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Section 1: 8-K (8-K)

Document
0000802681false00008026812019-10-172019-10-17

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 17, 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)
Identification No.)
801 Lancaster Avenue, Bryn Mawr, PA 19010
Registrant's telephone number, including area code: 610-525-1700

Securities registered pursuant to Section 12(b) of the Act:
Title of classTrading SymbolName of exchange on which registered
Common Stock, $1 par valueBMTCThe NASDAQ Stock Market

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 (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 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 2.02 Results of Operations and Financial Condition.
 
On October 17, 2019, Bryn Mawr Bank Corporation (the “Corporation”), the parent of The Bryn Mawr Trust Company, issued a Press Release announcing the results of operations for the quarter ended September 30, 2019. The Press Release is attached as Exhibit 99.1 hereto and incorporated herein by reference.
 
The information furnished in this Item 2.02, including Exhibit 99.1 attached hereto and incorporated by reference herein, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under that Section. Furthermore, such information, including such Exhibit, shall not be deemed incorporated by reference into any of the Corporation’s reports or filings with the Securities and Exchange Commission, whether made before or after the date hereof, except as expressly set forth by specific reference in such report or filing.

Item 9.01  Financial Statements and Exhibits.
 
(d) Exhibit 99.1 – Press Release announcing the results of operations for the quarter ended September 30, 2019



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:    October 18, 2019





EXHIBIT INDEX
 
Exhibit 99.1


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Section 2: EX-99.1 (EX-99.1)

Document

Exhibit 99.1
400461989_bmtclogoa011.jpg
FOR RELEASE: IMMEDIATELYFrank Leto, President, CEO
FOR MORE INFORMATION CONTACT:610-581-4730
Mike Harrington, CFO
610-526-2466
Bryn Mawr Bank Corporation Reports
Third Quarter Net Income of $16.4 Million,
Wealth Assets Surpass $15 Billion Milestone,
Declares $0.26 Dividend

BRYN MAWR, Pa., October 17, 2019 - Bryn Mawr Bank Corporation (NASDAQ: BMTC) (the “Corporation”), parent of The Bryn Mawr Trust Company (the “Bank”), today reported net income of $16.4 million, or $0.81 diluted earnings per share for the three months ended September 30, 2019, as compared to net income of $15.8 million, or $0.78 diluted earnings per share, for the three months ended June 30, 2019, and $16.7 million, or $0.82 diluted earnings per share, for the three months ended September 30, 2018.

On a non-GAAP basis, core net income, which excludes income tax charges incurred in connection with the Tax Cuts and Jobs Act (“Tax Reform”), due diligence and merger-related expenses, one-time costs associated with our voluntary Years of Service Incentive Program (the “Incentive Program”), and other non-core income and expense items, as detailed in the appendix to this earnings release, was $16.4 million, or $0.81 diluted earnings per share, for the three months ended September 30, 2019, as compared to $15.8 million, or $0.78 diluted earnings per share, for the three months ended June 30, 2019, and $17.1 million, or $0.84 diluted earnings per share, for the three months ended September 30, 2018. Management believes core net income is an important measure in evaluating the Corporation’s performance on a more comparable basis between periods. A reconciliation of this and other non-GAAP to GAAP performance measures is included in the appendix to this earnings release.

“This is an exciting time for BMT as the Board’s commitment to building a market-leading company continues to manifest through another quarter of solid earnings and strong credit performance,” commented Frank Leto, President and Chief Executive Officer. “Our wealth business continued its growth trajectory as assets under management surpassed $15 billion and we believe our strong sales pipeline in this and other business lines is indicative of our focus on new business development,” Mr. Leto continued. “Our client-focused team is going to market as One BMT, bringing a unified, full suite of banking and wealth financial solutions to the communities we serve enabling us to continue our momentum into year-end and 2020.”

The Board of Directors of the Corporation declared a quarterly dividend of $0.26 per share, payable December 1, 2019 to shareholders of record as of November 1, 2019.

SIGNIFICANT ITEMS OF NOTE

Results of Operations – Third Quarter 2019 Compared to Second Quarter 2019

Net income for the three months ended September 30, 2019 was $16.4 million, compared to net income of $15.8 million for the three months ended June 30, 2019. Net interest income for the three months ended September 30, 2019 was $37.4 million, an increase of $787 thousand over the linked quarter. The provision for loan and lease losses (the “Provision”) for the three months ended September 30, 2019 decreased $708 thousand as compared to the second quarter of 2019. Total noninterest income decreased $766 thousand, total noninterest expense remained relatively unchanged, and income tax expense increased $163 thousand for the three months ended September 30, 2019, as compared to the three months ended June 30, 2019.

