| 1 |
AMERICAN EXPRESS CO |
4. Loans
Loans at
September 30, 2009 and December 31, 2008 consisted
of:
|
|
|
|
|
|
|
|
(Millions)
|
|
2009 |
|
2008 |
|
|
|
|
U.S. Card
Services
|
|
$ |
22,686 |
|
$ |
32,684 |
|
|
|
|
International Card
Services
|
|
|
8,771 |
|
|
9,499 |
|
|
|
|
Global Commercial
Services
|
|
|
18 |
|
|
28 |
|
|
|
|
|
|
|
|
|
|
|
Cardmember lending,
gross
|
|
|
31,475 |
|
|
42,211 |
|
|
|
|
Less: Cardmember lending
reserve for losses
|
|
|
3,359 |
|
|
2,570 |
|
|
|
|
|
|
|
|
Cardmember lending,
net
|
|
$ |
28,116 |
|
$ |
39,641 |
|
|
|
|
|
|
|
|
|
|
|
Other loans, gross
(a)
|
|
$ |
541 |
|
$ |
1,057 |
|
|
|
|
Less: Other reserve for
losses
|
|
|
30 |
|
|
39 |
|
|
|
|
|
|
|
|
Other loans, net
|
|
$ |
511 |
|
$ |
1,018 |
| |
(a) |
Other loans primarily
represent small business installment loans, a store card portfolio
whose billed business is not processed on the Company’s
network and small business loans associated with the CPS
acquisition. Other loans at December 31, 2008, included a loan
to an affiliate in discontinued operations. |
The following
table presents changes in the cardmember lending reserve for losses
for the nine months ended September 30:
|
|
|
|
|
|
|
|
|
|
(Millions)
|
|
2009 |
|
|
2008 |
|
|
|
|
|
Balance,
January 1
|
|
$ |
2,570 |
|
|
$ |
1,831 |
|
|
|
|
|
Additions:
|
|
|
|
|
|
|
|
|
|
|
|
|
Cardmember lending
provisions (a)
|
|
|
3,665 |
|
|
|
3,209 |
|
|
|
|
|
Cardmember lending other
(b)
|
|
|
41 |
|
|
|
95 |
|
|
|
|
|
|
|
|
|
|
|
Total provision
|
|
|
3,706 |
|
|
|
3,304 |
|
|
|
|
|
|
|
|
|
|
|
Deductions:
|
|
|
|
|
|
|
|
|
|
|
|
|
Cardmember lending net
write-offs – principal (c)
|
|
|
(2,360 |
) |
|
|
(1,941 |
) |
|
|
|
|
Cardmember lending net
write-offs – interest and fees (c)
|
|
|
(376 |
) |
|
|
(437 |
) |
|
|
|
|
Cardmember lending other
(d)
|
|
|
(181 |
) |
|
|
(117 |
) |
|
|
|
|
|
|
|
|
|
|
Balance,
September 30
|
|
$ |
3,359 |
|
|
$ |
2,640 |
|
| |
(a) |
Represents loss provisions
for cardmember lending consisting of principal (resulting from
authorized transactions), interest, and fee reserves
components. |
| |
(b) |
Primarily represents
adjustments to cardmember lending receivables resulting from
unauthorized transactions. For the nine months ended
September 30, 2008, this amount also includes waived
fees. |
| |
(c) |
Cardmember lending net
write-offs – principal for September 30, 2009 and 2008
include recoveries of $253 million and $236 million, respectively.
Recoveries of interest and fees were de minimis. |
| |
(d) |
For September 30,
2009, this amount primarily includes $169 million of reserves that
were removed in connection with securitizations during the period,
which is offset in the allocated cost of the associated retained
subordinated securities. This amount also includes foreign currency
translation adjustments. Prior periods primarily included foreign
currency translation adjustments. |
The following
table presents changes in the other loans reserve for losses for
the nine months ended September 30:
|
|
|
|
|
|
|
|
|
|
(Millions)
|
|
2009 |
|
|
2008 |
|
|
|
|
|
Balance,
January 1
|
|
$ |
39 |
|
|
$ |
45 |
|
|
|
|
|
Provisions
|
|
|
64 |
|
|
|
29 |
|
|
|
|
|
Net write-offs and other
(a)
|
|
|
(73 |
) |
|
|
(30 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance,
September 30
|
|
$ |
30 |
|
|
$ |
44 |
|
| |
(a) |
Net write-offs and other
for September 30, 2009 and 2008 include recoveries of $9
million and $8 million, respectively, and foreign currency
translation adjustments of $(22) million and $7 million,
respectively. |
|
| 2 |
BB&T CORP |
NOTE 4. Loans and
Leases
The following
table provides a breakdown of BB&T’s loan portfolio as of
September 30, 2009 and December 31, 2008:
|
|
|
|
|
|
|
| |
|
September 30,
2009 |
|
December 31,
2008 |
| |
|
(Dollars in
millions) |
|
Loans and leases, net of
unearned income:
|
|
|
|
|
|
|
|
Commercial loans and
leases
|
|
$ |
49,591 |
|
$ |
50,480 |
|
Sales finance
|
|
|
6,493 |
|
|
6,354 |
|
Revolving credit
|
|
|
1,929 |
|
|
1,777 |
|
Direct retail
|
|
|
14,482 |
|
|
15,454 |
|
Residential mortgage
loans
|
|
|
15,463 |
|
|
17,091 |
|
Specialized
lending
|
|
|
7,497 |
|
|
6,089 |
|
Other acquired
loans
|
|
|
141 |
|
|
— |
|
|
|
|
|
|
|
|
Total loans and leases held
for investment (excluding covered loans)
|
|
|
95,596 |
|
|
97,245 |
|
Covered loans
|
|
|
8,305 |
|
|
— |
|
|
|
|
|
|
|
|
Total loans and leases held
for investment
|
|
|
103,901 |
|
|
97,245 |
|
Loans held for
sale
|
|
|
3,126 |
|
|
1,424 |
|
|
|
|
|
|
|
|
Total loans and
leases
|
|
$ |
107,027 |
|
$ |
98,669 |
|
|
|
|
|
|
|
Covered loans
represent loans acquired from the FDIC subject to one of the loss
sharing agreements. Other acquired loans represent consumer loans
acquired from the FDIC that are not subject to one of the loss
sharing agreements.
BB&T
evaluated purchased loans for impairment in accordance with the
provisions of FASB Topic 310-30: Loans and Debt Securities
Acquired with Deteriorated Credit Quality
(“Topic 310-30”). Purchased loans with evidence of
credit deterioration since origination and for which it is probable
that all contractually required payments will not be collected are
considered impaired. The following table reflects the carrying
value of all purchased impaired and nonimpaired loans as of
September 30, 2009:
|
|
|
|
|
|
|
|
|
|
| |
|
Purchased
Impaired
Loans |
|
Purchased
Nonimpaired
Loans |
|
Total |
| |
|
(Dollars in
millions) |
|
Residential mortgage
loans
|
|
$ |
819 |
|
$ |
899 |
|
$ |
1,718 |
|
Commercial real estate
loans
|
|
|
2,653 |
|
|
2,780 |
|
|
5,433 |
|
Commercial loans
|
|
|
93 |
|
|
1,061 |
|
|
1,154 |
|
|
|
|
|
|
|
|
|
|
|
Total covered
loans
|
|
|
3,565 |
|
|
4,740 |
|
|
8,305 |
|
Other acquired
loans
|
|
|
17 |
|
|
124 |
|
|
141 |
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$ |
3,582 |
|
$ |
4,864 |
|
$ |
8,446 |
|
|
|
|
|
|
|
|
|
|
As of
August 14, 2009, the preliminary estimate of the contractually
required payments receivable for all purchased impaired loans
acquired in the Colonial Bank transaction, including those covered
and not covered under loss sharing agreements with the FDIC, were
$8.0 billion, the cash flows expected to be collected were $4.4
billion including interest, and the estimated fair value of the
loans was $3.6 billion. These amounts were determined based upon
the estimated remaining life of the underlying loans, which
includes the effects of estimated prepayments. At
September 30, 2009, none of these loans were classified as
nonperforming assets. Therefore, interest income, through accretion
of the difference between the carrying amount of the loans and the
expected cash flows, is being recognized on all purchased impaired
loans. There was no allowance for credit losses related to the
purchased impaired loans at September 30, 2009. Because of the
short time period between the execution of the Purchase and
Assumption Agreement and September 30, 2009, certain amounts
related to the purchased impaired loans are preliminary estimates.
