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8-K - 2013 8-K 2ND QTR - COMMUNITY BANK SYSTEM, INC.cbna8k2013q2.htm
                                         
 
 
Exhibit 99
   
   
 
 
News Release
                                                                                                                                                                                                                                       
COMMUNITY BANK SYSTEM, INC.    
 5790 Widewaters Parkway, DeWitt, N.Y. 13214    For further information, please contact: 
Scott A. Kingsley,
EVP & Chief Financial Officer
Office: (315) 445-3121

Community Bank System Reports
 Strong Second Quarter Results
 
  - Quarterly earnings per share of $0.52  
  - Loan growth of $74 million in the quarter (8% annualized)  
  - Additional balance sheet restructuring completed during the quarter  
 
                        SYRACUSE, N.Y. — July 23, 2013 — Community Bank System, Inc. (NYSE: CBU) reported net income of $21.1 million for second quarter 2013, compared with $21.1 million earned for the second quarter of 2012.  Diluted earnings per share were $0.52 for the second quarter of 2013, versus $0.53 in the second quarter of last year.  Year-to-date earnings increased 3.7% over the first six months of 2012, to $41.4 million ($1.02 per share).
 
Total revenue for the second quarter of 2013 was $85.5 million, an increase of $4.1 million, or 5.0%, compared to second quarter 2012.  Higher revenue was driven by higher non-interest income from an increased deposit account base, along with continued solid organic growth in wealth management and benefits administration services.  Net interest income was up 1.1% from the second quarter 2012 reflective of productive acquired and organic loan growth over the past twelve months, as well as the balance sheet restructuring activities completed in the first and second quarters of 2013.  The quarterly provision for loan losses of $1.3 million was $0.8 million lower than the second quarter of 2012, reflective of lower net charge-offs and the continuation of generally stable and favorable asset quality metrics. Total operating expenses of $54.4 million for the quarter were $5.0 million, or 10.1%, higher than the second quarter of 2012, primarily driven by additional operating costs associated with the branch acquisitions completed in third quarter 2012.
 
“The positive operating momentum from the first quarter continued through the midpoint of 2013, with solid organic loan growth, a strong increase in fee income, responsible expense management, and very positive asset quality metrics,” said President and Chief Executive Officer Mark E. Tryniski.  “Our results through June 30, 2013, reflect our balanced approach to growth, both acquired and organic.  Non-interest income growth remained robust in the second quarter with double-digit year-over-year increases in our deposit service fees, wealth management services and our benefit plan services.  With solid growth in our loan portfolio, appropriate management of our funding costs, a strong capital position and exceptional asset quality metrics, we believe that we’re well positioned for the remainder of 2013 and beyond.”
 
Second quarter net interest income of $58.4 million increased 1.1% compared with the prior year period, despite a planned reduction of  interest-earning assets and interest-bearing liabilities, the net result of solid loan growth and the balance sheet restructuring activities.  Second quarter interest income was down $6.4 million compared to the prior year quarter as a result of  a $50.7 million net decrease in interest-earning assets along with a 43-basis point decline in the earning asset yield, driven by lower yields on both loans (down 63 basis points) and investment securities (down 14 basis points).  This was more than offset by a $7.1 million decrease in interest expense reflecting a $246.1 million reduction in interest-bearing liabilities coupled with a 46-basis point decline in the Bank’s cost of funds.  The lower cost of funds was driven by continued low market interest rates that enabled the Company to lower deposit rates to produce a 20-basis point decline in the interest-bearing deposit rate in comparison to second quarter 2012, and the extinguishment of certain higher cost borrowings.  During the first and second quarters of 2013, the Company initiated and completed a balance sheet restructuring program that involved selling nearly $650 million of longer duration investment securities and using the proceeds to retire $502 million of Federal Home Loan Bank (FHLB) borrowings.  
 
