CASS INFORMATION SYSTEMS INC Item 1A RISK FACTORS |
3 ITEM 1A RISK FACTORS This section highlights specific risks that could affect the Companyapstas business |
Although this section attempts to highlight key factors, please be aware that other risks may prove to be important in the future |
New risks may emerge at any time and Cass cannot predict such risks or estimate the extent to which they may affect the Companyapstas financial performance |
In addition to the factors discussed elsewhere or incorporated by reference in this report, the identified risks that could cause actual results to differ materially include the following: Unfavorable developments concerning customer credit quality could affect Cass &apos financial results |
Although the Company regularly reviews credit exposure related to its customers and various industry sectors in which it has business relationships, default risk may arise from events or circumstances that are difficult to detect or foresee |
Under such circumstances, the Company could experience an increase in the level of provision for credit losses, nonperforming assets, net charge-offs and allowance for credit losses |
The Company has lending concentrations, including, but not limited to, churches and church-related entities located in selected cities and privately-held businesses located in or near St |
Louis, Missouri, that could suffer a significant decline which could adversely affect the Company |
3 Cass &apos customer base consists, in part, of lending concentrations in several segments and geographical areas |
In the event of a downturn in the economy or general decline in any one of these segments or areas, the Company could experience increased credit losses, and its business could be adversely affected |
Fluctuations in interest rates could affect Cass &apos net interest income and balance sheet |
The operations of financial institutions such as the Company are dependent to a large degree on net interest income, which is the difference between interest income from loans and investments and interest expense on deposits and borrowings |
Prevailing economic conditions, the fiscal and monetary policies of the federal government and the policies of various regulatory agencies all affect market rates of interest, which in turn significantly affect financial institutions &apos net interest income |
Fluctuations in interest rates affect Cass &apos balance sheet, as they do for all financial institutions |
Volatility in interest rates can also result in disintermediation, which is the flow of funds away from financial institutions into direct investments, such as federal government and corporate securities and other investment vehicles, which, because of the absence of federal insurance premiums and reserve requirements, generally pay higher rates of return than financial institutions |
Customer borrowing, repayment, investment and deposit practices generally may be different than anticipated |
The Company uses a variety of financial tools, models and other methods to anticipate customer behavior as a part of its strategic planning and to meet certain regulatory requirements |
Individual, economic, political, industry-specific conditions and other factors outside of Cass &apos control could alter predicted customer borrowing, repayment, investment and deposit practices |
Such a change in these practices could adversely affect Cass &apos ability to anticipate business needs and meet regulatory requirements |
Operational difficulties or security problems could damage Cass &apos reputation and business |
The Company depends on the reliable operation of its computer operations and network connections from its clients to its systems |
Any operational problems or outages in these systems would cause Cass to be unable to process transactions for its clients, resulting in decreased revenues |
In addition, any system delays, failures or loss of data, whatever the cause, could reduce client satisfaction with the Companyapstas products and services and harm Cass &apos financial results |
Cass also depends on the security of its systems |
Company networks may be vulnerable to unauthorized access, computer viruses and other disruptive problems |
A material security problem affecting Cass could damage its reputation, deter prospects from purchasing its products, deter customers from using its products or result in liability to Cass |
Cass must respond to rapid technological changes and these changes may be more difficult or expensive than anticipated |
If competitors introduce new products and services embodying new technologies, or if new industry standards and practices emerge, the Companyapstas existing product and service offerings, technology and systems may become obsolete |
Further, if Cass fails to adopt or develop new technologies or to adapt its products and services to emerging industry standards, Cass may lose current and future customers, which could have a material adverse effect on its business, financial condition and results of operations |
The payment processing and financial services industries are changing rapidly and in order to remain competitive, Cass must continue to enhance and improve the functionality and features of its products, services and technologies |
These changes may be more difficult or expensive than the Company anticipates |
Competitive product and pricing pressure within Cass &apos markets may change |
The Company operates in a very competitive environment, which is characterized by competition from a number of other vendors and financial institutions in each market in which it operates |
The Company competes with large payment processors and national and regional financial institutions and also smaller auditing companies and banks in terms of products and pricing |
