TowneBank (the “Bank” or “Company”) (NASDAQ:TOWN) today reported
record financial results for the three and nine months ended
September 30, 2017. Earnings for the quarter ended
September 30, 2017 were $27.15 million, a 12.30% increase
from the $24.18 million for the same quarter in 2016.
Fully diluted earnings per share were $0.44 per share, up
12.82% from $0.39 per share in third quarter 2016.
Earnings for the year-to-date period were $75.33 million
compared to $48.25 million earned in the same period of
2016. Fully diluted earnings per share were $1.21 compared to
$0.87 for the nine months ended September 30, 2016.
Excluding certain items affecting comparability, earnings for
the year-to-date period were $74.31 million (non-GAAP), or
$1.19 (non-GAAP) per diluted share, compared to the
$61.60 million (non-GAAP), or $1.12 (non-GAAP) per diluted
share, earned in the same period of 2016.
The Bank’s quarterly dividend was $0.14 per share resulting in
total common dividends of $8.77 million. The current
dividend represents an increase of 7.7% over the dividend paid
during the same quarter of 2016.
“We are pleased to announce another quarter of record earnings,
as we saw continued strength in our asset quality metrics and solid
improvements in noninterest expenses, while producing a return on
average assets of 1.26% and a return on average equity of 9.49%,”
said G. Robert Aston, Jr., Chairman and Chief Executive
Officer. “In addition, we completed a $250 million
subordinated debt offering in July, which allowed us to bolster our
risk-based capital ratio and reduce our CRE concentration ratio in
advance of our anticipated merger with Paragon in first quarter
2017.”
Third Quarter 2017 Performance
Highlights
• Total revenues were $115.34 million, an increase of
$5.91 million, or 5.40% from third quarter 2016
- Taxable equivalent net interest margin was 3.43%, including
accretion of 12 basis points, compared to 3.55%, including
accretion of 17 basis points, for 2016
- Property management fee revenue increased $3.56 million,
or 81.21%
- Insurance segment total revenue increased 8.02% to
$14.28 million
• Loans held for investment increased
$258.84 million, or 4.58% from September 30,
2016
• Total deposits were $6.55 billion, an increase
of $401.51 million, or 6.53%, from third quarter 2016
- Noninterest bearing deposits increased by 12.04%, to
$2.21 billion, representing 33.78% of total deposits
- Total cost of deposits increased to 0.47% from 0.38% at
September 30, 2016
• Issued $250.0 million of fixed to variable
rate 10-year subordinated notes at a fixed rate of 4.50% for the
first five years
- Issuance resulted in a reduction of 12 basis points to net
interest margin
- Treated as Tier 2 capital for regulatory purposes at September
30, 2017
• Asset quality showed continued strength
- Nonperforming assets declined to $33.89 million, or 0.39%
of total assets compared to $34.22 million, or 0.44%, at
September 30, 2016
- Nonperforming loans were 0.15% of period end loans
- Foreclosed property decreased to $21.50 million
• The Bank remained well-capitalized
- Common equity tier 1 capital ratio of 12.36%
- Tier 1 leverage capital ratio of 10.14%
- Tier 1 risk-based capital ratio of 12.40%
- Total risk-based capital ratio of 16.71%
- Book value increased to $18.04
- Tangible book value increased to $13.08
Third Quarter 2017 Earnings Compared to
Third Quarter 2016
Net income for the third quarter was $27.15 million, or
$0.44 per diluted share, versus $24.18 million, or
$0.39 per diluted share, in 2016, reflecting growth in net
interest income and noninterest income as compared to the prior
year period.
Net Interest IncomeNet interest income
increased to $65.92 million, a $3.32 million, or 5.30%,
increase from the third quarter of 2016. The primary driver
was the growth in average earning assets, which increased
$621.75 million, or 8.77%, while tax-equivalent net interest
margin decreased to 3.43% in the current quarter from 3.55% in
third quarter 2016. The subordinated note issuance in July
2017 resulted in additional interest expense of $2.37 million
in third quarter 2017 and a temporary reduction of 12 basis
points to net interest margin, subject to the leveraging of the
proceeds into earning assets. Accretion income added
$2.36 million, or 12 basis points, to margin in the
current quarter as compared to $2.63 million, or 17 basis
points, in the third quarter of 2016.
Noninterest IncomeNoninterest income was
$49.42 million for the third quarter of 2017, an increase of
$2.60 million, or 5.54%, from the third quarter of 2016.
Residential mortgage banking income decreased $2.34 million,
or 10.93%, from the third quarter of 2016 primarily due to lower
production volumes. Mortgage production was
$0.95 billion in third quarter 2017, which was
$299.02 million lower than third quarter 2016 production of
$1.25 billion. Insurance commissions and other title
fees increased $0.86 million, or 7.62%, primarily due to the
acquisition of an insurance agency in August 2017, combined with
organic growth in property and casualty and employee benefits lines
of business. Additionally, real estate brokerage and property
management income increased $3.40 million, or 51.08%, from the
third quarter of 2016 primarily due to our acquisition of a resort
property management company at Deep Creek Lake, Maryland (“Deep
Creek”) in second quarter 2017.
Noninterest ExpenseNoninterest expense
increased by $3.25 million, or 4.59%, from the comparative
quarter of 2016. The primary driver was an increase of
$2.97 million in salaries and benefits expense primarily due
to the addition of staff related to the Deep Creek and insurance
agency acquisitions, combined with higher personnel costs in our
Banking and Insurance segments. Also contributing was an
increase in furniture and equipment expenses of $0.51 million,
primarily related to equipment lease and maintenance expense.
Partially offsetting the increase was a reduction in
acquisition-related expenses of $0.50 million, and advertising
and marketing expenses of $0.31 million.
Third Quarter 2017 Earnings Compared to
Second Quarter 2017Net income for the third quarter was
$27.15 million, or $0.44 per diluted share, versus
$26.21 million, or $0.42 per diluted share, in second quarter
2017, reflecting a decrease in the provision for loan losses and a
lowering of noninterest expenses in third quarter 2017.
Performance Highlights
• Total revenues were $115.34 million compared
to $119.60 million in the second quarter of 2017
- Taxable equivalent net interest margin was 3.43%, including
accretion of 12 basis points, compared to 3.84%, including
accretion of 31 basis points, in the second quarter of
2017
- Property management fee revenue increased $2.65 million,
or 49.99%
- Noninterest expense decreased $3.93 million, or
5.03%
• Total loans held for investment decreased slightly
to $5.91 billion
• Total deposits were $6.55 billion, a slight
decrease of 0.72%, from June 30, 2017
- Average noninterest bearing deposits increased by
$92.10 million, or 4.42%
• Issued $250.0 million of fixed to variable
rate 10-year subordinated notes at a fixed rate of 4.50% for the
first five years
- Issuance resulted in a reduction of 12 basis points to net
interest margin
Net Interest IncomeOn a linked quarter basis,
net interest income decreased by $3.33 million, or 4.81%, in
third quarter 2017 versus second quarter 2017, while tax-equivalent
net interest margin was 3.43% versus 3.84% for the second quarter
of 2017. The decrease in net interest income was primarily
due to a one-time adjustment to accretion income of a
$3.89 million, or 21 basis points, in second quarter
2017, combined with slightly higher time deposit costs and interest
expense on the newly issued subordinated notes. Accretion
income added $2.36 million, or 12 basis points, to margin
in the current quarter, as compared to $5.57 million, or
31 basis points, in the linked quarter.
Noninterest IncomeIn comparison to the second
quarter of 2017, noninterest income decreased $0.93 million,
or 1.84%. The decrease was driven by residential mortgage
banking income, which declined by $2.51 million, or 11.61%,
due to a decrease in mortgage production of $130.87 million,
from $1.08 billion in second quarter 2017 to
$947.66 million in third quarter 2017. Additionally,
insurance commissions declined due to a decrease in employee
benefits insurance bonus income, combined with a seasonal decrease
in travel insurance. Partially offsetting the decrease from
the linked quarter was real estate brokerage and property
management income, which was higher by $2.41 million, or
31.63%, due to a seasonal increase in resort property management
fees.
Noninterest ExpenseNoninterest expense
decreased by $3.93 million, or 5.03%, from the second quarter
of 2017. The primary reductions in expenses were salaries and
benefits expense of $1.37 million, acquisition-related
expenses of $0.82 million, and advertising and marketing
expenses of $0.97 million. Salaries and benefits
expenses were lower primarily due to a reduction in the accrual of
expenses related to our profit sharing plan, which is linked to the
achievement of certain performance thresholds and targeted levels
of earnings.
Noninterest
Income |
|
|
|
|
|
|
% Change |
|
Q3 |
|
Q3 |
|
Q2 |
|
Q3 17 vs. |
|
Q3 17 vs. |
(dollars in
thousands) |
2017 |
|
2016 |
|
2017 |
|
Q3 16 |
|
Q2 17 |
Residential mortgage
banking income, net |
$ |
19,087 |
|
|
$ |
21,430 |
|
|
$ |
21,594 |
|
|
(10.93 |
)% |
|
(11.61 |
)% |
Insurance commissions
and other title fees and income, net |
12,116 |
|
|
11,258 |
|
|
12,902 |
|
|
7.62 |
% |
|
(6.09 |
)% |
Real estate brokerage
and property management, net |
10,042 |
|
|
6,647 |
|
|
7,629 |
|
|
51.08 |
% |
|
31.63 |
% |
Service charges on
deposit accounts |
2,670 |
|
|
2,552 |
|
|
2,644 |
|
|
4.62 |
% |
|
0.98 |
% |
Credit card merchant
fees, net |
1,388 |
|
|
1,365 |
|
|
1,298 |
|
|
1.68 |
% |
|
6.93 |
% |
Bank owned life
insurance |
1,425 |
|
|
1,264 |
|
|
1,421 |
|
|
12.74 |
% |
|
0.28 |
% |
Other income |
2,688 |
|
|
2,305 |
|
|
2,856 |
|
|
16.62 |
% |
|
(5.88 |
)% |
Subtotal before loss on
investment securities |
49,416 |
|
|
46,821 |
|
|
50,344 |
|
|
5.54 |
% |
|
(1.84 |
)% |
Net loss on investment
securities |
— |
|
|
— |
|
|
(1 |
) |
|
N/M |
|
(100.00 |
)% |
Total noninterest
income |
$ |
49,416 |
|
|
$ |
46,821 |
|
|
$ |
50,343 |
|
|
5.54 |
% |
|
(1.84 |
)% |
Noninterest
Expense |
|
|
|
|
|
|
% Change |
|
Q3 |
|
Q3 |
|
Q2 |
|
Q3 17 vs. |
|
Q3 17 vs. |
(dollars in
thousands) |
2017 |
|
2016 |
|
2017 |
|
Q3 16 |
|
Q2 17 |
Salaries and
benefits |
$ |
43,467 |
|
|
$ |
40,497 |
|
|
$ |
44,834 |
|
|
7.33 |
% |
|
(3.05 |
)% |
Occupancy expense |
6,635 |
|
|
6,656 |
|
|
6,658 |
|
|
(0.32 |
)% |
|
(0.35 |
)% |
Furniture and
equipment |
3,710 |
|
|
3,199 |
|
|
3,563 |
|
|
15.97 |
% |
|
4.13 |
% |
Acquisition-related
expenses |
466 |
|
|
969 |
|
|
1,281 |
|
|
(51.91 |
)% |
|
(63.62 |
)% |
Other expenses |
19,908 |
|
|
19,612 |
|
|
21,783 |
|
|
1.51 |
% |
|
(8.61 |
)% |
Total noninterest
expense |
$ |
74,186 |
|
|
$ |
70,933 |
|
|
$ |
78,119 |
|
|
4.59 |
% |
|
(5.03 |
)% |
Segment Results
|
|
|
|
|
|
|
|
$ Change |
(in thousands) |
|
Q3 |
|
Q3 |
|
Q2 |
|
Q3 17 vs. |
|
Q3 17 vs. |
Segment
Net Income (Loss) |
|
2017 |
|
2016 |
|
2017 |
|
Q3 16 |
|
Q2 17 |
Banking |
|
$ |
22,569 |
|
|
$ |
18,276 |
|
|
$ |
21,546 |
|
|
$ |
4,293 |
|
|
$ |
1,023 |
|
Realty |
|
3,445 |
|
|
4,815 |
|
|
3,204 |
|
|
(1,370 |
) |
|
241 |
|
Insurance |
|
1,136 |
|
|
1,085 |
|
|
1,463 |
|
|
51 |
|
|
(327 |
) |
Total net income |
|
$ |
27,150 |
|
|
$ |
24,176 |
|
|
$ |
26,213 |
|
|
$ |
2,974 |
|
|
$ |
937 |
|
Third Quarter 2017 Compared to Third Quarter
2016
BankingNet income for the three months ended
September 30, 2017 for the Banking segment was
$22.57 million, increasing $4.29 million from comparative
2016, as net interest income climbed by $4.18 million
primarily due to an increase in earning assets, partially offset by
interest expense related to the issuance of subordinated notes in
July 2017. Also contributing to the variance was a decrease
in the provision for loan losses of $0.99 million and an
increase in noninterest income of $0.70 million, which
included increases in wealth management income, service charges and
bank-owned life insurance income. Additionally, noninterest
expenses declined by $0.12 million, as the decreases in
acquisition-related expenses and marketing costs were partially
offset by increases in personnel costs.
RealtyFor the three months ended
September 30, 2017, the Realty segment net income was
$3.45 million as compared to $4.82 million in third
quarter 2016. The variance was driven by increased
noninterest expenses of $2.42 million, including an increase
in personnel costs of $1.22 million, primarily due to the Deep
Creek acquisition. Additionally, lower production volumes led
to a decrease in residential mortgage banking income. The
decrease was mostly offset by an increase in property management
fees of $3.56 million, or 81.21%, also related to the Deep
Creek acquisition. Additionally, net interest and other
income decreased by $0.72 million, as the reduction in
production volume led to lower average mortgage loans held for
sale.
InsuranceThe Insurance segment had net income
of $1.14 million for the three months ended September 30,
2017, an increase of $0.05 million compared to third quarter
2016. The increase in net income was primarily driven by
growth in property and casualty insurance and employee benefit
insurance lines, partially offset by an increase in operating
costs.
Third Quarter 2017 Compared to Second Quarter
2017
BankingEarnings increased by
$1.02 million, or 4.75%, from the second quarter of 2017 as
noninterest expense decreased by $3.43 million and the
provision for loan losses saw a decrease of
$0.62 million. The decrease in noninterest expense was
driven by decreases in personnel costs of $1.88 million,
advertising and marketing expenses of $0.58 million, and
acquisition-related expenses of $0.58 million. These
factors were partially offset by a decrease in net interest income
of $3.34 million due to a combination of a decrease in
accretion of purchase accounting marks and increased interest
expense related to the issuance of subordinated notes in July
2017.
RealtyNet income in the Realty segment
increased by $0.24 million from the linked quarter ended
June 30, 2017. The increase was primarily a result of a
seasonal increase in our resort property management businesses,
which saw an increase in property management fee income of
$2.65 million. The increase was partially offset by
decreases in our residential mortgage banking and real estate
brokerage lines of business.
InsuranceNet income decreased
$0.33 million from the second quarter of 2017 driven by a
reduction in contingency and bonus revenue of $0.77 million
related to bonus income received by our employee benefits lines in
second quarter 2017. Additionally, commissions from travel
insurance saw a seasonal decrease of $0.19 million, but were
offset by an increases in property and casualty commissions of
$0.50 million.
Balance Sheet
At September 30, 2017, total Bank assets reached
$8.61 billion, an increase of $784.65 million, or 10.02%,
over September 30, 2016.
