BOCA RATON, Fla., July 29, 2014 /PRNewswire/ -- (NASDAQ Global
Select: FUBC) -- 1st United Bancorp, Inc.
("1st United") reported net income of $2.0 million ($0.06
per share) for the three months ended June
30, 2014 which is a 13% increase compared to net income of
$1.8 million ($0.05 per share) for the three months ended
June 30, 2013. Net income for the six
months ended June 30, 2014 was
$4.7 million ($0.14 per share) which is a 38% increase compared
to the $3.4 million ($0.10 per share) for the six months ended
June 30, 2013.
Highlights for the three and six months ended June 30, 2014:
Merger
- 1st United announced that it had entered into an
Agreement and Plan of Merger ("Merger Agreement") with Valley
National Bancorp ("Valley") providing for the acquisition of
1st United by Valley.
Financial Condition
- Total assets at June 30, 2014
were $1.70 billion, as compared to
approximately $1.85 billion at
December 31, 2013. During the
six months ended June 30, 2014,
1st United increased net loans by $7.8 million comprised of loan originations and
advances of $162.6 million and
payments, offset by payoffs and resolutions of $154.5 million.
- Total deposits at June 30, 2014
were $1.39 billion, as compared to
$1.55 billion at December 31, 2013 primarily a result of a
customer deposit of $128.0 million
received in December 2013 and
withdrawn in January 2014 as well as
normal customer activity. Non-interest bearing deposits were
approximately 38% of total deposits at June
30, 2014 as compared to 34% of total deposits at
December 31, 2013.
- Total risk-based capital ratio, Tier 1 capital ratio, and
leverage ratio for 1st United at June 30, 2014 were
15.92%, 15.04% and 10.45%, respectively, and exceeded all
regulatory requirements for "well capitalized."
Asset Quality
- Total non-performing assets were $27.8
million (1.63% of total assets) at June 30, 2014 compared to $31.5 million (1.81% of total assets) at
March 31, 2014, a $3.8 million decrease. Total non-performing
assets at December 31, 2013 were
$34.4 million (1.87% of total
assets).
- Excluding assets covered by FDIC loss share agreements,
non-performing assets were $13.2
million (0.78% of total assets) at June 30, 2014 compared to $15.1 million (0.87% of total assets) at
March 31, 2014.
- Included in the $27.8 million in
non-performing assets at June 30,
2014 was $14.5 million of
assets covered under loss share agreements as compared to
$16.4 million of assets covered under
loss share agreement at March 31,
2014.
- Classified loans (substandard and special mention) decreased
slightly from $55.7 million at
March 31, 2014 to $54.8 million at June
30, 2014. The change was due to resolutions, including
sales, payoffs and transfers to other real estate owned, as well as
credit upgrades of assets which have shown continued
improvement.
Operating Results
Net income of $2.0 million for the
three months ended June 30, 2014 was
impacted by:
- The net interest margin was 4.85% for the quarter ended
June 30, 2014. The margin was
positively impacted by increased cash flows of assets covered under
loss share agreements due to resolutions, including sales, payoffs
and transfers to other real estate owned of $2.7 million or 71 basis points. Exclusive of
this, 1st United's margin would have been approximately 4.14% for
the quarter.
- The provision for loan losses was $550,000 for the quarter ended June 30, 2014.
- Net gains on sales of other real estate of $437,000 were realized for the quarter ended
June 30, 2014, with gains associated
with the sale of assets covered under loss share agreements
$427,000 during the
quarter.
- A charge of approximately $2.3
million was recorded during the quarter related to the
increased cash flows on the resolution, including sales, payoffs,
transfers to other real estate owned and sale of other real estate
owned, of assets covered under FDIC loss sharing agreements, which
reduced the FDIC loss share receivable. This resulted in
approximately $2.7 million of income
during the quarter on resolved loans and $427,000 in gains on the sale of other real
estate owned.
- Inclusive within non-interest expense were write-downs of
$345,000 of other real estate owned
to their fair values due to updated appraisals.
- During the quarter, 1st United incurred merger
related expenses of $962,000 related
to the pending acquisition of 1st United by Valley
National Bancorp. Excluding these expenses, 1st
United would have reported earnings per share for the quarter ended
June 30, 2014 of approximately
$0.09 per share.
Net income of $4.7 million for the
six months ended June 30, 2014 was
impacted by:
- The net interest margin was 4.91% for the six months ended
June 30, 2014. The margin was
positively impacted by increased cash flows of assets covered under
loss share agreements due to resolutions, including sales, payoffs
and transfers to other real estate owned of $5.5 million or 73 basis points. Exclusive of
this, 1st United's margin would have been approximately 4.18% for
the six months ended June 30,
2014.
- The provision for loan losses was $883,000 for the six months ended June 30, 2014.
