Harleysville National Corporation (NASDAQ:HNBC) reported today a
net loss of $4.4 million or $.10 per diluted share for the third
quarter of 2009. This compares to net income of $6.6 million, or
$.21 per diluted share, for the third quarter of 2008.
For the nine months ended September 30, 2009, net loss was
$222.3 million or $5.16 per diluted share. Excluding the non-cash
goodwill charge of $214.5 million recorded in the second quarter,
the net loss was $7.7 million or $.18 per diluted share, compared
to net income of $21.3 million or $.68 per diluted share during the
comparable period in 2008.
Third quarter results included a $14.8 million provision for
credit losses; a $4.7 million non-cash other-than-temporary
impairment (OTTI) charge on investment securities; as well as
professional fees of $2.4 million associated with recent corporate
finance activities, including the pending merger with First Niagara
Financial Group, Inc. (“First Niagara”), which is expected to close
during the first quarter of 2010.
Paul D. Geraghty, President and CEO, Harleysville National
Corporation, said, “We are carefully managing our loan portfolio to
preserve and protect the bank’s capital base, and minimize
increases in delinquencies and non-performing assets, while also
working hard to grow our franchise. To this end, during the third
quarter we increased our penetration of retail and business
accounts, grew non-municipal core deposits, and continued to expand
sales of electronic banking services. We were also encouraged by
the full payoffs of two nonperforming loans totaling $18 million
after quarter end. The payoffs virtually offset the increase in
nonperforming loans over the linked quarter.”
During the third quarter of 2009, provision for loan losses was
$14.8 million, compared to $2.6 million in the third quarter of
2008 and $32.0 million in the second quarter of 2009. The increase
in provision for loan losses reflects an increase in nonperforming
assets to $153.7 million at September 30, 2009, up from $138.9
million at June 30, 2009 and $38.8 million from a year ago. Total
Capital to Risk-Weighted Assets improved to 9.51% at September 30,
2009 from 8.88% at December 31, 2008.
Key Financial Metrics
The following is an overview of the key financial metrics for
the quarter:
- Total assets were $5.2 billion
at September 30, 2009, an increase of 30.7% or $1.2 billion over
$3.9 billion at September 30, 2008, primarily the result of the
Willow Financial Bancorp acquisition (“Willow Financial”), which
had assets of approximately $1.6 billion at the acquisition date of
December 5, 2008.
- Loans increased $711.1 million
and deposits grew $923.6 million from September 30, 2008, primarily
the result of the Willow Financial acquisition.
- Net interest income on a tax
equivalent basis in the third quarter of 2009 increased $6.3
million or 23.3% from the same period in 2008 mainly as a result of
the Willow Financial acquisition. The net interest margin for the
third quarter of 2009 was 2.75% compared to 3.02% for the same
period in 2008.
- Nonperforming assets were $153.7
million at September 30, 2009. Nonperforming assets as a percentage
of total assets increased to 2.98% from 2.67% at June 30, 2009, and
0.98% at September 30, 2008. As noted above, subsequent to quarter
end the bank benefited from the full payoff of two nonperforming
loans totaling $18 million. Net charge-offs were $7.8 million
compared to $14.7 million in the second quarter of 2009 and $2.1
million in the third quarter of 2008. The allowance for credit
losses increased to $77.3 million at September 30, 2009, compared
to $70.3 million at June 30, 2009, and $31.7 million at September
30, 2008. Provision for loan losses increased to $14.8 million from
$2.6 million during the third quarter of 2008. Total loans
delinquent 30 to 89 days totaled $31.8 million at September 30,
2009 compared to $34.4 million at June 30, 2009 and $27.5 million
at September 30, 2008.
- The merger agreement with First
Niagara, as filed with the SEC on July 28, 2009, calls for a
downward adjustment to the merger consideration to be received by
Harleysville National Corporation shareholders if the amount of our
delinquent loans equals or exceeds $237.5 million as of any month
end prior to the closing date of the merger. For purposes of this
calculation, “delinquent loans” is defined as the sum of
non-performing assets, loans 30 to 89 days delinquent, and
cumulative charge-offs subsequent to the signing of the agreement.