BB&T expects to finalize its analysis of these loans during the
fourth quarter of 2009, and, therefore, adjustments to the
estimated amounts may occur.
Changes in the
carrying amount and accretable yield for purchased impaired and
nonimpaired loans were as follows for both the three and nine
months ended September 30, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Purchased
Impaired |
|
|
Purchased Nonimpaired(1) |
|
| |
|
Accretable
Yield |
|
|
Carrying
Amount
of Loans |
|
|
Accretable
Yield |
|
|
Carrying
Amount of
Loans |
|
| |
|
(Dollars in
millions) |
|
|
Balance at beginning of
period
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
— |
|
|
Additions (2)
|
|
|
770 |
|
|
|
3,626 |
|
|
|
1,090 |
|
|
|
4,871 |
|
|
Accretion
|
|
|
(32 |
) |
|
|
32 |
|
|
|
(39 |
) |
|
|
39 |
|
|
Payments received,
net
|
|
|
— |
|
|
|
(76 |
) |
|
|
— |
|
|
|
(46 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at end of
period
|
|
$ |
738 |
|
|
$ |
3,582 |
|
|
$ |
1,051 |
|
|
$ |
4,864 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| (1) |
Excludes loans held for
sale. |
| (2) |
Represents the fair value
of the loans at the date of acquisition. |
For the
purchased nonimpaired loans, excluding loans held for sale, the
preliminary estimate as of the acquisition date of the
contractually required payments receivable were $8.5 billion, the
contractual cash flows not expected to be collected were $2.5
billion, and the estimated fair value of the loans was $4.9
billion. The difference between the carrying value of the purchased
nonimpaired loans and the expected cash flows is being accreted to
interest income over the remaining life of the loans. BB&T
expects to finalize its analysis of these loans during the fourth
quarter of 2009, and, therefore, adjustments to the estimated
amounts may occur.
An analysis of
the allowance for credit losses for the nine months ended
September 30, 2009 and 2008 is presented in the following
table:
|
|
|
|
|
|
|
|
|
| |
|
For the Nine
Months
Ended September 30, |
|
| |
|
2009 |
|
|
2008 |
|
| |
|
(Dollars in
millions) |
|
|
Beginning
balance
|
|
$ |
1,607 |
|
|
$ |
1,015 |
|
|
Other changes
|
|
|
70 |
|
|
|
(2 |
) |
|
Provision for credit
losses
|
|
|
2,086 |
|
|
|
917 |
|
|
Loans and leases
charged-off
|
|
|
(1,345 |
) |
|
|
(583 |
) |
|
Recoveries of previous
charge-offs
|
|
|
60 |
|
|
|
46 |
|
|
|
|
|
|
|
|
|
|
|
Net loans and leases
charged-off
|
|
|
(1,285 |
) |
|
|
(537 |
) |
|
|
|
|
|
|
|
|
|
|
Ending balance
|
|
$ |
2,478 |
|
|
$ |
1,393 |
|
|
|
|
|
|
|
|
|
|
|
Allowance for loan and
lease losses
|
|
$ |
2,379 |
|
|
$ |
1,377 |
|
|
Reserve for unfunded
lending commitments
|
|
|
99 |
|
|
|
16 |
|
|
|
|
|
|
|
|
|
|
|
Allowance for credit
losses
|
|
$ |
2,478 |
|
|
$ |
1,393 |
|
|
|
|
|
|
|
|
|
|
The following
table provides a summary of BB&T’s nonperforming and past
due loans at September 30, 2009 and December 31,
2008:
|
|
|
|
|
|
|
| |
|
September 30,
2009 |
|
December 31,
2008 |
| |
|
(Dollars in
millions) |
|
Nonaccrual loans and leases
(1)
|
|
$ |
2,573 |
|
$ |
1,413 |
|
Foreclosed real
estate
|
|
|
1,326 |
|
|
538 |
|
Other foreclosed
property
|
|
|
53 |
|
|
79 |
|
|
|
|
|
|
|
|
Total nonperforming assets
(excluding covered assets)
|
|
|
3,952 |
|
|
2,030 |
|
|
|
|
|
|
|
|
Covered foreclosed
property
|
|
|
151 |
|
|
— |
|
|
|
|
|
|
|
|
Total nonperforming
assets
|
|
$ |
4,103 |
|
$ |
2,030 |
|
|
|
|
|
|
|
|
Loans 90 days or more past
due and still accruing (excluding covered loans) (2)(3)
|
|
$ |
323 |
|
$ |
431 |
| (1) |
Covered and other acquired
loans are considered to be performing due to the application of the
accretion method under Topic 310-30. Covered loans that are
contractually past due are noted in footnote 3 below. |
| (2) |
Excludes mortgage loans
guaranteed by GNMA that BB&T does not have the obligation to
repurchase. |
| (3) |
Excludes covered loans
totaling $945 million as of September 30, 2009. |
At
September 30, 2009, BB&T had $148 million in loans that
were accruing interest under the terms of troubled debt
restructurings. This amount consists of $74 million in residential
mortgage loans, $51 million in revolving credit loans, $20 million
in commercial loans and $3 million in direct retail loans. Loan
restructurings generally occur when a borrower is experiencing, or
is expected to experience, financial difficulties in the near-term.
Consequently, a modification that would otherwise not be considered
is granted to the borrower. These loans may continue to accrue
interest as long as the borrower complies with the revised terms
and conditions and has demonstrated repayment performance with the
modified terms.
|
| 3 |
BERKSHIRE HATHAWAY INC |
Note 11. Receivables
Receivables of insurance and other businesses are comprised of the following (in millions).
| |
|
September 30,
2009 |
|
|
December 31,
2008 |
|
|
Insurance premiums receivable |
|
$ |
5,933 |
|
|
$ |
4,961 |
|
|
Reinsurance recoverables |
|
|
3,177 |
|
|
|
3,235 |
|
|
Trade and other receivables |
|
|
7,400 |
|
|
|
7,141 |
|
|
Allowances for uncollectible accounts |
|
|
(463 |
) |
|
|
(412 |
) |
| |
|
$ |
16,047 |
|
|
$ |
14,925 |
|
Loans and finance receivables of finance and financial products businesses are comprised of the following (in millions).
| |
|
September 30,
2009 |
|
|
December 31,
2008 |
|
|
Consumer installment loans and finance receivables |
|
$ |
12,847 |
|
|
$ |
13,190 |
|
|
Commercial loans and finance receivables |
|
|
997 |
|
|
|
1,050 |
|
|
Allowances for uncollectible loans |
|
|
(330 |
) |
|
|
(298 |
) |
| |
|
$ |
13,514 |
|
|
$ |
13,942 | |
| 4 |
BURLINGTON NORTHERN SANTA FE CORP |
3. Accounts Receivable, Net
BNSF Railway sells a portion of its accounts receivable to Santa Fe Receivables Corporation
(SFRC), a special purpose subsidiary. The sole purpose and activity of SFRC is to purchase
receivables from BNSF Railway. SFRC transfers an undivided interest in such receivables, with
limited exceptions, to a master trust and causes the trust to issue an undivided interest in the
receivables to investors (the A/R sales program). The undivided interests in the master trust may
be in the form of certificates or purchased interests and are isolated from BNSF Railway which
eliminates all of BNSF Railway’s control over the undivided interest. SFRC periodically incurs
minor legal fees that are paid by BNSF Railway and are financed through short-term intercompany
payables.
BNSF Railway’s total capacity to sell undivided interests to investors under the A/R sales
program was $700 million at September 30, 2009, which was comprised of two $175 million, 364-day
accounts receivable facilities and two $175 million, 3-year accounts receivable facilities. Both
364-day facilities will mature in November 2009 and are expected to be renewed. The two 3-year
facilities will mature in November 2010. Each of the financial institutions providing credit for
the facilities is rated Aa3/A+ or higher. There was no outstanding interest held by investors under
the A/R sales program at September 30, 2009. Outstanding undivided interests held by investors
under the A/R sales program were $50 million at December 31, 2008, with $12.5 million outstanding
under each of the four facilities. These undivided interests in receivables are excluded from
accounts receivable by BNSF Railway in connection with the sale of undivided interests under the
A/R sales program. As of September 30, 2009 and December 31, 2008, an interest in $864 million and
$878 million, respectively, of receivables had been transferred by SFRC to the master trust. When
SFRC transfers the interest in these receivables to the master trust, it retains an undivided
interest in the receivables, which is included in accounts receivable in the Company’s Consolidated
Financial Statements. The interest that continues to be held by SFRC of $864 million and $828
million at September 30, 2009 and December 31, 2008, respectively, less an allowance for
uncollectible accounts, reflected the total accounts receivable transferred by SFRC to the master
trust less $50 million of outstanding undivided interests held by investors at December 31, 2008.