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Net interest income for the three months ended September 30, 2019 was $37.4 million, an increase of $787 thousand over the linked quarter. Tax-equivalent net interest income for the three months ended September 30, 2019 was $37.5 million, an increase of $781 thousand over the linked quarter. Tax-equivalent net interest income for the third quarter of 2019 was impacted by the accretion of purchase accounting fair value marks of $1.6 million as compared to $1.3 million for the linked quarter. Excluding the effects of these purchase accounting fair value marks, the adjusted tax-equivalent net interest income for the three months ended September 30, 2019 was $35.9 million, an increase of $494 thousand over the linked quarter. A reconciliation of this and other non-GAAP to GAAP performance measures is included in the appendix to this earnings release. Items contributing to the increase in tax-equivalent net interest income adjusted for purchase accounting included increases of $431 thousand and $358 thousand in tax-equivalent interest and fees earned on loans and leases and tax-equivalent interest income on available for sale investment securities, respectively, and a decrease of $165 thousand in interest paid on deposits, partially offset by an increase of $580 thousand of interest expense on short-term borrowings for the three months ended September 30, 2019 as compared to the linked quarter ended June 30, 2019.

Tax-equivalent interest and fees earned on loans and leases for the three months ended September 30, 2019 increased $739 thousand as compared to the linked quarter. Average loans and leases for the three months ended September 30, 2019 increased $8.7 million over the linked quarter and experienced a two basis point increase in tax-equivalent yield.

Tax-equivalent interest income on available for sale investment securities for the three months ended September 30, 2019 increased $358 thousand as compared to the linked quarter. Average available for sale investment securities increased by $33.0 million over the linked quarter and experienced an eight basis point increase in tax-equivalent yield.

Interest expense on deposits for the three months ended September 30, 2019 decreased $145 thousand over the linked quarter. Average interest-bearing deposits decreased $18.6 million coupled with a three basis point decrease in the rate paid as compared to the linked quarter.

Interest expense on short-term borrowings for the three months ended September 30, 2019 increased $580 thousand over the linked quarter. Average short-term borrowings increased $101.5 million coupled with a 10 basis point increase in the rate paid as compared to the linked quarter.

The tax-equivalent net interest margin was 3.54% for the three months ended September 30, 2019 as compared to 3.55% for the linked quarter. Adjusting for the impact of the accretion of purchase accounting fair value marks, the adjusted tax-equivalent net interest margin was 3.39% for the three months ended September 30, 2019 as compared to 3.43% for the linked quarter. A reconciliation of this and other non-GAAP to GAAP performance measures is included in the appendix to this earnings release.

Noninterest income of $19.5 million for the three months ended September 30, 2019 decreased $766 thousand as compared to the linked quarter. Contributing to the decrease were decreases of $797 thousand and $684 thousand in other operating income and fees for wealth management services, respectively, partially offset by an increase of $624 thousand in capital markets revenue.

Noninterest expense of $35.2 million for the three months ended September 30, 2019 remained relatively unchanged, decreasing $15 thousand as compared to the second quarter of 2019. The decrease on a linked quarter basis was primarily due to decreases of $272 thousand, $233 thousand and $218 thousand in professional fees, furniture, fixtures and equipment expenses, and other operating expenses, respectively, partially offset by an increase of $727 thousand in salaries and performance based incentives.

The Provision decreased $708 thousand for the three months ended September 30, 2019 to $919 thousand, as compared to $1.6 million for the second quarter of 2019. Net loan and lease charge-offs for the third quarter of 2019 totaled $1.3 million as compared to $1.1 million for the second quarter of 2019. The effect on the Provision of the $263 increase in net charge-offs on a linked quarter basis was offset by improvements in certain qualitative factors linked to economic indicators used in the calculation of the allowance for loan and lease losses (the “Allowance”).

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The effective tax rate of 21.20% for the third quarter of 2019 was relatively unchanged compared to 21.18% for the second quarter of 2019.

Results of Operations – Third Quarter 2019 Compared to Third Quarter 2018

Net income for the three months ended September 30, 2019 was $16.4 million, or $0.81 diluted earnings per share, as compared to net income of $16.7 million, or diluted earnings per share of $0.82 for the same period in 2018. Net interest income for the three months ended September 30, 2019 was $37.4 million, an increase of $669 thousand as compared to the same period in 2018. The Provision for the three months ended September 30, 2019 increased $255 thousand as compared to the same period in 2018. Total noninterest income increased $1.2 million, total noninterest expense increased $1.6 million, and income tax expense increased $336 thousand for the three months ended September 30, 2019 as compared to the same period in 2018.

On a non-GAAP basis, core net income, which excludes income tax charges incurred in connection with Tax Reform, due diligence and merger-related expenses, one-time costs associated with the Incentive Program, and other non-core income and expense items, as detailed in the appendix to this earnings release, was $16.4 million, or $0.81 per diluted share, for the three months ended September 30, 2019 as compared to $17.1 million, or $0.84 per diluted share, for the same period in 2018. Management believes core net income is an important measure in evaluating the Corporation’s performance on a more comparable basis between periods. A reconciliation of this and other non-GAAP to GAAP performance measures is included in the appendix to this earnings release.

