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8-K - 8-K - STERLING BANCORPstlform8-kpressrelease0630.htm
 
Sterling Bancorp
 
400 Rella Boulevard
 
Montebello, NY 10901-4243
 
 
News Release
T 845.369.8040
F 845.369.8255
 
 
http://www.sterlingbancorp.com
FOR IMMEDIATE RELEASE
 
July 28, 2014
 
 
 
STERLING BANCORP CONTACT:
 
Luis Massiani, EVP & Chief Financial Officer
 
845.369.8040
 

Sterling Bancorp Announces Results for the Third Fiscal Quarter and Nine Months ended June 30, 2014
Strong quarter performance highlighted by core diluted earnings per share2 of $0.19, GAAP diluted earnings per share of $0.18, and annualized commercial loan growth of 33.4%.

Key Highlights for the Third Fiscal Quarter 2014
Total revenue1 reached $70.7 million.
Tax equivalent net interest margin was 3.84%, compared to 3.76% in the linked quarter and 3.46% in the third quarter of fiscal 2013.
Total non-interest income excluding securities gains was $12.3 million, which represented 17.4% of total revenue1.
Core total revenue growth2 of 6.5% versus an increase in core non-interest expense of 12 basis points (linked quarter).
Core operating efficiency2 ratio was 57.8%.
Annualized commercial loan growth of 33.4% over linked quarter.
Core return on average tangible assets2 was 0.95%, compared to 0.84% in the linked quarter and 0.68% in the third quarter of fiscal 2013.
Core return on average tangible equity2 was 12.4%, compared to 10.7% in the linked quarter and 7.5% in the third quarter of fiscal 2013.

MONTEBELLO, N.Y. – July 28, 2014 – Sterling Bancorp (NYSE: STL), the parent company of Sterling National Bank, today announced results for the quarter and nine months ended June 30, 2014. Net income for the quarter was $15.0 million, or $0.18 per diluted share, compared to net income of $6.4 million, or $0.15 per diluted share for the same quarter last year and net income of $10.3 million, or $0.12 per diluted share, for the linked quarter ended March 31, 2014. For the nine months ended June 30, 2014, net income was $11.3 million, or $0.14 per diluted share, compared to net income of $19.9 million, or $0.45 per diluted share for the nine months ended June 30, 2013.

President’s Comments
Jack Kopnisky, President and CEO, commented: “The quarter was highlighted by higher profitability, strong loan growth and significant operating leverage, as we continued to successfully execute our strategy of building a high performance regional bank that delivers superior service to our small and middle market commercial clients and consumers. We continue to make significant progress in the integration of legacy Sterling Bancorp, as evidenced by our strong results in the quarter. Our earnings, balance sheet growth and operating efficiency continue to gain momentum and are on-track to achieve our long-term targets.”

1. Total revenue is equal to net interest income plus non-interest income excluding securities gains and losses.
2. Core measures are defined in the Non-GAAP tables beginning on page 10.

1



“Core net income for the quarter was $15.7 million and core earnings per diluted share were $0.19, increasing over both the linked and year ago quarters. Our core return on average tangible assets was 0.95% and core return on average tangible equity was 12.4%. This compares to 0.68% and 7.5%, respectively for the same quarter a year ago.

“On a linked quarter basis, our core total revenue grew 6.5% while core non-interest expense increased by 0.12%. We are realizing the anticipated revenue and expense benefits of the merger with legacy Sterling Bancorp and the consolidation of our financial centers and other locations. For the quarter, our core operating efficiency ratio was 57.8%, which compares to 61.4% in the linked quarter and 59.1% in the same quarter a year ago.
 
“We experienced strong loan growth across multiple asset classes. As of June 30, 2014, total loans including loans held for sale were $4.6 billion, which represented annualized growth of 29.4% over the prior quarter end. Our commercial loan balances grew by $286.2 million to $3.7 billion, which represented annualized growth of 33.4% over the prior quarter end.

“Our funding and liquidity position remains strong. As of June 30, 2014, our retail, commercial and municipal transaction, money market and savings accounts were $4.5 billion, which represented 87.4% of our total deposit balances. A key component of our strategy is to continue growing commercial deposits. During the quarter, commercial transaction deposits increased by $48.0 million, which represented growth of 8.5% over the linked quarter.

“We continue to focus on diversifying and improving our revenue mix. Non-interest income excluding securities gains was $12.3 million for the quarter, which represented approximately 17.4% of total revenue. We have a significant opportunity to grow our specialty lending businesses, which we anticipate will allow us to grow fee income and increase the proportion of fee income to total revenue to approximately 20% - 25% over time.

“Net charge-offs against the allowance for loan losses for the quarter ended June 30, 2014 were $1.6 million, compared to $3.4 million in the prior quarter. The allowance for loan losses to total loans, excluding loans acquired in the Gotham and legacy Sterling Bancorp transactions that were recorded at fair value at their acquisition dates and continue to carry no allowance, was 1.05%. The ratio of allowance for loan losses to non-performing loans continues to strengthen and increased from 53.1% at March 31, 2014 to 64.0% at June 30, 2014.

“All of the issued and outstanding 8.375% Cumulative Trust Preferred Securities of Sterling Bancorp Trust I were redeemed on June 1, 2014, which will generate significant interest expense savings.

“Our capital position remains strong. At June 30, 2014, our tangible equity to tangible assets ratio was 7.60% and our Tier 1 leverage ratio at Sterling National Bank was 9.42%. We have ample capital and liquidity to support our growth and execute our strategy. Lastly, I am pleased to announce our Board of Directors has declared a dividend on our common stock of $0.07 per share payable on August 14, 2014 to our holders on the record date of August 4, 2014.”

