Heritage Commerce Corp Reports Strong Third Quarter 2016 Earnings of $6.8 Million

SAN JOSE, Calif., Oct. 27, 2016 (GLOBE NEWSWIRE) -- Heritage Commerce Corp (Nasdaq: HTBK), the holding company (the “Company”) for Heritage Bank of Commerce (the “Bank”), today reported net income increased 96% to $6.8 million, or $0.18 per average diluted common share, for the third quarter of 2016, compared to $3.5 million, or $0.10 per average diluted common share for the third quarter of 2015, and decreased 7% from $7.3 million, or $0.19 per average diluted common share for the second quarter of 2016.  The second quarter of 2016 included a $1.0 million pre-tax gain from company-owned life insurance.

For the nine months ended September 30, 2016, net income was a record $20.2 million, or $0.53 per average diluted common share, an increase of 67% from $12.1 million, or $0.36 per average diluted common share, for the nine months ended September 30, 2015. All results are unaudited and the 2015 balances include the costs from the acquisition of Focus Business Bank (“Focus”) which was completed on August 20, 2015 (the “acquisition date”).

“We achieved record year-to-date earnings, along with strong third quarter 2016 earnings of $6.8 million,” said Walter Kaczmarek, President and Chief Executive Officer.  “Deposits grew by $256.6 million, or 13% year-over-year, and the increased liquidity was invested in lower yielding funds at the Federal Reserve Bank.  Asset quality was sound with nonperforming assets to total assets at 0.19%.” 

“The strength of our Company continues to be driven by the commitment of our employees.  Their hard work and dedication allow us to continue serving our clients and invest in the future of our franchise,” continued Mr. Kaczmarek.  “As demonstrated by our financial results, we are building a significant and well-diversified community business bank in Northern California.”

Third Quarter 2016 Highlights (as of, or for the period ended September 30, 2016, except as noted):

• Diluted earnings per share totaled $0.18 for the third quarter of 2016, compared to $0.10 for the third quarter of 2015, and $0.19 for the second quarter of 2016.  Diluted earnings per share totaled $0.53 for the first nine months of 2016, compared to $0.36 per diluted share for the first nine months of 2015.
• The return on average tangible assets was 1.13%, and the return on average tangible equity was 13.06%, for the third quarter of 2016, compared to 0.71% and 7.46%, respectively, for the third quarter of 2015, and 1.28% and 14.68%, respectively, for the second quarter of 2016.   The return on average tangible assets was 1.16%, and the return on average tangible equity was 13.45%, for the first nine months of 2016, compared to 0.93% and 9.22%, respectively, for the first nine months of 2015.
• The second quarter of 2016 included a $1.0 million pre-tax gain from company-owned life insurance.  The 2015 balances included pre-tax acquisition, severance and retention costs incurred by the Company related to the Focus transaction totaling $2.9 million for the third quarter of 2015, and $3.4 million for the first nine months of 2015.
• Net interest income increased 17% to $23.0 million for the third quarter of 2016, compared to $19.7 million for the third quarter of 2015, and increased 1% from $22.7 million for the second quarter of 2016.  For the first nine months of 2016, net interest income increased 26% to $68.1 million, compared to $54.2 million for the first nine months of 2015.
• For the third quarter of 2016, the fully tax equivalent (“FTE”) net interest margin contracted 29 basis points to 4.10% from 4.39% for the third  quarter of 2015, primarily due to lower yields on loans and securities.   The net interest margin contracted 17 basis points for the third quarter of 2016, from 4.27% for the second quarter of 2016, primarily due to higher average balances of lower yielding funds at the Federal Reserve Bank, and a lower yield on securities.  For the first nine months of 2016, the net interest margin declined 35 basis points to 4.19%, compared to 4.54% for the first nine months of 2015, primarily due to higher average balances of lower yielding funds at the Federal Reserve Bank, and lower yields on loans and securities, which was partially offset by an increase in the accretion of the loan purchase discount income from the Focus transaction.
• The accretion of the loan purchase discount in loan interest income from the Focus transaction was $299,000 for the third quarter of 2016, compared to $262,000 for the third quarter of 2015, and $276,000 for the second quarter of 2016.    The accretion of the loan purchase discount in loan interest income from the Focus transaction was $1.1 million for the first nine months of 2016, compared to $262,000 for the first nine months of 2015.   The total purchase discount on non-impaired loans from the Focus loan portfolio was $4.6 million at the acquisition date, of which $2.5 million has been accreted to loan interest income from the acquisition date through September 30, 2016. 
• Loans (excluding loans‑held‑for‑sale) increased $117.8 million, or 9%, to $1.45 billion at September 30, 2016, compared to $1.33 billion at September 30, 2015, which included an increase of $68.5 million, or 5% in the Company’s legacy portfolio, and $49.3 million of purchased residential mortgage loans at September 30, 2016.  Loans decreased $13.9 million, or 1%, at September 30, 2016, compared to $1.46 billion at June 30, 2016, primarily due to a net $15.3 million decrease in land and construction loans as a result of the pay-off of $29.7 million in loans from the sale of projects at completion, and a net $7.5 million decrease in commercial real estate loans from $13.9 million in pay-offs, partially offset by an increase of $16.4 million in purchased residential mortgage loans.
• Nonperforming assets (“NPAs”) were $4.8 million, or 0.19% of total assets, at September 30, 2016, compared to $5.9 million, or 0.26% of total assets, at September 30, 2015, and $4.7 million, or 0.20% of total assets, at June 30, 2016.
• Classified assets were $18.7 million, or 0.74% of total assets, at September 30, 2016, compared to $18.0 million, or 0.79% of total assets, at September 30, 2015, and $22.8 million, or 0.96% of total assets, at June 30, 2016.
• Net charge-offs totaled $134,000 for the third quarter of 2016, compared to net recoveries of $281,000 for the third quarter of 2015, and net recoveries of $112,000 for the second quarter of 2016.
• There was a $245,000 provision for loan losses for the third quarter of 2016, compared to a $301,000 credit provision for loan losses for the third quarter of 2015, and a $351,000 provision for loan losses for the second quarter of 2016.  There was a $997,000 provision for loan losses for the nine months ended September 30, 2016, compared to a $339,000 credit provision for loan losses for the nine months ended September 30, 2015.
• The allowance for loan losses (“ALLL”) was 1.38% of total loans at September 30, 2016, compared to 1.41% at September 30, 2015, and 1.36% at June 30, 2016.  The ALLL to total nonperforming loans was 445.55% at September 30, 2016, compared to 340.49% at September 30, 2015, and 456.90% at June 30, 2016.    
• Total deposits increased $256.6 million, or 13%, to $2.22 billion at September 30, 2016, compared to $1.96 billion at September 30, 2015, and increased $144.9 million, or 7%, from $2.07 billion at June 30, 2016.  Deposits excluding all time deposits and CDARS deposits increased $291.2 million, or 17%, to $1.98 billion at September 30, 2016, from $1.69 billion at September 30, 2015, and increased $166.0 million, or 9%, from $1.81 billion at June 30, 2016. 
• The Company’s consolidated capital ratios exceeded regulatory guidelines and the Bank’s capital ratios exceeded the regulatory guidelines for a well-capitalized financial institution under the Basel III regulatory requirements at September 30, 2016.