Net interest income for the three months ended September 30, 2019 was $37.4 million, an increase of $669 thousand as compared to the same period in 2018. Tax-equivalent net interest income for the three months ended September 30, 2019 was $37.5 million, an increase of $666 thousand as compared to the same period in 2018. Tax-equivalent net interest income for the third quarter of 2019 was impacted by the accretion of purchase accounting fair value marks of $1.6 million as compared to $1.7 million for the same period in 2018. Excluding the effects of these purchase accounting fair value marks, the adjusted tax-equivalent net interest income for the three months ended September 30, 2019 was $35.9 million, an increase of $794 thousand as compared to the same period in 2018. A reconciliation of this and other non-GAAP to GAAP performance measures is included in the appendix to this earnings release. Items contributing to the increase adjusted for purchase accounting included increases of $3.4 million and $808 thousand in tax-equivalent interest and fees earned on loans and leases and tax-equivalent interest earned on available for sale investment securities, respectively, as well as decreases of $159 thousand and $153 thousand in interest paid on short-term borrowings and long-term Federal Home Loan Bank (“FHLB”) advances, respectively. These increases to tax-equivalent net interest income were partially offset by a $3.8 million increase in interest paid on deposits for the three months ended September 30, 2019 as compared to the same period in 2018.

Tax-equivalent interest and fees earned on loans and leases increased $3.4 million for the three months ended September 30, 2019 as compared to the same period in 2018. Average loans and leases for the third quarter of 2019 increased $153.2 million from the same period in 2018 and experienced a 17 basis point increase in tax-equivalent yield.

Tax-equivalent interest income on available for sale investment securities increased $808 thousand for the three months ended September 30, 2019 as compared to the same period in 2018. Average available for sale investment securities increased by $71.2 million as compared to the same period in 2018 and experienced a 27 basis point tax-equivalent yield increase.

Interest expense on short-term borrowings and long-term FHLB advances for the three months ended September 30, 2019 decreased $159 thousand and $151 thousand, respectively as compared to the same period in 2018. Average short-term borrowings and average long-term FHLB advances decreased $38.2 million and $35.8 million, respectively, offset by a 10 and 19 basis point increase in the rate paid on short-term borrowings and long-term FHLB advances, respectively, as compared to the same period in 2018.



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Interest expense on deposits for the three months ended September 30, 2019 increased $4.0 million as compared to the same period in 2018. The increase was primarily due to a 48 basis point increase in the rate paid on deposits as compared to the same period in 2018. The increase in rate paid was related to the competitive dynamics in the markets in which we operate and certain promotional interest rates offered during the first and second quarters of 2019. A $283.0 million increase in average interest-bearing deposits also contributed to the increase in interest expense on deposits.

The tax-equivalent net interest margin was 3.54% for the three months ended September 30, 2019 as compared to 3.69% for the same period in 2018. Adjusting for the impact of the accretion of purchase accounting fair value marks, the adjusted tax-equivalent net interest margin was 3.39% and 3.52% for three months ended September 30, 2019 and 2018, respectively. The main drivers for the decrease in the adjusted tax-equivalent net interest margin were the rate and volume increases of interest-bearing deposits as discussed above. A reconciliation of this and other non-GAAP to GAAP performance measures is included in the appendix to this earnings release.

Noninterest income of $19.5 million for the three months ended September 30, 2019 increased by $1.2 million as compared to the same period in 2018. Increases of $1.4 million and $483 thousand in capital markets revenue and fees for wealth management services, respectively, were partially offset by a decrease of $916 thousand in other operating income.

Noninterest expense of $35.2 million for the three months ended September 30, 2019 increased $1.6 million as compared to the same period in 2018. Contributing to the increase were increases of $1.2 million, $291 thousand, $265 thousand, $238 thousand and $222 thousand in salaries and wages, occupancy and bank premises expense, furniture, fixtures and equipment expenses, advertising expense, and data processing expense, respectively. Partially offsetting these increases were decreases of $389 thousand and $371 thousand in due diligence, merger-related and merger integration expenses and other operating expenses, respectively.

The Provision increased by $255 thousand for the three months ended September 30, 2019 to $919 thousand, as compared to $664 thousand for the same period in 2018. The increase in Provision was related to the level of loan and lease growth during the third quarter of 2019 as compared to the negative growth experienced during the same period in 2018. Total portfolio loans and leases increased by $6.1 million during the third quarter of 2019, as compared to an $8.0 million decrease in total portfolio loans and leases for the same period in 2018. Net charge-offs of loans and leases decreased slightly, by $54 thousand for the third quarter of 2019 as compared to the same period in 2018.

The effective tax rate for the third quarter of 2019 increased to 21.20% as compared to 19.60% for the third quarter of 2018. The increase was primarily related to a $281 thousand decrease in net discrete tax benefits for the third quarter of 2019 as compared to the same period in 2018. These discrete items were the result of excess tax benefits from stock-based compensation as well as the re-measurement of deferred tax items related to Tax Reform.

Financial Condition – September 30, 2019 Compared to December 31, 2018

Total assets as of September 30, 2019 were $4.83 billion, an increase of $176.2 million from December 31, 2018. The increase was primarily due to a $113.6 million increase in portfolio loans and leases, a $99.8 million increase in other assets, and $42.2 million of operating lease right-of-use assets as of September 30, 2019 included on the balance sheet as a result of a required accounting pronouncement adopted in the first quarter of 2019. The $99.8 million increase in other assets was primarily due to a $50.0 million increase in the fair value of interest rate swaps. Partially offsetting these increases was a decrease in available for sale investment securities of $133.3 million.

