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Section 1: 8-K (8-K)

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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): February 13, 2019
__________________
 
Bryn Mawr Bank Corporation
(Exact Name of Registrant as specified in its charter)
 
__________________
    
Pennsylvania
001-35746
23-2434506
(State or other jurisdiction
(Commission File Number)
(I.R.S. Employer)
of incorporation)
 
 
 
801 Lancaster Avenue, Bryn Mawr, PA   19010
Registrant's telephone number, including area code: 610-525-1700

None
(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 obligations of the registrant under any of the following provisions (see General Instructions A.2. below):
 
☐    Written communications pursuant to Rule 425 under the Securities Act (17CFR 230.425)
 
☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR 240.14a-12)
 
☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR 240.14d-2(b))
 
☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR 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 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company ☐
 
If an emerging growth company, indicate by check mark if the registrant has elected not 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 7.01   Regulation FD Disclosure.
 
Bryn Mawr Bank Corporation has posted to its website a slide presentation which is attached hereto as Exhibit 99.1 and incorporated into this Item 7.01 by reference.
 
The information contained in such Exhibit shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor will such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits
 
(d) 99.1 – Slide Presentation






SIGNATURE
 
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.

 
BRYN MAWR BANK CORPORATION
 
 
 
 
By:
/s/ Michael W. Harrington
 
 
Michael W. Harrington,
 
 
Chief Financial Officer
 
 
 
Date: February 13, 2019
 
 






EXHIBIT INDEX
 
 
Exhibit 99.1 – Slide Presentation




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Section 2: EX-99.1 (EXHIBIT 99.1)

a4q2018investorslidepres
NASDAQ: BMTC Bryn Mawr Trust is synonymous with relationship-driven banking, money management and wealth preservation for individuals, families, businesses and institutions in and around the Delaware Valley. Bryn Mawr Bank Corporation’s subsidiaries provide some of the most sophisticated private banking, wealth management and middle-market commercial banking solutions available to clients in the Greater Philadelphia, Eastern Pennsylvania and Southern New Jersey markets today. INVESTMENT THESIS 20% Total 16% Total • Revenue mix diversified by substantial fee income platform assets CAGR revenue CAGR • Consistent, disciplined cost control with sub-60% efficiency - 4 years - 4 years • Seasoned leadership with proven record of execution • Unique, relationship-based client focus and credit discipline 16% GAAP pre- 34% Operating • Attractive geographic market with opportunity for growth tax income CAGR revenue from • Top quartile profitability among peers - 4 years non-interest income DIVERSE REVENUE MIX LTM Ended December 31, 2018 SUPERIOR PROFITABILITY Non-interest Income to Core Core 2� 1�� 3Q18 Operating Revenue ROATCE * ROAA* 3� ��� �������� ������ BMTC 33.22% 20.78% 1.55% ������ ���������� ���� 1�� ��������� ������� Peers 26.91% 16.88% 1.35% ������� ������� ������� ��� $3-$5B 20.48% 14.96% 1.34% O���� ������������ ������ Commercial Banks ANNUAL GROWTH A PREMIER REGIONAL BANKING BRAND ($000) With a Nationwide Client Base 1�� 52 locations in and around CAGR ������� the Delaware Valley 1������ Princeton 1�� 1������ CAGR Hershey Bryn Mawr ������ Phila�elphia � Wilmin�ton ��1� ��1� ��1� ��1� ��18 T���� ������� �AA� ������� ������ BRYN MAWR TRUST | 1 | 4Q2018


 
DIFFERENTIATED NON-INTEREST REVENUE PLATFORM WEALTH MANAGEMENT STRATEGY BMT’s wealth management offering sets it apart from both larger and smaller competitors. Through a personalized and rigorous advice-driven approach, we meet clients’ financial needs across the spectrum of personal and business solutions. This “One BMT” strategy allows us to offer a highly sophisticated suite of products and services that the typical independent advisor can’t offer, with a client experience unmatched by larger institutions. GROWING ASSETS UNDER MANAGEMENT WEALTH AND INSURANCE REVENUE ($ billions) ($ millions) $49.1 �1� ��� $40.4 $43.3 �� $13.43 1�� $40.6 CAGR $12.97 CAGR $37.9 $11.33 ��� �1� $8.37 $7.70 �3� �8 ��� �� �1� � � �� ��1� ��1� ��1� ��1� ��18 ��1� ��1� ��1� ��1� ��18 DISTINCT OFFERING ANTICIPATES HIGH-NET-WORTH CLIENT NEEDS Wealth Management • Delaware trust and other trust and custody solutions, alongside investment management services, through dedicated client service teams. MANAGEMENT Insurance INVESTMENT ADVICE AND • Built for and around Bryn Mawr Trust wealth management PLANNING business and its clients, with over half of annual premium dollars generated by commercial lines. TRUST HIGH NETWORTH INDIVIDUALS INSURANCE BUSINESS OWNERS � UNIQUE CLIENT RELATIONSHIPS DRIVE CAPITAL � � � MARKETS T � � � PROFITABILITY AND OPPORTUNITY � � � ONE � B INSTITUTIONS T A � � • ”One BMT” culture aspires to find every opportunity A BMT TREASURY � to anticipate, meet and exceed clients’ multi-faceted MANAGEMENT needs as a single, seamless team. MIDDLE MARKET • Ample opportunity to increase market share in and BUSINESSES BUSINESS around the Delaware Valley. LOANS NONPROFITS RESIDENTIAL MORTGAGE BANKING PERSONAL BRYN MAWR TRUST | 2 | 4Q2018


