Attached files
| file | filename |
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| 8-K - 8-K - ALLIANCE FINANCIAL CORP /NY/ | d429189d8k.htm |
Exhibit 99.1
| NEWS RELEASE |
FOR IMMEDIATE RELEASE |
Alliance Financial Announces Third Quarter Earnings
Syracuse, NY, October 29, 2012—Alliance Financial Corporation (“Alliance” or the “Company”) (NasdaqGM: ALNC), the holding company for Alliance Bank, N.A., announced today net income for the quarter ended September 30, 2012 of $2.3 million or $0.48 per diluted common share, compared with $3.7 million or $0.77 per diluted common share in the year-ago quarter and $2.9 million or $0.61 per diluted common share in the second quarter of 2012. Securities gains in the third quarter of 2011, when netted against a fixed asset write-down, totaled $472,000 after tax or $0.10 per share. Third quarter results for 2012 included costs associated with the recently announced acquisition of the Company by NBT Bancorp Inc. (“NBT”) of $598,000 after tax or $0.13 per share.
Net income for the nine months ended September 30, 2012 was $7.8 million or $1.64 per diluted share, compared with $10.5 million or $2.20 per diluted share in the first nine months of 2011.
On October 8, NBT and Alliance announced that they entered into a definitive agreement under which Alliance will merge with and into NBT. The merger is valued at approximately $233.4 million and is expected to close in early 2013 subject to customary closing conditions, including receipt of regulatory approvals and approvals by NBT and Alliance stockholders. Under the terms of the merger agreement, each outstanding share of Alliance common stock will be converted into the right to receive 2.1779 shares of NBT common stock upon completion of the merger. The transaction is valued at $48.00 per Alliance share based on NBT’s average closing stock price of $22.04 for the five-day trading period ending on October 5, 2012.
Jack H. Webb, President and CEO of Alliance said, “Throughout the first nine months of this year, our core business units have effectively executed our organic growth strategy resulting in increased originations in all of our business lines in 2012.”
Net interest income decreased $1.0 million and $3.5 million in the three and nine month periods ended September 30, 2012, respectively, compared with the year-ago periods due to the continuing pressure on our net interest margin caused by the exceptionally low interest rate environment, which was partially mitigated by strong loan growth.
Balance Sheet Highlights
Total assets were $1.4 billion at September 30, 2012, which was an increase of $23.2 million from June 30, 2012. Total loans and leases (net of unearned income) increased $7.9 million from the previous quarter to $906.4 million at September 30, 2012.
Loan origination volumes in the third quarter increased $27.0 million, or 45%, to $86.5 million, compared with $59.5 million in the year-ago quarter on increased demand in each of our commercial, residential mortgage and indirect lending businesses.
Commercial loans and mortgages decreased $8.6 million in the third quarter and totaled $274.5 million at September 30, 2012, as a $4.9 million decrease in existing lines of credit offset a solid quarter of new loan production. Originations of commercial loans and mortgages in the third quarter (excluding lines of credit) totaled $12.5 million, compared with $10.3 million in the year-ago quarter.
Residential mortgages outstanding increased $6.6 million in the third quarter to $327.5 million. Originations of residential mortgages totaled $38.9 million in the third quarter of 2012, compared with $30.5 million in the year-ago quarter. Alliance retained in portfolio approximately $17.7 million of the third quarter originations that were bi-weekly payment mortgages or monthly payment mortgages with maturities of 15 years or less.
Indirect auto loan balances were $199.4 million at the end of the third quarter, which was an increase of $10.7 million from the end of the second quarter of 2012. Alliance originated $33.7 million of indirect auto loans in the third quarter, compared with $17.9 million in the year-ago quarter. The increase in originations this year is attributable to a change in the Company’s rate structure designed to increase its market share without lowering its underwriting standards, along with the implementation of an electronic application system. Alliance originates auto loans through a network of reputable, well established automobile dealers located in central and western New York. Applications received through the Company’s indirect lending program are subject to the same comprehensive underwriting criteria and procedures as employed in its direct lending programs.
The Company’s investment securities portfolio totaled $343.2 million at September 30, 2012 which was unchanged from June 30, 2012. The Company’s portfolio is comprised entirely of investment grade securities, the majority of which are rated “AAA” by one or more of the nationally recognized rating agencies. The breakdown of the securities portfolio at September 30, 2012 was 77.1% government-sponsored entity-guaranteed mortgage-backed securities, 21.5% municipal securities and 0.4% obligations of U.S. government-sponsored corporations. Mortgage-backed securities, which totaled $264.6 million at September 30, 2012, are comprised primarily of pass-through securities backed by conventional residential mortgages and guaranteed by Fannie-Mae, Freddie-Mac or Ginnie Mae, which in turn are backed by the U.S. government. The Company’s municipal securities portfolio, which totaled $74.0 million at the end of the third quarter, is primarily comprised of highly rated general obligation bonds
issued by local municipalities in New York State. Net unrealized gains on our securities portfolio totaled $12.4 million at the end of the third quarter.
Deposits increased $19.8 million in the third quarter, and were $1.1 billion at September 30, 2012. Low-cost transaction accounts comprised 77.1% of total deposits at the end of the third quarter, compared with 75.7% at June 30, 2012. Alliance’s liability mix remained favorably weighted towards transaction accounts in the third quarter as retail and municipal depositors continue to prefer transaction accounts over time accounts in the low interest rate environment, and also because of the buildup of cash on commercial customers’ balance sheets.
Shareholders’ equity was $148.4 million at September 30, 2012, compared with $146.8 million at the end of the second quarter. Net income for the quarter increased shareholders’ equity by $2.3 million and was partially offset by common stock dividends declared of $1.5 million or $0.32 per common share.
The Company’s Tier 1 leverage ratio was 9.43% and its total risk-based capital ratio was 15.79% at the end of the third quarter. The Company’s tangible common equity capital ratio (a non-GAAP financial measure) was 7.85% at September 30, 2012.
