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8-K - 8-K 2ND QUARTER 2016 EARNINGS RELEASE - CenterState Bank Corpcsfl-8k_20160725.htm

Exhibit 99.1

 

 

 

 

 

FOR IMMEDIATE RELEASE

July 25, 2016

 

 

CenterState Reports Record Quarterly Earnings

 

DAVENPORT, FL. – July 25, 2016 - CenterState Banks, Inc. (Nasdaq: CSFL) reported net income of $15,734 or diluted earnings per share (“EPS) of $0.32 for the second quarter of 2016, compared to reported net income of $9,878 or $0.21 EPS during the same period in 2015.

 

 

 

 

 

 

 

 

2Q16

 

 

2Q15

Return on average assets (annualized)

1.27%

 

 

1.02%

Efficiency ratio

57%

 

 

61%

Return on average common tangible equity (annualized)

15.6%

 

 

10.4%

    

 

 

 

 

 

 

 

 

 

 

 

CURRENT QUARTER HIGHLIGHTS

 

 

 

·

Revenue growth contributed to record earnings for the quarter. Net interest income increased as expected due to fully integrated acquired earning assets. Non-interest income improved due to greater service charge income and the elimination of the FDIC indemnification asset amortization, resulting from the termination of the FDIC loss share agreements in the prior quarter.

 

 

·

Cost savings related to the Homestead, Florida acquisitions on March 1st have been achieved sooner than anticipated.  

 

 

·

11% annualized increase in loans during the first six months, excluding Purchased Credit Impaired (“PCI”) loans and acquisition date loan balances from the two Homestead, Florida bank transactions.

 

 

·

13% annualized increase in deposits during the first six months, excluding acquisition date deposit balances acquired in the two Homestead, Florida bank transactions.

 

 

 

 

 

1

 


 

 

Quarterly condensed consolidated income statements (unaudited) are shown below for the periods indicated.  See note 1 below for a discussion related to FDIC revenue and amortization (negative accretion) included in non-interest income.

 

Quarterly Condensed Consolidated Statements of Operations (unaudited)

For the quarter ended:

   6/30/16

   3/31/16

   12/31/15

   9/30/15

   6/30/15

Interest income

$ 47,309

$ 43,498

$ 41,098

$ 40,112

$ 41,625

Interest expense

2,312

2,023

1,819

1,784

1,818

Net interest income

44,997

41,475

39,279

38,328

39,807

Provision for loan losses

925

511

484

4

2,330

Recovery for loan losses- PCI loans

(14)

(1)

59

(4)

(22)

Net interest income after loan loss provision

44,086

40,965

38,736

38,328

37,499

 

 

 

 

 

 

Correspondent banking and capital markets division- income

9,291

8,775

6,241

5,935

8,587

Gain on sale of securities available for sale

---

---

---

4

---

FDIC- IA amortization (negative accretion) (1)

---

(1,166)

(3,420)

(4,144)

(4,649)

FDIC- revenue (1)

---

96

633

27

359

Gain on early extinguishment of debt

---

308

---

---

---

All other non-interest  income

7,680

6,548

6,212

6,308

6,276

Total non interest income

16,971

14,561

9,666

8,130

10,573

 

 

 

 

 

 

Credit related expenses

611

359

1,306

393

1,147

Correspondent banking and capital markets division-expense

6,159

5,782

5,094

5,063

6,008

Merger and acquisition related expenses

---

11,172

524

169

---

Impairment of Branch real estate held for sale

(38)

456

94

12

(16)

Termination of FDIC loss share agreements (1)

---

17,560

---

---

---

All other non-interest  expense

30,317

27,524

25,068

25,218

25,399

Total non interest expense

37,049

62,853

32,086

30,855

32,538

 

 

 

 

 

 

Income before income tax

24,008

(7,327)

16,316

15,603

15,534

Income tax provision (benefit)

8,274

(2,523)

5,920

5,687

5,656

NET INCOME (LOSS)

$ 15,734

$ (4,804)

$ 10,396

$ 9,916

$ 9,878

Net income (loss) allocated to common shares

$ 15,672

$ (4,804)

$ 10,343

$ 9,862

$ 9,823

 

 

 

 

 

 

Earnings (loss) per share (basic) (GAAP)

   $  0.33

$ (0.10)

$  0.23

$  0.22

$  0.22

Earnings (loss) per share (diluted) (GAAP)

$  0.32

$ (0.10)

$  0.23

$  0.22

$  0.21

Net operating income per share (Non-GAAP) (2)

$  0.32

$    0.30

$  0.23

$  0.22

$  0.22

 

 

 

 

 

 

Average common shares outstanding (basic)

47,782

46,343

45,237

45,200

45,161

Average common shares outstanding (diluted)

48,454

46,343

45,935

45,826

45,737

Common shares outstanding at period end

47,996

47,943

45,459

45,469

45,421

 

note 1:  In February 2016, the Company terminated all existing loss share agreements with the FDIC.  As a result, the Company wrote off the remaining indemnification asset and the claw back liability, received cash from the FDIC, and recognized a loss on the transaction of approximately $17,560 during the first quarter.

 

note 2:  This non-gaap metric represents gaap net income excluding certain income and expense items net of the effective tax rate for the period presented.  Items excluded are gains on sales of securities held for sale, acquisition and merger related expenses, expenses related to the termination of FDIC loss share agreements and charges related to the Company’s efficiency and profitability initiatives announced in January 2014, which include impairment charges on the real estate of several of the branches closed during April 2014, divided by the average diluted common shares outstanding.  A reconciliation table is presented on page 17, Explanation of Certain Unaudited Non-GAAP Financial Measures.

 

 

 

 

2

 


 

 

LOAN PRODUCTION

 

Loans, excluding PCI loans and loans acquired in the two Homestead bank transactions, increased $125,754 during the first six months of the year, an annualized growth rate of approximately 10%. Total new loans originated during the current quarter approximated $234.6 million, of which $203.8 million were funded.  About 63% of funded loan origination was commercial real estate (“CRE”), 10% commercial and industrial (“C&I”), 17% single family residential, 5% land, development & construction and 5% were all other.