 
 
 

 
Community Bank System, Inc.
Page 2 of 8
 
 
Second quarter non-interest income of $27.1 million increased $3.4 million, or 14.4% compared to last year’s second quarter.  Deposit service revenues grew $1.3 million, or 11.9%, to $12.3 million, as a result of a 15.5% increase in deposit account balances, reflective of both the branch acquisitions and organic growth across the franchise.  Wealth management revenues were up $0.9 million, or 30.4%, over second quarter 2012, driven by solid gains in trust services, asset management and advisory services, and favorable market conditions. Employee benefits administration and consulting revenues grew 8.5% to $9.4 million benefitting from new and expanded customer relationships.  Noninterest income for the six months ended June 30, 2013 was $53.2 million (31% of total revenue) an increase of $6.0 million, or 12.8%, compared to the first six months of 2012.
 
Quarterly operating expenses of $54.4 million increased $5.0 million, or 10.1%, over the second quarter of 2012, principally reflecting the recurring operating expenses of the branches acquired in the third quarter of 2012.  Salaries and employee benefits increased $3.4 million, or 12.8%, and occupancy costs grew 10.1% primarily as a result of the branch acquisitions.  Other expenses increased by $0.9 million, or 5.8%, also a reflection of the additional costs of operating an expanded franchise, including customer service and account processing.  Year-to-date operating expenses were $108.9 million, an increase of $10.2 million, or 10.3%, over the prior year period.
 
The second quarter and first half of 2013’s effective income tax rate of 29.2% was consistent with the 29.1% rate reported in the first six months of 2012, reflective of generally stable proportions of income being generated from fully taxable and non-taxable sources.
 
Balance Sheet Restructuring Completed
 
In April 2013, the Company sold an additional $250.1 million of investment securities related to its balance sheet restructuring program initiated in the first quarter of 2013, and extinguished an additional $135.0 million of FHLB borrowings.  The Company realized $16.0 million of gains, and incurred $15.7 million of early extinguishment costs in the second quarter.   During the first quarter of 2013 the Company sold $398.7 million of investment securities, realizing $47.8 million of gains, and utilized the proceeds to retire FHLB borrowings of $366.6 million with $47.8 million of early extinguishment costs.  As a result of this initiative the size the Company’s balance sheet was reduced by approximately 7% during the first half of the year.  Although these transactions were essentially neutral to both year-to-date earnings and total capital, they effectively created over $35 million of incremental regulatory (Tier 1) capital, and are expected to be modestly additive to future net interest income generation.
 
Financial Position
 
Average earning assets for the second quarter of 2013 were $6.3 billion, a decrease of $412.0 million, or 6.2%, compared to the fourth quarter of 2012, and reflective of the balance sheet restructuring activities described above.  Compared to the prior year period, second quarter average earning assets were down $50.7 million.  Ending investment securities, including cash equivalents, totaled $2.37 billion at June 30, 2013, $573.1 million lower than the prior year quarter end due to the balance sheet restructuring initiatives described above.  Ending loans increased $374.3 million year-over-year, or 10.5%, reflecting both loans from the acquired branches and strong organic growth in the consumer lending portfolios.  Total deposits at second quarter end increased by $759.8 million, or 15.5%, from June 30, 2012, primarily a result of the branch acquisitions in third quarter of last year. Total deposits have increased by $42.1 million, an annualized increase of 1.5%, compared to the 2012 year end.  The Company’s Tier 1 leverage ratio improved to 9.43% for the current quarter, up 65 basis points from March 31, 2013 and 103 basis points higher than the fourth quarter of 2012.  Tangible equity to net tangible assets declined 15 basis points from the end of the first quarter, to 7.43%, reflective of changes in the net unrealized gains on available for sale securities.
 

 
 

 
Community Bank System, Inc.
Page 3 of 8
 
 
Asset Quality
 
The Company’s asset quality metrics for the second quarter of 2013 remained substantially better than comparative peer and industry averages and illustrate the long-term effectiveness of the Company’s disciplined risk management and underwriting standards.  Net charge-offs were $0.8 million for the second quarter, compared to $2.1 million for the second quarter of 2012 and $1.4 million for the first quarter of 2013.  Nonperforming loans as a percentage of total loans were 0.62% at June 30, 2013, down from 0.71% at March 31, 2013, and down from 0.90% of total loans at June 30, 2012.  The total delinquency ratio of 1.50% at the end of the second quarter was down 21 basis points from second quarter 2012 and five basis points lower than the end of the first quarter 2013.  The second quarter provision for loan losses of $1.3 million was down $0.8 million, or 39%, compared to second quarter 2012, consistent with the lower level of net charge-offs and nonperforming loans in the current quarter.  The allowance for loan losses to nonperforming loans was 178% at June 30, 2013, compared to 131% at June 30, 2012 and 157% as of March 31, 2013.
 
