Exhibit 99.1

 

 

 

For immediate release:

Bank of Commerce Holdings™ announces Third Quarter 2012 Results

REDDING, California, October 31, 2012/ PR Newswire— Patrick J. Moty, President & CEO of Bank of Commerce Holdings (NASDAQ: BOCH), a $946.5 million bank holding company, and parent company of Redding Bank of Commerce™, and Roseville Bank of Commerce™ (a division of Redding Bank of Commerce) (the “Bank”), today reported net income available to common shareholders of $1.5 million, and diluted earnings per share (EPS) attributable to continuing and discontinuing operations of $0.12 and $(0.03), respectively, for the third quarter 2012.

Financial Highlights

 

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Net income available to common shareholders of $1.5 million reflects a 14% decrease over the $1.7 million reported for the quarter ended September 30, 2011, and a 27% decrease over the $2.0 million recorded for the second quarter 2012.

 

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Diluted EPS attributable to continuing operations of $0.12 compares to $0.08 reported for the same period a year ago and $0.11 for the prior quarter ended June 30, 2012. Diluted EPS attributable to discontinued operations of $(0.03) compares to $0.02 reported for the same period a year ago and $0.01 for the prior quarter ended June 30, 2012.

 

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Loan loss provisions for the third quarter were $1.9 million compared to $2.2 million for the third quarter 2011, and $1.7 million for the prior quarter ended June 30, 2012.

 

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Nonperforming assets represented 3.03% of total assets in the current period versus 2.30% for the quarter ended September 30, 2011 and 2.41% for the quarter ended June 30, 2012.

 

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On August 31, 2012 with an effective date of June 30, 2012, the Holding Company sold the 51% ownership interest (capital stock) in Bank of Commerce Mortgage for consideration of $5.2 million. The transaction is expected to be cash flow neutral, with $5.2 million resulting in a return of capital. The Mortgage Company will continue its operation under a different assumed name.

Patrick J. Moty, President and CEO commented: “We continue to be pleased with the overall financial results of the company. Year to date, net income available to common shareholders is up 22% from the first nine months of 2011, and third quarter performance from continuing operations reflects a positive variance from the second quarter of 2012. But more importantly, last week we celebrated our 30^th year in business. Throughout these last three decades, it’s been our greatest pleasure assisting businesses and individuals in achieving their financial goals.”

This quarterly press release includes forward-looking information, which is subject to the “safe harbor” created by the Securities Act of 1933, and Securities Act of 1934. These forward-looking statements (which involve the Company’s plans, beliefs and goals, refer to estimates or use similar terms) involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Such risks and uncertainties include, but are not limited to, the following factors:

 

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Competitive pressure in the banking industry and changes in the regulatory environment.

 

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Changes in the interest rate environment and volatility of rate sensitive assets and liabilities.

 

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The health of the economy declines nationally or regionally which could further reduce the demand for loans or reduce the value of real estate collateral securing most of the Company’s loans.

 

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Credit quality deteriorates which could cause an increase in the provision for loan losses.

 

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Asset/Liability matching risks and liquidity risks.

 

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Changes in the securities markets.

For additional information concerning risks and uncertainties related to the Company and its operations please refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 2011 and under the heading: “Risk factors that may affect results” and subsequent reports on Form 10-Q and current reports on Form 8-K. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The Company undertakes no obligation to revise or publicly release the results of any revision to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

 

 

 

 

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Table 1 below shows summary financial information for the quarters ended September 30, 2012 and 2011, and June 30, 2012.

 

Table 1
		SUMMARY FINANCIAL INFORMATION
(Shares and dollars in thousands)		Quarter ended September 30, 2012				Quarter ended September 30, 2011				Change				Quarter ended June 30, 2012				Change
Selective quarterly performance ratios
Return on average assets, annualized			0.72	%			0.91	%			-0.19	%			0.96	%			-0.24	%
Return on average equity, annualized			6.15	%			7.45	%			-1.30	%			8.14	%			-1.99	%
Efficiency ratio for quarter to date			52.06	%			49.48	%			2.58	%			53.72	%			-1.66	%
Share and Per Share figures - Actual
Common shares outstanding at period end			16,121				16,991				(870	)			16,265				(144	)
Weighted average diluted shares			16,147				16,991				(844	)			16,302				(155	)
Diluted EPS attributable to continuing operations		$	0.12			$	0.08			$	0.04			$	0.11			$	0.01
Diluted EPS attributable to discontinued operations		$	(0.03	)		$	0.02			$	(0.05	)		$	0.01			$	(0.04	)
Book value per common share		$	5.67			$	5.30			$	0.37			$	5.54			$	0.13
Tangible book value per common share		$	5.52			$	4.94			$	0.58			$	5.22			$	0.30
Capital Ratios
		September 30, 2012				September 30, 2011				Change				June 30, 2012				Change
Bank of Commerce Holdings
Tier 1 risk based capital ratio			14.67	%			15.01	%			-0.34	%			14.24	%			0.43	%
Total risk based capital ratio			15.92	%			16.26	%			-0.34	%			15.49	%			0.43	%
Leverage ratio			13.21	%			14.02	%			-0.81	%			13.41	%			-0.20	%
Redding Bank of Commerce
Tier 1 risk based capital ratio			14.11	%			15.43	%			-1.32	%			13.56	%			0.55	%
Total risk based capital ratio			15.36	%			16.69	%			-1.33	%			14.81	%			0.55	%
Leverage ratio			12.71	%			13.25	%			-0.54	%			12.90	%			-0.19	%

Bank of Commerce Holdings (the “Company”) remains well capitalized. At September 30, 2012, the Company’s Tier 1 and Total risk based capital ratios measured 14.67% and 15.92% respectively, while the leverage ratio was 13.21%.

Return on average assets (ROA) and return on average equity (ROE) for the three months ended September 30, 2012, was 0.72% and 6.15%, respectively, compared with 0.91% and 7.45%, respectively, for the three months ended September 30, 2011. The decrease in ROA and ROE for the three months ended September 30, 2012, compared with the same period a year ago, was primarily driven by a loss on the disposal of Bank of Commerce Mortgage (the “Mortgage Company”), a subsidiary of the Holding Company.

