MB FINANCIAL INC /MD - FORM 8-K - EX-99 - EXHIBIT

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8-K - 8-K - MB FINANCIAL INC /MD	form8-kxer4q13.htm

EXHIBIT 99




				MB Financial, Inc.
				800 West Madison Street
				Chicago, Illinois 60607
				(888) 422-6562
				NASDAQ: MBFI

PRESS RELEASE

For Information at MB Financial, Inc. Contact:

Jill York - Vice President and Chief Financial Officer

E-Mail: jyork@mbfinancial.com

FOR IMMEDIATE RELEASE

MB FINANCIAL, INC. REPORTS 2013 ANNUAL NET INCOME OF $98.5 MILLION AND RETURN ON ASSETS OF 1.05%

CHICAGO, January 15, 2014 – MB Financial, Inc. (NASDAQ: MBFI), the holding company for MB Financial Bank, N.A., today announced 2013 fourth quarter net income of $23.9 million and 2013 annual net income of $98.5 million.

"We ended the year on a positive note, with robust commercial loan growth and strong core earnings," stated Mitchell Feiger, President and Chief Executive Officer of the Company. "Our return on assets increased to 1.05% in 2013 compared to 0.95% for the prior year, driven by significant increases in revenues from our fee businesses and low credit costs. We remain focused on executing our business strategy while planning our pending merger with Taylor Capital. We look forward to an exciting 2014."

Net income, net income available to common stockholders and fully diluted earnings per share were as follows (quarterly percentage changes are not annualized throughout the document):



	4Q13		3Q13		Change from 3Q13 to 4Q13		4Q12		Change from 4Q12 to 4Q13		2013		2012		Change from 2012 to 2013
(dollars in thousands, except per share data)
Net income	$	23,856	$	24,400	-2.2	%	$	24,012	-0.6	%	$	98,455	$	90,374	+8.9	%
Net income available to common stockholders	23,856		24,400		-2.2		24,012		-0.6		98,455		87,105		+13.0
Fully diluted earnings per share	0.43		0.44		-2.3		0.44		-2.3		1.79		1.60		+11.9

Results for the fourth and third quarters of 2013 reflected $724 thousand and $1.8 million, respectively, in legal and professional costs related to our pending merger with Taylor Capital Group, Inc., totaling $2.5 million for the year.

Key items include:

Overall Fee Income Increase Driven by our Key Fee Initiatives:



	4Q13		3Q13		Change from 3Q13 to 4Q13		4Q12			Change from 4Q12 to 4Q13		2013		2012		Change from 2012 to 2013
Core non-interest income:
Key fee initiatives:
Capital markets and international banking service fees	$	841	$	972	-13	%	$	2,386		-65	%	$	3,560	$	5,086	-30	%
Commercial deposit and treasury management fees	6,545		6,327		+3		6,095			+7		24,867		23,636		+5
Lease financing, net	15,808		14,070		+12		12,419			+27		61,243		36,382		+68
Trust and asset management fees	4,975		4,799		+4		4,623			+8		19,142		17,990		+6
Card fees	2,838		2,745		+3		2,505			+13		11,013		9,368		+18
Total key fee initiatives	31,007		28,913		+7		28,028			+11		119,825		92,462		+30

Other non-interest income	7,788		8,334		-7		10,373			-25		33,342		36,307		-8
Total core non-interest income	38,795		37,247		+4		38,401			+1		153,167		128,769		+19

Total non-core non-interest income	250		460		-46		(490		)	-151		1,227		424		+189

Total non-interest income	$	39,045	$	37,707	+4		$	37,911		+3		$	154,394	$	129,193	+20


•	Revenues from key fee initiatives increased 7% compared to the third quarter of 2013, primarily as a result of an increase in leasing revenues, and increased 11% compared to the fourth quarter of 2012, primarily as a result of an increase in leasing revenues partly offset by the decrease in capital markets and international banking fees.


◦	The increase in lease financing was driven by the addition of Celtic Leasing Corp. ("Celtic"), a leasing subsidiary we acquired in December 2012, which contributed $6.9 million in leasing revenues during the fourth quarter of 2013.


◦	Commercial deposit and treasury management fees increased primarily as a result of the addition of new treasury management services customers.


◦	Trust and asset management fees increased due to strong equity market performance and the addition of new clients.


◦	Capital markets and international banking service fees decreased due to lower swap, syndication, and merger and acquisition advisory revenues.


◦	Core non-interest income to total revenues ratio was 34.7% in the fourth quarter of 2013 compared to 33.5% in the prior quarter and 34.2% in the fourth quarter of 2012.


•	Revenues from key fee initiatives increased 30% during the year ended December 31, 2013 compared to the prior year.


◦	Net lease financing income increased as a result of leasing revenues attributable to the addition of Celtic ($25.9 million).


◦	Card fee income increased due to higher revenues on prepaid, debit and credit cards.


◦	Commercial deposit and treasury management fees increased primarily as a result of the addition of new treasury management services customers.


◦	Trust and asset management fees increased due to strong equity market performance and the addition of new clients.


◦	Capital markets and international banking service fees decreased due to lower swap, syndication, and merger and acquisition advisory revenues.


◦	Core non-interest income to total revenues ratio was 34.4% for the year ended December 31, 2013 compared to 29.4% for the prior year.

Net Interest Margin Decreased from Prior Quarter:

•

Our fully taxable equivalent net interest margin was 3.50% for the fourth quarter of 2013 compared to 3.66% for the prior quarter and 3.57% for the fourth quarter of 2012. Early in the fourth quarter of 2013, we entered into a $300.0 million short-term advance from the Federal Home Loan Bank of Chicago ("FHLB") at an annual interest rate of 0.17% for 80 days and held cash at the Federal Reserve to increase our balance sheet liquidity in preparation for an adverse market reaction to a potential Federal government shutdown. As a result, our average cash held at the Federal Reserve increased by approximately $254 million. While the increased liquidity did not materially impact net interest income, it did decrease our net interest margin for the quarter by approximately 10 basis points. This advance was repaid shortly after year end.


•	In addition to higher cash balances held during the fourth quarter, the decrease in net interest margin from the third quarter of 2013 was due to a decrease in yield on loans, partially offset by a lower cost of funds.


•	Net interest income decreased compared to the prior quarter as a result of a lower net interest margin. Compared to the fourth quarter of 2012, net interest income declined due to the lower yield on loans, partially offset by higher taxable securities yields and a lower cost of funds.

Loan Growth During the Quarter:


•	Gross loans, excluding covered loans, grew $163.6 million during the fourth quarter and $159.8 million during the year ended December 31, 2013 as follows (dollars in thousands):



	Change from 9/30/2013 to 12/31/2013					Change from 12/31/2012 to 12/31/2013
	Balance			Percent Growth		Balance			Percent Growth
Commercial related credits:
Commercial loans	$	112,368		+10	%	$	60,905		+5	%
Commercial loans collateralized by assignment of lease payments (lease loans)	25,374			+2		191,168			+15
Commercial real estate	9,332			+1		(114,132		)	-6
Construction real estate	5,107			+4		30,992			+28
Total commercial related credits	152,181			+3		168,933			+4
Consumer related	11,415			+1		(9,182		)	-1
Gross loans excluding covered loans	163,596			+3		159,751			+3
Covered loans	(37,777		)	-14		(214,130		)	-48
Total loans	$	125,819		+2		$	(54,379	)	-1

Non-Performing Assets and Potential Problem Loans Improved During the Quarter and Year; Net Credit Costs Remained Low:



	4Q13			3Q13			Change from 3Q13 to 4Q13		4Q12			Change from 4Q12 to 4Q13		2013			2012			Change from 2012 to 2013

Non-performing loans	$	106,561		$	102,452		+4.01	%	$	116,986		-8.91	%	$	106,561		$	116,986		-8.91	%
OREO	23,289			31,356			-25.73		36,977			-37.02		23,289			36,977			-37.02
Non-performing assets	130,690			134,669			-2.95		154,736			-15.54		130,690			154,736			-15.54
Potential problem loans ⁽¹⁾	79,589			96,405			-17.44		111,553			-28.65		79,589			111,553			-28.65
Non-performing loans to total loans	1.87		%	1.83		%	+0.04		2.03		%	-0.16		1.87		%	2.03		%	-0.16
Non-performing assets to total assets	1.36			1.45			-0.09		1.62			-0.26		1.36			1.62			-0.26
Net loan charge-offs (recoveries) to average loans - annualized	0.23			0.18			+0.05		(0.17		)	+0.40		0.16			(0.02		)	+0.18

Credit costs:
Provision for credit losses	$	(3,000	)	$	(3,304	)			$	1,000				$	(5,804	)	$	(8,900	)
Net (gain) loss recognized on other real estate owned	(634		)	791					1,626					(1,528		)	17,594
Net credit costs	$	(3,634	)	$	(2,513	)			$	2,626				$	(7,332	)	$	8,694

⁽¹⁾ We define potential problem loans as loans rated substandard that do not meet the definition of a non-performing loan.

Provision for credit losses was negative during the quarter due to the improvement in potential problem loans, improved loss history and recoveries.

