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8-K - 8K FILING OF EARNING PRESS RELEASE WORD DOC - COMMUNITY BANK SYSTEM, INC.cbna8k2015q2.htm
Exhibit 99


News Release
 
 
For further information, please contact:
5790 Widewaters Parkway, DeWitt, N.Y. 13214
Scott A. Kingsley, EVP & Chief Financial Officer
Office: (315) 445-3121

Community Bank System Reports
 Record Second Quarter 2015 Results
 
   - GAAP earnings of $0.58 per share  
   - Quarterly loan growth of $100 million  
 
                        SYRACUSE, N.Y. — July 20, 2015 — Community Bank System, Inc. (NYSE: CBU) reported second quarter 2015 net income of $23.8 million, an increase of 0.7% compared with $23.7 million earned for the second quarter of 2014.  Diluted earnings per share totaled $0.58 for the second quarter of 2015, a one cent per share improvement over the $0.57 per share reported in the second quarter of 2014, and included $0.4 million of acquisition expenses, or six-tenths of a cent per share.  2015 year-to-date net income of $46.1 million, or $1.12 per share, was 0.9% above the first six months of 2014, and included $0.8 million of acquisition expenses, or 1.3 cents per share.

“Our record second quarter operating results were driven by solid loan growth, particularly business lending, a continuation of exceptional credit quality, and disciplined expense management,” said President and Chief Executive Officer Mark E. Tryniski.  “After a very slow start to our lending activity in the first quarter of 2015, we were able to realize a strong improvement in our second quarter momentum.  In addition, in the first quarter we announced the signing of a definitive agreement to acquire Oneida Financial Corp., which will further extend and strengthen our Central New York service area by expanding our market presence in the Syracuse and Utica-Rome metropolitan areas.  This transaction adds to our product and service offerings in insurance, benefits and wealth management, while combining two organizations with similar cultures and the same history of impeccable service to our customers and investment in our communities.  Subject to various regulatory approvals, we expect to complete the transaction early in the fourth quarter. ”

Total revenue for the second quarter of 2015 was $90.9 million, an increase of $0.1 million, or 0.1%, over the prior year quarter.  The modestly higher revenue was generated as a result of a 3.5% increase in average earning assets and continued growth in core noninterest income, which more than offset an 18 basis-point reduction in net interest margin from the prior year quarter.  Continued organic growth drove a $0.8 million, or 5.5% increase in wealth management and employee benefit services revenues.  Deposit service fees increased slightly year-over-year, the result of increased card-related revenues offset by lower fees from account overdraft protection programs.  The quarterly provision for loan losses of $0.6 million was $1.3 million lower than the second quarter of 2014, reflective of lower levels of net charge-offs and improved non-performing asset and delinquent loan ratios.  Total operating expenses of $56.0 million for the quarter were $0.9 million, or 1.6% above the second quarter of 2014, and included acquisition expenses of $0.4 million.  Certain statutory changes to state tax rates and structures along with a lower proportion of tax-exempt income resulted in a quarterly effective tax rate of 30.5% in the second quarter of 2015, compared to 29.9% in the second quarter of 2014.
 
Second quarter 2015 net interest income was $61.2 million, an increase of $0.1 million, or 0.1%, compared to the second quarter of 2014.  Improved funding costs were offset by a 20-basis point decline in earning asset yields, which were driven by lower blended interest rates on loans and investment securities.  While average loan balances grew $90.0 million, or 2.2%, average loan yields declined 11 basis points year-over-year, resulting in a $0.3 million reduction in quarterly loan interest income.  Investment interest income was $0.1 million higher than the second quarter of 2014 as average investment securities (including cash equivalents) increased by $141.5 million, and the yield declined 33 basis points, principally the result of the decision to early invest a portion of the expected net liquidity from the pending Oneida Financial transaction.  Interest expense was $0.3 million lower than the previous year’s quarter, driven by a three basis-point decline in the total cost of funds.  Wealth management and employee benefit services revenues increased $0.8 million, or 5.5%, to $15.7 million compared to second quarter 2014.  Customer and product expansion continued into 2015 and drove the improved performance.  Revenues from mortgage banking and other services declined $0.8 million from the second quarter of 2014, which included nearly $0.5 million in non-recurring insurance-related gains.

