UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
July 21, 2014
CNB FINANCIAL CORPORATION
(Exact name of Registrant as specified in its Charter)
Pennsylvania | 000-13396 | 25-1450605 | ||
(State or other jurisdiction of incorporation) |
(Commission File No.) |
(IRS Employer Identification Number) |
1 South Second Street
PO Box 42
Clearfield, Pennsylvania 16830
(Address of principal executive offices)
Registrants telephone number, including area code: (814) 765-9621
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:
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02. | Results of Operations and Financial Condition |
On July 21, 2014, CNB Financial Corporation (NASDAQ: CCNE), the parent company of CNB Bank, issued a press release describing its results of operations for the fiscal quarter ended June 30, 2014. That press release is attached hereto as Exhibit 99.1.
Item 9.01. | Financial Statements and Exhibits |
(a) Not applicable.
(d) Not applicable.
(d) Not applicable.
(d) Exhibits.
Exhibit |
Description | |
99.1 | Press release of CNB Financial Corporation dated July 21, 2014 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
CNB Financial Corporation | ||||||
Date: July 22, 2014 | By: | /s/ Brian W. Wingard | ||||
Brian W. Wingard | ||||||
Treasurer |
Exhibit Index
Exhibit |
Description | |
99.1 | Press release of CNB Financial Corporation dated July 21, 2014 |
Exhibit 99.1
News Release
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![]() |
Contact: | Brian W. Wingard | ||
Treasurer | ||||
(814) 765-9621 | ||||
FOR IMMEDIATE RELEASE |
CNB FINANCIAL CORPORATION REPORTS SECOND QUARTER EARNINGS FOR 2014
Clearfield, Pennsylvania July 21, 2014
CNB Financial Corporation (CNB) (NASDAQ: CCNE), the parent company of CNB Bank, today announced its earnings for the second quarter of 2014. Highlights include the following:
| Net income of $5.6 million, or $0.39 per share, in the second quarter of 2014, compared to net income of $3.0 million, or $0.24 per share, in the second quarter of 2013. |
| Net income of $10.8 million, or $0.75 per share, for the six months ended June 30, 2014, compared to net income of $7.2 million, or $0.58 per share, for the six months ended June 30, 2013. |
| Annualized returns on average assets and equity of 1.01% and 12.28%, respectively, for the six months ended June 30, 2014. |
| Including loans acquired from FC Banc Corp. with an acquisition date fair value of approximately $248 million, loans of $1.31 billion at June 30, 2014 compared to loans of $983 million at June 30, 2013. |
| Including deposits acquired from FC Banc Corp. with an acquisition date fair value of approximately $332 million, deposits of $1.85 billion at June 30, 2014 compared to deposits of $1.55 billion at June 30, 2013. |
| Total non-performing assets of $13.4 million, or 0.62% of total assets, as of June 30, 2014, compared to $20.0 million, or 1.10% of total assets, as of June 30, 2013. |
Joseph B. Bower, Jr., President and CEO commented, Our second quarter earnings of $5.6 million is an 8.7% increase from the first quarter, and our year-to-date annualized return on average equity of 12.28% represents a strong return for our shareholders. We continue to expand our footprint in our markets. We have opened a new CNB loan production office in Blair County, PA and will open a full service office for FC Bank in Dublin, OH in August. We have begun construction on our fifth location in Erie County, PA for ERIEBANK. This expansion of our footprint should help us maintain our positive organic growth into 2015.
Net Interest Income and Margin
Net interest margin on a fully tax equivalent basis was 3.79% for the six months ended June 30, 2014, compared to 3.38% for the six months ended June 30, 2013. Net accretion included in loan interest income in the first six months of 2014 related to loans acquired in the fourth quarter of 2013 was $1.2 million, resulting in an increase in the net interest margin of 12 basis points. Changes in average earning assets, interest-bearing liabilities, and resulting interest income and expense from the first six months of 2013 to the first six months of 2014 are primarily a result of the acquisition of FC Banc Corp. in the fourth quarter of 2013.
