Working capital increased to $365.4 million at April 30, 2002
from $282.8 million at April 30, 2001. The working capital
ratio at April 30, 2002 is 1.19 to 1, compared to 1.14 to
1 at April 30, 2001. Historically, a large portion of tax
return preparation occurs in the fourth quarter and has the
effect of increasing certain assets and liabilities during
the fourth quarter, including cash and cash equivalents, receivables,
accrued salaries, wages and payroll taxes and accrued taxes
on earnings.
In
March 2000, the Company’s Board of Directors approved
an authorization to repurchase up to 12 million shares of
its common stock. Repurchases under the March 2000 authorization
were completed in September 2001. On September 12, 2001, the
Company’s Board of Directors authorized the repurchase
of an additional 15 million shares of common stock. During
fiscal 2002, the Company repurchased 12.2 million shares (split-adjusted)
pursuant to these authorizations at an aggregate price of
$462.5 million or an average price of $37.76 per share. There
are approximately 8.5 million shares remaining under the September
2001 authorization. The Company plans to continue to purchase
its shares on the open market in accordance with this authorization,
subject to various factors including the price of the stock,
the ability to maintain progress toward a financial and capital
structure that will support a mid single A rating (Moody’s
— A2; Standard & Poors — A; and Fitch —
A), the availability of excess cash, the ability to maintain
liquidity and financial flexibility, securities laws restrictions
and other investment opportunities available.
FORWARD
– LOOKING
INFORMATION
The Notes to the Consolidated Financial Statements, as well
as other information contained in this Annual Report to Shareholders
may contain forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933 and Section 21E
of the Securities Exchange Act of 1934. Such statements are
based upon current information, expectations, estimates and
projections regarding the Company, the industries and markets
in which the Company operates, and management’s assumptions
and beliefs relating thereto. Words such as “will,”
“plan,” “expect,” “remain,”
“intend,” “estimate,” “approximate,”
and variations thereof and similar expressions are intended
to identify such forward-looking statements. These statements
speak only as of the date on which they are made, are not
guarantees of future performance, and involve certain risks,
uncertainties and assumptions that are difficult to predict.
Therefore, actual outcomes and results could materially differ
from what is expressed, implied or forecast in such forward-looking
statements. Such differences could be caused by a number of
factors including, but not limited to, the uncertainty of
laws, legislation, regulations, supervision and licensing
by Federal, state and local authorities and their impact on
any lines of business in which the Company’s subsidiaries
are involved; unforeseen compliance costs; changes in economic,
political or regulatory environments; changes in competition
and the effects of such changes; the inability to implement
the Company’s strategies; changes in management and
management strategies; the Company’s inability to successfully
design, create, modify and operate its computer systems and
networks; the uncertainty of the continued availability of
sources of liquidity; the uncertainity of the assumptions
used in determining the fair values of residual interests
and mortgage servicing rights; litigation involving the Company;
the uncertainty of the impact of any share repurchases on
earnings per share; and risks described from time to time
in reports and registration statements filed by the Company
and its subsidiaries with the Securities and Exchange Commission.
Readers should take these factors into account in evaluating
any such forward-looking statements. The Company undertakes
no obligation to update publicly or revise any forward-looking
statements, whether as a result of new information, future
events or otherwise.
CRITICAL
ACCOUNTING POLICIES
The policies discussed below are considered by management
to be critical to an understanding of the Company’s
financial statements because their application places the
most significant demands on management’s judgment, with
financial reporting results relying on estimation about the
effect of matters that are inherently uncertain. Specific
risks for these critical accounting policies are described
in the following paragraphs. For all of these policies, management
cautions that future events rarely develop as forecast, and
estimates routinely require adjustment and may require material
adjustment.
Valuation
of long-lived assets: The Company reviews
long-lived assets, mainly intangible assets arising from business
combinations, whenever events or circumstances indicate the
carrying amounts may not be fully recoverable. The first step
in the review is to compare the carrying value of the assets
with estimated future undiscounted cash flows. If this comparison
indicates impairment, the impairment loss is measured as the
difference between the carrying value and the fair value of
the asset. Management estimates future discounted and undiscounted
cash flows and fair values based upon historical performance,
trends, leading indicators and various other factors. A significant
change in the assumptions underlying the cash flows or fair
values could result in a different determination of impairment
loss and/or the amount of any impairment.
Valuation
of goodwill: The Company tests goodwill for
impairment annually or more frequently whenever events occur
or circumstances change which would more likely than not reduce
the fair value of a reporting unit below its carrying amount.
A reporting unit is an operating segment or one level below
an operating segment. The first step of the impairment test
is to compare the estimated fair value of the reporting unit
to carrying value. If the carrying value is less than fair
value, no impairment exists. If the carrying value is greater
than fair value, a second step is performed to determine the
fair value of goodwill and the amount of impairment loss,
if any. In estimating each reporting unit’s fair value
using discounted cash flow projections, management makes assumptions,
including discount rates, growth rates and terminal values.
