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8-K - METRO BANCORP, INC. FORM 8-K - METRO BANCORP, INC.a8-kearningsreleaseq42013.htm



                            

CONTACTS

Gary L. Nalbandian
Mark A. Zody
Chairman/President
Chief Financial Officer
(717) 412-6301


METRO BANCORP REPORTS RECORD QUARTERLY
NET INCOME OF $4.9 MILLION; EPS UP 42% AND LOANS GROW 15%


January 27, 2014 - Harrisburg, PA - Metro Bancorp, Inc. (Metro or the Company) (NASDAQ Global Select Market Symbol: METR), parent company of Metro Bank, today reported record financial results for the fourth quarter and full year of 2013. The Company recorded net income of $4.9 million, or $0.34 per diluted common share, for the quarter ended December 31, 2013, compared to net income of $3.5 million, or $0.24 per diluted common share, for the fourth quarter of 2012. Net income for the full year 2013 totaled $17.3 million, or $1.20 per diluted common share, compared to $10.9 million, or $0.77 per diluted common share, for 2012. Total revenues for the fourth quarter and full year 2013 were up $1.7 million, or 6%, and $4.3 million, or 4%, over the respective periods of 2012. The Company also reported net loan growth of $224.2 million, or 15%, over the past twelve months.

Financial Highlights
(in millions, except per share data)
 
 
 
 
 
 
 
 
 
Quarter Ended
 
Year Ended
 
 
 
%
 
 
 
%
 
12/31/13
12/31/12
Increase
 
12/31/13
12/31/12
Increase
Total assets
$
2,781.1

$
2,634.9

6
%
 
 
 
 
 
 
 
 
 
 
 
 
Total loans (net)
1,727.8

1,503.5

15
%
 
 
 
 
 
 
 
 
 
 
 
 
Total deposits
2,239.6

2,231.3

%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total revenues
$
31.3

$
29.6

6
%
 
$
121.3

$
117.1

4
%
 
 
 
 
 
 
 
 
Net income
4.9

3.5

42
%
 
17.3

10.9

58
%
 
 
 
 
 
 
 
 
Diluted net income per common share
$
0.34

$
0.24

42
%
 
$
1.20

$
0.77

56
%
 
 
 
 
 
 
 
 


                                                            
1




“We are very proud of our efforts in 2013 in achieving the highest quarterly and annual net incomes in the Company's history. Our record net income of $17.3 million for 2013 reflects our ability to successfully grow our loan portfolio in a sometimes challenging economic environment as well as demonstrates our continued progress with increasing revenues and disciplined expense management. Our continued commitment to creating long-term shareholder value is evident through this performance” said Gary L. Nalbandian, the Company's Chairman and Chief Executive Officer. "Even with a slowly expanding economy and a continuously changing regulatory environment, we begin 2014 with a strong balance sheet and clear momentum to continue our performance and deliver to all of our constituencies."

Income Statement Highlights

The Company recorded net income of $4.9 million, or $0.34 per diluted common share, for the fourth quarter of 2013 compared to net income of $3.5 million, or $0.24 per diluted common share, for the same period one year ago, a $1.4 million, or 42%, increase. Net income for the full year 2013 totaled $17.3 million, or $1.20 per diluted common share, up $6.4 million, or 58%, over $10.9 million, or $0.77 per diluted common share over the results for 2012.

Return on average shareholders equity was 8.30% for the fourth quarter of 2013, compared to 8.14% for the previous quarter and compared to 5.89% for the same period last year. Return on average shareholders equity for 2013 was 7.41% compared to 4.76% for 2012.

Total revenues for the fourth quarter of 2013 were $31.3 million, up $1.7 million, or 6%, over total revenues of $29.6 million for the same quarter one year ago and were up $911,000, or 3%, over total revenues of $30.4 million for the previous quarter. Total revenues for 2013 increased $4.3 million, or 4%, over 2012.

The Company's net interest margin on a fully-taxable basis for the fourth quarter of 2013 was 3.55%, compared to 3.58% recorded in the third quarter of 2013 and compared to 3.71% for the fourth quarter of 2012. The Company's deposit cost of funds for the fourth quarter was 0.28%, the same as the previous quarter and compared to 0.32% for the same period one year ago.

The provision for loan losses totaled $1.6 million for the fourth quarter of 2013, compared to $1.2 million for the previous quarter and compared to $2.2 million for the fourth quarter one year ago. Our allowance for loan losses totaled $23.1 million, or 1.32%, of total loans at December 31, 2013 as compared to $25.3 million, or 1.65%, of total loans at December 31, 2012.

Noninterest expenses for the fourth quarter 2013 were $22.7 million, up $294,000, or 1%, compared to the previous quarter and up $251,000, or 1%, over the same quarter last year. Total noninterest expenses for 2013 were down $1.3 million, or 1%, compared to 2012.

Balance Sheet Highlights

Net loans grew $52.5 million, or 3%, on a linked quarter basis to $1.73 billion and were up $224.2 million, or 15%, over the fourth quarter 2012.

Total deposits were $2.24 billion, an increase of $62.6 million, or 3%, over the previous quarter.

Nonperforming assets were 1.61% of total assets at December 31, 2013, compared to 1.71% of total assets for the previous quarter and compared to 1.33% of total assets one year ago.

Metro's capital levels remain strong with a total risk-based capital ratio of 14.59%, a Tier 1 Leverage ratio of 9.39% and a tangible common equity to tangible assets ratio of 8.24%.

Stockholders' equity totaled $230.2 million, or 8.28% of total assets, at the end of 2013. At December 31, 2013, the Company's book value per share was $16.19. The market price of Metro's common stock increased by 63% from $13.22 per common share at December 31, 2012 to $21.54 per common share at December 31, 2013.