Available for sale investment securities as of September 30, 2019 totaled $604.2 million, a decrease of $133.3 million from December 31, 2018. The decrease was primarily related to the maturing of $200.0 million short-term U.S. Treasury securities in the first quarter of 2019, partially offset by a $99.0 million increase in mortgage-backed securities.

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Total portfolio loans and leases of $3.54 billion as of September 30, 2019 increased by $113.6 million from December 31, 2018, an increase of 3.3%. Increases of $104.9 million, $18.6 million, $14.2 million, $10.9 million and $3.7 million in commercial mortgages, leases, commercial and industrial loans, residential mortgages and consumer loans, respectively, were offset by decreases of $29.4 million and $9.3 million in construction loans and home equity loans and lines, respectively.

The Allowance as of September 30, 2019 was $20.8 million, or 0.59% of portfolio loans and leases, as compared to $19.4 million, or 0.57% of portfolio loans and leases as of December 31, 2018. In addition to the ratio of Allowance to portfolio loans and leases, management also calculates two non-GAAP measures: the Allowance for originated loans and leases as a percentage of originated loans and leases, which was 0.66% as of September 30, 2019, as compared to 0.67% as of December 31, 2018, and the Allowance plus the remaining loan mark as a percentage of gross loans, which was 0.92% as of September 30, 2019, as compared to 1.08% as of December 31, 2018. A reconciliation of these and other non-GAAP to GAAP performance measures is included in the appendix to this earnings release.

Deposits of $3.70 billion as of September 30, 2019 increased $99.4 million from December 31, 2018. Increases of $219.1 million, $120.5 million, $114.1 million, $2.8 million, and $1.5 million in wholesale non-maturity deposits, money market accounts, interest-bearing demand accounts, noninterest bearing deposits, and savings accounts, respectively, were offset by decreases of $283.2 million and $75.4 million in in wholesale time deposits and retail time deposits, respectively.

Borrowings of $368.6 million as of September 30, 2019, which include short-term borrowings, long-term FHLB advances, subordinated notes and junior subordinated debentures, decreased $59.3 million from December 31, 2018, primarily due to decreases of $48.9 million and $10.6 million in short-term borrowings and long-term FHLB advances, respectively.

Wealth assets under management, administration, supervision and brokerage (“wealth assets”) totaled $15.61 billion as of September 30, 2019, an increase of $2.18 billion from December 31, 2018. Wealth assets consisted of $9.21 billion of wealth assets where fees are set at fixed amounts and $6.40 billion of wealth assets where fees are predominantly determined based on the market value of the assets held in their accounts as of September 30, 2019, an increase of $1.33 billion and $363.6 million, respectively, from December 31, 2018.

The capital ratios for the Bank and the Corporation, as of September 30, 2019, as shown in the attached tables, indicate regulatory capital levels in excess of the regulatory minimums and the levels necessary for the Bank to be considered “well capitalized.”


FORWARD LOOKING STATEMENTS AND SAFE HARBOR

This press release contains statements which, to the extent that they are not recitations of historical fact may constitute forward-looking statements for purposes of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended. Such forward-looking statements may include financial and other projections as well as statements regarding the Corporation’s future plans, objectives, performance, revenues, growth, profits, operating expenses or the Corporation’s underlying assumptions. The words “may,” “would,” “should,” “could,” “will,” “likely,” “possibly,” “expect,” “anticipate,” “intend,” “indicate,” “estimate,” “target,” “potentially,” “promising,” “probably,” “outlook,” “predict,” “contemplate,” “continue,” “plan,” “forecast,” “project,” “are optimistic,” “are looking,” “are looking forward” and “believe” or other similar words and phrases may identify forward-looking statements. Persons reading this press release are cautioned that such statements are only predictions, and that the Corporation’s actual future results or performance may be materially different.

Such forward-looking statements involve known and unknown risks and uncertainties. A number of factors, many of which are beyond the Corporation's control, could cause our actual results, events or developments, or industry results, to be materially different from any future results, events or developments expressed, implied or anticipated by such forward-looking statements, and so our business and financial condition and results of operations could be materially and adversely affected. Such factors include, among others, our need for capital, our ability to control operating costs and expenses, and to manage loan and lease delinquency rates; the credit risks of lending activities and overall quality of the composition of our loan, lease and securities portfolio; the impact of economic conditions, consumer and business spending habits, and real estate market conditions on our business and in our market area;
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changes in the levels of general interest rates, deposit interest rates, or net interest margin and funding sources; changes in banking regulations and policies and the possibility that any banking agency approvals we might require for certain activities will not be obtained in a timely manner or at all or will be conditioned in a manner that would impair our ability to implement our business plans; changes in accounting policies and practices or or accounting standards, including ASU 2016-13 (Topic 326), “Measurement of Credit Losses on Financial Instruments,” commonly referenced as the Current Expected Credit Loss (“CECL”) model, which will change how we estimate credit losses and may increase the required level of our allowance for credit losses after adoption on January 1, 2020; unanticipated regulatory or legal proceedings, outcomes of litigation or other contingencies; cybersecurity events; the inability of key third-party providers to perform their obligations to us; our ability to attract and retain key personnel; competition in our marketplace; war or terrorist activities; material differences in the actual financial results, cost savings and revenue enhancements associated with our acquisitions; uncertainty regarding the future of LIBOR; and other factors as described in our securities filings. All forward-looking statements and information set forth herein are based on management’s current beliefs and assumptions as of the date hereof and speak only as of the date they are made. The Corporation does not undertake to update forward-looking statements.