On August 31, 2012 with an effective date of June 30, 2012, the Holding Company sold its 51% ownership interest (capital stock) in the Mortgage Company, a residential mortgage banking company headquartered in San Ramon, California. The Mortgage Company operates twenty-one offices in the states of California and Colorado, and is licensed to do business in California, Colorado, Oregon, Nevada and Texas. The Holding Company purchased a controlling interest in the Mortgage Company in May 2009, by acquiring 51% of their capital stock.

Under the terms of the Stock Purchase Agreement, the Holding Company sold its 51% interest in the Mortgage Company at a price of $5.2 million. In exchange for Bank of Commerce Holdings’ 51% share of the Mortgage Company’s equity, Bank of Commerce Holdings received consideration of $321 thousand in cash and a promissory note in the amount of $4.7 million (fair value of $3.9 million). The disposal of the Mortgage Company resulted in a $746 thousand loss on disposal of discontinued operations.

 

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Balance Sheet Overview

As of September 30, 2012, the Company had total consolidated assets of $946.5 million, total net portfolio loans of $594.1 million, allowance for loan and lease losses of $10.6 million, total deposits of $691.6 million, and stockholders’ equity of $111.4 million.

Overall, the net portfolio loan balance increased modestly during the third quarter. The Company’s net loan portfolio was $594.1 million at September 30, 2012, compared with $583.6 million at June 30, 2012, an increase of $10.5 million, or 1.80%. The increase in net portfolio loans was primarily driven by net originations of commercial loans, and decreases in the allowance for loan and lease losses (ALLL). Commercial loan originations were a result of several large funding disbursements to local borrowers within our markets. During the third quarter 2012, the decrease in construction loans, when compared to the second quarter 2012, primarily resulted from the build out of one large project, which was subsequently refinanced into an owner occupied commercial real estate loan.

 

Table 2
		PERIOD END LOANS
		September 30,				% of				September 30,				% of				Change								June 30,				% of
(Dollars in thousands)		2012				Total				2011				Total				Amount				%				2012				Total
Commercial		$	165,915				27	%		$	157,254				26	%		$	8,661				6	%		$	151,834				25	%
Real estate – construction loans			21,346				4	%			24,257				4	%			(2,911	)			-12	%			29,048				5	%
Real estate – commercial (investor)			215,836				36	%			215,781				36	%			55				0	%			214,004				36	%
Real estate – commercial (owner occupied)			74,667				12	%			64,963				11	%			9,704				15	%			69,024				12	%
Real estate – ITIN loans			61,020				10	%			66,365				11	%			(5,345	)			-8	%			62,189				10	%
Real estate – mortgage			17,062				3	%			19,653				3	%			(2,591	)			-13	%			19,638				3	%
Real estate – equity lines			44,041				7	%			45,593				8	%			(1,552	)			-3	%			45,761				8	%
Consumer			4,530				1	%			5,400				1	%			(870	)			-16	%			4,396				1	%
Other loans			62				0	%			101				0	%			(39	)			-39	%			51				0	%
Gross portfolio loans			604,479				100	%			599,367				100	%			5,112				1	%			595,945				100	%
Less:
Deferred loan fees, net			(216	)							11								(227	)			-100	%			(160	)
Allowance for loan and lease losses			10,560								10,590								(30	)			0	%			12,497
Net portfolio loans		$	594,135							$	588,766							$	5,369				1	%		$	583,608
Yield on loans			5.23	%							5.56	%							-0.33	%							5.43	%

 

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Table 3
		PERIOD END CASH EQUIVALENTS AND INVESTMENT SECURITIES
		September 30,				% of				September 30,				% of				Change								June 30,				% of
(Dollars in thousands)		2012				Total				2011				Total				Amount				%				2012				Total
Cash equivalents:
Cash and due from banks		$	40,541				14	%		$	30,710				14	%		$	9,831				32	%		$	40,035				15	%
Interest bearing due from banks			23,893				9	%			27,476				12	%			(3,583	)			-13	%			24,035				9	%
			64,434				23	%			58,186				26	%			6,248				11	%			64,070				24	%
Investment Securities-AFS:
U.S. Treasury and agency			0				0	%			4,012				2	%			(4,012	)			-100	%			0				0	%
Obligations of state and political subdivisions			68,019				24	%			60,417				26	%			7,602				13	%			76,179				28	%
Mortgage backed securities			54,353				20	%			46,169				21	%			8,184				18	%			52,842				20	%
Corporate securities			49,747				18	%			35,521				16	%			14,226				40	%			49,477				19	%
Other asset backed securities			22,809				8	%			19,585				9	%			3,224				16	%			22,850				9	%
			194,928				70	%			165,704				74	%			29,224				18	%			201,348				76	%
Investment Securities-HTM:
Obligations of state and political subdivisions			18,808				7	%			0				0	%			18,808				100	%			0				0	%
Total cash equivalents and investment securities		$	278,170				100	%		$	223,890				100	%		$	54,280				24	%		$	265,418				100	%
Yield on cash equivalents and investment securities			2.78	%							2.64	%							0.14	%							2.80	%

The Company maintained a solid liquidity position during the reporting period. As of September 30, 2012, the Company maintained cash positions at the Federal Reserve Bank (FRB) and correspondent banks in the amount of $40.5 million. The Company also held certificates of deposits with other financial institutions in the amount of $23.9 million, which management considers highly liquid.

During August of 2012, the Company transferred $18.0 million in available-for-sale securities to the held-to-maturity category. Management determined that it had the positive intent to hold these securities for an indefinite period of time, due to their relatively higher yields, relatively lower coupons, longer maturities, and in some instances their CRA qualifications. The securities transferred had a total amortized cost of $18.0 million, fair value of $18.8 million, unrealized gross gains of $874 thousand, and unrealized gross losses of $40 thousand at the time of transfer. The net unrealized gain of $839 thousand which is recorded in other comprehensive income (OCI) net of tax will be amortized over the life of the securities as an adjustment to yield.

