Annual 2016 Report
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2016 ANNUAL REPORT INTEGRITY OWNERSHIP RESPECT EXCELLENCE TEAMWORK Dear Shareholders & Friends The year 2016 was an exciting period of growth and change for Bank of Commerce Holdings (BOCH). During the first quarter, we completed the acquisition of five offices from Bank of America which brought almost $150 million of new low cost deposits to our company. Throughout the entire year our real estate, commercial, consumer and SBA sales teams continued to successfully add significant loan and deposit totals to our balance sheet. For the year, loans increased $88 million (12%) and deposits increased $201 million (25%). As many of you already know, the liquidity provided by our branch acquisition was used to reconfigure our balance sheet. We were able to eliminate our approximately $100 million reliance on brokered and wholesale funding sources and we cancelled the associated interest rate hedge contract which would have been increasingly costly into the future. For the first time in many years we funded all of our loan growth with traditional core deposits. The strategic shift from wholesale funding to traditional core funding was costly, which is reflected in our earnings for the year of $5.3 million ($0.39 per share), a 37% decline from the prior year. We firmly believe that it was the correct decision and is a key component for executing on our future corporate initiatives. The company has made many advances over the past 36 months. With a return to relying on traditional funding sources combined with severing the tie to our former mortgage subsidiary (2014), the redemption of $20 million SBLF preferred stock (2015), the growth of our SBA division, the hiring of an expanded sales force in Sacramento and reductions in nonperforming assets, we are now prepared to be a stronger competitive force in northern California. We are pleased to see that the marketplace is recognizing and rewarding the changes we have made. For many years, BOCH stock traded at less than book value. That changed during 2016. A year ago, on December 31, 2015 our stock closed at $6.68 per share (99% of tangible book value of $6.76 per share). On December 30, 2016 (the last business day of the year) our stock closed up 42% at $9.50 per share (139% of tangible book value of $6.83 per share). Recent years have been financially challenging. Undoubtedly, 2017 will present its own obstacles to over- come, but we remain ever optimistic about our future and confident in our continuing ability to enhance shareholder value. We are very proud of our talented employees who are dedicated to upholding the core values listed on the facing page and to serving our customers and communities. As we enter our 35th year of business, we remain committed to earning our independence. Thank you for your continued support and investment in our company. Randall S. Eslick James A. Sundquist President & CEO Executive Vice President & CFO 5-YEAR FINANCIAL SUMMARY The selected consolidated financial data set forth below for the five years ended December 31, 2016, have been derived from the Company’s audited Consolidated Financial Statements and should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the Company’s audited Consolidated Financial Statements and notes thereto, included in our 2016 Form 10-K. Income statement data reflects results derived from continuing operations. Balance sheet data has been adjusted for discontinued operations. Amounts in thousands (except ratios and per share data) 2012 20132014 2015 2016 STATEMENTS OF INCOME Interest income $ 40,337 $ 37,261 $ 36,693 $ 38,753 $ 41,009 Net interest income $ 35,108 $ 33,783 $ 32,601 $ 33,770 $ 36,231 Provision for loan and lease losses $ 9,400 $ 2,750 $ 3,175 $ — $ — Noninterest income $ 6,593 $ 3,542 $ 4,315 $ 3,183 $ 3,595 Noninterest expense $ 21,219 $ 21,789 $ 26,434 $ 24,905 $ 32,609 Net income available to common shareholders $ 6,536 $ 7,735 $ 5,527 $ 8,295 $ 5,259 BALANCE SHEETS Total assets $ 979,424 $ 956,342 $ 997,192 $ 1,015,441 $ 1,140,992 Average total assets $ 952,182 $ 953,854 $ 973,807 $ 992,731 $ 1,079,750 Total gross loans $ 664,051 $ 597,995 $ 660,898 $ 716,639 $ 804,211 Allowance for loan and lease losses $ 11,103 $ 14,172 $ 10,820 $ 11,180 $ 11,544 Total deposits $ 701,052 $ 746,293 $ 789,035 $ 803,735 $ 1,004,666 Total shareholders' equity $ 110,321 $ 101,787 $ 103,602 $ 90,522 $ 94,106 1 PERFORMANCE RATIOS 2 Return on average assets 0.78% 0.83% 0.59% 0.86% 0.49% 3 Return on average shareholders' equity 6.66% 7.47% 5.59% 8.10% 5.68% Average equity to average assets 11.69% 11.13% 10.51% 10.68% 8.57% Common equity tier 1 capital ratio 4 n/a n/a n/a 10.06% 9.43% Tier 1 capital ratio 4 14.52% 15.94% 13.91% 11.16% 10.42% 4 Total capital ratio 15.77% 17.20% 15.16% 13.52% 