UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 28, 2016
First Business Financial Services, Inc.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
Wisconsin
 
1-34095
 
39-1576570
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
401 Charmany Drive
Madison, Wisconsin 53719
(Address of principal executive offices) (Zip code)
(608) 238-8008
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report.)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))






Item 2.02. Results of Operations and Financial Condition.

On January 28, 2016, First Business Financial Services, Inc. (the “Company”) announced its earnings for the quarter and year ended December 31, 2015. A copy of the Company’s press release containing this information is being “furnished” as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in Item 2.02 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto is being “furnished” and will not, except to the extent required by applicable law or regulation, be deemed “filed” by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor will any of such information or exhibits be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The following exhibit is being “furnished” as part of this Current Report on Form 8-K:
 
 
 
 
 
99.1

  
Press release of the registrant dated January 28, 2016, containing financial information for its quarter and year ended December 31, 2015.





Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 
 
 
 
 
January 28, 2016
 
 
 
FIRST BUSINESS FINANCIAL SERVICES, INC.
 
 
 
 
 
 
 
 
By:
 
/s/ Edward G. Sloane, Jr.
 
 
 
 
Name:
 
Edward G. Sloane, Jr.
 
 
 
 
Title:
 
Chief Financial Officer





FIRST BUSINESS FINANCIAL SERVICES, INC.
Exhibit Index to Current Report on Form 8-K
 
 
 
 
Exhibit
Number
  
 
 
 
99.1
  
Press release of the registrant dated January 28, 2016, containing financial information for its quarter and year ended December 31, 2015.







Exhibit 99.1

[FOR IMMEDIATE RELEASE]
First Business Financial Services, Inc.
401 Charmany Drive
Madison, WI 53719


FIRST BUSINESS REPORTS RECORD 2015 NET INCOME OF $16.5 MILLION
Robust Loan and Deposit Growth, SBA Lending Expansion and Record Fee Income Highlight Results 

MADISON, Wis., January 28, 2016 (GLOBE NEWSWIRE) -- First Business Financial Services, Inc. (the "Company" or "First Business") (NASDAQ:FBIZ), the parent company of First Business Bank, First Business Bank - Milwaukee and Alterra Bank (“Alterra”), today reported solid fourth quarter and year-to-date 2015 earnings, driven by the Company’s strong loan and deposit growth, as well as enhanced performance and efficiency from strategic investments in talent and technology.
The results underscore the value and considerable potential of the November 2014 acquisition of Alterra as the entire Company benefited from enhanced execution of Alterra’s relationship-based SBA strategy across First Business’s footprint as a catalyst for client acquisition, as well as a driver of growth in loans, non-interest bearing deposits and non-interest income.
Highlights for the quarter ended December 31, 2015 include:
Net income for the fourth quarter of 2015 totaled $4.1 million, an increase of 9%, compared to $3.7 million in the fourth quarter of 2014.
Diluted earnings per common share increased to $0.47 for the fourth quarter of 2015, compared to $0.44 for the fourth quarter of 2014.
Annualized return on average assets and annualized return on average equity measured 0.93% and 10.85%, respectively, for the fourth quarter of 2015, compared to 0.95% and 10.92%, respectively, for the fourth quarter of 2014.
Top line revenue, consisting of net interest income and non-interest income, increased 20% to a record $19.8 million, compared to $16.6 million for the fourth quarter of 2014.
The Company's fourth quarter efficiency ratio improved to 58.75%, compared to 64.82% in the linked quarter and 61.11% for the fourth quarter of 2014.
Period-end loans and leases receivable net of allowance for loan and lease losses grew for the fifteenth consecutive quarter to a record $1.415 billion, up 12% from December 31, 2014.
Net interest margin measured 3.63% for the fourth quarter of 2015, compared to 3.61% for the linked quarter and 3.67% for the fourth quarter of 2014.
Net charge-offs were $938,000 in the fourth quarter of 2015, compared to net charge-offs of $838,000 in the fourth quarter of 2014.
Non-performing assets as a percent of total assets increased to 1.34% at December 31, 2015 from 0.70% at December 31, 2014.
The effective tax rate for the fourth quarter of 2015 was 34.86%, compared to 31.98% in the linked quarter and 27.96% in the fourth quarter of 2014.

“2015 represented a year of investment in both talent and technology as we continue to develop First Business into a scalable franchise,” said Corey Chambas, President and Chief Executive Officer. “As evidenced by our exceptional core earnings, and our loan and deposit growth in the fourth quarter, we’re already starting to see a return on these investments. We also made significant strides in expanding Alterra’s relationship-based SBA platform across our entire footprint and we are in a great position to continue this in 2016, as indicated by our expanding pipeline.”
The Company earned net income of $4.1 million in the fourth quarter of 2015, compared to $4.4 million in the third quarter of 2015 and $3.7 million in the fourth quarter of 2014. Diluted earnings per common share were $0.47 for the fourth quarter of 2015, compared to $0.50 for the linked quarter and $0.44 for the fourth quarter of 2014. Per share data for all periods reflect the previously announced two-for-one stock split in the form of a 100% stock dividend declared and paid by the company in August 2015.
The Company's net income for the year ended December 31, 2015 was a record $16.5 million, or $1.90 per diluted common share, compared to $14.1 million, or $1.75 per diluted common share, earned for the year ended December 31, 2014.

