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4/17/20250000776901false00007769012025-04-172025-04-170000776901dei:MailingAddressMember2025-04-172025-04-17


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 and Exchange Act of 1934

DATE OF REPORT:
April 17, 2025
(Date of Earliest Event Reported)

Massachusetts
(State or Other Jurisdiction of Incorporation)
1-9047 04-2870273
(Commission File Number) (I.R.S. Employer identification No.)
INDEPENDENT BANK CORP.
Office Address: 2036 Washington Street, Hanover, Massachusetts 02339
Mailing Address: 288 Union Street, Rockland, Massachusetts 02370
(Address of principal executive offices, including zip code)

NOT APPLICABLE
(Former Address of Principal Executive Offices)

(781)-878-6100
(Registrant’s Telephone Number, Including Area Code)

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 (see General Instruction 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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each Class Trading Symbol Name of each exchange on which registered
Common Stock, $.01 par value per share INDB NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17CFR 230.405)) or Rule 12b-2 of the Exchange Act (17CFR 240.12b-2).
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 On April 17, 2025, Independent Bank Corp.
Act. ☐




ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
(the "Company") announced by press release its earnings for the quarter ended March 31, 2025. A copy of the press release is attached hereto as Exhibit 99.1.

The information in this Item 2.02 (including Exhibit 99.1) is being furnished pursuant to Item 2.02 and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.

ITEM 7.01 REGULATION FD DISCLOSURE
The Company is furnishing presentation materials to be discussed during its earnings conference call which are included as Exhibit 99.2 to this report pursuant to Item 7.01.

The information in this Item 7.01 (including Exhibit 99.2) shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.

ITEM 9.01
FINANCIAL STATEMENTS AND EXHIBITS

d. The following exhibits are included with this Report:
Exhibit Index
Exhibit # Exhibit Description
99.1
99.2
101 The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document
104 Cover page interactive data file (formatted as inline XBRL and contained in Exhibit 101)








SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned and hereunto duly authorized.
INDEPENDENT BANK CORP.
Date: April 17, 2025 By: /s/Mark J. Ruggiero
MARK J. RUGGIERO
CHIEF FINANCIAL OFFICER





















EX-99.1 2 exhibit991-indb03x31x2025e.htm EX-99.1 - Q1 2025 EARNINGS PRESS RELEASE Document


Exhibit 99.1

indblogoa55.jpg

Shareholder Relations                 NEWS RELEASE
288 Union Street
Rockland, Ma. 02370

INDEPENDENT BANK CORP. REPORTS FIRST QUARTER NET INCOME OF $44.4 MILLION
Solid Fundamentals Offset by Elevated Provision

Rockland, Massachusetts (April 17, 2025) - Independent Bank Corp. (Nasdaq Global Select Market: INDB), parent of Rockland Trust Company, today announced 2025 first quarter net income of $44.4 million, or $1.04 per diluted share, as compared to 2024 fourth quarter net income of $50.0 million, or $1.18 per diluted share. The decline was primarily driven by a higher loan loss provision. These financial results include pre-tax merger-related costs of $1.2 million and $1.9 million for the first quarter of 2025 and fourth quarter of 2024, respectively, associated with the Company’s pending acquisition of Enterprise Bancorp, Inc. (“Enterprise”) and its subsidiary, Enterprise Bank. Excluding merger-related costs and the related tax effects, 2025 first quarter operating net income was $45.3 million, or $1.06 per diluted share, compared to $51.4 million, or $1.21 per diluted share for the 2024 fourth quarter. Please refer to Appendix B for a reconciliation of Non-GAAP earnings metrics.

FINANCIAL HIGHLIGHTS

•The Company generated a return on average assets and a return on average common equity of 0.93% and 5.94%, respectively, for the first quarter of 2025, as compared to 1.02% and 6.64%, respectively, for the prior quarter. On an operating basis, the Company generated a return on average assets and a return on average common equity of 0.94% and 6.05%, respectively, for the first quarter of 2025, as compared to 1.05% and 6.82%, respectively, for the prior quarter. Please refer to Appendix B for a reconciliation of Non-GAAP earnings metrics.

•The Company’s net interest margin of 3.42% increased 9 basis points compared to the prior quarter, and the core margin of 3.37% increased 6 basis points. Please refer to Appendix C for additional information regarding net interest margin and Non-GAAP reconciliation of core margin.

•Deposit balances of $15.7 billion at March 31, 2025 increased $370.0 million, or 2.4% (9.8% annualized), from the fourth quarter of 2024.

•Loan balances of $14.5 billion remained consistent with the prior quarter.

•The Company raised $300 million of subordinated debt in March 2025.

•Tangible book value of $47.81 per share at March 31, 2025 grew by $0.85 from the prior quarter. Please refer to Appendix A for a reconciliation of Non-GAAP balance sheet metrics.

•The Company increased its quarterly dividend by 4% in the first quarter of 2025.



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CEO STATEMENT

“Despite the growing uncertainty in the overall economic environment, our results reflect positive activity in our core fundamentals,” said Jeffrey Tengel, the Chief Executive Officer of Independent Bank Corp. and Rockland Trust Company. “We continue to have success in balancing our commercial loan originations, deposits grew nicely, our margin expanded, we kept expenses well maintained, and we increased our dividend for the 15th consecutive year. In addition, we remain on track with our integration efforts related to the pending acquisition of Enterprise.”

BALANCE SHEET
    
Total assets of $19.9 billion at March 31, 2025 increased $514.6 million, or 2.7% (10.8% annualized), compared to the prior quarter, primarily due to increased cash balances associated with the March 2025 subordinated debt raise of $300 million.

Total loans of $14.5 billion at March 31, 2025 remained consistent with prior quarter levels:

•On the commercial side, robust growth within the commercial and industrial portfolio of $62.8 million, or 2.1% (8.4% annualized), was offset by decreases in the combined commercial real estate and construction categories.

•The small business portfolio also continued its steady growth, rising by $7.4 million, or 2.6% (10.6% annualized), during the first quarter.

•On the consumer side, the total loan portfolio grew slightly by $4.6 million, or 0.1% from the prior quarter, as modest growth in residential real estate and home equity products was partially offset by decreases in other consumer loans.

Total deposits grew by $370.0 million, or 2.4% (9.8% annualized), to $15.7 billion at March 31, 2025, as compared to December 31, 2024, while average deposit balances for the first quarter remained consistent with the prior quarter at $15.5 billion:

•Robust growth driven by increases in non-maturity consumer, business and municipal categories, partially offset by a decline in higher cost time deposits.

•Overall core deposits increased to 82.7% of total deposits at March 31, 2025, as compared to 81.7% at December 31, 2024.

•Total noninterest bearing demand deposits represented 28.1% of total deposits at March 31, 2025, compared to 28.7% at December 31, 2024.

•The total cost of deposits for the first quarter of 1.56% decreased 9 basis points compared to the prior quarter.

Total period end borrowings increased by $158.5 million, or 22.6%, during the first quarter of 2025:

•On March 25, 2025, the Company completed an issuance of $300 million in subordinated notes. The fixed-to-floating rate notes, which are due in 2035 and callable in whole or in part in 2030, will bear interest at a fixed rate of 7.25% per year through April 1, 2030. Thereafter, the notes will bear interest at a floating rate through maturity, or the date of earlier redemption.

•Federal Home Loan Bank (“FHLB”) borrowings decreased $138.0 million compared to December 31, 2024, reflecting paydowns on short-term and overnight FHLB borrowings of $100.0 million and $38.0 million, respectively.

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The Company’s securities portfolio remained at $2.7 billion for the first quarter of 2025:

•New purchases of $70.8 million and unrealized gains of $21.3 million in the available for sale portfolio were offset by maturities, calls, and paydowns in the combined available for sale and held to maturity portfolios during the quarter.

•Total securities represented 13.7% and 14.0% of total assets at March 31, 2025 and December 31, 2024, respectively.

Stockholders’ equity at March 31, 2025 increased $40.3 million, or 1.3%, compared to December 31, 2024, driven by strong earnings retention and unrealized gains on the available for sale investment securities portfolio included in other comprehensive income:

•The Company’s ratio of common equity to assets of 15.25% at March 31, 2025 represented a decrease of 20 basis points from December 31, 2024.

•The Company’s ratio of tangible common equity to tangible assets of 10.78% at March 31, 2025 represented a decrease of 8 basis points from the prior quarter and an increase of 51 basis points from the year ago period. Please refer to Appendix A for a detailed reconciliation of Non-GAAP balance sheet metrics.

•The Company’s book value per share increased by $0.76, or 1.1%, to $71.19 at March 31, 2025 as compared to the prior quarter.

•The Company’s tangible book value per share at March 31, 2025 grew by $0.85, or 1.8%, from the prior quarter to $47.81, and grew by 7.8% from the year ago period. Please refer to Appendix A for a reconciliation of Non-GAAP balance sheet metrics.

NET INTEREST INCOME
        
Net interest income for the first quarter of 2025 increased to $145.5 million, as compared to $144.7 million for the prior quarter.

•The net interest margin of 3.42% increased 9 basis points when compared to the prior quarter, and the core margin of 3.37% increased 6 basis points, driven primarily by decreased funding costs, partially offset by slightly lower loan yields. Please refer to Appendix C for additional information regarding the net interest margin and Non-GAAP reconciliation of core margin.

•Total loan yields decreased slightly to 5.49%, reflecting a full quarter’s impact of previous rate cuts, offset by cash flow repricing benefit and increased income from loan payoffs and purchase accounting accretion. Securities yields increased 11 basis points to 2.25% for the current quarter, reflecting the benefit of cash flow repricing.

•The Company’s overall cost of funding decreased by 10 basis points to 1.67% for the first quarter of 2025, fueled primarily by lower deposit costs.

