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COBZ > SEC Filings for COBZ > Form 10-Q on 11-Aug-2008All Recent SEC Filings

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Form 10-Q for COBIZ FINANCIAL INC


11-Aug-2008

Quarterly Report


Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

This discussion should be read in conjunction with our condensed consolidated financial statements and notes thereto included in this Form 10-Q. Certain terms used in this discussion are defined in the notes to these financial statements. For a description of our accounting policies, see Note 1 of Notes to Consolidated Financial Statements included in our Form 10-K for the year ended December 31, 2007. For a discussion of the segments included in our principal activities, see Note 10 to these financial statements.


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Executive Summary

The Company is a financial holding company that offers a broad array of financial service products to its target market of small and medium-sized businesses and high-net-worth individuals. Our operating segments include commercial banking; investment banking; investment advisory and trust; and insurance.

Earnings are derived primarily from our net interest income, which is interest income less interest expense, and noninterest income earned from our fee-based business lines and banking service fees, offset by noninterest expense. As the majority of our assets are interest-earning and our liabilities are interest-bearing, changes in interest rates impact our net interest margin, the largest component of our operating revenue (which is defined as net interest income plus noninterest income). We manage our interest-earning assets and interest-bearing liabilities to reduce the impact of interest rate changes on our operating results. We have also focused on reducing our dependency on our net interest margin by increasing noninterest income.

Our Company has focused on developing an organization with personnel, management systems and products that will allow us to compete effectively and position us for growth. The cost of this process relative to our size has been high. In addition, we have operated with excess capacity during the start-up phases of various projects. As a result, relatively high levels of noninterest expense have adversely affected our earnings over the past several years. Salaries and employee benefits comprised most of this overhead category. However, we believe that our compensation levels have allowed us to recruit and retain a highly qualified management team capable of implementing our business strategies. We believe our compensation policies, which include the granting of options to purchase common stock to many employees and the offering of an employee stock purchase plan, have highly motivated our employees and enhanced our ability to maintain customer loyalty and generate earnings.

Financial and Operational Highlights

† Net income for the three and six months ended June 30, 2008 was $4.2 million and $5.8 million respectively, compared to $5.7 million and $11.5 million for the same periods in 2007.

† Diluted earnings per share for the three and six months ended June 30, 2008 were $0.18 and $0.25, compared to $0.23 and $0.47 for the same periods in 2007.

† Net interest income on a tax-equivalent basis for the three and six months ended June 30, 2008 increased to $23.7 million and $45.8 million respectively, compared to $21.8 million and $43.0 million for the same periods in 2007.

† The net interest margin on a tax-equivalent basis was 4.11% and 4.06% for the three and six months ended June 30, 2008, respectively, compared to 4.32% and 4.35% for the same periods in 2007.

† Gross loans increased $114.9 million from December 31, 2007, or 12.5% on an annualized basis.

† Provision for loan and credit losses for the three and six months ended June 30, 2008, were $5.6 million and $10.7 million compared to $0.8 million and $1.0 million for the comparable periods in 2007.

† Net loan charge-offs totaled $5.3 million for the six months ended June, 2008, or 0.57% of average loans during the period (annualized), compared to 0.01% for the same period in 2007.

† Nonperforming assets increased to $22.8 million or 0.89% of total assets at June 30, 2008, compared to $3.5 million or 0.15% of total assets at December 31, 2007.

† Investment Banking income for the three and six months ended June 30, 2008 totaled $3.2 million and $3.5 million respectively, compared to $1.0 million and $2.4 million for the same periods in 2007.

† Allowance for loan and credit losses increased to 1.32% of total loans at June 30, 2008, compared to 1.16% for the same period in 2007.


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Critical Accounting Policies

The Company's discussion and analysis of its financial condition and results of operations are based upon the Company's condensed consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the instructions to Form 10-Q. The preparation of these financial statements requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. In making those critical accounting estimates, we are required to make assumptions about matters that are highly uncertain at the time of the estimate. Different estimates we could reasonably have used, or changes in the assumptions that could occur, could have a material effect on our financial condition or results of operations. A description of our critical accounting policies was provided in the Management's Discussion and Analysis of Financial Condition and Results of Operation section of our Annual Report on Form 10-K for the year ended December 31, 2007. With the exception of the adoption of SFAS 157 (see discussion at Note 11 to the Condensed Consolidated Financial Statements), there have been no changes in our critical accounting policies and no other significant changes to the assumptions and estimates related to them.

