VPFG (MM)

PLANO, Texas, July 22, 2014 /PRNewswire/ -- ViewPoint Financial Group, Inc. (NASDAQ: VPFG) (the "Company"), the holding company for ViewPoint Bank, N.A. (the "Bank"), today announced net income of $8.8 million for the quarter ended June 30, 2014, an increase of $1.1 million, or 14.8%, from the quarter ended March 31, 2014.  Compared to the second quarter of 2013, net income increased by $644,000, or 7.9%.  Basic and diluted earnings per share for the quarter ended June 30, 2014, was $0.23, up $0.03 from the linked quarter and up $0.02 from the quarter ended June 30, 2013.  Core basic and diluted earnings per share for the quarter ended June 30, 2014, was $0.26, up $0.05 from the linked quarter and up $0.04 from the quarter ended June 30, 2013.  Please see the table labeled "Supplemental Information- Non-GAAP Financial Measures" at the end of this document to find a reconciliation of earnings per share calculated per generally accepted accounting principles ("GAAP") to core (non-GAAP) earnings per share. 

In November 2013, the Company announced that it had entered into a definitive agreement under which LegacyTexas Group, Inc. ("LegacyTexas") will merge into the Company. The merger was approved by LegacyTexas' shareholders on May 19, 2014, and will result in one of the largest independent banks in the state of Texas, with 51 branches and pro forma assets of over $5 billion.  On June 17, 2014, the Company and LegacyTexas announced that additional time will be required to obtain regulatory approvals and to satisfy customary closing conditions necessary to complete the merger, and have jointly extended the agreement to August 31, 2014, pursuant to its terms.

Second Quarter 2014 Performance Highlights

• Loans held for investment, excluding Warehouse Purchase Program loans, grew $141.9 million, or 6.4%, from March 31, 2014, with commercial loans increasing by $105.4 million, or 6.2%, to $1.80 billion at June 30, 2014.
• Warehouse Purchase Program loans increased by $178.7 million, or 30.2%, from March 31, 2014, ending the June 30, 2014 quarter at $769.6 million.
• The $1.1 million, or 14.8%, increase in net income for the quarter ended June 30, 2014, compared to the linked quarter, was driven by a $3.5 million, or 11.5%, increase in interest income on loans and a $467,000, or 9.4%, increase in non-interest income.
• Deposits increased by $66.5 million, or 2.8%, from March 31, 2014.
• Net interest margin for the quarter ended June 30, 2014, was 3.76%, a three basis point increase from the linked quarter and a four basis point increase compared to the second quarter of 2013.

"Our commercial lending momentum continued to pick up speed in the second quarter, with increases in every category of commercial loans, including our Warehouse Purchase Program," said President and CEO Kevin Hanigan. "Both interest income and non-interest income were up, driving improved earnings and a higher net interest margin. We are pleased with the quarterly results, and we look forward to completing our highly accretive merger with LegacyTexas."

Net interest income for the quarter ended June 30, 2014, was $32.9 million, a $3.3 million increase from the first quarter of 2014 and a $2.5 million increase from the second quarter of 2013.  The $3.3 million increase from the linked quarter was primarily due to a $3.5 million, or 11.5%, increase in interest income on loans, which was driven by increased volume in commercial and Warehouse Purchase Program loans.  The average balance of commercial and industrial loans increased by $122.5 million, or 26.2%, to $590.4 million from the first quarter of 2014, resulting in a $1.2 million increase in interest income.  Additionally, the average balance of Warehouse Purchase Program loans increased by $125.0 million, or 28.0%, from the linked quarter, contributing $1.0 million of the increase in loan interest income.  A $39.2 million, or 3.5%, increase in the average balance of commercial real estate loans compared to the linked quarter, as well as a nine basis point increase in the average yield on commercial real estate loans, resulted in a $775,000 increase in loan interest income.

Interest expense for the quarter ended June 30, 2014, remained relatively flat compared to the linked quarter, increasing by $68,000, or 1.7%.  A $90,000 linked quarter increase in interest expense related to savings and money market accounts (primarily caused by new deposits from other financial institutions) was partially offset by a $52,000 decrease in interest expense related to time deposits, due to a six basis point decrease in the average rate paid on time deposits.

