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 | | Exhibit 99.1 |
FOR IMMEDIATE RELEASE
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CONTACTS | | |
Charles D. Christy | | Kristine D. Brenner |
EVP & Chief Financial Officer | | Director of Investor Relations |
(810) 237-4200 | | (810) 257-2506 |
Charlie.Christy@citizensbanking.com | | Kristine.Brenner@citizensbanking.com |
CITIZENS REPUBLIC BANCORP ANNOUNCES FIRST QUARTER 2008 RESULTS
AND SUSPENDS QUARTERLY CASH DIVIDEND
FLINT, MICHIGAN, April 17, 2008 -—Citizens Republic Bancorp, Inc. (NASDAQ: CRBC) announced today net income of $11.1 million for the three months ended March 31, 2008. The results for the first quarter of 2008 represent a decrease of $16.9 million from the fourth quarter of 2007 net income of $28.0 million and a decrease of $20.4 million from the first quarter of 2007 net income of $31.5 million. Diluted net income per share was $0.15, compared with $0.37 for the fourth quarter of 2007 and $0.41 for the first quarter of last year. Annualized returns on average assets and average equity during the first quarter of 2008 were 0.33% and 2.83%, respectively, compared with 0.83% and 7.11% for the fourth quarter of 2007 and 0.94% and 8.23% for the first quarter of 2007.
Core operating earnings, which exclude restructuring and merger-related expenses and amortization of core deposit intangibles, were $0.17 per diluted share for the first quarter of 2008, a decrease of $0.22 from the fourth quarter of 2007 and a decrease of $0.30 from the first quarter of 2007. Annualized core operating earnings to average tangible assets and annualized core operating earnings to average tangible equity for the first quarter of 2008 were 0.40% and 6.52%, respectively, compared with 0.93% and 15.32% for the fourth quarter of 2007 and 1.15% and 19.92% for the first quarter of 2007. These non-GAAP financial measures are discussed in more detail under “Use of Non-GAAP Financial Measures” and are reconciled to the related GAAP measures in the tables on page 15.
In light of the current economic trends and outlook, the Board of Directors voted to suspend the common stock quarterly cash dividend. This action will save approximately $22 million in retained earnings quarterly while providing more capital flexibility.
“While still operating profitably in a difficult economy, we’re disappointed with the decrease in our quarterly earnings. The continued decline in real estate markets and deterioration in the credit environment was beyond both our expectations and those of the markets in February and resulted in an increase to our provision for loan losses,” stated William R. Hartman, chairman, president and chief executive officer. “We believe capital preservation and maintaining a strong balance sheet are crucial strategies to weathering the economy, optimizing shareholder value and best positioning our company for success when conditions improve. Accordingly, we have strengthened our allowance for loan losses and suspended our dividend rather than pay the $0.14 per share we announced in February. While dividend reduction decisions are never easy, this move is the most cost efficient means of bolstering our capital position in this declining and uncertain environment and ultimately provides a better return for our shareholders in the long run. We continue to aggressively pursue additional cost reduction opportunities and will announce our expense reduction targets in our second quarter earnings release,” continued Hartman.
Key Performance Highlights in the Quarter:
• | | Total noninterest expenses decreased $2.3 million or 2.9% from the fourth quarter of 2007 and decreased $7.1 million or 8.5% from the first quarter of 2007. |
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• | | Commercial and industrial loans at March 31, 2008 were $2.7 billion, an increase of $96.6 million or 3.8% over December 31, 2007. Citizens continues to see high quality, profitable customer demand for commercial and industrial loans in all of its markets. |
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• | | The provision for loan losses for the first quarter of 2008 was $30.6 million, compared with $6.1 million for the fourth quarter of 2007. Net charge-offs for the first quarter of 2008 were in line with expectations and totaled $17.4 million, compared with $19.7 million for the fourth quarter of 2007. |
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| | The significant increase in the provision for loan losses was primarily due to higher than expected nonperforming loans at March 31, 2008. The allowance for loan losses as a percent of portfolio loans at March 31, 2008 increased to 1.84% from 1.72% at December 31, 2007. |
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• | | The 30-89 day loan delinquencies at March 31, 2008 decreased $74.8 million from December 31, 2007 and the commercial watchlist at March 31, 2008 decreased $21.3 million from December 31, 2007. The declines in both delinquencies and watchlist were primarily a result of commercial real estate loans migrating to nonperforming status at a faster rate than new inflows into these categories. |
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• | | Citizens continues to show improvement in treasury management sales, SBA loan bookings, and wealth management revenue. |
| o | | Treasury management sales totaled $0.5 million for the first quarter of 2008, essentially unchanged from the fourth quarter of 2007 and an increase of 86.6% over the first quarter of 2007. |
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| o | | SBA loan bookings totaled $17.5 million in the first quarter of 2008, an increase of 6.5% over the fourth quarter of 2007 and an increase of 125.6% over the first quarter of 2007. |
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| o | | Brokerage and investment fees totaled $1.9 million for the first quarter of 2008, a decrease of 5.6% from the fourth quarter of 2007 but an increase of 23.7% over the first quarter of last year. |
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• | | Citizens expanded its strategic business alliance with PHH Mortgage during the first quarter of 2008 to include servicing the mortgage portfolio. In connection with this transition, Citizens incurred employee severance and selected benefits expense of $1.0 million. |
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• | | Citizens recorded a gain of $2.1 million due to the receipt of proceeds from the partial redemption of its Visa Inc. (“Visa”) shares immediately following the Visa initial public offering and reversed the liability of $0.9 million recorded in the fourth quarter of 2007, in connection with Visa’s recent litigation, as a result of its ownership in Visa. |
Balance Sheet
Total assets at March 31, 2008 were $13.5 billion, essentially unchanged from December 31, 2007 and an increase of $222.0 million or 1.7% over March 31, 2007. Total portfolio loans were $9.6 billion at March 31, 2008, essentially unchanged from December 31, 2007 and an increase of $394.6 million or 4.3% over March 31, 2007.
Investment securities at March 31, 2008 decreased $42.5 million or 1.9% from December 31, 2007 to $2.2 billion and decreased $220.1 million or 9.0% from March 31, 2007. The decreases were primarily the result of using portfolio cash flow to fund commercial loan growth.
Total commercial loans at March 31, 2008 were $5.8 billion, an increase of $173.8 million or 3.1% over December 31, 2007 and an increase of $677.3 million or 13.1% over March 31, 2007. The increases were primarily a result of new relationships in all of Citizens’ markets. When compared with March 31, 2007, the increase in commercial and industrial loans also reflects $261.3 million in growth from the Citizens Bank Business Finance division (the asset-based lending team) due to strong direct demand and several large corporate client participations. The following table displays historical commercial loan portfolios by segment:
Commercial Loan Portfolio
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| | Mar 31, | | | Dec 31, | | | Sept 30, | | | June 30, | | | March 31, | |
in millions | | 2008 | | | 2007 | | | 2007 | | | 2007 | | | 2007 | |
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Land Hold | | $ | 61.6 | | | $ | 63.8 | | | $ | 78.9 | | | $ | 81.6 | | | $ | 84.3 | |
Land Development | | | 159.2 | | | | 167.8 | | | | 161.0 | | | | 178.7 | | | | 187.6 | |
Construction | | | 370.7 | | | | 342.6 | | | | 376.3 | | | | 371.2 | | | | 455.9 | |
Income Producing | | | 1,567.3 | | | | 1,526.0 | | | | 1,338.8 | | | | 1,338.9 | | | | 1,351.7 | |
Owner-Occupied | | | 1,015.6 | | | | 997.0 | | | | 1,113.5 | | | | 1,115.6 | | | | 1,077.7 | |
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Total Commercial Real Estate | | | 3,174.4 | | | | 3,097.2 | | | | 3,068.5 | | | | 3,086.0 | | | | 3,157.2 | |
Commercial and Industrial | | | 2,653.8 | | | | 2,557.1 | | | | 2,236.2 | | | | 2,153.2 | | | | 1,993.7 | |
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Total Commercial Loans | | $ | 5,828.2 | | | $ | 5,654.3 | | | $ | 5,304.7 | | | $ | 5,239.2 | | | $ | 5,150.9 | |
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The following definitions are provided to clarify the types of loans included in each of the commercial real estate segments identified in the above table. Land hold loans are secured by undeveloped land which is acquired for future development. Land development loans are secured by land being actively developed in terms of infrastructure improvements to create finished marketable lots for commercial or residential construction. Construction loans are secured by commercial, retail and residential real estate in the construction phase with the intent to be sold or become an income producing property. Income producing loans are secured by non-owner occupied real estate leased to one or more tenants. Owner occupied loans are secured by real estate occupied by the owner for ongoing operations.
Residential mortgage loans at March 31, 2008 decreased $51.4 million or 3.6% from December 31, 2007 to $1.4 billion and decreased $124.4 million or 8.2% from March 31, 2007. The decreases were primarily the result of weak consumer demand in Citizens’ markets and the sale of more than 70% of new mortgage originations into the secondary market.
Total consumer loans, which are comprised of direct and indirect loans, were $2.4 billion at March 31, 2008, a decrease of $50.9 million or 2.1% from December 31, 2007 and a decrease of $158.3 million or 6.3% from March 31, 2007. Direct consumer loans, which include direct installment, home equity, and other consumer loans, decreased $40.4 million or 2.6% from December 31, 2007 and decreased $145.9 million or 8.7% from March 31, 2007. The decreases were due to weak consumer demand, which is being experienced throughout the industry. Indirect consumer loans, which are primarily marine and recreational vehicle loans, were $818.9 million at March 31, 2008, essentially unchanged from December 31, 2007 and March 31, 2007.
Loans held for sale at March 31, 2008 increased $5.7 million or 7.5% over December 31, 2007 to $81.5 million and decreased $22.4 million or 21.5% from March 31, 2007. The increase over December 31, 2007 was primarily the result of higher residential mortgage origination volume awaiting sale in the secondary market. The decrease from March 31, 2007 was primarily the result of a $26.0 million consumer loan sale as part of the branch divestiture completed on April 27, 2007. To a lesser extent, the decline was also due to a reduction in commercial loans held for sale due to customer paydowns and adjustments to reflect current fair-market value. These decreases were partially offset by higher residential mortgage origination volume awaiting sale in the secondary market.
Total deposits at March 31, 2008 were $8.5 billion, an increase of $185.1 million or 2.2% over December 31, 2007 and essentially unchanged from March 31, 2007. Core deposits, which exclude all time deposits, totaled $4.5 billion at March 31, 2008, an increase of $326.4 million or 7.9% over December 31, 2007 and an increase of $171.2 million or 4.0% over March 31, 2007. The increases in core deposits were primarily the result of creating a new on-balance sheet sweep product for Citizens’ commercial clients late in 2007 and migration of funds from time deposits to a high-rate savings product. Additionally, the increase over March 31, 2007 was partially offset by the aforementioned branch divestiture and the migration of funds from lower-cost deposits to time deposits with higher yields during 2007. Time deposits totaled $4.0 billion at March 31, 2008, a decrease of $141.4 million or 3.4% from December 31, 2007 and a decrease of $145.1 million or 3.5% from March 31, 2007. The decrease from December 31, 2007 was primarily the result of funds migrating to a high-rate savings product. The decrease from March 31, 2007 was primarily the result of the aforementioned branch divestiture, partially offset by the migration of funds from lower-cost deposits and some new client growth during 2007.
