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): January 25, 2012 (January 25, 2012)

 


 

BankUnited, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-35039

 

27-0162450

(State of Incorporation)

 

(Commission File Number)

 

(I.R.S. Employer Identification No.)

 

14817 Oak Lane

Miami Lakes, FL 33016

(Address of principal executive offices) (Zip Code)

 

(305) 569-2000

(Registrant’s telephone number, including area code)

 

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:

 

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 2.02               Results of Operations and Financial Condition.

 

On January 25, 2012, BankUnited, Inc. (the “Company”) reported its earnings for the quarter and year ended December 31, 2011. A copy of the Company’s press release containing this information is being furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 9.01               Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit
Number

 

Description

 

 

 

99.1

 

Press release dated January 25, 2012

 

2



 

SIGNATURE

 

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.

 

Dated: January 25, 2012

 

BANKUNITED, INC.

 

 

 

 

 

 

 

/s/ Douglas J. Pauls

 

 

 

Name:

Douglas J. Pauls

 

 

 

Title:

Chief Financial Officer

 

 

3



 

EXHIBIT INDEX

 

Exhibit
Number

 

Description

 

 

 

99.1

 

Press release dated January 25, 2012

 

4


Exhibit 99.1

 

BANKUNITED, INC. REPORTS 2011 RESULTS, STRONG LOAN GROWTH

 

MIAMI LAKES, Fla.—(BUSINESS WIRE)—Jan. 25, 2012— BankUnited, Inc. (the “Company”) (NYSE:BKU) today announced financial results for the quarter and year ended December 31, 2011.

 

For the quarter ended December 31, 2011, the Company reported net income of $41.3 million or $0.41 per diluted share. For the quarter ended December 31, 2010, net income was $27.8 million, or $0.30 per diluted share. The fourth quarter of 2011 included a pre-tax net loss of approximately $14.3 million on the sale of covered loans from our portfolio, as compared to a pre-tax net loss of approximately $18.6 million on the sale of covered loans in the fourth quarter of 2010.

 

For the year ended December 31, 2011, net income was $63.2 million, or $0.62 per diluted share as compared to $184.7 million, or $1.99 per share for the year ended December 31, 2010. Net income for 2011 reflects a previously disclosed one-time charge of $110.4 million, recorded in conjunction with the Company’s initial public offering (IPO) in the first quarter of 2011. The $110.4 million charge, which is not deductible for income tax purposes, reduced net income by $110.4 million, or $1.16 per share.

 

All earnings per share amounts reflect the 10-for-1 split of the Company’s outstanding common shares effective January 10, 2011.

 

John Kanas, Chairman, President and Chief Executive Officer, said “We are extremely pleased with the quarter’s results as well as those of the entire year. The bank has very strong momentum of both balance sheet growth and earnings as we head into next year. We look forward to completing the Herald National Bank acquisition in the first quarter of 2012.”

 

Financial Highlights

 

·                  Loans originated or purchased by the Company since May 21, 2009, or “new loans”, grew by $447.0 million during the fourth quarter. For the year ended December 31, 2011, new loans increased by $1.2 billion to $1.7 billion. For 2011, new loan growth outpaced the resolution of covered loans, resulting in net growth in the loan portfolio. The Company expects this trend to continue in 2012.

 

·                  In the fourth quarter of 2011, deposits grew $416.3 million to $7.4 billion, an annualized growth rate of 24%. For the year ended December 31, 2011, deposits grew $201.0 million. The cost of deposits was 1.0% for the fourth quarter of 2011 as compared to 1.4% for the fourth quarter of 2010.

 

·                  Book value and tangible book value per common share were $15.71 and $15.01, respectively, at December 31, 2011.

 

·                  We continue to expand our branch network, opening 12 branches during the fourth quarter, bringing our total branches to 95 at December 31, 2011. In 2012, the Company expects to open 10 new branches.

 

·                  Subject to the satisfaction of certain conditions contained in the Merger Agreement between the Company and Herald National Bank, the Company expects to complete the Herald acquisition during the first quarter of 2012.

 

Capital Ratios

 

BankUnited continues to maintain a robust capital position. The Bank’s capital ratios at December 31, 2011 were as follows:

 

Tier 1 leverage

 

10.8

%

Tier 1 risk-based capital

 

34.6

%

Total risk-based capital

 

35.9

%

 

BankUnited continues to exceed all regulatory guidelines required to be considered well capitalized.

 

At December 31, 2011, BankUnited, Inc.’s tangible common equity to tangible assets ratio was 13.0% (see Non-GAAP Financial Measure below).

 

Loans

 

Total loans, net of discount and deferred fees and costs, increased to $4.1 billion at December 31, 2011 from $3.9 billion at December 31, 2010 as growth in new loans outpaced the continuing resolution of covered loans. New loans increased by $1.2 billion to $1.7 billion at December 31, 2011 from $548.9 million at December 31, 2010. Covered loans declined to $2.5 billion at December 31, 2011 from $3.4 billion at December 31, 2010.

