Byline Bancorp, Inc. Reports Second Quarter 2019 Financial Results

Byline Bancorp, Inc. (the “Company” or “Byline”)(NYSE: BY), the parent company of Byline Bank (the “Bank”), today reported net income of $13.2 million, or $0.34 per diluted share, for the second quarter of 2019, compared with net income of $12.6 million, or $0.34 per diluted share, for the first quarter of 2019, and net income of $2.8 million, or $0.08 per diluted share, for the second quarter of 2018. The Company’s financial results include certain costs associated with its integration of First Evanston Bancorp, Inc. and its bank subsidiary First Bank & Trust, and its acquisition of Oak Park River Forest Bankshares, Inc. (“Oak Park River Forest”) and its bank subsidiary Community Bank of Oak Park River Forest. Excluding these merger-related expenses, core system conversion expenses, and impairment charges on assets held for sale, adjusted net income¹ was $15.9 million, or $0.41 per adjusted diluted share, for the second quarter of 2019, compared with $14.0 million, or $0.38 per adjusted diluted share, for the first quarter of 2019, and $10.6 million, or $0.32 per adjusted diluted share, for the second quarter of 2018. A reconciliation of adjusted net income and adjusted diluted earnings per share to net income and diluted earnings per share, respectively, according to accounting principles generally accepted in the United States of America (“GAAP”) is provided in the financial tables at the end of this release.

Alberto J. Paracchini, President and Chief Executive Officer of Byline, commented, “We are pleased to report another quarter of solid results, characterized by a successful acquisition, a strong net interest margin, improved operating performance, and organic growth. Thanks to the efforts of our bankers and team members, we continued to experience healthy growth in loans and deposits. This quarter we also welcomed the customers and employees of Oak Park River Forest Bankshares, Inc. to Byline. This transaction further enhances our position in the Chicago Metropolitan market and provides us with solid opportunities for growth. Ensuring a smooth transition for customers and colleagues is a top priority for the remainder of 2019,” said Mr. Paracchini.

STATEMENTS OF OPERATIONS

Net Interest Income

The following table presents net interest income for the periods indicated:

The following table presents the quarter-to-date schedule of average interest-earning assets and average interest-bearing liabilities for the periods indicated:

The Company completed its acquisition of Oak Park River Forest in the second quarter of 2019. All references to this transaction in the following narrative are referred to as “the acquisition” or “our recent acquisition.” The total estimated fair value of assets acquired was approximately $323.9 million, including loans with an estimated fair value of $261.2 million and securities available-for-sale of $30.3 million. The estimated fair value of liabilities assumed was approximately $305.9 million, including deposits with an estimated fair value of $290.2 million.

Net interest income for the second quarter of 2019 was $54.4 million, an increase of $4.4 million, or 8.7%, from $50.1 million for the first quarter of 2019.

The increase in net interest income was primarily due to:

• An increase of $5.1 million in interest and fees on loans and leases, primarily due to loans added from the acquisition and growth in organic loan and lease originations; and
• An increase of $563,000 in interest income on securities, primarily due to additional purchases and securities acquired during the quarter.

Partially offset by:

• An increase of $1.2 million in interest expense on deposits, primarily due to deposits assumed as a result of the acquisition and an increase in average rates on time deposits and money market accounts.

Net interest margin for the second quarter of 2019 was 4.51%, an increase of eight basis points compared to 4.43% for the first quarter of 2019. Total net accretion income on acquired loans contributed 40 basis points to the net interest margin for the second quarter of 2019 compared to 46 basis points for the first quarter of 2019, a decrease of six basis points. The net interest margin increase was primarily driven by increased loan and lease yields resulting from the acquisition and higher U.S. government guaranteed loan originations during the quarter.

The average cost of total deposits was 0.92% for the second quarter of 2019, an increase of five basis points compared to the first quarter of 2019, primarily due to increased rates on interest-bearing deposits partially offset by increased average non-interest-bearing demand deposits. Additionally, there was growth in average time deposits of $83.1 million, average money market accounts of $83.0 million, average non-interest-bearing demand deposits of $68.2 million, average interest checking of $40.7 million, and average savings of $6.6 million, primarily attributed to the acquisition. We believe the acquisition provides a strong core deposit base, which helped offset the slightly higher deposit costs in the quarter.