Reconciliation of Core to GAAP Results
Results for the third fiscal quarter of 2014 were impacted by pre-tax gains of $2.8 million and pre-tax charges of $3.8 million, which are listed below. Excluding the impact of these items, net income was $15.7 million, or $0.19 per diluted share.
A gain on the sale of a financial center location of $925 thousand. The gain was recognized as a reduction of foreclosed property expense.
A gain on sale of securities of $1.2 million.
A gain on the redemption of the 8.375% Cumulative Preferred Trust Securities of $712 thousand. The gain was recognized as a reduction of other non-interest expense.
Costs associated with the banking systems conversion of $1.7 million, which included the payment of a contract termination fee to our current service provider. The charges were recognized as other non-interest expense.
A charge to exit certain financial center locations of $571 thousand, which was recognized in other non-interest expense.
Amortization of non-compete intangible assets of $1.5 million.

Results for the nine months ended June 30, 2014 were impacted by merger-related expenses associated with the legacy Sterling Bancorp merger transaction, and charges for asset write-downs, the settlement of benefit plan obligations and other charges. In total, merger-related expenses and other charges were $40.8 million the nine months ended June 30, 2014. Excluding the impact of these items, net income for the nine months ended June 30, 2014 was $39.8 million, or $0.50 per diluted share.

See the reconciliation of the Companys non-GAAP financial measures included in this press release beginning on page 10. Non-GAAP financial measures include references to the terms coreor excluding”.


2


Net Interest Income and Margin        
Third quarter fiscal 2014 compared to the third quarter fiscal 2013
Net interest income was $58.5 million, up $30.1 million compared to the third quarter of fiscal 2013. This was mainly the result of higher average loans and investment securities balances and an increase in net interest margin due to the merger transaction with legacy Sterling Bancorp. The tax-equivalent yield on investments increased 37 basis points and yield on loans increased 24 basis points. Yield on loans included $2.9 million in accretion of the fair value discount associated with the loans acquired from Gotham and legacy Sterling Bancorp. The cost of total deposits was 18 basis points and the cost of borrowings was 2.44%. The net interest margin on a tax-equivalent basis was 3.84% compared to 3.46% for the same period a year ago.

Third quarter fiscal 2014 compared with linked quarter ended March 31, 2014
Net interest income increased $4.4 million compared to the linked quarter ended March 31, 2014. The increase in net interest income for the third quarter was due to higher average loans and investment securities balances and an increase in net interest margin. Average earning assets for the quarter were $6.3 billion, the yield on loans was 5.04% and tax-equivalent yield on interest earning assets was 4.30%. Tax-equivalent net interest margin increased to 3.84% from 3.76% in the linked quarter.

Non-interest Income
Third quarter fiscal 2014 compared with third quarter fiscal 2013
Excluding net gains on sale of securities, non-interest income increased $7.6 million to $12.3 million during the third quarter of fiscal 2014. The increase was mainly due to an increase in fees associated with service charges on deposits, fees generated in the factoring and payroll finance businesses and gain on sale income in mortgage banking. The Company realized a net gain on sale of securities of $1.2 million for the third quarter of fiscal 2014 compared to net gain on sale of securities of $1.9 million in the year ago quarter.

Third quarter fiscal 2014 compared with linked quarter ended March 31, 2014
Excluding net gains and losses on sale of securities, non-interest income decreased $77 thousand to $12.3 million during the third fiscal quarter of 2014. The decrease was mainly due to lower levels of gain on sale income in mortgage banking. The Company realized a net gain on sale of securities of $60 thousand in the linked quarter ended March 31, 2014.

Non-interest Expense
Third quarter fiscal 2014 compared with third quarter fiscal 2013
Non-interest expense increased $23.1 million relative to the third quarter of fiscal 2013 to $44.9 million, principally the result of increased compensation and benefits expense, occupancy and office operations expense, and other expenses due to the legacy Sterling Bancorp merger transaction. Other expenses for the quarter included a charge related to the banking systems conversion of $1.2 million, a charge to exit certain financial center locations of $571 thousand, and the amortization of non-compete agreements of approximately $1.5 million. The charge related to the banking systems conversion mainly consisted of an early contract termination fee to our current provider and consulting fees and personnel training costs incurred in connection with the integration of the legacy Provident Bank and legacy Sterling National Bank technology systems. Other expenses also included a favorable gain on the sale of a financial center of $925 thousand included in foreclosed property expense, and a gain on the redemption of the Company’s 8.375% Cumulative Trust Preferred Securities of $712 thousand.

Third quarter fiscal 2014 compared with the linked quarter ended March 31, 2014
Non-interest expense decreased $1.8 million compared to the linked quarter. Other expenses in the second fiscal quarter included merger-related expenses of $388 thousand, a charge related to the core banking systems conversion of $423 thousand, severance compensation of $255 thousand, a charge on the settlement of the legacy Provident employee stock ownership plan and a portion of the legacy Sterling Bancorp defined benefit pension plan obligations of $1.5 million and the amortization of non-compete agreements of $1.5 million.

Income Taxes
In the third quarter of fiscal 2014 the Company recorded income taxes at a rate of 28.7% compared to an effective tax rate of 30.8% in the linked quarter and 30.8% for the same period in fiscal 2013. During the quarter, the Company completed the income tax returns for fiscal year 2013 which resulted in an adjustment to the effective estimated tax rate for fiscal 2014.

