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Section 1: 8-K (8-K)

Document


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 22, 2018
 
PACIFIC MERCANTILE BANCORP
(Exact name of registrant as specified in its charter)
 
 
California
0-30777
33-0898238
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
 
 
949 South Coast Drive, Costa Mesa, California
92626
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code: (714) 438-2500
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 ¨ 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 ¨ 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 ¨ 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 ¨ 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)
 Emerging growth company ¨ 
If an emerging growth company, indicate by check mark if the registrant has elected to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨ 
 






Item 2.02
Results of Operations and Financial Condition
On October 22, 2018, Pacific Mercantile Bancorp, a California corporation, issued a press release announcing its consolidated financial results for the three and nine months ended September 30, 2018. A copy of that press release is attached as Exhibit 99.1 to, and is incorporated by this reference into, this Current Report on Form 8-K.
In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, and neither such information nor Exhibit 99.1 shall be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.
Item  9.01
Financial Statements and Exhibits
(d) Exhibits. The following exhibit is being furnished pursuant to Item 2.02 above.
Exhibit
No.
 
Description of Exhibit
 
 
 
 
 
99.1
 
Press Release issued October 22, 2018, announcing the consolidated financial results of Pacific Mercantile Bancorp for the three and nine months ended September 30, 2018.







SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.  
 
 
PACIFIC MERCANTILE BANCORP
 
 
 
 
Date: October 22, 2018
 
By:
/s/ THOMAS M. VERTIN
 
 
 
Thomas M. Vertin,
President and Chief Executive Officer






INDEX TO EXHIBITS
 
Exhibit
No.
 
Description of Exhibit
 
 
 
 
 
99.1
 



(Back To Top)

Section 2: EX-99.1 (EXHIBIT 99.1)

Exhibit
Exhibit 99.1

395422233_pmbclogoa01a06.jpg
949 South Coast Drive, Third Floor
Costa Mesa, CA 92626
 
FOR IMMEDIATE RELEASE
Member FDIC
 
 
For more information contact
Equal Housing Lender
Curt Christianssen, Chief Financial Officer, 714-438-2500
 
Pacific Mercantile Bancorp Reports Third Quarter 2018 Operating Results
Third Quarter Summary
Net income of $3.9 million, or $0.17 per share
Total loans increased $21.9 million from the second quarter of 2018
Total new loan commitments of $87.7 million and loan fundings of $69.8 million
Core deposits increased to 75% of total deposits at September 30, 2018 from 73% at June 30, 2018
Classified assets decreased by $1.2 million from the second quarter of 2018
No provision for loan and lease losses during the three months ended September 30, 2018


COSTA MESA, Calif., October 22, 2018 (Globenewswire) - Pacific Mercantile Bancorp (Nasdaq: PMBC), the holding company of Pacific Mercantile Bank (the “Bank”), a wholly owned banking subsidiary, today reported its financial results for the three and nine months ended September 30, 2018.
For the third quarter of 2018, the Company reported net income of $3.9 million, or $0.17 per share. This compares to net income of $15.4 million, or $0.65 per share, in the second quarter of 2018, and net income of $3.8 million, or $0.16 per share, in the third quarter of 2017. The decrease in net income, as compared to the three months ended June 30, 2018, is primarily attributable to the reversal of the full valuation allowance on our deferred tax asset during the three months ended June 30, 2018, and a decrease in net interest income.
Commenting on the results, Tom Vertin, President & CEO of Pacific Mercantile Bancorp, said, “We had another good quarter of client acquisition activity, and through the first nine months of the year we added more new operating companies to our client base than we did in all of 2017. We continue to make steady progress in transitioning our loan and deposit portfolios to a more optimal mix. Our success in reducing our reliance on higher-cost funding sources has helped us effectively manage our deposit costs and generate favorable trends in our core net interest margin. We have a healthy loan and deposit pipeline entering the fourth quarter, which we believe will enable us to drive further quality balance sheet growth, realize additional operating leverage, and generate a higher level of profitability going forward.”





Results of Operations
The following table shows our operating results for the three and nine months ended September 30, 2018, as compared to the three months ended June 30, 2018 and the three and nine months ended September 30, 2017. The discussion below highlights the key factors contributing to the changes shown in the following table.
 
Three Months Ended
 
Nine Months Ended September 30,
 
September 30, 2018
 
June 30, 2018
 
September 30, 2017
 
2018
 
2017
 
($ in thousands)
Total interest income(1)
$
15,218

 
$
15,914

 
$
14,025

 
$
46,147

 
$
37,761

Total interest expense
3,529

 
3,467

 
2,020

 
9,826

 
5,289

Net interest income
11,689

 
12,447

 
12,005

 
36,321

 
32,472

Provision for loan and lease losses

 

 

 

 

Total noninterest income
1,115

 
1,136

 
964

 
3,306

 
3,364

Total noninterest expense
9,002

 
9,299

 
9,176

 
27,834

 
27,649

Income tax (benefit) provision
(98
)
 
(11,085
)
 
37

 
(11,183
)
 
