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8-K - FORM 8-K - BANK MUTUAL CORP | c65608e8vk.htm |
Exhibit 99.1
FOR IMMEDIATE RELEASE
NEWS
NEWS
FROM
CONTACTS: | Bank Mutual Corporation Michael T. Crowley, Jr. Chairman and Chief Executive Officer or Michael W. Dosland Senior Vice President and Chief Financial Officer (414) 354-1500 |
BANK MUTUAL CORPORATION REPORTS OPERATING RESULTS FOR
THE THREE AND SIX MONTHS ENDED JUNE 30, 2011
THE THREE AND SIX MONTHS ENDED JUNE 30, 2011
Milwaukee, Wisconsin
July 22, 2011
Bank Mutual Corporation (NASDAQ: BKMU) announced today that, including a non-cash goodwill
impairment of $52.6 million, its net loss for the second quarter of 2011 was $51.4 million or $1.12
per diluted share. The goodwill impairment had no effect on the liquidity, operations, tangible
capital, or regulatory capital of Bank Mutual Corporation (Bank Mutual) or its subsidiary bank.
This impairment was primarily the result of a continued decline in Bank Mutuals stock price and
market capitalization. Excluding the impact of the impairment, earnings during the second quarter
of 2011 were $1.2 million or $0.03 per diluted share compared to $731,000 or $0.02 per diluted
share during the same quarter in 2010. Year-to-date, net income (loss), including goodwill
impairment, was $(50.3) million or $(1.10) per diluted share in the first six months of 2011
compared to $2.8 million or $0.06 per diluted share in the same period last year. Excluding the
goodwill impairment, earnings were $2.2 million or $0.05 per diluted share during the first six
months of 2011. Bank Mutual also announced that its non-performing assets declined by $14.1
million or nearly 10% during the recently completed quarter.
Michael T. Crowley, Jr., Chairman and Chief Executive Officer of Bank Mutual commented, We are
pleased that our earnings before goodwill impairment continued to show quarter-over-quarter
improvement despite a difficult economic environment. David A. Baumgarten, President of Bank
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Mutual, added, We are also pleased that we are ahead of our own expectations for reducing
non-performing assets and we remain confident in the strategies we have developed for dealing with
the level of our non-performing assets in upcoming periods. Mr. Baumgarten continued, In recent
months weve implemented several procedures and processes that will further enhance our ability to
stay on track with our number one goal of reducing non-performing assets.
Bank Mutuals net interest income increased by $3.7 million or 29.9% during the second quarter of
2011 compared to the same quarter of 2010 and by $5.4 million or 20.4% during the first six months
of 2011 compared to the same period in 2010. These increases were primarily attributable to an
improvement in Bank Mutuals net interest margin, which increased to 2.82% in both the three and
six month periods of 2011, compared to 1.54% and 1.65% in the same periods of 2010, respectively.
The improvement in net interest margin in the current year was primarily the result of Bank
Mutuals early repayment of $756.0 million in high-cost borrowings from the Federal Home Loan Bank
(FHLB) of Chicago in December of 2010. The repayment resulted in a significant decline in the
average cost of interest-bearing liabilities in the 2011 periods compared to the same periods in
the previous year. Also contributing to the decline in Bank Mutuals average cost of liabilities
in the 2011 periods compared to 2010 was a decline in its average cost of deposits. Bank Mutuals
average cost of deposits declined by 42 and 45 basis points during the three and six month periods
ended June 30, 2011, respectively, compared to the same periods in 2010. Bank Mutual continues to
manage its overall liquidity position by aggressively managing the rates it offers on its
certificates of deposits and certain other deposit accounts. However, absent a meaningful decline
in market interest rates for deposits, management believes that the ability to significantly reduce
the cost of Bank Mutuals deposit liabilities during the remainder of 2011 is limited.
Also contributing to the improvement in Bank Mutuals net interest margin during the three and six
months ended June 30, 2011, was a 34 and 23 basis point improvement, respectively, in the yield on
interest-earning assets compared to the same periods in 2010. These improvements were caused by a
shift in the mix of earning assets from lower-yielding assets, such as overnight investments and
available-for-sale securities, to higher-yielding assets, such as loans receivable. The changes in
mix were caused by the buildup in 2010 of lower-yielding assets to increase liquidity due to market
conditions and managements outlook at that time for the direction of future interest rates.
Partially offsetting the favorable impact of the improved asset mix was a decline in the average
yield on Bank Mutuals loans receivable and available-for-sale securities in the first half of 2011
compared to the same period in 2010. These declines were caused by a declining interest rate
environment during much of 2010 that resulted in lower yields on these earning assets in 2011. In
addition, Bank Mutual sold a substantial number of higher-yielding available-for-sale securities in
2010 at gains, which reduced the overall yield on its securities portfolio.
Bank Mutuals provision for loan losses was $805,000 during the second quarter of 2011 compared to
$6.2 million in the same quarter last year. The provision for the six months ended June 30, 2011,
was $4.0 million compared to $9.5 million in the same period last year. The provisions for loan
losses in these periods have been impacted by continuing weak economic conditions, high
unemployment, and lower values for real estate. These conditions have been particularly
challenging for borrowers whose loans are secured by commercial real estate, multi-family real
estate, and land. Beginning in the latter part of 2010, management began to notice an increase in
vacancy rates, a decline in rents, and/or delays in unit sales for many of the properties that
secure Bank Mutuals loans. In many instances, managements observations included loans that
borrowers and/or loan guarantors have managed to keep current despite underlying difficulties with
the collateral properties. During the second quarter of 2011, Bank Mutual recorded $1.8 million
in additional loss provisions against two unrelated loan relationships aggregating $6.7 million.
