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8-K - 8-K Q2 2016 EARNINGS RELEASE - YADKIN FINANCIAL Corpform8-kq22016pressrelease.htm



FOR IMMEDIATE RELEASE


Yadkin Financial Corporation Reports Record Earnings
in the Second Quarter of 2016

RALEIGH, N.C., July 21, 2016 – Yadkin Financial Corporation (NYSE: YDKN) ("Yadkin" or the "Company"), the parent company of Yadkin Bank, today announced financial results for the second quarter ended June 30, 2016.

"We are pleased to report the Company achieved record net income and net operating earnings in the second quarter of 2016," announced Scott Custer, Yadkin's CEO. "The strong performance reflects the impact of the acquisition of NewBridge Bancorp earlier this year and robust growth within the entire branch network."

Second Quarter 2016 Performance Highlights

Net income available to common shareholders totaled $17.4 million, or $0.34 per diluted share, in Q2 2016 compared to $0.20 per diluted share in Q1 2016 and $0.33 per diluted share in Q2 2015. Net operating earnings available to common shareholders, which excludes certain non-operating income and expenses, improved to $21.2 million, or $0.41 per diluted share, in Q2 2016 from $0.39 per diluted share in Q1 2016 and $0.38 per diluted share, in Q2 2015.

Annualized return on average equity was 7.05 percent in Q2 2016, compared to 4.42 percent in Q1 2016 and 7.71 percent in Q2 2015. Annualized return on average tangible common equity was 11.89 percent in Q2 2016 compared to 7.18 percent in Q1 2016 and 11.90 percent in Q2 2015. Annualized net operating return on average tangible common equity increased to 14.35 percent in Q2 2016 from 13.14 percent in Q1 2016 and 11.94 in Q2 2015.

The efficiency ratio, the ratio of expenses to total revenues, improved to 63.5 percent in Q2 2016 from 75.4 percent in Q1 2016 and 64.5 percent in Q2 2015. The operating efficiency ratio improved to 55.5 percent in Q2 2016 from 58.1 percent in Q1 2016 and 60.0 percent in Q2 2015.

On an annualized basis, net charge-offs were 0.07 percent of average loans during Q2 2016, compared to 0.15% during Q1 2016.

Shareholder's equity totaled $1.00 billion as of June 30, 2016, compared to $984.6 million as of March 31, 2016. Tangible common equity to tangible assets was 8.94 percent as of June 30, 2016, compared to 8.72 percent as of March 31, 2016.



Acquisition of NewBridge Bancorp

On March 1, 2016, the Company completed its acquisition of NewBridge Bancorp (“NewBridge”), pursuant to an Agreement and Plan of Merger, dated October 12, 2015 (the "NewBridge Merger"). Following the NewBridge Merger, the Company is currently the fourth largest bank headquartered in North Carolina and ranks first by North Carolina deposit market share among community banks. The Company now operates 100 full-service banking locations in its North Carolina and South Carolina banking network and has a significant presence in all major North Carolina markets, including Charlotte, the Raleigh-Durham-Chapel Hill Triangle, the Piedmont Triad, and Wilmington. The Company plans to complete the NewBridge systems integration in September 2016. The NewBridge Merger added $2.1 billion in loans, $2.0 billion in deposits, and resulted in significant changes across most balance sheet categories. Additionally, since the merger was effective on March 1, 2016, the Company's results of operations for the first quarter reflect the impact of NewBridge for only one month. As a result, the Company's quarterly and year-to-date 2016 financial results may not be comparable to financial results in prior periods.






Results of Operations and Asset Quality

Net interest income totaled $63.5 million in the second quarter of 2016, which was a significant increase from $48.0 million in the first quarter of 2016. This increase was due to the full quarter impact of NewBridge's interest-earning assets as well as organic loan growth. Net interest margin decreased from 4.05 percent in the first quarter of 2016 to 3.94 percent in the second quarter of 2016, primarily due to lower-yielding acquired NewBridge loans and lower investment securities yields. Core net interest margin, which excludes the impact of accretion income on net interest income, was 3.63 percent in the second quarter of 2016, compared to 3.70 percent in the first quarter of 2016.

Net accretion income on acquired loans totaled $4.8 million in the second quarter of 2016, which consisted of $723 thousand of net accretion on purchased credit-impaired ("PCI") loans and $4.1 million of accretion income on purchased non-impaired loans. Net accretion income on acquired loans in the first quarter of 2016 totaled $3.6 million, which included $1.1 million of net accretion on PCI loans and $2.4 million of net accretion income on purchased non-impaired loans. Net accretion income on purchased non-impaired loans included $1.9 million of accelerated accretion due to principal prepayments in the second quarter of 2016 compared to $767 thousand in the first quarter of 2016. Higher non-PCI accretion income during the second quarter of 2016 reflected the full quarter impact of the NewBridge Merger.

Provision for loan losses was $2.3 million in the second quarter of 2016 compared to $1.9 million in the first quarter of 2016.The following table summarizes changes in the allowance for loan losses ("ALLL") for the quarters presented.
(Dollars in thousands)
 
Non-PCI Loans
 
PCI Loans
 
Total
 
 
 
 
 
 
 
Q2 2016
 
 
 
 
 
 
Balance at April 1, 2016
 
$
9,453

 
$
778

 
$
10,231

Net charge-offs
 
(896
)
 

 
(896
)
Provision for loan losses
 
2,307

 
(9
)
 
2,298

Balance at June 30, 2016
 
$
10,864

 
$
769

 
$
11,633

 
 
 
 
 
 
 
Q1 2016
 
 
 
 
 
 
Balance at January 1, 2016
 
$
8,447

 
$
1,322

 
$
9,769

Net charge-offs
 
(1,413
)
 

 
(1,413
)
Provision for loan losses
 
2,419

 
(544
)
 
1,875

Balance at March 31, 2016
 
$
9,453

 
$
778

 
$
10,231


The ALLL was $11.6 million, or 0.22 percent of total loans as of June 30, 2016, compared to $10.2 million, or 0.20 percent of total loans, as of March 31, 2016. The increase in ALLL to total loans was primarily due to current origination activity. The adjusted ALLL, a non-GAAP metric that includes the ALLL as well as net acquisition accounting fair value adjustments for acquired loans, declined from 1.50 percent of total loans as of March 31, 2016 to 1.41 percent as of June 30, 2016. The decline in the adjusted ALLL ratio was due to improvements in historical loss rates used in the Company's ALLL model.