NONINTEREST INCOME

Noninterest income of $32.5 million for the first quarter of 2025 represented a decrease of $348,000, or 1.1%, as compared to the prior quarter. Significant changes in noninterest income for the first quarter of 2025 compared to the prior quarter included the following:

•Interchange and ATM fees decreased by $258,000, or 5.3%, driven by seasonally lower transaction volumes.
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•Overall investment and advisory income increased by $437,000, or 4.1%, driven by higher asset based revenue and other fee income. Total assets under administration increased by $63.6 million, or 0.9%, during the quarter to $7.1 billion at March 31, 2025.

•Mortgage banking income decreased $314,000, or 29.8%, due to lower origination volume.
•The Company received proceeds on life insurance policies resulting in a gain of $194,000 for the fourth quarter of 2024, while no such gains were recognized during the first quarter of 2025.

•Loan level derivative income rose by $603,000, or 137.4%, reflecting volatility in customer demand.

NONINTEREST EXPENSE

Noninterest expense of $105.9 million for the first quarter of 2025 represented a decrease of $544,000, or 0.5%, as compared to the prior quarter. Significant changes in noninterest expense for the first quarter of 2025 compared to the prior quarter included the following:

•Salaries and employee benefits increased by $2.7 million, or 4.6%, driven primarily by a seasonal increase in payroll taxes of $1.5 million, as well as outsized interest rate-driven valuation fluctuations on the Company’s split-dollar bank-owned life insurance policies, which resulted in a $824,000 increase compared to the prior quarter.

•Occupancy and equipment expenses increased by $460,000, or 3.4%, driven by increases in snow removal and utilities costs, partially offset by a decrease in lease termination costs of approximately $550,000 that were recorded during the fourth quarter of 2024 related to the exit of an inactive branch location.

•FDIC assessment increased $400,000, or 15.5%, driven by a rise in the Company’s quarterly assessment charge and timing differences.

•The Company incurred merger and acquisition expenses of $1.2 million in the first quarter of 2025 and $1.9 million in the fourth quarter of 2024. All such costs were related to the Company’s pending acquisition of Enterprise.
•Other noninterest expense decreased by $3.5 million, or 12.9%, driven primarily by decreases in consulting fees of $1.2 million, reduced check losses $885,000, unrealized losses on equity securities of $764,000, and card issuance costs of $469,000.

The Company’s tax rate for the first quarter of 2025 increased to 22.29%, as compared to 20.49% for the prior quarter, due primarily to the purchase of additional certificated tax credits during the fourth quarter of 2024, as well as the release of $1.2 million in uncertain tax positions during the prior quarter.

ASSET QUALITY

During the first quarter, the Company’s key asset quality activity and metrics were as follows:

•Net charge-offs increased to $40.9 million, as compared to $1.2 million for the prior quarter, representing 1.14% and 0.03%, respectively, of average loans annualized. The 2025 first quarter charge-offs were primarily attributable to three previously classified commercial loans, two of which had been reserved for in prior periods.

•The first quarter provision for credit losses increased to $15.0 million, as compared to $7.5 million for the prior quarter, driven by the elevated charge-off activity and additional specific reserves.

4


•Nonperforming loans decreased to $89.5 million at March 31, 2025, as compared to $101.5 million at December 31, 2024, representing 0.62% and 0.70% of total loans, respectively.

•Delinquencies as a percentage of total loans decreased 13 basis points from the prior quarter to 0.47% at March 31, 2025.

•Total classified and criticized commercial loans decreased by $68.6 million, or 14.1% , during the quarter to $417.7 million at March 31, 2025, as compared to $486.3 million at December 31, 2024.

•The allowance for credit losses on total loans decreased to $144.1 million at March 31, 2025 compared to $170.0 million at December 31, 2024, and represented 0.99% and 1.17% of total loans, at March 31, 2025 and December 31, 2024, respectively.

CONFERENCE CALL INFORMATION

Jeffrey Tengel, Chief Executive Officer, and Mark Ruggiero, Chief Financial Officer and Executive Vice President of Consumer Lending, will host a conference call to discuss first quarter earnings at 5:30 p.m. Eastern Time on Thursday, April 17, 2025. Internet access to the call is available on the Company’s website at https://INDB.RocklandTrust.com or via telephonic access by dial-in at 1-888-336-7153 reference: INDB. A replay of the call will be available by calling 1-877-344-7529, Replay Conference Number: 6859369 and will be available through April 24, 2025. Additionally, a webcast replay will be available on the Company’s website until April 17, 2026.

ABOUT INDEPENDENT BANK CORP.
    
Independent Bank Corp. (NASDAQ Global Select Market: INDB) is the holding company for Rockland Trust Company, a full-service commercial bank headquartered in Massachusetts. With retail branches in Eastern Massachusetts and Worcester County as well as commercial banking and investment management offices in Massachusetts and Rhode Island, Rockland Trust offers a wide range of banking, investment, and insurance services to individuals, families, and businesses. The Bank also offers a full suite of mobile, online, and telephone banking services. Rockland Trust is an FDIC member and an Equal Housing Lender.
This press release contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the financial condition, results of operations and business of the Company. These statements may be identified by such forward-looking terminology as “expect,” “achieve,” “plan,” “believe,” “future,” “positioned,” “continued,” “will,” “would,” “potential,” or similar statements or variations of such terms. Actual results may differ from those contemplated by these forward-looking statements.

Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include, but are not limited to:

•adverse economic conditions in the regional and local economies within the New England region and the Company’s market area;
•events impacting the financial services industry, including high profile bank failures, and any resulting decreased confidence in banks among depositors, investors, and other counterparties, as well as competition for deposits and significant disruption, volatility and depressed valuations of equity and other securities of banks in the capital markets;
•the effects to the Company of an increasingly competitive labor market, including the possibility that the Company will have to devote significant resources to attract and retain qualified personnel;
•the political and policy uncertainties associated with the new U.S. presidential administration, changes in U.S. and international trade policies, such as tariffs or other factors, and the potential impact of such factors on the Company and its customers, including the potential for decreases in deposits and loan demand, unanticipated loan delinquencies, loss of collateral and decreased service revenues;
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•the instability or volatility in financial markets and unfavorable domestic or global general economic, political or business conditions, whether caused by geopolitical concerns, including the Russia/Ukraine conflict, the conflict in Israel and surrounding areas and the possible expansion of such conflicts;
•unanticipated loan delinquencies, loss of collateral, decreased service revenues, and other potential negative effects on the Company’s local economies or the Company's business caused by adverse weather conditions and natural disasters, changes in climate, public health crises or other external events and any actions taken by governmental authorities in response to any such events;
•adverse changes or volatility in the local real estate market;
•changes in interest rates and any resulting impact on interest earning assets and/or interest bearing liabilities, the level of voluntary prepayments on loans and the receipt of payments on mortgage-backed securities, decreased loan demand or increased difficulty in the ability of borrowers to repay variable rate loans;
•failure to consummate or a delay in consummating the acquisition of Enterprise, including as a result of any failure to obtain the necessary regulatory approvals or to satisfy any of the other conditions to the proposed transaction on a timely basis or at all;
•risks related to the company’s pending acquisition of Enterprise and acquisitions generally, including disruption to current plans and operations; difficulties in customer and employee retention; fees, expenses and charges related to these transactions being significantly higher than anticipated; unforeseen integration issues or impairment of goodwill and/or other intangibles; and the Company’s inability to achieve expected revenues, cost savings, synergies, and other benefits at levels or within the timeframes originally anticipated;
•the effect of laws, regulations, new requirements or expectations, or additional regulatory oversight in the highly regulated financial services industry, including as a result of intensified regulatory scrutiny in the aftermath of regional bank failures and the resulting need to invest in technology to meet heightened regulatory expectations, increased costs of compliance or required adjustments to strategy;
•changes in trade, monetary and fiscal policies and laws, including interest rate policies of the Board of Governors of the Federal Reserve System;
•higher than expected tax expense, including as a result of failure to comply with general tax laws and changes in tax laws;
•increased competition in the Company’s market areas, including competition that could impact deposit gathering, retention of deposits and the cost of deposits, increased competition due to the demand for innovative products and service offerings, and competition from non-depository institutions which may be subject to fewer regulatory constraints and lower cost structures;
•a deterioration in the conditions of the securities markets;
•a deterioration of the credit rating for U.S. long-term sovereign debt or uncertainties surrounding the federal budget;
•inability to adapt to changes in information technology, including changes to industry accepted delivery models driven by a migration to the internet as a means of service delivery, including any inability to effectively implement new technology-driven products, such as artificial intelligence;
•electronic or other fraudulent activity within the financial services industry, especially in the commercial banking sector;
•adverse changes in consumer spending and savings habits;
•the effect of laws and regulations regarding the financial services industry, including the need to invest in technology to meet heightened regulatory expectations or introduction of new requirements or expectations resulting in increased costs of compliance or required adjustments to strategy;
•changes in laws and regulations (including laws and regulations concerning taxes, banking, securities and insurance) generally applicable to the Company’s business and the associated costs of such changes;
•the Company’s potential judgments, claims, damages, penalties, fines and reputational damage resulting from pending or future litigation and regulatory and government actions;
•changes in accounting policies, practices and standards, as may be adopted by the regulatory agencies as well as the Public Company Accounting Oversight Board, the Financial Accounting Standards Board, and other accounting standard setters;
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•operational risks related to the Company and its customers’ reliance on information technology; cyber threats, attacks, intrusions, and fraud; and outages or other issues impacting the Company or its third party service providers which could lead to interruptions or disruptions of the Company’s operating systems, including systems that are customer facing, and adversely impact the Company’s business; and
•any unexpected material adverse changes in the Company’s operations or earnings.

The Company wishes to caution readers not to place undue reliance on any forward-looking statements as the Company’s business and its forward-looking statements involve substantial known and unknown risks and uncertainties described in the Company’s most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q (“Risk Factors”). Except as required by law, the Company disclaims any intent or obligation to update publicly any such forward-looking statements, whether in response to new information, future events or otherwise. Any public statements or disclosures by the Company following this release which modify or impact any of the forward-looking statements contained in this release will be deemed to modify or supersede such statements in this release. In addition to the information set forth in this press release, you should carefully consider the Risk Factors.