                                                            
2





Income Statement Overview

 
Three months ended
December 31,
 
Year ended
December 31,
(dollars in thousands, except per share data)
2013
 
2012
% Change
 
2013
 
2012
% Change
Total revenues
$
31,294

 
$
29,639

6
 %
 
$
121,320

 
$
117,052

4
 %
Provision for loan losses
1,575

 
2,150

(27
)
 
6,875

 
10,100

(32
)
Total noninterest expenses
22,737

 
22,486

1

 
89,869

 
91,144

(1
)
Net income
4,891

 
3,456

42

 
17,260

 
10,894

58

Diluted net income per share
$
0.34

 
$
0.24

42
 %
 
$
1.20

 
$
0.77

56
 %

Metro recorded net income of $4.9 million, or $0.34 per diluted common share, for the fourth quarter of 2013 compared to net income of $3.5 million, or $0.24 per diluted common share, for the fourth quarter of 2012. Net income totaled $17.3 million, or $1.20 per diluted common share, for the year ended December 31, 2013 as compared to net income of $10.9 million, or $0.77 per diluted common share, for 2012.

Total revenues (net interest income plus noninterest income) for the fourth quarter of 2013 were $31.3 million, up $1.7 million, or 6%, over the fourth quarter of 2012. Total revenues for the year ended December 31, 2013 were $121.3 million, up $4.3 million, or 4%, over last year. On a linked quarter basis, total revenues were up $911,000, or 3%.

Noninterest expenses for the quarter totaled $22.7 million, up $251,000, or 1%, compared to the same period in 2012. On a linked quarter basis, total noninterest expenses were up $294,000, or 1%. Total noninterest expenses for the year ended December 31, 2013 were $89.9 million, down $1.3 million, or 1%, from last year.

Net Interest Income and Net Interest Margin

Net interest income for the fourth quarter of 2013 totaled $23.3 million, up $1.5 million, or 7%, over the $21.8 million recorded in the fourth quarter of 2012. Net interest income for the year ended December 31, 2013 totaled $91.1 million versus $87.2 million for the year 2012, a $3.9 million, or 5%, increase.

Average interest-earning assets for the fourth quarter of 2013 totaled $2.66 billion versus $2.59 billion for the previous quarter and were up $277.1 million, or 12%, over the fourth quarter of 2012. Average loans receivable increased by $214.5 million, or 14%, and average investment securities increased by $62.6 million, or 7%, for the fourth quarter 2013 over the same period one year ago. Average interest-bearing deposits totaled $1.75 billion for the fourth quarter of 2013, up $8.5 million, over the same period of 2012 and average noninterest-bearing deposits for the fourth quarter 2013 were $433.9 million, down $14.9 million, or 3%, from the fourth quarter last year. Total interest expense for the quarter was down $188,000, or 8%, from the fourth quarter of 2012 as a result of a 6 basis points (bps) reduction in the Company's overall total cost of all funds over the past twelve months.

Average interest-earning assets for 2013 totaled $2.57 billion versus $2.31 billion for 2012, a 12% increase. Total interest income on a tax equivalent basis for the year ended December 31, 2013 was up $2.2 million, or 2%, over the same period last year. Total interest expense for the year 2013 was down $1.9 million, or 19%, from the same period of 2012.

The net interest margin for the fourth quarter of 2013 was 3.46%, down 3 bps from the 3.49% recorded for the previous quarter and down 16 bps from the fourth quarter one year ago. The net interest margin on a fully-taxable basis for the fourth quarter of 2013 was 3.55%, also down 3 bps from the previous quarter and down 16 bps compared to 3.71% for the fourth quarter of 2012.


                                                            
3




The net interest margin for the year 2013 was 3.51%, down 23 bps from the 3.74% recorded in 2012. On a fully-taxable basis, the net interest margin for the year ended December 31, 2013 was 3.60%, compared to 3.83% for the year ended December 31, 2012.

The Bank's deposit cost of funds for the fourth quarter of 2013 was 0.28%, the same as the previous quarter, and down 4 bps from 0.32% recorded in the fourth quarter one year ago. The Bank's deposit cost of funds for the year ended December 31, 2013 was 0.29%, down 8 bps compared to 0.37% for the year ended December 31, 2012. The total cost of all funding sources for the fourth quarter was 0.33%, compared to 0.32% for the previous quarter and down 6 basis points from the same period in 2012.
    
Change in Net Interest Income and Rate/Volume Analysis

As shown in the following table, the increase in net interest income on a fully tax-equivalent basis for the fourth quarter and for the full year 2013 over the same periods of 2012 was primarily due to an increase in the level of interest earning assets. Lower yields on interest earning assets were partially offset by a reduction in the Company's cost of funds.

(dollars in thousands)
 
Tax Equivalent Net Interest Income
2013 vs. 2012
 
Volume
Change
Rate
Change
Total
Increase
%
Increase
 
4th Quarter
 
$2,491
$(1,020)
$1,471
7%
 
Year to Date
 
$9,631
$(5,542)
$4,089
5%
 

Noninterest Income

Noninterest income for the fourth quarter of 2013 totaled $8.0 million, up $160,000, or 2%, over the fourth quarter one year ago. Service charges and fees for the fourth quarter were $7.2 million, a decrease of $408,000, or 5%, from the fourth quarter last year. Excluding a reallocation adjustment between noninterest income and noninterest expense of $477,000 recorded in the fourth quarter of 2012, service charges and fees were actually up $69,000, or 1%, for the fourth quarter of 2013 over the same period last year. Net gains on sales of securities for the fourth quarter of 2013 were $643,000 compared to $92,000 in the fourth quarter of 2012. Net gains on the sale of loans totaled $144,000 for the fourth quarter of 2013 versus $267,000 for the same period in 2012.

Noninterest income for the full year 2013 increased by $336,000, or 1%, over the full year 2012. Service charges and fees were up 1% for the year ended December 31, 2013 compared to 2012 and gains on the sale of loans were $955,000 for the year ended 2013 compared to $1.2 million for the same period of 2012. Net gains on sales of securities during 2013 were $664,000 compared to net gains of $1.1 million in 2012. There were no OTTI losses in 2013 compared to $649,000 in OTTI charges on private-label CMOs in the Bank's investment portfolio during 2012. The Company recorded a $140,000 charge during the fourth quarter of 2012 to repurchase and retire $8.0 million of 10% fixed rate Trust Capital Securities which had been issued in September 2001 and no comparable debt prepayment charge was incurred in 2013.

