BOK Financial Corporation : BOK Financial Reports Quarterly Earnings of $76 Million

BOK Financial Corporation reported net income of $75.7 million or $1.10 per diluted share for the third quarter of 2013. Net income was $79.9 million or $1.16 per diluted share for the second quarter of 2013 and $87.4 million or $1.27 per diluted share for the third quarter of 2012.

Net income for the nine months ended September 30, 2013 totaled $243.6 million or $3.54 per diluted share compared to $268.6 million or $3.92 per diluted share for the nine months ended September 30, 2012.

"This quarter proved to be challenging as uncertainty over government policies continued to drive higher long-term interest rates. Our mortgage banking revenue declined 36% due to a combination of narrowed gain on sale margins and lower production volumes," said President and Chief Executive Officer Stan Lybarger. "BOK Financial remains committed to driving long-term growth in non-interest income. We recently announced the acquisition of GTRUST Financial Corporation, a Topeka, Kansas-based independent trust and asset management company which will increase assets under management and provide new wealth management capability that can be leveraged across our entire geographic footprint."

Mr. Lybarger continued, "Credit quality remains solid, which required an $8.5 million reduction in our combined allowance for credit losses. BOK Financial remains extremely well capitalized. Our Tier 1 common equity ratio stands at 13.33%. Recognizing our strong capital position, the Company's board of directors approved an increase in the quarterly dividend to 40 cents per share."

Highlights of third quarter of 2013 included:

• Net interest revenue totaled $166.4 million for the third quarter of 2013 compared to $167.2 million for the second quarter of 2013. Net interest margin was 2.80% for the third quarter of 2013 and 2.81% for the second quarter of 2013.
• Fees and commissions revenue totaled $146.8 million, a decrease of $14.1 million compared to the second quarter of 2013. Mortgage banking revenue decreased $13.1 million as gain on sale margins compressed and production activity slowed. Mortgage loans funded for sale were down 10% and mortgage commitments decreased 36%.
• Operating expenses, excluding changes in the fair value of mortgage servicing rights, totaled $210.3 million, largely unchanged compared to the previous quarter. Personnel expense decreased $2.3 million. Non-personnel expense increased $1.7 million.
• An $8.5 million negative provision for credit losses was recorded in the third quarter of 2013 and no provision for credit losses was recorded in the second quarter. Net charge-offs in the third quarter of 2013 totaled $299 thousand or 0.01% of average loans on an annualized basis compared to $2.3 million or 0.08% of average loans on an annualized basis in the second quarter.
• The combined allowance for credit losses totaled $196 million or 1.59% of outstanding loans at September 30, 2013 compared to $205 million or 1.65% of outstanding loans at June 30, 2013. Nonperforming assets that are not guaranteed by U.S. government agencies totaled $183 million or 1.49% of outstanding loans and repossessed assets (excluding those guaranteed by U.S. government agencies) at September 30, 2013 and $200 million or 1.62% of outstanding loans and repossessed assets (excluding those guaranteed by U.S. government agencies) at June 30, 2013.
• Average loans increased $125 million over the previous quarter due primarily to growth in commercial real estate loans. Average commercial loans were unchanged. Period-end outstanding loan balances were $12.4 billion at September 30, 2013, a decrease of $91 million compared to June 30, 2013. Commercial loan balances decreased $137 million during the third quarter, partially offset by a $32 million increase in commercial real estate loans.
• Average deposits decreased $80 million compared to the previous quarter, principally due to a decline in time deposits. Growth in demand deposits was offset by lower interest-bearing transaction accounts. Period end deposits totaled $19.5 billion at September 30, 2013 largely unchanged compared to June 30, 2013. Demand deposit account balances increased $187 million during the third quarter, offset by a $147 million decrease in interest-bearing transaction accounts and a $48 million decrease in time deposits.
• Tangible common equity ratio was 9.73% at September 30, 2013 and 9.38% at June 30, 2013. The tangible common equity ratio is a non-GAAP measure of capital strength used by the Company and investors based on shareholders' equity minus intangible assets and equity that does not benefit common shareholders. The Company and its subsidiary bank continue to exceed the regulatory definition of well capitalized. The Company's Tier 1 capital ratios, as defined by banking regulations, were 13.51% at September 30, 2013 and 13.37% at June 30, 2013.
• The Company paid a regular quarterly cash dividend of $26 million or $0.38 per common share during the third quarter of 2013. On October 29, 2013, the board of directors approved an increase in the quarterly cash dividend to $0.40 per common share payable on or about November 29, 2013 to shareholders of record as of November 16, 2013.

