Boston Private Financial Holdings, Inc. Reports Fourth Quarter And Full Year 2012 Results; Announces Dividend Increase And Share Repurchase Program

Note to Editors:

Boston Private Financial Holdings, Inc. is not to be confused with Boston Private Bank & Trust Company. Boston Private Bank & Trust Company is a wholly-owned subsidiary of BPFH. The information reported in this press release is related to the performance and results of BPFH.

Boston Private Financial Holdings, Inc.
Selected Financial Data
(Unaudited)
(In thousands, except share and per share data)						12/31/2012				9/30/2012				12/31/2011
Assets:
Cash and cash equivalents					$	308,744			$	83,585			$	203,354
Investment securities available for sale						699,300				755,125				844,496
Loans held for sale (1)						308,390				135,169				12,069
Total loans						4,814,136				4,967,607				4,651,228
Less: Allowance for loan losses						84,057				91,129				96,114
Net loans						4,730,079				4,876,478				4,555,114
Other real estate owned (“OREO”)						3,616				3,186				5,103
Stock in Federal Home Loan Banks						41,981				42,886				43,714
Premises and equipment, net						27,081				28,390				29,224
Goodwill						110,180				110,180				110,180
Intangible assets, net						24,874				25,306				28,569
Fees receivable						8,836				9,460				8,147
Accrued interest receivable						14,723				16,731				16,875
Deferred income taxes, net						63,840				62,964				66,782
Other assets						123,361				123,324				115,069
Assets of discontinued operations (2)						-				-				10,676
Total assets					$	6,465,005			$	6,272,784			$	6,049,372
Liabilities:
Deposits					$	4,885,059			$	4,662,794			$	4,530,411
Deposits held for sale (1)						194,084				-				-
Securities sold under agreements to repurchase						116,319				106,713				130,791
Federal funds purchased						-				85,000				-
Federal Home Loan Bank borrowings						408,121				552,946				521,827
Junior subordinated debentures						143,647				158,647				182,053
Other liabilities						95,386				91,407				94,811
Liabilities of discontinued operations (2)						-				-				1,663
Total liabilities						5,842,616				5,657,507				5,461,556
Redeemable Noncontrolling Interests						19,287				19,675				21,691
The Company’s Shareholders’ Equity:
Preferred stock, $1.00 par value; authorized: 2,000,000 shares;
Series B, issued and outstanding (contingently convertible): 401 shares at December 31, 2012, September 30, 2012, and December 31, 2011; liquidation value: $100,000 per share						58,089				58,089				58,089
Common stock, $1.00 par value; authorized: 170,000,000 shares; issued and outstanding: 78,743,518 shares at December 31, 2012; 78,929,750 shares at September 30, 2012; and 78,023,317 shares at December 31, 2011						78,744				78,930				78,023
Additional paid-in capital						640,891				644,801				656,436
Accumulated deficit						(176,746	)			(189,838	)			(230,017	)
Accumulated other comprehensive income						2,124				3,620				3,594
Total shareholders’ equity						603,102				595,602				566,125
Total liabilities, redeemable noncontrolling interests and shareholders’ equity					$	6,465,005			$	6,272,784			$	6,049,372

Boston Private Financial Holdings, Inc.
