EX-99 2 c07496exv99.htm EXHIBIT 99 Exhibit 99
Exhibit 99
DCB FINANCIAL CORP ANNOUNCES
THIRD QUARTER 2010 OPERATING RESULTS
LEWIS CENTER, Ohio, November 1 — DCB Financial Corp, (OTC Bulletin Board DCBF), parent holding company of The Delaware County Bank & Trust Company, Lewis Center, Ohio (the “Bank”) announced a net loss of $9.06 million, or $2.44 per basic and diluted share for the three months ended September 30, 2010, compared to a net loss of $1.45 million, or $0.39 per basic and diluted share for the same period in 2009. The increase in the net loss primarily reflects an increase in the provision for loan losses and a write-down of the Corporation’s deferred tax assets.
“We’ve made significant progress in addressing our credit quality issues over the last year”, Interim President and Chief Executive Officer David Folkwein commented. “Also, as we reviewed our balance sheet, we didn’t just focus on our loan portfolios, but continued to analyze all of our assets for potential impairment. The deferred tax write-off reflects the results of the analysis that we completed regarding the future recapture of the tax asset. Though painful, we believe these actions provide us the opportunity to achieve profitability in the future. The Corporation has also retained the nationally-recognized capital markets firm of Keefe, Bruyettte & Woods to work with us in analyzing and reviewing potential capital initiatives with a focus on further strengthening the balance sheet of the Corporation going forward.”
Net Interest Income
Net interest income of $5.2 million decreased slightly from $5.3 million for the three months ended September 30, 2009. This is mainly attributed to the overall reduction in earning assets, as Management has implemented initiatives to reduce the overall size of the balance sheet. Overall, loan originations remained sluggish during the quarter due to slowing economic conditions in the Bank’s primary market. Additionally, run-off in the indirect auto, residential mortgage and investment property portfolios has contributed to the overall reduction in loan balances. The lower loan origination volume has allowed management to reduce the overall level of deposits, with reductions seen in the higher cost products and non-core funding. Low cost or no cost transactional and savings account balances have seen increases as the Bank focuses on building its core deposit balances. The Bank continues to re-price deposits on a year to year comparison, which helped reduce overall deposit funding costs to near 80 basis points at the end of the third quarter 2010. The Bank has also reduced its balances in large time deposits, particularly in the public fund sector as the need for these funds has diminished as the balance sheet is being strategically restructured.
Net interest margin improved slightly to 3.59% and 3.60%, respectively, for the three and nine months ended September 30, 2010, from 3.34% and 3.39%, for the same periods in 2009. Management has effectively increased margins through management of deposit rates, managing low yielding cash balances and risk-based pricing on its loan originations and renewals. Analysis indicates that the balance sheet is relatively risk neutral in terms of future earnings under various interest rate scenarios.
Noninterest Income
Total noninterest income increased to $1.7 million from a deficit of $326 thousand for the three months ended September 30, 2010, compared to the same period in 2009. The increase is primarily attributable to the effect of other-than-temporary impairment losses recorded in the 2009 third-quarter. The OTTI losses were attributed to the write-down of CDOs in the Corporation’s held-to-maturity portfolio. These investments stabilized during 2010 and no additional impairment recognition was necessary during the third-quarter 2010. Overall, non-interest revenue (excluding CDO impairment) was up due to improved net gains on sales of loans and other assets compared to the third quarter 2009. This is attributed to the improved market conditions for residential real estate loans, and the increased emphasis the Corporation has placed on originating secondary market paper. Management has set an initiative to utilize additional resources to originate residential mortgage paper in order to grow non-interest revenue.

