EX-99 2 exhibit99q32013er.htm EXHIBIT 99 NEWS RELEASE Exhibit 99 Q3 2013 ER


P.O. BOX 738 - MARIETTA, OHIO - 45750
NEWS RELEASE
www.peoplesbancorp.com
 
 
 
 
 
FOR IMMEDIATE RELEASE
 
Contact:
Edward G. Sloane
October 22, 2013
 
 
Chief Financial Officer and Treasurer
 
 
 
(740) 373-3155

PEOPLES BANCORP INC. ANNOUNCES 3RD QUARTER 2013 EARNINGS
_____________________________________________________________________

Summary third quarter 2013 results:
Diluted earnings per share were $0.23 for the quarter and $1.16 through nine months of 2013.
Peoples incurred a $2.2 million additional income tax expense from surrendering BOLI during the quarter with the proceeds reinvested into higher-yielding assets.
Third quarter 2013 earnings also impacted by $264,000 of pension settlement charges.
Acquisition activities resulted in pre-tax expenses of $182,000 for the quarter and $284,000 year-to-date.
Total loan balances experienced 10% annualized growth from the linked quarter and grew 7% from a year ago.
Nearly half of the increase in total loan balances was due to residential mortgage loan growth.
Non-mortgage consumer balances grew at a 29% annualized rate for the quarter and 26% since year-end 2012.
Commercial loan growth in 2013 has been offset by unexpected prepayments and efforts to improve quality.
Bottom-line earnings continue to benefit from favorable asset quality trends and sizable recoveries of prior losses.
Nonperforming assets were 1.06% of gross loans and OREO at September 30, 2013 versus 1.58% at year-end 2012.
Gross recoveries exceeded charge-offs by $0.7 million for the quarter and $2.5 million on a year-to-date basis.
Allowance for loan losses decreased to 1.60% of gross loans at September 30, 2013, from 1.81% at year-end 2012.
Peoples' earnings benefited from a $0.9 million recovery of loan losses for the quarter and $3.4 million year-to-date.
Third quarter total revenue was 4% higher than the linked quarter and up 6% over the prior year.
Non-interest income was up 4% from the linked quarter due largely to higher deposit service charge income.
Acquisitions and increased sales production resulted in double-digit year-over-year growth in fee-based revenues.
Net interest income and margin benefited from continued loan growth and slightly higher long-term interest rates.
Operating expenses were generally in line with Peoples' prior guidance.
Total non-interest expense was $17.3 million versus the projected third quarter 2013 level of $16.7 million.
Peoples' prior estimates did not consider the $446,000 of pension settlement charges and acquisition-related costs.
Total expenses were higher than the prior year due to acquisitions and other initiatives to grow revenue.
Retail deposit balances were relatively flat, while overall mix continued to shift toward low-cost core deposits.
Period-end balances were impacted by a single commercial customer maintaining a higher than normal balance.
Average retail balances fell 3% from the linked quarter due to normal seasonal variances in certain deposit balances.
Non-interest-bearing deposits continued to comprise over one-fifth of Peoples' total deposits at September 30, 2013.


MARIETTA, Ohio - Peoples Bancorp Inc. (“Peoples”) (NASDAQ: PEBO) today announced results for the quarter ended September 30, 2013. Net income totaled $2.5 million for the third quarter of 2013, representing earnings per diluted share of $0.23. In comparison, net income was $4.9 million or $0.46 per diluted share for the second quarter of 2013 and $4.8 million or $0.45 per diluted share for the third quarter of 2012. Third quarter 2013 earnings were reduced by $2.2 million (or $0.21 per diluted share) for a federal income tax liability associated with Peoples' surrender of bank owned life insurance ("BOLI") contracts during the quarter. On a year-to-date basis, net income totaled $12.5 million, or $1.16 per diluted share, through September 30, 2013, versus $16.5 million, or $1.56 per diluted share, for the same period a year ago.
"Our third quarter results were generally positive despite the lower earnings due to the additional income tax expense related to our BOLI transaction," said Chuck Sulerzyski, President and Chief Executive Officer. "We experienced another quarter of solid loan growth driven by increased consumer lending. Overall revenue generation remained strong and