By this definition, at September 30, 2009, delinquent loans were
$193.3 million.
- Quarterly noninterest income was
up $1.8 million from the third quarter of 2008. Gains on sales of
investment securities increased by $1.4 million over last year’s
quarter. Gains from mortgage banking loan sales totaled $2.4
million; there were no gains in last year’s quarter. Service
charges on deposits increased $.9 million or 27.4% mainly from the
acquired Willow Financial deposit accounts. Other income increased
$.9 million over the third quarter of 2008 primarily from increases
in automated teller machine and point of sale revenue and an
increase in the cash surrender value of keyman life insurance.
These increases were partially offset by a non-cash OTTI charge of
$4.7 million recorded during the third quarter of 2009 mainly on
two collateralized debt obligation investments in pooled trust
preferred securities.
- Quarterly noninterest expenses
were up $15.1 million over the same period in the prior year,
primarily due to the Willow Financial acquisition and the
previously-mentioned professional fees of $2.4 million. In
addition, FDIC insurance assessments increased by $2.7 million.
Other expenses were $6.8 million higher during the third quarter of
2009 mostly due to Willow Financial including increased
professional, consulting and data processing expenses.
Non-GAAP Measures
Net loss excluding a non cash goodwill charge is not a defined
term under U.S. generally accepted accounting principles (non-GAAP
measure). A Non-GAAP measure should not be considered in isolation
or as a substitute for net loss prepared in accordance with GAAP
and may not be comparable to calculations of similarly titled
measures by other companies. Management of the company believes
that net loss excluding a non cash goodwill charge is a useful
measure and can be used to evaluate the company’s operations.
Harleysville National Corporation, with assets of $5.2 billion,
is the holding company for Harleysville National Bank (HNB).
Investment Management and Trust Services are provided through
Millennium Wealth Management and Cornerstone, divisions of HNB,
with assets under management of $3.1 billion. Harleysville National
Corporation stock is traded under the symbol "HNBC" and is commonly
quoted under NASDAQ Global Select Market®. For more information,
visit the Harleysville National Corporation website at
www.hncbank.com.
This press release contains forward-looking statements as
defined in the Private Securities Litigation Reform Act of 1995.
Actual results and trends could differ materially from those set
forth in such statements due to various risks, uncertainties and
other factors. Such risks, uncertainties and other factors that
could cause actual results and experience to differ include, but
are not limited to, the following: the Corporation’s merger with
First Niagara Financial Group, Inc. is subject to a number of
conditions and approvals, including regulatory approvals, and the
final consideration to be paid to Harleysville stockholders is
subject to adjustment, the strategic initiatives may not be
completed on satisfactory terms or at all; increased demand or
prices for the Corporation’s financial services and products may
not occur; changing economic and competitive conditions;
technological developments; the effectiveness of the Corporation’s
business strategy due to changes in current or future market
conditions; effects of deterioration of economic conditions on
customers specifically the effect on loan customers to repay loans;
inability of the Corporation to raise or achieve desired or
required levels of capital; the effects of competition, and of
changes in laws and regulations, including industry consolidation
and development of competing financial products and services;
interest rate movements; relationships with customers and
employees; challenges in establishing and maintaining operations in
new markets; volatilities in the securities markets; and
deteriorating economic conditions and other risks and
uncertainties, including those detailed under the caption
“Forward-Looking Statements” in the Corporation’s Form 10-K Annual
Report for the year ended December 31, 2008 and subsequent filings
made with the Securities and Exchange Commission.
Harleysville National
Corporation
Consolidated Selected Financial Data (1) (Dollars
in thousands, except per share data) September 30, 2009
(unaudited)
For the period:
Three Months Ended Sep. 30, Jun. 30, Mar.