										Well-capitalized						Fully Phased-in
										Financial						Basel III
										Institution						Minimal
		Heritage				Heritage				Basel III						Requirement(1)
		Commerce				Bank of				Regulatory						Effective
CAPITAL RATIOS		Corp				Commerce				Guidelines						January 1, 2019
Total Risk-Based			12.7	%			12.6	%				10.0	%					10.5	%
Tier 1 Risk-Based			11.6	%			11.4	%				8.0	%					8.5	%
Common Equity Tier 1 Risk-Based			11.6	%			11.4	%				6.5	%					7.0	%
Leverage			8.9	%			8.7	%				5.0	%					4.0	%
(1) Requirements for both the Company and the Bank include a 2.5% capital conservation buffer, except the leverage ratio.

Operating Results

Net interest income increased 17% to $23.0 million for the third quarter of 2016, compared to $19.7 million for the third quarter of 2015, and increased 1% from $22.7 million for the second quarter of 2016.   Net interest income increased 26% to $68.1 million for the nine months ended September 30, 2016, compared to $54.2 million for the nine months ended September 30, 2015.  Net interest income increased for the third quarter and first nine months of 2016, compared to the respective periods in 2015, primarily due to organic growth in the loan portfolio, the accretion of the loan purchase discount into interest income from the Focus transaction, and an increase in the average balance of investment securities.   

For the third quarter of 2016, the net interest margin (FTE) contracted 29 basis points to 4.10% from 4.39% for the third quarter of 2015, primarily due to lower yields on loans and securities.   The net interest margin contracted 17 basis points for the third quarter of 2016, from 4.27% for the second quarter of 2016, primarily due to higher average balances of lower yielding funds at the Federal Reserve Bank, and a lower yield on securities. For the first nine months of 2016, the net interest margin decreased 35 basis points to 4.19%, compared to 4.54% for the first nine months of 2015, primarily due to higher average balances of lower yielding funds at the Federal Reserve Bank, and lower yields on loans and securities, which was partially offset by an increase in the accretion of the loan purchase discount from the Focus transaction. 

There was a $245,000 provision for loan losses for the third quarter of 2016, compared to a $301,000 credit provision for loan losses for the third quarter of 2015, and a $351,000 provision for loan losses for the second quarter of 2016. There was a $997,000 provision for loan losses for the nine months ended September 30, 2016, compared to a $339,000 credit provision for loan losses for the nine months ended September 30, 2015.

Noninterest income increased to $2.3 million for the third quarter of 2016, compared to $2.1 million for the third quarter of 2015, and decreased from $3.7 million for the second quarter of 2016.  The decrease in noninterest income for the third quarter of 2016, compared to the second quarter of 2016, was primarily due to a $1.0 million gain from company owned life insurance and a $347,000 gain on sales of securities in the second quarter of 2016.  For the nine months ended September 30, 2016, noninterest income was $8.6 million, compared to $6.2 million at September 30, 2015.  The increase in noninterest income for the first nine months of 2016, compared to the first nine months of 2015, was primarily due to a $1.0 million gain on proceeds from company owned life insurance and higher gains on sales of securities.

The Company maintains life insurance policies for some directors and officers that are subject to split-dollar life insurance agreements, which continue after the participant’s employment termination or retirement.  During the second quarter of 2016, the Company received death benefit proceeds of $3.1 million from the life insurance policy of a former officer of a bank acquired by the Company.  The cash surrender value of the policy was $2.1 million, which resulted in a gain on proceeds from company owned life insurance of $1.0 million.

Total noninterest expense for the third quarter of 2016 was $14.3 million, compared to $16.4 million for the third quarter of 2015, and $14.4 million for the second quarter of 2016.   The decrease in noninterest expense in the third quarter of 2016, compared to the third quarter of 2015, was primarily due to pre-tax acquisition, severance and retention costs incurred by the Company related to the Focus transaction totaling $2.9 million for the third quarter of 2015.  Noninterest expense for the nine months ended September 30, 2016 increased to $43.4 million, compared to $41.3 million for the nine months ended September 30, 2015, primarily due to additional employees retained from Focus and an increase in amortization of the core deposit intangible assets as a result of the Focus acquisition, annual salary increases, newly hired employees and higher professional fees, partially offset by $3.4 million of pre-tax acquisition, severance and retention costs incurred by the Company for the first nine months of 2015.  Professional fees were significantly lower in the first nine months of 2015 due to recoveries of legal fees on problem loans that were paid off.  Full time equivalent employees were 264 at September 30, 2016, 272 at September 30, 2015, and 268 at June 30, 2016. 

