Independent Bank Corp. Reports Fourth Quarter Net Income of $10.0 Million

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Independent Bank Corp. Reports Fourth Quarter Net Income of $10.0 Million

Strong Operating EPS Growth Led by Robust Customer Volumes

ROCKLAND, Mass.--(BUSINESS WIRE)-- Independent Bank Corp., (NAS: INDB) , parent of Rockland Trust Company, today announced net income for the fourth quarter of 2012 was $10.0 million, or $0.45 on a diluted earnings per share basis. Net income for the full year was $42.6 million, or $1.95 on a diluted earnings per share basis. The Company completed its acquisition of Central Bancorp, Inc. ("Central") on November 10, 2012 and, as a consequence, Central is now included in the Company's financial results.


The fourth quarter and full year results of 2012 contained various items such as merger and acquisition expenses which the Company considers to be non-core in nature. When excluding these non-core items, net operating earnings for the quarter were $13.7 million, or $0.61 on a diluted earnings per share basis compared to $12.0 million, or $0.55 on a diluted earnings per share basis in the linked quarter. For the full year net operating earnings were $47.1 million, or $2.16 on a diluted earnings per share basis compared to $45.5 million, or $2.12 on a diluted earnings per share basis for the prior year.

Christopher Oddleifson, President and Chief Executive Officer of Independent Bank Corp. and Rockland Trust Company, stated: "Rockland Trust's strong earnings for both the fourth quarter and full year reflect an unwavering focus on meeting our customer's needs and investing in our brand. All of our major lines of business performed well, with commercial loan and core deposit generation especially strong. We welcome Central Bank customers and employees to Rockland Trust and expect to continue to build on our positive momentum as we integrate Central's operations."

CENTRAL BANCORP, INC. ACQUISITION

The Central acquisition added 9 full service branches and one limited service branch, $450.7 million in loans and $357.4 million in deposits at fair value. The total deal consideration was $52.0 million and was split between stock and cash, with sixty percent (60%) of the shares of Central common stock outstanding, in the aggregate, being converted into shares of Independent common stock at a ratio of 1.0533 and the remaining forty percent (40%) of the shares of Central common stock outstanding being converted into the right to receive $32.00 in cash. The Company issued 1,068,514 shares of common stock and paid an aggregate of $21.6 million in cash in connection with the transaction.

  

Net Assets Acquired
(at Fair Value)

(Dollars in Thousands)
Assets:
Cash$12,683
Investments

28,268

Loans450,671
Premises and Equipment6,277
Goodwill22,544
Core Deposit Intangible2,150
Other Assets 

37,309

Total Assets Acquired$559,902
Liabilities:
Deposits$357,434
Borrowings144,920
Other Liabilities 5,511
Total Liabilities Assumed$507,865
Purchase Price$52,037
 

Subsequent to the acquisition the Company sold approximately $42.2 million of performing jumbo residential mortgages acquired in the transaction and paid down $25.0 million of acquired Federal Home Loan Bank Advances in order to mitigate interest rate risk and decrease the leverage of the acquired bank's balance sheet. For further detail on the loans and deposits acquired, see the organic growth tables provided in the financial section of the release.

BALANCE SHEET

Total assets of $5.8 billion at December 31, 2012 have increased by $564.9 million from the prior quarter and by $786.7 million, or 15.8%, as compared to the year ago period.

Total loans rose to $4.5 billion at December 31, 2012, inclusive of the acquisition, which represents an increase of $462.9 million from the prior quarter, or 45.4% on an annualized basis. Loans have increased by $724.6 million, or 19.1% when compared to December 31, 2011.

Organic loan growth was $54.4 million or 5.3% on an annualized basis for the quarter and $316.2 million, or 8.3% for the full year. Growth was driven by the commercial segment. The commercial loan portfolio continued its strong upward trajectory with an increase in outstanding balances of 12.5%, on an annualized basis, from the prior quarter. The Company closed $896.9 million in commercial loans in 2012 and $296.5 million in the fourth quarter alone, spurred by tax-driven loan activity and a strong loan pipeline. Growth in the home equity loan portfolio tapered off in the fourth quarter as anticipated due to competitive pricing trends but still grew by 14.1% from year ago levels on an organic basis.

