8-K

BYLINE BANCORP, INC. (BY)

8-K 2020-10-22 For: 2020-10-22
View Original
Added on April 08, 2026

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): October 22, 2020

BYLINE BANCORP, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction

of Incorporation)

001-38139 36-3012593
(Commission<br><br><br>File Number) (I.R.S. Employer<br><br><br>Identification No.)
180 North LaSalle Street, Suite 300
Chicago, Illinois 60601
(Address of Principal Executive Offices) (Zip Code)

(773) 244-7000

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(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 obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock BY New York Stock Exchange

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.  ☐

Item 2.02. Results of Operations and Financial Condition.

On October 22, 2020, the Company issued a press release announcing its financial results for the third quarter ended September 30, 2020. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference.

The information included under this Item 2.02 of Form 8-K and the attached exhibit 99.1 are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in any such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit<br><br><br>No. Description
99.1 Third Quarter 2020 Financial Results Press Release, dated October 22, 2020
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

Forward-Looking Statements

This communication contains forward-looking statements within the meaning of the U.S. federal securities laws. Forward-looking statements include, without limitation, statements concerning plans, estimates, calculations, forecasts and projections with respect to the anticipated future performance of the Company. These statements are often, but not always, made through the use of words or phrases such as ‘‘may’’, ‘‘might’’, ‘‘should’’, ‘‘could’’, ‘‘predict’’, ‘‘potential’’, ‘‘believe’’, ‘‘expect’’, ‘‘continue’’, ‘‘will’’, ‘‘anticipate’’, ‘‘seek’’, ‘‘estimate’’, ‘‘intend’’, ‘‘plan’’, ‘‘projection’’, ‘‘would’’, ‘‘annualized’’, “target” and ‘‘outlook’’, or the negative version of those words or other comparable words or phrases of a future or forward-looking nature. Forward-looking statements involve estimates and known and unknown risks, and reflect various assumptions and involve elements of subjective judgement and analysis, which may or may not prove to be correct, and which are subject to uncertainties and contingencies outside the control of Byline and its respective affiliates, directors, employees and other representatives, which could cause actual results to differ materially from those presented in this communication.

The COVID-19 pandemic is adversely affecting us, our employees, customers, counterparties and third-party service providers, and the ultimate extent of the impacts on our business, financial position, results of operations, liquidity, and prospects is uncertain. Continued deterioration in general business and economic conditions, including further increases in unemployment rates, or turbulence in U.S. or global financial markets could adversely affect our revenues and the values of our assets and liabilities, reduce the availability of funding, lead to a tightening of credit, and further increase stock price volatility. In addition, changes to statutes, regulations, or regulatory policies or practices as a result of, or in response to COVID-19, could affect us in substantial and unpredictable ways.

No representations, warranties or guarantees are or will be made by Byline as to the reliability, accuracy or completeness of any forward-looking statements contained in this communication or that such forward-looking statements are or will remain based on reasonable assumptions. You should not place undue reliance on any forward-looking statements contained in this communication.

Certain risks and important factors that could affect Byline’s future results are identified in its Annual Report on Form 10-K and other reports filed with the Securities and Exchange Commission, including among other things under the heading “Risk Factors” in its Annual Report on Form 10-K for the year ended December 31, 2019, its Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, and its Quarterly Report on Form 10-Q for the quarter ended June 30, 2020.  Any forward-looking statement speaks only as of the date on which it is made, and Byline undertakes no obligation to update any forward-looking statement, whether to reflect events or circumstances after the date on which the statement is made, to reflect new information or the occurrence of unanticipated events, or otherwise unless required under the federal securities laws.

SIGNATURE

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

BYLINE BANCORP, INC.
Date: October 22, 2020 By: /s/ Alberto J. Paracchini
Name: Alberto J. Paracchini
Title: President and Chief Executive Officer

3

by-ex991_6.htm

EX-99.1

Byline Bancorp, Inc. Reports Third Quarter 2020 Financial Results

Third Quarter 2020 Highlights

Net income of $13.1 million, or $0.34 per diluted share
Net interest margin of 3.60%, compared to 3.71% at June 30, 2020
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Return on average assets of 0.81%
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Pre-tax pre-provision return on average assets^1^ of 2.12%
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Efficiency ratio of 52.47%, lower by 123 basis points from the second quarter
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Originated loans and leases increased $41.0 million, or 1.1%, from June 30, 2020
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Third quarter total loan and lease production of $213.4 million
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Common Equity Tier 1 to risk weighted assets of 12.55%
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Completed an additional public offering of $25.0 million of subordinated notes
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Announced consolidation of approximately 20% of branch network
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Chicago, IL, October 22, 2020 – Byline Bancorp, Inc. (the “Company” or “Byline”)(NYSE: BY), the parent company of Byline Bank (the “Bank”), today reported net income of $13.1 million, or $0.34 per diluted share, for the third quarter of 2020, compared with net income of $9.1 million, or $0.24 per diluted share, for the second quarter of 2020, and net income of $15.3 million, or $0.39 per diluted share, for the third quarter of 2019.

Alberto J. Paracchini, President and Chief Executive Officer of Byline, commented, "Our results for the quarter continues to show solid performance in a challenging operating environment. We saw strong growth in pre-tax, pre-provision income driven by improved business activity, strong fee income and disciplined expense management. This allowed us to continue to build our allowance for loan and lease losses and add to our capital base.

“This quarter we also announced the additional consolidation of 11 branch locations in order to better align our spending with current customer behaviors and continue investing in our digital capabilities and franchise. Looking forward, our focus remains on supporting new and existing customers, executing our strategy and growing the value of our franchise,” said Mr. Paracchini.

^^Represents a non-GAAP financial measure. See “Reconciliation of non-GAAP Financial Measures” for a reconciliation of our non-GAAP measures to the most directly comparable GAAP financial measure.

Byline Bancorp, Inc.

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Third Quarter 2020 Updates

Branch Consolidations

On September 18, 2020, we announced plans to optimize our branch network as part of efforts to accommodate changing customer behaviors while also recognizing operating efficiencies. Byline Bank plans to consolidate 11 of its 57 full-service offices, or approximately 20% of its branch network. Most of the impacted branches are located within two miles of another Byline Bank branch that will continue to operate within the respective market.  These branch consolidations are scheduled to commence on December 31, 2020 and will result in a one-time charge of approximately $5.9 million, including $696,000 recognized during the third quarter 2020 related to salaries and employee benefit expenses. We anticipate annualized cost savings of approximately $4.3 million beginning in 2021, an estimated 25% of which will be utilized to increase investment in our digital banking platform and the continued renovation and upgrading of other retail branches.

