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8-K - 8K FILING OF EARNING PRESS RELEASE WORD DOC - COMMUNITY BANK SYSTEM, INC.cbna8k2015q3.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 Quarterly Results
 
   - GAAP earnings of $0.60 per share  
   - Dividend increased for the 23rd consecutive year  
 
                        SYRACUSE, N.Y. — October 22, 2015 — Community Bank System, Inc. (NYSE: CBU) reported third quarter 2015 net income of $25.0 million, an increase of 11.9% compared with $22.4 million earned in the third quarter of 2014.  Diluted earnings per share totaled $0.60 for the third quarter of 2015, a six cent per share improvement over the $0.54 per share reported in the third quarter of 2014, and included $0.6 million of acquisition expenses, or one cent per share.  The third quarter of 2014’s results included a $2.8 million litigation settlement charge, or five cents per share.  2015 year-to-date net income of $71.2 million, or $1.72 per share, was 4.3% above the first nine months of 2014, and included $1.3 million of acquisition expenses, or two cents per share.

“Our record quarterly operating results were driven by productive earning-asset growth, 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 have been able to generate solid volume growth in our second and third quarters.  During 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 also 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 exceptional service to our customers and our communities.  We continue to expect to receive the various required regulatory approvals in the fourth quarter.”

Total revenue for the third quarter of 2015 was $93.7 million, an increase of $1.3 million, or 1.4%, over the prior year quarter.  The higher revenue was generated as a result of a 6.9% increase in average earning assets and continued growth in noninterest income, which more than offset a 24 basis-point reduction in net interest margin from the prior year quarter.  Third quarter net interest income was $62.4 million, an increase of $1.0 million, or 1.6%, compared to the third quarter of 2014.  Modestly lower funding costs were offset by a 25-basis point decline in earning asset yields, the result of lower blended interest rates on loans and investment securities.  While average loan balances grew $106.8 million, or 2.6%, average loan yields declined eight basis points year-over-year, resulting in a $0.2 million increase in quarterly loan interest income.  Investment income was $0.8 million higher than the third quarter of 2014, as average investment securities (including cash equivalents) increased by $350.9 million, and the yield declined 43 basis points, principally the result of the decision to pre-invest the expected net liquidity from the pending Oneida Financial transaction.  Wealth management and employee benefit services increased $0.5 million, or 3.3%, compared to third quarter of 2014.  Customer and product expansion continued in 2015 and drove the higher revenue generation.  Revenues from mortgage banking and other services increased $0.2 million from the third quarter of 2014, and included the Company’s annual dividend from certain pooled retail insurance programs of $0.7 million, or just over one cent per share.  Quarterly deposit service fees declined $0.4 million year-over-year, as higher card-related revenues were more than offset by the continuing trend of lower fees from account overdraft protection programs.

Third quarter 2015 operating expenses of $56.1 million declined $2.7 million versus the third quarter of 2014.  The third quarter of 2015 included $0.6 million of acquisition expenses, and the third quarter of 2014 included a $2.8 million litigation settlement charge.  Excluding those two items, core operating expenses declined $0.5 million year-over-year.  Salaries and employee benefits increased $0.2 million, or 0.8%.  All other expenses, excluding acquisition expenses and the litigation settlement charge, declined 2.9% and reflected stable occupancy and equipment costs, lower intangible amortization and lower other operating expenses compared to the third quarter of 2014.
 
 
 

 
 
The third quarter 2015 provision for loan losses of $1.9 million was $0.2 million higher than the third quarter of 2014, and reflected net charge-offs of $1.6 million and loan growth of $49.9 million during the quarter.  The Company’s effective tax rate for the third quarter of 2015 was 30.0%, comparable to the 29.9% rate in the third quarter of 2014.

Financial Position

Average earning assets of $7.12 billion for the third quarter of 2015 were up $457.7 million from the third quarter of 2014, and were $260.8 million higher than the second quarter of 2015.  Compared to the prior year, total average earning asset balances included growth of $106.8 million in average loan balances, while average investment securities and interest-earning cash balances increased by $350.9 million, predominantly from incremental investment purchases related to the anticipated net liquidity from the pending Oneida Financial acquisition.  Average deposit balances grew $149.7 million, or 2.5%, compared to the third quarter of 2014.  Average borrowings in the third quarter of 2015 of $676.0 million were $248.9 million higher than the prior year quarter, also reflective of the early liquidity investment decision related to the pending Oneida Financial transaction.

Ending loans at September 30, 2015 increased $96.3 million, or 2.3% year-over-year, reflecting productive organic growth in each of the Company’s lending portfolios, and was generally consistent with market demand characteristics.  Investment securities totaled $2.9 billion at September 30, 2015, up $411.0 million from the end of September 2014.