Continued Healthy Return on Assets During the Quarter and for the Year Ended December 31, 2013:



	4Q13		3Q13		Change from 3Q13 to 4Q13		4Q12		Change from 4Q12 to 4Q13		2013		2012		Change from 2012 to 2013
Annualized return on average assets	0.99	%	1.05	%	-0.06	%	1.01	%	-0.02	%	1.05	%	0.95	%	+0.10	%
Annualized return on average common equity	7.19		7.46		-0.27		7.55		-0.36		7.59	%	7.05	%	+0.54
Annualized cash return on average tangible common equity	11.23		11.74		-0.51		11.47		-0.24		11.94	%	10.87	%	+1.07

Taylor Capital Group, Inc. Pending Merger Update:


•	Regulatory applications have been filed with the Federal Reserve and OCC.


•	Form S-4 registration statement was declared effective by the SEC.


•	Transition and integration planning is progressing as expected.


•	Merger-related costs of approximately $724 thousand and $2.5 million were included in the fourth quarter and year ended December 31, 2013 statements of income primarily related to legal and consulting expenses.

RESULTS OF OPERATIONS

Fourth Quarter and Annual Results

Net Interest Income

Net interest income on a fully tax equivalent basis for the fourth quarter of 2013 decreased $895 thousand from the third quarter of 2013 due to a decrease in our net interest margin. Our net interest margin on a fully tax equivalent basis for the fourth quarter of 2013 decreased 16 basis points compared to the third quarter of 2013, primarily due to higher cash balances held during the fourth quarter of 2013 as well as a decrease in yields on loans, partially offset by a lower cost of funds. Early in the fourth quarter of 2013, we entered into a $300.0 million short-term FHLB advance at a rate of 0.17% and held cash at the Federal Reserve to increase our balance sheet liquidity in preparation for an adverse market reaction to a potential Federal government shutdown. While the increased liquidity did not materially impact net interest income, it did decrease our net interest margin for the quarter by approximately 10 basis points.

Net interest income on a fully tax equivalent basis decreased $958 thousand from the fourth quarter of 2012 due to the lower yield on loans, partially offset by higher taxable securities yields and a lower cost of funds.

Net interest income on a fully tax equivalent basis decreased $18.2 million for the year ended December 31, 2013 compared to the year ended December 31, 2012. The decrease from the year ended December 31, 2012 was due to lower average earning asset balances (primarily as a result of a decrease in covered loans) as well as a decline in net interest margin. Our net interest margin, on a fully tax equivalent basis, declined to 3.59% for the year ended December 31, 2013 compared to 3.73% for the year ended December 31, 2012. The decrease in the margin during 2013 was primarily due to a decrease in yields on loans and investment securities, partially offset by a lower cost of funds.

See the supplemental net interest margin tables for further detail.

Non-interest Income (dollars in thousands):



														Year Ended
														December 31,
	4Q13			3Q13		2Q13		1Q13			4Q12			2013			2012
Core non-interest income:
Key fee initiatives:
Capital markets and international banking service fees	$	841		$	972	$	939	$	808		$	2,386		$	3,560		$	5,086
Commercial deposit and treasury management fees	6,545			6,327		6,029		5,966			6,095			24,867			23,636
Lease financing, net	15,808			14,070		15,102		16,263			12,419			61,243			36,382
Trust and asset management fees	4,975			4,799		4,874		4,494			4,623			19,142			17,990
Card fees	2,838			2,745		2,735		2,695			2,505			11,013			9,368
Total key fee initiatives	31,007			28,913		29,679		30,226			28,028			119,825			92,462

Loan service fees	1,214			1,427		1,911		1,011			2,436			5,563			5,845
Consumer and other deposit service fees	3,481			3,648		3,593		3,246			3,655			13,968			14,428
Brokerage fees	1,227			1,289		1,234		1,157			1,088			4,907			4,792
Increase in cash surrender value of life insurance	848			851		842		844			893			3,385			3,570
Accretion of FDIC indemnification asset	35			64		100		143			154			342			1,055
Net gain on sale of loans	342			177		506		639			822			1,664			2,325
Other operating income	641			878		1,039		955			1,325			3,513			4,292
Total core non-interest income	38,795			37,247		38,904		38,221			38,401			153,167			128,769

Non-core non-interest income: (1)
Net (loss) gain on investment securities	(15		)	1		14		(1		)	311			(1		)	555
Net loss on sale of other assets	(323		)	—		—		—			(905		)	(323		)	(942		)
Increase in market value of assets held in trust for deferred compensation (A)	588			459		21		483			104			1,551			811
Total non-core non-interest income	250			460		35		482			(490		)	1,227			424

Total non-interest income	$	39,045		$	37,707	$	38,939	$	38,703		$	37,911		$	154,394		$	129,193


(1)	Letter denotes the corresponding line item where this non-core non-interest income item resides in the consolidated statements of income as follows: A – Other operating income.

Core non-interest income for the fourth quarter of 2013 increased approximately 4% from the third quarter of 2013.


•	Net lease financing revenue increased during the fourth quarter primarily due to an increase in leasing revenue as a result of new lease originations. Leasing revenues can fluctuate from quarter to quarter.


•	Commercial deposit and treasury management fees increased as a result of the addition of new treasury management services customers.


•	Trust and asset management fees increased due to strong equity market performance and the addition of new clients.


•	Capital markets and international banking service fees decreased due to lower swap, syndication, and merger and acquisition advisory revenues.

Core non-interest income for the year ended December 31, 2013 increased approximately 19% compared to the year ended December 31, 2012.


•	Net lease financing income increased as a result of leasing revenues attributable to the addition of Celtic ($25.9 million).


•	Card fee income increased due to higher revenues on prepaid, debit and credit cards.


•	Commercial deposit and treasury management fees increased as a result of the addition of new treasury management services customers.


•	Trust and asset management fees increased due to strong equity market performance and the addition of new clients.


•	Capital markets and international banking service fees decreased due to lower swap, syndication, and merger and acquisition advisory revenues.

Non-interest Expense (dollars in thousands):



														Year Ended
														December 31,
	4Q13			3Q13		2Q13			1Q13		4Q12			2013			2012
Core non-interest expense:
Salaries and employee benefits	$	44,929		$	44,459	$	43,888		$	43,031	$	42,934		$	176,307		$	164,885
Occupancy and equipment expense	9,269			8,797		9,408			9,404		8,774			36,878			35,806
Computer services and telecommunication expense	5,509			4,870		4,617			3,887		4,160			18,883			15,499
Advertising and marketing expense	2,081			1,917		2,167			2,103		2,335			8,268			8,183
Professional and legal expense	2,340			1,408		1,353			1,295		1,640			6,396			6,110
Other intangible amortization expense	1,489			1,513		1,538			1,544		1,251			6,084			5,010
Other real estate expense, net	175			240		193			139		449			747			2,990
Other operating expenses	10,171			10,052		9,083			9,213		8,027			38,519			32,270
Total core non-interest expense	75,963			73,256		72,247			70,616		69,570			292,082			270,753

Non-core non-interest expense: ⁽¹⁾
Merger-related expenses (A)	724			1,759		—			—		—			2,483			—
Branch impairment charges	—			—		—			—		1,432			—			2,190
Net (gain) loss recognized on other real estate owned (B)	(831		)	754		(2,130		)	319		1,848			(1,888		)	14,503
Net (gain) loss recognized on other real estate owned related to FDIC transactions (B)	197			37		115			11		(222		)	360			3,091
Prepayment fees on interest bearing liabilities	—			—		—			—		—			—			12,682
Increase in market value of assets held in trust for deferred compensation (C)	588			459		21			483		104			1,551			811
Total non-core non-interest expense	678			3,009		(1,994		)	813		3,162			2,506			33,277

Total non-interest expense	$	76,641		$	76,265	$	70,253		$	71,429	$	72,732		$	294,588		$	304,030


⁽¹⁾	Letters denote the corresponding line items where these non-core non-interest expense items reside in the consolidated statements of income as follows: A – Professional and legal and other operating expenses, B – Net (gain) loss recognized on other real estate owned, C – Salaries and employee benefits.

Core non-interest expense increased by $2.7 million, or approximately 4%, from the third quarter to the fourth quarter of 2013.


•	Professional and legal expense increased primarily due to increased consulting and legal costs.


•	Computer services and telecommunication expenses increased due primarily to an increase in spending on IT security, data warehouse, investments in our key fee initiatives, as well as higher transaction volumes in leasing, treasury management and card areas.


•	Occupancy and equipment expense increased due to greater computer equipment depreciation, snow removal and real estate tax expenses.

Core non-interest expense increased by $21.3 million, or approximately 8%, from the year ended December 31, 2012 to the year ended December 31, 2013.


•	Salaries and employee benefits increased primarily due to the impact of Celtic (approximately $11 million).


•	Other operating expenses were higher in 2013 as a result of an increase in the clawback liability related to our loss share agreements with the FDIC.


•	Computer services and telecommunication expenses increased due primarily to an increase in spending on IT security, data warehouse, investments in our key fee initiatives, as well as higher transaction volumes in leasing, treasury management and card areas.


•	Other intangible amortization expense increased due to the impact of Celtic.


•	Other real estate expense decreased due to a reduced OREO inventory in 2013.

Non-core non-interest expense for the fourth quarter of 2013 decreased from the preceding quarter primarily due to lower merger-related expenses and net gains recognized on other real estate owned. Non-core non-interest expense for the year ended December 31, 2013 was lower primarily due to net gains recognized on other real estate owned. In addition, non-core non-interest expense for the year ended December 31, 2012 was impacted by $12.7 million in prepayment fees related to the early redemption of interest bearing liabilities.

