UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of Report: April 12, 2004
Date of Earliest Event Reported: Not Applicable
COUNTRYWIDE FINANCIAL CORPORATION
(Exact name of registrant as specified in its chapter)
Delaware (State or other jurisdiction of incorporation) | 1-8422 (Commission file number) | 13-2641992 (IRS Employer Identification No.) |
4500 PARK GRANADA, CALABASAS CA (Address of principal executive offices) | 91302 (Zip Code) |
Registrant's telephone number, including area code: (818) 225-3000
ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On April 12, 2004, the Company issued a press release announcing information regarding its operational statistics for the month ended March 31, 2004, a copy of which is attached as Exhibit 99.7. On April 12, 2004, the Company also made available an updated version of its thirteen-month statistical data report on its website,www.countrywide.com, a copy of which is attached as Exhibit 99.8.
The information furnished pursuant to this Current Report on Form 8-K (including the exhibits hereto) shall not be considered “filed” under the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, unless the Company expressly states in such filing that such information is to be considered “filed” or incorporated by reference therein.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf of the undersigned hereunto duly authorized.
Dated: April 12, 2004
| COUNTRYWIDE FINANCIAL CORPORATION |
| By: /S/ STANFORD L. KURLAND Stanford L. Kurland President and Chief Operating Officer |
EXHIBIT INDEX
99.7 | Press Release issued by Countrywide Financial Corporation (the “Company”) pertaining to its operational statistics for the month ended March 31, 2004. |
99.8 | Thirteen-month statistical data report made available by the Company on its website. |
Exhibit 99.7
NEWS | COUNTRYWIDE FINANCIAL |
For Immediate Release | CONTACT: | David Bigelow Lisa Riordan (818) 225-3550 |
COUNTRYWIDE REPORTS MARCH 2004 OPERATIONAL DATA
– LOAN PIPELINE OF $57 BILLION SIGNALS STRONG NEAR-TERM FUNDING PROSPECTS ––
AVERAGE DAILY APPLICATION VOLUME RISES 25 PERCENT OVER PRIOR MONTH –
– MONTHLY FUNDINGS REACH $32 BILLION, 39 PERCENT GREATER THAN FEBRUARY –
CALABASAS, CA (April 12, 2004) – Countrywide Financial Corporation (NYSE: CFC), a diversified financial services provider, released operational data for the month ended March 31, 2004. Highlights included the following:
- Average daily application volume rose to $2.5 billion during the month, representing a gain of 25 percent as compared to February 2004. This caused the pipeline of loan applications-in-process to jump 31 percent over the prior month to $57 billion.
- Loan fundings for the month reached $32 billion, an increase of 39 percent over last month. Fundings for the quarter of $76 billion were virtually unchanged from the prior quarter.
- Monthly purchase fundings of $13 billion represented an increase of 42 percent from February. For the quarter, purchase volume of $32 billion was 32 percent more than the comparable prior year period.
- Demand for adjustable-rate, home equity and subprime loans continued to be robust. For each category, monthly and quarterly funding volumes reached record highs.
- | Adjustable-rate fundings for the month reached $14 billion, an increase of 35 percent over February. Quarterly volume of $34 billion was 17 percent greater than the prior quarter and rose 143 percent over the first quarter of 2003. |
- | Home equity fundings surpassed $2 billion for the first time, up 28 percent over last month. Similarly, quarterly volume of $5.3 billion rose by 52 percent from the first quarter of 2003. |
- | Subprime volume reached $2.8 billion, up 30 percent over last month. Quarterly fundings of $6.9 billion were 107 percent more than last year’s comparable quarter. |
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- The servicing portfolio, which now includes 5.3 million customers, reached $683 billion, a gain of $14 billion over last month. This represents an increase of $181 billion, or 36 percent, from March 2003.
- Securities trading volume at Countrywide Securities Corporation, a registered broker-dealer, advanced to $277 billion in March, which was 25 percent greater than February 2004 and an increase of 15 percent from March 2003. Quarterly trading volume reached $690 billion, rising 8 percent over the first quarter of 2003.
- Total assets at Countrywide Bank grew by 9 percent from the previous month to $24 billion in March. This compares favorably to $9 billion in March 2003 for a gain of 166 percent.
- Net earned premiums at the Insurance carriers – Balboa Life & Casualty and Balboa Reinsurance – totaled $62 million, a gain of 7 percent from March 2003. Net premiums earned for the quarter of $195 million were 14 percent greater than last year’s comparable quarter.
- Sub-servicing volume at Global Home Loans of $111 billion was 22 percent greater than March 2003.
