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Press release from Business Wire

City Holding Company Announces Third Quarter Results

Wednesday, October 24, 2012

City Holding Company Announces Third Quarter Results16:30 EDT Wednesday, October 24, 2012 CHARLESTON, W.Va. (Business Wire) -- City Holding Company, “the Company” (NASDAQ:CHCO), a $2.9 billion bank holding company headquartered in Charleston, today announced third quarter net income per diluted share of $0.71 and net income of $10.6 million. For the third quarter of 2012, the Company achieved a return on assets of 1.47%, a return on tangible equity of 16.2%, a net interest margin of 3.95%, and an efficiency ratio of 56.4%. City's CEO Charles Hageboeck stated that, “In a difficult economic climate, City's financial performance in the third quarter was solid. Our net interest margin was up; the company experienced loan and deposit growth, and asset quality remained strong and stable compared to peers. The third quarter marks the first full quarter since our acquisition of Virginia Savings Bank, which was completed on May 31, 2012. Additionally, City announced in August 2012 the execution of a definitive agreement to acquire Community Financial Corporation of Staunton, Virginia. The proposed merger is expected to close in the first quarter of 2013 subject to pending regulatory approvals, the approval of Community's shareholders, and the completion of other customary closing conditions. This transaction will significantly expand City's presence in Virginia and complements our recently completed acquisition of Virginia Savings Bancorp, Inc.” “City's results for the third quarter of 2012 are down slightly as compared to the third quarter of 2011 because we recorded no provision for loan losses during the quarter ended September 30, 2011. Net interest income increased $1.3 million from the third quarter of 2011 despite $38 million of higher yielding trust preferred securities being called during the third quarter of 2012. The resultant decrease in net interest income of approximately $0.6 million related to the trust preferred securities was more than offset from additional interest income associated with the acquisition of Virginia Savings Bancorp, Inc. Our net interest margin remained solid at 3.95% for the third quarter of 2012.” “Loan balances increased $20 million (1.0%) from June 30, 2012 to September 30, 2012. Our asset quality metrics remain stable and strong. Non-performing assets were 1.53% of total loans and other real estate owned and past due loans were 0.45% of total loans at September 30, 2012.” Net Interest Income The Company's tax equivalent net interest income increased $1.1 million, or 4.3%, from $24.0 million during the second quarter of 2012 to $25.1 million during the third quarter of 2012. This increase is primarily due to the acquisition of Virginia Savings Bancorp, Inc. that was partially offset by lower interest income due to approximately $38 million of higher yielding trust preferred securities being called during the third quarter of 2012. The Company's reported net interest margin increased from 3.91% for the quarter ended June 30, 2012 to 3.95% for the quarter ended September 30, 2012. Excluding the favorable impact of acquisition accounting fair value adjustments ($0.95 million), the net interest margin for the third quarter of 2012 would have been 3.80%. Credit Quality As a result of the Company's quarterly analysis of the adequacy of the ALLL, the Company recorded a provision for loan losses of $1.0 million in the third quarter of 2012, compared to no provision for the comparable period in 2011 and $1.7 million for the second quarter of 2012. During the third quarter of 2012, the Company received life insurance proceeds as the beneficiary of a life insurance policy carried by a commercial borrower that allowed the Company to reduce the ALLL by approximately $0.6 million for amounts previously included in the ALLL. In addition, charge-offs for commercial real estate loans were primarily related to a specific credit that had been appropriately considered in establishing the allowance for loan losses in prior periods. Changes in the amount of the provision and related allowance are based on the Company's detailed systematic methodology and are directionally consistent with changes in the composition and quality of the Company's loan portfolio. The Company believes its methodology for determining the adequacy of its ALLL adequately provides for probable losses inherent in the loan portfolio and produces a provision and allowance for loan losses that is directionally consistent with changes in asset quality and loss experience. Investment Securities Gains/(Losses) During the third quarter of 2012, the Company sold certain equity positions related to community banks and bank holding companies and realized a $0.4 million gain. The Company also recognized gains of $0.3 million associated with the calls of trust preferred securities during the quarter. These gains were partially offset by $0.3 million of credit-related net investment