These loans were secured by an office/warehouse and multi-tenant retail buildings. During the
quarter Bank Mutual also recorded $1.5 million in loss provisions against a number of smaller
multi-family, commercial real estate, and business loan relationships, as well as certain
residential and consumer loans. In addition, during the second quarter Bank Mutual recorded
approximately $900,000 in additional loss
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provision that reflected managements general concerns related to renewed weaknesses in housing
markets and recent increases in unemployment. The impact of these developments, however, was
substantially offset by $3.4 million in loss recaptures due to the payoff of $7.7 million in
non-performing loans and the upgrade of a $1.4 million loan to performing status.
During the second quarter of the 2010 Bank Mutual recorded $4.1 million in loss provisions against
seven unrelated loan relationships aggregating $15.9 million. These loans were secured by office,
commercial, and retail buildings, developed land, and equipment and inventory. In addition, Bank
Mutual recorded $1.2 million in loss provisions on a number of smaller commercial business,
residential, and consumer loans during the quarter. Finally, Bank Mutual also recorded nearly $1.0
million in additional loss provisions during the second quarter of 2010 that reflected managements
general concerns related to continued declines in commercial real estate values, as well as
continued weaknesses in economic conditions and employment.
On a year-to-date basis in 2011 Bank Mutual recorded $7.4 million in loss provisions against a
number of multi-family, commercial real estate, and business loan relationships, as well as certain
smaller residential and consumer loans. This development was offset by $3.4 million in loss
recaptures in the second quarter, as previously described. The year-to-date loss provision in 2010
was $9.5 million due principally to $7.3 million in losses on a number of larger multi-family,
commercial real estate, and business loans.
Service charges on deposits increased by $60,000 or 4.0% during the three months ended June 30,
2011, compared to the same quarter in 2010. On a year-to-date basis, service charges increased by
$139,000 or 4.8% in 2011 compared to the same period in the previous year. Management attributes
these improvements to an increase in Bank Mutuals core deposit accounts, consisting of checking,
savings, and money market accounts, which increased by $95.3 million or 11.4% during the twelve
months ended June 30, 2011. In addition, management believes that challenging economic conditions
during much of 2009 and 2010 resulted in reduced spending by consumers during those periods, which
had an adverse impact on Bank Mutuals transaction fee revenue, which consists principally of ATM,
debit card, and overdraft fees.
Brokerage and insurance commissions were $832,000 during the second quarter of 2011, a $159,000 or
16.1% decline from the same period in the previous year. On a year-to-date basis, commissions were
$1.4 million in 2011, a $131,000 or 8.3% decline from the same period in 2010. Commissions during
the first six months of the previous year benefited from favorable trends in equity markets in that
period, which resulted in increased revenue from sales of mutual funds and other equity
investments. In addition, employment conditions in Bank Mutuals local markets in early 2010
resulted in increased revenue from rollovers by customers of their employee benefit plans into
products offered by Bank Mutual.
5
Net loan-related fees and servicing revenue was $333,000 during the three months ended June 30,
2011, compared to $94,000 in the same period of 2010. This revenue item was $584,000 during the
six months ended June 30, 2011, compared to $252,000 in the same period of 2010. The following
table presents the primary components of net loan-related fees and servicing revenue for the
periods indicated:
Three Months Ended | Six Months Ended | |||||||||||||||
June 30 | June 30 | |||||||||||||||
2011 | 2010 | 2011 | 2010 | |||||||||||||
(Dollars in thousands) | ||||||||||||||||
Gross servicing fees |
$ | 678 | $ | 638 | $ | 1,360 | $ | 1,266 | ||||||||
Mortgage servicing rights amortization |
(477 | ) | (560 | ) | (993 | ) | (1,036 | ) | ||||||||
Mortgage servicing rights valuation (loss) recovery |
| (130 | ) | 6 | (206 | ) | ||||||||||
Loan servicing revenue, net |
201 | (52 | ) | 373 | 24 | |||||||||||
Other loan fee income |
132 | 146 | 211 | 228 | ||||||||||||
Loan-related fees and servicing revenue, net |
$ | 333 | $ | 94 | $ | 584 | $ | 252 | ||||||||
Gross servicing fees increased in the 2011 periods compared to the prior year periods as a result
of an increase in the amount of loans that Bank Mutual services for third-party investors. As of
June 30, 2011, Bank Mutual serviced $1.1 billion in loans for third-party investors compared to
$1.0 billion at June 30, 2010. Related amortization has decreased in the 2011 periods due to
slightly higher interest rates, which has resulted in fewer loan prepayments and slower
amortization of the mortgage servicing rights. Loan-related fees and servicing revenue is also
impacted by changes in the valuation allowance that is established against mortgage servicing
rights. The change in this allowance is recorded as a recovery or charge, as the case may be, in
the period in which the change occurs.
Gains on sales of loans were $520,000 in the second quarter of 2011 compared to $1.2 million in the
same period last year. Year-to-date, gains on sales of loans were $1.1 million in 2011 compared to
$1.8 million in the same six months of 2010. During the three and six months ended June 30, 2011,
sales of one- to four-family mortgage loans were $36.4 million or 61.7% lower and $24.7 million or
23.5% lower than they were during the same periods in the previous year, respectively. Loan sales
have declined in recent periods due to slightly higher market interest rates for fixed-rate,
single-family mortgage loans, which has reduced borrower incentives to refinance existing mortgage
loans. Bank Mutual typically sells most of the fixed-rate, single-family mortgage loans that it
originates in the secondary market. Absent a significant decline in market interest rates for
single-family mortgage loans, Bank Mutual expects that gains on sales of loans in 2011 will be
significantly lower than they were in 2010.
Net gains on sales of investments were zero and $1.1 million during the three and six months ended
June 30, 2011, respectively, compared to $6.7 million and $11.1 million during the same periods in
2010, respectively. In the first quarter of 2011 Bank Mutual sold a $20.8 million investment in a
mutual fund that management did not expect would perform well in future periods. During the first
six months of 2010, Bank Mutual sold $319.9 million in longer-term, fixed-rate mortgage-related
securities and $189.9 million in adjustable-rate mortgage-related securities.