Asset Quality
During the three and six months ended June 30, 2014, CNB recorded a provision for loan losses of $1.5 million and $2.5 million, as compared to a provision for loan losses of $3.1 million and $4.0 million for the three and six months ended June 30, 2013. Net chargeoffs during the three and six months ended June 30, 2014 were $767 thousand and $1.3 million, as compared to $1.5 million and $2.6 million for the three and six months ended June 30, 2013.
During the second quarter, CNB increased its reserve for one impaired commercial mortgage loan having a carrying value of $695 thousand that was previously modified in a troubled debt restructuring, resulting in an increase in the provision for loan losses of $484 thousand. In addition, a commercial mortgage loan with a carrying value of $1.9 million became impaired during the second quarter, resulting in an increase in the provision for loan losses of $307 thousand.
Non-Interest Income
Non-interest income was $3.5 million and $6.7 million for the three and six months ended June 30, 2014, compared to $3.8 million and $6.8 million for the three and six months ended June 30, 2013. Non-interest income as a percentage of average assets declined from 0.76% during the first six months of 2013 to 0.63% during the first six months of 2014, primarily due to a decrease in realized gains on available for sale securities of $124 thousand, a decrease in net unrealized gains on trading securities of $257 thousand, a decrease in mortgage banking income of $168 thousand, and a decrease in bank owned life insurance income of $598 thousand. During the quarter ended June 30, 2013, CNB recorded bank owned life insurance income of $576 thousand representing the excess of the face
value of certain policies over their cash surrender values resulting from the recognition of a death benefit. Wealth and asset management fees increased from $1.1 million during the six months ended June 30, 2013 to $1.4 million during the six months ended June 30, 2014 due to increases in assets under management resulting from CNBs strategic focus to grow its Wealth and Asset Management Division.
Non-Interest Expenses
Total non-interest expenses were $12.6 million and $25.9 million during the three and six months ended June 30, 2014, compared to $10.8 million and $20.5 million for the three and six months ended June 30, 2013. Non-interest expenses for the three and six months ended June 30, 2014 include amortization of a core deposit intangible asset of $301 thousand and $604 thousand associated with CNBs acquisition of FC Banc Corp. in the fourth quarter of 2013. Non-interest expenses for the three and six months ended June 30, 2013 include merger-related expenses of $828 thousand and $931 thousand.
Salaries and benefits expenses increased $2.7 million, or 26.1%, during the six months ended June 30, 2014 compared to the six months ended June 30, 2013, due to an increase in average full-time equivalent employees resulting primarily from the acquisition of FC Banc Corp., routine merit increases, and increases in certain employee benefit expenses, such as health insurance premiums, which continue to increase in line with market conditions. Net occupancy expenses increased $923 thousand, or 35.5% during the six months ended June 30, 2014 compared to the six months ended June 30, 2013, as a result of anticipated increases in repair, maintenance, and utility expenses, increases in depreciation expense for recently completed projects and asset purchases, and the addition of eight branch locations from the acquisition of FC Banc Corp. Other non-interest expenses increased $2.0 million, or 33.7%, during the six months ended June 30, 2014 compared to the six months ended June 30, 2013, primarily as a result of the acquisition of FC Banc Corp.
About CNB Financial Corporation
CNB Financial Corporation is a financial holding company with consolidated assets of approximately $2.2 billion that conducts business primarily through CNB Bank, CNBs principal subsidiary. CNB Bank is a full-service bank engaging in a full range of banking activities and services, including trust and wealth management services, for individual, business, governmental, and institutional customers. CNB Bank operations include a private banking division, a loan production office in Hollidaysburg, Pennsylvania, and 28 full-service offices in Pennsylvania, including ERIEBANK, a division of CNB Bank, as well as 8 full-service offices in central Ohio conducting business as FCBank, a division of CNB Bank. More information about CNB and CNB Bank may be found on the internet at www.bankcnb.com.
