EX-99.1 2 chemex991_012306.htm CHEMICAL FINANCIAL CORPORATION EXHIBIT 99.1 TO FORM 8-K Chemical Financial Exhibit 99.1 to Form 8-K - 01/23/06

EXHIBIT 99.1

For further information:
Lori A. Gwizdala, CFO
Chemical Financial Corporation
989 839 5358

For Immediate Release

Chemical Financial Corporation Reports 2005 Fourth Quarter

and Full Year Earnings

Strategic Restructuring Initiatives on Schedule


          Midland, MI, January 23, 2006--- Chemical Financial Corporation's (NASDAQ: CHFC) Board of Directors today reported earnings of $0.50 per diluted share for the fourth quarter of 2005 compared to fourth quarter 2004 earnings per diluted share of $0.57, a decrease of 12.3 percent. Net income for the fourth quarter of 2005 was $12.6 million compared to fourth quarter 2004 net income of $14.4 million. For the twelve months ended December 31, 2005, net income was $52.9 million, or $2.10 per diluted share, compared to net income of $56.7 million, or $2.25 per diluted share, for the twelve months ended December 31, 2004, a 6.7 percent decrease in diluted earnings per share between periods.

          "The financial results for 2005 were less than satisfactory. Decreasing net interest income resulting from higher interest rates paid on deposits and short-term borrowings had a significant negative impact on fourth quarter and full year financial performance in 2005. The impact of rising rates was also evidenced in our mortgage banking operations, where net revenue decreased by 50 percent from 2004. While we anticipate we will continue to see unfavorable short-term financial effects from further interest rate increases, we expect that the magnitude and number of rate increases will be less severe going forward," said David B. Ramaker, President and CEO of Chemical Financial Corporation.

          "We have taken significant steps during the year to stimulate future revenue growth while controlling costs, which we anticipate will over time translate into improved financial performance. While 2006 will continue to be a challenge for the Michigan economy, as well as our Company, we are optimistic that the initiatives we have employed will ultimately benefit our




shareholders. Furthermore, our strong capital base positions us well for growth. We remain mindful of the potential effects of excess capital on shareholder returns, and will continue to examine our alternatives to efficiently utilize the Company's capital," Ramaker said.

          During the fourth quarter of 2005, the Company announced it would undertake a strategic restructuring designed to reposition the bank holding company to better capitalize on growth opportunities in high potential markets and enhance operating efficiencies. The restructuring initiative, which resulted from an intensive examination of the Company's core retail banking franchise, encompassed consolidation of its three subsidiary state bank charters into a single state chartered institution, realigned the existing branch network, announced the closure of eight underperforming branches across the state to be completed in the first quarter of 2006, and reorganized senior management to place a greater emphasis on internal growth initiatives. Management estimated that total costs for the restructuring would not exceed $1 million, and would be incurred primarily during the first half of 2006. During the fourth quarter of 2005, restructuring costs of $0.2 million relating to employee severance were incurred. At year-end 2005, the implementation of the restructuring plan was on schedule, with the back-room component of the consolidation of the three subsidiary banks scheduled to be completed in the second quarter of 2006.

          The Company also announced during the fourth quarter of 2005 an increase in its dividend rate, from $0.265 per share paid in the fourth quarter of 2005 to $0.275 per share payable in the first quarter of 2006, an increase of 3.8 percent.

          Fourth quarter 2005 net interest income was $35.1 million compared to fourth quarter 2004 net interest income of $37.3 million. The decrease was primarily due to increases in the rates paid on customer deposits and the unfavorable impact of lower average deposits outstanding. These items were partially offset by the positive impact on net interest income of higher average loans outstanding and higher yields earned on loans. Net interest margin (on a tax equivalent basis) was 3.99 percent in the fourth quarter of 2005, down from 4.18 percent in the prior year fourth quarter and up slightly from 3.96 percent in the third quarter of 2005. The Company's interest rate spread, on a fully taxable equivalent basis, decreased from 3.80 percent in the fourth quarter of 2004 to 3.39 percent in the fourth quarter of 2005, as increases in average


2


interest yields earned on interest-earning assets failed to keep pace with increases in average interest rates paid on interest-bearing liabilities.

          Total assets were $3.75 billion at December 31, 2005, down slightly from $3.76 billion at December 31, 2004, and down from $3.84 billion at September 30, 2005. At December 31, 2005, total loans were $2.71 billion, versus $2.59 billion at December 31, 2004 and $2.70 billion at September 30, 2005. Total loans increased by $125 million, or 4.8 percent, from December 31, 2004 to December 31, 2005, led by strong growth in business loans and real estate construction loans. Investment securities were $743 million at December 31, 2005, down from $893 million at December 31, 2004 and $787 million at September 30, 2005, as investment securities maturities were utilized to fund loan growth.