Stock Repurchase Authorization
 
The Company’s Board of Directors approved a stock repurchase program, in December 2012, authorizing the repurchase of up to 2.0 million shares of the Company’s common stock at the discretion of executive management. The authorization period started on January 1, 2013 and ends on December 31, 2013.  The Company did not repurchase any stock in the first half of 2013.
 
Rebranding Pennsylvania Banking Operations
 
The Company announced in early June that it will rebrand its First Liberty Bank and Trust operations in Northeastern Pennsylvania to Community Bank, N.A.  The Company entered the Pennsylvania market with the acquisition of First Liberty in 2001 and decided to maintain the brand to preserve the goodwill associated with the name.
 
“We believe that the rebranding of our Pennsylvania operations will enable our customers in these markets to have a clearer understanding of our service footprint and the range of our product and service offerings,” Mr. Tryniski said. “We also view this as an opportunity to streamline our marketing effort with a single brand, which is expected to provide enhanced efficiency.”  The changeover is targeted to be completed by early September 2013.
 
Conference Call Scheduled
 
Company management will conduct an investor call at 11:00 a.m. (ET) tomorrow (Wednesday) July 24, 2013 to discuss second quarter results.  The conference call can be accessed at 877-551-8082 (1-904-520-5770 if outside United States and Canada).  An audio recording will be available one hour after the call until September 30, 2013, and may be accessed at 1-888-284-7564 (1-904-596-3174 if outside the United States and Canada) and entering access code 2985411.  Investors may also listen live via the Internet at: http://www.videonewswire.com/event.asp?id=94759. The recording will be archived until July 24, 2014 and can be accessed at any point during this time at no cost.
 
This earnings release, including supporting financial tables, is available within the press releases section of the Company's investor relations website at: http://ir.communitybanksystem.com.  An archived webcast of the earnings call will be available on this site for one full year.
 

 
 

 
Community Bank System, Inc.
Page 4 of 8
 
 
Headquartered in DeWitt, N.Y., Community Bank System, Inc. has more than $7.0 billion in assets and over 180 customer facilities.  The Company’s banking subsidiary, Community Bank, N.A. operates across Upstate New York and Northeastern Pennsylvania  Its other subsidiaries include: Benefit Plans Administrative Services, Inc., a national employee benefits consulting and trust administration firm with offices in New York, New Jersey, Pennsylvania and Texas; the CBNA Insurance Agency, with offices in five northern New York communities; Community Investment Services, Inc., a wealth management firm delivering a wide range of financial products throughout the Company's branch network; and Nottingham Advisors, an investment management and advisory firm with offices in Buffalo, N.Y. and North Palm Beach, Florida.  For more information, visit: www.communitybankna.com or www.firstlibertybank.com.
 
 
 
# # #
 
 
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  The following factors, among others, could cause the actual results of CBU’s operations to differ materially from CBU’s expectations: the successful integration of operations of its acquisitions; competition; changes in economic conditions, interest rates and financial markets; and changes in legislation or regulatory requirements.  CBU does not assume any duty to update forward-looking statements.
 


