Exhibit 99.1

 

 

Press Release

For Immediate Release

 

CVB Financial Corp. Reports Record Earnings for 2013

 

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Net earnings were $95.6 million for 2013, or $0.91 per diluted share, the highest in CVBF history.

 

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Net earnings were $25.3 million, or $0.24 per share, for the fourth quarter of 2013. The fourth quarter was the most profitable in CVBF history.

 

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Total loans and leases, net of deferred fees and discount, grew by $105.2 million for the quarter, or 3.05%.

 

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The allowance for loan losses was reduced by $6.8 million for the fourth quarter of 2013 primarily as a result of improved credit quality. The allowance for loan losses was $75.2 million at quarter-end, or 2.22% of total non-covered loans.

 

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Noninterest-bearing deposits totaled $2.56 billion, or 52.41% of total deposits.

Ontario, CA, January 22, 2014-CVB Financial Corp. (NASDAQ:CVBF) and its subsidiary, Citizens Business Bank (“the Company”), announced record earnings for the year ended December 31, 2013.

CVB Financial Corp. reported net income of $95.6 million for the year ended December 31, 2013, compared with net income of $77.3 million for 2012. Diluted earnings per share were $0.91 for the year ended December 31, 2013, compared to $0.74 for the same period last year. Net income for 2013 included $16.8 million in loan loss provision recapture. By comparison, net income for 2012 was negatively impacted by a pre-tax debt termination expense of $20.4 million. This was related to the redemption of $250.0 million of fixed rate borrowings from the Federal Home Loan Bank (“FHLB”).

The allowance for loan losses was reduced by $6.8 million for the fourth quarter of 2013 primarily as a result of improved credit quality. This compares with a $3.8 million reduction for the third quarter of 2013, a $6.2 million reduction for the second quarter of 2013, and zero provision for loan losses for the previous eight fiscal quarters.

 

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Chris Myers, President and CEO commented, “2013 was the most profitable year in CVBF history. We are pleased with fourth quarter loan growth which exceeded $100 million. Credit quality continued to show improvement, which allowed us to release an additional $6.8 million in loan loss reserves for the fourth quarter.”

Net income for the year ended December 31, 2013 produced a return on beginning equity of 12.53%, a return on average equity of 12.34% and a return on average assets of 1.48%. The efficiency ratio for 2013 was 47.21%, compared to 54.64% (46.58% excluding the prior year FHLB debt termination expense) for 2012.

Noninterest income was $25.3 million for the year ended December 31, 2013, compared with $15.9 million for 2012. Noninterest income for 2013 increased primarily due to a $12.9 million net decrease in the FDIC loss sharing asset, compared to a $21.9 million net decrease for 2012.

As a percentage of average assets, noninterest expense was 1.77% for 2013, compared to 2.13% for 2012.

Excluding the $20.4 million debt termination expense for the year ended December 31, 2012, total noninterest expense decreased $3.8 million year-over-year, primarily due to an increase of $3.2 million in insurance reimbursements for legal costs. Also contributing to the overall decrease in noninterest expense for 2013 were reductions of $1.4 million in legal expenses, $1.3 million in Other Real Estate Owned (“OREO”) related expenses, $1.0 million in occupancy and equipment expenses and $1.0 million in amortization of intangible assets. These expenses were partially offset by increases of $2.5 million in salaries and related expenses and a $500,000 additional provision for unfunded loan commitments for the year ended December 31, 2013. A $1.0 million recapture of the provision for unfunded loan commitments was recorded for 2012.

The Company reported net income of $25.3 million for the fourth quarter ended December 31, 2013. This represents an increase of $3.2 million, or 14.24%, when compared with $22.1 million in net income reported for the fourth quarter of 2012. Diluted earnings per share were $0.24 for the fourth quarter of 2013, compared to $0.21 for the same period in 2012.

Net income for the fourth quarter of 2013 produced an annualized return on beginning equity of 13.06%, an annualized return on average equity of 12.86% and an annualized return on average assets of 1.50%. The efficiency ratio for the fourth quarter of 2013 was 47.98%, compared to 43.63% for the third quarter of 2013 and 47.22% for the fourth quarter of 2012.

Interest income and fees on loans for the fourth quarter of 2013 totaled $59.3 million, which included $2.1 million of discount accretion from accelerated principal reductions, payoffs and improved credit loss experienced on covered loans acquired from San Joaquin Bank (“SJB”). This represented an increase of $1.2 million, or 2.10%, when compared to total interest income on loans of $58.1 million for the third quarter of 2013, which included $2.9 million of discount accretion from accelerated principal reductions, payoffs and improved credit loss experienced on acquired loans. Total interest income and fees on loans of $59.3 million decreased $840,000, or 1.40%, from the year ago quarter. This included $3.3 million of discount accretion from accelerated principal reductions, payoffs and improved credit loss experienced on acquired loans.

 

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Noninterest income was $5.9 million for the fourth quarter of 2013, compared with $5.0 million for the third quarter of 2013 and $5.7 million for the fourth quarter of 2012. The quarter-over-quarter increase was primarily due to a $2.1 million net decrease in the FDIC loss sharing asset during the fourth quarter of 2013, compared to a $3.2 million net decrease for the third quarter of 2013 and a $2.6 million net decrease in the FDIC loss sharing asset for the year ago quarter.

Noninterest expense for the fourth quarter of 2013 was $29.3 million, an increase of $3.6 million over the third quarter of 2013 and $289,000 over the fourth quarter of 2012. The quarter-over-quarter increase was primarily due to $4.1 million in insurance reimbursements for legal costs recorded in the third quarter of 2013.