Deferrals and Paycheck Protection Program

We continue working with our customers and borrowers impacted by the pandemic through deferrals and PPP loans. During the third quarter 2020:

Active deferrals on loans and leases decreased to $27.9 million, or 0.7%^2^ of loans and leases at September 30, 2020, from $204.1 million or 5.4%^2^ of loans and leases at June 30, 2020.
Active second deferrals on loans and leases decreased in the quarter to $19.5 million at September 30, 2020 from $34.4 million at June 30, 2020.
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Continued processing PPP loans efficiently through our SBA platform and funded over 165 loans totaling $8.9 million in the third quarter 2020.
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Over $160 million of PPP loans in various stages of the SBA forgiveness process as of October 20, 2020.
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The following table presents information regarding the net PPP loans as of September 30, 2020:

PPP Loan Size
150,001 -
(dollars in thousands) 0 - 50,000 50,001 - 150,000 Over  2,000,000 Total
Principal outstanding $ 635,378
Unearned processing fee ) ) ) ) (17,543 )
Deferred cost 4,356
PPP loans, net $ 622,191
Number of loans 3,767

All values are in US Dollars.

^2^  Excludes PPP loans.

Byline Bancorp, Inc.

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STATEMENTS OF OPERATIONS

Net Interest Income

The following table presents net interest income for the periods indicated:

Three Months Ended Nine Months Ended
September 30, June 30, March 31, December 31, September 30, September 30, September 30,
(dollars in thousands) 2020 2020 2020 2019 2019 2020 2019
INTEREST AND DIVIDEND INCOME
Interest and fees on loans and<br><br><br>leases $ 51,036 $ 50,153 $ 54,158 $ 58,203 $ 63,391 $ 155,347 $ 177,298
Interest on securities 7,070 7,530 8,016 7,212 7,040 22,616 19,807
Other interest and dividend<br><br><br>income 128 222 992 500 598 1,342 1,794
Total interest and dividend<br><br><br>income 58,234 57,905 63,166 65,915 71,029 179,305 198,899
INTEREST EXPENSE
Deposits 2,760 4,246 7,804 9,325 9,618 14,810 27,000
Other borrowings 465 476 1,897 1,989 2,835 2,838 7,266
Subordinated notes and<br><br><br>debentures 1,485 574 640 687 738 2,699 2,262
Total interest expense 4,710 5,296 10,341 12,001 13,191 20,347 36,528
Net interest income $ 53,524 $ 52,609 $ 52,825 $ 53,914 $ 57,838 $ 158,958 $ 162,371

Byline Bancorp, Inc.

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The following table presents the average interest-earning assets and average interest-bearing liabilities for the periods indicated:

For the Three Months Ended
September 30, 2020 June 30, 2020
(dollars in thousands) Average<br><br><br>Balance^(5)^ Interest<br><br><br>Inc / Exp Average<br><br><br>Yield /<br><br><br>Rate Average<br><br><br>Balance^(5)^ Interest<br><br><br>Inc / Exp Average<br><br><br>Yield /<br><br><br>Rate
ASSETS
Cash and cash equivalents $ 48,678 $ 25 0.20 % $ 58,971 $ 25 0.17 %
Loans and leases^(1)^ 4,360,203 51,036 4.66 % 4,283,654 50,153 4.71 %
Taxable securities 1,364,516 6,341 1.85 % 1,243,604 7,021 2.27 %
Tax-exempt securities^(2)^ 143,157 832 2.31 % 117,340 706 2.42 %
Total interest-earning assets $ 5,916,554 $ 58,234 3.92 % $ 5,703,569 $ 57,905 4.08 %
Allowance for loan and lease losses (53,964 ) (43,009 )
All other assets 538,700 526,414
TOTAL ASSETS $ 6,401,290 $ 6,186,974
LIABILITIES AND STOCKHOLDERS’<br><br><br>EQUITY
Deposits
Interest checking $ 565,917 $ 226 0.16 % $ 392,070 $ 165 0.17 %
Money market accounts 1,202,016 634 0.21 % 1,214,713 946 0.31 %
Savings 535,396 64 0.05 % 511,049 61 0.05 %
Time deposits 870,227 1,836 0.84 % 976,710 3,074 1.27 %
Total interest-bearing<br><br><br>deposits 3,173,556 2,760 0.35 % 3,094,542 4,246 0.55 %
Other borrowings 538,237 465 0.34 % 534,766 476 0.36 %
Subordinated notes and debentures 100,756 1,485 5.86 % 40,180 574 5.75 %
Total borrowings 638,993 1,950 1.21 % 574,946 1,050 0.73 %
Total interest-bearing liabilities $ 3,812,549 $ 4,710 0.49 % $ 3,669,488 $ 5,296 0.58 %
Non-interest-bearing demand deposits 1,742,787 1,692,723
Other liabilities 54,843 48,884
Total stockholders’ equity 791,111 775,879
TOTAL LIABILITIES AND<br><br><br>STOCKHOLDERS’ EQUITY $ 6,401,290 $ 6,186,974
Net interest spread^(3)^ 3.43 % 3.50 %
Net interest income $ 53,524 $ 52,609
Net interest margin^(4)^ 3.60 % 3.71 %
Net loan accretion impact on margin $ 3,911 0.26 % $ 3,172 0.22 %
(1) Loan and lease balances are net of deferred origination fees and costs and initial indirect costs.  Non-accrual loans and leases are included in total loan and lease balances.
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(2) Interest income and rates exclude the effects of a tax equivalent adjustment to adjust tax exempt investment income on tax exempt investment securities to a fully taxable basis due to immateriality.
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(3) Represents the average rate earned on interest-earning assets minus the average rate paid on interest-bearing liabilities.
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(4) Represents net interest income (annualized) divided by total average earning assets.
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(5) Average balances are average daily balances.
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Byline Bancorp, Inc.

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Net interest income for the third quarter of 2020 was $53.5 million, an increase of $915,000, or 1.7%, from the second quarter of 2020.

