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8-K - 8-K - BOSTON PRIVATE FINANCIAL HOLDINGS INCa2014q28-kearnings7x15x2014.htm



Boston Private Financial Holdings, Inc. Reports Second Quarter 2014 Results
Second Quarter Highlights:
Earnings increased 25% linked quarter: Second quarter 2014 GAAP Net Income Attributable to the Company increased to $21.3 million, or $0.25 per share, from $17.0 million, or $0.20 per share, for the first quarter of 2014.
Loan sale: In the second quarter of 2014, the Company sold $57 million of commercial loans from the loan portfolio for a gain on sale of $1.6 million.
Deposit and loan growth: Average Total Deposits increased 8% year-over-year to $5.0 billion. On a linked quarter basis, Average Total Deposits were flat. Average Total Loans increased 4% year-over-year to $5.1 billion although were flat for the second quarter of 2014 as a result of the portfolio loan sale.
Core Fees and Income increased 13% year-over-year: Fees from Wealth Management businesses increased 3% linked quarter and 11% year-over-year to $30.8 million.
Net Interest Income growth: Net Interest Income grew 4% linked quarter and 5% year-over-year to $46.3 million. Included in the quarter's Net Interest Income was $1.9 million of interest recovered on previous nonaccrual loans.
Total Operating Expenses decreased: Total Operating Expenses decreased 1% to $54.4 million on a linked quarter basis and decreased 4% on a year-over-year basis.
Provision credit: The Company recorded a provision credit of $5.0 million in the quarter due to net recoveries of $2.9 million and $1.2 million as result of the commercial loan sale.
Boston, MA - July 15, 2014 - Boston Private Financial Holdings, Inc. (NASDAQ: BPFH) (the “Company” or “BPFH”) today reported second quarter 2014 GAAP Net Income Attributable to the Company of $21.3 million, compared to $17.0 million for the first quarter of 2014. GAAP Net Income Attributable to the Company was flat on a year-over-year basis relative to the second quarter of 2013. Second quarter diluted earnings per share were $0.25, a $0.05 increase over the first quarter of 2014. Diluted earnings per share increased by $0.14 on a year-over-year basis from $0.11 for the second quarter of 2013. Excluding the impact of significant transactions in the second quarter of 2013, diluted earnings per share was $0.18.
“The second quarter demonstrated continued strength in our Wealth Management businesses and our Private Bank,” said Clayton G. Deutsch, CEO and President. “For the Private Bank, average loan and deposit growth year-over-year was 4% and 8%, respectively. Our Wealth Advisors had another strong quarter, with fees increasing 4% linked quarter and 16% year-over-year. Especially gratifying, given our long-standing focus on target ROE attainment, is seeing second quarter ROE come in at 13.5% and first half of 2014 ROE coming in at 12.2%.”
Core Fees and Income Increased 13% Year-Over-Year
On a year-over-year basis, Core Fees and Income (Investment Management Fees, Wealth Advisory Fees, Private Banking Wealth Management and Trust Fees, Other Banking Fee Income and Gain on Sale of Loans) increased 13% to $34.1 million due to double-digit growth in Wealth Advisory Fees. On a linked quarter basis, Core Fees and Income increased 8% from $31.7 million for the first quarter of 2014, due largely to higher AUM across our Wealth Management business as well as higher gain on sale of loans.
Total Assets Under Management/Advisory (“AUM”) increased to $25.4 billion at the end of the second quarter, up 3% from $24.7 billion at the end of the first quarter of 2014. AUM increased 17% from $21.8 billion at the end of the second quarter of 2013.

1



Net Interest Income Increased 4% Linked Quarter
Net Interest Income for the second quarter was $46.3 million, up 4% from $44.5 million for the first quarter of 2014. On a year-over-year basis, Net Interest Income increased 5% from $43.9 million. Included in the second quarter of 2014 Net Interest Income was $1.9 million of interest recovered on previous nonaccrual loans. Excluding the interest recovered, Net Interest Income was flat compared to the first quarter of 2014 and up 1% from the second quarter of 2013.
Net Interest Margin was 3.14% at the end of the second quarter, up ten basis points from 3.04% at the end of the first quarter. Net Interest Margin was unchanged from June 30, 2013. Excluding the impact from interest recovered, June 30, 2014 Net Interest Margin was 3.01%, down three basis points from March 31, 2014.
Total Operating Expenses Decreased 1% Linked Quarter, 4% Year-Over-Year
Total Operating Expenses for the second quarter of 2014 were $54.4 million, down 1% from $55.0 million for the first quarter of 2014. First quarter expenses were elevated by seasonal compensation expenses such as increased 401(k) employee contribution matches and FICA. On a year-over-year basis, Total Operating Expenses decreased 4% from $56.7 million. The second quarter of 2013 included $2.4 million of one-time charges related to liability restructuring and tax reserves.
Provision Credit of $5.0M Driven By Net Recoveries
The Company recorded a $5.0 million credit for its Provision for Loan Losses for the second quarter of 2014, compared to a provision credit of $1.2 million for the first quarter. The provision credit was driven by net recoveries of $2.9 million and $1.2 million from the commercial loan sale. The Company recorded a provision credit of $2.0 million for the second quarter of 2013.
Criticized Loans were flat on a linked quarter basis, and decreased 2% year-over-year. Nonaccrual Loans (“Nonaccruals”) decreased 1% to $41.6 million, down from $42.1 million on a linked quarter basis. On a year-over-year basis, Nonaccruals decreased 20% from $52.3 million. As a percentage of Total Loans, Nonaccruals were 82 basis points at June 30, 2014, up 1 basis point from 81 basis points at March 31, 2014, and down 26 basis points from 1.08% at June 30, 2013.
Additional credit metrics are listed below on a linked quarter and year-over-year basis:
(In millions)
June 30,
2014
 
March 31,
2014
 
June 30,
2013
Total Criticized Loans
$
188.2

 
$
187.3

 
$
191.4

Total Loans 30-89 Days Past Due and Accruing (13)
$
6.0

 
$
10.6

 
$
11.5

Total Net Loans (Charged-off)/ Recovered
$
2.9

 
$
1.4

 
$
0.5

Allowance for Loan Losses/ Total Loans
1.46
%
 
1.48
%
 
1.67
%

2



Capital Ratios Increase
The Company built upon its capital position in the second quarter of 2014. David J. Kaye, Chief Financial Officer, stated, “Strong earnings and proactive balance sheet management pushed the Tier 1 Common Equity Ratio up to 10.6%, providing the Company with additional flexibility going forward.”
Capital ratios are listed below on a linked quarter and year-over-year basis:
 
June 30,
2014
 
March 31,
2014
 
June 30,
2013
Total Risk-Based Capital *
15.5
%
 
15.0
%
 
15.6
%
Tier I Risk-Based Capital *
14.3
%
 
13.7
%
 
14.3
%
Tier I Leverage Capital *
10.4
%
 
10.2
%
 
10.4
%
TCE/TA
7.8
%
 
7.1
%
 
7.3
%
Tier I Common Equity/ Risk Weighted Assets *
10.6
%
 
10.1
%
 
9.9
%
*June 30, 2014 data is presented based on estimated data.

