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TCBK > SEC Filings for TCBK > Form 10-Q on 10-Nov-2008All Recent SEC Filings

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Form 10-Q for TRICO BANCSHARES /


10-Nov-2008

Quarterly Report


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

As TriCo Bancshares (the "Company") has not commenced any business operations independent of Tri Counties Bank (the "Bank"), the following discussion pertains primarily to the Bank. Average balances, including such balances used in calculating certain financial ratios, are generally comprised of average daily balances for the Company. Within Management's Discussion and Analysis of Financial Condition and Results of Operations, interest income and net interest income are generally presented on a fully tax-equivalent (FTE) basis. The presentation of interest income and net interest income on a FTE basis is a common practice within the banking industry. Interest income and net interest income are shown on a non-FTE basis in the Part I - Financial Information section of this Form 10-Q, and a reconciliation of the FTE and non-FTE presentations is provided below in the discussion of net interest income.

Critical Accounting Policies and Estimates The Company's discussion and analysis of its financial condition and results of operations are based upon the Company's consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. 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, and related disclosure of contingent assets and liabilities. On an on-going basis, the Company evaluates its estimates, including those related to the adequacy of the allowance for loan losses, intangible assets, and contingencies. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. (See caption "Allowance for Loan Losses" for a more detailed discussion).

Results of Operations
The following discussion and analysis is designed to provide a better understanding of the significant changes and trends related to the Company and the Bank's financial condition, operating results, asset and liability management, liquidity and capital resources and should be read in conjunction with the Condensed Consolidated Financial Statements of the Company and the Notes thereto located at Item 1 of this report.

Following is a summary of the components of fully taxable equivalent ("FTE") net income for the periods indicated (dollars in thousands):

                                   Three months ended         Nine months ended
                                       September 30,             September 30,
                                 -----------------------------------------------
                                   2008          2007         2008         2007
                                 -----------------------------------------------
Net Interest Income (FTE)         22,889       $22,031      $67,464     $66,005
Provision for loan losses          2,600           700       15,500       1,682
Noninterest income                 6,792         6,847       20,922      20,476
Noninterest expense               16,589        16,752       52,006      51,155
Provision for income taxes (FTE)   4,257         4,633        8,323      13,652
                                 -----------------------------------------------
Net income                        $6,235        $6,793      $12,557     $19,992
                                 ===============================================

The Company had quarterly earnings of $6,235,000 for the three months ended September 30, 2008. This represents a decrease of $558,000 (8.2%) when compared with earnings of $6,793,000 for the quarter ended September 30, 2007. Diluted earnings per share for the quarter ended September 30, 2008 decreased 7.1% to $0.39 compared to $0.42 for the quarter ended September 30, 2007. The decrease in earnings from the prior year quarter was primarily due to a $1,900,000 increase in provision for loans losses.

The Company reported earnings of $12,557,000 for the nine months ended September 30, 2008. These results represent a decrease of $7,435,000 (37.2%) when compared with earnings of $19,992,000 for the nine months ended September 30, 2007. Diluted earnings per share for the nine months ended September 30, 2008 decreased 36.1% to $0.78 compared to $1.22 for the nine months ended September 30, 2007. The decrease in earnings from the nine month period ended September 30, 2007 was primarily due to a $13,818,000 increase in provision for loan losses.

Net Interest Income
The  Company's  primary  source  of  revenue  is  net  interest  income,  or the
difference  between  interest  income on  interest-earning  assets and  interest
expense  on  interest-bearing  liabilities.   Following  is  a  summary  of  the
components  of net  interest  income  for  the  periods  indicated  (dollars  in
thousands):

                                  Three months ended          Nine months ended
                                     September 30,               September 30,
                                 ----------------------------------------------
                                      2008         2007         2008       2007
                                 -----------------------------------------------
 Interest income                     $29,971     $32,442     $91,433    $95,089
 Interest expense                     (7,252)    (10,602)    (24,488)   (29,713)
 FTE adjustment                          170         191         519        629
                                 -----------------------------------------------
    Net interest income (FTE)        $22,889     $22,031     $67,464    $66,005
                                 ===============================================
 Average interest-earning assets  $1,806,010  $1,721,547  $1,814,103  $1,704,342

 Net interest margin (FTE)             5.07%       5.12%       4.96%       5.16%

The Company's primary source of revenue is net interest income, or the difference between interest income on interest-earning assets and interest expense in interest-bearing liabilities.