Net Interest Income and Net Interest Margin

Net interest income, before the provision for loan losses, totaled $216.3 million for the year ended December 31, 2013, compared to $237.0 million for 2012. Excluding the impact of the yield adjustment on covered loans, our net interest margin (tax equivalent) was 3.49% for 2013, compared to 3.66% for 2012. Total average earning asset yields (excluding discount) were 3.76% for 2013, compared to 4.06% for 2012. Total cost of funds decreased to 0.30% for 2013 from 0.44% for 2012.

Net interest income, before the provision for loan losses, of $55.1 million for the fourth quarter of 2013 increased by $1.1 million from $54.0 million for the third quarter of 2013 and decreased by $535,000 from $55.6 million for the fourth quarter of 2012. Excluding the impact of the yield adjustment on covered loans, our net interest margin (tax equivalent) was 3.47% for the fourth quarter of 2013, compared to 3.48% for the third quarter of 2013 and 3.60% for the fourth quarter of 2012. Total average earning asset yields decreased to 3.73% for the fourth quarter of 2013 from 3.75% for the third quarter of 2013 and 3.87% for the fourth quarter of 2012. Total cost of funds was 0.28% for the fourth quarter of 2013, compared to 0.29% for the third quarter and 0.32% for the fourth quarter of 2012.

Income Taxes

Our effective tax rate for the three and twelve months ended December 31, 2013 was 34.37% and 33.73%, respectively. Our estimated annual effective tax rate varies depending upon tax-advantaged income as well as available tax credits. We benefited from $1.1 million of enterprise zone tax credits in 2013.

Assets

The Company reported total assets of $6.66 billion at December 31, 2013. This represents an increase of $107.7 million, or 1.64%, from total assets of $6.56 billion at September 30, 2013. Earning assets of $6.32 billion at December 31, 2013 increased $146.6 million, or 2.37%, when compared with $6.18 billion at September 30, 2013. The increase in earning assets was primarily due to a $105.2 million increase in total loans and a $46.3 million increase in investment securities.

Total assets of $6.66 billion at December 31, 2013 increased $301.6 million, or 4.74%, from total assets of $6.36 billion at December 31, 2012. Earning assets totaled $6.32 billion at December 31, 2013, an increase of $286.8 million, or 4.75%, when compared with earning assets of $6.04 billion at December 31, 2012. The increase in earning assets was primarily due to a $214.0 million increase in investment securities and a $102.4 million increase in total loans, partially offset by a $24.3 million decrease in FHLB stock.

Investment Securities

Investment securities were $2.67 billion at December 31, 2013, an increase of $46.3 million from $2.62 billion at September 30, 2013 and an increase of $214.0 million from $2.45 billion at December 31, 2012. As of December 31, 2013, we had a pre-tax unrealized loss of $16.1 million on our overall securities portfolio.

 

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MBS totaled $1.75 billion at December 31, 2013, compared to $1.46 billion at December 31, 2012. Virtually all of our mortgage-backed securities are issued by Freddie Mac or Fannie Mae, which have the implied guarantee of the U.S. Government. We have one private-label mortgage-backed security that has impairment. This Alt-A bond, with a carrying value of $1.8 million as of December 31, 2013, has had $1.8 million in net other-than-temporary (“OTTI”) impairment loss to date since it was purchased in early 2008. No additional OTTI impairment was recorded for the year ended December 31, 2013.

Our municipal securities, totaling $586.1 million, are located in 27 states, and approximately $23.6 million, or 4.0%, are located within the state of California. Our largest concentrations of holdings are in New Jersey at 17.1%, Michigan at 11.7% and Illinois at 9.1%. All municipal bond securities are performing.

In the fourth quarter of 2013, we purchased $160.6 million of MBS with an average yield of 2.19%. Our new purchases of MBS have an average duration of approximately four years. We also purchased $4.0 million in municipal securities with an average tax-equivalent yield of 3.86%.

Loans

Total loans and leases, net of deferred fees and discount, of $3.55 billion at December 31, 2013 increased by $105.2 million, or 3.05%, from $3.44 billion at September 30, 2013. Quarter-over-quarter, non-covered loans increased by $108.2 million, and covered loans decreased by $3.0 million. The $108.2 million increase in non-covered loans was principally due to increases of $81.1 million in commercial real estate loans and $33.1 million in dairy & livestock loans. This growth was partially offset by a decrease of $10.1 million in municipal lease finance receivables. The growth in dairy & livestock loans is seasonal and will most likely be repaid in January 2014.

Total loans and leases, net of deferred fees and discount, of $3.55 billion at December 31, 2013, increased by $102.4 million, or 2.97%, from $3.45 billion at December 31, 2012. Non-covered loans grew by $137.3 million year-over-year, while covered loans declined by $34.9 million.

Deposits & Customer Repurchase Agreements

Deposits of $4.89 billion and customer repurchase agreements of $643.3 million totaled $5.53 billion at December 31, 2013. This represents an increase of $286.7 million, or 5.46%, when compared with total deposits and customer repurchase agreements of $5.25 billion at December 31, 2012. Deposits and customer repurchase agreements increased by $72.5 million, or 1.33%, when compared with the prior quarter.

Noninterest-bearing deposits were $2.56 billion at December 31, 2013, an increase of $142.0 million, or 5.86%, compared to $2.42 billion at December 31, 2012 and an increase of $24.5 million, or 0.97%, when compared to the quarter ended September 30, 2013. At December 31, 2013, noninterest-bearing deposits were 52.41% of total deposits, compared to 50.71% at December 31, 2012 and 51.85% at September 30, 2013.

Our average cost of total deposits was 0.10% for the three months ended December 31, 2013, compared to 0.11% for the same period last year. Our cost of total deposits including customer repurchase agreements was 0.12% for the three months ended December 31, 2013, unchanged from the same period last year.

