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8-K - INDEPENDENT BANK CORPORATION 8-K 7-29-2013 - INDEPENDENT BANK CORP /MI/form8k.htm
EX-99.2 - EXHIBIT 99.2 - INDEPENDENT BANK CORP /MI/ex99_2.htm

Exhibit 99.1


NEWS RELEASE

Independent Bank Corporation
230 West Main Street
Ionia, MI 48846
616.527.5820
 
For Release: Immediately

Contact: William B. Kessel, President and CEO, 616.447.3933
Robert N. Shuster, Chief Financial Officer, 616.522.1765

INDEPENDENT BANK CORPORATION REPORTS
2013 SECOND QUARTER RESULTS

IONIA, Mich., July 29, 2013 - Independent Bank Corporation (Nasdaq: IBCP) reported second quarter 2013 net income applicable to common stock of $62.2 million, or $2.64 per diluted share, versus net income applicable to common stock of $3.2 million, or $0.11 per diluted share, in the prior-year period.  For the six months ended June 30, 2013, the Company reported net income applicable to common stock of $66.9 million, or $2.90 per diluted share, compared to net income applicable to common stock of $5.7 million, or $0.19 per diluted share, in the prior-year period.  2013 results include an income tax benefit of $57.6 million associated with the reversal of substantially all of the Company's deferred tax asset valuation allowance in June 2013 as described in more detail below.

The Company's sixth consecutive profitable quarter was highlighted by:

· A 59.2% year-over-year increase in income before income taxes.
· Additional improvement in asset quality, with non-performing assets down 26% during the quarter and 36% since year end 2012.
· A $3.2 million, or 300%, year-over-year decline in the quarterly provision for loan losses.
· Regulatory capital ratios that increased significantly and are substantially above minimum requirements for "well-capitalized."

The Company assesses whether a valuation allowance on its deferred tax assets is necessary each quarter.  Reversing or reducing the valuation allowance requires the Company to conclude that the realization of the deferred tax assets is "more likely than not."  The ultimate realization of this asset is primarily based on the Company generating future income.  As of June 30, 2013, the Company concluded that the realization of substantially all of the Company's deferred tax assets is now more likely than not.  This conclusion is based upon the following factors:

· Achieving a sixth consecutive quarter of profitability;
· A forecast of future profitability that supports that the realization of the deferred tax assets is more likely than not; and
· A forecast that future asset quality continues to be stable to improving and that other factors do not exist that could cause a significant adverse impact on future profitability.

On Dec. 7, 2012, the Company completed the sale of 21 branches.  This transaction resulted in the transfer of approximately $403.1 million of deposits and the sale of approximately $48.0 million of loans.  The transaction also resulted in the transfer of $336.1 million of cash to the purchaser of the branches.
3

On July 26, 2013 the Company and the United States Department of the Treasury ("UST") executed a Securities Purchase Agreement ("SPA").  Under the terms of the SPA, the Company has agreed to purchase from the UST for $81.0 million in cash consideration:  (i) 74,426 shares of Cumulative Mandatorily Convertible Preferred Stock, Series B, including any and all accrued and unpaid dividends; and (ii) the amended and restated warrant to purchase up to 346,154 shares of Company common stock.  As a condition to the closing of the purchase of these securities, the Company has also agreed to complete a common equity offering that provides a minimum aggregate amount of $86.0 million in gross cash proceeds.  The closing of the transaction with the UST is also subject to regulatory approval as well as the payment of deferred and unpaid interest on the Company's outstanding trust preferred securities.
 
William B. ("Brad") Kessel, the President and Chief Executive Officer of Independent Bank Corporation, commented: "We are very pleased to report our sixth consecutive quarter of profitability as well as further progress in improving asset quality, as evidenced by a reduction in our non-performing loans, loan net charge-offs and the provision for loan losses as compared to the year ago quarter.  The reversal of substantially all of the valuation allowance on our deferred tax assets also had a significant favorable impact on 2013 results, with increases in both earnings and common equity.   Additionally, reaching an agreement with the UST to purchase the preferred stock and stock warrant that they own and exit TARP is a significant milestone for the Company.  We plan to complete the common equity offering necessary to close this transaction with the UST by October 31, 2013."

