VPFG (MM)

PLANO, Texas, Oct. 21, 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 $9.3 million for the quarter ended September 30, 2014, an increase of $494,000, or 5.6%, from the quarter ended June 30, 2014.  Compared to the third quarter of 2013, net income increased by $1.1 million, or 13.4%.  Basic earnings per share for the quarter ended September 30, 2014, was $0.24, up $0.01 from the linked quarter and up $0.02 from the quarter ended September 30, 2013.  Core basic earnings per share for the quarter ended September 30, 2014, was $0.26, unchanged from the linked quarter and up $0.04 from the quarter ended September 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. 

Previously, 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 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 August 29, 2014, the Company and LegacyTexas announced that additional time was needed to obtain regulatory approvals and have extended the merger agreement to December 31, 2014.

Third Quarter 2014 Performance Highlights

• Loans held for investment, excluding Warehouse Purchase Program loans, grew $139.6 million, or 5.9%, from June 30, 2014, with commercial loans increasing by $126.7 million, or 7.0%, to $1.93 billion at September 30, 2014.
• The Warehouse Purchase Program ending balance decreased by $32.9 million, or 4.3%, from June 30, 2014, while the average balance of Warehouse Purchase Program loans increased by $73.2 million, or 12.8%, compared to the linked quarter.
• The $494,000, or 5.6%, increase in net income for the quarter ended September 30, 2014, compared to the linked quarter, was driven by a $2.0 million, or 5.9%, increase in interest income on loans and a $559,000, or 2.4%, decrease in non-interest expense.
• Deposits increased by $60.7 million, or 2.5%, from June 30, 2014, with growth being driven by non-interest-bearing demand deposits.
• Net interest margin for the quarter ended September 30, 2014 was 3.80%, a four basis point increase from the linked quarter and a 17 basis point increase compared to the third quarter of 2013.

"The bank had another great quarter, with continued commercial loan and deposit growth and a nice improvement in our net interest margin," said ViewPoint President and CEO Kevin Hanigan. "I'm very pleased with our performance, especially since employees are also busy with merger preparations. While we still await regulatory approval of our upcoming merger with LegacyTexas, our commitment to and excitement about our partnership doesn't waver."

Financial Highlights

Net Interest Income and Net Interest Margin

Net interest income for the quarter ended September 30, 2014 was $34.7 million, a $1.7 million increase from the second quarter of 2014 and a $5.5 million increase from the third quarter of 2013.  The $1.7 million increase from the linked quarter was primarily due to a $2.0 million, or 5.9%, 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 $72.2 million, or 12.2%, to $662.5 million from the second quarter of 2014, resulting in a $755,000 increase in interest income.  Additionally, the average balance of Warehouse Purchase Program loans increased by $73.2 million, or 12.8%, from the linked quarter, contributing $644,000 of the increase in loan interest income.  Increases of $33.3 million and $18.5 million in the average balances of consumer real estate and commercial real estate, respectively, also contributed to the increase in interest income on a linked-quarter basis.

For the second quarter in a row, interest expense for the quarter ended September 30, 2014 remained relatively flat compared to the linked quarter, decreasing by $2,000, or 0.05%.  A $74,000 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 $67,000 decrease in interest expense related to time deposits, primarily due to a four basis point decrease in the average rate paid on time deposits.

The $5.5 million increase in net interest income compared to the third quarter of 2013 was primarily due to a $5.1 million, or 16.4%, increase in interest income on loans, which was driven by higher commercial loan volume.  For the quarter ended September 30, 2014, the average balance of commercial and industrial loans increased by $324.9 million, or 96.2%, compared to the quarter ended September 30, 2013, which resulted in a $3.2 million increase in interest income.  Additionally, the average balance of commercial real estate loans increased by $180.5 million, or 17.9%, for the quarter ended September 30, 2014, compared to the same period in 2013, contributing $2.4 million of the increase in loan interest income.  The increases in loan interest income related to commercial loan volume were partially offset by a $40.7 million, or 5.9%, decrease in the average balance of Warehouse Purchase Program loans for the quarter ended September 30, 2014, compared to the same period in 2013, as well as reductions in yields on all loan portfolios.