31, Dec. 31, Sep. 30, 2009
2009 2009 2008
2008 Interest Income $ 55,005 $ 60,045 $ 63,638 $ 54,583 $
49,942 Interest Expense 23,567 26,592
28,334 25,136
24,645 Net Interest Income 31,438 33,453
35,304 29,447 25,297 Provision for Loan Losses 14,750
32,000 7,121
7,920 2,580 Net Interest Income
after Provision for Loan Losses 16,688
1,453 28,183 21,527
22,717 Service Charges 4,361
4,304 4,194 3,666 3,424 Gain on Sales of Investment Securities, Net
1,383 4,945 1,952 2,417 - Other-than-temporary Impairment of
Available for Sale Securities (4,650 ) (530 ) (1,344 ) (1,923 ) -
Gain (Loss) on Mortgage Banking Sales, Net 2,352 2,703 1,698 136 (5
) Wealth Management Income 4,656 4,975 4,322 5,888 3,862 Bank-Owned
Life Insurance Income 789 770 778 730 706 Other Income 3,384
4,544 4,559
2,430 2,458 Total Noninterest
Income 12,275 21,711
16,159 13,344
10,445 Salaries, Wages and Employee Benefits 17,561
17,991 20,279 14,509 13,539 Occupancy 3,752 3,709 4,206 2,663 2,412
Furniture and Equipment 1,286 1,483 1,608 1,181 1,074 Intangibles
Expense 1,669 696 948 2,211 678 FDIC Deposit Insurance 3,227 5,056
2,787 1,164 551 Goodwill impairment - 214,536 - - - Merger Charges
- - - 2,456 974 Other Expenses 12,726
9,279 8,793 7,109
5,925 Total Noninterest Expense 40,221
252,750 38,621
31,293 25,153
(Loss) Income Before Income Taxes (11,258 ) (229,586 ) 5,721 3,578
8,009 Income Tax (Benefit) Expense (6,889 )
(7,083 ) 1,126 (245 )
1,370 Net (Loss) Income $ (4,369 ) $ (222,503
) $ 4,595 $ 3,823 $ 6,639
Per Common Share
Data:
Weighted Average Common Shares - Basic 43,102,844 43,080,849
42,990,542 34,695,062 31,385,257 Weighted Average Common Shares -
Diluted 43,102,844 43,080,849 43,018,233 34,843,058 31,551,026 Net
(Loss) Income Per Share - Basic $ (0.10 ) $ (5.17 ) $ 0.11 $ 0.11 $
0.21 Net (Loss) Income Per Share - Diluted $ (0.10 ) $ (5.17 ) $
0.11 $ 0.11 $ 0.21 Cash Dividend Per Share $ - $ 0.01 $ 0.10 $ 0.20
$ 0.20 Book Value $ 6.04 $ 5.77 $ 11.00 $ 11.05 $ 9.90 Market Value
$ 5.33 $ 4.73 $ 6.06 $ 14.44 $ 16.98
For the period:
Nine Months Ended September 30, 2009
2008 Interest Income $ 178,688 $ 151,711 Interest Expense
78,493 77,018 Net Interest Income
100,195 74,693 Provision for Loan Losses 53,871
7,647 Net Interest Income after Provision for Loan
Losses 46,324 67,046 Service
Charges 12,859 9,849 Gain on Sales of Investment Securities, Net
8,280 225 Other-than-temporary Impairment of Available for Sale
Securities (6,524 ) - Gain on Mortgage Banking Sales, Net 6,753 420
Wealth Management Income 13,953 12,756 Bank-Owned Life Insurance
Income 2,337 2,047 Other Income 12,487
7,576 Total Noninterest Income 50,145
32,873 Salaries, Wages and Employee Benefits 55,831 41,599
Occupancy 11,667 7,438 Furniture and Equipment 4,377 3,251
Intangibles Expense 3,313 1,997 FDIC Deposit Insurance 11,070 918
Goodwill Impairment 214,536 - Merger Charges - 974 Other Expenses
30,798 17,152 Total Noninterest Expense