Selected Financial Data
(Unaudited)
					Three Months Ended												Twelve Months Ended
(In thousands, except share and per share data)						12/31/2012				9/30/2012				12/31/2011				12/31/2012				12/31/2011
Interest and dividend income:
Loans					$	51,398			$	52,533			$	51,857			$	209,280			$	212,047
Taxable investment securities						650				890				1,332				3,875				5,561
Non-taxable investment securities						846				782				846				3,228				3,768
Mortgage-backed securities						1,443				1,537				1,775				6,186				7,297
Federal funds sold and other						208				290				226				719				1,069
Total interest and dividend income						54,545				56,032				56,036				223,288				229,742
Interest expense:
Deposits						4,096				4,206				5,608				17,640				24,479
Federal Home Loan Bank borrowings						3,295				3,501				4,059				14,488				16,915
Junior subordinated debentures						1,308				1,507				1,786				6,258				7,434
Repurchase agreements and other short-term borrowings						300				452				434				1,626				1,960
Total interest expense						8,999				9,666				11,887				40,012				50,788
Net interest income						45,546				46,366				44,149				183,276				178,954
Provision/ (credit) for loan losses						(5,000	)			(4,000	)			(2,500	)			(3,300	)			13,160
Net interest income after provision for loan losses						50,546				50,366				46,649				186,576				165,794
Fees and other income:
Investment management and trust fees - Investment Managers						10,094				10,017				9,085				39,163				39,803
Investment management and trust fees - Bank						6,086				5,889				5,689				23,645				23,553
Wealth advisory fees						9,745				9,495				8,881				37,659				34,553
Other banking fee income						1,455				1,547				1,537				5,664				6,503
Gain on sale of loans, net						1,726				648				593				3,225				2,489
Total core fees and income						29,106				27,596				25,785				109,356				106,901
Gain on repurchase of debt						874				976				2,392				3,444				4,230
Gain/(loss) on sale of investments, net						(7	)			25				109				871				798
Gain/(loss) on OREO, net						624				(104	)			1,261				845				5,372
Other						(302	)			111				62				(154	)			1,140
Total other income						1,189				1,008				3,824				5,006				11,540
Operating expense:
Salaries and employee benefits						37,781				34,688				38,665				143,852				142,872
Occupancy and equipment						7,516				8,078				7,570				30,790				29,649
Professional services						3,698				3,455				2,748				13,113				16,810
Marketing and business development						2,968				1,346				2,032				7,422				6,802
Contract services and data processing						1,391				1,446				1,141				5,380				4,644
Amortization of intangibles						1,106				1,082				1,121				4,369				4,800
FDIC insurance						1,003				1,138				1,253				3,972				6,139
Restructuring expense						1,631				3,581				653				5,911				8,055
Other						5,644				3,336				2,783				17,041				14,083
Total operating expense						62,738				58,150				57,966				231,850				233,854
Income/(loss) before income taxes						18,103				20,820				18,292				69,088				50,381
Income tax expense/(benefit)						6,115				5,124				5,722				20,330				14,280
Net income/(loss) from continuing operations						11,988				15,696				12,570				48,758				36,101
Net income/(loss) from discontinued operations (2)						1,819				1,672				1,374				7,635				6,184
Net income/(loss) before attribution to noncontrolling interests						13,807				17,368				13,944				56,393				42,285
Less: Net income/ (loss) attributable to noncontrolling interests						715				855				882				3,122				3,148
Net income/(loss) attributable to the Company					$	13,092			$	16,513			$	13,062			$	53,271			$	39,137

Boston Private Financial Holdings, Inc.
Selected Financial Data
(Unaudited)
(In thousands, except share and per share data)					Three Months Ended												Twelve Months Ended
PER SHARE DATA:						12/31/2012				9/30/2012				12/31/2011				12/31/2012				12/31/2011
Calculation of Income/(Loss) for EPS:
Net income/(loss) attributable to the Company					$	13,092			$	16,513			$	13,062			$	53,271			$	39,137
Adjustments to Net Income/(Loss) Attributable to the Company to Arrive at Net Income/(Loss) Attributable to Common Shareholders (3)						(239	)			(435	)			(86	)			(781	)			(888	)
Net Income/(Loss) Attributable to the Common Shareholders						12,853				16,078				12,976				52,490				38,249
LESS: Amount allocated to participating securities						(1,281	)			(1,632	)			(1,333	)			(5,320	)			(3,813	)
Net Income/(Loss) Attributable to the Common Shareholders, after allocation to participating securities					$	11,572			$	14,446			$	11,643			$	47,170			$	34,436
End of Period Common Shares Outstanding						78,743,518				78,929,750				78,023,317
Weighted Average Shares Outstanding:
Weighted average basic shares, including participating securities						85,386,014				85,392,074				84,658,931				85,186,796				84,288,834
LESS: Participating securities						(9,047,609	)			(9,101,692	)			(9,235,208	)			(9,166,805	)			(9,119,223	)
PLUS: Dilutive potential common shares						1,066,155				1,077,229				869,517				953,525				311,417
Weighted Average Diluted Shares (4)						77,404,560				77,367,611				76,293,240				76,973,516				75,481,028
Diluted Total Earnings/(Loss) per Share					$	0.15			$	0.19			$	0.15			$	0.61			$	0.46

Boston Private Financial Holdings, Inc.