          Total deposits were $2.82 billion at December 31, 2005, down slightly from $2.86 billion at December 31, 2004 and from $2.91 billion at September 30, 2005. In 2005, the markets in which the Company operates saw intense competition for retail deposits translate into increases in deposit pricing and a slight erosion in core deposits. Other liabilities, which include Federal Home Loan Bank advances, totaled $428 million at December 31, 2005, up from $416 million at December 31, 2004, and down from $436 million at September 30, 2005.

          The provision for loan losses was $1.3 million in the fourth quarter of 2005, compared to $1.7 million in the prior year fourth quarter and $1.5 million in the third quarter of 2005. Net loan losses were $1.8 million in the fourth quarter of 2005, compared to $1.2 million in the fourth quarter of 2004. The allowance for loan losses as a percentage of total loans was 1.26 percent as of December 31, 2005, down from 1.28 percent at September 30, 2005 and 1.32 percent at December 31, 2004. At December 31, 2005, nonperforming loans as a percentage of total loans were 0.73 percent, down slightly from 0.75 percent at September 30, 2005 and up from 0.39 percent at December 31, 2004. As the Michigan economy has slowed down, the Company's credit quality ratios have moderated somewhat from the very strong levels experienced over the past few years.

          Noninterest income decreased 7 percent to $9.0 million in the fourth quarter of 2005 from $9.7 million in the fourth quarter of 2004. The decline in noninterest income during the 2005 fourth quarter, as compared to the prior year quarter, was driven primarily by a loss on the sale of


3


investment securities and declining mortgage banking revenue, offset by increases in a number of noninterest income categories, including trust and investment management services and service charges on deposit accounts. Mortgage banking revenue decreased 27 percent to $371,000 for the fourth quarter of 2005 compared to $508,000 for the fourth quarter of 2004, but up 15 percent compared to $322,000 during the third quarter of 2005. The Corporation was servicing $544 million of residential mortgage loans that were sold in the secondary market as of December 31, 2005, compared to $596 million as of December 31, 2004

          For the fourth quarter of 2005, the Company incurred losses on the sale of investment securities totaling $633,000, as compared to gains of $108,000 in the fourth quarter of 2004 and gains of $3,000 in the third quarter of 2005. The fourth quarter 2005 losses were incurred in conjunction with a realignment of the Company's investment securities portfolio. During the quarter, the Company sold $37 million in low-yielding US government agency securities scheduled to mature in 2006 and 2007 and invested the proceeds in higher yielding mortgage-backed securities with longer maturities.

          Operating expenses were $23.9 million in the fourth quarter of 2005, unchanged from $23.9 million in the fourth quarter of 2004 and down from $24.8 million in the third quarter of 2005. Operating expenses remained stable as increases in occupancy, equipment and other expenses were offset by a decrease in salary and employee benefits expense. The Company's efficiency ratio rose to 54.2 percent in 2005, from 52.6 percent in 2004, as a result of the decrease in net interest income.

          The Company's return on average assets during 2005 was 1.40 percent, down slightly from 1.47 percent in 2004. Shareholders' equity increased from $485 million at December 31, 2004 to $501 million at December 31, 2005. During the year, the Company repurchased 126,900 shares of its common stock at an average price of $30.32 per share. At year-end 2005, the Company's book value stood at $19.98 per share, versus $19.26 at year-end 2004. The decline in return on assets combined with the increase in shareholders' equity resulted in a decline in return on average equity to 10.7 percent in 2005 from 12.0 percent in 2004.



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          Chemical Financial Corporation is the fourth largest bank holding company headquartered in Michigan. Effective December 31, 2005, the Company's banking operations began operating as a single subsidiary bank, Chemical Bank, with 132 banking offices spread over 32 counties in the lower peninsula of Michigan. Chemical Financial Corporation common stock trades on The Nasdaq Stock Market under the symbol CHFC and is one of the issues comprising the Nasdaq Financial 100 index.

