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8-K - 8-K - PEOPLES BANCORP INCq220138ker.htm


P.O. BOX 738 - MARIETTA, OHIO - 45750
NEWS RELEASE
www.peoplesbancorp.com
 
 
 
 
 
FOR IMMEDIATE RELEASE
 
Contact:
Edward G. Sloane
July 23, 2013
 
 
Chief Financial Officer and Treasurer
 
 
 
(740) 373-3155

PEOPLES BANCORP INC. REPORTS 2ND QUARTER 2013
EARNINGS PER SHARE OF $0.46
_____________________________________________________________________

Summary second quarter 2013 results:
Loans experienced double-digit annualized growth from the linked quarter and increased modestly since last year.
Non-mortgage consumer balances grew at a 39% annualized rate since March 31, 2013.
Total commercial balances were up 17% on an annualized basis during the quarter.
Average loan balances also increased by 10% on an annualized basis from the linked quarter.
Year-over-year loan growth included the impact of an acquisition completed in September 2012.
Continued asset quality improvement led to a further release of reserves for loan losses.
Nonperforming assets were 1.04% of gross loans and OREO at June 30, 2013 versus 1.48% at December 31, 2012.
Gross recoveries exceeded charge-offs by $1.1 million for the quarter and $1.8 million for the first half of 2013.
Allowance for loan losses decreased to 1.66% of gross loans at June 30, 2013, from 1.81% at year-end 2012 and 2.09% a year ago.
The impact to earnings was a $1.5 million recovery of loan losses for the quarter and $2.5 million year-to-date.
Total revenue benefited from stronger fee-based revenue and stable net interest income.
Non-interest income grew 8% year-over-year, driven by recent acquisitions and increased sales production.
Net interest income improved over the linked quarter due to loan growth.
Linked quarter revenue growth of 2% was tempered by the recognition of $0.5 million annual performance-based insurance revenue in the first quarter.
Operating expenses continued to be managed in line with Peoples' prior guidance.
Total non-interest expense was $16.4 million versus the projected 2013 quarterly level of $16.5 million.
Recent acquisitions and initiatives to generate long-term revenue growth caused a modest year-over-year increase.
Retail deposit balances decreased moderately, while overall mix continued the shift to low-cost core deposits.
Total balances fell 6% during the quarter and 4% versus the prior year-end.
A portion of the linked quarter decline was due to normal seasonal variances in certain deposit balances.
Non-interest-bearing deposits increased to 22.6% of total deposits, from 21.2% at year-end 2012.


MARIETTA, Ohio - Peoples Bancorp Inc. (“Peoples”) (NASDAQ: PEBO) today announced results for the quarter ended June 30, 2013. Net income totaled $4.9 million for the second quarter of 2013, representing earnings per diluted share of $0.46. In comparison, net income was $5.0 million or $0.47 per diluted share for both the first quarter of 2013 and the second quarter of 2012. On a year-to-date basis, net income totaled $9.9 million, or $0.93 per diluted share, through June 30, 2013, versus $11.7 million, or $1.10 per diluted share, a year ago.
"We are pleased to report improved operating results for the second quarter and good progress toward achieving our 2013 goals," said Chuck Sulerzyski, President and Chief Executive Officer. "Our revenue generation gained momentum with 20% annualized growth in period-end loan balances during the quarter. Fee-based revenues remained strong due largely to acquisition activity. Operating expenses were held in line with our targeted level for the year. Asset quality continued to improve at a faster pace than expected. Our earnings benefited from this positive trend, along with another sizable recovery in the second quarter."

