EX-99 2 ibc8k_013007ex99-1.htm Independent Bank Corporation Form 8-K for January 30, 2007 Exhibit 99.1
NEWS FROM Exhibit 99.1

FOR IMMEDIATE RELEASE

Date Submitted: January 30, 2007
NASDAQ Symbol: IBCP
CONTACT: Robert N. Shuster
Executive Vice President and
Chief Financial Officer
#616/522-1765

INDEPENDENT BANK CORPORATION
REPORTS FOURTH QUARTER 2006 RESULTS

IONIA, Michigan, January 30, 2007 . . . Independent Bank Corporation (Nasdaq: IBCP), a Michigan-based bank holding company (“IBC” or the “Company”) reported that its fourth quarter 2006 income from continuing operations was $1.0 million or $0.04 per diluted share. A year earlier, income from continuing operations totaled $11.2 million or $0.47 per diluted share. Return on average equity and return on average assets (based on income from continuing operations) were 1.44% and 0.11%, respectively in the fourth quarter of 2006 compared to 17.66% and 1.34%, respectively in 2005.

The Company’s income from continuing operations for all of 2006 totaled $33.8 million or $1.45 per diluted share. In 2005 full year income from continuing operations was $45.7 million or $1.92 per diluted share. Return on average equity and return on average assets (based on income from continuing operations) were 13.06% and 0.99%, respectively in 2006 compared to 18.63% and 1.42%, respectively in 2005.

On January 15, 2007, Mepco Insurance Premium Financing, Inc. (“Mepco”), a wholly-owned subsidiary of IBC, sold substantially all of its assets related to the insurance premium finance business to Premium Financing Specialists, Inc. (“PFS”). Mepco will continue to own and operate its warranty payment plan business. The assets, liabilities and operations of Mepco’s insurance premium finance business have been reclassified as discontinued operations and all periods presented have been restated for this reclassification.

The Company’s net income for the quarterly periods ended December 31, 2006 and 2005 was $0.3 million ($0.01 per diluted share) and $11.4 million ($0.48 per diluted share), respectively. The Company’s full year net income for 2006 and 2005 was $33.2 million ($1.43 per diluted share) and $46.9 million ($1.97 per diluted share), respectively.

The declines in the comparative quarterly and yearly income from continuing operations in 2006 compared to 2005 were primarily due to the following factors:

A decrease in net interest income;
Substantially higher provisions for loan losses;
Goodwill impairment charges; and
For the fourth quarter comparative periods only, a $2.4 million loss associated with the write-off of a receivable from a counter party in Mepco’s warranty payment plan business.

Commenting on the Company’s results, President and CEO, Michael M. Magee stated, “Independent Bank Corporation has a long-term track record of enhancing shareholder value. Over the past ten years (1997 through 2006) our shareholders have enjoyed a cumulative total return of 438% compared to a SNL Bank Index total return of 211%. Clearly our results in the second half of 2006 are not consistent with this commitment or our long term historical track record. Although I can talk about the impact of the flat yield curve and a very competitive pricing climate for both loans and deposits that has impacted our net interest margin as well as margins throughout the banking industry, the bottom line is that our performance in 2006 was not acceptable.”


Magee continued, “We have taken several actions to address the Company specific issues that adversely impacted our performance in 2006. These include the sale of Mepco’s insurance premium finance business as well as an in-depth review of our lending processes and procedures to insure we are doing everything possible to effectively manage asset quality. Because our 2006 results included several non-recurring or unusual items, we are providing earnings guidance for 2007. We currently expect earnings of $1.70 to $1.82 per diluted share in 2007. These earnings expectations assume that our provision for loan losses returns to a more normalized level and also assume low single digit net loan growth, continued flatness in the yield curve, and no mergers, acquisitions or similar transactions other than our previously announced acquisition of ten branches that we expect to close in March 2007. I want to emphasize that the Company’s board of directors and executive management are committed to enhancing long-term shareholder value.”