 

 


 

Noninterest Expense
Total noninterest expense of $6.2 million increased $399 thousand for the three months ended September 30, 2010, compared to the same period in 2009. The increase was mainly attributed to legal and consulting costs associated with the Bank’s non-performing loan portfolios. Management has spent significant time and resources in workout initiatives for problem loans in order to mitigate their adverse impact on the balance sheet and operating results. Related expenses include various consulting, legal and property management services necessary to properly assist management in the workout process. Overall, salary and benefit expense of $2.6 million remain similar to the third-quarter 2009 as well as most other operating expense categories.
Tax Expense
Management continued to review its balance sheet to analyze various asset classes for potential impairment. One such item subject to scrutiny was the Corporations’ deferred tax assets. During the quarter, Management performed analysis on its deferred tax assets and determined that the questionable full recovery of that asset required it to be charged down to a net realizable position. Subsequent to that analysis, a $5.1 million charge was taken. The deferred tax asset continued to increase primarily due to ongoing operating losses. For regulatory purposes the deferred tax asset was already discounted against capital for measurement purposes, the recognition of the valuation allowance did not impact the bank’s regulatory capital ratios.
Analysis of Selected Financial Condition
The Corporation’s assets totaled $615 million at September 30, 2010, compared to $675 million at December 31, 2009, a decrease of approximately $60 million, or 8.9%. Cash and cash equivalents remained flat from year-end 2009. Total securities available for sale decreased from $94.1 million at December 31, 2009 to $79.9 million at September 30, 2010. The decline in AFS securities is mainly attributed to the sale of securities to create additional balance sheet liquidity. The Bank utilizes its AFS investment portfolio to collateralize borrowing options in order to secure additional liquidity sources.
Total loans decreased $41.3 million, or 8.4%, from $489.4 million to $448.2 million at September 30, 2010. The Corporation continues to experience a decline in loan balances due to reduced loan activity in our primary markets for loans meeting our credit criteria and planned portfolio runoff. Retail loan balances remained stable, but run-off of commercial and commercial real estate, including charged-off loans accounting for most of the decline. Management expects a continued reduction in the size of the Bank’s balance sheet in the short-term as a result of the general decline in quality credits available in the current economy, in order to execute its workout strategy for problem loans and increase its capital ratios. Management also continued to focus on loan diversification and has initiated plans to focus further on qualified commercial and industrial, and small business lending in lieu of commercial real estate loans. The decrease in loan balances reflects the utilization of proceeds from loan payoffs to fund deposit withdrawals and to repay borrowings which has reduced the Bank’s balance sheet and improved capital ratios.
Total deposits decreased approximately $45.6 million, or 8.1%, from December 31, 2009 to $511.8 million at September 30, 2010. The Bank had approximately $110 million CDARS deposits outstanding at September 30, 2010 compared to $145 million at year-end 2009. Noninterest-bearing deposits increased $5.4 million, or 8.9%, while interest bearing deposits decreased approximately $50 million, or 10.3% during the nine month period ended September 30, 2010. The Corporation utilizes a variety of alternative funding sources due to competitive challenges within its primary market including special rate time deposits, CDARs time deposits and other deposit specials. Total borrowings decreased $3.7 million during the nine months ended September 30, 2010, from $63.1 million at December 31, 2009. Management has focused on reducing deposits from non-core customers in order to manage the cost of its deposit portfolio.

 

 


 

Credit Quality Review
Non-accrual loans at September 30, 2010 increased to $13.8 million from $11.9 million at December 31, 2009. The majority of non-accrual balances are attributed to loans in the investment real estate sector that were not generating sufficient cash flow to service the debt, including commercial real estate loans. Loans delinquent ninety days and accruing interest were $3.5 million at September 30, 2010. Delinquent loans over thirty days decreased to 4.14% of total loans at quarter end from 6.05% at June 30, 2010. However, the 4.14% delinquency still remains elevated compared to September 30, 2009 when the ratio stood at 1.37%. Overall, delinquencies in the retail loan portfolios are favorable as compared to published industry averages, as consumer real estate loans were 1.04%, credit cards were 2.71% and consumer direct loans were 2.84% at the end of the third quarter 2010. Management will continue to commit significant internal and external resources to activities related to monitoring, collection, and workout of problem loans. Management also continues to monitor exposure to industry segments, and believes that the loan portfolio remains appropriately diversified.
Provision and Allowance for Loan Losses
The provision for loan losses totaled $4.5 million for the three months ended September 30, 2010, compared to $1.7 million for the same period in 2009, an increase of $2.8 million. The large provision for the third quarter was related to management’s loan quality review process for all bank watchlist loan relationships. The allowance for loan losses was $12.7 million or 2.84% of total loans at September 30, 2010, compared to $10.5 million, or 2.14% of total loans at December 31, 2009.
Charge-offs
Net charge-offs for the three months ended September 30, 2010 increased to $4.9 million, compared to $913 thousand for the three months ended September 30, 2009. Quarterly net charge-offs were 4.3%, while annualized net charge-offs for the nine months ended September 30, 2010 were 2.15%. Management charged-off these loans due to their uncollectibility and ultimately as a means to correctly value them on the balance sheet. The majority of the charge-offs for the quarter related to commercial real estate loans that were previously reserved for, but are now being charged down to their current collateral value.