1



growing, while operating costs were generally consistent with our target levels. We also benefited from additional recoveries of prior loan losses which boosted bottom line earnings."
Sulerzyski continued, "However, our most exciting news for the quarter was the acquisition of Ohio Commerce Bank in the greater Cleveland area. This recently completed transaction adds several new customer relationships with over $97 million of loans and $111 million in deposits. We believe the potential for meaningful long-term growth exists in this region given its level of economic activity and attractive customer demographics."
As previously disclosed, Peoples has taken steps in 2013 to reduce its investment in BOLI, which included a partial withdrawal of the original premium paid, followed by a complete surrender of certain policies. The full surrender caused Peoples to incur a $2.2 million federal income tax liability in the third quarter of 2013 for the gain associated with the policies surrendered. At June 30, 2013, the BOLI polices surrendered had a cash surrender value of $42.8 million and cost basis of $36.5 million. During the third quarter of 2013, Peoples received $36.2 million from the liquidation of the investments underlying the BOLI policies. These funds were redeployed into Peoples' investment portfolio with the long-term goal of funding future loan growth, which is expected to contribute at least $1 million to Peoples' annual net interest income. Peoples expects to receive the remaining cash surrender value during the first quarter of 2014.
"For many years, our BOLI performed very well, generating favorable returns compared to many other investment options," said Edward Sloane, Chief Financial Officer and Treasurer. "However, the trend has been less favorable since 2008 due to adverse conditions in the financial markets, with minimal income being recognized for the past several quarters. We expected BOLI to continue underperforming for many years to come. Given this situation, we deemed it prudent to exit our BOLI investment, even with the one-time charge, considering the potential for improving long-term shareholder value. Essentially, we sold a $43 million non-earning asset and redeployed the proceeds into earning assets and expect to recover the one-time charge fairly quickly."
For the third quarter of 2013, net interest income was $13.7 million and net interest margin was 3.26%, compared to $13.2 million and 3.15%, respectively, for the linked quarter. These improvements were driven mostly by $405,000 of additional interest income for prepayment fees and interest recovered on nonaccrual loans, which added 10 basis points to net interest margin. Absent this one-time income, the prolonged, low interest rate environment has continued to put downward pressure on asset yields. However, the impact in the third quarter of 2013 was offset by the combination of higher average loan balances and continued reduction in total funding cost. Both net interest income and margin also benefited from an improvement in the overall yield on Peoples' investment portfolio. On a year-to-date basis, both net interest income and margin were down slightly from the prior year due to the relatively flat yield curve.
"We are pleased with the generally stable net interest income and margin for two straight quarters considering the challenges of the current interest rate environment," added Sloane. "The relatively flat yield curve limits our ability, like many banks, to improve net interest income and puts downward pressure on net interest margin. We are fortunate to be less reliant upon net interest income than most banks our size due to our sizable fee income. However, we remain focused on generating meaningful loan growth each quarter as a means of increasing net interest income and enhancing our margin."
Third quarter 2013 non-interest income was 4% higher than the linked quarter, due mostly to increased deposit account service charges. The higher deposit account service charges were primarily attributable to additional overdraft fees during the quarter. Compared to the prior year, non-interest income was up 12% for the third quarter and 7% through nine months of 2013. Much of this growth was the result of increased insurance and investment income due to acquisitions completed in the second half of 2012 and first half of 2013. Peoples' insurance income also benefited from industry-wide increases in premiums for insurance policies. Year-over-year, insurance income was up 38% for the quarter and 21% on a year-to-date basis, while trust and investment income increased by 12% and 16%, respectively. These increases were partially offset by lower mortgage banking income due to fewer loans being sold in the secondary market.
Total non-interest expenses were $17.3 million for the third quarter of 2013, higher than recent quarters but in line with Peoples' previous guidance. Key drivers of the linked quarter increase were $264,000 of pension settlement charges associated with lump sum distributions and $182,000 of acquisition-related expenses. These additional expenses caused the efficiency ratio to be outside Peoples' target range of 68% to 70%. The pension settlement charges also accounted for the majority of the increase in Peoples' salary and employee benefit costs, while the acquisition-related expenses consisted primarily of fees for legal and other professional services. In comparison, Peoples did not incur any pension settlement charges in the third quarter of 2012, while acquisition-related expenses totaled $337,000. Peoples also has incurred additional expenses throughout 2013 due to various strategic investments to grow revenue over the past year. These actions included acquisitions in each business line, adding new talent and the branch remodeling project. These initiatives also have led to an increase in the number of full-time equivalent employees from 501 a year ago, to 539 at September 30, 2013.
"Generating positive operating leverage in 2013 continues to be challenging," said Sulerzyski. "While we are experiencing double-digit increases in our insurance and investment revenues in 2013, there has been pressure on other

2



revenue sources, primarily net interest income. In addition, the modest increase in long-term interest rates during the quarter had a dual impact on overall revenue growth. The higher rates resulted in more stable net interest income but caused a significant decrease in mortgage banking activity. On the expense side, we remained disciplined with operating costs and have been effective in managing the overall increase in total non-interest expense."
At September 30, 2013, period-end loan balances were $1.06 billion, $26.9 million higher than the prior quarter-end amount and up 7% compared to year-end 2012. As a result of this growth, third quarter 2013 average loan balances were up 13% on an annualized basis versus the linked quarter and up 8% year-over-year. The key driver of the linked quarter increase was higher residential mortgage loan balances, including lines of credit, which grew $13.4 million, or at an 18% annualized rate. Peoples also experienced another consecutive quarter of solid growth in non-mortgage consumer loans, with period-end balances up $8.8 million or 29% on an annualized basis. Total group loan balances were impacted by some larger payoffs but finished the quarter $2.1 million higher than the prior quarter-end. Peoples also made further progress on improving the overall quality of the commercial portfolio through a change in mix. Over the last twelve months, commercial real estate loan balances have decreased 4% while commercial and industrial loan balances grew 12%.
“For the second consecutive quarter, we grew loan balances at a double-digit annualized pace due largely to increased production in each segment of the portfolio,” said Sulerzyski. "The strong growth in residential mortgages was somewhat unexpected as we had expected a greater customer preference for 30-year fixed-rate loans, which we sell on the secondary market. Growth in other consumer loans was in line with our expectations, while commercial loan growth was limited by unexpected payoffs. Still, we are on pace to achieve our 2013 goal of 8% to 10% growth."
At September 30, 2013, total nonperforming assets were $11.3 million, down slightly from the prior quarter-end and 28% lower than December 31, 2012. As a result, nonperforming assets were 1.06% of total loans plus other real estate owned ("OREO") at quarter-end versus 1.18% at June 30, 2013 and 1.58% at year-end 2012. The linked quarter decreases occurred as a reduction in nonaccrual loans was partially offset by higher balances of loans 90 or more days past due at quarter-end. Total criticized loans, which are those classified as watch, substandard or doubtful, maintained their declining trend during quarter primarily as a result of paydowns on nonaccrual commercial loans. For the quarter, Peoples reduced criticized loans by 7%, while criticized loan balances were 32% lower than year-end 2012.
"Our continued focus on asset quality and credit discipline led to a further reduction in problem loans during the third quarter," said Sloane. "We also saw recoveries exceed charge-offs for the third consecutive quarter. In contrast, the amount of loans at least 90 days past due was up at quarter-end, although we consider this situation to be temporary as the majority of these balances are expected to be brought current prior to year-end."
Through nine months of 2013, total gross recoveries have exceeded charge-offs by $3.4 million. The combination of net recoveries and continued improvement in asset quality in 2013 led Peoples to decrease the allowance for loan losses to $16.9 million, or 1.60% of total loans, at September 30, 2013. The ratio of the allowance for loan losses to total loans was 1.66% at June 30, 2013, 1.81% at year-end 2012 and 1.88% at September 30, 2012. In contrast, Peoples' allowance for loan losses as a percentage of nonperforming loans was 151.8% versus 141.1% at June 30, 2013 and 119.8% at year-end 2012.
At September 30, 2013, Peoples' retail deposit balances were virtually unchanged from the prior quarter-end as higher non-interest-bearing balances were nearly offset by a decline in interest-bearing balances. The increase in non-interest-bearing deposit balances was primarily the result of a single commercial customer maintaining a higher than normal balance on September 30, 2013. Absent this increase, total non-interest-bearing balances were consistent with the prior quarter-end, with average balances of $325.1 million for the third quarter of 2013. Non-interest-bearing deposits also continued to comprise over 20% of Peoples' total deposits. Within Peoples' interest-bearing deposits, key drivers of the linked quarter decline were lower money market account and certificate of deposit ("CD") balances. Peoples continued to experience a further reduction in money market balances associated with its trust customers. The decline in CD balances was the result of management's ongoing funding strategy which emphasizes growing low-cost core deposits and reducing higher-costing funds. Total borrowed funds have increased during 2013 as Peoples has utilized short-term borrowings to fund a portion of the loan growth.
Peoples' effective tax rate was 63.5% for the third quarter of 2013 and 42.5% on a year-to-date basis. Both of these rates include the entire impact of the $2.2 million tax liability related to the BOLI surrender. As a result of this additional expense, Peoples' effective tax rates were significantly higher than recent periods. Management expects Peoples' effective tax rate to approximate 32% for the fourth quarter of 2013 and 40% for the full year.
"Overall, we continued to make good progress with several of our 2013 strategic goals during the third quarter," summarized Sulerzyski. "Our most notable accomplishments included meaningful loan growth and the Ohio Commerce Bank acquisition. In addition, we remain focused on growing our core revenue stream, improving overall operating efficiency and generating favorable long-term returns for our shareholders."