Forward Looking Statements

This press release contains forward-looking statements. Words such as "anticipates," "believes," "estimates," "expects," "intends," "should," "will," variations of such words and similar expressions are intended to identify forward-looking statements. These statements reflect management's current beliefs as to the expected outcomes of future events and are not guarantees of future performance. These statements involve certain risks, uncertainties and assumptions that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. Therefore, actual results and outcomes may materially differ from what may be expressed or forecasted in such forward-looking statements. Factors that could cause a difference include, among others: changes in the national and local economies or market conditions; changes in interest rates and banking laws and regulations; the impact of competition from traditional or new sources; and the possibility that anticipated cost savings and revenue enhancements from acquisitions, restructurings and bank consolidations may not be fully realized at all or within the expected time frames. These and other factors that may emerge could cause decisions and actual results to differ materially from current expectations. Chemical undertakes no obligation to revise, update, or clarify forward-looking statements to reflect events or conditions after the date of this release.








5


Chemical Financial Corporation Announces Fourth Quarter Operating Results


Consolidated Statements of Financial Position (Unaudited)
Chemical Financial Corporation and Subsidiaries


(In thousands)


December 31,
2005



 


December 31,
2004


Assets:

 

 

 

 

 

Cash and demand deposits due from banks

$

145,575

 

$

106,565

Federal funds sold

 

6,600

 

 

34,500

Interest-bearing deposits with unaffiliated banks

 

5,321

 

 

5,869

 

 

 

 

 

 

Investment securities - available for sale

 

615,542

 

 

716,757

Investment securities - held to maturity

 


127,806


 

 


176,517


          Total Investment Securities

 

743,348

 

 

893,274

 

 

 

 

 

 

Commercial loans

 

517,852

 

 

468,970

Real estate commercial loans

 

704,684

 

 

697,779

Real estate construction loans

 

158,376

 

 

120,900

Real estate residential loans

 

788,679

 

 

760,834

Consumer loans

 


540,623


 

 


537,102


          Total Loans

 

2,710,214

 

 

2,585,585

Less: Allowance for loan losses

 


34,148


 

 


34,166


          Net Loans

 

2,676,066

 

 

2,551,419

 

 

 

 

 

 

Premises and equipment

 

45,058

 

 

47,577

Intangible assets

 

71,496

 

 

74,421

Other assets

 


55,852


 

 


50,500


          Total Assets

$


3,749,316


 

$


3,764,125


 

 

 

 

 

 

Liabilities:

 

 

 

 

 

Noninterest-bearing deposits

$

542,014

 

$

555,287

Interest-bearing deposits

 


2,277,866


 

 


2,308,186


          Total Deposits

 

2,819,880

 

 

2,863,473

Securities sold under agreements to repurchase

 

125,598

 

 

101,834

Interest payable and other liabilities

 

28,008

 

 

28,986

FHLB/other borrowings

 


274,765


 

 


284,996


          Total Liabilities

 

3,248,251

 

 

3,279,289

 

 

 

 

 

 

Shareholders' Equity:

 

 

 

 

 

     Common stock, $1 par value

 

25,079

 

 

25,169

     Surplus

 

376,046

 

 

378,694

     Retained earnings

 

106,507

 

 

80,266

     Accumulated other comprehensive income/(loss)

 


(6,567


)


 


707


          Total Shareholders' Equity

 


501,065


 

 


484,836


          Total Liabilities and Shareholders' Equity

$


3,749,316


 

$


3,764,125




6


Chemical Financial Corporation Announces Fourth Quarter Operating Results


Consolidated Statements of Income (Unaudited)
Chemical Financial Corporation and Subsidiaries

 

Quarter Ended
December 31,

 

Twelve Months Ended
December 31,

(In thousands, except per share data)


2005


 


2004


 


2005


 


2004


Interest Income:

 

 

 

 

 

 

 

 

 

 

 

Interest and fees on loans

$

43,775

 

$

39,228

 

$

164,830

 

$

152,534

Interest on investment securities:

 

 

 

 

 

 

 

 

 

 

 

     Taxable

 

6,757

 

 

7,906

 

 

29,216

 

 

33,124

     Nontaxable

 


602


 

 


502


 

 


2,153


 

 


2,104


          Total Interest on Investment Securities

 

7,359

 

 

8,408

 

 

31,369

 

 

35,228

Interest on federal funds sold

 

535

 

 

409

 

 

2,121

 

 

1,077

Interest on deposits with unaffiliated banks

 


243


 

 


119


 

 


984


 

 


411


          Total Interest Income

 

51,912

 

 

48,164

 

 

199,304

 

 

189,250

 

 

 

 

 

 

 

 

 

 

 

 

Interest Expense:

 

 

 

 

 

 

 

 

 

 

 

Interest on deposits

 

13,110

 

 

8,090

 

 

44,632

 

 

30,741

Interest on securities sold under agreements to repurchase

 

759

 

 

225

 

 

2,162

 

 

582

Interest on FHLB/other borrowings

 


2,983


 

 


2,599


 

 


10,659


 

