Peoples Bancorp Inc.

Good morning and welcome to People's Bank Incorporated's conference call. My name is Chuck and I'll be your conference facilitator. Today's call will cover a discussion of the results of operations for the quarterly period ended March 31st of 2021. Please be advised that all lines have been placed on mute to prevent any background noise. After the speaker's remarks, there will be a question and answer period. If you would like to ask a question during this time, simply press star then one on your telephone keypad and questions will be taken in the order they are received. you would like to withdraw a question please press star then two this call is also being recorded if you object to the recording please disconnect at this time please be advised that the commentary on this call will contain projections and other forward-looking statements regarding people's future financial performance or future events these statements are based on management's current expectations the statements in this call which are not historical fact are forward-looking statements and involve a number of risk and uncertainties detailed in People's Securities and Exchange Commission's filing. These include, but not are limited to, the completion and integration of planned acquisitions, including the pending merger with Premier Financial Bancorp Incorporated and the acquisition of Northstar Leasing Company and any future acquisitions, which may be unsuccessful or may be difficult, time-consuming, costly than expected, and the risk of expansion into new markets. People's ability to obtain regulatory approvals of the proposed merger with Premier Financial Bancorp Incorporated or Premier on the proposed terms and schedule and the adoption of the merger agreement by the shareholders of People's and Premier Financial Bancorp Incorporated. The ever-changing effects of the COVID-19 pandemic on economic and market conditions and on our customers' counterparties, employees, and third-party service providers, as well as the effects of various responses of governmental and non-governmental authorities to the COVID-19 pandemic, as well as the availability and effectiveness of vaccines. Changes in the interest rate environment due to the economic conditions related to the COVID-19 pandemic and or other factors and or the fiscal and monetary policy measures undertaken in the implementation of related economic stimulus packages, which may adversely impact interest rates the interest rate yield curve, interest margins, loan demand, and interest rate sensitivity. The success impact and timing of implementation of people's business strategies and people's ability to manage strategic initiatives, including the expansion of commercial and consumer lending activities in light of the continuing impact of COVID-19 pandemic on customers' operations and financial conditions. The competitive nature of the financial services industry, the impact of assumptions estimates, and inputs used within models, which may vary materially from actual outcomes, including connection with the current expectation credit loss model or CECL model. The discontinuation of the London Interbank Offered Rate, LIBOR, and other reference rates, which may result in increased expenses and litigation and adversely impact the effectiveness of hedging strategies. Uncertainty regarding the nature, time, and cost, and effect of federal and or state banking, insurance, and tax legislative or regulatory changes or actions, and changes in accounting standards, policy, estimates, and procedures. Management believes the forward-looking statements made during this call are based on reasonable assumptions within the bounds of their knowledge of people's business and operations. However, it is possible actual results may differ materially from these forward-looking statements. People's disclaims any responsibility to update these forward-looking statements after this call, except as may be required by applicable legal requirements. People's first quarter 2021 earnings release was issued this morning and is available at peoplesbankcorp.com under investor relations. A reconciliation of the non-generally accepted accounting principles or GAAP financial measures discussed in the call to the most directly comparable GAAP financial measures is included at the end of the earnings release. This call will include about a 25-minute of prepared commentary, followed by a question and answer session, which I will facilitate. An archived webcast of this call will be available on peoplesbankcorp.com in the investor relations section for one year. Speakers in today's call will be Chuck Zularensky, President and Chief Executive Officer, and Ms. Katie Bailey, Chief Financial Officer and Treasurer. And each will be available for following questions Mr. Zolorinsky, you may begin your conference. Thank you.