1



During the fourth quarter of 2015, Alterra contributed $3.1 million in net interest income, including $316,000 related to the net accretion/amortization of purchase accounting adjustments, $2.1 million in non-interest income, $2.6 million in non-interest expense and $1.3 million in loan loss provision, netting to a total of $1.3 million in pre-tax income to First Business's results. In the third quarter of 2015, Alterra produced $2.9 million in net interest income, including $385,000 related to the net accretion/amortization of purchase accounting adjustments, $1.5 million in non-interest income, $2.6 million in non-interest expense and $355,000 in loan loss provision, netting to a total of $1.5 million in pre-tax income to First Business's results. During the fourth quarter of 2014, which included two months’ contribution from Alterra, Alterra contributed $2.0 million in net interest income, including $392,000 related to the net accretion/amortization of purchase accounting adjustments, $567,000 in non-interest income, $1.5 million in non-interest expense and $337,000 in loan loss provision, netting to a total of $638,000 in pre-tax income to First Business's results.
Results of Operations
Net interest income of $14.9 million increased 2.1% compared to the linked quarter and 9.7% compared to the fourth quarter of 2014. The increase from the linked quarter was primarily due to a $48.4 million increase in average loans and leases and a two basis point increase in net interest margin.
The net interest margin in the fourth quarter was 3.63% compared to 3.61% in the third quarter of 2015 and 3.67% in the fourth quarter of 2014. Fourth quarter 2015 net interest margin included eight basis points related to the net accretion/amortization of purchase accounting adjustments, while the linked quarter margin and the fourth quarter 2014 margin included nine and 11 basis points, respectively. Excluding the net accretion/amortization of the purchase accounting adjustments, fourth quarter 2015 net interest margin improved by three basis points from the linked quarter, principally due to loan and lease growth and the corresponding decrease in excess funds held at the Federal Reserve. Management expects the net accretion/amortization to remain volatile in future quarters but generally with a declining effect on net interest margin. As of December 31, 2015, $954,000 and $355,000 of purchase accounting discounts and premiums, respectively, remain outstanding. Net interest margin may experience occasional volatility due to non-recurring events such as loan fees collected in lieu of interest, the collection of interest on loans previously in non-accrual or the accumulation of significant short-term deposit inflows.
Non-interest income of $4.9 million for the fourth quarter of 2015 increased 20.3% from the third quarter of 2015 and 66.4% from the fourth quarter of 2014, which included only two months’ contribution from Alterra. Alterra contributed $2.1 million in non-interest income during the fourth quarter of 2015, including $1.5 million in gains on the sale of SBA loans, $115,000 in gains on the sale of residential mortgage loans and $230,000 in loan fees. Alterra’s revenue contribution reflects continued growth in the SBA lending business, including seasonally strong volumes. Expansion of Alterra's SBA lending expertise into First Business's Wisconsin markets continues to be successful, with approximately 30% of the fourth quarter gain on sale of SBA loans related to credits originated outside Alterra’s Kansas City market. Trust and investment services income totaled $1.2 million, decreasing $34,000 compared to the linked quarter; however, business development efforts remained strong as trust assets under management and administration measured a record $1.021 billion at December 31, 2015, compared to $978.6 million at September 30, 2015 and $959.7 million at December 31, 2014.
Non-interest expense for the fourth quarter of 2015 was $11.7 million, a decrease of 2.5% compared to the linked quarter and an increase of 15.4% compared to the fourth quarter of 2014. Fourth quarter 2015 compensation expense decreased compared to the linked quarter primarily due to a reduction to the estimate of the 2015 annual incentive bonus plan. Compared to the linked quarter, general other non-interest expenses, specifically professional fees, decreased in line with expectations as new technology platforms are now largely in place. The significant increase in non-interest expense year over year is principally due to talent acquisition as the Company meaningfully invested in people throughout 2015, ending the year with 242 full-time equivalent employees, an increase of 27, or 12.6%, from December 31, 2014. Management expects to continue investing in personnel, products and technology to support its growth strategies and initiatives.
The Company's efficiency ratio of 58.75% for the fourth quarter of 2015 declined from 64.82% for the linked quarter and 61.11% for the fourth quarter of 2014. The fourth quarter of 2015 benefited from the non-recurring reduction in incentive compensation related to the Company’s 2015 financial performance. Management expects the efficiency ratio to trend towards the Company’s long-term objective of 60% in future quarters, reflecting revenue growth, operating efficiencies and enhanced effectiveness achieved through previous and ongoing investments.
For the full year 2015, net charge-offs as a percentage of average loans and leases measured 0.10%, compared to 0.08% for 2014. In the fourth quarter of 2015, the Company recorded a provision for loan and lease losses totaling $1.9 million, compared to $287,000 in the linked quarter and $1.2 million in the fourth quarter of 2014. Net charge-offs of $938,000 represented an annualized 0.27% of average loans and leases for the fourth quarter of 2015. This compares to annualized net charge-offs measuring 0.04% and 0.28% of average loans and leases in the linked quarter and fourth quarter of 2014, respectively. The fourth quarter 2015 provision included a $653,000 charge-off related to one commercial real estate loan that was not previously