In the second quarter of 2011 Bank Mutual recognized $389,000 in net other-than-temporary
impairment (OTTI) losses related to its investment in certain private-label collateralized
mortgage obligations (CMOs). As of June 30, 2011, Bank Mutuals total investment in
private-label CMOs was $74.8 million. These CMOs were purchased by Bank Mutual from 2004 to 2006,
are secured by prime residential mortgage loans, and were rated triple-A at the time of their
purchase. However, beginning in 2008 and continuing through the second quarter of 2011, certain of
Bank Mutuals private-label CMOs have been downgraded to less than investment grade. The net OTTI
loss recognized in earnings during the second quarter of 2011 consisted of the credit portion of
the total OTTI loss on three of Bank Mutuals private-
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label CMOs rated less than investment grade. These CMOs had a net carrying value of $7.8 million
at June 30, 2011. The amount of the credit portion of the total OTTI loss was determined by an
independent third-party review of the expected cash flows from these three CMOs, which included
assumptions about future defaults and loss severities. Management attributes the net OTTI loss to
renewed weakness in national housing markets in recent periods, which continues to result in lower
values for residential properties on a nationwide basis. None of Bank Mutuals remaining
private-label CMOs were deemed to be other-than-temporarily impaired as of June 30, 2011. However,
the collection of the amounts due on Bank Mutuals private-label CMOs is subject to numerous
factors outside of Bank Mutuals control and a future determination of OTTI could result in
additional losses being recorded through earnings in future periods.
Total non-interest expense, excluding goodwill impairment, was $18.6 million in the second quarter
of 2011 compared to $17.7 million in the same quarter last year. Year-to-date, total non-interest
expense, excluding the impairment, was $35.7 in 2011 compared to $34.3 million in the first six
months of 2010. The increase in both periods was primarily caused by an increase in
compensation-related expense, which was $9.6 million and $9.0 million during the three months ended
June 30, 2011 and 2010, respectively, and $19.0 million and $17.7 million during six months ended
as of the same dates, respectively. These increases were primarily due to an increase in
compensation expense related to annual merit increases and Bank Mutuals hiring of certain key
management personnel. In April 2010 Mr. Baumgarten joined Bank Mutual as President and in late
2010 and early 2011 Bank Mutual hired two new senior vice presidents to manage commercial banking
and credit administration and risk. In addition, during the first six months of 2011 Bank Mutual
hired several commercial relationship managers experienced in originating loans and selling deposit
and cash management services to the mid-tier commercial banking market, defined by Bank Mutual as
business entities with sales revenues of $10 to $100 million. This is a new market segment for
Bank Mutual.
Also contributing to the increase in compensation-related expense in the 2011 periods was an
increase in costs related to Bank Mutuals defined-benefit pension plan. This increase was caused
by an increase in the number of qualified participants in the plan in recent periods, as well as a
decline in the interest rate used to determine the present value of the pension obligation.
The increase in compensation-related expense between the 2011 and 2010 periods was partially offset
by a decline in ESOP expense. Last year marked the scheduled end of a 10-year commitment to the
ESOP. Bank Mutual does not intend to make additional contributions to the ESOP at this time.
However, this decision is subject to review on a periodic basis and contributions may be reinstated
in future periods.
Occupancy and equipment costs were $2.9 million during the second quarter of 2011 compared to $2.7
million in the same quarter of last year. On a year-to-date basis, occupancy and equipment costs
were $5.8 million in 2011 compared to $5.7 million during the same six months in 2010. These
increases were caused by modest increases in a variety of expense categories including
depreciation, rent, utilities, maintenance and repairs, and data processing costs. These
developments were offset somewhat by lower real estate taxes.
Federal deposit insurance premiums were $746,000 and $1.8 million during the three and six month
periods ended June 30, 2011, respectively. These amounts compared to $1.0 million and $2.0 million
during the same periods in 2010, respectively. Effective in the second quarter of 2011 the Federal
Deposit Insurance Corporation (FDIC) implemented a new rule that changed the deposit insurance
assessment base from an insured institutions domestic deposits (minus certain allowable
exclusions) to an insured institutions average consolidated assets (minus average tangible equity
and certain other adjustments). Bank Mutuals deposit insurance costs declined as a result of the
new rule because Bank Mutual has a relatively low level of non-deposit funding sources, such as
FHLB advances.
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Losses on foreclosed real estate were $2.2 million during the second quarter of 2011 compared
to $2.1 million in the same quarter of last year. On a year-to-date basis, losses on foreclosed
real estate were $2.9 million in 2011 compared to $3.0 million during the same six months in 2010.
Since the beginning of 2010 Bank Mutual has experienced elevated losses on foreclosed real estate
due to declining real estate values and weak economic conditions. If these conditions persist,
future losses on foreclosed real estate could remain elevated in the near term.
Other non-interest expense increased by $280,000 or 9.5% and $328,000 or 5.6% during the three and
six months ended June 30, 2011, respectively, compared to the same periods last year. These
developments were the result of increased costs associated with the management of foreclosed real
estate and increased legal, accounting, and other professional fees. These increases were
partially offset by lower marketing and advertising costs between the periods.
Income tax expense was $266,000 during the three months ended June 30, 2011, compared to $162,000
in the same period of 2010. Income tax expense was $626,000 during the six months ended June 30,
2011, compared to $1.2 million during the same six months in 2010. Excluding the goodwill
impairment from income (loss) before taxes, which is not deductible for income tax purposes, Bank
Mutuals effective tax rate (ETR) for the second quarter of 2011 and 2010 was 18.4% and 18.1%,
respectively. Bank Mutuals ETR for the six month periods in these years was 22.1% and 30.0%,
respectively. Bank Mutuals ETR was lower in the 2011 periods, as well as the second quarter of
2010, because non-taxable revenue, such as earnings from bank-owned life insurance (BOLI),
comprised a larger portion of pre-tax earnings in those periods (excluding the goodwill
impairment).