Loans
|
|
|
|
|
|
|
% Change |
|
Q3 |
|
Q3 |
|
Q2 |
|
Q3 17 vs. |
|
Q3 17 vs. |
(dollars in
thousands) |
2017 |
|
2016 |
|
2017 |
|
Q3 16 |
|
Q2 17 |
Construction and land
development |
$ |
880,655 |
|
|
$ |
820,453 |
|
|
$ |
888,566 |
|
|
7.34 |
% |
|
(0.89 |
)% |
Commercial real estate
- investment related properties |
1,336,277 |
|
|
1,283,619 |
|
|
1,339,270 |
|
|
4.10 |
% |
|
(0.22 |
)% |
Commercial real estate
- owner occupied |
966,986 |
|
|
905,870 |
|
|
956,333 |
|
|
6.75 |
% |
|
1.11 |
% |
Multifamily real
estate |
185,323 |
|
|
206,623 |
|
|
206,894 |
|
|
(10.31 |
)% |
|
(10.43 |
)% |
1-4 family residential
real estate |
1,239,886 |
|
|
1,208,001 |
|
|
1,227,389 |
|
|
2.64 |
% |
|
1.02 |
% |
Commercial and
industrial business loans |
1,084,555 |
|
|
1,033,797 |
|
|
1,110,822 |
|
|
4.91 |
% |
|
(2.36 |
)% |
Consumer loans and
other |
216,797 |
|
|
193,279 |
|
|
219,787 |
|
|
12.17 |
% |
|
(1.36 |
)% |
Total |
$ |
5,910,479 |
|
|
$ |
5,651,642 |
|
|
$ |
5,949,061 |
|
|
4.58 |
% |
|
(0.65 |
)% |
The Bank’s loan portfolio ended the period at $5.91 billion
representing an increase of 4.58%, or $258.84 million, from
the prior year, and a decrease of $38.58 million, or 0.65%,
from June 30, 2017.
Deposits
|
|
|
|
|
|
|
% Change |
|
Q3 |
|
Q3 |
|
Q2 |
|
Q3 17 vs. |
|
Q3 17 vs. |
(dollars in
thousands) |
2017 |
|
2016 |
|
2017 |
|
Q3 16 |
|
Q2 17 |
Noninterest-bearing
demand |
$ |
2,212,047 |
|
|
$ |
1,974,395 |
|
|
$ |
2,219,406 |
|
|
12.04 |
% |
|
(0.33 |
)% |
Interest-bearing: |
|
|
|
|
|
|
|
|
|
Demand
and money market accounts |
2,253,746 |
|
|
2,207,962 |
|
|
2,292,978 |
|
|
2.07 |
% |
|
(1.71 |
)% |
Savings |
320,028 |
|
|
315,477 |
|
|
318,714 |
|
|
1.44 |
% |
|
0.41 |
% |
Certificates of deposits |
1,762,641 |
|
|
1,649,113 |
|
|
1,764,671 |
|
|
6.88 |
% |
|
(0.12 |
)% |
Total |
$ |
6,548,462 |
|
|
$ |
6,146,947 |
|
|
$ |
6,595,769 |
|
|
6.53 |
% |
|
(0.72 |
)% |
The Bank continued to experience solid deposit growth with total
deposits increasing to $6.55 billion, up $401.51 million, or
6.53%, from September 30, 2016. The Bank saw continued
growth in noninterest-bearing demand deposits, which ended the
quarter at $2.21 billion, a 12.04% increase from the prior
year. Noninterest-bearing deposits represented 33.78% of
total deposits at September 30, 2017.
Capital Ratios
|
|
Q3 |
|
Q3 |
|
Q2 |
|
|
2017 |
|
2016 |
|
2017 |
Common Equity Tier
1 |
|
12.36 |
% |
|
11.74 |
% |
|
11.98 |
% |
Tier 1 |
|
12.40 |
% |
|
11.81 |
% |
|
12.03 |
% |
Total |
|
16.71 |
% |
|
12.42 |
% |
|
12.68 |
% |
Tier 1 Leverage
Ratio |
|
10.14 |
% |
|
10.18 |
% |
|
10.43 |
% |
The Bank’s total equity at September 30, 2017 rose to
$1.14 billion, an increase of $61.97 million, or 5.74%,
from September 30, 2016. Total risk-based capital
remained strong as common equity Tier 1, Tier 1 capital,
total risk-based capital, and Tier 1 leverage capital ratios
were 12.36%, 12.40%, 16.71%, 10.14%, respectively. All ratios
exceed the current regulatory standards for well capitalized
status.
Asset Quality
|
|
|
|
|
|
|
|
|
|
(in thousands) |
9/30/2017 |
|
6/30/2017 |
|
3/31/2017 |
|
12/31/2016 |
|
9/30/2016 |
|
|
|
|
|
|
|
|
|
|
Nonperforming
loans |
$ |
8,768 |
|
|
$ |
9,645 |
|
|
$ |
11,538 |
|
|
$ |
13,099 |
|
|
$ |
11,337 |
|
Former bank
premises |
3,619 |
|
|
2,798 |
|
|
2,798 |
|
|
3,494 |
|
|
— |
|
Foreclosed
property |
21,504 |
|
|
23,249 |
|
|
21,473 |
|
|
21,011 |
|
|
22,884 |
|
|
|
|
|
|
|
|
|
|
— |
|
Total nonperforming
assets |
$ |
33,891 |
|
|
$ |
35,692 |
|
|
$ |
35,809 |
|
|
$ |
37,604 |
|
|
$ |
34,221 |
|
|
|
|
|
|
|
|
|
|
|
Quarterly net loans
charged off |
$ |
429 |
|
|
$ |
384 |
|
|
$ |
1,347 |
|
|
$ |
485 |
|
|
$ |
649 |
|
|
|
|
|
|
|
|
|
|
|
Year-to-date net loans
charged off |
$ |
2,160 |
|
|
$ |
1,731 |
|
|
$ |
1,347 |
|
|
$ |
1,715 |
|
|
$ |
1,230 |
|
|
|
|
|
|
|
|
|
Change |
|
|
Q3 |
|
Q3 |
|
Q2 |
|
Q3 17 vs. |
|
Q3 17 vs. |
(dollars in
thousands) |
|
2017 |
|
2016 |
|
2017 |
|
Q3 16 |
|
Q2 17 |
Total loans 90 days
past due and still accruing |
|
$ |
74 |
|
|
$ |
— |
|
|
$ |
206 |
|
|
$ |
74 |
|
|
$ |
(132 |
) |
Total loans 30-89 days
past due |
|
$ |
5,888 |
|
|
$ |
6,707 |
|
|
$ |
4,193 |
|
|
$ |
(819 |
) |
|
$ |
1,695 |
|
Allowance for loan
losses |
|
$ |
44,398 |
|
|
$ |
40,655 |
|
|
$ |
44,131 |
|
|
$ |
3,743 |
|
|
$ |
267 |
|
Total performing
TDRs |
|
$ |
22,280 |
|
|
$ |
28,345 |
|
|
$ |
24,663 |
|
|
$ |
(6,065 |
) |
|
$ |
(2,383 |
) |
|
|
|
|
|
|
|
|
|
|
|
Nonperforming loans to
period end loans |
|
0.15 |
% |
|
0.20 |
% |
|
0.16 |
% |
|
(0.05 |
) |
|
(0.01 |
) |
Nonperforming assets to
period end assets |
|
0.39 |
% |
|
0.44 |
% |
|
0.42 |
% |
|
(0.05 |
) |
|
(0.03 |
) |
Allowance for loan
losses to period end loans |
|
0.75 |
% |
|
0.72 |
% |
|
0.74 |
% |
|
0.03 |
|
|
0.01 |
|
Allowance for loan
losses (originated) to originated period end loans |
|
0.86 |
% |
|
0.91 |
% |
|
0.86 |
% |
|
(0.05 |
) |
|
— |
|
Net charge-offs to
average loans (annualized) |
|
0.03 |
% |
|
0.05 |
% |
|
0.03 |
% |
|
(0.02 |
) |
|
— |
|
Ratio of allowance for
loan losses to nonperforming loans |
|
5.06x |
|
3.59x |
|
4.58x |
|
1.47 |
x |
|
0.48 |
x |
Continued strength in credit quality contributed to the Bank's
financial results as net charge-offs totaled $0.43 million in
the third quarter of 2017 compared to $0.65 million in the
third quarter of 2016 and $0.38 million in the linked
quarter. Total nonperforming assets were $33.89 million,
or 0.39%, of Bank assets at September 30, 2017, compared to
$34.22 million, or 0.44%, at September 30, 2016, and
$35.69 million, or 0.42%, at June 30, 2017. The
allowance for loan losses was $44.40 million, an increase from
$40.66 million at September 30, 2016 and
$44.13 million at June 30, 2017.
About TowneBank:As one of the
top community banks in Virginia and North Carolina, TowneBank
operates 37 banking offices serving Chesapeake, Chesterfield
County, Glen Allen, Hampton, James City County, Mechanicsville,
Newport News, Norfolk, Portsmouth, Richmond, Suffolk, Virginia
Beach, Williamsburg, and York County in Virginia, along with
Moyock, Grandy, Camden County, Southern Shores, Corolla and Nags
Head in North Carolina. Towne also offers a full range of
financial services through its controlled divisions and
subsidiaries that include Towne Investment Group, Towne Wealth
Management, Towne Insurance Agency, Towne Benefits, TowneBank
Mortgage, TowneBank Commercial Mortgage, Berkshire Hathaway
HomeServices Towne Realty, Towne 1031 Exchange, LLC, and Towne
Vacations. Local decision-making is a hallmark of its
hometown banking strategy that is delivered through the leadership
of each group’s President and Board of Directors. With total
assets of $8.61 billion as of September 30, 2017,
TowneBank is one of the largest banks headquartered in
Virginia.
On April 27, 2017, TowneBank announced the signing of a
definitive agreement to acquire Paragon Commercial Corporation
(“Paragon”) and its wholly-owned bank subsidiary, Paragon
Commercial Bank. Founded in Raleigh, North Carolina in 1999,
Paragon Commercial Bank provides banking services through highly
responsive professionals, an extensive courier service, online and
mobile technologies, free worldwide ATM access and a select number
of strategically placed offices in Raleigh, Cary and Charlotte,
North Carolina. Pending customary regulatory and shareholder
approvals, the merger is scheduled to close in January 2018.
Based on financial data as of June 30, 2017, the combined company
would have total assets of $10.1 billion, gross loans of
$7.3 billion and total deposits of $7.8 billion.
Non-GAAP Financial Measures:This press release
contains financial information determined by methods other than in
accordance with GAAP. The Company's management uses these
non-GAAP financial measures in its analysis of the Company's
performance. These measures typically adjust GAAP performance
measures to exclude the effects of the amortization of intangibles
and include the tax benefit associated with revenue items that are
tax-exempt, as well as adjust income available to common
shareholders for certain significant activities or transactions
that are infrequent in nature. Management believes
presentations of these non-GAAP financial measures provide useful
supplemental information that is essential to a proper
understanding of the operating results of the Company’s core
businesses. These non-GAAP disclosures should not be viewed
as a substitute for operating results determined in accordance with
GAAP, nor are they necessarily comparable to non-GAAP performance
measures that may be presented by other companies. Reconciliations
of GAAP to non-GAAP disclosures are included as tables at the end
of this release.
Forward-Looking Statements:Certain statements
contained in this release constitute forward-looking statements
within the meaning of U.S. federal securities laws. These
forward-looking statements speak only as of the date of this
release, are based on current expectations, and involve a number of
assumptions. These include statements regarding TowneBank’s future
economic performance, financial condition, prospects, growth,
strategies and expectations, and objectives of management, and are
generally identified by the use of words such as “believe,”
“expect,” “intend,” “anticipate,” “estimate,” or “project” or
similar expressions. TowneBank intends such forward-looking
statements to be covered by the safe harbor provisions for
forward-looking statements contained in the Private Securities
Litigation Reform Act of 1995 and is including this statement for
purposes of these safe harbor provisions. You should not place
undue reliance on forward-looking statements, which are subject to
assumptions that are subject to change. TowneBank’s ability to
predict results, or the actual effect of future plans or
strategies, is inherently uncertain. These forward-looking
statements are subject to a number of factors and uncertainties
that could cause actual results to differ from those indicated or
implied in the forward-looking statements and such differences may
be material. Factors which could have a material effect on
the operations and future prospects of TowneBank include but are
not limited to: changes in interest rates, general economic and
business conditions; legislative/regulatory changes; the monetary
and fiscal policies of the U.S. government, including policies of
the U.S. Treasury and the Board of Governors of the Federal Reserve
System; the quality and composition of TowneBank’s loan and
securities portfolios; demand for loan products; deposit flows;
competition; demand for financial services in TowneBank’s market
area; implementation of new technologies and the ability to develop
and maintain secure and reliable electronic systems; changes in the
securities markets; changes in accounting principles, policies and
guidelines; TowneBank’s ability to complete and successfully
integrate the business of Paragon Commercial Bank in the expected
timeframe, if at all, and to achieve expected revenue synergies and
cost savings from the merger; and other risk factors detailed from
time to time in filings made by TowneBank with the Federal Deposit
Insurance Corporation (the “FDIC”). TowneBank undertakes no
obligation to update or clarify these forward-looking statements,
whether as a result of new information, future events or
otherwise.
Additional Information About the Merger and Where to
Find It:This communication does not constitute an offer to
sell or the solicitation of an offer to buy any securities or a
solicitation of any vote or approval. In connection with the
merger, Paragon will file with the Securities and Exchange
Commission (“SEC”) a preliminary proxy statement. Paragon will
deliver a definitive proxy statement/prospectus to its stockholders
seeking approval of the merger and related matters. In
addition, each of TowneBank and Paragon may file other relevant
documents concerning the proposed merger with the FDIC and SEC.