 
BANKING OPPORTUNITY IN A PREMIER MARKET COMMERCIAL BANKING STRATEGY BMT provides expert business banking, commercial banking and capital markets solutions in and around the Delaware Valley, home to hundreds of thousands of businesses. Through our “One BMT” approach, we aim to execute on the abundant opportunity to grow the bank’s balance sheet and relationships with non-profit, institutional, privately-held and family-owned business clients and their principals. TOTAL LOANS LOAN COMPOSITION ($ billions) 4Q18 - $3.43B ���� ���� ������ $3.43 Residential ����� � ����� �3�� $3.29 2�� Commercial Mort�a�e �� CAGR 1�� �3�� � In�ustrial $2.54 2�� Construction ���� $2.27 �� 5% LQA ���� $1.65 ������ loan growth �� �1�� �������� �1�� Commercial �� Mort�a�e ���� 48� �� ��1� ��1� ��1� ��1� ��18 CONSISTENT, LOW-COST DEPOSIT FRANCHISE ATTRACTIVE IN-MARKET DEPOSITS FUND LOAN GROWTH 29% ������ ����� � ��� �������� M����� 28% 27% 3�� 26% 25% ���� Expansion in the Philadelphia market through the 3.93% 3.80% Royal Bank acquisition in 4Q17 is generating additional ��� ���� deposit growth opportunities. Commercial accounts 3.79% 3.56% 3��� ��� represent ~50% of total deposits and more than 80% ���� of non-interest DDAs, providing funding for commercial 1�� 1.09% loan growth. 0.43% 1��� 1�� ���� DEPOSIT MARKET SHARE OPPORTUNITY � �������� T���� � �������� B������ �������� ��1� ��1� ��1� ��1� ��18 1 ��� PHILADELPHIA MSA ��B� � �� T���� �������� �O� 4 * HoldCo Branches Deposits Share ��M NIM ex. Purchase Accounting 1 WFC 190 $30.2 17.6% Client relationship focus, pricing discipline, 2 TD2 140 $23.6 13.8% and success in maintaining low cost of 3 PNC 160 $21.9 12.8% funds drive consistent NIM performance 4 CFG 172 $19.2 11.2% 5 BAC 84 $15.1 8.8% 6 WSFS3 110 $9.0 5.3% CAPITAL MARKETS 7 MTB 59 $8.2 4.8% BMT is a premier provider of a full range of capital 8 BBT 90 $5.0 2.9% markets products and services, thanks to talent and 9 SAN 70 $4.8 2.8% infrastructure investments made in 2016 and 2017, 10 UVSP 39 $3.5 2.0% allowing the company to expand the breadth and depth of its commercial banking relationships with middle- 1,114 $140.5 81.8% market customers requiring sophisticated interest 11 BMTC 43 $3.4 2.0% rate hedging and derivatives, foreign exchange and 1,157 $143.9 83.8% international payments, and trade finance products. 1Excludes non-retail competitors (≤2 branches in MSA) | 2Excludes single DE-based TD branch with $95.3B in deposits | 3Pro forma for pending BNCL acquisition by Wilmington’s WSFS | 4Billions | Source: SPGMI data from FDIC 6/30/2018 Summary of Deposits report BRYN MAWR TRUST | 3 | 4Q2018