When compared to the month and quarter ended March 2003, production volume, application activity and the pipeline of loan applications-in-process has declined as a result of the slowing in refinance activity, evidenced by the 26 percent decrease in total loan fundings during the first quarter as compared to the first quarter of 2003. For additional information about the Company’s operational data, readers are encouraged to review Countrywide’s 13-Month Statistical Data report which is available on the Investor Relations section of the Company’s website atwww.countrywide.com.
“Each of our business segments reported solid operational performance for the first quarter of 2004,” said Stanford L. Kurland, President and Chief Operating Officer. “Production highlights included strong purchase funding activity and continued growth in adjustable-rate, home equity and subprime fundings, while the overall decline in interest rates throughout the first quarter boosted the pipeline, indicative of a strong start to the second quarter. Meanwhile, the servicing portfolio continued its uninterrupted climb, increasing by $38 billion since year-end 2003. Similarly, our diversified businesses produced exceptional results: the Capital Markets segment produced strong trading volume growth, increasing 18 percent over the fourth quarter of 2003; the Insurance segment generated its second best quarter on record with $195 million in net earned premiums; and the sub-servicing portfolio at Global Home Loans rose by 5 percent over year-end. Overall, strong operational results for March and the first quarter reflect the positive momentum of our mortgage banking and diversified businesses.”
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3-3-3
Founded in 1969, Countrywide Financial Corporation is a member of the S&P 500, Forbes 500 and Fortune 500. Through its family of companies, Countrywide provides mortgage banking and diversified financial services in domestic and international markets. Mortgage banking businesses include loan production and servicing principally through Countrywide Home Loans, Inc., which originates, purchases, securitizes, sells, and services primarily prime-quality loans. Also included in Countrywide’s mortgage banking segment is the LandSafe group of companies that provide loan closing services. Diversified financial services encompass capital markets, banking, insurance, and global, largely through the activities of Countrywide Capital Markets, a mortgage-related investment banker; Countrywide Bank, a division of Treasury Bank, NA, a banking entity offering customers CDs, money market accounts, and home loan products; Balboa Life and Casualty Group, whose companies are national providers of property, liability, and life insurance; Balboa Reinsurance, a captive mortgage reinsurance company; and Global Home Loans, a U.K. mortgage banking joint venture in which Countrywide holds a majority interest.
For more information about the Company, visit Countrywide’s website at www.countrywide.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 future operations, as well as business plans and strategies that are subject to change. 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: competitive and general economic conditions in each of our business segments; general economic conditions in the United States and abroad; loss of investment grade rating that may result in an increase in the cost of debt or loss of access to corporate debt markets; reduction in government support of homeownership; the level and volatility of interest rates; the legal, regulatory and legislative environments in the markets in which the Company operates; and other risks detailed in documents filed by the Company with the Securities and Exchange Commission from time to time. 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. The Company undertakes no obligation to publicly update or revise any forward-looking statements.
(tables follow)
COUNTRYWIDE FINANCIAL CORPORATION AND SUBSIDIARIES
OPERATING STATISTICS(1)
(Dollars in Millions)
March 2004 March 2003 Year-to-Date
