-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Je5JUrQ1toTpnuRrWMV+a1UXSKjtw7HETPJE1SOY9vj4PgOCIWXnyXSfWz4zkAB5 /ntz2+5ne0jonJqSDFTPeA== 0000787849-06-000072.txt : 20060425 0000787849-06-000072.hdr.sgml : 20060425 20060425150028 ACCESSION NUMBER: 0000787849-06-000072 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20060331 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060425 DATE AS OF CHANGE: 20060425 FILER: COMPANY DATA: COMPANY CONFORMED NAME: YARDVILLE NATIONAL BANCORP CENTRAL INDEX KEY: 0000787849 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 222670267 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26086 FILM NUMBER: 06777743 BUSINESS ADDRESS: STREET 1: 2465 KUSER RD CITY: HAMILTON STATE: NJ ZIP: 08690 BUSINESS PHONE: 6096316218 MAIL ADDRESS: STREET 1: 2465 KUSER RD CITY: HAMILTON STATE: NJ ZIP: 08690 8-K 1 form8kcover.htm FORM 8-K

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):

April 21, 2006

 

YARDVILLE NATIONAL BANCORP

(Exact Name of Issuer as Specified in Charter)

 

NEW JERSEY

(State or Other Jurisdiction of Incorporation or Organization)

000-26086

(Commission File Number)

22-2670267

(I.R.S. Employer Identification Number)

 

2465 KUSER ROAD, HAMILTON, NEW JERSEY 08690

(Address of Principal Executive Offices)

 

(609) 585-5100

(Registrant’s Telephone Number, Including Area Code)

 

Check the appropriate box below if the Form 8-K 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

[ ]

Soliciting material pursuant to Rule 14a-12 under the Exchange Act

[ ]

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

[ ]

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

 



 

 

Item 2.02. Results of Operations and Financial Condition.

On April 21, 2006, Yardville National Bancorp issued a press release reporting its financial results for the first fiscal quarter ended March 31, 2006, and Patrick M. Ryan, CEO, F. Kevin Tylus, President and Chief Operating Officer, and Stephen F. Carman, Vice President and Treasurer, discussed the first quarter earnings in a teleconference and webcast. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. A transcript of the teleconference and webcast is attached as Exhibit 99.2.

Item 9.01. Financial Statements and Exhibits.

The following exhibits are filed with this Form 8-K:

Exhibit No.

Description

99.1

Press Release dated April 21, 2006.

99.2

Transcript of teleconference and webcast held April 21, 2006

 

 

 



 

 

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.

 

 

YARDVILLE NATIONAL BANCORP

Date: April 25, 2006

By:         Stephen F. Carman                    

Stephen F. Carman

Vice President and Treasurer

 

 

 



 

 

INDEX OF EXHIBITS

 

Exhibit No.

Description

99.1

Press Release dated April 21, 2006.

99.2

Transcript of teleconference and webcast held April 21, 2006

 

 

 

 

 

 

EX-99.1 2 pressrelease.htm PRESS RELEASE DATED APRIL 21, 2006

Exhibit 99.1

For Release:

IMMEDIATELY

 

Contact:

Stephen F. Carman, VP/Treasurer

(609) 631-6222 or carmans@ynb.com

 

 

Patrick M. Ryan, CEO

(609) 631-6177

 

 

Leonardo G. Zangani

(908) 788-9660 or office@zangani.com

 

YNB’s website

www.ynb.com

 

 

 

YARDVILLE NATIONAL BANCORP CONTINUES EXPANSION,

REPORTS FIRST QUARTER 2006 RESULTS

 

Hamilton, N.J. April 21, 2006 - Yardville National Bancorp (NASDAQ:YANB) today announced net income of $5.2 million and diluted earnings per share of $0.46 for the first quarter of 2006. These results included the effects of the ongoing implementation of key strategies to further build out the company’s footprint and develop revenue sources for continuing growth.

 

Total loans increased 8.8% and net interest income increased 6.8% compared to the same period last year. Total deposits increased $130.8 million, or 7.1%, to $1.97 billion at March 31, 2006, compared to $1.84 billion at March 31, 2005, indicating continued progress as a result of the company’s retail network expansion.

 

“Our first quarter bottom line results were in line with our expectations,” said YNB Chief Executive Officer Patrick M. Ryan. “Our commercial loan pipeline remains healthy despite the current competitive marketplace for commercial loans and deposits,” he added. “We are confident that we can increase net income and enhance shareholder value by continuing to add profitable commercial loans, opening new branches and attracting core deposits.”

 

“We remain focused on the continued execution of our retail strategy,” added YNB President and Chief Operating Officer F. Kevin Tylus. “We continue to see positive results from opening YNB branches in new and emerging markets and the expansion of our ‘Simply Better’ suite of products that offer greater convenience and value to customers,” he noted. “In the first quarter, we rolled out our Simply Better Money Market product with excellent results throughout our markets. Since introducing Simply Better Checking two years ago, the overall Simply Better suite of products has reached a total of $369.0 million in core deposits at March 31, 2006,” he said.

 

YNB continued its expansion into new markets in 2006 with the opening of its first branch in Ocean County during the first quarter, and expects to continue growing its retail footprint during 2006 and 2007. Branch offices in Ringoes and Readington, both in dynamic Hunterdon County, are scheduled to be opened in the third and fourth quarters of 2006, respectively.

 

“These locations have highly attractive demographics,” Mr. Tylus explained. “In addition to penetrating new markets with much promise, these new branches should help YNB achieve its retail strategy goals.”

 

During the first quarter, YNB also retooled its retail lending division and launched a new unit dedicated to growing market share in the small business segment. YNB’s larger branch network enhances the platform available to add accounts and grow loans in the retail and small business lines.

 

 



 

 

Commercial loan growth resulted in a $161.8 million increase in total loans to $1.99 billion at March 31, 2006, compared to $1.83 billion at March 31, 2005 and $1.97 billion at December 31, 2005.

