(Exact name of registrant as specified in its charter)
|
Delaware
|
001-13695
|
16-1213679
|
(State or other jurisdiction of incorporation)
|
(Commission File Number)
|
(I.R.S. Employer Identification No.)
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5790 Widewaters Parkway, DeWitt, New York
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13214-1883
|
|
(Address of principal executive offices)
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(Zip Code)
|
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:
|
||
o
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
o
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
o
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
o
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Date: July 21, 2014
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/s/ Mark Tryniski
|
Mark E. Tryniski, President, Chief Executive Officer and Director
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|
Date: July 21, 2014
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/s/ Scott Kingsley
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|
Scott Kingsley, Executive Vice President and Chief Financial Officer
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Exhibit 99
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|
News Release
|
5790 Widewaters Parkway, DeWitt, N.Y. 13214 | For further information, please contact: |
- 10% Earnings per share improvement year-over-year | ||
- Achieved record levels of noninterest income generation | ||
- Quarterly dividend increased for the 22nd consecutive year |
Summary of Financial Data
|
||||
(Dollars in thousands, expect per share data)
|
||||
Quarter Ended
|
Year-to-Date
|
|||
June 30,
|
June 30,
|
June 30,
|
June 30,
|
|
Earnings
|
2014
|
2013
|
2014
|
2013
|
Loan income
|
$46,073
|
$46,412
|
$91,766
|
$93,530
|
Investment income
|
18,036
|
17,728
|
35,582
|
38,535
|
Total interest income
|
64,109
|
64,140
|
127,348
|
132,065
|
Interest expense
|
2,938
|
5,708
|
6,069
|
15,208
|
Net interest income
|
61,171
|
58,432
|
121,279
|
116,857
|
Provision for loan losses
|
1,900
|
1,321
|
2,900
|
2,714
|
Net interest income after provision for loan losses
|
59,271
|
57,111
|
118,379
|
114,143
|
Deposit service fees
|
13,172
|
12,345
|
25,427
|
23,940
|
Mortgage banking revenues
|
345
|
341
|
629
|
512
|
Other banking services
|
1,263
|
679
|
2,169
|
1,546
|
Wealth management services
|
4,438
|
4,045
|
8,912
|
7,743
|
Employee benefit services
|
10,448
|
9,397
|
20,883
|
19,167
|
Gain on sales of investment securities
|
0
|
16,008
|
0
|
63,799
|
Loss on debt extinguishments
|
0
|
(15,717)
|
0
|
(63,500)
|
Total noninterest income
|
29,666
|
27,098
|
58,020
|
53,207
|
Salaries and employee benefits
|
30,409
|
30,286
|
61,149
|
60,769
|
Occupancy and equipment
|
6,917
|
6,750
|
14,608
|
13,815
|
Amortization of intangible assets
|
1,101
|
1,140
|
2,242
|
2,319
|
Acquisition expenses
|
0
|
0
|
123
|
5
|
Other
|
16,738
|
16,200
|
32,964
|
32,020
|
Total operating expenses
|
55,165
|
54,376
|
111,086
|
108,928
|
Income before income taxes
|
33,772
|
29,833
|
65,313