Provision for Loan and Lease Losses

The provision for loan and lease losses was $6.4 million for the second quarter of 2019, an increase of $2.4 million compared to $4.0 million for the first quarter of 2019. The second quarter provision included allocations of $3.3 million for originated loans and leases, $2.5 million for acquired non-impaired loans, and $525,000 for acquired impaired loans. The increased provision during the second quarter of 2019 was primarily due to additional specific impairments on the unguaranteed balance of the U.S. government guaranteed portfolio and increases in the general reserves driven by newly originated loans and renewals of acquired non-impaired loans that have migrated to the originated loan portfolio.

Non-interest Income

The following table presents the components of non-interest income for the periods indicated:

Non-interest income for the second quarter of 2019 was $14.2 million, an increase of $2.2 million, or 18.3%, compared to $12.0 million for the first quarter of 2019.

The increase in total non-interest income was primarily due to:

• An increase of $1.2 million in net gains on sales of loans, primarily due to an increase in government guaranteed loan sales and average premiums;
• Net gains on sales of securities available-for-sale of $973,000 due to sales of agency and non-agency mortgage-backed, agency, municipal, and treasury securities during the quarter; and
• An increase of $228,000 in ATM and interchange fees, primarily due to increased transactional account volume during the quarter.

Partially offset by:

• A decrease of $329,000 in fees and service charges on deposits, primarily due to lower fee income from business and consumer accounts.

During the second quarter of 2019, the Company sold $75.2 million of U.S. government guaranteed loans compared to $66.2 million during the first quarter of 2019, contributing to the increase in net gains on sale of loans for the quarter. The increase in sales is primarily due to an increase in the volume of loans closed in the second quarter and the timing of loans closed becoming fully funded. The second quarter of 2019 included sales of $10.4 million of USDA loans while the first quarter of 2019 included sales of $479,000.

Non-interest Expense

The following table presents the components of non-interest expense for the periods indicated:

Non-interest expense for the second quarter of 2019 was $44.0 million, an increase of $3.3 million, or 8.1%, from $40.7 million for the first quarter of 2019.

The increase in total non-interest expense was primarily due to:

• An increase of $915,000 in legal, audit and other professional fees, primarily due to professional services incurred related to the acquisition and our core system conversion;
• An increase of $760,000 in salaries and employee benefits, primarily due to additional salary and employee benefit expenses subsequent to the acquisition closing, partially offset by a decrease in payroll taxes;
• An increase of $705,000 in data processing expense, primarily due to acquisition related and core system conversion expenses;
• An increase of $430,000 in regulatory assessments, primarily due to an FDIC credit in the first quarter; and
• An increase of $264,000 in loan and lease related expenses, primarily due to broker fee expenses associated with U.S. government guaranteed loan sales as a result of increased loan sales during the quarter.

Partially offset by:

• A decrease of $257,000 in other non-interest expense, primarily due to reduced asset impairment costs partially offset by an increased provision for unfunded commitments.

The Company’s efficiency ratio was 61.19% for the second quarter of 2019, compared with 62.68% for the first quarter of 2019. Excluding merger-related expenses, core system conversion expenses, and impairment charges on assets held for sale, the Company’s adjusted efficiency ratio¹ was 56.02% for the second quarter of 2019, compared with 59.55% for the first quarter of 2019.

INCOME TAXES

The Company recorded income tax expense of $5.1 million during the second quarter of 2019, an effective tax rate of 27.8%, compared to $4.8 million during the first quarter of 2019, an effective tax rate of 27.6%.

STATEMENTS OF FINANCIAL CONDITION

Total assets were $5.4 billion at June 30, 2019, an increase of $381.3 million compared to $5.0 billion at March 31, 2019, and an increase of $586.0 million compared to $4.8 billion at June 30, 2018.

The current quarter increase was primarily due to:

• An increase in loans and leases of $295.6 million, primarily due to an increase of $198.8 million in our acquired loan portfolio largely from the acquisition and an increase of $96.8 million in our originated loan portfolio;
• An increase in loans held for sale of $18.0 million, primarily due to the timing of loan sales at June 30, 2019;
• An increase in goodwill of $17.5 million due to the premium value associated with the acquisition; and
• An increase in due from counterparty of $13.5 million due to the timing of the settlement of loans sold at June 30, 2019.

