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8-K - FORM 8-K - PEOPLES BANCORP INCq320128ker.htm


P.O. BOX 738 - MARIETTA, OHIO - 45750
NEWS RELEASE
www.peoplesbancorp.com
 
 
 
 
 
FOR IMMEDIATE RELEASE
 
Contact:
Edward G. Sloane
October 23, 2012
 
 
Chief Financial Officer and Treasurer
 
 
 
(740) 373-3155

PEOPLES BANCORP INC. REPORTS
29% INCREASE IN 3RD QUARTER EARNINGS
_____________________________________________________________________

Summary third quarter and year-to-date 2012 results:
Diluted earnings per common share were $0.45 for the quarter and $1.56 through nine months of 2012.
Both amounts represented significant improvements over the prior year periods.
2012 earnings included pre-tax acquisition-related expenses of $337,000 and $559,000, respectively.
Pre-provision net revenue matched the prior year but decreased slightly from the linked quarter.
Non-interest income continued to benefit from stronger electronic and mortgage banking revenue.
Net interest margin was challenged by the unprecedented low rate environment.
Third quarter non-interest expenses were impacted by acquisition costs and rebranding efforts.
Asset quality trends remained favorable.
Nonperforming assets were 1.66% of gross loans and OREO versus 1.85% at June 30 and 3.84% a year ago.
Year-to-date net charge-offs were 0.13% of average loans on an annualized basis in 2012 versus 1.41% in 2011.
Peoples released an additional $1.0 million in reserves during the third quarter.
Allowance for loan losses fell to 1.88% of total loans, from 2.09% at June 30 and 2.53% at year-end 2011.
Total recovery of loan losses was $4.2 million through the nine months ended September 30, 2012.
Organic balance sheet growth was supplemented by an acquisition in the third quarter.
Total gross loans increased $33 million during the quarter and $50 million since year-end 2011.
Third quarter average loan balances were up $7 million over the linked quarter and $22 million over the prior year.
Non-mortgage consumer loan balances grew 8% to over $100 million during the quarter.
Retail deposits grew $34 million during the third quarter and were up $110 million since December 31, 2011.
Peoples acquired $31 million of loans and $39 million of deposits during the quarter.


MARIETTA, Ohio - Peoples Bancorp Inc. (“Peoples”) (NASDAQ: PEBO) today announced results for the quarter ended September 30, 2012. Net income totaled $4.8 million for the third quarter of 2012, representing earnings per diluted common share of $0.45. In comparison, earnings per diluted common share were $0.35 for the third quarter of 2011 and $0.47 for the second quarter of 2012. On a year-to-date basis, earnings per diluted common share were $1.56 through nine months of 2012 versus $0.73 during the same period in 2011. The higher earnings in 2012 reflected positive results within Peoples' core businesses, coupled with the impact of improving asset quality trends.
"We are pleased to report another quarter of solid performance driven by success in several key areas," said Chuck Sulerzyski, President and Chief Executive Officer. “We are generating positive operating leverage in 2012 due to our revenue diversity and disciplined expense management. Our credit metrics reflected further progress in restoring asset quality. We also maintained a solid deposit base and strong capital levels which give us capacity to grow through increased lending activity and acquisitions in each line of business."
Sulerzyski continued, "Also during the third quarter, we completed two major initiatives that are expected to provide long-term benefits to our stakeholders. The first was the expansion in West Virginia through the acquisition of Sistersville. The other was the introduction of our new brand as part of our company-wide brand revitalization. We believe our expanded and united presence strengthens our ability to be viewed as a trusted partner and financial expert for our clients."