150

Net income(1)
$
3,900

 
$
15,369

 
$
3,756

 
$
22,976

 
$
8,037

_________________
(1)
The three and nine months ended September 30, 2017, the three months ended June 30, 2018 and the nine months ended September 30, 2018, include significant interest income recoveries of $1.1 million, $1.1 million, $811 thousand and $1.6 million, respectively, on loans that were on nonaccrual status but were paid in full. There were no significant interest income recoveries during the three months ended September 30, 2018.
Net Interest Income
Q3 2018 vs Q2 2018. Net interest income decreased $758 thousand, or 6.1%, for the three months ended September 30, 2018 as compared to the three months ended June 30, 2018 primarily as a result of:
An increase in interest expense of $62 thousand, or 1.8%, primarily attributable to an increase in the rates of interest paid on our deposits for the three months ended September 30, 2018 as compared to the three months ended June 30, 2018, which was primarily the result of an increase in the rate of interest paid on non-maturing interest bearing deposits resulting from the rising interest rate environment; and
A decrease in interest income of $696 thousand, or 4.4%, primarily attributable to a decrease in interest earned on loans as a result of a lower average balance during the three months ended September 30, 2018 and a decrease in the average yield to 5.25% for the three months ended September 30, 2018 from 5.45% for the three months ended June 30, 2018. These declines were primarily the result of a recovery of $811 thousand in interest income on one loan relationship that had been on nonaccrual status but was paid off during the three months ended June 30, 2018. On an adjusted basis after excluding the $811 thousand interest income recovery, the average yield increased from 5.15% for the three months ended June 30, 2018 to 5.25% for the three months ended September 30, 2018 due to an increase in the average yield on loans and short-term investments as a result of the rising interest rate environment, which partially offset the decrease in interest income described above.
Our net interest margin decreased to 3.57% for the three months ended September 30, 2018 as compared to 3.78% for the three months ended June 30, 2018 primarily attributable to a decline in the recovery of interest income during the three months ended September 30, 2018, and an increase in the cost of interest bearing liabilities resulting from an increase in prevailing interest rates, partially offset by the increase in the adjusted average yield on loans during the third quarter of 2018 after excluding the interest income recovery in the second quarter of 2018 described above.
Q3 2018 vs Q3 2017. Net interest income decreased $316 thousand, or 2.6%, for the three months ended September 30, 2018 as compared to the three months ended September 30, 2017 primarily as a result of:
An increase in interest expense of $1.5 million, or 74.7%, primarily attributable to an increase in the volume of and rates of interest paid on our deposits and other borrowings for the three months ended September 30, 2018 as compared to the three months ended September 30, 2017, which was primarily the result of higher deposits due to new client acquisition, our decision to increase the rate of interest paid on our non-maturing interest bearing deposits and our certificates of deposit resulting from the rising interest rate environment, and an increase in our Federal Home Loan Bank (“FHLB”) borrowings; partially offset by





An increase in interest income of $1.2 million, or 8.5%, primarily attributable to an increase in interest earned on loans and short-term investments as a result of higher average balances and an increase in the average yield during the three months September 30, 2018 as compared to the three months ended September 30, 2017, which was primarily the result of the rising interest rate environment, partially offset by the recovery of $1.1 million in interest income during the third quarter of 2017 on a single loan relationship that had been on nonaccrual status but was paid in full.
YTD 2018 vs YTD 2017. Net interest income increased $3.8 million, or 11.9%, for the nine months ended September 30, 2018 as compared to the nine months ended September 30, 2017, primarily as a result of:
An increase in interest income of $8.4 million, or 22.2%, primarily attributable to an increase in interest earned on loans and short-term investments as a result of higher average balances and an increase in the average yields during the nine months ended September 30, 2018 as compared to the nine months ended September 30, 2017, which was primarily the result of the rising interest rate environment and the recovery of $1.6 million in interest income on two loan relationships that had been on nonaccrual status but were paid in full during the nine months ended September 30, 2018 as compared to $1.1 million recovered on one loan relationship during the nine months ended September 30, 2017; partially offset by
An increase in interest expense of $4.5 million, or 85.8%, primarily attributable to an increase in the volume of and rates of interest paid on our deposits and other borrowings for the nine months ended September 30, 2018 as compared to the nine months ended September 30, 2017, which was primarily the result of higher deposits due to new client acquisition, our decision to increase the rate of interest paid on our non-maturity interest bearing deposits and our certificates of deposit resulting from the rising interest rate environment, and an increase in our FHLB borrowings.
Provision for Loan and Lease Losses
Q3 2018 vs Q2 2018. We recorded no provision for loan and lease losses during either the three months ended September 30, 2018 or June 30, 2018. There was no provision for loan and lease losses during the third quarter of 2018 due primarily to reserves for new loan growth being offset by a decline in the level of classified assets. There was no provision for loan and lease losses during the second quarter of 2018 due primarily to a slight decrease in our loan portfolio during the quarter. During the three months ended September 30, 2018, we had net recoveries of $94 thousand, compared to net charge-offs of $36 thousand for the three months ended June 30, 2018.
Q3 2018 vs Q3 2017. We recorded no provision for loan and lease losses during either the three months ended September 30, 2018 or September 30, 2017 primarily as a result of reserves for new loan growth being offset by a decline in the level of classified assets.
YTD 2018 vs YTD 2017. We recorded no provision for loan and lease losses during either the nine months ended September 30, 2018 or September 30, 2017 due primarily to reserves for new loan growth being offset by a decline in the level of classified assets.
Noninterest Income
Q3 2018 vs Q2 2018. Noninterest income decreased $21 thousand, or 1.8%, for the three months ended September 30, 2018 as compared to the three months ended June 30, 2018, primarily resulting from a decrease in loan servicing and referral fees during the third quarter of 2018 as compared to the prior quarter.
Q3 2018 vs Q3 2017. Noninterest income increased by $151 thousand, or 15.7%, for the three months ended September 30, 2018 as compared to the three months ended September 30, 2017, primarily as a result of:
An increase in loan servicing and referral fees during the third quarter of 2018 as compared to the same period in 2017;
A loss of $16 thousand on the sale of other assets during the three months ended September 30, 2017 that did not occur in the same period in 2018; and
An increase in credit card and wire transfer fees during the third quarter of 2018 as compared to the same period in 2017.
YTD 2018 vs YTD 2017. Noninterest income decreased $58 thousand, or 1.7%, for the nine months ended September 30, 2018 as compared to the nine months ended September 30, 2017, primarily as a result of:
A decrease in other noninterest income attributable to recoveries of fees on previously charged off loans during the second quarter of 2017 for which a similar level of recoveries did not occur during the nine months ended September 30, 2018; partially offset by
An increase in loan servicing and referral fees during the nine months ended September 30, 2018 as compared to the same period in 2017; and





