ConnectOne Bancorp, Inc. Reports Second Quarter 2014 Results; Merger and Conversion Completed in July on Schedule

ENGLEWOOD CLIFFS, N.J., July 25, 2014 (GLOBE NEWSWIRE) -- ConnectOne Bancorp, Inc. (Nasdaq:CNOB) (the "Company" or "ConnectOne"), parent company of ConnectOne Bank (the "Bank"), today reported net income available to common stockholders of $4.4 million, or $0.26 per diluted share, for the second quarter of 2014, compared with net income available to common stockholders of $4.9 million, or $0.30 per diluted share, for the prior-year period. Second quarter 2014 results include $0.6 million in after-tax merger expenses. Excluding such merger costs, net income available to common stockholders for the second quarter of 2014 was $5.0 million, or $0.31 per diluted share. As the merger closed on July 1, 2014, the results for periods ending June 30, 2014 do not include the operations of the combined company.

For the six months ended June 30, 2014, net income available to common stockholders was $8.7 million, or $0.53 per diluted share, compared to $9.8 million, or $0.60 per diluted share, for the same period of 2013. Excluding after-tax merger expenses of $1.4 million, net income available to common stockholders for the six months ended June 30, 2014 was $10.1 million, or $0.62 per diluted share.

"This has been a remarkable period for the Company," said Frank Sorrentino, ConnectOne's Chairman and Chief Executive Officer. "Our merger has established us as one of the largest financial institutions in New Jersey whose enhanced scale, advanced technology, and improved lending capabilities will benefit our clients while continuing to create shareholder value. Our team has worked tirelessly to successfully complete this merger, and this dedication has enabled us to complete our systems integration and transition to ConnectOne's operating platform on schedule. Our cost efficiencies are on target to be fully realized by the end of 2014." Mr. Sorrentino added, "I want to thank our board of directors, our employees, business partners and shareholders whose unwavering guidance and support has made this milestone possible. We are now well positioned to continue our growth trajectory utilizing our greater capital resources, expanded products and broader geographic footprint across the New Jersey/New York metropolitan area."

The merger of legacy ConnectOne Bancorp with Center Bancorp was completed on July 1, 2014, with Center Bancorp deemed to be the "accounting acquirer", thus the financial statements included in this earnings press release do not include legacy ConnectOne results. In future reporting periods, commencing July 1, 2014, legacy ConnectOne's results of operations will be included in ConnectOne's financial information while historical financial statements will reflect only Center Bancorp. Legacy ConnectOne financial results for the second quarter ended June 30, 2014 are summarized below.

Legacy ConnectOne Second Quarter 2014 Financial Results (Excluded from Company Financial Statements):

Note: All per share information regarding legacy ConnectOne is based upon shares outstanding prior to the merger, whereby legacy ConnectOne shareholders received 2.6 shares of new ConnectOne Bancorp, Inc. for each share previously owned. The per share information has not been adjusted to reflect this exchange ratio.

Legacy ConnectOne Bancorp, Inc. had net income of $3.1 million, or $0.60 per diluted share, for the second quarter of 2014, compared with net income of $2.5 million, or $0.49 per diluted share, for the prior-year period. Second quarter results include $0.5 million in after-tax merger expenses. Excluding such merger expenses, net income was $3.6 million, or $0.69 per diluted share, for the second quarter of 2014.

The increase in net income and diluted earnings per share were primarily attributable to a significant increase in net interest income due to growth in the loan portfolio. The net interest margin for the second quarter of 2014 was 3.62%, an 11 basis-point contraction from the first quarter of 2014, due largely to a decline in prepayment fees, and a 32 basis-point decline from 3.94% in the second quarter of 2013. Partially offsetting the increase in net interest income was higher noninterest expense, largely staff-related.

At June 30, 2014, total assets were $1.5 billion, a $213 million increase from December 31, 2013. The increase in total assets was due primarily to a $171 million increase, to $1.3 billion, in loans receivable and a $38 million increase, to $72 million, in cash and cash equivalents. The growth in assets was funded by an $84 million increase in deposits and $125 million increase in borrowings. Shareholders' equity totaled $136 million at June 30, 2014 and $130 million at December 31, 2013.