The increase in net interest income was primarily due to:

A decrease of $1.5 million in interest expense on deposits, due to maturities of higher-rate time deposits and lower rates paid on money market accounts;
An increase of $883,000 in interest income on loans and leases, due to higher accretion on acquired loans resulting from cash recoveries;
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Offset by:

An increase of $900,000 in interest expense on total borrowings, primarily driven by a full quarter of interest expense on subordinated notes; and,
A decrease of $680,000 in interest income on taxable securities, due to increased prepayments on securities and lower yields.
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Net interest margin for the third quarter of 2020 was 3.60%, a decrease of 11 basis points compared to 3.71% for the second quarter of 2020. Total net accretion income on acquired loans contributed 26 basis points to the net interest margin for the third quarter of 2020 compared to 22 basis points for the second quarter of 2020, an increase of 4 basis points. The net interest margin decrease during the third quarter of 2020 was primarily driven by decreased loan and lease yields largely resulting from the impact of decreases in short-term rates and lower-yielding PPP loan balances. Net interest margin was also impacted by an increase in borrowed funds costs due to the full quarter impact of interest accrual on the subordinated notes. These decreases were partly offset by a decrease in the cost of funds and higher average non-interest-bearing demand deposit balances.

The average cost of total deposits was 0.22% for the third quarter of 2020, a decrease of 14 basis points compared to the second quarter of 2020, mainly due to a lower average cost of money market accounts and time deposits as well as a favorable change in deposit mix.  Average non-interest-bearing demand deposits grew by $50.1 million, while average time deposits decreased by $106.5 million.  Average non-interest-bearing demand deposits were 35.4% of average total deposits for the third quarter of 2020 unchanged compared to the second quarter of 2020.

Provision for Loan and Lease Losses

The provision for loan and lease losses was $15.7 million for the third quarter of 2020, an increase of $222,000 compared to $15.5 million for the second quarter of 2020.  The third quarter included allocations of $14.8 million for originated loans and leases, $1.0 million for acquired impaired loans, and a credit of $118,000 for acquired non-impaired loans.  The provision during the third quarter of 2020 included $6.4 million in specific impairments, including $3.3 million related to the unguaranteed portion of government guaranteed loans.  The third quarter provision included $8.4 million to address the continued economic uncertainty caused by the COVID-19 pandemic and the uncertainty around additional government relief.

Byline Bancorp, Inc.

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Non-interest Income

The following table presents the components of non-interest income for the periods indicated:

Three Months Ended Nine Months Ended
September 30, June 30, March 31, December 31, September 30, September 30, September 30,
(dollars in thousands) 2020 2020 2020 2019 2019 2020 2019
NON-INTEREST INCOME
Fees and service charges on<br><br><br>deposits $ 1,603 $ 1,455 $ 1,673 $ 1,635 $ 1,612 $ 4,731 $ 4,823
Loan servicing revenue 2,936 2,980 2,758 2,834 2,692 8,674 7,861
Loan servicing asset revaluation 1,122 (711 ) (3,064 ) (2,545 ) (1,610 ) (2,653 ) (4,094 )
ATM and interchange fees 1,028 845 1,216 1,150 973 3,089 2,635
Net gains on sales of securities<br><br><br>available-for-sale 1,037 1,375 178 2,412 1,151
Change in fair value of equity<br><br><br>securities, net 154 766 (619 ) 381 (15 ) 301 1,035
Net gains on sales of loans 12,671 6,456 4,773 8,735 9,405 23,900 23,110
Wealth management and trust<br><br><br>income 693 608 669 704 653 1,970 1,874
Other non-interest income 1,008 389 392 1,622 918 1,789 2,582
Total non-interest income $ 22,252 $ 12,788 $ 9,173 $ 14,516 $ 14,806 $ 44,213 $ 40,977

Non-interest income for the third quarter of 2020 was $22.3 million, an increase of $9.5 million, or 74.0% compared to $12.8 million for the second quarter of 2020.

The increase in total non-interest income was primarily due to:

An increase of $6.2 million in net gains on sales of loans, mainly due to an increase in volume of sales of government guaranteed loans and higher premiums received on loans sold;
A $1.8 million increase in loan servicing asset revaluation due to lower prepayments speeds and higher premiums on government guaranteed loans; and,
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An increase of $1.0 million in net gains on sales of securities available-for-sale as a result of sales during the third quarter of 2020 compared to no sales during the second quarter of 2020.
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During the third quarter of 2020, we sold $121.2 million of U.S. government guaranteed loans compared to $78.7 million during the second quarter of 2020. The increase in sales was driven by increased SBA 7(a) origination volumes and higher demand for U.S. government guaranteed loans.

Byline Bancorp, Inc.

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Non-interest Expense

The following table presents the components of non-interest expense for the periods indicated:

Three Months Ended Nine Months Ended
September 30, June 30, March 31, December 31, September 30, September 30, September 30,
(dollars in thousands) 2020 2020 2020 2019 2019 2020 2019
NON-INTEREST EXPENSE
Salaries and employee benefits $ 23,126 $ 19,405 $ 24,666 $ 24,228 $ 24,537 $ 67,197 $ 71,081
Occupancy and equipment<br><br><br>expense, net 5,220 5,359 5,524 5,241 4,512 16,103 14,530
Loan and lease related expenses 2,053 1,260 1,311 2,648 1,949 4,624 5,367
Legal, audit and other professional fees 2,390 2,078 2,334 2,340 4,066 6,802 9,113
Data processing 2,661 2,826 2,665 2,678 4,062 8,152 11,055
Net loss recognized on other real estate owned and   other related expenses 349 456 519 122 95 1,324 543
Other intangible assets<br><br><br>amortization expense 1,947 1,892 1,893 2,002 2,003 5,732 5,735
Other non-interest expense 3,959 3,736 4,615 4,435 4,224 12,310 12,657
Total non-interest expense $ 41,705 $ 37,012 $ 43,527 $ 43,694 $ 45,448 $ 122,244 $ 130,081

Non-interest expense for the third quarter of 2020 was $41.7 million, an increase of $4.7 million, or 12.7%, from $37.0 million for the second quarter of 2020.

The increase in total non-interest expense was primarily due to:

An increase of $3.7 million in salaries and employee benefits, mainly due to costs deferred as a result of PPP loan originations during the second quarter of 2020; and
An increase of $793,000 in loan and lease related expenses mostly due to higher expenses associated with government guaranteed loan originations.
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Our efficiency ratio was 52.47% for the third quarter of 2020 compared to 53.70% for the second quarter of 2020.

Byline Bancorp, Inc.