 

“Commercial loan growth was slower than we typically experience in the first quarter, due primarily to timing factors,” Mr. Ryan added. “Based on what we see in our loan pipeline, we expect commercial loan growth to improve during the remainder of the year,” he said.

 

On a linked quarter basis, nonperforming assets declined $2.4 million in the first quarter of 2006 compared to the fourth quarter of 2005. Nonperforming assets totaled $16.2 million at March 31, 2006, compared to $9.0 million at March 31, 2005. For the three-month period ended March 31, 2006, YNB’s provision for loan losses was $2.4 million, compared with $1.5 million for the same period in 2005, contributing to lower net income in the first quarter of 2006 compared to the same period in 2005. At March 31, 2006, YNB’s allowance for loan losses was 1.13% of total loans, covering 138.1% of total nonperforming loans.

 

“We believe we have controls in place to address problem credits should they arise. In the first quarter, this has resulted in a higher provision for loan losses and net charge offs compared to the same period last year,” Mr. Ryan noted.

 

YNB’s capital position increased and strengthened for the quarter ended March 31, 2006. Total risk-based capital was 11.9%, Tier 1 risk-based capital was 11.0%, and the leverage ratio was 8.6%. During the first quarter, YNB paid its 49th consecutive cash dividend.

 

“Slower than expected commercial loan growth and higher deposit costs have resulted in pressure on our net interest margin,” added Stephen F. Carman, YNB’s Chief Financial Officer and Treasurer. “On a linked quarter basis, our tax equivalent margin was down two basis points to 3.08% but is seven basis points higher than in the first quarter of 2005,” he explained.

 

“YNB’s strategic plan continues to provide us with our roadmap for future success,” Mr. Ryan concluded. “Our markets are outstanding, we have a solid organization, and excellent systems are in place. We believe that the investments we have made in personnel and infrastructure will position YNB for solid growth in revenue, net income, and earnings per share, and should produce excellent results for our shareholders as we move forward.”

 

With $2.96 billion in assets as of March 31, 2006, YNB serves individuals and small to mid-sized businesses in the dynamic New York City-Philadelphia corridor through a network of 28 branches in Mercer, Hunterdon, Somerset, Middlesex, Burlington and Ocean counties in New Jersey and Bucks County in Pennsylvania. Headquartered in Mercer County, YNB emphasizes commercial lending and offers a broad range of lending, deposit and other financial products and services.

 

Note regarding forward-looking statements

 

This press release and other statements made from time to time by our management contain express and implied statements relating to our future financial condition, results of operations, plans, objectives, performance, and business, which are considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These may include statements that relate to, among other things, profitability, liquidity, adequacy of the allowance for loan losses, plans for growth, interest rate sensitivity, market risk, regulatory compliance, and financial and other goals. Although we believe that the expectations reflected in such forward-looking statements are based on reasonable assumptions, we can give no assurance that our expectations will be

 



 

achieved. Actual results may differ materially from those expected or implied as a result of certain risks and uncertainties, including, but not limited to, the results of our efforts to implement our retail strategy; adverse changes in our loan portfolio and the resulting credit risk-related losses and expenses; interest rate fluctuations and other economic conditions; continued levels of our loan quality and origination volume; our ability to attract core deposits; continued relationships with major customers; competition in product offerings and product pricing; adverse changes in the economy that could increase credit-related losses and expenses; adverse changes in the market price of our common stock; proxy contests and litigation; compliance with laws and regulatory requirements, including our agreement with the Office of the Comptroller of the Currency, and Nasdaq standards; and other risks and uncertainties detailed from time to time in our filings with the Securities and Exchange Commission, as well as other risks and uncertainties detailed from time to time in statements made by our management. The Company assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events.

 

 



 

 

Yardville National Bancorp

Summary of Financial Information

(Unaudited)

 

 

 

 

 

 

 

 

Three Months Ended

 

March 31,

(in thousands, except per share amounts)

 

2006

 

 

2005

 

Stock Information:

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

Basic

 

10,884

 

 

10,518

 

Diluted

 

11,313

 

 

10,976

 

Shares outstanding end of period

 

10,954

 

 

10,532

 

Earnings per share:

 

 

 

 

 

 

Basic

$

0.47

 

$

0.53

 

Diluted

 

0.46

 

 

0.51

 

Dividends paid per share

 

0.115

 

 

0.115

 

Book value per share

 

16.36

 

 

14.99

 

Tangible book value per share

 

16.21

 

 

14.82

 

Closing price per share

 

36.80

 

 

32.62

 

Closing price to tangible book value

 

227.02

%

220.11

%

Key Ratios:

 

 

 

 

 

 

Return on average assets

 

0.71

%

0.80

%

Return on average stockholders' equity

 

11.55

 

 

14.05

 

Net interest margin

 

3.00

 

 

2.94

 

Net interest margin (tax equivalent) (1)

 

3.08

 

 

3.01

 

Efficiency ratio

 

58.49

 

 

54.95

 

Equity-to-assets at period end

 

6.03

 

 

5.60

 

Tier 1 leverage ratio (2)

 

8.62

 

 

7.81

 

Asset Quality Data:

 

 

 

 

 

 

Net loan charge-offs

$

2,661

 

$

390

 

Nonperforming assets as a percentage of total assets

 

0.55

%

0.32

%

Allowance for loan losses at period end as a

 

 

 

 

 

 

percent of:

 

 

 

 

 

 

Total loans

 

1.13

 

 

1.16

 

Nonperforming loans

 

138.13

 

 

236.84

 

Nonperforming assets at period end:

 

 

 

 

 

 

Nonperforming loans

$

16,211

 

$

8,962

 

Other real estate

 

-

 

 

-

 

Total nonperforming assets

$

16,211

 

$

8,962

 

 

 

 

 

 

 

 

(1) The net interest margin is equal to net interest income divided by average interest earning assets. In order to

present pre-tax income and resultant yields on tax-exempt investments and loans on a basis comparable

 

to those on taxable investments and loans, a tax equivalent adjustment is made to interest income.

