false0001312109 0001312109 2019-12-04 2019-12-04
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): December 4, 2019

SILVERGATE CAPITAL CORPORATION
(Exact name of registrant as specified in its charter)
 
Maryland
001-39123
33-0227337
(State or other jurisdiction of
(Commission file number)
(IRS Employer
incorporation or organization)
 
Identification No.)
4250 Executive Square, Suite 300, La Jolla, CA 92037
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (858) 362-6300

N/A
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company        
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.             

Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbol
Name of Each Exchange on Which Registered
Class A Common Stock, par value $0.01 per share
SI
New York Stock Exchange

1


ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On December 4, 2019, Silvergate Capital Corporation (the “Company”) issued a press release announcing the Company’s financial results for the third quarter ended September 30, 2019. A copy of the Company’s press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and hereby incorporated by reference.

The information furnished under Item 2.02, including Exhibit 99.1 hereto, and Item 9.01 of this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liabilities under that Section, nor shall it be deemed incorporated by reference into any registration statement or other filings of the Company made under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.

Exhibit
Number
Description
 
 
99.1
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)


2



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


 
 
SILVERGATE CAPITAL CORPORATION
 
 
 
Date:
December 4, 2019
By:
/s/ Alan J. Lane
 
 
 
Alan J. Lane
President and Chief Executive Officer


3
SILVERGATEHORLOCKUPBLACKCMYK.JPG
 
Ex. 99.1

Silvergate Capital Corporation Announces Third Quarter 2019 Results
La Jolla, CA, December 4, 2019 -- Silvergate Capital Corporation (“Silvergate” or the “Company”) (NYSE:SI) and its wholly-owned subsidiary, Silvergate Bank (the “Bank”), today announced financial results for the period ended September 30, 2019.
Third Quarter 2019 Financial Highlights
Net income for the quarter was $6.7 million, or $0.36 per diluted share, compared to net income of $5.2 million, or $0.28 per diluted share, for the second quarter of 2019, and net income of $6.3 million, or $0.34 per diluted share, for the third quarter of 2018
Digital currency customers grew to 756 in the third quarter from 655 at June 30, 2019, and from 483 at September 30, 2018
The Silvergate Exchange Network (“SEN”) handled $10.4 billion of U.S. dollar transfers in the third quarter as compared to $8.6 billion in the second quarter of 2019, and $1.7 billion in the third quarter of 2018
Digital currency customer related fee income for the quarter was $1.6 million as compared to $1.1 million in the second quarter of 2019, and $0.7 million in the third quarter 2018
Book value per share was $12.92 at September 30, 2019, compared to $12.04 at June 30, 2019, and $10.30 at September 30, 2018
Efficiency ratio for the quarter was 59.93%, compared to 64.50% for the second quarter of 2019 and 56.65% for the third quarter of 2018
Alan Lane, President and Chief Executive Officer of Silvergate, commented, “Our third quarter results clearly demonstrate the strong network effect and growing competitive position of the Silvergate Exchange Network, ‘SEN’, with 756 digital currency customers, 101 of which were added in the quarter. Our growing digital currency customer base is rapidly adopting our proprietary global payments platform with over $10 billion dollars moving across the SEN in the third quarter. We also experienced digital currency related fee income growth of 177%, year over year, as the SEN continues to gain broad adoption by both institutional investors and exchanges, and we see an opportunity to further expand the services that we offer.”
Mr. Lane continued, “Over much of the last year we have pursued an initial public offering, and I am pleased to report that we completed this significant milestone on November 7, 2019 when our shares began trading on the New York Stock Exchange. The successful completion of our IPO would not have been possible without our dedicated employees, customers, and partners who I would like to thank for their hard work and commitment. Our offering is an important step in the transformation and growth of Silvergate and I am excited with the many opportunities that lie ahead as we continue to grow the SEN, diversify our revenues and further scale the platform.”

1


 
 
As of or for the Three Months Ended
 
 
September 30,
2019
 
June 30,
2019
 
September 30,
2018
 
 
 
 
 
 
 
Financial Highlights
 
(Dollars in thousands, except per share data)
Net income
 
$
6,656

 
$
5,156

 
$
6,279

Diluted earnings per share
 
$
0.36

 
$
0.28

 
$
0.34

Return on average assets (ROAA)(1)
 
1.20
%
 
1.03
%
 
1.27
%
Return on average equity (ROAE)(1)
 
11.78
%
 
10.04
%
 
13.74
%
Net interest margin(1)(2)
 
3.39
%
 
3.56
%
 
3.67
%
Cost of deposits(1)(3)
 
0.50
%
 
0.28
%
 
0.09
%
Cost of funds(1)(3)
 
0.59
%
 
0.43
%
 
0.17
%
Efficiency ratio(4)
 