The efficiency ratio for the third quarter of 2016 was 56.37%, compared to 75.49% for the third quarter of 2015, and 54.47% for the second quarter of 2016.  The efficiency ratio for the nine months ended September 30, 2016 was 56.55%, compared to 68.47% for the nine months ended September 30, 2015.  The higher efficiency ratio in the third quarter of 2015 and nine months ended September 30, 2015 was primarily due to one-time Focus acquisition, severance and retention costs.  Excluding the one-time Focus acquisition, severance and retention costs, the efficiency ratio was 62.32% for the third quarter of 2015, and 62.76% for the nine months ended September 30, 2015.

Income tax expense for the third quarter of 2016 was $4.1 million, compared to $2.2 million for the third quarter of 2015, and $4.4 million for the second quarter of 2016. The effective tax rate for the third quarter of 2016 was 37.5%, compared to 38.6% for the third quarter of 2015, and 37.5% for the second quarter of 2016.  The effective tax rate for the third quarter of 2015 was higher primarily due to the impact of non-deductible merger related expenses.  Income tax expense for the nine months ended September 30, 2016 was $12.2 million, compared to $7.3 million for the nine months ended September 30, 2015. The effective tax rate for the nine months ended September 30, 2016 was 37.6%, compared to 37.7% for the nine months ended September 30, 2015.  The difference in the effective tax rate for the periods reported, compared to the combined Federal and state statutory tax rate of 42%, is primarily the result of the Company’s investment in life insurance policies whose earnings are not subject to taxes, tax credits related to investments in low income housing limited partnerships (net of low income housing investment losses), and tax-exempt interest income earned on municipal bonds. 

Balance Sheet Review, Capital Management and Credit Quality

Total assets were $2.53 billion at September 30, 2016, compared to $2.26 billion at September 30, 2015, and $2.38 billion at June 30, 2016.  

The investment securities available-for-sale portfolio totaled $370.0 million at September 30, 2016, compared to $257.4 million at September 30, 2015, and $390.4 million at June 30, 2016.  At September 30, 2016, the Company’s securities available-for-sale portfolio was comprised of $352.6 million agency mortgage-backed securities (all issued by U.S. Government sponsored entities), $16.4 million of single entity issue trust preferred securities, and $1.0 million of corporate bonds. The pre-tax unrealized gain on securities available-for-sale at September 30, 2016 was $8.0 million, compared to a pre-tax unrealized gain on securities available-for-sale of $4.5 million at September 30, 2015, and a pre-tax unrealized gain on securities available-for-sale of $7.7 million at June 30, 2016.  

At September 30, 2016, investment securities held-to-maturity totaled $202.4 million, compared to $111.0 million at September 30, 2015, and $210.2 million at June 30, 2016.  At September 30, 2016, the Company’s securities held-to-maturity portfolio, at amortized cost, was comprised of $90.8 million tax-exempt municipal bonds, and $111.6 million agency mortgage-backed securities.

Loans (excluding loans‑held‑for‑sale) increased $117.8 million, or 9%, to $1.45 billion at September 30, 2016, compared to $1.33 billion at September 30, 2015, which included an increase of $68.5 million, or 5% in the Company’s legacy portfolio, and $49.3 million of purchased residential mortgage loans at September 30, 2016.  Loans decreased $13.9 million, or 1%, at September 30, 2016, compared to $1.46 billion at June 30, 2016, primarily due to a net $15.3 million decrease in land and construction loans as a result of the pay-off of $29.7 million in loans from the sale of projects at completion, and a net $7.5 million decrease in commercial real estate loans from $13.9 million in pay-offs, partially offset by an increase of $16.4 million in purchased residential mortgage loans.

The loan portfolio remains well-diversified with commercial and industrial (“C&I”) loans accounting for 42% of the loan portfolio at September 30, 2016, which included $47.8 million of factored receivables at Bay View Funding. Commercial real estate loans accounted for 42% of the total loan portfolio, of which 43% were owner-occupied by businesses.  Consumer and home equity loans accounted for 7% of total loans, land and construction loans accounted for 6% of total loans, and residential mortgage loans accounted for the remaining 3% of total loans at September 30, 2016.   C&I line usage was 41% at September 30, 2016, compared to 42% at June 30, 2016.

During the second and third quarters of 2016, the Company purchased jumbo single family residential mortgage loans totaling $51.6 million, all of which are domiciled in California.   The average loan principal amount is approximately $834,000, and the weighted average yield on the portfolio is 3.00%, net of servicing fees to the servicer.  Residential mortgages outstanding at September 30, 2016 totaled $49.3 million, compared to $32.9 million at June 30, 2016.

The yield on the loan portfolio was 5.60% for the third quarter of 2016, compared to 5.70% for the third quarter of 2015, and 5.60% for the second quarter of 2016. The yield on the loan portfolio was 5.61% for the nine months ended September 30, 2016, compared to 5.69% for the nine months ended September 30, 2015.  The decrease in the yield on the loan portfolio for the third quarter of 2016 and nine months ended September 30, 2016, compared to the respective periods in 2015, was primarily due to a decrease in the proportion of loans in the higher yielding Bay View Funding factored receivables portfolio relative to the addition of the Focus loans and growth in the Company’s legacy portfolio, partially offset by an increase in the accretion of the loan purchase discount into loan interest income from the Focus transaction.