Selected Financial Data
(Unaudited)
(In thousands, except per share data)
FINANCIAL DATA:						12/31/2012				9/30/2012				12/31/2011
Book Value Per Common Share					$	6.92			$	6.81			$	6.51
Tangible Book Value Per Share (5)					$	5.64			$	5.49			$	5.10
Market Price Per Share					$	9.01			$	9.59			$	7.94
ASSETS UNDER MANAGEMENT AND ADVISORY:
Private Banking					$	3,941,000			$	3,784,000			$	3,571,000
Investment Managers						8,444,000				8,553,000				7,594,000
Wealth Advisory						8,052,000				7,797,000				6,994,000
Less: Inter-company Relationship						(20,000	)			(20,000	)			(19,000	)
Assets Under Management and Advisory of Continuing Operations						20,417,000				20,114,000				18,140,000
Assets Under Management and Advisory of Discontinued Operations (2)						-				-				985,000
Total Assets Under Management and Advisory					$	20,417,000			$	20,114,000			$	19,125,000
FINANCIAL RATIOS:
Total Equity/Total Assets						9.33	%			9.50	%			9.36	%
Tangible Common Equity/Tangible Assets (5)						7.67	%			7.70	%			7.37	%
Tangible Common Equity/Risk Weighted Assets (5)						10.55	%			10.39	%			10.27	%
Allowance for Loan Losses/Total Loans						1.75	%			1.83	%			2.07	%
Allowance for Loan Losses/Nonaccrual Loans						138	%			124	%			141	%
Return on Average Assets - Three Months Ended (Annualized)						0.82	%			1.00	%			0.85	%
Return on Average Equity - Three Months Ended (Annualized)						8.72	%			11.30	%			9.37	%
Efficiency Ratio - Three Months Ended (Annualized)						80.12	%			75.25	%			76.78	%

Boston Private Financial Holdings, Inc.
Selected Financial Data
(Unaudited)
					Average Balance							Interest Income/Expense							Average Yield/Rate
(In Thousands)					Three Months Ended							Three Months Ended							Three Months Ended
AVERAGE BALANCE SHEET:						12/31/2012		9/30/2012		12/31/2011			12/31/2012		9/30/2012		12/31/2011		12/31/2012		9/30/2012		12/31/2011
AVERAGE ASSETS
Interest-Earning Assets:
Cash and Investments:
Taxable investment securities					$	202,970	$	271,990	$	398,668		$	650	$	890	$	1,332		1.28	%	1.31	%	1.33	%
Non-taxable investment securities (6)						202,971		188,183		191,206			1,320		1,221		1,321		2.60	%	2.60	%	2.76	%
Mortgage-backed securities						309,359		257,680		245,423			1,443		1,537		1,775		1.87	%	2.38	%	2.89	%
Federal funds sold and other						221,457		440,586		378,292			208		290		226		0.37	%	0.26	%	0.24	%
Total Cash and Investments						936,757		1,158,439		1,213,589			3,621		3,938		4,654		1.54	%	1.36	%	1.53	%
