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8-K - CURRENT REPORT - ENTERPRISE FINANCIAL SERVICES CORPa201112318kearningreleased.htm



For more information contact:
Jerry Mueller, Senior Vice President (314) 512-7251
Ann Marie Mayuga, AMM Communications (314) 485-9499
            

ENTERPRISE FINANCIAL REPORTS 2011 FOURTH QUARTER
AND YEAR END RESULTS

2011 earnings increase to $25.4 million, or $1.34 per share, compared to $5.6 million, or $0.21 per share for 2010
Fourth quarter earnings rose 45% from a year ago to $7.2 million
Commercial and Industrial loans grew 8% over linked quarter and 29% over prior year period
Nonperforming assets decrease 19% from one year ago to 1.74% of total assets
Earnings conference call scheduled for Thursday, May 3, 2012


St. Louis, April 23, 2012. Enterprise Financial Services Corp (NASDAQ: EFSC) (the “Company”) reported net income of $25.4 million for the year ended December 31, 2011, compared to net income of $5.6 million for the prior year period. After deducting dividends on preferred stock, the Company reported net income of $1.34 per diluted share for 2011, compared to net income of $0.21 per diluted share for 2010.

For the fourth quarter of 2011, the Company reported net income of $7.2 million, an increase of 45% compared to net income of $5.0 million for the prior year period. After deducting dividends on preferred stock, the Company reported net income of $0.36 per diluted share for the fourth quarter of 2011, compared to $0.29 for the fourth quarter of 2010. The 2011 results reflect the additional shares issued with the Company's $35 million public common stock offering in May 2011.

Peter Benoist, President and CEO, commented, "The sharp increase in net earnings was primarily attributable to strong improvements in several areas of our core banking business during the quarter and for the year. Organic loans increased 2% in the quarter and 7% for the full year. Commercial and industrial loans showed particular strength, increasing 29% year over year, as we continue to gain market share."

Benoist continued, "Our acquisition of First National Bank of Olathe added $423 million in core deposits and contributed significantly to the Company's 24% overall increase in core deposits for the year. Net interest income increased 34% over the prior year as a result of a growing organic loan book, coupled with a declining cost of funds and robust yields on our acquired loss share loan portfolios. Additionally, the Company showed marked improvement in asset quality while continuing to maintain strong loan loss reserves and nonperforming loan coverage ratios."

Restatement of Financial Statements

On January 25, 2012, the Company disclosed that it had discovered an error in its process to record income on loans covered by FDIC loss share agreements. These acquired loans are initially recorded at fair value (as determined by the present value of expected future cash flows) with no valuation allowance. The difference between the undiscounted cash flows expected at acquisition and the investment in the loans, or the "accretable yield", is recognized as interest income on a level-yield method over the life of the loans. In accounting for income from the acquired loans, the Company recorded both the accretable yield and contractually required interest payments. The

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Company should not have recognized the contractually required interest payments. As a result, both interest income and the carrying value of the acquired loans were overstated. This affected income reported on the loans acquired in FDIC assisted transactions since December 2009.

In addition to the adjustments relating to the acquired loan contractual interest described above, the Company has corrected other errors that had been previously identified but not corrected because they were not material, individually or in the aggregate, to the consolidated financial results. These items included changes in accrual estimates and financial statement reclassifications. The information in this release and accompanying tables reflect the impact of the restatement.

Reduction in Goodwill Associated with First National Bank of Olathe (FNBO) Acquisition

In conjunction with the August 12, 2011 acquisition of FNBO and as reported in the Form 8-K/A filed on October 28, 2011, the Company initially recorded $43.9 million in goodwill. The fair value estimates underlying the goodwill were provisional and are subject to change for up to one year after the closing date of the acquisition. Based on additional information regarding fair values, primarily related to other real estate, certain other assets and the FDIC clawback liability, the Company refined the fair values which reduced the amount of goodwill associated with the FNBO acquisition by $17.2 million to $26.7 million. The goodwill adjustment includes the $12.5 million reduction to the FNBO purchase price as reported in the Form 8-K filed on March 22, 2012. The reduction in goodwill had no effect on earnings. At December 31, 2011, total goodwill on the Company's balance sheet was $30.3 million.

Banking Segment

Deposits
Total deposits at December 31, 2011 were $2.8 billion, a decrease of $25.9 million, or 1%, from September 30, 2011 and $493.6 million, or 21%, higher than December 31, 2010. The year over year increase in deposits was largely comprised of noninterest-bearing demand deposits and money market and savings accounts with higher cost certificates of deposit declining during the year. Certificates of deposit fell $84.0 million, or 9%, during the fourth quarter and declined $44.3 million, or 5%, since year end 2010, consistent with the Company's intention to reduce its cost of funds. Money market, savings accounts and other interest-bearing transaction accounts increased $29.9 million, or 2%, over the linked quarter and $318.6 million, or 30%, over the prior year period, primarily as a result of the FNBO acquisition.

Noninterest-bearing demand deposits rose $28.2 million, or 5%, in the linked quarter and $219.4 million, or 60%, from the prior year period. Noninterest-bearing demand deposits increased to 21% of total deposits at December 31, 2011, compared to 20% at September 30, 2011 and 16% at December 31, 2010. While strong marketing and sales activity and the FNBO acquisition accounted for a significant portion of the increase, demand deposit balances have been elevated throughout the year due to the relative indifference between demand deposit earnings credit rates and the low interest rates paid on interest-bearing account alternatives.

The FNBO acquisition added $423.1 million in deposits in the third quarter of 2011. These deposits included $66.9 million in noninterest-bearing demand deposits, $123.6 million in money market and other interest-bearing transaction accounts, and $232.6 million in certificates of deposit.

Core deposits, which exclude brokered certificates of deposit and include reciprocal CDARS deposits represented 95% of total deposits at December 31, 2011, compared to 96% in the linked quarter and 93% in the prior year period.

Loans
Portfolio loans totaled $2.2 billion at December 31, 2011, including $300.6 million of loans covered under FDIC loss share ("Covered loans"). Excluding Covered loans, portfolio loans increased $29.1 million, or 2%, in the fourth quarter of 2011 and $130.7 million, or 7%, for the year.

