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8-K - 8-K TLMR REPORTS Q3 2015 EARNINGS - TALMER BANCORP, INC.q32015earningsreleasefilin.htm
Exhibit 99.1


Talmer Bancorp, Inc. reports third quarter 2015 net income of $20.0 million, representing $0.27 of earnings per diluted average common share
Third quarter deposit growth of $217.4 million, or 17.7% on an annualized basis
 Talmer Bancorp, Inc. declares cash dividend on common stock of $0.01 per share

TROY, Mich., October 28, 2015 - Talmer Bancorp, Inc. (NASDAQ: TLMR) (“Talmer”) today reported third quarter 2015 net income of $20.0 million, compared to $17.5 million for the second quarter of 2015 and $19.5 million for the third quarter of 2014. Earnings per diluted common share were $0.27 for the third quarter of 2015, compared to $0.23 for the second quarter of 2015 and $0.26 for the third 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 October 28, 2015. The dividend will be paid on November 20, 2015, to our Class A common shareholders of record as of November 9, 2015.
Talmer Bancorp President and CEO David Provost commented, “We are pleased with underlying trends this quarter including strong core deposit growth, declines in operating expenses and solid revenue trends. Core deposit growth benefited from the continued focus of our retail sales force to drive growth in key markets in order to fund our lending pipelines. Our reported earnings were impacted by two key non-core items: a $3.8 million detriment to earnings, or an after-tax amount equal to approximately $0.034 per diluted share, due to the change in fair value of our loan servicing rights, and an approximate $0.032 benefit to diluted earnings per share as a result of approximately $2.3 million in lower than normal income tax expense for the quarter. We also accomplished a number of significant strategic initiatives during the quarter including the charter consolidation of Talmer West Bank into Talmer Bank and Trust, the repurchase of $75.0 million of our Class A common stock and the final divestiture of our former lead investor, WL Ross and Co. Going forward, we continue to be keenly focused on driving healthy organic franchise growth and being well-prepared for potential acquisition opportunities.”







Quarterly Results Summary
(Dollars in thousands, except per share data)
 
3rd Qtr 2015
 
2nd Qtr 2015
 
3rd Qtr 2014
Earnings Summary
 
 

 
 

 
 
Net interest income
 
$
55,647

 
$
49,609

 
$
52,217

Total provision (benefit) for loan losses
 
700

 
(7,313
)
 
1,509

Noninterest income
 
19,342

 
22,098

 
29,974

Noninterest expense
 
47,829

 
53,293

 
51,263

Income before income taxes
 
26,460

 
25,727

 
29,419

Income tax provision
 
6,425

 
8,179

 
9,904

Net income
 
20,035

 
17,548

 
19,515

Per Share Data
 
 
 
 
 
 
Diluted earnings per common share
 
$
0.27

 
$
0.23

 
$
0.26

Tangible book value per share (1)
 
10.55

 
10.53

 
10.40

Average diluted common shares (in thousands)
 
73,222

 
74,900

 
75,752

Performance and Capital Ratios
 
 
 
 
 
 
Return on average assets (annualized)
 
1.23
 %
 
1.11
 %
 
1.36
%
Return on average equity (annualized)
 
10.96

 
9.26

 
10.56

Net interest margin (fully taxable equivalent) (2)
 
3.76

 
3.50

 
4.05

Core efficiency ratio (1)
 
58.54

 
68.54

 
70.81

Tangible average equity to tangible average assets (1)
 
11.02

 
11.79

 
12.64

Common equity tier 1 capital (3)
 
12.12

 
13.90

 
N/A

Tier 1 leverage ratio (3)
 
10.21

 
11.50

 
11.45

Tier 1 risk-based capital (3)
 
12.12

 
13.90

 
15.56

Total risk-based capital (3)
 
13.20

 
14.97

 
16.76

Asset Quality Ratios
 
 
 
 
 
 
Net charge-offs to average loans, excluding covered loans (annualized)
 
(0.12
)%
 
(0.10
)%
 
0.26
%
Nonperforming assets as a percentage of total assets
 
1.33

 
1.64

 
1.73

Nonperforming loans as a percent of total loans
 
1.14

 
1.32

 
1.38

Nonperforming loans as a percent of total loans, excluding covered loans
 
1.02

 
0.94

 
1.19

Allowance for loan losses-uncovered as a percentage of period-end uncovered loans
 
1.00

 
0.86

 
0.82

(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)
Third quarter 2015 is estimated. Second and third quarter 2015 are under Basel III transitional and third quarter 2014 is under Basel I.

Third Quarter 2015 Compared to Second Quarter 2015
Net income was $20.0 million, or $0.27 per diluted average common share, in the third quarter of 2015, compared to $17.5 million, or $0.23 per diluted average common share, for the second quarter of 2015. The increase in net income in the third quarter of 2015 was primarily due to reductions in operating expenses and an increase in interest income.
Net total loans increased during the third quarter of 2015 by $173.7 million, driven by strong growth in both commercial and industrial and commercial real estate lending.
Total deposits increased $217.4 million, to $5.1 billion as of September 30, 2015, compared to June 30, 2015. Total deposit growth included increases in time deposits of $184.2 million, demand deposits of $40.4 million, and money market and savings deposits of $38.1 million. These increases were partially offset by a decline in brokered deposits of $45.3 million.