Net interest income (FTE) during the third quarter of 2008 increased $858,000 (3.9 %) from the same period in 2007 to $22,889,000. The increase in net interest income (FTE) was due to an $84,463,000 (4.9%) increase in average balances of interest-earning assets to $1,806,010,000 that was substantially offset by a 0.05% decrease in net interest margin (FTE) to 5.07%.

Net interest income (FTE) during the first nine months of 2008 increased $1,459,000 (2.2%) from the same period in 2007 to $67,464,000. The increase in net interest income (FTE) was due to a $109,761,000 (6.4%) increase in average balances of interest-earning assets to $1,814,103,000 that was partially offset by a 0.20% decrease in net interest margin (FTE) to 4.96%.

Interest and Fee Income
Interest and fee income (FTE) for the third quarter of 2008 decreased $2,492,000 (7.6%) from the third quarter of 2007. The decrease was due to a 0.90% decrease in the yield on average interest-earning assets to 6.68% that was partially offset by an $84,463,000 (4.9%) increase in average interest-earning assets to $1,806,010,000. The growth in interest-earning assets was due to a $31,590,000 (21%) increase in average loan balances to $1,549,009,000 and an increase of $53,253,000 (26.1%) in average balances of investments to $256,926,000. The decrease in the yield on average interest-earning assets was mainly due to a 1.01% decrease in yield on loans to 6.92%. The decrease in loan yields from the third quarter of 2007 was mainly due to a 3.25% decrease in the prime lending rate from 8.25% at June 30, 2007 to 5.00% at September 30, 2008.

Interest and fee income (FTE) for the nine months ended September 30, 2008 decreased $3,766,000 (3.9%) from the same period of 2007. The decrease was due to a 0.73% decrease in the yield on average interest-earning assets to 6.76% that was partially offset by a $109,761,000 (6.4%) increase in average interest-earning assets to $1,814,103,000. The growth in interest-earning assets was due to a $38,706,000 (2.6%) increase in average loan balances to $1,543,571,000 and an increase of $71,240,000 (35.8%) in average balances of investments to $270,339,000. The decrease in the yield on average interest-earning assets was mainly due to a 0.79% decrease in yield on loans to 7.04%. The decrease in loan yields from the nine months ended September 30, 2007 was mainly due to a 3.25% decrease in the prime lending rate from 8.25% at June 30, 2007 to 5.00% at September 30, 2008.

Interest Expense
Interest expense decreased $3,350,000 (31.6%) to $7,252,000 in the third quarter of 2008 compared to the third quarter of 2007. The average balance of interest-bearing liabilities increased $74,375,000 (5.6%) to $1,408,323,000 in the third quarter of 2008 compared to the third quarter of 2007. The increase in the average balance of interest-bearing liabilities was due primarily to increases of $49,536,000 (9.0%) in the average balance of time deposits from the third quarter of 2007. The average rate paid on interest-bearing liabilities in the quarter ended September 30, 2008 decreased 1.12% to 2.06% compared to the quarter ended September 30, 2007 as a result of lower market rates for almost all types of interest-bearing liabilities.