 

The tax equivalent adjustment has been computed using a Federal income tax rate of 35% and has the

 

effect of increasing interest income by $601,000 and $468,000 for the three month periods

 

 

 

ended March 31, 2006 and 2005, respectively.

 

 

 

 

 

 

(2) Tier 1 leverage ratio is Tier 1 capital to adjusted quarterly average assets.

 

 

 

 

 

 

 



 

 

Yardville National Bancorp and Subsidiaries

Consolidated Statements of Income

(Unaudited)

 

 

 

 

 

Three Months Ended

 

 

March 31,

(in thousands, except per share amounts)

 

2006

 

 

2005

INTEREST INCOME:

 

 

 

 

 

Interest and fees on loans

$

35,421

 

$

28,802

Interest on deposits with banks

 

230

 

 

157

Interest on securities available for sale

 

8,962

 

 

9,016

Interest on investment securities:

 

 

 

 

 

Taxable

 

23

 

 

26

Exempt from Federal income tax

 

1,010

 

 

885

Interest on Federal funds sold

 

128

 

 

147

Total Interest Income

 

45,774

 

 

39,033

INTEREST EXPENSE:

 

 

 

 

 

Interest on savings account deposits

 

6,147

 

 

4,455

Interest on certificates of deposit of $100,000 or more

 

2,284

 

 

1,193

Interest on other time deposits

 

5,520

 

 

3,194

Interest on borrowed funds

 

9,304

 

 

9,220

Interest on subordinated debentures

 

1,306

 

 

1,107

Total Interest Expense

 

24,561

 

 

19,169

Net Interest Income

 

21,213

 

 

19,864

Less provision for loan losses

 

2,350

 

 

1,500

Net Interest Income After Provision for Loan Losses

 

18,863

 

 

18,364

NON-INTEREST INCOME:

 

 

 

 

 

Service charges on deposit accounts

 

659

 

 

661

Securities gains, net

 

-

 

 

193

Income on bank owned life insurance

 

421

 

 

443

Other non-interest income

 

581

 

 

420

Total Non-Interest Income

 

1,661

 

 

1,717

NON-INTEREST EXPENSE:

 

 

 

 

 

Salaries and employee benefits

 

7,651

 

 

6,829

Occupancy expense, net

 

1,427

 

 

1,189

Equipment expense

 

796

 

 

776

Other non-interest expense

 

3,504

 

 

3,064

Total Non-Interest Expense

 

13,378

 

 

11,858

Income before income tax expense

 

7,146

 

 

8,223

Income tax expense

 

1,978

 

 

2,610

Net Income

$

5,168

 

$

5,613

EARNINGS PER SHARE:

 

 

 

 

 

Basic

$

0.47

 

$

0.53

Diluted

 

0.46

 

 

0.51

Weighted average shares outstanding:

 

 

 

 

 

Basic

 

10,884

 

 

10,518

Diluted

 

11,313

 

 

10,976

 

 

 



 

 

Yardville National Bancorp and Subsidiaries

Consolidated Statements of Condition

(Unaudited)

 

 

 

 

 

 

 

 

 

March 31,

 

Dec. 31,

(in thousands)

 

2006

 

2005

 

2005

Assets:

 

 

 

 

 

 

Cash and due from banks

$

38,165

$

28,717

$

52,686

Federal funds sold

 

16,675

 

36,135

 

10,800

Cash and Cash Equivalents

 

54,840

 

64,852

 

63,486

Interest bearing deposits with banks

 

18,226

 

3,178

 

16,408

Securities available for sale

 

722,530

 

771,364

 

741,668

Investment securities

 

92,786

 

81,262

 

89,026

Loans

 

1,990,285

 

1,828,488

 

1,972,840

Less: Allowance for loan losses

 

(22,392)

 

(21,226)

 

(22,703)

Loans, net

 

1,967,893

 

1,807,262

 

1,950,137

Bank premises and equipment, net

 

11,436

 

10,399

 

11,697

Bank owned life insurance

 

46,573

 

44,945

 

46,152

Other assets

 

43,892

 

34,593

 

38,157

Total Assets

$

2,958,176

$

2,817,855

$

2,956,731

Liabilities and Stockholders' Equity:

 

 

 

 

 

 

Deposits

 

 

 

 

 

 

Non-interest bearing

$

210,646

$

205,332

$

232,269

Interest bearing

 

1,762,373

 

1,636,913

 

1,740,448

Total Deposits

 

1,973,019

 

1,842,245

 

1,972,717

Borrowed funds

 

 

 

 

 

 

Securities sold under agreements to repurchase

 

10,000

 

10,000

 

10,000

Federal Home Loan Bank advances

 

704,000

 

722,000

 

704,000

Subordinated debentures

 

62,892

 

62,892

 

62,892

Obligation for Employee Stock Ownership Plan (ESOP)

 

2,109

 

283

 

2,250

Other

 

695

 

505

 

1,870

Total Borrowed Funds

 

779,696

 

795,680

 

781,012

Other liabilities

 

27,065

 

22,060

 

25,544

Total Liabilities

$

2,779,780

$

2,659,985

$

2,779,273

Stockholders' equity:

 

 

 

 

 

 

Common stock: no par value

 

105,937

 

92,050

 

105,122

Surplus

 

2,205

 

2,205

 

2,205

Undivided profits

 

89,807

 

74,264

 

85,896

Treasury stock, at cost

 

(3,160)

 

(3,160)

 

(3,160)

Unallocated ESOP shares

 

(2,109)

 

(283)

 

(2,250)

Accumulated other comprehensive loss

 

(14,284)

 

(7,206)

 

