Talmer Bancorp, Inc. reports first quarter 2015 net income of $9.4 million, representing $0.12 of earnings per diluted average common share

TROY, Mich., April 30, 2015 /PRNewswire/ -- Talmer Bancorp, Inc. (NASDAQ: TLMR) ("Talmer") today reported first quarter 2015 net income of $9.4 million, compared to $12.5 million for the fourth quarter of 2014 and $38.2 million for the first quarter of 2014.  Earnings per diluted common share were $0.12 for the first quarter of 2015, compared to $0.16 for the fourth quarter of 2014 and $0.52 for the first quarter of 2014. The first quarter of 2014 included a $42.0 million bargain purchase gain related to the acquisition of Talmer West Bank.  In addition, the Board of Directors of Talmer declared a cash dividend on its Class A common stock of $0.01 per share on April 29, 2015.  The dividend will be paid on May 22, 2015, to our Class A common shareholders of record as of May 11, 2015.

Talmer Bancorp President and CEO David Provost commented, "We continue to execute on our strategic plans to build a leading Midwest community bank.  In February, we completed the acquisition of First of Huron Corp., and its wholly-owned bank subsidiary, Signature Bank, and additionally completed the operational integration of Talmer West Bank.  We are excited to welcome the employees and customers of Signature Bank and build upon our franchise in the thumb area of Michigan.  We are pleased with our core operating results for the quarter and note that our reported earnings were significantly impacted by two substantial non-core items:  $3.3 million of transaction and integration related expenses and a $4.1 million detriment to earnings due to the change in fair value of our loan servicing rights.  The negative impact to our earnings per diluted common share for the first quarter of 2015 from these non-core items was approximately $0.07 per diluted common share.  We expect to see an incremental improvement in our core operating efficiency in the second quarter reflecting the success of integrating our two most recent acquisitions.  Our team remains optimistic about the substantial growth opportunities in our existing markets and continues to be well-prepared to pursue additional acquisitions."    

First Quarter 2015 Compared to Fourth Quarter 2014

• Net income was $9.4 million, or $0.12 per diluted average common share, in the first quarter of 2015, compared to $12.5 million, or $0.16 per diluted average common share, for the fourth quarter of 2014.  The decline in net income in the first quarter of 2015 was primarily due to an increase of $3.0 million in transaction and integration related expenses related to the acquisition of First of Huron Corp. and the operational integration of Talmer West Bank. 
• Net total loans increased during the first quarter of 2015 by $227.3 million.  During the first quarter of 2015, Talmer Bank and Trust's net total loans grew by $245.1 million, as a result of $163.0 million of loans acquired at fair value in the Signature Bank transaction and $114.5 million of other net uncovered loan growth (loans not covered by loss share agreements with the FDIC), partially offset by $25.5 million of net covered loan run-off (loans covered by loss share agreements with the FDIC) and $6.9 million of run-off of loans acquired in the Signature Bank transaction.  Talmer West Bank experienced net loan run-off of $17.8 million in the first quarter of 2015.
• Total deposits increased $229.7 million, to $4.8 billion as of March 31, 2015, compared to December 31, 2014.  Total deposit growth included $201.5 million of deposits acquired at fair value in the Signature Bank transaction, in addition to growth in demand deposits of $108.8 million, time deposits of $76.8 million, and money market and savings deposits of $25.3 million.  These increases were partially offset by a substantial decline in other brokered funds of $182.7 million.  The strong growth in core deposit balances and the decreases in non-core deposit balances were reflective of management's drive to increase core deposit growth achieved through programs promoted in the first quarter of 2015.
• Net interest income decreased slightly to $51.0 million in the first quarter of 2015, compared to $51.5 million in the fourth quarter of 2014, as the benefit provided by the $187.4 million of average loan increase was more than offset by an increase in negative accretion of the FDIC indemnification asset of $1.7 million.  Our net interest margin declined nine basis points to 3.80% in the first quarter of 2015, compared to 3.89% in the fourth quarter of 2014, due in large part to the increased negative accretion of the FDIC indemnification asset.  Exclusive of the benefit of excess accretable yield and negative yield on the FDIC indemnification asset, discussed in detail below, our core net interest margin in the first quarter of 2015 was 3.76% compared to 3.64% in fourth quarter of 2014.
• Noninterest income increased $5.6 million to $21.4 million in the first quarter of 2015, compared to the fourth quarter of 2014.  The increase is primarily the result of an increase in accelerated discount on acquired loans of $4.5 million and a $3.7 million increase in net gain on sales of loans as our residential loan origination and sales volume increased in the quarter.  Non-interest income was negatively impacted by a detriment to earnings of $4.1 million due to the change in the fair value of loan servicing rights, which is the key driver of the $1.3 million of negative income for mortgage banking and other loan fees.
• Noninterest expense increased $8.5 million, to $56.6 million in the first quarter of 2015, compared to the fourth quarter of 2014.  The increase in noninterest expense includes an increase in transaction and integration related expenses of $3.0 million primarily related to the acquisition of First of Huron Corp., an increase of $2.2 million in other real estate owned and repossessed assets valuation expense, and, to a lesser extent, a seasonal increase in payroll tax expense and the addition of operating expenses from the acquisition of Signature Bank. 
• Total shareholder's equity of $753.9 million as of March 31, 2015, decreased $7.8 million compared to December 31, 2014.  The decrease is primarily the result of our repurchase of warrants to purchase 2.5 million shares of Class A common stock for $19.9 million, partially offset by first quarter of 2015 net income of $9.4 million.