---------------- ----------------- -----------------
MORTGAGE BANKING
- ----------------
Production
Average Daily Loan Applications $2,455 $2,687 $2,087
Total Mortgage Loan Pipeline (loans in process) $57,422 $59,005
Consumer Markets Divisions' Fundings $9,522 $8,971 $23,059
Wholesale Lending Division Fundings 6,993 8,896 15,638
Correspondent Lending Division Fundings 12,029 17,130 28,787
Capital Markets Fundings 1,265 1,914 3,324
Treasury Bank Fundings (2) 2,502 944 5,396
---------------- ----------------- -----------------
Total Loan Fundings $32,311 $37,855 $76,204
Consumer Markets Divisions' Units 68,664 70,953 172,780
Wholesale Lending Division Units 39,820 51,942 90,385
Correspondent Lending Division Units 67,815 103,387 167,759
Capital Markets Units 5,114 6,276 13,285
Treasury Bank Units 23,351 14,860 54,792
---------------- ----------------- -----------------
Total Loan Units 204,764 247,418 499,001
Purchase Fundings (3) $13,127 $9,513 $31,627
Non-purchase Fundings (3) $19,184 $28,342 $44,577
Government Fundings $1,530 $1,984 $3,808
ARM Fundings $13,872 $5,839 $33,643
Home Equity Fundings $2,088 $1,280 $5,289
Subprime Fundings $2,759 $1,308 $6,892
Loan Closing Services (units)
Credit Reports 738,113 611,346 1,818,872
Flood Determinations 277,958 286,471 662,020
Appraisals 69,074 63,395 164,645
Automated Property Valuation Services 439,015 324,231 1,128,895
Other 16,379 13,096 45,347
---------------- ----------------- -----------------
Total Units 1,540,539 1,298,539 3,819,779
Servicing (4)
Volume $682,848 $502,079
Units 5,313,058 4,265,322
Subservicing Volume (5) $15,307 $10,957
Subservicing Units 166,514 140,525
Prepayments in Full $18,317 $18,588 $40,794
Bulk Servicing Acquisitions $2,349 $180 $9,178
Portfolio Delinquency (%) - CHL (6) 3.20% 3.77%
Foreclosures Pending (%) - CHL (6) 0.42% 0.53%
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COUNTRYWIDE FINANCIAL CORPORATION AND SUBSIDIARIES
OPERATING STATISTICS(1)
(Dollars in Millions)
March 2004 March 2003 Year-to-Date
------------------ ------------------ -----------------
INSURANCE
- ---------
Net Premiums Earned
Carrier $50 $48 $158
Reinsurance $12 $10 $37
CAPITAL MARKETS
- ---------------
Securities Trading Volume (7) $276,738 $241,436 $690,438
BANKING
- -------
Assets held by Treasury Bank (billions) $23.7 $8.9
Global Home Loans
- -----------------
GHL Subservicing Volume (billions) $111 $91
Period-end Rates
- ----------------
10-Year U.S. Treasury Yield 3.840% 3.823%
FNM 30-Year Fixed Rate MBS Coupon 4.937% 5.009%
Working Days 23 21 62
(1) | The above data reflect current operating statistics and do not constitute all factors impacting the quarterly and annual financial results of the company. All figures are unaudited and monthly figures may be adjusted in the reported financial statements of the company. Such financial statements are provided by the company quarterly. The company makes no commitment to update this information for changes in circumstances or events which occur subsequent to the date of this release. |
(2) | Treasury Bank funds loans for investment purposes; these loans are processed for Treasury Bank by the production divisions. |
(3) | We have enhanced our disclosure of the first trust deed and home equity loan funding mix to reflect purchase and non-purchase fundings. Purchase fundings include first trust deed and home equity loans used as purchase money debt in the acquisition of a home. Non-purchase fundings include first trust deed refinance loans, home equity refinance loans and stand-alone home equity loans. |
(4) | Includes warehouse loans and loans under subservicing agreements for other clients. |
(5) | Subservicing volume for other clients. |
(6) | Expressed as a percentage of the total number of loans serviced, excluding subserviced loans and portfolios purchased at a discount due to their non-performing status. |
(7) | Includes trades with mortgage banking division. |
(more)
Exhibit 99.8
Countrywide Financial Corporation
Rolling Thirteen Months Statistical Data
($ in millions)
YTD
Mar-03 Apr-03 May-03 Jun-03 Jul-03 Aug-03 Sep-03 Oct-03 Nov-03 Dec-03 Jan-04 Feb-04 Mar-04 Total
