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8-K - 8-K - National Bank Holdings Corpnbhc-20170126x8k.htm

 

                                                                                                                                                                                              

Exhibit 99.1

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National Bank Holdings Corporation Announces Record Fourth Quarter and Full Year 2016 Financial Results

 

Greenwood Village, Colorado - (PR Newswire) – National Bank Holdings Corporation (NYSE: NBHC) reported net income of $10.0 million, or $0.36 per diluted share, for the fourth quarter of 2016, compared to net income of $8.3 million, or $0.30 per diluted share, for the third quarter of 2016 and net income of $3.3 million, or $0.11 per diluted share, for the fourth quarter of 2015. The return on average tangible assets was 0.95% for the fourth quarter of 2016 compared to 0.80% for the third quarter of 2016, and 0.36% for the fourth quarter of 2015. The return on average tangible equity was 8.87% for the fourth quarter of 2016 compared to 7.07% for the third quarter of 2016, and 2.97% for the fourth quarter of 2015. For the full year 2016, net income totaled $23.1 million, or $0.79 per diluted share, compared to net income of $4.9 million, or $0.14 per diluted share during 2015. The return on average tangible assets was 0.57% for year ended 2016 compared to 0.17% for the year ended 2015. The return on average tangible equity was 5.04%  for the year ended 2016 compared to 1.29% for the year ended 2015.

 

In announcing these results, Chief Executive Officer, Tim Laney shared, “We closed out 2016 with record loan production of over $1 billion, realizing 11% year-over-year loan growth and 18% growth in our originated loan portfolio. We’re pleased to end the year with credit quality on solid footing with just 10 basis points of non-energy net charge-offs for the year. With respect to our energy exposure, I’m pleased to report that we had no new adversely rated energy loans during 2016.  Further, we have only three problem energy loans remaining from those identified in 2015. We continue to grow our low-cost deposit base and have increased our average transaction deposits by $143 million, or 6%, while creating efficiencies in our deposit gathering strategies as evidenced by a reduction in our banking centers by 12% in the last eighteen months. Those banking center actions, in conjunction with other expense management initiatives led to a $22 million, or 14% decrease in non-interest expenses compared to the prior year.”

 

Mr. Laney added, “We successfully repurchased 4.5 million shares throughout 2016, or 15% of our outstanding shares. Since early 2013, we have repurchased 51% of our shares outstanding, at a weighted average price of $20.03. Our capital position remains strong with excess capital of $60 million above a 9% leverage ratio as of year-end. Our excess capital is a source of strength and gives us flexibility to react to future opportunities to leverage capital in situations that we believe will create attractive returns for our shareholders.”

 

Fourth Quarter 2016 Highlights

(All comparisons refer to the third quarter of 2016, except as noted)

·

At December 31, 2016, loans totaled $2.9 billion and increased $38.4 million, or 5.4% annualized, driven by $275.0 million in fourth quarter originations, partially offset by higher than normal paydowns. Total non 310-30 loans at December 31, 2016 increased $330.2 million, or 13.8%, since December 31, 2015.

·

Fully taxable equivalent net interest income totaled $36.8 million and decreased $1.3 million, due to higher levels of accelerated accretion income on 310-30 loans in the prior quarter. 

·

Provision for loan losses totaled $1.3 million and decreased $4.0 million due to low net charge-offs and $3.9 million of energy sector specific reserves recorded in the prior quarter.

·

Annualized net charge-offs in the non 310-30 portfolio were 0.02% of average non 310-30 loans during the fourth quarter and totaled 0.85% for the full year. Excluding energy sector net charge-offs, the 2016 net charge-offs on non 310-30 loans totaled 0.10%, compared to 0.12% in the prior year.

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·

Added a net $3.4 million to accretable yield for the acquired loans accounted for under ASC 310-30.

·

Total deposits averaged $3.8 billion and increased $51.1 million, or 5.4% annualized, driven by transaction deposit growth of $56.0 million, or 8.5% annualized.

·

Non-interest income totaled $10.0 million, decreasing $1.6 million due to $1.6 million of OREO related income recorded in the prior quarter. Collectively, service charges, bank card fees and gain on sale of mortgages were consistent with the prior quarter.

·

Non-interest expense totaled $34.4 million, increasing $1.1 million. Excluding gain on sale of OREO, non-interest expense decreased $0.8 million, or 8.9% annualized, driven by lower salaries and benefits and occupancy expenses. Year-to-date non-interest expense of $136.0 million represents a decrease of 13.9% from 2015.

·

Income tax expense totaled $0.1 million, an effective tax rate of 0.8%, and was benefited by $2.1 million due to the adoption of Accounting Standards Update 2016-09, Improvements to Employee Share-Based Payment Accounting ("ASU 2016-09").

·

At December 31, 2016, common book value per share was $20.32, while tangible common book value per share was $18.15 and $19.08 after consideration of the excess accretable yield value of $0.93 per share.

 

Fourth Quarter 2016 Results

(All comparisons refer to the third quarter of 2016, except as noted)

 

Net Interest Income

Fully taxable equivalent net interest income totaled $36.8 million and decreased $1.3 million, due to accelerated accretion income on 310-30 loans of $1.8 million in the prior quarter and lower income of $0.5 million from investment portfolio paydowns. These decreases were partially offset by a $1.4 million increase in non 310-30 interest income driven by new loan originations. The lower levels of 310-30 accretion income resulted in a 0.13% narrowing of the net interest margin from 3.59% to 3.46%. Average earning assets totaled $4.2 billion and were consistent with the prior quarter.

 

Loans

Total loans ended the quarter at $2.9 billion, increasing $38.4 million, or 5.4% annualized, driven by new loan originations of $275.0 million, partially offset by higher than normal paydowns.  Originated loans outstanding totaled $2.6 billion and increased $66.2 million, or 10.5% annualized, led by total commercial loans increasing 11.8% annualized. Loan originations totaled a record of over $1.0 billion during the past twelve months, resulting in originated loan outstandings growth of 17.8% over December 31, 2015.

 

Asset Quality and Provision for Loan Losses

Non 310-30 loans totaled $2.7 billion and represented 94.9% of total loans at December 31, 2016. These loans are comprised of originated loans and acquired loans not accounted for under 310-30. Net charge-offs within the non 310-30 portfolio totaled $0.1 million, or only 0.02% annualized, decreasing from an annualized 2.64% last quarter due to energy sector charge-offs. Non-performing non 310-30 loans (comprised of non-accrual loans and non-accrual TDRs) were 1.13% of total non 310-30 loans, compared to 0.84% at September 30, 2016 and 1.08% at December 31, 2015.

 

A provision for loan losses on the non 310-30 loans of $1.3 million was recorded during the quarter, decreasing $4.0 million from the prior quarter primarily due to $3.9 million of energy sector specific reserves recorded in the prior quarter as well as fourth quarter net charge-offs of just 0.02% annualized. The non 310-30 allowance for loan losses was 1.07% of total non 310-30 loans, increasing from 1.04% in the prior quarter.

 

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Energy sector loan balances totaled $90.3 million, increasing $3.6 million due to advances in the quarter, but decreasing $56.6 million compared to the prior year, or 38.5%. Three energy sector loans with balances of $12.6 million were on non-accrual at December 31, 2016, representing the remainder of problem loans identified in 2015. There were no new adversely rated energy loans during 2016 and as of December 31, 2016, 86.0% of the energy loan portfolio is pass rated. The total allowance for loan losses on the energy sector portfolio was 3.9% compared to 4.2% at prior quarter end.

 

Acquired problem loans accounted for under 310-30 totaled $145.9 million at December 31, 2016 and decreased $11.8 million during the fourth quarter, an annualized decrease of 29.8%, reflecting continued successful workout efforts. The quarterly fair value re-measurement on the 310-30 loans resulted in a favorable net transfer of $3.4 million from non-accretable difference to accretable yield, which will be recognized over the lives of the 310-30 pools. This increased the life-to-date economic benefit of the accretable yield transfers net of impairments on 310-30 loans to $213.2 million. 

