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8-K - 8-K TLMR REPORTS Q2 2015 EARNINGS - TALMER BANCORP, INC.q22015earningsrelease.htm
Exhibit 99.1


Talmer Bancorp, Inc. reports second quarter 2015 net income of $17.5 million, representing $0.23 of earnings per diluted average common share
Second quarter deposit growth of $129.5 million, or 10.84% on an annualized basis
 Talmer Bancorp, Inc. declares cash dividend on common stock of $0.01 per share

TROY, Mich., July 30, 2015 - Talmer Bancorp, Inc. (NASDAQ: TLMR) (“Talmer”) today reported second quarter 2015 net income of $17.5 million, compared to $9.4 million for the first quarter of 2015 and $20.6 million for the second quarter of 2014. Earnings per diluted common share were $0.23 for the second quarter of 2015, compared to $0.12 for the first quarter of 2015 and $0.27 for the second quarter of 2014. In addition, the Board of Directors of Talmer declared a cash dividend on its Class A common stock of $0.01 per share on July 29, 2015. The dividend will be paid on August 21, 2015, to our Class A common shareholders of record as of August 10, 2015.
Talmer Bancorp President and CEO David Provost commented, “We are pleased with underlying trends this quarter including strong core deposit growth, improved operating expense trends, quality loan growth and solid revenue trends from our fee businesses. Core deposit trends benefited from the continued focus of our retail sales force to drive growth in key markets in order to fund our strong lending pipelines. Second quarter loan growth trends were somewhat mitigated by the strategic sale of $49.9 million of long-term residential mortgages out of our held for investment portfolio. Also, overall balances of commercial real estate loans declined as we focus on increasing our proportionate exposure to commercial and industrial lending. Net interest income trends were negatively impacted by higher levels of prepayments, excess liquidity and the negative yield of the FDIC indemnification asset. Looking forward, margin and revenue trends should benefit from the July 1, 2015 expiration of the first and largest of our four non-single family FDIC loss sharing agreements. Our reported earnings were impacted by several non-core items: a $3.1 million benefit to earnings due to the change in fair value of our loan servicing rights, $419 thousand in bank acquisition and due diligence fees and $1.8 million of net expense related to the rationalization of corporate real estate including sales, impairments and lease terminations. The cumulative impact to our earnings per diluted common share for the second quarter of 2015 from these non-core items was a benefit of approximately $0.01 per diluted common share. We expect to see an incremental improvement in our core operating efficiency in the third quarter reflecting the impact of continuing expense management, improving net interest income trends and additional savings related to the charter consolidation of Talmer West Bank, which will be completed in August. Our team remains optimistic about the substantial growth opportunities in our existing markets and continues to be well-prepared to pursue additional acquisitions.”







Quarterly Results Summary
(Dollars in thousands, except per share data)
 
2nd Qtr 2015
 
1st Qtr 2015
 
2nd Qtr 2014
Earnings Summary
 
 

 
 

 
 
Net interest income
 
$
49,609

 
$
51,032

 
$
52,378

Total provision (benefit) for loan losses
 
(7,313
)
 
1,993

 
(4,102
)
Noninterest income
 
22,098

 
21,430

 
13,951

Noninterest expense
 
53,293

 
56,595

 
54,071

Income before income taxes
 
25,727

 
13,874

 
16,360

Income tax provision (benefit)
 
8,179

 
4,441

 
(4,246
)
Net income
 
17,548

 
9,433

 
20,606

Per Share Data
 
 
 
 
 
 
Diluted earnings per common share
 
$
0.23

 
$
0.12

 
$
0.27

Tangible book value per share (1)
 
10.53

 
10.37

 
10.11

Average diluted common shares (in thousands)
 
74,900

 
75,103

 
75,659

Performance and Capital Ratios
 
 
 
 
 
 
Return on average assets (annualized)
 
1.11
%
 
0.62
%
 
1.51
%
Return on average equity (annualized)
 
9.26

 
4.97

 
11.61

Net interest margin (fully taxable equivalent) (2)
 
3.50

 
3.80

 
4.34

Core efficiency ratio (1)
 
68.54

 
68.61

 
71.97

Tangible average equity to tangible average assets (1)
 
11.79

 
12.31

 
12.78

Common equity tier 1 capital (3)
 
13.90

 
13.87

 
N/A

Tier 1 leverage ratio (3)
 
11.50

 
11.65

 
11.71

Tier 1 risk-based capital (3)
 
13.90

 
13.87

 
16.16

Total risk-based capital (3)
 
14.98

 
14.97

 
17.31

(1)
See section entitled "Reconciliation of Non-GAAP Financial Measures."
(2)
Presented on a tax equivalent basis using a 35% tax rate for all periods presented.
(3)
First and second quarter 2015 are estimated. First and second quarter 2015 are under Basel III transitional and second quarter 2014 is under Basel I.

Second Quarter 2015 Compared to First Quarter 2015
Net income was $17.5 million, or $0.23 per diluted average common share, in the second quarter of 2015, compared to $9.4 million, or $0.12 per diluted average common share, for the first quarter of 2015. The increase in net income in the second quarter of 2015 was primarily due to strong credit performance from both the covered and uncovered loan portfolios, an increase in mortgage banking and other loan fees, and reductions in non-interest operating expenses.
Net total loans increased during the second quarter of 2015 by $51.5 million. During the second quarter of 2015, Talmer Bank and Trust’s net total loans grew by $86.6 million, as a result of $121.7 million of net uncovered loan growth, inclusive of $49.9 million of residential real estate loan sales during the quarter, partially offset by $35.1 million of net covered loan run-off (loans covered by loss share agreements with the FDIC). Talmer West Bank experienced net loan run-off of $35.1 million in the second quarter of 2015.
Total deposits increased $129.5 million, to $4.9 billion as of June 30, 2015, compared to March 31, 2015. Total deposit growth included increases in time deposits of $114.1 million, demand deposits of $75.5 million, and money market and savings deposits of $18.8 million. These increases were partially offset by a substantial decline in other brokered funds of $78.9 million. The strong growth in core deposit balances and the decrease in non-core deposit balances were reflective of management’s efforts to increase core deposit growth achieved through programs initiated in early 2015.


2


Net interest income decreased to $49.6 million in the second quarter of 2015, compared to $51.0 million in the first quarter of 2015, as the benefits provided by the $122.1 million of average loan increase and the $702 thousand reduction in negative accretion on the FDIC indemnification asset were more than offset by both a decline in the yield earned on our loan portfolios and an increase of $715 thousand in total interest expense associated with an increase in on balance sheet liquidity. Our net interest margin declined 30 basis points to 3.50% in the second quarter of 2015, compared to 3.80% in the first quarter of 2015, due in large part to the decline in yield earned on our loan portfolios driven by the run-off of loans with higher yields (which were primarily acquired loans) being replaced with new loans with lower, current market-competitive rates. Exclusive of the benefit of excess accretable yield and negative yield on the FDIC indemnification asset, discussed in detail below, our core net interest margin in the second quarter of 2015 was 3.41% compared to 3.76% in first quarter of 2015.
Noninterest income increased $668 thousand to $22.1 million in the second quarter of 2015, compared to the first quarter of 2015. Noninterest income was impacted by a benefit to earnings of $3.1 million due to the change in the fair value of loan servicing rights, which is a key component of the $4.7 million of income from mortgage banking and other loan fees. The benefit provided by the increase in mortgage banking and other loan fees was partially offset by a $4.9 million decrease in FDIC loss sharing income, driven primarily by the increase in amounts due to the FDIC in accordance with our loss sharing agreements related to the significant credit recoveries on covered loans in the second quarter of 2015.
Noninterest expense decreased $3.3 million, to $53.3 million in the second quarter of 2015, compared to the first quarter of 2015. The decrease in noninterest expense includes decreases in transaction and integration related expenses of $2.9 million primarily related to costs associated with the acquisition of First of Huron Corp. in the first quarter of 2015, other expenses of $1.7 million and FDIC loss sharing expense of $816 thousand. These decreases were partially offset by $1.8 million of net expense recognized in the second quarter of 2015 related to our targeted analysis of property efficiency which included a review of certain lease contracts resulting in lease buyouts, final sales of unused properties and impairments recognized due to current appraisals on owned properties under review for potential upcoming sales.
Total shareholder’s equity of $766.4 million as of June 30, 2015, increased $12.6 million compared to March 31, 2015. The increase is primarily the result of second quarter of 2015 net income of $17.5 million, partially offset by a decrease in accumulated other comprehensive income due to a decline in the fair value of our investment securities portfolio.