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ -----
MORTGAGE BANKING
- ----------------
Loan Production
Working Days 21 22 21 21 22 21 21 23 19 22 20 19 23 62
Average Daily Applications $2,687 $2,286 $3,190 $3,243 $2,529 $1,808 $1,858 $1,564 $1,479 $1,339 $1,776 $1,968 $2,455 $2,087
Mortgage Loan Pipeline
(loans-in-process) $59,005 $56,516 $74,086 $82,490 $70,377 $53,576 $47,182 $42,650 $38,841 $32,969 $38,354 $43,760 $57,422
Consumer Markets Divisions'
Fundings $8,971 $10,251 $9,486 $11,478 $12,911 $12,283 $9,392 $8,198 $6,954 $7,670 $6,211 $7,326 $9,522 $23,059
Wholesale Lending Division
Fundings $8,896 $9,721 $8,481 $10,517 $10,531 $7,222 $5,632 $6,235 $4,725 $4,902 $3,844 $4,801 $6,993 $15,638
Correspondent Lending Division
Fundings $17,130 $19,644 $18,484 $22,749 $24,258 $17,870 $13,225 $10,908 $8,598 $9,390 $8,240 $8,518 $12,029 $28,787
Capital Markets Fundings $1,914 $1,357 $1,897 $2,231 $2,884 $2,059 $3,066 $2,314 $829 $1,489 $1,013 $1,046 $1,265 $3,324
Treasury Bank Fundings (1) $944 $1,277 $1,174 $1,463 $1,255 $1,541 $1,802 $1,310 $1,100 $1,698 $1,312 $1,582 $2,502 $5,396
---------- --------- ---------- ---------- --------- ---------- ---------- --------- --------- -------- ---------- --------- ---------- ----------
Total Loan Fundings $37,855 $42,250 $39,522 $48,438 $51,839 $40,975 $33,117 $28,965 $22,206 $25,149 $20,620 $23,273 $32,311 $76,204
Consumer Markets Divisions' Units 70,953 78,832 73,732 84,939 94,839 92,465 74,566 67,213 57,058 61,031 49,154 54,962 68,664 172,780
Wholesale Lending Division Units 51,942 56,288 49,106 59,244 58,930 42,036 34,660 38,255 28,887 29,638 22,685 27,880 39,820 90,385
Correspondent Lending Division
Units 103,387 118,535 112,650 133,345 139,360 104,396 81,376 67,709 52,969 57,079 49,694 50,250 67,815 167,759
Capital Markets Units 6,276 4,880 7,250 6,966 11,922 6,303 9,718 9,266 4,629 6,357 4,680 3,491 5,114 13,285
Treasury Bank Units 14,860 16,148 15,097 17,716 17,376 18,060 18,352 14,938 13,257 16,861 14,681 16,760 23,351 54,792
---------- --------- ---------- ---------- --------- ---------- ---------- --------- --------- -------- ---------- --------- ---------- ----------
Total Loan Units 247,418 274,683 257,835 302,210 322,427 263,260 218,672 197,381 156,800 170,966 140,894 153,343 204,764 499,001
Purchase Fundings (2) $9,513 $9,576 $10,183 $13,138 $13,352 $12,571 $12,719 $12,366 $9,852 $12,115 $9,274 $9,226 $13,127 $31,627
Non-purchase Fundings (2) $28,342 $32,674 $29,339 $35,300 $38,487 $28,404 $20,398 $16,599 $12,354 $13,034 $11,346 $14,047 $19,184 $44,577
Government Fundings $1,984 $2,296 $2,251 $2,700 $2,790 $2,505 $2,093 $1,774 $1,370 $1,343 $1,161 $1,117 $1,530 $3,808
ARM Fundings $5,839 $6,739 $6,369 $7,378 $8,580 $10,011 $10,072 $10,676 $8,487 $9,679 $9,478 $10,293 $13,872 $33,643
Home Equity Fundings $1,280 $1,445 $1,375 $1,553 $1,694 $1,697 $1,680 $1,752 $1,620 $1,805 $1,564 $1,637 $2,088 $5,289
Subprime Fundings $1,308 $1,208 $1,608 $1,440 $1,726 $1,654 $2,158 $2,424 $2,029 $2,257 $2,009 $2,124 $2,759 $6,892
Loan Closing Services (units):
Credit Reports 611,346 583,797 696,983 701,809 624,949 492,787 499,431 518,308 420,843 405,336 533,055 547,704 738,113 1,818,872
Flood Determinations 286,471 271,860 330,951 359,226 308,255 234,552 222,890 217,134 173,044 172,325 188,682 195,380 277,958 662,020
Appraisals 63,395 61,060 60,867 70,187 68,677 60,025 51,507 53,783 44,475 47,004 44,146 51,425 69,074 164,645
Automated Property Valuation
Services 324,231 331,797 412,313 397,954 416,691 349,978 358,983 399,559 314,886 319,220 333,803 356,077 439,015 1,128,895
Other 13,096 12,494 12,275 11,541 12,791 12,566 11,769 11,457 9,741 12,096 14,750 14,218 16,379 45,347
---------- --------- ---------- ---------- --------- ---------- ---------- --------- --------- -------- ---------- --------- ---------- ----------
1,298,539 1,261,008 1,513,389 1,540,717 1,431,363 1,149,908 1,144,580 1,200,241 962,989 955,981 1,114,436 1,164,804 1,540,539 3,819,779
(1) | Treasury Bank funds loans for investment purposes; these loans are processed for Treasury Bank by the production divisions. |