This press release and the appendices attached to it contain financial information determined by methods other than in accordance with accounting principles generally accepted in the United States of America (“GAAP”). This information may include operating net income and operating earnings per share (“EPS”), operating return on average assets, operating return on average common equity, operating return on average tangible common equity, core net interest margin (“core margin”), tangible book value per share and the tangible common equity ratio.

Operating net income, operating EPS, operating return on average assets and operating return on average common equity, exclude items that management believes are unrelated to the Company's core banking business such as merger and acquisition expenses, and other items, if applicable. Management uses operating net income and related ratios and operating EPS to measure the strength of the Company’s core banking business and to identify trends that may to some extent be obscured by such items. Management reviews its core margin to determine any items that may impact the net interest margin that may be one-time in nature or not reflective of its core operating environment, such as significant purchase accounting adjustments or other adjustments such as nonaccrual interest reversals/recoveries and prepayment penalties. Management believes that adjusting for these items to arrive at a core margin provides additional insight into the operating environment and how management decisions impact the net interest margin.

Management also supplements its evaluation of financial performance with analysis of tangible book value per share (which is computed by dividing stockholders’ equity less goodwill and identifiable intangible assets, or “tangible common equity,” by common shares outstanding), the tangible common equity ratio (which is computed by dividing tangible common equity by “tangible assets,” defined as total assets less goodwill and other intangibles), and return on average tangible common equity (which is computed by dividing net income by average tangible common equity). The Company has included information on tangible book value per share, the tangible common equity ratio and return on average tangible common equity because management believes that investors may find it useful to have access to the same analytical tools used by management.  As a result of merger and acquisition activity, the Company has recognized goodwill and other intangible assets in conjunction with business combination accounting principles.  Excluding the impact of goodwill and other intangibles in measuring asset and capital values for the ratios provided, along with other bank standard capital ratios, provides a framework to compare the capital adequacy of the Company to other companies in the financial services industry.

These non-GAAP measures should not be viewed as a substitute for operating results and other financial measures determined in accordance with GAAP. An item which management excludes when computing these non-GAAP measures can be of substantial importance to the Company’s results for any particular quarter or year. The Company’s non-GAAP performance measures, including operating net income, operating EPS, operating return on average assets, operating return on average common equity, core margin, tangible book value per share and the tangible common equity ratio, are not necessarily comparable to non-GAAP performance measures which may be presented by other companies.
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Contacts:

Jeffrey Tengel
President and Chief Executive Officer
(781) 982-6144
                
Mark J. Ruggiero
Chief Financial Officer and
Executive Vice President of Consumer Lending
(781) 982-6281

Investor Relations:
Gerry Cronin
Director of Investor Relations
(774) 363-9872
Gerard.Cronin@rocklandtrust.com


Category: Earnings Releases
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INDEPENDENT BANK CORP. FINANCIAL SUMMARY
CONSOLIDATED BALANCE SHEETS
(Unaudited, dollars in thousands) % Change % Change
March 31
2025
December 31
2024
March 31
2024
Mar 2025 vs. Mar 2025 vs.
Dec 2024 Mar 2024
Assets
Cash and due from banks $ 214,616  $ 187,849  $ 165,331  14.25  % 29.81  %
Interest-earning deposits with banks 502,228  32,041  55,985  nm 797.08  %
Securities
Trading 4,816  4,245  4,759  13.45  % 1.20  %
Equities 21,250  21,204  22,858  0.22  % (7.03) %
Available for sale 1,283,767  1,250,944  1,272,831  2.62  % 0.86  %
Held to maturity 1,409,959  1,434,956  1,545,267  (1.74) % (8.76) %
Total securities 2,719,792  2,711,349  2,845,715  0.31  % (4.43) %
Loans held for sale 8,524  7,271  11,340  17.23  % (24.83) %
Loans
Commercial and industrial 3,110,432  3,047,671  2,953,620  2.06  % 5.31  %
Commercial real estate 6,651,475  6,756,708  6,735,257  (1.56) % (1.24) %
Commercial construction 796,162  782,078  828,900  1.80  % (3.95) %
Small business 289,148  281,781  261,690  2.61  % 10.49  %
Total commercial 10,847,217  10,868,238  10,779,467  (0.19) % 0.63  %
Residential real estate 2,465,731  2,460,600  2,420,705  0.21  % 1.86  %
Home equity - first position 484,384  490,115  507,356  (1.17) % (4.53) %
Home equity - subordinate positions 659,582  650,053  593,230  1.47  % 11.18  %
Total consumer real estate 3,609,697  3,600,768  3,521,291  0.25  % 2.51  %
Other consumer 35,055  39,372  29,836  (10.96) % 17.49  %
Total loans 14,491,969  14,508,378  14,330,594  (0.11) % 1.13  %
Less: allowance for credit losses (144,092) (169,984) (146,948) (15.23) % (1.94) %
Net loans 14,347,877  14,338,394  14,183,646  0.07  % 1.16  %
Federal Home Loan Bank stock 25,804  31,573  46,304  (18.27) % (44.27) %
Bank premises and equipment, net 190,007  193,320  192,563  (1.71) % (1.33) %
Goodwill 985,072  985,072  985,072  —  % —  %
Other intangible assets 10,941  12,284  16,626  (10.93) % (34.19) %
Cash surrender value of life insurance policies 306,077  303,965  298,352  0.69  % 2.59  %
Other assets 577,271  570,447  523,679  1.20  % 10.23  %
Total assets $ 19,888,209  $ 19,373,565  $ 19,324,613  2.66  % 2.92  %
Liabilities and Stockholders’ Equity
Deposits
Noninterest-bearing demand deposits $ 4,409,878  $ 4,390,703  $ 4,469,820  0.44  % (1.34) %
Savings and interest checking 5,279,549  5,207,548  5,196,195  1.38  % 1.60  %
Money market 3,277,078  2,960,381  2,944,221  10.70  % 11.31  %
Time certificates of deposit 2,709,512  2,747,346  2,432,985  (1.38) % 11.37  %
Total deposits 15,676,017  15,305,978  15,043,221  2.42  % 4.21  %
Borrowings
Federal Home Loan Bank borrowings 500,506  638,514  962,535  (21.61) % (48.00) %
Junior subordinated debentures, net 62,861  62,860  62,858  —  % —  %
Subordinated debentures, net 296,507  —  —  100.00% 100.00%
Total borrowings 859,874  701,374  1,025,393  22.60  % (16.14) %
Total deposits and borrowings 16,535,891  16,007,352  16,068,614  3.30  % 2.91  %
Other liabilities 318,926  373,093  371,791  (14.52) % (14.22) %
Total liabilities 16,854,817  16,380,445  16,440,405  2.90  % 2.52  %
Stockholders’ equity
Common stock 424  423  422  0.24  % 0.47  %
Additional paid in capital 1,911,162  1,909,980  1,902,063  0.06  % 0.48  %
9


Retained earnings 1,192,008  1,172,724  1,101,061  1.64  % 8.26  %
Accumulated other comprehensive loss, net of tax (70,202) (90,007) (119,338) (22.00) % (41.17) %
Total stockholders' equity 3,033,392  2,993,120  2,884,208  1.35  % 5.17  %
Total liabilities and stockholders’ equity $ 19,888,209  $ 19,373,565  $ 19,324,613  2.66  % 2.92  %
nm = not meaningful



CONSOLIDATED STATEMENTS OF INCOME
(Unaudited, dollars in thousands, except per share data)
Three Months Ended
% Change % Change
March 31
2025
December 31
2024
March 31
2024
Mar 2025 vs. Mar 2025 vs.
Dec 2024 Mar 2024
Interest income
Interest on federal funds sold and short-term investments $ 1,438  $ 3,154  $ 483  (54.41) % 197.72  %
Interest and dividends on securities 15,297  14,807  14,232  3.31  % 7.48  %
Interest and fees on loans 195,093  198,177  193,226  (1.56) % 0.97  %
Interest on loans held for sale 92  182  104  (49.45) % (11.54) %
Total interest income 211,920  216,320  208,045  (2.03) % 1.86  %
Interest expense
Interest on deposits 59,436  64,188  54,320  (7.40) % 9.42  %
Interest on borrowings 6,979  7,471  16,286  (6.59) % (57.15) %
Total interest expense 66,415  71,659  70,606  (7.32) % (5.94) %
Net interest income 145,505  144,661  137,439  0.58  % 5.87  %
Provision for credit losses 15,000  7,500  5,000  100.00  % 200.00  %
Net interest income after provision for credit losses 130,505  137,161  132,439  (4.85) % (1.46) %
Noninterest income
Deposit account fees 7,053  7,116  6,228  (0.89) % 13.25  %
Interchange and ATM fees 4,622  4,880  4,452  (5.29) % 3.82  %
Investment management and advisory 11,220  10,783  9,941  4.05  % 12.87  %
Mortgage banking income 741  1,055  796  (29.76) % (6.91) %
Increase in cash surrender value of life insurance policies 2,065  2,152  1,928  (4.04) % 7.11  %
Gain on life insurance benefits —  194  263  (100.00) % (100.00) %
Loan level derivative income 1,042  439  80  137.36  % 1,202.50  %
Other noninterest income 5,796  5,572  6,255  4.02  % (7.34) %
Total noninterest income 32,539  32,191  29,943  1.08  % 8.67  %
Noninterest expenses
Salaries and employee benefits 61,931  59,209  57,174  4.60  % 8.32  %
Occupancy and equipment expenses 13,859  13,399  13,467  3.43  % 2.91  %
Data processing and facilities management 2,642  2,559  2,483  3.24  % 6.40  %
FDIC assessment 2,988  2,588  2,982  15.46  % 0.20  %
Merger and acquisition expense 1,155  1,902  —  (39.27) % 100.00%
Other noninterest expenses 23,303  26,765  23,781  (12.93) % (2.01) %
Total noninterest expenses 105,878  106,422  99,887  (0.51) % 6.00  %
Income before income taxes 57,166  62,930  62,495  (9.16) % (8.53) %
Provision for income taxes 12,742  12,897  14,725  (1.20) % (13.47) %
Net Income $ 44,424  $ 50,033  $ 47,770  (11.21) % (7.00) %
Weighted average common shares (basic) 42,550,274  42,494,409  42,553,714 
Common share equivalents 22,353  20,432  12,876 
Weighted average common shares (diluted) 42,572,627  42,514,841  42,566,590 
Basic earnings per share $ 1.04  $ 1.18  $ 1.12  (11.86) % (7.14) %
Diluted earnings per share $ 1.04  $ 1.18  $ 1.12  (11.86) % (7.14) %
10