Approximately 44% of the funded loan production was floating rate, 26% were other variable rate and 30% were fixed rate.  The loan origination pipeline is approximately $365 million at June 30, 2016 compared to $354 million at March 31, 2016.  The graph above summarizes total loan production and funded loan production over the past nine quarters.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3

 


 

 

DEPOSIT ACTIVITY

 

During the quarter, the Company’s total deposits increased by $39,969, or approximately 4% on an annualized basis. The overall cost of total deposits (i.e. includes non-interest bearing checking accounts) during the current quarter was 0.17%, the same as the previous quarter. The table below summarizes the Company’s deposit mix over the periods indicated.    

 

Deposit mix (unaudited)    

For the quarter ended:

6/30/16

3/31/16

12/31/15

9/30/15

6/30/15

Checking accounts

 

 

 

 

 

     Non-interest bearing

$1,486,600

$1,489,530

$1,133,138

$1,145,474

$1,127,591

     Interest bearing

763,614

756,129

679,714

621,582

621,473

Savings deposits

347,631

341,864

241,605

249,292

240,528

Money market accounts

927,997

872,219

738,301

734,363

706,647

Time deposits

606,294

632,425

422,420

434,478

440,276

Total deposits

$4,132,136

$4,092,167

$3,215,178

$3,185,189

$3,136,515

 

 

 

 

 

 

Non time deposits as percentage of total deposits

85%

85%

87%

86%

86%

Time deposits as percentage of total deposits

15%

15%

13%

14%

14%

Total deposits

100%

100%

100%

100%

100%

 

 

 

 

 

 

 


4

 


NET INTEREST MARGIN (“NIM”)

 

The Company’s NIM decreased from 4.35% in 1Q16 to 4.14% in 2Q16, primarily due to lower yields during the quarter related to PCI loans and securities compared to the prior quarter.  

 

The Company acquired two banks in Homestead, Florida (the “Homestead” banks), on March 1, 2016.  The acquired assets and assumed liabilities were fully intergrated into the current quarter averages and income, compared to only one month in the prior period, resulting in an additional yield reduction on PCI loans due to the lower yield on the Homestead acquired PCI loans. A reduction in accelerated accretion due to early payoffs compared to the prior quarter further reduced the PCI loan yield. The full impact of the liquidity acquired in these transactions reinvested into current investment yields lowered the overall yield on securities, while an increase in the mortgage backed security principal paydowns resulted in accelerated amortization of premiums which also reduced the investment yields compared to the prior quarter. Non-PCI loan average yields increased approximately 7 basis points(“bps”) in the current quarter compared to the prior quarter as a result of the full integration of higher yielding loans acquired from the Homestead banks, less the offsetting effect of the average interest rate on new loan production during the current quarter of approximately 3.7%.  

 

If the PCI loans were producing a yield as originally recorded prior to the Company’s acquisition of these loans, the NIM’s during the current quarter and previous quarter would have been approximately 3.70% and 3.72%, respectively, a 2 bps decrease between the linked quarters.

 

The table below summarizes yields and costs by various interest earning asset and interest bearing liability account types for the current quarter, the previous calendar quarter and the same quarter last year.  

 

 

Yield and cost table (unaudited)    

 

 

2Q16

 

 

 

1Q16

 

 

 

2Q15

 

 

average

interest

avg

 

average

interest

avg

 

average

interest

avg

 

balance

inc/exp

rate

 

balance

inc/exp

rate

 

balance

inc/exp

rate

Loans (TEY)*

$2,949,651

$33,255

4.53%

 

$2,569,240

$28,489

4.46%

 

$ 2,237,178

$25,584

4.59%

PCI loans

225,584

8,047

14.35%

 

214,998

8,908

16.66%

 

257,581

11,397

17.75%

Taxable securities

879,774

4,767

2.18%

 

791,292

5,062

2.57%

 

682,950

3,803

2.23%

Tax -exempt securities (TEY)

121,737

1,423

4.70%

 

98,196

1,186

4.86%

 

81,409

1,014

5.00%

Fed funds sold and other

272,635

622

0.92%

 

225,302

538

0.96%

 

170,139

369

0.87%

Tot. interest earning assets(TEY)

$4,449,381

$48,114

4.35%

 

$3,899,028

$44,183

4.56%

 

$3,429,257

$42,167

4.93%

 

 

 

 

 

 

 

 

 

 

 

 

Interest bearing deposits

$2,626,668

$1,740

0.27%

 

$2,266,700

$1,481

0.26%

 

$2,014,726

$1,369

0.27%

Fed funds purchased

188,663

244

0.52%

 

197,335

262

0.53%

 

184,525

154

0.33%

Other borrowings

33,315

34

0.41%

 

34,285

36

0.42%

 

34,937

54

0.62%

Corporate debentures

25,811

294

4.58%

 

21,052

244

4.66%

 

23,983

241

4.03%

Total interest bearing liabilities

$2,874,457

$2,312

0.32%

 

$2,519,372

$2,023

0.32%

 

$2,258,171

$1,818

0.32%

 

 

 

 

 

 

 

 

 

 

 

 

Net Interest Spread (TEY)

 

 

4.03%

 

 

 

4.24%

 

 

 

4.61%

Net Interest Margin (TEY)

 

 

4.14%

 

 

 

4.35%

 

 

 

4.72%

*TEY = tax equivalent yield

 

 

 

 

 

 

5

 


The table below summarizes the Company’s yields on interest earning assets and costs of interest bearing liabilities over the prior five quarters.

 

Five quarter trend of yields and costs (unaudited)

 

 

 

 

For the quarter ended:

6/30/16

3/31/16

12/31/15

9/30/15

6/30/15

Yield on loans (TEY)*

4.53%

4.46%

4.42%

4.38%

4.59%

Yield on PCI loans

14.35%

16.66%

16.78%

16.27%

17.75%

Yield on securities (TEY)

2.49%

2.83%

2.68%

2.59%

2.53%

Yield on fed funds sold and other

0.92%

0.96%

0.76%

0.85%

0.87%

Yield on total interest earning assets

4.28%

4.49%

4.51%

4.57%

4.87%

Yield on total interest earning assets (TEY)

4.35%

4.56%

4.57%

4.64%

4.93%

Cost of interest bearing deposits

0.27%

0.26%

0.26%

0.26%

0.27%

Cost of fed funds purchased

0.52%

0.53%

0.36%

0.34%

0.33%

Cost of other borrowings

0.41%

0.42%

0.53%

0.65%

0.62%

Cost of corporate debentures

4.58%

4.66%

4.05%

4.03%

4.03%

Cost of interest bearing liabilities

0.32%

0.32%

0.31%

0.31%

0.32%

Net interest margin (TEY)

4.14%

4.35%

4.37%

4.44%

4.72%

Cost of total deposits

0.17%

0.17%

0.16%

0.17%

0.17%

 

*TEY = tax equivalent yield

 

 

The table below summarizes selected financial ratios over the prior five quarters.