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Peoples Bancorp Inc. is a diversified financial services holding company with $2.0 billion in total assets, 50 locations and 47 ATMs in Ohio, West Virginia and Kentucky. Peoples makes available a complete line of banking, investment, insurance and trust solutions through its subsidiaries - Peoples Bank, National Association and Peoples Insurance Agency, LLC. Peoples' common shares are traded on the NASDAQ Global Select Market® under the symbol “PEBO”, and Peoples is a member of the Russell 3000 index of U.S. publicly-traded companies. Learn more about Peoples at www.peoplesbancorp.com.

Conference Call to Discuss Earnings:
Peoples will conduct a facilitated conference call to discuss third quarter 2013 results of operations today at 11:00 a.m., Eastern Daylight Saving Time, with members of Peoples' executive management participating. Analysts, media and individual investors are invited to participate in the conference call by calling (800) 860-2442. A simultaneous webcast of the conference call audio will be available online via the “Investor Relations” section of Peoples' website, www.peoplesbancorp.com. Participants are encouraged to call or sign in at least 15 minutes prior to the scheduled conference call time to ensure participation and, if required, to download and install the necessary software. A replay of the call will be available on Peoples' website in the “Investor Relations” section for one year.

Use of Non-GAAP Financial Measures
This news release contains financial information and performance measures determined by methods other than in accordance with accounting principles generally accepted in the United States of America ("GAAP"). Management uses these "non-GAAP" measures in its analysis of Peoples' performance and the efficiency of its operations. Management believes that these non-GAAP measures provide a greater understanding of ongoing operations and enhance comparability of results with prior periods and peers. These disclosures should not be viewed as substitutes for financial measures determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies. Below is a listing of the types of non-GAAP measures used in this news release:
Tangible assets and tangible equity measures are non-GAAP since they exclude the impact of intangible assets acquired through acquisitions on both total stockholders’ equity and total assets and the related amortization from earnings.
Pre-provision net revenue is defined as net interest income plus non-interest income minus non-interest expense. This measure is non-GAAP since it excludes the provision for loan losses and all gains and/or losses included in earnings.
A reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures is included at the end of this news release under the caption of "Non-GAAP Financial Measures".

Safe Harbor Statement:
Certain statements made in this news release regarding Peoples' financial condition, results of operations, plans, objectives, future performance and business, are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements are identified by the fact they are not historical facts and include words such as “anticipate”, “could”, “may”, “feel”, “expect”, “believe”, “plan”, and similar expressions.
These forward-looking statements reflect management's current expectations based on all information available to management and its knowledge of Peoples' business and operations. Additionally, Peoples' financial condition, results of operations, plans, objectives, future performance and business are subject to risks and uncertainties that may cause actual results to differ materially. These factors include, but are not limited to: (1) the success, impact, and timing of Peoples' business strategies, including the successful integration of the recently completed Ohio Commerce Bank acquisition and the insurance business acquisitions completed in the first half of 2013, the expansion of consumer lending activity and rebranding efforts; (2) competitive pressures among financial institutions or from non-financial institutions may increase significantly, including product and pricing pressures and Peoples' ability to attract, develop and retain qualified professionals; (3) changes in the interest rate environment due to economic conditions and/or the fiscal policies of the U.S. government and Federal Reserve Board, which may adversely impact interest margins; (4) changes in prepayment speeds, loan originations and charge-offs, which may be less favorable than expected and adversely impact the amount of interest income generated; (5) adverse changes in the economic conditions and/or activities, including impacts from the implementation of the Budget Control Act of 2011 and the American Taxpayer Relief Act of 2012, as well as continuing economic uncertainty in the U.S., the European Union, and other areas, which could decrease sales volumes and increase loan delinquencies and defaults; (6) legislative or regulatory changes or actions, including in particular the Dodd-Frank