Due to a relatively short collection cycle, the fair value of the undivided interest transferred to
investors in the A/R sales program approximated book value, and there was no gain or loss from the
transaction.
BNSF Railway retains the collection responsibility with respect to the accounts receivable.
Proceeds from collections reinvested in the A/R sales program were approximately $11.2 billion and
$14.5 billion for the nine months ended September 30, 2009 and 2008, respectively. No servicing
asset or liability has been recorded because the fees BNSF Railway receives for servicing the
receivables approximate the related costs. SFRC’s costs of the sale of receivables are included in
other expense, net and were $2 million and $9 million for the nine months ended September 30, 2009
and 2008, respectively. These costs fluctuate monthly with changes in prevailing interest rates as
well as unused available commitments and include interest, discounts associated with transferring
the receivables under the A/R sales program to SFRC, program fees paid to banks, incidental
commercial paper issuing costs and fees for unused commitment availability.
The amount of accounts receivable sold by BNSF Railway fluctuates based on borrowing needs and
upon the availability of receivables and is directly affected by changing business volumes and
credit risks, including dilution and delinquencies. In order for there to be an impact on the
amount of receivables BNSF Railway could sell, the combined dilution and delinquency percentages
would have to exceed an established threshold. BNSF Railway has historically experienced very low
levels of dilution or delinquency and was below the established reserve threshold at September 30,
2009. Based on the current levels, if dilution or delinquency percentages were to increase by one
percentage point, there would be no impact to the amount of receivables BNSF Railway could sell.
Receivables eligible under the A/R sales program do not include receivables over 90 days past
due or concentrations over certain limits with any one customer and certain other receivables. At
September 30, 2009 and December 31, 2008, $15 million and $9 million, respectively, of such
accounts receivable were greater than 90 days old.
BNSF Railway maintains an allowance for bill adjustments and uncollectible accounts based upon
the expected collectibility of accounts receivable, including receivables transferred to the master
trust. At September 30, 2009 and December 31, 2008, $31 million and $43 million, respectively, of
such allowances had been recorded, of which $31 million and $42 million, respectively, had been
recorded as a reduction to accounts receivable, net. The remaining $1 million at December 31, 2008
had been recorded in other current liabilities because it related to the outstanding undivided
interests held by investors. During the nine months ended September 30, 2009 and 2008, $6 million
and $5 million, respectively, of accounts receivable were written off, net of recoveries. Credit
losses are based on specific identification of uncollectible accounts and application of historical
collection percentages by aging category.
The investors in the master trust have no recourse to BNSF Railway’s other assets except for
customary warranty and indemnity claims. Creditors of BNSF Railway have no recourse to the assets
of the master trust or SFRC unless and until all claims of their respective creditors have been
paid. The A/R sales program includes thresholds for dilution, delinquency, and write-off ratios
that, if exceeded, allow the investors participating in this program, at their option, to cancel
the program. At September 30, 2009, BNSF Railway was in compliance with these provisions.
See Note 10 to the Consolidated Financial Statements for information about recent accounting
pronouncements that will have an impact on the A/R sales program upon adoption.
|
| 5 |
CA, INC. |
NOTE E — TRADE AND INSTALLMENT ACCOUNTS RECEIVABLE
The Company uses installment license agreements as a standard business practice and has a history
of successfully collecting substantially all amounts due under the original payment terms without
making concessions on payments, software products, maintenance, or professional services. Net trade
and installment accounts receivable represent amounts due from the Company’s customers. These
accounts receivable balances are presented net of allowances for doubtful accounts and unamortized
discounts. Unamortized discounts reflect imputed interest for the time value of money for license
agreements under the Company’s prior business model. These balances do not include unbilled
contractual commitments executed under the Company’s current business model. The components of Net
trade and installment accounts receivable are as follows:
| |
|
|
|
|
|
|
|
|
| |
|
September 30, |
|
|
March 31, |
|
| |
|
2009 |
|
|
2009 |
|
| |
|
(in millions) |
|
|
Current:
|
|
|
|
|
|
|
|
|
|
Accounts receivable — billed
|
|
$ |
557 |
|
|
$ |
658 |
|
|
Accounts receivable — unbilled
|
|
|
67 |
|
|
|
71 |
|
|
Other receivables
|
|
|
24 |
|
|
|
34 |
|
|
Unbilled amounts due within the next 12 months — prior business model
|
|
|
102 |
|
|
|
108 |
|
|
Less: Allowance for doubtful accounts
|
|
|
(27 |
) |
|
|
(25 |
) |
|
Less: Unamortized discounts
|
|
|
(5 |
) |
|
|
(7 |
) |
|
|
|
|
|
|
|
|
|
Net trade and installment accounts receivable — current
|
|
$ |
718 |
|
|
$ |
839 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noncurrent:
|
|
|
|
|
|
|
|
|
|
Unbilled amounts due beyond the next 12 months —
prior business model
|
|
$ |
86 |
|
|
$ |
132 |
|
|
Less: Unamortized discounts
|
|
|
(2 |
) |
|
|
(4 |
) |
|
|
|
|
|
|
|
|
|
Net installment accounts receivable — noncurrent
|
|
$ |
84 |
|
|
$ |
128 |
|
|
|
|
|
|
|
|
|
|
| 6 |
CAMERON INTERNATIONAL CORP |
Note 5: Receivables Receivables consisted of the following (in thousands):
| | | September 30, 2009 | | | December 31, 2008 | | | Trade receivables | | $ | 840,820 | | | $ | 897,453 | | | Other receivables | | | 59,746 | | | | 62,557 | | | Allowance for doubtful accounts | | | (22,860 | ) | | | (9,648 | ) | | Total receivables | | $ | 877,706 | | | $ | 950,362 | |
|
| 7 |
CONAGRA FOODS INC /DE/ |
4. PAYMENT-IN-KIND NOTES RECEIVABLE
In connection with the divestiture of the trading and merchandising operations, we received the
Notes described in Note 2 that were recorded at an initial estimated fair value of $479 million.
The Notes were issued in three tranches: $99,990,000 original principal amount of 10.5% notes due
June 19, 2010; $200,035,000 original principal amount of 10.75% notes due June 19, 2011; and
$249,975,000 original principal amount of 11.0% notes due June 19, 2012.
The Notes permit payment of interest in cash or additional notes. The Notes may be redeemed in
whole or in part prior to maturity at the option of the issuer of the Notes. Redemption is at par
plus accrued interest. The Notes contain certain covenants that govern the issuer’s ability to make
restricted payments and enter into certain affiliate transactions. The Notes also provide for the
making of mandatory offers to repurchase upon certain change of control events involving the
purchaser, their co-investors, or their affiliates. In the third quarter of fiscal 2009, we
received a cash interest payment on the Notes of $30 million from the purchaser. The Note due June
19, 2010, which is classified within prepaid expenses and other current assets, had a carrying
value of $104 million at August 30, 2009. The Notes due June 19, 2011 and June 19, 2012, which are
classified as other assets, had a total carrying value of $438 million at August 30, 2009.
Based on market interest rates of comparable instruments provided by investment bankers, we
estimated the fair market value of the Notes was $548 million at August 30, 2009.
