The $3 billion Catalyst Corporate FCU announced Oct. 29 the completion of its purchase and assumption of the Phoenix-based First Corporate Credit Union, a so-called pass-through corporate that struggled to gain enough scale to replace services provided by U.S. Central FCU.
The purchase and assumption agreement between the two corporates and their regulators is unique because FirstCorp will retain its existing state charter for seven years without federal deposit insurance as its legacy assets either mature or are sold. Neither the investments nor $35 million in FirstCorp capital will be transferred to Catalyst.
“It was necessary to develop a plan that would insulate Catalyst’s membership from risks posed by the legacy assets on the FirstCorp balance sheet. Taking on any risk was not an acceptable outcome for us,” said Catalyst President/CEO Kathy Garner.
FirstCorp Chairman Dave Doss said the board will continue to meet twice a year to review the investment portfolio and decide whether to hold on to the securities or sell them. As the securities mature, the earnings and principal will be returned to members on a capital ownership basis.
With only one security currently reflecting a loss, Doss said it’s very likely members will recover all of the capital they converted from member capital shares to perpetual contributed capital in 2011. Per the business plan, Doss said FirstCorp plans to return $15 million to members in February 2013 and will return at total of $20 million within the first year or two.
That’s good news for FirstCorp members who made the transition to Catalyst Corporate, because they had to pony up new capital to become full members of their new Plano, Texas-based corporate.
Doss said back when members converted their capital in 2011, FirstCorp was attempting to expand by picking up new members from the failed Western Corporate FCU. However, he said too many former WesCorp members were taking a wait-and-see approach to what would come of WesBridge and its capitalization effort, and others were hesitant to invest capital anywhere after absorbing WesCorp’s capital losses.
When former President/CEO Pete Pritts resigned, the FirstCorp board re-evaluated its expansion plan and decided to pursue a merger instead.
“With U.S. Central going away, I think it put more emphasis on the need for us to acquire scale, and given the number of credit unions in Arizona, that was a challenge,” Doss said. “Ultimately, the board recognized our primary responsibility was to provide service to our members and protect their remaining capital, so our best option was to seek out a partner that could bring a sustainable business model to the table.”
Doss said he did field a few tough questions from members during a series of town hall meetings about whether FirstCorp was considering consolidation when it convinced members to convert their capital. But, for the most part, he said there was little grumbling about the decision.
Forty-two of 48 FirstCorp members agreed, deciding to make the move to Catalyst, a number both Garner and Doss said exceeded expectations laid out in the business plan.
Garner said the unique purchase and assumption could serve as a template for future corporate consolidations. She added she thinks more corporates will choose to merge or otherwise consolidate with the closing of U.S. Central FCU, announced the same day as the completion of the FirstCorp deal. Catalyst is not currently eyeing a new corporate acquisition, having merged with Georgia Corporate FCU in September 2011 and acquiring Western Bridge Corporate FCU assets in July 2012 before the assumption of FirstCorp just three months later. However, Garner said Catalyst is open to the possibility of additional deals.
“As the board looks at the future we will continue to consider consolidations,” she said. “We are in a good position to take them on as long as they benefit our members and theirs. We have a very scalable model, which we intentionally built coming out of the conservatorship.”
Catalyst Corporate and its wholly owned credit union service organization, Catalyst Strategic Solutions, provide wholesale financial services to credit unions in 20 states, with offices in Duluth, Ga.; Honolulu; and Ontario, Calif. Garner said Catalyst will not maintain FirstCorp’s Phoenix office. Catalyst now counts 1,284 capitalized member credit unions.