2


Net interest income increased to $55.6 million in the third quarter of 2015, compared to $49.6 million in the second quarter of 2015. Net interest income growth was primarily due to the benefit provided by a $4.2 million reduction in negative accretion on the FDIC indemnification asset and a $1.8 million increase in interest on loans due to strong loan growth. Our net interest margin increased 26 basis points to 3.76% in the third quarter of 2015, compared to 3.50% in the second quarter of 2015, due in large part to the decline in the negative yield on the FDIC indemnification asset as we continue to reduce the outstanding amount of this asset. 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 third quarter of 2015 was 3.46% compared to 3.41% in the second quarter of 2015.
Noninterest income decreased $2.8 million to $19.3 million in the third quarter of 2015, compared to the second quarter of 2015. Noninterest income was impacted by a detriment to earnings of $3.8 million due to the change in the fair value of loan servicing rights, which is a key component of the negative $1.7 million of income from mortgage banking and other loan fees. The total decrease in mortgage banking and other loan fees of $6.4 million was partially offset by a $3.2 million increase in FDIC loss sharing income and a $2.0 million increase in accelerated discount on acquired loans.
Noninterest expense decreased $5.5 million, to $47.8 million in the third quarter of 2015, compared to the second quarter of 2015. The decrease in noninterest expense includes decreases in occupancy and equipment expense of $1.9 million, other expenses of $1.8 million and salary and employee benefits of $1.0 million.
Total shareholder’s equity of $714.8 million as of September 30, 2015, decreased $51.6 million compared to June 30, 2015. The decrease is primarily the result of our repurchase and retirement of 5.0 million shares of our Class A common stock for $75.0 million, partially offset by third quarter of 2015 net income of $20.0 million and an increase in accumulated other comprehensive income due to an increase in the fair value of our investment securities portfolio.
The income tax provision for the third quarter of 2015 was $6.4 million resulting in an effective tax rate of 24.3%, which is approximately $2.3 million lower than an assumed 33% normalized tax rate. The low effective tax rate in the third quarter of 2015, compared to previous quarters, is due primarily to the finalization of the 2014 Capital Bancorp, Ltd's consolidated federal income tax return (Talmer West Bank's former parent), which resulted in a larger amount of pre-ownership change carryforwards allocated to Talmer West Bank than originally estimated.

Income Statement
Net Interest Income and Net Interest Margin
Net interest income for the third quarter of 2015 was $55.6 million, compared to $49.6 million in the prior quarter. Our net interest margin was 3.76% in the third quarter of 2015, an increase of 26 basis points from 3.50% in the second quarter of 2015. The increase in our net interest margin in the third quarter was due in large part to the decline in the negative yield on the FDIC indemnification asset.
Our net interest margin benefits 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 third and second quarters of 2015, the yield on uncovered loans was 4.74% and 4.62%, respectively, while the yield generated using only the expected coupon would have been 4.21% and 4.14%, respectively. For the third and second quarters of 2015, the yield on covered loans was 13.34% and 12.48%, respectively, while the yield generated using only the expected coupon would have been 7.50% and 6.17%, 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 49.20%, representing $4.4 million, for the third quarter of 2015 compared to a negative yield of 73.00%, representing $8.5 million, for the second 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 30 basis points in the third quarter of 2015 compared to nine basis points in the second quarter of 2015. Therefore, excluding the benefit of excess accretable yield and negative yield on the FDIC indemnification asset, our net interest margin in the third quarter of 2015 was 3.46% compared to 3.41% in the second quarter of 2015.

3


Noninterest Income
Noninterest income decreased $2.8 million to $19.3 million in the third quarter of 2015, compared to the second quarter of 2015. The decrease is primarily the result of a decrease in mortgage banking and other loan fees of $6.4 million, partially offset by a $3.2 million decrease in the net amounts due to the FDIC resulting from higher recoveries on covered loans, recognized within “FDIC loss sharing income”, and an increase in accelerated discount on acquired loans of $2.0 million. 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 decrease in mortgage banking and other loan fees was impacted by a detriment to earnings of $3.8 million due to the change in the fair value of loan servicing rights. In the second quarter of 2015, the change in the fair value of loan servicing rights was a benefit of $3.1 million. The change in the fair value of loan servicing rights in the third quarter was due mainly to downward 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 detriment to pre-tax earnings due to the changes in fair value has been only $788 thousand since the acquisition of First Place Bank on January 1, 2013.
Noninterest Expense
Noninterest expense in the third quarter of 2015 decreased $5.5 million, to $47.8 million, compared to the second quarter of 2015. The decrease in noninterest expense includes decreases in occupancy and equipment expense of $1.9 million, other expenses of $1.8 million and salary and employee benefits of $1.0 million, in addition to spending cuts made within other noninterest expense categories. The second quarter of 2015 included $1.8 million of net expense recognized 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.
Our core efficiency ratio was 58.54% and 68.54%, for the third and second quarters of 2015, respectively. The improvement in our efficiency ratio is primarily the result of the combination of an increase in interest income and a reduction in operating expenses. 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 third quarter of 2015 core efficiency ratio excludes the detriment received from the fair value adjustment to our loan servicing rights of $3.8 million, transaction and integration related costs of $113 thousand, and the FDIC loss sharing income, which was a detriment of $2.7 million. 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. Over the next few quarters, the core efficiency ratio is expected to be in the lower 60% range given that overall operating expenses are expected to be modestly higher and accelerated discount on acquired loans is expected to be lower as compared to the level achieved in the third quarter of 2015.
Credit Quality
The third quarter of 2015 resulted in a total net provision for loan losses of $700 thousand, compared to a net benefit of $7.3 million in the second quarter of 2015. The increase in the net provision for loan losses was primarily due to an increase in impairment resulting from our quarterly re-estimation of cash flows for our purchased credit impaired loans in the third quarter of 2015, compared to the second quarter of 2015, and the unanticipated payments received in the second quarter on loans previously charged-off.
The provision for loan losses on uncovered loans in the third quarter of 2015 increased $2.6 million to $3.7 million, compared to the second quarter of 2015. At September 30, 2015, the allowance for loan losses on uncovered loans was $45.1 million, or 1.00% of total uncovered loans, compared to $36.6 million, or 0.86% of total uncovered loans, at June 30, 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, previous covered loan allowance transferred to uncovered effective July 1, 2015 due to the expiration of our first and largest non-single family FDIC loss share agreement, and the impact of organic loan growth.

