Exhibit 99
15985 East High Street
P. O. Box 35
Middlefield, Ohio 44062
Phone: (440)632-1666 FAX: (440)632-1700
www.middlefieldbank.bank
| PRESS RELEASE |
| Company Contact: | Investor and Media Contact: | |||
Thomas G. Caldwell President/Chief Executive Officer Middlefield Banc Corp. (440)632-1666 Ext. 3200 tcaldwell@middlefieldbank.com | Andrew M. Berger Managing Director SM Berger & Company, Inc. (216)464-6400 andrew@smberger.com |
Middlefield Banc Corp. Reports 2017 Third Quarter and Nine Month Financial Results
MIDDLEFIELD, OHIO, October 24, 2017 ◆◆◆◆ Middlefield Banc Corp. (NASDAQ: MBCN) today reported financial results for the three and nine months ended September 30, 2017.
2017 Nine Month Financial Highlights (on a year-over-year basis unless noted):
| • | Net income increased 48.6% to $7.1 million |
| • | Earnings per diluted share increased 3.0% to $2.37 per share, which includes a 44.0% increase in the average number of diluted shares outstanding |
| • | Total loans increased 49.8% to $878.5 million |
| • | Nonperforming assets to total assets declined to 1.17% from 1.25% |
| • | Organic total net loans increased 16.1% |
| • | Net interest income improved 44.6% to $27.5 million |
| • | Tier 1 leverage ratio remains strong at 10.06% |
“The continued strength in our operating and financial results are due to the successful integration of the Liberty Bank N.A. merger, organic loan growth of 16.1%, and the continued focus on increasing profitability by controlling costs, managing risk, and diversifying our revenues,” stated Thomas G. Caldwell, President and Chief Executive Officer. “I am pleased we have been able to grow our margin throughout the year by proactively managing our cost of funds and growing our yield, despite rising rates and a highly competitive banking environment. Middlefield’s community-oriented banking values and customer-centric approach is helping differentiate us within our markets. As a result, our pipeline of new loans in both our Northeast and Central Ohio markets remains robust, and we are excited about Middlefield’s long-term growth opportunities within each of these markets.”
Net income for the nine months ended September 30, 2017 was $7.1 million, or $2.37 per diluted share, compared to net income for the nine months ended September 30, 2016 of $4.8 million, or $2.30 per diluted share. Net income for the 2017 third quarter was $2.5 million, or $0.76 per diluted share, compared to net income for the 2016 third quarter of $1.3 million, or $0.60 per diluted share.
Annualized returns on average equity (“ROE”) and average assets (“ROA”) were 8.82% and 0.89%, respectively, for the 2017 nine-month period, compared with 9.07% and 0.85% for the same period last year. ROE and ROA for the 2017 third quarter were 8.12% and 0.90%, respectively, compared with 6.84% and 0.69% for the 2016 third quarter.
Income Statement
Net interest income for the 2017 nine-month period increased 44.6% to $27.5 million, compared to $19.1 million for the same period last year.Year-to-date, the net interest margin was 3.82%, compared to 3.78% for the same period last year. Net interest income for the 2017 third quarter was $9.5 million, compared to $6.4 million for the 2016 third quarter. The net interest margin for the 2017 third quarter was 3.81%, compared to 3.68% for the same period of 2016. The 48.8% increase in net interest income for the 2017 third quarter was largely a result of a 61.7% increase in interest and fees on loans.
For the 2017 nine months, noninterest income increased 28.8% to $3.9 million, compared to $3.1 million for the same period last year. Noninterest income for the 2017 third quarter was up 47.5% to $1.4 million resulting from an increase of gains on the sale of investment securities and loans, partially offset by lower fees on deposit accounts and other income.
Noninterest expense for the 2017 nine-month period increased 33.6% to $21.3 million, compared to $15.9 million for the same period last year. For the 2017 third quarter, noninterest expense increased 28.9% to $7.3 million, compared to $5.7 million for the same period last year. During the 2017 third quarter, noninterest expense had $338,000 ofone-time merger costs associated with the Liberty merger, andyear-to-date the company hadone-time merger related costs of approximately $1.0 million.