Interest expense decreased $5,225,000 (17.6%) to $24,488,000 for the nine months ended September 30, 2008 compared to $29,713,000 for the nine months ended September 30, 2007. The average balance of interest-bearing liabilities increased $97,066,000 (7.4%) to $1,410,614,000 for the nine months ended September 30, 2008 compared to the nine months ended September 30, 2007. The increase in the average balance of interest-bearing liabilities was due primarily to increases of $43,994,000 (70.8%) and $40,544,000 (81.7%) in the average balances of Federal funds purchased and other borrowings, respectively, from the nine months ended September 30, 2007. The average rate paid on interest-bearing liabilities in the nine month period ended September 30, 2008 decreased 0.71% to 2.31% compared to the nine months ended September 30, 2007 as a result of lower market rates for almost all types of interest-bearing liabilities.

Net Interest Margin (FTE)
The  following  table  summarizes  the  components of the Company's net interest
margin for the periods indicated:

                                    Three months ended         Nine months ended
                                      September 30,              September 30,
                                   ---------------------------------------------
                                    2008         2007          2008       2007
                                   ---------------------------------------------
Yield on interest-earning assets    6.68%        7.58%         6.76%      7.49%
Rate paid on interest-bearing
     Liabilities                    2.06%        3.18%         2.31%      3.02%
                                   ---------------------------------------------
     Net interest spread            4.62%        4.40%         4.45%      4.47%
Impact of all other net
     noninterest-bearing funds      0.45%        0.72%         0.51%      0.69%
                                   ---------------------------------------------
        Net interest margin         5.07%        5.12%         4.96%      5.16%
                                   =============================================

Net interest margin for the three months ended September 30, 2008 decreased 0.05% compared to the three months ended September 30, 2007. This decrease in net interest margin was mainly due to an 0.27% decrease in the impact of net noninterest-bearing funds to 0.45% from 0.72% in the three months ended September 30, 2007 that was partially offset by a 0.22% increase in net interest spread as the average yield on interest-earning assets decreased 0.90% while the average rate paid on interest-bearing liabilities decreased 1.12% from the three months ended September 30, 2007.

Net interest margin for the nine months ended September 30, 2008 decreased 0.20% compared to the nine months ended September 30, 2007. This decrease in net interest margin was due to a 0.18% decrease in the impact of net noninterest-bearing funds to 0.51% from 0.69% in the nine months ended September 30, 2007, and a 0.02% decrease in net interest spread as the average yield on interest-earning assets decreased 0.73% while the average rate paid on interest-bearing liabilities decreased 0.71% from the nine months ended September 30, 2007.

Summary of Average Balances, Yields/Rates and Interest Differential The following table presents, for the periods indicated, information regarding the Company's consolidated average assets, liabilities and shareholders' equity, the amounts of interest income from average interest-earning assets and resulting yields, and the amount of interest expense paid on interest-bearing liabilities. Average loan balances include nonperforming loans. Interest income includes proceeds from loans on nonaccrual loans only to the extent cash payments have been received and applied to interest income. Yields on securities and certain loans have been adjusted upward to reflect the effect of income thereon exempt from federal income taxation at the current statutory tax rate (dollars in thousands).


                                                             For the three months ended
                                            ---------------------------------------------------------------
                                                    September 30, 2008               September 30, 2007
                                            -----------------------------     -----------------------------
                                                        Interest   Rates                Interest    Rates
                                             Average    Income/    Earned    Average    Income/     Earned
                                             Balance    Expense    Paid      Balance    Expense     Paid
                                           -----------------------------    ------------------------------
Assets:
Loans                                       $1,549,009  $26,790    6.92%     $1,517,419  $30,009     7.93%
Investment securities - taxable                232,419    2,894    4.98%        174,472    1,983     4.55%
Investment securities - nontaxable              24,507      457    7.46%         29,201      545     7.47%
Federal funds sold                                  75        -    1.19%            455        6     5.27%
                                            -----------------------------    -----------------------------
Total interest-earning assets                1,806,010   30,141    6.68%      1,721,547   32,633     7.58%
                                                        -------                           ------
Other assets                                   168,382                          170,445
                                            ----------                       ----------
Total assets                                $1,974,392                       $1,891,992
                                            ==========                       ==========
Liabilities and shareholders' equity:
Interest-bearing demand deposits              $226,843      239    0.42%        220,582      114     0.21%
Savings deposits                               376,594    1,041    1.11%        388,315    1,761     1.81%
Time deposits                                  597,765    4,496    3.01%        548,229    6,203     4.53%
Federal funds purchased                         84,851      430    2.03%         70,602      922     5.22%
Other borrowings                                81,032      473    2.33%         64,982      768     4.73%
Junior subordinated debt                        41,238      573    5.56%         41,238      834     8.09%
                                            ----------------------------      ----------------------------
Total interest-bearing liabilities           1,408,323    7,252    2.06%      1,333,948   10,602     3.18%
                                                         ------                           ------
Noninterest-bearing deposits                   344,233                          342,667
Other liabilities                               30,625                           33,297
Shareholders' equity                           191,211                          182,080
                                            ----------                       ----------
Total liabilities and shareholders' equity  $1,974,392                       $1,891,992
                                            ==========                       ==========
Net interest spread(1)                                    4.62%                            4.40%
Net interest income and interest margin(2)     $22,889    5.07%                 $22,031    5.12%
                                           ====================              ===================