The Company’s tax equivalent net interest income totaled $31.5 million during the fourth quarter of 2006, which represents a $2.7 million or 8.0% decrease from the comparable quarter one year earlier. The adjustments to determine tax equivalent net interest income were $1.7 million and $1.6 million for the fourth quarters of 2006 and 2005, respectively, and were computed using a 35% tax rate. The decrease in tax equivalent net interest income primarily reflects a 49 basis point decline in the Company’s tax equivalent net interest income as a percent of average interest-earning assets (the “net interest margin”) that was partially offset by a $78.6 million increase in the balance of average interest-earning assets. The increase in average interest-earning assets is primarily due to growth in commercial, real estate mortgage and installment (consumer) loans.

The net interest margin was equal to 4.23% during the fourth quarter of 2006 compared to 4.72% in the fourth quarter of 2005. The tax equivalent yield on average interest-earning assets rose to 7.69% in the fourth quarter of 2006 from 7.27% in the fourth quarter of 2005. This increase primarily reflects the rise in short-term interest rates that has resulted in variable rate loans re-pricing and new loans being originated at higher rates. The increase in the tax equivalent yield on average interest-earning assets was more than offset by a 92 basis point rise in the Company’s interest expense as a percentage of average interest-earning assets (the “cost of funds”) to 3.47% during the fourth quarter of 2006 from 2.55% during the fourth quarter of 2005. The increase in the Company’s cost of funds reflects the rise in short-term interest rates that has resulted in higher rates on certain short-term and variable rate borrowings and higher rates on deposits.

Service charges on deposits totaled $5.2 million in the fourth quarter of 2006, a $0.3 million or 6.1% increase from the comparable period in 2005. VISA check card interchange income increased by 18.7%, to $0.9 million for the fourth quarter of 2006 from $0.8 million for the fourth quarter of 2005. The increase in interchange income resulted primarily from the continued growth of checking accounts and increased debit card usage.

Gains on the sale of real estate mortgage loans were $1.3 million and $1.2 million in the fourth quarters of 2006 and 2005, respectively. Real estate mortgage loan sales totaled $72.3 million in the fourth quarter of 2006 compared to $91.7 million in the fourth quarter of 2005. Real estate mortgage loans originated totaled $125.0 million in the fourth quarter of 2006 and $170.3 million in the comparable quarter of 2005. The decline in mortgage loan origination volume primarily reflects softer economic conditions in Michigan resulting in a slowdown in home sales and new construction activity. Loans held for sale were $31.8 million at December 31, 2006, compared to $28.6 million at December 31, 2005.

Income from real estate mortgage loan servicing was $0.6 million in both the fourth quarters of 2006 and 2005. Activity related to capitalized mortgage loan servicing rights is as follows:

Quarter Ended (in thousands) Year Ended (in thousands)
12/31/06 12/31/05 12/31/06 12/31/05

Balance at beginning of period     $ 14,453   $ 13,058   $ 13,439   $ 11,360  
  Servicing rights acquired  
  Originated servicing rights capitalized    726    793    2,862    3,247  
  Amortization    (348 )  (455 )  (1,462 )  (1,923 )
  (Increase)/decrease in impairment reserve    (49 )  43    (57 )  755  

   
Balance at end of period   $ 14,782   $ 13,439   $ 14,782   $ 13,439  

   
Impairment reserve at end of period           $ 68   $ 11  

The changes in the impairment reserve reflect the valuation of capitalized mortgage loan servicing rights at each period end. At December 31, 2006, the Company was servicing approximately $1.56 billion in real estate mortgage loans for others on which servicing rights have been capitalized. This servicing portfolio had a weighted average coupon rate of approximately 5.99%, a weighted average service fee of 25.9 basis points and an estimated fair market value of $19.5 million.


