Mid Penn Bancorp : Consolidated Financial Statements - Form 8-K

Exhibit 99.1

Mid Penn Bancorp, Inc.

2407 Park Drive

Harrisburg, PA 17110

1-866-642-7736

CONTACTS

MID PENN BANCORP, INC. REPORTS FIRST QUARTER EARNINGS BEAT

AND DECLARES 54TH CONSECUTIVE QUARTERLY DIVIDEND

April 24, 2024 - Harrisburg, PA - Mid Penn Bancorp, Inc. (NASDAQ: MPB) ("Mid Penn"), the parent company of Mid Penn Bank (the "Bank") and MPB Financial Services, LLC, today reported net income available to common shareholders ("earnings") for the quarter ended March 31, 2024, of $12.1 million, or $0.73 per diluted common share, versus analyst consensus of $0.61 per share.

Key Highlights of the First Quarter of 2024:

•Loan growth for the first quarter of 2024 was $64.7 million, or 6.1% (annualized). Total loans increased $706.1 million compared to the first quarter of 2023. Excluding the Brunswick loans of $324.5 million acquired in 2023, organic loan growth for the quarter ended March 31, 2024, from the quarter ended March 31, 2023 was $381.6 million or 10.6%.

•Deposits increased $32.9 million, or 3.0% (annualized), for the first quarter of 2024. Organic deposits increased $219.6 million, or 5.7% (excluding Brunswick acquisition deposits in 2023 of $281.4 million) for the quarter ended March 31, 2024, compared to the quarter ended March 31, 2023.

•Net income available to common shareholders increased 0.3% to $12.1 million, or $0.73 per diluted common share, for the first quarter of 2024, compared to net income of $12.1 million, or $0.73 per diluted common share for the fourth quarter of 2023. Net income available to common shareholders increased 8.07% to $12.1 million, or $0.73 per diluted common share, for the first quarter of 2024, compared to net income of $11.2 million, or $0.71 per diluted common share, for the first quarter of 2023.

•Tangible book value per common share increased to $25.23 for the quarter ended March 31, 2024, compared to $24.67 and $24.52 for the periods ended December 31, 2023 and March 31, 2023, respectively.

•Return on average assets was 0.92% and return on average equity was 8.94% for the quarter ended March 31, 2024, compared to return on average assets of 0.92% and return on average equity of 8.93% in the fourth quarter of 2023.

•The Board declared a cash dividend of $0.20 per share, payable May 27, 2024, to shareholders of record as of May 10, 2024.

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"With the continuation of the inverted yield curve, persistent escalation in funding costs and additional regional bank asset quality issues, we entered the first quarter expecting a daily fight simply to meet analyst expectations. The team at Mid Penn once again delivered with $0.73 in quarterly EPS, which is almost 20% over consensus estimates. We feel good about those results," Chair, President and CEO Rory G. Ritrievi said. "In my 4Q23 message, I signaled that we would be cutting operating costs while also significantly slowing down balance sheet growth until the operating environment improved. In reviewing these results, you will see that we accomplished that while also continuing a solid trend in asset quality."

Ritrievi continued, "At the time I am writing this, however, we are already almost a full month into another challenging quarter. While inflation persists, interest rate reductions - which could help normalize the interest rate curve - have been delayed. Now over 500 days inverted, the shape of the interest rate curve is a real concern for positive economic activity. It certainly has an impact on a community bank like Mid Penn, in that our net interest margin remains under considerable pressure. Adding to that concern are significant geopolitical tensions with conflicts in Eastern Europe, the Middle East and beyond, which have a negative economic impact here and abroad."

"Throughout the current quarter and the rest of the year, Mid Penn will continue to execute the specific strategic plan I outlined three months ago. We will continue our focus on restrained growth while also restraining operating expenses," Ritrievi added. "Our laser focus on asset quality preservation never changes. It is a core tenet of how we do business. Even in the face of significant external trade winds, we are cautiously optimistic that we will continue to build on our first quarter success and ultimately deliver a 2024 performance in line with analysts' expectations."

For the first quarter of 2024, the Board is pleased to announce a quarterly cash dividend of $0.20 per share of common stock, which was declared at its meeting on April 24, 2024, payable on May 27, 2024, to shareholders of record as of May 10, 2024.

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Net Interest Income

For the three months ended March 31, 2024, net interest income was $36.5 million compared to net interest income of $37.0 million for the three months ended December 31, 2023, and $36.0 million for the three months ended March 31, 2023. The tax-equivalent net interest margin for the three months ended March 31, 2024 was 2.97% compared to 3.02% for the fourth quarter of 2023, and 3.49% for the first quarter of 2023, representing a 1 basis point ("bp") decrease compared to the prior quarter, and a 53 bp decrease compared to the same period in 2023, primarily driven by higher interest rates resulting from persistent inflation.