Operating Results

The Company's net interest income totaled $19.5 million during the second quarter of 2013, a decrease of $2.3 million, or 10.6% from the year-ago period, and essentially unchanged from the first quarter of 2013.  The Company's tax equivalent net interest income as a percent of average interest-earning assets (the "net interest margin") was 4.16% during the second quarter of 2013, compared to 4.06% in the year-ago period, and 4.25% in the first quarter of 2013. The decrease in net interest income is primarily due to a decline in average interest-earning assets resulting from the aforementioned branch sale. Average interest-earning assets declined to $1.90 billion in the second quarter of 2013 compared to $2.18 billion in the year-ago quarter.  The year-over-year increase in the net interest margin is due primarily to a change in asset mix, as lower yielding interest-bearing cash balances decreased following the branch sale.

For the first six months of 2013, net interest income totaled $39.1 million, a decrease of $4.9 million, or 11.0% from 2012.  The Company's net interest margin for the first six months of 2013 increased to 4.20% compared to 4.12% in 2012.  The reasons for the decline in net interest income for the first six months of 2013 are generally consistent with those described above for the comparative year-over-year quarterly periods.

Service charges on deposit accounts totaled $3.6 million and $7.0 million, respectively, for the second quarter and first six months of 2013, representing decreases of 21.3% and 20.2%, respectively, from the comparable year ago periods.  Interchange income totaled $1.9 million and $3.7 million for the second quarter and first six months of 2013, respectively, representing decreases of 19.7% and 22.0%, respectively, over the year ago comparative periods.  The declines in service charges on deposit accounts and interchange income primarily reflect the impact of the branch sale.

Net gains on mortgage loans were $3.2 million in the second quarter of 2013, compared to $3.6 million in the year-ago quarter.  For the first six months of 2013, net gains on mortgage loans totaled $6.8 million compared to $7.4 million in 2012. The decrease in net gains relates primarily to a rise in mortgage loan interest rates during the second quarter of 2013 that has reduced mortgage loan refinance volumes.

Mortgage loan servicing generated income of $1.7 million and a loss of $1.1 million in the second quarters of 2013 and 2012, respectively. The quarterly comparative variance is due primarily to the change in the impairment reserve (a $1.7 million recovery of previously recorded impairment charges in the second quarter of 2013 compared to a $0.9 million impairment charge in the year-ago quarter) as well as by a $0.1 million decrease in the amortization of capitalized mortgage loan servicing rights.  The recovery of previously recorded impairment charges in the second quarter of 2013 primarily reflects significantly higher mortgage loan interest rates resulting in lower estimated future prepayment rates.  For the first six months of 2013, mortgage loan servicing generated income of $2.3 million compared to a loss of $0.4 million in 2012.  The first six months comparative variance is primarily due to the change in the impairment reserve (a $2.5 million recovery of previously recorded impairment charges in the first six months of 2013 compared to a $0.2 million impairment charge in the year-ago period).  Capitalized mortgage loan servicing rights totaled $13.0 million at June 30, 2013 compared to $11.0 million at Dec. 31, 2012.  As of June 30, 2013, the Company serviced approximately $1.74 billion in mortgage loans for others on which servicing rights have been capitalized.
4

Non-interest expenses totaled $27.7 million in the second quarter of 2013, compared to $29.5 million in the year-ago period.  For all of 2013, non-interest expenses totaled $53.2 million versus $57.5 million in 2012.  The branch sale had the most significant impact on the year-over-year declines in most of the categories of non-interest expenses (compensation and benefits, occupancy, furniture, fixtures and equipment, communications and FDIC deposit insurance).  Loan and collection expenses (down $0.7 million in the quarter and $1.4 million year-to-date) and net losses on other real estate ("ORE") and repossessed assets (down $0.3 million in the quarter and $0.6 million year-to-date) declined due primarily to reduced levels of non-performing loans, commercial watch credits and ORE.  In addition, credit card and bank service fees (down $0.3 million in the quarter and $0.6 million year-to-date) declined due primarily to a decrease in the size of the Company's payment plan receivables portfolio.   Vehicle service contract counterparty contingencies expense increased by $2.8 million in the quarter and $2.5 million year-to-date.  This increase primarily reflects write-downs of vehicle service contract counterparty receivables in the second quarter of 2013.  The Company reached tentative settlements in certain of its litigation to collect these receivables.  Given the costs and uncertainty of continued litigation, management of the Company determined it was in the organization's best interests to resolve these matters.  The first quarter and first six months of 2012 included a $1.4 million one-time reduction in other non-interest expense related to the reversal of a previously established accrual at Mepco Finance Corporation that was determined to no longer be necessary.