Non-interest expense totaled $31.1 million in the fourth quarter of 2006, an increase of $5.7 million, or 22.6%, compared to the fourth quarter of 2005. This increase was principally comprised of a $2.4 million loss recorded on a receivable at Mepco from a warranty business counter party as described below and $3.0 million in overall goodwill impairment charges. During the fourth quarter of 2006 a $2.4 million goodwill impairment charge was recorded at Mepco as a result of a valuation performed to allocate intangibles between the business Mepco is retaining (providing payment plans to consumers to pay for the purchase of vehicle service contracts or extended warranties over time) and the business that was sold in January 2007 (insurance premium finance business). Approximately $4.4 million of intangibles was allocated to the insurance premium finance business and is included in assets of discontinued operations at December 31, 2006. After this allocation, $19.5 million of intangibles remained at Mepco that were valued at $17.1 million which resulted in the goodwill impairment charge of $2.4 million. In addition, the Company also recorded a goodwill impairment charge of $0.6 million in the fourth quarter of 2006 related to First Home Financial (“FHF”) which was acquired in 1998. FHF is a loan origination company based in Grand Rapids, Michigan that specializes in the financing of manufactured homes located in mobile home parks or communities. Revenues and profits have declined at FHF over the last few years and have continued to decline during 2006. Based on the fair value of FHF (at December 31, 2006) the goodwill associated with this entity was reduced from $0.9 million to $0.3 million. The Company had previously recorded a goodwill impairment charge of $0.6 million related to FHF in the second quarter of 2006. The aforementioned goodwill impairment charges are not tax deductible, so no income tax benefit is associated with the $3.0 million fourth quarter 2006 charge.

A breakdown of non-performing loans by loan type is as follows:

Loan Type (dollars in millions) 12/31/06 12/31/05

Commercial     $ 21.6   $ 5.2  
Consumer    2.5    2.3  
Real estate mortgage    13.0    7.2  
Finance receivables (excludes discontinued  
operations)    2.1    1.8  

  Total   $ 39.2   $ 16.5  

Ratio of non-performing loans to total  
portfolio loans    1.58 %  0.70 %

Ratio of the allowance for loan losses to  
non-performing loans    68.53 %  135.94 %

The rise in non-performing loans in 2006 was primarily concentrated in the commercial loan and real estate mortgage loan portfolios. Non-performing commercial loans rose by $16.4 million in 2006. This is principally due to 19 commercial loans with balances totaling $18.1 million at December 31, 2006 becoming non-performing during the year. The five largest non-performing commercial loans have balances of $3.7 million, $3.4 million, $2.7 million, $1.2 million and $1.1 million, respectively, at December 31, 2006. Charge-offs or specific allowances have been recorded on these loans based on a current assessment of collateral values, taking into account disposal costs. The substantive majority of these 19 aforementioned commercial loans are collateralized by real estate and several are development loans. The inability of many of these borrowers to perform under the terms of the loan agreement is often associated with slowing sales of real estate in the State of Michigan.

The growth in consumer and real estate mortgage non-performing loans primarily reflects weak economic conditions in Michigan which have resulted in increased delinquencies, bankruptcies and foreclosures. Other real estate and repossessed assets totaled $3.2 million at December 31, 2006 compared to $2.1 million at December 31, 2005.

Non-performing loans do not include $3.2 million (net of charge-off and discount) that is due from a counter party in Mepco’s warranty payment plan business. During the fourth quarter of 2006 Mepco recorded a $2.4 million loss related to this receivable which is comprised of $1.6 million in balance due that was charged off and $0.8 million in discount for imputed future interest. Although this counter party has been making periodic payments on the balance owed to Mepco, a long-term agreement for the repayment of all sums due that is satisfactory to Mepco has not yet been reached. As a result of this development along with the potential for future litigation, Mepco recorded the aforementioned loss. Mepco will vigorously pursue collection of the amounts due from this counter-party.


