TOMPKINS FINANCIAL CORP - FORM 8-K - EX-99.1 - PRESS RELEASE

Attached files

file	filename
EX-99.2 - PRESS RELEASE - TOMPKINS FINANCIAL CORP	ex-99_2.htm
EX-99.3 - PRESS RELEASE - TOMPKINS FINANCIAL CORP	ex-99_3.htm
8-K - CURRENT REPORT - TOMPKINS FINANCIAL CORP	tmp-8k_071812.htm

Exhibit 99.1

	For more information contact:
	Stephen S. Romaine, President & CEO
	Francis M. Fetsko, CFO
	Tompkins Financial Corporation 607.273.3210

For Immediate Release

Friday, July 20, 2012

Tompkins Financial Corporation Reports Second Quarter Earnings

ITHACA, NY – Tompkins Financial Corporation (TMP–NYSE MKT LLC)

Tompkins Financial Corporation reported net income of $8.8 million for the second quarter of 2012, a decrease of 6.1% from the $9.4 million reported for the same period in 2011. Diluted earnings per share were $0.72 for the second quarter of 2012, a 15.3% decrease from $0.85 reported for the second quarter of 2011. Quarterly earnings did show improvement from the first quarter, with second quarter net income up 13.0% and diluted earnings per share up 2.9% over the first quarter of 2012.

Results for the current quarter were impacted by $703,000 in after tax expenses related to the pending merger with VIST Financial Corporation as well as $243,000 in after tax income related to the reversal of an accrued liability related to the recently announced settlement of litigation between VISA Inc. and certain merchants. As more fully disclosed in the non-GAAP disclosure section of this press release, net income and diluted earnings per share would have been $9.3 million and $0.76, respectively if the merger expenses and reversal of the accrued liability were excluded from year-to-date results.

For the 2012 year to date period, net income of $16.6 million and diluted earnings per share of $1.42, represent declines of 8.4% and 13.9%, respectively over the same six month period in 2011. The current year to date net income and diluted earnings per share would have been $17.2 million and $1.47, respectively if the merger expenses and reversal of the accrued liability were excluded from year-to-date results, as disclosed in the non-GAAP disclosure section of this press release.

President and Chief Executive Officer Stephen S. Romaine, commented “Although second quarter earnings were down from the same period last year, we are encouraged by several positive trends noted during the quarter. These trends included loan growth during the quarter at an annualized rate of more than 8%, continued improving trends in asset quality, and a stabilization of the net interest margin. We have been working hard to prepare for the integration of VIST Financial into the Tompkins organization and are pleased that we remain on track to close this transaction on August 1st. We remain very excited by this opportunity and feel we are well positioned to make this a successful transaction both in the short term, and for years to come.”

Selected highlights for the 2012 second quarter and year to date periods are included below:

During the second quarter, the Company completed a successful capital raise, which helps position the Company for future growth, including the pending acquisition of VIST Financial. After transaction costs, net proceed from the capital raise were approximately $38.0 million, and resulted in 1,006,250 new shares being issued on April 3, 2012.

Credit quality continued to show improvement as nonperforming assets declined for the third consecutive quarter and net loan and lease losses were at their lowest level in the past four quarters. The ratio of nonperforming assets to total assets of 1.17% at June 30, 2012, has improved for seven consecutive quarters and remains well below the most recent peer averages of 2.62% published as of March 31, 2012, by the Federal Reserve1. The Company continues to receive regular payments on over 65% of loan balances that we categorize as nonperforming.

The net interest margin for the second quarter of 2012 was 3.52%, which is relatively unchanged from the 3.51% margin in the first quarter of 2012. The margin is down from 3.77% in the second quarter of 2011. Despite the decline in net interest margin over the past 12 months, net interest income of $28.1 million for the second quarter of 2012 was at a record level, as growth in earning assets and core deposits have helped mitigate the earnings impact from the decline in margin.

§	Total loans were $2.0 billion at June 30, 2012, up $37.8 million or 1.9% from December 31, 2011, and up $99.0 million or 5.2% from June 30, 2011.

§	Total deposits were $2.8 billion at June 30, 2012, up 3.9% from December 31, 2011, and up 7.5% from June 30, 2011.