Compared to the 2013 third quarter, interest expense for the quarter ended September 30, 2014, decreased by $502,000, or 10.7%, which was primarily due to a 53 basis point reduction in the average rate paid on time deposits, as well as a 37 basis point decrease in the average rate paid on borrowings.  Average balances of all deposit categories and borrowings increased compared to the third quarter of 2013, which partially offset the decline in interest expense related to lower rates.    

The net interest margin for the third quarter of 2014 was 3.80%, a four basis point increase from the second quarter of 2014 and a 17 basis point increase from the third quarter of 2013. Accretion of interest related to the 2012 Highlands acquisition contributed three basis points to the net interest margin for the quarter ended September 30, 2014, compared to four basis points for the quarter ended June 30, 2014, and seven basis points for the quarter ended September 30, 2013.  The 17 basis point increase in the net interest margin compared to the third quarter of 2013 included $377,000 of interest income reversed in September 2013 on three non-performing commercial real estate loans that were sold at par in the same month.  The average yield on earning assets for the third quarter of 2014 was 4.26%, a two basis point increase from the second quarter of 2014 and a four basis point increase from the third quarter of 2013.  The cost of deposits for the third quarter of 2014 was 0.33%, a one basis point decrease from the second quarter of 2014 and an 11 basis point decrease from the third quarter of 2013.

Non-interest Income

Non-interest income for the 2014 third quarter was $5.1 million, a $371,000, or 6.8%, decrease from the second quarter of 2014 and a $168,000, or 3.2%, decrease from the 2013 third quarter.  The decrease from the linked quarter was primarily due to an $812,000 change in the gain (loss) on sale and disposition of assets, attributable to $777,000 in gains recognized on two purchased credit impaired loans from the Highlands acquisition that were paid in full during the 2014 second quarter, with no comparable gains recognized in the third quarter.  Additionally, service charges and fees decreased by $303,000, or 6.2%, compared to the second quarter of 2014, primarily due to a $240,000 decrease in commercial loan syndication and pre-prepayment fees.  These decreases in the third quarter of 2014 were partially offset by a net decrease of $610,000 in a community development-oriented private equity fund used for Community Reinvestment Act purposes recognized in the second quarter of 2014 that was not repeated in the third quarter of 2014.

The $168,000 decrease in non-interest income from the third quarter of 2013 was primarily due to a $126,000 change in the gain (loss) on sale and disposition of assets, which was primarily attributable to $85,000 in write-downs on other real estate owned during the third quarter of 2014, compared to a $38,000 gain on other real estate owned during the third quarter of 2013.

Non-interest Expenses

Non-interest expense for the quarter ended September 30, 2014 was $22.8 million, a $559,000, or 2.4%, decrease from the second quarter of 2014, and a $618,000, or 2.8%, increase from the third quarter of 2013.  The linked-quarter decrease was driven by a $466,000, or 3.3%, decrease in salaries and employee benefits expense.  In the second quarter of 2014, the Company adjusted its performance-based incentive accrual for the first six months of 2014 based on increased loan production.  For the third quarter of 2014, the year-to-date performance-based incentive accrual remained unchanged from the higher second quarter level, as loan production remained high.  Additionally, a reduction in health care costs and lower share-based compensation expense resulting from a decline in the Company's stock price also led to the decrease in salaries and employee benefits expense from the linked quarter.  Other non-interest expense decreased by $360,000, or 21.7%, from the second quarter of 2014 due to a one-time payment in the second quarter to two directors who retired in May 2014.  These declines, as well as a $231,000 reduction in advertising expense and a $151,000 decline in office operations expense, were partially offset by a $536,000 increase in merger and acquisition costs related to the pending merger with LegacyTexas.