Financial Condition

Total assets were $2.5 billion at June 30, 2008, an increase of $157.2 million since December 31, 2007, relating primarily to growth in the loan and investment portfolios.

Investments. Investments increased $22.4 million from $395.7 million at December 31, 2007 to $418.0 million at June 30, 2008, primarily the result of purchases (net of paydowns) of $58.8 million of high-grade government-backed mortgage backed securities offset by $36.5 million of maturities of short-term government agency bonds. The Company manages its investment portfolio to provide interest income and to meet the collateral requirements for public deposits, our customer repurchase program and wholesale borrowings. Investments comprised 16.4% of total assets at June 30, 2008 and 16.5% at December 31, 2007.

Loans. Gross loans increased by $114.9 million to $1.96 billion as of June 30, 2008, from $1.85 billion at December 31, 2007. The increase in loans is primarily due to growth of $69.7 million in the real estate portfolio and growth of $41.7 million growth in the commercial portfolio. Approximately 88% of the year-to-date loan growth has come from the Colorado market.

                               June 30, 2008             December 31, 2007             June 30, 2007
                                           % of                        % of                        % of
(in thousands)              Amount       Portfolio      Amount       Portfolio      Amount       Portfolio
LOANS
Commercial                $   618,677         32.0 %  $   576,959         31.6 %  $   513,817         30.9 %
Real Estate - mortgage        929,949         48.0 %      874,226         47.9 %      788,212         47.5 %
Real Estate -
construction                  323,554         16.7 %      309,568         17.0 %      305,525         18.4 %
Consumer                       76,457          4.0 %       71,422          3.9 %       58,749          3.5 %
Other                          12,540          0.6 %       14,151          0.8 %       13,462          0.8 %
Gross loans                 1,961,177        101.3 %    1,846,326        101.1 %    1,679,765        101.1 %
Less allowance for
loan losses                   (25,727 )       (1.3 )%     (20,043 )       (1.1 )%     (18,858 )       (1.1 )%
Net loans                 $ 1,935,450        100.0 %  $ 1,826,283        100.0 %  $ 1,660,907        100.0 %

Goodwill. Goodwill increased by $2.4 million to $45.8 million at June 30, 2008, from $43.4 million at December 31, 2007. Goodwill was increased by $3.5 million related to the BDA asset acquisition and offset by a decrease of $1.1 million in adjustments related to the reclassification of intangible assets on the Wagner acquisition. Goodwill is subject to purchase price allocation adjustments for one year following an acquisition.

Accrued Interest Receivable. Accrued interest receivable decreased by $1.3 million to $8.9 million at June 30, 2008, from $10.2 million at December 31, 2007. The decrease is related to the collection of accrued interest on matured agency debentures and a decrease in the yield on the loan portfolio.

Deferred Income Taxes. Deferred income taxes increased $3.2 million to $10.9 million at June 30, 2008, from $7.7 million at December 31, 2007. The increase was primarily related to the $2.1 million tax effect of the provision for loan and credit losses (net of charge-offs and recoveries), the $0.6 million tax effect of unrealized gains recognized in other comprehensive income and $0.3 million tax effect of share-based compensation expense.

Other Assets. Other Assets increased $4.2 million to $21.9 million at June 30, 2008, from $17.7 million at December 31, 2007. Contributing to the increase was the foreclosure on $2.6 million real property (OREO), $1.0


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million in accounts receivable (primarily due to the acquisitions of BDA and Wagner) and a $0.5 million increase in the fair value of interest rate swaps.

Deposits. Total deposits decreased by $90.8 million during the six months ending June 30, 2008 to $1.65 billion compared to $1.74 billion at December 31, 2007. The decrease is primarily due to a $115.4 million net decline in the CD portfolio of which $124.4 related to brokered CDs as the Company shifted to other wholesale borrowing sources. The Eurodollar deposits continue to draw new funds with growth of $23.3 to $100.8 million at June 30, 2008. Demand deposit, money market and savings accounts at June 30, 2008 were relatively stable compared to December 31, 2007. Core-deposit growth continues to be a challenge due to competition from other banks and financial service providers as well as current economic conditions.

