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8-K - 8-K - BOSTON PRIVATE FINANCIAL HOLDINGS INCa2014q18-kearnings4x15x2014.htm



Boston Private Financial Holdings, Inc. Reports First Quarter 2014 Results
First Quarter Highlights:
Earnings increased 29% year-over-year: First quarter 2014 GAAP Net Income Attributable to the Company increased to $17.0 million, or $0.20 per share, versus net income of $13.2 million, or $0.15 per share, for the first quarter of 2013.
Deposit and loan growth: Average deposits increased 2% linked quarter and 4% year-over-year to $5.1 billion. Total Loans increased 1% linked quarter and 8% year-over-year to $5.2 billion.
Core fees increased 6% year-over-year: Fees from Wealth Management businesses increased 6% to $31.7 million on a year-over-year basis.
Total Operating Expenses decreased: Total Operating Expenses decreased 1% to $55.0 million on a linked quarter basis and decreased 3% on a year-over-year basis. Expenses remained elevated in the first quarter due to seasonality in compensation and benefits.
Provision credit: The Company recorded a provision credit of $1.2 million in the quarter due to net recoveries of $1.4 million.
Boston, MA - April 15, 2014 - Boston Private Financial Holdings, Inc. (NASDAQ: BPFH) (the "Company" or "BPFH") today reported first quarter 2014 GAAP Net Income Attributable to the Company of $17.0 million, compared to $17.7 million in the fourth quarter of 2013. GAAP Net Income Attributable to the Company increased 29% on a year-over-year basis from $13.2 million in the first quarter of 2013. BPFH reported first quarter diluted earnings per share of $0.20, flat with the fourth quarter of 2013. Diluted earnings per share increased by 33% on a year-over-year basis from $0.15 in the first quarter of 2013.
"The first quarter was a good one for our Wealth Management businesses and our Private Bank," said Clayton G. Deutsch, CEO and President. "We are pleased with the NIM expansion and loan and deposit growth at our Private Bank. The Bank continues to demonstrate margin expansion. Our Wealth Advisors had another strong quarter, with fees increasing 2% quarter-over-quarter and 14% year-over-year. Our Investment Managers continue to face a challenging environment for active domestic equity strategies. Nevertheless, our Investment Managers grew revenue 14% year-over-year. Our Wealth Management affiliates overall are contributing strong margin expansion to our Company."
Core Fees Increased 6% Year-Over-Year
On a year-over-year basis, Core Fees and Income (Investment Management Fees, Private Banking Wealth Management and Trust Fees, Wealth Advisory Fees, Other Banking Fee Income and Gain on Sale of Loans) increased 6% to $31.7 million due to double-digit growth in Wealth Advisory Fees and Investment Management Fees. On a linked quarter basis, Core fees decreased 4% from $32.8 million in the fourth quarter of 2013. The decrease was driven by a decline in Investment Management Fees and a decline in Other Banking Fee Income. Fourth quarter 2013 Investment Management Fees included $1.2 million in seasonal performance fees.
Total Assets Under Management/Advisory ("AUM") increased to $24.7 billion in the first quarter, up 2% from $24.3 billion in the fourth quarter of 2013. AUM increased 13% from $21.9 billion in the first quarter of 2013. The Company experienced first quarter 2014 AUM net inflows of $103 million, as compared to fourth quarter 2013 AUM net inflows of $147 million. AUM net inflows for the first quarter of 2013 were $181 million.
Net Interest Income Increased 2% Linked Quarter
Net Interest Income in the first quarter was $44.5 million, up 2% from $43.5 million in the fourth quarter of 2013. On a year-over-year basis, Net Interest Income increased 1% from $44.3 million.

1



Net Interest Margin was 3.04% in the first quarter, up six basis points from 2.98% in the fourth quarter. Net Interest Margin decreased six basis points from 3.10% in the first quarter of 2013.
"Our NIM expanded in the first quarter as a result of specific actions taken in the fourth quarter," said David J. Kaye, Chief Financial Officer. "Late in the fourth quarter we deployed excess cash into investment securities and restructured some FHLB borrowings which lowered our borrowing costs."
Total Operating Expenses Decreased 1% Linked Quarter, 3% Year-Over-Year
Total Operating Expenses for the first quarter of 2014 were $55.0 million, down 1% from $55.5 million in the fourth quarter of 2013. First quarter expenses were elevated by seasonal compensation expenses such as increased 401(k) employee contribution matches and FICA. On a year-over-year basis, Total Operating Expenses decreased 3% from $56.6 million due primarily to savings in compensation and benefits.
Provision Credit of $1.2M Driven By Net Recoveries
The Company recorded a $1.2 million credit to its Provision for Loan Losses in the first quarter of 2014, compared to a provision credit of $2.0 million in the fourth quarter. The provision credit was driven by net recoveries of $1.4 million. The Company recorded no provision in the first quarter of 2013.
Criticized Loans increased 8% to $187.3 million on a linked quarter basis, and decreased 16% year-over-year. The increase was driven primarily by the downgrade of one pass rated loan to Special Mention in Southern California. Nonaccrual Loans ("Nonaccruals") decreased 6% to $42.1 million, down from $44.8 million on a linked quarter basis. On a year-over-year basis, Nonaccruals decreased 42% from $73.0 million. As a percentage of Total Loans, Nonaccruals were 81 basis points at March 31, 2014, down 6 basis points from 87 basis points at December 31, 2013, and down 72 basis points from 1.53% at March 31, 2013.
Additional credit metrics are listed below on a linked quarter and year-over-year basis:
(In millions)
March 31,
2014
 