(2) | We have enhanced our disclosure of the first trust deed and home equity loan funding mix to reflect purchase and non-purchase fundings. Purchase fundings include first trust deed and home equity loans used as purchase money debt in the acquisition of a home. Non-purchase fundings include first trust deed refinance loans, home equity refinance loans and stand-alone home equity loans. |
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Countrywide Financial Corporation
Rolling Thirteen Months Statistical Data
($ in millions)
YTD
Mar-03 Apr-03 May-03 Jun-03 Jul-03 Aug-03 Sep-03 Oct-03 Nov-03 Dec-03 Jan-04 Feb-04 Mar-04 Total
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ -----
MORTGAGE BANKING (continued)
- ----------------------------
Servicing (3)
Volume $502,079 $519,872 $537,198 $559,124 $576,670 $591,905 $606,095 $621,000 $631,470 $644,855 $657,541 $669,076 $682,848
Units 4,265,322 4,369,450 4,467,789 4,587,3874,678,947 4,760,141 4,834,943 4,923,935 5,001,743 5,080,621 5,162,726 5,234,634 5,313,058
Subservicing (4)
Volume $10,957 $11,464 $11,739 $11,518 $11,645 $11,483 $11,446 $11,921 $13,671 $14,404 $15,871 $15,548 $15,307
Units 140,525 146,167 148,801 145,060 143,937 142,527 128,326 139,983 157,785 159,357 166,923 163,190 166,514
Prepayments in Full $18,588 $23,689 $21,249 $24,069 $33,361 $25,236 $17,463 $14,315 $11,403 $11,845 $9,387 $13,090 $18,317 $40,794
Bulk Servicing Acquisitions $180 $386 $348 $321 $345 $341 $581 $1,845 $144 $1,054 $3,706 $3,123 $2,349 $9,178
Portfolio Delinquency - CHL(5) 3.77% 3.82% 3.82% 3.79% 3.78% 3.77% 3.81% 3.54% 3.90% 3.91% 3.71% 3.71% 3.20%
Foreclosures Pending - CHL (5) 0.53% 0.50% 0.49% 0.47% 0.46% 0.46% 0.45% 0.50% 0.43% 0.43% 0.43% 0.44% 0.42%
INSURANCE
- ---------
Net Premiums Earned
Carrier $48 $40 $50 $47 $54 $55 $51 $59 $54 $51 $56 $52 $50 $158
Reinsurance $10 $10 $11 $11 $11 $11 $10 $11 $13 $13 $12 $13 $12 $37
CAPITAL MARKETS
- ---------------
Securities Trading Volume (6) $241,436 $238,706 $278,016 $295,132 $326,751 $255,513 $240,154 $208,429 $196,586 $179,390 $192,618 $221,082 $276,738 $690,438
BANKING
- -------
Assets held by Treasury Bank
(billions) $8.9 $10.1 $11.8 $13.1 $14.1 $15.1 $16.4 $17.1 $17.7 $19.4 $20.3 $21.8 $23.7
Global Home Loans
- -----------------
GHL Subservicing Volume
(billions) $91 $93 $97 $97 $95 $93 $98 $100 $103 $106 $109 $112 $111
Workforce Head Count: (7)
Loan Originations 17,074 17,941 18,575 19,780 20,903 20,447 19,251 18,968 18,812 18,897 18,989 19,364 20,529
Loan Servicing 5,555 5,774 5,821 5,874 6,003 6,002 6,111 6,087 6,098 6,069 6,017 5,870 5,802
Loan Closing Services 1,032 1,052 1,072 1,090 1,115 1,065 956 955 952 931 941 952 926
Insurance 1,694 1,713 1,740 1,738 1,819 1,851 1,904 1,882 1,856 1,823 1,781 1,768 1,762
Capital Markets 388 391 402 420 429 440 452 470 476 477 484 491 494
Global Operations 2,120 2,069 1,999 1,928 1,898 1,897 1,962 1,965 1,997 1,981 1,899 1,948 1,993
Banking 749 779 775 822 876 808 804 787 810 813 803 823 849
Corporate Overhead & Other 2,927 2,990 3,038 3,126 3,270 3,238 3,309 3,282 3,282 3,307 3,347 3,366 3,389
---------- --------- --------- -------- --------- --------- --------- --------- --------- ---------- ----------- ----------- -----------
31,539 32,709 33,422 34,778 36,313 35,748 34,749 34,396 34,283 34,298 34,261 34,582 35,744
========== ========= ========= ======== ========= ========= ========= ========= ========= ========== =========== =========== ===========
Period-end Rates
10-Year U.S. Treasury Yield 3.823% 3.857% 3.353% 3.530% 4.476% 4.458% 3.939% 4.301% 4.322% 4.261% 4.138% 3.984% 3.840%
FNM 30-Year Fixed Rate MBS
Coupon 5.009% 4.908% 4.405% 4.648% 5.722% 5.670% 5.012% 5.335% 5.410% 5.276% 5.192% 5.001% 4.937%
(3) | Includes warehouse loans and loans under subservicing agreements for other clients. |
(4) | Subservicing volume for other clients. |
(5) | Expressed as a percentage of the total number of loans serviced, excluding subserviced loans and portfolios purchased at a discount due to their non-performing status. |
(6) | Includes trades with mortgage banking division. |
(7) | Head Count includes full-time employees, contract, and temporary help. |