|
| 8 |
Discover Financial Services |
Loan
receivables consist of the following (dollars in
thousands):
|
|
|
|
|
|
|
|
|
| |
|
August 31,
2009 |
|
|
November 30,
2008 |
|
|
Credit card
loans:
|
|
|
|
|
|
|
|
|
|
Discover
Card(1)
|
|
$ |
22,290,549 |
|
|
$ |
23,348,134 |
|
|
Discover Business
Card
|
|
|
431,054 |
|
|
|
466,173 |
|
|
|
|
|
|
|
|
|
|
|
Total credit card
loans
|
|
|
22,721,603 |
|
|
|
23,814,307 |
|
|
Other consumer
loans:
|
|
|
|
|
|
|
|
|
|
Personal loans
|
|
|
1,279,162 |
|
|
|
1,028,093 |
|
|
Student loans
|
|
|
1,419,513 |
|
|
|
299,929 |
|
|
Other
|
|
|
69,531 |
|
|
|
74,282 |
|
|
|
|
|
|
|
|
|
|
|
Total other consumer
loans
|
|
|
2,768,206 |
|
|
|
1,402,304 |
|
|
|
|
|
|
|
|
|
|
|
Total loan
receivables
|
|
|
25,489,809 |
|
|
|
25,216,611 |
|
|
Allowance for loan
losses
|
|
|
(1,832,360 |
) |
|
|
(1,374,585 |
) |
|
|
|
|
|
|
|
|
|
|
Net loan
receivables
|
|
$ |
23,657,449 |
|
|
$ |
23,842,026 |
|
|
|
|
|
|
|
|
|
|
| (1) |
Amount includes $12.5
billion and $14.8 billion of the Company’s seller’s
interest in credit card securitizations at August 31, 2009 and
November 30, 2008, respectively. See Note 5: Credit Card
Securitization Activities for further information. |
The following
table provides changes in the Company’s allowance for loan
losses by loan type for the three and nine months ended
August 31, 2009 and August 31, 2008 (dollars in
thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
For the Three Months Ended
August 31, |
|
|
For the Nine Months
Ended
August 31, |
|
| |
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
|
Balance at beginning of
period
|
|
$ |
1,986,473 |
|
|
$ |
846,775 |
|
|
$ |
1,374,585 |
|
|
$ |
759,925 |
|
|
Provision for loan
losses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Credit card
loans
|
|
|
354,408 |
|
|
|
348,310 |
|
|
|
1,877,327 |
|
|
|
841,553 |
|
|
Other consumer
loans
|
|
|
26,591 |
|
|
|
16,528 |
|
|
|
85,346 |
|
|
|
39,886 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total provision for loan
losses
|
|
|
380,999 |
|
|
|
364,838 |
|
|
|
1,962,673 |
|
|
|
881,439 |
|
|
Charge-offs:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Credit card
loans
|
|
|
(559,672 |
) |
|
|
(290,108 |
) |
|
|
(1,604,491 |
) |
|
|
(803,951 |
) |
|
Other consumer
loans
|
|
|
(21,179 |
) |
|
|
(2,287 |
) |
|
|
(46,559 |
) |
|
|
(3,085 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
charge-offs
|
|
|
(580,851 |
) |
|
|
(292,395 |
) |
|
|
(1,651,050 |
) |
|
|
(807,036 |
) |
|
Recoveries:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Credit card
loans
|
|
|
45,486 |
|
|
|
40,420 |
|
|
|
145,503 |
|
|
|
125,032 |
|
|
Other consumer
loans
|
|
|
253 |
|
|
|
131 |
|
|
|
649 |
|
|
|
409 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total recoveries
|
|
|
45,739 |
|
|
|
40,551 |
|
|
|
146,152 |
|
|
|
125,441 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net charge-offs
|
|
|
(535,112 |
) |
|
|
(251,844 |
) |
|
|
(1,504,898 |
) |
|
|
(681,595 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at end of
period
|
|
$ |
1,832,360 |
|
|
$ |
959,769 |
|
|
$ |
1,832,360 |
|
|
$ |
959,769 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Information
regarding net charge-offs of interest and fee revenues on credit
card loans is as follows (dollars in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
For the Three Months Ended
August 31, |
|
For the Nine Months Ended
August 31, |
| |
|
2009 |
|
2008 |
|
2009 |
|
2008 |
|
Interest
accrued subsequently charged off, net of recoveries
(recorded as a
reduction of interest income)
|
|
$ |
114,828 |
|
$ |
63,544 |
|
$ |
363,769 |
|
$ |
182,670 |
|
Loan fees
accrued subsequently charged off, net of recoveries
(recorded as a
reduction to other income)
|
|
$ |
43,730 |
|
$ |
27,441 |
|
$ |
134,578 |
|
$ |
78,426 |
Information
regarding loan receivables that are over 90 days delinquent and
accruing interest and loan receivables that are not accruing
interest is as follows (dollars in thousands):
|
|
|
|
|
|
|
| |
|
August 31,
2009 |
|
November 30,
2008 |
|
Loans over 90 days
delinquent and accruing interest
|
|
$ |
524,875 |
|
$ |
444,324 |
|
Loans not accruing
interest
|
|
$ |
218,543 |
|
$ |
173,123 |
|
| 9 |
EMC CORP |
9. Notes
Receivable
In June 2009,
we entered into a term loan agreement with Quantum Corporation
(“Quantum”), pursuant to which Quantum borrowed a
principal amount equal to $75.4 million from us. The agreement
requires quarterly interest payments at a rate of 12% per
annum. The scheduled maturity date of this loan is
September 30, 2014.
In June 2009,
we entered into a second term loan agreement with Quantum pursuant
to which Quantum borrowed an aggregate principal amount equal to
$46.3 million from us. This second loan agreement has terms similar
to the first loan agreement with quarterly interest payments at a
rate of 12% per annum and provides for two tranches of
borrowings. Quantum borrowed an amount equal to $24.6 million under
the first tranche, with a scheduled maturity date of
September 30, 2014 and an amount equal to $21.7 million under
the second tranche, with a scheduled maturity date of
December 31, 2011.
As of
September 30, 2009, the aggregate outstanding principal amount
under all loans was $121.7 million. These loans are junior to
Quantum’s current senior debt and senior to all other
indebtedness. These notes are included in “other assets,
net” in the consolidated balance sheet.
|
| 10 |
FLEXTRONICS INTERNATIONAL LTD. |
8. TRADE RECEIVABLES SECURITIZATION
The Company continuously sells designated pools of trade receivables under two asset backed
securitization programs.
Global Asset-Backed Securitization Agreement
The Company continuously sells a designated pool of trade receivables to a third-party
qualified special purpose entity, which in turn sells an undivided ownership interest to two
commercial paper conduits, administered by an unaffiliated financial institution. In addition to
these commercial paper conduits, the Company participates in the securitization agreement as an
investor in the conduit. The securitization agreement allows the operating subsidiaries
participating in the securitization program to receive a cash payment for sold receivables, less a
deferred purchase price receivable. The Company continues to service, administer and collect the
receivables on behalf of the special purpose entity and receives a servicing fee of 1.00% of
serviced receivables per annum. Servicing fees recognized during the three-month and six-month
periods ended October 2, 2009 and September 26, 2008 were not material and are included in Interest
and other expense, net within the Condensed Consolidated Statements of Operations. As the Company
estimates that the fee it receives in return for its obligation to service these receivables is at
fair value, no servicing assets or liabilities are recognized.
During October 2009, the agreement was amended such that the Obligor Specific Tranche (“OST”)
in the amount of $100.0 million was removed, and the maximum investment limit of the two commercial
paper conduits was increased to $500.0 million exclusive of the OST. Additionally, the Company now
pays commitment and program fees totaling 1.5% per annum under the facility to the extent funded
through the issuance of commercial paper.
The third-party special purpose entity is a qualifying special purpose entity, and
accordingly, the Company does not consolidate this entity. As of October 2, 2009 and March 31,
2009, approximately $462.1 million and $422.0 million of the Company’s accounts receivable,
respectively, had been sold to this third-party qualified special purpose entity. The amounts
represent the face amount of the total outstanding trade receivables on all designated customer
accounts on those dates. The accounts receivable balances that were sold under this agreement were
removed from the Condensed Consolidated Balance Sheets and are reflected as cash provided by
operating activities in the Condensed Consolidated Statements of Cash Flows. The Company received
net cash proceeds of approximately $299.4 million and $298.1 million from the commercial paper
conduits for the sale of these receivables as of October 2, 2009 and March 31, 2009, respectively.
The difference between the amount sold to the commercial paper conduits (net of the Company’s
investment participation) and net cash proceeds received from the commercial paper conduits is
recognized as a loss on sale of the receivables and recorded in Interest and other expense, net in
the Condensed Consolidated Statements of Operations. The Company has a recourse obligation that is
limited to the deferred purchase price receivable. The deferred purchase price receivable, which
approximates 5% of the total sold receivables, and the Company’s own investment participation, the
aggregate total of which was approximately $162.7 million and $123.8 million as of October 2, 2009
and March 31, 2009, respectively, is recorded in Other current assets in the Condensed Consolidated
Balance Sheets as of October 2, 2009 and March 31, 2009. The amount of the Company’s own
investment participation varies depending on certain criteria, mainly the collection performance on
the sold receivables. As the recoverability of the trade receivables underlying the Company’s own
investment participation is determined in conjunction with the Company’s accounting policies for
determining provisions for doubtful accounts prior to sale into the third party qualified special
purpose entity, the fair value of the Company’s own investment participation reflects the estimated
recoverability of the underlying trade receivables.
