FLINT, Mich., Oct. 25, 2012 /PRNewswire/ --
- Net income attributable to common shareholders was $15 million or $0.37 per share for the third quarter, which
includes over $4 million in pre-tax
merger-related expenses
- Credit metric trends reflect continued stability and improved
performance across the loan portfolio
- Pre-tax, pre-provision profit remained strong at $33 million
- Announced agreement to merge with FirstMerit Corporation in a
stock-for-stock transaction
Citizens Republic Bancorp, Inc. (Nasdaq: CRBC) announced net
income attributable to common shareholders of $14.9 million or $0.37 per diluted share for the three months
ended September 30, 2012, compared to
$297.1 million or $7.35 per diluted share for last quarter,
and $27.2 million or $0.68 per diluted share for the third quarter of
last year. For the first nine months of this year, Citizens
recorded net income attributable to common shareholders of
$330.9 million or $8.19 per share compared to a net loss of
$28.7 million or $0.73 per share for the same period of
2011. Year to date 2012 results include a $275.5 million or $6.82 per share tax benefit related to the
elimination of the valuation allowance against the deferred tax
asset in the second quarter.
"Last month we announced that we entered into a definitive
merger agreement with FirstMerit Corporation. We are excited
about the transaction which creates a unique, contiguous, Midwest
franchise of significant size and scale. Until the
transaction closes, we continue to successfully execute our
strategic initiatives, driving our consistent earnings and
organically growing our strong capital position," commented
Cathleen Nash, president and chief
executive officer.
Balance Sheet
Total assets increased modestly from last quarter. Increases in
the investment securities portfolio and money market investments
more than offset decreases in the loan portfolio. Citizens
continues to focus on C&I and consumer lending. Over the past
year, growth within the C&I and indirect consumer portfolios
helped to mitigate balance reductions in the commercial real estate
and residential mortgage portfolios.
Total deposit balances grew slightly, as growth in low cost core
deposit balances was partially offset by strategic reductions in
more expensive single service and brokered time deposits. These
initiatives have resulted in core deposit growth of 6% and a 23%
reduction in time deposits compared to September 30, 2011.
Capital
Citizens continues to grow capital organically through earnings
and maintains a strong capital position.
|
|
|
|
|
Capital Ratios
|
Regulatory
Minimum
for "Well-
|
September 30,
|
June
30,
|
September
30,
|
|
Capitalized"
|
2012
|
2012
|
2011
|
Leverage
ratio
|
5.00%
|
|
9.66%
|
9.77%
|
8.21%
|
Tier 1
capital ratio
|
6.00
|
|
15.09
|
14.70
|
12.81
|
Total
capital ratio
|
10.00
|
|
16.35
|
15.96
|
14.14
|
Tier 1
common equity (non-GAAP)
|
|
|
8.83
|
8.50
|
6.77
|
Tangible
equity to tangible assets (non-GAAP)
|
|
|
11.00
|
10.82
|
7.36
|
Tangible
common equity to tangible assets (non-GAAP)
|
|
7.91
|
7.73
|
4.31
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Interest Income and Margin
Net interest margin was 3.57% in the third quarter, a three
basis point decrease from last quarter and a six basis point
decrease from the third quarter of last year. The decreases were a
result of the continued low interest rate environment and
competitive pressures on our loan portfolio, partially offset by
reduced funding costs. Year to date, net interest margin
increased one basis point over last year to 3.58%.
Net interest income for the third quarter of 2012 was
$75.8 million, consistent with last
quarter and a decrease of $3.0
million from the third quarter of last year. The
decrease from the third quarter of last year reflects lower net
interest margin and a reduction in average earning assets.
For the nine months ended September 30,
2012, net interest income decreased $7.5 million or 3% compared to the same period
last year due to a reduction in average earning assets.
Credit Quality
Credit quality benefits from proactive credit management as well
as returning economic stability.
- Total delinquencies decreased 3% from last quarter to
$31.6 million and currently represent
0.58% of portfolio loans.
- Nonperforming assets were $86.2
million at the end of September
2012, an 8% decrease from the end of June 2012 and a decrease of 37% from September 30 of last year due to proactively
managing and resolving delinquent commercial and consumer loans and
improving the risk profile of the loan portfolio.
- Net charge-offs for the third quarter decreased to $19.2 million, compared to $22.2 million last quarter and $33.4 million in the third quarter of last
year. The provision for loan losses was $5.2 million in the third quarter, substantially
the same as the second quarter of 2012.
- The allowance for loan losses was $122.1
million or 2.25% of portfolio loans at September 30, 2012, compared to $136.1 million or 2.47% at the end of the prior
quarter, and $190.4 million or 3.36%
at the end of the third quarter last year.
Noninterest Income and Expense
Citizens' focus on services and products helps support a stable
base of fee income. Total noninterest income increased
$1.4 million over last quarter and
decreased $0.7 million compared to
the third quarter last year.
- Service charges were consistent with the second quarter of
2012. Service charges on deposit accounts were down 8%
compared to the third quarter of last year primarily as a result of
regulatory changes.
- Brokerage and investment fees were up 38% compared to last
quarter and 54% compared to the third quarter of 2011 due to
focused efforts to increase accounts and sales.
- Minimal losses on loans held for sale were realized this
quarter compared to gains in prior periods.
- Other income increased compared to last quarter primarily due
to higher unrealized gains on deferred compensation, which was
offset in noninterest expense.
Noninterest expense increased $5.7
million over last quarter and $6.6
million over the third quarter of last year, primarily due
to merger-related expenses and ORE losses.
- Professional services increased compared to prior periods as a
result of merger-related expenses of $4.4
million.
- Overall, credit costs remained consistent. However,
losses on ORE increased $1.1 million
during the quarter primarily related to a writedown on a single
commercial ORE property.
- Salaries and employee benefit costs increased compared to last
quarter due to higher deferred compensation expense.
- Data processing services increased over prior periods as a
negotiated reduction in expense expired.
Year to date, noninterest expense decreased $11.0 million from 2011 as lower credit costs
were partially offset by higher salaries and employee benefits and
merger-related expenses.
Income Taxes and Deferred Tax Asset
Citizens recorded income tax expense of $1.3 million for the third quarter of 2012,
compared to a benefit of $12.6
million for the third quarter of 2011. For the first
nine months of 2012, the income tax benefit totaled $275.5 million, compared with a benefit of
$22.8 million for the same period of
2011. The tax benefit for the three months ended September 30, 2011 was largely due to Citizens
recording a receivable as a result of a revocation of a tax
election. The increase in tax benefit for the nine months
ended September 30, 2012 was
primarily the result of eliminating the valuation allowance against
our deferred tax asset.
Conference Call
Citizens' senior management will review the quarter's results in
a conference call at 10:00 a.m. ET
on Friday, October 26,
2012. A live audio webcast is available on
Citizens' investor relations page at www.citizensbanking.com or by
calling (866) 952-1906 (conference ID: Citizens Republic). To
listen to the conference call, please connect approximately 10
minutes prior to the scheduled conference time. A recording
will be available approximately two hours after the completion of
the conference call at www.citizensbanking.com, where it will be
archived for 90 days.
Use of Non-GAAP Financial Measures
In addition to results presented in accordance with generally
accepted accounting principles ("GAAP"), this release includes
non-GAAP financial measures such as tangible equity to tangible
assets ratio, tangible common equity to tangible assets ratio, Tier
1 common equity ratio, pre-tax pre-provision profit, net interest
margin, the efficiency ratio, and adjusted earnings per
share. Citizens believes these non-GAAP financial measures
provide additional information that is useful to investors in
understanding the underlying performance of Citizens, its business
and performance trends, and such measures help facilitate
performance comparisons with others in the banking industry.
Non-GAAP financial measures have inherent limitations, are not
required to be uniformly applied and are not audited. Readers
should be aware of these limitations and should be cautious as to
their use of such measures. To mitigate these limitations,
Citizens has procedures in place to ensure that these measures are
calculated using the appropriate GAAP or regulatory components in
their entirety to ensure that Citizens' performance is properly
reflected to facilitate consistent period-to-period
comparisons. Although Citizens believes the above non-GAAP
financial measures disclosed in this release enhance investors'
understanding of its business and performance, these non-GAAP
measures should not be considered in isolation, or as a substitute
for GAAP basis financial measures. See our related Form 8-K
for further discussion regarding these non-GAAP financial
measures.