Income Statement
Net Interest Income and Net Interest Margin
Net interest income for the second quarter of 2015 was $49.6 million, compared to $51.0 million in the prior quarter. Our net interest margin was 3.50% in the second quarter of 2015, a decrease of 30 basis points from 3.80% in the first quarter of 2015. The decline in our net interest margin in the second quarter was due to a combination of several factors. The largest factor affecting the change in our net interest margin was a decline in the yield earned on our loan portfolios due to a combination of causes including the run-off of higher yielding loans (which were primarily acquired loans) being replaced with newly originated loans at current market rates, a decrease in the benefit provided from discount accretion on our purchased credit impaired loan portfolio and a market driven decline in interest rates on our adjustable-rate loans.
Our net interest margin benefitted from discount accretion on our purchased credit impaired loan portfolio, a component of the accretable yield. The accretable yield for purchased credit impaired loans includes both the expected coupon of the loan and the discount accretion, and is recognized as interest income over the expected remaining life of the loans. For the second and first quarters of 2015, the yield on uncovered loans was 4.62% and 4.90%, respectively, while the yield generated using only the expected coupon would have been 4.14% and 4.36%, respectively. For the second and first quarters of 2015, the yield on covered loans was 12.48% and 12.83%, respectively, while the yield generated using only the expected coupon would have been 6.17% and 7.44%, respectively. The difference between the actual yield earned on total loans and the yield generated based on the contractual coupon (not including any interest income for loans in nonaccrual status) represents excess accretable yield. Our net interest margin is also adversely impacted by the negative yield on the FDIC indemnification asset. Because our quarterly cash flow re-estimations have continued to result in improvements in the overall expected cash flows on covered loans, our expected payment from the FDIC under our loss share agreements has declined, resulting in a negative yield on the FDIC indemnification asset. This negative yield on the FDIC indemnification asset partially offsets the benefits provided by the excess accretable yield. This negative yield was 73.00%, representing $8.5 million, for the second quarter of 2015 compared to a negative yield of 60.03%, representing $9.3 million, for the first quarter of 2015. The combination of the excess accretable yield on both covered and uncovered loans, offset by the negative yield on the FDIC indemnification asset, benefitted net interest margin by seven basis points in the second quarter of 2015 compared to four basis points in the first quarter of 2015.

3


Therefore, excluding the benefit of excess accretable yield and negative yield on the FDIC indemnification asset, our net interest margin in the second quarter of 2015 was 3.41% compared to 3.76% in the first quarter of 2015. The decrease in the core net interest margin in the second quarter of 2015 is primarily due to a decrease in the yield earned on our loan portfolio discussed previously.
Noninterest Income
Noninterest income increased $668 thousand to $22.1 million in the second quarter of 2015, compared to the first quarter of 2015. The increase is primarily the result of an increase in mortgage banking and other loan fees of $6.0 million, partially offset by a $4.9 million increase in the net amounts due to the FDIC resulting from higher recoveries on covered loans, recognized within “FDIC loss sharing income,” and a decline in accelerated discount on acquired loans of $754 thousand. Accelerated discount on acquired loans results from the accelerated recognition of a portion of the loan discount that would have been recognized over the expected life of the loan and occurs when a loan is paid in full or otherwise settled. The increase in mortgage banking and other loan fees was impacted by a benefit to earnings of $3.1 million due to the change in the fair value of loan servicing rights. In the first quarter of 2015, the change in the fair value of loan servicing rights was a detriment of $4.1 million. The change in the fair value of loan servicing rights in the second quarter was due mainly to upward movements in market interest rates during the period.
As we have noted in prior quarters, we have chosen not to hedge our investment in loan servicing rights. Since our loan servicing rights are accounted for under the fair value measurement method, decreases in interest rates generally result in a detriment to earnings due to an anticipated increase in prepayments speeds, whereas increases in interest rates generally result in a benefit to earnings due to the opposite effect. The large majority of our servicing rights were acquired on January 1, 2013 in our acquisition of First Place Bank. While there has been meaningful reported earnings volatility due to our decision not to hedge our loan servicing rights, the cumulative acquisition-to-date benefit to pre-tax earnings due to the changes in fair value has been approximately $3.0 million since the acquisition of First Place Bank on January 1, 2013.
Noninterest Expense
Noninterest expense in the second quarter of 2015 decreased $3.3 million, to $53.3 million, compared to the first quarter of 2015. The decrease in noninterest expense includes a decrease in transaction and integration related expenses of $2.9 million and other spending cuts made within other noninterest expenses. Partially offsetting these declines was $1.8 million of net expense recognized in the second quarter of 2015 related to our targeted analysis of property efficiency which included a review of certain lease contracts resulting in lease buyouts, final sales of unused properties and impairments taken on owned properties under review for potential upcoming sales. We anticipate the cost savings related to the early exit of leases and sales of unoccupied properties to reduce occupancy and equipment expense by approximately $650 thousand in the second half of 2015 and approximately $950 thousand for the full year 2016.
Our core efficiency ratio was 68.54% and 68.61%, for the second and first quarters of 2015, respectively. While we were able to reduce our core operating expenses $2.2 million in the second quarter of 2015, compared to the first quarter of 2015, this decrease was mostly offset by a decrease in core revenue, driven by the decline in net interest income discussed previously. The efficiency ratio is a measure of noninterest expense as a percent of net interest income and noninterest income. The core efficiency ratio begins with the efficiency ratio and then excludes certain items deemed by management to not be related to regular operations. The second quarter of 2015 core efficiency ratio excludes the benefit provided by the fair value adjustment to our loan servicing rights of $3.1 million, transaction and integration related costs of $419 thousand, property efficiency review expenses of $1.8 million and the FDIC loss sharing income, which was a detriment of $5.9 million. The first quarter of 2015 core efficiency ratio excludes the fair value adjustment to our loan servicing rights of a negative $4.1 million, transaction and integration related costs of $3.3 million and the FDIC loss sharing income, which was a detriment of $1.1 million.
Credit Quality
The second quarter of 2015 resulted in a total net benefit for loan losses of $7.3 million, compared to a net provision of $2.0 million in the first quarter of 2015. The decrease in the net provision for loan losses was primarily due to unanticipated payments received on loans previously charged-off.
The provision for loan losses on uncovered loans in the second quarter of 2015 decreased $2.3 million to $1.1 million, compared to the first quarter of 2015. At June 30, 2015, the allowance for loan losses on uncovered loans was $36.6 million, or 0.86% of total uncovered loans, compared to $34.5 million, or 0.83% of total uncovered loans, at March 31, 2015. The increase in allowance for loan losses on uncovered loans for the quarter was primarily due to impairment resulting from our quarterly re-estimation of cash flows for our uncovered purchased credit impaired loans and the impact of organic loan growth.