The $2.5 million increase in net interest income compared to the second quarter of 2013 was primarily due to a $1.7 million, or 5.4%, increase in interest income on loans, which was driven by higher commercial loan volume.  For the three months ended June 30, 2014, the average balance of commercial and industrial loans increased by $274.2 million, or 86.7%, compared to the three months ended June 30, 2013, which resulted in a $2.3 million increase in interest income.  Additionally, the average balance of commercial real estate loans increased by $207.9 million, or 21.6%, for the three months ended June 30, 2014, compared to the same period in 2013, contributing $1.9 million of the increase in loan interest income.  The increases in loan interest income related to commercial loan volume were partially offset by a $183.7 million, or 24.3%, decrease in the average balance of Warehouse Purchase Program loans for the three months ended June 30, 2014, compared to the same period in 2013, as well as reductions in yields on all commercial and real estate loan portfolios.

Compared to the quarter ended June 30, 2013, interest expense for the quarter ended June 30, 2014, decreased by $671,000, or 13.8%, which was primarily due to a 54 basis point reduction in the average rate paid on time deposits, as well as a 15 basis point decrease in the average rate paid on borrowings.         

The net interest margin for the second quarter of 2014 was 3.76%, a three basis point increase from the first quarter of 2014 and a four basis point increase from the second quarter of 2013. Accretion of interest related to the 2012 Highlands acquisition contributed four basis points to the net interest margin for the quarter ended June 30, 2014, compared to five basis points for the quarter ended March 31, 2014, and nine basis points for the quarter ended June 30, 2013. The average yield on earning assets for the second quarter of 2014 was 4.24%, a one basis point decrease from the first quarter of 2014 and an eight basis point decrease from the second quarter of 2013.  The cost of deposits for the second quarter of 2014 was 0.34%, a one basis point decrease from the first quarter of 2014 and an 11 basis point decrease from the second quarter of 2013.

Non-interest Income

Non-interest income for the quarter ended June 30, 2014, was $5.4 million, a $467,000, or 9.4%, increase from the first quarter of 2014 and a $314,000, or 5.5%, decrease from the second quarter of 2013.  The $467,000 increase from the first quarter of 2014 was primarily due to a $726,000 increase in the gain on sale and disposition of assets, which was attributable to $777,000 in gains recognized on two purchased credit impaired loans acquired from Highlands that were paid in full during the second quarter of 2014.  Additionally, service charges and fees increased by $576,000, or 13.4%, compared to the first quarter of 2014, primarily due to a $355,000 increase in commercial loan syndication and pre-prepayment fees, as well as a $155,000 increase in Warehouse Purchase Program fee income due to increased loan production.  These increases in the second quarter of 2014 were partially offset by an $856,000 decrease in other non-interest income from the linked quarter.  This decline was primarily attributable to a $610,000 net decrease in the value of an investment in a community development-oriented private equity fund used for Community Reinvestment Act purposes recognized in the second quarter of 2014, compared to an increase of $39,000 recognized in the first quarter of 2014.  Also, other non-interest income for the first quarter of 2014 included a $189,000 prepayment penalty on a held-to-maturity security.

The $314,000 decrease from the second quarter of 2013 was primarily due to a $755,000 decrease in other non-interest income, caused by the $610,000 net decrease in the value of an investment in a community development-oriented private equity fund used for Community Reinvestment Act purposes recognized in the second quarter of 2014, compared to no value change recognized in the second quarter of 2013.  This decrease was partially offset by a $283,000, or 63.7%, increase in the gain on sale and disposition of assets, which was primarily attributable to the $777,000 in gains recognized on payoffs of purchased credit impaired loans during the second quarter of 2014 discussed above, compared to $331,000 in similar gains recognized during the second quarter of 2013.  

Non-interest Expenses

Non-interest expense for the quarter ended June 30, 2014, was $23.4 million, a $1.2 million, or 5.4%, increase from the first quarter of 2014, and a $1.6 million, or 7.6%, increase from the second quarter of 2013.  The $1.2 million increase from the first quarter of 2014 was driven by a $549,000, or 49.4%, increase in other non-interest expense, which was primarily due to the one-time payment to two directors who retired in May 2014 totaling $360,000, as well as a $483,000 increase in merger and acquisition costs related to the pending merger with LegacyTexas.