The Company’s available-for-sale investment portfolio is generally utilized as a source of liquidity to fund other higher yielding asset opportunities, such as commercial and mortgage loan originations when required. Available-for-sale securities totaled $194.9 million at September 30, 2012, compared with $201.3 million at June 30, 2012. During the third quarter of 2012, management continued to strategically reposition the portfolio to maximize yields within the framework of our present risk tolerance and overall interest rate view. During the period, the Company focused on investing excess cash and reinvesting cash flows received from principal and interest pay downs from mortgage backed securities and collateralized mortgage obligations into bank qualified municipal bonds and corporate bonds.

Purchases of corporate bonds were focused on relatively short term (maturities ranging between four to six years), high quality debt instruments issued by large financial institutions. Management believes the risk adjusted yield spreads of these securities compared to what is currently offered in the treasury markets or mortgage backed securities markets provides the Company with certain opportunities to maintain net interest margins without extending too long on the yield curve.

Purchases of municipal bonds focused on bank qualified general obligation and revenue bonds where the debt proceeds are used to fund the operations of state and local essential services. The municipal bonds purchased generally had maturities ranging from five to eight years, with some bonds having call dates within two to four years. Management monitors the financial performance of the municipal bond portfolio on an ongoing basis. Should the outcome of these reviews indicate declining credit quality, inadequate debt service coverage, or if the bonds have fallen outside of our risk tolerance, the bonds will be sold in the open market.

During the third quarter 2012, the Company purchased forty securities with a weighted average yield of 2.75%, and sold fifteen securities with a weighted average yield of 3.30%. Pursuant to the sales activity, the Company recorded $550 thousand in realized gains on the sales of securities.

 

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At September 30, 2012, the Company’s net unrealized gain on available-for-sale securities was $4.6 million, compared with $2.8 million net unrealized gains at June 30, 2012. The favorable change in net unrealized gains was primarily due to increases in the fair values of the Company’s corporate and municipal bond portfolios, primarily driven by changes in market interest rates, and the contraction of market spreads subsequent to the initial purchase of these bonds.

 

Table 4
		QUARTERLY AVERAGE DEPOSITS BY CATEGORY
		Q3				% of				Q3				% of				Change								Q2				% of
(Dollars in thousands)		2012				Total				2011				Total				Amount				%				2012				Total
Demand deposits		$	120,821				18	%		$	99,088				15	%		$	21,733				22	%		$	108,940				16	%
Interest bearing demand			213,217				31	%			167,489				26	%			45,728				27	%			187,288				28	%
Total checking deposits			334,038				49	%			266,577				41	%			67,461				25	%			296,228				44	%
Savings			90,856				13	%			94,287				14	%			(3,431	)			-4	%			88,869				14	%
Total non-time deposits			424,894				62	%			360,864				55	%			64,030				18	%			385,097				58	%
Time deposits			264,244				38	%			290,811				45	%			(26,567	)			-9	%			282,490				42	%
Total deposits		$	689,138				100	%		$	651,675				100	%		$	37,463				6	%		$	667,587				100	%
Weighted average rate on total deposits			0.78	%							1.13	%							-0.36	%							0.90	%

Third quarter 2012 average total deposits increased 6% or $37.5 million to $689.1 million from the third quarter in 2011. Non maturing core deposits increased $46.0 million or 13% year over year. Insured Cash Sweep (ICS) deposits totaling $23.6 million as of September 30, 2012 are included in interest bearing demand. ICS deposits are brokered money market deposit accounts which are considered non core for regulatory purposes.

 

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Operating Results for the Third Quarter 2012

Through active management and servicing of problem credits and maintenance of a relatively solid net interest margin, the Company has remained profitable over an extended period despite continued weak economic conditions. Accordingly, the Company continues to be well positioned to take advantage of strategic growth opportunities.

Net income attributable to Bank of Commerce Holdings was $1.7 million for the three months ended September 30, 2012, compared with $2.3 million for the three months ended June 30, 2012, and $2.0 million for the three months ended September 30, 2011. Net income available to common shareholders was $1.5 million for the three months ended September 30, 2012, compared with $2.0 million for the three months ended June 30, 2012, and $1.7 million for the three months ended September 30, 2011. During the third quarter of 2012, diluted earnings per share attributable to continuing operations increased $0.01 per share when compared to the second quarter of 2012, and increased $0.04 per share compared to the third quarter of 2011. During the third quarter of 2012, diluted earnings per share attributable to discontinued operations decreased $0.04 per share when compared to the second quarter of 2012, and decreased $0.05 per share compared to the third quarter of 2011.

The decrease in diluted earnings per share from discontinued operations during the third quarter 2012 as compared to the prior quarter and the same period a year ago was primarily driven by the $746 thousand loss on disposal of the Mortgage Company.

The Company continued to pay quarterly cash dividends of $0.03 per share during 2012, consistent with the quarterly dividends paid in 2011.

 

Table 5
		SUMMARY INCOME STATEMENT
		Q3				Q3				Change								Q2				Change
(Dollars in thousands)		2012				2011				Amount				%				2012				Amount				%
Net interest income		$	9,115			$	8,444			$	671				8	%		$	8,714			$	401				5	%
Provision for loan and lease losses			1,900				2,211				(311	)			-14	%			1,650				250				15	%
Noninterest income			1,419				1,049				370				35	%			1,182				237				20	%
Noninterest expense			5,484				4,697				787				17	%			5,316				168				3	%
Income before income taxes			3,150				2,585				565				22	%			2,930				220				8	%
Provision for income taxes			923				905				18				2	%			857				66				8	%
Net income			2,227				1,680				547				33	%			2,073				154				7	%
Discontinued Operations:
Income (loss) from discontinued operations			(746	)			1,210				(1,956	)			-162	%			622				(1,368	)			-220	%
Income tax expense associated with income (loss) from discontinued operations			(239	)			499				(738	)			-148	%			271				(510	)			-188	%
Net income (loss) from discontinued operations			(507	)			711				(1,218	)			-171	%			351				(858	)			-244	%
Less: Net income from discontinued operations attributable to noncontrolling interest			0				348				(348	)			-100	%			172				(172	)			-100	%
Net income attributable to Bank of Commerce Holdings			1,720				2,043				(323	)			-16	%			2,252				(532	)			-24	%
Less: preferred dividend and accretion on preferred stock			250				334				(84	)			-25	%			248				2				1	%
Income available to common shareholders		$	1,470			$	1,709			$	(239	)			-14	%		$	2,004			$	(534	)			-27	%
Basic EPS attributable to continuing operations		$	0.12			$	0.08			$	0.04				50	%		$	0.11			$	0.01				9	%
Basic EPS attributable to discontinued operations		$	(0.03	)		$	0.02			$	(0.05	)			-250	%		$	0.01			$	(0.04	)			-400	%
Average basic shares			16,147				16,991				(844	)			-5	%			16,302				(155	)			-1	%
Diluted EPS attributable to continuing operations		$	0.12			$	0.08			$	0.04				50	%		$	0.11			$	0.01				9	%
Diluted EPS attributable to discontinued operations		$	(0.03	)		$	0.02			$	(0.05	)			-250	%		$	0.01			$	(0.04	)			-400	%
Average diluted shares			16,147				16,991				(844	)			-5	%			16,302				(155	)			-1	%

