Merchants Bancshares announces Q2 2014 results

Merchants Bancshares, Inc (NASDAQ: MBVT), based in South Burlington, theparent companyof Merchants Bank, has announced net income of $3.41 million and $6.82 million, or diluted earnings per share of $0.54 and $1.07 for the three and six months ended June 30, 2014, respectively. This compares to net income of $4.03 million and $7.63 million, or diluted earnings per share of $0.64 and $1.21 for the three and six months ended June 30, 2013, respectively. The return on average assets was 0.82 percent for the three and six months ended June 30, 2014, respectively, compared to 0.96 percent and 0.91 percent for the same periods in 2013. The return on average equity was 11.15 percent and 11.23 percent for the three and six months endedJune 30, 2014,respectively, compared to13.61 percent and 12.96 percent for the same periodsin 2013. Merchants previously announced the declaration of a dividend of $0.28 per share, payable August 14, 2014, to shareholders of record as of July 31, 2014.

"We have continued to transition and strengthen the balance sheet by reducing exposure to price volatility in the investment portfolio, increasing liquidity andbuildingcapital.Allof this isinresponse tomarket conditions that do not favor asset extension or compensate adequately for credit risk. At the same time, we are making a significant investment in the company with our core conversion project that will negatively impact results for the next quarter, though with expected benefits starting to be seen in the fourth quarter and into 2015," said Michael R Tuttle, President and Chief Executive Officer.

According to the quarterly statement, shareholders' equity reached another record high of $124.96 million, and our book value per share increased to $19.75 per share at June 30, 2014 from $18.93 at December 31, 2013. Capital ratios remain strong atJune 30, 2014. Tier 1 leverage ratio was 8.79%, total risk-based capital ratio increased to 16.76% and our tangible capital ratio increased to 7.77%.

Taxable equivalent net interest income was $12.14 million and $24.50 million for the three and six months ended June 30, 2014, respectively, compared to $12.80 million and $25.53 million for the same periods in 2013. Taxable equivalent net interest margin was3.06% and 3.08% for the quarter and six months endedJune 30, 2014, comparedto 3.17% and 3.18% for the same periods in 2013. The margin decreased by four basis points during the second quarter of 2014, primarily a result of reduced asset yields which decreased by four basis points during the second quarter. Both the net interest margin and average asset yields were unchanged from the fourth quarter of 2013 to the first quarter of 2014. We have increased liquidity andreducedpricevolatility exposurein our investment portfolio byallowingthe investment portfolio to run off and holding a larger percentage of our balance sheet in cash, which has compressed asset yields.

These changes have shortened assets and caused MB to give up some current income, but have reduced price volatility exposure on its balance sheet and better positioned it for rising rates. At the same time our loan yields have continued to compress due to a combination of the extended low interest rate environment,tighter credit spreads andcompetitive pressures. Additionally, MB has increased its variable rate loan portfolio. Average variable rate loans for the second quarter of 2014 were $328.98 million, a $44.46 million increase over the second quarter of 2013. These loans have a lower current yield than fixed rate loans, but will have higher yields when rates start to rise.

Quarterly average loan balances for the second quarter of 2014were $1.17 billion, $47.14 million higher than quarterly average balances for the second quarter of 2013. Ending loan balances at June 30, 2014 were impacted by seasonal fluctuations in municipal cash flows, causing municipal loan balances at June 30, 2014 to be $46.82 million lower than at March 31, 2014; as of July 10, 2014, municipal loan balances had increased by$40.49 million to $86.85 million.

The following table summarizes the components of MB's loan portfolio as of the periods indicated:

(In thousands)

June 30, 2014

March 31, 2014

December 31, 2013

June 30, 2013

Commercial, financial and agricultural

$ 193,806

$ 190,840

$ 172,810

$ 169,215

Municipal loans

46,358

93,176

94,007

45,319

Real estate loans - residential

476,696

482,775

489,706

485,764

Real estate loans – commercial

372,825

372,155

371,319

365,693

Real estate loans – construction

32,336

27,567

34,841

31,813

Installment loans

4,238

4,993

5,655

5,667

All other loans

252

231

895

544

Total loans

$ 1,126,511

$ 1,171,737

$ 1,166,233

$ 1,104,015

Growth in our commercial loan categories has been driven by new customer acquisition and expansion of existing relationships, offset by increased prepayment activity. Mortgage refinancing activity has slowed considerably, leading to reduced residential real estate balances. We expect this trend to continue in our residential real estate portfolio.