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Commercial and industrial loan growth has been particularly strong and has increased for six consecutive quarters. Excluding the loans covered under loss share, Commercial and Industrial loans increased $57.1 million, or 8%, during the quarter and $169.3 million, or 29%, for the year and represent one-third of the Company's loan portfolio. Approximately 50% of the growth in Commercial and Industrial loan outstandings is attributable to new relationships originated during the year.

Asset quality
Nonperforming loans, including troubled debt restructurings of $10.0 million, were $41.6 million at December 31, 2011, compared to $48.0 million at September 30, 2011 and $46.4 million at December 31, 2010. During the quarter ended December 31, 2011, there were $11.1 million of additions to nonperforming loans, $5.6 million of charge-offs, $7.5 million of other principal reductions, $1.2 million of transfers to other real estate, and $3.9 million of transfers back to performing status. Nonperforming loans also include $0.8 million of accruing loans that are 90 days past due.

Nonperforming loans declined to 1.89% of total loans at December 31, 2011 versus 2.19% of total loans at September 30, 2011 and 2.46% at December 31, 2010.

Nonperforming loans by portfolio class at December 31, 2011 were as follows:

(in millions)
Total portfolio
 
Nonperforming
 
% NPL
Construction, Real Estate/Land
   Acquisition & Development
$
140.1

 
$
14.8

 
10.56
%
Commercial Real Estate - Investor Owned
477.2

 
11.1

 
2.33
%
Commercial Real Estate - Owner Occupied
334.4

 
4.6

 
1.38
%
Residential Real Estate
171.0

 
5.5

 
3.22
%
Commercial & Industrial
763.2

 
5.6

 
0.73
%
Consumer & Other
11.5

 

 

Portfolio loans covered under FDIC loss share
300.6

 

 

 Total
$
2,198.0

 
$
41.6

 
1.89
%

Excluding non-accrual loans and Covered loans, portfolio loans that were 30-89 days delinquent at December 31, 2011 represented 0.31% of the total portfolio compared to 0.02% at September 30, 2011 and 0.13% of December 31, 2010.

Other real estate at December 31, 2011 was $53.7 million, compared to $72.6 million at September 30, 2011 and $36.2 million at December 31, 2010. The increase in other real estate in the third quarter was primarily attributable to the FNBO acquisition. Approximately 68% of total other real estate at December 31, 2011, or $36.5 million, was covered by an FDIC loss share agreement.

Other real estate not covered by an FDIC loss share agreement totaled $17.2 million at December 31, 2011, a decrease of $4.2 million from September 30, 2011. At December 31, 2010 other real estate not covered by a FDIC loss share agreement totaled $25.4 million.

During the fourth quarter of 2011, the Company sold $19.3 million of other real estate, recording a loss of $177,000. For the full year of 2011, the Company sold $44.6 million of other real estate at a net gain of $862,000.

Excluding other real estate covered under FDIC loss share, nonperforming assets as a percentage of total assets declined to 1.74% at December 31, 2011 from 2.07% at September 30, 2011 and 2.59% at December 31, 2010.

Net charge-offs in the fourth quarter of 2011 were $5.7 million, representing an annual rate of 1.03% of average loans, compared to net charge-offs of $4.8 million, an annualized rate of 0.90% of average loans, in the linked third

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quarter and $7.6 million, an annualized rate of 1.57% of average loans, in the fourth quarter of 2010. For 2011, net charge-offs were $19.2 million, or 0.94% of average loans.

There was no additional provision for loan losses for loans not covered under FDIC loss share in the fourth quarter of 2011, compared to $5.4 million in the third quarter of 2011 and $3.3 million in the fourth quarter of 2010. The Company did not record a loan loss provision in the fourth quarter of 2011 due to the absence of loan risk rating downgrades in the quarter. For Covered loans, the Company re-measures contractual and expected cashflows on a quarterly basis. When the re-measurement process results in a decrease in expected cash flows due to an increase in expected credit losses, impairment is recorded. As a result of this impairment, the FDIC loss share receivable is increased to reflect anticipated future cash to be received from the FDIC. The amount of the increase is determined based on the specific loss share agreement, but is generally 80% of the losses. In the third quarter of 2011, an impairment of $2.7 million was recorded for certain loan pools covered under loss share which was partially offset through noninterest income by an increase in the FDIC loss share receivable. In the fourth quarter of 2011, this impairment reversed, but was offset by impairment on other loan pools covered under loss share. The FDIC loss share receivable was adjusted accordingly.

The Company's allowance for loan losses was 1.80% of total loans at December 31, 2011, representing 95% of nonperforming loans. The loan loss allowance was 2.07% at September 30, 2011 representing 95% of nonperforming loans and 2.26% at December 31, 2010 representing 92% of nonperforming loans.

Net Interest Income
Net interest income for the banking segment in the fourth quarter rose 19% compared to the third quarter. On a year over year basis, net interest income increased $28 million, or 31%. Including the effect of parent company debt, the net interest rate margin was 4.35% for the fourth quarter of 2011, compared to 3.79% for the third quarter of 2011 and 4.09% for the fourth quarter of 2010. In the fourth quarter of 2011, the loans covered under FDIC loss share yielded 14.62%, including effects of accelerated discount accretion due to cash flows on paid off covered loans.

Absent Covered loans, related nonearning assets and acquired deposits, the net interest rate margin was 3.36% for the fourth quarter of 2011 compared to 3.38% for the third quarter of 2011. For 2011, the net interest rate margin, less the Covered loans, related nonearning assets and acquired deposits, was 3.42% compared to 3.53% for 2010.

Wealth Management Segment

Fee income attributable to the Wealth Management segment includes Wealth Management revenue and income from state tax credit brokerage activities. Fourth quarter Wealth Management revenues of $1.7 million were $164,000 and $99,000 lower than the linked quarter and prior year periods, respectively. For the year ended December 31, 2011, Wealth Management revenue was $6.8 million, an increase of $427,000 compared to the year ended December 31, 2010. Trust assets under administration were $1.6 billion at December 31, 2011, compared to $1.4 billion at September 30, 2011 and $1.5 billion at December 31, 2010.

