Exhibit 99.1
Investor Presentation November 2018 DRAFT v18
This presentation contains estimates, predictions, opinions, projections and other "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. Forward-looking statements often use words such as “anticipate,” “believe,” “contemplate,” “estimate,” “expect,” “forecast,” “intend,” “may,” “plan,” “project,” “should,” “will,” or other words of similar meaning. You can also identify them by the fact that they do not relate strictly to historical or current facts. The statements presented herein with respect to Howard Bancorp, Inc.'s (“Howard”) beliefs, plans, objectives, goals, expectations, anticipations, assumptions, estimates, intensions, and future performance, including our growth strategy and expansion plans, including potential acquisitions, our expectations regarding non-interest expense cost reductions, improving efficiency and optimizing our footprint, increasing operating leverage, and expected balance sheet growth and increased return on assets, are forward-looking. Such forward-looking statements involve known and unknown risks, uncertainties and other factors, some of which may be beyond our control, that may cause our actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. Such risks and uncertainties include, but are not limited to: deterioration in general market conditions and economic trends in the United States generally, and particularly in the markets in which Howard operates and in which its loans are concentrated, including the effects of any future deterioration in housing markets, increase in unemployment levels, or slowdowns in economic growth, or a return to recessionary conditions; our ability to enter new markets successfully and capitalize on growth opportunities, to successfully integrate acquired entities, and to otherwise implement our growth strategy Howard’s level of nonperforming assets and the costs associated with resolving problem loans including litigation and other costs; changes in market interest rates, which may increase funding costs and reduce earning asset yields and thus reduce our margins; the impact of changes in interest rates and the credit quality and strength of underlying collateral; the credit risk associated with the substantial amount of commercial real estate, construction and land development, and commercial and industrial loans in our loan portfolio; our need to comply with extensive regulatory requirements and changes in laws or government regulations or policies affecting financial institutions, including changes in regulatory fees and capital requirements and the potential expenses in complying with new or revised regulations or policies; possible additional loan losses and impairment of the collectability of loans; Howard’s ability to comply with applicable capital and liquidity requirements (including the finalized Basel III capital standards), including our ability to generate liquidity internally or raise capital on favorable terms; any impairment of Howard's goodwill or other intangible assets; system failure or cybersecurity breaches of Howard’s network security; competition from both from traditional financial service providers and from non-banks that have started to offer products and services traditionally provided by banks, including technology-oriented financial services (FinTech) companies that are subject to limited regulation; our ability to successfully keep pace with technological change affecting the financial services industry; Howard’s ability to recruit and retain key employees; the effects of weather and natural disasters such as floods, droughts, wind, tornadoes and hurricanes as well as effects from geopolitical instability and man-made disasters including terrorist attacks; the effects of any reputation, credit, interest rate, market, operational, legal, liquidity, regulatory and compliance risk resulting from developments related to any of the risks discussed above; and the costs associated with resolving any problem loans, litigation and other risks and uncertainties, including those discussed in Howard’s Form 10-K for the year ended December 31, 2017 and other documents filed by Howard with the Securities and Exchange Commission from time to time. 2 Forward Looking Statements
Important Notice 3 Non-GAAP Financial MeasuresThe Company’s management uses certain non-GAAP (generally accepted accounting principles) financial measures to evaluate its performance. Specifically, the Company reviews and reports core net income, core return on average assets, core efficiency ratio, core net interest margin, return on average net tangible equity, tangible common equity, tangible assets, ratio of tangible common equity to tangible assets, core return on average tangible common equity and tangible book value per common share. Although the Company believes these non-GAAP financial measures provide a greater understanding of its business, these measures are not necessarily comparable to similar measures that may be presented by other companies. These disclosures should not be viewed as a substitute for financial measures determined in accordance with GAAP. The Company has included in this presentation information related to these non-GAAP financial measures for the applicable periods presented. Please refer to “GAAP/Non-GAAP Financial Measures” at the end of this presentation for a reconciliation of these non-GAAP financial measures.