Bank Mutuals portfolio of one- to four-family mortgage loans decreased slightly from $531.9
million at December 31, 2010, to $528.1 million at June 30, 2011. In recent periods the
origination of one- to four-family loans that Bank Mutual retains in portfolio, which consists
principally of adjustable-rate loans and, from time-to-time, fixed-loans with maturity terms of up
to 15 years, have approximated loan repayments.
Multi-family and commercial real estate mortgage loan originations were $30.1 million during the
six months ended June 30, 2011, compared to $14.7 million during the same period in 2010. Despite
this increase, Bank Mutuals aggregate portfolio of multi-family and commercial real estate
mortgage loans decreased from $495.5 million at December 31, 2010, to $465.0 million at June 30,
2011. This decrease was caused by loan payoffs and foreclosures that exceeded originations during
the period. Originations of construction and development loans were $13.2 million during the six
months ended June 30, 2011, compared to $20.2 million during the same period in 2010. Bank
Mutuals portfolio of construction and development loans declined by $6.6 million or 7.9% during
the six months ended June 30, 2011. This decrease was caused in part by the reclassification of
certain construction and development loans to permanent loans as a result of the completion of
construction.
Consumer loan originations, including fixed-term home equity loans and home equity lines of credit,
were $36.5 million during the six months ended June 30, 2011, compared to $38.4 million during the
same period in the prior year. Bank Mutuals consumer loan portfolio declined from $243.5 million
at December 31, 2010, to $233.0 million at June 30, 2011.
Commercial business loan originations during the first six months of 2011 were $29.0 million
compared to $7.4 million in the same period in 2010. Bank Mutuals portfolio of commercial
business loans increased by $27.2 million or 54.3%, from $50.1 million to $77.3 million during the
six months ended June 30, 2011. In recent months Bank Mutual has been successful at attracting a
number of new commercial business relationships as a result of its recent initiatives to expand its
presence in the mid-tier commercial banking market, as previously noted. Mr. Baumgarten commented,
The experienced commercial relationship
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managers we have added in recent months have hit the
ground running and we expect to add a few more quality individuals during the remainder of 2011.
Mr. Baumgarten continued, We believe our product and service offerings, as well as changes in the
competitive landscape for Wisconsin banking, will continue to create opportunities for Bank Mutual
to capture additional commercial and retail market share.
Bank Mutuals interest-earning deposits, which consist primarily of overnight deposits held at the
Federal Reserve of Chicago, declined from $184.4 million at December 31, 2010, to $105.3 million at
June 30, 2011. This decline was primarily caused by the security purchases described in the next
paragraph.
Bank Mutuals available-for-sale securities portfolio increased by $112.2 million or 16.9% during
the first six months of 2011. This increase was primarily the result of the purchase of $328.4
million in medium-term government agency mortgage-backed securities (MBSs) and CMOs during the
period. The impact of these purchases was partially offset by $150.8 million in securities that
were called by issuers during the period, as well as the sale of a $20.8 million mutual fund, as
previously described.
Foreclosed properties and repossessed assets increased by $5.7 million or 29.3% during the six
months ended June 30, 2011. This increase was caused by foreclosures related to a couple of larger
commercial real estate loans, as well as number of smaller commercial real estate and single-family
residential loans. This increase was partially offset by charge-offs on foreclosed properties due
to continued declines in real estate values and weak economic conditions, as previously described.
Deposit liabilities decreased by $70.3 million or 3.4% during the six months ended June 30, 2011,
to $2.01 billion compared to $2.08 billion at December 31, 2010. Core deposits, consisting of
checking, savings, and money market accounts, declined by $14.5 million or 1.5% during the period
while certificates of deposit declined by $55.8 million or 4.9%. Core deposits were higher than
typical at December 31, 2010, due to the timing of certain local government tax deposits that had
not been withdrawn as of that date. Over the last twelve months, core deposits have increased by
$95.3 million or 11.4%. With respect to certificates of deposit, Bank Mutual has reduced the rates
it offers on this product during the past year in an effort to manage its overall liquidity
position, which has resulted in a decline in certificates of deposit since December 31, 2010.
Bank Mutuals borrowings, which consist of advances from the FHLB of Chicago, were $149.4 million
at June 30, 2011, compared to $149.9 million at December 31, 2010. As previously noted, Bank
Mutual prepaid $756.0 million in high-cost borrowings from the FHLB of Chicago in December of last
year. Bank Mutual recorded an $89.3 million expense in the fourth quarter of 2010 as a result of a
prepayment penalty for this repayment. However, Bank Mutual also significantly reduced the average
cost of its interest-bearing liabilities as a result of the repayment, as previously noted. The
loan programs offered by the FHLB of Chicago are not related to funding programs offered by the
U.S. government under its Troubled Asset Relief Program, more commonly known as TARP, in which
Bank Mutual has not participated.
Other liabilities increased to $76.1 million at June 30, 2011, from $45.0 million at December 31,
2010. Most of this increase was caused by payables to securities brokers for securities purchased
in June that were not delivered until July.
Shareholders equity decreased from $313.0 million at December 31, 2010, to $266.3 million at June
30, 2011. This decrease was principally caused by the $52.6 million goodwill impairment, as
previously described. Bank Mutuals ratio of shareholders equity to total assets was 10.55% at
June 30, 2011, compared to 12.07% at December 31, 2010. Bank Mutuals ratio of tangible equity to
adjusted total assets, which excludes goodwill, was 10.55% at June 30, 2011, compared to 10.25% at
December 31, 2010. Book value per share of Bank Mutuals common stock was $5.76 at June 30, 2011,
compared to $6.84 at
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December 31, 2010. Tangible book value per share, which excludes goodwill,
was $5.76 at June 30, 2011, compared to $5.69 at December 31, 2010.