(10,355)

Total Stockholders' Equity

 

178,396

 

157,870

 

177,458

Total Liabilities and Stockholders' Equity

$

2,958,176

$

2,817,855

$

2,956,731

 

 

 



 

 

Financial Summary

Average Balances, Yields and Costs

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

Three Months Ended

 

March 31, 2006

 

 

March 31, 2005

 

 

 

 

 

Average

 

 

 

 

 

Average

 

 

 

Average

 

 

Yield /

 

 

Average

 

 

Yield /

 

(in thousands)

 

Balance

 

Interest

Cost

 

 

Balance

 

Interest

Cost

 

INTEREST EARNING ASSETS:

 

 

 

 

 

 

 

 

 

 

 

 

Interest bearing deposits with banks

$

19,747

$

230

4.66

%

$

25,430

$

157

2.47

%

Federal funds sold

 

11,674

 

128

4.39

 

 

24,156

 

147

2.43

 

Securities

 

825,547

 

9,995

4.84

 

 

850,768

 

9,927

4.67

 

Loans (1)

 

1,975,212

 

35,421

7.17

 

 

1,798,947

 

28,802

6.40

 

Total interest earning assets

$

2,832,180

$

45,774

6.46

%

$

2,699,301

$

39,033

5.78

%

NON-INTEREST EARNING ASSETS:

 

 

 

 

 

 

 

 

 

 

 

 

Cash and due from banks

$

36,033

 

 

 

 

$

30,888

 

 

 

 

Allowance for loan losses

 

(23,202)

 

 

 

 

 

(20,575)

 

 

 

 

Premises and equipment, net

 

11,715

 

 

 

 

 

10,433

 

 

 

 

Other assets

 

71,078

 

 

 

 

 

75,546

 

 

 

 

Total non-interest earning assets

 

95,624

 

 

 

 

 

96,292

 

 

 

 

Total assets

$

2,927,804

 

 

 

 

$

2,795,593

 

 

 

 

INTEREST BEARING LIABILITIES:

 

 

 

 

 

 

 

 

 

 

 

 

Deposits:

 

 

 

 

 

 

 

 

 

 

 

 

Savings, money markets, and interest bearing demand

$

956,632

$

6,147

2.57

%

$

978,068

$

4,455

1.82

%

Certificates of deposit of $100,000 or more

 

237,477

 

2,284

3.85

 

 

169,060

 

1,193

2.82

 

Other time deposits

 

553,489

 

5,520

3.99

 

 

469,718

 

3,194

2.72

 

Total interest bearing deposits

 

1,747,598

 

13,951

3.19

 

 

1,616,846

 

8,842

2.19

 

Borrowed funds

 

717,677

 

9,304

5.19

 

 

734,259

 

9,220

5.02

 

Subordinated debentures

 

62,892

 

1,306

8.31

 

 

62,892

 

1,107

7.04

 

Total interest bearing liabilities

$

2,528,167

$

24,561

3.89

%

$

2,413,997

$

19,169

3.18

%

NON-INTEREST BEARING LIABILITIES:

 

 

 

 

 

 

 

 

 

 

 

 

Demand deposits

$

210,775

 

 

 

 

$

198,985

 

 

 

 

Other liabilities

 

9,880

 

 

 

 

 

22,807

 

 

 

 

Stockholders' equity

 

178,982

 

 

 

 

 

159,804

 

 

 

 

Total non-interest bearing liabilities and

 

 

 

 

 

 

 

 

 

 

 

 

stockholders' equity

$

399,637

 

 

 

 

$

381,596

 

 

 

 

Total liabilities and stockholders' equity

$

2,927,804

 

 

 

 

$

2,795,593

 

 

 

 

Interest rate spread (2)

 

 

 

 

2.57

%

 

 

 

2.60

%

Net interest income and margin (3)

 

 

$

21,213

3.00

%

 

$

19,864

2.94

%

Net interest income and margin

 

 

 

 

 

 

 

 

 

 

 

 

(tax equivalent basis)(4)

 

 

$

21,814

3.08

%

 

$

20,332

3.01

%

(1) Loan origination fees are considered an adjustment to interest income. For the purpose of calculating loan yields, average loan balances

 

include nonaccrual loans with no related interest income.

 

 

 

 

 

 

 

 

 

 

(2) The interest rate spread is the difference between the average yield on interest earning assets and the average rate paid on interest

 

bearing liabilities.

 

 

 

 

 

 

 

 

 

 

 

 

(3) The net interest margin is equal to net interest income divided by average interest earning assets.

 

 

 

 

 

 

(4) In order to present pre-tax income and resultant yields on tax-exempt investments and loans on a basis comparable to those on taxable

 

investments and loans, a tax equivalent adjustment is made to interest income. The tax equivalent adjustment has been computed using

 

a Federal income tax rate of 35% and has the effect of increasing interest income by $601,000 and $468,000

 

 

 

 

for the three month periods ended March 31, 2006 and 2005, respectively.

 

 

 

 

 

 

 

 

 

 

 

 

 

EX-99.2 3 transcript.htm TRANSCRIPT OF TELECONFERENCE

 

 

Exhibit 99.2

FINAL TRANSCRIPT

Yardville National Bancorp - Q1 2006 Earnings Conference Call

Event Date/Time: April 21, 2006 / 2:00PM ET

C O R P O R A T E P A R T I C I P A N T S

Patrick Ryan

Yardville National Bancorp - CEO

Stephen Carman

Yardville National Bancorp - CFO

Kevin Tylus

Yardville National Bancorp - President, COO

C O N F E R E N C E C A L L P A R T I C I P A N T S

Joseph Fenech

Sandler O'Neill Asset Management - Analyst

Adam Barkstrom

Stifel Nicolaus - Analyst

David Homler

Oppenheimer & Co. - Analyst

Laura Kelly

Menton Capital - Analyst

P R E S E N T A T I O N

Operator

Greetings, ladies and gentlemen. And welcome to the Yardville National Bank first quarter earnings conference call. (OPERATOR INSTRUCTIONS). As a reminder, this conference is being recorded. It is now my pleasure to introduce your host, Mr. Patrick M. Ryan, Chief Executive Officer of Yardville National Bank.