331,592 73,329 (Loss) Income
Before Income Taxes (235,123 ) 26,590 Income Tax (Benefit) Expense
(12,846 ) 5,320 Net (Loss) Income $ (222,277 )
$ 21,270
Nine Months Ended September
30, Per Common Share Data: 2009
2008 Weighted Average Common Shares - Basic 43,058,489
31,363,779 Weighted Average Common Shares - Diluted 43,058,489
31,531,942 Net (Loss) Income Per Share - Basic $ (5.16 ) $ 0.68 Net
(Loss) Income Per Share - Diluted $ (5.16 ) $ 0.67 Cash Dividend
Per Share $ 0.11 $ 0.60
2009 2009 2009 2008 2008
Asset Quality Data:
3Q 2Q 1Q 4Q
3Q Nonaccrual Loans $ 133,737 $ 132,598 $ 85,393 $ 75,060 $
36,278 90 + Days Past Due Loans 18,117
4,090 2,073 1,849
1,275 Nonperforming Loans 151,854 136,688
87,466 76,909 37,553 Net Assets in Foreclosure 1,824
2,168 2,008
1,626 1,221 Nonperforming Assets $
153,678 $ 138,856 $ 89,474
$ 78,535 $ 38,774 Loan Loss Reserve $
77,276 $ 70,341 $ 53,062 $ 49,955 $ 31,668 Loan Loss Reserve /
Loans 2.38 % 2.05 % 1.47 % 1.36 % 1.25 % Loan Loss Reserve /
Nonperforming Loans 50.9 % 51.5 % 60.7 % 65.0 % 84.3 %
Nonperforming Assets / Total Assets 2.98 % 2.67 % 1.58 % 1.43 %
0.98 % Net Loan Charge-offs $ 7,814 $ 14,721 $ 4,014 $ 2,558 $
2,086
Net Loan Charge-offs (annualized)
/ Average Loans
0.93 % 1.68 % 0.44 % 0.36 % 0.33 %
2009
2009 2009 2008 2008
Selected Ratios (annualized):
3Q 2Q 1Q 4Q
3Q Return on Average Assets -0.34 % -15.92 % 0.33 % 0.35 %
0.68 % Return on Average Shareholders' Equity -6.73 % -186.57 %
3.88 % 4.40 % 8.20 % Yield on Earning Assets (FTE) 4.69 % 4.92 %
5.29 % 5.69 % 5.76 % Cost of Interest Bearing Funds 2.18 % 2.35 %
2.53 % 2.82 % 3.10 % Net Interest Margin (FTE) 2.75 % 2.82 % 3.02 %
3.16 % 3.02 % Leverage Ratio 6.10 % 5.91 % 6.33 % 8.19 % 8.13 %
2009 2008
Selected Ratios (annualized):
Year-to-date Year-to-date Return on Average
Assets -5.46 % 0.73 % Return on Average Shareholders' Equity -73.45
% 8.52 % Yield on Earning Assets (FTE) 4.96 % 5.88 % Cost of
Interest Bearing Funds 2.35 % 3.27 % Net Interest Margin (FTE) 2.86
% 3.00 %
Balance Sheet (Period End):
2009 2009 2009 2008 2008
3Q 2Q 1Q 4Q
3Q Assets $ 5,163,359 $ 5,210,327 $ 5,646,195 $ 5,490,509 $
3,949,730 Earning Assets 4,870,316 4,909,443 5,109,083 4,944,126
3,626,352 Investment Securities 1,082,032 1,110,123 1,179,213
1,231,661 983,349 Loans 3,250,095 3,439,267 3,615,775 3,685,244
2,539,037 Other Earning Assets 538,189 360,053 314,095 27,221
103,966 Interest-Bearing Liabilities 4,320,928 4,353,600 4,585,275
4,449,461 3,221,921 Total Deposits 3,941,908 3,998,155 4,147,418
3,938,432 3,018,276 Noninterest-Bearing Deposits 495,644 517,108
497,921 479,469 343,308 Interest-Bearing Checking 629,378 597,831
579,922 556,855 430,607 Money Market 895,463 991,476 1,074,892
1,042,302 727,693 Savings 309,586 317,196 309,767 270,885 182,342
Time Deposits 1,611,837 1,574,544 1,684,916 1,588,921 1,334,326
Total Borrowed Funds 874,664 872,553 935,778 990,498 546,953
Federal Home Loan Bank 471,948 475,087 515,993 522,671 213,755