Paragon, TowneBank and their respective directors and executive
officers may be deemed to be participants in the solicitation of
proxies from Paragon’s stockholders in connection with the proposed
merger. Information about the directors and executive
officers of Paragon and TowneBank and other persons who may be
deemed participants in the solicitation, including their interests
in the merger, will be included in the definitive proxy
statement/prospectus when it becomes available. Additional
information about Paragon’s executive officers and directors can be
found in Paragon’s final prospectus filed with the SEC on June 17,
2016. Additional information regarding TowneBank’s executive
officers and directors can be found in TowneBank’s definitive proxy
statement in connection with its 2017 Annual Meeting of
Stockholders filed with the FDIC on April 21, 2017. You may
obtain free copies of each document from Paragon by directing a
request by telephone or mail to Paragon Commercial Corporation,
3535 Glenwood Avenue, Raleigh, North Carolina 27612, Attention:
Investor Relations (telephone: (919) 788-7770), or by
accessing Paragon’s website at https://www.paragonbank.com under
“About Us-Investor Relations.” You may obtain free copies of
each document from TowneBank by directing a request by telephone or
mail to TowneBank, 6001 Harbour View Boulevard, Suffolk, Virginia
23425, Attention: Investor Relations (telephone: (757) 638-6794),
or by accessing TowneBank’s website at https://townebank.com under
“Investor Relations.” The information on TowneBank’s and
Paragon’s websites is not, and shall not be deemed to be, a part of
this release or incorporated into other filings either company
makes with the FDIC or SEC. ###
TOWNEBANK |
Selected Financial Highlights
(unaudited) |
(dollars in thousands, except per share
data) |
|
|
|
|
|
|
|
Increase/ |
|
% Increase/ |
Three Months Ended September 30, |
2017 |
|
2016 |
|
(Decrease) |
|
(Decrease) |
|
|
|
|
|
|
|
|
|
Results of Operations: |
|
|
|
|
|
|
|
|
Net
interest income |
$ |
65,923 |
|
|
$ |
62,605 |
|
|
$ |
3,318 |
|
|
5.30 |
% |
|
Noninterest income |
49,416 |
|
|
46,821 |
|
|
2,595 |
|
|
5.54 |
% |
|
Total
Revenue |
115,339 |
|
|
109,426 |
|
|
5,913 |
|
|
5.40 |
% |
|
Acquisition-related expenses |
466 |
|
|
969 |
|
|
(503 |
) |
|
(51.91 |
)% |
|
Noninterest expenses, excluding acquisition-related expenses |
73,720 |
|
|
69,964 |
|
|
3,756 |
|
|
5.37 |
% |
|
Provision
for loan losses |
696 |
|
|
1,686 |
|
|
(990 |
) |
|
(58.72 |
)% |
|
Income
before income tax and noncontrolling interest |
40,457 |
|
|
36,807 |
|
|
3,650 |
|
|
9.92 |
% |
|
Provision
for income tax expense |
11,862 |
|
|
10,974 |
|
|
888 |
|
|
8.09 |
% |
|
Net
income |
28,595 |
|
|
25,833 |
|
|
2,762 |
|
|
10.69 |
% |
|
Net
income attributable to noncontrolling interest |
(1,445 |
) |
|
(1,657 |
) |
|
212 |
|
|
(12.79 |
)% |
|
Net
income attributable to TowneBank |
27,150 |
|
|
24,176 |
|
|
2,974 |
|
|
12.30 |
% |
|
Net
income available to common shareholders |
27,150 |
|
|
24,176 |
|
|
2,974 |
|
|
12.30 |
% |
|
Net
income per common share - basic |
0.44 |
|
|
0.39 |
|
|
0.05 |
|
|
12.82 |
% |
|
Net income per common share - diluted |
0.44 |
|
|
0.39 |
|
|
0.05 |
|
|
12.82 |
% |
Period End Data: |
|
|
|
|
|
|
|
|
Total
assets |
$ |
8,614,794 |
|
|
$ |
7,830,142 |
|
|
$ |
784,652 |
|
|
10.02 |
% |
|
Total
assets - tangible |
8,304,142 |
|
|
7,525,817 |
|
|
778,325 |
|
|
10.34 |
% |
|
Earning
assets |
7,785,167 |
|
|
7,033,535 |
|
|
751,632 |
|
|
10.69 |
% |
|
Loans
(net of unearned income) |
5,910,479 |
|
|
5,651,642 |
|
|
258,837 |
|
|
4.58 |
% |
|
Allowance
for loan losses |
44,398 |
|
|
40,655 |
|
|
3,743 |
|
|
9.21 |
% |
|
Goodwill
and other intangibles |
310,652 |
|
|
304,325 |
|
|
6,327 |
|
|
2.08 |
% |
|
Nonperforming assets |
33,891 |
|
|
34,221 |
|
|
(330 |
) |
|
(0.96 |
)% |
|
Noninterest bearing deposits |
2,212,047 |
|
|
1,974,395 |
|
|
237,652 |
|
|
12.04 |
% |
|
Interest
bearing deposits |
4,336,415 |
|
|
4,172,552 |
|
|
163,863 |
|
|
3.93 |
% |
|
Total
deposits |
6,548,462 |
|
|
6,146,947 |
|
|
401,515 |
|
|
6.53 |
% |
|
Total
equity |
1,140,852 |
|
|
1,078,878 |
|
|
61,974 |
|
|
5.74 |
% |
|
Total
equity - tangible |
830,199 |
|
|
774,553 |
|
|
55,646 |
|
|
7.18 |
% |
|
Common
equity |
1,129,588 |
|
|
1,067,193 |
|
|
62,395 |
|
|
5.85 |
% |
|
Common
equity - tangible |
818,936 |
|
|
762,868 |
|
|
56,068 |
|
|
7.35 |
% |
|
Book
value per common share |
18.04 |
|
|
17.11 |
|
|
0.93 |
|
|
5.44 |
% |
|
Book value per common share - tangible |
13.08 |
|
|
12.23 |
|
|
0.85 |
|
|
6.95 |
% |
Daily Average Balances: |
|
|
|
|
|
|
|
|
Total
assets |
$ |
8,570,019 |
|
|
$ |
7,991,213 |
|
|
$ |
578,806 |
|
|
7.24 |
% |
|
Total
assets - tangible |
8,259,587 |
|
|
7,689,122 |
|
|
570,465 |
|
|
7.42 |
% |
|
Earning
assets |
7,710,245 |
|
|
7,088,493 |
|
|
621,752 |
|
|
8.77 |
% |
|
Loans
(net of unearned income), excluding nonaccrual loans |
5,897,169 |
|
|
5,583,711 |
|
|
313,458 |
|
|
5.61 |
% |
|
Allowance
for loan losses |
44,198 |
|
|
40,004 |
|
|
4,194 |
|
|
10.48 |
% |
|
Goodwill
and other intangibles |
310,432 |
|
|
302,091 |
|
|
8,341 |
|
|
2.76 |
% |
|
Noninterest bearing deposits |
2,173,920 |
|
|
1,959,025 |
|
|
214,895 |
|
|
10.97 |
% |
|
Interest
bearing deposits |
4,365,820 |
|
|
4,219,316 |
|
|
146,504 |
|
|
3.47 |
% |
|
Total
deposits |
6,539,740 |
|
|
6,178,341 |
|
|
361,399 |
|
|
5.85 |
% |
|
Total
equity |
1,135,218 |
|
|
1,075,023 |
|
|
60,195 |
|
|
5.60 |
% |
|
Total
equity - tangible |
824,787 |
|
|
772,932 |
|
|
51,855 |
|
|
6.71 |
% |
|
Common
equity |
1,124,173 |
|
|
1,064,179 |
|
|
59,994 |
|
|
5.64 |
% |
|
Common equity - tangible |
813,741 |
|
|
762,088 |
|
|
51,653 |
|
|
6.78 |
% |
Key
Ratios: |
|
|
|
|
|
|
|
|
Return on average
assets |
1.26 |
% |
|
1.20 |
% |
|
0.06 |
% |
|
5.00 |
% |
|
Return on
average assets - tangible |
1.37 |
% |
|
1.32 |
% |
|
0.05 |
% |
|
3.79 |
% |
|
Return on
average equity |
9.49 |
% |
|
8.95 |
% |
|
0.54 |
% |
|
6.03 |
% |
|
Return on
average equity - tangible |
13.67 |
% |
|
13.09 |
% |
|
0.58 |
% |
|
4.43 |
% |
|
Return on
average common equity |
9.58 |
% |
|
9.04 |
% |
|
0.54 |
% |
|
5.97 |
% |
|
Return on
average common equity - tangible |
13.86 |
% |
|
13.27 |
% |
|
0.59 |
% |
|
4.45 |
% |
|
Net
interest margin-fully tax equivalent (1) |
3.43 |
% |
|
3.55 |
% |
|
(0.12 |
)% |
|
(3.38 |
)% |
|
Net
interest margin |
3.39 |
% |
|
3.51 |
% |
|
(0.12 |
)% |
|
(3.42 |
)% |
|
Average
earning assets/total average assets |
89.97 |
% |
|
88.70 |
% |
|
1.27 |
% |
|
1.43 |
% |
|
Average
loans/average deposits |
90.17 |
% |
|
90.38 |
% |
|
(0.21 |
)% |
|
(0.23 |
)% |
|
Average
noninterest deposits/total average deposits |
33.24 |
% |
|
31.71 |
% |
|
1.53 |
% |
|
4.82 |
% |
|
Allowance
for loan losses/period end loans |
0.75 |
% |
|
0.72 |
% |
|
0.03 |
% |
|
4.17 |
% |
|
Nonperforming assets to period end assets |
0.39 |
% |
|
0.44 |
% |
|
(0.05 |
)% |
|
(11.36 |
)% |
|
Period
end equity/period end total assets |
13.24 |
% |
|
13.78 |
% |
|
(0.54 |
)% |
|
(3.92 |
)% |
|
Efficiency ratio |
64.32 |
% |
|
64.82 |
% |
|
(0.50 |
)% |
|
(0.77 |
)% |
|
|
|
|
|
|
|
|
|
(1)
Presented on a tax-equivalent basis |
|
|
|
|
|
|
|
TOWNEBANK |
Selected Financial Highlights
(unaudited) |
(dollars in thousands, except per share
data) |
|
|
|
|
|
|
|
Increase/ |
|
% Increase/ |
Nine Months Ended September 30, |
2017 |
|
2016 |
|
(Decrease) |
|
(Decrease) |
|
|
|
|
|
|
|
|
|
Results of Operations: |
|
|
|
|
|
|
|
|
Net interest
income |
$ |
195,456 |
|
|
$ |
156,724 |
|
|
$ |
38,732 |
|
|
24.71 |
% |
|
Noninterest income |
144,645 |
|
|
115,704 |
|
|
28,941 |
|
|
25.01 |
% |
|
Total Revenue |
340,101 |
|
|
272,428 |
|
|
67,673 |
|
|
24.84 |
% |
|
Acquisition-related
expenses |
1,743 |
|
|
19,817 |
|
|
(18,074 |
) |
|
(91.20 |
)% |
|
Noninterest expenses,
excluding acquisition-related expenses |
220,810 |
|
|
175,175 |
|
|
45,635 |
|
|
26.05 |
% |
|
Provision for loan
losses |
4,557 |
|
|
3,526 |
|
|
1,031 |
|
|
29.24 |
% |
|
Income before income
tax and noncontrolling interest |
112,991 |
|
|
73,910 |
|
|
39,081 |
|
|
52.88 |
% |
|
Provision for income
tax expense |
33,488 |
|
|
21,538 |
|
|
11,950 |
|
|
55.48 |
% |
|
Net income |
79,503 |
|
|
52,372 |
|
|
27,131 |
|
|
51.80 |
% |
|
Net income attributable
to noncontrolling interest |
(4,173 |
) |
|
(4,118 |
) |
|
(55 |
) |
|
1.34 |
% |
|
Net income attributable
to TowneBank |
75,330 |
|
|
48,254 |
|
|
27,076 |
|
|
56.11 |
% |
|
Net income available to
common shareholders |
75,330 |
|
|
48,254 |
|
|
27,076 |
|
|
56.11 |
% |
|
Net income per common
share - basic |
1.21 |
|
|
0.88 |
|
|
0.33 |
|
|
37.50 |
% |
|
Net
income per common share - diluted |
1.21 |
|
|
0.87 |
|
|
0.34 |
|
|
39.08 |
% |
Period End Data: |
|
|
|
|
|
|
|
|
Total assets |
$ |
8,614,794 |
|
|
$ |
7,830,142 |
|
|
$ |
784,652 |
|
|
10.02 |
% |
|
Total assets -
tangible |
8,304,142 |
|
|
7,525,817 |
|
|
778,325 |
|
|
10.34 |
% |
|
Earning assets |
7,785,167 |
|
|
7,033,535 |
|
|
751,632 |
|
|
10.69 |
% |
|
Loans (net of unearned
income) |
5,910,479 |
|
|
5,651,642 |
|
|
258,837 |
|
|
4.58 |
% |
|
Allowance for loan
losses |
44,398 |
|
|
40,655 |
|
|
3,743 |
|
|
9.21 |
% |
|
Goodwill and other
intangibles |
310,652 |
|
|
304,325 |
|
|
6,327 |
|
|
2.08 |
% |
|
Nonperforming
assets |
33,891 |
|
|
34,221 |
|
|
(330 |
) |
|
(0.96 |
)% |
|
Noninterest bearing
deposits |
2,212,047 |
|
|
1,974,395 |
|
|
237,652 |
|
|
12.04 |
% |
|
Interest bearing
deposits |
4,336,415 |
|
|
4,172,552 |
|
|
163,863 |
|
|
3.93 |
% |
|
Total
deposits |
6,548,462 |
|
|
6,146,947 |
|
|
401,515 |
|
|
6.53 |
% |
|
Total equity |
1,140,852 |
|
|
1,078,878 |
|
|
61,974 |
|
|
5.74 |
% |
|
Total equity -
tangible |
830,199 |
|
|
774,553 |
|
|
55,646 |
|
|
7.18 |
% |
|
Common equity |
1,129,588 |
|
|
1,067,193 |
|
|
62,395 |
|
|
5.85 |
% |
|
Common equity -
tangible |
818,936 |
|
|
762,869 |
|
|
56,067 |
|
|
7.35 |
% |
|
Book value per common
share |
18.04 |
|
|
17.11 |
|
|
0.93 |
|
|
5.44 |
% |
|
Book
value per common share - tangible |
13.08 |
|
|
12.23 |
|
|
0.85 |
|
|
6.95 |
% |
Daily Average Balances: |
|
|
|
|
|
|
|
|
Total assets |
$ |
8,252,534 |
|
|
$ |
6,949,985 |
|
|
$ |
1,302,549 |
|
|
18.74 |
% |
|
Total assets -
tangible |
7,945,700 |
|
|
6,722,029 |
|
|
1,223,671 |
|
|
18.20 |
% |
|
Earning assets |
7,434,268 |
|
|
6,211,263 |
|
|
1,223,005 |
|
|
19.69 |
% |
|
Loans (net of unearned
income), excluding nonaccrual loans |
5,895,560 |
|
|
4,936,641 |
|
|
958,919 |
|
|
19.42 |
% |
|
Allowance for loan
losses |
43,442 |
|
|
38,996 |
|
|
4,446 |
|
|
11.40 |
% |
|
Goodwill and other
intangibles |
306,834 |
|
|
227,956 |
|
|
78,878 |
|
|
34.60 |
% |
|
Noninterest bearing
deposits |
2,072,000 |
|
|
1,638,902 |
|
|
433,098 |
|
|
26.43 |
% |
|
Interest bearing
deposits |
4,219,049 |
|
|
3,756,169 |
|
|
462,880 |
|
|
12.32 |
% |
|
Total
deposits |
6,291,048 |
|
|
5,395,071 |
|
|
895,977 |
|
|
16.61 |
% |
|
Total equity |
1,114,725 |
|
|
922,272 |
|
|
192,453 |
|
|
20.87 |
% |
|
Total equity -
tangible |
807,891 |
|
|
694,316 |
|
|
113,575 |
|
|
16.36 |
% |
|
Common equity |
1,103,590 |
|
|
912,502 |
|
|
191,088 |
|
|
20.94 |
% |
|
Common
equity - tangible |
796,756 |
|
|
684,546 |
|
|
112,210 |
|
|
16.39 |
% |
Key
Ratios: |
|
|
|
|
|
|
|
|
Return on average
assets |
1.22 |
% |
|
0.93 |
% |
|
0.29 |
% |
|
31.18 |
% |
|
Return on average
assets - tangible |
1.33 |
% |
|
1.01 |
% |
|
0.32 |
% |
|
31.68 |
% |
|
Return on average
equity |
9.04 |
% |
|
6.99 |
% |
|
2.05 |
% |
|
