Merchants Bancshares reports Q3 2015 increase in net income

Vermont Business Magazine Merchants Bancshares, Inc (NASDAQ: MBVT), the parent company of South Burlington-based Merchants Bank, today announced net income of $3.86 million and $10.31 million, or diluted earnings per share of $0.61 and $1.62, for the three and nine months ended September 30, 2015, respectively. This compares to net income of $2.81 million and $9.62 million, or diluted earnings per share of $0.44 and $1.52, for the three and nine months ended September 30, 2014, respectively.

The return on average assets was 0.88% for the three months and 0.79% for the nine months ended September 30, 2015, compared to 0.68% and 0.77% for the same periods in 2014. The return on average equity was 11.93% and 10.75% for the three and nine months ended September 30, 2015, respectively, compared to 9.02% and 10.48% for the same periods in 2014. Merchants Bancshares' Board of Directors approved a dividend of $0.28 per share, payable November 23, 2015, to shareholders of record as of November 9, 2015.

"We are pleased to report strong third quarter results. The numbers reflect improvement in several areas that contribute to fully tax equivalent net interest income, and non-interest income. The earnings trend is consistent with our expectations for the second half of 2015 and bodes well for the future," commented Michael R. Tuttle, Merchants Bancshares' President and Chief Executive Officer.

"As expected we are beginning to see the benefits of our investments and plans. Solid commercial loan growth is driving improvement in net interest income and initiatives to grow fee income and control expenses have been successful. We are delighted with the progress on these fronts and expect the benefits will continue to build over the course of the year. The favorable trends with our business combined with the expected closure of the NUVO acquisition in the fourth quarter leave us well positioned entering 2016," added Geoffrey R. Hesslink, Merchants Bank's President and Chief Executive Officer.

Average loan balances for the three months ended September 30, 2015 were $1.25 billion, $25.4 million higher on a linked quarter basis and $82.1 million higher from the fourth quarter of 2014. Ending loan balances were $1.26 billion, an increase of $54.3 million from June 30, 2015 and $75.6 million from December 31, 2014. The increase in loan balances since June 30, 2015, reflects growth in commercial real estate loans and normal seasonal growth in municipal loans. Municipal balances increased approximately $49 million from June 30, 2015. Total commercial loans, defined as commercial, commercial real estate and construction, increased $11.0 million from June 30, 2015 to $698.5 million at September 30, 2015. Total commercial loans increased $84.6 million from December 31, 2014, which represents a year-to-date annualized commercial loan growth of 18.4%.

The following table summarizes the components of the loan portfolio for the periods ending:

Merchants Bancshares recorded a $250 thousand provision for credit losses during the nine months ended September 30, 2015, compared to $150 thousand during the nine months ended September 30, 2014. The additional provision was a result of continued loan growth. Nonperforming loans were 0.11% of total loans at September 30, 2015, compared to 0.07% of total loans at December 31, 2014 and 0.06% of total loans at September 30, 2014. The increase in nonperforming loans from the prior year-end was primarily attributable to one commercial credit that was placed on non-accrual during the second quarter of 2015. Accruing loans past due 31-90 days were 0.01% of total loans at September 30, 2015. The Bank continues to experience strong credit quality.

Theaverageinvestmentportfolioforthethird quarterof2015was$396 million, an increase of $54 million from both the third quarter of 2014, and fourth quarter of 2014. The ending balance in the investment portfolio at September 30, 2015 was $410 million, compared to $333 million at September 30, 2014 and $346 million at December 31, 2014.

Total deposits at September 30, 2015 were $1.39 billion, $79 million higher than balances at December 31, 2014 and $83 million higher than balances at September 30, 2014. Quarterly average deposit balances increased by $60 million to $1.40 billion, a 4% increase over quarterly averages for the third quarter of 2014. Securities sold under agreement to repurchase, which represent collateralized customer accounts, were $268 million at September 30, 2015, an increase of $80 million from September 30, 2014, due to an increase in municipal customers.