Asset Quality and the Provision for Credit Losses
Delinquent loans and leases (including non-performing) totaled $10.1 million at September 30, 2012, compared with $12.6 million at June 30, 2012 and $17.0 million at December 31, 2011. The largest decline in delinquent loans in the third quarter occurred in loans delinquent 90 days or more or on non-accrual status, which declined $2.6 million or 38.4%.
Non-performing assets were $5.1 million or 0.35% of total assets at September 30, 2012, compared with $6.7 million or 0.47% of total assets at June 30, 2012 and $11.7 million or 0.83% of total assets at December 31, 2011. The decline in non-performing assets in the third quarter resulted primarily from non-accrual loans returning to accrual status as a result of satisfactory payment performance, charge-offs and pay-offs of non-performing loans. Included in non-performing assets at the end of the third quarter are non-performing loans and leases totaling $4.1 million, compared with $6.7 million at June 30, 2012 and $11.3 million at December 31, 2011.
Conventional residential mortgages comprised $2.3 million (37 loans) or 56.1% of non-performing loans and leases, and commercial loans and mortgages totaled $1.1 million (17 loans) or 26.4% of non-performing loans and leases at the end of the third quarter.
Net charge-offs were $409,000 and $2.0 million in the three and nine months ended September 30, 2012, respectively, compared with $139,000 and $499,000 in the year-ago periods. Charge-offs for the third quarter included a $365,000 write down of a $1.3 million commercial relationship to the real estate collateral’s estimated fair value, which was foreclosed on and transferred to other real estate owned in the
third quarter. This commercial relationship was placed on non-performing status in the third quarter of 2011, with a total outstanding balance at that time of $3.6 million. As was previously disclosed in the Company’s 2011 Form 10-K and quarterly reports on Form 10-Q, the Company recorded write-downs on this relationship totaling $2.3 million between the fourth quarter of 2011 and the second quarter of 2012. Net charge-offs annualized equaled 0.18% and 0.30%, respectively, of average loans and leases during the three months and nine months ended September 30, 2012, compared with 0.06% and 0.08% in the year-ago periods, respectively. Gross charge-offs were $621,000 and recoveries were $212,000 in the third quarter of 2012.
No provision for credit losses was recorded in the third quarter compared to a negative provision expense of $300,000 in the second quarter, and provision expense of $750,000 in the year-ago quarter. Alliance assesses a number of quantitative and qualitative factors at the individual portfolio level in determining the adequacy of the allowance for credit losses and the required provision expense each quarter. In addition, Alliance analyzes certain broader, non-portfolio specific factors in assessing the adequacy of the allowance for credit losses, such as the allowance as a percentage of total loans and leases, the allowance as a percentage of non-performing loans and leases and the provision expense as a percentage of net charge-offs. In doing so, a portion of the allowance has been considered “unallocated”, which means it is not based on either quantitative or qualitative factors, but on the broader, non-portfolio specific factors mentioned above. At September 30, 2012, $698,000 or 8.2% of the allowance for credit losses was considered to be “unallocated,” compared to $991,000 or 9% at December 31, 2011. Consistent with the improvement in the Company’s asset quality metrics and net charge-off levels in recent quarters (excluding the charge-offs related to the $3.6 million commercial relationship discussed above), the relative level of unallocated allowance to the total allowance has trended downward each quarter in 2012. Absent any material deterioration in credit quality or material growth in the loan and lease portfolio, some portion of this “unallocated” allowance may be reduced by future probable credit losses, which would have the effect of lowering the amount of provision expense relative to net charge-offs compared with past quarters, which was the case in the third quarter of 2012.
The provision for credit losses as a percentage of net charge-offs was 0% in the third quarter compared with 540% in the year-ago quarter. The provision for credit losses as a percentage of net charge-offs was not meaningful in the second quarter of 2012 due to the negative provision that was recorded in that quarter. The high level of provision as a percentage of net charge-offs in the third quarter of 2011 resulted primarily from the establishment of an impairment allowance on the $3.6 million commercial relationship previously discussed.
The allowance for credit losses was $8.5 million at September 30, 2012, compared with $8.9 million at June 30, 2012 and $10.8 million at December 31, 2011. The ratio of the allowance for credit losses to total loans and leases was 0.94% at September 30, 2012, compared with 0.99% at June 30, 2012 and 1.24% at December 31, 2011. The ratio of the allowance for credit losses to non-performing loans and
leases was 207% at September 30, 2012, compared with 134% at June 30, 2012 and 96% at December 31, 2011.
Net Interest Income
Net interest income totaled $10.0 million in the three months ended September 30, 2012, compared with $11.0 million in the year-ago quarter, and $10.0 million in the second quarter of 2012. The tax-equivalent net interest margin decreased 25 basis points in the third quarter compared with the year-ago quarter due to the effect of persistently low interest rates on the Company’s interest-earning assets. The net interest margin decreased 3 basis points from the second to the third quarter of 2012 with most of the decrease attributable to the net effect of interest income recognition on non-accrual loans.
The net interest margin on a tax-equivalent basis was 3.23% in the third quarter of 2012, compared with 3.48% in the year-ago quarter and 3.26% in the second quarter of 2012. The decrease in the net interest margin compared with the third quarter of 2011 was the result of a decrease in the tax-equivalent earning asset yield of 55 basis points in the third quarter compared with the year-ago quarter, which was partially offset by a decrease in the cost of interest-bearing liabilities of 33 basis points over the same period. On a linked-quarter basis, the decline in our earning-assets yield was 9 basis points in the third quarter, which was offset by a 6 basis point drop in the cost of our interest-bearing liabilities.
Average interest-earning assets were $1.3 billion in the third quarter, which was a decrease of 2.6% from the year-ago quarter and equaled the second quarter of 2012. Most of the decline from the year-ago quarter occurred in our securities portfolio, with the average balance down 24% due to our decision to temporarily shrink the portfolio in the second half of 2011 due to the very low yields available on the types of securities in which we invest. Average loans and leases increased $25.2 million or 2.9% in the third quarter compared with the year-ago quarter as growth in our average commercial loan and consumer loan portfolios offset lower average lease balances. Total average loans and leases were 69.8% of total interest-earning assets in the third quarter of 2012, compared with 66.1% in the year-ago quarter and 68.4% in the second quarter of 2012.
