IndyMac Signs Long-Term Contract with High-Performing CEO, Michael Perry; New Contract Structured as Pay-for-Performance Arrange
September 22 2006 - 8:00AM
Business Wire
IndyMac Bancorp, Inc. (NYSE:NDE) ("Indymac" or the "Company"), the
holding company for IndyMac Bank(R) F.S.B., today announced that it
has signed a five-year contract, including options for five
additional years, with Michael W. Perry, Chairman and Chief
Executive Officer of Indymac. Track Record of Success under Perry
"Mike Perry has done a remarkable job leading Indymac for the past
14 years, and he is absolutely the right CEO to lead us into the
future," commented U.S. Senator John Seymour (ret.), Indymac
Director and Chairman of the Management Development and
Compensation Committee. "When Mike joined the company in 1993, we
had only four employees and almost no business, and we were
marginally profitable. Today, Indymac has over 8,000 employees, is
the 8th largest thrift and 9th largest mortgage lender in the
nation and makes over $360 million in net income per year. Most
importantly, during Mike's tenure our shareholders have realized
annualized total returns through August 2006 of 22 percent, as the
Company's market cap has grown from $75 million to $2.8 billion
today. Of the 155 financial services companies with market caps of
$100 million or less in 1993, there are only two today with larger
market caps than Indymac. Mike has the complete confidence of
Indymac's Board of Directors and management team as well as the
bank's employees, regulators and the investment community, and we
could not be more pleased that we have secured his long-term
commitment as our CEO." As indicated below, Indymac has achieved
substantial growth and financial success under Perry's leadership
since 1993:(1) -0- *T CAGR (Dollars in millions, except per YTD
inception share data) 6/30/2006 12/31/1992 to date Net revenues
(annualized) $1,363 $8 46% Earnings (annualized) $369 $5 38% EPS
(annualized) $5.36 $0.21 27% ROE 22% 4% 14% Total assets $23,756
$714 30% Deposits $9,352 $0 nm Book value per share $26.29 $8.58 9%
Market capitalization $3,146 $75 32% Loan production (annualized)
$81,862 $0 nm Home Loan Market share 3.20% 0% nm Loan Servicing
portfolio $109,989 $0 nm Comparative Annualized Returns: 12/92-8/06
Indymac 22% Dow Jones Industrial Average 12% S&P 500 10% *T "In
addition to achieving stellar financial performance, Mike Perry
conducts himself with the highest level of ethics, is highly
organized and responsible with respect to corporate governance and
always has the best interests of his employees in mind," stated
Seymour. ISS Corporate Services, Inc. evaluated Indymac on 63
attributes of corporate governance and then provided the Company
with an overall Corporate Governance Quotient (CGQ) as of September
11, 2006. Based on this CGQ, Indymac outperformed 89.2% of
companies in the S&P 400 Index and 98.4% of the banks within
this index. In 2002, Perry surrendered 500,000 stock options,
one-third of the options he was granted in his prior five-year
contract, with no economic compensation, to ensure the availability
of sufficient options to build a strong team and provide adequate
compensation for them. Today, those options would have a value of
$7.5 million. In addition, at his request, his new contract
stipulates that 10 percent of his short-term cash incentive bonus
will be directed to scholarships for the children of Indymac
employees. Pay-for-Performance Contract Perry's new contract is
structured largely as a pay-for-performance arrangement where
incentive compensation is targeted as a percentage of net income
and is earned based on Indymac achieving certain EPS growth
targets.(2) The table below shows Perry's projected compensation
(base salary, short-term and long-term incentives) under different
scenarios for EPS growth over 2006.(3) -0- *T % Increase in EPS
Less than 17.0% or 5.0%(4) 15.0% greater(5)
---------------------------------- ----------- -----------
----------- Estimated 2007 Compensation (base salary, short-term
and long-term incentives) $1,250,000 $7,405,000 $8,943,000
---------------------------------- ----------- -----------
----------- Performance Based Compensation as a % of Estimated 2007
Total Compensation 0% 83% 86% ----------------------------------
----------- ----------- ----------- Estimated 5-year Compensation
as a less than % of Total 5-year Shareholder NA 0.96% Value
Created(6) 0.86% ---------------------------------- -----------
----------- ----------- *T As indicated, Perry's compensation is
expected to be heavily performance-based, and it is expected that
compensation over the five-year period of the contract will be less
than one percent of the total shareholder value created. "At the
end of the day, Indymac Bancorp - its customers, shareholders,
management team and employees - is very fortunate to have Mike
Perry as its CEO," concluded Seymour. "While he may be one of the
youngest CEOs of a major financial institution, he is one of the
most experienced, having been at the helm of Indymac for almost 14
years. As such, we believe that, notwithstanding his past
accomplishments, he is just hitting his stride as a CEO, and we are
confident that with his new contract in place, Indymac will perform
very well in pursuing its long-term goal of growing EPS by 15
percent or more annually." After signing the contract Perry
commented, "I'm very pleased to have extended my commitment to
Indymac and its customers, employees and shareholders. We have a
phenomenal team in place, in my view one of the best in our
business, and we have a solid business model and the right
strategic plan. Even though the industry is now consolidating and
transitioning to a new environment, I see great opportunities for
Indymac, and I am convinced that the best years for our Company, by
far, are yet to come." About Indymac Bank IndyMac Bancorp, Inc.