                               June 30, 2008             December 31, 2007             June 30, 2007
                                           % of                        % of                        % of
(in thousands)              Amount       Portfolio      Amount       Portfolio      Amount       Portfolio
DEPOSITS AND CUSTOMER
REPURCHASE AGREEMENTS
NOW and money market      $   626,500         35.1 %  $   631,391         33.0 %  $   587,272         32.3 %
Savings                        10,726          0.6 %       11,546          0.6 %       11,290          0.6 %
Eurodollar                    100,771          5.6 %       77,444          4.1 %            0          0.0 %
Certificates of
deposits under
$100,000                      105,400          5.9 %      126,478          6.6 %      127,882          7.0 %
Certificates of
deposits $100,000 and
over                          362,391         20.3 %      456,754         23.9 %      387,497         21.3 %
Total interest-bearing
deposits                    1,205,788         67.6 %    1,303,613         68.2 %    1,113,941         61.3 %
Noninterest-bearing
demand deposits               446,145         25.0 %      439,076         23.0 %      459,743         25.3 %
Customer repurchase
agreements                    131,717          7.4 %      168,336          8.8 %      244,257         13.4 %
Total deposits and
customer repurchase
agreements                $ 1,783,650        100.0 %  $ 1,911,025        100.0 %  $ 1,817,941        100.0 %

Securities Sold Under Agreements to Repurchase. Securities sold under agreement to repurchase are transacted with customers as a way to enhance our customers' interest-earning ability. Management does not consider customer repurchase agreements to be a wholesale funding source, but rather an additional treasury management service provided to our customer base. Our customer repurchase agreements are based on an overnight investment sweep that can fluctuate based on our customers' operating account balances. Securities sold under agreements to repurchase decreased $36.6 million, partially due to the migration of funds to the Eurodollar sweep product that offers a higher interest rate.

Other Short-Term Borrowings. Other short-term borrowings increased $282.4 million to $479.8 million at June 30, 2008, from $197.4 million at December 31, 2007. Other short-term borrowings consist of federal funds purchased, overnight and term borrowings from the Federal Home Loan Bank (FHLB), advances on a revolving line-of-credit and short-term borrowings from the U.S. Treasury. The increase in other short-term borrowings is primarily due to a shift from brokered CDs to federal funds purchased and FHLB advances and growth in the loan portfolio. Other short-term borrowings are used as part of our liquidity management strategy and fluctuate based on the Company's cash position. The Company's wholesale funding needs are largely dependent on core deposit levels, which have proven to be more volatile due to increased competition and slowing economic conditions. If we are unable to maintain deposit balances at a level sufficient to fund our asset growth, our composition of interest-bearing liabilities will shift toward additional wholesale funds, which typically have a higher interest cost than our core deposits.

Accrued Interest and Other Liabilities. Accrued interest and other liabilities decreased $1.1 million to $20.0 million at June 30, 2008, from $21.1 million at December 31, 2007. The decrease relates primarily to a $1.0 million decrease in accrued interest on brokered deposits as well as normal and recurring fluctuations in bonus and commissions payable.

Results of Operations

Overview

The following table presents the condensed statements of income for the three and six months ended June 30, 2008 and 2007.


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                                                    Three months Ended June 30,                       Six Months Ended June 30,
                                                                   Increase/(decrease)                              Increase/(decrease)
(in thousands, except per share amounts)     2008       2007        Amount          %         2008       2007        Amount          %
INCOME STATEMENT DATA
Interest income                            $ 35,639   $ 38,286   $     (2,647 )      -6.9 % $ 73,036   $ 74,643   $     (1,607 )      -2.2 %
Interest expense                             12,143     16,581         (4,438 )     -26.8 %   27,562     31,923         (4,361 )     -13.7 %
NET INTEREST INCOME BEFORE PROVISION         23,496     21,705          1,791         8.3 %   45,474     42,720          2,754         6.4 %
Provision for loan losses                     5,986      1,037          4,949       477.2 %   11,017      1,037          9,980       962.4 %
NET INTEREST INCOME AFTER PROVISION          17,510     20,668         (3,158 )     -15.3 %   34,457     41,683         (7,226 )     -17.3 %
Noninterest income                           11,570      6,325          5,245        82.9 %   18,993     12,957          6,036        46.6 %
Noninterest expense                          22,477     18,005          4,472        24.8 %   44,382     36,390          7,992        22.0 %
INCOME BEFORE INCOME TAXES                    6,603      8,988         (2,385 )     -26.5 %    9,068     18,250         (9,182 )     -50.3 %
Provision for income taxes                    2,420      3,328           (908 )     -27.3 %    3,290      6,707         (3,417 )     -50.9 %
NET INCOME                                 $  4,183   $  5,660   $     (1,477 )     -26.1 % $  5,778   $ 11,543   $     (5,765 )     -49.9 %