Dividend Payments
Concurrent with the release of second quarter 2014 earnings, the Board of Directors of the Company declared a cash dividend to common shareholders of $0.08 per share. The record date for this dividend is August 8, 2014, and the payment date is August 22, 2014.
The Board of Directors of the Company also declared a cash dividend to holders of the Non-Cumulative Perpetual Preferred Stock, Series D of $17.375 per share, which will result in a dividend of $0.434375 per depositary share. The record date for this dividend is August 15, 2014, and the payment date is September 15, 2014.
Non-GAAP Financial Measures
The Company uses certain non-GAAP financial measures, such as tangible book value per share; the TCE/TA ratio; return on average common equity; return on average tangible common equity; pre-tax, pre-provision earnings; and the efficiency ratio (FTE basis), to provide information for investors to effectively analyze financial trends of ongoing business activities, and to enhance comparability with peers across the financial sector.  A detailed reconciliation table of the Company's GAAP to the non-GAAP measures is attached.
Conference Call
Management will hold a conference call at 8 a.m. Eastern Time on Wednesday, July 16, to discuss the financial results, business highlights and outlook. To access the call:
Dial In #: (888) 317-6003
Elite Entry Number: 2512612

Replay Information:
Available from July 16 at 12 noon until July 23
Dial In #: (877) 344-7529
Conference Number: 10048703
The call will be simultaneously webcast and may be accessed on www.bostonprivate.com.

3



Boston Private Financial Holdings, Inc.
Boston Private Financial Holdings, Inc. is a national financial services organization that owns Wealth Management and Private Banking affiliates in Boston, New York, Los Angeles and the San Francisco Bay Area. The Company has a $6 billion Private Banking balance sheet, and manages over $25 billion of client assets.
The Company positions its affiliates to serve the high net worth marketplace with high quality products and services of unique appeal to private clients. The Company also provides strategic oversight and access to resources, both financial and intellectual, to support affiliate management, marketing, compliance and legal activities. (NASDAQ: BPFH)
For more information about BPFH, visit the Company's website at www.bostonprivate.com.
Forward-Looking Statements
Certain statements in this press release that are not historical facts may constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are intended to be covered by the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties. These statements include, among others, statements regarding our strategy, evaluations of future interest rate trends and liquidity, prospects for growth in assets, and prospects for overall results over the long term. You should not place undue reliance on our forward-looking statements. You should exercise caution in interpreting and relying on forward-looking statements because they are subject to significant risks, uncertainties and other factors which are, in some cases, beyond the Company's control. Forward-looking statements are based on the current assumptions and beliefs of management and are only expectations of future results. The Company's actual results could differ materially from those projected in the forward-looking statements as a result of, among other factors, adverse conditions in the capital and debt markets and the impact of such conditions on the Company's private banking, investment management and wealth advisory activities; changes in interest rates; competitive pressures from other financial institutions; the effects of continued weakness in general economic conditions on a national basis or in the local markets in which the Company operates; changes in loan defaults and charge-off rates; changes in the value of securities and other assets, adequacy of loan loss reserves, or decreases in deposit levels necessitating increased borrowing to fund loans and investments; increasing government regulation; the risk that goodwill and intangibles recorded in the Company's financial statements will become impaired; the risk that the Company's deferred tax asset may not be realized; risks related to the identification and implementation of acquisitions, dispositions and restructurings; changes in assumptions used in making such forward-looking statements; and the other risks and uncertainties detailed in the Company's Annual Report on Form 10-K and updated by the Company's Quarterly Reports on Form 10-Q and other filings submitted to the Securities and Exchange Commission. Forward-looking statements speak only as of the date on which they are made. The Company does not undertake any obligation to update any forward-looking statement to reflect circumstances or events that occur after the date the forward-looking statements are made.
Note to Editors:
Boston Private Financial Holdings, Inc. is not to be confused with Boston Private Bank & Trust Company. Boston Private Bank & Trust Company is a wholly-owned subsidiary of BPFH. The information reported in this press release is related to the performance and results of BPFH.
###
CONTACT:
Steve Gaven
Vice President, Investor Relations
Boston Private Financial Holdings, Inc.
(617) 912-3793
sgaven@bostonprivate.com


4



Boston Private Financial Holdings, Inc.
Selected Financial Data (Unaudited)
 
June 30, 2014
 
March 31, 2014
 
June 30, 2013
 
(In thousands, except share and per share data)
Assets:
 
 
 
 
 
Cash and cash equivalents
$
139,181

 
$
398,687

 
$
67,654

Investment securities available for sale
683,590

 
700,531

 
724,153

Investment securities held to maturity
138,380

 
127,938

 

Stock in Federal Home Loan Banks
35,276

 
37,450

 
40,622

Loans held for sale
2,841

 
2,297

 
12,414

Total loans
5,106,051

 
5,162,470

 
4,838,713

Less: Allowance for loan losses
74,547

 
76,605

 
80,800

Net loans
5,031,504

 
5,085,865

 
4,757,913

Other real estate owned (“OREO”)
921

 
921

 
776

Premises and equipment, net
28,410

 
29,045

 
29,093

Goodwill
110,180

 
110,180

 
110,180

Intangible assets, net
18,506

 
19,551

 
22,712

Fees receivable
11,957

 
11,039

 
9,950

Accrued interest receivable
14,337

 
15,057

 
14,831

Deferred income taxes, net
50,516

 
53,716

 
60,019

Other assets
123,224

 
113,143

 
116,613

Total assets
$
6,388,823

 
$
6,705,420

 
$
5,966,930

Liabilities:
 