2



specifically reserved for, in addition to a $621,000 increase in specific reserves on a previously identified impaired loan related to the energy sector.
The effective tax rate was 34.86% in the fourth quarter of 2015, compared to 31.98% in the linked quarter and 27.96% in the fourth quarter of 2014. The effective tax rate for the year ended December 31, 2015 was 33.65% compared to 33.38% for the year ended December 31, 2014. The third quarter of 2015 was lower primarily due to adjustments based on the filing of the 2014 tax returns. The fourth quarter of 2014 was lower due to the recognition of federal tax credits related to the Company’s participation in a community development program.
Balance Sheet and Asset Quality Strength
Period-end net loans and leases grew for the fifteenth consecutive quarter, reaching a record $1.415 billion at December 31, 2015. Net loans and leases increased $52.8 million, or 3.9%, from September 30, 2015 and $149.6 million, or 11.8%, from December 31, 2014. On an average basis, gross loans and leases increased 3.6% during the fourth quarter of 2015, to $1.411 billion, compared to the linked quarter. Growth reflects the successful execution of the Company's strategic plan, including increased sales to existing clients, attracting new commercial clients and capitalizing on market opportunities.
Period-end in-market deposits - consisting of all transaction accounts, money market accounts and non-wholesale deposits - increased to $1.090 billion, or 69.1% of total deposits, at December 31, 2015. Period-end wholesale deposits were $487.5 million at December 31, 2015, consisting of brokered certificates of deposit and deposits gathered through internet deposit listing services of $413.2 million and $74.3 million, respectively. In order to reduce interest-rate risk, the Company uses wholesale deposits to efficiently match-fund fixed rate loans. Over time, management expects to maintain a ratio of in-market deposits to total deposits in line with the Company's recent historical range of 60%-70%.
Management continues to believe asset quality is a source of strength that differentiates the Company from many of its peers, despite a recent increase in non-performing assets. During the fourth quarter of 2015 total non-performing assets increased to $24.0 million, a $12.6 million increase from $11.3 million as of September 30, 2015, principally due to downgrading one $6.2 million restructured relationship to non-performing. This relationship, which was previously reported as impaired in the second and third quarters of 2015, is directly related to the energy sector. Management believes the remaining increase in non-performing assets is not systemic in nature or indicative of a trend but rather due to downgrading a small number of unrelated credits.
As of December 31, 2015, the Company’s direct exposure to the energy sector consisted of $10.0 million in loans and leases receivable, or 0.70% of total gross loans and leases, with an associated reserve for loan and lease losses totaling 6.63%. Of this population, $7.8 million was considered non-performing as of year end. In January 2016, $1.8 million of the total non-performing energy exposure was paid off in full.
Capital Strength
The Company's earnings continue to generate capital, and its capital ratios exceed the highest required regulatory benchmark levels. As of December 31, 2015, total capital to risk-weighted assets was 11.11%, tier 1 capital to risk-weighted assets was 8.81%, tier 1 capital to average assets was 8.63% and common equity tier 1 capital to risk-weighted assets was 8.22%. Capital ratios as of December 31, 2015 reflect the Company's implementation of the capital guidelines under Basel III, which became effective January 1, 2015.
Quarterly Dividend
As previously announced, during the fourth quarter of 2015 the Company's Board of Directors declared a regular quarterly dividend of $0.11 per share. The dividend was paid on November 23, 2015 to shareholders of record at the close of business on November 12, 2015. Measured against fourth quarter 2015 diluted earnings per share of $0.47, the dividend represents what the Company believes is a sustainable 23% payout ratio. The Board of Directors routinely considers dividend declarations as part of its normal course of business.

About First Business Financial Services, Inc.

First Business Financial Services, Inc. (NASDAQ: FBIZ) is a Wisconsin-based bank holding company focused on the unique needs of businesses, business executives, and high net worth individuals. First Business offers commercial banking, specialty finance, and private wealth management solutions, and because of its niche focus, is able to provide its clients with unmatched expertise, accessibility, and responsiveness. For additional information, visit www.firstbusiness.com or call 608-238-8008.    
This release may include forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, which reflect First Business’s current views with respect to future events and financial performance. Forward-looking statements are not based on historical information, but rather are related to future operations, strategies, financial results or other

3



developments. Forward-looking statements are based on management’s expectations as well as certain assumptions and estimates made by, and information available to, management at the time the statements are made. Those statements are based on general assumptions and are subject to various risks, uncertainties and other factors that may cause actual results to differ materially from the views, beliefs and projections expressed in such statements. Such statements are subject to risks and uncertainties, including among other things:

Competitive pressures among depository and other financial institutions nationally and in our market areas may increase significantly.
Adverse changes in the economy or business conditions, either nationally or in our market areas, could increase credit-related losses and expenses and/or limit growth.
Increases in defaults by borrowers and other delinquencies could result in increases in our provision for losses on loans and related expenses.
Our inability to manage growth effectively, including the successful expansion of our customer support, administrative infrastructure and internal management systems, could adversely affect our results of operations and prospects.
Fluctuations in interest rates and market prices could reduce our net interest margin and asset valuations and increase our expenses.
The consequences of continued bank acquisitions and mergers in our market areas, resulting in fewer but much larger and financially stronger competitors, could increase competition for financial services to our detriment.
Changes in legislative or regulatory requirements applicable to us and our subsidiaries could increase costs, limit certain operations and adversely affect results of operations.
Changes in tax requirements, including tax rate changes, new tax laws and revised tax law interpretations may increase our tax expense or adversely affect our customers' businesses.
System failure or breaches of our network security, including with respect to our internet banking activities, could subject us to increased operating costs and other liabilities.

For further information about the factors that could affect the Company’s future results, please see the Company’s 2014 annual report on Form 10-K, quarterly reports on Form 10-Q and other filings with the Securities and Exchange Commission.

 
 
 
CONTACT:
  
First Business Financial Services, Inc.
 
  
Edward G. Sloane, Jr.
 