 
 
 

 
 
Second quarter 2015 operating expenses of $56.0 million increased $0.9 million over the second quarter of 2014, including $0.4 million of acquisition expenses incurred in the second quarter of 2015.  Salaries and employee benefits increased $0.6 million, or 2.0%, and included planned merit increases.  All other expenses, excluding acquisition expenses, declined 0.3% and reflected lower occupancy and equipment costs and lower intangible amortization compared to the second quarter of 2014, partially offset by slightly higher business development costs.  The second quarter 2015 effective income tax rate of 30.5% was higher than the 29.9% in last year’s second quarter.

Financial Position

Average earning assets of $6.86 billion for the second quarter of 2015 were up $231.5 million from the second quarter of 2014, and were $196.6 million higher than the first quarter of 2015.  Compared to the prior year, total average earning asset balances included growth of $90.0 million in average loan balances, while average investment securities and interest-earning cash balances increased by $141.5 million, predominantly from incremental investment purchases related to the anticipated net liquidity from the pending Oneida Financial acquisition.  Average deposit balances grew $119.8 million compared to the second quarter of 2014, and were $75.4 million higher than the first quarter of 2015.  Average borrowings in the second quarter of 2015 of $438.9 million were $53.8 million, or 14.0%, higher than the prior year quarter.

Ending loans at June 30, 2015 increased $115.8 million, or 2.8%, year-over-year, reflecting productive organic growth in almost every one of the Company’s lending portfolios, and was generally consistent with market demand characteristics.  Investment securities totaled $2.87 billion at June 30, 2015, up $333.6 million from the end of June 2014.

Shareholders’ equity of $1.0 billion at June 30, 2015 was $45.3 million, or 4.7%, higher than the prior year quarter-end, primarily due to strong earnings generation and capital retention over the last four quarters.  The Company’s net tangible equity to net tangible assets ratio was 8.63% at June 30, 2015, up from 8.44% at June 30, 2014.  The Company’s Tier 1 leverage ratio rose to 10.20% for the current quarter, up 56 basis points from the second quarter of 2014.

As previously announced, in December 2014 the Company’s Board of Directors approved a stock repurchase program authorizing the repurchase of up to 2.0 million shares of the Company’s common stock during a twelve-month period starting January 1, 2015.  Such repurchases may be made at the discretion of the Company’s senior management depending on market conditions and other relevant factors and will be acquired through open market or privately negotiated transactions as permitted under Rule 10b-18 of the Securities Exchange Act of 1934 and other applicable legal requirements.  The Company repurchased 265,230 shares of its common stock in the first quarter of 2015.  No additional shares were repurchased in the second quarter.

Asset Quality

The Company’s asset quality metrics continue to be favorable relative to comparative peer and industry averages and illustrate the long-term effectiveness of the Company’s disciplined risk management and underwriting standards.  Net charge-offs were $0.3 million for the second quarter, compared to $1.5 million for the second quarter of 2014 and $1.0 million for the first quarter of 2015.  Net charge-offs as an annualized percentage of average loans measured 0.03% in the second quarter of 2015, compared to 0.14% in the prior year second quarter and 0.09% in the first quarter of 2015.  Nonperforming loans as a percentage of total loans at June 30, 2015 were 0.54%, slightly improved from 0.58% at June 30, 2014 and consistent with the 0.54% of total loans at March 31, 2015.  The total loan delinquency ratio of 1.09% at the end of the second quarter was down 15 basis points from the end of the second quarter of 2014.  The second quarter provision for loan losses of $0.6 million was $1.3 million, or 68.9%, lower than the second quarter of 2014, and consistent with the first quarter of 2015, due primarily to lower net charge-off levels than the previous year’s second quarter.  The allowance for loan losses to nonperforming loans was 197% at June 30, 2015, comparable with the 187% and 198% levels at the end of the second quarter of 2014 and the first quarter of 2015, respectively.

Oneida Financial Corp

In February 2015, the Company announced the signing of a definitive agreement to acquire Oneida Financial Corp., the parent company of Oneida Savings Bank for approximately $142 million in Community Bank System, Inc. stock and cash, or $20.00 per share.  Under the terms of the agreement, shareholders of Oneida Financial Corp. can elect to receive either 0.5635 shares of Community Bank System, Inc. common stock or $20.00 in cash for each share of Oneida Financial Corp. common stock they hold, subject to an overall 60% stock and 40% cash split.  The merger agreement has been unanimously approved by the board of directors of both companies.  Community Bank System, Inc. expects the transaction to be immediately accretive excluding merger-related costs.  The merger, which has been approved by the Oneida shareholders, is expected to close in October 2015, subject to required regulatory approvals.