December 31,
2013
 
March 31,
2013
Total Criticized Loans
$
187.3

 
$
173.6

 
$
223.5

Total Loans 30-89 Days Past Due and Accruing (13)
$
10.6

 
$
13.7

 
$
17.3

Total Net Loans (Charged-off)/ Recovered
$
1.4

 
$
1.2

 
$
(1.8
)
Allowance for Loan Losses/ Total Loans
1.48
%
 
1.49
%
 
1.72
%
Capital Ratios Held Steady
The Company maintained its strong capital position in the first quarter of 2014.
Capital ratios are listed below on a linked quarter and year-over-year basis:
 
March 31,
2014
 
December 31,
2013
 
March 31,
2013
Total Risk-Based Capital *
14.9
%
 
14.8
%
 
14.9
%
Tier I Risk-Based Capital *
13.7
%
 
13.5
%
 
13.6
%
Tier I Leverage Capital *
10.2
%
 
10.1
%
 
10.1
%
TCE/TA
7.1
%
 
7.2
%
 
8.0
%
Tier I Common Equity/ Risk Weighted Assets *
10.1
%
 
9.9
%
 
9.2
%
*March 31, 2014 data is presented based on estimated data.


2



Dividend Payments
Concurrent with the release of first quarter 2014 earnings, the Board of Directors of the Company declared a cash dividend to common shareholders of $0.08 per share. The record date for this dividend is May 9, 2014, and the payment date is May 23, 2014.
The Board of Directors of the Company also declared a cash dividend to holders of the Non-Cumulative Perpetual Preferred Stock, Series D of $17.375 per share, which will result in a dividend of $0.434375 per depositary share. The record date for this dividend is May 15, 2014, and the payment date is June 16, 2014.
Non-GAAP Financial Measures
The Company uses certain non-GAAP financial measures, such as tangible book value per share; the TCE/TA ratio; return on average common equity; return on average tangible common equity; pre-tax, pre-provision earnings; and the efficiency ratio (FTE basis), to provide information for investors to effectively analyze financial trends of ongoing business activities, and to enhance comparability with peers across the financial sector.  A detailed reconciliation table of the Company's GAAP to the non-GAAP measures is attached.
Conference Call
Management will hold a conference call at 8 a.m. Eastern Time on Wednesday, April 16, to discuss the financial results, business highlights and outlook. To access the call:
Dial In #: (888) 317-6003
Elite Entry Number: 8733419

Replay Information:
Available from April 16 at 12 noon until April 23
Dial In #: (877) 344-7529
Conference Number: 10043724
The call will be simultaneously webcast and may be accessed on www.bostonprivate.com

3



Boston Private Financial Holdings, Inc.
Boston Private Financial Holdings, Inc. is a national financial services organization that owns Wealth Management and Private Banking affiliates in Boston, New York, Los Angeles and the San Francisco Bay Area. The Company has a $6 billion Private Banking balance sheet, and manages over $24 billion of client assets.
The Company positions its affiliates to serve the high net worth marketplace with high quality products and services of unique appeal to private clients. The Company also provides strategic oversight and access to resources, both financial and intellectual, to support affiliate management, marketing, compliance and legal activities. (NASDAQ: BPFH)
For more information about BPFH, visit the Company's website at www.bostonprivate.com.
Forward-Looking Statements
Certain statements in this press release that are not historical facts may constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are intended to be covered by the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties. These statements include, among others, statements regarding our strategy, evaluations of future interest rate trends and liquidity, prospects for growth in assets, and prospects for overall results over the long term. You should not place undue reliance on our forward-looking statements. You should exercise caution in interpreting and relying on forward-looking statements because they are subject to significant risks, uncertainties and other factors which are, in some cases, beyond the Company's control. Forward-looking statements are based on the current assumptions and beliefs of management and are only expectations of future results. The Company's actual results could differ materially from those projected in the forward-looking statements as a result of, among other factors, adverse conditions in the capital and debt markets and the impact of such conditions on the Company's private banking, investment management and wealth advisory activities; changes in interest rates; competitive pressures from other financial institutions; the effects of continued weakness in general economic conditions on a national basis or in the local markets in which the Company operates; changes in loan defaults and charge-off rates; changes in the value of securities and other assets, adequacy of loan loss reserves, or decreases in deposit levels necessitating increased borrowing to fund loans and investments; increasing government regulation; the risk that goodwill and intangibles recorded in the Company's financial statements will become impaired; the risk that the Company's deferred tax asset may not be realized; risks related to the identification and implementation of acquisitions, dispositions and restructurings; changes in assumptions used in making such forward-looking statements; and the other risks and uncertainties detailed in the Company's Annual Report on Form 10-K and updated by the Company's Quarterly Reports on Form 10-Q and other filings submitted to the Securities and Exchange Commission. Forward-looking statements speak only as of the date on which they are made. The Company does not undertake any obligation to update any forward-looking statement to reflect circumstances or events that occur after the date the forward-looking statements are made.
Note to Editors:
Boston Private Financial Holdings, Inc. is not to be confused with Boston Private Bank & Trust Company. Boston Private Bank & Trust Company is a wholly-owned subsidiary of BPFH. The information reported in this press release is related to the performance and results of BPFH.
###
CONTACT:
Jeanne Hess
Vice President, Investor Relations
Boston Private Financial Holdings, Inc.
(617) 912-3798
jhess@bostonprivate.com