4


The net benefit for loan losses on covered loans in the second quarter of 2015 increased $7.0 million to a benefit of $8.4 million, compared to the first quarter of 2015. The net benefit for loan losses on covered loans in the second quarter of 2015 was largely driven by the benefit received from significant recoveries on loans previously charged-off. The majority of these recoveries are offset by amounts owed to the FDIC related to the associated charge-offs previously claimed with the FDIC recognized as a reduction to FDIC loss sharing income. At June 30, 2015, the allowance for loan losses on covered loans was $16.3 million, or 5.83% of total covered loans, compared to $18.0 million, or 5.66% of total covered loans at March 31, 2015. The decrease in allowance for loan losses on covered loans primarily reflects the relief of allowance resulting from payments received on covered loans previously carrying an allowance for loan loss, partially offset by impairment resulting from our quarterly re-estimations of cash flows for our covered purchased credit impaired loans.
During the second quarter of 2015, we completed re-estimations of cash flow expectations for purchased credit impaired loans acquired in each of our acquisitions. For the re-estimations, loans with changes in cash flow expectations resulted in net additional loan loss provisions of $2.6 million ($1.2 million covered and $1.4 million uncovered). The re-estimations also resulted in a $21.6 million improvement in the gross cash flow expectations for purchased credit impaired loans, which will be recognized prospectively as an increase in the accretable yield. The improvement in cash flows on covered loans will be partially offset by a continued reduction in the FDIC indemnification asset, which will impact future earnings through negative accretion. For loans with cash flow expectation improvements, any previously recorded impairment is reversed with any additional increase in cash flows recognized prospectively as an increase in the accretable yield.
All of our acquired loan portfolios are continuing to perform significantly better than initially anticipated. We believe improvements in performance are primarily due to the strengthening economy and the efforts made by our Special Assets team that manages our acquired loan portfolios. Similar to the second quarter 2015 re-estimations, the prior re-estimations of cash flows have indicated better overall expected performance in our acquired loan portfolio than originally anticipated at acquisition.
Balance Sheet and Capital Management
Total assets increased $137.4 million to $6.4 billion at June 30, 2015 compared to $6.3 billion at December 31, 2014. The primary drivers of the increase in assets in the quarter ended June 30, 2015 were increases in securities available-for-sale of $114.9 million, net total loans of $51.5 million and loans held for sale of $50.5 million, partially offset by a decrease in cash and cash equivalents of $75.3 million. The increase in securities available-for-sale reflects management’s decision to invest liquid assets while retaining accessibility to the funds for potential liquidity needs. The increase in loans held for sale primarily reflects strong mortgage banking loan production during the second quarter of 2015 and the strategic decision to increase the percentage of loans sold to the secondary market.
Net total loans at June 30, 2015 increased $51.5 million to $4.5 billion, compared to March 31, 2015. During the second quarter of 2015, Talmer Bank and Trust’s net total loans grew by $86.6 million, as a result of $121.7 million of net uncovered loan growth, inclusive of $49.9 million of residential real estate loan sales during the quarter, partially offset by $35.1 million of net covered loan run-off. The net uncovered loan growth of $86.6 million was driven primarily by growth in our commercial and industrial and real estate construction loan portfolios, partially offset by a decrease in our residential real estate loan portfolio primarily due to the loan pool sale discussed previously and a modest decrease in commercial real estate loans. Talmer West Bank experienced net loan run-off of $35.1 million in the second quarter of 2015. We continue to be focused on sourcing quality loan growth to overcome the run-off of higher-yielding acquired loans. Acquired loans, which total $1.6 billion, or 36.4% of total loans, at June 30, 2015 are reported on the balance sheet at the contractual balance, net of remaining discount resulting from acquisition accounting and charge-offs taken since acquisition.
The FDIC indemnification asset balance was $37.0 million at June 30, 2015. Of this amount, we expect approximately $19.7 million to be collected from the FDIC and the remaining $17.3 million to be amortized prior to the end of the associated loss share agreements, as a result of expected improvements in cash flow expectations on covered loans. Management is closely monitoring the outcome of anticipated losses on covered assets and has proactively reviewed the portfolios of covered loans and other real estate that are under loss share agreements that are expiring to evaluate the appropriateness of the associated remaining FDIC indemnification asset.
Total liabilities were $5.7 billion at June 30, 2015 compared to $5.5 billion at March 31, 2015. The $124.9 million increase in liabilities in the quarter ended June 30, 2015 was primarily due to an increase in total deposits of $129.5 million. Total deposit growth included time deposits of $114.1 million, noninterest-bearing demand deposits of $37.9 million, interest-bearing demand deposits of $37.6 million and money market and savings deposits of $18.8 million, partially offset by a decrease in other brokered funds of $78.9 million. The strong growth in core deposit balances and the decrease in non-core deposit balances were reflective of management’s efforts to increase core deposit growth achieved through programs initiated in early 2015.

5


Total shareholders’ equity of $766.4 million as of June 30, 2015, increased $12.6 million compared to March 31, 2015. The increase is primarily the result of second quarter of 2015 net income of $17.5 million, partially offset by a decrease in accumulated other comprehensive income due to a decline in the fair value of our investment securities portfolio. Our Tier 1 leverage ratio was 11.50% at June 30, 2015, compared to 11.65% at March 31, 2015. 
    
Key Performance Goals
Our near-term focus continues to be on driving quality loan and core deposit growth and realizing additional operating synergies as we move toward fully integrating our acquired banks and consolidating charters. We are also continuing to make progress on reducing the complexity of our business and believe opportunities exist to improve balance sheet efficiency and better leverage our capital position in the near term. Continuing merger activity in our market area offers the potential for additional growth opportunities; however, we will remain disciplined in our evaluation of the risks and challenges in each and every deal. Recent trends in operating expenses and ongoing investment in core growth provide momentum in our pursuit of delivering a sustainable 1%+ core return on assets.
Conference Call and Webcast
Talmer Bancorp, Inc. will host a live conference webcast to review second quarter 2015 financial results at 10:00 a.m. ET on Thursday, July 30, 2015. The webcast may be accessed through Talmer’s Investor Relations page at www.talmerbank.com where a link will be provided. Interested parties may also access the conference call by calling (888) 317-6003 (event ID No. 6109317) or internationally at (412) 317-6061. A replay of the webcast will be available for approximately 90 days after the event on Talmer’s Investor Relations page at www.talmerbank.com.
About Talmer Bancorp, Inc.
Headquartered in Troy, Michigan, Talmer Bancorp, Inc. is the holding company for Talmer Bank and Trust and Talmer West Bank. These banks, operating through branches and lending offices in Michigan, Ohio, Illinois, Indiana, Maryland and Nevada, offer a full suite of commercial and retail banking, mortgage banking, wealth management and trust services to small and medium-sized businesses and individuals.
This press release contains both financial measures based on accounting principles generally accepted in the United States (GAAP) and non-GAAP based financial measures, which are used where management believes it to be helpful in understanding Talmer Bancorp Inc.’s results of operations or financial position. Where non-GAAP financial measures are used, the comparable GAAP financial measure, as well as reconciliation to the comparable GAAP financial measure, can be found in this press release. These disclosures should not be viewed as a substitute for operating results determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies.

6


Forward-looking Statements
Some of the statements in this press release and our conference call are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: “intend,” “plan,” “seek,” “believe,” “expect,” “strategy,” “future,” “likely,” “may,” “should,” “will” and similar references to future periods. Examples of forward-looking statements, including, among others, statements related to our future expectations, including all statements under the heading entitled “Key Performance Goals,” statements about our anticipation of favorable loan growth through the remainder of the year, the expected benefits to margin and revenue as our FDIC loss share agreements expire, expected incremental improvement in our core operating efficiency in the third quarter reflecting the continued impact of expense management and improving net interest income trends, anticipated cost savings related to the early exit of leases and sales of unoccupied properties and statements regarding growth opportunities in our markets. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to risks, uncertainties and other factors, such as a downturn in the economy, unanticipated losses related to the integration of, and accounting for, our acquisition transactions, access to funding sources, greater than expected noninterest expenses, volatile credit and financial markets both domestic and foreign, potential deterioration in real estate values, regulatory changes, excessive loan losses, as well as additional risks and uncertainties contained in the “Risk Factors” and the forward-looking statement disclosure contained in our Annual Report on Form 10-K for the most recently ended fiscal year, any of which could cause actual results to differ materially from future results expressed or implied by those forward-looking statements. All forward-looking statements speak only as of the date on which it is made. We undertake no obligation to update or revise any forward-looking statements, whether written or oral, that may be made from time to time, whether as a result of new information, future events or otherwise.