Net interest income for the nine months ended September 30, 2012 totaled $29.8 million, which was down $3.5 million or 10.5% compared with the year-ago period. The tax equivalent net interest margin was 3.24% for the nine months ended September 30, 2012, compared with 3.49% for the first nine months of 2011. The tax-equivalent earning asset yield decreased 49 basis points in the first nine months of 2012 compared with the year-ago period, which was partially offset by a decrease of 26 basis points in the cost of interest-bearing liabilities over the same period.
Average interest-earning assets were $1.3 billion in the first nine months of 2012, which was a decrease of 3.5% from the first nine months of 2011. The changes in the average balances of securities and loans for the first nine months of 2012 compared with the year-ago period were similar to that as discussed
above for the third quarter. Total average loans and leases were 68.4% of total interest-earning assets in the first nine months of 2012, compared with 65.8% in the year-ago period.
Net interest margin is expected to remain under pressure in coming quarters as the persistently low interest rate environment continues to negatively affect the return on loan and investment portfolios, while the ability to further reduce funding costs is limited.
Non-Interest Income and Non-Interest Expenses
Non-interest income was $4.6 million in the third quarter of 2012, compared with $5.9 million in the third quarter of 2011 and $4.5 million in the second quarter of 2012. The Company did not sell securities in the third quarter of 2012 and therefore gains on sales of investment securities decreased $1.3 million compared with the third quarter of 2011. Gains on the sale of loans were $263,000 higher than the third quarter of 2011 due to higher volumes of mortgages originated and sold in 2012.
Non-interest income totaled $13.6 million in the first nine months of 2012, compared with $14.9 million for the same period in the prior year. The $1.4 million decrease from the prior year period resulted from the decrease in gains on sales of securities and other non-interest income partly offset by a $593,000 increase in gains on the sale of loans.
Non-interest income (excluding gains on securities sales) accounted for 31.5% of total revenue in the third quarter of 2012, compared with 29.5% in the year-ago quarter. Non-interest income (excluding gains on securities sales) accounted for 31.3% of total revenue in the first nine months of 2012, compared with 29.0% in the year-ago period.
Non-interest expenses were $11.7 million in the quarter ended September 30, 2012, compared with $11.1 million in the year-ago quarter and $11.0 million in the second quarter of 2012. Merger related costs (pre-tax) of $991,000 were accrued in the third quarter and are included in professional fees. Other operating expenses in the third quarter of 2011 included a $555,000 write-down of a vacant bank-owned building to its estimated fair value. Non-interest expenses were $33.6 million in the nine months ended September 30, 2012, compared with $32.9 million in the first nine months of 2011.
The Company’s efficiency ratio was 80.6% in the third quarter of 2012, compared with 71.5% in the year-ago quarter. The Company’s efficiency ratio was 77.5% in the nine months ended September 30, 2012, compared with 70.2% in the year-ago period. Excluding the merger related costs, the efficiency ratio was 73.8% and 75.2%, respectively, for the three and nine month period ending September 30, 2012. Excluding the fixed asset write-down, the efficiency ratio was 67.9% and 69.1%, respectively, for the three and nine month period ending September 30, 2011.
The Company’s effective tax rate was 19.1% and 22.1% for the three and nine months ended September 30, 2012, respectively, compared with 27.1% and 26.3% in the year-ago periods, respectively. The
decrease in our effective tax rate from 2011 was due to a higher level of tax-exempt income as a percentage to total taxable income.
About Alliance Financial Corporation
Alliance Financial Corporation is a financial holding company with Alliance Bank, N.A. as its principal subsidiary that provides retail, commercial and municipal banking, and trust and investment services through 29 offices in Cortland, Madison, Oneida, Onondaga and Oswego counties. Alliance also operates an investment management administration center in Buffalo, N.Y. and an equipment lease financing company, Alliance Leasing, Inc.
Forward-Looking Statements
This press release contains certain forward-looking statements with respect to the financial condition, results of operations and business of Alliance Financial Corporation. These forward-looking statements involve certain risks and uncertainties. Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include, among others, the following possibilities: an increase in competitive pressure in the banking industry; changes in the interest rate environment which may affect the net interest margin; changes in the regulatory environment; general economic conditions, either nationally or regionally, resulting, among other things, in a deterioration in credit quality; changes in business conditions and inflation; changes in the securities markets; changes in technology used in the banking business; our ability to maintain and increase market share and control expenses; increases in FDIC insurance premiums may cause earnings to decrease; and other risks set forth under the caption “Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011, and in subsequent filings with the Securities and Exchange Commission.