The provision for loan losses was approximately $8.0 million and $2.4 million in the fourth quarters of 2006 and 2005, respectively. The level of the provision for loan losses in each period reflects the Company’s assessment of the allowance for loan losses, taking into consideration factors such as loan mix, levels of non-performing and classified loans and net loan charge-offs. In particular the increase in the provision for loan losses in the fourth quarter of 2006 is due to an increase in net loan charge-offs (including an increase in the portion of the allowance that is based on historical loan loss experience due primarily to this rise in net loan charge-offs) and an increase in the portion of the allowance related to other adversely rated loans due primarily to the rise in the level of non-performing commercial loans. Net loan charge-offs were $5.3 million (0.85% annualized of average loans) in the fourth quarter of 2006 compared to $5.5 million (0.93% annualized of average loans) in the fourth quarter of 2005. For all of 2006, net loan charge-offs were $11.8 million (0.48% of average loans) compared to $9.5 million (0.43% of average loans) during 2005. The increase in the level of net loan charge-offs in 2006 is primarily due to higher charge-offs of commercial loans and real estate mortgage loans. At December 31, 2006, the allowance for loan losses totaled $26.9 million, or 1.08% of portfolio loans compared to $22.4 million or 0.95% of portfolio loans at December 31, 2005.

Total assets were $3.43 billion at December 31, 2006, compared to $3.36 billion at December 31, 2005. Assets related to discontinued operations totaled $189.4 million and $188.1 million at December 31, 2006 and 2005, respectively. Loans, excluding loans held for sale, increased to $2.48 billion at December 31, 2006, from $2.37 billion at December 31, 2005. The increase in loans primarily reflects growth in commercial, real estate mortgage, and installment (consumer) loans. Deposits totaled $2.60 billion at December 31, 2006, an increase of $128.6 million from December 31, 2005.

Stockholders’ equity totaled $258.2 million at December 31, 2006, or 7.53% of total assets, and represents a net book value per share of $11.29. In the fourth quarter of 2006 IBC implemented the provisions of Staff Accounting Bulletin No. 108 (“SAB 108”). This bulletin requires companies to assess the materiality of identified errors in financial statements using both an income statement (“rollover”) and a balance sheet (“iron curtain”) approach. Over the course of many years, accrual differences that were considered immaterial by the Company to any particular year's operations or financial condition accumulated to a total approximate net credit of $2.1 million. Under the balance sheet approach to assessing materiality, the Company has concluded that these accrual differences should be corrected. As allowed by SAB 108, IBC has elected to not restate prior years, but has instead reduced the beginning of the year balance of accrued expenses and other liabilities and increased the opening balance of retained earnings by $2.1 million.

About Independent Bank Corporation

Independent Bank Corporation (Nasdaq: IBCP) is a Michigan-based bank holding company with total assets of over $3 billion. Founded as First National Bank of Ionia in 1864, Independent Bank Corporation now operates over 100 offices across Michigan’s Lower Peninsula through four state-chartered bank subsidiaries. These subsidiaries, Independent Bank, Independent Bank East Michigan, Independent Bank South Michigan and Independent Bank West Michigan, provide a full range of financial services, including commercial banking, mortgage lending, investments and title services. Financing for extended automobile warranties is also available through Mepco Insurance Premium Financing, Inc., a wholly owned subsidiary of Independent Bank. Independent Bank Corporation is committed to providing exceptional personal service and value to its customers, stockholders and the communities it serves. For more information, please visit our website at: www.ibcp.com

Any statements in this news release that are not historical facts are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Words such as “expect,” “believe,” “intend,” “estimate,” “project,” “may” and similar expressions are intended to identify forward-looking statements. These forward-looking statements are predicated on management’s beliefs and assumptions based on information known to Independent Bank Corporation’s management as of the date of this news release and do not purport to speak as of any other date. Forward-looking statements may include descriptions of plans and objectives of Independent Bank Corporation’s management for future or past operations, products or services, and forecasts of the Company’s revenue, earnings or other measures of economic performance, including statements of profitability, business segments and subsidiaries, and estimates of credit quality trends. Such statements reflect the view of Independent Bank Corporation’s management as of this date with respect to future events and are not guarantees of future performance, involve assumptions and are subject to substantial risks and uncertainties, such as the changes in Independent Bank Corporation’s plans, objectives, expectations and intentions. Should one or more of these risks materialize or should underlying beliefs or assumptions prove incorrect, the Company’s actual results could differ materially from those discussed. Factors that could cause or contribute to such differences are changes in interest rates, changes in the accounting treatment of any particular item, the results of regulatory examinations, changes in industries where the Company has a concentration of loans, changes in the level of fee income, changes in general economic conditions and related credit and market conditions, and the impact of regulatory responses to any of the foregoing. Forward-looking statements speak only as of the date they are made. Independent Bank Corporation does not undertake to update forward-looking statements to reflect facts, circumstances, assumptions or events that occur after the date the forward-looking statements are made. For any forward-looking statements made in this news release or in any documents, Independent Bank Corporation claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.