The $618,000 increase from the third quarter of 2013 was primarily attributable to $1.2 million in merger and acquisition costs related to the pending merger with LegacyTexas, with no comparable costs recognized during the 2013 third quarter.  Additionally, salaries and employee benefits expense increased by $115,000 compared to the third quarter of 2013, primarily due to increased performance-based incentive accruals due to higher loan production, as well as increased ESOP expense due to a rise in the Company's stock price over the past year.  Reductions in advertising, other non-interest expense and outside professional services expense partially offset these increases.

Financial Condition

Gross loans held for investment at September 30, 2014, excluding Warehouse Purchase Program loans, increased by $139.6 million, or 5.9%, from June 30, 2014, and by $555.4 million, or 28.7%, from September 30, 2013, with increased commercial lending driving the loan growth.   Commercial real estate loan balances at September 30, 2014 increased by $57.4 million, or 4.9%, from June 30, 2014, and by $184.1 million, or 17.8%, from September 30, 2013. Commercial and industrial loans at September 30, 2014 increased by $84.6 million, or 13.8%, from June 30, 2014, and by $304.8 million, or 78.0%, from September 30, 2013.  Warehouse Purchase Program loans at September 30, 2014 decreased by $32.9 million, or 4.3%, from June 30, 2014, but increased by $96.6 million, or 15.1%, from September 30, 2013.  Consumer loans at September 30, 2014 increased by $12.6 million, or 2.3%, from June 30, 2014, and by $65.0 million, or 13.2%, from September 30, 2013. 

Energy loans, which are reported as commercial and industrial loans, totaled $283.6 million at September 30, 2014, up $61.4 million from $222.2 million at June 30, 2014, and up $169.4 million from September 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 also offers the Bank's full array of commercial services, including Treasury Management and letters of credit, to its customers.

Total deposits at September 30, 2014 increased by $60.7 million, or 2.5%, from June 30, 2014, and by $248.5 million, or 11.1%, from September 30, 2013.  Over the past year, non-interest-bearing demand deposits have grown by $82.6 million, or 20.6%, and totaled $483.8 million at September 30, 2014, or 19.4% of total deposits.  This increase was driven by higher balances in commercial checking products.  Savings and money market deposits increased by $25.4 million, or 2.5%, from June 30, 2014, and by $161.6 million, or 18.0%, from September 30, 2013. This growth in savings and money market deposits over the past year included $75.9 million in savings deposits from other financial institutions (a program initiated in the second quarter of 2014), as well as increases in both consumer and commercial savings and money market deposit balances.

Total shareholders' equity increased by $6.7 million to $564.1 million at September 30, 2014, from $557.4 million at June 30, 2014.  The Company's tangible common equity ratio was 13.61% at September 30, 2014, an increase of 17 basis points from June 30, 2014, and a decrease of 157 basis points from September 30, 2013. 

Credit Quality

The Company recorded a provision for loan losses of $2.5 million for the quarter ended September 30, 2014, compared to provision expense of $1.2 million for the quarter ended June 30, 2014, and a benefit of $158,000 for the quarter ended September 30, 2013.  The increase in the provision for loan losses on a linked quarter basis, as well as compared to the quarter ended September 30, 2013, was primarily related to increased commercial loan production, as commercial balances increased by $126.7 million compared to June 30, 2014, and by $489.0 million from September 30, 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 September 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 September 30, 2014, and will adjust amounts preliminarily reported, if necessary.

Conference Call

The Company will host an investor conference call to review the results on Wednesday, October 22, 2014, at 8 a.m. Central Time.  Participants may pre-register for the call by visiting http://dpregister.com/10052080 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) 1-877-513-4119 at least five minutes prior to the call to be placed into the call by an operator.  International participants are asked to call 1-412-902-4148 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 #10052080.   This replay, as well as the webcast, will be available until November 12, 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.