PREMIER FINANCIAL CORP - FORM 8-K - EX-99.1

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Exhibit 99.1

LOGO

FOR IMMEDIATE RELEASE

PREMIER FINANCIAL CORP. ANNOUNCES STRONG

THIRD QUARTER EARNINGS AND $0.22 PER SHARE DIVIDEND

Third Quarter 2020 Highlights

•

Net income of $25.7 million, or $28.6 million excluding merger-related expenses, compared to $13.2 million, or $13.6 million excluding merger-related expenses, for 2019 third quarter

•

Earnings per share of $0.69, or $0.77 excluding merger-related expenses, compared to $0.66, or $0.68 excluding merger-related expenses, for 2019 third quarter

•

Allowance to Loans ratio of 1.63%, or 1.77% excluding PPP loans

•

Average loan growth of $166 million, or 3.1% quarterly growth

•

Average deposit growth of $247 million, or 4.5% quarterly growth

•

Pre-tax pre-provision ROAA of 1.99%, or 2.20% excluding merger-related expenses, compared to 2.10%, or 2.16% excluding merger-related expenses, for 2019 third quarter

•

Efficiency ratio of 56.5%, or 49.9% core, compared to 56.8%, or 55.5% core, for 2019 third quarter

•

Issued $50 million of fixed-to-floating rate subordinated notes at 4.00% initial rate

DEFIANCE, OHIO (October 20, 2020) – Premier Financial Corp. (Nasdaq: PFC) (“Premier” or the “Company”) announced today third quarter results including solid core profitability. On a GAAP basis, net income for the third quarter of 2020 was $25.7 million, or $0.77 per diluted common share, compared to net income of $13.2 million, or $0.66 per diluted common share, for the third quarter of 2019. Net income for the nine months ended September 30, 2020, was $32.2 million, or $1.88 per diluted common share, compared to $36.9 million, or $1.85 per diluted common share, for the nine months ended September 30, 2019. The year-over-year comparisons are substantially impacted by the acquisition of United Community Financial Corp. (“UCFC”) on January 31, 2020. The current year’s results include the impact of $3.7 million and $17.3 million of acquisition-related charges for the three and nine months ended September 30, 2020, respectively, which had after-tax costs of $2.9 million and $14.0 million, respectively, or $0.08 and $0.39 per diluted common share, respectively. The three and nine months ended September 30, 2019, included $540,000 of acquisition-related charges, which had an after-tax cost of $427,000 or $0.02 per diluted common share. Additionally, the current year’s nine month

provision expense of $49.3 million included $25.9 million related to acquisition accounting for an after-tax cost of $20.5 million, or $0.58 per diluted common share. The first nine months of 2019 included a provision expense of $1.8 million, which had an after-tax cost of $1.4 million, or $0.09 per diluted common share, and no acquisition impact. Excluding the impact of the acquisition-related provision and charges, earnings for the three and nine months ended September 30, 2020, were $28.6 million and $66.8 million, respectively, or $0.77 and $1.88 per diluted common share, respectively.

“Efficiency and non-interest income growth are highlights of our continued strong financial performance for the third quarter,” said Donald P. Hileman, CEO of Premier. “We are incredibly pleased with our ability to enhance capital via excess earnings and a very successful, low-cost sub-debt issuance.”

Integration update

As previously announced, on January 31, 2020, the Company completed the strategic merger of equals with UCFC under which UCFC merged into Premier in a stock-for-stock transaction. The year-over-year comparison of Company results is substantially impacted by the UCFC merger, with 2020 third quarter and year-to-date results including three and eight months of operations from UCFC, respectively, compared to none for the comparable periods in 2019. In June, the Company launched its newly designed logo and brand identity for Premier Financial Corp. and Premier Bank. The new tagline “Powered by People” honors the longstanding commitment both organizations have to their customers, communities and employees. In July, Premier Bank successfully completed its core systems conversion. The integration of teams, systems and processes for the combined organization is progressing as expected.

“The entire Premier organization from client-facing to behind-the-scenes operational teams came together to put our clients first during this transition,” said Gary M. Small, President of Premier. “By living our core values, we were able to preserve the best of two organizations under the Premier brand. As the final, conversion-related tasks conclude, we pivot our energy to enhancements of the client experience and top-tier performance.”

Business Client Support Efforts

As a part of the CARES Act, the Small Business Administration created the Paycheck Protection Program (“PPP”) to provide small businesses with loans as a direct incentive to keep their workers on the payroll. Premier Bank actively participated in PPP for clients and made 2,880 loans for a total of $443.3 million as of September 30, 2020. Total gross fees for these loans totaled $14.8 million. We recognized $2.7 million and $4.3 million as loan interest income during the three and nine months ended September 30, 2020, respectively.

Net interest income up compared to third quarter of 2019

Net interest income of $53.3 million in the third quarter of 2020 was up from $28.9 million in the third quarter of 2019. The increase over the prior year’s third quarter was attributable to organic growth and three months of income from UCFC compared to none in 2019. Net interest margin was 3.47% for the third quarter of 2020, down from 3.51% in the second quarter of 2020, and down from 3.88% in the third quarter of 2019. Yield on interest earning assets decreased to 3.91% in the third quarter of 2020, down 13 basis points from 4.04% in the second quarter of 2020. Total cost of funds decreased eight basis points in the third quarter of 2020 to 0.47% from 0.55% in the second quarter of 2020 while the total cost of interest-bearing liabilities decreased nine basis points to 0.62% from 0.71%. The 2020 third quarter results include the impact of acquisition marks and

related accretion for the UCFC acquisition. Interest income includes $1.1 million of accretion and interest expense includes $0.8 million of accretion, which combined added 13 basis points of net interest margin. The third quarter results also include the impact of PPP loans. Interest income includes $2.7 million on average balances of $440.4 million, which reduced net interest margin by seven basis points. Excluding the impact of acquisition marks and PPP loans, net interest margin would be 3.41% for the third quarter of 2020 compared to 3.34% for the second quarter of 2020 excluding the impact of acquisition marks and PPP loans.

“Our ability to manage funding costs and excess liquidity in the third quarter led to an improved core net interest margin,” said Hileman. “Our strategies and teamwork are mitigating the impacts of the current down-rate environment.”

Non-interest income up from third quarter of 2019

Premier’s non-interest income in the third quarter of 2020 was $25.0 million compared with $11.8 million in the third quarter of 2019. Results for the third quarter of 2020 included three months of income from UCFC compared to none in 2019.

Mortgage banking income increased to $12.0 million in the third quarter of 2020 from $2.8 million in the third quarter of 2019. Gains from the sale of mortgage loans increased to $13.8 million in the third quarter of 2020 from $2.6 million in the third quarter of 2019. Mortgage loan servicing revenue increased to $1.9 million in the third quarter of 2020 from $1.0 million in the third quarter of 2019. Amortization of mortgage servicing rights increased to $2.0 million in the third quarter of 2020 from $0.6 million in the third quarter of 2019. Premier had a negative change in the valuation adjustment in mortgage servicing assets of $1.7 million in the third quarter of 2020 compared with a negative adjustment of $0.2 million in the third quarter of 2019. The year-over-year change for the third quarter is primarily due to increased prepayment speeds in the current down rate environment.