4


The net benefit for loan losses on covered loans in the third quarter of 2015 decreased $5.4 million to a benefit of $3.0 million, compared to the second quarter of 2015. The net benefit for loan losses on covered loans in the third quarter of 2015 was largely driven by the benefit received from 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 and recognized as a reduction to FDIC loss sharing income. At September 30, 2015, the allowance for loan losses on covered loans was $10.8 million, or 5.76% of total covered loans, compared to $16.3 million, or 5.82% of total covered loans at June 30, 2015. The decrease in allowance for loan losses on covered loans primarily reflects previous covered loan allowance transferred to uncovered due to the expiration of our first and largest non-single family FDIC loss share agreement, and the relief of allowance resulting from payments received on covered loans previously carrying an allowance for loan loss.
During the third 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 $3.4 million ($3.4 million uncovered and $24 thousand covered). The re-estimations also resulted in a $16.1 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.
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 third quarter of 2015 re-estimations, the prior re-estimations of cash flows have indicated better overall expected performance in our acquired loan portfolios than originally anticipated at acquisition.
Balance Sheet and Capital Management
Total assets increased $86.4 million to $6.5 billion at September 30, 2015 compared to $6.4 billion at June 30, 2015. The primary drivers of the increase in assets in the quarter ended September 30, 2015 were increases in net total loans of $173.7 million and securities available-for-sale of $35.4 million, partially offset by decreases in cash and cash equivalents of $81.0 million, loans held for sale of $16.8 million and other real estate owned and repossessed assets of $12.8 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 decrease in loans held for sale primarily reflects a reduction in the overall volume of residential loan originations as a result of seasonal trends and changes in the interest rate environment. The decrease in other real estate owned and repossessed assets primarily reflects our successful disposition of a number of properties during the period. The decrease in cash and cash equivalents reflects the items discussed previously in addition to the $75.0 million paid to repurchase 5.0 million shares of our Class A common stock.
Net total loans at September 30, 2015 increased $173.7 million to $4.6 billion, compared to June 30, 2015, as a result of $262.3 million of net uncovered loan growth, inclusive of $77.0 million of loans transferred from covered to uncovered effective July 1, 2015 due to the expiration of our first and largest non-single family loss share agreement, partially offset by $88.6 million of net covered loan run-off, also inclusive of the $77.0 million of loans transferred to uncovered due to the expiration of the loss share agreement previously discussed. As in most prior quarters, uncovered loan growth was primarily driven by growth in commercial and industrial loans. We continue to be focused on sourcing quality loan growth to overcome the run-off of higher-yielding acquired loans. Acquired loans, which total $1.5 billion, or 32.9% of total loans, at September 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 $30.6 million at September 30, 2015. Of this amount, we expect approximately $16.5 million to be collected from the FDIC and the remaining $14.1 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.
Total liabilities were $5.8 billion at September 30, 2015 compared to $5.7 billion at June 30, 2015. The $138.1 million increase in liabilities in the quarter ended September 30, 2015 was primarily due to an increase in total deposits of $217.4 million and an increase in long-term debt of $70.0 million, partially offset by a decrease in short-term borrowings of $151.9 million. Total deposit growth included time deposits of $184.2 million, noninterest-bearing demand deposits of $48.3 million and money market and savings deposits of $38.1 million, partially offset by decreases in brokered deposits of $45.3 million and interest-bearing demand deposits of $7.9 million.

5


Total shareholders’ equity of $714.8 million as of September 30, 2015 decreased $51.6 million compared to June 30, 2015. The decrease is primarily the result of our repurchase of 5.0 million shares of our common stock for $75.0 million in the third quarter of 2015, offset by net income of $20.0 million and an increase in accumulated other comprehensive income primarily due to an increase in the fair value of our investment securities portfolio. Our Tier 1 leverage ratio was 10.21% at September 30, 2015, compared to 11.50% at June 30, 2015
    
Key Performance Goals
Our near-term focus continues to be on driving quality loan and core deposit growth. 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 growth provide momentum in our pursuit of delivering a sustainable earnings growth over the longer term.
Conference Call and Webcast
Talmer Bancorp, Inc. will host a live conference webcast to review third quarter 2015 financial results at 10:00 a.m. ET on Thursday, October 29, 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. 4967473) 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. Talmer Bank and Trust operates branches and lending offices in Michigan, Ohio, Illinois, Indiana, Maryland and Nevada and offers 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 regarding our focus on driving healthy organic franchise growth and being well prepared for potential acquisition opportunities, our expectations that our core efficiency ratio will be in the lower 60% range over the next few quarters, including our expectation that operating expenses will be modestly higher and accelerated discount on acquired loans will be lower, our expected future collections from the FDIC under our loss share agreements and the remaining amortization of the indemnification asset, 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)
September 30,
2015
 
June 30,
2015
 
December 31,
2014
 
September 30,
2014
Assets
 

 
 

 
 

 
 

Cash and due from banks
$
82,822

 
$
79,357

 
$
86,185

 
$
91,214

Interest-bearing deposits with other banks
106,740

 
161,201

 
96,551

 
121,952

Federal funds sold and other short-term investments
140,000

 
170,000

 
71,000

 
85,500

Total cash and cash equivalents
329,562

 
410,558

 
253,736

 
298,666

Securities available-for-sale
880,705

 
845,319

 
740,819

 
734,489

Federal Home Loan Bank stock
25,416

 
25,418

 
20,212

 
17,426

Loans held for sale, at fair value
100,255

 
117,042

 
93,453

 
122,599

Loans:
 

 
 

 
 

 
 

Residential real estate (includes $20.9 million, $20.9 million, $18.3 million and $17.9 million, respectively, measured at fair value) (1)
1,452,290

 
1,434,678

 
1,426,012

 
1,430,939

Commercial real estate
1,484,421

 
1,395,783

 
1,310,938

 
1,213,361

Commercial and industrial
1,196,717

 
1,066,353

 
869,477

 
790,867

Real estate construction (includes $0, $0, $1.2 million, and $0, respectively, respectively, measured at fair value) (1)
217,035

 
175,192

 
131,686

 
102,920

Consumer
164,496

 
172,120

 
164,524

 
93,246

Total loans, excluding covered loans
4,514,959

 
4,244,126

 
3,902,637

 
3,631,333

Less: Allowance for loan losses - uncovered
(45,080
)
 
(36,566
)
 
(33,819
)
 
(29,892
)
Net loans - excluding covered loans
4,469,879

 
4,207,560

 
3,868,818

 
3,601,441

Covered loans
186,629

 
280,847

 
346,490

 
403,792

Less: Allowance for loan losses - covered
(10,757
)
 
(16,340
)
 
(21,353
)
 
(25,768
)
Net loans - covered
175,872

 
264,507

 
325,137

 
378,024

Net total loans
4,645,751

 
4,472,067

 
4,193,955

 
3,979,465

Premises and equipment
44,133

 
44,857

 
48,389

 
51,059

FDIC indemnification asset
30,551

 
36,997

 
67,026

 
82,441

Other real estate owned and repossessed assets
33,553

 
46,373

 
48,743

 
45,032

Loan servicing rights
55,786

 
58,894

 
70,598

 
74,380

Core deposit intangible
13,470

 
14,131

 
13,035

 
13,696

Goodwill
3,524

 
3,524

 

 

