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8-K - 2Q 2014 EARNINGS RELEASE - TAYLOR CAPITAL GROUP INCtayc2014q2earningsrelease.htm

 
Investor Relations and Media Contact:
 
Berry Allen
 
(847) 653-7375
Taylor Capital Group reports
second quarter net income of $9.4 million

Revenue up 14% to $83.0 million


CHICAGO, IL - July 17, 2014 - Taylor Capital Group, Inc. (the “Company”) (NASDAQ: TAYC), the parent company of Cole Taylor Bank (the “Bank”), today reported results for the second quarter of 2014.

Net income for the quarter was $9.4 million, compared to $9.9 million for the first quarter of 2014. Net income applicable to common stockholders for the quarter was $7.4 million, or $0.24 per diluted share, compared to $9.9 million, or $0.32 per diluted share, for the first quarter of 2014.

The results for the second quarter of 2014 included certain penalties assessed on Cole Taylor Bank by the Federal Reserve Board and the Illinois Department of Financial and Professional Regulation, related to a recently disclosed regulatory matter, the expense associated with recognizing the fair value of a standby commitment related to the same matter, expenses related to the pending merger with MB Financial, Inc. (“MB Financial”) and certain costs related to other strategic initiatives.  These items taken together totaled approximately $8.8 million pre-tax.  By comparison, net income for the first quarter of 2014 included merger and other strategic initiative expense totaling $0.7 million pre-tax. 

The following table compares selected additional financial information for the periods indicated:

(dollars in millions)
2Q14
 
1Q14
 
Change from 1Q14 to 2Q14
 
2Q13
 
Change from 2Q13 to 2Q14
Total commercial loans (period-end)
$3,419.4
 
$3,370.4
 
1.5
 %
 
$3,000.2
 
14.0
 %
Average total deposits
$3,945.8
 
$3,837.9
 
2.8
 %
 
$3,690.2
 
6.9
 %
Net interest income
$44.1
 
$43.9
 
0.5
 %
 
$41.1
 
7.3
 %
Net interest margin
3.41
%
 
3.49
%
 
-8 bps

 
3.16
%
 
25 bps

Mortgage banking revenue
$32.2
 
$23.1
 
39.4
 %
 
$38.5
 
(16.4
)%
Loan loss provision
$1.5
 
$2.6
 
(42.3
)%
 
$0.7
 
114.3
 %
Net income
$9.4
 
$9.9
 
(5.1
)%
 
$15.6
 
(39.7
)%
Normalized net income (1)
$16.7
 
$10.3
 
62.1
 %
 
$19.0
 
(12.1
)%
(1) The Normalized net income non-GAAP measure is equal to net income adjusted for gains and losses on investment securities, fines and penalties, fair value of standby commitment, merger and other strategic initiative expense and early extinguishment of debt. These are items which management has deemed to be outside the normal course of business operations.

“I am very proud of our results for the second quarter,” said Mark A. Hoppe, President and Chief Executive Officer of the Company. “We have a terrific team that is consistently able to focus on our most important asset - our clients. While there were several significant items this quarter, after normalizing for those our core results were exceptionally strong and continue to demonstrate the value of our well-developed diversification strategy. Cole Taylor Mortgage had an excellent quarter delivering significant growth in origination volume and income, as well as in servicing income. The strong bottom line results from the mortgage unit further demonstrate its ability to capitalize on changing market conditions. The Banking segment generated annualized commercial loan growth of 6%, led by our national asset-based lending and equipment finance lines of business. Our ongoing focus on credit quality continues as nonperforming assets declined for the third consecutive quarter and are at the lowest level since the end of 2007.

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“The Federal Reserve Board recently approved the application relating to our proposed merger with MB Financial, Inc.,” Hoppe continued. “While the transaction remains subject to the approval of the Office of the Comptroller of the Currency, and other customary closing conditions, we are excited about this important step forward and the bright future for our combined organization. I am especially grateful for the support that we’ve received from our customers and shareholders during this transition and for the dedication my colleagues have shown in providing our customers with the best possible service.”


SECOND QUARTER 2014 HIGHLIGHTS - COMPARISON TO FIRST QUARTER 2014

Total commercial loans grew $49.1 million, or 1.5%, from March 31, 2014
Mortgage banking revenue was $32.2 million for the second quarter of 2014, up 39.4% from $23.1 million for the first quarter of 2014
Mortgage origination volume was $1.35 billion for the second quarter of 2014, up from $1.05 billion for the first quarter of 2014
Pre-tax, pre-provision operating earnings(1) were $19.3 million for the second quarter of 2014, up 4.3% from $18.5 million for the first quarter of 2014
As of June 30, 2014, the Company’s Tier I Risk Based Capital ratio was 11.38%, its Total Risk Based Capital ratio was 12.64% and its Tier I Capital to Average Assets leverage ratio was 9.67%

Second quarter 2014 credit quality indicators as compared to first quarter of 2014

Nonperforming loans were $72.7 million and 1.97% of total loans at June 30, 2014, as compared to $72.9 million and 2.00% of total loans at March 31, 2014
At June 30, 2014, commercial criticized and classified loans(2) totaled $210.9 million, compared to $184.6 million at March 31, 2014
Other real estate owned (“OREO”) and repossessed assets were $7.3 million at June 30, 2014, down 27.0% from $10.0 million at March 31, 2014
The allowance for loan losses as a percent of nonperforming loans was 112.3% at June 30, 2014, compared to 113.6% at March 31, 2014
Credit costs(3) were $848,000 for the second quarter of 2014, down 69.7% from $2.8 million for the first quarter of 2014

SECOND QUARTER 2014 - COMPARISON TO SECOND QUARTER 2013

Total commercial loans increased to $3.42 billion at June 30, 2014, up $419.2 million, or 14.0%, from June 30, 2013
Net interest margin increased to 3.41% for the second quarter of 2014 from 3.16% for the second quarter of 2013
Mortgage origination volume was $1.35 billion for the second quarter of 2014, as compared to $1.87 billion for the second quarter of 2013


SECOND QUARTER 2014 PERFORMANCE OVERVIEW

Results of Operations - Comparisons to first quarter 2014

Net income for the second quarter of 2014 was $9.4 million, compared to $9.9 million for the first quarter of 2014, a decrease of 5.1%. Net income applicable to common stockholders for the second quarter of 2014 was $7.4 million, compared to $9.9 million for the first quarter of 2014.
  
Income before income taxes was $18.4 million for the second quarter of 2014, compared to $15.8 million for the first quarter of 2014, an increase of 16.5%.

Pre-tax, pre-provision operating earnings were $19.3 million for the second quarter of 2014, compared to $18.5 million for the first quarter of 2014, an increase of 4.3%.

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Revenue(4) 

Revenue totaled $83.0 million for the second quarter of 2014, compared to $72.9 million for the first quarter of 2014, an increase of 13.9%.

Net interest income was $44.1 million for the second quarter of 2014, as compared to $43.9 million for the first quarter of 2014. The increase in net interest income of $220,000 was primarily the result of an increase in mortgage loans held for sale for the quarter due to increased origination volume.
Noninterest income, excluding investment security gains and losses, was $38.9 million for the second quarter of 2014, compared to $29.1 million for the first quarter of 2014, an increase of 33.7%.  The increase in noninterest income, was primarily due to a $9.2 million increase in mortgage banking revenue due to a $7.3 million increase in origination income as both mortgage origination volume and gain on sale margins improved. In addition servicing revenue increased $1.9 million primarily due to an increase in the servicing portfolio at Cole Taylor Mortgage.