 

Selected financial ratios (unaudited)

 

 

 

 

 

As of or for the quarter ended:

6/30/16

3/31/16

12/31/15

9/30/15

6/30/15

Return on average assets (annualized)

1.27%

(0.44)%

1.02%

1.01%

1.02%

Net operating income return on  

 

 

 

 

 

     average assets (annualized) (note 3)

1.27%

1.30%

1.06%

1.02%

1.02%

Return on average equity (annualized)

11.96%

(3.88)%

8.52%

8.28%

8.49%

Return on average tangible equity (annualized)

15.61%

(4.95)%

10.47%

10.23%

10.42%

Net operating income return on

 

 

 

 

 

     average tangible equity (annualized)

15.58%

14.56%

10.86%

10.35%

10.41%

Loan / deposit ratio

77.3%

76.9%

80.7%

80.5%

80.7%

Stockholders’ equity (to total assets)

10.8%

10.5%

12.2%

12.2%

12.1%

Common tangible equity (to total tangible assets)

8.5%

8.2%

10.2%

10.1%

10.0%

Tier 1 capital (to average assets)

8.7%

9.6%

10.5%

10.6%

10.4%

Efficiency ratio, including correspondent banking (note 1)

56.8%

57.9%

60.6%

63.1%

60.9%

Efficiency ratio, excluding correspondent banking (note 2)

56.1%

57.9 %

59.2 %

61.0 %

60.1 %

Common equity per common share

$11.21

$10.84

$10.79

$10.55

$10.31

Common tangible equity per common share

$8.64

$8.25

$8.82

$8.57

$8.31

 

note 1:    Numerator equals non-interest expense less non-recurring expenses (e.g. merger costs, bank property impairment, etc.) less intangible amortization (both CDI and Trust intangible) less credit related expenses. Denominator equals net interest income on a taxable equivalent yield basis (“TEY”) before the provision for loan losses plus non-interest income less non-recurring income (e.g. gain on sale of securities available for sale, etc.) less FDIC income related to losses on the sales of covered OREO properties and impairment of loan pool(s) covered by FDIC loss share arrangements.

note 2:    Numerator starts with the same numerator as in “note 1”, less correspondent bank non-interest expense, including indirect expense allocations. Denominator starts with the same denominator as in “note 1”, less correspondent bank net interest income and less correspondent bank non-interest income.

note 3:    See reconciliation table presented on page 17, Explanation of Certain Unaudited Non-GAAP Financial Measures, related to net operating income.

 

 

 

 

6

 


 

LOAN MIX

 

The table below summarizes the Company’s loan mix over the most recent five quarter ends.

 

 

Loan mix (unaudited)

 

 

 

 

 

At quarter ended:

6/30/16

3/31/16

12/31/15

9/30/15

6/30/15

Originated Loans

 

 

 

 

 

Real estate loans

 

 

 

 

 

     Residential

$517,861

$507,835

$491,149

$472,685

$452,733

     Commercial

910,687

824,702

781,419

740,877

686,825

     Land, development and construction loans        

100,584

99,605

91,817

85,116

77,089

Total real estate loans

1,529,132

1,432,142

1,364,385

1,298,678

1,216,647

Commercial loans

301,557

290,658

251,855

236,526

235,655

Consumer and other loans

74,398

69,528

67,026

64,913

60,741

Total loans before unearned fees and costs

1,905,087

1,792,328

1,683,266

1,600,117

1,513,043

Unearned fees and costs

479

796

873

378

411

Total originated loans  

1,905,566

1,793,124

1,684,139

1,600,495

1,513,454

 

 

 

 

 

 

Acquired Loans (1)

 

 

 

 

 

Real estate loans

 

 

 

 

 

     Residential

284,580

291,886

156,347

161,421

168,064

     Commercial

682,693

705,877

473,363

493,506

516,814

     Land, development and construction loans        

24,797

31,541

13,459

15,084

18,931

Total real estate loans

992,070

1,029,304

643,169

670,011

703,809

Commercial loans

75,638

82,970

55,466

60,863

65,960

Consumer and other loans

4,834

6,307

474

484

404

Total acquired loans  

1,072,542

1,118,581

699,109

731,358

770,173

 

 

 

 

 

 

PCI loans

 

 

 

 

 

Real estate loans

 

 

 

 

 

     Residential

78,371

82,595

86,104

92,243

96,674

     Commercial

120,255

127,354

105,629

119,379

126,058

     Land, development and construction loans        

11,649

19,912

15,548

16,851

21,546

Total real estate loans

210,275

229,861

207,281

228,473

244,278

Commercial loans

5,974

6,020

2,771

2,848

2,735

Consumer and other loans

610

635

476

457

516

Total PCI loans  

216,859

236,516

210,528

231,778

247,529

 

 

 

 

 

 

Total Loans

$3,194,967

$3,148,221

$2,593,776

$2,563,631

$2,531,156

 

 

 

(1)

Acquired loans include the non-PCI loans purchased pursuant to the following acquisitions:

 

o

Branch and loan transaction with TD Bank (year 2011);

 

o

Federal Trust Bank acquisition (year 2011);

 

o

Gulfstream Bank acquisition (year 2014);

 

o

First Southern Bank acquisition (year 2014);

 

o

Community Bank of South Florida acquisition (year 2016); and

 

o

Hometown of Homestead Banking Company (year 2016).

 

 

 

 

 

 

 

7

 


 

PURCHASED CREDIT IMPAIRED (“PCI”) LOANS

 

The table below compares the unpaid principal balance and the carrying balance (book balance) of the Company’s total PCI loans at June 30, 2016.  

 

 

unpaid

 

 

 

 

principal

carrying

 

 

 

balance

balance

difference

percentage

Total PCI loans

$289,269

$ 216,859

($72,410)

25%

 

 

CREDIT QUALITY AND ALLOWANCE FOR LOAN LOSSES

 

During the quarter, the Company recorded a loan loss provision expense of $911 and recoveries net of charge-offs of $139, resulting in an increase in the allowance for loan losses of $1,050 as shown in the table below.