 
 
 
 
Deposits
$
4,951,852

 
$
5,341,644

 
$
4,576,383

Securities sold under agreements to repurchase
137,334

 
93,550

 
26,700

Federal funds purchased

 
15,000

 
65,000

Federal Home Loan Bank borrowings
416,579

 
394,458

 
448,706

Junior subordinated debentures
106,363

 
106,363

 
133,168

Other liabilities
93,149

 
87,652

 
90,035

Total liabilities
5,705,277

 
6,038,667

 
5,339,992

Redeemable Noncontrolling Interests
20,895

 
20,774

 
17,661

Shareholders’ Equity:
 
 
 
 
 
Preferred stock, $1.00 par value; authorized: 2,000,000 shares
47,753

 
47,753

 
47,754

Common stock, $1.00 par value; authorized: 170,000,000 shares; issued and outstanding: 80,394,009 shares at June 30, 2014; 80,001,139 shares at March 31, 2014; 79,734,389 shares at June 30, 2013
80,394

 
80,001

 
79,734

Additional paid-in capital
603,652

 
610,590

 
626,950

Accumulated deficit
(67,838
)
 
(89,170
)
 
(142,215
)
Accumulated other comprehensive income/ (loss)
(1,542
)
 
(3,305
)
 
(3,081
)
Total Company’s shareholders’ equity
662,419

 
645,869

 
609,142

Noncontrolling interests
232

 
110

 
135

Total shareholders’ equity
662,651

 
645,979

 
609,277

Total liabilities, redeemable noncontrolling interests and shareholders’ equity
$
6,388,823

 
$
6,705,420

 
$
5,966,930



5



Boston Private Financial Holdings, Inc.
Selected Financial Data (Unaudited)
 
Three Months Ended
 
Six Months Ended
 
June 30,
2014
 
March 31,
2014
 
June 30,
2013
 
June 30,
2014
 
June 30,
2013
Interest and dividend income:
(In thousands, except share and per share data)
Loans
$
49,396

 
$
47,214

 
$
48,339

 
$
96,610

 
$
97,689

Taxable investment securities
730

 
636

 
489

 
1,366

 
1,000

Non-taxable investment securities
914

 
904

 
778

 
1,818

 
1,617

Mortgage-backed securities
1,689

 
1,936

 
1,340

 
3,625

 
2,742

Federal funds sold and other
253

 
346

 
179

 
599

 
358

Total interest and dividend income
52,982

 
51,036

 
51,125

 
104,018

 
103,406

Interest expense:
 
 
 
 
 
 
 
 
 
Deposits
3,375

 
3,216

 
3,120

 
6,591

 
6,906

Federal Home Loan Bank borrowings
2,359

 
2,326

 
2,818

 
4,685

 
5,649

Junior subordinated debentures
965

 
955

 
1,156

 
1,920

 
2,310

Repurchase agreements and other short-term borrowings
15

 
17

 
132

 
32

 
366

Total interest expense
6,714

 
6,514

 
7,226

 
13,228

 
15,231

Net interest income
46,268

 
44,522

 
43,899

 
90,790

 
88,175

Provision/ (credit) for loan losses
(5,000
)
 
(1,200
)
 
(2,000
)
 
(6,200
)
 
(2,000
)
Net interest income after provision for loan losses
51,268

 
45,722

 
45,899

 
96,990

 
90,175

Fees and other income:
 
 
 
 
 
 
 
 
 
Investment management fees
11,754

 
11,461

 
10,848

 
23,215

 
20,934

Wealth advisory fees
11,979

 
11,473

 
10,317

 
23,452

 
20,385

Private banking wealth management and trust fees
7,043

 
6,961

 
6,490

 
14,004

 
13,272

Other banking fee income
1,677

 
1,680

 
1,706

 
3,357

 
3,504

Gain on sale of loans, net
1,694

 
89

 
746

 
1,783

 
1,933

Total core fees and income
34,147

 
31,664

 
30,107

 
65,811

 
60,028

Gain on repurchase of debt

 

 
46

 

 
620

Gain on sale of investments, net

 
1

 
18

 
1

 
28

Gain/(loss) on OREO, net
19

 
819

 
(47
)
 
838

 
(13
)
Gain on sale of Pacific Northwest offices (1)

 

 
10,574

 

 
10,574

Other
208

 
249

 
286

 
457

 
508

Total other income
227

 
1,069

 
10,877

 
1,296

 
11,717

Operating expense:
 
 
 
 
 
 
 
 
 
Salaries and employee benefits
34,338

 
36,574

 
34,054

 
70,912

 
71,503

Occupancy and equipment
7,349

 
7,797

 
7,597

 
15,146

 
15,104

Professional services
3,526

 
2,843

 
2,585

 
6,369

 
5,246

Marketing and business development
2,730

 
1,426

 
2,726

 
4,156

 
4,162

Contract services and data processing
1,447

 
1,438

 
1,484

 
2,885

 
3,052

Amortization of intangibles
1,045

 
1,053

 
1,101

 
2,098

 
2,219

FDIC insurance
854

 
896

 
954

 
1,750

 
1,994

Other
3,113

 
2,941

 
6,165

 
6,054

 
9,972

Total operating expense
54,402

 
54,968

 
56,666

 
109,370

 
113,252

Income before income taxes
31,240

 
23,487

 
30,217

 
54,727

 
48,668

Income tax expense
10,333

 
7,138

 
10,701

 
17,471

 
16,741

Net income from continuing operations
20,907

 
16,349

 
19,516

 
37,256

 
31,927

Net income from discontinued operations (2)
1,450

 
1,928

 
2,781

 
3,378

 
4,503

Net income before attribution to noncontrolling interests
22,357

 
18,277

 
22,297

 
40,634

 
36,430

Less: Net income attributable to noncontrolling interests
1,025

 
1,236

 
969

 
2,261

 
1,899

Net income attributable to the Company
$
21,332

 
$
17,041

 
$
21,328

 
$
38,373

 
$
34,531


6



Boston Private Financial Holdings, Inc.
Selected Financial Data (Unaudited)
 