Thank you, Chuck. Good morning. I'm glad you are able to join us for a discussion of our first quarter results. Earlier this morning, we released our earnings at 6 a.m. This version of our earnings release included inaccuracies in certain reported amounts, and we issued an updated earnings release at 9.35 a.m. with corrected amounts. Please note the corrected version of our earnings release included $15.5 million of net income. I would like to start with our recent announcement, which is the two acquisitions we plan to complete this year. First, we have already closed the North Star Leasing acquisition at the beginning of this month. We have welcomed their team and are very optimistic and excited about the future. As of April 1, North Star Leasing had assets of approximately $86 million. We are excited about the opportunities to offer new leasing products and the lift we anticipate seeing in future periods of our net interest income and margin from this high-yielding business. We also announced a planned merger with Premier Financial Bank Corp., which is subject to the satisfaction of customary closing conditions, including regulatory and shareholder approvals. We anticipate this merger will be will be completed late in the third quarter of 2021. The attractive market areas associated with Premier, which includes access along the I-79 corridor, complements our current footprint. Citizens Deposits, a bank subsidiary of Premier, has locations in Northern Kentucky just outside of Cincinnati, which will increase our presence in that metro area. Overall, Premier has locations in West Virginia, Kentucky, Virginia, Maryland, and Washington, D.C., and had approximately $1.9 billion in assets as of December 31, 2020. We believe our wide array of products and services, coupled with the increased credit capacity, will benefit the customers of Premier. We look forward to partnering with their associates to deliver high-quality customer service. While we are pleased with our recent acquisition activity, we have also continued to focus on our core business. Looking to our financial results for the quarter, this morning we reported diluted earnings per share of 79 cents compared to $1.05 for the fourth quarter and a loss of 4 cents for the first quarter of 2020. As we have had historically, Our quarterly expenses for the first quarter of each year includes additional costs related to employee contributions to associates health care savings accounts, stock-based compensation expense for certain employees, higher payroll taxes, and annual merit increases. For the first quarter of 2021, the health savings contributions, stock-based compensation expense, and higher payroll taxes totaled $1.9 million and negatively impacted diluted EPS by $0.08. During the quarter, we also recognized certain non-core costs, which included acquisition related and COVID related expenses that totaled $1.9 million and $292,000 respectively. These costs negatively impacted diluted EPS by $0.08 and $0.01 respectively. We made a $500,000 contribution to our charitable foundation, which reduced diluted EPS by 2 cents. We also recognized annual performance-based insurance commissions, which totaled 2 million, and added 8 cents to diluted EPS. Our first quarter results included an additional release of 4.7 million of provision for credit losses, which was similar to the fourth quarter, but at a lower rate. the economic forecast provided by Moody's, which we utilize in our CISO model, continue to improve. We anticipate that we will have continued volatility in our provision for credit losses during 2021 as the economic forecast for Moody's adjusts as we emerge from the pandemic and restrictions are lifted. For the quarter, on a reported basis, we did not generate positive operating leverage. On an adjusted basis, which excludes non-core expenses, we did have positive operating leverage compared to the prior year quarter. We continue to participate in the SBA Paycheck Protection Program and currently have approvals from the SBA on approximately $150 million in loans. We have been receiving forgiveness of the loans we originated last year, And at the end of March, we had remaining balances of $228 million on those loans. Moving on to our loan modification, at the end of March, our COVID-related loan modifications stood at $13 million. Of this amount, $12 million represented commercial modifications, while consumer modifications were $1 million. We did have one large hotel operator, subsequent to March 31st, request additional payment relief beyond the original three months we provided. We improved an additional three months of interest-only payments, which will take our aggregate loan modifications to approximately $31 million. A highlight for the quarter was our improved credit quality. Our delinquency rates are stable, our non-performing assets declined, and our criticized loans dropped from year end. During the pandemic, we have closely monitored our credit quality, which includes loan delinquencies, and have seen a stable delinquency rate in our portfolio. At the end of the quarter, our current portion of our loan balances was 99%, which was consistent with prior quarters. Our non-performing assets improved considerably during the quarter, as they decreased 9% or $2.7 million from year end. The decline in both our 90 plus days past due and accruing loans and non-accrual loans were attributable to a number of smaller relationships. Compared to year end, our criticized loans decreased by 10% or 12 million. Most of the reduction was due to payoffs and upgrades of a handful of credits. At the same time, our classified loans increased by 3.6 million net of payoffs which was due to the downgrade of a $6.8 million relationship and was partially offset by upgrades of several small relationships. Our quarterly annualized net charge off rate was 13 basis points, which continues to be well below our historic net charge off rate of 20 to 30 basis points. As for our loan portfolio, our loan balances grew nearly $7 million from year end, which includes declines in PPP balances of $17 million. Excluding PPP loan balances, our loan portfolio grew 3% annualized compared to year end. We had strong loan production and a healthy pipeline, which was offset by low line utilization that is being driven by an unusually high amount of customer liquidity. Our declining line of credit utilization contributed to a nearly $30 million decrease in outstanding line of credit balances compared to year end. We had some shift in our mix of commercial real estate and construction loan balances compared to year end, as some of our construction loans converted to permanent financing as they were completed during the quarter, causing fluctuations between these categories of our portfolio. At the same time, our commercial and industrial balances, if you exclude PPP loans, grew 5% annualized. Our consumer indirect loans continue to grow and increase 13% annualized compared to year ends. We have been pleased that during the last year of the pandemic, despite our branches being appointment only for extended periods of time, we have been able to grow our total households by 3% compared to March 2020. I will now turn the call over to Katie for additional details around our financial performance.

