Delaware
|
001-13695
|
16-1213679
|
(State or other jurisdiction of incorporation)
|
(Commission File Number)
|
(I.R.S. Employer Identification No.)
|
5790 Widewaters Parkway, DeWitt, New York
|
13214-1883
|
|
(Address of principal executive offices)
|
(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))
|
Exhibit No. | Description | |
99 | Press Release, dated January 20, 2016 |
Date: January 21, 2016
|
/s/ Mark Tryniski
|
Mark E. Tryniski, President, Chief Executive Officer and Director
|
|
Date: January 21, 2016
|
/s/ Scott Kingsley
|
|
Scott Kingsley, Executive Vice President and Chief Financial Officer
|
|
News Release
For further information, please contact:
|
5790 Widewaters Parkway, DeWitt, N.Y. 13214
|
Scott A. Kingsley, EVP & Chief Financial Officer
Office: (315) 445-3121
|
- Completed the acquisition of Oneida Financial Corp. | ||
- Dividend increased for the 23rd consecutive year | ||
- Full year organic loan growth of 4% | ||
- Full year operating EPS improves to $2.30 per share |
Summary of Financial Data
|
||||
(Dollars in thousands, except per share data)
|
||||
Quarter Ended
|
Year-to-Date
|
|||
December 31, 2015
|
December 31, 2014
|
December 31, 2015
|
December 31, 2014
|
|
Earnings
|
||||
Loan income
|
$49,321
|
$46,878
|
$187,743
|
$185,527
|
Investment income
|
18,683
|
17,707
|
71,879
|
70,693
|
Total interest income
|
68,004
|
64,585
|
259,622
|
256,220
|
Interest expense
|
3,015
|
2,829
|
11,202
|
11,792
|
Net interest income
|
64,989
|
61,756
|
248,420
|
244,428
|
Provision for loan losses
|
3,327
|
2,531
|
6,447
|
7,178
|
Net interest income after provision for loan losses
|
61,662
|
59,225
|
241,973
|
237,250
|
Deposit service fees
|
13,605
|
13,496
|
52,747
|
52,756
|
Revenues from mortgage banking and other banking services
|
1,061
|
1,149
|
4,960
|
5,814
|
Wealth management and insurance services
|
6,825
|
4,341
|
20,208
|
17,870
|
Employee benefit services
|
11,661
|
10,942
|
45,388
|
42,580
|
Gain(loss) on sale of investments
|
(4)
|
0
|
(4)
|
0
|
Total noninterest income
|
33,148
|
29,928
|
123,299
|
119,020
|
Salaries and employee benefits
|
33,138
|
30,987
|
126,356
|
123,077
|
Occupancy and equipment
|
6,702
|
6,724
|
27,593
|
27,948
|
Amortization of intangible assets
|
1,021
|
994
|
3,663
|
4,287
|
Litigation settlement
|
0
|
0
|
0
|
2,800
|
Acquisition expenses
|
5,720
|
0
|
7,038
|
123
|
Other
|
18,408
|
17,979
|
68,414
|
68,345
|
Total operating expenses
|
64,989
|
56,684
|
233,064
|
226,580
|
Income before income taxes
|
29,821
|
32,469
|
132,208
|
129,690
|
Income taxes
|
9,759
|
9,336
|
40,987
|
38,337
|
Net income
|
20,062
|
23,133
|
91,221
|
91,353
|
Basic earnings per share
|
$0.48
|
$0.57
|
$2.21
|
$2.24
|
Diluted earnings per share
|
$0.47
|
$0.56
|
$2.19
|
$2.22
|
Summary of Financial Data
|
|||||
(Dollars in thousands, except per share data)
|
|||||
2015
|
2014
|
||||
4th Qtr