29.33 |
% |
|
Return on average
equity - tangible |
13.09 |
% |
|
9.80 |
% |
|
3.29 |
% |
|
33.57 |
% |
|
Return on average
common equity |
9.13 |
% |
|
7.06 |
% |
|
2.07 |
% |
|
29.32 |
% |
|
Return on average
common equity - tangible |
13.28 |
% |
|
9.94 |
% |
|
3.34 |
% |
|
33.60 |
% |
|
Net interest
margin-fully tax equivalent (1) |
3.55 |
% |
|
3.41 |
% |
|
0.14 |
% |
|
4.11 |
% |
|
Net interest
margin |
3.52 |
% |
|
3.37 |
% |
|
0.15 |
% |
|
4.45 |
% |
|
Average earning
assets/total average assets |
90.08 |
% |
|
89.37 |
% |
|
0.71 |
% |
|
0.79 |
% |
|
Average loans/average
deposits |
93.71 |
% |
|
91.50 |
% |
|
2.21 |
% |
|
2.42 |
% |
|
Average noninterest
deposits/total average deposits |
32.94 |
% |
|
30.38 |
% |
|
2.56 |
% |
|
8.43 |
% |
|
Allowance for loan
losses/period end loans |
0.75 |
% |
|
0.72 |
% |
|
0.03 |
% |
|
4.17 |
% |
|
Nonperforming assets to
period end assets |
0.39 |
% |
|
0.44 |
% |
|
(0.05 |
)% |
|
(11.36 |
)% |
|
Period end
equity/period end total assets |
13.24 |
% |
|
13.78 |
% |
|
(0.54 |
)% |
|
(3.92 |
)% |
|
Efficiency ratio |
65.44 |
% |
|
71.58 |
% |
|
(6.14 |
)% |
|
(8.58 |
)% |
|
|
|
|
|
|
|
|
|
(1)
Presented on a tax-equivalent basis |
|
|
|
|
|
|
|
TOWNEBANK |
Selected Financial Highlights
(unaudited) |
(dollars in thousands, except per share
data) |
|
|
|
September 30, |
|
June 30, |
|
Increase/ |
|
% Increase/ |
Three Months Ended |
2017 |
|
2017 |
|
(Decrease) |
|
(Decrease) |
|
|
|
|
|
|
|
|
|
Results of Operations: |
|
|
|
|
|
|
|
|
Net interest
income |
$ |
65,923 |
|
|
$ |
69,253 |
|
|
$ |
(3,330 |
) |
|
(4.81 |
)% |
|
Noninterest income |
49,416 |
|
|
50,343 |
|
|
(927 |
) |
|
(1.84 |
)% |
|
Total Revenue |
115,339 |
|
|
119,596 |
|
|
(4,257 |
) |
|
(3.56 |
)% |
|
Acquisition-related
expenses |
466 |
|
|
1,281 |
|
|
(815 |
) |
|
(63.62 |
)% |
|
Noninterest expenses,
excluding acquisition-related expenses |
73,720 |
|
|
76,838 |
|
|
(3,118 |
) |
|
(4.06 |
)% |
|
Provision for loan
losses |
696 |
|
|
1,320 |
|
|
(624 |
) |
|
(47.27 |
)% |
|
Income before income
tax and noncontrolling interest |
40,457 |
|
|
40,157 |
|
|
300 |
|
|
0.75 |
% |
|
Provision for income
tax expense |
11,862 |
|
|
12,240 |
|
|
(378 |
) |
|
(3.09 |
)% |
|
Net income |
28,595 |
|
|
27,917 |
|
|
678 |
|
|
2.43 |
% |
|
Net income attributable
to noncontrolling interest |
(1,445 |
) |
|
(1,704 |
) |
|
259 |
|
|
(15.20 |
)% |
|
Net income attributable
to TowneBank |
27,150 |
|
|
26,213 |
|
|
937 |
|
|
3.57 |
% |
|
Net income available to
common shareholders |
27,150 |
|
|
26,213 |
|
|
937 |
|
|
3.57 |
% |
|
Net income per common
share - basic |
0.44 |
|
|
0.42 |
|
|
0.02 |
|
|
4.76 |
% |
|
Net
income per common share - diluted |
0.44 |
|
|
0.42 |
|
|
0.02 |
|
|
4.76 |
% |
Period End Data: |
|
|
|
|
|
|
|
|
Total assets |
$ |
8,614,794 |
|
|
$ |
8,427,042 |
|
|
$ |
187,752 |
|
|
2.23 |
% |
|
Total assets -
tangible |
8,304,142 |
|
|
8,118,730 |
|
|
185,412 |
|
|
2.28 |
% |
|
Earning assets |
7,785,167 |
|
|
7,590,796 |
|
|
194,371 |
|
|
2.56 |
% |
|
Loans (net of unearned
income) |
5,910,479 |
|
|
5,949,061 |
|
|
(38,582 |
) |
|
(0.65 |
)% |
|
Allowance for loan
losses |
44,398 |
|
|
44,131 |
|
|
267 |
|
|
0.61 |
% |
|
Goodwill and other
intangibles |
310,652 |
|
|
308,312 |
|
|
2,340 |
|
|
0.76 |
% |
|
Nonperforming
assets |
33,891 |
|
|
35,692 |
|
|
(1,801 |
) |
|
(5.05 |
)% |
|
Noninterest bearing
deposits |
2,212,047 |
|
|
2,219,406 |
|
|
(7,359 |
) |
|
(0.33 |
)% |
|
Interest bearing
deposits |
4,336,415 |
|
|
4,376,363 |
|
|
(39,948 |
) |
|
(0.91 |
)% |
|
Total
deposits |
6,548,462 |
|
|
6,595,769 |
|
|
(47,307 |
) |
|
(0.72 |
)% |
|
Total equity |
1,140,852 |
|
|
1,122,998 |
|
|
17,854 |
|
|
1.59 |
% |
|
Total equity -
tangible |
830,199 |
|
|
814,686 |
|
|
15,513 |
|
|
1.90 |
% |
|
Common equity |
1,129,588 |
|
|
1,110,681 |
|
|
18,907 |
|
|
1.70 |
% |
|
Common equity -
tangible |
818,936 |
|
|
802,369 |
|
|
16,567 |
|
|
2.06 |
% |
|
Book value per common
share |
18.04 |
|
|
17.74 |
|
|
0.30 |
|
|
1.69 |
% |
|
Book
value per common share - tangible |
13.08 |
|
|
12.81 |
|
|
0.27 |
|
|
2.11 |
% |
Daily Average Balances: |
|
|
|
|
|
|
|
|
Total assets |
$ |
8,570,019 |
|
|
$ |
8,180,959 |
|
|
$ |
389,060 |
|
|
4.76 |
% |
|
Total assets -
tangible |
8,259,587 |
|
|
7,873,036 |
|
|
386,551 |
|
|
4.91 |
% |
|
Earning assets |
7,710,245 |
|
|
7,318,667 |
|
|
391,578 |
|
|
5.35 |
% |
|
Loans (net of unearned
income), excluding nonaccrual loans |
5,897,169 |
|
|
5,926,336 |
|
|
(29,167 |
) |
|
(0.49 |
)% |
|
Allowance for loan
losses |
44,198 |
|
|
43,501 |
|
|
697 |
|
|
1.60 |
% |
|
Goodwill and other
intangibles |
310,432 |
|
|
307,923 |
|
|
2,509 |
|
|
0.81 |
% |
|
Noninterest bearing
deposits |
2,173,920 |
|
|
2,081,819 |
|
|
92,101 |
|
|
4.42 |
% |
|
Interest bearing
deposits |
4,365,820 |
|
|
4,186,319 |
|
|
179,501 |
|
|
4.29 |
% |
|
Total
deposits |
6,539,740 |
|
|
6,268,138 |
|
|
271,602 |
|
|
4.33 |
% |
|
Total equity |
1,135,218 |
|
|
1,115,008 |
|
|
20,210 |
|
|
1.81 |
% |
|
Total equity -
tangible |
824,787 |
|
|
807,085 |
|
|
17,702 |
|
|
2.19 |
% |
|
Common equity |
1,124,173 |
|
|
1,103,813 |
|
|
20,360 |
|
|
1.84 |
% |
|
Common
equity - tangible |
813,741 |
|
|
795,891 |
|
|
17,850 |
|
|
2.24 |
% |
Key
Ratios: |
|
|
|
|
|
|
|
|
Return on average
assets |
1.26 |
% |
|
1.29 |
% |
|
(0.03 |
)% |
|
(2.33 |
)% |
|
Return on average
assets - tangible |
1.37 |
% |
|
1.40 |
% |
|
(0.03 |
)% |
|
(2.14 |
)% |
|
Return on average
equity |
9.49 |
% |
|
9.43 |
% |
|
0.06 |
% |
|
0.64 |
% |
|
Return on average
equity - tangible |
13.67 |
% |
|
13.67 |
% |
|
— |
% |
|
— |
% |
|
Return on average
common equity |
9.58 |
% |
|
9.53 |
% |
|
0.05 |
% |
|
0.52 |
% |
|
Return on average
common equity - tangible |
13.86 |
% |
|
13.87 |
% |
|
(0.01 |
)% |
|
(0.07 |
)% |
|
Net interest
margin-fully tax equivalent (1) |
3.43 |
% |
|
3.84 |
% |
|
(0.41 |
)% |
|
(10.68 |
)% |
|
Net interest
margin |
3.39 |
% |
|
3.80 |
% |
|
(0.41 |
)% |
|
(10.79 |
)% |
|
Average earning
assets/total average assets |
89.97 |
% |
|
89.46 |
% |
|
0.51 |
% |
|
0.57 |
% |
|
Average loans/average
deposits |
90.17 |
% |
|
94.55 |
% |
|
(4.38 |
)% |
|
(4.63 |
)% |
|
Average noninterest
deposits/total average deposits |
33.24 |
% |
|
33.21 |
% |
|
0.03 |
% |
|
0.09 |
% |
|
Allowance for loan
losses/period end loans |
0.75 |
% |
|
0.74 |
% |
|
0.01 |
% |
|
1.35 |
% |
|
Nonperforming assets to
period end assets |
0.39 |
% |
|
0.42 |
% |
|
(0.03 |
)% |
|
(7.14 |
)% |
|
Period end
equity/period end total assets |
13.24 |
% |
|
13.33 |
% |
|
(0.09 |
)% |
|
(0.68 |
)% |
|
Efficiency ratio |
64.32 |
% |
|
65.32 |
% |
|
(1.00 |
)% |
|
(1.53 |
)% |
|
|
|
|
|
|
|
|
|
(1)
Presented on a tax-equivalent basis |
|
|
|
|
|
|
|
TOWNEBANK |
Average Balances, Yields and Rate Paid
(unaudited) |
(dollars in thousands) |
|
|
Three Months Ended |
|
Three Months Ended |
|
Three Months Ended |
|
September 30, 2017 |
|
June 30, 2017 |
|
September 30, 2016 |
|
|
|
Interest |
|
Average |
|
|
|
Interest |
|
Average |
|
|
|
Interest |
|
Average |
|
Average |
|
Income/ |
|
Yield/ |
|
Average |
|
Income/ |
|
Yield/ |
|
Average |
|
Income/ |
|
Yield/ |
|
Balance |
|
Expense |
|
Rate |
|
Balance |
|
Expense |
|
Rate |
|
Balance |
|
Expense |
|
Rate |
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans (net of unearned
income and deferred costs), excluding nonaccrual
loans |
$ |
5,897,169 |
|
|
$ |
69,679 |
|
|
4.69 |
% |
|
$ |
5,926,336 |
|
|
$ |
72,167 |
|
|
4.88 |
% |
|
$ |
5,583,711 |
|
|
$ |
65,245 |
|
|
4.65 |
% |
Taxable investment
securities |
582,747 |
|
|
2,717 |
|
|
1.86 |
% |
|
597,231 |
|
|
2,801 |
|
|
1.88 |
% |
|
687,480 |
|
|
2,702 |
|
|
1.57 |
% |
Tax-exempt investment
securities |
47,087 |
|
|
360 |
|
|
3.06 |
% |
|
48,560 |
|
|
370 |
|
|
3.05 |
% |
|
53,180 |
|
|
396 |
|
|
2.98 |
% |
Interest-bearing
deposits |
870,480 |
|
|
2,745 |
|
|
1.25 |
% |
|
455,489 |
|
|
1,188 |
|
|
1.05 |
% |
|
287,672 |
|
|
(36 |
) |
|
(0.05 |
)% |
Loans held for
sale |
312,762 |
|
|
3,081 |
|
|
3.94 |
% |
|
291,051 |
|
|
2,879 |
|
|
3.96 |
% |
|
476,450 |
|
|
4,138 |
|
|
3.47 |
% |
Total earning
assets |
7,710,245 |
|
|
78,582 |
|
|
4.04 |
% |
|
7,318,667 |
|
|
79,405 |
|
|
4.35 |
% |
|
7,088,493 |
|
|
72,445 |
|
|
4.07 |
% |
Less: allowance
for loan losses |
(44,198 |
) |
|
|
|
|
|
(43,501 |
) |
|
|
|
|
|
(40,004 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total nonearning
assets |
903,972 |
|
|
|
|
|
|
905,793 |
|
|
|
|
|
|
942,724 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
assets |
$ |
8,570,019 |
|
|
|
|
|
|
$ |
8,180,959 |
|
|
|
|
|
|
$ |
7,991,213 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and
Equity: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing
deposits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Demand and money
market |
$ |
2,284,995 |
|
|
$ |
2,107 |
|
|
0.37 |
% |
|
$ |
2,235,869 |
|
|
$ |
1,957 |
|
|
0.35 |
% |
|
$ |
2,216,987 |
|
|
$ |
1,674 |
|
|
0.30 |
% |
Savings |
320,891 |
|
|
862 |
|
|
1.07 |
% |
|
318,323 |
|
|
815 |
|
|
1.03 |
% |
|
318,193 |
|
|
723 |
|
|
0.90 |
% |
Certificates of
deposit |
1,759,934 |
|
|
4,841 |
|
|
1.09 |
% |
|
1,632,127 |
|
|
4,105 |
|
|
1.01 |
% |
|
1,684,136 |
|
|
3,512 |
|
|
0.83 |
% |
Total interest-bearing
deposits |
4,365,820 |
|
|
7,810 |
|
|
0.71 |
% |
|
4,186,319 |
|
|
6,877 |
|
|
0.66 |
% |
|
4,219,316 |
|
|
5,909 |
|
|
0.56 |
% |
Borrowings |
554,147 |
|
|
1,770 |
|
|
1.25 |
% |
|
641,748 |
|
|
2,551 |
|
|
1.57 |
% |
|
523,018 |
|
|
3,309 |
|
|
2.48 |
% |
Subordinated capital
debentures |
204,146 |
|
|
2,368 |
|
|
4.64 |
% |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Total interest-bearing
liabilities |
5,124,113 |
|
|
11,948 |
|
|
0.93 |
% |
|
4,828,067 |
|
|
9,428 |
|
|
0.78 |
% |
|
4,742,334 |
|
|
9,218 |
|
|
0.77 |
% |
Demand deposits |
2,173,920 |
|
|
|
|
|
|
2,081,819 |
|
|
|
|
|
|
1,959,025 |
|
|
|
|
|
Other
noninterest-bearing liabilities |
136,768 |
|
|
|
|
|
|
156,065 |
|
|
|
|
|
|
214,831 |
|
|
|
|
|
Total
liabilities |
7,434,801 |
|
|
|
|
|
|
7,065,951 |
|
|
|
|
|
|
6,916,190 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders’
equity |
1,135,218 |
|
|
|
|
|
|
1,115,008 |
|
|
|
|
|
|
1,075,023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
liabilities and equity |
$ |
8,570,019 |
|
|
|
|
|
|
$ |
8,180,959 |
|
|
|
|
|
|
$ |
7,991,213 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income
(tax-equivalent basis) |
|
|
$ |
66,634 |
|
|
|
|
|
|
$ |
69,977 |
|
|
|
|
|
|
$ |
63,227 |
|
|
|
Reconcilement of Non-GAAP Financial Measures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tax-equivalent
basis adjustment |
|
|
(711 |
) |
|
|
|
|
|
(724 |
) |
|
|
|
|
|
(622 |
) |
|
|
Net interest income
(GAAP) |
|
|
$ |
65,923 |
|
|
|
|
|
|
$ |
69,253 |
|
|
|
|
|
|
$ |
62,605 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest rate spread
(1) |
|
|
|
|
3.11 |
% |
|
|
|
|
|
3.57 |
% |
|
|
|
|
|
3.30 |
% |
Interest
expense as a percent of average earning assets |
|
|
|
0.61 |
% |
|
|
|
|
|
0.52 |
% |
|
|
|
|
|
0.52 |
% |
Net
interest margin (tax equivalent basis) (2) |
|
|
|
3.43 |
% |
|
|
|
|
|
3.84 |
% |
|
|
|
|
|
3.55 |
% |
Total cost of
deposits |
|
|
|
|
0.47 |
% |
|
|
|
|
|
0.44 |
% |
|
|
|
|
|
0.38 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Interest spread is the average yield earned on earning
assets less the average rate paid on interest-bearing
liabilities. Fully tax equivalent.(2) Net interest margin is
net interest income expressed as a percentage of average earning
assets. Fully tax equivalent.
