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Chittenden Reports Earnings; Announces Quarterly Dividend

    BURLINGTON, Vt., July 17 /PRNewswire-FirstCall/ --
Chittenden Corporation (NYSE: CHZ) Chairman, President and Chief Executive
Officer, Paul A. Perrault, today announced second quarter 2003 net income of
$0.51 per diluted share, compared to the $0.47 per diluted share earned in the
second quarter of 2002. For the first six months of 2003, earnings were $1.00
per diluted share, compared to $0.92 for the first six months of last year.
Chittenden also announced its quarterly dividend of $0.20 per share. The
dividend will be paid on August 15, 2003, to shareholders of record on August
1, 2003.
    In making the announcement, Perrault said, "We are pleased that our
results continue to show progress, as we deal with the weak economy and
historically low level of interest rates. Integration of recent acquisitions
continues on schedule, and we are implementing those actions that will protect
and enhance our earnings and market position."
    On February 28, 2003, Chittenden completed its acquisition of Granite
Bank, a $1.1 billion commercial bank headquartered in Keene, NH for $123
million in cash and approximately 4.4 million shares of Chittenden stock
valued at $116 million.  This transaction has been accounted for as a purchase
and, accordingly, Granite Bank's operations are reflected in Chittenden's
consolidated financial statements from the date of acquisition.
    Total assets at June 30, 2003 increased $1.1 billion from year-end and
remained consistent with March 31, 2003 levels of $6.0 billion. Total loans
increased $623 million from year-end, and remained level from the first
quarter at $3.6 billion. The increase from year-end is attributable to the
Granite Bank acquisition in the first quarter of 2003. The Company's
commercial loan portfolios have continued to achieve steady growth throughout
the year and during the second quarter the municipal loan portfolio
experienced its normal trend of payoffs coinciding with the end of the fiscal
year for most municipalities in Vermont. The decline in residential real
estate loans from the prior quarter is due to heavy pre-payments emanating
from the decline in long term interest rates over the last two years.
    Total deposits increased $53 million from the first quarter and $741
million from the prior year-end. The increase from the prior year-end
primarily relates to the Granite Bank acquisition while the growth from March
31, 2003 is due to increased activity with commercial customers across the
franchise. Borrowings declined $29.6 million due to matured FHLB borrowings
and customer repurchase agreements.
    The net interest margin for the second quarter of 2003 was 4.14%, compared
with 4.22% a quarter ago, and 4.69% in the same period of 2002. Net interest
income was $56.1 million for the second quarter of 2003 and $48.3 million for
the same period a year ago. The net interest margin for the quarter, excluding
the impact of Granite Bank, declined slightly to 4.29% compared with 4.33% for
the first quarter. The Granite Bank acquisition reduced the Company's net
interest margin primarily due to their higher cost of funds.
    The provision for loan losses of $2.1 million increased from $1.7 million
in the second quarter of 2002 primarily due to a higher mix of commercial
loans and a larger loan portfolio. As a percentage of loans, the allowance for
loan losses was 1.56% which was effectively flat with year-end, and up from
the first quarter ratio of 1.52%. Net charge-off activity on a year-to-date
basis totaled $2.6 million compared with $3.0 million for the first six months
of 2002. As a percentage of average loans, net charge-offs were 7 basis points
in 2003 compared with 10 basis points for the first six months of 2002.
Nonperforming assets (NPAs) were $18.0 million at June 30, 2003 compared with
$15.0 million at March 31, 2003 and as a percentage of total loans increased
to 49 basis points compared to 40 basis points a quarter ago. The increase of
$3.0 million from the first quarter of 2003 primarily relates to two
commercial credits at Granite Bank, both of which are current on their
payments. Loans 90 days past due and still accruing declined $1.2 million to
$1.9 million at June 30, 2003. Nonaccrual loans at June 30, 2003 consisted of
approximately 177 loans, which were diversified across a range of industries,
sectors and geography. Loans with payments less than 30 days past due
represent 52% of total loans on nonaccrual.
    Chittenden realized $9.7 million of gains on sales of investments for the
second quarter of 2003 which was substantially offset by $6.8 million in non-
recurring charges related to the Company's decision to convert its core data
processing systems, $600,000 of write-downs related to its CRA low income
housing investments, and higher than normal mortgage servicing rights
amortization of $1.7 million. The sales of securities during the second
quarter were the result of rebalancing the investment portfolio due to the
heavy prepayments of mortgage backed securities and callable agencies. The
Company strives to keep its investment portfolio balanced equally between
agency securities, mortgage backed securities, and corporate bonds.
    Chittenden anticipates that the new IT platform will provide a superior
level of integration and flexibility crucial to its employees, enhancing their
ability to provide top-quality service to customers. Approximately $3.1
million of the charge related to early termination fees payable under the
contract with the Company's current IT provider, while $3.7 million related to
the recognition of asset impairments associated with hardware and software
that will not be portable to the new system. The conversion also will ensure
that Chittenden is able to meet all of its data processing needs with enhanced
efficiency and the Company expects to reduce its data processing expense run
rate by $5 to $7 million per year once the conversion is completed in the
second quarter of 2004.
    Continued heavy mortgage refinancing activity and the acquisition of
Granite Bank produced gains on sales of loans of $6.1 million for the second
quarter compared with $4.4 million for the first quarter. Granite Bank
contributed $1.8 million in gains for the second quarter of 2003 as compared
to $319,000 in gains for the first quarter. Mortgage servicing income was down
from the second quarter of 2002 due to higher amortization of mortgage
servicing rights. Service charges on deposits, insurance commissions and
retail investments all increased from a year ago, primarily because of the
Granite Bank acquisition.
    Noninterest expenses were $54.3 million for the second quarter of 2003, up
from the $38.6 million for the second quarter of 2002. Salaries and employee
benefits increased $6.3 million from the second quarter of 2002 of which
Granite Bank represented $4.2 million of the increase. The remaining $2.1
million was attributed to $1.4 million in sales based incentives, and higher
benefits expenses of $700,000. Increases in occupancy, amortization of
intangibles, and other non-interest expenses were primarily attributable to
the inclusion of Granite Bank's operations for a full quarter.
    Income tax expense for the second quarter of 2003 was $10.9 million, up
from $8.3 million the same period a year ago.  Effective tax rates were 37.0%
and 35.1% in the respective periods. There were several drivers of the
increased effective tax rate, including higher state income taxes (net of
federal benefit), proportionately lower levels of tax-exempt interest income
and tax credits from qualified low-income housing projects.
    The return on average equity (ROE) was 13.34% for the second quarter of
2003, compared with 15.95% in the same quarter of 2002. This decline from a
year ago is due to the issuance of additional equity in the Granite Bank
acquisition, and higher unrealized gains on securities available for sale.
Excluding the Granite Bank acquisition and the increase in unrealized gains on
securities, ROE would have been 15.38% for the just completed quarter. The
return on average assets (ROA) for the second quarter of 2003 was 1.26%, down
from 1.38% for the second quarter of 2002.  The decline in ROA is attributable
to the acquisition of Granite Bank, which increased total average assets for
the quarter.
    Kirk W. Walters, Executive Vice President and Chief Financial Officer of
Chittenden Corporation, will host a conference call to discuss these earnings
results at 10:30 a.m. eastern time today.  Interested parties may access the
conference call by calling 877-375-2162 or 973-872-3100 in the New York City
area.  Participants are asked to call in a few minutes prior to the call in
order to register for the event. Internet access to the call is also available
(listen only) by going to the Shareholders' Resource section of the Company's
website at https://www.chittendencorp.com. A replay of the call will be
available through July 24, 2003, by calling 877-519-4471 or 973-341-3080 in
the New York City area (pin number is 4049434) or by going to the
chittendencorp.com website.
    The Company may answer one or more questions concerning business and
financial developments and trends and other business and financial matters
affecting the Company, some of the responses to which may contain information
that has not previously been disclosed.