For the third quarter of 2020, service fees and other charges were $4.8 million, up from $4.0 million in the third quarter of 2019. Commissions from the sale of insurance products were $3.7 million, up from $3.3 million in the third quarter of 2019. Beginning with the second quarter of 2020, Premier began to report wealth management income, which represents trust income plus income for brokerage and financial advisory services that were previously reported in other non-interest income. Prior period amounts have been restated for consistency. Wealth management income was $1.5 million in the third quarter of 2020, up from $0.7 million in the third quarter of 2019.

Securities gains were $1.5 million in the third quarter of 2020, up from $11,000 in the third quarter of 2019. The Company early extinguished $30 million of fixed rate FHLB advances in the third quarter that had a weighted average rate of 2.0% and incurred a prepayment penalty of $1.4 million recognized in other expenses. The Company sold $55 million of MBS securities yielding approximately 1.80% at a gain of $1.4 million. The proceeds from the sales are being reinvested into securities yielding approximately 1.50% funded by overnight advances with a cost of approximately 20 basis points. The net effect of the transactions will increase pretax income approximately $425,000 over the next 12 months and enhance net interest margin by one basis point.

“We are pleased that the rate compression we are experiencing continues to be offset by our non-interest income growth,” said Hileman. “While mortgage banking was again very strong with almost $14 million in gains this quarter, all business lines contributed to enhanced revenues.”

Non-interest expenses up from third quarter of 2019

Total non-interest expense was $43.6 million in the third quarter of 2020, or $39.9 million excluding $3.7 million of acquisition related charges, up from $23.3 million in the third quarter of 2019, or $22.7 million excluding $540,000 of acquisition related charges. Results for the third quarter of 2020 included three months of expenses from UCFC compared to none in 2019. Compensation and benefits increased to $20.2 million in the third quarter of 2020, compared to $14.1 million in the third quarter of 2019. Occupancy expense was $4.0 million in the third quarter of 2020, up from $2.2 million in the third quarter of 2019. Data processing cost was $4.3 million in the third quarter of 2020, up from $1.7 million in the third quarter of 2019. Amortization of intangibles was $1.7 million in the third quarter of 2020, up from $0.3 million in the third quarter of 2019. Other non-interest expense was $7.1 million in the third quarter of 2020, or $5.7 million excluding the $1.4 million of FHLB prepayment penalties discussed above, up from $4.2 million in the third quarter of 2019.

FDIC insurance premiums were a $1.5 million expense in the third quarter of 2020, up from a $411,000 expense in the second quarter of 2020 and a $255,000 credit in the third quarter of 2019. The increase in expense from prior quarter is largely due to the impact of PPP and includes a year-to-date accrual estimate true-up. Although PPP loan balances are excludable from the asset-based component, they are not excludable from the leverage ratio component because the Company did not borrow from the PPP Liquidity Facility, and any loan funds that were in deposits would also increase the asset-based component. FDIC insurance premiums were a credit of $255,000 in the third quarter of 2019 due to the receipt of small bank assessment credits.

Credit quality

Non-performing loans totaled $48.3 million at September 30, 2020, an increase from $39.5 million at June 30, 2020, and an increase from $14.7 million at September 30, 2019, due to the UCFC merger. In addition, Premier had $0.5 million of OREO at September 30, 2020, compared to none at September 30, 2019. Accruing troubled debt restructured loans were $8.5 million at September 30, 2020, compared with $10.3 million at September 30, 2019.

On January 1, 2020, Premier adopted the Current Expected Credit Loss model of accounting for credit losses. This new GAAP model, which replaces the former incurred loss model, requires entities to estimate credit losses over the life of an asset or off-balance sheet exposure. Beginning with the third quarter of 2020, Premier began to report total provision for credit losses inclusive of amounts related to off-balance sheet unfunded commitments, which were previously reported in other non-interest expenses. Prior period amounts have been restated for consistency.

The 2020 third quarter results include net loan charge-offs of $3.3 million and a total provision expense of $3.7 million compared with net loan charge-offs of $11,000 and a total provision expense of $1.3 million for the same period in 2019. The allowance for credit loss on loans as a percentage of total loans was 1.63% at September 30, 2020, or 1.77% excluding PPP loans, compared with 1.62% at June 30, 2020, or 1.76% excluding PPP loans, and 1.13% at September 30, 2019. The year-over-year increase in the provision expense and allowance percentage is primarily attributable to the impact of the economic deterioration that began in the first quarter of 2020 as a result of the COVID-19 pandemic. As of September 30, 2020, Premier Bank had pandemic related deferrals for $434.6 million of commercial loans, down from $739.6 million at June 30, and $48.2 million of retail loans, down from $73.3 million at June 30.

Year-To-Date Results

For the nine-month period ended September 30, 2020, net income totaled $32.2 million, or $0.91 per diluted common share, compared to $36.9 million, or $1.85 per diluted common share for the nine months ended September 30, 2019. Results for the first nine months of 2020 included eight months of income and expenses from UCFC compared to none in 2019. The year-over-year comparison is also substantially impacted by the current year’s provision expense of $49.3 million, which included $25.9 million related to acquisition accounting for an after-tax cost of $20.5 million, or $0.58 per diluted common share. The first nine months of 2019 included a total provision expense of $1.8 million, which had an after-tax cost of $1.4 million, or $0.07 per diluted common share, and no acquisition impact. Additionally, the current year’s results include the impact of $17.3 million of acquisition-related charges, which had an after-tax cost of $14.0 million, or $0.39 per diluted common share. The first nine months of 2019 included $540,000 of acquisition related charges, which had an after tax cost of $427,000, or $0.02 per diluted common share. Excluding the impact of acquisition-related provision and charges, earnings for the first nine months of 2020 were $66.8 million, or $1.88 per diluted common share compared to $37.3 million or $1.87 per diluted share.

Net interest income was $153.0 million for the first nine months of 2020 compared with $104.8 million in the first nine months of 2019. Average interest-earning assets increased to $5.8 billion in the first nine months of 2020 compared to $2.92 billion in the first nine months of 2019. Net interest margin for the first nine months of 2020 was 3.55%, down 43 basis points from the 3.98% margin reported in the nine-month period ended September 30, 2019. The 2020 results include the impact of acquisition marks and related accretion for the UCFC acquisition. Interest income includes $5.5 million of accretion and interest expense includes $1.9 million of accretion, which combined added 16 basis points of net interest margin. The 2020 results also include the impact of PPP loans. Interest income includes $4.3 million on average balances of $246.9 million, which reduced net interest margin by five basis points. Excluding the impact of acquisition marks and PPP loans, net interest margin was 3.44% for the first nine months of 2020.

Non-interest income for the first nine months of 2020 was $62.0 million compared to $33.1 million during the same period of 2019. Service fees and other charges were $15.6 million for the first nine months of 2020, up from $10.3 million during the same period of 2019. Mortgage banking income was $22.8 million for the first nine months of 2020, up from $6.8 million during the same period of 2019. Insurance commissions were $12.9 million for the first nine months of 2020 compared with $11.0 million for the same period of 2019. Wealth management income was $4.4 million for the first nine months of 2020, up from $2.1 million during the same period of 2019.

Non-interest expense was $123.9 million for the first nine months of 2020, or $106.6 million excluding acquisition-related charges, up from $72.4 million, or $71.8 million excluding acquisition related charges, for the same period of 2019. Compensation and benefits expense was $57.3 million for the first nine months of 2020 compared with $42.5 million during the same period of 2019. Expenses also included increases in occupancy of $5.1 million, FDIC premiums of $2.1 million, data processing of $4.8 million, amortization of intangibles of $3.9 million and other expenses of $2.6 million. Additional detail regarding certain items impacting FDIC premiums and other expenses are discussed above.