    








    


                                                            
4




The breakdown of noninterest income for the fourth quarter and for the years ended 2013 and 2012, respectively, is shown in the table below:

 
Three months ended
December 31,
 
Year ended
December 31,
(dollars in thousands)
2013
2012
% Change
 
2013
2012
% Change
Service charges, fees and other income
$
7,178

$
7,586

(5
)%
 
$
28,571

$
28,372

1
 %
Net gains on sales of loans
144

267

(46
)
 
955

1,220

(22
)
Net gains on sales/calls of securities
643

92

599

 
664

1,051

(37
)
Credit impairment losses on investment securities



 

(649
)
(100
)
Debt prepayment charge

(140
)
(100
)
 

(140
)
(100
)
Total noninterest income
$
7,965

$
7,805

2
 %
 
$
30,190

$
29,854

1
 %

Noninterest Expenses

Noninterest expenses for the fourth quarter of 2013 were $22.7 million, up $251,000, or 1%, compared to $22.5 million recorded in the fourth quarter one year ago. For the year ended December 31, 2013, noninterest expenses totaled $89.9 million, down $1.3 million, or 1%, from $91.1 million recorded for the same period of 2012.
    
The breakdown of noninterest expenses for the fourth quarter and for the full year 2013 and 2012, respectively, are shown in the table below:

 
Three months ended
December 31,
 
Year ended
December 31,
(dollars in thousands)
2013
2012
% Change
 
2013
2012
% Change
Salaries and employee benefits
$
10,829

$
10,516

3
 %
 
$
42,806

$
41,241

4
 %
Occupancy and equipment
3,386

3,379


 
13,250

13,281


Advertising and marketing
991

623

59

 
2,418

1,870

29

Data processing
3,150

3,707

(15
)
 
12,838

13,590

(6
)
Regulatory assessments and related costs
554

541

2

 
2,227

4,063

(45
)
Foreclosed real estate
153

(208
)
(174
)
 
422

1,335

(68
)
Other expenses
3,674

3,928

(6
)
 
15,908

15,764

1

Total noninterest expenses
$
22,737

$
22,486

1
 %
 
$
89,869

$
91,144

(1
)%
    
The increase in advertising and marketing expenses for the fourth quarter were the result of increased levels of marketing branded items as well as a higher level of corporate sponsorships and donations compared to prior periods.

Data processing costs were lower in the fourth quarter of 2013 due to lower levels of depreciation associated with now fully depreciated computer hardware and software combined with the fact that data processing totals for the fourth quarter of 2012 included a reallocation adjustment of approximately $477,000 as mentioned in the noninterest income section.









                                                            
5




Balance Sheet

 
As of December 31,
 
(dollars in thousands)
2013
2012
%
 Increase
Total assets
$
2,781,118

$
2,634,875

6
 %
 
 
 
 
Total loans (net)
1,727,762

1,503,515

15
 %
 
 
 
 
Total deposits
2,239,621

2,231,291

 %
 
 
 
 
Total core deposits
2,176,600

2,176,376

 %
 
 
 
 
Total stockholders' equity
230,183

235,387

(2
)%

Lending

Gross loans totaled $1.75 billion at December 31, 2013, an increase of $222.1 million, or 15%, over December 31, 2012. The Company experienced loan growth in all but one category over the past twelve months as a result of general economic improvement in the markets we serve, growth in the breadth and experience of the lending team as well as expansion of the Bank's middle market lending function. The composition of the Company's loan portfolio at December 31, 2013 and December 31, 2012 was as follows:

(dollars in thousands)
December 31, 2013
% of Total
 
December 31, 2012
% of Total
 
$
 Change
% Change
 
Commercial and industrial
$
447,144

25
%
 
$
376,988

25
%
 
$
70,156

19
 %
 
Commercial tax-exempt
81,734

5

 
92,202

6

 
(10,468
)
(11
)
 
Owner occupied real estate
302,417

17

 
268,372

17

 
34,045

13

 
Commercial construction
   and land development
133,176

8

 
100,399

7

 
32,777

33

 
Commercial real estate
473,188

27

 
394,404

26

 
78,784

20

 
Residential
97,766

6

 
83,899

5

 
13,867

17

 
Consumer
215,447

12

 
212,533

14

 
2,914

1

 
Gross loans
$
1,750,872

100
%
 
$
1,528,797

100
%
 
$
222,075

15
 %
 

Asset Quality

The Company's asset quality ratios are highlighted below:

 
Quarters Ended
 
December 31, 2013
 
September 30, 2013
 
December 31, 2012
 
Nonperforming assets/total assets
1.61
%
 
1.71
%
 
1.33
%
 
Net loan charge-offs (annualized)/average total loans
1.35
%
 
0.43
%
 
0.65
%
 
Loan loss allowance/total loans
1.32
%
 
1.61
%
 
1.65
%
 
Nonperforming loan coverage
57
%
 
63
%
 
77
%
 
Nonperforming assets/capital and reserves
18
%
 
18
%
 
13
%
 


                                                            
6




Nonperforming assets decreased during the fourth quarter by $2.2 million, to $44.8 million, or 1.61%, of total assets at December 31, 2013, from $47.0 million, or 1.71%, of total assets at September 30, 2013, and increased $9.7 million, compared to $35.1 million, or 1.33%, of total assets one year ago. Nonperforming loans decreased by $3.2 million during the fourth quarter while foreclosed asset balances increased by $921,000. The increase in foreclosed assets was primarily associated with 3 properties that were transferred to foreclosed assets during the quarter. Each of these properties sold subsequent to December 31, 2013 and have or are expected to settle in the first quarter of 2014.