 
 

 
Community Bank System, Inc.
Page 5 of 8



Summary of Financial Data
       
(Dollars in thousands, expect per share data)
       
 
Quarter Ended
Year-to-Date
 
June 30,
June 30,
June 30,
June 30,
Earnings
2013
2012
2013
2012
Loan income
$46,412
$47,077
$93,530
$94,715
Investment income
17,728
23,468
38,535
43,341
Total interest income
64,140
70,545
132,065
138,056
Interest expense
5,708
12,774
15,208
26,376
Net interest income
58,432
57,771
116,857
111,680
Provision for loan losses
1,321
2,155
2,714
3,799
Net interest income after provision for loan losses
57,111
55,616
114,143
107,881
Deposit service fees
12,345
11,035
23,940
21,404
Mortgage banking revenues
342
234
513
554
Other banking services
678
662
1,545
1,336
Wealth management services
4,045
3,101
7,743
6,233
Benefit trust, administration, consulting and actuarial fees
9,397
8,664
19,167
17,637
Gain on sales of investment securities
16,008
0
63,799
0
Loss on debt extinguishments
(15,717)
0
(63,500)
0
Total noninterest income
27,098
23,696
53,207
47,164
Salaries and employee benefits
30,286
26,844
60,769
54,269
Occupancy and equipment and furniture
6,750
6,130
13,815
12,593
Amortization of intangible assets
1,140
1,045
2,319
2,131
Acquisition expenses
0
164
0
424
Other
16,200
15,187
32,025
29,356
Total operating expenses
54,376
49,370
108,928
98,773
Income before income taxes
29,833
29,942
58,422
56,272
Income taxes
8,711
8,871
17,059
16,375
Net income
21,122
21,071
$41,363
$39,897
Basic earnings per share
$0.53
$0.53
$1.03
$1.02
Diluted earnings per share
$0.52
$0.53
$1.02
$1.01

 

 
 

 
Community Bank System, Inc.
Page 6 of 8




 
Summary of Financial Data
         
(Dollars in thousands, except per share data)
         
 
2013
2012
 
2nd Qtr
1st Qtr
4th Qtr
3rd Qtr
2nd Qtr
Earnings
         
Loan income
$46,412
$47,118
$49,405
$48,590
$47,077
Investment income
17,728
20,807
22,545
22,804
23,468
Total interest income
64,140
67,925
71,950
71,394
70,545
Interest expense
5,708
9,500
11,981
12,619
12,774
Net interest income
58,432
58,425
59,969
58,775
57,771
Provision for loan losses
1,321
1,393
2,666
2,643
2,155
Net interest income after provision for loan losses
57,111
57,032
57,303
56,132
55,616
Deposit service fees
12,345
11,595
12,603
12,057
11,035
Mortgage banking revenues
342
171
161
128
234
Other banking services
678
867
613
1,277
662
Wealth management services
4,045
3,698
3,449
3,194
3,101
Benefit trust, administration, consulting and actuarial fees
9,397
9,770
9,397
8,912
8,664
Gain on sales of investment securities
16,008
47,791
0
291
0
Loss on debt extinguishments
(15,717)
(47,783)
0
0
0
Total noninterest income
27,098
26,109
26,223
25,859
23,696
Salaries and employee benefits
30,286
30,483
29,639
28,126
26,844
Occupancy and equipment
6,750
7,065
6,665
6,541
6,130
Amortization of intangible assets
1,140
1,179
1,264
1,212
1,045
Acquisition expenses & litigation settlement
0
0
3,027
4,796
164
Other
16,200
15,825
16,304
15,410
15,187
Total operating expenses
54,376
54,552
56,899
56,085
49,370
Income before income taxes
29,833
28,589
26,627
25,906
29,942
Income taxes
8,711
8,348
7,823
7,539
8,871
Net income
21,122
20,241
18,804
18,367
21,071
Basic earnings per share
$0.53
$0.51
$0.47
$0.46
$0.53
Diluted earnings per share
$0.52
$0.50
$0.47
$0.46
$0.53
Profitability
         
Return on assets
1.21%
1.11%
1.00%
0.98%
1.20%
Return on equity
9.70%
9.18%
8.20%
8.12%
9.82%
Return on tangible equity(3)
16.38%
15.32%
13.55%
13.27%
16.01%
Noninterest income/operating income (FTE) (1)
30.2%
29.5%
29.0%
28.8%
27.6%
Efficiency ratio (2)
59.9%
60.3%
58.2%
56.5%
56.1%
Components of Net Interest Margin (FTE)
         