Asset Quality

Commenting on asset quality, President and CEO Kessel added:  "Our provision for loan losses decreased by $3.2 million in the second quarter of 2013 as compared to the year-ago level, primarily reflecting a reduction in non-performing loans, a lower level of watch credits, reduced loan net charge-offs, and an overall decline in total loan balances.  Since June 30, 2012, non-performing loans and commercial loan watch credits have declined by approximately 55% and 27%, respectively.  In addition, thirty- to eighty-nine day delinquency rates at June 30, 2013 were 0.35% for commercial loans and 1.23% for mortgage and consumer loans. These delinquency rates continue to be well managed as we strive to further improve asset quality and further reduce credit related costs."

A breakdown of non-performing loans(1) by loan type is as follows:

Loan Type
 
6/30/2013
   
12/31/2012
   
6/30/2012
 
 
 
(Dollars in Thousands)
 
Commercial
 
$
4,986
   
$
14,753
   
$
22,752
 
Consumer/installment
   
2,209
     
2,343
     
2,673
 
Mortgage
   
12,842
     
15,736
     
19,350
 
Payment plan receivables(2)
   
67
     
104
     
278
 
Total
 
$
20,104
   
$
32,936
   
$
45,053
 
Ratio of non-performing loans to total portfolio loans
   
1.45
%
   
2.32
%
   
3.09
%
Ratio of non-performing assets to total assets
   
1.78
%
   
2.92
%
   
3.10
%
Ratio of the allowance for loan losses to non-performing loans
   
182.98
%
   
134.43
%
   
113.97
%

(1) Excludes loans that are classified as "troubled debt restructured" that are still performing.
(2) Represents payment plans for which no payments have been received for 90 days or more and for which Mepco has not yet completed the process to charge the applicable counterparty for the balance due. These balances exclude receivables due from Mepco counterparties related to the cancellation of payment plan receivables.

Non-performing loans have declined by $12.8 million, or 39.0%, since year-end 2012.  All categories of non-performing loans declined; the principal decreases since year-end 2012 were in commercial loans and residential mortgage loans. The decline in non-performing loans primarily reflects loan net charge-offs, pay-offs, negotiated transactions and the migration of loans into ORE during 2013.  In addition, the Company completed a sale of commercial loans during the second quarter of 2013 that included $2.9 million of non-performing loans.  Non-performing commercial loans have declined by $73.1 million, or 93.6%, since they peaked in 2008.  Non-performing retail (residential mortgage and consumer/installment) loans have declined by $44.1 million, or 74.6%, since they peaked in 2009.  Other real estate and repossessed assets totaled $17.8 million at June 30, 2013, compared to $26.1 million at Dec. 31, 2012.

The provision for loan losses was a credit of $2.1 million and an expense of $1.1 million in the second quarters of 2013 and 2012, respectively.  The provision for loan losses was a credit of $2.8 million and an expense of $6.2 million in the first six months of 2013 and 2012, respectively. The level of the provision for loan losses in each period reflects the Company's overall assessment of the allowance for loan losses, taking into consideration factors such as loan mix, levels of non-performing and classified loans and loan net charge-offs.  Loan net charge-offs were $1.9 million (0.54% annualized of average loans) in the second quarter of 2013, compared to $4.9 million (1.31% annualized of average loans) in the second quarter of 2012.  Loan net charge-offs were $4.7 million (0.68% of average loans) and $12.9 million (1.69% of average loans) for the first six months of 2013 and 2012, respectively.  The year to date declines in 2013 loan net charge-offs by category were: commercial loans $3.7 million; mortgage loans $3.9 million; and consumer/installment loans $0.6 million.   At June 30, 2013, the allowance for loan losses totaled $36.8 million, or 2.65% of portfolio loans, compared to $44.3 million, or 3.12% of portfolio loans, at Dec. 31, 2012.

