Manhattan Bancorp Reports Profitable Operations for Quarter and Year

Manhattan Bancorp Reports Profitable Operations for Quarter and Year

LOS ANGELES--(BUSINESS WIRE)-- Manhattan Bancorp (OTCQB: MNHN), holding company for subsidiary Bank of Manhattan, N.A., announced today its financial results for the three and six months ended June 30, 2013.

For the quarter ended June 30, 2013, net income was $1.2 million, or $0.09 per diluted share, compared to a net loss of $1.4 million, or $(0.20) per diluted share, for the same period in 2012. For the six months ended June 30, 2013, net income was $1.5 million, or $0.12 per diluted share, compared to a net loss of $2.0 million, or $(0.34) per diluted share, for the same period in 2012.

Additional highlights for the first half of 2013 include the following:

• Total assets were $481.8 million as of June 30, 2013, an increase of $16.4 million from $465.4 million as of December 31, 2012.

• Total net loans outstanding were $379.8 million as of June 30, 2013, an increase of $8.8 million from $371.0 million as of December 31, 2012.

• Net interest margin for the quarter was 4.26% and 4.39% for the first half of the year.

• The efficiency ratio for the first half of 2013 was 93.4%.

• Non-performing loans of $2.4 million represented 0.84% of the total loans held for investment outstanding as of June 30, 2013.

• The Bank's Tier 1 Leverage Ratio and Total Risk-Based Capital Ratio as of June 30, 2013 were 9.83% and 13.39%, respectively.

Terry Robinson, Chief Executive Officer, stated, "I am pleased to report that the results of operations for the second quarter of 2013 represents the fourth consecutive quarter of profitable operations, reflecting synergies from the Merger with Professional Business Bank, which closed effective May 31, 2012." Curt Christianssen, Interim Chief Financial Officer went on to explain, "Although Manhattan Bancorp and Bank of Manhattan were the surviving entities in the Merger, the transaction was treated as a 'reverse acquisition' for accounting purposes, resulting in the Bank of Manhattan's balance sheet being subjected to 'fair value' accounting. As a result, earnings for the quarter and six months ended June 30, 2013 reflect the results of operations for the combined banks, while the reported earnings for the same periods in 2012 include the results of operations of Professional Business Bank for the entire period and only one month of operating results for Manhattan. Thus, comparisons of the 2013 results with the same periods in the prior year are difficult to analyze, at best."

Net Interest Income and Margin

Second Quarter 2013 over 2012

The Company's net interest income totaled $4.6 million for the quarter ended June 30, 2013, an increase of $1.4 million or 44% compared with the $3.2 million reported in the same quarter of 2012. The increase in net interest income was largely due to an increase in earning assets as a result of the Merger partially offset by increased interest bearing liabilities and a slight decrease in our net interest margin and spread. Average interest earning assets increased to $433.8 million for the second quarter in 2013 from $272.4 million during the same quarter in 2012 - an increase of $161.4 million, or 59%. Similarly, average interest bearing liabilities increased to $286.8 million for the second quarter in 2013 from $166.4 million during the same quarter in 2012 - an increase of $120.4 million, or 72%. At this same time the interest spread decreased by 40 basis points to 4.25% and the net interest margin decreased by 41 basis points to 4.26%.

The decrease in the spread and net interest margin in the second quarter of 2013 compared to the same quarter in 2012 was due to a decrease in the yield on interest earning assets. The yield on earning assets decreased 40 basis points to 4.58% for the second quarter of 2013 compared to 4.98% during the second quarter of 2012. The cost of interest bearing liabilities remained unchanged at 0.33% for the second quarter of 2013 and 2012. The principal contributor to the decrease in the yield on earning assets was a decrease in loan yields of 85 basis points to 4.96% during the second quarter of 2013 compared with 5.81% for the same period in 2012. Higher loan yields in the second quarter of 2012 compared to the same period in 2013 were reflective of a greater amount of yield accretion in 2012 associated with loans accounted for under Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 310-30 - Accounting for Certain Loans or Debt Securities Acquired in a Transfer.

