|
|
|
|
|
Florida
(State or other jurisdiction of
incorporation or organization)
|
65-0032379
(I.R.S. Employer
Identification No.)
|
220 Alhambra Circle
Coral Gables, Florida
|
33134
|
(Address of principal executive offices)
|
(Zip Code)
|
(305) 460-4038
|
|
Registrant’s telephone number, including area code
|
|
|
|
Former name, former address and former fiscal year, if changed since last report: N/A
|
|
Title of each class
|
Trading Symbols
|
Name of exchange on which registered
|
Class A Common Stock
|
AMTB
|
NASDAQ
|
Class B Common Stock
|
AMTBB
|
NASDAQ
|
Large accelerated filer ¨
|
|
Accelerated filer ý
|
|
Smaller reporting company ¨
|
|
Emerging growth company ý
|
Non-accelerated filer ¨
|
Class
|
|
Outstanding as of May 6, 2020
|
Class A Common Stock, $0.10 par value per share
|
|
28,879,576 shares of Class A Common Stock
|
Class B Common Stock, $0.10 par value per share
|
|
13,286,137 shares of Class B Common Stock
|
|
|
Page
|
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(in thousands, except share data)
|
(Unaudited) March 31, 2020
|
|
December 31, 2019
|
||||
Assets
|
|
|
|
||||
Cash and due from banks
|
$
|
22,303
|
|
|
$
|
28,035
|
|
Interest earning deposits with banks
|
248,750
|
|
|
93,289
|
|
||
Cash and cash equivalents
|
271,053
|
|
|
121,324
|
|
||
Securities
|
|
|
|
||||
Debt securities available for sale
|
1,601,303
|
|
|
1,568,752
|
|
||
Debt securities held to maturity
|
70,336
|
|
|
73,876
|
|
||
Equity securities with readily determinable fair value not held for trading
|
24,225
|
|
|
23,848
|
|
||
Federal Reserve Bank and Federal Home Loan Bank stock
|
74,123
|
|
|
72,934
|
|
||
Securities
|
1,769,987
|
|
|
1,739,410
|
|
||
Loans held for investment, gross
|
5,668,327
|
|
|
5,744,339
|
|
||
Less: Allowance for loan losses
|
72,948
|
|
|
52,223
|
|
||
Loans held for investment, net
|
5,595,379
|
|
|
5,692,116
|
|
||
Bank owned life insurance
|
213,266
|
|
|
211,852
|
|
||
Premises and equipment, net
|
128,232
|
|
|
128,824
|
|
||
Deferred tax assets, net
|
4,933
|
|
|
5,480
|
|
||
Goodwill
|
19,506
|
|
|
19,506
|
|
||
Accrued interest receivable and other assets
|
96,454
|
|
|
66,887
|
|
||
Total assets
|
$
|
8,098,810
|
|
|
$
|
7,985,399
|
|
Liabilities and Stockholders' Equity
|
|
|
|
||||
Deposits
|
|
|
|
||||
Demand
|
|
|
|
||||
Noninterest bearing
|
$
|
779,842
|
|
|
$
|
763,224
|
|
Interest bearing
|
1,088,033
|
|
|
1,098,323
|
|
||
Savings and money market
|
1,432,891
|
|
|
1,475,257
|
|
||
Time
|
2,541,446
|
|
|
2,420,339
|
|
||
Total deposits
|
5,842,212
|
|
|
5,757,143
|
|
||
Advances from the Federal Home Loan Bank and other borrowings
|
1,265,000
|
|
|
1,235,000
|
|
||
Junior subordinated debentures held by trust subsidiaries
|
64,178
|
|
|
92,246
|
|
||
Accounts payable, accrued liabilities and other liabilities
|
86,303
|
|
|
66,309
|
|
||
Total liabilities
|
7,257,693
|
|
|
7,150,698
|
|
||
Commitments and contingencies (Note 14)
|
|
|
|
||||
|
|
|
|
||||
Stockholders’ equity
|
|
|
|
||||
Class A common stock, $0.10 par value, 400 million shares authorized; 28,879,576 shares issued and outstanding (2019 - 28,927,576 shares issued and outstanding)
|
2,888
|
|
|
2,893
|
|
||
Class B common stock, $0.10 par value, 100 million shares authorized; 13,286,137 shares issued and outstanding (2019: 17,751,053 shares issued; 14,218,596 shares outstanding)
|
1,329
|
|
|
1,775
|
|
||
Additional paid in capital
|
358,277
|
|
|
419,048
|
|
||
Treasury stock, at cost; 3,532,457 shares of Class B common stock in 2019.
|
—
|
|
|
(46,373
|
)
|
||
Retained earnings
|
447,506
|
|
|
444,124
|
|
||
Accumulated other comprehensive income
|
31,117
|
|
|
13,234
|
|
||
Total stockholders' equity
|
841,117
|
|
|
834,701
|
|
||
Total liabilities and stockholders' equity
|
$
|
8,098,810
|
|
|
$
|
7,985,399
|
|
|
Three Months Ended March 31,
|
||||||
(in thousands)
|
2020
|
|
2019
|
||||
Interest income
|
|
|
|
||||
Loans
|
$
|
59,788
|
|
|
$
|
66,722
|
|
Investment securities
|
11,065
|
|
|
12,581
|
|
||
Interest earning deposits with banks
|
462
|
|
|
1,004
|
|
||
Total interest income
|
71,315
|
|
|
80,307
|
|
||
|
|
|
|
||||
Interest expense
|
|
|
|
||||
Interest bearing demand deposits
|
135
|
|
|
274
|
|
||
Savings and money market deposits
|
3,266
|
|
|
3,733
|
|
||
Time deposits
|
13,484
|
|
|
12,553
|
|
||
Advances from the Federal Home Loan Bank
|
4,412
|
|
|
6,205
|
|
||
Junior subordinated debentures
|
789
|
|
|
2,105
|
|
||
Total interest expense
|
22,086
|
|
|
24,870
|
|
||
Net interest income
|
49,229
|
|
|
55,437
|
|
||
Provision for loan losses
|
22,000
|
|
|
—
|
|
||
Net interest income after provision for loan losses
|
27,229
|
|
|
55,437
|
|
||
|
|
|
|
||||
Noninterest income
|
|
|
|
||||
Deposits and service fees
|
4,290
|
|
|
4,086
|
|
||
Brokerage, advisory and fiduciary activities
|
4,133
|
|
|
3,688
|
|
||
Change in cash surrender value of bank owned life insurance
|
1,414
|
|
|
1,404
|
|
||
Securities gains, net
|
9,620
|
|
|
4
|
|
||
Cards and trade finance servicing fees
|
395
|
|
|
915
|
|
||
(Loss) gain on early extinguishment of advances from the Federal Home Loan Bank, net
|
(7
|
)
|
|
557
|
|
||
Data processing and fees for other services
|
—
|
|
|
520
|
|
||
Other noninterest income
|
2,065
|
|
|
1,982
|
|
||
Total noninterest income
|
21,910
|
|
|
13,156
|
|
||
|
|
|
|
||||
Noninterest expense
|
|
|
|
||||
Salaries and employee benefits
|
29,326
|
|
|
33,437
|
|
||
Occupancy and equipment
|
3,803
|
|
|
4,042
|
|
||
Telecommunication and data processing
|
3,464
|
|
|
3,026
|
|
||
Professional and other services fees
|
2,954
|
|
|
3,444
|
|
||
Depreciation and amortization
|
1,959
|
|
|
1,942
|
|
||
FDIC assessments and insurance
|
1,118
|
|
|
1,393
|
|
||
Other operating expenses
|
2,243
|
|
|
4,661
|
|
||
Total noninterest expenses
|
44,867
|
|
|
51,945
|
|
||
Income before income tax
|
4,272
|
|
|
16,648
|
|
||
Income tax expense
|
(890
|
)
|
|
(3,577
|
)
|
||
Net income
|
$
|
3,382
|
|
|
$
|
13,071
|
|
|
|
|
|
||||
|
|
|
|
||||
|
|
|
|
|
Three Months Ended March 31,
|
||||||
(in thousands, except per share data)
|
2020
|
|
2019
|
||||
|
|
|
|
||||
Other comprehensive income, net of tax
|
|
|
|
||||
Net unrealized holding gains on debt securities available for sale arising during the period
|
$
|
26,702
|
|
|
$
|
16,278
|
|
Net unrealized holding losses on cash flow hedges arising during the period
|
(1,514
|
)
|
|
(11
|
)
|
||
Reclassification adjustment for items included in net income
|
(7,305
|
)
|
|
(252
|
)
|
||
Other comprehensive income
|
17,883
|
|
|
16,015
|
|
||
Comprehensive income
|
$
|
21,265
|
|
|
$
|
29,086
|
|
|
|
|
|
||||
Earnings Per Share (Note 16):
|
|
|
|
||||
Basic earnings per common share
|
$
|
0.08
|
|
|
$
|
0.31
|
|
Diluted earnings per common share
|
$
|
0.08
|
|
|
$
|
0.30
|
|
|
Common Stock
|
|
Additional
Paid in Capital |
|
Treasury Stock
|
|
Retained
Earnings |
|
Accumulated Other Comprehensive Income (Loss)
|
|
Total
Stockholders' Equity |
||||||||||||||||||||||
(in thousands, except share data)
|
Shares Outstanding
|
|
Issued Shares - Par Value
|
|
|
|
|
|
|||||||||||||||||||||||||
Class A
|
|
Class B
|
|
Class A
|
|
Class B
|
|
|
|
|
|
||||||||||||||||||||||
Balance at
December 31, 2018 |
26,851,832
|
|
|
16,330,917
|
|
|
$
|
2,686
|
|
|
$
|
1,775
|
|
|
$
|
385,367
|
|
|
$
|
(17,908
|
)
|
|
$
|
393,662
|
|
|
$
|
(18,164
|
)
|
|
$
|
747,418
|
|
Common stock issued
|
2,132,865
|
|
|
—
|
|
|
213
|
|
|
—
|
|
|
29,005
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
29,218
|
|
|||||||
Repurchase of Class B common stock
|
—
|
|
|
(2,112,321
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(28,465
|
)
|
|
—
|
|
|
—
|
|
|
(28,465
|
)
|
|||||||
Restricted stock issued
|
1,299
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Stock-based compensation expense
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,492
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,492
|
|
|||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,071
|
|
|
—
|
|
|
13,071
|
|
|||||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16,015
|
|
|
16,015
|
|
|||||||
Balance at
March 31, 2019 |
28,985,996
|
|
|
14,218,596
|
|
|
$
|
2,899
|
|
|
$
|
1,775
|
|
|
$
|
415,864
|
|
|
$
|
(46,373
|
)
|
|
$
|
406,733
|
|
|
$
|
(2,149
|
)
|
|
$
|
778,749
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Balance at
December 31, 2019 |
28,927,576
|
|
|
14,218,596
|
|
|
$
|
2,893
|
|
|
$
|
1,775
|
|
|
$
|
419,048
|
|
|
$
|
(46,373
|
)
|
|
$
|
444,124
|
|
|
$
|
13,234
|
|
|
$
|
834,701
|
|
Repurchase of Class B common stock
|
—
|
|
|
(932,459
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(15,239
|
)
|
|
—
|
|
|
—
|
|
|
(15,239
|
)
|
|||||||
Treasury stock retired
|
—
|
|
|
—
|
|
|
—
|
|
|
(446
|
)
|
|
(61,166
|
)
|
|
61,612
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Restricted stock issued
|
6,591
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Restricted stock surrendered
|
(129
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|||||||
Restricted stock forfeited
|
(54,462
|
)
|
|
—
|
|
|
(6
|
)
|
|
—
|
|
|
6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Stock-based compensation expense
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
392
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
392
|
|
|||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,382
|
|
|
—
|
|
|
3,382
|
|
|||||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
17,883
|
|
|
17,883
|
|
|||||||
Balance at
March 31, 2020 |
28,879,576
|
|
|
13,286,137
|
|
|
$
|
2,888
|
|
|
$
|
1,329
|
|
|
$
|
358,277
|
|
|
$
|
—
|
|
|
$
|
447,506
|
|
|
$
|
31,117
|
|
|
$
|
841,117
|
|
|
Three Months Ended March 31,
|
||||||
(in thousands)
|
2020
|
|
2019
|
||||
Cash flows from operating activities
|
|
|
|
||||
Net income
|
$
|
3,382
|
|
|
$
|
13,071
|
|
Adjustments to reconcile net income to net cash provided by operating activities
|
|
|
|
||||
Provision for loan losses
|
22,000
|
|
|
—
|
|
||
Net premium amortization on securities
|
3,775
|
|
|
3,453
|
|
||
Depreciation and amortization
|
1,959
|
|
|
1,942
|
|
||
Stock-based compensation expense
|
392
|
|
|
1,492
|
|
||
Change in cash surrender value of bank owned life insurance
|
(1,414
|
)
|
|
(1,404
|
)
|
||
Deferred taxes, securities net gains or losses and others
|
(14,875
|
)
|
|
1,238
|
|
||
Loss (gain) on early extinguishment of advances from the FHLB
|
7
|
|
|
(557
|
)
|
||
Net changes in operating assets and liabilities:
|
|
|
|
||||
Accrued interest receivable and other assets
|
(1,539
|
)
|
|
8,777
|
|
||
Accounts payable, accrued liabilities and other liabilities
|
(10,509
|
)
|
|
(15,431
|
)
|
||
Net cash provided by operating activities
|
3,178
|
|
|
12,581
|
|
||
|
|
|
|
||||
Cash flows from investing activities
|
|
|
|
||||
Purchases of investment securities:
|
|
|
|
||||
Available for sale
|
(197,522
|
)
|
|
(110,170
|
)
|
||
Federal Home Loan Bank stock
|
(8,538
|
)
|
|
(4,888
|
)
|
||
|
(206,060
|
)
|
|
(115,058
|
)
|
||
Maturities, sales and calls of investment securities:
|
|
|
|
||||
Available for sale
|
196,698
|
|
|
162,796
|
|
||
Held to maturity
|
3,382
|
|
|
1,205
|
|
||
Federal Home Loan Bank stock
|
7,349
|
|
|
9,248
|
|
||
|
207,429
|
|
|
173,249
|
|
||
Net decrease in loans
|
61,641
|
|
|
22,173
|
|
||
Proceeds from loan portfolio sales
|
13,109
|
|
|
152,177
|
|
||
Net purchases of premises and equipment and others
|
(1,321
|
)
|
|
(1,951
|
)
|
||
Net cash provided by investing activities
|
74,798
|
|
|
230,590
|
|
||
|
|
|
|
||||
Cash flows from financing activities
|
|
|
|
||||
Net decrease in demand, savings and money market accounts
|
(36,038
|
)
|
|
(116,499
|
)
|
||
Net increase (decrease) in time deposits
|
121,107
|
|
|
(27,999
|
)
|
||
Proceeds from Advances from the Federal Home Loan Bank and other borrowings
|
280,000
|
|
|
170,000
|
|
||
Repayments of Advances from the Federal Home Loan Bank and other borrowings
|
(250,007
|
)
|
|
(265,447
|
)
|
||
Redemption of junior subordinated debentures
|
(28,068
|
)
|
|
—
|
|
||
Proceeds from common stock issued - Class A
|
—
|
|
|
29,218
|
|
||
Repurchase of common stock - Class B
|
(15,239
|
)
|
|
(28,465
|
)
|
||
Common stock retired to cover tax withholding
|
(2
|
)
|
|
—
|
|
||
Net cash provided by (used in) financing activities
|
71,753
|
|
|
(239,192
|
)
|
||
Net increase in cash and cash equivalents
|
149,729
|
|
|
3,979
|
|
||
|
|
|
|
||||
Cash and cash equivalents
|
|
|
|
||||
Beginning of period
|
121,324
|
|
|
85,710
|
|
||
End of period
|
$
|
271,053
|
|
|
$
|
89,689
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
||||
|
Three Months Ended March 31,
|
||||||
(in thousands)
|
2020
|
|
2019
|
||||
Supplemental disclosures of cash flow information
|
|
|
|
||||
Cash paid:
|
|
|
|
||||
Interest
|
$
|
21,890
|
|
|
$
|
24,086
|
|
Income taxes
|
295
|
|
|
385
|
|
1.
|
Business, Basis of Presentation and Summary of Significant Accounting Policies
|
3.