|
58,422
|
Income taxes
|
10,095
|
8,711
|
19,463
|
17,059
|
Net income
|
$23,677
|
$21,122
|
$45,850
|
$41,363
|
Basic earnings per share
|
$0.58
|
$0.53
|
$1.13
|
$1.03
|
Diluted earnings per share
|
$0.57
|
$0.52
|
$1.11
|
$1.02
|
Summary of Financial Data
|
|||||
(Dollars in thousands, except per share data)
|
|||||
2014
|
2013
|
||||
2nd Qtr
|
1st Qtr
|
4th Qtr
|
3rd Qtr
|
2nd Qtr
|
|
Earnings
|
|||||
Loan income
|
$46,073
|
$45,693
|
$47,061
|
$47,606
|
$46,412
|
Investment income
|
18,036
|
17,546
|
18,901
|
18,526
|
17,728
|
Total interest income
|
64,109
|
63,239
|
65,962
|
66,132
|
64,140
|
Interest expense
|
2,938
|
3,131
|
5,326
|
5,531
|
5,708
|
Net interest income
|
61,171
|
60,108
|
60,636
|
60,601
|
58,432
|
Provision for loan losses
|
1,900
|
1,000
|
3,185
|
2,093
|
1,321
|
Net interest income after provision for loan losses
|
59,271
|
59,108
|
57,451
|
58,508
|
57,111
|
Deposit service fees
|
13,172
|
12,255
|
12,714
|
12,703
|
12,345
|
Mortgage banking revenues
|
345
|
284
|
562
|
599
|
341
|
Other banking services
|
1,263
|
906
|
954
|
1,072
|
679
|
Wealth management services
|
4,438
|
4,474
|
3,984
|
3,823
|
4,045
|
Employee benefit services
|
10,448
|
10,435
|
10,032
|
9,397
|
9,397
|
Gain on sales of investment securities
|
0
|
0
|
16,969
|
0
|
16,008
|
Loss on debt extinguishments
|
0
|
0
|
(23,836)
|
0
|
(15,717)
|
Total noninterest income
|
29,666
|
28,354
|
21,379
|
27,594
|
27,098
|
Salaries and employee benefits
|
30,409
|
30,740
|
30,412
|
30,448
|
30,286
|
Occupancy and equipment
|
6,917
|
7,691
|
6,782
|
6,448
|
6,750
|
Amortization of intangible assets
|
1,101
|
1,141
|
1,061
|
1,089
|
1,140
|
Acquisition expenses
|
0
|
123
|
2,105
|
71
|
0
|
Other
|
16,738
|
16,226
|
16,923
|
16,988
|
16,200
|
Total operating expenses
|
55,165
|
55,921
|
57,283
|
55,044
|
54,376
|
Income before income taxes
|
33,772
|
31,541
|
21,547
|
31,058
|
29,833
|
Income taxes
|
10,095
|
9,368
|
6,070
|
9,069
|
8,711
|
Net income
|
23,677
|
22,173
|
15,477
|
21,989
|
21,122
|
Basic earnings per share
|
$0.58
|
$0.55
|
$0.38
|
$0.55
|
$0.53
|
Diluted earnings per share
|
$0.57
|
$0.54
|
$0.38
|
$0.54
|
$0.52
|
Profitability
|
|||||
Return on assets
|
1.28%
|
1.23%
|
0.84%
|
1.22%
|
1.21%
|
Return on equity
|
10.13%
|
9.92%
|
7.04%
|
10.26%
|
9.70%
|
Return on tangible equity(3)
|
16.34%
|
16.37%
|
11.78%
|
17.57%
|
16.38%
|
Noninterest income/operating income (FTE) (1)
|
31.3%
|
30.7%
|
30.5%
|
30.0%
|
30.2%
|
Efficiency ratio (2)
|
57.0%
|
59.2%
|
58.5%
|
58.6%
|
59.9%
|
Components of Net Interest Margin (FTE)
|
|||||
Loan yield
|
4.51%
|
4.55%
|
4.61%
|
4.76%
|
4.79%
|
Cash equivalents yield
|
0.23%
|
0.25%
|
0.22%
|
0.22%
|
0.26%
|
Investment yield
|
3.48%
|
3.46%
|
3.54%
|
3.52%
|
3.83%
|
Earning asset yield
|
4.12%
|
4.13%
|
4.20%
|
4.28%
|
4.35%
|
Interest-bearing deposit rate
|
0.17%
|
0.19%
|
0.21%
|
0.22%
|
0.24%
|
Borrowing rate
|
0.91%
|
0.90%
|
1.86%
|
2.02%
|
3.36%
|
Cost of all interest-bearing funds
|
0.23%
|
0.25%
|
0.41%
|
0.43%
|
0.46%
|
Cost of funds (includes DDA)
|
0.19%
|
0.20%
|
0.33%
|
0.35%
|
0.38%
|
Net interest margin (FTE)
|