3


Key Balance Sheet Highlights at June 30, 2014
Total assets were $7.3 billion.
Total loans including loans held for sale were $4.6 billion.
Commercial and industrial loans represented 43.8%, commercial real estate loans represented 37.6%, consumer and residential mortgage loans represented 16.4%, and acquisition, development and construction loans represented 2.2% of the total loan portfolio.
Commercial loan growth, which includes commercial and industrial loans, commercial real estate loans and specialty lending businesses was $286.3 million for the quarter ended June 30, 2014, and represented annualized growth of 33.4% over the prior quarter.
Securities, excluding FHLB and FRB stock, were $1.7 billion and represented 23.9% of total assets.
Total deposits were $5.1 billion.
Transaction, money market and savings deposits (including municipal deposits) were $4.5 billion and represented 87.4% of total deposits.
The allowance for loan losses was $36.4 million and represented 1.05% of total loans excluding the impact of loans acquired in the Gotham and the legacy Sterling Bancorp merger transactions that were recorded at fair value at the acquisition date and continue to carry no allowance for loan losses.
Tangible book value per share was $6.20.

Credit Quality
Non-performing loans decreased $3.5 million to $56.8 million, or 1.18% of total loans at June 30, 2014 compared to $60.3 million, or 1.30% of total loans at March 31, 2014. Net charge-offs for the third quarter that were charged to the allowance for loan losses were $1.6 million compared to $3.4 million in the linked quarter. The allowance for loan losses at June 30, 2014 was $36.4 million, which represented 64.0% of non-performing loans and 0.80% of our total loan portfolio. The increase in the balance of the allowance for loan losses was mainly related to the higher balance of loans outstanding at June 30, 2014. The allowance for loan losses to total loans, excluding loans acquired in the Gotham and legacy Sterling Bancorp merger transactions that were recorded at fair value at the acquisition dates and continue to carry no allowance, was 1.05% at June 30, 2014. Please refer to the Company’s reconciliation of this non-GAAP measure on page 10.

Capital
The Company’s stockholders’ equity was $953.4 million at June 30, 2014, an increase of $470.6 million relative to September 30, 2013. The increase in stockholders’ equity was mainly the result of the legacy Sterling Bancorp merger transaction, which increased capital by $457.4 million. Other contributors to the change in capital included fiscal year to date net income of $11.3 million, an increase in other comprehensive income of $7.6 million and items related to stock-based compensation of $5.6 million. These increases were partially offset by dividends of $11.7 million declared during the first nine months of fiscal 2014.

Tangible book value per share decreased from $7.08 at September 30, 2013 to $6.20 at June 30, 2014. Total goodwill and other intangible assets were $435.2 million at June 30, 2014, an increase of $266.2 million over September 30, 2013. For the quarter ended June 30, 2014, basic and diluted weighted average common shares outstanding increased to 83.6 million and 83.8 million, respectively, compared to 43.7 million basic shares and 43.9 million diluted shares, respectively, for the quarter ended September 30, 2013. The increase in weighted average basic and diluted shares is mainly the result of the issuance of 39.1 million shares of common stock on October 31, 2013 in connection with the legacy Sterling Bancorp merger transaction. Total shares outstanding at June 30, 2014 were approximately 83.6 million.

Consolidated tangible equity to tangible assets was 7.60% at June 30, 2014 and Sterling National Bank remained well capitalized with a Tier 1 leverage ratio of 9.42%.

Sterling Bancorp will host a teleconference and webcast on Tuesday, July 29, 2014 at 10:30 AM EDT to discuss the Company’s results. Interested parties are invited to listen to the webcast and view accompanying slides on the Company’s website www.sterlingbancorp.com. Analysts are invited to listen by dialing (855) 877-0343, Conference ID #68944927. A replay of the teleconference can be accessed through the Company’s website.

About Sterling Bancorp
Sterling Bancorp, of which the principal subsidiary is Sterling National Bank, specializes in the delivery of service and solutions to business owners, their families and consumers within the communities we serve through teams of dedicated and experienced relationship managers. Sterling National Bank offers a complete line of commercial, business, and consumer banking products and services. For more information, visit the Sterling Bancorp website at www.sterlingbancorp.com.

4



CAUTION CONCERNING FORWARD-LOOKING STATEMENTS
This release may contain “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements may concern Sterling Bancorp’s current expectations about its future results, plans, operations and prospects and involve certain risks, including the following: difficulties and delays in integrating the combined businesses of Provident New York Bancorp and legacy Sterling Bancorp or fully realizing cost savings and other benefits; inflation; the effects of, and changes in, trade; changes in asset quality and credit risk; introduction, withdrawal, success and timing of business initiatives; capital management activities; customer disintermediation; and the success of Sterling Bancorp in managing those risks. Other factors that could cause Sterling Bancorp’s actual results to differ from those indicated in forward-looking statements are included in the “Risk Factors” section of Sterling Bancorp’s filings with the Securities and Exchange Commission. The forward-looking statements speak only as of the date they are made and we undertake no obligation to update these forward-looking statements to reflect events or circumstances that occur after the date on which such statements were made.

Financial information contained in this release should be considered to be an estimate pending the filing with the Securities and Exchange Commission of the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2014. While the Company is not aware of any need to revise the results disclosed in this release, accounting literature may require information received by management between the date of this release and the filing of the Form 10-Q to be reflected in the results of the fiscal period, even though the new information was received by management subsequent to the date of this release.