Other interest-bearing liabilities, which include federal funds purchased and securities sold under agreements to repurchase, other short-term borrowings, and long-term debt, decreased $142.6 million or 4.1% from December 31, 2007 to $3.3 billion and increased $187.8 million or 6.0% over March 31, 2007. The decrease from December 31, 2007 was primarily the result of a shift in the mix of funding to deposits. The increase over March 31, 2007 was primarily the result of a shift in mix to fund commercial loan growth.
Net Interest Margin and Net Interest Income
Net interest margin was 3.12% for the first quarter of 2008 compared with 3.26% for the fourth quarter of 2007 and 3.44% for the first quarter of 2007. The decrease in net interest margin from both prior periods was primarily the result of deposit price competition resulting in lower spreads and longer deposit repricing lag-time, a shift in funding mix, continued pricing pressure on commercial loan spreads, and the
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movement of loans to nonperforming status, partially offset by a shift in asset mix from investment securities to higher yielding commercial loans and an increase in the investment portfolio yield. The shift in funding mix included funds migrating within the deposit portfolio from lower cost savings and transaction accounts to higher cost savings and time deposits and a greater reliance on wholesale funding.
The decrease in net interest margin from the first quarter of 2007 was primarily due to funds migrating within the deposit portfolio from lower cost savings and transaction accounts to higher cost savings and time deposits, pricing pressure on loans, the continued effects of the interest rate environment, and the movement of commercial loans to nonperforming status, partially offset by a shift in asset mix from investment securities to higher yielding commercial loans.
Net interest income was $88.3 million for the first quarter of 2008, a decrease of $3.9 million or 4.2% from the fourth quarter of 2007 and a decrease of $10.0 million or 10.2% from the first quarter of 2007. The decrease from the fourth quarter of 2007 was due to the lower net interest margin, partially offset by a $110.1 million increase in average earning assets. The increase in average earning assets was the result of an increase in commercial and commercial real estate loan balances, partially offset by a decrease in investment portfolio balances due to maturing balances not being fully reinvested, and a decrease in residential mortgage and direct consumer loan portfolio balances due to lower demand in the current Midwest economic environment. The decrease from the first quarter of 2007 was primarily the result of the lower net interest margin and a $131.7 million decrease in average earning assets. The decrease in average earning assets was primarily the result of the aforementioned branch divestiture and decreases in the investment portfolio and the residential mortgage and consumer loan portfolios, partially offset by an increase in commercial loan balances.
Citizens anticipates net interest income for the second quarter of 2008 will be slightly lower than the first quarter of 2008 due to the continued migration of funds from lower yielding deposit products into higher yielding deposit products, the continued effects of deposit pricing pressure, and the Midwest economic environment.
Credit Quality
The quality of Citizens’ loan portfolio is impacted by numerous factors, including the economic environment in the markets in which Citizens operates. Citizens carefully monitors its loans in an effort to identify, monitor, and mitigate any potential credit quality issues and losses in a proactive manner. By consistently monitoring credits and pre-emptively addressing loan issues, Citizens strives to protect shareholder value through all economic cycles. The following tables represent four qualitative aspects of the loan portfolio that illustrate the overall level of quality and risk inherent in the loan portfolio.
• | | Table 1 — Delinquency Rates by Loan Portfolio — This table illustrates the loans where the contractual payment is 30 to 89 days past due and interest is still accruing. While these loans are actively worked to bring them current, past due loan trends may be a leading indicator of potential future nonperforming loans and charge-offs. |
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• | | Table 2 — Commercial Watchlist — This table illustrates the commercial loans that are identified during the watchlist process which are still accruing interest but may be at risk due to general economic conditions or changes in a borrower’s financial status. |
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• | | Table 3 — Nonperforming Assets — This table illustrates the loans where the contractual payment is 90 days or more past due and interest is no longer accruing, as well as loans that are held for sale and other repossessed assets acquired. The commercial loans included in this table are reviewed as part of the watchlist process in addition to the loans displayed in Table 2. |
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• | | Table 4 — Net Charge-Offs — This table illustrates the portion of loans that have been charged-off during each quarter. |
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Table 1 — Delinquency Rates By Loan Portfolio
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30 to 89 days Past Due | | March 31, 2008 | | | December 31, 2007 | | | September 30, 2007 | | | June 30, 2007 | | | March 31, 2007 | |
| | | | | | % of | | | | | | | % of | | | | | | | % of | | | | | | | % of | | | | | | | % of | |
in millions | | $ | | | Portfolio | | | $ | | | Portfolio | | | $ | | | Portfolio | | | $ | | | Portfolio | | | $ | | | Portfolio | |
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Land Hold | | $ | 6.6 | | | | 10.71 | % | | $ | 4.6 | | | | 7.21 | % | | $ | 4.2 | | | | 5.32 | % | | $ | 2.9 | | | | 3.55 | % | | $ | 1.8 | | | | 2.14 | |
Land Development | | | 16.3 | | | | 10.24 | | | | 28.7 | | | | 17.10 | | | | 18.4 | | | | 11.43 | | | | 22.7 | | | | 12.70 | | | | 1.2 | | | | 0.64 | |
Construction | | | 10.5 | | | | 2.83 | | | | 31.7 | | | | 9.25 | | | | 17.6 | | | | 4.68 | | | | 11.1 | | | | 2.99 | | | | 7.9 | | | | 1.73 | |
Income Producing | | | 29.3 | | | | 1.87 | | | | 54.0 | | | | 3.54 | | | | 31.2 | | | | 2.33 | | | | 24.1 | | | | 1.80 | | | | 4.2 | | | | 0.31 | |
Owner-Occupied | | | 19.0 | | | | 1.87 | | | | 20.3 | | | | 2.04 | | | | 10.8 | | | | 0.97 | | | | 17.1 | | | | 1.54 | | | | 14.7 | | | | 1.36 | |
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Total Commercial Real Estate | | | 81.7 | | | | 2.57 | | | | 139.3 | | | | 4.50 | | | | 82.2 | | | | 2.68 | | | | 77.9 | | | | 2.53 | | | | 29.8 | | | | 0.94 | |
Commercial and Industrial | | | 39.9 | | | | 1.50 | | | | 39.0 | | | | 1.53 | | | | 22.0 | | | | 0.98 | | | | 22.7 | | | | 1.05 | | | | 27.2 | | | | 1.36 | |
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Total Commercial Loans | | | 121.6 | | | | 2.09 | | | | 178.3 | | | | 3.15 | | | | 104.2 | | | | 1.96 | | | | 100.6 | | | | 1.92 | | | | 57.0 | | | | 1.11 | |
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Residential Mortgage | | | 33.5 | | | | 2.40 | | | | 46.4 | | | | 3.21 | | | | 37.7 | | | | 2.58 | | | | 38.5 | | | | 2.58 | | | | 30.3 | | | | 2.00 | |
Direct Consumer | | | 21.7 | | | | 1.42 | | | | 24.3 | | | | 1.55 | | | | 21.5 | | | | 1.34 | | | | 19.6 | | | | 1.20 | | | | 11.9 | | | | 0.71 | |
Indirect Consumer | | | 13.3 | | | | 1.62 | | | | 15.9 | | | | 1.92 | | | | 14.7 | | | | 1.73 | | | | 11.6 | | | | 1.37 | | | | 12.5 | | | | 1.50 | |
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Total Delinquent Loans | | $ | 190.1 | | | | 1.99 | % | | $ | 264.9 | | | | 2.79 | % | | $ | 178.1 | | | | 1.93 | % | | $ | 170.3 | | | | 1.85 | % | | $ | 111.7 | | | | 1.22 | % |
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Delinquencies decreased in the commercial real estate and residential mortgage portfolios and remained relatively constant for the other portfolios. The decrease in commercial real estate was primarily the result of loans migrating to nonperforming status. The decrease in residential mortgage loans was primarily the result of seasonal client behavior and enhancements made to Citizens’ collection process. These portfolios continue to be affected by the weak Midwest economy and its related impact on real estate values and development.
As part of the overall credit underwriting and review process, Citizens carefully monitors commercial and commercial real estate credits that are current in terms of principal and interest payments but may deteriorate in quality as economic conditions change. Commercial relationship officers monitor their clients’ financial condition and initiate changes in loan ratings based on their findings. Loans that have migrated within the loan rating system to a level that requires increased oversight are considered watchlist loans (generally consistent with the regulatory definition of special mention, substandard, and doubtful loans) and include loans that are in accruing or nonperforming status. Citizens utilizes the watchlist process as a proactive credit risk management practice to help mitigate the migration of commercial loans to nonperforming status and potential loss. Once a loan is placed on the watchlist, it is reviewed quarterly by the chief credit officer, senior credit officers, senior market managers, and commercial relationship officers to assess cash flows, collateral valuations, and other pertinent trends. During these reviews, action plans are reviewed to address emerging problem loans or develop a specific plan for removing the loans from the portfolio. Additionally, loans viewed as substandard or doubtful are transferred to Citizens’ Special Loans or small business workout groups and are subjected to an even higher level of monitoring and workout activity.
Table 2 — Commercial Watchlist
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Accruing loans only | | March 31, 2008 | | | December 31, 2007 | | | September 30, 2007 | | | June 30, 2007 | | | March 31, 2007 | |
| | | | | | % of | | | | | | | % of | | | | | | | % of | | | | | | | % of | | | | | | | % of | |
in millions | | $ | | | Portfolio | | | $ | | | Portfolio | | | $ | | | Portfolio | | | $ | | | Portfolio | | | $ | | | Portfolio | |
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Land Hold | | $ | 27.7 | | | | 44.97 | % | | $ | 27.1 | | | | 42.48 | % | | $ | 27.0 | | | | 34.22 | % | | $ | 25.2 | | | | 30.88 | % | | $ | 29.3 | | | | 34.76 | % |
Land Development | | | 55.9 | | | | 35.11 | | | | 72.7 | | | | 43.33 | | | | 52.3 | | | | 32.48 | | | | 73.0 | | | | 40.85 | | | | 52.2 | | | | 27.83 | |
Construction | | | 66.7 | | | | 17.99 | | | | 90.1 | | | | 26.30 | | | | 91.7 | | | | 24.37 | | | | 101.4 | | | | 27.32 | | | | 79.5 | | | | 17.44 | |
Income Producing | | | 221.3 | | | | 14.12 | | | | 225.5 | | | | 14.78 | | | | 173.8 | | | | 12.98 | | | | 161.0 | | | | 12.02 | | | | 161.2 | | | | 11.93 | |
Owner-Occupied | | | 155.8 | | | | 15.34 | | | | 153.0 | | | | 15.35 | | | | 213.0 | | | | 19.13 | | | | 219.4 | | | | 19.67 | | | | 217.0 | | | | 20.14 | |
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Total Commercial Real Estate | | | 527.4 | | | | 16.61 | | | | 568.4 | | | | 18.35 | | | | 557.8 | | | | 18.18 | | | | 580.0 | | | | 18.79 | | | | 539.2 | | | | 17.08 | |
Commercial and Industrial | | | 407.1 | | | | 15.34 | | | | 387.4 | | | | 15.15 | | | | 362.4 | | | | 16.21 | | | | 359.8 | | | | 16.71 | | | | 343.5 | | | | 17.23 | |
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Total Watchlist Loans | | $ | 934.5 | | | | 16.03 | % | | $ | 955.8 | | | | 16.90 | % | | $ | 920.2 | | | | 17.35 | % | | $ | 939.8 | | | | 17.94 | % | | $ | 882.7 | | | | 17.14 | % |
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As presented in the table above, accruing watchlist loans at March 31, 2008 decreased $21.3 million or 2.2% from December 31, 2007. The decrease was primarily the result of commercial real estate loans migrating to nonperforming status, partially offset by an increase in commercial and industrial loans due to the addition of asset-based lending credits.