The following table shows our allocation of the originated, acquired impaired and acquired non-impaired loans and leases at the dates indicated:

ASSET QUALITY

Non-Performing Assets

The following table sets forth the amounts of non-performing loans and leases, non-performing assets, and other real estate owned at the dates indicated:

Variances in non-performing assets:

• Non-performing loans and leases were $36.6 million at June 30, 2019, an increase of $6.1 million from $30.5 million at March 31, 2019, primarily due to defaults in the U.S. government guaranteed portfolio; and
• Other real estate owned was $8.1 million at June 30, 2019, an increase of $3.3 million from $4.8 million at March 31, 2019, due to properties added from the U.S. government guaranteed portfolio and properties added as a result of the acquisition during the second quarter of 2019. The government guaranteed portion of other real estate owned was $1.5 million at June 30, 2019.

Non-performing assets included $6.3 million of U.S. government guaranteed balances at June 30, 2019 and $5.1 million at March 31, 2019, an increase of $1.2 million, primarily due to defaults in the U.S. government guaranteed portfolio.

Allowance for Loan and Lease Losses

The following table presents the balance and activity within the allowance for loan and lease losses for the periods indicated:

The allowance for loan and lease losses as a percentage of total loans and leases held for investment increased to 0.81% at June 30, 2019, from 0.76% at March 31, 2019 and 0.59% at June 30, 2018.

Net Charge-Offs

Net charge-offs during the second quarter of 2019 were $2.4 million, or 0.25% of average loans and leases, on an annualized basis, an increase of $271,000 compared to $2.1 million, or 0.24% of average loans and leases, during the first quarter of 2019, and an increase from $1.9 million, or 0.29%, for the comparable quarter one year ago.

The net charge-offs during the quarter were primarily attributed to the unguaranteed portion of U.S. government guaranteed loans. Net charge-offs for the second quarter of 2019 included $2.3 million in the unguaranteed portion of U.S. government guaranteed loans, while net charge-offs for the first quarter of 2019 and second quarter of 2018 included $1.7 million in the unguaranteed portion of U.S. government guaranteed loans.

Deposits and Other Liabilities

The following table presents the composition of deposits at the dates indicated:

Total deposits were $4.1 billion at June 30, 2019, an increase of $251.7 million compared to March 31, 2019, primarily due to deposits assumed from the acquisition. Non-interest-bearing deposits to total deposits remained steady at 30.5% at March 31, 2019 and June 30, 2019.

The increase in the current quarter was primarily due to:

• An increase in money market demand deposits of $117.3 million, from $611.6 million at March 31, 2019 to $729.0 million at June 30, 2019, primarily driven by the acquisition and a $45.1 million increase in public funds;
• An increase in non-interest-bearing demand deposits of $77.1 million, to $1.2 billion at June 30, 2019, primarily driven by the acquisition;
• An increase in interest-bearing checking deposits of $39.7 million, from $305.4 million at March 31, 2019 to $345.1 million at June 30, 2019, primarily driven by the acquisition;
• An increase in other savings of $12.2 million, from $468.5 million at March 31, 2019 to $480.8 million at June 30, 2019, primarily driven by the acquisition; and
• An increase in time deposits of $5.4 million, to $1.3 billion at June 30, 2019, primarily driven by the acquisition.

Total borrowings and other liabilities were $613.3 million at June 30, 2019, an increase of $80.7 million from $532.7 million at March 31, 2019, primarily due to an increase in FHLB advances and an increase in accrued expenses and other liabilities.

Stockholders’ Equity

Total stockholders’ equity was $717.7 million at June 30, 2019, an increase of $48.9 million from $668.7 million at March 31, 2019. Stockholders’ equity increased $101.3 million from $616.4 million at June 30, 2018. The increases were primarily due to net income generated during the quarter and the $29.3 million in stock consideration issued in connection with the acquisition.

The following table presents the actual regulatory capital dollar amounts and ratios of the Company and Byline Bank as of June 30, 2019:

Capital ratios for the period presented are based on the Basel III regulatory capital framework as applied to the Company’s current business and operations, and are subject to, among other things, completion and filing of the Company’s regulatory reports and ongoing regulatory review and implementation guidance.