59.93
%
 
64.50
%
 
56.65
%
Total assets
 
$
2,136,844

 
$
2,242,034

 
$
2,150,553

Total deposits
 
$
1,848,095

 
$
1,938,650

 
$
1,937,326

Book value per share
 
$
12.92

 
$
12.04

 
$
10.30

Tier 1 leverage ratio
 
10.43
%
 
11.11
%
 
10.25
%
Total risk-based capital ratio
 
25.97
%
 
26.57
%
 
26.56
%
________________________
(1)
Data has been annualized.
(2)
Net interest margin is a ratio calculated as annualized net interest income divided by average interest earning assets for the same period.
(3)
Cost of deposits and cost of funds increased beginning in the second quarter of 2019 due to the cost of a hedging strategy discussed in “Balance Sheet —Securities” in more detail below.
(4)
Efficiency ratio is calculated by dividing noninterest expenses by net interest income plus noninterest income.
Digital Currency Initiative
At September 30, 2019, our digital currency customers increased to 756 from 655 at June 30, 2019, and from 483 at September 30, 2018. At September 30, 2019, we had 250 prospective digital currency customers in various stages of our customer onboarding process, compared to 228 at June 30, 2019. In addition, for the three months ended September 30, 2019, $10.4 billion of U.S. dollar transfers occurred on the SEN, bringing total U.S. dollar transfers on the SEN to $23.1 billion and total funds transfers including wires to $41.5 billion for the nine months ended September 30, 2019.
 
 
Three Months Ended
 
Nine Months Ended
 
 
September 30,
2019
 
June 30,
2019
 
September 30,
2018
 
September 30,
2019
 
September 30,
2018
 
 
 
 
 
 
 
 
 
 
 
 
 
(Dollars in millions)
# SEN Transactions
 
12,312

 
12,254

 
1,453

 
31,663

 
2,892

$ Volume of SEN Transactions
 
$
10,425

 
$
8,625

 
$
1,680

 
$
23,126

 
$
4,359

Results of Operations, Quarter Ended September 30, 2019
Net Interest Income and Net Interest Margin Analysis
Net interest income totaled $18.4 million for the third quarter of 2019, compared to $17.6 million for the second quarter of 2019, and $18.0 million for the third quarter of 2018.
Compared to the second quarter of 2019, net interest income increased $0.9 million due to an increase in interest earning assets driven primarily by an increase in average balances of securities and mortgage warehouse loans, partially offset by a decrease in interest earning deposits in other banks and an increase in interest bearing liabilities. The increase in securities was driven primarily by the purchase of fixed-rate commercial mortgage-backed securities and adjustable rate residential mortgage-backed securities. The increase in interest bearing liabilities was primarily due to the issuance of callable brokered certificates of deposits, which were used to fund fixed-rate commercial mortgage-backed securities, both associated with a hedging strategy which is discussed in further detail in the “Balance Sheet—Securities” section.
Compared to the third quarter of 2018, net interest income increased $0.5 million due to a $217.1 million increase in average interest earning assets and an 11 basis point increase in our yield on earning assets, partially offset by a

2


$241.3 million increase in average interest bearing liabilities. Average interest earning assets increased due to an increase in average balances of securities and loans, partly offset by a decrease in interest earning deposits in other banks. The increase in securities was driven by the purchase of fixed-rate commercial mortgage-backed securities and adjustable rate residential mortgage-backed securities, while the increase in loans was primarily driven by an increase in mortgage warehouse loans, partly offset by a decrease in commercial loans related to the sale of the business lending division in the first quarter of 2019. Yields on earning assets benefited from the increase in securities relative to interest earnings deposits in other banks, and from an overall increase in higher yielding loans. The increase in interest bearing deposits was primarily due to the issuance of callable brokered certificates of deposits, which were used to fund fixed-rate commercial mortgage-backed securities, both associated with a hedging strategy which is discussed in further detail in the “Balance Sheet—Securities” section. Noninterest bearing deposits generated by the digital currency initiative are primarily invested in securities and interest earning deposits.
Net interest margin for the third quarter of 2019 was 3.39%, compared to 3.56% for the second quarter of 2019, and 3.67% for the third quarter of 2018. The decrease in the net interest margin compared to the second quarter of 2019 was driven by the increase in interest bearing deposits due to the issuance of callable brokered certificates of deposits, while the yield on interest earning assets was relatively flat as the impact of the federal funds rate reductions was offset by a higher level of securities and loans relative to interest earning deposits in other banks. The net margin decrease from the third quarter of 2018 was primarily due to the callable brokered certificates of deposits associated with the hedging strategy.
 