TOWNEBANK |
Average Balances, Yields and Rate Paid
(unaudited) |
(dollars in thousands) |
|
|
Nine Months Ended |
|
Nine Months Ended |
|
Nine Months Ended September 30,
2017 |
|
September 30, 2017 |
|
September 30, 2016 |
|
Compared with September 30, 2016 |
|
|
|
Interest |
|
Average |
|
|
|
Interest |
|
Average |
|
|
|
|
|
Average |
|
Income/ |
|
Yield/ |
|
Average |
|
Income/ |
|
Yield/ |
|
Increase |
|
Change due to |
|
Balance |
|
Expense |
|
Rate |
|
Balance |
|
Expense |
|
Rate |
|
(Decrease) |
|
Rate |
|
Volume |
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans
(net of unearned income and deferred costs), excluding
nonaccrual loans |
$ |
5,895,560 |
|
|
$ |
206,825 |
|
|
4.69 |
% |
|
$ |
4,936,641 |
|
|
$ |
168,257 |
|
|
4.55 |
% |
|
$ |
38,568 |
|
|
$ |
5,195 |
|
|
$ |
33,373 |
|
Taxable
investment securities |
602,272 |
|
|
8,360 |
|
|
1.85 |
% |
|
704,532 |
|
|
8,492 |
|
|
1.61 |
% |
|
(132 |
) |
|
1,192 |
|
|
(1,324 |
) |
Tax-exempt investment securities |
48,701 |
|
|
1,106 |
|
|
3.03 |
% |
|
52,854 |
|
|
1,211 |
|
|
3.05 |
% |
|
(105 |
) |
|
(11 |
) |
|
(94 |
) |
Interest-bearing deposits |
623,670 |
|
|
4,819 |
|
|
1.03 |
% |
|
280,900 |
|
|
658 |
|
|
0.31 |
% |
|
4,161 |
|
|
2,719 |
|
|
1,442 |
|
Loans
held for sale |
264,065 |
|
|
7,687 |
|
|
3.88 |
% |
|
236,336 |
|
|
6,124 |
|
|
3.45 |
% |
|
1,563 |
|
|
802 |
|
|
761 |
|
Total
earning assets |
7,434,268 |
|
|
228,797 |
|
|
4.11 |
% |
|
6,211,263 |
|
|
184,742 |
|
|
3.97 |
% |
|
44,055 |
|
|
9,897 |
|
|
34,158 |
|
Less: allowance for loan losses |
(43,442 |
) |
|
|
|
|
|
(38,996 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
nonearning assets |
861,708 |
|
|
|
|
|
|
777,718 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
$ |
8,252,534 |
|
|
|
|
|
|
$ |
6,949,985 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Equity: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing deposits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Demand and money market |
$ |
2,264,636 |
|
|
$ |
5,929 |
|
|
0.35 |
% |
|
$ |
1,938,818 |
|
|
$ |
4,300 |
|
|
0.30 |
% |
|
$ |
1,629 |
|
|
$ |
846 |
|
|
$ |
783 |
|
Savings |
319,847 |
|
|
2,435 |
|
|
1.02 |
% |
|
306,644 |
|
|
2,132 |
|
|
0.93 |
% |
|
303 |
|
|
209 |
|
|
94 |
|
Certificates of deposit |
1,634,566 |
|
|
12,326 |
|
|
1.01 |
% |
|
1,510,707 |
|
|
9,957 |
|
|
0.88 |
% |
|
2,369 |
|
|
1,514 |
|
|
855 |
|
Total
interest-bearing deposits |
4,219,049 |
|
|
20,690 |
|
|
0.66 |
% |
|
3,756,169 |
|
|
16,389 |
|
|
0.58 |
% |
|
4,301 |
|
|
2,569 |
|
|
1,732 |
|
Borrowings |
639,180 |
|
|
8,125 |
|
|
1.68 |
% |
|
488,132 |
|
|
9,685 |
|
|
2.61 |
% |
|
(1,560 |
) |
|
(4,035 |
) |
|
2,475 |
|
Subordinated debentures |
68,796 |
|
|
2,368 |
|
|
4.59 |
% |
|
— |
|
|
— |
|
|
— |
|
|
2,368 |
|
|
— |
|
|
2,368 |
|
Total
interest-bearing liabilities |
4,927,025 |
|
|
31,183 |
|
|
0.85 |
% |
|
4,244,301 |
|
|
26,074 |
|
|
0.82 |
% |
|
5,109 |
|
|
(1,466 |
) |
|
6,575 |
|
Demand
deposits |
2,072,000 |
|
|
|
|
|
|
1,638,902 |
|
|
|
|
|
|
|
|
|
|
|
Other
noninterest-bearing liabilities |
138,784 |
|
|
|
|
|
|
144,510 |
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
7,137,809 |
|
|
|
|
|
|
6,027,713 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders’ equity |
1,114,725 |
|
|
|
|
|
|
922,272 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and equity |
$ |
8,252,534 |
|
|
|
|
|
|
$ |
6,949,985 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
interest income (tax-equivalent basis) |
|
|
$ |
197,614 |
|
|
|
|
|
|
$ |
158,668 |
|
|
|
|
$ |
38,946 |
|
|
$ |
11,363 |
|
|
$ |
27,583 |
|
Reconcilement of Non-GAAP Financial
Measures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tax-equivalent basis adjustment |
|
|
(2,158 |
) |
|
|
|
|
|
(1,944 |
) |
|
|
|
(214 |
) |
|
|
|
|
Net
interest income (GAAP) |
|
|
$ |
195,456 |
|
|
|
|
|
|
$ |
156,724 |
|
|
|
|
$ |
38,732 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest rate spread (1) |
|
|
|
|
3.27 |
% |
|
|
|
|
|
3.15 |
% |
|
|
|
|
|
|
Interest expense as a percent of averageearning
assets |
|
|
|
0.56 |
% |
|
|
|
|
|
0.56 |
% |
|
|
|
|
|
|
Net
interest margin (tax equivalent basis) (2) |
|
|
|
|
3.55 |
% |
|
|
|
|
|
3.41 |
% |
|
|
|
|
|
|
Total
cost of deposits |
|
|
|
|
0.44 |
% |
|
|
|
|
|
0.41 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Interest spread is the average yield earned on earning
assets less the average rate paid on interest bearing
liabilities. Fully tax equivalent.(2) Net interest margin is
net interest income expressed as a percentage of average earning
assets. Fully tax equivalent.
TOWNEBANK |
Consolidated Balance Sheets |
(dollars in thousands, except share
data) |
|
|
|
|
|
|
|
|
September 30, |
|
December 31, |
|
2017 |
|
2016 |
|
2016 |
|
(unaudited) |
|
(unaudited) |
|
(audited) |
ASSETS |
|
|
|
|
|
Cash and due from
banks |
$ |
647,728 |
|
|
$ |
147,887 |
|
|
$ |
130,967 |
|
Interest-bearing
deposits in financial institutions |
5,055 |
|
|
6,891 |
|
|
5,581 |
|
Total Cash and Cash Equivalents |
652,783 |
|
|
154,778 |
|
|
136,548 |
|
Securities available
for sale, at fair value |
831,483 |
|
|
704,418 |
|
|
812,974 |
|
Securities held to
maturity, at amortized cost |
62,487 |
|
|
70,304 |
|
|
66,490 |
|
Federal Home Loan Bank
stock, at amortized cost |
29,586 |
|
|
24,888 |
|
|
35,937 |
|
Total Securities |
923,556 |
|
|
799,610 |
|
|
915,401 |
|
Mortgage loans held for
sale |
318,595 |
|
|
439,608 |
|
|
314,046 |
|
Loans, net of unearned
income and deferred costs: |
|
|
|
|
|
Real
estate-residential 1-4 family |
1,239,886 |
|
|
1,208,001 |
|
|
1,215,823 |
|
Real
estate-commercial |
2,303,263 |
|
|
2,189,489 |
|
|
2,251,312 |
|
Real
estate-construction and development |
880,655 |
|
|
820,453 |
|
|
826,027 |
|
Real
estate-multi-family |
185,323 |
|
|
206,623 |
|
|
222,791 |
|
Commercial |
1,084,555 |
|
|
1,033,797 |
|
|
1,089,539 |
|
Consumer
and other loans |
216,797 |
|
|
193,279 |
|
|
201,729 |
|
Loans,
net of unearned income and deferred costs |
5,910,479 |
|
|
5,651,642 |
|
|
5,807,221 |
|
Less:
allowance for loan losses |
(44,398 |
) |
|
(40,655 |
) |
|
(42,001 |
) |
Net Loans |
5,866,081 |
|
|
5,610,987 |
|
|
5,765,220 |
|
Premises and equipment,
net |
196,975 |
|
|
202,955 |
|
|
198,568 |
|
Goodwill |
270,901 |
|
|
264,578 |
|
|
264,910 |
|
Other intangible
assets, net |
39,751 |
|
|
39,747 |
|
|
37,856 |
|
Bank-owned life
insurance policies |
193,823 |
|
|
163,385 |
|
|
189,499 |
|
Other assets |
152,329 |
|
|
154,494 |
|
|
151,867 |
|
TOTAL
ASSETS |
$ |
8,614,794 |
|
|
$ |
7,830,142 |
|
|
$ |
7,973,915 |
|
|
|
|
|
|
|
LIABILITIES AND EQUITY |
|
|
|
|
|
Deposits: |
|
|
|
|
|
Noninterest-bearing demand |
$ |
2,212,047 |
|
|
$ |
1,974,395 |
|
|
$ |
1,947,312 |
|
Interest-bearing: |
|
|
|
|
|
Demand
and money market accounts |
2,253,746 |
|
|
2,207,962 |
|
|
2,263,894 |
|
Savings |
320,028 |
|
|
315,477 |
|
|
319,611 |
|
Certificates of deposit |
1,762,641 |
|
|
1,649,113 |
|
|
1,504,380 |
|
Total Deposits |
6,548,462 |
|
|
6,146,947 |
|
|
6,035,197 |
|
Advances from the
Federal Home Loan Bank |
527,072 |
|
|
427,655 |
|
|
687,511 |
|
Subordinated debt,
net |
247,128 |
|
|
— |
|
|
— |
|
Repurchase agreements
and other borrowings |
23,195 |
|
|
31,927 |
|
|
32,540 |
|
Total Borrowings |
797,395 |
|
|
459,582 |
|
|
720,051 |
|
Other liabilities |
128,086 |
|
|
144,735 |
|
|
132,109 |
|
TOTAL
LIABILITIES |
7,473,943 |
|
|
6,751,264 |
|
|
6,887,357 |
|
Preferred stock |
|
|
|
|
|
Authorized and unissued shares - 2,000,000 |
— |
|
|
— |
|
|
— |
|
Common stock, $1.667
par: 90,000,000 shares authorized |
|
|
|
|
|
62,619,857; 62,387,564; and 62,492,168 shares issued at |
|
|
|
|
|
September 30, 2017 and 2016 and December 31, 2016,
respectively |
104,387 |
|
|
104,000 |
|
|
104,174 |
|
Capital surplus |
748,444 |
|
|
743,223 |
|
|
745,411 |
|
Retained earnings |
279,165 |
|
|
218,631 |
|
|
229,503 |
|
Common stock issued to
deferred compensation trust, at cost |
|
|
|
|
|
723,304; 683,833; and 692,431 shares at |
|
|
|
|
|
September 30, 2017 and 2016 and December 31, 2016,
respectively |
(12,304 |
) |
|
(10,969 |
) |
|
(11,168 |
) |
Deferred compensation
trust |
12,304 |
|
|
10,969 |
|
|
11,168 |
|
Accumulated other
comprehensive income (loss) |
(2,408 |
) |
|
1,339 |
|
|
(3,986 |
) |
TOTAL
SHAREHOLDERS’ EQUITY |
1,129,588 |
|
|
1,067,193 |
|
|
1,075,102 |
|
Noncontrolling
interest |
11,263 |
|
|
11,685 |
|
|
11,456 |
|
TOTAL
EQUITY |
1,140,851 |
|
|
1,078,878 |
|
|
1,086,558 |
|
TOTAL
LIABILITIES AND EQUITY |
$ |
8,614,794 |
|
|
$ |
7,830,142 |
|
|
$ |
7,973,915 |
|
TOWNEBANK |
Consolidated Statements of Income
(unaudited) |
(dollars in thousands, except per share
data) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Nine Months Ended |
|
September 30, |
|
September 30, |
|
2017 |
|
2016 |
|
2017 |
|
2016 |
INTEREST
INCOME: |
|
|
|
|
|
|
|
Loans,
including fees |
$ |
68,969 |
|
|
$ |
64,623 |
|
|
$ |
204,667 |
|
|
$ |
166,313 |
|
Investment securities |
3,076 |
|
|
3,099 |
|
|
9,466 |
|
|
9,703 |
|
Interest-bearing deposits in financial institutions and federal
funds sold |
2,745 |
|
|
(36 |
) |
|
4,819 |
|
|
658 |
|
Mortgage
loans held for sale |
3,081 |
|
|
4,137 |
|
|
7,687 |
|
|
6,124 |
|
Total interest income |
77,871 |
|
|
71,823 |
|
|
226,639 |
|
|
182,798 |
|
INTEREST
EXPENSE: |
|
|
|
|
|
|
|
Deposits |
7,810 |
|
|
5,909 |
|
|
20,690 |
|
|
16,389 |
|
Advances
from the Federal Home Loan Bank |
1,750 |
|
|
3,276 |
|
|
8,044 |
|
|
9,606 |
|
Subordinated capital debentures |
2,368 |
|
|
— |
|
|
2,368 |
|
|
— |
|
Repurchase agreements and other borrowings, net of capitalized
interest |
20 |
|
|
33 |
|
|
81 |
|
|
79 |
|
Total interest expense |
11,948 |
|
|
9,218 |
|
|
31,183 |
|
|
26,074 |
|
Net interest
income |
65,923 |
|
|
62,605 |
|
|
195,456 |
|
|
156,724 |
|
|
|
|
|
|
|
|
|
PROVISION FOR
LOAN LOSSES |
696 |
|
|
1,686 |
|
|
4,557 |
|
|
3,526 |
|
Net interest income after provision for loan
losses |
65,227 |
|
|
60,919 |
|
|
190,899 |
|
|
153,198 |
|
NONINTEREST
INCOME: |
|
|
|
|
|
|
|
Residential mortgage banking income, net |
19,087 |
|
|
21,430 |
|
|
58,314 |
|
|
40,696 |
|
Insurance
commissions and other title fees and income, net |
12,116 |
|
|
11,258 |
|
|
39,818 |
|
|
36,918 |
|
Real
estate brokerage and property management income, net |
10,042 |
|
|
6,647 |
|
|
22,664 |
|
|
17,591 |
|
Service
charges on deposit accounts |
2,670 |
|
|
2,552 |
|
|
7,785 |
|
|
7,012 |
|
Credit
card merchant fees, net |
1,388 |
|
|
1,365 |
|
|
3,804 |
|
|
3,373 |
|
Bank
owned life insurance |
1,425 |
|
|
1,264 |
|
|
4,321 |
|
|
3,616 |
|
Other
income |
2,688 |
|
|
2,305 |
|
|
7,940 |
|
|
6,498 |
|
Loss on
investment securities |
— |
|
|
— |
|
|
(1 |
) |
|
— |
|
Total noninterest income |
49,416 |
|
|
46,821 |
|
|
144,645 |
|
|
115,704 |
|
NONINTEREST
EXPENSE: |
|
|
|
|
|
|
|
Salaries
and employee benefits |
43,467 |
|
|
40,497 |
|
|
128,509 |
|
|
100,776 |
|
Occupancy |
6,635 |
|
|
6,656 |
|
|
19,977 |
|
|
16,831 |
|
Furniture
and equipment |
3,710 |
|
|
3,199 |
|
|
10,616 |
|
|
7,937 |
|
Other
expenses |
20,374 |
|
|
20,581 |
|
|
63,451 |
|
|
69,448 |
|
Total noninterest expense |
74,186 |
|
|
70,933 |
|
|
222,553 |
|
|
194,992 |
|
Income before
income tax expense & noncontrolling interest |
40,457 |
|