Loans: (7)
Commercial and Construction (6)						2,773,478		2,768,279		2,417,467			33,660		33,932		32,103		4.83	%	4.88	%	5.26	%
Residential						2,024,279		2,038,277		1,810,530			17,626		18,230		18,189		3.48	%	3.58	%	4.02	%
Home Equity and Other Consumer						269,954		280,366		318,035			2,104		2,236		2,829		3.10	%	3.17	%	3.48	%
Total Loans						5,067,711		5,086,922		4,546,032			53,390		54,398		53,121		4.20	%	4.26	%	4.64	%
Total Earning Assets						6,004,468		6,245,361		5,759,621			57,011		58,336		57,775		3.78	%	3.72	%	3.98	%
LESS: Allowance for Loan Losses						90,931		99,778		99,520
Cash and due From Banks (Non-Interest Bearing)						46,916		42,688		41,968
Other Assets (8)						395,646		412,559		420,468
TOTAL AVERAGE ASSETS					$	6,356,099	$	6,600,830	$	6,122,537
AVERAGE LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS, AND SHAREHOLDERS' EQUITY
Interest-Bearing Liabilities:
Deposits (9):
Savings and NOW					$	494,960	$	458,499	$	492,959		$	168	$	127	$	285		0.13	%	0.11	%	0.23	%
Money Market						2,377,447		2,260,748		1,971,631			2,287		2,206		2,418		0.38	%	0.39	%	0.49	%
Certificates of Deposit						712,358		805,540		985,530			1,641		1,873		2,905		0.92	%	0.92	%	1.17	%
Total Deposits						3,584,765		3,524,787		3,450,120			4,096		4,206		5,608		0.45	%	0.47	%	0.64	%
Junior Subordinated Debentures						150,089		168,288		186,496			1,308		1,507		1,786		3.41	%	3.50	%	3.83	%
FHLB Borrowings and Other						599,248		637,471		638,690			3,595		3,953		4,493		2.35	%	2.43	%	2.75	%
Total Interest-Bearing Liabilities						4,334,102		4,330,546		4,275,306			8,999		9,666		11,887		0.82	%	0.88	%	1.10	%
Noninterest Bearing Demand Deposits						1,304,276		1,561,135		1,157,151
Other Liabilities (8)						98,279		105,914		110,193
Total Average Liabilities						5,736,657		5,997,595		5,542,650
Redeemable Noncontrolling Interests						18,780		18,496		22,314
Average Shareholders' Equity						600,662		584,739		557,573
TOTAL AVERAGE LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS, AND SHAREHOLDERS' EQUITY					$	6,356,099	$	6,600,830	$	6,122,537
Net Interest Income - on a Fully Taxable Equivalent Basis (FTE)												$	48,012	$	48,670	$	45,888
LESS: FTE Adjustment (6)													2,466		2,304		1,739
Net Interest Income (GAAP Basis)												$	45,546	$	46,366	$	44,149
Interest Rate Spread																			2.96	%	2.84	%	2.88	%
Net Interest Margin																			3.19	%	3.11	%	3.17	%

Boston Private Financial Holdings, Inc.