5

Sterling Bancorp and Subsidiaries                                        CONSOLIDATED CONDENSED STATEMENTS OF FINANCIAL CONDITION                        (unaudited, in thousands, except share and per share data)    

 
 
6/30/2014
 
9/30/2013
 
6/30/2013
Assets:
 
 
 
 
 
 
Cash and due from banks
 
$
216,509

 
$
113,090

 
$
109,166

Investment securities
 
1,730,980

 
1,208,392

 
1,065,724

Loans held for sale
 
20,217

 
1,011

 
1,539

Loans:
 
 
 
 
 
 
Residential mortgage
 
528,176

 
400,009

 
369,613

Commercial real estate
 
1,721,522

 
1,277,037

 
1,210,248

Commercial and industrial
 
2,006,008

 
439,787

 
453,145

Acquisition, development and construction
 
102,090

 
102,494

 
106,198

Consumer
 
200,828

 
193,571

 
197,330

Total loans, gross
 
4,558,624

 
2,412,898

 
2,336,534

Allowance for loan losses
 
(36,350
)
 
(28,877
)
 
(28,374
)
Total loans, net
 
4,522,274

 
2,384,021

 
2,308,160

Federal Home Loan Bank (“FHLB”) and Federal Reserve Bank Stock, at cost
 
74,078

 
24,312

 
28,368

Accrued interest receivable
 
16,569

 
11,698

 
11,320

Premises and equipment, net
 
48,286

 
36,520

 
37,473

Goodwill
 
387,325

 
163,117

 
163,117

Other intangibles
 
47,860

 
5,891

 
6,201

Bank owned life insurance
 
118,689

 
60,914

 
60,412

Other real estate owned
 
5,017

 
6,022

 
4,376

Other assets
 
62,925

 
34,184

 
28,573

Total assets
 
$
7,250,729

 
$
4,049,172

 
$
3,824,429

Liabilities:
 
 
 
 
 
 
Deposits
 
$
5,102,457

 
$
2,962,294

 
$
2,739,214

FHLB borrowings
 
939,868

 
442,602

 
532,367

Other borrowings
 
23,601

 
20,351

 
20,438

Senior notes
 
98,308

 
98,033

 

Mortgage escrow funds
 
3,980

 
12,646

 
25,915

Other liabilities
 
129,082

 
30,380

 
26,330

Total liabilities
 
6,297,296

 
3,566,306

 
3,344,264

Stockholders’ equity
 
953,433

 
482,866

 
480,165

Total liabilities and stockholders’ equity
 
$
7,250,729

 
$
4,049,172

 
$
3,824,429

 
 
 
 
 
 
 
Shares of common stock outstanding at period end
 
83,600,529

 
44,351,046

 
44,353,276

Book value per share
 
$
11.40

 
$
10.89

 
$
10.83

Tangible book value per share
 
6.20

 
7.08

 
7.01



6

Sterling Bancorp and Subsidiaries                                        CONSOLIDATED CONDENSED INCOME STATEMENTS
(unaudited, in thousands, except share and per share data)    

 
 
 For the Quarter Ended
 
For the Nine Months Ended
 
 
6/30/2014
 
3/31/2014
 
6/30/2013
 
6/30/2014
 
6/30/2013
Interest and dividend income:
 
 
 
 
 
 
 
 
 
 
Loans and loan fees
 
$
54,189

 
$
50,312

 
$
26,638

 
$
147,789

 
$
80,087

Securities taxable
 
8,005

 
7,573

 
4,189

 
22,479

 
12,761

Securities non-taxable
 
2,751

 
2,674

 
1,500

 
7,587

 
4,447

Other earning assets
 
816

 
766

 
266

 
1,941

 
863

Total interest income
 
65,761

 
61,325

 
32,593

 
179,796

 
98,158

Interest expense:
 
 
 
 
 
 
 
 
 
 
Deposits
 
2,319

 
2,394

 
1,151

 
6,542

 
4,872

Borrowings
 
4,991

 
4,903

 
3,125

 
14,899

 
9,227

Total interest expense
 
7,310

 
7,297

 
4,276

 
21,441

 
14,099

Net interest income
 
58,451

 
54,028

 
28,317

 
158,355

 
84,059

Provision for loan losses
 
5,950

 
4,800

 
3,900

 
13,750

 
9,450

Net interest income after provision for loan losses
 
52,501

 
49,228

 
24,417

 
144,605

 
74,609

Non-interest income:
 
 
 
 
 
 
 
 
 
 
Accounts receivable / factoring commissions and other fees
 
3,613

 
3,500

 

 
9,332

 

Mortgage banking income
 
1,927

 
2,383

 
429

 
5,926

 
1,682

Deposit fees and service charges
 
3,897

 
3,904

 
2,615

 
11,745

 
8,129

Net gain on sale of securities
 
1,193

 
60

 
1,945

 
607

 
5,590

Investment management fees
 
681

 
542

 
613

 
1,763

 
1,740

Bank owned life insurance
 
820

 
729

 
496

 
2,289

 
1,496

Other
 
1,340

 
1,297

 
483

 
3,422

 
2,455

Total non-interest income
 
13,471

 
12,415

 
6,581

 
35,084

 
21,092

Non-interest expense:
 
 
 
 
 
 
 
 
 
 
Compensation and benefits
 
23,381

 
25,263

 
11,320

 
72,199

 
35,424

Stock-based compensation plans
 
780

 
927

 
547

 
2,698

 
1,726

Occupancy and office operations
 
6,992

 
7,254

 
3,423

 
20,579

 
11,187

Merger-related expenses
 

 
388

 
1,516

 
9,455

 
2,058

Advertising and promotion
 
963

 
422

 
307

 
1,694

 
1,086

Professional fees
 
1,683

 
1,500

 
526

 
5,000

 
2,653

Data and check processing
 
1,117

 
663

 
588

 
2,375

 
2,060

Amortization of intangible assets
 
2,511

 
2,511

 
337

 
6,897

 
986

FDIC insurance and regulatory assessments
 
1,795

 
1,567

 
875

 
4,527

 
2,346

Other real estate owned, net (income) expense
 
(881
)
 
61

 
(28
)
 
(452
)
 