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Sulerzyski continued, "Also during the quarter, our disciplined efforts in the area of bank acquisitions resulted in our entering into an agreement to acquire a bank in a highly attractive banking market in northern Ohio. We are excited to expand our footprint in the greater Cleveland region where we believe meaningful growth opportunities exist. As our management team works to finalize this transaction, we look forward to offering an expanded array of products and services to clients in the region."
Earlier this month, Peoples announced that its banking subsidiary, Peoples Bank, National Association ("Peoples Bank"), had signed a definitive agreement to acquire all of the outstanding stock of Ohio Commerce Bank ("Ohio Commerce") located in Beachwood, Ohio. This all-cash transaction is subject to customary closing conditions, including regulatory approvals and Ohio Commerce shareholder approval, and is anticipated to be completed in the fourth quarter of 2013. At such time, Ohio Commerce's sole office will become a branch of Peoples Bank. Peoples anticipates this transaction will add nearly $90 million in loans and $95 million in deposits and be accretive to 2014 earnings.
Net interest income was $13.2 million for the second quarter of 2013 and net interest margin was 3.15%, both representing improvements over the linked quarter. Peoples' overall earning asset yield benefited from modestly higher average loan balances during the second quarter. In contrast, total funding costs decreased 4 basis points due to a continued shift from high-cost deposits. Year-over-year, Peoples' net interest income and margin were lower for the three and six months ended June 30, 2013. The extended low interest rate environment continued to place downward pressure on asset yields during this time period due to the reinvestment of funds at lower interest rates.
"Both net interest income and margin were in line with our expectations for the second quarter," said Edward Sloane, Chief Financial Officer and Treasurer. "Asset yields remained relatively stable during the quarter due to loan growth, coupled with a full quarter's benefit of the investment portfolio repositioning completed late last quarter. As we start the third quarter, the moderate yield curve steepening that occurred in June should further stabilize asset yields. Loan growth also remains the key to our ability to grow net interest income."
Total non-interest income was up 8% in the second quarter and 4% for the first half of 2013, compared to the same periods in 2012. The majority of the increases was the result of acquisitions completed during the last year within Peoples' insurance and investment businesses. This growth was partially offset by lower mortgage banking income due to fewer loans being sold in the secondary market. Year-over-year, insurance income was up 32% for the quarter and 13% on a year-to-date basis, while trust and investment income increased by 22% and 18%, respectively. Compared to the linked quarter, total non-interest income increased 2% in the second quarter, due mostly to higher insurance sales revenue. Insurance commission revenue grew 28% during the second quarter, which was primarily the result of normal seasonality of policy renewals. Other significant factors were three acquisitions completed early in the second quarter, plus industry-wide increases in premiums. The increased commission revenue more than offset the impact of performance-based income recognized annually in the first quarter. As a result, total insurance income was up 12% from the linked quarter.
Non-interest expenses totaled $16.4 million for the second quarter of 2013, higher than the linked quarter but consistent with Peoples' previous guidance. Nearly half of the linked quarter increase was the result of a $100,000 contribution to Peoples' private charitable foundation in the second quarter. Compared to the prior year, second quarter total non-interest expense was 5% higher in 2013 due in large part to operating costs associated with acquisitions completed during the last year and Peoples Bank's new Vienna (WV) branch. Peoples also has incurred additional expenses in 2013 from various strategic investments to grow revenue over the past year, such as adding new talent and the branch remodeling project. For both the three and six months ended June 30, 2013, total salary and employee benefit costs were up 6% over the same periods last year, due to higher base wages and sales compensation. At June 30, 2013, the number of full-time equivalent employees was 545 versus 494 a year ago. Most of this increase was due to growth in the company from acquisitions and the new branch. The increase in compensation expense due to the higher head count and annual salary increases was tempered by lower employee benefit costs related to the timing of pension settlement charges. In the second quarter of 2012, Peoples incurred $353,000 of pension settlement charges associated with lump sum distributions. No such charges were incurred in the first half of 2013 since lump sum distributions have not yet exceeded the required recognition threshold. Other operating costs generally have been contained due to Peoples' ongoing expense management.
"Our revenue stream continued to benefit from double-digit increases within our fee-based businesses," said Sulerzyski. "While acquisitions have been a main driver of this growth, our insurance commission revenue is benefiting from increased cross-selling activity and higher pricing margins within the industry. On the expense side, we have remained disciplined with our operating costs with the goal of growing revenue faster than expenses."
In the second quarter of 2013, gross portfolio loan balances grew $49.7 million, or 20% on an annualized basis, to $1.03 billion at June 30, 2013. Peoples continued to experience strong growth in non-mortgage consumer loans during the second quarter, with period-end balances up $10.7 million or 39% on an annualized basis. Residential mortgage loan balances, including lines of credit, also increased $16.7 million during the quarter, while total commercial loan balances