4



Wall Street Reform and Consumer Protection Act of 2010 and the regulations promulgated and to be promulgated thereunder, which may subject Peoples, its subsidiaries or one or more acquired companies to a variety of new and more stringent legal and regulatory requirements which adversely affect their respective businesses; (7) deterioration in the credit quality of Peoples' loan portfolio, which may adversely impact the provision for loan losses; (8) changes in accounting standards, policies, estimates or procedures which may adversely affect Peoples' reported financial condition or results of operations; (9) adverse changes in the conditions and trends in the financial markets, including political developments, which may adversely affect the fair value of securities within Peoples' investment portfolio and interest rate sensitivity of Peoples' consolidated balance sheet; (10) Peoples' ability to receive dividends from its subsidiaries; (11) Peoples' ability to maintain required capital levels and adequate sources of funding and liquidity; (12) the impact of larger or similar sized financial institutions encountering problems, which may adversely affect the banking industry and/or Peoples' business generation and retention, funding and liquidity; (13) the costs and effects of regulatory and legal developments, including the outcome of potential regulatory or other governmental inquiries and legal proceedings and results of regulatory examinations; (14) Peoples' ability to secure confidential information through the use of computer systems and telecommunications networks, including those of our third-party vendors and other service providers, may prove inadequate, which could adversely affect customer confidence in Peoples and/or result in Peoples incurring a financial loss; (15) the overall adequacy of our risk management program; and (16) other risk factors relating to the banking industry or Peoples as detailed from time to time in Peoples' reports filed with the Securities and Exchange Commission (“SEC”), including those risk factors included in the disclosures under the heading “ITEM 1A. RISK FACTORS” of Peoples' Annual Report on Form 10-K for the fiscal year ended December 31, 2012.
Peoples encourages readers of this news release to understand forward-looking statements are strategic objectives rather than absolute targets of future performance. Peoples undertakes no obligation to update these forward-looking statements to reflect events or circumstances after the date of this news release or to reflect the occurrence of unanticipated events, except as required by applicable legal requirements. Copies of documents filed with the SEC are available free of charge at the SEC's website at http://www.sec.gov and/or from Peoples' website.
As required by U.S. GAAP, Peoples is required to evaluate the impact of subsequent events through the issuance date of its September 30, 2013 consolidated financial statements as part of its Quarterly Report on Form 10-Q to be filed with the SEC. Accordingly, subsequent events could occur that may cause Peoples to update its critical accounting estimates and to revise its financial information from that which is contained in this news release.


5



PER COMMON SHARE DATA AND SELECTED RATIOS
 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
June 30,
 
September 30,
 
September 30,
 
2013
 
2013
 
2012
 
2013
 
2012
PER SHARE:
 
 
 
 
 
 
 
 
 
Earnings per share:
 
 
 
 
 
 
 
 
 
   Basic
$
0.24

 
$
0.46

 
$
0.45

 
$
1.17

 
$
1.56

   Diluted
0.23

 
0.46

 
0.45

 
1.16

 
1.56

Cash dividends declared per share
0.14

 
0.14

 
0.11

 
0.40

 
0.33

Book value per share
20.97

 
20.71

 
20.77

 
20.97

 
20.77

Tangible book value per share (a)
14.23

 
13.94

 
14.28

 
14.23

 
14.28

Closing stock price at end of period
$
20.88

 
$
21.08

 
$
22.89

 
$
20.88

 
$
22.89

 
 
 
 
 
 
 
 
 
 
SELECTED RATIOS:
 
 
 
 
 
 
 
 
 
Return on average equity (b)
4.61
%
 
8.74
%
 
8.86
%
 
7.52
%
 
10.41
%
Return on average assets (b)
0.53
%
 
1.03
%
 
1.04
%
 
0.87
%
 
1.21
%
Efficiency ratio (c)
72.47
%
 
71.71
%
 
70.06
%
 
71.94
%
 
68.36
%
Pre-provision net revenue to average assets (b)(d)
1.26
%
 
1.25
%
 
1.34
%
 
1.25
%
 
1.47
%
Net interest margin (b)(e)
3.26
%
 
3.15
%
 
3.30
%
 
3.18
%
 
3.38
%
Dividend payout ratio
60.11
%
 
30.73
%
 
24.36
%
 
34.67
%
 
21.33
%
 
 
 
 
 
 
 
 
 
 
(a)
This amount represents a non-GAAP financial measure since it excludes the balance sheet impact of intangible assets acquired through acquisitions on stockholders' equity. Additional information regarding the calculation of this ratio is included at the end of this news release.
(b)
Ratios are presented on an annualized basis.
(c)
Non-interest expense (less intangible amortization) as a percentage of fully tax-equivalent net interest income plus non-interest income (less securities and asset disposal gains/losses).
(d)
This amount represents a non-GAAP financial measure since it excludes the recovery of or provision for loan losses and net gains or losses on securities transactions, debt extinguishment, loans held-for-sale and other real estate owned, and other assets. This measure is a key metric used by federal bank regulatory agencies in their evaluation of capital adequacy for financial institutions. Additional information regarding the calculation of this ratio is included at the end of this news release.
(e)
Information presented on a fully tax-equivalent basis.


6



CONSOLIDATED STATEMENTS OF INCOME
 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
June 30,
 
September 30,
 
September 30,
(in $000’s)
2013
 
2013
 
2012
 
2013
 
2012
Interest income
$
16,509

 
$
16,111

 
$
16,942

 
$
48,686

 
$
51,895

Interest expense
2,833

 
2,956

 
3,621

 
8,880

 
11,530

Net interest income
13,676

 
13,155

 
13,321

 
39,806

 
40,365

Recovery of loan losses

(919
)
 
(1,462
)
 
(956
)
 
(3,446
)
 
(4,213
)
Net interest income after recovery of loan losses
14,595

 
14,617

 
14,277

 
43,252

 
44,578

 
 
 
 
 
 
 
 
 
 
Net (loss) gain on securities transactions
(1
)
 
26

 
112

 
443

 
3,275

Loss on debt extinguishment

 

 

 

 
(3,111
)
Net gain on loans held-for-sale and other real estate owned
10

 
81

 

 
86

 
8

Net loss on other assets
(29
)
 
(87
)
 
(161
)
 
(116
)
 
(163
)
 
 
 
 
 
 
 
 
 
 
Non-interest income:
 
 
 
 
 
 
 
 
 
Insurance income
3,261

 
3,220

 
2,367

 
9,359

 
7,756

Deposit account service charges
2,377

 
2,045

 
2,261

 
6,479

 
6,728

Trust and investment income
1,751

 
1,772

 
1,565

 
5,225

 
4,510

Electronic banking income
1,547

 
1,561

 
1,484

 
4,527

 
4,436

Mortgage banking income
360

 
365

 
638

 
1,443

 
1,869

Other non-interest income
290

 
253

 
257

 
841

 
853

  Total non-interest income
9,586

 
9,216

 
8,572

 
27,874

 
26,152

 
 