1,172

Other
 
6,563

 
6,167

 
2,378

 
39,675

 
6,976

Total non-interest expense
 
44,904

 
46,723

 
21,789

 
164,647

 
67,674

Income before income tax expense
 
21,068

 
14,920

 
9,209

 
15,042

 
28,027

Income tax expense
 
6,057

 
4,588

 
2,833

 
3,701

 
8,102

Net income
 
$
15,011

 
$
10,332

 
$
6,376

 
$
11,341

 
$
19,925

Basic earnings per share
 
$
0.18

 
$
0.12

 
$
0.15

 
$
0.14

 
$
0.46

Diluted earnings per share
 
0.18

 
0.12

 
0.15

 
0.14

 
0.45

Dividends declared per share
 
0.07

 
0.07

 
0.06

 
0.14

 
0.18

Weighted average common shares:
 
 
 
 
 
 
 
 
 
 
Basic
 
83,580,050

 
83,497,765

 
43,801,867

 
79,142,738

 
43,766,402

Diluted
 
83,806,135

 
83,794,107

 
43,906,158

 
79,401,731

 
43,850,601


7

Sterling Bancorp and Subsidiaries                                        SELECTED FINANCIAL DATA
(unaudited, in thousands, except share and per share data)    

 
As of and for the Quarter Ended
End of Period
6/30/2014
 
3/31/2014
 
12/31/2013
 
9/30/2013
 
6/30/2013
Total assets
$
7,250,729

 
$
6,924,419

 
$
6,667,437

 
$
4,049,172

 
$
3,824,429

Securities available for sale
1,160,510

 
1,233,310

 
1,153,313

 
954,393

 
889,747

Securities held to maturity
570,470

 
527,265

 
508,337

 
253,999

 
175,977

Loans, gross 1
4,558,624

 
4,244,354

 
4,127,141

 
2,412,898

 
2,336,534

Goodwill
387,325

 
387,286

 
387,517

 
163,117

 
163,117

Other intangibles
47,860

 
50,441

 
53,020

 
5,891

 
6,201

Deposits
5,102,457

 
5,211,724

 
4,920,564

 
2,962,294

 
2,739,214

Municipal deposits (included above)
824,522

 
926,618

 
673,656

 
757,066

 
465,566

Borrowings
1,061,777

 
634,516

 
696,270

 
560,986

 
552,805

Stockholders’ equity
953,433

 
936,466

 
925,109

 
482,866

 
480,165

Tangible equity
518,248

 
498,739

 
484,572

 
313,858

 
310,847

Average Balances
 
 
 
 
 
 
 
 
 
Total assets
$
7,048,328

 
$
6,747,546

 
$
6,013,816

 
$
3,907,960

 
$
3,745,356

Loans, gross:
 
 
 
 
 
 
 
 
 
   Residential mortgage
536,038

 
520,887

 
491,231

 
379,640

 
366,823

   Commercial real estate
1,680,242

 
1,580,454

 
1,466,986

 
1,247,055

 
1,175,094

   Commercial and industrial
1,805,048

 
1,625,720

 
1,268,492

 
443,349

 
398,622

   Acquisition, development and construction
94,804

 
93,531

 
98,691

 
104,856

 
114,286

   Consumer
199,626

 
199,834

 
200,637

 
194,718

 
199,861

Loans, total 1
4,315,758

 
4,020,426

 
3,526,037

 
2,369,618

 
2,254,686

Securities (taxable)
1,444,507

 
1,386,538

 
1,330,646

 
963,949

 
909,312

Securities (non-taxable)
339,417

 
324,470

 
250,520

 
157,480

 
184,325

Total earning assets
6,265,883

 
5,985,054

 
5,207,436

 
3,529,321

 
3,378,655

Deposits:
 
 
 
 
 
 
 
 
 
   Non-interest bearing demand
1,681,169

 
1,640,125

 
1,361,622

 
669,067

 
625,684

   Interest bearing demand
712,051

 
761,409

 
619,746

 
426,602

 
461,390

   Savings (including mortgage escrow funds)
606,518

 
613,131

 
622,530

 
601,272

 
581,106

   Money market
1,625,335

 
1,461,774

 
1,182,858

 
715,351

 
777,857

   Certificates of deposit
549,201

 
582,580

 
565,462

 
335,616

 
338,017

Total deposits and mortgage escrow
5,174,274

 
5,059,019

 
4,352,218

 
2,747,908

 
2,784,054

Borrowings
820,607

 
660,486

 
709,125

 
653,147

 
440,579

Equity
944,476

 
934,304

 
780,241

 
478,491

 
494,049

Tangible equity
507,671

 
494,697

 
432,703

 
309,327

 
324,540

Condensed Tax Equivalent Income Statement
 
 
 
 
 
Interest and dividend income
$
65,761

 
$
61,325

 
$
52,711

 
$
33,903

 
$
32,593

Tax equivalent adjustment*
1,481

 
1,440

 
1,164

 
666

 
808

Interest expense
7,310

 
7,297

 
6,835

 
5,795

 
4,276

Net interest income (tax equivalent)
59,932

 
55,468

 
47,040

 
28,774

 
29,125

Provision for loan losses
5,950

 
4,800

 
3,000

 
2,700

 
3,900

Net interest income after provision for loan losses
53,982

 
50,668

 
44,040

 
26,074

 
25,225

Non-interest income
13,471

 
12,415

 
9,148

 
6,600

 
6,581

Non-interest expense
44,904

 
46,723

 
72,974

 
23,367

 
21,789

Income (loss) before income tax expense
22,549

 
16,360

 
(19,786
)
 
9,307

 
10,017

Income tax expense (benefit) (tax equivalent)*
7,538

 
6,028

 
(5,784
)
 
3,978

 
3,641

Net income (loss)
$
15,011

 
$
10,332

 
$
(14,002
)
 
$
5,329

 
$
6,376

1 Does not reflect allowance for loan losses of $36,350, $32,015, $30,612, $28,877 and $28,374.
*Tax exempt income assumed at a statutory 35% federal tax rate.