State tax credit brokerage income, net of fair value marks on tax credit assets and related interest rate hedges, was $1.1 million for the fourth quarter of 2011, compared to $1.4 million for the third quarter of 2011 and near break even in the fourth quarter of 2010. Particularly strong sales results in this area during the second half of the year contributed to this improvement.

Capital

Total capital to risk-weighted assets was 13.78% at December 31, 2011 compared to 13.70% at September 30, 2011 and 14.11% at December 31, 2010. The tangible common equity ratio was 4.99% at December 31, 2011 versus 4.88% at September 30, 2011 and 5.15% at December 31, 2010. The lower tangible common equity ratio at December 31, 2011 was attributable to the Company's August 2011 acquisition of FNBO. The Company's Tier 1 common equity ratio was 7.32% at December 31, 2011 compared to 7.16% at September 30, 2011 and 7.16% at December 31, 2010. The Company believes that the tangible common equity and the Tier 1 common equity ratios are important financial measures of capital strength even though they are considered to be non-GAAP measures and

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are not part of the regulatory capital requirements to which the Company is subject. The attached tables contain a reconciliation of these ratios to U.S. GAAP.

Other Business Results

Noninterest expenses were $23.4 million for the quarter ended December 31, 2011, compared to $18.3 million for the quarter ended September 30, 2011 and $18.2 million for the quarter ended December 31, 2010. For the year, noninterest expenses were $77.7 million, an increase of $15.5 million, or 25%. Salaries and benefits increased $8.5 million, or 30%, year over year. The increase over the prior year period was primarily due to increases in salaries and benefits, occupancy, data processing and other operating expenses related to the 2011 acquisitions.

The Company's efficiency ratio was 71.4% for the quarter ended December 31, 2011 compared to 51.6% for quarter ended September 30, 2011 and 64.6% for the prior year period. The higher efficiency ratio for the fourth quarter was attributable to negative noninterest income due to the decline in the FDIC loss share receivable coupled with higher noninterest expenses. For 2011, the Company's efficiency ratio was 59.2% compared to 60.8% for 2010.

The Company will host a conference call at 1:00 p.m. CDT on Thursday, May 3, 2012. During the call, management will address both the 2011 results and the first quarter of 2012 results, which are expected to be released that morning. The call will be accessible on Enterprise Financial Services Corp's home page, at www.enterprisebank.com under “Investor Relations” and by telephone at 1-888-285-8004 (Conference ID #72468603.) Recorded replays of the conference call will be available on the website beginning two hours after the call's completion. The replay will be available for approximately two weeks following the conference call.

Enterprise Financial Services Corp operates commercial banking and wealth management businesses in metropolitan St. Louis, Kansas City, and Phoenix. The Company is primarily focused on serving the needs of privately held businesses, their owner families, executives and professionals.

#     #    #

Readers should note that in addition to the historical information contained herein, this press release contains forward-looking statements, which are inherently subject to risks and uncertainties that could cause actual results to differ materially from those contemplated from such statements. We use the words “expect” and “intend” and variations of such words and similar expressions in this communication to identify such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, burdens imposed by federal and state regulations of banks, credit risk, changes in the appraised valuation of real estate securing impaired loans, outcomes of litigation and other contingencies, exposure to local and national economic conditions, risks associated with rapid increase or decrease in prevailing interest rates, effects of mergers and acquisitions, effects of critical accounting policies and judgments, legal and regulatory developments and competition from banks and other financial institutions, as well as other risk factors described in the Company's 2010 Annual Report on Form 10-K and in its Quarterly Reports on Form 10-Q filed subsequent thereto. Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update them in light of new information or future events unless required under the federal securities laws.



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ENTERPRISE FINANCIAL SERVICES CORP
CONSOLIDATED FINANCIAL SUMMARY (unaudited)

 
For the Quarter ended
 
For the Twelve Months ended
 
 
 
Restated
 
 
 
Restated
(in thousands, except per share data)
Dec 31,
2011
 
Dec 31,
2010
 
Dec 31,
2011
 
Dec 31,
2010
INCOME STATEMENTS
 
 
 
 
 
 
 
NET INTEREST INCOME
 
 
 
 
 
 
 
Total interest income
$
39,463

 
$
32,271

 
$
142,840

 
$
116,394

Total interest expense
7,259

 
7,909

 
30,155

 
32,411

Net interest income
32,204

 
24,362

 
112,685

 
83,983

Provision for loan losses not covered under FDIC loss share

 
3,325

 
13,300

 
33,735

Provision for loan losses covered under FDIC loss share
(144
)
 

 
2,803

 

Net interest income after provision for loan losses
32,348

 
21,037

 
96,582

 
50,248

 
 
 
 
 
 
 
 
NONINTEREST INCOME
 
 
 
 
 
 
 
Wealth Management revenue
1,668

 
1,767

 
6,841

 
6,414

Deposit service charges
1,428

 
1,145

 
5,091

 
4,739

(Loss) gain on sale of other real estate
(177
)
 
(355
)
 
862

 
79

State tax credit activity, net
1,135

 
(3
)
 
3,645

 
2,250

Gain on sale of investment securities
2

 
781

 
1,450

 
1,987

Change in FDIC loss share receivable
(4,642
)
 
(336
)
 
(3,494
)
 
99

Other income
1,187

 
882

 
4,113

 
2,792

Total noninterest income
601

 
3,881

 
18,508

 
18,360

 
 
 
 
 
 
 
 
NONINTEREST EXPENSE
 
 
 
 
 
 
 
Employee compensation and benefits
10,557

 
7,320

 
36,839

 
28,316

Occupancy
1,415

 
1,126

 
5,001

 
4,297

Furniture and equipment
385

 
357

 
1,601

 
1,393

Other
11,070

 
9,428

 
34,277

 
28,206

Total noninterest expenses
23,427

 
18,231

 
77,718

 
62,212

 
 
 
 
 
 
 
 
Income from continuing operations before income tax expense
9,522

 
6,687

 
37,372

 
6,396

Income tax expense
2,316

 
1,701

 
11,949

 
823

Income from continuing operations
7,206

 
4,986

 
25,423

 
5,573

Dividends on preferred stock
(636
)
 
(622
)
 