|
Securities
|
|
March 31, 2020
|
||||||||||||||
|
Amortized
Cost |
|
Gross Unrealized
|
|
Estimated
Fair Value |
||||||||||
(in thousands)
|
|
Gains
|
|
Losses
|
|
||||||||||
U.S. government-sponsored enterprise debt securities
|
$
|
844,712
|
|
|
$
|
31,188
|
|
|
$
|
(719
|
)
|
|
$
|
875,181
|
|
Corporate debt securities
|
333,359
|
|
|
2,990
|
|
|
(6,155
|
)
|
|
330,194
|
|
||||
U.S. government agency debt securities
|
251,731
|
|
|
3,828
|
|
|
(2,377
|
)
|
|
253,182
|
|
||||
U.S. treasury securities
|
73,636
|
|
|
3,689
|
|
|
—
|
|
|
77,325
|
|
||||
Municipal bonds
|
62,203
|
|
|
3,218
|
|
|
—
|
|
|
65,421
|
|
||||
|
$
|
1,565,641
|
|
|
$
|
44,913
|
|
|
$
|
(9,251
|
)
|
|
$
|
1,601,303
|
|
|
December 31, 2019
|
||||||||||||||
|
Amortized
Cost |
|
Gross Unrealized
|
|
Estimated
Fair Value |
||||||||||
(in thousands)
|
|
Gains
|
|
Losses
|
|
||||||||||
U.S. government sponsored enterprise debt securities
|
$
|
927,205
|
|
|
$
|
9,702
|
|
|
$
|
(3,795
|
)
|
|
$
|
933,112
|
|
Corporate debt securities
|
247,836
|
|
|
5,002
|
|
|
(2
|
)
|
|
252,836
|
|
||||
U.S. government agency debt securities
|
230,384
|
|
|
895
|
|
|
(2,882
|
)
|
|
228,397
|
|
||||
U.S. treasury securities
|
106,112
|
|
|
1
|
|
|
(1,877
|
)
|
|
104,236
|
|
||||
Municipal bonds
|
47,652
|
|
|
2,519
|
|
|
—
|
|
|
50,171
|
|
||||
|
$
|
1,559,189
|
|
|
$
|
18,119
|
|
|
$
|
(8,556
|
)
|
|
$
|
1,568,752
|
|
|
Three Months Ended March 31,
|
||||||
(in thousands)
|
2020
|
|
2019
|
||||
Proceeds from sales of debt securities available for sale
|
$
|
139,072
|
|
|
$
|
112,529
|
|
Gross realized gains
|
9,266
|
|
|
448
|
|
||
Gross realized losses
|
(23
|
)
|
|
(444
|
)
|
||
Realized gains, net
|
$
|
9,243
|
|
|
$
|
4
|
|
|
March 31, 2020
|
||||||||||||||||||||||
|
Less Than 12 Months
|
|
12 Months or More
|
|
Total
|
||||||||||||||||||
(in thousands)
|
Estimated
Fair Value |
|
Unrealized
Loss |
|
Estimated
Fair Value |
|
Unrealized
Loss |
|
Estimated
Fair Value |
|
Unrealized
Loss |
||||||||||||
U.S. government-sponsored enterprise debt securities
|
$
|
24,695
|
|
|
$
|
(132
|
)
|
|
$
|
24,553
|
|
|
$
|
(587
|
)
|
|
$
|
49,248
|
|
|
$
|
(719
|
)
|
Corporate debt securities
|
127,093
|
|
|
(6,155
|
)
|
|
—
|
|
|
—
|
|
|
127,093
|
|
|
(6,155
|
)
|
||||||
U.S. government agency debt securities
|
18,602
|
|
|
(117
|
)
|
|
98,645
|
|
|
(2,260
|
)
|
|
117,247
|
|
|
(2,377
|
)
|
||||||
|
$
|
170,390
|
|
|
$
|
(6,404
|
)
|
|
$
|
123,198
|
|
|
$
|
(2,847
|
)
|
|
$
|
293,588
|
|
|
$
|
(9,251
|
)
|
|
December 31, 2019
|
||||||||||||||||||||||
|
Less Than 12 Months
|
|
12 Months or More
|
|
Total
|
||||||||||||||||||
(in thousands)
|
Estimated
Fair Value |
|
Unrealized
Loss |
|
Estimated
Fair Value |
|
Unrealized
Loss |
|
Estimated
Fair Value |
|
Unrealized
Loss |
||||||||||||
U.S. government sponsored enterprise debt securities
|
$
|
239,446
|
|
|
$
|
(1,740
|
)
|
|
$
|
180,274
|
|
|
$
|
(2,055
|
)
|
|
$
|
419,720
|
|
|
$
|
(3,795
|
)
|
Corporate debt securities
|
8,359
|
|
|
(1
|
)
|
|
300
|
|
|
(1
|
)
|
|
8,659
|
|
|
(2
|
)
|
||||||
U.S. government agency debt securities
|
41,300
|
|
|
(251
|
)
|
|
117,040
|
|
|
(2,631
|
)
|
|
158,340
|
|
|
(2,882
|
)
|
||||||
U.S. treasury securities
|
97,471
|
|
|
(1,877
|
)
|
|
—
|
|
|
—
|
|
|
97,471
|
|
|
(1,877
|
)
|
||||||
|
$
|
386,576
|
|
|
$
|
(3,869
|
)
|
|
$
|
297,614
|
|
|
$
|
(4,687
|
)
|
|
$
|
684,190
|
|
|
$
|
(8,556
|
)
|
|
Available for Sale
|
|
Held to Maturity
|
||||||||||||
(in thousands)
|
Amortized
Cost |
|
Estimated
Fair Value |
|
Amortized
Cost |
|
Estimated
Fair Value |
||||||||
Within 1 year
|
$
|
103,743
|
|
|
$
|
103,995
|
|
|
$
|
—
|
|
|
$
|
—
|
|
After 1 year through 5 years
|
167,055
|
|
|
166,952
|
|
|
—
|
|
|
—
|
|
||||
After 5 years through 10 years
|
280,460
|
|
|
285,762
|
|
|
11,567
|
|
|
11,793
|
|
||||
After 10 years
|
1,014,383
|
|
|
1,044,594
|
|
|
58,769
|
|
|
59,561
|
|
||||
|
$
|
1,565,641
|
|
|
$
|
1,601,303
|
|
|
$
|
70,336
|
|
|
$
|
71,354
|
|
4.
|
Loans
|
(in thousands)
|
March 31,
2020 |
|
December 31,
2019 |
||||
Real estate loans
|
|
|
|
||||
Commercial real estate
|
|
|
|
||||
Non-owner occupied
|
$
|
1,875,293
|
|
|
$
|
1,891,802
|
|
Multi-family residential
|
834,016
|
|
|
801,626
|
|
||
Land development and construction loans
|
225,179
|
|
|
278,688
|
|
||
|
2,934,488
|
|
|
2,972,116
|
|
||
Single-family residential
|
569,340
|
|
|
539,102
|
|
||
Owner occupied
|
923,260
|
|
|
894,060
|
|
||
|
4,427,088
|
|
|
4,405,278
|
|
||
Commercial loans
|
1,084,751
|
|
|
1,234,043
|
|
||
Loans to financial institutions and acceptances
|
16,576
|
|
|
16,552
|
|
||
Consumer loans and overdrafts
|
139,912
|
|
|
88,466
|
|
||
|
$
|
5,668,327
|
|
|
$
|
5,744,339
|
|
|
March 31, 2020
|
|
December 31, 2019
|
||||||||||||||||||||
(in thousands)
|
Venezuela
|
|
Others (1)
|
|
Total
|
|
Venezuela
|
|
Others (1)
|
|
Total
|
||||||||||||
Real estate loans
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Single-family residential (2)
|
$
|
97,517
|
|
|
$
|
7,571
|
|
|
$
|
105,088
|
|
|
$
|
103,979
|
|
|
$
|
7,692
|
|
|
$
|
111,671
|
|
Commercial loans
|
—
|
|
|
57,348
|
|
|
57,348
|
|
|
—
|
|
|
43,850
|
|
|
43,850
|
|
||||||
Loans to financial institutions and acceptances
|
—
|
|
|
8
|
|
|
8
|
|
|
—
|
|
|
5
|
|
|
5
|
|
||||||
Consumer loans and overdrafts (3)(4)
|
427
|
|
|
7,688
|
|
|
8,115
|
|
|
8,318
|
|
|
7,593
|
|
|
15,911
|
|
||||||
|
$
|
97,944
|
|
|
$
|
72,615
|
|
|
$
|
170,559
|
|
|
$
|
112,297
|
|
|
$
|
59,140
|
|
|
$
|
171,437
|
|
(1)
|
Loans to borrowers in 12 other countries which do not individually exceed 1% of total assets (14 countries at December 31, 2019)
|
(2)
|
Corresponds to mortgage loans secured by single-family residential properties located in the U.S.
|
(3)
|
At December 31, 2019, Venezuela balances are mostly comprised of credit card extensions of credit to customers with deposits with the Bank. The Company phased out its legacy credit card products to further strengthen its credit quality. During the first quarter of 2020, the remaining balances related to the credit card product were repaid, therefore, there are no outstanding credit card balances as of March 31, 2020.
|
(4)
|
Overdrafts to customers outside the United States were de minimis at March 31, 2020 and December 31, 2019.
|
|
March 31, 2020
|
||||||||||||||||||||||||||||||
|
Total Loans,
Net of Unearned Income |
|
|
|
Past Due
|
|
Total Loans in
Nonaccrual Status |
|
Total Loans
90 Days or More Past Due and Accruing |
||||||||||||||||||||||
(in thousands)
|
|
Current
|
|
30-59
Days |
|
60-89
Days |
|
Greater than
90 Days |
|
Total Past
Due |
|
|
|||||||||||||||||||
Real estate loans
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Commercial real estate
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Non-owner occupied
|
$
|
1,875,293
|
|
|
$
|
1,875,293
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,936
|
|
|
$
|
—
|
|
Multi-family residential
|
834,016
|
|
|
834,016
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Land development and construction loans
|
225,179
|
|
|
225,179
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
|
2,934,488
|
|
|
2,934,488
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,936
|
|
|
—
|
|
||||||||
Single-family residential
|
569,340
|
|
|
557,717
|
|
|
8,438
|
|
|
—
|
|
|
3,185
|
|
|
11,623
|
|
|
7,077
|
|
|
5
|
|
||||||||
Owner occupied
|
923,260
|
|
|
910,269
|
|
|
9,004
|
|
|
1,208
|
|
|
2,779
|
|
|
12,991
|
|
|
13,897
|
|
|
—
|
|
||||||||
|
4,427,088
|
|
|
4,402,474
|
|
|
17,442
|
|
|
1,208
|
|
|
5,964
|
|
|
24,614
|
|
|
22,910
|
|
|
5
|
|
||||||||
Commercial loans
|
1,084,751
|
|
|
1,076,834
|
|
|
5,626
|
|
|
425
|
|
|
1,866
|
|
|
7,917
|
|
|
9,993
|
|
|
—
|
|
||||||||
Loans to financial institutions and acceptances
|
16,576
|
|
|
16,576
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Consumer loans and overdrafts
|
139,912
|
|
|
139,682
|
|
|
170
|
|
|
29
|
|
|
31
|
|
|
230
|
|
|
467
|
|
|
12
|
|
||||||||
|
$
|
5,668,327
|
|
|
$
|
5,635,566
|
|
|
$
|
23,238
|
|
|
$
|
1,662
|
|
|
$
|
7,861
|
|
|
$
|
32,761
|
|
|
$
|
33,370
|
|
|
$
|
17
|
|
|
December 31, 2019
|
||||||||||||||||||||||||||||||
|
Total Loans,
Net of Unearned Income |
|
|
|
Past Due
|
|
Total Loans in
Nonaccrual Status |
|
Total Loans
90 Days or More Past Due and Accruing |
||||||||||||||||||||||
(in thousands)
|
|
Current
|
|
30-59
Days |
|
60-89
Days |
|
Greater than
90 Days |
|
Total Past
Due |
|
|
|||||||||||||||||||
Real estate loans
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Commercial real estate
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Non-owner occupied
|
$
|
1,891,802
|
|
|
$
|
1,891,801
|
|
|
$
|
1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1
|
|
|
$
|
1,936
|
|
|
$
|
—
|
|
Multi-family residential
|
801,626
|
|
|
801,626
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Land development and construction loans
|
278,688
|
|
|
278,688
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
|
2,972,116
|
|
|
2,972,115
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
1,936
|
|
|
—
|
|
||||||||
Single-family residential
|
539,102
|
|
|
530,399
|
|
|
4,585
|
|
|
1,248
|
|
|
2,870
|
|
|
8,703
|
|
|
7,291
|
|
|
—
|
|
||||||||
Owner occupied
|
894,060
|
|
|
888,158
|
|
|
1,360
|
|
|
1,724
|
|
|
2,818
|
|
|
5,902
|
|
|
14,130
|
|
|
—
|
|
||||||||
|
4,405,278
|
|
|
4,390,672
|
|
|
5,946
|
|
|
2,972
|
|
|
5,688
|
|
|
14,606
|
|
|
23,357
|
|
|
—
|
|
||||||||
Commercial loans
|
1,234,043
|
|
|
1,226,320
|
|
|
4,418
|
|
|
608
|
|
|
2,697
|
|
|
7,723
|
|
|
9,149
|
|
|
—
|
|
||||||||
Loans to financial institutions and acceptances
|
16,552
|
|
|
16,552
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Consumer loans and overdrafts
|
88,466
|
|
|
88,030
|
|
|
215
|
|
|
176
|
|
|
45
|
|
|
436
|
|
|
416
|
|
|
5
|
|
||||||||
|
$
|
5,744,339
|
|
|
$
|
5,721,574
|
|
|
$
|
10,579
|
|
|
$
|
3,756
|
|
|
$
|
8,430
|
|
|
$
|
22,765
|
|
|
$
|
32,922
|
|
|
$
|
5
|
|
5.
|
Allowance for Loan Losses
|
|
Three Months Ended March 31, 2020
|
||||||||||||||||||
(in thousands)
|
Real Estate
|
|
Commercial
|
|
Financial
Institutions |
|
Consumer
and Others |
|
Total
|
||||||||||
Balances at beginning of the period
|
$
|
25,040
|
|
|
$
|
22,482
|
|
|
$
|
42
|
|
|
$
|
4,659
|
|
|
$
|
52,223
|
|
Provision for loan losses
|
11,390
|
|
|
7,530
|
|
|
—
|
|
|
3,080
|
|
|
22,000
|
|
|||||
Loans charged-off
|
|
|
|
|
|
|
|
|
|
||||||||||
Domestic
|
—
|
|
|
(1,101
|
)
|
|
—
|
|
|
(222
|
)
|
|
(1,323
|
)
|
|||||
International
|
—
|
|
|
(34
|
)
|
|
—
|
|
|
(251
|
)
|
|
(285
|
)
|
|||||
Recoveries
|
—
|
|
|
185
|
|
|
—
|
|
|
148
|
|
|
333
|
|
|||||
Balances at end of the period
|
$
|
36,430
|
|
|
$
|
29,062
|
|
|
$
|
42
|
|
|
$
|
7,414
|
|
|
$
|
72,948
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Allowance for loan losses by impairment methodology:
|
|
|
|
|
|
|
|
|
|
||||||||||
Individually evaluated
|
$
|
1,157
|
|
|
$
|
4,038
|
|
|
$
|
—
|
|
|
$
|
1,525
|
|
|
$
|
6,720
|
|
Collectively evaluated
|
35,273
|
|
|
25,024
|
|
|
42
|
|
|
5,889
|
|
|
66,228
|
|
|||||
|
$
|
36,430
|
|
|
$
|
29,062
|
|
|
$
|
42
|
|
|
$
|
7,414
|
|
|
$
|
72,948
|
|
Investment in loans, net of unearned income:
|
|
|
|
|
|
|
|
|
|
||||||||||
Individually evaluated
|
$
|
1,936
|
|
|
$
|
24,232
|
|
|
$
|
—
|
|
|
$
|
7,521
|
|
|
$
|
33,689
|
|
Collectively evaluated
|
2,931,900
|
|
|
2,104,220
|
|
|
16,576
|
|
|
581,942
|
|
|
5,634,638
|
|
|||||
|
$
|
2,933,836
|
|
|
$
|
2,128,452
|
|
|
$
|
16,576
|
|
|
$
|
589,463
|
|
|
$
|
5,668,327
|
|
|
Three Months Ended March 31, 2019
|
||||||||||||||||||
(in thousands)
|
Real Estate
|
|
Commercial
|
|
Financial
Institutions |
|
Consumer
and Others |
|
Total
|
||||||||||
Balances at beginning of the period
|
$
|
22,778
|
|
|
$
|
30,018
|
|
|
$
|
445
|
|
|
$
|
8,521
|
|
|
$
|
61,762
|
|
(Reversal of) provision for loan losses
|
(322
|
)
|
|
(31
|
)
|
|
(339
|
)
|
|
692
|
|
|
—
|
|
|||||
Loans charged-off
|
|
|
|
|
|
|
|
|
|
||||||||||
Domestic
|
—
|
|
|
(992
|
)
|
|
—
|
|
|
(196
|
)
|
|
(1,188
|
)
|
|||||
International
|
—
|
|
|
(18
|
)
|
|
—
|
|
|
(406
|
)
|
|
(424
|
)
|
|||||
Recoveries
|
—
|
|
|
123
|
|
|
—
|
|
|
49
|
|
|
172
|
|
|||||
Balances at end of the period
|
$
|
22,456
|
|
|
$
|
29,100
|
|
|
$
|
106
|
|
|
$
|
8,660
|
|
|
$
|
60,322
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Allowance for loan losses by impairment methodology
|
|
|
|
|
|
|
|
|
|
||||||||||
Individually evaluated
|
$
|
—
|
|
|
$
|
1,593
|
|
|
$
|
—
|
|
|
$
|
1,202
|
|
|
$
|
2,795
|
|
Collectively evaluated
|
22,456
|
|
|
27,507
|
|
|
106
|
|
|
7,458
|
|
|
57,527
|
|
|||||
|
$
|
22,456
|
|
|
$
|
29,100
|
|
|
$
|
106
|
|
|
$
|
8,660
|
|
|
$
|
60,322
|
|
Investment in loans, net of unearned income
|
|
|
|
|
|
|
|
|
|
||||||||||
Individually evaluated
|
$
|
711
|
|
|
$
|
12,325
|
|
|
$
|
—
|
|
|
$
|
3,392
|
|
|
$
|
16,428
|
|
Collectively evaluated
|
3,016,569
|
|
|
2,137,165
|
|
|
27,985
|
|
|
536,291
|
|
|
5,718,010
|
|
|||||
|
$
|
3,017,280
|
|
|
$
|
2,149,490
|
|
|
$
|
27,985
|
|
|
$
|
539,683
|
|
|
$
|
5,734,438
|
|
Three Months Ended March 31,
(in thousands) |
Real Estate
|
|
Commercial
|
|
Financial
Institutions |
|
Consumer
and others |
|
Total
|
||||||||||
2020
|
$
|
—
|
|
|
$
|
11,901
|
|
|
$
|
—
|
|
|
$
|
1,208
|
|
|
$
|
13,109
|
|
2019
|
$
|
23,475
|
|
|
$
|
126,838
|
|
|
$
|
—
|
|
|
$
|
1,864
|
|
|
$
|
152,177
|
|
|
March 31, 2020
|
||||||||||||||||||||||
|
Recorded Investment
|
|
|
|
|
||||||||||||||||||
(in thousands)
|
With a Valuation Allowance
|
|
Without a Valuation Allowance
|
|
Total
|
|
Year Average (1)
|
|
Total Unpaid Principal Balance
|
|
Valuation Allowance
|
||||||||||||
Real estate loans
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commercial real estate
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Non-owner occupied
|
$
|
1,936
|
|
|
$
|
—
|
|
|
$
|
1,936
|
|
|
$
|
1,943
|
|
|
$
|
1,936
|
|
|
$
|
1,157
|
|
Multi-family residential
|
—
|
|
|
—
|
|
|
—
|
|
|
164
|
|
|
—
|
|
|
—
|
|
||||||
Land development and construction
loans |
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
|
1,936
|
|
|
—
|
|
|
1,936
|
|
|
2,107
|
|
|
1,936
|
|
|
1,157
|
|
||||||
Single-family residential
|
4,499
|
|
|
2,831
|
|
|
7,330
|
|
|
6,471
|
|
|
7,610
|
|
|
1,071
|
|
||||||
Owner occupied
|
1,481
|
|
|
12,470
|
|
|
13,951
|
|
|
11,857
|
|
|
13,791
|
|
|
510
|
|
||||||
|
7,916
|
|
|
15,301
|
|
|
23,217
|
|
|
20,435
|
|
|
23,337
|
|
|
2,738
|
|
||||||
Commercial loans
|
8,139
|
|
|
1,854
|
|
|
9,993
|
|
|
9,228
|
|
|
10,039
|
|
|
3,528
|
|
||||||
Consumer loans and overdrafts
|
470
|
|
|
9
|
|
|
479
|
|
|
270
|
|
|
537
|
|
|
454
|
|
||||||
|
$
|
16,525
|
|
|
$
|
17,164
|
|
|
$
|
33,689
|
|
|
$
|
29,933
|
|
|
$
|
33,913
|
|
|
$
|
6,720
|
|
(1)
|
Average using trailing four quarter balances.