4



Boston Private Financial Holdings, Inc.
Selected Financial Data (Unaudited)
 
March 31, 2014
 
December 31, 2013
 
March 31, 2013
 
(In thousands, except share and per share data)
Assets:
 
 
 
 
 
Cash and cash equivalents
$
398,687

 
$
191,881

 
$
54,136

Investment securities available for sale
700,531

 
691,729

 
736,610

Investment securities held to maturity
127,938

 
112,014

 

Stock in Federal Home Loan Banks
37,450

 
38,612

 
40,436

Loans held for sale (1)
2,297

 
6,123

 
289,180

Total loans
5,162,470

 
5,112,459

 
4,783,467

Less: Allowance for loan losses
76,605

 
76,371

 
82,286

Net loans
5,085,865

 
5,036,088

 
4,701,181

Other real estate owned (“OREO”)
921

 
776

 
2,329

Premises and equipment, net
29,045

 
29,158

 
29,014

Goodwill
110,180

 
110,180

 
110,180

Intangible assets, net
19,551

 
20,604

 
23,813

Fees receivable
11,039

 
12,119

 
10,452

Accrued interest receivable
15,057

 
14,416

 
14,774

Deferred income taxes, net
53,716

 
55,364

 
60,634

Other assets
113,143

 
118,045

 
123,682

Total assets
$
6,705,420

 
$
6,437,109

 
$
6,196,421

Liabilities:
 
 
 
 
 
Deposits (1)
$
5,341,644

 
$
5,110,370

 
$
4,517,351

Deposits held for sale (1)

 

 
188,252

Securities sold under agreements to repurchase
93,550

 
102,353

 
122,187

Federal funds purchased
15,000

 

 
50,000

Federal Home Loan Bank borrowings
394,458

 
367,254

 
461,411

Junior subordinated debentures
106,363

 
106,363

 
133,835

Other liabilities
87,652

 
97,613

 
88,869

Total liabilities
6,038,667

 
5,783,953

 
5,561,905

Redeemable Noncontrolling Interests
20,774

 
19,468

 
17,438

Shareholders’ Equity:
 
 
 
 
 
Preferred stock, $1.00 par value; authorized: 2,000,000 shares
47,753

 
47,753

 
58,089

Common stock, $1.00 par value; authorized: 170,000,000 shares; issued and outstanding: 80,001,139 shares at March 31, 2014; 79,837,612 shares at December 31, 2013; 79,053,668 shares at March 31, 2013
80,001

 
79,838

 
79,054

Additional paid-in capital
610,590

 
616,334

 
641,918

Accumulated deficit
(89,170
)
 
(106,211
)
 
(163,543
)
Accumulated other comprehensive income/ (loss)
(3,305
)
 
(4,197
)
 
1,560

Total Company’s shareholders’ equity
645,869

 
633,517

 
617,078

Noncontrolling interests
110

 
171

 

Total shareholders’ equity
645,979

 
633,688

 
617,078

Total liabilities, redeemable noncontrolling interests and shareholders’ equity
$
6,705,420

 
$
6,437,109

 
$
6,196,421



5



Boston Private Financial Holdings, Inc.
Selected Financial Data (Unaudited)
 
Three Months Ended
 
March 31,
2014
 
December 31,
2013
 
March 31,
2013
Interest and dividend income:
(In thousands, except share and per share data)
Loans
$
47,214

 
$
47,421

 
$
49,350

Taxable investment securities
636

 
512

 
511

Non-taxable investment securities
904

 
750

 
839

Mortgage-backed securities
1,936

 
1,361

 
1,402

Federal funds sold and other
346

 
335

 
179

Total interest and dividend income
51,036

 
50,379

 
52,281

Interest expense:
 
 
 
 
 
Deposits
3,216

 
3,283

 
3,786

Federal Home Loan Bank borrowings
2,326

 
2,564

 
2,831

Junior subordinated debentures
955

 
979

 
1,154

Repurchase agreements and other short-term borrowings
17

 
12

 
234

Total interest expense
6,514

 
6,838

 
8,005

Net interest income
44,522

 
43,541

 
44,276

Provision/ (credit) for loan losses
(1,200
)
 
(2,000
)
 

Net interest income after provision for loan losses
45,722

 
45,541

 
44,276

Fees and other income:
 
 
 
 
 
Investment management fees
11,461

 
12,371

 
10,086

Wealth advisory fees
11,473

 
11,269

 
10,068

Private banking wealth management and trust fees
6,961

 
6,767

 
6,782

Other banking fee income
1,680

 
2,280

 
1,798

Gain on sale of loans, net
89

 
156

 
1,187

Total core fees and income
31,664

 
32,843

 
29,921

Gain on repurchase of debt

 