Introduction 4
Our Management Team 5 Over 30 years of executive experience in the Maryland marketplacePast Chair Maryland Bankers Association, Past Chair Community Foundation of Howard County, Current Chair of Associated Catholic CharitiesNamed 2018 Baltimore Industrialist of the Year; 2016 and 2017 Top 25 Women to Watch in Banking; 2018 Top Community Banker; 2012, 2015, 2016 Most Admired CEO Frank K. TurnerChief Lending Officer, EVP Mary Ann ScullyChairman and CEO Over 40 years of commercial banking experience in MarylandFormer EVP of Corporate Banking for PNCFormer senior management team member at Mercantile Bank (now PNC) Robert Kunisch, Jr.President Thomas (Randy) JonesChief Credit Officer, EVP Over 28 years in banking in MarylandFormer management at Mercantile Bank (now PNC)President of Wilmington Trust – Maryland, FSBFormer CEO of 1st Mariner Bank and former consultant to the Board Over 26 years of commercial banking experience in MarylandFormer Credit Analyst for Mercantile Bank (now PNC)Maryland Market Credit Executive of PNC and Chief Credit Officer at 1st Mariner Bank Steven PoynotChief InformationOfficer, EVP Over 34 years of banking and consulting experienceFormer Chief Administrative Officer for Howard BankFormer SVP, Strategic Planning at Allfirst (now M&T Bank)Head of Consumer and Small Business Product Development and Management at First National Bank of Maryland (now M&T Bank) Over 21 years of commercial banking experience in MarylandFormer Commercial Real Estate Lending team member for Mercantile Bank (now PNC)Former Chief Credit Officer for Howard BankRecognized as a Next Leader in Banking, Howard County’s Finest 39 under 39, and Baltimore Business Journals 40 under 40 Charles E. SchwabeChief Risk Officer, EVP George CoffmanChief Financial Officer , Chief Investment Officer, EVP Drew McKoneDirector of Branch Distribution, SVP Over 26 years in commercial banking in MarylandFormer senior financial management positions at Mercantile Bank in Baltimore (now PNC)Farmers & Mechanics Bank in Frederick (now PNC)Sequoia Bank in Bethesda (now United Bank) Over 20 years in bankingManagement positions at Capital One Bank and M&T Bank Former Lieutenant Colonel in the United States Marine CorpsChief of Staff for the Maryland Department of Human Resources Deep senior management with over 200 years of combined experience
Company OverviewAttractive commercially focused, Baltimore focused franchise 6 # 1 local business bank headquartered in Baltimore21 branches, 3 regional offices, a LPO, and 10 mortgage offices across the footprint from Newark, DE to Annapolis, MDBuilt on consistent growth – balance sheet, revenue, returns – since founding Strong commercial bank focused on SMEs provides an excellent growth platform with significant acquisition and cross sell opportunities Branch Network Source: S&P Global Market IntelligenceNote: Core figures exclude gain on sale of securities, amortization of intangibles and nonrecurring items; See appendix for reconciliation(1) Includes nonrecurring expenses
First Mariner Merger 7 Strategic merger of two Baltimore-focused commercial banksCreated combined company with over $2.1B in assets and $1.6B in depositsProvided meaningful scale to be more relevant with clients and communities servedStrengthened commercial focus Complementary cultures / business models Goal to create Baltimore’s “Best Bank” Branches at Acquisition Transaction Overview Merger Update Successfully closed merger of First Mariner in March 2018Completed systems conversion in MayIdentified and executed upon cost savings Achieved 56% cost savings of First Mariner’s Q3 2017 expensesOriginal estimate was 37% cost savings of First Mariner’s 2017 expensesAdditional cost savings opportunities identifiedSuccessful retention of key personnel Mortgage integration in process
Leading Baltimore Franchise 8 Largest locally headquartered bank Source: S&P Global Market IntelligenceNote: Deposit data as of 6/30/2018
