UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.   20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the

Securities Exchange Act of 1934

Date of Report (date of earliest event reported):  September 8, 2016

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CUSTOMERS BANCORP, INC.

(Exact Name of Registrant as specified in its charter)

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Check the appropriate box below if the form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instructions A.2. below):

 

 

 

 

 

 

 

 

 

In connection with its June 23, 2016 analyst day, Customers Bancorp, Inc. ("we," "us," "our" or the "Company") filed a slide presentation (the "Presentation") as an exhibit to the Company's  Current Report on Form 8-K dated June 22, 2016. The Presentation included non-GAAP financial measures and certain forward-looking statements relating to, among other matters, the future financial performance and prospects of the Company, including the  BankMobile division of Customers Bank.

The non-GAAP financial measures included our ratio of tangible common equity to average tangible assets, our return on average assets presented on an adjusted, pre-tax/pre provision basis, our return on average common equity, presented on an adjusted, pre-tax/pre provision basis, our revenues and net income presented on an adjusted, or "core," basis, and our tangible book value per common share.

The ratio of tangible common equity to average tangible assets is calculated as total shareholders' equity less preferred stock and goodwill and other intangibles divided by total average assets less average goodwill and other intangibles.  The pre-tax/pre-provision return on average assets is calculated as GAAP net income, adjusted to exclude the effects of the provision for loan losses and income tax expense, divided by average total assets. The pre-tax pre-provision return on average common equity is calculated as GAAP net income available to common shareholders, adjusted to exclude the effects of the provision for loan losses and income tax expense, divided by average total shareholders' equity less average preferred stock. Core net income is calculated as GAAP net income less the after-tax effects of BOLI death benefits and a specific allowance recorded on one fraudulent loan. Tangible book value per common share is calculated as total shareholders' equity less preferred stock and goodwill and other intangibles divided by common shares outstanding.

Reconciliations of the non-GAAP financial measures to the corresponding GAAP measures are included in the tables below. Although we have described our revenues as being presented on a "core" basis, there were no adjustments made to our total revenues for the periods covered by our presentation.  Similarly, the 2016 EPS guidance labeled as "core" does not include any adjustments from the corresponding GAAP diluted EPS measure.

We believe that these non-GAAP measurements are useful for investors, regulators, management and others to evaluate our results of operations and financial condition relative to other financial institutions.  These non-GAAP financial measures exclude from corresponding GAAP measures the impact of certain elements that we do not believe are representative of our financial results, which we believe enhance an overall understanding of our performance. Investors should consider our performance and financial condition as reported under GAAP and all other relevant information when assessing our performance or financial condition. Although non-GAAP financial measures are frequently used in the evaluation of a company, they have limitations as analytical tools and should not be considered in isolation or as a substitute for analysis of our results of operations or financial condition as reported under GAAP.

 

 

 

 

 

CUSTOMERS BANCORP, INC. AND SUBSIDIARIES
Reconciliation of GAAP to Non-GAAP Measures (Unaudited)
(amounts in thousands, except share and per share data)
Tangible Common Equity to Average Tangible Assets
		1Q 2016
GAAP - Total Shareholders Equity		$	599,249
Reconciling Items:
Preferred Stock			(79,677	)
Goodwill and Other Intangibles			(3,648	)
Tangible Common Equity		$	515,924
Average Total Assets		$	8,364,233
Reconciling Items:
Average Goodwill and Other Intangibles			(3,650	)
Average Tangible Assets		$	8,360,583
Tangible Common Equity to Average Tangible Assets			6.2	%
Pre-tax Pre-provision Return on Average Assets
		1Q 2016
GAAP Net Income		$	17,699
Reconciling Items:
Provision for loan losses			1,980
Income tax expense			9,537
Pre-tax Pre-provision Net Income		$	29,216
Average Total Assets		$	8,364,233
Pre-tax Pre-provision Return on Average Assets			1.40	%
Pre-tax Pre-provision Return on Average Common Equity
		1Q 2016
GAAP Net Income Available to Common Shareholders		$	16,413
Reconciling Items:
Provision for loan losses			1,980
Income tax expense			9,537
Pre-tax Pre-provision Net Income Available to Common Shareholders		$	27,930
Average Total Shareholders' Equity		$	586,009
Reconciling Item:
Average Preferred Stock			(72,285	)
Average Common Equity		$	513,724
Pre-tax Pre-provision Return on Average Common Equity			21.87	%

 

 

 

 

 

 