Corporate Profile
Citizens Republic Bancorp, Inc. is a diversified financial
services company providing a wide range of commercial, consumer,
mortgage banking, trust and financial planning services to a broad
client base. Citizens serves communities in Michigan, Ohio, and Wisconsin with 219 offices and 249 ATMs.
Citizens is the largest bank holding company headquartered in
Michigan with roots dating back to
1871 and is the 57th largest bank holding company
headquartered in the United States. More information about
Citizens is available at www.citizensbanking.com.
Safe Harbor Statement
Discussions and statements in this release that are not
statements of historical fact, including without limitation,
statements that include terms such as "will," "may," "should,"
"believe," "expect," "anticipate," "estimate," "project," "intend,"
and "plan," and statements regarding Citizens' future financial and
operating results, plans, objectives, expectations and intentions,
are forward-looking statements that involve risks and
uncertainties, many of which are beyond Citizens' control or are
subject to change. No forward-looking statement is a
guarantee of future performance and actual results could differ
materially.
Factors that could cause or contribute to actual results
differing materially from Citizens' expectations include the risks
and uncertainties detailed from time to time in Citizens' annual
and quarterly filings with the SEC, which are available at the
SEC's website www.sec.gov. Other factors not currently
anticipated may also materially and adversely affect Citizens'
results of operations, cash flows, financial position and
prospects. There can be no assurance that future results will
meet expectations. While Citizens believes that the
forward-looking statements in this release are reasonable, you
should not place undue reliance on any forward-looking
statement. In addition, these statements speak only as of the
date made. Citizens does not undertake, and expressly
disclaims, any obligation to update or alter any statements,
whether as a result of new information, future events or otherwise,
except as required by applicable law.
|
|
|
|
|
|
|
|
Consolidated Balance Sheets
(Unaudited)
|
|
|
|
|
|
|
Citizens Republic Bancorp, Inc.
|
|
|
|
|
|
|
|
|
|
September 30,
|
|
June
30,
|
|
September
30,
|
(in
thousands)
|
|
2012
|
|
2012
|
|
2011
|
Assets
|
|
|
|
|
|
|
|
Cash and
due from banks
|
|
$
162,705
|
|
$
145,432
|
|
$
147,418
|
|
Money
market investments
|
|
223,818
|
|
203,861
|
|
283,018
|
|
Investment
Securities:
|
|
|
|
|
|
|
|
Securities available for sale, at fair value
|
|
1,541,567
|
|
1,480,290
|
|
1,307,977
|
|
Securities held to maturity, at amortized cost
|
|
|
|
|
|
|
|
(fair value of
$1,378,310, $1,349,429 and $1,491,048, respectively)
|
|
1,313,504
|
|
1,296,164
|
|
1,454,873
|
|
Total investment securities
|
|
2,855,071
|
|
2,776,454
|
|
2,762,850
|
|
FHLB and
Federal Reserve stock
|
|
122,123
|
|
122,123
|
|
123,696
|
|
Portfolio
loans:
|
|
|
|
|
|
|
|
Commercial and industrial
|
|
1,688,996
|
|
1,711,411
|
|
1,531,492
|
|
Commercial real estate
|
|
1,335,601
|
|
1,417,409
|
|
1,643,901
|
|
Total commercial
|
|
3,024,597
|
|
3,128,820
|
|
3,175,393
|
|
Residential mortgage
|
|
570,295
|
|
588,144
|
|
654,561
|
|
Direct consumer
|
|
865,777
|
|
881,070
|
|
954,831
|
|
Indirect consumer
|
|
970,235
|
|
923,714
|
|
887,542
|
|
Total portfolio loans
|
|
5,430,904
|
|
5,521,748
|
|
5,672,327
|
|
Less: Allowance for loan losses
|
|
(122,125)
|
|
(136,120)
|
|
(190,354)
|
|
Net portfolio loans
|
|
5,308,779
|
|
5,385,628
|
|
5,481,973
|
|
Loans held
for sale
|
|
30,062
|
|
14,518
|
|
30,221
|
|
Premises
and equipment
|
|
92,005
|
|
93,646
|
|
98,954
|
|
Goodwill
|
|
318,150
|
|
318,150
|
|
318,150
|
|
Other
intangible assets
|
|
5,792
|
|
6,305
|
|
8,116
|
|
Bank owned
life insurance
|
|
222,610
|
|
221,965
|
|
219,248
|
|
Other
assets
|
|
383,675
|
|
382,411
|
|
126,544
|
|
Total assets
|
|
$
9,724,790
|
|
$
9,670,493
|
|
$
9,600,188
|
Liabilities
|
|
|
|
|
|
|
|
Noninterest-bearing deposits
|
|
$
1,854,715
|
|
$
1,796,531
|
|
$
1,621,451
|
|
Interest-bearing demand deposits
|
|
1,092,679
|
|
1,025,305
|
|
945,458
|
|
Savings
deposits
|
|
2,574,642
|
|
2,607,718
|
|
2,652,267
|
|
Core
deposits
|
|
5,522,036
|
|
5,429,554
|
|
5,219,176
|
|
Time
deposits
|
|
1,780,929
|
|
1,858,155
|
|
2,320,728
|
|
Total deposits
|
|
7,302,965
|
|
7,287,709
|
|
7,539,904
|
|
Federal
funds purchased and securities sold
|
|
|
|
|
|
|
|
under
agreements to repurchase
|
|
42,796
|
|
39,169
|
|
40,599
|
|
Other
short-term borrowings
|
|
---
|
|
---
|
|
640
|
|
Other
liabilities
|
|
168,351
|
|
154,718
|
|
154,232
|
|
Long-term
debt
|
|
852,481
|
|
853,042
|
|
855,670
|
|
Total
liabilities
|
|
8,366,593
|
|
8,334,638
|
|
8,591,045
|
Shareholders' Equity
|
|
|
|
|
|
|
|
Preferred
stock - no par value
|
|
290,580
|
|
288,723
|
|
283,360
|
|
Common
stock - no par value
|
|
1,436,925
|
|
1,435,920
|
|
1,433,765
|
|
Retained
deficit
|
|
(363,659)
|
|
(378,520)
|
|
(706,907)
|
|
Accumulated other comprehensive loss
|
|
(5,649)
|
|
(10,268)
|
|
(1,075)
|
|
Total
shareholders' equity
|
|
1,358,197
|
|
1,335,855
|
|
1,009,143
|
|
Total liabilities and shareholders' equity
|
|
$
9,724,790
|
|
$
9,670,493
|
|
$
9,600,188
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Statements of Operations
(Unaudited)
|
|
|
|
|
|
|
|
|
Citizens Republic Bancorp,
Inc.