At September 30, 2016, NPAs were $4.8 million, or 0.19% of total assets, compared to $5.9 million, or 0.26% of total assets, at September 30, 2015, and $4.7 million, or 0.20% of total assets, at June 30, 2016.  At September 30, 2016, the NPAs included no loans guaranteed by the SBA.  Foreclosed assets were $292,000 at September 30, 2016, compared to $393,000 at September 30, 2015, and $313,000 at June 30, 2016.  The following is a breakout of NPAs at the periods indicated:

		End of Period:
NONPERFORMING ASSETS		September 30, 2016								June 30, 2016								September 30, 2015
(in $000's, unaudited)		Balance				% of Total				Balance				% of Total				Balance				% of Total
Commercial and industrial loans		$	3,570				75	%		$	504				11	%		$	947				16	%
Commercial real estate loans			440				9	%			2,849				61	%			3,075				52	%
Foreclosed assets			292				6	%			313				7	%			393				7	%
Home equity and consumer loans			278				6	%			760				16	%			316				5	%
Land and construction loans			201				4	%			207				4	%			492				8	%
SBA loans			7				0	%			40				1	%			673				12	%
Total nonperforming assets		$	4,788				100	%		$	4,673				100	%		$	5,896				100	%

Classified assets were $18.7 million at September 30, 2016, compared to $18.0 million at September 30, 2015, and $22.8 million at June 30, 2016.  Classified assets include Small Business Administration (“SBA”) guarantees of $10,000 at September 30, 2016, $0 at September 30, 2015, and $14,000 at June 30, 2016.

The following table summarizes the allowance for loan losses:

		For the Quarter Ended												For the Nine Months Ended
ALLOWANCE FOR LOAN LOSSES		September 30,				June 30,				September 30,				September 30,				September 30,
(in $000's, unaudited)			2016				2016				2015				2016				2015
Balance at beginning of period		$	19,921			$	19,458			$	18,757			$	18,926			$	18,379
Provision (credit) for loan losses during the period			245				351				(301	)			997				(339	)
Net recoveries (charge-offs) during the period			(134	)			112				281				109				697
Balance at end of period		$	20,032			$	19,921			$	18,737			$	20,032			$	18,737
Total loans		$	1,450,176			$	1,464,114			$	1,132,405			$	1,450,176			$	1,332,405
Total nonperforming loans		$	4,496			$	4,360			$	5,503			$	4,496			$	5,503
Allowance for loan losses to total loans			1.38	%			1.36	%			1.41	%			1.38	%			1.41	%
Allowance for loan losses to total nonperforming loans			445.55	%			456.90	%			340.49	%			445.55	%			340.49	%

The ALLL at September 30, 2016 was 1.38% of total loans, compared to 1.41% at September 30, 2015, and 1.36% at June 30, 2016.  The ALLL to total nonperforming loans was 445.55% at September 30, 2016, compared to 340.49% at September 30, 2015, and 456.90% at June 30, 2016.

Total deposits increased $256.6 million, or 13%, to $2.22 billion at September 30, 2016, compared to $1.96 billion at September 30, 2015, and increased $144.9 million, or 7%, at September 30, 2016, compared to $2.07 billion at June 30, 2016.  Deposits excluding all time deposits and CDARS deposits increased $291.2 million, or 17%, to $1.98 billion at September 30, 2016, from $1.69 billion at September 30, 2015, and increased $166.0 million, or 9%, from $1.81 billion at June 30, 2016.

The total cost of deposits remained the same at 0.15 % for the third quarter of 2016, the third quarter of 2015, and the second quarter of 2016.  The total cost of deposits was also at 0.15% for the nine months ended September 30, 2016 and September 30, 2015.

Tangible equity was $208.3 million at September 30, 2016, compared to $194.2 million at September 30, 2015, and $204.1 million at June 30, 2016.  Tangible book value per common share was $5.49 at September 30, 2016, compared to $5.44 at September 30, 2015, and $5.72 at June 30, 2016.  There was no Series C Preferred Stock outstanding at September 30, 2016, compared to 21,004 shares of Series C Preferred Stock outstanding at September 30, 2015 and June 30, 2016.  Pro forma tangible book value per common share, assuming the outstanding Series C Preferred Stock was converted into common stock, was $5.15 at September 30, 2015, and $5.39 at June 30, 2016.

On September 12, 2016, the Company entered into Exchange Agreements with Castle Creek Capital Partners IV, LP , Patriot Financial Partners, L.P. and Patriot Financial Partners Parallel, L.P. (collectively “Preferred Stockholders”) providing for the exchange of 21,004 shares of the Series C Preferred Stock, for 5,601,000 shares of the Company’s common stock. The exchange ratio was equal to the equivalent number of shares the Preferred Stockholders would have received upon conversion of the Series C Preferred Stock.

Accumulated other comprehensive loss was ($2.0) million at September 30, 2016, compared to ($2.0) million at September 30, 2015, and ($2.1) million at June 30, 2016. The unrealized gain on securities available-for-sale, net of taxes, included in accumulated other comprehensive loss was an unrealized gain of $4.7 million September 30, 2016, compared to $2.6 million at September 30, 2015, and $4.5 million at June 30, 2016.  The components of accumulated other comprehensive loss, net of taxes, at September 30, 2016 include the following: an unrealized gain on available-for-sale securities of $4.7 million; the remaining unamortized unrealized gain on securities available-for-sale transferred to held-to-maturity of $342,000; a split dollar insurance contracts liability of ($3.6) million; a supplemental executive retirement plan liability of ($4.0) million; and an unrealized gain on interest-only strip from SBA loans of $639,000.