 
574

Gain on sale of investments, net
1

 
14

 
10

Gain/(loss) on OREO, net
819

 

 
34

Other
249

 
1,488

 
222

Total other income
1,069

 
1,502

 
840

Operating expense:
 
 
 
 
 
Salaries and employee benefits
36,574

 
36,156

 
37,449

Occupancy and equipment
7,797

 
7,411

 
7,507

Professional services
2,843

 
3,412

 
2,661

Marketing and business development
1,426

 
1,764

 
1,436

Contract services and data processing
1,438

 
1,313

 
1,568

Amortization of intangibles
1,053

 
1,052

 
1,118

FDIC insurance
896

 
883

 
1,040

Other
2,941

 
3,509

 
3,807

Total operating expense
54,968

 
55,500

 
56,586

Income before income taxes
23,487

 
24,386

 
18,451

Income tax expense
7,138

 
7,508

 
6,040

Net income from continuing operations
16,349

 
16,878

 
12,411

Net income from discontinued operations (2)
1,928

 
1,968

 
1,722

Net income before attribution to noncontrolling interests
18,277

 
18,846

 
14,133

Less: Net income attributable to noncontrolling interests
1,236

 
1,178

 
930

Net income attributable to the Company
$
17,041

 
$
17,668

 
$
13,203


6



Boston Private Financial Holdings, Inc.
Selected Financial Data (Unaudited)
 
Three Months Ended
PER SHARE DATA:
March 31,
2014
 
December 31,
2013
 
March 31,
2013
 
(In thousands, except share and per share data)
Calculation of Income for EPS:
 
 
 
 
 
Net income attributable to the Company
$
17,041

 
$
17,668

 
$
13,203

Adjustments to Net Income Attributable to the Company to Arrive at Net Income Attributable to Common Shareholders (3)
(1,061
)
 
(1,467
)
 
(457
)
Net Income Attributable to the Common Shareholders
15,980

 
16,201

 
12,746

LESS: Amount allocated to participating securities
(117
)
 
(133
)
 
(908
)
Net Income Attributable to the Common Shareholders, after allocation to participating securities
$
15,863

 
$
16,068

 
$
11,838

 
 
 
 
 
 
End of Period Common Shares Outstanding
80,001,139

 
79,837,612

 
79,053,668

 
 
 
 
 
 
Weighted Average Shares Outstanding:
 
 
 
 
 
Weighted average basic shares, including participating securities
79,107,968

 
78,719,000

 
85,635,265

LESS: Participating securities
(962,783
)
 
(976,760
)
 
(8,816,655
)
PLUS: Dilutive potential common shares
1,865,705

 
1,758,720

 
1,006,820

Weighted Average Diluted Shares (4)
80,010,890

 
79,500,960

 
77,825,430

 
 
 
 
 
 
Diluted Total Earnings per Share
$
0.20

 
$
0.20

 
$
0.15




7



Boston Private Financial Holdings, Inc.
Selected Financial Data (Unaudited)
(In thousands, except per share data)
March 31,
2014
 
December 31,
2013
 
March 31,
2013
FINANCIAL DATA:
Book Value Per Common Share
$
7.48

 
$
7.34

 
$
7.07

Tangible Book Value Per Share (5)
$
5.86

 
$
5.70

 
$
5.60

Market Price Per Share
$
13.53

 
$
12.62

 
$
9.88

 
 
 
 
 
 
ASSETS UNDER MANAGEMENT AND ADVISORY:
 
 
 
 
 
Private Banking
$
4,612,000

 
$
4,565,000

 
$
4,167,000

Investment Managers
10,505,000

 
10,401,000

 
9,314,000

Wealth Advisory
9,641,000

 
9,336,000

 
8,487,000

Less: Inter-company Relationship
(22,000
)
 
(22,000
)
 
(21,000
)
Total Assets Under Management and Advisory
$
24,736,000

 
$
24,280,000

 
$
21,947,000

 
 
 
 
 
 
FINANCIAL RATIOS:
 
 
 
 
 
Total Equity/Total Assets
9.63
%
 
9.84
%
 
9.96
%
Tangible Common Equity/ Tangible Assets (5)
7.12
%
 
7.22
%
 
7.97
%
Tier I Common Equity/ Risk Weighted Assets (5)
10.09
%
 
9.93
%
 
9.25
%
Allowance for Loan Losses/Total Loans
1.48
%
 
1.49
%
 
1.72
%
Allowance for Loan Losses/Nonaccrual Loans
182
%
 
171
%
 
113
%
Return on Average Assets - Three Months Ended (Annualized)
1.06
%
 
1.11
%
 
0.84
%
Return on Average Common Equity - Three Months Ended (Annualized) (6)
10.91
%
 
11.56
%
 
8.66
%
Return on Average Tangible Common Equity - Three Months Ended (Annualized) (6)
13.99
%
 
14.93
%
 
11.11
%
Efficiency Ratio - Three Months Ended (7)
67.88
%
 
68.02
%
 
72.00
%


8



Boston Private Financial Holdings, Inc.
Selected Financial Data (Unaudited)
 