 


10,293


          Total Interest Expense

 


16,852


 

 


10,914


 

 


57,453


 

 


41,616


          Net Interest Income

 

35,060

 

 

37,250

 

 

141,851

 

 

147,634

Provision for loan losses

 


1,325


 

 


1,711


 

 


4,285


 

 


3,819


          Net Interest Income after

 

 

 

 

 

 

 

 

 

 

 

               Provision for Loan Losses

 

33,735

 

 

35,539

 

 

137,566

 

 

143,815

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest Income:

 

 

 

 

 

 

 

 

 

 

 

Service charges on deposit accounts

 

5,235

 

 

5,020

 

 

20,371

 

 

19,301

Trust and investment management services revenue

 

1,946

 

 

1,855

 

 

7,909

 

 

7,396

Other charges and fees for customer services

 

1,899

 

 

1,535

 

 

7,883

 

 

6,595

Mortgage banking revenue

 

371

 

 

508

 

 

1,663

 

 

3,328

Investment securities gains/(losses)

 

(633

)

 

108

 

 

541

 

 

1,367

Other

 


220


 

 


713


 

 


853


 

 


1,342


          Total Noninterest Income

 

9,038

 

 

9,739

 

 

39,220

 

 

39,329

 

 

 

 

 

 

 

 

 

 

 

 

Operating Expenses:

 

 

 

 

 

 

 

 

 

 

 

Salaries and employee benefits

 

13,225

 

 

13,698

 

 

56,766

 

 

57,497

Occupancy and equipment

 

4,535

 

 

4,223

 

 

18,288

 

 

18,120

Other

 


6,118


 

 


5,969


 

 


23,409


 

 


22,852


          Total Operating Expenses

 


23,878


 

 


23,890


 

 


98,463


 

 


98,469


Income Before Income Taxes

 

18,895

 

 

21,388

 

 

78,323

 

 

84,675

          Federal income taxes

 


6,341


 

 


6,987


 

 


25,445


 

 


27,993


Net Income

$


12,554


 

$


14,401


 

$


52,878


 

$


56,682


 

 

 

 

 

 

 

 

 

 

 

 

Net income per share:

 

 

 

 

 

 

 

 

 

 

 

     Basic

$

0.50

 

$

0.57

 

$

2.10

 

$

2.26

     Diluted

 

0.50

 

 

0.57

 

 

2.10

 

 

2.25

 

 

 

 

 

 

 

 

 

 

 

 

Cash dividends per share

$

0.265

 

$

0.252

 

$

1.060

 

$

1.010

 

 

 

 

 

 

 

 

 

 

 

 

Average shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

     Basic

 

25,085

 

 

25,159

 

 

25,138

 

 

25,130

     Diluted

 

25,137

 

 

25,253

 

 

25,193

 

 

25,218


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Chemical Financial Corporation Announces Fourth Quarter Operating Results


Financial Summary (Unaudited)
Chemical Financial Corporation and Subsidiaries

 

Quarter Ended
December 31,

 

Twelve Months Ended
December 31,

(Dollars in thousands)


2005


 


2004


 


2005


 


2004


Average Balances

 

 

 

 

 

 

 

 

 

 

 

Total assets

$

3,770,911

 

$

3,825,625

 

$

3,788,469

 

$

3,856,036

Total interest-earning assets

 

3,534,262

 

 

3,584,096

 

 

3,550,695

 

 

3,608,157

Total loans

 

2,706,300

 

 

2,598,138

 

 

2,641,465

 

 

2,567,956

Total deposits

 

2,847,645

 

 

2,932,435

 

 

2,886,209

 

 

2,976,150

Total shareholders' equity

 

498,745

 

 

482,525

 

 

493,419

 

 

472,226


 

Quarter Ended
December 31,

 

Twelve Months Ended
December 31,

 


2005


 


2004


 


2005


 


2004


Key Ratios (annualized where applicable)

 

 

 

 

 

 

 

Net interest margin

3.99%

 

4.18%

 

4.04%

 

4.13%

Efficiency ratio

53.6%

 

51.0%

 

54.2%

 

52.6%

Return on average assets

1.32%

 

1.50%

 

1.40%

 

1.47%

Return on average shareholders' equity

10.0%

 

11.9%

 

10.7%

 

12.0%

Average shareholders' equity as a
     percent of average assets


13.2%

 


12.6%

 


13.0%

 


12.2%

Tangible shareholders' equity as a
     percent of total assets

 

 

 

 


11.7%

 


11.1%

Total risk-based capital ratio

 

 

 

 

17.8%

 

17.5%



 