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As previously announced, Peoples completed the acquisition of Sistersville Bancorp, Inc. (“Sistersville”) as of the close of business on September 14, 2012. This all cash transaction resulted in Peoples acquiring two full-service banking offices in West Virginia, adding approximately $31 million of loans and $39 million of deposits after purchase accounting adjustments.
Third quarter 2012 net interest income of $13.3 million was slightly lower than the linked quarter, while net interest margin compressed 13 basis points to 3.30%. Interest income decreased more than interest expense as long-term interest rates remained at historically low levels during the quarter. Compared to the prior year, net interest income was essentially unchanged for both the quarter and year-to-date periods despite modest net interest margin compression. This success was driven mostly by a greater reduction in funding costs, due to low-cost deposit growth, than the decline experienced in asset yields.
"Like most banks, our ability to maintain net interest income and margin is being challenged by long-term interest rates remaining at extremely low levels for an unprecedented period," said Edward Sloane, Chief Financial Officer and Treasurer. “The impact of lower reinvestment rates on our asset yields is being intensified by elevated principal pre-payments, especially within the investment portfolio. As a result, the linked quarter margin compression occurred due to asset yields declining more than we could reduce funding costs. The Federal Reserve remains committed to keeping interest rates at their current low levels. Thus, our ability to maintain net interest income in the coming quarters will be dependent upon a combination of meaningful loan growth, disciplined pricing and proactive balance sheet management."
Third quarter 2012 non-interest income was $8.6 million, up slightly compared to both the linked and prior year quarters. Peoples' trust and investment income has benefited from growth in managed assets driven by recent acquisitions, coupled with a general recovery within the U.S. financial markets. Electronic banking income, while consistent with the linked quarter, experienced double-digit year-over-year growth, reflecting higher debit card usage by Peoples' customers. On a year-to-date basis, total non-interest income grew $1.5 million or 6% through September 30, 2012, due largely to higher annual performance-based insurance revenue during the first quarter, plus stronger mortgage banking income and debit card revenue throughout the year.
Total non-interest expense was $15.7 million for the third quarter of 2012, consistent with the linked quarter and 2% higher than the prior year third quarter. Included in third quarter 2012 non-interest expense was $265,000 of acquisition-related costs and approximately $172,000 in costs associated with rebranding efforts. Peoples also incurred $220,000 of acquisition-related costs in the second quarter of 2012. Third quarter 2012 salaries and employee benefits costs were 4% lower than the linked quarter and down 7% year-over-year. A key driver of these declines was the absence of pension settlement charges in the third quarter of 2012. On a year-to-date basis, total salaries and employee benefits costs were up slightly, due almost entirely to higher sales and incentive compensation. At September 30, 2012, Peoples had 501 full-time equivalent employees, down 3% versus year-end 2011 and 7% fewer than at September 30, 2011.
"We are fortunate to be less reliant upon net interest income for revenue and bottom-line earnings growth than most banks our size," said Sloane. "As a result, we have been successful at growing revenue faster than expenses in 2012 due to the strength of our fee-based business. Our operating leverage should benefit from the Sistersville acquisition as we will realize substantial cost savings and have opportunities for modest revenue growth with this transaction."
At September 30, 2012, gross portfolio loan balances were up $33.5 million versus June 30, 2012 and $50.3 million compared to year-end 2011. The Sistersville acquisition added $30.8 million of loans, including $25.3 million in residential real estate loans and $4.3 million in non-mortgage consumer loans. Year-to-date loan growth has been driven by commercial lending opportunities within Peoples' market area, coupled with a renewed focus on consumer lending. As a result, average loan balances were higher for both the three and nine months ended September 30, 2012, compared to prior periods.
“We continued to make positive progress towards growing our loan portfolio and sustaining the improvement in asset quality,” said Sulerzyski. "Overall, our new loan production remained strong during the third quarter, with much of the organic growth occurring within consumer balances. The Sistersville acquisition, while accounting for a large portion of the linked quarter loan growth, helped us make progress towards creating a more diversified portfolio with its large residential real estate portfolio. Also in the third quarter, several credit metrics maintained their favorable trend, which led to an additional release of reserves."
Total nonperforming assets were $16.7 million, or 1.66% of total loans plus OREO, at September 30, 2012, versus $17.8 million and 1.85% at June 30, 2012. This 9% reduction occurred primarily as a result of paydowns on nonaccrual commercial loans. Since year-end 2011, total nonperforming loans have decreased 48% or $14.5 million. Total criticized loans, which are those classified as watch, substandard or doubtful, have decreased $43.2 million, or 28%, since year-end 2011, reflecting $30.5 million in principal paydowns. Peoples also upgraded $9.9 million in loans during 2012 based upon the financial condition of the borrowers. This sustained improvement in asset quality has resulted in a significant decrease in Peoples' allowance for loan losses during 2012. The addition of $30.8 million of loans from the Sistersville acquisition, which did not require an allowance at September 30, 2012, caused a 6 basis point reduction in the allowance for loan

2



losses as a percent of total loans ratio. At September 30, 2012, the allowance for loan losses was 1.88% of total loans, compared to 2.09% and 2.53% at June 30, 2012 and December 31, 2011, respectively. Even with this reduction, the allowance for loan losses was 120.0% of nonperforming loans, consistent with the prior quarter-end and up from 79.0% at year-end 2011.
Retail deposit balances grew $33.7 million, or 2%, during the third quarter of 2012, as interest-bearing retail deposit balances were $17.9 million higher and non-interest-bearing deposits grew $15.8 million. The Sistersville acquisition added $38.5 million of interest-bearing deposits, divided almost equally among certificates of deposits, money market and savings accounts, and $0.9 million of non-interest-bearing deposits. Growth in interest-bearing deposits was limited by Peoples' ongoing efforts to reduce reliance upon high-cost deposits.
At September 30, 2012, Peoples' Tier 1 Capital ratio was 15.85%, compared to 15.93% last quarter, with 8% required to be considered well capitalized. In addition, Peoples' tangible common equity to tangible asset ratio was 8.37% and tangible book value per share was $14.28 versus 8.45% and $14.18 at June 30, 2012. These modest reductions in tangible capital ratios were primarily the result of the Sistersville acquisition.
"Overall, third quarter results reflected our diligent efforts to improve asset quality, grow the company and gain greater operating efficiencies," summarized Sulerzyski. "In the coming quarters, the banking industry will continue to face several persistent challenges, including a sluggish economy, historically low interest rates and uncertainty regarding new regulations. We remain confident in our ability to overcome these challenges and generate long-term value for our customers and shareholders."
Peoples Bancorp Inc. is a diversified financial services holding company with $1.9 billion in total assets, 46 locations and 43 ATMs in Ohio, West Virginia and Kentucky. Peoples makes available a complete line of banking, investment, insurance and trust solutions through its subsidiaries - Peoples Bank, National Association and Peoples Insurance Agency, LLC. Peoples' common shares are traded on the NASDAQ Global Select Market® under the symbol “PEBO”, and Peoples is a member of the Russell 3000 index of US publicly-traded companies. Learn more about Peoples at www.peoplesbancorp.com.

Conference Call to Discuss Earnings:
Peoples will conduct a facilitated conference call to discuss third quarter 2012 results of operations today at 11:00 a.m., Eastern Daylight Saving Time, with members of Peoples' executive management participating. Analysts, media and individual investors are invited to participate in the conference call by calling (800) 860-2442. A simultaneous Webcast of the conference call audio will be available online via the “Investor Relations” section of Peoples' website, www.peoplesbancorp.com. Participants are encouraged to call or sign in at least 15 minutes prior to the scheduled conference call time to ensure participation and, if required, to download and install the necessary software. A replay of the call will be available on Peoples' website in the “Investor Relations” section for one year.