Average Balance
 
Interest Income/Expense
 
Average Yield/Rate
(In Thousands)
Three Months Ended
 
Three Months Ended
 
Three Months Ended
AVERAGE BALANCE SHEET:
03/31/14
12/31/13
03/31/13
 
03/31/14
12/31/13
03/31/13
 
03/31/14
12/31/13
03/31/13
AVERAGE ASSETS
 
 
 
 
 
 
 
 
 
 
 
Interest-Earning Assets:
 
 
 
 
 
 
 
 
 
 
 
Cash and Investments:
 
 
 
 
 
 
 
 
 
 
 
Taxable investment securities
$
254,407

$
237,342

$
198,833

 
$
636

$
512

$
511

 
1.00
%
0.87
%
1.03
%
Non-taxable investment securities (8)
224,054

215,083

205,255

 
1,391

1,154

1,291

 
2.48
%
2.15
%
2.52
%
Mortgage-backed securities
341,082

267,463

317,686

 
1,936

1,361

1,402

 
2.27
%
2.04
%
1.76
%
Federal funds sold and other
204,157

352,285

168,004

 
346

335

179

 
0.68
%
0.37
%
0.43
%
Total Cash and Investments
1,023,700

1,072,173

889,778

 
4,309

3,362

3,383

 
1.68
%
1.25
%
1.52
%
Loans: (9)
 
 
 
 
 
 
 
 
 
 
 
Commercial and Construction (8)
2,833,475

2,707,370

2,805,685

 
30,921

31,150

31,990

 
4.37
%
4.50
%
4.56
%
Residential
2,035,232

2,022,698

2,003,845

 
16,169

16,159

16,928

 
3.18
%
3.20
%
3.38
%
Home Equity and Other Consumer
245,596

250,212

268,156

 
1,805

1,874

1,987

 
2.98
%
2.97
%
3.01
%
Total Loans
5,114,303

4,980,280

5,077,686

 
48,895

49,183

50,905

 
3.83
%
3.89
%
4.01
%
Total Earning Assets
6,138,003

6,052,453

5,967,464

 
53,204

52,545

54,288

 
3.47
%
3.43
%
3.64
%
LESS: Allowance for Loan Losses
77,228

78,463

84,330

 
 
 
 
 
 
 
 
Cash and due From Banks (Non-Interest Bearing)
41,559

40,332

41,897

 
 
 
 
 
 
 
 
Other Assets
347,721

364,130

391,909

 
 
 
 
 
 
 
 
TOTAL AVERAGE ASSETS
$
6,450,055

$
6,378,452

$
6,316,940

 
 
 
 
 
 
 
 
AVERAGE LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS, AND SHAREHOLDERS' EQUITY
 
 
 
 
 
 
 
 
 
 
 
Interest-Bearing Liabilities:
 
 
 
 
 
 
 
 
 
 
 
Interest-Bearing Deposits: (10)
 
 
 
 
 
 
 
 
 
 
 
Savings and NOW
$
545,973

$
490,408

$
576,814

 
$
98

$
94

$
132

 
0.07
%
0.08
%
0.09
%
Money Market
2,490,836

2,500,191

2,387,363

 
1,845

1,871

2,086

 
0.30
%
0.30
%
0.35
%
Certificates of Deposit
624,547

620,161

678,788

 
1,273

1,318

1,568

 
0.83
%
0.84
%
0.94
%
Total Interest-Bearing Deposits
3,661,356

3,610,760

3,642,965

 
3,216

3,283

3,786

 
0.36
%
0.36
%
0.42
%
Junior Subordinated Debentures
106,363

106,673

137,016

 
955

979

1,154

 
3.59
%
3.59
%
3.37
%
FHLB Borrowings and Other
506,864

487,584

537,468

 
2,343

2,576

3,065

 
1.85
%
2.07
%
2.28
%
Total Interest-Bearing Liabilities
4,274,583

4,205,017

4,317,449

 
6,514

6,838

8,005

 
0.61
%
0.64
%
0.75
%
Noninterest Bearing Demand Deposits
1,422,928

1,391,809

1,264,803

 
 
 
 
 
 
 
 
Other Liabilities
91,863

134,429

107,645

 
 
 
 
 
 
 
 
Total Average Liabilities
5,789,374

5,731,255

5,689,897

 
 
 
 
 
 
 
 
Redeemable Noncontrolling Interests
20,132

17,929

17,184

 
 
 
 
 
 
 
 
Average Shareholders' Equity
640,549

629,268

609,859

 
 
 
 
 
 
 
 
TOTAL AVERAGE LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS, AND SHAREHOLDERS' EQUITY
$
6,450,055

$
6,378,452

$
6,316,940

 
 
 
 
 
 
 
 
Net Interest Income - on a Fully Taxable Equivalent Basis (FTE)
 
 
 
 
$
46,690

$
45,707

$
46,283

 
 
 
 
LESS: FTE Adjustment (8)
 
 
 
 
2,168

2,166

2,007

 
 
 
 
Net Interest Income (GAAP Basis)
 
 
 
 
$
44,522

$
43,541

$
44,276

 
 
 
 
Interest Rate Spread
 
 
 