North American Asset-Backed Securitization Agreement
The Company continuously sells a designated pool of trade receivables to an affiliated special
purpose vehicle, which in turn sells an undivided ownership interest to an agent on behalf of two
commercial paper conduits administered by unaffiliated financial institutions. The Company
continues to service, administer and collect the receivables on behalf of the special purpose
entity and receives a servicing fee of 0.50% per annum on the outstanding balance of the serviced
receivables. Servicing fees recognized during the three-month and six month periods ended October
2, 2009 were not material and are included in Interest and other expense, net within the Condensed
Consolidated Statements of Operations. As the Company estimates that the fee it receives in return
for its obligation to service these receivables is at fair value, no servicing assets or
liabilities are recognized.
The maximum investment limit of the two commercial paper conduits is $300.0 million. During
September 2009, the agreement was amended such that the Company pays commitment fees of 0.80% per
annum on the aggregate amount of the liquidity commitments of the financial institutions under the
facility (which approximates the maximum investment limit) and program fees of 0.70% on the
aggregate amounts invested under the facility by the conduits to the extent funded through the
issuance of commercial paper.
The affiliated special purpose vehicle is not a qualifying special purpose entity, since the
Company, by design of the transaction, absorbs the majority of expected losses from transfers of
trade receivables into the special purpose vehicle and, as such, is deemed the primary beneficiary
of this entity. Accordingly, the Company consolidates the special purpose vehicle. As of October
2, 2009 and March 31, 2009, the Company transferred approximately $426.4 million and $448.7
million, respectively, of receivables into the special purpose vehicle described above. The
Company sold approximately $180.2 million of the $426.4 million of receivables as of October 2,
2009, and $173.8 million of the $448.7 million of receivables as of March 31, 2009 to the two
commercial paper conduits and received approximately $179.5 million and $173.1 million as of
October 2, 2009 and March 31, 2009, respectively, in net cash proceeds for the sales. The accounts
receivable balances that were sold to the two commercial paper conduits under this agreement were
removed from the Condensed Consolidated Balance Sheets and are reflected as cash provided by
operating activities in the Condensed Consolidated Statements of Cash Flows, and the difference
between the amount sold and net cash proceeds received was recognized as a loss on sale of the
receivables, and is recorded in Interest and other expense, net in the Condensed Consolidated
Statements of Operations. The remaining trade receivables transferred into the special purpose
vehicle and not sold to the two commercial paper conduits comprise the primary assets of that
entity, and are included in trade accounts receivable, net in the Condensed Consolidated Balance
Sheets of the Company. The recoverability of these trade receivables, both those included in the
Condensed Consolidated Balance Sheets and those sold but uncollected by the commercial paper
conduits, is determined in conjunction with the Company’s accounting policies for determining
provisions for doubtful accounts. Although the special purpose vehicle is fully consolidated by
the Company, it is a separate corporate entity and its assets are available first to satisfy the
claims of its creditors.
The Company also sold accounts receivables to certain third-party banking institutions with
limited recourse, which management believes is nominal. The outstanding balance of receivables sold
and not yet collected was approximately $90.7 million and $171.6 million as of October 2, 2009 and
March 31, 2009, respectively. These receivables were removed from the Condensed Consolidated
Balance Sheets and are reflected as cash provided by operating activities in the Condensed
Consolidated Statements of Cash Flows.
|
| 11 |
FORD MOTOR CO |
NOTE 2. FINANCE RECEIVABLES – FINANCIAL SERVICES SECTOR
Net finance receivables were as follows (in millions):
| | | | | | | | | Retail (including direct financing leases) | | $ | 60,269 | | | $ | 67,316 | | | Wholesale | | | 18,489 | | | | 27,483 | | | Other finance receivables | | | 3,708 | | | | 4,057 | | | Total finance receivables | | | 82,466 | | | | 98,856 | | | Unearned interest supplements | | | (1,830 | ) | | | (1,343 | ) | | Allowance for credit losses | | | (1,486 | ) | | | (1,417 | ) | | Other | | | 23 | | | | 5 | | | Net finance receivables – sector balance sheet | | $ | 79,173 | | | $ | 96,101 | | | | | | | | | | | | | Net finance receivables subject to fair value | | $ | 74,022 | | | $ | 91,584 | | | Fair value | | $ | 74,669 | | | $ | 84,615 | | | | | | | | | | | | | Net finance receivables – sector balance sheet | | $ | 79,173 | | | $ | 96,101 | | | Reclassification of receivables purchased from Automotive sector and Other Financial Services to Other receivables, net | | | (3,560 | ) | | | (2,617 | ) | | Net finance receivables – consolidated balance sheet | | $ | 75,613 | | | $ | 93,484 | |
The fair value of finance receivables is generally calculated by discounting future cash flows using an estimated discount rate that reflects the current credit, interest rate, and prepayment risks associated with similar types of instruments. |
| 12 |
General Electric Company |
5. GECS Financing Receivables and Allowance for Losses on Financing Receivables GECS financing receivables – net, consisted of the following.
| | At | | | September 30, | | December 31, | | (In millions) | 2009 | | 2008 | | | | | | | | | Loans, net of deferred income | $ | 298,432 | | $ | 310,203 | | Investment in financing leases, net of deferred income | | 57,446 | | | 67,578 | | | | 355,878 | | | 377,781 | | Less allowance for losses | | (7,360) | | | (5,325) | | Financing receivables – net(a) | $ | 348,518 | | $ | 372,456 | | | | | | | |
(a) Included $4,406 million and $6,461 million related to consolidated, liquidating securitization entities at September 30, 2009 and December 31, 2008, respectively. In addition, financing receivables at September 30, 2009 and December 31, 2008 included $2,880 million and $2,736 million, respectively, relating to loans that had been acquired in a transfer but have been subject to credit deterioration since origination per FASB ASC 310, Receivables.
Effective January 1, 2009, loans acquired in a business acquisition are recorded at fair value, which incorporates our estimate at the acquisition date of the credit losses over the remaining life of the portfolio. As a result, the allowance for loan losses is not carried over at acquisition. This may result in lower reserve coverage ratios prospectively. Details of financing receivables – net follow.
| | At | | | September 30, | | December 31, | | (In millions) | 2009 | | 2008 | | | | | | | | | Commercial Lending and Leasing (CLL)(a) | | | | | | | Americas | $ | 92,263 | | $ | 105,410 | | Europe | | 40,383 | | | 37,767 | | Asia | | 14,096 | | | 16,683 | | Other | | 776 | | | 786 | | | | 147,518 | | | 160,646 | | Consumer(a) | | | | | | | Non-U.S. residential mortgages | | 61,308 | | | 60,753 | | Non-U.S. installment and revolving credit | | 25,197 | | | 24,441 | | U.S. installment and revolving credit | | 22,324 | | | 27,645 | | Non-U.S. auto | | 14,366 | | | 18,168 | | Other | | 13,191 | | | 11,541 | | | | 136,386 | | | 142,548 | | | | | | | | | Real Estate | | 45,471 | | | 46,735 | | | | | | | | | Energy Financial Services | | 8,362 | | | 8,392 | | | | | | | | | GE Capital Aviation Services (GECAS)(b) | | 15,046 | | | 15,429 | | | | | | | | | Other(c) | | 3,095 | | | 4,031 | | | | 355,878 | | | 377,781 | | Less allowance for losses | | (7,360) | | | (5,325) | | Total | $ | 348,518 | | $ | 372,456 | | | | | | | |
(a) During the first quarter of 2009, we transferred Artesia from CLL to Consumer. Prior-period amounts were reclassified to conform to the current-period’s presentation. (b) Included loans and financing leases of $12,927 million and $13,078 million at September 30, 2009 and December 31, 2008, respectively, related to commercial aircraft at Aviation Financial Services. (c) Consisted of loans and financing leases related to certain consolidated, liquidating securitization entities.
Individually impaired loans are defined by GAAP as larger balance or restructured loans for which it is probable that the lender will be unable to collect all amounts due according to original contractual terms of the loan agreement. An analysis of impaired loans and specific reserves follows. The vast majority of our consumer and a portion of our CLL nonearning receivables are excluded from this definition, as they represent smaller balance homogeneous loans that we evaluate collectively by portfolio for impairment.
| | At | | | September 30, | | December 31, | | (In millions) | 2009 | | 2008 | | | | | | | | | Loans requiring allowance for losses | $ | 8,842 | | $ | 2,712 | | Loans expected to be fully recoverable | | 3,218 | | | 871 | | Total impaired loans | $ | 12,060 | | $ | 3,583 | | | | | | | | | Allowance for losses (specific reserves) | $ | 1,874 | | $ | 635 | | Average investment during the period | | 7,463 | | | 2,064 | | Interest income earned while impaired(a) | | 133 | | | 48 | | | | | | | |
(a) Recognized principally on cash basis.