 

In the fourth quarter of 2011, new commercial loans (including commercial loans, commercial real estate loans, and leases) grew

 

1



 

$350.0 million to $1.3 billion, reflecting the Company’s expansion of market share in Florida. For the year ended December 31, 2011, the portfolio of new commercial loans grew $837.4 million from $430.2 million to $1.3 billion.

 

For the quarter ended December 31, 2011, the Company’s portfolio of new residential loans grew $97.6 million to $463.5 million, primarily reflecting the Company’s purchase of residential loans outside of Florida to help diversify credit risk within the residential portfolio. For the year ended December 31, 2011, the portfolio of new residential loans grew $347.8 million from $115.7 million to $463.5 million.

 

A comparison of portfolio composition at December 31, 2011 and 2010 is as follows:

 

 

 

New Loans

 

Total loans

 

 

 

December 31, 2011

 

December 31, 2010

 

December 31, 2011

 

December 31, 2010

 

Single family residential and home equity

 

26.7%

 

 

21.1%

 

 

59.9%

 

 

75.2%

 

 

Commercial real estate

 

26.0%

 

 

29.7%

 

 

19.3%

 

 

15.9%

 

 

Commercial

 

47.1%

 

 

48.6%

 

 

20.6%

 

 

8.7%

 

 

Consumer

 

0.2%

 

 

0.6%

 

 

0.2%

 

 

0.2%

 

 

 

Asset Quality

 

The Company’s asset quality remained strong, with credit risk limited by its Loss Sharing Agreements with the FDIC. At December 31, 2011, covered loans represented 59% of the total loan portfolio, as compared to 86% at December 31, 2010.

 

The ratio of non-performing loans to total loans was 0.7% at December 31, 2011 as compared to 0.9% at September 30, 2011 and 0.7% at December 31, 2010. At December 31, 2011, non-performing assets totaled $152.6 million, including $123.7 million of other real estate owned (“OREO”) as compared to $162.0 million, including $125.0 million of OREO, at September 30, 2011, and $232.5 million, including $206.7 million of OREO, at December 31, 2010. All OREO at December 31, 2011 is covered by the Company’s Loss Sharing Agreements.

 

For the quarters ended December 31, 2011 and 2010, the Company recorded a provision for loan losses of $4.0 million and $6.3 million, respectively. Of these amounts ($4.9) million and $4.0 million, respectively, related to covered loans and $8.9 million and $2.3 million, respectively, related to loans originated since May 21, 2009. The recovery of provision for covered loans for the quarter ended December 31, 2011 resulted primarily from improved cash flows in the commercial ACI portfolio. The provisions related to covered loans were significantly mitigated by (decreases) increases in non-interest income recorded in “Net gain on indemnification asset.”

 

For the years ended December 31, 2011 and 2010, the Company recorded a provision for loan losses of $13.8 million and $51.4 million, respectively. Of these amounts, ($7.7) million and $46.5 million, respectively, related to covered loans, and $21.5 million and $4.9 million, respectively, related to new loans. The provisions related to covered loans were significantly mitigated by (decreases) increases in non-interest income recorded in “Net gain on indemnification asset.”

 

The following table summarizes the activity in the allowance for loan losses for the three months and years ended December 31, 2011 and 2010 (in thousands):

 

 

 

Three Months Ended December 31, 2011

 

Three Months Ended December 31, 2010

 

 

 

ACI Loans

 

Non-ACI Loans

 

New Loans

 

Total

 

ACI Loans

 

Non-ACI Loans

 

New Loans

 

Total

 

Balance at beginning of period

 

$

22,132

 

$

14,933

 

$

17,993

 

$

55,058

 

$

37,342

 

16,587

 

$

3,878

 

$

57,807

 

Provision

 

(3,015

)

(1,872

)

8,899

 

4,012

 

6,955

 

(3,012

)

2,307

 

6,250

 

Charge-offs

 

(2,785

)

(5,444

)

(2,573

)

(10,802

)

(4,372

)

(1,291

)

(34

)

(5,697

)

Recoveries

 

 

125

 

9

 

134

 

 

 

 

 

Balance at end of period

 

$

16,332

 

$

7,742

 

$

24,328

 

$

48,402

 

$

39,925

 

$

12,284

 

$

6,151

 

$

58,360

 

 

 

 

Year Ended December 31, 2011

 

Year Ended December 31, 2010

 

 

 

ACI Loans

 

Non-ACI Loans

 

New Loans

 

Total

 

ACI Loans

 

Non-ACI Loans

 

New Loans

 

Total

 

Balance at beginning of period

 

$

39,925

 

$

12,284

 

$

6,151

 