Selected Financial Data
(Unaudited)
					Average Balance					Interest Income/Expense					Average Yield/Rate
(In Thousands)					Twelve Months Ended					Twelve Months Ended					Twelve Months Ended
AVERAGE BALANCE SHEET:						12/31/2012		12/31/2011			12/31/2012		12/31/2011		12/31/2012		12/31/2011
AVERAGE ASSETS
Interest-Earning Assets:
Cash and Investments:
Taxable investment securities					$	297,646	$	377,812		$	3,875	$	5,561		1.30	%	1.47	%
Non-taxable investment securities (6)						192,913		191,513			5,038		5,764		2.61	%	3.01	%
Mortgage-backed securities						266,114		236,435			6,186		7,297		2.32	%	3.09	%
Federal funds sold and other						239,371		446,953			719		1,069		0.30	%	0.24	%
Total Cash and Investments						996,044		1,252,713			15,818		19,691		1.59	%	1.57	%
Loans: (7)
Commercial and Construction (6)						2,706,444		2,399,402			134,755		130,441		4.98	%	5.44	%
Residential						1,962,192		1,761,736			71,664		75,071		3.65	%	4.26	%
Home Equity and Other Consumer						290,680		312,507			9,435		11,697		3.25	%	3.74	%
Total Loans						4,959,316		4,473,645			215,854		217,209		4.35	%	4.86	%
Total Earning Assets						5,955,360		5,726,358			231,672		236,900		3.89	%	4.14	%
LESS: Allowance for Loan Losses						97,094		100,483
Cash and due From Banks (Non-Interest Bearing)						56,022		58,349
Other Assets (8)						424,278		417,893
TOTAL AVERAGE ASSETS					$	6,338,566	$	6,102,117
AVERAGE LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS, AND SHAREHOLDERS' EQUITY
Interest-Bearing Liabilities:
Deposits (9):
Savings and NOW					$	500,084	$	517,659		$	827	$	1,375		0.17	%	0.27	%
Money Market						2,189,344		1,898,999			8,777		10,524		0.40	%	0.55	%
Certificates of Deposit						810,590		1,027,347			8,036		12,580		0.99	%	1.22	%
Total Deposits						3,500,018		3,444,005			17,640		24,479		0.50	%	0.71	%
Junior Subordinated Debentures						167,786		190,473			6,258		7,434		3.73	%	3.90	%
FHLB Borrowings and Other						663,165		656,772			16,114		18,875		2.43	%	2.87	%
Total Interest-Bearing Liabilities						4,330,969		4,291,250			40,012		50,788		0.92	%	1.18	%
Noninterest Bearing Demand Deposits						1,304,514		1,141,563
Other Liabilities (8)						103,271		109,970
Total Average Liabilities						5,738,754		5,542,783
Redeemable Noncontrolling Interests						19,822		21,018
Average Shareholders' Equity						579,990		538,316
TOTAL AVERAGE LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS, AND SHAREHOLDERS' EQUITY					$	6,338,566	$	6,102,117
Net Interest Income - on a Fully Taxable Equivalent Basis (FTE)										$	191,660	$	186,112
LESS: FTE Adjustment (6)											8,384		7,158
Net Interest Income (GAAP Basis)										$	183,276	$	178,954
Interest Rate Spread															2.97	%	2.96	%
Net Interest Margin															3.22	%	3.25	%

Boston Private Financial Holdings, Inc.
Selected Financial Data
(Unaudited)
(In Thousands)
LOAN DATA (10):						12/31/2012			9/30/2012			12/31/2011
Commercial and Industrial Loans:
New England					$	691,863		$	642,141		$	531,632
San Francisco Bay						61,191			65,034			72,850
Southern California						53,272			31,181			38,539
Pacific Northwest						-			47,979			35,027
Total Commercial and Industrial Loans					$	806,326		$	786,335		$	678,048
Commercial Real Estate Loans:
New England					$	663,442		$	645,222		$	643,263
San Francisco Bay						647,659			663,753			679,995
Southern California						380,249			354,097			233,416
Pacific Northwest						-			141,739			121,600
Total Commercial Real Estate Loans					$	1,691,350		$	1,804,811		$	1,678,274
Construction and Land Loans:
New England					$	93,489		$	116,783		$	106,385
San Francisco Bay						33,655			36,747			36,339
Southern California						10,426			8,590			5,622
Pacific Northwest						-			2,771			5,363
Total Construction and Land Loans					$	137,570		$	164,891		$	153,709
Residential Loans:
New England					$	1,173,741		$	1,168,492		$	1,247,975
San Francisco Bay						431,550			391,782			322,352
Southern California						300,798			306,001			192,708
Pacific Northwest						-			74,942			60,368
Total Residential Loans					$	1,906,089		$	1,941,217		$	1,823,403
Home Equity Loans:
New England					$	79,947		$	81,473		$	85,118
San Francisco Bay						36,730			37,122			48,182
Southern California						6,874			7,280			6,265
Pacific Northwest						-			2,377			4,133
Total Home Equity Loans					$	123,551		$	128,252		$	143,698
Other Consumer Loans:
New England					$	131,999		$	116,951		$	147,356
San Francisco Bay						9,581			11,551			12,526
Southern California						7,148			8,964			10,123
Pacific Northwest						-			1,678			1,622
Eliminations and other, net						522			2,957			2,469
Total Other Consumer Loans					$	149,250		$	142,101		$	174,096
Total Loans
New England					$	2,834,481		$	2,771,062		$	2,761,729
San Francisco Bay						1,220,366			1,205,989			1,172,244
Southern California						758,767			716,113			486,673
Pacific Northwest						-			271,486			228,113
Eliminations and other, net						522			2,957			2,469
Total Loans					$	4,814,136		$	4,967,607		$	4,651,228

Boston Private Financial Holdings, Inc.