Impaired loans increased by $8.5 billion from December 31, 2008 to September 30, 2009 primarily relating to increases at Real Estate ($5.4 billion) and CLL ($2.2 billion). Impaired loans increased by $4.0 billion from June 30, 2009 to September 30, 2009, primarily relating to increases at Real Estate ($2.9 billion) and CLL ($0.7 billion). The increase in impaired loans and related specific reserves in Real Estate reflects our current estimate of collateral values of the underlying properties, and our estimate of loans which are not past due, but for which it is probable that we will be unable to collect the full principal balance at maturity due to a decline in the underlying value of the collateral. Of our $6.2 billion impaired loans at Real Estate at September 30, 2009, approximately $4 billion are currently paying in accordance with the contractual terms of the loan. Impaired loans at CLL primarily represent senior secured lending positions.
GECS Allowance for Losses on Financing Receivables | | Balance | | Provision | | | | | | | | Balance | | | January 1, | | charged to | | | | Gross | | | | September 30, | | (In millions) | 2009 | | operations | | Other(a) | | write-offs | | Recoveries | | 2009 | | | | | | | | | | | | | | | | | | | | | CLL(b) | | | | | | | | | | | | | | | | | | | Americas | $ | 843 | | $ | 969 | | $ | (34) | | $ | (746) | | $ | 66 | | $ | 1,098 | | Europe | | 288 | | | 412 | | | 8 | | | (225) | | | 17 | | | 500 | | Asia | | 163 | | | 188 | | | 8 | | | (136) | | | 19 | | | 242 | | Other | | 2 | | | 4 | | | 2 | | | (2) | | | – | | | 6 | | | | | | | | | | | | | | | | | | | | | Consumer(b) | | | | | | | | | | | | | | | | | | | Non-U.S. residential | | | | | | | | | | | | | | | | | | | mortgages | | 383 | | | 805 | | | 81 | | | (424) | | | 130 | | | 975 | | Non-U.S. installment | | | | | | | | | | | | | | | | | | | and revolving credit | | 1,051 | | | 1,347 | | | 41 | | | (1,702) | | | 376 | | | 1,113 | | U.S. installment and | | | | | | | | | | | | | | | | | | | revolving credit | | 1,700 | | | 2,631 | | | (761) | | | (2,134) | | | 132 | | | 1,568 | | Non-U.S. auto | | 222 | | | 351 | | | 31 | | | (441) | | | 138 | | | 301 | | Other | | 226 | | | 284 | | | 25 | | | (329) | | | 73 | | | 279 | | | | | | | | | | | | | | | | | | | | | Real Estate | | 301 | | | 903 | | | 13 | | | (190) | | | 1 | | | 1,028 | | | | | | | | | | | | | | | | | | | | | Energy Financial | | | | | | | | | | | | | | | | | | | Services | | 58 | | | 42 | | | 1 | | | – | | | – | | | 101 | | | | | | | | | | | | | | | | | | | | | GECAS | | 60 | | | 69 | | | 0 | | | (3) | | | – | | | 126 | | | | | | | | | | | | | | | | | | | | | Other | | 28 | | | 16 | | | 0 | | | (22) | | | 1 | | | 23 | | Total | $ | 5,325 | | $ | 8,021 | | $ | (585) | | $ | (6,354) | | $ | 953 | | $ | 7,360 | | | | | | | | | | | | | | | | | | | |
(a) Other primarily included the effects of securitization activity and currency exchange. (b) During the first quarter of 2009, we transferred Artesia from CLL to Consumer. Prior-period amounts were reclassified to conform to the current-period’s presentation.
| | Balance | | Provision | | | | | | | | Balance | | | January 1, | | charged to | | | | Gross | | | | September 30, | | (In millions) | 2008 | | operations | | Other | (a) | write-offs | | Recoveries | | 2008 | | | | | | | | | | | | | | | | | | | | | CLL(b) | | | | | | | | | | | | | | | | | | | Americas | $ | 471 | | $ | 394 | | $ | 157 | | $ | (371) | | $ | 52 | | $ | 703 | | Europe | | 232 | | | 145 | | | (59) | | | (141) | | | 23 | | | 200 | | Asia | | 226 | | | 78 | | | (7) | | | (188) | | | 5 | | | 114 | | Other | | 3 | | | 2 | | | (1) | | | 0 | | | 1 | | | 5 | | | | | | | | | | | | | | | | | | | | | Consumer(b) | | | | | | | | | | | | | | | | | | | Non-U.S. residential | | | | | | | | | | | | | | | | | | | mortgages | | 246 | | | 147 | | | (15) | | | (135) | | | 52 | | | 295 | | Non-U.S. installment | | | | | | | | | | | | | | | | | | | and revolving credit | | 1,371 | | | 1,259 | | | (57) | | | (1,968) | | | 722 | | | 1,327 | | U.S. installment and | | | | | | | | | | | | | | | | | | | revolving credit | | 985 | | | 1,908 | | | (416) | | | (1,477) | | | 215 | | | 1,215 | | Non-U.S. auto | | 324 | | | 260 | | | (59) | | | (479) | | | 225 | | | 271 | | Other | | 167 | | | 136 | | | 25 | | | (182) | | | 54 | | | 200 | | | | | | | | | | | | | | | | | | | | | Real Estate | | 168 | | | 47 | | | 4 | | | (10) | | | 1 | | | 210 | | | | | | | | | | | | | | | | | | | | | Energy Financial | | | | | | | | | | | | | | | | | | | Services | | 19 | | | 12 | | | 3 | | | 0 | | | 0 | | | 34 | | | | | | | | | | | | | | | | | | | | | GECAS | | 8 | | | 47 | | | 0 | | | (1) | | | 0 | | | 54 | | | | | | | | | | | | | | | | | | | | | Other | | 18 | | | 18 | | | (1) | | | (15) | | | 0 | | | 20 | | Total | $ | 4,238 | | $ | 4,453 | | $ | (426) | | $ | (4,967) | | $ | 1,350 | | $ | 4,648 | | | | | | | | | | | | | | | | | | | |
(a) Other primarily included the effects of securitization activity, currency exchange, dispositions and acquisitions. (b) During the first quarter of 2009, we transferred Artesia from CLL to Consumer. Prior-period amounts were reclassified to conform to the current-period’s presentation.
|
| 13 |
General Electric Company |
5. GECS Financing Receivables and Allowance for Losses on Financing Receivables GECS financing receivables – net, consisted of the following.
| | At | | | September 30, | | December 31, | | (In millions) | 2009 | | 2008 | | | | | | | | | Loans, net of deferred income | $ | 298,432 | | $ | 310,203 | | Investment in financing leases, net of deferred income | | 57,446 | | | 67,578 | | | | 355,878 | | | 377,781 | | Less allowance for losses | | (7,360) | | | (5,325) | | Financing receivables – net(a) | $ | 348,518 | | $ | 372,456 | | | | | | | |
(a) Included $4,406 million and $6,461 million related to consolidated, liquidating securitization entities at September 30, 2009 and December 31, 2008, respectively. In addition, financing receivables at September 30, 2009 and December 31, 2008 included $2,880 million and $2,736 million, respectively, relating to loans that had been acquired in a transfer but have been subject to credit deterioration since origination per FASB ASC 310, Receivables.
Effective January 1, 2009, loans acquired in a business acquisition are recorded at fair value, which incorporates our estimate at the acquisition date of the credit losses over the remaining life of the portfolio. As a result, the allowance for loan losses is not carried over at acquisition. This may result in lower reserve coverage ratios prospectively. Details of financing receivables – net follow.
| | At | | | September 30, | | December 31, | | (In millions) | 2009 | | 2008 | | | | | | | | | Commercial Lending and Leasing (CLL)(a) | | | | | | | Americas | $ | 92,263 | | $ | 105,410 | | Europe | | 40,383 | | | 37,767 | | Asia | | 14,096 | | | 16,683 | | Other | | 776 | | | 786 | | | | 147,518 | | | 160,646 | | Consumer(a) | | | | | | | Non-U.S. residential mortgages | | 61,308 | | | 60,753 | | Non-U.S. installment and revolving credit | | 25,197 | | | 24,441 | | U.S. installment and revolving credit | | 22,324 | | | 27,645 | | Non-U.S. auto | | 14,366 | | | 18,168 | | Other | | 13,191 | | | 11,541 | | | | 136,386 | | | 142,548 | | | | | | | | | Real Estate | | 45,471 | | | 46,735 | | | | | | | | | Energy Financial Services | | 8,362 | | | 8,392 | | | | | | | | | GE Capital Aviation Services (GECAS)(b) | | 15,046 | | | 15,429 | | | | | | | | | Other(c) | | 3,095 | | | 4,031 | | | | 355,878 | | | 377,781 | | Less allowance for losses | | (7,360) | | | (5,325) | | Total | $ | 348,518 | | $ | 372,456 | | | | | | | |
(a) During the first quarter of 2009, we transferred Artesia from CLL to Consumer. Prior-period amounts were reclassified to conform to the current-period’s presentation. (b) Included loans and financing leases of $12,927 million and $13,078 million at September 30, 2009 and December 31, 2008, respectively, related to commercial aircraft at Aviation Financial Services. (c) Consisted of loans and financing leases related to certain consolidated, liquidating securitization entities.