|
|
December 31, 2019
|
||||||||||||||||||||||
|
Recorded Investment
|
|
|
|
|
||||||||||||||||||
(in thousands)
|
With a Valuation Allowance
|
|
Without a Valuation Allowance
|
|
Total
|
|
Year Average (1)
|
|
Total Unpaid Principal Balance
|
|
Valuation Allowance
|
||||||||||||
Real estate loans
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commercial real estate
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Non-owner occupied
|
$
|
1,936
|
|
|
$
|
—
|
|
|
$
|
1,936
|
|
|
$
|
1,459
|
|
|
$
|
1,936
|
|
|
$
|
1,161
|
|
Multi-family residential
|
—
|
|
|
—
|
|
|
—
|
|
|
342
|
|
|
—
|
|
|
—
|
|
||||||
Land development and construction loans
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
|
1,936
|
|
|
—
|
|
|
1,936
|
|
|
1,801
|
|
|
1,936
|
|
|
1,161
|
|
||||||
Single-family residential
|
4,739
|
|
|
729
|
|
|
5,468
|
|
|
5,564
|
|
|
5,598
|
|
|
946
|
|
||||||
Owner occupied
|
6,169
|
|
|
7,906
|
|
|
14,075
|
|
|
9,548
|
|
|
13,974
|
|
|
501
|
|
||||||
|
12,844
|
|
|
8,635
|
|
|
21,479
|
|
|
16,913
|
|
|
21,508
|
|
|
2,608
|
|
||||||
Commercial loans
|
8,415
|
|
|
13
|
|
|
8,428
|
|
|
8,552
|
|
|
8,476
|
|
|
1,288
|
|
||||||
Consumer loans and overdrafts
|
395
|
|
|
9
|
|
|
404
|
|
|
153
|
|
|
402
|
|
|
378
|
|
||||||
|
$
|
21,654
|
|
|
$
|
8,657
|
|
|
$
|
30,311
|
|
|
$
|
25,618
|
|
|
$
|
30,386
|
|
|
$
|
4,274
|
|
(1)
|
Average using trailing four quarter balances.
|
|
March 31, 2020
|
||||||||||||||||||||||
|
Credit Risk Rating
|
|
|
||||||||||||||||||||
|
Nonclassified
|
|
Classified
|
|
|
||||||||||||||||||
(in thousands)
|
Pass
|
|
Special Mention
|
|
Substandard
|
|
Doubtful
|
|
Loss
|
|
Total
|
||||||||||||
Real estate loans
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commercial real estate
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Non-owner occupied
|
$
|
1,872,600
|
|
|
$
|
—
|
|
|
$
|
757
|
|
|
$
|
1,936
|
|
|
$
|
—
|
|
|
$
|
1,875,293
|
|
Multi-family residential
|
834,016
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
834,016
|
|
||||||
Land development and construction loans
|
215,327
|
|
|
9,852
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
225,179
|
|
||||||
|
2,921,943
|
|
|
9,852
|
|
|
757
|
|
|
1,936
|
|
|
—
|
|
|
2,934,488
|
|
||||||
Single-family residential
|
562,258
|
|
|
—
|
|
|
7,082
|
|
|
—
|
|
|
—
|
|
|
569,340
|
|
||||||
Owner occupied
|
902,065
|
|
|
7,190
|
|
|
14,005
|
|
|
—
|
|
|
—
|
|
|
923,260
|
|
||||||
|
4,386,266
|
|
|
17,042
|
|
|
21,844
|
|
|
1,936
|
|
|
—
|
|
|
4,427,088
|
|
||||||
Commercial loans
|
1,070,062
|
|
|
2,587
|
|
|
9,459
|
|
|
2,643
|
|
|
—
|
|
|
1,084,751
|
|
||||||
Loans to financial institutions and acceptances
|
16,576
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16,576
|
|
||||||
Consumer loans and overdrafts
|
139,437
|
|
|
—
|
|
|
41
|
|
|
434
|
|
|
—
|
|
|
139,912
|
|
||||||
|
$
|
5,612,341
|
|
|
$
|
19,629
|
|
|
$
|
31,344
|
|
|
$
|
5,013
|
|
|
$
|
—
|
|
|
$
|
5,668,327
|
|
|
December 31, 2019
|
||||||||||||||||||||||
|
Credit Risk Rating
|
|
|
||||||||||||||||||||
|
Nonclassified
|
|
Classified
|
|
|
||||||||||||||||||
(in thousands)
|
Pass
|
|
Special Mention
|
|
Substandard
|
|
Doubtful
|
|
Loss
|
|
Total
|
||||||||||||
Real estate loans
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commercial real estate
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Non-owner occupied
|
$
|
1,879,780
|
|
|
$
|
9,324
|
|
|
$
|
762
|
|
|
$
|
1,936
|
|
|
$
|
—
|
|
|
$
|
1,891,802
|
|
Multi-family residential
|
801,626
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
801,626
|
|
||||||
Land development and construction loans
|
268,733
|
|
|
9,955
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
278,688
|
|
||||||
|
2,950,139
|
|
|
19,279
|
|
|
762
|
|
|
1,936
|
|
|
—
|
|
|
2,972,116
|
|
||||||
Single-family residential
|
531,811
|
|
|
—
|
|
|
7,291
|
|
|
—
|
|
|
—
|
|
|
539,102
|
|
||||||
Owner occupied
|
871,682
|
|
|
8,138
|
|
|
14,240
|
|
|
—
|
|
|
—
|
|
|
894,060
|
|
||||||
|
4,353,632
|
|
|
27,417
|
|
|
22,293
|
|
|
1,936
|
|
|
—
|
|
|
4,405,278
|
|
||||||
Commercial loans
|
1,217,399
|
|
|
5,569
|
|
|
8,406
|
|
|
2,669
|
|
|
—
|
|
|
1,234,043
|
|
||||||
Loans to financial institutions and acceptances
|
16,552
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16,552
|
|
||||||
Consumer loans and overdrafts
|
88,042
|
|
|
—
|
|
|
67
|
|
|
357
|
|
|
—
|
|
|
88,466
|
|
||||||
|
$
|
5,675,625
|
|
|
$
|
32,986
|
|
|
$
|
30,766
|
|
|
$
|
4,962
|
|
|
$
|
—
|
|
|
$
|
5,744,339
|
|
6.
|
Time Deposits
|
7.
|
Advances from the Federal Home Loan Bank and Other Borrowings
|
|
|
|
|
|
|
Outstanding Balance
|
||||||
Year of Maturity
|
|
Interest
Rate |
|
Interest
Rate Type |
|
At March 31, 2020
|
|
At December 31, 2019
|
||||
|
|
|
|
|
|
(in thousands)
|
||||||
2020
|
|
0.44% to 2.35%
|
|
Fixed
|
|
155,000
|
|
|
135,000
|
|
||
2020
|
|
1.73% to 2.03%
|
|
Variable
|
|
60,000
|
|
|
150,000
|
|
||
2021
|
|
1.75% to 3.08%
|
|
Fixed
|
|
210,000
|
|
|
210,000
|
|
||
2022
|
|
0.65% to 2.80%
|
|
Fixed
|
|
170,000
|
|
|
120,000
|
|
||
2023 and after (1)
|
|
0.62% to 3.23%
|
|
Fixed
|
|
670,000
|
|
|
620,000
|
|
||
|
|
|
|
|
|
$
|
1,265,000
|
|
|
$
|
1,235,000
|
|
(1)
|
As of March 31, 2020 and December 31, 2019, include $530 million (fixed interest rates raging from 0.62% to 0.97%) in advances from the FHLB that are callable prior to maturity.
|
|
March 31, 2020
|
|
December 31, 2019
|
|
|
|
|
|
|
||||||||||||
(in thousands)
|
Amount of
Trust Preferred Securities Issued by Trust |
|
Principal
Amount of Debenture Issued to Trust |
|
Amount of
Trust Preferred Securities Issued by Trust |
|
Principal
Amount of Debenture Issued to Trust |
|
Year of
Issuance |
|
Annual Rate of Trust
Preferred Securities and Debentures |
|
Year of
Maturity |
||||||||
Commercebank Capital Trust I
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
26,830
|
|
|
$
|
28,068
|
|
|
1998
|
|
8.90%
|
|
2028
|
Commercebank Capital Trust VI
|
9,250
|
|
|
9,537
|
|
|
9,250
|
|
|
9,537
|
|
|
2002
|
|
3-M LIBOR + 3.35%
|
|
2033
|
||||
Commercebank Capital Trust VII
|
8,000
|
|
|
8,248
|
|
|
8,000
|
|
|
8,248
|
|
|
2003
|
|
3-M LIBOR + 3.25%
|
|
2033
|
||||
Commercebank Capital Trust VIII
|
5,000
|
|
|
5,155
|
|
|
5,000
|
|
|
5,155
|
|
|
2004
|
|
3-M LIBOR + 2.85%
|
|
2034
|
||||
Commercebank Capital Trust IX
|
25,000
|
|
|
25,774
|
|
|
25,000
|
|
|
25,774
|
|
|
2006
|
|
3-M LIBOR + 1.75%
|
|
2038
|
||||
Commercebank Capital Trust X
|
15,000
|
|
|
15,464
|
|
|
15,000
|
|
|
15,464
|
|
|
2006
|
|
3-M LIBOR + 1.78%
|
|
2036
|
||||
|
$
|
62,250
|
|
|
$
|
64,178
|
|
|
$
|
89,080
|
|
|
$
|
92,246
|
|
|
|
|
|
|
|
9.
|
Derivative Instruments
|
|
March 31, 2020
|
|
December 31, 2019
|
||||||||||||
(in thousands)
|
Other Assets
|
|
Other Liabilities
|
|
Other Assets
|
|
Other Liabilities
|
||||||||
Interest rate swaps designated as cash flow hedges
|
$
|
—
|
|
|
$
|
1,773
|
|
|
$
|
301
|
|
|
$
|
—
|
|
Interest rate swaps not designated as hedging instruments:
|
|
|
|
|
|
|
|
||||||||
Customers
|
42,280
|
|
|
—
|
|
|
11,236
|
|
|
527
|
|
||||
Third party broker
|
—
|
|
|
42,280
|
|
|
527
|
|
|
11,236
|
|
||||
|
42,280
|
|
|
42,280
|
|
|
11,763
|
|
|
11,763
|
|
||||
Interest rate caps not designated as hedging instruments:
|
|
|
|
|
|
|
|
||||||||
Customers
|
—
|
|
|
69
|
|
|
—
|
|
|
46
|
|
||||
Third party broker
|
20
|
|
|
—
|
|
|
33
|
|
|
—
|
|
||||
|
20
|
|
|
69
|
|
|
33
|
|
|
46
|
|
||||
|
$
|
42,300
|
|
|
$
|
44,122
|
|
|
$
|
12,097
|
|
|
$
|
11,809
|
|
10.
|
Stock-based Incentive Compensation Plan
|
|
Number of restricted shares
|
Weighted-average grant date fair value
|
|||
Non-vested shares, beginning of year
|
495,131
|
|
$
|
13.48
|
|
Granted
|
6,591
|
|
15.17
|
|
|
Vested
|
(433
|
)
|
13.58
|
|
|
Forfeited
|
(54,462
|
)
|
13.45
|
|
|
Non-vested shares at March 31, 2020
|
446,827
|
|
$
|
13.51
|
|
11.