(2,524
)
 
(2,467
)
Net income available to common shareholders
$
6,570

 
$
4,364

 
$
22,899

 
$
3,106

 
 
 
 
 
 
 
 
Basic earnings per share
$
0.37

 
$
0.29

 
$
1.37

 
$
0.21

Diluted earnings per share
$
0.36

 
$
0.29

 
$
1.34

 
$
0.21

Return on average assets
0.77
%
 
0.66
%
 
0.74
%
 
0.13
%
Return on average common equity
12.81
%
 
11.47
%
 
12.67
%
 
2.12
%
Efficiency ratio
71.41
%
 
64.55
%
 
59.24
%
 
60.79
%
Noninterest expenses to average assets
2.74
%
 
2.74
%
 
2.51
%
 
2.54
%
 
 
 
 
 
 
 
 
YIELDS (fully tax equivalent)
 
 
 
 
 
 
 
Loans not covered under FDIC loss share
5.31
%
 
5.45
%
 
5.39
%
 
5.52
%
Loans covered under FDIC loss share
14.62
%
 
18.74
%
 
14.17
%
 
15.35
%
Total portfolio loans
6.65
%
 
6.32
%
 
6.38
%
 
5.90
%
Securities
2.10
%
 
2.60
%
 
2.54
%
 
2.74
%
Federal funds sold
0.24
%
 
0.26
%
 
0.26
%
 
0.30
%
Yield on interest-earning assets
5.32
%
 
5.40
%
 
5.21
%
 
5.19
%
Interest-bearing deposits
0.90
%
 
1.21
%
 
1.04
%
 
1.36
%
Subordinated debt
5.32
%
 
5.71
%
 
5.31
%
 
5.82
%
Borrowed funds
1.84
%
 
2.32
%
 
1.91
%
 
2.46
%
Cost of paying liabilities
1.12
%
 
1.49
%
 
1.27
%
 
1.66
%
Net interest spread
4.20
%
 
3.91
%
 
3.94
%
 
3.53
%
Net interest rate margin
4.35
%
 
4.09
%
 
4.12
%
 
3.76
%

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ENTERPRISE FINANCIAL SERVICES CORP
CONSOLIDATED FINANCIAL SUMMARY (unaudited) (continued)

 
At the Quarter ended
 
 
 
Restated
 
Restated
 
Restated
 
Restated
(in thousands, except per share data)
Dec 31,
2011
 
Sep 30,
2011
 
Jun 30,
2011
 
Mar 31,
2011
 
Dec 31,
2010
BALANCE SHEETS
 
 
 
 
 
 
 
 
 
ASSETS
 
 
 
 
 
 
 
 
 
Cash and due from banks
$
20,791

 
$
26,015

 
$
22,806

 
$
18,542

 
$
23,413

Federal funds sold
143

 
2,371

 
1,321

 
1,464

 
3,153

Interest-bearing deposits
168,711

 
240,488

 
175,676

 
187,556

 
268,853

Debt and equity investments
607,709

 
477,131

 
486,990

 
496,419

 
373,824

Loans held for sale
6,494

 
5,076

 
1,688

 
3,142

 
5,640

 
 
 
 
 
 
 
 
 
 
Portfolio loans not covered under FDIC loss share
1,897,074

 
1,867,956

 
1,826,228

 
1,761,034

 
1,766,351

Portfolio loans covered under FDIC loss share
300,610

 
326,942

 
169,113

 
182,277

 
121,570

Total portfolio loans
2,197,684

 
2,194,898

 
1,995,341

 
1,943,311

 
1,887,921

Less allowance for loan losses
39,624

 
45,451

 
42,157

 
42,822

 
42,759

Net loans
2,158,060

 
2,149,447

 
1,953,184

 
1,900,489

 
1,845,162

 
 
 
 
 
 
 
 
 
 
Other real estate not covered under FDIC loss share
17,217

 
21,370

 
20,978

 
28,443

 
25,373

Other real estate covered under FDIC loss share
36,471

 
51,193

 
21,812

 
22,862

 
10,835

Premises and equipment, net
18,986

 
18,976

 
19,488

 
20,035

 
20,499

State tax credits, held for sale
50,446

 
56,278

 
57,058

 
59,928

 
61,148

FDIC loss share receivable
184,554

 
194,216

 
91,859

 
103,285

 
87,792

Goodwill
30,334

 
30,334

 
3,622

 
3,622

 
2,064

Core deposit intangible
9,285

 
9,471

 
1,791

 
1,921

 
1,223

Other assets
68,578

 
66,418

 
65,110

 
67,937

 
71,220

Total assets
$
3,377,779

 
$
3,348,784

 
$
2,923,383

 
$
2,915,645

 
$
2,800,199

 
 
 
 
 
 
 
 
 
 
LIABILITIES AND SHAREHOLDERS' EQUITY
 
 
 
 
 
 
 
 
 
Noninterest-bearing deposits
$
585,479

 
$
557,290

 
$
473,688

 
$
448,012

 
$
366,086

Interest-bearing deposits
2,205,874

 
2,259,972

 
1,937,589

 
1,982,418

 
1,931,635

Total deposits
2,791,353

 
2,817,262

 
2,411,277

 
2,430,430

 
2,297,721

Subordinated debentures
85,081

 
85,081

 
85,081

 
85,081

 
85,081

FHLB advances
102,000

 
102,000

 
102,000

 
107,300

 
107,300

Federal funds purchased

 

 

 

 

Other borrowings
154,545

 
100,729

 
87,774

 
97,898

 
119,333

Other liabilities
5,235

 
9,241

 
8,390

 
10,435

 
10,963

Total liabilities
3,138,214

 
3,114,313

 
2,694,522

 
2,731,144

 
2,620,398

Shareholders' equity
239,565

 
234,471

 
228,861

 
184,501

 
179,801

Total liabilities and shareholders' equity
$
3,377,779

 
$
3,348,784

 
$
2,923,383

 
$
2,915,645

 
$
2,800,199





7



ENTERPRISE FINANCIAL SERVICES CORP
CONSOLIDATED FINANCIAL SUMMARY (unaudited) (continued)
 
For the Quarter ended
 
 
 