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Table 3 — Nonperforming Assets
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| | March 31, 2008 | | | December 31, 2007 | | | September 30, 2007 | | | June 30, 2007 | | | March 31, 2007 | |
| | | | | | % of | | | | | | | % of | | | | | | | % of | | | | | | | % | | | | | | | % | |
in millions | | $ | | | Portfolio | | | $ | | | Portfolio | | | $ | | | Portfolio | | | $ | | | of Portfolio | | | $ | | | of Portfolio | |
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Land Hold | | $ | 5.5 | | | | 8.93 | % | | $ | 4.5 | | | | 7.05 | % | | $ | 3.0 | | | | 3.80 | % | | $ | 0.2 | | | | 0.25 | % | | $ | 0.1 | | | | 0.12 | % |
Land Development | | | 46.4 | | | | 29.15 | | | | 35.6 | | | | 21.22 | | | | 40.4 | | | | 25.09 | | | | 17.7 | | | | 9.90 | | | | 7.9 | | | | 4.21 | |
Construction | | | 51.9 | | | | 14.00 | | | | 28.8 | | | | 8.41 | | | | 18.6 | | | | 4.94 | | | | 20.9 | | | | 5.63 | | | | 8.9 | | | | 1.95 | |
Income Producing | | | 40.5 | | | | 2.58 | | | | 21.5 | | | | 1.41 | | | | 26.5 | | | | 1.98 | | | | 14.8 | | | | 1.11 | | | | 11.9 | | | | 0.88 | |
Owner-Occupied | | | 23.5 | | | | 2.31 | | | | 19.7 | | | | 1.98 | | | | 9.0 | | | | 0.81 | | | | 7.2 | | | | 0.65 | | | | 11.8 | | | | 1.09 | |
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Total Commercial Real Estate | | | 167.8 | | | | 5.29 | | | | 110.1 | | | | 3.55 | | | | 97.5 | | | | 3.18 | | | | 60.8 | | | | 1.97 | | | | 40.6 | | | | 1.29 | |
Commercial and Industrial | | | 20.3 | | | | 0.76 | | | | 12.7 | | | | 0.50 | | | | 9.4 | | | | 0.42 | | | | 8.6 | | | | 0.40 | | | | 8.8 | | | | 0.44 | |
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Total Commercial Loans | | | 188.1 | | | | 3.23 | | | | 122.8 | | | | 2.17 | | | | 106.9 | | | | 2.02 | | | | 69.4 | | | | 1.32 | | | | 49.4 | | | | 0.96 | |
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Residential Mortgage | | | 45.8 | | | | 3.29 | | | | 46.9 | | | | 3.25 | | | | 32.8 | | | | 2.25 | | | | 35.4 | | | | 2.37 | | | | 30.6 | | | | 2.02 | |
Direct Consumer | | | 13.5 | | | | 0.88 | | | | 13.7 | | | | 0.87 | | | | 10.9 | | | | 0.68 | | | | 9.1 | | | | 0.56 | | | | 8.2 | | | | 0.49 | |
Indirect Consumer | | | 1.7 | | | | 0.21 | | | | 2.1 | | | | 0.25 | | | | 1.8 | | | | 0.21 | | | | 1.1 | | | | 0.13 | | | | 0.6 | | | | 0.07 | |
Loans 90+ days still accruing and restructured | | | 4.4 | | | | 0.05 | | | | 3.9 | | | | 0.04 | | | | 2.4 | | | | 0.03 | | | | 1.4 | | | | 0.02 | | | | 1.8 | | | | 0.02 | |
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Total Nonperforming Portfolio Loans | | | 253.5 | | | | 2.65 | % | | | 189.4 | | | | 1.99 | % | | | 154.8 | | | | 1.68 | % | | | 116.4 | | | | 1.26 | % | | | 90.6 | | | | 0.99 | % |
Nonperforming Held for Sale | | | 22.8 | | | | | | | | 21.6 | | | | | | | | 5.8 | | | | | | | | 5.1 | | | | | | | | 4.6 | | | | | |
Other Repossessed Assets Acquired | | | 50.3 | | | | | | | | 40.5 | | | | | | | | 30.4 | | | | | | | | 24.9 | | | | | | | | 19.5 | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total Nonperforming Assets | | $ | 326.6 | | | | | | | $ | 251.5 | | | | | | | $ | 191.0 | | | | | | | $ | 146.4 | | | | | | | $ | 114.7 | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Nonperforming assets are comprised of nonaccrual loans, loans past due over 90 days and still accruing interest, restructured loans, nonperforming held for sale, and other repossessed assets acquired. Nonperforming assets totaled $326.6 million at March 31, 2008, an increase of $75.1 million or 29.8% over December 31, 2007 and an increase of $211.9 million over March 31, 2007. The increase over December 31, 2007 was primarily the result of higher nonperforming commercial real estate loans, which migrated from accruing watchlist, and higher other repossessed assets acquired which migrated from the loan portfolio after incurring partial charge-offs. The increase over March 31, 2007 was primarily the result of transitioning all of Republic’s loan portfolios and underwriting practices to be consistent with Citizens’ credit risk management disciplines, deterioration in the real estate secured portfolios (particularly commercial) and general economic deterioration in the Midwest. Nonperforming assets at March 31, 2008 represented 3.39% of total loans plus other repossessed assets acquired compared with 2.64% at December 31, 2007 and 1.25% at March 31, 2007. Nonperforming commercial loan inflows were $99.0 million in the first quarter of 2008 compared with $72.1 million in the fourth quarter of 2007 and $37.4 million in the first quarter of 2007. Nonperforming commercial loan outflows were $33.7 million in the first quarter of 2008 compared with $56.2 million in the fourth quarter of 2007 and $10.6 million in the first quarter of 2007. The first quarter of 2008 outflows consisted of $10.4 million in loans that returned to accruing status, $4.8 million in loan payoffs and paydowns, $10.1 million in charged-off loans, and $8.4 million transferring to other repossessed assets acquired.
Table 4 — Net Charge-Offs
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended | |
| | March 31, 2008 | | | December 31, 2007 | | | September 30, 2007 | | | June 30, 2007 | | | March 31, 2007 | |
| | | | | | % of | | | | | | | % of | | | | | | | % of | | | | | | | % of | | | | | | | % of | |
in millions | | $ | | | Portfolio** | | | $ | | | Portfolio** | | | $ | | | Portfolio** | | | $ | | | Portfolio** | | | $ | | | Portfolio** | |
| | |
Land Hold | | $ | 0.5 | | | | 3.25 | % | | $ | 0.4 | | | | 2.51 | % | | $ | — | | | | — | % | | $ | — | | | | — | % | | $ | | | | | — | % |
Land Development | | | 6.6 | | | | 16.58 | | | | 6.3 | | | | 15.02 | | | | 0.4 | | | | 0.99 | | | | 6.4 | | | | 14.33 | | | | — | | | | — | |
Construction | | | 1.2 | | | | 1.29 | | | | 1.8 | | | | 2.10 | | | | 0.1 | | | | 0.11 | | | | 4.1 | | | | 4.43 | | | | 0.3 | | | | 0.26 | |
Income Producing | | | 0.9 | | | | 0.23 | | | | 2.4 | | | | 0.63 | | | | 0.1 | | | | 0.03 | | | | 2.3 | | | | 0.69 | | | | — | | | | — | |
Owner-Occupied | | | (0.1 | ) | | | (0.04 | ) | | | (0.2 | ) | | | (0.08 | ) | | | 0.6 | | | | 0.22 | | | | 0.9 | | | | 0.32 | | | | — | | | | — | |
| | | | | | | | | | |
Total Commercial Real Estate | | | 9.1 | | | | 1.15 | | | | 10.7 | | | | 1.38 | | | | 1.2 | | | | 0.15 | | | | 13.7 | | | | 1.77 | | | | 0.3 | | | | 0.04 | |
Commercial and Industrial | | | 0.9 | | | | 0.14 | | | | 1.4 | | | | 0.27 | | | | 0.6 | | | | 0.12 | | | | 1.8 | | | | 0.35 | | | | (0.8 | ) | | | (0.16 | ) |
| | | | | | | | | | |
Total Commercial Loans | | | 10.0 | | | | 0.69 | | | | 12.1 | | | | 0.94 | | | | 1.8 | | | | 0.14 | | | | 15.5 | | | | 1.20 | | | | (0.5 | ) | | | (0.04 | ) |
|
Residential Mortgage | | | 1.8 | | | | 0.52 | | | | 2.0 | | | | 0.53 | | | | 1.6 | | | | 0.43 | | | | 0.7 | | | | 0.18 | | | | 0.8 | | | | 0.21 | |
Direct Consumer | | | 3.0 | | | | 0.79 | | | | 2.3 | | | | 0.56 | | | | 2.6 | | | | 0.63 | | | | 2.6 | | | | 0.63 | | | | 1.7 | | | | 0.41 | |
Indirect Consumer | | | 2.6 | | | | 1.27 | | | | 3.3 | | | | 1.57 | | | | 1.9 | | | | 0.89 | | | | 1.2 | | | | 0.59 | | | | 1.4 | | | | 0.67 | |
| | | | | | | | | | |
Total Net Charge-offs | | $ | 17.4 | | | | 0.74 | % | | $ | 19.7 | | | | 0.84 | % | | $ | 7.9 | | | | 0.34 | % | | $ | 20.0 | | | | 0.87 | % | | | 3.4 | | | $ | 0.15 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | |
** | | Represents an annualized rate. |
6
Net charge-offs totaled $17.4 million or 0.74% of average portfolio loans in the first quarter of 2008 compared with $19.7 million or 0.84% of average portfolio loans in the fourth quarter of 2007 and $3.4 million or 0.15% of average portfolio loans in the first quarter of 2007. The decrease from the fourth quarter of 2007 was primarily the result of lower commercial real estate charge-offs. One residential development credit accounted for approximately 50% of the total commercial real estate charge offs in the first quarter of 2008. The increase over the first quarter of 2007 was primarily the result of the aforementioned increase in commercial real estate charge-offs due to the continued deterioration of the Midwest economy.
After determining what Citizens believes is an adequate allowance for loan losses, the provision is calculated as a result of the net effect of the quarterly change in the allowance for loan losses identified based on the risk in the portfolio and the quarterly net charge-offs. The provision for loan losses was $30.6 million in the first quarter of 2008, compared with $6.1 million in the fourth quarter of 2007 and $3.5 million in the first quarter of 2007. The increase over the fourth quarter of 2007 was primarily due to the higher than expected migration of commercial real estate watchlist loans to nonperforming status. This migration caused an increase in the allowance for loan losses due to the higher likelihood that these loans might eventually be charged-off. The increase over the first quarter of 2007 was primarily the result of higher commercial real estate charge-offs and higher nonperforming loans.