Forward-Looking Statements
This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to CNBs financial condition, liquidity, results of operations, future performance and business. These forward-looking statements are intended to be covered by the safe harbor for forward-looking statements provided by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are those that are not historical facts. Forward-looking statements include statements with respect to beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions that are subject to significant risks and uncertainties and are subject to change based on various factors (some of which are beyond CNBs control). Forward-looking statements often include the words believes, expects, anticipates, estimates, forecasts, intends, plans, targets, potentially, probably, projects, outlook or similar expressions or future conditional verbs such as may, will, should, would and could. CNBs actual results may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. For more information about factors that could cause actual results to differ from those discussed in the forward-looking statements, please refer to the Risk Factors and Managements Discussion and Analysis of Financial Condition and Results of Operations sections of and forward-looking statement disclaimers in CNBs annual and quarterly reports.
The forward-looking statements are based upon managements beliefs and assumptions and are made as of the date of this press release. CNB undertakes no obligation to publicly update or revise any forward-looking statements included in this press release or to update the reasons why actual results could differ from those contained in such statements, whether as a result of new information, future events or otherwise, except to the extent required by law. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this press release might not occur and you should not put undue reliance on any forward-looking statements.
Financial Tables
The following tables supplement the financial highlights described previously for CNB Financial Corporation.
(unaudited) | (unaudited) | |||||||||||||||||||||||
Three Months Ended | Six Months Ended | |||||||||||||||||||||||
June 30, | June 30, | |||||||||||||||||||||||
(Dollars in thousands, except share and per share data) | ||||||||||||||||||||||||
2014 | 2013 | % change |
2014 | 2013 | % change |
|||||||||||||||||||
Income Statement |
||||||||||||||||||||||||
Interest income |
$ | 21,418 | $ | 16,758 | 27.8 | % | $ | 42,855 | $ | 33,462 | 28.1 | % | ||||||||||||
Interest expense |
2,975 | 2,932 | 1.5 | % | 6,132 | 6,185 | 0.9 | % | ||||||||||||||||
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Net interest income |
18,443 | 13,826 | 33.4 | % | 36,723 | 27,277 | 34.6 | % | ||||||||||||||||
Provision for loan losses |
1,501 | 3,115 | 51.8 | % | 2,520 | 4,045 | 37.7 | % | ||||||||||||||||
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Net interest income after provision for loan losses |
16,942 | 10,711 | 58.2 | % | 34,203 | 23,232 | 47.2 | % | ||||||||||||||||
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Non-interest income |
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Wealth and asset management fees |
753 | 538 | 40.0 | % | 1,425 | 1,112 | 28.1 | % | ||||||||||||||||
Service charges on deposit accounts |
1,145 | 1,019 | 12.4 | % | 2,186 | 1,961 | 11.5 | % | ||||||||||||||||
Other service charges and fees |
670 | 524 | 27.9 | % | 1,238 | 954 | 29.8 | % | ||||||||||||||||
Net realized gains on available-for-sale securities |
138 | 252 | 45.2 | % | 204 | 328 | 37.8 | % | ||||||||||||||||
Net realized and unrealized gains on trading securities |