For a complete discussion of the assumptions, risks and uncertainties related to our business, you are encouraged to review our filings with the Securities and Exchange Commission, including our most recent Annual Report on Form 10-K, as updated by our quarterly or other reports subsequently filed with the SEC.

# # # #

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Bryn Mawr Bank Corporation
Summary Financial Information (unaudited)
(dollars in thousands, except per share data)

 As of or For the Three Months EndedFor the Nine Months Ended
 September 30,
2019
June 30,
2019
March 31,
2019
December 31,
2018
September 30,
2018
September 30,
2019
September 30,
2018
Consolidated Balance Sheet (selected items)
Interest-bearing deposits with banks$86,158  $49,643  $29,449  $34,357  $35,233  
Investment securities625,452  606,844  578,629  753,628  545,320  
Loans held for sale5,767  6,333  2,884  1,749  4,111  
Portfolio loans and leases3,540,747  3,534,665  3,523,514  3,427,154  3,381,475  
Allowance for loan and lease losses ("ALLL")(20,777) (21,182) (20,616) (19,426) (18,684) 
Goodwill and other intangible assets204,096  205,050  206,006  207,467  208,165  
Total assets4,828,641  4,736,565  4,631,993  4,652,485  4,388,442  
Deposits - interest-bearing2,794,079  2,691,502  2,755,307  2,697,468  2,522,863  
Deposits - non-interest-bearing904,409  940,911  882,310  901,619  834,363  
Short-term borrowings203,471  207,828  124,214  252,367  226,498  
Long-term FHLB advances44,735  47,941  55,407  55,374  72,841  
Subordinated notes98,660  98,616  98,571  98,526  98,482  
Jr. subordinated debentures21,709  21,665  21,622  21,580  21,538  
Total liabilities4,227,706  4,146,410  4,056,886  4,087,781  3,837,017  
Total shareholders' equity600,935  590,155  575,107  564,704  551,425  
Average Balance Sheet (selected items)
Interest-bearing deposits with banks48,597  37,843  32,742  38,957  37,467  39,785  37,573  
Investment securities622,336  587,518  569,915  554,265  546,998  593,449  543,948  
Loans held for sale4,375  3,353  1,214  2,005  4,932  2,992  4,072  
Portfolio loans and leases3,528,548  3,520,866  3,476,525  3,397,479  3,374,767  3,508,837  3,337,669  
Total interest-earning assets4,203,856  4,149,580  4,080,396  3,992,706  3,964,164  4,145,063  3,923,262  
Goodwill and intangible assets204,637  205,593  206,716  207,893  207,880  205,641  207,158  
Total assets4,760,074  4,651,625  4,545,129  4,413,000  4,376,148  4,653,064  4,331,605  
Deposits - interest-bearing2,776,226  2,794,854  2,674,194  2,602,412  2,493,213  2,748,798  2,474,254  
Short-term borrowings169,985  68,529  157,652  128,429  208,201  132,100  195,483  
Long-term FHLB advances45,698  52,397  55,385  67,363  81,460  51,125  102,312  
Subordinated notes98,634  98,587  98,542  98,497  98,457  98,588  98,450  
Jr. subordinated debentures21,680  21,637  21,595  21,553  21,511  21,638  21,470  
Total interest-bearing liabilities3,112,223  3,036,004  3,007,368  2,918,254  2,902,842  3,052,249  2,891,969  
Total liabilities4,164,763  4,070,160  3,973,043  3,856,694  3,828,241  4,070,025  3,794,979  
Total shareholders' equity595,311  581,465  572,086  556,306  547,907  583,039  536,626  