Net interest income for the three months ended September 30, 2012 was $9.1 million, an increase of $671 thousand or 8% compared to the same period in 2011, and an increase of $401 thousand compared with the three months ended June 30, 2012. The increase in net interest income during the three months ended September 30, 2012 compared to the same period a year ago was primarily driven by increased volume in the investment securities portfolio, decreased cost of funds resulting from the re-pricing of deposits into lower rates, and lower average balances in time deposits, partially offset by decreased interest income realized from the loan portfolio.

The decrease in loan interest income was primarily driven by the downward re-pricing of the ITIN variable rate 1-4 family mortgage loans. During the three months ended September 30, 2012, the ITIN portfolio with an average balance of $61.7 million yielded 3.59% compared to a yield of 4.26% during the same period a year ago.

Interest income recognized from the investment securities portfolio increased $542 thousand during the three months ended September 30, 2012, compared with the same period a year ago. During the final six months of 2011, the entire pool of U.S Agencies with yields averaging 2%, were either sold or called away, with the majority of the cash flows reinvested into higher yielding corporate bonds, municipal bonds, and asset backed

 

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securities. Accordingly, the portfolio composition during the third quarter of 2012 was more heavily weighted with higher yielding securities, compared to the same period a year ago. Furthermore, despite net purchases of municipal bonds and corporate bonds at relatively lower yields compared to like kind bonds in our existing portfolio, we managed to maintain a modestly higher overall portfolio yield compared with the same period a year ago. The tax equivalent yield from the investment securities portfolio for the three months ended September 30, 2012 was 3.84% compared with 3.68% during the same period a year ago.

 

Table 6
		NET INTEREST SPREAD AND MARGIN
(Dollars in thousands)		Q3 2012				Q3 2011				Change Amount				Q2 2012				Change Amount
Tax equivalent yield on average interest earning assets			4.68	%			4.87	%			-0.19	%			4.64	%			0.04	%
Rate on average interest bearing liabilities			0.69	%			1.05	%			-0.36	%			0.77	%			-0.08	%
Net interest spread			3.99	%			3.82	%			0.17	%			3.87	%			0.12	%
Net interest margin on a tax equivalent basis			4.14	%			4.03	%			0.11	%			4.03	%			0.11	%
Average earning assets		$	907,675			$	859,919			$	47,756			$	891,529			$	16,146
Average interest bearing liabilities		$	708,163			$	686,422			$	21,741			$	704,440			$	3,723

The net interest margin (net interest income as a percentage of average interest earning assets) on a fully tax-equivalent basis was 4.14% for the three months ended September 30, 2012, an increase of 11 basis points compared to the same period a year ago. The increase in net interest margin during the three months ended September 30, 2012 compared to the same period a year ago primarily resulted from a 30 basis point decline in interest expense to average earning assets, partially offset by a 19 basis point decrease in yield on earning assets. With decreasing elasticity in our funding costs and historically low interest rates, maintaining net interest margins in the foreseeable future will present significant challenges. Accordingly, management will continue to pursue organic loan growth, and actively manage the investment securities portfolio to maintain the yield on earning assets.

Noninterest income for the three months ended September 30, 2012 was $1.4 million, an increase of $370 thousand or 35% when compared to the same period a year ago. The following table presents the key components of noninterest income for the three months ended September 30, 2012 and 2011, and June 30, 2012:

 

Table 7
		NONINTEREST INCOME
		Q3				Q3				Change								Q2				Change
(Dollars in thousands)		2012				2011				Amount				%				2012				Amount				%
Service charges on deposit accounts		$	49			$	50			$	(1	)			-2	%		$	50			$	(1	)			-2	%
Payroll and benefit processing fees			122				99				23				23	%			118				4				3	%
Earnings on cash surrender value - Bank owned life insurance			114				117				(3	)			-3	%			114				0				0	%
Gain (loss) on investment securities, net			550				532				18				3	%			542				8				1	%
Merchant credit card service income, net			39				39				0				0	%			38				1				3	%
Other income			545				212				333				157	%			320				225				70	%
Total noninterest income		$	1,419			$	1,049			$	370				35	%		$	1,182			$	237				20	%

Payroll and benefit processing fees increased by $23 thousand for the three months ended September 30, 2012 compared to the same period a year ago. In September 2011, the Bank acquired eighty payroll processing customer relationships from a local payroll processing sole proprietorship. As a result of the transaction, the Company has recognized increased payroll and benefit processing fees during the current period.

Gains on the sale of investment securities increased by $18 thousand for the three months ended September 30, 2012 compared to the same period a year ago. During the third quarter of 2012, the Company sold fifteen securities compared to eleven securities during the same period a year ago. The sales activity during the third quarter of 2012 resulted in gross gains of $579 thousand and gross losses of $29 thousand.