 
INVESTING FOR THE FUTURE UNIQUELY POSITIONED TO SUCCEED CONSISTENT DIVIDEND GROWTH IN COMPETITIVE ENVIRONMENT Enhancing near-term shareholder return with 14% AMID MARKET DISRUPTION increase to quarterly dividend in 3Q18, to $0.25. Maintaining superior efficiency ratio while using a portion of excess earnings from lower tax QUARTERLY CASH DIVIDENDS 12/31/18 rates to accelerate investments: Consecutive years with increase Eight • Talent and technology investments designed to enhance long-term growth trajectory Five-year growth 38.9% • Adding experienced, local producers and managers to drive business Yield 2.91% • Implementing CRM system to facilitate and enhance sales culture Payout 29.8% • Enhancing digital and mobile offerings to provide a more seamless customer experience across all BMT commercial, INVESTMENT PROFILE wealth and retail accounts December 31, 2018 BMTC $3B-$5B Banks1 Closing price $34.40 STRATEGIC OBJECTIVES 52-week high $49.90 • Continue to diversify business activities 52-week low $33.10 (interest and non-interest income sources) to strengthen predictability of financial Av daily vol (3 month) 69,654 performance • Leverage technology to drive process Market cap (millions) 693.64 558.64 innovation and increased productivity • Accelerate investment in risk management P/E 11.0 11.6 capabilities to further strengthen operational capacity and drive scale P/TBV 193.8 161.4 • Use organic growth, supplemented by hires Float as % 97.0 90.0 of teams and individuals with strong books of outstanding shares business, and selective fee-based-business Institutional ownership acquisitions to capture greater market share, 75.8 54.6 continue profitable expansion, and leverage the as % outstanding shares BMT brand across our footprint 1 Publicly traded commercial banks with MRQ assets of $3 billion to $5 billion IMPORTANT INFORMATION CONTACT INFO * Non-GAAP Reconciliations: Please refer to page 5 for a calculation and reconciliation of any non-GAAP financial measures contained herein. Frank Leto President & CEO Safe Harbor Disclosure: This document may contain “forward-looking statements,” within the meaning of the Securities Act 610-581-4730 of 1933, Securities Exchange Act of 1934, and Private Securities Litigation Reform Act of 1995, each as amended, which involve risks and uncertainties that could cause actual results to differ materially from those discussed in these statements. These risks are detailed in the company’s latest Form 10-Q and 10-K filed with the Securities and Exchange Commission. Mike Harrington EVP & CFO All forward-looking statements and information set forth herein are based on management’s beliefs and assumptions as of 610-526-2466 December 31, 2018 and speak only as of such date. The company does not undertake to update forward-looking statements. Peer Group: The peer group used for comparison purposes in the company’s IR materials may be found at Chad Fortenbaugh http://www.snl.com/IRW/Peer/100154 Investor Relations 610-581-4823 Member FDIC. Equal Housing Lender. Securities, insurance, foreign exchange, and derivatives products are not a deposit, not FDIC insured, not bank guaranteed, not insured by any federal government agency, and may lose value. BRYN MAWR TRUST | 4 | 4Q2018


 
Bryn Mawr Bank Corporation Appendix - Non-GAAP to GAAP Reconciliations and Calculation of Non-GAAP Performance Measures (unaudited) (dollars in thousands, except per share data) Statement on Non-GAAP Measures: The Corporation believes the presentation of the following non-GAAP financial measures provides useful supplemental information that is essential to an investor’s proper understanding of the results of operations and financial condition of the Corporation. Management uses non-GAAP financial measures in its analysis of the Corporation’s performance. These non-GAAP measures should not be viewed as substitutes for the financial measures determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies. As of or For the Three Months Ended September 30, 2018 Calculation of Return on Average Tangible Equity (core): Net income attributable to BMBC (a GAAP measure) $ 16,682 Add: Tax-effected non-core noninterest expense items: Due diligence, merger-related and merger integration expenses 307 Add: Federal income tax expense related to re- measurement of net deferred tax asset due to tax reform legislation 151 Net income (core) (a non-GAAP measure) $ 17,140 Add: Tax-effected amortization and impairment of intangible assets 705 Net tangible income (core) (numerator) $ 17,845 Average shareholders' equity $ 547,907 Less: Average Noncontrolling interest 678 Less: Average goodwill and intangible assets (207,880) Net average tangible equity (denominator) $ 340,705 Return on tangible equity (core) (a non-GAAP measure) 20.78% Calculation of Return on Average Assets (core) Return on average assets (GAAP) 1.51 % Effect of adjustment to GAAP net income to core net income 0.04 % Return on average assets (core) 1.55% As of or For the Twelve Months Ended December 31, 2018 2017 2016 2015 2014 Calculation of Tax-equivalent net interest margin adjusting for the impact of purchase accounting Tax-equivalent net interest margin 3.80 % 3.69 % 3.76 % 3.75 % 3.93 % Effect of fair value marks 0.24 % 0.07 % 0.13 % 0.18 % 0.14 % Tax-equivalent net interest margin adjusting for the impact of purchase accounting 3.56% 3.62% 3.63% 3.57% 3.79% BRYN MAWR TRUST | 5 | 4Q2018


 
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