Shareholders’ equity of $1.0 billion at September 30, 2015 was $79.5 million, or 8.2%, higher than the prior year quarter-end, primarily due to strong earnings generation and capital retention over the last four quarters, and an increase in the market value adjustment of the securities portfolio.  The Company’s net tangible equity to net tangible assets ratio was 9.14% at September 30, 2015, up from 8.57% at September 30, 2014.  The Company’s Tier 1 leverage ratio rose to 10.09% for the current quarter, up 30 basis points from the third 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 or third quarters of this year.

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 $1.6 million for the third quarter, compared to $1.1 million for the third quarter of 2014 and a very low $0.3 million for the second quarter of 2015.  Net charge-offs as an annualized percentage of average loans measured 0.15% in the third quarter of 2015, compared to 0.10% in the prior year third quarter and 0.03% in the second quarter of 2015.  Nonperforming loans as a percentage of total loans at September 30, 2015 were 0.58%, slightly more than 0.57% at September 30, 2014.  The total loan delinquency ratio of 1.19% at the end of the third quarter was down 13 basis points from the end of the third quarter of 2014.  The third quarter provision for loan losses of $1.9 million was $0.2 million, or 9.1%, higher than the third quarter of 2014, due primarily to higher levels of net charge-offs.  The allowance for loan losses to nonperforming loans was 181% at September 30, 2015, comparable with the 189% and 197% levels at the end of the third quarter of 2014 and the second quarter of 2015, respectively.

Dividend Increase

In August the Company declared a quarterly cash dividend of $0.31 per share on its common stock, marking its 23rd consecutive year of dividend increases.  President and Chief Executive Officer, Mark E. Tryniski, commented, “The payment of a meaningful and growing dividend is an important component of our commitment to provide consistent and favorable long-term returns to our shareholders.  The increase reflects the continued strength of both our current operating performance and capital position.”  The one cent increase in the Company’s quarterly cash dividend over the same quarter of last year, or 3.3% higher, represents an annualized yield of 3.2% based on its’ closing price of $39.23 on October 20, 2015.


 
 

 


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, and the Oneida shareholders.  The Company expects the transaction to be immediately accretive excluding merger-related costs.  The Company continues to expect to receive the various required regulatory approvals for the transaction in the fourth quarter of 2015.


Conference Call Scheduled

Company management will conduct an investor call at 11:00 a.m. (ET) today (Thursday, October 22nd) to discuss third quarter results.  The conference call can be accessed at 888-430-8709 (1-719-457-2697 if outside United States and Canada) using the conference ID code 150086.  Investors may also listen live via the Internet at: http://www.webcaster4.com/Webcast/Page/995/10820.

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 $8.0 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
 
September 30, 2015
September 30, 2014
September 30, 2015
September 30, 2014
Earnings
       
Loan income
$47,040
$46,883
$138,422
$138,649
Investment income
18,244
17,404
53,196
52,986
Total interest income
65,284
64,287
191,618
191,635
Interest expense
2,921
2,893
8,187
8,963
Net interest income
62,363
61,394
183,431
182,672
Provision for loan losses
1,906
1,747
3,120
4,647
Net interest income after provision for loan losses
60,457
59,647
180,311
178,025
Deposit service fees
13,459
13,833
39,142
39,260
Revenues from mortgage banking and other banking services
2,045
1,867
3,899
4,665
Wealth management services
4,552
4,617
13,383
13,529
Employee benefit services
11,330
10,755
33,727
31,638
Total noninterest income
31,386
31,072
90,151
89,092
Salaries and employee benefits
31,179
30,941
93,218
92,090
Occupancy and equipment
6,652
6,617
20,891
21,224
Amortization of intangible assets
843
1,051
2,642
3,293
Litigation settlement
0
2,800
0
2,800
Acquisition expenses
562
0
1,318
123
Other
16,843
17,402
50,006
50,366
Total operating expenses
56,079
58,811
168,075
169,896
Income before income taxes
35,764
31,908
102,387
97,221
Income taxes
10,742
9,537
31,228
29,001
Net income
$25,022
$22,371
$71,159
$68,220
Basic earnings per share
$0.61
$0.55
$1.74
$1.67
Diluted earnings per share
$0.60
$0.54
$1.72
$1.65

 
 

 


 
Summary of Financial Data
         
(Dollars in thousands, except per share data)
         