Nonperforming assets, which includes nonaccrual loans and OREO, as a percent of total assets was 0.76% at June 30, 2014, 0.72% at March 31, 2014 and 0.97% at June 30, 2013. The provision for loan losses was $1.3 million for the second quarter of 2014 and $1.0 million for the second quarter of 2013.

Company Earnings (Excludes Legacy ConnectOne)

Fully taxable equivalent ("FTE") net interest income for the second quarter of 2014 totaled $12.3 million, an increase of $0.4 million, or 3.8%, from the year ago quarter, primarily due to a $101 million, or 11.4%, increase in average loans, partially offset by a $51 million decline in average investment securities. The net interest margin for the second quarter of 2014 was 3.29%, essentially flat from 3.28% in both the first quarter of 2014 and the second quarter of 2013. FTE net interest income for the six months ended June 30, 2014 totaled $24.5 million, an increase of $0.7 million, or 3.1%, from the prior-year period, primarily due to a $95 million, or 10.8%, increase in average loans, partially offset by a $42 million decline in average investment securities. The net interest margin for the six months ended June 30, 2014 was 3.28%, essentially flat from 3.29% in the prior-year period. Although the yield on the Company's loan portfolio continues to decline, reflecting the protracted low interest rate environment, a pronounced shift in the composition of interest earning assets, from securities to loans, has resulted in a stable net interest margin and an increase in net interest income. Management expects a continuation of this trend whereby investment securities will represent a declining percentage of interest earning assets.

Non-interest income totaled $1.7 million in each of the second quarters of 2014 and 2013. The largest component of non-interest income was net investment securities gains which totaled $0.6 million in each of the second quarters of 2014 and 2013. Non-interest income totaled $4.2 million for the first six months of 2014, a $0.6 million increase from $3.6 million for the first six months of 2013. Net investment securities gains increased, by $1.1 million to $2.0 million for the first six months of 2014, from $0.9 million in the prior-year period. Partially offsetting this increase was $0.3 million decline in bank-owned life insurance ("BOLI") income. Other types of non-interest income for the Bank include deposit and loan fees, annuities and life insurance commissions, and gains on the sale of residential mortgages in the secondary market.

Non-interest expenses totaled $6.7 million, including merger expenses of $0.7 million, for the second quarter of 2014, and $14.2 million, including merger expenses of $1.8 million, for the six months ended June 30, 2014. Excluding merger expenses, total non-interest expense was $6.0 million for the second quarter 2014, a decline of $0.1 million from $6.1 million for the prior-year period. Excluding merger expenses, total non-interest expense was $12.5 million for the six months ended June 30, 2014, a decline of $0.1 million from $12.6 million for the prior-year period. The decline in expense levels from last year reflects continued successful efforts by management to leverage the Bank's infrastructure as well as a decline in staff expenses in anticipation of the merger. In the latter half of 2014, management will be focusing on achieving merger expense synergies, which are ahead of schedule, while balancing investment in infrastructure with prudent and sustainable growth.

Income tax expense was $2.0 million and $3.6 million for the second quarter and first six months of 2014, respectively, compared with $1.9 million and $3.7 million, for the second quarter and first six months of 2013, respectively. The effective tax rates were 31.2% and 29.1% for the second quarter and first six months of 2014, respectively, compared with 28.2% and 27.2%, for the second quarter and first six months of 2013, respectively. The increase in effective tax rates for 2014 reflects non-deductibility of certain merger expenses. The Company's effective tax rate is projected to trend upward in future periods as the proportion of tax-exempt income to taxable income is expected to decline.