The allowance for loan losses totaled $176.5 million or 1.84% of portfolio loans at March 31, 2008, compared with $163.4 million or 1.72% at December 31, 2007. The increase was primarily the result of higher nonperforming commercial real estate loans and, to a lesser extent, an increase in the trend of consumer charge-offs. Based on current conditions and expectations, it is Citizens’ belief that the allowance for loan losses at March 31, 2008 is adequate to address the estimated loan losses inherent in the existing loan portfolio considering that over 85% of the nonperforming loans are real estate related and still carry collateral value and that $61.0 million are consumer loans, which historically migrates to loss at a low rate.
Citizens anticipates net charge-offs for the second quarter of 2008 will be almost double the amount recognized in the first quarter of 2008 as current nonperforming loans that can not be successfully remediated are charged-off. It is Citizens’ belief that the specific reserves identified as of March 31, 2008 should align with the anticipated commercial charge-offs. Therefore, the provision for loan losses for the second quarter of 2008 is expected to be consistent with the net charge-offs for that quarter in order to align with the expected level of risk inherent in the loan portfolio. Given the uncertainties in the Midwest economy and the real estate markets, however, there can be no assurance that additions to the allowance for loan losses will not be necessary.
Noninterest Income
Noninterest income for the first quarter of 2008 was $30.9 million, an increase of $1.6 million or 5.6% over the fourth quarter of 2007 and a decrease of $0.5 million or 1.5% from the first quarter of 2007. The increase over the fourth quarter of 2007 was primarily the result of higher other income ($2.0 million) and higher mortgage and other loan income ($1.2 million), partially offset by a decrease in service charges on deposit accounts ($0.9 million) and trust fees ($0.4 million). The increase in other income was primarily the result of a $2.1 million gain due to Citizens’ receipt of proceeds from the partial redemption of its Visa shares in the first quarter of 2008. The increase in mortgage and other loan income was primarily the result of gains on the sale of mortgages into the secondary market due to current interest rate trends and the effects of a reduction in the fair value of the commercial loans held for sale during the fourth quarter of 2007. The decrease in service charges on deposit accounts was primarily due to a seasonal decline in volume. The decrease in trust fees was primarily the result of the performance of the financial markets in 2008. Total trust assets under administration were $2.5 billion at March 31, 2008, a decrease of $0.2 billion from December 31, 2007.
The decrease from the first quarter of 2007 was primarily due to lower mortgage and other loan income ($2.8 million), partially offset by higher other income ($1.3 million), bankcard fees ($0.6 million) and brokerage and investment fees ($0.4 million). The decrease in mortgage and other loan income was primarily the result of lower mortgage sales during the first quarter of 2008. The increase in other income was due to the aforementioned $2.1 million gain related to the partial redemption of its Visa shares. Bankcard fees increased 47.8% as a result of higher client debit card volume. The increase in brokerage and investment fees was primarily the result of promoting Citizens’ financial consultants as “retirement
7
income professionals” through community seminars and targeted mailings, training legacy Republic branch staff and hiring new financial consultants to support the Republic franchise on this product line during the first quarter of 2007.
Citizens anticipates total noninterest income for the second quarter of 2008 will be consistent with or slightly higher than the first quarter of 2008 due to an increase in mortgage and other loan income as a result of implementing the mortgage origination-related services with PHH Mortgage and higher brokerage and investment fees.
Noninterest Expense
Noninterest expense for the first quarter of 2008 was $76.6 million, a decrease of $2.3 million or 2.9% from the fourth quarter of 2007 and a decrease of $7.1 million or 8.5% from the first quarter of 2007. The first quarter of 2008 included $1.0 million in employee severance and selected benefits associated with expanding the PHH Mortgage business alliance to include servicing the entire mortgage portfolio and releasing a $0.9 million liability accrued in the fourth quarter of 2007, in connection with Visa’s recent litigation, as a result of Citizens’ proportionate membership share of Visa USA. The decrease from the fourth quarter of 2007 was primarily the result of lower salaries and employee benefits ($1.4 million), professional services expense ($0.7 million), equipment expense ($0.6 million), and other loan expenses ($0.5 million), partially offset by higher advertising and public relations expense ($0.6 million) and data processing services ($0.4 million). The decrease in salaries and employee benefits was primarily the result of fewer employee separation agreements, lower hospitalization insurance expense, and $0.8 million in pension expense recorded in the fourth quarter of 2007 related to a settlement charge as a result of making lump-sum cash payments to plan participants in exchange for their rights to receive specified monthly benefits under Citizens’ cash balance pension plan. The decrease in professional services expense was primarily the result of lower recruiting and consulting expense. The decrease in equipment costs was due to lower costs associated with branch equipment maintenance and equipment rental expense. The decrease in other loan expenses was primarily the result of lower expenses associated with processing commercial loans and lower provisioning to fund the reserve for unused loan commitments, which fluctuates with the amount of unadvanced customer lines of credit, partially offset by higher foreclosure expenses associated with repossessing collateral underlying commercial and residential real estate loans. The increase in advertising and public relations expense was primarily the result of running a deposit generation campaign. The increase in data processing services expense was primarily the result of increased usage of customer online banking functionality.
The decrease from the first quarter of 2007 was primarily the result of a general decline in all expenses due to cost savings and efficiencies implemented during the second, third, and fourth quarters of 2007 following completion of the Republic merger as well as the effect of $4.2 million in restructuring and merger-related expenses incurred in the first quarter of 2007, partially offset by higher other loan expenses ($0.9 million) and other expense ($0.5 million). The increase in other loan expenses was primarily the result of higher foreclosure expenses associated with repossessing commercial and residential real estate loans, partially offset by the aforementioned lower provisioning to fund the reserve for unused loan commitments. The increase in other expense was primarily the result of higher ongoing property management costs for previously repossessed real estate loans, partially offset by lower state taxes and non-credit related losses.
Salary costs included severance expense of $1.6 million for the first quarter of 2008, including the aforementioned agreements associated with Citizens’ expanded alliance with PHH Mortgage; $3.0 million for the fourth quarter of 2007; and $0.4 million for the first quarter of 2007. Citizens had 2,409 full-time equivalent employees at March 31, 2008 compared with 2,501 at December 31, 2007 and 2,735 at March 31, 2007.
Citizens anticipates total noninterest expense for the second quarter of 2008 will be slightly higher than the first quarter of 2008 due to higher expenses associated with repossessed commercial and residential real estate.
Income Tax Provision
Citizens’ anticipates that the effective tax rate for 2008 will be approximately 18% — 22%. However, the effective tax rate for the first quarter of 2008 is 7.7% because of favorable developments on a federal tax
8
issue prevalent in the banking industry. Due to these developments, Citizens was able to recognize a discrete tax item of $1.5 million from previously unrecognized tax benefits.
Income tax provision for the first quarter of 2008 was $0.9 million, a decrease of $7.7 million from the fourth quarter of 2007 and a decrease of $10.1 million from the first quarter of 2007. The differences are driven by lower taxable income and the aforementioned $1.5 million discrete item.
Use of Non-GAAP Financial Measures
In addition to results presented in accordance with Generally Accepted Accounting Principles (“GAAP”), this release includes non-GAAP financial measures, including those presented on page 1, which are reconciled to GAAP financial measures on page 15. Citizens believes these non-GAAP financial measures provide information useful to investors in understanding the underlying operational performance of the company, its business, and performance trends and facilitates comparisons with the performance of others in the banking industry. Specifically, Citizens believes the exclusion of restructuring and merger-related expenses and intangible asset amortization to create “core operating earnings” as well as the exclusion of related goodwill and other intangible assets, net of applicable deferred tax amounts, to create “average tangible assets,” “average tangible equity” and core efficiency ratio permits evaluation of the effect of the Republic merger on business operations of the combined company and facilitates a comparison of results for ongoing business operations. Citizens’ management internally assesses the company’s performance based, in part, on these non-GAAP financial measures.
In accordance with industry standards, certain designated net interest income amounts are presented on a taxable equivalent basis, including the calculation of net interest margin and the efficiency ratio. Citizens believes the presentation of net interest margin on a taxable equivalent basis allows comparability of net interest margin with our industry peers by eliminating the effect of the differences in portfolios attributable to the proportion represented by both taxable and tax-exempt investments.
Although Citizens believes the above non-GAAP financial measures enhance investors’ understanding of its business and performance, these non-GAAP measures should not be considered a substitute for GAAP basis financial measures.
Other News
Citizens Expands Strategic Business Alliance with PHH Mortgage
During the first quarter of 2008, Citizens expanded its strategic business alliance with PHH Mortgage to include servicing the entire mortgage portfolio. Citizens expects to have this fully implemented by the end of June 2008.
Citizens Names Director of Human Resources
On February 25, 2008, Citizens announced that Susan Brockett was hired as executive vice president and director of human resources. Brockett joins Citizens with over 30 years experience.
Stock Repurchase Program
During the first quarter of 2008, Citizens did not repurchase any shares of its stock under the stock repurchase program. As of March 31, 2008, there were 1,241,154 shares remaining to be purchased under the program approved by the Board of Directors on October 16, 2003.
Analyst Conference Call
William R. Hartman, chairman, president and CEO, Charles D. Christy, CFO, John D. Schwab, chief credit officer, and Martin E. Grunst, treasurer will review the quarter’s results in a conference call for analysts and investors at10:00 a.m. ET on Friday, April 18, 2008.
A live audio webcast is available atwww.citizensbanking.com through the Investor Relations page or by calling (800) 895-0198 (conference ID: Citizens Republic). To participate in the conference call, please connect approximately 10 minutes prior to the scheduled conference time.
The call will be archived for 90 days atwww.citizensbanking.com. In addition, a digital recording will be available approximately two hours after the completion of the conference call until April 25, 2008. To listen to the replay, please dial (800) 695-0395.
9
Corporate Profile
Citizens Republic Bancorp is a diversified financial services company providing a wide range of commercial, consumer, mortgage banking, trust and financial planning services to a broad client base. Citizens Republic Bancorp serves communities in Michigan, Ohio, Wisconsin, and Indiana as Citizens Bank and in Iowa as F&M Bank, with 239 offices and 265 ATMs. Citizens Republic Bancorp is the largest bank holding company headquartered in Michigan with roots dating back to 1871. Citizens Republic Bancorp is the 40th largest bank holding company headquartered in the United States. More information about Citizens Republic Bancorp is available atwww.citizensbanking.com.
Safe Harbor Statement
Discussions and statements in this release that are not statements of historical fact, including statements that include terms such as “will,” “may,” “should,” “believe,” “expect,” “anticipate,” “estimate,” “project,” “intend,” and “plan,” including without limitation future financial and operating results, plans, objectives, expectations and intentions and other statements that are not historical facts, are forward-looking statements that involve risks and uncertainties. Any forward-looking statement is not a guarantee of future performance and actual results could differ materially from those contained in the forward-looking information.