Individually impaired loans are defined by GAAP as larger balance or restructured loans for which it is probable that the lender will be unable to collect all amounts due according to original contractual terms of the loan agreement. An analysis of impaired loans and specific reserves follows. The vast majority of our consumer and a portion of our CLL nonearning receivables are excluded from this definition, as they represent smaller balance homogeneous loans that we evaluate collectively by portfolio for impairment.
| | At | | | September 30, | | December 31, | | (In millions) | 2009 | | 2008 | | | | | | | | | Loans requiring allowance for losses | $ | 8,842 | | $ | 2,712 | | Loans expected to be fully recoverable | | 3,218 | | | 871 | | Total impaired loans | $ | 12,060 | | $ | 3,583 | | | | | | | | | Allowance for losses (specific reserves) | $ | 1,874 | | $ | 635 | | Average investment during the period | | 7,463 | | | 2,064 | | Interest income earned while impaired(a) | | 133 | | | 48 | | | | | | | |
(a) Recognized principally on cash basis.
Impaired loans increased by $8.5 billion from December 31, 2008 to September 30, 2009 primarily relating to increases at Real Estate ($5.4 billion) and CLL ($2.2 billion). Impaired loans increased by $4.0 billion from June 30, 2009 to September 30, 2009, primarily relating to increases at Real Estate ($2.9 billion) and CLL ($0.7 billion). The increase in impaired loans and related specific reserves in Real Estate reflects our current estimate of collateral values of the underlying properties, and our estimate of loans which are not past due, but for which it is probable that we will be unable to collect the full principal balance at maturity due to a decline in the underlying value of the collateral. Of our $6.2 billion impaired loans at Real Estate at September 30, 2009, approximately $4 billion are currently paying in accordance with the contractual terms of the loan. Impaired loans at CLL primarily represent senior secured lending positions.
GECS Allowance for Losses on Financing Receivables | | Balance | | Provision | | | | | | | | Balance | | | January 1, | | charged to | | | | Gross | | | | September 30, | | (In millions) | 2009 | | operations | | Other(a) | | write-offs | | Recoveries | | 2009 | | | | | | | | | | | | | | | | | | | | | CLL(b) | | | | | | | | | | | | | | | | | | | Americas | $ | 843 | | $ | 969 | | $ | (34) | | $ | (746) | | $ | 66 | | $ | 1,098 | | Europe | | 288 | | | 412 | | | 8 | | | (225) | | | 17 | | | 500 | | Asia | | 163 | | | 188 | | | 8 | | | (136) | | | 19 | | | 242 | | Other | | 2 | | | 4 | | | 2 | | | (2) | | | – | | | 6 | | | | | | | | | | | | | | | | | | | | | Consumer(b) | | | | | | | | | | | | | | | | | | | Non-U.S. residential | | | | | | | | | | | | | | | | | | | mortgages | | 383 | | | 805 | | | 81 | | | (424) | | | 130 | | | 975 | | Non-U.S. installment | | | | | | | | | | | | | | | | | | | and revolving credit | | 1,051 | | | 1,347 | | | 41 | | | (1,702) | | | 376 | | | 1,113 | | U.S. installment and | | | | | | | | | | | | | | | | | | | revolving credit | | 1,700 | | | 2,631 | | | (761) | | | (2,134) | | | 132 | | | 1,568 | | Non-U.S. auto | | 222 | | | 351 | | | 31 | | | (441) | | | 138 | | | 301 | | Other | | 226 | | | 284 | | | 25 | | | (329) | | | 73 | | | 279 | | | | | | | | | | | | | | | | | | | | | Real Estate | | 301 | | | 903 | | | 13 | | | (190) | | | 1 | | | 1,028 | | | | | | | | | | | | | | | | | | | | | Energy Financial | | | | | | | | | | | | | | | | | | | Services | | 58 | | | 42 | | | 1 | | | – | | | – | | | 101 | | | | | | | | | | | | | | | | | | | | | GECAS | | 60 | | | 69 | | | 0 | | | (3) | | | – | | | 126 | | | | | | | | | | | | | | | | | | | | | Other | | 28 | | | 16 | | | 0 | | | (22) | | | 1 | | | 23 | | Total | $ | 5,325 | | $ | 8,021 | | $ | (585) | | $ | (6,354) | | $ | 953 | | $ | 7,360 | | | | | | | | | | | | | | | | | | | |
(a) Other primarily included the effects of securitization activity and currency exchange. (b) During the first quarter of 2009, we transferred Artesia from CLL to Consumer. Prior-period amounts were reclassified to conform to the current-period’s presentation.
| | Balance | | Provision | | | | | | | | Balance | | | January 1, | | charged to | | | | Gross | | | | September 30, | | (In millions) | 2008 | | operations | | Other | (a) | write-offs | | Recoveries | | 2008 | | | | | | | | | | | | | | | | | | | | | CLL(b) | | | | | | | | | | | | | | | | | | | Americas | $ | 471 | | $ | 394 | | $ | 157 | | $ | (371) | | $ | 52 | | $ | 703 | | Europe | | 232 | | | 145 | | | (59) | | | (141) | | | 23 | | | 200 | | Asia | | 226 | | | 78 | | | (7) | | | (188) | | | 5 | | | 114 | | Other | | 3 | | | 2 | | | (1) | | | 0 | | | 1 | | | 5 | | | | | | | | | | | | | | | | | | | | | Consumer(b) | | | | | | | | | | | | | | | | | | | Non-U.S. residential | | | | | | | | | | | | | | | | | | | mortgages | | 246 | | | 147 | | | (15) | | | (135) | | | 52 | | | 295 | | Non-U.S. installment | | | | | | | | | | | | | | | | | | | and revolving credit | | 1,371 | | | 1,259 | | | (57) | | | (1,968) | | | 722 | | | 1,327 | | U.S. installment and | | | | | | | | | | | | | | | | | | | revolving credit | | 985 | | | 1,908 | | | (416) | | | (1,477) | | | 215 | | | 1,215 | | Non-U.S. auto | | 324 | | | 260 | | | (59) | | | (479) | | | 225 | | | 271 | | Other | | 167 | | | 136 | | | 25 | | | (182) | | | 54 | | | 200 | | | | | | | | | | | | | | | | | | | | | Real Estate | | 168 | | | 47 | | | 4 | | | (10) | | | 1 | | | 210 | | | | | | | | | | | | | | | | | | | | | Energy Financial | | | | | | | | | | | | | | | | | | | Services | | 19 | | | 12 | | | 3 | | | 0 | | | 0 | | | 34 | | | | | | | | | | | | | | | | | | | | | GECAS | | 8 | | | 47 | | | 0 | | | (1) | | | 0 | | | 54 | | | | | | | | | | | | | | | | | | | | | Other | | 18 | | | 18 | | | (1) | | | (15) | | | 0 | | | 20 | | Total | $ | 4,238 | | $ | 4,453 | | $ | (426) | | $ | (4,967) | | $ | 1,350 | | $ | 4,648 | | | | | | | | | | | | | | | | | | | |
(a) Other primarily included the effects of securitization activity, currency exchange, dispositions and acquisitions. (b) During the first quarter of 2009, we transferred Artesia from CLL to Consumer. Prior-period amounts were reclassified to conform to the current-period’s presentation.
