First Republic Bank Reports Record Earnings

First Republic Bank (NYSE: FRC) today announced financial results for the third quarter and nine months ended September 30, 2012.

“We are very pleased with the continued stability and strength of our earnings, including mortgage banking results,” said Jim Herbert, Chairman and Chief Executive Officer of First Republic Bank. “Credit quality remains excellent, our capital ratios are strong and we have effectively managed our core net interest margin and efficiency ratio.”

Financial Highlights
  • Book value per share increased by 4% during the quarter and 15% year over year to $21.48.
  • Tier 1 leverage ratio increased to 9.33%, up from 8.95% a year ago.
  • Asset quality remains very strong; nonperforming assets were only 13 basis points of total assets.
  • Net income was $102.7 million for the third quarter of 2012, compared to $87.8 million for last year’s third quarter, up 17%. Diluted earnings per share (“EPS”) were $0.72 for the third quarter of 2012, compared to $0.66 for last year’s third quarter.
  • Excluding the impact of purchase accounting, net income for the third quarter of 2012 was $78.7 million, up 43% from last year’s third quarter. On this non-GAAP basis, the third quarter diluted EPS were $0.54, up 29% year over year. (1)
  • Net income was $292.4 million for the nine months ended September 30, 2012, an increase of 12% compared to the same period in 2011, and diluted EPS were $1.99 compared to $1.97 for the same period in 2011.
  • Excluding the impact of purchase accounting and the one-time charge on redemption of preferred stock in the second quarter of 2012, diluted EPS for the nine months ended September 30, 2012 were $1.53, up 24% compared to $1.23 for the same period in 2011. (1)
  • Net interest margin was 4.13% for the quarter, compared to 4.27% for the prior quarter and 4.48% for last year’s third quarter.
  • Excluding the impact of purchase accounting, the net interest margin was 3.47% for the quarter, compared to 3.48% for the prior quarter and 3.41% for last year’s third quarter. (1)
  • The efficiency ratio was 52.1% for the third quarter of 2012, compared to 52.4% for the prior quarter and 48.4% for last year’s third quarter.
  • Excluding the impact of purchase accounting, the efficiency ratio was 58.6% for this quarter, improving from 60.5% for the prior quarter and 58.8% for last year’s third quarter. (1)
  • Loan originations were $4.0 billion for the third quarter of 2012, slightly above the prior quarter; for the nine months ended September 30, 2012, loan originations were $11.2 billion.
  • Loans sold were $774 million for the quarter and pre-tax net gains on sales were $12.5 million, compared to sales of $436 million and net gains of $4.8 million in the prior quarter.
  • Loans outstanding were $26.9 billion at September 30, 2012, up 5% for the quarter.
  • Deposits were $25.7 billion at September 30, 2012, up 6% for the quarter.
  • Wealth management assets were $24.8 billion at September 30, 2012, up 7% for the quarter and 22% since year-end.

“First Republic continues to deliver strong results across the franchise,” said President and Chief Operating Officer, Katherine August-deWilde. “We’re building on the accelerating economic momentum in our coastal, urban markets. In particular, we’re pleased that the continuing high quality of our home loans is allowing us to sell into the secondary market with excellent execution.”

Asset Quality Remains Very Strong

The Bank’s credit quality remains strong. At September 30, 2012, nonperforming assets were only 13 basis points of total assets.

During the third quarter of 2012, the Bank recorded additional provisions for loan losses of $16.5 million. The Bank’s provision for loan losses is related primarily to loans outstanding that have been originated since July 1, 2010. At September 30, 2012, the allowance related to these loans totaled $96.6 million, or 0.56% of such loans.

Net charge-offs were $554,000 (1 basis point, annualized, of average loans) for the third quarter of 2012 and $1.3 million for the nine months ended September 30, 2012.

Continued Capital Strength

The Bank’s Tier 1 leverage ratio at September 30, 2012 was 9.33%, compared to 8.95% a year ago. The Bank continues to exceed all current regulatory guidelines for well-capitalized institutions.

Strong Book Value Growth

Book value per share was $21.48 at September 30, 2012, up 15% from a year ago.

Quarterly Cash Dividend Declared

The Bank has declared a quarterly cash dividend on its common stock of $0.10 per share. The dividend is payable on November 15, 2012 to shareholders of record on November 1, 2012.

Continued Franchise Development

Assets

Total assets at September 30, 2012 were $32.6 billion. During the first nine months of 2012, loans increased $3.8 billion, of which 60% was in single family loans and related home equity lines of credit; investment securities have increased $428 million in 2012.

Deposit mix continues to improve

At September 30, 2012, checking and savings accounts were 88% of total deposits, compared to 82% at year-end. The contractual rate paid on all deposits averaged 0.29% for the third quarter of 2012, compared to 0.38% for the prior quarter, with the reduction in the average rate paid coming both from an improved deposit mix and reduced rates paid on deposits.