FDIC receivable
2,618

 
5,543

 
6,062

 
12,873

Company-owned life insurance
105,975

 
104,972

 
97,782

 
96,605

Income tax benefit
180,719

 
188,755

 
177,472

 
181,318

Other assets
52,017

 
43,173

 
40,982

 
35,718

Total assets
$
6,504,035

 
$
6,417,623

 
$
5,872,264

 
$
5,745,767

Liabilities
 

 
 

 
 

 
 

Deposits:
 

 
 

 
 

 
 

Noninterest-bearing demand deposits
$
1,050,375

 
$
1,002,053

 
$
887,567

 
$
908,343

Interest-bearing demand deposits
813,609

 
821,557

 
660,697

 
673,336

Money market and savings deposits
1,314,798

 
1,276,726

 
1,170,236

 
1,173,697

Time deposits
1,611,315

 
1,427,126

 
1,188,178

 
1,256,981

Other brokered funds
335,354

 
380,611

 
642,185

 
473,240

Total deposits
5,125,451

 
4,908,073

 
4,548,863

 
4,485,597

FDIC clawback liability
27,269

 
28,588

 
26,905

 
25,723

FDIC warrants payable
4,513

 
4,441

 
4,633

 
4,563

Short-term borrowings
102,090

 
253,945

 
135,743

 
150,573

Long-term debt
484,981

 
414,947

 
353,972

 
285,009

Other liabilities
44,963

 
41,223

 
40,541

 
47,650

Total liabilities
5,789,267

 
5,651,217

 
5,110,657

 
4,999,115

Shareholders’ equity
 

 
 

 
 

 
 

Preferred stock - $1.00 par value
 

 
 

 
 

 
 

Authorized - 20,000,000 shares at 9/30/2015, 6/30/2015, 12/31/2014 and 9/30/2014
 

 
 

 
 

 
 

Issued and outstanding - 0 shares at 9/30/2015, 6/30/2015, 12/31/2014 and 9/30/2014

 

 

 

Common stock:
 

 
 

 
 

 
 

Class A Voting Common Stock - $1.00 par value
 

 
 

 
 

 
 

Authorized - 198,000,000 shares at 9/30/2015, 6/30/2015, 12/31/2014 and 9/30/2014
 

 
 

 
 

 
 

Issued and outstanding -66,127,598 shares at 9/30/2015, 71,128,894 shares at 6/30/2015, 70,532,122 shares at 12/31/2014 and 70,503,920 shares at 9/30/2014
66,128

 
71,129

 
70,532

 
70,504

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

 
 

 
 

 
 

Authorized - 2,000,000 shares at 9/30/2015, 6/30/2015, 12/31/2014 and 9/30/2014
 

 
 

 
 

 
 

Issued and outstanding - 0 shares at 9/30/2015, 6/30/2015, 12/31/2014 and 9/30/2014

 

 

 

Additional paid-in-capital
316,160

 
385,686

 
405,436

 
404,068

Retained earnings
326,678

 
307,355

 
281,789

 
269,993

Accumulated other comprehensive income, net of tax
5,802

 
2,236

 
3,850

 
2,087

Total shareholders’ equity
714,768

 
766,406

 
761,607

 
746,652

Total liabilities and shareholders’ equity
$
6,504,035

 
$
6,417,623

 
$
5,872,264

 
$
5,745,767

 
(1)  Amounts represent loans for which the Company has elected the fair value option. 

8





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

 
 

 
 
 
 
Interest and fees on loans
 
$
60,078

 
$
58,128

 
$
178,335

 
$
168,403

Interest on investments
 
 

 
 

 
 
 
 
Taxable
 
2,731

 
2,241

 
7,429

 
6,246

Tax-exempt
 
1,873

 
1,444

 
5,146

 
4,622

Total interest on securities
 
4,604

 
3,685

 
12,575

 
10,868

Interest on interest-earning cash balances
 
107

 
159

 
310

 
546

Interest on federal funds and other short-term investments
 
342

 
130

 
776

 
401

Dividends on FHLB stock
 
285

 
177

 
754

 
690

FDIC indemnification asset
 
(4,366
)
 
(6,663
)
 
(22,164
)
 
(18,887
)
Total interest income
 
61,050

 
55,616

 
170,586

 
162,021

Interest Expense
 
 

 
 

 
 
 
 
Interest-bearing demand deposits
 
401

 
190

 
1,073

 
630

Money market and savings deposits
 
620

 
487

 
1,653

 
1,473

Time deposits
 
2,582

 
1,611

 
6,540

 
4,534

Other brokered funds
 
541

 
288

 
1,771

 
352

Interest on short-term borrowings
 
350

 
122

 
638

 
330

Interest on long-term debt
 
909

 
701

 
2,623

 
1,902

Total interest expense
 
5,403

 
3,399

 
14,298

 
9,221

Net interest income
 
55,647

 
52,217

 
156,288

 
152,800

Provision for loan losses - uncovered
 
3,666

 
7,784

 
8,147

 
17,427

Benefit for loan losses - covered
 
(2,966
)
 
(6,275
)
 
(12,767
)
 
(16,094
)
Net interest income after provision for loan losses
 
54,947

 
50,708

 
160,908

 
151,467

Noninterest income
 
 

 
 

 
 
 
 
Deposit fee income
 
2,494

 
3,047

 
7,375

 
9,533

Mortgage banking and other loan fees
 
(1,721
)
 
2,065

 
1,716

 
2,028

Net gain on sales of loans
 
6,815

 
4,083

 
24,181

 
12,808

Net gain on sale of branches
 

 
14,410

 

 
14,410

Bargain purchase gain
 

 

 

 
41,977

FDIC loss sharing income
 
(2,696
)
 
(2,420
)
 
(9,692
)
 
(5,967
)
Accelerated discount on acquired loans
 
9,491

 
3,663

 
25,133

 
14,455

Net gain (loss) on sales of securities
 
202

 
244

 
101

 
(2,066
)
Other income
 
4,757

 
4,882

 
14,056

 
14,487

Total noninterest income
 
19,342

 
29,974

 
62,870

 
101,665

Noninterest expense
 
 

 
 

 
 
 
 