The $1.6 million increase from the second quarter of 2013 was primarily attributable to a $1.6 million, or 12.8%, increase in salaries and employee benefits expense, resulting from increased performance-based incentive accruals due to higher loan production, as well as increased ESOP and share-based compensation expense due to the rise in the Company's stock price.  Additionally, health care costs increased by $247,000 compared to the second quarter of 2013, which also contributed to the increase in salaries and employee benefits expense.  The Company incurred merger and acquisition costs related to the pending merger with LegacyTexas totaling $652,000 during the quarter ended June 30, 2014, with no comparable costs recognized during the second quarter of 2013.  Reductions in advertising, occupancy and equipment and other non-interest expense partially offset these increases in non-interest expense for the three months ended June 30, 2014, compared to the same period in 2013.

Financial Condition

Gross loans held for investment at June 30, 2014, excluding Warehouse Purchase Program loans, increased by $141.9 million, or 6.4%, from March 31, 2014, and by $514.3 million, or 28.0%, from June 30, 2013, with increased commercial lending driving the loan growth.   Commercial real estate loan balances at June 30, 2014, increased by $44.0 million, or 3.9%, from March 31, 2014, and by $171.8 million, or 17.4%, from June 30, 2013. Commercial and industrial loans at June 30, 2014, increased by $67.4 million, or 12.4%, from March 31, 2014, and by $298.0 million, or 95.2%, from June 30, 2013.  Warehouse Purchase Program loans at June 30, 2014, increased by $178.7 million, or 30.2%, from March 31, 2014, and decreased by $134.7 million, or 14.9%, from June 30, 2013.  Consumer loans at June 30, 2014, increased by $35.7 million, or 7.0%, from March 31, 2014, and by $33.1 million, or 6.5%, from June 30, 2013. 

Energy loans, which are reported as commercial and industrial loans, totaled $222.2 million at June 30, 2014, up $9.4 million from $212.8 million at March 31, 2014 and up $164.7 million from June 30, 2013. In May 2013, the Company formed its Energy Finance group, which focuses on providing loans to private and public oil and gas companies throughout the United States. The group's offerings also include the Bank's full array of commercial services, including Treasury Management and letters of credit.

Total deposits at June 30, 2014, increased by $66.5 million, or 2.8%, from March 31, 2014, and by $246.5 million, or 11.3%, from June 30, 2013.  In the second quarter of 2014, the Company began offering a savings deposit account to other financial institutions and added $71.8 million in deposits to this product, which drove the $87.5 million increase in linked quarter savings and money market deposit balances.  Over the past year, non-interest-bearing demand deposits have grown by $48.4 million, or 12.6%, and totaled $433.2 million at June 30, 2014, or 17.8% of total deposits, driven by higher balances in commercial checking products.

Total shareholders' equity increased by $7.3 million to $557.4 million at June 30, 2014, from $550.1 million at March 31, 2014.  The Company's tangible common equity ratio was 13.44% at June 30, 2014, a decrease of 110 basis points from March 31, 2014, and a decrease of 66 basis points from June 30, 2013. 

The Company recorded a provision for loan losses of $1.2 million for the quarter ended June 30, 2014, compared to $376,000 for the quarter ended March 31, 2014, and $1.9 million for the quarter ended June 30, 2013.  The linked quarter increase in the provision for loan losses was related to increased commercial loan production.  Non-performing loans to total loans held for investment, excluding Warehouse Purchase Program loans, was 1.00% at June 30, 2014, compared to 1.03% at March 31, 2014, and 1.30% at June 30, 2013. Non-performing loans totaled $23.6 million at June 30, 2014, an increase of $776,000 from March 31, 2014, and a decrease of $194,000 from June 30, 2013.  The $776,000 increase from the linked quarter was primarily due to a $1.1 million increase in non-performing consumer real estate loans, of which $606,000 was attributable to one loan that was past due and rated as Substandard.  This increase was partially offset by a $724,000 decrease in commercial real estate non-performing loans from March 31, 2014, due to a commercial real estate loan that was returned to accrual status during the second quarter of 2014.  Net charge-offs totaled $159,000 for the second quarter of 2014, compared to $332,000 for the first quarter of 2014, and $1.2 million for the second quarter of 2013. 