Reconciliation of Net Income (GAAP) to Operating Net Income (Non-GAAP):
Net income $ 44,424  $ 50,033  $ 47,770 
Noninterest expense components
Add - merger and acquisition expenses 1,155  1,902  — 
Noncore increases to income before taxes 1,155  1,902  — 
Net tax benefit associated with noncore items (1) (325) (535) — 
Noncore increases to net income 830  1,367  — 
Operating net income (Non-GAAP) $ 45,254  $ 51,400  $ 47,770  (11.96) % (5.27) %
Diluted earnings per share, on an operating basis (Non-GAAP) $ 1.06  $ 1.21  $ 1.12  (12.40) % (5.36) %
(1) The net tax benefit associated with noncore items is determined by assessing whether each noncore item is included or excluded from net taxable income and applying the Company's combined marginal tax rate to only those items included in net taxable income.
Performance ratios
Net interest margin (FTE) 3.42  % 3.33  % 3.23  %
Return on average assets (calculated by dividing net income by average assets) (GAAP) 0.93  % 1.02  % 1.00  %
Return on average assets on an operating basis (Non-GAAP) (calculated by dividing net operating net income by average assets) 0.94  % 1.05  % 1.00  %
Return on average common equity (calculated by dividing net income by average common equity) (GAAP) 5.94  % 6.64  % 6.63  %
Return on average common equity on an operating basis (Non-GAAP) (calculated by dividing net operating net income by average common equity) 6.05  % 6.82  % 6.63  %
Return on average tangible common equity (Non-GAAP) (calculated by dividing net income by average tangible common equity) 8.85  % 9.96  % 10.15  %
Return on average tangible common equity on an operating basis (Non-GAAP) (calculated by dividing net operating net income by average tangible common equity) 9.01  % 10.23  % 10.15  %
Noninterest income as a % of total revenue (GAAP) (calculated by dividing total noninterest income by net interest income plus total noninterest income) 18.28  % 18.20  % 17.89  %
Noninterest income as a % of total revenue on an operating basis (Non-GAAP) (calculated by dividing total noninterest income on an operating basis by net interest income plus total noninterest income) 18.28  % 18.20  % 17.89  %
Efficiency ratio (GAAP) (calculated by dividing total noninterest expense by total revenue) 59.47  % 60.18  % 59.68  %
Efficiency ratio on an operating basis (Non-GAAP) (calculated by dividing total noninterest expense on an operating basis by total revenue) 58.82  % 59.10  % 59.68  %


11


ASSET QUALITY
(Unaudited, dollars in thousands) Nonperforming Assets At
March 31
2025
December 31
2024
March 31
2024
Nonperforming loans
Commercial & industrial loans $ 9,683  $ 14,152  $ 17,747 
Commercial real estate loans 65,840  74,343  24,106 
Small business loans 156  302  316 
Residential real estate loans 10,966  10,243  9,947 
Home equity 2,840  2,479  4,805 
Other consumer 10  20 
Total nonperforming loans 89,493  101,529  56,941 
Other real estate owned —  —  110 
Total nonperforming assets $ 89,493  $ 101,529  $ 57,051 
Nonperforming loans/gross loans 0.62  % 0.70  % 0.40  %
Nonperforming assets/total assets 0.45  % 0.52  % 0.30  %
Allowance for credit losses/nonperforming loans 161.01  % 167.42  % 258.07  %
Allowance for credit losses/total loans 0.99  % 1.17  % 1.03  %
Delinquent loans/total loans 0.47  % 0.60  % 0.52  %
Nonperforming Assets Reconciliation for the Three Months Ended
March 31
2025
December 31
2024
March 31
2024
Nonperforming assets beginning balance $ 101,529  $ 104,358  $ 54,493 
New to nonperforming 41,777  5,065  19,258 
Loans charged-off (41,400) (1,652) (881)
Loans paid-off (10,932) (4,975) (6,982)
Loans restored to performing status (1,356) (1,234) (8,855)
Sale of other real estate owned —  (110) — 
Other (125) 77  18 
Nonperforming assets ending balance $ 89,493  $ 101,529  $ 57,051 

12



Net Charge-Offs (Recoveries)
Three Months Ended
March 31
2025
December 31
2024
March 31
2024
Net charge-offs (recoveries)
Commercial and industrial loans $ 53  $ $ (85)
Commercial real estate loans 39,996  —  — 
Small business loans 99  317  70 
Home equity 78  283  (133)
Other consumer 666  604  422 
Total net charge-offs $ 40,892  $ 1,212  $ 274 
Net charge-offs to average loans (annualized) 1.14  % 0.03  % 0.01  %




BALANCE SHEET AND CAPITAL RATIOS
March 31
2025
December 31
2024
March 31
2024
Gross loans/total deposits 92.45  % 94.79  % 95.26  %
Common equity tier 1 capital ratio (1) 14.52  % 14.65  % 14.16  %
Tier 1 leverage capital ratio (1) 11.43  % 11.32  % 10.95  %
Common equity to assets ratio GAAP 15.25  % 15.45  % 14.92  %
Tangible common equity to tangible assets ratio (2) 10.78  % 10.86  % 10.27  %
Book value per share GAAP $ 71.19  $ 70.43  $ 67.94 
Tangible book value per share (2) $ 47.81  $ 46.96  $ 44.34 
(1) Estimated number for March 31, 2025.
(2) See Appendix A for detailed reconciliation from GAAP to Non-GAAP ratios.




    
















13




INDEPENDENT BANK CORP. SUPPLEMENTAL FINANCIAL INFORMATION
(Unaudited, dollars in thousands) Three Months Ended
March 31, 2025 December 31, 2024 March 31, 2024
Interest Interest Interest
Average Earned/ Yield/ Average Earned/ Yield/ Average Earned/ Yield/
Balance Paid (1) Rate Balance Paid (1) Rate Balance Paid (1) Rate
Interest-earning assets
Interest-earning deposits with banks, federal funds sold, and short term investments $ 141,410  $ 1,438  4.12  % $ 270,603  $ 3,154  4.64  % $ 50,583  $ 483  3.84  %
Securities
Securities - trading 4,513  —  —  % 4,366  —  —  % 4,779  —  —  %
Securities - taxable investments 2,747,039  15,296  2.26  % 2,743,469  14,805  2.15  % 2,867,460  14,231  2.00  %
Securities - nontaxable investments (1) 195  2.08  % 195  4.08  % 190  4.23  %
Total securities $ 2,751,747  $ 15,297  2.25  % $ 2,748,030  $ 14,807  2.14  % $ 2,872,429  $ 14,233  1.99  %
Loans held for sale 6,396  92  5.83  % 12,882  182  5.62  % 7,095  104  5.90  %
Loans
Commercial and industrial (1) 3,045,816  47,283  6.30  % 2,974,746  45,449  6.08  % 2,949,499  44,618  6.08  %
Commercial real estate (1) 6,719,504  84,919  5.13  % 6,745,244  88,630  5.23  % 6,721,292  85,065  5.09  %
Commercial construction 785,312  13,167  6.80  % 777,094  13,805  7.07  % 842,480  15,421  7.36  %
Small business 290,245  4,778  6.68  % 275,934  4,583  6.61  % 257,022  4,160  6.51  %
Total commercial 10,840,877  150,147  5.62  % 10,773,018  152,467  5.63  % 10,770,293  149,264  5.57  %
Residential real estate 2,464,464  27,716  4.56  % 2,446,478  27,325  4.44  % 2,418,617  26,083  4.34  %
Home equity 1,140,190  17,774  6.32  % 1,134,521  18,901  6.63  % 1,094,856  18,444  6.78  %
Total consumer real estate 3,604,654  45,490  5.12  % 3,580,999  46,226  5.14  % 3,513,473  44,527  5.10  %
Other consumer 38,618  593  6.23  % 37,960  663  6.95  % 30,669  609  7.99  %
Total loans $ 14,484,149  $ 196,230  5.49  % $ 14,391,977  $ 199,356  5.51  % $ 14,314,435  $ 194,400  5.46  %
Total interest-earning assets $ 17,383,702  $ 213,057  4.97  % $ 17,423,492  $ 217,499  4.97  % $ 17,244,542  $ 209,220  4.88  %
Cash and due from banks 197,536  181,566  177,506 
Federal Home Loan Bank stock 27,646  29,944  47,203 
Other assets 1,852,073  1,801,204  1,809,640 
Total assets $ 19,460,957  $ 19,436,206  $ 19,278,891 
Interest-bearing liabilities
Deposits
Savings and interest checking accounts $ 5,222,353  $ 16,162  1.26  % $ 5,181,107  $ 17,171  1.32  % $ 5,165,866  $ 14,856  1.16  %
Money market 3,178,879  17,710  2.26  % 3,012,556  17,612  2.33  % 2,844,014  15,991  2.26  %
Time deposits 2,723,975  25,564  3.81  % 2,779,704  29,405  4.21  % 2,297,219  23,473  4.11  %
Total interest-bearing deposits $ 11,125,207  $ 59,436  2.17  % $ 10,973,367  $ 64,188  2.33  % $ 10,307,099  $ 54,320  2.12  %
Borrowings
Federal Home Loan Bank borrowings 547,713  5,566  4.12  % 601,842  6,396  4.23  % 1,185,296  14,631  4.96  %
Junior subordinated debentures 62,860  974  6.28  % 62,860  1,075  6.80  % 62,858  1,147  7.34  %
Subordinated debentures 23,070  439  7.72  % —  —  —  % 40,651  508  5.03  %
Total borrowings $ 633,643  $ 6,979  4.47  % $ 664,702  $ 7,471  4.47  % $ 1,288,805  $ 16,286  5.08  %
Total interest-bearing liabilities $ 11,758,850  $ 66,415  2.29  % $ 11,638,069  $ 71,659  2.45  % $ 11,595,904  $ 70,606  2.45  %
Noninterest-bearing demand deposits 4,345,631  4,481,669  4,439,107 
Other liabilities 323,728  319,220  347,573 
Total liabilities $ 16,428,209  $ 16,438,958  $ 16,382,584 
Stockholders’ equity 3,032,748  2,997,248  2,896,307 
14