December 31,
2005



 


September 30,
2005



 


June 30,
2005



 


March 31,
2005



 


December 31,
2004


Credit Quality Statistics

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nonaccrual loans

$

14,561

 

$

9,913

 

$

8,639

 

$

7,823

 

$

8,397

Loans 90 or more days past due

 

 

 

 

 

 

 

 

 

 

 

 

 

 

     and still accruing

 

5,136

 

 

10,364

 

 

7,426

 

 

2,914

 

 

1,653

Total nonperforming loans

 

19,697

 

 

20,277

 

 

16,065

 

 

10,737

 

 

10,050

Repossessed assets acquired (RAA)

 

6,801

 

 

6,511

 

 

5,848

 

 

6,544

 

 

6,799

Total nonperforming assets

 

26,498

 

 

26,788

 

 

21,913

 

 

17,281

 

 

16,849

Net loan charge-offs (year-to-date)

 

4,304

 

 

2,523

 

 

1,804

 

 

725

 

 

2,832

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allowance for loan losses as a

 

 

 

 

 

 

 

 

 

 

 

 

 

 

     percent of total loans

 

1.26%

 

 

1.28%

 

 

1.27%

 

 

1.33%

 

 

1.32%

Allowance for loan losses as a

 

 

 

 

 

 

 

 

 

 

 

 

 

 

     percent of nonperforming loans

 

173%

 

 

171%

 

 

211%

 

 

318%

 

 

340%

Nonperforming loans as a

 

 

 

 

 

 

 

 

 

 

 

 

 

 

     percent of total loans

 

0.73%

 

 

0.75%

 

 

0.61%

 

 

0.42%

 

 

0.39%

Nonperforming assets as a

 

 

 

 

 

 

 

 

 

 

 

 

 

 

     percent of total loans plus RAA

 

0.98%

 

 

0.99%

 

 

0.82%

 

 

0.67%

 

 

0.65%

Net loan charge-offs as a percent of

 

 

 

 

 

 

 

 

 

 

 

 

 

 

     average loans (year-to-date, annualized)

 

0.16%

 

 

0.13%

 

 

0.14%

 

 

0.11%

 

 

0.11%



 


December 31,
2005



 


September 30,
2005



 


June 30,
2005



 


March 31,
2005



 


December 31,
2004


Additional Data

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Goodwill

$

63,293

 

$

63,293

 

$

63,293

 

$

63,293

 

$

63,293

Core deposits and other intangibles

 

5,780

 

 

6,306

 

 

6,797

 

 

7,324

 

 

7,931

Mortgage servicing rights (MSR)

 

2,423

 

 

2,595

 

 

2,941

 

 

3,111

 

 

3,197

Amortization of intangibles (quarter-to-date)

 

776

 

 

903

 

 

793

 

 

800

 

 

948



8


Chemical Financial Corporation Announces Fourth Quarter Operating Results


Selected Quarterly Information (Unaudited)
Chemical Financial Corporation and Subsidiaries


(In thousands, except per share data)


4th Qtr.
2005



 


3rd Qtr.
2005



 


2nd Qtr.
2005



 


1st Qtr.
2005



 


4th Qtr.
2004


Summary of Operations

 

 

 

 

 

 

 

 

 

Interest income

$51,912

 

$50,420

 

$49,012

 

$47,960

 

$48,164

Interest expense

16,852

 

15,274

 

13,314

 

12,013

 

10,914

Net interest income

35,060

 

35,146

 

35,698

 

35,947

 

37,250

Provision for loan losses

1,325

 

1,500

 

730

 

730

 

1,711

Net interest income after provision

 

 

 

 

 

 

 

 

 

     for loan losses

33,735

 

33,646

 

34,968

 

35,217

 

35,539

Noninterest income

9,038

 

10,249

 

9,753

 

10,180

 

9,739

Noninterest expense

23,878

 

24,839

 

24,763

 

24,983

 

23,890

Income taxes

6,341

 

5,451

 

6,743

 

6,910

 

6,987

Net income

12,554

 

13,605

 

13,215

 

13,504

 

14,401

 


 


 


 


 


 


 


 


 


 


Per Common Share Data

 

 

 

 

 

 

 

 

 

Net income:

 

 

 

 

 

 

 

 

 

     Basic

$0.50

 

$0.54

 

$0.53

 

$0.54

 

$0.57

     Diluted

0.50

 

0.54

 

0.53

 

0.53

 

0.57

Cash dividends

0.265

 

0.265

 

0.265

 

0.265

 

0.252

Book value

19.98

 

19.82

 

19.68

 

19.32

 

19.26







9