Total assets at $6.97 billion

Total assets at September 30, 2020, were $6.97 billion compared to $7.01 billion at June 30, 2020, and $3.35 billion at September 30, 2019. Gross loans receivable (excluding loans held for sale) were $5.47 billion at September 30, 2020, compared to $5.46 billion at June 30, 2020, and $2.67 billion at September 30, 2019. At September 30, 2020, gross loans receivable grew $2.81 billion,

or 105% from a year ago, including $2.30 billion from the UCFC merger and $0.51 billion organically, including $0.44 billion of PPP loans. Also, at September 30, 2020, goodwill and other intangible assets totaled $350.0 million compared to $351.7 million at June 30, 2020, and $104.1 million at September 30, 2019, with the increase attributable to the UCFC merger.

Total deposits at September 30, 2020, were $5.80 billion compared with $5.76 billion at June 30, 2020, and $2.76 billion at September 30, 2019. At September 30, 2020, total deposits grew $3.04 billion, or 110% from a year ago, including $2.08 billion from the UCFC merger and $0.96 billion organically.

Total stockholders’ equity was $959.0 million at September 30, 2020, compared to $941.0 million at June 30, 2020, and $418.0 million at September 30, 2019. The increase in stockholders’ equity from the prior year was due to net earnings and the UCFC merger, offset partially by the Company’s repurchase of 430,000 common shares for $10.1 million during the first quarter of 2020. At September 30, 2020, 570,000 common shares remained available for repurchase under the Company’s existing repurchase program.

Capital Issuance

On September 30, 2020, the Company completed the issuance of $50 million aggregate principal amount fixed-to-floating rate subordinated notes due 2030 (the “Notes”) in a private offering exempt from the registration requirements under the Securities Act of 1933, as amended. The Notes carry a fixed rate of 4.00% for five years then a floating rate equal to the 3-month SOFR rate plus 388.5 basis points. The Company may, at its option, beginning September 30, 2025, redeem the Notes, in whole or in part, from time to time, subject to certain conditions. The net proceeds from the sale of the Notes are approximately $48.7 million, after deducting the estimated offering expenses. The Company intends to use the net proceeds from the offering of the Notes for general corporate purposes.

“We are proud of our successful capital issuance at the lowest rate this year for a BBB- Kroll-rated subordinated debt offering by a bank holding company,” said Paul D. Nungester, CFO of Premier. “This enhancement to total capital at an efficient cost improves the Company’s ability to serve as a source of strength for the bank during the current economic downturn.”

Dividend to be paid November 20

The Board of Directors declared a quarterly cash dividend of $0.22 per common share payable November 20, 2020, to shareholders of record at the close of business on November 13, 2020. The dividend represents an annual dividend of 4.89 percent based on the Premier common stock closing price on October 19, 2020. Premier has approximately 37,297,217 common shares outstanding.

Conference call

Premier Financial Corp. will host a conference call at 11:00 a.m. ET on Wednesday, October 21, 2020, to discuss the earnings results and business trends. The conference call may be accessed by calling 1-877-444-1726. Internet access to the call is also available (in listen-only mode) at the following URL: https://services.choruscall.com/links/pfc201021.html. The replay of the conference call will be available at www.PremierFinCorp.com until October 20, 2021, at 9:00 a.m. ET.

About Premier Financial Corp.

Premier Financial Corp. (Nasdaq: PFC), headquartered in Defiance, Ohio, is the holding company for Premier Bank and First Insurance Group. Premier Bank, headquartered in Youngstown, Ohio, operates 78 branches, 12 loan offices and 3 wealth offices in Ohio, Michigan, Indiana, Pennsylvania and West Virginia (West Virginia office operates as “Home Savings Bank”). First Insurance Group is a full-service insurance agency with ten offices in Ohio including James & Sons Insurance in Youngstown, Ohio. For more information, visit the company’s websites at PremierFinCorp.com.

Financial Statements and Highlights Follow-

Consolidated Balance Sheets (Unaudited)

Premier Financial Corp.


(in thousands)	September 30, 2020			December 31, 2019
Assets
Cash and cash equivalents
Cash and amounts due from depository institutions	$	44,273		$	46,254
Interest-bearing deposits		58,800			85,000

		103,073			131,254

Available-for sale, carried at fair value		578,224			283,448
Trading securities, carried at fair value		1,014			—

Securities investments		579,238			283,448

Loans		5,470,548			2,777,564
Allowance for credit losses - loans		(88,917	)		(31,243	)

Loans, net		5,381,631			2,746,321
Loans held for sale		208,054			18,008
Mortgage servicing rights		13,477			10,267
Accrued interest receivable		28,834			10,244
Federal Home Loan Bank stock		23,492			11,915
Bank Owned Life Insurance		143,939			75,544
Office properties and equipment		58,817			39,563
Real estate and other assets held for sale		521			100
Goodwill		317,948			100,069
Core deposit and other intangibles		32,005			3,772
Other assets		83,924			38,487

*Total Assets*	$	6,974,953		$	3,468,992

*Liabilities and Stockholders’ Equity*
Non-interest-bearing deposits	$	1,436,807		$	630,359
Interest-bearing deposits		4,358,950			2,239,966

Total deposits		5,795,757			2,870,325
Advances from FHLB and PPPLF		30,000			85,063
Notes payable and other interest-bearing liabilities		—			2,999
Subordinated debentures		84,818			36,083
Advance payments by borrowers for tax and insurance		18,985			5,491
Reserve for credit losses - unfunded commitments		5,955			571
Other liabilities		80,413			42,293

Total Liabilities		6,015,928			3,042,825
Stockholders’ Equity
Preferred stock		—			—
Common stock, net		306			127
Additional paid-in-capital		689,736			161,955
Accumulated other comprehensive income (loss)		13,976			4,595
Retained earnings		333,772			329,175
Treasury stock, at cost		(78,765	)		(69,685	)

Total stockholders’ equity		959,025			426,167

*Total Liabilities and Stockholders’ Equity*	$	6,974,953		$	3,468,992

Consolidated Statements of Income (Unaudited)

Premier Financial Corp.


	Three Months Ended						Nine Months Ended
	September 30,						September 30,
(in thousands, except per share amounts)	2020			2019			2020		2019
Interest Income:
Loans	$	57,134		$	33,284		$	167,390	$	97,158
Investment securities		2,848			1,952			8,489		6,295
Interest-bearing deposits		82			312			391		857
FHLB stock dividends		95			135			861		533

Total interest income		60,159			35,683			177,131		104,843
Interest Expense:
Deposits		6,555			6,029			21,761		16,615
FHLB advances and other		168			431			1,690		1,011
Subordinated debentures		158			329			610		1,043
Notes Payable		7			2			32		23

Total interest expense		6,888			6,791			24,093		18,692

Net interest income		53,271			28,892			153,038		86,151
Provision for credit losses - loans		3,658			1,327			49,312		1,821
Provision (benefit) for credit losses - unfunded commitments		(864	)		(62	)		1,702		(60	)

Total provision for credit losses		2,794			1,265			51,014		1,761

Net interest income after provision for loan losses		50,477			27,627			102,024		84,390
Non-interest Income:
Service fees and other charges		4,805			4,027			15,601		10,335
Mortgage banking income		12,047			2,822			22,763		6,800
Gain on sale of non-mortgage loans		—			105			234		215
Gain (loss) on sale of available for sale securities		1,466			11			1,464		11
Gain (loss) on trading securities		14			—			14		—
Insurance commissions		3,715			3,263			12,875		10,994
Wealth management income		1,458			705			4,351		2,063
Income from Bank Owned Life Insurance		841			783			2,460		1,702
Other non-interest income		654			126			2,251		1,021