(1) Net interest spread represents the average yield earned on interest-earning assets minus the average rate paid on interest-bearing liabilities.
(2) Net interest margin is computed by calculating the difference between interest income and expense, divided by the average balance of interest-earning assets.


                                                             For the nine months ended
                                           ---------------------------------------------------------------
                                                  September 30, 2008               Septembere 30, 2007
                                           -----------------------------    ------------------------------
                                                       Interest   Rates                Interest    Rates
                                            Average    Income/    Earned    Average    Income/     Earned
                                            Balance    Expense    Paid      Balance    Expense     Paid
                                           -----------------------------    ------------------------------
Assets:
Loans                                      $1,543,571  $81,531    7.04%     $1,504,865 $88,404     7.83%
Investment securities - taxable               244,833    8,989    4.90%        168,363   5,548     4.39%
Investment securities - nontaxable             25,506    1,429    7.47%         30,736   1,752     7.60%
Federal funds sold                                193        3    2.07%            378      14     4.94%
                                           -----------------------------    -----------------------------
Total interest-earning assets               1,814,103   91,952    6.76%      1,704,342  95,718     7.49%
                                                       -------                          ------
Other assets                                  169,092                          171,978
                                           ----------                       ----------
Total assets                               $1,983,195                       $1,876,320
                                           ==========                       ==========
Liabilities and shareholders' equity:
Interest-bearing demand deposits             $220,366      460    0.28%       $225,402     343     0.20%
Savings deposits                              385,624    3,715    1.28%        384,366   4,418     1.53%
Time deposits                                 567,089   14,428    3.39%        550,783  18,255     4.42%
Federal funds purchased                       106,109    1,953    2.45%         62,115   2,458     5.28%
Other borrowings                               90,188    2,060    3.05%         49,644   1,764     4.74%
Junior subordinated debt                       41,238    1,872    6.05%         41,238   2,475     8.00%
                                           ------------------------------   -----------------------------
Total interest-bearing liabilities          1,410,614   24,488    2.31%      1,313,548  29,713     3.02%
                                                        ------                          ------
Noninterest-bearing deposits                  348,483                          351,050
Other liabilities                              31,882                           33,309
Shareholders' equity                          192,216                          178,413
                                           ----------                       ----------
Total liabilities and shareholders' equity $1,983,195                       $1,876,320
                                           ==========                       ==========
Net interest spread(1)                                            4.45%                            4.47%
Net interest income and interest margin(2)             $67,464    4.96%                 $66,005    5.16%
                                                       ================                 =================

(1) Net interest spread represents the average yield earned on interest-earning assets minus the average rate paid on interest-bearing liabilities.
(2) Net interest margin is computed by calculating the difference between interest income and expense, divided by the average balance of interest-earning assets.