LOAN PORTFOLIO

The following table sets forth the composition of the loan portfolio (excluding loans held for sale) as of the dates indicated (dollars in thousands):



	12/31/2013				9/30/2013				6/30/2013				3/31/2013				12/31/2012
	Amount		% of Total		Amount		% of Total		Amount		% of Total		Amount		% of Total		Amount		% of Total
Commercial related credits:
Commercial loans	$	1,281,377	22	%	$	1,169,009	21	%	$	1,198,862	22	%	$	1,207,638	21	%	$	1,220,472	21	%
Commercial loans collateralized by assignment of lease payments (lease loans)	1,494,188		26		1,468,814		26		1,422,901		25		1,347,666		24		1,303,020		23
Commercial real estate	1,647,700		29		1,638,368		29		1,710,964		30		1,743,329		30		1,761,832		30
Construction real estate	141,253		3		136,146		2		121,420		2		101,581		2		110,261		2
Total commercial related credits	4,564,518		80		4,412,337		78		4,454,147		79		4,400,214		77		4,395,585		76
Other loans:
Residential real estate	314,440		5		311,256		6		305,710		5		312,804		5		314,359		5
Indirect vehicle	262,632		5		257,740		5		242,964		5		220,739		4		208,633		4
Home equity	268,289		5		274,484		5		281,334		5		291,190		5		305,186		5
Consumer loans	66,952		1		57,418		1		75,476		1		81,932		2		93,317		2
Total other loans	912,313		16		900,898		17		905,484		16		906,665		16		921,495		16
Gross loans excluding covered loans	5,476,831		96		5,313,235		95		5,359,631		95		5,306,879		93		5,317,080		92
Covered loans (1)	235,720		4		273,497		5		308,556		5		400,789		7		449,850		8
Total loans	$	5,712,551	100	%	$	5,586,732	100	%	$	5,668,187	100	%	$	5,707,668	100	%	$	5,766,930	100	%


(1)	Covered loans refer to loans we acquired in FDIC-assisted transactions that are subject to loss-sharing agreements with the FDIC.

Our loan balances, excluding covered loans, grew $163.6 million (+3%) during the fourth quarter of 2013 and $159.8 million (+3%) during the year ended December 31, 2013. Much of the growth in commercial loan balances occurred near the end of the fourth quarter.

ASSET QUALITY

The following table presents a summary of classified assets (excluding loans held for sale, credit-impaired loans and OREO that were acquired as part of our FDIC-assisted transactions) as of the dates indicated (dollars in thousands):



	12/31/2013			9/30/2013			6/30/2013			3/31/2013			12/31/2012
Non-performing loans:
Non-accrual loans (1)	$	106,115		$	102,042		$	112,926		$	108,765		$	115,387
Loans 90 days or more past due, still accruing interest	446			410			2,322			5,193			1,599
Total non-performing loans	106,561			102,452			115,248			113,958			116,986
OREO	23,289			31,356			32,993			31,462			36,977
Repossessed assets	840			861			749			757			773
Total non-performing assets	130,690			134,669			148,990			146,177			154,736
Potential problem loans (2)	79,589			96,405			131,746			115,451			111,553
Total classified assets	$	210,279		$	231,074		$	280,736		$	261,628		$	266,289

Total allowance for loan losses	$	111,746		$	118,031		$	123,685		$	121,802		$	124,204
Accruing restructured loans (3)	29,430			29,911			28,270			21,630			21,256
Total non-performing loans to total loans	1.87		%	1.83		%	2.03		%	2.00		%	2.03		%
Total non-performing assets to total assets	1.36			1.45			1.59			1.56			1.62
Allowance for loan losses to non-performing loans	104.87			115.21			107.32			106.88			106.17


(1)	Includes $25.0 million, $22.3 million, $20.9 million, $26.3 million and $28.4 million of restructured loans on non-accrual status at December 31, 2013, September 30, 2013, June 30, 2013, March 31, 2013, and December 31, 2012, respectively.


(2)	We define potential problem loans as loans rated substandard that do not meet the definition of a non-performing loan. Potential problem loans carry a higher probability of default and require additional attention by management.


(3)	Accruing restructured loans consists primarily of residential real estate and home equity loans that have been modified and are performing in accordance with those modified terms as of the dates indicated. The increase in accruing restructured loans in the second quarter of 2013 was primarily a result of non-accrual loans upgraded to accrual status due to continued performance.

The following table presents data related to non-performing loans by category (excluding loans held for sale and credit-impaired loans that were acquired as part of our FDIC-assisted transactions) as of the dates indicated (dollars in thousands):



	12/31/2013		9/30/2013		6/30/2013		3/31/2013		12/31/2012
Commercial and lease	$	22,348	$	22,293	$	25,968	$	22,247	$	25,517
Commercial real estate	58,292		54,276		62,335		57,604		59,508
Construction real estate	475		496		519		1,025		1,028
Consumer related	25,446		25,387		26,426		33,082		30,933
Total non-performing loans	$	106,561	$	102,452	$	115,248	$	113,958	$	116,986

The following table represents a summary of OREO (excluding OREO related to assets acquired in FDIC-assisted transactions) as of the dates indicated (dollars in thousands):



	12/31/2013			9/30/2013			6/30/2013			3/31/2013			12/31/2012
Balance at the beginning of quarter	$	31,356		$	32,993		$	31,462		$	36,977		$	42,427
Transfers in at fair value less estimated costs to sell	104			1,846			3,503			711			1,811
Capitalized OREO costs	21			45			8			—			505
Fair value adjustments	(176		)	(741		)	1,170			(349		)	(1,982		)
Net gains (losses) on sales of OREO	1,007			(13		)	960			30			134
Cash received upon disposition	(9,023		)	(2,774		)	(4,110		)	(5,907		)	(5,918		)
Balance at the end of quarter	$	23,289		$	31,356		$	32,993		$	31,462		$	36,977

Below is a reconciliation of the activity in our allowance for credit and loan losses for the periods indicated (dollars in thousands):



																Year Ended
																December 31,
	4Q13			3Q13			2Q13			1Q13			4Q12			2013			2012
Allowance for credit losses, balance at the beginning of period	$	119,725		$	125,497		$	124,733		$	128,279		$	124,926		$	128,279		$	135,975
Provision for credit losses	(3,000		)	(3,304		)	500			—			1,000			(5,804		)	(8,900		)
Charge-offs:
Commercial loans	676			1,686			433			911			343			3,706			2,408
Commercial loans collateralized by assignment of lease payments (lease loans)	—			—			—			—			1			—			1,721
Commercial real estate loans	2,386			1,236			1,978			1,917			2,965			7,517			11,377
Construction real estate	125			26			747			82			56			980			4,007
Residential real estate	722			713			399			962			1,068			2,796			2,944
Home equity	1,145			437			1,323			787			1,394			3,692			4,551
Indirect vehicle	981			572			629			729			623			2,911			2,259
Consumer loans	572			485			451			565			485			2,073			1,349
Total charge-offs	6,607			5,155			5,960			5,953			6,935			23,675			30,616
Recoveries:
Commercial loans	1,348			579			777			452			745			3,156			3,475
Commercial loans collateralized by assignment of lease payments (lease loans)	—			—			987			144			6,260			1,131			6,720
Commercial real estate loans	672			966			3,647			740			871			6,025			16,987
Construction real estate	789			420			131			276			561			1,616			2,019
Residential real estate	18			48			199			214			271			479			501
Home equity	152			228			100			114			248			594			671
Indirect vehicle	300			372			324			415			261			1,411			1,096
Consumer loans	65			74			59			52			71			250			351
Total recoveries	3,344			2,687			6,224			2,407			9,288			14,662			31,820
Total net charge-offs (recoveries)	3,263			2,468			(264		)	3,546			(2,353		)	9,013			(1,204		)
Allowance for credit losses, balance at the end of the period	113,462			119,725			125,497			124,733			128,279			113,462			128,279
Allowance for unfunded credit commitments	(1,716		)	(1,694		)	(1,812		)	(2,931		)	(4,075		)	(1,716		)	(4,075		)
Allowance for loan losses, balance at the end of the period	$	111,746		$	118,031		$	123,685		$	121,802		$	124,204		$	111,746		$	124,204

Total loans, at end of period, excluding loans held for sale	$	5,712,551		$	5,586,732		$	5,668,187		$	5,707,668		$	5,766,930		$	5,712,551		$	5,766,930
Average loans, excluding loans held for sale	5,575,759			5,555,036			5,628,415			5,668,359			5,604,837			5,605,740			5,687,052
Ratio of allowance for loan losses to total loans at end of period, excluding loans held for sale	1.96		%	2.11		%	2.18		%	2.13		%	2.15		%	1.96		%	2.15		%
Net loan charge-offs (recoveries) to average loans, excluding loans held for sale (annualized)	0.23			0.18			(0.02		)	0.25			(0.17		)	0.16			(0.02		)

The following table presents the three elements of our allowance for loan losses (dollars in thousands):



	12/31/2013		9/30/2013		6/30/2013		3/31/2013		12/31/2012
Commercial related loans:
General reserve	$	78,270	$	87,112	$	87,836	$	92,433	$	91,745
Specific reserve	12,834		12,378		16,679		12,137		13,231
Consumer related reserve	20,642		18,541		19,170		17,232		19,228
Total allowance for loan losses	$	111,746	$	118,031	$	123,685	$	121,802	$	124,204

Although management believes that adequate loan loss allowances have been established, actual losses are dependent upon future events and, as such, further additions to the level of loan loss allowances may become necessary.