 

The total allowance for loan losses (“ALLL") was $24,172 at June 30, 2016 compared to $23,122 at March 31, 2016, an increase of $1,050.  This increase is the result of the aggregate effect of: (1) a net increase of $1,220 in originated loans ($1,265 increase in general loan loss allowance and decrease of $45 in specific loan loss allowance); (2) a net decrease of $156 in acquired loans ($210 decrease in general loan loss allowance and $54 increase in specific loan loss allowance); and (3) a decrease of $14 in the allowance for loan losses on PCI loans.  The changes in the Company’s ALLL components between June 30, 2016 and March 31, 2016 are summarized in the table below.

 

 

June 30, 2016

 

March 31, 2016

 

increase (decrease)

 

loan

ALLL

 

 

loan

ALLL

 

 

loan

ALLL

 

 

balance

balance

%

 

balance

balance

%

 

balance

balance

 

Originated loans

$1,885,349

$ 19,682

1.04%

 

$1,768,628

$ 18,417

1.04%

 

$ 116,721

$ 1,265

--- bps

Impaired originated loans

20,217

723

3.58%

 

24,496

768

3.14%

 

(4,279)

(45)

44 bps

Total originated loans

1,905,566

20,405

1.07%

 

1,793,124

19,185

1.07%

 

112,442

1,220

--- bps

 

 

 

 

 

 

 

 

 

 

 

 

Acquired loans (2)

1,067,875

3,291

0.31%

 

1,115,163

3,501

0.31%

 

(47,288)

(210)

--- bps

Impaired acquired loans (1)

4,667

370

7.93%

 

3,418

316

9.25%

 

1,249

54

(132)bps

Total acquired loans

1,072,542

3,661

0.34%

 

1,118,581

3,817

0.34%

 

(46,039)

(156)

--- bps

 

 

 

 

 

 

 

 

 

 

 

 

Total non-PCI loans

2,978,108

24,066

 

 

2,911,705

23,002

 

 

66,403

1,064

 

PCI loans

216,859

106

 

 

236,516

120

 

 

(19,657)

(14)

 

Total loans

$3,194,967

$24,172

 

 

$3,148,221

$23,122

 

 

$ 46,746

$1,050

 

 

 

(1)

These are loans that were acquired as performing loans that subsequently became impaired.

 

(2)

Performing acquired loans recorded at estimated fair value on the related acquisition dates.  The total net unamortized fair value adjustment at June 30, 2016 was approximately $18,276 or 1.7% of the aggregate outstanding related loan balances. Prior to March 31, 2016, the Company did not previously include loans acquired pursuant to the TD Bank and Federal Trust acquisitions that occurred in 2011.  Acquired loans currently include performing loans acquired from the TD Bank acquisition (year 2011), the Federal Trust acquisition (year 2011), the Gulfstream Bank acquisition (year 2014), the First Southern Bank acquisition (year 2014), the Community Bank acquisition (year 2016) and the Hometown of Homestead Banking Company acquisition (year 2016).  All prior periods have been reclassified to conform to this new presentation format.      

 

The general loan loss allowance (non-impaired loans) relating to originated loans increased by $1,265 resulting primarily from an increase in loans outstanding.  

 

 

8

 


The general loan loss allowance (non-impaired loans) relating to acquired loans decreased by $210 resulting primarily from a decrease in loans outstanding, excluding the two bank acquisitions (Community Bank and Hometown of Homestead Banking Company) which occurred during the prior quarter.  At June 30, 2016 the loans acquired from these two acquisitions were equal to approximately $437,399.  These loans were recorded at estimated fair value at the March 1, 2016 acquisition date.  As such, there is no allowance for loan losses associated with these loans as of June 30, 2016.  The unamortized acquisition date fair value adjustment related to these loans at June 30, 2016 was approximately $9,096, or 2.0% of the related loan balances.     

 

The specific loan loss allowance (impaired loans) for both originated loans and acquired loans is the aggregate of the results of individual analyses prepared for each one of the impaired loans, excluding PCI loans.  

 

Total impaired loans at June 30, 2016 are equal to $24,884 ($20,217 originated impaired loans plus $4,667 acquired impaired loans).  Approximately $9,794 of the Company’s impaired loans (39%) are accruing performing loans.  This group of impaired loans is not included in the Company’s non-performing loans or non-performing assets categories.  

 

PCI loans are accounted for pursuant to ASC Topic 310-30.  PCI loan pools are evaluated for impairment each quarter.  If a pool is impaired, an allowance for loan loss is recorded.

 

Management believes the Company’s allowance for loan losses is adequate at June 30, 2016.  However, management recognizes that many factors can adversely impact various segments of the Company’s market and customers, and therefore there is no assurance as to the amount of losses or probable losses which may develop in the future.  The table below summarizes the changes in allowance for loan losses during the previous five quarters.

 

 

Allowance for loan losses (unaudited)

 

 

 

 

 

as of or for the quarter ending

6/30/16

3/31/16

12/31/15

9/30/15

6/30/15

Loans, excluding PCI loans

 

 

 

 

Allowance at beginning of period

$ 23,002

$ 22,143

$ 22,586

$ 22,818

$ 20,842

Charge-offs

(326)

(495)

(1,266)

(893)

(783)

Recoveries

465

843

339

657

429

Net recoveries (charge-offs)

139

348

(927)

(236)

(354)

Provision for loan losses

925

511

484

4

2,330

Allowance at end of period for loans  

 

 

 

 

 

     other than PCI loans

$ 24,066

$ 23,002

$ 22,143

$ 22,586

$ 22,818

 

 

 

 

 

 

PCI loans

 

 

 

 

Allowance at beginning of period

$ 120

$ 121

$ 62

$ 116

$ 138

Charge-offs

---

---

---

(50)

---

Recoveries

---

---

---

---

---

Net charge-offs

---

---

---

(50)

---

(Recovery) provision for loan losses

(14)

(1)

59

(4)

(22)

Allowance at end of period for  

 

 

 

 

 

     PCI loans

$   106

$   120

$   121

$   62

$   116

Total allowance at end of period

$ 24,172

$ 23,122

$ 22,264

$ 22,648

$ 22,934

 

9

 


 

The following table summarizes the Company’s loan portfolio and related allowance for loan losses as a percentage of the loan portfolio segment presented as of the end of the previous five quarters.