 
 
 
 
 
 
 
 
Non-interest expense:
 
 
 
 
 
 
 
 
 
Salaries and employee benefits costs
9,358

 
8,934

 
8,051

 
27,009

 
24,711

Net occupancy and equipment
1,637

 
1,626

 
1,423

 
5,121

 
4,358

Professional fees
1,188

 
1,002

 
1,172

 
3,084

 
3,189

Electronic banking expense
920

 
885

 
887

 
2,645

 
2,451

Marketing expense
547

 
562

 
534

 
1,559

 
1,490

Data processing and software
530

 
488

 
470

 
1,479

 
1,442

Franchise taxes
412

 
413

 
415

 
1,238

 
1,241

Communication expense
342

 
361

 
294

 
1,006

 
930

FDIC insurance
224

 
250

 
257

 
754

 
789

Foreclosed real estate and other loan expenses
243

 
223

 
263

 
683

 
739

Amortization of intangible assets
180

 
164

 
134

 
533

 
350

Other non-interest expense
1,682

 
1,514

 
1,766

 
4,759

 
4,678

  Total non-interest expense
17,263

 
16,422

 
15,666

 
49,870

 
46,368

  Income before income taxes
6,898

 
7,431

 
7,134

 
21,669

 
24,371

Income tax expense
4,381

 
2,510

 
2,310

 
9,209

 
7,860

    Net income
$
2,517

 
$
4,921

 
$
4,824

 
$
12,460

 
$
16,511

 
 
 
 
 
 
 
 
 
 
PER SHARE DATA:
 
 
 
 
 
 
 
 
 
Earnings per share – Basic
$
0.24

 
$
0.46

 
$
0.45

 
$
1.17

 
$
1.56

Earnings per share – Diluted
$
0.23

 
$
0.46

 
$
0.45

 
$
1.16

 
$
1.56

Cash dividends declared per share
$
0.14

 
$
0.14

 
$
0.11

 
$
0.40

 
$
0.33

 
 
 
 
 
 
 
 
 
 
Weighted-average shares outstanding – Basic
10,589,126

 
10,576,643

 
10,530,800

 
10,574,130

 
10,522,874

Weighted-average shares outstanding – Diluted
10,692,555

 
10,597,033

 
10,530,876

 
10,664,999

 
10,522,905

Actual shares outstanding (end of period)
10,596,797

 
10,583,161

 
10,534,445

 
10,596,797

 
10,534,445


7



CONSOLIDATED BALANCE SHEETS
 
September 30,
 
December 31,
(in $000’s)
2013
 
2012
 
 
 
 
Assets
 
 
 
Cash and cash equivalents:
 
 
 
  Cash and due from banks
$
41,348

 
$
47,256

  Interest-bearing deposits in other banks
9,312

 
15,286

    Total cash and cash equivalents
50,660

 
62,542

 
 
 
 
Available-for-sale investment securities, at fair value (amortized cost of
 
 
 
  $623,024 at September 30, 2013 and $628,584 at December 31, 2012)
616,036

 
639,185

Held-to-maturity investment securities, at amortized cost (fair value of
 
 
 
  $48,629 at September 30, 2013 and $47,124 at December 31, 2012)
49,758

 
45,275

Other investment securities, at cost
24,679

 
24,625

    Total investment securities
690,473

 
709,085

 
 
 
 
Loans, net of deferred fees and costs
1,057,165

 
985,172

Allowance for loan losses
(16,902
)
 
(17,811
)
    Net loans
1,040,263

 
967,361

 
 
 
 
Loans held-for-sale
3,179

 
6,546

Bank premises and equipment, net of accumulated depreciation
28,990

 
27,013

Bank owned life insurance
1,865

 
51,229

Goodwill
65,786

 
64,881

Other intangible assets
5,631

 
3,644

Other assets
32,858

 
25,749

    Total assets
$
1,919,705

 
$
1,918,050

 
 
 
 
Liabilities
 
 
 
Deposits:
 
 
 
Non-interest-bearing deposits
$
356,767

 
$
317,071

Interest-bearing deposits
1,081,099

 
1,175,232

    Total deposits
1,437,866

 
1,492,303

 
 
 
 
Short-term borrowings
106,843

 
47,769

Long-term borrowings
124,146

 
128,823

Accrued expenses and other liabilities
28,603

 
27,427

    Total liabilities
1,697,458

 
1,696,322

 
 
 
 
Stockholders' Equity
 
 
 
Preferred stock, no par value (50,000 shares authorized, no shares issued
 
 
 
  at September 30, 2013 and December 31, 2012)

 

Common stock, no par value (24,000,000 shares authorized, 11,197,041 shares
 
 
 
   issued at September 30, 2013 and 11,155,648 shares issued at
 
 
 
   December 31, 2012), including shares in treasury
168,457

 
167,039

Retained earnings
77,298

 
69,158

Accumulated comprehensive (loss) income, net of deferred income taxes
(8,545
)
 
654

Treasury stock, at cost (600,244 shares at September 30, 2013 and
 
 
 
   607,688 shares at December 31, 2012)
(14,963
)
 
(15,123
)
    Total stockholders' equity
222,247

 
221,728

    Total liabilities and stockholders' equity
$
1,919,705

 
$
1,918,050

 
 
 
 

8



SELECTED FINANCIAL INFORMATION
 
September 30,
June 30,
March 31,
December 31,
September 30,
(in $000’s, end of period)
2013
2013
2013
2012
2012
Loan Portfolio
 
 
 
 
 
Commercial real estate, construction
$
39,969

$
30,770

$
24,108

$
34,265

$
50,804

Commercial real estate, other
374,953

389,281

381,331

378,073

379,561

Commercial and industrial
192,238

184,981

174,982

180,131

172,068

Residential real estate
262,602

252,282

237,193

233,841

233,501

Home equity lines of credit
55,341

52,212

50,555

51,053

51,137

Consumer
127,785

119,029

108,353

101,246

100,116

Deposit account overdrafts
4,277

1,674

3,996

6,563

1,580

    Total loans
$
1,057,165

$
1,030,229

$
980,518

$
985,172

$
988,767

 
 