 
Three Months Ended
 
 
September 30, 2019
 
June 30, 2019
 
September 30, 2018
 
 
Average
Outstanding
Balance
 
Interest
Income/
Expense
 
Average
Yield/
Rate
 
Average
Outstanding
Balance
 
Interest
Income/
Expense
 
Average
Yield/
Rate
 
Average
Outstanding
Balance
 
Interest
Income/
Expense
 
Average
Yield/
Rate
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(Dollars in thousands)
Assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest earning assets:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest earning deposits in other banks
 
$
234,606

 
$
1,183

 
2.00
%
 
$
530,325

 
$
3,058

 
2.31
%
 
$
770,832

 
$
3,921

 
2.02
%
Securities
 
935,263

 
6,510

 
2.76
%
 
579,464

 
4,501

 
3.12
%
 
266,718

 
1,941

 
2.89
%
Loans(1)(2)
 
979,283

 
13,574

 
5.50
%
 
860,682

 
11,684

 
5.45
%
 
895,107

 
12,726

 
5.64
%
Other
 
10,742

 
121

 
4.47
%
 
10,743

 
229

 
8.55
%
 
10,140

 
119

 
4.66
%
Total interest earning assets
 
2,159,894

 
21,388

 
3.93
%
 
1,981,214

 
19,472

 
3.94
%
 
1,942,797

 
18,707

 
3.82
%
Noninterest earning assets
 
45,306

 
 
 
 
 
28,440

 
 
 
 
 
12,706

 
 
 
 
Total assets
 
$
2,205,200

 
 
 
 
 
$
2,009,654

 
 
 
 
 
$
1,955,503

 
 
 
 
Liabilities and Shareholders’ Equity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest bearing liabilities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest bearing deposits
 
$
438,277

 
$
2,385

 
2.16
%
 
$
270,360

 
$
1,194

 
1.77
%
 
$
234,044

 
$
400

 
0.68
%
FHLB advances and other borrowings
 
43,642

 
289

 
2.63
%
 
60,639

 
443

 
2.93
%
 
6,622

 
98

 
5.87
%
Subordinated debentures
 
15,810

 
271

 
6.80
%
 
15,807

 
267

 
6.78
%
 
15,796

 
239

 
6.00
%
Total interest bearing liabilities
 
497,729

 
2,945

 
2.35
%
 
346,806

 
1,904

 
2.20
%
 
256,462

 
737

 
1.14
%
Noninterest bearing liabilities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Noninterest bearing deposits
 
1,468,992

 
 
 
 
 
1,445,529

 
 
 
 
 
1,512,393

 
 
 
 
Other liabilities
 
14,400

 
 
 
 
 
11,371

 
 
 
 
 
5,297

 
 
 
 
Shareholders’ equity
 
224,079

 
 
 
 
 
205,948

 
 
 
 
 
181,351

 
 
 
 
Total liabilities and shareholders’ equity
 
$
2,205,200

 
 
 
 
 
$
2,009,654

 
 
 
 
 
$
1,955,503

 
 
 
 
Net interest spread(3)
 
 
 
 
 
1.58
%
 
 
 
 
 
1.74
%
 
 
 
 
 
2.68
%
Net interest income
 
 
 
$
18,443

 
 
 
 
 
$
17,568

 
 
 
 
 
$
17,970

 
 
Net interest margin(4)
 
 
 
 
 
3.39
%
 
 
 
 
 
3.56
%
 
 
 
 
 
3.67
%
________________________
(1)
Loans include nonaccrual loans and loans held-for-sale, net of deferred fees and before allowance for loan losses.
(2)
Interest income includes amortization of deferred loan fees, net of deferred loan costs.
(3)
Net interest spread is the difference between interest rates earned on interest earning assets and interest rates paid on interest bearing liabilities.
(4)
Net interest margin is a ratio calculated as annualized net interest income divided by average interest earning assets for the same period.

3


Provision for Loan Losses
The Company recorded a reversal of provision for loan losses of $0.9 million for the third quarter of 2019, compared to a provision of $0.2 million for the second quarter of 2019, and no provision for the third quarter of 2018. For a discussion on the provision and allowance for loan losses, see “Balance Sheet—Asset Quality and Allowance for Loan Losses.”
Noninterest Income
Noninterest income for the third quarter of 2019 was $2.6 million, an increase of $0.4 million, or 20.7%, from the second quarter of 2019. The primary driver of this increase was a $0.5 million, or 41.5% increase in deposit related fees attributed to increases in cash management, foreign exchange, and SEN related fees associated with our digital currency initiative.
Noninterest income for the third quarter of 2019 increased by $0.4 million, or 19.0%, compared to the third quarter of 2018, primarily due to an increase of $1.0 million, or 140.8%, in deposit related fees. The increase was partially offset by decreases in service fees related to off-balance sheet deposits, gain on sale of loans and other income. Deposit related fees increased primarily due to increases in cash management, foreign exchange, and SEN related fees associated with our digital currency initiative.
 
 
Three Months Ended
 
 
September 30,
2019
 
June 30,
2019
 
September 30,
2018
 
 
 
 
 
 
 
 
 
(Dollars in thousands)
Noninterest income:
 
 
 
 
 