Subsequent Events

The Company is required under generally accepted accounting principles to evaluate subsequent events through the filing of its consolidated financial statements for the quarter ended June 30, 2014, on Form 10-Q.  As a result, the Company will continue to evaluate the impact of any subsequent events on critical accounting assumptions and estimates made as of June 30, 2014, and will adjust amounts preliminarily reported, if necessary.

Conference Call

The Company will host an investor conference call to review these results on Wednesday, July 23, 2014, at 8 a.m. Central Time. Participants may pre-register for the call by visiting http://dpregister.com/10048340 and will receive a unique pin number, which can be used when dialing in for the call.  This will allow attendees to enter the call immediately.  Alternatively, participants may call (toll-free) 1-888-317-6016 at least five minutes prior to the call to be placed into the call by an operator.  International participants are asked to call 1-412-317-6016 and participants in Canada are asked to call (toll-free) 1-855-669-9657.

The call and corresponding presentation slides will be webcast live on the home page of the Company's website, www.viewpointfinancialgroup.com.  An audio replay will be available one hour after the conclusion of the call at 1-877-344-7529, Conference #10048340.   This replay, as well as the webcast, will be available until August 13, 2014.

About ViewPoint Financial Group, Inc.

ViewPoint Financial Group, Inc. is the holding company for ViewPoint Bank, N.A. ViewPoint Bank, N.A. operates 31 banking offices in the Dallas/Fort Worth metropolitan area, including two First National Bank of Jacksboro locations in Jack and Wise Counties. For more information, please visit www.viewpointbank.com or www.viewpointfinancialgroup.com.

When used in filings by ViewPoint Financial Group, Inc. ("ViewPoint") with the Securities and Exchange Commission (the "SEC"), in ViewPoint's press releases or other public or shareholder communications, and in oral statements made with the approval of an authorized executive officer, the words or phrases "will likely result," "are expected to," "will continue," "is anticipated," "estimate," "project," "intends" or similar expressions are intended to identify "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995.  Such statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical earnings and those presently anticipated or projected, including, among other things: the expected cost savings, synergies and other financial benefits from the ViewPoint-LegacyTexas merger (the "Merger") might not be realized within the expected time frames or at all and costs or difficulties relating to integration matters might be greater than expected; the requisite regulatory approvals might not be obtained or other conditions to completion of the merger set forth in the merger agreement might not be satisfied or waived; changes in economic conditions; legislative changes; changes in policies by regulatory agencies; fluctuations in interest rates; the risks of lending and investing activities, including changes in the level and direction of loan delinquencies and write-offs and changes in estimates of the adequacy of the allowance for loan losses; ViewPoint's ability to access cost-effective funding; fluctuations in real estate values and both residential and commercial real estate market conditions; demand for loans and deposits in ViewPoint's market area; the industry-wide decline in mortgage production; competition; changes in management's business strategies and other factors set forth in ViewPoint's filings with the SEC.

ViewPoint does not undertake - and specifically declines any obligation - to publicly release the result of any revisions which may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval.  ViewPoint has filed with the SEC a registration statement on Form S-4, which was declared effective by the SEC on April 9, 2014.  The registration statement includes a proxy statement/prospectus, which was mailed in definitive form to the shareholders of LegacyTexas on April 15, 2014.  INVESTORS ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS AND ANY OTHER DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE MERGER BECAUSE THEY CONTAIN, OR WILL CONTAIN, IMPORTANT INFORMATION ABOUT LEGACYTEXAS, VIEWPOINT AND THE MERGER.  Investors may obtain these documents free of charge at the SEC's website (www.sec.gov).  In addition, documents filed with the SEC by ViewPoint are available free of charge by accessing ViewPoint's website (www.viewpointfinancialgroup.com, under "SEC Filings") or by contacting Casey Farrell at (972) 801-5871.