Income Statement

Net Interest Income and Net Interest Margin

Net interest income for the first quarter of 2015 was $51.0 million, compared to $51.5 million in the prior quarter.  Our net interest margin was 3.80% in the first quarter of 2015, a decrease of nine basis points from 3.89% in the fourth quarter of 2014.  The decline in our net interest margin in the first quarter was due to a combination of several factors.  The largest factors affecting the change in our net interest margin were the negative impact of an increase in negative accretion of the FDIC indemnification asset as we continue to experience increases in cash flow expectations on covered loans as a result of our quarterly re-estimations and a decline in the benefit provided by our higher yielding covered loan portfolio significantly comprised of purchased credit impaired loans as the balances continue to run-off. These negative impacts were partially offset by an increase in the yield on our uncovered loans due to a combination of a shift in the composition of loans to a higher percentage of commercial loans, which generally have higher yields than residential mortgage loans, and an increase in the benefit provided from discount accretion on our purchased credit impaired loan portfolio. 

Our net interest margin benefitted from discount accretion on our purchased credit impaired loan portfolio, a component of the accretable yield.  The accretable yield for purchased credit impaired loans includes both the expected coupon of the loan and the discount accretion, and is recognized as interest income over the expected remaining life of the loans.  For the first quarter of 2015 and the fourth quarter of 2014, the yield on uncovered loans was 4.90% and 4.71%, respectively, while the yield generated using only the expected coupon would have been 4.36% and 4.25%, respectively.  For the first quarter of 2015 and the fourth quarter of 2014, the yield on covered loans was 12.83% and 13.03%, respectively, while the yield generated using only the expected coupon would have been 7.44% and 6.20%, respectively.  The difference between the actual yield earned on total loans and the yield generated based on the contractual coupon (not including any interest income for loans in nonaccrual status) represents excess accretable yield.  Our net interest margin is also adversely impacted by the negative yield on the FDIC indemnification asset.  Because our quarterly cash flow re-estimations have continued to result in improvements in the overall expected cash flows on covered loans, our expected payment from the FDIC under our loss share agreements has declined, resulting in a negative yield on the FDIC indemnification asset.  This negative yield on the FDIC indemnification asset partially offsets the benefits provided by the excess accretable yield.  This negative yield was 60.0%, representing $9.3 million, for the first quarter of 2015 compared to 38.41%, representing $7.5 million, for the fourth quarter of 2014.  The combination of the excess accretable yield on both covered and uncovered loans, offset by the negative yield on the FDIC indemnification asset, benefitted net interest margin by four basis points in the first quarter of 2015 compared to 25 basis points the fourth quarter of 2014.  Therefore, excluding the benefit of excess accretable yield and negative yield on the FDIC indemnification asset, our net interest margin in the first quarter of 2015 was 3.76% compared to 3.64% in fourth quarter of 2014.  The increase in the core net interest margin in the first quarter of 2015 is primarily due to an increase in the yield on our uncovered loans due to a shift in the composition of loans to a higher percentage of commercial loans, which generally have higher yields than residential mortgage loans.