Inclusive of the acquisition, deposits increased to $4.5 billion at December 31, 2012, or by 41.4% on an annualized basis for the quarter. For the full year, deposits increased by $669.8 million, or 17.3%. Core deposits increased by $311.1 million, or 35.6%, on an annualized basis for the quarter, to $3.8 billion. Core deposit growth occurred in both consumer and business customer segments and they now represent 83.2% of total deposits. The Company's cost of total deposits declined even further to 0.25% for the quarter, reflecting management's continued emphasis on core deposits and profitable relationships.

Organic deposit growth was $71.4 million, or 6.9% on an annualized basis for the quarter and $312.4 million, or 8.1% on a full year basis. Organic growth for core deposits for the fourth quarter was $97.7 million, or 11.2% on an annualized basis and $333.5 million or 10.3% for the year. Of particular note, demand deposits grew organically by 18.2% from a year ago and now represent 27.5% of total deposits.

The securities portfolio of $507.6 million decreased by $2.4 million during the quarter. The securities portfolio represents 8.8% of total assets at December 31, 2012.

Stockholders' equity at December 31, 2012 was $529.3 million which represents an increase of 7.4% for the quarter. The Tier 1 common ratio at December 31, 2012 declined to an estimated 8.75%, as compared to 9.24% in the prior quarter as a result of the acquisition offset by earnings retention. As anticipated the Company's tangible common ratio declined to 6.56% from the prior quarter's tangible common ratio of 7.04% as a result of acquisition related intangibles.

NET INTEREST INCOME

Net interest income was $45.5 million for the fourth quarter of 2012, a $2.6 million increase from the linked quarter as robust loan growth served to counter the industry-wide pressure on interest margins caused by the prolonged low rate environment. The net interest margin was 3.68% in the fourth quarter of 2012, declining by four basis points compared to the prior quarter, due to lower earning asset yields coupled with a limited ability to further reduce the Company's overall cost of funds. The net interest margin was also impacted by the absorption of Central's structurally lower margin.

NONINTEREST INCOME

The Company recorded noninterest income of $17.0 million during the fourth quarter of 2012 which represents a $908,000, or 5.6%, increase from the prior quarter. Significant changes in noninterest income included the following:

  • Mortgage banking income increased by $816,000, or 56.5%, reflective of strong mortgage originations and refinancing activity due to the low rate environment.
  • Income from loan level derivatives associated with the Company's commercial customers decreased by $336,000 due to less activity during the fourth quarter.
  • Other noninterest income increased by $1.3 million, or 87.6% driven by $622,000 associated with Massachusetts historical tax credits, as well as increases in various other categories, including commercial loan late fees, income on called securities, and realized gains on equity securities.
  • The Company received proceeds on life insurance policies in the amount of $2.7 million during the third quarter, resulting in a gain of $1.3 million. The gain represented tax-exempt income to the Company. There were no additional proceeds received in the fourth quarter.

NONINTEREST EXPENSE

Inclusive of merger and integration costs the Company recorded noninterest expense of $45.1 million during the fourth quarter of 2012 which represents a $5.0 million, or 12.5% increase from the prior quarter. Significant changes in noninterest expense included the following:

  • Salaries and employee benefits increased by $1.4 million, or 6.7%, driven largely by an increase in incentive compensation and the inclusion of Central's employee base in the fourth quarter of 2012.
  • Occupancy and equipment expense increased $337,000, or 8.0%, mainly due to the acquired Central facilities.
  • Merger and acquisition expenses associated with the Central acquisition were $5.5 million for the fourth quarter, an increase of $4.9 million from the prior quarter.
  • Other noninterest expenses increased by $421,000, or 4.1% mainly due to an increase in contract labor of $224,000 and consultant fees of $211,000.
  • During the third quarter of 2012 the Company recorded a $2.2 million goodwill impairment charge, which represented the total amount of goodwill relating to Compass Exchange Advisors, LLC ("Compass") which was acquired in January 2007. There were no further impairment charges recognized during the fourth quarter.