impairment losses recorded by the Company during the third quarter of 2012. The charges deemed to be other than temporary were related to pooled bank trust preferreds with a remaining carrying value of $3.5 million at September 30, 2012. The credit-related net impairment charges were based on the Company's quarterly reviews of its investment securities for indications of losses considered to be other than temporary. Non-interest Income Exclusive of net investment gains, non-interest income increased $0.3 million to $13.6 million in the third quarter of 2012 as compared to $13.3 million in the third quarter of 2011. This increase was primarily the result of an increase in other income of $0.3 million due to increased mortgage related income and a $0.2 million increase in trust and investment management fee income for the quarter ended September 30, 2012. These increases were partially offset by a $0.2 million decrease in bank owned life insurance revenues. Non-interest Expenses Non-interest expenses increased $2.1 million from $19.7 million in the third quarter of 2011 to $21.8 million in the third quarter of 2012. Salaries and employee benefits increased $1.0 million primarily due to the acquisition of Virginia Savings Bancorp, Inc. ($0.4 million) and increased health insurance costs ($0.4 million). Repossessed asset losses increased $0.3 million due to declines in estimated fair values of two foreclosed properties located at the Greenbrier Resort in West Virginia. The Company continually reevaluates the estimated fair value of properties that it has repossessed by obtaining updated appraisals on at least an annual basis. In addition, other expenses increased $0.3 million, bankcard expenses increased $0.2 million, and merger related expenses increased $0.2 million. Balance Sheet Trends Loans have increased $112.1 million (5.7%) from December 31, 2011 to $2.09 billion at September 30, 2012, in part due to the Company's acquisition of Virginia Savings Bancorp, Inc. ($72.0 million). Excluding the Virginia Savings Bancorp, Inc. acquisition, loans have increased $40.1 million (2.0%) from December 31, 2011 to $2.01 billion at September 30, 2012. Increases in residential real estate loans of $36.6 million (3.9%) and commercial real estate loans of $34.5 million (4.7%) were partially offset by a decline in commercial and industrial (“C&I”) loans of $28.4 million. Total average depository balances increased $68.1 million, or 2.9%, from the quarter ended June 30, 2012 to the quarter ended September 30, 2012. This growth was primarily attributable to deposits acquired from Virginia Savings Bancorp, Inc. ($81.8 million). Exclusive of this contribution, the Company experienced decreases in interest-bearing deposits ($6.6 million), time deposits ($4.4 million), and noninterest-bearing deposits ($3.0 million). Income Tax Expense The Company's effective income tax rate for the third quarter of 2012 was 34.3% compared to 33.6% for the year ended December 31, 2011, and 33.5% for the quarter ended September 30, 2011. The effective rate is based upon the Company's expected tax rate for the year ending December 31, 2012. Capitalization and Liquidity The Company's loan to deposit ratio was 87.6% and the loan to asset ratio was 71.9% at September 30, 2012. The Company maintained investment securities totaling 14.3% of assets as of this date. The Company's deposit mix is weighted heavily toward checking and saving accounts that fund 50.1% of assets at September 30, 2012. Time deposits fund 32.0% of assets at September 30, 2012, but very few of these deposits are in accounts that have balances of more than $250,000, reflecting the core retail orientation of the Company. At September 30, 2012 the Company was strongly capitalized. The Company's tangible equity ratio was 9.29% at September 30, 2012 compared to 9.37% at December 31, 2011. At September 30, 2012, City National Bank's Leverage Ratio was 9.02%, its Tier I Capital ratio was 12.03%, and its Total Risk-Based Capital ratio was 12.94%. These regulatory capital ratios are significantly above levels required to be considered “well capitalized,” which is the highest possible regulatory designation. On September 27, 2012, the Board approved a quarterly cash dividend of $0.35 cents per share payable October 31, 2012, to shareholders of record as of October 15, 2012. During the nine months ended September 30, 2012, the Company repurchased 237,535 common shares at a weighted average price of $33.32 as part of a one million share repurchase plan authorized by the Board of Directors in July 2011. At September 30, 2012, the Company could repurchase approximately 454,000 shares under the July 2011 authorization. City Holding Company is the parent company of City National Bank of West Virginia. City National operates 73 branches across West Virginia, Kentucky, Virginia and Ohio. On August 2, 2012 the Company announced that it had executed a definitive agreement to acquire Community Financial Corporation of Staunton, Virginia and its principal banking subsidiary, Community Bank. The proposed merger is expected