Noninterest Expense

Noninterest expense, excluding nonperforming asset expense, was $63.7 million for the second quarter of 2014, compared to $54.4 million for the first quarter of 2014, an increase of $9.3 million, or 17.1%. The increase in noninterest expense was primarily due to $5.6 million of penalties and the fair value of a standby commitment, both related to a recently disclosed regulatory matter, a $3.3 million increase in performance-related incentive compensation as a result of improved performance and a $2.6 million charge for a fixed asset abandonment. Partially offsetting these increases was a $2.5 million reduction in servicing-related expense and a $1.8 million decrease in employee taxes. Servicing-related expense decreased due to a reduction in the fees paid to a third party servicer as most loans are now serviced in-house. The prior quarter also included approximately $1.1 million of certain one-time costs associated with transferring the bulk of Cole Taylor Mortgage’s loan servicing portfolio to an in-house platform. Employee taxes decreased in the second quarter of 2014 primarily due to seasonality as certain employment tax expenses are typically higher in the first quarter of each year.

Preferred Dividends

Dividends on the Series A Preferred stock were $2.0 million in the second quarter of 2014 as compared to zero dividend expense in the first quarter of 2014. As required by the Series A Preferred stock and in connection with the repurchase and redemption of the Series B Preferred stock in 2013, the $2.0 million quarterly dividend on the Series A Preferred stock, which would have otherwise been recorded in the first quarter of 2014, was instead declared and recorded in the fourth quarter of 2013.


Results of Operations - Comparisons to Second Quarter 2013

Net income for the second quarter of 2014 was $9.4 million, compared to $15.6 million for the second quarter of 2013. Net income applicable to common stockholders for the second quarter of 2014 was $7.4 million, compared to $11.8 million for the second quarter of 2013, a decrease of 37.3%.

Income before income taxes was $18.4 million for the second quarter of 2014, compared to $26.2 million for the second quarter of 2013, a decrease of 29.8%.

Pre-tax, pre-provision operating earnings totaled $19.3 million for the second quarter of 2014, compared to $31.1 million for the second quarter of 2013, a decrease of 37.9%.

Revenue

Revenue totaled $83.0 million for the second quarter of 2014, compared to $87.2 million for the second quarter of 2013, a decrease of 4.8%.

Net interest income was $44.1 million for the second quarter of 2014, as compared to $41.1 million for the second quarter of 2013, an increase of 7.3%. The increase in net interest income was the result of the

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combination of a $1.9 million reduction in interest expense and a $1.1 million increase in interest income. Interest expense decreased due to lower rates paid on deposit balances and the early retirement of the Company’s 8% subordinated notes in June 2013. The increase in interest income was primarily due to growth in the commercial loan portfolio.
Noninterest income, excluding investment security gains and losses, was $38.9 million for the second quarter of 2014, compared to $46.1 million for the second quarter of 2013, a decrease of 15.6%.  The decrease was primarily due to a net $6.3 million decrease in mortgage banking revenue. Mortgage loan origination income decreased $10.8 million primarily due to a reduction in mortgage loan origination volume. Total mortgage originations were $1.35 billion in the second quarter of 2014, as compared to $1.87 billion in the second quarter of 2013. Partially offsetting this decrease was a $4.5 million increase in net mortgage servicing income as the mortgage servicing book increased from $12.74 billion at June 30, 2013 to $20.88 billion at June 30, 2014 due to retention of mortgage servicing rights (“MSRs”) on loans originated by Cole Taylor Mortgage and purchases of other MSRs.  

Noninterest Expense

Noninterest expense, excluding nonperforming asset expense and early extinguishment of debt expense, was $63.7 million for the second quarter of 2014, compared to $56.1 million for the second quarter of 2013, an increase of 13.5%. The increase in noninterest expense was primarily due to $5.6 million of penalties and the fair value of a standby commitment related to a recent regulatory matter and a $2.6 million charge for a fixed asset abandonment.


Credit Quality

Loan Portfolio Performance and Credit Quality

Nonperforming loans were $72.7 million at June 30, 2014, as compared to $72.9 million at March 31, 2014 and $69.5 million at June 30, 2013.

OREO and repossessed assets were $7.3 million at June 30, 2014, as compared to $10.0 million at March 31, 2014 and $19.8 million at June 30, 2013. The decrease in OREO and repossessed assets in the second quarter of 2014 was primarily due to sales as the Company continues to actively manage the resolution process.

Total nonperforming assets were $80.0 million at June 30, 2014, down from $82.9 million at March 31, 2014 and $89.3 million at June 30, 2013. Nonperforming assets to total assets were 1.34% at June 30, 2014, down from 1.47% at March 31, 2014 and 1.51% at June 30, 2013.

Total commercial criticized and classified loans were $210.9 million at June 30, 2014, as compared to $184.6 million at March 31, 2014 and $134.2 million at June 30, 2013. The increase in criticized and classified loans from March 31, 2014 was largely attributable to the net migration of certain asset-based lending loans into the special mention category. Total loans outstanding for the asset-based lending portfolio were $728.1 million as of June 30, 2014 as compared to $698.6 million as of March 31, 2014 and $647.2 million as of June 30, 2013. To date, the asset-based lending portfolio has experienced only one credit-related loss since its inception in 2008.

Allowance and Provision for Loan Losses

The allowance for loan losses was $81.7 million at June 30, 2014, down from $82.9 million at March 31, 2014 and $83.6 million at June 30, 2013. The allowance for loan losses as a percent of nonperforming loans was 112.34% at June 30, 2014, as compared to 113.65% at March 31, 2014 and 120.19% at June 30, 2013.

The provision for loan losses was $1.5 million for the second quarter of 2014, compared to $2.6 million for the first quarter of 2014 and $700,000 for the second quarter of 2013. The decrease of $1.1 million in the second quarter of 2014 as compared to the first quarter of 2014 was primarily the result of a $1.2 million decrease in the general reserve as our historical loss assessment factors have decreased based on our more recent and improved charge-off experience.

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Balance Sheet

Assets

Total assets at June 30, 2014 were $5.96 billion, up from $5.65 billion at March 31, 2014.

Cash and cash equivalents were $136.4 million as of June 30, 2014, down 1.6% from $138.6 million as of March 31, 2014.

Investment securities were $1.09 billion at June 30, 2014, down 0.6% from $1.10 billion at March 31, 2014.

Loans held for sale were $697.2 million at June 30, 2014, an increase of $261.1 million from March 31, 2014, primarily due to increased mortgage origination volume by Cole Taylor Mortgage in the second quarter of 2014, particularly in June, relative to the first quarter and the timing of loan sales near the end of the quarter.

Net loans at June 30, 2014 were $3.61 billion, as compared to $3.57 billion at March 31, 2014. Commercial and industrial loans were $2.00 billion at June 30, 2014, as compared to $1.94 billion at March 31, 2014, an increase of 3.1%, with second quarter growth largely attributable to the Company’s national lending platforms. Commercial real estate secured loans were $1.08 billion at June 30, 2014, down slightly from $1.11 billion at March 31, 2014. Commercial construction and land loans were $134.5 million at June 30, 2014, up from $132.7 million at March 31, 2014. Lease receivables were $157.0 million at June 30, 2014, up $13.9 million, or 9.7%, from March 31, 2014, primarily as a result of new leases sourced by the Company’s recently expanded direct sales channel. Consumer loans, which consist primarily of residential mortgages, were $288.3 million at June 30, 2014, down $6.3 million from March 31, 2014, due to the continued planned reduction of the home equity line of credit portfolio.

Investment in Federal Home Loan Bank (“FHLB”) and Federal Reserve Bank stock was $61.6 million as of June 30, 2014, as compared to $49.6 million as of March 31, 2014. The increase of $12.0 million in these investments was due to the increase in the Bank’s use of short term FHLB borrowings.

The MSR asset was $227.7 million as of June 30, 2014, essentially unchanged from March 31, 2014. The unpaid principal balance of loans serviced was $20.88 billion as of June 30, 2014, up 3.7% from March 31, 2014. The Company invests in MSRs and retains servicing on most mortgage loans originated as part of its strategy to diversify the revenue streams of Cole Taylor Mortgage.

Liabilities and Stockholders’ Equity

Total liabilities at June 30, 2014 were $5.46 billion, as compared to $5.17 billion at March 31, 2014.