The Company generated a return on average assets and a return on average common equity in the fourth quarter of 2012 of 0.73% and 7.68% respectively, as compared to 0.91% and 9.39% for the quarter ended September 30, 2012. On an operating basis the return on average assets and the return on average common equity in the fourth quarter was 1.00% and 10.54%, respectively, compared to 0.93% and 9.68%, respectively, for the quarter ended September 30, 2012. For the full year 2012 the return on average assets and the return on average common equity was 0.83% and 8.66% compared to 0.96% and 9.93% for the prior year. On an operating basis the return on average assets and the return on average common equity for 2012 was 0.92% and 9.57%, respectively, compared to 0.96% and 9.94%, respectively, for the prior year.

ASSET QUALITY

The provision for loan losses was $4.4 million for the fourth quarter compared to $3.6 million for the quarter ended September 30, 2012. The provision for loan losses exceeded net charge-offs in both periods as the Company continues to prudently add to loan loss reserves in line with strong loan growth trends. For the quarter, net charge-offs remained consistent at $2.3 million, or 0.21%, on an annualized basis of average loans as compared to the prior quarter. Delinquency as a percentage of loans increased to 0.82% at December 31, 2012 compared to 0.79% at September 30, 2012. Nonperforming loans decreased by $2.3 million to $28.8 million, or 0.64% of total loans at December 31, 2012, from $31.1 million, or 0.77% of total loans at September 30, 2012. Nonperforming assets increased modestly to $42.4 million at the end of the fourth quarter compared to $41.5 million in the linked quarter.

Consistent with generally accepted accounting principles, acquired loans which are accounted for as purchased credit impaired loans have an accretable yield, which will be recognized in interest income over the life of the loans, based on expected cash flows. As such, these loans are not included in the Company's nonperforming loan amount unless it is deemed that there is no future accretable yield.

The allowance for loan losses was $51.8 million, at December 31, 2012, an increase of $2.1 million from the prior quarter levels. The Company's allowance for loan losses was 1.15% and 1.23% as a percentage of total loans at December 31, 2012 and September 30, 2012, respectively. Loans acquired in connection with the acquisition have been recorded at fair value, including a reduction for estimated credit losses, and without carryover of the respective portfolio's historical allowance for loan losses. Excluding these acquired loans at December 31, 2012, the allowance for loan losses would have been 1.26% as a percentage of total loans.

Christopher Oddleifson and Denis K. Sheahan, Chief Financial Officer, of Independent Bank Corp. and Rockland Trust Company, will host a conference call to discuss fourth quarter earnings at 10:00 a.m. Eastern Time on Friday, January 25, 2013. Internet access to the call is available on the Company's website at www.RocklandTrust.com or by telephonic access by dial-in at 1-877-317-6016 reference: INDB. A replay of the call will be available by calling 1-877-344-7529. Replay Pass code: 10023472. The webcast replay will be available until January 25, 2014.

Independent Bank Corp., which has Rockland Trust Company as a wholly-owned bank subsidiary, has approximately $5.8 billion in assets. Rockland Trust offers a wide range of commercial banking products and services, retail banking products and services, business and consumer loans, insurance products and services, and investment management services. To find out why Rockland Trust is the bank Where Each Relationship Matters®, visit www.RocklandTrust.com.

This press release contains certain "forward-looking statements" with respect to the financial condition, results of operations and business of the Company.Actual results may differ from those contemplated by these statements.The Company wishes to caution readers not to place undue reliance on any forward-looking statements. The Company disclaims any intent or obligation to update publicly any such forward-looking statements, whether in response to new information, future events or otherwise.