Merchants Bancshares' shareholders' equity and capital ratios remain strong. Shareholders' equity ended the quarter at $132.6 million, and the book value per share increased by $1.04 to $20.93 per share at September 30, 2015 from $19.89 at December 31, 2014. At September 30, 2015, common equity tier 1 ratio was 13.83%. At September 30, 2015, the tier 1 leverage ratio increased to 8.93%, total risk-based capital ratio increased to 17.10% and the tangible capital ratio decreased slightly to 7.29% from 8.76%, 16.95% and 7.30%, respectively, at December 31, 2014.

Merchants Bancshares' taxable equivalent net interest income was $12.60 million for the three months ended September 30, 2015, compared to $12.25 million for the quarter ending June 30, 2015, and $12.01 million for the same period in 2014. The increase in net interest income is attributable to growth in both total commercial loans and the investment portfolio. The taxable equivalent net interest margin for the three months ended September 30, 2015 was 2.96%, an increase of one basis point on a linked quarter basis, and a decrease of seven basis points from the third quarter of 2014. The stability of the net interest margin on a linked basis reflects a decline in assets yields, offset by the change in our asset mix. The decline in the margin from the same period last year was primarily due to the decline in asset yields.

Total noninterest income for the third quarter of 2015 was $3.45 million, an increase of $696 thousand on a linked quarter basis and an increase of $573 thousand as compared to the third quarter in 2014. On a linked quarter basis other noninterest income increased $484 thousand to $829 thousand due to non-recurring miscellaneous income of $440 thousand and overdraft fee income which increased $215 thousand to $548 thousand. The increase from the third quarter of 2014 is primarily due to higher debit card income of $118 thousand, which is reflective of increased volumes.

Total noninterest expense for the third quarter of 2015 was $10.6 million, compared to $10.5 million for the quarter ended June 2015 and $10.7 million for the third quarter of 2014.The increase on a linked quarter basis was primarily due to higher severance of $292 thousand, offset by various expense reductions. The higher severance expense is primarily related to a strategic initiative to align our resources with customer needs and behavior, which resulted in a reduction of branch staffing. Excluding merger-related and severance costs for 2015, and conversion and severance expenses for 2014, noninterest expense was $10.05 million in the third quarter 2015, a decrease of $254 thousand on a linked-quarter basis and an increase of $175 thousand from the third quarter in 2014. The decline on a linked quarter basis was attributable to reductions in numerous expense line items. The increase from the third quarter of 2014 was primarily attributable to higher benefit expense due to an increase in health care costs of $220 thousand and reduced pension income of $213 thousand. These increases were partially offset by lower marketing expense of $275 thousand. The 2014 third quarter expense included costs for a new marketing campaign.

Merchants Bancshares' effective tax rate was 19% and 20% for the three and nine months ended September 30, 2015, respectively, compared to 20% on a linked quarter basis, and 23% for the three and nine months ended September 30, 2014. The effective tax rate declined from the third quarter 2014 due to higher tax credits.

Michael R. Tuttle, Merchants Bancshares, Inc.'s President and Chief Executive Officer, Geoffrey R. Hesslink, Merchants Bank's President and Chief Executive Officer, and Thomas J. Meshako, Merchants Bancshares, Inc.'s Senior Vice President and Chief Financial Officer, will host a conference call to discuss these earnings results, business and outlook at 10:00 a.m. Eastern Time on Tuesday, October 27, 2015. Interested parties may participate in the conference call by dialing U.S. number (866) 218-2405, Canada number (855) 669-9657, or international number (412) 902-4124. The title of the call is Merchants Bancshares, Inc. Q3 2015 Earnings Call. Participants are asked to call a few minutes prior to register. A replay will be available until 12:01 a.m. Eastern Time on Wednesday, November 4, 2015. The U.S. replay dial-in telephone number is (877) 344-7529. The Canada replay telephone number is (855) 669-9658, the international replay telephone number is (412) 317-0088. The replay access code for all replay telephone numbers is 10057202. Additionally, a recording of the call will be available on Merchants website at www.mbvt.com