The provision for loan losses on non-PCI loans decreased by $112 thousand in the second quarter of 2016, primarily due to lower net charge-offs, which totaled $896 thousand in the second quarter of 2016 and $1.4 million in the first quarter of 2016. The annualized net charge-off rate was 0.07 percent of average loans the second quarter of 2016, a decline from 0.15 percent in the first quarter of 2016. The provision credit recorded on PCI loans decreased by $535 thousand on a linked-quarter basis, the result of significantly improved estimated cash flows on certain PCI loan pools during the first quarter of 2016.

Nonperforming loans, which include nonaccrual loans and loans past due 90 days or more and still accruing, as a percentage of total loans increased to 0.94 percent as of June 30, 2016 from 0.83 percent as of March 31, 2016. Total nonperforming assets (which include nonperforming loans and foreclosed assets) as a percentage of total assets similarly increased to 1.08 percent as of June 30, 2016 from 0.83 percent as of March 31, 2016. The Company's nonperforming asset ratio increased from a higher level of nonaccrual loans, a delinquent purchased receivables balance, and higher other real estate balances.






Non-interest income totaled $15.6 million in the second quarter of 2016, an increase from $11.4 million in the first quarter of 2016. Service charges and fees on deposit accounts increased by $1.6 million primarily due to the addition of acquired NewBridge deposit accounts. Mortgage banking income generated $3.9 million during the second quarter of 2016 compared to $1.6 million during the first quarter of 2016 as a result of strong local housing markets within the Company's footprint, a favorable interest rate environment for mortgage activity, and a $1.2 million gain recorded on a forward commitment to sell a portfolio of conforming residential mortgage loans. Government-guaranteed, small business lending income, which includes gains on sales of the guaranteed portion of certain U.S. Small Business Administration ("SBA") loans as well as servicing fees on previously sold SBA loans, contributed $2.7 million to non-interest income in the second quarter of 2016 compared to $3.1 million during the first quarter of 2016.

Non-interest expense totaled $50.2 million in the second quarter of 2016, an increase from $44.8 million in the first quarter of 2016, primarily due to the full-quarter impact of the NewBridge operating costs. Salaries and employee benefits, occupancy and equipment, data processing, and other non-interest expense categories all increased as a result of the NewBridge Merger, which added employees, branch and other facilities, and equipment to the Company's expense base. Personnel-related expenses increased 27.2 percent in the second quarter of 2016, while occupancy expenses increased 32.2 percent over the first quarter of 2016, which had included a single month of post-merger operating expenses. Merger and conversion costs declined $3.8 million in the second quarter of 2016, and include various professional fees, personnel, data processing, technology, and other expenses related to the NewBridge Merger.

The Company's efficiency ratio was 63.5 percent in the second quarter of 2016, compared to 75.4 percent in the first quarter of 2016. Operating efficiency ratio, which excludes gains on sales of available for sale securities, the gain from the sale of an ancillary line of business during second quarter of 2016, merger and conversion costs and restructuring charges, was 55.5 percent in the second quarter of 2016 and 58.1 percent in the first quarter of 2016. Execution of the branch consolidation plan (10 branches were closed in late Q2 2016 and 2 branches are scheduled to close in late Q3 2016), closures of two non-branch locations (scheduled for Q3 2016), and completion of the systems integration (scheduled for September 2016) should enable the Company to fully realize the cost savings and operational leverage that the NewBridge Merger provides. Management believes the majority of projected cost savings will be achieved by the end of Q3 2016 with remaining savings to be realized in Q4 2016 and Q1 2017.

Income tax expense totaled $9.2 million in the second quarter of 2016 compared to $4.9 million in the first quarter of 2016. The Company's effective tax rate declined to 34.6 percent in the second quarter of 2016, from 38.7 percent in the first quarter of 2016, primarily due to the impact of significant non-deductible merger expenses recorded during the first quarter of 2016.

Dividend Information

On July 20, 2016, Yadkin's Board of Directors declared a regular quarterly cash dividend of $0.10 per share on its issued and outstanding shares of unrestricted common stock, payable on August 18, 2016 to shareholders of record on August 11, 2016.

****

Yadkin Financial Corporation is the bank holding company for Yadkin Bank, a full-service state-chartered community bank providing services in 100 branches across North Carolina and upstate South Carolina. Serving over 130,000 customers, the Company has assets of $7.5 billion. The Bank’s primary business is providing banking, mortgage, investment, and insurance services to consumers and businesses across the Carolinas. The Bank provides SBA lending services through its Government Guaranteed Lending division, headquartered in Charlotte, NC, and mortgage lending services through Yadkin Mortgage, headquartered in Greensboro, NC. Yadkin Financial Corporation’s website is www.yadkinbank.com. Yadkin Financial Corporation's common stock is traded on the NYSE under the symbol YDKN.






Conference Call

The previously scheduled conference call to review Yadkin's second quarter 2016 earnings at 10:00 a.m. Eastern Time has been canceled.  Instead, Yadkin Financial Corporation will participate in a joint conference call at 2:00 p.m. Eastern Time regarding the announcement of a proposed plan of merger, as described in a separate joint press release.