Total deposits were $4.0 billion at June 30, 2014, compared to $3.95 billion at March 31, 2014, an increase of 1.2%. Total deposits increased in the second quarter primarily due to a planned increase in time deposits for liquidity management purposes. Total time deposits increased $101.2 million to $1.31 billion at June 30, 2014. Partially offsetting this increase, money market deposits decreased $73.6 million to $616.9 million at June 30, 2014.

Average total deposits for the second quarter of 2014 increased 2.8% to $3.95 billion from $3.84 billion in the first quarter of 2014, primarily due to an increase in time deposits.

Short-term borrowings increased $233.1 million in the second quarter to $1.28 billion as of June 30, 2014, primarily to fund the growth in loans held for sale.

Total stockholders’ equity increased $16.7 million from $482.6 million at March 31, 2014 to $499.3 million at June 30, 2014, primarily due to retaining the net income available to common stockholders earned in the second quarter and a $9.1 million increase in accumulated other comprehensive income resulting from an increase in the market value of available for sale securities.


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Capital

At June 30, 2014, the Company’s Tier I Risk Based Capital ratio was 11.38%, while its Total Risk Based Capital ratio was 12.64% and its Tier I Capital to Average Assets leverage ratio was 9.67%.

Each of these Company ratios exceeded the regulatory requirements for well-capitalized banks of 6.00% for the Tier I Risk Based Capital ratio, 10.00% for the Total Risk Based Capital ratio and 5.00% for the Tier I Capital to Average Assets leverage ratio.

Accompanying Financial Statements and Tables
This press release is accompanied by the following unaudited financial information:
Condensed Consolidated Balance Sheets
Consolidated Statements of Income
Summary of Key Quarterly Financial Data
Summary of Key Year-to-Date Financial Data
Summary of Key Period-End Financial Data
Composition of Loan Portfolio
Credit Quality
Loan Portfolio Aging
Funding Liabilities
Summary of Quarterly Segment Financial Data
Reconciliation of U.S. GAAP Financial Measures


About Taylor Capital Group, Inc. (NASDAQ: TAYC)

Taylor Capital Group, Inc. is the holding company of Cole Taylor Bank, a commercial bank headquartered in Chicago with assets of $6.0 billion as of June 30, 2014. For more than 80 years, Cole Taylor Bank has been successfully meeting the banking needs of closely-held companies and the people who own and manage them by focusing on a relationship-based approach to business. Through its national businesses, Cole Taylor provides a full range of financial services, including asset based lending, commercial equipment financing, and residential mortgage lending.

Endnotes:
(1) Schedules reconciling earnings in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) to the non-GAAP measurement of revenue, pre-tax, pre-provision operating earnings and normalized net income are provided in the attached tables.
(2) Commercial criticized and classified loans are defined as special mention, substandard, and nonaccrual loans in commercial and industrial, commercial real estate, residential construction and land, and commercial construction and land, excluding consumer loans.
(3) Credit costs are defined as provision for loan losses plus nonperforming asset expense.
(4) Revenue is defined as net interest income plus noninterest income less investment securities gains and losses and impairment of investment securities.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This press release includes forward-looking statements that reflect our current expectations and projections about our future results, performance, prospects and opportunities. We have tried to identify these forward-looking statements by using words including “may,” “might,” “contemplate,” “plan,” “predict,” “potential,” “should,” “will,” “expect,” “anticipate,” “believe,” “intend,” “could,” “estimate” and similar expressions. These forward-looking statements are based on information currently available to us and are subject to a number of risks, uncertainties and other factors that could cause our actual results, performance, prospects or opportunities in 2014 and beyond to differ materially from those expressed in, or implied by, these forward-looking statements.

These risks, uncertainties and other factors include, without limitation:

The Agreement and Plan of Merger (the “Merger Agreement”) with MB Financial may be terminated in accordance with its terms, and the merger contemplated thereby may not be completed.
Termination of the Merger Agreement could negatively impact us.
We may be subject to business uncertainties and contractual restrictions while the merger is pending.

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We and MB Financial have entered into a stipulation of settlement with the plaintiffs to settle two stockholder actions previously filed against us, our board of directors and MB Financial challenging the merger and the plaintiffs have moved for preliminary court approval of the settlement. It is possible that additional suits may be filed in the future. If the settlement of these existing suits is not approved by the court or is otherwise voided, an adverse ruling in these or any similar future lawsuits may prevent the merger from being completed or from being completed within the expected timeframe.
The Merger Agreement limits our ability to pursue an alternative acquisition proposal and requires us to pay a termination fee of $20 million under limited circumstances relating to alternative acquisition proposals.
We may be materially and adversely affected by the highly regulated environment in which we operate.
Dependence on our mortgage business may increase volatility in our consolidated revenues and earnings and our residential mortgage lending profitability could be significantly reduced if we are not able to originate and sell mortgage loans at profitable margins.
Changes in interest rates may change the value of our MSR portfolio which may increase the volatility of our earnings.
Certain hedging strategies that we use to manage investment in MSRs, mortgage loans held for sale and interest rate lock commitments may be ineffective to offset any adverse changes in the fair value of these assets due to changes in interest rates and market liquidity.
Our mortgage loan repurchase reserve for losses could be insufficient.
A significant increase in certain loan balances associated with our mortgage business may result in liquidity risk related to the funding of these loans.
We are subject to certain operational risks, including, but not limited to, data processing system failures and errors and customer or employee fraud. Our controls and procedures may fail or be circumvented.
We are dependent on outside third parties for processing and handling of our records and data.
System failure or breaches of our network security, including with respect to our internet banking activities, could subject us to increased operating costs as well as litigation and other liabilities.
We may not be able to access sufficient and cost-effective sources of liquidity.
We are subject to liquidity risk, including unanticipated deposit volatility.
Changes in certain credit ratings related to us or our credit could increase our financing costs or make it more difficult for us to obtain funding or capital on commercially acceptable terms.
As a bank holding company, our sources of funds are limited.
We are subject to interest rate risk, including interest rate fluctuations that could have a material adverse effect on us.
Competition from financial institutions and other financial services providers may adversely affect our growth and profitability and have a material adverse effect on us.
Our business is subject to the conditions of the economies in which we operate and weakness in those economies and the real estate markets may materially and adversely affect us.
Our business is subject to domestic and to a lesser extent, international economic conditions and other factors, many of which are beyond our control and could materially and adversely affect us.
The preparation of our consolidated financial statements requires us to make estimates and judgments, including the use of models, which are subject to an inherent degree of uncertainty and which may differ from actual results.
We must manage credit risk and if we are unable to do so, our allowance for loan losses may prove to be insufficient to absorb losses in our loan portfolio, which could have a material adverse effect on us.
We have counterparty risk and therefore we may be materially and adversely affected by the soundness of other financial institutions.
We are subject to lending concentration risks.
We are subject to mortgage asset concentration risks.
Our business strategy is dependent on our continued ability to attract, develop and retain highly qualified and experienced personnel in senior management and customer relationship positions.
Our reputation could be damaged by negative publicity.
New and less mature lines of business, new products and services or new customer relationships may subject us to certain additional risks.
We may experience difficulties in managing our future growth.
We and our subsidiaries are subject to changes in federal and state tax laws and changes in interpretation of existing laws.

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Regulatory requirements adopted by the U.S. federal bank regulatory agencies to implement Basel III, growth plans or operating results may require us to raise additional capital, which may not be available on favorable terms or at all.
We have not paid a dividend on our common stock since the second quarter of 2008. In addition, regulatory restrictions and liquidity constraints at the holding company level could impair our ability to make distributions on our outstanding securities.

For further information about these and other risks, uncertainties and factors, please review the disclosure included in the section captioned "Risk Factors” in our December 31, 2013 Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on March 7, 2014, current Reports on Form 8-K and other filings we have made with the SEC. You should not place undue reliance on any forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statements or risk factors, whether as a result of new information, future events, changed circumstances or any other reason after the date of this press release.