Net loan charge-offs totaled $5.9 million for the fourth quarter of 2013. A total of $5.2 million, or 89%, of this total was associated with four loan relationships, all which had been reserved for in prior periods. Net charge-offs for the year ended December 31, 2013 totaled $9.0 million, compared to $6.4 million for 2012. A total of $7.6 million, or 84%, of the total net charge-offs for the year 2013 was associated with 5 loan relationships.

The Company recorded a provision for loan losses of $1.6 million for the fourth quarter of 2013 as compared to $1.2 million for the previous quarter and to $2.2 million recorded in the fourth quarter of 2012. The allowance for loan losses totaled $23.1 million as of December 31, 2013 as compared to $27.4 million at September 30, 2013 and to $25.3 million at December 31, 2012. The allowance represented 1.32% of gross loans outstanding at December 31, 2013, compared to 1.61% at September 30, 2013 and 1.65% at December 31, 2012.

Deposits

The Company's deposit balances at December 31, 2013 were $2.24 billion, compared to total deposits of $2.18 billion at September 30, 2013 and compared to $2.23 billion one year ago. The change in core deposits over the past twelve months by type of account is as follows:
 
As of December 31,
 
 
 
 
(dollars in thousands)
2013
 
2012
 
%
Change
 
4th Quarter 2013 Cost of Funds
Demand noninterest-bearing
$
443,287

 
$
455,000

 
(3
)%
 
0.00
%
Demand interest-bearing
1,107,056

 
1,133,765

 
(2
)
 
0.27

Savings
496,495

 
444,976

 
12

 
0.31

   Subtotal
2,046,838

 
2,033,741

 
1

 
0.22

Time
129,762

 
142,635

 
(9
)
 
1.19

Total core deposits
$
2,176,600

 
$
2,176,376

 
 %
 
0.28
%

Total core deposits, excluding time deposits, increased $13.1 million, or 1%, over the past twelve months and by $53.6 million, or 3%, on a linked quarter basis. The cost of core deposits, excluding time deposits, during the fourth quarter of 2013 was 0.22%, the same as the previous quarter and down 3 bps from the fourth quarter one year ago. The cost of total core deposits for the fourth quarter of 2013 and on a linked quarter basis was 0.28%, which was down 4 bps from fourth quarter of 2012.

Change in core deposits from year-end 2012 to year-end 2013 by type of customer is as follows:

 
December 31,
% of
 
December 31,
% of
 
%
 
(dollars in thousands)
2013
Total
 
2012
Total
 
Increase
 
Consumer
$
960,214

44
%
 
$
950,383

44
%
 
1
 %
 
Commercial
651,211

30

 
681,882

31

 
(4
)
 
Government
565,175

26

 
544,111

25

 
4

 
Total
$
2,176,600

100
%
 
$
2,176,376

100
%
 
 %
 


                                                            
7




Investments

At December 31, 2013, the Company's investment portfolio totaled $869.7 million, down $19.6 million, or 2%, on a linked quarter basis and down $75.2 million, or 8%, compared to December 31, 2012. Detailed below is information regarding the composition and characteristics of the portfolio at December 31, 2013:
Product Description
Available for Sale
 
Held to Maturity
 
Total
 
(dollars in thousands)
 
 
 
 
 
 
U.S. Government agencies/other
$
29,926

 
$
149,096

 
$
179,022

 
Mortgage-backed securities:
 
 
 
 
 
 
  Federal government agencies pass through certificates
62,500

 
7,849

 
70,349

 
  Agency collateralized mortgage obligations
467,064

 
118,893

 
585,957

 
Corporate debt securities

 
5,000

 
5,000

 
Municipal securities
26,433

 
2,976

 
29,409

 
Total
$
585,923

 
$
283,814

 
$
869,737

 
Duration (in years)
4.9

 
6.4

 
5.4

 
Average life (in years)
5.6

 
7.6

 
6.2

 
Quarterly average yield (annualized)
2.25
%
 
2.59
%
 
2.36
%
 

At December 31, 2013, after-tax unrealized loss on the Bank's available for sale portfolio was $16.5 million, as compared to an after-tax unrealized gain of $7.2 million at December 31, 2012. This change is a direct result of the steep decline in market prices for fixed rate investments which has occurred over the past three quarters as a result in the increase in long-term market interest rates.

Capital

Stockholders' equity at December 31, 2013 totaled $230.2 million, compared to $235.4 million at December 31, 2012. The decrease is the result of an increase in capital balances of $18.6 million, offset by the change from an unrealized gain to an unrealized loss on the Company's available for sale portfolio as mentioned previously. Return on average stockholders' equity (ROE) for the fourth quarter of 2013 was 8.30%, compared to 8.14% for the previous quarter and up over the 5.89% for the fourth quarter last year. Return on average stockholders' equity for the year 2013 was 7.41% compared to 4.76% for 2012.

The Company's capital ratios at December 31, 2013 and 2012 were as follows:

 
12/31/2013
12/31/2012
Regulatory Guidelines “Well Capitalized”
Leverage ratio
9.39
%
9.61
%
5.00
%
Tier 1
13.41

13.97

6.00

Total capital
14.59

15.22

10.00


Both the Company and its subsidiary bank continue to maintain strong capital ratios and are well capitalized under various regulatory capital guidelines as required by federal banking agencies.

At December 31, 2013, the Company's book value per common share was $16.19.

The market price of Metro's common stock increased by 63% from $13.22 per common share at December 31, 2012 to $21.54 per common share at December 31, 2013.

                                                            
8




Forward-Looking Statements
 
This document contains forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, which we refer to as the Securities Act and Section 21E of the Securities Exchange Act of 1934, which we refer to as the Exchange Act, with respect to the financial condition, liquidity, results of operations, future performance and business of Metro Bancorp, Inc. These forward-looking statements are intended to be covered by the safe harbor for "forward-looking statements" provided by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are those that are not historical facts. These forward-looking statements include statements with respect to our beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions that are subject to significant risks and uncertainties and are subject to change based on various factors (some of which are beyond our control).   The words "may," "could," "should," "would," "believe," "anticipate," "estimate," "expect," "intend," "plan" and similar expressions are intended to identify forward-looking statements. 
 