INVESTMENT SECURITIES

The following table sets forth, by type, the fair value and amortized cost of our investment securities, excluding FHLB and FRB stock, as well as the unrealized gain of our investment securities available for sale (dollars in thousands):



	12/31/2013			9/30/2013			6/30/2013			3/31/2013		12/31/2012
Securities available for sale:
Fair value
Government sponsored agencies and enterprises	$	52,068		$	52,527		$	33,935		$	40,949	$	41,315
States and political subdivisions	19,143			19,312			684,710			719,761		725,019
Mortgage-backed securities	754,174			744,722			701,201			842,605		993,328
Corporate bonds	283,070			263,021			215,256			197,675		96,674
Equity securities	10,457			10,541			10,570			11,179		11,835
Total fair value	$	1,118,912		$	1,090,123		$	1,645,672		$	1,812,169	$	1,868,171

Amortized cost
Government sponsored agencies and enterprises	$	50,486		$	50,678		$	32,050		$	38,478	$	38,605
States and political subdivisions	19,398			19,461			669,791			680,978		679,991
Mortgage-backed securities	747,306			736,070			690,681			827,384		981,513
Corporate bonds	284,083			265,293			219,362			197,162		97,014
Equity securities	10,649			10,574			10,560			10,820		11,398
Total amortized cost	$	1,111,922		$	1,082,076		$	1,622,444		$	1,754,822	$	1,808,521

Unrealized gain
Government sponsored agencies and enterprises	$	1,582		$	1,849		$	1,885		$	2,471	$	2,710
States and political subdivisions	(255		)	(149		)	14,919			38,783		45,028
Mortgage-backed securities	6,868			8,652			10,520			15,221		11,815
Corporate bonds	(1,013		)	(2,272		)	(4,106		)	513		(340		)
Equity securities	(192		)	(33		)	10			359		437
Total unrealized gain	$	6,990		$	8,047		$	23,228		$	57,347	$	59,650

Securities held to maturity, at cost:
States and political subdivisions	$	932,955		$	941,273		$	282,655		$	262,310	$	237,563
Mortgage-backed securities	249,578			252,271			253,779			255,475		255,858
Total amortized cost	$	1,182,533		$	1,193,544		$	536,434		$	517,785	$	493,421

Securities of states and political subdivisions with an approximate fair value of $656.6 million were transferred from available for sale to held to maturity during the third quarter of 2013, which is the new cost basis.

We do not have any meaningful direct or indirect holdings of subprime residential mortgage loans, home equity lines of credit, or any Fannie Mae or Freddie Mac preferred or common equity securities in our investment securities portfolio. Additionally, more than 99% of our mortgage-backed securities are agency guaranteed.

DEPOSIT MIX

The following table shows the composition of deposits as of the dates indicated (dollars in thousands):



	12/31/2013				9/30/2013				6/30/2013				3/31/2013				12/31/2012
	Amount		% of Total		Amount		% of Total		Amount		% of Total		Amount		% of Total		Amount		% of Total
Low cost deposits:
Noninterest bearing deposits	$	2,375,863	32	%	$	2,269,367	31	%	$	2,230,384	30	%	$	2,067,310	28	%	$	2,164,547	29	%
Money market and NOW accounts	2,682,419		36		2,680,127		37		2,718,989		37		2,778,916		37		2,747,273		36
Savings accounts	855,394		12		843,671		12		845,742		11		833,251		11		811,333		11
Total low cost deposits	5,913,676		80		5,793,165		80		5,795,115		78		5,679,477		76		5,723,153		76
Certificates of deposit:
Certificates of deposit	1,243,433		17		1,266,989		17		1,357,777		18		1,478,039		20		1,525,366		20
Brokered deposit accounts	224,150		3		238,532		3		292,504		4		294,390		4		294,178		4
Total certificates of deposit	1,467,583		20		1,505,521		20		1,650,281		22		1,772,429		24		1,819,544		24

Total deposits	$	7,381,259	100	%	$	7,298,686	100	%	$	7,445,396	100	%	$	7,451,906	100	%	$	7,542,697	100	%

Low cost deposits increased by $120.5 million (+2%) and $190.5 million (+3%) compared to September 30, 2013 and December 31, 2012, respectively, driven by the growth in noninterest bearing deposits. Noninterest bearing deposits grew by $106.5 million (+5%) and $211.3 million (+10%) compared to September 30, 2013 and December 31, 2012, respectively.

CAPITAL

Tangible book value per common share increased to $16.16 at December 31, 2013 compared to $15.21 a year ago primarily due to retained net income. Our regulatory capital ratios remain strong. MB Financial Bank, N.A. was categorized as “well capitalized” at December 31, 2013 under the Prompt Corrective Action (“PCA”) provisions.

FORWARD-LOOKING STATEMENTS

When used in this press release and in reports filed with or furnished to the Securities and Exchange Commission, in other press releases or other public stockholder communications, or in oral statements made with the approval of an authorized executive officer, the words or phrases “believe,” “will,” “should,” “will likely result,” “are expected to,” “will continue” “is anticipated,” “estimate,” “project,” “plans,” or similar expressions are intended to identify “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date made. These statements may relate to our future financial performance, strategic plans or objectives, revenues or earnings projections, or other financial items. By their nature, these statements are subject to numerous uncertainties that could cause actual results to differ materially from those anticipated in the statements.

Important factors that could cause actual results to differ materially from the results anticipated or projected include, but are not limited to, the following: (1) expected revenues, cost savings, synergies and other benefits from the pending Taylor Capital merger and our other merger and acquisition activities might not be realized within the anticipated time frames or at all, and costs or difficulties relating to integration matters, including but not limited to, customer and employee retention, might be greater than expected; (2) the possibility that the requisite stockholder and regulatory approvals for the pending Taylor Capital merger might not be obtained; (3) the credit risks of lending activities, including changes in the level and direction of loan delinquencies and write-offs and changes in estimates of the adequacy of the allowance for loan losses, which could necessitate additional provisions for loan losses; (4) results of examinations by the Office of Comptroller of Currency, the Board of Governors of the Federal Reserve System and other regulatory authorities, including the possibility that any such regulatory authority may, among other things, require us to increase our allowance for loan losses or write-down assets; (5) competitive pressures among depository institutions; (6) interest rate movements and their impact on customer behavior and net interest margin; (7) the impact of repricing and competitors’ pricing initiatives on loan and deposit products; (8) fluctuations in real estate values; (9) the ability to adapt successfully to technological changes to meet customers’ needs and developments in the market place; (10) our ability to realize the residual values of our direct finance, leveraged, and operating leases; (11) our ability to access cost-effective funding; (12) changes in financial markets; (13) changes in economic conditions in general and in the Chicago metropolitan area in particular; (14) the costs, effects and outcomes of litigation; (15) new legislation or regulatory changes, including but not limited to, the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the "Dodd-Frank Act") and regulations adopted thereunder, changes in capital requirements pursuant to the Dodd-Frank Act and the implementation of the Basel III capital standards, other governmental initiatives affecting the financial services industry and changes in federal and/or state tax laws or interpretations thereof by taxing authorities; (16) changes in accounting principles, policies or guidelines; (17) our future acquisitions of other depository institutions or lines of business; and (18) future goodwill impairment due to changes in our business, changes in market conditions or other factors.

We do not undertake any obligation to update any forward-looking statement to reflect circumstances or events that occur after the date on which the forward-looking statement is made.

ADDITIONAL INFORMATION

In connection with the proposed merger between MB Financial and Taylor Capital, MB Financial has filed a registration statement on Form S-4 with the Securities and Exchange Commission (the “SEC”), which was declared effective by the SEC on January 14, 2014. The registration statement includes a joint proxy statement of MB Financial and Taylor Capital that also constitutes a prospectus of MB Financial, which will be sent to the stockholders of MB Financial and Taylor Capital. Stockholders are advised to read the joint proxy statement/prospectus regarding the proposed merger and any other relevant documents filed with the SEC, as well as any amendments or supplements to those documents, because they contain, or will contain, as the case may be, important information about MB Financial, Taylor Capital and the proposed transaction. Copies of all documents relating to the merger filed by MB Financial and Taylor Capital can be obtained free of charge from the SEC’s website at www.sec.gov. These documents also can be obtained free of charge by accessing MB Financial’s website at www.mbfinancial.com under the tab “Investor Relations” and then under “SEC Filings” or by accessing Taylor Capital’s website at www.taylorcapitalgroup.com under the tab “SEC Filings” and then under “Documents.” Alternatively, these documents can be obtained free of charge from MB Financial upon written request to MB Financial, Inc., Secretary, 6111 North River Road, Rosemont, Illinois 60018 or by calling (847) 653-1992, or from Taylor Capital, upon written request to Taylor Capital Group, Inc., Investor Relations, 9550 West Higgins Road, Rosemont, Illinois 60018 or by calling (847) 653-7978.