Net Interest Revenue

Net interest revenue decreased $805 thousand compared to the second quarter of 2013. Net interest margin was 2.80% for the third quarter of 2013 compared to 2.81% for the second quarter of 2013.

The yield on average earning assets was 3.09%, a decrease of 2 basis points compared to the prior quarter. The yield on the available for sale securities portfolio decreased 1 basis point to 1.92%. The impact of cash flows being reinvested at lower current market rates was offset by slower prepayment speeds. Cash flows received from payments on residential mortgage-backed securities are currently being reinvested in short-duration securities that yield nearly 1.75%. The loan portfolio yield decreased to 4.06% from 4.12% in the previous quarter primarily due to continued market pricing pressure. Funding costs decreased 1 basis point to 0.42% primarily due to decreased rates paid on interest-bearing deposits.

Average earning assets decreased $500 million during the third quarter of 2013 primarily due to a $502 million decrease in the available for sale securities portfolio. Average loans balances were up $125 million over the previous quarter. Average deposits decreased $80 million and the average balance of borrowed funds decreased $30 million compared to the second quarter of 2013.

Fees and Commissions Revenue

Fees and commissions revenue totaled $146.8 million for the third quarter of 2013, a decrease of $14.1 million compared to the second quarter of 2013. Mortgage banking revenue decreased $13.1 million.

Mortgage banking revenue totaled $23.5 million for the third quarter of 2013 compared to $36.6 million for the second quarter of 2013. Mortgage interest rates began to trend higher in the second quarter resulting in a decrease in mortgage loans funded and commitments to originate mortgages in the third quarter. Residential mortgage loans funded for sale totaled $1.1 billion, a decrease of $116 million compared to the previous quarter. Outstanding commitments to originate mortgage loans also decreased to $351 million at September 30 from $548 million at June 30. Higher mortgage interest rates resulted in a narrowing of gain on sale margins. Gain on sale margins also tightened as our product mix shifted to loans with narrower margins. Approximately 39% of loans originated in the third quarter were through correspondent channels, up from 26% in the previous quarter. Refinanced mortgage loans decreased to 30% of loans originated for sale in the third quarter of 2013 from 48% in the second quarter of 2013.

"Despite the cyclical downturn in the mortgage business during the quarter, we believe this business drives significant long-term shareholder value and we continue to invest in growth opportunities," stated Steve Bradshaw, Senior Executive Vice President. "Accordingly, earlier this month we launched HomeDirect Mortgage to reach consumers all across the country through online loan aggregators and we continue to expand partnerships with loan originators, especially those who have strong ties to local real estate markets and can drive purchase volume. During the quarter, we also adjusted expense levels in the mortgage business in light of the reduced origination volume."

All other fee revenue sources were largely unchanged compared to the previous quarter. Trust fees and commissions were down $911 thousand primarily due to the seasonal timing of tax service fees. Brokerage and trading revenue decreased $536 thousand. Decreased customer hedging revenue from a decrease in the volume of interest rate contracts sold to our mortgage banking customers was partially offset by increased securities trading and brokerage revenue. Deposit service charges and fees increased $780 thousand due primarily to increased overdraft fee volumes.

Operating Expenses

Total operating expenses were $210.6 million for the third quarter of 2013 compared to $196.6 million for the second quarter of 2013. Excluding changes in the fair value of mortgage servicing rights, operating expenses totaled $210.3 million, largely unchanged compared to the second quarter of 2013.

Personnel costs decreased $2.3 million from the second quarter of 2013 primarily due to a seasonal decrease in payroll taxes. Incentive compensation expense decreased $844 thousand. Cash-based incentive compensation decreased $2.8 million. Stock-based incentive compensation expense increased $2.0 million primarily due to executive compensation plans which are based on performance of Company stock and other investments.