Factors that could cause or contribute to such differences include, without limitation, adverse changes in Citizens’ loan and lease portfolios resulting in credit risk-related losses and expenses (including without limitation losses due to fraud, Michigan automobile-related industry changes and shortfalls, deterioration in commercial and residential real estate values, and other economic factors) as well as additional increases in the allowance for loan losses; fluctuations in market interest rates, the effects on net interest income of changes in Citizens’ interest rate risk position and the potential inability to hedge interest rate risks economically; adverse changes in economic or financial market conditions and the economic effects of terrorist attacks and potential attacks; Citizens’ potential inability to continue to attract core deposits; Citizens’ potential inability to continue to obtain third party financing on favorable terms; adverse changes in competition, pricing environments or relationships with major customers; unanticipated expenses and payments relating to litigation brought against Citizens from time to time; Citizens’ potential inability to adequately invest in and implement products and services in response to technological changes; adverse changes in applicable laws and regulatory requirements; the potential lack of market acceptance of Citizens’ products and services; changes in accounting and tax rules and interpretations that negatively impact results of operations or financial position; the potential inadequacy of Citizens’ business continuity plans or data security systems; the potential failure of Citizens’ external vendors to fulfill their contractual obligations to Citizens; Citizens’ potential inability to integrate acquired operations; adverse or unanticipated events leading to impairment charges to goodwill or other intangible assets; unanticipated environmental liabilities or costs; impairment of the ability of the banking subsidiaries to pay dividends to the holding company parent; the potential circumvention of Citizens’ controls and procedures; Citizens’ success in managing the risks involved in the foregoing; and other risks and uncertainties detailed from time to time in its filings with the SEC, which are available at the SEC’s web sitewww.sec.gov. Other factors not currently anticipated may also materially and adversely affect Citizens’ results of operations, cash flows and financial position. There can be no assurance that future results will meet expectations. While Citizens believes that the forward-looking statements in this release are reasonable, you should not place undue reliance on any forward-looking statement. In addition, these statements speak only as of the date made. Citizens does not undertake, and expressly disclaims any obligation to update or alter any statements, whether as a result of new information, future events or otherwise, except as required by applicable law.
10
Consolidated Balance Sheets (Unaudited)
Citizens Republic Bancorp and Subsidiaries
| | | | | | | | | | | | |
| | March 31, | | | December 31, | | | March 31, | |
(in thousands) | | 2008 | | | 2007 | | | 2007 | |
|
Assets | | | | | | | | | | | | |
Cash and due from banks | | $ | 222,677 | | | $ | 241,104 | | | $ | 197,834 | |
Money Market Investments: | | | | | | | | | | | | |
Federal funds sold | | | 20,000 | | | | — | | | | — | |
Interest-bearing deposits with banks | | | 2,488 | | | | 172 | | | | 191 | |
| | | | | | | | | |
Total money market investments | | | 22,488 | | | | 172 | | | | 191 | |
Investment Securities: | | | | | | | | | | | | |
Securities available for sale, at fair value | | | 2,085,867 | | | | 2,132,164 | | | | 2,326,257 | |
Securities held to maturity, at amortized cost (fair value of $134,233, $129,366 and $113,294, respectively) | | | 132,905 | | | | 129,126 | | | | 112,613 | |
| | | | | | | | | |
Total investment securities | | | 2,218,772 | | | | 2,261,290 | | | | 2,438,870 | |
FHLB and Federal Reserve stock | | | 148,838 | | | | 148,838 | | | | 132,895 | |
Portfolio loans: | | | | | | | | | | | | |
Commercial | | | 2,653,799 | | | | 2,557,152 | | | | 1,993,672 | |
Commercial real estate | | | 3,174,384 | | | | 3,097,196 | | | | 3,157,185 | |
| | | | | | | | | |
Total commercial | | | 5,828,183 | | | | 5,654,348 | | | | 5,150,857 | |
Residential mortgage | | | 1,393,801 | | | | 1,445,214 | | | | 1,518,198 | |
Direct consumer | | | 1,531,905 | | | | 1,572,329 | | | | 1,677,842 | |
Indirect consumer | | | 818,901 | | | | 829,353 | | | | 831,302 | |
| | | | | | | | | |
Total portfolio loans | | | 9,572,790 | | | | 9,501,244 | | | | 9,178,199 | |
Less: Allowance for loan losses | | | (176,528 | ) | | | (163,353 | ) | | | (169,239 | ) |
| | | | | | | | | |
Net portfolio loans | | | 9,396,262 | | | | 9,337,891 | | | | 9,008,960 | |
Loans held for sale | | | 81,537 | | | | 75,832 | | | | 103,922 | |
Premises and equipment | | | 127,329 | | | | 132,500 | | | | 141,689 | |
Goodwill | | | 775,308 | | | | 775,308 | | | | 780,021 | |
Other intangible assets | | | 28,099 | | | | 30,546 | | | | 42,953 | |
Bank owned life insurance | | | 216,336 | | | | 214,321 | | | | 208,801 | |
Other assets | | | 301,645 | | | | 288,181 | | | | 261,111 | |
| | | | | | | | | |
Total assets | | $ | 13,539,291 | | | $ | 13,505,983 | | | $ | 13,317,247 | |
| | | | | | | | | |
Liabilities | | | | | | | | | | | | |
Noninterest-bearing deposits | | $ | 1,113,773 | | | $ | 1,125,966 | | | $ | 1,146,673 | |
Interest-bearing demand deposits | | | 751,130 | | | | 782,889 | | | | 875,579 | |
Savings deposits | | | 2,592,214 | | | | 2,221,813 | | | | 2,263,659 | |
Time deposits | | | 4,029,860 | | | | 4,171,257 | | | | 4,174,995 | |
| | | | | | | | | |
Total deposits | | | 8,486,977 | | | | 8,301,925 | | | | 8,460,906 | |
Federal funds purchased and securities sold under agreements to repurchase | | | 503,430 | | | | 488,039 | | | | 453,230 | |
Other short-term borrowings | | | 36,859 | | | | 54,128 | | | | 4,565 | |
Other liabilities | | | 136,193 | | | | 144,501 | | | | 133,175 | |
Long-term debt | | | 2,798,802 | | | | 2,939,510 | | | | 2,693,459 | |
| | | | | | | | | |
Total liabilities | | | 11,962,261 | | | | 11,928,103 | | | | 11,745,335 | |
Shareholders’ Equity | | | | | | | | | | | | |
Preferred stock — no par value | | | — | | | | — | | | | — | |
Common stock — no par value | | | 976,445 | | | | 975,446 | | | | 978,245 | |
Retained earnings | | | 586,502 | | | | 597,333 | | | | 593,817 | |
Accumulated other comprehensive income (loss) | | | 14,083 | | | | 5,101 | | | | (150 | ) |
| | | | | | | | | |
Total shareholders’ equity | | | 1,577,030 | | | | 1,577,880 | | | | 1,571,912 | |
| | | | | | | | | |
Total liabilities and shareholders’ equity | | $ | 13,539,291 | | | $ | 13,505,983 | | | $ | 13,317,247 | |
| | | | | | | | | |
11
Consolidated Statements of Income (Unaudited)
Citizens Republic Bancorp and Subsidiaries
| | | | | | | | |
| | Three Months Ended | |
| | March 31, | |
(in thousands, except per share amounts) | | 2008 | | | 2007 | |
|
Interest Income | | | | | | | | |
Interest and fees on loans | | $ | 157,001 | | | $ | 171,844 | |
Interest and dividends on investment securities: | | | | | | | | |
Taxable | | | 21,023 | | | | 23,791 | |
Tax-exempt | | | 7,370 | | | | 7,328 | |
Dividends on FHLB and Federal Reserve stock | | | 1,693 | | | | 1,736 | |
Money market investments | | | 30 | | | | 17 | |
| | | | | | |
Total interest income | | | 187,117 | | | | 204,716 | |
| | | | | | |
Interest Expense | | | | | | | | |
Deposits | | | 61,578 | | | | 66,434 | |
Short-term borrowings | | | 4,971 | | | | 11,001 | |
Long-term debt | | | 32,256 | | | | 28,940 | |
| | | | | | |
Total interest expense | | | 98,805 | | | | 106,375 | |
| | | | | | |
Net Interest Income | | | 88,312 | | | | 98,341 | |
Provision for loan losses | | | 30,619 | | | | 3,500 | |
| | | | | | |
Net interest income after provision for loan losses | | | 57,693 | | | | 94,841 | |
| | | | | | |
Noninterest Income | | | | | | | | |
Service charges on deposit accounts | | | 11,466 | | | | 11,106 | |
Trust fees | | | 4,784 | | | | 4,955 | |
Mortgage and other loan income | | | 3,345 | | | | 6,137 | |
Brokerage and investment fees | | | 1,916 | | | | 1,549 | |
ATM network user fees | | | 1,413 | | | | 1,579 | |
Bankcard fees | | | 1,744 | | | | 1,180 | |
Other income | | | 6,257 | | | | 4,917 | |
| | | | | | |
Total fees and other income | | | 30,925 | | | | 31,423 | |
Investment securities losses | | | — | | | | (33 | ) |
| | | | | | |
Total noninterest income | | | 30,925 | | | | 31,390 | |
Noninterest Expense | | | | | | | | |
Salaries and employee benefits | | | 42,225 | | | | 44,165 | |
Occupancy | | | 7,675 | | | | 7,910 | |
Professional services | | | 3,763 | | | | 4,152 | |
Equipment | | | 3,230 | | | | 3,911 | |
Data processing services | | | 4,304 | | | | 4,130 | |
Advertising and public relations | | | 1,838 | | | | 1,775 | |
Postage and delivery | | | 1,727 | | | | 1,964 | |
Telephone | | | 1,878 | | | | 2,064 | |
Other loan expenses | | | 1,811 | | | | 912 | |
Stationery and supplies | | | 477 | | | | 777 | |