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CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)

 
(Unaudited)
 
(Unaudited)
 
 
 
Jun. 30, 2014
 
Mar. 31, 2014
 
Dec. 31, 2013
ASSETS
 
 
 
 
 
Cash and cash equivalents
$
136,377

 
$
138,569

 
$
90,817

Investment securities
1,093,079

 
1,100,056

 
1,120,731

Loans held for sale
697,155

 
436,086

 
473,890

Loans, net of allowance for loan losses of $81,687 at June 30, 2014, $82,891 at March 31, 2014 and $81,864 at December 31, 2013
3,611,316

 
3,568,122

 
3,566,511

Premises, leasehold improvements and equipment, net
27,996

 
26,350

 
26,919

Investment in Federal Home Loan Bank and Federal Reserve Bank stock
61,617

 
49,617

 
64,612

Mortgage servicing rights
227,730

 
227,695

 
216,111

Other real estate and repossessed assets, net
7,259

 
9,950

 
10,049

Other assets
100,526

 
96,573

 
116,178

Total assets
$
5,963,055

 
$
5,653,018

 
$
5,685,818

 
 
 
 
 
 
LIABILITIES AND STOCKHOLDERS' EQUITY
 
 
 
 
 
Deposits:
 
 
 
 
 
Noninterest-bearing
$
1,113,886

 
$
1,068,207

 
$
1,048,946

Interest-bearing
2,885,654

 
2,885,178

 
2,602,037

Total deposits
3,999,540

 
3,953,385

 
3,650,983

Accrued interest, taxes and other liabilities
101,429

 
87,369

 
105,350

Short-term borrowings
1,276,184

 
1,043,097

 
1,378,327

Junior subordinated debentures
86,607

 
86,607

 
86,607

Total liabilities
5,463,760

 
5,170,458

 
5,221,267

 
 
 
 
 
 
Stockholders' equity:
 
 
 
 
 
Preferred stock, Series A
100,000

 
100,000

 
100,000

Nonvoting preferred stock
13

 
13

 
13

Common stock
307

 
308

 
307

Surplus
418,169

 
417,984

 
417,429

Accumulated deficit
(74
)
 
(7,486
)
 
(17,430
)
Accumulated other comprehensive income (loss), net
10,465

 
1,326

 
(6,183
)
Treasury stock
(29,585
)
 
(29,585
)
 
(29,585
)
Total stockholders' equity
499,295

 
482,560

 
464,551

Total liabilities and stockholders' equity
$
5,963,055

 
$
5,653,018

 
$
5,685,818


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CONSOLIDATED STATEMENTS OF INCOME (unaudited)
(dollars in thousands, except per share data)
 
For the Three Months Ended
 
For the Six Months Ended
 
Jun. 30, 2014
 
Mar. 31, 2014
 
Jun. 30, 2013
 
Jun. 30, 2014
 
Jun. 30, 2013
Interest income:
 
 
 
 
 
 
 
 
 
Interest and fees on loans
$
40,356

 
$
39,811

 
$
37,499

 
$
80,167

 
$
75,128

Interest and dividends on investment securities:
 
 
 
 
 
 
 
 
 
Taxable
6,259

 
6,486

 
8,398

 
12,745

 
17,015

Tax-exempt
2,497

 
2,545

 
2,077

 
5,042

 
3,504

Interest on cash equivalents
1

 

 
1

 
1

 
2

Total interest income
49,113

 
48,842

 
47,975

 
97,955

 
95,649

 
 
 
 
 
 
 
 
 
 
Interest expense:
 
 
 
 
 
 
 
 
 
Deposits
3,218

 
3,169

 
4,213

 
6,387

 
8,477

Short-term borrowings
382

 
382

 
473

 
764

 
893

Junior subordinated debentures
1,439

 
1,437

 
1,444

 
2,876

 
2,887

Subordinated notes

 

 
763

 

 
1,627

Total interest expense
5,039

 
4,988

 
6,893

 
10,027

 
13,884

 
 
 
 
 
 
 
 
 
 
Net interest income
44,074

 
43,854

 
41,082

 
87,928

 
81,765

Provision for loan losses
1,500

 
2,600

 
700

 
4,100

 
1,000

Net interest income after provision for loan losses
42,574

 
41,254

 
40,382

 
83,828

 
80,765

 
 
 
 
 
 
 
 
 
 
Noninterest income:
 
 
 
 
 
 
 
 
 
Service charges
3,588

 
3,620

 
3,505

 
7,208

 
6,996

Mortgage banking revenue
32,241

 
23,057

 
38,533

 
55,298

 
70,563

Gain on sales of investment securities, net

 
35

 
6

 
35

 
7

Other derivative income (loss)
840

 
(31
)
 
1,704

 
809

 
3,264

Letter of credit and other loan fees
1,369

 
1,254

 
1,074

 
2,623

 
2,165

Other noninterest income
909

 
1,163

 
1,279

 
2,072

 
2,825

Total noninterest income
38,947

 
29,098

 
46,101

 
68,045

 
85,820

 
 
 
 
 
 
 
 
 
 
Noninterest expense:
 
 
 
 
 
 
 
 
 
Salaries and employee benefits
36,168

 
34,655

 
37,322

 
70,823

 
71,350

Occupancy of premises, furniture and equipment
4,084

 
3,957

 
3,519

 
8,041

 
6,824

Nonperforming asset expense
(652
)
 
166

 
(1,198
)
 
(486
)
 
(639
)
Early extinguishment of debt

 

 
5,380

 

 
5,380

FDIC assessment
2,163

 
1,862

 
1,759

 
4,025

 
3,783

Legal fees, net
1,147

 
1,010

 
1,117

 
2,157

 
1,975

Loan expense, net
2,825

 
2,189

 
2,895

 
5,014

 
5,266

Outside services
1,227

 
3,559

 
2,818

 
4,786

 
5,314

Computer processing
1,929

 
1,768

 
1,047

 
3,697

 
2,013

Fines and penalties
4,110

 

 

 
4,110

 

Other noninterest expense
10,079

 
5,397

 
5,612

 
15,476

 
10,760

Total noninterest expense
63,080

 
54,563

 
60,271

 
117,643

 
112,026

 
 
 
 
 
 
 
 
 
 
Income before income taxes
18,441

 
15,789

 
26,212

 
34,230

 
54,559

Income tax expense
9,029

 
5,845

 
10,595

 
14,874

 
21,685

Net income
9,412

 
9,944

 
15,617

 
19,356

 
32,874

Preferred dividends and discounts
(2,000
)
 

 
(3,780
)
 
(2,000
)
 
(7,441
)
Net income applicable to common stockholders
$
7,412

 
$
9,944

 
$
11,837

 
$
17,356

 
$
25,433

 
 
 
 
 
 
 
 
 
 
Basic income per common share
$
0.24

 
$
0.32

 
$
0.39

 
$
0.57

 
$
0.84

Diluted income per common share
0.24

 
0.32

 
0.39

 
0.56

 
0.83

Weighted-average common shares outstanding
29,178,214

 
29,075,072

 
28,687,406

 
29,126,928

 
28,641,738

Weighted-average diluted common shares outstanding
29,364,567

 
29,323,756

 
28,995,753

 
29,345,162

 
28,977,242


10


SUMMARY OF KEY QUARTERLY FINANCIAL DATA
(dollars in thousands)
Unaudited
 
2014
 
2013
 
Second Quarter
 
First Quarter
 
Fourth Quarter
 
Third Quarter
 
Second Quarter
Condensed Income Data:
 
 
 
 
 
 
 
 
 
Net interest income
$
44,074

 
$
43,854

 
$
45,204

 
$
46,027

 
$
41,082

Provision for loan losses
1,500

 
2,600

 
1,100

 
300

 
700

Total noninterest income
38,947

 
29,098

 
39,640

 
32,472

 
46,101

Total noninterest expense
63,080

 
54,563

 
62,079

 
54,542

 
60,271

Income before income taxes
18,441

 
15,789

 
21,665

 
23,657

 
26,212

Income tax expense
9,029

 
5,845

 
6,701

 
9,488

 
10,595

Net income
9,412

 
9,944

 
14,964

 
14,169

 
15,617

Preferred dividends and discounts
(2,000
)
 

 
(4,876
)
 
(3,583
)
 