Year to Date 2013 over 2012

The Company's net interest income totaled $9.3 million for the six months ended June 30, 2013, an increase of $3.7 million or 64% compared with the $5.6 million reported in the first half of 2012. The increase in net interest income was largely due to an increase in earning assets as a result of the Merger partially offset by increased interest bearing liabilities and a slight decrease in our net interest margin and spread. Average interest earning assets increased to $425.9 million for the first half of 2013 from $242.3 million during the same period in 2012 - an increase of $183.6 million, or 76%. Similarly, average interest bearing liabilities increased to $278.1 million for the six months ended June 30, 2013 from $145.4 million during the same time frame in 2012 - an increase of $132.7 million, or 91%. At this same time the interest spread decreased by 29 basis points to 4.39% and the net interest margin decreased by 31 basis points to 4.39%.

The decrease in the spread and net interest margin in the first half of 2013 compared to the same time frame in 2012 was due to a decrease in the yield on interest earning assets combined with an increase in the cost of interest bearing liabilities. The yield on earning assets decreased 27 basis points to 4.71% for the first half of 2013 compared to 4.98% during the same period of 2012. The cost of interest bearing liabilities increased 3 basis points to 0.33% for the six months ended June 30, 2013 compared to 0.30% for the same period in 2012. The principal contributor to the decrease in the yield on earning assets was a decrease in loan yields of 80 basis points to 5.14% during the six months ended June 30, 2013 compared with 5.94% for the same period in 2012. Higher loan yields in the second quarter of 2012 compared to the same period in 2013 were reflective of a greater amount of yield accretion in 2012 associated with loans accounted for under FASB ASC 310-30.

Non-Interest Income

Second Quarter 2013 over 2012

Non-interest income for the quarters ended June 30, 2013 and 2012 was $8.4 million and $2.6, respectively. This $5.8 million increase was due primarily to revenue provided by mortgage division activity and commercial division income, partially offset by decreases in revenue from broker-dealer activities.

As a result of the Merger, non-interest income for the second quarter of 2013 includes revenues generated from the mortgage division, which totaled $7.6 million, compared to $1.0 million from mortgage activity reflected during the second quarter of 2012. Since the Merger occurred on May 31^st, the revenue for the second quarter of 2012 only reflects the result of mortgage operations for one month. The mortgage division revenue is a function of the volume of loan origination during the period, which totaled $276.6 million for the second quarter of 2013 compared to $68.1 million during the same quarter of 2012, for which there was only one month of operations included. Approximately 61% of mortgage loans originated during the second quarter of 2013 were made to refinance existing mortgages while 39% were made to finance the purchase of a home.

For the quarter ended June 30, 2013, non-interest income from the commercial division totaled $882 thousand, an increase of $369 thousand from the $513 thousand for the second quarter of 2012. The increase in commercial division income was principally due to increased fee income that was $528 thousand for the second quarter of 2013, an increase of $323 thousand from the $205 thousand for the same quarter in 2012. The increase was also related to incremental earnings from the Bank's participation in the MIMS-1 limited partnership fund, which resulted in income of $164 thousand during the second quarter of 2013, while $46 thousand was recorded in the same period of 2012. The commercial division revenue increase was partly offset by a decrease in the gains on the recovery of acquired loans and OREO income which totaled $190 thousand in the second quarter of 2013 compared with $262 thousand in the same period of 2012.

Revenue from broker dealer activities decreased to zero for the second quarter of 2013 compared to $1.1 million during the same quarter of 2012, which is a result of the broker dealer subsidiary spin off that occurred during the fourth quarter of 2012. As a result of the Merger, non-interest income for the second quarter of 2012 only reflects broker-dealer activity for one month.

Year to Date 2013 over 2012

Non-interest income for the six months ended June 30, 2013 and 2012 was $15.8 million and $3.5 million, respectively. This $12.3 million increase was due primarily to revenue provided by mortgage division activity and commercial division income, partially offset by decreases in revenue from broker-dealer activities.

As a result of the Merger, non-interest income for the first half of 2013 includes revenues generated from the mortgage division, which totaled $14.1 million, compared to $1.0 million from mortgage activity reflected during the same period in 2012. Since the Merger occurred on May 31st, the revenue for the first half of 2012 only reflects the result of mortgage operations for one month. The mortgage division revenue is a function of the volume of loan originations during the period, which totaled $550.9 million for the first half of 2013 compared to $68.1 million during the same time frame in 2012, which only included one month of operations due to the Merger. Approximately 68% of mortgage loans originated during the first half of 2013 were made to refinance existing mortgages, while 32% were made to finance the purchase of a home.