 
 
 
 
 
2.86
%
2.79
%
2.89
%
Net Interest Margin
 
 
 
 
 
 
 
 
3.04
%
2.98
%
3.10
%

9



Boston Private Financial Holdings, Inc.
Selected Financial Data (Unaudited)
(In Thousands)
March 31,
2014
 
December 31,
2013
 
March 31,
2013
LOAN DATA (11):
 
 
Commercial and Industrial Loans:
 
 
 
 
 
New England
$
704,056

 
$
713,484

 
$
672,895

San Francisco Bay
108,365

 
107,154

 
61,806

Southern California
39,780

 
45,415

 
53,811

Total Commercial and Industrial Loans
$
852,201

 
$
866,053

 
$
788,512

Commercial Real Estate Loans:
 
 
 
 
 
New England
$
730,709

 
$
721,924

 
$
643,756

San Francisco Bay
644,108

 
641,746

 
642,170

Southern California
483,817

 
449,724

 
402,515

Total Commercial Real Estate Loans
$
1,858,634

 
$
1,813,394

 
$
1,688,441

Construction and Land Loans:
 
 
 
 
 
New England
$
94,966

 
$
92,456

 
$
99,989

San Francisco Bay
62,879

 
45,941

 
37,923

Southern California
16,871

 
15,520

 
11,005

Total Construction and Land Loans
$
174,716

 
$
153,917

 
$
148,917

Residential Loans:
 
 
 
 
 
New England
$
1,227,114

 
$
1,228,623

 
$
1,163,647

San Francisco Bay
456,372

 
459,667

 
436,577

Southern California
352,369

 
344,004

 
298,189

Total Residential Loans
$
2,035,855

 
$
2,032,294

 
$
1,898,413

Home Equity Loans:
 
 
 
 
 
New England
$
77,470

 
$
81,010

 
$
78,154

San Francisco Bay
28,159

 
30,002

 
34,745

Southern California
3,334

 
2,648

 
5,283

Total Home Equity Loans
$
108,963

 
$
113,660

 
$
118,182

Other Consumer Loans:
 
 
 
 
 
New England
$
119,500

 
$
117,079

 
$
126,409

San Francisco Bay
7,311

 
8,854

 
7,792

Southern California
5,246

 
7,069

 
6,606

Eliminations and other, net
44

 
139

 
195

Total Other Consumer Loans
$
132,101

 
$
133,141

 
$
141,002

Total Loans
 
 
 
 
 
New England
$
2,953,815

 
$
2,954,576

 
$
2,784,850

San Francisco Bay
1,307,194

 
1,293,364

 
1,221,013

Southern California
901,417

 
864,380

 
777,409

Eliminations and other, net
44

 
139

 
195

Total Loans
$
5,162,470

 
$
5,112,459

 
$
4,783,467


10



Boston Private Financial Holdings, Inc.
Selected Financial Data (Unaudited)
(In Thousands)
March 31,
2014
 
December 31,
2013
 
March 31,
2013
CREDIT QUALITY (11):
 
 
Special Mention Loans:
 
 
 
 
 
New England
$
41,920

 
$
41,759

 
$
31,132

San Francisco Bay
25,055

 
25,912

 
24,130

Southern California
36,452

 
19,642

 
19,917

Total Special Mention Loans
$
103,427

 
$
87,313

 
$
75,179

Accruing Substandard Loans (12):
 
 
 
 
 
New England
$
12,319

 
$
13,304

 
$
17,372

San Francisco Bay
26,294

 
25,171

 
49,306

Southern California
3,507

 
3,540

 
8,680

Total Accruing Substandard Loans
$
42,120

 
$
42,015

 
$
75,358

Nonaccruing Loans:
 
 
 
 
 
New England
$
21,569

 
$
24,838

 
$
39,853

San Francisco Bay
12,541

 
14,016

 
25,626

Southern California
7,944

 
5,908

 
7,547

Total Nonaccruing Loans
$
42,054

 
$
44,762

 
$
73,026

Other Real Estate Owned:
 
 
 
 
 
New England
$
336

 
$
191

 
$
1,744

San Francisco Bay
585

 
585

 
585

Southern California

 

 

Pacific Northwest (1)
N/A

 
N/A

 
477

Total Other Real Estate Owned
$
921

 
$
776

 
$
2,806

Loans 30-89 Days Past Due and Accruing (13):
 
 
 
 
 
New England
$
4,472

 
$
5,029

 
$
10,609

San Francisco Bay
2,577

 
3,029

 
5,862

Southern California
3,528

 
5,684

 
833

Total Loans 30-89 Days Past Due and Accruing
$
10,577

 
$
13,742

 
$
17,304

Loans (Charged-off)/ Recovered, Net for the Three Months Ended:
 
 
 
 
 
New England
$
540

 
$
(344
)
 
$
(1,236
)
San Francisco Bay
640

 
1,798

 
(1,508
)
Southern California
254

 
(260
)
 
973

Total Net Loans (Charged-off)/ Recovered
$
1,434

 
$
1,194

 
$
(1,771
)



11



Boston Private Financial Holdings, Inc.
Selected Financial Data
(Unaudited)

FOOTNOTES:
(1)
On December 17, 2012, Boston Private Bank & Trust Company announced that it had entered into an agreement to sell its three offices in the Pacific Northwest region. The sale closed on May 10, 2013, at which time the Company recorded a gain on sale of $10.6 million. Accordingly, the assets and liabilities to be sold as part of this transaction were classified as held for sale at March 31, 2013. Within loans held for sale on the consolidated balance sheet at March 31, 2013, $273.6 million relate to the Pacific Northwest transaction. All of the deposits held for sale at March 31, 2013 relate to the Pacific Northwest transaction. All other assets and liabilities that were identified be included in the Pacific Northwest transaction were classified as other assets held for sale or other liabilities held for sale and were included within other assets or other liabilities on the consolidated balance sheet at March 31, 2013.