 

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FHLB Advances, Other Borrowings and Debentures

We had $199.2 million in FHLB Advances at December 31, 2013, compared to $199.1 million at September 30, 2013 and $198.9 million at December 31, 2012.

At December 31, 2013, we had $69.0 million in short-term borrowings, compared to $42.5 million at September 30, 2013 and $26.0 million at December 31, 2012. These borrowings were used to facilitate a portion of our investment purchases made in the respective quarters of 2013.

At December 31, 2013, we had $25.8 million of junior subordinated debentures, compared to $67.0 million at December 31, 2012. On January 7, 2013, we redeemed $20.6 million, or 50%, of the outstanding capital and common securities issued by the Company’s trust subsidiary, CVB Statutory Trust II. On April 7, 2013, we redeemed the remaining $20.6 million of the outstanding capital and common securities issued by CVB Statutory Trust II. We took these actions to reduce funding costs.

Asset Quality

We have separated the discussion of asset quality into two sections: non-covered loans and covered loans. The non-covered loans represent the legacy Citizens Business Bank loans and exclude all loans acquired in the SJB acquisition. The SJB loans are “covered” loans as defined in the loss sharing agreement with the FDIC. These loans were marked to fair value at the acquisition date.

Citizens Business Bank Asset Quality (Non-covered loans)

The allowance for loan losses decreased to $75.2 million at December 31, 2013, compared to $80.7 million at September 30, 2013 and $92.4 million at December 31, 2012. The quarter-over-quarter decrease was due to a $6.8 million reduction in the allowance for loan losses for the fourth quarter of 2013, offset by $1.3 million in net loan recoveries. The year-over-year decrease in the allowance for loan losses was due to a $16.8 million reduction in the allowance for loan losses and $456,000 in net charge-offs for the year ended December 31, 2013. The allowance for loan losses was 2.22%, 2.46%, 2.70%, 2.89%, and 2.84% of total non-covered loans and leases outstanding at December 31, 2013, September 30, 2013, June 30, 2013, March 31, 2013, and December 31, 2012, respectively.

Nonperforming loans, defined as nonaccrual loans and nonperforming troubled debt restructured loans (“TDR”), were $40.0 million at December 31, 2013, or 1.18% of total loans. This compares to nonperforming loans of $49.5 million, or 1.51% of total loans, at September 30, 2013 and $58.0 million, or 1.78% of total loans, at December 31, 2012. The $40.0 million in nonperforming loans at December 31, 2013 are summarized as follows: $12.4 million in commercial real estate, $10.0 million in commercial construction, $7.6 million in residential mortgages, $5.7 million in dairy & livestock, $3.9 million in commercial and industrial, and $401,000 in other loans. The $9.5 million decrease in nonperforming loans quarter-over-quarter was principally due to a $5.4 million decrease in nonperforming commercial real estate loans, a $2.8 million decrease in nonperforming residential mortgages, a $1.2 million decrease in nonperforming dairy & livestock loans, and a $402,000 decrease in nonperforming commercial construction loans.

We had $6.5 million in OREO at December 31, 2013 and September 30, 2013, and a decrease of $8.4 million from $14.8 million at December 31, 2012. As of December 31, 2013, we had two OREO properties, compared to seven OREO properties at December 31, 2012. During 2013, we sold five properties with a carrying value of $7.8 million, realizing a net gain on sale of $2.7 million. There were no additions to OREO during 2013.

 

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At December 31, 2013, we had loans delinquent 30 to 89 days of $3.3 million. This compares to $1.7 million at September 30, 2013 and $887,000 at December 31, 2012. As a percentage of total loans, delinquencies, excluding nonaccruals, were 0.10% at December 31, 2013, 0.05% at September 30, 2013 and 0.03% at December 31, 2012. All loans delinquent 90 days or more were categorized as nonperforming.

At December 31, 2013, we had $67.0 million in performing TDR loans, compared to $59.2 million in performing TDR loans at September 30, 2013 and $50.4 million in performing TDR loans at December 31, 2012. In terms of the number of loans, we had 47 performing TDR loans at December 31, 2013, compared to 41 performing TDR loans at September 30, 2013 and 34 performing TDR loans at December 31, 2012.

Nonperforming assets, defined as non-covered nonaccrual loans and other real estate owned, totaled $46.4 million at December 31, 2013, $56.0 million at September 30, 2013, and $72.8 million at December 31, 2012.

Classified loans are loans that are graded “substandard” or worse. At December 31, 2013, classified loans totaled $245.6 million, compared to $264.1 million at September 30, 2013 and $314.0 million at December 31, 2012. The $18.5 million quarter-over-quarter reduction in classified loans was primarily due to decreases of $14.0 million in our classified commercial real estate portfolio, $3.5 million in our classified dairy & livestock portfolio, and $1.7 million in our classified single family mortgage portfolio.

The $6.8 million recapture of loan loss provision reflected in the operating results for the fourth quarter of 2013 was primarily the result of overall improvement in credit quality. We recaptured $3.8 million for the third quarter of 2013, $6.2 million for the second quarter of 2013 and recorded zero provision for loan losses for the previous eight consecutive quarters.

The reserve for unfunded loan commitments increased by $500,000 for 2013, compared to a reduction of $1.0 million for 2012.