- Net gains on sales of other real estate of $651,000 were realized for the six months ended
June 30, 2014, with gross gains
associated with the sale of assets covered under loss share
agreements $739,000 during the
year.
- A charge of approximately $5.0
million was recorded during the six months related to the
increased cash flows on the resolution, including sales, payoffs,
transfers to other real estate owned and sale of other real estate
owned, of assets covered under FDIC loss sharing agreements, which
reduced the FDIC loss share receivable. This resulted in
approximately $5.5 million of income
during the six months on resolved loans and $739,000 in gains on the sale of other real
estate owned.
- Inclusive within non-interest expense for the six months ended
June 30, 2014 were write-downs of
$590,000 of other real estate owned
to their fair values due to updated appraisals.
- During the second quarter, 1st United incurred
merger related expenses of $962,000
related to the pending acquisition of 1st United by
Valley.
Merger Update
On May 8, 2014, 1st United entered
into a Merger Agreement with Valley. Valley is headquartered
in Wayne, New Jersey. Upon
completion of the merger, the combined company will operate under
the Valley name and brand. Integration planning commenced shortly
after the announcement, and completion of the merger is expected to
occur during the fourth quarter of 2014, subject to approval of the
merger by 1st United's shareholders and approval of an amendment to
Valley's Restated Certificate of Incorporation to increase the
number of shares of authorized Valley common stock by Valley's
shareholders, regulatory approvals and other customary closing
conditions.
About 1st United Bancorp, Inc.
1st United is a financial holding company
headquartered in Boca Raton,
Florida. 1st United's principal subsidiary,
1st United Bank, is a Florida chartered commercial bank, which
operates 21 branches in South and Central
Florida, including Brevard,
Broward, Hillsborough, Indian
River, Miami-Dade,
Orange, Palm Beach, and Pinellas Counties.
1st United's principal executive office and mailing
address is One North Federal Highway, Boca Raton, FL 33432 and its telephone number
is (561) 362-3431. 1st United's stock is listed on
the NASDAQ Global Select Market under the symbol "FUBC".
Additional Information and Where to Find It
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. In connection with the proposed Merger,
Valley has filed a Registration Statement on Form S-4 that includes
a joint proxy statement of 1st United and Valley and prospectus of
Valley (the "Joint Proxy Statement/Prospectus") with the U.S.
Securities and Exchange Commission (the "Commission"), as well as
other documents regarding the Merger. INVESTORS AND SECURITY
HOLDERS ARE ADVISED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS
AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE COMMISSION, AS WELL
AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY
CONTAIN IMPORTANT INFORMATION. Investors and security holders may
obtain a free copy of the registration statement, including the
Joint Proxy Statement/Prospectus, and other documents containing
information about 1st United and Valley with the Commission at the
Commission's web site at www.sec.gov. These documents may also be
accessed and downloaded for free at 1st United's web site at
http://www.1stunitedbankfl.com or by directing a request to
John Marino, President, 1st United
Bancorp, Inc., at One North Federal Highway, Boca Raton, Florida 33432, telephone (561)
616-3046 or at Valley's web site at
http://www.valleynationalbank.com/filings.html or by directing a
request to Dianne M. Grenz,
Executive Vice President, Valley National Bancorp, at 1455 Valley
Road, Wayne, New Jersey 07470,
telephone (973) 305-3380.
Participants in the Solicitation
This communication is not a solicitation of a proxy from any
security holder of 1st United or Valley. However, 1st United,
Valley, their respective directors and executive officers and other
persons may be deemed to be participants in the solicitation of
proxies from 1st United's shareholders in respect of the Merger and
the solicitation of proxies from Valley's shareholders in respect
of the amendment to its certificate of incorporation to increase
the authorized common shares by 100 million. Information regarding
the directors and executive officers of 1st United may be found in
its definitive proxy statement relating to its 2014 Annual Meeting
of Shareholders, which was filed with the Commission on
April 17, 2014, as well as the Joint
Proxy Statement/Prospectus and can be obtained free of charge from
1st United's website. Information regarding the directors and
executive officers of Valley may be found in its definitive proxy
statement relating to its 2014 Annual Meeting of Shareholders,
which was filed with the Commission on March
10, 2014 and can be obtained free of charge from Valley's
website. Other information regarding the participants in the proxy
solicitation and a description of their direct and indirect
interests, by security holdings or otherwise, is contained in the
Joint Proxy Statement/Prospectus and other relevant materials filed
with the Commission. Free copies of these documents may be
obtained as described in the preceding paragraph.
Forward Looking Statements
The foregoing contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995,
including but not limited to those regarding the proposed Merger.