 

 

(unaudited)

 

 

 

 

 

For the quarter ended:

6/30/16

3/31/16

12/31/15

9/30/15

6/30/15

Troubled debt restructure (“TDRs”) (note 1)

$  14,895

$  15,350

$  15,127

$  15,204

$  15,659

Impaired loans that were not TDRs

9,989

12,564

8,048

6,654

7,187

Total impaired loans

  24,884

  27,914

  23,175

  21,858

  22,846

Originated non-impaired loans    

1,885,349

1,768,628

1,664,056

1,580,791

1,493,163

Acquired non-impaired loans

1,067,875

1,115,163

696,017

729,204

767,618

Total Non-PCI loans

2,978,108

2,911,705

2,383,248

2,331,853

2,283,627

Total PCI loans

216,859

236,516

210,528

231,778

247,529

Total loans

$3,194,967

$3,148,221

$2,593,776

$2,563,631

$2,531,156

ALLL for Non-PCI loans

 

 

 

General loan loss allowance- originated loans

$ 19,682

$ 18,417

$ 17,326

$ 16,824

$ 16,165

General loan loss allowance- acquired loans

3,291

3,501

3,737

4,550

4,817

Specific loan loss allowance- impaired loans

1,093

1,084

1,080

1,212

1,836

Total allowance for loan losses (note 2)

$ 24,066

$ 23,002

$ 22,143

$ 22,586

$ 22,818

ALLL as a percentage of period end loans:

 

 

 

 

 

Total Originated non-impaired loans

1.04%

1.04%

1.04%

1.06%

1.08%

Total Acquired non-impaired loans (note 3)

0.31%

0.31%

0.54%

0.62%

0.63%

Total impaired loans

4.39%

3.88%

4.66%

5.54%

8.04%

 

note 1:  The Company has approximately $14,895 of TDRs.  Of this amount $9,794 are performing pursuant to their modified terms, and $5,101 are not performing and have been placed on non-accrual status and included in non performing loans (“NPLs”).  Current accounting standards require TDRs to be included in our impaired loans, whether they are performing or not performing.  Only non performing TDRs are included in NPLs.

 

note 2:  Excludes PCI loans.

 

note 3:  Non-impaired loans acquired pursuant to the March 1, 2016 acquisition of Hometown of Homestead Banking Company and Community Bank of South Florida, Inc. are included in the 6/30/16 acquired loan balances in the table above.  These loans were recorded at estimated fair value as of the acquisition date, and as such there is no related allowance for loan losses associated with these loans, resulting in an overall combined lower percentage when compared to previous quarter ends.

 

 

The Company defines NPLs as non-accrual loans plus loans past due 90 days or more and still accruing interest.  NPLs do not include PCI loans.  PCI loans are accounted for pursuant to ASC Topic 310-30.  NPLs as a percentage of total Non-PCI loans were 0.84% at June 30, 2016 compared to 0.85% at March 31, 2016.    

 

Non-performing assets (“NPAs”) (which the Company defines as NPLs, as defined above, plus (a) OREO (i.e. real estate acquired through foreclosure or deed in lieu of foreclosure), and (b) other repossessed assets that are not real estate, were $37,450 at June 30, 2016, compared to $40,888 at March 31, 2016.  NPAs as a percentage of total assets was 0.75% at June 30, 2016 compared to 0.82% at March 31, 2016.  NPAs as a percentage of loans plus OREO and other repossessed assets, excluding PCI loans, was 1.25% at June 30, 2016 compared to 1.40% at March 31, 2016.  

 

 

10

 


The table below summarizes selected credit quality data for the periods indicated.  

 

Selected credit quality ratios (unaudited)

 

 

 

 

As of or for the quarter ended:

6/30/16

3/31/16

12/31/15

9/30/15

6/30/15

Non-accrual loans (note 1)

$25,035

$24,865

$20,833

$22,450

$25,028

Past due loans 90 days or more

 

 

 

 

 

     and still accruing interest (note 1)

---

---

---

---

---

Total non-performing loans (“NPLs”) (note 1)

25,035

24,865

20,833

22,450

25,028

Other real estate owned (“OREO”) (note 2)

12,311

15,937

1,567

2,993

4,691

Repossessed assets other than real estate (note 1)

104

86

145

106

172

Total non-performing assets (“NPAs”) (note 2)

$37,450

$40,888

$22,545

$25,549

$29,891

OREO covered by FDIC loss share agreements:

 

 

 

 

 

     80% covered

---

---

4,828

3,661

6,531

     75% covered

---

---

---

---

---

     70% covered

---

---

---

297

249

     30% covered

---

---

4,742

3,729

5,224

       0% covered

---

---

59

---

---

Total non-performing assets including

 

 

 

 

 

     FDIC covered OREO

$37,450

$40,888

$32,174

$33,236

$41,895

Non-performing loans as percentage of total

 

 

 

 

 

    loans excluding PCI loans

0.84%

0.85%

0.87%

0.96%

1.10%

Non-performing assets as percentage of total assets

 

 

 

 

 

     Excluding FDIC covered OREO

0.75%

0.82%

0.56%

0.65%

0.77%

     Including FDIC covered OREO

0.75%

0.82%

0.80%

0.85%

1.08%

Non-performing assets as percentage of loans and

 

 

 

 

 

   OREO plus other repossessed assets (note 1)

 

 

 

 

 

     Excluding FDIC covered OREO

1.25%

1.40%

0.95%

1.09%

1.31%

     Including FDIC covered OREO

1.25%

1.40%

1.34%

1.42%

1.82%

Loans past due 30 thru 89 days and accruing interest

 

 

 

 

 

    as a percentage of total loans (note 1)

0.41%

0.40%

0.62%

0.67%

0.51%

Net (recovery) charge-offs (note 1)

$(139)

$(348)

$927

$236

$354

Net (recovery) charge-offs as a percentage

 

 

 

 

 

    of average loans for the period (note 1)

(0.00%)

(0.01%)

0.04%

0.01%

0.02%

Net (recovery) charge-offs as a percentage of average

 

 

 

 

 

    loans for the period on an annualized basis (note 1)

(0.02%)

(0.05%)

0.16%

0.04%

0.06%

Allowance for loan losses as percentage of NPLs  (note 1)

96%

93%

106%

101%

91%

 

note 1:  Excludes PCI loans.

note 2:  Excludes OREO covered by FDIC loss share agreements in prior periods presented.  All FDIC loss sharing agreements were terminated during the first quarter of 2016, as such no OREO was covered at June 30, 2016.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

11

 


CORRESPONDENT BANKING AND CAPITAL MARKETS SEGMENT

 

The condensed quarterly results of the Company’s correspondent banking and capital markets segment are presented below.