Selected Financial Data
(Unaudited)
(In Thousands)
CREDIT QUALITY (10):						12/31/2012				9/30/2012				12/31/2011
Special Mention Loans:
New England					$	40,389			$	33,174			$	36,680
San Francisco Bay						24,566				26,443				59,065
Southern California						19,784				26,967				36,048
Pacific Northwest						-				7,838				11,328
Total Special Mention Loans					$	84,739			$	94,422			$	143,121
Accruing Substandard Loans (11):
New England					$	28,201			$	39,707			$	23,133
San Francisco Bay						49,204				49,754				57,199
Southern California						12,724				13,588				15,723
Pacific Northwest						-				4,757				2,186
Total Accruing Substandard Loans					$	90,129			$	107,806			$	98,241
Nonaccruing Loans:
New England					$	29,203			$	36,919			$	33,411
San Francisco Bay						24,932				28,710				25,598
Southern California						6,610				6,817				7,323
Pacific Northwest						-				948				1,777
Total Nonaccruing Loans					$	60,745			$	73,394			$	68,109
Other Real Estate Owned:
New England					$	1,744			$	191			$	98
San Francisco Bay						1,395				2,383				2,194
Southern California						-				-				1,143
Pacific Northwest						477				612				1,668
Total Other Real Estate Owned					$	3,616			$	3,186			$	5,103
Loans 30-89 Days Past Due and Accruing (12):
New England					$	20,751			$	4,832			$	9,834
San Francisco Bay						11,771				3,751				11,446
Southern California						13,854				917				5,677
Pacific Northwest						-				-				-
Total Loans 30-89 Days Past Due and Accruing					$	46,376			$	9,500			$	26,957
Loans (Charged-off)/ Recovered, Net for the Three Months Ended:
New England					$	(1,148	)		$	(3,528	)		$	(1,379	)
San Francisco Bay						(1,094	)			189				1,612
Southern California						168				231				(393	)
Pacific Northwest						2				(817	)			15
Total Net Loans (Charged-off)/ Recovered					$	(2,072	)		$	(3,925	)		$	(145	)
Loans (Charged-off)/ Recovered, Net for the Twelve Months Ended:
New England					$	(5,593	)						$	(3,532	)
San Francisco Bay						(2,768	)							(14,979	)
Southern California						289								4,066
Pacific Northwest						(685	)							(1,004	)
Total Net Loans (Charged-off)/ Recovered					$	(8,757	)						$	(15,449	)

		Boston Private Financial Holdings, Inc.
		Selected Financial Data
		(Unaudited)
FOOTNOTES:
(1)		On December 17, 2012, Boston Private Bank & Trust Company announced that it had entered into an agreement to sell its three offices in the Pacific Northwest region. Accordingly, the assets and liabilities to be sold as part of this transaction have been classified as held for sale at December 31, 2012. Within loans held for sale on the consolidated balance sheet, $276.7 million of the balance at December 31, 2012 relate to the Pacific Northwest transaction. All of the deposits held for sale at December 31, 2012 relate to the Pacific Northwest transaction. All other assets and liabilities that will be included in the Pacific Northwest transaction have been classified as other assets held for sale or other liabilities held for sale and are included within other assets or other liabilities on the consolidated balance sheet at December 31, 2012.