 
 
 

 
 
Conference Call Scheduled

Company management will conduct an investor call at 11:00 a.m. (ET) today (Monday, July 20th) to discuss second quarter results.  The conference call can be accessed at 888-427-9376 (1-719-457-2645 if outside United States and Canada) using the conference ID code 7762121.  Investors may also listen live via the Internet at: http://www.webcaster4.com/Webcast/Page/995/9437.

This earnings release, including supporting financial tables, is available within the press releases section of the Company's investor relations website at: http://ir.communitybanksystem.com.  An archived webcast of the earnings call will be available on this site for one full year.

Community Bank System, Inc. operates more than 190 customer facilities across Upstate New York and Northeastern Pennsylvania through its banking subsidiary, Community Bank, N.A. With assets of approximately $7.9 billion, the DeWitt, N.Y. headquartered company is among the country's 150 largest financial institutions. In addition to a full range of retail and business banking services, the Company offers comprehensive financial planning, insurance and wealth management services. The Company's Benefit Plans Administrative Services, Inc. subsidiary is a leading provider of employee benefits administration and trust services, actuarial and consulting services to customers on a national scale. Community Bank System, Inc. is listed on the New York Stock Exchange and the Company's stock trades under the symbol CBU. For more information about Community Bank visit www.communitybankna.com or http://ir.communitybanksystem.com.

# # #

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  The following factors, among others, could cause the actual results of CBU’s operations to differ materially from CBU’s expectations: the successful integration of operations of its acquisitions; competition; changes in economic conditions, interest rates and financial markets; and changes in legislation or regulatory requirements.  These statements are based on the current beliefs and expectations of CBU’s management and CBU does not assume any duty to update forward-looking statements.
 

 

 
 

 


 
Summary of Financial Data
       
(Dollars in thousands, except per share data)
       
 
Quarter Ended
Year-to-Date
 
June 30, 2015
June 30, 2014
June 30, 2015
June 30, 2014
Earnings
       
Loan income
$45,791
$46,073
$91,382
$91,766
Investment income
18,089
18,036
34,952
35,582
Total interest income
63,880
64,109
126,334
127,348
Interest expense
2,652
2,939
5,266
6,069
Net interest income
61,228
61,170
121,068
121,279
Provision for loan losses
591
1,900
1,214
2,900
Net interest income after provision for loan losses
60,637
59,270
119,854
118,379
Deposit service fees
13,213
13,172
25,683
25,427
Revenues from mortgage banking and other banking services
799
1,608
1,854
2,798
Wealth management services
4,385
4,438
8,831
8,912
Employee benefit services
11,322
10,448
22,397
20,883
Total noninterest income
29,719
29,666
58,765
58,020
Salaries and employee benefits
31,010
30,409
62,039
61,149
Occupancy and equipment
6,844
6,916
14,239
14,608
Amortization of intangible assets
880
1,101
1,799
2,242
Litigation settlement
0
0
0
0
Acquisition expenses
361
0
756
123
Other
16,953
16,738
33,163
32,964
Total operating expenses
56,048
55,164
111,996
111,086
Income before income taxes
34,308
33,772
66,623
65,313
Income taxes
10,468
10,096
20,486
19,463
Net income
$23,840
$23,676
$46,137
$45,850
Basic earnings per share
$0.58
$0.58
$1.13
$1.13
Diluted earnings per share
$0.58
$0.57
$1.12
$1.11

 
 

 


 
Summary of Financial Data
         
(Dollars in thousands, except per share data)
         
 
2015
2014
 
2nd Qtr
1st Qtr
4th Qtr
3rd Qtr
2nd Qtr
Earnings
         
Loan income
$45,791
$45,591
$46,878
$46,883
$46,073
Investment income
18,089
16,863
17,707
17,404
18,036
Total interest income
63,880
62,454
64,585
64,287
64,109
Interest expense
2,652
2,614
2,829
2,893
2,939
Net interest income
61,228
59,840
61,756
61,394
61,170
Provision for loan losses
591
623
2,531
1,747
1,900
Net interest income after provision for loan losses
60,637
59,217
59,225
59,647
59,270
Deposit service fees
13,213
12,470
13,496
13,833
13,172
Revenues from mortgage banking and other banking services
799
1,055
1,149
1,867
1,608
Wealth management services
4,385
4,446
4,341
4,617
4,438
Employee benefit services
11,322
11,075
10,942
10,755
10,448
Total noninterest income
29,719
29,046
29,928
31,072
29,666
Salaries and employee benefits
31,010
31,029
30,987
30,941
30,409
Occupancy and equipment
6,844
7,395
6,724
6,617
6,916
Amortization of intangible assets
880
919
994
1,051
1,101
Litigation settlement
0
0
0
2,800
0
Acquisition expenses
361
395
0
0
0
Other
16,953
16,210
17,979
17,402
16,738
Total operating expenses
56,048
55,948
56,684
58,811
55,164
Income before income taxes
34,308
32,315
32,469
31,908
33,772
Income taxes
10,468
10,018
9,336
9,537
10,096
Net income
$23,840
22,297
23,133
22,371
23,676
Basic earnings per share
$0.58
$0.55
$0.57
$0.55
$0.58
Diluted earnings per share
$0.58
$0.54
$0.56
$0.54
$0.57
Profitability
         