The yield on interest-earning assets increased to 5.51% for the quarter ended March 31, 2024, from 5.35% for the quarter ended December 31, 2023, and 4.86% for the quarter ended March 31, 2023. These increases were due to assets continuing to reprice at higher rates during the first quarter of 2024. Increased yields on interest-earning assets were more than offset by increases in funding costs for the first quarter of 2024, with the overall cost of interest-bearing liabilities increasing to 3.24% during the first quarter of 2024, compared to 3.02% for the three months ended December 31, 2023, and 1.81% for the three months ended March 31, 2023.

Average Balances

Average loans increased $92.7 million to $4.3 billion for the quarter ended March 31, 2024, compared to $4.2 billion for the quarter ended December 31, 2023, and $3.6 billion for the quarter ended March 31, 2023. Average deposits were $4.3 billion for the first quarter of 2024, reflecting a decrease of $90.5 million, or 2.1%, compared to total average deposits of $4.4 billion in the fourth quarter of 2023, and an increase of $529.1 million, or 14.0%, compared to total average deposits of $3.8 billion for the first quarter of 2023. Average balances were impacted by the acquisition of Brunswick Bancorp in the second quarter of 2023. The average cost of deposits was 2.46% for the first quarter of 2024, representing a 13 bp increase and a 117 bp increase from the fourth quarter of 2023 and the first quarter of 2023, respectively. The Bank continues to face headwinds with respect to deposit pricing, given increased interest rates and competition for deposits across all product types. Our primary focus with respect to deposit strategy is stability, ensuring that our rates are competitive and our product mix satisfies the needs of our customers. Additionally, Mid Penn also maintains interest rate swaps to hedge the cash flows associated with existing brokered CDs to mitigate the impact of rising deposit costs.

Deposits were $4.4 billion as of March 31, 2024, compared to $4.3 billion and $3.9 billion at December 31, 2023, and March 31, 2023, respectively. The increase during the first quarter of 2024 was primarily related to a $29.9 million increase in time deposits. Time deposits represented 33.6% of total deposits at December 31, 2023, and increased to 34.0% at March 31, 2024. The mix of non-interest-bearing deposits increased $6.5 million from the fourth quarter of 2023, representing approximately 18.4% of total deposits at March 31, 2024, compared to 18.4% at December 31, 2023, 18.3% at September 30, 2023, and 19.2% at June 30, 2023. The average duration of the non-hedged time deposit portfolio was 12 months at March 31, 2024.

Asset Quality

The total provision for credit losses, including provision for credit losses on off-balance sheet credit exposures, was $(937) thousand for the three months ended March 31, 2024, a decrease of $273 thousand and $1.7 million compared to the provision for credit losses of $(664) thousand and $719 thousand for the three months ended December 31, 2023 and the three months ended March 31, 2023, respectively.

The provision for credit losses on loans was $(619) thousand for the three months ended March 31, 2024, a decrease of $1.1 million compared to the provision for credit losses of $490 thousand for the three months ended March 31, 2023. The decrease in provision for the three months ended March 31, 2024, is primarily due to a decrease in loss factors across all portfolios. The provision for credit losses on off-balance sheet credit exposures was $(318) thousand for the three months ended March 31, 2024. Net charge-offs for the three months ended March 31, 2024, were $44 thousand or 0.001% of total loans.

Total nonperforming assets were $15.5 million at March 31, 2024, compared to nonperforming assets of $14.5 million and $14.2 million at December 31, 2023, and March 31, 2023, respectively. The increase during the first quarter of 2024 primarily related to loans totaling $1.1 million attributable to one relationship placed on non-accrual. Delinquency as a percentage of total loans was 0.38% at March 31, 2024.

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Capital

Shareholders' equity increased $8.6 million, or 1.59%, from $542.4 million as of December 31, 2023 to $551.0 million as of March 31, 2024. Retained earnings increased $8.8 million, or 6.04%, from $146.0 million as of December 31, 2023, to $154.8 million as of March 31, 2024. Regulatory capital ratios for both Mid Penn and its banking subsidiary indicate regulatory capital levels in excess of both the regulatory minimums and the levels necessary for the Bank to be considered "well capitalized" at March 31, 2024. Additionally, Mid Penn declared $3.3 million in dividends during the first quarter of 2024.

On April 24, 2024, Mid Penn's Board of Directors reauthorized its treasury stock repurchase program ("Program") effective through April 24, 2025. The Program authorizes the repurchase of up to $15.0 million of Mid Penn's outstanding common stock. During the three months ended March 31, 2024, Mid Penn has repurchased 15,500 shares of common stock at an average price of $20.81. As of March 31, 2024, Mid Penn repurchased 440,722 shares of common stock at an average price of $22.78 per share under the Program. The Program had approximately $5.0 million remaining available for repurchase as of March 31, 2024.