“Asset quality remains strong despite the significant increase in assets we have experienced as a result of strong year-over-year organic loan growth and the contribution of Liberty’s loan portfolio. At September 30, 2017, nonperforming assets to total assets declined to 1.17%, from 1.25% for the same period last year,” said Donald L. Stacy, Chief Financial Officer. “Stable economic activity within our local economies, conservative underwriting practices, and proactive risk management are helping improve loan quality. During the 2017 nine-month period, Middlefield has incurred $1.0 million of nonrecurring merger related expenses. We expect a small amount of additional merger related expenses will continue in the fourth quarter, and as we enter 2018, we do not anticipate any additional costs associated with the Liberty merger. As a result, given our current cost structure and outlook, we believe profitability should improve during the 2017 fourth quarter and throughout 2018.”
Balance Sheet
Total assets at September 30, 2017, increased 41.8% to $1.08 billion, from $762.3 million at September 30, 2016. Net loans at September 30, 2017, were $871.7 million, compared to $580.0 million at September 30, 2016. The 50.3% year-over-year increase in total net loans was across all loan categories, and was a result of organic growth and the contribution of the Liberty merger. Specifically, commercial mortgage loans increased 64.1%, residential mortgage loans increased 22.1%, commercial and industrial loans increased 67.3%, real estate construction loans increased 131.2%, and consumer installment loans increased 304.5%.
Total deposits at September 30, 2017 increased 40.4% to $897.7 million from $639.3 million at September 30, 2016. The company continued to proactively manage its cost of funds and control deposit growth. The investment portfolio, which is entirely classified as available for sale, was $98.3 million at September 30, 2017, compared with $123.1 million at September 30, 2016.
Stockholders’ Equity, Dividends and Shares Outstanding
At September 30, 2017, tangible stockholders’ equity was $100.3 million, an increase of 36.4% from $73.6 million at September 30, 2016. On a per share basis, tangible stockholders’ equity was $31.21 at September 30, 2017, compared to $32.70 at September 30, 2016. The 4.6% decline in tangible book value per share, reflects the increase in the number of shares outstanding as a result of the private placement of stock that closed in May 2017. Through the first nine months of 2017, the company paid cash dividends of $0.81 per share. The dividend payout ratio for the 2017 nine-month period was 35.22%, compared to 35.95% for the same period last year.
At September 30, 2017, the company had a Tier 1 leverage ratio of 10.06%, compared to 10.10% at September 30, 2016.
Asset Quality
The provision for loan losses was $0.3 million for the 2017 third quarter, compared to $0.1 million for the 2016 third quarter. Nonperforming assets at September 30, 2017, were $12.6 million, compared to $9.5 million at September 30, 2016. Net charge-offs for the 2017 third quarter were $33 thousand, or 0.02% of average loans, annualized, compared to $0.1 million, or 0.09% of average loans, annualized for the same 2016 period.Year-to-date net charge-offs were $0.4 million, or 0.06% of average loans, annualized compared to $0.4 million, or 0.09% of average loans, annualized for the same period last year. The allowance for loan losses at September 30, 2017, stood at $6.9 million, or 0.78% of total loans, compared to $6.3 million or 1.08% of total loans at September 30, 2016.
The following table provides a summary of asset quality and reserve coverage ratios.
Asset Quality History
(dollars in thousands)
| 9/30/2017 | 9/30/2016 | 12/31/2016 | 12/31/2015 | 12/31/2014 | ||||||||||||||||
Nonperforming loans | $ | 12,058 | $ | 8,329 | $ | 7,075 | $ | 10,263 | $ | 9,048 | ||||||||||
Real estate owned | $ | 557 | $ | 1,205 | $ | 934 | $ | 1,412 | $ | 2,590 | ||||||||||
Nonperforming assets | $ | 12,615 | $ | 9,534 | $ | 8,009 | $ | 11,675 | $ | 11,638 | ||||||||||
Allowance for loan losses | $ | 6,852 | $ | 6,334 | $ | 6,598 | $ | 6,385 | $ | 6,846 | ||||||||||
Ratios: | ||||||||||||||||||||
Nonperforming loans to total loans | 1.37 | % | 1.42 | % | 1.16 | % | 1.92 | % | 1.92 | % | ||||||||||
Nonperforming assets to total assets | 1.17 | % | 1.25 | % | 1.02 | % | 1.59 | % | 1.72 | % | ||||||||||
Allowance for loan losses to total loans | 0.78 | % | 1.08 | % | 1.08 | % | 1.20 | % | 1.45 | % | ||||||||||
Allowance for loan losses to nonperforming loans | 56.83 | % | 76.05 | % | 93.26 | % | 62.21 | % | 75.66 | % | ||||||||||
Middlefield Banc Corp., headquartered in Middlefield, Ohio, is a bank holding company with total assets of $1.08 billion at September 30, 2017. The bank operates 14 full-service banking centers and an LPL Financial® brokerage office serving Beachwood, Chardon, Cortland, Dublin, Garrettsville, Mantua, Middlefield, Newbury, Orwell, Solon, Sunbury, Twinsburg, and Westerville. The Bank also operates a Loan Production Office in Mentor, Ohio. Additional information is available atwww.middlefieldbank.bank.