| Contact: | Alliance Financial Corporation | |||||
| J. Daniel Mohr, Executive Vice President and CFO | ||||||
| (315) 475-4478 |
Alliance Financial Corporation
Consolidated Statements of Income (Unaudited)
| Three months
ended September 30, |
Nine months
ended September 30, |
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| 2012 | 2011 | 2012 | 2011 | |||||||||||||
| (Dollars in thousands, except share and per share data) | ||||||||||||||||
| Interest income: |
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| Loans, including fees |
$ | 9,727 | $ | 10,448 | $ | 29,270 | $ | 31,731 | ||||||||
| Federal funds sold and interest bearing deposits |
28 | — | 103 | 5 | ||||||||||||
| Securities |
2,224 | 3,613 | 7,286 | 11,081 | ||||||||||||
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| Total interest income |
11,979 | 14,061 | 36,659 | 42,817 | ||||||||||||
| Interest expense: |
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| Deposits: |
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| Savings accounts |
30 | 54 | 85 | 166 | ||||||||||||
| Money market accounts |
249 | 377 | 779 | 1,271 | ||||||||||||
| Time accounts |
812 | 1,404 | 2,843 | 4,337 | ||||||||||||
| NOW accounts |
30 | 49 | 96 | 179 | ||||||||||||
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| Total |
1,121 | 1,884 | 3,803 | 5,953 | ||||||||||||
| Borrowings: |
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| Repurchase agreements |
210 | 206 | 622 | 619 | ||||||||||||
| FHLB advances |
524 | 816 | 1,920 | 2,486 | ||||||||||||
| Junior subordinated obligations |
170 | 158 | 514 | 473 | ||||||||||||
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| Total interest expense |
2,025 | 3,064 | 6,859 | 9,531 | ||||||||||||
| Net interest income |
9,954 | 10,997 | 29,800 | 33,286 | ||||||||||||
| Provision for credit losses |
— | 750 | (300 | ) | 1,110 | |||||||||||
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| Net interest income after provision for credit losses |
9,954 | 10,247 | 30,100 | 32,176 | ||||||||||||
| Non-interest income: |
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| Investment management income |
1,831 | 1,948 | 5,636 | 5,850 | ||||||||||||
| Service charges on deposit accounts |
1,074 | 1,194 | 3,167 | 3,299 | ||||||||||||
| Card-related fees |
688 | 687 | 2,059 | 2,039 | ||||||||||||
| Income from bank-owned life insurance |
250 | 258 | 742 | 769 | ||||||||||||
| Gain on the sale of loans |
508 | 245 | 1,214 | 621 | ||||||||||||
| Gain on the sale of securities |
— | 1,325 | — | 1,325 | ||||||||||||
| Other non-interest income |
233 | 262 | 767 | 1,037 | ||||||||||||
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| Total non-interest income |
4,584 | 5,919 | 13,585 | 14,940 | ||||||||||||
| Non-interest expense: |
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| Salaries and employee benefits |
5,761 | 5,573 | 17,103 | 16,407 | ||||||||||||
| Occupancy and equipment expense |
1,770 | 1,833 | 5,365 | 5,479 | ||||||||||||
| Communication expense |
153 | 124 | 469 | 448 | ||||||||||||
| Office supplies and postage expense |
298 | 283 | 905 | 868 | ||||||||||||
| Marketing expense |
152 | 193 | 651 | 673 | ||||||||||||
| Amortization of intangible asset |
222 | 241 | 665 | 722 | ||||||||||||
| Professional fees |
1,615 | 736 | 3,220 | 2,420 | ||||||||||||
| FDIC insurance premium |
216 | 49 | 642 | 844 | ||||||||||||
| Other operating expense |
1,526 | 2,107 | 4,598 | 5,080 | ||||||||||||
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| Total non-interest expense |
11,713 | 11,139 | 33,618 | 32,941 | ||||||||||||
| Income before income tax expense |
2,825 | 5,027 | 10,067 | 14,175 | ||||||||||||
| Income tax expense |
540 | 1,360 | 2,224 | 3,723 | ||||||||||||
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| Net income |
$ | 2,285 | $ | 3,667 | $ | 7,843 | $ | 10,452 | ||||||||
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| Share and Per Share Data |
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| Basic average common shares outstanding |
4,702,294 | 4,667,355 | 4,700,624 | 4,664,070 | ||||||||||||
| Diluted average common shares outstanding |
4,702,294 | 4,673,908 | 4,700,624 | 4,671,688 | ||||||||||||
| Basic earnings per common share |
$ | 0.48 | $ | 0.77 | $ | 1.64 | $ | 2.20 | ||||||||
| Diluted earnings per common share |
$ | 0.48 | $ | 0.77 | $ | 1.64 | $ | 2.20 | ||||||||
| Cash dividends declared |
$ | 0.32 | $ | 0.31 | $ | 0.94 | $ | 0.91 | ||||||||
Alliance Financial Corporation
Consolidated Balance Sheets (Unaudited)
| September 30, 2012 | December 31, 2011 | |||||||
| (Dollars in thousands, except share and per share data) | ||||||||
| Assets |
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| Cash and due from banks |
$ | 88,703 | $ | 52,802 | ||||
| Securities available-for-sale |
343,211 | 374,306 | ||||||
| Federal Home Loan Bank of NY (“FHLB”) Stock and Federal Reserve Bank (“FRB”) Stock |
7,983 | 8,478 | ||||||
| Loans and leases held for sale |
359 | 1,217 | ||||||
| Total loans and leases, net of unearned income |
906,383 | 872,721 | ||||||
| Less allowance for credit losses |
(8,483 | ) | (10,769 | ) | ||||
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| Net loans and leases |
897,900 | 861,952 | ||||||
| Premises and equipment, net |
16,879 | 17,541 | ||||||
| Accrued interest receivable |
4,134 | 3,960 | ||||||
| Bank-owned life insurance |
30,172 | 29,430 | ||||||
| Goodwill |
30,844 | 30,844 | ||||||
| Intangible assets, net |
7,029 | 7,694 | ||||||