 
2015
2014
 
3rd Qtr
2nd Qtr
1st Qtr
4th Qtr
3rd Qtr
Earnings
         
Loan income
$47,040
$45,791
$45,591
$46,878
$46,883
Investment income
18,244
18,089
16,863
17,707
17,404
Total interest income
65,284
63,880
62,454
64,585
64,287
Interest expense
2,921
2,652
2,614
2,829
2,893
Net interest income
62,363
61,228
59,840
61,756
61,394
Provision for loan losses
1,906
591
623
2,531
1,747
Net interest income after provision for loan losses
60,457
60,637
59,217
59,225
59,647
Deposit service fees
13,459
13,213
12,470
13,496
13,833
Revenues from mortgage banking and other banking services
2,045
799
1,055
1,149
1,867
Wealth management services
4,552
4,385
4,446
4,341
4,617
Employee benefit services
11,330
11,322
11,075
10,942
10,755
Total noninterest income
31,386
29,719
29,046
29,928
31,072
Salaries and employee benefits
31,179
31,010
31,029
30,987
30,941
Occupancy and equipment
6,652
6,844
7,395
6,724
6,617
Amortization of intangible assets
843
880
919
994
1,051
Litigation settlement
0
0
0
0
2,800
Acquisition expenses
562
361
395
0
0
Other
16,843
16,953
16,210
17,979
17,402
Total operating expenses
56,079
56,048
55,948
56,684
58,811
Income before income taxes
35,764
34,308
32,315
32,469
31,908
Income taxes
10,742
10,468
10,018
9,336
9,537
Net income
25,022
23,840
22,297
23,133
22,371
Basic earnings per share
$0.61
$0.58
$0.55
$0.57
$0.55
Diluted earnings per share
$0.60
$0.58
$0.54
$0.56
$0.54
Profitability
         
Return on assets
1.25%
1.25%
1.21%
1.22%
1.19%
Return on equity
9.77%
9.44%
8.97%
9.35%
9.25%
Return on tangible equity(3)
14.82%
14.40%
13.74%
14.57%
14.66%
Noninterest income/operating income (FTE) (1)
32.4%
31.6%
31.6%
31.3%
32.2%
Efficiency ratio (2)
56.4%
58.3%
59.4%
58.3%
57.0%
Components of Net Interest Margin (FTE)
         
Loan yield
4.40%
4.40%
4.45%
4.43%
4.48%
Cash equivalents yield
0.22%
0.28%
0.20%
0.19%
0.17%
Investment yield
2.94%
3.15%
3.22%
3.43%
3.37%
Earning asset yield
3.81%
3.92%
3.99%
4.06%
4.06%
Interest-bearing deposit rate
0.14%
0.15%
0.16%
0.16%
0.17%
Borrowing rate
0.72%
0.84%
1.01%
0.88%
0.87%
Cost of all interest-bearing funds
0.21%
0.20%
0.21%
0.22%
0.23%
Cost of funds (includes DDA)
0.17%
0.16%
0.17%
0.18%
0.18%
Net interest margin (FTE)
3.65%
3.76%
3.83%
3.89%
3.89%
Fully tax-equivalent adjustment
$3,162
$3,115
$3,085
$3,804
$3,923

 

 
 

 


 
Summary of Financial Data
           
(Dollars in thousands, except per share data)
 
           
 
2015
2014
 
3rd Qtr
2nd Qtr
1st Qtr
4th Qtr
3rd Qtr
 
Average Balances
           
Loans
$4,287,062
$4,211,962
$4,190,823
$4,223,653
$4,180,283
 
Cash equivalents
12,395
11,325
18,080
11,260
8,225
 
Taxable investment securities
2,187,818
2,031,234
1,845,295
1,830,375
1,834,590
 
Nontaxable investment securities
635,627
607,585
611,330
622,365
642,114
 
Total interest-earning assets
7,122,902
6,862,106
6,665,528
6,687,653
6,665,212
 
Total assets
7,919,966
7,678,719
7,489,179
7,495,814
7,457,409
 
Interest-bearing deposits
4,739,513
4,777,195
4,704,003
4,689,788
4,671,216
 
Borrowings
675,958
438,931
327,791
406,610
427,051
 
Total interest-bearing liabilities
5,415,471
5,216,126
5,031,794
5,096,398
5,098,267
 
Noninterest-bearing deposits
1,363,022
1,321,738
1,319,499
1,293,760
1,281,626
 
Shareholders' equity
1,016,448
1,012,470
1,008,394
981,737
959,484
 
Balance Sheet Data
           
Cash and cash equivalents
$156,836
$143,047
$150,533
$138,396
$157,500
 
Investment securities
2,917,263
2,868,050
2,656,424
2,512,974
2,506,242
 
Loans:
           
Consumer mortgage
1,621,862
1,608,064
1,605,019
1,613,384
1,598,298
 
Business lending
1,288,771
1,295,889
1,239,529
1,262,484
1,251,178
 
Consumer indirect
872,988
837,449
804,300
833,968
841,975
 
Home equity
345,447
340,578
338,979
342,342
339,121
 
Consumer direct
184,479
181,623
176,084
184,028
186,672
 
Total loans
4,313,547
4,263,603
4,163,911
4,236,206
4,217,244
 
Allowance for loan losses
45,588
45,282
45,005
45,341
45,273
 
Intangible assets, net
384,525
385,515
386,054
386,973
387,966
 
Other assets
270,583
293,838
264,122
260,232
278,964
 
Total assets
7,997,166
7,908,771
7,576,039
7,489,440
7,502,643
 
Deposits:
           