Three Months Ended
 
Six Months Ended
PER SHARE DATA:
June 30,
2014
 
March 31,
2014
 
June 30,
2013
 
June 30,
2014
 
June 30,
2013
 
(In thousands, except share and per share data)
Calculation of Income for EPS:
 
 
 
 
 
 
 
 
 
Net income attributable to the Company
$
21,332

 
$
17,041

 
$
21,328

 
$
38,373

 
$
34,531

Adjustments to Net Income Attributable to the Company to Arrive at Net Income Attributable to Common Shareholders (3)
(1,195
)
 
(1,061
)
 
(12,468
)
 
(2,256
)
 
(12,925
)
Net Income Attributable to the Common Shareholders
20,137

 
15,980

 
8,860

 
36,117

 
21,606

LESS: Amount allocated to participating securities
(132
)
 
(117
)
 
(199
)
 
(255
)
 
(998
)
Net Income Attributable to the Common Shareholders, after allocation to participating securities
$
20,005

 
$
15,863

 
$
8,661

 
$
35,862

 
$
20,608

 
 
 
 
 
 
 
 
 
 
End of Period Common Shares Outstanding
80,394,009

 
80,001,139

 
79,734,389

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average Shares Outstanding:
 
 
 
 
 
 
 
 
 
Weighted average basic shares, including participating securities
79,195,082

 
79,107,968

 
80,472,013

 
79,151,765

 
83,039,376

LESS: Participating securities
(756,446
)
 
(962,783
)
 
(3,221,015
)
 
(859,044
)
 
(6,003,378
)
PLUS: Dilutive potential common shares
1,859,789

 
1,865,705

 
1,127,880

 
1,866,121

 
1,069,292

Weighted Average Diluted Shares (4)
80,298,425

 
80,010,890

 
78,378,878

 
80,158,842

 
78,105,290

 
 
 
 
 
 
 
 
 
 
Diluted Total Earnings per Share
$
0.25

 
$
0.20

 
$
0.11

 
$
0.45

 
$
0.26




7



Boston Private Financial Holdings, Inc.
Selected Financial Data (Unaudited)
(In thousands, except per share data)
June 30,
2014
 
March 31,
2014
 
June 30,
2013
FINANCIAL DATA:
Book Value Per Common Share
$
7.65

 
$
7.48

 
$
7.04

Tangible Book Value Per Share (5)
$
6.05

 
$
5.86

 
$
5.38

Market Price Per Share
$
13.44

 
$
13.53

 
$
10.64

 
 
 
 
 
 
ASSETS UNDER MANAGEMENT AND ADVISORY:
 
 
 
 
 
Private Banking
$
4,716,000

 
$
4,612,000

 
$
4,126,000

Investment Managers
10,917,000

 
10,505,000

 
9,149,000

Wealth Advisory
9,760,000

 
9,641,000

 
8,516,000

Less: Inter-company Relationship
(23,000
)
 
(22,000
)
 
(20,000
)
Total Assets Under Management and Advisory
$
25,370,000

 
$
24,736,000

 
$
21,771,000

 
 
 
 
 
 
FINANCIAL RATIOS:
 
 
 
 
 
Total Equity/Total Assets
10.37
%
 
9.63
%
 
10.21
%
Tangible Common Equity/ Tangible Assets (5)
7.77
%
 
7.12
%
 
7.35
%
Tier I Common Equity/ Risk Weighted Assets (5)
10.63
%
 
10.11
%
 
9.95
%
Allowance for Loan Losses/Total Loans
1.46
%
 
1.48
%
 
1.67
%
Allowance for Loan Losses/Nonaccrual Loans
179
%
 
182
%
 
155
%
Return on Average Assets - Three Months Ended (Annualized)
1.32
%
 
1.06
%
 
1.39
%
Return on Average Common Equity - Three Months Ended (Annualized) (6)
13.50
%
 
10.91
%
 
14.59
%
Return on Average Tangible Common Equity - Three Months Ended (Annualized) (6)
17.15
%
 
13.99
%
 
19.05
%
Efficiency Ratio - Three Months Ended (7)
64.39
%
 
67.88
%
 
63.94
%


8



Boston Private Financial Holdings, Inc.
Selected Financial Data (Unaudited)

9



 
Average Balance
 
Interest Income/Expense
 
Average Yield/Rate
(In Thousands)
Three Months Ended
 
Three Months Ended
 
Three Months Ended
AVERAGE BALANCE SHEET:
06/30/14
03/31/14
06/30/13
 
06/30/14
03/31/14
06/30/13
 
06/30/14
03/31/14
06/30/13
AVERAGE ASSETS
 
 
 
 
 
 
 
 
 
 
 
Interest-Earning Assets:
 
 
 
 
 
 
 
 
 
 
 
Cash and Investments:
 
 
 
 
 
 
 
 
 
 
 
Taxable investment securities
$
262,253

$
254,407

$
208,717

 
$
730

$
636

$
489

 
1.12
%
1.00
%
0.94
%
Non-taxable investment securities (8)
224,634

224,054

204,219

 
1,406

1,391

1,197

 
2.50
%
2.48
%
2.34
%
Mortgage-backed securities
332,928

341,082

294,976

 
1,689

1,936

1,340

 
2.03
%
2.27
%
1.82
%
Federal funds sold and other
187,722

204,157

152,037

 
253

346

179

 
0.62
%
0.68
%
0.46
%
Total Cash and Investments
1,007,537

1,023,700

859,949

 
4,078

4,309

3,205

 
1.64
%
1.68
%
1.49
%
Loans: (9)
 
 
 
 
 
 
 
 
 
 
 
Commercial and Construction (8)
2,856,603

2,833,475

2,702,401

 
33,397

30,921

31,854

 
4.62
%
4.37
%
4.66
%
Residential
2,039,146

2,035,232

1,963,701

 
15,984

16,169

16,097

 
3.14
%
3.18
%
3.28
%
Home Equity and Other Consumer
242,988

245,596

271,063

 
1,744

1,805

1,984

 
2.88
%
2.98
%
2.94
%
Total Loans
5,138,737

5,114,303

4,937,165

 
51,125

48,895

49,935

 
3.95
%
3.83
%
4.02
%
Total Earning Assets
6,146,274

6,138,003

5,797,114

 
55,203

53,204

53,140

 
3.57
%
3.47
%
3.64
%
LESS: Allowance for Loan Losses
79,071

77,228

83,711

 
 