$

58,360

 

$

20,021

 

$

1,266

 

$

1,334

 

$

22,621

 

Provision

 

(11,278

)

3,586

 

21,520

 

13,828

 

33,928

 

12,553

 

4,926

 

51,407

 

Charge-offs

 

(13,527

)

(8,489

)

(3,367

)

(25,383

)

(14,024

)

(1,535

)

(109

)

(15,668

)

Recoveries

 

1,212

 

361

 

24

 

1,597

 

 

 

 

 

Balance at end of period

 

$

16,332

 

$

7,742

 

$

24,328

 

$

48,402

 

$

39,925

 

$

12,284

 

$

6,151

 

$

58,360

 

 

Investment Securities

 

Investment securities grew to $4.2 billion at December 31, 2011 from $2.9 billion at December 31, 2010. The average yield on investment securities was 3.4% for the year ended December 31, 2011 as compared to 4.3% for the year ended December 31, 2010. The decline in yield reflects the impact of purchases of securities at lower prevailing market rates of interest. The effective duration of the Company’s investment portfolio was approximately 1.8 years at December 31, 2011.

 

2



 

Deposits

 

At December 31, 2011, deposits totaled $7.4 billion as compared to $7.2 billion at December 31, 2010. Demand deposits (including non-interest bearing and interest bearing) grew $380.0 million to $1.2 billion at December 31, 2011 from $844.5 million at December 31, 2010, or 45%. This was driven principally by growth in commercial and small business accounts. The average cost of deposits was 1.0% for the quarter ended December 31, 2011 as compared to 1.4% for the quarter ended December 31, 2010 and 1.1% for the year ended December 31, 2011 as compared to 1.5% for the year ended December 31, 2010. The decrease in the average cost of deposits was primarily attributable to be continued shift of deposit mix from time deposits to lower cost deposit products and a decline in market rates of interest.

 

Net Interest income

 

Net interest income for the quarter ended December 31, 2011 totaled $140.7 million, as compared to $102.0 million for the quarter ended December 31, 2010. Net interest income for the year ended December 31, 2011 was $499.2 million as compared to $389.5 million for the year ended December 31, 2010.

 

The Company’s net interest margin for the quarter and year ended December 31, 2011 was 6.5% and 6.1% respectively, as compared to 5.4% and 5.1% for the quarter and year ended December 31, 2010.

 

The Company’s net interest margin for the quarter and year ended December 31, 2011, and to a lesser extent in the quarter and year ended December 31, 2010, was impacted by reclassification from non-accretable difference to accretable yield on ACI loans (defined as covered loans acquired with evidence of deterioration in credit quality). Non-accretable difference at the Acquisition represented the difference between the total contractual payments due and the cash flows expected to be received on these loans. The accretable yield on ACI loans represents the amount by which undiscounted expected future cash flows exceed the carrying value of the loans. As the Company’s expected cash flows from ACI loans have increased since the Acquisition, the Company reclassified amounts from non-accretable difference to accretable yield.

 

Changes in accretable yield on ACI loans for the years ended December 31, 2011 and 2010 were as follows (in thousands):

 

 

 

Year ended
December 31, 2011

 

Year ended
December 31, 2010

 

Balance, beginning of period

 

$

1,833,974

 

$

1,734,233

 

Reclassifications from non-accretable difference

 

135,933

 

487,718

 

Accretion

 

(446,292

)

(387,977

)

Balance, end of period

 

$

1,523,615

 

$

1,833,974

 

 

Non-interest Income

 

Non-interest income for the quarter ended December 31, 2011 was $13.3 million, as compared to $60.3 million for the quarter ended December 31, 2010. For the year ended December 31, 2011, non-interest income was $163.2 million as compared to $297.8 million for the year ended December 31, 2010.

 

Non-interest income for the quarter and year ended December 31, 2011 was impacted by lower accretion of discount on the FDIC indemnification asset of $10.7 million and $55.9 million respectively, as compared to $17.8 million and $134.7 million, respectively, for the quarter and year ended December 31, 2010. As the expected cash flows from ACI loans have increased as discussed above, the Company expects reduced cash flows from the FDIC indemnification asset, resulting in lowered accretion.

 

Income from resolution of covered assets, net was $11.7 million and $18.8 million, respectively, for the quarter and year ended December 31, 2011, as compared to $8.7 million and $121.5 respectively, for the quarter and year ended December 31, 2010. As the Company has reclassified amounts from non-accretable difference to accretable yield as discussed above, income from the resolution of loans has generally decreased.