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INCOME TAXES

We recorded income tax expense of $5.3 million during the third quarter of 2020, an effective tax rate of 28.7% compared to $3.7 million during the second quarter of 2020, an effective tax rate of 29.0%.

STATEMENTS OF FINANCIAL CONDITION

Total assets were $6.5 billion at September 30, 2020, an increase of $103.8 million compared to $6.4 billion at June 30, 2020, and an increase of $1.1 billion compared to $5.4 billion at September 30, 2019.

The current quarter increase was primarily due to:

An increase in securities of $82.5 million, principally a result of purchases of mortgage-backed securities during the quarter;
An increase in loans held for sale of $46.0 million, due to the timing of government guaranteed loans sold during the quarter; and,
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An increase in accrued interest receivable and other assets of $38.0 million due to timing of settlement of government guaranteed loans during the quarter.
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Partially offset by:

A decrease in cash and cash equivalents of $38.9 million, due to the increase in securities for the quarter;
A decrease in loans and leases of $16.6 million, due to decreases in the real estate portfolios offset by increases to lease financing receivables; and,
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An increase in allowance for loan and lease losses of $10.0 million, due to continued economic uncertainty from the COVID-19 pandemic.
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Byline Bancorp, Inc.

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The following table shows our allocation of the originated, acquired impaired, and acquired non-impaired loans and leases at the dates indicated:

September 30, 2020 June 30, 2020 September 30, 2019
(dollars in thousands) Amount % of Total Amount % of Total Amount % of Total
Originated loans and leases
Commercial real estate $ 919,862 21.0 % $ 919,510 20.9 % $ 772,559 20.2 %
Residential real estate 458,364 10.5 % 480,692 10.9 % 497,839 13.0 %
Construction, land development, and<br><br><br>other land 234,017 5.3 % 219,261 5.0 % 236,780 6.2 %
Commercial and industrial 1,214,099 27.8 % 1,200,996 27.4 % 1,096,400 28.6 %
Paycheck protection program 622,191 14.2 % 611,664 13.9 % 0.0 %
Installment and other 2,346 0.1 % 2,714 0.1 % 7,818 0.2 %
Leasing financing receivables 185,700 4.2 % 160,741 3.7 % 156,758 4.1 %
Total originated loans and leases $ 3,636,579 83.1 % $ 3,595,578 81.9 % $ 2,768,154 72.3 %
Acquired impaired loans
Commercial real estate $ 117,114 2.7 % $ 126,405 2.9 % $ 142,435 3.7 %
Residential real estate 84,197 1.9 % 90,784 2.1 % 109,409 2.9 %
Construction, land development, and<br><br><br>other land 4,804 0.1 % 4,784 0.1 % 4,562 0.1 %
Commercial and industrial 10,489 0.3 % 13,485 0.3 % 18,349 0.5 %
Installment and other 214 0.0 % 226 0.0 % 267 0.0 %
Total acquired impaired loans $ 216,818 5.0 % $ 235,684 5.4 % $ 275,022 7.2 %
Acquired non-impaired loans and leases
Commercial real estate $ 310,879 7.1 % $ 305,041 6.9 % $ 391,294 10.2 %
Residential real estate 90,835 2.1 % 99,288 2.2 % 141,855 3.7 %
Construction, land development, and<br><br><br>other land 213 0.0 % 21,958 0.5 % 39,657 1.0 %
Commercial and industrial 104,221 2.4 % 116,668 2.7 % 187,413 4.9 %
Installment and other 583 0.0 % 818 0.0 % 1,269 0.0 %
Leasing financing receivables 14,389 0.3 % 16,087 0.4 % 26,426 0.7 %
Total acquired non-impaired loans<br><br><br>and leases $ 521,120 11.9 % $ 559,860 12.7 % $ 787,914 20.5 %
Total loans and leases $ 4,374,517 100.0 % $ 4,391,122 100.0 % $ 3,831,090 100.0 %
Allowance for loan and lease losses (61,258 ) (51,300 ) (31,585 )
Total loans and leases, net of allowance for<br><br><br>loan and lease losses $ 4,313,259 $ 4,339,822 $ 3,799,505

Byline Bancorp, Inc.

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ASSET QUALITY

Non-Performing Assets

The following table sets forth the amounts of non-performing loans and leases (excluding acquired impaired), other real estate owned, and accruing troubled debt restructured loans at the dates indicated:

September 30, June 30, March 31, December 31, September 30,
(dollars in thousands) 2020 2020 2020 2019 2019
Non-performing assets:
Non-accrual loans and leases $ 43,196 $ 40,505 $ 48,964 $ 36,272 $ 39,528
Past due loans and leases 90 days or more<br><br><br>and still accruing interest
Total non-performing loans and leases $ 43,196 $ 40,505 $ 48,964 $ 36,272 $ 39,528
Other real estate owned 8,150 8,652 9,273 9,896 6,502
Total non-performing assets $ 51,346 $ 49,157 $ 58,237 $ 46,168 $ 46,030
Total non-performing loans and leases as a<br><br><br>percentage of total loans and leases 0.99 % 0.92 % 1.27 % 0.96 % 1.03 %
Total non-performing assets as a percentage<br><br><br>of total assets 0.79 % 0.77 % 1.02 % 0.84 % 0.85 %
Allowance for loan and lease losses as a<br><br><br>percentage of non-performing loans and<br><br><br>leases 141.81 % 126.65 % 85.45 % 88.05 % 79.91 %
Accruing troubled debt restructured loans ^(1)^ $ 2,293 $ 3,151 $ 1,725 $ 1,771 $ 2,204
Non-performing assets guaranteed by<br><br><br>U.S. government:
Non-accrual loans guaranteed $ 3,749 $ 3,755 $ 4,957 $ 4,232 $ 4,167
Past due loans 90 days or more and still<br><br><br>accruing interest guaranteed
Total non-performing loans guaranteed $ 3,749 $ 3,755 $ 4,957 $ 4,232 $ 4,167
Total non-performing loans and leases<br><br><br>not guaranteed as a percentage of total<br><br><br>loans and leases 0.90 % 0.84 % 1.14 % 0.85 % 0.92 %
Total non-performing assets not guaranteed<br><br><br>as a percentage of total assets 0.73 % 0.71 % 0.93 % 0.76 % 0.77 %
Accruing troubled debt restructured loans<br><br><br>guaranteed ^(1)^ $ $ $ $ $

Variances in non-performing assets were:

Non-performing loans and leases were $43.2 million at September 30, 2020, an increase of $2.7 million from $40.5 million at June 30, 2020.
Other real estate owned was $8.2 million at September 30, 2020, a decrease of $502,000 from $8.7 million at June 30, 2020 due to sales and valuation adjustments.
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U.S. government guaranteed balances of non-performing loans were $3.7 million at September 30, 2020 and $3.8 million at June 30, 2020.