(3,780
)
Net income applicable to common stockholders
$
7,412

 
$
9,944

 
$
10,088

 
$
10,586

 
$
11,837

 
 
 
 
 
 
 
 
 
 
Non-GAAP Measures of Performance: (1)
 
 
 
 
 
 
 
 
 
Revenue
$
83,021

 
$
72,917

 
$
78,953

 
$
78,438

 
$
87,177

Pre-tax, pre-provision operating earnings
19,289

 
18,520

 
19,120

 
23,060

 
31,088

 
 
 
 
 
 
 
 
 
 
Per Share Data:
 
 
 
 
 
 
 
 
 
Basic income per common share
$
0.24

 
$
0.32

 
$
0.33

 
$
0.35

 
$
0.39

Diluted income per common share
0.24

 
0.32

 
0.33

 
0.34

 
0.39

Tangible book value per common share
13.60

 
13.02

 
12.43

 
12.47

 
12.22

Weighted average common shares-basic
29,178,214

 
29,075,072

 
29,004,826

 
28,936,361

 
28,687,406

Weighted average common shares-diluted
29,364,567

 
29,323,756

 
29,266,098

 
29,176,070

 
28,995,753

Common shares outstanding-end of period
29,365,677

 
29,370,998

 
29,329,530

 
29,333,540

 
29,098,639

 
 
 
 
 
 
 
 
 
 
Performance Ratios (annualized):
 
 
 
 
 
 
 
 
 
Return on average assets
0.66
%
 
0.71
%
 
1.03
%
 
0.96
%
 
1.09
%
Return on average common equity
7.48
%
 
10.44
%
 
10.84
%
 
11.69
%
 
12.66
%
Efficiency ratio (2)
75.98
%
 
74.83
%
 
78.63
%
 
69.54
%
 
69.14
%
 
 
 
 
 
 
 
 
 
 
Average Balance Sheet Data: (3)
 
 
 
 
 
 
 
 
 
Total assets
$
5,709,507

 
$
5,599,140

 
$
5,827,825

 
$
5,893,140

 
$
5,747,219

Investments
1,159,347

 
1,187,563

 
1,368,550

 
1,491,554

 
1,472,316

Cash equivalents
351

 
98

 
160

 
541

 
237

Loans held for sale
511,568

 
420,815

 
463,756

 
626,043

 
634,327

Loans
3,663,717

 
3,624,226

 
3,633,969

 
3,442,999

 
3,254,918

Total interest-earning assets
5,334,983

 
5,232,702

 
5,466,435

 
5,561,137

 
5,361,798

Interest-bearing deposits
2,870,174

 
2,826,405

 
2,786,288

 
2,767,265

 
2,494,537

Borrowings
1,184,424

 
1,185,596

 
1,330,934

 
1,425,545

 
1,397,300

Total interest-bearing liabilities
4,054,598

 
4,012,001

 
4,117,222

 
4,192,810

 
3,891,837

Noninterest-bearing deposits
1,075,637

 
1,011,485

 
1,081,148

 
1,061,917

 
1,195,709

Total stockholders' equity
496,509

 
480,873

 
526,313

 
545,391

 
578,142

 
 
 
 
 
 
 
 
 
 
Tax Equivalent Net Interest Margin:
 
 
 
 
 
 
 
 
 
Net interest income as stated
$
44,074

 
$
43,854

 
$
45,204

 
$
46,027

 
$
41,082

Add: Tax equivalent adjust. - investment (4)
1,345

 
1,370

 
1,548

 
1,522

 
1,119

          Tax equivalent adjust. - loans (4)
8

 
13

 
26

 
27

 
29

Tax equivalent net interest income
$
45,427

 
$
45,237

 
$
46,778

 
$
47,576

 
$
42,230

Net interest margin without tax adjustment
3.31
%
 
3.38
%
 
3.29
%
 
3.29
%
 
3.07
%
Net interest margin - tax equivalent (4)
3.41
%
 
3.49
%
 
3.41
%
 
3.41
%
 
3.16
%
Yield on earning assets without tax adjustment
3.69
%
 
3.77
%
 
3.67
%
 
3.70
%
 
3.59
%
Yield on earning assets - tax equivalent (4)
3.79
%
 
3.87
%
 
3.79
%
 
3.81
%
 
3.67
%
Yield on interest-bearing liabilities
0.50
%
 
0.50
%
 
0.50
%
 
0.53
%
 
0.71
%
Net interest spread without tax adjustment
3.19
%
 
3.27
%
 
3.17
%
 
3.17
%
 
2.88
%
Net interest spread - tax equivalent (4)
3.29
%
 
3.37
%
 
3.29
%
 
3.28
%
 
2.96
%
Footnotes:
(1)
Refer to Reconciliation of U.S. GAAP Financial Measures for a reconciliation to GAAP.
(2)
Efficiency ratio is determined by dividing noninterest expense by an amount equal to net interest income plus noninterest income, adjusted for gains or losses from investment securities.
(3)
Average balances are daily averages.
(4)
Adjustment reflects tax-exempt interest income on an equivalent before-tax basis assuming a tax rate of 35.0%


11


SUMMARY OF KEY YEAR-TO-DATE FINANCIAL DATA
(dollars in thousands)
Unaudited
 
 
For the Six Months Ended June 30,
 
 
2014
 
2013
Condensed Income Data:
 
 
 
 
Net interest income
 
$
87,928

 
$
81,765

Provision for loan losses
 
4,100

 
1,000

Total noninterest income
 
68,045

 
85,820

Total noninterest expense
 
117,643

 
112,026

Income before income taxes
 
34,230

 
54,559

Income tax expense
 
14,874

 
21,685

Net income
 
19,356

 
32,874

Preferred dividends and discounts
 
(2,000
)
 
(7,441
)
Net income applicable to common stockholders
 
$
17,356

 
$
25,433

 
 
 
 
 
Non-GAAP Measures of Performance: (1)
 
 
 
 
Revenue
 
$
155,938

 
$
167,578

Pre-tax, pre-provision operating earnings
 
37,809

 
60,293

 
 
 
 
 
Per Share Data:
 
 
 
 
Basic income per common share
 
$
0.57

 
$
0.84

Diluted income per common share
 
0.56

 
0.83

Tangible book value per common share
 
13.60

 
12.22

Weighted average common shares-basic
 
29,126,928

 
28,641,738

Weighted average common shares-diluted
 
29,345,162

 
28,977,242

Common shares outstanding-end of period
 
29,365,677

 
29,098,639

 
 
 
 
 
Performance Ratios (Annualized):
 
 
 
 
Return on average assets
 
0.68
%
 
1.15
%
Return on average common equity
 
8.93
%
 
13.73
%
Efficiency ratio (2)
 
75.44
%
 
66.85
%
 
 
 
 
 
Average Balance Sheet Data: (3)
 
 
 
 
Total assets
 
$
5,654,627

 
$
5,694,995

Investments
 
1,173,377

 
1,416,575

Cash equivalents
 
225

 
395

Loans held for sale
 
466,442

 
662,573

Loans
 
3,644,079

 
3,216,480

Total interest-earning assets
 
5,284,123

 
5,296,023

Interest-bearing deposits
 
2,848,408

 
2,459,847

Borrowings
 
1,185,007

 
1,309,129

Total interest-bearing liabilities
 
4,033,415

 
3,768,976

Noninterest-bearing deposits
 
1,043,738

 
1,264,451

Total stockholders' equity
 
488,734

 
574,418

 
 
 
 
 
Tax Equivalent Net Interest Margin:
 
 
 
 
Net interest income as stated
 
$
87,928

 
$
81,765

 Add: Tax equivalent adjust. - investment (4)
 
2,715

 
1,888

          Tax equivalent adjust. - loans (4)
 
21

 
58

Tax equivalent net interest income
 
$
90,664

 
$
83,711

Net interest margin without tax adjust.  
 
3.35
%
 
3.10
%
Net interest margin - tax equivalent (4)
 
3.45
%
 
3.18
%
Yield on earning assets without tax adjust.
 