 
Mortgage warehouse fee income
 
$
373

 
$
346

 
$
393

Service fees related to off-balance sheet deposits
 
283

 
412

 
573

Deposit related fees
 
1,657

 
1,171

 
688

Gain on sale of loans
 
248

 
156

 
416

Other income
 
38

 
69

 
114

Total noninterest income
 
$
2,599

 
$
2,154

 
$
2,184

Noninterest Expense
Noninterest expense totaled $12.6 million for the third quarter of 2019, a decrease of $0.1 million compared to the second quarter of 2019, and an increase of $1.2 million compared to the third quarter of 2018.
Noninterest expense decreased from the prior quarter due to lower occupancy and equipment, professional services and federal deposit insurance expense that was partially offset by an increase in salaries and employee benefits and communications and data processing.
Noninterest expense increased from the third quarter of 2018 due to continued expansion of our technology-driven banking platform with significant capacity to support potential future growth. Salaries and employee benefits increased $1.0 million from the third quarter of 2018 due primarily to an increase in full-time equivalent employees associated with growth in project management and operations to support the expansion of our technology driven platform. This was partially offset by a reduction in personnel as a result of the sale of the Bank’s San Marcos branch and business loan operations. Occupancy and equipment expense increased by $0.2 million in the third quarter of 2019 compared to the third quarter of 2018, due to an increase in leased space for the corporate headquarters, partially offset by the sale of the San Marcos branch. Communications and data processing increased $0.6 million from enhancements to our IT infrastructure and expansion projects to support our digital currency initiative.

4


 
 
Three Months Ended
 
 
September 30,
2019
 
June 30,
2019
 
September 30,
2018
 
 
 
 
 
 
 
 
 
(Dollars in thousands)
Noninterest expense:
 
 
 
 
 
 
Salaries and employee benefits
 
$
8,277

 
$
8,082

 
$
7,259

Occupancy and equipment
 
892

 
1,012

 
742

Communications and data processing
 
1,298

 
1,123

 
703

Professional services
 
889

 
1,073

 
1,507

Federal deposit insurance
 
39

 
168

 
214

Correspondent bank charges
 
288

 
301

 
240

Other loan expense
 
47

 
118

 
57

Other real estate owned expense (recovery)
 
75

 
5

 
(10
)
Other general and administrative
 
806

 
839

 
705

Total noninterest expense
 
$
12,611

 
$
12,721

 
$
11,417

Income Tax Expense
Income tax expense was $2.6 million for the third quarter of 2019, compared to $1.7 million for the second quarter of 2019, and $2.5 million for the third quarter of 2018. Our effective tax rate for the third quarter of 2019 was 28.3%, compared to 24.7% for the second quarter of 2019, and 28.1% third quarter of 2018. The lower effective tax rate for the second quarter of 2019 was due to recognized tax benefits which include excess benefits from stock-based compensation.
Results of Operations, Nine Months Ended September 30, 2019
Net income for the nine months ended September 30, 2019 was $21.2 million, or $1.16 per diluted share, compared to $14.3 million, or $0.86 per diluted share, for the same period in 2018.
Net interest income for the nine months ended September 30, 2019 was $55.3 million, compared to $48.8 million for the same period in 2018. The increase in net interest income was primarily due to an increase of $9.8 million in interest income partially offset by an increase of $3.2 million in interest expense. The increase in interest income was the result of both an increase in average earning assets and higher yields on those assets, driven in part by an increase in both securities and loans relative to cash and cash equivalents.
Noninterest income for the nine months ended September 30, 2019 was $12.6 million, compared to $5.6 million for the same period in 2018. The increase in total noninterest income was primarily due to the increase in fee income from our digital currency customers and the $5.5 million gain on sale of branch that occurred in the first quarter of 2019.
Noninterest expense was $38.8 million for the nine months ended September 30, 2019, compared to $34.3 million for the nine months ended September 30, 2018. The increase in noninterest expense was primarily due to increases in salaries and benefits and communications and data processing corresponding to our organic growth as we have expanded our operational infrastructure and implemented our plan to build an efficient, technology-driven banking operation with significant capacity for growth.
Income tax expense was $8.3 million for the nine months ended September 30, 2019, compared to an income tax expense of $5.5 million for the same period in 2018.
Balance Sheet
Deposits
At September 30, 2019, deposits totaled $1.8 billion, a decrease of $90.6 million, or 4.7%, from June 30, 2019, and a decrease of $89.2 million, or 4.6%, from September 30, 2018. Noninterest bearing deposits totaled $1.4 billion (representing approximately 75.5% of total deposits) at September 30, 2019, a decrease of $155.5 million from the prior quarter end and a $314.2 million decrease compared to September 30, 2018. The decrease in total deposits from the prior quarter reflects changes in deposit levels of our digital currency customers, offset slightly by an increase of $75.0 million in callable brokered certificates of deposit. The decrease in total deposits from September 30, 2018 was also impacted by the sale of the San Marcos branch, which reduced total deposits by $74.5 million, offset by an increase of $325.0 million in callable brokered

5


certificates of deposit associated with the implementation of a hedging strategy. While deposits may fluctuate in the ordinary course of business, the Company has continued to add new digital currency customers each quarter.
The weighted average cost of deposits for the third quarter of 2019 was 0.50%, compared to 0.28% for the second quarter of 2019, and 0.09% for the third quarter of 2018. The increase in the weighted average cost of deposits compared to the second quarter of 2019 and the third quarter of 2018 was driven by the addition of new callable brokered certificates of deposit associated with a hedging strategy, as discussed in “Balance Sheet—Securities” below.
 