 

Net gain on indemnification asset was $43.0 million and $79.8 million, respectively, for the quarter and year ended December 31, 2011, as compared to $62.7 million and $17.7 million, respectively, for the quarter and year ended December 31, 2010. The net gains in the fourth quarter of 2011 and 2010 were impacted by the loss on sale of loans of ($70.4) million and ($76.4) million, respectively, recorded on the sale of covered loans. The loss on the sale of covered loans is significantly mitigated by the related gain on the indemnification asset. Other factors impacting these changes included the variance in OREO and foreclosure related expenses and gains (losses) on the sale of OREO as discussed below, as well as the variance in the provision for losses on covered loans and in income from resolution of covered assets, net as discussed above.

 

Non-interest Expense

 

Non-interest expense totaled $75.8 million for the quarter ended December 31, 2011 as compared to $103.3 million for the quarter ended December 31, 2010. The fourth quarter of 2010 included a non-recurring expense related to the change in fair value of the Company’s warrant issued to the FDIC of $17.3 million, as well as $10.8 million in incremental salary and benefits expense related to executive management equity awards. For the year ended December 31, 2011, non-interest expense totaled $455.8 million, as compared to $323.3 million for the year ended December 31, 2010. Non-interest expense for the year ended December 31, 2011 included a one-time compensation expense of $110.4 million recorded in conjunction with the Company’s IPO in the first quarter of 2011.

 

Employee compensation and benefits (excluding the one-time charge of $110.4 million and the incremental $10.8 million expense discussed above) and occupancy and equipment expense increased for the three months and year ended December 31, 2011 over the respective 2010 periods, reflecting the Company’s hiring of experienced commercial lending teams and the opening and

 

3



 

refurbishment of branches. For the year ended December 31, 2011, the aggregate of OREO related expense, gain (loss) on sale of OREO, foreclosure expense, and impairment of other real estate owned totaled $80.1 million, as compared to $68.0 million for the year ended December 31, 2010. The higher level of expense for the year ended December 31, 2011 reflected the continuing high volume of foreclosure and OREO sales activity, and depreciation in home prices in the Company’s market areas.

 

Non-GAAP Financial Measure

 

Tangible common equity to tangible assets is a non-GAAP financial measure. For purposes of computing tangible common equity to tangible assets, tangible common equity is calculated as common stockholders’ equity less goodwill and other intangible assets, net, and tangible assets is calculated as total assets less goodwill and other intangible assets, net. Tangible common equity to tangible assets should not be viewed as a substitute for total stockholders’ equity to total assets. The most directly comparable GAAP financial measure is total stockholders’ equity to total assets. See the reconciliation below (dollars in thousands):

 

 

 

December 31,
2011

 

December 31,
2010

 

Total stockholders’ equity

 

$

1,535,280

 

$

1,253,508

 

Less: goodwill and other intangible assets

 

68,667

 

69,011

 

Tangible common stockholders’ equity

 

$

1,466,613

 

$

1,184,497

 

 

 

 

 

 

 

Total assets

 

$

11,322,038

 

$

10,869,560

 

Less: goodwill and other intangible assets

 

68,667

 

69,011

 

Tangible Assets

 

$

11,253,371

 

$

10,800,549

 

 

 

 

 

 

 

Total stockholders’ equity to total assets

 

13.56

%

11.53

%

Tangible common equity to tangible assets

 

13.03

%

10.97

%

 

Management of the Company believes this non-GAAP financial measure provides an additional meaningful method of evaluating certain aspects of the Company’s capital strength from period to period on a basis that may not be otherwise apparent under GAAP. Management also believes that this non-GAAP financial measure, which complements the capital ratios defined by regulators, is useful to investors who are interested in the Company’s equity to assets ratio exclusive of the effect of changes in intangible assets on equity and total assets.

 

About BankUnited and the Acquisition

 

BankUnited, Inc. is a savings and loan holding company with two wholly-owned subsidiaries: BankUnited, which is one of the largest independent depository institutions headquartered in Florida by assets, and BankUnited Investment Services, Inc., a Florida insurance agency which provides comprehensive wealth management products and financial planning services. BankUnited is a federally-chartered, federally-insured savings association headquartered in Miami Lakes, Florida, with $11.3 billion of assets, more than 1,300 professionals and 95 branches in 15 counties at December 31, 2011.

 

The Company was organized by a management team led by its Chairman, President and Chief Executive Officer, John A. Kanas, on April 28, 2009. On May 21, 2009, BankUnited was granted a savings association charter and the newly formed bank acquired substantially all of the assets and assumed all of the non-brokered deposits and substantially all other liabilities of BankUnited, FSB from the FDIC, in a transaction referred to as the “Acquisition”. Concurrently with the Acquisition, BankUnited entered into two loss sharing agreements, or the “Loss Sharing Agreements”, which cover certain legacy assets, including the entire legacy loan portfolio and OREO, and certain purchased investment securities. Assets covered by the Loss Sharing Agreements are referred to as “covered assets” (or, in certain cases, “covered loans”). The Loss Sharing Agreements do not apply to subsequently acquired, purchased or originated assets. Pursuant to the terms of the Loss Sharing Agreements, the covered assets are subject to a stated loss threshold whereby the FDIC will reimburse BankUnited for 80% of losses, including certain interest and expenses, up to the $4.0 billion stated threshold and 95% of losses in excess of the $4.0 billion stated threshold. The Company’s current estimate of cumulative losses on the covered assets is approximately $4.7 billion. The Company has received $1.9 billion from the FDIC in reimbursements under the Loss Sharing Agreements for claims filed for incurred losses as of December 31, 2011.