Total liabilities and stockholders’ equity $ 19,460,957  $ 19,436,206  $ 19,278,891 
Net interest income $ 146,642  $ 145,840  $ 138,614 
Interest rate spread (2) 2.68  % 2.52  % 2.43  %
Net interest margin (3) 3.42  % 3.33  % 3.23  %
Supplemental Information
Total deposits, including demand deposits $ 15,470,838  $ 59,436  $ 15,455,036  $ 64,188  $ 14,746,206  $ 54,320 
Cost of total deposits 1.56  % 1.65  % 1.48  %
Total funding liabilities, including demand deposits $ 16,104,481  $ 66,415  $ 16,119,738  $ 71,659  $ 16,035,011  $ 70,606 
Cost of total funding liabilities 1.67  % 1.77  % 1.77  %
(1) The total amount of adjustment to present interest income and yield on a fully tax-equivalent basis was $1.1 million for the three months ended March 31, 2025, and $1.2 million for the three months ended December 31, 2024, and March 31, 2024, respectively, determined by applying the Company’s marginal tax rates in effect during each respective quarter.
(2) Interest rate spread represents the difference between weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.
(3) Net interest margin represents annualized net interest income as a percentage of average interest-earning assets.




APPENDIX A: NON-GAAP Reconciliation of Balance Sheet Metrics

(Unaudited, dollars in thousands, except per share data)

    The following table summarizes the calculation of the Company’s tangible common equity to tangible assets ratio and tangible book value per share, at the dates indicated:
March 31
2025
December 31
2024
March 31
2024
Tangible common equity (Dollars in thousands, except per share data)
Stockholders’ equity (GAAP) $ 3,033,392  $ 2,993,120  $ 2,884,208  (a)
Less: Goodwill and other intangibles 996,013  997,356  1,001,698 
Tangible common equity (Non-GAAP) $ 2,037,379  $ 1,995,764  $ 1,882,510  (b)
Tangible assets
Assets (GAAP) $ 19,888,209  $ 19,373,565  $ 19,324,613  (c)
Less: Goodwill and other intangibles 996,013  997,356  1,001,698 
Tangible assets (Non-GAAP) $ 18,892,196  $ 18,376,209  $ 18,322,915  (d)
Common Shares 42,610,271  42,500,611  42,452,457  (e)
Common equity to assets ratio (GAAP) 15.25  % 15.45  % 14.92  % (a/c)
Tangible common equity to tangible assets ratio (Non-GAAP) 10.78  % 10.86  % 10.27  % (b/d)
Book value per share (GAAP) $ 71.19  $ 70.43  $ 67.94  (a/e)
Tangible book value per share (Non-GAAP) $ 47.81  $ 46.96  $ 44.34  (b/e)

15


APPENDIX B: Non-GAAP Reconciliation of Earnings Metrics

The following table summarizes the impact of noncore items on the Company's calculation of noninterest income and noninterest expense, the impact of noncore items on noninterest income as a percentage of total revenue and the efficiency ratio, as well as the average tangible common equity used to calculate return on average tangible common equity and operating return on tangible common equity for the periods indicated and the average assets used to calculate return on average assets and operating return on average assets:
(Unaudited, dollars in thousands) Three Months Ended
March 31
2025
December 31
2024
March 31
2024
Net interest income (GAAP) $ 145,505  $ 144,661  $ 137,439 
Noninterest income (GAAP) $ 32,539  $ 32,191  $ 29,943 
Total revenue (GAAP) $ 178,044  $ 176,852  $ 167,382 
Noninterest expense (GAAP) $ 105,878  $ 106,422  $ 99,887 
Less:
Merger and acquisition expense 1,155  1,902  — 
Noninterest expense on an operating basis (Non-GAAP) $ 104,723  $ 104,520  $ 99,887 
Average assets $ 19,460,957  $ 19,436,206  $ 19,278,891 
Average common equity (GAAP) $ 3,032,748  $ 2,997,248  $ 2,896,307 
Less: Average goodwill and other intangibles 996,762  998,004  1,002,506 
Tangible average tangible common equity (Non-GAAP) $ 2,035,986  $ 1,999,244  $ 1,893,801 
Reconciliation of Net Income (GAAP) to Operating Net Income (Non-GAAP)
Net income (GAAP) $ 44,424  $ 50,033  $ 47,770 
Noninterest expense components
Add - merger and acquisition expenses 1,155  1,902  — 
Noncore increases to income before taxes 1,155  1,902  — 
Net tax benefit associated with noncore items (1) (325) (535) — 
Noncore increases to net income 830  1,367  — 
Operating net income (Non-GAAP) $ 45,254  $ 51,400  $ 47,770 
(1) The net tax benefit associated with noncore items is determined by assessing whether each noncore item is included or excluded from net taxable income and applying the Company's combined marginal tax rate to only those items included in net taxable income.
Ratios
Return on average assets (GAAP) (calculated by dividing net income by average assets) 0.93  % 1.02  % 1.00  %
Return on average assets on an operating basis (Non-GAAP) (calculated by dividing net operating net income by average assets) 0.94  % 1.05  % 1.00  %
Return on average common equity (GAAP) (calculated by dividing net income by average common equity) 5.94  % 6.64  % 6.63  %
Return on average common equity on an operating basis (Non-GAAP) (calculated by dividing net operating net income by average common equity) 6.05  % 6.82  % 6.63  %
Return on average tangible common equity (Non-GAAP) (calculated by dividing annualized net income by average tangible common equity) 8.85  % 9.96  % 10.15  %
Return on average tangible common equity on an operating basis (Non-GAAP) (calculated by dividing annualized net operating net income by average tangible common equity) 9.01  % 10.23  % 10.15  %
Noninterest income as a % of total revenue (GAAP) (calculated by dividing total noninterest income by total revenue) 18.28  % 18.20  % 17.89  %
Noninterest income as a % of total revenue on an operating basis (Non-GAAP) (calculated by dividing total noninterest income on an operating basis by total revenue) 18.28  % 18.20  % 17.89  %
Efficiency ratio (GAAP) (calculated by dividing total noninterest expense by total revenue) 59.47  % 60.18  % 59.68  %
Efficiency ratio on an operating basis (Non-GAAP) (calculated by dividing total noninterest expense on an operating basis by total revenue) 58.82  % 59.10  % 59.68  %
16


APPENDIX C: Net Interest Margin Analysis & Non-GAAP Reconciliation of Core Margin


(Unaudited, dollars in thousands) Three Months Ended
March 31, 2025 December 31, 2024
Volume Interest Margin Impact  Volume  Interest Margin Impact
Reported total interest earning assets $ 17,383,702  $ 146,642  3.42  % $ 17,423,492  $ 145,840  3.33  %
Acquisition fair value marks:
Loan accretion (410) (0.01) % (179) —  %
Nonaccrual interest, net (1,689) (0.04) % (1,068) (0.02) %
Other noncore adjustments (2,670) (222) —  % (3,083) (54) —  %
Core margin (Non-GAAP) $ 17,381,032  $ 144,321  3.37  % $ 17,420,409  $ 144,539  3.31  %
17
EX-99.2 3 q12025erpresentation-fin.htm EX-99.2 - Q1 2025 EARNINGS PRESENTATION q12025erpresentation-fin
Exhibit 99.2 Q1 2025 Earnings Presentation April 17, 2025


 
2 Safe & Sound Customer Centric • Full suite of retail banking, commercial banking, and wealth product offerings • Relationship-oriented commercial lending with strong local market knowledge and presence • Exceptional third party customer service recognition in both commercial and retail • Strong brand awareness and reputation Attractive Market • Top performing MA-based bank with scale and density • Supported by strong economic growth and vitality in key markets served • Depth of market offers opportunities for continued growth • The Enterprise acquisition adds density to existing markets and expands the Rockland franchise into Northern MA and Southern NH Strong, Resilient Franchise; Well Positioned for Growth High Performing • Consistent, strong profitability • Focused on maintaining good margins • Fee income contribution from scalable wealth franchise • Efficient cost structure focused on operating leverage • History of organic capital generation • Strong balance sheet • Prudent interest rate and liquidity risk management • Significant capital buffer • Diversified, low-cost deposit base • Experienced commercial lender with conservative credit culture • Proven operator and acquiror Company Overview