(1) Accruing troubled debt restructured loans are not included in total non-performing loans and leases or in non-performing assets.

Byline Bancorp, Inc.

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Allowance for Loan and Lease Losses

The following table presents the balance and activity within the allowance for loan and lease losses for the periods indicated:

Three Months Ended Nine Months Ended
September 30, June 30, March 31, December 31, September 30, September 30, September 30,
(dollars in thousands) 2020 2020 2020 2019 2019 2020 2019
Allowance for loan and lease losses,<br><br><br>beginning of period $ 51,300 $ 41,840 $ 31,936 $ 31,585 $ 31,132 $ 31,936 $ 25,201
Provision for loan and lease losses 15,740 15,518 14,455 4,387 5,931 45,713 16,321
Net charge-offs of loans and leases (5,782 ) (6,058 ) (4,551 ) (4,036 ) (5,478 ) (16,391 ) (9,937 )
Allowance for loan and lease losses,<br><br><br>end of period $ 61,258 $ 51,300 $ 41,840 $ 31,936 $ 31,585 $ 61,258 $ 31,585
Allowance for loan and lease losses<br><br><br>to period end total loans and<br><br><br>leases held for investment 1.40 % 1.17 % 1.08 % 0.84 % 0.82 % 1.40 % 0.82 %
Net charge-offs (annualized) to<br><br><br>average loans and leases<br><br><br>outstanding during the period 0.53 % 0.57 % 0.48 % 0.42 % 0.56 % 0.53 % 0.36 %
Provision for loan and lease losses to<br><br><br>net charge-offs during the period 2.72x 2.56x 3.18x 1.09x 1.08x 2.79 x 1.64x

The allowance for loan and lease losses as a percentage of total loans and leases held for investment increased to 1.40% at September 30, 2020 compared to 1.17% at June 30, 2020 and 0.82% at September 30, 2019. The allowance for loan and lease losses as a percentage of total loans and leases held for investment excluding PPP loans increased to 1.63% at September 30, 2020 from 1.36% at June 20, 2020.

In June 2016, the Financial Accounting Standards Board (“FASB”) issued new guidance on the recognition of credit losses which replaces the incurred loss impairment methodology with a methodology that reflects expected credit losses. In November 2019, the FASB delayed the effective date of the standard for smaller reporting companies, which includes emerging growth companies.  Assuming we remain an emerging growth company, the standard is effective for fiscal years beginning after December 15, 2022.  We are in the process of implementation and determining the impact that this new authoritative guidance will have on our consolidated financial statements.

Net Charge-Offs

Net charge-offs during the third quarter of 2020 were $5.8 million, or 0.53% of average loans and leases, on an annualized basis, a decrease of $276,000 compared to $6.1 million, or 0.57% of average loans and leases, during the second quarter of 2020, and an increase of $304,000 from $5.5 million, or 0.56% of average loans and leases, for the comparable quarter one year ago.

Net charge-offs for the third quarter of 2020 included $4.1 million in the unguaranteed portion of U.S. government guaranteed loans, while net charge-offs for the second quarter of 2020 included $2.0 million and for the third quarter of 2019 included $4.8 million in the unguaranteed portion of U.S. government guaranteed loans.

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Deposits and Other Liabilities

The following table presents the composition of deposits at the dates indicated:

June 30, March 31, December 31, September 30,
(dollars in thousands) 2020 2020 2019 2019
Non-interest-bearing demand deposits 1,718,682 $ 1,768,675 $ 1,290,896 $ 1,279,641 $ 1,221,431
Interest-bearing checking accounts 584,682 503,909 355,678 338,185 372,049
Money market demand accounts 1,153,433 1,233,748 1,104,276 881,387 745,154
Other savings 542,741 525,043 486,131 475,839 471,878
Time deposits (below 250,000) 622,328 710,429 800,759 916,723 966,866
Time deposits (250,000 and above) 188,379 216,541 201,096 255,802 302,936
Total deposits 4,810,245 $ 4,958,345 $ 4,238,836 $ 4,147,577 $ 4,080,314

All values are in US Dollars.

Total deposits were $4.8 billion at September 30, 2020, a decrease of $148.1 million, or 3.0% compared to June 30, 2020. Non-interest-bearing deposits were 35.7% of total deposits at September 30, 2020 and June 30, 2020.

The decrease in the current quarter was primarily due to:

A decrease in non-interest-bearing deposits of $50.0 million, mostly due to seasonality;
A decrease in money market demand deposits of $80.3 million, due to a decrease in purchased money market deposits that were replaced by lower-cost funding sources; and,
--- ---
A decrease in time deposits of $116.3 million, principally driven by decreases in personal certificates.
--- ---

Partially offset by:

An increase in interest-bearing checking accounts of $80.8 million, mostly due to increases in public funds in interest bearing checking accounts.

Total borrowings and other liabilities were $891.6 million at September 30, 2020, an increase of $237.3 million from $654.2 million at June 30, 2020, primarily driven by an increase in Federal Home Loan Bank advances and the additional subordinated notes offering during the quarter, as described in more detail below.

Stockholders’ Equity

Total stockholders’ equity was $794.7 million at September 30, 2020, an increase of $13.8 million from $780.9 million at June 30, 2020. The increase was primarily due to net income generated during the quarter less dividends declared.

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The following table presents the actual regulatory capital dollar amounts and ratios of the Company and Byline Bank as of September 30, 2020:

Actual Minimum Capital<br><br><br>Required Required to be<br><br><br>Considered<br><br><br>Well Capitalized
September 30, 2020 Amount Ratio Amount Ratio Amount Ratio
Total capital to risk weighted assets:
Company $ 757,133 16.67 % $ 363,274 8.00 % N/A N/A
Bank 656,395 14.50 % 362,063 8.00 % $ 452,579 10.00 %
Tier 1 capital to risk weighted assets:
Company $ 625,287 13.77 % $ 272,456 6.00 % N/A N/A
Bank 599,736 13.25 % 271,547 6.00 % $ 362,063 8.00 %
Common Equity Tier 1 (CET1) to<br><br><br>risk weighted assets:
Company $ 569,849 12.55 % $ 204,342 4.50 % N/A N/A
Bank 599,736 13.25 % 203,661 4.50 % $ 294,176 6.50 %
Tier 1 capital to average assets:
Company $ 625,287 10.93 % $ 228,874 4.00 % N/A N/A
Bank 599,736 10.49 % 228,729 4.00 % $ 285,912 5.00 %

Capital ratios for the period presented are based on the Basel III regulatory capital framework as applied to our current business and operations, and are subject to, among other things, completion and filing of our regulatory reports and ongoing regulatory review and implementation guidance.