Company Asset Quality

Nonperforming assets, which includes nonaccrual loans and other real estate owned, totaled $4.3 million at June 30, 2014, up from $3.4 million at December 31, 2013 and up from $2.7 million at June 30, 2013. Nonperforming assets as a percent of total assets increased to 0.26% at June 30, 2014 from 0.20% at December 31, 2013 and from 0.17% at June 30, 2013. The allowance for loan losses was $10.8 million, representing 1.08% of loans receivable and 268.5% of nonaccrual loans at June 30, 2014. At December 31, 2013, the allowance was $10.3 million representing 1.08% of loans receivable and 329.4% of nonaccrual loans, and at June 30, 2013 the allowance was $10.2 million representing 1.13% of loans receivable and 406.8% of nonaccrual loans. The provision for loan losses was $0.3 million for the second quarter of 2014 and zero for the second quarter of 2013. The annualized rate of net loan charge-offs was 0.04% for the second quarter of 2014 and 0.01% for the second quarter of 2013.

Company Financial Condition

The Company's total assets were $1.7 billion at both June 30, 2014 and December 31, 2013. Loans increased by $45.3 million offset by a decrease of $53.2 million in investment securities. Deposits declined by $67.4 million offset by a $50.0 million increase in Federal Home Loan Bank borrowings and a $9.7 million increase in shareholders' equity. Deposits have increased by more than approximately $50 million since the close of the second quarter of 2014.

About ConnectOne Bancorp, Inc.

ConnectOne is a New Jersey corporation and a registered bank holding company pursuant to the Bank Holding Company Act of 1956, as amended, and serves as the holding company for ConnectOne Bank ("the Bank"). The Bank is a community-based, full-service New Jersey-chartered commercial bank that was founded in 2005. The Bank operates from its headquarters located at 301 Sylvan Avenue in the Borough of Englewood Cliffs, Bergen County, New Jersey, and following consummation of the merger on July 1, 2014, through its twenty-three other banking offices.

For more information visit https://www.ConnectOneBank.com/.

Forward-Looking Statements

This news release contains certain forward-looking statements which are based on certain assumptions and describe future plans, strategies and expectations of the Company. These forward-looking statements are generally identified by use of the words "believe," "expect," "intend," "anticipate," "estimate," "project," or similar expressions. The Company's ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse effect on the operations of the Company and its subsidiaries include, but are not limited to, those factors set forth in Item 1A – Risk Factors of the Company's Annual Report on Form 10-K, as filed with the Securities Exchange Commission, and changes in interest rates, general economic conditions, legislative/regulatory changes, monetary and fiscal policies of the U.S. Government, including policies of the U.S. Treasury and the Federal Reserve Board, the quality or composition of the loan or investment portfolios, demand for loan products, deposit flows, competition, demand for financial services in the Company's market area and accounting principles and guidelines. These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. The Company does not undertake, and specifically disclaims any obligation, to publicly release the result of any revisions which may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