 

Deposits

Total deposits averaged $3.8 billion and increased $51.1 million, or 5.4% annualized. Transaction deposits (defined as total deposits less time deposits) averaged $2.7 billion and increased $56.0 million, or 8.5% annualized, driven by demand deposit growth of $10.4 million, or 5.0% annualized, coupled with an increase in other low-cost deposits of $45.6 million, or 10.1% annualized. Time deposits averaged $1.2 billion, decreasing $4.9 million from the prior quarter. Repurchase agreements averaged $99.5 million, decreasing $17.6 million from the prior quarter due to normal client activity. The average cost of total deposits was 0.38%, increasing from 0.36% primarily due to slightly higher cost of time deposits. The balance sheet continues to be strongly funded by client deposits and client repurchase agreements, and at December 31, 2016, these client fundings comprised 98.1% of total liabilities.

 

Non-Interest Income

Non-interest income totaled $10.0 million in the fourth quarter of 2016, decreasing $1.6 million due to $1.6 million of OREO related income in the prior quarter. Collectively, service charges, bank card fees and gain on sale of mortgages were consistent with the prior quarter. Other non-interest income is consistent with the prior quarter as a net increase of $1.0 million from swap related fees was partially offset by a $0.8 million gain on previously charged-off acquired loans in the prior quarter.

 

Non-Interest Expense

Non-interest expense totaled $34.4 million and increased $1.1 million due to a $1.5 million change in gain on sale of OREO and problem asset workout expenses quarter-to-quarter. Excluding gain on sale of OREO and problem asset workout expense, non-interest expense decreased $0.5 million, or 5.7% annualized, driven by $0.6 million of lower salaries and benefits from lower headcount and lower accruals and $0.2 million of lower occupancy expenses, partially offset by a net increase in other expense categories of $0.3 million.

 

Income tax expense totaled $0.1 million, an effective tax rate of 0.8%, on pre-tax earnings of $10.1 million. Included in the tax expense is a benefit of $2.1 million related to the early adoption of ASU 2016-09. Prior to this adoption, the realized tax benefit from stock compensation awards vested in the fourth quarter would have been recorded directly to capital. Without this $2.1 million, tax expense would have been $2.2 million, an effective tax rate of 22.4%, or a fully taxable equivalent rate of 29.6%. The lower rate compared to the statutory rate reflects the continued success of our tax strategies and tax exempt income.

 

Capital

Capital ratios continue to be strong and in excess of federal bank regulatory agency “well capitalized” thresholds. Shareholders’ equity totaled $536.2 million at December 31, 2016 and decreased $13.6 million from prior quarter end. The decrease in equity is due to a $10.3 million decrease in accumulated other comprehensive income, which was driven by the fair market value fluctuations of the available-for-sale investment securities portfolio, as well as the impact of share repurchases and stock compensation vesting, offset by net income.

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Book value per share was $20.32 at December 31, 2016 and decreased $0.60 from the prior quarter end. Tangible common book value per share was $18.15 at December 31, 2016, compared to $18.67 at prior quarter end, as the increase from net income was more than offset by lower accumulated other comprehensive income, stock compensation vesting and share buybacks. The leverage ratio at December 31, 2016 for the consolidated company and the Bank was 10.39% and 8.63%, respectively. 

 

Share buybacks during the fourth quarter totaled 0.3 million shares, or $6.3 million, at a weighted average price of $23.26. Year-to-date share buybacks through December 31, 2016 totaled 4.5 million shares, or $93.5 million, at a weighted average price of $20.78. Since early 2013, we have repurchased 50.9% of our shares outstanding, at a weighted average price of $20.03.

 

A common convention in the industry is to add the value of the accretable yield to the tangible book value per share. The value of the December 31, 2016 accretable yield balance on the 310-30 loans of $60.5 million would add $1.40 after-tax to the tangible book value per share. A more conservative methodology that management uses values the excess yield above a 4.0% yield and then considers the timing of the excess accreted interest income recognition discounted at 5%. This would add $0.93 after-tax to our tangible book value per share as of December 31, 2016, resulting in a tangible common book value per share of $19.08.

Year-Over-Year Review

(All comparisons refer to the full year of 2015)

 

Net income for 2016 was $23.1 million, or $0.79 per diluted share, compared to net income of $4.9 million, or $0.14 per diluted share for 2015. Fully taxable equivalent net interest income totaled $149.7 million representing a decrease of $9.9 million. Lower levels of higher-yielding 310-30 loans and investment portfolio paydowns decreased interest income by $22.9 million and were partially offset by a $13.5 million increase in non 310-30 interest income from new loan originations. The continued resolution of the higher-yielding acquired loan portfolio and lower rates on the originated portfolio led to a 0.11% narrowing of the fully taxable equivalent net interest margin to 3.49% from 3.60%. Average earning assets totaled $4.3 billion representing a decrease of $0.2 billion from the prior year as decreases in the higher-yielding 310-30 loan portfolio, investment portfolio paydowns and lower cash balances were mostly offset by increases in the originated loan portfolio.

 

Loan balances at December 31, 2016 totaled $2.9 billion representing an increase of $273.2 million, or 10.6%, over December 31, 2015, due to a record of over $1.0 billion in 2016 loan originations. The strong loan originations were the result of continued market penetration and success of our relationship banking model. The acquired 310-30 loan portfolio declined $57.0 million, or 28.1%, as a result of the continued successful workout efforts that have been made on exiting acquired problem loans.

Total deposits averaged $3.9 billion during 2016, increasing $39.1 million, driven by a $142.7 million, or 5.6%, increase in average transaction deposits (defined as total deposits less time deposits), which totaled $2.7 billion. The increase in average transaction deposits was driven by higher average demand deposits of $36.5 million, or 4.7%, coupled with an increase in other low-cost transaction deposits of $106.2 million, or 6.0%. Time deposits averaged $1.2 billion, decreasing $103.6 million, or 8.1%. Repurchase agreements averaged $109.2 million, decreasing $88.5 million due to temporary client funds from one client in the prior year. The mix of transaction deposits to total deposits improved to 69.7% at December 31, 2016 from 68.9% in the prior year. Additionally, the average cost of deposits totaled 0.36%, consistent with the prior year.

Provision for loan loss expense was $23.7 million during 2016, compared to $12.4 million, an increase of $11.3 million primarily driven by 2016 energy sector provision of $18.9 million. Lower non-energy net charge-offs and lower provision attributable to net loan growth partially offset the increase in the energy sector provision in the year-over-year comparison. The non 310-30 allowance for loan losses ended the year at 1.07% of total non 310-30 loans compared to 1.09%  at prior year end. Net charge-offs on non 310-30 loans totaled 0.85%, or excluding energy sector net charge-offs totaled 0.10% compared to net charge-offs of 0.12% in 2015.

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Non-interest income totaled $40.0 million during 2016, compared to $21.4 million, increasing $18.6 million. Excluding the net $14.5 million of negative FDIC-related income and bargain purchase gain in the prior year, non-interest income increased $4.1 million, or 11.3%. The increase was driven by growth in bank card fees of $0.5 million on the strength of higher interchange activity, while gain on sale of mortgages increased $0.9 million on a higher level of originations. These increases were partially offset by $0.9 million lower service charges due to lower instances of overdrafts and lower OREO-related income of $0.1 million. Other non-interest income increased $3.7 million primarily from a $1.8 million gain on sale of a building, net swap related income increase of $0.7 million and a $0.6 million increase in gain on recoveries of acquired loans. 

Non-interest expense totaled $136.0 million during 2016, representing a decrease of $22.0 million, or 13.9%. The decrease was partially due to lower salaries and benefits of $3.3 million, lower occupancy and equipment of $1.6 million and lower professional fees of $1.0 million. Other non-interest expenses were also lower $9.8 million, primarily due to lower telecommunications and data processing expense benefiting from the core system conversion and lower marketing expense. Problem asset workout expenses and gain on sale of OREO improved a combined $4.9 million. Additionally, the prior period included banking center consolidation related expenses of $1.4 million and warrant liability expense of $0.1 million. 

Conference Call

Management will host a conference call to review the results at 11:00 a.m. Eastern Time on Friday, January  27, 2017. Interested parties may listen to this call by dialing (877) 272-6762 (United States) / (615) 800-6832 (International) using the Conference ID of 92242698 and asking for the National Bank Holdings Corporation Fourth Quarter Earnings conference call. A telephonic replay of the call will be available beginning approximately two hours after the call’s completion through February 10, 2017, by dialing (855) 859-2056 (United States) / (404) 537-3406 (International) using the Conference ID of 92242698. The earnings release will also be available on the Company’s website at www.nationalbankholdings.com by visiting the investor relations area.