Noninterest Income

For the three months ended March 31, 2024, noninterest income totaled $5.8 million, an increase of $720 thousand, or 14.1%, compared to noninterest income of $5.1 million for the fourth quarter of 2023. The increase is primarily due to a $1.2 million increase in other miscellaneous noninterest income, offset by decreases in gains on sales of SBA loans, fiduciary and wealth management, and mortgage hedging income.

For the three months ended March 31, 2024, noninterest income totaled $5.8 million, an increase of $1.5 million, or 34.96%, compared to noninterest income of $4.3 million for the three months ended March 31, 2023. The increase in noninterest income is primarily due to a $1.5 million increase in other miscellaneous noninterest income.

Noninterest Expense

Total noninterest expense increased $131 thousand to $28.5 million in the first quarter of 2024 from $28.4 million in the prior quarter, driven by a $742 thousand increase in shares tax on stock repurchases, which is due to credits that were received in the fourth quarter of 2023, lowering the expense. Additionally, there was a $345 thousand increase in legal and professional fees, and a $247 thousand increase in salaries and benefits expense, which typically run higher in the first quarter due to payroll taxes and other payroll benefits resetting, offset by expected decreases in other noninterest expenses, due to corporate efforts to reduce operating costs.

For the three months ended March 31, 2024, noninterest expense totaled $28.5 million, an increase of $2.7 million, or 10.4%, compared to noninterest expense of $25.8 million for the three months ended March 31, 2023. The increase was primarily the result of a $1.6 million increase in salaries and benefits expense, driven by the Brunswick acquisition, and a $605 thousand increase in FDIC charges due to increased assessment rates.

The efficiency ratio(1) was 68.8% in the first quarter of 2024, compared to 66.2% in the fourth quarter of 2023, and 62.6% in the first quarter of 2023. The change in the efficiency ratio during the first quarter of 2024 compared to the fourth quarter of 2023 was the result of higher noninterest income and slightly higher noninterest expenses, partially offset by lower net interest income, driven by the current interest rate environment. The change compared to the first quarter of 2023 was driven by growth in noninterest expense outpacing growth in net interest income, again due to the current rate environment. Mid Penn continues to evaluate levels of noninterest expense for opportunities to reduce operating costs throughout the organization.

Subsequent Events

Management considers subsequent events occurring after the balance sheet date for matters which may require adjustment to, or disclosure in, the consolidated financial statements. The review period for subsequent events extends up to and including the filing date of a public company's consolidated financial statements when filed with the Securities and Exchange Commission ("SEC"). Accordingly, the financial information in this announcement is subject to change. The statements are valid only as of the date hereof and Mid Penn disclaims any obligation to update this information.

(1)Non-GAAP financial measure. Refer to the calculation on the section titled "Reconciliation of Non-GAAP Measures" at the end of this document.

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SPECIAL CAUTIONARY NOTICE REGARDING FORWARD-LOOKING STATEMENTS

This press release, and oral statements made regarding the subjects of this release, contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are not historical facts and include expressions about management's confidence and strategies and management's current views and expectations about new and existing programs and products, relationships, opportunities, technology and market conditions. These statements may be identified by such forward-looking terminology as "continues," "expect," "look," "believe," "anticipate," "may," "will," "should," "projects," "strategy" or similar statements. Actual results may differ materially from such forward-looking statements, and no reliance should be placed on any forward-looking statement. Factors that may cause results to differ materially from such forward-looking statements include, but are not limited to, changes in interest rates, spreads on earning assets and interest-bearing liabilities, and interest rate sensitivity; prepayment speeds, loan originations, credit losses and market values on loans, collateral securing loans, and other assets; sources of liquidity; common shares outstanding; common stock price volatility; fair value of and number of stock-based compensation awards to be issued in future periods; the impact of changes in market values on securities held in Mid Penn's portfolio; legislation affecting the financial services industry as a whole, and Mid Penn and Mid Penn Bank individually or collectively, including tax legislation; results of the regulatory examination and supervision process and oversight, including changes in monetary policy and capital requirements; changes in accounting policies or procedures as may be required by the Financial Accounting Standards Board or regulatory agencies; increasing price and product/service competition by competitors, including new entrants; rapid technological developments and changes; the ability to continue to introduce competitive new products and services on a timely, cost-effective basis; the mix of products/services; containing costs and expenses; governmental and public policy changes; protection and validity of intellectual property rights; reliance on large customers; technological, implementation and cost/financial risks in large, multi-year contracts; the outcome of future litigation and governmental proceedings, including tax-related examinations and other matters; continued availability of financing; the availability of financial resources in the amounts, at the times and on the terms required to support Mid Penn and Mid Penn Bank's future businesses; material differences in the actual financial results of merger, acquisition and investment activities compared with Mid Penn's initial expectations, including the full realization of anticipated cost savings and revenue enhancements; the possibility that the anticipated benefits of a transaction are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies or as a result of the strength of the economy and competitive factors in legacy Mid Penn and target markets; diversion of management's attention from ongoing business operations and opportunities; potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of a transaction; the ability to complete the integration of Mid Penn and its target successfully; the dilution caused by Mid Penn's issuance of additional shares of its capital stock in connection with a transaction; and other factors that may affect the future results of Mid Penn.