Heritage Commerce Corp, a bank holding company established in February 1998, is the parent company of Heritage Bank of Commerce, established in 1994 and headquartered in San Jose with full-service branches in Danville, Fremont, Gilroy, Hollister, Los Altos, Los Gatos, Morgan Hill, Pleasanton, Sunnyvale, and Walnut Creek.  Heritage Bank of Commerce is an SBA Preferred Lender.  Bay View Funding, a subsidiary of Heritage Bank of Commerce, is based in Santa Clara and provides business‑essential working capital factoring financing to various industries throughout the United States.  For more information, please visit www.heritagecommercecorp.com.

Forward Looking Statement Disclaimer

These forward looking statements are subject to various risks and uncertainties that may be outside our control and our actual results could differ materially from our projected results. In addition, our past results of operations do not necessarily indicate our future results. The forward looking statements could be affected by many factors, including but not limited to: (1) local, regional, and national economic conditions and events and their impact on us and our customers; (2) changes in the financial performance or condition of the Company’s customers; (3) volatility in credit and equity markets and its effect on the global economy; (4) competition for loans and deposits and failure to attract or retain deposits and loans; (5) our ability to increase market share and control expenses; (6) our ability to develop and promote customer acceptance of new products and services in a timely manner; (7) risks associated with concentrations in real estate related loans; (8) other than temporary impairment charges to our securities portfolio; (9) an oversupply of inventory and deterioration in values of California commercial real estate; (10) a prolonged slowdown in construction activity; (11) changes in the level of nonperforming assets and charge offs and other credit quality measures, and their impact on the adequacy of the Company’s allowance for loan losses and the Company’s provision for loan losses; (12) the effects of and changes in trade, monetary and fiscal policies and laws, including the interest rate policies of the Federal Open Market Committee of the Federal Reserve Board; (13) changes in inflation, interest rates, and market liquidity which may impact interest margins and impact funding sources; (14) our ability to raise capital or incur debt on reasonable terms; (15) regulatory limits on Heritage Bank of Commerce’s ability to pay dividends to the Company; (16) changes in our capital management policies, including those regarding business combinations, dividends, and share repurchases, among others; (17) operational issues stemming from, and/or capital spending necessitated by, the potential need to adapt to industry changes in information technology systems, on which we are highly dependent; (18) the ability to keep pace with, and implement on a timely basis, technological changes; (19) the impact of cyber security attacks or other disruptions to the Company’s information systems and any resulting compromise of data or disruptions in service; (20) changes in the competitive environment among financial or bank holding companies and other financial service providers; (21) the effect and uncertain impact on the Company of the enactment of the Dodd Frank Wall Street Reform and Consumer Protection Act of 2010 and the rules and regulations promulgated by supervisory and oversight agencies implementing the new legislation; (22) significant changes in applicable laws and regulations, including those concerning taxes, banking and securities; (23) the effect of changes in accounting policies and practices, as may be adopted by the regulatory agencies, as well as the Public Company Accounting Oversight Board, the Financial Accounting Standards Board and other accounting standard setters; (24) the costs and effects of legal and regulatory developments, including resolution of legal proceedings or regulatory or other governmental inquiries, and the results of regulatory examinations or reviews; (25) the successful integration of the business, employees and operations of Focus Business Bank with the Company and our ability to achieve the projected synergies of this acquisition within the expected time frame; and (26) our success in managing the risks involved in the foregoing factors.