Bank Mutuals subsidiary bank is well capitalized for regulatory capital purposes. As of March
31, 2011 (the latest information available) and December 31, 2010, the subsidiary banks total
risk-based capital ratio was 18.42% and 17.86%, respectively, and its Tier 1 capital ratio was
9.48% and 9.12%, respectively. The minimum percentages to be adequately capitalized under
current supervisory regulations are 8% and 4%, respectively. The minimums to be well capitalized
are 10% and 5%, respectively. As previously noted, the goodwill impairment in the second quarter
of 2011 will have no impact on the regulatory capital ratios for Bank Mutuals subsidiary bank
because goodwill is excluded from the regulatory capital calculations.
During the second quarter of 2011 Bank Mutual paid a cash dividend of $0.01 per share to
shareholders. While Bank Mutuals capital remains strong, regulators have continued to focus on
the capital levels of financial institutions such as Bank Mutuals bank subsidiary. In addition,
in 2010 Congress enacted the Dodd-Frank Wall Street Reform and Consumer Protection Act (the
Dodd-Frank Act) which now imposes capital requirements on savings and loan holding companies such
as Bank Mutual. These developments, and other requirements imposed by regulators (including our
previously-disclosed agreement with them), may impact the ability of Bank Mutual and/or its
subsidiary bank to pay dividends or, in the case of Bank Mutual, repurchase stock.
Bank Mutuals non-performing loans declined by $15.2 million or 12.4% during the six months ended
June 30, 2011. Non-performing assets, which include non-performing loans, declined by $9.6 million
or 6.7% during this same period. Finally, loans classified by Bank Mutual as special mention
and substandard, which includes all non-performing loans, declined by $4.5 million or 2.8% during
the six months ended June 30, 2011. Bank Mutuals level of non-performing loans and assets, as
well as classified loans, is due to continuing weakness in economic conditions, low values for
commercial and multi-family real estate, and high unemployment rates in recent years, which has
resulted in increased stress on borrowers and increased loan delinquencies. Many properties
securing Bank Mutuals loans have experienced increased vacancy rates, reduced lease rates, and/or
delays in unit sales, as well as lower real estate values. During the fourth quarter of 2010 in
particular, management increased its assessment of the number of loans secured by commercial real
estate, multi-family real estate, land, and commercial business assets that are or will likely
become collateral dependent. In many instances, managements assessment included loans that
borrowers have managed to keep current despite underlying difficulties with the properties that
secure the loans. As of June 30, 2011, non-performing loans included $43.4 million in loans that
were current on all contractual principal and interest payments, but which management determined
should be classified as non-performing in light of underlying difficulties with the properties that
secure the loans, as well as an increasingly strict regulatory environment. Bank Mutual has
continued to record periodic interest payments on these loans in interest income provided the
borrowers have remained current on the loans and provided, in the judgment of management, Bank
Mutuals net recorded investment in the loan has been deemed to be collectible. The decline in
Bank Mutuals non-performing and classified loans during the six months ended June 30, 2011, was
due to loans that were paid off or upgraded during the period, as previously described, as well as
loans that were partially charged off because Bank Mutual had commenced and/or completed
foreclosure proceedings during the period.
Bank Mutuals allowance for loan losses declined to $38.6 million or 2.94% of total loans at June
30, 2011, compared to $48.0 million or 3.63% at December 31, 2010. As a percent of non-performing
loans, Bank Mutuals allowance for loan losses was 35.8% at June 30, 2011, compared to 39.0% at
December 31, 2010. The decrease in the allowance was caused by $13.4 million in net charge-offs,
as well as $3.4 million in provision recaptures, as previously described. These developments were
partially offset by $4.2 million in additional loss allowances established during the period, also
as previously described. During the period Bank Mutual charged off $2.7 million related to three
loans that aggregated $9.1 million and were paid off
10
during the period. In addition, Bank Mutual
charged off $7.5 million on seven loan relationships that aggregated $16.4 million on which
management commenced and/or completed foreclosure proceedings during the period.
Management believes the allowance for loan losses at June 30, 2011, was adequate to cover probable
and estimable losses in Bank Mutuals loan portfolio as of that date. However, future increases to
the allowance may be necessary and results of operations could be adversely affected if future
conditions differ from the assumptions used by management to determine the allowance for loan
losses as of the end of the period.
Bank Mutual Corporation is the fourth largest financial institution holding company headquartered
in the state of Wisconsin and its stock is quoted on the NASDAQ Global Select Market under the
symbol BKMU. Its subsidiary bank, Bank Mutual, operates 78 banking locations in the state of
Wisconsin and one in Minnesota.
* * * * *
Cautionary Statements
The discussion in this earnings release contains or incorporates by reference various
forward-looking statements concerning Bank Mutuals prospects that are based on the current
expectations and beliefs of management. Forward-looking statements may contain words such as
anticipate, believe, estimate, expect, objective, projection and similar expressions or
use of verbs in the future tense, and are intended to identify forward-looking statements; any
discussions of periods after the date for which this report is filed are also forward-looking
statements. The statements contained herein and such future statements involve or may involve
certain assumptions, risks, and uncertainties, many of which are beyond Bank Mutuals control, that
could cause Bank Mutuals actual results and performance to differ materially from what is
expected. In addition to the assumptions and other factors referenced specifically in connection
with such statements, the following factors could impact the business and financial prospects of
Bank Mutual: general economic conditions, including instability in credit, lending, and financial
markets; declines in the real estate market, which could further affect both collateral values and
loan activity; continuing relatively high unemployment and other factors which could affect
borrowers ability to repay their loans; negative developments affecting particular borrowers,
which could further adversely impact loan repayments and collection; legislative and regulatory
initiatives and changes, including action taken, or that may be taken, in response to difficulties
in financial markets and/or which could negatively affect the right of creditors; monetary and
fiscal policies of the federal government; the effects of further regulation and consolidation
within the financial services industry, including substantial changes under the Dodd-Frank Act and
the transfer of regulatory authority from the Office of Thrift Supervision to the Office of the
Comptroller of the Currency and the Federal Reserve Board; regulators increasing expectations for
financial institutions capital levels and restrictions imposed on institutions, as to payments of
dividends or otherwise, to maintain or achieve those levels, including the possible effect of the
previously disclosed memoranda of understanding; potential changes in Fannie Mae and Freddie Mac,
which could impact the home mortgage market; increased competition and/or disintermediation within
the financial services industry; changes in tax rates, deductions and/or policies; changes in FDIC
premiums and other governmental assessments; changes in deposit flows; changes in the cost of
funds; fluctuations in general market rates of interest and/or yields or rates on competing loans,
investments, and sources of funds; demand for loan or deposit products; illiquidity of financial
markets and other negative developments affecting particular investment and mortgage-related
securities, which could adversely impact the fair value of and/or cash flows from such securities;
demand for other financial services; changes in accounting policies or guidelines; natural
disasters, acts of terrorism, or developments in the war on terrorism; and the factors discussed in
Bank Mutuals filings with the Securities and Exchange Commission, particularly under Part I, Item
1A, Risk Factors, of Bank Mutuals 2010 Annual Report on Form 10-K.