Noninterest income was up 6.3% for the quarter, when compared to the same period in 2011. Net gain on securities transactions and insurance commissions and fees were up from prior year by $933,000 and $301,000, respectively. The increase was partially offset by lower service charges on deposit accounts, which were impacted by regulatory changes implemented in the first quarter of 2012 and are expected to impact earnings for the remainder of 2012. Investment services income was down compared to the same period in 2011, mainly a result of a planned decrease in the number of external broker dealer relationships. Other income includes $405,000 of income related to the reversal of a liability that was previously accrued to cover the Company’s potential obligation to share in losses stemming from certain litigation of VISA Inc.

Noninterest expense for the second quarter of 2012 was $26.9 million, up 6.7% from the same period last year. Pension and employee benefits were up 12.7%; lower interest rates have impacted plan discount rates and contributed to the increase. The increase in other operating expense over the same period prior year was impacted by merger related expenses of $879,000 related to the planned merger with VIST Financial, and a $329,000 increase in marketing and business development expenses.

§	Provision for loan and lease losses was $1.0 million for the second quarter of 2012, down from $1.1 million and $1.2 million in the first quarter of 2012 and December 31, 2011, respectively, and in line with the second quarter of 2011.

§	Nonperforming assets were $40.7 million at June 30, 2012, down 4.8% when compared to June 30, 2011 and December 31, 2011.

The Company’s allowance for loan and lease losses totaled $26.9 million at June 30, 2012, which represented 1.33% of total loans, compared to $27.6 million and 1.39% at December 31, 2011. The allowance for loan and lease losses covered 69.75% of nonperforming loans as of June 30, 2012, up from the 66.65% at December 31, 2011.

Capital ratios remain well above the regulatory well capitalized minimums. Tier 1 capital as a percentage of average assets at June 30, 2012, was 9.53%; and the ratio of total capital to risk-weighted assets was 16.22%. The improvement in the capital ratios during the quarter is primarily attributable to the $38 million net capital raise completed in April 2012.

Mr. Romaine added, “As we begin the third quarter with the anticipation of closing on the transaction with VIST Financial, I would like to thank the employees of both companies for their dedication in working toward this shared goal of integrating the two organizations. The experience in working with teams from both companies makes me more confident than ever in the potential for the combined organization.”

Tompkins Financial Corporation operates 46 banking offices in the New York State markets served by the Company's three community banks - Tompkins Trust Company, The Bank of Castile, and Mahopac National Bank, and provides insurance through Tompkins Insurance Agencies, Inc. and wealth management through Tompkins Financial Advisors.

"Safe Harbor" Statement under the Private Securities Litigation Reform of 1995:

This press release may include forward-looking statements with respect to revenue sources, growth, market risk, and corporate objectives. The Company assumes no duty, and specifically disclaims any obligation, to update forward-looking statements, and cautions that these statements are subject to numerous assumptions, risks, and uncertainties, all of which could change over time. Actual results could differ materially from forward-looking statements.

1 Federal Reserve peer ratio as of March 31, 2012, includes banks and bank holding companies with consolidated assets between $3 billion and $10 billion.


TOMPKINS FINANCIAL CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CONDITION

(In thousands, except share and per share data) (Unaudited)	As of			As of
ASSETS	06/30/2012			12/31/2011

Cash and noninterest bearing balances due from banks	$	57,974		$	47,297
Interest bearing balances due from banks		1,805			2,170
Money market funds		0			100
Cash and Cash Equivalents		59,779			49,567

Trading securities, at fair value		17,935			19,598
Available-for-sale securities, at fair value		1,183,088			1,143,546
Held-to-maturity securities, fair value of $27,613 at June 30, 2012, and $27,255
at December 31, 2011		27,120			26,673
Loans and leases, net of unearned income and deferred costs and fees		2,019,681			1,981,849
Less: Allowance for loan and lease losses		26,865			27,593
Net Loans and Leases		1,992,816			1,954,256

Federal Home Loan Bank stock and Federal Reserve Bank stock		16,692			19,070
Bank premises and equipment, net		45,167			44,712
Corporate owned life insurance		43,864			43,044
Goodwill		44,891			43,898
Other intangible assets, net		3,761			4,096
Accrued interest and other assets		47,555			51,788
Total Assets	$	3,482,668		$	3,400,248