Salary and employee benefits
 
27,665

 
29,795

 
85,562

 
96,112

Occupancy and equipment expense
 
6,472

 
7,981

 
22,553

 
24,895

Data processing fees
 
1,356

 
1,610

 
5,015

 
5,610

Professional service fees
 
3,197

 
2,964

 
10,015

 
9,629

FDIC loss sharing expense
 
292

 
245

 
1,374

 
1,752

Bank acquisition and due diligence fees
 
113

 
239

 
1,944

 
3,436

Marketing expense
 
1,748

 
1,001

 
4,326

 
3,697

Other employee expense
 
722

 
621

 
2,482

 
2,016

Insurance expense
 
1,305

 
1,383

 
4,362

 
4,082

Other expense
 
4,959

 
5,424

 
20,084

 
19,553

Total noninterest expense
 
47,829

 
51,263

 
157,717

 
170,782

Income before income taxes
 
26,460

 
29,419

 
66,061

 
82,350

Income tax provision
 
6,425

 
9,904

 
19,045

 
4,002

Net income
 
$
20,035

 
$
19,515

 
$
47,016

 
$
78,348

Earnings per common share:
 
 

 
 

 
 
 
 
Basic
 
$
0.29

 
$
0.28

 
$
0.67

 
$
1.13

Diluted
 
$
0.27

 
$
0.26

 
$
0.63

 
$
1.04

Average common shares outstanding - basic
 
68,731

 
70,092

 
69,744

 
69,414

Average common shares outstanding - diluted
 
73,222

 
75,752

 
74,447

 
74,948

Total comprehensive income
 
$
23,601

 
$
19,369

 
$
48,968

 
$
88,431


9



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

 
 

 
 
 
 
 
 
Interest and fees on loans
 
$
60,078

 
$
58,319

 
$
59,938

 
$
58,271

 
$
58,128

Interest on investments
 
 

 
 

 
 
 
 
 
 

Taxable
 
2,731

 
2,375

 
2,323

 
2,263

 
2,241

Tax-exempt
 
1,873

 
1,658

 
1,615

 
1,610

 
1,444

Total interest on securities
 
4,604

 
4,033

 
3,938

 
3,873

 
3,685

Interest on interest-earning cash balances
 
107

 
117

 
86

 
94

 
159

Interest on federal funds and other short-term investments
 
342

 
269

 
165

 
126

 
130

Dividends on FHLB stock
 
285

 
224

 
245

 
177

 
177

FDIC indemnification asset
 
(4,366
)
 
(8,548
)
 
(9,250
)
 
(7,539
)
 
(6,663
)
Total interest income
 
61,050

 
54,414

 
55,122

 
55,002

 
55,616

Interest Expense
 
 

 
 

 
 
 
 
 
 

Interest-bearing demand deposits
 
401

 
382

 
290

 
194

 
190

Money market and savings deposits
 
620

 
562

 
471

 
457

 
487

Time deposits
 
2,582

 
2,131

 
1,827

 
1,546

 
1,611

Other brokered funds
 
541

 
607

 
623

 
527

 
288

Interest on short-term borrowings
 
350

 
209

 
79

 
90

 
122

Interest on long-term debt
 
909

 
914

 
800

 
725

 
701

Total interest expense
 
5,403

 
4,805

 
4,090

 
3,539

 
3,399

Net interest income
 
55,647

 
49,609

 
51,032

 
51,463

 
52,217

Provision for loan losses - uncovered
 
3,666

 
1,069

 
3,412

 
5,655

 
7,784

Benefit for loan losses - covered
 
(2,966
)
 
(8,382
)
 
(1,419
)
 
(2,661
)
 
(6,275
)
Net interest income after provision for loan losses
 
54,947

 
56,922

 
49,039

 
48,469

 
50,708

Noninterest income
 
 

 
 

 
 
 
 
 
 

Deposit fee income
 
2,494

 
2,561

 
2,320

 
2,692

 
3,047

Mortgage banking and other loan fees
 
(1,721
)
 
4,698

 
(1,261
)
 
(865
)
 
2,065

Net gain on sales of loans
 
6,815

 
8,748

 
8,618

 
4,939

 
4,083

Net gain on sale of branches
 

 

 

 

 
14,410

FDIC loss sharing income
 
(2,696
)
 
(5,928
)
 
(1,068
)
 
(244
)
 
(2,420
)
Accelerated discount on acquired loans
 
9,491

 
7,444

 
8,198

 
3,742

 
3,663

Net gain (loss) on sales of securities
 
202

 
6

 
(107
)
 

 
244

Other income
 
4,757

 
4,569

 
4,730

 
5,570

 
4,882

Total noninterest income
 
19,342

 
22,098

 
21,430

 
15,834

 
29,974

Noninterest expense
 
 

 
 

 
 
 
 
 
 

Salary and employee benefits
 
27,665

 
28,685

 
29,212

 
25,632

 
29,795

Occupancy and equipment expense
 
6,472

 
8,415

 
7,666

 
6,911

 
7,981

Data processing fees
 
1,356

 
1,805

 
1,854

 
789

 
1,610

Professional service fees
 
3,197

 
3,275

 
3,543

 
3,323

 
2,964

FDIC loss sharing expense
 
292

 
133

 
949

 
406

 
245

Bank acquisition and due diligence fees
 
113

 
419

 
1,412

 
329

 
239

Marketing expense
 
1,748

 
1,483

 
1,095

 
1,226

 
1,001

Other employee expense
 
722

 
826

 
934

 
658

 
621

Insurance expense
 
1,305

 
1,527

 
1,530

 
1,615

 
1,383

Other expense
 
4,959

 
6,725

 
8,400

 
7,209

 
5,424

Total noninterest expense
 
47,829

 
53,293

 
56,595

 
48,098

 
51,263

Income before income taxes
 
26,460

 
25,727

 
13,874

 
16,205

 
29,419

Income tax provision
 
6,425

 
8,179

 
4,441

 
3,703

 
9,904

Net income
 
$
20,035

 
$
17,548

 
$
9,433

 
$
12,502

 
$
19,515

Earnings per common share:
 
 

 
 

 
 
 
 
 
 

Basic
 
$
0.29

 
$
0.25

 
$
0.13

 
$
0.18

 
$
0.28

Diluted
 
$
0.27

 
$
0.23

 
$
0.12

 
$
0.16

 
$
0.26

Average common shares outstanding - basic
 
68,731

 
70,301

 
70,216

 
70,136

 
70,092

Average common shares outstanding - diluted
 
73,222

 
74,900

 
75,103

 
75,759

 
75,752

Total comprehensive income
 
$
23,601

 
$
13,144

 
$
12,227

 
$
14,265

 
$
19,369





10


Talmer Bancorp, Inc.
Loan Data
(Unaudited)
(Dollars in thousands)
September 30,
2015
 
