity in the broader market and the current credit environment has resulted in increased fundings of commitments to extend credit. Standby letters of creditStandby letters of credit are also issued to customers, which commit Regions to make payments on behalf of customers if certain specified future events occur. Regions has recourse against the customer for any amount required to be paid to a third party under a standby letter of credit. Historically, a large percentage of standby letters of credit expired without being funded. The current lack of liquidity in the broader market and the current credit environment has resulted in increased fundings of standby letters of credit. The contractual amount of standby letters of credit represents the maximum potential amount of future payments Regions could be required to make and represents Regions maximum credit risk. At June30, 2009,December31, 2008 and June30, 2008, Regions had $106 million, $118 million and $136 million, respectively, of liabilities associated with standby letter of credit agreements, with related assets of $98 million, $108 million and $125 million, respectively. Commercial letters of creditCommercial letters of credit are issued to facilitate foreign or domestic trade transactions for customers. As a general rule, drafts will be drawn when the goods underlying the transaction are in transit. The reserve for all of these off-balance sheet financial instruments was $53 million, $74 mi |
NOTE 13-Recent Accounting Pronouncements | NOTE 13Recent Accounting Pronouncements In September 2006, the Financial Accounting Standards Board (FASB) issued FAS 157, which provides guidance for using fair value to measure assets and liabilities, but does not expand the use of fair value in any circumstance. FAS 157 also requires expanded disclosures about the extent to which a company measures assets and liabilities at fair value, the information used to measure fair value, and the effect of fair value measurements on an entitys financial statements. This statement applies when other standards require or permit assets and liabilities to be measured at fair value. FAS 157 is effective for financial statements issued for fiscal years beginning after November15, 2007, and interim periods within those fiscal years, with early adoption permitted. Regions adopted FAS 157 on January1, 2008, and the effect of adoption on the consolidated financial statements was not material. Additionally, in February 2008, the FASB issued FSP 157-2, Effective Date of FASB Statement No.157 (FSP 157-2), which delays the effective date of FAS 157 for non-recurring, non-financial instruments to fiscal years beginning after November15, 2008. Regions implemented the provisions of FSP FAS 157-2 as of January1, 2009. See Note 11, Fair Value Measurements for additional information about the impact of the adoption of FAS 157 and FAS 157-2. In December 2007, the FASB issued Statement of Financial Accounting Standards No.141 (revised 2007), Business Combinations (FAS 141(R)). FAS 141(R) requires the acquiring entity in a business combination to recognize all (and only) the assets acquired and liabilities assumed in the transaction; establishes the acquisition-date fair value as the measurement objective for all assets acquired and liabilities assumed; and requires the acquirer to disclose to investors and other users all of the information needed to evaluate and understand the nature and financial effect of the business combination. FAS 141(R) is effective for fiscal years beginning after December15, 2008. Regions adopted FAS 141(R) as of January1, 2009, and the adoption did not have a material impact on Regions consolidated financial statements. However, the adoption of FAS 141(R) could have a material impact to the consolidated financial statements for prospective business combinations. In December 2007, the FASB issued Statement of Financial Accounting Standards No.160, Noncontrolling Interests in Consolidated Financial Statements (FAS 160), which requires all entities to report noncontrolling (minority) interests in subsidiaries as equity in the consolidated financial statements. Additionally, FAS 160 requires that transactions between an entity and noncontrolling interests be treated as equity transactions. FAS 160 is effective for fiscal years beginning after December15, 2008. Regions adopted FAS 160 on January1, 2009, and the adoption did not have a material impact on the consolidated financial statements. In March 2008, the FASB issued Statement of Financial Accounting Standards No.161, Disclosures about Derivative Instruments and Hedging Activities (FAS 161). FAS 161 requires entities to provide enha |
NOTE 14-Subsequent Events | NOTE 14Subsequent Events Regions has evaluated all subsequent events for potential recognition and disclosure through August5, 2009, the date of the filing of this Form 10-Q. |
Document Information
Document Information | |
6 Months Ended
Jun. 30, 2009 USD / shares | |
Document Information [Text Block] | |
Document Type | 10-Q |
Amendment Flag | false |
Amendment Description | N.A. |
Document Period End Date | 2009-06-30 |
Entity Information
Entity Information (USD $) | |||
6 Months Ended
Jun. 30, 2009 | Jul. 31, 2009
| Jun. 30, 2008
| |
Entity [Text Block] | |||
Trading Symbol | RF | ||
Entity Registrant Name | REGIONS FINANCIAL CORP | ||
Entity Central Index Key | 0001281761 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 1,188,191,000 | ||
Entity Public Float | $7,294,300,055 |