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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report: November 5, 2024

(Date of earliest event reported)

PEOPLES FINANCIAL SERVICES CORP.

(Exact name of registrant as specified in its charter)

001-36388

(Commission

File Number)

 

PA

23-2391852

(State or other jurisdiction

of incorporation)

(IRS Employer of

Identification No.)

150 North Washington Avenue, Scranton, Pennsylvania 18503-1848

(Address of principal executive offices) (Zip Code)

(570) 346-7741

(Registrant’s telephone number, including area code)

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, $2.00 par value

PFIS

The Nasdaq Stock Market

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 

Emerging growth company ☐

 If an emerging growth company, indicate by check mark if the registrant has elected 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 November 5, 2024, Peoples Financial Services Corp. issued a press release announcing unaudited results of operations for the three and nine month periods ended September 30, 2024 and financial condition at September 30, 2024. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)

Exhibits

The following exhibits are filed with this Form 8-K:

 

Exhibit
No. 

Description 

99.1

Press release dated November 5, 2024 announcing results of operations and financial condition.

2

EXHIBIT INDEX

 

Exhibit
No. 

Description 

99.1

Press release dated November 5, 2024 announcing results of operations and financial condition.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

3

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.

 

PEOPLES FINANCIAL SERVICES CORP.

By:

/s/ Craig W. Best

Craig W. Best

Chief Executive Officer

(Principal Executive Officer)

By:

/s/ John R. Anderson

John R. Anderson III

Executive Vice President and Chief Financial Officer

(Principal Financial Officer and Principal Accounting Officer)

Date: November 5, 2024

4

EX-99.1 2 pfis-20241105xex99d1.htm EX-99.1

Exhibit 99.1

NEWS RELEASE

TO BUSINESS EDITOR:

PEOPLES FINANCIAL SERVICES CORP.

Reports Unaudited Third Quarter and Year to Date 2024 Earnings

Scranton, PA, November 5, 2024/PRNEWSWIRE/ – Peoples Financial Services Corp. (“Peoples” or the “Company”) (NASDAQ: PFIS), the bank holding company for Peoples Security Bank and Trust Company, today reported unaudited financial results at and for the three and nine months ended September 30, 2024.

Peoples reported a net loss of $4.3 million, or $0.43 per diluted share for the three months ended September 30, 2024, compared to net income of $6.7 million, or $0.95 per diluted share for the comparable period of 2023. Quarterly net income decreased primarily due to the non-recurring charges related to the July 1, 2024 merger of FNCB Bancorp, Inc. into Peoples and the merger of FNCB Bank into Peoples Security Bank and Trust Company (collectively referred to as the “FNCB merger”). Net interest income increased $18.0 million to $39.2 million and the tax-equivalent net interest margin (“NIM”) increased 97 basis points to 3.26% due to the combined higher level of earning assets and the $3.7 million net accretion impact of purchase accounting marks on loans, deposits, and borrowings acquired and assumed in the FNCB merger which added 30 basis points of tax-equivalent NIM1, a non-GAAP measure. Non-recurring charges, including a $14.3 million provision for credit losses on non-purchase credit deteriorated ("non-PCD") loans acquired in the FNCB merger and acquisition related expenses of $9.6 million, more than offset the higher level of net interest income.

Core net income and core earnings per share1, non-GAAP measures, exclude non-recurring transactions of $24.0 million and $0.9 million incurred during the three months ended September 30, 2024 and 2023 and totaled $16.5 million or $1.64 per diluted share for the three months ended September 30, 2024 compared to $7.5 million, or $1.05 per diluted share for the comparable period of 2023.

Core pre-provision net revenue (PPNR) and core PPNR per share1, non-GAAP measures, which exclude acquisition related expenses, the provision for credit losses and the provision for credit losses on unfunded commitments from income before taxes, for the three months ended September 30, 2024 was $18.3 million or $1.83 per diluted share. The core PPNR and core PPNR diluted earnings per share for the corresponding prior year period was $8.8 million or $1.23 per diluted share.

For the nine months ended September 30, 2024, net income was $2.4 million, or $0.30 per diluted share, compared to $23.8 million, or $3.31 per diluted share for the comparable period of 2023. Net income for the current period decreased $21.4 million when compared to the nine months ended September 30, 2023 due to $25.5 million of non-recurring charges, including $11.2 million of acquisition expenses and a $14.3 million provision for credit losses on non-PCD loans, which were partially offset by higher interest income due to increased levels of earning assets.

Core net income and core earnings per share1, non-GAAP measures, totaled $25.6 million or $3.17 per diluted share for the nine months ended September 30, 2024 compared to $24.5 million, or $3.42 per share for the comparable period of 2023.

Core pre-provision net revenue (PPNR) and core PPNR per share1, non-GAAP measures, for the nine months ended September 30, 2024 were $29.1 million or $3.60 per diluted share. The core PPNR and core PPNR diluted earnings per share for the corresponding prior year period was $28.0 million or $3.90 per diluted share.

1 See reconciliation of non-GAAP financial measures on pg.19-21.

1


Merger with FNCB

Peoples acquired FNCB and its wholly-owned subsidiary FNCB Bank by merger on July 1 2024. The merger and acquisition method of accounting was used to account for the transaction with Peoples as the acquirer. The Company recorded the assets and liabilities of FNCB at their respective fair values as of July 1, 2024. The transaction was valued at approximately $133.7 million. Primary reasons for the merger included: expansion of the branch network and commanding market share positions in northeastern Pennsylvania; attractive low-cost funding base; strong cultural alignment and a deep commitment to shareholders, customers, employees, and communities served by Peoples and FNCB, meaningful value creation to shareholders; and increased trading liquidity for both companies and increased dividends for Peoples shareholders.

At the time of the merger, FNCB contributed, after fair value purchase accounting adjustments, approximately $1.8 billion in assets, $421.9 million in investments, $1.2 billion in loans, $1.4 billion in deposits, $226.3 million in FHLB advances and other borrowings, and $8.0 million in subordinated debt and trust preferred debentures. The excess of the merger consideration over the fair value of the net FNCB assets acquired and liabilities assumed resulted in $13.6 million of goodwill. The FNCB merger also resulted in a core deposit intangible valued at $36.6 million or 5.1% of core deposits.

Subsequent to the FNCB merger, through September 30, 2024, the Company sold $271.2 million par value of the available for sale securities portfolio acquired for net proceeds of $241.2 million and used $189.0 million of the proceeds to repay short-term overnight FHLB advances.

The Company incurred non-recurring expenses of $24.0 million and $25.5 million for the three and nine months ended September 30, 2024, respectively, related to merger and acquisition costs, and an increased allowance for credit losses related to the acquisition of non-PCD loans acquired in the FNCB merger.

The Company’s financial results for any periods ended prior to July 1, 2024 reflect Peoples results only on a standalone basis. As a result of this factor and the below listed adjustments related to the FNCB merger, the Company’s financial results for the third quarter of 2024 may not be directly comparable to prior reported periods. The following schedule highlights specific merger related activity for the three and nine months ended September 30, 2024:

Schedule of Merger & Acquisition Cost and Non-Recurring Merger Related Activity (Unaudited)

Quarter Ended

Nine Months Ended

(dollars in thousands)

    

September 30, 2024

    

September 30, 2024

M&A costs and merger related expenses

$

9,653

$

11,210

ACL provision for FNCB acquired legacy loans

14,328

14,328

Total net M&A costs and non-recurring transaction costs

$

23,981

$

25,538

2


NOTABLES IN THE QUARTER

Allowance for credit losses to loans, net increased to 0.97% at September 30, 2024 from 0.81% and 0.80% at June 30, 2024 and September 30, 2023, respectively.
Return on average equity for the three months ended September 30, 2024 was negative 3.58% compared to 8.05% for the three months ended September 30, 2023; excluding the non-recurring charges, core return on average equity1, a non-GAAP measure, was 13.61% for the three months ended September 30, 2024 compared to 8.91% for the three months ended September 30, 2023.
Return on average assets for the three months ended September 30, 2024 was negative 0.33% compared to 0.72% for the three months ended September 30, 2023; excluding the non-recurring charges, core return on average assets1, a non-GAAP measure, was 1.24% for the three months ended September 30, 2024 compared to 0.79% for the three months ended September 30, 2023.
Tangible book value per common share1, a non-GAAP measure, decreased to $36.24 per share at September 30, 2024 compared to $39.31 per share at June 30, 2024; this decrease was primarily due to the impact of loan marks associated with the FNCB merger and the net loss incurred for the third quarter of 2024.
At September 30, 2024, the Company had $285.5 million in cash and cash equivalents, an increase of $98.1 million from December 31, 2023. Additional contingent sources of available liquidity total $2.2 billion and include lines of credit at the Federal Reserve Bank and Federal Home Loan Bank of Pittsburgh (FHLB), brokered deposit capacity and unencumbered securities that may be pledged as collateral. The Company’s cash and cash equivalents balance and available liquidity represent 47.2% of total assets and 54.5% of total deposits.
At September 30, 2024, estimated total insured deposits were approximately $3.1 billion, or 66.2% of total deposits. Included in the uninsured total at September 30, 2024 is $372.5 million of municipal deposits collateralized by letters of credit issued by the FHLB and pledged investment securities, and $1.7 million of affiliate company deposits. Total insured and collateralized deposits represent 74.3% of total deposits at September 30, 2024.