If the Company is unable to compete effectively in products and pricing in its markets, business could decline |
4 Managementapstas ability to maintain and expand customer relationships may differ from expectations |
The industries in which the Company operates are very competitive |
The Company not only competes for business opportunities with new customers, but also competes to maintain and expand the relationships it has with its existing customers |
While management believes that it can continue to grow many of these relationships, the Company will continue to experience pressures to maintain these relationships as its competitors attempt to capture its customers |
The introductions, withdrawal, success and timing of business initiatives and strategies, including, but not limited to, the expansion of payment and processing activities to new markets, the expansion of products and services to existing markets and opening of new bank branches, may be less successful or may be different than anticipated |
Such a result could adversely affect Cass &apos business |
The Company makes certain projections and develops plans and strategies for its payment processing and banking products |
If the Company does not accurately determine demand for its products and services, it could result in the Company incurring significant expenses without the anticipated increases in revenue, which could result in an adverse effect on its earnings |
Managementapstas ability to retain key officers and employees may change |
Cass &apos future operating results depend substantially upon the continued service of Cass &apos executive officers and key personnel |
Cass &apos future operating results also depend in significant part upon Cass &apos ability to attract and retain qualified management, financial, technical, marketing, sales and support personnel |
Competition for qualified personnel is intense, and the Company cannot ensure success in attracting or retaining qualified personnel |
There may be only a limited number of persons with the requisite skills to serve in these positions, and it may be increasingly difficult for the Company to hire personnel over time |
Cass &apos business, financial condition and results of operations could be materially adversely affected by the loss of any of its key employees, by the failure of any key employee to perform in his or her current position, or by Cass &apos inability to attract and retain skilled employees |
Methods of reducing risk exposures might not be effective |
Instruments, systems and strategies used to hedge or otherwise manage exposure to various types of credit, market and liquidity, operational, compliance, business risks and enterprise-wide risks could be less effective than anticipated |
As a result, the Company may not be able to effectively mitigate its risk exposures in particular market environments or against particular types of risk |
Changes in regulation or oversight may have a material adverse impact on Cass &apos operations |
The Company is subject to extensive regulation, supervision and examination by the Missouri Division of Finance, the Federal Deposit Insurance Corporation, the Board of Governors of the Federal Reserve System, the Securities and Exchange Commission and other regulatory bodies |
Such regulation and supervision governs the activities in which the Company may engage |
Regulatory authorities have extensive discretion in their supervisory and enforcement activities, including the imposition of restrictions on Cass &apos operations, investigations and limitations related to Cass &apos securities, the classification of Cass &apos assets and determination of the level of Cass &apos allowance for loan losses |
Any change in such regulation and oversight, whether in the form of regulatory policy, regulations, legislation or supervisory action, may have a material adverse impact on Cass &apos operations |
The Companyapstas accounting policies and methods are the basis of how Cass reports its financial condition and results of operations, and they may require management to make estimates about matters that are inherently uncertain |
In addition, changes in accounting policies and practices, as may be adopted by the regulatory agencies, the Financial Accounting Standards Board, or other authoritative bodies, could materially impact Cass &apos financial statements |
The Companyapstas accounting policies and methods are fundamental to how Cass records and reports its financial condition and results of operations |
Management must exercise judgment in selecting and applying many of these accounting policies and methods in order to ensure that they comply with generally accepted accounting principles and reflect managementapstas judgment as to the most appropriate manner in which to record and report Cass &apos financial condition and results of operations |
In some cases, management must select the accounting policy or method to apply from two or more alternatives, any of which might be reasonable under the circumstances yet might result in the Company reporting materially different amounts than would have been reported under a different alternative |
Cass has identified three accounting policies as being "e critical "e to the presentation of its financial condition and results of operations because they require management to make particularly subjective and/or complex judgments about matters that are inherently uncertain and because of the likelihood that materially different amounts would be reported under different conditions or using different assumptions |
More information on Cass &apos critical accounting policies is contained in Item 7, "e Managementapstas Discussion and Analysis of Financial Condition and Results of Operations "e |