|
|
Three
Months Ended
|
|
Nine
Months Ended
|
|
|
September
30,
|
|
September
30,
|
(in
thousands, except per share amounts)
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
|
|
|
|
|
Interest Income
|
|
|
|
|
|
|
|
|
Interest and fees on loans
|
|
$
73,376
|
|
$
77,212
|
|
$
222,205
|
|
$
235,600
|
Interest and dividends on investment
securities:
|
|
|
|
|
|
|
|
|
Taxable
|
|
16,034
|
|
20,508
|
|
49,356
|
|
60,664
|
Tax-exempt
|
|
2,157
|
|
2,613
|
|
6,610
|
|
8,412
|
Dividends on FHLB and Federal Reserve
stock
|
|
1,196
|
|
974
|
|
3,487
|
|
3,143
|
Money market investments
|
|
152
|
|
168
|
|
481
|
|
670
|
Total interest
income
|
|
92,915
|
|
101,475
|
|
282,139
|
|
308,489
|
Interest Expense
|
|
|
|
|
|
|
|
|
Deposits
|
|
8,779
|
|
13,528
|
|
29,243
|
|
44,945
|
Short-term borrowings
|
|
11
|
|
20
|
|
42
|
|
57
|
Long-term debt
|
|
8,320
|
|
9,086
|
|
25,251
|
|
28,426
|
Total interest
expense
|
|
17,110
|
|
22,634
|
|
54,536
|
|
73,428
|
Net
Interest Income
|
|
75,805
|
|
78,841
|
|
227,603
|
|
235,061
|
Provision
for loan losses
|
|
5,195
|
|
17,481
|
|
18,891
|
|
123,801
|
Net interest income
after provision for loan losses
|
|
70,610
|
|
61,360
|
|
208,712
|
|
111,260
|
Noninterest Income
|
|
|
|
|
|
|
|
|
Service charges on deposit
accounts
|
|
9,554
|
|
10,362
|
|
27,894
|
|
29,544
|
Trust fees
|
|
3,635
|
|
3,622
|
|
10,818
|
|
11,356
|
Mortgage and other loan
income
|
|
2,028
|
|
2,089
|
|
5,839
|
|
6,915
|
Brokerage and investment fees
|
|
1,831
|
|
1,188
|
|
4,486
|
|
3,829
|
Card-based and other nondeposit
fees
|
|
4,431
|
|
4,475
|
|
13,140
|
|
12,862
|
Net (losses) gains on loans held for
sale
|
|
(184)
|
|
1,952
|
|
739
|
|
2,025
|
Investment securities gains
(losses)
|
|
---
|
|
3
|
|
---
|
|
(1,373)
|
Other income
|
|
2,415
|
|
736
|
|
7,380
|
|
5,737
|
Total noninterest
income
|
|
23,710
|
|
24,427
|
|
70,296
|
|
70,895
|
Noninterest Expense
|
|
|
|
|
|
|
|
|
Salaries and employee
benefits
|
|
33,589
|
|
30,280
|
|
99,687
|
|
92,563
|
Occupancy
|
|
6,129
|
|
6,125
|
|
18,965
|
|
19,734
|
Professional services
|
|
6,806
|
|
2,394
|
|
11,294
|
|
7,020
|
Equipment
|
|
2,937
|
|
2,918
|
|
9,144
|
|
8,811
|
Data processing services
|
|
4,427
|
|
3,823
|
|
12,196
|
|
12,422
|
Advertising and public
relations
|
|
1,847
|
|
2,179
|
|
4,890
|
|
4,550
|
Postage and delivery
|
|
1,157
|
|
1,142
|
|
3,375
|
|
3,378
|
Other loan expenses
|
|
3,121
|
|
3,941
|
|
9,574
|
|
12,510
|
Losses on other real estate
(ORE)
|
|
941
|
|
1,210
|
|
382
|
|
11,687
|
ORE expenses
|
|
323
|
|
529
|
|
1,039
|
|
3,326
|
Intangible asset amortization
|
|
513
|
|
732
|
|
1,636
|
|
2,338
|
Other expense
|
|
10,265
|
|
10,138
|
|
33,312
|
|
38,172
|
Total noninterest
expense
|
|
72,055
|
|
65,411
|
|
205,494
|
|
216,511
|
Income (Loss) before Income
Taxes
|
|
22,265
|
|
20,376
|
|
73,514
|
|
(34,356)
|
Income tax
provision (benefit)
|
|
1,274
|
|
(12,568)
|
|
(275,514)
|
|
(22,779)
|
Net
Income (Loss)
|
|
20,991
|
|
32,944
|
|
349,028
|
|
(11,577)
|
Dividend
on redeemable preferred stock
|
|
(6,130)
|
|
(5,761)
|
|
(18,127)
|
|
(17,088)
|
Net
Income (Loss) Attributable to Common
Shareholders
|
|
$
14,861
|
|
$
27,183
|
|
$
330,901
|
|
$
(28,665)
|
Net
Income (Loss) Per Common Share:
|
|
|
|
|
|
|
|
|
Basic
|
|
$
0.37
|
|
$
0.68
|
|
$
8.19
|
|
$
(0.73)
|
Diluted
|
|
0.37
|
|
0.68
|
|
8.19
|
|
(0.73)
|
Average Common Shares
Outstanding:
|
|
|
|
|
|
|
|
|
Basic
|
|
39,489
|
|
39,433
|
|
39,469
|
|
39,418
|
Diluted
|
|
39,489
|
|
39,433
|
|
39,469
|
|
39,418
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selected Quarterly Information
(Unaudited)
|
|
|
|
|
Three
Months Ended
|
|
|
|
|
|
September 30,
|
|
|
June
30,
|
|
|
March
31,
|
|
|
December
31,
|
|
|
September
30,
|
|
(in
thousands, except per share amounts)
|
2012
|
|
|
2012
|
|
|
2012
|
|
|
2011
|
|
|
2011
|
|
Summary of Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
interest income
|
$
75,805
|
|
|
$
75,680
|
|
|
$
76,119
|
|
|
$
78,049
|
|
|
$
78,841
|
|
Provision
for loan losses
|
5,195
|
|
|
5,299
|
|
|
8,397
|
|
|
15,007
|
|
|
17,481
|
|
Noninterest income
|
23,710
|
|
|
22,345
|
|
|
24,240
|
|
|
24,363
|
|
|
24,427
|
|
Noninterest expense
|
72,055
|
|
|
66,339
|
|
|
67,101
|
|
|
66,640
|
|
|
65,411
|
|
Income
before income taxes
|
22,265
|
|
|
26,387
|
|
|
24,861
|
|
|
20,765
|
|
|
20,376
|
|
Income tax
provision (benefit)(1)
|
1,274
|
|
|
(276,789)
|
|
|
---
|
|
|
2,521
|
|
|
(12,568)
|
|
Net
income
|
20,991
|
|
|
303,176
|
|
|
24,861
|
|
|
18,244
|
|
|
32,944
|
|
Net income
attributable to common shareholders (2)
|
14,861
|
|
|
297,134
|
|
|
18,906
|
|
|
12,347
|
|
|
27,183
|
|
Taxable
equivalent adjustment
|
1,503
|
|
|
1,532
|
|
|
1,571
|
|
|
1,670
|
|
|
1,827
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Per
Common Share Data
(3)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
$
0.37
|
|
|
$
7.35
|
|
|
$
0.47
|
|
|
$
0.31
|
|
|
$
0.68
|
|
Diluted
|
0.37
|
|
|
7.35
|
|
|
0.47
|
|
|
0.31
|
|
|
0.68
|
|
Common
book value
|
26.36
|
|
|
25.85
|
|
|
18.83
|
|
|
18.24
|
|
|
18.03
|
|
Tangible
book value (non-GAAP)
|
25.53
|
|
|
24.97
|
|
|
17.88
|
|
|
17.24
|
|
|
16.96
|
|
Tangible
common book value (non-GAAP)
|
18.36
|
|
|
17.84
|
|
|
10.75
|
|
|
10.16
|
|
|
9.92
|
|
Shares
outstanding, end of period (4)
|
40,508,823
|
|
|
40,504,637
|
|
|
40,247,241
|
|
|
40,260,213
|
|
|
40,255,758
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At
Period End
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assets
|
$
9,724,790
|
|
|
$
9,670,493
|
|
|
$
9,577,346
|
|
|
$
9,462,849
|
|
|
$
9,600,188
|
|
Earning
assets
|
8,600,731
|
|
|
8,588,343
|
|
|
8,774,119
|
|
|
8,680,995
|
|
|
8,824,183
|
|