 

Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that reflect the Company’s current views with respect to, among other things, future events and financial performance. The Company generally identifies forward-looking statements by terminology such as “outlook”, “believes,” “expects,” “potential,” “continues,” “may,” “will,” “could,” “should,” “seeks,” “approximately,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of those words or other comparable words. Any forward-looking statements contained in this press release are based on the historical performance of the Company and its subsidiaries or on the Company’s current plans, estimates and expectations. The inclusion of this forward-looking information should not be regarded as a representation by the Company that the future plans, estimates or expectations contemplated by the Company will be achieved. Such forward-looking statements are subject to various risks and uncertainties and assumptions relating to the Company’s operations, financial results, financial condition, business prospects, growth strategy, ability to complete the Herald acquisition and liquidity. If one or more of

 

4



 

these or other risks or uncertainties materialize, or if the Company’s underlying assumptions prove to be incorrect, the Company’s actual results may vary materially from those indicated in these statements. These factors should not be construed as exhaustive. The Company does not undertake any obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise. A number of important factors could cause actual results to differ materially from those indicated by the forward-looking statements. Information on these factors can be found in the 2010 Annual Report on Form 10-K and the Quarterly Reports on Form 10-Q filed by the Company with the SEC and available at the SEC’s website (www.sec.gov).

 

Legal Information

 

On November 16, 2011, the Company filed a definitive Proxy Statement/Prospectus with the SEC regarding the proposed merger with Herald. This Proxy Statement/Prospectus has been mailed to Herald shareholders. INVESTORS ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED MERGER AND ANY OTHER RELEVANT DOCUMENTS FILED BY THE COMPANY WITH THE SEC AND BY HERALD WITH THE OCC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY DO OR WILL CONTAIN IMPORTANT INFORMATION.

 

Investors can obtain a free copy of the Proxy Statement/Prospectus, as well as other filings containing information about the Company and Herald at the SEC’s website (http://www.sec.gov), with respect to information about the Company, and Herald’s website (www.heraldnb.com), with respect to information about Herald. Investors can also obtain these documents, free of charge, at http://www.bankunited.com under the tab “About Us” and then under the heading “Investor Relations” and then under “SEC Filings.” Copies of the Proxy Statement/Prospectus and any other filing by the Company with the SEC and by Herald with the OCC can also be obtained, free of charge, by directing a request to Douglas J. Pauls, 14817 Oak Lane, Miami Lakes, FL 33016, (305) 461-6841.

 

BANKUNITED, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS - UNAUDITED
(Dollars in thousands, except per share data)

 

 

 

December
31,
2011

 

December
31,
2010

 

ASSETS

 

 

 

 

 

Cash and due from banks:

 

 

 

 

 

Non-interest bearing

 

$

39,894

 

$

44,860

 

Interest bearing

 

13,160

 

12,523

 

Due from Federal Reserve Bank

 

247,488

 

502,828

 

Federal funds sold

 

3,200

 

4,563

 

Cash and cash equivalents

 

303,742

 

564,774

 

Investment securities available for sale, at fair value (including covered securities of $232,194 and $263,568)

 

4,181,977

 

2,926,602

 

Federal Home Loan Bank stock

 

147,055

 

217,408

 

Loans held for sale

 

3,952

 

2,659

 

Loans (including covered loans of $2,422,811 and $3,396,047)

 

4,137,058

 

3,934,217

 

Allowance for loan losses

 

(48,402

)

(58,360

)

Loans, net

 

4,088,656

 

3,875,857

 

 

 

 

 

 

 

FDIC indemnification asset

 

2,049,151

 

2,667,401

 

Bank owned life insurance

 

204,077

 

207,061

 

Other real estate owned, covered by loss sharing agreements

 

123,737

 

206,680

 

Deferred tax asset, net

 

19,485

 

 

Income tax receivable

 

 

10,862

 

Goodwill and other intangible assets

 

68,667

 

69,011

 

Other assets

 

131,539

 

121,245

 

Total assets

 

$

11,322,038

 

$

10,869,560

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Liabilities:

 

 

 

 

 

Demand deposits:

 

 

 

 

 

Non-interest bearing

 

$

770,846

 

$

494,499

 

Interest bearing

 

453,666

 

349,985

 

Savings and money market

 

3,553,018

 

3,134,884

 