Non-GAAP Financial Measures

Statements included in this press release include non-GAAP financial measures and should be read along with the accompanying tables, which provide a reconciliation of non-GAAP financial measures to GAAP financial measures. Yadkin management uses non-GAAP financial measures, including: (i) net operating earnings available to common shareholders; (ii) pre-tax, pre-provision operating earnings; (iii) operating non-interest expense, (iv) operating efficiency ratio, (v) adjusted allowance for loan losses to loans; and (vi) tangible common equity, in its analysis of the Company's performance. Net operating earnings available to common shareholders excludes the following from net income available to common shareholders: securities gains and losses, a one-time branch sale gain, merger and conversion costs, restructuring charges, income tax expense from the change in future state tax rates, and the income tax effect of adjustments. Pre-tax, pre-provision operating earnings excludes the following from net income: provision for loan losses, income tax expense, securities gains and losses, a one-time branch sale gain, merger and conversion costs, and restructuring charges. Operating non-interest expense excludes merger and conversion costs and restructuring charges from non-interest expense. The operating efficiency ratio excludes a one-time branch sale gain, securities gains and losses, merger and conversion costs, and restructuring charges from the efficiency ratio. Adjusted allowance for loan losses adds net acquisition accounting fair value discounts to the allowance for loan losses. Tangible common equity excludes preferred stock as well as goodwill and other intangible assets, net, from shareholders' equity.

Management believes that non-GAAP financial measures provide additional useful information that allows readers to evaluate the ongoing performance of the Company and provide meaningful comparisons to its peers. Non-GAAP financial measures should not be considered as an alternative to any measure of performance or financial condition as promulgated under GAAP, and investors should consider Yadkin performance and financial condition as reported under GAAP and all other relevant information when assessing the performance or financial condition of the Company. Non-GAAP financial measures have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for analysis of the results or financial condition as reported under GAAP. 

Forward-Looking Statements

Information in this press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements involve risks and uncertainties that could cause actual results to differ materially, including without limitation, risks relating to any proposed mergers, reduced earnings due to larger than expected credit losses in the sectors of our loan portfolio secured by real estate due to economic factors, including declining real estate values, increasing interest rates, increasing unemployment, or changes in payment behavior or other factors; reduced earnings due to larger credit losses because our loans are concentrated by loan type, industry segment, borrower type, or location of the borrower or collateral; the rate of delinquencies and amount of loans charged-off; the adequacy of the level of our allowance for loan losses and the amount of loan loss provisions required in future periods; costs or difficulties related to the integration of the banks we acquired or may acquire may be greater than expected; our ability to achieve the estimated synergies from the NewBridge Acquisition and once integrated, the effects of such business combination on our future financial condition, operating results, strategy and plans; our ability to integrate NewBridge on our schedule and budget; results of examinations by our regulatory authorities, including the possibility that the regulatory authorities may, among other things, require us to increase our allowance for loan losses or write down assets; the amount of our loan portfolio collateralized by real estate; our ability to maintain appropriate levels of capital; adverse changes in asset quality and resulting credit risk-related losses and expenses; increased funding costs due to market illiquidity, competition for funding, and increased regulatory requirements with regard to funding; significant increases in competitive pressure in the banking and financial services industries; changes in political conditions or the legislative or regulatory environment, including the effect of future financial reform legislation on the banking industry; general economic conditions, either nationally or regionally and especially in our primary service area, becoming less favorable than expected resulting in, among other things, a deterioration in credit quality; our ability to retain our existing customers, including our deposit relationships; changes occurring in business conditions and inflation; changes in monetary and tax policies; ability of borrowers to repay loans; risks associated with a failure in or breach of our operational or security systems or infrastructure, or those of our third party vendors and other service providers or other third parties, including cyber attacks, which could disrupt our businesses, result in the disclosure or misuse of confidential or proprietary information, damage our reputation,





increase our costs and cause losses; changes in accounting principles, policies or guidelines; changes in the assessment of whether a deferred tax valuation allowance is necessary; our reliance on secondary liquidity sources such as Federal Home Loan Bank advances, sales of securities and loans, federal funds lines of credit from correspondent banks and out-of-market time deposits; loss of consumer confidence and economic disruptions resulting from terrorist activities or military actions; and changes in the securities markets. Additional factors that could cause actual results to differ materially are discussed in the Company’s filings with the Securities and Exchange Commission, including without limitation its Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q, and its Current Reports on Form 8-K. The forward-looking statements in this press release speak only as of the date of the press release, and the Company does not assume any obligation to update such forward-looking statements.



CONTACT:
Terry Earley, CFO
Yadkin Financial Corporation
Phone: (919) 659-9015
Email: Terry.Earley@yadkinbank.com





QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)
 
Three months ended
(Dollars in thousands, except per share data)
June 30, 2016
 
March 31, 2016
 
December 31, 2015
 
September 30, 2015
 
June 30, 2015
Interest income
 
 
 
 
 
 
 
 
 
Loans
$
64,345

 
$
47,971

 
$
41,025

 
$
40,300

 
$
40,404

Investment securities
7,231

 
6,113

 
5,243

 
3,957

 
3,786

Federal funds sold and interest-earning deposits
81

 
103

 
54

 
47

 
45

Total interest income
71,657

 
54,187

 
46,322

 
44,304

 
44,235

Interest expense
 
 
 
 
 
 
 
 
 
Deposits
4,433

 
3,467

 
2,950

 
3,097

 
3,073

Short-term borrowings
1,360

 
808

 
489

 
437

 
331

Long-term debt
2,375

 
1,867

 
1,541

 
1,465

 
1,504

Total interest expense
8,168

 
6,142

 
4,980

 
4,999

 
4,908

Net interest income
63,489

 
48,045

 
41,342

 
39,305

 
39,327

Provision for loan losses
2,298

 
1,875

 
2,714

 
1,576

 
994

Net interest income after provision for loan losses
61,191

 
46,170

 
38,628

 
37,729

 
38,333

Non-interest income
 
 
 
 
 
 
 
 
 
Service charges and fees
5,795

 
4,212

 
3,436

 
3,566

 
3,495

Government-guaranteed lending
2,680

 
3,072

 
3,170

 
3,009

 
3,677

Mortgage banking
3,850

 
1,623

 
1,571

 
1,731

 
1,633

Bank-owned life insurance
733

 
552

 
466

 
470

 
465

Gain (loss) on sales of available for sale securities
64

 
130

 
(85
)
 

 
84

Gain on sale of trust business
417

 

 

 

 

Gain on sale of branches

 

 
88

 

 

Other
2,098

 
1,765

 
1,320

 
2,022

 
1,446

Total non-interest income
15,637

 
11,354

 
9,966

 
10,798

 
10,800

Non-interest expense
 
 
 
 
 
 
 
 
 