 

About Non-GAAP Financial Measures

Certain of the financial measures and ratios we present, including “tangible assets,” “return on average tangible assets,” “return on average tangible assets before provision for loan losses and taxes,” “return on average tangible common equity,” “tangible common book value,” “tangible common book value per share,” “tangible common equity,” “tangible common equity to tangible assets,” and “fully taxable equivalent” metrics, are supplemental measures that are not required by, or are not presented in accordance with, U.S. generally accepted accounting principles (GAAP). We refer to these financial measures and ratios as “non-GAAP financial measures.” We consider the use of select non-GAAP financial measures and ratios to be useful for financial and operational decision making and useful in evaluating period-to-period comparisons. We believe that these non-GAAP financial measures provide meaningful supplemental information regarding our performance by excluding certain expenditures or assets that we believe are not indicative of our primary business operating results or by presenting certain metrics on a fully taxable equivalent basis. We believe that management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when planning, forecasting, analyzing and comparing past, present and future periods.

 

These non-GAAP financial measures should not be considered a substitute for financial information presented in accordance with GAAP and you should not rely on non-GAAP financial measures alone as measures of our performance. The non-GAAP financial measures we present may differ from non-GAAP financial measures used by our peers or other companies. We compensate for these limitations by providing the equivalent GAAP measures whenever we present the non-GAAP financial measures and by including a reconciliation of the impact of the components adjusted for in the non-GAAP financial measure so that both measures and the individual components may be considered when analyzing our performance.

 

A reconciliation of non-GAAP financial measures to the comparable GAAP financial measures is included at the end of the financial statement tables.

 

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About National Bank Holdings Corporation

National Bank Holdings Corporation is a bank holding company created to build a leading community bank franchise delivering high quality customer service and committed to shareholder results. National Bank Holdings Corporation operates a network of 91 banking centers located in Colorado, the greater Kansas City region and Texas. Through the Company’s subsidiary, NBH Bank, it operates under the following brand names: Bank Midwest in Kansas and Missouri, Community Banks of Colorado in Colorado and Hillcrest Bank in Texas. Additional information about National Bank Holdings Corporation can be found at www.nationalbankholdings.com.

 

For more information visit: bankmw.com, cobnks.com, hillcrestbank.com or nbhbank.com. Or, follow us on any of our social media sites:

Bank Midwest: facebook.com/bankmw, twitter.com/bank_mw, instagram.com/bankmw;

Community Banks of Colorado: facebook.com/cobnks, twitter.com/cobnks, instagram.com/cobnks;

Hillcrest Bank: facebook.com/hillcrestbank, twitter.com/hillcrest_bank;

NBH Bank: twitter.com/nbhbank;

or connect with any of our brands on LinkedIn.

 

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements contain words such as “anticipate,” “believe,” “can,” “would,” “should,” “could,” “may,” “predict,” “seek,” “potential,” “will,” “estimate,” “target,” “plan,” “project,” “continuing,” “ongoing,” “expect,” “intend” or similar expressions that relate to the Company’s strategy, plans or intentions. Forward-looking statements involve certain important risks, uncertainties and other factors, any of which could cause actual results to differ materially from those in such statements. Such factors include, without limitation, the “Risk Factors” referenced in our most recent Form 10-K filed with the Securities and Exchange Commission (SEC), other risks and uncertainties listed from time to time in our reports and documents filed with the SEC, and the following factors: ability to execute our business strategy; business and economic conditions; economic, market, operational, liquidity, credit and interest rate risks associated with the Company’s business; effects of any changes in trade, monetary and fiscal policies and laws; changes imposed by regulatory agencies to increase capital standards; effects of inflation, as well as, interest rate, securities market and monetary supply fluctuations; changes in the economy or supply-demand imbalances affecting local real estate values; changes in consumer spending, borrowings and savings habits; the Company’s ability to identify potential candidates for, consummate, integrate and realize operating efficiencies from, acquisitions or consolidations; the Company's ability to realize anticipated benefits from enhancements or updates to its core operating systems from time to time without significant change in client service or risk to the Company's control environment; the Company's dependence on information technology and telecommunications systems of third party service providers and the risk of systems failures, interruptions or breaches of security; the Company’s ability to achieve organic loan and deposit growth and the composition of such growth; changes in sources and uses of funds; increased competition in the financial services industry; the effect of changes in accounting policies and practices; the share price of the Company’s stock; the Company's ability to realize deferred tax assets or the need for a valuation allowance; continued consolidation in the financial services industry; ability to maintain or increase market share and control expenses; costs and effects of changes in laws and regulations and of other legal and regulatory developments; technological changes; the timely development and acceptance of new products and services; the Company’s continued ability to attract and maintain qualified personnel; ability to implement and/or improve operational management and other internal risk controls and processes and reporting system and procedures; regulatory limitations on dividends from the Company's bank subsidiary; changes in estimates of future loan reserve requirements based upon the periodic review thereof under relevant regulatory and accounting requirements; widespread natural and other disasters, dislocations, political instability, acts of war or terrorist activities, cyberattacks or international hostilities; impact of reputational risk; and success at managing the risks involved in the foregoing items. The Company can give no assurance that any goal or plan or expectation set forth in forward-looking statements can be achieved and readers are cautioned not to place undue reliance on such statements. The forward-looking statements are made as of the date of this press release, and the Company does not intend, and assumes no obligation, to update any forward-looking

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statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events or circumstances, except as required by applicable law.

 

Contact:

Analysts/Institutional Investors: Brian Lilly, Chief Financial Officer; Chief of M&A and Strategy, (720) 529-3315, ir@nationalbankholdings.com

Media: Whitney Bartelli, Chief Marketing Officer, (816) 298-2203, media@nbhbank.com

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NATIONAL BANK HOLDINGS CORPORATION

FINANCIAL SUMMARY

Consolidated Statements of Operations (Unaudited)

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

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the three months ended

 

For the years ended

 

December 31, 

    

September 30, 

    

December 31, 

    

December 31, 

    

December 31, 

 

2016

 

2016

 

2015

 

2016

 

2015

Total interest and dividend income

$

39,658

 

$

40,764

 

$

43,492

 

$

160,448

 

$

171,407

Total interest expense

 

3,873

 

 

3,700

 

 

3,563

 

 

14,808

 

 

14,462

Net interest income

 

35,785

 

 

37,064

 

 

39,929

 

 

145,640

 

 

156,945

Taxable equivalent adjustment

 

1,028

 

 

1,041

 

 

928

 

 

4,081

 

 

2,695

Net interest income FTE(1)

 

36,813

 

 

38,105

 

 

40,857

 

 

149,721

 

 

159,640

Provision for loan losses

 

1,282

 

 

5,293

 

 

5,423

 

 

23,651

 

 

12,444

Net interest income after provision for loan losses FTE(1)

 

35,531

 

 

32,812

 

 

35,434

 

 

126,070

 

 

147,196

Non-interest income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Service charges

 

3,513

 

 

3,662

 

 

3,821

 

 

13,900

 

 

14,798

Bank card fees

 

2,899

 

 

2,828

 

 

2,841

 

 

11,429

 

 

10,898

Gain on sale of mortgages, net

 

629

 

 

600

 

 

389

 

 

2,881

 

 

1,963

Other non-interest income

 

2,891

 

 

2,851

 

 

1,987

 

 

9,569

 

 

5,915

OREO related write-ups and other income

 

58

 

 

1,667

 

 

1,508

 

 

2,248

 

 

2,379

Bargain purchase gain

 

 —

 

 

 —

 

 

 —

 

 

 —

 

 

1,048

FDIC loss-sharing related

 

 —

 

 

 —

 

 

4,873

 

 

 —

 

 

(15,553)

Total non-interest income

 

9,990

 

 

11,608

 

 

15,419

 

 

40,027

 

 

21,448

Non-interest expense:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Salaries and benefits

 

19,450

 

 

20,091

 

 

21,331

 

 

79,765

 

 

83,018

Occupancy and equipment

 

5,464

 

 

5,666

 

 

6,234

 

 

22,904

 

 

24,490

Professional fees

 

1,153

 

 

909

 

 

1,489

 

 

3,496

 

 

4,495

Other non-interest expense

 

6,370

 

 

6,239

 

 

9,572

 

 

24,764

 

 

34,562

Problem asset workout

 

879

 

 

1,172

 

 

1,882

 

 

3,983

 