|
3rd Qtr
|
2nd Qtr
|
1st Qtr
|
4th Qtr
|
|
Earnings
|
|||||
Loan income
|
$49,321
|
$47,040
|
$45,791
|
$45,591
|
$46,878
|
Investment income
|
18,683
|
18,244
|
18,089
|
16,863
|
17,707
|
Total interest income
|
68,004
|
65,284
|
63,880
|
62,454
|
64,585
|
Interest expense
|
3,015
|
2,921
|
2,652
|
2,614
|
2,829
|
Net interest income
|
64,989
|
62,363
|
61,228
|
59,840
|
61,756
|
Provision for loan losses
|
3,327
|
1,906
|
591
|
623
|
2,531
|
Net interest income after provision for loan losses
|
61,662
|
60,457
|
60,637
|
59,217
|
59,225
|
Deposit service fees
|
13,605
|
13,459
|
13,213
|
12,470
|
13,496
|
Revenues from mortgage banking and other banking services
|
1,061
|
2,045
|
799
|
1,055
|
1,149
|
Wealth management and insurance services
|
6,825
|
4,552
|
4,385
|
4,446
|
4,341
|
Employee benefit services
|
11,661
|
11,330
|
11,322
|
11,075
|
10,942
|
Gain(loss) on sale of investments
|
(4)
|
0
|
0
|
0
|
0
|
Total noninterest income
|
33,148
|
31,386
|
29,719
|
29,046
|
29,928
|
Salaries and employee benefits
|
33,138
|
31,179
|
31,010
|
31,029
|
30,987
|
Occupancy and equipment
|
6,702
|
6,652
|
6,844
|
7,395
|
6,724
|
Amortization of intangible assets
|
1,021
|
843
|
880
|
919
|
994
|
Acquisition expenses
|
5,720
|
562
|
361
|
395
|
0
|
Other
|
18,408
|
16,843
|
16,953
|
16,210
|
17,979
|
Total operating expenses
|
64,989
|
56,079
|
56,048
|
55,948
|
56,684
|
Income before income taxes
|
29,821
|
35,764
|
34,308
|
32,315
|
32,469
|
Income taxes
|
9,759
|
10,742
|
10,468
|
10,018
|
9,336
|
Net income
|
20,062
|
25,022
|
23,840
|
22,297
|
23,133
|
Basic earnings per share
|
$0.48
|
$0.61
|
$0.58
|
$0.55
|
$0.57
|
Diluted earnings per share
|
$0.47
|
$0.60
|
$0.58
|
$0.54
|
$0.56
|
Profitability
|
|||||
Return on assets
|
0.98%
|
1.25%
|
1.25%
|
1.21%
|
1.22%
|
Return on equity
|
7.41%
|
9.77%
|
9.44%
|
8.97%
|
9.35%
|
Return on tangible equity(3)
|
10.98%
|
14.82%
|
14.40%
|
13.74%
|
14.57%
|
Noninterest income/operating income (FTE) (1)
|
32.8%
|
32.4%
|
31.6%
|
31.6%
|
31.3%
|
Efficiency ratio (2)
|
57.6%
|
56.4%
|
58.3%
|
59.4%
|
58.3%
|
Components of Net Interest Margin (FTE)
|
|||||
Loan yield
|
4.43%
|
4.40%
|
4.40%
|
4.45%
|
4.43%
|
Cash equivalents yield
|
0.25%
|
0.22%
|
0.28%
|
0.20%
|
0.19%
|
Investment yield
|
2.98%
|
2.94%
|
3.15%
|
3.22%
|
3.43%
|
Earning asset yield
|
3.86%
|
3.81%
|
3.92%
|
3.99%
|
4.06%
|
Interest-bearing deposit rate
|
0.14%
|
0.14%
|
0.15%
|
0.16%
|
0.16%
|
Borrowing rate
|
0.83%
|
0.72%
|
0.84%
|
1.01%
|
0.88%
|
Cost of all interest-bearing funds
|
0.22%
|
0.21%
|
0.20%
|
0.21%
|
0.22%
|
Cost of funds (includes DDA)
|
0.17%
|
0.17%
|
0.16%
|
0.17%
|
0.18%
|
Net interest margin (FTE)
|
3.70%
|
3.65%
|
3.76%
|
3.83%
|
3.89%
|
Fully tax-equivalent adjustment
|
$3,041
|
$3,162
|
$3,115
|
$3,085
|
$3,804
|
Summary of Financial Data
|
|||||
(Dollars in thousands, except per share data)
|
|||||