Return on assets
1.25%
1.21%
1.22%
1.19%
1.28%
Return on equity
9.44%
8.97%
9.35%
9.25%
10.13%
Return on tangible equity(3)
14.40%
13.74%
14.57%
14.66%
16.34%
Noninterest income/operating income (FTE) (1)
31.6%
31.6%
31.3%
32.2%
31.3%
Efficiency ratio (2)
58.3%
59.4%
58.3%
57.0%
57.0%
Components of Net Interest Margin (FTE)
         
Loan yield
4.40%
4.45%
4.43%
4.48%
4.51%
Cash equivalents yield
0.28%
0.20%
0.19%
0.17%
0.23%
Investment yield
3.15%
3.22%
3.43%
3.37%
3.48%
Earning asset yield
3.92%
3.99%
4.06%
4.06%
4.12%
Interest-bearing deposit rate
0.15%
0.16%
0.16%
0.17%
0.17%
Borrowing rate
0.84%
1.01%
0.88%
0.87%
0.91%
Cost of all interest-bearing funds
0.20%
0.21%
0.22%
0.23%
0.23%
Cost of funds (includes DDA)
0.16%
0.17%
0.18%
0.18%
0.19%
Net interest margin (FTE)
3.76%
3.83%
3.89%
3.89%
3.94%
Fully tax-equivalent adjustment
$3,115
$3,085
$3,804
$3,923
$3,972

 

 
 

 


 
Summary of Financial Data
         
(Dollars in thousands, except per share data)
         
   2015  2014
 
2nd Qtr
1st Qtr
4th Qtr
3rd Qtr
2nd Qtr
Average Balances
         
Loans
$4,211,961
$4,190,823
$4,223,653
$4,180,283
$4,121,976
Cash equivalents
11,325
18,080
11,260
8,225
9,535
Taxable investment securities
2,031,234
1,845,295
1,830,375
1,834,590
1,839,488
Nontaxable investment securities
607,585
611,330
622,365
642,114
659,662
Total interest-earning assets
6,862,105
6,665,528
6,687,653
6,665,212
6,630,661
Total assets
7,678,719
7,489,179
7,495,814
7,457,409
7,407,151
Interest-bearing deposits
4,777,195
4,704,003
4,689,788
4,671,216
4,754,636
Borrowings
438,931
327,791
406,610
427,051
385,150
Total interest-bearing liabilities
5,216,126
5,031,794
5,096,398
5,098,267
5,139,786
Noninterest-bearing deposits
1,321,738
1,319,499
1,293,760
1,281,626
1,224,515
Shareholders' equity
1,012,470
1,008,394
981,737
959,484
937,532
Balance Sheet Data
         
Cash and cash equivalents
$143,047
$150,533
$138,396
$157,500
$161,903
Investment securities
2,868,050
2,656,424
2,512,974
2,506,242
2,534,419
Loans:
         
Business lending
1,295,889
1,239,529
1,262,484
1,251,178
1,247,129
Consumer mortgage
1,608,064
1,605,019
1,613,384
1,598,298
1,580,584
Consumer indirect
837,449
804,300
833,968
841,975
797,297
Home equity
340,578
338,979
342,342
339,121
339,345
Consumer direct
181,623
176,084
184,028
186,672
183,448
Total loans
4,263,603
4,163,911
4,236,206
4,217,244
4,147,803
Allowance for loan losses
45,282
45,005
45,341
45,273
44,615
Intangible assets, net
385,515
386,054
386,973
387,966
389,018
Other assets
293,838
264,122
260,232
278,964
272,815
Total assets
7,908,771
7,576,039
7,489,440
7,502,643
7,461,343
Deposits:
         