11
Bank Mutual Corporation and Subsidiaries
Unaudited Consolidated Statements of Financial Condition
(Dollars in thousands, except per share data)
June 30 | December 31 | |||||||
2011 | 2010 | |||||||
ASSETS |
||||||||
Cash and due from banks |
$ | 27,047 | $ | 48,393 | ||||
Interest-earning deposits |
105,294 | 184,439 | ||||||
Cash and cash equivalents |
132,341 | 232,832 | ||||||
Securities available-for-sale, at fair value: |
||||||||
Investment securities |
55,081 | 228,023 | ||||||
Mortgage-related securities |
720,408 | 435,234 | ||||||
Loans held-for-sale, net |
13,381 | 37,819 | ||||||
Loans receivable, net |
1,313,835 | 1,323,569 | ||||||
Foreclosed properties and repossessed assets |
24,945 | 19,293 | ||||||
Goodwill |
| 52,570 | ||||||
Mortgage servicing rights, net |
7,665 | 7,769 | ||||||
Other assets |
255,458 | 254,709 | ||||||
Total assets |
$ | 2,523,114 | $ | 2,591,818 | ||||
LIABILITIES AND EQUITY |
||||||||
Liabilities: |
||||||||
Deposit liabilities |
$ | 2,008,037 | $ | 2,078,310 | ||||
Borrowings |
149,391 | 149,934 | ||||||
Advance payments by borrowers for taxes and
insurance |
20,419 | 2,697 | ||||||
Other liabilities |
76,106 | 44,999 | ||||||
Total liabilities |
2,253,953 | 2,275,940 | ||||||
Equity: |
||||||||
Preferred stock $0.01 par value: |
||||||||
Authorized - 20,000,000 shares in 2011 and 2010 |
||||||||
Issued and outstanding none in 2011 and 2010 |
| | ||||||
Common stock $0.01 par value: |
||||||||
Authorized - 200,000,000 shares in 2011 and 2010 |
||||||||
Issued - 78,783,849 shares in 2011 and 2010 |
||||||||
Outstanding - 46,228,984 shares in 2011 and
45,769,443 in 2010 |
788 | 788 | ||||||
Additional paid-in capital |
490,019 | 494,377 | ||||||
Retained earnings |
138,946 | 191,238 | ||||||
Accumulated other comprehensive loss |
(2,900 | ) | (6,897 | ) | ||||
Treasury stock - 32,554,865 shares in 2011 and
33,014,406 in 2010 |
(360,590 | ) | (366,553 | ) | ||||
Total shareholders equity |
266,263 | 312,953 | ||||||
Non-controlling interest in real estate partnership |
2,898 | 2,925 | ||||||
Total equity including non-controlling interest |
269,161 | 315,878 | ||||||
Total liabilities and equity |
$ | 2,523,114 | $ | 2,591,818 | ||||
12
Bank Mutual Corporation and Subsidiaries
Unaudited Consolidated Statements of Income
(Dollars in thousands, except per share data)
Unaudited Consolidated Statements of Income
(Dollars in thousands, except per share data)
Three Months Ended June 30 | ||||||||
2011 | 2010 | |||||||
Interest income: |
||||||||
Loans |
$ | 17,546 | $ | 19,879 | ||||
Investment securities |
1,281 | 4,454 | ||||||
Mortgage-related securities |
4,033 | 5,153 | ||||||
Interest-earning deposits |
46 | 100 | ||||||
Total interest income |
22,906 | 29,586 | ||||||
Interest expense: |
||||||||
Deposits |
5,010 | 7,426 | ||||||
Borrowings |
1,790 | 9,764 | ||||||
Advance payment by borrowers for taxes and insurance |
1 | 1 | ||||||
Total interest expense |
6,801 | 17,191 | ||||||
Net interest income |
16,105 | 12,395 | ||||||
Provision for loan losses |
805 | 6,150 | ||||||
Net interest income after provision for loan losses |
15,300 | 6,245 | ||||||
Non-interest income: |
||||||||
Service charges on deposits |
1,559 | 1,499 | ||||||
Brokerage and insurance commissions |
832 | 991 | ||||||
Loan-related fees and servicing revenue, net |
333 | 94 | ||||||
Gain on loan sales activities, net |
520 | 1,164 | ||||||
Gain on sales of investments, net |
| 6,687 | ||||||
Other than temporary impairment (OTTI) losses: |
||||||||
Total OTTI losses |
(1,299 | ) | | |||||
Non-credit portion of OTTI losses |
910 | | ||||||
Net OTTI losses |
(389 | ) | | |||||
Other non-interest income |
1,904 | 1,955 | ||||||
Total non-interest income |
4,759 | 12,390 | ||||||
Non-interest expense: |
||||||||
Compensation, payroll taxes, and other employee benefits |
9,602 | 8,998 | ||||||
Occupancy and equipment |
2,850 | 2,692 | ||||||
Federal insurance premiums and special assessment |
746 | 1,010 | ||||||
Loss on foreclosed real estate, net |
2,182 | 2,088 | ||||||
Other non-interest expense |
3,234 | 2,954 | ||||||
Total non-interest expense before goodwill impairment |
18,614 | 17,742 | ||||||
Goodwill impairment |
52,570 | | ||||||
Total non-interest expense |
71,184 | 17,742 | ||||||
Income (loss) before income tax expense |
(51,125 | ) | 893 | |||||
Income tax expense |
266 | 162 | ||||||
Net income (loss) before non-controlling interest |
(51,391 | ) | 731 | |||||