Salaries and employee benefits
22,939

 
18,040

 
15,777

 
14,528

 
15,391

Occupancy and equipment
7,315

 
5,535

 
4,722

 
4,641

 
4,637

Data processing
2,783

 
2,140

 
1,931

 
1,851

 
1,929

Professional services
1,547

 
1,108

 
861

 
1,196

 
1,407

FDIC insurance premiums
770

 
821

 
674

 
732

 
772

Foreclosed asset expenses
137

 
311

 
366

 
277

 
445

Loan, collection, and repossession expense
1,004

 
1,133

 
926

 
931

 
850

Merger and conversion costs
6,531

 
10,335

 
803

 
104

 
(25
)
Restructuring charges
25

 
21

 
282

 
50

 
2,294

Amortization of other intangible assets
1,671

 
1,053

 
745

 
761

 
777

Other
5,483

 
4,307

 
3,477

 
3,777

 
3,839

Total non-interest expense
50,205

 
44,804

 
30,564

 
28,848

 
32,316

Income before income taxes
26,623

 
12,720

 
18,030

 
19,679

 
16,817

Income tax expense
9,219

 
4,920

 
6,182

 
7,891

 
6,076

Net income
17,404

 
7,800

 
11,848

 
11,788

 
10,741

Dividends on preferred stock

 

 

 

 
183

Net income available to common shareholders
$
17,404

 
$
7,800

 
$
11,848

 
$
11,788

 
$
10,558

 
 
 
 
 
 
 
 
 
 
NET INCOME PER COMMON SHARE
 
 
 
 
 
 
 
 
 
Basic
$
0.34

 
$
0.20

 
$
0.37

 
$
0.37

 
$
0.33

Diluted
0.34

 
0.20

 
0.37

 
0.37

 
0.33

 
 
 
 
 
 
 
 
 
 
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
 
 
 
 
 
 
 
 
 
Basic
51,311,504

 
38,102,926

 
31,617,993

 
31,608,909

 
31,609,021

Diluted
51,490,182

 
38,194,964

 
31,815,333

 
31,686,150

 
31,610,620







SELECTED PERFORMANCE RATIOS AND FINANCIAL DATA - QUARTERLY
 
As of and for the three months ended
(Dollars in thousands, except per share data)
June 30, 2016
 
March 31, 2016
 
December 31, 2015
 
September 30, 2015
 
June 30, 2015
 
 
 
 
 
 
 
 
 
 
Selected Performance Ratios (Annualized)
 
 
 
 
 
 
 
 
 
Return on average assets
0.94
%
 
0.57
%
 
1.07
%
 
1.08
%
 
1.01
%
Net operating return on average assets (Non-GAAP)
1.15

 
1.09

 
1.14

 
1.15

 
1.14

Return on average shareholders' equity
7.05

 
4.42

 
8.38

 
8.45

 
7.71

Net operating return on average shareholders' equity (Non-GAAP)
8.59

 
8.39

 
8.92

 
8.98

 
8.68

Return on average tangible equity (Non-GAAP)
11.89

 
7.18

 
12.36

 
12.57

 
11.90

Net operating return on average tangible equity (Non-GAAP)
14.35

 
13.14

 
13.34

 
13.13

 
11.94

 
 
 
 
 
 
 
 
 
 
Yield on earning assets, tax equivalent
4.45

 
4.57

 
4.72

 
4.83

 
4.84

Cost of interest-bearing liabilities
0.63

 
0.64

 
0.66

 
0.65

 
0.63

Net interest margin, tax equivalent
3.94

 
4.05

 
4.29

 
4.19

 
4.29

 
 
 
 
 
 
 
 
 
 
Efficiency ratio
63.45

 
75.43

 
59.57

 
57.58

 
64.47

Operating efficiency ratio (Non-GAAP)
55.50

 
58.12

 
57.46

 
57.27

 
60.04

 
 
 
 
 
 
 
 
 
 
Per Common Share
 
 
 
 
 
 
 
 
 
Net income, basic
$
0.34

 
$
0.20

 
$
0.37

 
$
0.37

 
$
0.33

Net income, diluted
0.34

 
0.20

 
0.37

 
0.37

 
0.33

Net operating earnings, basic (Non-GAAP)
0.41

 
0.39

 
0.40

 
0.40

 
0.38

Net operating earnings, diluted (Non-GAAP)
0.41

 
0.39

 
0.40

 
0.40

 
0.38

Book value
19.44

 
19.13

 
17.73

 
17.56

 
17.28

Tangible book value (Non-GAAP)
12.28

 
11.94

 
12.51


12.31

 
12.01

Common shares outstanding
51,577,575

 
51,480,284

 
31,726,767

 
31,711,901

 
31,712,021

 
 
 
 
 
 
 
 
 
 
Asset Quality Data and Ratios
 
 
 
 
 
 
 
 
 
Nonperforming loans:
 
 
 
 
 
 
 
 
 
Nonaccrual loans
$
39,039

 
$
27,981

 
$
21,194

 
$
27,830

 
$
25,692

Accruing loans past due 90 days or more
10,264

 
14,992

 
11,337

 
9,303

 
6,800

Nonperforming purchased accounts receivable
7,907

 

 

 

 

Other real estate
23,091

 
18,435

 
15,346

 
11,793

 
13,547

Total nonperforming assets
$
80,301

 
$
61,408

 
$
47,877

 
$
48,926

 
$
46,039

Restructured loans not included in nonperforming assets
$
5,663

 
$
5,147

 
$
5,609

 
$
2,564

 
$
2,333

Net charge-offs to average loans (annualized)
0.07
%
 
0.15
%
 
0.25
%
 
0.12
%
 
0.12
%
Allowance for loan losses to loans
0.22

 
0.20

 
0.32

 
0.30

 
0.28

Adjusted allowance for loan losses to loans (Non-GAAP)
1.41

 
1.50

 
1.62

 
1.75

 
1.88

Nonperforming loans to loans
0.94

 
0.83

 
1.06

 
1.25

 
1.10

Nonperforming assets to total assets
1.08

 
0.83

 
1.07

 
1.12

 
1.06

 
 
 
 
 
 
