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8-K - CURRENT REPORT - ENTERPRISE FINANCIAL SERVICES CORPa8kearningsreleasedoc63013.htm


EXHIBIT 99.1
For more information contact:
Jerry Mueller, Senior Vice President (314) 512-7251
Ann Marie Mayuga, AMM Communications (314) 485-9499

ENTERPRISE FINANCIAL REPORTS SECOND QUARTER 2013 RESULTS

Second quarter net income of $11.0 million or $0.58 per diluted share, up 26% and 32%, respectively, over the prior year period
Substantially lower credit costs drive earnings gains
Nonperforming assets decrease 41% from one year ago to 1.10% of total assets
Commercial and Industrial ("C&I") loans rise 14% over a year ago
Acquisition of Gorman & Gorman Home Loans completed


St. Louis, July 25, 2013. Enterprise Financial Services Corp (NASDAQ: EFSC) (the “Company”) reported net income of $11.0 million for the quarter ended June 30, 2013, an increase of 26% compared to net income of $8.8 million for the prior year period. Net income per diluted share was $0.58 for the second quarter of 2013, an increase of 32% compared to $0.44 per diluted share for the second quarter of 2012.

Peter Benoist, President and CEO, commented, “Second quarter results reflect continuing favorable performance trends. Earnings per share rose 32% over the prior year quarter, following a 71% year-over-year gain in the first quarter. At midyear, the Company is generating strong profitability, producing an annualized return on assets of 1.35% and return on common equity of 17.34%.”
“Earnings gains in the quarter were driven by further improvement in asset quality, resulting in a $4.3 million net loan loss provision benefit on our non-covered loans“, continued Benoist. “Our nonperforming asset and nonperforming loan ratios have been reduced to roughly their levels in 2008 and, while we may still see some volatility in these metrics, the general trends remain favorable. Our risk assessment processes have led to commensurate reductions in loan loss reserves, although reserves continue to cover more than 100% of our nonperforming loans.”
“While price competition for quality C&I loans remains intense, we're adhering to our pricing discipline. We're pleased that we were able to maintain our core net interest margin in the second quarter and still produce growth in C&I loans consistent with our mid-single digit annual growth expectation. We'll continue to trade off volume for profitability as appropriate to create shareholder value.”
Benoist added, “Covered assets again contributed materially to our earnings. Net revenues from FDIC loss share assets totaled $6.6 million in the second quarter, bringing the total net revenue contribution life to date from those assets to more than $82 million.”



1



Banking Segment

Asset quality for loans not covered under FDIC loss share agreements ("Non-covered loans") and other real estate
Nonperforming loans were $25.9 million at June 30, 2013, a 19% decrease from $32.2 million at March 31, 2013, and a 36% decline from $40.6 million at June 30, 2012. During the quarter ended June 30, 2013, there were $1.6 million of additions to nonperforming loans, $752,000 of charge-offs, $2.7 million of other principal reductions, $2.2 million of assets transferred to other real estate, and $2.2 million moved to performing loans. The additions to nonperforming loans were primarily within the C&I and Construction real estate components of our loan portfolio. The largest addition to nonperforming loans was a $778,000 C&I loan.

Nonperforming loans were reduced to 1.25% of portfolio loans at June 30, 2013, versus 1.54% of portfolio loans at March 31, 2013, and 2.08% at June 30, 2012.

Nonperforming loans, by portfolio class at June 30, 2013, were as follows:

(in millions)
Total portfolio
 
Nonperforming
 
% NPL
Construction, Real Estate/Land
   Acquisition & Development
$
147.9

 
$
4.4

 
2.97
%
Commercial Real Estate - Investor Owned
447.8

 
11.7

 
2.61
%
Commercial Real Estate - Owner Occupied
337.9

 
0.8

 
0.24
%
Residential Real Estate
151.1

 
2.4

 
1.59
%
Commercial & Industrial
962.9

 
6.6

 
0.69
%
Consumer & Other
31.0

 

 
%
 Total
$
2,078.6

 
$
25.9

 
1.25
%


Excluding non-accrual loans, portfolio loans that were 30-89 days delinquent at June 30, 2013, remained at low levels, representing 0.27% of the portfolio compared to 0.12% at March 31, 2013 and 0.13% of June 30, 2012.

Other real estate totaled $8.2 million at June 30, 2013, an increase of $1.0 million from March 31, 2013. At June 30, 2012, other real estate totaled $17.4 million. During the second quarter of 2013, the Company sold $1.0 million of other real estate, resulting in a net gain of $246,000.

Nonperforming assets as a percentage of total assets declined to 1.10% of total assets at June 30, 2013, compared to 1.26% at March 31, 2013 and 1.82% at June 30, 2012. The Company's nonperforming asset ratio has fallen to its lowest level since the third quarter of 2008.

Net charge-offs in the second quarter of 2013 were $538,000 representing an annualized rate of 0.10% of average loans, compared to net charge-offs of $3.7 million, an annualized rate of 0.72% of average loans, in the linked first quarter and $1.4 million, an annualized rate of 0.28% of average loans, in the second quarter of 2012. Through the first half of 2013, the Company's net charge-offs were $4.3 million or 0.41% of average loans annualized.