  
Chief Financial Officer
 
  
608-232-5970
 
  
esloane@firstbusiness.com














4



SELECTED FINANCIAL CONDITION DATA
(Unaudited)
 
As of
(in thousands)
 
December 31,
2015
 
September 30,
2015
 
June 30,
2015
 
March 31,
2015
 
December 31,
2014
ASSETS
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
$
113,564

 
$
122,671

 
$
88,848

 
$
141,887

 
$
103,237

Securities available-for-sale, at fair value
 
140,548

 
143,729

 
146,342

 
142,951

 
144,698

Securities held-to-maturity, at amortized cost
 
37,282

 
38,364

 
39,428

 
40,599

 
41,563

Loans held for sale
 
2,702

 
2,910

 
1,274

 
2,396

 
1,340

Loans and leases receivable
 
1,430,965

 
1,377,172

 
1,349,290

 
1,294,540

 
1,279,427

Allowance for loan and lease losses
 
(16,316
)
 
(15,359
)
 
(15,199
)
 
(14,694
)
 
(14,329
)
Loans and leases, net
 
1,414,649

 
1,361,813

 
1,334,091

 
1,279,846

 
1,265,098

Premises and equipment, net
 
3,954

 
3,889

 
3,998

 
3,883

 
3,943

Foreclosed properties
 
1,677

 
1,632

 
1,854

 
1,566

 
1,693

Cash surrender value of bank-owned life insurance
 
28,298

 
28,029

 
27,785

 
27,548

 
27,314

Investment in Federal Home Loan Bank and Federal Reserve Bank stock, at cost
 
2,843

 
2,843

 
2,891

 
2,798

 
2,340

Goodwill and other intangible assets
 
12,493

 
12,244

 
12,133

 
12,011

 
11,944

Accrued interest receivable and other assets
 
25,626

 
26,029

 
24,920

 
25,192

 
26,217

Total assets
 
$
1,783,636

 
$
1,744,153

 
$
1,683,564

 
$
1,680,677

 
$
1,629,387

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
 
 
 
 
In-market deposits
 
$
1,089,748

 
$
1,062,753

 
$
1,026,588

 
$
1,054,828

 
$
1,010,928

Wholesale deposits
 
487,483

 
476,617

 
444,480

 
430,973

 
427,340

Total deposits
 
1,577,231

 
1,539,370

 
1,471,068

 
1,485,801

 
1,438,268

Federal Home Loan Bank and other borrowings
 
35,226

 
36,354

 
47,401

 
34,448

 
33,994

Junior subordinated notes
 
10,315

 
10,315

 
10,315

 
10,315

 
10,315

Accrued interest payable and other liabilities
 
10,032

 
10,147

 
10,493

 
8,424

 
9,062

Total liabilities
 
1,632,804

 
1,596,186

 
1,539,277

 
1,538,988

 
1,491,639

Total stockholders’ equity
 
150,832

 
147,967

 
144,287

 
141,689

 
137,748

Total liabilities and stockholders’ equity
 
$
1,783,636

 
$
1,744,153

 
$
1,683,564

 
$
1,680,677

 
$
1,629,387















5



STATEMENTS OF INCOME
(Unaudited)
 
As of and for the Three Months Ended
 
As of and for the Year Ended

(Dollars in thousands, except per share amounts)
 
December 31,
2015
 
September 30,
2015
 
June 30,
2015
 
March 31,
2015
 
December 31,
2014
 
December 31,
2015
 
December 31,
2014
Total interest income
 
$
18,600

 
$
18,135

 
$
17,520

 
$
18,216

 
$
16,863

 
$
72,471

 
$
57,701

Total interest expense
 
3,688

 
3,525

 
3,332

 
3,286

 
3,268

 
13,831

 
11,571

Net interest income
 
14,912

 
14,610

 
14,188

 
14,930

 
13,595

 
58,640

 
46,130

Provision for loan and lease losses
 
1,895

 
287

 
520

 
684

 
1,236

 
3,386

 
1,236

Net interest income after provision for loan and lease losses
 
13,017

 
14,323

 
13,668

 
14,246

 
12,359

 
55,254

 
44,894

Trust and investment services fee income
 
1,217

 
1,251

 
1,279

 
1,207

 
1,119

 
4,954

 
4,434

Gain on sale of SBA loans
 
1,725

 
927

 
842

 
505

 
318

 
3,999

 
318

Gain on sale of residential mortgage loans
 
115

 
244

 
222

 
148

 
74

 
729

 
74

Service charges on deposits
 
718

 
705

 
693

 
696

 
682

 
2,812

 
2,469

Loan fees
 
700

 
486

 
499

 
502

 
421

 
2,187

 
1,577

Other
 
460

 
489

 
591

 
790

 
351

 
2,330

 
1,231

Total non-interest income
 
4,935

 
4,102

 
4,126

 
3,848

 
2,965

 
17,011

 
10,103

Compensation
 
6,945

 
7,320

 
6,924

 
7,354

 
6,486

 
28,543

 
21,477

Occupancy
 
501

 
486

 
486

 
500

 
428

 
1,973

 
1,391

Professional fees
 
1,121

 
1,268

 
1,482

 
911

 
638

 
4,782

 
2,415

Data processing
 
606

 
587

 
655

 
530

 
483

 
2,378

 
1,710

Marketing
 
549

 
693

 
701

 
642

 
542

 
2,585

 
1,662

Equipment
 
316

 
308

 
298

 
308

 
250

 
1,230

 
650

FDIC Insurance
 
227

 
260

 
220

 
213

 
216

 
920

 
758

Net collateral liquidation costs
 
70

 
22

 
78

 
302

 
44

 
472

 
320

Net loss (gain) on foreclosed properties
 
7

 
(163
)
 
1

 
(16
)
 
(5
)
 
(171
)
 
(10
)
Merger-related costs
 

 

 
33

 
78

 
566

 
111

 
990

Other
 
1,342

 
1,203

 
1,096

 
910

 
479

 
4,551

 
2,412

Total non-interest expense
 
11,684

 
11,984

 
11,974

 
11,732

 
10,127

 
47,374

 
33,775

Income before tax expense
 
6,268

 
6,441

 
5,820

 
6,362

 
5,197

 
24,891

 
21,222

Income tax expense
 
2,185

 
2,060

 
1,962

 
2,170

 
1,453

 
8,377

 
7,083

Net income
 
$
4,083

 
$
4,381

 
$
3,858

 
$
4,192

 
$
3,744

 
$
16,514

 
$
14,139

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Per common share:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic earnings
 