Portfolio
loans
|
5,430,904
|
|
|
5,521,748
|
|
|
5,528,063
|
|
|
5,529,535
|
|
|
5,672,327
|
|
Allowance
for loan losses
|
122,125
|
|
|
136,120
|
|
|
153,007
|
|
|
172,726
|
|
|
190,354
|
|
Deposits
|
7,302,965
|
|
|
7,287,709
|
|
|
7,490,362
|
|
|
7,394,941
|
|
|
7,539,904
|
|
Long-term
debt
|
852,481
|
|
|
853,042
|
|
|
853,599
|
|
|
854,185
|
|
|
855,670
|
|
Shareholders' equity
|
1,358,197
|
|
|
1,335,855
|
|
|
1,044,619
|
|
|
1,019,537
|
|
|
1,009,143
|
|
Average for the Quarter
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assets
|
$
9,723,587
|
|
|
$
9,429,050
|
|
|
$
9,521,386
|
|
|
$
9,523,184
|
|
|
$
9,596,275
|
|
Earning
assets
|
8,638,390
|
|
|
8,622,067
|
|
|
8,750,078
|
|
|
8,761,435
|
|
|
8,856,072
|
|
Portfolio
loans
|
5,501,400
|
|
|
5,517,726
|
|
|
5,508,528
|
|
|
5,632,432
|
|
|
5,663,058
|
|
Allowance
for loan losses
|
135,968
|
|
|
152,154
|
|
|
172,509
|
|
|
190,163
|
|
|
206,119
|
|
Deposits
|
7,323,753
|
|
|
7,317,653
|
|
|
7,441,693
|
|
|
7,452,137
|
|
|
7,546,615
|
|
Long-term
debt
|
852,776
|
|
|
853,333
|
|
|
853,912
|
|
|
856,206
|
|
|
862,479
|
|
Shareholders' equity
|
1,345,817
|
|
|
1,061,519
|
|
|
1,028,494
|
|
|
1,017,082
|
|
|
991,602
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial Ratios
(annualized)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on
average assets
|
0.86
|
%
|
|
12.93
|
%
|
|
1.05
|
%
|
|
0.76
|
%
|
|
1.36
|
%
|
Return on
average shareholders' equity
|
6.20
|
|
|
114.87
|
|
|
9.72
|
|
|
7.12
|
|
|
13.18
|
|
Average
shareholders' equity / average assets
|
13.84
|
|
|
11.26
|
|
|
10.80
|
|
|
10.68
|
|
|
10.33
|
|
Net
interest margin (FTE) (5)
|
3.57
|
|
|
3.60
|
|
|
3.56
|
|
|
3.62
|
|
|
3.63
|
|
Efficiency
ratio (non-GAAP)(6)
|
65.20
|
|
|
65.99
|
|
|
65.20
|
|
|
61.39
|
|
|
59.89
|
|
Allowance
for loan losses as a percent of portfolio loans
|
2.25
|
|
|
2.47
|
|
|
2.77
|
|
|
3.12
|
|
|
3.36
|
|
Allowance
for loan losses as a percent of nonperforming
loans(7)
|
191.29
|
|
|
161.53
|
|
|
202.56
|
|
|
197.56
|
|
|
190.09
|
|
Allowance
for loan losses as a percent of nonperforming
assets(7)
|
141.69
|
|
|
144.85
|
|
|
168.87
|
|
|
168.97
|
|
|
139.01
|
|
Nonperforming loans as a percent of portfolio
loans(7)
|
1.18
|
|
|
1.53
|
|
|
1.37
|
|
|
1.58
|
|
|
1.77
|
|
Nonperforming assets as a percent of total loans plus
ORAA(7)(8)
|
1.58
|
|
|
1.69
|
|
|
1.63
|
|
|
1.84
|
|
|
2.39
|
|
Nonperforming assets as a percent of total
assets(7)
|
0.89
|
|
|
0.97
|
|
|
0.95
|
|
|
1.08
|
|
|
1.43
|
|
Ratio of
net charge-offs during period to average portfolio loans
|
1.39
|
|
|
1.62
|
|
|
2.05
|
|
|
2.30
|
|
|
2.34
|
|
Leverage
ratio
|
9.66
|
|
|
9.77
|
|
|
8.71
|
|
|
8.45
|
|
|
8.21
|
|
Tier 1
capital ratio
|
15.09
|
|
|
14.70
|
|
|
13.70
|
|
|
13.51
|
|
|
12.81
|
|
Total
capital ratio
|
16.35
|
|
|
15.96
|
|
|
14.97
|
|
|
14.84
|
|
|
14.14
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)Second quarter 2012 benefit is directly
related to the restoration of the deferred tax asset.
|
(2)Net income attributable to common
shareholders includes a non-cash dividend to preferred shareholders
of $6.0 million in the third, second, and first quarters of
2012 and $5.9 million, and $5.8 million in the fourth, and
third quarters of 2011.
|
(3) Earnings per share in the second
quarter of 2012 includes a tax benefit of $6.85 per share related
to restoring the deferred tax asset.
|
(4)Includes participating shares which are
restricted stock units and restricted shares.
|
(5)Net interest margin is presented on an
annual basis, includes taxable equivalent adjustments to interest
income and is based on a tax rate of 35%.
|
(6)Efficiency ratio (non-GAAP) is
calculated as follows: (Noninterest expense-Losses on other real
estate ("ORE")-ORE expenses-Intangible amortization-Merger related
expenses)/(Net interest income+Taxable equivalent adjustment+Total
noninterst income-Investment securities gains(losses)).
|
(7)Nonperforming loans/assets exclude
troubled debt restructurings (TDRs) that are on an accrual status
and performing in accordance with their modified terms.
|
(8)Other real estate assets acquired
(ORAA) include loans held for sale.
|
|
|
|
|
|
|
|
|
|
|
|
Loan
Portfolios
(in
thousands)
|
September 30, 2012
|
|
June 30,
2012
|
|
March 31,
2012
|
|
December
31, 2011
|
|
September
30, 2011
|
|
|
|
|
|
|
|
|
|
|
|
|
Land
hold
|
$
4,984
|
|
$
5,119
|
|
$
5,387
|
|
$
6,542
|
|
$
6,818
|
|
Land
development
|
7,521
|
|
7,006
|
|
7,226
|
|
13,104
|
|
22,232
|
|
Construction
|
6,689
|
|
4,591
|
|
6,410
|
|
5,847
|
|
5,410
|
|
Income
producing
|
767,202
|
|
803,546
|
|
877,461
|
|
913,755
|
|
975,262
|
|
Owner-occupied
|
549,205
|
|
597,147
|
|
590,575
|
|
605,113
|
|
634,179
|
|
Total
commercial real estate
|
1,335,601
|
|
1,417,409
|
|
1,487,059
|
|
1,544,361
|
|
1,643,901
|
|
Commercial
and industrial
|
1,688,996
|
|
1,711,411
|
|
1,657,140
|
|
1,543,529
|
|
1,531,492
|
|
Total
commercial
|
3,024,597
|
|
3,128,820
|
|
3,144,199
|
|
3,087,890
|
|
3,175,393
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential mortgage
|
570,295
|
|
588,144
|
|
611,166
|
|
637,245
|
|
654,561
|
|
Direct
consumer
|
865,777
|
|
881,070
|
|
903,238
|
|
933,314
|
|
954,831
|
|
Indirect
consumer
|
970,235
|
|
923,714
|
|
869,460
|
|
871,086
|
|
887,542
|
|
Total
consumer
|
2,406,307
|
|
2,392,928
|
|
2,383,864
|
|
2,441,645
|
|
2,496,934
|
|
Total
portfolio loans
|
$
5,430,904
|
|
$
5,521,748
|
|
$
5,528,063
|
|
$
5,529,535
|
|
$
5,672,327
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Delinquency Rates By Loan Portfolio
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2012
|
June 30,
2012
|
March 31,
2012
|
December
31, 2011
|
September