MB Financial, Taylor Capital and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from stockholders in connection with the proposed transaction under the rules of the SEC. Information about these participants may be found in the definitive proxy statement of MB Financial relating to its 2013 Annual Meeting of Stockholders filed with the SEC by MB Financial on April 12, 2013 and the definitive proxy statement of Taylor Capital relating to its 2013 Annual Meeting of Stockholders filed with the SEC on April 24, 2013. These definitive proxy statements can be obtained

free of charge from the sources indicated above. Additional information regarding the interests of these participants can be found in the joint proxy statement/prospectus regarding the proposed transaction, copies of which may also be obtained free of charge from the sources indicated above.

TABLES TO FOLLOW

MB FINANCIAL, INC. & SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (Unaudited)

As of the dates indicated

(Dollars in thousands)



	12/31/2013			9/30/2013			6/30/2013			3/31/2013			12/31/2012
ASSETS
Cash and due from banks	$	205,193		$	215,017		$	152,302		$	131,146		$	176,010
Interest earning deposits with banks	268,266			41,700			280,618			108,885			111,533
Total cash and cash equivalents	473,459			256,717			432,920			240,031			287,543
Federal funds sold	42,950			47,500			7,500			—			—
Investment securities:
Securities available for sale, at fair value	1,118,912			1,090,123			1,645,672			1,812,169			1,868,171
Securities held to maturity, at amortized cost	1,182,533			1,193,544			536,434			517,785			493,421
Non-marketable securities - FHLB and FRB Stock	51,417			50,870			50,870			52,434			55,385
Total investment securities	2,352,862			2,334,537			2,232,976			2,382,388			2,416,977
Loans held for sale	629			1,120			2,528			3,030			7,492
Loans:
Total loans, excluding covered loans	5,476,831			5,313,235			5,359,631			5,306,879			5,317,080
Covered loans	235,720			273,497			308,556			400,789			449,850
Total loans	5,712,551			5,586,732			5,668,187			5,707,668			5,766,930
Less: Allowance for loan losses	111,746			118,031			123,685			121,802			124,204
Net loans	5,600,805			5,468,701			5,544,502			5,585,866			5,642,726
Lease investments, net	131,089			112,491			113,958			117,744			129,823
Premises and equipment, net	221,065			220,574			219,783			219,662			221,533
Cash surrender value of life insurance	130,181			129,332			130,565			129,723			128,879
Goodwill	423,369			423,369			423,369			423,369			423,369
Other intangibles	23,428			24,917			26,430			27,968			29,512
Other real estate owned, net	23,289			31,356			32,993			31,462			36,977
Other real estate owned related to FDIC transactions	20,472			24,792			19,014			20,011			22,478
FDIC indemnification asset	11,675			11,074			16,337			29,197			39,345
Other assets	186,154			171,138			166,784			175,379			185,151
Total assets	$	9,641,427		$	9,257,618		$	9,369,659		$	9,385,830		$	9,571,805
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Deposits:
Noninterest bearing	$	2,375,863		$	2,269,367		$	2,230,384		$	2,067,310		$	2,164,547
Interest bearing	5,005,396			5,029,319			5,215,012			5,384,596			5,378,150
Total deposits	7,381,259			7,298,686			7,445,396			7,451,906			7,542,697
Short-term borrowings	493,389			240,600			230,547			224,379			220,602
Long-term borrowings	62,159			62,428			62,786			64,019			116,050
Junior subordinated notes issued to capital trusts	152,065			152,065			152,065			152,065			152,065
Accrued expenses and other liabilities	225,873			194,371			182,784			198,658			264,621
Total liabilities	8,314,745			7,948,150			8,073,578			8,091,027			8,296,035
Stockholders' Equity
Common stock	551			551			550			550			550
Additional paid-in capital	738,053			736,294			736,281			734,057			732,771
Retained earnings	581,998			564,779			547,116			527,332			507,933
Accumulated other comprehensive income	8,383			9,918			14,231			34,928			36,326
Treasury stock	(3,747		)	(3,525		)	(3,558		)	(3,529		)	(3,293		)
Controlling interest stockholders' equity	1,325,238			1,308,017			1,294,620			1,293,338			1,274,287
Noncontrolling interest	1,444			1,451			1,461			1,465			1,483
Total stockholders' equity	1,326,682			1,309,468			1,296,081			1,294,803			1,275,770
Total liabilities and stockholders' equity	$	9,641,427		$	9,257,618		$	9,369,659		$	9,385,830		$	9,571,805

MB FINANCIAL, INC. & SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(Dollars in thousands, except per share data) (Unaudited)



																Year Ended
																December 31,
	4Q13			3Q13			2Q13			1Q13			4Q12			2013			2012
Interest income:
Loans	$	58,053		$	60,115		$	59,581		$	60,793		$	63,328		$	238,542		$	271,708
Investment securities:
Taxable	7,334			6,330			6,280			6,140			6,371			26,084			33,424
Nontaxable	8,166			8,175			8,163			8,060			7,687			32,564			29,311
Federal funds sold	6			7			2			—			—			15			—
Other interest earning accounts	270			193			92			135			228			690			867
Total interest income	73,829			74,820			74,118			75,128			77,614			297,895			335,310
Interest expense:
Deposits	3,966			4,433			5,132			5,709			6,066			19,240			30,258
Short-term borrowings	227			112			116			167			294			622			1,204
Long-term borrowings and junior subordinated notes	1,373			1,367			1,390			1,567			1,738			5,697			11,060
Total interest expense	5,566			5,912			6,638			7,443			8,098			25,559			42,522
Net interest income	68,263			68,908			67,480			67,685			69,516			272,336			292,788
Provision for credit losses	(3,000		)	(3,304		)	500			—			1,000			(5,804		)	(8,900		)
Net interest income after provision for credit losses	71,263			72,212			66,980			67,685			68,516			278,140			301,688
Non-interest income:
Capital markets and international banking service fees	841			972			939			808			2,386			3,560			5,086
Commercial deposit and treasury management fees	6,545			6,327			6,029			5,966			6,095			24,867			23,636
Lease financing, net	15,808			14,070			15,102			16,263			12,419			61,243			36,382
Trust and asset management fees	4,975			4,799			4,874			4,494			4,623			19,142			17,990
Card fees	2,838			2,745			2,735			2,695			2,505			11,013			9,368
Loan service fees	1,214			1,427			1,911			1,011			2,436			5,563			5,845
Consumer and other deposit service fees	3,481			3,648			3,593			3,246			3,655			13,968			14,428
Brokerage fees	1,227			1,289			1,234			1,157			1,088			4,907			4,792
Net (loss) gain on securities available for sale	(15		)	1			14			(1		)	311			(1		)	555
Increase in cash surrender value of life insurance	848			851			842			844			893			3,385			3,570
Net loss on sale of other assets	(323		)	—			—			—			(905		)	(323		)	(942		)
Accretion of FDIC indemnification asset	35			64			100			143			154			342			1,055
Net gain on sale of loans	342			177			506			639			822			1,664			2,325
Other operating income	1,229			1,337			1,060			1,438			1,429			5,064			5,103
Total non-interest income	39,045			37,707			38,939			38,703			37,911			154,394			129,193
Non-interest expense:
Salaries and employee benefits	45,517			44,918			43,909			43,514			43,038			177,858			165,696
Occupancy and equipment expense	9,269			8,797			9,408			9,404			8,774			36,878			35,806
Computer services and telecommunication expense	5,509			4,870			4,617			3,887			4,160			18,883			15,499
Advertising and marketing expense	2,085			1,917			2,167			2,103			2,335			8,272			8,183
Professional and legal expense	3,057			3,102			1,353			1,295			1,640			8,807			6,110
Other intangible amortization expense	1,489			1,513			1,538			1,544			1,251			6,084			5,010
Branch impairment charges	—			—			—			—			1,432			—			2,190
Net (gain) loss recognized on other real estate owned	(634		)	791			(2,015		)	330			1,626			(1,528		)	17,594
Other real estate expense, net	175			240			193			139			449			747			2,990
Prepayment fees on interest bearing liabilities	—			—			—			—			—			—			12,682
Other operating expenses	10,174			10,117			9,083			9,213			8,027			38,587			32,270
Total non-interest expense	76,641			76,265			70,253			71,429			72,732			294,588			304,030
Income before income taxes	33,667			33,654			35,666			34,959			33,695			137,946			126,851
Income tax expense	9,811			9,254			10,373			10,053			9,683			39,491			36,477
Net income	23,856			24,400			25,293			24,906			24,012			98,455			90,374
Dividends and discount accretion on preferred shares	—			—			—			—			—			—			3,269
Net income available to common stockholders	$	23,856		$	24,400		$	25,293		$	24,906		$	24,012		$	98,455		$	87,105



											Year Ended
											December 31,
	4Q13		3Q13		2Q13		1Q13		4Q12		2013		2012
Common share data:
Basic earnings per common share	$	0.44	$	0.45	$	0.46	$	0.46	$	0.44	$	1.81	$	1.61
Diluted earnings per common share	0.43		0.44		0.46		0.46		0.44		1.79		1.60
Weighted average common shares outstanding for basic earnings per common share	54,622,584		54,565,089		54,436,043		54,411,806		54,401,504		54,509,612		54,270,297
Weighted average common shares outstanding for diluted earnings per common share	55,237,160		55,130,653		54,868,075		54,736,644		54,597,737		54,993,865		54,505,976