INDEPENDENT BANK CORPORATION AND SUBSIDIARIES
Consolidated Statements of Financial Condition

December 31,
2006
December 31,
2005


(unaudited)

(in thousands)
           
Assets      
Cash and due from banks   $ 73,142   $ 67,522  
Securities available for sale    434,785    483,447  
Federal Home Loan Bank stock, at cost    14,325    17,322  
Loans held for sale    31,846    28,569  
Loans  
  Commercial    1,083,921    1,030,095  
  Real estate mortgage    865,522    852,742  
  Installment    350,273    304,053  
  Finance receivables    183,679    185,427  


                                                                       Total Loans    2,483,395    2,372,317  
  Allowance for loan losses    (26,879 )  (22,420 )


                                                                         Net Loans    2,456,516    2,349,897  
Property and equipment, net    67,992    63,081  
Bank owned life insurance    41,109    39,451  
Goodwill    48,709    51,813  
Other intangibles    7,854    10,277  
Assets of discontinued operations    189,432    188,108  
Accrued income and other assets    64,188    56,361  


                                                                      Total Assets   $3,429,898   $ 3,355,848  


Liabilities and Shareholders' Equity  
Deposits  
  Non-interest bearing   $ 282,632   $ 295,151  
  Savings and NOW    875,541    861,277  
  Time    1,444,618    1,317,811  


                                                                    Total Deposits    2,602,791    2,474,239  
Federal funds purchased    84,081    80,299  
Other borrowings    163,681    227,047  
Subordinated debentures    64,197    64,197  
Financed premiums payable    32,767    24,760  
Liabilities of discontinued operations (a)    183,676    178,680  
Accrued expenses and other liabilities    40,538    58,367  


                                                                 Total Liabilities    3,171,731    3,107,589  


Shareholders' Equity  
  Preferred stock, no par value--200,000 shares authorized; none  
    outstanding  
  Common stock, $1.00 par value--40,000,000 shares authorized;  
    issued and outstanding: 22,864,587 shares at December 31, 2006  
    and 21,991,001 shares at December 31, 2005    22,865    21,991  
  Capital surplus    200,241    179,913  
  Retained earnings    31,420    41,486  
  Accumulated other comprehensive income    3,641    4,869  


                                                        Total Shareholders' Equity    258,167    248,259  


                                        Total Liabilities and Shareholders' Equity   $3,429,898   $ 3,355,848  


(a) Funding for Mepco's insurance premium finance business (that was sold in January, 2007) is accomplished by loans from its parent company, Independent Bank. Those loans are primarily funded with brokered certificates of deposit. Liabilities of discontinuing operations include amounts allocable to Mepco's insurance premium financing business that will not be assumed by the purchaser.