|
Income Taxes
|
|
March 31, 2020
|
|
December 31, 2019
|
||||||||||||||||||||
(in thousands)
|
Before Tax
Amount |
|
Tax
Effect |
|
Net of Tax
Amount |
|
Before Tax
Amount |
|
Tax
Effect |
|
Net of Tax
Amount |
||||||||||||
Net unrealized holding gains on debt securities available for sale
|
$
|
35,662
|
|
|
$
|
(8,718
|
)
|
|
$
|
26,944
|
|
|
$
|
9,563
|
|
|
$
|
(2,338
|
)
|
|
$
|
7,225
|
|
Net unrealized holding gains on interest rate swaps designated as cash flow hedges
|
5,523
|
|
|
(1,350
|
)
|
|
4,173
|
|
|
7,953
|
|
|
(1,944
|
)
|
|
$
|
6,009
|
|
|||||
Total AOCI
|
$
|
41,185
|
|
|
$
|
(10,068
|
)
|
|
$
|
31,117
|
|
|
$
|
17,516
|
|
|
$
|
(4,282
|
)
|
|
$
|
13,234
|
|
|
Three Months Ended March 31,
|
||||||||||||||||||||||
|
2020
|
|
2019
|
||||||||||||||||||||
(in thousands)
|
Before Tax
Amount |
|
Tax
Effect |
|
Net of Tax
Amount |
|
Before Tax
Amount |
|
Tax
Effect |
|
Net of Tax
Amount |
||||||||||||
Net unrealized holding gains on debt securities available for sale:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Change in fair value arising during the period
|
$
|
35,342
|
|
|
$
|
(8,640
|
)
|
|
$
|
26,702
|
|
|
$
|
21,545
|
|
|
$
|
(5,267
|
)
|
|
$
|
16,278
|
|
Reclassification adjustment for net gains included in net income
|
(9,243
|
)
|
|
2,260
|
|
|
(6,983
|
)
|
|
(4
|
)
|
|
1
|
|
|
(3
|
)
|
||||||
|
26,099
|
|
|
(6,380
|
)
|
|
19,719
|
|
|
21,541
|
|
|
(5,266
|
)
|
|
16,275
|
|
||||||
Net unrealized holding losses on interest rate swaps designated as cash flow hedges:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Change in fair value arising during the period
|
(2,004
|
)
|
|
490
|
|
|
(1,514
|
)
|
|
(15
|
)
|
|
4
|
|
|
(11
|
)
|
||||||
Reclassification adjustment for net interest income included in net income
|
(426
|
)
|
|
104
|
|
|
(322
|
)
|
|
(329
|
)
|
|
80
|
|
|
(249
|
)
|
||||||
|
(2,430
|
)
|
|
594
|
|
|
(1,836
|
)
|
|
(344
|
)
|
|
84
|
|
|
(260
|
)
|
||||||
Total other comprehensive income
|
$
|
23,669
|
|
|
$
|
(5,786
|
)
|
|
$
|
17,883
|
|
|
$
|
21,197
|
|
|
$
|
(5,182
|
)
|
|
$
|
16,015
|
|
(in thousands)
|
Approximate
Contract Amount |
||
Commitments to extend credit
|
$
|
786,873
|
|
Standby letters of credit
|
15,414
|
|
|
Commercial letters of credit
|
4,517
|
|
|
|
$
|
806,804
|
|
|
March 31, 2020
|
||||||||||||||
(in thousands)
|
Quoted
Prices in Active Markets for Identical Assets (Level 1) |
|
Third-Party
Models with Observable Market Inputs (Level 2) |
|
Internal
Models with Unobservable Market Inputs (Level 3) |
|
Total
Carrying Value in the Consolidated Balance Sheet |
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Debt securities available for sale
|
|
|
|
|
|
|
|
||||||||
U.S. government sponsored enterprise debt securities
|
$
|
—
|
|
|
$
|
875,181
|
|
|
$
|
—
|
|
|
$
|
875,181
|
|
Corporate debt securities
|
—
|
|
|
330,194
|
|
|
—
|
|
|
330,194
|
|
||||
U.S. government agency debt securities
|
—
|
|
|
253,182
|
|
|
—
|
|
|
253,182
|
|
||||
Municipal bonds
|
—
|
|
|
65,421
|
|
|
—
|
|
|
65,421
|
|
||||
U.S treasury securities
|
—
|
|
|
77,325
|
|
|
—
|
|
|
77,325
|
|
||||
|
—
|
|
|
1,601,303
|
|
|
—
|
|
|
1,601,303
|
|
||||
Equity securities with readily determinable fair values not held for trading
|
—
|
|
|
24,225
|
|
|
—
|
|
|
24,225
|
|
||||
Bank owned life insurance
|
—
|
|
|
213,266
|
|
|
—
|
|
|
213,266
|
|
||||
Derivative instruments
|
—
|
|
|
42,300
|
|
|
—
|
|
|
42,300
|
|
||||
|
$
|
—
|
|
|
$
|
1,881,094
|
|
|
$
|
—
|
|
|
$
|
1,881,094
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
Derivative instruments
|
$
|
—
|
|
|
$
|
44,122
|
|
|
$
|
—
|
|
|
$
|
44,122
|
|
|
December 31, 2019
|
||||||||||||||
(in thousands)
|
Quoted
Prices in Active Markets for Identical Assets (Level 1) |
|
Third-Party
Models with Observable Market Inputs (Level 2) |
|
Internal
Models with Unobservable Market Inputs (Level 3) |
|
Total
Carrying Value in the Consolidated Balance Sheet |
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Debt securities available for sale
|
|
|
|
|
|
|
|
||||||||
U.S. government sponsored enterprise debt securities
|
$
|
—
|
|
|
$
|
933,112
|
|
|
$
|
—
|
|
|
$
|
933,112
|
|
Corporate debt securities
|
—
|
|
|
252,836
|
|
|
—
|
|
|
252,836
|
|
||||
U.S. government agency debt securities
|
—
|
|
|
228,397
|
|
|
—
|
|
|
228,397
|
|
||||
U.S. treasury securities
|
—
|
|
|
104,236
|
|
|
—
|
|
|
104,236
|
|
||||
Municipal bonds
|
—
|
|
|
50,171
|
|
|
—
|
|
|
50,171
|
|
||||
|
—
|
|
|
1,568,752
|
|
|
—
|
|
|
1,568,752
|
|
||||
Equity securities with readily determinable fair values not held for trading
|
—
|
|
|
23,848
|
|
|
—
|
|
|
23,848
|
|
||||
Bank owned life insurance
|
—
|
|
|
211,852
|
|
|
—
|
|
|
211,852
|
|
||||
Derivative instruments
|
—
|
|
|
12,097
|
|
|
—
|
|
|
12,097
|
|
||||
|
$
|
—
|
|
|
$
|
1,816,549
|
|
|
$
|
—
|
|
|
$
|
1,816,549
|
|
|
|
|
|
|
|
|
|
||||||||
Liabilities
|
|
|
|
|
|
|
|
||||||||
Derivative instruments
|
$
|
—
|
|
|
$
|
11,809
|
|
|
$
|
—
|
|
|
$
|
11,809
|
|
|
March 31, 2020
|
|
December 31, 2019
|
||||||||||||
(in thousands)
|
Carrying
Value |
|
Estimated
Fair Value |
|
Carrying
Value |
|
Estimated
Fair Value |
||||||||
Financial assets:
|
|
|
|
|
|
|
|
||||||||
Loans
|
$
|
2,776,062
|
|
|
$
|
2,669,835
|
|
|
$
|
2,819,477
|
|
|
$
|
2,721,291
|
|
Financial liabilities:
|
|
|
|
|
|
|
|
||||||||
Time deposits
|
1,882,048
|
|
|
1,910,249
|
|
|
1,745,735
|
|
|
1,759,347
|
|
||||
Advances from the FHLB
|
1,265,000
|
|
|
1,287,674
|
|
|
1,235,000
|
|
|
1,244,515
|
|
||||
Junior subordinated debentures
|
64,178
|
|
|
60,200
|
|
|
92,246
|
|
|
86,738
|
|
16.
|
Earnings Per Share
|
|
Three months ended March 31,
|
||||||
(in thousands, except per share data)
|
2020
|
|
2019
|
||||
Numerator:
|
|
|
|
||||
Net income available to common stockholders
|
$
|
3,382
|
|
|
$
|
13,071
|
|
Denominator:
|
|
|
`
|
||||
Basic weighted average shares outstanding
|
42,185
|
|
|
42,755
|
|
||
Dilutive effect of share-based compensation awards
|
348
|
|
|
159
|
|
||
Diluted weighted average shares outstanding
|
42,533
|
|
|
42,914
|
|
||
|
|
|
|
||||
Basic earnings per common share
|
$
|
0.08
|
|
|
$
|
0.31
|
|
Diluted earnings per common share
|
$
|
0.08
|
|
|
$
|
0.30
|
|
•
|
the COVID-19 pandemic has significantly impacted economic conditions globally and in the United States, could have a material adverse effect on our business, financial condition and results of operation, and the ultimate impact on our business, financial condition and results of operations, will depend on future developments and other factors that are highly uncertain and will be impacted by the scope and duration of the pandemic and actions taken by governmental authorities in response;
|
•
|
as a participating lender in the U.S. Small Business Administration (“SBA”) PPP, the Company and the Bank are subject to additional risks of litigation from the Bank’s customers or other parties regarding the Bank’s processing of loans for the PPP and risks that the SBA may not fund some or all PPP loan guaranties;
|
•
|
our strategic plan and growth strategy may not be achieved as quickly or as fully as we seek;
|
•
|
operational risks are inherent in our businesses;
|
•
|
market conditions and economic cyclicality may adversely affect our industry;
|
•
|
our profitability and liquidity may be affected by changes in interest rates and interest rate levels, the shape of the yield curve and economic conditions;
|
•
|
our cost of funds may increase as a result of general economic conditions, interest rates, inflation and competitive pressures;
|
•
|
many of our loans and our obligations for borrowed money are priced based on variable interest rates tied to the London Interbank Offering Rate, or LIBOR. We are subject to risks that LIBOR will no longer be available as a result of the United Kingdom’s Financial Conduct Authority ceasing to require the submission of LIBOR quotes after 2021;
|
•
|
our derivative instruments may expose us to certain risks;
|
•
|
our valuation of securities and investments and the determination of the amount of impairments taken on our investments are subjective and, if changed, could materially adversely affect our results of operations or financial condition;
|
•
|
our success depends on our ability to compete effectively in highly competitive markets;
|
•
|
our success depends on general and local economic conditions where we operate;
|
•
|
severe weather, natural disasters, global pandemics, acts of war or terrorism, theft, civil unrest, government expropriation or other external events could have significant effects on our business;
|
•
|
defaults by or deteriorating asset quality of other financial institutions could adversely affect us;
|
•
|
nonperforming and similar assets take significant time to resolve and may adversely affect our results of operations and financial condition;
|
•
|
changes in the real estate markets, including the secondary market for residential mortgage loans, may adversely affect us;
|
•
|
our allowance for loan losses may prove inadequate or we may be negatively affected by credit risk exposures;
|
•
|
if our business does not perform well, we may be required to recognize an impairment of our goodwill or other long-lived assets or to establish a valuation allowance against the deferred income tax asset, which could adversely affect our results of operations or financial condition;
|
•
|
mortgage servicing rights requirements may change and require us to incur additional costs and risks;
|
•
|
we may be contractually obligated to repurchase mortgage loans we sold to third-parties on terms unfavorable to us;
|
•
|
our concentration of CRE loans could result in further increased loan losses, and adversely affect our business, earnings, and financial condition;
|
•
|
liquidity risks could affect operations and jeopardize our financial condition;
|
•
|
certain funding sources may not be available to us and our funding sources may prove insufficient and/or costly to replace;
|
•
|
our Venezuelan deposit concentration may lead to conditions in Venezuela adversely affecting our operations;
|
•
|
our investment advisory and trust businesses could be adversely affected by conditions affecting our Venezuelan customers;
|
•
|
our brokered deposits and wholesale funding increases our liquidity risk, could increase our interest rate expense and potentially increase our deposit insurance costs;
|
•
|
technological changes affect our business including potentially impacting the revenue stream of traditional products and services, and we may have fewer resources than many competitors to invest in technological improvements;
|
•
|
the fair value of our investment securities can fluctuate due to market conditions out of our control;
|
•
|
potential gaps in our risk management policies and internal audit procedures may leave us exposed to unidentified or unanticipated risk, which could negatively affect our business;
|
•
|
we may determine that our internal controls and disclosure controls could have deficiencies or weaknesses;
|
•
|
any failure to protect the confidentiality of customer information could adversely affect our reputation and subject us to financial sanctions and other costs that could have a material adverse effect on our business, financial condition and results of operations;
|
•
|
our information systems may experience interruptions and security breaches, and are exposed to cybersecurity threats;
|
•
|
future acquisitions and expansion activities may disrupt our business, dilute shareholder value and adversely affect our operating results;
|
•
|
attractive acquisition opportunities may not be available to us in the future;
|
•
|
certain provisions of our amended and restated articles of incorporation and amended and restated bylaws, Florida law, and U.S. banking laws could have anti-takeover effects by delaying or preventing a change of control that you may favor;
|
•
|
we may be unable to attract and retain key people to support our business;
|
•
|
our employees may take excessive risks which could negatively affect our financial condition and business;
|
•
|
we are subject to extensive regulation that could limit or restrict our activities and adversely affect our earnings;
|
•
|
litigation and regulatory investigations are increasingly common in our businesses and may result in significant financial losses and/or harm to our reputation;
|
•
|
we are subject to capital adequacy and liquidity standards, and if we fail to meet these standards our financial condition and operations would be adversely affected;
|
•
|
our operations are subject to risk of loss from unfavorable fiscal, monetary and political developments in the U.S. and other countries where we do business;
|
•
|
changes in accounting rules applicable to banks and financial institutions could adversely affect our financial condition and results of operations;
|
•
|
the Dodd-Frank Act currently restricts our future issuance of trust preferred securities and cumulative preferred securities as eligible Tier 1 risk-based capital for purposes of the regulatory capital guidelines for bank holding companies;
|
•
|
we may need to raise additional capital in the future, but that capital may not be available when it is needed or on favorable terms;
|
•
|
we will be subject to heightened regulatory requirements if our total assets grow in excess of $10 billion;
|
•
|
the Federal Reserve may require us to commit capital resources to support the Bank;
|
•
|
we may face higher risks of noncompliance with the Bank Secrecy Act and other anti-money laundering statutes and regulations than other financial institutions;
|
•
|
failures to comply with the fair lending laws, CFPB regulations or the Community Reinvestment Act could adversely affect us;
|
•
|
Fannie Mae and Freddie Mac restructuring may adversely affect the mortgage markets;
|
•
|
we adopted a new accounting principle that requires immediate recognition in the statement of income of unrealized changes in the fair value of equity securities, which includes mutual funds, increasing the volatility of our results of operations;
|
•
|
we changed our brand from “Mercantil” to “Amerant,” which could adversely affect our business and profitability;
|
•
|
we are incurring incremental costs as a separate, public company;
|
•
|
as a separate, public company, we spend additional time and resources to comply with rules and regulations that previously did not apply to us;
|
•
|
our historical consolidated financial data are not necessarily representative of the results we would have achieved as a separate company and may not be a reliable indicator of our future results;
|
•
|
certain of our directors may have actual or potential conflicts of interest because of their equity ownership in Mercantil Servicios Financieros, C.A., or the Former Parent, or their positions with the Former Parent and us;
|
•
|
if securities or industry analysts do not publish research or publish inaccurate or unfavorable research about our business, the price of our common stock and trading volume could decline;
|
•
|
our stock price may fluctuate significantly;
|
•
|
a limited market exists for the Company’s shares of Class B common stock on the Nasdaq Global Select Market. An active trading market may not develop or continue for the Company’s shares of Class B common stock, which could adversely affect the market price and market volatility of those shares;
|
•
|
certain of our existing stockholders could exert significant control over the Company;
|
•
|
we have the ability to issue additional equity securities, which would lead to dilution of our issued and outstanding Company Shares;
|
•
|
we expect to issue more Class A common stock in the future which may dilute holders of Class A common stock;
|
•
|
holders of Class B common stock have limited voting rights. As a result, holders of Class B common stock will have limited ability to influence shareholder decisions;
|
•
|
our dual classes of Company Shares may limit investments by investors using index-based strategies;
|
•
|
we are an “emerging growth company,” and, as a result of the reduced disclosure and governance requirements applicable to emerging growth companies, our common stock may be less attractive to investors;
|
•
|
we do not currently intend to pay dividends on our common stock;
|
•
|
our ability to pay dividends to shareholders in the future is subject to profitability, capital, liquidity and regulatory requirements and these limitations may prevent us from paying dividends in the future;
|
•
|
we face strategic risks as an independent company and from our history as a part of the Former Parent; and
|
•
|
the other factors and information in our Form 10-K and in this Form 10-Q and other filings that we make with the SEC under the Exchange Act and Securities Act. See “Risk Factors” in our Form 10-K and this Form 10-Q.
|
Program Detail
|
|
Amounts
|
||
|
|
(in millions)
|
||
90-day payment deferral; interest added to principal balance upon modification and continues to accrue each month
|
|
$
|
451
|
|
90-day interest payment deferral with no escrow payments
|
|
441
|
|
|
90-day interest payment deferral including escrow payments
|
|
197
|
|
|
180-day interest payment deferral
|
|
30
|
|
|
|
|
$
|
1,119
|
|
•
|
Net income of $3.4 million down 74.1% from $13.1 million in the same period of 2019. This decrease was primarily due to a meaningful increase in the Company’s provision for loan losses in the first quarter of 2020. Operating income, which excludes provisions for loan losses or reversals, net gains on securities and income tax expense, was $16.7 million, flat from $16.6 million in the same period of 2019.
|
•
|
Net interest income (“NII”) was $49.2 million, down 11.2% from $55.4 million in the same period of 2019. Compared to the first quarter of 2019, this quarter’s lower NII is attributed to a decline in average yields on interest-earning assets, lower average loan balances, and the replacement of lower cost international deposits with higher cost domestic time deposits, partially offset by lower professional funding costs, primarily FHLB advances, trust preferred expenses as well as transactional deposit costs. Net interest margin (“NIM”) was 2.65% in the first quarter of 2020, down from 2.96% in the first quarter of 2019.
|
•
|
Credit quality indicators remained strong despite market dislocations associated with the COVID-19 pandemic. As a result of these dislocations, the Company increased its ALL by $22.0 million, compared to no provision recorded in the first quarter of 2019, mainly due to the estimated deterioration of our loan portfolio caused by the COVID-19 pandemic. The ratio of the ALL to total loans was 1.29% as of March 31, 2020, up from 1.05% in the same period last year. The ratio of loan charge-offs to average total loans in first quarter 2020 was 0.09%, down from the 0.10% in the first quarter of 2019. The Company did not experience any unanticipated losses in the first quarter of 2020 from exiting its former credit card programs.
|
•
|
Noninterest income was $21.9 million, up 66.5% from $13.2 million in the same period last year. The increase was primarily driven by $9.2 million of net gains on the sale of securities recognized in the first quarter of 2020.
|
•
|
Noninterest expense was $44.9 million, down 13.6% from $51.9 million in the first quarter of 2019.The year-over-year decline resulted mainly from lower salaries and employee benefit expenses and the absence of rebranding costs incurred last year related to the Company’s transformation efforts. Adjusted noninterest expense was $44.5 million in the first quarter of 2020, down 12.7% from $51.0 million in the first quarter of 2019. Adjusted noninterest expense in the first quarter of 2020 excludes $0.4 million in restructuring expenses.
|
•
|
The efficiency ratio was 63.1% (62.6% adjusted for staff reduction and digital transformation expenses), compared to 75.7% (74.4% adjusted for rebranding costs) for the corresponding period of 2019.