LIABILITIES
Deposits:
Interest bearing:
Checking, savings and money market		1,439,875			1,356,870
Time		678,550			687,321
Noninterest bearing		646,668			616,373
Total Deposits		2,765,093			2,660,564

Federal funds purchased and securities sold under agreements to repurchase		161,662			169,090
Other borrowings, including certain amounts at fair value of $11,927 at June 30, 2012
and $12,093 at December 31, 2011		121,934			186,075
Trust preferred debentures		25,067			25,065
Other liabilities		55,213			60,311
Total Liabilities	$	3,128,969		$	3,101,105

EQUITY
Tompkins Financial Corporation shareholders' equity:
Common Stock - par value $.10 per share: Authorized 25,000,000 shares; Issued:
12,259,700 at June 30, 2012; and 11,159,466 at December 31, 2011		1,226			1,116
Additional paid-in capital		248,403			206,395
Retained earnings		104,680			96,445
Accumulated other comprehensive income (loss)		484			(3,677	)
Treasury stock, at cost – 95,588 shares at June 30, 2012, and 95,105 shares
at December 31, 2011		(2,610	)		(2,588	)

Total Tompkins Financial Corporation Shareholders’ Equity		352,183			297,691
Noncontrolling interests		1,517			1,452
Total Equity	$	353,700		$	299,143
Total Liabilities and Equity	$	3,482,669		$	3,400,248

TOMPKINS FINANCIAL CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME

		Three Months Ended				Six Months Ended
(In thousands, except per share data) (Unaudited)		06/30/2012		06/30/2011		06/30/2012		06/30/2011
INTEREST AND DIVIDEND INCOME
Loans	$	25,403	$	25,883	$	50,706	$	51,584
Due from banks		5		4		8		9
Federal funds sold		0		1		2		5
Trading securities		189		220		387		455
Available-for-sale securities		7,523		7,896		14,699		15,583
Held-to-maturity securities		225		331		450		696
Federal Home Loan Bank stock and Federal Reserve Bank stock		196		219		417		509
Total Interest and Dividend Income		33,541		34,554		66,669		68,841
INTEREST EXPENSE
Time certificates of deposits of $100,000 or more		720		868		1,454		1,717
Other deposits		1,798		2,565		3,825		5,190
Federal funds purchased and securities sold under agreements to repurchase		1,074		1,248		2,166		2,540
Trust preferred debentures		402		388		807		792
Other borrowings		1,437		1,533		2,866		3,108
Total Interest Expense		5,431		6,602		11,118		13,347
Net Interest Income		28,110		27,952		55,551		55,494
Less: Provision for loan and lease losses		1,011		1,005		2,136		2,915
Net Interest Income After Provision for Loan and Lease Losses		27,099		26,947		53,415		52,579
NONINTEREST INCOME
Investment services income		3,493		3,825		6,890		7,665
Insurance commissions and fees		3,760		3,459		7,398		6,833
Service charges on deposit accounts		1,593		2,107		3,378		4,091
Card services income		1,280		1,269		2,849		2,514
Mark-to-market (loss) gain on trading securities		(75)		165		(157)		115
Mark-to-market loss on liabilities held at fair value		77		(202)		166		(27)
Net other-than-temporary impairment losses1		(65)		0		(65)		0
Other income		1,770		1,390		3,034		3,219
Net gain on securities transactions		933		0		935		95
Total Noninterest Income		12,766		12,013		24,428		24,505
NONINTEREST EXPENSES
Salaries and wages		11,081		11,211		22,381		22,036
Pension and other employee benefits		4,123		3,657		8,422		7,688
Net occupancy expense of premises		1,793		1,706		3,598		3,601
Furniture and fixture expense		1,116		1,199		2,216		2,237
FDIC insurance		554		531		1,082		1,582
Amortization of intangible assets		124		146		257		316
Merger related expenses		879		0		972		0
Other operating expense		7,185		6,713		14,298		12,920
Total Noninterest Expenses		26,855		25,163		53,226		50,380
Income Before Income Tax Expense		13,010		13,797		24,617		26,704
Income Tax Expense		4,151		4,364		7,912		8,466
Net Income attributable to Noncontrolling Interests and Tompkins Financial Corporation		8,859		9,433		16,705		18,238
Less: Net income attributable to noncontrolling interests		33		33		65		65
Net Income Attributable to Tompkins Financial Corporation	$	8,826	$	9,400	$	16,640	$	18,173
Basic Earnings Per Share	$	0.72	$	0.86	$	1.43	$	1.66
Diluted Earnings Per Share	$	0.72	$	0.85	$	1.42	$	1.65