30, 2011
|
30 to 89
days past due
(in
thousands)
|
$
|
% of
Portfolio
|
|
$
|
% of
Portfolio
|
|
$
|
% of
Portfolio
|
|
$
|
% of
Portfolio
|
|
$
|
% of
Portfolio
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Land
hold
|
$
---
|
---
|
%
|
$
---
|
---
|
%
|
$
---
|
---
|
%
|
$
21
|
0.32
|
%
|
$
---
|
---
|
%
|
Land
development
|
---
|
---
|
|
---
|
---
|
|
130
|
1.81
|
|
---
|
---
|
|
216
|
0.97
|
|
Construction
|
---
|
---
|
|
---
|
---
|
|
---
|
---
|
|
---
|
---
|
|
---
|
---
|
|
Income
producing
|
1,104
|
0.14
|
|
1,519
|
0.19
|
|
1,447
|
0.16
|
|
2,508
|
0.27
|
|
3,325
|
0.34
|
|
Owner-occupied
|
4,598
|
0.84
|
|
936
|
0.16
|
|
5,177
|
0.88
|
|
2,345
|
0.39
|
|
5,817
|
0.92
|
|
Total
commercial real estate
|
5,702
|
0.43
|
|
2,455
|
0.17
|
|
6,754
|
0.45
|
|
4,874
|
0.32
|
|
9,358
|
0.57
|
|
Commercial
and industrial
|
880
|
0.05
|
|
1,565
|
0.09
|
|
2,887
|
0.17
|
|
2,454
|
0.16
|
|
2,594
|
0.17
|
|
Total
commercial
|
6,582
|
0.22
|
|
4,020
|
0.13
|
|
9,641
|
0.31
|
|
7,328
|
0.24
|
|
11,952
|
0.38
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential mortgage
|
6,029
|
1.06
|
|
7,731
|
1.31
|
|
7,568
|
1.24
|
|
9,544
|
1.50
|
|
9,079
|
1.39
|
|
Direct
consumer
|
11,435
|
1.32
|
|
12,396
|
1.41
|
|
14,002
|
1.55
|
|
17,810
|
1.91
|
|
18,629
|
1.95
|
|
Indirect
consumer
|
7,514
|
0.77
|
|
8,504
|
0.92
|
|
8,780
|
1.01
|
|
13,067
|
1.50
|
|
9,898
|
1.12
|
|
Total
consumer
|
24,978
|
1.04
|
|
28,631
|
1.20
|
|
30,350
|
1.27
|
|
40,421
|
1.66
|
|
37,606
|
1.51
|
|
Total
delinquent loans
|
$
31,560
|
0.58
|
|
$
32,651
|
0.59
|
|
$
39,991
|
0.72
|
|
$
47,749
|
0.86
|
|
$
49,558
|
0.87
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nonperforming Assets
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2012
|
June 30,
2012
|
March 31,
2012
|
December
31, 2011
|
September
30, 2011
|
(in
thousands)
|
$
|
% of
Portfolio
|
|
$
|
% of
Portfolio
|
|
$
|
% of
Portfolio
|
|
$
|
% of
Portfolio
|
|
$
|
% of
Portfolio
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Land
hold
|
$
326
|
6.54
|
%
|
$
326
|
6.37
|
%
|
$
---
|
---
|
%
|
$
---
|
---
|
%
|
$
167
|
2.45
|
%
|
Land
development
|
3
|
0.04
|
|
3
|
0.05
|
|
207
|
2.87
|
|
213
|
1.62
|
|
12
|
0.05
|
|
Construction
|
---
|
---
|
|
---
|
---
|
|
150
|
2.34
|
|
150
|
2.57
|
|
257
|
4.76
|
|
Income
producing
|
12,904
|
1.68
|
|
19,408
|
2.42
|
|
18,566
|
2.12
|
|
21,171
|
2.32
|
|
23,227
|
2.38
|
|
Owner-occupied
|
13,146
|
2.39
|
|
18,187
|
3.05
|
|
20,716
|
3.51
|
|
23,798
|
3.93
|
|
27,540
|
4.34
|
|
Total commercial real estate
|
26,379
|
1.98
|
|
37,924
|
2.68
|
|
39,639
|
2.67
|
|
45,332
|
2.94
|
|
51,203
|
3.11
|
|
Commercial
and industrial
|
9,190
|
0.54
|
|
21,676
|
1.27
|
|
14,629
|
0.88
|
|
16,946
|
1.10
|
|
18,536
|
1.21
|
|
Total nonaccruing commercial
|
35,569
|
1.18
|
|
59,600
|
1.90
|
|
54,268
|
1.73
|
|
62,278
|
2.02
|
|
69,739
|
2.20
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential mortgage
|
15,271
|
2.68
|
|
13,474
|
2.29
|
|
11,137
|
1.82
|
|
11,312
|
1.78
|
|
13,074
|
2.00
|
|
Direct
consumer
|
10,552
|
1.22
|
|
9,263
|
1.05
|
|
8,895
|
0.98
|
|
12,115
|
1.30
|
|
14,704
|
1.54
|
|
Indirect
consumer
|
2,391
|
0.25
|
|
1,875
|
0.20
|
|
1,074
|
0.12
|
|
953
|
0.11
|
|
1,256
|
0.14
|
|
Total nonaccruing consumer
|
28,214
|
1.17
|
|
24,612
|
1.03
|
|
21,106
|
0.89
|
|
24,380
|
1.00
|
|
29,034
|
1.16
|
|
Total nonaccruing loans
|
63,783
|
1.17
|
|
84,212
|
1.53
|
|
75,374
|
1.37
|
|
86,658
|
1.57
|
|
98,773
|
1.74
|
|
Loans 90+
days still accruing
|
60
|
---
|
|
59
|
---
|
|
164
|
---
|
|
770
|
0.01
|
|
1,368
|
0.02
|
|
Total nonperforming portfolio loans
|
63,843
|
1.18
|
|
84,271
|
1.53
|
|
75,538
|
1.37
|
|
87,428
|
1.58
|
|
100,141
|
1.77
|
|
Nonperforming held for sale
|
16,650
|
|
|
887
|
|
|
3,264
|
|
|
2,372
|
|
|
20,134
|
|
|
Other
repossessed assets acquired
|
5,700
|
|
|
8,817
|
|
|
11,803
|
|
|
12,422
|
|
|
16,665
|
|
|
Total nonperforming
assets
|
$
86,193
|
|
|
$
93,975
|
|
|
$
90,605
|
|
|
$
102,222
|
|
|
$
136,940
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructured loans still accruing
|
$
21,433
|
|
|
$
18,187
|
|
|
$
17,911
|
|
|
$
32,347
|
|
|
$
12,206
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial
inflows
|
$
4,572
|
|
|
$
23,828
|
|
|
$
14,027
|
|
|
$
13,269
|
|
|
$
23,901
|
|
|
Commercial
outflows
|
(28,603)
|
|
|
(18,496)
|
|
|
(22,037)
|
|
|
(20,730)
|
|
|
(17,611)
|
|
|
Net
change
|
$
(24,031)
|
|
|
$
5,332
|
|
|
$
(8,010)
|
|
|
$
(7,461)
|
|
|
$
6,290
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
Charge-Offs
|
Three
Months Ended
|
|
September 30, 2012
|
June 30,
2012
|
March 31,
2012
|
December
31, 2011
|
September
30, 2011
|
(in
thousands)
|
$
|
% of
Portfolio*
|
|
$
|
% of
Portfolio*
|
|
$
|
% of
Portfolio*
|
|
$
|
% of
Portfolio*
|
|
$
|
% of
Portfolio*
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Land
hold
|
$
---
|
---
|
%
|
$
(58)
|
(4.58)
|
%
|
$
---
|
---
|
%
|
$
(33)
|
(2.00)
|
%
|
$
---
|
---
|
%
|
Land
development
|
(8)
|
(0.45)
|
|
100
|
5.76
|
|
(83)
|
(4.64)
|
|
3,079
|
93.21
|
|
43
|
0.76
|
|
Construction
|
(21)
|
(1.24)
|
|
14
|
1.24
|
|
(101)
|
(6.33)
|
|
(4)
|
(0.24)
|
|
(5)
|
(0.34)
|
|
Income
producing
|
2,582
|
1.34
|
|
3,100
|
1.55
|
|
4,151
|
1.90
|
|
11,924
|
5.18
|
|
3,156
|
1.28
|
|
Owner-occupied
|
1,891
|
1.37
|
|
2,384
|
1.61
|
|
2,537
|
1.73
|
|
5,791
|
3.80
|
|
2,129
|
1.33
|
|
Total commercial real estate
|
4,444
|
1.32
|
|
5,540
|
1.57
|
|
6,504
|
1.76
|
|
20,757
|
5.33
|
|
5,323
|
1.28
|
|
Commercial
and industrial
|
5,363
|
1.26
|
|
5,249
|
1.23
|
|
3,029
|
0.74
|
|
1,032
|
0.27
|
|
1,225
|
0.32
|
|
Total commercial
|
9,807
|
1.29
|
|
10,789
|
1.39
|
|
9,533
|
1.22
|
|
21,789
|