Provision for loan losses was a benefit of $4.3 million in the second quarter of 2013 compared to expense of $1.9 million in the first quarter of 2013 and $75,000 in the second quarter of 2012. The reversal of loan loss provision in the second quarter of 2013 compared to the linked and prior year quarter was due to lower numbers of risk rating downgrades, lower levels of impaired credits requiring specific reserves, and continued favorable loss migration statistics.

The Company's allowance for loan losses was 1.33% of loans at June 30, 2013, representing 106% of nonperforming loans, as compared to 1.56% at March 31, 2013, representing 101% of nonperforming loans, and 1.86% at June 30, 2012, representing 89% of nonperforming loans.

2




Steve Marsh, Bank Chairman and the Company's Chief Credit Officer, commented "As we noted in our first quarter earnings call, we will have some volatility in our asset quality statistics in 2013, but we expect the overall trends for 2013 to stay positive compared to 2012. Our overall loss rate for 2013 is expected to be approximately 0.50% as the Company continues to work down its Classified Assets. Excluding other real estate owned and nonperforming loans, the Company had $68.7 million of performing but classified loans at June 30, 2013. In addition, the Company had $135.1 million of loans rated "watch" at June 30, 2013, some of which might result in additional classified assets by the end of the year."

Non-covered loans
Portfolio loans totaled $2.1 billion at June 30, 2013, flat when compared to the linked quarter. On a year over year basis, portfolio loans increased $129.6 million, or 7%.

The Company posted a $13.7 million, or 1% increase in C&I loans during the second quarter of 2013 as compared to the linked first quarter. C&I loans represented 46% of the Company's loan portfolio at June 30, 2013. C&I loans increased $121.5 million, or 14%, since June 30, 2012 as the Company improved upon its already strong mix of C&I credits. The Company expects to show 3-4% loan growth over December 31, 2012 by the end of 2013.

Loans and other real estate covered under FDIC loss share agreements
Loans covered under FDIC loss share agreements ("Covered loans") totaled $169.9 million at June 30, 2013, a decrease of $13.0 million, or 7%, from the linked first quarter primarily as a result of principal paydowns and accelerated loan payoffs.

Other real estate covered under FDIC loss share agreements at June 30, 2013 was $17.2 million, a 3% decrease from $17.6 million at March 31, 2013. During the second quarter of 2013, the Company sold $4.8 million of other real estate, resulting in a net gain of $116,000.
The Company remeasures contractual and expected cash flows on Covered loans on a quarterly basis. When the remeasurement process results in a decrease in expected cash flows due to an increase in expected credit losses, impairment is recorded through the provision for loan losses. Similarly, when expected credit losses decrease in the remeasurement process, prior recorded impairment is reversed before the yield is increased prospectively. Concurrently, the FDIC loss share receivable is adjusted to reflect anticipated future cash to be received from the FDIC. The amount of the change is determined based on the specific loss share agreement, but is generally 80% of the losses. In the second quarter of 2013, reversal of provision of allowance of loan losses of $2.3 million was recorded for certain loan pools covered under loss share agreements. The benefit was partially offset through noninterest income by a decrease in the FDIC loss share receivable.

Actual cash collections in excess of expected cash flows that represent accelerated loan payoffs result in the recognition of income, but also generally result in a decrease in the FDIC loss share receivable. These cash flows are, by their nature, unpredictable and can vary significantly period to period. Actual cash collections in excess of expected cash flows from loan payoffs and real estate sales in the second quarter resulted in accelerated discount income of $4.7 million, which was partially offset by a decrease in the FDIC loss share receivable.
Due to continued favorable projections in the expected cash flows of its Covered loans and other real estate, the Company anticipates that it will reimburse the FDIC at the end of one of the loss share agreements. As part of the remeasurement process, the Company recorded a $449,000 adjustment to increase the liability to the FDIC through Other noninterest expense during the quarter ended June 30, 2013. At June 30, 2013, a liability to the FDIC of $1.3 million has been recorded. The liability will continue to be adjusted as part of the quarterly remeasurement process through the end of the loss share agreement in 2021.

3



The following table illustrates the net revenue contribution of covered assets for the most recent five quarters:     
 
For the Quarter ended
(in thousands) income/(expense)
June 30, 2013
 
March 31, 2013
 
December 31, 2012
 
September 30, 2012
 
June 30, 2012
Accretion income
$
6,623

 
$
7,112

 
$
7,442

 
$
7,995

 
$
7,155

Accelerated cash flows
4,689

 
7,209

 
9,778

 
7,446

 
5,315

Other
59

 
324

 
419

 
103

 
106

Total interest income
11,371

 
14,645

 
17,639

 
15,544

 
12,576

Provision for loan losses
2,278

 
(2,256
)
 
(653
)
 
(10,889
)
 
(206
)
Gain on sale of other real estate
116

 
689

 
105

 
34

 
769

Change in FDIC loss share receivable
(6,713
)
 
(4,085
)
 
(8,131
)
 
1,912

 
(5,694
)
Change in FDIC clawback liability
(449
)
 
(304
)
 
(575
)
 

 

Pre-tax net revenue
$
6,603

 
$
8,689

 
$
8,385

 
$
6,601

 
$
7,445


At June 30, 2013 the remaining accretable yield on the portfolio is estimated to be $62.4 million.