to close in the first quarter of 2013; however it is subject to pending regulatory approvals, the approval of Community's shareholders, and the completion of other customary closing conditions. This transaction will expand City's presence in Virginia with an additional ten branches. Forward-Looking InformationThis news release contains certain forward-looking statements that are included pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.Such information involves risks and uncertainties that could result in the Company's actual results differing from those projected in the forward-looking statements. Important factors that could cause actual results to differ materially from those discussed in such forward-looking statements include, but are not limited to, (1) the Company may incur additional loan loss provision due to negative credit quality trends in the future that may lead to a deterioration of asset quality; (2) the Company may incur increased charge-offs in the future; (3) the Company could have adverse legal actions of a material nature; (4) the Company may face competitive loss of customers; (5) the Company may be unable to manage its expense levels; (6) the Company may have difficulty retaining key employees; (7) changes in the interest rate environment may have results on the Company's operations materially different from those anticipated by the Company's market risk management functions; (8) changes in general economic conditions and increased competition could adversely affect the Company's operating results; (9) changes in other regulations and government policies affecting bank holding companies and their subsidiaries, including changes in monetary policies, could negatively impact the Company's operating results; (10) the Company may experience difficulties growing loan and deposit balances; (11) the current economic environment poses significant challenges for us and could adversely affect ourfinancial condition and results of operations; (12) continued deterioration in the financial condition of the U.S. banking system may impact the valuations of investments the Company has made in the securities of other financial institutions resulting in either actual losses or other than temporary impairments on such investments; (13)the effects of the Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) recently adopted by the United States Congress and (14) the merger with Community Financial Corporation will not be consummated unless certain conditions are met. Forward-looking statements made herein reflect management's expectations as of the date such statements are made.Forward-looking statements made herein reflect management's expectations as of the date such statements are made. Such information is provided to assist stockholders and potential investors in understanding current and anticipated financial operations of the Company and is included pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances that arise after the date such statements are made.Further, the Company is required to evaluate subsequent events through the filing of its June 30, 2012 Form 10-Q.The Company will continue to evaluate the impact of any subsequent events on the preliminary June 30, 2012 results and will adjust the amounts if necessary.   CITY HOLDING COMPANY AND SUBSIDIARIESFinancial Highlights(Unaudited)             Three Months Ended September 30,Percent20122011   Change   Earnings ($000s, except per share data): Net Interest Income (FTE) $ 25,060 $ 23,783 5.37 % Net Income available to common shareholders 10,607 11,577 (8.38 )% Earnings per Basic Share 0.71 0.77 (6.88 )% Earnings per Diluted Share 0.71 0.76 (6.98 )%           Key Ratios (percent): Return on Average Assets 1.47 % 1.71 % (13.99 )% Return on Average Tangible Equity 16.20 % 17.81 % (9.06 )% Net Interest Margin 3.95 % 3.93 % 0.47 % Efficiency Ratio 56.40 % 53.18 % 6.05 % Average Shareholders' Equity to Average Assets 11.32 % 11.67 % (2.94 )%   Consolidated Risk Based Capital Ratios (a): Tier I 12.89 % 13.21 % (2.42 )% Total 13.79 % 14.20 % (2.89 )%   Tangible Equity to Tangible Assets 9.29 % 9.65 % (3.69 )%             Common Stock Data: Cash Dividends Declared per Share $ 0.35 $ 0.34 2.94 % Book Value per Share 22.14 20.86 6.16 % Tangible Book Value per Share 17.75 17.07 3.99 % Market Value per Share: High 36.43 33.96 7.27 % Low 32.37 26.82 20.69 % End of Period 35.84 26.99 32.79 %   Price/Earnings Ratio (b) 12.56 8.81 42.61 %           Nine Months Ended September 30,Percent20122011   Change   Earnings ($000s, except per share data): Net Interest Income (FTE) $ 72,829 $ 69,606 4.63 % Net Income available to common shareholders 28,049 31,024 (9.59 )% Earnings per Basic Share 1.89 2.03 (6.80 )% Earnings per Diluted Share 1.88 2.02 (6.85 )%           Key Ratios (percent): Return on Average Assets 1.33 % 1.53 % (13.12 )% Return on Average Tangible Equity 14.26 % 15.90 % (10.31 )% Net Interest Margin 3.95 % 3.89 % 1.55 % Efficiency Ratio 58.59 % 57.42 % 2.04 % Average Shareholders' Equity to Average Assets 11.45 % 11.72 % (2.33 )%             Common Stock Data: Cash Dividends Declared per Share $ 1.05 $ 1.02 2.94 % Market Value per Share: High 37.16 37.22 (0.16 )% Low 30.96 26.82 15.44 %   Price/Earnings Ratio (b) 14.20 9.97 42.48 %     (a) September 30, 2012 risk-based capital ratios are estimated (b) September 30, 2012 price/earnings ratio computed based on annualized third quarter 2012 earnings   CITY HOLDING COMPANY AND SUBSIDIARIESFinancial Highlights(Unaudited)                                 Book Value and Market Price Range per ShareMarket PriceBook Value per ShareRange per ShareMarch 31June 30September 30     December 31     LowHigh   2008 $ 18.92 $ 18.72 $ 17.61 $ 17.58 $ 29.08 $ 42.88 2009 17.69 18.24 18.95 19.37 20.88 34.34 2010 19.71 20.02 20.31 20.31 26.87 38.03 2011 20.39 20.58 20.86 21.05 26.06 37.22 2012 21.46 21.63 22.14 30.96 37.16                         Earnings per Basic Share   Quarter EndedMarch 31June 30September 30     December 31     Year-to-Date   2008 $ 0.81 $ 0.83 $ (0.16 ) $ 0.26 $ 1.74 2009 0.69 0.64 0.66 0.70 2.69 2010 0.59 0.68 0.58 0.64 2.48 2011 0.62 0.65 0.77 0.65 2.68 2012 0.68 0.50 0.71 1.89                         Earnings per Diluted Share   Quarter EndedMarch 31June 30September 30     December 31     Year-to-Date   2008 $ 0.80 $ 0.83 $ (0.16 ) $ 0.26 $ 1.74 2009 0.69 0.64 0.66 0.70 2.68 2010 0.58 0.68 0.58 0.64 2.47 2011 0.62 0.64 0.76 0.65 2.67 2012   0.67   0.50   0.71               1.88                 CITY HOLDING COMPANY AND SUBSIDIARIESConsolidated Statements of Income(Unaudited) ($ in 000s, except per share data)   Three Months Ended September 30,2012   2011   Interest Income Interest and fees on loans $ 24,633 $ 23,326 Interest on investment securities: Taxable 3,438 4,639 Tax-exempt 346 392 Interest on federal funds sold   15     13   Total Interest Income 28,432 28,370   Interest Expense Interest on deposits 3,312 4,550 Interest on short-term borrowings 79 90 Interest on long-term debt   166     159   Total Interest Expense   3,557     4,799   Net Interest Income 24,875 23,571 Provision for loan losses   975     -   Net Interest Income After Provision for Loan Losses 23,900 23,571   Non-Interest Income Total investment securities impairment losses (272 ) (1,849 ) Noncredit impairment losses recognized in other comprehensive income   -     1,494   Net investment securities impairment losses (272 ) (355 ) Gains on sale of investment securities   730     627   Net investment securities gains 458 272   Service charges 9,861 9,840 Insurance commissions 1,439 1,388 Trust and investment management fee income 912 699 Bank owned life insurance 738 952 Other income   671     380   Total Non-Interest Income 14,079 13,531   Non-Interest Expense Salaries and employee benefits 11,295 10,302 Occupancy and equipment 2,126 2,057 Depreciation 1,175 1,131 FDIC insurance expense 405 392 Advertising 674 546 Bankcard expenses 720 559 Postage, delivery, and statement mailings 529 551 Office supplies 407 492 Legal and professional fees 611 567 Telecommunications 433 371 Repossessed asset (gains)/losses, net of expenses 429 109 Merger related expenses 157 - Other expenses   2,885     2,611   Total Non-Interest Expense   21,846     19,688   Income Before Income Taxes 16,133 17,414 Income tax expense   5,526     5,837   Net Income Available to Common Shareholders $ 10,607   $ 11,577       Distributed earnings allocated to common shareholders $ 5,150 $ 5,015 Undistributed earnings allocated to common shareholders   5,373     6,479   Net earnings allocated to common shareholders $ 10,523   $ 11,494     Average common shares outstanding 14,751 15,003 Effect of dilutive securities: Employee stock options   83     68   Shares for diluted earnings per share   14,834     15,071     Basic earnings per common share $ 0.71 $ 0.77 Diluted earnings per common share $ 0.71 $ 0.76 Dividends declared per common share $ 0.35 $ 0.34   Comprehensive Income $ 12,719 $ 10,714   CITY HOLDING COMPANY AND SUBSIDIARIESConsolidated Statements of Income(Unaudited) ($ in 000s, except per share data)           Nine months ended September 30,2012   2011   Interest Income Interest and fees on loans $ 70,843 $ 70,416 Interest on investment securities: Taxable 11,345 13,694 Tax-exempt 1,101 1,299 Interest on federal funds sold   38     39   Total Interest Income 83,327 85,448   Interest Expense Interest on deposits 10,363 15,829 Interest on short-term borrowings 229 239 Interest on long-term debt   499     474   Total Interest Expense   11,091     16,542   Net Interest Income 72,236 68,906 Provision for loan losses   4,600     2,372   Net Interest Income After Provision for Loan Losses 67,636 66,534   Non-Interest Income Total investment securities impairment losses (878 ) (1,849 ) Noncredit impairment losses recognized in other comprehensive income   302     1,494   Net investment securities impairment losses (576 ) (355 ) Gains on sale of investment securities   1,530     3,756   Net investment securities gains 954 3,401   Service charges 28,601 28,749 Insurance commissions 4,782 4,513 Trust and investment management fee income 2,662 2,181 Bank owned life insurance 2,228 2,455 Other