Total Non-interest Income		25,000			11,842			62,013		33,141
Non-interest Expense:
Compensation and benefits		20,172			14,061			57,331		42,544
Occupancy		3,989			2,206			11,848		6,751
FDIC insurance premium		1,469			(255	)		2,372		276
Financial institutions tax		1,116			555			3,066		1,667
Data processing		4,289			1,728			11,135		6,292
Amortization of intangibles		1,726			264			4,781		839
Acquisition related charges		3,711			540			17,295		540
Other non-interest expense		7,091			4,166			16,028		13,455

Total Non-interest Expense		43,563			23,265			123,856		72,364

Income before income taxes		31,914			16,204			40,181		45,167
Income tax expense		6,259			3,033			7,951		8,315

Net Income	$	25,655		$	13,171		$	32,230	$	36,852

Earnings per common share:
Basic	$	0.69		$	0.67		$	0.91	$	1.86
Diluted	$	0.69		$	0.66		$	0.91	$	1.85
Average Shares Outstanding:
Basic		37,297			19,790			35,423		19,862
Diluted		37,334			19,875			35,482		19,943

Financial Summary and Comparison (Unaudited)

Premier Financial Corp.


	Three Months Ended									Nine Months Ended
	September 30,									September 30,
(dollars in thousands, except per share data)	2020			2019			% change			2020			2019			% change
*Summary of Operations*
Tax-equivalent interest income (2)	$	60,418		$	35,922			68.2	%	$	177,898		$	105,578			68.5	%
Interest expense		6,888			6,791			1.4			24,093			18,692			28.9
Tax-equivalent net interest income (2)		53,530			29,131			83.8			153,805			86,886			77.0
Provision for credit losses		2,794			1,265			120.9			51,014			1,761			2,796.9
Core provision for credit losses (4)		2,794			1,265			120.9			22,089			1,761			1,154.3
Investment securities gains (losses)		1,480			11			NM			1,478			11			NM
Non-interest income (excluding securities gains/losses)		23,520			11,831			98.8			60,535			33,130			82.7
Non-interest expense		43,563			23,265			87.2			123,856			72,364			71.2
Core non-interest expense (4)		38,445			22,724			69.2			69,269			71,824			(3.6	)
Income tax expense		6,259			3,033			106.4			7,951			8,315			(4.4	)
Net income		25,655			13,171			94.8			32,230			36,852			(12.5	)
Core net income (4)		28,587			13,598			110.2			36,057			37,279			(3.3	)
Tax equivalent adjustment (2)		259			239			8.4			767			735			4.4

*At Period End*
Assets		6,974,953			3,350,724			108.2
Earning assets		6,340,132			3,045,659			108.2
Loans		5,470,548			2,665,300			105.3
Allowance for credit losses - loans		88,917			30,250			193.9
Deposits		5,795,757			2,760,615			109.9
Stockholders’ equity		959,025			418,046			129.4

*Average Balances*
Assets		6,935,783			3,303,013			110.0			6,437,886			3,236,674			98.9
Earning assets		6,211,267			2,985,498			108.0			5,787,134			2,923,809			97.9
Loans		5,555,621			2,624,314			111.7			5,095,167			2,567,646			98.4
Deposits and interest-bearing liabilities		5,901,652			2,843,079			107.6			5,457,179			2,788,974			95.7
Deposits		5,738,006			2,718,632			111.1			5,162,952			2,679,616			92.7
Stockholders’ equity		927,506			411,041			125.6			881,932			401,597			119.6
Stockholders’ equity / assets		13.37	%		12.44	%		7.5			13.70	%		12.41	%		10.4

*Per Common Share Data*
Net Income (Loss)
Basic	$	0.69		$	0.67			3.0		$	0.91		$	1.86			(51.1	)
Diluted		0.69			0.66			4.5			0.91			1.85			(50.8	)
Core diluted (4)		0.77			0.68			13.2		$	1.88			1.87			0.5
Dividends		0.22			0.19			15.8			0.66			0.57			15.8
Market Value:
High	$	21.24		$	29.44			(27.9	)	$	32.05		$	31.30			2.4
Low		14.74			25.50			(42.2	)		10.98			24.12			(54.5	)
Close		15.58			28.97			(46.2	)		15.58			28.97			(46.2	)
Common Book Value		25.71			21.19			21.3			25.71			21.19			21.3
Tangible Common Book Value (1)		16.33			15.91			2.6			16.33			15.91			2.6
Shares outstanding, end of period (000s)		37,297			19,729			89.0			37,297			19,729			89.0

*Performance Ratios (annualized)*
Tax-equivalent net interest margin (2)		3.47	%		3.88	%		(10.6	)		3.55	%		3.98	%		(10.8	)
Return on average assets		1.49	%		1.58	%		(5.8	)		0.67	%		1.52	%		(56.0	)
Core return on average assets (4)		1.64	%		1.63	%		0.4			0.75	%		1.54	%		(51.6	)
Return on average equity		11.12	%		12.71	%		(12.5	)		4.88	%		12.27	%		(60.2	)
Core return on average equity (4)		12.26	%		13.12	%		(6.6	)		5.46	%		12.44	%		(56.1	)
Efficiency ratio (3)		56.54	%		56.79	%		(0.4	)		57.78	%		60.30	%		(4.2	)
Core efficiency ratio (4)		49.90	%		55.48	%		(10.1	)		49.06	%		59.85	%		(18.0	)
Effective tax rate		19.61	%		18.72	%		4.8			19.79	%		18.41	%		7.5
Dividend payout ratio (core)		28.57	%		27.94	%		2.3			35.11	%		30.48	%		15.2

Note: 2020 current quarter and year-to-date results include three and five months of operations from UCFC, respectively, compared to none for comparable periods in 2019.

(1)	Tangible common book value = total stockholders’ equity less the sum of goodwill, core deposit and other intangibles, and preferred stock divided by shares outstanding at the end of the period.

(2)	Interest income on tax-exempt securities and loans has been adjusted to a tax-equivalent basis using the statutory federal income tax rate of 21%.

(3)	Efficiency ratio = Non-interest expense divided by sum of tax-equivalent net interest income plus non-interest income, excluding securities gains or losses, net.

(4)	Core items exclude the impact of acquisition related provision (“CECL double-dip”) and other charges. See non-GAAP reconciliations.

NM Percentage change not meaningful

Premier Financial Corp.