 

 


 

SELECTED CONSOLIDATED FINANCIAL INFORMATION (unaudited)
DCB FINANCIAL CORP
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except per share data)
                 
    September 30,     December 31,  
    2010     2009  
    (unaudited)        
ASSETS
               
Cash and due from financial institutions
  $ 10,481     $ 10,082  
Interest bearing deposits
    31,422       26,371  
Federal funds sold and overnight investments
          5,000  
 
           
Total cash and cash equivalents
    41,903       41,453  
Securities available for sale
    79,974       94,100  
Securities held to maturity
    1,733       1,752  
 
           
Total securities
    81,707       95,852  
Loans held for sale, at lower of cost or fair value
    6,109       2,442  
Loans
    448,210       489,482  
Less allowance for loan losses
    (12,727 )     (10,479 )
 
           
Net loans
    435,483       479,003  
Real estate owned
    4,704       4,912  
Investment in FHLB stock
    3,716       3,773  
Premises and equipment, net
    13,429       14,435  
Investment in unconsolidated affiliates
    1,623       1,439  
Bank-owned life insurance
    16,903       16,326  
Deferred federal income taxes
    1,351       5,239  
Accrued interest receivable and other assets
    8,242       10,148  
 
           
Total assets
  $ 615,170     $ 675,022  
 
           
 
               
LIABILITIES
               
Deposits
               
Noninterest-bearing
  $ 65,943     $ 60,502  
Interest-bearing
    445,879       496,953  
 
           
Total deposits
    511,822       557,455  
Federal funds purchased and other short-term borrowings
    1,099       3,011  
Federal Home Loan Bank advances
    59,387       63,148  
Accrued interest payable and other liabilities
    3,997       2,065  
 
           
Total liabilities
    576,305       625,679  
 
 
SHAREHOLDERS’ EQUITY
               
Common stock, no par value, 7,500,000 shares authorized, 4,273,908 issued
    3,785       3,785  
Retained earnings
    47,907       60,213  
Treasury stock, at cost, 556,523 shares
    (13,494 )     (13,494 )
Accumulated other comprehensive income (loss)
    667       (1,161 )
 
           
Total shareholders’ equity
    38,865       49,343  
 
           
Total liabilities and shareholders’ equity
  $ 615,170     $ 675,022  
 
           

 


 

DCB FINANCIAL CORP
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollars in thousands, except per share data)
                                 
    Three Months Ended     Nine Months Ended  
    September 30,     September 30,  
    2010     2009     2010     2009  
Interest and dividend income
                               
Loans
  $ 6,097     $ 6,815     $ 18,856     $ 21,149  
Taxable securities
    621       715       2,026       2,562  
Tax-exempt securities
    145       233       526       759  
Federal funds sold and other
    33       31       79       140  
 
                       
Total interest income
    6,896       7,794       21,487       24,610  
 
                               
Interest expense
                               
Deposits
    1,056       1,704       3,408       5,918  
Borrowings
    686       747       2,069       2,493  
 
                       
Total interest expense
    1,742       2,451       5,477       8,411  
 
                       
 
                               
Net interest income
    5,154       5,343       16,010       16,199  
 
                               
Provision for loan losses
    4,531       1,766       9,878       6,908  
 
                       
 
 
Net interest income after provision for loan losses
    623       3,577       6,132       9,291  
 