8

Sterling Bancorp and Subsidiaries                                        SELECTED FINANCIAL RATIOS
(unaudited, in thousands, except share and per share data)

 
For the Quarter Ended
Per Share Data
6/30/2014
 
3/31/2014
 
12/31/2013
 
9/30/2013
 
6/30/2013
Basic earnings per share
$
0.18

 
$
0.12

 
$
(0.20
)
 
$
0.12

 
$
0.15

Diluted earnings per share
0.18

 
0.12

 
(0.20
)
 
0.12

 
0.15

Dividends declared per share
0.07

 
0.07

 

 
0.12

 
0.06

Tangible book value per share
6.20

 
5.97

 
5.77

 
7.08

 
7.01

Shares of common stock outstanding
83,600,529

 
83,544,307

 
83,955,647

 
44,351,046

 
44,353,276

Basic weighted average common shares outstanding
83,580,050

 
83,497,765

 
70,493,305

 
43,742,903

 
43,801,867

Diluted weighted average common shares outstanding
83,806,135

 
83,794,107

 
70,493,305

 
43,859,834

 
43,906,158

Performance Ratios (annualized)
 
 
 
 
 
 
 
 
 
Return on average assets
0.85
%
 
0.62
%
 
(0.92
)%
 
0.54
%
 
0.68
%
Return on average equity
6.37
%
 
4.48
%
 
(7.12
)%
 
4.42
%
 
5.18
%
Return on average tangible equity 1
11.86
%
 
8.47
%
 
(12.84
)%
 
6.83
%
 
7.88
%
Core operating efficiency 1
57.8
%
 
61.4
%
 
65.4
 %
 
64.7
%
 
59.1
%
Analysis of Net Interest Income
 
 
 
 
 
 
 
 
 
Yield on loans
5.04
%
 
5.05
%
 
4.88
%
 
4.70
%
 
4.80
%
Yield on investment securities - tax equivalent2
2.75
%
 
2.77
%
 
2.57
%
 
2.35
%
 
2.38
%
Yield on earning assets - tax equivalent2
4.30
%
 
4.25
%
 
4.10
%
 
3.89
%
 
3.97
%
Cost of deposits
0.18
%
 
0.19
%
 
0.17
%
 
0.15
%
 
0.17
%
Cost of borrowings
2.44
%
 
3.01
%
 
2.80
%
 
2.88
%
 
2.84
%
Cost of interest bearing liabilities
0.68
%
 
0.73
%
 
0.73
%
 
0.84
%
 
0.66
%
Net interest rate spread - tax equivalent basis2
3.62
%
 
3.52
%
 
3.37
%
 
3.05
%
 
3.31
%
Net interest margin - tax equivalent basis2
3.84
%
 
3.76
%
 
3.58
%
 
3.23
%
 
3.46
%
Capital
 
 
 
 
 
 
 
 
 
Tier 1 leverage ratio - Bank only
9.42
%
 
9.83
%
 
10.58
%
 
9.33
%
 
8.49
%
Tier 1 risk-based capital - Bank only
$
624,599

 
$
622,878

 
$
593,462

 
$
363,274

 
$
311,507

Total risk-based capital - Bank only
661,344

 
655,288

 
624,469

 
392,376

 
340,077

Tangible equity as a % of tangible assets - consolidated 1
7.60
%
 
7.69
%
 
7.78
%
 
8.09
%
 
8.50
%
Asset Quality
 
 
 
 
 
 
 
 
 
Non-performing loans (NPLs) non-accrual
$
53,153

 
$
54,877

 
$
35,597

 
$
22,807

 
$
27,244

Non-performing loans (NPLs) still accruing
3,645

 
5,394

 
2,845

 
4,099

 
4,216

Other real estate owned
5,017

 
9,275

 
11,751

 
6,022

 
4,376

Non-performing assets (NPAs)
61,815

 
69,546

 
50,193

 
32,928

 
35,836

Net charge-offs
1,615

 
3,397

 
1,265

 
2,197

 
3,070

Net charge-offs as a % of average loans (annualized)
0.15
%
 
0.34
%
 
0.14
%
 
0.37
%
 
0.54
%
NPLs as a % of total loans
1.25
%
 
1.42
%
 
0.93
%
 
1.12
%
 
1.35
%
NPAs as a % of total assets
0.85
%
 
1.00
%
 
0.75
%
 
0.81
%
 
0.94
%
Allowance for loan losses as a % of NPLs
64.0
%
 
53.1
%
 
79.63
%
 
107.3
%
 
90.2
%
Allowance for loan losses as a % of total loans
0.80
%
 
0.75
%
 
0.74
%
 
1.20
%
 
1.21
%
Allowance for loan losses as a % of total loans, excluding Gotham and legacy Sterling loans1
1.05
%
 
1.12
%
 
1.24
%
 
1.27
%
 
1.30
%
Special mention loans
$
41,829

 
$
39,964

 
$
38,834

 
$
13,530

 
$
24,327

Substandard / doubtful loans
79,110

 
82,673

 
77,337

 
61,095

 
62,165

1 See reconciliation of non-GAAP measure on following page.
 
 
 
 
 
 
 
 
2  Tax equivalent adjustment represents interest income earned on municipal securities divided by the applicable Federal tax rate of 35% for all periods presented.