Selected Financial Data:
																Year Ended
																December 31,
	4Q13			3Q13			2Q13			1Q13			4Q12			2013			2012
Performance Ratios:
Annualized return on average assets	0.99		%	1.05		%	1.09		%	1.07		%	1.01		%	1.05		%	0.95		%
Annualized return on average common equity	7.19			7.46			7.82			7.89			7.55			7.59			7.05
Annualized cash return on average tangible common equity⁽¹⁾	11.23			11.74			12.31			12.53			11.47			11.94			10.87
Net interest rate spread	3.37			3.52			3.46			3.44			3.41			3.45			3.55
Cost of funds⁽²⁾	0.27			0.30			0.34			0.38			0.40			0.32			0.52
Efficiency ratio⁽³⁾	67.12			65.11			64.26			63.10			61.16			64.90			60.99
Annualized net non-interest expense to average assets⁽⁴⁾	1.52			1.52			1.42			1.37			1.29			1.46			1.47
Core non-interest income to revenues ⁽⁵⁾	34.68			33.51			35.01			34.56			34.18			34.44			29.44
Net interest margin	3.23			3.37			3.33			3.32			3.31			3.31			3.49
Tax equivalent effect	0.27			0.29			0.28			0.27			0.26			0.28			0.24
Net interest margin - fully tax equivalent basis⁽⁶⁾	3.50			3.66			3.61			3.59			3.57			3.59			3.73
Asset Quality Ratios:
Non-performing loans⁽⁷⁾ to total loans	1.87		%	1.83		%	2.03		%	2.00		%	2.03		%	1.87		%	2.03		%
Non-performing assets⁽⁷⁾ to total assets	1.36			1.45			1.59			1.56			1.62			1.36			1.62
Allowance for loan losses to non-performing loans⁽⁷⁾	104.87			115.21			107.32			106.88			106.17			104.87			106.17
Allowance for loan losses to total loans	1.96			2.11			2.18			2.13			2.15			1.96			2.15
Net loan charge-offs (recoveries) to average loans (annualized)	0.23			0.18			(0.02		)	0.25			(0.17		)	0.16			(0.02		)
Capital Ratios:
Tangible equity to tangible assets⁽⁸⁾	9.65		%	9.87		%	9.58		%	9.54		%	9.13		%	9.65		%	9.13		%
Tangible common equity to risk weighted assets⁽⁹⁾	13.27			13.40			13.23			13.29			13.07			13.27			13.07
Book value per common share⁽¹⁰⁾	$	24.14		$	23.82		$	23.63		$	23.63		$	23.29		$	24.14		$	23.29
Less: goodwill and other intangible assets, net of benefit, per common share	7.98			7.99			8.03			8.06			8.08			7.98			8.08
Tangible book value per common share⁽¹¹⁾	$	16.16		$	15.83		$	15.60		$	15.57		$	15.21		$	16.16		$	15.21

Total capital (to risk-weighted assets)	16.53		%	16.70		%	16.48		%	16.22		%	16.62		%	16.53		%	16.62		%
Tier 1 capital (to risk-weighted assets)	15.28			15.44			15.22			14.96			14.73			15.28			14.73
Tier 1 capital (to average assets)	11.22			11.39			11.19			10.74			10.50			11.22			10.50
Tier 1 common capital (to risk-weighted assets)	13.07			13.17			12.94			12.66			12.42			13.07			12.42


(1)	Net cash flow available to common stockholders (net income available to common stockholders, plus other intangibles amortization expense, net of tax benefit) divided by average tangible equity (average equity less average goodwill and average other intangibles, net of tax benefit).


(2)	Equals total interest expense divided by the sum of average interest bearing liabilities and noninterest bearing deposits.


(3)	Equals total non-interest expense excluding non-core items divided by the sum of net interest income on a fully tax equivalent basis, total non-interest income less non-core items, and tax equivalent adjustment on the increase in cash surrender value of life insurance.


(4)	Equals total non-interest expense excluding non-core items less total non-interest income excluding non-core items, and including tax equivalent adjustment on the increase in cash surrender value of life insurance divided by average assets.


(5)	Equals total non-interest income excluding non-core items and tax equivalent adjustment on the increase in cash surrender value of life insurance divided by the sum of net interest income on a fully tax equivalent basis, total non-interest income less non-core items, and tax equivalent adjustment on the increase in cash surrender value of life insurance.


(6)	Represents net interest income on a fully tax equivalent basis assuming a 35% tax rate, as a percentage of average interest earning assets.


(7)	Non-performing loans excludes purchased credit-impaired loans and loans held for sale. Non-performing assets excludes purchased credit-impaired loans, loans held for sale, and other real estate owned related to FDIC transactions.


(8)	Equals total ending stockholders’ equity less goodwill and other intangibles, net of tax benefit, divided by total assets less goodwill and other intangibles, net of tax benefit.


(9)	Equals total ending common stockholders’ equity less goodwill and other intangibles, net of tax benefit, divided by total risk-weighted assets.


(10)	Equals total ending stockholders’ equity divided by common shares outstanding.


(11)	Equals total ending stockholders’ equity less goodwill and other intangibles, net of tax benefit, divided by common shares outstanding.

NON-GAAP FINANCIAL INFORMATION

This press release contains certain financial information determined by methods other than in accordance with accounting principles generally accepted in the United States of America (GAAP). These measures include core non-interest income, core non-interest income to revenues (with non-core items excluded from both core non-interest income and revenues), core non-interest expense, non-core non-interest income and non-core non-interest expense, net interest income on a fully tax equivalent basis, net interest margin on a fully tax equivalent basis, efficiency ratio and the ratio of annualized net non-interest expense to average assets with net gains and losses on investment securities, net losses on sale of other assets, and increase in market value of assets held in trust for deferred compensation excluded from the non-interest income components of these ratios, and net gains (losses) on other real estate owned, prepayment fees on interest bearing liabilities, impairment charges, merger-related expenses and increase in market value of assets held in trust for deferred compensation excluded from the non-interest expense components of these ratios, with tax equivalent adjustment for tax-exempt interest income and increase in cash surrender value of life insurance, as applicable; ratios of tangible equity to tangible assets, tangible common equity to risk-weighted assets and Tier 1 common capital to risk-weighted assets; tangible book value per common share; and annualized cash return on average tangible common equity. Our management uses these non-GAAP measures, together with the related GAAP measures, in its analysis of our performance and in making business decisions. Management also uses these measures for peer comparisons.

Management believes that core and non-core non-interest income and non-interest expense are useful in assessing our core operating performance and in understanding the primary drivers of our non-interest income and non-interest expense when comparing periods.

The tax equivalent adjustment to net interest income, net interest margin, tax-exempt interest income and increase in cash surrender value of life insurance recognizes the income tax savings when comparing taxable and tax-exempt assets and assumes a 35% tax rate. Management believes that it is a standard practice in the banking industry to present net interest income and net interest margin on a fully tax equivalent basis, and accordingly believes that providing these measures may be useful for peer comparison purposes. For the same reasons, management believes that the tax equivalent adjustments to tax-exempt interest income and increase in cash surrender value of life insurance are useful.

Management also believes that by excluding net gains and losses on investment securities, net losses on sale of other assets, and increase in market value of assets held in trust for deferred compensation from the non-interest income components, and excluding net gains and losses on other real estate owned, prepayment fees on interest bearing liabilities, impairment changes, merger-related expenses and increase in market value of assets held in trust for deferred compensation from the non-interest expense components, of the efficiency ratio and the ratio of annualized net non-interest expense to average assets, these ratios better reflect our core operating performance, as the excluded items do not pertain to our core business operations and their exclusion makes these ratios more meaningful when comparing our operating results from period to period.

In addition, management believes that presenting the ratio of Tier 1 common equity to risk-weighted assets is useful for assessing our capital strength and for peer comparison purposes. The other measures exclude the acquisition-related goodwill and other intangible assets, net of tax benefit, in determining tangible assets, tangible equity, tangible common equity and average tangible common equity and exclude other intangible amortization expense, net of tax benefit, in determining net cash flow available to common stockholders. Management believes the presentation of these other financial measures, excluding the impact of such items, provides useful supplemental information that is helpful in understanding our financial results, as they provide a method to assess management’s success in utilizing our tangible capital, as well as our capital strength. Management also believes that providing measures that exclude balances of acquisition-related goodwill and other intangible assets, which are subjective components of valuation, facilitates the comparison of our performance with the performance of our peers. In addition, management believes that these are standard financial measures used in the banking industry to evaluate performance.

The non-GAAP disclosures contained herein should not be viewed as substitutes for the results determined to be in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies.

A reconciliation of net interest margin on a fully tax equivalent basis to net interest margin is contained in the tables under “Net Interest Margin.” A reconciliation of tangible book value per common share to book value per common share is contained in the “Selected Financial Ratios” table. Reconciliations of core and non-core non-interest income and non-interest expense to non-interest income and non-interest expense are contained in the tables under “Results of Operations—Fourth Quarter and Annual Results.”