(2)		In the second quarter of 2012, the Company completed the sale of its affiliate Davidson Trust Company. In 2009, the Company completed the sale of its affiliates Boston Private Value Investors, Inc.; Sand Hill Advisors, LLC; RINET Company, LLC; Gibraltar Private Bank & Trust Company; and Westfield Capital Management Company, LLC. Accordingly, prior period and current financial information related to the divested companies are included with discontinued operations.
(3)		Adjustments to Net Income/(Loss) Attributable to the Company to arrive at Net Income/(Loss) Attributable to the Common Shareholders, as presented in these tables, include decrease/ (increase) in Noncontrolling Interests Redemption Value and Dividends on Participating Securities.
(4)		When the Company has positive Net Income from Continuing Operations Attributable to the Common Shareholders, the Company adds additional shares to Basic Weighted Average Shares Outstanding to arrive at Diluted Weighted Average Shares Outstanding for the Diluted Earnings Per Share calculation to reflect the assumed exercise, conversion, or contingent issuance of dilutive securities. If the additional shares would result in anti-dilution they would be excluded from the Diluted Earning Per Share calculation. The potential dilutive shares relate to: unexercised stock options, unvested non-participating restricted stock, unexercised stock warrants, and unconverted Convertible Trust Preferred securities. The amount of shares that were anti-dilutive for the three and twelve months ended December 31, 2012 was 0.3 million in both periods. The amount of shares that were anti-dilutive for the three and twelve months ended December 31, 2011 were 1.5 million in both periods. The amount of shares that were anti-dilutive for the three months ended September 30, 2012 was 0.8 million. See Part II. Item 8. "Financial Statements and Supplementary Data - Note 1: Basis of Presentation and Summary of Significant Accounting Policies" in the Company's Annual Report on Form 10-K for the year ended December 31, 2011 for additional information.
(5)		The Company uses certain non-GAAP financial measures, such as: Tangible Book Value; the Tangible Common Equity ("TCE") to Tangible Assets ("TA") ratio; the TCE to Risk Weighted Assets ratio; pre-tax, pre-provision earnings; and operating expenses excluding restructuring costs to provide information for investors to effectively analyze financial trends of ongoing business activities, and to enhance comparability with peers across the financial sector.
		Reconciliations from the Company's GAAP Total Equity to Total Assets ratio to the Non-GAAP TCE to TA ratio, and the Non-GAAP TCE to Risk Weighted Assets ratio, and from GAAP Book Value to Non-GAAP Tangible Book Value are presented below:
		The Company calculates Tangible Assets by adjusting Total Assets to exclude Goodwill and Intangible Assets.
			The Company calculates Tangible Common Equity by adjusting Total Equity to exclude Goodwill and Intangible Assets, net and includes the difference between Redemption Value and value per ASC 810, Consolidation ("ASC 810"), for Redeemable Noncontrolling Interests.