| Other assets |
18,826 | 20,866 | ||||||
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| Total assets |
$ | 1,446,040 | $ | 1,409,090 | ||||
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| Liabilities and shareholders’ equity |
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| Liabilities: |
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| Deposits: |
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| Non-interest bearing |
$ | 212,437 | $ | 185,736 | ||||
| Interest bearing |
913,966 | 897,329 | ||||||
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| Total deposits |
1,126,403 | 1,083,065 | ||||||
| Borrowings |
127,134 | 136,310 | ||||||
| Accrued interest payable |
723 | 1,578 | ||||||
| Other liabilities |
17,628 | 18,366 | ||||||
| Junior subordinated obligations issued to unconsolidated subsidiary trusts |
25,774 | 25,774 | ||||||
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| Total liabilities |
1,297,662 | 1,265,093 | ||||||
| Shareholders’ equity: |
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| Common stock |
5,104 | 5,092 | ||||||
| Surplus |
47,651 | 47,147 | ||||||
| Undivided profits |
103,225 | 99,879 | ||||||
| Accumulated other comprehensive income |
4,808 | 3,951 | ||||||
| Directors’ stock-based deferred compensation plan |
(3,754 | ) | (3,416 | ) | ||||
| Treasury stock |
(8,656 | ) | (8,656 | ) | ||||
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| Total shareholders’ equity |
148,378 | 143,997 | ||||||
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| Total liabilities and shareholders’ equity |
$ | 1,446,040 | $ | 1,409,090 | ||||
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| Common shares outstanding |
4,782,185 | 4,769,241 | ||||||
| Book value per common share |
$ | 31.03 | $ | 30.19 | ||||
| Tangible book value per common share |
$ | 23.11 | $ | 22.11 | ||||
Alliance Financial Corporation
Consolidated Average Balances (Unaudited)
| Three months
ended September 30, |
Nine months ended September 30, |
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| 2012 | 2011 | 2012 | 2011 | |||||||||||||
| (Dollars in thousands) | ||||||||||||||||
| Earning assets: |
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| Federal funds sold and interest bearing deposits |
$ | 50,376 | $ | 3,311 | $ | 58,175 | $ | 8,124 | ||||||||
| Securities(1) |
338,102 | 444,208 | 347,000 | 447,467 | ||||||||||||
| Loans and leases receivable: |
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| Residential real estate loans(2) |
325,720 | 331,977 | 319,769 | 331,727 | ||||||||||||
| Commercial loans |
146,208 | 134,508 | 145,993 | 130,540 | ||||||||||||
| Commercial real estate loans |
128,719 | 120,059 | 127,336 | 118,615 | ||||||||||||
| Leases, net of unearned income(2) |
12,391 | 30,990 | 16,854 | 35,255 | ||||||||||||
| Indirect loans |
194,717 | 162,439 | 179,188 | 167,649 | ||||||||||||
| Other consumer loans |
88,522 | 91,087 | 88,608 | 90,596 | ||||||||||||
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| Loans and leases receivable, net of unearned income |
896,277 | 871,060 | 877,748 | 874,382 | ||||||||||||
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| Total earning assets |
1,284,755 | 1,318,579 | 1,282,923 | 1,329,973 | ||||||||||||
| Non-earning assets |
138,176 | 132,081 | 136,870 | 129,827 | ||||||||||||
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| Total assets |
$ | 1,422,931 | $ | 1,450,660 | $ | 1,419,793 | $ | 1,459,800 | ||||||||
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| Interest bearing liabilities: |
||||||||||||||||
| Interest bearing checking accounts |
$ | 155,062 | $ | 139,035 | $ | 152,660 | $ | 148,445 | ||||||||
| Savings accounts |
117,732 | 108,969 | 113,275 | 106,527 | ||||||||||||
| Money market accounts |
358,951 | 346,779 | 363,154 | 368,670 | ||||||||||||
| Time deposits |
263,632 | 332,054 | 276,668 | 337,480 | ||||||||||||
| Borrowings |
127,210 | 160,943 | 128,820 | 145,895 | ||||||||||||
| Junior subordinated obligations issued to unconsolidated trusts |
25,774 | 25,774 | 25,774 | 25,774 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Total interest bearing liabilities |
1,048,361 | 1,113,554 | 1,060,351 | 1,132,791 | ||||||||||||
| Non-interest bearing deposits |
213,883 | 183,920 | 200,399 | 178,124 | ||||||||||||
| Other non-interest bearing liabilities |
16,083 | 15,957 | 16,545 | 15,814 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Total liabilities |
1,278,327 | 1,313,431 | 1,277,295 | 1,326,729 | ||||||||||||
| Shareholders’ equity |
144,604 | 137,229 | 142,498 | 133,071 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Total liabilities and shareholders’ equity |
$ | 1,422,931 | $ | 1,450,660 | $ | 1,419,793 | $ | 1,459,800 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| (1) | The amounts shown are amortized cost and include FHLB and FRB stock |
| (2) | Includes loans and leases held for sale |
Alliance Financial Corporation
Investments, Loans and Leases, and Deposits (Unaudited)
The following table sets forth the amortized cost and fair value of the Company’s available-for-sale securities portfolio:
| September 30, 2012 | June 30, 2012 | December 31, 2011 | ||||||||||||||||||||||
| Amortized Cost |
Fair Value |
Amortized Cost |
Fair Value |
Amortized Cost |
Fair Value |
|||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||
| Securities available-for-sale |
||||||||||||||||||||||||
| Debt securities: |
||||||||||||||||||||||||
| Obligations of U.S. government-sponsored corporations |