Patrick Ryan - Yardville National Bancorp - CEO

Good afternoon. And welcome everyone to Yardville National Bancorp's earnings conference call. Today we will discuss YNB's operating results for the first quarter of 2006. With me today is Steve Carman, our Chief Financial Officer, and Kevin Tylus, our President and Chief Operating Officer.

 

 



 

 

Today's teleconference is also being webcast live on our website, www.YNB.com. A replay of today's teleconference will be available later on our website. There will be brief prepared remarks regarding our financial performance for the first quarter, and then we will open the call up for your questions regarding first quarter results.

Before we begin, however, Steve will read our Safe Harbor statement.

Stephen Carman - Yardville National Bancorp - CFO

The following discussion may contain forward-looking statements concerning the financial condition, results of operations, and business of Yardville National Bancorp. We caution that such statements are subject to a number of uncertainties, and actual results could differ materially, and therefore you should not place undue reliance on any forward-looking statement we make. We may not update any forward-looking statements we make today for future events or developments.

Information about risks and uncertainties are described in our SEC filings, which are available on our website or from our Investor Relations department.

Patrick Ryan - Yardville National Bancorp - CEO

As we reported in our earnings released earlier today, YNB had net income of 5.2 million, and diluted earnings per share of $0.46 for the first quarter of 2006. This compares with net income of 5.6 million and diluted earnings per share of $0.51 for the same period in 2005. These results included the effects of ongoing implementation of key strategies to further build out the Company's footprint, and to develop additional revenue sources for continuing growth.

Total loans increased 8.8%, and net interest income increased 6.8% compared to the same period last year. Total deposits increased 130.8 million, or 7.1%, to 1.97 billion at March 31, 2006, compared to 1.84 billion at March 31, 2005, indicating continued progress in the Company's retail network expansion. These first quarter bottom line results were in line with our expectations.

Our commercial loan pipeline remains healthy, despite the current competitive marketplace for commercial loans and deposits. We believe that we can increase net income by continuing to add profitable commercial loan relationships, opening new branches, and attracting core deposits.

As Kevin will discuss with you in a few moments, we remain focused on the continued execution of our retail strategy. Our focus on what we believe will enhance franchise and shareholder value has not changed, and is being executed through the strategic plan. To achieve our goals we must continue to take advantage of our strength as a commercial business lender, continue to add deposits to the success of our retail strategy, and round out the Company by capitalizing on additional sources of revenue.

Let me now focus on commercial loan growth and the lending landscape. As we have previously reported over the last several quarters, there has been significant competition for new commercial loan relationships. We are seeing aggressive pricing and terms offered by our bank

 



 

and non-bank competitors. However, as we have told you before, we're not willing to compromise underwriting standards just for the sake of growth in one quarter.

We did expect gradual slowing of commercial loan growth and had provided for that expectation in our models. Based on what we see in our loan pipeline, we expect increased growth in commercial loans during the rest of the year. We also believe that the inroads we're making into the large Middlesex County market will yield positive results as we move through the year. We have attracted top lending and business development talent to lead our efforts in Middlesex County, and they are executing in that area right now. Middlesex County is one example of the opportunities available to us to further develop the franchise.

We also continue to refine and add new products and services to our offerings. Further, we are focusing our energies to build upon past successes in attracting smaller business clients. We have formed a group specifically focused on this customer segment, and their efforts are expected to grow our loan and account relationships with our small-business customer. This is one way we are, as I said before, rounding out the sources of revenue that will contribute to further growth.

We have taken a number of actions internally to build upon strong policies, procedures and controls to ensure we're taking all the steps we can to limit asset quality problems which, although limited to just a few relationships, have had a negative impact on our results. Last quarter we discussed a situation that we had aggressively addressed, charging off more than half of an $8.7 million commercial relationship with a contractor. There were, however, lingering effects of that relationship which contributed to a higher provision for loan losses, totaling 2.4 million for the first quarter of 2006. This compared to 1.5 million for the same period in 2005.

On a linked quarter basis, non-performing assets declined 2.4 million in the first quarter of 2006 compared to the fourth quarter of 2005. Non-performing assets totaled 16.2 million at March 31, and this compared to 9 million at March 31, 2005. At March 31, 2006, Yardville Bank's allowance for loan losses was 1.13% of total loans, covering 138.1% of total nonperforming loans.

I will now ask Kevin Tylus to provide an update on our progress with our primary regulator, the OCC, as well as current and future branching plans in a number of attractive communities.

Kevin Tylus - Yardville National Bancorp - President, COO

Before I discuss the status of the retail strategy, let me give you a brief summary of where we stand with the OCC. Now our interaction with our primary regulator, the OCC, is extremely constructive. We have worked closely with them and are well along the road to satisfying the requirements of the agreement. The requirements are to ensure YNB has the capital, internal controls, people, and systems in place since we are a larger banking institution now. At the conclusion of the most recent exam last month we were informed we're making good progress and are on the right track.

Our capital levels at March 31, 2006 exceed the levels required by the agreement. Further enhancements to internal controls have been implemented. And the reorganization, which was assisted by two independent consulting experts, has been completed. Our Board also added three additional Independent Directors in the past 18 months, two of whom our CPAs, and the other,

 



 

the former Chairman of a community bank. The OCC has approved the new branches we have applied for, and again approved our most recent dividend.

In addition, KPMG, our outside independent auditor, gave us an unqualified opinion for Sarbanes-Oxley requirements for the second straight year. We feel YNB is stronger today through our commitment and implementation of enhanced risk management.