 

Quarterly Condensed Segment Information - Correspondent banking and capital markets division (unaudited)

For the quarter ended:

6/30/16

3/31/16

12/31/15

9/30/15

6/30/15

Net interest income

$1,555

$1,802

$1,716

$1,545

$1,467

Provision for loan losses

(24)

(52)

(4)

1

(24)

Total non-interest income (note 1)

9,291

8,775

6,241

5,935

8,587

Total non-interest expense (note 2)

(6,159)

(5,782)

(5,094)

(5,063)

(6,008)

Income tax provision

(1,799)

(1,830)

(1,103)

(934)

(1,551)

Net income

$  2,864

$  2,913

$  1,756

$  1,484

$  2,471

Contribution to diluted earnings per share

$ 0.06

$ 0.06

$ 0.04

$ 0.03

$ 0.05

 

 

 

 

 

 

Allocation of indirect expense net of

 

 

 

 

 

   inter-company earnings credit, net of

 

 

 

 

 

   income tax benefit (note 3)

$(232)

$(340)

$(174)

$(304)

$(262)

Contribution to diluted earnings per share after

 

 

 

 

 

    deduction of allocated indirect expenses

$ 0.05

$ 0.06

$ 0.03

$ 0.03

$ 0.05

 

 

note 1:    The primary component in this line item is gross commissions earned on bond sales, fees from hedging services, loan brokering fees and related consulting fees which were $8,049, $7,371, $5,254, $4,943 and $7,334 for 2Q16, 1Q16,  4Q15, 3Q15 and 2Q15, respectively.  The fee income in this category is based on sales volume in any particular period and is therefore volatile between comparable periods.  The remaining non interest income items in this category, which are less volatile, include fees from safe-keeping activities, bond accounting services, asset/liability consulting related activities, international wires, clearing and corporate checking account services, and other correspondent banking related revenue and fees.

 

note 2:    A significant portion of these expenses are variable in nature and are a derivative of the income from bond sales, hedging services, brokering loans sales and related consulting services identified in note 1 above.  The variable expenses related to these fees identified in note 1 above were $3,491, $3,352, $2,505, $2,388 and $3,461 for 2Q16, 1Q16, 4Q15, 3Q15 and 2Q15, respectively.   Expenses in this line item do not include any indirect support allocation costs.

 

note 3:    A portion of the cost of the Company’s indirect departments such as human resources, accounting, deposit operations, item processing, information technology, compliance and others have been allocated to the correspondent banking and capital markets division based on management’s estimates.  In addition, an inter-company earnings credit is allocated to the segment for services provided to the commercial bank segment, also based on management’s estimates and judgment.

 

 

 

 

 

 

 

 

 

 

 

 

 

12

 


Presented below are condensed consolidated balance sheets and average balance sheets for the periods indicated.

 

Condensed Consolidated Balance Sheets (unaudited)

 

 

 

For the quarter ended:

6/30/16

3/31/16

12/31/15

9/30/15

6/30/15

Cash and due from banks

$      60,522

$      65,560

$      50,902

$      42,624

$      50,317

Fed funds sold and Fed Res Bank deposits

223,533

296,459

101,580

185,807

104,805

Trading securities

---

2,719

2,107

1,266

1,508

Investment securities, available for sale

744,575

707,573

604,739

490,458

532,440

Investment securities, held to maturity

267,082

256,849

272,840

248,310

250,482

Loans held for sale

4,329

2,186

1,529

806

1,656

PCI loans

216,859

236,516

210,528

231,778

247,529

Loans

2,978,108

2,911,705

2,383,248

2,331,853

2,283,627

Allowance for loan losses

(24,172)

(23,122)

(22,264)

(22,648)

(22,934)

FDIC indemnification assets

---

---

25,795

28,596

36,157

Premises and equipment, net

116,129

116,734

101,821

102,675

101,079

Goodwill

105,492

105,492

76,739

76,739

76,739

Core deposit intangible

17,023

17,803

12,164

12,744

13,186

Bank owned life insurance

97,109

86,455

85,890

85,316

84,736

OREO covered by FDIC loss share agreements

---

---

9,629

7,687

12,004

OREO not covered by FDIC loss share agreements

12,311

15,937

1,567

2,993

4,691

Deferred income tax asset, net

62,774

69,470

46,220

47,516

49,704

Other assets

113,615

101,319

57,683

58,552

45,483

TOTAL ASSETS

$    4,995,289

$    4,969,655

$    4,022,717

$    3,933,072

$    3,873,209

 

 

 

 

 

 

Deposits

$    4,132,136

$    4,092,167

$    3,215,178

$    3,185,189

$    3,136,515

Federal funds purchased

174,116

225,298

200,250

161,303

171,219

Other borrowings

56,432

57,906

76,565

52,561

64,203

Other liabilities

94,634

74,823

40,210

54,207

32,836

Common stockholders’ equity

537,971

519,461

490,514

479,812

468,436

TOTAL LIABILITIES AND

 

 

 

 

 

     STOCKHOLDERS’ EQUITY

$    4,995,289

$    4,969,655

$    4,022,717

$    3,933,072

$    3,873,209

 

 

 

 

 

 

 

 

 

 

 

 

Condensed Consolidated Average Balance Sheets (unaudited)

 

 

 

For quarter ended:

6/30/16

3/31/16

12/31/15

9/30/15

6/30/15

Federal funds sold and other

$      272,635

$      225,302

$      211,112

$      165,927

$      170,139

Security investments

1,001,511

889,488

822,386

767,268

764,359

PCI loans

225,584

214,998

222,685

241,393

257,581

Loans

2,949,651

2,569,240

2,363,060

2,306,751

2,237,178

Allowance for loan losses

(23,173)

(22,616)

(22,078)

(22,890)

(20,107)

All other assets

556,040

479,454

458,087

455,067

479,645

TOTAL ASSETS

$    4,982,248

$    4,355,866

$    4,055,252

$    3,913,516

$    3,888,795

 

 

 

 

 

 

Deposits- interest bearing

$    2,626,668

$    2,266,700

$    2,072,838

$    2,033,045

$    2,014,726

Deposits- non interest bearing

1,506,762

1,282,422

1,194,763

1,136,788

1,127,639

Federal funds purchased

188,663

197,335

203,413

173,575

184,525

Other borrowings

59,126

55,337

51,131

55,382

58,920

Other liabilities

71,935

56,650

48,969

39,740

36,138

Stockholders’ equity

529,094

497,422

484,138

474,986

466,847

TOTAL LIABILITIES AND

 