On August 3, 2020, we completed a public offering of an additional $25.0 million aggregate principal amount of 6.00% fixed-to-floating rate subordinated notes due July 1, 2030.  The subordinated notes are part of the same series of notes as the $50.0 million in aggregate principal amount of subordinated notes issued on June 26, 2020. The notes bear a fixed interest rate of 6.00% until July 1, 2025 or earlier redemption, and a floating interest rate equal to a benchmark rate, which is expected to be three-month term SOFR plus 588 basis points thereafter until maturity or earlier redemption.  The subordinated notes are intended to qualify as Tier 2 capital for regulatory capital purposes.

Conference Call, Webcast and Slide Presentation

We will host a conference call and webcast at 9:00 a.m. Central Time (10:00 a.m. Eastern Time) on Friday, October 23, 2020 to discuss our quarterly financial results. Analysts and investors may participate in the question-and-answer session. The call can be accessed via telephone at (877) 512-8755. A recorded replay can be accessed through November 7, 2020 by dialing (877) 344-7529; passcode: 10146069.

A slide presentation relating to the third quarter 2020 results will be accessible prior to the scheduled conference call. The slide presentation and webcast of the conference call can be accessed on the News and Events page of the Company’s investor relations website at www.bylinebancorp.com.

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About Byline Bancorp, Inc.

Headquartered in Chicago, Byline Bancorp, Inc. is the parent company for Byline Bank, a full service commercial bank serving small- and medium-sized businesses, financial sponsors, and consumers. Byline Bank has approximately $6.5 billion in assets and operates more than 50 full service branch locations throughout the Chicago and Milwaukee metropolitan areas. Byline Bank offers a broad range of commercial and retail banking products and services including small ticket equipment leasing solutions and is one of the top five Small Business Administration lenders in the United States.

Non-GAAP Financial Measures

This release contains certain financial information determined by methods other than in accordance with accounting principles generally accepted in the United States of America (“GAAP”). These measures include adjusted net income, adjusted diluted earnings per share, adjusted efficiency ratio, adjusted non-interest expense to average assets, non-interest income to total revenues, adjusted return on average stockholders’ equity, adjusted return on average assets, pre-tax pre-provision return on average assets, adjusted pre-tax pre-provision return on average assets, tangible book value per common share, tangible common equity to tangible assets, return on average tangible common stockholders' equity, and adjusted return on average tangible common stockholders' equity. Management believes that these non-GAAP financial measures provide useful information to management and investors that is supplementary to the Company’s financial condition, results of operations and cash flows computed in accordance with GAAP; however, management acknowledges that our non-GAAP financial measures have a number of limitations. As such, these disclosures should not be viewed as a substitute for results determined in accordance with GAAP financial measures that we and other companies use. Management also uses these measures for peer comparison. See “Reconciliation of Non-GAAP Financial Measures” in the financial schedules included in this press release for a reconciliation of the non-GAAP financial measures to the comparable GAAP financial measures. Additionally, please refer to the Company’s Annual Report on Form 10-K for the detailed definitions of these non-GAAP financial measures.

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Forward-Looking Statements

This communication contains forward-looking statements within the meaning of the U.S. federal securities laws. Forward-looking statements include, without limitation, statements concerning plans, estimates, calculations, forecasts and projections with respect to the anticipated future performance of the Company. These statements are often, but not always, made through the use of words or phrases such as ‘‘may’’, ‘‘might’’, ‘‘should’’, ‘‘could’’, ‘‘predict’’, ‘‘potential’’, ‘‘believe’’, ‘‘expect’’, ‘‘continue’’, ‘‘will’’, ‘‘anticipate’’, ‘‘seek’’, ‘‘estimate’’, ‘‘intend’’, ‘‘plan’’, ‘‘projection’’, ‘‘would’’, ‘‘annualized’’, “target” and ‘‘outlook’’, or the negative version of those words or other comparable words or phrases of a future or forward-looking nature. Forward-looking statements involve estimates and known and unknown risks, and reflect various assumptions and involve elements of subjective judgement and analysis, which may or may not prove to be correct, and which are subject to uncertainties and contingencies outside the control of Byline and its respective affiliates, directors, employees and other representatives, which could cause actual results to differ materially from those presented in this communication.

The COVID-19 pandemic is adversely affecting us, our employees, customers, counterparties and third-party service providers, and the ultimate extent of the impacts on our business, financial position, results of operations, liquidity, and prospects is uncertain. Continued deterioration in general business and economic conditions, including further increases in unemployment rates, or turbulence in U.S. or global financial markets could adversely affect our revenues and the values of our assets and liabilities, reduce the availability of funding, lead to a tightening of credit, and further increase stock price volatility. In addition, changes to statutes, regulations, or regulatory policies or practices as a result of, or in response to COVID-19, could affect us in substantial and unpredictable ways.

No representations, warranties or guarantees are or will be made by Byline as to the reliability, accuracy or completeness of any forward-looking statements contained in this communication or that such forward-looking statements are or will remain based on reasonable assumptions. You should not place undue reliance on any forward-looking statements contained in this communication.

Certain risks and important factors that could affect Byline’s future results are identified in its Annual Report on Form 10-K and other reports filed with the Securities and Exchange Commission, including among other things under the heading “Risk Factors” in its Annual Report on Form 10-K for the year ended December 31, 2019, and its Quarterly Report on Form 10-Q for the quarters ended March 31, 2020 and June 30, 2020.  Any forward-looking statement speaks only as of the date on which it is made, and Byline undertakes no obligation to update any forward-looking statement, whether to reflect events or circumstances after the date on which the statement is made, to reflect new information or the occurrence of unanticipated events, or otherwise unless required under the federal securities laws.