   Noninterest-bearing
1,337,101
1,316,621
1,324,661
1,279,052
1,257,223
   Non-maturity interest-bearing
4,020,192
4,055,976
3,837,603
3,881,249
3,872,262
   Time
729,527
753,950
773,000
807,030
841,810
Total deposits
6,086,820
6,126,547
5,935,264
5,967,331
5,971,295
Borrowings
566,200
195,700
338,000
343,805
319,408
Subordinated debt held by unconsolidated subsidiary trusts
102,134
102,128
102,122
102,115
102,109
Accrued interest and other liabilities
153,278
138,262
126,150
123,868
113,516
Total liabilities
6,908,432
6,562,637
6,501,536
6,537,119
6,506,328
Shareholders' equity
1,000,339
1,013,402
987,904
965,524
955,015
Total liabilities and shareholders' equity
7,908,771
7,576,039
7,489,440
7,502,643
7,461,343
Capital
         
Tier 1 leverage ratio
10.20%
10.23%
9.96%
9.79%
9.64%
Tangible equity/net tangible assets (3)
8.63%
9.19%
8.92%
8.57%
8.44%
Diluted weighted average common shares O/S
41,265
41,247
41,248
41,260
41,269
Period end common shares outstanding
40,877
40,724
40,748
40,707
40,688
Cash dividends declared per common share
$0.30
$0.30
$0.30
$0.30
$0.28
Book value
$24.47
$24.88
$24.24
$23.72
$23.47
Tangible book value(3)
$15.96
$16.31
$15.63
$15.04
$14.74
Common stock price (end of period)
$37.77
$35.39
$38.13
$33.59
$36.20

 
 

 


Summary of Financial Data
         
(Dollars in thousands, except per share data)
         
 
2015
2014
 
2nd Qtr
1st Qtr
4th Qtr
3rd Qtr
2nd Qtr
Asset Quality
         
Nonaccrual loans
$21,439
$20,984
$20,731
$21,323
$21,991
Accruing loans 90+ days delinquent
1,557
1,699
3,106
2,690
1,930
Total nonperforming loans
22,996
22,683
23,837
24,013
23,921
Other real estate owned (OREO)
2,324
1,767
1,855
3,619
4,281
Total nonperforming assets
25,320
24,450
25,692
27,632
28,202
Net charge-offs
313
959
2,462
1,090
1,482
Allowance for loan losses/loans outstanding
1.062%
1.081%
1.070%
1.074%
1.076%
Nonperforming loans/loans outstanding
0.54%
0.54%
0.56%
0.57%
0.58%
Allowance for loan losses/nonperforming loans
197%
198%
190%
189%
187%
Net charge-offs/average loans
0.03%
0.09%
0.23%
0.10%
0.14%
Delinquent loans/ending loans
1.09%
1.19%
1.46%
1.32%
1.24%
Loan loss provision/net charge-offs
188%
65%
103%
160%
128%
Nonperforming assets/total assets
0.32%
0.32%
0.34%
0.37%
0.38%
Asset Quality (excluding loans acquired since 1/1/09)
         
Nonaccrual loans
$18,557
$18,278
$17,676
$17,313
$18,147
Accruing loans 90+ days delinquent
1,463
1,325
2,828
2,545
1,813
Total nonperforming loans
20,020
19,603
20,504
19,858
19,960
Other real estate owned (OREO)
1,518
1,357
1,469
1,794
2,303
Total nonperforming assets
21,538
20,960
21,973
21,652
22,263
Net charge-offs
425
877
2,098
1,088
1,204
Allowance for loan losses/loans outstanding
1.11%
1.14%
1.14%
1.14%
1.15%
Nonperforming loans/loans outstanding
0.50%
0.50%
0.52%
0.51%
0.52%
Allowance for loan losses/nonperforming loans
223%
226%
221%
226%
221%
Net charge-offs/average loans
0.04%
0.09%
0.21%
0.11%
0.13%
Delinquent loans/ending loans
1.04%
1.11%
1.39%
1.23%
1.19%
Loan loss provision/net charge-offs
191%
61%
125%
160%
155%
Nonperforming assets/total assets
0.28%
0.29%
0.30%
0.30%
0.31%
           
(1) Excludes gains and losses on sales of investment securities and debt prepayments.
(2) Excludes intangible amortization, acquisition expenses, litigation settlement charge, gains and losses on sales of
    investment securities and losses on debt extinguishments.
(3) Includes deferred tax liabilities (of approximately $37.7 million at 6/30/15) generated from tax deductible goodwill.
 

 
# # #
 
 
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  The following factors, among others, could cause the actual results of CBU’s operations to differ materially from CBU’s expectations: the successful integration of operations of its acquisitions; competition; changes in economic conditions, interest rates and financial markets; and changes in legislation or regulatory requirements.  CBU does not assume any duty to update forward-looking statements.