The following table presents a reconciliation of tangible equity to equity (dollars in thousands):



	12/31/2013		9/30/2013		6/30/2013		3/31/2013		12/31/2012
Stockholders' equity - as reported	$	1,326,682	$	1,309,468	$	1,296,081	$	1,294,803	$	1,275,770
Less: goodwill	423,369		423,369		423,369		423,369		423,369
Less: other intangible assets, net of tax benefit	15,228		16,196		17,180		18,179		19,183
Tangible equity	$	888,085	$	869,903	$	855,532	$	853,255	$	833,218

The following table presents a reconciliation of tangible assets to total assets (dollars in thousands):



	12/31/2013		9/30/2013		6/30/2013		3/31/2013		12/31/2012
Total assets - as reported	$	9,641,427	$	9,257,618	$	9,369,659	$	9,385,830	$	9,571,805
Less: goodwill	423,369		423,369		423,369		423,369		423,369
Less: other intangible assets, net of tax benefit	15,228		16,196		17,180		18,179		19,183
Tangible assets	$	9,202,830	$	8,818,053	$	8,929,110	$	8,944,282	$	9,129,253

The following table presents a reconciliation of average tangible common equity to average common stockholders’ equity (dollars in thousands):



											Year Ended
											December 31,
	4Q13		3Q13		2Q13		1Q13		4Q12		2013		2012
Average common stockholders' equity - as reported	$	1,315,804	$	1,297,498	$	1,297,364	$	1,280,921	$	1,264,772	$	1,297,991	$	1,235,780
Less: average goodwill	423,369		423,369		423,369		423,369		387,464		423,369		387,069
Less: average other intangible assets, net of tax benefit	15,647		16,620		17,605		18,611		16,238		17,111		17,465
Average tangible common equity	$	876,788	$	857,509	$	856,390	$	838,941	$	861,070	$	857,511	$	831,246

The following table presents a reconciliation of net cash flow available to common stockholders to net income available to common stockholders (dollars in thousands):



											Year Ended
											December 31,
	4Q13		3Q13		2Q13		1Q13		4Q12		2013		2012
Net income available to common stockholders - as reported	$	23,856	$	24,400	$	25,293	$	24,906	$	24,012	$	98,455	$	87,105
Add: other intangible amortization expense, net of tax benefit	968		983		1,000		1,004		813		3,955		3,257
Net cash flow available to common stockholders	$	24,824	$	25,383	$	26,293	$	25,910	$	24,825	$	102,410	$	90,362

The following table presents a reconciliation of Tier 1 common capital to Tier 1 capital (dollars in thousands):



	12/31/2013		9/30/2013		6/30/2013		3/31/2013		12/31/2012
Tier 1 capital - as reported	$	1,022,512	$	1,002,883	$	983,997	$	960,803	$	939,087
Less: qualifying trust preferred securities	147,500		147,500		147,500		147,500		147,500
Tier 1 common capital	$	875,012	$	855,383	$	836,497	$	813,303	$	791,587

Efficiency Ratio Calculation (Dollars in Thousands)



																Year Ended
																December 31,
	4Q13			3Q13			2Q13			1Q13			4Q12			2013			2012
Non-interest expense	$	76,641		$	76,265		$	70,253		$	71,429		$	72,732		$	294,588		$	304,030
Less net (gain) loss on other real estate owned	(634		)	791			(2,015		)	330			1,626			(1,528		)	17,594
Less merger-related expenses	724			1,759			—			—			—			2,483			—
Less prepayment fees on interest bearing liabilities	—			—			—			—			—			—			12,682
Less impairment charges	—			—			—			—			1,432			—			2,190
Less increase in market value of assets held in trust for deferred compensation	588			459			21			483			104			1,551			811
Non-interest expense - as adjusted	$	75,963		$	73,256		$	72,247		$	70,616		$	69,570		$	292,082		$	270,753

Net interest income	$	68,263		$	68,908		$	67,480		$	67,685		$	69,516		$	272,336		$	292,788
Tax equivalent adjustment	5,655			5,905			5,594			5,555			5,360			22,709			20,429
Net interest income on a fully tax equivalent basis	73,918			74,813			73,074			73,240			74,876			295,045			313,217
Plus non-interest income	39,045			37,707			38,939			38,703			37,911			154,394			129,193
Plus tax equivalent adjustment on the increase in cash surrender value of life insurance	457			458			454			454			481			1,823			1,922
Less net (loss) gain on investment securities	(15		)	1			14			(1		)	311			(1		)	555
Less net (loss) on sale of other assets	(323		)	—			—			—			(905		)	(323		)	(942		)
Less increase in market value of assets held in trust for deferred compensation	588			459			21			483			104			1,551			811
Net interest income plus non-interest income - as adjusted	$	113,170		$	112,518		$	112,432		$	111,915		$	113,758		$	450,035		$	443,908

Efficiency ratio	67.12		%	65.11		%	64.26		%	63.10		%	61.16		%	64.90		%	60.99		%
Efficiency ratio (without adjustments)	71.42		%	71.53		%	66.02		%	67.14		%	67.70		%	69.03		%	72.05		%

Annualized Net Non-interest Expense to Average Assets Calculation (Dollars in Thousands)



																Year Ended
																December 31,
	4Q13			3Q13			2Q13			1Q13			4Q12			2013			2012
Non-interest expense	$	76,641		$	76,265		$	70,253		$	71,429		$	72,732		$	294,588		$	304,030
Less net (gain) loss on other real estate owned	(634		)	791			(2,015		)	330			1,626			(1,528		)	17,594
Less merger-related expenses	724			1,759			—			—			—			2,483			—
Less prepayment fees on interest bearing liabilities	—			—			—			—			—			—			12,682
Less impairment charges	—			—			—			—			1,432			—			2,190
Less increase in market value of assets held in trust for deferred compensation	588			459			21			483			104			1,551			811
Non-interest expense - as adjusted	75,963			73,256			72,247			70,616			69,570			292,082			270,753

Non-interest income	39,045			37,707			38,939			38,703			37,911			154,394			129,193
Less net (loss) gain on investment securities	(15		)	1			14			(1		)	311			(1		)	555
Less net (loss) on sale of other assets	(323		)	—			—			—			(905		)	(323		)	(942		)
Less increase in market value of assets held in trust for deferred compensation	588			459			21			483			104			1,551			811
Non-interest income - as adjusted	38,795			37,247			38,904			38,221			38,401			153,167			128,769
Less tax equivalent adjustment on the increase in cash surrender value of life insurance	457			458			454			454			481			1,823			1,922
Net non-interest expense	$	36,711		$	35,551		$	32,889		$	31,941		$	30,688		$	137,092		$	140,062

Average assets	$	9,567,388		$	9,261,291		$	9,289,382		$	9,449,588		$	9,461,895		$	9,391,877		$	9,547,985

Annualized net non-interest expense to average assets	1.52		%	1.52		%	1.42		%	1.37		%	1.29		%	1.46		%	1.47		%

Annualized net non-interest expense to average assets (without adjustments)	1.56		%	1.65		%	1.35		%	1.40		%	1.46		%	1.49		%	1.83		%

Core Non-interest Income to Revenues Ratio Calculation (Dollars in Thousands)



																Year Ended
																December 31,
	4Q13			3Q13			2Q13			1Q13			4Q12			2013			2012
Non-interest income	$	39,045		$	37,707		$	38,939		$	38,703		$	37,911		$	154,394		$	129,193
Plus tax equivalent adjustment on the increase in cash surrender value of life insurance	457			458			454			454			481			1,823			1,922
Less net (loss) gain on investment securities	(15		)	1			14			(1		)	311			(1		)	555
Less net (loss) on sale of other assets	(323		)	—			—			—			(905		)	(323		)	(942		)
Less increase in market value of assets held in trust for deferred compensation	588			459			21			483			104			1,551			811
Non-interest income - as adjusted	$	39,252		$	37,705		$	39,358		$	38,675		$	38,882		$	154,990		$	130,691

Net interest income	$	68,263		$	68,908		$	67,480		$	67,685		$	69,516		$	272,336		$	292,788
Tax equivalent adjustment	5,655			5,905			5,594			5,555			5,360			22,709			20,429
Net interest income on a fully tax equivalent basis	73,918			74,813			73,074			73,240			74,876			295,045			313,217
Plus non-interest income	39,045			37,707			38,939			38,703			37,911			154,394			129,193
Plus tax equivalent adjustment on the increase in cash surrender value of life insurance	457			458			454			454			481			1,823			1,922
Less net (loss) gain on investment securities	(15		)	1			14			(1		)	311			(1		)	555
Less net (loss) on sale of other assets	(323		)	—			—			—			(905		)	(323		)	(942		)
Less increase in market value of assets held in trust for deferred compensation	588			459			21			483			104			1,551			811
Total revenue - as adjusted and on a fully tax equivalent basis	$	113,170		$	112,518		$	112,432		$	111,915		$	113,758		$	450,035		$	443,908

Total revenue - unadjusted	$	107,308		$	106,615		$	106,419		$	106,388		$	107,427		$	426,730		$	421,981

Core non-interest income to revenues ratio	34.68		%	33.51		%	35.01		%	34.56		%	34.18		%	34.44		%	29.44		%

Core non-interest income to revenues ratio (without adjustments)	36.39		%	35.37		%	36.59		%	36.38		%	35.29		%	36.18		%	30.62		%

NET INTEREST MARGIN

The following table presents, for the periods indicated, the total dollar amount of interest income from average interest earning assets and the resultant yields, as well as the interest expense on average interest bearing liabilities, and the resultant costs, expressed both in dollars and rates (dollars in thousands):