Time

 

2,587,184

 

3,184,360

 

Total deposits

 

7,364,714

 

7,163,728

 

 

 

 

 

 

 

Securities sold under agreements to repurchase

 

206

 

492

 

Federal Home Loan Bank advances

 

2,236,131

 

2,255,200

 

Income taxes payable

 

53,171

 

 

Deferred tax liability, net

 

 

4,618

 

Advance payments by borrowers for taxes and insurance

 

21,838

 

22,563

 

Other liabilities

 

110,698

 

169,451

 

Total liabilities

 

9,786,758

 

9,616,052

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Common Stock, par value $0.01 per share 400,000,000 and 110,000,000 shares authorized; 97,700,829 and 92,971,850 shares issued and outstanding

 

977

 

930

 

Paid-in capital

 

1,240,068

 

950,831

 

Retained earnings

 

276,216

 

269,781

 

Accumulated other comprehensive income

 

18,019

 

31,966

 

Total stockholders’ equity

 

1,535,280

 

1,253,508

 

Total liabilities and stockholders’ equity

 

$

11,322,038

 

$

10,869,560

 

 

5



 

BANKUNITED, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME - UNAUDITED
(Dollars in thousands, except per share data)

 

 

 

Three Months Ended December

 

Year Ended December

 

 

 

31,

 

31,

 

 

 

2011

 

2010

 

2011

 

2010

 

 

 

 

 

 

 

 

 

 

 

Interest income:

 

 

 

 

 

 

 

 

 

Interest and fees on loans

 

$

142,185

 

$

111,376

 

$

512,728

 

$

431,468

 

Interest and dividends on investment securities available for sale

 

31,856

 

30,880

 

122,626

 

124,262

 

Other

 

598

 

473

 

2,743

 

1,958

 

 

 

 

 

 

 

 

 

 

 

Total interest income

 

174,639

 

142,729

 

638,097

 

557,688

 

 

 

 

 

 

 

 

 

 

 

Interest expense:

 

 

 

 

 

 

 

 

 

Interest on deposits

 

18,006

 

24,713

 

75,773

 

108,344

 

Interest on borrowings

 

15,920

 

15,992

 

63,164

 

59,856

 

 

 

 

 

 

 

 

 

 

 

Total interest expense

 

33,926

 

40,705

 

138,937

 

168,200

 

 

 

 

 

 

 

 

 

 

 

Net interest income before provision for loan losses

 

140,713

 

102,024

 

499,160

 

389,488

 

Provision for loan losses

 

4,012

 

6,250

 

13,828

 

51,407

 

 

 

 

 

 

 

 

 

 

 

Net interest income after provision for loan losses

 

136,701

 

95,774

 

485,332

 

338,081

 

 

 

 

 

 

 

 

 

 

 

Non-interest income:

 

 

 

 

 

 

 

 

 

Accretion of discount on FDIC indemnification asset

 

10,654

 

17,788

 

55,901

 

134,703

 

Income from resolution of covered assets, net

 

11,708

 

8,685

 

18,776

 

121,462

 

Net gain on indemnification asset

 

42,955

 

62,668

 

79,812

 

17,736

 

FDIC reimbursement of costs of resolution of covered assets

 

6,928

 

7,369

 

31,528

 

29,762

 

Service charges

 

2,733

 

2,673

 

11,128

 

10,567

 

Loss on sale of loans, net

 

(70,117

)

(76,310

)

(69,714

)

(76,310

)

Gain (loss) on sale or exchange of investment securities available for sale

 

(79

)

1,294

 

1,136

 

(998

)

Mortgage insurance income

 

4,676

 

6,344

 

16,904

 

18,441

 

Settlement with the FDIC

 

 

24,055

 

 

24,055

 

Investment services income

 

1,336

 

1,805

 

7,496

 

6,226

 

Other non-interest income

 

2,548

 

3,888

 

10,250

 

12,135

 

 

 

 

 

 

 

 

 

 

 

Total non-interest income

 

13,342

 

60,259

 

163,217

 

297,779

 

 

 

 

 

 

 

 

 

 

 

Non-interest expense:

 

 

 

 

 

 

 

 

 

Employee compensation and benefits

 

40,971

 

44,152

 

272,991

 

144,486

 

Occupancy and equipment

 

10,405

 

8,548

 

36,680

 

28,692

 

Impairment of other real estate owned

 

2,746

 

3,967

 

24,569

 

16,131

 

Foreclosure expense

 

4,590

 

3,678

 

18,976

 

30,669

 

(Gain) loss on sale of OREO

 

(3,763

)

4,444

 

23,576

 

2,174

 

OREO related expense

 

3,881

 

5,830

 

13,001

 

19,003

 

Change in value of FDIC warrant

 

 

17,330

 

 

21,832

 

Deposit insurance expense

 

1,828

 