Net loss (income) attributable to non-controlling interest |
14 | | ||||||
Net income (loss) |
$ | (51,377 | ) | $ | 731 | |||
Per share data: |
||||||||
Earnings (loss) per share-basic |
$ | (1.12 | ) | $ | 0.02 | |||
Earnings (loss) per share-diluted |
$ | (1.12 | ) | $ | 0.02 | |||
Cash dividends paid |
$ | 0.01 | $ | 0.07 | ||||
13
Bank Mutual Corporation and Subsidiaries
Unaudited Supplemental Financial Information
(Dollars in thousands, except per share amounts and ratios)
Unaudited Supplemental Financial Information
(Dollars in thousands, except per share amounts and ratios)
Three Months Ended June 30 | Six Months Ended June 30 | |||||||||||||||
Loan Originations and Sales | 2011 | 2010 | 2011 | 2010 | ||||||||||||
Mortgage loan originations: |
||||||||||||||||
One- to four-family |
$ | 56,230 | $ | 72,735 | $ | 100,135 | $ | 125,099 | ||||||||
Multi-family |
2,146 | 8,392 | 7,710 | 12,253 | ||||||||||||
Commercial real estate |
13,384 | 1,068 | 22,398 | 2,432 | ||||||||||||
Construction and development |
5,955 | 16,144 | 13,247 | 20,216 | ||||||||||||
Total mortgage loans |
77,715 | 98,339 | 143,490 | 160,000 | ||||||||||||
Consumer loan originations |
19,696 | 23,255 | 36,507 | 38,420 | ||||||||||||
Commercial business loan originations |
23,865 | 3,044 | 29,009 | 7,445 | ||||||||||||
Total loans originated |
$ | 121,276 | $ | 124,638 | $ | 209,006 | $ | 205,865 | ||||||||
Mortgage loan sales |
$ | 22,582 | $ | 58,979 | $ | 80,197 | $ | 104,890 | ||||||||
June 30 | December 31 | |||||||
Loan Portfolio Analysis | 2011 | 2010 | ||||||
Mortgage loans: |
||||||||
One- to four-family |
$ | 528,091 | $ | 531,874 | ||||
Multi-family |
224,578 | 247,210 | ||||||
Commercial real estate |
240,408 | 248,253 | ||||||
Construction and development |
76,885 | 83,490 | ||||||
Total mortgage loans |
1,069,962 | 1,110,827 | ||||||
Consumer loans |
233,022 | 243,498 | ||||||
Commercial business loans |
77,332 | 50,123 | ||||||
Total loans receivable |
1,380,316 | 1,404,448 | ||||||
Allowance for loan losses |
(38,573 | ) | (47,985 | ) | ||||
Undisbursed loan proceeds and deferred fees and costs |
(27,908 | ) | (32,894 | ) | ||||
Total loans receivable, net |
$ | 1,313,835 | $ | 1,323,569 | ||||
Loans serviced for others |
$ | 1,080,955 | $ | 1,076,772 | ||||
14
Bank Mutual Corporation and Subsidiaries
Unaudited Supplemental Financial Information (continued)
(Dollars in thousands, except per share amounts and ratios)
Unaudited Supplemental Financial Information (continued)
(Dollars in thousands, except per share amounts and ratios)
June 30 | December 31 | |||||||
Non-Performing Loans and Assets | 2011 | 2010 | ||||||
Non-accrual mortgage loans: |
||||||||
One- to four-family |
$ | 15,150 | $ | 18,684 | ||||
Multi-family |
33,007 | 31,660 | ||||||
Commercial real estate |
42,371 | 41,244 | ||||||
Construction and development loans |
13,278 | 26,563 | ||||||
Total non-accrual mortgage loans |
103,806 | 118,151 | ||||||
Non-accrual consumer loans: |
||||||||
Secured by real estate |
1,386 | 1,369 | ||||||
Other consumer loans |
203 | 275 | ||||||
Total non-accrual consumer loans |
1,589 | 1,644 | ||||||
Non-accrual commercial business loans |
1,943 | 2,779 | ||||||
Total non-accrual loans |
107,338 | 122,574 | ||||||
Accruing loans delinquent 90 days or more |
360 | 373 | ||||||
Total non-performing loans |
107,698 | 122,947 | ||||||
Foreclosed properties and repossessed assets |
24,945 | 19,293 | ||||||
Total non-performing assets |
$ | 132,643 | $ | 142,240 | ||||
Non-performing loans to loans receivable, net |
8.20 | % | 9.29 | % | ||||
Non-performing assets to total assets |
5.26 | % | 5.49 | % |
June 30 | December 31 | |||||||
Classified Loans | 2011 | 2010 | ||||||
Mortgage loans: |
||||||||
One- to four-family |
$ | 17,092 | $ | 18,972 | ||||
Multi-family |
40,141 | 55,011 | ||||||
Commercial real estate |
64,523 | 47,937 | ||||||
Construction and development |
23,745 | 29,546 | ||||||
Total mortgage loans |
145,501 | 151,466 | ||||||
Consumer loans |
1,622 | 1,763 | ||||||
Commercial business loans |
6,890 | 5,298 | ||||||
Total |
$ | 154,013 | $ | 158,527 | ||||
Six Months Ended June 30 | ||||||||
Activity in Allowance for Loan Losses | 2011 | 2010 | ||||||
Balance at the beginning of the period |
$ | 47,985 | $ | 17,028 | ||||
Provision for loan losses |
3,985 | 9,516 | ||||||
Charge-offs: |
||||||||
One- to four-family |
(2,266 | ) | (219 | ) | ||||
Multi-family |
(2,981 | ) | | |||||
