Mark Mason
Analyst · D.A. Davidson. Please go ahead
Hello and thank you for joining us for our first quarter 2019 earnings call. Before we begin, I'd like to remind you that our detailed earnings release was furnished this morning to the SEC on Form 8-K and is now available on our website at ir.homestreet.com under the News & Events link. In addition, a recording and a transcript will be available at the same address following our call. On today's call, we will make some forward-looking statements. Any statement that isn't a description of historical fact is probably forward looking and is subject to many risks and uncertainties. Our actual performance may fall short of our expectations, or we may take actions different than those we currently anticipate. Those factors include conditions affecting our financial performance, the actions, findings or requirements of our regulators, our ability to meet all of the closing requirements for the pending sale of our assets related to our standalone Home Loan Center mortgage business and general economic conditions that affect our net interest margins, borrower credit performance, loan origination volumes and the value of mortgage servicing rights. Other factors that may cause actual results to differ from our expectations or that may cause us to deviate from our current plans are identified in our detailed earnings release and in our SEC filings, including our most recent quarterly report on Form 10-Q as well as our various other SEC filings. Additionally, information on any non-GAAP financial measures referenced in today's call, including a reconciliation of those measures to GAAP measures, may be found in our SEC filings and in the detailed earnings release available on our website. Please refer to our detailed earnings release for more discussion of our financial condition and results of operations. Further, I would like to inform you that the company, its directors and certain of its executive officers are participants in the solicitation of proxies from the company's shareholders in connection with the company's 2019 annual meeting of shareholders. The company intends to file a proxy statement and proxy card to the SEC in connection with its solicitation of proxies for the 2019 annual meeting. Shareholders of the company are strongly encouraged to read the proxy statement, the accompanying proxy card and all other documents filed with the SEC carefully and in their entirety as they contain important information regarding the identity of the company's participants and their direct or indirect interest by security holdings or otherwise as set forth in the proxy statement and other materials filed by the company with the SEC, which can be found for free at the company's website, ir.homestreet.com or through the SEC's website at www.sec.gov. Last week, we released a statement commenting on activist shareholder Blue Lion's director nominations and proposals. As is our normal practice in such situations, we will not take questions regarding or comment on the potential proxy contest with Blue Lion Capital on this call. Yesterday, Dwight Capital published a letter to our Board of Directors expressing an unsolicited interest in acquiring our Fannie Mae DUS multi-family origination and servicing business. HomeStreet was not aware of Dwight Capital's interest until their press release as they had not previously contacted us. HomeStreet has been a Fannie Mae DUS lender and servicer since the initiation of the program by Fannie Mae over 30 years ago, and this business has and continues to be a profitable and important part of our commercial real estate lending business. The Board of Directors will review the letter from Dwight Capital and respond as appropriate. And as such, we will not be making any additional comments on their offer on this call. Joining me today is our Chief Financial Officer, Mark Ruh. We are conducting today's call from two separate locations. So, please excuse any additional background noise or possible cross talk most probably during questions later on this call. In a moment, Mark will present our financial results, but, first, I'd like to give an update on our results of operations and review our progress in executing our business strategy. During the past several months, we've made significant progress toward achieving our long-term strategic goals. We're executing a series of transactions that, when completed, will redefine our business. The Board of Directors approved a plan of exit of our standalone Home Loan Center-based mortgage origination business and related mortgage loan servicing. This decision resulted in recasting our financial results to reflect the discontinued operations in the form of Mortgage Banking segment. The earnings result released this morning reflect those changes for the current quarter and the comparative historical quarters. In conjunction with the Board of Directors' decision to exit or dispose of the large-scale Mortgage Banking business, in the first quarter, we sold the majority of our single-family mortgage servicing rights. And in April of this year, we entered into an agreement to sell substantially all of our Home Loan Centers and related fulfillment centers. In connection with the Home Loan Center sale, we expected a significant number of our mortgage personnel will transition to positions with the buyer. Closing conditions include minimum levels of employment offer acceptance and loan officer and branch licensing requirements. Any Home Loan Centers or fulfillment centers not sold to HomeBridge will be closed in the second quarter. To the extent that minimum closing conditions are not met for Home Loan Centers and fulfillment centers expected to be sold in part or in total, loss on disposal may materially exceed current estimates. We thank those employees that are part of the transaction for their work at HomeStreet and contribution to our success. We