(NYSE:NDE) (Indymac(R)) is the holding company for IndyMac Bank,
F.S.B. (Indymac Bank(R)), the largest savings and loan in Los
Angeles and the ninth largest mortgage originator in the nation.
Indymac Bank, operating as a hybrid thrift/mortgage banker,
provides cost-efficient financing for the acquisition, development,
and improvement of single-family homes. Indymac also provides
financing secured by single-family homes and other banking products
to facilitate consumers' personal financial goals. With an
increased focus on building customer relationships and a valuable
consumer franchise, Indymac is committed to becoming a top six
mortgage lender in the U.S. by 2010, while maintaining annualized
earnings per share growth in excess of 15 percent. The company is
dedicated to constantly raising expectations and conducting itself
with the highest level of ethics. For more information about
Indymac and its affiliates, or to subscribe to the company's Email
Alert feature for notification of company news and events, please
visit http://about.indymacbank.com/investors. FORWARD-LOOKING
STATEMENTS Certain statements contained in this press release may
be deemed to be forward-looking statements within the meaning of
the federal securities laws. The words "anticipate," "believe,"
"estimate," "expect," "project," "plan," "forecast," "intend,"
"goal," "target," and similar expressions identify forward-looking
statements that are inherently subject to risks and uncertainties,
many of which cannot be predicted or quantified. Actual results and
the timing of certain events could differ materially from those
projected in or contemplated by the forward-looking statements due
to a number of factors, including, the effect of economic and
market conditions including industry volumes and margins(a); the
level and volatility of interest rates(a); the Company's hedging
strategies, hedge effectiveness and asset and liability
management(a); the accuracy of subjective estimates used in
determining the fair value of financial assets of Indymac; the
credit risks with respect to our loans and other financial assets;
the actions undertaken by both current and potential new
competitors(a); the availability of funds from Indymac's lenders
and from loan sales and securitizations, to fund mortgage loan
originations and portfolio investments; the execution of Indymac's
growth plans and ability to gain market share in a significant
market transition(a); the impact of disruptions triggered by
natural disasters; pending or future legislation, regulations(a) or
litigation; and other risk factors described in the reports that
Indymac files with the Securities and Exchange Commission,
including its Annual Report on Form 10-K, Quarterly Reports on Form
10-Q, and its reports on Form 8-K. (a)While all of the above items
are important, the noted items represent those that, in
management's view, merit increased focus given current conditions.
(1)Mr. Perry started running Indymac on January 4, 1993. (2)See
Form 8-K filing of September 22, 2006 for the complete details of
the compensation plan. (3)The table assumes Indymac earns $5.26 per
share for 2006, which is the "base case" estimate Indymac has
publicly communicated. (4)If year-over-year EPS growth falls below
5.0%, Perry's compensation is limited to $1,250,000. (5)If
year-over-year EPS growth reaches 17.0%, Perry's incentive
compensation reaches a cap. (6)Total 5-year shareholder value
created assumes EPS growth as indicated in the table and a constant
price/earnings multiple of 9.0, while maintaining current dividend
policy.
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