Deposits

Total deposits at June 30, 2013 were $2.4 billion, a decrease of $126.6 million, or 5%, from March 31, 2013, and a decrease of $236.0 million, or 9%, from the prior year period. The decrease in deposits from the linked quarter applied primarily to our money market and interest bearing transaction deposit categories and was primarily due to seasonality. The year over year decrease in deposits was largely comprised of an intentional 18% reduction in higher cost certificates of deposit as the Company continues to manage down its cost of funds.

Noninterest-bearing deposits increased $12.7 million compared to the linked quarter and decreased $5.7 million over the prior year. The slight increase from the linked quarter was due to seasonality as customer outflows from these accounts tend to increase in the first quarter. The slight decrease from the prior year quarter was attributable to certain institutional depositors reconfiguring their deposits following the expiration of the FDIC's Transaction Account Guarantee ("TAG") Program at the end of 2012. Noninterest-bearing deposits represented 26% of total deposits at June 30, 2013, up from 24% at June 30, 2012.

Net Interest Income
Net interest income for the banking segment in the second quarter decreased $3.5 million from the linked first quarter and $804,000 from the prior year period, primarily due to lower accretion and accelerated cash flows in Covered loans. Including the effect of parent company debt, the net interest rate margin was 4.75% for the second quarter of 2013, compared to 5.10% for the first quarter of 2013 and 4.81% in the second quarter of 2012. In the second quarter of 2013, Covered loans yielded 26.24%, including effects of accelerated discount accretion due to cash flows on paid off Covered loans as compared to 20.15% in the prior year period. Excluding the accelerated cash flow impacts, the Covered loans yielded 16.0% in the second quarter as compared to 15.9% in the linked quarter and 12.0% in the prior year period.

The cost of interest-bearing deposits was 0.63% in the second quarter of 2013, declining 1 basis point from the linked first quarter and 19 basis points from the second quarter of 2012. Given the tightening liquidity trends on the Company's balance sheet over the past year, continued reductions in deposit costs is limited as the Company seeks to increase deposit balances.


4



The Core net interest margin, defined as the Net interest margin (fully tax equivalent), including contractual interest on Covered loans, but excluding the incremental accretion on these loans, for the most recent five quarters is as follows:

 
For the Quarter ended
 
June 30, 2013
 
March 31, 2013
 
December 31, 2012
 
September 30, 2012
 
June 30, 2012
Core net interest margin
3.56
%
 
3.55
%
 
3.50
%
 
3.57
%
 
3.62
%

The Core net interest margin has held up well over the past year despite falling earning asset yields and an exceptionally low interest rate environment. This is a result of the Company's improved earning asset mix and deposit mix. Continued pressure on loan yields and liquidity is expected to result in a slightly lower Core net interest margin the rest of 2013. At June 30, 2013 the Company believes its balance sheet is still positioned to benefit from rising interest rates. The Company believes that Core net interest margin is an important measure of our financial performance, even though it is a non-GAAP financial measure, because it provides supplemental information by which to evaluate the impact of excess Covered loan accretion on the Company's net interest margin and the Company's operating performance on an ongoing basis, excluding such impact. The attached tables contain a reconciliation of Core net interest margin to Net interest margin.

Wealth Management Segment

Fee income attributable to the Wealth Management segment includes Wealth Management revenue and income from state tax credit brokerage activities. Second quarter 2013 Wealth Management revenues of $1.8 million were $165,000, or 8%, lower than the linked quarter and $213,000, or 11%, lower than the prior year period primarily due to non-recurring revenue in the linked and prior year periods.

Trust assets under administration were $1.7 billion at June 30, 2013, compared to $1.9 billion at March 31, 2013 and $1.6 billion at June 30, 2012. A significant portion of the decline in the second quarter of 2013 relates to the termination of some unprofitable account relationships acquired in prior years.

Gains from state tax credit brokerage activities, net of fair value marks on tax credit assets and related interest rate hedges, were $39,000 for the second quarter of 2013, compared to $867,000 for the linked quarter and $587,000 in the second quarter of 2012. Sales of state tax credits can vary by quarter depending on client demand.

Other Business Results

Total capital to risk-weighted assets was 13.25% at June 30, 2013 compared to 12.98% at March 31, 2013 and 13.88% at June 30, 2012. The tangible common equity ratio was 6.89% at June 30, 2013 versus 6.69% at March 31, 2013 and 5.84% at June 30, 2012. The Company's Tier 1 common equity ratio was 8.71% at June 30, 2013 compared to 8.30% at March 31, 2013 and 7.62% at June 30, 2012. The increase in the total capital to risk-weighted assets, tangible common equity, and Tier 1 common equity ratios as compared to the linked quarter was due to an increase in capital from net income as well as a reduction in assets from lower deposit balances and borrowings. The decline in total capital to risk-weighted assets as compared to the prior year period is primarily due to the fourth quarter 2012 repurchase of our preferred stock to exit the U.S. Treasury's Troubled Asset Relief Program ("TARP"). The Company believes that the tangible common equity and the Tier 1 common equity ratios provide useful information to investors about the Company's capital strength even though they are considered to be non-GAAP financial measures and 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.