Non-GAAP Financial Measure. In addition to results presented in accordance with generally accepted accounting principles ("GAAP"), this press release contains certain non-GAAP financial measures. In several places net interest income is presented on a fully taxable equivalent basis. Specifically included in interest income was tax-exempt interest income from certain tax-exempt loans. An amount equal to the tax benefit derived from this tax exempt income is added back to the interest income total, to produce net interest income on a fully taxable equivalent basis. The amount added back was $527 thousand for the three months ended September 30, 2015, $504 thousand on a linked quarter basis and $509 thousand for the same period in 2014. An additional non-GAAP financial measure Merchants Bancshares uses is the tangible equity ratio. Because Merchants Bancshares has no intangible assets, the tangible equity is the same as the book equity. Merchants Bancshares believes that the supplemental non-GAAP information is utilized by regulators and market analysts to evaluate a company's financial condition and therefore such information is useful to investors. These disclosures should not be viewed as a substitute for financial results determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures which may be presented by other companies. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies' non-GAAP financial measures having the same or similar names.

Information About the Pending Merger Transaction

Neither this document nor any statements contained herein constitutes an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities.

Merchants' proposed acquisition of NUVO Bank & Trust Company ("NUVO") will be structured as a merger of NUVO with and into Merchants' wholly-owned subsidiary, Merchants Bank. Merchants has filed a Registration Statement on Form S-4 with the Securities and Exchange Commission ("SEC") that includes a prospectus of Merchants, which also constitutes a proxy statement of NUVO for a special meeting of shareholders held on September 30, 2015 at which the merger was approved. Investors and security holders are urged to read the registration statement and the proxy statement/prospectus, as well as other documents filed by Merchants with the SEC, because they contain important information about the merger and the parties to the transaction. You may obtain a free copy of the proxy statement/prospectus and other related documents filed by Merchants with the SEC at the SEC's website at www.sec.gov. You may also obtain a free copy of the proxy statement/prospectus, as well as other filings containing information about Merchants on its website, at www.mbvt.com.

In addition, copies of the proxy statement/prospectus can be obtained without charge by directing a request to Merchants Bancshares, Inc., 275 Kennedy Drive, South Burlington, VT 05402, Attention: Investor Relations, (802) 865-1807.

Cautionary Note Regarding Forward-Looking Statements

This document contains statements that may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements are intended to be covered by the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, and this Cautionary Note is included for purposes of complying with these safe harbor provisions. Readers should not place undue reliance on such forward-looking statements, which speak only as of the date made. These forward-looking statements are based on current plans and expectations, which are subject to a number of risk factors and uncertainties that could cause future results to differ materially from historical performance or future expectations. These differences may be the result of various factors, including, among others: (1) failure of the parties to the merger to satisfy the closing conditions in the merger agreement in a timely manner or at all; (2) failure to obtain all required regulatory approvals for the merger; (3) disruptions to the parties' businesses as a result of the announcement and pendency of the merger; (4) costs or difficulties related to the integration of the business following the merger; (5) changes in general, national or regional economic conditions; (6) the risk that the anticipated benefits and cost savings from the transaction may not be fully realized or may take longer than expected to realize; (7) changes in loan default and charge-off rates; (8) changes in interest rates or credit availability; (9) changes in government regulation; (10) changes in levels of income and expense in non-interest income and expense related activities; and (11) competition and its effect on pricing, spending, third-party relationships and revenues. The foregoing list should not be construed as exhaustive, and Merchants undertakes no obligation to subsequently revise 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 or circumstances.

For additional factors that could cause actual results to differ materially from those expressed in the forward-looking statements, please refer to the filings by Merchants with the SEC, including its periodic and current reports, and to the proxy statement/prospectus included in Merchants' Registration Statement on Form S-4, which are available on the SEC's website, at www.sec.gov .

Contact: Jodi L. Bachand, Merchants Bank, at (802) 865-1807

SOUTH BURLINGTON, Vt., Oct. 26, 2015 /PRNewswire/ -- Merchants Bancshares, Inc