Changes in the projections or assumptions could materially
affect fair values. The initial and annual assessment in fiscal
2002 resulted in the fair value of each reporting unit exceeding
the carrying value.
Gain
on sale of mortgage loans: The Company sells,
in whole-loan sales, substantially all of the mortgage loans
it originates to a third-party trust (“Trust”).
Following the whole loan sales to the Trust, the Company retains
mortgage servicing rights (“MSRs”) and a receivable
from the Trust for a portion of the net interest income that
the trust earns while holding the mortgage loans (similar
to an interest only strip). The Company reports gain on sale
as the difference between cash proceeds and the allocated
cost of loans sold.
The Company
determines the allocated cost of loans sold based on the relative
fair values of loans sold, the receivable from the Trust and
MSRs. The relative fair values of the receivable from the
Trust and the MSRs are determined using discounted cash flow
models which require various management assumptions (see discussion
below in “Valuation of residual interests” and
“Valuation of mortgage servicing rights”). Variations
in these assumptions affect the estimated fair values, which
would affect the reported gain on sale.
Ultimately,
the Trust and the Company pledge the mortgage loans and the
receivable to a securitization trust to reconstitute the loans
so they can be securitized. The securitization trust then
securitizes the mortgage loans, and the Company’s receivable
from the Trust is recharacterized as a residual interest from
the securitized mortgage loans. The Company securitizes these
residual interests in net interest margin (“NIM”)
transactions, and receives cash and much smaller residual
interests. These NIM transactions require management to make
various assumptions that may materially affect the gain on
securitization.
Valuation
of residual interests:
The Company uses discounted cash flow models to arrive at
the initial estimated fair values of its residual interests.
The fair value of residual interests is estimated by computing
the present value of the excess of the weighted average coupon
on the loans sold over the sum of (1) the coupon on the senior
interests, (2) a base servicing fee paid to the servicer of
the loans (usually the Company), (3) expected losses to be
incurred on the portfolio of the loans sold (as projected
to occur) over the lives of the loans, (4) fees payable to
the trustee and insurer, (5) estimated collections of prepayment
penalty fees, (6) other fees, and (7) payments made to investors
on NIM bonds. The weighted average coupon on the loans sold
and the coupon on the senior interests take into consideration
the current and expected interest rate environment, including
projected changes in future interest rates and the timing
of such changes. Prepayment and loss assumptions used in estimating
the cash flows are based on evaluations of the actual experience
of the Company’s servicing portfolio or on market rates
on new portfolios, also taking into consideration the current
interest rate environment and its expected impact on future
prepayment rates. The estimated cash flows expected to be
received by the Company are discounted at an interest rate
the Company believes an unaffiliated third-party purchaser
would require as a rate of return on such a financial instrument.
The Company evaluates the fair values of residual interests
quarterly by updating the actual and expected assumptions
in the discounted cash flow models. Variations in the above
assumptions, as well as the discount rate and interest rate
assumptions, could materially affect the estimated fair values,
which may require the Company to record impairments. In addition,
variations will also affect the amount of residual interest
accretion recorded on a monthly basis. See note 5 to the consolidated
financial statements for current assumptions.
Valuation
of mortgage servicing rights: The Company
sells mortgage loans with servicing retained. MSRs are recorded
at allocated carrying amounts based on relative fair values
when the loans are sold (see discussion above in “Gain
on sale of mortgage loans”). Relative fair values of
MSRs are determined based on present values of estimated future
servicing cash flows. Assumptions used in estimating the value
of MSRs include discount rates and prepayment rates. Prepayment
rates are estimated using the Company’s historical experience
and third party market sources. Variations in these assumptions
could materially affect the carrying value of the MSRs.
MSRs are
periodically reviewed for impairment by management. Impairment
is assessed based on the fair value of each risk stratum.
Fair values take into account the historical prepayment activity
of the related loans and management’s estimates of the
remaining future cash flows to be generated by the underlying
mortgage loans. If actual prepayment rates prove to be higher
than the estimate made by management, impairment of the MSRs
could occur.
Other
significant accounting policies: Other significant
accounting policies, not involving the same level of measurement
uncertainties as those discussed above, are nevertheless important
to an understanding of the financial statements. These policies
require difficult judgments on complex matters that are often
subject to multiple sources of authoritative guidance. Certain
of these matters are among topics currently under reexamination
by accounting standards setters and regulators. Although no
specific conclusions reached by these standard setters appear
likely to cause a material change in the Company’s accounting
policies, outcomes cannot be predicted with confidence. Also
see note 1 to the consolidated financial statements which
discusses accounting policies that must be selected by management
when there are acceptable alternatives.
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