Deposit service charges were $1.7 million for the quarter ended June 30, 2013, a 12% increase compared to $1.5 million for the linked quarter and a 22% increase compared to $1.4 million in the prior year period. These increases resulted primarily from higher sales of treasury management services, including better pricing and improved collections.


5



Noninterest expenses were $21.4 million for the quarter ended June 30, 2013, compared to $20.5 million for the quarter ended March 31, 2013 and $21.4 million for the quarter ended June 30, 2012. The first quarter of 2013 included a timing benefit of approximately $1.2 million in loan related legal expenses related to reimbursement from the FDIC under loss share agreements.

The Company's efficiency ratio was 67.6% for the quarter ended June 30, 2013, compared to 51.5% for the quarter ended March 31, 2013 and 61.2% for the prior year period. The increase in the efficiency ratio compared to the linked quarter and prior year period was primarily due to decreased revenue from assets under FDIC loss share agreements, as well as reduced noninterest income due to the change in FDIC receivable during the current period.

The Company's effective tax rate was 34.4% for the quarter ended June 30, 2013 compared to 33.9% for the quarter ended March 31, 2013 and 34.0% for the prior year period. The Company's tax rate of 34.2% for the year to date period ended June 30, 2013 represents its current estimate of its effective tax rate for the 2013 fiscal year.

On May 16, 2013, the Company finalized its acquisition of Gorman & Gorman Home Loans. The Company anticipates that the acquisition will strengthen its mortgage business. As part of the transaction, the Company acquired certain assets of Gorman & Gorman Home Loans. In addition, Mark Gorman, founder and president of Gorman & Gorman, and the firm's mortgage production and operations staff joined the Company. The Gorman & Gorman and legacy Enterprise mortgage operations were combined into a division of Enterprise Bank & Trust named Enterprise Home Loans. The impact on the Company's earnings in 2013 is expected to be immaterial.

Use of Non-GAAP Financial Measures

The Company's accounting and reporting policies conform to generally accepted accounting principles in the United States (“GAAP”) and the prevailing practices in the banking industry. However, the Company provides other financial measures, such as Core net income margin, tangible common equity ratio and Tier 1 common equity ratio, in this release that are considered “non-GAAP financial measures.” Generally, a non-GAAP financial measure is a numerical measure of a company's financial performance, financial position or cash flows that exclude (or include) amounts that are included in (or excluded from) the most directly comparable measure calculated and presented in accordance with GAAP.
The Company believes these non-GAAP measures and ratios, when taken together with the corresponding GAAP measures and ratios, provide meaningful supplemental information regarding the Company's performance and capital strength. The Company's management uses, and believes that investors benefit from referring to, these non-GAAP measures and ratios in assessing the Company's financial and operating results and related trends and when planning and forecasting future periods. However, these non-GAAP measures and ratios should be considered in addition to, and not as a substitute for or preferable to, ratios prepared in accordance with GAAP. In the tables below, the Company has provided a reconciliation of, where applicable, the most comparable GAAP financial measures and ratios to the non-GAAP financial measures and ratios, or a reconciliation of the non-GAAP calculation of the financial measure for the periods indicated.

The Company will host a conference call at 2:30 p.m. CDT on Thursday, July 25, 2013. During the call, management will review the second quarter of 2013 results and related matters. 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 #14532026.) 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.

#     #    #


6



Readers should note that in addition to the historical information contained herein, this press release contains forward-looking statements, including but not limited to statements about the Company's plans, expectations and projections of future financial and operating results, 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, credit risk, changes in the appraised valuation of real estate securing impaired loans, outcomes of litigation and other contingencies, exposure to general and local economic conditions, risks associated with rapid increases or decreases in prevailing interest rates, consolidation in the banking industry, competition from banks and other financial institutions, our ability to attract and retain relationship officers and other key personnel, burdens imposed by federal and state regulation, changes in regulatory requirements, changes in accounting regulation or standards applicable to banks, as well as other risk factors described in the Company's 2012 Annual Report on Form 10-K and other reports filed with the Securities and Exchange Commission. 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.



7



ENTERPRISE FINANCIAL SERVICES CORP
CONSOLIDATED FINANCIAL SUMMARY (unaudited)

 
For the Quarter ended
 
For the Six Months ended
(in thousands, except per share data)
Jun 30,
2013
 
Jun 30,
2012
 
Jun 30,
2013
 
Jun 30,
2012
INCOME STATEMENTS
 
 
 
 
 
 
 
NET INTEREST INCOME
 
 
 
 
 
 
 
Total interest income
$
38,061

 
$
40,029

 
$
79,971

 
$
77,244

Total interest expense
4,753

 
5,896

 
9,764

 
12,482

Net interest income
33,308

 
34,133

 
70,207

 
64,762

Provision for loan losses not covered under FDIC loss share
(4,295
)
 
75

 
(2,442
)
 
1,793

Provision for loan losses covered under FDIC loss share
(2,278
)
 
206

 
(22
)
 
2,491

Net interest income after provision for loan losses
39,881

 
33,852

 
72,671

 
60,478

 
 