The major components of other income are fees earned on ATM transactions, safe deposits, and online banking. Also included in other income are gains on litigation, FHLB dividends, and wealth management commissions. The increase in other income for the three months ended September 30, 2012, compared to the same period a year ago and the prior quarter, was primarily driven by a $240 thousand favorable litigation settlement with the servicer of a purchased pool of loans. Changes in the other components of other income are a result of normal operating activities.

 

7

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Noninterest expense for the three months ended September 30, 2012 was $5.5 million, an increase of $787 thousand or 17% compared to the same period a year ago. The following table presents the key elements of noninterest expense for the three months ended September 30, 2012 and 2011, and June 30, 2012:

 

Table 8
		NONINTEREST EXPENSE
		Q3				Q3				Change								Q2				Change
(Dollars in thousands)		2012				2011				Amount				%				2012				Amount				%
Salaries and related benefits		$	2,732			$	2,507			$	225				9	%		$	2,595			$	137				5	%
Occupancy and equipment expense			508				548				(40	)			-7	%			473				35				7	%
Write down of other real estate owned			0				0				0				0	%			425				(425	)			-100	%
FDIC insurance premium			202				300				(98	)			-33	%			198				4				2	%
Data processing fees			94				92				2				2	%			115				(21	)			-18	%
Professional service fees			255				229				26				11	%			304				(49	)			-16	%
Deferred compensation expense			150				136				14				10	%			146				4				3	%
Other expenses			1,543				885				658				74	%			1,060				483				46	%
Total noninterest expense		$	5,484			$	4,697			$	787				17	%		$	5,316			$	168				3	%

Salaries and related benefits expense for the three months ended September 30, 2012 was $2.7 million, an increase of $225 thousand or 9% compared to the same period a year ago. The increase in salary and related benefit expense during the third quarter compared to the same period a year ago was primarily driven by a $149 thousand increase in the employee cash incentive program accrued at the Bank.

Although real estate values have generally stabilized in our markets, the lagging impact from depressed values continues to affect our loan portfolio. As such, a continuance of foreclosure activity has resulted in migration of properties into OREO. Particularly impacted by the depressed real estate market are our ITIN loans, which consist of 1-4 family mortgages. At September 30, 2012, thirteen ITIN 1-4 family residential properties consisting of an aggregate principal balance of $938 thousand were held in OREO. These properties are generally sold within four months from foreclosure, and generally have not had further impairment subsequent to transferring into OREO. Furthermore, at September 30, 2012, three commercial real estate properties consisting of an aggregate principal balance of $2.1 million, and a 1-4 family construction property with a principal balance of $24 thousand were held in OREO. The commercial real estate properties carry significantly higher appraised values than 1-4 family residential properties, and have much longer disposition times. Accordingly, the entire write down of OREO in the previous quarter was related to the commercial properties. During the third quarter of 2012, no further impairment was deemed necessary for either the commercial properties or the 1-4 family properties.

The decrease in FDIC assessments during the three months ended September 30, 2012, compared to the same period a year ago resulted from improvements in the Bank’s overall deposit assessment risk profile. Additional discussion on FDIC insurance assessments is provided in our most recent 10-K filed on March 9, 2012, in Item 1 under the caption Federal Deposit Insurance Premiums.

Professional service fees encompass audit, legal and consulting fees. Increases in professional service fees for the three months ended September 30, 2012 compared to the same period a year ago were primarily driven by increased legal costs associated with the sale of the Mortgage Company, commissions paid pursuant to the Company’s stock repurchase plan, and the recruitment of certain banking professionals.

Other expenses for the three months ended September 30, 2012, were $1.5 million, an increase of $658 thousand or 74% compared to the same period a year ago. The increase in other expenses was primarily driven by increased losses on the sale of OREO properties, prior year tax expenses, and increased amortization of the California Affordable Housing credits. During the three months ended September 30, 2012, the Company sold six properties for an aggregate loss of $335 thousand, compared to aggregate losses of $65 thousand during the same period a year ago. In addition the Bank recognized additional prior year tax expenses of $142 thousand resulting from a franchise tax board audit, and recognized a $48 thousand increase in the amortization of the California Affordable Housing tax credits.

 

8

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Table 9
		ALLOWANCE ROLL FORWARD
(Dollars in thousands)		Q3 2012				Q2 2012				Q1 2012				Q4 2011				Q3 2011
Beginning balance		$	12,497			$	11,373			$	10,622			$	10,590			$	13,363
Provision for loan loss charged to expense			1,900				1,650				1,300				1,800				2,211
Loans charged off			(4,011	)			(880	)			(788	)			(1,996	)			(5,355	)
Loan loss recoveries			174				354				239				228				371
Ending balance		$	10,560			$	12,497			$	11,373			$	10,622			$	10,590
Gross portfolio loans outstanding at period end		$	604,479			$	595,945			$	590,811			$	594,372			$	599,366
Ratio of allowance for loan losses to total loans			1.75	%			2.10	%			1.92	%			1.79	%			1.77	%
Nonaccrual loans at period end:
Commercial		$	3,330			$	0			$	0			$	49			$	228
Construction			77				104				105				106				1,650
Commercial real estate			10,393				6,160				5,943				6,104				3,034
Residential real estate			11,733				13,943				14,544				14,806				14,010
Home equity			95				298				302				353				353
Total nonaccrual loans		$	25,628			$	20,505			$	20,894			$	21,418			$	19,275
Accruing troubled debt restructured loans
Commercial		$	72			$	56			$	0			$	0			$	0
Construction			0				0				0				0				0
Commercial real estate			9,790				12,798				14,584				14,590				16,811
Residential real estate			3,117				2,750				2,920				2,870				3,279
Home equity			501				436				401				423				426
Total accruing restructured loans		$	13,480			$	16,040			$	17,905			$	17,883			$	20,516
All other accruing impaired loans			7,281				472				472				472				908
Total impaired loans		$	46,389			$	37,017			$	39,271			$	39,773			$	40,699
Allowance for loan and lease losses to nonaccrual loans at period end			41.20	%			60.95	%			54.43	%			49.59	%			54.94	%
Nonaccrual loans to total loans			4.24	%			3.44	%			3.54	%			3.60	%			3.22	%
Allowance for loan and lease losses to impaired loans			22.76	%			33.76	%			28.96	%			26.71	%			26.02	%

The ALLL totaled $10.6 million and $12.5 million at September 30, 2012 and June 30, 2012, respectively. The decrease in the ALLL as of September 30, 2012 compared to June 30, 2012 is principally attributable to net charge offs exceeding provisions for loan and lease losses in the current period. There were a number of factors that contributed to the increase in net charge offs, including more impairment charges on both existing impaired loans and newly classified impaired loans.