Non-personnel expense increased $1.7 million over the second quarter of 2013. During the third quarter, the Company made a $2.1 million discretionary contribution of appreciated stock to the BOKF Foundation. The BOKF Foundation partners with various charitable organizations to support needs within our communities. This contribution also resulted in a $1.1 million reduction in income tax expense for the third quarter. Net losses and operating expenses of repossessed assets increased $1.7 million primarily due to increased impairment charges as a result of regularly scheduled appraisal updates. Professional fees and services expense was down $1.2 million and data processing and communications expense decreased $1.0 million over the prior quarter.

Loans, Deposits and Capital

Loans

Outstanding loans were $12.4 billion at September 30, 2013, a decrease of $91 million compared to the prior quarter. Growth in commercial real estate and consumer loan balances was offset by a decrease in outstanding commercial loan balances.

Outstanding commercial loan balances decreased $137 million from June 30, 2013. The healthcare sector was the strongest performing component of our commercial loan portfolio, growing $41 million over June 30, 2013. This growth was offset by decreases of $73 million in energy sector loans, $56 million in service sector loans, $30 million in integrated food service sectors loans and $30 million in other commercial and industrial sector loans. Commercial loans attributed to the New Mexico market were up $30 million and commercial loans attributed to the Arizona market were up $24 million over June 30, 2013. Commercial loans also grew in the Kansas/Missouri, Arkansas and Texas markets. This loan growth was offset by a $191 million decrease in loans attributed to the Oklahoma market and a $38 million decrease in loans attributed to the Colorado market. Unfunded energy loan commitments grew by $124 million in the third quarter to $2.6 billion. All other unfunded commercial loan commitments totaled $3.5 billion at September 30, 2013, up $110 million over June 30, 2013.

"Average loan balances grew at a four percent annualized rate in the third quarter, driven by strength in commercial real estate and consumer loans," stated Dan Ellinor, Senior Executive Vice President. "Commercial loan balances were flat compared to the second quarter, as several large borrowers freed up cash and paid down bank debt as a result of asset sales and capital markets activity. Our healthcare lending business, which is focused on skilled nursing facilities and acute care hospitals, was a bright spot, with annualized loan growth in the low-double-digits during the quarter."

"While pipelines are strong in the fourth quarter, our borrowers remain cautious due to economic uncertainty," added Ellinor. "Accordingly, we believe loan growth will remain in the mid single digits in the near term."

Commercial real estate loans grew by $32 million over June 30, 2013. Other real estate loans increased $64 million primarily in the New Mexico and Texas markets. Loans secured by multifamily residential properties were up $20 million, primarily attributed to growth in the Texas market, partially offset by loans in the Arizona market. Loans secured by office buildings decreased $38 million due a decrease in loan balances attributed to the New Mexico market. Unfunded commercial real estate loan commitments totaled $547 million at September 30, 2013, a decrease of $58 million from June 30, 2013.

Residential mortgage loans decreased $5.0 million from June 30, 2013, due primarily to a decrease in permanent mortgage loans, partially offset by growth in permanent mortgage balances guaranteed by U.S. government agencies and first lien, fully amortizing home equity loans. Consumer loans were up $19 million. Strong growth in other consumer loans, primarily in the Texas market, was partially offset by continued runoff of the indirect automobile loan portfolio.

Deposits

Deposits totaled $19.5 billion at September 30, 2013, unchanged compared to June 30, 2013. Demand deposit balances grew by $187 million. Interest-bearing transaction account balances decreased $147 million and time deposits decreased $48 million. Among the lines of business, commercial deposits increased $15 million, consumer deposits decreased $57 million and wealth management deposits decreased $64 million. Growth in commercial and industrial, small business and commercial real estate account balances were offset by a decrease in balances attributed to energy and treasury services customers during the third quarter.

Capital

The Company and its subsidiary bank exceeded the regulatory definition of well capitalized at September 30, 2013. The Company's Tier 1 capital ratio was 13.51% at September 30, 2013 and 13.37% at June 30, 2013. The total capital ratio was 15.35% at September 30, 2013 and 15.28% at June 30, 2013. In addition, the Company's tangible common equity ratio, a non-GAAP measure, was 9.73% at September 30, 2013 and 9.38% at June 30, 2013.