An increase of $48 thousand in gain on the sale of securities available-for-sale during the nine months ended September 30, 2018 as compared to the same period in 2017.
Noninterest Expense
Q3 2018 vs Q2 2018. Noninterest expense decreased $297 thousand, or 3.2%, for the three months ended September 30, 2018 as compared to the three months ended June 30, 2018, primarily as a result of:
A decrease of $107 thousand in salaries and employee benefits primarily related to employee severance paid during the second quarter of 2018; and
A decrease in various expense accounts related to the normal course of operating, including expenses related to charitable contributions, FDIC insurance expense and business development during the three months ended September 30, 2018 as compared to the three months ended June 30, 2018.
Q3 2018 vs Q3 2017. Noninterest expense decreased $174 thousand, or 1.9%, for the three months ended September 30, 2018 as compared to the three months ended September 30, 2017, primarily as a result of:
A decrease of $105 thousand in our FDIC insurance expenses primarily related to a decrease in our premium; and
A decrease of $303 thousand in our professional fees primarily related to the recovery of legal fees attributable to a loan relationship during the third quarter of 2018 that was fully charged off in previous years; partially offset by
An increase in various expense accounts related to the normal course of operating, including expenses related to charitable contributions, loan production and business development, during the three months ended September 30, 2018 as compared to the three months ended September 30, 2017.
YTD 2018 vs YTD 2017. Noninterest expense increased $185 thousand, or 0.7%, for the nine months ended September 30, 2018 as compared to the nine months ended September 30, 2017, primarily as a result of:
An increase of $714 thousand in salaries and employee benefits primarily related to an increase in employee compensation expense; and
An increase in various expense accounts related to the normal course of operating, including expenses related to charitable contributions, loan production and business development during the nine months ended September 30, 2018 as compared to the nine months ended September 30, 2017; partially offset by
A decrease of $1.1 million in our professional fees primarily related to lower legal fees in the first quarter of 2018, the recovery of legal fees attributable to the payoff of a loan relationship in the second quarter of 2018 that was previously on nonaccrual status and the recovery of legal fees in the third quarter of 2018 related to a loan relationship that was fully charged off in previous years.
Income tax provision (benefit)
For the three and nine months ended September 30, 2018, we had an income tax benefit of $98 thousand and $11.2 million, respectively, as a result of our net income during the third quarter of 2018 and the release of our full valuation allowance of $11.1 million on our net deferred tax asset during the second quarter of 2018, discussed further below. Accounting rules specify that management must evaluate the deferred tax asset on a recurring basis to determine whether enough positive evidence exists to determine whether it is more-likely-than-not that the deferred tax asset will be available to offset or reduce future taxes. The tax code allows net operating losses incurred prior to December 31, 2017 to be carried forward for 20 years from the date of the loss, and based on its evaluation, management believes that the Company will be able to realize the deferred tax asset within the period that our net operating losses may be carried forward. Due to the hierarchy of evidence that the accounting rules specify, management determined that there continued to be enough positive evidence to support no valuation allowance on our deferred tax asset at September 30, 2018. The value of our deferred tax asset at June 30, 2018 was computed based upon an estimate of taxable income for the full year of 2018. The benefit during the third quarter of 2018 was due to a slight decrease in forecasted earnings, the amount of the release benefited through the rate decreased by $98 thousand which was offset by the need to increase the discrete benefit for the quarter by that same amount. Only minimal tax provision is expected for the fourth quarter of 2018.
For the three months ended June 30, 2018, we had an income tax benefit of $11.1 million, as a result of the release of our full valuation allowance of $11.1 million on our net deferred tax asset. During the three months ended June 30, 2018, management determined that the valuation allowance that was previously established on the balance of our deferred tax asset was no longer required at June 30, 2018 and released the entire $11.1 million during the three months ended June 30, 2018. The value of our deferred tax asset was computed based upon an estimate of taxable income for the full year of 2018.





For the three and nine months ended September 30, 2017, we had income tax expense of $37 thousand and $150 thousand, respectively. The income tax expense for the three and nine months ended September 30, 2017 represented the payment to the state of California for the cost of doing business within the state and an estimated alternative minimum tax payment. No additional income tax expense was recorded during the three and nine months ended September 30, 2017 as a result of our full valuation allowance. During the nine months ended September 30, 2017, management evaluated the positive and negative evidence and determined that there continued to be enough negative evidence to support the full valuation allowance of $21.7 million at September 30, 2017.
Balance Sheet Information
Loans
As indicated in the table below, at September 30, 2018, gross loans totaled approximately $1.1 billion, which represented an increase of $21.9 million, or 2.1%, compared to gross loans outstanding at June 30, 2018, and an increase of $16.3 million, or 1.5%, compared to gross loans outstanding at December 31, 2017. The following table sets forth the composition, by loan category, of our loan portfolio at September 30, 2018, June 30, 2018 and December 31, 2017.
 