 
Three Months Ended
 
 
September 30, 2019
 
June 30, 2019
 
September 30, 2018
 
 
Average
Balance
 
Average
Rate
 
Average
Balance
 
Average
Rate
 
Average
Balance
 
Average
Rate
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(Dollars in thousands)
Noninterest bearing demand accounts
 
$
1,468,992

 

 
$
1,445,529

 

 
$
1,512,393

 

Interest bearing accounts:
 
 
 
 
 
 
 
 
 
 
 
 
Interest bearing demand accounts
 
47,945

 
0.14
%
 
47,879

 
0.14
%
 
53,676

 
0.14
%
Money market and savings accounts
 
81,941

 
1.00
%
 
77,293

 
0.83
%
 
135,454

 
0.62
%
Certificates of deposit:
 


 


 


 


 


 


Brokered certificates of deposit
 
303,524

 
2.81
%
 
129,354

 
2.97
%
 

 

Other
 
4,867

 
1.33
%
 
15,834

 
1.53
%
 
44,914

 
1.47
%
Total interest bearing deposits
 
438,277

 
2.16
%
 
270,360

 
1.77
%
 
234,044

 
0.68
%
Total deposits
 
$
1,907,269

 
0.50
%
 
$
1,715,889

 
0.28
%
 
$
1,746,437

 
0.09
%
The demand for new deposit accounts is attributable to our banking platform for innovators that includes the SEN, which is enabled through our online banking system or our proprietary API. These tools enable our clients to grow their business and scale operations.
The following table sets forth a breakdown of our digital currency customer base and the deposits held by such customers at the dates noted below:
 
 
September 30, 2019
 
June 30, 2019
 
September 30, 2018
 
 
Number of Customers
 
Total Deposits
 
Number of Customers
 
Total Deposits
 
Number of Customers
 
Total Deposits
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(Dollars in millions)
Digital currency exchanges
 
69

 
$
546

 
51

 
$
654

 
35

 
$
793

Institutional investors
 
468

 
504

 
426

 
568

 
339

 
573

Other customers
 
219

 
247

 
178

 
242

 
109

 
227

Total
 
756

 
$
1,297

 
655

 
$
1,463

 
483

 
$
1,593

Loan Portfolio
Total loans held-for-investment were $698.2 million at September 30, 2019, an increase of $6.7 million, or 1.0%, from June 30, 2019, and an increase of $2.0 million, or 0.3%, from September 30, 2018.

6


 
 
September 30,
2019
 
June 30,
2019
 
September 30,
2018
 
 
 
 
 
 
 
 
 
(Dollars in thousands)
Real estate loans:
 
 
 
 
 
 
One-to-four family
 
$
212,440

 
$
203,885

 
$
184,847

Multi-family
 
77,901

 
80,080

 
23,270

Commercial
 
322,733

 
331,034

 
344,773

Construction
 
3,986

 
3,137

 
3,087

Commercial and industrial
 
14,563

 
10,658

 
88,173

Consumer and other
 
76

 
199

 
125

Reverse mortgage
 
1,629

 
1,686

 
1,901

Mortgage warehouse
 
61,856

 
57,923

 
48,409

Total gross loans held-for-investment
 
695,184

 
688,602

 
694,585

Deferred fees, net
 
2,997

 
2,857

 
1,621

Total loans held-for-investment
 
698,181

 
691,459

 
696,206

Allowance for loan losses
 
(6,191
)
 
(7,049
)
 
(8,388
)
Total loans held-for-investment, net
 
$
691,990

 
$
684,410

 
$
687,818

Total loans held-for-sale
 
$
311,410

 
$
235,834

 
$
184,105

Loans held-for-sale included $306.7 million, $223.9 million and $181.4 million of mortgage warehouse loans at September 30, 2019, June 30, 2019, and September 30, 2018, respectively.
Asset Quality and Allowance for Loan Losses
At September 30, 2019, our allowance for loan losses was $6.2 million, a decrease of $0.9 million from June 30, 2019, and a decrease of $2.2 million from September 30, 2018. The ratio of the allowance for loan losses to gross loans held-for-investment at September 30, 2019 was 0.89%, compared to 1.02% and 1.21% at June 30, 2019 and September 30, 2018, respectively.
Nonperforming assets totaled $6.8 million, or 0.32% of total assets, at September 30, 2019, a decrease of $0.8 million from $7.6 million, or 0.34% of total assets at June 30, 2019, primarily due to loan payoffs and principal repayments on nonperforming commercial and industrial loans. Nonperforming assets decreased $3.1 million, from $9.9 million, or 0.46% of total assets, at September 30, 2018, primarily due to principal repayments on nonperforming commercial and industrial loans.
 