For a more detailed description of these and other factors which would affect our results, please see Mid Penn's filings with the SEC, including those risk factors identified in the "Risk Factors" section and elsewhere in our Annual Report on Form 10-K for the year ended December 31, 2023 and subsequent filings with the SEC. The statements in this press release are made as of the date of this press release, even if subsequently made available by Mid Penn on its website or otherwise. Mid Penn does not undertake, and specifically disclaims any obligation, to publicly release the result of any revisions which may be made to forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of unanticipated events, except as required by law.

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SUMMARY FINANCIAL HIGHLIGHTS (Unaudited):

(1)Non-GAAP financial measure. Refer to the calculation on the section titled "Reconciliation of Non-GAAP Measures" at the end of this document.

(2)Regulatory capital ratios as of March 31, 2024 are preliminary and prior periods are actual.

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CONSOLIDATED BALANCE SHEETS (Unaudited):

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CONSOLIDATED STATEMENTS OF INCOME (Unaudited):

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CONSOLIDATED - AVERAGE BALANCE SHEET AND NET INTEREST INCOME ANALYSIS (Unaudited):

(1)Presented on a fully taxable-equivalent basis using a 21% federal tax rate and statutory interest expense disallowance.

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ALLOWANCE FOR CREDIT LOSSES AND ASSET QUALITY (Unaudited):

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RECONCILIATION OF NON-GAAP MEASURES (Unaudited)

Explanatory note: This press release contains financial information determined by methods other than in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"). Mid Penn's management uses these non-GAAP financial measures in their analysis of Mid Penn's performance. For tangible book value, the most directly comparable financial measure calculated in accordance with GAAP is book value. We believe that this measure is important to many investors in the marketplace who are interested in changes from period to period in book value per common share exclusive of changes in intangible assets. Goodwill and other intangible assets have the effect of increasing total book value while not increasing tangible book value. Income tax effects of non-GAAP adjustments are calculated using the applicable statutory tax rate for the jurisdictions in which the charges (benefits) are incurred, while taking into consideration any valuation allowances or non-deductible portions of the non-GAAP adjustments. Adjusted earnings per common share excludes from income available to common shareholders certain expenses related to significant non-core activities, including merger-related expenses, net of income taxes. For return on average tangible common equity, the most directly comparable financial measure calculated in accordance with GAAP is return on average equity. The efficiency ratio is often used by management to measure its noninterest expense as a percentage of its revenue. This non-GAAP disclosure has limitations as an analytical tool, should not be viewed as a substitute for financial measures determined in accordance with GAAP, and should not be considered in isolation or as a substitute for analysis of Mid Penn's results and financial condition as reported under GAAP, nor is it necessarily comparable to non-GAAP performance measures that may be presented by other companies. Management believes that this non-GAAP supplemental information will be helpful in understanding Mid Penn's ongoing operating results. This supplemental presentation should not be construed as an inference that Mid Penn's future results will be unaffected by similar adjustments to be determined in accordance with GAAP. The reconciliation of the non-GAAP to comparable GAAP financial measures can be found in the tables below.

Tangible Book Value Per Share

Adjusted Earnings Per Common Share Excluding Non-Recurring Income and Expenses

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Return on Average Tangible Common Equity

Efficiency Ratio

Three Months Ended
(Dollars in thousands)	Mar. 31, 2024	Dec. 31, 2023	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023
Noninterest expense	$	28,520	$	28,389	$	29,229	$	35,128	$	25,841
Less: Merger and acquisition expenses	-	-	352	7,944	224
Less: Intangible amortization	428	491	484	461	344
Less: (Gain) loss on sale or write-down of foreclosed assets, net	-	-	(18)	(126)	-
Efficiency ratio numerator	$	28,092	$	27,898	$	28,411	$	26,849	$	25,273
Net interest income	36,456	37,000	37,480	36,444	36,049
Noninterest income	5,837	5,117	5,346	5,220	4,325
Less: BOLI Death Benefit	1,460	-	-	-	-
Efficiency ratio denominator	$	40,833	$	42,117	$	42,826	$	41,664	$	40,374
Efficiency ratio	68.80	%	66.24	%	66.34	%	64.44	%	62.60	%

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