3,479

 

8,480

 

13,899

 

Professional fees

 

5,126

 

5,608

 

17,330

 

14,677

 

Telecommunications and data processing

 

2,266

 

3,549

 

12,041

 

12,321

 

Other non-interest expense

 

7,775

 

2,687

 

28,161

 

19,436

 

 

 

 

 

 

 

 

 

 

 

Total non-interest expense

 

75,825

 

103,272

 

455,805

 

323,320

 

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

74,218

 

52,761

 

192,744

 

312,540

 

Provision for income taxes

 

32,938

 

24,948

 

129,576

 

127,805

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

41,280

 

$

27,813

 

$

63,168

 

$

184,735

 

 

 

 

 

 

 

 

 

 

 

Earnings per common share, basic

 

$

0.41

 

$

0.30

 

$

0.63

 

$

1.99

 

 

 

 

 

 

 

 

 

 

 

Earnings per common share, diluted

 

$

0.41

 

$

0.30

 

$

0.62

 

$

1.99

 

 

 

 

 

 

 

 

 

 

 

Cash dividends declared per common share

 

$

0.14

 

$

0.22

 

$

0.56

 

$

0.37

 

 

6



 

BankUnited Inc. and Subsidiaries

Average balances and yields

 

 

 

For the Three Months Ended December 31,

 

 

 

2011

 

2010

 

 

 

Average
Balance

 

Interest

 

Yield/
Rate(1)

 

Average
Balance

 

Interest

 

Yield/
Rate(1)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest earning assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment securities available for sale

 

$

4,113,223

 

$

31,856

 

3.10

%

$

3,012,232

 

$

30,880

 

4.10

%

Other interest earning assets

 

617,501

 

598

 

0.38

%

658,313

 

473

 

0.29

%

Loans

 

3,982,354

 

142,185

 

14.25

%

3,968,777

 

111,376

 

11.20

%

Total interest earning assets

 

8,713,078

 

174,639

 

8.00

%

7,639,322

 

142,729

 

7.46

%

Allowance for loan losses

 

(53,811

)

 

 

 

 

(59,023

)

 

 

 

 

Noninterest earning assets

 

2,597,226

 

 

 

 

 

3,375,603

 

 

 

 

 

Total assets

 

$

11,256,493

 

 

 

 

 

$

10,955,902

 

 

 

 

 

Liabilities and Stockholders’ Equity:

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest bearing liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest bearing deposits:

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest bearing demand

 

$

422,193

 

$

685

 

0.64

%

$

333,445

 

$

558

 

0.66

%

Savings and money market

 

3,535,825

 

7,178

 

0.81

%

3,056,200

 

7,821

 

1.02

%

Time

 

2,534,917

 

10,143

 

1.59

%

3,360,614

 

16,334

 

1.93

%

Total interest bearing deposits

 

6,492,935

 

18,006

 

1.10

%

6,750,259

 

24,713

 

1.45

%

Borrowings:

 

 

 

 

 

 

 

 

 

 

 

 

 

FHLB advances

 

2,238,982

 

15,919

 

2.82

%

2,257,881

 

15,991

 

2.81

%

Short term borrowings

 

328

 

1

 

0.49

%

257

 

1

 

0.34

%

Total interest bearing liabilities

 

8,732,245

 

33,926

 

1.54

%

9,008,397

 

40,705

 

1.79

%

Non-interest bearing demand deposits

 

708,490

 

 

 

 

 

518,785

 

 

 

 

 

Other non-interest bearing liabilities

 

299,902

 

 

 

 

 

193,166

 

 

 

 

 

Total liabilities

 

9,740,637

 

 

 

 

 

9,720,348

 

 

 

 

 

Stockholders’ equity

 

1,515,856

 

 

 

 

 

1,235,554

 

 

 

 

 

Total liabilities and stockholders’ equity

 

$

11,256,493

 

 

 

 

 

$

10,955,902

 

 

 

 

 

Net interest income

 

 

 

$

140,713

 

 

 

 

 

$

102,024

 

 

 

Interest rate spread

 

 

 

 

 

6.46

%

 

 

 

 

5.67

%

Net interest margin

 

 

 

 

 

6.46

%

 

 

 

 

5.35

%

 


(1) Annualized

 

BankUnited Inc. and Subsidiaries

Average balances and yields

 

 

 

For the Year Ended December 31,

 

 

 

2011

 

2010

 

 

 

Average
Balance

 

Interest

 

Yield/
Rate

 

Average
Balance

 

Interest

 

Yield/
Rate

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest earning assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment securities available for sale

 

$

3,654,137

 

$

122,626

 

3.36

%

$

2,891,493

 

$

124,262

 

4.30

%

Other interest earning assets

 

628,782

 

2,743

 

0.44

%

640,506

 

1,958

 

0.31

%

Loans

 