Thank you, Chuck. Our net interest income grew 4% compared to the linked quarter and 3% over the prior year quarter. Actions that we took in the fourth quarter to reduce the impact of premium amortization on our investment securities income had a positive impact for the quarter. Our net interest margin improved by 13 basis points over the linked quarter, and was largely due to PPP loans. We were able to keep our margin excluding PPP income stable compared to the linked quarter. During the quarter, we recognized $4.7 million of income related to deferred fees and costs on the PPP loans, which was an increase of nearly $1 million over the linked quarter. For the quarter, the PPP income added 28 basis points to net interest margin. We also recorded $383,000 of net accretion income related to prior acquisitions during the quarter, which added four basis points to net interest margin compared to $207,000 or two basis points for the length quarter. Compared to the length quarter, net interest margin was reduced by five basis points due to inflated cash balances. This excess cash was held on the balance sheet during the quarter in preparation for the purchase of the leasing company, which was an all-cash deal. As a result, we anticipate a reduction in cash balances during the second quarter. Our net interest margin declined 25 basis points compared to the first quarter of 2020. This was largely due to the sharp decline in interest rates as a result of the pandemic, which began impacting our yields late in the first quarter of last year. Looking forward, we believe the high yielding leases we purchased with the North Star Leasing Acquisition will benefit our net interest margin in future periods. These leases have an average gross yield of around 18%, which is much higher than the result of the rest of our loan portfolio. And we expect to grow both our leasing and premium finance businesses in 2021. Our efficiency ratio was impacted during the quarter by annual recurring costs Chuck mentioned earlier. As a result, our adjusted efficiency ratio, which excludes non-core expenses, was higher compared to the linked quarter and prior year quarter, but improved compared to the first quarter of last year as we were able to grow our revenues beyond our increase in expenses over that period. Our fee-based income, which is non-interest income excluding gains and losses, was flat compared to the linked quarter. We had considerable growth in insurance income, which was bolstered by the annual Performance-Based Insurance Commission. This increase helped to offset the reduction in mortgage banking and commercial loan swap fee income, along with our continued decline in deposit account service charges, which have been heavily impacted during the pandemic. Compared to the first quarter of 2020, our fee-based income experienced growth provided by insurance, trust and investment, and electronic banking income. Annual performance-based insurance commissions we received this year were 50% higher than what we received during the first quarter of 2020. We also had higher trusted investment income due to the recovery of market values of assets managed compared to at the end of March last year, along with new accounts open that added to the increased fee income. Fee-based income comprised 33% of total revenue for the quarter, compared to 34% for the linked quarter and 31% for the prior year quarter. Our total non-interest expense grew 14% compared to the linked quarter. As we noted earlier, we traditionally have higher expenses in the first quarter of each year as merit increases are given to our associates, we fund a contribution to our associates' health savings and flexible spending accounts, and we grant stock awards. Our marketing expense during the quarter grew largely due to the contribution we made to our charitable foundation, and we incurred $1.9 million of acquisition-related expenses compared to $77,000 in the linked quarter. Total non-interest expense increased 11% compared to the first quarter of 2020. Our salaries and employee benefit costs caused the most significant increase and were driven by the additional salaries associated with the premium finance business and annual merit increases at the beginning of this year. Also contributing to the increase was higher sales and incentive compensation from our increased sales revenue and corporate performance compared to last year. Our acquisition-related expenses were $1.9 million higher during the first quarter of 2021 than they were during the same period of 2020. At the same time, our data processing and software costs grew as we added new software during 2020 and our core processing costs increased. We also had higher FDIC insurance expense as our previous credits were fully utilized in early 2020. And the PPP loans resulted in higher FDIC expenses. We have not utilized the Federal Reserve PPP liquidity facility, which would have reduced our FDIC insurance expense. We utilized alternative lower-cost funding sources that provided more savings to us, than what we would have been saving by using the PPP liquidity facility. Our normalized expenses for the quarter were around $35 million, which excludes the non-core and additional annual costs we incurred. Moving to our balance sheet, we grew our investment portfolio during the quarter as we had an influx of cash from deposits and the forgiveness of PPP loans. We typically like to maintain our investment portfolio at around 18% to 20% of total assets. Our core deposits, which exclude CD balances, grew nearly $410 million from year end. Most of this growth was in non-interest bearing and money market accounts, along with governmental deposits, which typically get seasonal funding during this time of the year. Our demand deposits grew to 45% of total deposits at March 31st, 2021, compared to 43% at year end. We continue to maintain well-capitalized status for our regulatory capital ratios. We had been repurchasing shares in prior periods and announced a new share repurchase program earlier this year. As we are currently working toward the completion of the merger with Premier, we will not be repurchasing shares for the foreseeable future. We will continue to monitor our capital levels to determine the appropriate deployment for excess capital. I will now turn the call back to Chuck for his final comments.