This press release of Middlefield Banc Corp. and the reports Middlefield Banc Corp. files with the Securities and Exchange Commission often contain “forward-looking statements” relating to present or future trends or factors affecting the banking industry and, specifically, the financial operations, markets and products of Middlefield Banc Corp. These forward-looking statements involve certain risks and uncertainties. There are a number of important factors that could cause Middlefield Banc Corp.’s future results to differ materially from historical performance or projected performance. These factors include, but are not limited to: (1) a significant increase in competitive pressures among financial institutions; (2) changes in the interest rate environment that may reduce interest margins; (3) changes in prepayment speeds, charge-offs and loan loss provisions; (4) less favorable than expected general economic conditions; (5) legislative or regulatory changes that may adversely affect businesses in which Middlefield Banc Corp. is engaged; (6) technological issues which may adversely affect Middlefield Banc Corp.’s financial operations or customers; (7) changes in the securities markets; or (8) risk factors mentioned in the reports and registration statements Middlefield Banc Corp. files with the Securities and Exchange Commission. Middlefield Banc Corp. undertakes no obligation to release revisions to these forward-looking statements or to reflect events or circumstances after the date of this press release.
MIDDLEFIELD BANC CORP.
Consolidated Selected Financial Highlights
September 30, 2017 and 2016
(Dollar amounts in thousands)
(unaudited)
| For the Three Months Ended September 30, | For the Nine Months Ended September 30, | |||||||||||||||
| 2017 | 2016 | 2017 | 2016 | |||||||||||||
INTEREST AND DIVIDEND INCOME | ||||||||||||||||
Interest and fees on loans | $ | 10,443 | $ | 6,459 | $ | 29,539 | $ | 18,949 | ||||||||
Interest-bearing deposits in other institutions | 107 | 15 | 248 | 42 | ||||||||||||
Federal funds sold | 5 | 7 | 9 | 16 | ||||||||||||
Investment securities: | ||||||||||||||||
Taxable interest | 159 | 235 | 600 | 865 | ||||||||||||
Tax-exempt interest | 579 | 687 | 1,846 | 2,227 | ||||||||||||
Dividends on stock | 37 | 17 | 189 | 74 | ||||||||||||
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Total interest and dividend income | 11,330 | 7,420 | 32,431 | 22,173 | ||||||||||||
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INTEREST EXPENSE | ||||||||||||||||
Deposits | 1,468 | 921 | 3,820 | 2,665 | ||||||||||||
Short-term borrowings | 202 | 49 | 652 | 288 | ||||||||||||
Other borrowings | 148 | 56 | 413 | 164 | ||||||||||||
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Total interest expense | 1,818 | 1,026 | 4,885 | 3,117 | ||||||||||||
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NET INTEREST INCOME | 9,512 | 6,394 | 27,546 | 19,056 | ||||||||||||
Provision for loan losses | 280 | 105 | 615 | 315 | ||||||||||||
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NET INTEREST INCOME AFTER PROVISION | ||||||||||||||||
FOR LOAN LOSSES | 9,232 | 6,289 | 26,931 | 18,741 | ||||||||||||
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NONINTEREST INCOME | ||||||||||||||||
Service charges on deposit accounts | 479 | 505 | 1,397 | 1,443 | ||||||||||||
Investment securities gains, net | 398 | — | 886 | 303 | ||||||||||||
Earnings on bank-owned life insurance | 109 | 101 | 316 | 297 | ||||||||||||
Gains on sale of loans | 255 | 129 | 720 | 322 | ||||||||||||
Other income | 200 | 242 | 622 | 694 | ||||||||||||
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Total noninterest income | 1,441 | 977 | 3,941 | 3,059 | ||||||||||||
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NONINTEREST EXPENSE | ||||||||||||||||
Salaries and employee benefits | 3,725 | 2,677 | 10,624 | 7,740 | ||||||||||||