At September 30, 2012, 96% of deposits were core deposits. (2)

Wealth management expansion

Total wealth management assets were $24.8 billion at September 30, 2012, up 7% for the quarter and 22% since year-end. Wealth management assets include investment management assets of $10.8 billion, brokerage assets and money market mutual funds of $9.2 billion, and trust and custody assets of $4.9 billion.

Wealth management fees earned, including investment advisory, trust and brokerage fees, were up 18% in the third quarter of 2012 compared to last year’s third quarter and were up 20% for the first nine months of 2012 compared to the prior year.

Mortgage banking activity strong

The Bank sold $774 million of primarily longer-term, fixed-rate home loans during the third quarter of 2012 and recorded net gains of $12.5 million. By comparison, during the prior quarter, the Bank sold $436 million of loans and recorded net gains of $4.8 million. The higher level of gain on sales resulted from a higher volume of loans sold and improved pricing on loans sold. For the nine months ended September 30, 2012, the Bank sold $1.8 billion of loans and recorded net gains of $21.1 million, compared to loan sales of $677 million and net gains of $6.1 million for the same period last year.

At September 30, 2012, the carrying value of mortgage servicing rights (“MSRs”) was $16.4 million, or 38 basis points of such loans serviced. Low interest rates and rapid loan repayments have resulted in continuing impairment charges on MSRs.

Loans serviced for investors totaled $4.3 billion at September 30, 2012, up 14% compared to $3.8 billion at September 30, 2011.

Income Statement and Key Ratio Summary

Strong revenues

Total revenues were $342.7 million for the third quarter of 2012, compared to $327.2 million for the prior quarter and $299.2 million for last year’s third quarter, a 15% increase from a year ago.

Excluding the impact of purchase accounting, revenues were $295.8 million for the third quarter of 2012, compared to $275.1 million for the prior quarter and $236.7 million for the third quarter of 2011, an 8% increase over the prior quarter and a 25% increase from a year ago. (1)

Net interest income growth

Net interest income was $298.8 million for the third quarter of 2012, compared to $290.6 million for the prior quarter and $268.9 million for the third quarter a year ago.

The strong increase in contractual net interest income was primarily due to increases in the average balances of loans and investment securities as well as lower deposit costs. Excluding the impact of purchase accounting, net interest income (contractual net interest income) was $252.2 million for the third quarter of 2012, compared to $238.4 million for the prior quarter and $206.6 million for the third quarter of 2011, up 6% over the prior quarter and up 22% from a year ago. (1)

Net interest margin

The Bank’s net interest margin was 4.13% for the third quarter of 2012, compared to 4.27% for the second quarter of 2012 and 4.48% for the third quarter a year ago.

Excluding the impact of purchase accounting, net interest margin (contractual net interest margin) was 3.47% for the third quarter of 2012, compared to 3.48% for the prior quarter and up from 3.41% for the third quarter a year ago. (1)

The contractual net interest margin remained stable compared to the prior quarter as lower deposit costs and the investment of more cash largely offset declines in contractual loan yields.

Noninterest income

Noninterest income for the third quarter of 2012 was $43.8 million, up 20% compared to $36.6 million for the prior quarter and up 45% compared to $30.3 million for the third quarter a year ago. For the nine months ended September 30, 2012, noninterest income was $113.1 million, up 28% compared to $88.5 million for the same period in 2011. These increases were primarily due to increases in investment advisory, trust and foreign exchange fees and gain on sale of loans, partially offset by a decline in net loan servicing fees.

Noninterest expense

Noninterest expense for the third quarter of 2012 was $178.4 million, compared to $171.6 million for the prior quarter and $144.8 million for the third quarter a year ago, a 4% increase over the prior quarter and a 23% increase year over year. Noninterest expense has grown primarily due to an increase in personnel to support loan, deposit and wealth management growth, increased occupancy costs as the Bank added both corporate office space and deposit offices, increased costs related to investments in technology and increased expenses related to tax credit investments.

Efficiency ratio

The Bank’s efficiency ratio was 52.1% for the third quarter of 2012, compared to 52.4% for the second quarter of 2012 and 48.4% for the third quarter a year ago. For the nine months ended September 30, 2012 and 2011, the efficiency ratio was 52.3% and 48.2%, respectively.

Excluding the impact of purchase accounting, the Bank’s efficiency ratio was 58.6% for the third quarter of 2012, compared to 60.5% for the second quarter of 2012 and 58.8% for the third quarter a year ago. For the nine months ended September 30, 2012 and 2011, the efficiency ratio was 59.5% and 58.9%, respectively. (1)

Income tax rate

The Bank provides for income taxes based on an estimate of earnings and tax preference items for each calendar year. The Bank’s effective tax rate for the three and nine months ended September 30, 2012 was 30.5% and represents the current estimated tax rate for the full year 2012.