Contacts:

Investors: Media:
Tony Rossi Erin O’Neill
Financial Profiles, Inc.<br><br><br>310-622-8221 Director of Marketing<br><br><br>Byline Bank
BYIR@bylinebank.com 773-475-2901
eoneill@bylinebank.com

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BYLINE BANCORP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (unaudited)

September 30, June 30, March 31, December 31, September 30,
(dollars in thousands) 2020 2020 2020 2019 2019
ASSETS
Cash and due from banks $ 47,433 $ 51,818 $ 45,233 $ 48,228 $ 75,275
Interest bearing deposits with other banks 53,645 88,113 74,386 32,509 33,564
Cash and cash equivalents 101,078 139,931 119,619 80,737 108,839
Equity and other securities, at fair value 8,335 8,181 7,413 8,031 7,648
Securities available-for-sale, at fair value 1,509,211 1,426,871 1,299,483 1,186,292 1,031,933
Securities held-to-maturity, at amortized cost 4,400 4,404 4,408 4,412 4,417
Restricted stock, at cost 9,652 6,232 24,197 22,127 24,331
Loans held for sale 49,049 3,031 13,299 11,732 7,176
Loans and leases:
Loans and leases 4,374,517 4,391,122 3,860,259 3,785,661 3,831,090
Allowance for loan and lease losses (61,258 ) (51,300 ) (41,840 ) (31,936 ) (31,585 )
Net loans and leases 4,313,259 4,339,822 3,818,419 3,753,725 3,799,505
Servicing assets, at fair value 21,267 18,351 17,800 19,471 19,939
Premises and equipment, net 94,638 95,546 96,446 96,140 96,006
Other real estate owned, net 8,150 8,652 9,273 9,896 6,502
Goodwill and other intangible assets, net 174,523 176,470 178,362 180,255 179,543
Bank-owned life insurance 9,952 9,896 9,898 9,750 9,699
Deferred tax assets, net 35,945 37,082 33,845 38,315 33,388
Accrued interest receivable and other assets 157,054 119,049 102,292 100,926 109,352
Total assets $ 6,496,513 $ 6,393,518 $ 5,734,754 $ 5,521,809 $ 5,438,278
LIABILITIES AND STOCKHOLDERS’ EQUITY
LIABILITIES
Non-interest-bearing demand deposits $ 1,718,682 $ 1,768,675 $ 1,290,896 $ 1,279,641 $ 1,221,431
Interest-bearing deposits 3,091,563 3,189,670 2,947,940 2,867,936 2,858,883
Total deposits 4,810,245 4,958,345 4,238,836 4,147,577 4,080,314
Other borrowings 710,560 510,414 640,647 539,638 538,290
Subordinated notes, net 73,299 48,777
Junior subordinated debentures issued to<br><br><br>capital trusts, net 36,331 36,206 37,462 37,334 37,207
Accrued expenses and other liabilities 71,382 58,841 55,142 47,145 46,601
Total liabilities 5,701,817 5,612,583 4,972,087 4,771,694 4,702,412
STOCKHOLDERS’ EQUITY
Preferred stock 10,438 10,438 10,438 10,438 10,438
Common stock 383 381 380 379 378
Additional paid-in capital 586,057 583,307 582,517 580,965 579,564
Retained earnings 180,162 168,444 160,652 159,033 144,525
Treasury stock (1,668 ) (1,668 ) (1,668 )
Accumulated other comprehensive income<br><br><br>(loss), net of tax 19,324 20,033 10,348 (700 ) 961
Total stockholders’ equity 794,696 780,935 762,667 750,115 735,866
Total liabilities and stockholders’<br><br><br>equity $ 6,496,513 $ 6,393,518 $ 5,734,754 $ 5,521,809 $ 5,438,278

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BYLINE BANCORP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)

Three Months Ended Nine Months Ended
September 30, June 30, March 31, December 31, September 30, September 30, September 30,
(dollars in thousands, except per share data) 2020 2020 2020 2019 2019 2020 2019
INTEREST AND DIVIDEND INCOME
Interest and fees on loans and leases $ 51,036 $ 50,153 $ 54,158 $ 58,203 $ 63,391 $ 155,347 $ 177,298
Interest on securities 7,070 7,530 8,016 7,212 7,040 22,616 19,807
Other interest and dividend income 128 222 992 500 598 1,342 1,794
Total interest and dividend income 58,234 57,905 63,166 65,915 71,029 179,305 198,899
INTEREST EXPENSE
Deposits 2,760 4,246 7,804 9,325 9,618 14,810 27,000
Other borrowings 465 476 1,897 1,989 2,835 2,838 7,266
Subordinated notes and debentures 1,485 574 640 687 738 2,699 2,262
Total interest expense 4,710 5,296 10,341 12,001 13,191 20,347 36,528
Net interest income 53,524 52,609 52,825 53,914 57,838 158,958 162,371
PROVISION FOR LOAN AND LEASE LOSSES 15,740 15,518 14,455 4,387 5,931 45,713 16,321
Net interest income after provision<br><br><br>for loan and lease losses 37,784 37,091 38,370 49,527 51,907 113,245 146,050
NON-INTEREST INCOME
Fees and service charges on deposits 1,603 1,455 1,673 1,635 1,612 4,731 4,823
Loan servicing revenue 2,936 2,980 2,758 2,834 2,692 8,674 7,861
Loan servicing asset revaluation 1,122 (711 ) (3,064 ) (2,545 ) (1,610 ) (2,653 ) (4,094 )
ATM and interchange fees 1,028 845 1,216 1,150 973 3,089 2,635
Net gains on sales of securities<br><br><br>available-for-sale 1,037 1,375 178 2,412 1,151
Change in fair value of equity securities,<br><br><br>net 154 766 (619 ) 381 (15 ) 301 1,035
Net gains on sales of loans 12,671 6,456 4,773 8,735 9,405 23,900 23,110
Wealth management and trust income 693 608 669 704 653 1,970 1,874
Other non-interest income 1,008 389 392 1,622 918 1,789 2,582
Total non-interest income 22,252 12,788 9,173 14,516 14,806 44,213 40,977
NON-INTEREST EXPENSE
Salaries and employee benefits 23,126 19,405 24,666 24,228 24,537 67,197 71,081
Occupancy and equipment expense, net 5,220 5,359 5,524 5,241 4,512 16,103 14,530
Loan and lease related expenses 2,053 1,260 1,311 2,648 1,949 4,624 5,367
Legal, audit, and other professional fees 2,390 2,078 2,334 2,340 4,066 6,802 9,113
Data processing 2,661 2,826 2,665 2,678 4,062 8,152 11,055
Net loss recognized on other real<br><br><br>estate owned and other related<br><br><br>expenses 349 456 519 122 95 1,324 543
Other intangible assets amortization<br><br><br>expense 1,947 1,892 1,893 2,002 2,003 5,732 5,735
Other non-interest expense 3,959 3,736 4,615 4,435 4,224 12,310 12,657
Total non-interest expense 41,705 37,012 43,527 43,694 45,448 122,244 130,081
INCOME BEFORE PROVISION FOR INCOME<br><br><br>TAXES 18,331 12,867 4,016 20,349 21,265 35,214 56,946
PROVISION FOR INCOME TAXES 5,260 3,728 1,050 4,497 5,923 10,038 15,796
NET INCOME 13,071 9,139 2,966 15,852 15,342 25,176 41,150
Dividends on preferred shares 196 195 196 196 196 587 587
INCOME AVAILABLE TO COMMON<br><br><br>STOCKHOLDERS $ 12,875 $ 8,944 $ 2,770 $ 15,656 $ 15,146 $ 24,589 $ 40,563
EARNINGS PER COMMON SHARE
Basic $ 0.34 $ 0.24 $ 0.07 $ 0.41 $ 0.40 $ 0.65 $ 1.09
Diluted $ 0.34 $ 0.24 $ 0.07 $ 0.41 $ 0.39 $ 0.64 $ 1.07