|
•
|
Stockholders’ book value per common share increased to $19.95, up 10.7% from $18.02 a year ago. Tangible book value per common share rose to $19.43, up 10.8% from $17.54 a year ago.
|
|
March 31, 2020
|
|
December 31, 2019
|
||||
(in thousands)
|
|
||||||
Consolidated Balance Sheets
|
|
|
|
||||
Total assets
|
$
|
8,098,810
|
|
|
$
|
7,985,399
|
|
Total investments
|
1,769,987
|
|
|
1,739,410
|
|
||
Total gross loans (1)
|
5,668,327
|
|
|
5,744,339
|
|
||
Allowance for loan losses
|
72,948
|
|
|
52,223
|
|
||
Total deposits
|
5,842,212
|
|
|
5,757,143
|
|
||
Junior subordinated debentures (2)
|
64,178
|
|
|
92,246
|
|
||
Advances from the FHLB and other borrowings
|
1,265,000
|
|
|
1,235,000
|
|
||
Stockholders' equity
|
841,117
|
|
|
834,701
|
|
||
Assets under management and custody (3)
|
1,572,322
|
|
|
1,815,848
|
|
|
Three Months Ended March 31,
|
||||||
|
2020
|
|
2019
|
||||
(in thousands, except percentages and per share amounts)
|
|
||||||
Consolidated Results of Operations
|
|
|
|
||||
Net interest income
|
$
|
49,229
|
|
|
$
|
55,437
|
|
Provision for loan losses
|
22,000
|
|
|
—
|
|
||
Noninterest income
|
21,910
|
|
|
13,156
|
|
||
Noninterest expense
|
44,867
|
|
|
51,945
|
|
||
Net income
|
3,382
|
|
|
13,071
|
|
||
Effective income tax rate
|
20.83
|
%
|
|
21.49
|
%
|
||
|
|
|
|
||||
Common Share Data
|
|
|
|
||||
Stockholders' book value per common share
|
$
|
19.95
|
|
|
$
|
18.02
|
|
Tangible stockholders' equity (book value) per common share (4)
|
$
|
19.43
|
|
|
$
|
17.54
|
|
Basic earnings per common share
|
$
|
0.08
|
|
|
$
|
0.31
|
|
Diluted earnings per common share
|
$
|
0.08
|
|
|
$
|
0.30
|
|
Basic weighted average shares outstanding
|
42,185
|
|
|
42,755
|
|
||
Diluted weighted average shares outstanding (5)
|
42,533
|
|
|
42,914
|
|
|
Three Months Ended March 31,
|
||||||
|
2020
|
|
2019
|
||||
(in thousands, except per share amounts and percentages)
|
|
||||||
Other Financial and Operating Data (6)
|
|
|
|
||||
|
|
|
|
||||
Profitability Indicators (%)
|
|
|
|
||||
Net interest income / Average total interest earning assets (NIM) (7)
|
2.65
|
%
|
|
2.96
|
%
|
||
Net income / Average total assets (ROA) (8)
|
0.17
|
%
|
|
0.65
|
%
|
||
Net income / Average stockholders' equity (ROE) (9)
|
1.61
|
%
|
|
6.87
|
%
|
||
|
|
|
|
||||
Capital Indicators (%)
|
|
|
|
||||
Total capital ratio (10)
|
14.54
|
%
|
|
14.35
|
%
|
||
Tier 1 capital ratio (11)
|
13.38
|
%
|
|
13.48
|
%
|
||
Tier 1 leverage ratio (12)
|
10.82
|
%
|
|
10.83
|
%
|
||
Common equity tier 1 capital ratio (CET1) (13)
|
12.42
|
%
|
|
11.79
|
%
|
||
Tangible common equity ratio (14)
|
10.14
|
%
|
|
9.61
|
%
|
||
|
|
|
|
||||
Asset Quality Indicators (%)
|
|
|
|
||||
Non-performing assets / Total assets (15)
|
0.41
|
%
|
|
0.26
|
%
|
||
Non-performing loans / Total loans (1) (16)
|
0.59
|
%
|
|
0.36
|
%
|
||
Allowance for loan losses / Total non-performing loans (17)
|
218.49
|
%
|
|
294.01
|
%
|
||
Allowance for loan losses / Total loans (1) (17)
|
1.29
|
%
|
|
1.05
|
%
|
||
Net charge-offs / Average total loans (18)
|
0.09
|
%
|
|
0.10
|
%
|
||
|
|
|
|
||||
Efficiency Indicators (% except FTE)
|
|
|
|
||||
Noninterest expense / Average total assets
|
2.27
|
%
|
|
2.58
|
%
|
||
Salaries and employee benefits / Average total assets
|
1.48
|
%
|
|
1.66
|
%
|
||
Other operating expenses/ Average total assets (19)
|
0.79
|
%
|
|
0.92
|
%
|
||
Efficiency ratio (20)
|
63.07
|
%
|
|
75.73
|
%
|
||
Full-Time-Equivalent Employees (FTEs)
|
825
|
|
|
889
|
|
||
|
|
|
|
||||
Adjusted Selected Consolidated Results of Operations and Other Data (4)
|
|
|
|
||||
Adjusted noninterest expense
|
$
|
44,513
|
|
|
$
|
51,012
|
|
Adjusted net income
|
3,662
|
|
|
13,803
|
|
||
Operating income
|
16,652
|
|
|
16,644
|
|
||
Adjusted basic earnings per common share
|
0.09
|
|
|
0.33
|
|
||
Adjusted earnings per diluted common share (5)
|
0.09
|
|
|
0.32
|
|
||
Adjusted net income / Average total assets (Adjusted ROA) (8)
|
0.19
|
%
|
|
0.69
|
%
|
||
Adjusted net income / Average stockholders' equity (Adjusted ROE) (9)
|
1.74
|
%
|
|
7.25
|
%
|
||
Adjusted noninterest expense / Average total assets
|
2.25
|
%
|
|
2.53
|
%
|
||
Adjusted salaries and employee benefits / Average total assets
|
1.48
|
%
|
|
1.66
|
%
|
|
Three Months Ended March 31,
|
||||||
|
2020
|
|
2019
|
||||
|
|
||||||
Adjusted other operating expenses/ Average total assets (19)
|
0.77
|
%
|
|
0.87
|
%
|
||
Adjusted efficiency ratio (21)
|
62.57
|
%
|
|
74.37
|
%
|
(1)
|
Total gross loans are net of deferred loan fees and costs.
|
(2)
|
During the three months ended March 31, 2020, the Company redeemed $26.8 million of its 8.90% trust preferred securities. The Company simultaneously redeemed the junior subordinated debentures associated with these trust preferred securities.
|
(3)
|
Assets held for clients in an agency or fiduciary capacity which are not assets of the Company and therefore are not included in the consolidated financial statements.
|
(4)
|
This presentation contains adjusted financial information determined by methods other than GAAP. This adjusted financial information is reconciled to GAAP in “Non-GAAP Financial Measures Reconciliation” herein.
|
(6)
|
Operating data for the three months ended March 31, 2020 and 2019 have been annualized.
|
(7)
|
NIM is defined as net interest income divided by average interest-earning assets, which are loans, securities, deposits with banks and other financial assets which yield interest or similar income.
|
(8)
|
Calculated based upon the average daily balance of total assets.
|
(9)
|
Calculated based upon the average daily balance of stockholders’ equity.
|
(10)
|
Total stockholders’ equity divided by total risk-weighted assets, calculated according to the standardized regulatory capital ratio calculations.
|
(11)
|
Tier 1 capital divided by total risk-weighted assets.
|
(12)
|
Tier 1 capital divided by quarter to date average assets. Tier 1 capital is composed of Common Equity Tier 1 (CET 1) capital plus outstanding qualifying trust preferred securities of $62.3 million and $114.1 million at March 31, 2020 and 2019, respectively. In the three months ended March 31, 2020 $26.8 million in trust preferred securities were redeemed.
|
(13)
|
Common Equity Tier 1 (CET 1) capital divided by total risk-weighted assets.
|
(14)
|
Tangible common equity is calculated as the ratio of common equity less goodwill and other intangibles divided by total assets less goodwill and other intangible assets. Other intangibles assets are included in other assets in the Company’s consolidated balance sheets.
|
(15)
|
Non-performing assets include all accruing loans past due 90 days or more, all nonaccrual loans, restructured loans that are considered “troubled debt restructurings” or “TDRs”, and OREO properties acquired through or in lieu of foreclosure. Non-performing assets were $33.4 and $20.5 million as of March 31, 2020 and 2019, respectively.
|
(16)
|
Non-performing loans include all accruing loans 90 days or more past due, all nonaccrual loans and restructured loans that are considered TDRs. Non-performing loans were $33.4 million and $20.5 million as of March 31, 2020 and 2019, respectively.
|
(17)
|
Allowance for loan losses was $72.9 million and $60.3 million as of March 31, 2020 and 2019, respectively. See Note 5 to our audited consolidated financial statements in our Form 10-K and Note 5 to these unaudited interim consolidated financial statements for more details on our impairment models.
|
(18)
|
Calculated based upon the average daily balance of outstanding loan principal balance net of deferred loan fees and costs, excluding the allowance for loan losses.
|
(19)
|
Other operating expenses is the result of total noninterest expense less salary and employee benefits.
|
(20)
|
Efficiency ratio is the result of noninterest expense divided by the sum of noninterest income and net interest income.
|
(21)
|
Adjusted efficiency ratio is the efficiency ratio less the effect of restructuring costs, described in “Non-GAAP Financial Measures Reconciliation” herein.
|
|
Three Months Ended March 31,
|
||||||
(in thousands, except per share amounts)
|
2020
|
|
2019
|
||||
Total noninterest expenses
|
$
|
44,867
|
|
|
$
|
51,945
|
|
Less: restructuring costs (1):
|
|
|
|
||||
Staff reduction costs
|
54
|
|
|
—
|
|
||
Digital transformation expenses
|
300
|
|
|
—
|
|
||
Rebranding costs
|
—
|
|
|
933
|
|
||
Total restructuring costs
|
354
|
|
|
933
|
|
||
Adjusted noninterest expenses
|
$
|
44,513
|
|
|
$
|
51,012
|
|
|
|
|
|
||||
Net income
|
$
|
3,382
|
|
|
$
|
13,071
|
|
Plus after-tax restructuring costs:
|
|
|
|
||||
Restructuring costs before income tax effect
|
354
|
|
|
933
|
|
||
Income tax effect
|
(74
|
)
|
|
(201
|
)
|
||
Total after-tax restructuring costs
|
280
|
|
|
732
|
|
||
Adjusted net income
|
$
|
3,662
|
|
|
$
|
13,803
|
|
|
|
|
|
||||
Net income
|
$
|
3,382
|
|
|
$
|
13,071
|
|
Plus: income tax expense
|
890
|
|
|
3,577
|
|
||
Plus: provision for loan losses
|
22,000
|
|
|
—
|
|
||
Less: securities gains, net
|
9,620
|
|
|
4
|
|
||
Operating income
|
$
|
16,652
|
|
|
$
|
16,644
|
|
|
|
|
|
||||
Basic earnings per share
|
$
|
0.08
|
|
|
$
|
0.31
|
|
Plus: after tax impact of restructuring costs
|
0.01
|
|
|
0.02
|
|
||
Total adjusted basic earnings per common share
|
$
|
0.09
|
|
|
$
|
0.33
|
|
|
|
|
|
||||
Diluted earnings per share (2)
|
$
|
0.08
|
|
|
$
|
0.30
|
|
Plus: after tax impact of restructuring costs
|
0.01
|
|
|
0.02
|
|
||
Total adjusted diluted earnings per common share
|
$
|
0.09
|
|
|
$
|
0.32
|
|
|
Three Months Ended March 31,
|
||||||
(in thousands, except per share amounts and percentages)
|
2020
|
|
2019
|
||||
Net income / Average total assets (ROA)
|
0.17
|
%
|
|
0.65
|
%
|
||
Plus: after tax impact of restructuring costs
|
0.02
|
%
|
|
0.04
|
%
|
||
Adjusted net income / Average total assets (Adjusted ROA)
|
0.19
|
%
|
|
0.69
|
%
|
||
|
|
|
|
||||
Net income / Average stockholders' equity (ROE)
|
1.61
|
%
|
|
6.87
|
%
|
||
Plus: after tax impact of restructuring costs
|
0.13
|
%
|
|
0.38
|
%
|
||
Adjusted net income / Average stockholders' equity (Adjusted ROE)
|
1.74
|
%
|
|
7.25
|
%
|
||
|
|
|
|
||||
Efficiency ratio
|
63.07
|
%
|
|
75.73
|
%
|
||
Less: impact of restructuring costs
|
(0.50
|
)%
|
|
(1.36
|
)%
|
||
Adjusted efficiency ratio
|
62.57
|
%
|
|
74.37
|
%
|
||
|
|
|
|
||||
Noninterest expense / Average total assets
|
2.27
|
%
|
|
2.58
|
%
|
||
Less: impact of restructuring costs
|
(0.02
|
)%
|
|
(0.05
|
)%
|
||
Adjusted Noninterest expense / Average total assets
|
2.25
|
%
|
|
2.53
|
%
|
||
|
|
|
|
||||
Salaries and employee benefits / Average total assets
|
1.48
|
%
|
|
1.66
|
%
|
||
Less: impact of restructuring costs
|
—
|
%
|
|
—
|
%
|
||
Adjusted salaries and employee benefits / Average total assets
|
1.48
|
%
|
|
1.66
|
%
|
||
|
|
|
|
||||
Other operating expenses / Average total assets
|
0.79
|
%
|
|
0.92
|
%
|
||
Less: impact of restructuring costs
|
(0.02
|
)%
|
|
(0.05
|
)%
|
||
Adjusted other operating expenses / Average total assets
|
0.77
|
%
|
|
0.87
|
%
|
||
|
|
|
|
||||
Stockholders' equity
|
$
|
841,117
|
|
|
$
|
778,749
|
|
Less: goodwill and other intangibles
|
(21,698
|
)
|
|
(21,005
|
)
|
||
Tangible common stockholders' equity
|
$
|
819,419
|
|
|
$
|
757,744
|
|
Total assets
|
$
|
8,098,810
|
|
|
$
|
7,902,355
|
|
Less: goodwill and other intangibles
|
(21,698
|
)
|
|
(21,005
|
)
|
||
Tangible assets
|
$
|
8,077,112
|
|
|
$
|
7,881,350
|
|
Common shares outstanding
|
42,166
|
|
|
43,205
|
|
||
Tangible common equity ratio
|
10.14
|
%
|
|
9.61
|
%
|
||
Stockholders' book value per common share
|
$
|
19.95
|
|
|
$
|
18.02
|
|
Tangible stockholders' book value per common share
|
$
|
19.43
|
|
|
$
|
17.54
|
|
|
Three Months Ended March 31,
|
|
Change
|
|||||||||||
(in thousands, except per share amounts and percentages)
|
2020
|
|
2019
|
|
2020 vs 2019
|
|||||||||
Net interest income
|
$
|
49,229
|
|
|
$
|
55,437
|
|
|
$
|
(6,208
|
)
|
|
(11.2
|
)%
|
Provision for loan losses
|
22,000
|
|
|
—
|
|
|
22,000
|
|
|
—
|
%
|
|||
Net interest income after provision for loan losses
|
27,229
|
|
|
55,437
|
|
|
(28,208
|
)
|
|
(50.9
|
)%
|
|||
Noninterest income
|
21,910
|
|
|
13,156
|
|
|
8,754
|
|
|
66.5
|
%
|
|||
Noninterest expense
|
44,867
|
|
|
51,945
|
|
|
(7,078
|
)
|
|
(13.6
|
)%
|
|||
Income before income tax
|
4,272
|
|
|
16,648
|
|
|
(12,376
|
)
|
|
(74.3
|
)%
|
|||
Income tax
|
(890
|
)
|
|
(3,577
|
)
|
|
2,687
|
|
|
(75.1
|
)%
|
|||
Net income
|
$
|
3,382
|
|
|
$
|
13,071
|
|
|
$
|
(9,689
|
)
|
|
(74.1
|
)%
|
Basic earnings per common share
|
$
|
0.08
|
|
|
$
|
0.31
|
|
|
$
|
(0.23
|
)
|
|
(74.2
|
)%
|
Diluted earnings per common share (1)
|
$
|
0.08
|
|
|
$
|
0.30
|
|
|
$
|
(0.22
|
)
|
|
(73.3
|
)%
|
(1)
|
At March 31, 2020 and 2019, potential dilutive instruments consisted of unvested shares of restricted stock and restricted stock units totaling 482,316 and 786,213, respectively, mainly related to the Company’s IPO in 2018. See Note 16 to our unaudited interim financial statements in this Form 10-Q for details on the dilutive effects of the issuance of restricted stock and restricted stock units on earnings per share for the three months ended March 31, 2020 and 2019.