expect that significant number of our mortgage personnel will transition to positions with the buyer. Other personnel in corporate positions supporting the Mortgage Banking business will be reduced in the remainder of 2019, primarily in the second quarter. We also announced that we sold approximately $10 billion of Fannie Mae and Freddie Mac single-family mortgage servicing rights and sold approximately $4 billion of Ginnie Mae's single-family mortgage servicing rights in the first quarter. Together, the sale of these servicing rights represent $177 million of MSR fair value and approximately 71% of our portfolio of single-family servicing rights as of December 31, 2018. We have retained the servicing associated with loan officers that will continue with the company as well as the more specialized or niche loan programs for which there is not a liquid secondary market. Nevertheless, we expect the remaining portfolio to shrink over time as future additions will be less than expected amortization and prepayments. This transition will provide more portfolio space for commercial lending going forward. These transactions align with our long-term strategic goal of reducing the impact of the cyclical and volatile earnings stream. Our remaining single-family mortgage business will be reported going forward within continuing operations, substantially smaller, focused on our retail deposit and regional markets and position for ongoing profitability. As part of the plan of exit, the company recognized $12.1 million of loss on exit or disposal and restructuring charges during the first quarter. We expect to incur additional expenses of $7 million to $12 million during the remainder of 2019, primarily in the second quarter. Under Generally Accepted Accounting Principles, we are unable to recognize the results of discontinued operations. All of the corporate overhead and support costs, such as information technology, human resources, legal and accounting that we incurred to support these businesses and previously reported in the results of our former Mortgage Banking segment. These corporate overhead and support costs have been recast in our historical results of operations and are now included in continuing operations. In our presentation, we refer to these costs as stranded costs. These stranded costs are identified in the financial tables in today's release and totaled $8.3 million during the first quarter of this year. As part of our plan of exit or disposal of our Home Loan Center-based mortgage origination and servicing business, we have already identified approximately 45% to 50% of these stranded costs for immediate reduction, the majority of which will occur during the second quarter of this year. Included in these initial reductions are approximately 100 employees in corporate overhead positions, whose positions will be eliminated prior to year-end 2019, and we provided notice to those affected employees earlier this month. In addition to these initially identified reductions, we have initiated a corporatewide efficiency improvement project to go beyond the current restructuring plan to improve the operating efficiency of the entire company. As part of this initiative, we have engaged the services of a well-known consultant, Dan Davis at CBC For Profits, who has successfully helped many West Coast banks identify opportunities for cost reductions and process improvements and improve their overall operating efficiency. In addition to these restructuring activities, during the quarter, we also completed the acquisition of a retail deposit branch in San Marcos, California with approximately $75 million in deposits, along with our $112 million of commercial loans and a San Diego County focused commercial lending team. We look forward to continuing our growth in that large and diverse market with a high-quality commercial banking team with a great track record. We also opened two de novo branches in San Jose and Santa Clara, California. These locations are an important expansion of our retail deposit branch footprint with the sizable number of our retail customers that we acquired in the acquisition of Simplicity Bancorp are located in the region. These branches are also an important addition to our commercial lending business located in Northern California. Our investment in the branches had been planned and committed for some time. Going forward, we have suspended future de novo deposit branch openings, consistent with our strategic shift toward slower growth, improved efficiency and profitability improvement. While we've been busy with strategic changes and related transactions, our core businesses has continued to perform well. We grew loans held for investment 5% during the quarter, 3% excluding loans acquired with our new San Marcos branch. Total deposits increased 7% during the quarter, 5% excluding the deposits acquired with our new San Marcos branch. And non-interest bearing deposits increased 12%, 5% excluding acquired deposits during the quarter. Asset quality remained strong during the quarter with our non-performing asset ratio ending at 23 basis points of total assets. Lastly, the Board of Directors has approved a share repurchase program for up to $75 million of our common stock. This share repurchase and the ongoing growth and success of our core business, supported by the outlook for continued economic strength in our primary markets, underscores our confidence in HomeStreet's future performance and long-term value creation for our shareholders. Once these transactions are complete and their total financial impact are known, the Board of Directors will consider potential uses of any remaining excess capital, which may include additional share repurchases, establishing a regular cash dividend and other measures intended to improve long-term shareholder value. And now, I'll turn it over to Mark who will share the details of our financial results.