(2)
Net income from discontinued operations consists of contingent payments from certain of our divested affiliates, including Davidson Trust Company; Boston Private Value Investors, Inc.; Sand Hill Advisors, LLC; RINET Company, LLC; Gibraltar Private Bank & Trust Company; and Westfield Capital Management Company, LLC.

(3)
Adjustments to net income attributable to the Company to arrive at net income attributable to the common shareholders, as presented in these tables, include decrease/ (increase) in noncontrolling interests redemption value, dividends paid on preferred stock, and dividends on participating securities.

(4)
When the Company has positive net income from continuing operations attributable to the common shareholders, the Company adds additional shares to basic weighted average shares outstanding to arrive at diluted weighted average shares outstanding for the diluted earnings per share calculation. These additional shares reflect the assumed exercise, conversion, or contingent issuance of dilutive securities. If the additional shares would result in anti-dilution they would be excluded from the diluted earning per share calculation. The potential dilutive shares relate to: unexercised stock options, unvested non-participating restricted stock, and unexercised stock warrants. See Part II. Item 8. "Financial Statements and Supplementary Data - Note 16: Earnings Per Share" in the Company's Annual Report on Form 10-K for the year ended December 31, 2013 for additional information.

(5)
The Company uses certain non-GAAP financial measures, such as: Tangible Book Value Per Share and the Tangible Common Equity ("TCE") to Tangible Assets ("TA") ratio to provide information for investors to effectively analyze financial trends of ongoing business activities, and to enhance comparability with peers across the financial sector.

Reconciliations from the Company's GAAP Total Equity to Total Assets ratio to the Non-GAAP TCE to TA ratio, and from GAAP Book Value to Non-GAAP Tangible Book Value are presented below:

The Company calculates Tangible Assets by adjusting Total Assets to exclude Goodwill and Intangible Assets.

The Company calculates Tangible Common Equity by adjusting Total Equity to exclude non-convertible Series D Preferred stock and exclude Goodwill and Intangible Assets, net.
(In thousands, except per share data)
March 31,
2014
 
December 31,
2013
 
March 31,
2013
Total Balance Sheet Assets
$
6,705,420

 
$
6,437,109

 
$
6,196,421

LESS: Goodwill and Intangible Assets, net
(129,731
)
 
(130,784
)
 
(133,993
)
Tangible Assets (non-GAAP)
$
6,575,689

 
$
6,306,325

 
$
6,062,428

Total Shareholders' Equity
$
645,979

 
$
633,688

 
$
617,078

LESS: Series D Preferred Stock (non-convertible)
(47,753
)
 
(47,753
)
 

LESS: Goodwill and Intangible Assets, net
(129,731
)
 
(130,784
)
 
(133,993
)
Total adjusting items
(177,484
)
 
(178,537
)
 
(133,993
)
Tangible Common Equity (non-GAAP)
$
468,495

 
$
455,151

 
$
483,085

Total Equity/Total Assets
9.63
%
 
9.84
%
 
9.96
%
Tangible Common Equity/Tangible Assets (non-GAAP)
7.12
%
 
7.22
%
 
7.97
%
 
 
 
 
 
 
Total Risk Weighted Assets *
$
4,716,065

 
$
4,668,531

 
$
4,592,071

Tier I Common Equity *
$
475,929

 
$
463,627

 
$
424,732

Tier I Common Equity/ Risk Weighted Assets
10.09
%
 
9.93
%
 
9.25
%
 
 
 
 
 
 
End of Period Shares Outstanding
80,001

 
79,838

 
79,054

End of Period Carlyle Common Convertible Shares

 

 
7,261

Common Equivalent Shares
80,001

 
79,838

 
86,315

 
 
 
 
 
 
Book Value Per Common Share
$
7.48

 
$
7.34

 
$
7.07

Tangible Book Value Per Share (non-GAAP)
$
5.86

 
$
5.70

 
$
5.60

*     Risk Weighted Assets and Tier I Common Equity for March 31, 2014 are presented based on estimated data.


12



Boston Private Financial Holdings, Inc.
Selected Financial Data
(Unaudited)

(6)
The Company uses certain non-GAAP financial measures, such as: Return on Average Common Equity and Return on Average Tangible Common Equity to provide information for investors to effectively analyze financial trends of ongoing business activities, and to enhance comparability with peers across the financial sector.