Loan yield
4.79%
4.98%
5.16%
5.25%
5.42%
Cash equivalents yield
0.26%
0.26%
0.26%
0.26%
0.34%
Investment yield
3.83%
3.79%
3.85%
3.82%
3.97%
Earning asset yield
4.35%
4.44%
4.54%
4.54%
4.78%
Interest-bearing deposit rate
0.24%
0.28%
0.34%
0.40%
0.44%
Borrowing rate
3.36%
3.76%
3.89%
3.56%
2.85%
Cost of all interest-bearing funds
0.46%
0.73%
0.89%
0.94%
0.99%
Cost of funds (includes DDA)
0.38%
0.61%
0.74%
0.78%
0.84%
Net interest margin (FTE)
3.98%
3.86%
3.83%
3.79%
3.96%
Fully tax-equivalent adjustment
$3,644
$4,022
$4,209
$4,332
$4,335

 

 
 

 
Community Bank System, Inc.
Page 7 of 8



 
Summary of Financial Data
         
(Dollars in thousands, except per share data)
         
 
2013
2012
 
2nd Qtr
1st Qtr
4th Qtr
3rd Qtr
2nd Qtr
Average Balances
         
Loans
$3,899,744
$3,860,722
$3,834,068
$3,708,143
$3,512,427
Cash equivalents
148,188
83,812
106,851
138,251
10,017
Taxable investment securities
1,565,757
1,965,073
2,035,651
2,065,121
2,091,575
Nontaxable investment securities
642,424
655,694
691,525
717,608
692,839
Total interest-earning assets
6,256,113
6,565,301
6,668,095
6,629,123
6,306,858
Total assets
7,003,823
7,368,906
7,506,371
7,426,818
7,058,473
Interest-bearing deposits
4,581,206
4,581,130
4,545,347
4,409,813
4,003,213
Borrowings
358,627
686,483
830,149
918,789
1,182,707
Total interest-bearing liabilities
4,939,833
5,267,613
5,375,496
5,328,602
5,185,920
Noninterest-bearing deposits
1,095,774
1,095,256
1,098,193
1,066,689
907,153
Shareholders' equity
873,108
893,746
912,321
900,147
862,747
Balance Sheet Data
         
Cash and cash equivalents
$148,573
$330,298
$228,558
$287,753
$130,902
Investment securities
2,366,512
2,448,120
2,818,527
2,895,285
2,931,918
Loans:
         
Business lending
1,225,671
1,222,835
1,233,944
1,233,928
1,216,309
Consumer mortgage
1,527,341
1,480,192
1,448,415
1,390,130
1,289,155
Consumer indirect
663,924
639,560
647,518
642,196
591,249
Home equity
347,335
353,365
364,225
372,493
310,555
Consumer direct
171,727
165,649
171,474
173,710
154,402
Total loans
3,935,998
3,861,601
3,865,576
3,812,457
3,561,670
Allowance for loan losses
43,473
42,913
42,888
42,817
41,828
Intangible assets, net
384,815
385,954
387,134
388,398
358,435
Other assets
228,291
238,013
239,893
229,297
225,234
Total assets
7,020,716
7,221,073
7,496,800
7,570,373
7,166,331
Deposits:
         
        Noninterest-bearing
1,120,683
1,115,417
1,110,994
1,098,135
944,695
        Non-maturity interest-bearing
3,608,829
3,678,905
3,501,630
3,533,837
2,942,333
        Time
940,618
980,502
1,015,415
1,076,657
1,023,324
Total deposits
5,670,130
5,774,824
5,628,039
5,708,629
4,910,352
Borrowings
322,319
361,422
728,061
728,116
1,157,872
Subordinated debt held by unconsolidated subsidiary trusts
102,085
102,079
102,073
102,067
102,060
Accrued interest and other liabilities
76,151
105,454
135,849
126,962
110,988
Total liabilities
6,170,685
6,343,779
6,594,022
6,665,774
6,281,272
Shareholders' equity
850,031
877,294
902,778
904,599
885,059
Total liabilities and shareholders' equity
7,020,716
7,221,073
7,496,800
7,570,373
7,166,331
Capital
         