2.80
|
|
6,548
|
0.82
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential mortgage
|
2,515
|
1.75
|
|
3,506
|
2.40
|
|
5,076
|
3.34
|
|
1,170
|
0.73
|
|
18,364
|
11.13
|
|
Direct
consumer
|
4,790
|
2.20
|
|
5,666
|
2.59
|
|
10,935
|
4.87
|
|
6,930
|
2.95
|
|
5,710
|
2.37
|
|
Indirect
consumer
|
2,078
|
0.85
|
|
2,225
|
0.97
|
|
2,572
|
1.19
|
|
2,746
|
1.25
|
|
2,797
|
1.25
|
|
Total consumer
|
9,383
|
1.55
|
|
11,397
|
1.92
|
|
18,583
|
3.14
|
|
10,846
|
1.76
|
|
26,871
|
4.27
|
|
Total net charge-offs
|
$
19,190
|
1.39
|
|
$
22,186
|
1.62
|
|
$
28,116
|
2.05
|
|
$
32,635
|
2.30
|
|
$
33,419
|
2.34
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
*
Represents an annualized rate.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Summary of Loan Loss
Experience
|
|
|
|
|
|
|
|
Three
Months Ended
|
|
|
|
|
|
|
|
|
September 30,
|
|
June
30,
|
|
March
31,
|
|
December
31,
|
|
September
30,
|
|
(in
thousands)
|
|
|
|
2012
|
|
2012
|
|
2012
|
|
2011
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Allowance
for loan losses - beginning of period
|
|
$
136,120
|
|
$
153,007
|
|
$
172,726
|
|
$
190,354
|
|
$
206,292
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision
for loan losses
|
|
|
|
5,195
|
|
5,299
|
|
8,397
|
|
15,007
|
|
17,481
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Charge-offs:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial
and industrial
|
|
|
|
4,552
|
|
3,667
|
|
2,388
|
|
1,489
|
|
994
|
|
|
Small
business
|
|
|
|
1,039
|
|
2,271
|
|
1,265
|
|
399
|
|
1,132
|
|
|
Commercial
real estate
|
|
|
|
5,452
|
|
8,093
|
|
8,997
|
|
21,581
|
|
5,860
|
|
|
Total
commercial
|
|
|
|
11,043
|
|
14,031
|
|
12,650
|
|
23,470
|
|
7,986
|
|
|
Residential mortgage
|
|
|
|
3,261
|
|
3,972
|
|
5,210
|
|
1,366
|
|
18,369
|
|
|
Direct
consumer
|
|
|
|
6,067
|
|
7,168
|
|
11,527
|
|
7,544
|
|
6,398
|
|
|
Indirect
consumer
|
|
|
|
3,172
|
|
3,157
|
|
3,251
|
|
3,229
|
|
3,430
|
|
|
Total
charge-offs
|
|
|
|
23,543
|
|
28,328
|
|
32,638
|
|
35,609
|
|
36,183
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Recoveries:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial
and industrial
|
|
|
|
108
|
|
577
|
|
376
|
|
609
|
|
721
|
|
|
Small
business
|
|
|
|
120
|
|
112
|
|
248
|
|
248
|
|
180
|
|
|
Commercial
real estate
|
|
|
|
1,008
|
|
2,553
|
|
2,493
|
|
824
|
|
537
|
|
|
Total
commercial
|
|
|
|
1,236
|
|
3,242
|
|
3,117
|
|
1,681
|
|
1,438
|
|
|
Residential mortgage
|
|
|
|
746
|
|
466
|
|
134
|
|
197
|
|
5
|
|
|
Direct
consumer
|
|
|
|
1,277
|
|
1,502
|
|
592
|
|
613
|
|
688
|
|
|
Indirect
consumer
|
|
|
|
1,094
|
|
932
|
|
679
|
|
483
|
|
633
|
|
|
Total
recoveries
|
|
|
|
4,353
|
|
6,142
|
|
4,522
|
|
2,974
|
|
2,764
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
charge-offs
|
|
|
|
19,190
|
|
22,186
|
|
28,116
|
|
32,635
|
|
33,419
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Allowance
for loan losses - end of period
|
|
$
122,125
|
|
$
136,120
|
|
$
153,007
|
|
$
172,726
|
|
$
190,354
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Reconciliation
|
|
|
|
|
|
|
September 30,
|
June
30,
|
March
31,
|
December
31,
|
September
30,
|
(in
thousands)
|
2012
|
2012
|
2012
|
2011
|
2011
|
Efficiency Ratio (non-GAAP)
|
|
|
|
|
|
Net
interest income (A)
|
$
75,805
|
$
75,680
|
$
76,119
|
$
78,049
|
$
78,841
|
Taxable
equivalent adjustment (B)
|
1,503
|
1,532
|
1,571
|
1,670
|
1,827
|
Investment
securities gains (losses) (C)
|
---
|
---
|
---
|
38
|
3
|
Noninterest income (D)
|
23,710
|
22,345
|
24,240
|
24,363
|
24,427
|
Noninterest expense (E)
|
72,055
|
66,339
|
67,101
|
66,640
|
65,411
|
(Gains)
losses on ORE and ORE expenses (F)
|
1,264
|
93
|
65
|
2,076
|
1,739
|
Intangible
amortization (G)
|
513
|
545
|
578
|
688
|
732
|
Merger-related expenses (H)
|
4,411
|
---
|
---
|
---
|
---
|
Efficiency ratio:
(E-F-G-H)/(A+B-C+D)(non-GAAP)
|
65.20%
|
65.99%
|
65.20%
|
61.39%
|
59.89%
|
|
|
|
|
|
|
Tangible Common Equity to Tangible Assets
(non-GAAP)
|
|
|
|
|
|
Total
assets
|
$
9,724,790
|
$
9,670,493
|
$
9,577,346
|
$
9,462,849
|
$
9,600,188
|
Goodwill
|
(318,150)
|
(318,150)
|
(318,150)
|
(318,150)
|
(318,150)
|
Other
intangible assets
|
(5,792)
|
(6,305)
|
(6,850)
|
(7,428)
|
(8,116)
|
Tangible
assets (non-GAAP)
|
$
9,400,848
|
$
9,346,038
|
$
9,252,346
|
$
9,137,271
|
$
9,273,922
|
|
|
|
|
|
|
Total
shareholders' equity
|
$
1,358,197
|
$
1,335,855
|
$
1,044,619
|
$
1,019,537
|
$
1,009,143
|
Goodwill
|
(318,150)
|
(318,150)
|
(318,150)
|
(318,150)
|
(318,150)
|
Other
intangible assets
|
(5,792)
|
(6,305)
|
(6,850)
|
(7,428)
|
(8,116)
|
Tangible
equity (non-GAAP)
|
$
1,034,255
|
$
1,011,400
|
$
719,619
|
$
693,959
|
$
682,877
|
|
|
|
|
|
|
Tangible
equity
|
$
1,034,255
|
$
1,011,400
|
$
719,619
|
$
693,959
|
$
682,877
|
Preferred
stock
|
(290,580)
|
(288,723)
|
(286,901)
|
(285,114)
|
(283,360)
|
Tangible
common equity (non-GAAP)
|
$
743,675
|
$
722,677
|
$
432,718
|
$
408,845
|
$
399,517
|
|
|
|
|
|
|
Tier
1 Common Equity (non-GAAP)
|
|
|
|
|
|
Total
shareholders' equity
|
$
1,358,197
|
$
1,335,855
|
$
1,044,619
|
$
1,019,537
|
$
1,009,143
|
Qualifying
capital securities
|
73,667
|
73,667
|
73,667
|
73,667
|
73,667
|
Goodwill
|
(318,150)
|
(318,150)
|
(318,150)
|
(318,150)
|
(318,150)
|
Accumulated other comprehensive loss
|
5,649
|
10,268
|
1,955
|
5,820
|
1,075
|
Disallowed
deferred tax asset
|
(235,461)
|
(235,529)
|
---
|
---
|
---
|
Other
intangible assets
|
(5,792)
|
(6,305)
|
(6,850)
|
(7,428)
|
(8,116)
|
Tier 1
capital (regulatory)
|
$
878,110
|
$
859,806
|
$
795,241
|
$
773,446
|
$
757,619
|
|
|
|
|
|
|
Tier 1
capital (regulatory)
|
$
878,110
|
$
859,806
|
$
795,241
|
$
773,446
|
$
757,619
|
Qualifying