Member FDIC

	For the Quarter Ended:												Percent Change From:							For the Nine Months Ended:
CONSOLIDATED INCOME STATEMENTS	September 30,					June 30,			September 30,				June 30,			September 30,				September 30,					September 30,				Percent
(in $000's, unaudited)			2016				2016			2015				2016			2015					2016				2015			Change
Interest income	$		23,874			$	23,504		$	20,306				2	%		18	%		$		70,440			$	55,847				26	%
Interest expense			826				760			623				9	%		33	%				2,344				1,664				41	%
Net interest income before provision for loan losses			23,048				22,744			19,683				1	%		17	%				68,096				54,183				26	%
Provision (credit) for loan losses			245				351			(301	)			-30	%		181	%				997				(339	)			394	%
Net interest income after provision for loan losses			22,803				22,393			19,984				2	%		14	%				67,099				54,522				23	%
Noninterest income:
Service charges and fees on deposit accounts			798				783			748				2	%		7	%				2,348				2,086				13	%
Increase in cash surrender value of life insurance			428				440			429				-3	%		0	%				1,317				1,225				8	%
Servicing income			364				371			214				-2	%		70	%				1,106				819				35	%
Gain on sales of SBA loans			69				279			267				-75	%		-74	%				653				660				-1	%
Gain on proceeds from company owned life insurance			-				1,019			-				-100	%		N/A					1,019				-				N/A
Gain on sales of securities			-				347			-				-100	%		N/A					527				-				N/A
Other			653				421			408				55	%		60	%				1,616				1,366				18	%
Total noninterest income			2,312				3,660			2,066				-37	%		12	%				8,586				6,156				39	%
Noninterest expense:
Salaries and employee benefits			8,363				8,742			10,358				-4	%		-19	%				26,052				26,112				0	%
Occupancy and equipment			1,120				1,081			1,063				4	%		5	%				3,277				3,135				5	%
Professional fees			1,086				708			612				53	%		77	%				2,619				946				177	%
Other			3,727				3,850			4,386				-3	%		-15	%				11,414				11,119				3	%
Total noninterest expense			14,296				14,381			16,419				-1	%		-13	%				43,362				41,312				5	%
Income before income taxes			10,819				11,672			5,631				-7	%		92	%				32,323				19,366				67	%
Income tax expense			4,054				4,377			2,172				-7	%		87	%				12,157				7,292				67	%
Net income			6,765				7,295			3,459				-7	%		96	%				20,166				12,074				67	%
Dividends on preferred stock			(504		)		(504	)		(448	)			0	%		13	%				(1,512		)		(1,344	)			13	%
Net income available to common shareholders			6,261				6,791			3,011				-8	%		108	%				18,654				10,730				74	%
Undistributed earnings allocated to Series C preferred stock			(300	)			(576	)		(111	)			-48	%		170	%				(1,278	)			(706	)			81	%
Distributed and undistributed earnings allocated to common
shareholders	$		5,961			$	6,215		$	2,900				-4	%		106	%		$		17,376			$	10,024				73	%
PER COMMON SHARE DATA
(unaudited)
Basic earnings per share	$		0.18			$	0.19		$	0.10				-5	%		80	%		$		0.53			$	0.37				43	%
Diluted earnings per share	$		0.18			$	0.19		$	0.10				-5	%		80	%		$		0.53			$	0.36				47	%
Weighted average shares outstanding - basic			33,397,704				32,243,935			29,075,782				4	%		15	%				32,591,784				27,386,471				19	%
Weighted average shares outstanding - diluted			33,693,328				32,512,611			29,332,452				4	%		15	%				32,863,855				27,589,464				19	%
Common shares outstanding at period-end			37,915,736				32,294,063			32,076,505				17	%		18	%				37,915,736				32,076,505				18	%
Pro forma common shares outstanding at period-end, assuming
Series C preferred stock was converted into common stock		N/A					37,895,063			37,677,505				N/A			N/A				N/A					37,677,505				N/A
Book value per share	$		6.89			$	7.37		$	7.12				-7	%		-3	%		$		6.89			$	7.12				-3	%
Tangible book value per share	$		5.49			$	5.72		$	5.44				-4	%		1	%		$		5.49			$	5.44				1	%
Pro forma tangible book value per share, assuming Series C
preferred stock was converted into common stock		N/A				$	5.39		$	5.15				N/A			N/A				N/A				$	5.15				N/A
KEY FINANCIAL RATIOS
(unaudited)
Annualized return on average equity			10.38		%		11.58	%		6.41	%			-10	%		62	%				10.61		%		8.25	%			29	%
Annualized return on average tangible equity			13.06		%		14.68	%		7.46	%			-11	%		75	%				13.45		%		9.22	%			46	%
Annualized return on average assets			1.11		%		1.25	%		0.70	%			-11	%		59	%				1.13		%		0.92	%			23	%
Annualized return on average tangible assets			1.13		%		1.28	%		0.71	%			-12	%		59	%				1.16		%		0.93	%			25	%
Net interest margin			4.10		%		4.27	%		4.39	%			-4	%		-7	%				4.19		%		4.54	%			-8	%
Efficiency ratio			56.37		%		54.47	%		75.49	%			3	%		-25	%				56.55		%		68.47	%			-17	%
AVERAGE BALANCES
(in $000's, unaudited)
Average assets	$		2,431,303			$	2,345,874		$	1,956,047				4	%		24	%		$		2,375,958			$	1,752,778				36	%
Average tangible assets	$		2,378,045			$	2,292,248		$	1,925,912				4	%		23	%		$		2,322,317			$	1,732,057				34	%
Average earning assets	$		2,263,997			$	2,172,349		$	1,805,801				4	%		25	%		$		2,198,178			$	1,622,605				35	%
Average loans held-for-sale	$		5,992			$	2,951		$	3,197				103	%		87	%		$		4,568			$	1,985				130	%
Average total loans	$		1,436,014			$	1,415,001		$	1,229,792				1	%		17	%		$		1,405,069			$	1,134,223				24	%
Average deposits	$		2,121,469			$	2,042,524		$	1,693,282				4	%		25	%		$		2,065,170			$	1,509,210				37	%
Average demand deposits - noninterest-bearing	$		842,565			$	780,116		$	652,529				8	%		29	%		$		800,049			$	578,117				38	%
Average interest-bearing deposits	$		1,278,904			$	1,262,408		$	1,040,753				1	%		23	%		$		1,265,121			$	931,093				36	%
Average interest-bearing liabilities	$		1,278,959			$	1,262,415		$	1,040,919				1	%		23	%		$		1,265,722			$	931,173				36	%
Average equity	$		259,395			$	253,430		$	214,105				2	%		21	%		$		253,862			$	195,731				30	%
Average tangible equity	$		206,137			$	199,804		$	183,970				3	%		12	%		$		200,221			$	175,010				14	%