 

 

 

 

     STOCKHOLDERS’ EQUITY

$    4,982,248

$    4,355,866

$    4,055,252

$    3,913,516

$    3,888,795

 

 

 

13

 


Condensed Consolidated Earnings Statement (unaudited)

For quarter ended:

6/30/16

3/31/16

12/31/15

9/30/15

6/30/15

 

 

 

 

 

 

Interest income:

 

 

 

 

 

Loans

$40,977

$37,118

$35,508

$35,134

$36,786

Investments

5,710

5,842

5,187

4,623

4,470

Federal funds sold and other

622

538

403

355

369

Total interest income

47,309

43,498

41,098

40,112

41,625

 

 

 

 

 

 

Interest expense:

 

 

 

 

 

Deposits

1,740

1,481

1,351

1,339

1,369

Securities sold under agreement to repurchase

28

27

32

51

54

Federal funds purchased

250

271

190

150

154

Corporate debentures

294

244

246

244

241

Total interest expense

2,312

2,023

1,819

1,784

1,818

 

 

 

 

 

 

Net interest income

44,997

41,475

39,279

38,328

39,807

Provision for loan losses

911

510

543

---

2,308

Net interest income after loan loss provision

44,086

40,965

38,736

38,328

37,499

 

 

 

 

 

 

Non interest income (see page 15)

16,971

14,561

9,666

8,130

10,573

 

 

 

 

 

 

Non interest expense:

 

 

 

 

 

Salaries, wages and employee benefits

22,959

21,455

18,977

18,916

19,925

Occupancy expense

2,477

2,147

1,986

2,203

2,131

Depreciation of premises and equipment

1,588

1,497

1,442

1,438

1,403

Data processing expense

1,765

1,527

1,443

1,536

1,562

Legal, audit and other professional fees

949

903

750

779

690

Amortization of intangibles

814

678

616

615

640

Credit related expense (see page 16)

611

359

309

439

522

FDIC credit related expenses (see page 16)

---

---

997

(46)

625

Merger and acquisition related expenses

---

11,172

524

169

---

Termination of FDIC loss share agreements

---

17,560

---

---

---

Impairment/sales bank property held for sale, net

(38)

456

94

12

(16)

All other expenses

5,924

5,099

4,948

4,794

5,056

Total non interest expenses

37,049

62,853

32,086

30,855

32,538

 

 

 

 

 

 

Income (loss) before provision for income taxes

24,008

(7,327)

16,316

15,603

15,534

Provision for income taxes

8,274

(2,523)

5,920

5,687

5,656

Net income (loss)

$15,734

$(4,804)

$10,396

$9,916

$9,878

 

 

 

 

 

 

Earnings (loss) per share -diluted

$0.32

$(0.10)

$0.23

$0.22

$0.21

 

Note:  Certain prior period amounts have been reclassified to conform to the current period presentation format.

 

 

 

 

 

 

 

 

 

14

 


 

NON INTEREST INCOME AND NON INTEREST EXPENSES

 

The table below summarizes the Company’s non-interest income for the periods indicated.  

 

Quarterly Condensed Consolidated Non Interest Income (unaudited)

 

 

 

For the quarter ended:

6/30/16

3/31/16

12/31/15

9/30/15

6/30/15

Correspondent banking and capital markets division (1)

$ 8,049

$ 7,371

$ 5,254

$ 4,943

$ 7,334

Other correspondent banking related revenue (2)

1,242

1,404

987

992

1,253

Wealth management related revenue

795

735

913

940

990

Service charges on deposit accounts

3,329

2,736

2,576

2,488

2,420

Debit, prepaid, ATM and merchant card related fees

2,182

2,046

1,730

1,659

1,823

BOLI income

654

565

574

580

599

Other service charges and fees

720

466

419

641

444

Gain on sale of securities available for sale

---

---

---

4

---

Subtotal

$16,971

$15,323

$12,453

$12,247

$14,863

Gain on early extinguishment of debt

---

308

---

---

---

FDIC indemnification asset – amortization  

---

(1,166)

(3,420)

(4,144)

(4,649)

FDIC indemnification income

---

96

633

27

359

Total non-interest income

$16,971

$14,561

$9,666

$8,130

$10,573

 

note 1:    Includes gross commissions earned on bond sales, fees from hedging services, loan brokering fees and related consulting fees.  The fee income in this category is based on sales volume in any particular period and is therefore volatile between comparable periods.

note 2:    Includes fees from safe-keeping activities, bond accounting services, asset/liability consulting services, international wires, clearing and corporate checking account services and other correspondent banking related revenue and fees.  The fees included in this category are less volatile than those described above in note 1.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

15

 


The table below summarizes the Company’s non-interest expense for the periods indicated.

 

Quarterly Condensed Consolidated Non Interest Expense (unaudited)

 

 

 

For the quarter ended:

6/30/16

3/31/16

12/31/15

9/30/15

6/30/15

Employee salaries and wages

$17,499

$16,137

$14,344

$14,200

$15,130

Employee incentive/bonus compensation accrued

1,548

1,259

1,854

1,719

1,749

Employee equity based compensation expense

1,062

1,080

866

775

812

Deferred compensation expense

160

160

148

157

153

Health insurance and other employee benefits

1,546

1,260

983

1,240

1,312

Payroll taxes

1,111

1,423

734

825

893

401K employer contributions

479

477

358

416

408

Other employee related expenses

291

291

314

328

237

Incremental direct cost of loan origination

(737)

(632)

(624)

(744)

(769)

Total salaries, wages and employee benefits

22,959

21,455

18,977

18,916

19,925

 

 

 

 

 

 

(Gain) loss on sale of OREO

(554)

(158)

39

31

74

Loss (gain) on sale of FDIC covered OREO

---

---

491

(313)

(47)

Valuation write down of OREO

392

22

22

65

109

Valuation write down of FDIC covered OREO

---

---

169

172

281

Loss (gain) on repossessed assets other than real estate

31

6

(7)

15

---

Foreclosure and repossession related expenses

742

489

255

328

339

Foreclosure and repo expense, FDIC

---

---

337

95

391

Total credit related expenses

611

359

1,306

393

1,147

 