  INCOME STATEMENT REVIEW

NIM, calculated on a fully taxable equivalent basis, a non-GAAP measure1, for the three months ended September 30, 2024 was 3.26%, an increase of 97 basis points compared to 2.29% for the prior quarter and an increase of 82 basis points when compared to 2.44% for the corresponding three month period in 2023. The increase in tax-equivalent NIM from the year ago period was primarily from a higher volume of earning assets and the net accretion impact of purchase accounting marks on loans, deposits and borrowings acquired and assumed in the FNCB merger, which totaled $3.7 million of net interest income, and represented 30 basis points of tax-equivalent NIM.
The tax-equivalent yield on interest-earning assets, a non-GAAP measure1 , increased 105 basis points to 5.63% during the three months ended September 30, 2024 from 4.58% during the three months ended June 30, 2024, and increased 123 basis points when compared to 4.40% for the three months ended September 30, 2023.
The cost of funds, which represents the average rate paid on total interest-bearing liabilities, decreased 12 basis points to 2.89% for the three months ended September 30, 2024 when compared to 3.01% during the three months ended June 30, 2024 and increased 28 basis points compared to 2.61% in the prior year period.
The cost of interest-bearing deposits decreased 16 basis points during the three months ended September 30, 2024 to 2.76% from 2.92% in the three months ended June 30, 2024, and increased 23 basis points compared to 2.53% for the three months ended September 30, 2023.
The cost of total deposits for the three months ended September 30, 2024 was 2.33%, a decrease of 1 basis point from 2.34% for the three months ended June 30, 2024, an increase of 33 basis points compared to 2.00% for the three months ended September 30, 2023.

1See reconciliation of non-GAAP financial measures on pg.19-21.

3


Third Quarter 2024 Results – Comparison to Prior-Year Quarter

Tax-equivalent net interest income, a non-GAAP measure1, for the three months ended September 30, increased $18.2 million or 83.7% to $40.0 million in 2024 from $21.8 million in 2023. The increase in tax-equivalent net interest income was due to a $29.8 million increase in tax-equivalent interest income that was offset by a $11.6 million increase in interest expense.

Higher interest income was the result of increases in the volume of earning assets due to the FNCB merger and net accretion from purchase accounting loan marks which totaled $4.7 million. Average loans, net, increased $1.2 billion when comparing the three months ended September 30, 2024 to the corresponding three month period in 2023. Average investments totaled $700.6 million in the three months ended September 30, 2024 and $542.5 million in the three months ended September 30, 2023. Average federal funds sold decreased $42.4 million to $92.2 million for the three months ended September 30, 2024.

The increase in interest expense in the three months ended September 30, 2024 was $11.6 million due primarily to higher rates paid on consumer, business and municipal deposits coupled with the increased balances contributed by the FNCB merger. The increase in interest expense included $1.0 million in amortization of purchase accounting marks on deposits and borrowings acquired and assumed in the FNCB merger. The Company's total cost of deposits increased 33 basis points to 2.33% during the three months ended September 30, 2024 compared to the year ago period and the cost of interest-bearing deposits increased 23 basis points to 2.76% from 2.53% in the corresponding period of the prior year. Short-term borrowings averaged $43.9 million in the current period at an average cost of 5.53% compared to $21.8 million in short-term borrowings at an average cost of 5.31% in the corresponding period of the prior year.

Average interest-bearing liabilities increased $1.3 billion for the three months ended September 30, 2024, compared to the corresponding period last year primarily due to the FNCB merger. Average noninterest-bearing deposits increased $25.5 million or 3.7% from the corresponding period of the prior year, due in part to a shift to interest-bearing accounts, and represented 15.8% of total average deposits in the three months ended September 30 2024 as compared to 21.0% in the corresponding period of the prior year.

For the three months ended September 30, 2024, $14.5 million was recorded to the provision for credit losses compared to a credit of $0.2 million in the year ago period.  The current period provision included a non-recurring provision of $14.3 million for non-PCD loans acquired in the FNCB merger. Excluding the impact of the FNCB merger, the provision for credit losses for the three months ended September 30, 2024 was $0.2 million.

Noninterest income for the three months ended September 30, 2024 and 2023 was $5.7 million and $3.7 million, respectively. The increase was primarily due to the FNCB merger and consisted of higher levels of service charges, fees, commissions and other income, wealth management fees and increased cash surrender value of life insurance. These increases were partially offset by lower interest rate swap revenue due to reduced origination volume.

Noninterest expense increased $18.4 million to $35.5 million for the three months ended September 30, 2024, from $17.1 million for the three months ended September 30, 2023. Acquisition related expenses, including legal and consulting, core system de-conversion fees and advisory fees, totaled $9.7 million. Salaries and employee benefits were $4.4 million higher due to the addition of 195 full time equivalent employees. Occupancy and equipment expenses increased $2.2 million in the current period due to higher information technology (IT) expense and higher facilities costs from inflationary price pressure and the additional branches from the FNCB merger.

The income tax benefit was $0.7 million or 13.2% of pre-tax loss for the three months ended September 30, 2024 compared to income tax expense of $1.3 million or 16.5% of pre-tax income for the three months ended September 30, 2023, a change of $2.0 million due to lower taxable income.

1 See reconciliation of non-GAAP financial measures on pg.19-21.

4


Nine-Month Results – Comparison to Prior Year First Nine months

The tax-equivalent NIM, a non-GAAP measure1, for the nine months ended September 30, 2024 was 2.69%, an increase of 7 basis points over the prior year’s period of 2.62%. Tax-equivalent net interest income, a non-GAAP measure1 for the nine months ended September 30, increased $11.2 million, or 16.5%, to $79.1 million in 2024 from $67.9 million in 2023. The increase in tax-equivalent net interest income was primarily the result of higher loan interest income due to increased volume and rates on new loans acquired through the FNCB merger and an additional $4.7 million from accretion of purchase accounting marks on loans. Average investments increased $22.2 million compared to September 30, 2023, as the Company engaged in investment sales subsequent to the FNCB merger to repay short-term borrowings. The tax-equivalent yield on earning assets was 5.01% for the first nine months of 2024 compared to 4.29% for the nine months ended September 30, 2023. The cost of interest bearing liabilities during the nine month period ended September 30, 2024 increased 68 basis points to 2.94% from 2.26% for the nine months ended September 30, 2023 as the cost of interest-bearing deposit products and short-term borrowing costs increased. The net impact of the purchase accounting accretion and amortization of the loan, deposit and borrowing marks acquired and assumed in the FNCB merger was $3.7 million and contributed 13 basis points to the NIM.

For the nine months ended September 30, 2024, a provision for credit losses of $15.8 million was recorded and included a $14.3 million day-one provision for non-PCD loans acquired in the FNCB merger. The balance includes adjustments through September 30, 2024 for individually evaluated and pooled loans.

Noninterest income was $12.7 million for the nine months ended September 30, 2024 and $10.9 million for the comparable period ended September 30, 2023.  During the period, service charges and fees increased $1.5 million , wealth management income increased $0.3 million, bank owned life insurance cash surrender value increased $0.3 million and gains on equity securities increased $0.2 million while interest rate swap revenue decreased $0.5 million on lower loan origination volume and market value adjustments.

Noninterest expense for the nine months ended September 30, 2024, was $71.7 million, an increase of $21.5 million from $50.2 million for the nine months ended September 30, 2023. The increase was due primarily to higher acquisition related expenses, and higher expenses due to additional full time equivalent employees and facilities due to the FNCB merger. Salaries and employee benefits expenses increased $4.1 million compared to the year ago period due to the addition of 195 full time equivalent employees from the FNCB merger. Occupancy and equipment expenses were higher by $3.1 million in the current period due to increased technology costs related to system integration and increased account and transaction volumes, and higher facilities costs. Acquisition related expenses totaled $11.2 million compared to $1.0 million a year ago. The provision for income taxes for the nine months ended September 30, 2024 decreased $4.3 million and the effective tax rate was 9.1% as compared to 16.0% in the prior period.

BALANCE SHEET REVIEW

At September 30, 2024, total assets, loans and deposits were $5.4 billion, $4.1 billion and $4.6 billion, respectively.

Loan growth for the nine months ended September 30, 2024 was $1.2 billion or 42.8%, due primarily to the $1.2 billion in loans acquired in the FNCB merger. Commercial loans made up the majority of the growth with residential real estate loans also increasing.

Total investments were $647.1 million at September 30, 2024, compared to $483.9 million at December 31, 2023. At September 30, 2024, the available for sale securities totaled $563.3 million and the held to maturity securities totaled $79.9 million. The unrealized loss on the available for sale securities decreased $12.7 million from $51.5 million at December 31, 2023 to $38.8 million at September 30, 2024. The unrealized losses on the held to maturity portfolio totaled $10.8 million and $13.2 million at September 30, 2024 and December 31, 2023, respectively.