Noninterest Income

Noninterest income increased $5.6 million to $21.4 million in the first quarter of 2015, compared to the fourth quarter of 2014.  The increase is primarily the result of an increase in accelerated discount on acquired loans of $4.5 million and a $3.7 million increase in net gain on sales of loans as our residential loan origination and sales volume increased in the quarter.  Accelerated discount on acquired loans results from the accelerated recognition of a portion of the loan discount that would have been recognized over the expected life of the loan and occurs when a loan is paid in full or otherwise settled.  Partially offsetting these items was a decrease in other noninterest income of $840 thousand, an $824 thousand increase in the amounts due to the FDIC resulting from higher recoveries recognized included within "FDIC loss sharing income" and a decrease in mortgage banking and other loan fees of $396 thousand.  The decrease in mortgage banking and other loan fees was significantly impacted by a detriment to earnings of $4.1 million due to the change in the fair value of loan servicing rights.  In the fourth quarter of 2014, the change in the fair value of loan servicing rights was a detriment of $3.7 million. The changes in the fair value of loan servicing rights were due mainly to downward movements in market interest rate during those periods. 

As we have noted in prior quarters, we have chosen not the hedge our investment in loan servicing rights.  Since our loan servicing rights are accounted for under the fair market value measurement method, decreases in interest rates generally result in a detriment to earnings due to an anticipated increase in prepayments speeds, whereas increases in interest rates generally result in a benefit to earnings due to the opposite effect.  The large majority of our servicing rights were acquired on January 1, 2013 at the time we acquired First Place Bank.  While there has been meaningful reported earnings volatility due to our decision not to hedge our loan servicing rights, the cumulative acquisition-to-date detriment to pre-tax earnings due to the decline in fair value has only been approximately $100 thousand given that the valuation expenses taken over the past few quarters were substantially offset by the valuation gains recognized during the year ended December 31, 2013.  If interest rates were to rise significantly, we expect we would implement a loan servicing rights hedge strategy to reduce potential earnings volatility going forward. 

Noninterest Expense

Noninterest expense in the first quarter of 2015 increased $8.5 million, to $56.6 million in the first quarter of 2015, compared to the fourth quarter of 2014.  The increase in noninterest expense includes an increase in transaction and integration related expenses of $3.0 million, an increase of $2.2 million in other real estate and repossessed assets valuation expense, and, to a lesser extent, a seasonal increase in payroll tax expense and the addition of operating expenses from the acquisition of Signature Bank. 