Use of Non-GAAP Financial Measures
This news release contains financial information and performance measures determined by methods other than in accordance with accounting principles generally accepted in the United States of America ("GAAP"). Management uses these "non-GAAP" measures in its analysis of Peoples' performance and the efficiency of its operations. Management believes that these non-GAAP measures provide a greater understanding of ongoing operations and enhance comparability of results with prior periods and peers. These disclosures should not be viewed as substitutes for financial measures determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies. Below is a listing of the types of non-GAAP measures used in this news release:
Tangible equity and tangible common equity measures are non-GAAP since they exclude the impact of intangible assets acquired through acquisitions on both total stockholders’ equity and total assets and the related amortization from earnings.
Pre-provision net revenue is defined as net interest income plus non-interest income minus non-interest expense. This measure is non-GAAP since it excludes provision for loan losses and all gains and/or losses included in earnings.
A reconciliation of these non-GAAP financial measures to the most directly comparable GAAP measures is included at the end of this release under the caption of "Non-GAAP Financial Measures".

3




Safe Harbor Statement:
Certain statements made in this news release regarding Peoples' financial condition, results of operations, plans, objectives, future performance and business, are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements are identified by the fact they are not historical facts and include words such as “anticipate”, “could”, “may”, “feel”, “expect”, “believe”, “plan”, and similar expressions.
These forward-looking statements reflect management's current expectations based on all information available to management and its knowledge of Peoples' business and operations. Additionally, Peoples' financial condition, results of operations, plans, objectives, future performance and business are subject to risks and uncertainties that may cause actual results to differ materially. These factors include, but are not limited to: (1) deterioration in the credit quality of Peoples' loan portfolio, which may adversely impact the provision for loan losses; (2) competitive pressures among financial institutions or from non-financial institutions may increase significantly, including product and pricing pressures and Peoples' ability to attract, develop and retain qualified professionals; (3) changes in the interest rate environment, which may adversely impact interest margins; (4) changes in prepayment speeds, loan originations, sale volumes, charge-offs and loan loss provisions, which may be less favorable than expected and adversely impact the amount of interest income generated; (5) economic conditions, either nationally or in areas where Peoples, its subsidiaries and one or more acquired companies do business, may be less favorable than expected, which could decrease the demand for loans, deposits and other financial services and increase loan delinquencies and defaults; (6) legislative or regulatory changes or actions, including in particular the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 and the regulations promulgated and to be promulgated thereunder, which may subject Peoples, its subsidiaries or one or more acquired companies to a variety of new and more stringent legal and regulatory requirements which adversely affect their respective businesses; (7) changes in accounting standards, policies, estimates or procedures may adversely affect Peoples' reported financial condition or results of operations; (8) adverse changes in the conditions and trends in the financial markets, which may adversely affect the fair value of securities within Peoples' investment portfolio and interest rate sensitivity of Peoples' consolidated balance sheet; (9) Peoples' ability to receive dividends from its subsidiaries; (10) Peoples' ability to maintain required capital levels and adequate sources of funding and liquidity; (11) the impact of larger or similar financial institutions encountering problems, which may adversely affect the banking industry and/or Peoples' business generation and retention, funding and liquidity; (12) the costs and effects of regulatory and legal developments, including the outcome of potential regulatory or other governmental inquiries and legal proceedings and results of regulatory examinations; (13) Peoples' ability to secure confidential information through the use of computer systems and telecommunications networks, including those of our third-party vendors and other service providers, may prove inadequate, which could adversely affect customer confidence in Peoples and/or result in Peoples incurring a financial loss; (14) the overall adequacy of our risk management program; (15) Peoples' ability to complete and, if completed, successfully integrate acquisitions, including the Sistersville acquisition; and (16) other risk factors relating to the banking industry or Peoples as detailed from time to time in Peoples' reports filed with the Securities and Exchange Commission (“SEC”), including those risk factors included in the disclosures under the heading “ITEM 1A. RISK FACTORS” of Peoples' Annual Report on Form 10-K for the fiscal year ended December 31, 2011.
Peoples encourages readers of this news release to understand forward-looking statements to be strategic objectives rather than absolute targets of future performance. Peoples undertakes no obligation to update these forward-looking statements to reflect events or circumstances after the date of this news release or to reflect the occurrence of unanticipated events, except as required by applicable legal requirements. Copies of documents filed with the SEC are available free of charge at the SEC's website at http://www.sec.gov and/or from Peoples' website.
As required by U.S. GAAP, Peoples is required to evaluate the impact of subsequent events through the issuance date of its September 30, 2012 consolidated financial statements as part of its Quarterly Report on Form 10-Q to be filed with the SEC. Accordingly, subsequent events could occur that may cause Peoples to update its critical accounting estimates and to revise its financial information from that which is contained in this news release.


4



PER COMMON SHARE DATA AND SELECTED RATIOS
 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
June 30,
 
September 30,
 
September 30,
 
2012
 
2012
 
2011
 
2012
 
2011
PER COMMON SHARE:
 
 
 
 
 
 
 
 
 
Earnings per share:
 
 
 
 
 
 
 
 
 
   Basic
$
0.45

 
$
0.47

 
$
0.35

 
$
1.56

 
$
0.74

   Diluted
0.45

 
0.47

 
0.35

 
1.56

 
0.73

Cash dividends declared per share
0.11

 
0.11

 
0.10

 
0.33

 
0.20

Book value per share
20.77

 
20.39

 
19.70

 
20.77

 
19.70

Tangible book value per share (a)
14.28

 
14.18

 
13.55

 
14.28

 
13.55

Closing stock price at end of period
$
22.89

 
$
21.98

 
$
11.00

 
$
22.89

 
$
11.00

 
 
 
 
 
 
 
 
 
 
SELECTED RATIOS:
 
 
 
 
 
 
 
 
 