 

7,317

Gain on sale of OREO, net

 

(263)

 

 

(2,077)

 

 

(434)

 

 

(4,383)

 

 

(2,776)

Intangible asset amortization

 

1,370

 

 

1,370

 

 

1,370

 

 

5,480

 

 

5,401

Loss from change in fair value of warrant liability

 

 —

 

 

 —

 

 

464

 

 

 —

 

 

106

Banking center consolidation related expenses

 

 —

 

 

 —

 

 

322

 

 

 —

 

 

1,411

Total non-interest expense

 

34,423

 

 

33,370

 

 

42,230

 

 

136,009

 

 

158,024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income before income taxes FTE(1)

 

11,098

 

 

11,050

 

 

8,623

 

 

30,088

 

 

10,620

Taxable equivalent adjustment

 

1,028

 

 

1,041

 

 

928

 

 

4,081

 

 

2,695

Income before income taxes

 

10,070

 

 

10,009

 

 

7,695

 

 

26,007

 

 

7,925

Income tax expense

 

81

 

 

1,695

 

 

4,355

 

 

2,947

 

 

3,044

Net income

$

9,989

 

$

8,314

 

$

3,340

 

$

23,060

 

$

4,881

Income per share - basic

$

0.38

 

$

0.30

 

$

0.11

 

$

0.81

 

$

0.14

Income per share - diluted

$

0.36

 

$

0.30

 

$

0.11

 

$

0.79

 

$

0.14

                                                      

(1) Net interest income is presented on a GAAP basis and fully taxable equivalent (FTE) basis, as the Company believes this non-GAAP measure is the preferred industry measurement for this item. The FTE adjustment is for the tax benefit on certain tax exempt loans using the federal tax rate of 35% for each period presented. See non-GAAP reconciliation starting on page 16.  

 

 

8

 


 

 

NATIONAL BANK HOLDINGS CORPORATION

Consolidated Statements of Financial Condition (Unaudited)

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

 

 

 

 

 

 

 

 

 

 

 

December 31, 2016

 

September 30, 2016

 

December 31, 2015

ASSETS

 

 

 

 

 

 

 

 

Cash and cash equivalents

$

152,736

 

$

124,977

 

$

166,092

Investment securities available-for-sale

 

884,232

 

 

968,853

 

 

1,157,246

Investment securities held-to-maturity

 

332,505

 

 

355,427

 

 

427,503

Non-marketable securities

 

14,949

 

 

12,373

 

 

22,529

Loans

 

2,860,921

 

 

2,822,555

 

 

2,587,673

Allowance for loan losses

 

(29,174)

 

 

(28,021)

 

 

(27,119)

Loans, net

 

2,831,747

 

 

2,794,534

 

 

2,560,554

Loans held for sale

 

24,187

 

 

20,341

 

 

13,292

Other real estate owned

 

15,662

 

 

21,200

 

 

20,814

Premises and equipment, net

 

95,671

 

 

96,861

 

 

103,103

Goodwill

 

59,630

 

 

59,630

 

 

59,630

Intangible assets, net

 

6,949

 

 

8,319

 

 

12,429

Other assets

 

154,778

 

 

143,898

 

 

140,716

Total assets

$

4,573,046

 

$

4,606,413

 

$

4,683,908

LIABILITIES AND SHAREHOLDERS' EQUITY

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

Non-interest bearing demand deposits

$

846,744

 

$

841,421

 

$

815,054

Interest bearing demand deposits

 

427,538

 

 

416,153

 

 

436,745

Savings and money market

 

1,422,321

 

 

1,393,661

 

 

1,394,995

Total transaction deposits

 

2,696,603

 

 

2,651,235

 

 

2,646,794

Time deposits

 

1,172,046

 

 

1,173,772

 

 

1,193,883

Total deposits

 

3,868,649

 

 

3,825,007

 

 

3,840,677

Securities sold under agreements to repurchase

 

92,011

 

 

113,307

 

 

136,523

Federal Home Loan Bank advances

 

38,665

 

 

51,359

 

 

40,000

Other liabilities

 

37,532

 

 

66,968

 

 

49,164

Total liabilities

 

4,036,857

 

 

4,056,641

 

 

4,066,364

Shareholders' equity:

 

 

 

 

 

 

 

 

Common stock

 

514

 

 

514

 

 

513

Additional paid in capital

 

984,087

 

 

997,665

 

 

997,926

Retained earnings

 

55,454

 

 

47,347

 

 

38,670

Treasury stock

 

(502,104)

 

 

(504,301)

 

 

(419,660)

Accumulated other comprehensive income, net of tax

 

(1,762)

 

 

8,547

 

 

95

Total shareholders' equity

 

536,189

 

 

549,772

 

 

617,544

Total liabilities and shareholders' equity

$

4,573,046

 

$

4,606,413

 

$

4,683,908

SHARE DATA

 

 

 

 

 

 

 

 

Average basic shares outstanding

 

26,294,787

 

 

27,654,827

 

 

30,625,371

Average diluted shares outstanding

 

27,473,995

 

 

27,898,756

 

 

30,795,333

Ending shares outstanding

 

26,386,583

 

 

26,282,224

 

 

30,358,509

Common book value per share

$

20.32

 

$

20.92

 

$

20.34

Tangible common book value per share(1)

$

18.15

 

$

18.67

 

$

18.22

Tangible common book value per share, excluding accumulated other comprehensive income(1)

$

18.22

 

$

18.35

 

$

18.22

CAPITAL RATIOS

 

 

 

 

 

 

 

 

Average equity to average assets

 

11.83%

 

 

12.49%

 

 

13.17%

Tangible common equity to tangible assets(1)

 

10.61%

 

 

10.79%

 

 

11.98%

Leverage ratio

 

10.39%

 

 

10.46%

 

 

11.75%

Tier 1 risk-based capital ratios

 

14.15%

 

 

14.43%

 

 

17.48%

Total risk-based capital ratio

 

15.03%

 

 

15.29%

 

 

18.37%

                                                      

(1)

Represents a non-GAAP financial measure. See non-GAAP reconciliation starting on page 16.

 

 

 

 

 

 

 

9

 


 

 

NATIONAL BANK HOLDINGS CORPORATION

Loan Portfolio

(Dollars in thousands)

 

Accounting Treatment Period End Loan Balances

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2016

 

 

 

 

December 31, 2016

 

December 31, 

 

September 30, 

 

vs. September 30, 2016

 

December 31, 

 

vs. December 31, 2015

 

2016

 

2016

 

% Change

 

2015

 

% Change

Non 310-30(1):

 

 

 

 

 

 

 

 

 

 

 

 

Commercial:

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

$

1,074,696

 

$

1,043,544

 

3.0%

 

$

892,889

 

20.4%

Owner occupied commercial real estate

 

221,544

 

 

213,986

 

3.5%

 

 

184,619

 

20.0%

Agriculture

 

134,637

 

 

133,109

 

1.1%

 

 

145,558

 

(7.5)%

Energy

 

90,273

 

 

86,628

 

4.2%

 

 

146,880

 

(38.5)%

Total commercial

 

1,521,150

 

 

1,477,267

 

3.0%

 

 

1,369,946

 

11.0%

Commercial real estate non-owner occupied

 

437,642

 

 

453,248

 

(3.4)%

 

 

321,712

 

36.0%

Residential real estate

 

728,361

 

 

706,791

 

3.1%

 

 

662,550

 

9.9%

Consumer

 

27,916

 

 

27,586

 

1.2%

 

 

30,635

 

(8.9)%

Total non 310-30

 

2,715,069

 

 

2,664,892

 

1.9%

 

 

2,384,843

 

13.8%

ASC 310-30:

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

39,280

 

 

43,339

 

(9.4)%

 

 

57,474

 

(31.7)%

Commercial real estate non-owner occupied

 

89,150

 

 

95,487

 

(6.6)%

 

 

121,173

 

(26.4)%

Residential real estate

 

16,524

 

 

17,654

 

(6.4)%

 

 

21,452

 

(23.0)%

Consumer

 

898

 

 

1,183

 

(24.1)%

 

 

2,731

 

(67.1)%

Total ASC 310-30

 

145,852

 

 

157,663

 

(7.5)%

 

 

202,830

 

(28.1)%

Total loans

$

2,860,921

 

$

2,822,555

 

1.4%

 

$

2,587,673

 

10.6%

                                                      

(1)

Included in non 310-30 loans are originated loans of $2,567,638, $2,501,426 and $2,180,267 as of December 31, 2016, September 30, 2016 and December  31, 2015, respectively, and loans acquired under business combinations of $147,431, $163,466 and $204,576 as of December 31, 2016, September 30, 2016 and December  31, 2015, respectively.