_________

(1) See non-GAAP reconciliation under section “Use of Non-GAAP Financial Measures.”

(2) Core deposits exclude CDs greater than $250,000.

Conference Call Details

First Republic Bank’s third quarter 2012 earnings conference call is scheduled for October 17, 2012 at 11:00 a.m. PDT / 2:00 p.m. EDT. To listen to the live call by telephone, please dial (877) 882-8809 approximately 10 minutes prior to the start time (to allow time for registration) and use conference ID #37414610. International callers should dial (734) 823-3244. The call will also be broadcast live over the Internet and can be accessed in the Investor Relations section of First Republic’s website at www.firstrepublic.com. To listen to the live webcast, please visit the site at least 15 minutes prior to the start of the call to register, download and install any necessary audio software. A replay of the call will also be available for 90 days on the website. For those unable to participate in the live presentation, a replay will be available beginning October 17, 2012, at 2:00 p.m. PDT / 5:00 p.m. EDT, through October 24, 2012, at 8:59 p.m. PDT / 11:59 p.m. EDT. To access the replay, dial (855) 859-2056 (U.S.) and use conference ID #37414610. International callers should dial (404) 537-3406 and enter the same conference ID number. The Bank’s press releases are available after release on the Bank’s website at www.firstrepublic.com.

About First Republic Bank

First Republic Bank (“First Republic” or the “Bank”) and its subsidiaries provide private banking, private business banking and private wealth management. Founded in 1985, First Republic specializes in exceptional, relationship-based service offered through preferred banking or wealth management offices primarily in San Francisco, Palo Alto, Los Angeles, Santa Barbara, Newport Beach, San Diego, Portland, Boston, Greenwich and New York City. First Republic offers a complete line of banking products for individuals and businesses, including deposit services, as well as residential, commercial and personal loans. First Republic is a component of the S&P Total Market Index, the Wilshire 5000 Total Market Index SM, the Russell 1000 ®, Russell 3000 ® and Russell Global indices and six Dow Jones indices. More information is available on the Bank’s website at www.firstrepublic.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements in this press release that are not historical facts are hereby identified as “forward-looking statements” for the purpose of the safe harbor provided by Section 21E of the Securities Exchange Act of 1934. Any statements about our expectations, beliefs, plans, predictions, forecasts, objectives, assumptions or future events or performance are not historical facts and may be forward-looking. These statements are often, but not always, made through the use of words or phrases such as “anticipates,” “believes,” “can,” “could,” “may,” “predicts,” “potential,” “should,” “will,” “estimates,” “plans,” “projects,” “continuing,” “ongoing,” “expects,” “intends” and similar words or phrases and include statements about economic performance in our markets, growth in our loan originations and wealth management assets, and our projected tax rate. Accordingly, these statements are only predictions and involve estimates, known and unknown risks, assumptions and uncertainties that could cause actual results to differ materially from those expressed in them. Factors that could cause actual results to differ from those discussed in the forward-looking statements include, but are not limited to: our ability to compete for banking and wealth management customers; earthquakes and other natural disasters in our markets; changes in interest rates; our ability to maintain high underwriting standards; economic conditions in our markets; and conditions in financial markets and economic conditions generally; regulatory restrictions on our operations and current or future legislative or regulatory changes affecting the banking and investment management industries. For a discussion of these and other risks and uncertainties, see First Republic’s FDIC filings, including, but not limited to, the risk factors in First Republic’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. These filings are available in the Investor Relations section of our website. All forward-looking statements are necessarily only estimates of future results, and there can be no assurance that actual results will not differ materially from expectations, and, therefore, you are cautioned not to place undue reliance on such statements. Further, any forward-looking statement speaks only as of the date on which it is made, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events.

CONSOLIDATED STATEMENT OF INCOME
     
Three Months Three Months Nine Months
Ended Ended Ended
September 30, June 30, September 30,
(in thousands, except per share amounts) 2012   2011 2012 2012   2011
Interest income:
Interest on loans $ 295,045 $ 278,770 $ 291,040 $ 865,759 $ 816,278
Interest on investments 31,638 19,962 30,265 90,762 47,840
Interest on cash equivalents 653   1,609   822   2,098   4,078
Total interest income 327,336   300,341   322,127   958,619   868,196
 
Interest expense:
Interest on customer deposits 13,584 21,573 16,678 45,249 65,640
Interest on FHLB advances and other borrowings 14,492 9,295 14,302 41,139 20,636
Interest on subordinated notes 439   567   550   1,545   1,718
Total interest expense 28,515   31,435   31,530   87,933   87,994
 
