Regions Bank 2010 Annual Report Download - page 58

During 2007, Regions acquired two financial services entities. On January 2, 2007, Regions Insurance
Group, Inc. acquired certain assets of Miles & Finch, Inc., a multi-line insurance agency headquartered in
Kokomo, Indiana. On June 15, 2007, Morgan Keegan acquired Shattuck Hammond Partners LLC, an investment
banking and financial advisory firm headquartered in New York, New York.
On November 4, 2006, Regions merged with AmSouth Bancorporation (“AmSouth”), headquartered in
Birmingham, Alabama. In the stock-for-stock merger, 0.7974 shares of Regions were exchanged, on a tax-free
basis, for each share of AmSouth common stock. AmSouth had total assets of approximately $58 billion
(including goodwill) and operated in six states at the time of the merger. This transaction was accounted for as a
purchase of 100 percent of the voting interests of AmSouth by Regions and, accordingly, financial results for
periods prior to November 4, 2006 have not been restated.
Regions incurred approximately $822 million in one-time pre-tax merger-related costs to bring the two
companies together. Regions recorded $185 million of such costs in goodwill during 2006. This amount was
subsequently adjusted down by $3 million in 2007. The majority of merger costs flowed directly through the
statements of operations. These included $201 million, $351 million, and $89 million in pre-tax merger expenses
during 2008, 2007 and 2006, respectively. No merger expenses related to the AmSouth transaction were recorded
after the third quarter of 2008.
Dispositions
During the first quarter of 2007, through sales to three separate buyers, Regions completed the divestiture of
52 former AmSouth branches having approximately $2.7 billion in deposits and $1.7 billion in loans. These
divestitures were required in markets where the merger may have affected competition.
On March 30, 2007, Regions sold its wholly-owned non-conforming mortgage origination subsidiary,
EquiFirst Corporation (“EquiFirst”) for an initial sales price of approximately $76 million. The business related
to EquiFirst has been accounted for as discontinued operations and the results are presented separately on the
consolidated statements of operations for all periods presented. Resolution of the sales price was completed in
October 2008, and resulted in an after-tax loss of approximately $10 million. As of December 31, 2010, Regions
has approximately $51 million in book value of “sub-prime” loans retained from the disposition of EquiFirst in
2007, down from the year-end 2009 balance of $61 million. Management has considered the credit quality of
these loans in the calculation of the allowance for loan losses.
Business Segments
Regions provides traditional commercial, retail and mortgage banking services, as well as other financial
services in the fields of investment banking, asset management, trust, mutual funds, securities brokerage,
insurance and other specialty financing. Regions carries out its strategies and derives its profitability from the
following business segments:
Banking/Treasury
Regions’ primary business is providing traditional commercial, retail and mortgage banking services to its
customers. Regions’ banking subsidiary, Regions Bank, operates as an Alabama state-chartered bank with branch
offices in Alabama, Arkansas, Florida, Georgia, Illinois, Indiana, Iowa, Kentucky, Louisiana, Mississippi,
Missouri, North Carolina, South Carolina, Tennessee, Texas and Virginia. The Treasury function includes the
Company’s securities portfolio and other wholesale funding activities. In 2010, Regions’ banking and treasury
operations reported a loss of $433 million, as credit and credit-related costs continued to pressure this business
segment.
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