Baltimore MSA Demographics 9 Median income in served counties exceeds the national average by 33.5%Unemployment stands at 4.3% in Baltimore County as of August 2018Overall GDP for the Baltimore MSA is approximately $192 billion annually Johns Hopkins UniversityJohns Hopkins APLUniversity of Maryland Medical CenterNorthrop GrummanNSA/Fort MeadeAberdeen Proving GroundsMedStar HealthUSNACutting edge technologies with significant growth in BaltimoreBio-healthAdvanced ManufacturingCybersecurityOver 580,000 small businesses based in Maryland employing over 1 million Maryland residents Sources: S&P Global Market Intelligence, FRED, Baltimore Business Journal, SBA, US Department of Labor Projected Average Household Income / Growth 2019 – 2024 Projected Population Growth
Franchise Highlights 10 Attractive, commercially-focused, Baltimore franchise with 23% insider ownership(1)Strong capital position to enable organic and acquired growthIncreasing reliance on low cost core deposits (38% Transaction Deposits)Restructured mortgage business line will improve efficiency and lessen earnings volatilitySignificant operating leverage and resulting profitability ramp from now integrated First Mariner acquisition (1) As disclosed in most recent proxy filing; insider defined as a director, executive officer or individual owning at least 5% of the outstanding common stock
Financial Performance 11
Third Quarter Highlights Net income and earnings per basic share improved as the company experienced lower merger related expenses. Earnings per basic share improved by 23.5% over 3rd Quarter 2017Third quarter sequential loan growth equaled 1% reflecting focus on growth in commercial loans (increasing 3.8%); acknowledging cyclical headwinds in non-owner occupied commercial real estateTransaction deposit levels remained strong at 38% of total deposits while overall deposits grew 4% sequentially during the quarter as we focused funding on local customers (CDs at comparable rates) versus FHLB advances. Cost of interest bearing deposits remained low at 0.80% for the quarterNet interest margin, net of fair market value adjustments on loans, was stable at 3.66%Cost savings from the merger are on track to exceed initial estimates Mortgage originations were $130 million and the team continues to focus both on higher margin and larger revenue generating loans 12
Summary of Quarterly Financial Performance 13 Source: S&P Global Market Intelligence; Company filingsNote: Core figures exclude gain on sale of securities, amortization of intangibles and nonrecurring items; See appendix for reconciliation(1) Includes nonrecurring expenses
Historical Financial Performance Source: S&P Global Market Intelligence; Company filings(1) Includes nonrecurring expenses(2) Core figures exclude gain on sale of securities, amortization of intangibles and nonrecurring items; See appendix for reconciliation 14
Net Interest Margin As reported NIM has remained relatively stable for the first nine months of 2018Accretion of FMV continues to be a small portion of overall interest incomeThe difference between reported NIM and NIM excluding FMV accretion has remained relatively stable with a small increase in Q3 2018Slight uptick in the Q3 primarily related to pre-payment of a single loanUptick similar to what we have seen in previous mergers 15 NIM Trends Accretion Level of Interest Income ($mm)
Achieved cost saves of 56% of Q3 2017 First Mariner expenses at Q3 2018 Merger cost savings goal was 37% of First Mariner’s 2017 expenses Achieved overall cost saves of 26% of combined expenses 16 Cost Savings
Non-Interest Expense Non-interest expenses related to the mortgage division have decreased to 15.7% of total non-interest expense from 22.3%Overall non-interest expenses, net of merger costs, have decreased over $3 million 17 Since June 30, 2018 Focus in Third Quarter and Beyond Q3 operating expenses of $16.4 million included approximately $500k of residual duplicative operating expenses incurred early in the quarter as consolidation was finalized (which will not impact future periods)Finalizing plans for an additional annualized $1.5 to $2 million in non-interest expense cost reductions related to occupancy, vendors, and other efficienciesBranch network analysis underway to improve efficiency and optimize footprint over the next few years Non-Interest Expense