Annualized return on average assets for the three and six months ended June 30, 2008 was 0.67% and 0.47%, respectively, compared to 1.04% and 1.08% for the same periods in 2007. Annualized return on average common shareholders' equity for the three and six months ended June 30, 2008 was 8.64% and 5.97%, respectively, compared to 11.74% and 12.43% for the same periods in 2007. The decrease in our return on average assets and common shareholders' equity is primarily attributable to the provision for loan and credit losses of $5.6 million and $10.7 million for the three and six months ended June 30, 2008, respectively. The provision for loan and credit losses totaled $0.8 million and $1.0 million for the three and six months ended June 30, 2007, respectively.

For the three and six months ended June 30, 2008, the efficiency ratio increased to 64.07% and 68.75%, respectively, from 63.47% and 64.90% for the same periods in 2007. The fee-based business lines run at a higher efficiency ratio than the Bank, although the Bank is more capital intensive. The year-to-date ratio was negatively impacted by the first quarter results that were marked by seasonally low insurance revenues, a lack of Investment Banking transactions and the recent acquisitions of BDA and Wagner. Although our efficiency ratio will continue to be under pressure due to interest margin contraction, management expects it to improve over the year as the contribution from the fee-based businesses increases and the Company's cost containment initiatives take place.

Net Interest Income. The largest component of our net income is our net interest income. Net interest income is the difference between interest income, principally from loans and investment securities, and interest expense, principally on customer deposits and borrowings. Changes in net interest income result from changes in volume, net interest spread and net interest margin. Volume refers to the average dollar levels of interest-earning assets and interest-bearing liabilities. Net interest spread refers to the difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities. Net interest margin refers to net interest income divided by average interest-earning assets and is influenced by the level and relative mix of interest-earning assets and interest-bearing liabilities.

As the majority of our assets are interest-earning and our liabilities are interest-bearing, changes in interest rates may impact our net interest margin. The Federal Open Markets Committee ("FOMC") uses the fed funds rate, which is the interest rate used by banks to lend to each other, to influence interest rates and the economy. Changes in the fed funds rate have a direct correlation to changes in the prime rate, the underlying index for most of the variable rate loans issued by the Company. Since June 2007, the FOMC has lowered its target for the federal funds rate by 325 basis points. Although the Company maintains a relatively balanced interest rate sensitivity position, the magnitude of the rate cuts, combined with an increased shift to wholesale funding, caused our net interest margin to decrease by 21 basis points and 29 basis points for the three and six months ended June 30, 2008 respectively, from the same periods in 2007.

The following tables set forth the average amounts outstanding for each category of interest-earning assets and interest-bearing liabilities, the interest earned or paid on such amounts, and the average rate earned or paid for the three and six months ended June 30, 2008 and 2007.


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                                                      For the Three Months Ended June 30,
                                                2008                                       2007
                                              Interest       Average                     Interest       Average
                                 Average       earned         yield         Average       earned         yield
(in thousands)                   Balance       or paid     or cost (1)      Balance       or paid     or cost (1)
Assets
Federal funds sold and
other                          $     7,492    $      59           3.15 %  $     5,946    $     122           8.21 %
Investment securities (2)          420,826        5,431           5.16 %      425,068        5,420           5.10 %
Loans (2),(3)                    1,911,062       30,311           6.34 %    1,617,030       32,883           8.13 %
Allowance for loan losses          (24,020 )                                  (18,255 )
Total interest earning
assets                         $ 2,315,360    $  35,801           6.18 %  $ 2,029,789    $  38,425           7.49 %
Noninterest-earning assets
Cash and due from banks             42,674                                     47,872
Other                              144,866                                    106,587
Total assets                   $ 2,502,900                                $ 2,184,248