Return on average equity (b)
8.86
%
 
9.57
%
 
7.03
%
 
10.41
%
 
5.35
%
Return on average common equity (b)
8.86
%
 
9.57
%
 
7.19
%
 
10.41
%
 
5.22
%
Return on average assets (b)
1.04
%
 
1.11
%
 
0.86
%
 
1.21
%
 
0.64
%
Efficiency ratio (c)
70.06
%
 
69.61
%
 
69.70
%
 
68.36
%
 
67.44
%
Pre-provision net revenue to average assets (b)(d)
1.34
%
 
1.42
%
 
1.37
%
 
1.47
%
 
1.48
%
Net interest margin (b)(e)
3.30
%
 
3.43
%
 
3.39
%
 
3.38
%
 
3.42
%
Dividend payout ratio (f)
24.36
%
 
23.36
%
 
28.77
%
 
21.33
%
 
27.46
%
 
 
 
 
 
 
 
 
 
 
(a)
This amount represents a non-GAAP measure since it excludes the balance sheet impact of intangible assets acquired through acquisitions on stockholders' equity. Additional information regarding the calculation of this ratio is included at the end of this release.
(b)
Ratios are presented on an annualized basis.
(c)
Non-interest expense (less intangible amortization) as a percentage of fully tax-equivalent net interest income plus non-interest income (less securities and asset disposal gains/losses).
(d)
This amount represents a non-GAAP measure since it excludes the recovery of or provision for loan loss and net gains or losses on security transactions. This measure is a key metric used by federal bank regulatory agencies in their evaluation of capital adequacy for financial institutions. Additional information regarding the calculation of this ratio is included at the end of this release.
(e)
Information presented on a fully tax-equivalent basis.
(f)
Dividends declared on common shares as a percentage of net income available to common shareholders.

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CONSOLIDATED STATEMENTS OF INCOME
 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
June 30,
 
September 30,
 
September 30,
(in $000’s)
2012
 
2012
 
2011
 
2012
 
2011
Interest income
$
16,942

 
$
17,341

 
$
18,400

 
$
51,895

 
$
56,658

Interest expense
3,621

 
3,729

 
5,136

 
11,530

 
16,468

Net interest income
13,321

 
13,612

 
13,264

 
40,365

 
40,190

(Recovery of) provision for loan losses

(956
)
 
(1,120
)
 
865

 
(4,213
)
 
8,471

Net interest income after (recovery of) provision for loan losses
14,277

 
14,732

 
12,399

 
44,578

 
31,719

 
 
 
 
 
 
 
 
 
 
Net gain on securities transactions
112

 

 
57

 
3,275

 
473

Loss on debt extinguishment

 

 

 
(3,111
)
 

(Loss) gain on loans held-for-sale and other real estate owned

 
(48
)
 
418

 
8

 
(57
)
Net (loss) gain on other assets
(161
)
 
5

 
(29
)
 
(163
)
 
(50
)
 
 
 
 
 
 
 
 
 
 
Non-interest income:
 
 
 
 
 
 
 
 
 
Insurance income
2,367

 
2,438

 
2,324

 
7,756

 
7,321

Deposit account service charges
2,261

 
2,230

 
2,628

 
6,728

 
7,256

Trust and investment income
1,565

 
1,449

 
1,385

 
4,510

 
4,119

Electronic banking income
1,484

 
1,464

 
1,313

 
4,436

 
3,818

Mortgage banking income
638

 
682

 
370

 
1,869

 
1,030

Other non-interest income
257

 
235

 
371

 
853

 
1,112

  Total non-interest income
8,572

 
8,498

 
8,391

 
26,152

 
24,656

 
 
 
 
 
 
 
 
 
 
Non-interest expense:
 
 
 
 
 
 
 
 
 
Salaries and employee benefits costs
8,051

 
8,415

 
8,701

 
24,711

 
24,281

Net occupancy and equipment
1,423

 
1,503

 
1,453

 
4,358

 
4,426

Professional fees
1,172

 
1,204

 
807

 
3,189

 
2,615

Electronic banking expense
887

 
870

 
713

 
2,451

 
2,016

Marketing expense
534

 
481

 
452

 
1,490

 
1,105

Data processing and software
470

 
485

 
490

 
1,442

 
1,406

Franchise taxes
415

 
414

 
369

 
1,241

 
1,128

Communication expense
294

 
288

 
307

 
930

 
915

Foreclosed real estate and other loan expenses
263

 
255

 
251

 
739

 
825

FDIC insurance
257

 
223

 
440

 
789

 
1,552

Amortization of intangible assets
134

 
109

 
141

 
350

 
455

Other non-interest expense
1,766

 
1,439

 
1,306

 
4,678

 
4,043

  Total non-interest expense
15,666

 
15,686

 
15,430

 
46,368

 
44,767

  Income before income taxes
7,134

 
7,501

 
5,806

 
24,371

 
11,974

Income tax expense
2,310

 
2,471

 
1,885

 
7,860

 
3,263

    Net income
$
4,824

 
$
5,030

 
$
3,921

 
$
16,511

 
$
8,711

Preferred dividends

 

 
237

 

 
998

Net income available to common shareholders
$
4,824

 
$
5,030

 
$
3,684

 
$
16,511

 
$
7,713

 
 
 
 
 
 
 
 
 
 
PER COMMON SHARE DATA:
 
 
 
 
 
 
 
 
 
Earnings per share – Basic
$
0.45

 
$
0.47

 
$
0.35

 
$
1.56

 
$
0.74

Earnings per share – Diluted
$
0.45

 
$
0.47

 
$
0.35

 
$
1.56

 
$
0.73

Cash dividends declared per share
$
0.11

 
$
0.11

 
$
0.10

 
$
0.33

 
$
0.20

 
 
 
 
 
 
 
 
 
 