1 In 2012, other-than-temporary impairment ("OTTI") on securities available-for-sale totaling $148,000 in losses were recognized which included $83,000 recognized in AOCI, and $65,000 of OTTI losses recognized in noninterest income. In 2011, OTTI on securities available for sale totaled $0 through June 30, 2011.

Average Consolidated Statements of Condition and Net Interest Analysis
	Quarter Ended								Year to Date Period Ended								Year to Date Period Ended
	June 30, 2012								June 30, 2012								June 30, 2011
	Average								Average								Average
	Balance					Average			Balance					Average			Balance					Average
(Dollar amounts in thousands)	(QTD)		Interest			Yield/Rate			(YTD)		Interest			Yield/Rate			(YTD)		Interest			Yield/Rate
ASSETS
Interest-earning assets
Interest-bearing balances due from banks	$	1,887	$	5			1.07	%	$	20,269	$	8			0.08	%	$	13,235	$	9			0.14	%
Money market funds		-		-			0.00	%		36		-			0.00	%		100		-			0.00	%
Securities (1)
U.S. Government securities		1,153,660		6,927			2.42	%		1,107,730		13,504			2.45	%		945,956		14,215			3.03	%
Trading securities		18,483		189			4.11	%		18,917		387			4.11	%		22,053		455			4.16	%
State and municipal (2)		86,456		1,141			5.31	%		84,785		2,270			5.38	%		107,672		2,811			5.26	%
Other securities		11,523		129			4.50	%		11,787		268			4.57	%		14,790		348			4.74	%
Total securities		1,270,122		8,386			2.66	%		1,223,219		16,429			2.70	%		1,090,471		17,829			3.30	%
Federal Funds Sold		11		-			0.00	%		3,693		2			0.11	%		6,426		5			0.16	%
FHLBNY and FRB stock		17,546		196			4.49	%		17,134		415			4.87	%		18,505		509			5.55	%
Loans, net of unearned income (3)
Real estate		1,452,800		18,229			5.05	%		1,445,064		36,461			5.07	%		1,376,735		36,978			5.42	%
Commercial loans (2)		470,083		6,221			5.32	%		468,418		12,311			5.29	%		454,155		12,176			5.41	%
Consumer loans		61,057		1,020			6.72	%		61,804		2,054			6.68	%		70,446		2,443			6.99	%
Direct lease financing		5,013		71			5.70	%		5,387		154			5.75	%		8,318		246			5.96	%
Total loans, net of unearned income		1,988,953		25,541			5.17	%		1,980,673		50,980			5.18	%		1,909,654		51,843			5.47	%
Total interest-earning assets		3,278,519		34,128			4.19	%		3,245,024		67,834			4.20	%		3,038,391		70,195			4.66	%

Other assets		260,651								257,020								223,893

Total assets		3,539,170								3,502,044								3,262,284

LIABILITIES & EQUITY
Deposits
Interest-bearing deposits
Interest bearing checking, savings, & money market		1,474,516		867			0.24	%		1,466,424		1,872			0.26	%		1,332,585		2,455			0.37	%
Time deposits > $100,000		334,148		720			0.87	%		333,605		1,454			0.88	%		316,628		1,717			1.09	%
Time deposits < $100,000		369,864		931			1.01	%		375,981		1,953			1.04	%		413,119		2,714			1.32	%
Brokered time deposits < $100,000		-		-			0.00	%		-		-			0.00	%		3,372		21			1.26	%
Total interest-bearing deposits		2,178,528		2,518			0.46	%		2,176,010		5,279			0.49	%		2,065,704		6,907			0.67	%
Federal funds purchased & securities sold under agreements
to repurchase		168,303		1,074			2.57	%		169,103		2,166			2.58	%		178,359		2,540			2.87	%
Other borrowings		149,388		1,437			3.87	%		144,037		2,866			4.00	%		162,731		3,108			3.85	%
Trust preferred debentures		25,066		402			6.45	%		25,066		807			6.47	%		25,061		792			6.37	%
Total interest-bearing liabilities		2,521,285		5,431			0.87	%		2,514,216		11,118			0.89	%		2,431,855		13,347			1.11	%