September 30, 2018
 
June 30, 2018
 
December 31, 2017
 
Amount
 
Percent of Total Loans
 
Amount
 
Percent of Total Loans
 
Amount
 
Percent of
Total
Loans
 
($ in thousands)
Commercial loans
$
414,995

 
38.4
%
 
$
403,152

 
38.1
%
 
$
394,493

 
37.1
%
Commercial real estate loans - owner occupied
226,861

 
21.0
%
 
225,018

 
21.2
%
 
214,365

 
20.1
%
Commercial real estate loans - all other
232,316

 
21.5
%
 
224,555

 
21.2
%
 
228,090

 
21.4
%
Residential mortgage loans - multi-family
88,563

 
8.2
%
 
90,270

 
8.5
%
 
114,302

 
10.7
%
Residential mortgage loans - single family
21,634

 
2.0
%
 
24,583

 
2.3
%
 
24,848

 
2.3
%
Construction and land development loans
36,961

 
3.4
%
 
30,395

 
2.9
%
 
34,614

 
3.3
%
Consumer loans
59,585

 
5.5
%
 
61,084

 
5.8
%
 
53,918

 
5.1
%
Gross loans
$
1,080,915

 
100.0
%
 
$
1,059,057

 
100.0
%
 
$
1,064,630

 
100.0
%
The increase of $21.9 million in gross loans during the third quarter of 2018 was primarily a result of new loan growth and client acquisition partially offset by loan payoffs of $29.7 million. During the third quarter of 2018, we secured new commercial loan commitments of $41.2 million, of which $26.1 million were funded at September 30, 2018. Our total commercial loan commitments increased to $663.7 million at September 30, 2018 from $625.8 million at June 30, 2018, while the utilization rate of commercial loan commitments decreased to 62.1% at September 30, 2018 from 64.1% at June 30, 2018.
Deposits
 
September 30, 2018
 
June 30, 2018
 
December 31, 2017
Type of Deposit
($ in thousands)
Noninterest-bearing checking accounts
$
336,434

 
$
343,718

 
$
338,273

Interest-bearing checking accounts
80,427

 
61,685

 
89,179

Money market and savings deposits
415,845

 
446,830

 
350,605

Certificates of deposit
284,389

 
315,570

 
361,336

Totals
$
1,117,095

 
$
1,167,803

 
$
1,139,393

The decrease in our total deposits from June 30, 2018 to September 30, 2018 is primarily attributable to a decrease of $31.0 million in money market and savings deposits and a decrease of $31.2 million in our certificates of deposit, partially offset by an increase of $11.5 million in our checking accounts. The decrease in our core deposits is primarily the result of two large depositors investing a portion of their funds. The decrease in our certificates of deposit is primarily the result of our decision to keep the rates of interest offered on new and renewing certificates of deposit below the rates offered by many of the other banks against which we compete for these deposits. Lower priced core deposits increased to 75% of total deposits, while higher priced certificates of deposit decreased to 25% of total deposits at September 30, 2018, as compared to 73% and 27% of total deposits, respectively, at June 30, 2018.






Asset Quality
Nonperforming Assets
 
2018
 
2017
September 30
 
June 30
 
September 30
 
($ in thousands)
Total non-performing loans
$
5,881

 
$
5,325

 
$
10,279

Other real estate owned
1,275

 
2,073

 

Other non-performing assets
15

 

 
95

Total non-performing assets
$
7,171

 
$
7,398

 
$
10,374

90-day past due loans
$
2,669

 
$
2,669

 
$
2,212

Total classified assets(1)
$
13,552

 
$
14,757

 
$
19,116

Allowance for loan and lease losses
$
13,463

 
$
13,369

 
$
15,048

Allowance for loan and lease losses /gross loans
1.25
 %
 
1.26
%
 
1.45
%
Allowance for loan and lease losses /total assets
1.02
 %
 
0.98
%
 
1.25
%
Ratio of allowance for loan and lease losses to nonperforming loans
228.92
 %
 
251.06
%
 
146.40
%
Ratio of nonperforming assets to total assets
0.54
 %
 
0.54
%
 
0.86
%
Net quarterly charge-offs (recoveries) to gross loans
(0.01
)%
 
%
 
0.20
%
(1)    Subsequent to September 30, 2018, $3.9 million of performing loans included within our classified assets paid off in full.
Nonperforming assets at September 30, 2018 decreased $227 thousand from June 30, 2018 as a result of a decrease in our other real estate owned, partially offset by an increase in non-performing loans in the third quarter of 2018. The decrease in our other real estate owned resulted from the sale during the third quarter of 2018 of a residential property previously acquired for a gain of $29 thousand. The increase in our non-performing loans resulted from the addition of $1.1 million of commercial loans during the three months ended September 30, 2018, partially offset by principal payments of $104 thousand, charge offs of $419 thousand and the transfer to other assets of $15 thousand during the same period.
Our classified assets decreased by $1.2 million from $14.8 million at June 30, 2018 to $13.6 million at September 30, 2018. The decrease is primarily related to the sale of other real estate owned of $799 thousand, principal payments of $708 thousand and charge-offs of $419 thousand during the three months ended September 30, 2018, partially offset by additions of $719 thousand during the same period.
Allowance for loan and lease losses
 
2018
 
2017
September 30
 
June 30
 
March 31
 
December 31
 
September 30
 
($ in thousands)
Balance at beginning of quarter
$
13,369

 
$
13,405

 
$
14,196

 
$
15,048

 
$
17,178

Charge offs
(419
)
 
(355
)
 
(1,068
)
 
(1,449
)
 
(2,275
)
Recoveries
513

 
319

 
277

 
597

 
145

Provision

 

 

 

 

Balance at end of quarter
$
13,463

 
$
13,369

 
$
13,405

 
$
14,196

 
$
15,048

At September 30, 2018, the allowance for loan and lease losses (“ALLL”) totaled $13.5 million, which was approximately $94 thousand more than at June 30, 2018 and $1.6 million less than at September 30, 2017. The ALLL activity during the three months ended September 30, 2018 included net recoveries of $94 thousand. There was no provision for loan and lease losses during the period, primarily attributable to reserves for new loan growth being offset by a decline in the level of classified assets during the three months ended September 30, 2018. The ratio of the ALLL-to-total loans outstanding as of September 30, 2018 was 1.25% as compared to 1.26% and 1.45% as of June 30, 2018 and September 30, 2017, respectively. Subsequent to September 30, 2018, we recovered $733 thousand of principal on a loan relationship that was previously charged off.