 
September 30,
2019
 
June 30,
2019
 
September 30,
2018
 
 
 
 
 
 
 
Asset Quality
 
(Dollars in thousands)
Nonperforming Assets:
 
 
 
 
 
 
Nonperforming loans
 
$
6,707

 
$
7,518

 
$
9,835

Troubled debt restructurings
 
$
1,840

 
$
1,896

 
$
555

Other real estate owned, net
 
$
81

 
$
112

 
$
41

Nonperforming assets
 
$
6,788

 
$
7,630

 
$
9,876

 
 
 
 
 
 
 
Asset Quality Ratios:
 
 
 
 
 
 
Nonperforming assets to total assets
 
0.32
%
 
0.34
%
 
0.46
 %
Nonperforming loans to gross loans(1)
 
0.96
%
 
1.09
%
 
1.42
 %
Nonperforming assets to gross loans and other real estate owned(1)
 
0.98
%
 
1.11
%
 
1.42
 %
Net charge-offs (recoveries) to average total loans(1)
 
0.01
%
 
0.01
%
 
(0.01
)%
Allowance for loan losses to gross loans(1)
 
0.89
%
 
1.02
%
 
1.21
 %
Allowance for loan losses to nonperforming loans
 
92.31
%
 
93.76
%
 
85.29
 %
________________________
(1)
Loans exclude loans held-for-sale at each of the dates presented.

7


Securities
Securities available-for-sale decreased $10.6 million, or 1.1%, from $920.5 million at June 30, 2019, and increased $607.6 million, or 201.0%, from $302.3 million at September 30, 2018, to $909.9 million at September 30, 2019. The Company’s securities portfolio has grown substantially due to the implementation of a hedging strategy and the purchase of high quality available-for-sale securities. In March 2019, the Bank implemented a hedging strategy that includes purchases of interest rate floors and commercial mortgage-backed securities, primarily funded by callable brokered certificates of deposit. This hedging strategy is intended to reduce the Bank’s exposure to a decline in earnings in a declining interest rate environment with a minimal negative impact on current earnings. At September 30, 2019, the Company purchased $400.0 million in notional amount of interest rate floors, $350.4 million in fixed-rate commercial mortgage-backed securities and issued $325.0 million of callable brokered certificates of deposit related to the hedging strategy. The callable brokered certificates of deposit had an unamortized premium of $2.3 million and have an average life of 4.2 years as of September 30, 2019. These certificates of deposit are initially callable six months after issuance and monthly thereafter. The initial call dates for all callable brokered certificates of deposit are from October 2019 through January 2020. At September 30, 2019, we held a total of $196.0 million in callable certificates of deposit and $1.3 million of related unamortized premium, which was subsequently called after the end of the third quarter. In addition, the Company purchased $20.0 million in adjustable rate residential mortgage-backed securities during the third quarter of 2019 and sold $30.0 million of residential and commercial government agency collateralized mortgage obligations.
Capital Ratios
At September 30, 2019, the Company’s ratio of common equity to total assets was 10.79%, compared with 9.58% at June 30, 2019, and 8.53% at September 30, 2018. At September 30, 2019, the Company’s book value per share was $12.92, compared to $12.04 at June 30, 2019, and $10.30 at September 30, 2018.
At September 30, 2019, the Company had a tier 1 leverage ratio of 10.43%, common equity tier 1 capital ratio of 23.57%, tier 1 capital ratio of 25.28% and total capital ratio of 25.97%.
At September 30, 2019, the Bank had a tier 1 leverage ratio of 10.01%, common equity tier 1 capital ratio of 24.30%, tier 1 capital ratio of 24.30% and total capital ratio of 25.00%. These capital ratios each exceeded the “well capitalized” standards defined by the federal banking regulators of 5.00% for tier 1 leverage ratio, 6.5% for common equity tier 1 capital ratio, 8.00% for tier 1 capital ratio and 10.00% for total capital ratio.
Capital Ratios
 
September 30,
2019
 
June 30,
2019
 
September 30,
2018
The Company
 
 
 
 
 
 
Tier 1 leverage ratio
 
10.43
%
 
11.11
%
 
10.25
%
Common equity tier 1 capital ratio
 
23.57
%
 
23.96
%
 
23.50
%
Tier 1 risk-based capital ratio
 
25.28
%
 
25.75
%
 
25.47
%
Total risk-based capital ratio
 
25.97
%
 
26.57
%
 
26.56
%
Common equity to total assets
 
10.79
%
 
9.58
%
 
8.53
%
The Bank
 
 
 
 
 
 
Tier 1 leverage ratio
 
10.01
%
 
10.62
%
 
9.12
%
Common equity tier 1 capital ratio
 
24.30
%
 
24.66
%
 
22.72
%
Tier 1 risk-based capital ratio
 
24.30
%
 
24.66
%
 
22.72
%
Total risk-based capital ratio
 
25.00
%
 
25.49
%
 
23.81
%
About Silvergate:
Silvergate Capital Corporation is a registered bank holding company for Silvergate Bank, headquartered in La Jolla, California. Silvergate Bank is a commercial bank that opened in 1988, has been profitable for 21 consecutive years, and has focused its strategy on creating the banking platform for innovators, especially in the digital currency industry, and developing product and service solutions addressing the needs of entrepreneurs. The Company’s assets consist primarily of its investment in the Bank and the Company’s primary activities are conducted through the Bank. The Company is subject to supervision by the Board of Governors of the Federal Reserve System (the “Federal Reserve”). The Bank is subject to supervision by the California Department of Business Oversight, Division of Financial Institutions and, as a Federal Reserve member bank, the Federal Reserve. The Bank’s deposits are insured up to legal limits by the Federal Deposit Insurance Corporation.