Our core efficiency ratio for the first quarter of 2015 was 68.60%, compared to 67.09% for the fourth quarter of 2014.  The slight increase in the ratio in the first quarter of 2015 primarily reflects the drag on the efficiency ratio as a result of the increase in negative accretion of the indemnification asset, an increase in other real estate and repossessed assets valuation expense, seasonally high payroll tax expense, and an increase in salary and employee benefits related to Signature Bank employees that were retained during the operational integration process.  These items were partially offset by an increase in accelerated discount on acquired loans.  The efficiency ratio is a measure of noninterest expense as a percent of net interest income and noninterest income.  The core efficiency ratio begins with the efficiency ratio and then excludes certain items deemed by management to not be related to regular operations.  The first quarter of 2015 core efficiency ratio excludes the fair value adjustment to our loan servicing rights of $4.1 million, transaction and integration related costs of $3.3 million and the FDIC loss sharing income, which was a detriment of $1.1 million.  The fourth quarter of 2014 core efficiency ratio excludes the fair value adjustment to our loan servicing rights of $3.7 million, transaction and integration related costs of $329 thousand and the FDIC loss sharing income, which was a detriment of $244 thousand. 

Credit Quality

The total net provision for loan losses in the first quarter of 2015 decreased $1.0 million to $2.0 million, compared to $3.0 million in the fourth quarter of 2014.  The decrease in the net provision for loan losses was primarily due to additional relief of allowance resulting from unanticipated payments received on loans, a lesser amount of new loan originations compared to the fourth quarter of 2014 and a lower level of loan loss provisions resulting from our quarterly cash flow re-estimations on purchased credit impaired loans, partially offset by additional specific allowances based on the individual evaluation of certain loans.

The provision for loan losses on uncovered loans in the first quarter of 2015 decreased $2.2 million to $3.4 million, compared to the fourth quarter of 2014.  At March 31, 2015, the allowance for loan losses on uncovered loans was $34.5 million, or 0.83% of total uncovered loans, compared to $33.8 million, or 0.87% of total uncovered loans, at December 31, 2014.  The increase in allowance for loan losses on uncovered loans for the quarter was primarily due to impairment resulting from our quarterly re-estimation of cash flows for our uncovered purchased credit impaired loans, additional specific allowance based on the individual evaluation of certain loans and the impact of organic loan growth.  Because we record all acquired loans at fair value, we did not record an allowance for loan losses related to the acquired loans from Signature Bank on the acquisition date.

The net benefit for loan losses on covered loans in the first quarter of 2015 decreased $1.2 million to a benefit of $1.4 million, compared to the fourth quarter of 2014.  At March 31, 2015, the allowance for loan losses on covered loans was $18.0 million, or 5.66% of total covered loans, compared to $21.4 million, or 6.16% of total covered loans at December 31, 2014.  The decrease in allowance for loan losses on covered loans primarily reflects the relief of allowance resulting from payments received on covered loans previously carrying an allowance for loan loss, partially offset by impairment resulting from our quarterly re-estimations of cash flows for our covered purchased credit impaired loans.

During the first quarter of 2015, we completed re-estimations of cash flow expectations for purchased credit impaired loans acquired in each of our acquisitions, with the exception of Signature Bank since it was acquired during the quarter.  For the re-estimations, loans with changes in cash flow expectations resulted in net additional loan loss provisions of $2.7 million ($1.7 million covered and $1.0 million uncovered).  The re-estimations also resulted in a $29.4 million improvement in the gross cash flow expectations for purchased credit impaired loans, which will be recognized prospectively as an increase in the accretable yield.  The improvement in cash flows on covered loans will be partially offset by a continued reduction in the FDIC indemnification asset, which will impact future earnings through negative accretion.  For loans with cash flow expectation improvements, any previously recorded impairment is reversed with any additional increase in cash flows recognized prospectively as an increase in the accretable yield.

All of our acquired loan portfolios are continuing to perform significantly better than initially anticipated.  We believe improvements in performance are primarily due to the strengthening economy and the efforts made by our Special Assets team that manages our acquired loan portfolios.  Similar to the first quarter 2015 re-estimations, the prior re-estimations of cash flows have indicated better overall expected performance than originally anticipated at acquisition.