Net interest income 298,821 268,906 290,597 870,686 780,202
Provision for loan losses 16,505   15,531   14,875   46,232   36,170
Net interest income after provision for loan losses 282,316   253,375   275,722   824,454   744,032
 
Noninterest income:
Investment advisory fees 15,376 12,663 14,674 42,749 35,133
Brokerage and investment fees 2,346 2,776 2,667 7,778 7,277
Trust fees 2,376 1,588 2,185 6,334 5,008
Foreign exchange fee income 3,297 2,690 2,639 8,357 6,937
Deposit customer fees 3,522 3,786 3,445 10,248 11,199
Loan servicing fees, net (2,916 ) (400 ) (704 ) (5,524 ) 173
Loan and related fees 1,514 1,501 1,465 4,462 3,150
Gain on sale of loans 12,547 1,301 4,754 21,110 6,082
Income from investments in life insurance 4,985 3,536 5,618 15,974 11,358
Other income (loss) 792   824   (104 ) 1,635   2,211
Total noninterest income 43,839   30,265   36,639   113,123   88,528
 
Noninterest expense:
Salaries and related benefits 87,204 67,780 81,533 251,244 200,734
Occupancy 21,229 17,088 20,690 61,814 49,014
Information systems 18,843 14,905 17,746 52,763 41,630
Advertising and marketing 5,953 6,883 7,144 19,059 20,245
FDIC and other deposit assessments 6,400 5,161 5,902 17,702 18,358
Professional fees 5,263 4,205 5,453 14,994 11,648
Amortization of intangibles 5,087 5,602 5,170 15,545 17,279
Tax credit investments 5,348 3,162 4,521 15,119 6,240
Other expenses 23,063   20,003   23,396   66,460   53,459
Total noninterest expense 178,390   144,789   171,555   514,700   418,607
 
Income before provision for income taxes 147,765 138,851 140,806 422,877 413,953
Provision for income taxes 45,069   49,986   42,274   128,978   149,023
Net income before noncontrolling interests 102,696 88,865 98,532 293,899 264,930
Less: Net income from noncontrolling interests   1,072   625   1,538   3,533
First Republic Bank net income 102,696 87,793 97,907 292,361 261,397
Dividends on preferred stock 5,667 4,091 12,209
Redemption of preferred stock     13,200   13,200  
Net income available to common stockholders $ 97,029   $ 87,793   $ 80,616   $ 266,952   $ 261,397
 
Basic earnings per common share $ 0.75   $ 0.68   $ 0.62   $ 2.06   $ 2.03
Diluted earnings per common share $ 0.72   $ 0.66   $ 0.60   $ 1.99   $ 1.97
Dividends per common share $ 0.10   $   $   $ 0.10   $
 
Weighted average shares - basic 130,194   129,207   129,890   129,862   128,976
Weighted average shares - diluted 134,374   132,437   134,002   134,004   132,683
 

CONSOLIDATED BALANCE SHEET
 
As of
September 30,  

 
  December 31,   September 30,
($ in thousands) 2012

June 30, 2012
2011 2011

ASSETS
Cash and cash equivalents $ 877,758 $ 800,818 $ 630,780 $ 2,064,245
Securities purchased under agreements to resell 23,348 19,330 4,890 4,890
Investment securities available-for-sale 798,874 782,098 722,280 558,832
Investment securities held-to-maturity 2,448,888 2,323,241 2,097,198 1,709,782
 
Loans:
Single family (1-4 units) 16,018,135 15,192,602 13,538,218 12,759,861
Home equity lines of credit 1,887,444 1,934,143 1,878,969 1,829,992
Commercial real estate 2,813,805 2,719,024 2,504,791 2,429,259
Multifamily (5+ units) 2,767,405 2,631,934 2,437,169 2,272,048
Single family construction 234,399 209,156 183,863 185,652
Multifamily/commercial construction 151,632 129,159 122,885 98,568
Commercial business loans 2,236,039 2,036,005 1,656,795 1,439,357
Other secured 374,820 345,117 260,598 187,664
Unsecured loans and lines of credit 216,380 163,942 132,973 122,567
Stock secured 122,543   99,346   103,208   92,403  
Total unpaid principal balance 26,822,602   25,460,428   22,819,469   21,417,371  
Net unaccreted discount (368,893 ) (410,197 ) (493,895 ) (542,319 )
Net deferred fees and costs 19,723 17,780 10,020 8,894
Allowance for loan losses (113,000 ) (97,049 ) (68,113 ) (53,304 )
Loans, net 26,360,432   24,970,962   22,267,481   20,830,642  
 