    Chittenden is a bank holding company. Its subsidiary banks are Chittenden
Bank, The Bank of Western Massachusetts, Flagship Bank and Trust Company,
Maine Bank & Trust Company, Ocean National Bank and Granite Bank.  Chittenden
Bank also operates under the name Mortgage Service Center, and it owns
Chittenden Insurance Group, and Chittenden Securities, Inc. Granite Bank
operates an insurance agency subsidiary under the name of GSBI Insurance
Group. The Company offers a broad range of financial products and services,
including deposit accounts and services; consumer, commercial, and public
sector loans; insurance; brokerage; and investment and trust services to
individuals, businesses, and the public sector.  To find out more about
Chittenden and its products, visit our web site at http://www.chittenden.com.
Chittenden Corporation news releases, including earnings announcements, are
available via fax by calling 800-758-5804.  The six-digit code is 124292.

    This press release contains statements that may be considered forward-
looking statements within the meaning of Section 27A of the Securities Act of
Section 21E of the Securities Exchange Act of 1934. Chittenden intends these
forward-looking statements to be covered by the safe harbor provisions for
forward- looking statements contained in the Private Securities Reform Act of
1995 and are including this statement for purposes of complying with these
safe harbor provisions. These forward-looking statements are based on current
plans and expectations, which are subject to a number of risk factors and
uncertainties that could cause future results to differ from historical
performance or future expectations. For further information on these risk
factors and uncertainties, please see page 1 of Chittenden's December 31, 2002
annual report filed on Form 10-K.