Net charge offs were $3.8 million for the three months ended September 30, 2012, compared with net charge offs of $526 thousand for the three months ended June 30, 2012. The third quarter charge offs were centered in commercial real estate, 1-4 family residential, and home equity loans. Overall, the loan portfolio is showing signs of stabilization, however there are lingering weaknesses where the borrower’s business revenue is tied to real estate. At September 30, 2012, the loan portfolio reflects modest decreases in total past due loans, and increases in impaired loans, compared to December 31, 2011. In addition, as of September 30, 2012, there was a net migration of loans into internal risk rating of substandard, compared to amounts reported as of December 31, 2011. The commercial real estate loan portfolio and commercial loan portfolio will continue to be influenced by weakness in real estate values, the effects of high unemployment levels, and general overall weakness in economic conditions. As such, management will continue to aggressively identify and dispose of problematic assets which could lead to an elevated level of charge offs. Specific problem loans that are collateral dependent have been identified for impairment and are recorded at the fair value (appraised value) of the collateral less cost to sell. Specific problem loans that are not collateral dependent have been allocated a specific reserve based on expected future cash flows. Despite the current level of charge offs, management believes the Company’s ALLL is adequately funded given the current level of credit risk.

At September 30, 2012, the recorded investment in loans classified as impaired totaled $46.4 million, with a corresponding valuation allowance (included in the ALLL) of $2.8 million. The valuation allowance on impaired loans represents the impairment reserves on performing restructured loans, other accruing loans, and nonaccrual loans. At June 30, 2012, the total recorded investment in impaired loans was $37.0 million, with a corresponding valuation allowance (included in the ALLL) of $3.7 million. The increase in impaired loans in the third quarter of 2012, compared with recorded amounts in the second quarter of 2012, primarily resulted from the classification of three loans with an aggregate balance of $6.8 million, which were associated with one borrower.

 

9

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Loans are reported as troubled debt restructurings (TDR) when the Bank grants a concession(s) to a borrower experiencing financial difficulties that it would not otherwise consider. Examples of such concessions include a reduction in the loan rate, forgiveness of principal or accrued interest, extending the maturity date(s) significantly, or providing a lower interest rate than would be normally available for a transaction of similar risk. As a result of these concessions, restructured loans are impaired as the Bank will not collect all amounts due, both principal and interest, in accordance with the terms of the original loan agreement. Impairment reserves on non-collateral dependent restructured loans are measured by comparing the present value of expected future cash flows of the restructured loans, discounted at the effective interest rate of the original loan agreement. These impairment reserves are recognized as a specific component to be provided for in the ALLL.

During the three months ended September 30, 2012, the Company restructured seven loans, two of which were restructured to grant interest rate concessions, and the five remaining loans were restructured in a manner that granted a combination of interest rate, maturity, or payment deferral concessions. During the three months ended September 30, 2011, the Company restructured eight loans, all of which were restructured to grant interest rate concessions. All loans reclassified as TDR’s during the three months ended September 30, 2012 and 2011 were on nonaccrual status.

As of September 30, 2012, the Company had $27.7 million in TDRs compared to $29.6 million as of June 30, 2012. As of September 30, 2012, the Company had one hundred and one loans that qualified as TDRs, of which sixty-five were performing according to their restructured terms. TDRs represented 4.59% of gross portfolio loans as of September 30, 2012, compared with 4.97% at June 30, 2012.

 

Table 10
		TROUBLED DEBT RESTRUCTURINGS
(Dollars in thousands)		September 30, 2012				June 30, 2012				March 31, 2012				December 31, 2011				September 30, 2011
Nonaccrual		$	14,259			$	13,607			$	13,324			$	13,418			$	9,155
Accruing			13,480				16,040				17,904				17,883				20,516
Total troubled debt restructurings		$	27,739			$	29,647			$	31,228			$	31,301			$	29,671
Percentage of total gross portfolio loans			4.59	%			4.97	%			5.29	%			5.27	%			4.95	%

Nonperforming loans, which include nonaccrual loans and accruing loans past due 90 days or more, totaled $25.6 million or 4.24% of total portfolio loans as of September 30, 2012, as compared to $20.6 million, or 3.45% of total loans at June 30, 2012. Nonperforming assets, which include nonperforming loans and foreclosed real estate, totaled $28.7 million, or 3.03% of total assets as of September 30, 2012, compared with $23.2 million, or 2.41% of total assets as of June 30, 2012.

 

Table 11
		NONPERFORMING ASSETS
(Dollars in thousands)		September 30, 2012				June 30, 2012				March 31, 2012				December 31, 2011				September 30, 2011
Commercial		$	3,330			$	0			$	0			$	49			$	228
Real estate construction
Commercial real estate construction			0				0				0				0				1,543
Residential real estate construction			77				104				105				106				107
Total real estate construction			77				104				105				106				1,650
Real estate mortgage
1-4 family, closed end 1st lien			2,315				4,114				4,378				4,474				4,205
1-4 family revolving			95				298				302				353				353
ITIN 1-4 family loan pool			9,418				9,829				10,166				10,332				9,805
Total real estate mortgage			11,828				14,241				14,846				15,159				14,363
Commercial real estate			10,393				6,160				5,943				6,104				3,034
Total nonaccrual loans			25,628				20,505				20,894				21,418				19,275
90 days past due and still accruing			0				65				0				95				373
Total nonperforming loans			25,628				20,570				20,894				21,513				19,648
Other real estate owned			3,052				2,647				1,913				3,731				1,665
Total nonperforming assets		$	28,680			$	23,217			$	22,807			$	25,244			$	21,313
Nonperforming loans to total loans			4.24	%			3.45	%			3.54	%			3.62	%			3.28	%
Nonperforming assets to total assets			3.03	%			2.41	%			2.45	%			2.68	%			2.30	%

 

10

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As of September 30, 2012, nonperforming assets of $28.7 million have been written down by 23%, or $6.7 million, from their original balance of $37.6 million.