3.73
%
 
3.63
%
Yield on earning assets - tax equivalent (4)
 
3.83
%
 
3.70
%
Yield on interest-bearing liabilities
 
0.50
%
 
0.74
%
Net interest spread - without tax adjust. 
 
3.23
%
 
2.89
%
Net interest spread - tax equivalent (4)
 
3.33
%
 
2.96
%
Footnotes:
(1)
Refer to Reconciliation of U.S. GAAP Financial Measures for a reconciliation to GAAP.
(2)
Efficiency ratio is determined by dividing noninterest expense by an amount equal to net interest income plus noninterest income, adjusted for gains or losses from investment securities.
(3)
Average balances are daily averages.
(4)
Adjustment reflects tax-exempt interest income on an equivalent before-tax basis assuming a tax rate of 35.0%

12


SUMMARY OF KEY PERIOD-END FINANCIAL DATA
(dollars in thousands)
Unaudited
    
 
Jun. 30, 2014
 
Mar. 31, 2014
 
Dec. 31, 2013
 
Sep. 30, 2013
 
Jun. 30, 2013
Condensed Balance Sheet Data:
 
 
 
 
 
 
 
 
 
Investment securities
$
1,093,079

 
$
1,100,056

 
$
1,120,731

 
$
1,420,906

 
$
1,434,326

Loans held for sale
697,155

 
436,086

 
473,890

 
498,276

 
693,937

Loans
3,693,003

 
3,651,013

 
3,648,375

 
3,628,658

 
3,302,548

Allowance for loan losses
81,687

 
82,891

 
81,864

 
85,013

 
83,576

Total assets
5,963,055

 
5,653,018

 
5,685,818

 
6,014,694

 
5,901,370

Total deposits
3,999,540

 
3,953,385

 
3,650,983

 
3,697,196

 
3,692,426

Total borrowings
1,362,791

 
1,129,704

 
1,464,934

 
1,652,258

 
1,515,462

Total stockholders' equity
499,295

 
482,560

 
464,551

 
544,719

 
560,274

 
 
 
 
 
 
 
 
 
 
Asset Quality Ratios:
 
 
 
 
 
 
 
 
 
Nonperforming loans
$
72,716

 
$
72,936

 
$
81,825

 
$
86,045

 
$
69,539

Nonperforming assets
79,975

 
82,886

 
91,874

 
100,434

 
89,333

Allowance for loan losses to total loans
2.21
%
 
2.27
%
 
2.24
%
 
2.34
%
 
2.53
%
Allowance for loan losses to nonperforming loans
112.34
%
 
113.65
%
 
100.05
%
 
98.80
%
 
120.19
%
Nonperforming assets to total loans plus repossessed property
2.16
%
 
2.26
%
 
2.51
%
 
2.76
%
 
2.69
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Capital Resources (Taylor Capital Group, Inc.):
 
 
 
 
 
 
 
 
 
Total Capital (to Risk Weighted Assets)
12.64
%
 
12.93
%
 
12.65
%
 
14.15
%
 
15.22
%
Tier I Capital (to Risk Weighted Assets)
11.38
%
 
11.67
%
 
11.40
%
 
12.89
%
 
13.96
%
Leverage (to average assets)
9.67
%
 
9.73
%
 
9.18
%
 
10.30
%
 
10.87
%
Total Capital
$
610,735

 
$
600,876

 
$
591,908

 
$
663,917

 
$
679,379

Tier I Capital
550,057

 
542,464

 
533,123

 
604,920

 
623,221





13


COMPOSITION OF LOAN PORTFOLIO (unaudited)
(dollars in thousands)

The following table presents the composition of the Company's loan portfolio as of the dates indicated:

 
 
June 30, 2014
 
March 31, 2014
 
December 31, 2013
Loans
 

Balance
 
Percent of Gross Loans
 

Balance
 
Percent of Gross Loans
 
Balance
 
Percent of Gross Loans
Commercial and industrial
 
$
1,997,356

 
53.9
%
 
$
1,940,095

 
53.0
%
 
$
1,935,377

 
52.9
%
Commercial real estate secured
 
1,084,034

 
29.2

 
1,109,042

 
30.3

 
1,124,227

 
30.7

Residential construction and land
 
46,565

 
1.3

 
45,417

 
1.2

 
46,079

 
1.3

Commercial construction and land
 
134,521

 
3.6

 
132,729

 
3.6

 
121,682

 
3.3

Lease receivables
 
156,968

 
4.2

 
143,091

 
3.9

 
132,013

 
3.6

Total commercial loans
 
3,419,444

 
92.2

 
3,370,374

 
92.0

 
3,359,378

 
91.8

Consumer
 
288,256

 
7.8

 
294,546

 
8.0

 
301,377

 
8.2

Gross loans
 
3,707,700

 
100.0
%
 
3,664,920

 
100.0
%
 
3,660,755

 
100.0
%
Less: Unearned discount
 
(14,697
)
 
 
 
(13,907
)
 
 
 
(12,380
)
 
 
Total loans
 
3,693,003

 
 
 
3,651,013

 
 
 
3,648,375

 
 
Less: Loan loss allowance
 
(81,687
)
 
 
 
(82,891
)
 
 
 
(81,864
)
 
 
Net loans
 
$
3,611,316

 
 
 
$
3,568,122

 
 
 
$
3,566,511

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loans Held for Sale
 
$
697,155

 
 
 
$
436,086

 
 
 
$
473,890

 
 

The following table provides details of the Company's commercial real estate portfolio:

 
 
June 30, 2014
 
March 31, 2014
 
December 31, 2013
Commercial real estate secured:
 

Balance
 
Percent of Total
 

Balance
 
Percent of Total
 

Balance
 
Percent of Total
Commercial non-owner occupied:
 
 
 
 
 
 
 
 
 
 
 
 
Retail strip centers or malls
 
$
79,747

 
7.4
%
 
$
95,371

 
8.6
%
 
$
102,195

 
9.1
%
Office/mixed use property
 
156,048

 
14.4

 
146,822

 
13.2

 
126,662

 
11.3

Commercial properties
 
124,067

 
11.4

 
123,796

 
11.2

 
126,608

 
11.3

Specialized – other
 
92,401

 
8.5

 
102,014

 
9.2

 
101,813

 
9.1

Other commercial properties
 
23,421

 
2.2

 
18,639

 
1.7

 
25,483

 
2.3

Farmland
 
2,198

 
0.2

 
2,227

 
0.2

 
2,256

 
0.2

Subtotal commercial non-owner occupied
 
477,882

 
44.1

 
488,869

 
44.1

 
485,017

 
43.3

Commercial owner-occupied
 
476,392

 
43.9

 
491,413

 
44.3

 
513,126

 
45.5

Multi-family properties
 
129,760

 
12.0

 
128,760

 
11.6

 
126,084

 
11.2

     Total commercial real estate
        secured
 
$
1,084,034

 
100.0
%
 
$
1,109,042

 
100.0
%
 
$
1,124,227

 
100.0
%

14


CREDIT QUALITY (unaudited)
(dollars in thousands)
 
 
At or for the Three Months Ended
 
 
Jun. 30, 2014
 
Mar. 31, 2014
 
Dec. 31, 2013
Nonperforming Assets:
 
 
 
 
 
 
Loans contractually past due 90 days or more but still accruing interest
 
$

 
$

 
$

Nonaccrual loans:
 
 
 
 
 
 
Commercial and industrial
 
$
18,008

 
$
17,841

 
$
15,879

Commercial real estate secured
 
24,937

 
26,589

 
37,474

Residential construction and land
 

 

 

Commercial construction and land
 
22,550

 
22,550

 
22,550

Consumer
 
7,221

 
5,956

 
5,922

Total nonaccrual loans
 
72,716

 
72,936

 
81,825

Total nonperforming loans
 
72,716

 
72,936

 
81,825

Other real estate owned and repossessed assets
 
7,259

 
9,950

 
10,049

Total nonperforming assets
 
$
79,975

 
$
82,886

 
$
91,874

 
 
 
 
 
 
 
Other Credit Quality Information:
 