While we believe our plans, objectives, goals, expectations, anticipations, estimates and intentions as reflected in these forward-looking statements are reasonable, we can give no assurance that any of them will be achieved.  You should understand that various factors, in addition to those discussed elsewhere in this document, could affect our future results and could cause results to differ materially from those expressed in these forward-looking statements, including: 
 
the effects of and changes in, trade, monetary and fiscal policies, including interest rate policies of the Board of Governors of the Federal Reserve System, including the duration of such policies;
general economic or business conditions, either nationally, regionally or in the communities in which we do business, may be less favorable than expected, resulting in, among other things, a deterioration in credit quality and loan performance or a reduced demand for credit;
the effects of ongoing short and long-term federal budget and tax negotiations and their effects on economic and business conditions in general and our customers in particular;
the effects of the failure of the federal government to reach a deal to permanently raise the debt ceiling and the potential negative results on economic and business conditions;
the impact of the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank Act) and other changes in financial services’ laws and regulations (including laws concerning taxes, banking, securities and insurance);
possible impacts of the capital and liquidity requirements of the Basel III standards and other regulatory pronouncements;
continued effects of the aftermath of recessionary conditions and the impacts on the economy in general and our customers in particular, including adverse impacts on loan utilization rates as well as delinquencies, defaults and customers' ability to meet credit obligations;
our ability to manage current levels of impaired assets;
continued levels of loan volume origination;
the adequacy of the allowance for loan losses (allowance or ALL);
the impact of changes in Regulation Z and other consumer credit protection laws and regulations;
changes resulting from legislative and regulatory actions with respect to the current economic and financial industry environment;
changes in the Federal Deposit Insurance Corporation (FDIC) deposit fund and the associated premiums that banks pay to the fund;
interest rate, market and monetary fluctuations;
the results of the regulatory examination and supervision process;
unanticipated regulatory or legal proceedings and liabilities and other costs;
compliance with laws and regulatory requirements of federal, state and local agencies;

                                                            
9




our ability to continue to grow our business internally or through acquisitions and successful integration of new or acquired entities while controlling costs;
deposit flows;
the willingness of customers to substitute competitors’ products and services for our products and services and vice versa, based on price, quality, relationship or otherwise;
changes in consumer spending and saving habits relative to the financial services we provide;
the ability to hedge certain risks economically;
the loss of certain key officers;
changes in accounting principles, policies and guidelines as may be adopted by the regulatory agencies, as well as the Public Company Accounting Oversight Board, the Financial Accounting Standards Board, and other accounting standards setters;
the timely development of competitive new products and services by us and the acceptance of such products and services by customers;
rapidly changing technology;
continued relationships with major customers;
effect of terrorist attacks and threats of actual war;
other economic, competitive, governmental, regulatory and technological factors affecting the Company’s operations, pricing, products and services;
interruption or breach in security of our information systems resulting in failures or disruptions in customer account management, general ledger processing and loan or deposit systems;
our ability to maintain compliance with the exchange rules of The Nasdaq Stock Market, Inc.;

our ability to maintain the value and image of our brand and protect our intellectual property rights;

disruptions due to flooding, severe weather or other natural disasters or Acts of God; and

our success at managing the risks involved in the foregoing.

Because such forward-looking statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such statements.  The foregoing list of important factors is not exclusive and you are cautioned not to place undue reliance on these factors or any of our forward-looking statements, which speak only as of the date of this document or, in the case of documents incorporated by reference, the dates of those documents. We do not undertake to update any forward-looking statements, whether written or oral, that may be made from time to time by or on behalf of us except as required by applicable law.





                                                            
10




Metro Bancorp, Inc.
Selected Consolidated Financial Data
 
 
 
 
 
At or for the
 
At or for the
 
Three Months Ended
 
Twelve Months Ended
 
December 31,
 
September 30,
 
%
 
December 31,
 
%
 
December 31,
 
December 31,
 
%
(in thousands, except per share amounts)
2013
 
2013
 
Change
 
2012
 
Change
 
2013
 
2012
 
Change
Income Statement Data:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  Net interest income
$
23,329

 
$
22,867

 
2
 %
 
$
21,834

 
7
 %
 
$
91,130

 
$
87,198

 
5
 %
  Provision for loan losses
1,575

 
1,200

 
31

 
2,150

 
(27
)
 
6,875

 
10,100

 
(32
)
  Noninterest income
7,965

 
7,516

 
6

 
7,805

 
2

 
30,190

 
29,854

 
1

  Total revenues
31,294

 
30,383

 
3

 
29,639

 
6

 
121,320

 
117,052

 
4

  Noninterest expenses
22,737

 
22,443

 
1

 
22,486

 
1

 
89,869

 
91,144

 
(1
)
  Net income
4,891

 
4,676

 
5

 
3,456

 
42

 
17,260

 
10,894

 
58

Per Common Share Data:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  Net income per common share:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
      Basic
$
0.34

 
$
0.33

 
3
 %
 
$
0.24

 
42
 %
 
$
1.21

 
$
0.77

 
57
 %
      Diluted
0.34

 
0.33

 
3

 
0.24

 
42

 
1.20

 
0.77

 
56

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  Book Value
 
 
$
16.25

 
 
 
 
 
 
 
$
16.19

 
$
16.58

 
(2
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  Weighted average common shares
      outstanding:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
      Basic
14,155

 
14,145

 
 
 
14,129

 
 
 
14,142

 
14,128

 
 
      Diluted
14,337

 
14,315

 
 
 
14,129

 
 
 
14,273

 
14,128

 
 
Balance Sheet Data:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  Total assets
$
2,781,118