 
 
 
 
Deposit Balances
 
 
 
 
 
Interest-bearing deposits:
 
 
 
 
 
  Retail certificates of deposit
$
334,910

$
349,511

$
353,894

$
392,313

$
413,837

  Money market deposit accounts
224,400

238,554

288,538

288,404

251,735

  Governmental deposit accounts
151,910

146,817

167,441

130,630

157,802

  Savings accounts
196,293

199,503

200,549

183,499

172,715

  Interest-bearing demand accounts
123,966

125,875

124,969

124,787

112,854

    Total retail interest-bearing deposits
1,031,479

1,060,260

1,135,391

1,119,633

1,108,943

  Brokered certificates of deposits
49,620

50,393

52,648

55,599

55,168

    Total interest-bearing deposits
1,081,099

1,110,653

1,188,039

1,175,232

1,164,111

Non-interest-bearing deposits
356,767

325,125

340,887

317,071

288,376

    Total deposits
$
1,437,866

$
1,435,778

$
1,528,926

$
1,492,303

$
1,452,487

 
 
 
 
 
 
Asset Quality
 
 
 
 
 
Nonperforming assets:
 
 
 
 
 
  Loans 90+ days past due and accruing
$
2,597

$
1,520

$
1,215

$
1,235

$
882

  Nonaccrual loans
8,537

10,607

11,803

13,638

15,481

    Total nonperforming loans
11,134

12,127

13,018

14,873

16,363

  Other real estate owned
120

120

815

836

1,173

Total nonperforming assets
$
11,254

$
12,247

$
13,833

$
15,709

$
17,536

 
 
 
 
 
 
Allowance for loan losses as a percent of
 
 
 
 
 
    nonperforming loans
151.79
%
141.11
%
133.96
%
119.75
%
113.71
%
Nonperforming loans as a percent of total loans
1.05
%
1.17
%
1.32
%
1.50
%
1.63
%
Nonperforming assets as a percent of total assets
0.59
%
0.64
%
0.71
%
0.82
%
0.94
%
Nonperforming assets as a percent of total loans
 
 
 
 
 
   and other real estate owned
1.06
%
1.18
%
1.41
%
1.58
%
1.75
%
Allowance for loan losses as a percent of total loans
1.60
%
1.66
%
1.78
%
1.81
%
1.88
%
 
 
 
 
 
 
Capital Information(a)
 
 
 
 
 
Tier 1 common ratio
14.09
%
14.17
%
14.69
%
14.06
%
13.86
%
Tier 1 risk-based capital ratio
14.09
%
14.17
%
14.69
%
14.06
%
15.85
%
Total risk-based capital ratio (Tier 1 and Tier 2)
15.46
%
15.54
%
16.05
%
15.43
%
17.16
%
Leverage ratio
9.14
%
9.04
%
8.90
%
8.83
%
10.13
%
Tier 1 common capital
$
168,254

$
166,576

$
164,329

$
160,604

$
157,520

Tier 1 capital
168,254

166,576

164,329

160,604

180,147

Total capital (Tier 1 and Tier 2)
184,550

182,706

179,569

176,224

195,083

Total risk-weighted assets
$
1,194,016

$
1,175,647

$
1,118,644

$
1,141,938

$
1,136,532

Tangible equity to tangible assets (b)
8.16
%
8.07
%
8.35
%
8.28
%
8.37
%
(a) September 30, 2013 data based on preliminary analysis and subject to revision.
(b) These ratios represent non-GAAP financial measures since they exclude the balance sheet impact of intangible assets acquired through acquisitions on both total stockholders' equity and total assets. Additional information regarding the calculation of these ratios is included at the end of this news release.

9




(RECOVERY OF) PROVISION FOR LOAN LOSSES INFORMATION
 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
June 30,
 
September 30,
 
September 30,
(in $000’s)
2013
 
2013
 
2012
 
2013
 
2012
(Recovery of) Provision for Loan Losses
 
 
 
 
 
 
 
 
 
Provision for checking account overdrafts
$
131

 
$
138

 
$
144

 
$
254

 
$
212

Recovery of other loan losses
(1,050
)
 
(1,600
)
 
(1,100
)
 
(3,700
)
 
(4,425
)
  Total recovery of loan losses
$
(919
)
 
$
(1,462
)
 
$
(956
)
 
$
(3,446
)
 
$
(4,213
)
 
 
 
 
 
 
 
 
 
 
Net (Recoveries) Charge-Offs
 
 
 
 
 
 
 
 
 
Gross charge-offs
$
1,013

 
$
616

 
$
858

 
$
2,620

 
$
4,941

Recoveries
1,721

 
1,752

 
496

 
5,157

 
4,044

  Net (recoveries) charge-offs
$
(708
)
 
$
(1,136
)
 
$
362

 
$
(2,537
)
 
$
897

 
 
 
 
 
 
 
 
 
 
Net (Recoveries) Charge-Offs by Type
 
 
 
 
 
 
 
 
 
Commercial real estate, construction
$

 
$

 
$

 
$

 
$

Commercial real estate, other
(1,308
)
 
(1,215
)
 
139

 
(3,331
)
 
574

Commercial and industrial
(7
)
 
7

 
(143
)
 
(17
)
 
(258
)
Residential real estate
179

 
(57
)
 
253

 
140

 
282

Home equity lines of credit
153

 
(5
)
 
8

 
142

 
71

Consumer
176

 
53

 
(24
)
 
284

 
(31
)
Deposit account overdrafts
99

 
81

 
129

 
245

 
259

  Total net (recoveries) charge-offs
$
(708
)
 
$
(1,136
)
 
$
362

 
$
(2,537
)
 