Commercial real estate |
(5,419 | ) | (3,581 | ) | ||||
Construction and development loans |
(2,472 | ) | | |||||
Consumer loans |
(463 | ) | (395 | ) | ||||
Commercial business loans |
(379 | ) | (152 | ) | ||||
Total charge-offs |
(13,980 | ) | (4,347 | ) | ||||
Total recoveries |
583 | 34 | ||||||
Net charge-offs |
(13,397 | ) | (4,313 | ) | ||||
Balance at the end of the period |
$ | 38,573 | $ | 22,231 | ||||
Net charge-offs to average loans, annualized |
1.96 | % | 0.58 | % |
June 30 | December 31 | |||||||
Allowance Ratios | 2011 | 2010 | ||||||
Allowance for loan losses to non-performing loans |
35.82 | % | 39.03 | % | ||||
Allowance for loan losses to total loans |
2.94 | % | 3.63 | % |
15
Bank Mutual Corporation and Subsidiaries
Unaudited Supplemental Financial Information (continued)
(Dollars in thousands, except per share amounts and ratios)
Unaudited Supplemental Financial Information (continued)
(Dollars in thousands, except per share amounts and ratios)
June 30 | December 31 | |||||||
Deposit Liabilities Analysis | 2011 | 2010 | ||||||
Non-interest-bearing checking |
$ | 97,167 | $ | 94,446 | ||||
Interest-bearing checking |
212,562 | 219,136 | ||||||
Savings accounts |
218,903 | 210,334 | ||||||
Money market accounts |
404,756 | 423,923 | ||||||
Certificates of deposit |
1,074,649 | 1,130,471 | ||||||
Total deposit liabilities |
$ | 2,008,037 | $ | 2,078,310 | ||||
Three Months Ended June 30 | Six Months Ended June 30 | |||||||||||||||
Selected Operating Ratios | 2011 | 2010 | 2011 | 2010 | ||||||||||||
Net interest margin (1) |
2.82 | % | 1.54 | % | 2.82 | % | 1.65 | % | ||||||||
Net interest rate spread |
2.71 | % | 1.33 | % | 2.70 | % | 1.43 | % | ||||||||
Return on average assets |
(8.09 | )% | 0.08 | % | (3.88 | )% | 0.16 | % | ||||||||
Return on average shareholders equity |
(67.80 | )% | 0.73 | % | (32.72 | )% | 1.41 | % | ||||||||
Efficiency ratio (2) |
87.58 | % | 98.03 | % | 85.41 | % | 93.23 | % | ||||||||
Non-interest expense as a percent of
average assets (3) |
2.93 | % | 2.04 | % | 2.75 | % | 1.97 | % | ||||||||
Shareholders equity to total assets
at end of period |
10.55 | % | 11.40 | % | 10.55 | % | 11.40 | % | ||||||||
Tangible common equity to adjusted
total assets
at end of period (4) |
10.55 | % | 10.04 | % | 10.55 | % | 10.04 | % |
(1) | Net interest margin is determined by dividing net interest income by average earning assets for the periods indicated. | |
(2) | Efficiency ratio is determined by dividing non-interest expense before goodwill impairment by the sum of net interest income and non-interest income less net investment gains and net OTTI loss for the periods indicated. | |
(3) | Non-interest expense is defined as non-interest expense before goodwill impairment. | |
(4) | This is a non-GAAP disclosure. The ratio is computed as shareholders equity less goodwill divided by total assets less goodwill. |
Three Months Ended June 30 | Six Months Ended June 30 | |||||||||||||||
Other Information | 2011 | 2010 | 2011 | 2010 | ||||||||||||
Average earning assets |
$ | 2,283,240 | $ | 3,228,266 | $ | 2,261,974 | $ | 3,216,590 | ||||||||
Average assets |
2,541,491 | 3,471,563 | 2,591,330 | 3,484,857 | ||||||||||||
Average interest bearing liabilities |
2,097,592 | 2,939,791 | 2,065,943 | 2,923,036 | ||||||||||||
Average shareholders equity |
303,118 | 399,886 | 307,642 | 401,503 | ||||||||||||
Average tangible shareholders equity (5) |
263,691 | 347,316 | 262,582 | 348,933 | ||||||||||||
Weighted average number of shares outstanding: |
||||||||||||||||
As used in basic earnings per share |
46,060,106 | 45,441,024 | 45,900,900 | 45,524,148 | ||||||||||||
As used in diluted earnings per share |
46,060,106 | 45,787,348 | 45,900,900 | 45,914,185 |
(5) | Average tangible shareholders equity is average total shareholders equity minus goodwill. |
June 30 | December 31 | |||||||
2011 | 2010 | |||||||
Number of shares outstanding (net of treasury shares) |
46,228,984 | 45,769,443 | ||||||
Book value per share |
$ | 5.76 | $ | 6.84 |
June 30 | December 31 | |||||||
Weighted Average Net Interest Rate Spread | 2011 | 2010 | ||||||
Yield on loans |
5.22 | % | 5.45 | % | ||||
Yield on investments |
2.61 | % | 2.74 | % | ||||
Combined yield on loans and investments |
4.25 | % | 4.55 | % | ||||
Cost of deposits |
0.97 | % | 1.12 | % | ||||
Cost of borrowings |
4.79 | % | 4.79 | % | ||||
Total cost of funds |
1.23 | % | 1.37 | % | ||||
Interest rate spread |
3.02 | % | 3.18 | % |
16