Intangible asset amortization | | | 2,447 | | | | 3,118 | |
Restructuring and merger-related expenses | | | — | | | | 4,186 | |
Other expense | | | 5,187 | | | | 4,646 | |
| | | | | | |
Total noninterest expense | | | 76,562 | | | | 83,710 | |
| | | | | | |
Income Before Income Taxes | | | 12,056 | | | | 42,521 | |
Income tax provision | | | 929 | | | | 11,029 | |
| | | | | | |
Net Income | | $ | 11,127 | | | $ | 31,492 | |
| | | | | | |
Net Income Per Common Share: | | | | | | | | |
Basic | | $ | 0.15 | | | $ | 0.42 | |
Diluted | | | 0.15 | | | | 0.41 | |
Cash Dividends Declared Per Common Share | | | 0.29 | | | | 0.29 | |
|
Average Common Shares Outstanding: | | | | | | | | |
Basic | | | 75,248 | | | | 75,448 | |
Diluted | | | 75,273 | | | | 75,918 | |
12
Selected Quarterly Information
Citizens Republic Bancorp and Subsidiaries
| | | | | | | | | | | | | | | | | | | | |
| | 1st Qtr 2008 | | | 4th Qtr 2007 | | | 3rd Qtr 2007 | | | 2nd Qtr 2007 | | | 1st Qtr 2007 | |
|
Summary of Operations (thousands) | | | | | | | | | | | | | | | | | | | | |
Net interest income | | $ | 88,312 | | | $ | 92,188 | | | $ | 94,873 | | | $ | 96,776 | | | $ | 98,341 | |
Provision for loan losses | | | 30,619 | | | | 6,055 | | | | 3,765 | | | | 31,857 | | | | 3,500 | |
Total fees and other income | | | 30,925 | | | | 29,296 | | | | 30,596 | | | | 31,278 | | | | 31,423 | |
Investment securities gains (losses) | | | — | | | | — | | | | 8 | | | | — | | | | (33 | ) |
Noninterest expense(1) | | | 76,562 | | | | 78,880 | | | | 77,343 | | | | 87,490 | | | | 83,710 | |
Income tax provision | | | 929 | | | | 8,582 | | | | 12,605 | | | | (911 | ) | | | 11,029 | |
Net income | | | 11,127 | | | | 27,967 | | | | 31,764 | | | | 9,619 | | | | 31,492 | |
Taxable equivalent adjustment | | | 4,679 | | | | 4,673 | | | | 4,620 | | | | 4,629 | | | | 4,625 | |
Cash dividends | | | 21,958 | | | | 21,941 | | | | 21,934 | | | | 21,960 | | | | 21,964 | |
|
Per Common Share Data | | | | | | | | | | | | | | | | | | | | |
Net Income: | | | | | | | | | | | | | | | | | | | | |
Basic | | $ | 0.15 | | | $ | 0.37 | | | $ | 0.42 | | | $ | 0.13 | | | $ | 0.42 | |
Diluted | | | 0.15 | | | | 0.37 | | | | 0.42 | | | | 0.13 | | | | 0.41 | |
Dividends | | | 0.290 | | | | 0.290 | | | | 0.290 | | | | 0.290 | | | | 0.290 | |
Market Value: | | | | | | | | | | | | | | | | | | | | |
High | | $ | 14.74 | | | $ | 17.37 | | | $ | 20.38 | | | $ | 22.50 | | | $ | 26.95 | |
Low | | | 10.41 | | | | 13.00 | | | | 15.01 | | | | 18.02 | | | | 21.97 | |
Close | | | 12.43 | | | | 14.51 | | | | 16.11 | | | | 18.30 | | | | 22.16 | |
Book value | | | 20.82 | | | | 20.84 | | | | 20.65 | | | | 20.28 | | | | 20.78 | |
Tangible book value | | | 10.21 | | | | 10.20 | | | | 9.92 | | | | 9.48 | | | | 9.90 | |
Shares outstanding, end of period (000) | | | 75,748 | | | | 75,722 | | | | 75,634 | | | | 75,642 | | | | 75,657 | |
|
At Period End (millions) | | | | | | | | | | | | | | | | | | | | |
Assets | | $ | 13,539 | | | $ | 13,506 | | | $ | 13,223 | | | $ | 13,247 | | | $ | 13,317 | |
Portfolio loans | | | 9,573 | | | | 9,501 | | | | 9,219 | | | | 9,216 | | | | 9,178 | |
Deposits | | | 8,487 | | | | 8,302 | | | | 7,942 | | | | 8,082 | | | | 8,461 | |
Shareholders’ equity | | | 1,577 | | | | 1,578 | | | | 1,562 | | | | 1,534 | | | | 1,572 | |
|
Average Balances (millions) | | | | | | | | | | | | | | | | | | | | |
Assets | | $ | 13,442 | | | $ | 13,305 | | | $ | 13,165 | | | $ | 13,241 | | | $ | 13,574 | |
Portfolio loans | | | 9,499 | | | | 9,335 | | | | 9,163 | | | | 9,170 | | | | 9,179 | |
Deposits | | | 8,417 | | | | 7,951 | | | | 8,049 | | | | 8,157 | | | | 8,525 | |
Shareholders’ equity | | | 1,579 | | | | 1,561 | | | | 1,536 | | | | 1,551 | | | | 1,552 | |
|
Credit Quality Statistics (thousands) | | | | | | | | | | | | | | | | | | | | |
Nonaccrual loans | | $ | 249,113 | | | $ | 185,397 | | | $ | 152,499 | | | $ | 114,950 | | | $ | 88,800 | |
Loans 90 or more days past due and still accruing | | | 4,077 | | | | 3,650 | | | | 1,923 | | | | 1,127 | | | | 1,388 | |
Restructured loans | | | 300 | | | | 315 | | | | 332 | | | | 348 | | | | 363 | |
| | | | | | | | | | | | | | | |
Total nonperforming portfolio loans | | | 253,490 | | | | 189,362 | | | | 154,754 | | | | 116,425 | | | | 90,551 | |
Nonperforming held for sale | | | 22,754 | | | | 21,676 | | | | 5,846 | | | | 5,128 | | | | 4,630 | |
Other repossessed assets acquired (ORAA) | | | 50,350 | | | | 40,502 | | | | 30,395 | | | | 24,811 | | | | 19,482 | |
| | | | | | | | | | | | | | | |
Total nonperforming assets | | $ | 326,594 | | | $ | 251,540 | | | $ | 190,995 | | | $ | 146,364 | | | $ | 114,663 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Allowance for loan losses | | $ | 176,528 | | | $ | 163,353 | | | $ | 176,958 | | | $ | 181,118 | | | $ | 169,239 | |
Allowance for loan losses as a percent of portfolio loans | | | 1.84 | % | | | 1.72 | % | | | 1.92 | % | | | 1.97 | % | | | 1.84 | % |
Allowance for loan losses as a percent of nonperforming assets | | | 54.05 | | | | 64.94 | | | | 92.65 | | | | 123.74 | | | | 147.60 | |
Allowance for loan losses as a percent of nonperforming loans | | | 69.64 | | | | 86.27 | | | | 114.35 | | | | 155.57 | | | | 186.90 | |
Nonperforming assets as a percent of portfolio loans plus ORAA | | | 3.39 | | | | 2.64 | | | | 2.06 | | | | 1.58 | | | | 1.25 | |
Nonperforming assets as a percent of total assets | | | 2.41 | | | | 1.86 | | | | 1.44 | | | | 1.10 | | | | 0.86 | |
Net loans charged off as a percent of average portfolio loans (annualized) | | | 0.74 | | | | 0.84 | | | | 0.34 | | | | 0.87 | | | | 0.15 | |
Net loans charged off (000) | | $ | 17,444 | | | $ | 19,660 | | | $ | 7,925 | | | $ | 19,978 | | | $ | 3,365 | |
|
Performance Ratios (annualized) | | | | | | | | | | | | | | | | | | | | |
Return on average assets | | | 0.33 | % | | | 0.83 | % | | | 0.96 | % | | | 0.29 | % | | | 0.94 | % |
Return on average shareholders’ equity | | | 2.83 | | | | 7.11 | | | | 8.20 | | | | 2.49 | | | | 8.23 | |
Average shareholders’ equity / average assets | | | 11.74 | | | | 11.73 | | | | 11.67 | | | | 11.72 | | | | 11.43 | |
Net interest margin (FTE)(2) | | | 3.12 | | | | 3.26 | | | | 3.39 | | | | 3.44 | | | | 3.44 | |
Efficiency ratio(3) | | | 61.79 | | | | 62.52 | | | | 59.45 | | | | 65.94 | | | | 62.29 | |
| | |
(1) | | Noninterest expense includes restructuring and merger related expenses of ($0.4) million in the fourth quarter of 2007, $1.0 million in the third quarter of 2007, $3.4 million in the second quarter of 2007, and $4.2 million in the first quarter of 2007. |
|
(2) | | Net interest margin is presented on an annual basis, includes taxable equivalent adjustments to interest income and is based on a tax rate of 35%. |
|
(3) | | The Efficiency Ratio measures how efficiently a bank spends its revenues. The formula is: Noninterest expense/(Net interest income + Taxable equivalent adjustment + Total fees and other income). |
13
Financial Summary and Comparison
Citizens Republic Bancorp and Subsidiaries
| | | | | | | | | | | | |
| | Three months ended | | | | |
| | March 31, | | | | |
| | 2008 | | | 2007 | | | % Change | |
|
Summary of Operations (thousands) | | | | | | | | | | | | |
Net interest income | | $ | 88,312 | | | $ | 98,341 | | | | (10.2 | )% |
Provision for loan losses | | | 30,619 | | | | 3,500 | | | | 774.8 | |
Total fees and other income | | | 30,925 | | | | 31,423 | | | | (1.6 | ) |
Investment securities (losses) gains | | | — | | | | (33 | ) | | | (100.0 | ) |
Noninterest expense(1) | | | 76,562 | | | | 83,710 | | | | (8.5 | ) |
Income tax provision | | | 929 | | | | 11,029 | | | | (91.6 | ) |
Net income | | | 11,127 | | | | 31,492 | | | | (64.7 | ) |
Cash dividends | | | 21,958 | | | | 21,964 | | | | (0.0 | ) |
| | | | | | | | | | | | |
|
Per Common Share Data | | | | | | | | | | | | |
Net Income: | | | | | | | | | | | | |
Basic | | $ | 0.15 | | | $ | 0.42 | | | | (64.3 | )% |
Diluted | | | 0.15 | | | | 0.41 | | | | (63.4 | ) |
Dividends | | | 0.290 | | | | 0.290 | | | | 0.0 | |
| | | | | | | | | | | | |
Market Value: | | | | | | | | | | | | |
High | | $ | 14.74 | | | $ | 26.95 | | | | (45.3 | ) |
Low | | | 10.41 | | | | 21.97 | | | | (52.6 | ) |
Close | | | 12.43 | | | | 22.16 | | | | (43.9 | ) |
Book value | | | 20.82 | | | | 20.78 | | | | 0.2 | |
Tangible book value | | | 10.21 | | | | 9.90 | | | | 3.1 | |
Shares outstanding, end of period (000) | | | 75,748 | | | | 75,657 | | | | 0.1 | |
| | | | | | | | | | | | |
|
At Period End (millions) | | | | | | | | | | | | |
Assets | | $ | 13,539 | | | $ | 13,317 | | | | 1.7 | % |
Portfolio loans | | | 9,573 | | | | 9,178 | | | | 4.3 | |
Deposits | | | 8,487 | | | | 8,461 | | | | 0.3 | |
Shareholders’ equity | | | 1,577 | | | | 1,572 | | | | 0.3 | |
| | | | | | | | | | | | |
|
Average Balances (millions) | | | | | | | | | | | | |
Assets | | $ | 13,442 | | | $ | 13,574 | | | | (1.0 | )% |
Portfolio loans | | | 9,499 | | | | 9,179 | | | | 3.5 | |
Deposits | | | 8,417 | | | | 8,525 | | | | (1.3 | ) |
Shareholders’ equity | | | 1,579 | | | | 1,552 | | | | 1.7 | |
| | | | | | | | | | | | |
|
Performance Ratios (annualized) | | | | | | | | | | | | |