	End of Period:										Percent Change From:
CONSOLIDATED BALANCE SHEETS	September 30,			June 30,			September 30,				June 30,			September 30,
(in $000's, unaudited)		2016			2016			2015				2016			2015
ASSETS
Cash and due from banks	$	39,838		$	30,820		$	28,691				29	%		39	%
Federal funds sold and interest-bearing
deposits in other financial institutions		304,554			128,024			364,247				138	%		-16	%
Securities available-for-sale, at fair value		369,999			390,435			257,410				-5	%		44	%
Securities held-to-maturity, at amortized cost		202,404			210,170			111,004				-4	%		82	%
Loans held-for-sale - SBA, including deferred costs		6,741			4,879			7,873				38	%		-14	%
Loans:
Commercial		606,281			610,385			554,169				-1	%		9	%
Real estate:
Commercial		612,030			619,539			606,819				-1	%		1	%
Land and construction		88,371			103,710			84,867				-15	%		4	%
Home equity		76,536			78,332			74,624				-2	%		3	%
Residential mortgages		49,255			32,852			-				50	%		N/A
Consumer		18,328			20,037			12,595				-9	%		46	%
Loans		1,450,801			1,464,855			1,333,074				-1	%		9	%
Deferred loan fees		(625	)		(741	)		(669	)			-16	%		-7	%
Total loans, net of deferred fees		1,450,176			1,464,114			1,332,405				-1	%		9	%
Allowance for loan losses		(20,032	)		(19,921	)		(18,737	)			1	%		7	%
Loans, net		1,430,144			1,444,193			1,313,668				-1	%		9	%
Company owned life insurance		59,193			58,765			59,549				1	%		-1	%
Premises and equipment, net		7,552			7,542			7,513				0	%		1	%
Goodwill		45,664			45,664			44,898				0	%		2	%
Other intangible assets		7,342			7,734			8,906				-5	%		-18	%
Accrued interest receivable and other assets		54,531			50,066			58,448				9	%		-7	%
Total assets	$	2,527,962		$	2,378,292		$	2,262,207				6	%		12	%
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Deposits:
Demand, noninterest-bearing	$	889,075		$	834,590		$	758,440				7	%		17	%
Demand, interest-bearing		536,541			499,512			440,517				7	%		22	%
Savings and money market		555,156			480,677			490,572				15	%		13	%
Time deposits-under $250		57,718			60,761			65,626				-5	%		-12	%
Time deposits-$250 and over		169,485			182,591			174,703				-7	%		-3	%
Time deposits - brokered		3,000			6,079			24,150				-51	%		-88	%
CDARS - money market and time deposits		7,659			9,574			8,015				-20	%		-4	%
Total deposits		2,218,634			2,073,784			1,962,023				7	%		13	%
Borrowings		-			-			1,000				N/A			-100	%
Accrued interest payable and other liabilities		48,009			46,995			51,208				2	%		-6	%
Total liabilities		2,266,643			2,120,779			2,014,231				7	%		13	%
Shareholders' Equity:
Series C preferred stock, net		-			19,519			19,519				-100	%		-100	%
Common stock		214,601			194,765			193,070				10	%		11	%
Retained earnings		48,726			45,371			37,366				7	%		30	%
Accumulated other comprehensive loss		(2,008	)		(2,142	)		(1,979	)			6	%		-1	%
Total shareholders' equity		261,319			257,513			247,976				1	%		5	%
Total liabilities and shareholders' equity	$	2,527,962		$	2,378,292		$	2,262,207				6	%		12	%

	End of Period:										Percent Change From:
CREDIT QUALITY DATA	September 30,			June 30,			September 30,				June 30,			September 30,
(in $000's, unaudited)		2016			2016			2015				2016			2015
Nonaccrual loans - held-for-investment	$	4,496		$	4,360		$	5,503				3	%		-18	%
Foreclosed assets		292			313			393				-7	%		-26	%
Total nonperforming assets	$	4,788		$	4,673		$	5,896				2	%		-19	%
Other restructured loans still accruing	$	137		$	141		$	183				-3	%		-25	%
Net (recoveries) charge-offs during the quarter	$	134		$	(112	)	$	(281	)			220	%		148	%
Provision (credit) for loan losses during the quarter	$	245		$	351		$	(301	)			-30	%		181	%
Allowance for loan losses	$	20,032		$	19,921		$	18,737				1	%		7	%
Classified assets	$	18,693		$	22,811		$	17,976				-18	%		4	%
Allowance for loan losses to total loans		1.38	%		1.36	%		1.41	%			1	%		-2	%
Allowance for loan losses to total nonperforming loans		445.55	%		456.90	%		340.49	%			-2	%		31	%
Nonperforming assets to total assets		0.19	%		0.20	%		0.26	%			-5	%		-27	%
Nonperforming loans to total loans		0.31	%		0.30	%		0.41	%			3	%		-24	%
Classified assets to Heritage Commerce Corp Tier 1
capital plus allowance for loan losses		8	%		10	%		8	%			-20	%		0	%
Classified assets to Heritage Bank of Commerce Tier 1
capital plus allowance for loan losses		8	%		10	%		8	%			-20	%		0	%
OTHER PERIOD-END STATISTICS
(in $000's, unaudited)
Heritage Commerce Corp:
Tangible equity	$	208,313		$	204,115		$	194,172				2	%		7	%
Tangible common equity	$	208,313		$	184,596		$	174,653				13	%		19	%
Shareholders' equity / total assets		10.34	%		10.83	%		10.96	%			-5	%		-6	%
Tangible equity / tangible assets		8.42	%		8.78	%		8.79	%			-4	%		-4	%
Tangible common equity / tangible assets		8.42	%		7.94	%		7.91	%			6	%		6	%
Loan to deposit ratio		65.36	%		70.60	%		67.91	%			-7	%		-4	%
Noninterest-bearing deposits / total deposits		40.07	%		40.24	%		38.66	%			0	%		4	%
Total risk-based capital ratio		12.7	%		12.3	%		12.3	%			3	%		3	%
Tier 1 risk-based capital ratio		11.6	%		11.2	%		11.2	%			4	%		4	%
Common Equity Tier 1 risk-based capital ratio		11.6	%		10.2	%		10.2	%			14	%		14	%
Leverage ratio		8.9	%		9.0	%		10.4	%			-1	%		-14	%
Heritage Bank of Commerce:
Total risk-based capital ratio		12.6	%		12.2	%		12.1	%			3	%		4	%
Tier 1 risk-based capital ratio		11.4	%		11.1	%		11.0	%			3	%		4	%
Common Equity Tier 1 risk-based capital ratio		11.4	%		11.1	%		11.0	%			3	%		4	%
Leverage ratio		8.7	%		8.9	%		10.2	%			-2	%		-15	%

 