Loans held for sale 63,469 63,957 305,881 59,374
Investments in life insurance 695,240 620,085 585,956 486,101
Tax credit investments 475,352 419,968 330,447 233,427
Prepaid expenses and other assets 534,463 686,096 548,395 530,268
Premises, equipment and leasehold improvements, net 133,344 128,481 118,365 112,562
Goodwill 24,604 24,604 24,604 24,604
Other intangible assets 121,369 126,456 134,574 140,018
Mortgage servicing rights 16,387 17,415 17,269 20,089
Other real estate owned 2,642   3,490   3,681   3,533  
Total Assets $ 32,576,170   $ 30,987,001   $ 27,791,801   $ 26,778,367  
 

LIABILITIES AND EQUITY
Liabilities:
Customer deposits:
Noninterest-bearing accounts $ 8,371,083 $ 7,546,456 $ 6,115,571 $ 5,242,610
Interest-bearing checking accounts 4,151,311 3,765,848 3,675,813 2,794,413
Money Market (MM) checking accounts 3,948,693 3,645,809 3,139,448 3,454,128
MM savings and passbooks 6,031,228 5,876,837 5,520,558 5,424,025
Certificates of deposit 3,201,763   3,380,353   4,007,869   4,854,864  
Total customer deposits 25,704,078   24,215,303   22,459,259   21,770,040  
 
FHLB advances 3,150,000 3,150,000 2,200,000 2,100,000
Subordinated notes 64,346 65,711 66,386
Debt related to variable interest entity 61,221 53,581 63,259 21,891
Other liabilities 498,469   447,158   408,550   330,931  
Total Liabilities 29,413,768   27,930,388   25,196,779   24,289,248  
 
Equity:
First Republic Bank stockholders’ equity:
Preferred stock 349,525 349,525
Common stock 1,309 1,305 1,294 1,293
Additional paid-in capital 2,023,338 2,012,857 2,020,832 2,014,020
Retained earnings 761,498 677,573 494,450 403,759
Accumulated other comprehensive income (loss) 26,732   15,353   1,186   (7,213 )
Total First Republic Bank stockholders’ equity 3,162,402 3,056,613 2,517,762 2,411,859
Noncontrolling interests     77,260   77,260  
Total Equity 3,162,402   3,056,613   2,595,022   2,489,119  
Total Liabilities and Equity $ 32,576,170   $ 30,987,001   $ 27,791,801   $ 26,778,367  
 
  Three Months   Three Months   Nine Months
Ended Ended Ended
September 30, June 30, September 30,
($ in thousands) 2012   2011 2012 2012   2011

Operating Information
Loans originated $ 4,040,844 $ 2,628,081 $ 3,963,579 $ 11,160,949 $ 6,926,460
Loans sold $ 774,230 $ 171,493 $ 435,786 $ 1,762,066 $ 676,532
Net income to average assets (3) 1.27 % 1.33 % 1.29 % 1.28 % 1.43 %

Net income available to common stockholders to average common equity (3)
13.89 % 14.61 % 12.07 % 13.28 % 15.23 %
Dividend payout ratio 13.8 %
Efficiency ratio (4) 52.1 % 48.4 % 52.4 % 52.3 % 48.2 %
Efficiency ratio (non-GAAP) (4), (5) 58.6 % 58.8 % 60.5 % 59.5 % 58.9 %
 

Yields/Rates (3)
Cash and cash equivalents 0.25 % 0.26 % 0.26 % 0.26 % 0.26 %
Securities purchased under agreements to resell 0.13 % 0.00 % 0.13 % 0.12 % 0.04 %
Investment securities (6) 5.54 % 5.50 % 5.57 % 5.59 % 5.77 %
Loans (6) 4.54 % 5.50 % 4.83 % 4.75 % 5.62 %
Total interest-earning assets 4.50 % 4.99 % 4.71 % 4.67 % 5.14 %
 
Checking 0.01 % 0.04 % 0.02 % 0.02 % 0.04 %
Money market checking and savings 0.17 % 0.38 % 0.29 % 0.22 % 0.43 %
CDs 1.09 % 0.97 % 1.09 % 1.07 % 0.91 %
Total deposits 0.21 % 0.40 % 0.28 % 0.25 % 0.43 %
FHLB advances 1.80 % 1.78 % 1.80 % 1.83 % 2.10 %
Other borrowings 2.49 % 3.03 % 2.58 % 2.57 % 2.89 %
Total borrowings 1.82 % 1.83 % 1.83 % 1.86 % 2.15 %
Total interest-bearing liabilities 0.40 % 0.53 % 0.47 % 0.43 % 0.54 %
 
Net interest spread 4.10 % 4.46 % 4.24 % 4.24 % 4.60 %
 
Net interest margin 4.13 % 4.48 % 4.27 % 4.26 % 4.63 %
 
Net interest margin (non-GAAP) (5) 3.47 % 3.41 % 3.48 % 3.53 % 3.49 %
 
(3) Ratios are annualized.
(4) Efficiency ratio is the ratio of noninterest expense to the sum of net interest income and noninterest income.
(5) For a reconciliation of these ratios to the equivalent GAAP ratios, see “Use of Non-GAAP Financial Measures.”
(6) Yield is calculated on a tax-equivalent basis.
 