CONNECTONE BANCORP, INC.
CONSOLIDATED STATEMENTS OF CONDITION
(in thousands, except for share data) June 30, December 31,
2014 2013
(unaudited)
ASSETS
Cash and due from banks $ 92,617 $ 82,692
Securities available for sale 266,959 323,070
Securities held to maturity, fair value of $214,952 at 2014 and $210,958 at 2013 218,159 215,286
Loans held for sale 483 --
Loans receivable 1,006,256 960,943
Less: Allowance for loan losses (10,825) (10,333)
Net loans receivable 995,431 950,610
Investment in restricted stock, at cost 11,289 8,986
Bank premises and equipment, net 14,013 13,681
Accrued interest receivable 6,414 6,802
Other real estate owned 220 220
Goodwill 16,804 16,804
Bank-owned life insurance 36,245 35,734
Due from brokers for investment securities -- 8,759
Other assets 7,175 10,438
Total assets $ 1,665,809 $ 1,673,082
LIABILITIES & STOCKHOLDERS' EQUITY
Liabilities
Deposits
Noninterest-bearing $ 238,138 $ 227,370
Interest-bearing 1,036,482 1,114,635
Total deposits 1,274,620 1,342,005
Borrowings 196,000 146,000
Subordinated debentures 5,155 5,155
Other liabilities 11,756 11,338
Total liabilities 1,487,531 1,504,498
Commitments and Contingencies
Stockholders' Equity
Preferred stock, $1,000 liquidation value per share, authorized 5,000,000 shares;
issued and outstanding 11,250 shares of Series B preferred stock at June 30, 2014
and December 31, 2013; total liquidation value of $11,250,000 11,250 11,250
Common stock, no par value, authorized 50,000,000 shares; issued 18,477,412
shares at June 30, 2014 and December 31, 2013; outstanding 16,413,490 shares
at June 30, 2014 and 16,369,012 at December 31, 2013 110,056 110,056
Additional paid in capital 5,380 4,986
Retained earnings 67,108 61,914
Treasury stock, at cost (2,063,922 common shares at June 30, 2014 and -- --
2,108,400 at December 31, 2013) (16,717) (17,078)
Accumulated other comprehensive income (loss) 1,201 (2,544)
Total stockholders' equity 178,278 168,584
Total liabilities and stockholders' equity $ 1,665,809 $ 1,673,082
CONNECTONE BANCORP, INC.
CONSOLIDATED STATEMENTS OF INCOME (unaudited)
(dollars in thousands, except per share data)
Three Months Ended June 30, Six Months Ended June 30,
2014 2013 2014 2013
Interest income
Loans receivable, including fees $ 10,461 $ 9,892 $ 20,572 $ 19,815
Securities 3,804 3,966 7,876 8,014
Dividends 136 121 290 252
Other interest income -- -- -- 2
Total interest income 14,401 13,979 28,738 28,083
Interest expense
Deposits 1,301 1,283 2,617 2,567
Borrowings 1,432 1,468 2,843 2,918
Total interest expense 2,733 2,751 5,460 5,485
Net interest income 11,668 11,228 23,278 22,598
Provision for loan losses 284 -- 909 --
Net interest income after provision for loan losses 11,384 11,228 22,369 22,598
Non-interest income
Service fees 469 451 966 857
Loan related fees 204 114 385 253
Annuity and insurance commissions 105 146 205 246
Gains on sales of loans 53 91 89 229
Net gains on sales of securities 574 600 1,989 919
Income on bank owned life insurance 256 274 511 839
Other income 63 31 100 209
Total non-interest income 1,724 1,707 4,245 3,552
Non-interest expenses
Salaries and employee benefits 3,184 3,335 6,516 6,825
Occupancy and equipment 816 811 1,896 1,717
Professional fees 306 230 561 449
Advertising and promotion 27 62 67 163
Data processing 373 343 718 696
FDIC insurance 288 208 588 521
Merger related expenses 729 -- 1,789 --
Other expenses 1,021 1,087 2,105 2,243
Total non-interest expenses 6,744 6,076 14,240 12,614
Income before income tax expense 6,364 6,859 12,374 13,536
Income tax expense 1,986 1,936 3,598 3,689
Net income 4,378 4,923 8,776 9,847
Preferred stock dividends and accretion 28 28 56 84
Net income available to common stockholders $ 4,350 $ 4,895 $ 8,720 $ 9,763
Earnings per common share:
Basic $ 0.27 $ 0.30 $ 0.53 $ 0.60
Diluted 0.26 0.30 0.53 0.60
Weighted average common shares outstanding:
Basic 16,372,885 16,348,915 16,361,596 16,348,567