 
$
2,755,982

 
1
 %
 
 
 
 
 
$
2,781,118

 
$
2,634,875

 
6
 %
  Loans (net)
1,727,762

 
1,675,251

 
3

 
 
 
 
 
1,727,762

 
1,503,515

 
15

  Allowance for loan losses
23,110

 
27,425

 
(16
)
 
 
 
 
 
23,110

 
25,282

 
(9
)
  Investment securities
869,737

 
889,375

 
(2
)
 
 
 
 
 
869,737

 
944,892

 
(8
)
  Total deposits
2,239,621

 
2,177,071

 
3

 
 
 
 
 
2,239,621

 
2,231,291

 

  Core deposits
2,176,600

 
2,113,207

 
3

 
 
 
 
 
2,176,600

 
2,176,376

 

  Stockholders' equity
230,183

 
230,941

 

 
 
 
 
 
230,183

 
235,387

 
(2
)
Capital:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  Total stockholders' equity to assets
 
 
8.38
%
 
 
 
 
 
 
 
8.28
%
 
8.93
%
 
 
  Leverage ratio
 
 
9.42

 
 
 
 
 
 
 
9.39

 
9.61

 
 
  Risk based capital ratios:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
      Tier 1
 
 
13.54

 
 
 
 
 
 
 
13.41

 
13.97

 
 
      Total Capital
 
 
14.79

 
 
 
 
 
 
 
14.59

 
15.22

 
 
Performance Ratios:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  Deposit cost of funds
0.28
%
 
0.28
%
 
 
 
0.32
%
 
 
 
0.29
%
 
0.37
%
 
 
  Cost of funds
0.33

 
0.32

 
 
 
0.39

 
 
 
0.33

 
0.46

 
 
  Net interest margin
3.46

 
3.49

 
 
 
3.62

 
 
 
3.51

 
3.74

 
 
  Return on average assets
0.70

 
0.69

 
 
 
0.54

 
 
 
0.64

 
0.44

 
 
  Return on average stockholders' equity
8.30

 
8.14

 
 
 
5.89

 
 
 
7.41

 
4.76

 
 
Asset Quality:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  Net charge-offs (annualized) to
    average loans outstanding
1.35
%
 
0.43
%
 
 
 
0.65
%
 
 
 
0.55
%
 
0.44
%
 
 
  Nonperforming assets to total
    period-end assets
1.61

 
1.71

 
 
 
 
 
 
 
1.61

 
1.33

 
 
  Allowance for loan losses to total
    period-end loans
1.32

 
1.61

 
 
 
 
 
 
 
1.32

 
1.65

 
 
  Allowance for loan losses to
    period-end nonperforming loans
57

 
63

 
 
 
 
 
 
 
57

 
77

 
 
  Nonperforming assets to
    capital and allowance
18

 
18

 
 
 
 
 
 
 
18

 
13

 
 

                                                            
11




Metro Bancorp, Inc. and Subsidiaries
Consolidated Balance Sheets
 
 
 
 
 
December 31,
 
December 31,
 
2013
 
2012
(in thousands, except share and per share amounts)
(Unaudited)
 
 
 
 
 
 
Assets
 
 
 
Cash and cash equivalents
$
44,996

 
$
56,582

Securities, available for sale at fair value
585,923

 
675,109

Securities, held to maturity at cost (fair value 2013: $263,697; 2012: $273,671)
283,814

 
269,783

Loans, held for sale
6,225

 
15,183

Loans receivable, net of allowance for loan losses
(allowance 2013: $23,110; 2012: $25,282)
1,727,762

 
1,503,515

Restricted investments in bank stock
20,564

 
15,450

Premises and equipment, net
75,783

 
78,788

Other assets
36,051

 
20,465

Total assets
$
2,781,118

 
$
2,634,875

 
 

 
 

Liabilities and Stockholders' Equity
 

 
 

Deposits:
 

 
 

Noninterest-bearing
$
443,287

 
$
455,000

Interest-bearing
1,796,334

 
1,776,291

      Total deposits
2,239,621

 
2,231,291

Short-term borrowing
277,750

 
113,225

Long-term debt
15,800

 
40,800

Other liabilities
17,764

 
14,172

Total liabilities
2,550,935

 
2,399,488

Stockholders' Equity:
 

 
 

Preferred stock - Series A noncumulative; $10.00 par value; $1,000,000 liquidation preference;
 
 
 
      (1,000,000 shares authorized; 40,000 shares issued and outstanding)
400

 
400

Common stock - $1.00 par value; 25,000,000 shares authorized;
 
 
 
      (issued and outstanding shares 2013: 14,157,219;  2012: 14,131,263)
14,157

 
14,131

Surplus
158,650

 
157,305

Retained earnings
73,491

 
56,311

Accumulated other comprehensive income (loss)
(16,515
)
 
7,240

Total stockholders' equity
230,183

 
235,387

Total liabilities and stockholders' equity
$
2,781,118

 
$
2,634,875



                                                            
12




Metro Bancorp, Inc. and Subsidiaries
 
 
 
 
 
 
 
Consolidated Statements of Income (Unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Twelve Months Ended
 
December 31,
 
December 31,
(in thousands, except per share amounts)
2013
 
2012
 
2013
 
2012
Interest Income
 
 
 
 
 
 
 
Loans receivable, including fees:
 
 
 
 
 
 
 
Taxable
$
19,165

 
$
17,841

 
$
74,404

 
$
71,760

Tax-exempt
886

 
935

 
3,630

 
3,628

Securities:
 
 
 
 
 
 
 
Taxable
5,165

 
5,136

 
20,552

 
21,468

Tax-exempt
187

 
184

 
740

 
451

Federal funds sold

 

 

 
1

Total interest income
25,403

 
24,096

 
99,326

 
97,308

Interest Expense
 
 
 
 
 

 
 