|
| 14 |
HARRIS CORP /DE/ |
Note E — Receivables
Receivables are summarized below:
| |
|
|
|
|
|
|
|
|
|
|
| |
|
October 2, |
|
July 3, |
| |
|
2009 |
|
2009 |
| |
|
(In millions) |
|
|
Accounts receivable
|
|
|
$ |
602.9 |
|
|
|
$ |
630.4 |
|
|
Unbilled costs on cost-plus contracts
|
|
|
|
146.9 |
|
|
|
|
149.1 |
|
|
Notes receivable due within one year, net
|
|
|
|
4.4 |
|
|
|
|
4.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
754.2 |
|
|
|
|
784.0 |
|
|
Less allowances for collection losses
|
|
|
|
(11.5 |
) |
|
|
|
(13.2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
742.7 |
|
|
|
$ |
770.8 |
|
|
|
|
|
|
|
|
|
|
|
|
| 15 |
HCP, INC. |
|
(6)
Loans Receivable
The following table summarizes the Companys loans
receivable (in thousands):
|
|
|
September 30, 2009 |
|
December 31, 2008 |
|
|
|
|
Real Estate
Secured |
|
Other |
|
Total |
|
Real Estate
Secured |
|
Other |
|
Total |
|
|
Mezzanine |
|
$ |
|
|
$ |
999,118 |
|
$ |
999,118 |
|
$ |
|
|
$ |
999,891 |
|
$ |
999,891 |
|
|
Joint venture partners |
|
|
|
778 |
|
778 |
|
|
|
7,055 |
|
7,055 |
|
|
Other |
|
785,636 |
|
83,700 |
|
869,336 |
|
71,224 |
|
81,725 |
|
152,949 |
|
|
Unamortized discounts, fees and costs |
|
(123,920 |
) |
(70,983 |
) |
(194,903 |
) |
|
|
(83,262 |
) |
(83,262 |
) |
|
Loan loss allowance |
|
|
|
|
|
|
|
|
|
(241 |
) |
(241 |
) |
|
|
|
$ |
661,716 |
|
$ |
1,012,613 |
|
$ |
1,674,329 |
|
$ |
71,224 |
|
$ |
1,005,168 |
|
$ |
1,076,392 |
|
On October 5, 2006, through its merger with CRP, the
Company acquired an interest-only, senior secured term loan made to
an affiliate of the Cirrus Group, LLC (Cirrus). The loan had a
maturity date of December 31, 2008, with a one-year extension
period at the option of the borrower, subject to certain
conditions, under which amounts were borrowed to finance the
acquisition, development, syndication and operation of new and
existing surgical partnerships. The loan accrues interest at a rate
of 14.0%, of which 9.5% is payable monthly and the balance of 4.5%
is deferred until maturity. The loan is collateralized by all of
the assets of the borrower (comprised primarily of interests in
partnerships operating surgical facilities, some of which are on
the premises of properties owned by HCP Ventures IV or the Company)
and is supported in part by limited guarantees made by certain
principals of Cirrus. Recourse under certain of these guarantees is
limited to the guarantors respective interests in certain entities
owning real estate that are pledged to secure such guarantees. At
December 31, 2008, the borrower did not meet the conditions
necessary to exercise its extension option and did not repay the
loan upon maturity. On April 22, 2009, new terms for extending the
maturity date of the loan were agreed to, including the payment of
a $1.1 million extension fee, and the maturity was extended to
December 31, 2010. At September 30, 2009 and December 31, 2008, the
carrying value of this loan, including accrued interest of $3
million and $0.6 million, respectively, was $85 million and $80
million, respectively. In July 2009, the Company issued a notice of
default for the borrowers failure to make interest payments.
Through September 30, 2009 the borrower has failed to make four of
its contractual payments. However, at September 30, 2009, the
Company continues to maintain this loan on accrual status as the
Company believes it is reasonably assured it will collect all
amounts outstanding under the loan, including accrued but unpaid
interest, based on the estimated fair value of underlying
collateral and guarantees supporting the loan. During the three and
nine months ended September 30, 2009, the Company recognized
interest income from this loan of $3.2 million and $9.1 million,
respectively, and received cash payments from this borrower of $0.6
million and $3.0 million, respectively.
On December 21, 2007, the Company made an investment in
mezzanine loans having an aggregate face value of $1.0 billion, for
approximately $900 million, as part of the financing for The
Carlyle Groups $6.3 billion purchase of HCR ManorCare. These
interest-only loans mature in January 2013 and bear interest on
their face values at a floating rate of one-month London Interbank
Offered Rate (LIBOR) plus 4.0%. These loans are mandatorily
pre-payable in January 2012 unless the borrower satisfies certain
performance conditions. At closing, the loans were secured by an
indirect pledge of equity ownership in 339 HCR ManorCare facilities
located in 30 states and were subordinate to other debt of
approximately $3.6 billion. At September 30, 2009, the carrying
value of these loans was $930 million.
On August 3, 2009, the Company purchased a $720 million
participation in first mortgage debt of HCR ManorCare, at a
discount of $130 million, for approximately $590 million. The $720
million participation bears interest at LIBOR plus 1.25% and
represents 45% of the $1.6 billion most senior tranche of HCR
ManorCares mortgage debt incurred as part of the above mentioned
financing for The Carlyle Groups acquisition of Manor Care, Inc.
in December 2007. The mortgage debt matures in January 2012, with a
one-year extension available at the borrowers option subject to
certain performance conditions, and was secured by a first lien on
331 facilities located in 30 states at closing. At September 30,
2009, the carrying value of the participation in this loan was $595
million. | |
| 16 |
HONEYWELL INTERNATIONAL INC. |
| | | September 30, 2009 | December 31, 2008 | | | | | | | | Trade | $6,243 | $5,893 | | | Other | 455 | 422 | | | | 6,698 | 6,315 | | | Less - Allowance for doubtful accounts | (234) | (186) | | | | $6,464 | $6,129 | |
| 17 |
International Business Machines Corporation |
|
5. Financing Receivables:
The following table
presents financing receivables, net of allowances for
doubtful accounts, including residual values.
|
|
|
At September 30, |
|
At December 31, |
|
|
(Dollars in millions) |
|
2009 |
|
2008 |
|
|
Current: |
|
|
|
|
|
|
Net investment in sales-type and direct financing
leases |
|
$ |
4,181 |
|
$ |
4,226 |
|
|
Commercial financing receivables |
|
3,800 |
|
5,781 |
|
|
Client loan receivables |
|
4,411 |
|
4,861 |
|
|
Installment payment receivables |
|
552 |
|
608 |
|
|
Total |
|
$ |
12,944 |
|
$ |
15,477 |
|
|
Noncurrent: |
|
|
|
|
|
|
Net investment in sales-type and direct financing
leases |
|
$ |
5,397 |
|
$ |
5,938 |
|
|
Commercial financing receivables |
|
60 |
|
94 |
|
|
Client loan receivables |
|
4,367 |
|
4,718 |
|
|
Installment payment receivables |
|
405 |
|
433 |
|
|
Total |
|
$ |
10,229 |
|
$ |
11,183 |
|
Net investment in sales-type and direct financing leases
is for leases that relate principally to the companys systems
products and are for terms ranging generally from two to six years.
Net investment in sales-type and direct financing leases includes
unguaranteed residual values of $868 million and $916 million at
September 30, 2009 and December 31, 2008, respectively,
and is reflected net of unearned income of $962 million and $1,049
million and of allowance for doubtful accounts of $179 million and
$217 million at those dates, respectively.
Commercial financing receivables relate primarily to
inventory and accounts receivable financing for dealers and
remarketers of IBM and non-IBM products. Payment terms for
inventory and accounts receivable financing generally range from 30
to 90 days.
Client loan receivables relate to loans that are provided
by Global Financing primarily to the companys clients to finance
the purchase of the companys software and services. Separate
contractual relationships on these financing arrangements are for
terms ranging generally from two to seven years. Each financing
contract is priced independently at competitive market rates. The
company has a history of enforcing the terms of these separate
financing agreements.
The company utilizes certain of its financing receivables
as collateral for non-recourse borrowings. Financing receivables
pledged as collateral for borrowings were $260 million and $373
million at September 30, 2009 and December 31, 2008,
respectively.
The company did not have any financing receivables held
for sale as of September 30, 2009 and December 31,
2008. | |
| 18 |
Kimco Realty Corporation |
8.
Mortgages and Other Financing Receivables
During March 2009, the
Company committed approximately $6.0 million as its share of a
$20.0 million one-year Debtor-in-Possession (DIP)
facility to an auto parts supplier. The DIP facility bears
interest at LIBOR plus 11% with a floor of 15% per annum and is
collateralized by all assets of the borrower. As of September
30, 2009, there was no outstanding balance on this facility.
During the nine months
ended September 30, 2009, the Company sold a portion of its
participation in two mortgage receivables, at par, aggregating
approximately $6.8 million to an unaffiliated third party.
No gain or loss was recognized in connecti |