     CHITTENDEN CORPORATION
     CONSOLIDATED BALANCE SHEETS
     (Unaudited)
     (In Thousands)

    ASSETS                 6/30/03       3/31/03     12/31/02       6/30/02

    Cash and Cash
     Equivalents          $212,674      $190,537     $192,142      $195,884

    Securities Available
     For Sale            1,769,715     1,714,494    1,497,111     1,232,549

    FHLB Stock              24,356        24,356       17,030        14,967
    Loans Held For Sale     97,500        98,578       94,874        27,556

    Loans:
    Commercial             632,816       625,177      568,224       583,557
    Municipal               54,917        82,005       77,820        44,107
    Real Estate:
     Residential         1,199,021     1,238,315      861,706       914,141
     Commercial          1,324,943     1,314,095    1,103,897     1,043,889
     Construction          113,044        96,859       85,512        78,995
      Total Real Estate  2,637,008     2,649,269    2,051,115     2,037,025
    Consumer               272,085       272,159      276,704       301,634

    Total Loans          3,596,826     3,628,610    2,973,863     2,966,323
     Less: Allowance for
      Loan Losses         (57,591)      (56,708)     (48,197)      (48,994)
    Net Loans            3,539,235     3,571,902    2,925,666     2,917,329

    Accrued interest
     receivable             30,208        32,255       27,992        28,051
    Other Real Estate Owned     30            37          158           230
    Other Assets            46,571        48,737       35,269        36,284
    Premises and
     equipment, net         73,742        72,524       57,074        57,381
    Mortgage servicing
     rights                  8,686         9,306        8,491        16,917
    Identified Intangibles  24,243        28,282        9,480        10,175
    Goodwill               215,721       205,579       55,257        58,249

    Total Assets        $6,042,681    $5,996,587   $4,920,544    $4,595,572

    LIABILITIES AND STOCKHOLDERS' EQUITY

    Liabilities:
    Deposits:
     Demand               $864,526      $799,506     $684,077      $627,498
     Savings               512,775       503,415      400,616       393,025
     NOW and Money Market
      Accounts           2,392,303     2,365,768    2,118,539     1,922,452
     Certificates of Deposit
      less than $100,000   848,320       874,722      691,467       682,636
     Certificates of Deposit
      $100,000 and Over    249,250       270,627      231,393       198,607
    Total Deposits       4,867,174     4,814,038    4,126,092     3,824,218

    Borrowings             399,027       428,597      173,654       177,729
    Company Obligated, Mandatorily
     Redeemable Securities
      Of Subsidiary Trust  125,000       125,000      125,000       125,000
    Accrued Expenses and
     Other Liabilities      83,829        77,627       77,006        69,298
    Total Liabilities    5,475,030     5,445,262    4,501,752     4,196,245

    Stockholders' Equity:
    Common stock            40,135        40,135       35,749        35,749
    Surplus                255,973       256,057      145,191       145,201
    Retained earnings      316,472       305,140      294,943       274,266
    Treasury stock,
     at cost              (81,543)      (83,254)     (85,382)      (76,272)
    Accumulated other
     comprehensive income:
     Unrealized gains (losses)
      on securities
       available for sale   36,375        33,388       28,573        16,604
     Accrued minimum pension
      liability,
       net of tax          (3,829)       (4,058)      (4,284)            --
    Directors deferred
     compensation
     to be settled
     in stock                4,111         3,963        4,052         3,839
    Unearned portion
     of employee
     restricted stock         (43)          (46)         (50)          (60)
    Total Stockholders'
     Equity                567,651       551,325      418,792       399,327

    Total Liabilities and
     Stockholders'
     Equity             $6,042,681    $5,996,587   $4,920,544    $4,595,572


    CHITTENDEN CORPORATION
    CONSOLIDATED STATEMENTS OF INCOME
    (Unaudited)
    (In Thousands, except for per share amounts)

                             For the Three Months      For the Six Months
                               Ended June 30,           Ended June 30,
                              2003          2002         2003          2002

    Interest Income:
     Interest on Loans     $52,543       $49,656     $100,124       $97,983
     Investment securities:
     Taxable                18,511        15,328       36,727        28,110
     Tax-favored                42           114           87           209
     Short-term investments    123             6          135            42
    Total Interest Income   71,219        65,104      137,073       126,344

    Interest Expense:
     Savings                   623         1,130        1,258         2,231
     NOW and money market    4,659         6,812        9,589        13,882
     Certificates of deposits
      under $100,000         4,694         5,758        9,626        12,064
     Certificates of
      deposits $100,000
      and over               1,288         1,583        2,587         3,169
     Borrowings              3,855         1,484        6,965         2,147
    Total Interest Expense  15,119        16,767       30,025        33,493