Occupancy expense | 476 | 306 | 1,397 | 933 | ||||||||||||
Equipment expense | 242 | 221 | 789 | 700 | ||||||||||||
Data processing costs | 468 | 334 | 1,376 | 928 | ||||||||||||
Ohio state franchise tax | 186 | 186 | 558 | 448 | ||||||||||||
Federal deposit insurance expense | 165 | 132 | 368 | 396 | ||||||||||||
Professional fees | 434 | 547 | 1,230 | 1,057 | ||||||||||||
Net loss on other real estate owned | 18 | 48 | 88 | 247 | ||||||||||||
Advertising expense | 248 | 206 | 660 | 604 | ||||||||||||
Directors fees | 112 | 102 | 352 | 330 | ||||||||||||
Core deposit intangible amortization | 101 | 10 | 276 | 30 | ||||||||||||
Appraiser fees | 97 | 114 | 303 | 334 | ||||||||||||
ATM fees | 36 | 102 | 140 | 296 | ||||||||||||
Merger expense | 338 | — | 1,032 | — | ||||||||||||
Other expense | 651 | 677 | 2,075 | 1,872 | ||||||||||||
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Total noninterest expense | 7,297 | 5,662 | 21,268 | 15,915 | ||||||||||||
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Income before income taxes | 3,376 | 1,604 | 9,604 | 5,885 | ||||||||||||
Income taxes | 914 | 261 | 2,535 | 1,129 | ||||||||||||
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NET INCOME | $ | 2,462 | $ | 1,343 | $ | 7,069 | $ | 4,756 | ||||||||
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MIDDLEFIELD BANC CORP.
Consolidated Selected Financial Highlights
September 30, 2017 and 2016 and December 31, 2016
Balance Sheet (period end) | September 30, | December 31, | September 30, | |||||||||
| (Dollar amounts in thousands) | 2017 | 2016 | 2016 | |||||||||
| (unaudited) | (unaudited) | |||||||||||
ASSETS | ||||||||||||
Cash and due from banks | $ | 47,731 | $ | 31,395 | $ | 21,976 | ||||||
Federal funds sold | 1,200 | 1,100 | 1,300 | |||||||||
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Cash and cash equivalents | 48,931 | 32,495 | 23,276 | |||||||||
Investment securities available for sale, at fair value | 98,334 | 114,376 | 123,054 | |||||||||
Loans held for sale | 5,930 | 634 | 880 | |||||||||
Loans | 878,541 | 609,140 | 586,329 | |||||||||
Less allowance for loan and lease losses | 6,852 | 6,598 | 6,334 | |||||||||
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Net loans | 871,689 | 602,542 | 579,995 | |||||||||
Premises and equipment, net | 11,768 | 11,203 | 9,921 | |||||||||
Goodwill | 15,298 | 4,559 | 4,559 | |||||||||
Core deposit intangibles | 2,848 | 36 | 46 | |||||||||
Bank-owned life insurance | 15,542 | 13,540 | 13,438 | |||||||||
Other real estate owned | 557 | 934 | 1,205 | |||||||||
Accrued interest and other assets | 9,929 | 7,502 | 5,884 | |||||||||
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TOTAL ASSETS | $ | 1,080,826 | $ | 787,821 | $ | 762,258 | ||||||
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| September 30, 2017 | December 31, 2016 | September 30, 2016 | ||||||||||
LIABILITIES | ||||||||||||
Deposits: | ||||||||||||
Noninterest-bearing demand | $ | 181,550 | $ | 133,630 | $ | 136,320 | ||||||
Interest-bearing demand | 91,184 | 59,560 | 67,061 | |||||||||
Money market | 161,101 | 74,940 | 77,774 | |||||||||
Savings | 212,371 | 172,370 | 173,272 | |||||||||
Time | 251,449 | 189,434 | 184,915 | |||||||||
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Total deposits | 897,655 | 629,934 | 639,342 | |||||||||
Short-term borrowings | 20,274 | 68,359 | 32,803 | |||||||||
Other borrowings | 39,273 | 9,437 | 9,713 | |||||||||
Accrued interest and other liabilities | 5,130 | 3,131 | 2,208 | |||||||||
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TOTAL LIABILITIES | 962,332 | 710,861 | 684,066 | |||||||||
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STOCKHOLDERS’ EQUITY | ||||||||||||
Common equity | 84,722 | 47,943 | 47,812 | |||||||||
Retained earnings | 45,913 | 41,334 | 40,282 | |||||||||
Accumulated other comprehensive income | 1,377 | 1,201 | 3,616 | |||||||||