3,848,837

 

512,728

 

13.32

%

4,181,062

 

431,468

 

10.32

%

Total interest earning assets

 

8,131,756

 

638,097

 

7.85

%

7,713,061

 

557,688

 

7.23

%

Allowance for loan losses

 

(57,462

)

 

 

 

 

(38,236

)

 

 

 

 

Noninterest earning assets

 

2,866,486

 

 

 

 

 

3,513,839

 

 

 

 

 

Total assets

 

$

10,940,780

 

 

 

 

 

$

11,188,664

 

 

 

 

 

Liabilities and Stockholders’ Equity:

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest bearing liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest bearing deposits:

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest bearing demand

 

$

382,329

 

$

2,499

 

0.65

%

$

273,897

 

$

1,981

 

0.72

%

Savings and money market

 

3,366,466

 

29,026

 

0.86

%

2,870,768

 

34,243

 

1.19

%

Time

 

2,585,201

 

44,248

 

1.71

%

3,889,961

 

72,120

 

1.85

%

Total interest bearing deposits

 

6,333,996

 

75,773

 

1.20

%

7,034,626

 

108,344

 

1.54

%

Borrowings:

 

 

 

 

 

 

 

 

 

 

 

 

 

FHLB advances

 

2,246,068

 

63,158

 

2.81

%

2,244,601

 

59,784

 

2.66

%

Short term borrowings

 

1,333

 

6

 

0.48

%

7,812

 

72

 

0.92

%

Total interest bearing liabilities

 

8,581,397

 

138,937

 

1.62

%

9,287,039

 

168,200

 

1.81

%

Non-interest bearing demand deposits

 

622,377

 

 

 

 

 

440,673

 

 

 

 

 

Other non-interest bearing liabilities

 

282,416

 

 

 

 

 

263,789

 

 

 

 

 

Total liabilities

 

9,486,190

 

 

 

 

 

9,991,501

 

 

 

 

 

Stockholders’ equity

 

1,454,590

 

 

 

 

 

1,197,163

 

 

 

 

 

Total liabilities and stockholders’ equity

 

$

10,940,780

 

 

 

 

 

$

11,188,664

 

 

 

 

 

Net interest income

 

 

 

$

499,160

 

 

 

 

 

$

389,488

 

 

 

Interest rate spread

 

 

 

6.23

%

 

 

 

 

5.42

%

 

 

Net interest margin

 

 

 

6.14

%

 

 

 

 

5.05

%

 

 

 

7



 

BankUnited, Inc.

Selected Ratios

 

 

 

 

 

 

 

 

 

Year ended

 

 

 

Three months ended

 

Three months ended

 

Year ended

 

December

 

Financial ratios

 

December 31, 2011

 

December 31, 2010

 

December 31, 2011

 

31, 2010

 

Return on average assets

 

1.45

%

1.01

%

0.58

%

1.65

%

Return on average stockholder’s equity

 

10.80

%

8.93

%

4.34

%

15.43

%

Net interest margin

 

6.46

%

5.35

%

6.14

%

5.05

%

 

Capital ratios

 

December 31, 2011

 

December 31, 2010

 

 

 

 

 

Tier 1 risk-based capital

 

34.59

%

41.30

%

 

 

 

 

Total risk-based capital

 

35.86

%

42.04

%

 

 

 

 

Tier 1 leverage

 

10.77

%

10.34

%

 

 

 

 

 

Asset quality ratios

 

December 31, 2011

 

December 31, 2010

 

 

 

 

 

Non-performing loans to total loans (1) (3)

 

0.70

%

0.66

%

 

 

 

 

Non-performing assets to total assets (2)

 

1.35

%

2.14

%

 

 

 

 

Allowance for loan losses to total loans

 

1.17

%

1.48

%

 

 

 

 

Allowance for loan losses to non-performing loans (1)

 

167.59

%

226.35

%

 

 

 

 

Net charge-offs to average loans

 

0.62

%

0.37

%

 

 

 

 

 


(1)          We define non-performing loans to include nonaccrual loans, loans, other than ACI loans, that are past due 90 days or more and still accruing and certain loans modified in troubled debt restructurings. Contractually delinquent ACI loans on which interest continues to be accreted are excluded from non-performing loans. The carrying value of ACI loans contractually delinquent by more than 90 days, but not identified as non-performing was $361.4 million and $717.7 million at December 31, 2011 and December 31, 2010, respectively.

 

(2)          Non-performing assets include non-performing loans and other real estate owned.

 

(3)          Total loans is net of unearned discounts and deferred fees and costs.

 

Source: BankUnited, Inc.

 

BankUnited, Inc.

Investor Relations:

Douglas J. Pauls, 305-461-6841

dpauls@bankunited.com

or

Media Relations:

Mary Harris, 305-817-8117

mharris@bankunited.com

 

8