$
0.47

 
$
0.50

 
$
0.45

 
$
0.48

 
$
0.44

 
$
1.90

 
$
1.76

Diluted earnings
 
0.47

 
0.50

 
0.45

 
0.48

 
0.44

 
1.90

 
1.75

Dividends declared
 
0.11

 
0.11

 
0.11

 
0.11

 
0.105

 
0.44

 
0.42

Book value
 
17.34

 
17.01

 
16.64

 
16.34

 
15.88

 
17.34

 
15.88

Tangible book value
 
15.90

 
15.60

 
15.24

 
14.95

 
14.51

 
15.90

 
14.51

Weighted-average common shares outstanding(1)
 
8,558,810

 
8,546,563

 
8,523,418

 
8,525,127

 
8,282,999

 
8,549,176

 
7,869,956

Weighted-average diluted common shares outstanding(1)
 
8,558,810

 
8,546,563

 
8,523,418

 
8,529,658

 
8,297,508

 
8,550,322

 
7,906,767


(1)
Excluding participating securities

6



NET INTEREST INCOME ANALYSIS
(Unaudited)
 
For the Three Months Ended
(Dollars in thousands)
 
December 31, 2015
 
September 30, 2015
 
December 31, 2014
 
 
Average
balance
 
Interest
 
Average
yield/rate(4)
 
Average
balance
 
Interest
 
Average
yield/rate(4)
 
Average
balance
 
Interest
 
Average
yield/rate(4)
Interest-earning assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial real estate and other mortgage loans(1)
 
$
896,198

 
$
10,471

 
4.67
%
 
$
856,488

 
$
9,994

 
4.67
%
 
$
745,411

 
$
9,162

 
4.92
%
Commercial and industrial loans(1)
 
461,295

 
6,695

 
5.81
%
 
454,184

 
6,741

 
5.94
%
 
381,202

 
6,192

 
6.50
%
Direct financing leases(1)
 
30,227

 
341

 
4.51
%
 
28,352

 
328

 
4.63
%
 
33,698

 
403

 
4.78
%
Consumer and other loans(1)
 
23,349

 
300

 
5.14
%
 
23,647

 
260

 
4.40
%
 
17,631

 
196

 
4.45
%
Total loans and leases receivable(1)
 
1,411,069

 
17,807

 
5.05
%
 
1,362,671

 
17,323

 
5.09
%
 
1,177,942

 
15,953

 
5.42
%
Mortgage-related securities(2)
 
148,576

 
594

 
1.60
%
 
152,763

 
602

 
1.57
%
 
158,091

 
686

 
1.74
%
Other investment securities(3)
 
31,089

 
122

 
1.57
%
 
30,431

 
120

 
1.58
%
 
28,166

 
113

 
1.60
%
FHLB and FRB stock
 
2,841

 
21

 
3.07
%
 
3,175

 
22

 
2.69
%
 
2,004

 
10

 
1.96
%
Short-term investments
 
50,850

 
56

 
0.44
%
 
67,716

 
68

 
0.41
%
 
116,283

 
101

 
0.35
%
Total interest-earning assets
 
1,644,425

 
18,600

 
4.52
%
 
1,616,756

 
18,135

 
4.49
%
 
1,482,486

 
16,863

 
4.55
%
Non-interest-earning assets
 
104,396

 
 
 
 
 
100,863

 
 
 
 
 
92,439

 
 
 
 
Total assets
 
$
1,748,821

 
 
 
 
 
$
1,717,619

 
 
 
 
 
$
1,574,925

 
 
 
 
Interest-bearing liabilities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Transaction accounts
 
$
150,234

 
92

 
0.24
%
 
$
138,489

 
84

 
0.24
%
 
$
90,836

 
48

 
0.21
%
Money market
 
593,749

 
808

 
0.54
%
 
587,063

 
829

 
0.56
%
 
575,266

 
768

 
0.53
%
Certificates of deposit
 
87,110

 
182

 
0.84
%
 
102,477

 
204

 
0.80
%
 
98,111

 
186

 
0.76
%
Wholesale deposits
 
482,258

 
1,848

 
1.53
%
 
466,516

 
1,668

 
1.43
%
 
432,361

 
1,557

 
1.44
%
Total interest-bearing deposits
 
1,313,351

 
2,930

 
0.89
%
 
1,294,545

 
2,785

 
0.86
%
 
1,196,574

 
2,559

 
0.86
%
FHLB advances
 
9,467

 
25

 
1.08
%
 
17,503

 
30

 
0.67
%
 
6,242

 
16

 
1.09
%
Other borrowings
 
26,979

 
453

 
6.72
%
 
25,154

 
430

 
6.84
%
 
23,748

 
412

 
6.94
%
Junior subordinated notes
 
10,315

 
280

 
10.86
%
 
10,315

 
280

 
10.86
%
 
10,315

 
281

 
10.86
%
Total interest-bearing liabilities
 
1,360,112

 
3,688

 
1.08
%
 
1,347,517

 
3,525

 
1.05
%
 
1,236,879

 
3,268

 
1.06
%
Non-interest-bearing demand deposit accounts
 
227,965

 
 
 
 
 
213,712

 
 
 
 
 
191,438

 
 
 
 
Other non-interest-bearing liabilities
 
10,260

 
 
 
 
 
9,520

 
 
 
 
 
9,436

 
 
 
 
Total liabilities
 
1,598,337

 
 
 
 
 
1,570,749

 
 
 
 
 
1,437,753

 
 
 
 
Stockholders’ equity
 
150,484

 
 