Weighted-average shares outstanding – Basic
10,530,800

 
10,524,429

 
10,484,609

 
10,522,874

 
10,478,310

Weighted-average shares outstanding – Diluted
10,530,876

 
10,524,429

 
10,519,673

 
10,522,905

 
10,498,708

Actual shares outstanding (end of period)
10,534,445

 
10,526,954

 
10,489,400

 
10,534,445

 
10,489,400


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CONSOLIDATED BALANCE SHEETS
 
September 30,
 
December 31,
(in $000’s)
2012
 
2011
 
 
 
 
Assets
 
 
 
Cash and cash equivalents:
 
 
 
  Cash and due from banks
$
33,814

 
$
32,346

  Interest-bearing deposits in other banks
25,463

 
6,604

    Total cash and cash equivalents
59,277

 
38,950

 
 
 
 
Available-for-sale investment securities, at fair value (amortized cost of
 
 
 
  $579,722 at September 30, 2012 and $617,128 at December 31, 2011)
589,360

 
628,571

Held-to-maturity investment securities, at amortized cost (fair value of
 
 
 
  $33,933 at September 30, 2012 and $16,705 at December 31, 2011)
32,572

 
16,301

Other investment securities, at cost
24,661

 
24,356

    Total investment securities
646,593

 
669,228

 
 
 
 
Loans, net of deferred fees and costs
988,767

 
938,506

Allowance for loan losses
(18,607
)
 
(23,717
)
    Net loans
970,160

 
914,789

 
 
 
 
Loans held-for-sale
12,739

 
3,271

Bank premises and equipment, net of accumulated depreciation
24,552

 
23,905

Bank owned life insurance
51,206

 
49,384

Goodwill
64,835

 
62,520

Other intangible assets
3,587

 
1,955

Other assets
33,561

 
30,159

    Total assets
$
1,866,510

 
$
1,794,161

 
 
 
 
Liabilities
 
 
 
Deposits:
 
 
 
Non-interest-bearing deposits
$
288,376

 
$
239,837

Interest-bearing deposits
1,164,111

 
1,111,243

    Total deposits
1,452,487

 
1,351,080

 
 
 
 
Short-term borrowings
37,651

 
51,643

Long-term borrowings
106,270

 
142,312

Junior subordinated notes held by subsidiary trust
22,627

 
22,600

Accrued expenses and other liabilities
28,640

 
19,869

    Total liabilities
1,647,675

 
1,587,504

 
 
 
 
Stockholders' Equity
 
 
 
Preferred stock, no par value (50,000 shares authorized, no shares issued
 
 
 
  at September 30, 2012 and December 31, 2011)

 

Common stock, no par value (24,000,000 shares authorized, 11,140,100 shares
 
 
 
   issued at September 30, 2012 and 11,122,247 shares issued at
 
 
 
   December 31, 2011), including shares in treasury
166,612

 
166,969

Retained earnings
66,569

 
53,580

Accumulated comprehensive income, net of deferred income taxes
751

 
1,412

Treasury stock, at cost (605,655 shares at September 30, 2012 and
 
 
 
   615,123 shares at December 31, 2011)
(15,097
)
 
(15,304
)
    Total stockholders' equity
218,835

 
206,657

    Total liabilities and stockholders' equity
$
1,866,510

 
$
1,794,161

 
 
 
 

7



SELECTED FINANCIAL INFORMATION
 
September 30,
June 30,
March 31,
December 31,
September 30,
(in $000’s, end of period)
2012
2012
2012
2011
2011
Loan Portfolio
 
 
 
 
 
Commercial real estate
$
379,561

$
394,323

$
394,034

$
410,352

$
424,741

Commercial and industrial
172,068

161,893

150,431

140,857

140,058

Real estate construction
50,804

43,775

43,510

30,577

26,751

Residential real estate
233,501

212,813

218,745

219,619

222,374

Home equity lines of credit
51,137

48,414

48,067

47,790

48,085

Consumer
100,116

92,334

86,965

87,531

87,072

Deposit account overdrafts
1,580

1,726

2,351

1,780

1,712

    Total loans
$
988,767

$
955,278

$
944,103

$
938,506

$
950,793

 
 
 
 
 
 
Deposit Balances
 
 
 
 
 
Interest-bearing deposits:
 
 
 
 
 
  Retail certificates of deposit
$
413,837

$
411,401

$
392,503

$
411,247

$
415,190

  Money market deposit accounts
254,702

249,608

255,907

268,410

254,012

  Governmental deposit accounts
154,835

155,881

161,798

122,916

140,357

  Savings accounts
172,715

161,664

155,097

138,383

132,182

  Interest-bearing demand accounts
112,854

112,476

110,731

106,233

100,770

    Total retail interest-bearing deposits
1,108,943

1,091,030

1,076,036

1,047,189

1,042,511

  Brokered certificates of deposits
55,168

54,639

54,069

64,054

64,470

    Total interest-bearing deposits
1,164,111

1,145,669

1,130,105

1,111,243

1,106,981

Non-interest-bearing deposits
288,376

272,627

268,444

239,837

235,585

    Total deposits
$
1,452,487

$
1,418,296

$
1,398,549

$
1,351,080

$
1,342,566

 
 
 
 
 
 
Asset Quality
 
 
 
 
 
Nonperforming assets:
 
 
 
 
 
  Loans 90+ days past due and accruing
$
27

$
51

$

$

146

  Nonaccrual loans
15,481

16,567

20,492

30,022

32,957

    Total nonperforming loans
15,508

16,618

20,492

30,022

33,103

  Other real estate owned
1,173

1,140

869

2,194

3,667

Total nonperforming assets
$
16,681

$
17,758

$
21,361

$
32,216

$
36,770

 
 
 
 
 
 
Allowance for loan losses as a percent of
 
 
 