 
3 ($ in millions, except per share) Q1’25 Q1’25 Operating(1) Q4’24 Q4’24 Operating Q1’24 Net Income $44.4 $45.3 $50.0 $51.4 $47.8 Diluted EPS $1.04 $1.06 $1.18 $1.21 $1.12 ROAA 0.93% 0.94% 1.02% 1.05% 1.00% ROACE 5.94% 6.05% 6.64% 6.82% 6.63% ROATCE(3) 8.85% 9.01% 9.96% 10.23% 10.15% Net Interest Margin 3.42% 3.37% 3.33% 3.31% 3.23% (1) See Appendix A for reconciliation of reported key metrics (GAAP) to operating key metrics (non-GAAP). (2) Operating net interest margin represents core net interest margin, a non-GAAP measure. See Appendix B for a reconciliation of core net interest margin to reported net interest margin under GAAP. (3) Return on average tangible common equity (ROATCE) is a non-GAAP measure. See Appendix A for additional information. (4) Tangible book value per share is a non-GAAP measure. See Appendix C for additional information. Q1 2025 Financial Highlights Key Metrics Highlights • Core net interest margin expansion of 6 bps to 3.37%(2) • Strong fee income • Focused expense management • Lower net income driven by elevated loan loss provision • Robust deposit growth of $370 million (9.8% annualized) • $300 million subordinated debt raise completed in March 2025 • Tangible book value per share growth of $0.85(4) (2) (1) (2)


 
4 ($ in millions) Period Ended $ Increase (Decrease % Increase (Decrease)Deposit Product Type March 31, 2025 Dec 31, 2024 Noninterest-bearing demand deposits $ 4,410 $ 4,391 $ 19 0.4% Savings and interest checking 5,280 5,208 72 1.4% Money market 3,277 2,960 317 10.7% Time certificates of deposit 2,709 2,747 (38) (1.4)% $ 15,676 $ 15,306 $ 370 2.4% Average Deposit Balances $ 15,471 $15,455 $16 0.1% $ in b ill io ns Average Balances and Cost of Deposits $15.0 $15.3 $15.5 $15.5 1.65% 1.74% 1.65% 1.56% Deposits Cost of deposits Q2 2024 Q3 2024 Q4 2024 Q1 2025 $0.0 $5.0 $10.0 $15.0 0.00% 0.50% 1.00% 1.50% Deposit Composition Consumer 54.6% Business 37.0% Municipal 8.4% Deposit Balances


 
5 ($ in millions) Period Ended $ Increase (Decrease) % Increase (Decrease)Loan Category March 31, 2025 Dec 31, 2024 Commercial and industrial $ 3,110 $ 3,048 $ 62 2.0% Commercial real estate 6,652 6,756 (104) (1.5)% Commercial construction 796 782 14 1.8% Small business 289 282 7 2.5% Total commercial 10,847 10,868 (21) (0.2)% Residential real estate 2,466 2,461 5 0.2% Home equity - first position 484 490 (6) (1.2)% Home equity - subordinate positions 660 650 10 1.5% Total consumer real estate 3,610 3,601 9 0.2% Other consumer 35 39 (4) (10.3)% Total loans $ 14,492 $ 14,508 $ (16) (0.1)% Loan Balances


 
6 Nonperforming Loans ($ in millions) $57.5 $104.2 $101.5 $89.5 0.40% 0.73% 0.70% 0.62% NPLs ($Mil) NPL as % of Total Loans Q2 2024 Q3 2024 Q4 2024 Q1 2025 0.25% 0.50% 0.75% $0 $60 $120 Top 5 Nonperforming Loans Rollforward - Q1 2025 ($ in millions) Loan Category 12/31/2024 Balance 12/31/2024 Specific Reserve Q1 2025 Paydown Q1 2025 Charge-Off Q1 2025 Specific Reserve Adjustment 3/31/2025 Balance 3/31/2025 Specific Reserve Top 5 NPLs: Loan A $53.8 $26.3 $(1.1) $(24.9) $(1.4) $27.8 $— Loan B (new in Q1) 30.5 — (0.2) (8.1) — 22.2 — Loan C 11.7 7.0 — (7.0) — 4.7 — Loan D 11.7 — (6.9) — 2.5 4.8 2.5 Loan E 7.2 — (0.1) — 1.6 7.1 1.6 $114.9 $33.3 $(8.3) $(40.0) $2.7 $66.6 $4.1 Commercial Criticized & Classified Loans ($ in millions) $578.1 $567.4 $502.9 $486.3 $417.7 5.36% 5.25% 4.68% 4.47% 3.85% Criticized & Classified Loans Criticized & Classified Loans as a % of Total Commercial Loans Q1 2024 Q2 2024 Q3 2024 Q4 2024 Q1 2025 $— $150.0 $300.0 $450.0 $600.0 —% 1.50% 3.00% 4.50% 6.00% Asset Quality


 
7 Charge-off and Provisioning Trends ($ in millions) $0.3 $6.7 $1.2 $40.9 $4.3 $19.5 $7.5 $15.0 0.01% 0.18% 0.03% 1.14% Net Charge-offs Provision for Credit Losses Annualized Charge-off Rate Q2 2024 Q3 2024 Q4 2024 Q1 2025 $0.0 $20.0 $40.0 0.00% 0.80% 1.60% Allowance for Credit Loss & Delinquency Trends 1.05% 1.14% 1.17% 0.99% 0.37% 0.33% 0.60% 0.47% Allowance for Credit Losses/Total Loans Delinquent Loans/Total Loans Q2 2024 Q3 2024 Q4 2024 Q1 2025 0.00% 0.50% 1.00% Asset Quality (continued)


 
8 95% CRE & Construction Portfolio $7.4 billion Multi-Family - 27.1% Residential - Related - 14.0% Office - 13.6% Mixed-Use Office - 1.8% Industrial/ Warehouse - 10.6% Lodging - 10.8% Retail - 17.5% Healthcare - 1.7% Other - 2.9% C&I Portfolio $3.1 billion Retail Trade - 21.2% Real Estate/Rental and Leasing - 12.2% Construction - 8.3% Health Care and Social Assistance - 8.9% Wholesale Trade - 8.7% Manufacturing - 7.5% Accommodation and Food Services - 5.7% Educational Services - 5.4% All Other - 22.1% Consumer Portfolio $3.6 billion Residential real estate - 67.6% Home equity - first position - 13.3% Home equity - subordinate positions - 18.1% Other consumer - 1.0% $7.5 $7.5 $7.5 $7.4 306% 307% 305% 281% CRE CRE/Capital * Q2 2024 Q3 2024 Q4 2024 Q1 2025** $0.0 $3.0 $6.0 $9.0 250% 300% 350% ($Bil) *Rockland Trust Bank only. Ratio for Q1 2025 is an estimated number **Reflects capital contribution of $150 million from parent company subordinated debt proceeds Loan Portfolios


 
9 Top 20 Borrowers All Others Total Portfolio ($ in millions) Total Avg Loan ($ in millions) Total Avg Loan ($ in millions) Total Avg Loan Class A $287.6 $28.8 Class A $161.0 $6.2 Class A $448.6 $12.5 Class B/C 193.1 21.5 Class B/C 265.0 1.9 Class B/C 458.1 3.1 Medical 26.5 26.5 Medical 79.7 3.6 Medical 106.2 4.6 $507.2 $25.4 $505.7 $2.7 $1,012.9 $4.9 Criticized $16.3 Criticized $48.9 Criticized $65.2 Classified (perf) 21.5 Classified (perf) 8.6 Classified (perf) 30.1 Nonperforming 50.1 Nonperforming 11.7 Nonperforming 61.8 • Top 20 loans are actively managed • Majority is RTC originated, conservative underwriting • Primarily Massachusetts based • Approx. $262M came from acquisitions Maturity Schedule ($ in millions) Matured 2025 Q2 2025 Q3 2025 Q4 2026 2027 2028+ Total Pass Rating $— $30.3 $72.0 $12.9 $91.6 $157.3 $491.7 $855.8 Criticized — 13.6 — 16.3 14.3 11.0 10.0 65.2 Classified 61.8 — — — 21.5 — 8.6 91.9 Total $61.8 $43.9 $72.0 $29.2 $127.4 $168.3 $510.3 $1,012.9 % of Total 6% 4% 7% 3% 13% 17% 50% 100% CRE & Construction Portfolio $7.4 billion Office ($1.012B) - 13.6% Other CRE & Construction - 86.4% Focal Point | CRE Office (inclusive of construction)


 
10 Multifamily Portfolio Period Ended ($ in millions) March 31, 2025 Dec 31, 2024 Total Balances $ 2,020.5 $ 2,016.2 Total Average Loan Size 2.8 2.8 Average Loan Size - Top 20 25.7 25.8 Average Loan Size - All Others 2.2 2.1 Asset Quality Criticized $ 2.5 0.1% $ 0.5 —% Classified (perf) 0.9 —% 0.9 —% Non-performing — —% — —% Composition Low Income Housing Tax Credit - 8.6% Residential Apart. - Affordable Housing >20% - 13.3% Residential Apart. - Market Rate - 47.1% Mixed Use, Primarily Residential - 31.0% Key Portfolio Characteristics • Strong Boston market asset class • 85% of portfolio Massachusetts based; 99% New England based • No delinquencies • Minimal exposure to luxury properties in Greater Boston Maturity Schedule 2025 2026 2027 2028+ Total ($) 5% 8% 3% 84% $2.020B Focal Point | Multifamily CRE


 
11 ($ in m ill io ns ) Time Deposit of Maturities (and weighted average rate) $1,540 $911 $143 $115 Q2 2025 Q3 2025 Q4 2025 2026+ $— $500 $1,000 $1,500 $2,000 Net Interest Margin 3.25% 3.29% 3.33% 3.42% 3.24% 3.29% 3.31% 3.37% Reported NIM Core NIM* Q2 2024 Q3 2024 Q4 2024 Q1 2025 3.00% 3.20% 3.40% Total Loan Portfolio Rate Characteristics 41% 28% 31%Fixed Rate Floating Rate Variable Rate ($ in m ill io ns ) Loan Hedging Maturities (and weighted average "receive fixed" SOFR rate) $50 $50 $50 $400 $300 Q2 2025 Q3 2025 Q4 2025 2026 2027+ $— $200 $400 2.89% 3.39% 2.46% Net Interest Margin Analysis 2.87% 2.82% *Operating net interest margin represents core net interest margin, a non- GAAP measure. See Appendix B for a reconciliation of core net interest margin to reported net interest margin under GAAP. 3.92% 3.64% 3.19% 2.31%