Mortgage Operations 18 Continue efforts to reduce overall volatility of the revenue streamThird quarter production was $130 million down from $242 million in the second quarter. The consumer direct channel was $70 million in the second quarterFocus both on higher margin and larger revenue generating loansRelationships in Baltimore and surrounding areas complements our platformManageable impact on future earnings results
Non-Interest Income Service Charges and other types of non-interest income generated by core banking activities continue to increase after the mergerReducing reliance on mortgage income Mortgage income accounted for 46.6% of non-interest income in Q3 2018, down from 66.4% in Q2 2018(1)Mortgage income accounted for 7.3% of total revenues in Q3 2018, down from 16.2% in Q2 2018 19 June 30, 2018(1) September 30, 2018(1) (1) Excludes gains and losses $5.6 million $3.9 million
Profitability 20 Return on average assets normalizing after integration of First Mariner and optimization of mortgage business Source: S&P Global Market Intelligence; Company filingsNote: Core figures exclude gain on sale of securities, amortization of intangibles and nonrecurring items; See appendix for reconciliation Core ROAA vs. ROAA
Operating Leverage 21 Recent initiatives will increase operating leverage Achieved cost savings and experiencing benefits of scale from First Mariner merger Optimizing lower profitability lines of business such as mortgageFurther branch optimizationBalance sheet positioned for growthImproved loan mixStrong core deposit base providing low cost of funds Low deposit beta to benefit future earnings growth in current environmentUnique positioning in the marketStable NIM and asset growth to increase return on assetsStable net interest margin of 3.66%High single digit asset growth
Proactive Risk Management Culture 22 Focus on Risk Management is a core value of the organizationMulti-faceted risk managementTraining: All customer-facing employees have strong business fluencyCompensation: Relationship managers are tasked with gathering both loans and deposits. A portion of their compensation on loan growth is only achievable if deposit gathering goals are metCommunication: Chief Risk Officer team includes the Chief Compliance Officer, ISO, BSA Officer, General Counsel, and Fraud MonitoringPortfolio Management: Chief Credit Officer focuses on asset classes and limiting concentrations within the portfolio. NPAs managed aggressively and worked out as appropriateAccountability: Utilize a committee structure for loan approvals with committee approval required for loans above $2 million. Signature authority managed through the CEO and CCO
Asset Quality 23 NPAs / Total Assets NCOs / Average Loans (%) (1) Reserves / NPLs (%) Reserves / Loans (%) Source: S&P Global Market Intelligence; Company filingsNote: Data as of or for the twelve months ended each respective yearNCOs / Average Loans data annualized as of or for the three months ended in each respective quarterAccrual Status TDRs Loan discounts of $13.2 million as of 9/30/2018 from the acquisition; 1.26% coverage ratio for total portfolio loans including FMV adjustments on acquired loans47.3% of classified loans came through the acquisition
Summary of Recent Performance 20% EPS accretion between Q3 2017 and Q3 2018 Double digit C&I loan growthFurther opportunities in core base plus verticals Higher value added loan mix High level of transaction deposits Increasing reliance on core deposits (38% Transaction Deposits)Higher value added deposit mix (0.80% cost of deposits)Stable core net interest margin Reduced reliance on volatile and marginally profitable mortgage banking income Higher quality non interest income mix Exceeding 37% target cost savings with First Mariner merger 56% actual and 26% combined cost savingsAdditional savings identified to be actualized in 2019Unique positioning as largest locally headquartered bank in the attractive consolidating Greater Baltimore marketOnly bank focused on SME 24
Loan and Deposit Composition 25