Capital Resources
At September 30, 2018, the Bank had total regulatory capital of $155.7 million. The ratio of the Bank’s total capital-to-risk weighted assets, which is the principal federal bank regulatory measure of the financial strength of banking institutions, was 12.8% and, as a result, the Bank continued to be classified, under federal bank regulatory guidelines, as a “well-capitalized” banking institution, which is the highest of the capital standards established by federal banking regulatory authorities.
The following table sets forth the regulatory capital and capital ratios of the Bank at September 30, 2018, as compared to the regulatory requirements that must be met for a banking institution to be rated as a well-capitalized institution.
 
Actual
At September 30, 2018
 
Federal Regulatory Requirement
to be Rated Well-Capitalized
 
Amount
 
Ratio
 
Amount
 
Ratio
 
($ in thousands)
 
 
 
 
 
 
 
 
Total Capital to Risk Weighted Assets
$
155,679

 
12.8
%
 
$
121,734

 
At least 10.0
 
 
 
 
 
 
 
 
Common Equity Tier 1 Capital to Risk Weighted Assets
$
141,866

 
11.7
%
 
$
79,127

 
At least 6.5
 
 
 
 
 
 
 
 
Tier 1 Capital to Risk Weighted Assets
$
141,866

 
11.7
%
 
$
97,387

 
At least 8.0
 
 
 
 
 
 
 
 
Tier 1 Capital to Average Assets
$
141,866

 
10.7
%
 
$
66,337

 
At least 5.0
About Pacific Mercantile Bancorp
Pacific Mercantile Bancorp (Nasdaq: PMBC) is the parent holding company of Pacific Mercantile Bank, which opened for business March 1, 1999. The Bank, which is an FDIC insured, California state-chartered bank and a member of the Federal Reserve System, provides a wide range of commercial banking services to businesses, business professionals and individual clients. The Bank is headquartered in Orange County and operates a total of seven offices in Southern California, located in Orange, Los Angeles, San Diego, and San Bernardino counties. The Bank offers tailored flexible solutions for its clients including an array of loan and deposit products, sophisticated cash management services, and comprehensive online banking services accessible at www.pmbank.com. 

Forward-Looking Information
This news release contains statements regarding our expectations, beliefs and views about our future financial performance and our business, trends and expectations regarding the markets in which we operate, and our future plans. Those statements, which include the quotation from management, constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, can be identified by the fact that they do not relate strictly to historical or current facts. Often, they include words such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” “project,” or words of similar meaning, or future or conditional verbs such as “will,” “would,” “should,” “could,” or “may.” Forward-looking statements are based on current information available to us and our assumptions about future events over which we do not have control. Moreover, our business and our markets are subject to a number of risks and uncertainties which could cause our actual financial performance in the future, and the future performance of our markets (which can affect both our financial performance and the market prices of our shares), to differ, possibly materially, from our expectations as set forth in the forward-looking statements contained in this news release.
In addition to the risk of incurring loan losses and provision for loan losses, which is an inherent risk of the banking business, these risks and uncertainties include, but are not limited to, the following: the risk that the credit quality of our borrowers declines; potential declines in the value of the collateral for secured loans; the risk that steps we have taken to strengthen our overall credit administration are not effective; the risk of a downturn in the United States economy, and domestic or international economic conditions, which could cause us to incur additional loan losses and adversely affect our results of operations in the future; the risk that our interest margins and, therefore, our net interest income will be adversely affected by changes in prevailing interest rates; the risk of increases in our nonperforming assets, in which event we would face the prospect of further loan charge-offs and write-downs of assets; the risk that we will not be able to manage our interest rate risks effectively, in which event our operating results could be harmed; the prospect of changes in government regulation of banking and other financial services organizations, which could impact our costs of doing business and restrict our ability to take advantage of business and growth opportunities; the risk that our efforts to develop a robust commercial banking platform may not succeed; and the risk that we





may be unable to realize our expected level of increasing deposit inflows. Readers of this news release are encouraged to review the additional information regarding these and other risks and uncertainties to which our business is subject that is contained in our Annual Report on Form 10-K for the year ended December 31, 2017, which is on file with the Securities and Exchange Commission (“SEC”). Additional information will be set forth in our Quarterly Report on Form 10-Q for the three months ended September 30, 2018, which we expect to file with the SEC during the fourth quarter of 2018, and readers of this release are urged to review the additional information that will be contained in that report.
Due to these and other risks and uncertainties to which our business is subject, you are cautioned not to place undue reliance on the forward-looking statements contained in this news release, which speak only as of its date, or to make predictions about our future financial performance based solely on our historical financial performance. We disclaim any obligation to update or revise any of the forward-looking statements as a result of new information, future events or otherwise, except as may be required by law.





CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars and numbers of shares in thousands, except per share data)
(Unaudited)
 
 
Three Months Ended
 
Nine Months Ended
 
September 30, 2018
 
June 30, 2018
 
September 30, 2017
 
Sept '18 vs Jun '18
% Change
 
Sept '18 vs Sept '17
% Change
 
September 30, 2018
 
September 30, 2017
 
% Change
Total interest income
$
15,218

 
$
15,914

 
$
14,025

 
(4.4
)%
 
8.5
 %
 
$
46,147

 
$
37,761

 
22.2
 %
Total interest expense
3,529

 
3,467

 
2,020

 
1.8
 %
 
74.7
 %
 
9,826

 
5,289

 
85.8
 %
Net interest income
11,689

 
12,447

 
12,005

 
(6.1
)%
 
(2.6
)%
 
36,321

 
32,472

 
11.9
 %
Provision for loan and lease losses

 

 

 
 %
 
 %
 

 

 
 %
Net interest income after provision for loan and lease losses
11,689

 
12,447

 
12,005

 
(6.1
)%
 
(2.6
)%
 
36,321

 
32,472

 
11.9
 %
Non-interest income:
 

 
 
 
 

 


 


 
 

 
 

 
 

Service fees on deposits and other banking services
382

 
407

 
346

 
(6.1
)%
 
10.4
 %
 
1,176

 
985

 
19.4
 %
Net gain (loss) on sale of securities available for sale

 

 

 
 %
 
 %
 
48

 

 
100.0
 %
Net loss on sale of other assets

 

 
(16
)
 
100.0
 %
 
(100.0
)%
 
(4
)
 
(14
)
 
(71.4
)%
Other non-interest income
733

 
729

 
634

 
0.5
 %
 
15.6
 %
 
2,086

 
2,393

 
(12.8
)%
Total non-interest income
1,115

 
1,136

 
964

 
(1.8
)%
 
15.7
 %
 
3,306

 
3,364

 
(1.7
)%
Non-interest expense:
 
 
 
 
 

 


 


 
 

 
 

 
 

Salaries and employee benefits
5,809

 
5,916

 
5,796

 
(1.8
)%
 
0.2
 %
 
17,885

 
17,171

 
4.2
 %
Occupancy and equipment
1,029

 
1,047

 
1,089

 
(1.7
)%
 
(5.5
)%
 
3,140

 
3,206

 
(2.1
)%
Professional Fees
655

 
636

 
958

 
3.0
 %
 
(31.6
)%
 
2,041

 
3,100

 
(34.2
)%
OREO expenses, net
(16
)
 
8

 

 
(300.0
)%
 
(100.0
)%
 
(8
)
 

 
(100.0
)%
FDIC Expense
189

 
266

 
294

 
(28.9
)%
 
(35.7
)%
 
738

 
859

 
(14.1
)%
Other non-interest expense
1,336

 
1,426

 
1,039

 
(6.3
)%
 
28.6
 %
 
4,038

 
3,313

 
21.9
 %
Total non-interest expense
9,002

 
9,299

 
9,176

 
(3.2
)%
 
(1.9
)%
 
27,834

 
27,649

 
0.7
 %
Income before income taxes
3,802

 
4,284

 
3,793

 
(11.3
)%
 
0.2
 %
 
11,793

 
8,187

 
44.0
 %
Income tax (benefit) expense
(98
)
 
(11,085
)
 
37

 
(99.1
)%
 
(364.9
)%
 
(11,183
)
 
150

 
(7,555.3
)%
Net income
$
3,900

 
$
15,369

 
$
3,756

 
(74.6
)%
 
3.8
 %
 
$
22,976

 
$
8,037

 
185.9
 %
Basic income per common share:
 
 
 
 
 
 


 


 
 
 
 
 
 

Net income available to common shareholders
$
0.17

 
$
0.66

 
$
0.16

 
(74.2
)%
 
6.3
 %
 
$
0.98

 
$
0.35

 
180.0
 %
Diluted income per common share:
 
 
 
 
 
 


 


 
 
 
 
 
 
Net income available to common shareholders
$
0.17

 
$
0.65

 
$
0.16

 
(73.8
)%
 
6.3
 %
 
$
0.98

 
$
0.35

 
180.0
 %
Weighted average number of common shares outstanding:
 
 
 
 
 
 


 


 
 
 
 
 
 
Basic
22,996

 
23,332

 
23,193

 
(1.4
)%
 
(0.8
)%
 
23,121

 
23,173

 
(0.2
)%
Diluted
23,598

 
23,558

 
23,331

 
0.2
 %
 
1.1
 %
 
23,535

 
23,290

 
1.1
 %
Ratios from continuing operations(1):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Return on average assets
1.16
%
 
4.57
%
 
1.26
%
 
 
 
 
 
2.31
%
 
0.93
%
 
 
Return on average equity
11.50
%
 
51.01
%
 
13.82
%
 
 
 
 
 
24.78
%
 
10.22
%
 
 
Efficiency ratio
70.31
%
 
68.46
%
 
70.75
%
 
 
 
 
 
70.24
%
 
77.15
%
 


____________________ 
(1)
Ratios for the three and nine months ended September 30, 2018, June 30, 2018 and September 30, 2017 have been annualized.





CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Dollars in thousands, except share and book value data)
(Unaudited)
ASSETS
September 30, 2018
 
December 31, 2017
 
Increase/ (Decrease)
 
 
Cash and due from banks
$
16,185

 
$
12,198

 
32.7
 %
Interest bearing deposits with financial institutions(1)
159,888

 
186,010

 
(14.0
)%
Interest bearing time deposits
2,420

 
2,920

 
(17.1
)%
Investment securities (including stock)
38,742

 
47,845

 
(19.0
)%
Loans (net of allowances of $13,463 and $14,196, respectively)
1,070,751

 
1,053,201

 
1.7
 %
Other real estate owned
1,275

 

 
100.0
 %
Net deferred tax assets
11,227

 

 
100.0
 %
Other assets
19,510

 
20,430

 
(4.5
)%
Total assets
$
1,319,998

 
$
1,322,604

 
(0.2
)%
LIABILITIES AND SHAREHOLDERS’ EQUITY
 

 
 

 
 

Non-interest bearing deposits
$
336,434

 
$
338,273

 
(0.5
)%
Interest bearing deposits
 

 
 

 
 

