UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) April 30, 2009
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Advanta Corp.
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(Exact name of registrant as specified in its charter)
Delaware 0-14120 23-1462070
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
Welsh & McKean Roads, P.O. Box 844, Spring House, Pennsylvania 19477
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (215) 657-4000
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(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[_] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events.
On April 30, 2009, Advanta Corp. (the "Company") issued a press release
describing its results for the quarter ended March 31, 2009 and management held
a conference call, publicly announced in its press release dated April 23, 2009.
The call was broadcast for the public simultaneously over the Internet through
www.advanta.com and www.investorcalendar.com. Replays of the call are available
on both sites for 12 months from the date of the call.
During the conference call management discussed the Company's results for
the quarter ended March 31, 2009 and answered questions from analysts and
institutional investors. Management addressed, among other things, the following
items during the call:
o Management discussed the performance of the business credit card
securitization trust and reported that the trust trapped a total of
$9.8 million of excess cash flows in February and March and commented
that this amount and any other amount that the Company expects to be
trapped in the trust is immaterial in terms of Advanta Bank Corp.'s
liquidity. In addition, management discussed the potential for early
amortization of the trust. Management reiterated that the Company has
tools at its disposal which the Company believes will prevent early
amortization if used. Management stated that the Company expects to
use those tools unless it develops a plan that would better maximize
capital and liquidity. Management described some of the tools that are
available, including the possibility of contributing collections from
business credit card receivables that are owned by Advanta Corp. to
the trust through a yield supplement account.
o With regard to the securitization trust performance, management
reported that the excess spread for the trust for the month of March
was 1.34%. Management reported that the Company supplemented the trust
income in April to ensure that the results for the month, which are
not yet final, would not cause early amortization. Specifically, the
Company bought charge-off receivables from the trust for about $7.5
million. Management stated that it expects the Company's support for
the trust will be needed in May and subsequent months to prevent early
amortization and that the Company is reviewing the plan for doing that
and the potential for a better plan.
o In response to questions about the levels of cash and liquidity at the
Advanta Corp. level, management stated that the parent company had
paid off approximately $50 million in debt since year end 2008 and had
cash and liquid investments in the $140 million range right now, a
level which is comparable to the level reported in the Company's Form
10-K for 2008.
o In response to questions about the Company's expectations for managed
credit loss rates in the future, management indicated that ultimately
the loss rates in the portfolio will largely depend on what happens in
the economy. Management noted that the managed business credit card
portfolio is experiencing some improvements in delinquency entry rates
and early and middle tier delinquency roll rates which are typical for
this time of year. Management stated that the improvements are
consistent with seasonal improvement that the Company typically sees
at this time of year and that it is not possible to predict what the
loss rates will be in the future because that will ultimately depend
on what the economy does in the future.
o The Company also reported on actions it is taking with respect to its
$100 million trust preferred securities that are outstanding. The
Company indicated that these securities have recently traded at under
10% of face value and that it plans to tender for all of the trust
preferred securities at a price near their recent trading prices.
Management advised that a successful execution of this tender offer
and retirement of these securities would significantly increase the
Company's stockholders' equity and reduce interest expense. In
response to questions, management stated that the funds for the tender
offer would be from cash and liquidity at the Advanta Corp. level, and
would result in a capital benefit at the Advanta Corp. level as well.
The trust preferred tender offer will not impact the liquidity or
capital levels at Advanta Bank Corp. The terms of the trust preferred
securities provide that semi-annual payments on the securities can be
deferred at the Company's election and that no payments of dividends
can be made on the Company's common or preferred stocks during the
deferral period. The Company discussed its decision to defer payments
on the trust preferred securities effective with the June payments and
to suspend payment of common and preferred dividends which were
largely curtailed earlier this year.
This Current Report on Form 8-K contains forward-looking statements that are
subject to certain risks and uncertainties that could cause actual results to
differ from those projected. The most significant of these risks and
uncertainties are: (1) political conditions, social conditions, monetary and
fiscal policies and general economic and other environmental conditions,
including the impact of the ongoing disruption in the capital markets and
deterioration of the U.S. economy, as well as the potential for further
deterioration and disruption, and the impact of these factors on customer
spending, delinquencies, charge-offs, the value of and ability to realize
expected returns on investments, the performance of our business credit card
securitization trust and other results of operations ; (2) interest rate and
credit spread fluctuations; (3) factors affecting the Company's level of costs
and expenses including difficulties achieving expected operating cost reductions
due to, among other things, changes in personnel and changes in plans for
implementation of outsourcing initiatives; (4) factors affecting the Company's
level of liquidity, including funding decisions, the potential availability and
timing of the securitizations of receivables and the Company's ability to
monetize investments; (5) government regulation of banking and finance
businesses, including the effects of and changes in the level of scrutiny,
regulatory requirements and regulatory initiatives, certain mandatory and
possibly discretionary action by state and federal regulators, restrictions and
limitations imposed by banking laws, regulators, examinations and reviews, and
the effects of, and changes in, regulatory policies, guidance, interpretations
and initiatives and agreements between the Company and its regulators; (6)
effect of legal and regulatory developments relating to the legality of certain
business methods, practices and policies of credit card issuers and the ultimate
resolution of industry-related judicial proceedings relating to the legality of
certain interchange rates; (7) the amount and cost of financing available to the
Company; (8) the ratings on the debt of Advanta Corp. and its subsidiaries; (9)
the impact of litigation and legal, regulatory, administrative or other claims,
investigations or proceedings including judgments, settlements and actual or
anticipated insurance recoveries for costs or judgments; and (10) factors
impacting the successful execution and completion of the tender offer for the
trust preferred securities. Additional risks that may affect the Company's
future performance are detailed in the Company's filings with the Securities and
Exchange Commission, including its most recent Annual Report on Form 10-K and
its Quarterly Reports on Form 10-Q.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Advanta Corp.
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(Registrant)
Date: April 30, 2009
By: /s/ Jay A. Dubow
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Jay A. Dubow, Chief Administrative
Officer, Senior Vice President,
Secretary and General Counsel