|
|
Three Months Ended March 31,
|
||||||||||||||||||||
|
2020
|
|
2019
|
||||||||||||||||||
(in thousands, except percentages)
|
Average
Balances |
|
Income/
Expense |
|
Yield/
Rates |
|
Average
Balances |
|
Income/
Expense |
|
Yield/
Rates |
||||||||||
Interest-earning assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Loan portfolio, net (1)
|
$
|
5,573,627
|
|
|
$
|
59,788
|
|
|
4.31
|
%
|
|
$
|
5,707,891
|
|
|
$
|
66,722
|
|
|
4.74
|
%
|
Debt securities available for sale (2)
|
1,549,502
|
|
|
9,497
|
|
|
2.47
|
%
|
|
1,532,649
|
|
|
10,750
|
|
|
2.84
|
%
|
||||
Debt securities held to maturity (3)
|
72,472
|
|
|
400
|
|
|
2.22
|
%
|
|
84,613
|
|
|
586
|
|
|
2.81
|
%
|
||||
Equity securities with readily determinable fair value not held for trading
|
24,052
|
|
|
131
|
|
|
2.19
|
%
|
|
23,179
|
|
|
139
|
|
|
2.43
|
%
|
||||
Federal Reserve Bank and FHLB stock
|
71,192
|
|
|
1,037
|
|
|
5.86
|
%
|
|
67,461
|
|
|
1,106
|
|
|
6.65
|
%
|
||||
Deposits with banks
|
171,848
|
|
|
462
|
|
|
1.08
|
%
|
|
169,811
|
|
|
1,004
|
|
|
2.40
|
%
|
||||
Total interest-earning assets
|
7,462,693
|
|
|
71,315
|
|
|
3.84
|
%
|
|
7,585,604
|
|
|
80,307
|
|
|
4.29
|
%
|
||||
Total non-interest-earning assets less allowance for loan losses
|
488,651
|
|
|
|
|
|
|
477,714
|
|
|
|
|
|
||||||||
Total assets
|
$
|
7,951,344
|
|
|
|
|
|
|
$
|
8,063,318
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest-bearing liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Checking and saving accounts -
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest bearing DDA
|
$
|
1,071,558
|
|
|
$
|
135
|
|
|
0.05
|
%
|
|
$
|
1,262,603
|
|
|
$
|
274
|
|
|
0.09
|
%
|
Money market
|
1,136,501
|
|
|
3,249
|
|
|
1.15
|
%
|
|
1,158,623
|
|
|
3,717
|
|
|
1.30
|
%
|
||||
Savings
|
322,682
|
|
|
17
|
|
|
0.02
|
%
|
|
383,425
|
|
|
16
|
|
|
0.02
|
%
|
||||
Total checking and saving accounts
|
2,530,741
|
|
|
3,401
|
|
|
0.54
|
%
|
|
2,804,651
|
|
|
4,007
|
|
|
0.58
|
%
|
||||
Time deposits
|
2,461,073
|
|
|
13,484
|
|
|
2.20
|
%
|
|
2,422,351
|
|
|
12,553
|
|
|
2.10
|
%
|
||||
Total deposits
|
4,991,814
|
|
|
16,885
|
|
|
1.36
|
%
|
|
5,227,002
|
|
|
16,560
|
|
|
1.28
|
%
|
||||
Advances from the FHLB and other borrowings (4)
|
1,195,714
|
|
|
4,412
|
|
|
1.48
|
%
|
|
1,101,356
|
|
|
6,205
|
|
|
2.28
|
%
|
||||
Junior subordinated debentures
|
73,123
|
|
|
789
|
|
|
4.34
|
%
|
|
118,110
|
|
|
2,105
|
|
|
7.23
|
%
|
||||
Total interest-bearing liabilities
|
6,260,651
|
|
|
22,086
|
|
|
1.42
|
%
|
|
6,446,468
|
|
|
24,870
|
|
|
1.56
|
%
|
||||
Total non-interest-bearing liabilities
|
846,493
|
|
|
|
|
|
|
856,211
|
|
|
|
|
|
||||||||
Total liabilities
|
7,107,144
|
|
|
|
|
|
|
7,302,679
|
|
|
|
|
|
||||||||
Stockholders’ equity
|
844,200
|
|
|
|
|
|
|
760,639
|
|
|
|
|
|
||||||||
Total liabilities and stockholders' equity
|
$
|
7,951,344
|
|
|
|
|
|
|
$
|
8,063,318
|
|
|
|
|
|
||||||
Excess of average interest-earning assets over average interest-bearing liabilities
|
$
|
1,202,042
|
|
|
|
|
|
|
$
|
1,139,136
|
|
|
|
|
|
||||||
Net interest income
|
|
|
$
|
49,229
|
|
|
|
|
|
|
$
|
55,437
|
|
|
|
||||||
Net interest rate spread
|
|
|
|
|
2.42
|
%
|
|
|
|
|
|
2.73
|
%
|
||||||||
Net interest margin (5)
|
|
|
|
|
2.65
|
%
|
|
|
|
|
|
2.96
|
%
|
||||||||
Ratio of average interest-earning assets to average interest-bearing liabilities
|
119.20
|
%
|
|
|
|
|
|
117.67
|
%
|
|
|
|
|
(1)
|
Average non-performing loans of $32.8 million and $19.8 million for the three months ended March 31, 2020 and 2019, respectively, are included in the average loan portfolio net balance.
|
(2)
|
Includes nontaxable securities with average balances of $49.4 million and $158.0 million for the three months ended March 31, 2020 and 2019, respectively. The tax equivalent yield for these nontaxable securities for the three months ended March 31, 2020 and 2019 was 3.88% and 4.02%, respectively. In the three months ended March 31, 2020 and 2019, the tax equivalent yields were calculated by assuming a 21% tax rate and dividing the actual yield by 0.79.
|
(3)
|
Includes nontaxable securities with average balances of $72.5 million and $84.6 million for the three months ended March 31, 2020 and 2019, respectively. The tax equivalent yield for these nontaxable securities for the three months ended March 31, 2020 and 2019 was 2.81% and 3.55%, respectively. In the three months ended March 31, 2020 and 2019, the tax equivalent yields were calculated by assuming a 21% tax rate and dividing the actual yield by 0.79.
|
(4)
|
The terms of the advance agreements require the Bank to maintain certain investment securities or loans as collateral for these advances.
|
(5)
|
Net interest margin is defined as net interest income divided by average interest-earning assets, which are loans, securities, deposits with banks and other financial assets which yield interest or similar income.
|
|
Three Months Ended March 31,
|
||||||
|
2020
|
|
2019
|
||||
(in thousands)
|
|
||||||
Balance at the beginning of the period
|
$
|
52,223
|
|
|
$
|
61,762
|
|
|
|
|
|
||||
Charge-offs
|
|
|
|
||||
Domestic Loans:
|
|
|
|
||||
Real estate loans
|
|
|
|
||||
Single-family residential
|
—
|
|
|
(87
|
)
|
||
Owner occupied
|
(27
|
)
|
|
—
|
|
||
|
(27
|
)
|
|
(87
|
)
|
||
Commercial
|
(1,074
|
)
|
|
(992
|
)
|
||
Consumer and others
|
(222
|
)
|
|
(109
|
)
|
||
|
(1,323
|
)
|
|
(1,188
|
)
|
||
|
|
|
|
||||
International Loans (1):
|
|
|
|
||||
Commercial
|
(34
|
)
|
|
(18
|
)
|
||
Consumer and others
|
(251
|
)
|
|
(406
|
)
|
||
|
(285
|
)
|
|
(424
|
)
|
||
Total Charge-offs
|
$
|
(1,608
|
)
|
|
$
|
(1,612
|
)
|
|
|
|
|
||||
Recoveries
|
|
|
|
||||
Domestic Loans:
|
|
|
|
||||
Real estate loans
|
|
|
|
||||
Single-family residential
|
30
|
|
|
39
|
|
||
Commercial
|
61
|
|
|
31
|
|
||
Consumer and others
|
17
|
|
|
1
|
|
||
|
108
|
|
|
71
|
|
||
|
|
|
|
||||
International Loans (1):
|
|
|
|
||||
Commercial
|
124
|
|
|
92
|
|
||
Consumer and others
|
101
|
|
|
9
|
|
||
|
225
|
|
|
101
|
|
||
Total Recoveries
|
$
|
333
|
|
|
$
|
172
|
|
|
|
|
|
||||
Net charge-offs
|
(1,275
|
)
|
|
(1,440
|
)
|
||
Provision for loan losses
|
22,000
|
|
|
—
|
|
||
Balance at the end of the period
|
$
|
72,948
|
|
|
$
|
60,322
|
|
(1)
|
Includes transactions in which the debtor or the customer is domiciled outside the U.S., even when the collateral is located in the U.S.
|
|
Three Months Ended March 31,
|
||||||
|
2020
|
|
2019
|
||||
(in thousands)
|
|
||||||
Venezuela
|
$
|
231
|
|
|
$
|
312
|
|
Other countries
|
20
|
|
|
94
|
|
||
Total charge offs
|
$
|
251
|
|
|
$
|
406
|
|
|
Three Months Ended March 31,
|
|
Change
|
|||||||||||||||||
|
2020
|
|
2019
|
|
2020 vs 2019
|
|||||||||||||||
|
Amount
|
|
%
|
|
Amount
|
|
%
|
|
Amount
|
|
%
|
|||||||||
(in thousands, except percentages)
|
|
|||||||||||||||||||
Deposits and service fees
|
$
|
4,290
|
|
|
19.6
|
%
|
|
$
|
4,086
|
|
|
31.1
|
%
|
|
$
|
204
|
|
|
5.0
|
%
|
Brokerage, advisory and fiduciary activities
|
4,133
|
|
|
18.9
|
%
|
|
3,688
|
|
|
28.0
|
%
|
|
445
|
|
|
12.1
|
%
|
|||
Change in cash surrender value of bank owned life insurance (“BOLI”)(1)
|
1,414
|
|
|
6.5
|
%
|
|
1,404
|
|
|
10.7
|
%
|
|
10
|
|
|
0.7
|
%
|
|||
Securities gains, net (2)
|
9,620
|
|
|
43.9
|
%
|
|
4
|
|
|
—
|
%
|
|
9,616
|
|
|
N/M
|
|
|||
Cards and trade finance servicing fees
|
395
|
|
|
1.8
|
%
|
|
915
|
|
|
7.0
|
%
|
|
(520
|
)
|
|
(56.8
|
)%
|
|||
(Loss) gain on early extinguishment of FHLB advances, net
|
(7
|
)
|
|
—
|
%
|
|
557
|
|
|
4.2
|
%
|
|
(564
|
)
|
|
(101.3
|
)%
|
|||
Data processing and fees for other services
|
—
|
|
|
—
|
%
|
|
520
|
|
|
4.0
|
%
|
|
(520
|
)
|
|
(100.0
|
)%
|
|||
Other noninterest income (3)
|
2,065
|
|
|
9.3
|
%
|
|
1,982
|
|
|
15.0
|
%
|
|
83
|
|
|
4.2
|
%
|
|||
Total noninterest income
|
$
|
21,910
|
|
|
100.0
|
%
|
|
$
|
13,156
|
|
|
100.0
|
%
|
|
$
|
8,754
|
|
|
66.5
|
%
|
(1)
|
Changes in cash surrender value of BOLI are not taxable.
|
(2)
|
Includes net gain on sale of securities of $9.2 million and unrealized gain on change in market value of mutual fund of $0.4 million during the three months ended March 31, 2020.
|
(3)
|
Includes rental income, income from derivative and foreign currency exchange transactions with customers, and valuation income on the investment balances held in the non-qualified deferred compensation plan.
|
|
Three Months Ended March 31,
|
|
Change
|
|||||||||||||||||
|
2020
|
|
2019
|
|
2020 vs 2019
|
|||||||||||||||
|
Amount
|
|
% of Total
|
|
Amount
|
|
% of Total
|
|
Amount
|
|
% of Total
|
|||||||||
(in thousands, except percentages)
|
|
|||||||||||||||||||
Salaries and employee benefits
|
$
|
29,326
|
|
|
65.4
|
%
|
|
$
|
33,437
|
|
|
64.4
|
%
|
|
$
|
(4,111
|
)
|
|
(12.3
|
)%
|
Occupancy and equipment
|
3,803
|
|
|
8.5
|
%
|
|
4,042
|
|
|
7.8
|
%
|
|
(239
|
)
|
|
(5.9
|
)%
|
|||
Telecommunications and data processing
|
3,464
|
|
|
7.7
|
%
|
|
3,026
|
|
|
5.8
|
%
|
|
438
|
|
|
14.5
|
%
|
|||
Professional and other services fees
|
2,954
|
|
|
6.6
|
%
|
|
3,444
|
|
|
6.6
|
%
|
|
(490
|
)
|
|
(14.2
|
)%
|
|||
Depreciation and amortization
|
1,959
|
|
|
4.4
|
%
|
|
1,942
|
|
|
3.7
|
%
|
|
17
|
|
|
0.9
|
%
|
|||
FDIC assessments and insurance
|
1,118
|
|
|
2.5
|
%
|
|
1,393
|
|
|
2.7
|
%
|
|
(275
|
)
|
|
(19.7
|
)%
|
|||
Other operating expenses (1)
|
2,243
|
|
|
4.9
|
%
|
|
4,661
|
|
|
9.0
|
%
|
|
(2,418
|
)
|
|
(51.9
|
)%
|
|||
Total noninterest expenses
|
$
|
44,867
|
|
|
100.0
|
%
|
|
$
|
51,945
|
|
|
100.0
|
%
|
|
$
|
(7,078
|
)
|
|
(13.6
|
)%
|
(1)
|
Includes advertising, marketing, charitable contributions, community engagement, postage and courier expenses, provisions for possible losses on contingent loans, and debits which mirror the valuation income on the investment balances held in the non-qualified deferred compensation plan in order to adjust our liability to participants of the deferred compensation plan.
|
|
Three Months Ended March 31,
|
Change
|
||||||||||||
|
2020
|
|
2019
|
|
2020 vs 2019
|
|||||||||
(in thousands, except effective tax rates and percentages)
|
|
|||||||||||||
Income tax expense
|
$
|
890
|
|
|
$
|
3,577
|
|
|
|
($2,687
|
)
|
|
(75.12
|
)%
|
Effective income tax rate
|
20.83
|
%
|
|
21.49
|
%
|
|
(0.66
|
)%
|
|
(3.07
|
)%
|
|
March 31, 2020
|
|
December 31, 2019
|
||||
(in thousands, except percentages)
|
|
||||||
Total loans, gross (1)
|
$
|
5,668,327
|
|
|
$
|
5,744,339
|
|
Total loans, gross / total assets
|
70.0
|
%
|
|
71.9
|
%
|
||
|
|
|
|
||||
Allowance for loan losses
|
$
|
72,948
|
|
|
$
|
52,223
|
|
Allowance for loan losses / total loans, gross (1) (2)
|
1.29
|
%
|
|
0.91
|
%
|
||
|
|
|
|
||||
Total loans, net (3)
|
$
|
5,595,379
|
|
|
$
|
5,692,116
|
|
Total loans, net / total assets
|
69.1
|
%
|
|
71.3
|
%
|
(1)
|
Total loans, gross are outstanding loan principal balance net of deferred loan fees and costs, excluding loans held for sale and the allowance for loan losses.
|
(2)
|
See Note 5 of our audited consolidated financial statements in the Form 10-K for the year ended December 31, 2019 and Note 5 of these unaudited interim consolidated financial statements for more details on our impairment models.
|
(3)
|
Total loans, net are outstanding loan principal balance net of deferred loan fees and costs, excluding loans held for sale and net of the allowance for loan losses.
|
(in thousands)
|
March 31, 2020
|
|
December 31, 2019
|
||||
Retail (1)
|
$
|
1,144,093
|
|
|
$
|
1,143,565
|
|
Multifamily
|
834,016
|
|
|
801,626
|
|
||
Office space
|
447,408
|
|
|
453,328
|
|
||
Land and construction
|
225,179
|
|
|
278,688
|
|
||
Hospitality
|
196,209
|
|
|
198,807
|
|
||
Industrial and warehouse
|
87,583
|
|
|
96,102
|
|
||
|
$
|
2,934,488
|
|
|
$
|
2,972,116
|
|
(1)
|
Includes loans generally granted to finance the acquisition or operation of non-owner occupied properties such as retail shopping centers, free-standing single-tenant properties, and mixed-use properties with a primary retail component, where the primary source of repayment is derived from the rental income generated from the use of the property by its tenants.
|
(in thousands)
|
March 31, 2020
|
|
December 31, 2019
|
||||
Domestic Loans:
|
|
|
|
||||
Real Estate Loans
|
|
|
|
||||
Commercial real estate (CRE)
|
|
|
|
||||
Non-owner occupied
|
$
|
1,875,293
|
|
|
$
|
1,891,802
|
|
Multi-family residential
|
834,016
|
|
|
801,626
|
|
||
Land development and construction loans
|
225,179
|
|
|
278,688
|
|
||
|
2,934,488
|
|
|
2,972,116
|
|
||
Single-family residential
|
464,252
|
|
|
427,431
|
|
||
Owner occupied
|
923,260
|
|
|
894,060
|
|
||
|
4,322,000
|
|
|
4,293,607
|
|
||
Commercial loans
|
1,027,403
|
|
|
1,190,193
|
|
||
Loans to depository institutions and acceptances (1)
|
16,568
|
|
|
16,547
|
|
||
Consumer loans and overdrafts (2) (3)
|
131,797
|
|
|
72,555
|
|
||
Total Domestic Loans
|
5,497,768
|
|
|
5,572,902
|
|
||
|
|
|
|
||||
International Loans:
|
|
|
|
||||
Real Estate Loans
|
|
|
|
||||
Single-family residential (4)
|
105,088
|
|
|
111,671
|
|
||
Commercial loans
|
57,348
|
|
|
43,850
|
|
||
Loans to depository institutions and acceptances
|
8
|
|
|
5
|
|
||
Consumer loans and overdrafts (3) (5)
|
8,115
|
|
|
15,911
|
|
||
Total International Loans
|
170,559
|
|
|
171,437
|
|
||
Total Loan Portfolio
|
$
|
5,668,327
|
|
|
$
|
5,744,339
|
|
(1)
|
Secured by cash or U.S. Government securities.