Such statements are not historical facts and include expressions
about management's confidence and strategies and management's
expectations about new and existing programs and products,
relationships, opportunities, taxation, technology and market
conditions. These statements may be identified by such
forward-looking terminology as "expect," "believe," "view,"
"opportunity," "allow," "continues," "reflects," "typically,"
"usually," "anticipate," or similar statements or variations of
such terms. Such forward-looking statements involve certain risks
and uncertainties. Actual results may differ materially from such
forward-looking statements. Factors that may cause actual results
to differ from those contemplated by such forward-looking
statements include, but are not limited to, the following: failure
to obtain shareholder or regulatory approval for the merger of 1st
United with Valley or to satisfy other conditions to the Merger on
the proposed terms and within the proposed timeframe; delays in
closing the Merger; reaction to the Merger of 1st United's
customers and employees; the diversion of management's time on
issues relating to the Merger; the inability to realize expected
cost savings and synergies from the merger of 1st United with
Valley in the amounts or in the timeframe anticipated; changes in
the estimate of non-recurring charges; costs or difficulties
relating to integration matters might be greater than expected;
changes in the stock price of Valley prior to closing; material
adverse changes in Valley's or 1st United's operations or earnings;
the inability to retain 1st United's customers and employees; or a
decline in the economy, mainly in New
Jersey, New York and
Florida, as well as the risk
factors set forth in 1st United's Annual Report on Form 10-K for
the year ended December 31, 2013 and
Valley's Annual Report on Form 10-K for the year ended December 31, 2013. 1st United assumes no
obligation for updating any such forward-looking statement at any
time.
|
|
For the three month
period ended
June 30,
|
|
|
|
2014
|
|
2013
|
|
INCOME STATEMENT
DATA
(unaudited)
|
|
(Amounts in
thousands, except per
share data)
|
|
|
|
|
|
Interest
income
|
|
$
|
19,121
|
|
$
|
20,546
|
|
Interest
expense
|
|
|
836
|
|
|
898
|
|
Net interest
income
|
|
|
18,285
|
|
|
19,648
|
|
Provision for loan
losses
|
|
|
550
|
|
|
1,300
|
|
Net interest income
after provision for loan losses
|
|
|
17,735
|
|
|
18,348
|
|
|
|
|
|
|
|
|
|
Net gains on sales of
OREO
|
|
|
437
|
|
|
393
|
|
Net gains on sales of
securities
|
|
|
—
|
|
|
609
|
|
Adjustment to FDIC
loss share receivable
|
|
|
(2,324)
|
|
|
(4,922)
|
|
Other non-interest
income
|
|
|
1,156
|
|
|
1,201
|
|
Total non-interest
income
|
|
|
(731)
|
|
|
(2,719)
|
|
|
|
|
|
|
|
|
|
Salaries and employee
benefits
|
|
|
6,120
|
|
|
6,028
|
|
Occupancy and
equipment
|
|
|
2,062
|
|
|
1,969
|
|
Merger reorganization
expense
|
|
|
962
|
|
|
128
|
|
Disposal of banking
center
|
|
|
37
|
|
|
404
|
|
Other non-interest
expense
|
|
|
4,033
|
|
|
4,299
|
|
Total non-interest
expense
|
|
|
13,214
|
|
|
12,828
|
|
|
|
|
|
|
|
|
|
Income before
taxes
|
|
|
3,790
|
|
|
2,801
|
|
Income tax
expense
|
|
|
1,790
|
|
|
1,034
|
|
Net
income
|
|
$
|
2,000
|
|
$
|
1,767
|
|
|
|
|
|
|
|
|
|
PER SHARE
DATA
|
|
|
|
|
|
|
|
Basic and diluted
earnings per share
|
|
$
|
0.06
|
|
$
|
0.05
|
|
|
|
|
|
|
|
|
|
SELECTED OPERATING
RATIOS
|
|
|
|
|
|
|
|
Return on average
assets
|
|
|
0.47
|
%
|
|
0.45
|
%
|
Return on average
shareholders' equity
|
|
|
3.36
|
%
|
|
2.97
|
%
|
Net interest
margin
|