	4Q13						4Q12						3Q13
	Average Balance		Interest		Yield/ Rate		Average Balance		Interest		Yield/ Rate		Average Balance		Interest		Yield/ Rate
Interest Earning Assets:
Loans (1) (2) (3):
Commercial related credits
Commercial	$	1,167,924	$	12,080	4.05	%	$	1,117,323	12,711		4.45	%	$	1,166,887	$	12,263	4.11	%
Commercial loans collateralized by assignment of lease payments	1,468,257		14,087		3.84		1,204,431		12,797		4.25		1,429,169		13,726		3.84
Real estate commercial	1,630,540		17,908		4.30		1,766,332		21,636		4.79		1,654,311		19,995		4.73
Real estate construction	141,041		1,402		3.89		146,717		1,614		4.30		128,115		1,324		4.04
Total commercial related credits	4,407,762		45,477		4.04		4,234,803		48,758		4.51		4,378,482		47,308		4.23
Other loans
Real estate residential	315,303		3,018		3.83		312,189		3,417		4.38		307,555		2,961		3.85
Home equity	271,898		2,925		4.27		308,854		3,336		4.30		277,122		2,993		4.28
Indirect	260,918		3,455		5.25		207,429		3,061		5.87		250,003		3,365		5.34
Consumer loans	60,054		629		4.16		69,554		623		3.56		61,950		599		3.84
Total other loans	908,173		10,027		4.38		898,026		10,437		4.62		896,630		9,918		4.39
Total loans, excluding covered loans	5,315,935		55,504		4.14		5,132,829		59,195		4.59		5,275,112		57,226		4.30
Covered loans	258,094		3,808		5.85		479,011		5,354		4.45		281,896		4,391		6.18
Total loans	5,574,029		59,312		4.22		5,611,840		64,549		4.58		5,557,008		61,617		4.40
Taxable investment securities	1,421,135		7,335		2.06		1,508,774		6,371		1.69		1,292,366		6,330		1.96
Investment securities exempt from federal income taxes (3)	943,298		12,561		5.33		865,653		11,826		5.46		946,396		12,577		5.32
Federal funds sold	8,251		6		0.28		—		—		—		6,793		7		0.40
Other interest earning deposits	436,158		270		0.25		361,371		228		0.25		316,210		193		0.24
Total interest earning assets	$	8,382,871	$	79,484	3.76		$	8,347,638	$	82,974	3.95		$	8,118,773	$	80,724	3.94
Non-interest earning assets	1,184,517						1,114,257						1,142,518
Total assets	$	9,567,388					$	9,461,895					$	9,261,291
Interest Bearing Liabilities:
Core funding:
Money market and NOW accounts	$	2,685,343	$	861	0.13	%	$	2,726,718	$	1,007	0.15	%	$	2,695,479	$	862	0.13	%
Savings accounts	848,734		137		0.06		804,158		144		0.07		844,647		137		0.06
Certificates of deposit	1,250,049		1,256		0.40		1,570,147		2,562		0.67		1,309,539		1,443		0.44
Customer repurchase agreements	216,504		114		0.21		233,532		147		0.25		205,946		113		0.22
Total core funding	5,000,630		2,368		0.19		5,334,555		3,860		0.29		5,055,611		2,555		0.20
Wholesale funding:
Brokered accounts (includes fee expense)	229,635		1,712		2.96		302,565		2,353		3.09		263,448		1,989		3.00
Other borrowings	466,508		1,486		1.25		286,952		1,885		2.57		215,041		1,367		2.49
Total wholesale funding	696,143		3,198		1.68		589,517		4,238		2.49		478,489		3,356		2.47
Total interest bearing liabilities	$	5,696,773	$	5,566	0.39		$	5,924,072	$	8,098	0.54		$	5,534,100	$	5,911	0.42
Non-interest bearing deposits	2,352,901						2,119,632						2,258,357
Other non-interest bearing liabilities	201,910						153,419						171,336
Stockholders' equity	1,315,804						1,264,772						1,297,498
Total liabilities and stockholders' equity	$	9,567,388					$	9,461,895					$	9,261,291
Net interest income/interest rate spread (4)			$	73,918	3.37	%			$	74,876	3.41	%			$	74,813	3.52	%
Taxable equivalent adjustment			5,655						5,360						5,905
Net interest income, as reported			$	68,263					$	69,516					$	68,908
Net interest margin (5)					3.23	%					3.31	%					3.37	%
Tax equivalent effect					0.27	%					0.26	%					0.29	%
Net interest margin on a fully tax equivalent basis (5)					3.50	%					3.57	%					3.66	%


(1)	Non-accrual loans are included in average loans.


(2)	Interest income includes amortization of deferred loan origination fees of $956 thousand, $1.0 million, and $839 thousand for the three months ended December 31, 2013, December 31, 2012, and September 30, 2013, respectively.


(3)	Non-taxable loan and investment income is presented on a fully tax equivalent basis assuming a 35% tax rate.


(4)	Interest rate spread represents the difference between the average yield on interest earning assets and the average cost of interest bearing liabilities and is presented on a fully tax equivalent basis.


(5)	Net interest margin represents net interest income as a percentage of average interest earning assets.

The following table presents, for the years indicated, the total dollar amount of interest income from average interest earning assets and the resultant yields, as well as the interest expense on average interest bearing liabilities, and the resultant costs, expressed both in dollars and rates (dollars in thousands):



	Year Ended December 31,
	2013						2012
	Average Balance		Interest		Yield/ Rate		Average Balance		Interest		Yield/ Rate
Interest Earning Assets:
Loans (1) (2) (3):
Commercial related credits
Commercial	$	1,186,705	$	49,516	4.12	%	$	1,080,652	51,051		4.65	%
Commercial loans collateralized by assignment of lease payments	1,385,355		53,599		3.87		1,188,022		53,019		4.46
Real estate commercial	1,684,358		78,383		4.59		1,813,421		92,218		5.00
Real estate construction	129,181		5,116		3.91		146,660		6,176		4.14
Total commercial related credits	4,385,599		186,614		4.20		4,228,755		202,464		4.71
Other loans
Real estate residential	310,644		12,306		3.96		311,537		14,033		4.50
Home equity	283,341		12,184		4.30		321,031		14,068		4.38
Indirect	238,828		13,018		5.45		197,423		11,926		6.04
Consumer loans	65,704		2,459		3.74		69,638		2,281		3.28
Total other loans	898,517		39,967		4.45		899,629		42,308		4.70
Total loans, excluding covered loans	5,284,116		226,581		4.29		5,128,384		244,772		4.77
Covered loans	324,382		17,136		5.28		562,914		31,582		5.61
Total loans	5,608,498		243,717		4.35		5,691,298		276,354		4.86
Taxable investment securities	1,393,341		26,084		1.87		1,542,814		33,424		2.17
Investment securities exempt from federal income taxes (3)	933,840		50,098		5.36		815,500		45,094		5.53
Federal funds sold	4,510		15		0.33		—		—		—
Other interest earning deposits	283,854		690		0.24		337,325		867		0.26
Total interest earning assets	$	8,224,043	$	320,604	3.90		$	8,386,937	$	355,739	4.24
Non-interest earning assets	1,167,834						1,161,048
Total assets	$	9,391,877					$	9,547,985
Interest Bearing Liabilities:
Core funding:
Money market and NOW accounts	$	2,698,226	$	3,483	0.13	%	$	2,646,299	$	4,285	0.16	%
Savings accounts	839,026		546		0.07		789,595		786		0.10
Certificates of deposit	1,368,835		6,990		0.52		1,725,462		12,532		0.76
Customer repurchase agreements	198,018		426		0.22		210,891		556		0.26
Total core funding	5,104,105		11,445		0.22		5,372,247		18,159		0.34
Wholesale funding:
Brokered accounts (includes fee expense)	270,218		8,221		3.04		406,908		12,655		3.11
Other borrowings	289,629		5,893		2.01		383,236		11,708		3.00
Total wholesale funding	559,847		14,114		2.26		790,144		24,363		2.70
Total interest bearing liabilities	$	5,663,952	$	25,559	0.45		$	6,162,391	$	42,522	0.69
Non-interest bearing deposits	2,234,537						1,973,666
Other non-interest bearing liabilities	195,397						137,302
Stockholders' equity	1,297,991						1,274,626
Total liabilities and stockholders' equity	$	9,391,877					$	9,547,985
Net interest income/interest rate spread (4)			$	295,045	3.45	%			$	313,217	3.55	%
Taxable equivalent adjustment			22,709						20,429
Net interest income, as reported			$	272,336					$	292,788
Net interest margin (5)					3.31	%					3.49	%
Tax equivalent effect					0.28	%					0.24	%
Net interest margin on a fully tax equivalent basis (5)					3.59	%					3.73	%


(1)	Non-accrual loans are included in average loans.


(2)	Interest income includes amortization of deferred loan origination fees of $3.6 million and $3.5 million for the year ended December 31, 2013 and 2012, respectively.


(3)	Non-taxable loan and investment income is presented on a fully tax equivalent basis assuming a 35% tax rate.


(4)	Interest rate spread represents the difference between the average yield on interest earning assets and the average cost of interest bearing liabilities and is presented on a fully tax equivalent basis.


(5)	Net interest margin represents net interest income as a percentage of average interest earning assets.

MB FINANCIAL INC /MD - FORM 8-K - EX-99 - EXHIBIT - January 15, 2014

Attached files

MB FINANCIAL INC /MD Reports