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grew $24.6 million. These increases resulted in $24.5 million higher average balances for the quarter compared to the linked quarter.
“As we anticipated, meaningful growth in loan balances occurred during the second quarter within each segment of the portfolio,” said Sulerzyski. "A portion of the commercial loan growth was the result of advances on previously approved construction loans. In the consumer portfolio, the majority of the second quarter growth came from our indirect lending business where we recently added new talent to boost production. Residential mortgage balances also benefited from our decision to retain a portion of our new production on our balance sheet rather than sell the loans in the secondary market. We are pleased with the progress made in the second quarter toward achieving our goal of 8% to 10% loan growth in 2013."
Peoples' asset quality improved further during the second quarter of 2013, with several key metrics maintaining their favorable trends. Total nonperforming assets decreased 15% to $10.8 million at June 30, 2013. As a result, nonperforming assets were 1.04% of total loans plus other real estate owned ("OREO") at June 30, 2013 versus 1.28% at March 31, 2013. Total criticized loans, which are those classified as watch, substandard or doubtful, also decreased $8.8 million, or 12% during quarter. The reductions in both nonperforming and criticized assets occurred primarily as a result of paydowns on nonaccrual commercial loans. Since year-end 2012, nonperforming assets have declined by 27%, while total criticized loans have decreased by 27%.
For the second consecutive quarter, gross recoveries exceeded gross charge-offs due to a single $1.0 million recovery on a commercial real estate loan. Through the first six months of 2013, total gross recoveries have exceeded charge-offs by $1.8 million. The combination of net recoveries and continued improvement in asset quality in the first half of 2013 led Peoples to decrease the allowance for loan losses to 1.66% of total loans at June 30, 2013. The ratio of the allowance for loan losses to total loans was 1.78% at March 31, 2013, 1.81% at year-end 2012 and 2.09% at June 30, 2012. In contrast, Peoples' allowance for loan losses grew as a percentage of nonperforming loans during the second quarter. At June 30, 2013, the allowance was 160.8% of nonperforming loans versus 128.9% at year-end 2012 and 119.9% at June 30, 2012.
"Our credit team continues to be diligent in recovering amounts previously considered uncollectible," said Sloane. "At the same time, we have remained successful in reducing the level of problem loans without incurring significant losses. These diligent efforts have been key drivers of the reserve releases thus far in 2013, which directly benefited our bottom-line earnings. We are encouraged by recent asset quality trends, with key metrics approaching their pre-crisis levels. Our adherence to sound underwriting standards while growing loans should ensure a high quality portfolio over the long term."
At June 30, 2013, Peoples' retail deposit balances were down $90.9 million compared to the prior quarter. Most of this decrease was due to lower money market balances, combined with a normal seasonal decline in governmental deposits. Money market deposits were impacted by a reduction in balances from Peoples' trust customers. Since late 2008, Peoples has maintained larger than historical amounts of trust funds as the ultra-low rate environment limited short-term investment options within the money markets. Non-interest-bearing deposit balances decreased $15.8 million during the second quarter but remained $8.1 million higher than year-end 2012. The second quarter decline was primarily the result of a single commercial customer maintaining an abnormally high balance at March 31, 2013. Overall, total non-interest-bearing deposits comprised 22.6% of Peoples' total deposits, up from 21.2% at December 31, 2012. The lower deposit balances, coupled with loan growth, drove an increase in borrowed funds compared to prior periods.
"Overall, second quarter results were very good with success along several fronts," summarized Sulerzyski. "We also made progress in growing the company through strategic acquisitions. The banking industry continues to face major challenges. However, the entire company remains focused on flawlessly executing our strategies designed to benefit our customers and generate long-term shareholder value."
Peoples Bancorp Inc. is a diversified financial services holding company with $1.9 billion in total assets, 49 locations and 47 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 U.S. 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 second quarter 2013 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.

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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 assets and tangible 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 financial measures is included at the end of this news release under the caption of "Non-GAAP Financial Measures".

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) the success, impact, and timing of Peoples' business strategies, including the successful completion of the Ohio Commerce acquisition, integration of recently completed insurance business acquisitions, expansion of consumer lending activity and rebranding efforts; (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 due to economic conditions and/or the fiscal policies of the U.S. government and Federal Reserve Board, which may adversely impact interest margins; (4) changes in prepayment speeds, loan originations and charge-offs, which may be less favorable than expected and adversely impact the amount of interest income generated; (5) adverse changes in economic conditions and/or activity, including impacts from the implementation of the Budget Control Act of 2011 and the American Taxpayer Relief Act of 2012, as well as the continuing economic uncertainty in the U.S., the European Union, and other areas, which could decrease sales volumes 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) deterioration in the credit quality of Peoples' loan portfolio, which may adversely impact the provision for loan losses; (8) changes in accounting standards, policies, estimates or procedures may adversely affect Peoples' reported financial condition or results of operations; (9) 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; (10) Peoples' ability to receive dividends from its subsidiaries; (11) Peoples' ability to maintain required capital levels and adequate sources of funding and liquidity; (12) 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; (13) 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; (14) 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; (15) the overall adequacy of our risk management program; and (16) other risk factors relating to the banking industry or

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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, 2012.
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 June 30, 2013 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.

PER COMMON SHARE DATA AND SELECTED RATIOS
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
March 31,
 
June 30,
 
June 30,
 
2013
 
2013
 
2012
 
2013
 
2012
PER SHARE:
 
 
 
 
 
 
 
 
 
Earnings per share:
 
 
 
 
 
 
 
 
 
   Basic
$
0.46

 
$
0.47

 
$
0.47

 
$
0.93

 
$
1.10

   Diluted
0.46

 
0.47

 
0.47

 
0.93

 
1.10

Cash dividends declared per share
0.14

 
0.12

 
0.11

 
0.26

 
0.22

Book value per share
20.71

 
21.39

 
20.39

 
20.71

 
20.39

Tangible book value per share (a)
13.94

 
14.77

 
14.18

 
13.94

 
14.18

Closing stock price at end of period
$
21.08

 
$
22.39

 
$
21.98

 
$
21.08

 
$
21.98

 
 
 
 
 
 
 
 
 
 
SELECTED RATIOS:
 
 
 
 
 
 
 
 
 
Return on average equity (b)
8.74
%
 
9.18
%
 
9.57
%
 
8.96
%
 
11.22
%
Return on average assets (b)
1.03
%
 
1.06
%
 
1.11
%
 
1.05
%
 
1.30
%
Efficiency ratio (c)
71.71
%
 
71.61
%
 
69.61
%
 
71.66
%
 
67.52
%
Pre-provision net revenue to average assets (b)(d)
1.25
%
 
1.24
%
 
1.42
%
 
1.25
%
 
1.54
%
Net interest margin (b)(e)
3.15
%
 
3.12
%
 
3.43
%
 
3.14
%
 
3.42
%
Dividend payout ratio
30.73
%
 
25.79
%
 
23.36
%
 
28.23
%
 
20.08
%
 
 
 
 
 
 
 
 
 
 
(a)
This amount represents a non-GAAP financial 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 news 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 financial measure since it excludes the recovery of or provision for loan losses and net gains or losses on securities transactions, debt extinguishment, loans held-for-sale and other real estate owned, and other assets. 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 news release.
(e)
Information presented on a fully tax-equivalent basis.