   Noninterest-bearing
1,357,554
1,337,101
1,316,621
1,324,661
1,279,052
 
   Non-maturity interest-bearing
4,081,796
4,020,192
4,055,976
3,837,603
3,881,249
 
   Time
708,760
729,527
753,950
773,000
807,030
 
Total deposits
6,148,110
6,086,820
6,126,547
5,935,264
5,967,331
 
Borrowings
558,100
566,200
195,700
338,000
343,805
 
Subordinated debt held by unconsolidated subsidiary trusts
102,140
102,134
102,128
102,122
102,115
 
Accrued interest and other liabilities
143,790
153,278
138,262
126,150
123,868
 
Total liabilities
6,952,140
6,908,432
6,562,637
6,501,536
6,537,119
 
Shareholders' equity
1,045,026
1,000,339
1,013,402
987,904
965,524
 
Total liabilities and shareholders' equity
7,997,166
7,908,771
7,576,039
7,489,440
7,502,643
 
Capital
           
Tier 1 leverage ratio
10.09%
10.20%
10.23%
9.96%
9.79%
 
Tangible equity/net tangible assets (3)
9.14%
8.63%
9.19%
8.92%
8.57%
 
Diluted weighted average common shares O/S
41,470
41,265
41,247
41,248
41,260
 
Period end common shares outstanding
41,019
40,877
40,724
40,748
40,707
 
Cash dividends declared per common share
$0.31
$0.30
$0.30
$0.30
$0.30
 
Book value
$25.48
$24.47
$24.88
$24.24
$23.72
 
Tangible book value(3)
$17.05
$15.96
$16.31
$15.63
$15.04
 
Common stock price (end of period)
$37.17
$37.77
$35.39
$38.13
$33.59
 

 
 

 


Summary of Financial Data
         
(Dollars in thousands, except per share data)
         
 
2015
2014
 
3rd Qtr
2nd Qtr
1st Qtr
4th Qtr
3rd Qtr
Asset Quality
         
Nonaccrual loans
$23,133
$21,440
$20,984
$20,731
$21,323
Accruing loans 90+ days delinquent
2,076
1,558
1,699
3,106
2,690
Total nonperforming loans
25,209
22,998
22,683
23,837
24,013
Other real estate owned (OREO)
2,531
2,324
1,767
1,855
3,619
Total nonperforming assets
27,740
25,322
24,450
25,692
27,632
Net charge-offs
1,600
314
959
2,462
1,090
Allowance for loan losses/loans outstanding
1.06%
1.06%
1.08%
1.07%
1.07%
Nonperforming loans/loans outstanding
0.58%
0.54%
0.54%
0.56%
0.57%
Allowance for loan losses/nonperforming loans
181%
197%
198%
190%
189%
Net charge-offs/average loans
0.15%
0.03%
0.09%
0.23%
0.10%
Delinquent loans/ending loans
1.19%
1.09%
1.19%
1.46%
1.32%
Loan loss provision/net charge-offs
119%
188%
65%
103%
160%
Nonperforming assets/total assets
0.35%
0.32%
0.32%
0.34%
0.37%
Asset Quality (excluding loans acquired since 1/1/09)
         
Nonaccrual loans
$20,505
$18,558
$18,278
$17,676
$17,313
Accruing loans 90+ days delinquent
1,877
1,463
1,325
2,828
2,545
Total nonperforming loans
22,382
20,021
19,603
20,504
19,858
Other real estate owned (OREO)
1,720
1,518
1,357
1,469
1,794
Total nonperforming assets
24,102
21,539
20,960
21,973
21,652
Net charge-offs
1,473 425 877 2,098 1,088
Allowance for loan losses/loans outstanding
1.10%
1.11%
1.14%
1.14%
1.14%
Nonperforming loans/loans outstanding
0.55%
0.50%
0.50%
0.52%
0.51%
Allowance for loan losses/nonperforming loans
201%
223%
226%
221%
226%
Net charge-offs/average loans
0.14%
0.04%
0.09%
0.21%
0.11%
Delinquent loans/ending loans
1.14%
1.04%
1.11%
1.39%
1.23%
Loan loss provision/net charge-offs
127%
191%
61%
125%
160%
Nonperforming assets/total assets
0.31%
0.28%
0.29%
0.30%
0.30%
           
(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 $38.7 million at 9/30/15) 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.