Media Contact:                    Investor Relations Contact:
Shellie Maitre                    Bradley Adams
(248) 498-2858                    (248) 498-2862    



7


Talmer Bancorp, Inc.
Consolidated Balance Sheets
(Unaudited)
(Dollars in thousands, except per share data)
June 30,
2015
 
March 31, 2015 (1)
 
December 31,
2014
 
June 30,
2014
Assets
 

 
 

 
 

 
 

Cash and due from banks
$
79,357

 
$
77,957

 
$
86,185

 
$
107,292

Interest-bearing deposits with other banks
161,201

 
303,926

 
96,551

 
218,309

Federal funds sold and other short-term investments
170,000

 
104,000

 
71,000

 
77,000

Total cash and cash equivalents
410,558

 
485,883

 
253,736

 
402,601

Securities available-for-sale
845,319

 
730,393

 
740,819

 
731,700

Federal Home Loan Bank stock
25,418

 
20,744

 
20,212

 
16,541

Loans held for sale, at fair value
117,042

 
66,556

 
93,453

 
136,089

Loans:
 

 
 

 
 

 
 

Residential real estate (includes $20.9 million, $21.7 million, $18.3 million and $18.5 million, respectively, measured at fair value) (1)
1,434,678

 
1,474,025

 
1,426,012

 
1,362,869

Commercial real estate
1,395,783

 
1,404,662

 
1,310,938

 
1,131,348

Commercial and industrial
1,066,353

 
948,303

 
869,477

 
647,090

Real estate construction (includes $0, $431 thousand, $1.2 million, and $0, respectively, respectively, measured at fair value) (1)
175,192

 
140,705

 
131,686

 
112,866

Consumer
172,120

 
187,698

 
164,524

 
42,034

Total loans, excluding covered loans
4,244,126

 
4,155,393

 
3,902,637

 
3,296,207

Less: Allowance for loan losses - uncovered
(36,566
)
 
(34,477
)
 
(33,819
)
 
(24,360
)
Net loans - excluding covered loans
4,207,560

 
4,120,916

 
3,868,818

 
3,271,847

Covered loans
280,847

 
317,593

 
346,490

 
459,280

Less: Allowance for loan losses - covered
(16,340
)
 
(17,988
)
 
(21,353
)
 
(32,743
)
Net loans - covered
264,507

 
299,605

 
325,137

 
426,537

Net total loans
4,472,067

 
4,420,521

 
4,193,955

 
3,698,384

Premises and equipment
44,857

 
48,150

 
48,389

 
58,798

FDIC indemnification asset
36,997

 
50,702

 
67,026

 
102,694

Other real estate owned and repossessed assets
46,373

 
42,921

 
48,743

 
52,365

Loan servicing rights
58,894

 
54,409

 
70,598

 
74,104

Core deposit intangible
14,131

 
14,796

 
13,035

 
15,378

Goodwill
3,524

 
3,524

 

 

FDIC receivable
5,543

 
7,839

 
6,062

 
7,198

Company-owned life insurance
104,972

 
103,924

 
97,782

 
95,580

Income tax benefit
188,755

 
182,554

 
177,472

 
189,667

Other assets
43,173

 
47,273

 
40,982

 
30,550

Total assets
$
6,417,623

 
$
6,280,189

 
$
5,872,264

 
$
5,611,649

Liabilities
 

 
 

 
 

 
 

Deposits:
 

 
 

 
 

 
 

Noninterest-bearing demand deposits
$
1,002,053

 
$
964,163

 
$
887,567

 
$
958,278

Interest-bearing demand deposits
821,557

 
784,001

 
660,697

 
697,031

Money market and savings deposits
1,276,726

 
1,257,919

 
1,170,236

 
1,330,036

Time deposits
1,427,126

 
1,312,992

 
1,188,178

 
1,187,661

Other brokered funds
380,611

 
459,499

 
642,185

 
123,528

Total deposits
4,908,073

 
4,778,574

 
4,548,863

 
4,296,534

FDIC clawback liability
28,588

 
27,881

 
26,905

 
26,309

FDIC warrants payable
4,441

 
4,472

 
4,633

 
4,493

Short-term borrowings
253,945

 
216,747

 
135,743

 
238,826

Long-term debt
414,947

 
462,493

 
353,972

 
266,407

Other liabilities
41,223

 
36,173

 
40,541

 
51,135

Total liabilities
5,651,217

 
5,526,340

 
5,110,657

 
4,883,704

Shareholders’ equity
 

 
 

 
 

 
 

Preferred stock - $1.00 par value
 

 
 

 
 

 
 

Authorized - 20,000,000 shares at 6/30/2015, 3/31/2015, 12/31/2014 and 6/30/2014
 

 
 

 
 

 
 

Issued and outstanding - 0 shares at 6/30/2015, 3/31/2015, 12/31/2014 and 6/30/2014

 

 

 

Common stock:
 

 
 

 
 

 
 

Class A Voting Common Stock - $1.00 par value
 

 
 

 
 

 
 

Authorized - 198,000,000 shares at 6/30/2015, 3/31/2015, 12/31/2014 and 6/30/2014
 

 
 

 
 

 
 

Issued and outstanding -71,128,894 shares at 6/30/2015, 70,938,113 shares at 3/31/2015, 70,532,122 shares at 12/31/2014 and 70,451,057 shares at 6/30/2014
71,129

 
70,938

 
70,532

 
70,451

Class B Non-Voting Common Stock - $1.00 par value
 

 
 

 
 

 
 

Authorized - 2,000,000 shares at 6/30/2015, 3/31/2015, 12/31/2014 and 6/30/2014
 

 
 

 
 

 
 

Issued and outstanding - 0 shares at 6/30/2015, 3/31/2015, 12/31/2014 and 6/30/2014

 

 

 

Additional paid-in-capital
385,686

 
385,755

 
405,436

 
404,079

Retained earnings
307,355

 
290,516

 
281,789

 
251,182

Accumulated other comprehensive income, net of tax
2,236

 
6,640

 
3,850

 
2,233

Total shareholders’ equity
766,406

 
753,849

 
761,607

 
727,945

Total liabilities and shareholders’ equity
$
6,417,623

 
$
6,280,189

 
$
5,872,264

 
$
5,611,649

(1) First quarter 2015 information has been revised to reflect the impact to the financial statements from adjustments to the acquisition date fair value of certain assets and liabilities in the First of Huron Corporation (Signature Bank) acquisition within the measurement period. These adjustments decreased first quarter 2015 net income and period end equity by $4 thousand compared to previously reported levels.