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CONSOLIDATED STATEMENTS OF INCOME
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
March 31,
 
June 30,
 
June 30,
(in $000’s)
2013
 
2013
 
2012
 
2013
 
2012
Interest income
$
16,111

 
$
16,066

 
$
17,341

 
$
32,177

 
$
34,953

Interest expense
2,956

 
3,091

 
3,729

 
6,047

 
7,909

Net interest income
13,155

 
12,975

 
13,612

 
26,130

 
27,044

Recovery of loan losses

(1,462
)
 
(1,065
)
 
(1,120
)
 
(2,527
)
 
(3,257
)
Net interest income after recovery of loan losses
14,617

 
14,040

 
14,732

 
28,657

 
30,301

 
 
 
 
 
 
 
 
 
 
Net gain on securities transactions
26

 
418

 

 
444

 
3,163

Loss on debt extinguishment

 

 

 

 
(3,111
)
Net gain (loss) on loans held-for-sale and other real estate owned
81

 
(5
)
 
(48
)
 
76

 
8

Net (loss) gain on other assets
(87
)
 

 
5

 
(87
)
 
(2
)
 
 
 
 
 
 
 
 
 
 
Non-interest income:
 
 
 
 
 
 
 
 
 
Insurance income
3,220

 
2,878

 
2,438

 
6,098

 
5,389

Deposit account service charges
2,045

 
2,057

 
2,230

 
4,102

 
4,467

Trust and investment income
1,772

 
1,702

 
1,449

 
3,474

 
2,945

Electronic banking income
1,561

 
1,419

 
1,464

 
2,980

 
2,952

Mortgage banking income
365

 
718

 
682

 
1,083

 
1,231

Other non-interest income
253

 
298

 
235

 
551

 
596

  Total non-interest income
9,216

 
9,072

 
8,498

 
18,288

 
17,580

 
 
 
 
 
 
 
 
 
 
Non-interest expense:
 
 
 
 
 
 
 
 
 
Salaries and employee benefits costs
8,934

 
8,717

 
8,415

 
17,651

 
16,660

Net occupancy and equipment
1,626

 
1,858

 
1,503

 
3,484

 
2,935

Professional fees
1,002

 
894

 
1,204

 
1,896

 
2,017

Electronic banking expense
885

 
840

 
870

 
1,725

 
1,564

Marketing expense
562

 
450

 
481

 
1,012

 
956

Data processing and software
488

 
461

 
485

 
949

 
972

Franchise taxes
413

 
413

 
414

 
826

 
826

Communication expense
361

 
303

 
288

 
664

 
636

FDIC insurance
250

 
280

 
223

 
530

 
532

Foreclosed real estate and other loan expenses
223

 
217

 
255

 
440

 
476

Amortization of intangible assets
164

 
189

 
109

 
353

 
216

Other non-interest expense
1,514

 
1,563

 
1,439

 
3,077

 
2,912

  Total non-interest expense
16,422

 
16,185

 
15,686

 
32,607

 
30,702

  Income before income taxes
7,431

 
7,340

 
7,501

 
14,771

 
17,237

Income tax expense
2,510

 
2,318

 
2,471

 
4,828

 
5,550

    Net income
$
4,921

 
$
5,022

 
$
5,030

 
$
9,943

 
$
11,687

 
 
 
 
 
 
 
 
 
 
PER SHARE DATA:
 
 
 
 
 
 
 
 
 
Earnings per share – Basic
$
0.46

 
$
0.47

 
$
0.47

 
$
0.93

 
$
1.10

Earnings per share – Diluted
$
0.46

 
$
0.47

 
$
0.47

 
$
0.93

 
$
1.10

Cash dividends declared per share
$
0.14

 
$
0.12

 
$
0.11

 
$
0.26

 
$
0.22

 
 
 
 
 
 
 
 
 
 
Weighted-average shares outstanding – Basic
10,576,643

 
10,556,261

 
10,524,429

 
10,566,508

 
10,518,909

Weighted-average shares outstanding – Diluted
10,597,033

 
10,571,383

 
10,524,429

 
10,584,383

 
10,518,929

Actual shares outstanding (end of period)
10,583,161

 
10,568,147

 
10,526,954

 
10,583,161

 
10,526,954


6



CONSOLIDATED BALANCE SHEETS
 
June 30,
 
December 31,
(in $000’s)
2013
 
2012
 
 
 
 
Assets
 
 
 
Cash and cash equivalents:
 
 
 
  Cash and due from banks
$
32,486

 
$
47,256

  Interest-bearing deposits in other banks
5,271

 
15,286

    Total cash and cash equivalents
37,757

 
62,542

 
 
 
 
Available-for-sale investment securities, at fair value (amortized cost of
 
 
 