 

Originations(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fourth quarter

 

Third quarter

 

Second quarter

 

First quarter

 

Fourth quarter

 

2016

 

2016

 

2016

 

2016

 

2015

Commercial:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

$

109,670

 

$

92,433

 

$

142,179

 

$

59,361

 

$

122,664

Owner occupied commercial real estate

 

18,606

 

 

19,091

 

 

17,883

 

 

10,399

 

 

13,395

Agriculture

 

18,480

 

 

9,589

 

 

18,072

 

 

10,375

 

 

24,194

Energy

 

4,433

 

 

(1,251)

 

 

(17,328)

 

 

(13,984)

 

 

1,075

Total commercial

 

151,189

 

 

119,862

 

 

160,806

 

 

66,151

 

 

161,328

Commercial real estate non-owner occupied

 

30,227

 

 

54,456

 

 

89,109

 

 

44,876

 

 

23,260

Residential real estate

 

89,968

 

 

102,703

 

 

63,815

 

 

49,722

 

 

50,387

Consumer

 

3,566

 

 

4,995

 

 

3,158

 

 

2,671

 

 

3,086

Total

$

274,950

 

$

282,016

 

$

316,888

 

$

163,420

 

$

238,061

                                                      

(1)

Originations equal, for each quarter, closed end funded loans and net fundings under revolving lines of credit.

 

 

 

 

 

 

 

 

 

 

 

 

 

10

 


 

 

NATIONAL BANK HOLDINGS CORPORATION

Summary of Net Interest Margin

(Dollars in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the three months ended

 

For the three months ended

 

For the three months ended

 

December 31, 2016

 

September 30, 2016

 

December 31, 2015

 

Average

    

    

 

 

Average

    

Average

    

    

 

 

Average

    

Average

    

    

 

 

Average

 

Balance

 

Interest

 

Rate

 

Balance

 

Interest

 

Rate

 

Balance

 

Interest

 

Rate

Interest earning assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ASC 310-30 loans

$

154,353

 

$

6,603

 

 

17.11%

 

$

162,157

 

$

8,597

 

 

21.21%

 

$

209,268

 

$

11,527

 

 

22.03%

Non 310-30 loans FTE(1)(2)(3)(4)

 

2,727,296

 

 

27,265

 

 

3.98%

 

 

2,630,064

 

 

25,893

 

 

3.92%

 

 

2,332,948

 

 

23,857

 

 

4.06%

Investment securities available-for-sale

 

930,398

 

 

4,181

 

 

1.80%

 

 

1,003,347

 

 

4,552

 

 

1.81%

 

 

1,207,785

 

 

7,234

 

 

2.40%

Investment securities held-to-maturity

 

345,854

 

 

2,396

 

 

2.77%

 

 

371,164

 

 

2,543

 

 

2.74%

 

 

436,930

 

 

1,431

 

 

1.31%

Other securities

 

13,201

 

 

167

 

 

5.06%

 

 

13,003

 

 

160

 

 

4.92%

 

 

22,287

 

 

247

 

 

4.43%

Interest earning deposits and securities purchased under agreements to resell

 

59,075

 

 

74

 

 

0.50%

 

 

47,997

 

 

60

 

 

0.50%

 

 

139,244

 

 

124

 

 

0.35%

Total interest earning assets FTE(4)

$

4,230,177

 

$

40,686

 

 

3.83%

 

$

4,227,732

 

$

41,805

 

 

3.93%

 

$

4,348,462

 

$

44,420

 

 

4.05%

Cash and due from banks

$

64,880

 

 

 

 

 

 

 

$

73,709

 

 

 

 

 

 

 

$

57,579

 

 

 

 

 

 

Other assets

 

325,960

 

 

 

 

 

 

 

 

339,837

 

 

 

 

 

 

 

 

341,840

 

 

 

 

 

 

Allowance for loan losses

 

(28,789)

 

 

 

 

 

 

 

 

(40,509)

 

 

 

 

 

 

 

 

(24,748)

 

 

 

 

 

 

Total assets

$

4,592,228

 

 

 

 

 

 

 

$

4,600,769

 

 

 

 

 

 

 

$

4,723,133

 

 

 

 

 

 

Interest bearing liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest bearing demand, savings and money market deposits

$

1,844,701

 

$

1,296

 

 

0.28%

 

$

1,799,085

 

$

1,189

 

 

0.26%

 

$

1,812,345

 

$

1,184

 

 

0.26%

Time deposits

 

1,169,325

 

 

2,362

 

 

0.80%

 

 

1,174,269

 

 

2,290

 

 

0.78%

 

 

1,222,829

 

 

2,151

 

 

0.70%

Securities sold under agreements to repurchase

 

99,475

 

 

38

 

 

0.15%

 

 

117,028

 

 

37

 

 

0.13%

 

 

143,294

 

 

60

 

 

0.17%

Federal Home Loan Bank advances

 

52,199

 

 

177

 

 

1.36%

 

 

50,766

 

 

184

 

 

1.44%

 

 

40,000

 

 

168

 

 

1.67%

Total interest bearing liabilities

$

3,165,700

 

$

3,873

 

 

0.49%

 

$

3,141,148

 

$

3,700

 

 

0.47%

 

$

3,218,468

 

$

3,563

 

 

0.44%

Demand deposits

$

835,263

 

 

 

 

 

 

 

$

824,848

 

 

 

 

 

 

 

$

825,979

 

 

 

 

 

 

Other liabilities

 

47,794

 

 

 

 

 

 

 

 

60,199

 

 

 

 

 

 

 

 

56,447

 

 

 

 

 

 

Total liabilities

 

4,048,757

 

 

 

 

 

 

 

 

4,026,195

 

 

 

 

 

 

 

 

4,100,894

 

 

 

 

 

 

Shareholders' equity

 

543,471

 

 

 

 

 

 

 

 

574,574

 

 

 

 

 

 

 

 

622,239

 

 

 

 

 

 

Total liabilities and shareholders' equity

$

4,592,228

 

 

 

 

 

 

 

$

4,600,769

 

 

 

 

 

 

 

$

4,723,133

 

 

 

 

 

 

Net interest income

 

 

 

$

36,813

 

 

 

 

 

 

 

$

38,105

 

 

 

 

 

 

 

$

40,857

 

 

 

Interest rate spread FTE(4)

 

 

 

 

 

 

 

3.34%

 

 

 

 

 

 

 

 

3.46%

 

 

 

 

 

 

 

 

3.61%

Net interest earning assets

$

1,064,477

 

 

 

 

 

 

 

$

1,086,584

 

 

 

 

 

 

 

$

1,129,994

 

 

 

 

 

 

Net interest margin FTE(4)

 

 

 

 

 

 

 

3.46%

 

 

 

 

 

 

 

 

3.59%

 

 

 

 

 

 

 

 

3.73%

Ratio of average interest earning assets to average interest bearing liabilities

 

133.63%

 

 

 

 

 

 

 

 

134.59%

 

 

 

 

 

 

 

 

135.11%

 

 

 

 

 

 

                                                      

(1)

Originated loans are net of deferred loan fees, less costs, which are included in interest income over the life of the loan.

(2)

Includes originated loans with average balances of $2,570,908, $2,460,701 and $2,120,907, and interest income of $23,842, $22,339 and $19,306, with tax equivalent yields of 3.85%, 3.78% and 3.78% for the three months ended December 31, 2016, September 30, 2016 and December 31, 2015, respectively.

(3)

Non 310-30 loans include loans held-for-sale. Average balances during the three months ended December 31, 2016, September 30, 2016 and December 31, 2015 were $24,679, $15,931 and $9,421, and interest income was $310, $238 and $166 for the same periods, respectively.

(4)

Presented on a fully taxable equivalent basis using the statutory tax rate of 35%. The tax equivalent adjustments included above are $1,028, $1,041 and $928 for the three months ended December 31, 2016, September 30, 2016 and December 31, 2015, respectively. 