8



Talmer Bancorp, Inc.
Consolidated Statements of Income
(Unaudited)
 
 
Three months ended June 30,
 
Six months ended June 30,
(Dollars in thousands, except per share data)
 
2015
 
2014
 
2015
 
2014
Interest income
 
 

 
 

 
 
 
 
Interest and fees on loans
 
$
58,319

 
$
56,774

 
$
118,257

 
$
110,275

Interest on investments
 
 

 
 

 
 
 
 
Taxable
 
2,375

 
2,139

 
4,698

 
4,005

Tax-exempt
 
1,658

 
1,213

 
3,273

 
3,178

Total interest on securities
 
4,033

 
3,352

 
7,971

 
7,183

Interest on interest-earning cash balances
 
117

 
171

 
203

 
387

Interest on federal funds and other short-term investments
 
269

 
131

 
434

 
271

Dividends on FHLB stock
 
224

 
291

 
469

 
513

FDIC indemnification asset
 
(8,548
)
 
(5,506
)
 
(17,798
)
 
(12,224
)
Total interest income
 
54,414

 
55,213

 
109,536

 
106,405

Interest Expense
 
 

 
 

 
 
 
 
Interest-bearing demand deposits
 
382

 
216

 
672

 
440

Money market and savings deposits
 
562

 
492

 
1,033

 
986

Time deposits
 
2,131

 
1,432

 
3,958

 
2,923

Other brokered funds
 
607

 
35

 
1,230

 
64

Interest on short-term borrowings
 
209

 
33

 
288

 
208

Interest on long-term debt
 
914

 
627

 
1,714

 
1,201

Total interest expense
 
4,805

 
2,835

 
8,895

 
5,822

Net interest income
 
49,609

 
52,378

 
100,641

 
100,583

Provision for loan losses - uncovered
 
1,069

 
3,219

 
4,481

 
9,643

Benefit for loan losses - covered
 
(8,382
)
 
(7,321
)
 
(9,801
)
 
(9,819
)
Net interest income after provision for loan losses
 
56,922

 
56,480

 
105,961

 
100,759

Noninterest income
 
 

 
 

 
 
 
 
Deposit fee income
 
2,561

 
3,188

 
4,881

 
6,486

Mortgage banking and other loan fees
 
4,698

 
(1,122
)
 
3,437

 
(37
)
Net gain on sales of loans
 
8,748

 
5,681

 
17,366

 
8,725

Bargain purchase gain
 

 

 

 
41,977

FDIC loss sharing income
 
(5,928
)
 
(3,434
)
 
(6,996
)
 
(3,547
)
Accelerated discount on acquired loans
 
7,444

 
4,326

 
15,642

 
10,792

Net gain (loss) on sales of securities
 
6

 

 
(101
)
 
(2,310
)
Other income
 
4,569

 
5,312

 
9,299

 
9,605

Total noninterest income
 
22,098

 
13,951

 
43,528

 
71,691

Noninterest expense
 
 

 
 

 
 
 
 
Salary and employee benefits
 
28,685

 
30,466

 
57,897

 
66,317

Occupancy and equipment expense
 
8,415

 
7,871

 
16,081

 
16,914

Data processing fees
 
1,805

 
2,260

 
3,659

 
4,000

Professional service fees
 
3,275

 
2,628

 
6,818

 
6,665

FDIC loss sharing expense
 
133

 
983

 
1,082

 
1,507

Bank acquisition and due diligence fees
 
419

 
268

 
1,831

 
3,197

Marketing expense
 
1,483

 
1,605

 
2,578

 
2,696

Other employee expense
 
826

 
752

 
1,760

 
1,395

Insurance expense
 
1,527

 
868

 
3,057

 
2,699

Other expense
 
6,725

 
6,370

 
15,125

 
14,129

Total noninterest expense
 
53,293

 
54,071

 
109,888

 
119,519

Income before income taxes
 
25,727

 
16,360

 
39,601

 
52,931

Income tax provision (benefit)
 
8,179

 
(4,246
)
 
12,620

 
(5,902
)
Net income
 
$
17,548

 
$
20,606

 
$
26,981

 
$
58,833

Earnings per common share:
 
 

 
 

 
 
 
 
Basic
 
$
0.25

 
$
0.29

 
$
0.38

 
$
0.85

Diluted
 
$
0.23

 
$
0.27

 
$
0.36

 
$
0.79

Average common shares outstanding - basic
 
70,301

 
70,021

 
70,259

 
69,071

Average common shares outstanding - diluted
 
74,900

 
75,659

 
75,046

 
74,531

Total comprehensive income
 
$
13,144

 
$
25,254

 
$
25,367

 
$
69,062




9


Talmer Bancorp, Inc.
Consolidated Statements of Income
(Unaudited)
 
 
2015
 
2014
(Dollars in thousands, except per share data)
 
2nd Qtr
 
1st Qtr (1)
 
4th Qtr
 
3rd Qtr
 
2nd Qtr
Interest income
 
 

 
 

 
 
 
 
 
 
Interest and fees on loans
 
$
58,319

 
$
59,938

 
$
58,271

 
$
58,128

 
$
56,774

Interest on investments
 
 

 
 

 
 
 
 
 
 

Taxable
 
2,375

 
2,323

 
2,263

 
2,241

 
2,139

Tax-exempt
 
1,658

 
1,615

 
1,610

 
1,444

 
1,213

Total interest on securities
 
4,033

 
3,938

 
3,873

 
3,685

 
3,352

Interest on interest-earning cash balances
 
117

 
86

 
94

 
159

 
171

Interest on federal funds and other short-term investments
 
269

 
165

 
126

 
130

 
131

Dividends on FHLB stock
 
224

 
245

 
177

 
177

 
291

FDIC indemnification asset
 
(8,548
)
 
(9,250
)
 
(7,539
)
 
(6,663
)
 
(5,506
)
Total interest income
 
54,414

 
55,122

 
55,002

 
55,616

 
55,213

Interest Expense
 
 

 
 

 
 
 
 
 
 

Interest-bearing demand deposits
 
382

 
290

 
194

 
190

 
216

Money market and savings deposits
 
562

 
471

 
457

 
487

 
492

Time deposits
 
2,131

 
1,827

 
1,546

 
1,611

 
1,432

Other brokered funds
 
607

 
623

 
527

 
288

 
35

Interest on short-term borrowings
 
209

 
79

 
90

 
122

 
33

Interest on long-term debt
 
914

 
800

 
725

 
701

 
627

Total interest expense
 
4,805

 
4,090

 
3,539

 
3,399

 
2,835

Net interest income
 
49,609

 
51,032

 
51,463

 
52,217

 
52,378

Provision for loan losses - uncovered
 
1,069

 
3,412

 
5,655

 
7,784

 
3,219

Benefit for loan losses - covered
 
(8,382
)
 
(1,419
)
 
(2,661
)
 
(6,275
)
 
(7,321
)
Net interest income after provision for loan losses
 
56,922

 
49,039

 
48,469

 
50,708

 
56,480

Noninterest income
 
 

 
 

 
 
 
 
 
 

Deposit fee income
 
2,561

 
2,320

 
2,692

 
3,047

 
3,188

Mortgage banking and other loan fees
 
4,698

 
(1,261
)
 
(865
)
 
2,065

 
(1,122
)
Net gain on sales of loans
 
8,748

 
8,618

 
4,939

 
4,083

 
5,681

Net gain on sale of branches
 

 

 

 
14,410

 

FDIC loss sharing income
 
(5,928
)
 
(1,068
)
 
(244
)
 
(2,420
)
 
(3,434
)
Accelerated discount on acquired loans
 
7,444

 
8,198

 
3,742

 
3,663

 
4,326

Net gain (loss) on sales of securities
 
6

 
(107
)
 

 
244

 

Other income
 
4,569

 
4,730

 
5,570

 
4,882

 
5,312

Total noninterest income
 
22,098

 
21,430

 
15,834

 
29,974

 
13,951

Noninterest expense
 
 

 
 

 
 
 
 
 
 