3.94%
|
3.94%
|
3.88%
|
3.94%
|
3.98%
|
Fully tax-equivalent adjustment
|
$3,972
|
$3,834
|
$3,666
|
$3,728
|
$3,644
|
Summary of Financial Data
|
|||||
(Dollars in thousands, except per share data)
|
|||||
2014
|
2013
|
||||
2nd Qtr
|
1st Qtr
|
4th Qtr
|
3rd Qtr
|
2nd Qtr
|
|
Average Balances
|
|||||
Loans
|
$4,121,976
|
$4,099,827
|
$4,069,204
|
$3,985,755
|
$3,899,744
|
Cash equivalents
|
9,535
|
9,782
|
11,085
|
8,644
|
148,188
|
Taxable investment securities
|
1,839,488
|
1,833,296
|
1,861,206
|
1,833,355
|
1,565,756
|
Nontaxable investment securities
|
659,662
|
638,975
|
639,199
|
644,728
|
642,424
|
Total interest-earning assets
|
6,630,661
|
6,581,880
|
6,580,694
|
6,472,482
|
6,256,112
|
Total assets
|
7,407,151
|
7,333,082
|
7,278,167
|
7,154,796
|
7,003,823
|
Interest-bearing deposits
|
4,754,636
|
4,736,746
|
4,546,591
|
4,511,199
|
4,581,206
|
Borrowings
|
385,150
|
402,549
|
634,472
|
589,065
|
358,627
|
Total interest-bearing liabilities
|
5,139,786
|
5,139,295
|
5,181,063
|
5,100,264
|
4,939,833
|
Noninterest-bearing deposits
|
1,224,515
|
1,197,922
|
1,149,873
|
1,138,039
|
1,095,774
|
Shareholders' equity
|
937,532
|
906,787
|
872,567
|
850,238
|
873,108
|
Balance Sheet Data
|
|||||
Cash and cash equivalents
|
$161,903
|
$153,417
|
$149,647
|
$174,205
|
$148,573
|
Investment securities
|
2,534,419
|
2,506,221
|
2,218,725
|
2,518,574
|
2,366,512
|
Loans:
|
|||||
Business lending
|
1,247,129
|
1,246,070
|
1,260,364
|
1,214,796
|
1,225,671
|
Consumer mortgage
|
1,580,584
|
1,579,322
|
1,582,058
|
1,570,607
|
1,527,341
|
Consumer indirect
|
797,297
|
755,849
|
740,002
|
713,310
|
663,924
|
Home equity
|
339,345
|
340,760
|
346,520
|
348,246
|
347,335
|
Consumer direct
|
183,448
|
174,357
|
180,139
|
178,496
|
171,727
|
Total loans
|
4,147,803
|
4,096,358
|
4,109,083
|
4,025,455
|
3,935,998
|
Allowance for loan losses
|
44,615
|
44,197
|
44,319
|
44,083
|
43,473
|
Intangible assets, net
|
389,018
|
390,119
|
390,499
|
383,735
|
384,815
|
Other assets
|
272,815
|
295,310
|
272,229
|
244,131
|
228,291
|
Total assets
|
7,461,343
|
7,397,228
|
7,095,864
|
7,302,017
|
7,020,716
|
Deposits:
|
|||||
Noninterest-bearing
|
1,257,223
|
1,225,977
|
1,203,346
|
1,158,013
|
1,120,683
|
Non-maturity interest-bearing
|
3,872,262
|
3,928,230
|
3,766,145
|
3,630,684
|
3,608,829
|
Time
|
841,810
|
884,681
|
926,553
|
898,636
|
940,618
|
Total deposits
|
5,971,295
|
6,038,888
|
5,896,044
|
5,687,333
|
5,670,130
|
Borrowings
|
319,408
|
217,110
|
141,913
|
567,116
|
322,319
|
Subordinated debt held by unconsolidated subsidiary trusts
|
102,109
|
102,103
|
102,097
|
102,091
|
102,085
|
Accrued interest and other liabilities
|
113,516
|
120,991
|
79,998
|
79,798
|
76,151
|
Total liabilities
|
6,506,328
|
6,479,092
|
6,220,052
|
6,436,338
|
6,170,685
|
Shareholders' equity
|
955,015
|
918,136
|
875,812
|
865,679
|
850,031
|
Total liabilities and shareholders' equity
|
7,461,343
|
7,397,228
|
7,095,864
|
7,302,017
|
7,020,716
|
Capital
|
|||||
Tier 1 leverage ratio
|
9.64%
|
9.48%
|
9.29%
|
9.39%
|
9.43%
|
Tangible equity/net tangible assets (3)
|
8.44%
|
7.97%
|
7.68%