2015
|
2014 | ||||
4th Qtr
|
3rd Qtr
|
2nd Qtr
|
1st Qtr
|
4th Qtr
|
|
Average Balances
|
|||||
Loans
|
$4,459,575
|
$4,287,062
|
$4,211,962
|
$4,190,823
|
$4,223,653
|
Cash equivalents
|
12,448
|
12,395
|
11,325
|
18,080
|
11,260
|
Taxable investment securities
|
2,214,690
|
2,187,818
|
2,031,234
|
1,845,295
|
1,830,375
|
Nontaxable investment securities
|
614,891
|
635,627
|
607,585
|
611,330
|
622,365
|
Total interest-earning assets
|
7,301,604
|
7,122,902
|
6,862,106
|
6,665,528
|
6,687,653
|
Total assets
|
8,161,843
|
7,919,966
|
7,678,719
|
7,489,179
|
7,495,814
|
Interest-bearing deposits
|
4,943,210
|
4,739,513
|
4,777,195
|
4,704,003
|
4,689,788
|
Borrowings
|
607,771
|
675,958
|
438,931
|
327,791
|
406,610
|
Total interest-bearing liabilities
|
5,550,981
|
5,415,471
|
5,216,126
|
5,031,794
|
5,096,398
|
Noninterest-bearing deposits
|
1,405,416
|
1,363,022
|
1,321,738
|
1,319,499
|
1,293,760
|
Shareholders' equity
|
1,074,243
|
1,016,448
|
1,012,470
|
1,008,394
|
981,737
|
Balance Sheet Data
|
|||||
Cash and cash equivalents
|
$153,210
|
$156,836
|
$143,047
|
$150,533
|
$138,396
|
Investment securities
|
2,847,939
|
2,917,263
|
2,868,050
|
2,656,424
|
2,512,974
|
Loans:
|
|||||
Consumer mortgage
|
1,769,754
|
1,621,862
|
1,608,064
|
1,605,019
|
1,613,384
|
Business lending
|
1,497,271
|
1,288,772
|
1,295,889
|
1,239,529
|
1,262,484
|
Consumer indirect
|
935,760
|
872,988
|
837,449
|
804,300
|
833,968
|
Home equity
|
403,514
|
345,446
|
340,578
|
338,979
|
342,342
|
Consumer direct
|
195,076
|
184,479
|
181,623
|
176,084
|
184,028
|
Total loans
|
4,801,375
|
4,313,547
|
4,263,603
|
4,163,911
|
4,236,206
|
Allowance for loan losses
|
45,401
|
45,588
|
45,282
|
45,005
|
45,341
|
Intangible assets, net
|
484,146
|
384,525
|
385,515
|
386,054
|
386,973
|
Other assets
|
311,400
|
270,583
|
293,838
|
264,122
|
260,232
|
Total assets
|
8,552,669
|
7,997,166
|
7,908,771
|
7,576,039
|
7,489,440
|
Deposits:
|
|||||
Noninterest-bearing
|
1,499,616
|
1,357,554
|
1,337,101
|
1,316,621
|
1,324,661
|
Non-maturity interest-bearing
|
4,569,310
|
4,081,796
|
4,020,192
|
4,055,976
|
3,837,603
|
Time
|
804,548
|
708,760
|
729,527
|
753,950
|
773,000
|
Total deposits
|
6,873,474
|
6,148,110
|
6,086,820
|
6,126,547
|
5,935,264
|
Borrowings
|
301,300
|
558,100
|
566,200
|
195,700
|
338,000
|
Subordinated debt held by unconsolidated subsidiary trusts
|
102,146
|
102,140
|
102,134
|
102,128
|
102,122
|
Accrued interest and other liabilities
|
135,102
|
143,790
|
153,278
|
138,262
|
126,150
|
Total liabilities
|
7,412,022
|
6,952,140
|
6,908,432
|
6,562,637
|
6,501,536
|
Shareholders' equity
|
1,140,647
|
1,045,026
|
1,000,339
|
1,013,402
|
987,904
|
Total liabilities and shareholders' equity
|
8,552,669
|
7,997,166
|
7,908,771
|
7,576,039
|
7,489,440
|
Capital
|
|||||
Tier 1 leverage ratio
|
10.32%
|
10.09%
|
10.20%
|
10.23%
|
9.96%
|