San Joaquin Bank Asset Quality (Covered loans)

At December 31, 2013, we had $173.1 million of gross loans from SJB with a carrying value of $160.3 million, compared to $177.9 million of gross loans at September 30, 2013 with a carrying value of $163.3 million. We had $220.5 million of gross loans from SJB with a carrying value of $195.2 million at December 31, 2012. Of the gross loans, we had $18.5 million in nonperforming loans as of December 31, 2013, or 10.70%, compared to $27.9 million in nonperforming loans at December 31, 2012, or 12.67%. We had two properties in OREO totaling $504,000, compared to two properties totaling $906,000 at September 30, 2013 and three properties totaling $1.1 million at December 31, 2012. During 2013, there were three additions to OREO totaling $1.5 million. We sold four OREO properties with a carrying value of $1.6 million, resulting in a net gain of $372,000. 80% of net gains are shared with the FDIC.

 

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CitizensTrust

CitizensTrust had approximately $2.33 billion in assets under management and administration, including $1.74 billion in assets under management, as of December 31, 2013. Revenues were $2.0 million for the fourth quarter and $8.1 million for 2013, compared to $1.9 million and $8.2 million for the same periods in 2012. CitizensTrust provides trust, investment and brokerage related services, as well as financial, estate and business succession planning.

Corporate Overview

CVB Financial Corp. is the holding company for Citizens Business Bank. The Bank is the largest financial institution headquartered in the Inland Empire region of Southern California with assets of $6.7 billion. Citizens Business Bank serves 41 cities with 38 Business Financial Centers, six Commercial Banking Centers and three trust office locations serving the Inland Empire, Los Angeles County, Orange County, and the Central Valley areas of California. The Bank intends to open a new business financial center location in San Diego County in the spring of 2014.

Shares of CVB Financial Corp. common stock are listed on the NASDAQ under the ticker symbol of CVBF. For investor information on CVB Financial Corp., visit our Citizens Business Bank website at www.cbbank.com and click on the Our Investors tab.

Conference Call

Management will hold a conference call at 7:30 a.m. Pacific time/10:30 a.m. Eastern time on Thursday, January 23, 2013, to discuss the Company’s fourth quarter and year end 2013 financial results.

To listen to the conference call, please dial (888) 317-6016. A taped replay will be made available approximately one hour after the conclusion of the call and will remain available through February 7, 2014 at 6:00 a.m. Pacific time/9:00 a.m. Eastern time. To access the replay, please dial (877) 344-7529, passcode 10038743.

The conference call will also be simultaneously webcast over the Internet. Please visit the Company’s website at www.cbbank.com and click on the Our Investors tab to access the call from the site. Please access the website 15 minutes prior to the call to download any necessary audio software. This webcast will be recorded and available for replay on the Company’s website approximately two hours after the conclusion of the conference call, and will be available on the website for approximately twelve months.

Disclosure

This press release contains certain non-GAAP financial disclosures for tangible common equity, earnings before income taxes, which we refer to as “pre-tax earnings”, and net interest income and net interest margin adjusted for discount accretion on covered loans. The Company uses certain non-GAAP financial measures to provide meaningful supplemental information regarding the Company’s operational performance and to enhance investors’ overall understanding of such financial performance. Please refer to the tables at the end of this release for a presentation of performance ratios in accordance with GAAP and a reconciliation of the non-GAAP financial measures to the GAAP financial measures.

 

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Safe Harbor

Certain matters set forth herein (including the exhibits hereto) constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including forward-looking statements relating to the Company’s current business plans and expectations regarding future operating results. These forward-looking statements are subject to risks and uncertainties that could cause actual results, performance or achievements to differ materially from those projected. These risks and uncertainties include, but are not limited to, local, regional, national and international economic conditions and events and the impact they may have on us and our customers; ability to attract deposits and other sources of liquidity; supply and demand for real property inventory and periodic deterioration in values of California real estate, both residential and commercial; a prolonged slowdown or decline in construction activity; changes in the financial performance and/or condition of our borrowers; changes in the level of nonperforming assets and charge-offs; the cost or effect of acquisitions we may make; the effect of changes in laws and regulations (including laws, regulations and judicial decisions concerning financial reforms, taxes, banking capital levels, securities and securities trading and hedging, employment, executive compensation, insurance and information security) with which we and our subsidiaries must comply; changes in estimates of future reserve requirements and minimum capital requirements based upon the periodic review thereof under relevant regulatory and accounting requirements, including changes in the Basel Committee framework establishing capital standards for credit, operations and market risk; inflation, interest rate, securities market and monetary fluctuations; changes in government interest rate or monetary policies; changes in the amount and availability of deposit insurance; cyber-security threats including loss of system functionality or theft or loss of Company or customer data; political instability; acts of war or terrorism, or natural disasters, such as earthquakes, or the effects of pandemic diseases; the timely development and acceptance of new banking products and services and perceived overall value of these products and services by users; changes in consumer spending, borrowing and savings habits; technological changes and the expanding use of technology in banking (including the adoption of mobile banking applications); the ability to retain and increase market share, retain and grow customers and control expenses; changes in the competitive environment among financial and bank holding companies and other financial service providers; continued volatility in the credit and equity markets and its effect on the general economy or local business conditions; fluctuations in the price of the Company’s stock; the effect of changes in accounting policies and practices, as may be adopted from time-to-time by the regulatory agencies, as well as by the Public Company Accounting Oversight Board, the Financial Accounting Standards Board and other accounting standard- setters; changes in our organization, management, compensation and benefit plans, and our ability to retain or expand our management team and/or our board of directors; the costs and effects of legal and regulatory developments, including the resolution of legal proceedings or regulatory or other governmental inquiries or investigations and the results of regulatory examinations or reviews; our success at managing the risks involved in the foregoing items and all other factors set forth in the Company’s public reports including its Annual Report on Form 10-K for the year ended December 31, 2012, and particularly the discussion of risk factors within that document. The Company does not undertake, and specifically disclaims any obligation, to update any forward-looking statements to reflect occurrences or unanticipated events or circumstances after the date of such statements except as required by law.