In July 2013, banking regulators issued the final rule revising regulatory capital rules for substantially all U.S. banking organizations. The new capital rule will be effective for BOK Financial on January 1, 2015. The new capital rule establishes a 7% threshold for the Tier 1 common equity ratio consisting of a minimum level plus a capital conservation buffer. The Company expects to exclude unrealized gains and losses from available for sale securities from its calculation of Tier 1 capital, consistent with the treatment under current capital rules. BOK Financial's Tier 1 common equity ratio based on the existing Basel I standards was 13.33% as of September 30, 2013. Based on our interpretation of the new capital rule, our estimated Tier 1 common equity ratio would be approximately 12.35%, nearly 535 basis points above the 7% regulatory threshold.

Credit Quality

Nonperforming assets totaled $271 million or 2.18% of outstanding loans and repossessed assets at September 30, 2013 compared to $281 million or 2.24% of outstanding loans and repossessed assets at June 30, 2013. Nonperforming assets that are not guaranteed by U.S. government agencies totaled $183 million or 1.49% of outstanding loans and repossessed assets (excluding those guaranteed by U.S. government agencies) at September 30, 2013 and $200 million or 1.62% at June 30, 2013, a decrease of $17 million.

Nonaccruing loans totaled $113 million or 0.91% of outstanding loans at September 30, 2013 compared to $122 million or 0.98% of outstanding loans at June 30, 2013. New nonaccruing loans identified in the third quarter totaled $24 million, offset by $20 million in foreclosures and repossessions, $9.3 million in payments received and $4.7 million in charge-offs.

Nonaccruing commercial loans were $20 million or 0.26% of outstanding commercial loans at September 30, 2013 compared to $21 million or 0.27% of outstanding commercial loans at June 30, 2013.

Nonaccruing commercial real estate loans decreased to $53 million or 2.23% of outstanding commercial real estate loans at September 30, 2013 from $59 million or 2.53% of outstanding commercial real estate loans at June 30, 2013. Nonaccruing commercial real estate loans consist primarily of land development and residential construction loans. Nonaccruing land development and residential construction loans totaled $21 million at September 30, 2013, a decrease of $351 thousand during the third quarter.

Nonaccruing residential mortgage loans totaled $39 million or 1.93% of outstanding residential mortgage loans, a decrease of $1.3 million from June 30, 2013. Principally all non-guaranteed residential mortgage loans past due 90 days or more are nonaccruing. Residential mortgage loans past due 30 to 89 days and still accruing interest, excluding loans guaranteed by U.S. government agencies, totaled $8.6 million at September 30, 2013 and $11.1 million at June 30, 2013.

After evaluating all credit factors, the Company determined that an $8.5 million negative provision for credit losses was necessary during the third quarter of 2013 primarily due to declining gross loss rates. The combined allowance for credit losses totaled $196 million or 1.59% of outstanding loans and 173.54% of nonaccruing loans at September 30, 2013. The allowance for loan losses was $194 million and the accrual for off-balance sheet credit losses was $1.6 million. Gross charge-offs totaled $4.7 million for the third quarter, compared to $8.6 million for the previous quarter. Recoveries totaled $4.4 million for the third quarter of 2013. Net charge-offs were $299 thousand or 0.01% of average loans on an annualized basis for the third quarter of 2013 compared with net charge-offs of $2.3 million or 0.08% of average loans on an annualized basis for the second quarter of 2013.

Real estate and other repossessed assets totaled $108 million at September 30, 2013, primarily consisting of $56 million of 1-4 family residential properties (including $38 million guaranteed by U.S. government agencies), $24 million of developed commercial real estate properties, $17 million of undeveloped land and $8.8 million of residential land and land development properties. The distribution of real estate owned and other repossessed assets among various markets included $32 million attributed to New Mexico, $20 million attributed to Arizona, $18 million attributed to Oklahoma and $10 million attributed to Colorado. Real estate and other repossessed assets decreased $2.0 million during the third quarter of 2013. Additions of $20 million were offset by $22 million of sales. Additions included $15 million and sales included $9.1 million of 1-4 family residential properties guaranteed by U.S. government agencies. Net gains on sales and write-downs of real estate and other repossessed assets totaled $438 thousand in the third quarter of 2013 compared to $1.1 million in the second quarter.