 
 
 
 
Capital Ratios
 
 
 
 
 
 
 
 
 
Tangible equity to tangible assets (Non-GAAP)
8.94
%
 
8.72
%
 
9.21
%
 
9.30
%
 
9.16
%
Yadkin Financial Corporation1:
 
 
 
 
 
 
 
 
 
Tier 1 leverage
9.10

 
12.32

 
9.42

 
9.40

 
9.22

Common equity Tier 1
10.06

 
9.87

 
10.55

 
10.5

 
10.43

Tier 1 risk-based capital
10.43

 
10.24

 
10.59

 
10.55

 
10.43

Total risk-based capital
11.57

 
11.36

 
11.96

 
11.98

 
11.88

Yadkin Bank1:
 
 
 
 
 
 
 
 
 
Tier 1 leverage
9.77

 
13.25

 
10.34

 
10.35

 
10.17

Common equity Tier 1
11.20

 
10.96

 
11.64

 
11.64

 
11.53

Tier 1 risk-based capital
11.20

 
10.96

 
11.64

 
11.64

 
11.53

Total risk-based capital
11.45

 
11.19

 
11.99

 
12.04

 
11.93

 
 
 
 
 
 
 
 
 
 
1  Regulatory capital ratios for Q2 2016 are estimates.





YEAR TO DATE RESULTS OF OPERATIONS (UNAUDITED)
 
Six months ended June 30,
(Dollars in thousands, except per share data)
2016
 
2015
Interest income
 
 
 
Loans
$
112,316

 
$
80,200

Investment securities
13,344

 
7,782

Federal funds sold and interest-earning deposits
184

 
95

Total interest income
125,844

 
88,077

Interest expense
 
 
 
Deposits
7,980

 
5,962

Short-term borrowings
2,166

 
620

Long-term debt
4,244

 
2,992

Total interest expense
14,390

 
9,574

Net interest income
111,454

 
78,503

Provision for loan losses
4,173

 
1,955

Net interest income after provision for loan losses
107,281

 
76,548

Non-interest income
 
 
 
Service charges and fees on deposit accounts
10,007

 
6,748

Government-guaranteed lending
5,752

 
6,550

Mortgage banking
5,473

 
2,955

Bank-owned life insurance
1,285

 
937

Gain on sales of available for sale securities
194

 
85

Gain on sale of trust business
417

 

Other
3,863

 
2,364

Total non-interest income
26,991

 
19,639

Non-interest expense
 
 
 
Salaries and employee benefits
40,979

 
30,593

Occupancy and equipment
12,850

 
9,436

Data processing
4,923

 
3,817

Professional services
2,655

 
2,499

FDIC insurance premiums
1,591

 
1,486

Foreclosed asset expenses
448

 
633

Loan, collection, and repossession expense
2,144

 
1,786

Merger and conversion costs
16,866

 
195

Restructuring charges
46

 
3,201

Amortization of other intangible assets
2,723

 
1,592

Other
9,704

 
8,036

Total non-interest expense
94,929

 
63,274

Income before income taxes
39,343

 
32,913

Income tax expense
14,140

 
11,922

Net income
25,203

 
20,991

Dividends on preferred stock

 
821

Net income available to common shareholders
$
25,203

 
$
20,170

 
 
 
 
NET INCOME PER COMMON SHARE
 
 
 
Basic
$
0.56

 
$
0.64

Diluted
0.56

 
0.64

 
 
 
 
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
 
 
 
Basic
44,707,215

 
31,607,971

Diluted
44,836,812

 
31,609,785






QUARTERLY BALANCE SHEETS (UNAUDITED)
 
Ending balances
(Dollars in thousands, except per share data)
June 30, 2016
 
March 31, 2016
 
December 31, 2015 (1)
 
September 30, 2015
 
June 30, 2015
Assets
 
 
 
 
 
 
 
 
 
Cash and due from banks
$
70,637

 
$
67,923

 
$
60,783

 
$
54,667

 
$
65,620

Interest-earning deposits with banks
49,744

 
42,892

 
50,885

 
23,088

 
57,141

Federal funds sold
155

 

 
250

 

 
200

Investment securities available for sale
1,038,307

 
1,103,444

 
689,132

 
713,492

 
649,015

Investment securities held to maturity
38,959

 
39,071

 
39,182

 
39,292

 
39,402

Loans held for sale
139,513

 
53,820

 
47,287

 
37,962

 
38,622

Loans
5,268,768

 
5,208,752

 
3,076,544

 
2,979,779

 
2,955,771

Allowance for loan losses
(11,633
)
 
(10,231
)
 
(9,769
)
 
(9,000
)
 
(8,358
)
Net loans
5,257,135

 
5,198,521

 
3,066,775

 
2,970,779

 
2,947,413

Purchased accounts receivable
9,657

 
57,175

 
52,688

 
69,383

 
69,933

Federal Home Loan Bank stock
45,284

 
41,851

 
24,844

 
22,932

 
21,976

Premises and equipment, net
111,245

 
119,244

 
73,739

 
75,530

 
77,513

Bank-owned life insurance
141,930

 
141,170

 
78,863

 
78,397

 
77,927

Other real estate
23,091

 
18,435

 
15,346

 
11,793

 
13,547

Deferred tax asset, net
67,829

 
79,342

 
55,607

 
54,402

 
62,179

Goodwill
338,180

 
337,711

 
152,152

 
152,152

 
152,152

Other intangible assets, net
30,745

 
32,416

 
13,579

 
14,324

 
15,085

Accrued interest receivable and other assets
92,814

 
87,995

 
53,032

 
44,033

 
39,327

Total assets
$
7,455,225

 
$
7,421,010

 
$
4,474,144

 
$
4,362,226

 
$
4,327,052

 
 
 
 
 
 
 
 
 
 
Liabilities
 
 
 
 
 
 
 
 
 
Deposits:
 
 
 
 
 
 
 
 
 