(dollars in thousands)


	Three Months Ended September 30,						Nine Months Ended September 30,
Mortgage Banking	2020			2019			2020			2019
Revenue from sales and servicing of mortgage loans:
Gain from sale of mortgage loans	$	13,781		$	2,596		$	30,213		$	5,672
Mortgage loan servicing revenue (expense):
Mortgage loan servicing revenue		1,898			960			5,379			2,842
Amortization of mortgage servicing rights		(1,959	)		(579	)		(5,302	)		(1,256	)
Mortgage servicing rights valuation adjustments		(1,673	)		(155	)		(7,527	)		(458	)

		(1,734	)		226			(7,450	)		1,128

Total revenue from sale and servicing of mortgage loans	$	12,047		$	2,822		$	22,763		$	6,800


Mortgage servicing rights:
Balance at beginning of period	$	21,034		$	10,458		$	10,801		$	10,419
Loans sold, servicing retained		2,463			738			6,292			1,454
Mortgage servicing rights acquired		—			—			9,747			—
Amortization		(1,959	)		(579	)		(5,302	)		(1,256	)

Carrying value before valuation allowance at end of period		21,538			10,617			21,538			10,617
Valuation allowance:
Balance at beginning of period		(6,388	)		(603	)		(534	)		(300	)
Impairment recovery (charges)		(1,673	)		(155	)		(7,527	)		(458	)

Balance at end of period		(8,061	)		(758	)		(8,061	)		(758	)

Net carrying value at end of period	$	13,477		$	9,859		$	13,477		$	9,859


Goodwill and Purchase Price Accounting
Deal Value:
Shares issued (000s)		17,926
1/31/20 Price	$	29.39

Stock value		526,850
Fair value of options exchanged		461
Cash in lieu of fractional shares		132

Total value	$	527,443


Allocation:
Cash and cash equivalents	$	52,580
Securities available-for sale		262,753	(1)
Net loans, including loans held for sale and allowance		2,340,701	(2)
Federal Home Loan Bank stock		12,753
Office properties and equipment		20,253	(3)
Core deposit and other intangibles		33,014	(4)
Bank Owned Life Insurance		65,934
Mortgage servicing rights		9,747	(5)
Other assets		35,423
Non-interest-bearing deposits		(430,921	)
Interest-bearing deposits		(1,651,669	) (6)
Advances from Federal Home Loan Bank		(381,000	)
Other liabilities		(60,004	)

Net assets		309,564
Goodwill		217,879

Total value	$	527,443

Note: 2020 current quarter and year-to-date results include three and eight months of operations from UCFC, respectively, compared to none for comparable periods in 2019.

(1)	Includes $13.8 million of accumulated losses to be amortized against interest income over ~7 years.

(2)	Includes $27.2 million non-PCD credit mark down to be accreted into interest income over ~5 years, $8.8 million total rate mark up to be amortized against interest income over ~5 years, $19.1 million elimination of allowance and $7.7 million PCD credit mark addition to allowance.

(3)	Includes $2.1 million mark down that reduces future depreciation.

(4)	Includes $29.3 million of core deposit intangible to be amortized to expense using sum-of-the-years digits over 10 years and $3.7 million of insurance/trust/wealth intangibles to be amortized to expense over ~10 years.

(5)	Includes $3.0 million mark up to be amortized against mortgage banking income over ~8.5 years.

(6)	Includes $7.1 million rate mark up on time-based deposits to be accreted against interest expense over ~2 years based on maturities.

Yield Analysis

Premier Financial Corp.


	Three Months Ended September 30, (dollars in thousands)
	2020							2019
	Average Balance		Interest(1)		Yield Rate(2)			Average Balance		Interest(1)		Yield Rate(2)
Interest-earning assets:
Loans receivable	$	5,555,621	$	57,158		4.14	%	$	2,624,314	$	33,306		5.04	%
Securities		552,458		3,083		2.24	% (3)		293,876		2,169		2.99	% (3)
Interest Bearing Deposits		65,551		82		0.50	%		55,393		312		2.23	%
FHLB stock		37,637		95		1.02	%		11,915		135		4.50	%

Total interest-earning assets		6,211,267		60,418		3.91	%		2,985,498		35,922		4.78	%
Non-interest-earning assets		724,516							317,515

Total assets	$	6,935,783						$	3,303,013

Deposits and Interest-bearing liabilities:
Interest bearing deposits	$	4,285,287	$	6,555		0.62	%	$	2,129,306	$	6,029		1.12	%
FHLB advances and other		120,417		168		0.56	%		85,339		431		2.00	%
Subordinated debentures		36,613		158		1.74	%		36,083		329		3.62	%
Notes payable		6,616		7		0.43	%		3,025		2		0.26	%

Total interest-bearing liabilities		4,448,933		6,888		0.62	%		2,253,753		6,791		1.20	%
Non-interest bearing deposits		1,452,719		—		—			589,326		—		—

Total including non-interest-bearing deposits		5,901,652		6,888		0.47	%		2,843,079		6,791		0.95	%
Other non-interest-bearing liabilities		106,625							48,893

Total liabilities		6,008,277							2,891,972
Stockholders’ equity		927,506							411,041

Total liabilities and stockholders’ equity	$	6,935,783						$	3,303,013

Net interest income; interest rate spread			$	53,530		3.29	%			$	29,131		3.58	%

Net interest margin (4)						3.47	%						3.88	%

Average interest-earning assets to average interest bearing liabilities						140	%						132	%


	Nine Months Ended September 30,
	2020							2019
	Average Balance		Interest(1)		Yield Rate(2)			Average Balance		Interest(1)		Yield Rate(2)
Interest-earning assets:
Loans receivable	$	5,095,167	$	167,463		4.38	%	$	2,567,646	$	97,227		5.06	%
Securities		514,979		9,183		2.38	% (3)		296,312		6,961		3.14	% (3)
Interest Bearing Deposits		131,384		391		0.40	%		47,360		857		2.42	%
FHLB stock		45,604		861		2.52	%		12,491		533		5.71	%

Total interest-earning assets		5,787,134		177,898		4.09	%		2,923,809		105,578		4.83	%
Non-interest-earning assets		650,752							312,865

Total assets	$	6,437,886						$	3,236,674

Deposits and Interest-bearing liabilities:
Interest bearing deposits	$	3,929,881	$	21,761		0.74	%	$	2,094,693	$	16,615		1.06	%
FHLB advances and other		249,889		1,690		0.90	%		68,920		1,011		1.96	%
Subordinated debentures		36,261		610		2.24	%		36,083		1,043		3.86	%
Notes payable		8,077		32		0.53	%		4,355		23		0.71	%

Total interest-bearing liabilities		4,224,108		24,093		0.76	%		2,204,051		18,692		1.13	%
Non-interest bearing deposits		1,233,071		—		—			584,923		—		—

Total including non-interest-bearing deposits		5,457,179		24,093		0.59	%		2,788,974		18,692		0.90	%
Other non-interest-bearing liabilities		98,775							46,103

Total liabilities		5,555,954							2,835,077
Stockholders’ equity		881,932							401,597

Total liabilities and stockholders’ equity	$	6,437,886						$	3,236,674

Net interest income; interest rate spread			$	153,805		3.33	%			$	86,886		3.93	%

Net interest margin (4)						3.55	%						3.98	%

Average interest-earning assets to average interest bearing liabilities						137	%						133	%

Note: 2020 current quarter and year-to-date results include three and five months of operations from UCFC, respectively, compared to none for comparable periods in 2019.

(1)

Interest on certain tax exempt loans and securities is not taxable for Federal income tax purposes. In order to compare the tax-exempt yields on these assets to taxable yields, the interest earned on these assets is adjusted to a pre-tax equivalent amount based on the marginal corporate federal income tax rate of 21%.

(2)	Annualized.

(3)	Securities yield = annualized interest income divided by the average balance of securities, excluding average unrealized gains/losses.

(4)	Net interest margin is tax equivalent net interest income divided by average interest-earning assets.

Selected Quarterly Information

Premier Financial Corp.