Interest checking
80,427

 
89,179

 
(9.8
)%
Savings/money market
415,845

 
350,605

 
18.6
 %
Certificates of deposit
284,389

 
361,336

 
(21.3
)%
Total interest bearing deposits
780,661

 
801,120

 
(2.6
)%
Total deposits
1,117,095

 
1,139,393

 
(2.0
)%
Other borrowings
40,000

 
40,866

 
(2.1
)%
Other liabilities
9,055

 
11,942

 
(24.2
)%
Junior subordinated debentures
17,527

 
17,527

 
 %
Total liabilities
1,183,677

 
1,209,728

 
(2.2
)%
Shareholders’ equity
136,321

 
112,876

 
20.8
 %
Total Liabilities and Shareholders’ Equity
$
1,319,998

 
$
1,322,604

 
(0.2
)%
Tangible book value per share
$
5.83

 
$
4.86

 
20.0
 %
Tangible book value per share, as adjusted(2)
$
5.90

 
$
4.91

 
20.2
 %
Shares outstanding, common
21,917,995

 
23,232,515

 
(5.7
)%
____________________
(1)
Interest bearing deposits held in the Bank’s account maintained at the Federal Reserve Bank.
(2)
Excludes accumulated other comprehensive income/loss, which is included in shareholders’ equity.





CONSOLIDATED AVERAGE BALANCES AND YIELD DATA
(Dollars in thousands)
(Unaudited)
 
Three Months Ended
 
September 30, 2018
 
June 30, 2018
 
September 30, 2017
 
Average
Balance
 
Interest
Earned/
Paid
 
Average
Yield/
Rate
 
Average
Balance
 
Interest
Earned/
Paid
 
Average
Yield/
Rate
 
Average
Balance
 
Interest
Earned/
Paid
 
Average
Yield/
Rate
Interest earning assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Short-term investments(1)
$
209,805

 
$
1,055

 
1.99
%
 
$
192,175

 
$
864

 
1.80
%
 
$
104,968

 
$
335

 
1.27
%
Securities available for sale and stock(2)
38,409

 
265

 
2.74
%
 
38,633

 
262

 
2.72
%
 
49,033

 
304

 
2.46
%
Loans(3)
1,050,264

 
13,898

 
5.25
%
 
1,089,135

 
14,788

 
5.45
%
 
1,019,253

 
13,386

 
5.21
%
Total interest-earning assets
1,298,478

 
15,218

 
4.65
%
 
1,319,943

 
15,914

 
4.84
%
 
1,173,254

 
14,025

 
4.74
%
Noninterest-earning assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash and due from banks
14,711

 
 
 
 
 
16,617

 
 
 
 
 
13,801

 
 
 
 
All other assets
17,459

 
 
 
 
 
12,970

 
 
 
 
 
(2,099
)
 
 
 
 
Total assets
$1,330,648
 
 
 
 
 
$1,349,530
 
 
 
 
 
$1,184,956
 
 
 
 
Interest-bearing liabilities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing checking accounts
$
66,799

 
86

 
0.51
%
 
$
56,906

 
63

 
0.44
%
 
$
93,597

 
104

 
0.44
%
Money market and savings accounts
421,562

 
1,764

 
1.66
%
 
434,294

 
1,670

 
1.54
%
 
323,825

 
761

 
0.93
%
Certificates of deposit
299,305

 
1,321

 
1.75
%
 
326,660

 
1,349

 
1.66
%
 
304,404

 
980

 
1.28
%
Other borrowings
27,935

 
138

 
1.96
%
 
36,934

 
171

 
1.86
%
 
652

 
2

 
1.22
%
Junior subordinated debentures
17,527

 
220

 
4.98
%
 
17,527

 
214

 
4.90
%
 
17,527

 
173

 
3.92
%
Total interest bearing liabilities
833,128

 
3,529

 
1.68
%
 
872,321

 
3,467

 
1.59
%
 
740,005

 
2,020

 
1.08
%
Noninterest bearing liabilities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Demand deposits
353,635

 
 
 
 
 
346,553

 
 
 
 
 
329,168

 
 
 
 
Accrued expenses and other liabilities
9,292

 
 
 
 
 
9,802

 
 
 
 
 
7,959

 
 
 
 
Shareholders' equity
134,593

 
 
 
 
 
120,854

 
 
 
 
 
107,824

 
 
 
 
Total liabilities and shareholders' equity
$1,330,648
 
 
 
 
 
$1,349,530
 
 
 
 
 
$1,184,956
 
 
 
 
Net interest income
 
 
$
11,689

 
 
 
 
 
$
12,447

 
 
 
 
 
$12,005
 
 
Net interest income/spread
 
 
 
 
2.97
%
 
 
 
 
 
3.25
%
 
 
 
 
 
3.66
%
Net interest margin
 
 
 
 
3.57
%
 
 
 
 
 
3.78
%
 
 
 
 
 
4.06
%
 
(1)
Short-term investments consist of federal funds sold and interest bearing deposits that we maintain at other financial institutions.
(2)
Stock consists of FHLB stock and Federal Reserve Bank of San Francisco stock.
(3)
Loans include the average balance of nonaccrual loans.