  $606,441 at June 30, 2013 and $628,584 at December 31, 2012)
600,328

 
639,185

Held-to-maturity investment securities, at amortized cost (fair value of
 
 
 
  $46,610 at June 30, 2013 and $47,124 at December 31, 2012)
48,098

 
45,275

Other investment securities, at cost
24,822

 
24,625

    Total investment securities
673,248

 
709,085

 
 
 
 
Loans, net of deferred fees and costs
1,030,229

 
985,172

Allowance for loan losses
(17,113
)
 
(17,811
)
    Net loans
1,013,116

 
967,361

 
 
 
 
Loans held-for-sale
4,953

 
6,546

Bank premises and equipment, net of accumulated depreciation
28,544

 
27,013

Bank owned life insurance
44,660

 
51,229

Goodwill
65,786

 
64,881

Other intangible assets
5,822

 
3,644

Other assets
25,955

 
25,749

    Total assets
$
1,899,841

 
$
1,918,050

 
 
 
 
Liabilities
 
 
 
Deposits:
 
 
 
Non-interest-bearing deposits
$
325,125

 
$
317,071

Interest-bearing deposits
1,110,653

 
1,175,232

    Total deposits
1,435,778

 
1,492,303

 
 
 
 
Short-term borrowings
92,521

 
47,769

Long-term borrowings
125,714

 
128,823

Accrued expenses and other liabilities
26,681

 
27,427

    Total liabilities
1,680,694

 
1,696,322

 
 
 
 
Stockholders' Equity
 
 
 
Preferred stock, no par value (50,000 shares authorized, no shares issued
 
 
 
  at June 30, 2013 and December 31, 2012)

 

Common stock, no par value (24,000,000 shares authorized, 11,183,245 shares
 
 
 
   issued at June 30, 2013 and 11,155,648 shares issued at
 
 
 
   December 31, 2012), including shares in treasury
167,964

 
167,039

Retained earnings
76,294

 
69,158

Accumulated comprehensive (loss) income, net of deferred income taxes
(10,148
)
 
654

Treasury stock, at cost (600,084 shares at June 30, 2013 and
 
 
 
   607,688 shares at December 31, 2012)
(14,963
)
 
(15,123
)
    Total stockholders' equity
219,147

 
221,728

    Total liabilities and stockholders' equity
$
1,899,841

 
$
1,918,050

 
 
 
 

7



SELECTED FINANCIAL INFORMATION
 
June 30,
March 31,
December 31,
September 30,
June 30,
(in $000’s, end of period)
2013
2013
2012
2012
2012
Loan Portfolio
 
 
 
 
 
Commercial real estate, construction
$
30,770

$
24,108

$
34,265

$
50,804

$
43,775

Commercial real estate, other
389,281

381,331

378,073

379,561

394,323

Commercial and industrial
184,981

174,982

180,131

172,068

161,893

Residential real estate
252,282

237,193

233,841

233,501

212,813

Home equity lines of credit
52,212

50,555

51,053

51,137

48,414

Consumer
119,029

108,353

101,246

100,116

92,334

Deposit account overdrafts
1,674

3,996

6,563

1,580

1,726

    Total loans
$
1,030,229

$
980,518

$
985,172

$
988,767

$
955,278

 
 
 
 
 
 
Deposit Balances
 
 
 
 
 
Interest-bearing deposits:
 
 
 
 
 
  Retail certificates of deposit
$
349,511

$
353,894

$
392,313

$
413,837

$
411,401

  Money market deposit accounts
238,554

288,538

288,404

251,735

246,657

  Governmental deposit accounts
146,817

167,441

130,630

157,802

158,832

  Savings accounts
199,503

200,549

183,499

172,715

161,664

  Interest-bearing demand accounts
125,875

124,969

124,787

112,854

112,476

    Total retail interest-bearing deposits
1,060,260

1,135,391

1,119,633

1,108,943

1,091,030

  Brokered certificates of deposits
50,393

52,648

55,599

55,168

54,639

    Total interest-bearing deposits
1,110,653

1,188,039

1,175,232

1,164,111

1,145,669

Non-interest-bearing deposits
325,125

340,887

317,071

288,376

272,627

    Total deposits
$
1,435,778

$
1,528,926

$
1,492,303

$
1,452,487

$
1,418,296

 
 
 
 
 
 
Asset Quality
 
 
 
 
 
Nonperforming assets:
 
 
 
 
 
  Loans 90+ days past due and accruing
$
36

$
3

$
185

$
27

$
51

  Nonaccrual loans
10,607

11,803

13,638

15,481

16,567

    Total nonperforming loans
10,643

11,806

13,823

15,508

16,618

  Other real estate owned
120

815

836

1,173

1,140

Total nonperforming assets
$
10,763

$
12,621

$
14,659

$
16,681

$
17,758

 
 
 
 
 
 
Allowance for loan losses as a percent of
 
 
 
 
 
    nonperforming loans
160.80
%
147.71
%
128.86
%
119.98
%
119.90
%
Nonperforming loans as a percent of total loans
1.03
%
1.20
%
1.39
%
1.55
%
1.73
%
Nonperforming assets as a percent of total assets
0.57
%
0.65
%
0.76
%
0.89
%
0.97
%
Nonperforming assets as a percent of total loans
 