99 | 28 | 253.6 | % | 74 | 331 | 77.6 | % | ||||||||||||||||
Mortgage banking |
183 | 271 | 32.5 | % | 358 | 526 | 31.9 | % | ||||||||||||||||
Bank owned life insurance |
239 | 815 | 70.7 | % | 479 | 1,077 | 55.5 | % | ||||||||||||||||
Other |
287 | 324 | 11.4 | % | 755 | 553 | 36.5 | % | ||||||||||||||||
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Total non-interest income |
3,514 | 3,771 | 6.8 | % | 6,719 | 6,842 | 1.8 | % | ||||||||||||||||
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Non-interest expenses |
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Salaries and benefits |
6,443 | 5,332 | 20.8 | % | 13,278 | 10,529 | 26.1 | % | ||||||||||||||||
Net occupancy expense of premises |
1,760 | 1,281 | 37.4 | % | 3,521 | 2,598 | 35.5 | % | ||||||||||||||||
FDIC insurance premiums |
344 | 319 | 7.8 | % | 684 | 598 | 14.4 | % | ||||||||||||||||
Merger costs |
| 828 | NA | | 931 | NA | ||||||||||||||||||
Intangible amortization |
301 | | NA | 604 | | NA | ||||||||||||||||||
Other |
3,760 | 3,033 | 24.0 | % | 7,782 | 5,819 | 33.7 | % | ||||||||||||||||
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Total non-interest expenses |
12,608 | 10,793 | 16.8 | % | 25,869 | 20,475 | 26.3 | % | ||||||||||||||||
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Income before income taxes |
7,848 | 3,689 | 112.7 | % | 15,053 | 9,599 | 56.8 | % | ||||||||||||||||
Income tax expense |
2,231 | 738 | 202.3 | % | 4,270 | 2,351 | 81.6 | % | ||||||||||||||||
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Net income |
$ | 5,617 | $ | 2,951 | 90.3 | % | $ | 10,783 | $ | 7,248 | 48.8 | % | ||||||||||||
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Average diluted shares outstanding |
14,391,053 | 12,453,608 | 14,392,668 | 12,449,403 | ||||||||||||||||||||
Diluted earnings per share |
$ | 0.39 | $ | 0.24 | 62.5 | % | $ | 0.75 | $ | 0.58 | 29.3 | % | ||||||||||||
Cash dividends per share |
$ | 0.165 | $ | 0.165 | 0.0 | % | $ | 0.33 | $ | 0.33 | 0.0 | % | ||||||||||||
Payout ratio |
42 | % | 69 | % | 44 | % | 57 | % | ||||||||||||||||
Average Balances |
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Loans, net of unearned income |
$ | 1,304,937 | $ | 965,456 | $ | 1,298,461 | $ | 949,004 | ||||||||||||||||
Total earning assets |
2,014,229 | 1,735,613 | 2,001,968 | 1,712,256 | ||||||||||||||||||||
Total assets |
2,153,843 | 1,823,596 | 2,140,034 | 1,806,535 | ||||||||||||||||||||
Total deposits |
1,838,799 | 1,537,747 | 1,828,567 | 1,529,125 | ||||||||||||||||||||
Shareholders equity |
178,633 | 142,596 | 175,624 | 144,391 | ||||||||||||||||||||
Performance Ratios (quarterly information annualized) |
||||||||||||||||||||||||
Return on average assets |
1.04 | % | 0.65 | % | 1.01 | % | 0.80 | % | ||||||||||||||||
Return on average equity |
12.58 | % | 8.28 | % | 12.28 | % | 10.04 | % | ||||||||||||||||
Net interest margin (FTE) |
3.79 | % | 3.35 | % | 3.79 | % | 3.38 | % | ||||||||||||||||
Loan Charge-Offs |
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Net loan charge-offs |
$ | 767 | $ | 1,512 | $ | 1,348 | $ | 2,605 | ||||||||||||||||
Net loan charge-offs / average loans |
0.24 | % | 0.63 | % | 0.21 | % | 0.55 | % |
(unaudited) | (unaudited) | (unaudited) | ||||||||||||||||||||||
June 30, | March 31, | December 31, | June 30, | % change versus | ||||||||||||||||||||
2014 | 2014 | 2013 | 2013 | 3/31/14 | 6/30/13 | |||||||||||||||||||
(Dollars in thousands, except share and per share data) | ||||||||||||||||||||||||
Ending Balance Sheet |
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Loans, net of unearned income |
