Irwin Financial Corporation Announces Definitive Agreement for Sale of Certain First Mortgage Production Assets and Common Stoc
August 07 2006 - 10:00AM
PR Newswire (US)
COLUMBUS, Ind., Aug. 7 /PRNewswire-FirstCall/ -- Irwin Financial
Corporation (NYSE:IFC), today announced it has signed an Asset
Purchase Agreement with Freedom Mortgage (Mt. Laurel, NJ) under
which Freedom Mortgage would acquire substantially all of Irwin's
conforming conventional first mortgage loan production assets and
related contractual commitments, and offer employment to nearly all
staff associated with these assets. "Earlier this year, we
announced our desire to focus the Corporation's attention on the
growth of our small business and non-conforming consumer mortgage
segments," said Will Miller, Chairman of Irwin Financial. "This
meant, after 25 years of very successful participation in the
conforming conventional first mortgage business, we determined to
find Irwin Mortgage a new home. One of our objectives in this
process was to find a buyer whose strategy was better aligned with
Irwin Mortgage's on-going growth aspirations. Freedom Mortgage has
both the strategic intent and capacity to grow its national
mortgage banking platform, so I believe we have succeeded in this
objective." Freedom Mortgage's purchase includes assets associated
with Irwin Mortgage's loan origination operations, but excludes the
segment's mortgage servicing operations and its mortgage servicing
asset, each of which is being marketed separately. Closing of the
asset sale to Freedom Mortgage and the sale of the mortgage
servicing asset are both anticipated to occur in the third quarter
of 2006. Financial consideration for the proposed transaction was
not disclosed. J.P. Morgan Securities, Inc. acted as financial
adviser to Irwin Financial Corporation and Barnes & Thornburg,
LLP acted as its legal counsel. Classic Strategies Group, LLC was
the financial advisor to Freedom Mortgage. In addition, in
recognition of the Corporation's pending reductions to both its
balance sheet and risk profile resulting from the sale of mortgage
assets, the Board of Directors has authorized management to
undertake the repurchase of up to two million shares or up to $50
million of common stock of the Corporation. The repurchases will
occur from time-to-time based on market conditions, parent company
cash flow, and the Corporation's current and future projections of
capital position at both the Corporation and its subsidiary Bank
and Thrift. The stock repurchases are contingent upon the
successful completion of the mortgage asset sales process,
including the sale of mortgage rights. About Irwin Financial
Irwin(R) Financial Corporation (http://www.irwinfinancial.com/) is
a bank holding company with a history tracing to 1871. The
Corporation, through its principal lines of business provides a
broad range of financial services to consumers and small businesses
in selected markets in the United States and Canada. About
Forward-Looking Statements This press release contains
forward-looking statements that are based on management's
expectations, estimates, projections and assumptions. These
statements involve inherent risks and uncertainties that are
difficult to predict and are not guarantees of future performance.
Words that convey our beliefs, views, expectations, assumptions and
estimates or similar language, or that indicate events we believe
could, would, should, may or will occur (or might not occur) or are
likely (or unlikely) to occur, and similar expressions, are
intended to identify forward-looking statements, which include all
statements in connection with the expected sale of mortgage assets
and the implementation of a share repurchase program, other than
statements of historical fact. Actual future results may differ
materially from what is projected due to a variety of factors,
including, but not limited to, unforeseen difficulties the parties
may experience in completing the transaction as currently
contemplated, which would affect the Corporation's plans to proceed
with its share repurchase program; or unanticipated regulatory
constraints. We undertake no obligation to update publicly any of
these statements in light of future events, except as required in
subsequent reports we file with the Securities and Exchange
Commission. The Corporation will host a conference call on Monday,
August 7, at 1:00 p.m. EDT. Will Miller, CEO and Greg Ehlinger,
Senior Vice President and CFO of Irwin Financial Corporation will
be the speakers on the call. The toll- free number for the call is
(866) 868-1109; please tell the operator you would like to join the
Irwin Financial call, confirmation #15402781. A replay of the call
will be available on the Irwin Financial Corporation website at
http://www.irwinfinancial.com/ir-set.html. Conference Call, 1:00 PM
EDT, August 7, 2006 866.868.1109 Confirmation #15402781 Replay
available at http://www.irwinfinancial.com/ir-set.html DATASOURCE:
Irwin Financial Corporation CONTACT: Suzie Singer, Corporate
Communications, +1-812-376-1917, or Susan Matthews, Media,
+1-317-590-3202, both of Irwin Financial Corporation Web site:
http://www.irwinfinancial.com/
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