 
 
 
 
 
 
Cash and due From Banks (Non-Interest Bearing)
32,016

41,559

43,143

 
 
 
 
 
 
 
 
Other Assets
366,833

347,721

380,462

 
 
 
 
 
 
 
 
TOTAL AVERAGE ASSETS
$
6,466,052

$
6,450,055

$
6,137,008

 
 
 
 
 
 
 
 
AVERAGE LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS, AND SHAREHOLDERS' EQUITY
 
 
 
 
 
 
 
 
 
 
 
Interest-Bearing Liabilities:
 
 
 
 
 
 
 
 
 
 
 
Interest-Bearing Deposits: (10)
 
 
 
 
 
 
 
 
 
 
 
Savings and NOW
$
601,104

$
545,973

$
523,229

 
$
111

$
98

$
107

 
0.07
%
0.07
%
0.08
%
Money Market
2,509,400

2,490,836

2,272,302

 
1,994

1,845

1,627

 
0.32
%
0.30
%
0.29
%
Certificates of Deposit
615,325

624,547

669,996

 
1,270

1,273

1,386

 
0.83
%
0.83
%
0.85
%
Total Interest-Bearing Deposits
3,725,829

3,661,356

3,465,527

 
3,375

3,216

3,120

 
0.36
%
0.36
%
0.37
%
Junior Subordinated Debentures
106,363

106,363

133,605

 
965

955

1,156

 
3.59
%
3.59
%
3.42
%
FHLB Borrowings and Other
527,418

506,864

584,030

 
2,374

2,343

2,950

 
1.78
%
1.85
%
2.00
%
Total Interest-Bearing Liabilities
4,359,610

4,274,583

4,183,162

 
6,714

6,514

7,226

 
0.61
%
0.61
%
0.69
%
Noninterest Bearing Demand Deposits
1,334,791

1,422,928

1,212,127

 
 
 
 
 
 
 
 
Other Liabilities
93,539

91,863

116,744

 
 
 
 
 
 
 
 
Total Average Liabilities
5,787,940

5,789,374

5,512,033

 
 
 
 
 
 
 
 
Redeemable Noncontrolling Interests
23,850

20,132

15,966

 
 
 
 
 
 
 
 
Average Shareholders' Equity
654,262

640,549

609,009

 
 
 
 
 
 
 
 
TOTAL AVERAGE LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS, AND SHAREHOLDERS' EQUITY
$
6,466,052

$
6,450,055

$
6,137,008

 
 
 
 
 
 
 
 
Net Interest Income - on a Fully Taxable Equivalent Basis (FTE)
 
 
 
 
$
48,489

$
46,690

$
45,914

 
 
 
 
LESS: FTE Adjustment (8)
 
 
 
 
2,221

2,168

2,015

 
 
 
 
Net Interest Income (GAAP Basis)
 
 
 
 
$
46,268

$
44,522

$
43,899

 
 
 
 
Interest Rate Spread
 
 
 
 
 
 
 
 
2.96
%
2.86
%
2.95
%
Bank only Net Interest Margin
 
 
 
 
 
 
 
 
3.21
%
3.11
%
3.23
%
Net Interest Margin
 
 
 
 
 
 
 
 
3.14
%
3.04
%
3.14
%

10



Boston Private Financial Holdings, Inc.
Selected Financial Data (Unaudited)
 
Average Balance
 
Interest Income/Expense
 
Average Yield/Rate
(In Thousands)
Six Months Ended
 
Six Months Ended
 
Six Months Ended
AVERAGE BALANCE SHEET:
06/30/14
06/30/13
 
06/30/14
06/30/13
 
06/30/14
06/30/13
AVERAGE ASSETS
 
 
 
 
 
 
 
 
Interest-Earning Assets:
 
 
 
 
 
 
 
 
Cash and Investments:
 
 
 
 
 
 
 
 
Taxable investment securities
$
258,470

$
203,873

 
$
1,366

$
1,000

 
1.06
%
0.99
%
Non-taxable investment securities (8)
224,346

204,734

 
2,797

2,487

 
2.49
%
2.43
%
Mortgage-backed securities
336,982

306,268

 
3,625

2,742

 
2.15
%
1.79
%
Federal funds sold and other
195,632

159,976

 
599

358

 
0.62
%
0.44
%
Total Cash and Investments
1,015,430

874,851

 
8,387

6,587

 
1.66
%
1.51
%
Loans: (9)
 
 
 
 
 
 
 
 
Commercial and Construction (8)
2,845,103

2,753,758

 
64,317

63,844

 
4.50
%
4.61
%
Residential
2,037,200

1,983,662

 
32,153

33,025

 
3.16
%
3.33
%
Home Equity and Other Consumer
244,285

269,635

 
3,548

3,971

 
2.93
%
2.97
%
Total Loans
5,126,588

5,007,055

 
100,018

100,840

 
3.89
%
4.02
%
Total Earning Assets
6,142,018

5,881,906

 
108,405

107,427

 
3.52
%
3.64
%
LESS: Allowance for Loan Losses
78,155

84,019

 
 
 
 
 
 
Cash and due From Banks (Non-Interest Bearing)
36,835

42,579

 
 
 
 
 
 
Other Assets
367,856

385,142

 
 
 
 
 
 
TOTAL AVERAGE ASSETS
$
6,468,554

$
6,225,608

 
 
 
 
 
 
AVERAGE LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS, AND SHAREHOLDERS' EQUITY
 
 
 
 
 
 
 
 
Interest-Bearing Liabilities:
 
 
 
 
 
 
 
 
Interest-Bearing Deposits (10):
 
 
 
 
 
 
 
 
Savings and NOW
$
573,691

$
549,873

 
$
209

$
239

 
0.07
%
0.09
%
Money Market
2,499,981

2,329,515

 
3,839

3,713

 
0.31
%
0.32
%
Certificates of Deposit
619,884

674,367

 
2,543

2,954

 
0.83
%
0.91
%
Total Interest-Bearing Deposits
3,693,556

3,553,755

 
6,591

6,906

 
0.36
%
0.40
%
Junior Subordinated Debentures
106,363

135,311

 
1,920

2,310

 
3.59
%
3.39
%
FHLB Borrowings and Other
517,198

560,878

 
4,716

6,015

 
1.81
%
2.13
%
Total Interest-Bearing Liabilities
4,317,117

4,249,944

 
13,227

15,231

 
0.61
%
0.72
%
Noninterest Bearing Demand Deposits
1,380,285

1,238,320

 
 