$ | 1,489 | $ | 1,499 | $ | 1,614 | $ | 1,636 | $ | 3,134 | $ | 3,190 | ||||||||||||
| Obligations of states and political subdivisions |
68,900 | 73,959 | 69,067 | 73,692 | 77,541 | 82,299 | ||||||||||||||||||
| Mortgage-backed securities(1) |
257,435 | 264,583 | 256,882 | 263,376 | 279,393 | 285,706 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Total debt securities |
327,824 | 340,041 | 327,563 | 338,704 | 360,068 | 371,195 | ||||||||||||||||||
| Stock investments: |
||||||||||||||||||||||||
| Mutual funds |
3,000 | 3,170 | 3,000 | 3,145 | 3,000 | 3,111 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Total stock investments |
3,000 | 3,145 | 3,000 | 3,111 | ||||||||||||||||||||
| Total available-for-sale |
$ | 330,824 | $ | 343,211 | $ | 330,563 | $ | 341,849 | $ | 363,068 | $ | 374,306 | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| (1) | Comprised of pass-through debt securities collateralized by conventional residential mortgages and guaranteed by either Fannie Mae, Freddie Mac or Ginnie Mae, which are, in turn, backed by the United States government. |
The following table sets forth the composition of the Company’s loan and lease portfolio at the dates indicated:
| September 30, 2012 | June 30, 2012 | December 31, 2011 | ||||||||||||||||||||||
| Amount | Percent | Amount | Percent | Amount | Percent | |||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||
| Loan portfolio composition |
||||||||||||||||||||||||
| Residential real estate loans |
$ | 327,454 | 36.3 | % | $ | 320,899 | 35.9 | % | $ | 316,823 | 36.4 | % | ||||||||||||
| Commercial loans |
147,677 | 16.4 | % | 153,542 | 17.2 | % | 151,420 | 17.4 | % | |||||||||||||||
| Commercial real estate |
126,783 | 14.1 | % | 129,508 | 14.5 | % | 126,863 | 14.6 | % | |||||||||||||||
| Leases, net of unearned income |
11,811 | 1.3 | % | 13,563 | 1.5 | % | 25,636 | 3.0 | % | |||||||||||||||
| Indirect loans |
199,419 | 22.1 | % | 188,765 | 21.1 | % | 158,813 | 18.3 | % | |||||||||||||||
| Other consumer loans |
88,739 | 9.8 | % | 88,092 | 9.8 | % | 89,776 | 10.3 | % | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Total loans and leases |
901,883 | 100.0 | % | 894,369 | 100.0 | % | 869,331 | 100.0 | % | |||||||||||||||
|
|
|
|
|
|
|
|||||||||||||||||||
| Net deferred loan costs |
4,500 | 4,083 | 3,390 | |||||||||||||||||||||
| Allowance for credit losses |
(8,483 | ) | (8,892 | ) | (10,769 | ) | ||||||||||||||||||
|
|
|
|
|
|
|
|||||||||||||||||||
| Net loans and leases |
$ | 897,900 | $ | 889,560 | $ | 861,952 | ||||||||||||||||||
|
|
|
|
|
|
|
|||||||||||||||||||
The following table sets forth the composition of the Company’s deposits at the dates indicated:
| September 30, 2012 | June 30, 2012 | December 31, 2011 | ||||||||||||||||||||||
| Amount | Percent | Amount | Percent | Amount | Percent | |||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||
| Deposit composition |
||||||||||||||||||||||||
| Non-interest bearing checking |
$ | 212,437 | 18.9 | % | $ | 203,885 | 18.5 | % | $ | 185,736 | 17.1 | % | ||||||||||||
| Interest bearing checking |
159,680 | 14.2 | % | 158,701 | 14.3 | % | 145,885 | 13.5 | % | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Total checking |
372,117 | 33.1 | % | 362,586 | 32.8 | % | 331,621 | 30.6 | % | |||||||||||||||
| Savings |
115,229 | 10.2 | % | 116,664 | 10.5 | % | 107,311 | 9.9 | % | |||||||||||||||
| Money market |
380,623 | 33.8 | % | 358,025 | 32.4 | % | 330,000 | 30.5 | % | |||||||||||||||
| Time deposits |
258,434 | 22.9 | % | 269,297 | 24.3 | % | 314,133 | 29.0 | % | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Total deposits |
$ | 1,126,403 | 100.0 | % | $ | 1,106,572 | 100.0 | % | $ | 1,083,065 | 100.0 | % | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Alliance Financial Corporation
Asset Quality (Unaudited)
The following table represents a summary of delinquent loans and leases grouped by the number of days delinquent at the dates indicated:
| Delinquent loans and leases |
September 30, 2012 | June 30, 2012 | December 31, 2011 | |||||||||||||||||||||
| $ | %(1) | $ | %(1) | $ | %(1) | |||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||
| 30 days past due |
$ | 4,152 | 0.46 | % | $ | 5,220 | 0.58 | % | $ | 5,202 | 0.60 | % | ||||||||||||
| 60 days past due |
1,812 | 0.20 | % | 732 | 0.08 | % | 584 | 0.06 | % | |||||||||||||||
| 90 days past due and still accruing |
— | — | — | — | — | — | ||||||||||||||||||
| Non-accrual |
4,104 | 0.46 | % | 6,660 | 0.75 | % | 11,261 | 1.30 | % | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Total |
$ | 10,068 | 1.12 | % | $ | 12,612 | 1.41 | % | $ | 17,047 | 1.96 | % | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| (1) | As a percentage of total loans and leases, excluding deferred costs |
The following table represents information concerning the aggregate amount of non-performing assets:
| Non-performing assets |
September 30, 2012 | June 30, 2012 | December 31, 2011 | |||||||||
| (Dollars in thousands) | ||||||||||||
| Non-accruing loans and leases |
||||||||||||
| Residential real estate loans |
$ | 2,302 | $ | 2,549 | $ | 3,062 | ||||||
| Commercial loans |
579 | 1,464 | 3,375 | |||||||||
| Commercial real estate |
505 | 1,879 | 4,051 | |||||||||
| Leases |
52 | 74 | 107 | |||||||||
| Indirect loans |
220 | 288 | 293 | |||||||||
| Other consumer loans |
446 | 406 | 373 | |||||||||
|
|
|
|
|
|
|
|||||||
| Total non-accruing loans and leases |
4,104 | 6,660 | 11,261 | |||||||||
| Accruing loans and leases delinquent 90 days or more |