                               
Noninterest income
                               
Service charges on deposit accounts
    652       692       1,915       1,940  
Trust department income
    225       191       718       661  
Net gains on sale of securities
    63             143       462  
Net losses on sale of assets
    28       (91 )     114       (251 )
Gains on sale of loans
    144       63       251       253  
Treasury management fees
    117       107       361       378  
Data processing servicing fees
    163       167       463       440  
Earnings on bank owned life insurance
    167       167       577       501  
Total other-than-temporary impairment losses
          (1,111 )     (80 )     (6,301 )
Portion of loss recognized in other comprehensive income (before taxes)
          (634 )     (950 )     3,776  
 
                       
Net impairment losses recognized in income
          (1,745 )     (1,030 )     (2,525 )
Other
    151       123       428       318  
 
                       
Total noninterest income
    1,710       (326 )     3,940       2,177  
 
                               
Noninterest expense
                               
Salaries and employee benefits
    2,611       2,590       7,834       7,717  
Occupancy and equipment
    1,104       1,138       3,149       3,292  
Professional services
    475       109       1,178       632  
Advertising
    121       122       294       307  
Postage, freight and courier
    77       84       286       237  
Supplies
    43       63       102       217  
State franchise taxes
    152       149       456       487  
Federal deposit insurance premiums
    375       757       1,167       1,411  
Other
    1,283       832       3,001       2,893  
 
                       
Total noninterest expense
    6,241       5,844       17,467       17,193  
 
                       
 
                               
Loss before income credits
    (3,908 )     (2,593 )     (7,395 )     (5,725 )
 
                               
Income tax expense (credits)
    5,151       (1,143 )     4,580       (2,482 )
 
                       
 
                               
Net loss
  $ (9,059 )   $ (1,450 )   $ (11,975 )   $ (3,243 )
 
                       
 
                               
Basic and diluted loss per common share
  $ (2.44 )   $ (0.39 )   $ (3.22 )   $ (0.87 )
 
                       
 
                               
Dividends per share
  $ 0.00     $ 0.02     $ 0.00     $ 0.06  
 
                       

 


 

DCB FINANCIAL CORP
Selected Key Ratios and Other Financial Data
(Unaudited)
(Dollars in thousands, except per share data)
                                 
    At or for the     At or for the  
    Three Months Ended     Nine Months Ended  
    9/30/10     9/30/09     9/30/10     9/30/09  
 
                               
Key Earnings Information
                               
Net interest income
  $ 5,154     $ 5,343     $ 16,010     $ 16,199  
Non-interest income
  $ 1,710     $ (326 )   $ 3,940     $ 2,177  
Non-interest expense
  $ 6,243     $ 5,844     $ 17,467     $ 17,193  
Net loss
  $ (9,059 )   $ (1,450 )   $ (11,975 )   $ (3,243 )
Basic loss per common share
  $ (2.44 )   $ (0.39 )   $ (3.22 )   $ (0.87 )
Diluted loss per common share
  $ (2.44 )   $ (0.39 )   $ (3.22 )   $ (0.87 )
 
                               
Key Balance Sheet Averages(Bank Only)
                               
Total assets (average)
  $ 628,911     $ 696,401     $ 653,917     $ 706,041  
Loan balances (average)
  $ 460,753     $ 498,790     $ 474,457     $ 509,108  
Deposit balances (average)
  $ 516,949     $ 582,753     $ 543,518     $ 579,767  
Weighted Average Shares Outstanding (000):
                               
Basic
    3,717       3,717       3,717       3,717  
Diluted
    3,717       3,717       3,717       3,717  
 
                               
Key Credit Data
                               
Provision for loan losses
  $ 4,531     $ 1,766     $ 9,878     $ 6,908  
Total allowance for loan losses
  $ 12,727     $ 8,848     $ 12,727     $ 8,848  
Non-accrual loans
  $ 13,807     $ 11,973     $ 13,807     $ 11,973  
Delinquent loans > 30 days
  $ 18,561     $ 6,805     $ 18,561     $ 6,805  
Loans 90 days past due and accruing
  $ 3,582     $ 664     $ 3,582     $ 664  

 

 


 

DCB FINANCIAL CORP
Selected Consolidated Financial Information
(Unaudited)
                                 
    At or for the     At or for the  
    Three Months Ended     Nine Months Ended  
    9/30/10     9/30/09     9/30/10     9/30/09  
 