Restated
 
Restated
 
Restated
 
Restated
(in thousands, except per share data)
Dec 31,
2011
 
Sep 30,
2011
 
Jun 30,
2011
 
Mar 31,
2011
 
Dec 31,
2010
EARNINGS SUMMARY
 
 
 
 
 
 
 
 
 
Net interest income
$
32,204

 
$
26,769

 
$
31,004

 
$
22,708

 
$
24,362

Provision for loan losses not covered under FDIC loss share

 
5,400

 
4,300

 
3,600

 
3,325

Provision for loan losses covered under FDIC loss share
(144
)
 
2,672

 
275

 

 

Wealth Management revenue
1,668

 
1,832

 
1,658

 
1,683

 
1,767

Noninterest income
(1,067
)
 
6,894

 
2,560

 
3,280

 
2,114

Noninterest expense
23,427

 
18,302

 
18,024

 
17,965

 
18,231

Income before income tax expense
9,522

 
9,121

 
12,623

 
6,106

 
6,687

Net income
7,206

 
5,832

 
8,273

 
4,112

 
4,986

Net income available to common shareholders
6,570

 
5,200

 
7,643

 
3,486

 
4,364

Diluted earnings per share
$
0.36

 
$
0.29

 
$
0.43

 
$
0.23

 
$
0.29

Return on average common equity
12.81
%
 
10.39
%
 
18.06
%
 
9.39
%
 
11.47
%
Net interest rate margin (fully tax equivalent)
4.35
%
 
3.79
%
 
4.75
%
 
3.58
%
 
4.09
%
Efficiency ratio
71.41
%
 
51.56
%
 
51.17
%
 
64.92
%
 
64.55
%
MARKET DATA
 
 
 
 
 
 
 
 
 
Book value per common share
$
11.61

 
$
11.35

 
$
11.05

 
$
10.16

 
$
9.89

Tangible book value per common share
$
9.38

 
$
9.11

 
$
10.74

 
$
9.79

 
$
9.67

Market value per share
$
14.80

 
$
13.59

 
$
13.53

 
$
14.07

 
$
10.46

Period end common shares outstanding
17,774

 
17,743

 
17,739

 
14,941

 
14,889

Average basic common shares
17,754

 
17,741

 
17,140

 
14,920

 
14,856

Average diluted common shares
19,226

 
19,202

 
18,602

 
14,936

 
16,296

ASSET QUALITY
 
 
 
 
 
 
 
 
 
Net charge-offs
$
5,683

 
$
4,778

 
$
5,240

 
$
3,537

 
$
7,564

Nonperforming loans
41,622

 
48,038

 
43,118

 
43,487

 
46,357

Nonperforming loans to total loans
1.89
%
 
2.19
%
 
2.16
%
 
2.24
%
 
2.46
%
Nonperforming assets to total assets*
1.74
%
 
2.07
%
 
2.19
%
 
2.49
%
 
2.59
%
Allowance for loan losses to total loans
1.80
%
 
2.07
%
 
2.11
%
 
2.20
%
 
2.26
%
Net charge-offs to average loans (annualized)
1.03
%
 
0.90
%
 
1.07
%
 
0.73
%
 
1.57
%
CAPITAL
 
 
 
 
 
 
 
 
 
Average common equity to average assets
6.01
%
 
6.22
%
 
5.83
%
 
5.21
%
 
5.72
%
Tier 1 capital to risk-weighted assets
12.40
%
 
12.24
%
 
14.06
%
 
11.75
%
 
11.73
%
Total capital to risk-weighted assets
13.78
%
 
13.70
%
 
15.61
%
 
14.04
%
 
14.11
%
Tier 1 common equity to risk-weighted assets
7.32
%
 
7.16
%
 
8.87
%
 
7.14
%
 
7.16
%
Tangible common equity to tangible assets
4.99
%
 
4.88
%
 
6.53
%
 
5.03
%
 
5.15
%
AVERAGE BALANCES
 
 
 
 
 
 
 
 
 
Portfolio loans not covered under FDIC loss share
$
1,872,282

 
$
1,835,634

 
$
1,787,008

 
$
1,769,400

 
$
1,780,890

Portfolio loans covered under FDIC loss share
314,948

 
256,381

 
172,324

 
184,098

 
124,315

Loans held for sale
4,886

 
2,857

 
2,353

 
2,361

 
6,301

Earning assets
2,970,992

 
2,834,690

 
2,644,381

 
2,610,184

 
2,390,586

Total assets
3,385,845

 
3,190,490

 
2,912,331

 
2,889,430

 
2,640,855

Deposits
2,838,536

 
2,661,978

 
2,416,412

 
2,391,008

 
2,169,853

Shareholders' equity
236,548

 
231,538

 
202,490

 
183,244

 
183,410

LOAN PORTFOLIO
 
 
 
 
 
 
 
 
 
Commercial and industrial
$
763,202

 
$
706,117

 
$
688,354

 
$
612,970

 
$
593,938

Commercial real estate
811,570

 
818,578

 
789,556

 
780,764

 
776,268

Construction real estate
140,147

 
152,464

 
158,128

 
176,249

 
190,285

Residential real estate
171,034

 
177,871

 
176,782

 
174,405

 
189,484

Consumer and other
11,121

 
12,926

 
13,408

 
16,646

 
16,376

Portfolio loans covered under FDIC loss share
300,610

 
326,942

 
169,113

 
182,277

 
121,570

Total loan portfolio
$
2,197,684

 
$
2,194,898

 
$
1,995,341

 
$
1,943,311

 
$
1,887,921

 
 
 
 
 
 
 
 
 
 
* Excludes ORE covered by FDIC shared-loss agreements, except for their inclusion in total assets.
 