|
7.38%
|
7.43%
|
Diluted weighted average common shares O/S
|
41,269
|
41,152
|
41,061
|
40,850
|
40,558
|
Period end common shares outstanding
|
40,688
|
40,658
|
40,431
|
40,296
|
40,099
|
Cash dividends declared per common share
|
$0.28
|
$0.28
|
$0.28
|
$0.28
|
$0.27
|
Book value
|
$23.47
|
$22.58
|
$21.66
|
$21.48
|
$21.20
|
Tangible book value(3)
|
$14.74
|
$13.79
|
$12.80
|
$12.73
|
$12.35
|
Common stock price (end of period)
|
$36.20
|
$39.02
|
$39.68
|
$34.12
|
$30.85
|
Summary of Financial Data
|
|||||
(Dollars in thousands, except per share data)
|
|||||
2014
|
2013
|
||||
2nd Qtr
|
1st Qtr
|
4th Qtr
|
3rd Qtr
|
2nd Qtr
|
|
Asset Quality
|
|||||
Nonaccrual loans
|
$21,991
|
$21,669
|
$19,473
|
$21,713
|
$22,997
|
Accruing loans 90+ days delinquent
|
1,929
|
1,977
|
2,555
|
2,650
|
1,439
|
Total nonperforming loans
|
23,920
|
23,646
|
22,028
|
24,363
|
24,436
|
Other real estate owned (OREO)
|
4,281
|
4,914
|
5,060
|
5,218
|
5,066
|
Total nonperforming assets
|
28,201
|
28,560
|
27,088
|
29,581
|
29,502
|
Net charge-offs
|
1,482
|
1,122
|
2,949
|
1,483
|
761
|
Allowance for loan losses/loans outstanding
|
1.08%
|
1.08%
|
1.08%
|
1.10%
|
1.10%
|
Nonperforming loans/loans outstanding
|
0.58%
|
0.58%
|
0.54%
|
0.61%
|
0.62%
|
Allowance for loan losses/nonperforming loans
|
187%
|
187%
|
201%
|
181%
|
178%
|
Net charge-offs/average loans
|
0.14%
|
0.11%
|
0.29%
|
0.14%
|
0.08%
|
Delinquent loans/ending loans
|
1.24%
|
1.25%
|
1.49%
|
1.48%
|
1.50%
|
Loan loss provision/net charge-offs
|
128%
|
89%
|
108%
|
147%
|
173%
|
Nonperforming assets/total assets
|
0.38%
|
0.39%
|
0.38%
|
0.41%
|
0.42%
|
Asset Quality (excluding loans acquired since 1/1/09)
|
|||||
Nonaccrual loans
|
18,147
|
$17,755
|
$16,065
|
$17,365
|
$18,272
|
Accruing loans 90+ days delinquent
|
1,813
|
1,826
|
2,418
|
2,471
|
1,349
|
Total nonperforming loans
|
19,960
|
19,581
|
18,483
|
19,836
|
19,621
|
Other real estate owned (OREO)
|
2,303
|
2,645
|
2,832
|
2,767
|
2,963
|
Total nonperforming assets
|
22,263
|
22,226
|
21,315
|
22,603
|
22,584
|
Net charge-offs
|
1,204
|
1,086
|
1,956
|
1,583
|
604
|
Allowance for loan losses/loans outstanding
|
1.15%
|
1.15%
|
1.15%
|
1.16%
|
1.19%
|
Nonperforming loans/loans outstanding
|
0.52%
|
0.52%
|
0.49%
|
0.54%
|
0.55%
|
Allowance for loan losses/nonperforming loans
|
221%
|
222%
|
234%
|
215%
|
215%
|
Net charge-offs/average loans
|
0.13%
|
0.12%
|
0.21%
|
0.17%
|
0.07%
|
Delinquent loans/ending loans
|
1.19%
|
1.17%
|
1.44%
|
1.45%
|
1.44%
|
Loan loss provision/net charge-offs
|
155%
|
121%
|
130%
|
126%
|
210%
|
Nonperforming assets/total assets
|
0.31%
|
0.31%
|
0.32%
|
0.33%
|
0.34%
|
(1) Excludes gains and losses on sales of investment securities and debt prepayments.
|
|||||
(2) Excludes intangible amortization, acquisition expenses, litigation settlement charge, gains and losses on sales of investment securities and losses on debt extinguishments.
|
|||||
(3) Includes deferred tax liabilities (of approximately $33.8 million at 6/30/14) generated from tax deductible goodwill.
|
|||||
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