|
(2)
|
Includes customers’ overdraft balances totaling $0.7 million and $1.3 million as of March 31, 2020 and December 31, 2019, respectively.
|
(3)
|
There were no outstanding credit card balances as of March 31, 2020. At December 31, 2019, balances were mostly comprised of credit card extensions of credit to customers with deposits with the Bank. The Company phased out its legacy credit card products to further strengthen its credit quality.
|
(4)
|
Secured by real estate properties located in the U.S.
|
(5)
|
International customers’ overdraft balances were de minimis at each of the dates presented.
|
|
March 31, 2020
|
|
December 31, 2019
|
||||||||||
|
Net Exposure (1)
|
|
%
Total Assets
|
|
Net Exposure (1)
|
|
%
Total Assets
|
||||||
(in thousands, except percentages)
|
|
||||||||||||
Venezuela (2)
|
$
|
97,944
|
|
|
1.2
|
%
|
|
$
|
112,297
|
|
|
1.4
|
%
|
Other (3)
|
72,615
|
|
|
0.9
|
%
|
|
59,140
|
|
|
0.7
|
%
|
||
Total
|
$
|
170,559
|
|
|
2.1
|
%
|
|
$
|
171,437
|
|
|
2.1
|
%
|
(1)
|
Consists of outstanding principal amounts, net of collateral of cash, cash equivalents or other financial instruments totaling $14.5million and $15.2 million as of March 31, 2020 and December 31, 2019, respectively.
|
(2)
|
Includes mortgage loans for single-family residential properties located in the U.S. totaling $97.5 million and $104.0 million as of March 31, 2020 and December 31, 2019, respectively.
|
(3)
|
Includes loans to borrowers in other countries which do not individually exceed one percent of total assets in any of the reported periods.
|
|
March 31, 2020
|
|
December 31, 2019
|
||||||||||||||||||||||||||||
|
Less than 1 year
|
|
1-3 Years
|
|
More than 3 years
|
|
Total
|
|
Less than 1 year
|
|
1-3 Years
|
|
More than 3 years
|
|
Total
|
||||||||||||||||
(in thousands)
|
|
|
|
||||||||||||||||||||||||||||
Venezuela (1)
|
$
|
24
|
|
|
$
|
97,920
|
|
|
$
|
—
|
|
|
$
|
97,944
|
|
|
$
|
8,141
|
|
|
$
|
3,617
|
|
|
$
|
100,539
|
|
|
$
|
112,297
|
|
Other (2)
|
—
|
|
|
72,615
|
|
|
—
|
|
|
72,615
|
|
|
6,146
|
|
|
9,282
|
|
|
43,712
|
|
|
59,140
|
|
||||||||
Total (3)
|
$
|
24
|
|
|
$
|
170,535
|
|
|
$
|
—
|
|
|
$
|
170,559
|
|
|
$
|
14,287
|
|
|
$
|
12,899
|
|
|
$
|
144,251
|
|
|
$
|
171,437
|
|
(1)
|
Includes mortgage loans for single-family residential properties located in the U.S. totaling $97.5 million and $104.0 million as of March 31, 2020 and December 31, 2019, respectively.
|
(2)
|
Includes loans to borrowers in other countries which do not individually exceed one percent of total assets in any of the reported periods.
|
(3)
|
Consists of outstanding principal amounts, net of cash collateral, cash equivalents or other financial instruments totaling $14.5 million and $15.2 million as of March 31, 2020 and December 31, 2019, respectively.
|
|
March 31, 2020
|
|
December 31, 2019
|
||||||||||
|
Allowance
|
|
% of Loans in Each Category to Total Loans
|
|
Allowance
|
|
% of Loans in Each Category to Total Loans
|
||||||
(in thousands, except percentages)
|
|
||||||||||||
Domestic Loans
|
|
|
|
|
|
|
|
||||||
Real estate
|
$
|
36,430
|
|
|
51.8
|
%
|
|
$
|
25,040
|
|
|
51.7
|
%
|
Commercial
|
28,255
|
|
|
36.5
|
%
|
|
22,132
|
|
|
38.1
|
%
|
||
Financial institutions
|
42
|
|
|
0.3
|
%
|
|
42
|
|
|
0.3
|
%
|
||
Consumer and others (1)
|
5,695
|
|
|
8.4
|
%
|
|
1,677
|
|
|
6.9
|
%
|
||
|
70,422
|
|
|
97.0
|
%
|
|
48,891
|
|
|
97.0
|
%
|
||
|
|
|
|
|
|
|
|
||||||
International Loans (2)
|
|
|
|
|
|
|
|
||||||
Commercial
|
807
|
|
|
1.0
|
%
|
|
350
|
|
|
0.8
|
%
|
||
Financial institutions
|
—
|
|
|
—
|
%
|
|
—
|
|
|
—
|
%
|
||
Consumer and others (1)
|
1,719
|
|
|
2.0
|
%
|
|
2,982
|
|
|
2.2
|
%
|
||
|
2,526
|
|
|
3.0
|
%
|
|
3,332
|
|
|
3.0
|
%
|
||
|
|
|
|
|
|
|
|
||||||
Total Allowance for Loan Losses
|
$
|
72,948
|
|
|
100.0
|
%
|
|
$
|
52,223
|
|
|
100.0
|
%
|
% of Total Loans
|
1.29
|
%
|
|
|
|
0.91
|
%
|
|
|
(1)
|
Includes: (i) credit card receivables to cardholders for whom charge privileges have been stopped as of December 31, 2019; and (ii) mortgage loans for and secured by single-family residential properties located in the U.S. The total allowance for loan losses, after the charge-offs, for credit card receivables totaled $1.8 million at December 31, 2019. Outstanding credit card balances were repaid during the first quarter of 2020, therefore, there is no allowance for the credit card product as of March 31, 2020.
|
(2)
|
Includes transactions in which the debtor or customer is domiciled outside the U.S. and all collateral is located in the U.S.
|
|
March 31, 2020
|
|
December 31, 2019
|
||||
(in thousands)
|
|
||||||
Non-Accrual Loans (1)
|
|
|
|
||||
Domestic Loans:
|
|
|
|
||||
Real Estate Loans
|
|
|
|
||||
Commercial real estate (CRE)
|
|
|
|
||||
Non-owner occupied
|
$
|
1,936
|
|
|
$
|
1,936
|
|
Single-family residential
|
5,340
|
|
|
5,431
|
|
||
Owner occupied
|
13,897
|
|
|
14,130
|
|
||
|
21,173
|
|
|
21,497
|
|
||
Commercial loans
|
9,993
|
|
|
9,149
|
|
||
Consumer loans and overdrafts
|
443
|
|
|
390
|
|
||
Total Domestic
|
31,609
|
|
|
31,036
|
|
||
|
|
|
|
||||
International Loans: (2)
|
|
|
|
||||
Real Estate Loans
|
|
|
|
||||
Single-family residential
|
1,737
|
|
|
1,860
|
|
||
Consumer loans and overdrafts
|
24
|
|
|
26
|
|
||
Total International
|
1,761
|
|
|
1,886
|
|
||
Total Non-Accrual Loans
|
$
|
33,370
|
|
|
$
|
32,922
|
|
|
|
|
|
||||
Past Due Accruing Loans (3)
|
|
|
|
||||
|
|
|
|
||||
International Loans:
|
|
|
|
||||
Real Estate Loans
|
|
|
|
||||
Single-family residential
|
5
|
|
|
—
|
|
||
Consumer loans and overdrafts
|
12
|
|
|
5
|
|
||
Total International
|
17
|
|
|
5
|
|
||
Total Past Due Accruing Loans
|
$
|
17
|
|
|
$
|
5
|
|
|
|
|
|
||||
Total Non-Performing Loans
|
$
|
33,387
|
|
|
$
|
32,927
|
|
Other Real Estate Owned
|
42
|
|
|
42
|
|
||
Total Non-Performing Assets
|
$
|
33,429
|
|
|
$
|
32,969
|
|
(1)
|
Includes loan modifications that met the definition of TDRs that may be performing in accordance with their modified loan terms. As of March 31, 2020 and December 31, 2019, non-performing TDRs include $9.7 million and $9.8 million, respectively, in a multiple loan relationship to a South Florida borrower.
|
(2)
|
Includes transactions in which the debtor or customer is domiciled outside the U.S., but where all collateral is located in the U.S.
|
(3)
|
Loans past due 90 days or more but still accruing.
|
|
March 31, 2020
|
|
December 31, 2019
|
||||||||||||||||||||||||||||
(in thousands)
|
Special Mention
|
|
Substandard
|
|
Doubtful
|
|
Total (1)
|
|
Special Mention
|
|
Substandard
|
|
Doubtful
|
|
Total (1)
|
||||||||||||||||
Real Estate Loans
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Commercial Real Estate (CRE)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Non-owner occupied
|
$
|
—
|
|
|
$
|
757
|
|
|
$
|
1,936
|
|
|
$
|
2,693
|
|
|
$
|
9,324
|
|
|
$
|
762
|
|
|
$
|
1,936
|
|
|
$
|
12,022
|
|
Multi-family residential
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Land development and construction loans
|
9,852
|
|
|
—
|
|
|
—
|
|
|
9,852
|
|
|
9,955
|
|
|
—
|
|
|
—
|
|
|
9,955
|
|
||||||||
|
9,852
|
|
|
757
|
|
|
1,936
|
|
|
12,545
|
|
|
19,279
|
|
|
762
|
|
|
1,936
|
|
|
21,977
|
|
||||||||
Single-family residential
|
—
|
|
|
7,082
|
|
|
—
|
|
|
7,082
|
|
|
—
|
|
|
7,291
|
|
|
—
|
|
|
7,291
|
|
||||||||
Owner occupied
|
7,190
|
|
|
14,005
|
|
|
—
|
|
|
21,195
|
|
|
8,138
|
|
|
14,240
|
|
|
—
|
|
|
22,378
|
|
||||||||
|
17,042
|
|
|
21,844
|
|
|
1,936
|
|
|
40,822
|
|
|
27,417
|
|
|
22,293
|
|
|
1,936
|
|
|
51,646
|
|
||||||||
Commercial loans
|
2,587
|
|
|
9,459
|
|
|
2,643
|
|
|
14,689
|
|
|
5,569
|
|
|
8,406
|
|
|
2,669
|
|
|
16,644
|
|
||||||||
Consumer loans and overdrafts
|
—
|
|
|
41
|
|
|
434
|
|
|
475
|
|
|
—
|
|
|
67
|
|
|
357
|
|
|
424
|
|
||||||||
|
$
|
19,629
|
|
|
$
|
31,344
|
|
|
$
|
5,013
|
|
|
$
|
55,986
|
|
|
$
|
32,986
|
|
|
$
|
30,766
|
|
|
$
|
4,962
|
|
|
$
|
68,714
|
|
(in thousands)
|
March 31, 2020
|
|
December 31, 2019
|
||||
Real estate loans
|
|
|
|
||||
Commercial real estate (CRE)
|
|
|
|
||||
Non-owner occupied
|
$
|
757
|
|
|
$
|
762
|
|
Owner occupied
|
108
|
|
|
110
|
|
||
|
865
|
|
|
872
|
|
||
Commercial loans
|
2,108
|
|
|
1,926
|
|
||
Consumer loans and overdrafts (1)
|
8
|
|
|
9
|
|
||
|
$
|
2,981
|
|
|
$
|
2,807
|
|
|
March 31, 2020
|
|
December 31, 2019
|
||||||||||
|
Amount
|
|
%
|
|
Amount
|
|
%
|
||||||
(in thousands, except percentages)
|
|
||||||||||||
Debt securities available for sale:
|
|
|
|
|
|
|
|
||||||
U.S. government agency debt
|
$
|
253,182
|
|
|
14.3
|
%
|
|
$
|
228,397
|
|
|
13.1
|
%
|
U.S. government sponsored enterprise debt
|
875,181
|
|
|
49.4
|
%
|
|
933,112
|
|
|
53.6
|
%
|
||
Corporate debt (1) (2)
|
330,194
|
|
|
18.7
|
%
|
|
252,836
|
|
|
14.5
|
%
|
||
U.S. Treasury debt
|
77,325
|
|
|
4.4
|
%
|
|
104,236
|
|
|
6.0
|
%
|
||
Municipal bonds
|
65,421
|
|
|
3.7
|
%
|
|
50,171
|
|
|
2.9
|
%
|
||
|
$
|
1,601,303
|
|
|
90.5
|
%
|
|
$
|
1,568,752
|
|
|
90.1
|
%
|
|
|
|
|
|
|
|
|
||||||
Debt securities held to maturity (3)
|
$
|
70,336
|
|
|
4.0
|
%
|
|
$
|
73,876
|
|
|
4.3
|
%
|
|
|
|
|
|
|
|
|
||||||
Equity securities with readily determinable fair value not held for trading (4)
|
24,225
|
|
|
1.4
|
%
|
|
23,848
|
|
|
1.4
|
%
|
||
|
|
|
|
|
|
|
|
||||||
Other securities (5):
|
$
|
74,123
|
|
|
4.1
|
%
|
|
$
|
72,934
|
|
|
4.2
|
%
|
|
$
|
1,769,987
|
|
|
100.0
|
%
|
|
$
|
1,739,410
|
|
|
100.0
|
%
|
(1)
|
March 31, 2020 and December 31, 2019 include $13.4 million and $5.2 million, respectively, in “investment-grade” quality securities issued by corporate entities. The securities issuers were from Canada and Japan in two different sectors at March 31, 2020, and from Japan in the financial services sector at December 31, 2019. The Company limits exposure to foreign investments based on cross border exposure by country, risk appetite and policy. All foreign investments are denominated in U.S. Dollars.
|
(2)
|
Securities from issuers in the financial services sector represent 1.8% and 1.3% of our total assets at March 31, 2020 and December 31, 2019, respectively.
|
(3)
|
Includes securities issued by U.S. government and U.S. government sponsored agencies.
|
(4)
|
Includes an open-end fund incorporated in the U.S. The Fund's objective is to provide a high level of current income consistent with the preservation of capital and investments deemed to be qualified under the Community Reinvestment Act of 1977.
|
(5)
|
Includes investments in FHLB and Federal Reserve Bank stock. Amounts correspond to original cost at the date presented. Original cost approximates fair value because of the nature of these investments.