The following table separates our loan portfolio as of September 30, 2012 between loans acquired on July 1, 2010 and loans originated since July 1, 2010:
  Composition of Loan Portfolio
Loans acquired   Loans originated   Total loans at
on July 1, since July 1, September 30,
($ in thousands) 2010 2010 2012
Single family (1-4 units) $ 5,662,354 $ 10,355,781 $ 16,018,135
Home equity lines of credit 1,096,467 790,977 1,887,444
Commercial real estate 1,378,047 1,435,758 2,813,805
Multifamily (5+ units) 897,549 1,869,856 2,767,405
Single family construction 16,868 217,531 234,399
Multifamily/commercial construction 12,811 138,821 151,632
Commercial business loans 491,866 1,744,173 2,236,039
Other secured 63,864 310,956 374,820
Unsecured loans and lines of credit 44,783 171,597 216,380
Stock secured 13,145   109,398   122,543  
Total unpaid principal balance 9,677,754   17,144,848   26,822,602  
Net unaccreted discount (368,175 ) (718 ) (368,893 )
Net deferred fees and costs (7,999 ) 27,722 19,723
Allowance for loan losses (16,415 ) (96,585 ) (113,000 )
Loans, net $ 9,285,165   $ 17,075,267   $ 26,360,432  
 
  As of
September 30,     December 31,   September 30,
(in thousands, except per share amounts) 2012 June 30, 2012 2011 2011

Book Value
Number of shares of common stock outstanding 130,950   130,532   129,372   129,259  
Book value per common share $ 21.48   $ 20.74   $ 19.46   $ 18.66  
Tangible book value per common share $ 20.37   $ 19.58   $ 18.23   $ 17.39  
 

Capital Ratios
Tier 1 leverage ratio 9.33 % 9.55 % 8.81 % 8.95 %
Tier 1 common equity ratio (7) 11.98 % 12.03 % 12.84 % 13.36 %
Tier 1 risk-based capital ratio 13.57 % 13.68 % 13.25 % 13.81 %
Total risk-based capital ratio 14.12 % 14.17 % 13.65 % 14.15 %
 
(7) Tier 1 common equity ratio represents common equity less goodwill and intangible assets divided by risk-weighted assets.
 
  As of
September 30,  

 
  December 31,   September 30,
($ in millions) 2012

June 30, 2012
2011 2011

Assets Under Management
First Republic Investment Management $ 10,782 $ 9,918 $ 7,940 $ 7,390
 
Brokerage and Investment:
Brokerage 8,499 7,663 6,806 6,529
Money Market Mutual Funds 658   779   1,037   580
Total Brokerage and Investment 9,157   8,442   7,843   7,109
 
Trust Company:
Trust 2,053 2,196 1,963 1,868
Custody 2,841   2,734   2,641   2,100
Total Trust Company 4,894   4,930   4,604   3,968
Total Wealth Management Assets 24,833   23,290   20,387   18,467
 
Loans serviced for investors 4,276   3,827   3,381   3,751
Total fee-based assets $ 29,109   $ 27,117   $ 23,768   $ 22,218
 

Asset Quality Information
       
As of
September 30,

 
December 31, September 30,
($ in thousands) 2012

June 30, 2012
2011 2011
Nonperforming assets:
Nonaccrual loans $ 38,892 $ 28,595 $ 26,373 $ 27,843
Other real estate owned 2,642   3,490   3,681   3,533  
Total nonperforming assets $ 41,534   $ 32,085   $ 30,054   $ 31,376  
 
Nonperforming assets to total assets 0.13 % 0.10 % 0.11 % 0.12 %
 
Accruing loans 90 days or more past due $ 970 $ $ $
 
Restructured performing loans $ 7,984 $ 7,978 $ 6,674 $ 5,169
 
  Three Months   Three Months   Nine Months
Ended Ended Ended
September 30, June 30, September 30,
($ in thousands) 2012   2011 2012 2012   2011
Net loan charge-offs to allowance for loan losses $ 554 $ 427 $ 244 $ 1,345 $ 1,675
Net loan charge-offs to average total loans (annualized) 0.01 % 0.01 % 0.00 % 0.01 % 0.01 %
 
