Enterprise Financial Services Corp — Q2 2012 Form 10-Q
Reporting period: Quarter and six months ended June 30, 2012. Enterprise is a financial holding company providing banking and wealth-management services in the St. Louis, Kansas City and Phoenix markets. Figures below are in U.S. dollars; “million” and “billion” are used for readability.
Financial performance and condition
- Q2 earnings: Net income was $8.8 million, versus $8.3 million a year earlier. Net income available to common shareholders was $8.1 million; diluted EPS was $0.44, versus $0.43.
- First-half earnings: Net income was $15.0 million, versus $12.4 million. Diluted EPS was $0.75, versus $0.70.
- Net interest income and margin: Q2 net interest income was $34.1 million, up from $31.0 million. Tax-equivalent net interest margin was 4.81%, versus 4.75% in Q2 2011 and 4.33% in Q1 2012. First-half tax-equivalent net interest income was $65.4 million, up 20%; margin was 4.57%, versus 4.17%.
- Noninterest income and expenses: Q2 noninterest income was $0.8 million, down from $4.2 million, chiefly reflecting a $5.7 million negative change in the FDIC loss-share receivable. Q2 noninterest expense rose 19% to $21.4 million. The efficiency ratio increased to 61.2% from 51.2%.
- Credit costs and asset quality: Q2 provision was $0.3 million in total, including $75,000 for non-covered loans; first-half provision was $4.3 million. Non-covered net charge-offs were $1.4 million in Q2 versus $5.0 million a year earlier. Nonperforming non-covered loans were $40.6 million, or 2.08% of loans, versus $43.1 million and 2.36% a year earlier. The non-covered allowance was $36.3 million, equal to 1.86% of loans and 90% of nonperforming loans.
- Balance sheet: Total assets were $3.18 billion, down from $3.38 billion at December 31, 2011. Net portfolio loans were $2.15 billion; non-covered loans grew 3% from year-end, while FDIC-covered loans declined to $242.5 million from $300.6 million. Deposits were $2.60 billion, down 7% from year-end. Shareholders’ equity increased to $255.9 million from $239.6 million.
- Debt and liquidity: Subordinated debentures were $85.1 million, FHLB advances $90.5 million, and other borrowings $132.5 million. Cash and cash equivalents fell to $76.0 million from $188.1 million at year-end. First-half operating cash flow was $26.4 million, investing cash flow was positive $84.4 million, and financing cash flow was negative $222.9 million. Management cited additional FHLB, Federal Reserve and correspondent-bank borrowing capacity.
- Capital: The company reported a 12.51% Tier 1 risk-based capital ratio, 13.88% total risk-based ratio, and 9.17% leverage ratio. Tangible common equity to tangible assets was 5.84%, versus 4.99% at year-end.
Material changes versus comparable periods
- First-half net income and net interest income increased year over year, supported by loan growth, the FNB acquisition’s contribution and lower funding costs.
- Q2 noninterest income declined sharply because lower expected losses on FDIC-covered assets required a reduction in the FDIC loss-share receivable. Management expected a further $5 million–$7 million of negative accretion for the remainder of 2012, absent other remeasurement changes.
- Noninterest expense increased, particularly compensation and other operating costs, including acquisition-related costs and long-term incentive expense.
- Problem assets improved overall: nonperforming loans and other real estate declined from year-end, and Q2 non-covered loan charge-offs were lower than in Q2 2011. However, covered loans past due 90 days or more totaled $39.9 million at quarter-end.
- Deposits declined from year-end as the company reduced certificate-of-deposit balances through lower-cost pricing; core deposits remained 96% of total deposits.
Outlook, risks and unusual items
- Management outlook: Expects 6%–8% full-year growth in non-covered portfolio loans; net interest margin of at least 4% for 2012; non-covered loan-loss provision of approximately $8 million–$10 million; and quarterly noninterest expense of $20 million–$22 million. Management expected nonperforming assets to decline by year-end and estimated full-year non-covered net charge-offs of $10 million–$15 million.
- Capital plan: Targets tangible common equity to tangible assets of at least 7% by the end of 2014. Management planned to seek regulatory approval in August 2012 to redeem all or part of the approximately $35 million of Treasury-held preferred stock by year-end. Proposed federal capital rules could require additional capital, constrain dividends or share repurchases, and phase out trust-preferred securities’ Tier 1 capital treatment.
- Legal contingencies: The company is defending two lawsuits related to Distinctive Notes; plaintiffs seek more than $25 million in one case and approximately $800,000 plus other damages in the other. A separate securities class action alleges improper accounting for FDIC-covered loans and seeks unspecified damages. The company says it cannot reasonably estimate possible losses for these proceedings and intends to defend them.
- Financial reporting controls: Management reported that disclosure controls were effective and believed it had remediated a previously identified material weakness involving accounting for acquired, credit-impaired loans. Management cautioned that remediation does not guarantee similar weaknesses will not recur.
- Other risks and unusual items: Results are sensitive to local economic and real-estate conditions, credit quality, interest-rate movements, FDIC loss-share estimates, and litigation outcomes. Q2 covered-loan yield was unusually high at 20.15%, primarily because cash flows from loan payoffs exceeded expectations; management expected covered-loan yields to remain volatile.
Important facts for investors to verify
- Whether the expected FDIC loss-share receivable reductions and covered-loan cash-flow remeasurements materially affect future earnings.
- Whether loan growth, problem-asset resolution, charge-offs and the allowance remain consistent with management’s outlook.
- Whether deposit outflows and the sharp reduction in cash are offset by stable core funding and available borrowing capacity.
- Whether the planned Treasury preferred-stock redemption receives regulatory approval and how proposed capital rules affect capital targets, dividends and trust-preferred securities.
- Developments in the Distinctive Notes and securities litigation, including any change in the company’s ability to estimate potential losses.
- Whether the acquired-loan accounting control remediation proves effective in subsequent periods.