(dollars in thousands, except per share data)	3rd Qtr 2020			2nd Qtr 2020			1st Qtr 2020			4th Qtr 2019			3rd Qtr 2019
*Summary of Operations*
Tax-equivalent interest income (1)	$	60,418		$	62,705		$	54,773		$	36,473		$	35,922
Interest expense		6,888			8,145			9,059			6,743			6,791
Tax-equivalent net interest income (1)		53,530			54,560			45,714			29,730			29,131
Provision for credit losses		2,794			2,975			45,244			1,123			1,266
Core provision for credit losses (3)		2,794			2,975			19,295			1,123			1,266
Investment securities gains (losses)		1,480			(2	)		—			13			11
Non-interest income (excluding securities gains/losses)		23,520			23,017			13,999			11,803			11,831
Non-interest expense		43,563			37,984			42,310			24,721			23,264
Core non-interest expense (3)		38,445			35,885			30,824			23,839			22,724
Income tax expense (benefit)		6,259			7,303			(5,610	)		2,953			3,033
Net income (loss)		25,655			29,057			(22,482	)		12,517			13,171
Core net income (3)		28,587			30,715			7,470			13,214			13,598
Tax equivalent adjustment (1)		259			256			251			232			239

*At Period End*
Total assets	$	6,974,953		$	7,013,811		$	6,538,942		$	3,468,992		$	3,350,724
Earning assets		6,340,132			6,345,655			5,889,186			3,175,935			3,045,659
Loans		5,470,548			5,457,238			5,113,917			2,777,564			2,665,300
Allowance for loan losses		88,917			88,555			85,859			31,243			30,250
Deposits		5,795,757			5,759,843			4,994,148			2,870,325			2,760,615
Stockholders’ equity		959,025			940,968			916,843			426,167			418,046
Stockholders’ equity / assets		13.75	%		13.42	%		14.02	%		12.29	%		12.48	%
Goodwill		317,948			317,948			317,520			100,069			100,069

*Average Balances*
Total assets	$	6,935,783		$	7,005,783		$	5,357,598		$	3,425,097		$	3,303,013
Earning assets		6,211,267			6,247,037			4,862,532			3,107,224			2,985,498
Loans		5,555,621			5,389,805			4,317,857			2,688,519			2,624,314
Deposits and interest-bearing liabilities		5,901,652			5,963,127			4,488,003			2,954,049			2,843,079
Deposits		5,738,006			5,490,986			4,240,053			2,830,043			2,718,632
Stockholders’ equity		927,506			932,793			787,519			420,352			411,041
Stockholders’ equity / assets		13.37	%		13.31	%		14.70	%		12.27	%		12.44	%

*Per Common Share Data*
Net Income (Loss):
Basic	$	0.69		$	0.78		$	(0.71	)	$	0.63		$	0.67
Diluted		0.69			0.78			(0.71	)		0.63			0.66
Core diluted (3)		0.77			0.82			0.24			0.66			0.68
Dividends		0.22			0.22			0.22			0.22			0.19
Market Value:
High	$	21.24		$	20.11		$	32.05		$	32.39		$	29.44
Low		14.74			12.95			10.98			27.77			25.50
Close		15.58			17.67			14.74			31.32			28.97
Common Book Value		25.71			25.23			24.58			21.60			21.19
Shares outstanding, end of period (000s)		37,297			37,296			37,288			19,730			19,729

*Performance Ratios (annualized)*
Tax-equivalent net interest margin (1)		3.47	%		3.51	%		3.78	%		3.80	%		3.88	%
Return on average assets		1.49	%		1.67	%		-1.69	%		1.45	%		1.58	%
Core return on average assets (3)		1.64	%		1.76	%		0.56	%		1.53	%		1.63	%
Return on average equity		11.12	%		12.53	%		-11.48	%		11.81	%		12.71	%
Core return on average equity (3)		12.26	%		13.24	%		3.82	%		12.47	%		13.12	%
Efficiency ratio (2)		56.54	%		48.96	%		70.86	%		59.52	%		56.79	%
Core efficiency ratio (3)		49.90	%		46.26	%		51.62	%		57.40	%		55.48	%
Effective tax rate		19.61	%		20.09	%		19.97	%		19.09	%		18.72	%
Common dividend payout ratio (core)		28.57	%		26.83	%		91.67	%		34.92	%		28.36	%

Note: 2020 current quarter and year-to-date results include three and five months of operations from UCFC, respectively, compared to none for comparable periods in 2019.

(1)	Interest income on tax-exempt securities and loans has been adjusted to a tax-equivalent basis using the statutory federal income tax rate of 21%.

(2)	Efficiency ratio = Non-interest expense divided by sum of tax-equivalent net interest income plus non-interest income, excluding securities gains or losses, net.

(3)	Core items exclude the impact of acquisition related provision (“CECL double-dip”) and other charges. See non-GAAP reconciliations.

Selected Quarterly Information

Premier Financial Corp.


(dollars in thousands, except per share data)	3rd Qtr 2020			2nd Qtr 2020			1st Qtr 2020			4th Qtr 2019			3rd Qtr 2019
*Loan Portfolio Composition*
One to four family residential real estate	$	1,194,940		$	1,226,106		$	1,265,901		$	324,773		$	330,369
Construction		580,060			509,548			521,442			305,305			308,061
Commercial real estate		2,328,944			2,266,189			2,200,266			1,506,026			1,430,919
Commercial		1,263,565			1,244,549			897,865			578,071			537,806
Consumer finance		128,995			146,139			137,679			37,649			36,644
Home equity and improvement		281,010			290,459			301,146			122,864			123,871

Total loans		5,777,514			5,682,990			5,324,299			2,874,688			2,767,670
Less:
Undisbursed loan funds		300,174			221,137			206,236			94,865			100,260
Deferred loan origination fees		6,792			4,615			4,146			2,259			2,110
Allowance for credit losses - loans		88,917			88,555			85,859			31,243			30,250

Net Loans	$	5,381,631		$	5,368,683		$	5,028,058		$	2,746,321		$	2,635,050

*Allowance for credit losses - loans*
Beginning allowance	$	88,555		$	85,859		$	31,243		$	30,250		$	28,934
CECL adoption		—			—			2,354			—			—
Acquisition related allowance/provision (non PCD)		—			—			25,949			—			—
Acquisition related allowance/goodwill (PCD)		—			—			7,698			—			—
Provision for credit losses - loans		3,658			1,868			17,837			1,084			1,327
Net recoveries (charge-offs)		(3,296	)		828			778			(91	)		(11	)

Ending allowance	$	88,917		$	88,555		$	85,859		$	31,243		$	30,250

*Credit Quality*
Total non-performing loans (1)	$	48,322		$	39,470		$	32,692		$	13,437		$	14,677
Real estate owned (REO)		521			573			548			100			—

Total non-performing assets (2)	$	48,843		$	40,043		$	33,240		$	13,537		$	14,677

Net charge-offs (recoveries)		3,296			(828	)		(778	)		91			11
Restructured loans, accruing (3)		8,499			7,916			7,474			8,427			10,334
Allowance for credit losses - loans / loans		1.63	%		1.62	%		1.68	%		1.12	%		1.13	%
Allowance for credit losses - loans / non-performing assets		182.05	%		221.15	%		259.07	%		230.80	%		206.10	%
Allowance for credit losses - loans / non-performing loans		184.01	%		224.36	%		263.43	%		232.51	%		206.10	%
Non-performing assets / loans plus REO		0.89	%		0.73	%		0.65	%		0.49	%		0.55	%
Non-performing assets / total assets		0.70	%		0.57	%		0.51	%		0.39	%		0.44	%
Net charge-offs / average loans (annualized)		0.24	%		-0.06	%		-0.07	%		0.01	%		0.00	%

*Deposit Balances*
Non-interest-bearing demand deposits	$	1,436,807		$	1,454,842		$	1,041,315		$	630,359		$	604,129
Interest-bearing demand deposits and money market		2,511,263			2,361,486			2,069,723			1,198,012			1,124,208
Savings deposits		674,354			671,650			606,508			303,166			294,594
Retail time deposits less than $250,000		975,658			1,078,758			1,091,038			631,253			634,737
Retail time deposits greater than $250,000		197,675			193,107			185,564			107,535			102,947

Total deposits	$	5,795,757		$	5,759,843		$	4,994,148		$	2,870,325		$	2,760,615

(1)	Non-performing loans consist of non-accrual loans.