|
36,807 |
|
|
112,991 |
|
|
73,910 |
|
Provision for
income tax expense |
11,862 |
|
|
10,974 |
|
|
33,488 |
|
|
21,538 |
|
Net
income |
$ |
28,595 |
|
|
$ |
25,833 |
|
|
$ |
79,503 |
|
|
$ |
52,372 |
|
Net income
attributable to noncontrolling interest |
(1,445 |
) |
|
(1,657 |
) |
|
(4,173 |
) |
|
(4,118 |
) |
Net income
attributable to TowneBank |
$ |
27,150 |
|
|
$ |
24,176 |
|
|
$ |
75,330 |
|
|
$ |
48,254 |
|
Net income
available to common shareholders |
$ |
27,150 |
|
|
$ |
24,176 |
|
|
$ |
75,330 |
|
|
$ |
48,254 |
|
Per common
share information |
|
|
|
|
|
|
|
Basic
earnings |
$ |
0.44 |
|
|
$ |
0.39 |
|
|
$ |
1.21 |
|
|
$ |
0.88 |
|
Diluted
earnings |
$ |
0.44 |
|
|
$ |
0.39 |
|
|
$ |
1.21 |
|
|
$ |
0.87 |
|
Cash
dividends declared |
$ |
0.14 |
|
|
$ |
0.13 |
|
|
$ |
0.41 |
|
|
$ |
0.38 |
|
TOWNEBANK |
Consolidated Statements of Comprehensive
Income |
(dollars in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Nine Months Ended |
|
September 30, |
|
September 30, |
|
2017 |
|
2016 |
|
2017 |
|
2016 |
|
(unaudited) |
|
(unaudited) |
|
(unaudited) |
|
(unaudited) |
|
|
|
|
|
|
|
|
Net
income |
$ |
28,595 |
|
|
$ |
25,833 |
|
|
$ |
79,503 |
|
|
$ |
52,372 |
|
|
|
|
|
|
|
|
|
Other
comprehensive income (loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized gains on securities |
|
|
|
|
|
|
|
Unrealized holding gains (losses) arising during the period |
(305 |
) |
|
(516 |
) |
|
2,428 |
|
|
6,294 |
|
Deferred
tax benefit (expense) |
106 |
|
|
180 |
|
|
(851 |
) |
|
(2,203 |
) |
Realized
losses reclassified into earnings |
— |
|
|
— |
|
|
1 |
|
|
— |
|
Net
unrealized gains (losses) |
(199 |
) |
|
(336 |
) |
|
1,578 |
|
|
4,091 |
|
|
|
|
|
|
|
|
|
Pension and postretirement benefit plans |
|
|
|
|
|
|
|
Actuarial
gain (loss) |
143 |
|
|
— |
|
|
(252 |
) |
|
109 |
|
Deferred
tax benefit (expense) |
(49 |
) |
|
— |
|
|
90 |
|
|
(38 |
) |
Amortization of prior service costs |
41 |
|
|
110 |
|
|
133 |
|
|
263 |
|
Deferred
tax expense |
(14 |
) |
|
(38 |
) |
|
(46 |
) |
|
(91 |
) |
Amortization of actuarial (gain) loss |
39 |
|
|
(2 |
) |
|
117 |
|
|
(2 |
) |
Deferred
tax benefit (expense) |
(14 |
) |
|
1 |
|
|
(42 |
) |
|
1 |
|
Change in
retirement plans, net of tax |
146 |
|
|
71 |
|
|
— |
|
|
242 |
|
|
|
|
|
|
|
|
|
Other
comprehensive income (loss), net of tax |
(53 |
) |
|
(265 |
) |
|
1,578 |
|
|
4,333 |
|
|
|
|
|
|
|
|
|
Comprehensive
income |
$ |
28,542 |
|
|
$ |
25,568 |
|
|
$ |
81,081 |
|
|
$ |
56,705 |
|
TOWNEBANK |
Consolidated Balance Sheets - Five Quarter
Trend |
(dollars in thousands, except share
data) |
|
|
|
|
|
|
|
|
|
|
|
|
September 30, |
|
June 30, |
|
March 31, |
|
December 31, |
|
September 30, |
|
2017 |
|
2017 |
|
2017 |
|
2016 |
|
2016 |
|
(unaudited) |
|
(unaudited) |
|
(unaudited) |
|
(audited) |
|
(unaudited) |
ASSETS |
|
|
|
|
|
|
|
|
|
Cash and due from
banks |
$ |
647,728 |
|
|
$ |
468,455 |
|
|
$ |
420,192 |
|
|
$ |
130,967 |
|
|
$ |
147,887 |
|
Interest-bearing
deposits in financial institutions |
5,055 |
|
|
5,071 |
|
|
5,335 |
|
|
5,581 |
|
|
6,891 |
|
Total Cash and Cash Equivalents |
652,783 |
|
|
473,526 |
|
|
425,527 |
|
|
136,548 |
|
|
154,778 |
|
Securities available
for sale, at fair value |
831,483 |
|
|
700,354 |
|
|
720,667 |
|
|
812,974 |
|
|
704,418 |
|
Securities held to
maturity, at amortized cost |
62,487 |
|
|
63,937 |
|
|
65,117 |
|
|
66,490 |
|
|
70,304 |
|
Federal Home Loan Bank
stock, at amortized cost |
29,586 |
|
|
29,586 |
|
|
36,402 |
|
|
35,937 |
|
|
24,888 |
|
Total Securities |
923,556 |
|
|
793,877 |
|
|
822,186 |
|
|
915,401 |
|
|
799,610 |
|
Mortgage loans held for
sale |
318,595 |
|
|
388,523 |
|
|
214,047 |
|
|
314,046 |
|
|
439,451 |
|
Loans, net of unearned
income and deferred costs: |
5,910,479 |
|
|
5,949,061 |
|
|
5,913,080 |
|
|
5,807,221 |
|
|
5,651,642 |
|
Less: allowance for loan losses |
(44,398 |
) |
|
(44,131 |
) |
|
(43,195 |
) |
|
(42,001 |
) |
|
(40,655 |
) |
Net Loans |
5,866,081 |
|
|
5,904,930 |
|
|
5,869,885 |
|
|
5,765,220 |
|
|
5,610,987 |
|
Premises and equipment,
net |
196,975 |
|
|
199,926 |
|
|
198,664 |
|
|
198,568 |
|
|
202,955 |
|
Goodwill |
270,901 |
|
|
268,246 |
|
|
264,910 |
|
|
264,910 |
|
|
264,578 |
|
Other intangible
assets, net |
39,751 |
|
|
40,066 |
|
|
37,052 |
|
|
37,856 |
|
|
39,747 |
|
Bank-owned life
insurance policies |
193,823 |
|
|
192,339 |
|
|
190,917 |
|
|
189,499 |
|
|
163,385 |
|
Other assets |
152,329 |
|
|
165,609 |
|
|
151,598 |
|
|
151,867 |
|
|
154,651 |
|
TOTAL
ASSETS |
$ |
8,614,794 |
|
|
$ |
8,427,042 |
|
|
$ |
8,174,786 |
|
|
$ |
7,973,915 |
|
|
$ |
7,830,142 |
|
LIABILITIES AND EQUITY |
|
|
|
|
|
|
|
|
|
Deposits: |
|
|
|
|
|
|
|
|
|
Noninterest-bearing demand |
$ |
2,212,047 |
|
|
$ |
2,219,406 |
|
|
$ |
2,052,598 |
|
|
$ |
1,947,312 |
|
|
$ |
1,974,395 |
|
Interest-bearing: |
|
|
|
|
|
|
|
|
|
Demand
and money market accounts |
2,253,746 |
|
|
2,292,978 |
|
|
2,270,025 |
|
|
2,263,894 |
|
|
2,207,962 |
|
Savings |
320,028 |
|
|
318,714 |
|
|
320,104 |
|
|
319,611 |
|
|
315,477 |
|
Certificates of deposit |
1,762,641 |
|
|
1,764,671 |
|
|
1,548,045 |
|
|
1,504,380 |
|
|
1,649,113 |
|
Total Deposits |
6,548,462 |
|
|
6,595,769 |
|
|
6,190,772 |
|
|
6,035,197 |
|
|
6,146,947 |
|
Advances from the
Federal Home Loan Bank |
527,072 |
|
|
527,219 |
|
|
687,366 |
|
|
687,511 |
|
|
427,655 |
|
Subordinated debt,
net |
247,128 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Repurchase agreements
and other borrowings |
23,195 |
|
|
28,571 |
|
|
35,318 |
|
|
32,540 |
|
|
31,927 |
|
Total Borrowings |
797,395 |
|
|
555,790 |
|
|
722,684 |
|
|
720,051 |
|
|
459,582 |
|
Other liabilities |
128,086 |
|
|
152,485 |
|
|
160,085 |
|
|
132,109 |
|
|
144,735 |
|
TOTAL
LIABILITIES |
7,473,943 |
|
|
7,304,044 |
|
|
7,073,541 |
|
|
6,887,357 |
|
|
6,751,264 |
|
Preferred stock |
|
|
|
|
|
|
|
|
|
Authorized
shares - 2,000,000 |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
Common stock, $1.667
par value |
104,387 |
|
|
104,386 |
|
|
104,307 |
|
|
104,174 |
|
|
104,000 |
|
Capital surplus |
748,444 |
|
|
747,867 |
|
|
746,289 |
|
|
745,411 |
|
|
743,223 |
|
Retained earnings |
279,165 |
|
|
260,783 |
|
|
243,337 |
|
|
229,503 |
|
|
218,631 |
|
Common stock issued to
deferred compensation trust, at cost |
(12,304 |
) |
|
(11,492 |
) |
|
(11,294 |
) |
|
(11,168 |
) |
|
(10,969 |
) |
Deferred compensation
trust |
12,304 |
|
|
11,492 |
|
|
11,294 |
|
|
11,168 |
|
|
10,969 |
|
Accumulated other
comprehensive income (loss) |
(2,408 |
) |
|
(2,355 |
) |
|
(4,173 |
) |
|
(3,986 |
) |
|
1,339 |
|
TOTAL
SHAREHOLDERS’ EQUITY |
1,129,588 |
|
|
1,110,681 |
|
|
1,089,760 |
|
|
1,075,102 |
|
|
1,067,193 |
|
Noncontrolling
interest |
11,263 |
|
|
12,317 |
|
|
11,485 |
|
|
11,456 |
|
|
11,685 |
|
TOTAL
EQUITY |
1,140,851 |
|
|
1,122,998 |
|
|
1,101,245 |
|
|
1,086,558 |
|
|
1,078,878 |
|
TOTAL
LIABILITIES AND EQUITY |
$ |
8,614,794 |
|
|
$ |
8,427,042 |
|
|
$ |
8,174,786 |
|
|
$ |
7,973,915 |
|
|
$ |
7,830,142 |
|
TOWNEBANK |
Consolidated Statements of Income - Five
Quarter Trend (unaudited) |
(dollars in thousands, except per share
data) |
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
September 30, |
|
June 30, |
|
March 31, |
|
December 31, |
|
September 30, |
|
2017 |
|
2017 |
|
2017 |
|
2016 |
|
2016 |
INTEREST
INCOME: |
|
|
|
|
|
|
|
|
|
Loans,
including fees |
$ |
68,969 |
|
|
$ |
71,443 |
|
|
$ |
64,255 |
|
|
$ |
65,151 |
|
|
$ |
64,623 |
|
Investment securities |
3,076 |
|
|
3,171 |
|
|
3,218 |
|
|
3,152 |
|
|
3,099 |
|
Interest-bearing deposits in financial institutions and federal
funds sold |
2,745 |
|
|
1,188 |
|
|
887 |
|
|
487 |
|
|
(36 |
) |
Mortgage
loans held for sale |
3,081 |
|
|
2,879 |
|
|
1,727 |
|
|
3,028 |
|
|
4,137 |
|
Total Interest Income |
77,871 |
|
|
78,681 |
|
|
70,087 |
|
|
71,818 |
|
|
71,823 |
|
INTEREST
EXPENSE: |
|
|
|
|
|
|
|
|
|
Deposits |
7,810 |
|
|
6,877 |
|
|
6,003 |
|
|
5,928 |
|
|
5,909 |
|
Advances
from the Federal Home Loan Bank |
1,750 |
|
|
2,521 |
|
|
3,772 |
|
|
3,546 |
|
|
3,276 |
|
Subordinated capital debentures |
2,368 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Repurchase agreements and other borrowings |
20 |
|
|
30 |
|
|
31 |
|
|
193 |
|
|
33 |
|
Total Interest Expense |
11,948 |
|
|
9,428 |
|
|
9,806 |
|
|
9,667 |
|
|
9,218 |
|
Net Interest
Income |
65,923 |
|
|
69,253 |
|
|
60,281 |
|
|
62,151 |
|
|
62,605 |
|
|
|
|
|
|
|
|
|
|
|
PROVISION FOR
LOAN LOSSES |
696 |
|
|
1,320 |
|
|
2,541 |
|
|
1,831 |
|
|
1,686 |
|
Net Interest Income after Provision for Loan
Losses |
65,227 |
|
|
67,933 |
|
|
57,740 |
|
|
60,320 |
|
|
60,919 |
|
NONINTEREST
INCOME: |
|
|
|
|
|
|
|
|
|
Residential mortgage banking income, net |
19,087 |
|
|
21,594 |
|
|
17,632 |
|
|
18,096 |
|
|
21,430 |
|
Insurance
commissions and other title fees and income, net |
12,116 |
|
|
12,902 |
|
|
14,800 |
|
|
9,823 |
|
|
11,258 |
|
Real
estate brokerage and property management income, net |
10,042 |
|
|
7,629 |
|
|
4,993 |
|
|
2,925 |
|
|
6,647 |
|
Service
charges on deposit accounts |
2,670 |
|
|
2,644 |
|
|
2,472 |
|
|
2,535 |
|
|
2,552 |
|
Credit
card merchant fees, net |
1,388 |
|
|
1,298 |
|
|
1,118 |
|
|
1,135 |
|
|
1,365 |
|
Bank
owned life insurance |
1,425 |
|
|
1,421 |
|
|
1,474 |
|
|
2,377 |
|
|
1,264 |
|
Other
income |
2,688 |
|
|
2,856 |
|
|
2,397 |
|
|
2,621 |
|
|
2,305 |
|
Net gain
(loss) on investment securities |
— |
|
|
(1 |
) |
|
— |
|
|
6 |
|
|
— |
|
Total Noninterest Income |
49,416 |
|
|
50,343 |
|
|
44,886 |
|
|
39,518 |
|
|
46,821 |
|
NONINTEREST
EXPENSE: |
|
|
|
|
|
|
|
|
|
Salaries
and employee benefits |
43,467 |
|
|
44,834 |
|
|
40,208 |
|
|
43,071 |
|
|
40,497 |
|
Occupancy
expense |
6,635 |
|
|
6,658 |
|
|
6,684 |
|
|
6,885 |
|
|
6,656 |
|
Furniture
and equipment |
3,710 |
|
|
3,563 |
|
|
3,343 |
|
|
3,378 |
|
|
3,199 |
|
Other
expenses |
20,374 |
|
|
23,064 |
|
|
20,013 |
|
|
19,500 |
|
|
20,581 |
|
Total Noninterest Expense |
74,186 |
|
|
78,119 |
|
|
70,248 |
|
|
72,834 |
|
|
70,933 |
|
Income before
income tax expense and noncontrolling interest |
40,457 |
|
|
40,157 |
|
|
32,378 |
|
|
27,004 |
|
|
36,807 |
|
Provision for
income tax expense |
11,862 |
|
|
12,240 |
|
|
9,386 |
|
|
7,160 |
|
|
10,974 |
|
Net
income |
28,595 |
|
|
27,917 |
|
|
22,992 |
|
|
19,844 |
|
|
25,833 |
|
Net income
attributable to noncontrolling interest |
(1,445 |
) |
|
(1,704 |
) |
|
(1,024 |
) |
|
(848 |
) |
|
(1,657 |
) |
Net income
attributable to TowneBank |
$ |
27,150 |
|
|
$ |
26,213 |
|
|
$ |
21,968 |
|
|
$ |
18,996 |
|
|
$ |
24,176 |
|
Net income
available to common shareholders |
$ |
27,150 |
|
|
$ |
26,213 |
|
|
$ |
21,968 |
|
|
$ |
18,996 |
|
|
$ |
24,176 |
|
Per common
share information |
|
|
|
|
|
|
|
|
|
Basic
earnings |
$ |
0.44 |
|
|
$ |
0.42 |
|
|
$ |
0.35 |
|
|
$ |
0.31 |
|
|
$ |
0.39 |
|
Diluted
earnings |
$ |
0.44 |
|
|
$ |
0.42 |
|
|
$ |
0.35 |
|
|
$ |
0.31 |
|
|
$ |
0.39 |
|
Basic
weighted average shares outstanding |
62,210,834 |
|
|
62,145,045 |
|
|
62,075,983 |
|
|
61,963,948 |
|
|
61,908,316 |
|
Diluted
weighted average shares outstanding |
62,410,591 |
|
|
62,364,260 |
|
|
62,262,789 |
|
|
62,175,705 |
|
|
62,067,832 |
|
Cash
dividends declared |
$ |
0.14 |
|
|
$ |
0.14 |
|
|
$ |
0.13 |
|
|
$ |
0.13 |
|
|
$ |
0.13 |
|
TOWNEBANK |