income   1,762     1,434   Total Non-Interest Income 40,989 42,733   Non-Interest Expense Salaries and employee benefits 32,207 30,397 Occupancy and equipment 6,038 6,084 Depreciation 3,371 3,408 FDIC insurance expense 1,184 2,276 Advertising 1,993 1,854 Bankcard expenses 2,035 1,693 Postage, delivery, and statement mailings 1,565 1,615 Office supplies 1,258 1,483 Legal and professional fees 1,349 4,547 Telecommunications 1,209 1,217 Repossessed asset losses, net of expenses 1,200 300 Merger related expenses 4,335 - Other expenses   8,382     7,585   Total Non-Interest Expense   66,126     62,459   Income Before Income Taxes 42,499 46,808 Income tax expense   14,450     15,784   Net Income Available to Common Shareholders $ 28,049   $ 31,024       Distributed earnings allocated to common shareholders $ 15,451 $ 15,045   Undistributed earnings allocated to common shareholders   12,375     15,756     Net earnings allocated to common shareholders $ 27,826   $ 30,801     Average common shares outstanding 14,700 15,165   Effect of dilutive securities: Employee stock options   83     77     Shares for diluted earnings per share   14,783     15,242     Basic earnings per common share $ 1.89 $ 2.03 Diluted earnings per common share $ 1.88 $ 2.02 Dividends declared per common share $ 1.05 $ 1.02   Comprehensive Income $ 31,591 $ 30,820   CITY HOLDING COMPANY AND SUBSIDIARIESConsolidated Statements of Changes in Stockholders' Equity(Unaudited) ($ in 000s)               Three Months EndedSeptember 30, 2012     September 30, 2011   Balance at July 1 $ 320,622 $ 310,379   Net income 10,607 11,577 Other comprehensive income: Change in unrealized (loss) gain on securities available-for-sale 2,112 (863 ) Cash dividends declared ($0.35/share) and ($0.34/share), respectively (5,196 ) (5,073 ) Issuance of stock award shares, net 214 201 Exercise of 2,000 stock options 56 - Exercise of 1,100 stock options - 15 Purchase of 227,977 common shares of treasury   -         (6,344 ) Balance at September 30 $ 328,415       $ 309,892         Nine Months EndedSeptember 30, 2012     September 30, 2011   Balance at January 1 $ 311,134 $ 314,861   Net income 28,049 31,024 Other comprehensive income: Change in unrealized gain on securities available-for-sale 3,542 91 Change in unrealized (loss) on interest rate floors - (295 ) Cash dividends declared ($1.05/share) and ($1.02/share), respectively (15,532 ) (15,394 ) Issuance of stock award shares, net 870 867 Acquisition of Virginia Savings Bancorp 7,723 - Exercise of 18,899 stock options 544 - Exercise of 6,576 stock options - 168 Purchase of 237,535 common shares of treasury (7,915 ) - Purchase of 675,501 common shares of treasury   -         (21,430 ) Balance at September 30 $ 328,415       $ 309,892       CITY HOLDING COMPANY AND SUBSIDIARIESCondensed Consolidated Quarterly Statements of Income(Unaudited) ($ in 000s, except per share data)     Quarter EndedSeptember 30June 30March 31December 31September 30201220122012     20112011   Interest income   $ 28,432 $ 27,466 $ 27,430 $ 27,441 $ 28,370 Taxable equivalent adjustment     185     198     208         215     212   Interest income (FTE) 28,617 27,664 27,638 27,656 28,582 Interest expense     3,557     3,625     3,908         4,216     4,799   Net interest income   25,060 24,039 23,730 23,440 23,783 Provision for loan losses   975     1,675     1,950         2,229     -   Net interest income after provision for loan losses 24,085 22,364 21,780 21,211 23,783   Noninterest income 14,079 13,790 13,118 12,128 13,531 Noninterest expense   21,846     24,763     19,515         18,685     19,688   Income before income taxes 16,318 11,391 15,383 14,654 17,626 Income tax expense 5,526 3,780 5,144 4,787 5,837 Taxable equivalent adjustment   185     198     208         215     212   Net income available to common shareholders $ 10,607   $ 7,413   $ 10,031       $ 9,652   $ 11,577                         Distributed earnings allocated to common shareholders $ 5,150 $ 5,146 $ 5,118 $ 5,136 $ 5,015 Undistributed earnings allocated to common shareholders   5,373     2,208     4,837         4,446     6,479   Net earnings allocated to common shareholders $ 10,523   $ 7,354   $ 9,955       $ 9,582   $ 11,494     Average common shares outstanding 14,751 14,680 14,679 14,743 15,003   Effect of dilutive securities: Employee stock options   83     79     80         71     68     Shares for diluted earnings per share   14,834     14,759     14,759         14,814     15,071     Basic earnings per common share $ 0.71 $ 0.50 $ 0.68 $ 0.65 $ 0.77 Diluted earnings per common share 0.71 0.50 0.67 0.65 0.76   Cash dividends declared per share 0.35 0.35 0.35 0.35 0.34                     Net Interest Margin     3.95 %   3.91 %   3.98 %       3.90 %   3.93 %         CITY HOLDING COMPANY AND SUBSIDIARIESNon-Interest Income and Non-Interest Expense(Unaudited) ($ in 000s)   Quarter EndedSeptember 30June 30March 31December 31September 302012   2012   2012   2011   2011   Non-Interest Income: Service charges $ 9,861 $ 9,649 $ 9,090 $ 9,360 $ 9,840 Insurance commissions 1,439 1,347 1,996 