 
 
 
 
 
 
NONINTEREST INCOME
 
 
 
 
 
 
 
Wealth Management revenue
1,778

 
1,991

 
3,721

 
3,700

Deposit service charges
1,724

 
1,413

 
3,257

 
2,743

Gain on sale of other real estate
362

 
1,256

 
1,090

 
2,413

State tax credit activity, net
39

 
587

 
906

 
924

Gain on sale of investment securities

 
134

 
684

 
1,156

Change in FDIC loss share receivable
(6,713
)
 
(5,694
)
 
(10,798
)
 
(8,650
)
Other income
1,133

 
1,158

 
2,377

 
2,542

Total noninterest income
(1,677
)
 
845

 
1,237

 
4,828

 
 
 
 
 
 
 
 
NONINTEREST EXPENSE
 
 
 
 
 
 
 
Employee compensation and benefits
10,766

 
11,052

 
22,229

 
21,515

Occupancy
1,316

 
1,379

 
2,765

 
2,763

Furniture and equipment
377

 
386

 
844

 
850

Other
8,920

 
8,597

 
16,058

 
17,650

Total noninterest expenses
21,379

 
21,414

 
41,896

 
42,778

 
 
 
 
 
 
 
 
Income before income tax expense
16,825

 
13,283

 
32,012

 
22,528

Income tax expense
5,792

 
4,517

 
10,939

 
7,577

Net income
11,033

 
8,766

 
21,073

 
14,951

Dividends and accretion on preferred stock

 
(644
)
 

 
(1,285
)
Net income available to common shareholders
$
11,033

 
$
8,122

 
$
21,073

 
$
13,666

 
 
 
 
 
 
 
 
Basic earnings per share
$
0.61

 
$
0.46

 
$
1.17

 
$
0.77

Diluted earnings per share
$
0.58

 
$
0.44

 
$
1.11

 
$
0.75

Return on average assets
1.43
%
 
1.02
%
 
1.35
%
 
0.85
%
Return on average common equity
17.76
%
 
14.99
%
 
17.34
%
 
12.80
%
Efficiency ratio
67.59
%
 
61.22
%
 
58.64
%
 
61.47
%
Noninterest expenses to average assets
2.77
%
 
2.68
%
 
2.68
%
 
2.65
%
 
 
 
 
 
 
 
 
YIELDS (fully tax equivalent)
 
 
 
 
 
 
 
Portfolio loans not covered under FDIC loss share
4.70
%
 
5.17
%
 
4.76
%
 
5.20
%
Portfolio loans covered under FDIC loss share
26.24
%
 
20.15
%
 
28.91
%
 
17.04
%
Total portfolio loans
6.35
%
 
6.89
%
 
6.68
%
 
6.64
%
Securities
2.09
%
 
1.96
%
 
1.96
%
 
2.00
%
Federal funds sold
0.22
%
 
0.23
%
 
0.22
%
 
0.24
%
Interest-earning assets
5.41
%
 
5.63
%
 
5.60
%
 
5.44
%
Interest-bearing deposits
0.63
%
 
0.79
%
 
0.63
%
 
0.82
%
Subordinated debentures
4.48
%
 
4.63
%
 
4.51
%
 
5.03
%
Borrowed funds
1.19
%
 
1.70
%
 
1.19
%
 
1.73
%
Cost of paying liabilities
0.86
%
 
1.01
%
 
0.86
%
 
1.05
%
Net interest spread
4.56
%
 
4.62
%
 
4.74
%
 
4.39
%
Net interest rate margin
4.75
%
 
4.81
%
 
4.93
%
 
4.57
%

8



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

 
At the Quarter ended
(in thousands)
Jun 30,
2013
 
Mar 31,
2013
 
Dec 31,
2012
 
Sep 30,
2012
 
Jun 30,
2012
BALANCE SHEETS
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
ASSETS
 
 
 
 
 
 
 
 
 
Cash and due from banks
$
32,019

 
$
39,321

 
$
21,906

 
$
28,964

 
$
29,832

Federal funds sold
41

 
32

 
51

 
30

 
58

Interest-bearing deposits
71,576

 
87,398

 
95,413

 
57,681

 
47,589

Debt and equity investments
490,222

 
497,412

 
654,506

 
626,719

 
614,237

Mortgage loans held for sale
5,583

 
5,138

 
11,792

 
8,245

 
4,928

 
 
 
 
 
 
 
 
 
 
Portfolio loans not covered under FDIC loss share
2,078,568

 
2,085,872

 
2,106,039

 
1,987,166

 
1,948,994

   Less: Allowance for loan losses
27,619

 
32,452

 
34,330

 
34,222

 
36,304

Portfolio loans not covered under FDIC loss share, net
2,050,949

 
2,053,420

 
2,071,709

 
1,952,944

 
1,912,690

Portfolio loans covered under FDIC loss share, net of the allowance for loan losses
158,818

 
169,309

 
189,571

 
210,331

 
240,599

Portfolio loans, net
2,209,767

 
2,222,729

 
2,261,280

 
2,163,275

 
2,153,289

 
 
 
 
 
 
 
 
 
 