Banking Segment Financial
Information |
(dollars in thousands) |
|
|
|
|
|
|
|
|
Increase/(Decrease) |
|
Three Months Ended |
|
September 30, 2017 |
|
September 30, 2017 |
|
September 30, |
|
June 30, 2017 |
|
September 30, 2016 |
|
June 30, 2017 |
|
2017 |
|
2016 |
|
|
Amount |
|
Percent |
|
Amount |
|
Percent |
Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest
income |
$ |
63,094 |
|
|
$ |
58,919 |
|
|
$ |
66,434 |
|
|
$ |
4,175 |
|
|
7.09 |
% |
|
$ |
(3,340 |
) |
|
(5.03 |
)% |
Service
charges on deposit accounts |
2,670 |
|
|
2,552 |
|
|
2,644 |
|
|
118 |
|
|
4.62 |
% |
|
26 |
|
|
0.98 |
% |
Credit
card merchant fees |
1,388 |
|
|
1,365 |
|
|
1,297 |
|
|
23 |
|
|
1.68 |
% |
|
91 |
|
|
7.02 |
% |
Other
income |
3,259 |
|
|
2,701 |
|
|
3,362 |
|
|
558 |
|
|
20.66 |
% |
|
(103 |
) |
|
(3.06 |
)% |
Total
noninterest income |
7,317 |
|
|
6,618 |
|
|
7,303 |
|
|
699 |
|
|
10.56 |
% |
|
14 |
|
|
0.19 |
% |
Total revenue |
70,411 |
|
|
65,537 |
|
|
73,737 |
|
|
4,874 |
|
|
7.44 |
% |
|
(3,326 |
) |
|
(4.51 |
)% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision for loan
losses |
696 |
|
|
1,686 |
|
|
1,320 |
|
|
(990 |
) |
|
(58.72 |
)% |
|
(624 |
) |
|
(47.27 |
)% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and employee
benefits |
21,643 |
|
|
20,509 |
|
|
23,519 |
|
|
1,134 |
|
|
5.53 |
% |
|
(1,876 |
) |
|
(7.98 |
)% |
Occupancy expense |
3,992 |
|
|
4,197 |
|
|
3,828 |
|
|
(205 |
) |
|
(4.88 |
)% |
|
164 |
|
|
4.28 |
% |
Furniture and
equipment |
2,434 |
|
|
2,358 |
|
|
2,372 |
|
|
76 |
|
|
3.22 |
% |
|
62 |
|
|
2.61 |
% |
Advertising and
marketing |
624 |
|
|
922 |
|
|
1,207 |
|
|
(298 |
) |
|
(32.32 |
)% |
|
(583 |
) |
|
(48.30 |
)% |
Charitable
contributions |
1,380 |
|
|
919 |
|
|
1,647 |
|
|
461 |
|
|
50.16 |
% |
|
(267 |
) |
|
(16.21 |
)% |
Outside processing |
1,113 |
|
|
1,280 |
|
|
1,112 |
|
|
(167 |
) |
|
(13.05 |
)% |
|
1 |
|
|
0.09 |
% |
Foreclosed property
expenses |
186 |
|
|
157 |
|
|
141 |
|
|
29 |
|
|
18.47 |
% |
|
45 |
|
|
31.91 |
% |
FDIC and other
insurance |
953 |
|
|
1,224 |
|
|
1,131 |
|
|
(271 |
) |
|
(22.14 |
)% |
|
(178 |
) |
|
(15.74 |
)% |
Professional fees |
750 |
|
|
965 |
|
|
748 |
|
|
(215 |
) |
|
(22.28 |
)% |
|
2 |
|
|
0.27 |
% |
Telephone and
postage |
922 |
|
|
962 |
|
|
963 |
|
|
(40 |
) |
|
(4.16 |
)% |
|
(41 |
) |
|
(4.26 |
)% |
Other expenses |
4,550 |
|
|
5,178 |
|
|
5,305 |
|
|
(628 |
) |
|
(12.13 |
)% |
|
(755 |
) |
|
(14.23 |
)% |
Total expenses |
38,547 |
|
|
38,671 |
|
|
41,973 |
|
|
(124 |
) |
|
(0.32 |
)% |
|
(3,426 |
) |
|
(8.16 |
)% |
Income before income
tax, corporate allocation and noncontrolling interest |
31,168 |
|
|
25,180 |
|
|
30,444 |
|
|
5,988 |
|
|
23.78 |
% |
|
724 |
|
|
2.38 |
% |
Corporate
allocation |
400 |
|
|
439 |
|
|
410 |
|
|
(39 |
) |
|
(8.88 |
)% |
|
(10 |
) |
|
(2.44 |
)% |
Income before income
tax provision and noncontrolling interest |
31,568 |
|
|
25,619 |
|
|
30,854 |
|
|
5,949 |
|
|
23.22 |
% |
|
714 |
|
|
2.31 |
% |
Provision for income
tax expense |
9,002 |
|
|
7,325 |
|
|
9,307 |
|
|
1,677 |
|
|
22.89 |
% |
|
(305 |
) |
|
(3.28 |
)% |
Net income |
22,566 |
|
|
18,294 |
|
|
21,547 |
|
|
4,272 |
|
|
23.35 |
% |
|
1,019 |
|
|
4.73 |
% |
Noncontrolling
interest |
3 |
|
|
|
(18 |
) |
|
(1 |
) |
|
21 |
|
|
N/M |
|
4 |
|
|
N/M |
Net income attributable
to TowneBank |
$ |
22,569 |
|
|
$ |
18,276 |
|
|
$ |
21,546 |
|
|
$ |
4,293 |
|
|
23.49 |
% |
|
$ |
1,023 |
|
|
4.75 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Efficiency ratio |
54.75 |
% |
|
59.01 |
% |
|
56.92 |
% |
|
(4.26 |
)% |
|
(7.22 |
)% |
|
(2.17 |
)% |
|
(3.81 |
)% |
TOWNEBANK |
Banking Segment Financial
Information |
(dollars in thousands) |
|
|
|
|
|
|
Nine Months Ended |
|
Increase/(Decrease) |
|
September 30, |
|
2017 over 2016 |
|
2017 |
|
2016 |
|
Amount |
|
Percent |
Net interest
income |
$ |
187,972 |
|
|
$ |
151,630 |
|
|
$ |
36,342 |
|
|
23.97 |
% |
Service charges
on deposit accounts |
7,785 |
|
|
7,012 |
|
|
773 |
|
|
11.02 |
% |
Credit card
merchant fees |
3,804 |
|
|
3,373 |
|
|
431 |
|
|
12.78 |
% |
Other
income |
9,728 |
|
|
7,377 |
|
|
2,351 |
|
|
31.87 |
% |
Total noninterest income |
21,317 |
|
|
17,762 |
|
|
|
3,555 |
|
|
20.01 |
% |
Total
revenue |
209,289 |
|
|
169,392 |
|
|
|
39,897 |
|
|
23.55 |
% |
|
|
|
|
|
|
|
|
Provision for
loan losses |
4,557 |
|
|
3,526 |
|
|
1,031 |
|
|
29.24 |
% |
|
|
|
|
|
|
|
|
Salaries and employee
benefits |
65,503 |
|
|
55,140 |
|
|
10,363 |
|
|
18.79 |
% |
Occupancy expense |
11,947 |
|
|
11,261 |
|
|
686 |
|
|
6.09 |
% |
Furniture and
equipment |
7,080 |
|
|
6,070 |
|
|
1,010 |
|
|
16.64 |
% |
Advertising and
marketing |
2,873 |
|
|
2,729 |
|
|
144 |
|
|
5.28 |
% |
Charitable
contributions |
4,340 |
|
|
3,182 |
|
|
1,158 |
|
|
36.39 |
% |
Outside processing |
3,379 |
|
|
3,052 |
|
|
327 |
|
|
10.71 |
% |
Foreclosed property
expenses |
457 |
|
|
727 |
|
|
(270 |
) |
|
(37.14 |
)% |
FDIC and other
insurance |
3,071 |
|
|
3,395 |
|
|
(324 |
) |
|
(9.54 |
)% |
Professional fees |
2,779 |
|
|
2,900 |
|
|
(121 |
) |
|
(4.17 |
)% |
Telephone and
postage |
2,790 |
|
|
2,423 |
|
|
367 |
|
|
15.15 |
% |
Other expenses |
14,651 |
|
|
29,949 |
|
|
(15,298 |
) |
|
(51.08 |
)% |
Total
expenses |
118,870 |
|
|
120,828 |
|
|
(1,958 |
) |
|
(1.62 |
)% |
Income before income
tax and corporate allocation |
85,862 |
|
|
45,038 |
|
|
40,824 |
|
|
90.64 |
% |
Corporate
allocation |
1,295 |
|
|
1,054 |
|
|
241 |
|
|
22.87 |
% |
Income before income
tax provision and noncontrolling interest |
87,157 |
|
|
46,092 |
|
|
41,065 |
|
|
89.09 |
% |
Provision for income
tax expense |
25,074 |
|
|
12,377 |
|
|
12,697 |
|
|
102.59 |
% |
Net income |
62,083 |
|
|
33,715 |
|
|
28,368 |
|
|
84.14 |
% |
Noncontrolling
interest |
— |
|
|
(18 |
) |
|
18 |
|
|
N/M |
Net income attributable
to TowneBank |
$ |
62,083 |
|
|
$ |
33,697 |
|
|
$ |
28,386 |
|
|
84.24 |
% |
|
|
|
|
|
|
|
|
Efficiency ratio |
56.80 |
% |
|
71.33 |
% |
|
(14.53 |
)% |
|
(20.37 |
)% |
TOWNEBANK |
Realty Segment Financial
Information |
(dollars in thousands) |
|
|
|
|
|
|
|
|
Increase/(Decrease) |
|
Three Months Ended |
|
September 30, 2017 |
|
September 30, 2017 |
|
September 30, |
|
June 30, |
|
September 30, 2016 |
|
June 30, 2017 |
|
2017 |
|
2016 |
|
2017 |
|
Amount |
|
Percent |
|
Amount |
|
Percent |
Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential mortgage
brokerage income, net |
$ |
19,196 |
|
|
$ |
21,692 |
|
|
$ |
21,730 |
|
|
$ |
(2,496 |
) |
|
(11.51 |
)% |
|
$ |
(2,534 |
) |
|
(11.66 |
)% |
Real estate brokerage
income, net |
2,103 |
|
|
2,267 |
|
|
2,337 |
|
|
(164 |
) |
|
(7.23 |
)% |
|
(234 |
) |
|
(10.01 |
)% |
Title insurance and
settlement fees |
509 |
|
|
562 |
|
|
582 |
|
|
(53 |
) |
|
(9.43 |
)% |
|
(73 |
) |
|
(12.54 |
)% |
Property management
fees, net |
7,939 |
|
|
4,381 |
|
|
5,293 |
|
|
3,558 |
|
|
81.21 |
% |
|
2,646 |
|
|
49.99 |
% |
Income from
unconsolidatedsubsidiary |
214 |
|
|
283 |
|
|
250 |
|
|
(69 |
) |
|
(24.38 |
)% |
|
(36 |
) |
|
(14.40 |
)% |
Net interest and other
income |
3,242 |
|
|
3,964 |
|
|
3,229 |
|
|
(722 |
) |
|
(18.21 |
)% |
|
13 |
|
|
0.40 |
% |
Total revenue |
33,203 |
|
|
33,149 |
|
|
33,421 |
|
|
54 |
|
|
0.16 |
% |
|
(218 |
) |
|
(0.65 |
)% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and employee
benefits |
15,421 |
|
|
14,198 |
|
|
15,220 |
|
|
1,223 |
|
|
8.61 |
% |
|
201 |
|
|
1.32 |
% |
Occupancy expense |
2,045 |
|
|
1,922 |
|
|
2,269 |
|
|
123 |
|
|
6.40 |
% |
|
(224 |
) |
|
(9.87 |
)% |
Furniture and
equipment |
1,036 |
|
|
762 |
|
|
999 |
|
|
274 |
|
|
35.96 |
% |
|
37 |
|
|
3.70 |
% |
Amortization of
intangible assets |
718 |
|
|
559 |
|
|
718 |
|
|
159 |
|
|
28.44 |
% |
|
— |
|
|
— |
% |
Other expenses |
6,967 |
|
|
6,325 |
|
|
7,495 |
|
|
642 |
|
|
10.15 |
% |
|
(528 |
) |
|
(7.04 |
)% |
Total expenses |
26,187 |
|
|
23,766 |
|
|
26,701 |
|
|
2,421 |
|
|
10.19 |
% |
|
(514 |
) |
|
(1.93 |
)% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income
tax, corporate allocation and noncontrolling interest |
7,016 |
|
|
9,383 |
|
|
6,720 |
|
|
(2,367 |
) |
|
(25.23 |
)% |
|
296 |
|
|
4.40 |
% |
Corporate
allocation |
(267 |
) |
|
(278 |
) |
|
(266 |
) |
|
11 |
|
|
(3.96 |
)% |
|
(1 |
) |
|
0.38 |
% |
Income before income
tax provision and noncontrolling interest |
6,749 |
|
|
9,105 |
|
|
6,454 |
|
|
(2,356 |
) |
|
(25.88 |
)% |
|
295 |
|
|
4.57 |
% |
Provision for income
tax expense |
2,115 |
|
|
2,921 |
|
|
1,889 |
|
|
(806 |
) |
|
(27.59 |
)% |
|
226 |
|
|
11.96 |
% |
Net income |
4,634 |
|
|
6,184 |
|
|
4,565 |
|
|
(1,550 |
) |
|
(25.06 |
)% |
|
69 |
|
|
1.51 |
% |
Noncontrolling
interest |
(1,189 |
) |
|
(1,369 |
) |
|
(1,361 |
) |
|
180 |
|
|
(13.15 |
)% |
|
172 |
|
|
(12.64 |
)% |
Net income attributable
to TowneBank |
$ |
3,445 |
|
|
$ |
4,815 |
|
|
$ |
3,204 |
|
|
$ |
(1,370 |
) |
|
(28.45 |
)% |
|
$ |
241 |
|
|
7.52 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Efficiency ratio |
78.87 |
% |
|
71.69 |
% |
|
79.89 |
% |
|
7.18 |
% |
|
10.02 |
% |
|
(1.02 |
)% |
|
(1.28 |
)% |
TOWNEBANK |
Realty Segment Financial
Information |
(dollars in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended |
|
Increase/(Decrease) |
|
September 30, |
|
2017 over 2016 |
|
2017 |
|
2016 |
|
Amount |
|
Percent |
Residential mortgage
banking income, net |
$ |
58,701 |
|
|
$ |
41,492 |
|
|
$ |
17,209 |
|
|
41.48 |
% |
Real estate brokerage
income, net |
5,899 |
|
|
6,072 |
|
|
(173 |
) |
|
(2.85 |
)% |
Title insurance and
settlement fees |
1,446 |
|
|
1,461 |
|
|
(15 |
) |
|
(1.03 |
)% |
Property management
fees, net |
16,765 |
|
|
11,519 |
|
|
5,246 |
|
|
45.54 |
% |
Income from
unconsolidated subsidiary |
588 |
|
|
663 |
|
|
(75 |
) |
|
(11.31 |
)% |
Net interest and other
income |
8,672 |
|
|
5,895 |
|
|
2,777 |
|
|
47.11 |
% |
Total
revenue |
92,071 |
|
|
67,102 |
|
|
24,969 |
|
|
37.21 |
% |
|
|
|
|
|
|
|
|
Salaries and employee
benefits |
44,349 |
|
|
28,155 |
|
|
16,194 |
|
|
57.52 |
% |
Occupancy expense |
6,277 |
|
|
3,988 |
|
|
2,289 |
|
|
57.40 |
% |
Furniture and
equipment |
2,904 |
|
|
1,306 |
|
|
1,598 |
|
|
122.36 |
% |
Amortization of
intangible assets |
1,994 |
|
|
1,264 |
|
|
730 |
|
|
57.75 |
% |
Other expenses |
20,441 |
|
|
13,382 |
|
|
7,059 |
|
|
52.75 |
% |
Total
expenses |
75,965 |
|
|
48,095 |
|
|
27,870 |
|
|
57.95 |
% |
Income before income
tax, corporate allocation and noncontrolling interest |
16,106 |
|
|
19,007 |
|
|
(2,901 |
) |
|
(15.26 |
)% |
Corporate
allocation |
(841 |
) |
|
(570 |
) |
|
(271 |
) |
|
47.54 |
% |
Income before income
tax provision and noncontrolling interest |
15,265 |
|
|
18,437 |
|
|
(3,172 |
) |
|
(17.20 |
)% |
Provision for income
tax |
4,631 |
|
|
5,829 |
|
|
(1,198 |
) |
|
(20.55 |
)% |
Net income |
10,634 |
|
|
12,608 |
|
|
(1,974 |
) |
|
(15.66 |
)% |
Noncontrolling
interest |
(3,061 |
) |
|
(2,994 |
) |
|
(67 |
) |
|
2.24 |
% |
Net income attributable
to TowneBank |
$ |
7,573 |
|
|
$ |
9,614 |
|
|
$ |
(2,041 |
) |
|
(21.23 |
)% |
|
|
|
|
|
|
|
|
Efficiency ratio |
82.51 |
% |
|
71.67 |
% |
|
10.84 |
% |
|
15.12 |
% |
TOWNEBANK |
Insurance Segment Financial
Information |
(dollars in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase/(Decrease) |
|
Three Months Ended |
|
September 30, 2017 |
|
September 30, 2017 |
|
September 30, |
|