 
 
    nonperforming loans
119.98
%
119.90
%
103.69
%
79.00
%
76.16
%
Nonperforming loans as a percent of total loans
1.55
%
1.73
%
2.16
%
3.19
%
3.47
%
Nonperforming assets as a percent of total assets
0.89
%
0.97
%
1.18
%
1.80
%
2.04
%
Nonperforming assets as a percent of total loans
 
 
 
 
 
   and other real estate owned
1.66
%
1.85
%
2.25
%
3.41
%
3.84
%
Allowance for loan losses as a percent of total loans
1.88
%
2.09
%
2.25
%
2.53
%
2.65
%
 
 
 
 
 
 
Capital Information(a)
 
 
 
 
 
Tier 1 common ratio
13.86
%
13.92
%
13.82
%
12.82
%
12.40
%
Tier 1 risk-based capital ratio
15.85
%
15.93
%
15.86
%
14.86
%
15.98
%
Total risk-based capital ratio (Tier 1 and Tier 2)
17.16
%
17.27
%
17.20
%
16.20
%
17.33
%
Leverage ratio
10.13
%
10.18
%
10.05
%
9.45
%
10.37
%
Tier 1 common capital
$
157,520

$
156,565

$
153,180

$
142,521

$
139,828

Tier 1 capital
180,147

179,183

175,789

165,121

180,294

Total capital (Tier 1 and Tier 2)
195,083

194,307

190,694

180,053

195,485

Total risk-weighted assets
$
1,136,532

$
1,124,982

$
1,108,633

$
1,111,443

$
1,127,976

Tangible equity to tangible assets (b)
8.37
%
8.45
%
8.28
%
8.22
%
9.19
%
Tangible common equity to tangible assets (b)
8.37
%
8.45
%
8.28
%
8.22
%
8.16
%
(a) September 30, 2012 data based on preliminary analysis and subject to revision.
(b) These ratios represent non-GAAP measures since they exclude the balance sheet impact of intangible assets acquired through acquisitions on both total stockholders' equity and total assets. Additional information regarding the calculation of these ratios is included at the end of this release.

8



PROVISION FOR LOAN LOSSES INFORMATION
 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
June 30,
 
September 30,
 
September 30,
(in $000’s)
2012
 
2012
 
2011
 
2012
 
2011
(Recovery of) Provision for Loan Losses
 
 
 
 
 
 
 
 
 
Provision for checking account overdrafts
$
144

 
$
80

 
$
165

 
$
212

 
$
271

(Recovery of) provision for other loan losses
(1,100
)
 
(1,200
)
 
700

 
(4,425
)
 
8,200

  Total (recovery of) provision for loan losses
$
(956
)
 
$
(1,120
)
 
$
865

 
$
(4,213
)
 
$
8,471

 
 
 
 
 
 
 
 
 
 
Net Charge-Offs
 
 
 
 
 
 
 
 
 
Gross charge-offs
$
858

 
$
1,545

 
$
1,242

 
$
4,941

 
$
13,492

Recoveries
496

 
1,341

 
424

 
4,044

 
3,468

  Net charge-offs
$
362

 
$
204

 
$
818

 
$
897

 
$
10,024

 
 
 
 
 
 
 
 
 
 
Net Charge-Offs (Recoveries) by Type
 
 
 
 
 
 
 
 
 
Commercial real estate
$
139

 
$
84

 
$
347

 
$
574

 
$
8,262

Commercial and industrial
(143
)
 
(67
)
 
(16
)
 
(258
)
 
375

Residential real estate
253

 
126

 
267

 
282

 
655

Real estate, construction

 

 

 

 

Home equity lines of credit
8

 
(1
)
 
4

 
71

 
308

Consumer
(24
)
 
(33
)
 
59

 
(31
)
 
127

Deposit account overdrafts
129

 
95

 
157

 
259

 
297

  Total net charge-offs
$
362

 
$
204

 
$
818

 
$
897

 
$
10,024

 
 
 
 
 
 
 
 
 
 
Net charge-offs as a percent of loans (annualized)
0.15
%
 
0.09
%
 
0.34
%
 
0.13
%
 
1.41
%





SUPPLEMENTAL INFORMATION
 
September 30,
 
June 30,
 
March 31,
 
December 31,
 
September 30,
(in $000’s, end of period)
2012
 
2012
 
2012
 
2011
 
2011
 
 
 
 
 
 
 
 
 
 
Trust assets under management
$
874,293

 
$
847,962

 
$
853,444

 
$
821,659

 
$
776,165

Brokerage assets under management
398,875

 
309,852

 
284,453

 
262,196

 
249,550

Mortgage loans serviced for others
307,052

 
296,025

 
281,015

 
275,715

 
262,992

Employees (full-time equivalent)
501

 
494

 
499

 
513

 
540

 
 
 
 
 
 
 
 
 
 







9



CONSOLIDATED AVERAGE BALANCE SHEETS AND NET INTEREST INCOME
 
Three Months Ended
 
September 30, 2012
 
June 30, 2012
 
September 30, 2011
(in $000’s)
Balance
Income/
Expense
Yield/ Cost
 
Balance
Income/
Expense
Yield/ Cost
 
Balance
Income/
Expense
Yield/ Cost
Assets
 
 
 
 
 
 
 
 
 
 
 
Short-term investments
$
10,150

$
5

0.20
%
 
$
9,336

$
4

0.19
%
 
$
8,225

$
4

0.21
%
Investment securities (a)(b)
691,304

5,270

3.05
%
 
677,538

5,530

3.27
%
 
672,346

6,498

3.86
%
Gross loans (a)
966,758

11,942

4.92
%
 
959,599

12,072

5.05
%
 
944,397

12,178

5.13
%
Allowance for loan losses
(19,981
)
 
 
 
(21,650
)
 