 
 
 
 
Other Liabilities
100,221

112,333

 
 
 
 
 
 
Total Average Liabilities
5,797,623

5,600,597

 
 
 
 
 
 
Redeemable Noncontrolling Interests
23,285

16,697

 
 
 
 
 
 
Average Shareholders' Equity
647,646

608,314

 
 
 
 
 
 
TOTAL AVERAGE LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS, AND SHAREHOLDERS' EQUITY
$
6,468,554

$
6,225,608

 
 
 
 
 
 
Net Interest Income - on a Fully Taxable Equivalent Basis (FTE)
 
 
 
$
95,178

$
92,196

 
 
 
LESS: FTE Adjustment (8)
 
 
 
4,389

4,021

 
 
 
Net Interest Income (GAAP Basis)
 
 
 
$
90,789

$
88,175

 
 
 
Interest Rate Spread
 
 
 
 
 
 
2.91
%
2.92
%
Bank only Net Interest Margin
 
 
 
 
 
 
3.16
%
3.21
%
Net Interest Margin
 
 
 
 
 
 
3.09
%
3.12
%


11



Boston Private Financial Holdings, Inc.
Selected Financial Data (Unaudited)
(In Thousands)
June 30,
2014
 
March 31,
2014
 
June 30,
2013
LOAN DATA (11):
 
 
Commercial and Industrial Loans:
 
 
 
 
 
New England
$
715,814

 
$
704,056

 
$
670,377

San Francisco Bay
119,554

 
108,365

 
72,511

Southern California
47,095

 
39,780

 
53,745

Total Commercial and Industrial Loans
$
882,463

 
$
852,201

 
$
796,633

Commercial Real Estate Loans:
 
 
 
 
 
New England
$
717,166

 
$
730,709

 
$
622,529

San Francisco Bay
626,744

 
644,108

 
622,743

Southern California
436,991

 
483,817

 
433,396

Total Commercial Real Estate Loans
$
1,780,901

 
$
1,858,634

 
$
1,678,668

Construction and Land Loans:
 
 
 
 
 
New England
$
81,453

 
$
94,966

 
$
104,451

San Francisco Bay
58,042

 
62,879

 
34,073

Southern California
10,927

 
16,871

 
11,721

Total Construction and Land Loans
$
150,422

 
$
174,716

 
$
150,245

Residential Loans:
 
 
 
 
 
New England
$
1,231,902

 
$
1,227,114

 
$
1,172,993

San Francisco Bay
452,864

 
456,372

 
452,344

Southern California
354,306

 
352,369

 
313,031

Total Residential Loans
$
2,039,072

 
$
2,035,855

 
$
1,938,368

Home Equity Loans:
 
 
 
 
 
New England
$
81,465

 
$
77,470

 
$
81,588

San Francisco Bay
27,804

 
28,159

 
32,705

Southern California
3,235

 
3,334

 
6,301

Total Home Equity Loans
$
112,504

 
$
108,963

 
$
120,594

Other Consumer Loans:
 
 
 
 
 
New England
$
128,698

 
$
119,500

 
$
139,533

San Francisco Bay
6,917

 
7,311

 
8,024

Southern California
5,074

 
5,246

 
6,463

Eliminations and other, net

 
44

 
185

Total Other Consumer Loans
$
140,689

 
$
132,101

 
$
154,205

Total Loans
 
 
 
 
 
New England
$
2,956,498

 
$
2,953,815

 
$
2,791,471

San Francisco Bay
1,291,925

 
1,307,194

 
1,222,400

Southern California
857,628

 
901,417

 
824,657

Eliminations and other, net

 
44

 
185

Total Loans
$
5,106,051

 
$
5,162,470

 
$
4,838,713


12



Boston Private Financial Holdings, Inc.
Selected Financial Data (Unaudited)
(In Thousands)
June 30,
2014
 
March 31,
2014
 
June 30,
2013
CREDIT QUALITY (11):
 
 
Special Mention Loans:
 
 
 
 
 
New England
$
55,882

 
$
41,920

 
$
28,644

San Francisco Bay
24,264

 
25,055

 
21,617

Southern California
26,455

 
36,452

 
19,077

Total Special Mention Loans
$
106,601

 
$
103,427

 
$
69,338

Accruing Substandard Loans (12):
 
 
 
 
 
New England
$
12,849

 
$
12,319

 
$
17,657

San Francisco Bay
25,838

 
26,294

 
43,460

Southern California
1,306

 
3,507

 
8,656

Total Accruing Substandard Loans
$
39,993

 
$
42,120

 
$
69,773

Nonaccruing Loans:
 
 
 
 
 
New England
$
19,818

 
$
21,569

 
$
25,361

San Francisco Bay
16,487

 
12,541

 
19,379

Southern California
5,315

 
7,944

 
7,549

Total Nonaccruing Loans
$
41,620

 
$
42,054

 
$
52,289

Other Real Estate Owned:
 
 
 
 
 
New England
$
336

 
$
336

 
$
191

San Francisco Bay
585

 
585

 
585

Southern California

 

 

Total Other Real Estate Owned
$
921

 
$
921

 
$
776

Loans 30-89 Days Past Due and Accruing (13):
 
 
 
 
 
New England
$
3,547

 
$
4,472

 
$
7,433

San Francisco Bay
487

 
2,577

 
3,504

Southern California
1,950

 
3,528

 
605

Total Loans 30-89 Days Past Due and Accruing
$
5,984

 
$
10,577

 
$
11,542

Loans (Charged-off)/ Recovered, Net for the Three Months Ended:
 
 
 
 
 
New England
$
(622
)
 
$
540

 
$
(864
)
San Francisco Bay
1,959

 
640

 
175

Southern California
1,605

 
254

 
1,203

Total Net Loans (Charged-off)/ Recovered
$
2,942

 
$
1,434

 
$
514

Loans (Charged-off)/ Recovered, Net for the Six Months Ended:
 
 
 
 
 
New England
$
(82
)
 
 
 
$
(2,100
)
San Francisco Bay
2,599

 
 
 
(1,333
)
Southern California
1,859

 
 
 
2,176

Total Net Loans (Charged-off)/ Recovered
$
4,376

 
 
 
$
(1,257
)



13



Boston Private Financial Holdings, Inc.
Selected Financial Data
(Unaudited)

FOOTNOTES:
(1)
On December 17, 2012, Boston Private Bank & Trust Company announced that it had entered into an agreement to sell its three offices in the Pacific Northwest region. The sale closed on May 10, 2013, at which time the Company recorded a gain on sale of $10.6 million.