June 30, 2015
 
March 31,
2015
 
December 31,
2014
 
September 30,
2014
Uncovered loans
 
 
 
 
 
 
 
 
 
Residential real estate
$
1,452,290

 
$
1,434,678

 
$
1,474,025

 
$
1,426,012

 
$
1,430,939

Commercial real estate
 
 
 
 
 
 
 
 
 
Non-owner occupied
988,635

 
924,174

 
919,043

 
888,650

 
814,179

Owner-occupied
472,269

 
445,927

 
459,002

 
417,843

 
379,964

Farmland
23,517

 
25,682

 
26,617

 
4,445

 
19,218

Total commercial real estate
1,484,421

 
1,395,783

 
1,404,662

 
1,310,938

 
1,213,361

Commercial and industrial
1,196,717

 
1,066,353

 
948,303

 
869,477

 
790,867

Real estate construction
217,035

 
175,192

 
140,705

 
131,686

 
102,920

Consumer
164,496

 
172,120

 
187,698

 
164,524

 
93,246

Total uncovered loans
4,514,959

 
4,244,126

 
4,155,393

 
3,902,637

 
3,631,333

Covered loans
 
 
 
 
 
 
 
 
 
Residential real estate
90,371

 
96,371

 
103,429

 
108,226

 
113,228

Commercial real estate
 
 
 
 
 
 
 
 
 
Non-owner occupied
40,777

 
85,889

 
97,661

 
108,692

 
121,491

Owner-occupied
32,009

 
53,614

 
63,031

 
70,492

 
80,990

Farmland
4,322

 
4,395

 
6,684

 
7,478

 
17,015

Total commercial real estate
77,108

 
143,898

 
167,376

 
186,662

 
219,496

Commercial and industrial
13,896

 
24,794

 
29,384

 
32,648

 
47,252

Real estate construction
5,149

 
7,426

 
8,443

 
9,389

 
13,734

Consumer
105

 
8,358

 
8,961

 
9,565

 
10,082

Total covered loans
186,629

 
280,847

 
317,593

 
346,490

 
403,792

Total loans
$
4,701,588

 
$
4,524,973

 
$
4,472,986

 
$
4,249,127

 
$
4,035,125





11


Talmer Bancorp, Inc.
Impaired Assets
(Unaudited)
 
2015
 
2014
(Dollars in thousands)
3rd Qtr
 
2nd Qtr
 
1st Qtr
 
4th Qtr
 
3rd Qtr
Uncovered
 
 
 
 
 
 
 
 
 
Nonperforming troubled debt restructurings
 
 
 
 
 
 
 
 
 
Residential real estate
$
4,600

 
$
4,364

 
$
4,418

 
$
3,984

 
$
2,284

Commercial real estate
5,519

 
4,652

 
4,031

 
2,644

 
3,122

Commercial and industrial
705

 
414

 
43

 
180

 
135

Real estate construction
135

 
202

 
147

 

 

Consumer
115

 
91

 
89

 
83

 
84

Total nonperforming troubled debt restructurings
11,074

 
9,723

 
8,728

 
6,891

 
5,625

Nonaccrual loans other than nonperforming troubled debt restructurings
 
 
 
 
 
 
 
 
 
Residential real estate
12,962

 
15,769

 
13,683

 
13,390

 
13,449

Commercial real estate
12,421

 
11,075

 
11,120

 
11,112

 
9,456

Commercial and industrial
9,236

 
2,705

 
1,892

 
3,370

 
14,339

Real estate construction
198

 
236

 

 
174

 
253

Consumer
149

 
217

 
254

 
174

 
161

Total nonaccrual loans other than nonperforming troubled debt restructurings
34,966

 
30,002

 
26,949

 
28,220

 
37,658

Total nonaccrual loans
46,040

 
39,725

 
35,677

 
35,111

 
43,283

Other real estate owned and repossessed assets (1)
27,329

 
37,612

 
30,761

 
36,872

 
32,046

Total nonperforming assets
73,369

 
77,337

 
66,438

 
71,983

 
75,329

Performing troubled debt restructurings
 
 
 
 
 
 
 
 
 
Residential real estate
2,402

 
2,392

 
1,875

 
1,368

 
1,802

Commercial real estate
13,973

 
3,741

 
2,625

 
3,785

 
2,961

Commercial and industrial
3,433

 
2,597

 
2,171

 
840

 
652

Real estate construction
197

 
131

 
89

 
90

 
92

Consumer
235

 
233

 
220

 
234

 
56

Total performing troubled debt restructurings
20,240

 
9,094

 
6,980

 
6,317

 
5,563

Total uncovered impaired assets
$
93,609

 
$
86,431

 
$
73,418

 
$
78,300

 
$
80,892

Loans 90 days or more past due and still accruing, excluding loans accounted for under ASC 310-30
$
196

 
$
340

 
$
72

 
$
53

 
$
595

Covered
 
 
 
 
 
 
 
 
 
Nonperforming troubled debt restructurings
 
 
 
 
 
 
 
 
 
Residential real estate
$
1,618

 
$
1,606

 
$
1,623

 
$
1,363

 
$
1,304

Commercial real estate
3,590

 
14,717

 
13,617

 
14,343

 
4,144

Commercial and industrial
1,045

 
1,652

 
1,476

 
2,043

 
2,438

Real estate construction
210

 
336

 
267

 
272

 
614

Consumer
2

 
20

 
28

 
13

 
42

Total nonperforming troubled debt restructurings
6,465

 
18,331

 
17,011

 
18,034

 
8,542

Nonaccrual loans other than nonperforming troubled debt restructurings
 
 
 
 
 
 
 
 
 
Residential real estate
392

 
465

 
441

 
485

 
433

Commercial real estate
190

 
251

 
1,180

 
1,380

 
1,313

Commercial and industrial
633

 
717

 
1,233

 
1,517

 
1,653

Real estate construction
26

 
29

 
451

 
441

 
441

Total nonaccrual loans other than nonperforming troubled debt restructurings
1,241

 
1,462

 
3,305

 
3,823

 
3,840

Total nonaccrual loans
7,706

 
19,793

 
20,316

 
21,857

 
12,382

Other real estate owned and repossessed assets
5,621

 
8,261

 
10,709

 
10,719

 
11,835

Total nonperforming assets
13,327

 
28,054

 
31,025

 
32,576

 
24,217

Performing troubled debt restructurings
 
 
 
 
 
 
 
 
 
Residential real estate
3,185

 
3,584

 
3,069

 
3,046

 
2,860

Commercial real estate
1,709

 
3,055

 
8,923

 
9,017

 
14,915

Commercial and industrial
204

 
569

 
993

 
1,137

 
2,119

Real estate construction
298

 
300

 
256

 
264

 
108

Consumer

 
7

 

 

 

Total performing troubled debt restructurings
5,396

 
7,515

 
13,241

 
13,464

 
20,002

Total covered impaired assets
$
18,723

 
$
35,569

 
$
44,266

 
$
46,040

 
$
44,219

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

 
$

 
$

 
$

 
$

(1) Excludes closed branches and operating facilities.