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CVB FINANCIAL CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(Dollars in thousands)

 

		December 31,				September 30,				December 31,
		2013				2013				2012
Assets
Cash and due from banks		$	88,776			$	127,728			$	87,274
Interest-earning balances due from Federal Reserve			5,917				3,714				11,157
Total cash and cash equivalents			94,693				131,442				98,431
Interest-earning balances due from depository institutions			70,000				70,000				70,000
Investment securities available-for-sale			2,663,642				2,617,307				2,449,387
Investment securities held-to-maturity			1,777				1,850				2,050
Investment in stock of Federal Home Loan Bank (FHLB)			32,331				39,420				56,651
Non-covered loans held-for-sale			3,667				—				—
Loans and lease finance receivables, excluding covered loans			3,385,916				3,281,352				3,252,313
Allowance for loan losses			(75,235	)			(80,713	)			(92,441	)
Net loans and lease finance receivables			3,310,681				3,200,639				3,159,872
Covered loans and lease finance receivables, net			160,315				163,334				195,215
Premises and equipment, net			32,831				33,604				35,080
Bank owned life insurance			123,168				122,538				119,744
Intangibles			2,261				2,386				3,389
Goodwill			55,097				55,097				55,097
FDIC loss sharing asset			4,764				7,034				18,489
Other assets			109,740				112,632				99,959
TOTAL ASSETS		$	6,664,967			$	6,557,283			$	6,363,364
Liabilities and Stockholders’ Equity
Liabilities:
Deposits:
Noninterest-bearing demand deposits		$	2,562,980			$	2,538,461			$	2,420,993
Investment checking			305,087				345,317				323,159
Savings and money market demand			1,341,024				1,323,391				1,315,668
Time deposits			681,540				688,317				714,167
Total deposits			4,890,631				4,895,486				4,773,987
Customer repurchase agreements			643,251				565,883				473,244
FHLB advances			199,206				199,138				198,934
Other borrowings			69,000				42,482				26,000
Junior subordinated debentures			25,774				25,774				67,012
Other liabilities			65,218				60,298				61,217
Total liabilities			5,893,080				5,789,061				5,600,394
Stockholders’ Equity:
Stockholders’ equity			781,217				763,960				719,719
Accumulated other comprehensive income, net of tax			(9,330	)			4,262				43,251
Total stockholders’ equity			771,887				768,222				762,970
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY		$	6,664,967			$	6,557,283			$	6,363,364

 

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CVB FINANCIAL CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED AVERAGE BALANCE SHEETS

(Unaudited)

(Dollars in thousands)

 

		Three Months Ended December 31,								Twelve Months Ended December 31,
		2013				2012				2013				2012
Assets:
Cash and due from banks		$	103,135			$	103,232			$	103,243			$	110,649
Interest-earning balances due from Federal Reserve			99,342				120,334				87,372				212,136
Total cash and cash equivalents			202,477				223,566				190,615				322,785
Interest-earning balances due from depository institutions			70,000				70,000				70,000				64,617
Investment securities available-for-sale			2,627,169				2,345,642				2,463,759				2,295,194
Investment securities held-to-maturity			1,788				2,059				1,885				2,165
Investment in stock of Federal Home Loan Bank (FHLB)			36,029				59,477				45,734				65,792
Non-covered loans held-for-sale			40				991				28				1,466
Covered loans held-for-sale			—				—				—				2,289
Loans and lease finance receivables, excluding covered loans			3,323,668				3,243,173				3,223,713				3,199,629
Allowance for loan losses			(81,267	)			(92,137	)			(87,683	)			(92,527	)
Net loans and lease finance receivables			3,242,401				3,151,036				3,136,030				3,107,102
Covered loans and lease finance receivables, net			160,584				196,597				169,974				227,942
Premises and equipment, net			33,451				35,397				34,348				35,841
Intangibles			2,341				3,590				2,666				4,276
Goodwill			55,097				55,097				55,097				55,097
Bank owned life insurance			122,758				118,977				121,451				117,642
FDIC loss sharing asset			6,371				20,803				11,686				41,064
Other assets			126,879				133,980				136,948				142,670
TOTAL ASSETS		$	6,687,385			$	6,417,212			$	6,440,221			$	6,485,942
Liabilities and Stockholders’ Equity
Liabilities:
Deposits:
Noninterest-bearing demand deposits		$	2,596,613			$	2,379,209			$	2,452,689			$	2,220,714
Interest-bearing			2,408,311				2,406,499				2,351,218				2,482,684
Total deposits			5,004,924				4,785,708				4,803,907				4,703,398
Customer repurchase agreements			594,952				495,107				543,656				496,978
FHLB advances			199,181				198,909				199,079				362,741
Other borrowings			7,437				1,600				12,553				411
Junior subordinated debentures			25,774				67,012				31,232				90,935
Other liabilities			74,889				104,421				75,018				81,950
Total liabilities			5,907,157				5,652,757				5,665,445				5,736,413
Stockholders’ equity:
Stockholders’ equity			776,114				716,047				753,551				705,775
Accumulated other comprehensive income, net of tax			4,114				48,408				21,225				43,754
Total stockholders’ equity			780,228				764,455				774,776				749,529
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY		$	6,687,385			$	6,417,212			$	6,440,221			$	6,485,942

 

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CVB FINANCIAL CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

(Unaudited)

(Dollars in thousands, except per share amounts)

 