For the six months ended June 30, 2013, non-interest income from the commercial division totaled $1.7 million, an increase of $305 thousand from the $1.4 million for the same period in 2012. The increase in commercial division income was principally due to increased fee income that was $892 thousand for the first half of 2013, an increase of $533 thousand from the $359 thousand for the same period in 2012. The increase was partly related to OREO income and gains on the recovery of acquired loans totaling $573 thousand for the six months ended June 30, 2013, while $492 thousand was recognized in the same period of 2012. The increase was also related to incremental earnings from the Bank's participation in the MIMS-1 limited partnership fund, which resulted in income of $265 thousand during the second quarter of 2013, while $46 thousand was recorded in the same period of 2012. The increases in non-interest income from the commercial banking activities in the first half of 2013 were partially offset by a $528 thousand decrease in income from gains realized on the sale of securities that totaled $528 thousand for the first half of 2012, while none were realized during the same period in 2013.

Revenue from broker dealer activities decreased to zero for the first half of 2013 compared to $1.1 million during the same quarter of 2012, which is a result of the broker dealer subsidiary spin off that occurred during the fourth quarter of 2012. As a result of the Merger, the non-interest income for the first half of 2012 only reflects broker-dealer activity for one month.

Non-Interest Expense

Second Quarter 2013 over 2012

Non-interest expense for the quarters ended June 30, 2013 and 2012 was $11.5 million and $6.5 million, respectively, an increase of $5.0 million, or 78%. Most of the increase in non-interest expense was driven by growth in the Company's staffing levels due to the Merger, including the increase in infrastructure to support expansions in our mortgage and commercial divisions. The Company also experienced increases in other categories of non-interest expense that were largely the result of the Merger.

Four expense categories comprised 88% and 102% of the Company's total operating expenses for the second quarter of 2013 and 2012, respectively: compensation and benefits, occupancy and equipment, technology and communication, and professional fees. These four expense categories totaled $10.2 million for the second quarter of 2013, an increase of $3.6 million, or 53%, compared with $6.6 million for the same period of 2012, and accounted for almost all of the total increase in the Company's non-interest expenses for the second quarter of 2013 compared to the same period in 2012.

Compensation and Benefits

Compensation and benefits expense totaled $7.7 million and $4.4 million in the quarters ended June 30, 2013 and 2012, respectively. These expenses comprised 67% of total non-interest expense for the second quarter of 2013 and 2012.

Compensation and benefits expense grew by $3.3 million, or 76%, for the second quarter of 2013 compared with the same period in 2012. This increase primarily reflected growth in the Company's staffing levels due to the Merger and to support planned expansions in both the mortgage division and, to a lesser extent, the commercial division. The Company had a total of 196 full-time equivalent employees as of June 30, 2013, which was comprised of 119 in the mortgage division and 77 in the commercial division. As of June 30, 2012 the Company had a total of 221 full-time equivalent employees, which was comprised of 95 in the commercial division, 86 in the mortgage division and 40 associated with the broker-dealer subsidiary; as a result of the Merger, only one month of the compensation and benefits cost associated with 47 commercial bank division employees and all of the mortgage and broker dealer employees is reflected in the personnel expense for the second quarter of 2012.

Occupancy and Equipment

Occupancy and equipment costs totaled $859 thousand and $511 thousand for the second quarter of 2013 and 2012, respectively. These expenses, which comprised 7% and 8% of total operating expenses for the second quarter of 2013 and 2012, respectively, increased by $348 thousand, or 68%, for the second quarter of 2013 compared with the same period in the prior year. This increase primarily reflected the additional offices acquired in the Merger along with the requisite growth in the Company's infrastructure to support expansions in the mortgage and commercial divisions; as a result of the Merger only one month of the cost associated with the acquired branches and office space is included in the occupancy and equipment cost for the second quarter of 2012.