Non-interest demand
$
1,156,507

 
$
1,151,128

 
$
744,053

 
$
730,928

 
$
697,653

Interest-bearing demand
1,119,970

 
1,158,417

 
523,719

 
484,187

 
475,597

Money market and savings
1,620,217

 
1,576,974

 
1,024,617

 
1,001,739

 
991,982

Time
1,441,892

 
1,463,193

 
1,017,908

 
1,030,915

 
1,077,862

Total deposits
5,338,586

 
5,349,712

 
3,310,297

 
3,247,769

 
3,243,094

Short-term borrowings
811,383

 
761,243

 
375,500

 
395,500

 
355,500

Long-term debt
229,012

 
198,320

 
194,967

 
129,859

 
147,265

Accrued interest payable and other liabilities
73,706

 
127,093

 
30,831

 
32,301

 
33,077

Total liabilities
6,452,687

 
6,436,368

 
3,911,595

 
3,805,429

 
3,778,936

 
 
 
 
 
 
 
 
 
 
Shareholders' equity
 
 
 
 
 
 
 
 
 
Common stock
51,578

 
51,480

 
31,727

 
31,712

 
31,712

Common stock warrant
717

 
717

 
717

 
717

 
717

Additional paid-in capital
905,727

 
904,711

 
492,828

 
492,387

 
492,151

Retained earnings
45,895

 
33,621

 
44,794

 
36,109

 
27,481

Accumulated other comprehensive loss
(1,379
)
 
(5,887
)
 
(7,517
)
 
(4,128
)
 
(3,945
)
Total shareholders' equity
1,002,538

 
984,642

 
562,549

 
556,797

 
548,116

Total liabilities and shareholders' equity
$
7,455,225

 
$
7,421,010

 
$
4,474,144

 
$
4,362,226

 
$
4,327,052

 
 
 
 
 
 
 
 
 
 
(1) Derived from audited financial statements as of December 31, 2015.





QUARTERLY NET INTEREST MARGIN ANALYSIS
 
Three months ended
June 30, 2016
 
Three months ended
March 31, 2016
 
Three months ended
June 30, 2015
(Dollars in thousands)
Average
Balance
 
Interest(1)
 
Yield/Cost(1)
 
Average
Balance
 
Interest(1)
 
Yield/Cost(1)
 
Average
Balance
 
Interest(1)
 
Yield/Cost(1)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Assets
 

 
 

 
 

 
 
 
 
 
 
 
 

 
 

 
 

Loans(2)
$
5,322,521

 
$
64,478

 
4.87
%
 
$
3,843,108

 
$
48,065

 
5.03
%
 
$
2,966,953

 
$
40,468

 
5.47
%
Investment securities(3)
1,150,664

 
7,684

 
2.69

 
905,582

 
6,460

 
2.87

 
685,796

 
4,024

 
2.35

Federal funds and other
59,357

 
81

 
0.55

 
63,660

 
103

 
0.65

 
49,407

 
45

 
0.37

Total interest-earning assets
6,532,542

 
72,243

 
4.45
%
 
4,812,350

 
54,628

 
4.57
%
 
3,702,156

 
44,537

 
4.83
%
Goodwill
337,485

 
 
 
 
 
216,758

 
 
 
 
 
152,152

 
 
 
 
Other intangibles, net
31,797

 
 
 
 
 
20,032

 
 
 
 
 
15,570

 
 
 
 
Other non-interest-earning assets
514,206

 
 

 
 

 
437,297

 
 
 
 
 
401,690

 
 

 
 

Total assets
$
7,416,030

 
 

 
 

 
$
5,486,437

 
 
 
 
 
$
4,271,568

 
 

 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities and Equity
 

 
 

 
 

 
 
 
 
 
 
 
 

 
 

 
 

Interest-bearing demand
$
1,141,173

 
$
536

 
0.19
%
 
$
741,589

 
$
303

 
0.16
%
 
$
475,546

 
$
158

 
0.13
%
Money market and savings
1,582,191

 
1,115

 
0.28

 
1,202,797

 
776

 
0.26

 
997,732

 
718

 
0.29

Time
1,448,912

 
2,782

 
0.77

 
1,196,072

 
2,387

 
0.80

 
1,078,460

 
2,197

 
0.82

Total interest-bearing deposits
4,172,276

 
4,433

 
0.43

 
3,140,458

 
3,466

 
0.44

 
2,551,738

 
3,073

 
0.48

Short-term borrowings
758,180

 
1,360

 
0.72

 
475,267

 
808

 
0.68

 
320,694

 
331

 
0.41

Long-term debt
280,520

 
2,375

 
3.41

 
252,442

 
1,867

 
2.97

 
136,377

 
1,504

 
4.42

Total interest-bearing liabilities
5,210,976

 
8,168

 
0.63
%
 
3,868,167

 
6,141

 
0.64
%
 
3,008,809

 
4,908

 
0.65
%
Non-interest-bearing deposits
1,147,659

 
 

 
 

 
864,192

 
 
 
 
 
676,858

 
 

 
 

Other liabilities
64,282

 
 

 
 

 
43,786

 
 
 
 
 
27,090

 
 

 
 

Total liabilities
6,422,917

 
 

 
 

 
4,776,145

 
 
 
 
 
3,712,757

 
 

 
 

Shareholders’ equity
993,113

 
 

 
 

 
710,292

 
 
 
 
 
558,811

 
 

 
 

Total liabilities and shareholders’ equity
$
7,416,030

 
 

 
 

 
$
5,486,437

 
 

 
 
 
$
4,271,568

 
 

 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net interest income, taxable equivalent
 

 
$
64,075

 
 

 
 

 
$
48,487

 
 
 
 

 
$
39,629

 
 

Interest rate spread
 

 
 

 
3.82
%
 
 
 
 
 
3.93
%
 
 

 
 

 
4.18
%
Tax equivalent net interest margin
 

 
 

 
3.94
%
 
 
 
 
 
4.05
%
 
 

 
 

 
4.29
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Percentage of average interest-earning assets to average interest-bearing liabilities
 

 
 

 
125.36
%
 
 
 
 
 
124.41
%
 
 

 
 

 
123.04
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Interest amounts and yields are stated on a taxable-equivalent basis assuming a federal income tax rate of 35 percent.
 
 
(2) Loans include loans held for sale and non-accrual loans.
 