		Three Months Ended December 31,								Twelve Months Ended December 31,
		2013				2012				2013				2012
Interest income:
Loans and leases, including fees		$	41,896			$	43,857			$	166,775			$	183,146
Accretion on acquired loans			2,060				3,349				12,856				22,607
Total loans and leases, including fees			43,956				47,206				179,631				205,753
Investment securities:
Taxable			9,094				6,823				28,374				32,025
Tax-advantaged			5,456				5,497				22,025				22,718
Total investment income			14,550				12,320				50,399				54,743
Dividends from FHLB stock			601				408				2,033				671
Federal funds sold and interest-earning deposits with other institutions			186				199				710				1,055
Total interest income			59,293				60,133				232,773				262,222
Interest expense:
Deposits			1,260				1,306				4,887				5,911
Borrowings and junior subordinated debentures			2,924				3,183				11,620				19,361
Total interest expense			4,184				4,489				16,507				25,272
Net interest income before provision for loan losses			55,109				55,644				216,266				236,950
Provision for loan losses			(6,800	)			—				(16,750	)			—
Net interest income after provision for loan losses			61,909				55,644				233,016				236,950
Noninterest income:
Service charges on deposit accounts			3,941				3,874				15,923				16,106
Trust and investment services			1,973				1,905				8,071				8,169
Gain on sale of investment securities, net			—				—				2,094				—
Decrease in FDIC loss sharing asset, net			(2,145	)			(2,577	)			(12,860	)			(21,916	)
Gain on OREO, net			2				87				3,131				1,545
Other			2,119				2,440				8,928				11,999
Total noninterest income			5,890				5,729				25,287				15,903
Noninterest expense:
Salaries and employee benefits			18,238				17,640				71,015				68,496
Occupancy and equipment			3,616				3,891				14,504				15,473
Professional services			1,410				1,504				5,709				7,170
Amortization of intangible assets			125				442				1,127				2,159
Provision for unfunded loan commitments			—				(1,000	)			500				(1,000	)
Debt termination expense			—				—				—				20,379
OREO expense			472				688				856				2,146
Insurance reimbursements			(16	)			(470	)			(4,155	)			(921	)
Other			5,423				6,284				24,472				24,258
Total noninterest expense			29,268				28,979				114,028				138,160
Earnings before income taxes			38,531				32,394				144,275				114,693
Income taxes			13,243				10,258				48,667				37,413
Net earnings		$	25,288			$	22,136			$	95,608			$	77,280
Basic earnings per common share		$	0.24			$	0.21			$	0.91			$	0.74
Diluted earnings per common share		$	0.24			$	0.21			$	0.91			$	0.74
Dividends declared per common share		$	0.10			$	0.085			$	0.385			$	0.34

 

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CVB FINANCIAL CORP. AND SUBSIDIARIES

SELECTED FINANCIAL HIGHLIGHTS

(Unaudited)

(Dollars in thousands, except per share amounts)

 

		Three Months Ended December 31,								Twelve Months Ended December 31,
		2013				2012				2013				2012
Interest income—(tax-effected) (te)		$	61,343			$	62,214			$	240,898			$	270,764
Interest expense			4,184				4,489				16,507				25,272
Net interest income—(te)		$	57,159			$	57,725			$	224,391			$	245,492
Return on average assets, annualized			1.50	%			1.37	%			1.48	%			1.19	%
Return on average equity, annualized			12.86	%			11.52	%			12.34	%			10.31	%
Efficiency ratio [1]			47.98	%			47.22	%			47.21	%			54.64	%
Efficiency ratio excluding debt termination [1] [2]			47.98	%			47.22	%			47.21	%			46.58	%
Noninterest expense to average assets, annualized			1.74	%			1.80	%			1.77	%			2.13	%
Noninterest expense to average assets, excluding debt termination expense [2]			1.74	%			1.80	%			1.77	%			1.82	%
Yield on average earning assets (te)			3.87	%			4.13	%			3.98	%			4.47	%
Yield on average earning assets (te) excluding discount			3.73	%			3.87	%			3.76	%			4.06	%
Cost of deposits			0.10	%			0.11	%			0.10	%			0.13	%
Cost of deposits and customer repurchase agreements			0.12	%			0.12	%			0.12	%			0.14	%
Cost of funds			0.28	%			0.32	%			0.30	%			0.44	%
Net interest margin (te)			3.61	%			3.84	%			3.71	%			4.06	%
Net interest margin (te) excluding discount			3.47	%			3.60	%			3.49	%			3.66	%
[1]    Noninterest expense divided by net interest income before provision for loan losses plus noninterest income.
[2]    See Non-GAAP table for efficiency ratio and noninterest expense reconciliation.
Weighted average shares outstanding
Basic			104,945,844				104,536,089				104,729,184				104,418,905
Diluted			105,535,360				104,712,918				105,126,303				104,657,610
Dividends declared		$	10,544			$	8,917			$	40,469			$	35,642
Dividend payout ratio [3]			41.70	%			40.28	%			42.33	%			46.12	%
[3]    Dividends declared on common stock divided by net earnings.
Number of shares outstanding-(end of period)			105,370,170				104,889,586
Book value per share		$	7.33			$	7.28
Tangible book value per share		$	6.78			$	6.72
		December 31,
(Non-covered loans)		2013				2012
Nonperforming assets:
Nonaccrual loans		$	14,835			$	26,688
Loans past due 90 days or more and still accruing interest			—				—
Troubled debt restructured loans (nonperforming)			25,119				31,309
Other real estate owned (OREO), net			6,475				14,832
Total nonperforming assets		$	46,429			$	72,829
Troubled debt restructured performing loans		$	66,955			$	50,392
Percentage of nonperforming assets to total loans outstanding and OREO			1.37	%			2.23	%
Percentage of nonperforming assets to total assets			0.70	%			1.14	%
Allowance for loan losses to nonperforming assets			162.04	%			126.93	%
		Twelve Months Ended December 31,
		2013				2012
Allowance for loan losses:
Beginning balance		$	92,441			$	93,964
Total charge-offs			(2,851	)			(5,288	)
Total recoveries on loans previously charged-off			2,395				3,765
Net (charge-offs) recoveries			(456	)			(1,523	)
(Recapture of) provision for loan losses			(16,750	)			—
Allowance for loan losses at end of period		$	75,235			$	92,441
Net (charge-offs) recoveries to average loans			-0.01	%			-0.05	%