Technology and Communication

Technology and communication expense, which totaled $681 thousand and $530 thousand for the second quarter in 2013 and 2012, respectively, comprised 6% and 8% of the Company's total operating expenses in the second quarter of 2013 and 2012, respectively. These expenses increased by $151 thousand, or 28%, in the second quarter of 2013 compared with the same period of the prior year. These increases primarily reflected the additional cost of operations acquired in the Merger and the requisite growth in the Company's infrastructure to support expansions in our mortgage division and, to a lesser extent, commercial division. In addition, expenses incurred during the second quarter of 2013 include expense related to the integration of technology platforms as a result of the Merger, whereas there is only one month of expenses associated with the acquired operations reflected in technology and communication expense for the second quarter of 2013.

Professional Fees

Professional fees, which totaled $1.0 million and $1.2 million for the second quarter of 2013 and 2012, respectively, comprised 8% and 19% of the Company's total operating expenses during these same respective periods. This category of expense decreased by $297 thousand for the second quarter of 2013 compared with the same period in the prior year, primarily due to outlays for professional services related to the Merger incurred in 2012 with none in 2013, which was partially offset by increased expenses related to the mortgage division during the second quarter of 2013 for which there was only one month of operations reflected in the second quarter of 2012.

Year to Date 2013 over 2012

Non-interest expense for the six months ended June 30, 2013 and 2012 was $23.4 million and $10.8 million, respectively, an increase of $12.6 million, or 116%. Most of the increase in non-interest expense was driven by growth in the Company's staffing levels due to the Merger, including the increase in infrastructure to support expansions in our mortgage and commercial divisions. The Company also experienced increases in other categories of non-interest expense that were largely the result of the Merger.

Four expense categories comprised 88% and 94% of the Company's total operating expenses for the first half of 2013 and 2012, respectively: compensation and benefits, occupancy and equipment, technology and communication, and professional fees. These four expense categories totaled $20.7 million for the first half of 2013, an increase of $10.5 million, or 103%, compared with $10.2 million for the same period of 2012, and accounted for almost all of the total increase in the Company's non-interest expenses for the first six months of 2013 compared to the same period in 2012.

Compensation and Benefits

Compensation and benefits expense totaled $15.4 million and $6.6 million for the six months ended June 30, 2013 and 2012, respectively. These expenses comprised 66% and 61% of total non-interest expense for the first half of 2013 and 2012, respectively.

Compensation and benefits expense grew by $8.8 million, or 131%, for the second half of 2013 compared with the same period in 2012. This increase primarily reflected growth in the Company's staffing levels due to the Merger and to support planned expansions in both the mortgage division and, to a lesser extent, the commercial division. As of June 30, 2012 the Company had a total of 221 full-time equivalent employees, which was comprised of 95 in the commercial division, 86 in the mortgage division and 40 associated with the broker dealer subsidiary; as a result of the Merger, only one month of the compensation and benefits cost associated with 47 commercial bank division employees and all of the mortgage and broker dealer employees is reflected in the personnel expense for the first half of 2012.

Occupancy and Equipment

Occupancy and equipment costs totaled $1.8 million and $810 thousand for the first six months of 2013 and 2012, respectively. These expenses, which comprised 8% and 7% of total operating expenses for the first half of 2013 and 2012, respectively, increased by $960 thousand, or 118%, for the first half of 2013 compared with the same period in the prior year. This increase primarily reflected the additional offices acquired in the Merger along with the requisite growth in the Company's infrastructure to support expansions in the mortgage and commercial divisions; as a result of the Merger only one month of the cost associated with the acquired branches and office space is included in the occupancy and equipment cost for the first six months of 2012.

Technology and Communication

Technology and communication expense, which totaled $1.5 million and $771 thousand for the first six months of 2013 and 2012, respectively, comprised 6% and 7% of the Company's total operating expenses in the second quarter of 2013 and 2012, respectively. These expenses increased by $749 thousand, or 97%, in the second quarter of 2013 compared with the same period of the prior year. These increases primarily reflected the additional cost of operations acquired in the Merger and the requisite growth in the Company's infrastructure to support expansions in our mortgage division and, to a lesser extent, commercial division. In addition, expenses incurred during the first half of 2013 include expense related to the integration of technology platforms as a result of the Merger, whereas there is only one month of expenses associated with the acquired operations reflected in technology and communication expense for the first half of 2013.