Werecordeda $50 thousand and $150thousand provisionfor credit losses duringthe threeandsix months ended June 30, 2014, compared to $150 thousand and $400 thousand for the three and six months ended June30,2013. Credit quality improvedfurtherduringthequarter, weareconsistently atop performer in this measure. Our nonperforming loans were 0.08% of total loans at June 30, 2014, loans past due 30-89 days were 0.01% of total loans at June 30, 2014. Net charge-offs during 2014 have been negligible.

Theaverageinvestmentportfolio forthesecond quarterof 2014 was$352.90 million, a reduction of $50.08 million from average balances for the fourth quarter of 2013. The ending balance in the investment portfolio atJune 30, 2014 was $33 5 .44 million, compared to $365.34 million at March 31, 2014 and $393.34 million atDecember 31, 2013. The book balance of the portfolio at June 30, 2014 includes a $2.24 million unrealized gain on the available for sale portion of the investment portfolio, compared to an unrealized loss of ($220) thousandat December 31, 2013. Interest rates have trended down over the course of 2014 which has positively impacted the value of our largely fixed rate investment portfolio. We sold $19 million in securities during the quarter for a small gain. We sold bonds that had higher than average price volatility and lower than average yields to continue to reduce the exposure to rising rates and the risk to tangible capital in the investment portfolio. We also took advantage of an opportunity to continue to unwind our remaining CLO portfolio. Our remaining CLO position totals $9.41 million.

Quarterly average deposits for the second quarter of 2014 were $1.32 billion, a $45.43 million increase over quarterly average deposits for the second quarter of 2013. Total deposits at June 30, 2014 were $1.31 billion, a$12.88 million decrease compared to balances at December 31, 2013. Strong growth in demand deposits and money market categories has been offset by reduced time deposit balances. Securities sold under agreement to repurchase, which represent collateralized customer accounts, declined to $141.06 million at June 30, 2014from $250.31 million at December 31, 2013 as a result of seasonal municipal cash flows.

Total noninterest income increased $184 thousand to $2.95 million for the second quarter of 2014 compared to the second quarter of 2013 and increased $447 thousand for the first six months of 2014 compared to the first six months of 2013. Excluding net gains on investment securities, total noninterest income increased $153 thousand and $291 thousand for the second quarter and first half of 2014 compared to the same periods in 2013. Trust division income increased $69 thousand and $163 thousand for the three and six months endedJune 30, 2014, respectively, compared to the same periods in 2013 as trust division assets under management have continued to show strong growth and now total $632 million. Service charges on deposits increased $22 thousand and $43 thousand for the three and six months ended June 30, 2014 compared to the same period in 2013, a result of increased in cash management fees and business checking service charges. Overdraft fees decreased $33 thousand and $94 thousand for the three and six months ended June 30, 2014. This revenue source continues to come under pressure, but the rate of decrease has slowed.

Total noninterest expense increased $519 thousand to $10.10 million for the second quarter of 2014 compared to the same period in 2013 and increased $924 thousand to $20.25 million for the first six months of 2014 compared to the same periods in 2013. Excluding core system conversion costs total noninterest expense increased $302 thousand to $9.88 million for the second quarter of 2014 compared to the same period in 2013 and increased $536 thousand to $19.86 million for the first six months of 2014 compared to the same period in 2013. Pre-tax expenses related to the conversion of our core banking systems incurred during the quarter and six months ended June 30, 2014 were $217 thousand and $388 thousand, respectively, which represents $.02and $.04 per share after tax. The conversion is scheduled to occur during the fourth quarter of this year. In total, we expect to incur approximately $1.20 million in expenses related to the core conversion during 2014 and expect to realize annual cost savings and additional revenue opportunities of approximately $800 thousandstarting in November of this year.

Compensation and benefits increased $328 thousand and $456 thousand for the three and six months endedJune 30, 2014, respectively, compared to the same periods in 2013. The increase was a result of additional investments we have made in the Finance and Risk areas combined with lower credits related to loan originations. Additionally expenses associated with our self-funded employee health insurance plan were higher for the first half of 2014 compared to 2013. During the second quarter of 2013, we reversed $225 thousand of our accrued health insurance expense as a result of positive claims experience. This increase in health insurance expense was partially offset by a larger credit from our overfunded pension plan.