12



Talmer Bancorp, Inc.
Net Interest Income and Net Interest Margin
(Unaudited)
 
For the three months ended
 
September 30, 2015
 
June 30, 2015
 
September 30, 2014
(Dollars in thousands)
Average Balance
Interest (1)
Average Rate (2)
 
Average Balance
Interest (1)
Average Rate (2)
 
Average Balance
Interest (1)
Average Rate (2)
Earning assets:






 






 






Interest-earning balances
$
172,781

$
107

0.24
 %
 
$
195,874

$
117

0.24
 %
 
$
264,158

$
159

0.24
 %
Federal funds sold and other short-term investments
182,826

342

0.74

 
152,593

269

0.71

 
76,724

130

0.67

Investment securities (3):
 
 
 
 
 
 
 
 
 
 
 
Taxable
575,071

2,731

1.88

 
527,632

2,375

1.81

 
515,388

2,241

1.73

Tax-exempt
266,357

1,873

3.69

 
250,765

1,658

3.52

 
205,329

1,444

3.77

Federal Home Loan Bank stock
25,416

285

4.46

 
20,380

224

4.40

 
17,333

177

4.04

Gross uncovered loans (4)
4,494,551

53,749

4.74

 
4,250,403

48,919

4.62

 
3,548,152

44,443

4.97

Gross covered loans (4)
188,158

6,329

13.34

 
302,078

9,400

12.48

 
439,366

13,685

12.36

FDIC indemnification asset
35,211

(4,366
)
(49.20
)
 
46,971

(8,548
)
(73.00
)
 
99,335

(6,663
)
(26.61
)
Total earning assets
5,940,371

61,050

4.12
 %
 
5,746,696

54,414

3.84
 %
 
5,165,785

55,616

4.31
 %
Non-earning assets:
 
 
 
 
 
 
 
 
 
 
 
Cash and due from banks
91,225

 
 
 
86,290

 
 
 
114,156

 
 
Allowance for loan losses
(53,900
)
 
 
 
(51,033
)
 
 
 
(55,579
)
 
 
Premises and equipment
44,552

 
 
 
47,775

 
 
 
52,141

 
 
Core deposit intangible
13,802

 
 
 
14,465

 
 
 
14,398

 
 
Goodwill
3,524

 
 
 
3,524

 
 
 

 
 
Other real estate owned and repossessed assets
43,420

 
 
 
44,888

 
 
 
49,440

 
 
Loan servicing rights
58,038

 
 
 
55,986

 
 
 
73,996

 
 
FDIC receivable
3,878

 
 
 
6,830

 
 
 
5,886

 
 
Company-owned life insurance
105,377

 
 
 
104,327

 
 
 
95,930

 
 
Other non-earning assets
241,922

 
 
 
236,881

 
 
 
230,955

 
 
Total assets
$
6,492,209

 
 
 
$
6,296,629

 
 
 
$
5,747,108

 
 
Interest-bearing liabilities:
 
 
 
 
 
 
 
 
 
 
 
Deposits:
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing demand deposits
$
823,741

$
401

0.19
 %
 
$
828,482

$
382

0.19
 %
 
$
657,107

$
190

0.11
 %
Money market and savings deposits
1,293,737

620

0.19

 
1,267,347

562

0.18

 
1,237,984

487

0.16

Time deposits
1,523,096

2,582

0.67

 
1,353,226

2,131

0.63

 
1,236,286

1,611

0.52

Other brokered funds
365,825

541

0.59

 
483,716

607

0.50

 
361,929

288

0.32

Short-term borrowings
219,663

350

0.63

 
75,819

209

1.10

 
219,859

122

0.22

Long-term debt
407,154

909

0.89

 
463,210

914

0.79

 
280,054

701

0.99

Total interest-bearing liabilities
4,633,216

5,403

0.46
 %
 
4,471,800

4,805

0.43
 %
 
3,993,219

3,399

0.34
 %
Noninterest-bearing liabilities and shareholders' equity:
 
 
 
 
 
 
 
 
 
 
Noninterest-bearing demand deposits
1,051,400

 
 
 
976,044

 
 
 
961,558

 
 
FDIC clawback liability
28,774

 
 
 
28,087

 
 
 
26,493

 
 
Other liabilities
47,779

 
 
 
62,414

 
 
 
26,968

 
 
Shareholders' equity
731,040

 
 
 
758,284

 
 
 
738,870

 
 
Total liabilities and shareholders' equity
$
6,492,209

 
 
 
$
6,296,629

 
 
 
$
5,747,108

 
 
Net interest income
 
$
55,647

 
 
 
$
49,609

 
 
 
$
52,217

 
Interest spread
 
 
3.66
 %
 
 
 
3.41
 %
 
 
 
3.97
 %
Net interest margin as a percentage of interest-earning assets
 
3.72
 %
 
 
 
3.46
 %
 
 
 
4.01
 %
Tax equivalent effect
 
 
0.04
 %
 
 
 
0.04
 %
 
 
 
0.04
 %
Net interest margin as a percentage of interest-earning assets (FTE)
3.76
 %
 
 
 
3.50
 %
 
 
 
4.05
 %
(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 $604 thousand, $540 thousand, and $505 thousand on tax-exempt securities for the three months ended September 30, 2015, June 30, 2015, and September 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.