$ | 1,308,331 | $ | 1,294,096 | $ | 1,295,363 | $ | 982,947 | 1.1 | % | 33.1 | % | ||||||||||||
Loans held for sale |
942 | 329 | 487 | 53 | 186.3 | % | 1677.4 | % | ||||||||||||||||
Investment securities |
699,848 | 691,935 | 690,118 | 729,027 | 1.1 | % | 4.0 | % | ||||||||||||||||
FHLB and other equity interests |
9,040 | 7,519 | 7,533 | 7,565 | 20.2 | % | 19.5 | % | ||||||||||||||||
Other earning assets |
3,218 | 3,311 | 4,139 | 4,298 | 2.8 | % | 25.1 | % | ||||||||||||||||
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Total earning assets |
2,021,379 | 1,997,190 | 1,997,640 | 1,723,890 | 1.2 | % | 17.3 | % | ||||||||||||||||
Allowance for loan losses |
(17,415 | ) | (16,674 | ) | (16,234 | ) | (15,500 | ) | 4.4 | % | 12.4 | % | ||||||||||||
Goodwill |
27,194 | 27,194 | 27,194 | 10,946 | 0.0 | % | 148.4 | % | ||||||||||||||||
Core deposit intangible |
3,979 | 4,280 | 4,583 | | 7.0 | % | NA | |||||||||||||||||
Other assets |
121,528 | 122,071 | 118,106 | 90,109 | 0.4 | % | 34.9 | % | ||||||||||||||||
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Total assets |
$ | 2,156,665 | $ | 2,134,061 | $ | 2,131,289 | $ | 1,809,445 | 1.1 | % | 19.2 | % | ||||||||||||
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Non interest-bearing deposits |
$ | 225,366 | $ | 221,831 | $ | 221,293 | $ | 176,700 | 1.6 | % | 27.5 | % | ||||||||||||
Interest-bearing deposits |
1,625,681 | 1,606,827 | 1,614,021 | 1,369,846 | 1.2 | % | 18.7 | % | ||||||||||||||||
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Total deposits |
1,851,047 | 1,828,658 | 1,835,314 | 1,546,546 | 1.2 | % | 19.7 | % | ||||||||||||||||
Borrowings |
85,608 | 91,149 | 87,950 | 100,477 | 6.1 | % | 14.8 | % | ||||||||||||||||
Subordinated debt |
20,620 | 20,620 | 20,620 | 20,620 | 0.0 | % | 0.0 | % | ||||||||||||||||
Other liabilities |
22,204 | 21,353 | 22,494 | 10,822 | 4.0 | % | 105.2 | % | ||||||||||||||||
Common stock |
| | | | NA | NA | ||||||||||||||||||
Additional paid in capital |
77,766 | 77,641 | 77,923 | 43,950 | 0.2 | % | 76.9 | % | ||||||||||||||||
Retained earnings |
103,075 | 99,845 | 97,066 | 92,080 | 3.2 | % | 11.9 | % | ||||||||||||||||
Treasury stock |
(1,671 | ) | (113 | ) | (633 | ) | (1,222 | ) | 1378.8 | % | 36.7 | % | ||||||||||||
Accumulated other comprehensive loss |
(1,984 | ) | (5,092 | ) | (9,445 | ) | (3,828 | ) | 61.0 | % | 48.2 | % | ||||||||||||
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Total shareholders equity |
177,186 | 172,281 | 164,911 | 130,980 | 2.8 | % | 35.3 | % | ||||||||||||||||
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Total liabilities and shareholders equity |
$ | 2,156,665 | $ | 2,134,061 | $ | 2,131,289 | $ | 1,809,445 | 1.1 | % | 19.2 | % | ||||||||||||
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Ending shares outstanding |
14,371,983 | 14,464,842 | 14,427,780 | 12,511,095 | ||||||||||||||||||||
Book value per share |
$ | 12.33 | $ | 11.91 | $ | 11.43 | $ | 10.47 | ||||||||||||||||
Tangible book value per share (*) |
$ | 10.16 | $ | 9.73 | $ | 9.23 | $ | 9.59 | ||||||||||||||||
Capital Ratios |
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Tangible common equity / tangible assets (*) |
6.87 | % | 6.70 | % | 6.34 | % | 6.67 | % | ||||||||||||||||
Leverage ratio |
8.13 | % | 8.14 | % | 7.96 | % | 7.94 | % | ||||||||||||||||
Tier 1 risk based ratio |
12.83 | % | 12.75 | % | 12.51 | % | 13.86 | % | ||||||||||||||||
Total risk based ratio |
14.07 | % | 13.99 | % | 13.72 | % | 15.11 | % | ||||||||||||||||
Asset Quality |
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Non-accrual loans |
$ | 11,667 | $ | 11,644 | $ | 11,573 | $ | 19,582 | ||||||||||||||||
Loans 90+ days past due and accruing |