Occupancy and equipment costs were $97 thousand higher for the second quarter of 2014 compared to 2013, and were $227 thousand higher for the first half of 2014 compared to 2013, a result of investments we have made recently to update, and in some cases, combine our facilities. Legal and professional fees were $74 thousand higher for the second quarter of 2014 compared to 2013, and were $25 thousand higher for the first half of 2014 compared to 2013, a result of additional resources for our compliance and risk areas. Marketing expenses for the second quarter of 2014 were $323 thousand, $162 thousand lower than the second quarter of 2013, and were $642 thousand year to date, $123 thousand lower than the first half of 2013, a result of our transition to a new marketing partner which will push some expenses later in the year.

During the first quarter of 2014 we adopted, and applied retrospectively, Financial Accounting Standards Board Accounting Standards Update 2014-01, "Accounting for Investments in Qualified Affordable Housing Projects" which allows investors in low income housing tax credit entities that meet certain conditions to account for the investments entirely in income tax expense, which we believe more accurately reflects the economics of the investment. The application of this standard reduced total noninterest expense by $327 thousand and $654 thousand for the quarter and six months ended June 30, 2014, respectively; and by $270 thousand and $540 thousand for the quarter and six months ended June 30, 2013, respectively and increased income tax expense by an equivalent amount. The application of the standard also increased our effective tax rate to 23% for the three and six months ended June 30, 2014 and 24% and 25% for the three and six months ended June 30, 2013.

Michael R. Tuttle, our President and Chief Executive Officer, Janet P. Spitler, our Chief Financial Officer and Executive Vice President and Geoffrey R. Hesslink, our Chief Operating Officer and Senior Lender, will host a conference call to discuss these earnings results, business and outlook at 9:00 a.m. Eastern Time onWednesday, July 23, 2014. Interested parties may participate in the conference call by dialing U.S. number (888) 317-6016, Canada number (855) 669-9657, or international number (412) 317-6016. The title of the call is Merchants Bancshares, Inc. Q2 2014 Earnings Call. Participants are asked to call a few minutes prior to register. A replay will be available until 9:00 a.m. Eastern Time on July 31, 2014. 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 10037007. Additionally, a recording of the call will be available on our website at www.mbvt.com.

Established in 1849, Merchants Bank is Vermont's largest and sole remaining statewide independent bank. Consumer, business, municipal and investment customers enjoy personalized relationships, sophisticated online and mobile banking options, and 32 branches statewide. Merchants Bank (Member FDIC, Equal Housing Lender, NASDAQ "MBVT") and Merchants Trust Company employ approximately 300 full-time employees and 40 part-time employees statewide, and have earned several "Best Places to Work in Vermont" awards. American Banker ranks Merchants Bank a "Top 200" in America among 851 peers. 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 $525 thousand for the three months endedJune 30, 2014, and $485 thousand for the same period in 2013. An additional non-GAAP financial measure we use is the tangible equity ratio. Because we have no intangible assets, our tangible equity is the same as our book equity. We believe 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.

Merchants Bancshares, Inc.

Financial Highlights (unaudited)

(Dollars in thousands except share and per share data)

June 30,

March 31,

December 31,

June 30,

2014

2014

2013

2013

Balance Sheets - Period End

Total assets

$ 1,608,943

$ 1,662,045

$ 1,725,469

$ 1,619,807

Loans

1,126,511

1,171,737

1,166,233

1,104,015

Allowance for loan losses ("ALL")