Professional Fees

Professional fees, which totaled $2.1 million and $2.0 million for the first six months of 2013 and 2012, respectively, comprised 9% and 18% of the Company's total operating expenses during these same respective periods. This category of expense increased by $114 thousand for the first half of 2013 compared with the same period in the prior year, primarily due to outlays for professional services related to the mortgage division during the first half of 2013 for which there was only one month of expense related to the acquired operations reflected in the first half of 2012, which was partially offset by expenses related to the Merger incurred in the first half of 2012 while none are reflected in the professional fees for the first half of 2013.

Balance Sheet

Total assets at June 30, 2013 totaled $481.8 million, up $16.4 million or 4% from $465.4 million at December 31, 2012. The increase in our total assets was driven by the growth in our loan portfolios and increased liquidity provided by our deposit generation activity.

Net loans totaled $379.8 million at June 30, 2013, up $8.8 million, or 3%, from $371.0 million at December 31, 2012. Most of the increase in loans is attributable to the commercial division, as loans held for investment increased by $7.5 million, or 2%, to $284.9 million at June 30, 2013 compared with $277.4 million at December 31, 2012. The net increase in loans held for investment also reflects the effect of a decrease in residential mortgage warehouse loans that decreased by $16.5 million during the first half of 2013 to $8.3 million at June 30, 2012 from $24.8 million at December 31, 2012; the Company has ceased actively lending to this market segment and the associated loan balances are decreasing as customer lines mature and paid off. The loans attributable to mortgage division increased slightly, as reflected by the $1.3 million increase in loans held for sale to $97.3 million at June 30, 2013 compared with a total of $96.0 million at December 31, 2012.

The principal source of funding for the Company comes from depository accounts that increased by $23.8 million, or 6%, to $407.1 million at June 30, 2013 from $383.3 million at December 31, 2012. Most of the increase in deposits resulted from increases in non-interest bearing demand accounts and certificates of deposits. Non-interest bearing demand accounts increased $18.3 million to $143.6 million at June 30, 2013 from $125.3 million at December 31, 2012, while certificates of deposit increased $19.2 million to $116.0 million at June 30, 2013 from $96.8 million at December 31, 2012.

Growth in demand and certificate accounts for the first half of 2013 was partially offset by a reduction in savings and money market accounts that decreased by $14.1 million, or 10%, to $131.9 million at June 30, 2013 from $146.0 million at December 31, 2012. The majority of the decrease in savings and money market accounts related to temporary customer deposits at December 31, 2012 that were withdrawn shortly after the start of 2013.

During the first half of 2013, the Company was able to obtain lower cost certificates of deposit that allowed for a decrease in short-term borrowings with the Federal Home Loan Bank ("FHLB"). The Company did not have any short-term borrowing from the FHLB at June 30, 2013, which was down from $15.1 million at December 31, 2012. Total FHLB borrowings at June 30, 2013 were $11.0 million, a decrease of $8.5 million from $19.6 million at December 31, 2012.

As a result of the increase in funding liabilities in excess of loan growth, cash and investable balances (Federal funds sold, interest bearing deposits and investment securities) increased by $4.0 million, or 8%, to $53.4 million at June 30, 2013, compared with $49.4 million at December 31, 2012. The Company maintains most of these balances in interest bearing accounts at other banks, including the Federal Reserve, in order to support the day-to-day fluctuating cash requirements during the month in its deposit accounts and the funding and sale of mortgage loans in its mortgage division.

Credit Quality

At June 30, 2013 the Company's allowance for loan losses totaled $2.4 million, or 0.84% of loans held for investment, compared with $2.4 million, or 0.87% of loans held for investment, at December 31, 2012. During the first half of 2013, the Company had net charge offs of $73 thousand, which compared favorably to $537 thousand during the first half of 2012. As a result of its analysis of the adequacy of the allowance for loan losses as of June 30, 2013, the Company made a $40 thousand provision for loan losses during the first half of 2013 compared to a provision of $267 thousand during the first half of 2012.

The Company had $2.4 million in non-accrual loans in its portfolio of loans held for investment at June 30, 2013, or 0.84% of total loans held for investment. There were no loans past due 90 days or more that had not been placed on non-accrual at June 30, 2013. Included in the loans that have been placed on non-accrual are four loans that were classified as troubled debt restructuring, which totaled $104 thousand as of June 30, 2013. There were no non-performing loans in the Company's portfolio of loans held for sale. As of December 31, 2012, the Bank had $5.2 million in non-accrual loans, or 1.89% of total loans held for investment, including $331 thousand classified as troubled debt restructuring.