Balance Sheet, Liquidity and Capital

Total assets were $2.13 billion at June 30, 2013, an increase of $110.8 million from Dec. 31, 2012.  Loans, excluding loans held for sale, were $1.39 billion at June 30, 2013, compared to $1.42 billion at Dec. 31, 2012.  Deposits totaled $1.82 billion at June 30, 2013, an increase of $36.6 million from Dec. 31, 2012.  The increase in deposits is primarily due to growth in checking and savings account balances.
5

Cash and cash equivalents totaled $140.4 million at June 30, 2013, versus $179.8 million at Dec. 31, 2012. Securities available for sale totaled $353.8 million at June 30, 2013, versus $208.4 million at Dec. 31, 2012.  This $145.4 million increase in securities available for sale is primarily due to the purchase of residential mortgage-backed securities and municipal securities during the first six months of 2013.

Total shareholders' equity was $208.8 million at June 30, 2013, or 9.78% of total assets.  Tangible common equity totaled $118.8 million (5.58% of tangible assets) at June 30, 2013, or $12.53 per share.  This computation of tangible common equity per share does not include any impact related to the potential issuance of common stock to provide funds to purchase the Company's outstanding mandatorily convertible preferred stock (including any and all accrued and unpaid dividends) and the UST stock warrant.  The following table provides the resulting tangible common equity per share from an assumed purchase price of $81.0 million for the mandatorily convertible preferred stock and the UST stock warrant from funds provided by an assumed $86.0 million issuance of common stock.

Assumed common stock
issuance price
   
Resulting common shares
issued (000's)
   
Proforma tangible
common equity per
share
 
$
9.00
     
9,556
   
$
10.78
 
 
8.50
     
10,118
     
10.47
 
 
8.00
     
10,750
     
10.15
 
 
7.50
     
11,467
     
9.80
 
 
7.00
     
12,286
     
9.43
 
 
6.50
     
13,231
     
9.04
 

The Company's wholly owned subsidiary, Independent Bank, remains "well capitalized" for regulatory purposes with the following ratios:
 
 
 
Regulatory Capital Ratios
 
6/30/2013
   
12/31/2012
   
Well Capitalized Minimum
 
Tier 1 capital to average total assets
   
10.35
%
   
8.26
%
   
5.00
%
Tier 1 capital to risk-weighted assets
   
15.07
%
   
13.67
%
   
6.00
%
Total capital to risk-weighted assets
   
16.35
%
   
14.95
%
   
10.00
%

About Independent Bank Corporation

Independent Bank Corporation (Nasdaq Symbol: IBCP) is a Michigan-based bank holding company with total assets of approximately $2.1 billion. Founded as First National Bank of Ionia in 1864, Independent Bank Corporation now operates convenient locations across Michigan's Lower Peninsula through one state-chartered bank subsidiary. This subsidiary (Independent Bank) provides a full range of financial services, including commercial banking, mortgage lending, investments and title services. Independent Bank Corporation is committed to providing exceptional personal service and value to its customers, stockholders and the communities it serves.

For more information, please visit our website at: www.IndependentBank.com.