13


Talmer Bancorp, Inc.
Net Interest Income and Net Interest Margin
(Unaudited)
 
For the nine months ended
 
September 30, 2015
 
September 30, 2014
(Dollars in thousands)
Average Balance
Interest (1)
Average Rate (2)
 
Average Balance
Interest (1)
Average Rate (2)
Earning assets:
 
 
 
 
 
 
 
Interest-earning balances
$
179,234

$
310

0.23
 %
 
$
304,413

$
546

0.24
 %
Federal funds sold and other short-term investments
144,592

776

0.72

 
74,651

401

0.72

Investment securities (3):
 
 
 
 
 
 
 
Taxable
532,701

7,429

1.86

 
501,122

6,246

1.67

Tax-exempt
251,629

5,146

3.60

 
189,117

4,622

4.41

Federal Home Loan Bank stock
22,176

754

4.55

 
17,561

690

5.25

Gross uncovered loans (4)
4,284,378

152,174

4.75

 
3,341,423

125,333

5.01

Gross covered loans (4)
272,819

26,161

12.82

 
476,465

43,070

12.09

FDIC indemnification asset
48,122

(22,164
)
(61.58
)
 
114,190

(18,887
)
(22.11
)
Total earning assets
5,735,651

170,586

4.01
 %
 
5,018,942

162,021

4.36
 %
Non-earning assets:
 
 
 
 
 
 
 
Cash and due from banks
89,787

 
 
 
99,858

 
 
Allowance for loan losses
(52,682
)
 
 
 
(57,202
)
 
 
Premises and equipment
46,886

 
 
 
55,160

 
 
Core deposit intangible
14,157

 
 
 
15,635

 
 
Goodwill
3,046

 
 
 

 
 
Other real estate owned and repossessed assets
45,699

 
 
 
55,014

 
 
Loan servicing rights
58,062

 
 
 
76,809

 
 
FDIC receivable
5,388

 
 
 
6,440

 
 
Company-owned life insurance
103,559

 
 
 
75,908

 
 
Other non-earning assets
237,514

 
 
 
222,889

 
 
Total assets
$
6,287,067

 
 
 
$
5,569,453

 
 
Interest-bearing liabilities:
 
 
 
 
 
 
 
Deposits:
 
 
 
 
 
 
 
Interest-bearing demand deposits
$
808,473

$
1,073

0.18
 %
 
$
693,346

$
630

0.12
 %
Money market and savings deposits
1,258,174

1,653

0.18

 
1,328,229

1,473

0.15

Time deposits
1,381,282

6,540

0.63

 
1,257,393

4,534

0.48

Other brokered funds
478,775

1,771

0.49

 
175,169

352

0.27

Short-term borrowings
114,168

638

0.75

 
150,057

330

0.29

Long-term debt
424,148

2,623

0.83

 
234,087

1,902

1.09

Total interest-bearing liabilities
4,465,020

14,298

0.43
 %
 
3,838,281

9,221

0.32
 %
Noninterest-bearing liabilities and shareholders' equity:
 
 
 
 
 
 
Noninterest-bearing demand deposits
983,677

 
 
 
949,516

 
 
FDIC clawback liability
27,995

 
 
 
25,790

 
 
Other liabilities
54,574

 
 
 
37,723

 
 
Shareholders' equity
755,801

 
 
 
718,143

 
 
Total liabilities and shareholders' equity
$
6,287,067

 
 
 
$
5,569,453

 
 
Net interest income
 
$
156,288

 
 
 
$
152,800

 
Interest spread
 
 
3.58
 %
 
 
 
4.04
 %
Net interest margin as a percentage of interest-earning assets
 
3.64
 %
 
 
 
4.07
 %
Tax equivalent effect
 
 
0.03
 %
 
 
 
0.03
 %
Net interest margin as a percentage of interest-earning assets (FTE)
3.67
 %
 
 
 
4.10
 %
(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 $1.6 million and $1.6 million on tax-exempt securities for the nine months ended September 30, 2015 and 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)
3rd Quarter
 
2nd Quarter
 
1st Quarter
 
4th Quarter
 
3rd Quarter
 
 
 
 
 
 
 
 
 
 
Tangible shareholders' equity:
 
 
 
 
 
 
 
 
 
Total shareholders' equity
$
714,768

 
$
766,406

 
$
753,849

 
$
761,607

 
$
746,652

Less:
 
 
 
 
 
 
 
 
 
Core deposit intangibles
13,470

 
14,131

 
14,796

 
13,035

 
13,696

Goodwill
3,524

 
3,524

 
3,524

 

 

Tangible shareholders' equity
$
697,774

 
$
748,751

 
$
735,529

 
$
748,572

 
$
732,956

Tangible book value per share:
 
 
 
 
 
 
 
 
 
Shares outstanding
66,128

 
71,129

 
70,938

 
70,532

 
70,504

Tangible book value per share
$
10.55

 
$
10.53

 
$
10.37

 
$
10.61

 
$
10.40

Tangible average equity to tangible average assets:
 
 
 
 
 
 
 
 
 
Average assets
$
6,492,209

 
$
6,296,629

 
$
6,050,721

 
$
5,865,624

 
$
5,747,108

Average equity
731,040

 
758,284

 
759,365

 
754,722

 
738,870

Average core deposit intangibles
13,802

 
14,465

 
14,201

 
13,334

 
14,398

Average goodwill
3,524

 
3,524

 
2,075

 

 

Tangible average equity to tangible average assets
11.02
%
 
11.79
%
 
12.31
%
 
12.67
%
 
12.64
%
Core efficiency ratio:
 
 
 
 
 
 
 
 
 
Net interest income
$
55,647

 
$
49,609

 
$
51,032

 
$
51,463

 
$
52,217

Noninterest income
19,342

 
22,098

 
21,430

 
15,834

 
29,974

Total revenue
74,989

 
71,707

 
72,462

 
67,297

 
82,191

Less:
 
 
 
 
 
 
 
 
 
(Expense)/benefit due to change in the fair value of loan servicing rights
(3,831
)
 
3,146

 
(4,084
)
 
(3,656
)
 
(176
)
FDIC loss sharing income
(2,696
)
 
(5,928
)
 
(1,068
)
 
(244
)
 
(2,420
)
Net gains on sales of branches

 

 

 

 
14,410

Total core revenue
81,516

 
74,489

 
77,614

 
71,197

 
70,377

Total noninterest expense
47,829

 
53,293

 
56,595

 
48,098

 
51,263

Less:
 
 
 
 
 
 
 
 
 
Transaction and integration related costs
113

 
419

 
3,347

 
329

 
1,428

Property efficiency review

 
1,820

 

 

 

Total core noninterest expense
$
47,716

 
$
51,054

 
$
53,248

 
$
47,769

 
$
49,835

Core efficiency ratio
58.54
%
 
68.54
%
 
68.61
%
 
67.09
%
 
70.81
%
(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.






15