8


CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This earnings release contains forward-looking statements. These forward-looking statements reflect our current views with respect to, among other things, future events and our financial performance. These statements are often, but not always, made through the use of words or phrases such as “may,” “should,” “could,” “predict,” “potential,” “believe,” “will likely result,” “expect,” “continue,” “will,” “anticipate,” “seek,” “estimate,” “intend,” “plan,” “project,” “projection,” “forecast,” “goal,” “target,” “would,” “aim” and “outlook,” or the negative version of those words or other comparable words or phrases of a future or forward-looking nature. These forward-looking statements are not historical facts, and are based on current expectations, estimates and projections about our industry and management’s beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond our control. The inclusion of these forward-looking statements should not be regarded as a representation by us or any other person that such expectations, estimates and projections will be achieved. Accordingly, we caution you that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions and uncertainties that are difficult to predict. Although we believe that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements. Any forward-looking statement speaks only as of the date of this shareholder letter, and we do not undertake any obligation to publicly update or review any forward-looking statement, whether because of new information, future developments or otherwise, except as required by law. New risks and uncertainties may emerge from time to time, and it is not possible for us to predict their occurrence. In addition, we cannot assess the impact of each risk and uncertainty on our business or the extent to which any risk or uncertainty, or combination of risks and uncertainties, may cause actual results to differ materially from those contained in any forward-looking statements.

Investor Relations Contact:
Jamie Lillis / Shannon Devine
(858) 200-3782
[email protected]

Source: Silvergate Capital Corporation


9


SILVERGATE CAPITAL CORPORATION
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(In Thousands)
(Unaudited)
 
 
September 30,
2019
 
June 30,
2019
 
March 31,
2019
 
December 31,
2018
 
September 30,
2018
ASSETS
 
 
 
 
 
 
 
 
 
 
Cash and due from banks
 
$
4,098

 
$
2,036

 
$
3,865

 
$
4,177

 
$
6,488

Interest earning deposits in other banks
 
156,160

 
339,325

 
529,159

 
670,243

 
943,838

Cash and cash equivalents
 
160,258

 
341,361

 
533,024

 
674,420

 
950,326

Securities available-for-sale, at fair value
 
909,917

 
920,481

 
462,330

 
357,178

 
302,317

Securities held-to-maturity, at amortized cost
 

 
63

 
70

 
73

 
81

Loans held-for-investment, net of allowance for loan losses
 
691,990

 
684,410

 
611,175

 
592,781

 
687,818

Loans held-for-sale, at lower of cost or fair value
 
311,410

 
235,834

 
234,067

 
350,636

 
184,105

Federal home loan and federal reserve bank stock, at cost
 
10,264

 
10,264

 
10,264

 
9,660

 
9,660

Accrued interest receivable
 
5,875

 
6,296

 
5,474

 
5,770

 
4,391

Other real estate owned, net
 
81

 
112

 
31

 
31

 
41

Premises and equipment, net
 
3,224

 
3,276

 
3,195

 
3,656

 
2,679

Operating lease right-of-use assets
 
4,927

 
5,280

 
4,476

 

 

Derivative assets
 
30,885

 
25,698

 
3,392

 
999

 
1,305

Low income housing tax credit investment
 
981

 
1,008

 
1,015

 
1,044

 
1,074

Deferred tax asset
 

 

 
3,153

 
3,329

 
3,135

Other assets
 
7,032

 
7,951

 
19,728

 
4,741

 
3,621

Total assets
 
$
2,136,844

 
$
2,242,034

 
$
1,891,394

 
$
2,004,318

 
$
2,150,553

 
 
 
 
 
 
 
 
 
 
 
LIABILITIES AND SHAREHOLDERS’ EQUITY
 
 
 
 
 
 
 
 
 
 
Deposits:
 
 
 
 
 
 
 
 
 
 
Noninterest bearing demand accounts
 
$
1,394,433

 
$
1,549,886

 
$
1,452,191

 
$
1,525,922

 
$
1,708,590

Interest bearing accounts
 
453,662

 
388,764

 
146,573

 
152,911

 
228,736

Deposits held-for-sale
 

 

 

 
104,172

 

Total deposits
 
1,848,095

 
1,938,650

 
1,598,764

 
1,783,005

 
1,937,326

Federal home loan bank advances
 
20,000

 

 

 

 

Other borrowings
 

 
53,545

 
57,135

 

 

Notes payable
 
4,000

 
4,286

 
4,286

 
4,857

 
5,143

Subordinated debentures, net
 
15,813

 
15,809

 
15,806

 
15,802

 
15,799

Operating lease liabilities
 
5,237

 
5,581

 
4,762

 

 