Tangible equity/net tangible assets (3)
|
8.59%
|
9.14%
|
8.63%
|
9.19%
|
8.92%
|
Diluted weighted average common shares O/S
|
42,373
|
41,470
|
41,265
|
41,247
|
41,248
|
Period end common shares outstanding
|
43,775
|
41,019
|
40,877
|
40,724
|
40,748
|
Cash dividends declared per common share
|
$0.31
|
$0.31
|
$0.30
|
$0.30
|
$0.30
|
Book value
|
$26.06
|
$25.48
|
$24.47
|
$24.88
|
$24.24
|
Tangible book value(3)
|
$15.90
|
$17.05
|
$15.96
|
$16.31
|
$15.63
|
Common stock price (end of period)
|
$39.94
|
$37.17
|
$37.77
|
$35.39
|
$38.13
|
Summary of Financial Data
|
|||||
(Dollars in thousands, except per share data)
|
|||||
2015
|
2014
|
||||
4th Qtr
|
3rd Qtr
|
2nd Qtr
|
1st Qtr
|
4th Qtr
|
|
Asset Quality
|
|||||
Nonaccrual loans
|
$21,727
|
$23,133
|
$21,440
|
$20,984
|
$20,731
|
Accruing loans 90+ days delinquent
|
2,196
|
2,075
|
1,558
|
1,699
|
3,106
|
Total nonperforming loans
|
23,923
|
25,208
|
22,998
|
22,683
|
23,837
|
Other real estate owned (OREO)
|
2,088
|
2,531
|
2,324
|
1,767
|
1,855
|
Total nonperforming assets
|
26,011
|
27,739
|
25,322
|
24,450
|
25,692
|
Net charge-offs
|
3,515
|
1,600
|
314
|
959
|
2,462
|
Allowance for loan losses/loans outstanding
|
0.95%
|
1.06%
|
1.06%
|
1.08%
|
1.07%
|
Nonperforming loans/loans outstanding
|
0.50%
|
0.58%
|
0.54%
|
0.54%
|
0.56%
|
Allowance for loan losses/nonperforming loans
|
190%
|
181%
|
197%
|
198%
|
190%
|
Net charge-offs/average loans
|
0.31%
|
0.15%
|
0.03%
|
0.09%
|
0.23%
|
Delinquent loans/ending loans
|
1.16%
|
1.19%
|
1.09%
|
1.19%
|
1.46%
|
Loan loss provision/net charge-offs
|
95%
|
119%
|
188%
|
65%
|
103%
|
Nonperforming assets/total assets
|
0.30%
|
0.35%
|
0.32%
|
0.32%
|
0.34%
|
Asset Quality (excluding loans acquired since 1/1/09)
|
|||||
Nonaccrual loans
|
$18,804
|
$20,504
|
$18,558
|
$18,278
|
$17,676
|
Accruing loans 90+ days delinquent
|
1,802
|
1,876
|
1,463
|
1,325
|
2,828
|
Total nonperforming loans
|
20,606
|
22,380
|
20,021
|
19,603
|
20,504
|
Other real estate owned (OREO)
|
1,546
|
1,720
|
1,518
|
1,357
|
1,469
|
Total nonperforming assets
|
22,152
|
24,100
|
21,539
|
20,960
|
21,973
|
Net charge-offs |
3,420
|
1,473 | 425 | 877 | 2,098 |
Allowance for loan losses/loans outstanding
|
1.05%
|
1.10%
|
1.11%
|
1.14%
|
1.14%
|
Nonperforming loans/loans outstanding
|
0.49%
|
0.55%
|
0.50%
|
0.50%
|
0.52%
|
Allowance for loan losses/nonperforming loans
|
212%
|
201%
|
223%
|
226%
|
221%
|
Net charge-offs/average loans
|
0.34%
|
0.14%
|
0.04%
|
0.09%
|
0.21%
|
Delinquent loans/ending loans
|
1.19%
|
1.14%
|
1.04%
|
1.11%
|
1.39%
|
Loan loss provision/net charge-offs
|
62%
|
127%
|
191%
|
61%
|
125%
|
Nonperforming assets/total assets
|
0.28%
|
0.31%
|
0.28%
|
0.29%
|
0.30%
|
(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 $39.7 million at 12/31/15) generated from tax deductible goodwill.
|
|||||
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