Any statements in this news release that are not historical facts are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Words such as "expect," "believe," "intend," "estimate," "project," "may" and similar expressions are intended to identify forward-looking statements. These forward-looking statements are predicated on management's beliefs and assumptions based on information known to Independent Bank Corporation's management as of the date of this news release and do not purport to speak as of any other date. Forward-looking statements may include descriptions of plans and objectives of Independent Bank Corporation's management for future  operations, products or services, and forecasts of the Company's revenue, earnings or other measures of economic performance, including statements of profitability, estimates of credit quality trends, and statements about the potential value of our deferred tax assets. Such statements reflect the view of Independent Bank Corporation's management as of this date with respect to future events and are not guarantees of future performance.  These forward-looking statements involve assumptions and are subject to substantial risks and uncertainties, such as changes in Independent Bank Corporation's plans, objectives, expectations and intentions. Should one or more of these risks materialize or should underlying beliefs or assumptions prove incorrect, the Company's actual results could differ materially from those discussed. Factors that could cause or contribute to such differences include the ability of Independent Bank Corporation to meet the objectives of its capital plan, the ability of Independent Bank to remain well-capitalized under federal regulatory standards, the pace of economic recovery within Michigan and beyond, our ability to collect receivables from Mepco Finance Corporation's counterparties related to cancellations of payment plans, changes in interest rates, changes in the accounting treatment of any particular item, the results of regulatory examinations, changes in industries where the Company has a concentration of loans, changes in the level of fee income, changes in general economic conditions and related credit and market conditions, and the impact of regulatory responses to any of the foregoing. Forward-looking statements speak only as of the date they are made. Independent Bank Corporation does not undertake to update forward-looking statements to reflect facts, circumstances, assumptions or events that occur after the date the forward-looking statements are made. For any forward-looking statements made in this news release or in any documents, Independent Bank Corporation claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.
6

INDEPENDENT BANK CORPORATION AND SUBSIDIARIES
Consolidated Statements of Financial Condition

 
 
June 30,
   
December 31,
 
 
 
2013
   
2012
 
 
 
(unaudited)
 
Assets
 
(In thousands, except share amounts)
 
Cash and due from banks
 
$
47,512
   
$
55,487
 
Interest bearing deposits
   
92,863
     
124,295
 
Cash and Cash Equivalents
   
140,375
     
179,782
 
Interest bearing deposits - time
   
8,698
     
-
 
Trading securities
   
293
     
110
 
Securities available for sale
   
353,775
     
208,413
 
Federal Home Loan Bank and Federal Reserve Bank stock, at cost
   
21,496
     
20,838
 
Loans held for sale, carried at fair value
   
35,529
     
47,487
 
Loans held for sale, carried at lower of cost or fair value
   
-
     
3,292
 
Loans
               
Commercial
   
617,050
     
617,258
 
Mortgage
   
503,042
     
527,340
 
Installment
   
190,041
     
189,849
 
Payment plan receivables
   
75,949
     
84,692
 
Total Loans
   
1,386,082
     
1,419,139
 
Allowance for loan losses
   
(36,786
)
   
(44,275
)
Net Loans
   
1,349,296
     
1,374,864
 
Other real estate and repossessed assets
   
17,790
     
26,133
 
Property and equipment, net
   
47,450
     
47,016
 
Bank-owned life insurance
   
51,564
     
50,890
 
Deferred tax assets, net
   
58,066
     
-
 
Capitalized mortgage loan servicing rights
   
13,037
     
11,013
 
Vehicle service contract counterparty receivables, net
   
15,091
     
18,449
 
Other intangibles
   
3,569
     
3,975
 
Prepaid FDIC deposit insurance assessment
   
-
     
9,448
 
Accrued income and other assets
   
18,645
     
22,157
 
Total Assets
 
$
2,134,674
   
$
2,023,867
 
Liabilities and Shareholders' Equity
               
Deposits
               
Non-interest bearing
 
$
498,511
   
$
488,126
 
Savings and interest-bearing checking
   
898,782
     
871,238
 
Reciprocal
   
46,722
     
33,242
 
Retail time
   
358,849
     
372,340
 
Brokered time
   
13,225
     
14,591
 
Total Deposits
   
1,816,089
     
1,779,537
 
Other borrowings
   
17,503
     
17,625
 
Subordinated debentures
   
50,175
     
50,175
 
Vehicle service contract counterparty payables
   
6,292
     
7,725
 
Accrued expenses and other liabilities
   
35,780
     
33,830
 
Total Liabilities
   
1,925,839
     
1,888,892
 
Shareholders' Equity
               
Convertible preferred stock, no par value, 200,000 shares authorized; 74,426 shares issued and outstanding at June 30, 2013 and December 31, 2012; liquidation preference: $87,292 at June 30, 2013 and $85,150 at December 31, 2012
   