 
 
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended
 
September 30, 2018
 
September 30, 2017
 
Average
Balance
 
Interest
Earned/
Paid
 
Average
Yield/
Rate
 
Average
Balance
 
Interest
Earned/
Paid
 
Average
Yield/
Rate
Interest earning assets
 
 
 
 
 
 
 
 
 
 
 
Short-term investments(1)
$
194,302

 
$
2,615

 
1.80
%
 
$
117,128

 
$
904

 
1.03
%
Securities available for sale and stock(2)
39,987

 
801

 
2.68
%
 
50,032

 
930

 
2.49
%
Loans(3)
1,067,399

 
42,731

 
5.35
%
 
981,504

 
35,927

 
4.89
%
Total interest-earning assets
1,301,688

 
46,147

 
4.74
%
 
1,148,664

 
37,761

 
4.40
%
Noninterest-earning assets
 
 
 
 
 
 
 
 
 
 
 
Cash and due from banks
15,717

 
 
 
 
 
14,297

 
 
 
 
All other assets
12,547

 
 
 
 
 
(1,711
)
 
 
 
 
Total assets
1,329,952

 
 
 
 
 
1,161,250

 
 
 
 
Interest-bearing liabilities:
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing checking accounts
$
69,363

 
$
263

 
0.51
%
 
$
88,962

 
$
254

 
0.38
%
Money market and savings accounts
401,993

 
4,418

 
1.47
%
 
340,464

 
2,080

 
0.82
%
Certificates of deposit
327,873

 
4,050

 
1.65
%
 
279,630

 
2,458

 
1.18
%
Other borrowings
34,932

 
475

 
1.82
%
 
399

 
3

 
1.01
%
Junior subordinated debentures
17,527

 
620

 
4.73
%
 
17,527

 
494

 
3.77
%
Total interest bearing liabilities
851,688

 
9,826

 
1.54
%
 
726,982

 
5,289

 
0.97
%
Noninterest bearing liabilities
 
 
 
 
 
 
 
 
 
 
 
Demand deposits
344,090

 
 
 
 
 
321,808

 
 
 
 
Accrued expenses and other liabilities
10,230

 
 
 
 
 
7,359

 
 
 
 
Shareholders' equity
123,944

 
 
 
 
 
105,101

 
 
 
 
Total liabilities and shareholders' equity
1,329,952

 
 
 
 
 
1,161,250

 
 
 
 
Net interest income
 
 
$
36,321

 
 
 
 
 
$
32,472

 
 
Net interest income/spread
 
 
 
 
3.20
%
 
 
 
 
 
3.43
%
Net interest margin
 
 
 
 
3.73
%
 
 
 
 
 
3.78
%
 
(1)
Short-term investments consist of federal funds sold and interest bearing deposits that we maintain at other financial institutions.
(2)
Stock consists of FHLB stock and Federal Reserve Bank of San Francisco stock.
(3)
Loans include the average balance of nonaccrual loans.








NON-GAAP RECONCILIATION
(Dollars in thousands)
(Unaudited)
 
Three Months Ended
 
Nine Months Ended September 30,
 
September 30, 2018
 
June 30, 2018
 
September 30, 2017
 
2018
 
2017
 
($ in thousands)
Interest income:
 
 
 
 
 
 
 
 
 
Loans, including fees
$
13,898

 
$
14,788

 
$
13,386

 
$
42,731

 
$
35,927

Securities available for sale and stock
265

 
262

 
304

 
801

 
930

Interest-bearing deposits with financial institutions
1,055

 
864

 
335

 
2,615

 
904

Total interest income
$
15,218

 
$
15,914

 
$
14,025

 
$
46,147

 
$
37,761

 
 
 
 
 
 
 
 
 
 
Interest income on loans, including fees
$
13,898

 
$
14,788

 
$
13,386

 
$
42,731

 
$
35,927

Less: Interest income recoveries

 
(811
)
 
(1,140
)
 
(1,580
)
 
(1,140
)
Interest income on loans, including fees adjusted (1)
$
13,898

 
$
13,977

 
$
12,246

 
$
41,151

 
$
34,787

 
 
 
 
 
 
 
 
 
 
Net interest income
$
11,689

 
$
12,447

 
$
12,005

 
$
36,321

 
$
32,472

Less: Interest income recoveries
$

 
$
(811
)
 
$
(1,140
)
 
$
(1,580
)
 
$
(1,140
)
Net interest income, adjusted (1)
$
11,689

 
$
11,636

 
$
10,865

 
$
34,741

 
$
31,332

 
 
 
 
 
 
 
 
 
 
Income before income taxes
$
3,802

 
$
4,284

 
$
3,793

 
$
11,793

 
$
8,187

Less: Interest income recoveries
$

 
$
(811
)
 
$
(1,140
)
 
$
(1,580
)
 
$
(1,140
)
Net income, adjusted (1)
$
3,802

 
$
3,473

 
$
2,653

 
$
10,213

 
$
7,047

 
 
 
 
 
 
 
 
 
 
Average loans
$
1,050,264

 
$
1,089,135

 
$
1,019,253

 
$
1,067,399

 
$
981,504

Average interest earning assets
$
1,298,478

 
$
1,319,943

 
$
1,173,254

 
$
1,301,688

 
$
1,077,386

 
 
 
 
 
 
 
 
 
 
Average loan yield, adjusted (1)
5.25
%
 
5.15
%
 
4.77
%
 
5.15
%
 
4.74
%
Net interest margin, adjusted (1)
3.57
%
 
3.54
%
 
3.67
%
 
3.57
%
 
4.27
%
_________________
(1)
Interest income on loans, including fees, adjusted, net interest income, adjusted, average loan yield, adjusted, and net interest margin, adjusted are non-GAAP financial measures that are not presented in accordance with generally accepted accounting principles because they have been adjusted to exclude certain significant interest income recoveries. The three and nine months ended September 30, 2017, the three months ended June 30, 2018 and the nine months ended September 30, 2018 exclude significant interest income recoveries of $1.1 million, $1.1 million, $811 thousand and $1.6 million, respectively, on loans that were on nonaccrual status but were paid in full. There were no significant interest income recoveries excluded during the three months ended September 30, 2018. The Company believes the presentation of these non-GAAP financial measures provides useful information to investors because it facilitates the comparability of the Company's results of operations by excluding prior period interest income recoveries that did not recur during the three months ended September 30, 2018, are inconsistent in amount and frequency and are not indicative of the Company's core performance during the periods presented.
    



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