 
12 Noninterest Income Noninterest Expense ($ in thousands) ($ in thousands) Q1 2025 Q4 2024 Q1 2025 Q4 2024 Deposit account fees $ 7,053 $ 7,116 Salaries and employee benefits $ 61,931 $ 59,209 Interchange and ATM fees 4,622 4,880 Occupancy and equipment expenses 13,859 13,399 Investment management and advisory 11,220 10,783 Data processing and facilities management 2,642 2,559 Mortgage banking income 741 1,055 FDIC assessment 2,988 2,588 Increase in cash surrender value of life insurance policies 2,065 2,152 Merger and acquisition expense 1,155 1,902 Gain on life insurance benefits — 194 Other noninterest expenses 23,303 26,765 Loan level derivative income 1,042 439 Total noninterest expenses $ 105,878 $ 106,422 Other noninterest income 5,796 5,572 Total noninterest income $ 32,539 $ 32,191 Noninterest Income/Expense


 
13 $ in m ill io ns Assets Under Administration $6,871 $7,161 $7,035 $7,099 Q2 2024 Q3 2024 Q4 2024 Q1 2025 $6,000 $6,500 $7,000 $7,500 ($ in thousands) Q1 2025 Q4 2024 % Change Assets under administration $7,098,961 $7,035,315 0.9% Asset based revenue 9,841 9,607 2.4% Other revenue: Retail commission revenue 957 760 Insurance commission revenue 241 90 Other advisory revenue 181 326 Total reported revenue $11,220 $10,783 4.1% Focal Point | Investment Management and Advisory


 
14 Available for Sale (AFS) Held to Maturity (HTM) Portfolio Composition at March 31, 2025 Book Value Fair Value Unrealized Gain/(Loss) Book Value Fair Value Unrealized Gain/(Loss) ($ in millions) U.S. government agency securities $ 230 $ 214 $ (16) $ — $ — $ — U.S. treasury securities 578 550 (28) 101 95 (6) Agency mortgage-backed securities 480 450 (30) 779 727 (52) Agency collateralized mortgage obligations 30 28 (2) 410 353 (57) Other 48 42 (6) 120 115 (5) Total securities $ 1,366 $ 1,284 $ (82) $ 1,410 $ 1,290 $ (120) Duration of portfolio 3.0 Years 4.0 Years Capital Impact at March 31, 2025 ($ in millions) $ % of Tangible Assets Tangible capital (Non-GAAP) $ 2,037 10.78% Less: HTM unrealized loss, net of tax (88) Tangible capital adjusted for HTM $ 1,949 10.39% ($ in m ill io ns ) Projected Cash Flows $222 $640 $430 2025 (Q2-Q4) 2026 2027 $0 $250 $500 $750 Securities Portfolio


 
15 Overview of Enterprise Bancorp Acquisition Source: S&P Capital IQ Pro; Preliminary financial data as of the quarter ended 9/30/2024; Market data as of 12/6/2024 Note: Estimated financial impact is presented for illustrative purposes only. Includes purchase accounting marks and transaction related expenses; See Appendix to the presentation materials previously furnished as Exhibit 99.2 to the Company’s Current Report on Form 8-K filed with the SEC on December 9, 2024 (the “December 9th Presentation Materials”) for Pro Forma Net income and EPS reconciliation. Pro Forma data is subject to various assumptions and uncertainties. For key financial assumptions, see slides 10 and 15 of the December 9th Presentation Materials. Please also refer to “Forward-Looking Statements” below in this presentation. 1. Includes impact of subordinated debt raise; 18.2% GAAP EPS accretion excluding subordinated debt raise 2. Includes one electronic branch Pro Forma Combined Company $25Bn in Assets $20Bn in Deposits $19Bn in Loans $8.7Bn of Wealth AUM 151 Branches $3.6Bn Market Cap Financially Attractive Acquisition 16.2% GAAP EPS Accretion (2026E)1 Enterprise is a key addition to attractive Boston area franchise ~3 Yrs TBV Earnback >20% Internal Rate of Return (IRR) 1.41% Pro Forma ROAA (2026E) 15.7% Pro Forma ROATCE (2026E)


 
16 Loans • Low single digit percentage increase expected Deposits • Low to mid single digit percentage increase expected Net Interest Margin • See slide 17 Asset Quality • Provision driven by emerging credit trends Non-interest Income • Mid-single digit percentage increase expected Non-interest Expense • Mid-single digit percentage increase expected 2025 Forward Guidance The following guidance excludes the anticipated impact of the Enterprise acquisition:


 
17 2025 Forward Guidance (cont.) Net Interest Margin Guidance Sub-Debt ($ in thousands) 2025 Q1 Reported Adjustments* 2025 Q1 Core (Non-GAAP)* Proceeds Estimated @ 4.00% Interest Expense @ 7.25% INDB Impact Pre- acquisition Reaffirm Prior Margin Guidance Excluding Sub- Debt Interest earning assets $17,383,702 $(2,670) $17,381,032 $300,000 Annualized net interest income (FTE) 594,565 (9,413) 585,152 12,000 (21,750) Net interest margin 3.42% 3.37% -11 bps +3-4 bps/quarter 1 2 3 1 2 3 Represents standalone core margin results for 2025 Q1. Represents the impact on net interest margin associated with the March 2025 subordinated debt raise of $300 million, which reflects the net impact of interest expense less estimated interest income earned on the cash proceeds. Represents estimated cash flow repricing benefit, exclusive of subordinated debt impact. *See Appendix B for a reconciliation of core net interest margin to reported net interest margin under GAAP. ** **Based on current forward Treasury curve


 
18 This presentation contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the financial condition, results of operations and business of the Company. These statements may be identified by such forward-looking terminology as “expect,” “achieve,” “plan,” “believe,” “outlook”, “projected”, “future,” “positioned,” “continued,” “will,” “would,” “potential,” “anticipated,” “guidance,” “targeted” or similar statements or variations of such terms. Actual results may differ from those contemplated by these forward-looking statements. Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include, but are not limited to: • adverse economic conditions in the regional and local economies within the New England region and the Company’s market area; • events impacting the financial services industry, including high profile bank failures, and any resulting decreased confidence in banks among depositors, investors, and other counterparties, as well as competition for deposits and significant disruption, volatility and depressed valuations of equity and other securities of banks in the capital markets; • the effects to the Company of an increasingly competitive labor market, including the possibility that the Company will have to devote significant resources to attract and retain qualified personnel; • the political and policy uncertainties associated with the new U.S. presidential administration, changes in U.S. and international trade policies, such as tariffs or other factors, and the potential impact of such factors on the Company and its customers, including the potential for decreases in deposits and loan demand, unanticipated loan delinquencies, loss of collateral and decreased service revenues; • the instability or volatility in financial markets and unfavorable domestic or global general economic, political or business conditions, whether caused by geopolitical concerns, including the Russia/Ukraine conflict, the conflict in Israel and surrounding areas and the possible expansion of such conflicts; • unanticipated loan delinquencies, loss of collateral, decreased service revenues, and other potential negative effects on the Company’s local economies or the Company's business caused by adverse weather conditions and natural disasters, changes in climate, public health crises or other external events and any actions taken by governmental authorities in response to any such events; • adverse changes or volatility in the local real estate market; • changes in interest rates and any resulting impact on interest earning assets and/or interest bearing liabilities, the level of voluntary prepayments on loans and the receipt of payments on mortgage-backed securities, decreased loan demand or increased difficulty in the ability of borrowers to repay variable rate loans; • failure to consummate or a delay in consummating the acquisition of Enterprise, including as a result of any failure to obtain the necessary regulatory approvals or to satisfy any of the other conditions to the proposed transaction on a timely basis or at all; • risks related to the company’s pending acquisition of Enterprise and acquisitions generally, including disruption to current plans and operations; difficulties in customer and employee retention; fees, expenses and charges related to these transactions being significantly higher than anticipated; unforeseen integration issues or impairment of goodwill and/or other intangibles; and the Company’s inability to achieve expected revenues, cost savings, synergies, and other benefits at levels or within the timeframes originally anticipated; • the effect of laws, regulations, new requirements or expectations, or additional regulatory oversight in the highly regulated financial services industry, including as a result of intensified regulatory scrutiny in the aftermath of regional bank failures and the resulting need to invest in technology to meet heightened regulatory expectations, increased costs of compliance or required adjustments to strategy; • changes in trade, monetary and fiscal policies and laws, including interest rate policies of the Board of Governors of the Federal Reserve System; • higher than expected tax expense, including as a result of failure to comply with general tax laws and changes in tax laws; • increased competition in the Company’s market areas, including competition that could impact deposit gathering, retention of deposits and the cost of deposits, increased competition due to the demand for innovative products and service offerings, and competition from non-depository institutions which may be subject to fewer regulatory constraints and lower cost structures; • a deterioration in the conditions of the securities markets; • a deterioration of the credit rating for U.S. long-term sovereign debt or uncertainties surrounding the federal budget; • inability to adapt to changes in information technology, including changes to industry accepted delivery models driven by a migration to the internet as a means of service delivery, including any inability to effectively implement new technology-driven products, such as artificial intelligence; • electronic or other fraudulent activity within the financial services industry, especially in the commercial banking sector; • adverse changes in consumer spending and savings habits; • the effect of laws and regulations regarding the financial services industry, including the need to invest in technology to meet heightened regulatory expectations or introduction of new requirements or expectations resulting in increased costs of compliance or required adjustments to strategy; • changes in laws and regulations (including laws and regulations concerning taxes, banking, securities and insurance) generally applicable to the Company’s business and the associated costs of such changes; • the Company’s potential judgments, claims, damages, penalties, fines and reputational damage resulting from pending or future litigation and regulatory and government actions; • changes in accounting policies, practices and standards, as may be adopted by the regulatory agencies as well as the Public Company Accounting Oversight Board, the Financial Accounting Standards Board, and other accounting standard setters; • operational risks related to the Company and its customers’ reliance on information technology; cyber threats, attacks, intrusions, and fraud; and outages or other issues impacting the Company or its third party service providers which could lead to interruptions or disruptions of the Company’s operating systems, including systems that are customer facing, and adversely impact the Company’s business; and • any unexpected material adverse changes in the Company’s operations or earnings. The Company wishes to caution readers not to place undue reliance on any forward-looking statements as the Company’s business and its forward-looking statements involve substantial known and unknown risks and uncertainties described in the Company’s Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q (“Risk Factors”). Except as required by law, the Company disclaims any intent or obligation to update publicly any such forward-looking statements, whether in response to new information, future events or otherwise. Any public statements or disclosures by the Company following this presentation which modify or impact any of the forward-looking statements contained in this presentation will be deemed to modify or supersede such statements in this presentation. In addition to the information set forth in this presentation, you should carefully consider the Risk Factors. Forward Looking Statements


