COLUMBIA, Md., Nov. 14, 2016 (GLOBE NEWSWIRE) -- Bay Bancorp, Inc. (NASDAQ:BYBK), the savings and loan holding company for Bay Bank, FSB, announced today net income of $0.46 million, or basic and diluted net income per common share of $0.04 for the third quarter of 2016 after $1.5 million in one-time merger integration expenses and a $1.0 million bargain purchase gain associated with the Bank’s merger with Hopkins Federal Savings Bank (“the Hopkins Merger”) compared to net income of $0.45 million, or basic and diluted net income per common share of $0.04 for the second quarter of 2016, and income of $0.53 million, or basic and diluted income per common share of $0.05 for the third quarter of 2015. Pre-tax earnings in the third quarter, adjusted for the merger expenses and bargain purchase gain, were up 72% when compared to the second quarter of 2016. Bay reported net income of $1.15 million, or basic and diluted net income per common share of $0.10 for the first nine months of 2016 after giving effect to the one-time merger integration expenses of $1.5 million, compared to $1.42 million, or basic or diluted net income per common share of $0.13, for the same period of 2015. With the Hopkins Merger, the Bank has total assets of over $600 million and 12 branches in the Baltimore-Washington region, becoming the fifth largest community bank headquartered in the Baltimore region based upon deposit market share.
Commenting on the announcement, Joseph J. Thomas, President and CEO, said, “We were pleased to complete our merger with Hopkins Federal Savings Bank on July 8, 2016 and integrate the two legacy systems on July 25th. Our earlier estimates for the transaction are coming in as or better than expected, with cost savings exceeding 60% of Hopkins non-interest expense, year-to-date one-time merger expenses at $1.7 million and core deposit intangible of $1.2 million. The combination of these factors, additional share repurchases in the quarter and a $1.0 million bargain purchase gain resulted in a $0.11 per share or 1.8% increase in book value to $6.29 per share at September 30, 2016. We continue to expect the merger to be approximately 40% accretive to Bay earnings per share in 2017. Excluding merger-related expenses and bargain purchase gains, return on average assets and return on average equity improved to 0.65% and 6.02%, respectively, for the three-month period ended September 30, 2016.”
Highlights from the First Nine Months of 2016
The Bank completed the Hopkins Merger on July 8, 2016, adding investments, loans, deposits, and Hopkins’ Pikesville branch location. The Bank acquired $58 million in loans and assumed $186.1 million in deposits from Hopkins. Deposit mix changes were favorable, with planned declines in certificate of deposit balances leading to an attractive 0.42% cost of deposits for the third quarter of 2016. Bay has a strong capital position and capacity for future growth with total regulatory capital to risk weighted assets estimated at 12.8% as of September 30, 2016. The Bank has a proven record of success in acquisitions and acquired problem asset resolutions and, at September 30, 2016, had $9.0 million in remaining net purchase discounts on acquired loan portfolios.
Specific highlights are listed below:
- The return on average assets for the three- and nine-month periods ended September 30, 2016 was 0.33% and 0.29%, respectively, as compared to 0.43% and 0.39%, respectively, for the same periods of 2015. The return on average equity for the three- and nine-month periods ended September 30, 2016 was 3.12% and 2.30%, respectively, as compared to 3.12% and 2.81%, respectively, for the same periods in 2015.
- With the completion of the Hopkins Merger, total assets were $606 million at September 30, 2016 compared to $496 million at June 30, 2016 and $491 million at December 31, 2015.
- Total loans were $482 million at September 30, 2016, an increase of 15.6% from $417 million at June 30, 2016, an increase of 22.7% from $393 million at December 31, 2015 and an increase of 23.9% from $389 million at September 30, 2015.
- Total deposits were $531 million at September 30, 2016, an increase of 46.2% from $363 million at June 30, 2016, an increase of 44.5% from $367 million at December 31, 2015 and an increase of 39.2% from $382 million at September 30, 2015. Non-interest bearing deposits were $100 million at September 30, 2016, an increase of 9.0% from $92 million at September 30, 2015.
- Net interest income for the three- and nine-month periods ended September 30, 2016 totaled $5.7 million and $15.3 million, respectively, compared to $5.4 million and $16.3 million, respectively, for the same periods of 2015. Interest income associated with discount accretion on purchased loans, deferred costs and deferred fees will vary due to the timing and nature of loan principal payments. Earning asset leverage was the primary driver in year-over-year results, as average earning loans and investments increased to $497 million for the nine months ended September 30, 2016, compared to $457 million for the same period of 2015.
- Net interest margin for the three- and nine-month periods ended September 30, 2016 was 3.86% and 4.11%, respectively, compared to 4.68% and 4.76%, respectively, for the same periods of 2015. The margin for nine months ended September 30, 2016 reflects the variable pace of discount accretion recognition within interest income, the impact of fair value amortization on the interest expense of acquired deposits, and the higher level of investments, including interest bearing federal funds sold acquired in the Hopkins Merger. For the nine months ended September 30, 2016, the earning asset portfolio yield was influenced by a $0.99 million decline in net discount accretion of purchased loan discounts recognized in interest income when compared to the same period of 2015. The margin declined by 0.65% during the nine months ended September 30, 2016 when compared to a year earlier.