 

11

 


 

 

NATIONAL BANK HOLDINGS CORPORATION

Summary of Net Interest Margin

(Dollars in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the year ended December 31, 2016

 

For the year ended December 31, 2015

 

Average

  

    

 

  

Average

 

Average

  

    

 

  

Average

 

Balance

 

Interest

 

Rate

 

Balance

 

Interest

 

Rate

Interest earning assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ASC 310-30 loans

$

170,330

 

$

33,256

 

19.52%

 

$

237,453

 

$

47,255

 

19.90%

Non 310-30 loans FTE(1)(2)(3)(4)

 

2,545,643

 

 

100,142

 

3.93%

 

 

2,109,152

 

 

86,693

 

4.11%

Investment securities available-for-sale

 

1,035,679

 

 

18,991

 

1.83%

 

 

1,327,245

 

 

26,398

 

1.99%

Investment securities held-to-maturity

 

382,366

 

 

10,674

 

2.79%

 

 

476,924

 

 

11,747

 

2.46%

Other securities

 

14,975

 

 

748

 

4.99%

 

 

25,865

 

 

1,210

 

4.68%

Interest earning deposits and securities purchased under agreements to resell

 

141,178

 

 

718

 

0.51%

 

 

262,500

 

 

799

 

0.30%

Total interest earning assets FTE(4)

$

4,290,171

 

$

164,529

 

3.84%

 

$

4,439,139

 

$

174,102

 

3.92%

Cash and due from banks

$

63,513

 

 

 

 

 

 

$

59,526

 

 

 

 

 

Other assets

 

332,122

 

 

 

 

 

 

 

353,344

 

 

 

 

 

Allowance for loan losses

 

(33,853)

 

 

 

 

 

 

 

(20,939)

 

 

 

 

 

Total assets

$

4,651,953

 

 

 

 

 

 

$

4,831,070

 

 

 

 

 

Interest bearing liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest bearing demand, savings and money market deposits

$

1,865,225

 

$

4,985

 

0.27%

 

$

1,758,965

 

$

4,524

 

0.26%

Time deposits

 

1,177,523

 

 

8,978

 

0.76%

 

 

1,281,171

 

 

9,085

 

0.71%

Securities sold under agreements to repurchase

 

109,246

 

 

152

 

0.14%

 

 

197,728

 

 

187

 

0.09%

Federal Home Loan Bank advances

 

45,773

 

 

693

 

1.51%

 

 

40,000

 

 

666

 

1.67%

Total interest bearing liabilities

$

3,197,767

 

$

14,808

 

0.46%

 

$

3,277,864

 

$

14,462

 

0.44%

Demand deposits

$

818,901

 

 

 

 

 

 

$

782,431

 

 

 

 

 

Other liabilities

 

51,587

 

 

 

 

 

 

 

69,299

 

 

 

 

 

Total liabilities

 

4,068,255

 

 

 

 

 

 

 

4,129,594

 

 

 

 

 

Shareholders' equity

 

583,698

 

 

 

 

 

 

 

701,476

 

 

 

 

 

Total liabilities and shareholders' equity

$

4,651,953

 

 

 

 

 

 

$

4,831,070

 

 

 

 

 

Net interest income

 

 

 

$

149,721

 

 

 

 

 

 

$

159,640

 

 

Interest rate spread FTE(4)

 

 

 

 

 

 

3.38%

 

 

 

 

 

 

 

3.48%

Net interest earning assets

$

1,092,404

 

 

 

 

 

 

$

1,161,275

 

 

 

 

 

Net interest margin FTE(4)

 

 

 

 

 

 

3.49%

 

 

 

 

 

 

 

3.60%

Ratio of average interest earning assets to average interest bearing liabilities

 

134.16%

 

 

 

 

 

 

 

135.43%

 

 

 

 

 

                                                      

(1)

Originated loans are net of deferred loan fees, less costs, which are included in interest income over the life of the loan.

(2)

Includes originated loans with average balances of $2,368,968 and $1,893,792, and interest income of $85,792 and $70,569, with tax equivalent yields of 3.79% and 3.87% for the years ended December 31, 2016, and 2015, respectively.

(3)

Non 310-30 loans include loans held-for-sale. Average balances during the years ended December 31, 2016  and 2015, were $15,179 and $7,097, and interest income was $830 and $589 for the same periods, respectively.

(4)

Presented on a fully taxable equivalent basis using the statutory tax rate of 35%. The tax equivalent adjustments included above are $4,081 and $2,695 for the years ended December 31, 2016 and 2015, respectively.

12

 


 

 

 

NATIONAL BANK HOLDINGS CORPORATION

Allowance for Loan Losses

(Dollars in thousands)

 

Allowance for Loan Losses Analysis

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of and for the three months ended

 

December 31, 2016

 

September 30, 2016

 

December 31, 2015

 

ASC

    

Non

    

 

 

    

ASC

    

Non

    

 

 

    

ASC

    

Non

    

 

 

 

310-30

 

310-30

 

 

 

 

310-30

 

310-30

 

 

 

 

310-30

 

310-30

 

 

 

 

Loans

 

Loans

 

Total

 

Loans

 

Loans

 

Total

 

Loans

 

Loans

 

Total

Beginning allowance for loan losses

$

243

 

$

27,778

 

$

28,021

 

$

231

 

$

39,875

 

$

40,106

 

$

875

 

$

22,952

 

$

23,827

Charge-offs

 

 

 

 

(259)

 

 

(259)

 

 

(6)

 

 

(17,540)

 

 

(17,546)

 

 

 —

 

 

(2,313)

 

 

(2,313)

Recoveries

 

 —

 

 

130

 

 

130

 

 

 —

 

 

168

 

 

168

 

 

4

 

 

178

 

 

182

Provision expense

 

(18)

 

 

1,300

 

 

1,282

 

 

18

 

 

5,275

 

 

5,293

 

 

198

 

 

5,225

 

 

5,423

Ending ALL

$

225

 

$

28,949

 

$

29,174

 

$

243

 

$

27,778

 

$

28,021

 

$

1,077

 

$

26,042

 

$

27,119

Ratio of annualized net charge-offs to average total loans during the period, respectively

 

0.00%

 

 

0.02%

 

 

0.02%

 

 

0.01%

 

 

2.64%

 

 

2.49%

 

 

(0.01)%

 

 

0.36%

 

 

0.33%

Ratio of ALL to total loans outstanding at period end, respectively

 

0.15%

 

 

1.07%

 

 

1.02%

 

 

0.15%

 

 

1.04%

 

 

0.99%

 

 

0.53%

 

 

1.09%

 

 

1.05%

Ratio of ALL to total non-performing loans at period end, respectively(1)

 

0.00%

 

 

94.24%

 

 

94.98%

 

 

0.00%

 

 

123.58%

 

 

124.66%

 

 

0.00%

 

 

101.54%

 

 

105.74%

Total loans

$

145,852

 

$

2,715,069

 

$

2,860,921

 

$

157,663

 

$

2,664,892

 

$

2,822,555

 

$

202,830

 

$

2,384,843

 

$

2,587,673

Average total loans during the period

$

154,353

 

$

2,702,617

 

$

2,856,970

 

$

162,157

 

$

2,614,133

 

$

2,776,290

 

$

209,268

 

$

2,323,527

 

$

2,532,795

Total non-performing loans(1)

$

 —

 

$

30,717

 

$

30,717

 

$

 —

 

$

22,478

 

$

22,478

 

$

 —

 

$

25,647

 

$

25,647

                                                     

(1)

Loans accounted for under ASC 310-30 may be considered performing, regardless of past due status, if the timing and expected cash flows on these loans can be reasonably estimated and if collection of the new carrying value is expected.