The continued execution of our retail strategy is a very important piece of our strategic plan and our financial results. Over the past several quarters the combination of new branches and our popular Simply Better suite of products has resulted in attracting lower-cost core deposits, which has resulted in a gradually increasing net interest margin.

Late in 2005 we opened our second branch in Bucks County, Pennsylvania just across the Delaware River in Morrisville. And in the first quarter of 2006, we opened our first branch in the attractive and rapidly growing Ocean County market. We're very pleased with the rate of new deposits, new accounts, and cross-selling into other products at these two new branches. We hope to open two more branches in the second half of 2006 in Hunterdon County in the towns of Readington and Ringoes. And we are in the advanced planning stages for two branches in Mercer, one in Somerset, and one in Middlesex to further build out those highly attractive counties.

We view the Hunterdon, Somerset and Middlesex markets as great complements to our home Mercer County market. Since our expansion to the northern counties contiguous to Mercer County, we have exceeded $400 million in loan volume, and nearly $300 million in deposits. We already have a number of relationships in these demographically attractive markets, and have been successful recruiting top talent to service and build this segment. While these markets are expected to continue to bring new deposit relationships to YNB, we also believe they represent an opportunity to further diversify our lending base by increasing retail loans.

Pat previously mentioned our further focus on the small-business market. We are developing a suite of products to serve small businesses, and are evaluating the possibility of a credit scoring product for this customer segment, as well as cash management projects that are suitable for small and mid-sized enterprises. We're looking for the small-business marketplace to be a driver of both loan and deposit growth as we move forward. A longtime, well regarded banker with particular expertise in small-business banking has joined the bank to lead this unit.

In summary, we continue to execute our retail strategy. That means opening new branches in new markets, and expanding YNB's geographic footprint, reinforcing our brand image of banking on a more personal level, offering new products and services, and delivering high-quality, personal banking service in a convenient and efficient management. By executing our retail strategy, we believe we can increase market share among customers who value our personal approach and relationship banking philosophy.

As Steve Carman will point out, the retail strategy enables us to attract low-cost core deposits that can in turn fund our commercial loan portfolio. The planned outcome should the improvement in the net interest margin, and should be reflected in bottom line improvement. Pat, back to you.

 

 



 

 

Patrick Ryan - Yardville National Bancorp - CEO

As most of you know, as part of our orderly growth and development, the Board asked Kevin to take on the position of President in January of this year, in addition to his duties as Chief Operating Officer, while I continue as Chief Executive Officer. This is a key component of a solid structure as we take YNB forward to the next level.

Now I would like to ask our Chief Financial Officer, Steve Carman, to give you a flavor for our numbers.

Stephen Carman - Yardville National Bancorp - CFO

In reviewing first quarter results there are two significant areas I would like to discuss. First is net interest income. Net interest income was up 6.8% for the comparable quarters. A continued positive trend is important for how we generate revenue. Obviously, we follow very closely the level of positive net interest income growth each quarter. As we discussed earlier in this call competition, particularly for deposits has been fierce. The combination of higher-than-expected deposit costs and slower commercial loan growth somewhat constrained the level of net interest income improvement for the quarter.

Our net interest margin, however, remained notably stable, declining only 2 basis points on a linked quarter basis to 3.08%. Our effective tax rate for the first quarter was about 27.7%, principally due to tax strategies implemented in the fourth quarter of 2005. This had a positive effect on earnings in the first quarter. We would expect the tax rate to remain in this area for the remainder of 2006.

Additional factors contributing to our first quarter results were a higher provision for loan losses and noninterest expenses associated with our retail strategy, and to a lesser extent, our proxy contest. Also, we reported no net security gains for the period ended March 31, 2006.

With respect to our 2006 guidance, our general practice is to issue only annual and periodic guidance on anticipated financial performance for the coming year, which we did at the end of January. If and when our internal views differ materially from the annual guidance we provided, we will update that guidance in the form of a press release. As a practical matter, however, we will not comment on our guidance in the context of today's investor teleconference. And we will not be able to answer any questions today on guidance, nor will we comment specifically on our expectations for future financial performance.

Pat, back to you.

Patrick Ryan - Yardville National Bancorp - CEO

For the rest of this year and beyond we intend to move our strategic plan forward so that we are in position to succeed in a period of ongoing market consolidation, bringing our particular brand of relationship banking to a wider audience. We plan to leverage our investments in infrastructure, people, and new branches to drive bottom line performance. And that is what you should be expecting from us.

 

 



 

 

We remain committed to enhancing shareholder value, and we believe we'll continue to follow this path. Before we open up the call for your questions, I would like to briefly comment on an important matter with respect to our upcoming annual meeting, as we have had many questions on the topic.

As you probably know by now, a small group of dissident shareholders have initiated a proxy contest to elect a slate of nominees to our Board. Our Board and management team have a ten-year track record for creating significant shareholder value. We also have in place a detailed strategic plan that we believe is creating long-term growth and enhancing value for all shareholders. We have an open-minded Board and management team. We have filed and mailed our definitive proxy materials to our shareholders outlining that strategic plan and describing our track record. We believe we have built a Company that continues to have great potential.

We were especially pleased that this morning Institutional Shareholder Services, also known as ISS, recommended to their clients among the major investment funds, mutual funds and fiduciaries throughout the country to vote for YNB's Director nominees. We're very pleased that ISS recognizes YNB's strong track record of growth and value creation, and has recommended that shareholders vote for YNB Director nominees. Like ISS, we believe that there is not a benefit to shareholders in electing the dissident group's nominees. We believe our Board and management team are best suited to continue executing our strategic plan and enhancing long-term shareholder value. And we look forward to moving beyond this costly and counterproductive proxy contest and to continuing the progress we have made to build a stronger future for YNB and all of our shareholders.