 
 
 
146,870

 
 
 
 
 
137,172

 
 
 
 
Total liabilities and stockholders’ equity
 
$
1,748,821

 
 
 
 
 
$
1,717,619

 
 
 
 
 
$
1,574,925

 
 
 
 
Net interest income
 
 
 
$
14,912

 
 
 
 
 
$
14,610

 
 
 
 
 
$
13,595

 
 
Interest rate spread
 
 
 
 
 
3.44
%
 
 
 
 
 
3.44
%
 
 
 
 
 
3.49
%
Net interest-earning assets
 
$
284,313

 
 
 
 
 
$
269,239

 
 
 
 
 
$
245,607

 
 
 
 
Net interest margin
 
 
 
 
 
3.63
%
 
 
 
 
 
3.61
%
 
 
 
 
 
3.67
%

(1)
The average balances of loans and leases include non-performing loans and leases. Interest income related to non-performing loans and leases is recognized when collected.
(2)
Includes amortized cost basis of assets available for sale and held to maturity.
(3)
Yields on tax-exempt municipal obligations are not presented on a tax-equivalent basis in this table.
(4)
Represents annualized yields/rates.



7



NET INTEREST INCOME ANALYSIS (CONTINUED)
(Unaudited)
 
For the Year Ended December 31,
(Dollars in thousands)
 
2015
 
2014
 
 
Average
balance
 
Interest
 
Average
yield/rate(4)
 
Average
balance
 
Interest
 
Average
yield/rate(4)
Interest-earning assets
 
 
 
 
 
 
 
 
 
 
 
 
Commercial real estate and other mortgage loans(1)
 
$
848,213

 
$
40,006

 
4.72
%
 
$
665,213

 
$
32,066

 
4.82
%
Commercial and industrial loans(1)
 
445,659

 
26,668

 
5.98
%
 
332,591

 
19,962

 
6.00
%
Direct financing leases(1)
 
30,228

 
1,394

 
4.61
%
 
29,395

 
1,367

 
4.65
%
Consumer and other loans(1)
 
23,996

 
1,067

 
4.45
%
 
16,862

 
652

 
3.87
%
Total loans and leases receivable(1)
 
1,348,096

 
69,135

 
5.13
%
 
1,044,061

 
54,047

 
5.18
%
Mortgage-related securities(2)
 
153,182

 
2,490

 
1.63
%
 
156,144

 
2,894

 
1.85
%
Other investment securities(3)
 
29,686

 
472

 
1.59
%
 
28,458

 
448

 
1.57
%
FHLB and FRB stock
 
2,886

 
81

 
2.82
%
 
1,512

 
14

 
0.94
%
Short-term investments
 
69,264

 
293

 
0.42
%
 
67,281

 
298

 
0.44
%
Total interest-earning assets
 
1,603,114

 
72,471

 
4.52
%
 
1,297,456

 
57,701

 
4.45
%
Non-interest-earning assets
 
98,781

 
 
 
 
 
67,507

 
 
 
 
Total assets
 
$
1,701,895

 
 
 
 
 
$
1,364,963

 
 
 
 
Interest-bearing liabilities
 
 
 
 
 
 
 
 
 
 
 
 
Transaction accounts
 
$
125,558

 
297

 
0.24
%
 
$
83,508

 
185

 
0.22
%
Money market
 
602,842

 
3,331

 
0.55
%
 
493,322

 
2,553

 
0.52
%
Certificates of deposit
 
106,177

 
825

 
0.78
%
 
60,284

 
536

 
0.89
%
Wholesale deposits
 
450,460

 
6,424

 
1.43
%
 
416,202

 
6,196

 
1.49
%
Total interest-bearing deposits
 
1,285,037

 
10,877

 
0.85
%
 
1,053,316

 
9,470

 
0.90
%
FHLB advances
 
14,779

 
110

 
0.75
%
 
5,017

 
22

 
0.45
%
Other borrowings
 
25,460

 
1,732

 
6.80
%
 
13,688

 
967

 
7.06
%
Junior subordinated notes
 
10,315

 
1,112

 
10.78
%
 
10,315

 
1,112

 
10.78
%
Total interest-bearing liabilities
 
1,335,591

 
13,831

 
1.04
%
 
1,082,336

 
11,571

 
1.07
%
Non-interest-bearing demand deposit accounts
 
211,945

 
 
 
 
 
154,687

 
 
 
 
Other non-interest-bearing liabilities
 
9,049

 
 
 
 
 
7,918

 
 
 
 
Total liabilities
 
1,556,585

 
 
 
 
 
1,244,941

 
 
 
 
Stockholders’ equity
 
145,310

 
 
 
 
 
120,022

 
 
 
 
Total liabilities and stockholders’ equity
 
$
1,701,895

 
 
 
 
 
$
1,364,963

 
 
 
 
Net interest income
 
 
 
$
58,640

 
 
 
 
 
$
46,130

 
 
Interest rate spread
 
 
 
 
 
3.48
%
 
 
 
 
 
3.38
%
Net interest-earning assets
 
$
267,523

 
 
 
 
 
$
215,120

 
 
 
 
Net interest margin
 
 
 
 
 
3.66
%
 
 
 
 
 
3.56
%

(1)
The average balances of loans and leases include non-performing loans and leases. Interest income related to non-performing loans and leases is recognized when collected.
(2)
Includes amortized cost basis of assets available for sale and held to maturity.
(3)
Yields on tax-exempt municipal obligations are not presented on a tax-equivalent basis in this table.
(4)
Represents annualized yields/rates.