Goodwill

During the second quarter of 2013 the Company finalized its purchase accounting estimates for the Merger. As a result, the Company recorded a decrease in goodwill by $678 thousand, with offsetting entries to decrease the fair value of purchased loans by $453 thousand, increase core deposit intangibles by $280 thousand and to decrease additional paid in capital by $851 thousand. In addition, the Company evaluated the recorded goodwill for impairment as of April 30, 2013 and determined that the recorded goodwill was not impaired.

Capital Adequacy

Shareholders' equity totaled $58.3 million at June 30, 2013, an increase of $1.2 million from $57.1 million at December 31, 2012. Net income of $1.5 million plus the net proceeds of $485 thousand from a rights offering conducted by the Company and share based compensation of $52 thousand contributed to this increase in shareholders' equity, which was partially offset by a purchase accounting adjustment of $851 thousand and a $30 thousand decrease in accumulated other comprehensive income. In February of 2013, the Company completed a rights offering, which resulted in the issuance of 152,411 shares of its common stock at $4.52 per share for gross proceeds of $689 thousand and net proceeds of $485 thousand.

As a result of this capital activity during the first half of 2013, the book value per share increased by $0.04 to $4.66 at June 30, 2013 from $4.62 at December 31, 2012; tangible book value per share increased by $0.10 to $3.92 at June 30, 2013 from $3.82 at December 31, 2012.

Capital ratios for the Company and the Bank continue to exceed levels required by banking regulators to be considered "Well-Capitalized" (the highest level specified by regulators). As of June 30, 2013, the Bank's total risk-adjusted capital ratio, tier 1 risk-adjusted capital ratio, and tier 1 capital ratio were 13.39%, 12.57%, and 9.83%, respectively, well above the regulatory requirements of 10%, 6%, and 5%, respectively, to be considered "Well-Capitalized."

About Manhattan Bancorp/Bank of Manhattan

Manhattan Bancorp is a bank holding company with approximately a half billion in total assets. Its principal subsidiary, Bank of Manhattan, N.A., is a full service bank headquartered in the South Bay area of Los Angeles, California. Founded in 2007, Bank of Manhattan specializes in delivering relationship banking services and residential mortgages to entrepreneurs, family-owned and closely-held middle market businesses, real estate investors and professional service firms. The Bank has five full-service offices in El Segundo, Manhattan Beach, Pasadena, Glendale and Montebello as well as eight mortgage loan production offices in Southern California. For more information about Manhattan Bancorp, please visit www.bankofmanhattan.com.

Forward-Looking Statement

This press release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements.

All statements other than statements of historical fact are "forward-looking statements" for purposes of federal and state securities laws, including, but not limited to, statements about anticipated future operating and financial performance, financial position and liquidity, business prospects, strategic alternatives, business strategies, regulatory and competitive outlook, investment and expenditure plans, capital and financing needs and availability, acquisition and divestiture opportunities, plans and objectives of management for future operations and other similar forecasts and statements of expectation and statements of assumptions underlying any of the foregoing. Words such as "will likely result," "aims," "anticipates," "believes," "could," "estimates," "expects," "hopes," "intends," "may," "plans," "projects," "seeks," "should," "will," and variations of these words and similar expressions are intended to identify these forward-looking statements.

Forward-looking statements are based on the Company's current expectations and assumptions regarding its business, the regulatory environment, the economy and other future conditions. The Company's actual results may differ materially from those contemplated by the forward-looking statements. The Company cautions you against relying on any of these forward-looking statements. They are neither statements of historical fact nor guarantees or assurances of future performance. Important factors that could cause actual results to differ materially from those in the forward-looking statements are detailed in reports filed by the Company with the Securities and Exchange Commission, including the Company's Annual Report on Form 10-K for the year ended December 31, 2011 and subsequently filed Quarterly Reports on Form 10-Q. Forward-looking statements speak only as of the date they are made, and the Company does not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made, whether as a result of new information, future developments or otherwise, except as may be required by law.