Balance Sheet and Capital Management

Total assets increased $407.7 million to $6.3 billion at March 31, 2015 compared to $5.9 billion at December 31, 2014.  The acquisition date fair value of assets acquired in our acquisition of First of Huron Corp. increased assets by $218.2 million after the $13.4 million of cash consideration paid.  The acquisition resulted in goodwill of $2.9 million that was recognized at acquisition date. The primary drivers of the increase in assets in the quarter ended March 31, 2015 were increases in cash and cash equivalents of $232.1 million and in net total loans of $227.3 million, partially offset by decreases of $26.9 million in loans held for sale, $16.3 million in the FDIC indemnification asset and $16.2 million in loan servicing rights.  The decrease in the FDIC indemnification asset primarily reflects the impact of $9.3 million of indemnification asset negative accretion, $5.0 million of claims filed for losses on covered loans and $1.7 million of indemnification write-off due to settlements and the results of our quarterly re-estimations of cash flow expectations for covered purchased credit impaired loans.   The decrease in loan servicing rights primarily reflects the sale of $12.7 million of loan servicing rights in the first quarter of 2015 and the $4.1 million decline due to the change in the fair value of loan servicing rights discussed previously.

Net total loans at March 31, 2015 increased $227.3 million to $4.4 billion, compared to $4.2 billion at December 31, 2014.  During the first quarter of 2015, Talmer Bank and Trust's net total loans grew by $245.1 million resulting from $163.0 million acquired February 6, 2015 in our acquisition of First of Huron Corp. and $114.5 million of net uncovered loan growth, partially offset by $25.5 million of net covered loan run-off and $6.9 million of run-off of loans acquired in the Signature Bank transaction.  The net uncovered loan growth of $114.5 million was driven primarily by growth in our commercial and industrial and commercial real estate loan portfolios.  Talmer West Bank experienced net loan run-off of $17.8 million in the first quarter of 2015.  We continue to be focused on sourcing quality loan growth to overcome the run-off of higher-yielding acquired loans.  Acquired loans, which total $1.8 billion, or 40.9% of total loans, at March 31, 2015 are reported on the balance sheet at the contractual balance, net of remaining discount resulting from acquisition accounting and charge-offs taken since acquisition. 

The FDIC indemnification asset balance was $50.7 million at March 31, 2015. Of this amount, we expect approximately $25.5 million to be collected from the FDIC and the remaining $25.2 million to be amortized prior to the end of the associated loss share agreements, as a result of expected improvements in cash flow expectations on covered loans. At March 31, 2015, the FDIC indemnification asset included approximately $3.9 million related to covered loans and approximately $93 thousand related to covered other real estate under loss share agreements that will expire at the end of the second quarter of 2015. Any losses on covered assets after the applicable loss share agreement expires will not be eligible for reimbursement from the FDIC. As such, to the extent that loss share coverage ends prior to the loss triggering event on a covered asset, impairment on any remaining FDIC indemnification asset associated with the covered asset would be required. Management is closely monitoring the outcome of anticipated losses on covered assets and has proactively reviewed the portfolios of covered loans and other real estate that are under loss share agreements that are expiring to evaluate the appropriateness of the associated remaining FDIC indemnification asset.

Total liabilities were $5.5 billion at December 31, 2014 compared to $5.1 billion at December 31, 2014.  The acquisition date fair value of liabilities assumed in our acquisition of First of Huron Corp. increased liabilities by $218.2 million.  The $415.4 million increase in liabilities in the quarter ended March 31, 2015 was primarily due to increases in total deposits of $229.7 million, long-term debt of $108.3 million and short-term borrowings of $81.0 million.  Total deposit growth included time deposits of $124.8 million, interest-bearing demand deposits of $123.3 million, money market and savings deposits of $87.7 million and noninterest-bearing demand deposits of $76.6 million, partially offset by a decrease in other brokered funds of $182.7 million.  The increase in long-term debt primarily reflects additional Federal Home Loan Bank ("FHLB") advances entered into during the period.  The increase in short-term borrowings primarily reflects an increase in federal funds purchased of $126.0 million and a $20.0 million draw on our existing line of credit in order to facilitate the repurchase of warrants, partially offset by a decrease in short-term FHLB borrowings of $60.0 million. 