12,040

12,174

12,042

11,890

Net loans

1,114,471

1,159,563

1,154,191

1,092,125

Investments-available for sale, taxable

188,593

214,957

252,513

428,068

Investments-held to maturity, taxable

146,848

150,382

140,826

325

Federal Home Loan Bank ("FHLB") stock

5,877

7,496

7,496

7,496

Cash and due from banks

39,423

31,130

30,434

31,458

Interest earning cash and other short-term investments

62,325

45,354

85,037

17,672

Bank owned life insurance

10,158

10,080

10,000

-

Other assets

41,248

43,083

44,972

42,663

Non-interest bearing deposits

286,374

271,704

266,299

242,393

Savings, interest bearing checking and money market accounts

763,427

770,980

752,171

751,599

Time deposits

260,898

283,373

305,106

318,527

Total deposits

1,310,699

1,326,057

1,323,576

1,312,519

Short-term borrowings

-

-

-

21,000

Securities sold under agreement to repurchase, short-term

141,064

182,647

250,314

141,055

Other long-term debt

2,362

2,382

2,403

2,443

Junior subordinated debentures issued to

unconsolidated subsidiary trust

20,619

20,619

20,619

20,619

Other liabilities

9,237

8,102

8,946

7,152

Shareholders' equity

124,962

122,238

119,611

115,019

Balance Sheets - Quarter-to-Date Averages

Total assets

$ 1,657,705

$ 1,678,407

$ 1,685,103

$ 1,681,747

Loans

1,169,339

1,167,067

1,169,935

1,122,201

Allowance for loan losses

12,206

12,117

12,256

11,842

Net loans

1,157,133

1,154,950

1,157,679

1,110,359

Investments-available for sale, taxable

204,148

236,120

265,667

466,566

Investments-held to maturity, taxable

148,756

143,716

137,319

343

FHLB stock

6,428

7,490

7,496

7,496

Cash and due from banks

26,906

28,164

29,626

25,533

Interest earning cash and other short-term investments

60,928

59,516

47,624

23,371

Bank owned life insurance

10,110

10,029

-

-

Other assets

43,296

38,422

39,692

48,079

Non-interest bearing deposits

272,334

263,120

267,838

239,601

Savings, interest bearing checking and money market accounts

777,090

759,068

744,634

711,895

Time deposits

271,658

294,752

310,817

324,157

Total deposits

1,321,082

1,316,940

1,323,289

1,275,653

Short-term borrowings

752

-

198

28,565

Securities sold under agreement to repurchase, short-term

181,593

209,589

212,313

228,726

Other long-term debt

2,369

2,390

2,409

2,450

Junior subordinated debentures issued to

unconsolidated subsidiary trust

20,619

20,619

20,619

20,619

Other liabilities

8,813

8,564

9,297

7,465

Shareholders' equity

122,477

120,305

116,978

118,269

Earning assets

1,589,599

1,613,909

1,628,041

1,619,977

Interest bearing liabilities

1,254,081

1,286,418

1,290,990

1,316,412

Ratios and Supplemental Information - Period End

Book value per share

$ 20.73

$ 20.29

$ 19.94

$ 19.19

Book value per share (1)

$ 19.75

$ 19.34

$ 18.93

$ 18.24

Tier I leverage ratio

8.79%

8.57%

8.44%

8.36%

Total risk-based capital ratio

16.76%

16.40%

16.12%

16.42%

Tangible capital ratio (2)

7.77%

7.35%

6.93%

7.10%

Period end common shares outstanding (1)

6,326,927

6,320,531

6,318,708

6,304,649

Credit Quality - Period End

Nonperforming loans ("NPLs")

$ 888

$ 1,006

$ 906

$ 1,600

Nonperforming assets ("NPAs")

$ 888

$ 1,091

$ 1,015

$ 1,740

NPLs as a percent of total loans

0.08%

0.09%

0.08%

0.14%

NPAs as a percent of total assets

0.06%

0.07%

0.06%

0.11%

ALL as a percent of NPLs

1356%

1210%

1329%

743%

ALL as a percent of total loans

1.07%

1.04%

1.03%

1.08%

(1) This book value and period end common shares outstanding includes 299,565, 294,673; 319,854; and 310,381 Rabbi Trust shares for the periods noted

above, respectively.

(2) The tangible capital ratio is calculated by dividing tangible equity by tangible assets. Because we have no intangible assets, our tangible shareholder's equity

is the same as our shareholder's equity.

Merchants Bancshares, Inc.

Financial Highlights (unaudited)

(Dollars in thousands except share and per share data)

For the Six Months Ended

June 30,

June 30,

2014

2013

Balance Sheets - Year-to-Date Averages

Total assets

$ 1,667,999

$ 1,681,440

Loans

1,168,210

1,104,344

Allowance for loan losses

12,162

11,766

Net loans

1,156,048

1,092,578

Investments-available for sale, taxable

217,496

484,912

Investments-held to maturity, taxable

146,251

365

FHLB stock

6,956

7,743

Cash and due from banks

27,532

25,377

Interest earning cash and other short-term investments

60,225

21,044

Bank owned life insurance

10,070

-

Other assets

43,421

49,421

Non-interest bearing deposits

267,752

231,468

Savings, interest bearing checking and money market accounts

768,129

704,071

Time deposits

283,142

329,237

Total deposits

1,319,023

1,264,776

Short-term borrowings

378

21,260

Securities sold under agreement to repurchase, short-term

195,514

246,705

Other long-term debt

2,379

2,460

Junior subordinated debentures issued to

unconsolidated subsidiary trust

20,619

20,619

Other liabilities

8,689

7,851

Shareholders' equity

121,397

117,769

Earning assets

1,599,138

1,618,408

Interest bearing liabilities

1,270,161

1,324,352

Merchants Bancshares, Inc.