 

Non 310-30 Allowance for Loan Losses Analysis

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of and for the three months ended

 

December 31, 2016

 

September 30, 2016

 

June 30, 2016

 

 

 

 

Non

 

Total

 

 

 

 

Non

 

Total

 

 

 

 

Non

 

Total

 

 

 

    

310-30

    

Non

 

 

 

 

310-30

 

Non

 

 

 

    

310-30

    

Non

 

Energy

 

Excluding

 

310-30

 

Energy

 

Excluding

 

310-30

 

Energy

 

Excluding

 

310-30

 

Portfolio

 

Energy

 

Loans

 

Portfolio

 

Energy

 

Loans

 

Portfolio

 

Energy

 

Loans

Beginning allowance for loan losses

$

3,662

 

$

24,116

 

$

27,778

 

$

15,443

 

$

24,432

 

$

39,875

 

$

14,486

 

$

22,465

 

$

36,951

Charge-offs

 

 -

 

 

(259)

 

 

(259)

 

 

(15,700)

 

 

(1,840)

 

 

(17,540)

 

 

(3,374)

 

 

(312)

 

 

(3,686)

Recoveries

 

 -

 

 

130

 

 

130

 

 

 -

 

 

168

 

 

168

 

 

 -

 

 

210

 

 

210

Provision expense

 

(113)

 

 

1,413

 

 

1,300

 

 

3,919

 

 

1,356

 

 

5,275

 

 

4,331

 

 

2,069

 

 

6,400

Ending ALL

$

3,549

 

$

25,400

 

$

28,949

 

$

3,662

 

$

24,116

 

$

27,778

 

$

15,443

 

$

24,432

 

$

39,875

Ratio of annualized net charge-offs to average total loans during the period, respectively

 

0.00%

 

 

0.02%

 

 

0.02%

 

 

65.30%

 

 

0.26%

 

 

2.64%

 

 

11.46%

 

 

0.02%

 

 

0.58%

Ratio of ALL to total loans outstanding at period end, respectively

 

3.93%

 

 

0.97%

 

 

1.07%

 

 

4.23%

 

 

0.94%

 

 

1.04%

 

 

14.75%

 

 

0.99%

 

 

1.55%

Total loans

$

90,273

 

$

2,624,796

 

$

2,715,069

 

$

86,628

 

$

2,578,264

 

$

2,664,892

 

$

104,663

 

$

2,464,558

 

$

2,569,221

Average loans

$

88,450

 

$

2,614,167

 

$

2,702,617

 

$

95,645

 

$

2,518,488

 

$

2,614,133

 

$

118,382

 

$

2,294,994

 

$

2,413,375

13

 


 

 

NATIONAL BANK HOLDINGS CORPORATION

Asset Quality

(Dollars in thousands)

 

Non 310-30 Past Due Loans

 

 

 

 

 

 

 

 

 

 

 

December 31, 2016

 

September 30, 2016

 

December 31, 2015

Loans 30-89 days past due and still accruing interest

$

2,296

 

$

1,374

 

$

6,716

Loans 90 days past due and still accruing interest

 

 —

 

 

428

 

 

165

Non-accrual loans(1)

 

30,717

 

 

22,478

 

 

25,647

Total past due and non-accrual loans

$

33,013

 

$

24,280

 

$

32,528

Total 90 days past due and still accruing interest and non-accrual loans to total loans

 

1.13%

 

 

0.86%

 

 

1.08%

Total non-accrual loans to total loans

 

1.13%

 

 

0.84%

 

 

1.08%

% of total past due and non-accrual loans that carry fair value marks

 

10.75%

 

 

15.41%

 

 

22.01%

                                                      

(1)

Includes non-accrual energy loans of $12,645, $13,313 and $12,009 at December 31, 2016, September 30, 2016 and December 31, 2015, respectively.

 

Asset Quality Data

 

 

 

 

 

 

 

 

 

 

 

December 31, 2016

 

September 30, 2016

 

December 31, 2015

Non-performing loans(1)

 

30,717

 

 

22,478

 

 

25,647

OREO

 

15,662

 

 

21,200

 

 

20,814

Other repossessed assets

 

 —

 

 

100

 

 

894

Total non-performing assets

$

46,379

 

$

43,778

 

$

47,355

Accruing restructured loans

$

5,766

 

$

8,780

 

$

8,403

Non-performing loans to total loans

 

1.07%

 

 

0.80%

 

 

0.99%

Non-performing loans excluding energy sector loans to total loans excluding energy sector loans

 

0.65%

 

 

0.33%

 

 

0.56%

Total non-performing assets to total loans and OREO

 

1.61%

 

 

1.54%

 

 

1.81%

Total non-performing assets excluding energy sector to total loans excluding energy sector loans and OREO

 

1.21%

 

 

1.10%

 

 

1.44%

                                                      

(1)

Includes non-accrual energy loans of $12,645, $13,313 and $12,009 at December 31, 2016, September 30, 2016 and December 31, 2015, respectively.

 

Changes in Accretable Yield

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the three months ended

 

Life-to-date

 

December 31, 2016

    

September 30, 2016

    

December 31, 2015

    

December 31, 2016

Accretable yield at beginning of period

$

63,673

 

$

67,765

 

$

93,015

 

$

 —

Additions through acquisitions

 

 —

 

 

 —

 

 

 

 

214,996

Reclassification from non-accretable difference to accretable yield

 

3,704

 

 

4,962

 

 

3,367

 

 

270,646

Reclassification to non-accretable difference from accretable yield

 

(298)

 

 

(457)

 

 

(661)

 

 

(32,766)

Accretion

 

(6,603)

 

 

(8,597)

 

 

(11,527)

 

 

(392,400)

Accretable yield at end of period

$

60,476

 

$

63,673

 

$

84,194

 

$

60,476

 

14

 


 

 

NATIONAL BANK HOLDINGS CORPORATION

Key Ratios

 

 

 

 

 

 

 

 

 

 

 

As of and for the three months ended

 

As of and for the years ended

 

December 31, 

    

September 30, 

    

December 31, 

    

December 31, 

 

December 31, 

 

2016

 

2016

 

2015

 

2016

 

2015

Key Ratios(1)

 

 

 

 

 

 

 

 

 

Return on average assets

0.87%

 

0.72%

 

0.28%

 

0.50%

 

0.10%

Return on average tangible assets(2)

0.95%

 

0.80%

 

0.36%

 

0.57%

 

0.17%

Return on average tangible assets before provision for loan losses and taxes FTE(2)

1.21%

 

1.55%

 

1.31%

 

1.29%

 

0.60%

Return on average equity

7.31%

 

5.76%

 

2.13%

 

3.95%

 

0.70%

Return on average tangible common equity(2)

8.87%

 

7.07%

 

2.97%

 

5.04%

 

1.29%

Interest earning assets to interest bearing liabilities (end of period)(3)

133.44%

 

133.09%

 

133.71%

 

133.44%

 

133.71%

Loans to deposits ratio (end of period)

74.58%

 

74.32%

 

67.72%

 

74.58%

 

67.72%

Non-interest bearing deposits to total deposits (end of period)

21.89%

 

22.00%

 

21.22%

 

21.89%

 

21.22%

Net interest margin(4)

3.37%

 

3.49%

 

3.64%

 

3.39%

 

3.54%

Net interest margin FTE (2)(4)

3.46%

 

3.59%

 

3.73%

 

3.49%

 

3.60%

Interest rate spread FTE(5)

3.34%

 

3.46%

 

3.61%

 

3.38%

 

3.48%

Yield on earning assets(3)

3.73%

 

3.84%

 

3.97%

 

3.74%

 

3.86%

Yield on earning assets FTE(2)(3)

3.83%

 

3.93%

 

4.05%

 

3.84%

 

3.92%

Cost of interest bearing liabilities(3)

0.49%

 

0.47%

 

0.44%

 

0.46%

 

0.44%

Cost of deposits

0.38%

 

0.36%

 

0.35%

 

0.36%

 

0.36%

Non-interest expense to average assets

2.98%

 

2.89%

 

3.55%

 

2.92%

 

3.27%

Efficiency ratio FTE(2)(6)

70.62%

 

64.37%

 

72.61%

 

68.79%

 

84.28%

 

 

 

 

 

 

 

 

 

 

Asset Quality Data(7)(8)(9)

 

 

 

 

 

 

 

 

 

Non-performing loans to total loans

1.07%

 

0.80%

 

0.99%

 

1.07%

 

0.99%

Non-performing assets to total loans and OREO

1.61%

 

1.54%

 

1.81%

 

1.61%

 

1.81%

Allowance for loan losses to total loans

1.02%

 

0.99%

 

1.05%

 

1.02%

 

1.05%

Allowance for loan losses to non-performing loans

94.98%

 

124.66%

 

105.74%

 

94.98%

 

105.74%

Net charge-offs to average loans(1)

0.02%

 

2.49%

 

0.33%

 

0.80%

 

0.12%

                                                      

(1)

Ratios are annualized.

(2)

Ratio represents non-GAAP financial measure. See non-GAAP reconciliations below.