 
 
 
 
   and other real estate owned
1.04
%
1.28
%
1.48
%
1.66
%
1.85
%
Allowance for loan losses as a percent of total loans
1.66
%
1.78
%
1.81
%
1.88
%
2.09
%
 
 
 
 
 
 
Capital Information(a)
 
 
 
 
 
Tier 1 common ratio
14.17
%
14.69
%
14.06
%
13.86
%
13.92
%
Tier 1 risk-based capital ratio
14.17
%
14.69
%
14.06
%
15.85
%
15.93
%
Total risk-based capital ratio (Tier 1 and Tier 2)
15.54
%
16.05
%
15.43
%
17.16
%
17.27
%
Leverage ratio
9.04
%
8.90
%
8.83
%
10.13
%
10.18
%
Tier 1 common capital
$
166,576

$
164,329

$
160,604

$
157,520

$
156,565

Tier 1 capital
166,576

164,329

160,604

180,147

179,183

Total capital (Tier 1 and Tier 2)
182,706

179,569

176,224

195,083

194,307

Total risk-weighted assets
$
1,175,647

$
1,118,644

$
1,141,938

$
1,136,532

$
1,124,982

Tangible equity to tangible assets (b)
8.07
%
8.35
%
8.28
%
8.37
%
8.45
%
(a) June 30, 2013 data based on preliminary analysis and subject to revision.
(b) These ratios represent non-GAAP financial 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 news release.

8




(RECOVERY OF) PROVISION FOR LOAN LOSSES INFORMATION
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
March 31,
 
June 30,
 
June 30,
(in $000’s)
2013
 
2013
 
2012
 
2013
 
2012
(Recovery of) Provision for Loan Losses
 
 
 
 
 
 
 
 
 
Provision for (recovery of) checking account overdrafts
$
138

 
$
(15
)
 
$
80

 
$
123

 
$
68

Recovery of other loan losses
(1,600
)
 
(1,050
)
 
(1,200
)
 
(2,650
)
 
(3,325
)
  Total recovery of loan losses
$
(1,462
)
 
$
(1,065
)
 
$
(1,120
)
 
$
(2,527
)
 
$
(3,257
)
 
 
 
 
 
 
 
 
 
 
Net (Recoveries) Charge-Offs
 
 
 
 
 
 
 
 
 
Gross charge-offs
$
616

 
$
991

 
$
1,545

 
$
1,607

 
$
4,116

Recoveries
1,752

 
1,684

 
1,341

 
3,436

 
3,581

  Net (recoveries) charge-offs
$
(1,136
)
 
$
(693
)
 
$
204

 
$
(1,829
)
 
$
535

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

 
$

 
$

 
$

 
$

Commercial real estate, other
(1,215
)
 
(808
)
 
84

 
(2,023
)
 
435

Commercial and industrial
7

 
(17
)
 
(67
)
 
(10
)
 
(115
)
Residential real estate
(57
)
 
18

 
126

 
(39
)
 
29

Home equity lines of credit
(5
)
 
(6
)
 
(1
)
 
(11
)
 
63

Consumer
53

 
55

 
(33
)
 
108

 
(7
)
Deposit account overdrafts
81

 
65

 
95

 
146

 
130

  Total net (recoveries) charge-offs
$
(1,136
)
 
$
(693
)
 
$
204

 
$
(1,829
)
 
$
535

 
 
 
 
 
 
 
 
 
 
Net (recoveries) charge-offs as a percent of loans (annualized)
(0.45
)%
 
(0.29
)%
 
0.09
%
 
(0.37
)%
 
0.11
%





SUPPLEMENTAL INFORMATION
 
June 30,
 
March 31,
 
December 31,
 
September 30,
 
June 30,
(in $000’s, end of period)
2013
 
2013
 
2012
 
2012
 
2012
 
 
 
 
 
 
 
 
 
 
Trust assets under management
$
939,292

 
$
927,675

 
$
888,134

 
$
874,293

 
$
847,962

Brokerage assets under management
433,651

 
433,217

 
404,320

 
398,875

 
309,852

Mortgage loans serviced for others
$
338,854

 
$
343,769

 
$
330,721

 
$
307,052

 
$
296,025

Employees (full-time equivalent)
545

 
517

 
494

 
501

 
494

 
 
 
 
 
 
 
 
 
 







9



CONSOLIDATED AVERAGE BALANCE SHEETS AND NET INTEREST INCOME
 
Three Months Ended
 
June 30, 2013
 
March 31, 2013
 
June 30, 2012
(in $000’s)
Balance
Income/
Expense
Yield/ Cost
 
Balance
Income/
Expense
Yield/ Cost
 
Balance
Income/
Expense
Yield/ Cost
Assets
 
 
 
 
 
 
 
 
 
 
 
Short-term investments
$
11,399

$
25

0.88
%
 
$
39,099

$
18

0.20
%
 
$
9,336

$
4

0.19
%
Investment securities (a)(b)
708,622

4,809

2.71
%
 
705,532

4,845

2.75
%
 
677,538

5,530

3.27
%
Gross loans (a)
1,009,515

11,576

4.61
%
 
985,056

11,495

4.73
%
 
959,599

12,072

5.05
%
Allowance for loan losses
(17,866
)
 