Diluted 16,430,376 16,375,774 16,422,339 16,375,028
CONNECTONE BANCORP, INC.
CONSOLIDATED FINANCIAL HIGHLIGHTS
(in thousands, except for share data)
Three Months Ended
Jun. 30, Mar. 31, Dec. 31, Sep. 30, Jun. 30,
2014 2014 2013 2013 2013
Performance ratios:
Return on average assets 1.06% 1.05% 1.20% 1.23% 1.22%
Return on average stockholders' equity 9.92% 10.16% 11.85% 12.53% 11.84%
Net interest margin 3.29% 3.28% 3.29% 3.31% 3.28%
Efficiency ratio 44.9% 48.1% 46.6% 45.8% 47.0%
As of
Jun. 30, Mar. 31, Dec. 31, Sep. 30, Jun. 30,
2014 2014 2013 2013 2013
Capital ratios:
Leverage ratio 10.08% 9.79% 9.69% 9.52% 9.50%
Risk-based Tier 1 capital ratio 12.59% 12.40% 12.10% 11.70% 11.83%
Risk-based total capital ratio 13.43% 13.22% 12.90% 12.49% 12.64%
Tangible common equity to tangible assets 9.11% 8.78% 8.48% 8.42% 8.38%
Annualized net loan charge-offs
as a % of average loans 0.04% 0.13% 0.09% 0.00% 0.01%
Tangible book value per common share $ 9.15 $ 8.90 $ 8.58 $ 8.37 $ 8.14
Asset quality:
Nonaccrual loans $ 4,032 $ 3,409 $ 3,137 $ 2,032 $ 2,508
Other real estate owned 220 220 220 220 220
Total non-performing assets $ 4,252 $ 3,629 $ 3,357 $ 2,252 $ 2,728
Performing troubled debt restructured loans $ 1,586 $ 5,706 $ 5,746 $ 1,658 $ 2,584
Loans past due 90 days and still accruing 144 237 -- -- 53
Nonaccrual loans as a % of loans receivable 0.40% 0.35% 0.33% 0.21% 0.28%
Nonperforming assets as a % of total assets 0.26% 0.22% 0.20% 0.14% 0.17%
Allowance for loan losses as a % of loans receivable 1.08% 1.08% 1.08% 1.06% 1.13%
Allowance for loan losses as a % of nonaccrual loans 268.5% 311.9% 329.4% 501.7% 406.8%
CONNECTONE BANCORP, INC.
NET INTEREST MARGIN ANALYSIS
(dollars in thousands)
For the Three Months Ended
June 30, 2014 June 30, 2013
Average Average Average Average
(tax-equivalent basis) Balance Interest Rate (7) Balance Interest Rate (7)
Interest-earning assets:
Investment securities (1) (2) $ 492,634 $ 4,326 3.51% $ 543,652 $ 4,569 3.36%
Loans receivable (3) (4) 989,454 10,563 4.27% 888,175 9,892 4.45%
Restricted investment in bank stock 9,210 98 4.26% 8,995 99 4.40%
Total interest-earning assets 1,491,298 14,987 4.02% 1,440,822 14,560 4.04%
Allowance for loan losses (10,756) (10,214)
Non-interest earning assets 176,897 183,894
Total assets $ 1,657,439 $ 1,614,502
Interest-bearing liabilities:
Money Market deposit $ 395,912 491 0.50% $ 396,920 420 0.42%
Savings deposits 161,522 124 0.31% 200,433 167 0.33%
Time deposits 173,544 383 0.88% 172,865 402 0.93%
Other interest-bearing deposits 350,761 303 0.35% 289,334 294 0.41%
Total interest-bearing deposits 1,081,739 1,301 0.48% 1,059,552 1,283 0.48%
Short-term borrowings and FHLB advances 150,934 1,393 3.69% 146,769 1,428 3.89%
Subordinated debentures 5,155 39 3.02% 5,155 40 3.10%
Total interest-bearing liabilities 1,237,828 2,733 0.88% 1,211,476 2,751 0.91%
Demand deposits 228,873 219,965
Other liabilities 14,187 16,676
Total noninterest-bearing liabilities 243,060 236,641
Stockholders' equity 176,551 166,385
Total liabilities and stockholders' equity $ 1,657,439 $ 1,614,502
Net interest income (tax equivalent basis) 12,254 11,809
Net interest spread (5) 3.14% 3.13%
Net interest margin (6) 3.29% 3.28%
Tax-equivalent adjustment (586) (581)
Net interest income $ 11,668 $ 11,228
(1) Average balances are calculated on amortized cost.
(2) Interest income is presented on a tax equivalent basis using 35 percent federal tax rate.
(3) Includes loan fee income.
(4) Loans include non-accrual loans.
(5) Represents difference between the average yield on interest earning assets and the average cost of interest bearing liabilities and is presented on a fully tax equivalent basis.
(6) Represents net interest income divided by average total interest-earning assets.
(7) Rates are annualized.

CONTACT: Investor Contact: William S. Burns Executive VP & CFO 201.816.4474; bburns@cnob.com Media Contact: Dawn Lauer, MWW 212.827.3744; dlauer@mww.comSource:ConnectOne Bank