 

8



ENTERPRISE FINANCIAL SERVICES CORP
CONSOLIDATED FINANCIAL SUMMARY (unaudited) (continued)

 
For the Quarter ended
 
 
 
Restated
 
Restated
 
Restated
 
Restated
(in thousands)
Dec 31,
2011
 
Sep 30,
2011
 
Jun 30,
2011
 
Mar 31,
2011
 
Dec 31,
2010
DEPOSIT PORTFOLIO
 
 
 
 
 
 
 
 
 
Noninterest-bearing accounts
$
585,479

 
$
557,290

 
$
473,688

 
$
448,012

 
$
366,086

Interest-bearing transaction accounts
253,504

 
241,815

 
212,431

 
198,152

 
204,687

Money market and savings accounts
1,135,449

 
1,117,232

 
960,139

 
952,798

 
865,703

Certificates of deposit
816,921

 
900,925

 
765,019

 
831,468

 
861,245

Total deposit portfolio
$
2,791,353

 
$
2,817,262

 
$
2,411,277

 
$
2,430,430

 
$
2,297,721

 
 
 
 
 
 
 
 
 
 
YIELDS (fully tax equivalent)
 
 
 
 
 
 
 
 
 
Loans not covered under FDIC loss share
5.31
%
 
5.32
%
 
5.44
%
 
5.49
%
 
5.45
%
Loans covered under FDIC loss share
14.62
%
 
10.16
%
 
25.33
%
 
8.53
%
 
18.74
%
Total portfolio loans
6.65
%
 
5.91
%
 
7.19
%
 
5.78
%
 
6.32
%
Securities
2.10
%
 
2.59
%
 
2.85
%
 
2.70
%
 
2.60
%
Federal funds sold
0.24
%
 
0.27
%
 
0.25
%
 
0.26
%
 
0.26
%
Yield on interest-earning assets
5.32
%
 
4.84
%
 
5.90
%
 
4.79
%
 
5.40
%
Interest-bearing deposits
0.90
%
 
1.01
%
 
1.12
%
 
1.16
%
 
1.21
%
Subordinated debt
5.32
%
 
5.26
%
 
5.31
%
 
5.34
%
 
5.71
%
Borrowed funds
1.84
%
 
1.94
%
 
1.99
%
 
1.89
%
 
2.32
%
Cost of paying liabilities
1.12
%
 
1.23
%
 
1.36
%
 
1.39
%
 
1.49
%
Net interest spread
4.20
%
 
3.61
%
 
4.54
%
 
3.40
%
 
3.91
%
Net interest rate margin
4.35
%
 
3.79
%
 
4.75
%
 
3.58
%
 
4.09
%
 
 
 
 
 
 
 
 
 
 
WEALTH MANAGEMENT
 
 
 
 
 
 
 
 
 
Trust Assets under management
$
831,931

 
$
790,129

 
$
862,357

 
$
875,437

 
$
796,190

Trust Assets under administration
1,602,969

 
1,439,947

 
1,579,065

 
1,600,471

 
1,498,987



9



ENTERPRISE FINANCIAL SERVICES CORP
CONSOLIDATED FINANCIAL SUMMARY (unaudited) (continued)

RECONCILIATIONS OF U.S. GAAP FINANCIAL MEASURES
 
At the Quarter Ended
 
 
 
Restated
 
Restated
 
Restated
 
Restated
(In thousands)
Dec 31
2011
 
Sep 30
2011
 
Jun 30
2011
 
Mar 31
2011
 
Dec 31
2010
TIER 1 COMMON EQUITY TO RISK-WEIGHTED ASSETS
 
 
 
 
 
 
 
 
 
 
Shareholders' equity
$
239,565

 
$
234,471

 
$
228,861

 
$
184,501

 
$
179,801

Less: Goodwill
(30,334
)
 
(30,334
)
 
(3,622
)
 
(3,622
)
 
(2,064
)
Less: Intangible assets
(9,285
)
 
(9,471
)
 
(1,791
)
 
(1,921
)
 
(1,223
)
Less: Unrealized gains; Plus: Unrealized Losses
(3,602
)
 
(4,718
)
 
(3,994
)
 
(245
)
 
573

Plus: Qualifying trust preferred securities
79,874

 
78,177

 
76,306

 
61,520

 
59,953

Other
57

 
59

 
59

 
59

 
59

Tier 1 capital
$
276,275

 
$
268,184

 
$
295,819

 
$
240,292

 
$
237,099

Less: Preferred stock
(33,293
)
 
(33,094
)
 
(32,900
)
 
(32,707
)
 
(32,519
)
Less: Qualifying trust preferred securities
(79,874
)
 
(78,177
)
 
(76,306
)
 
(61,520
)
 
(59,953
)
Tier 1 common equity
$
163,108

 
$
156,913

 
$
186,613

 
$
146,065

 
$
144,627

 
 
 
 
 
 
 
 
 
 
Total risk weighted assets determined in accordance with prescribed regulatory requirements
$
2,227,958

 
$
2,190,880

 
$
2,104,662

 
$
2,045,802

 
$
2,021,136

 
 
 
 
 
 
 
 
 
 
Tier 1 common equity to risk weighted assets
7.32
%
 
7.16
%
 
8.87
%
 
7.14
%
 
7.16
%
 
 
 
 
 
 
 
 
 
 
SHAREHOLDERS' EQUITY TO TANGIBLE COMMON EQUITY AND TOTAL ASSETS TO TANGIBLE ASSETS
 
 
 
 
 
 
 
 
 
 
Shareholders' equity
$
239,565

 
$
234,471

 
$
228,861

 
$
184,501

 
$
179,801

Less: Preferred stock
(33,293
)
 
(33,094
)
 
(32,900
)
 
(32,707
)
 
(32,519
)
Less: Goodwill
(30,334
)
 
(30,334
)
 
(3,622
)
 
(3,622
)
 
(2,064
)
Less: Intangible assets
(9,285
)
 
(9,471
)
 
(1,791
)
 
(1,921
)
 
(1,223
)
Tangible common equity
$
166,653

 
$
161,572

 
$
190,548

 
$
146,251

 
$
143,995

 
 
 
 
 
 
 
 
 
 
Total assets
$
3,377,779

 
$
3,348,784

 
$
2,923,383

 
$
2,915,645

 
$
2,800,199

Less: Goodwill
(30,334
)
 
(30,334
)
 
(3,622
)
 
(3,622
)
 
(2,064
)
Less: Intangible assets
(9,285
)
 
(9,471
)
 
(1,791
)
 
(1,921
)
 
(1,223
)
Tangible assets
$
3,338,160

 
$
3,308,979

 
$
2,917,970

 
$
2,910,102

 
$
2,796,912

 
 