(2)
Net income from discontinued operations consists of contingent payments or expenses related to our divested affiliates, including Davidson Trust Company; Boston Private Value Investors, Inc.; Sand Hill Advisors, LLC; RINET Company, LLC; Gibraltar Private Bank & Trust Company; and Westfield Capital Management Company, LLC.

(3)
Adjustments to net income attributable to the Company to arrive at net income attributable to the common shareholders, as presented in these tables, include decrease/ (increase) in noncontrolling interests redemption value, dividends paid on preferred stock, and dividends on participating securities.

(4)
When the Company has positive net income from continuing operations attributable to the common shareholders, the Company adds additional shares to basic weighted average shares outstanding to arrive at diluted weighted average shares outstanding for the diluted earnings per share calculation. These additional shares reflect the assumed exercise, conversion, or contingent issuance of dilutive securities. If the additional shares would result in anti-dilution they would be excluded from the diluted earnings per share calculation. The potential dilutive shares relate to: unexercised stock options, unvested non-participating restricted stock, and unexercised stock warrants. See Part II. Item 8. “Financial Statements and Supplementary Data - Note 16: Earnings Per Share” in the Company's Annual Report on Form 10-K for the year ended December 31, 2013 for additional information.

(5)
The Company uses certain non-GAAP financial measures, such as: Tangible Book Value Per Share and the Tangible Common Equity (“TCE”) to Tangible Assets (“TA”) ratio to provide information for investors to effectively analyze financial trends of ongoing business activities, and to enhance comparability with peers across the financial sector.

Reconciliations from the Company's GAAP Total Equity to Total Assets ratio to the Non-GAAP TCE to TA ratio, and from GAAP Book Value to Non-GAAP Tangible Book Value are presented below:

The Company calculates Tangible Assets by adjusting Total Assets to exclude Goodwill and Intangible Assets.

The Company calculates Tangible Common Equity by adjusting Total Equity to exclude non-convertible Series D Preferred stock and exclude Goodwill and Intangible Assets, net.
(In thousands, except per share data)
June 30,
2014
 
March 31,
2014
 
June 30,
2013
Total Balance Sheet Assets
$
6,388,823

 
$
6,705,420

 
$
5,966,930

LESS: Goodwill and Intangible Assets, net
(128,686
)
 
(129,731
)
 
(132,892
)
Tangible Assets (non-GAAP)
$
6,260,137

 
$
6,575,689

 
$
5,834,038

Total Shareholders' Equity
$
662,651

 
$
645,979

 
$
609,277

LESS: Series D Preferred Stock (non-convertible)
(47,753
)
 
(47,753
)
 
(47,754
)
LESS: Goodwill and Intangible Assets, net
(128,686
)
 
(129,731
)
 
(132,892
)
Total adjusting items
(176,439
)
 
(177,484
)
 
(180,646
)
Tangible Common Equity (non-GAAP)
$
486,212

 
$
468,495

 
$
428,631

Total Equity/Total Assets
10.37
%
 
9.63
%
 
10.21
%
Tangible Common Equity/Tangible Assets (non-GAAP)
7.77
%
 
7.12
%
 
7.35
%
 
 
 
 
 
 
Total Risk Weighted Assets *
$
4,629,247

 
$
4,707,604

 
$
4,379,436

Tier I Common Equity *
$
491,982

 
$
475,930

 
$
435,630

Tier I Common Equity/ Risk Weighted Assets
10.63
%
 
10.11
%
 
9.95
%
 
 
 
 
 
 
End of Period Shares Outstanding
80,394

 
80,001

 
79,734

 
 
 
 
 
 
Book Value Per Common Share
$
7.65

 
$
7.48

 
$
7.04

Tangible Book Value Per Share (non-GAAP)
$
6.05

 
$
5.86

 
$
5.38

*     Risk Weighted Assets and Tier I Common Equity for June 30, 2014 are presented based on estimated data.


14



Boston Private Financial Holdings, Inc.
Selected Financial Data
(Unaudited)

(6)
The Company uses certain non-GAAP financial measures, such as: Return on Average Common Equity and Return on Average Tangible Common Equity to provide information for investors to effectively analyze financial trends of ongoing business activities, and to enhance comparability with peers across the financial sector.

Reconciliations from the Company's GAAP Return on Average Equity ratio to the Non-GAAP Return on Average Common Equity ratio, and the Non-GAAP Return on Average Tangible Common Equity ratio are presented below:

The Company calculates Average Common Equity by adjusting Average Equity to exclude Average Preferred Equity.

The Company calculates Average Tangible Common Equity by adjusting Average Equity to exclude Average Goodwill and Intangible Assets, net and Average Preferred Equity.
(In thousands, except per share data)
June 30,
2014
 
March 31,
2014
 
June 30,
2013
Total average shareholders' equity
$
654,262

 
$
640,549

 
$
609,009

LESS: Average Series D preferred stock (non-convertible)
(47,753
)
 
(47,753
)
 
(39,501
)
Average common equity (non-GAAP)
606,509

 
592,796

 
569,508

LESS: Average goodwill and intangible assets, net
(129,216
)
 
(130,272
)
 
(133,451
)
Total adjusting items
(129,216
)
 
(130,272
)
 
(133,451
)
Average Tangible Common Equity (non-GAAP)
$
477,293

 
$
462,524

 
$
436,057

 


 

 

Net income attributable to the Company
$
21,332

 
$
17,041

 
$
21,328

Less: Dividends on Series D preferred stock
(869
)
 
(869
)
 
(560
)
Net income, after dividends on Series D preferred stock (non-GAAP)
$
20,463