(3)

Interest earning assets include assets that earn interest/accretion or dividends. Any market value adjustments on investment securities are excluded from interest earning assets. Interest bearing liabilities include liabilities that must be paid interest.

(4)

Net interest margin represents net interest income, including accretion income on interest earning assets, as a percentage of average interest earning assets.

(5)

Interest rate spread represents the difference between the weighted average yield on interest earning assets and the weighted average cost of interest bearing liabilities.

(6)

The efficiency ratio represents non-interest expense, less intangible asset amortization, as a percentage of net interest income on a FTE basis plus non-interest income.

(7)

Non-performing loans consist of non-accruing loans and restructured loans on non-accrual, but exclude any loans accounted for under ASC 310-30 in which the pool is still performing. These ratios may, therefore, not be comparable to similar ratios of our peers.

(8)

Non-performing assets include non-performing loans, other real estate owned and other repossessed assets.

(9)

Total loans are net of unearned discounts and fees.

 

 

15

 


 

 

NATIONAL BANK HOLDINGS CORPORATION

NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS

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

 

Tangible Common Book Value Ratios

 

 

 

 

 

 

 

 

 

 

 

December 31, 2016

 

September 30, 2016

 

December 31, 2015

Total shareholders' equity

$

536,189

 

$

549,772

 

$

617,544

Less: goodwill and intangible assets, net

 

(66,580)

 

 

(67,950)

 

 

(72,060)

Add: deferred tax liability related to goodwill

 

9,323

 

 

8,935

 

 

7,772

Tangible common equity (non-GAAP)

$

478,932

 

$

490,757

 

$

553,256

 

 

 

 

 

 

 

 

 

Total assets

$

4,573,046

 

$

4,606,413

 

$

4,683,908

Less: goodwill and intangible assets, net

 

(66,580)

 

 

(67,950)

 

 

(72,060)

Add: deferred tax liability related to goodwill

 

9,323

 

 

8,935

 

 

7,772

Tangible assets (non-GAAP)

$

4,515,789

 

$

4,547,398

 

$

4,619,620

 

 

 

 

 

 

 

 

 

Tangible common equity to tangible assets calculations:

 

 

 

 

 

 

 

 

Total shareholders' equity to total assets

 

11.72%

 

 

11.93%

 

 

13.18%

Less: impact of goodwill and intangible assets, net

 

(1.11)%

 

 

(1.14)%

 

 

(1.20)%

Tangible common equity to tangible assets (non-GAAP)

 

10.61%

 

 

10.79%

 

 

11.98%

 

 

 

 

 

 

 

 

 

Tangible common book value per share calculations:

 

 

 

 

 

 

 

 

Tangible common equity (non-GAAP)

$

478,932

 

$

490,757

 

$

553,256

Divided by: ending shares outstanding

 

26,386,583

 

 

26,282,224

 

 

30,358,509

Tangible common book value per share (non-GAAP)

$

18.15

 

$

18.67

 

$

18.22

 

 

 

 

 

 

 

 

 

Tangible common book value per share, excluding accumulated other comprehensive income calculations:

 

 

 

 

 

 

 

 

Tangible common equity (non-GAAP)

$

478,932

 

$

490,757

 

$

553,256

Less: accumulated other comprehensive income, net of tax

 

1,762

 

 

(8,547)

 

 

(95)

Tangible common book value, excluding accumulated other comprehensive income, net of tax (non-GAAP)

 

480,694

 

 

482,210

 

 

553,161

Divided by: ending shares outstanding

 

26,386,583

 

 

26,282,224

 

 

30,358,509

Tangible common book value per share, excluding accumulated other comprehensive income, net of tax (non-GAAP)

$

18.22

 

$

18.35

 

$

18.22

16

 


 

 

NATIONAL BANK HOLDINGS CORPORATION

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

 

Return on Average Tangible Assets and Return on Average Tangible Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of and for the three months ended

 

As of and for the years ended

 

December 31, 2016

    

September 30, 2016

    

December 31, 2015

    

December 31, 2016

    

December 31, 2015

Net income

$

9,989

 

$

8,314

 

$

3,340

 

$

23,060

 

$

4,881

Add: impact of core deposit intangible amortization expense, after tax

 

836

 

 

836

 

 

836

 

 

3,343

 

 

3,295

Net income adjusted for impact of core deposit intangible amortization expense, after tax

$

10,825

 

$

9,150

 

$

4,176

 

$

26,403

 

$

8,176

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income before income taxes FTE (non-GAAP)

$

11,098

 

$

11,050

 

$

8,623

 

$

30,088

 

$

10,620

Add: impact of core deposit intangible amortization expense, before tax

 

1,370

 

 

1,370

 

 

1,370

 

 

5,480

 

 

5,401

Add: provision for loan losses

 

1,282

 

 

5,293

 

 

5,423

 

 

23,651

 

 

12,444

FTE income adjusted for impact of core deposit intangible amortization expense and provision (non-GAAP)

$

13,750

 

$

17,713

 

$

15,416

 

$

59,219

 

$

28,465

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average assets

$

4,592,228

 

$

4,600,769

 

$

4,723,133

 

$

4,651,953

 

$

4,831,070

Less: average goodwill and intangible assets, net of deferred tax asset related to goodwill

 

(57,932)

 

 

(59,685)

 

 

(64,954)

 

 

(59,977)

 

 

(66,549)

Average tangible assets (non-GAAP)

$

4,534,296

 

$

4,541,084

 

$

4,658,179

 

$

4,591,976

 

$

4,764,521

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average shareholders' equity

$

543,421

 

$

574,574

 

$

622,239

 

$

583,686

 

$

701,476

Less: average goodwill and intangible assets, net of deferred tax asset related to goodwill

 

(57,932)

 

 

(59,685)

 

 

(64,954)

 

 

(59,977)

 

 

(66,549)

Average tangible common equity (non-GAAP)

$

485,489

 

$

514,889

 

$

557,285

 

$

523,709

 

$

634,927

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Return on average assets (non-GAAP)

 

0.87%

 

 

0.72%

 

 

0.28%

 

 

0.50%

 

 

0.10%

Return on average tangible assets (non-GAAP)

 

0.95%

 

 

0.80%

 

 

0.36%

 

 

0.57%

 

 

0.17%

Return on average tangible assets before provision for loan losses and taxes FTE (non-GAAP)

 

1.21%

 

 

1.55%

 

 

1.31%

 

 

1.29%

 

 

0.60%

Return on average equity (non-GAAP)

 

7.31%

 

 

5.76%

 

 

2.13%

 

 

3.95%

 

 

0.70%

Return on average tangible common equity (non-GAAP)

 

8.87%

 

 

7.07%

 

 

2.97%

 

 

5.04%

 

 

1.29%

 

 

Fully Taxable Equivalent Yield on Earning Assets and Net Interest Margin

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of and for the three months ended

 

As of and for the years ended

 

December 31, 2016

 

September 30, 2016

 

December 31, 2015

 

December 31, 2016

 

December 31, 2015

Interest income

$

39,658

    

$

40,764

    

$

43,492

    

$

160,448

 

$

171,407

Add: impact of taxable equivalent adjustment

 

1,028

 

 

1,041

 

 

928

 

 

4,081

 

 

2,695

Interest income FTE (non-GAAP)

$

40,686

 

$

41,805

 

$

44,420

 

$

164,529

 

$

174,102

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net interest income

$

35,785

 

$

37,064

 

$

39,929

 

$

145,640

 

$

156,945

Add: impact of taxable equivalent adjustment

 

1,028

 

 

1,041

 

 

928

 

 

4,081

 

 

2,695

Net interest income FTE (non-GAAP)

$

36,813

 

$

38,105

 

$

40,857

 

$

149,721

 

$

159,640

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average earning assets

$

4,230,177

 

$

4,227,732

 

$

4,348,462

 

$

4,290,171

 

$

4,439,139

Yield on earning assets

 

3.73%

 

 

3.84%

 

 

3.97%

 

 

3.74%

 

 

3.86%

Yield on earning assets FTE (non-GAAP)

 

3.83%

 

 

3.93%

 

 

4.05%

 

 

3.84%

 

 

3.92%

Net interest margin

 

3.37%

 

 

3.49%

 

 

3.64%

 

 

3.39%

 

 

3.54%

Net interest margin FTE (non-GAAP)

 

3.46%

 

 

3.59%

 

 

3.73%

 

 

3.49%

 

 

3.60%

 

17