This press release contains financial information determined by methods other than in accordance with accounting principles generally accepted in the United States of America ("GAAP"). Operating earnings, which is a non-GAAP financial measure, excludes gain or loss due to items that management does not believe are related to its core banking business, such as gains or losses on the sales of securities, merger and acquisition expenses, and other items.The Company's management uses operating earnings to measure the strength of the Company's core banking business and to identify trends that may to some extent be obscured by gains or losses which management deems not to be core to the Company's operations.The Company has included information on operating earnings because management believes that investors may find it useful to have access to the same analytical tool used by management and may also find that it facilitates the comparison of the Company to other companies in the financial services industry.Non-GAAP operating earnings should not be viewed as a substitute for operating results determined in accordance with GAAP.An item which management deems to be non-core and excludes when computing non-GAAP operating earnings can be of substantial importance to the Company's results for any particular quarter or year.The Company's non-GAAP operating earnings are not necessarily comparable to non-GAAP performance measures which may be presented by other companies.

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INDEPENDENT BANK CORP. FINANCIAL SUMMARY

 
 
           
CONSOLIDATED BALANCE SHEETS  December 31,
2012
  September 30,
2012
  December 31,
2011
  % Change
Dec. 2012 vs.
Sept. 2012
% Change
Dec. 2012 vs.
Dec. 2011
 
Assets
Cash and Due From Banks$98,144$66,690$58,30147.16%68.34%
Interest Earning Deposits with Banks117,330111,703179,2035.04%-34.53%
Securities
Trading Assets--8,240n/a-100.00%
Securities Available for Sale329,286323,156305,3321.90%7.85%
Securities Held to Maturity 178,318  186,842  204,956 -4.56%-13.00%
Total Securities507,604509,998518,528-0.47%-2.11%
 
Loans Held for Sale48,18742,39320,50013.67%135.06%
Loans
Commercial and Industrial687,511653,861575,7165.15%19.42%
Commercial Real Estate2,122,1531,939,2451,847,6549.43%14.86%
Commercial Construction188,768175,731128,9047.42%46.44%
Small Business 78,594  78,794  78,509 -0.25%0.11%
Total Commercial3,077,0262,847,6312,630,7838.06%16.96%
Residential Real Estate604,668375,660416,57060.96%45.15%
Residential Construction8,2139,2889,631-11.57%-14.72%
Home Equity - 1st Position487,246485,605381,7840.34%27.62%
Home Equity - 2nd Position 314,903  308,770  314,279 1.99%0.20%
Total Consumer Real Estate1,415,0301,179,3231,122,26419.99%26.09%
Total Other Consumer 26,955  29,181  41,343 -7.63%-34.80%
Total Loans 4,519,011  4,056,135  3,794,390 11.41%19.10%
Less - Allowance for Loan Losses (51,834) (49,746) (48,260)4.20%7.41%
Net Loans4,467,1774,006,3893,746,13011.50%19.25%
Federal Home Loan Bank Stock41,76733,56435,85424.44%16.49%
Bank Premises and Equipment55,22749,10048,25212.48%14.46%
Goodwill and Core Deposit Intangible162,144137,293140,72218.10%15.22%
Other Assets 259,405  234,964  222,750 10.40%16.46%
Total Assets$5,756,985 $5,192,094 $4,970,240 10.88%15.83%
 
Liabilities and Stockholders' Equity
Deposits
Demand Deposits$1,248,394$1,110,266$992,41812.44%25.79%
Savings and Interest Checking Accounts1,691,1871,536,4391,473,81210.07%14.75%
Money Market853,971840,723780,4371.58%9.42%
Time Certificates of Deposit 753,125  630,419  630,162 19.46%19.51%
Total Deposits4,546,6774,117,8473,876,82910.41%17.28%
Borrowings
Federal Home Loan Bank and Other Borrowings283,569189,464229,70149.67%23.45