- Nonperforming assets increased to $15.7 million at September 30, 2016 from $9.1 million at June 30, 2016, an increase of $6.6 million or 73.0%, and increased $5.1 million or 22.6%, from $12.8 million at September 30, 2015. The third quarter of 2016 increases resulted primarily from the Hopkins Merger offset by continued resolution of acquired nonperforming loans. Loans acquired in the Hopkins Merger include appropriate fair value adjustments.
- The provision for loan losses for the three- and nine-month periods ended September 30, 2016 was $360,000 and $1,016,000, respectively, compared to $306,000 and $878,000, respectively, for the same periods of 2015. The increases for the 2016 periods were primarily the result of increases in loan originations. As a result, the allowance for loan losses was $2.45 million at September 30, 2016, representing 0.51% of total loans, compared to $2.29 million, or 0.55% of total loans, at June 30, 2016 and $1.77 million, or 0.45% of total loans, at December 31, 2015. The allowance for loan losses at September 30, 2016 represents 0.98% of the Bay originated portfolio, with the remaining discount on acquired loans mitigating the need for additional loan loss reserves on these portfolios. Management expects both the allowance for loan losses and the related provision for loan losses to increase in the future due to the gradual accretion of the discount on the acquired loan portfolios and an increase in new loan originations.
- Shortly after the consummation of the Hopkins Merger, Alvin M. Lapidus, the former Chairman of Hopkins, and Lois F. Lapidus, his wife, filed a federal lawsuit against the Bank in which they alleged that a former employee embezzled at least $1.45 million from their deposit accounts at Hopkins prior to the Hopkins Merger, with a significant portion of the embezzlement occurring during the seven days that preceded the Hopkins Merger. The Bank has filed an answer to this complaint and intends to vigorously defend the litigation. The Bank cannot at this time predict the outcome of the litigation or determine the Bank’s potential exposure. The Bank believes that its insurance policies will cover any loss and its legal expenses relating to this litigation and has recorded appropriate accruals in the fair value accounting of the assets and liabilities acquired in the Hopkins Merger.
Balance Sheet Review
Total assets were $606 million at September 30, 2016, an increase of $115 million, or 23.5%, when compared to December 31, 2015. Investment securities increased by $18 million or 52.3% for the nine month period ending September 30, 2016, while loans held for investment increased by $89 million or 22.7%, which was primarily driven by the $58 million acquired in the Hopkins Merger.
Total deposits were $531 million at September 30, 2016, an increase of $164 million, or 44.5%, when compared to $367 million at December 31, 2015. The increase was due to the $186 million in deposits acquired as part of the Hopkins Merger. Additional activity included a managed decline in certificates of deposits and seasonal deposit fluctuations and a $2 million, or 2.0%, decrease in non-interest bearing deposits. Following the Hopkins Merger, Bay repaid $75 million of short-term borrowings from the Federal Home Loan Bank.
Stockholders’ equity decreased to $65.2 million at September 30, 2016, from $67.5 million at June 30, 2016, $67.7 million at December 31, 2015, and $66.9 million at September 30, 2015. The third quarter 2016 decrease related to corporate earnings, which were offset by the $2.4 million decline related to the purchase of 568,436 shares of Bay’s common stock. The combined activity improved the book value of Bay’s common stock to $6.29 per share at September 30, 2016 compared to $6.18 per share at June 30, 2016 and $6.05 per share at September 30, 2015.
In the first quarter of 2016, the Board of Directors authorized an additional stock purchase program, authorizing Bay to purchase an additional 250,000 shares of its common stock over a 12-month period in open market and/or through privately negotiated transactions, at Bay’s discretion. During the third quarter of 2016, Bay purchased 150,000 shares at an average price of $5.10 per share along with a purchase of 418,436 shares through a privately negotiated transaction at an average price of $5.18 per share. As of September 30, 2016, Bay has 100,000 shares remaining under the 2016 purchase authorization. The Board may modify, suspend or discontinue the program at any time.
Nonperforming assets, which consist of nonaccrual loans, troubled debt restructurings, accruing loans past due 90 days or more, and real estate acquired through foreclosure, increased to $15.7 million at September 30, 2016 from $9.1 million at June 30, 2016 and from $10.3 million at December 31, 2015. The changes were driven by loans acquired in the Hopkins Merger offset by decreases in purchased credit impaired loans. Nonperforming assets represented 2.60% of total assets at September 30, 2016, compared to 1.84% at June 30, 2016 and 2.71% at September 30, 2015.
At September 30, 2016, the Bank remained above all “well-capitalized” regulatory requirement levels. The Bank’s tier 1 risk-based capital ratio was estimated at 12.76% at September 30, 2016 as compared to 16.01% at June 30, 2016 and 16.50% at September 30, 2015. Liquidity remained strong due to managed cash and cash equivalents, borrowing lines with the FHLB of Atlanta, the Federal Reserve and correspondent banks, and the size and composition of the investment portfolio.