		For the Quarter Ended												For the Quarter Ended
		September 30, 2016												September 30, 2015
						Interest				Average								Interest				Average
NET INTEREST INCOME AND NET INTEREST MARGIN		Average				Income/				Yield/				Average				Income/				Yield/
(in $000's, unaudited)		Balance				Expense				Rate				Balance				Expense				Rate
Assets:
Loans, gross(1)		$	1,442,006			$	20,312				5.60	%		$	1,232,989			$	17,713				5.70	%
Securities - taxable			497,821				2,401				1.92	%			244,313				1,670				2.71	%
Securities - tax exempt(2)			91,241				875				3.82	%			91,127				874				3.80	%
Other investments and interest-bearing
deposits in other financial institutions			232,929				592				1.01	%			237,372				355				0.59	%
Total interest earning assets(2)			2,263,997				24,180				4.25	%			1,805,801				20,612				4.53	%
Cash and due from banks			32,628												34,921
Premises and equipment, net			7,595												7,374
Goodwill and other intangible assets			53,258												30,135
Other assets			73,825												77,816
Total assets		$	2,431,303											$	1,956,047
Liabilities and shareholders' equity:
Deposits:
Demand, noninterest-bearing		$	842,565											$	652,529
Demand, interest-bearing			515,296				259				0.20	%			326,922				144				0.17	%
Savings and money market			516,570				289				0.22	%			444,702				240				0.21	%
Time deposits - under $100			21,707				16				0.29	%			20,681				15				0.29	%
Time deposits - $100 and over			212,201				251				0.47	%			206,909				173				0.33	%
Time deposits - brokered			4,874				10				0.82	%			24,861				50				0.80	%
CDARS - money market and time deposits			8,256				1				0.05	%			16,678				1				0.02	%
Total interest-bearing deposits			1,278,904				826				0.26	%			1,040,753				623				0.24	%
Total deposits			2,121,469				826				0.15	%			1,693,282				623				0.15	%
Short-term borrowings			55				-				0.00	%			166				-				0.00	%
Total interest-bearing liabilities			1,278,959				826				0.26	%			1,040,919				623				0.24	%
Total interest-bearing liabilities and demand,
noninterest-bearing / cost of funds			2,121,524				826				0.15	%			1,693,448				623				0.15	%
Other liabilities			50,384												48,494
Total liabilities			2,171,908												1,741,942
Shareholders' equity			259,395												214,105
Total liabilities and shareholders' equity		$	2,431,303											$	1,956,047
Net interest income(2) / margin							23,354				4.10	%							19,989				4.39	%
Less tax equivalent adjustment(2)							(306	)											(306	)
Net interest income						$	23,048											$	19,683
(1)Includes loans held-for-sale.  Yield amounts earned on loans include loan fees and costs.  Nonaccrual loans are included in average balance.
(2)Reflects tax equivalent adjustment for tax exempt income based on a 35% tax rate.

		For the Nine Months Ended												For the Nine Months Ended
		September 30, 2016												September 30, 2015
						Interest				Average								Interest				Average
NET INTEREST INCOME AND NET INTEREST MARGIN		Average				Income/				Yield/				Average				Income/				Yield/
(in $000's, unaudited)		Balance				Expense				Rate				Balance				Expense				Rate
Assets:
Loans, gross(1)		$	1,409,637			$	59,235				5.61	%		$	1,136,208			$	48,360				5.69	%
Securities - taxable			500,497				8,004				2.14	%			230,608				4,828				2.80	%
Securities - tax exempt(2)			92,194				2,651				3.84	%			84,286				2,444				3.88	%
Federal funds sold and interest-bearing
deposits in other financial institutions			195,850				1,478				1.01	%			171,503				1,070				0.83	%
Total interest earning assets(2)			2,198,178				71,368				4.34	%			1,622,605				56,702				4.67	%
Cash and due from banks			32,927												28,647
Premises and equipment, net			7,638												7,388
Goodwill and other intangible assets			53,641												20,721
Other assets			83,574												73,417
Total assets		$	2,375,958											$	1,752,778
Liabilities and shareholders' equity:
Deposits:
Demand, noninterest-bearing		$	800,049											$	578,117
Demand, interest-bearing			505,442				731				0.19	%			265,095				349				0.18	%
Savings and money market			506,998				829				0.22	%			403,385				623				0.21	%
Time deposits - under $100			22,534				48				0.28	%			19,812				45				0.30	%
Time deposits - $100 and over			212,300				660				0.42	%			202,512				485				0.32	%
Time deposits - brokered			9,503				59				0.83	%			26,578				157				0.79	%
CDARS - money market and time deposits			8,344				5				0.08	%			13,711				5				0.05	%
Total interest-bearing deposits			1,265,121				2,332				0.25	%			931,093				1,664				0.24	%
Total deposits			2,065,170				2,332				0.15	%			1,509,210				1,664				0.15	%
Short-term borrowings			601				12				2.67	%			80				-				0.00	%
Total interest-bearing liabilities			1,265,722				2,344				0.25	%			931,173				1,664				0.24	%
Total interest-bearing liabilities and demand,
noninterest-bearing / cost of funds			2,065,771				2,344				0.15	%			1,509,290				1,664				0.15	%
Other liabilities			56,325												47,757
Total liabilities			2,122,096												1,557,047
Shareholders' equity			253,862												195,731
Total liabilities and shareholders' equity		$	2,375,958											$	1,752,778
Net interest income(2) / margin							69,024				4.19	%							55,038				4.54	%
Less tax equivalent adjustment(2)							(928	)											(855	)
Net interest income						$	68,096											$	54,183
(1)Includes loans held-for-sale.  Yield amounts earned on loans include loan fees and costs.  Nonaccrual loans are included in average balance.
(2)Reflects tax equivalent adjustment for tax exempt income based on a 35% tax rate.

CONTACT:
Heritage Commerce Corp
Debbie Reuter, EVP, Corporate Secretary
(408) 494-4542

Source: Heritage Commerce Corp

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