5 From time to time, the regulatory agencies, the Financial Accounting Standards Board, and other authoritative bodies change the financial accounting and reporting standards that govern the preparation of the Companyapstas financial statements |
These changes can be hard to predict and can materially impact how management records and reports the Companyapstas financial condition and results of operations |
Legal and regulatory proceedings and related matters with respect to the financial services industry, including those directly involving the Company and its subsidiaries, could adversely affect Cass or the financial services industry in general |
The Company has been, and may in the future be, subject to various legal and regulatory proceedings |
It is inherently difficult to assess the outcome of these matters, and there can be no assurance that the Company will prevail in any proceeding or litigation |
Any such matter could result in substantial cost and diversion of Cass &apos efforts, which by itself could have a material adverse effect on Cass &apos financial condition and operating results |
Further, adverse determinations in such matters could result in actions by Cass &apos regulators that could materially adversely affect Cass &apos business, financial condition or results of operations |
Cass is subject to examinations and challenges by tax authorities, which, if not resolved in the Companyapstas favor, could adversely affect the Companyapstas financial condition and results of operations |
In the normal course of business, Cass and its affiliates are routinely subject to examinations and challenges from federal and state tax authorities regarding the amount of taxes due in connection with investments it has made and the businesses in which it is engaged |
Recently, federal and state taxing authorities have become increasingly aggressive in challenging tax positions taken by financial institutions |
These tax positions may relate to tax compliance, sales and use, franchise, gross receipts, payroll, property and income tax issues, including tax base, apportionment and tax credit planning |
The challenges made by tax authorities may result in adjustments to the timing or amount of taxable income or deductions or the allocation of income among tax jurisdictions |
If any such challenges are made and are not resolved in the Companyapstas favor, they could have an adverse effect on Cass &apos financial condition and results of operations |
Cass &apos stock price can become volatile and fluctuate widely in response to a variety of factors |
These factors can include actual or anticipated variations in Cass &apos quarterly results; new technology or services by competitors; unanticipated losses or gains due to unexpected events, including losses or gains on securities held for investment purposes; significant acquisitions or business combinations, strategic partnerships, joint ventures or capital commitments by or involving the Company or its competitors; changes in accounting policies or practices; failure to integrate acquisitions or realize anticipated benefits from acquisitions; or changes in government regulations |
General market fluctuations, industry factors and general economic and political conditions, such as economic slowdowns or recessions, interest rate changes, credit loss trends or currency fluctuations also could cause Cass &apos stock price to decrease regardless of its operating results |
There could be terrorist activities or other hostilities, which may adversely affect the general economy, financial and capital markets, specific industries, and the Company |
The terrorist attacks in September 2001 in the United States and ensuing events, as well as the resulting decline in consumer confidence, has had a material adverse effect on the economy |
Any similar future events may disrupt Cass &apos operations or those of its customers |
In addition, these events have had and may continue to have an adverse impact on the US and world economy in general and consumer confidence and spending in particular, which could harm Cass &apos operations |
Any of these events could increase volatility in the US and world financial markets, which could harm Cass &apos stock price and may limit the capital resources available to its customers and the Company |
This could have a significant impact on Cass &apos operating results, revenues and costs and may result in increased volatility in the market price of Cass &apos common stock |
There could be natural disasters, including, but not limited to, hurricanes, tornadoes, earthquakes, fires and floods, which may adversely affect the general economy, financial and capital markets, specific industries, and the Company |
The Company has significant operations and customer base in Missouri, California, Ohio, Massachusetts, and other regions where natural disasters may occur |
These regions are known for being vulnerable to natural disasters and other 6 risks, such as tornadoes, hurricanes, earthquakes, fires and floods |
These types of natural disasters at times have disrupted the local economy, Cass &apos business and customers and have posed physical risks to Cass &apos property |
A significant natural disaster could materially affect Cass &apos operating results |
General political, economic or industry conditions may be less favorable than expected |
Local, domestic, and international economic, political and industry-specific conditions and governmental monetary and fiscal policies affect the industries in which the Company competes, directly and indirectly |
Conditions such as inflation, recession, unemployment, volatile interest rates, tight money supply, real estate values, international conflicts and other factors outside of Cass &apos control may adversely affect the Company |
Economic downturns could result in the delinquency of outstanding loans, which could have a material adverse impact on Cass &apos earnings |