 

Table 12
		OTHER REAL ESTATE OWNED ACTIVITY
(Dollars in thousands)		Q3 2012				Q2 2012				Q1 2012				Q4 2011				Q3 2011
Beginning balance		$	2,647			$	1,913			$	3,731			$	1,665			$	1,793
Additions to OREO			4,046				1,817				134				2,399				129
Dispositions of OREO			(3,641	)			(658	)			(1,952	)			(333	)			(257	)
OREO valuation adjustment			0				(425	)			0				0				0
Ending balance		$	3,052			$	2,647			$	1,913			$	3,731			$	1,665

At September 30, 2012, the recorded investment in OREO was $3.1 million compared to $2.6 million at June 30, 2012. For the three months ended September 30, 2012, the Company transferred foreclosed property from ten loans in the amount of $4.0 million to OREO and adjusted the balances through charges to the ALLL in the amount of $122 thousand relating to the transferred foreclosed property. During this period, the Company sold six properties with balances of $3.6 million for a net loss of $335 thousand. The September 30, 2012 OREO balance consists of seventeen properties, of which thirteen are secured with 1-4 family residential real estate in the amount of $938 thousand. The remaining four properties consist of improved commercial land in the amount of $750 thousand, a vacant residential lot in the amount of $24 thousand, and two commercial real estate properties in the amount of $1.3 million.

 

11

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The following table presents an income statement summary for the periods indicated below.

 

Table 13
		INCOME STATEMENT
		Q3				Q3				Change								Q2				Full Year				Full Year
(Amounts in thousands, except for per share data)		2012				2011				$				%				2012				2011				2010
Interest income:
Interest and fees on loans		$	8,462			$	8,794			$	(332	)			-4	%		$	8,288			$	35,084			$	37,087
Interest on tax-exempt securities			612				470				142				30	%			585				2,014				1,692
Interest on U.S. government securities			426				437				(11	)			-3	%			408				2,123				2,083
Interest on other securities			841				548				293				53	%			794				2,410				1,616
Total interest income			10,341				10,249				92				1	%			10,075				41,631				42,478
Interest expense:
Interest on demand deposits			147				191				(44	)			-23	%			153				787				968
Interest on savings deposits			90				172				(82	)			-48	%			105				792				921
Interest on certificates of deposit			866				1,204				(338	)			-28	%			1,005				4,912				6,151
Interest on securities sold under repurchase agreements			6				9				(3	)			-33	%			7				43				52
Interest on FHLB borrowings			(4	)			135				(139	)			-103	%			(47	)			579				626
Interest on other borrowings			121				94				27				29	%			138				363				679
Total interest expense			1,226				1,805				(579	)			-32	%			1,361				7,476				9,397
Net interest income			9,115				8,444				671				8	%			8,714				34,155				33,081
Provision for loan and lease losses			1,900				2,211				(311	)			-14	%			1,650				8,991				12,850
Net interest income after provision for loan and lease losses			7,215				6,233				982				16	%			7,064				25,164				20,231
Noninterest income:
Service charges on deposit accounts			49				50				(1	)			-2	%			50				192				260
Payroll and benefit processing fees			122				99				23				23	%			118				458				448
Earnings on cash surrender value – Bank owned life insurance			114				117				(3	)			-3	%			114				465				438
Gain on investment securities, net			550				532				18				3	%			542				1,550				1,981
Gain on settlement of put reserve			0				0				0				0	%			0				0				1,750
Merchant credit card service income, net			39				39				0				0	%			38				376				235
Other income			545				212				333				157	%			320				850				874
Total noninterest income			1,419				1,049				370				35	%			1,182				3,891				5,986
Noninterest expense:
Salaries and related benefits			2,732				2,507				225				9	%			2,595				9,957				8,865
Occupancy and equipment expense			508				548				(40	)			-7	%			473				2,009				2,273
Write down of other real estate owned			0				0				0				0	%			425				557				1,571
FDIC insurance premium			202				300				(98	)			-33	%			198				1,319				1,016
Data processing fees			94				92				2				2	%			115				389				270
Professional service fees			255				229				26				11	%			304				1,016				1,289
Deferred compensation expense			150				136				14				10	%			146				533				493
Goodwill impairment			0				0				0				0	%			0				0				0
Other expenses			1,543				885				658				74	%			1,060				4,148				2,911
Total noninterest expense			5,484				4,697				787				17	%			5,316				19,928				18,688
Income before provision for income taxes			3,150				2,585				565				22	%			2,930				9,127				7,529
Provision for income taxes			923				905				18				2	%			857				2,444				2,043
Net Income			2,227				1,680				547				33	%			2,073				6,683				5,486
Discontinued Operations:
(Loss) income from discontinued operations			(746	)			1,210				(1,956	)			-162	%			622				1,513				2,104
Income tax (benefit) expense associated with income from discontinued operations			(239	)			499				(738	)			-148	%			271				392				1,116
Net (loss) income from discontinued operations			(507	)			711				(1,218	)			-171	%			351				1,121				988
Less: Net income from discontinued operations attributable to noncontrolling interest			0				348				(348	)			-100	%			172				549				254
Net income attributable to Bank of Commerce Holdings		$	1,720			$	2,043			$	(323	)			-16	%		$	2,252			$	7,255			$	6,220
Less: preferred dividend and accretion on preferred stock			250				334				(84	)			-25	%			248				943				940
Income available to common shareholders		$	1,470			$	1,709			$	(239	)			-14	%		$	2,004			$	6,312			$	5,280
Basic EPS attributable to continuing operations		$	0.12			$	0.08			$	0.04				50	%		$	0.11			$	0.34			$	0.30
Basic EPS attributable to discontinued operations		$	(0.03	)		$	0.02			$	(0.05	)			-250	%		$	0.01			$	0.03			$	0.05
Average basic shares			16,147				16,991				(844	)			-5	%			16,302				16,991				14,951
Diluted EPS attributable to continuing operations		$	0.12			$	0.08			$	0.04				50	%		$	0.11			$	0.34			$	0.30
Diluted EPS attributable to discontinued operations		$	(0.03	)		$	0.02			$	(0.05	)			-250	%		$	0.01			$	0.03			$	0.05
Average diluted shares			16,147				16,991				(844	)			-5	%			16,302				16,991				14,951