Total deposits increased $1.4 billion during the nine months ended September 30, 2024 due primarily to the $1.4 billion in deposits acquired in the FNCB merger. Noninterest-bearing deposits increased $72.9 million and interest-bearing deposits increased $1.3 billion during the nine months ended September 30, 2024. The Company had $391.6 million and $261.0 million of longer-term callable brokered CDs at September 30, 2024 and December 31, 2023, respectively. Of the balance at September 30, 2024, the Company has the option to call $248.9 million of the brokered CDs at any time.

1 See reconciliation of non-GAAP financial measures on pg.19-21.

5


Subsequent to quarter-end the Company called $100.7 million of its higher cost brokered CDs in order to reduce its cost of funds.

The Company’s deposit base consisted of 38.6% retail accounts, 33.3% commercial accounts, 19.7% municipal relationships and 8.4% brokered deposits at September 30, 2024. At September 30, 2024, total estimated uninsured deposits, were $1.6 billion, or approximately 33.8% of total deposits. Included in the uninsured total at September 30, 2024 is $372.5 million of municipal deposits collateralized by letters of credit issued by the FHLB and pledged investment securities, and $1.7 million of affiliate company deposits. We also offer customers access to IntraFi's CDARS and ICS programs through which their deposits may be allocated to separate FDIC-insured institutions, while they are able to maintain their relationship with the bank.

In addition to deposit gathering and current long-term debt, we have additional sources of liquidity available such as cash and cash equivalents, overnight borrowings from the FHLB, the Federal Reserve’s Discount Window and Borrower-in-Custody program, correspondent bank lines of credit, brokered deposit capacity and unencumbered securities. At September 30, 2024, the Company had $97.1 million in cash and cash equivalents, an increase of $63.6 million from December 31, 2023. At September 30, 2024, we had $2.2 billion in available additional liquidity representing 41.8% of total assets, 48.4% of total deposits and 143.1% of uninsured deposits. For additional information on the deposit portfolio and additional sources of liquidity, see the tables on page 17.

The Company maintained its well capitalized position at September 30, 2024. Stockholders' equity equaled $475.1 million or $47.53 per share at September 30, 2024, and $340.4 million or $48.35 per share at December 31, 2023. The increase in stockholders’ equity from December 31, 2023 is primarily attributable to the FNCB merger, net income less dividends to shareholders, partially offset by a $9.8 million decrease to accumulated other comprehensive loss (“AOCL”) resulting from a reduction in the unrealized loss on available for sale securities. The net after tax unrealized loss on available for sale securities included in AOCL at September 30, 2024 and December 31, 2023 was $28.6 million and $40.3 million, respectively.

Tangible book value1, a non-GAAP measure, decreased to $36.24 per share at September 30, 2024, from $39.35 per share at December 31, 2023. Dividends declared for the nine months ended September 30, 2024 amounted to $1.4375 per share.

ASSET QUALITY REVIEW

Nonperforming assets were $21.5 million or 0.53% of loans, net and foreclosed assets at September 30, 2024, compared to $4.9 million or 0.17% of loans, net and foreclosed assets at December 31, 2023. Nonperforming assets at September 30, 2024 included $7.6 million of loans acquired in the FNCB merger. As a percentage of total assets, nonperforming assets totaled 0.41% at September 30, 2024 compared to 0.13% at December 31, 2023. At September 30, 2024, the Company had one foreclosed property recorded at $27 thousand.

During the nine months ended September 30, 2024, net charge-offs were $158 thousand and the provision for credit losses totaled $15.8 million. The provision for credit losses included a $14.3 million FNCB merger related adjustment for non-PCD loans. The allowance for credit losses equaled $39.3 million or 0.97% of loans, net, at September 30, 2024 compared to $21.9 million or 0.77% of loans, net, at December 31, 2023.  Loans charged-off, net of recoveries, for the three months ended September 30, 2024 were $82 thousand, compared to $42 thousand for the comparable period last year.

1See reconciliation of non-GAAP financial measures on pg.19-21.

6


About Peoples:

Peoples Financial Services Corp. is the parent company of Peoples Security Bank and Trust Company, a community bank serving Allegheny, Bucks, Lackawanna, Lebanon, Lehigh, Luzerne, Monroe, Montgomery, Northampton, Susquehanna, Wayne and Wyoming Counties in Pennsylvania, Middlesex County in New Jersey and Broome County in New York through 39 offices. Each office, interdependent with the community, offers a comprehensive array of financial products and services to individuals, businesses, not-for-profit organizations and government entities. Peoples’ business philosophy includes offering direct access to senior management and other officers and providing friendly, informed and courteous service, local and timely decision making, flexible and reasonable operating procedures and consistently applied credit policies.

In addition to evaluating its results of operations in accordance with U.S. generally accepted accounting principles (“GAAP”), Peoples routinely supplements its evaluation with an analysis of certain non-GAAP financial measures, such as tangible stockholders’ equity, core net income and pre-provision revenue ratios, among others. The reported results included in this release contain items, which Peoples considers non-core, namely acquisition related expenses and gain or loss on the sale of securities available for sale. Peoples believes the reported non-GAAP financial measures provide information useful to investors in understanding its operating performance and trends. Where non-GAAP disclosures are used in this press release, a reconciliation to the comparable GAAP measure is provided in the accompanying tables. The non-GAAP financial measures Peoples uses may differ from the non-GAAP financial measures of other financial institutions.

SOURCE: Peoples Financial Services Corp.

/Contact: 

MEDIA/INVESTORS, Marie L. Luciani, Investor Relations Officer, 570.346.7741 or marie.luciani@psbt.com

Co:

Peoples Financial Services Corp.

St:

Pennsylvania

In:

Fin

7


Safe Harbor Forward-Looking Statements:

We make statements in this press release, and we may from time to time make other statements regarding our outlook or expectations for future financial or operating results and/or other matters regarding or affecting Peoples Financial Services Corp. and its subsidiaries (collectively, “Peoples”) and other statements that are not historical facts that are considered “forward-looking statements” as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements may be identified by the use of such words as “believe,” “expect,” “anticipate,” “should,” “planned,” “estimated,” “intend” and “potential.” For these statements, Peoples claims the protection of the statutory safe harbors for forward-looking statements.

Peoples cautions you that undue reliance should not be placed on forward-looking statements and that a number of important factors could cause actual results to differ materially from those currently anticipated in any forward-looking statement. Such factors include, but are not limited to: macroeconomic trends, including interest rates and inflation; the effects of any recession in the United States; the impact on financial markets from geopolitical conflicts such as the military conflict between Russia and Ukraine and the conflict in Israel; the possibility that Peoples may be unable to achieve the expected synergies and operating efficiencies of the FNCB merger within the expected timeframes or at all; the possibility that Peoples may be unable to successfully integrate operations of FNCB or that the integration may be more difficult, time consuming or costly than expected; the FNCB merger may divert management’s attention from ongoing business operations and opportunities; effects of the FNCB merger on our ability to retain customers and retain and hire key personnel and maintain relationships with our vendors, and on our operating results and business generally; the dilution caused by Peoples’ issuance of additional shares of its capital stock in connection with the FNCB merger; the outcome of any legal proceedings that may be threatened or instituted against Peoples; changes in interest rates; economic conditions, particularly in our market area; legislative and regulatory changes and the ability to comply with the significant laws and regulations governing the banking and financial services business; monetary and fiscal policies of the U.S. government, including policies of the U.S. Department of Treasury and the Federal Reserve System; adverse developments in the financial industry generally, responsive measures to mitigate and manage such developments, related supervisory and regulatory actions and costs, and related impacts on customer and client behavior; credit risk associated with lending activities and changes in the quality and composition of our loan and investment portfolios; demand for loan and other products; deposit flows; competition; changes in the values of real estate and other collateral securing the loan portfolio, particularly in our market area; changes in relevant accounting principles and guidelines; inability of third party service providers to perform; our ability to prevent, detect and respond to cyberattacks; and other factors that may be described in our Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q as filed with the Securities and Exchange Commission from time to time.

In addition to these risks, acquisitions and business combinations present risks other than those presented by the nature of the business acquired. Acquisitions and business combinations and, specifically, the FNCB merger may be substantially more expensive to complete than originally anticipated, and the anticipated benefits may be significantly harder - or take longer - to achieve than expected, if they are achieved at all. As a regulated financial institution, our pursuit of attractive acquisition and business combination opportunities could be negatively impacted by regulatory delays or other regulatory issues. Regulatory and/or legal issues related to the pre-acquisition operations of an acquired or combined business may cause reputational harm to Peoples following the acquisition or combination, and integration of the acquired or combined business with ours may result in additional future costs arising as a result of those issues.

The forward-looking statements are made as of the date of this release, and, except as may be required by

applicable law or regulation, Peoples assumes no obligation to update the forward-looking statements or to update the reasons why actual results could differ from those projected in the forward-looking statements.