Other real estate not covered under FDIC loss share
8,213

 
7,202

 
9,327

 
12,549

 
17,443

Other real estate covered under FDIC loss share
17,150

 
17,605

 
17,173

 
18,810

 
19,832

Fixed assets, net
20,544

 
20,795

 
21,121

 
21,469

 
21,739

State tax credits, held for sale
55,493

 
55,923

 
61,284

 
65,873

 
65,648

FDIC loss share receivable
44,982

 
56,397

 
61,475

 
75,851

 
88,436

Goodwill
30,334

 
30,334

 
30,334

 
30,334

 
30,334

Intangibles, net
6,746

 
6,973

 
7,406

 
7,846

 
8,310

Other assets
101,750

 
76,669

 
72,718

 
76,046

 
81,459

Total assets
$
3,094,420

 
$
3,123,928

 
$
3,325,786

 
$
3,193,692

 
$
3,183,134

 
 
 
 
 
 
 
 
 
 
LIABILITIES AND SHAREHOLDERS' EQUITY
 
 
 
 
 
 
 
 
 
Noninterest-bearing deposits
$
618,278

 
$
605,546

 
$
686,805

 
$
621,070

 
$
623,956

Interest-bearing deposits
1,749,956

 
1,889,243

 
1,972,046

 
1,929,863

 
1,980,317

Total deposits
2,368,234

 
2,494,789

 
2,658,851

 
2,550,933

 
2,604,273

Subordinated debentures
83,081

 
85,081

 
85,081

 
85,081

 
85,081

Federal Home Loan Bank advances
191,000

 
80,000

 
80,000

 
126,000

 
90,500

Federal funds purchased
14,982

 

 

 

 

Other borrowings
174,330

 
205,379

 
245,070

 
147,104

 
132,479

Other liabilities
15,118

 
14,975

 
21,039

 
17,058

 
14,913

Total liabilities
2,846,745

 
2,880,224

 
3,090,041

 
2,926,176

 
2,927,246

Shareholders' equity
247,675

 
243,704

 
235,745

 
267,516

 
255,888

Total liabilities and shareholders' equity
$
3,094,420

 
$
3,123,928

 
$
3,325,786

 
$
3,193,692

 
$
3,183,134





9



ENTERPRISE FINANCIAL SERVICES CORP
CONSOLIDATED FINANCIAL SUMMARY (unaudited) (continued)
 
For the Quarter ended
(in thousands, except per share data)
Jun 30,
2013
 
Mar 31,
2013
 
Dec 31,
2012
 
Sep 30,
2012
 
Jun 30,
2012
EARNINGS SUMMARY
 
 
 
 
 
 
 
 
 
Net interest income
$
33,308

 
$
36,899

 
$
40,051

 
$
37,484

 
$
34,133

Provision for loan losses not covered under FDIC loss share
(4,295
)
 
1,853

 
5,916

 
1,048

 
75

Provision for loan losses covered under FDIC loss share
(2,278
)
 
2,256

 
653

 
10,889

 
206

Wealth Management revenue
1,778

 
1,943

 
1,775

 
1,825

 
1,991

Noninterest income
(3,455
)
 
971

 
(5,351
)
 
6,007

 
(1,146
)
Noninterest expense
21,379

 
20,517

 
22,617

 
21,282

 
21,414

Income before income tax expense
16,825

 
15,187

 
7,289

 
12,097

 
13,283

Net income
11,033

 
10,040

 
5,415

 
7,930

 
8,766

Net income available to common shareholders
11,033

 
10,040

 
4,153

 
7,282

 
8,122

Diluted earnings per share
$
0.58

 
$
0.53

 
$
0.23

 
$
0.39

 
$
0.44

Return on average common equity
17.76
%
 
16.91
%
 
6.99
%
 
12.62
%
 
14.99
%
Net interest rate margin (fully tax equivalent)
4.75
%
 
5.10
%
 
5.39
%
 
5.21
%
 
4.81
%
Efficiency ratio
67.59
%
 
51.53
%
 
62.01
%
 
46.96
%
 
61.22
%
MARKET DATA
 
 
 
 
 
 
 
 
 
Book value per common share
$
13.59

 
$
13.46

 
$
13.09

 
$
13.00

 
$
12.44

Tangible book value per common share
$
11.56

 
$
11.40

 
$
10.99

 
$
10.88

 
$
10.28

Market value per share
$
15.96

 
$
14.34

 
$
13.07

 
$
13.60

 
$
10.96

Period end common shares outstanding
18,223

 
18,106

 
18,012

 
17,964

 
17,857

Average basic common shares
18,119

 
18,011

 
17,950

 
17,876

 
17,833

Average diluted common shares
19,711

 
19,524

 
18,044

 
19,415

 
19,286

ASSET QUALITY
 
 
 
 
 
 
 
 
 