Summary of  Changes in  Interest  Income and  Expense  due to Changes in Average
Asset and Liability Balances and Yields Earned and Rates Paid

The following tables set forth a summary of the changes in interest income (FTE)
and  interest  expense  from  changes in average  asset and  liability  balances
(volume)  and  changes  in average  interest  rates for the  periods  indicated.
Changes  not  solely  attributable  to volume or rates  have been  allocated  in
proportion to the respective volume and rate components (dollars in thousands).

                                           Three months ended September 30, 2008
                                                 compared with three months
                                                  ended September 30, 2007
                                           -------------------------------------
                                              Volume         Rate         Total
                                           -------------------------------------
Increase (decrease) in interest income:
Loans                                           $626       ($3,935)    ($3,309)
Investment securities                            571           252         823
Federal funds sold                                (5)           (1)         (6)
                                           -------------------------------------
   Total interest-earning assets               1,192        (3,684)     (2,492)
                                           -------------------------------------
Increase (decrease) in interest expense:
Interest-bearing demand deposits                   3           122         125
Savings deposits                                 (53)         (667)       (720)
Time deposits                                    561        (2,268)     (1,707)
Federal funds purchased                          186          (678)       (492)
Other borrowings                                 190          (485)       (295)
Junior subordinated debt                           -          (261)       (261)
                                           -------------------------------------
   Total interest-bearing liabilities            887        (4,237)     (3,350)
                                           -------------------------------------
Increase in Net Interest Income                 $305          $553        $858
                                           =====================================

                                            Nine months ended September 30, 2008
                                               compared with nine months ended
                                                     September 30, 2007
                                           -------------------------------------
                                              Volume           Rate      Total
                                           -------------------------------------
Increase (decrease) in interest income:
Loans                                         $2,273      ($9,146)     ($6,873)
Investment securities                          2,220          898        3,118
Federal funds sold                                (7)          (4)         (11)
                                           -------------------------------------
   Total interest-earning assets               4,486       (8,252)      (3,766)
                                           -------------------------------------
Increase (decrease) in interest expense:
Interest-bearing demand deposits                  (8)         125          117
Savings deposits                                  14         (717)        (703)
Time deposits                                    541       (4,368)      (3,827)
Federal funds purchased                        1,742       (2,247)        (505)
Other borrowings                               1,441       (1,145)         296
Junior subordinated debt                           -         (603)        (603)
                                           -------------------------------------
   Total interest-bearing liabilities          3,730       (8,955)      (5,225
                                           -------------------------------------
Increase in Net Interest Income                 $756         $703       $1,459
                                           =====================================

Provision for Loan Losses
The Company provided $2,600,000 for loan losses in the third quarter of 2008 versus $700,000 in the third quarter of 2007. In the third quarter of 2008, the Company recorded $2,293,000 of net loan charge-offs versus $560,000 of net loan charge-offs in the third quarter of 2007. In addition, net charge-offs of $1,000,000 on home equity lines and loans and $910,000 on auto indirect loans were taken during the third quarter of 2008.

The Company provided $15,500,000 for loan losses during the nine months ended September 30, 2008 versus $1,682,000 during the nine months ended September 30, 2007. In the nine months ended September 30, 2008, the Company recorded $8,243,000 of net loan charge-offs versus $1,457,000 of net loan charge-offs in the nine months ended September 30, 2007. During the second quarter of 2008, the Company re-appraised all of its larger residential development projects. As a result of this effort, the Company charged-off $1,007,000 on a twenty-eight unit residential condominium project and $640,000 on a twenty-seven lot residential construction project. In addition to the re-appraisal effort during the second quarter of 2008 which resulted in charge-offs of $1,647,000, the Company charged-off $1,078,000 on a thirty-two lot residential construction project during the first quarter of 2008. In addition, net charge-offs of $2,198,000 on home equity lines and loans and $1,891,000 on auto indirect loans were taken during the nine months ended September 30, 2008.

Noninterest Income
The following  table  summarizes the  components of  noninterest  income for the
periods indicated (dollars in thousands).

                                               Three months ended          Nine months ended
. . .
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