|
March 31, 2020
|
|||||||||||||||||||||||||||||||||||||||||
(in thousands, except percentages)
|
Total
|
|
Less than a year
|
|
One to five years
|
|
Five to ten years
|
|
Over ten years
|
|
No maturity
|
||||||||||||||||||||||||||||||
Amount
|
|
Yield
|
|
Amount
|
|
Yield
|
|
Amount
|
|
Yield
|
|
Amount
|
|
Yield
|
|
Amount
|
|
Yield
|
|
Amount
|
|
Yield
|
|||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Debt securities available for sale
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
U.S. Government sponsored enterprise debt
|
$
|
875,181
|
|
|
2.74
|
%
|
|
$
|
1,889
|
|
|
3.65
|
%
|
|
$
|
27,399
|
|
|
2.53
|
%
|
|
$
|
108,743
|
|
|
2.76
|
%
|
|
$
|
737,150
|
|
|
2.74
|
%
|
|
$
|
—
|
|
|
—
|
%
|
Corporate debt-domestic
|
316,767
|
|
|
3.11
|
%
|
|
95,221
|
|
|
3.29
|
%
|
|
123,542
|
|
|
2.79
|
%
|
|
90,552
|
|
|
3.23
|
%
|
|
7,452
|
|
|
4.76
|
%
|
|
—
|
|
|
—
|
%
|
||||||
U.S. Government agency debt
|
253,182
|
|
|
2.58
|
%
|
|
85
|
|
|
3.29
|
%
|
|
10,027
|
|
|
2.35
|
%
|
|
31,453
|
|
|
2.62
|
%
|
|
211,617
|
|
|
2.58
|
%
|
|
—
|
|
|
—
|
%
|
||||||
Municipal bonds
|
65,421
|
|
|
3.11
|
%
|
|
—
|
|
|
—
|
%
|
|
—
|
|
|
—
|
%
|
|
46,554
|
|
|
3.33
|
%
|
|
18,867
|
|
|
2.57
|
%
|
|
—
|
|
|
—
|
%
|
||||||
Corporate debt-foreign
|
13,427
|
|
|
3.17
|
%
|
|
—
|
|
|
—
|
%
|
|
4,967
|
|
|
2.07
|
%
|
|
8,460
|
|
|
3.81
|
%
|
|
—
|
|
|
—
|
%
|
|
—
|
|
|
—
|
%
|
||||||
U.S. treasury securities
|
77,325
|
|
|
1.57
|
%
|
|
6,800
|
|
|
1.57
|
%
|
|
1,017
|
|
|
0.56
|
%
|
|
—
|
|
|
—
|
%
|
|
69,508
|
|
|
1.59
|
%
|
|
—
|
|
|
—
|
%
|
||||||
|
$
|
1,601,303
|
|
|
2.75
|
%
|
|
$
|
103,995
|
|
|
3.18
|
%
|
|
$
|
166,952
|
|
|
2.69
|
%
|
|
$
|
285,762
|
|
|
3.02
|
%
|
|
$
|
1,044,594
|
|
|
2.64
|
%
|
|
$
|
—
|
|
|
—
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Debt securities held to maturity
|
$
|
70,336
|
|
|
2.39
|
%
|
|
$
|
—
|
|
|
—
|
%
|
|
$
|
—
|
|
|
—
|
%
|
|
$
|
11,567
|
|
|
2.92
|
%
|
|
$
|
58,769
|
|
|
2.28
|
%
|
|
$
|
—
|
|
|
—
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Equity securities with readily determinable fair value not held for trading
|
24,225
|
|
|
2.12
|
%
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
24,225
|
|
|
2.12
|
%
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Other securities
|
$
|
74,123
|
|
|
5.94
|
%
|
|
$
|
—
|
|
|
—
|
%
|
|
$
|
—
|
|
|
—
|
%
|
|
$
|
—
|
|
|
—
|
%
|
|
$
|
—
|
|
|
—
|
%
|
|
$
|
74,123
|
|
|
5.94
|
%
|
|
$
|
1,769,987
|
|
|
2.86
|
%
|
|
$
|
103,995
|
|
|
3.18
|
%
|
|
$
|
166,952
|
|
|
2.69
|
%
|
|
$
|
297,329
|
|
|
3.01
|
%
|
|
$
|
1,103,363
|
|
|
2.62
|
%
|
|
$
|
98,348
|
|
|
5.00
|
%
|
December 31, 2019
|
|||||||||||||||||||||||||||||||||||||||||
(in thousands, except percentages)
|
Total
|
|
Less than a year
|
|
One to five years
|
|
Five to ten years
|
|
Over ten years
|
|
No maturity
|
||||||||||||||||||||||||||||||
Amount
|
|
Yield
|
|
Amount
|
|
Yield
|
|
Amount
|
|
Yield
|
|
Amount
|
|
Yield
|
|
Amount
|
|
Yield
|
|
Amount
|
|
Yield
|
|||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Debt securities available for sale
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
U.S. government sponsored enterprise debt
|
933,112
|
|
|
2.76
|
%
|
|
2,296
|
|
|
3.81
|
%
|
|
23,781
|
|
|
2.51
|
%
|
|
113,341
|
|
|
2.83
|
%
|
|
793,694
|
|
|
2.75
|
%
|
|
—
|
|
|
—
|
%
|
||||||
Corporate debt-domestic
|
247,602
|
|
|
2.97
|
|
|
38,270
|
|
|
2.59
|
|
|
140,945
|
|
|
2.90
|
|
|
68,387
|
|
|
3.34
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
U.S. government agency debt
|
228,397
|
|
|
2.76
|
|
|
133
|
|
|
2.46
|
|
|
9,903
|
|
|
2.53
|
|
|
28,195
|
|
|
2.82
|
|
|
190,166
|
|
|
2.76
|
|
|
—
|
|
|
—
|
|
||||||
U.S. Treasury debt securities
|
104,236
|
|
|
2.07
|
|
|
6,765
|
|
|
1.61
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
97,471
|
|
|
2.10
|
|
|
—
|
|
|
—
|
|
||||||
Municipal bonds
|
50,171
|
|
|
3.29
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
29,371
|
|
|
3.23
|
|
|
20,800
|
|
|
3.38
|
|
|
—
|
|
|
—
|
|
||||||
Corporate debt-foreign
|
5,234
|
|
|
2.82
|
|
|
—
|
|
|
—
|
|
|
5,234
|
|
|
2.82
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
|
1,568,752
|
|
|
2.76
|
|
|
47,464
|
|
|
2.51
|
|
|
179,863
|
|
|
2.83
|
|
|
239,294
|
|
|
3.02
|
|
|
1,102,131
|
|
|
2.71
|
|
|
—
|
|
|
—
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Debt securities held to maturity
|
73,876
|
|
|
2.50
|
%
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
73,876
|
|
|
2.50
|
%
|
|
—
|
|
|
—
|
|
||||||
Equity securities with readily determinable fair value not held for trading
|
23,848
|
|
|
2.13
|
%
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
23,848
|
|
|
2.13
|
%
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Other securities
|
72,934
|
|
|
6.02
|
%
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
72,934
|
|
|
6.02
|
%
|
||||||
|
$
|
1,739,410
|
|
|
2.88
|
%
|
|
$
|
47,464
|
|
|
2.51
|
%
|
|
$
|
179,863
|
|
|
2.83
|
%
|
|
$
|
239,294
|
|
|
3.02
|
%
|
|
$
|
1,176,007
|
|
|
2.69
|
%
|
|
$
|
96,782
|
|
|
5.06
|
%
|
|
|
|
|
|
Change
|
|||||||||
(in thousands, except percentages)
|
March 31, 2020
|
|
December 31, 2019
|
|
Amount
|
|
%
|
|||||||
Deposits
|
|
|
|
|
|
|
|
|||||||
Domestic (1) (2)
|
$
|
3,253,972
|
|
|
$
|
3,121,827
|
|
|
$
|
132,145
|
|
|
4.2
|
%
|
Foreign:
|
|
|
|
|
|
|
|
|||||||
Venezuela (3)
|
2,224,353
|
|
|
2,270,970
|
|
|
(46,617
|
)
|
|
(2.1
|
)%
|
|||
Others
|
363,887
|
|
|
364,346
|
|
|
(459
|
)
|
|
(0.1
|
)%
|
|||
Total foreign
|
2,588,240
|
|
|
2,635,316
|
|
|
(47,076
|
)
|
|
(1.8
|
)%
|
|||
Total deposits
|
$
|
5,842,212
|
|
|
$
|
5,757,143
|
|
|
$
|
85,069
|
|
|
1.5
|
%
|
(1)
|
Includes brokered deposits of $646.9 million and $682.4 million at March 31, 2020 and December 31, 2019, respectively.
|
(2)
|
Domestic deposits, excluding brokered, were up $167.6 million or 6.87%, compared to December 31, 2019.
|
(3)
|
Based upon the diligence we customarily perform to "know our customers" for anti-money laundering, OFAC and sanctions purposes, and a review of the Executive Order issued by the President of the United States on August 5, 2019 and the related Treasury Department Guidance, we do not believe that the U.S. economic embargo on certain Venezuelan persons will adversely affect our Venezuelan customer relationships, generally.
|
|
March 31, 2020
|
|||||
(in thousands, except percentages)
|
|
|||||
Less than 3 months
|
$
|
423,857
|
|
|
27.5
|
%
|
3 to 6 months
|
254,723
|
|
|
16.5
|
%
|
|
6 to 12 months
|
465,988
|
|
|
30.2
|
%
|
|
1 to 3 years
|
219,212
|
|
|
14.2
|
%
|
|
Over 3 years
|
179,591
|
|
|
11.6
|
%
|
|
Total
|
$
|
1,543,371
|
|
|
100.0
|
%
|
|
March 31,
2020 |
|
December 31,
2019 |
||||
(in thousands, except percentages)
|
|
|
|
||||
Outstanding at period-end
|
$
|
260,000
|
|
|
$
|
285,000
|
|
Average amount
|
240,000
|
|
|
478,333
|
|
||
Maximum amount outstanding at any month-end
|
300,000
|
|
|
600,000
|
|
||
Weighted average interest rate:
|
|
|
|
||||
During period
|
1.66
|
%
|
|
2.29
|
%
|
||
End of period
|
1.29
|
%
|
|
1.93
|
%
|
|
Three Months Ended March 31,
|
||||||
|
2020
|
|
2019
|
||||
(in thousands, except percentages and per share data)
|
|
||||||
Net income
|
$
|
3,382
|
|
|
$
|
13,071
|
|
Basic earnings per common share
|
0.08
|
|
|
0.31
|
|
||
Diluted earnings per common share (1)
|
0.08
|
|
|
0.30
|
|
||
|
|
|
|
||||
Average total assets
|
$
|
7,951,344
|
|
|
$
|
8,063,318
|
|
Average stockholders' equity
|
844,200
|
|
|
760,639
|
|
||
Net income / Average total assets (ROA)
|
0.17 %
|
|
|
0.65 %
|
|
||
Net income / Average stockholders' equity (ROE)
|
1.61 %
|
|
|
6.87 %
|
|
||
Average stockholders' equity / Average total assets ratio
|
10.62 %
|
|
|
9.43 %
|
|
||
|
|
|
|
||||
Adjusted net income (2)
|
$
|
3,662
|
|
|
$
|
13,803
|
|
Adjusted earnings per common share (2)
|
0.09
|
|
|
0.33
|
|
||
Adjusted earnings per diluted common share (2)
|
0.09
|
|
|
0.32
|
|
||
|
|
|
|
||||
Adjusted net income / Average total assets (Adjusted ROA) (2)
|
0.19
|
%
|
|
0.69
|
%
|
||
Adjusted net income / Average stockholders' equity (Adjusted ROE) (2)
|
1.74
|
%
|
|
7.25
|
%
|
(1)
|
As of March 31, 2020 and 2019 potential dilutive instruments consisted of unvested shares of restricted stock and restricted stock units mainly related to the Company’s IPO in 2018, totaling 482,316 and 786,213, respectively. These potential dilutive instruments were included in the diluted earnings per share computation because, when the unamortized deferred compensation cost related to these shares was divided by the average market price per share at those dates, fewer shares would have been purchased than restricted shares assumed issued. Therefore, at those dates, such awards resulted in higher diluted weighted average shares outstanding than basic weighted average shares outstanding, and had a dilutive effect in per share earnings.
|
(2)
|
See “Selected Financial Information” for an explanation of certain non-GAAP financial measures and see “Non-GAAP Financial Measures Reconciliation” for a reconciliation of the non-GAAP financial measures to their GAAP counterparts.
|
|
March 31, 2020
|
|
December 31, 2019
|
||||
(in thousands)
|
|
||||||
Advances from the FHLB and other borrowings:
|
|
|
|
||||
Fixed rate ranging from 0.44% to 3.23% (December 31, 2019 - 0.71% to 3.23%) (1)
|
$
|
1,205,000
|
|
|
$
|
1,085,000
|
|
Floating rate three-month LIBOR ranging from 1.73% to 1.87% (December 31, 2019- 1.84% to 2.03%)
|
60,000
|
|
|
150,000
|
|
||
|
$
|
1,265,000
|
|
|
$
|
1,235,000
|
|
(1)
|
As of March 31, 2020 and December 31, 2019, includes $530 million (fixed interest rate raging from 0.62% to 0.97%) in advances from the FHLB that are callable prior to maturity.
|
|
Actual
|
|
Required for Capital Adequacy Purposes
|
|
Regulatory Minimums To be Well Capitalized
|
|||||||||||||||
(in thousands, except percentages)
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
|||||||||
March 31, 2020
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Total capital ratio
|
$
|
930,003
|
|
|
14.54
|
%
|
|
$
|
511,741
|
|
|
8.00
|
%
|
|
$
|
639,676
|
|
|
10.00
|
%
|
Tier 1 capital ratio
|
855,885
|
|
|
13.38
|
%
|
|
383,806
|
|
|
6.00
|
%
|
|
511,741
|
|
|
8.00
|
%
|
|||
Tier 1 leverage ratio
|
855,885
|
|
|
10.82
|
%
|
|
316,369
|
|
|
4.00
|
%
|
|
395,461
|
|
|
5.00
|
%
|
|||
Common Equity Tier 1 (CET1)
|
794,742
|
|
|
12.42
|
%
|
|
287,854
|
|
|
4.50
|
%
|
|
415,790
|
|
|
6.50
|
%
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
December 31, 2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Total capital ratio
|
$
|
945,310
|
|
|
14.78
|
%
|
|
$
|
511,760
|
|
|
8.00
|
%
|
|
$
|
639,699
|
|
|
10.00
|
%
|
Tier 1 capital ratio
|
891,913
|
|
|
13.94
|
%
|
|
383,820
|
|
|
6.00
|
%
|
|
511,760
|
|
|
8.00
|
%
|
|||
Tier 1 leverage ratio
|
891,913
|
|
|
11.32
|
%
|
|
315,055
|
|
|
4.00
|
%
|
|
393,819
|
|
|
5.00
|
%
|
|||
Common Equity Tier 1 (CET1)
|
806,050
|
|
|
12.60
|
%
|
|
287,865
|
|
|
4.50
|
%
|
|
415,805
|
|
|
6.50
|
%
|
|
Actual
|
|
Required for Capital Adequacy Purposes
|
|
Regulatory Minimums to be Well Capitalized
|
|||||||||||||||
(in thousands, except percentages)
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
|||||||||
March 31, 2020
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Total capital ratio
|
$
|
867,364
|
|
|
13.56
|
%
|
|
$
|
511,615
|
|
|
8.00
|
%
|
|
$
|
639,519
|
|
|
10.00
|
%
|
Tier 1 capital ratio
|
793,246
|
|
|
12.40
|
%
|
|
383,711
|
|
|
6.00
|
%
|
|
511,615
|
|
|
8.00
|
%
|
|||
Tier 1 leverage ratio
|
793,246
|
|
|
10.03
|
%
|
|
316,262
|
|
|
4.00
|
%
|
|
395,327
|
|
|
5.00
|
%
|
|||
Common Equity Tier 1 (CET1)
|
793,246
|
|
|
12.40
|
%
|
|
287,783
|
|
|
4.50
|
%
|
|
415,687
|
|
|
6.50
|
%
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
December 31, 2019
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Total capital ratio
|
$
|
841,305
|
|
|
13.15
|
%
|
|
$
|
511,638
|
|
|
8.00
|
%
|
|
$
|
639,547
|
|
|
10.00
|
%
|
Tier 1 capital ratio
|
787,908
|
|
|
12.32
|
%
|
|
383,728
|
|
|
6.00
|
%
|
|
511,638
|
|
|
8.00
|
%
|
|||
Tier 1 leverage ratio
|
787,908
|
|
|
10.01
|
%
|
|
314,800
|
|
|
4.00
|
%
|
|
393,500
|
|
|
5.00
|
%
|
|||
Common Equity Tier 1 (CET1)
|
787,908
|
|
|
12.32
|
%
|
|
287,796
|
|
|
4.50
|
%
|
|
415,706
|
|
|
6.50
|
%
|
(in thousands)
|
March 31, 2020
|
|
December 31, 2019
|
||||
Commitments to extend credit
|
$
|
786,873
|
|
|
$
|
820,380
|
|
Letters of credit
|
19,931
|
|
|
17,414
|
|
||
|
$
|
806,804
|
|
|
$
|
837,794
|
|
Period
|
Total number of shares purchased (1)
|
Average price paid per share
|
Total number of shares purchased as part of publicly announced plans or programs (2)
|
Maximum number (or approximate dollar value) of shares that may yet be purchased under the plans or programs (2)
|
||||
January 1, 2020 - January 31, 2020
|
—
|
|
—
|
|
—
|
|
—
|
|
February 1, 2020 - February 29, 2020
|
932,459
|
|
$16.00
|
—
|
|
—
|
|
|
March 1, 2020 - March 31, 2020
|
—
|
|
—
|
|
—
|
|
—
|
|
Total
|
932,459
|
|
$16.00
|
—
|
|
—
|
|
Exhibit
Number
|
Description
|
10.1
|
|
31.1
|
|
31.2
|
|
32.1
|
|
32.2
|
|
101.INS
|
XBRL Instance Document
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document
|
104
|
Cover Page Interactive Data (embedded within XBRL documents)
|
|
|
|
AMERANT BANCORP INC.
(Registrant)
|
|
|
|
|
|
|
Date:
|
May 8, 2020
|
|
By:
|
/s/ Millar Wilson
|
|
|
|
|
Millar Wilson
|
|
|
|
|
Vice-Chairman and
Chief Executive Officer
|
|
|
|
|
|
Date:
|
May 8, 2020
|
|
By:
|
/s/ Carlos Iafigliola
|
|
|
|
|
Carlos Iafigliola
|
|
|
|
|
Senior Vice President, Treasury Manager and Interim Chief Financial Officer
|
|
|
|
|
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
/s/ Millar Wilson
|
Millar Wilson
Vice-Chairman and
Chief Executive Officer
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
/s/ Carlos Iafigliola
|
Carlos Iafigliola
Senior Vice President, Treasury Manager and Interim Chief Financial Officer
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
/s/ Millar Wilson
|
Millar Wilson
|
Vice-Chairman and
Chief Executive Officer
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
/s/ Carlos Iafigliola
|
Carlos Iafigliola
|
Senior Vice President, Treasury Manager and Interim Chief Financial Officer
|