capital securities
|
(73,667)
|
(73,667)
|
(73,667)
|
(73,667)
|
(73,667)
|
Preferred
stock
|
(290,580)
|
(288,723)
|
(286,901)
|
(285,114)
|
(283,360)
|
Total Tier
1 common equity (non-GAAP)
|
$
513,863
|
$
497,416
|
$
434,673
|
$
414,665
|
$
400,592
|
|
|
|
|
|
|
Net
risk-weighted assets (regulatory)
|
$
5,821,748
|
$
5,851,871
|
$
5,803,811
|
$
5,723,333
|
$
5,912,527
|
|
|
|
|
|
|
Equity
to assets
|
13.97%
|
13.81%
|
10.91%
|
10.77%
|
10.51%
|
Tier 1
common equity(non-GAAP)
|
8.83
|
8.50
|
7.49
|
7.24
|
6.77
|
Tangible equity to tangible
assets(non-GAAP)
|
11.00
|
10.82
|
7.78
|
7.59
|
7.36
|
Tangible common equity to tangible
assets(non-GAAP)
|
7.91
|
7.73
|
4.68
|
4.47
|
4.31
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Reconciliation
|
|
|
|
|
|
Adjusted earnings per share
|
|
Nine
Months Ended
|
|
|
|
September
30,
|
|
(in thousands,
except per share amounts)
|
|
2012
|
|
2011
|
|
|
|
|
|
|
|
Earnings per Share
|
|
|
|
|
|
Diluted
net income (loss) per share
|
|
$
8.19
|
|
$
(0.73)
|
|
Restoration of the deferred tax asset
|
|
6.82
|
|
---
|
|
Diluted
net income (loss) per share (non-GAAP)
|
|
$
1.37
|
|
$
(0.73)
|
|
|
|
|
|
|
|
An
itemized reconciliation between net income on a GAAP basis and net
income excluding the benefit of restoring the deferred tax asset
(non-GAAP) follows:
|
|
|
|
|
|
|
|
Numerator:
|
|
|
|
|
|
Net income
(loss)
|
|
$
349,028
|
|
$
(11,577)
|
|
Restoration of the deferred tax asset
|
|
(275,484)
|
|
---
|
|
Net income
(loss) (non-GAAP)
|
|
73,544
|
|
(11,577)
|
|
Dividend
on redeemable preferred stock
|
|
(18,127)
|
|
(17,088)
|
|
Net income
(loss) attributable to common shareholders (non-GAAP)
|
|
55,417
|
|
(28,665)
|
|
Net income
allocated to participating securities
|
|
1,268
|
|
---
|
|
Net income
(loss) after allocation to participating securities
(non-GAAP)
|
|
$
54,149
|
|
$
(28,665)
|
|
|
|
|
|
|
|
Denominator:
|
|
|
|
|
|
Weighted
average shares outstanding for basic and dilutive earnings per
common share
|
|
39,469
|
|
39,418
|
|
|
|
|
|
|
|
Basic net
income (loss) per common share (non-GAAP)
|
|
$
1.37
|
|
$
(0.73)
|
|
Diluted
net income (loss) per common share (non-GAAP)
|
|
1.37
|
|
(0.73)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pre-tax
pre-provision profit (non-GAAP)
|
Three
Months Ended
|
(in
thousands)
|
September
30,
2012
|
|
June 30,
2012
|
|
March
31,
2012
|
|
December
31,
2011
|
|
September
30,
2011
|
|
Net
income
|
$
20,991
|
|
$
303,176
|
|
$
24,861
|
|
$
18,244
|
|
$
32,944
|
|
Income tax
provision (benefit)
|
1,274
|
|
(276,789)
|
|
---
|
|
2,521
|
|
(12,568)
|
|
Provision
for loan losses
|
5,195
|
|
5,299
|
|
8,397
|
|
15,007
|
|
17,481
|
|
Net losses
(gains) on loans held for sale
|
184
|
|
(6)
|
|
(916)
|
|
217
|
|
(1,952)
|
|
Investment
securities (gains) losses
|
---
|
|
---
|
|
---
|
|
(38)
|
|
(3)
|
|
Losses
(gains) on other real estate (ORE)
|
941
|
|
(173)
|
|
(385)
|
|
1,081
|
|
1,210
|
|
Merger-related expenses(1)
|
4,411
|
|
---
|
|
---
|
|
---
|
|
---
|
|
Fair-value
adjustment on bank owned life insurance(2)
|
(31)
|
|
118
|
|
(205)
|
|
(100)
|
|
385
|
|
Fair-value
adjustment on swaps (2)
|
83
|
|
74
|
|
(61)
|
|
(46)
|
|
268
|
|
Pre-tax
pre-provision profit (non-GAAP)
|
$
33,048
|
|
$
31,699
|
|
$
31,691
|
|
$
36,886
|
|
$
37,765
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)Merger-related expenses are contained
in line item "Professional services" on Consolidated Statements of
Operations.
|
(2)Fair-value adjustment amounts contained
in line item "Other income" on Consolidated Statements of
Operations.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest Income and Noninterest
Expense
|
|
Three
Months Ended
|
|
|
September 30,
|
|
June
30,
|
|
March
31,
|
|
December
31,
|
|
September
30,
|
(in
thousands)
|
|
2012
|
|
2012
|
|
2012
|
|
2011
|
|
2011
|
Service
charges on deposit accounts
|
|
$
9,554
|
|
$
9,355
|
|
$
8,985
|
|
$
9,724
|
|
$
10,362
|
Trust
fees
|
|
3,635
|
|
3,582
|
|
3,602
|
|
3,747
|
|
3,622
|
Mortgage
and other loan income
|
|
2,028
|
|
1,952
|
|
1,858
|
|
2,705
|
|
2,089
|
Brokerage
and investment fees
|
|
1,831
|
|
1,331
|
|
1,324
|
|
1,243
|
|
1,188
|
Card-based
and other nondeposit fees
|
|
4,431
|
|
4,444
|
|
4,265
|
|
4,305
|
|
4,475
|
Gains
(losses) on loans held for sale
|
|
(184)
|
|
6
|
|
916
|
|
(217)
|
|
1,952
|
Investment
securities gains
|
|
---
|
|
---
|
|
---
|
|
38
|
|
3
|
Other
income
|
|
2,415
|
|
1,675
|
|
3,290
|
|
2,818
|
|
736
|
Total
noninterest income
|
|
$
23,710
|
|
$
22,345
|
|
$
24,240
|
|
$
24,363
|
|
$
24,427
|
|
|
|
|
|
|
|
|
|
|
|
Salaries
and employee benefits
|
|
$
33,589
|
|
$
32,801
|
|
$
33,298
|
|
$
30,952
|
|
$
30,280
|
Occupancy
|
|
6,129
|
|
6,140
|
|
6,696
|
|
6,326
|
|
6,125
|
Professional services(1)
|
|
6,806
|
|
2,465
|
|
2,023
|
|
2,311
|
|
2,394
|
Equipment
|
|
2,937
|
|
2,904
|
|
3,303
|
|
3,326
|
|
2,918
|
Data
processing services
|
|
4,427
|
|
3,721
|
|
4,048
|
|
3,709
|
|
3,823
|
Advertising and public relations
|
|
1,847
|
|
1,708
|
|
1,335
|
|
1,298
|
|
2,179
|
Postage
and delivery
|
|
1,157
|
|
1,119
|
|
1,099
|
|
1,165
|
|
1,142
|
Other loan
expenses
|
|
3,121
|
|
3,266
|
|
3,186
|
|
3,497
|
|
3,941
|
Losses
(gains) on other real estate (ORE)
|
|
941
|
|
(173)
|
|
(385)
|
|
1,081
|
|
1,210
|
ORE
expenses
|
|
323
|
|
266
|
|
450
|
|
995
|
|
529
|
Intangible
asset amortization
|
|
513
|
|
545
|
|
578
|
|
688
|
|
732
|
Other
expense
|
|
10,265
|
|
11,577
|
|
11,470
|
|
11,292
|
|
10,138
|
Total
noninterest expense
|
|
$
72,055
|
|
$
66,339
|
|
$
67,101
|
|
$
66,640
|
|
$
65,411
|
|
|
|
|
|
|
|
|
|
|
|
(1)Includes merger-related expenses of
$4.4 million in the three months ended September 30,
2012.