Accrued expenses and other liabilities
 
13,085

 
9,415

 
9,504

 
9,408

 
8,901

Total liabilities
 
1,906,230

 
2,027,286

 
1,690,257

 
1,813,072

 
1,967,169

Commitments and contingencies
 
 
 
 
 
 
 
 
 
 
Preferred stock
 

 

 

 

 

Class A common stock
 
167

 
166

 
166

 
166

 
166

Class B non-voting common stock
 
12

 
12

 
12

 
12

 
12

Additional paid-in capital
 
125,573

 
125,599

 
125,684

 
125,665

 
125,610

Retained earnings
 
88,712

 
82,056

 
76,900

 
67,464

 
59,444

Accumulated other comprehensive income (loss)
 
16,150

 
6,915

 
(1,625
)
 
(2,061
)
 
(1,848
)
Total shareholders’ equity
 
230,614

 
214,748

 
201,137

 
191,246

 
183,384

Total liabilities and shareholders’ equity
 
$
2,136,844

 
$
2,242,034

 
$
1,891,394

 
$
2,004,318

 
$
2,150,553


10


SILVERGATE CAPITAL CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands, Except Per Share Data)
(Unaudited)
 
 
Three Months Ended
 
Nine Months Ended
 
 
September 30,
2019
 
June 30,
2019
 
September 30,
2018
 
September 30,
2019
 
September 30,
2018
Interest income
 
 
 
 
 
 
 
 
 
 
Loans, including fees
 
$
13,574

 
$
11,684

 
$
12,726

 
$
38,369

 
$
35,357

Securities
 
6,510

 
4,501

 
1,941

 
14,044

 
5,016

Other interest earning assets
 
1,183

 
3,058

 
3,921

 
8,038

 
10,386

Dividends and other
 
121

 
229

 
119

 
472

 
392

Total interest income
 
21,388

 
19,472

 
18,707

 
60,923

 
51,151

Interest expense
 
 
 
 
 
 
 
 
 
 
Deposits
 
2,385

 
1,194

 
400

 
3,920

 
1,386

Federal home loan bank advances
 
172

 

 

 
172

 
19

Notes payable and other
 
117

 
443

 
98

 
702

 
315

Subordinated debentures
 
271

 
267

 
239

 
802

 
671

Total interest expense
 
2,945

 
1,904

 
737

 
5,596

 
2,391

Net interest income before provision for loan losses
 
18,443

 
17,568

 
17,970

 
55,327

 
48,760

(Reversal of) provision for loan losses
 
(858
)
 
152

 

 
(439
)
 
148

Net interest income after provision for loan losses
 
19,301

 
17,416

 
17,970

 
55,766

 
48,612

Noninterest income
 
 
 
 
 
 
 
 
 
 
Mortgage warehouse fee income
 
373

 
346

 
393

 
1,085

 
1,152

Service fees related to off-balance sheet deposits
 
283

 
412

 
573

 
1,454

 
1,683

Deposit related fees
 
1,657

 
1,171

 
688

 
3,815

 
1,655

Gain on sale of loans
 
248

 
156

 
416

 
593

 
699

Gain on sale of branch, net
 

 

 

 
5,509

 

Other income
 
38

 
69

 
114

 
168

 
383

Total noninterest income
 
2,599

 
2,154

 
2,184

 
12,624

 
5,572

Noninterest expense
 
 
 
 
 
 
 
 
 
 
Salaries and employee benefits
 
8,277

 
8,082

 
7,259

 
25,124

 
21,335

Occupancy and equipment
 
892

 
1,012

 
742

 
2,777

 
2,251

Communications and data processing
 
1,298

 
1,123

 
703

 
3,458

 
2,149

Professional services
 
889

 
1,073

 
1,507

 
3,407

 
3,918

Federal deposit insurance
 
39

 
168

 
214

 
382

 
1,078

Correspondent bank charges
 
288

 
301

 
240

 
868

 
914

Other loan expense
 
47

 
118

 
57

 
290

 
198

Other real estate owned expense (recovery)
 
75

 
5

 
(10
)
 
80

 
42

Other general and administrative
 
806

 
839

 
705

 
2,432

 
2,461

Total noninterest expense
 
12,611

 
12,721

 
11,417

 
38,818

 
34,346

Income before income taxes
 
9,289

 
6,849

 
8,737

 
29,572

 
19,838

Income tax expense
 
2,633

 
1,693

 
2,458

 
8,324

 
5,525

Net income
 
6,656

 
5,156

 
6,279

 
21,248

 
14,313

Basic earnings per share
 
$
0.37

 
$
0.29

 
$
0.35

 
$
1.19

 
$
0.89

Diluted earnings per share
 
$
0.36

 
$
0.28

 
$
0.34

 
$
1.16

 
$
0.86

Weighted average shares outstanding:
 
 
 
 
 
 
 
 
 
 
Basic
 
17,840

 
17,835

 
17,808

 
17,830

 
16,113

Diluted
 
18,246

 
18,257

 
18,254

 
18,252

 
16,607

 

11