[TABULAR MATERIAL FOLLOWS]

8


Summary Data

Peoples Financial Services Corp.

Five Quarter Trend (Unaudited)

(In thousands, except share and per share data)

  

Sept 30

  

June 30

  

Mar 31

  

Dec 31

  

Sept 30

 

2024

2024

2024

2023

2023

 

Key performance data:

Share and per share amounts:

Net (loss) income

$

(0.43)

$

0.46

$

0.49

$

0.51

$

0.95

Core net income (1)

$

1.64

$

0.59

$

0.55

$

0.61

$

1.05

Core net income (PPNR) (1)

$

1.83

$

0.73

$

0.79

$

0.95

$

1.23

Cash dividends declared

$

0.62

$

0.41

$

0.41

$

0.41

$

0.41

Book value

$

47.53

$

48.29

$

48.18

$

48.35

$

46.07

Tangible book value (1)

$

36.24

$

39.31

$

39.20

$

39.35

$

37.07

Market value:

High

$

50.49

$

46.25

$

48.84

$

49.99

$

48.19

Low

$

41.44

$

36.26

$

38.09

$

38.58

$

40.04

Closing

$

46.88

$

45.54

$

43.11

$

48.70

$

40.10

Market capitalization

$

468,549

$

321,388

$

304,238

$

342,889

$

282,338

Common shares outstanding

 

9,994,648

 

7,057,258

 

7,057,258

 

7,040,852

 

7,040,852

Selected ratios:

Return on average stockholders’ equity

 

(3.58)

%  

 

3.87

%  

 

4.09

%  

 

4.40

%  

 

8.05

%  

Core return on average stockholders’ equity (1)

 

13.61

%  

 

5.00

%  

 

4.59

%  

 

5.26

%  

 

8.91

%  

Return on average tangible stockholders’ equity

 

(4.67)

%  

 

4.76

%  

 

5.02

%  

 

5.46

%  

 

9.95

%  

Core return on average tangible stockholders’ equity (1)

 

17.77

%  

 

6.14

%  

 

5.64

%  

 

6.53

%  

 

11.01

%  

Return on average assets

 

(0.33)

%  

 

0.37

%  

 

0.38

%

 

0.38

%

 

0.72

%  

Core return on average assets (1)

 

1.24

%  

 

0.47

%  

 

0.43

%  

 

0.46

%  

 

0.79

%  

Stockholders’ equity to total assets

 

8.86

%  

 

9.42

%  

 

9.27

%  

 

9.10

%  

 

8.48

%  

Efficiency ratio (1)(2)

 

53.14

%  

 

74.49

%  

 

75.77

%  

 

69.94

%  

 

63.50

%  

Nonperforming assets to loans, net, and foreclosed assets

 

0.53

%  

 

0.25

%  

 

0.27

%  

 

0.17

%  

 

0.13

%  

Nonperforming assets to total assets

0.41

%

0.20

%

0.21

%

0.13

%

0.10

%  

Net charge-offs to average loans, net

 

0.01

%  

 

0.01

%  

 

0.00

%  

 

0.39

%  

 

0.01

%  

Allowance for credit losses to loans, net

 

0.97

%  

 

0.81

%  

 

0.79

%  

 

0.77

%  

 

0.80

%  

Interest-bearing assets yield (FTE) (3)

 

5.63

%  

 

4.58

%  

 

4.56

%  

 

4.49

%  

 

4.40

%  

Cost of funds

 

2.89

%  

 

3.01

%  

 

2.96

%  

 

2.86

%  

 

2.61

%  

Net interest spread (FTE) (3)

 

2.74

%  

 

1.57

%  

 

1.60

%  

 

1.63

%  

 

1.79

%  

Net interest margin (FTE) (3)

 

3.26

%  

 

2.29

%  

 

2.29

%  

 

2.30

%  

 

2.44

%  

(1) See Reconciliation of Non-GAAP financial measures on pages 19-21.
(2) Total noninterest expense less amortization of intangible assets and acquisition related expenses, divided by tax-equivalent net interest income and noninterest income less net gains (losses) on investment securities available for sale.
(3) Tax-equivalent adjustments were calculated using the federal statutory tax rate prevailing during the indicated periods of 21%.

9


Peoples Financial Services Corp.

Consolidated Statements of Income (Unaudited)

(In thousands, except per share data)

    

Sept 30

    

Sept 30

Nine months ended

2024

2023

Interest income:

Interest and fees on loans:

Taxable

$

127,859

$

95,283

Tax-exempt

 

5,116

 

4,205

Interest and dividends on investment securities:

Taxable

 

8,561

 

5,973

Tax-exempt

 

1,153

 

1,210

Dividends

 

59

 

4

Interest on interest-bearing deposits in other banks

 

632

 

190

Interest on federal funds sold

 

2,277

 

2,914

Total interest income

 

145,657

 

109,779

Interest expense:

Interest on deposits

 

63,216

 

39,805

Interest on short-term borrowings

 

1,444

 

1,590

Interest on long-term debt

 

1,929

 

569

Interest on subordinated debt

1,330

1,330

Interest on junior subordinated debt

260

Total interest expense

 

68,179

 

43,294

Net interest income

 

77,478

 

66,485

Provision for (credit to) credit losses

 

15,762

 

(1,103)

Net interest income after provision for (credit to) credit losses

 

61,716

 

67,588

Noninterest income:

Service charges, fees, commissions and other

 

7,304

 

5,847

Merchant services income

 

598

 

542

Commissions and fees on fiduciary activities

 

1,717

 

1,691

Wealth management income

 

1,486

 

1,177

Mortgage banking income

 

263

 

295

Increase in cash surrender value of life insurance

 

1,116

 

790

Interest rate swap revenue

25

512

Net gains (losses) on equity investment securities

 

155

 

(17)

Net gains on sale of investment securities available for sale

1

81

Total noninterest income

 

12,665

 

10,918

Noninterest expense:

Salaries and employee benefits expense

 

30,459

 

26,346

Net occupancy and equipment expense

 

15,745

 

12,678

Acquisition related expenses

11,210

 

990

Amortization of intangible assets

 

1,665

 

86

Net gains on sale of other real estate owned

(18)

Other expenses

 

12,649

 

10,140

Total noninterest expense

 

71,728

 

50,222

Income before income taxes

 

2,653

 

28,284

Provision for income tax expense

 

242

 

4,534

Net income

$

2,411

$

23,750

Other comprehensive income (loss) :

Unrealized gains (losses) on investment securities available for sale

$

12,744

$

(4,690)

Reclassification adjustment for gains on available for sale securities included in net income

 

(1)

 

(81)

Change in derivative fair value

(185)

826

Income tax expense (benefit) related to other comprehensive income (loss)

 

2,748

 

(851)

Other comprehensive income (loss), net of income tax expense (benefit)

 

9,810

 

(3,094)

Comprehensive income

$

12,221

$

20,656

Share and per share amounts:

Net income - basic

$

0.30

$

3.33

Net income - diluted

0.30

3.31

Cash dividends declared

1.44

1.23

Average common shares outstanding - basic

 

8,039,734

 

7,130,506

Average common shares outstanding - diluted

8,094,036

7,165,570

10


Peoples Financial Services Corp.

Consolidated Statements of Income (Unaudited)

(In thousands, except per share data)

    

Sept 30

    

June 30

    

Mar 31

    

Dec 31

    

Sept 30

Three months ended

2024

2024

2024

2023

2023

Interest income:

Interest and fees on loans:

Taxable

$

59,412

$

34,406

$

34,041

$

33,730

$

33,095

Tax-exempt

 

2,299

 

1,399

 

1,418

 

1,423

 

1,411

Interest and dividends on investment securities:

Taxable

 

4,739

 

1,904

 

1,918

 

1,939

 

1,920

Tax-exempt

 

411

 

371

 

371

 

372

 

375

Dividends

 

55

 

2

 

2

 

 

Interest on interest-bearing deposits in other banks

 

397

 

115

 

120

 

145

 

91

Interest on federal funds sold

 

971

 

179

 

1,127

 

2,463

 

1,873

Total interest income

 

68,284

38,376

38,997

 

40,072

 

38,765

Interest expense:

Interest on deposits

 

26,398

 

18,114

 

18,704

 

18,756

 

16,481

Interest on short-term borrowings

 

550

 

633

 

262

 

330

 

291

Interest on long-term debt

 

1,389

 

269

 

270

 

273

 

273

Interest on subordinated debt

443

444

443

444

443

Interest on junior subordinated debt

260

Total interest expense

 

29,040

 

19,460

 

19,679

 

19,803

 

17,488

Net interest income

 

39,244

 

18,916

 

19,318

 

20,269

 

21,277

Provision for (credit to) credit losses

 

14,458

 

596

 

708

 

1,669

 

(166)

Net interest income after provision for (credit to) credit losses

 

24,786

18,320

18,610

 

18,600

 

21,443

Noninterest income:

Service charges, fees, commissions and other

 

3,384

 

1,885

 

2,036

 

1,881

 

1,900

Merchant services income

 

223

 

260

 

115

 

151

 

170

Commissions and fees on fiduciary activities

 

649

 

517

 

551

 

528

 

606

Wealth management income

 

708

 

416

 

361

 

399

 

393

Mortgage banking income

 

84

 

87

 

92

 

95

 

87

Increase in cash surrender value of life insurance

 

551

 

286

 

279

 

277

 

270

Interest rate swap revenue

(53)

102

(24)

(122)

266

Net gains (losses) on investment equity securities

175

(12)

(8)

6

Net gains on sale of investment securities available for sale

1

Total noninterest income

 

5,722

3,541

3,402

 

3,215

 

3,692

Noninterest expense:

Salaries and employee benefits expense

 

13,170

 

8,450

 

8,839

 

8,939

 

8,784

Net occupancy and equipment expense

 

6,436

 

4,576

 

4,725

 

4,468

 

4,298

Acquisition related expenses

9,653

1071

486

826

869

Amortization of intangible assets

 

1,665

 

 

 

19

 

29

Net gains on sale of other real estate

(18)

Other expenses

 

4,578

 

4,061

 

4,018

 

3,346

 

3,092

Total noninterest expense

 

35,502

 

18,158

 

18,068

 

17,598

 

17,054

Income before income taxes

 

(4,994)

 

3,703

 

3,944

 

4,217

 

8,081

Income tax (benefit) expense

 

(657)

 

421

 

478

 

587

 

1,335

Net (loss) income

$

(4,337)

$

3,282

$

3,466

$

3,630

$

6,746

Other comprehensive income (loss):

Unrealized gain (loss) on investment securities available for sale

$

15,167

$

18

$

(2,441)

$

19,494

$

(10,378)

Reclassification adjustment for gains on available for sale securities included in net income

(1)

Change in benefit plan liabilities

1,129

Change in derivative fair value

(1,424)

160

1,079

(1,650)

747

Income tax expense (benefit) related to other comprehensive income (loss)

 

3,008

 

38

 

(298)

 

3,894

 

(2,074)

Other comprehensive income (loss), net of income tax expense (benefit)

 

10,734

 

140

 

(1,064)

 

15,079

 

(7,557)

Comprehensive income (loss)

$

6,397

$

3,422

$

2,402

$

18,709

$

(811)

Share and per share amounts:

Net income - basic

$

(0.43)

$

0.47

$

0.49

$

0.52

$

0.95

Net income - diluted

(0.43)

0.46

0.49

0.51

0.95

Cash dividends declared

0.62

0.41

0.41

0.41

0.41

Average common shares outstanding - basic

 

9,987,627

 

7,057,258

 

7,052,912

 

7,040,852

 

7,088,745

Average common shares outstanding - diluted

 

10,044,449

 

7,114,115

 

7,102,112

 

7,091,015

 

7,120,685

11


Peoples Financial Services Corp.

Net Interest Margin (Unaudited)

(In thousands, fully taxable equivalent basis)

Three Months Ended

September 30, 2024

September 30, 2023

Average

Interest Income/

Yield/

Average

Interest Income/

Yield/

    

Balance  

    

Expense

    

Rate  

    

Balance  

    

Expense

    

Rate  

Assets:

Earning assets:

Loans:

Taxable

$

3,790,138

$

59,412

6.24

%

$

2,627,700

$

33,095

5.00

%

Tax-exempt

278,496

2,910

4.16

226,628

1,786

3.13

Total loans

4,068,634

62,322

6.09

2,854,328

34,881

4.85

Investments:

Taxable

611,032

4,794

3.12

454,727

1,920

1.68

Tax-exempt

89,532

520

2.31

87,731

475

2.15

Total investments

700,564

5,314

3.02

542,458

2,395

1.75

Interest-bearing deposits

10,820

150

5.55

6,893

91

5.24

Federal funds sold

92,171

1,218

5.26

134,583

1,873

5.52

Total earning assets

4,872,189

69,004

5.63

%

3,538,262

39,240

4.40

%

Less: allowance for credit losses

37,535

23,691

Other assets

456,540

215,472

Total assets

$

5,291,194

$

69,004

$

3,730,043

$

39,240

Liabilities and Stockholders’ Equity:

Interest-bearing liabilities:

Money market accounts

$

906,842

$

8,231

3.61

%

$

697,387

$

5,945

3.38

%

Interest-bearing demand and NOW accounts

1,414,228

6,888

1.94

800,978

4,335

2.15

Savings accounts

518,038

3,420

2.63

462,468

272

0.23

Time deposits less than $100

687,511

4,637

2.68

412,705

4,234

4.07

Time deposits $100 or more

275,786

3,222

4.65

208,153

1,695

3.23

Total interest-bearing deposits

3,802,405

26,398

2.76

2,581,691

16,481

2.53

Short-term borrowings

43,895

550

4.98

21,759

291

5.31

Long-term debt

111,804

1,389

4.94

25,000

273

4.33

Subordinated debt

33,000

443

5.34

33,000

443

5.33

Junior subordinated debt

8,000

260

12.93

Total borrowings

196,699

2,642

5.34

79,759

1,007

5.01

Total interest-bearing liabilities

3,999,104

29,040

2.89

2,661,450

17,488

2.61

Noninterest-bearing deposits

713,776

688,301

Other liabilities

96,177

47,788

Stockholders’ equity

482,137

332,504

Total liabilities and stockholders’ equity

$

5,291,194

$

3,730,043

Net interest income/spread

$

39,964

2.74

%

$

21,752

1.79

%

Net interest margin

3.26

%

2.44

%

Tax-equivalent adjustments:

Loans

$

611

$

375

Investments

109

100

Total adjustments

$

720

$

475

The average balances of assets and liabilities, corresponding interest income and expense and resulting average yields or rates paid are summarized as follows. Averages for earning assets include nonaccrual loans. Investment averages include available for sale securities at amortized cost. Income on investment securities and loans is adjusted to a tax-equivalent basis using the prevailing federal statutory tax rate of 21%. 

12


Peoples Financial Services Corp.

Net Interest Margin (Unaudited)

(In thousands, fully taxable equivalent basis)

For the Nine Months Ended

 

September 30, 2024

 

September 30, 2023

 

Average

Interest Income/

Yield/

 

Average

Interest Income/

Yield/

 

    

Balance  

    

Expense

    

Rate  

    

Balance  

    

Expense

    

Rate  

    

Assets:

    

    

    

    

    

Earning assets:

Loans:

Taxable

$

3,022,988

$

127,859

5.65

%  

$

2,596,848

$

95,283

4.91

%  

Tax-exempt

 

242,293

6,476

3.57

225,178

5,323

3.16

Total loans

3,265,281

134,335

5.50

2,822,026

100,606

4.77

Investments:

Taxable

 

501,100

8,620

2.30

474,425

5,977

1.68

Tax-exempt

 

87,612

1,459

2.22

92,111

1,532

2.22

Total investments

588,712

10,079

2.29

566,536

7,509

1.77

Interest-bearing deposits

 

9,541

385

5.39

5,004

190

5.08

Federal funds sold

61,635

2,524

5.47

72,098

2,914

5.40

Total earning assets

 

3,925,169

147,323

5.01

%  

3,465,664

111,219

4.29

%  

Less: allowance for credit losses

 

27,660

24,711

Other assets

 

294,186

211,537

Total assets

$

4,191,695

$

147,323

$

3,652,490

$

111,219

Liabilities and Stockholders’ Equity:

Interest-bearing liabilities:

Money market accounts

$

792,391

$

22,116

3.73

%  

$

694,478

$

15,459

2.98

%  

Interest-bearing demand and NOW accounts

 

977,722

16,125

2.20

768,277

10,661

1.86

Savings accounts

 

450,161

3,975

1.18

485,985

727

0.20

Time deposits less than $100

 

475,194

17,778

5.00

327,810

8,980

3.66

Time deposits $100 or more

 

271,765

3,222

1.58

195,450

3,978

2.72

Total interest-bearing deposits

2,967,233

63,216

2.85

2,472,000

39,805

2.15

Short-term borrowings

 

36,349

1,444

5.31

43,125

1,590

4.93

Long-term debt

 

54,147

1,929

4.76

17,576

569

4.33

Subordinated debt

33,000

1,330

5.38

33,000

1,330

5.39

Junior subordinated debt

2,692

260

12.90

Total borrowings

126,188

4,963

5.25

93,701

3,489

4.98

Total interest-bearing liabilities

 

3,093,421

68,179

2.94

 

2,565,701

43,294

2.26

Noninterest-bearing deposits

 

650,446

 

714,779

Other liabilities

 

59,622

 

42,101

Stockholders’ equity

 

388,206

 

329,909

Total liabilities and stockholders’ equity

$

4,191,695

$

3,652,490

Net interest income/spread

$

79,144

2.07

%  

$

67,925

2.03

%  

Net interest margin

2.69

%  

2.62

%  

Tax-equivalent adjustments:

Loans

$

1,360

$

1,118

Investments

306

322

Total adjustments

$

1,666

$

1,440

13


Peoples Financial Services Corp.