8



SELECTED FINANCIAL TRENDS

PERFORMANCE RATIOS
 
 
For the Three Months Ended
 
For the Year Ended
(Unaudited)
 
December 31,
2015
 
September 30,
2015
 
June 30,
2015
 
March 31,
2015
 
December 31,
2014
 
December 31,
2015
 
December 31,
2014
Return on average assets (annualized)
 
0.93
%
 
1.02
%
 
0.93
%
 
1.00
%
 
0.95
%
 
0.97
%
 
1.04
%
Return on average equity (annualized)
 
10.85
%
 
11.93
%
 
10.73
%
 
11.98
%
 
10.92
%
 
11.36
%
 
11.78
%
Efficiency ratio
 
58.75
%
 
64.82
%
 
65.28
%
 
62.47
%
 
61.11
%
 
62.75
%
 
60.06
%
Interest rate spread
 
3.44
%
 
3.44
%
 
3.44
%
 
3.63
%
 
3.49
%
 
3.48
%
 
3.38
%
Net interest margin
 
3.63
%
 
3.61
%
 
3.61
%
 
3.79
%
 
3.67
%
 
3.66
%
 
3.56
%
Average interest-earning assets to average interest-bearing liabilities
 
120.90
%
 
119.98
%
 
120.18
%
 
119.02
%
 
119.86
%
 
120.03
%
 
119.88
%


ASSET QUALITY RATIOS
(Unaudited)
 
As of
(Dollars in thousands)
 
December 31,
2015
 
September 30,
2015
 
June 30,
2015
 
March 31,
2015
 
December 31,
2014
Non-performing loans and leases
 
$
22,298

 
$
9,707

 
$
15,198

 
$
9,352

 
$
9,792

Foreclosed properties, net
 
1,677

 
1,632

 
1,854

 
1,566

 
1,693

Total non-performing assets
 
23,975

 
11,339

 
17,052

 
10,918

 
11,485

Performing troubled debt restructurings
 
2,117

 
7,852

 
1,944

 
1,972

 
2,003

Total impaired assets
 
$
26,092

 
$
19,191

 
$
18,996

 
$
12,890

 
$
13,488

 
 
 
 
 
 
 
 
 
 
 
Non-performing loans and leases as a percent of total gross loans and leases
 
1.55
%
 
0.70
%
 
1.12
%
 
0.72
%
 
0.76
%
Non-performing assets as a percent of total gross loans and leases plus foreclosed properties
 
1.67
%
 
0.82
%
 
1.26
%
 
0.84
%
 
0.89
%
Non-performing assets as a percent of total assets
 
1.34
%
 
0.65
%
 
1.01
%
 
0.65
%
 
0.70
%
Allowance for loan and lease losses as a percent of total gross loans and leases
 
1.14
%
 
1.11
%
 
1.12
%
 
1.13
%
 
1.12
%
Allowance for loan and lease losses as a percent of non-performing loans
 
73.18
%
 
158.22
%
 
100.01
%
 
157.12
%
 
146.33
%
 
 
 
 
 
 
 
 
 
 
 
Criticized assets:
 
 
 
 
 
 
 
 
 
 
Special mention
 
$

 
$

 
$

 
$

 
$

Substandard
 
27,178

 
11,144

 
10,633

 
22,626

 
25,493

Doubtful
 

 

 

 

 

Foreclosed properties, net
 
1,677

 
1,632

 
1,854

 
1,566

 
1,693

Total criticized assets
 
$
28,855

 
$
12,776

 
$
12,487

 
$
24,192

 
$
27,186

Criticized assets to total assets
 
1.62
%
 
0.73
%
 
0.74
%
 
1.44
%
 
1.67
%



9



NET CHARGE-OFFS (RECOVERIES)
(Unaudited)
 
For the Three Months Ended
 
For the Year Ended
(Dollars in thousands)
 
December 31,
2015
 
September 30,
2015
 
June 30,
2015
 
March 31,
2015
 
December 31,
2014
 
December 31,
2015
 
December 31,
2014
Charge-offs
 
$
967

 
$
138

 
$
84

 
$
324

 
$
1,231

 
$
1,513

 
$
1,233

Recoveries
 
(29
)
 
(11
)
 
(69
)
 
(5
)
 
(393
)
 
(114
)
 
(425
)
Net charge-offs
 
$
938

 
$
127

 
$
15

 
$
319

 
$
838

 
$
1,399

 
$
808

Net charge-offs as a percent of average gross loans and leases (annualized)
 
0.27
%
 
0.04
%
 
%
 
0.10
%
 
0.28
%
 
0.10
%
 
0.08
%

CAPITAL RATIOS
 
 
As of and for the Three Months Ended
(Unaudited)
 
December 31,
2015
 
September 30,
2015
 
June 30,
2015
 
March 31,
2015
 
December 31,
2014
Total capital to risk-weighted assets
 
11.11
%
 
11.29
%
 
11.11
%
 
11.40
%
 
12.13
%
Tier I capital to risk-weighted assets
 
8.81
%
 
8.95
%
 
8.78
%
 
8.98
%
 
9.52
%
Common equity tier I capital to risk-weighted assets
 
8.22
%
 
8.34
%
 
8.16
%
 
8.34
%
 
N/A

Tier I capital to average assets
 
8.63
%
 
8.59
%
 
8.66
%
 
8.42
%
 
8.71
%
Tangible common equity to tangible assets
 
7.81
%
 
7.84
%
 
7.91
%
 
7.77
%
 
7.78
%

SELECTED OTHER INFORMATION
(Unaudited)
 
As of
(in thousands)
 
December 31,
2015
 
September 30,
2015
 
June 30,
2015
 
March 31,
2015
 
December 31,
2014
Trust assets under management
 
$
817,926

 
$
791,150

 
$
800,615

 
$
814,226

 
$
773,192

Trust assets under administration
 
203,181

 
187,495

 
197,343

 
195,148

 
186,505

Total trust assets
 
$
1,021,107

 
$
978,645

 
$
997,958

 
$
1,009,374

 
$
959,697
















10



NON-GAAP RECONCILIATIONS
Certain financial information provided in this release is determined by methods other than in accordance with generally accepted accounting principles (United States) (“GAAP”). Although the Company believes that these non-GAAP financial measures provide a greater understanding of its business, these measures are not necessarily comparable to similar measures that may be presented by other companies.
 