— | — | — | |||||||||
|
|
|
|
|
|
|
|||||||
| Total non-performing loans and leases |
4,104 | 6,660 | 11,261 | |||||||||
| Other real estate and repossessed assets |
985 | 51 | 485 | |||||||||
|
|
|
|
|
|
|
|||||||
| Total non-performing assets |
$ | 5,089 | $ | 6,711 | $ | 11,746 | ||||||
|
|
|
|
|
|
|
|||||||
| Troubled debt restructurings not included in above |
$ | 2,704 | $ | 2,133 | $ | 1,653 | ||||||
The following table summarizes changes in the allowance for credit losses arising from loans and leases charged off, recoveries on loans and leases previously charged off and additions to the allowance which have been charged to expense:
| Allowance for credit losses |
Three months
ended September 30, |
Nine months
ended September 30, |
||||||||||||||
| 2012 | 2011 | 2012 | 2011 | |||||||||||||
| (Dollars in thousands) | ||||||||||||||||
| Allowance for credit losses, beginning of period |
$ | 8,892 | $ | 10,683 | $ | 10,769 | $ | 10,683 | ||||||||
| Loans and leases charged-off |
(621 | ) | (511 | ) | (2,978 | ) | (1,564 | ) | ||||||||
| Recoveries of loans and leases previously charged-off |
212 | 372 | 992 | 1,065 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Net loans and leases charged-off |
(409 | ) | (139 | ) | (1,986 | ) | (499 | ) | ||||||||
| Provision for credit losses |
— | 750 | (300 | ) | 1,110 | |||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Allowance for credit losses, end of period |
$ | 8,483 | $ | 11,294 | $ | 8,483 | $ | 11,294 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
Alliance Financial Corporation
Consolidated Financial Information (Unaudited)
| Key Ratios |
At or for the three months ended September 30, |
At or for the nine months ended September 30, |
||||||||||||||
| 2012 | 2011 | 2012 | 2011 | |||||||||||||
| Return on average assets |
0.64 | % | 1.01 | % | 0.74 | % | 0.95 | % | ||||||||
| Return on average equity |
6.32 | % | 10.69 | % | 7.34 | % | 10.47 | % | ||||||||
| Return on average tangible equity |
8.57 | % | 14.91 | % | 10.02 | % | 14.83 | % | ||||||||
| Yield on earning assets |
3.86 | % | 4.41 | % | 3.95 | % | 4.44 | % | ||||||||
| Cost of funds |
0.77 | % | 1.10 | % | 0.86 | % | 1.12 | % | ||||||||
| Net interest margin (tax equivalent) (1) |
3.23 | % | 3.48 | % | 3.24 | % | 3.49 | % | ||||||||
| Non-interest income to total income (2) |
31.54 | % | 29.47 | % | 31.31 | % | 29.03 | % | ||||||||
| Efficiency ratio (3) |
80.56 | % | 71.45 | % | 77.49 | % | 70.24 | % | ||||||||
| Common dividend payout ratio (4) |
66.67 | % | 40.26 | % | 57.32 | % | 41.36 | % | ||||||||
| Net loans and leases charged-off to average loans and leases, annualized |
0.18 | % | 0.06 | % | 0.30 | % | 0.08 | % | ||||||||
| Provision for credit losses to average loans and leases, annualized |
— | % | 0.34 | % | (0.05 | )% | 0.17 | % | ||||||||
| Allowance for credit losses to total loans and leases |
0.94 | % | 1.30 | % | 0.94 | % | 1.30 | % | ||||||||
| Allowance for credit losses to non-performing loans and leases |
206.7 | % | 92.6 | % | 206.7 | % | 92.6 | % | ||||||||
| Non-performing loans and leases to total loans and leases |
0.46 | % | 1.40 | % | 0.46 | % | 1.40 | % | ||||||||
| Non-performing assets to total assets |
0.35 | % | 0.90 | % | 0.35 | % | 0.90 | % | ||||||||
| (1) | Tax equivalent net interest income divided by average earning assets |
| (2) | Non-interest income (excluding net realized gains and losses on securities and other non-recurring gains and losses) divided by the sum of net interest income and non-interest income (as adjusted) |
| (3) | Non-interest expense divided by the sum of net interest income and non-interest income (as adjusted) |
| (4) | Cash dividends declared per share divided by diluted earnings per share |
Alliance Financial Corporation
Selected Quarterly Financial Data (Unaudited)
| 2012 | 2011 | |||||||||||||||||||
| Third | Second | First | Fourth | Third | ||||||||||||||||
| (Dollars in thousands, except share and per share data) | ||||||||||||||||||||
| Interest income |
$ | 11,979 | $ | 12,217 | $ | 12,463 | $ | 12,942 | $ | 14,061 | ||||||||||
| Interest expense |
2,025 | 2,212 | 2,622 | 2,928 | 3,064 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Net interest income |
9,954 | 10,005 | 9,841 | 10,014 | 10,997 | |||||||||||||||
| Provision for credit losses |
— | (300 | ) | — | 800 | 750 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Net interest income after provision for credit losses |
9,954 | 10,305 | 9,841 | 9,214 | 10,247 | |||||||||||||||
| Other non-interest income |
4,584 | 4,524 | 4,476 | 5,062 | 5,919 | |||||||||||||||
| Other non-interest expense |
11,713 | 11,016 | 10,888 | 10,640 | 11,139 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Income before income tax expense |
2,825 | 3,813 | 3,429 | 3,636 | 5,027 | |||||||||||||||
| Income tax expense |
540 | 895 | 790 | 791 | 1,360 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Net income |
$ | 2,285 | $ | 2,918 | $ | 2,639 | $ | 2,845 | $ | 3,667 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Stock and related per share data |
||||||||||||||||||||
| Basic earnings per common share |
$ | 0.48 | $ | 0.61 | $ | 0.55 | $ | 0.60 | $ | 0.77 | ||||||||||
| Diluted earnings per common share |
$ | 0.48 | $ | 0.61 | $ | 0.55 | $ | 0.60 | $ | 0.77 | ||||||||||
| Basic weighted average common shares outstanding |
4,702,294 | 4,700,992 | 4,698,567 | 4,687,802 | 4,667,355 | |||||||||||||||
| Diluted weighted average common shares outstanding |
4,702,294 | 4,700,992 | 4,698,567 | 4,689,427 | 4,673,908 | |||||||||||||||