Net charge-offs
$
538

 
$
3,731

 
$
5,808

 
$
3,130

 
$
1,367

Nonperforming loans
25,948

 
32,222

 
38,727

 
32,058

 
40,555

Classified Assets
102,523

 
103,948

 
111,266

 
120,078

 
125,310

Nonperforming loans to total loans
1.25
%
 
1.54
%
 
1.84
%
 
1.61
%
 
2.08
%
Nonperforming assets to total assets*
1.10
%
 
1.26
%
 
1.44
%
 
1.40
%
 
1.82
%
Allowance for loan losses to total loans
1.33
%
 
1.56
%
 
1.63
%
 
1.72
%
 
1.86
%
Net charge-offs to average loans (annualized)
0.10
%
 
0.72
%
 
1.15
%
 
0.64
%
 
0.28
%
 
 
 
 
 
 
 
 
 
 
CAPITAL
 
 
 
 
 
 
 
 
 
Tier 1 capital to risk-weighted assets
11.98
%
 
11.61
%
 
10.88
%
 
12.75
%
 
12.51
%
Total capital to risk-weighted assets
13.25
%
 
12.98
%
 
12.30
%
 
14.12
%
 
13.88
%
Tier 1 common equity to risk-weighted assets
8.71
%
 
8.30
%
 
7.70
%
 
7.91
%
 
7.62
%
Tangible common equity to tangible assets
6.89
%
 
6.69
%
 
6.02
%
 
6.19
%
 
5.84
%
 
 
 
 
 
 
 
 
 
 
AVERAGE BALANCES
 
 
 
 
 
 
 
 
 
Portfolio loans not covered under FDIC loss share
$
2,092,162

 
$
2,101,932

 
$
2,013,714

 
$
1,949,181

 
$
1,931,903

Portfolio loans covered under FDIC loss share
173,794

 
189,230

 
209,978

 
233,272

 
250,965

Loans held for sale
3,692

 
5,694

 
8,476

 
6,376

 
5,547

Interest earning assets
2,858,700

 
2,976,054

 
2,988,345

 
2,889,968

 
2,881,915

Total assets
3,097,216

 
3,219,282

 
3,255,051

 
3,187,999

 
3,214,013

Deposits
2,419,145

 
2,521,540

 
2,652,811

 
2,598,506

 
2,668,428

Shareholders' equity
249,209

 
240,762

 
249,964

 
263,363

 
251,491

 
 
 
 
 
 
 
 
 
 
LOAN PORTFOLIO
 
 
 
 
 
 
 
 
 
Commercial and industrial
$
962,920

 
$
949,171

 
$
962,884

 
$
880,394

 
$
841,383

Commercial real estate
785,700

 
812,089

 
819,709

 
801,880

 
801,983

Construction real estate
147,888

 
156,221

 
160,911

 
146,236

 
142,474

Residential real estate
151,098

 
148,228

 
145,558

 
146,940

 
149,410

Consumer and other
30,962

 
20,163

 
16,977

 
11,716

 
13,744

Portfolio loans covered under FDIC loss share
169,863

 
182,822

 
201,118

 
221,433

 
242,488

Total loan portfolio
$
2,248,431

 
$
2,268,694

 
$
2,307,157

 
$
2,208,599

 
$
2,191,482

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

10



ENTERPRISE FINANCIAL SERVICES CORP
CONSOLIDATED FINANCIAL SUMMARY (unaudited) (continued)
 
For the Quarter ended
(in thousands)
Jun 30,
2013
 
Mar 31,
2013
 
Dec 31,
2012
 
Sep 30,
2012
 
Jun 30,
2012
DEPOSIT PORTFOLIO
 
 
 
 
 
 
 
 
 
Noninterest-bearing accounts
$
618,278

 
$
605,546

 
$
686,805

 
$
621,070

 
$
623,956

Interest-bearing transaction accounts
217,178

 
271,086

 
272,753

 
259,902

 
275,288

Money market and savings accounts
976,093

 
1,087,305

 
1,119,583

 
1,056,768

 
1,027,655

Certificates of deposit
556,685

 
530,852

 
579,710

 
613,193

 
677,374

Total deposit portfolio
$
2,368,234

 
$
2,494,789

 
$
2,658,851

 
$
2,550,933

 
$
2,604,273

 
 
 
 
 
 
 
 
 
 
YIELDS (fully tax equivalent)
 
 
 
 
 
 
 
 
 
Loans not covered under FDIC loss share
4.70
%
 
4.82
%
 
4.94
%
 
5.00
%
 
5.17
%
Loans covered under FDIC loss share
26.24
%
 
31.38
%
 
33.42
%
 
26.51
%
 
20.15
%
Total portfolio loans
6.35
%
 
7.01
%
 
7.62
%
 
7.29
%
 
6.89
%
Securities
2.09
%
 
1.86
%
 
1.82
%
 
2.01
%
 
1.96
%
Federal funds sold
0.22
%
 
0.22
%
 
0.23
%
 
0.23
%
 
0.23
%
Yield on interest-earning assets
5.41
%
 
5.78
%
 
6.09
%
 
5.96
%
 
5.63
%
Interest-bearing deposits
0.63
%
 
0.64
%
 
0.67
%
 
0.72
%
 
0.79
%
Subordinated debt
4.48
%
 
4.54
%
 
4.54
%
 
4.59
%
 
4.63
%
Borrowed funds
1.19
%
 
1.18
%
 
1.57
%
 
1.49
%
 
1.70
%
Cost of paying liabilities
0.86
%
 
0.86
%
 
0.91
%
 
0.95
%
 
1.01
%
Net interest spread
4.56
%
 
4.92
%
 
5.18
%
 
5.01
%
 
4.62
%
Net interest rate margin
4.75
%
 
5.10
%
 
5.39
%
 
5.21
%
 
4.81
%
 
 
 