 

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CVB FINANCIAL CORP. AND SUBSIDIARIES

SELECTED FINANCIAL HIGHLIGHTS

(Unaudited)

(Dollars in thousands, except per share amounts)

Quarterly Common Stock Price

 

		2013								2012								2011
Quarter End		High				Low				High				Low				High				Low
March 31,		$	12.30			$	10.42			$	11.97			$	9.99			$	9.32			$	7.83
June 30,		$	11.99			$	10.29			$	11.92			$	10.16			$	9.94			$	8.18
September 30,		$	13.77			$	11.65			$	12.95			$	11.35			$	10.00			$	7.41
December 31,		$	17.48			$	13.28			$	12.17			$	9.43			$	10.27			$	7.28

Quarterly Consolidated Statements of Earnings

 

		4Q				3Q				2Q				1Q				4Q
		2013				2013				2013				2013				2012
Interest income
Loans, including fees		$	43,956			$	44,653			$	44,975			$	46,047			$	47,206
Investment securities and other			15,337				13,421				11,618				12,766				12,927
Total interest income			59,293				58,074				56,593				58,813				60,133
Interest expense
Deposits			1,260				1,228				1,158				1,241				1,306
Other borrowings			2,924				2,873				2,840				2,983				3,183
Total interest expense			4,184				4,101				3,998				4,224				4,489
Net interest income before provision for loan losses			55,109				53,973				52,595				54,589				55,644
Provision for loan losses			(6,800	)			(3,750	)			(6,200	)			—				—
Net interest income after provision for loan losses			61,909				57,723				58,795				54,589				55,644
Noninterest income			5,890				4,957				7,695				6,745				5,729
Noninterest expense			29,268				25,714				28,248				30,798				28,979
Earnings before income taxes			38,531				36,966				38,242				30,536				32,394
Income taxes			13,243				12,727				13,776				8,921				10,258
Net earnings		$	25,288			$	24,239			$	24,466			$	21,615			$	22,136
Basic earning per common share		$	0.24			$	0.23			$	0.23			$	0.21			$	0.21
Diluted earnings per common share		$	0.24			$	0.23			$	0.23			$	0.21			$	0.21
Dividends declared per common share		$	0.100			$	0.100			$	0.100			$	0.085			$	0.085
Dividends declared		$	10,544			$	10,511			$	10,502			$	8,912			$	8,917

 

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CVB FINANCIAL CORP. AND SUBSIDIARIES

SELECTED FINANCIAL HIGHLIGHTS

(Unaudited)

(Dollars in thousands)

Loan Portfolio by Type

 

		12/31/2013				9/30/2013				6/30/2013				3/31/2013				12/31/2012
Commercial and industrial		$	533,253			$	531,391			$	549,776			$	558,255			$	573,571
Real estate:
Commercial real estate			2,348,656				2,273,704				2,163,034				2,156,267				2,169,535
Construction			47,753				48,309				47,372				56,764				61,300
SFR mortgage			189,546				192,457				180,438				163,343				160,703
Dairy & livestock and agribusiness			300,292				265,297				264,663				289,742				342,311
Municipal lease finance receivables			89,106				99,188				105,246				109,727				105,767
Consumer and other loans			59,648				57,988				58,811				62,505				66,610
Gross loans			3,568,254				3,468,334				3,369,340				3,396,603				3,479,797
Less:
Purchase accounting discount			(12,789	)			(14,529	)			(17,526	)			(20,908	)			(25,344	)
Deferred loan fees, net			(9,234	)			(9,119	)			(8,156	)			(7,487	)			(6,925	)
Allowance for loan losses			(75,235	)			(80,713	)			(85,457	)			(92,218	)			(92,441	)
Net loans		$	3,470,996			$	3,363,973			$	3,258,201			$	3,275,990			$	3,355,087
Non-covered loans, net		$	3,310,681			$	3,200,639			$	3,084,358			$	3,097,296			$	3,159,872
Covered loans, net			160,315				163,334				173,843				178,694				195,215
Net loans		$	3,470,996			$	3,363,973			$	3,258,201			$	3,275,990			$	3,355,087

 

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CVB FINANCIAL CORP. AND SUBSIDIARIES

SELECTED FINANCIAL HIGHLIGHTS

(Unaudited)

(Dollars in thousands)

Nonperforming Assets and Delinquency Trends

(Non-Covered Loans)

 