 
 
(27,197
)
 
 
Total earning assets
1,648,231

17,217

4.17
%
 
1,624,823

17,606

4.35
%
 
1,597,771

18,680

4.66
%
 
 
 
 
 
 
 
 
 
 
 
 
Intangible assets
65,912

 
 
 
64,737

 
 
 
64,538

 
 
Other assets
133,448

 
 
 
133,991

 
 
 
139,909

 
 
Total assets
$
1,847,591

 
 
 
$
1,823,551

 
 
 
$
1,802,218

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities and Equity
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing deposits:
 
 
 
 
 
 
 
 
 
 
 
Savings accounts
$
165,523

$
24

0.06
%
 
$
159,242

$
23

0.06
%
 
$
135,942

$
47

0.14
%
Interest-bearing demand accounts
273,100

269

0.39
%
 
263,303

286

0.44
%
 
249,787

316

0.50
%
Money market deposit accounts
247,808

97

0.16
%
 
253,458

113

0.18
%
 
258,102

185

0.28
%
Brokered certificates of deposits
55,158

491

3.54
%
 
53,843

487

3.64
%
 
66,074

557

3.34
%
Retail certificates of deposit
407,254

1,290

1.26
%
 
407,413

1,380

1.36
%
 
413,785

2,227

2.14
%
Total interest-bearing deposits
1,148,843

2,171

0.75
%
 
1,137,259

2,289

0.81
%
 
1,123,690

3,332

1.18
%
 
 
 
 
 
 
 
 
 
 
 
 
Short-term borrowings
47,772

19

0.16
%
 
52,172

19

0.14
%
 
48,856

24

0.20
%
Long-term borrowings
128,970

1,431

4.37
%
 
129,145

1,421

4.38
%
 
170,476

1,780

4.11
%
Total borrowed funds
176,742

1,450

3.23
%
 
181,317

1,440

3.16
%
 
219,332

1,804

3.24
%
Total interest-bearing liabilities
1,325,585

3,621

1.08
%
 
1,318,576

3,729

1.14
%
 
1,343,022

5,136

1.51
%
 
 
 
 
 
 
 
 
 
 
 
 
Non-interest-bearing deposits
280,223

 
 
 
269,316

 
 
 
226,506

 
 
Other liabilities
25,066

 
 
 
24,191

 
 
 
11,524

 
 
Total liabilities
1,630,874

 
 
 
1,612,083

 
 
 
1,581,052

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Preferred equity

 
 
 

 
 
 
17,869

 
 
Common equity
216,717

 
 
 
211,468

 
 
 
203,297

 
 
Stockholders’ equity
216,717

 
 
 
211,468

 
 
 
221,166

 
 
Total liabilities and equity
$
1,847,591

 
 
 
$
1,823,551

 
 
 
$
1,802,218

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net interest income/spread (a)
 
$
13,596

3.09
%
 
 
$
13,877

3.21
%
 
 
$
13,544

3.15
%
Net interest margin (a)
 
 
3.30
%
 
 
 
3.43
%
 
 
 
3.39
%
 
 
 
 
 
 
 
 
 
 
 
 
(a) Information presented on a fully tax-equivalent basis.
(b) Average balances are based on carrying value.






10



 
Nine Months Ended
 
September 30, 2012
 
September 30, 2011
(in $000’s)
Balance
Income/
Expense
Yield/ Cost
 
Balance
Income/
Expense
Yield/ Cost
Assets
 
 
 
 
 
 
 
Short-term investments
$
8,594

$
13

0.21
%
 
$
12,499

$
20

0.21
%
Investment securities (a)(b)
683,942

16,878

3.29
%
 
667,478

20,200

4.04
%
Gross loans (a)
957,563

35,802

4.99
%
 
951,744

37,299

5.24
%
Allowance for loan losses
(22,013
)
 
 
 
(27,786
)
 
 
Total earning assets
1,628,086

52,693

4.32
%
 
1,603,935

57,519

4.79
%
 
 
 
 
 
 
 
 
Intangible assets
65,028

 
 
 
64,679

 
 
Other assets
132,718

 
 
 
143,195

 
 
Total assets
$
1,825,832

 
 
 
$
1,811,809

 
 
 
 
 
 
 
 
 
 
Liabilities and Equity
 
 
 
 
 
 
 
Interest-bearing deposits:
 
 
 
 
 
 
 
Savings accounts
$
157,425

$
68

0.06
%
 
$
134,108

$
164

0.16
%
Interest-bearing demand accounts
261,362

824

0.42
%
 
243,721

1,378

0.76
%
Money market deposit accounts
255,331

337

0.18
%
 
266,912

655

0.33
%
Brokered certificates of deposits
56,809

1,505

3.54
%
 
72,446

1,759

3.25
%
Retail certificates of deposit
405,045

4,273

1.41
%
 
420,352

7,035

2.24
%
Total interest-bearing deposits
1,135,972

7,007

0.82
%
 
1,137,539

10,991

1.29
%
 
 
 
 
 
 
 
 
Short-term borrowings
52,467

57

0.14
%
 
45,915

85

0.25
%
Long-term borrowings
137,044

4,466

4.31
%
 
173,743

5,392

4.12
%
Total borrowed funds
189,511

4,523

3.16
%
 
219,658

5,477

3.31
%
Total interest-bearing liabilities
1,325,483

11,530

1.16
%
 
1,357,197

16,468

1.62
%
 
 
 
 
 
 
 
 
Non-interest-bearing deposits
265,728

 
 
 
225,291

 
 
Other liabilities
22,670

 
 
 
11,590

 
 
Total liabilities
1,613,881

 
 
 
1,594,078

 
 
 
 
 
 
 
 
 
 
Preferred equity

 
 
 
20,297

 
 
Common equity
211,951

 
 
 
197,434

 
 
Stockholders’ equity
211,951

 
 
 
217,731

 
 
Total liabilities and equity
$
1,825,832

 
 
 
$
1,811,809

 
 
 
 
 
 
 
 
 
 
Net interest income/spread (a)
 
$
41,163

3.16
%
 
 
$
41,051

3.17
%
Net interest margin (a)
 
 
3.38
%
 
 
 
3.42
%
 
 
 
 
 
 
 
 
(a) Information presented on a fully tax-equivalent basis.
(b) Average balances are based on carrying value.