Details of Net Interest Income and Net Interest Margin (Unaudited)

(In thousands, fully taxable equivalent basis)

    

Sept 30

    

June 30

    

Mar 31

    

Dec 31

    

Sept 30

 

Three months ended

2024

2024

2024

2023

2023

 

Net interest income:

Interest income:

Loans, net:

Taxable

$

59,412

$

34,406

$

34,041

$

33,730

$

33,095

Tax-exempt

 

2,910

 

1,771

 

1,795

 

1,801

 

1,786

Total loans, net

 

62,322

36,177

35,836

 

35,531

 

34,881

Investments:

Taxable

 

4,794

 

1,906

 

1,920

 

1,939

 

1,920

Tax-exempt

 

520

 

469

 

470

 

471

 

475

Total investments

 

5,314

 

2,375

 

2,390

 

2,410

 

2,395

Interest on interest-bearing balances in other banks

 

150

 

115

 

120

 

145

 

91

Federal funds sold

 

1,218

 

179

 

1,127

 

2,463

 

1,873

Total interest income

 

69,004

38,846

39,473

 

40,549

 

39,240

Interest expense:

Deposits

 

26,398

 

18,114

 

18,704

 

18,756

 

16,481

Short-term borrowings

 

550

 

633

 

262

 

330

 

291

Long-term debt

 

1,389

 

269

 

270

 

273

 

273

Subordinated debt

443

444

443

444

443

Junior subordinated debt

260

Total interest expense

 

29,040

 

19,460

 

19,679

 

19,803

 

17,488

Net interest income

$

39,964

$

19,386

$

19,794

$

20,746

$

21,752

Loans, net:

Taxable

 

6.24

%  

 

5.25

%  

 

5.20

%  

 

5.08

%  

 

5.00

%

Tax-exempt

 

4.16

%  

 

3.20

%  

 

3.20

%  

 

3.14

%  

 

3.13

%

Total loans, net

 

6.09

%  

 

5.09

%  

 

5.04

%  

 

4.93

%  

 

4.85

%

Investments:

Taxable

 

3.12

%  

 

1.73

%  

 

1.73

%  

 

1.71

%  

 

1.68

%

Tax-exempt

 

2.31

%  

 

2.19

%  

 

2.18

%  

 

2.14

%  

 

2.15

%

Total investments

 

3.02

%  

 

1.80

%  

 

1.80

%  

 

1.78

%  

 

1.75

%

Interest-bearing balances with banks

 

5.55

%  

 

5.28

%  

 

5.35

%  

 

5.51

%  

 

5.24

%

Federal funds sold

 

5.26

%  

 

5.68

%  

 

5.60

%  

 

5.52

%  

 

5.52

%

Total interest-earning assets

 

5.63

%  

 

4.58

%  

 

4.56

%  

 

4.49

%  

 

4.40

%

Interest expense:

Deposits

 

2.76

%  

 

2.92

%  

 

2.90

%  

 

2.80

%  

 

2.53

%

Short-term borrowings

 

4.98

%  

 

5.61

%  

 

5.35

%  

 

5.43

%  

 

5.31

%

Long-term debt

 

4.94

%  

 

4.33

%  

 

4.34

%  

 

4.33

%  

 

4.33

%

Subordinated debt

5.34

%  

5.41

%  

5.40

%  

5.34

%  

5.33

%

Junior subordinated debt

12.93

%

Total interest-bearing liabilities

 

2.89

%  

 

3.01

%  

 

2.96

%  

 

2.86

%  

 

2.61

%

Net interest spread

 

2.74

%  

 

1.57

%  

 

1.60

%  

 

1.63

%  

 

1.79

%

Net interest margin

 

3.26

%  

 

2.29

%  

 

2.29

%  

 

2.30

%  

 

2.44

%

14


Peoples Financial Services Corp.

Consolidated Balance Sheets (Unaudited)

(In thousands)

    

Sept 30

    

June 30

    

Mar 31

    

Dec 31

    

Sept 30

 

At period end

2024

2024

2024

2023

2023

 

Assets:

Cash and due from banks

$

97,090

$

41,234

$

32,009

$

33,524

$

39,285

Interest-bearing balances in other banks

 

10,286

 

8,722

 

8,259

 

9,141

 

9,550

Federal funds sold

178,093

69,700

144,700

205,700

Investment securities:

Available for sale

 

562,486

 

385,240

 

394,413

 

398,927

 

382,227

Equity investments carried at fair value

 

3,921

 

78

 

91

 

98

 

92

Held to maturity

 

79,861

 

81,598

 

83,306

 

84,851

 

86,246

Total investments

 

646,268

 

466,916

 

477,810

 

483,876

 

468,565

Loans held for sale

 

803

 

 

300

 

250

 

Loans

 

4,069,683

 

2,869,553

 

2,858,412

 

2,849,897

 

2,870,969

Less: allowance for credit losses

 

39,341

 

23,123

 

22,597

 

21,895

 

23,010

Net loans

 

4,030,342

 

2,846,430

 

2,835,815

 

2,828,002

 

2,847,959

Goodwill

 

76,958

 

63,370

 

63,370

 

63,370

 

63,370

Premises and equipment, net

 

75,877

 

58,565

 

59,097

 

61,276

 

61,936

Bank owned life insurance

87,401

49,955

49,673

49,397

49,123

Deferred tax assets

33,078

14,460

14,241

13,770

17,956

Accrued interest receivable

 

17,979

 

13,326

 

13,565

 

12,734

 

12,769

Other intangible assets, net

 

35,907

 

 

 

 

19

Other assets

 

70,056

 

53,077

 

45,299

 

42,249

 

49,567

Total assets

$

5,360,138

$

3,616,055

$

3,669,138

$

3,742,289

$

3,825,799

Liabilities:

Deposits:

Noninterest-bearing

$

717,565

$

620,971

$

623,408

$

644,683

$

691,071

Interest-bearing

 

3,920,299

 

2,443,988

 

2,580,530

 

2,634,354

 

2,674,012

Total deposits

 

4,637,864

 

3,064,959

 

3,203,938

 

3,279,037

 

3,365,083

Short-term borrowings

 

37,346

 

104,250

 

20,260

 

17,590

 

27,020

Long-term debt

 

111,489

 

25,000

 

25,000

 

25,000

 

25,000

Subordinated debt

33,000

33,000

33,000

33,000

33,000

Junior subordinated debt

8,015

Accrued interest payable

 

6,829

 

5,507

 

5,327

 

5,765

 

4,777

Other liabilities

 

50,544

 

42,532

 

41,621

 

41,475

 

46,529

Total liabilities

 

4,885,087

3,275,248

3,329,146

 

3,401,867

 

3,501,409

Stockholders’ equity:

Common stock

 

19,993

 

14,122

 

14,122

 

14,093

 

14,093

Capital surplus

 

250,578

 

122,449

 

122,162

 

122,130

 

121,870

Retained earnings

 

239,021

 

249,511

 

249,123

 

248,550

 

247,857

Accumulated other comprehensive loss

 

(34,541)

 

(45,275)

 

(45,415)

 

(44,351)

 

(59,430)

Total stockholders’ equity

 

475,051

 

340,807

 

339,992

 

340,422

 

324,390

Total liabilities and stockholders’ equity

$

5,360,138

$

3,616,055

$

3,669,138

$

3,742,289

$

3,825,799

15


Peoples Financial Services Corp.

Loan and Asset Quality Data (Unaudited)

(In thousands)

At period end

    

September 30, 2024

    

June 30, 2024

    

March 31, 2024

    

December 31, 2023

    

September 30, 2023

Commercial

Taxable

$

616,369

$

411,112

$

400,439

$

317,245

$

351,545

Non-taxable

273,710

220,893

224,083

226,470

229,635

Total

890,079

632,005

624,522

543,715

581,180

Real estate

Commercial real estate

2,309,588

 

1,793,652

 

1,794,086

 

1,863,118

 

1,846,350

Residential

550,590

 

369,671

 

361,490

 

360,803

 

357,647

Total

2,860,178

2,163,323

2,155,576

2,223,921

2,203,997

Consumer

Indirect Auto

130,380

66,792

71,675

75,389

78,953

Consumer Other

15,580

 

7,433

 

6,639

 

6,872

 

6,839

Total

145,960

74,225

78,314

82,261

85,792

Equipment Financing

173,466

Total

$

4,069,683

$

2,869,553

$

2,858,412

$

2,849,897

$

2,870,969

    

Sept 30

    

June 30

    

Mar 31

    

Dec 31

    

Sept 30

 

At quarter end

2024

2024

2024

2023

2023

 

Nonperforming assets:

Nonaccrual/restructured loans

$

20,949

$

7,116

$

7,056

$

3,961

$

3,060

Accruing loans past due 90 days or more

 

569

 

 

656

 

986

 

700

Foreclosed assets

 

27

 

27

 

 

 

Total nonperforming assets

$

21,545

$

7,143

$

7,712

$

4,947

$

3,760

Sept 30

    

June 30

    

Mar 31

    

Dec 31

    

Sept 30

Three months ended

2024

2024

2024

2023

2023

Allowance for credit losses:

Beginning balance

$

23,123

$

22,597

$

21,895

$

23,010

$

23,218

Merger-related adjustments - Non PCD Loans

14,328

Merger-related adjustments - PCD Loans

1,842

Charge-offs

 

534

 

135

 

108

 

2,808

 

65

Recoveries

 

452

 

65

 

102

 

24

 

23

Provision for (credit to) credit losses

 

130

 

596

 

708

 

1,669

 

(166)

Ending balance

$

39,341

$

23,123

$

22,597

$

21,895

$

23,010

16


Peoples Financial Services Corp.