 
86,455
     
 
84,204
 
Common stock, no par value, 500,000,000 shares authorized; issued and outstanding:  9,481,505 shares at June 30, 2013 and 9,093,732 shares at December 31, 2012
   
255,114
     
251,237
 
Accumulated deficit
   
(125,464
)
   
(192,408
)
Accumulated other comprehensive loss
   
(7,270
)
   
(8,058
)
Total Shareholders' Equity
   
208,835
     
134,975
 
Total Liabilities and Shareholders' Equity
 
$
2,134,674
   
$
2,023,867
 
 
7

INDEPENDENT BANK CORPORATION AND SUBSIDIARIES
Consolidated Statements of Operations

 
 
Three Months Ended
   
Six Months Ended
 
 
 
June 30,
   
March 31,
   
June 30
   
June 30,
 
 
 
2013
   
2013
   
2012
   
2013
   
2012
 
 
 
(unaudited)
 
 
 
(In thousands)
 
Interest Income
 
   
   
   
   
 
Interest and fees on loans
 
$
20,303
   
$
20,710
   
$
23,696
   
$
41,013
   
$
48,042
 
Interest on securities
                                       
Taxable
   
993
     
670
     
933
     
1,663
     
1,591
 
Tax-exempt
   
242
     
238
     
244
     
480
     
540
 
Other investments
   
324
     
332
     
382
     
656
     
778
 
Total Interest Income
   
21,862
     
21,950
     
25,255
     
43,812
     
50,951
 
Interest Expense
                                       
Deposits
   
1,463
     
1,529
     
2,305
     
2,992
     
4,729
 
Other borrowings
   
876
     
865
     
1,120
     
1,741
     
2,292
 
Total Interest Expense
   
2,339
     
2,394
     
3,425
     
4,733
     
7,021
 
Net Interest Income
   
19,523
     
19,556
     
21,830
     
39,079
     
43,930
 
Provision for loan losses
   
(2,107
)
   
(691
)
   
1,056
     
(2,798
)
   
6,187
 
Net Interest Income After Provision for Loan Losses
   
21,630
     
20,247
     
20,774
     
41,877
     
37,743
 
Non-interest Income
                                       
Service charges on deposit accounts
   
3,583
     
3,406
     
4,552
     
6,989
     
8,753
 
Interchange income
   
1,933
     
1,757
     
2,407
     
3,690
     
4,729
 
Net gains (losses) on assets
                                       
Mortgage loans
   
3,208
     
3,637
     
3,579
     
6,845
     
7,439
 
Securities
   
107
     
84
     
169
     
191
     
853
 
Other than temporary impairment loss on securities
                                       
Total impairment loss
   
(26
)
   
-
     
(85
)
   
(26
)
   
(262
)
Loss recognized in other comprehensive loss
   
-
     
-
     
-
     
-
     
-
 
Net impairment loss recognized in earnings
   
(26
)
   
-
     
(85
)
   
(26
)
   
(262
)
Mortgage loan servicing
   
1,654
     
622
     
(1,088
)
   
2,276
     
(352
)
Title insurance fees
   
368
     
484
     
489
     
852
     
997
 
(Increase) decrease in fair value of U.S. Treasury warrant
   
20
     
(1,045
)
   
(25
)
   
(1,025
)
   
