A Financial Supplement aggregating all restated financials is also available in the Investor Relations section of the Company's website at http://investors.santanderconsumerusa.com. Choose "Events" and select the information pertaining to the Restated Financials.
As previously disclosed in the September 2016 Form 8-K, SC is filing restated financial statements and associated disclosures for the full years 2013, 2014 and 2015, and the quarters within 2014 and 2015, as well as the first quarter of 2016, due to errors identified in the financial statements for each of those periods.
The restated filings correct all known errors in the respective filings, the most significant of which are:
- The Company's methodology for accreting dealer discounts, subvention payments from manufacturers and capitalized origination costs.
- The Company's lack of consideration of net discounts when estimating the allowance for credit losses.
- The discount rate used in determining the impairment for loans accounted for as troubled debt restructurings ("TDRs").
The restated filings also correct an error in the Company's accounting for certain executive severance-related and stock compensation expenses. This error was previously disclosed in the September 2016 Form 8-K under the heading "Other identified and resolved errors." More specifically:
- During the year ended December 31, 2015, the Company had recognized approximately $12 million in severance-related expenses, approximately $10 million in stock compensation expense and a liability for approximately $115 million in contemplation of the amounts and benefits payable to former CEO Thomas G. Dundon pursuant to the terms of the previously disclosed Separation Agreement among Mr. Dundon, the Company, DDFS LLC, Santander Holdings USA, Inc. and Banco Santander.
- The Company subsequently determined that its previous accounting for the expenses and liabilities contemplated in the Separation Agreement was in error as such expenses and liabilities should not be recorded until all applicable conditions have been satisfied, including that all required regulatory approvals have been obtained.
- Accordingly, the restated consolidated financial statements as of and for the year ended December 31, 2015 do not include any expense or liability associated with the Separation Agreement.
- If all applicable conditions are satisfied, including receipt of the required regulatory approvals, the Company will be obligated to make a cash payment to Mr. Dundon of up to approximately $115 million. Because the revised accounting treatment of the Separation Agreement results in Mr. Dundon's remaining unexercised vested stock options' being considered to have expired, the entire payment would be recorded as compensation expense in the period which approval is obtained.
Further details regarding the restatement can be found in Footnote 2 to the financial statements included in the respective filings and in the September 2016 Form 8-K.
In addition, as previously disclosed, the Company reported the existence of additional material weaknesses in internal control over financial reporting. A description of all material weaknesses can be found in Item 4 of the Q2 2016 10-Q and the respective 10-Q/As, and in Item 9A of the 2015 10-K/A.
Conference Call Information
SC will release third quarter financial results on Wednesday, November 9, 2016. SC management will host a conference call to discuss the quarterly results at 9:00 a.m. Eastern Time on November 9.
The conference call will be accessible by dialing 1-877-604-9668 (U.S. domestic), or 1-719-325-4870 (international), conference ID, 2258671. Please dial in 10 minutes prior to the start of the call. The conference call will also be accessible via live audio webcast through the Investor Relations section of the corporate website at http://investors.santanderconsumerusa.com. Choose "Events" and select the information pertaining to the Q3 2016 Earnings Call. Additionally, there will be several slides accompanying the webcast. Please visit the website at least 15 minutes prior to the call to register, download and install any necessary software.
For those unable to listen to the live broadcast, a replay will be available on the Company's website or by dialing 1-844-512-2921 (U.S. domestic), or 1-412-317-6671 (international), conference ID, 2258671, approximately two hours after the event. The dial-in replay will be available for two weeks after the conference call, and the webcast replay will be available through November 23, 2016. An investor presentation will also be available by visiting the Investor Relations page of SC's website at http://investors.santanderconsumerusa.com.
About Santander Consumer USA Holdings Inc.
Santander Consumer USA Holdings Inc. (NYSE: SC) ("SC") is a full-service, technology-driven consumer finance company focused on vehicle finance, third-party servicing and delivering superior service to our more than 2.7 million customers across the full credit spectrum. The Company, which began originating retail installment contracts in 1997, has a managed assets portfolio of more than $53 billion (as of June 30, 2016), and is headquartered in Dallas. (www.santanderconsumerusa.com)
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements about our expectations, beliefs, plans, predictions, forecasts, objectives, assumptions, or future events or performance are not historical facts and may be forward-looking. These statements are often, but not always, made through the use of words or phrases such as "anticipates," "believes," "can," "could," "may," "predicts," "potential," "should," "will," "estimates," "plans," "projects," "continuing," "ongoing," "expects," "intends," and similar words or phrases. Although we believe that the expectations reflected in these forward-looking statements are reasonable, these statements are not guarantees of future performance and involve risks and uncertainties that are subject to change based on various important factors, some of which are beyond our control. For additional discussion of these risks, refer to the section entitled "Risk Factors" and elsewhere in our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q filed by us with the U.S. Securities and Exchange Commission ("SEC"). Among the factors that could cause the forward-looking statements in this press release and/or our financial performance to differ materially from that suggested by the forward-looking statements are (a) the inherent limitations in internal controls over financial reporting; (b) our ability to remediate any material weaknesses in internal controls over financial reporting completely and in a timely manner; (c) continually changing federal, state, and local laws and regulations could materially adversely affect our business; (d) adverse economic conditions in the United States and worldwide may negatively impact our results; (e) our business could suffer if our access to funding is reduced; (f) significant risks we face implementing our growth strategy, some of which are outside our control; (g) unexpected costs and delays in connection with exiting our personal lending business; (h) our agreement with Fiat Chrysler Automobiles US LLC may not result in currently anticipated levels of growth and is subject to certain performance conditions that could result in termination of the agreement; (i) our business could suffer if we are unsuccessful in developing and maintaining relationships with automobile dealerships; (j) our financial condition, liquidity, and results of operations depend on the credit performance of our loans; (k) loss of our key management or other personnel, or an inability to attract such management and personnel; (l) certain regulations, including oversight by the Office of the Comptroller of the Currency, the Consumer Financial Protection Bureau, the European Central Bank, and the Federal Reserve, whose oversight and regulation may limit certain of our activities, including the timing and amount of dividends and other limitations on our business; and m) future changes in our relationship with Banco Santander that could adversely affect our operations. If one or more of the factors affecting our forward-looking information and statements proves incorrect, our actual results, performance or achievements could differ materially from those expressed in, or implied by, forward-looking information and statements. Therefore, we caution not to place undue reliance on any forward-looking information or statements. The effect of these factors is difficult to predict. Factors other than these also could adversely affect our results, and the reader should not consider these factors to be a complete set of all potential risks or uncertainties. New factors emerge from time to time, and management cannot assess the impact of any such factor on our business or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any forward-looking statement. Any forward-looking statements only speak as of the date of this document, and we undertake no obligation to update any forward-looking information or statements, whether written or oral, to reflect any change, except as required by law. All forward-looking statements attributable to us are expressly qualified by these cautionary statements.
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SOURCE Santander Consumer USA Holdings Inc.