Review of Financial Results
Net income for the three- and nine-month periods ended September 30, 2016 was $0.51 million and $1.15 million, respectively, compared to net income of $0.53 million and $1.42 million, respectively, for the same periods of 2015. With the changes to net income for the three- and nine-month periods ending September 30, 2016 primarily the result of the $1.03 million Hopkins Merger bargain purchase gain, offset by $1.71 million in merger related expenses, changes were less comparable to prior periods.
Net interest income for the three months ended September 30, 2016 totaled $5.7 million compared to $5.4 million for the same period of 2015. Interest income resulting from interest-earning asset growth from the Hopkins Merger and legacy Bay net loan growth was partially offset by a decrease in discount accretion on purchased loans, deferred costs and deferred fees.
Net interest income decreased to $15.3 million for the nine months ended September 30, 2016, from $16.3 million for the same period of 2015. The decrease was largely the result of a $0.99 million decline in net discount accretion on purchased loans recognized in interest income offset by the growth in third quarter earning assets resulting from the Hopkins Merger. Excluding the impact of the net discount accretion on purchased loans, net interest income increased slightly when compared to the nine months ended September 30, 2015. The net interest margin for the nine months ended September 30, 2016 decreased to 4.11%, from 4.76% for the same period of 2015, due to the decline in discount accretion on loans and deposits. As of September 30, 2016, the remaining net loan discounts on the Bank’s loan portfolio totaled $9.0 million.
Noninterest income for the three months ended September 30, 2016 was $3.8 million compared to $1.3 million for the three months ended June 30, 2016 and $1.5 million for the three months ended September 30, 2015. The increase for the third quarter of 2016 related to a $1.0 million bargain purchase gain attributed to the Hopkins Merger along with $1.4 million of loan fees related to the reverse mortgage operation acquired in the Hopkins Merger. The remainder of the change from the immediately prior quarter was primarily the result of a $0.1 million increase in electronic banking fees offset by a $0.21 million decrease in gains from the sale of certain securities. The increase from the third quarter of 2015 was primarily the result of the bargain purchase gain and the reverse mortgage operations broker fees, along with a $0.045 million decrease in electronic banking fees, offset by a $0.12 million decrease in gains from the sale of securities and a $0.26 million decrease in mortgage banking fees and gains.
Noninterest income for the nine months ended September 30, 2016 was $6.3 million compared to $4.3 million for the same period of 2015. The increase related to the $1.0 million bargain purchase gain attributed to the Hopkins Merger along with $1.4 million of loan broker fees related to the reverse mortgage operation acquired in the Hopkins Merger. The remainder of the change was primarily the result of a $0.29 million increase in gains from the sale of securities, a $0.024 million decrease in electronic banking fees, and a $0.84 million decrease in mortgage banking fees and gains.
Noninterest expense reduction is a key focus for 2016 net income improvement. For the three months ended September 30, 2016, noninterest expense was $8.4 million compared to $5.1 million for the prior quarter and $5.8 million for the third quarter of 2015. The primary contributors to the increase when compared to the third quarter of 2016 were a $1.4 million increase in merger related expenses, $1.3 million of expenses related to the reverse mortgage operation and a $0.11 million increase in data processing expenses, increases of $1.1 million in salary and employee benefits expenses. The primary contributors to the increase when compared to the third quarter of 2015 were $1.5 million in merger related expenses and $1.3 million of expenses related to the reverse mortgage operation and a $0.10 million increase in foreclosure related expenses, increases of $0.9 million in salary and employee benefits expenses, and a $0.1 million decrease in professional fees.
For the nine months ended September 30, 2016, noninterest expense was $18.7 million compared to $17.3 million for the same period of 2015. The primary contributors to the increase when compared to the nine months ended September 30, 2015 were $1.7 million in merger related expenses and $1.3 million of expenses related to the reverse mortgage operation. The increases were offset by $1.6 million of operational cost reductions in 2016, including decreases of $0.54 million in salary and employee benefits after excluding the reverse mortgage operation, $0.24 million in occupancy expense, $0.34 million in professional fees, $0.27 million in loan collection costs, and $0.10 million in core deposit intangible amortization and $0.09 million in data processing expenses.
Bay Bancorp, Inc. Information
Bay Bancorp, Inc. is a financial holding company and a savings and loan holding company headquartered in Columbia, Maryland. Through Bay Bank, FSB, its federal savings bank subsidiary, Bay Bancorp, Inc. serves the community with a network of 11 branches strategically located throughout the Baltimore Metropolitan Statistical Area, particularly Baltimore City and the Maryland counties of Baltimore Washington corridor. The Bank serves small and medium size businesses, professionals and other valued customers by offering a broad suite of financial products and services, including on-line and mobile banking, commercial banking, cash management, mortgage lending and retail banking. The Bank funds a variety of loan types including commercial and residential real estate loans, commercial term loans and lines of credit, consumer loans and letters of credit. Additional information is available at www.baybankmd.com.