Liabilities and
Shareholders' Equity
Deposits
NOW and money market           $   676,456    $   3,227           1.92 %  $   561,376    $   4,546           3.25 %
Savings                             10,969           34           1.25 %       11,320           50           1.77 %
Eurodollar                         108,345          553           2.02 %            -            -           0.00 %
Certificates of deposit
Under $100,000                     109,089        1,035           3.82 %      119,583        1,448           4.86 %
$100,000 and over                  407,912        3,764           3.71 %      371,179        4,637           5.01 %
Total interest-bearing
deposits                       $ 1,312,771    $   8,613           2.64 %  $ 1,063,458    $  10,681           4.03 %
Other borrowings
Securities sold under
agreements to repurchase           155,267          715           1.82 %      250,787        2,390           3.77 %
Other short-term borrowings        310,217        1,849           2.36 %      155,238        2,101           5.41 %
Junior subordinated
debentures                          72,166          966           5.30 %       72,166        1,409           7.81 %
Total interest-bearing
liabilities                    $ 1,850,421    $  12,143           2.62 %  $ 1,541,649    $  16,581           4.30 %
Noninterest-bearing demand
accounts                           439,986                                    431,562
Total deposits and
interest-bearing
liabilities                      2,290,407                                  1,973,211
Other noninterest-bearing
liabilities                         17,699                                     17,599
Total liabilities                2,308,106                                  1,990,810
Shareholders' equity               194,794                                    193,438
Total liabilities and
shareholders' equity           $ 2,502,900                                $ 2,184,248
Net interest income
(taxable equivalent)                          $  23,658                                  $  21,844
Net interest spread                                               3.56 %                                     3.19 %
Net interest margin                                               4.11 %                                     4.32 %
Ratio of average
interest-earning assets to
average interest-bearing
liabilities                         125.13 %                                   131.66 %


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                                                       For the Six Months Ended June 30,
                                                2008                                      2007
                                              Interest      Average                     Interest       Average
                                 Average       earned        yield         Average       earned         yield
(in thousands)                   Balance       or paid    or cost (1)      Balance       or paid     or cost (1)
Assets
Federal funds sold and
other                          $     9,036    $     166          3.67 %  $     6,118    $     238           7.78 %
Investment securities (2)          403,708       10,473          5.19 %      419,689       10,745           5.12 %
Loans (2),(3)                    1,877,421       62,708          6.68 %    1,587,569       63,951           8.06 %
Allowance for loan losses          (22,635 )                                 (18,119 )
Total interest earning
assets                         $ 2,267,530    $  73,347          6.47 %  $ 1,995,257    $  74,934           7.57 %
Noninterest-earning assets
Cash and due from banks             42,152                                    47,327
Other                              140,587                                   107,691
Total assets                   $ 2,450,269                               $ 2,150,275

Liabilities and
Shareholders' Equity
Deposits
NOW and money market
deposits                       $   676,255    $   7,597          2.26 %  $   558,537    $   8,765           3.16 %
Savings                             11,105           83          1.50 %       11,211           93           1.67 %
Eurodollar                         100,507        1,165          2.29 %            -            -           0.00 %
Certificates of deposits
Under $100,000                     113,965        2,391          4.22 %      106,911        2,524           4.76 %
$100,000 and over                  430,718        8,916          4.16 %      353,696        8,724           4.97 %
Total interest-bearing
deposits                       $ 1,332,550    $  20,152          3.04 %  $ 1,030,355    $  20,106           3.94 %
Other borrowings
Securities sold under
agreements to repurchase           152,510        1,622          2.10 %      243,873        4,580           3.74 %
Other short-term borrowings        250,357        3,572          2.82 %      165,238        4,433           5.34 %
Junior subordinated
debentures                          72,166        2,217          6.08 %       72,166        2,804           7.73 %
Total interest-bearing
liabilities                    $ 1,807,583    $  27,563          3.05 %  $ 1,511,632    $  31,923           4.24 %
Noninterest-bearing demand
accounts                           430,497                                   433,447
Total deposits and
interest-bearing
liabilities                      2,238,080                                 1,945,079
Other noninterest-bearing
liabilities                         17,417                                    17,997
Total liabilities and
preferred securities             2,255,497                                 1,963,076
Shareholders' equity               194,772                                   187,199
Total liabilities and
shareholders' equity           $ 2,450,269                               $ 2,150,275
Net interest income
(taxable equivalent)                          $  45,784                                 $  43,011
. . .
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