 
 
 
 
 
 
 
 
Tangible common equity to tangible assets
4.99
%
 
4.88
%
 
6.53
%
 
5.03
%
 
5.15
%









10



ENTERPRISE FINANCIAL SERVICES CORP
CONSOLIDATED FINANCIAL SUMMARY (unaudited) (continued)

IMPACT OF RESTATEMENT ON PRIOR PERIOD BALANCES

 
For the Three months ended
 
At or for the Nine months ended
September 30, 2011
 
September 30, 2011
(in thousands, except per share data)
As Previously Reported
 
Adjustments
 
As Restated
 
As Previously Reported
 
Adjustments
 
As Restated
Consolidated Statement of Operations
 
 
 
 
 
 
 
 
 
 
 
Net income (loss) from continuing operations
 
 
 
 
 
 
 
 
 
 
 
Net interest income
$
32,392

 
$
(5,623
)
 
$
26,769

 
$
91,603

 
$
(11,122
)
 
$
80,481

Provision for loan losses
5,557

 
2,515

 
8,072

 
13,732

 
2,515

 
16,247

Noninterest income
6,562

 
2,164

 
8,726

 
16,651

 
1,256

 
17,907

Noninterest expense
18,302

 

 
18,302

 
53,791

 
500

 
54,291

Income (loss) before income tax
15,095

 
(5,974
)
 
9,121

 
40,731

 
(12,881
)
 
27,850

Income tax expense (benefit)
5,394

 
(2,105
)
 
3,289

 
14,069

 
(4,436
)
 
9,633

Net income (loss)
9,701

 
(3,869
)
 
5,832

 
26,662

 
(8,445
)
 
18,217

Net income (loss) available to common shareholders
9,069

 
(3,869
)
 
5,200

 
24,774

 
(8,445
)
 
16,329

Net income (loss) available to common shareholders and assumed conversions
9,440

 
(3,869
)
 
5,571

 
25,887

 
(8,445
)
 
17,442

 
 
 
 
 
 
 
 
 
 
 
 
Basic earnings per share
$
0.51

 
$
(0.22
)
 
$
0.29

 
$
1.52

 
$
(0.52
)
 
$
1.00

Diluted earnings per share
0.49

 
(0.20
)
 
0.29

 
1.46

 
(0.48
)
 
0.98

 
 
 
 
 
 
 
 
 
 
 
 
Consolidated Balance Sheet
 
 
 
 
 
 
 
 
 
 
 
Portfolio loans covered under FDIC loss share at fair value
 
 
 
 
 
 
$
343,101

 
$
(16,159
)
 
$
326,942

Allowance for loan losses
 
 
 
 
 
 
42,882

 
2,569

 
45,451

Portfolio loans, net
 
 
 
 
 
 
2,168,175

 
(18,728
)
 
2,149,447

Other real estate covered under FDIC loss share
 
 
 
 
 
 
56,248

 
(5,055
)
 
51,193

Accrued interest receivable
 
 
 
 
 
 
8,978

 
(276
)
 
8,702

FDIC loss share receivable
 
 
 
 
 
 
175,674

 
18,542

 
194,216

Goodwill
 
 
 
 
 
 
47,552

 
(17,218
)
 
30,334

Other assets
 
 
 
 
 
 
56,664

 
1,052

 
57,716

Total assets
 
 
 
 
 
 
3,370,467

 
(21,683
)
 
3,348,784

Total deposits
 
 
 
 
 
 
2,817,405

 
(143
)
 
2,817,262

Other liabilities
 
 
 
 
 
 
16,897

 
(9,548
)
 
7,349

Total liabilities
 
 
 
 
 
 
3,124,004

 
(9,691
)
 
3,114,313

Total shareholders' equity
 
 
 
 
 
 
246,463

 
(11,992
)
 
234,471

Total liabilities and shareholders' equity
 
 
 
 
 
 
3,370,467

 
(21,683
)
 
3,348,784




11




ENTERPRISE FINANCIAL SERVICES CORP
CONSOLIDATED FINANCIAL SUMMARY (unaudited) (continued)

IMPACT OF RESTATEMENT ON PRIOR PERIOD BALANCES (continued)

 
For the Three months ended
 
At or for the Six months ended
June 30, 2011
 
June 30, 2011
(in thousands, except per share data)
As Previously Reported
 
Adjustments
 
As Restated
 
As Previously Reported
 
Adjustments
 
As Restated
Consolidated Statement of Operations
 
 
 
 
 
 
 
 
 
 
 
Net income (loss) from continuing operations
 
 
 
 
 
 
 
 
 
 
 
Net interest income
32,473

 
(1,469
)
 
31,004

 
59,211

 
(5,499
)
 
53,712

Provision for loan losses
4,575

 

 
4,575

 
8,175

 

 
8,175

Noninterest income
5,126

 
(908
)
 
4,218

 
10,089

 
(908
)
 
9,181

Noninterest expense
18,024

 

 
18,024

 
35,489

 
500

 
35,989

Income (loss) before income tax
15,000

 
(2,377
)
 
12,623

 
25,636

 
(6,907
)
 
18,729

Income tax expense (benefit)
5,118

 
(768
)
 
4,350

 
8,675

 
(2,331
)
 
6,344

Net income (loss)
9,882

 
(1,609
)
 
8,273

 
16,961

 
(4,576
)
 
12,385

Net income (loss) available to common shareholders
9,252

 
(1,609
)
 
7,643

 
15,705

 
(4,576
)
 
11,129

Net income (loss) available to common shareholders and assumed conversions
9,623

 
(1,609
)
 
8,014

 
16,447

 
(4,576
)
 
11,871

 
 
 
 
 
 
 
 
 
 
 
 
Basic earnings per share
$
0.54

 
(0.09
)
 
$
0.45

 
$
1.01

 
(0.30
)
 
$
0.71

Diluted earnings per share
0.52

 
(0.09
)
 
0.43

 
0.96

 
(0.26
)
 
0.70

 
 
 
 
 
 
 
 
 
 
 
 
Consolidated Balance Sheet
 
 
 
 
 
 
 
 
 
 
 