| | | | | | | | | | | | |
Return on average assets | | | 0.33 | % | | | 0.94 | % | | | (64.9 | )% |
Return on average shareholders’ equity | | | 2.83 | | | | 8.23 | | | | (65.6 | ) |
Average shareholders’ equity / average assets | | | 11.74 | | | | 11.43 | | | | 2.7 | |
Net interest margin (FTE)(2) | | | 3.12 | | | | 3.44 | | | | (9.3 | ) |
Efficiency ratio(3) | | | 61.79 | | | | 62.29 | | | | (0.8 | ) |
Net loans charged off as a percent of average portfolio loans | | | 0.74 | | | | 0.15 | | | | 393.3 | |
| | |
(1) | | Noninterest expense includes restructuring and merger related expenses of $4.2 million in 2007. |
|
(2) | | Net interest margin is presented on an annual basis and includes taxable equivalent adjustments to interest income of $4.7 million and $4.6 million for the three months ended March 31, 2008 and 2007, respectively, based on a tax rate of 35%. |
|
(3) | | The Efficiency Ratio measures how efficiently a bank spends its revenues. The formula is: Noninterest expense/(Net interest income + Taxableequivalentadjustment + Total fees and other income). |
14
Non-GAAP Reconciliation
Citizens Republic Bancorp and Subsidiaries
| | | | | | | | | | | | | | | | | | | | |
| | 1st Qtr 2008 | | | 4th Qtr 2007 | | | 3rd Qtr 2007 | | | 2nd Qtr 2007 | | | 1st Qtr 2007 | |
|
Summary of Core Operations (thousands) | | | | | | | | | | | | | | | | | | | | |
Net income | | $ | 11,127 | | | $ | 27,967 | | | $ | 31,764 | | | $ | 9,619 | | | $ | 31,492 | |
Add back: Restructuring and merger related expenses (net of tax effect)1 | | | — | | | | (231 | ) | | | 656 | | | | 2,215 | | | | 2,721 | |
Add back: Amortization of core deposit intangibles (net of tax effect)2 | | | 1,591 | | | | 1,729 | | | | 1,821 | | | | 1,920 | | | | 2,027 | |
| | | | | | | | | | | | | | | |
Core operating earnings | | $ | 12,718 | | | $ | 29,465 | | | $ | 34,241 | | | $ | 13,754 | | | $ | 36,240 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Noninterest expense | | $ | 76,562 | | | $ | 78,880 | | | $ | 77,343 | | | $ | 87,490 | | | $ | 83,710 | |
Subtract: Restructuring and merger related expenses | | | — | | | | 356 | | | | (1,009 | ) | | | (3,408 | ) | | | (4,186 | ) |
Subtract: Amortization of core deposit intangibles | | | (2,447 | ) | | | (2,659 | ) | | | (2,803 | ) | | | (2,954 | ) | | | (3,118 | ) |
| | | | | | | | | | | | | | | |
Core operating expenses | | $ | 74,115 | | | $ | 76,577 | | | $ | 73,531 | | | $ | 81,128 | | | $ | 76,406 | |
| | | | | | | | | | | | | | | |
|
|
| | | | | | | | | | | | | | | | | | | | |
Average Balances (millions) | | | | | | | | | | | | | | | | | | | | |
Average assets | | $ | 13,442 | | | $ | 13,305 | | | $ | 13,165 | | | $ | 13,241 | | | $ | 13,574 | |
Goodwill | | | (775 | ) | | | (777 | ) | | | (781 | ) | | | (780 | ) | | | (785 | ) |
Core deposit intangible assets | | | (29 | ) | | | (32 | ) | | | (34 | ) | | | (38 | ) | | | (45 | ) |
Deferred taxes | | | 10 | | | | 11 | | | | 12 | | | | 13 | | | | 16 | |
| | | | | | | | | | | | | | | |
Average tangible assets | | $ | 12,648 | | | $ | 12,507 | | | $ | 12,362 | | | $ | 12,436 | | | $ | 12,760 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Average equity | | $ | 1,579 | | | $ | 1,561 | | | $ | 1,536 | | | $ | 1,551 | | | $ | 1,552 | |
Goodwill | | | (775 | ) | | | (777 | ) | | | (781 | ) | | | (780 | ) | | | (785 | ) |
Core deposit intangible assets | | | (29 | ) | | | (32 | ) | | | (34 | ) | | | (38 | ) | | | (45 | ) |
Deferred taxes | | | 10 | | | | 11 | | | | 12 | | | | 13 | | | | 16 | |
| | | | | | | | | | | | | | | |
Average tangible equity | | $ | 785 | | | $ | 763 | | | $ | 733 | | | $ | 746 | | | $ | 738 | |
| | | | | | | | | | | | | | | |
|
|
| | | | | | | | | | | | | | | | | | | | |
Performance Ratios (annualized) | | | | | | | | | | | | | | | | | | | | |
Earnings per share — basic | | $ | 0.15 | | | $ | 0.37 | | | $ | 0.42 | | | $ | 0.13 | | | $ | 0.42 | |
Add back: Restructuring and merger related expenses (net of tax effect)1 | | | — | | | | (0.00 | ) | | | 0.01 | | | | 0.03 | | | | 0.03 | |
Add back: Amortization of core deposit intangibles (net of tax effect)2 | | | 0.02 | | | | 0.02 | | | | 0.02 | | | | 0.02 | | | | 0.03 | |
| | | | | | | | | | | | | | | |
Core operating earnings per share — basic | | $ | 0.17 | | | $ | 0.39 | | | $ | 0.45 | | | $ | 0.18 | | | $ | 0.48 | |
| | | | | | | | | | | | | | | |
|
Earnings per share — diluted | | $ | 0.15 | | | $ | 0.37 | | | $ | 0.42 | | | $ | 0.13 | | | $ | 0.41 | |
Add back: Restructuring and merger related expenses (net of tax effect)1 | | | — | | | | (0.00 | ) | | | 0.01 | | | | 0.03 | | | | 0.03 | |
Add back: Amortization of core deposit intangibles (net of tax effect)2 | | | 0.02 | | | | 0.02 | | | | 0.02 | | | | 0.02 | | | | 0.03 | |
| | | | | | | | | | | | | | | |
Core operating earnings per share — diluted | | $ | 0.17 | | | $ | 0.39 | | | $ | 0.45 | | | $ | 0.18 | | | $ | 0.47 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Efficiency ratio | | | 61.79 | % | | | 62.52 | % | | | 59.45 | % | | | 65.94 | % | | | 62.29 | % |
Subtract: Effects of restructuring and merger related expenses | | | — | | | | 0.28 | | | | (0.78 | ) | | | (2.57 | ) | | | (3.12 | ) |
Subtract: Effects of core deposit intangibles amortization | | | (1.98 | ) | | | (2.10 | ) | | | (2.15 | ) | | | (2.23 | ) | | | (2.32 | ) |
| | | | | | | | | | | | | | | |
Core efficiency ratio | | | 59.81 | % | | | 60.70 | % | | | 56.52 | % | | | 61.14 | % | | | 56.85 | % |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Core operating earnings/average tangible assets | | | 0.40 | % | | | 0.93 | % | | | 1.10 | % | | | 0.44 | % | | | 1.15 | % |
| | | | | | | | | | | | | | | | | | | | |
Core operating earnings/average tangible equity | | | 6.52 | | | | 15.32 | | | | 18.55 | | | | 7.39 | | | | 19.92 | |
| | |
(1) | | Tax effect of ($125), $353, $1,193, and $1,465 for the 4th, 3rd, 2nd, and 1st quarters of 2007, respectively. |
| | |
(2) | | Tax effect of $856 for 1st quarter of 2008 and $930, $982, $1,034, and $1,091 for the 4th, 3rd, 2nd, and 1st quarters of 2007, respectively. |
15
Noninterest Income and Noninterest Expense (Unaudited)
Citizens Republic Bancorp and Subsidiaries
| | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended |
| | Mar 31 | | | Dec 31 | | | Sep 30 | | | Jun 30 | | | Mar 31 | |
(in thousands) | | 2008 | | | 2007 | | | 2007 | | | 2007 | | | 2007 | |
|
NONINTEREST INCOME: | | | | | | | | | | | | | | | | | | | | |
Service charges on deposit accounts | | $ | 11,466 | | | $ | 12,350 | | | $ | 12,515 | | | $ | 12,080 | | | $ | 11,106 | |
Trust fees | | | 4,784 | | | | 5,175 | | | | 4,973 | | | | 5,003 | | | | 4,955 | |
Mortgage and other loan income | | | 3,345 | | | | 2,179 | | | | 2,939 | | | | 4,258 | | | | 6,137 | |
Brokerage and investment fees | | | 1,916 | | | | 2,029 | | | | 2,141 | | | | 2,182 | | | | 1,549 | |
ATM network user fees | | | 1,413 | | | | 1,463 | | | | 1,601 | | | | 1,640 | | | | 1,579 | |
Bankcard fees | | | 1,744 | | | | 1,806 | | | | 1,695 | | | | 1,443 | | | | 1,180 | |
Other income | | | 6,257 | | | | 4,294 | | | | 4,732 | | | | 4,672 | | | | 4,917 | |
| | | | | | | | | | | | | | | |
Total fees and other income | | | 30,925 | | | | 29,296 | | | | 30,596 | | | | 31,278 | | | | 31,423 | |
Investment securities gains (losses) | | | — | | | | — | | | | 8 | | | | — | | | | (33 | ) |
| | | | | | | | | | | | | | | |
TOTAL NONINTEREST INCOME | | $ | 30,925 | | | $ | 29,296 | | | $ | 30,604 | | | $ | 31,278 | | | $ | 31,390 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
NONINTEREST EXPENSE: | | | | | | | | | | | | | | | | | | | | |
Salaries and employee benefits | | $ | 42,225 | | | $ | 43,644 | | | $ | 42,115 | | | $ | 45,971 | | | $ | 44,165 | |
Occupancy | | | 7,675 | | | | 7,608 | | | | 7,377 | | | | 8,076 | | | | 7,910 | |
Professional services | | | 3,763 | | | | 4,432 | | | | 5,096 | | | | 4,351 | | | | 4,152 | |
Equipment | | | 3,230 | | | | 3,857 | | | | 3,227 | | | | 3,655 | | | | 3,911 | |
Data processing services | | | 4,304 | | | | 3,874 | | | | 3,724 | | | | 4,506 | | | | 4,130 | |
Advertising and public relations | | | 1,838 | | | | 1,212 | | | | 1,003 | | | | 3,292 | | | | 1,775 | |
Postage and delivery | | | 1,727 | | | | 1,863 | | | | 1,777 | | | | 2,196 | | | | 1,964 | |
Telephone | | | 1,878 | | | | 2,187 | | | | 2,155 | | | | 1,718 | | | | 2,064 | |
Other loan expenses | | | 1,811 | | | | 2,281 | | | | 1,245 | | | | 1,080 | | | | 912 | |
Stationery and supplies | | | 477 | | | | 589 | | | | 466 | | | | 868 | | | | 777 | |
Intangible asset amortization | | | 2,447 | | | | 2,659 | | | | 2,803 | | | | 2,954 | | | | 3,118 | |
Restructuring and merger-related expenses | | | — | | | | (356 | ) | | | 1,009 | | | | 3,408 | | | | 4,186 | |
Other expense | | | 5,187 | | | | 5,030 | | | | 5,346 | | | | 5,415 | | | | 4,646 | |
| | | | | | | | | | | | | | | |
TOTAL NONINTEREST EXPENSE | | $ | 76,562 | | | $ | 78,880 | | | $ | 77,343 | | | $ | 87,490 | | | $ | 83,710 | |
| | | | | | | | | | | | | | | |
16
Average Balances, Yields and Rates
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended |
| | March 31, 2008 | | | December 31, 2007 | | | March 31, 2007 | |
| | Average | | | Average | | | Average | | | Average | | | Average | | | Average | |
(dollars in thousands) | | Balance | | | Rate | | | Balance | | | Rate | | | Balance | | | Rate | |
|
Earning Assets | | | | | | | | | | | | | | | | | | | | | | | | |
Money market investments | | $ | 4,490 | | | | 2.66 | % | | $ | 1,318 | | | | 4.61 | % | | $ | 840 | | | | 8.55 | % |
Investment securities: | | | | | | | | | | | | | | | | | | | | | | | | |
Taxable | | | 1,528,754 | | | | 5.50 | | | | 1,593,595 | | | | 5.21 | | | | 1,938,432 | | | | 4.91 | |
Tax-exempt | | | 678,699 | | | | 6.68 | | | | 675,459 | | | | 6.67 | | | | 670,159 | | | | 6.73 | |
FHLB and Federal Reserve stock | | | 148,840 | | | | 4.57 | | | | 145,253 | | | | 4.59 | | | | 132,895 | | | | 5.29 | |
Portfolio loans | | | | | | | | | | | | | | | | | | | | | | | | |
Commercial | | | 2,564,023 | | | | 5.93 | | | | 2,385,971 | | | | 6.97 | | | | 1,960,678 | | | | 7.83 | |
Commercial real estate | | | 3,142,244 | | | | 6.90 | | | | 3,074,207 | | | | 7.56 | | | | 3,153,730 | | | | 7.67 | |
Residential mortgage | | | 1,417,712 | | | | 6.48 | | | | 1,448,125 | | | | 6.56 | | | | 1,535,636 | | | | 6.66 | |
Direct consumer | | | 1,553,348 | | | | 7.23 | | | | 1,584,772 | | | | 7.64 | | | | 1,696,461 | | | | 7.82 | |
Indirect consumer | | | 821,882 | | | | 6.79 | | | | 841,480 | | | | 6.83 | | | | 832,917 | | | | 6.79 | |
| | | | | | | | | | | | | | | | | | | | | |
Total portfolio loans | | | 9,499,209 | | | | 6.62 | | | | 9,334,555 | | | | 7.20 | | | | 9,179,422 | | | | 7.48 | |
Loans held for sale | | | 74,057 | | | | 6.63 | | | | 73,796 | | | | 4.23 | | | | 144,006 | | | | 7.82 | |
| | | | | | | | | | | | | | | | | | | | | |
Total earning assets | | | 11,934,049 | | | | 6.45 | | | | 11,823,976 | | | | 6.85 | | | | 12,065,754 | | | | 7.01 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Nonearning Assets | | | | | | | | | | | | | | | | | | | | | | | | |
Cash and due from banks | | | 205,102 | | | | | | | | 209,013 | | | | | | | | 188,763 | | | | | |
Bank premises and equipment | | | 130,216 | | | | | | | | 132,297 | | | | | | | | 139,628 | | | | | |
Investment security fair value adjustment | | | 32,294 | | | | | | | | 17,402 | | | | | | | | 3,154 | | | | | |
Other nonearning assets | | | 1,306,441 | | | | | | | | 1,296,783 | | | | | | | | 1,344,570 | | | | | |
Allowance for loan losses | | | (165,815 | ) | | | | | | | (174,443 | ) | | | | | | | (167,771 | ) | | | | |
| | | | | | | | | | | | | | | | | | | | | |
Total assets | | $ | 13,442,287 | | | | | | | $ | 13,305,028 | | | | | | | $ | 13,574,098 | | | | | |
| | | | | | | | | | | | | | | | | | | | | |
Interest-Bearing Liabilities | | | | | | | | | | | | | | | | | | | | | | | | |
Deposits: | | | | | | | | | | | | | | | | | | | | | | | | |
Interest-bearing demand | | $ | 776,756 | | | | 0.66 | % | | $ | 773,462 | | | | 0.69 | % | | $ | 903,134 | | | | 0.75 | % |
Savings deposits | | | 2,412,725 | | | | 2.38 | | | | 2,147,236 | | | | 2.79 | | | | 2,271,532 | | | | 2.96 | |
Time deposits | | | 4,137,557 | | | | 4.48 | | | | 3,898,732 | | | | 4.65 | | | | 4,205,636 | | | | 4.65 | |
Short-term borrowings | | | 632,655 | | | | 3.16 | | | | 774,778 | | | | 4.51 | | | | 906,216 | | | | 4.92 | |
Long-term debt | | | 2,665,362 | | | | 4.86 | | | | 2,880,587 | | | | 4.94 | | | | 2,410,542 | | | | 4.84 | |
| | | | | | | | | | | | | | | | | | | | | |
Total interest-bearing liabilities | | | 10,625,055 | | | | 3.74 | | | | 10,474,795 | | | | 4.05 | | | | 10,697,060 | | | | 4.03 | |
Noninterest-Bearing Liabilities and Shareholders’ Equity | | | | | | | | | | | | | | | | | | | | | | | | |
Noninterest-bearing demand | | | 1,090,255 | | | | | | | | 1,132,050 | | | | | | | | 1,144,773 | | | | | |
Other liabilities | | | 148,339 | | | | | | | | 137,622 | | | | | | | | 180,214 | | | | | |
Shareholders’ equity | | | 1,578,638 | | | | | | | | 1,560,561 | | | | | | | | 1,552,051 | | | | | |
| | | | | | | | | | | | | | | | | | | | | |
Total liabilities and shareholders’ equity | | $ | 13,442,287 | | | | | | | $ | 13,305,028 | | | | | | | $ | 13,574,098 | | | | | |
| | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Interest Spread | | | | | | | 2.71 | % | | | | | | | 2.80 | % | | | | | | | 2.98 | % |
Contribution of noninterest bearing sources of funds | | | | | | | 0.41 | | | | | | | | 0.46 | | | | | | | | 0.46 | |
| | | | | | | | | | | | | | | | | | | | | |
Net Interest Margin | | | | | | | 3.12 | % | | | | | | | 3.26 | % | | | | | | | 3.44 | % |
17
Nonperforming Assets
Citizens Republic Bancorp and Subsidiaries
| | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended |
| | Mar 31 | | | Dec 31 | | | Sep 30 | | | Jun 30 | | | Mar 31 | |
(in thousands) | | 2008 | | | 2007 | | | 2007 | | | 2007 | | | 2007 | |
|
Commercial | | $ | 20,268 | | | $ | 12,659 | | | $ | 9,386 | | | $ | 8,563 | | | $ | 8,827 | |
Commercial real estate | | | 167,836 | | | | 110,159 | | | | 97,557 | | | | 60,797 | | | | 40,621 | |
| | | | | | | | | | | | | | | |
Total commercial(1) | | | 188,104 | | | | 122,818 | | | | 106,943 | | | | 69,360 | | | | 49,448 | |
Residential mortgage | | | 45,796 | | | | 46,865 | | | | 32,824 | | | | 35,397 | | | | 30,591 | |
Direct consumer | | | 13,503 | | | | 13,657 | | | | 10,926 | | | | 9,140 | | | | 8,166 | |
Indirect consumer | | | 1,710 | | | | 2,057 | | | | 1,806 | | | | 1,053 | | | | 595 | |
Loans 90 days or more past due and still accruing | | | 4,077 | | | | 3,650 | | | | 1,923 | | | | 1,127 | | | | 1,388 | |
Restructured loans | | | 300 | | | | 315 | | | | 332 | | | | 348 | | | | 363 | |
| | | | | | | | | | | | | | | |
Total nonperforming portfolio loans | | | 253,490 | | | | 189,362 | | | | 154,754 | | | | 116,425 | | | | 90,551 | |
Nonperforming held for sale | | | 22,754 | | | | 21,676 | | | | 5,846 | | | | 5,128 | | | | 4,630 | |
Other Repossessed Assets Acquired | | | 50,350 | | | | 40,502 | | | | 30,395 | | | | 24,811 | | | | 19,482 | |
| | | | | | | | | | | | | | | |
Total nonperforming assets | | $ | 326,594 | | | $ | 251,540 | | | $ | 190,995 | | | $ | 146,364 | | | $ | 114,663 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
|
(1) Changes in commercial nonperforming loans (including restructured loans) for the quarter (in millions): |
Inflows | | $ | 99.0 | | | $ | 72.1 | | | $ | 60.0 | | | $ | 48.4 | | | $ | 37.4 | |
Outflows | | | (33.7 | ) | | | (56.2 | ) | | | (22.4 | ) | | | (28.5 | ) | | | (10.6 | ) |
| | | | | | | | | | | | | | | |
Net change | | $ | 65.3 | | | $ | 15.9 | | | $ | 37.6 | | | $ | 19.9 | | | $ | 26.8 | |
| | | | | | | | | | | | | | | |
Summary of Loan Loss Experience
Citizens Republic Bancorp and Subsidiaries
| | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended |
| | Mar 31 | | | Dec 31 | | | Sep 30 | | | Jun 30 | | | Mar 31 | |
(in thousands) | | 2008 | | | 2007 | | | 2007 | | | 2007 | | | 2007 | |
|
Allowance for loan losses — beginning of period | | $ | 163,353 | | | $ | 176,958 | | | $ | 181,118 | | | $ | 169,239 | | | $ | 169,104 | |
|
Provision for loan losses | | | 30,619 | | | | 6,055 | | | | 3,765 | | | | 31,857 | | | | 3,500 | |
|
Charge-offs: | | | | | | | | | | | | | | | | | | | | |
Commercial | | | 1,045 | | | | 1,723 | | | | 1,618 | | | | 2,419 | | | | 363 | |
Commercial real estate | | | 9,132 | | | | 11,219 | | | | 1,270 | | | | 14,284 | | | | 421 | |
| | | | | | | | | | | | | | | |
Total commercial | | | 10,177 | | | | 12,942 | | | | 2,888 | | | | 16,703 | | | | 784 | |
Residential mortgage | | | 1,769 | | | | 2,013 | | | | 1,602 | | | | 735 | | | | 791 | |
Direct consumer | | | 3,522 | | | | 2,706 | | | | 3,188 | | | | 3,029 | | | | 2,084 | |
Indirect consumer | | | 3,141 | | | | 3,729 | | | | 2,312 | | | | 1,868 | | | | 2,217 | |
| | | | | | | | | | | | | | | |
Total charge-offs | | | 18,609 | | | | 21,390 | | | | 9,990 | | | | 22,335 | | | | 5,876 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Recoveries: | | | | | | | | | | | | | | | | | | | | |
Commercial | | | 142 | | | | 348 | | | | 1,026 | | | | 640 | | | | 1,130 | |
Commercial real estate | | | 50 | | | | 489 | | | | 100 | | | | 539 | | | | 175 | |
| | | | | | | | | | | | | | | |
Total commercial | | | 192 | | | | 837 | | | | 1,126 | | | | 1,179 | | | | 1,305 | |
Residential mortgage | | | — | | | | 76 | | | | 1 | | | | 56 | | | | 51 | |
Direct consumer | | | 472 | | | | 370 | | | | 500 | | | | 482 | | | | 371 | |
Indirect consumer | | | 501 | | | | 447 | | | | 438 | | | | 640 | | | | 784 | |
| | | | | | | | | | | | | | | |
Total recoveries | | | 1,165 | | | | 1,730 | | | | 2,065 | | | | 2,357 | | | | 2,511 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Net charge-offs | | | 17,444 | | | | 19,660 | | | | 7,925 | | | | 19,978 | | | | 3,365 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Allowance for loan losses — end of period | | $ | 176,528 | | | $ | 163,353 | | | $ | 176,958 | | | $ | 181,118 | | | $ | 169,239 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Reserve for loan commitments — end of period | | $ | 5,293 | | | $ | 5,571 | | | $ | 5,588 | | | $ | 5,732 | | | $ | 6,069 | |
| | | | | | | | | | | | | | | |
18