Other Borrowings 402,716 397,466 419,785 467,827 333,198
Shareholders' Equity 260,656 248,685 473,713 474,707 310,994
Balance Sheet (Average):
2009 2009 2008 2008 2008
3Q 2Q 1Q 4Q
3Q Assets $ 5,153,024 $ 5,605,475 $ 5,580,099 $ 4,341,741 $
3,899,593 Earning Assets 4,845,099 5,080,393 5,047,766 3,956,963
3,580,454 Investment Securities 1,095,611 1,199,597 1,209,012
1,072,468 1,002,901 Loans 3,332,059 3,511,623 3,666,744 2,860,891
2,522,034 Other Earning Assets 417,429 369,173 172,010 23,604
55,519 Interest-Bearing Liabilities 4,298,522 4,547,522 4,543,033
3,550,359 3,158,464 Total Deposits 3,938,675 4,121,543 4,062,577
3,289,483 2,923,815 Noninterest-Bearing Deposits 511,802 493,142
472,687 445,495 348,183 Interest-Bearing Checking 612,674 601,230
560,239 444,141 428,078 Money Market 943,047 1,064,346 1,060,299
820,395 739,931 Savings 314,911 315,856 286,317 212,081 182,403
Time Deposits 1,556,241 1,646,969 1,683,035 1,367,371 1,225,220
Total Borrowed Funds 871,649 919,121 953,143 706,371 582,832
Federal Home Loan Bank 472,705 504,903 520,592 289,245 217,717
Other Borrowings 398,944 414,218 432,551 417,126 365,115
Shareholders' Equity 257,435 478,338 480,491 345,887 322,077
Average Balance Sheets and Interest Rates -
Fully-Taxable Equivalent Basis
Three Months Ended September 30,
2009
Three Months Ended September 30,
2008
Average Average Average Average
Balance Interest Rate
Balance Interest Rate
Assets Earning assets: Investment securities Taxable
investments $ 798,874 $ 8,761 4.36 % $ 701,626 $ 9,518 5.40 %
Non-taxable investments (2) 296,737 4,782
6.41 % 301,275 4,554 6.01
% Total investment securities 1,095,611 13,543 4.92 % 1,002,901
14,072 5.58 % Federal funds sold and deposits in banks 417,429 281
0.27 % 55,519 232 1.66 % Loans(2) (3) 3,332,059
43,270 5.17 % 2,522,034
37,541 5.91 % Total earning assets 4,845,099 57,094 4.69 %
3,580,454 51,845 5.76 % Noninterest-earning assets 307,925
319,139 Total assets $ 5,153,024 $ 3,899,593
Liabilities and Shareholders' Equity Interest-bearing
liabilities: Interest-bearing deposits: Savings and money market $
1,870,632 4,372 0.93 % $ 1,350,412 5,780 1.70 % Time
1,556,241 12,189 3.12 %
1,225,220 12,976 4.21 % Total interest-bearing
deposits 3,426,873 16,561 1.92 % 2,575,632 18,756 2.90 % Borrowed
funds 871,649 7,006 3.20 %
582,832 5,889 4.02 % Total
interest-bearing liabilities 4,298,522 23,567 2.18 % 3,158,464
24,645 3.10 % Noninterest-bearing liabilities: Demand deposits
511,802 348,183 Other liabilities 85,265 70,869 Total
noninterest-bearing liabilities 597,067 419,052 Total
liabilities 4,895,589 3,577,516 Shareholders' equity 257,435
322,077 Total liabilities and shareholders' equity $
5,153,024 $ 3,899,593 Net interest spread 2.51 % 2.66 %
Effect of noninterest-bearing sources 0.24 %
0.36 % Net interest income/margin on earning assets $ 33,527
2.75 % $ 27,200 3.02 % Less tax equivalent adjustment