$
897

As a percent of average gross loans (annualized)
(0.26
)%
 
(0.45
)%
 
0.15
%
 
(0.33
)%
 
0.13
%





SUPPLEMENTAL INFORMATION
 
September 30,
 
June 30,
 
March 31,
 
December 31,
 
September 30,
(in $000’s, end of period)
2013
 
2013
 
2013
 
2012
 
2012
 
 
 
 
 
 
 
 
 
 
Trust assets under management
$
994,683

 
$
939,292

 
$
927,675

 
$
888,134

 
$
874,293

Brokerage assets under management
449,196

 
433,651

 
433,217

 
404,320

 
398,875

Mortgage loans serviced for others
$
339,557

 
$
338,854

 
$
343,769

 
$
330,721

 
$
307,052

Employees (full-time equivalent)
539

 
545

 
517

 
494

 
501

 
 
 
 
 
 
 
 
 
 







10



CONSOLIDATED AVERAGE BALANCE SHEETS AND NET INTEREST INCOME
 
Three Months Ended
 
September 30, 2013
 
June 30, 2013
 
September 30, 2012
(in $000’s)
Balance
Income/
Expense
Yield/ Cost
 
Balance
Income/
Expense
Yield/ Cost
 
Balance
Income/
Expense
Yield/ Cost
Assets
 
 
 
 
 
 
 
 
 
 
 
Short-term investments
$
5,914

$
21

1.41
%
 
$
11,399

$
25

0.88
%
 
$
10,150

$
5

0.20
%
Investment securities (a)(b)
684,268

4,795

2.80
%
 
708,622

4,809

2.71
%
 
691,304

5,270

3.05
%
Gross loans (a)
1,041,901

12,000

4.59
%
 
1,009,515

11,576

4.61
%
 
966,758

11,942

4.92
%
Allowance for loan losses
(17,670
)
 
 
 
(17,866
)
 
 
 
(19,981
)
 
 
Total earning assets
1,714,413

16,816

3.91
%
 
1,711,670

16,410

3.85
%
 
1,648,231

17,217

4.17
%
 
 
 
 
 
 
 
 
 
 
 
 
Intangible assets
71,517

 
 
 
71,081

 
 
 
65,912

 
 
Other assets
105,802

 
 
 
128,237

 
 
 
133,448

 
 
Total assets
$
1,891,732

 
 
 
$
1,910,988

 
 
 
$
1,847,591

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities and Equity
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing deposits:
 
 
 
 
 
 
 
 
 
 
 
Savings accounts
$
199,592

$
27

0.05
%
 
$
199,065

$
27

0.05
%
 
$
164,771

$
24

0.06
%
Government deposit accounts
153,085

142

0.37
%
 
147,824

168

0.46
%
 
162,773

247

0.61
%
Interest-bearing demand accounts
124,093

25

0.08
%
 
124,199

25

0.08
%
 
114,030

23

0.08
%
Money market deposit accounts
226,453

86

0.15
%
 
266,602

93

0.14
%
 
244,857

96

0.16
%
Brokered certificates of deposits
49,810

464

3.70
%
 
51,952

468

3.61
%
 
55,158

491

3.54
%
Retail certificates of deposit
343,549

930

1.07
%
 
350,141

1,017

1.17
%
 
407,254

1,290

1.26
%
Total interest-bearing deposits
1,096,582

1,674

0.61
%
 
1,139,783

1,798

0.63
%
 
1,148,843

2,171

0.75
%
 
 
 
 
 
 
 
 
 
 
 
 
Short-term borrowings
101,099

29

0.11
%
 
68,802

22

0.13
%
 
47,772

19

0.16
%
Long-term borrowings
125,398

1,131

3.58
%
 
126,927

1,136

3.58
%
 
128,970

1,431

4.37
%
Total borrowed funds
226,497

1,160

2.03
%
 
195,729

1,158

2.36
%
 
176,742

1,450

3.23
%
Total interest-bearing liabilities
1,323,079

2,834

0.85
%
 
1,335,512

2,956

0.89
%
 
1,325,585

3,621

1.08
%
 
 
 
 
 
 
 
 
 
 
 
 
Non-interest-bearing deposits
325,129

 
 
 
326,020

 
 
 
280,223

 
 
Other liabilities
26,795

 
 
 
23,568

 
 
 
25,066

 
 
Total liabilities
1,675,003

 
 
 
1,685,100

 
 
 
1,630,874

 
 
Stockholders’ equity
216,729

 
 
 
225,888

 
 
 
216,717

 
 
Total liabilities and equity
$
1,891,732

 
 
 
$
1,910,988

 
 
 
$
1,847,591

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net interest income/spread (a)
 
$
13,982

3.06
%
 
 
$
13,454

2.96
%
 
 
$
13,596

3.09
%
Net interest margin (a)
 
 
3.26
%
 
 
 
3.15
%
 
 
 
3.30
%
 
 
 
 
 
 
 
 
 
 
 
 
(a) Information presented on a fully tax-equivalent basis.
(b) Average balances are based on carrying value.















11








 
Nine Months Ended
 
September 30, 2013
 
September 30, 2012
(in $000’s)
Balance
Income/
Expense
Yield/ Cost
 
Balance
Income/
Expense
Yield/ Cost
Assets
 
 
 
 
 
 
 
Short-term investments
$
18,682

$
65

0.47
%
 
$
8,594

$
13

0.21
%
Investment securities (a)(b)
699,396

14,445

2.75
%
 
683,942

16,878

3.29
%
Gross loans (a)
1,012,366

35,070

4.64
%
 
957,563

35,802

4.99
%
Allowance for loan losses
(18,102
)
 
 
 
(22,013
)
 
 
Total earning assets
1,712,342

49,580

3.87
%
 
1,628,086

52,693

4.32
%
 
 
 
 
 
 
 
 
Intangible assets
70,868

 
 
 
65,028

 
 
Other assets
122,371

 
 
 
132,718

 
 
Total assets
$
1,905,581

 
 
 
$
1,825,832

 
 
 
 
 
 
 
 
 
 
Liabilities and Equity
 
 
 
 
 
 
 
Interest-bearing deposits:
 
 
 
 
 
 
 