Salary and employee benefits
 
28,685

 
29,212

 
25,632

 
29,795

 
30,466

Occupancy and equipment expense
 
8,415

 
7,666

 
6,911

 
7,981

 
7,871

Data processing fees
 
1,805

 
1,854

 
789

 
1,610

 
2,260

Professional service fees
 
3,275

 
3,543

 
3,323

 
2,964

 
2,628

FDIC loss sharing expense
 
133

 
949

 
406

 
245

 
983

Bank acquisition and due diligence fees
 
419

 
1,412

 
329

 
239

 
268

Marketing expense
 
1,483

 
1,095

 
1,226

 
1,001

 
1,605

Other employee expense
 
826

 
934

 
658

 
621

 
752

Insurance expense
 
1,527

 
1,530

 
1,615

 
1,383

 
868

Other expense
 
6,725

 
8,400

 
7,209

 
5,424

 
6,370

Total noninterest expense
 
53,293

 
56,595

 
48,098

 
51,263

 
54,071

Income before income taxes
 
25,727

 
13,874

 
16,205

 
29,419

 
16,360

Income tax provision (benefit)
 
8,179

 
4,441

 
3,703

 
9,904

 
(4,246
)
Net income
 
$
17,548

 
$
9,433

 
$
12,502

 
$
19,515

 
$
20,606

Earnings per common share:
 
 

 
 

 
 
 
 
 
 

Basic
 
$
0.25

 
$
0.13

 
$
0.18

 
$
0.28

 
$
0.29

Diluted
 
$
0.23

 
$
0.12

 
$
0.16

 
$
0.26

 
$
0.27

Average common shares outstanding - basic
 
70,301

 
70,216

 
70,136

 
70,092

 
70,021

Average common shares outstanding - diluted
 
74,900

 
75,103

 
75,759

 
75,752

 
75,659

Total comprehensive income
 
$
13,144

 
$
12,227

 
$
14,265

 
$
19,369

 
$
25,254

(1) First quarter 2015 information is revised to reflect the impact to the financial statements from adjustments to the acquisition date fair value of certain assets and liabilities in the First of Huron Corporation (Signature Bank) acquisition within the measurement period. These adjustments decreased first quarter 2015 net income and period end equity by $4 thousand compared to previously reported levels.


10


Talmer Bancorp, Inc.
Loan Data
(Unaudited)
(Dollars in thousands)
June 30,
2015
 
March 31, 2015 (1)
 
December 31,
2014
 
September 30,
2014
 
June 30,
2014
Uncovered loans
 
 
 
 
 
 
 
 
 
Residential real estate
$
1,434,678

 
$
1,474,025

 
$
1,426,012

 
$
1,430,939

 
$
1,362,869

Commercial real estate
 
 
 
 
 
 
 
 
 
Non-owner occupied
924,174

 
919,043

 
888,650

 
814,179

 
731,743

Owner-occupied
445,927

 
459,002

 
417,843

 
379,964

 
371,406

Farmland
25,682

 
26,617

 
4,445

 
19,218

 
28,199

Total commercial real estate
1,395,783

 
1,404,662

 
1,310,938

 
1,213,361

 
1,131,348

Commercial and industrial
1,066,353

 
948,303

 
869,477

 
790,867

 
647,090

Real estate construction
175,192

 
140,705

 
131,686

 
102,920

 
112,866

Consumer
172,120

 
187,698

 
164,524

 
93,246

 
42,034

Total uncovered loans
4,244,126

 
4,155,393

 
3,902,637

 
3,631,333

 
3,296,207

Covered loans
 
 
 
 
 
 
 
 
 
Residential real estate
96,371

 
103,429

 
108,226

 
113,228

 
117,507

Commercial real estate
 
 
 
 
 
 
 
 
 
Non-owner occupied
85,889

 
97,661

 
108,692

 
121,491

 
142,846

Owner-occupied
53,614

 
63,031

 
70,492

 
80,990

 
91,829

Farmland
4,395

 
6,684

 
7,478

 
17,015

 
21,541

Total commercial real estate
143,898

 
167,376

 
186,662

 
219,496

 
256,216

Commercial and industrial
24,794

 
29,384

 
32,648

 
47,252

 
60,497

Real estate construction
7,426

 
8,443

 
9,389

 
13,734

 
14,391

Consumer
8,358

 
8,961

 
9,565

 
10,082

 
10,669

Total covered loans
280,847

 
317,593

 
346,490

 
403,792

 
459,280

Total loans
$
4,524,973

 
$
4,472,986

 
$
4,249,127

 
$
4,035,125

 
$
3,755,487

(1) First quarter 2015 information is revised to reflect the impact from adjustments to the acquisition date fair value of certain loans in the First of Huron Corporation (Signature Bank) acquisition within the measurement period. These adjustments decreased first quarter 2015 total loans by $691 thousand, compared to previously reported levels.



11


Talmer Bancorp, Inc.
Impaired Loans
(Unaudited)
 
2015
 
2014
(Dollars in thousands)
2nd Qtr
 
1st Qtr
 
4th Qtr
 
3rd Qtr
 
2nd Qtr
Uncovered
 
 
 
 
 
 
 
 
 
Nonperforming troubled debt restructurings
 
 
 
 
 
 
 
 
 
Residential real estate
$
4,364

 
$
4,418

 
$
3,984

 
$
2,284

 
$
1,920

Commercial real estate
4,652

 
4,031

 
2,644

 
3,122

 
2,842

Commercial and industrial
414

 
43

 
180

 
135

 
541

Real estate construction
202

 
147

 

 

 

Consumer
91

 
89

 
83

 
84

 
90

Total nonperforming troubled debt restructurings
9,723

 
8,728

 
6,891

 
5,625

 
5,393

Nonaccrual loans other than nonperforming troubled debt restructurings
 
 
 
 
 
 
 
 
 
Residential real estate
15,769

 
13,683

 
13,390

 
13,449

 
11,708

Commercial real estate
11,075

 
11,120

 
11,112

 
9,456

 
6,590

Commercial and industrial
2,705

 
1,892

 
3,370

 
14,339

 
2,074

Real estate construction
236

 

 
174

 
253

 
158

Consumer
217

 
254

 
174

 
161

 
76

Total nonaccrual loans other than nonperforming troubled debt restructurings
30,002

 
26,949

 
28,220

 
37,658

 
20,606

Total nonaccrual loans
39,725

 
35,677

 
35,111

 
43,283

 
25,999

Other real estate owned and repossessed assets (1)
37,612

 
30,761

 
36,872

 
32,046

 
39,848

Total nonperforming assets
77,337

 
66,438

 
71,983

 
75,329

 
65,847

Performing troubled debt restructurings
 
 
 
 
 
 
 
 
 
Residential real estate
2,392

 
1,875

 
1,368

 
1,802

 
1,628

Commercial real estate
3,741

 
2,625

 
3,785

 
2,961

 
2,588

Commercial and industrial
2,597

 
2,171

 
840

 
652

 
995

Real estate construction
131

 
89

 
90

 
92

 
94

Consumer
233

 
220

 
234

 
56

 
29

Total performing troubled debt restructurings
9,094

 
6,980

 
6,317

 
5,563

 
5,334

Total uncovered impaired assets
$
86,431

 
$
73,418

 
$
78,300

 
$
80,892

 
$
71,181

Loans 90 days or more past due and still accruing, excluding loans accounted for under ASC 310-30
$
340

 
$
72

 
$
53

 
$
595

 
$
305

Covered
 
 
 
 
 
 
 
 
 
Nonperforming troubled debt restructurings
 
 
 
 
 
 
 
 
 
Residential real estate
$
1,606

 
$
1,623

 
$
1,363

 
$
1,304

 
$
1,408

Commercial real estate
14,717

 
13,617

 
14,343

 
4,144

 
4,861

Commercial and industrial
1,652

 
1,476

 
2,043

 
2,438

 
2,089

Real estate construction
336

 
267

 
272

 
614

 
595

Consumer
20

 
28

 
13

 
42

 
15

Total nonperforming troubled debt restructurings
18,331

 
17,011

 
18,034

 
8,542

 
8,968

Nonaccrual loans other than nonperforming troubled debt restructurings
 
 
 
 
 
 
 
 
 