		December 31,				September 30,				June 30,				March 31,				December 31,
		2013				2013				2013				2013				2012
Nonperforming loans:
Commercial and industrial		$	3,861			$	3,734			$	5,012			$	3,387			$	3,136
Real estate:
Commercial real estate			12,410				17,829				18,610				19,964				21,039
Construction			9,966				10,368				10,494				10,620				10,663
SFR mortgage			7,577				10,421				11,423				11,561				13,102
Dairy & livestock and agribusiness			5,739				6,973				7,655				9,371				9,842
Consumer and other loans			401				159				157				226				215
Total		$	39,954			$	49,484			$	53,351			$	55,129			$	57,997
% of Total gross loans			1.18	%			1.51	%			1.68	%			1.73	%			1.78	%
Past due 30-89 days:
Commercial and industrial		$	993			$	417			$	373			$	2,026			$	690
Real estate:			—
Commercial real estate			523				1,015				1,251				1,820				—
Construction			—				—				—				—				—
SFR mortgage			1,708				—				—				824				107
Dairy & livestock and agribusiness			—				—				—				—				—
Consumer and other loans			75				255				8				63				90
Total		$	3,299			$	1,687			$	1,632			$	4,733			$	887
% of Total gross loans			0.10	%			0.05	%			0.05	%			0.15	%			0.03	%
OREO
Commercial and industrial		$	—			$	—			$	—			$	—			$	—
Real estate:
Commercial real estate			—				—				—				828				2,319
Construction			6,475				6,524				6,524				12,513				12,513
SFR mortgage			—				—				—				—				—
Consumer and other loans			—				—				—				—				—
Total		$	6,475			$	6,524			$	6,524			$	13,341			$	14,832
Total nonperforming, past due, and OREO		$	49,728			$	57,695			$	61,507			$	73,203			$	73,716
% of Total gross loans			1.47	%			1.76	%			1.94	%			2.30	%			2.27	%

 

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Net Interest Income and Net Interest Margin Reconciliations (Non-GAAP)

We use certain non-GAAP financial measures to provide supplemental information regarding our performance. Net interest income for the three months ended December 31, 2013, and 2012 include a yield adjustment of $2.1 million, and $3.3 million, respectively. Net interest income for the twelve months ended December 31, 2013, and 2012 include a yield adjustment of $12.9 million, and $22.6 million, respectively. These yield adjustments relate to discount accretion on covered loans, and are reflected in the Company’s net interest margin. We believe that presenting net interest income and the net interest margin excluding these yield adjustments provides additional clarity to the users of financial statements regarding core net interest income and net interest margin.

 

		Three Months Ended December 31,
(Dollars in thousands)		2013												2012
		Average Balance				Interest				Yield				Average Balance				Interest				Yield
Total interest-earning assets (te)		$	6,318,620			$	61,343				3.87	%		$	6,038,273			$	62,214				4.13	%
Discount on acquired loans			14,383				(2,060	)							27,658				(3,349	)
Total interest-earning assets, excluding SJB loan discount and yield adjustment		$	6,333,003			$	59,283				3.73	%		$	6,065,931			$	58,865				3.87	%
Net interest income and net interest margin (te)						$	57,159				3.61	%						$	57,725				3.84	%
Yield adjustment to interest income from discount accretion							(2,060	)											(3,349	)
Net interest income and net interest margin (te), excluding yield adjustment						$	55,099				3.47	%						$	54,376				3.60	%
		Twelve Months Ended December 31,
(Dollars in thousands)		2013												2012
		Average Balance				Interest				Yield				Average Balance				Interest				Yield
Total interest-earning assets (te)		$	6,062,465			$	240,898				3.98	%		$	6,071,230			$	270,764				4.47	%
Discount on acquired loans			18,785				(12,856	)							38,713				(22,607	)
Total interest-earning assets, excluding SJB loan discount and yield adjustment		$	6,081,250			$	228,042				3.76	%		$	6,109,943			$	248,157				4.06	%
Net interest income and net interest margin (te)						$	224,391				3.71	%						$	245,492				4.06	%
Yield adjustment to interest income from discount accretion							(12,856	)											(22,607	)
Net interest income and net interest margin (te), excluding yield adjustment						$	211,535				3.49	%						$	222,885				3.66	%

 

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Tangible book value reconciliations (Non-GAAP)

The tangible book value per share is a Non-GAAP disclosure. The Company uses certain non-GAAP financial measures to provide supplemental information regarding the Company’s performance. The following is a reconciliation of tangible book value to the Company stockholders’ equity computed in accordance with GAAP, as well as a calculation of tangible book value per share as of December 31, 2013.

 

		December 31, 2013
		(Dollars in thousands)
Stockholders’ equity		$	771,887
Less: Goodwill			(55,097	)
Less: Intangible assets			(2,261	)
Tangible book value		$	714,529
Common shares issued and outstanding			105,370,170
Tangible book value per share		$	6.78

 

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Noninterest Expense and Efficiency Ratio Reconciliation (Non-GAAP)

We use certain non-GAAP financial measures to provide supplemental information regarding our performance. Noninterest expense for the twelve months ended December 31, 2012, includes debt termination expense of $20.4 million. We believe that presenting the efficiency ratio, and the ratio of noninterest expense to average assets, excluding the impact of debt termination expense, provides additional clarity to the users of financial statements regarding core financial performance. The Company did not incur debt termination expense during the three and twelve months ended December 31, 2013.

 

		Three Months Ended December 31,								Twelve Months Ended December 31,
		2013				2012				2013				2012
		(Dollars in thousands)								(Dollars in thousands)
Net interest income		$	55,109			$	55,644			$	216,266			$	236,950
Noninterest income			5,890				5,729				25,287				15,903
Noninterest expense			29,268				28,979				114,028				138,160
Less: debt termination expense			—				—				—				(20,379	)
Adjusted noninterest expense		$	29,268			$	28,979			$	114,028			$	117,781
Efficiency ratio			47.98	%			47.22	%			47.21	%			54.64	%
Adjusted efficiency ratio			47.98	%			47.22	%			47.21	%			46.58	%
Adjusted noninterest expense		$	29,268			$	28,979			$	114,028			$	117,781
Average assets			6,687,385				6,417,212				6,440,221				6,485,942
Adjusted noninterest expense to average assets [1]			1.74	%			1.80	%			1.77	%			1.82	%

 

[1]	Annualized

 

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