Portfolio loans covered under FDIC loss share at fair value
 
 
 
 
 
 
$
180,253

 
$
(11,140
)
 
$
169,113

Portfolio loans, net
 
 
 
 
 
 
1,964,324

 
(11,140
)
 
1,953,184

FDIC loss share receivable
 
 
 
 
 
 
92,511

 
(652
)
 
91,859

Goodwill
 
 
 
 
 
 
3,879

 
(257
)
 
3,622

Total assets
 
 
 
 
 
 
2,935,432

 
(12,049
)
 
2,923,383

Other liabilities
 
 
 
 
 
 
10,839

 
(3,926
)
 
6,913

Total liabilities
 
 
 
 
 
 
2,698,448

 
(3,926
)
 
2,694,522

Retained earnings
 
 
 
 
 
 
33,315

 
(8,123
)
 
25,192

Total shareholders' equity
 
 
 
 
 
 
236,984

 
(8,123
)
 
228,861

Total liabilities and shareholders' equity
 
 
 
 
 
 
2,935,432

 
(12,049
)
 
2,923,383




12




ENTERPRISE FINANCIAL SERVICES CORP
CONSOLIDATED FINANCIAL SUMMARY (unaudited) (continued)

IMPACT OF RESTATEMENT ON PRIOR PERIOD BALANCES (continued)

 
At or for the three months ended March 31, 2011
(in thousands, except per share data)
As Previously Reported
 
Adjustments
 
As Restated
Consolidated Statement of Operations
 
 
 
 
 
Net income (loss) from continuing operations
 
 
 
 
 
Net interest income
$
26,738

 
$
(4,030
)
 
$
22,708

Provision for loan losses
3,600

 

 
3,600

Noninterest income
4,963

 

 
4,963

Noninterest expense
17,465

 
500

 
17,965

Income (loss) before income tax
10,636

 
(4,530
)
 
6,106

Income tax expense (benefit)
3,557

 
(1,563
)
 
1,994

Net income (loss)
7,079

 
(2,967
)
 
4,112

Net income (loss) available to common shareholders
6,453

 
(2,967
)
 
3,486

Net income (loss) available to common shareholders and assumed conversions
6,824

 
(3,338
)
 
3,486

 
 
 
 
 
 
Basic earnings per share
$
0.43

 
$
(0.20
)
 
$
0.23

Diluted earnings per share
0.42

 
(0.19
)
 
0.23

 
 
 
 
 
 
Consolidated Balance Sheet
 
 
 
 
 
Portfolio loans covered under FDIC loss share at fair value
$
191,447

 
$
(9,170
)
 
$
182,277

Portfolio loans, net
1,909,659

 
(9,170
)
 
1,900,489

FDIC loss share receivable
103,529

 
(244
)
 
103,285

Goodwill
3,879

 
(257
)
 
3,622

Total assets
2,925,316

 
(9,671
)
 
2,915,645

Other liabilities
12,047

 
(3,157
)
 
8,890

Total liabilities
2,734,301

 
(3,157
)
 
2,731,144

Total shareholders' equity
191,015

 
(6,514
)
 
184,501

Total liabilities and shareholders' equity
2,925,316

 
(9,671
)
 
2,915,645



13




ENTERPRISE FINANCIAL SERVICES CORP
CONSOLIDATED FINANCIAL SUMMARY (unaudited) (continued)

IMPACT OF RESTATEMENT ON PRIOR PERIOD BALANCES (continued)

 
For the Three months ended
 
At or for the Twelve months ended
December 31, 2010
 
December 31, 2010
(in thousands, except per share data)
As Previously Reported
 
Adjustments
 
As Restated
 
As Previously Reported
 
Adjustments
 
As Restated
Consolidated Statement of Operations
 
 
 
 
 
 
 
 
 
 
 
Net income (loss) from continuing operations
 
 
 
 
 
 
 
 
 
 
 
Net interest income
$
28,109

 
$
(3,747
)
 
$
24,362

 
$
89,624

 
$
(5,641
)
 
$
83,983

Provision for loan losses
3,325

 

 
3,325

 
33,735

 

 
33,735

Noninterest income
3,212

 
669

 
3,881

 
18,360

 

 
18,360

Noninterest expense
19,649

 
(1,418
)
 
18,231

 
62,908

 
(696
)
 
62,212

Income (loss) before income tax
8,347

 
(1,660
)
 
6,687

 
11,341

 
(4,945
)
 
6,396

Income tax expense (benefit)
1,921

 
(220
)
 
1,701

 
2,221

 
(1,398
)
 
823

Net income (loss)
6,426

 
(1,440
)
 
4,986

 
9,120

 
(3,547
)
 
5,573

Net income (loss) available to common shareholders
5,804

 
(1,440
)
 
4,364

 
6,653

 
(3,547
)
 
3,106

 
 
 
 
 
 
 
 
 
 
 
 
Basic earnings (loss) per share
$
0.39

 
$
(0.10
)
 
$
0.29

 
$
0.45

 
$
(0.24
)
 
$
0.21

Diluted earnings (loss) per share
0.38

 
(0.09
)
 
0.29

 
0.45

 
(0.24
)
 
0.21

 
 
 
 
 
 
 
 
 
 
 
 
Consolidated Balance Sheet
 
 
 
 
 
 
 
 
 
 
 
Portfolio loans covered under FDIC loss share at fair value
 
 
 
 
 
 
$
126,711

 
$
(5,141
)
 
$
121,570

Portfolio loans, net
 
 
 
 
 
 
1,850,303

 
(5,141
)
 
1,845,162

FDIC loss share receivable
 
 
 
 
 
 
88,292

 
(500
)
 
87,792

Total assets
 
 
 
 
 
 
2,805,840

 
(5,641
)
 
2,800,199

Other liabilities
 
 
 
 
 
 
11,569

 
(2,094
)
 
9,475

Total liabilities
 
 
 
 
 
 
2,622,492

 
(2,094
)
 
2,620,398

Total shareholders' equity
 
 
 
 
 
 
183,348

 
(3,547
)
 
179,801

Total liabilities and shareholders' equity
 
 
 
 
 
 
2,805,840

 
(5,641
)
 
2,800,199





















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