705 | 456 | 344 | 212 | ||||||||||||||||||||
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Total non-performing loans |
12,372 | 12,100 | 11,917 | 19,794 | ||||||||||||||||||||
Other real estate owned |
995 | 1,047 | 986 | 174 | ||||||||||||||||||||
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Total non-performing assets |
$ | 13,367 | $ | 13,147 | $ | 12,903 | $ | 19,968 | ||||||||||||||||
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Loans modified in a troubled debt restructuring (TDR): |
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Performing TDR loans |
$ | 7,782 | $ | 7,893 | $ | 8,006 | $ | 8,102 | ||||||||||||||||
Non-performing TDR loans ** |
3,965 | 4,060 | 4,130 | 2,128 | ||||||||||||||||||||
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Total TDR loans |
$ | 11,747 | $ | 11,953 | $ | 12,136 | $ | 10,230 | ||||||||||||||||
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Non-performing assets / Loans + OREO |
1.02 | % | 1.02 | % | 1.00 | % | 2.03 | % | ||||||||||||||||
Non-performing assets / Total assets |
0.62 | % | 0.62 | % | 0.61 | % | 1.10 | % | ||||||||||||||||
Allowance for loan losses / Loans |
1.33 | % | 1.29 | % | 1.25 | % | 1.58 | % |
* - | Tangible common equity, tangible assets and tangible book value per share are non-GAAP financial measures calculated using GAAP amounts. Tangible common equity is calculated by excluding the balance of goodwill and other intangible assets from the calculation of stockholders equity. Tangible assets is calculated by excluding the balance of goodwill and other intangible assets from the calculation of total assets. Tangible book value per share is calculated by dividing tangible common equity by the number of shares outstanding. CNB believes that these non-GAAP financial measures provide information to investors that is useful in understanding its financial condition. Because not all companies use the same calculation of tangible common equity and tangible assets, this presentation may not be comparable to other similarly titled measures calculated by other companies. A reconciliation of these non-GAAP financial measures is provided below (dollars in thousands, except per share data). |
** - | Nonperforming TDR loans are also included in the balance of non-accrual loans in the previous table. |
(Dollars in thousands, except share and per share data) | ||||||||||||||||
(unaudited) | (unaudited) | (unaudited) | ||||||||||||||
June 30, | March 31, | December 31, | June 30, | |||||||||||||
2014 | 2014 | 2013 | 2013 | |||||||||||||
Shareholders equity |
$ | 177,186 | $ | 172,281 | $ | 164,911 | $ | 130,980 | ||||||||
Less goodwill |
27,194 | 27,194 | 27,194 | 10,946 | ||||||||||||
Less core deposit intangible |
3,979 | 4,280 | 4,583 | | ||||||||||||
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Tangible common equity |
$ | 146,013 | $ | 140,807 | $ | 133,134 | $ | 120,034 | ||||||||
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Total assets |
$ | 2,156,665 | $ | 2,134,061 | $ | 2,131,289 | $ | 1,809,445 | ||||||||
Less goodwill |
27,194 | 27,194 | 27,194 | 10,946 | ||||||||||||
Less core deposit intangible |
3,979 | 4,280 | 4,583 | | ||||||||||||
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Tangible assets |
$ | 2,125,492 | $ | 2,102,587 | $ | 2,099,512 | $ | 1,798,499 | ||||||||
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Ending shares outstanding |
14,371,983 | 14,464,842 | 14,427,780 | 12,511,095 | ||||||||||||
Tangible book value per share |
$ | 10.16 | $ | 9.73 | $ | 9.23 | $ | 9.59 | ||||||||
Tangible common equity/Tangible assets |
6.87 | % | 6.70 | % | 6.34 | % | 6.67 | % |