Reconciliations from the Company's GAAP Return on Average Equity ratio to the Non-GAAP Return on Average Common Equity ratio, and the Non-GAAP Return on Average Tangible Common Equity ratio are presented below:

The Company calculates Average Common Equity by adjusting Average Equity to exclude Average Preferred Equity.

The Company calculates Average Tangible Common Equity by adjusting Average Equity to exclude Average Goodwill and Intangible Assets, net and Average Preferred Equity.
(In thousands, except per share data)
March 31,
2014
 
December 31,
2013
 
March 31,
2013
Total average shareholders' equity
$
640,549

 
$
629,268

 
$
609,859

LESS: Average Series D preferred stock (non-convertible)
(47,753
)
 
(47,753
)
 

Average common equity (non-GAAP)
592,796

 
581,515

 
609,859

LESS: Average goodwill and intangible assets, net
(130,272
)
 
(131,375
)
 
(134,511
)
Total adjusting items
(130,272
)
 
(131,375
)
 
(134,511
)
Average Tangible Common Equity (non-GAAP)
$
462,524

 
$
450,140

 
$
475,348

 


 

 

Net income attributable to the Company
$
17,041

 
$
17,668

 
$
13,203

Less: Dividends on Series D preferred stock
(869
)
 
(869
)
 

Net income, after dividends on Series D preferred stock (non-GAAP)
$
16,172

 
$
16,799

 
$
13,203

 
 
 
 
 
 
Return on Average Equity - Three Months Ended (Annualized)
10.64
%
 
11.23
%
 
8.66
%
Return on Average Common Equity - Three Months Ended (Annualized) (non-GAAP)
10.91
%
 
11.56
%
 
8.66
%
Return on Average Tangible Common Equity - Three Months Ended (Annualized) (non-GAAP)
13.99
%
 
14.93
%
 
11.11
%


13



Boston Private Financial Holdings, Inc.
Selected Financial Data
(Unaudited)

(7)
The Company uses certain non-GAAP financial measures, such as: pre-tax, pre-provision earnings and the efficiency ratio to provide information for investors to effectively analyze financial trends of ongoing business activities, and to enhance comparability with peers across the financial sector.
Reconciliations from the Company's GAAP income from continuing operations before income taxes to non-GAAP pre-tax, pre-provision earnings; and from GAAP efficiency ratio to non-GAAP efficiency ratio (FTE basis) are presented below:
 
Three Months Ended
(In thousands, except per share data)
March 31,
2014
 
December 31,
2013
 
March 31,
2013
Income before income taxes (GAAP)
$
23,487

 
$
24,386

 
$
18,451

ADD BACK: Provision/ (credit) for loan losses
(1,200
)
 
(2,000
)
 

Pre-tax, pre-provision earnings (non-GAAP)
$
22,287

 
$
22,386

 
$
18,451

 
 
 
 
 
 
Net income attributable to the Company (GAAP)
$
17,041

 
$
17,668

 
$
13,203

 
 
 
 
 
 
Total operating expense (GAAP)
$
54,968

 
$
55,500

 
$
56,586

Less: Amortization of intangibles
1,053

 
1,052

 
1,118

Total operating expense (excluding amortization of intangibles) (non-GAAP)
$
53,915

 
$
54,448

 
$
55,468

 
 
 
 
 
 
Net interest income
$
44,522

 
$
43,541

 
$
44,276

Total core fees and income
31,664

 
32,843

 
29,921

Total other income
1,069

 
1,502

 
840

FTE income
2,168

 
2,166

 
2,007

Total revenue (FTE basis)
$
79,423

 
$
80,052

 
$
77,044

Efficiency Ratio, before deduction of intangible amortization (GAAP)
71.15
%
 
71.26
%
 
75.41
%
Efficiency Ratio, FTE Basis (non-GAAP)
67.88
%
 
68.02
%
 
72.00
%


(8)
Interest income on Non-taxable Investments and Loans are presented on an FTE basis using the federal statutory rate of 35% for each period presented.
    
(9)
Includes Loans Held for Sale and Nonaccrual Loans.
    
(10)
Includes Deposits Held for Sale.

(11)
The concentration of the Private Banking loan data and credit quality is primarily based on the location of the lender's regional offices. Loans in the Pacific Northwest region that were not included the sale of that region's offices are included with the offices from which they are being managed after the sale. Net loans from the Company to certain principals of the Company's affiliate partners, loans at the Company's non-banking segments, and inter-company loan eliminations are identified as “Eliminations and other, net”.

(12)
Accruing substandard loans include loans that are classified as substandard but are still accruing interest income. Boston Private Bank & Trust Company may classify a loan as substandard where known information about possible credit problems of the related borrowers causes management to have doubts as to the ability of such borrowers to comply with the present repayment terms and which may result in disclosure of such loans as nonaccrual at some time in the future.

(13)
In addition to loans 30-89 days past due and accruing, at March 31, 2014, the Company had three loans totaling $0.6 million that were more than 90 days past due but still on accrual status. These loans originated in the New England region. At December 31, 2013, the Company had two loans totaling $0.1 million that were more than 90 days past due but still on accrual status. These loans originated in the New England region. At March 31, 2013, the Company had one loan totaling $0.1 million that was more than 90 days past due but still on accrual status. These loans originated in the New England region.



14