Residential real estate
465

 
441

 
485

 
433

 
426

Commercial real estate
251

 
1,180

 
1,380

 
1,313

 
1,489

Commercial and industrial
717

 
1,233

 
1,517

 
1,653

 
1,751

Real estate construction
29

 
451

 
441

 
441

 
439

Consumer

 

 

 

 
1

Total nonaccrual loans other than nonperforming troubled debt restructurings
1,462

 
3,305

 
3,823

 
3,840

 
4,106

Total nonaccrual loans
19,793

 
20,316

 
21,857

 
12,382

 
13,074

Other real estate owned and repossessed assets
8,261

 
10,709

 
10,719

 
11,835

 
10,975

Total nonperforming assets
28,054

 
31,025

 
32,576

 
24,217

 
24,049

Performing troubled debt restructurings
 
 
 
 
 
 
 
 
 
Residential real estate
3,584

 
3,069

 
3,046

 
2,860

 
2,821

Commercial real estate
3,055

 
8,923

 
9,017

 
14,915

 
16,102

Commercial and industrial
569

 
993

 
1,137

 
2,119

 
2,962

Real estate construction
300

 
256

 
264

 
108

 
109

Consumer
7

 

 

 

 

Total performing troubled debt restructurings
7,515

 
13,241

 
13,464

 
20,002

 
21,994

Total covered impaired assets
$
35,569

 
$
44,266

 
$
46,040

 
$
44,219

 
$
46,043

Loans 90 days or more past due and still accruing, excluding loans accounted for under ASC 310-30
$

 
$

 
$

 
$

 
$
49

(1) Excludes closed branches and operating facilities.



12



Talmer Bancorp, Inc.
Net Interest Income and Net Interest Margin
(Unaudited)
 
For the three months ended
 
June 30, 2015
 
March 31, 2015 (1)
 
June 30, 2014
(Dollars in thousands)
Average Balance
Interest (2)
Average Rate (3)
 
Average Balance
Interest (2)
Average Rate (3)
 
Average Balance
Interest (2)
Average Rate (3)
Earning assets:
 
 
 
 
 
 
 
 
 
 
 
Interest-earning balances
$
195,874

$
117

0.24
 %
 
$
156,828

$
86

0.22
 %
 
$
250,239

$
171

0.28
 %
Federal funds sold and other short-term investments
152,593

269

0.71

 
97,419

165

0.69

 
76,474

131

0.69

Investment securities (4):
 
 
 
 
 
 
 
 
 
 
 
Taxable
527,632

2,375

1.81

 
494,079

2,323

1.91

 
512,692

2,139

1.67

Tax-exempt
250,765

1,658

3.52

 
236,469

1,615

3.69

 
176,075

1,213

3.73

Federal Home Loan Bank stock
20,380

224

4.40

 
20,681

245

4.81

 
12,980

291

9.01

Gross uncovered loans (5)
4,250,403

48,919

4.62

 
4,100,575

49,505

4.90

 
3,254,119

41,198

5.08

Gross covered loans (5)
302,078

9,400

12.48

 
329,767

10,433

12.83

 
477,238

15,576

13.09

FDIC indemnification asset
46,971

(8,548
)
(73.00
)
 
62,485

(9,250
)
(60.03
)
 
115,565

(5,506
)
(19.11
)
Total earning assets
5,746,696

54,414

3.84
 %
 
5,498,303

55,122

4.11
 %
 
4,875,382

55,213

4.58
 %
Non-earning assets:
 
 
 
 
 
 
 
 
 
 
 
Cash and due from banks
86,290

 
 
 
91,194

 
 
 
111,501

 
 
Allowance for loan losses
(51,033
)
 
 
 
(53,268
)
 
 
 
(58,562
)
 
 
Premises and equipment
47,775

 
 
 
48,376

 
 
 
57,661

 
 
Core deposit intangible
14,465

 
 
 
14,201

 
 
 
15,740

 
 
Goodwill
3,524

 
 
 
2,075

 
 
 

 
 
Other real estate owned and repossessed assets
44,888

 
 
 
48,562

 
 
 
56,155

 
 
Loan servicing rights
55,986

 
 
 
60,185

 
 
 
76,431

 
 
FDIC receivable
6,830

 
 
 
5,473

 
 
 
6,380

 
 
Company-owned life insurance
104,327

 
 
 
100,923

 
 
 
90,228

 
 
Other non-earning assets
236,881

 
 
 
234,697

 
 
 
215,431

 
 
Total assets
$
6,296,629

 
 
 
$
6,050,721

 
 
 
$
5,446,347

 
 
Interest-bearing liabilities:
 
 
 
 
 
 
 
 
 
 
 
Deposits:
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing demand deposits
$
828,482

$
382

0.19
 %
 
$
772,181

$
290

0.15
 %
 
$
714,231

$
216

0.12
 %
Money market and savings deposits
1,267,347

562

0.18

 
1,211,958

471

0.16

 
1,352,163

492

0.15

Time deposits
1,353,226

2,131

0.63

 
1,264,103

1,827

0.59

 
1,215,585

1,432

0.47

Other brokered funds
483,716

607

0.50

 
589,239

623

0.43

 
80,478

35

0.17

Short-term borrowings
75,819

209

1.10

 
49,839

79

0.65

 
126,382

33

0.11

Long-term debt
463,210

914

0.79

 
402,023

800

0.81

 
209,721

627

1.20

Total interest-bearing liabilities
4,471,800

4,805

0.43
 %
 
4,289,343

4,090

0.39
 %
 
3,698,560

2,835

0.31
 %
Noninterest-bearing liabilities and shareholders' equity:
 
 
 
 
 
 
 
 
 
 
Noninterest-bearing demand deposits
976,044

 
 
 
921,359

 
 
 
965,966

 
 
FDIC clawback liability
28,087

 
 
 
27,107

 
 
 
25,787

 
 
Other liabilities
62,414

 
 
 
53,547

 
 
 
46,052

 
 
Shareholders' equity
758,284

 
 
 
759,365

 
 
 
709,982

 
 
Total liabilities and shareholders' equity
$
6,296,629

 
 
 
$
6,050,721

 
 
 
$
5,446,347

 
 
Net interest income
 
$
49,609

 
 
 
$
51,032

 
 
 
$
52,378

 
Interest spread
 
 
3.41
 %
 
 
 
3.72
 %
 
 
 
4.27
 %
Net interest margin as a percentage of interest-earning assets
 
3.46
 %
 
 
 
3.76
 %
 
 
 
4.31
 %
Tax equivalent effect
 
 
0.04
 %
 
 
 
0.04
 %
 
 
 
0.03
 %
Net interest margin as a percentage of interest-earning assets (FTE)
3.50
 %
 
 
 
3.80
 %
 
 
 
4.34
 %
(1) First quarter 2015 information is revised to reflect the impact from adjustments to the acquisition date fair value of certain loans and their related changes to interest income in the First of Huron Corporation (Signature Bank) acquisition within the measurement period. These adjustments decreased first quarter 2015 interest income by $6 thousand compared to previously reported levels.
(2) Interest income is shown on actual basis and does not include taxable equivalent adjustments.
(3) Average rates are presented on an annual basis and include a taxable equivalent adjustment to interest income of $540 thousand, $534 thousand, and $425 thousand on tax-exempt securities for the three months ended June 30, 2015, March 31, 2015, and June 30, 2014, respectively, using the statutory tax rate of 35%.
(4) For presentation in this table, average balances and the corresponding average rates for investment securities are based upon historical cost, adjusted for amortization of premiums and accretion of discounts.
(5) Includes nonaccrual loans.