Deposit and Liquidity Detail (Unaudited)

(In thousands)

At period end

    

September 30, 2024

    

June 30, 2024

    

March 31, 2024

    

December 31, 2023

    

September 30, 2023

Interest-bearing deposits:

Money market accounts

$

1,018,575

$

690,631

$

759,305

$

782,243

$

767,868

Interest-bearing demand and NOW accounts

 

1,439,382

715,890

 

754,673

 

796,426

 

825,066

Savings accounts

 

509,412

397,827

 

415,459

 

429,011

 

447,684

Time deposits less than $250

 

824,791

504,879

 

517,009

 

505,409

 

512,646

Time deposits $250 or more

 

128,139

134,761

 

134,084

 

121,265

 

120,748

Total interest-bearing deposits

 

3,920,299

2,443,988

 

2,580,530

 

2,634,354

 

2,674,012

Noninterest-bearing deposits

 

717,565

620,971

 

623,408

 

644,683

 

691,071

Total deposits

$

4,637,864

$

3,064,959

$

3,203,938

$

3,279,037

$

3,365,083

    

September 30, 2024

At period end

Amount

    

Percent of Total

Number of accounts

Average Balance

Deposit Detail:

Retail

$

1,788,213

38.6

%

100,690

$

18

Commercial

 

1,544,269

33.3

19,496

 

79

Municipal

 

913,822

19.7

2,578

 

354

Brokered

 

391,560

8.4

50

 

7,831

Total Deposits

$

4,637,864

100.0

122,814

$

38

Uninsured

1,566,710

33.8

%

Insured

3,071,154

66.2

    

December 31, 2023

At period end

Amount

    

Percent of Total

Number of accounts

Average Balance

Deposit Detail:

Retail

$

1,358,371

41.4

%

70,334

$

19

Commercial

1,096,547

33.4

13,433

82

Municipal

563,124

17.2

1,856

303

Brokered

260,995

8.0

24

10,875

Total Deposits

$

3,279,037

100.00

85,647

$

38

Uninsured

883,530

26.9

%

Insured

2,395,507

73.1

    

    

Total Available

At September 30, 2024

Total Available

Outstanding

for Future Liquidity

FHLB advances

$

1,446,345

$

477,617

$

968,728

Federal Reserve - Discount Window & Bank Term Funding Program

569,771

25,000

544,771

Correspondent bank lines of credit

 

18,000

 

 

18,000

Other sources of liquidity:

Brokered deposits

804,021

391,560

412,461

Unencumbered securities

298,519

298,519

Total sources of liquidity

$

3,136,656

$

894,177

$

2,242,479

17


Peoples Financial Services Corp.

Consolidated Balance Sheets (Unaudited)

(In thousands)

    

Sept 30

    

June 30

    

Mar 31

    

Dec 31

    

Sept 30

 

Average quarterly balances

2024

2024

2024

2023

2023

 

Assets:

Loans, net:

Taxable

$

3,790,138

$

2,637,164

$

2,632,554

$

2,632,865

$

2,627,700

Tax-exempt

 

278,496

 

222,655

 

225,293

 

227,800

 

226,628

Total loans, net

 

4,068,634

2,859,819

2,857,847

 

2,860,665

 

2,854,328

Investments:

Taxable

 

611,032

 

443,146

 

446,996

 

450,533

 

454,727

Tax-exempt

 

89,532

 

86,418

 

86,864

 

87,297

 

87,731

Total investments

 

700,564

 

529,564

 

533,860

 

537,830

 

542,458

Interest-bearing balances with banks

 

10,820

 

8,763

 

9,025

 

10,432

 

6,893

Federal funds sold

 

92,171

 

12,672

 

80,955

 

176,983

 

134,583

Total interest-earning assets

 

4,872,189

 

3,410,818

 

3,481,687

 

3,585,910

 

3,538,262

Other assets

 

419,005

 

198,248

 

195,063

 

188,478

 

191,781

Total assets

$

5,291,194

$

3,609,066

$

3,676,750

$

3,774,388

$

3,730,043

Liabilities and stockholders’ equity:

Deposits:

Interest-bearing

$

3,802,405

$

2,496,298

$

2,593,813

$

2,661,156

$

2,581,691

Noninterest-bearing

 

713,776

 

620,256

 

616,610

 

651,182

 

688,301

Total deposits

 

4,516,181

 

3,116,554

 

3,210,423

 

3,312,338

 

3,269,992

Short-term borrowings

 

43,895

 

45,383

 

19,687

 

24,103

 

21,759

Long-term debt

 

111,804

 

25,000

 

25,000

 

25,000

 

25,000

Subordinated debt

33,000

33,000

33,000

33,000

33,000

Other liabilities

 

96,177

 

48,630

 

47,688

 

52,760

 

47,788

Total liabilities

 

4,801,057

3,268,567

3,335,798

 

3,447,201

 

3,397,539

Stockholders’ equity

 

482,137

 

340,499

 

340,952

 

327,187

 

332,504

Total liabilities and stockholders’ equity

$

5,283,194

$

3,609,066

$

3,676,750

$

3,774,388

$

3,730,043

18


Peoples Financial Services Corp.

Reconciliation of Non-GAAP Financial Measures (Unaudited)

(In thousands, except share and per share data)

    

Sept 30

    

June 30

Mar 31

    

Dec 31

    

Sept 30

 

Three months ended

2024

2024

2024

2023

2023

 

Core net income per share:

Net (loss) income GAAP

$

(4,337)

$

3,282

$

3,466

$

3,630

$

6,746

Adjustments:

Add: ACL provision for FNCB acquired legacy loans

14,328

Less: ACL provision for FNCB acquired legacy loans tax adjustment

1,885

Add: Acquisition related expenses

9,653

1,071

486

826

869

Less: Acquisition related expenses tax adjustment

1,270

122

59

115

144

Core net income

$

16,489

$

4,231

$

3,893

$

4,341

$

7,471

Average common shares outstanding - diluted

 

10,044,449

 

7,114,115

 

7,102,112

 

7,091,015

 

7,120,685

Core net income per share

$

1.64

$

0.59

$

0.55

$

0.61

$

1.05

Tangible book value:

Total stockholders’ equity

$

475,051

$

340,807

$

339,992

$

340,422

$

324,390

Less: Goodwill

 

76,958

 

63,370

 

63,370

 

63,370

 

63,370

Less: Other intangible assets, net

 

35,907

 

 

 

 

19

Total tangible stockholders’ equity

$

362,186

$

277,437

$

276,622

$

277,052

$

261,001

Common shares outstanding

 

9,994,648

 

7,057,258

 

7,057,258

 

7,040,852

 

7,040,852

Tangible book value per share

$

36.24

$

39.31

$

39.20

$

39.35

$

37.07

Core return on average stockholders’ equity:

Net (loss) income GAAP

$

(4,337)

$

3,282

$

3,466

$

3,630

$

6,746

Adjustments:

Add: ACL provision for FNCB acquired legacy loans

14,328

Less: ACL provision for FNCB acquired legacy loans tax adjustment

1,885

Add: Acquisition related expenses

9,653

1,071

486

826

869

Less: Acquisition related expenses tax adjustment

1,270

122

59

115

144

Core net income

$

16,489

$

4,231

$

3,893

$

4,341

$

7,471

Average stockholders’ equity

$

482,137

$

340,499

$

340,952

$

327,187

$

332,504

Core return on average stockholders’ equity

 

13.61

%  

 

5.00

%  

 

4.59

%  

 

5.26

%  

 

8.91

%

Return on average tangible equity:

Net (loss) income GAAP

$

(4,337)

$

3,282

$

3,466

$

3,630

$

6,746

Average stockholders’ equity

$

482,137

$

340,499

$

340,952

$

327,187

$

332,504

Less: average intangibles

 

113,032

 

63,370

 

63,370

 

63,380

 

63,404

Average tangible stockholders’ equity

$

369,105

$

277,129

$

277,582

$

263,807

$

269,100

Return on average tangible stockholders’ equity

 

(4.67)

%  

 

4.76

%  

 

5.02

%  

 

5.46

%  

 

9.95

%

Core return on average tangible stockholders’ equity:

Net (loss) income GAAP

$

(4,337)

$

3,282

$

3,466

$

3,630

$

6,746

Adjustments:

Add: ACL provision for FNCB acquired legacy loans

14,328

Less: ACL provision for FNCB acquired legacy loans tax adjustment

1,885

Add: Acquisition related expenses

9,653

1,071

486

826

869

Less: Acquisition related expenses tax adjustment

1,270

122

59

115

144

Core net income

$

16,489

$

4,231

$

3,893

$

4,341

$

7,471

Average stockholders’ equity

$

482,137

$

340,499

$

340,952

$

327,187

$

332,504

Less: average intangibles

 

113,032

63,370

63,370

 

63,380

 

63,404

Average tangible stockholders’ equity

$

369,105

$

277,129

$

277,582

$

263,807

$

269,100

Core return on average tangible stockholders’ equity

 

17.77

%  

 

6.14

%  

 

5.64

%  

 

6.53

%  

 

11.01

%

Core return on average assets:

Net (loss) income GAAP

$

(4,337)

$

3,282

$

3,466

$

3,630

$

6,746

Adjustments:

Add: ACL provision for FNCB acquired legacy loans

14,328

Less: ACL provision for FNCB acquired legacy loans tax adjustment

1,885

Add: Acquisition related expenses

9,653

1,071

486

826

869

Less: Acquisition related expenses tax adjustment

1,270

122

59

115

144

Core net income

$

16,489

$

4,231

$

3,893

$

4,341

$

7,471

Average assets

$

5,291,194

$

3,609,066

$

3,676,750

$

3,774,388

$

3,730,043

Core return on average assets

 

1.24

%  

 

0.47

%  

 

0.43

%  

 

0.46

%  

 

0.79

%

Core pre-provision net revenue (PPNR) per share:

(Loss) income before taxes (GAAP)

$

(4,994)

$

3,703

$

3,944

$

4,217

$

8,081

Add: Acquisition related expenses

9,653

1,071

486

826

869

Add: ACL provision for FNCB acquired legacy loans

14,328

Add: Provision for (credit to) credit losses

130

596

708

1,669

(166)

Add: Provision for (credit to) credit losses on unfunded commitments

(785)

(197)

487

(2)

(12)

Core PPNR (non-GAAP)

$

18,332

$

5,173

$

5,625

$

6,710

$

8,772

Average common shares outstanding-diluted

10,044,449

7,114,115

7,102,112

7,091,015

7,120,685

Core PPNR per share (non-GAAP)

$

1.83

$

0.73

$

0.79

$

0.95

$

1.23

19


Peoples Financial Services Corp.

Reconciliation of Non-GAAP Financial Measures (Unaudited)

(In thousands, except share and per share data)

    

Sept 30

    

Sept 30

 

Nine months ended

2024

2023

 

Core net income per share:

Net income GAAP

$

2,411

$

23,750

Adjustments:

Add: ACL provision for FNCB acquired legacy loans

14,328

Less: ACL provision for FNCB acquired legacy loans tax adjustment

1,307

Less: Gain on sale of available for sale securities

 

 

81

Add: Gain on sale of available for sale securities tax adjustment

 

17

Add: Acquisition related expenses

11,210

990

Less: Acquisition related expenses tax adjustment

1,023

159

Core net income

$

25,619

$

24,517

Average common shares outstanding - diluted

8,094,036

7,165,570

Core net income per share

$

3.17

$

3.42

Core return on average stockholders’ equity:

Net income GAAP

$

2,411

$

23,750

Adjustments:

Add: ACL provision for FNCB acquired legacy loans

14,328

Less: ACL provision for FNCB acquired legacy loans tax adjustment

1,307

Less: Gain on sale of available for sale securities

81

Add: Gain on sale of available for sale securities tax adjustment

17

Add: Acquisition related expenses

11,210

990

Less: Acquisition related expenses tax adjustment

1,023

159

Core net income

$

25,619

$

24,517

Average stockholders’ equity

388,206

329,909

Core return on average stockholders’ equity

13.27

%

14.99

%

Return on average tangible equity:

Net income GAAP

$

2,411

$

23,750

Average stockholders’ equity

388,206

329,909

Less: average intangibles

79,924

63,694

Average tangible stockholders’ equity

$

308,282

$

266,215

Return on average tangible stockholders’ equity

1.57

%

17.99

%

Core return on average tangible stockholders’ equity:

Net income GAAP

$

2,411

$

23,750

Adjustments:

Add: ACL provision for FNCB acquired legacy loans

14,328

Less: ACL provision for FNCB acquired legacy loans tax adjustment

1,307

Less: Gain on sale of available for sale securities

81

Add: Gain on sale of available for sale securities tax adjustment

17

Add: Acquisition related expenses

11,210

990

Less: Acquisition related expenses tax adjustment

1,023

159

Core net income

$

25,619

$

24,517

Average stockholders’ equity

388,206

329,909

Less: average intangibles

79,924

63,694

Average tangible stockholders’ equity

$

308,282

$

266,215

Core return on average tangible stockholders’ equity

16.71

%

18.57

%

Core return on average assets:

Net income GAAP

$

2,411

$

23,750

Adjustments:

Add: ACL provision for FNCB acquired legacy loans

14,328

Less: ACL provision for FNCB acquired legacy loans tax adjustment

1,307

Less: Gain on sale of available for sale securities

81

Add: Gain on sale of available for sale securities tax adjustment

17

Add: Acquisition related expenses

11,210

990

Less: Acquisition related expenses tax adjustment

1,023

159

Core net income

$

25,619

$

24,517

Average assets

4,191,695

3,652,490

Core return on average assets

1.23

%

1.35

%

Core pre-provision net revenue (PPNR) per share:

Income before taxes (GAAP)

$

2,653

$

28,284

Add: ACL provision for FNCB acquired legacy loans

14,328

Add: Acquisition related expenses

11,210

990

Add: Provision for (credit to) credit losses

1,434

(1,103)

Add: Provision for (credit to) credit losses on unfunded commitments

(495)

(197)

Core PPNR (non-GAAP)

$

29,130

$

27,974

Average common shares outstanding-diluted

8,094,036

7,165,570

Core PPNR per share (non-GAAP)

$

3.60

$

3.90

20


Peoples Financial Services Corp.

Reconciliation of Non-GAAP Financial Measures (Unaudited)

(In thousands, except share and per share data)

The following tables reconcile the non-GAAP financial measures of FTE net interest income for the three and nine months ended September 30, 2024 and 2023:

Three months ended September 30

    

2024

    

2023

Interest income (GAAP)

$

68,284

$

38,765

Adjustment to FTE

 

720

 

475

Interest income adjusted to FTE (non-GAAP)

 

69,004

 

39,240

Interest expense

 

29,040

 

17,488

Net interest income adjusted to FTE (non-GAAP)

$

39,964

$

21,752

Nine months ended September 30

    

2024

    

2023

Interest income (GAAP)

$

145,657

$

109,779

Adjustment to FTE

 

1,666

 

1,440

Interest income adjusted to FTE (non-GAAP)

 

147,323

 

111,219

Interest expense

 

68,179

 

43,294

Net interest income adjusted to FTE (non-GAAP)

$

79,144

$

67,925

The efficiency ratio is noninterest expenses, less amortization of intangible assets and acquisition related costs, as a percentage of FTE net interest income plus noninterest income. The following tables reconcile the non-GAAP financial measures of the efficiency ratio to GAAP for the three and nine months ended September 30, 2024 and 2023:

Three months ended September 30

    

2024

    

2023

    

Efficiency ratio (non-GAAP):

Noninterest expense (GAAP)

$

35,502

$

17,054

Less: Amortization of intangible assets expense

 

1,665

 

29

Less: Acquisition related expenses

9,653

869

Noninterest expense (non-GAAP)

24,184

16,156

Net interest income (GAAP)

39,244

21,277

Plus: Taxable equivalent adjustment

720

475

Noninterest income (GAAP)

5,722

3,692

Less: Net gains (losses) on equity securities

175

Less: Gain (loss) on sale of available for sale securities

1

Net interest income (FTE) plus noninterest income (non-GAAP)

$

45,510

$

25,444

Efficiency ratio (non-GAAP)

53.14

%

63.50

%

Nine months ended September 30

    

2024

    

2023

    

Efficiency ratio (non-GAAP):

Noninterest expense (GAAP)

$

71,728

$

50,222

Less: Amortization of intangible assets expense

 

1,665

 

86

Less: Acquisition related expenses

11,210

990

Noninterest expense (non-GAAP)

58,853

49,146

Net interest income (GAAP)

77,478

66,485

Plus: Taxable equivalent adjustment

1,666

1,440

Noninterest income (GAAP)

12,665

10,918

Less: Net losses on equity securities

155

(17)

Less: Gains on sale of available for sale securities

1

81

Net interest income (FTE) plus noninterest income (non-GAAP)

$

91,653

$

78,779

Efficiency ratio (non-GAAP)

64.21

%

62.38

%

21