 
 
 
 
 
Commercial criticized and classified loans (1)
 
 
 
 
 
 
Special mention
 
$
102,619

 
$
70,227

 
$
73,093

Substandard
 
42,748

 
47,368

 
39,012

Nonaccrual
 
65,495

 
66,980

 
75,903

Total commercial criticized and classified loans
 
$
210,862

 
$
184,575

 
$
188,008

Loans contractually past due 30 – 89 days and still accruing
 
$
8,270

 
$
8,035

 
$
5,189

Performing restructured loans
 
28,235

 
35,605

 
20,736

Recorded balance of impaired loans
 
93,793

 
106,066

 
96,451

Allowance for loan losses related to impaired loans
 
18,571

 
18,049

 
13,687

 
 
 
 
 
 
 
Allowance for Loan Losses Summary:
 
 
 
 
 
 
Allowance at beginning of period
 
$
82,891

 
$
81,864

 
$
85,013

(Charge-offs), net of recoveries:
 
 
 
 
 
 
Commercial and commercial real estate
 
(2,396
)
 
(1,819
)
 
(1,713
)
Real estate – construction and land
 
20

 
426

 
(2,232
)
Consumer
 
(328
)
 
(180
)
 
(304
)
Total net charge-offs
 
(2,704
)
 
(1,573
)
 
(4,249
)
Provision for loan losses
 
1,500

 
2,600

 
1,100

Allowance at end of period
 
$
81,687

 
$
82,891

 
$
81,864

 
 
 
 
 
 
 
Key Credit Ratios:
 
 
 
 
 
 
Nonperforming loans to total loans
 
1.97
%
 
2.00
%
 
2.24
%
Nonperforming assets to total loans plus repossessed property
 
2.16
%
 
2.26
%
 
2.51
%
Nonperforming assets to total assets
 
1.34
%
 
1.47
%
 
1.62
%
Annualized net charge-offs to average total loans
 
0.30
%
 
0.17
%
 
0.47
%
Allowance to total loans at end of period
 
2.21
%
 
2.27
%
 
2.24
%
Allowance to nonperforming loans
 
112.34
%
 
113.65
%
 
100.05
%
30 – 89 days past due to total loans
 
0.22
%
 
0.22
%
 
0.14
%
(1)
Commercial criticized and classified loans excludes consumer loans.


15


LOAN PORTFOLIO AGING (unaudited)
(dollars in thousands)

 
 
As of June 30, 2014
 
 
30-89 Days Past Due
 
>90 Days Past Due and Still Accruing
 
Nonaccrual
 
Current
 
Total Loans
 
% of Total Loans
 
Allowance for Loan Loss Allocation
Commercial and industrial
 
$
3,150

 
$

 
$
18,008

 
$
1,976,198

 
$
1,997,356

 
54
%
 
$
42,648

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial real estate secured:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial non-owner occupied:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Retail strip centers or malls
 
1,500

 

 
13,213

 
65,034

 
79,747

 
2
%
 
2,232

Office/mixed use property
 
105

 

 
302

 
155,641

 
156,048

 
4
%
 
2,472

Commercial properties
 

 

 
380

 
123,687

 
124,067

 
3
%
 
3,005

Specialized – other
 

 

 
4,528

 
87,873

 
92,401

 
3
%
 
1,295

Other commercial properties
 

 

 

 
23,421

 
23,421

 
1
%
 
325

Farmland
 

 

 

 
2,198

 
2,198

 
%
 
31

Subtotal commercial non-owner occupied
 
1,605

 

 
18,423

 
457,854

 
477,882

 
13
%
 
9,360

Commercial owner-occupied
 

 

 
6,353

 
470,039

 
476,392

 
13
%
 
7,931

Multi-family properties
 
203

 

 
161

 
129,396

 
129,760

 
4
%
 
2,041

     Total commercial real
        estate secured
 
1,808

 

 
24,937

 
1,057,289

 
1,084,034

 
30
%
 
19,332

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential construction and land:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential construction
 

 

 

 
32,567

 
32,567

 
1
%
 
2,354

Land
 

 

 

 
13,998

 
13,998

 
%
 
1,090

     Total residential
        construction and land
 

 

 

 
46,565

 
46,565

 
1
%
 
3,444

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial construction and land
 

 

 
22,550

 
111,971

 
134,521

 
4
%
 
8,309

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Lease receivables, net of unearned discount
 

 

 

 
142,271

 
142,271

 
4
%
 
854

Total commercial loans
 
4,958

 

 
65,495

 
3,334,294

 
3,404,747

 
93
%
 
74,587

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Consumer loans
 
3,312

 

 
7,221

 
277,723

 
288,256

 
7
%
 
7,100

Total loans
 
$
8,270

 
$

 
$
72,716

 
$
3,612,017

 
$
3,693,003

 
100
%
 
$
81,687



16


FUNDING LIABILITIES (unaudited)
(dollars in thousands)

The following table presents the distribution of the Company’s average deposit account balances for the periods indicated:
 
For the Three Months Ended
 
June 30, 2014
 
March 31, 2014
 
June 30, 2013
 
Average Balance
 
Percent of Deposits
 
Average Balance
 
Percent of Deposits
 
Average Balance
 
Percent of Deposits
Noninterest-bearing deposits
$
1,075,637

 
27.3
%
 
$
1,011,485

 
26.4
%
 
$
1,195,709

 
32.4
%
 
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing deposits:
 
 
 
 
 
 
 
 
 
 
 
Commercial interest checking
378,228

 
9.6

 
377,103

 
9.8

 
159,627

 
4.3

NOW accounts
548,627

 
13.9

 
555,784

 
14.5

 
674,375

 
18.3

Savings deposits
41,408

 
1.0

 
40,600

 
1.1

 
40,920

 
1.1

Money market accounts
635,176

 
16.1

 
694,531

 
18.1

 
768,425

 
20.8

Brokered money market deposits
3,790

 
0.1

 
9,085

 
0.2

 

 

Certificates of deposit
519,660

 
13.2

 
476,370

 
12.4

 
550,454

 
14.9

Brokered certificates of deposit
382,430

 
9.7

 
290,749

 
7.6

 
162,299

 
4.4

CDARS time deposits
297,058

 
7.5

 
334,262

 
8.7

 
127,802

 
3.5

Public time deposits
63,797

 
1.6

 
47,921

 
1.2

 
10,635

 
0.3

Total interest-bearing deposits
2,870,174

 
72.7

 
2,826,405

 
73.6

 
2,494,537

 
67.6

Total deposits
$
3,945,811

 
100.0
%
 
$
3,837,890

 
100.0
%
 
$
3,690,246

 
100.0
%

The following table sets forth the period-end balances of total deposits as of each of the dates indicated below.

 
 
Jun. 30, 2014
 
Mar. 31, 2014
 
Dec. 31, 2013
Noninterest-bearing deposits
 
$
1,113,886

 
$
1,068,207

 
$
1,048,946

 
 
 
 
 
 
 
Interest-bearing deposits:
 
 
 
 
 
 
Commercial interest checking
 
373,533

 
373,467

 
377,631

NOW accounts
 
545,817

 
572,259

 
566,269

Savings accounts
 
40,485

 
41,229

 
40,357

Money market accounts
 
603,134

 
684,358

 
698,302

Brokered money market deposits
 
13,743

 
6,081

 
51,124

Certificates of deposit
 
517,645

 
507,239

 
472,222

Brokered certificates of deposit
 
415,272

 
428,502

 
203,715

CDARS time deposits
 
298,837

 
214,479

 
142,835

Public time deposits
 
77,188

 
57,564

 
49,582

Total interest-bearing deposits
 
2,885,654

 
2,885,178

 
2,602,037

Total deposits
 
$
3,999,540

 
$
3,953,385

 
$
3,650,983



 

17


SUMMARY OF QUARTERLY SEGMENT FINANCIAL DATA (unaudited)
(dollars in thousands)

 
 