 
$
16,172

 
$
20,768

 
 
 
 
 
 
Return on Average Equity - Three Months Ended (Annualized)
13.04
%
 
10.64
%
 
14.01
%
Return on Average Common Equity - Three Months Ended (Annualized) (non-GAAP)
13.50
%
 
10.91
%
 
14.59
%
Return on Average Tangible Common Equity - Three Months Ended (Annualized) (non-GAAP)
17.15
%
 
13.99
%
 
19.05
%


15



Boston Private Financial Holdings, Inc.
Selected Financial Data
(Unaudited)

(7)
The Company uses certain non-GAAP financial measures, such as: pre-tax, pre-provision earnings and the efficiency ratio to provide information for investors to effectively analyze financial trends of ongoing business activities, and to enhance comparability with peers across the financial sector.
Reconciliations from the Company's GAAP income from continuing operations before income taxes to non-GAAP pre-tax, pre-provision earnings; from GAAP net income attributable to the Company to Non-GAAP net income attributable to the Company, excluding the sale of the Pacific Northwest offices; from GAAP diluted total EPS to Non-GAAP diluted total EPS, excluding the effect of significant transactions; and from GAAP efficiency ratio to Non-GAAP efficiency ratio (FTE basis) are presented below:
 
Three Months Ended
 
Six Months Ended
(In thousands, except per share data)
June 30,
2014
 
March 31,
2014
 
June 30,
2013
 
June 30,
2014
 
June 30,
2013
Income before income taxes (GAAP)
$
31,240

 
$
23,487

 
$
30,217

 
$
54,727

 
$
48,668

ADD BACK: Provision/ (credit) for loan losses
(5,000
)
 
(1,200
)
 
(2,000
)
 
(6,200
)
 
(2,000
)
Pre-tax, pre-provision earnings (non-GAAP)
$
26,240

 
$
22,287

 
$
28,217

 
$
48,527

 
$
46,668

 
 
 
 
 
 
 
 
 
 
Net income attributable to the Company (GAAP)
$
21,332

 
$
17,041

 
$
21,328

 
$
38,373

 
$
34,531

LESS: Gain on sale of Pacific Northwest offices, net of tax

 

 
6,267

 

 
6,267

Net income attributable to the Company, excluding the effect of significant transactions (Non-GAAP)
$
21,332

 
$
17,041

 
$
15,061

 
$
38,373

 
$
28,264

 
 
 
 
 
 
 
 
 
 
Net income attributable to the Common Shareholders, after allocation to participating securities (GAAP)
$
20,005

 
$
15,863

 
$
8,661

 
$
35,862

 
$
20,608

ADD BACK: Deemed dividend due to repurchase of Series B Preferred

 

 
11,738

 

 
11,738

LESS: Gain on sale of Pacific Northwest offices, net of tax

 

 
(6,267
)
 

 
(6,267
)
Net income attributable to the Common Shareholders, after allocation to participating securities, excluding the effect of significant transactions (Non-GAAP)
$
20,005

 
$
15,863

 
$
14,132

 
$
35,862

 
$
26,079

 
 
 
 
 
 
 
 
 
 
Diluted Total Earnings Per Share (GAAP)
$
0.25

 
$
0.20

 
$
0.11

 
$
0.45

 
$
0.26

Diluted Total Earnings Per Share, excluding the effect of significant transactions (Non-GAAP)
$
0.25

 
$
0.20

 
$
0.18

 
$
0.45

 
$
0.33

 
 
 
 
 
 
 
 
 
 
Total operating expense (GAAP)
$
54,402

 
$
54,968

 
$
56,666

 
$
109,370

 
$
113,252

Less: Amortization of intangibles
1,045

 
1,053

 
1,101

 
2,098

 
2,219

Total operating expense (excluding amortization of intangibles) (non-GAAP)
$
53,357

 
$
53,915

 
$
55,565

 
$
107,272

 
$
111,033

 
 
 
 
 
 
 
 
 
 
Net interest income
$
46,268

 
$
44,522

 
$
43,899

 
$
90,790

 
$
88,175

Total core fees and income
34,147

 
31,664

 
30,107

 
65,811

 
60,028

Total other income
227

 
1,069

 
10,877

 
1,296

 
11,717

FTE income
2,221

 
2,168

 
2,015

 
4,389

 
4,021

Total revenue (FTE basis)
$
82,863

 
$
79,423

 
$
86,898

 
$
162,286

 
$
163,941

Efficiency Ratio, before deduction of intangible amortization (GAAP)
67.46
%
 
71.15
%
 
66.76
%
 
69.27
%
 
70.82
%
Efficiency Ratio, FTE Basis (non-GAAP)
64.39
%
 
67.88
%
 
63.94
%
 
66.10
%
 
67.73
%



16



Boston Private Financial Holdings, Inc.
Selected Financial Data
(Unaudited)

(8)
Interest income on Non-taxable Investments and Loans are presented on an FTE basis using the federal statutory rate of 35% for each period presented.
    
(9)
Includes Loans Held for Sale and Nonaccrual Loans.
    
(10)
Includes Deposits Held for Sale.

(11)
The concentration of the Private Banking loan data and credit quality is primarily based on the location of the lender's regional offices. Loans in the Pacific Northwest region that were not included the sale of that region's offices are included with the offices from which they are being managed after the sale. Net loans from the Company to certain principals of the Company's affiliate partners, loans at the Company's non-banking segments, and inter-company loan eliminations are identified as “Eliminations and other, net”.

(12)
Accruing substandard loans include loans that are classified as substandard but are still accruing interest income. Boston Private Bank & Trust Company may classify a loan as substandard where known information about possible credit problems of the related borrowers causes management to have doubts as to the ability of such borrowers to comply with the present repayment terms and which may result in disclosure of such loans as nonaccrual at some time in the future.

(13)
In addition to loans 30-89 days past due and accruing, at June 30, 2014, the Company had two loans totaling $0.1 million that were more than 90 days past due but still on accrual status. These loans originated in the New England region. At March 31, 2014, the Company had three loans totaling $0.6 million that were more than 90 days past due but still on accrual status. These loans originated in the New England region. At June 30, 2013, the Company had one loan totaling $0.1 million that was more than 90 days past due but still on accrual status. This loan originated in the New England region.



17