Noninterest bearing deposits		613,315								604,866								511,345
Accrued expenses and other liabilities		55,549								56,679								36,242
Total liabilities		3,190,149								3,175,761								2,979,442

Tompkins Financial Corporation Shareholders’ equity		347,519								324,798								281,357
Noncontrolling interest		1,502								1,485								1,485
Total equity		349,021								326,283								282,842

Total liabilities and equity	$	3,539,170							$	3,502,044							$	3,262,284
Interest rate spread							3.32	%							3.31	%							3.55	%
Net interest income/margin on earning assets				28,697			3.52	%				56,716			3.51	%				56,848			3.77	%

Tax Equivalent Adjustment				(587	)							(1,165	)							(1,354	)

Net interest income per consolidated financial statements			$	28,110							$	55,551							$	55,494
(1) Average balances and yields on available-for-sale securities are based on historical amortized cost.
(2) Interest income includes the tax effects of taxable-equivalent adjustments using a combined New York State and Federal effective income tax rate
of 40% to increase tax exempt interest income to taxable-equivalent basis.
(3) Nonaccrual loans are included in the average asset totals presented above. Payments received on nonaccrual loans have been recognized as disclosed in Note 1
of the Company’s consolidated financial statements included in Part I of the Company's annual report on Form 10-K for the fiscal year ended December 31, 2011.

Tompkins Financial Corporation - Summary Financial Data (Unaudited)

(In thousands, except per share data)	Quarter-Ended										Year-Ended
	Jun-12		Mar-12		Dec-11		Sep-11		Jun-11			Dec-11

Period End Balance Sheet
Securities	$	1,228,143	$	1,285,685	$	1,189,817	$	1,130,769	$	1,138,563		$	1,189,817
Loans and leases, net of unearned income and deferred costs and fees		2,019,681		1,977,569		1,981,849		1,951,598		1,920,716			1,981,849
Allowance for loan and lease losses		26,865		26,948		27,593		27,878		28,361			27,593
Total assets		3,482,668		3,546,694		3,400,248		3,359,017		3,287,598			3,400,248

Total deposits		2,765,093		2,859,436		2,660,564		2,675,674		2,572,008			2,660,564
Federal funds purchased and securities sold under agreements to repurchase		161,662		169,456		169,090		171,943		178,545			169,090
Other borrowings		121,934		132,884		186,075		138,001		172,643			186,075
Trust preferred debentures		25,067		25,066		25,065		25,063		25,062			25,065
Total equity		353,700		305,967		299,143		309,335		300,060			299,143

Average Balance Sheet
Average earning assets	$	3,278,519	$	3,211,533	$	3,131,051	$	3,050,346	$	3,047,494		$	3,064,761
Average assets		3,539,170		3,464,917		3,368,135		3,286,159		3,271,895			3,294,982
Average interest-bearing liabilities		2,521,285		2,507,146		2,435,326		2,391,576		2,432,556			2,422,577
Average equity		349,021		303,546		307,539		303,861		288,341			294,620

Share data
Weighted average shares outstanding (basic)		12,146,622		11,103,192		11,074,330		11,049,831		10,974,615			11,002,106
Weighted average shares outstanding (diluted)		12,166,417		11,147,489		11,104,623		11,124,331		11,016,515			11,035,384
Period-end shares outstanding		12,223,790		11,197,370		11,123,556		11,122,886		11,051,894			11,123,556
Book value per share		28.94		27.32		26.89		27.81		27.15			26.89