(2)	Non-performing assets are non-performing loans plus real estate and other assets acquired by foreclosure or deed-in-lieu thereof.

(3)	Accruing restructured loans are loans with known credit problems that are not contractually past due and therefore are not included in non-performing loans.

Loan Delinquency Information

Premier Financial Corp.


(dollars in thousands)	Total Balance		Current		30 to 89 days past due		% of Total			Non Accrual Loans		% of Total
September 30, 2020
One to four family residential real estate	$	1,194,940	$	1,173,175	$	10,562		0.9	%	$	11,203		0.9	%
Construction		580,060		578,110		1,587		0.3	%		363		0.1	%
Commercial real estate		2,328,944		2,305,223		703		0.0	%		23,018		1.0	%
Commercial		1,263,565		1,253,474		212		0.0	%		9,879		0.8	%
Consumer finance		128,995		125,260		2,682		2.1	%		1,053		0.8	%
Home equity and improvement		281,010		273,041		5,125		1.8	%		2,844		1.0	%

Total loans	$	5,777,514	$	5,708,283	$	20,871		0.4	%	$	48,360		0.8	%


June 30, 2020
One to four family residential real estate	$	1,226,106	$	1,213,482	$	6,056		0.5	%	$	6,568		0.5	%
Construction		509,548		509,548		—		0.0	%		—		0.0	%
Commercial real estate		2,266,189		2,244,412		1,040		0.0	%		20,737		0.9	%
Commercial		1,244,549		1,233,703		680		0.1	%		10,166		0.8	%
Consumer finance		146,139		144,555		988		0.7	%		596		0.4	%
Home equity and improvement		290,459		285,858		2,237		0.8	%		2,364		0.8	%

Total loans	$	5,682,990	$	5,631,558	$	11,001		0.2	%	$	40,431		0.7	%


September 30, 2019
One to four family residential real estate	$	330,369	$	325,573	$	1,787		0.5	%	$	3,009		0.9	%
Construction		308,061		308,061		—		0.0	%		—		0.0	%
Commercial real estate		1,430,919		1,414,694		8,012		0.6	%		8,213		0.6	%
Commercial		537,806		534,321		516		0.1	%		2,969		0.6	%
Consumer finance		36,644		36,413		231		0.6	%		—		0.0	%
Home equity and improvement		123,871		122,103		1,282		1.0	%		486		0.4	%

Total loans	$	2,767,670	$	2,741,165	$	11,828		0.4	%	$	14,677		0.5	%

COVID-19 Update

Premier Financial Corp.

($ in thousands)


*Deferrals Update*	9/30/2020			6/30/2020
Commercial loan deferrals	$	434,554		$	739,632
% of commercial loans		11.4	%		19.7	%
% of total loans		7.9	%		13.5	%
Retail loan deferrals	$	48,187		$	73,266
% of retail loans		2.9	%		4.3	%
% of total loans		0.9	%		1.3	%
Total loan deferrals	$	482,741		$	812,898
% of total loans		8.8	%		14.9	%



*Commercial High Sensitivity Portfolio Update*	As of 9/30/20									As of 6/30/20
Industry	% of Total Loans			% Balances Deferred			% Classified in Subsector			% of Total Loans			% Balances Deferred			% Classified in Subsector
Traveler Accommodation		2.8	%		60.7	%		3.9	%		2.8	%		86.9	%		0.7	%
Food Service		1.0	%		22.4	%		0.6	%		1.1	%		50.0	%		0.6	%

Sub-total		3.7	%		51.0	%		3.1	%		3.8	%		76.7	%		0.6	%
Retail Trade and CRE		9.4	%		17.7	%		1.3	%		9.6	%		34.3	%		2.2	%
Long-term Care		1.9	%		10.8	%		11.0	%		2.0	%		26.0	%		4.1	%
Arts/Entertainment/Recreation		0.4	%		37.8	%		2.5	%		0.4	%		42.1	%		4.6	%
Energy		0.1	%		0.0	%		0.0	%		0.1	%		0.0	%		0.0	%

Total		15.6	%		25.2	%		3.0	%		15.9	%		43.4	%		2.1	%


*Commercial Loan Deferral Rollforward*	6/30/20 Balance			New Deferrals			Payoffs/ Changes			Return to Pay⁽¹⁾			9/30/20 Balance			3Q20 Extensions
Interest only 1-3 months	$	28,134		$	5,032		$	9,326		$	(30,178	)	$	12,314		$	10,988
Interest only 4-5 months		146,826			3,976			(12,746	)		(111,113	)		26,943			—
Interest only 6 months		55,174			7,182			1,415			(8,575	)		55,196			2,392
Deferred payment 1-90 days		138,966			11,155			(12,844	)		(80,015	)		57,262			12,422
Deferred payment 91-179 days		93,262			328			(3,250	)		(83,843	)		6,497			4,946
Deferred payment 180 days		277,270			6,102			(1,166	)		(5,864	)		276,342			—

Total	$	739,632		$	33,775		$	(19,265	)	$	(319,588	)	$	434,554		$	30,748



*Commercial Loan Deferral Expirations Update*	9/30/20 Balance
October	$	277,010
November		123,851
December		12,226
January		14,000
February		5,075
March+		2,392

Total	$	434,554

(1)	Represents approximately 76.4% of previously disclosed third quarter 2020 scheduled expirations.

Non-GAAP Reconciliations

Premier Financial Corp.


	Nine months ended
(In thousands, except per share and ratio data)	9/30/20			9/30/19			3rd Qtr 2020			2nd Qtr 2020			1st Qtr 2020			4th Qtr 2019			3rd Qtr 2019
Acquisition related charges (pre-tax)	$	17,295		$	540		$	3,711		$	2,099		$	11,486		$	882		$	540
Less: Tax benefit of acquisition related charges		3,254			113			779			441			2,034			185			113

Acquisition related charges (after-tax)	$	14,041		$	427		$	2,932		$	1,658		$	9,452		$	697		$	427

Total non-interest expenses	$	123,856		$	72,364		$	43,563		$	37,984		$	42,310		$	24,721		$	23,264
Less: Acquisition related charges (pre-tax)		17,295			540			3,711			2,099			11,486			882			540
Less: FHLB prepayment charges⁽¹⁾		1,407			—			1,407			—			—			—			—

Core non-interest expenses	$	105,154		$	71,824		$	38,445		$	35,885		$	30,824		$	23,839		$	22,724

Acquisition related provision (pre-tax)	$	25,949		$	—		$	—		$	—		$	25,949		$	—		$	—
Less: Tax benefit of acquisition related provision		5,449			—			—			—			5,449			—			—

Acquisition related provision (after-tax)	$	20,500		$	—		$	—		$	—		$	20,500		$	—		$	—