Deposits
1,557

 
1,777

 
6,204

 
7,701

Short-term borrowings
211

 
33

 
712

 
203

Long-term debt
306

 
452

 
1,280

 
2,206

Total interest expense
2,074

 
2,262

 
8,196

 
10,110

Net interest income
23,329

 
21,834

 
91,130

 
87,198

Provision for loan losses
1,575

 
2,150

 
6,875

 
10,100

 Net interest income after provision for loan losses
21,754

 
19,684

 
84,255

 
77,098

Noninterest Income
 
 
 
 
 

 
 

Service charges, fees and other operating income
7,178

 
7,586

 
28,571

 
28,372

Net gains on sales of loans
144

 
267

 
955

 
1,220

Total fees and other income
7,322

 
7,853

 
29,526

 
29,592

Net impairment loss on investment securities

 

 

 
(649
)
Net gains on sales/calls of securities
643

 
92

 
664

 
1,051

Debt prepayment charge

 
(140
)
 

 
(140
)
Total noninterest income
7,965

 
7,805


30,190


29,854

Noninterest Expenses
 
 
 
 
 

 
 

Salaries and employee benefits
10,829

 
10,516

 
42,806

 
41,241

Occupancy and equipment
3,386

 
3,379

 
13,250

 
13,281

Advertising and marketing
991

 
623

 
2,418

 
1,870

Data processing
3,150

 
3,707

 
12,838

 
13,590

Regulatory assessments and related costs
554

 
541

 
2,227

 
4,063

Foreclosed real estate
153

 
(208
)
 
422

 
1,335

Other
3,674

 
3,928

 
15,908

 
15,764

Total noninterest expenses
22,737

 
22,486

 
89,869

 
91,144

Income before taxes
6,982

 
5,003

 
24,576

 
15,808

Provision for federal income taxes
2,091

 
1,547

 
7,316

 
4,914

Net income
$
4,891

 
$
3,456

 
$
17,260

 
$
10,894

Net Income per Common Share
 
 
 
 
 

 
 

Basic
$
0.34

 
$
0.24

 
$
1.21

 
$
0.77

Diluted
0.34

 
0.24

 
1.20

 
0.77

Average Common and Common Equivalent Shares Outstanding
 
 
 
 
 

 
 

Basic
14,155

 
14,129

 
14,142

 
14,128

Diluted
14,337

 
14,129

 
14,273

 
14,128



                                                            
13




Metro Bancorp, Inc. and Subsidiaries Average Balances and Net Interest Income
(unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Quarter ended,
Year-to-date,
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
December 31, 2013
September 30, 2013
December 31, 2012
December 31, 2013
December 31, 2012
 
Average
 
Avg.
Average
 
Avg.
Average
 
Avg.
Average
 
Avg.
Average
 
Avg.
 
Balance
Interest
Rate
Balance
Interest
Rate
Balance
Interest
Rate
Balance
Interest
Rate
Balance
Interest
Rate
(dollars in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Earning Assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment securities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Taxable
$
894,620

$
5,165

2.31
%
$
881,068

$
5,021

2.28
%
$
832,655

$
5,136

2.47
%
$
895,489

$
20,552

2.30
%
$
796,306

$
21,468

2.70
%
Tax-exempt
30,446

289

3.79

29,873

284

3.80

29,818

283

3.78

30,016

1,139

3.80

18,189

693

3.81

Total securities
925,066

5,454

2.36

910,941

5,305

2.33

862,473

5,419

2.51

925,505

21,691

2.34

814,495

22,161

2.72

Federal funds sold












2,696

1

0.05

Total loans receivable
1,731,862

20,527

4.66

1,674,334

20,150

4.73

1,517,395

19,279

4.99

1,647,608

79,988

4.80

1,489,787

77,342

5.13

Total earning assets
$
2,656,928

$
25,981

3.86
%
$
2,585,275

$
25,455

3.88
%
$
2,379,868

$
24,698

4.09
%
$
2,573,113

$
101,679

3.92
%
$
2,306,978

$
99,504

4.27
%
Sources of Funds
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing deposits:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  Regular savings
$
448,976

$
356

0.31
%
$
458,105

$
348

0.30
%
$
407,906

$
334

0.33
%
$
436,618

$
1,365

0.31
%
$
398,242

$
1,422

0.36
%
  Interest checking and money market
1,112,292

770

0.27

1,039,800

735

0.28

1,130,917

896

0.31

1,067,444

3,041

0.28

1,050,664

3,799

0.36

  Time deposits
126,523

380

1.19

123,044

368

1.19

145,820

499

1.36

129,502

1,591

1.23

157,238

2,262

1.44

  Public time and other noncore deposits
61,977

51

0.33

65,145

52

0.32

56,661

48

0.34

60,518

207

0.34

54,333

218

0.40

Total interest-bearing deposits
1,749,768

1,557

0.35

1,686,094

1,503

0.35

1,741,304

1,777

0.41

1,694,082

6,204

0.37

1,660,477

7,701

0.46

Short-term borrowings
320,644

211

0.26

329,868

189

0.22

60,398

33

0.22

301,447

712

0.23

86,333

203

0.23

Long-term debt
15,800

306

7.77

15,800

307

7.77

43,083

452

4.18

21,005

1,280

6.09

47,662

2,206

4.62

Total interest-bearing liabilities
2,086,212

2,074

0.39

2,031,762

1,999

0.39

1,844,785

2,262

0.49

2,016,534

8,196

0.41

1,794,472

10,110

0.56

Demand deposits (noninterest-bearing)
433,944

 
 
431,438

 
 
448,799

 
 
434,753

 

 

420,181

 

 

Sources to fund earning assets
2,520,156

2,074

0.33

2,463,200

1,999

0.32

2,293,584

2,262

0.39

2,451,287

8,196

0.33

2,214,653

10,110

0.46

Noninterest-bearing funds (net)
136,772

 
 
122,075

 
 
86,284

 
 
121,826

 

 

92,325

 

 