  Average Balance Sheet
Three Months   Three Months   Nine Months
Ended Ended Ended
September 30, June 30, September 30,
($ in thousands) 2012   2011 2012 2012   2011
Assets:
Cash equivalents $ 1,049,210 $ 2,424,963 $ 1,251,267 $ 1,070,772 $ 2,111,933
Securities purchased under agreements to resell 13,139 5,979 17,810 17,307 6,935
Investment securities (8) 3,302,354 2,133,224 3,142,539 3,135,180 1,652,753
Loans (9) 25,980,676   20,165,475   24,182,518   24,392,316   19,348,142
Total interest-earning assets 30,345,379 24,729,641 28,594,134 28,615,575 23,119,763
Noninterest-earning assets 1,877,610   1,471,588   1,837,582   1,816,367   1,365,327
Total Assets $ 32,222,989   $ 26,201,229   $ 30,431,716   $ 30,431,942   $ 24,485,090
 
Liabilities and Equity:
Checking $ 12,140,060 $ 7,406,764 $ 10,792,468 $ 10,898,585 $ 6,678,178
Money market checking and savings 9,928,506 8,947,218 9,480,389 9,555,916 8,519,536
CDs (9) 3,281,567   4,955,129   3,467,158   3,501,930   5,284,152
Total deposits 25,350,133 21,309,111 23,740,015 23,956,431 20,481,866
FHLB advances 3,150,000 2,053,261 3,139,011 2,940,693 1,297,436
Subordinated notes (9) 54,309 66,713 64,680 61,425 67,371
Debt related to variable interest entity 56,701   22,173   59,850   59,648   23,364
Total borrowings 3,261,010   2,142,147   3,263,541   3,061,766   1,388,171
Total interest-bearing liabilities 28,611,143 23,451,258 27,003,556 27,018,197 21,870,037
Noninterest-bearing liabilities 483,522 288,943 447,526 441,444 239,409
Common equity 2,778,799 2,383,768 2,686,401 2,685,169 2,293,985
Preferred equity 349,525 247,657 249,565
Noncontrolling interests   77,260   46,576   37,567   81,659
Total Liabilities and Equity $ 32,222,989   $ 26,201,229   $ 30,431,716   $ 30,431,942   $ 24,485,090
 
(8) Includes FHLB stock.
(9) Average balances are presented net of purchase accounting discounts or premiums.
 

Purchase Accounting Accretion and Amortization

The following table presents the impact of purchase accounting for the periods indicated:
  Three Months   Three Months   Nine Months
Ended Ended Ended
September 30, June 30, September 30,
($ in thousands) 2012   2011 2012 2012   2011
Accretion/amortization to net interest income:
Loans $ 41,351 $ 48,903 $ 45,768 $ 125,272 $ 135,985
Deposits 4,724 12,755 5,715 17,897 43,828
Borrowings 576   668   686   1,942   1,988
Total $ 46,651   $ 62,326   $ 52,169   $ 145,111   $ 181,801
 
Noninterest income:
Gain on sale of loans $ $ $ $ $ 3,827
Loan commitments 171   143   15   255   1,363
Total $ 171   $ 143   $ 15   $ 255   $ 5,190
 
Amortization to noninterest expense:
Intangible assets $ 5,087   $ 5,602   $ 5,170   $ 15,545   $ 17,279

Use of Non-GAAP Financial Measures

Our accounting and reporting policies conform to generally accepted accounting principles in the United States (“GAAP”) and the prevailing practices in the banking industry. However, due to the application of purchase accounting, management uses certain non-GAAP measures and ratios that exclude the impact of these items to evaluate our performance, including net income, earnings per share, net interest margin and the efficiency ratio.

Our net income, earnings per share, net interest margin and efficiency ratio are significantly impacted by accretion and amortization of the fair value adjustments recorded in purchase accounting. The accretion and amortization affect our net income, earnings per share and certain operating ratios as we accrete loan discounts to interest income; accrete discounts on loan commitments to noninterest income; recognize discounts established in purchase accounting on the sale of loans, which increase gain on sale of loans; amortize premiums on liabilities such as CDs and subordinated notes to interest expense; and amortize intangible assets to noninterest expense. In addition, earnings per share for the nine months ended September 30, 2012 were impacted following the redemption of the First Republic Preferred Capital Corporation (“FRPCC”) Series D preferred stock in the second quarter of 2012 due to the $13.2 million difference between the liquidation preference and the carrying value established in purchase accounting.