			(In thousands, except per share data)						12/31/2012				9/30/2012				12/31/2011
			Total Balance Sheet Assets					$	6,465,005			$	6,272,784			$	6,049,372
			LESS: Goodwill and Intangible Assets, net *						(135,054	)			(135,486	)			(145,600	)
			Tangible Assets (non-GAAP)					$	6,329,951			$	6,137,298			$	5,903,772
			Total Equity					$	603,102			$	595,602			$	566,125
			LESS: Goodwill and Intangible Assets, net						(135,054	)			(135,486	)			(145,600	)
			ADD: Difference between Redemption Value of Non-controlling Interests and value under ASC 810						17,201				12,744				14,381
			Total adjusting items						(117,853	)			(122,742	)			(131,219	)
			Tangible Common Equity (non-GAAP)					$	485,249			$	472,860			$	434,906
			Total Equity/Total Assets						9.33	%			9.50	%			9.36	%
			Tangible Common Equity/Tangible Assets (non-GAAP)						7.67	%			7.70	%			7.37	%
			Total Risk Weighted Assets **					$	4,601,499			$	4,551,665			$	4,234,280
			Tangible Common Equity/Total Risk Weighted Assets (non-GAAP)						10.55	%			10.39	%			10.27	%
			End of Period Shares outstanding						78,744				78,930				78,023
			EOP Carlyle Common Convertible Shares						7,261				7,261				7,261
			Common Equivalent Shares						86,005				86,191				85,284
			Book Value Per Common Share					$	6.92			$	6.81			$	6.51
			Tangible Book Value Per Share (non-GAAP)					$	5.64			$	5.49			$	5.10
			* For the TCE to TA ratio, Goodwill and Intangible Assets, net includes Goodwill and Intangible Assets of discontinued operations for December 31, 2011, which are included on the consolidated balance sheet with Assets of Discontinued Operations.
			** Risk Weighted Assets for December 31, 2012 is presented based on estimated data.
		Reconciliations from the Company's GAAP income from continuing operations before income taxes to Non-GAAP pre-tax, pre-provision earnings and from GAAP operating expenses to Non-GAAP operating expenses excluding restructuring costs are presented below:
								Three Months Ended												Twelve months ended
			(In Thousands)						12/31/2012				9/30/2012				12/31/2011				12/31/2012				12/31/2011
			Income/(loss) before income taxes (GAAP)					$	18,103			$	20,820			$	18,292			$	69,088			$	50,381
			ADD BACK: Provision/ (credit) for loan losses						(5,000	)			(4,000	)			(2,500	)			(3,300	)			13,160
			Pre-tax, pre-provision earnings (Non-GAAP)					$	13,103			$	16,820			$	15,792			$	65,788			$	63,541
			Total operating expense (GAAP)					$	62,738			$	58,150			$	57,966			$	231,850			$	233,854
			LESS: Restructuring expense						1,631				3,581				653				5,911				8,055
			Total operating expenses (excluding restructuring costs) (Non-GAAP)					$	61,107			$	54,569			$	57,313			$	225,939			$	225,799
(6)		Interest Income on Non-taxable Investments and Loans are presented on an FTE basis using the federal statutory rate of 35% for each period presented.
(7)		Includes Loans Held for Sale and Nonaccrual Loans.
(8)		Assets and liabilities of discontinued operations are included in other assets and other liabilities in the average balance sheet presentation.
(9)		Includes Deposits Held for Sale.
(10)		The concentration of the Private Banking loan data and credit quality is primarily based on the location of the lender's regional offices. Loans in the Pacific Northwest region not expected to be included the sale of that region's offices have been included with New England at December 31, 2012, as those remaining loans will be managed out of the New England offices after the sale. Net loans from the Holding Company to certain principals of the Company's affiliate partners, loans at the Company's non-banking segments, and inter-company loan eliminations are identified as “Eliminations and other, net”.
(11)		Accruing substandard loans include loans that are classified as substandard but are still accruing interest income. The Bank may classify a loan as substandard where known information about possible credit problems of the related borrowers causes management to have doubts as to the ability of such borrowers to comply with the present repayment terms and which may result in disclosure of such loans as nonaccrual at some time in the future.
(12)		In addition to loans 30-89 days past due and accruing, at December 31, 2012, the Company had three loans totaling $3.6 million that were more than 90 days past due but still on accrual status. These loans originated in the New England region. At September 30, 2012, the Company had three loans totaling $2.7 million that were more than 90 days past due but still on accrual status. These loans originated in the New England and San Francisco regions. At December 31, 2011, there were two loans totaling less than $0.1 million that were more than 90 days past due but still on accrual status.

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