9

Sterling Bancorp and Subsidiaries                                         NON-GAAP FINANCIAL MEASURES
(unaudited, in thousands, except share and per share data)    

 
As of and for the Quarter Ended
 
6/30/2014
 
3/31/2014
 
12/31/2013
 
9/30/2013
 
6/30/2013
The Company provides supplemental reporting of non-GAAP measures as management believes this information is useful to investors.
The following table shows the reconciliation of stockholders’ equity to tangible equity and the tangible equity ratio:
Total assets
$
7,250,729

 
$
6,924,419

 
$
6,667,437

 
$
4,049,172

 
$
3,824,429

Goodwill and other intangibles
(435,185
)
 
(437,727
)
 
(440,537
)
 
(169,008
)
 
(169,318
)
Tangible assets
6,815,544

 
6,486,692

 
6,226,900

 
3,880,164

 
3,655,111

Stockholders’ equity
953,433

 
936,466

 
925,109

 
482,866

 
480,165

Goodwill and other intangibles
(435,185
)
 
(437,727
)
 
(440,537
)
 
(169,008
)
 
(169,318
)
Tangible stockholders’ equity
518,248

 
498,739

 
484,572

 
313,858

 
310,847

Shares of common stock outstanding at period end
83,600,529

 
83,544,307

 
83,955.647

 
44,351,046

 
44,353,276

Tangible equity as a % of tangible assets
7.60
%
 
7.69
%
 
7.78
%
 
8.09
%
 
8.50
%
Tangible book value per share
$
6.20

 
$
5.97

 
$
5.77

 
$
7.08

 
$
7.01

The Company believes that tangible equity is useful as a tool to help assess a company’s capital position.
 
The following table shows the reconciliation of return on average tangible equity and core return on average tangible equity:
Average stockholders’ equity
$
944,476

 
$
934,304

 
$
780,241

 
$
478,491

 
$
494,049

Average goodwill and other intangibles
(436,805
)
 
(439,613
)
 
(347,538
)
 
(169,164
)
 
(169,509
)
Average tangible stockholders’ equity
507,671

 
494,691

 
432,703

 
309,327

 
324,540

Net income (loss)
15,011

 
10,332

 
(14,002
)
 
5,329

 
6,376

Net income (loss), if annualized
60,209

 
41,902

 
(55,551
)
 
21,142

 
25,574

Return on average tangible equity
11.86
%
 
8.47
%
 
(12.84
)%
 
6.83
%
 
7.88
%
Core net income (see reconciliation on page 11)
$
15,715

 
$
13,094

 
$
9,805

 
$
5,006

 
$
6,079

Annualized core net income
63,033

 
53,103

 
38,900

 
19,861

 
24,383

Core return on average tangible equity
12.42
%
 
10.73
%
 
8.99
%
 
6.42
%
 
7.51
%
The Company believes that the return on average tangible stockholders’ equity is useful as a tool to help assess a company’s use of tangible equity.
 
The following table shows the reconciliation of the allowance for loan losses to total loans and to total loans excluding Gotham and legacy Sterling Bancorp loans:
Total loans
$
4,558,624

 
$
4,244,354

 
$
4,127,141

 
$
2,412,898

 
$
2,336,534

Gotham loans
(95,458
)
 
(101,273
)
 
(117,046
)
 
(133,493
)
 
(152,825
)
Legacy Sterling loans
(996,759
)
 
(1,277,335
)
 
(1,539,962
)
 

 

Total loans, excluding Gotham and legacy Sterling loans
3,466,407

 
2,865,746

 
2,470,133

 
2,279,405

 
2,183,709

Allowance for loan losses
36,350

 
32,015

 
30,612

 
28,877

 
28,374

Allowance for loan losses to total loans
0.80
%
 
0.75
%
 
0.74
%
 
1.20
%
 
1.21
%
Allowance for loan losses to total loans, excluding Gotham and legacy Sterling loans
1.05
%
 
1.12
%
 
1.24
%
 
1.27
%
 
1.30
%
As required by GAAP, the Company recorded at fair value the loans acquired in the Gotham and legacy Sterling Bancorp transactions. These loans carry no allowance for loan losses for the periods reflected above.



10

Sterling Bancorp and Subsidiaries                                         NON-GAAP FINANCIAL MEASURES
(unaudited, in thousands, except share and per share data)    

 
As of and for the Quarter Ended
 
6/30/2014
 
3/31/2014
 
12/31/2013
 
9/30/2013
 
6/30/2013
The following table shows the reconciliation of the core operating efficiency ratio:
Net interest income
$
58,451

 
$
54,028

 
$
45,876

 
$
28,108

 
$
28,317

Non-interest income
13,471

 
12,415

 
9,148

 
6,600

 
6,581

Total net revenue
71,922

 
66,443

 
55,024

 
34,708

 
34,898

Tax equivalent adjustment on securities interest income
1,481

 
1,440

 
1,164

 
666

 
808

Net (gain) loss on sale of securities
(1,193
)
 
(60
)
 
645

 
(1,801
)
 
(1,945
)
Other (other gains and fair value loss on interest rate caps)

 

 
(93
)
 
81

 

Core total revenue
72,210

 
67,823

 
56,740

 
33,654

 
33,761

Non-interest expense
44,904

 
46,723

 
72,974

 
23,367

 
21,789

Merger-related expense

 
(388
)
 
(9,068
)
 
(714
)
 
(1,516
)
Charge for asset write-downs, banking systems conversion, retention and severance compensation
(1,078
)
 
(678
)
 
(22,167
)
 
(564
)
 

Gain on sale of financial center and redemption of Trust Preferred Securities
1,637

 

 

 

 

Banking system contract termination fee
(1,243
)
 

 

 

 

Charge on benefit plan settlement

 
(1,486
)
 
(2,743
)
 

 

Amortization of intangible assets
(2,511
)
 
(2,511
)
 
(1,875
)
 
(310
)
 
(337
)
Core non-interest expense
41,709

 
41,660

 
37,121

 
21,779

 
19,936

Core efficiency ratio
57.8
%
 
61.4
%
 
65.4
%
 
64.7
%
 
59.1
%
The Company believes the core operating efficiency ratio is a useful tool to help assess the Company’s core operating performance.
 