1,433 1,388 Trust and investment management fee income 912 942 807 925 699 Bank owned life insurance 738 766 723 728 952 Other income   671       558       533       599       380   Subtotal 13,621 13,262 13,149 13,045 13,259 Total investment securities impairment losses (272 ) (606 ) - (918 ) (1,849 ) Noncredit impairment losses recognized in other comprehensive income   -       302       -       -       1,494   Net investment securities impairment losses (272 ) (304 ) - (918 ) (355 ) Gain (loss) on sale of investment securities   730       832       (31 )     1       627   Total Non-Interest Income $ 14,079     $ 13,790     $ 13,118     $ 12,128     $ 13,531     Non-Interest Expense: Salaries and employee benefits $ 11,295 $ 10,668 $ 10,245 $ 10,320 $ 10,302 Occupancy and equipment 2,126 1,978 1,935 1,929 2,057 Depreciation 1,175 1,109 1,086 1,100 1,131 FDIC insurance expense 405 394 385 300 392 Advertising 674 675 644 153 546 Bankcard expenses 720 694 620 566 559 Postage, delivery and statement mailings 529 488 548 484 551 Office supplies 407 396 455 429 492 Legal and professional fees 611 421 317 366 567 Telecommunications 433 387 389 388 371 Repossessed asset (gains) losses, net of expenses 429 650 121 (27 ) 109 Merger related expenses 157 4,042 135 - - Other expenses   2,885       2,861       2,635       2,677       2,611   Total Non-Interest Expense $ 21,846     $ 24,763     $ 19,515     $ 18,685     $ 19,688                             Employees (Full Time Equivalent) 836 831 797 795 792 Branch Locations 73 73 68 68 68   CITY HOLDING COMPANY AND SUBSIDIARIESConsolidated Balance Sheets($ in 000s)September 30December 312012   2011(Unaudited)Assets Cash and due from banks $ 72,309 $ 140,873 Interest-bearing deposits in depository institutions 5,563 5,526 Federal funds sold   35,000       -   Cash and cash equivalents 112,872 146,399   Investment securities available-for-sale, at fair value 389,686 360,783 Investment securities held-to-maturity, at amortized cost 13,444 23,458 Other securities   11,459       11,934   Total investment securities 414,589 396,175   Gross loans 2,085,232 1,973,103 Allowance for loan losses   (18,986 )     (19,409 ) Net loans 2,066,246 1,953,694   Bank owned life insurance 81,146 78,961 Premises and equipment, net 72,360 64,612 Accrued interest receivable 7,681 7,093 Net deferred tax assets 32,407 32,219 Intangible assets 65,103 56,164 Other assets   46,793       41,792   Total Assets $ 2,899,197     $ 2,777,109     Liabilities Deposits: Noninterest-bearing $ 407,634 $ 369,025 Interest-bearing: Demand deposits 549,752 526,824 Savings deposits 495,068 439,823 Time deposits   929,042       885,596   Total deposits 2,381,496 2,221,268 Short-term borrowings Federal Funds purchased - 75,000 Customer repurchase agreements 131,947 114,050 Long-term debt 16,495 16,495 Other liabilities   40,844       39,162   Total Liabilities 2,570,782 2,465,975   Stockholders' Equity Preferred stock, par value $25 per share: 500,000 shares authorized; none issued - - Common stock, par value $2.50 per share: 50,000,000 shares authorized; 18,499,282 shares issued at September 30, 2012 and December 31, 2011 less 3,665,999 and 3,717,993 shares in treasury, respectively 46,249 46,249 Capital surplus 103,311 103,335 Retained earnings 303,567 291,050 Cost of common stock in treasury (124,347 ) (125,593 ) Accumulated other comprehensive loss: Unrealized gain on securities available-for-sale 4,367 825 Underfunded pension liability   (4,732 )     (4,732 ) Total Accumulated Other Comprehensive Loss   (365 )     (3,907 ) Total Stockholders' Equity   328,415       311,134   Total Liabilities and Stockholders' Equity $ 2,899,197     $ 2,777,109         CITY HOLDING COMPANY AND SUBSIDIARIESInvestment Portfolio(Unaudited) ($ in 000s)   Original CostCredit-RelatedNet InvestmentImpairment Losses throughSeptember 30,2012Unrealized Gains(Losses)Carrying Value   US Government Agencies $ 4,309 $ - $ 105 $ 4,414 Mortgage Backed Securities 289,260 - 8,693 297,953 Municipal Bonds 48,334 - 1,799 50,133 Pooled Bank Trust Preferreds 26,917 (20,171 ) (3,250 ) 3,496 Single Issuer Bank Trust Preferreds, Subdebt of Financial Institutions, and Bank Holding Company Preferred Stocks 43,435 (1,015 ) (1,001 ) 41,419 Money Markets and Mutual Funds 1,725 - 68 1,793 Federal Reserve Bank and FHLB stock 11,459 - - 11,459 Community Bank Equity Positions   8,194   (4,813 )   541     3,922 Total Investments $ 433,633 $ (25,999 ) $ 6,955   $ 414,589         CITY HOLDING COMPANY AND SUBSIDIARIESLoan Portfolio(Unaudited) ($ in 000s)   September 30June 30March 31December 31September 302012   2012   2012   2011   2011   Residential real estate (1) $ 1,008,305 $ 997,016 $ 939,611 $ 929,788 $ 916,122 Home equity - junior liens 143,058 143,400 139,764 141,797 142,028 Commercial and industrial 105,027 116,288 108,707 130,899 119,377 Commercial real estate (2) 787,887 768,176 745,586 732,146 708,558 Consumer 38,285 37,383 35,448 35,845 36,575 DDA overdrafts 2,670 3,326 2,848 2,628 2,924 Previously securitized loans -   -   -   -   214 Gross Loans $ 2,085,232   $ 2,065,589   $ 1,971,964   $ 1,973,103   $ 1,925,798   Construction loans included in: (1) - Residential real estate loans $ 12,787 $ 11,919 $ 11,613 $ 9,287 $ 7,456 (2) - Commercial real estate loans $ 17,072 $ 18,544 $ 20,661 $ 20,201 $ 23,915   CITY HOLDING COMPANY AND SUBSIDIARIESConsolidated Average Balance Sheets, Yields, and Rates(Unaudited) ($ in 000s)   Three Months Ended September 30,20122011AverageYield/AverageYield/BalanceInterestRateBalanceInterestRate   Assets: Loan portfolio (1): Residential real estate $ 1,140,910 $ 13,000 4.53 % $ 1,046,155 $ 12,054 4.57 % Commercial, financial, and agriculture 880,243 10,069 4.55 % 825,353 9,575 4.60 % Installment loans to individuals (2) 49,111 782 6.33 % 45,461 906 7.91 % Previously securitized loans (3)     ***   781 ***   277     791 1132.93 % Total loans 2,070,264 24,632 4.73 % 1,917,246 23,326 4.83 % Securities: Taxable 372,877 3,438 3.67 % 399,468 4,639 4.61 % Tax-exempt (4)   36,761     532 5.76 %   42,249     604 5.67 % Total securities 409,638 3,970 3.86 % 441,717 5,243 4.71 % Deposits in depository institutions 7,063 - - 7,497 - - Federal funds sold   35,487     15 0.17 %   32,204     13 0.16 % Total interest-earning assets 2,522,452 28,617 4.51 % 2,398,664 28,582 4.73 % Cash and due from banks 80,335 61,387 Bank premises and equipment 72,640 64,900 Other assets 232,793 206,943 Less: Allowance for loan losses   (19,889 )       (20,496 )     Total assets $ 2,888,331       $ 2,711,398         Liabilities: Interest-bearing demand deposits 539,189 180 0.13 % 496,866 224 0.18 % Savings deposits 497,208 204 0.16 % 427,391 260 0.24 % Time deposits 931,369 2,928 1.25 % 913,040 4,066 1.77 % Short-term borrowings 122,955 79 0.26 % 132,487 90 0.27 % Long-term debt   16,495     166 4.00 %   16,495     159 3.82 % Total interest-bearing liabilities 2,107,216 3,557 0.67 % 1,986,279 4,799 0.96 % Noninterest-bearing demand deposits 418,584 383,736 Other liabilities 35,461 25,054 Stockholders' equity   327,070         316,329       Total liabilities andstockholders' equity $ 2,888,331       $ 2,711,398       Net interest income   $ 25,060     $ 23,783   Net yield on earning assets     3.95 %     3.93 %     (1)For purposes of this table, non-accruing loans have been included in average balances and loan fees, which are immaterial, have been included in interest income. (2) Includes the Company's consumer and DDA overdrafts loan categories. (3) Effective January 1, 2012, the carrying value of the Company's previously securitized loans was reduced to $0. (4) Computed on a fully federal tax-equivalent basis assuming a tax rate of approximately 35%.   CITY HOLDING COMPANY AND SUBSIDIARIESConsolidated Average Balance Sheets, Yields, and Rates(Unaudited) ($ in 000s)   Nine Months Ended September 30,20122011AverageYield/AverageYield/BalanceInterestRateBalanceInterestRate   Assets: Loan portfolio (1): Residential real estate (2) $ 1,101,805 $ 36,731 4.45% $ 1,033,830 $ 36,905 4.77% Commercial, financial, and agriculture (3) 873,295 29,395 4.50% 805,386 28,492 4.73% Installment loans to individuals (4) 45,756 2,303 6.72% 45,713 2,570 7.52% Previously securitized loans (5)        *** 2,414 *** 452 2,449 724.40% Total loans 2,020,856 70,843 4.68% 1,885,381 70,416 4.99% Securities: Taxable 367,800 11,345 4.12% 422,777 13,694 4.33% Tax-exempt (6) 39,176 1,694 5.78% 47,077 1,999 5.68% Total securities 406,976 13,039 4.28% 469,854 15,693 4.47% Deposits in depository institutions 7,200 - - 7,815 - - Federal funds sold 29,712 38 0.17% 31,348 39 0.17% Total interest-earning assets 2,464,744 83,920 4.55% 2,394,398 86,148 4.81% Cash and due from banks 75,576 56,923 Bank premises and equipment 68,788 64,560 Other assets 221,661 204,909 Less: Allowance for loan losses (19,599)     (19,290)     Total assets $ 2,811,170     $ 2,701,500       Liabilities: Interest-bearing demand deposits 532,231 531 0.13% 490,691 711 0.19% Savings deposits 473,626 576 0.16% 415,740 790 0.25% Time deposits 905,561 9,256 1.37% 941,808 14,328 2.03% Short-term borrowings 119,454 229 0.26% 121,350 239 0.26% Long-term debt 16,495 499 4.04% 16,495 474 3.84% Total interest-bearing liabilities 2,047,367 11,091 0.72% 1,986,084 16,542 1.11% Noninterest-bearing demand deposits 408,435 377,460 Other liabilities 33,612 21,368 Stockholders' equity 321,756     316,588     Total liabilities andstockholders' equity $ 2,811,170     $ 2,701,500     Net interest income   $ 72,829     $ 69,606   Net yield on earning assets     3.95%     3.89%   (1)For purposes of this table, non-accruing loans have been included in average balances and loan fees, which are immaterial, have been included in interest income. (2) Interest income includes $0 and $632 from interest rate floors for the nine months ended September 30, 2012 and September 30, 2011, respectively. (3) Includes the Company's commercial and industrial and commercial real estate loan categories. Interest income includes $0 and $488 from interest rate floors for the nine months ended September 30, 2012 and September 30, 2011, respectively. (4) Includes the Company's consumer and DDA overdrafts loan categories. (5) Effective January 1, 2012, the carrying value of the Company's previously securitized loans was reduced to $0. (6) Computed on a fully federal tax-equivalent basis assuming a tax rate of approximately 35%.   