That is why our Board of Directors strongly recommend that shareholders support the Board's incumbent Directors by signing, dating and returning the Company's blue proxy card. With that I would like to reemphasize to you that the purpose of today's conference call is to discuss first quarter results. And I would ask that you please confine your questions to that topic. We will not be taking any questions regarding the annual meeting or the proxy contest.

At this time I would like to open the floor to those questions you may have regarding the first quarter results. Steve, Kevin and I will be most happy to answer them for you.

Q U E S T I O N S A N D A N S W E R S

Operator

(OPERATOR INSTRUCTIONS). Joseph Fenech with Sandler O'Neill Asset Management.

Joseph Fenech - Sandler O'Neill Asset Management - Analyst

Sandler O'Neill. Afternoon. First question is for Steve. You guys have done a pretty good job here holding the margin steady the last few quarters. Steve, would you say it is the retail strategy that has helped you most there, because it seems the margin is holding and somewhat better than what we have seen from some of our competitors in the area? Can you talk at all about the outlook for the margin?

 

 



 

 

Stephen Carman - Yardville National Bancorp - CFO

I think the retail strategy has played a huge part in keeping our net interest margin as you see it for the first quarter. Obviously, as we have been able to open up new branches in new geographic areas, we have been really able to attract a more diverse group of deposits -- core deposits, which definitely has helped keep that net interest margin right around the 3.1% level. And I really don't really have any change to the previous guidance that we gave on our margin earlier this year.

Joseph Fenech - Sandler O'Neill Asset Management - Analyst

Thanks. That's helpful. Guys, it seems most areas came in line with expectations, with the exception of credit. You touched on that one credit that you talked about last quarter. How much this quarter did you write-off related to that credit? Where do we stand on that? If you can talk about the credit outlook generally speaking, that will be helpful.

Patrick Ryan - Yardville National Bancorp - CEO

Yes. The lingering effects of that credit was 1.8 million of the charge-off. And I know from looking at your numbers, you have kind of been projecting charge-offs this year of around 40 basis points. I feel that we should do better than that this year as I look out for the balance of the year. I will also say back to the margin that 45% of our loans are floating-rate loans, so we do get the benefit of the -- of prime rate increases as the Fed has continued to make their rate increase move.

Joseph Fenech - Sandler O'Neill Asset Management - Analyst

Good. Thanks. Do you anticipate any additional losses with that one credit, or is that behind you at this point?

Patrick Ryan - Yardville National Bancorp - CEO

See unfortunately, because it is a contractor, you get caught betwixt and between as to the value of the contract of the jobs they're working on. And that is the real issue that you have to address. And I think we aggressively addressed that in the first quarter. It certainly is winding its way down to fairly well towards the end.

Joseph Fenech - Sandler O'Neill Asset Management - Analyst

Great. Thanks. Steve, the expenses were up, not outside of what we were expecting, but they were still up pretty significantly linked quarter. Can you maybe breakout for us what you consider to be the cost that are more of a non-recurring major, just so we can get a better sense for what the core trend was there?

Stephen Carman - Yardville National Bancorp - CFO

I would say this. When you compare our noninterest expenses on a linked quarter basis there were some onetime events, particularly in the last quarter of 2005, which in essence had a kind

 



 

of skewed -- the change on a linked quarter basis with the noninterest expense itself. I would expect a little bit less of an increase in noninterest expenses, particularly in the third and fourth quarter. Clearly in the second quarter we are reviewing some of the expense associated with the proxy contest, which could impact the level of what our growth levels will be in noninterest expenses.

Kevin Tylus - Yardville National Bancorp - President, COO

I might add -- it is Kevin -- that we do have tight expense controls in place in some of the variable expenses this year that we can pull the trigger on if we need to. So we do have some contingency plans in that regard.

Operator

Adam Barkstrom with Stifel Nicolaus.

Adam Barkstrom - Stifel Nicolaus - Analyst

First question I was just kind of thinking about, I guess we're hearing pretty consistently, especially in the Northeast, kind of in line with your comments, Pat, pricing and structure -- competition it sounds like. We certainly heard that from -- I guess you guys know the guys in Valley heard that very loud and clear from them as well. I guess in your commentary you mentioned that pipeline trends looked a little better going through the rest of the year. Are terms and pricing starting to lighten up a little bit perhaps, or what is driving the improvement there?

Patrick Ryan - Yardville National Bancorp - CEO

We look for increased outstandings primarily from our quality core relationship borrowers. Some of it can be seasonal as you get into a little bit more of the construction season, if you will. We are very fortunate to have a number of quality commercial real estate, and some residential real estate borrowers that have afforded us good loan opportunities and reasonable pricing over these past many years.

Adam Barkstrom - Stifel Nicolaus - Analyst

The agreement with the SEC sounds like you guys were making some pretty solid progress in that. What is the best case scenario -- if you guys do everything that was outlined in there, what is the best case to scenario when that might get lifted?

Patrick Ryan - Yardville National Bancorp - CEO

I'm going to let Kevin Tylus handle that. He has done an excellent job of overseeing that area for us internally here at the bank.

Kevin Tylus - Yardville National Bancorp - President, COO

Unfortunately, I don't know that I can give you a great answer on that. When we went into this, and as I mentioned earlier, we do have excellent and constructive dialogue on an ongoing basis

 



 

with the OCC. And if you look at the timing, the agreement went in place August 31 of '05. It is highly unlikely that an organization can even do what they need to do in say less than a year. So I think we went into it with our eyes open that it will be at least a year. I think we would feel very good if sometime between a year and 18 months, let's say. But I think more practically speaking it may take the OCC to feel comfortable that not only have we done everything, but it has been tested often enough to know that in fact everything is working as it needs to work, and we intend it to work. Which may put us out to the end of the next exam, which would be another say ten months from now, let's say. We don't have a specific data in mind, but I think we would be happy anywhere in that corridor. And we are optimistic with the feedback we've gotten around the progress to date, and we just have to stay with it, and we are committed to do so.