 
 
(18,783
)
 
 
 
(21,650
)
 
 
Total earning assets
1,711,670

16,410

3.85
%
 
1,710,904

16,358

3.86
%
 
1,624,823

17,606

4.35
%
 
 
 
 
 
 
 
 
 
 
 
 
Intangible assets
71,081

 
 
 
69,988

 
 
 
64,737

 
 
Other assets
128,237

 
 
 
133,827

 
 
 
133,991

 
 
Total assets
$
1,910,988

 
 
 
$
1,914,719

 
 
 
$
1,823,551

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities and Equity
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing deposits:
 
 
 
 
 
 
 
 
 
 
 
Savings accounts
$
199,065

$
27

0.05
%
 
$
190,769

$
25

0.05
%
 
$
158,408

$
23

0.06
%
Government deposit accounts
147,824

168

0.46
%
 
145,714

202

0.56
%
 
155,888

251

0.65
%
Interest-bearing demand accounts
124,199

25

0.08
%
 
126,763

25

0.08
%
 
111,627

37

0.13
%
Money market deposit accounts
266,602

93

0.14
%
 
288,161

96

0.14
%
 
250,080

111

0.18
%
Brokered certificates of deposits
51,952

468

3.61
%
 
54,134

476

3.57
%
 
53,843

487

3.64
%
Retail certificates of deposit
350,141

1,017

1.17
%
 
381,650

1,115

1.18
%
 
407,413

1,380

1.36
%
Total interest-bearing deposits
1,139,783

1,798

0.63
%
 
1,187,191

1,939

0.66
%
 
1,137,259

2,289

0.81
%
 
 
 
 
 
 
 
 
 
 
 
 
Short-term borrowings
68,802

22

0.13
%
 
33,975

13

0.15
%
 
52,172

19

0.14
%
Long-term borrowings
126,927

1,136

3.58
%
 
128,421

1,139

3.57
%
 
129,145

1,421

4.38
%
Total borrowed funds
195,729

1,158

2.36
%
 
162,396

1,152

2.86
%
 
181,317

1,440

3.16
%
Total interest-bearing liabilities
1,335,512

2,956

0.89
%
 
1,349,587

3,091

0.93
%
 
1,318,576

3,729

1.14
%
 
 
 
 
 
 
 
 
 
 
 
 
Non-interest-bearing deposits
326,020

 
 
 
319,994

 
 
 
269,316

 
 
Other liabilities
23,568

 
 
 
23,381

 
 
 
24,191

 
 
Total liabilities
1,685,100

 
 
 
1,692,962

 
 
 
1,612,083

 
 
Stockholders’ equity
225,888

 
 
 
221,757

 
 
 
211,468

 
 
Total liabilities and equity
$
1,910,988

 
 
 
$
1,914,719

 
 
 
$
1,823,551

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net interest income/spread (a)
 
$
13,454

2.96
%
 
 
$
13,267

2.93
%
 
 
$
13,877

3.21
%
Net interest margin (a)
 
 
3.15
%
 
 
 
3.12
%
 
 
 
3.43
%
 
 
 
 
 
 
 
 
 
 
 
 
(a) Information presented on a fully tax-equivalent basis.
(b) Average balances are based on carrying value.















10








 
Six Months Ended
 
June 30, 2013
 
June 30, 2012
(in $000’s)
Balance
Income/
Expense
Yield/ Cost
 
Balance
Income/
Expense
Yield/ Cost
Assets
 
 
 
 
 
 
 
Short-term investments
$
25,172

$
44

0.35
%
 
$
7,808

$
8

0.21
%
Investment securities (a)(b)
707,084

9,652

2.73
%
 
680,221

11,608

3.41
%
Gross loans (a)
997,354

23,071

4.67
%
 
952,915

23,861

5.03
%
Allowance for loan losses
(18,322
)
 
 
 
(23,039
)
 
 
Total earning assets
1,711,288

32,767

3.85
%
 
1,617,905

35,477

4.40
%
 
 
 
 
 
 
 
 
Intangible assets
70,538

 
 
 
64,581

 
 
Other assets
130,794

 
 
 
132,348

 
 
Total assets
$
1,912,620

 
 
 
$
1,814,834

 
 
 
 
 
 
 
 
 
 
Liabilities and Equity
 
 
 
 
 
 
 
Interest-bearing deposits:
 
 
 
 
 
 
 
Savings accounts
$
194,940

$
51

0.05
%
 
$
152,520

$
44

0.06
%
Government deposit accounts
146,775

370

0.51
%
 
149,725

488

0.66
%
Interest-bearing demand accounts
125,474

50

0.08
%
 
109,975

71

0.13
%
Money market deposit accounts
277,322

189

0.14
%
 
255,674

236

0.19
%
Brokered certificates of deposits
53,037

944

3.59
%
 
57,643

1,014

3.54
%
Retail certificates of deposit
365,808

2,132

1.18
%
 
403,929

2,983

1.49
%
Total interest-bearing deposits
1,163,356

3,736

0.65
%
 
1,129,466

4,836

0.86
%
 
 
 