11




NON-GAAP FINANCIAL MEASURES
The following non-GAAP financial measures used by Peoples provide information useful to investors in understanding Peoples' operating performance and trends, and facilitate comparisons with the performance of Peoples' peers. The following tables summarize the non-GAAP financial measures derived from amounts reported in Peoples' consolidated financial statements:

 
At or For the Three Months Ended
 
September 30,
 
June 30,
 
March 31,
 
December 31,
 
September 30,
(in $000’s)
2012
 
2012
 
2012
 
2011
 
2011
 
 
 
 
 
 
 
 
 
 
Tangible Equity:
 
 
 
 
 
 
 
 
 
Total stockholders' equity, as reported
$
218,835

 
$
214,623

 
$
208,666

 
$
206,657

 
$
224,530

Less: goodwill and other intangible assets
68,422

 
65,383

 
64,429

 
64,475

 
64,489

Tangible equity
$
150,413

 
$
149,240

 
$
144,237

 
$
142,182

 
$
160,041

 
 
 
 
 
 
 
 
 
 
Tangible Common Equity:
 
 
 
 
 
 
 
 
 
Tangible equity
$
150,413

 
$
149,240

 
$
144,237

 
$
142,182

 
$
160,041

Less: preferred stockholders' equity

 

 

 

 
17,875

Tangible common equity
$
150,413

 
$
149,240

 
$
144,237

 
$
142,182

 
$
142,166

 
 
 
 
 
 
 
 
 
 
Tangible Assets:
 
 
 
 
 
 
 
 
 
Total assets, as reported
$
1,866,510

 
$
1,831,359

 
$
1,805,923

 
$
1,794,161

 
$
1,805,743

Less: goodwill and other intangible assets
68,422

 
65,383

 
64,429

 
64,475

 
64,489

Tangible assets
$
1,798,088

 
$
1,765,976

 
$
1,741,494

 
$
1,729,686

 
$
1,741,254

 
 
 
 
 
 
 
 
 
 
Tangible Book Value per Common Share:
 
 
 
 
 
 
 
 
 
Tangible common equity
$
150,413

 
$
149,240

 
$
144,237

 
$
142,182

 
$
142,166

Common shares outstanding
10,534,445

 
10,521,548

 
10,521,548

 
10,507,124

 
10,489,400

 
 
 
 
 
 
 
 
 
 
Tangible book value per common share
$
14.28

 
$
14.18

 
$
13.71

 
$
13.53

 
$
13.55

 
 
 
 
 
 
 
 
 
 
Tangible Equity to Tangible Assets Ratio:
 
 
 
 
Tangible equity
$
150,413

 
$
149,240

 
$
144,237

 
$
142,182

 
$
160,041

Tangible assets
$
1,798,088

 
$
1,765,976

 
$
1,741,494

 
$
1,729,686

 
$
1,741,254

 
 
 
 
 
 
 
 
 
 
Tangible equity to tangible assets
8.37
%
 
8.45
%
 
8.28
%
 
8.22
%
 
9.19
%
 
 
 
 
 
 
 
 
 
 
Tangible Common Equity to Tangible Assets Ratio:
 
 
 
 
Tangible common equity
$
150,413

 
$
149,240

 
$
144,237

 
$
142,182

 
$
142,166

Tangible assets
$
1,798,088

 
$
1,765,976

 
$
1,741,494

 
$
1,729,686

 
$
1,741,254

 
 
 
 
 
 
 
 
 
 
Tangible common equity to tangible assets
8.37
%
 
8.45
%
 
8.28
%
 
8.22
%
 
8.16
%




12



 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
June 30,
 
September 30,
 
September 30,
(in $000’s)
2012
 
2012
 
2011
 
2012
 
2011
 
 
 
 
 
 
 
 
 
 
Pre-Provision Net Revenue:
 
 
 
 
 
 
 
 
 
Income before income taxes
$
7,134

 
$
7,501

 
$
5,806

 
$
24,371

 
$
11,974

Add: provision for loan losses

 

 
865

 

 
8,471

Add: loss on debt extinguishment

 

 

 
3,111

 

Add: loss on loans held-for-sale and OREO

 
48

 

 

 
526

Add: loss on other assets
174

 

 
30

 
176

 
49

Less: recovery of loan losses
956

 
1,120

 

 
4,213

 

Less: gain on loans held-for-sale and OREO

 

 
419

 
8

 
468

Less: net gain on securities transactions
112

 

 
57

 
3,275

 
473

Less: gain on other assets
13

 
5

 

 
13

 

Pre-provision net revenue
$
6,227

 
$
6,424

 
$
6,225

 
$
20,149

 
$
20,079

 
 
 
 
 
 
 
 
 
 
Pre-provision net revenue
$
6,227

 
$
6,424

 
$
6,225

 
$
20,149

13,928

$
20,079

Total average assets
1,847,591

 
1,823,551

 
1,802,218

 
1,825,832

 
1,811,809

 
 
 
 
 
 
 
 
 
 
Pre-provision net revenue to total average assets (annualized)
1.34
%
 
1.42
%
 
1.37
%
 
1.47
%
 
1.48
%
 
 
 
 
 
 
 
 
 
 



END OF RELEASE

13