June 30, |
|
September 30, 2016 |
|
June 30, 2017 |
|
2017 |
|
2016 |
|
2017 |
|
Amount |
|
Percent |
|
Amount |
|
Percent |
Commission and fee
income |
|
|
|
|
|
|
|
|
|
|
|
|
|
Property
and casualty |
$ |
9,768 |
|
|
$ |
9,052 |
|
|
$ |
9,271 |
|
|
$ |
716 |
|
|
7.91 |
% |
|
$ |
497 |
|
|
5.36 |
% |
Employee
benefits |
3,132 |
|
|
2,947 |
|
|
3,280 |
|
|
185 |
|
|
6.28 |
% |
|
(148 |
) |
|
(4.51 |
)% |
Travel
insurance |
970 |
|
|
926 |
|
|
1,159 |
|
|
44 |
|
|
4.75 |
% |
|
(189 |
) |
|
(16.31 |
)% |
Specialized benefit services |
165 |
|
|
154 |
|
|
158 |
|
|
11 |
|
|
7.14 |
% |
|
7 |
|
|
4.43 |
% |
Total commissions and
fees |
14,035 |
|
|
13,079 |
|
|
13,868 |
|
|
956 |
|
|
7.31 |
% |
|
167 |
|
|
1.20 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contingency and bonus
revenue |
180 |
|
|
61 |
|
|
948 |
|
|
119 |
|
|
195.08 |
% |
|
(768 |
) |
|
(81.01 |
)% |
Other income |
67 |
|
|
82 |
|
|
76 |
|
|
(15 |
) |
|
(18.29 |
)% |
|
(9 |
) |
|
(11.84 |
)% |
Total revenue |
14,282 |
|
|
13,222 |
|
|
14,892 |
|
|
1,060 |
|
|
8.02 |
% |
|
(610 |
) |
|
(4.10 |
)% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Employee commission
expense |
2,557 |
|
|
2,482 |
|
|
2,454 |
|
|
75 |
|
|
3.02 |
% |
|
103 |
|
|
4.20 |
% |
Revenue, net of
commission expense |
11,725 |
|
|
10,740 |
|
|
12,438 |
|
|
985 |
|
|
9.17 |
% |
|
(713 |
) |
|
(5.73 |
)% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and employee
benefits |
6,403 |
|
|
5,790 |
|
|
6,095 |
|
|
613 |
|
|
10.59 |
% |
|
308 |
|
|
5.05 |
% |
Occupancy expense |
599 |
|
|
537 |
|
|
562 |
|
|
62 |
|
|
11.55 |
% |
|
37 |
|
|
6.58 |
% |
Furniture and
equipment |
240 |
|
|
78 |
|
|
192 |
|
|
162 |
|
|
207.69 |
% |
|
48 |
|
|
25.00 |
% |
Amortization of
intangible assets |
675 |
|
|
706 |
|
|
704 |
|
|
(31 |
) |
|
(4.39 |
)% |
|
(29 |
) |
|
(4.12 |
)% |
Other expenses |
1,535 |
|
|
1,385 |
|
|
1,892 |
|
|
150 |
|
|
10.83 |
% |
|
(357 |
) |
|
(18.87 |
)% |
Total operating
expenses |
9,452 |
|
|
8,496 |
|
|
9,445 |
|
|
956 |
|
|
11.25 |
% |
|
7 |
|
|
0.07 |
% |
Income before income
tax, corporate allocation and noncontrolling interest |
2,273 |
|
|
2,244 |
|
|
2,993 |
|
|
29 |
|
|
1.29 |
% |
|
(720 |
) |
|
(24.06 |
)% |
Corporate
allocation |
(133 |
) |
|
(161 |
) |
|
(144 |
) |
|
28 |
|
|
(17.39 |
)% |
|
11 |
|
|
(7.64 |
)% |
Income before income
tax provision and noncontrolling interest |
2,140 |
|
|
2,083 |
|
|
2,849 |
|
|
57 |
|
|
2.74 |
% |
|
(709 |
) |
|
(24.89 |
)% |
Provision for income
tax expense |
745 |
|
|
728 |
|
|
1,044 |
|
|
17 |
|
|
2.34 |
% |
|
(299 |
) |
|
(28.64 |
)% |
Net income |
1,395 |
|
|
1,355 |
|
|
1,805 |
|
|
40 |
|
|
2.95 |
% |
|
(410 |
) |
|
(22.71 |
)% |
Noncontrolling
interest |
(259 |
) |
|
(270 |
) |
|
(342 |
) |
|
11 |
|
|
(4.07 |
)% |
|
83 |
|
|
(24.27 |
)% |
Net income attributable
to TowneBank |
$ |
1,136 |
|
|
$ |
1,085 |
|
|
$ |
1,463 |
|
|
$ |
51 |
|
|
4.70 |
% |
|
$ |
(327 |
) |
|
(22.35 |
)% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Efficiency ratio |
80.61 |
% |
|
79.11 |
% |
|
75.94 |
% |
|
1.50 |
% |
|
1.90 |
% |
|
4.67 |
% |
|
6.15 |
% |
TOWNEBANK |
Insurance Segment Financial
Information |
(dollars in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended |
|
Increase/(Decrease) |
|
September 30, |
|
2017 over 2016 |
|
2017 |
|
2016 |
|
Amount |
|
Percent |
Net commission and fee
income |
|
|
|
|
|
|
|
Property and
casualty |
$ |
27,496 |
|
|
$ |
25,930 |
|
|
$ |
1,566 |
|
|
6.04 |
% |
Employee benefits |
9,386 |
|
|
8,753 |
|
|
633 |
|
|
7.23 |
% |
Travel insurance |
3,756 |
|
|
3,546 |
|
|
210 |
|
|
5.92 |
% |
Specialized benefit
services |
488 |
|
|
459 |
|
|
29 |
|
|
6.32 |
% |
Total net commissions
and fees |
41,126 |
|
|
38,688 |
|
|
2,438 |
|
|
6.30 |
% |
|
|
|
|
|
|
|
|
Contingency and bonus
revenue |
4,668 |
|
|
3,941 |
|
|
727 |
|
|
18.45 |
% |
Other income |
231 |
|
|
208 |
|
|
23 |
|
|
11.06 |
% |
Total revenues |
46,025 |
|
|
42,837 |
|
|
3,188 |
|
|
7.44 |
% |
|
|
|
|
|
|
|
|
Employee commission
expense |
7,284 |
|
|
6,903 |
|
|
381 |
|
|
5.52 |
% |
Revenue, net of
commission expense |
38,741 |
|
|
35,934 |
|
|
2,807 |
|
|
7.81 |
% |
|
|
|
|
|
|
|
|
Salaries and employee
benefits |
18,658 |
|
|
17,481 |
|
|
1,177 |
|
|
6.73 |
% |
Occupancy expense |
1,753 |
|
|
1,582 |
|
|
171 |
|
|
10.81 |
% |
Furniture and
equipment |
632 |
|
|
562 |
|
|
70 |
|
|
12.46 |
% |
Amortization of
intangible assets |
2,077 |
|
|
2,083 |
|
|
(6 |
) |
|
(0.29 |
)% |
Other expenses |
4,598 |
|
|
4,361 |
|
|
237 |
|
|
5.43 |
% |
Total operating
expenses |
27,718 |
|
|
26,069 |
|
|
1,649 |
|
|
6.33 |
% |
Income before income
tax, corporate allocation and noncontrolling interest |
11,023 |
|
|
9,865 |
|
|
1,158 |
|
|
11.74 |
% |
Corporate
allocation |
(454 |
) |
|
(484 |
) |
|
30 |
|
|
(6.20 |
)% |
Income before income
tax provision and noncontrolling interest |
10,569 |
|
|
9,381 |
|
|
1,188 |
|
|
12.66 |
% |
Provision for income
tax |
3,783 |
|
|
3,332 |
|
|
451 |
|
|
13.54 |
% |
Net income |
6,786 |
|
|
6,049 |
|
|
737 |
|
|
12.18 |
% |
Noncontrolling
interest |
(1,112 |
) |
|
(1,106 |
) |
|
(6 |
) |
|
0.54 |
% |
Net income attributable
to TowneBank |
$ |
5,674 |
|
|
$ |
4,943 |
|
|
$ |
731 |
|
|
14.79 |
% |
|
|
|
|
|
|
|
|
Efficiency ratio |
71.55 |
% |
|
72.55 |
% |
|
(1.00 |
)% |
|
(1.38 |
)% |
TOWNEBANK |
Reconcilement of Non-GAAP Financial
Measures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Nine Months Ended |
|
September 30, |
|
September 30, |
|
June 30, |
|
September 30, |
|
September 30, |
|
2017 |
|
2016 |
|
2017 |
|
2017 |
|
2016 |
|
|
|
|
|
|
|
|
|
|
Return on average
assets (GAAP) |
1.26 |
% |
|
1.20 |
% |
|
1.29 |
% |
|
1.22 |
% |
|
0.93 |
% |
Impact of excluding
average goodwill and other intangibles and amortization |
0.11 |
% |
|
0.12 |
% |
|
0.11 |
% |
|
0.11 |
% |
|
0.08 |
% |
Return on average
tangible assets (non-GAAP) |
1.37 |
% |
|
1.32 |
% |
|
1.40 |
% |
|
1.33 |
% |
|
1.01 |
% |
|
|
|
|
|
|
|
|
|
|
Return on average
equity (GAAP) |
9.49 |
% |
|
8.95 |
% |
|
9.43 |
% |
|
9.04 |
% |
|
6.99 |
% |
Impact of excluding
average goodwill and other intangibles and amortization |
4.18 |
% |
|
4.14 |
% |
|
4.24 |
% |
|
4.05 |
% |
|
2.81 |
% |
Return on average
tangible equity (non-GAAP) |
13.67 |
% |
|
13.09 |
% |
|
13.67 |
% |
|
13.09 |
% |
|
9.80 |
% |
|
|
|
|
|
|
|
|
|
|
Return on average
common equity (GAAP) |
9.58 |
% |
|
9.04 |
% |
|
9.53 |
% |
|
9.13 |
% |
|
7.06 |
% |
Impact of excluding
average goodwill and other intangibles and amortization |
4.28 |
% |
|
4.23 |
% |
|
4.34 |
% |
|
4.15 |
% |
|
2.88 |
% |
Return on average
tangible common equity (non-GAAP) |
13.86 |
% |
|
13.27 |
% |
|
13.87 |
% |
|
13.28 |
% |
|
9.94 |
% |
|
|
|
|
|
|
|
|
|
|
Book value (GAAP) |
$ |
18.04 |
|
|
$ |
17.11 |
|
|
$ |
17.74 |
|
|
$ |
18.04 |
|
|
$ |
17.11 |
|
Impact of excluding
average goodwill and other intangibles and amortization |
4.96 |
|
|
4.88 |
|
|
4.93 |
|
|
4.96 |
|
|
4.88 |
|
Tangible book value
(non-GAAP) |
$ |
13.08 |
|
|
$ |
12.23 |
|
|
$ |
12.81 |
|
|
$ |
13.08 |
|
|
$ |
12.23 |
|
|
|
|
|
|
|
|
|
|
|
TOWNEBANK |
Reconcilement of Non-GAAP Financial
Measures |
(dollars in thousands, except per share
data) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconcilement
of GAAP Earnings to Operating Earnings Excluding Certain Items
Affecting Comparability |
|
Three Months Ended |
|
|
September 30, |
|
June 30, |
|
March 31, |
|
December 31, |
|
September 30, |
|
|
2017 |
|
2017 |
|
2017 |
|
2016 |
|
2016 |
|
|
|
|
|
|
|
|
|
|
|
Net income (GAAP) |
|
$ |
27,150 |
|
|
$ |
26,213 |
|
|
$ |
21,968 |
|
|
$ |
18,996 |
|
|
$ |
24,176 |
|
|
|
|
|
|
|
|
|
|
|
|
Purchase accounting
corrections |
|
— |
|
|
(3,889 |
) |
|
— |
|
|
— |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
Acquisition-related
expenses |
|
466 |
|
|
1,281 |
|
|
(5 |
) |
|
(707 |
) |
|
969 |
|
|
|
|
|
|
|
|
|
|
|
|
Total charges |
|
466 |
|
|
(2,608 |
) |
|
(5 |
) |
|
(707 |
) |
|
969 |
|
Income tax expense
(benefit) |
|
(117 |
) |
|
1,167 |
|
|
75 |
|
|
264 |
|
|
(267 |
) |
Total charges, net of
taxes |
|
349 |
|
|
(1,441 |
) |
|
70 |
|
|
(443 |
) |
|
702 |
|
Operating earnings,
excluding certain items affecting comparability (non-GAAP) |
|
$ |
27,499 |
|
|
$ |
24,772 |
|
|
$ |
22,038 |
|
|
$ |
18,553 |
|
|
$ |
24,878 |
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average
diluted shares |
|
62,410,591 |
|
|
62,364,260 |
|
|
62,262,789 |
|
|
62,175,705 |
|
|
62,067,832 |
|
|
|
|
|
|
|
|
|
|
|
|
Diluted EPS (GAAP) |
|
$ |
0.44 |
|
|
$ |
0.42 |
|
|
$ |
0.35 |
|
|
$ |
0.31 |
|
|
$ |
0.39 |
|
Diluted EPS, excluding
certain items affecting comparability (non-GAAP) |
|
$ |
0.44 |
|
|
$ |
0.40 |
|
|
$ |
0.35 |
|
|
$ |
0.30 |
|
|
$ |
0.40 |
|
|
|
|
|
|
|
|
|
|
|
|
Average assets |
|
$ |
8,570,019 |
|
|
$ |
8,180,959 |
|
|
$ |
8,000,366 |
|
|
$ |
7,965,438 |
|
|
$ |
7,991,213 |
|
Average tangible
equity |
|
$ |
824,787 |
|
|
807,085 |
|
|
$ |
791,433 |
|
|
$ |
783,789 |
|
|
$ |
772,932 |
|
|
|
|
|
|
|
|
|
|
|
|
Return on average
assets, excluding certain items affecting comparability
(non-GAAP) |
|
1.27 |
% |
|
1.21 |
% |
|
1.12 |
% |
|
0.93 |
% |
|
1.24 |
% |
Return on average
tangible equity, excluding certain items affecting comparability
(non-GAAP) |
|
13.84 |
% |
|
12.96 |
% |
|
11.91 |
% |
|
10.04 |
% |
|
13.45 |
% |
Efficiency ratio,
excluding certain items affecting comparability (Non-GAAP) |
|
63.92 |
% |
|
66.41 |
% |
|
66.80 |
% |
|
72.34 |
% |
|
63.94 |
% |
TOWNEBANK |
Reconcilement of Non-GAAP Financial
Measures |
(dollars in thousands, except per share
data) |
|
|
|
|
|
|
|
|
|
|
Reconcilement
of GAAP Earnings to Operating Earnings Excluding Certain Items
Affecting Comparability |
|
Nine months ended |
|
|
September 30, |
|
September 30, |
|
|
2017 |
|
2016 |
|
|
|
|
|
Net income (GAAP) |
|
$ |
75,330 |
|
|
$ |
48,254 |
|
|
|
|
|
|
Purchase accounting
adjustments |
|
(3,889 |
) |
|
— |
|
|
|
|
|
|
Acquisition-related
expenses |
|
1,743 |
|
|
19,817 |
|
|
|
|
|
|
Total charges |
|
(2,146 |
) |
|
19,817 |
|
Income tax expense
(benefit) |
|
1,125 |
|
|
(6,476 |
) |
Total charges, net of
taxes |
|
(1,021 |
) |
|
13,341 |
|
Operating earnings,
excluding certain items affecting comparability (non-GAAP) |
|
$ |
74,309 |
|
|
$ |
61,595 |
|
|
|
|
|
|
Weighted average
diluted shares |
|
62,368,929 |
|
|
55,238,139 |
|
|
|
|
|
|
Diluted EPS (GAAP) |
|
$ |
1.21 |
|
|
$ |
0.87 |
|
Diluted EPS, excluding
certain items affecting comparability (non-GAAP) |
|
$ |
1.19 |
|
|
$ |
1.12 |
|
|
|
|
|
|
Average assets |
|
$ |
8,252,534 |
|
|
$ |
6,949,985 |
|
Average tangible
equity |
|
$ |
807,891 |
|
|
$ |
694,316 |
|
|
|
|
|
|
Return on average
assets, excluding certain items affecting comparability
(non-GAAP) |
|
1.20 |
% |
|
1.18 |
% |
Return on average
tangible equity, excluding certain items affecting comparability
(non-GAAP) |
|
12.92 |
% |
|
12.36 |
% |
Efficiency ratio,
excluding certain items affecting comparability (non-GAAP) |
|
65.68 |
% |
|
64.30 |
% |
For more information contact:G. Robert Aston,
Jr., Chairman and CEO, 757-638-6780Clyde E. McFarland, Jr., Senior
Executive Vice President and CFO, 757-638-6801William B. Littreal,
Chief Investor Relations Officer and CSO, 757-638-6813
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