Total sources to fund earning assets
$
2,656,928

$
2,074

0.31
%
$
2,585,275

$
1,999

0.31
%
$
2,379,868

$
2,262

0.38
%
$
2,573,113

$
8,196

0.32
%
$
2,306,978

$
10,110

0.44
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net interest income and margin on a tax-
   equivalent basis
 
$
23,907

3.55
%
 
$
23,456

3.58
%
 
$
22,436

3.71
%
 
$
93,483

3.60
%
 
$
89,394

3.83
%
Tax-exempt adjustment
 
578

 
 
589

 
 
602

 
 
2,353

 
 
2,196

 
Net interest income and margin
 
$
23,329

3.46
%
 
$
22,867

3.49
%
 
$
21,834

3.62
%
 
$
91,130

3.51
%
 
$
87,198

3.74
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other Balances:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash and due from banks
$
46,666

 
 
$
50,839

 
 
$
68,727

 
 
$
47,800

 
 
$
52,825

 
 
Other assets
68,529

 
 
71,101

 
 
92,832

 
 
80,409

 
 
97,580

 
 
Total assets
2,772,123

 
 
2,707,215

 
 
2,541,427

 
 
2,701,322

 
 
2,457,383

 
 
Other liabilities
18,331

 
 
16,157

 
 
14,504

 
 
17,006

 
 
13,958

 
 
Stockholders' equity
233,636

 
 
227,858

 
 
233,339

 
 
233,029

 
 
228,772

 
 

                                                            
14




Metro Bancorp, Inc. and Subsidiaries
 
 
 
 
Summary of Allowance for Loan Losses and Other Related Data
 
 
(Unaudited)
 
 
 
 
 
 
 
 
 
 
Three Months Ended
Twelve Months Ended
 
December 31,
December 31,
(dollars in thousands)
2013
2012
2013
2012
 
 
 
 
 
Balance at beginning of period
$
27,425

$
25,596

$
25,282

$
21,620

Provisions charged to operating expenses
1,575

2,150

6,875

10,100

 
29,000

27,746

32,157

31,720

Recoveries of loans previously charged-off:
 
 
 
 
   Commercial and industrial
177

11

1,122

227

   Commercial tax-exempt




   Owner occupied real estate


3

7

   Commercial construction and land development
13

3

490

517

   Commercial real estate

12


97

   Residential


10

4

   Consumer
7

2

76

67

Total recoveries
197

28

1,701

919

Loans charged-off:
 
 
 
 
   Commercial and industrial
(701
)
(1,354
)
(3,427
)
(2,302
)
   Commercial tax-exempt




   Owner occupied real estate
(25
)
(680
)
(295
)
(772
)
   Commercial construction and land development
(2,552
)
(155
)
(2,844
)
(1,378
)
   Commercial real estate
(2,441
)
(2
)
(2,773
)
(1,853
)
   Residential
(166
)
(45
)
(332
)
(308
)
   Consumer
(202
)
(256
)
(1,077
)
(744
)
Total charged-off
(6,087
)
(2,492
)
(10,748
)
(7,357
)
Net charge-offs
(5,890
)
(2,464
)
(9,047
)
(6,438
)
Balance at end of period
$
23,110

$
25,282

$
23,110

$
25,282

Net charge-offs (annualized) as a percentage of
   average loans outstanding
1.35
%
0.65
%
0.55
%
0.44
%
Allowance for loan losses as a percentage of
   period-end loans
1.32
%
1.65
%
1.32
%
1.65
%


                                                            
15




Metro Bancorp, Inc. and Subsidiaries
 
 
 
 
 
Summary of Nonperforming Loans and Assets
 
 
 
 
(Unaudited)
 
 
 
 
 
 
 
 
 
 
 
The following table presents information regarding nonperforming loans and assets as of December 31, 2013 and for the preceding four quarters (dollar amounts in thousands).
 
 
 
 
 
 
 
December 31,
September 30,
June 30,
March 31,
December 31,
 
2013
2013
2013
2013
2012
Nonperforming Assets
 
 
 
 
 
Nonaccrual loans:
 
 
 
 
 
   Commercial and industrial
$
10,217

$
9,967

$
12,053

$
12,451

$
11,289

   Commercial tax-exempt





   Owner occupied real estate
4,838

4,924

4,999

3,428

3,119

   Commercial construction and land development
8,587

11,723

12,027

12,024

6,300

   Commercial real estate
6,705

6,904

3,893

5,575

5,659

   Residential
7,039

7,316

7,133

3,295

3,203

   Consumer
2,577

2,541

3,422

2,517

2,846

       Total nonaccrual loans
39,963

43,375

43,527

39,290

32,416

Loans past due 90 days or more
   and still accruing
369

119


1,726

220

   Total nonperforming loans
40,332

43,494

43,527

41,016

32,636

Foreclosed assets
4,477

3,556

4,611

2,675

2,467

Total nonperforming assets
$
44,809

$
47,050

$
48,138

$
43,691

$
35,103

 
 
 
 
 
 
Troubled Debt Restructurings (TDRs)
 
 
 
 
 
Nonaccruing TDRs
$
17,149

$
23,621

$
18,817

$
18,927

$
13,247

Accruing TDRs
12,091

11,078

14,888

14,308

19,559

Total TDRs
$
29,240

$
34,699

$
33,705

$
33,235

$
32,806

 
 
 
 
 
 
Nonperforming loans to total loans
2.30
%
2.55
%
2.66
%
2.61
%
2.13
%
 
 
 
 
 
 
Nonperforming assets to total assets
1.61
%
1.71
%
1.81
%
1.67
%
1.33
%
 
 
 
 
 
 
Nonperforming loan coverage
57
%
63
%
64
%
67
%
77
%
 
 
 
 
 
 
Allowance for loan losses as a percentage
   of total period-end loans
1.32
%
1.61
%
1.72
%
1.74
%
1.65
%
 
 
 
 
 
 
Nonperforming assets / capital plus allowance for
   loan losses
18
%
18
%
19
%
17
%
13
%



                                                            
16