12.68% 4 Tier 1 leverage ratio 13.13% 12.80% 11.60% 10.03% 9.13% 5 Net interest margin 3.99% 3.86% 3.71% 3.77% 3.71% Average earning assets to total average assets 95.39% 95.00% 93.81% 93.43% 93.34% Nonperforming assets to total assets 6 4.25% 3.23% 2.22% 1.53% 1.06% Net (recoveries) charge-offs to average loans 1.48% (0.13)% 1.04% (0.05)% (0.05)% Allowance for loan and lease losses to gross loans 1.67% 2.37% 1.64% 1.56% 1.44% Nonperforming loans to allowance for loan and lease losses 347.40% 210.25% 200.30% 126.09% 98.64% Efficiency ratio 7 50.88% 58.38% 71.61% 67.40% 81.88% SHARE DATA Average common shares outstanding - basic 16,344 14,940 13,475 13,331 13,367 Average common shares outstanding - diluted 16,344 14,964 13,520 13,365 13,425 Book value per common share - tangible 5.66 5.86 6.29 6.76 6.83 Basic earnings per share attributable to continuing operations 0.41 0.52 0.41 0.62 0.39 Basic (loss) per share attributable to discontinued operations (0.01) - - - - Diluted earnings per share attributable to continuing operations 0.41 0.52 0.41 0.62 0.39 Diluted (loss) per share attributable to discontinued operations (0.01) - - - - Cash dividends per common share 0.12 0.14 0.12 0.12 0.12 1 - Regulatory Capital Ratios and Asset Quality Ratios are end of period ratios. With the exception of end of period ratios, all ratios are based on average daily balances during the indicated period. 2 - Return on average assets is net income divided by average total assets. 3 - Return on average shareholders' equity is net income divided by average shareholders' equity. 4 - See Item 7 - Management's Discussion And Analysis Of Financial Condition And Results Of Operations and Note 21 Regulatory Capital in the Notes to Consolidated Financial Statements in our 2016 Form 10-K for a discussion of the regulatory capital guidelines. 5 - Net interest margin equals net interest income on a tax equivalent basis, divided by average interest earning assets. Net interest margins for prior years have been adjusted to reflect certain reclassifi- cations resulting from the reporting of discontinued operations. 6 - Nonperforming assets include all nonperforming loans (nonaccrual loans, loans 90 days past due and still accruing interest and restructured loans that are nonperforming) and real estate acquired by foreclosure or transfer to OREO. 7 - The efficiency ratio is calculated by dividing noninterest expense by the sum of net interest income and noninterest income andresented p based on results from continuing operations. FINANCIALS AT A GLANCE IN THOUSANDS (EXCEPT RATIOS AND PER SHARE DATA) EARNINGS AND TOTAL DEPOSITS DILUTED EARNINGS AT DECEMBER 31 PER SHARE FOR THE YEAR $701,052 $746,293 $789,035 $803,735 $1,004,666 NET INCOME $6,536 $7,735 $5,527 $8,295 $5,259 DILUTED EPS $0.41 $0.52 $0.41 $0.62 $0.39 RETURN ON TOTAL GROSS AVERAGE LOANS ASSETS AT DECEMBER 31 FOR THE YEAR $664,051 $597,995 $660,898 $716,639 $804,211 0.78% 0.83% 0.59% 0.86% 0.49% RETURN ON TAX-EQUIVALENT AVERAGE NET INTEREST SHAREHOLDERS’ MARGIN EQUITY FOR THE YEAR FOR THE YEAR 3.99% 3.86% 3.71% 3.77% 3.71% 6.66% 7.47% 5.59% 8.10% 5.68% NONPERFORMING TANGIBLE ASSETS TO TOTAL BOOK VALUE ASSETS AND STOCK PRICE AT DECEMBER 31 PER SHARE AT DECEMBER 31 4.25% 3.23% 2.22% 1.53% 1.06% BOOK VALUE $5.66 $5.86 $6.29 $6.76 $6.83 STOCK PRICE $4.60 $5.71 $5.96 $6.68 $9.50 LEADERSHIP BOARD OF DIRECTORS Orin N. Bennett Linda J. Miles Gary R. Burks David H. Scott Randall S. Eslick Karl L. Silberstein Joseph Q. Gibson Terence J. Street Jon W. Halfhide Lyle L. Tullis Vice-Chairman Chairman of the Board of the Board EXECUTIVE MANAGEMENT Randall S. Eslick James A. Sundquist President Executive Vice President & Chief Executive Officer & Chief Financial Officer Samuel D. Jimenez Robert H. Muttera Executive Vice President Executive Vice President & Chief Operating Officer & Chief Credit Officer BANKING LOCATIONS REDDING BANK OF COMMERCE SACRAMENTO BANK OF COMMERCE (a division of Redding Bank of Commerce) CHURN CREEK ROSEVILLE 1951 Churn Creek Road 1504 Eureka Road, Suite 100 Redding, CA 96002 Roseville, CA 95661 530.224.3333 916.772.0131 PLACER 1177 Placer Street Redding, CA 96001 530.241.2265 STAND ALONE ATMs BUENAVENTURA 3455 Placer Street, Suite A CORNING Redding, CA 96001 1920 Solano Street 530.243.6100 Corning, CA 96021 COLUSA ORLAND 558 Market Street 125 East Walker Street Colusa, CA 95932 Orland, CA 95963 530.458.4884 WILLIAMS CORNING 692 E Street 1222 Solano Street Williams, CA 95987 Corning, CA 96021 530.824.4517 ORLAND 328 Walker Street Orland, CA 95963 530.865.2127 WILLOWS 155 North Tehama Street Willows, CA 95988 530.934.3821 YREKA 200 South Broadway Street Yreka, CA 96097 530.841.0152 www.reddingbankofcommerce.com www.sacramentobankofcommerce.com This page intentionally left blank UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C.