 
19 This presentation contains financial information determined by methods other than in accordance with accounting principles generally accepted in the United States of America (“GAAP”). This information may include operating net income and operating earnings per share (“EPS”), operating return on average assets, operating return on average common equity, operating return on average tangible common equity, core net interest margin (“core NIM” or “core margin”), tangible book value per share, tangible common equity ratio and return on average tangible common equity. Management reviews its core margin to determine any items that may impact the net interest margin that may be one-time in nature or not reflective of its core operating environment, such as low-yielding loans originated through government programs in response to the pandemic, or significant purchase accounting adjustments, or other adjustments such as nonaccrual interest reversals/recoveries and prepayment penalties. Management believes that adjusting for these items to arrive at a core margin provides additional insight into the operating environment and how management decisions impact the net interest margin. Similarly, management reviews certain loan metrics such as growth rates and allowance as a percentage of total loans, adjusted to exclude loans that are not considered part of its core portfolio, which includes loans originated in association with government sponsored and guaranteed programs in response to the pandemic, to arrive at adjusted numbers more representative of the core growth of the portfolio and core reserve to loan ratio. Management also supplements its evaluation of financial performance with analysis of tangible book value per share (which is computed by dividing stockholders’ equity less goodwill and identifiable intangible assets, or “tangible common equity”, by common shares outstanding), the tangible common equity ratio (which is computed by dividing tangible common equity by “tangible assets”, defined as total assets less goodwill and other intangibles), and return on average tangible common equity (which is computed by dividing net income by average tangible common equity). The Company has included information on tangible book value per share, the tangible common equity ratio and return on average tangible common equity because management believes that investors may find it useful to have access to the same analytical tools used by management. As a result of merger and acquisition activity, the Company has recognized goodwill and other intangible assets in conjunction with business combination accounting principles. Excluding the impact of goodwill and other intangibles in measuring asset and capital values for the ratios provided, along with other bank standard capital ratios, provides a framework to compare the capital adequacy of the Company to other companies in the financial services industry. These non-GAAP measures should not be viewed as a substitute for operating results and other financial measures determined in accordance with GAAP. An item which management deems to be noncore and excludes when computing these non-GAAP measures can be of substantial importance to the Company’s results for any particular quarter or year. The Company’s non-GAAP performance measures, including operating net income, operating EPS, operating return on average assets, operating return on average common equity, core margin, tangible book value per share and the tangible common equity ratio, are not necessarily comparable to non-GAAP performance measures which may be presented by other companies. Non-GAAP Financial Measures


 
20 ADDITIONAL INFORMATION AND WHERE TO FIND IT This communication is being made with respect to the proposed transaction involving Independent and Enterprise. In connection with the proposed transaction, on January 27, 2025, Independent filed with the SEC a Registration Statement on Form S-4 (the “Registration Statement”), which was amended on February 14, 2025, to register the shares of Independent common stock to be issued in connection with the proposed transaction. The Registration Statement was declared effective by the SEC on February 19, 2025. Enterprise first mailed the definitive proxy statement/prospectus, which is included in the Registration Statement, to Enterprise shareholders on or about February 24, 2025, and the special meeting of the shareholders of Enterprise was held on April 3, 2025, to approve the proposed transaction. INVESTORS AND SHAREHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT AND THE PROXY STATEMENT/ PROSPECTUS REGARDING THE PROPOSED TRANSACTION AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY CONTAIN IMPORTANT INFORMATION. Investors and shareholders are also urged to carefully review and consider Independent’s and Enterprise’s public filings with the SEC, including, but not limited to, their respective proxy statements, Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K. Copies of the Registration Statement and of the proxy statement/ prospectus and other filings incorporated by reference therein, as well as other filings containing information about Independent and Enterprise, can be obtained, free of charge, as they become available at the SEC’s website (http://www.sec.gov). Copies of the proxy statement/prospectus and the filings with the SEC that are incorporated by reference in the proxy statement/prospectus can also be obtained, without charge, by directing a request to Independent Investor Relations, 288 Union Street, Rockland, Massachusetts 02370, telephone (774) 363-9872 or to Enterprise Bancorp, Inc., 222 Merrimack Street, Lowell, MA 01852, Attention: Corporate Secretary, telephone (978) 656-5578. Additional Information


 
21 Appendix A - Reconciliation of Non-GAAP Earnings Metrics (Unaudited, dollars in thousands) Three Months Ended March 31 2025 December 31 2024 March 31 2024 Net interest income (GAAP) $145,505 $144,661 $137,439 Noninterest income (GAAP) $32,539 $32,191 $29,943 Noninterest expense (GAAP) $105,878 $106,422 $99,887 Less: Merger and acquisition expense 1,155 1,902 — Noninterest expense on an operating basis (Non-GAAP) $104,723 $104,520 $99,887 Total revenue (GAAP) $178,044 $176,852 $167,382 Average assets $19,460,957 $19,436,206 $19,278,891 Average common equity (GAAP) $3,032,748 $2,997,248 $2,896,307 Less: Average goodwill and other intangibles 996,762 998,004 1,002,506 Tangible average tangible common equity (Non-GAAP) $2,035,986 $1,999,244 $1,893,801 Reconciliation of Net Income (GAAP) to Operating Net Income (Non-GAAP) Net income (GAAP) $44,424 $50,033 $47,770 Noninterest expense components Add - merger and acquisition expenses 1,155 1,902 — Noncore increases to income before taxes 1,155 1,902 — Net tax benefit associated with noncore items (1) (325) (535) — Noncore increases to net income 830 1,367 — Operating net income (Non-GAAP) $45,254 $51,400 $47,770 Weighted average common shares (diluted) 42,572,627 42,514,841 42,566,590 Diluted earnings per share (GAAP) $1.04 $1.18 $1.12 Diluted earnings per share, on an operating basis (Non-GAAP) $1.06 $1.21 $1.12 (1) The net tax benefit associated with noncore items is determined by assessing whether each noncore item is included or excluded from net taxable income and applying the Company's combined marginal tax rate to only those items included in net taxable income. Ratios Return on average assets (GAAP) (calculated by dividing net income by average assets) 0.93% 1.02% 1.00% Return on average assets on an operating basis (Non-GAAP) (calculated by dividing net operating net income by average assets) 0.94% 1.05% 1.00% Return on average common equity (GAAP) (calculated by dividing net income by average common equity) 5.94% 6.64% 6.63% Return on average common equity on an operating basis (Non-GAAP) (calculated by dividing net operating net income by average common equity) 6.05% 6.82% 6.63% Return on average tangible common equity (Non-GAAP) (calculated by dividing annualized net income by average tangible common equity) 8.85% 9.96% 10.15% Return on average tangible common equity on an operating basis (Non-GAAP) (calculated by dividing annualized net operating net income by average tangible common equity) 9.01% 10.23% 10.15%


 
22 Three Months Ended March 31, 2025 December 31, 2024 September 30, 2024 June 30, 2024 March 31, 2024 Volume Interest Margin Impact Volume Interest Margin Impact Volume Interest Margin Impact Volume Interest Margin Impact Volume Interest Margin Impact (Unaudited, dollars in thousands) Reported total interest earning assets $17,383,702 $146,642 3.42% $17,423,492 $145,840 3.33% $17,288,249 $142,893 3.29% $17,223,604 $139,124 3.25% $17,244,542 $138,614 3.23% Acquisition fair value marks: Loan accretion (410) (179) (171) (74) (109) CD amortization — — — — 9 (410) (0.01)% (179) —% (171) —% (74) —% (100) —% Nonaccrual interest, net (1,689) (0.04)% (1,068) (0.02)% (156) —% (131) —% (341) (0.01)% Other noncore adjustments (2,670) (222) —% (3,083) (54) —% (3,523) (145) —% (4,020) (499) (0.01)% (4,460) (582) (0.01)% Core margin (Non- GAAP) $17,381,032 $144,321 3.37% $17,420,409 $144,539 3.31% $17,284,726 $142,421 3.29% $17,219,584 $138,420 3.24% $17,240,082 $137,591 3.21% Appendix B - Non-GAAP Reconciliation of Core Margin


 
23 Appendix C - Reconciliation of Non-GAAP Capital Metrics (Unaudited, dollars in thousands, except per share data) March 31 2025 December 31 2024 March 31 2024 Tangible common equity Stockholders’ equity (GAAP) $ 3,033,392 $ 2,993,120 $ 2,884,208 (a) Less: Goodwill and other intangibles 996,013 997,356 1,001,698 Tangible common equity (Non-GAAP) $ 2,037,379 $ 1,995,764 $ 1,882,510 (b) Common Shares 42,610,271 42,500,611 42,452,457 (c) Book value per share (GAAP) $ 71.19 $ 70.43 $ 67.94 (a/c) Tangible book value per share (Non-GAAP) $ 47.81 $ 46.96 $ 44.34 (b/c)