|
|
|
|
|
Average Balances, Yields and
Rates
|
|
|
|
|
|
|
|
|
|
|
|
|
Three
Months Ended
|
|
|
September 30, 2012
|
|
June 30,
2012
|
|
September
30, 2011
|
|
|
Average
|
Average
|
|
Average
|
Average
|
|
Average
|
Average
|
|
(in
thousands)
|
Balance
|
Rate
|
|
Balance
|
Rate
|
|
Balance
|
Rate
|
|
Earning Assets
|
|
|
|
|
|
|
|
|
|
|
|
Money
market investments
|
$
238,492
|
0.25
|
%
|
$
184,670
|
0.25
|
%
|
$
270,422
|
0.25
|
%
|
Investment
securities:
|
|
|
|
|
|
|
|
|
|
|
|
Taxable
|
2,557,793
|
2.51
|
|
|
2,577,646
|
2.48
|
|
|
2,536,944
|
3.23
|
|
Tax-exempt
|
205,572
|
6.46
|
|
|
209,421
|
6.46
|
|
|
242,494
|
6.63
|
|
FHLB and
Federal Reserve stock
|
122,123
|
3.90
|
|
|
119,413
|
3.87
|
|
|
123,906
|
3.13
|
|
Portfolio
loans:
|
|
|
|
|
|
|
|
|
|
|
|
Commercial
and industrial
|
1,713,382
|
5.42
|
|
|
1,665,640
|
5.45
|
|
|
1,440,968
|
5.24
|
|
Commercial
real estate
|
1,382,873
|
4.81
|
|
|
1,465,135
|
5.04
|
|
|
1,678,996
|
5.07
|
|
Residential mortgage
|
580,002
|
4.36
|
|
|
601,439
|
4.36
|
|
|
693,494
|
4.45
|
|
Direct
consumer
|
873,057
|
5.81
|
|
|
890,957
|
5.88
|
|
|
967,443
|
6.00
|
|
Indirect
consumer
|
952,086
|
6.05
|
|
|
894,555
|
6.15
|
|
|
882,157
|
6.56
|
|
Total
portfolio loans
|
5,501,400
|
5.33
|
|
|
5,517,726
|
5.40
|
|
|
5,663,058
|
5.43
|
|
Loans held
for sale
|
13,010
|
3.40
|
|
|
13,191
|
3.40
|
|
|
19,248
|
4.44
|
|
Total earning assets
|
8,638,390
|
4.36
|
|
|
8,622,067
|
4.42
|
|
|
8,856,072
|
4.64
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nonearning Assets
|
|
|
|
|
|
|
|
|
|
|
|
Cash and
due from banks
|
145,961
|
|
|
|
141,122
|
|
|
|
147,044
|
|
|
Premises
and equipment
|
92,775
|
|
|
|
94,836
|
|
|
|
99,835
|
|
|
Investment
security fair value adjustment
|
54,807
|
|
|
|
53,672
|
|
|
|
46,558
|
|
|
Other
nonearning assets
|
927,622
|
|
|
|
669,507
|
|
|
|
652,885
|
|
|
Allowance
for loan losses
|
(135,968)
|
|
|
|
(152,154)
|
|
|
|
(206,119)
|
|
|
Total
assets
|
$
9,723,587
|
|
|
|
$
9,429,050
|
|
|
|
$
9,596,275
|
|
|
Interest-Bearing Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
Deposits:
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing demand deposits
|
$
1,073,294
|
0.13
|
|
|
$
988,884
|
0.14
|
|
|
$
976,637
|
0.21
|
|
Savings
deposits
|
2,602,216
|
0.20
|
|
|
2,677,524
|
0.23
|
|
|
2,648,640
|
0.33
|
|
Time
deposits
|
1,825,144
|
1.55
|
|
|
1,916,294
|
1.57
|
|
|
2,380,333
|
1.80
|
|
Short-term
borrowings
|
45,974
|
0.10
|
|
|
37,148
|
0.13
|
|
|
43,445
|
0.18
|
|
Long-term
debt
|
852,776
|
3.89
|
|
|
853,333
|
3.94
|
|
|
862,479
|
4.19
|
|
Total
interest-bearing liabilities
|
6,399,404
|
1.06
|
|
|
6,473,183
|
1.10
|
|
|
6,911,534
|
1.30
|
|
Noninterest-Bearing Liabilities and
Shareholders' Equity
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest-bearing demand
|
1,823,099
|
|
|
|
1,734,951
|
|
|
|
1,541,005
|
|
|
Other
liabilities
|
155,267
|
|
|
|
159,397
|
|
|
|
152,134
|
|
|
Shareholders' equity
|
1,345,817
|
|
|
|
1,061,519
|
|
|
|
991,602
|
|
|
Total
liabilities and shareholders' equity
|
$
9,723,587
|
|
|
|
$
9,429,050
|
|
|
|
$
9,596,275
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest Spread
|
|
3.29
|
%
|
|
3.32
|
%
|
|
3.34
|
%
|
Contribution of noninterest bearing sources of
funds
|
|
0.28
|
|
|
|
0.28
|
|
|
|
0.29
|
|
Net
Interest Margin
|
|
3.57
|
%
|
|
3.60
|
%
|
|
3.63
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average Balances, Yields and
Rates
|
|
|
|
Nine
Months Ended
|
|
|
|
|
September
30,
|
|
|
|
|
|
2012
|
|
2011
|
|
|
|
|
Average
|
Average
|
|
|
Average
|
Average
|
|
(in
thousands)
|
|
|
|
Balance
|
Rate
|
|
|
Balance
|
Rate
|
|
Earning Assets
|
|
|
|
|
|
|
|
|
|
|
|
Money
market investments
|
|
|
|
|
$
257,535
|
0.25
|
%
|
|
$
362,983
|
0.25
|
%
|
Investment
securities:
|
|
|
|
|
|
|
|
|
|
|
|
Taxable
|
|
|
|
|
2,561,262
|
2.57
|
|
|
2,432,220
|
3.33
|
|
Tax-exempt
|
|
|
|
|
210,096
|
6.45
|
|
|
258,524
|
6.67
|
|
FHLB and
Federal Reserve stock
|
|
|
|
|
119,834
|
3.88
|
|
|
134,998
|
3.11
|
|
Portfolio
loans:
|
|
|
|
|
|
|
|
|
|
|
|
Commercial
and industrial
|
|
|
|
|
1,651,213
|
5.49
|
|
|
1,404,081
|
5.07
|
|
Commercial
real estate
|
|
|
|
|
1,456,217
|
4.97
|
|
|
1,828,800
|
5.14
|
|
Residential mortgage
|
|
|
|
|
602,970
|
4.35
|
|
|
718,039
|
4.68
|
|
Direct
consumer
|
|
|
|
|
894,603
|
5.86
|
|
|
994,185
|
6.06
|
|
Indirect
consumer
|
|
|
|
|
904,188
|
6.20
|
|
|
847,878
|
6.68
|
|
Total
portfolio loans
|
|
|
|
|
5,509,191
|
5.40
|
|
|
5,792,983
|
5.44
|
|
Loans held
for sale
|
|
|
|
|
12,145
|
3.72
|
|
|
26,739
|
3.65
|
|
Total earning assets
|
|
|
|
|
8,670,063
|
4.42
|
|
|
9,008,447
|
4.66
|
|
Nonearning Assets
|
|
|
|
|
|
|
|
|
|
|
|
Cash and
due from banks
|
|
|
|
|
143,373
|
|
|
|
143,254
|
|
|
Premises
and equipment
|
|
|
|
|
94,858
|
|
|
|
101,846
|
|
|
Investment
security fair value adjustment
|
|
|
|
|
52,778
|
|
|
|
44,256
|
|
|
Other
nonearning assets
|
|
|
|
|
751,020
|
|
|
|
662,565
|
|
|
Allowance
for loan losses
|
|
|
|
|
(153,480)
|
|
|
|
(241,431)
|
|
|
Total
assets
|
|
|
|
|
$
9,558,612
|
|
|
|
$
9,718,937
|
|
|
Interest-Bearing Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
Deposits:
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing demand deposits
|
|
|
|
|
$
1,012,171
|
0.15
|
|
|
$
958,634
|
0.22
|
|
Savings
deposits
|
|
|
|
|
2,662,533
|
0.24
|
|
|
2,633,255
|
0.37
|
|
Time
deposits
|
|
|
|
|
1,956,304
|
1.60
|
|
|
2,564,001
|
1.88
|
|
Short-term
borrowings
|
|
|
|
|
40,621
|
0.14
|
|
|
41,999
|
0.18
|
|
Long-term
debt
|
|
|
|
|
853,339
|
3.95
|
|
|
912,755
|
4.16
|
|
Total
interest-bearing liabilities
|
|
|
|
|
6,524,968
|
1.12
|
|
|
7,110,644
|
1.38
|
|
Noninterest-Bearing Liabilities and
Shareholders' Equity
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest-bearing demand
|
|
|
|
|
1,729,889
|
|
|
|
1,470,866
|
|
|
Other
liabilities
|
|
|
|
|
157,746
|
|
|
|
151,525
|
|
|
Shareholders' equity
|
|
|
|
|
1,146,009
|
|
|
|
985,902
|
|
|
Total
liabilities and shareholders' equity
|
|
|
|
|
$
9,558,612
|
|
|
|
$
9,718,937
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest Spread
|
|
|
|
|
|
3.30
|
%
|
|
|
3.28
|
%
|
Contribution of noninterest bearing sources of
funds
|
|
|
|
|
|
0.28
|
|
|
|
0.29
|
|
Net
Interest Margin
|
|
|
|
|
|
3.58
|
%
|
|
|
3.57
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SOURCE Citizens Republic Bancorp, Inc.