Income Statement
Net interest income	$	28,110	$	27,441	$	27,999	$	27,913	$	27,952		$	111,406
Provision for loan/lease losses		1,011		1,125		1,160		4,870		1,005			8,945
Noninterest income		12,766		11,661		11,197		12,312		12,013			48,014
Noninterest expense		26,855		26,371		24,200		23,973		25,163			98,552
Income tax expense		4,151		3,762		4,417		3,490		4,364			16,373
Net income attributable to Tompkins Financial Corporation		8,826		7,811		9,387		7,859		9,400			35,419
Noncontrolling interests		33		33		32		33		33			131
Basic earnings per share	$	0.72	$	0.70	$	0.84	$	0.71	$	0.86		$	3.21
Diluted earnings per share	$	0.72	$	0.70	$	0.84	$	0.71	$	0.85		$	3.20

Asset Quality
Net charge-offs		1,094		1,770		1,445		5,353		679			9,184
Nonaccrual loans and leases		36,749		38,455		39,588		40,419		38,457			39,588
Loans and leases 90 days past due and accruing		321		1,552		1,380		379		2,512			1,380
Troubled debt restructurings not included above		1,445		423		428		441		0			428
Total nonperforming loans and leases		38,515		40,430		41,396		41,239		40,969			41,396
OREO		2,161		1,906		1,334		1,632		1,742			1,334
Nonperforming assets		40,676		42,336		42,730		42,871		42,711			42,730
Loan Classifications
Special Mention		63,653		62,649		52,156		66,697		80,470			52,156
Substandard		58,185		58,272		72,920		73,313		80,003			72,920
Doubtful		588		1,344		1,494		509		2,450			1,494

RATIO ANALYSIS	Quarter-Ended															Year-Ended
Credit Quality	Jun-12			Mar-12			Dec-11			Sep-11			Jun-11				Dec-11
Net loan and lease losses/ average loans
and leases *		0.22	%		0.36	%		0.29	%		1.10	%		0.14	%			0.48	%
Nonperforming loans and leases/loans and leases		1.91	%		2.04	%		2.09	%		2.11	%		2.13	%			2.09	%
Nonperforming assets/assets		1.17	%		1.19	%		1.26	%		1.28	%		1.30	%			1.26	%
Allowance/nonperforming loans and leases		69.75	%		66.65	%		66.65	%		67.60	%		69.23	%			66.65	%
Allowance/loans and leases		1.33	%		1.36	%		1.39	%		1.43	%		1.48	%			1.39	%

Capital Adequacy (period-end)
Tier I capital / average assets		9.53	%		8.46	%		8.51	%		8.55	%		8.39	%			8.51	%
Total capital / risk-weighted assets		16.22	%		14.37	%		14.17	%		14.11	%		13.98	%			14.17	%

Profitability
Return on average assets *		1.00	%		0.91	%		1.11	%		0.95	%		1.15	%			1.07	%
Return on average equity *		10.17	%		10.35	%		12.07	%		10.29	%		13.08	%			12.02	%
Net interest margin (TE) *		3.52	%		3.51	%		3.62	%		3.71	%		3.77	%			3.72	%
* Quarterly ratios have been annualized

	Quarter-Ended															Year-Ended
Non-GAAP Disclosure	Jun-12			Mar-12			Dec-11			Sep-11			Jun-11				Dec-11
Reported net income	$	8,826		$	7,811		$	9,387		$	7,859		$	9,400			$	35,419
Adjustments (after tax):
Accrual adjustment VISA IPO		(243	)		0			0
Merger related expenses		703			75			0			0			0				0
Subtotal adjustments		460			75			0			0			0				0
Adjusted net income		9,286			7,886			9,387			7,859			9,400				35,419
Weighted average shares outstanding (diluted)		12,166,417			11,147,489			11,104,623			11,124,331			11,016,515				11,035,384
Adjusted diluted earnings per share	$	0.76		$	0.71		$	0.84		$	0.71		$	0.85			$	3.21


Non-GAAP Disclosure	Year-to-date period ended
	Jun-12			Jun-11
Reported net income	$	16,640			$	18,173
Adjustments (after tax):
Accrual adjustment VISA IPO		(243	)			0
Merger related expenses		778				0
Subtotal adjustments		535				0
Adjusted net income		17,175				18,173
Weighted average shares outstanding (diluted)		11,656,771				10,986,287
Adjusted diluted earnings per share	$	1.47			$	1.65

TOMPKINS FINANCIAL CORP - FORM 8-K - EX-99.1 - PRESS RELEASE - July 20, 2012

Attached files

TOMPKINS FINANCIAL CORP Reports