 
(3) Investment securities include investments in FHLB stock.
 
 





APPENDIX - RECONCILIATION OF NON-GAAP MEASURES - QUARTERLY
 
As of and for the three months ended
(Dollars in thousands, except per share data)
June 30, 2016
 
March 31, 2016
 
December 31, 2015
 
September 30, 2015
 
June 30, 2015
 
 
 
 
 
 
 
 
 
 
Operating Earnings
 
 
 
 
 
 
 
 
 
Net income
$
17,404

 
$
7,800

 
$
11,848

 
$
11,788

 
$
10,741

Securities (gains) losses
(64
)
 
(130
)
 
85

 

 
(84
)
Gain on sale of trust business
(417
)
 

 

 

 

Gain on sale of branches

 

 
(88
)
 

 

Merger and conversion costs
6,531

 
10,335

 
803

 
104

 
(25
)
Restructuring charges
25

 
21

 
282

 
50

 
2,294

Income tax effect of adjustments
(2,269
)
 
(3,217
)
 
(311
)
 
(59
)
 
(836
)
DTA revaluation from reduction in state income tax rates, net of federal benefit

 

 

 
651

 

Net operating earnings (Non-GAAP)
21,210

 
14,809

 
12,619

 
12,534

 
12,090

Dividends on preferred stock

 

 

 

 
183

Net operating earnings available to common shareholders (Non-GAAP)
$
21,210

 
$
14,809

 
$
12,619

 
$
12,534

 
$
11,907

Net operating earnings per common share:
 
 
 
 
 
 
 
 
 
Basic (Non-GAAP)
$
0.41

 
$
0.39

 
$
0.40

 
$
0.40

 
$
0.38

Diluted (Non-GAAP)
0.41

 
0.39

 
0.40

 
0.40

 
0.38

 
 
 
 
 
 
 
 
 
 
Pre-Tax, Pre-Provision Operating Earnings
 
 
 
 
 
 
 
 
 
Net income
$
17,404

 
$
7,800

 
$
11,848

 
$
11,788

 
$
10,741

Provision for loan losses
2,298

 
1,875

 
2,714

 
1,576

 
994

Income tax expense
9,219

 
4,920

 
6,182

 
7,891

 
6,076

Pre-tax, pre-provision income
28,921

 
14,595

 
20,744

 
21,255

 
17,811

Securities (gains) losses
(64
)
 
(130
)
 
85

 

 
(84
)
Gain on sale of trust business
(417
)
 

 

 

 

Gain on sale of branches

 

 
(88
)
 

 

Merger and conversion costs
6,531

 
10,335

 
803

 
104

 
(25
)
Restructuring charges
25

 
21

 
282

 
50

 
2,294

Pre-tax, pre-provision operating earnings (Non-GAAP)
$
34,996

 
$
24,821

 
$
21,826

 
$
21,409

 
$
19,996

 
 
 
 
 
 
 
 
 
 
Operating Non-Interest Income
 
 
 
 
 
 
 
 
 
Non-interest income
$
15,637

 
$
11,354

 
$
9,966

 
$
10,798

 
$
10,800

Securities (gains) losses
(64
)
 
(130
)
 
85

 

 
(84
)
Gain on sale of trust business
(417
)
 

 

 

 

Gain on sale of branches

 

 
(88
)
 

 

Operating non-interest income (Non-GAAP)
$
15,156

 
$
11,224

 
$
9,963

 
$
10,798

 
$
10,716

 
 
 
 
 
 
 
 
 
 
Operating Non-Interest Expense
 
 
 
 
 
 
 
 
 
Non-interest expense
$
50,205

 
$
44,804

 
$
30,564

 
$
28,848

 
$
32,316

Merger and conversion costs
(6,531
)
 
(10,335
)
 
(803
)
 
(104
)
 
25

Restructuring charges
(25
)
 
(21
)
 
(282
)
 
(50
)
 
(2,294
)
Operating non-interest expense (Non-GAAP)
$
43,649

 
$
34,448

 
$
29,479

 
$
28,694

 
$
30,047

 
 
 
 
 
 
 
 
 
 
Operating Efficiency Ratio
 
 
 
 
 
 
 
 
 
Efficiency ratio
63.45
 %
 
75.43
 %
 
59.57
 %
 
57.58
 %
 
64.47
 %
Adjustment for securities gains (losses)
0.05

 
0.16

 
(0.10
)
 

 
0.11

Adjustment for gain on sale of trust business
0.34

 

 

 

 

Adjustment for gain on sale of branches

 

 
0.10

 

 

Adjustment for merger and conversion costs
(8.31
)
 
(17.43
)
 
(1.56
)
 
(0.21
)
 
0.04

Adjustment for restructuring costs
(0.03
)
 
(0.04
)
 
(0.55
)
 
(0.10
)
 
(4.58
)
Operating efficiency ratio (Non-GAAP)
55.50
 %
 
58.12
 %
 
57.46
 %
 
57.27
 %
 
60.04
 %
 
 
 
 
 
 
 
 
 
 





 
As of and for the three months ended
(Dollars in thousands, except per share data)
June 30, 2016
 
March 31, 2016
 
December 31, 2015
 
September 30, 2015
 
June 30, 2015
 
 
 
 
 
 
 
 
 
 
Taxable-Equivalent Net Interest Income
 
 
 
 
 
 
 
 
 
Net interest income
$
63,489

 
$
48,045

 
$
41,342

 
$
39,305

 
$
39,327

Taxable-equivalent adjustment
586

 
442

 
325

 
314

 
302

Taxable-equivalent net interest income (Non-GAAP)
$
64,075

 
$
48,487

 
$
41,667

 
$
39,619

 
$
39,629

 
 
 
 
 
 
 
 
 
 
Core Net Interest Income and Net Interest Margin (Annualized)
 
 
 
 
 
 
 
 
 
Taxable-equivalent net interest income (Non-GAAP)
$
64,075

 
$
48,487

 
$
41,667

 
$
39,619

 
$
39,629

Acquisition accounting amortization / accretion adjustments related to:
 
 
 
 
 
 
 
 
 
Loans
(4,781
)
 
(3,565
)
 