Provision for credit losses	$	51,014		$	1,761		$	2,794		$	2,975		$	45,244		$	1,123		$	1,266
Less: Acquisition related provision (pre-tax)		25,949			—			—			—			25,949			—			—

Core provision for credit losses	$	25,065		$	1,761		$	2,794		$	2,975		$	19,295		$	1,123		$	1,266

Non-interest income	$	62,013		$	33,141		$	25,000		$	23,015		$	13,999		$	11,816		$	11,842
Less: Securities gains (losses)		1,478			11			1,480			(2	)		—			13			11

Non-interest income (excluding securities gains/losses)	$	60,535		$	33,130		$	23,520		$	23,017		$	13,999		$	11,803		$	11,831

Tax-equivalent net interest income	$	153,805		$	86,886		$	53,530		$	54,560		$	45,714		$	29,730		$	29,131
Non-interest income (excluding securities gains/losses)		60,549			33,130			23,520			23,017			13,999			11,803			11,831

Total revenues		214,354			120,016			77,050			77,577			59,713			41,533			40,962
Core non-interest expenses	$	105,154		$	71,824		$	38,445		$	35,885		$	30,824		$	23,839		$	22,724

Core efficiency ratio		49.06	%		59.85	%		49.90	%		46.26	%		51.62	%		57.40	%		55.48	%

Income (loss) before income taxes	$	40,181		$	45,167		$	31,914		$	36,360		$	(28,092	)	$	15,470		$	16,204
Add: Provision for credit losses		51,014			1,761			2,794			2,975			45,244			1,123			1,266

Pre-tax pre-provision income		91,195			46,928			34,708			39,335			17,152			16,593			17,470
Add: Acquisition related charges (pre-tax)		17,295			540			3,711			2,099			11,486			882			540

Core pre-tax pre-provision income	$	108,490		$	47,468		$	38,419		$	41,434		$	28,638		$	17,475		$	18,010
Average total assets	$	6,437,886		$	3,236,674		$	6,935,783		$	7,005,783		$	5,357,598		$	3,425,097		$	3,303,013
Core pre-tax pre-provision return on average assets		2.25	%		1.97	%		2.20	%		2.38	%		2.15	%		2.02	%		2.16	%

Net income (loss)	$	32,230		$	36,852		$	25,655		$	29,057		$	(22,482	)	$	12,517		$	13,171
Add: Acquisition related provision (after-tax)		20,500			427			—			—			20,500			—			—
Add: Acquisition related charges (after-tax)		14,041			—			2,932			1,658			9,452			697			427

Core net income	$	66,771		$	37,279		$	28,587		$	30,715		$	7,470		$	13,214		$	13,598

Diluted shares - Reported		35,482			19,943			37,334			37,324			31,642			19,895			19,875
Add: Dilutive shares for core net income		—			—			—			—			121			—			—

Diluted shares - Core		35,482			19,943			37,334			37,324			31,763			19,895			19,875

Core diluted EPS	$	1.88		$	1.87		$	0.77		$	0.82		$	0.24		$	0.66		$	0.68

Average total assets	$	6,437,886		$	3,236,674		$	6,935,783		$	7,005,783		$	5,357,598		$	3,425,097		$	3,303,013
Core return on average assets		1.39	%		1.54	%		1.64	%		1.76	%		0.56	%		1.53	%		1.63	%

Average total equity	$	881,932		$	401,597		$	927,506		$	932,793		$	787,519		$	420,352		$	411,041
Core return on average equity		10.11	%		12.44	%		12.26	%		13.24	%		3.82	%		12.47	%		13.12	%

Note: 2020 current quarter and year-to-date results include three and eight months of operations from UCFC, respectively, compared to none for comparable periods in 2019.

(1)	Represents prepayment penalties on FHLB early extinguishments funded by gains on securities sales that are excluded from revenues for efficiency ratio calculation.

Safe Harbor Statement

This news release may contain certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21 B of the Securities Exchange Act of 1934, as amended. Those statements may include, but are not limited to, all statements regarding intent, beliefs, expectations, projections, forecasts and plans of Premier Financial Corp. and its management, and specifically include statements regarding: changes in economic conditions; the nature, extent and timing of governmental actions and reforms; future movements of interest rates; the ability to benefit from a changing interest rate environment; the production levels of mortgage loan generation; the ability to continue to grow loans and deposits; the ability to sustain credit quality ratios at current or improved levels; continued strength in the market area for Premier Bank; the ability to sell real estate owned properties; and the ability to grow in existing and adjacent markets. These forward-looking statements involve numerous risks and uncertainties, including: impacts from the novel coronavirus (COVID-19) pandemic on our business, operations, customers and capital position; higher default rates on loans made to our customers related to COVID-19 and its impact on our customers’ operations and financial condition; the impact of COVID-19 on local, national and global economic conditions; unexpected changes in interest rates or disruptions in the mortgage market related to COVID-19 or responses to the health crisis; the effects of various governmental responses to the COVID-19 pandemic; those inherent in general and local banking, insurance and mortgage conditions; competitive factors specific to markets in which Premier Financial Corp. and its subsidiaries operate; future interest rate levels; legislative and regulatory decisions or capital market conditions; and other risks and uncertainties detailed from time to time in our Securities and Exchange Commission (SEC) filings, including in our Annual Report on Form 10-K for the year ended December 31, 2019 and our Quarterly Report on Form 10-Q for the quarter ended June 30, 2020. One or more of these factors have affected or could in the future affect Premier’s business and financial results in future periods and could cause actual results to differ materially from plans and projections. Therefore, there can be no assurances that the forward-looking statements included in this news release will prove to be accurate. In light of the significant uncertainties in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by Premier or any other persons, that our objectives and plans will be achieved. All forward-looking statements made in this news release are based on information presently available to the management of Premier and speak only as of the date on which they are made. We assume no obligation to update any forward-looking statements, whether as a result of new information, future developments or otherwise, except as may be required by law. As required by U.S. GAAP, Premier will evaluate the impact of subsequent events through the issuance date of its September 30, 2020, consolidated financial statements as part of its Quarterly Report on Form 10-Q to be filed with the SEC. Accordingly, subsequent events could occur that may cause Premier to update its critical accounting estimates and to revise its financial information from that which is contained in this news release.

Non-GAAP Reporting Measures

We believe that net income, as defined by U.S. GAAP, is the most appropriate earnings measurement. However, we consider core net income and core pre-tax pre-provision income to be useful supplemental measures of our operating performance. We define core net income as net income excluding the after-tax impact of acquisition related charges. We define core pre-tax pre-provision income as pre-tax pre-provision income excluding the pre-tax impact of acquisition related charges. We believe that these metrics are useful supplemental measures of operating performance because investors and equity analysts may use these measures to compare the operating performance of the Company between periods or as compared to other financial institutions or other companies on a consistent basis without having to account for one-time acquisition related charges. Our supplemental reporting measures and similarly entitled financial measures are widely used by investors, equity and debt analysts and ratings agencies in the valuation, comparison, rating and investment recommendations of companies. Our management uses these financial measures to facilitate internal and external comparisons to historical operating results and in making operating decisions. Additionally, they are utilized by the Board of Directors to evaluate management. The supplemental reporting measures do not represent net income or cash flow provided from operating activities as determined in accordance with U.S. GAAP and should not be considered as alternative measures of profitability or liquidity. Finally, the supplemental reporting measures, as defined by us, may not be comparable to similarly entitled items reported by other financial institutions or other companies. Please see the exhibits for reconciliations of our supplemental reporting measures.

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