Adam Barkstrom - Stifel Nicolaus - Analyst

Now are you guys just on an annual exam cycle or do you have interim visits as well?

Kevin Tylus - Yardville National Bancorp - President, COO

We have an annual exam, but I think as has been customary, the team usually comes in roughly the August timeframe. They are in touch with us periodically throughout the year. And we have the opportunity to update them quarterly on the progress. It is not like we have to sit and wait. We do have frequent dialogue.

Adam Barkstrom - Stifel Nicolaus - Analyst

Not to fixate on this, I was just curious, the annual exam cycle, they come in in August?

Kevin Tylus - Yardville National Bancorp - President, COO

No, no. It is a January exam.

Adam Barkstrom - Stifel Nicolaus - Analyst

I know you said they just finished, correct?

Kevin Tylus - Yardville National Bancorp - President, COO

Yes, they did. But it is an annual exam. So say it goes on for eight weeks, but then there is usually an interim visits for just two weeks in roughly the August timeframe. But the additional benefit we have under the agreement is we can update them quarterly on progress.

Operator

David Homler with Oppenheimer & Co.

David Homler - Oppenheimer & Co. - Analyst

I was hoping you guys could give us a little more color in terms of the deposit pricing in your markets. You mentioned it is becoming quite aggressive there, and we have been hearing the same thing from a lot of your competitors. I was wondering if you guys had any more info for us.

 

 



 

 

Kevin Tylus - Yardville National Bancorp - President, COO

It is Kevin. We are seeing in this market I think what has been relatively consistently being reported in other markets too, which is more of a higher priced CD market. Anywhere from the 10, 11 month to 18 month range seems to be the most popular. In the first quarter we avoided playing that pricing up game on the CDs, watched our liquidity carefully. And in fact we're very pleased with a money market product that we introduced that allowed us to price that anywhere in the range of 50 to 75 basis points below what the CD rates were. And we were very pleased with about $25 million moving to that product in just a couple of week period. We were very pleased that we were able to meet some liquidity needs at better pricing in the CD market. But it is something we watch carefully. It is in the short-term probably not something that is going to go away. But so far we have done well staying below that trend.

Operator

Laura Kelly with Menton Capital.

Laura Kelly - Menton Capital - Analyst

As you are aware, there was another transaction in your market recently. And if we apply those kind of metrics to your franchise, it would imply a value of somewhere in the mid-40s. In the context of year strategic plan, how long do you think it would take you to get there organically? And also in the context of your Board's record of returning shareholder value and their open-mindedness, could you just clarify for me their willingness to realize that franchise value if the opportunity presented itself?

Patrick Ryan - Yardville National Bancorp - CEO

It is Pat. As you know from visits we've had recently, we feel the opportunity over this year and 2007 to further enhance shareholder value is by eliminating the OCC agreement, continuing to diversify our income sources so we are less reliant on one -- just one major income source, if you will, and further developing our retail banking strategy to lower our cost of funds and improving our net interest margin. That is the direction the Board has given us to accomplish those goals over 2006 and 2007. And clearly, we feel by doing that, that we're going to enhance shareholder value for our entire community.

I can't get into any specific numbers, because we don't have any to work with, or none has been brought up, but that is what I call short-term goals for Yardville National Bank.

Laura Kelly - Menton Capital - Analyst

So looking at sort of a two-year timeframe here?

Patrick Ryan - Yardville National Bancorp - CEO

Yes, that is our real focus. And with those three key items, if we accomplish those three goals, very honestly, we think we're going to continue to move the value of the bank upward.

 

 



 

 

Kevin Tylus - Yardville National Bancorp - President, COO

At this time we would like to ask for one more question please.

Operator

Adam Barkstrom with Stifel Nicolaus.

Adam Barkstrom - Stifel Nicolaus - Analyst

Sorry, I got cut off a minute ago. It gets kind of loud around here, and I put the phone on mute as you moved on. I had a couple of -- it is Friday afternoon, and we're kind of toward the end of earning season here, so we're all a little bit ready to get out of here. But anyway, I wanted to ask Steve -- you touched on the tax rate for '06, first quarter in particular. You said for '06, it is going to run kind of around that level for the remainder of the year. And you mentioned some tax strategies. Can you give us some color, I mean what did you put in place? And that is seemingly a pretty effective tax strategy to knock it down that much for the remainder of the year.

Stephen Carman - Yardville National Bancorp - CFO

I would -- to just clarify the number, we expect our tax rate is going to be between 27.75% to 28%. It really has to do with strategies we have implemented to incur state tax savings, which took place at the end of the fourth quarter of 2005.

Adam Barkstrom - Stifel Nicolaus - Analyst

You guys may have mentioned this early as well, but the personnel expenses, could you give us more color, the linked quarter expansion there?

Patrick Ryan - Yardville National Bancorp - CEO

You're fading out there.

Adam Barkstrom - Stifel Nicolaus - Analyst

The personnel expenses, and again you may have touched on this and I missed it. But the sequential quarter increase in personnel expenses for the first quarter, what was driving that?

Stephen Carman - Yardville National Bancorp - CFO

Part of that variance was the fact that in the last quarter of 2005 we had some reductions in salary expense associated with reductions in the cost of our SERP and also bonus expenses as well. And that is why you see the -- sort the variance base you see in a linked quarter basis from the fourth quarter '05 (multiple speakers).

Adam Barkstrom - Stifel Nicolaus - Analyst

Kind of a normalized growth over third quarter is what you're saying?

 

 



 

 

Stephen Carman - Yardville National Bancorp - CFO

That is correct.

Patrick Ryan - Yardville National Bancorp - CEO

At this time I would like to thank everybody who participated in the call with us. And we look forward to talking with you again next quarter. Thank you.

Operator

This does conclude today's teleconference. Thank you for your participation. And you may disconnect your lines at this time.

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