2,089 1,903 Net interest income $ 31,438 $ 25,297
Nine Months Ended September 30,
2009
Nine Months Ended September 30,
2008
Average Average Average Average
Balance Interest Rate
Balance Interest Rate
Assets Earning assets: Investment securities Taxable
investments $ 858,107 $ 31,000 4.83 % $ 731,870 $ 28,894 5.27 %
Non-taxable investments (2) 309,551 15,064
6.51 % 293,371 13,290
6.05 % Total investment securities 1,167,658 46,064 5.27 %
1,025,241 42,184 5.50 % Federal funds sold and deposits in banks
320,436 647 0.27 % 56,825 1,045 2.46 % Loans(2) (3)
3,502,250 138,450 5.29 %
2,492,498 114,013 6.11 % Total earning assets
4,990,344 185,161 4.96 % 3,574,564 157,242 5.88 %
Noninterest-earning assets 454,289 307,982 Total
assets $ 5,444,633 $ 3,882,546
Liabilities and
Shareholders' Equity Interest-bearing liabilities:
Interest-bearing deposits: Savings and money market $ 1,919,507
15,878 1.11 % $ 1,387,554 19,536 1.88 % Time 1,628,284
40,818 3.35 % 1,208,467
40,414 4.47 % Total interest-bearing deposits
3,547,791 56,696 2.14 % 2,596,021 59,950 3.08 % Borrowed funds
914,339 21,797 3.19 %
545,701 17,068 4.18 % Total interest-bearing
liabilities 4,462,130 78,493 2.35 % 3,141,722 77,018 3.27 %
Noninterest-bearing liabilities: Demand deposits 492,687 337,739
Other liabilities 85,213 69,531 Total
noninterest-bearing liabilities 577,900 407,270 Total
liabilities 5,040,030 3,548,992 Shareholders' equity 404,603
333,554 Total liabilities and shareholders' equity $
5,444,633 $ 3,882,546 Net interest spread 2.61 % 2.61 %
Effect of noninterest-bearing sources 0.25 %
0.39 % Net interest income/margin on earning assets $
106,668 2.86 % $ 80,224 3.00 % Less tax equivalent
adjustment 6,473 5,531 Net interest income $ 100,195
$ 74,693
Regulatory Capital
Actual
As of September 30, 2009
Amount Ratio Total Capital (to risk weighted assets):
Corporation $ 358,533 9.51 % Harleysville National Bank 344,277
9.15 % Tier 1 Capital (to risk weighted assets): Corporation
311,054 8.25 % Harleysville National Bank 296,884 7.89 % Tier 1
Capital (to average assets): Corporation 311,054 6.10 %
Harleysville National Bank 296,884 5.83 %
As of December 31, 2008
Total Capital (to risk weighted assets): Corporation $
384,522 8.88 % Harleysville National Bank 370,552 8.58 % Tier 1
Capital (to risk weighted assets): Corporation 334,467 7.73 %
Harleysville National Bank 320,497 7.42 % Tier 1 Capital (to
average assets): Corporation 334,467 8.19 % Harleysville National
Bank 320,497 7.88 %
(1)
Certain prior period amounts have
been reclassified to conform to current period presentation.
(2)
The interest earned on nontaxable
investment securities and loans is shown on a tax equivalent basis
(tax rate of 35%).
(3)
Nonaccrual loans have been
included in the appropriate average loan balance category, but
interest on nonaccrual loans has not been included for purposes of
determining interest income.
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