Tier 1 leverage ratio
9.43%
8.78%
8.40%
8.32%
8.98%
Tangible equity/net tangible assets (3)
7.43%
7.58%
7.62%
7.54%
8.09%
Diluted weighted average common shares O/S
40,558
40,321
40,179
40,139
40,057
Period end common shares outstanding
40,099
39,989
39,626
39,571
39,472
Cash dividends declared per common share
$0.27
$0.27
$0.27
$0.27
$0.26
Book value
$21.20
$21.94
$22.78
$22.86
$22.42
Tangible book value(3)
$12.35
$13.01
$13.72
$13.73
$14.00
Common stock price (end of period)
$30.85
$29.63
$27.36
$28.19
$27.12

 
 

 
Community Bank System, Inc.
Page 8 of 8



Summary of Financial Data
         
(Dollars in thousands, except per share data)
         
 
2013
2012
 
2nd Qtr
1st Qtr
4th Qtr
3rd Qtr
2nd Qtr
Asset Quality
         
Nonaccrual loans
$22,996
$24,806
$26,360
$27,370
$28,571
Accruing loans 90+ days delinquent
1,440
2,560
2,748
3,349
3,437
Total nonperforming loans
24,436
27,366
29,108
30,719
32,008
Other real estate owned (OREO)
5,066
6,838
4,788
3,384
2,899
Total nonperforming assets
29,502
34,204
33,896
34,103
34,907
Net charge-offs
762
1,368
2,596
1,654
2,136
Allowance for loan losses/loans outstanding
1.10%
1.11%
1.11%
1.12%
1.17%
Nonperforming loans/loans outstanding
0.62%
0.71%
0.75%
0.81%
0.90%
Allowance for loan losses/nonperforming loans
178%
157%
147%
139%
131%
Net charge-offs/average loans
0.08%
0.14%
0.27%
0.18%
0.24%
Delinquent loans/ending loans
1.50%
1.55%
1.92%
1.79%
1.71%
Loan loss provision/net charge-offs
173%
102%
103%
160%
101%
Nonperforming assets/total assets
0.42%
0.47%
0.45%
0.45%
0.49%
Asset Quality (excluding loans acquired since 1/1/09)
         
Nonaccrual loans
$18,272
$19,756
$21,928
$21,733
$22,395
Accruing loans 90+ days delinquent
1,349
2,164
2,355
3,038
3,070
Total nonperforming loans
19,621
21,920
24,283
24,771
25,465
Other real estate owned (OREO)
2,963
3,844
1,397
1,671
1,577
Total nonperforming assets
22,584
25,764
25,680
26,442
27,042
Net charge-offs
604
1,102
1,863
1,754
1,217
Allowance for loan losses/loans outstanding
1.19%
1.21%
1.21%
1.24%
1.28%
Nonperforming loans/loans outstanding
0.55%
0.64%
0.71%
0.74%
0.79%
Allowance for loan losses/nonperforming loans
215%
190%
171%
167%
161%
Net charge-offs/average loans
0.07%
0.13%
0.19%
0.21%
0.16%
Delinquent loans/ending loans
1.44%
1.48%
1.82%
1.65%
1.62%
Loan loss provision/net charge-offs
210%
113%
102%
119%
180%
Nonperforming assets/total assets
0.34%
0.38%
0.36%
0.37%
0.40%
           
(1) Excludes gains and losses on sales of investment securities and debt prepayments.
(2) Excludes intangible amortization, acquisition expenses, litigation settlement, and gains and losses on sales of investment securities and debt prepayments.
(3) Includes deferred tax liabilities (of approximately $30.0 million at 6/30/13) generated from tax deductible goodwill.
 

 

 
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This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  The following factors, among others, could cause the actual results of CBU’s operations to differ materially from CBU’s expectations: the successful integration of operations of its acquisitions; competition; changes in economic conditions, interest rates and financial markets; and changes in legislation or regulatory requirements.  CBU does not assume any duty to update forward-looking statements.