Treasury stock | (13,518 | ) | (13,518 | ) | (13,518 | ) | ||||||
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TOTAL STOCKHOLDERS’ EQUITY | 118,494 | 76,960 | 78,192 | |||||||||
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TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ | 1,080,826 | $ | 787,821 | $ | 762,258 | ||||||
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| For the Three Months Ended September 30, | For the Nine Months Ended September 30, | |||||||||||||||
| 2017 | 2016 | 2017 | 2016 | |||||||||||||
Per common share data | ||||||||||||||||
Net income per common share - basic | $ | 0.77 | $ | 0.60 | $ | 2.38 | $ | 2.31 | ||||||||
Net income per common share - diluted | $ | 0.76 | $ | 0.60 | $ | 2.37 | $ | 2.30 | ||||||||
Dividends declared | $ | 0.27 | $ | 0.27 | $ | 0.81 | $ | 0.81 | ||||||||
Book value per share (period end) | $ | 36.86 | $ | 34.74 | $ | 36.86 | $ | 34.74 | ||||||||
Tangible book value per share (period end) | $ | 31.21 | $ | 32.70 | $ | 31.21 | $ | 32.70 | ||||||||
Dividend payout ratio | 35.22 | % | 45.12 | % | 35.22 | % | 35.95 | % | ||||||||
Average shares outstanding - basic | 3,212,335 | 2,247,587 | 2,966,151 | 2,059,656 | ||||||||||||
Average shares outstanding - diluted | 3,227,645 | 2,256,230 | 2,978,743 | 2,068,532 | ||||||||||||
Period ending shares outstanding | 3,214,737 | 2,250,665 | 3,214,737 | 2,250,665 | ||||||||||||
Selected ratios | ||||||||||||||||
Return on average assets | 0.90 | % | 0.69 | % | 0.89 | % | 0.85 | % | ||||||||
Return on average equity | 8.12 | % | 6.84 | % | 8.82 | % | 9.07 | % | ||||||||
Yield on earning assets | 4.52 | % | 4.24 | % | 4.47 | % | 4.36 | % | ||||||||
Cost of interest bearing liabilities | 0.92 | % | 0.74 | % | 0.84 | % | 0.75 | % | ||||||||
Net interest spread | 3.60 | % | 3.50 | % | 3.63 | % | 3.61 | % | ||||||||
Net interest margin | 3.81 | % | 3.68 | % | 3.82 | % | 3.78 | % | ||||||||
Efficiency | 64.85 | % | 73.29 | % | 65.57 | % | 68.42 | % | ||||||||
Tier 1 capital to average assets | 10.06 | % | 10.10 | % | 10.06 | % | 10.10 | % | ||||||||
| Loan Portfolio | September 30, 2017 | September 30, 2016 | ||||||||||||||
| (Dollar amounts in thousands) | ||||||||||||||||
Commercial and industrial | $ | 99,314 | $ | 59,376 | ||||||||||||
Real estate - construction | 40,760 | 17,633 | ||||||||||||||
Real estate - mortgage: | ||||||||||||||||
Residential | 316,191 | 258,952 | ||||||||||||||
Commercial | 403,135 | 245,636 | ||||||||||||||
Consumer installment | 19,141 | 4,732 | ||||||||||||||
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| $ | 878,541 | $ | 586,329 | |||||||||||||
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| Asset quality data | September 30, 2017 | September 30, 2016 | ||||||||||||||
| (Dollar amounts in thousands) | ||||||||||||||||
Nonaccrual loans | $ | 8,525 | $ | 6,490 | ||||||||||||
Troubled debt restructuring | 2,211 | 1,839 | ||||||||||||||
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Nonperforming loans | 12,058 | 8,329 | ||||||||||||||
Other real estate owned | 557 | 1,205 | ||||||||||||||
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Nonperforming assets | $ | 12,615 | $ | 9,534 | ||||||||||||
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Allowance for loan and lease losses | $ | 6,852 | $ | 6,334 | ||||||||||||
Allowance for loan and lease losses/total loans | 0.78 | % | 1.08 | % | ||||||||||||
Net charge-offs: | ||||||||||||||||
Quarter-to-date | 33 | 137 | ||||||||||||||
Year-to-date | 361 | 366 | ||||||||||||||
Net charge-offs to average loans, annualized | ||||||||||||||||
Quarter-to-date | 0.02 | % | 0.09 | % | ||||||||||||
Year-to-date | 0.06 | % | 0.09 | % | ||||||||||||
Nonperforming loans/total loans | 1.37 | % | 1.42 | % | ||||||||||||
Allowance for loan and lease losses/nonperforming loans | 56.83 | % | 76.05 | % | ||||||||||||