 

 

 

 

 

Occupancy expense

2,477

2,147

1,986

2,203

2,131

Depreciation of premises and equipment

1,588

1,497

1,442

1,438

1,403

Supplies, stationary and printing

380

299

338

382

351

Marketing expenses

826

690

668

630

481

Data processing expenses

1,765

1,527

1,443

1,536

1,562

Legal, auditing and other professional fees

949

903

750

779

690

Bank regulatory related expenses

968

810

606

774

883

Postage and delivery

486

355

337

348

336

ATM and debit card related expenses

816

596

495

515

450

Amortization of intangibles

814

678

616

615

640

Internet and telephone banking

628

564

538

545

550

Correspondent account and Federal Reserve charges

203

176

155

163

169

Conferences, seminars, education and training

102

133

142

110

151

Director fees

149

209

176

164

173

Travel expenses

119

79

117

148

97

Other expenses

1,247

1,188

1,376

1,015

1,415

Subtotal                    

37,087

33,665

31,468

30,674

32,554

Impairment/sales bank property held for sale

(38)

456

94

12

(16)

Merger and acquisition related expenses

---

11,172

524

169

---

Termination of FDIC loss share agreements

---

17,560

---

---

---

Total non- interest expense

$37,049

$62,853

$32,086

$30,855

$32,538

 

Note:  Certain prior period amounts have been reclassified to conform to the current period presentation format.

 

 


16

 


Explanation of Certain Unaudited Non-GAAP Financial Measures

 

This press release contains financial information determined by methods other than Generally Accepted Accounting Principles (“GAAP”). The financial highlights provide reconciliations between GAAP interest income, net interest income and tax equivalent basis interest income and net interest income, as well as total stockholders’ equity and tangible common equity. It also reconciles net income and net operating income.  Management uses these non-GAAP financial measures in its analysis of the Company’s performance and believes these presentations provide useful supplemental information, and a clearer understanding of the Company’s performance.  The Company believes the non-GAAP measures enhance investors’ understanding of the Company’s business and performance. These measures are also useful in understanding performance trends and facilitate comparisons with the performance of other financial institutions. The limitations associated with operating measures are the risk that persons might disagree as to the appropriateness of items comprising these measures and that different companies might calculate these measures differently. The Company provides reconciliations between GAAP and these non-GAAP measures. These disclosures should not be considered an alternative to GAAP.
 
Reconciliation of GAAP to non-GAAP Measures (unaudited):

 

2Q16

1Q16

2Q15

 

 

Interest income, as reported (GAAP)

$47,309

$43,498

$41,625

 

 

tax equivalent adjustments

805

685

542

 

 

Interest income (tax equivalent)

$48,114

$44,183

$42,167

 

 

 

 

 

 

 

 

Net interest income, as reported (GAAP)

$44,997

$41,475

$39,807

 

 

tax equivalent adjustments

805

685

542

 

 

Net interest income (tax equivalent)

$45,802

$42,160

$40,349

 

 

 

 

 

 

 

 

 

6/30/16

3/31/16

12/31/15

   9/30/15

6/30/15

Total stockholders' equity (GAAP)

$537,971

$519,461

$490,514

$479,812

$468,436

Goodwill

(105,492)

(105,492)

(76,739)

(76,739)

(76,739)

Core deposit intangible

(17,023)

(17,803)

(12,164)

(12,744)

(13,186)

Trust intangible

(768)

(802)

(837)

(873)

(909)

Tangible common equity

$414,688

$395,364

$400,774

$389,456

$377,602

 

 

         2Q16

1Q16

4Q15

3Q15

2Q15

Net (loss) income (GAAP)

$15,734

$(4,804)

$10,396

$9,916

$9,878

Exclude gain on sale of AFS securities

---

---

---

(4)

---

Exclude gain on early extinguishment

 

 

 

 

 

     of debt

---

(308)

---

---

---

Add back merger and acquisition

 

 

 

 

 

     related expenses

---

11,172

524

169

---

Add expenses related to termination of

 

 

 

 

 

     FDIC loss share agreements

---

17,560

---

---

---

Add back impairment/sales relating to

 

 

 

 

 

     bank property held for sale, net

(38)

456

94

12

(16)

Tax effected using the effective tax

 

 

 

 

 

     rate for the period presented

13

(9,943)

(224)

(65)

6

Net operating income

$15,709

$14,133

$10,790

$10,028

$9,868

Average diluted shares outstanding

 

 

 

 

 

     during the period presented

48,454

46,343

45,935

45,826

45,737

Net operating income per share

$0.32

$0.30

$0.23

$0.22

$0.22

 

 

17

 


 

 

About CenterState Banks, Inc.

 

The Company, headquartered in Davenport, Florida between Orlando and Tampa, is a financial holding company with one nationally chartered bank, CenterState Bank of Florida, N.A.  Presently, the Company operates through its network of 66 branch banking offices located in 22 counties throughout Florida, providing traditional deposit and lending products and services to its commercial and retail customers.  The Company also provides correspondent banking and capital market services to over 600 community banks nationwide.

 

For additional information contact Ernest S. Pinner (Chairman), John C. Corbett (CEO), Stephen D. Young (COO) or Jennifer Idell (CFO) at 863-419-7750.

 

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995:

 

Some of the statements in this report constitute forward-looking statements, within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934. These statements related to future events, other future financial and operating performance, costs, revenues, economic conditions in our markets, loan performance, credit risks, collateral values and credit conditions, or business strategies, including expansion and acquisition activities and may be identified by terminology such as “may,” “will,” “should,” “expects,” “scheduled,” “plans,” “intends,” “anticipates,” “believes,” “estimates,” “potential,” or “continue” or the negative of such terms or other comparable terminology. Actual events or results may differ materially. In evaluating these statements, you should specifically consider the factors described throughout this report. We cannot assure you that future results, levels of activity, performance or goals will be achieved, and actual results may differ from those set forth in the forward looking statements.

 

Forward-looking statements, with respect to our beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions, involve known and unknown risks, uncertainties and other factors, which may be beyond our control, and which may cause the actual results, performance or achievements of the Company or the Bank to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. You should not expect us to update any forward-looking statements. All written or oral forward-looking statements attributable to us are expressly qualified in their entirety by this cautionary notice, including, without limitation, those risks and uncertainties described in our annual report on Form 10-K for the year ended December 31, 2015, and otherwise in our SEC reports and filings.

 

18