CITY HOLDING COMPANY AND SUBSIDIARIESAnalysis of Risk-Based Capital(Unaudited) ($ in 000s)   September 30June 30March 31December 31September 302012 (a)201220122011   2011   Tier I Capital: Stockholders' equity $ 328,415 $ 320,622 $ 316,046 $ 311,134 $ 309,892 Goodwill and other intangibles (64,912 ) (64,971 ) (55,871 ) (55,969 ) (56,071 ) Accumulated other comprehensive loss 365 2,477 1,737 3,907 2,701 Qualifying trust preferred stock 16,000 16,000 16,000 16,000 16,000 Unrealized loss on AFS securities - - - (448 ) (1,081 ) Excess deferred tax assets   (7,472 )   (7,847 )   (4,020 )   (5,897 )     (5,435 ) Total tier I capital $ 272,397   $ 266,282   $ 273,892   $ 268,727     $ 266,007                 Total Risk-Based Capital: Tier I capital $ 272,397 $ 266,282 $ 273,892 $ 268,727 $ 266,007 Qualifying allowance for loan losses   18,986     19,452     18,628     19,409     19,848   Total risk-based capital $ 291,383   $ 285,734   $ 292,520   $ 288,136     $ 285,855     Net risk-weighted assets $ 2,112,581 $ 2,136,249 $ 2,050,520 $ 2,048,398 $ 2,013,294                 Ratios: Average stockholders' equity to average assets 11.32 % 11.47 % 11.55 % 11.65 % 11.67 % Tangible capital ratio 9.29 % 9.03 % 9.54 % 9.37 % 9.65 % Risk-based capital ratios: Tier I capital 12.89 % 12.46 % 13.36 % 13.12 % 13.21 % Total risk-based capital 13.79 % 13.38 % 14.27 % 14.07 % 14.20 % Leverage capital 9.67 % 9.74 % 10.23 % 10.18 % 10.04 %     (a) September 30, 2012 risk-based capital ratios are estimated                     CITY HOLDING COMPANY AND SUBSIDIARIESIntangibles(Unaudited) ($ in 000s)   As of and for the Quarter EndedSeptember 30June 30March 31December 31September 302012201220122011   2011   Intangibles, net $ 65,103 $ 65,162 $ 56,066 $ 56,164 $ 56,266 Intangibles amortization expense 135 109 98 102 102   CITY HOLDING COMPANY AND SUBSIDIARIESSummary of Loan Loss Experience(Unaudited) ($ in 000s)   Quarter EndedSeptember 30June 30March 31December 31September 3020122012201220112011   Balance at beginning of period $ 19,452 $ 18,628 $ 19,409 $ 19,848 $ 18,944   Charge-offs: Commercial and industrial 9 48 69 247 200 Commercial real estate 845 26 1,989 1,650 141 Residential real estate 252 296 198 176 264 Home equity 133 347 509 475 209 Consumer 53 36 59 31 75 DDA overdrafts   418     375     335     394     492   Total charge-offs 1,710 1,128 3,159 2,973 1,381   Recoveries: Commercial and industrial 10 -   3 15 2 Commercial real estate 3 - 96 - 1,954 Residential real estate 8 3 4 10 1 Home equity 1 10 1 1 1 Consumer 26 35 29 29 58 DDA overdrafts   221     229     295     250     269   Total recoveries 269 277 427 305 2,285           Net charge-offs 1,441 851 2,731 2,668 (904 ) Provision for loan losses   975     1,675     1,950     2,229     -   Balance at end of period $ 18,986   $ 19,452   $ 18,628   $ 19,409   $ 19,848     Loans outstanding $ 2,085,232   $ 2,065,589   $ 1,971,964   $ 1,973,103   $ 1,925,798   Average loans outstanding   2,070,264     2,019,281     1,972,478     1,940,950     1,917,246   Allowance as a percent of loans outstanding   0.91 %   0.94 %   0.94 %   0.98 %   1.03 % Allowance as a percent of non-performing loans   82.61 %   88.92 %   88.78 %   87.76 %   87.27 % Net charge-offs (annualized) as a percent of average loans outstanding   0.28 %   0.17 %   0.55 %   0.55 %   (0.19 )% Net charge-offs, excluding overdraft deposit accounts, (annualized) as a percent of average loans outstanding   0.24 %   0.14 %   0.55 %   0.52 %   (0.24 )%         CITY HOLDING COMPANY AND SUBSIDIARIESSummary of Non-Performing Assets(Unaudited) ($ in 000s)   September 30June 30March 31December 31September 302012   2012   2012   2011   2011   Nonaccrual loans $ 22,586 $ 21,726 $ 20,420 $ 21,951 $ 22,423 Accruing loans past due 90 days or more 397   149   562   166   320 Total non-performing loans 22,983 21,875 20,982 22,117 22,743 Other real estate owned 9,017   8,697   8,250   7,948   8,273 Total non-performing assets $ 32,000   $ 30,572   $ 29,232   $ 30,065   $ 31,016   Non-performing assets as a percent of loans and other real estate owned 1.53% 1.47% 1.48% 1.52% 1.60%                         CITY HOLDING COMPANY AND SUBSIDIARIESSummary of Total Past Due Loans(Unaudited) ($ in 000s)   September 30June 30March 31December 31September 302012   2012   2012   2011   2011   Residential real estate $ 4,909 $ 5,575 $ 4,108 $ 5,362 $ 4,569 Home equity 2,643 1,864 1,560 2,246 2,425 Commercial and industrial 25 540 63 1,243 37 Commercial real estate 1,271 3,145 2,636 3,415 2,423 Consumer 136 90 58 138 112 Previously securitized loans - - - - 403 DDA overdrafts 319   364   304   909   614 Total past due loans $ 9,303   $ 11,578   $ 8,729   $ 13,313   $ 10,583   Past due loans as a percent of loans outstanding 0.45% 0.56% 0.44% 0.67% 0.55% City Holding CompanyCharles R. Hageboeck, Chief Executive Officer and President304-769-1102