(179
)
Other
   
2,164
     
2,123
     
3,044
     
4,287
     
5,648
 
Total Non-interest Income
   
13,011
     
11,068
     
13,042
     
24,079
     
27,626
 
Non-interest Expense
                                       
Compensation and employee benefits
   
11,715
     
11,307
     
13,506
     
23,022
     
25,988
 
Occupancy, net
   
2,147
     
2,424
     
2,490
     
4,571
     
5,206
 
Data processing
   
2,042
     
1,916
     
2,003
     
3,958
     
3,936
 
Loan and collection
   
1,702
     
2,226
     
2,407
     
3,928
     
5,297
 
Vehicle service contract counterparty contingencies
   
3,127
     
127
     
326
     
3,254
     
797
 
Furniture, fixtures and equipment
   
1,088
     
1,032
     
1,211
     
2,120
     
2,407
 
Communications
   
730
     
780
     
922
     
1,510
     
1,895
 
Legal and professional
   
664
     
692
     
1,268
     
1,356
     
2,165
 
FDIC deposit insurance
   
711
     
630
     
816
     
1,341
     
1,673
 
Advertising
   
659
     
570
     
639
     
1,229
     
1,195
 
Provision for loss reimbursement on sold loans
   
356
     
663
     
126
     
1,019
     
558
 
Net losses on other real estate and repossessed assets
   
320
     
652
     
633
     
972
     
1,620
 
Interchange expense
   
418
     
410
     
447
     
828
     
853
 
Credit card and bank service fees
   
331
     
334
     
624
     
665
     
1,275
 
Cost (recoveries) related to unfunded lending commitments
   
48
     
(19
)
   
(12
)
   
29
     
(59
)
Other
   
1,684
     
1,729
     
2,077
     
3,413
     
2,726
 
Total Non-interest Expense
   
27,742
     
25,473
     
29,483
     
53,215
     
57,532
 
Income Before Income Tax
   
6,899
     
5,842
     
4,333
     
12,741
     
7,837
 
Income tax expense (benefit)
   
(56,489
)
   
35
     
-
     
(56,454
)
   
-
 
Net Income
 
$
63,388
   
$
5,807
   
$
4,333
   
$
69,195
   
$
7,837
 
Preferred stock dividends and discount accretion
   
1,157
     
1,095
     
1,092
     
2,252
     
2,148
 
Net Income Applicable to Common Stock
 
$
62,231
   
$
4,712
   
$
3,241
   
$
66,943
   
$
5,689
 
 
8

INDEPENDENT BANK CORPORATION AND SUBSIDIARIES
Selected Financial Data

 
 
Three Months Ended
   
Six Months Ended
 
 
 
June 30,
   
March 31,
   
June 30,
   
June 30,
 
 
 
2013
   
2013
   
2012
   
2013
   
2012
 
 
 
(unaudited)
 
Per Common Share Data
 
   
   
   
   
 
Net Income Per Common Share (A)
 
   
   
   
   
 
Basic (B)
 
$
6.56
   
$
0.51
   
$
0.38
   
$
7.14
   
$
0.66
 
Diluted (C)
   
2.64
     
0.27
     
0.11
     
2.90
     
0.19
 
Cash dividends declared per common share
   
.00
     
0.00
     
.00
     
.00
     
.00
 
 
                                       
Selected Ratios (D)
                                       
As a Percent of Average Interest-Earning Assets
                                       
Interest income
   
4.65
%
   
4.77
%
   
4.69
%
   
4.71
%
   
4.77
%
Interest expense
   
0.49
     
0.52
     
0.63
     
0.51
     
0.65
 
Net interest income
   
4.16
     
4.25
     
4.06
     
4.20
     
4.12
 
Net Income to (A)
                                       
Average common shareholders' equity
   
388.31
%
   
34.76
%
   
47.96
%
   
226.29
%
   
45.34
%
Average assets
   
12.00
     
0.93
     
0.54
     
6.52
     
0.48
 
 
                                       
Average Shares
                                       
Basic (B)
   
9,480,454
     
9,266,072
     
8,607,382
     
9,373,855
     
8,570,482
 
Diluted (C)
   
24,031,142
     
21,831,316
     
40,798,694
     
23,896,728
     
40,737,967
 

(A) These amounts are calculated using net income applicable to common stock.  Dividends on convertible preferred stock are added back in the diluted per share calculation.

(B) Average shares of common stock for basic net income per common share include shares issued and outstanding during the period and participating share awards.

(C) Average shares of common stock for diluted net income per common share include shares to be issued upon conversion of convertible preferred stock, shares to be issued upon exercise of common stock warrants, shares to be issued upon exercise of stock options, restricted stock units and stock units for a deferred compensation plan for non-employee directors.

(D) Ratios have been annualized.
 
 
9