13



Talmer Bancorp, Inc.
Net Interest Income and Net Interest Margin
(Unaudited)
 
For the six months ended
 
June 30, 2015
 
June 30, 2014
(Dollars in thousands)
Average Balance
Interest (1)
Average Rate (2)
 
Average Balance
Interest (1)
Average Rate (2)
Earning assets:
 
 
 
 
 
 
 
Interest-earning balances
$
176,459

$
203

0.23
 %
 
$
324,900

$
387

0.24
 %
Federal funds sold and other short-term investments
125,159

434

0.70

 
73,597

271

0.74

Investment securities (3):
 
 
 
 
 
 
 
Taxable
510,948

4,698

1.85

 
500,586

4,005

1.61

Tax-exempt
243,657

3,273

3.54

 
174,161

3,178

4.97

Federal Home Loan Bank stock
20,529

469

4.61

 
17,677

513

5.86

Gross uncovered loans (4)
4,175,903

98,424

4.75

 
3,236,360

80,890

5.04

Gross covered loans (4)
315,846

19,833

12.66

 
495,323

29,385

11.96

FDIC indemnification asset
54,685

(17,798
)
(65.63
)
 
121,740

(12,224
)
(20.25
)
Total earning assets
5,623,186

109,536

3.96
 %
 
4,944,344

106,405

4.39
 %
Non-earning assets:
 
 
 
 
 
 
 
Cash and due from banks
88,729

 
 
 
100,634

 
 
Allowance for loan losses
(52,145
)
 
 
 
(58,027
)
 
 
Premises and equipment
48,074

 
 
 
56,694

 
 
Core deposit intangible
14,334

 
 
 
12,264

 
 
Goodwill
2,803

 
 
 

 
 
Other real estate owned and repossessed assets
46,715

 
 
 
57,847

 
 
Loan servicing rights
58,074

 
 
 
78,238

 
 
FDIC receivable
6,155

 
 
 
6,722

 
 
Company-owned life insurance
102,634

 
 
 
65,732

 
 
Other non-earning assets
235,798

 
 
 
215,133

 
 
Total assets
$
6,174,357

 
 
 
$
5,479,581

 
 
Interest-bearing liabilities:
 
 
 
 
 
 
 
Deposits:
 
 
 
 
 
 
 
Interest-bearing demand deposits
$
800,487

$
672

0.17
 %
 
$
711,766

$
440

0.12
 %
Money market and savings deposits
1,239,805

1,033

0.17

 
1,374,101

986

0.14

Time deposits
1,308,911

3,958

0.61

 
1,268,122

2,923

0.46

Other brokered funds
536,186

1,230

0.46

 
80,240

64

0.16

Short-term borrowings
62,900

288

0.92

 
114,577

208

0.37

Long-term debt
432,786

1,714

0.80

 
210,722

1,201

1.15

Total interest-bearing liabilities
4,381,075

8,895

0.41
 %
 
3,759,528

5,822

0.31
 %
Noninterest-bearing liabilities and shareholders' equity:
 
 
 
 
 
 
Noninterest-bearing demand deposits
948,856

 
 
 
951,432

 
 
FDIC clawback liability
27,600

 
 
 
25,433

 
 
Other liabilities
58,004

 
 
 
43,078

 
 
Shareholders' equity
758,822

 
 
 
704,110

 
 
Total liabilities and shareholders' equity
$
6,174,357

 
 
 
$
5,483,581

 
 
Net interest income
 
$
100,641

 
 
 
$
100,583

 
Interest spread
 
 
3.55
 %
 
 
 
4.08
 %
Net interest margin as a percentage of interest-earning assets
 
3.61
 %
 
 
 
4.10
 %
Tax equivalent effect
 
 
0.03
 %
 
 
 
0.04
 %
Net interest margin as a percentage of interest-earning assets (FTE)
3.64
 %
 
 
 
4.14
 %
(1) Interest income is shown on actual basis and does not include taxable equivalent adjustments.
(2) Average rates are presented on an annual basis and include a taxable equivalent adjustment to interest income of $1.0 million and $1.1 million on tax-exempt securities for the six months ended June 30, 2015 and June 30, 2014, respectively, using the statutory tax rate of 35%.
(3) For presentation in this table, average balances and the corresponding average rates for investment securities are based upon historical cost, adjusted for amortization of premiums and accretion of discounts.
(4) Includes nonaccrual loans.



14


Talmer Bancorp, Inc.
Reconciliation of Non-GAAP Financial Measures (1)
(Unaudited)
 
2015
 
2014
(Dollars in thousands, except per share data)
2nd Quarter
 
1st Quarter (2)
 
4th Quarter
 
3rd Quarter
 
2nd Quarter
 
 
 
 
 
 
 
 
 
 
Tangible shareholders' equity:
 
 
 
 
 
 
 
 
 
Total shareholders' equity
$
766,406

 
$
753,849

 
$
761,607

 
$
746,652

 
$
727,945

Less:
 
 
 
 
 
 
 
 
 
Core deposit intangibles
14,131

 
14,796

 
13,035

 
13,696

 
15,378

Goodwill
3,524

 
3,524

 

 

 

Tangible shareholders' equity
$
748,751

 
$
735,529

 
$
748,572

 
$
732,956

 
$
712,567

Tangible book value per share:
 
 
 
 
 
 
 
 
 
Shares outstanding
71,129

 
70,938

 
70,532

 
70,504

 
70,451

Tangible book value per share
$
10.53

 
$
10.37

 
$
10.61

 
$
10.40

 
$
10.11

Tangible average equity to tangible average assets:
 
 
 
 
 
 
 
 
 
Average assets
$
6,296,629

 
$
6,050,721

 
$
5,865,624

 
$
5,747,108

 
$
5,446,347

Average equity
758,284

 
759,365

 
754,722

 
738,870

 
709,982

Average core deposit intangibles
14,465

 
14,201

 
13,334

 
14,398

 
15,740

Average goodwill
3,524

 
2,075

 

 

 

Tangible average equity to tangible average assets
11.79
%
 
12.31
%
 
12.67
%
 
12.64
%
 
12.78
%
Core efficiency ratio:
 
 
 
 
 
 
 
 
 
Net interest income
$
49,609

 
$
51,032

 
$
51,463

 
$
52,217

 
$
52,378

Noninterest income
22,098

 
21,430

 
15,834

 
29,974

 
13,951

Total revenue
71,707

 
72,462

 
67,297

 
82,191

 
66,329

Less:
 
 
 
 
 
 
 
 
 
(Expense)/benefit due to change in the fair value of loan servicing rights
3,146

 
(4,084
)
 
(3,656
)
 
(176
)
 
(4,200
)
FDIC loss sharing income
(5,928
)
 
(1,068
)
 
(244
)
 
(2,420
)
 
(3,434
)
Net gains on sales of branches

 

 

 
14,410

 

Total core revenue
74,489

 
77,614

 
71,197

 
70,377

 
73,963

Total noninterest expense
53,293

 
56,595

 
48,098

 
51,263

 
54,071

Less:
 
 
 
 
 
 
 
 
 
Transaction and integration related costs
419

 
3,347

 
329

 
1,428

 
837

Property efficiency review
1,820

 

 

 

 

Total core noninterest expense
51,054

 
53,248

 
47,769

 
49,835

 
53,234

Core efficiency ratio
68.54
%
 
68.61
%
 
67.09
%
 
70.81
%
 
71.97
%
(1) Management believes these non-GAAP financial measures provide useful information to both management and investors that is supplementary to our financial condition and results of operations in accordance with GAAP; however, we do acknowledge that our non-GAAP financial measures have a number of limitations. As such, you should not view these disclosures as a substitute for results determined in accordance with GAAP, and they are not necessarily comparable to non-GAAP financial measures that other companies use.
(2) First quarter 2015 information has been revised to reflect the impact to the financial statements from adjustments to the acquisition date fair value of certain assets and liabilities in the First of Huron Corporation (Signature Bank) acquisition within the measurement period. These adjustments decreased first quarter 2015 net income and period end equity by $4 thousand compared to previously reported levels.





15