Conference Call, Webcast and Slide Presentation

The Company will host a conference call and webcast at 9:00 a.m. Central Time (10:00 a.m. Eastern Time) on Friday, July 26, 2019 to discuss its quarterly financial results. Analysts and investors may participate in the question-and-answer session. The call can be accessed via telephone at (877) 512-8755. A recorded replay can be accessed through August 9, 2019 by dialing (877) 344-7529; passcode: 10133221.

A slide presentation relating to the second quarter 2019 results will be accessible prior to the scheduled conference call. The slide presentation and webcast of the conference call can be accessed on the News and Events page of the Company’s investor relations website at www.bylinebancorp.com.

About Byline Bancorp, Inc.

Headquartered in Chicago, Byline Bancorp, Inc. is the parent company for Byline Bank, a full service commercial bank serving small- and medium-sized businesses, financial sponsors, and consumers. Byline Bank has approximately $5.4 billion in assets and operates more than 60 full service branch locations throughout the Chicago and Milwaukee metropolitan areas. Byline Bank offers a broad range of commercial and retail banking products and services including small ticket equipment leasing solutions and is one of the top five Small Business Administration lenders in the United States.

Non-GAAP Financial Measures

This release contains certain financial information determined by methods other than in accordance with accounting principles generally accepted in the United States of America (“GAAP”). These measures include adjusted net income, adjusted diluted earnings per share, adjusted efficiency ratio, adjusted non-interest expense to average assets, non-interest income to total revenues, adjusted return on average stockholders’ equity, adjusted return on average assets, pre-tax pre-provision return on average assets, adjusted pre-tax pre-provision return on average assets, tangible book value per common share, tangible common equity to tangible assets, return on average tangible common stockholders' equity, and adjusted return on average tangible common stockholders' equity. Management believes that these non-GAAP financial measures provide useful information to management and investors that is supplementary to the Company’s financial condition, results of operations and cash flows computed in accordance with GAAP; however, management acknowledges that our non-GAAP financial measures have a number of limitations. As such, these disclosures should not be viewed as a substitute for results determined in accordance with GAAP financial measures that we and other companies use. Management also uses these measures for peer comparison. See “Reconciliation of Non-GAAP Financial Measures” in the financial schedules included in this press release for a reconciliation of the non-GAAP financial measures to the comparable GAAP financial measures. Additionally, please refer to the Company’s Annual Report on Form 10-K for the detailed definitions of these non-GAAP financial measures.

Forward-Looking Statements

This communication contains forward-looking statements within the meaning of the U.S. federal securities laws. Forward-looking statements include, without limitation, statements concerning plans, estimates, calculations, forecasts and projections with respect to the anticipated future performance of the Company. These statements are often, but not always, made through the use of words or phrases such as ‘‘may’’, ‘‘might’’, ‘‘should’’, ‘‘could’’, ‘‘predict’’, ‘‘potential’’, ‘‘believe’’, ‘‘expect’’, ‘‘continue’’, ‘‘will’’, ‘‘anticipate’’, ‘‘seek’’, ‘‘estimate’’, ‘‘intend’’, ‘‘plan’’, ‘‘projection’’, ‘‘would’’, ‘‘annualized’’, “target” and ‘‘outlook’’, or the negative version of those words or other comparable words or phrases of a future or forward-looking nature. Forward-looking statements involve estimates and known and unknown risks, and reflect various assumptions and involve elements of subjective judgement and analysis, which may or may not prove to be correct, and which are subject to uncertainties and contingencies outside the control of Byline and its respective affiliates, directors, employees and other representatives, which could cause actual results to differ materially from those presented in this communication. No representations, warranties or guarantees are or will be made by Byline as to the reliability, accuracy or completeness of any forward-looking statements contained in this communication or that such forward-looking statements are or will remain based on reasonable assumptions. You should not place undue reliance on any forward-looking statements contained in this communication.

Certain risks and important factors that could affect Byline’s future results are identified in its Annual Report on Form 10-K and other reports filed with the Securities and Exchange Commission, including among other things under the heading “Risk Factors” in such Annual Report on Form 10-K. Any forward-looking statement speaks only as of the date on which it is made, and Byline undertakes no obligation to update any forward-looking statement, whether to reflect events or circumstances after the date on which the statement is made, to reflect new information or the occurrence of unanticipated events, or otherwise unless required under the federal securities laws.