    Net Interest Income     56,100        48,337      107,048        92,851
    Provision for
     Loan Losses             2,050         1,691        4,100         3,766

    Net Interest Income
     after Provision
     for Loan Losses        54,050        46,646      102,948        89,085

    Noninterest Income:
     Investment Management
      Income                 3,841         3,913        7,652         7,885
     Service Charges on
      Deposit Accounts       4,735         4,098        9,128         7,852
     Mortgage Servicing
      Income (loss)          (829)           625      (1,587)         1,315
     Gains on Sales of Loans,
      Net                    6,099         1,860       10,535         4,615
     Credit Card Income, Net   970           897        1,873         1,689
     Gains on Sales of
      Securities             9,654            95       11,044           323
     Insurance Commissions,
      Net                    1,531           882        3,144         1,819
     Retail Investment
      Services               1,314           676        2,210         1,250
     Other                   2,469         2,517        5,041         4,975
    Total Noninterest
     Income                 29,784        15,563       49,040        31,723

    Noninterest Expense:
     Salaries and Employee
      Benefits              28,813        22,450       53,951        43,282
     Net Occupancy Expense   6,198         4,859       11,676         9,780
     Data Processing         2,161         2,818        4,661         5,720
     Information Technology
      Conversion             6,800             -        6,800             -
     Amortization of
      Intangibles              752           348        1,238           583
     Other Real Estate Owned,
      Net                    (106)             7        (119)         (161)
     Other                   9,642         8,115       18,229        15,439
    Total Noninterest
     Expense                54,260        38,597       96,436        74,643

    Income Before Income
     Taxes                  29,574        23,612       55,552        46,165
    Income Tax Expense      10,947         8,297       20,334        16,027

    Net Income             $18,627       $15,315      $35,218       $30,138

    Earnings Per Share,
     Basic                   $0.51         $0.48        $1.01         $0.94
    Earnings Per Share,
     Diluted                  0.51          0.47         1.00          0.92
    Dividends Per Share       0.20          0.20         0.40          0.39

    CHITTENDEN CORPORATION
    SELECTED FINANCIAL DATA
    (Unaudited)

                           6/30/03       3/31/03     12/31/02       6/30/02

    Selected Financial Ratios
    Return on Average
     Equity                 13.34%        14.53%       17.08%        15.95%
    Return on Average
     Assets                  1.26%         1.29%        1.45%         1.38%
    Net Yield on Earning
     Assets                  4.14%         4.22%        4.38%         4.69%

    Tier 1 Capital Ratio     9.28%         9.22%       12.25%        12.60%
    Total Capital Ratio     10.53%        10.47%       13.50%        13.85%
    Leverage Ratio           7.22%         8.10%        9.28%         9.55%

    Tangible Capital Ratio   5.65%         5.51%        7.30%         7.31%

    Common Share Data
    Weighted Average Common
     Shares
     Outstanding        36,475,443    33,493,106   31,939,820    32,137,282
    Weighted Average
     Common and
     Common Equivalent
     Shares Outstanding 36,764,758    33,799,406   32,259,266    32,611,036

    Book Value per
     Common Share           $15.55        $15.14       $13.11        $12.39
    Common Shares
     Outstanding        36,496,930    36,420,367   31,939,470    32,235,058

    Credit Quality Data($ in thousands)
     Nonperforming Assets
      (including OREO)     $17,970       $14,981      $14,960       $10,872
     90 days past due and
      still accruing         1,921         3,106        2,953         2,477
     Total                 $19,891       $18,087      $17,913       $13,349
     Nonperforming Assets to
      Loans Plus OREO        0.49%         0.40%        0.49%         0.36%
     Allowance to Loans      1.56%         1.52%        1.57%         1.64%
     Allowance to
     Nonperforming
      Loans
     (excluding OREO)      321.01%       379.48%      325.64%       460.38%

     Gross Charge-offs      $2,373        $2,250       $2,992        $2,839
     Gross Recoveries        1,206           774          752           758
     Net Charge-offs        $1,167        $1,476       $2,240        $2,081

    QTD Average Balance Sheet Data ($ in thousands)
     Loans, Net         $3,638,769    $3,236,735   $3,007,081    $2,997,613
     Earning Assets      5,456,572     4,879,771    4,588,801     4,163,108
     Total Assets        5,943,041     5,224,669    4,869,802     4,436,263
     Deposits            4,797,953     4,278,877    4,088,425     3,851,574
     Stockholders' Equity  560,209       463,149      413,449       385,039


SOURCE Chittenden Corporation




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    CONTACT:
    Kirk W. Walters for Chittenden Corporation,
    +1-802-660-1561