Loan Mix 26 Continued diversification into C&I loans and away from acquired residential loans in both the Howard and First Mariner portfolios Diversification offsets cyclical trends in non-owner occupied interim financing sectorNon-performing assets decreased from 1.50% at June 30, 2018 to 1.46% at September 30, 2018 September 30, 2018 $1,624 million
CRE Loan Mix 27 $515 Million CRE Portfolio September 30, 2018
Deposit Mix 28 Increase in CDs from campaign using comparable rates marketed toward local customers $1,625 million September 30, 2018
Improving Funding Mix 29 Howard has grown deposits organically and through acquisitions Deposits increased by $59 million, or 4%, to $1.6 billion in Q3 2018Focused funding on local customers versus FHLB advancesCost of interest bearing deposits remained low at 0.80% for Q3Q3 shows the continuation of a strong transactional deposit base and ability to maintain clients in the highest quality accounts Shifted non-transaction account funding away from more volatile sources into core depositsTrailing 4 quarter deposit beta of 15.0%(2) Historical Deposit Composition ($mm)(1) Attractive Funding Mix Source: S&P Global Market IntelligenceFirst Mariner merger completed in Q1 2018Deposit beta calculated by dividing the absolute change in the cost of interest-bearing deposits between 9/30/2017 and 9/30/2018 by the absolute change in the Federal Funds Target Rate over the same period
Lack of Deposit & Loan Concentration 30
Offering Considerations 31
Offering Summary Issuer Howard Bancorp, Inc. (NASDAQ: HBMD) Security Security Rating Format Offering Amount Maturity Coupon Type Optional Redemption Holding Company subordinated debt BBB by Egan-Jones Bond Rating Agency Reg D (settlement through DTC / DTC eligible) $20.0 million 10 years Fixed rate for 5 years paid semi-annually; floating rate until maturity paid quarterly 5 year “no call” Covenants Consistent with regulatory requirements for Tier 2 capital General corporate purposes Use of Proceeds Sole Placement Agent Keefe, Bruyette & Woods, A Stifel Company 32 Note: An explanation of the significance of ratings may be obtained from the rating agency. Generally, rating agencies base their ratings on such material and information, and such of their own investigations, studies and assumptions, as they deem appropriate. The rating of the senior or subordinated notes should be evaluated independently from similar ratings of other securities. A credit rating of a security is not a recommendation to buy, sell or hold securities and may be subject to review, revision, suspension, reduction or withdrawal at any time by the assigning rating agency
33 Impact of Offering Note: Holding company capital ratios as of as of 9/30/2018; Assumes gross proceeds of a $20mm subordinated debt offering less offering related expenses;(1) Double leverage ratio assumes 86% of net proceeds are down streamed to Howard Bank to keep two years of cash coverage in the holding company Pro Forma Capital Ratios (1)
Historical Interest Coverage 34 Source: S&P Global Market IntelligenceNote: Dollars in thousands; Data as of or for the twelve months ended each respective year; Q1 ’18 data as of or for the three months ended 3/31/2018; Q2 ’18 data as of or for the three months ended 6/30/2018; Q3 ’18 data as of or for the three months ended 9/30/2018(1) Non-recurring items include realized gain / (loss) on securities, non-recurring revenue and nonrecurring expense; See appendix for reconciliation Historical Interest Coverage A B C + = D A B E / D B D C ( B + ) / C + ) ( / E B E C ( B + ) / C + ) (
APPENDIX 35
Quarterly Financial Performance 36 Source: 2018 Q3 earnings release
Quarterly Financial Performance 37 Source: 2018 Q3 earnings release
GAAP / Non-GAAP Reconciliation 38 After-Tax Nonrecurring Items Pre-tax Income Before Nonrecurring Items Core Net Income and Core ROAA Note: Core numbers assume a 35.0% statutory tax rate for 2017 and earlier; Core numbers assume a 21.0% statutory tax rate for 2018
GAAP / Non-GAAP Reconciliation 39 Tangible Common Equity Ratio Tangible Book Value Per Common Share Note: Core numbers assume a 35.0% statutory tax rate for 2017 and earlier; Core numbers assume a 21.0% statutory tax rate for 2018 Core ROATCE
GAAP / Non-GAAP Reconciliation 40 Core Net Interest Margin Core Efficiency Ratio