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Bryn Mawr Bank Corporation
Summary Financial Information (unaudited)
(dollars in thousands, except per share data)
 As of or For the Three Months EndedFor the Nine Months Ended
 September 30,
2019
June 30,
2019
March 31,
2019
December 31,
2018
September 30,
2018
September 30,
2019
September 30,
2018
Income Statement
Net interest income$37,398  $36,611  $37,647  $37,987  $36,729  $111,656  $111,484  
Provision for loan and lease losses919  1,627  3,736  2,362  664  6,282  4,831  
Noninterest income19,455  20,221  19,253  18,097  18,274  58,929  57,885  
Noninterest expense35,173  35,188  39,724  34,845  33,592  110,085  105,458  
Income tax expense4,402  4,239  2,764  1,746  4,066  11,405  12,419  
Net income16,359  15,778  10,676  17,131  16,681  42,813  46,661  
Net (loss) income attributable to noncontrolling interest(1) (7) (1) (5) (1) (9)  
Net income attributable to Bryn Mawr Bank Corporation16,360  15,785  10,677  17,136  16,682  42,822  46,656  
Basic earnings per share0.81  0.78  0.53  0.85  0.82  2.13  2.31  
Diluted earnings per share0.81  0.78  0.53  0.84  0.82  2.12  2.28  
Net income (core) (1)
16,360  15,785  14,230  17,167  17,140  46,375  53,453  
Basic earnings per share (core) (1)
0.81  0.78  0.71  0.85  0.85  2.30  2.64  
Diluted earnings per share (core) (1)
0.81  0.78  0.70  0.84  0.84  2.29  2.61  
Dividends paid or accrued per share0.26  0.26  0.25  0.25  0.25  0.77  0.69  
Profitability Indicators
Return on average assets1.36 %1.36 %0.95 %1.54 %1.51 %1.23 %1.44 %
Return on average equity10.90 %10.89 %7.57 %12.22 %12.08 %9.82 %11.62 %
Return on tangible equity(1)
17.35 %17.62 %12.65 %20.37 %20.25 %15.94 %19.74 %
Return on tangible equity (core)(1)
17.35 %17.62 %16.59 %20.40 %20.78 %17.19 %22.50 %
Return on average assets (core)(1)
1.36 %1.36 %1.27 %1.54 %1.55 %1.33 %1.65 %
Return on average equity (core)(1)
10.90 %10.89 %10.09 %12.24 %12.41 %10.63 %13.32 %
Tax-equivalent net interest margin3.54 %3.55 %3.75 %3.79 %3.69 %3.61 %3.81 %
Efficiency ratio(1)
60.19 %60.23 %60.26 %60.35 %58.75 %60.23 %56.12 %
Share Data
Closing share price$36.51  $37.32  $36.13  $34.40  $46.90  
Book value per common share$29.86  $29.31  $28.52  $28.01  $27.18  
Tangible book value per common share$19.75  $19.16  $18.34  $17.75  $16.95  
Price / book value122.27 %127.33 %126.68 %122.81 %172.55 %
Price / tangible book value184.86 %194.78 %197.00 %193.80 %276.70 %
Weighted average diluted shares outstanding20,208,630  20,244,409  20,271,661  20,321,283  20,438,376  20,236,331  20,444,075  
Shares outstanding, end of period20,124,193  20,131,854  20,167,729  20,163,816  20,291,416  
Wealth Management Information:
Wealth assets under mgmt, administration, supervision and brokerage (2)
$15,609,786  $14,815,298  $14,736,512  $13,429,544  $13,913,265  
Fees for wealth management services$10,826  $11,510  $10,392  $11,017  $10,343  






8

Bryn Mawr Bank Corporation
Summary Financial Information (unaudited)
(dollars in thousands, except per share data)
 As of or For the Three Months EndedFor the Nine Months Ended
 September 30,
2019
June 30,
2019
March 31,
2019
December 31,
2018
September 30,
2018
September 30,
2019
September 30,
2018
Capital Ratios(3)
Bryn Mawr Trust Company ("BMTC")
Tier I capital to risk weighted assets ("RWA")12.16 %11.83 %11.30 %11.42 %11.55 %
Total capital to RWA12.74 %12.42 %11.87 %11.99 %12.10 %
Tier I leverage ratio9.74 %9.61 %9.48 %9.48 %9.47 %
Tangible equity ratio (1)
9.75 %9.58 %9.34 %8.95 %9.29 %
Common equity Tier I capital to RWA12.16 %11.83 %11.30 %11.42 %11.55 %
Bryn Mawr Bank Corporation ("BMBC")
Tier I capital to RWA11.32 %11.12 %10.72 %10.92 %10.90 %
Total capital to RWA14.60 %14.44 %14.00 %14.30 %14.33 %
Tier I leverage ratio9.07 %9.04 %8.99 %9.06 %8.94 %
Tangible equity ratio (1)
8.60 %8.51 %8.35 %8.05 %8.23 %
Common equity Tier I capital to RWA10.74 %10.54 %10.14 %10.32 %10.29 %
Asset Quality Indicators
Net loan and lease charge-offs ("NCO"s)$1,324  $1,061  $2,546  $1,620  $1,378  $4,931  $3,672  
Nonperforming loans and leases ("NPL"s)$14,119  $12,179  $19,283  $12,820  $8,990  
Other real estate owned ("OREO")72  155  84  417  529  
Total nonperforming assets ("NPA"s)$14,191  $12,334  $19,367  $13,237  $9,519  
Nonperforming loans and leases 30 or more days past due$4,940  $8,224  $8,489  $7,765  $4,906  
Performing loans and leases 30 to 89 days past due5,273  9,466  6,432  5,464  9,145  
Performing loans and leases 90 or more days past due—  —  —  —  —  
Total delinquent loans and leases$10,213  $17,690  $14,921  $13,229  $14,051  
Delinquent loans and leases to total loans and leases0.29 %0.50 %0.42 %0.39 %0.42 %
Delinquent performing loans and leases to total loans and leases0.15 %0.27 %0.18 %0.16 %0.27 %
NCOs / average loans and leases (annualized)0.15 %0.12 %0.30 %0.19 %0.16 %0.19 %0.15 %
NPLs / total portfolio loans and leases0.40 %0.34 %0.55 %0.37 %0.27 %
NPAs / total loans and leases and OREO0.40 %0.35 %0.55 %0.39 %0.28 %
NPAs / total assets0.29 %0.26 %0.42 %0.28 %0.22 %
ALLL / NPLs147.16 %173.92 %106.91 %151.53 %207.83 %
ALLL / portfolio loans0.59 %0.60 %0.59 %0.57 %0.55 %
ALLL for originated loans and leases / Originated loans and leases (1)
0.66 %0.68 %0.68 %0.67 %0.68 %
(Total ALLL + Loan mark) / Total Gross portfolio loans and leases (1)
0.92 %1.00 %1.03 %1.08 %1.28 %
Troubled debt restructurings ("TDR"s) included in NPLs$5,755  $4,190  $4,057  $1,217  $1,208  
TDRs in compliance with modified terms5,069  5,141  5,149  9,745  4,316  
Total TDRs$10,824  $9,331  $9,206  $10,962  $5,524  
(1)Non-GAAP measure - see Appendix for Non-GAAP to GAAP reconciliation.
(2)Brokerage assets represent assets held at a registered broker dealer under a clearing agreement.
(3)Capital Ratios for the current quarter are to be considered preliminary until the Call Reports are filed.