(2,970
)
 
(3,404
)
 
(4,035
)
Deposits
(471
)
 
(553
)
 
(522
)
 
(713
)
 
(863
)
Borrowings and debt
60

 
119

 
170

 
155

 
132

Income from issuer call of debt security

 
(165
)
 
(742
)
 

 

Core net interest income (Non-GAAP)
$
58,883

 
$
44,323

 
$
37,603

 
$
35,657

 
$
34,863

 
 
 
 
 
 
 
 
 
 
Divided by: average interest-earning assets
$
6,532,542

 
$
4,812,350

 
$
3,851,009

 
$
3,750,223

 
$
3,702,156

Taxable-equivalent net interest margin (Non-GAAP)
3.94
 %
 
4.05
 %
 
4.29
 %
 
4.19
 %
 
4.29
 %
Core taxable-equivalent net interest margin (Non-GAAP)
3.63
 %
 
3.70
 %
 
3.87
 %
 
3.77
 %
 
3.78
 %
 
 
 
 
 
 
 
 
 
 
Adjusted Allowance for Loan Losses
 
 
 
 
 
 
 
 
 
Allowance for loan losses
$
11,633

 
$
10,231

 
$
9,769

 
$
9,000

 
$
8,358

Net acquisition accounting fair value discounts to loans
62,745

 
68,063

 
40,188

 
43,095

 
47,160

Adjusted allowance for loan losses (Non-GAAP)
$
74,378

 
$
78,294

 
$
49,957

 
$
52,095

 
$
55,518

 
 
 
 
 
 
 
 
 
 
Divided by: total loans
$
5,268,768

 
$
5,208,752

 
$
3,076,544

 
$
2,979,779

 
$
2,955,771

Adjusted allowance for loan losses to loans (Non-GAAP)
1.41
 %
 
1.50
 %
 
1.62
 %
 
1.75
 %
 
1.88
 %
 
 
 
 
 
 
 
 
 
 
Tangible Equity to Tangible Assets
 
 
 
 
 
 
 
 
 
Shareholders' equity
$
1,002,538

 
$
984,642

 
$
562,549

 
$
556,797

 
$
548,116

Less goodwill and other intangible assets
368,925

 
370,127

 
165,731

 
166,476

 
167,237

Tangible equity (Non-GAAP)
$
633,613

 
$
614,515

 
$
396,818

 
$
390,321

 
$
380,879

 
 
 
 
 
 
 
 
 
 
Total assets
$
7,455,225

 
$
7,421,010

 
$
4,474,144

 
$
4,362,226

 
$
4,327,052

Less goodwill and other intangible assets
368,925

 
370,127

 
165,731

 
166,476

 
167,237

Tangible assets
$
7,086,300

 
$
7,050,883

 
$
4,308,413

 
$
4,195,750

 
$
4,159,815

 
 
 
 
 
 
 
 
 
 
Tangible equity to tangible assets (Non-GAAP)
8.94
 %
 
8.72
 %
 
9.21
 %
 
9.30
 %
 
9.16
 %
 
 
 
 
 
 
 
 
 
 
Tangible Book Value per Share
 
 
 
 
 
 
 
 
 
Tangible equity (Non-GAAP)
$
633,613

 
$
614,515

 
$
396,818

 
$
390,321

 
$
380,879

Divided by: common shares outstanding
51,577,575

 
51,480,284

 
31,726,767

 
31,711,901

 
31,712,021

Tangible book value per common share (Non-GAAP)
$
12.28

 
$
11.94

 
$
12.51

 
$
12.31

 
$
12.01

 
 
 
 
 
 
 
 
 
 





APPENDIX - RECONCILIATION OF NON-GAAP MEASURES-YEAR TO DATE
 
Six months ended June 30,
(Dollars in thousands, except per share data)
2016
 
2015
 
 
 
 
Operating Earnings
 
 
 
Net income
$
25,203

 
$
20,991

Securities gains
(194
)
 
(85
)
Gain on sale of trust business
(417
)
 

Merger and conversion costs
16,866

 
195

Restructuring charges
46

 
3,201

Income tax effect of adjustments
(5,486
)
 
(1,267
)
Net operating earnings (Non-GAAP)
36,018

 
23,035

Dividends on preferred stock

 
821

Net operating earnings available to common shareholders (Non-GAAP)
$
36,018

 
$
22,214

Net operating earnings per common share:
 
 
 
Basic (Non-GAAP)
$
0.81

 
$
0.70

Diluted (Non-GAAP)
0.80

 
0.70

 
 
 
 
Pre-Tax, Pre-Provision Operating Earnings
 
 
 
Net income
$
25,203

 
$
20,991

Provision for loan losses
4,173

 
1,955

Income tax expense
14,140

 
11,922

Pre-tax, pre-provision income
43,516

 
34,868

Securities gains
(194
)
 
(85
)
Gain on sale of trust business
(417
)
 

Merger and conversion costs
16,866

 
195

Restructuring charges
46

 
3,201

Pre-tax, pre-provision operating earnings (Non-GAAP)
$
59,817

 
$
38,179

 
 
 
 
Operating Non-Interest Income
 
 
 
Non-interest income
$
26,991

 
$
19,639

Securities gains
(194
)
 
(85
)
Gain on sale of trust business
(417
)
 

Operating non-interest income (Non-GAAP)
$
26,380

 
$
19,554

 
 
 
 
Operating Non-Interest Expense
 
 
 
Non-interest expense
$
94,929

 
$
63,274

Merger and conversion costs
(16,866
)
 
(195
)
Restructuring charges
(46
)
 
(3,201
)
Operating non-interest expense (Non-GAAP)
$
78,017

 
$
59,878

 
 
 
 
Operating Efficiency Ratio
 
 
 
Efficiency ratio
68.57
 %
 
64.47
 %
Adjustment for securities gains
0.09

 
0.06

Adjustment for gain on sale of trust business
0.21

 

Adjustment for merger and conversion costs
(12.23
)
 
(0.21
)
Adjustment for restructuring costs
(0.04
)
 
(3.26
)
Operating efficiency ratio (Non-GAAP)
56.60
 %
 
61.06
 %