We believe these non-GAAP measures and ratios, when taken together with the corresponding GAAP measures and ratios, provide meaningful supplemental information regarding our performance. Our management uses, and believes that investors benefit from referring to, these non-GAAP measures and ratios in assessing our operating results and related trends, and when planning and forecasting future periods. However, these non-GAAP measures and ratios should be considered in addition to, not as a substitute for or preferable to, ratios prepared in accordance with GAAP. In the tables below, we have provided a reconciliation of, where applicable, the most comparable GAAP financial measures and ratios to the non-GAAP financial measures and ratios, or a reconciliation of the non-GAAP calculation of the financial measure for the periods indicated:
  Three Months   Three Months   Nine Months
Ended Ended Ended
September 30, June 30, September 30,
(in thousands, except per share amounts) 2012   2011 2012 2012   2011
Non-GAAP earnings
Net income $ 102,696 $ 87,793 $ 97,907 $ 292,361 $ 261,397
Accretion / amortization added to net interest income (46,651 ) (62,326 ) (52,169 ) (145,111 ) (181,801 )
Discounts recognized in gain on sale of loans (3,827 )
Accretion added to noninterest income (171 ) (143 ) (15 ) (255 ) (1,363 )
Amortization of intangible assets 5,087 5,602 5,170 15,545 17,279
Add back tax impact of the above items 17,737   24,169   19,981   55,174   72,128  
Non-GAAP net income 78,698 55,095 70,874 217,714 163,813
Dividends on preferred stock (5,667 ) (4,091 ) (12,209 )
Redemption of FRPCC preferred stock (13,200 ) (13,200 )
Impact of FRPCC preferred stock redemption     13,200   13,200    
Non-GAAP net income available to common stockholders $ 73,031   $ 55,095   $ 66,783   $ 205,505   $ 163,813  
 
GAAP earnings per common share - diluted $ 0.72 $ 0.66 $ 0.60 $ 1.99 $ 1.97
Impact of purchase accounting, net of tax (0.18 ) (0.24 ) (0.20 ) (0.56 ) (0.74 )
Impact of FRPCC preferred stock redemption     0.10   0.10    
Non-GAAP earnings per common share - diluted $ 0.54   $ 0.42   $ 0.50   $ 1.53   $ 1.23  
 
Weighted average diluted common shares outstanding 134,374   132,437   134,002   134,004   132,683  
 
  Three Months   Three Months   Nine Months
Ended Ended Ended
September 30, June 30, September 30,
($ in thousands) 2012   2011 2012 2012   2011
Net interest margin
Net interest income $ 298,821 $ 268,906 $ 290,597 $ 870,686 $ 780,202
Add: Tax-equivalent adjustment 17,007   10,612   15,943   47,993   26,733  
Net interest income (tax-equivalent basis) 315,828 279,518 306,540 918,679 806,935
Less: Accretion / amortization (46,651 ) (62,326 ) (52,169 ) (145,111 ) (181,801 )
Non-GAAP net interest income (tax-equivalent basis) $ 269,177   $ 217,192   $ 254,371   $ 773,568   $ 625,134  
 
Average interest-earning assets $ 30,345,379 $ 24,729,641 $ 28,594,134 $ 28,615,575 $ 23,119,763
Add: Average unamortized loan discounts 396,197   574,706   439,947   438,897   618,049  
Average interest-earning assets (non-GAAP) $ 30,741,576   $ 25,304,347   $ 29,034,081   $ 29,054,472   $ 23,737,812  
 
Net interest margin – reported 4.13 % 4.48 % 4.27 % 4.26 % 4.63 %
Net interest margin (non-GAAP) 3.47 % 3.41 % 3.48 % 3.53 % 3.49 %
 
  Three Months   Three Months   Nine Months
Ended Ended Ended
September 30, June 30, September 30,
($ in thousands) 2012   2011 2012 2012   2011
Efficiency ratio
Net interest income $ 298,821 $ 268,906 $ 290,597 $ 870,686 $ 780,202
Less: Accretion / amortization (46,651 ) (62,326 ) (52,169 ) (145,111 ) (181,801 )
Net interest income (non-GAAP) $ 252,170   $ 206,580   $ 238,428   $ 725,575   $ 598,401  
 
Noninterest income $ 43,839 $ 30,265 $ 36,639 $ 113,123 $ 88,528
Less: Accretion of discounts on loan commitments (171 ) (143 ) (15 ) (255 ) (1,363 )
Discounts recognized in gain on sale of loans         (3,827 )
Noninterest income (non-GAAP) $ 43,668   $ 30,122   $ 36,624   $ 112,868   $ 83,338  
 
Total revenue $ 342,660 $ 299,171 $ 327,236 $ 983,809 $ 868,730
Total revenue (non-GAAP) $ 295,838 $ 236,702 $ 275,052 $ 838,443 $ 681,739
 
Noninterest expense $ 178,390 $ 144,789 $ 171,555 $ 514,700 $ 418,607
Less: Intangible amortization (5,087 ) (5,602 ) (5,170 ) (15,545 ) (17,279 )
Noninterest expense (non-GAAP) $ 173,303   $ 139,187   $ 166,385   $ 499,155   $ 401,328  
 
Efficiency ratio 52.1 % 48.4 % 52.4 % 52.3 % 48.2 %
Efficiency ratio (non-GAAP) 58.6 % 58.8 % 60.5 % 59.5 % 58.9 %
 

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