9

Bryn Mawr Bank Corporation
Detailed Balance Sheets (unaudited)
(dollars in thousands)
September 30,
2019
June 30,
2019
March 31,
2019
December 31,
2018
September 30,
2018
Assets
Cash and due from banks$8,582  $13,742  $13,656  $14,099  $10,121  
Interest-bearing deposits with banks86,158  49,643  29,449  34,357  35,233  
  Cash and cash equivalents94,740  63,385  43,105  48,456  45,354  
Investment securities, available for sale604,181  588,119  559,983  737,442  528,064  
Investment securities, held to maturity12,947  10,209  10,457  8,684  8,916  
Investment securities, trading8,324  8,516  8,189  7,502  8,340  
Loans held for sale5,767  6,333  2,884  1,749  4,111  
Portfolio loans and leases, originated3,137,769  3,088,849  3,032,270  2,885,251  2,752,160  
Portfolio loans and leases, acquired402,978  445,816  491,244  541,903  629,315  
  Total portfolio loans and leases3,540,747  3,534,665  3,523,514  3,427,154  3,381,475  
Less: Allowance for losses on originated loan and leases(20,675) (21,076) (20,519) (19,329) (18,612) 
Less: Allowance for losses on acquired loan and leases(102) (106) (97) (97) (72) 
  Total allowance for loan and lease losses(20,777) (21,182) (20,616) (19,426) (18,684) 
    Net portfolio loans and leases3,519,970  3,513,483  3,502,898  3,407,728  3,362,791  
Premises and equipment66,439  68,092  67,279  65,648  63,281  
Operating lease right-of-use assets42,200  43,116  43,985  —  —  
Accrued interest receivable12,746  13,312  13,123  12,585  13,232  
Mortgage servicing rights4,580  4,744  4,910  5,047  5,328  
Bank owned life insurance58,749  58,437  58,138  57,844  57,543  
Federal Home Loan Bank ("FHLB") stock16,148  14,677  10,526  14,530  14,678  
Goodwill184,012  184,012  184,012  184,012  183,864  
Intangible assets20,084  21,038  21,994  23,455  24,301  
Other investments16,683  16,517  16,526  16,526  16,529  
Other assets161,071  122,575  83,984  61,277  52,110  
      Total assets$4,828,641  $4,736,565  $4,631,993  $4,652,485  $4,388,442  
Liabilities
Deposits
  Noninterest-bearing$904,409  $940,911  $882,310  $901,619  $834,363  
  Interest-bearing2,794,079  2,691,502  2,755,307  2,697,468  2,522,863  
    Total deposits3,698,488  3,632,413  3,637,617  3,599,087  3,357,226  
Short-term borrowings203,471  207,828  124,214  252,367  226,498  
Long-term FHLB advances44,735  47,941  55,407  55,374  72,841  
Subordinated notes98,660  98,616  98,571  98,526  98,482  
Jr. subordinated debentures21,709  21,665  21,622  21,580  21,538  
Operating lease liabilities46,506  47,393  48,224  —  —  
Accrued interest payable9,015  8,244  8,674  6,652  7,193  
Other liabilities105,122  82,310  62,557  54,195  53,239  
      Total liabilities4,227,706  4,146,410  4,056,886  4,087,781  3,837,017  
Shareholders' equity
Common stock24,646  24,583  24,577  24,545  24,533  
Paid-in capital in excess of par value377,806  376,652  375,655  374,010  373,205  
Less: common stock held in treasury, at cost(81,089) (78,583) (76,974) (75,883) (70,437) 
Accumulated other comprehensive income (loss), net of tax2,698  1,700  (3,278) (7,513) (13,402) 
Retained earnings277,568  266,496  255,813  250,230  238,204  
    Total Bryn Mawr Bank Corporation shareholders' equity601,629  590,848  575,793  565,389  552,103  
Noncontrolling interest(694) (693) (686) (685) (678) 
    Total shareholders' equity600,935  590,155  575,107  564,704  551,425  
      Total liabilities and shareholders' equity$4,828,641  $4,736,565  $4,631,993  $4,652,485  $4,388,442  