Total shareholders' equity of $753.9 million as of March 31, 2015, decreased $7.8 million compared to December 31, 2014.  The decrease is primarily the result of our repurchase of warrants to purchase 2.5 million shares of $19.9 million, partially offset by first quarter of 2015 net income of $9.4 million.  Our Tier 1 leverage ratio was 11.66% at March 31, 2015 compared to 11.56% at December 31, 2014. 

Key Performance Goals

Our near-term focus continues to be on driving quality loan and core deposit growth and realizing additional operating synergies as we move toward fully integrating our acquired banks.  This includes the consolidation of back office processes, personnel and facilities and the wind-down of third party expenses associated with meeting regulatory compliance and system enhancements.  Recent increases in the level of merger activity in our market area offer the potential for additional opportunities to further leverage our capital position; however, we will remain disciplined in our evaluation of the risks and challenges in each and every deal.  The effective integration of operations and culture from previous acquisitions and the ongoing investment in core growth provide momentum in our pursuit of delivering a sustainable 1%+ core return on assets.

Conference Call and Webcast

Talmer Bancorp, Inc. will host a live conference webcast to review first quarter 2015 financial results at 10:00 a.m. ET on Thursday, April 30, 2015. The webcast may be accessed through Talmer's Investor Relations page at www.talmerbank.com where a link will be provided. Interested parties may also access the conference call by calling (888) 317-6003 (event ID No. 5221748) or internationally at (412) 317-6061.  A replay of the webcast will be available for approximately 90 days after the event on Talmer's Investor Relations page at www.talmerbank.com.

About Talmer Bancorp, Inc.

Headquartered in Troy, Michigan, Talmer Bancorp, Inc. is the holding company for Talmer Bank and Trust and Talmer West Bank.  These banks, operating through branches and lending offices in Michigan, Ohio, Illinois, Indiana, Maryland and Nevada, offer a full suite of commercial and retail banking, mortgage banking, wealth management and trust services to small and medium-sized businesses and individuals.

This press release contains both financial measures based on accounting principles generally accepted in the United States (GAAP) and non-GAAP based financial measures, which are used where management believes it to be helpful in understanding Talmer Bancorp Inc.'s results of operations or financial position.  Where non-GAAP financial measures are used, the comparable GAAP financial measure, as well as reconciliation to the comparable GAAP financial measure, can be found in this press release. These disclosures should not be viewed as a substitute for operating results determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies. 

Forward-looking Statements

Some of the statements in this press release and our conference call are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995.  Forward-looking statements can be identified by words such as:  "intend," "plan," "seek," "believe," "expect," "strategy," "future," "likely," "may," "should," "will" and similar references to future periods.  Examples of forward-looking statements, including, among others, statements related to our future expectations, including all statements under the heading entitled "Key Performance Goals," statements about further incremental improvements in our operating efficiencies in 2015, deposit growth, and loan growth. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions.  Because forward-looking statements relate to the future, they are subject to risks, uncertainties and other factors, such as a downturn in the economy, unanticipated losses related to the integration of, and accounting for, our acquisition transactions, access to funding sources, greater than expected noninterest expenses, volatile credit and financial markets both domestic and foreign, potential deterioration in real estate values, regulatory changes, excessive loan losses, as well as additional risks and uncertainties contained in the "Risk Factors" and the forward-looking statement disclosure contained in our Annual Report on Form 10-K for the most recently ended fiscal year, any of which could cause actual results to differ materially from future results expressed or implied by those forward-looking statements.  All forward-looking statements speak only as of the date on which it is made.  We undertake no obligation to update or revise any forward-looking statements, whether written or oral, that may be made from time to time, whether as a result of new information, future events or otherwise.

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SOURCE Talmer Bancorp, Inc.

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