Savings accounts
$
196,508

$
78

0.05
%
 
$
156,634

$
67

0.06
%
Government deposit accounts
148,901

512

0.46
%
 
154,106

736

0.64
%
Interest-bearing demand accounts
125,009

75

0.08
%
 
111,337

94

0.11
%
Money market deposit accounts
260,180

275

0.14
%
 
252,041

332

0.18
%
Brokered certificates of deposits
51,949

1,408

3.62
%
 
56,809

1,505

3.54
%
Retail certificates of deposit
358,307

3,062

1.14
%
 
405,045

4,273

1.41
%
Total interest-bearing deposits
1,140,854

5,410

0.63
%
 
1,135,972

7,007

0.82
%
 
 
 
 
 
 
 
 
Short-term borrowings
68,204

65

0.13
%
 
52,467

57

0.14
%
Long-term borrowings
126,904

3,406

3.58
%
 
137,044

4,466

4.31
%
Total borrowed funds
195,108

3,471

2.37
%
 
189,511

4,523

3.16
%
Total interest-bearing liabilities
1,335,962

8,881

0.89
%
 
1,325,483

11,530

1.16
%
 
 
 
 
 
 
 
 
Non-interest-bearing deposits
323,733

 
 
 
265,728

 
 
Other liabilities
24,447

 
 
 
22,670

 
 
Total liabilities
1,684,142

 
 
 
1,613,881

 
 
Stockholders’ equity
221,439

 
 
 
211,951

 
 
Total liabilities and equity
$
1,905,581

 
 
 
$
1,825,832

 
 
 
 
 
 
 
 
 
 
Net interest income/spread (a)
 
$
40,699

2.98
%
 
 
$
41,163

3.16
%
Net interest margin (a)
 
 
3.18
%
 
 
 
3.38
%
 
 
 
 
 
 
 
 
(a) Information presented on a fully tax-equivalent basis.
(b) Average balances are based on carrying value.










12



NON-GAAP FINANCIAL MEASURES
The following non-GAAP financial measures used by Peoples provide information useful to investors in understanding Peoples' operating performance and trends, and facilitate comparisons with the performance of Peoples' peers. The following tables summarize the non-GAAP financial measures derived from amounts reported in Peoples' consolidated financial statements:
 
At or For the Three Months Ended
 
September 30,
 
June 30,
 
March 31,
 
December 31,
 
September 30,
(in $000’s)
2013
 
2013
 
2013
 
2012
 
2012
 
 
 
 
 
 
 
 
 
 
Tangible Equity:
 
 
 
 
 
 
 
 
 
Total stockholders' equity, as reported
$
222,247

 
$
219,147

 
$
226,079

 
$
221,728

 
$
218,835

Less: goodwill and other intangible assets
71,417

 
71,608

 
69,977

 
68,525

 
68,422

Tangible equity
$
150,830

 
$
147,539

 
$
156,102

 
$
153,203

 
$
150,413

 
 
 
 
 
 
 
 
 
 
Tangible Assets:
 
 
 
 
 
 
 
 
 
Total assets, as reported
$
1,919,705

 
$
1,899,841

 
$
1,938,722

 
$
1,918,050

 
$
1,866,510

Less: goodwill and other intangible assets
71,417

 
71,608

 
69,977

 
68,525

 
68,422

Tangible assets
$
1,848,288

 
$
1,828,233

 
$
1,868,745

 
$
1,849,525

 
$
1,798,088

 
 
 
 
 
 
 
 
 
 
Tangible Book Value per Share:
 
 
 
 
 
 
 
 
 
Tangible equity
$
150,830

 
$
147,539

 
$
156,102

 
$
153,203

 
$
150,413

Common shares outstanding
10,596,797

 
10,583,161

 
10,568,147

 
10,547,960

 
10,534,445

 
 
 
 
 
 
 
 
 
 
Tangible book value per common share
$
14.23

 
$
13.94

 
$
14.77

 
$
14.52

 
$
14.28

 
 
 
 
 
 
 
 
 
 
Tangible Equity to Tangible Assets Ratio:
 
 
 
 
Tangible equity
$
150,830

 
$
147,539

 
$
156,102

 
$
153,203

 
$
150,413

Tangible assets
$
1,848,288

 
$
1,828,233

 
$
1,868,745

 
$
1,849,525

 
$
1,798,088

 
 
 
 
 
 
 
 
 
 
Tangible equity to tangible assets
8.16
%
 
8.07
%
 
8.35
%
 
8.28
%
 
8.37
%

 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
June 30,
 
September 30,
 
September 30,
(in $000’s)
2013
 
2013
 
2012
 
2013
 
2012
 
 
 
 
 
 
 
 
 
 
Pre-Provision Net Revenue:
 
 
 
 
 
 
 
 
 
Income before income taxes
$
6,898

 
$
7,431

 
$
7,134

 
$
21,669

 
$
24,371

Add: provision for loan losses

 

 

 

 

Add: loss on debt extinguishment

 

 

 

 
3,111

Add: loss on loans held-for-sale and OREO

 

 

 
5

 

Add: net loss on securities transactions
1

 

 

 
1

 

Add: loss on other assets
29

 
89

 
174

 
118

 
176

Less: recovery of loan losses
919

 
1,462

 
956

 
3,446

 
4,213

Less: gain on loans held-for-sale and OREO
10

 
81

 

 
91

 
8

Less: net gain on securities transactions

 
26

 
112

 
444

 
3,275

Less: gain on other assets

 
2

 
13

 
2

 
13

Pre-provision net revenue
$
5,999

 
$
5,949

 
$
6,227

 
$
17,810

 
$
20,149

 
 
 
 
 
 
 
 
 
 
Pre-provision net revenue
$
5,999

 
$
5,949

 
$
6,227

 
$
17,810

13,928

$
20,149

Total average assets
1,891,732

 
1,910,988

 
1,847,591

 
1,905,581

 
1,825,832

 
 
 
 
 
 
 
 
 
 
Pre-provision net revenue to total average assets (annualized)
1.26
%
 
1.25
%
 
1.34
%
 
1.25
%
 
1.47
%
 
 
 
 
 
 
 
 
 
 


END OF RELEASE

13