| Cash dividends paid per common share |
$ | 0.32 | $ | 0.31 | $ | 0.31 | $ | 0.31 | $ | 0.31 | ||||||||||
| Common dividend payout ratio (1) |
66.67 | % | 50.82 | % | 56.36 | % | 51.67 | % | 40.26 | % | ||||||||||
| Common book value |
$ | 31.03 | $ | 30.69 | $ | 30.30 | $ | 30.19 | $ | 30.15 | ||||||||||
| Tangible common book value (2) |
$ | 23.11 | $ | 22.73 | $ | 22.30 | $ | 22.11 | $ | 21.99 | ||||||||||
| Capital Ratios |
||||||||||||||||||||
| Holding Company |
||||||||||||||||||||
| Tier 1 leverage ratio |
9.43 | % | 9.38 | % | 9.26 | % | 9.09 | % | 8.80 | % | ||||||||||
| Tier 1 risk based capital |
14.82 | % | 14.74 | % | 14.99 | % | 14.71 | % | 14.42 | % | ||||||||||
| Tier 1 risk based common capital (3) |
11.98 | % | 11.89 | % | 12.05 | % | 11.81 | % | 11.52 | % | ||||||||||
| Total risk based capital |
15.79 | % | 15.75 | % | 16.09 | % | 15.97 | % | 15.68 | % | ||||||||||
| Tangible common equity to tangible assets(4) |
7.85 | % | 7.85 | % | 7.75 | % | 7.69 | % | 7.50 | % | ||||||||||
| Bank |
||||||||||||||||||||
| Tier 1 leverage ratio |
8.86 | % | 8.81 | % | 8.68 | % | 8.50 | % | 8.25 | % | ||||||||||
| Tier 1 risk based capital |
13.96 | % | 13.86 | % | 14.10 | % | 13.80 | % | 13.58 | % | ||||||||||
| Total risk based capital |
14.94 | % | 14.89 | % | 15.21 | % | 15.05 | % | 14.84 | % | ||||||||||
| Selected ratios |
||||||||||||||||||||
| Return on average assets |
0.64 | % | 0.82 | % | 0.74 | % | 0.80 | % | 1.01 | % | ||||||||||
| Return on average equity |
6.32 | % | 8.21 | % | 7.51 | % | 8.19 | % | 10.69 | % | ||||||||||
| Return on average tangible common equity |
8.57 | % | 11.22 | % | 10.33 | % | 11.34 | % | 14.91 | % | ||||||||||
| Yield on earning assets |
3.86 | % | 3.95 | % | 4.04 | % | 4.15 | % | 4.41 | % | ||||||||||
| Cost of funds |
0.77 | % | 0.83 | % | 0.98 | % | 1.08 | % | 1.10 | % | ||||||||||
| Net interest margin (tax equivalent) (5) |
3.23 | % | 3.26 | % | 3.22 | % | 3.24 | % | 3.48 | % | ||||||||||
| Non-interest income to total income (6) |
31.54 | % | 31.14 | % | 31.26 | % | 33.58 | % | 29.47 | % | ||||||||||
| Efficiency ratio (7) |
80.56 | % | 75.52 | % | 76.05 | % | 70.58 | % | 71.45 | % | ||||||||||
| Asset quality ratios |
||||||||||||||||||||
| Net loans and leases charged off to average loans and leases, annualized |
0.18 | % | 0.08 | % | 0.66 | % | 0.61 | % | 0.06 | % | ||||||||||
| Provision for credit losses to average loans and leases, annualized |
— | (0.14 | )% | — | 0.37 | % | 0.34 | % | ||||||||||||
| Allowance for credit losses to total loans and leases |
0.94 | % | 0.99 | % | 1.08 | % | 1.24 | % | 1.30 | % | ||||||||||
| Allowance for credit losses to non-performing loans and leases |
206.7 | % | 133.5 | % | 105.0 | % | 95.6 | % | 92.6 | % | ||||||||||
| Non-performing loans and leases to total loans and leases |
0.46 | % | 0.74 | % | 1.03 | % | 1.30 | % | 1.40 | % | ||||||||||
| Non-performing assets to total assets |
0.35 | % | 0.47 | % | 0.65 | % | 0.83 | % | 0.90 | % | ||||||||||
| (1) | Cash dividends declared per common share divided by diluted earnings per common share |
| (2) | Common shareholders’ equity less goodwill and intangible assets divided by common shares outstanding |
| (3) | Tier 1 capital excluding junior subordinated obligations issued to unconsolidated trusts divided by total risk-adjusted assets |
| (4) | The Company uses certain non-GAAP financial measures, such as the Tangible Common Equity to Tangible Assets ratio (TCE), to provide information for investors to effectively analyze financial trends of ongoing business activities, and to enhance comparability with peers across the financial sector. The Company believes TCE is useful because it is a measure utilized by regulators, market analysts and investors in evaluating a company’s financial condition and capital strength. TCE, as defined by the Company, represents common equity less goodwill and intangible assets. A reconciliation from the Company’s GAAP Total Equity to Total Assets ratio to the Non-GAAP Tangible Common Equity to Tangible Assets ratio is presented below: |
| September 30, 2012 |
June 30, 2012 |
March 31, 2012 |
December 31, 2011 |
September 30, 2011 |
||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||
| Total assets |
$ | 1,446,040 | $ | 1,422,838 | $ | 1,415,594 | $ | 1,409,090 | $ | 1,430,783 | ||||||||||
| Less: Goodwill and intangible assets, net |
37,873 | 38,094 | 38,317 | 38,538 | 38,760 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Tangible assets (non-GAAP) |
1,408,167 | 1,384,744 | 1,377,277 | 1,370,552 | 1,392,023 | |||||||||||||||
| Total Common Equity |
148,378 | 146,844 | 144,992 | 143,997 | 143,137 | |||||||||||||||
| Less: Goodwill and intangible assets, net |
37,873 | 38,094 | 38,317 | 38,538 | 38,760 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Tangible Common Equity (non-GAAP) |
110,505 | 108,750 | 106,675 | 105,459 | 104,377 | |||||||||||||||
| Total Equity/Total Assets |
10.26 | % | 10.32 | % | 10.24 | % | 10.22 | % | 10.00 | % | ||||||||||
| Tangible Common Equity/Tangible Assets (non-GAAP) |
7.85 | % | 7.85 | % | 7.75 | % | 7.69 | % | 7.50 | % | ||||||||||
| (5) | Tax equivalent net interest income divided by average earning assets |
| (6) | Non-interest income (net of realized gains and losses on securities and other non-recurring items) divided by the sum of net interest income and non-interest income (as adjusted) |
| (7) | Non-interest expense divided by the sum of net interest income and non-interest income (as adjusted) |