 
Key Earnings Ratios
                               
Return on average assets
    (1.44 )%     (0.16 )%     (1.83 )%     (0.46 )%
Return on average shareholders’ equity
    (23.3 )%     (2.17 )%     (30.8 )%     (6.17 )%
Efficiency ratio
    91 %     116 %     88 %     94 %
Net interest margin (fully taxable equivalent)
    3.59 %     3.34 %     3.60 %     3.39 %
Equity to assets at period end (Bank)
    6.38 %     7.80 %     6.38 %     7.80 %
 
Key Credit Ratios
                               
Allowance for loan losses as a percentage of period-end loans
    2.84 %     1.78 %     2.84 %     1.78 %
Total allowance for loan losses to non-accrual loans
    92 %     74 %     92 %     74 %
Net charge-offs (annualized) as a percent of average loans
    4.26 %     .73 %     2.15 %     1.13 %
Non-accrual loans to total loans
    3.08 %     2.41 %     3.08 %     2.41 %
Delinquent loans (30+ days)
    4.14 %     1.37 %     4.14 %     1.37 %

 

 


 

Business of DCB Financial Corp
DCB Financial Corp (the “Corporation”) is a financial holding company formed under the laws of the State of Ohio. The Corporation is the parent of The Delaware County Bank & Trust Company, (the “Bank”) a state-chartered commercial bank. The Bank conducts business from its main offices at 110 Riverbend Avenue in Lewis Center, Ohio, and through its 18 full-service branch offices located in Delaware County, Ohio and surrounding communities. The Bank provides customary retail and commercial banking services to its customers, including checking and savings accounts, time deposits, IRAs, safe deposit facilities, personal loans, commercial loans, real estate mortgage loans, night depository facilities and trust and personalized wealth management services. The Bank also provides cash management, bond registrar and payment services. The Bank offers data processing services to other financial institutions; however such services are not a significant part of its current operations or revenues.
Application of Critical Accounting Policies
DCB’s consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States and follow general practices within the financial services industry. The application of these principles requires management to make estimates, assumptions, and judgments that affect the amounts reported in the financial statements and accompanying notes. These estimates, assumptions, and judgments are based on information available as of the date of the financial statements; as this information changes, the financial statements could reflect different estimates, assumptions, and judgments.
The most significant accounting policies followed by the Corporation are presented in Note 1 of the audited consolidated financial statements contained in the Corporation’s 2009 Annual Report to Shareholders. These policies, along with the disclosures presented in the other financial statement notes and in this financial review, provide information on how significant assets and liabilities are valued in the financial statements and how those values are determined.
Forward-Looking Statements
Certain statements in this report constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, such as statements relating to the financial condition and prospects, lending risks, plans for future business development and marketing activities, capital spending and financing sources, capital structure, the effects of regulation and competition, and the prospective business of both the Corporation and its wholly-owned subsidiary The Delaware County Bank & Trust Company (the “Bank”). Where used in this report, the word “anticipate,” “believe,” “estimate,” “expect,” “intend,” and similar words and expressions, as they relate to the Corporation or the Bank or their respective management, identify forward-looking statements. Such forward-looking statements reflect the current views of the Corporation and are based on information currently available to the management of the Corporation and the Bank and upon current expectations, estimates, and projections about the Corporation and its industry, management’s belief with respect thereto, and certain assumptions made by management. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. Potential risks and uncertainties include, but are not limited to: (i) significant increases in competitive pressure in the banking and financial services industries; (ii) changes in the interest rate environment which could reduce anticipated or actual margins; (iii) changes in political conditions or the legislative or regulatory environment; (iv) general economic conditions, either nationally or regionally (especially in central Ohio), becoming less favorable than expected resulting in, among other things, a deterioration in credit quality of assets; (v) changes occurring in business conditions and inflation; (vi) changes in technology; (vii) changes in monetary and tax policies; (viii) changes in the securities markets; and (ix) other risks and uncertainties detailed from time to time in the filings of the Corporation with the Commission.
The Corporation does not undertake, and specifically disclaims any obligation, to publicly revise any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.