Financial Highlights (unaudited)

(Dollars in thousands except share and per share data)

For the Three Months Ended

For the Six Months Ended

June 30,

March 31,

June 30,

June 30,

June 30,

2014

2014

2013

2014

2013

Operating Results

Interest income

Interest and fees on loans

$ 10,756

$ 10,762

$ 11,044

$ 21,518

$ 21,794

Interest and dividends on investments

2,080

2,253

2,576

4,333

5,373

Total interest and dividend income

12,836

13,015

13,620

25,851

27,167

Interest expense

Deposits

936

902

728

1,838

1,474

Securities sold under agreement to repurchase and other short-term borrowings

87

92

377

179

734

Long-term debt

200

197

205

397

401

Total interest expense

1,223

1,191

1,310

2,414

2,609

Net interest income

11,613

11,824

12,310

23,437

24,558

Provision for credit losses

50

100

150

150

400

Net interest income after provision for credit losses

11,563

11,724

12,160

23,287

24,158

Noninterest income

Trust division income

830

852

761

1,682

1,519

Service charges on deposits

329

317

306

646

603

Debit card income, net

715

621

739

1,336

1,394

Overdraft income

653

627

686

1,280

1,374

Gain (losses) on investment securities, net

17

126

(13)

143

(13)

Gain (losses) on sale of other assets

(35)

-

-

(35)

-

Other noninterest income

440

367

286

807

535

Total noninterest income

2,949

2,910

2,765

5,859

5,412

Noninterest expense

Compensation and benefits

4,838

4,923

4,510

9,761

9,305

Occupancy and equipment expenses

2,030

2,140

1,933

4,170

3,943

Legal and professional fees

693

638

619

1,331

1,306

Marketing expenses

323

319

485

642

765

State franchise taxes

379

377

362

756

719

FDIC insurance

217

216

220

433

440

Conversion costs

217

171

-

388

-

Other real estate owned

79

16

54

95

67

Other noninterest expense

1,320

1,354

1,394

2,674

2,781

Total noninterest expense

10,096

10,154

9,577

20,250

19,326

Income before provision for income taxes

4,416

4,480

5,348

8,896

10,244

Provision for income taxes

1,003

1,077

1,323

2,080

2,610

Net income

$ 3,413

$ 3,403

$ 4,025

$ 6,816

$ 7,634

Ratios and Supplemental Information

Weighted average common shares outstanding

6,324,753

6,320,349

6,298,019

6,322,563

6,292,459

Weighted average diluted shares outstanding

6,343,461

6,326,745

6,309,890

6,342,719

6,304,756

Basic earnings per common share

$ 0.54

$ 0.54

$ 0.64

$ 1.08

$ 1.21

Diluted earnings per common share

$ 0.54

$ 0.54

$ 0.64

$ 1.07

$ 1.21

Return on average assets

0.82%

0.81%

0.96%

0.82%

0.91%

Return on average shareholders' equity

11.15%

11.31%

13.61%

11.23%

12.96%

Average yield on loans

3.87%

3.93%

4.12%

3.90%

4.16%

Average yield on investments

2.28%

2.32%

2.17%

2.30%

2.19%

Average yield of earning assets

3.37%

3.40%

3.49%

3.39%

3.51%

Average cost of interest bearing deposits

0.36%

0.35%

0.28%

0.35%

0.29%

Average cost of borrowed funds

0.56%

0.51%

0.83%

0.53%

0.79%

Average cost of interest bearing liabilities

0.39%

0.38%

0.40%

0.38%

0.40%

Net interest rate spread

2.98%

3.03%

3.09%

3.00%

3.11%

Net interest margin

3.06%

3.10%

3.17%

3.08%

3.18%

Net interest income on a fully taxable equivalent basis

$ 12,140

$ 12,356

$ 12,795

$ 24,494

$ 25,525

Net recoveries (charge-offs) to Average Loans

(0.01)%

0.00%

(0.01)%

0.00%

0.00%

Net recoveries (charge-offs)

$ (73)

$ 1

$ (80)

$ (72)

$ (54)

Efficiency ratio (1)

62.28%

63.94%

58.55%

62.81%

59.64%

(1) The efficiency ratio excludes amortization of intangibles, OREO expenses, gain/loss on sales of securities, state

franchise taxes, and any significant nonrecurring items.

Note: As of June 30, 2014, Merchants Bank had off-balance sheet liabilities in the form of standby letters of credit to customers in the amount of $7.51 million.

Amounts reported for prior periods are reclassified, where necessary, to be consistent with the current period presentation.

SOURCE: SOUTHBURLINGTON, Vt., July 22, 2014 /PRNewswire/ --Merchants Bancshares, Inc.