Core Revenues
		1Q 2016				2015			4Q 2015				3Q 2015				2Q 2015				1Q 2015					2014				2013				2012				2011
GAAP Amounts:
Net Interest Income		$	57,627			$	196,290			$	53,468			$	49,934			$	46,558			$	46,330			$	151,923			$	103,855			$	72,053			$	38,781
Non-Interest Income			5,494				27,717				9,420				6,171				6,393				5,733				25,126				22,703				28,958				11,469
Total Revenues			63,121				224,007				62,888				56,105				52,951				52,063				177,049				126,558				101,011				50,250
Reconciling Items			-				-				-				-				-				-				-				-				-				-
Core Revenues		$	63,121			$	224,007			$	62,888			$	56,105			$	52,951			$	52,063			$	177,049			$	126,558			$	101,011			$	50,250
Core Net Income
		1Q 2016					2015		4Q 2015				3Q 2015				2Q 2015				1Q 2015						2014				2013				2012				2011
GAAP Net Income		$	17,699			$	58,583			$	17,786			$	15,289			$	11,556			$	13,952			$	43,214			$	32,694			$	23,818			$	4,034
Reconciling Items:
BOLI death benefit  (after taxes)			-				(2,400	)			(2,400	)			-				-				-				-				-				-				-
Specific allowance on fraudulent loan (after taxes)			-				5,805				1,935				-				3,870				-				-				-				-				-
Core Net Income		$	17,699			$	61,988			$	17,321			$	15,289			$	15,426			$	13,952			$	43,214			$	32,694			$	23,818			$	4,034
Tangible Book Value per Common Share
		1Q 2016					2015				2014				2013				2012				2011
Total Shareholders' Equity		$	599,249			$	553,902			$	443,145			$	386,623			$	269,475			$	147,748
Reconciling Items:
Preferred Stock			(79,677	)			(55,569	)			-				-				-				-
Goodwill and Other Intangibles			(3,648	)			(3,651	)			(3,664	)			(3,676	)			(3,689	)			(3,705	)
Tangible Common Equity		$	515,924			$	494,682			$	439,481			$	382,947			$	265,786			$	144,043
Common shares outstanding			27,037,005				26,901,801				26,745,529				26,646,566				20,305,452				12,482,451
Tangible Book Value per Common Share		$	19.08			$	18.39			$	16.43			$	14.37			$	13.09			$	11.54

 

 

 

 

 

 

Guidance - 2016 Core EPS
		2016
Estimated 2016 GAAP Diluted EPS		$	2.40 - $2.50
Reconciling Item			-
Estimated 2016 Core EPS		$	2.40 - $2.50
Pre-tax Pre-provision Net Income
			2015				2014
GAAP Net Income		$	58,583			$	43,214
Reconciling Items:
Provision for loan losses			20,566				14,747
Income tax expense			29,212				20,174
Pre-tax Pre-provision Net Income		$	108,361			$	78,135

 

 

Cautionary Note Regarding Forward-Looking Statements

The Presentation and this Current Report on Form 8-K contain "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. The Company included in the Presentation and this Current Report on Form 8-K, and the Company has made and may make, statements regarding, among other matters, guidance for the Company's 2016 financial performance, the Company's two-year financial performance targets, the anticipated financial impact of crossing the $10 billion asset threshold, the future financial performance, prospects and goals for the BankMobile division of Customers Bank, and the timing for when BankMobile is expected to achieve profitability. Those statements are forward-looking statements, which reflect numerous assumptions, estimates and forecasts as to future events. No assurance can be given that the assumptions, estimates and forecasts underlying such forward-looking statements will accurately reflect future conditions or that any guidance, goals, targets or projected results will be realized. The assumptions, estimates and forecasts underlying such forward-looking statements involve judgments with respect to, among other things, future economic, competitive, regulatory and financial market conditions and future business decisions, which may not be realized and which are inherently subject to significant business, economic, competitive and regulatory uncertainties and risks. Actual results may differ materially from those reflected in the forward-looking statements included in the Presentation, this Current Report on Form 8-K, and any forward-looking statements the Company has made or may make.

 

 

 

 

 

Risks and important factors that could affect the Company's future results and financial condition, including its ability achieve any targets or meet any guidance, include those described under "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2015 and Quarterly Report on Form 10-Q for the quarter ended June 30, 2016, those identified below regarding the BankMobile division of Customers Bank, as well as the following factors:

 

 

 

 

 

 

Risks and important factors that could affect the performance and prospects of the BankMobile division of Customers Bank, including its ability to realize any goals, targets or projected results, include those described under "Risk Factors" in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2016, as well as the following factors:

You are cautioned not to place undue reliance on any forward-looking statements made by the Company, which speak only as of the date they are made. We do not undertake any obligation to release publicly or otherwise provide any revisions to any forward-looking statements we may make, including any forward-looking financial information, to reflect events or circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events, except as may be required under applicable law.

 

 

 

 

 

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

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