For the Three Months Ended
 
 
Jun. 30, 2014
 
Mar. 31, 2014
 
Dec. 31, 2013
 
Sep. 30, 2013
 
Jun. 30, 2013
 
BANKING:
 
 
 
 
 
 
 
 
 
 
 
Net interest income
 
$
40,041

 
$
40,528

 
$
40,975

 
$
40,780

 
$
37,175

 
Provision for loan losses
 
1,505

 
2,603

 
1,210

 
233

 
946

 
Total noninterest income
 
6,664

 
6,001

 
12,428

 
7,284

 
7,528

 
Total noninterest expense
 
26,317

 
25,947

 
28,363

 
23,473

 
25,770

 
Income before income taxes
 
18,883

 
17,979

 
23,830

 
24,358

 
17,987

 
Income tax expense
 
7,458

 
7,102

 
9,413

 
9,621

 
7,105

 
Net income
 
$
11,425

 
$
10,877

 
$
14,417

 
$
14,737

 
$
10,882

 

 
 
For the Three Months Ended
 
 
Jun. 30, 2014
 
Mar. 31, 2014
 
Dec. 31, 2013
 
Sep. 30, 2013
 
Jun. 30, 2013
 
MORTGAGE BANKING:
 
 
 
 
 
 
 
 
 
 
 
Net interest income
 
$
5,443

 
$
4,735

 
$
5,517

 
$
6,499

 
$
5,742

 
Provision for loan losses
 
(5
)
 
(3
)
 
(110
)
 
67

 
(246
)
 
Noninterest income:
 
 
 
 
 
 
 
 
 
 
 
Loan origination income
 
18,591

 
11,292

 
13,943

 
17,249

 
29,355

 
Net servicing income
 
13,650

 
11,763

 
13,226

 
7,896

 
9,176

 
Total noninterest income
 
32,241

 
23,055

 
27,169

 
25,145

 
38,531

 
Total noninterest expense
 
32,459

 
27,943

 
29,222

 
29,063

 
29,086

 
Income (loss) before income taxes
 
5,230

 
(150
)
 
3,574

 
2,514

 
15,433

 
Income tax expense (benefit)
 
1,918

 
(278
)
 
1,033

 
(19
)
 
4,928

 
Net income
 
$
3,312

 
$
128

 
$
2,541

 
$
2,533

 
$
10,505

 
 
 
 
 
 
 
 
 
 
 
 
 
Origination Volume
 
$
1,346,150

 
$
1,052,106

 
$
1,169,098

 
$
1,596,431

 
$
1,874,248

 
Refinance %
 
31
%
 
41
%
 
40
%
 
37
%
 
62
%
 
Purchase %
 
69
%
 
59
%
 
60
%
 
63
%
 
38
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Period-End Balances
 
 
Jun. 30, 2014
 
Mar. 31, 2014
 
Dec. 31, 2013
 
Sep. 30, 2013
 
Jun. 30, 2013
 
Mortgage servicing book
 
$
20,881,040

 
$
20,136,044

 
$
18,496,230

 
$
16,431,269

 
$
12,740,176

 
Mortgage servicing rights
 
227,730

 
227,695

 
216,111

 
184,237

 
145,729

 

The Company has identified two operating segments for purposes of financial reporting: Banking and Mortgage Banking. The Banking operating segment includes commercial banking, asset-based lending, equipment finance, retail banking and all other functions that support those units. The Mortgage Banking operating segment originates mortgage loans for sale to investors and for the Company's portfolio through its retail and third party channels. This segment also services mortgage loans for various investors and for loans owned by the Company. Segment results are presented based on our management accounting practices. The information presented in our segment reporting is based on internal allocations, which involve management judgment and is subject to periodic adjustments and enhancements. In addition, the Company utilizes an Other category that includes subordinated debt expense, certain parent company activities, expenses related to the pending merger with MB Financial, and residual income tax expense or benefit.


18


RECONCILIATION OF U.S. GAAP FINANCIAL MEASURES (unaudited)
(dollars in thousands)

The following reconciles the income before income taxes to pre-tax, pre-provision operating earnings for the periods indicated.
 
 
For the Three Months Ended
 
 
Jun. 30, 2014
 
Mar. 31, 2014
 
Dec. 31, 2013
 
Sep. 30, 2013
 
Jun. 30, 2013
 
Income before income taxes
 
$
18,441

 
$
15,789

 
$
21,665

 
$
23,657

 
$
26,212

 
Add back (subtract):
 
 
 
 
 
 
 
 
 
 
 
Credit costs:
 
 
 
 
 
 
 
 
 
 
 
Provision for loan losses
 
1,500

 
2,600

 
1,100

 
300

 
700

 
Nonperforming asset expense
 
(652
)
 
166

 
2,246

 
(836
)
 
(1,198
)
 
Credit costs subtotal
 
848

 
2,766

 
3,346

 
(536
)
 
(498
)
 
Other:
 
 
 
 
 
 
 
 
 
 
 
Gain on sales of investment securities
 

 
(35
)
 
(5,891
)
 
(61
)
 
(6
)
 
Early extinguishment of debt
 

 

 

 

 
5,380

 
Other subtotal
 

 
(35
)
 
(5,891
)
 
(61
)
 
5,374

 
Pre-tax, pre-provision operating earnings
 
$
19,289

 
$
18,520

 
$
19,120

 
$
23,060

 
$
31,088

 

The following details the components of revenue for the periods indicated.
 
 
For the Three Months Ended
 
 
Jun. 30, 2014
 
Mar. 31, 2014
 
Dec. 31, 2013
 
Sep. 30, 2013
 
Jun. 30, 2013
 
Net interest income
 
$
44,074

 
$
43,854

 
$
45,204

 
$
46,027

 
$
41,082

 
Noninterest income
 
38,947

 
29,098

 
39,640

 
32,472

 
46,101

 
Add back (subtract):
 
 
 
 
 
 
 
 
 
 
 
Gain on sales of investment securities
 

 
(35
)
 
(5,891
)
 
(61
)
 
(6
)
 
Revenue
 
$
83,021

 
$
72,917

 
$
78,953

 
$
78,438

 
$
87,177

 

The following details the components of normalized net income for the periods indicated.
 
 
For the Three Months Ended
 
 
Jun. 30, 2014
 
Mar. 31, 2014
 
Dec. 31, 2013
 
Sep. 30, 2013
 
Jun. 30, 2013
 
Net income
 
$
9,412

 
$
9,944

 
$
14,964

 
$
14,169

 
$
15,617

 
Normalizing items (after-tax):
 
 
 
 
 
 
 
 
 
 
 
Gain on sales of investment securities
 

 
(22
)
 
(3,652
)
 
(38
)
 
(4
)
 
Fines and penalties
 
4,110

 
 
 
 
 
 
 
 
 
Fair value of standby commitment
 
1,158

 
 
 
 
 
 
 
 
 
Merger and other strategic initiative expense
 
1,980

 
418

 
2,786

 
1,243

 
22

 
Early extinguishment of debt
 

 

 

 

 
3,336

 
Normalized net income
 
$
16,660

 
$
10,340

 
$
14,098

 
$
15,374

 
$
18,971

 

The Company's accounting and reporting policies conform to U.S. generally accepted accounting principles ("GAAP") and general practice within the banking industry. Management uses certain non-GAAP financial measures to evaluate the Company’s financial performance and has provided the non-GAAP measures of pre-tax, pre-provision operating earnings, revenue and normalized net income. Management believes that these measures are useful because they provide a more comparable basis for evaluating financial performance from period to period. In the pre-tax, pre-provision operating earnings non-GAAP financial measure, the provision for loan losses, nonperforming asset expense and certain non-recurring items, such as gains and losses on investment securities and early extinguishment of debt are excluded from the determination of operating results. The non-GAAP measure of revenue is calculated as the sum of net interest income and noninterest income adjusted by investment securities gains and losses. The normalized net income non-GAAP measure is equal to net income adjusted for gains and losses on investment securities, fines and penalties, fair value of standby commitment, merger and other strategic initiative expense and early extinguishment of debt. These are items which management has deemed to be outside the normal course of business operations.

19