|
|
4.85
|
%
|
|
5.79
|
%
|
|
|
|
|
|
|
|
|
Average
assets
|
|
$
|
1,720,667
|
|
$
|
1,572,022
|
|
Average shareholders'
equity
|
|
$
|
238,827
|
|
$
|
239,018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the six month
period ended
June 30,
|
|
|
|
2014
|
|
2013
|
|
INCOME STATEMENT
DATA
(unaudited)
|
|
(Amounts in
thousands, except per
share data)
|
|
|
|
|
|
Interest
income
|
|
$
|
38,659
|
|
$
|
38,266
|
|
Interest
expense
|
|
|
1,693
|
|
|
1,889
|
|
Net interest
income
|
|
|
36,966
|
|
|
36,377
|
|
Provision for loan
losses
|
|
|
883
|
|
|
1,950
|
|
Net interest income
after provision for loan losses
|
|
|
38,083
|
|
|
34,427
|
|
|
|
|
|
|
|
|
|
Net gains on sales of
OREO
|
|
|
651
|
|
|
833
|
|
Net gains on sales of
securities
|
|
|
—
|
|
|
732
|
|
Adjustment to FDIC
loss share receivable
|
|
|
(4,972)
|
|
|
(7,741)
|
|
Other non-interest
income
|
|
|
2,344
|
|
|
2,470
|
|
Total non-interest
income
|
|
|
(1,977)
|
|
|
(3,706)
|
|
|
|
|
|
|
|
|
|
Salaries and employee
benefits
|
|
|
12,677
|
|
|
12,227
|
|
Occupancy and
equipment
|
|
|
4,083
|
|
|
3,938
|
|
Merger reorganization
expense
|
|
|
962
|
|
|
128
|
|
Disposal of banking
center
|
|
|
37
|
|
|
404
|
|
Other non-interest
expense
|
|
|
8,356
|
|
|
8,607
|
|
Total non-interest
expense
|
|
|
26,115
|
|
|
25,304
|
|
|
|
|
|
|
|
|
|
Income before
taxes
|
|
|
7,991
|
|
|
5,417
|
|
Income tax
expense
|
|
|
3,305
|
|
|
2,029
|
|
Net
income
|
|
$
|
4,686
|
|
$
|
3,388
|
|
|
|
|
|
|
|
|
|
PER SHARE
DATA
|
|
|
|
|
|
|
|
Basic and diluted
earnings per share
|
|
$
|
0.14
|
|
$
|
0.10
|
|
|
|
|
|
|
|
|
|
SELECTED OPERATING
RATIOS
|
|
|
|
|
|
|
|
Return on average
assets
|
|
|
0.55
|
%
|
|
0.44
|
%
|
Return on average
shareholders' equity
|
|
|
3.99
|
%
|
|
2.87
|
%
|
Net interest
margin
|
|
|
4.91
|
%
|
|
5.45
|
%
|
|
|
|
|
|
|
|
|
Average
assets
|
|
$
|
1,730,557
|
|
$
|
1,561,740
|
|
Average shareholders'
equity
|
|
$
|
236,919
|
|
$
|
238,363
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SELECT FINANCIAL
DATA
(unaudited)
|
|
June 30,
2014
|
|
December 31,
2013
|
|
|
|
(Amounts in
thousands, except per
share data)
|
|
|
|
|
|
|
|
|
|
BALANCE SHEET
DATA
|
|
|
|
|
|
|
|
Total
assets
|
|
$
|
1,698,887
|
|
$
|
1,845,113
|
|
Gross loans
|
|
|
1,142,131
|
|
|
1,133,980
|
|
Allowance for loan
losses
|
|
|
10,023
|
|
|
9,648
|
|
Net loans
|
|
|
1,132,414
|
|
|
1,124,571
|
|
Cash and cash
equivalents
|
|
|
68,436
|
|
|
198,221
|
|
Securities available
for sale
|
|
|
320,471
|
|
|
327,961
|
|
Other real estate
owned
|
|
|
13,300
|
|
|
18,580
|
|
Goodwill and other
intangible assets
|
|
|
67,417
|
|
|
67,798
|
|
FDIC loss share
receivable
|
|
|
23,148
|
|
|
29,331
|
|
Deposits
|
|
|
1,392,818
|
|
|
1,547,913
|
|
Non-interest bearing
deposits
|
|
|
529,047
|
|
|
526,311
|
|
Shareholders'
equity
|
|
|
240,738
|
|
|
230,108
|
|
|
|
|
|
|
|
|
|
SELECTED ASSET
QUALITY DATA, CAPITAL AND
ASSET QUALITY RATIOS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity/assets
|
|
|
14.17
|
%
|
|
12.47
|
%
|
Non-accrual and loans
past due greater than 90 days
loans/total loans
|
|
|
1.27
|
%
|
|
1.40
|
%
|
Allowance for loan
losses/total loans
|
|
|
0.88
|
%
|
|
0.85
|
%
|
Allowance for loan
losses/non-accrual loans
|
|
|
69.28
|
%
|
|
60.92
|
%
|
Leverage
ratio
|
|
|
10.45
|
%
|
|
9.66
|
%
|
Tier 1 risk based
capital
|
|
|
15.04
|
%
|
|
14.61
|
%
|
Total risk based
capital
|
|
|
15.92
|
%
|
|
15.47
|
%
|
Book value per
share
|
|
$
|
6.98
|
|
$
|
6.71
|
|
Number of shares of
outstanding common stock
|
|
|
34,496,189
|
|
|
34,288,841
|
|
SOURCE 1st United Bancorp, Inc.