 
 
 
 
 
Short-term borrowings
51,484

35

0.14
%
 
54,841

38

0.14
%
Long-term borrowings
127,670

2,274

3.57
%
 
141,126

3,035

4.28
%
Total borrowed funds
179,154

2,309

2.58
%
 
195,967

3,073

3.12
%
Total interest-bearing liabilities
1,342,510

6,045

0.91
%
 
1,325,433

7,909

1.20
%
 
 
 
 
 
 
 
 
Non-interest-bearing deposits
323,024

 
 
 
258,401

 
 
Other liabilities
23,252

 
 
 
21,458

 
 
Total liabilities
1,688,786

 
 
 
1,605,292

 
 
Stockholders’ equity
223,834

 
 
 
209,542

 
 
Total liabilities and equity
$
1,912,620

 
 
 
$
1,814,834

 
 
 
 
 
 
 
 
 
 
Net interest income/spread (a)
 
$
26,722

2.94
%
 
 
$
27,568

3.20
%
Net interest margin (a)
 
 
3.14
%
 
 
 
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
 
June 30,
 
March 31,
 
December 31,
 
September 30,
 
June 30,
(in $000’s)
2013
 
2013
 
2012
 
2012
 
2012
 
 
 
 
 
 
 
 
 
 
Tangible Equity:
 
 
 
 
 
 
 
 
 
Total stockholders' equity, as reported
$
219,147

 
$
226,079

 
$
221,728

 
$
218,835

 
$
214,623

Less: goodwill and other intangible assets
71,608

 
69,977

 
68,525

 
68,422

 
65,383

Tangible equity
$
147,539

 
$
156,102

 
$
153,203

 
$
150,413

 
$
149,240

 
 
 
 
 
 
 
 
 
 
Tangible Assets:
 
 
 
 
 
 
 
 
 
Total assets, as reported
$
1,899,841

 
$
1,938,722

 
$
1,918,050

 
$
1,866,510

 
$
1,831,359

Less: goodwill and other intangible assets
71,608

 
69,977

 
68,525

 
68,422

 
65,383

Tangible assets
$
1,828,233

 
$
1,868,745

 
$
1,849,525

 
$
1,798,088

 
$
1,765,976

 
 
 
 
 
 
 
 
 
 
Tangible Book Value per Share:
 
 
 
 
 
 
 
 
 
Tangible equity
$
147,539

 
$
156,102

 
$
153,203

 
$
150,413

 
$
149,240

Common shares outstanding
10,583,161

 
10,568,147

 
10,547,960

 
10,534,445

 
10,526,954

 
 
 
 
 
 
 
 
 
 
Tangible book value per common share
$
13.94

 
$
14.77

 
$
14.52

 
$
14.28

 
$
14.18

 
 
 
 
 
 
 
 
 
 
Tangible Equity to Tangible Assets Ratio:
 
 
 
 
Tangible equity
$
147,539

 
$
156,102

 
$
153,203

 
$
150,413

 
$
149,240

Tangible assets
$
1,828,233

 
$
1,868,745

 
$
1,849,525

 
$
1,798,088

 
$
1,765,976

 
 
 
 
 
 
 
 
 
 
Tangible equity to tangible assets
8.07
%
 
8.35
%
 
8.28
%
 
8.37
%
 
8.45
%

 
Three Months Ended
 
Six Months Ended
 
June 30,
 
March 31,
 
June 30,
 
June 30,
(in $000’s)
2013
 
2013
 
2012
 
2013
 
2012
 
 
 
 
 
 
 
 
 
 
Pre-Provision Net Revenue:
 
 
 
 
 
 
 
 
 
Income before income taxes
$
7,431

 
$
7,340

 
$
7,501

 
$
14,771

 
$
17,237

Add: provision for loan losses

 

 

 

 

Add: loss on debt extinguishment

 

 

 

 
3,111

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

 
5

 
48

 

 

Add: loss on other assets
89

 

 

 
89

 
2

Less: recovery of loan losses
1,462

 
1,065

 
1,120

 
2,527

 
3,257

Less: gain on loans held-for-sale and OREO
81

 

 

 
76

 
8

Less: net gain on securities transactions
26

 
418

 

 
444

 
3,163

Less: gain on other assets
2

 

 
5

 
2

 

Pre-provision net revenue
$
5,949

 
$
5,862

 
$
6,424

 
$
11,811

 
$
13,922

 
 
 
 
 
 
 
 
 
 
Pre-provision net revenue
$
5,949

 
$
5,862

 
$
6,424

 
$
11,811

13,928

$
13,922

Total average assets
1,910,988

 
1,914,719

 
1,823,551

 
1,912,620

 
1,814,834

 
 
 
 
 
 
 
 
 
 
Pre-provision net revenue to total average assets (annualized)
1.25
%
 
1.24
%
 
1.42
%
 
1.25
%
 
1.54
%
 
 
 
 
 
 
 
 
 
 



END OF RELEASE

12