 
 
 
 
 
 
 
WEALTH MANAGEMENT
 
 
 
 
 
 
 
 
 
Trust Assets under management
$
817,908

 
$
872,201

 
$
857,119

 
$
846,532

 
$
836,351

Trust Assets under administration
1,742,794

 
1,882,520

 
1,807,172

 
1,637,278

 
1,601,441


11




RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURES
 
At the Quarter Ended
(In thousands)
Jun 30
2013
 
Mar 31
2013
 
Dec 31
2012
 
Sep 30
2012
 
Jun 30
2012
TIER 1 COMMON EQUITY TO RISK-WEIGHTED ASSETS
 
 
 
 
 
 
 
 
 
 
Shareholders' equity
$
247,675

 
$
243,704

 
$
235,745

 
$
267,516

 
$
255,888

Less: Goodwill
(30,334
)
 
(30,334
)
 
(30,334
)
 
(30,334
)
 
(30,334
)
Less: Intangible assets
(6,746
)
 
(6,973
)
 
(7,406
)
 
(7,846
)
 
(8,310
)
Plus (Less): Unrealized losses (unrealized gains)
2,547

 
(5,551
)
 
(7,790
)
 
(9,388
)
 
(6,140
)
Plus: Qualifying trust preferred securities
80,100

 
80,100

 
78,600

 
80,100

 
80,100

Other
55

 
55

 
55

 
56

 
56

Tier 1 capital
$
293,297

 
$
281,001

 
$
268,870

 
$
300,104

 
$
291,260

Less: Preferred stock

 

 

 
(33,914
)
 
(33,703
)
Less: Qualifying trust preferred securities
(80,100
)
 
(80,100
)
 
(78,600
)
 
(80,100
)
 
(80,100
)
Tier 1 common equity
$
213,197

 
$
200,901

 
$
190,270

 
$
186,090

 
$
177,457

 
 
 
 
 
 
 
 
 
 
Total risk-weighted assets determined in accordance with prescribed regulatory requirements
$
2,448,161

 
$
2,419,432

 
$
2,471,668

 
$
2,353,251

 
$
2,327,624

 
 
 
 
 
 
 
 
 
 
Tier 1 common equity to risk-weighted assets
8.71
%
 
8.30
%
 
7.70
%
 
7.91
%
 
7.62
%
 
 
 
 
 
 
 
 
 
 
SHAREHOLDERS' EQUITY TO TANGIBLE COMMON EQUITY AND TOTAL ASSETS TO TANGIBLE ASSETS
 
 
 
 
 
 
 
 
 
 
Shareholders' equity
$
247,675

 
$
243,704

 
$
235,745

 
$
267,516

 
$
255,888

Less: Preferred stock

 

 

 
(33,914
)
 
(33,703
)
Less: Goodwill
(30,334
)
 
(30,334
)
 
(30,334
)
 
(30,334
)
 
(30,334
)
Less: Intangible assets
(6,746
)
 
(6,973
)
 
(7,406
)
 
(7,846
)
 
(8,310
)
Tangible common equity
$
210,595

 
$
206,397

 
$
198,005

 
$
195,422

 
$
183,541

 
 
 
 
 
 
 
 
 
 
Total assets
$
3,094,420

 
$
3,123,928

 
$
3,325,786

 
$
3,193,692

 
$
3,183,134

Less: Goodwill
(30,334
)
 
(30,334
)
 
(30,334
)
 
(30,334
)
 
(30,334
)
Less: Intangible assets
(6,746
)
 
(6,973
)
 
(7,406
)
 
(7,846
)
 
(8,310
)
Tangible assets
$
3,057,340

 
$
3,086,621

 
$
3,288,046

 
$
3,155,512

 
$
3,144,490

 
 
 
 
 
 
 
 
 
 
Tangible common equity to tangible assets
6.89
%
 
6.69
%
 
6.02
%
 
6.19
%
 
5.84
%
 
 
 
 
 
 
 
 
 
 
NET INTEREST MARGIN TO CORE NET INTEREST MARGIN
 
 
 
 
 
 
 
 
 
 
Net interest income (fully tax equivalent)
$
33,841

 
$
37,422

 
$
40,472

 
$
37,878

 
$
34,473

   Less: Incremental accretion income
(8,491
)
 
(11,363
)
 
(14,163
)
 
(11,912
)
 
(8,567
)
Core net interest income
$
25,350

 
$
26,059

 
$
26,309

 
$
25,966

 
$
25,906

 
 
 
 
 
 
 
 
 
 
Average earning assets
$
2,858,701

 
$
2,976,054

 
$
2,988,345

 
$
2,889,968

 
$
2,881,915

Reported net interest margin
4.75
%
 
5.10
%
 
5.39
%
 
5.21
%
 
4.81
%
Core net interest margin
3.56
%
 
3.55
%
 
3.50
%
 
3.57
%
 
3.62
%

12