 
 


 
 
 
 
 
 
The following table shows the reconciliation of net income (loss) and earnings (loss) per share excluding merger-related expenses, a charge for asset write-downs, core conversion, retention and severance compensation, a charge on settlement of benefit pension plans and the amortization of non-compete agreements (core diluted EPS):
Income (loss) before income tax expense
$
21,068

 
$
14,920

 
$
(20,950
)
 
$
8,641

 
$
9,209

Income tax expense (benefit)
6,057

 
4,588

 
(6,948
)
 
3,312

 
2,833

Net income (loss)
15,011

 
10,332

 
(14,002
)
 
5,329

 
6,376

 
 
 
 
 
 
 
 
 
 
Net (gain) loss on sale of securities
(1,193
)
 
(60
)
 
645

 
(1,801
)
 
(1,945
)
Merger-related expense

 
388

 
9,068

 
714

 
1,516

Charge for asset write-downs, banking systems conversion, retention and severance compensation
1,078

 
678

 
22,167

 
564

 

Gain on sale of financial center and redemption of Trust Preferred Securities
(1,637
)
 

 

 

 

Banking system contract termination fee
1,243

 

 

 

 

Charge on benefit plan settlement

 
1,486

 
2,743

 

 

Amortization of non-compete agreements
1,497

 
1,497

 
998

 

 

Total charges
988

 
3,989

 
35,621

 
(523
)
 
(429
)
Income tax (benefit)
(284
)
 
(1,227
)
 
(11,814
)
 
200

 
132

Total charges net of tax benefit
704

 
2,762

 
23,807

 
(323
)
 
(297
)
Core net income
$
15,715

 
$
13,094

 
$
9,805

 
$
5,006

 
$
6,079

 
 
 
 
 
 
 
 
 
 
Weighted average diluted shares1
83,806,135

 
83,794,107

 
70,707,292

 
43,859,834

 
43,906,158

Diluted EPS as reported
$
0.18

 
$
0.12

 
$
(0.20
)
 
$
0.12

 
$
0.15

Core diluted EPS (excluding total charges)
0.19

 
0.16

 
0.14

 
0.11

 
0.14

The Company believes the presentation of its net income excluding total charges provides a useful tool to help assess the Company’s profitability.
1  For the first fiscal quarter of 2014 represents diluted share calculation to compute diluted EPS assuming net income.
 
 
 

 
 
 
 
 
 


11

Sterling Bancorp and Subsidiaries                                         NON-GAAP FINANCIAL MEASURES
(unaudited, in thousands, except share and per share data)    

 
 
As of and for the Quarter Ended
 
 
6/30/2014
 
3/31/2014
 
12/31/2013
 
9/30/2013
 
6/30/2013
The following table shows the reconciliation of return on tangible assets and core return on tangible assets:
Average assets
 
$
7,048,328

 
$
6,747,546

 
$
6,013,816

 
$
3,907,960

 
$
3,745,356

Average goodwill and other intangibles
 
(436,805
)
 
(439,613
)
 
(347,538
)
 
(169,164
)
 
(169,509
)
Average tangible assets
 
6,611,523

 
6,307,933

 
5,666,278

 
3,738,796

 
3,575,847

Net income (loss)
 
15,011

 
10,332

 
(14,002
)
 
5,329

 
6,376

Net income (loss), if annualized
 
60,209

 
41,902

 
(55,551
)
 
21,142

 
25,574

Return on average tangible assets
 
0.91
%
 
0.66
%
 
(0.98
)%
 
0.57
%
 
0.72
%
Core net income (see reconciliation on page 11)
 
$
15,715

 
$
13,094

 
$
9,805

 
$
5,006

 
$
6,079

Annualized core net income
 
63,033

 
53,103

 
38,900

 
19,861

 
24,383

Core return on average tangible assets
 
0.95
%
 
0.84
%
 
0.69
%
 
0.53
%
 
0.68
%
The company believes that the core return on average tangible assets is a useful too to help assess the Company’s profitability.
 
The following table shows the reconciliation of net income and core net income for the nine months ended June 30:
 
 
 
 
 
 
 
 
For the nine months ended
 
 
 
 
 
 
 
 
6/30/2014
 
6/30/2013
Income before income tax expense
 
 
 
 
 
 
 
$
15,042

 
$
28,027

Income tax expense
 
 
 
 
 
 
 
3,701

 
8,102

Net income
 
 
 
 
 
 
 
11,341

 
19,925

 
 
 
 
 
 
 
 
 
 
 
Net gain on sale of securities
 
 
 
 
 
 
 
(607
)
 
(5,590
)
Gain on sale of financial center and redemption of Trust Preferred Securities
 
 
 
 
 
 
 
(1,637
)
 

Merger-related expenses
 
 
 
 
 
 
 
9,455

 
2,058

Charge for asset write-downs, banking systems conversion, retention and severance
 
 
 
 
 
 
 
25,354

 

Charge on benefit plan settlement
 
 
 
 
 
 
 
4,229

 

Amortization of non-compete agreements
 
 
 
 
 
 
 
3,992

 

Total charges
 
 
 
 
 
 
 
40,786

 
(3,532
)
Income tax (benefit)
 
 
 
 
 
 
 
12,350

 
(1,021
)
Total non-core charges (gains) net of taxes
 
 
 
 
 
 
 
28,436

 
(2,511
)
Core net income
 
 
 
 
 
 
 
$
39,777

 
$
17,414

 
 
 
 
 
 
 
 
 
 
 
Weighted average diluted shares
 
 
 
 
 
 
 
79,401,731

 
43,850,601

Diluted EPS as reported
 
 
 
 
 
 
 
$
0.14

 
$
0.45

Diluted EPS (excluding total charges)
 
 
 
 
 
 
 
0.50

 
0.40

The Company believes the presentation of its net income excluding total charges provides a useful tool to help assess the Company’s profitability.
 
 
 
 
 
 
 
 
 
 
 


12