INDEPENDENT BANK CORPORATION AND SUBSIDIARIES
Consolidated Statements of Operations

Three Months Ended
December 31,
Twelve Months Ended
December 31,
2006 2005 2006 2005




(unaudited) (unaudited)


(in thousands, except per share amounts)
Interest Income                    
  Interest and fees on loans   $ 50,103   $ 45,186   $ 193,937   $ 167,846  
  Securities available for sale  
    Taxable    2,750    3,031    11,108    13,588  
    Tax-exempt    2,745    2,795    11,048    10,888  
  Other investments    189    179    802    713  




                                          Total Interest Income    55,787    51,191    216,895    193,035  




Interest Expense  
  Deposits    21,344    13,088    74,290    41,905  
  Other borrowings    4,591    5,485    19,408    21,194  




                                         Total Interest Expense    25,935    18,573    93,698    63,099  




                                            Net Interest Income    29,852    32,618    123,197    129,936  
Provision for loan losses    7,963    2,397    16,344    7,806  




            Net Interest Income After Provision for Loan Losses    21,889    30,221    106,853    122,130  




Non-interest Income  
  Service charges on deposit accounts    5,152    4,858    19,936    19,342  
  Mepco litigation settlement            2,800      
  Net gains on assets  
    Real estate mortgage loans    1,264    1,167    4,593    5,370  
    Securities        256    171    1,484  
  Title insurance fees    426    503    1,724    1,962  
  Manufactured home loan origination fees and commissions    184    311    884    1,216  
  VISA check card interchange income    900    758    3,432    2,778  
  Real estate mortgage loan servicing    605    553    2,440    2,627  
  Other income    2,215    2,142    8,870    8,047  




                                      Total Non-interest Income    10,746    10,548    44,850    42,826  




Non-interest Expense  
  Compensation and employee benefits    13,323    12,451    50,801    52,147  
  Occupancy, net    2,311    2,261    9,626    8,590  
  Furniture, fixtures and equipment    1,874    1,783    7,057    6,812  
  Data processing    1,481    1,312    5,619    4,905  
  Advertising    988    1,205    3,997    4,311  
  Goodwill impairment    2,963        3,575      
  Loss on receivable from warranty payment plan seller    2,400        2,400      
  Other expenses    5,748    6,344    23,141    25,020  




                                     Total Non-interest Expense    31,088    25,356    106,216    101,785  




            Income From Continuing Operations Before Income Tax    1,547    15,413    45,487    63,171  
Income tax expense    584    4,236    11,662    17,466  




                              Income From Continuing Operations    963    11,177    33,825    45,705  
                            Discontinued Operations, Net of Tax    (656 )  260    (622 )  1,207  




                                                     Net income   $ 307   $ 11,437   $ 33,203   $ 46,912  





INDEPENDENT BANK CORPORATION AND SUBSIDIARIES
Selected Financial Data

Three Months Ended
December 31,
Twelve Months Ended
December 31,
2006 2005 2006 2005




(unaudited) (unaudited)
Per Share Data (A)                    
Income From Continuing Operations  
  Basic   $ .04   $ .48   $ 1.48   $ 1.96  
  Diluted    .04    .47    1.45    1.92  
Net Income  
  Basic   $ .01   $ .49   $ 1.45   $ 2.01  
  Diluted    .01    .48    1.43    1.97  
Cash dividends declared    .20    .18    .78    .71  
   
   
Selected Ratios  
As a percent of average interest-earning assets  
  Tax equivalent interest income    7.69 %  7.27 %  7.59 %  7.09 %
  Interest expense    3.47    2.55    3.18    2.24  
  Tax equivalent net interest income    4.23    4.72    4.41    4.85  
Income From Continuing Operations  
  Average equity    1.44 %  17.66 %  13.06 %  18.63 %
  Average assets    0.11    1.34    0.99    1.42  
Net income to  
  Average equity    0.46 %  18.07 %  12.82 %  19.12 %
  Average assets    0.04    1.37    0.97    1.45  
   
   
Average Shares (A)  
  Basic    22,858,199    23,235,447    22,905,857    23,338,750  
  Diluted    23,199,981    23,679,997    23,272,330    23,797,212  



(A) Restated to give effect to a 5% stock dividend paid in September 2006. Average shares of common stock for basic net income per share include shares issued and outstanding during the period. Average shares of common stock for diluted net income per share include shares to be issued upon exercise of stock options and stock units for deferred compensation plan for non-employee directors.