 

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Table 14
		BALANCE SHEET
		September 30,				September 30,				Change								June 30,
(Dollars in thousands)		2012				2011				$				%				2012
ASSETS
Cash and due from banks		$	40,541			$	30,710			$	9,831				32	%		$	40,035
Interest bearing due from banks			23,893				27,476				(3,583	)			-13	%			24,035
Total cash and cash equivalents			64,434				58,186				6,248				11	%			64,070
Securities available-for-sale, at fair value			194,928				165,704				29,224				18	%			201,348
Securities held-to-maturity, at amortized cost			18,808				0				18,808				100	%			0
Portfolio loans			604,695				599,356				5,339				1	%			596,105
Allowance for loan losses			(10,560	)			(10,590	)			30				0	%			(12,497	)
Net loans			594,135				588,766				5,369				1	%			583,608
Mortgage loans held for sale			27,875				53,748				(25,873	)			-48	%			37,886
Total interest earning assets			910,740				876,994				33,746				4	%			899,409
Bank premises and equipment, net			9,617				9,417				200				2	%			9,709
Goodwill and other intangibles			63				0				63				100	%			113
Other real estate owned			3,052				1,665				1,387				83	%			2,647
Assets attributable to discontinued operations			0				18,706				(18,706	)			-100	%			32,216
Other assets			33,538				31,979				1,559				5	%			30,948
TOTAL ASSETS		$	946,450			$	928,171			$	18,279				2	%		$	962,545
LIABILITIES AND STOCKHOLDERS’ EQUITY
Demand – noninterest bearing		$	114,856			$	100,778			$	14,078				14	%		$	118,386
Demand – interest bearing			223,687				175,745				47,942				27	%			207,307
Savings accounts			91,666				94,519				(2,853	)			-3	%			89,405
Certificates of deposit			261,410				280,887				(19,477	)			-7	%			268,102
Total deposits			691,619				651,929				39,690				6	%			683,200
Securities sold under agreements to repurchase			13,964				15,701				(1,737	)			-11	%			14,378
Federal Home Loan Bank borrowings			100,000				111,000				(11,000	)			-10	%			100,000
Junior subordinated debentures			15,465				15,465				0				0	%			15,465
Liabilities attributable to discontinued operations			0				11,981				(11,981	)			-100	%			23,532
Other liabilities			14,049				9,339				4,710				50	%			12,379
Total Liabilities			835,097				815,415				19,682				2	%			848,954
Total Equity – Bank of Commerce Holdings			111,353				109,847				1,506				1	%			110,115
Noncontrolling interest in subsidiary			0				2,909				(2,909	)			-100	%			3,476
Total Stockholders’ Equity			111,353				112,756				(1,403	)			-1	%			113,591
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY		$	946,450			$	928,171			$	18,279				2	%		$	962,545

 

13

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Table 15
		AVERAGE BALANCE SHEET (Year to Date)
(Dollars in thousands)		September 30, 2012				September 30, 2011				December 31, 2011				December 31, 2010				December 31, 2009
Earning assets:
Loans		$	640,122			$	634,945			$	634,949			$	640,213			$	589,336
Tax exempt securities			76,151				50,330				52,467				42,172				28,384
US government securities			0				24,661				19,182				27,423				8,606
Mortgage backed securities			63,255				68,422				67,052				48,972				53,722
Other securities			68,962				41,828				44,664				15,702				17,313
Interest bearing due from banks			49,389				67,560				64,399				70,911				50,790
Fed funds sold			0				0				0				995				13,438
Average earning assets			897,879				887,746				882,713				846,388				761,589
Cash and DFB			9,926				2,240				2,251				1,781				3,638
Bank premises			9,529				9,531				9,489				9,814				10,322
Other assets			32,696				21,122				25,116				48,116				28,662
Average total assets		$	950,030			$	920,639			$	919,569			$	906,099			$	804,211
Interest bearing liabilities:
Demand - interest bearing		$	193,687			$	154,882			$	157,696			$	141,983			$	145,542
Savings deposits			89,543				91,918				91,876				76,718				62,846
CDs			297,445				301,607				296,034				321,051				317,417
Repurchase agreements			13,955				14,723				14,805				12,274				11,006
Other borrowings			127,151				148,418				139,331				134,255				122,057
			721,781				711,548				699,742				686,281				658,868
Demand - noninterest bearing			112,403				96,802				100,722				92,433				69,250
Other liabilities			4,609				4,908				10,997				31,748				9,467
Shareholders’ equity			111,237				107,381				108,108				95,637				66,626
Average liabilities & equity		$	950,030			$	920,639			$	919,569			$	906,099			$	804,211

 

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BOCH is a NASDAQ National Market listed stock. Please contact your local investment advisor for purchases and sales. Investment firms making a market in BOCH stock are:

Raymond James Financial / John T. Cavender

555 Market Street

San Francisco, CA (800) 346-5544

Sandler & O’Neil / Bryan Sullivan

919 Third Avenue, 6^th Floor

New York, NY 10022 (888) 383-3112

McAdams Wright Ragen, Inc. / Joey Warmenhoven

1121 SW Fifth Avenue

Suite 1400

Portland, Oregon 97204 (866) 662-0351

Stifel Nicolaus / Perry Wright

1255 East Street #100

Redding, CA 96001 (530) 244-7199

Contact Information:

 

Patrick J. Moty, President and Chief Executive Officer		Telephone Direct		(530) 722-3953
Linda J. Miles, Executive Vice President and Chief Operating Officer		Telephone Direct		(530) 722-3955
Samuel D. Jimenez, Executive Vice President and Chief Financial Officer		Telephone Direct		(530) 722-3952

 

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