TANGIBLE BOOK VALUE
“Tangible book value per share” is a non-GAAP measure representing tangible common equity divided by total common shares outstanding. “Tangible common equity” itself is a non-GAAP measure representing common stockholders’ equity reduced by intangible assets, if any. The Company’s management believes that this measure is important to many investors in the marketplace who are interested in period-to-period changes in book value per common share exclusive of changes in intangible assets. The information provided below reconciles tangible book value per share and tangible common equity to their most comparable GAAP measures.
(Unaudited)
 
As of
(Dollars in thousands, except per share amounts)
 
December 31,
2015
 
September 30,
2015
 
June 30,
2015
 
March 31,
2015
 
December 31,
2014
Common stockholders’ equity
 
$
150,832

 
$
147,967

 
$
144,287

 
$
141,689

 
$
137,748

Goodwill and other intangible assets
 
(12,493
)
 
(12,244
)
 
(12,133
)
 
(12,011
)
 
(11,944
)
Tangible common equity
 
$
138,339

 
$
135,723

 
$
132,154

 
$
129,678

 
$
125,804

Common shares outstanding
 
8,699,410

 
8,698,755

 
8,669,836

 
8,672,322

 
8,671,854

Book value per share
 
$
17.34

 
$
17.01

 
$
16.64

 
$
16.34

 
$
15.88

Tangible book value per share
 
15.90

 
15.60

 
15.24

 
14.95

 
14.51


TANGIBLE COMMON EQUITY TO TANGIBLE ASSETS
‘‘Tangible common equity to tangible assets’’ is defined as the ratio of common stockholders’ equity reduced by intangible assets, if any, divided by total assets reduced by intangible assets, if any. The Company’s management believes that this measure is important to many investors in the marketplace who are interested in the relative changes from period to period in common equity and total assets, each exclusive of changes in intangible assets. The information below reconciles tangible common equity and tangible assets to their most comparable GAAP measures.
(Unaudited)
 
As of
(Dollars in thousands)
 
December 31,
2015
 
September 30,
2015
 
June 30,
2015
 
March 31,
2015
 
December 31,
2014
Common stockholders’ equity
 
$
150,832

 
$
147,967

 
$
144,287

 
$
141,689

 
$
137,748

Goodwill and other intangible assets
 
(12,493
)
 
(12,244
)
 
(12,133
)
 
(12,011
)
 
(11,944
)
Tangible common equity
 
$
138,339

 
$
135,723

 
$
132,154

 
$
129,678

 
$
125,804

Total assets
 
$
1,783,636

 
$
1,744,153

 
$
1,683,564

 
$
1,680,677

 
$
1,629,387

Goodwill and other intangible assets
 
(12,493
)
 
(12,244
)
 
(12,133
)
 
(12,011
)
 
(11,944
)
Tangible assets
 
$
1,771,143

 
$
1,731,909

 
$
1,671,431

 
$
1,668,666

 
$
1,617,443

Tangible common equity to tangible assets
 
7.81
%
 
7.84
%
 
7.91
%
 
7.77
%
 
7.78
%











11



EFFICIENCY RATIO
“Efficiency ratio” is a non-GAAP measure representing non-interest expense excluding the effects of losses or gains on foreclosed properties, other discrete items that are unrelated to the Company’s primary business activities and amortization of other intangible assets, if any, divided by operating revenue, which is equal to net interest income plus non-interest income less realized gains or losses on securities, if any. In the judgment of the Company’s management, the adjustments made to non-interest expense and operating revenue allow investors and analysts to better assess the Company’s operating expenses in relation to its core operating revenue by removing the volatility that is associated with certain one-time items and other discrete items that are unrelated to its business. The information provided below reconciles the efficiency ratio to its most comparable GAAP measure.
(Unaudited)
 
For the Three Months Ended
 
For the Year Ended
(Dollars in thousands)
 
December 31,
2015
 
September 30,
2015
 
June 30,
2015
 
March 31,
2015
 
December 31,
2014
 
December 31,
2015
 
December 31,
2014
Total non-interest expense
 
$
11,684

 
$
11,984

 
$
11,974

 
$
11,732

 
$
10,127

 
$
47,374

 
$
33,775

Less:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net loss (gain) on foreclosed properties
 
7

 
(163
)
 
1

 
(16
)
 
(5
)
 
(171
)
 
(10
)
Amortization of other intangible assets
 
17

 
18

 
18

 
18

 
12

 
71

 
12

Total operating expense
 
$
11,660

 
$
12,129

 
$
11,955

 
$
11,730

 
$
10,120

 
$
47,474

 
$
33,773

Net interest income
 
$
14,912

 
$
14,610

 
$
14,188

 
$
14,930

 
$
13,595

 
$
58,640

 
$
46,130

Total non-interest income
 
4,935

 
4,102

 
4,126

 
3,848

 
2,965

 
17,011

 
10,103

Total operating revenue
 
$
19,847

 
$
18,712

 
$
18,314

 
$
18,778

 
$
16,560

 
$
75,651

 
$
56,233

Efficiency ratio
 
58.75
%
 
64.82
%
 
65.28
%
 
62.47
%
 
61.11
%
 
62.75
%
 
60.06
%

12
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