10

Bryn Mawr Bank Corporation
Supplemental Balance Sheet Information (unaudited)
(dollars in thousands)
 Portfolio Loans and Leases as of
 September 30,
2019
June 30,
2019
March 31,
2019
December 31,
2018
September 30,
2018
Commercial mortgages$1,762,382  $1,755,798  $1,746,695  $1,657,436  $1,618,493  
Home equity loans and lines198,030  203,852  204,791  207,351  207,806  
Residential mortgages505,304  506,093  502,379  494,355  467,402  
Construction151,593  152,554  159,761  181,078  178,493  
  Total real estate loans2,617,309  2,618,297  2,613,626  2,540,220  2,472,194  
Commercial & Industrial709,808  704,167  705,701  695,584  722,999  
Consumer50,481  49,335  47,821  46,814  47,809  
Leases163,149  162,866  156,366  144,536  138,473  
  Total non-real estate loans and leases923,438  916,368  909,888  886,934  909,281  
    Total portfolio loans and leases$3,540,747  $3,534,665  $3,523,514  $3,427,154  $3,381,475  

 Nonperforming Loans and Leases as of
 September 30,
2019
June 30,
2019
March 31,
2019
December 31,
2018
September 30,
2018
Commercial mortgages$7,819  $6,072  $5,558  $2,568  $735  
Home equity loans and lines790  49  6,904  3,616  1,933  
Residential mortgages301  701  2,863  3,452  2,770  
Construction—  —  —  —  291  
  Total nonperforming real estate loans8,910  6,822  15,325  9,636  5,729  
Commercial & Industrial4,141  4,495  2,965  2,101  1,782  
Consumer75  60  80  108  117  
Leases993  802  913  975  1,362  
  Total nonperforming non-real estate loans and leases5,209  5,357  3,958  3,184  3,261  
    Total nonperforming portfolio loans and leases$14,119  $12,179  $19,283  $12,820  $8,990  

 Net Loan and Lease Charge-Offs (Recoveries) for the Three Months Ended
 September 30,
2019
June 30,
2019
March 31,
2019
December 31,
2018
September 30,
2018
Commercial mortgage$656  $(3) $1,373  $249  $56  
Home equity loans and lines(22) 180  46  107  —  
Residential(7) 339  329  304  (12) 
Construction(1) (1) (1) —  —  
  Total net charge-offs of real estate loans626  515  1,747  660  44  
Commercial & Industrial (18) 391  298  304  
Consumer181  119  94  147  71  
Leases509  445  314  515  959  
  Total net charge-offs of non-real estate loans and leases698  546  799  960  1,334  
    Total net charge-offs$1,324  $1,061  $2,546  $1,620  $1,378  

11

Bryn Mawr Bank Corporation
Supplemental Balance Sheet Information (unaudited)
(dollars in thousands)
 Investment Securities Available for Sale, at Fair Value
 September 30,
2019
June 30,
2019
March 31,
2019
December 31,
2018
September 30,
2018
U.S. Treasury securities $101  $101  $100  $200,013  $100  
Obligations of the U.S. Government and agencies 172,753  192,799  186,746  195,855  190,453  
State & political subdivisions - tax-free6,327  6,700  8,468  11,162  15,629  
State & political subdivisions - taxable—  170  170  170  170  
Mortgage-backed securities388,891  348,975  322,913  289,890  284,421  
Collateralized mortgage obligations35,459  38,724  40,486  39,252  36,193  
Other debt securities650  650  1,100  1,100  1,098  
  Total investment securities available for sale, at fair value$604,181  $588,119  $559,983  $737,442  $528,064  

 Unrealized Gain (Loss) on Investment Securities Available for Sale
 September 30,
2019
June 30,
2019
March 31,
2019
December 31,
2018
September 30,
2018
U.S. Treasury securities $ $ $—  $(13) $—  
Obligations of the U.S. Government and agencies 188  275  (1,334) (2,749) (5,881) 
State & political subdivisions - tax-free  (5) (39) (90) 
State & political subdivisions - taxable—  —  —  (1) (1) 
Mortgage-backed securities4,605  3,364  (696) (4,186) (7,584) 
Collateralized mortgage obligations180  89  (510) (898) (1,618) 
Other debt securities—  —  —  —  (2) 
  Total unrealized gains (losses) on investment securities available for sale$4,982  $3,737  $(2,545) $(7,886) $(15,176) 

 Deposits
 September 30,
2019
June 30,
2019
March 31,
2019
December 31,
2018
September 30,
2018
Interest-bearing deposits:
  Interest-bearing demand$778,809  $745,134  $664,683  $664,749  $578,243  
  Money market983,170  966,596  961,348  862,644  812,027