Securities and Derivatives

The fair value of the available for sale securities portfolio totaled $10.4 billion at September 30, 2013 and $10.7 billion at June 30, 2013. At September 30, 2013, the available for sale portfolio consisted primarily of $8.0 billion of residential mortgage-backed securities fully backed by U.S. government agencies and $1.9 billion of commercial mortgage-backed securities fully backed by U.S. government agencies. Net unamortized premiums are less than 1% of the securities portfolio amortized cost.

Net unrealized gains on available for sale securities totaled $7.4 million at September 30, 2013 and $42 million at June 30, 2013. Substantially all of the decrease in net unrealized gains resulted from rising interest rates. Net unrealized gains on residential mortgage-backed securities issued by U.S. government agencies decreased $32 million during the third quarter to $38 million at September 30, 2013. Commercial mortgage-backed securities had a net unrealized loss of $40 million at September 30, 2013, largely unchanged compared to June 30, 2013.

In the third quarter of 2013, the Company recognized net gains of $478 thousand from sales of $356 million of available for sale securities. Securities were sold either because they had reached their expected maximum potential return or sold to reinvest those proceeds into shorter average life securities. Net gains from sales of $1.1 billion of available for sale securities in the second quarter of 2013 totaled $3.8 million.

The Company also maintains a portfolio of residential mortgage-backed securities issued by U.S. government agencies and interest rate derivative contracts designated as an economic hedge of the changes in the fair value of our mortgage servicing rights. Due to fluctuations in residential mortgage interest rates during the third quarter of 2013, the value of our mortgage servicing rights decreased by $346 thousand. The value of securities and interest rate derivative contracts held as an economic hedge also decreased by $58 thousand.

About BOK Financial Corporation

BOK Financial is a $27 billion regional financial services company based in Tulsa, Oklahoma. The Company's stock is publicly traded on NASDAQ under the Global Select market listings (symbol: BOKF). BOK Financial's holdings include BOKF, NA, BOSC, Inc., The Milestone Group, Inc. and Cavanal Hill Investment Management, Inc. BOKF, NA operates the TransFund electronic funds network and seven banking divisions: Bank of Albuquerque, Bank of Arizona, Bank of Arkansas, Bank of Kansas City, Bank of Oklahoma, Bank of Texas and Colorado State Bank and Trust. Through its subsidiaries, the Company provides commercial and consumer banking, investment and trust services, mortgage origination and servicing, and an electronic funds transfer network. For more information, visit www.bokf.com.

The Company will continue to evaluate critical assumptions and estimates, such as the appropriateness of the allowance for credit losses and asset impairment as of September 30, 2013 through the date its financial statements are filed with the Securities and Exchange Commission and will adjust amounts reported if necessary.

This news release contains forward-looking statements that are based on management's beliefs, assumptions, current expectations, estimates and projections about BOK Financial, the financial services industry and the economy generally. Words such as "anticipates," "believes," "estimates," "expects," "forecasts," "plans," "projects," variations of such words and similar expressions are intended to identify such forward-looking statements. Management judgments relating to and discussion of the provision and allowance for credit losses involve judgments as to future events and are inherently forward-looking statements. Assessments that BOK Financial's acquisitions and other growth endeavors will be profitable are necessary statements of belief as to the outcome of future events based in part on information provided by others which BOK Financial has not independently verified. These statements are not guarantees of future performance and involve certain risks, uncertainties, and assumptions which are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. Therefore, actual results and outcomes may materially differ from what is expected, implied or forecasted in such forward-looking statements. Internal and external factors that might cause such a difference include, but are not limited to (1) the ability to fully realize expected cost savings from mergers within the expected time frames, (2) the ability of other companies on which BOK Financial relies to provide goods and services in a timely and accurate manner, (3) changes in interest rates and interest rate relationships, (4) demand for products and services, (5) the degree of competition by traditional and nontraditional competitors, (6) changes in banking regulations, tax laws, prices, levies and assessments, (7) the impact of technological advances and (8) trends in consumer behavior as well as their ability to repay loans. BOK Financial and its affiliates undertake no obligation to update, amend or clarify forward-looking statements, whether as a result of new information, future events, or otherwise.

Loans attributed to a geographical region may not always represent the location of the borrower or the collateral.