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BYLINE BANCORP, INC. AND SUBSIDIARIES

SELECTED FINANCIAL DATA (unaudited)

As of or For the Three Months Ended As of or For the Nine Months Ended
(dollars in thousands, except share and September 30, June 30, March 31, December 31, September 30, September 30, September 30,
per share data) 2020 2020 2020 2019 2019 2020 2019
Common Share Data
Basic earnings per common share $ 0.34 $ 0.24 $ 0.07 $ 0.41 $ 0.40 $ 0.65 $ 1.09
Diluted earnings per common share $ 0.34 $ 0.24 $ 0.07 $ 0.41 $ 0.39 $ 0.64 $ 1.07
Adjusted diluted earnings per common<br><br><br>share^(2)(3)(4)^ $ 0.34 $ 0.24 $ 0.09 $ 0.42 $ 0.41 $ 0.65 $ 1.20
Weighted average common shares<br><br><br>outstanding (basic) 38,057,350 37,919,480 37,943,333 37,872,835 37,831,356 37,973,694 37,094,083
Weighted average common shares<br><br><br>outstanding (diluted) 38,249,335 38,027,289 38,663,658 38,537,899 38,487,180 38,251,963 37,818,868
Common shares outstanding 38,568,916 38,383,217 38,383,021 38,256,500 38,169,126 38,568,916 38,169,126
Cash dividends per common share $ 0.03 $ 0.03 $ 0.03 $ 0.03 N/A $ 0.09 N/A
Dividend payout ratio on common stock 8.82 % 12.50 % 42.86 % 7.32 % N/A 14.06 % N/A
Tangible book value per common share^(1)^ $ 15.81 $ 15.47 $ 14.95 $ 14.62 $ 14.30 $ 15.81 $ 14.30
Key Ratios and Performance Metrics<br><br><br>(annualized where applicable)
Net interest margin 3.60 % 3.71 % 4.17 % 4.32 % 4.62 % 3.81 % 4.52 %
Average cost of deposits 0.22 % 0.36 % 0.75 % 0.88 % 0.94 % 0.43 % 0.91 %
Efficiency ratio^(2)^ 52.47 % 53.70 % 67.16 % 60.93 % 59.81 % 57.35 % 61.15 %
Adjusted efficiency ratio^(1)(2)(3)^ 52.43 % 53.70 % 66.00 % 60.51 % 58.17 % 56.98 % 57.87 %
Non-interest expense to average assets 2.59 % 2.41 % 3.15 % 3.19 % 3.32 % 2.70 % 3.33 %
Adjusted non-interest expense to<br><br><br>average assets^(1)(3)^ 2.59 % 2.41 % 3.09 % 3.17 % 3.23 % 2.68 % 3.16 %
Return on average stockholders' equity 6.57 % 4.74 % 1.56 % 8.43 % 8.34 % 4.33 % 7.91 %
Adjusted return on average<br><br><br>stockholders' equity^(1)(3)(4)^ 6.58 % 4.74 % 1.83 % 8.54 % 8.78 % 4.42 % 8.86 %
Return on average assets 0.81 % 0.59 % 0.21 % 1.16 % 1.12 % 0.56 % 1.05 %
Adjusted return on average<br><br><br>assets^(1)(3)(4)^ 0.81 % 0.59 % 0.25 % 1.17 % 1.18 % 0.57 % 1.18 %
Non-interest income to total<br><br><br>revenues^(1)^ 29.37 % 19.56 % 14.79 % 21.21 % 20.38 % 21.76 % 20.15 %
Pre-tax pre-provision return on<br><br><br>average assets^(1)^ 2.12 % 1.85 % 1.33 % 1.81 % 1.98 % 1.79 % 1.87 %
Adjusted pre-tax pre-provision return on<br><br><br>average assets^(1)(3)^ 2.12 % 1.85 % 1.39 % 1.83 % 2.07 % 1.80 % 2.04 %
Return on average tangible common<br><br><br>stockholders' equity^(1)^ 9.39 % 7.05 % 2.89 % 12.20 % 12.22 % 6.51 % 11.66 %
Adjusted return on average tangible<br><br><br>common stockholders' equity^(1)(3)^ 9.40 % 7.05 % 3.25 % 12.35 % 12.82 % 6.63 % 12.94 %
Non-interest-bearing deposits to total<br><br><br>deposits 35.73 % 35.67 % 30.45 % 30.85 % 29.93 % 35.73 % 29.93 %
Loans and leases held for sale and loans<br><br><br>and lease held for investment to total<br><br><br>deposits 91.96 % 88.62 % 91.38 % 91.56 % 94.07 % 91.96 % 94.07 %
Deposits to total liabilities 84.36 % 88.34 % 85.25 % 86.92 % 86.77 % 84.36 % 86.77 %
Deposits per branch $ 84,389 $ 86,989 $ 74,366 $ 67,993 $ 66,890 $ 84,389 $ 66,890
Asset Quality Ratios
Non-performing loans and leases to total<br><br><br>loans and leases held for investment, net<br><br><br>before ALLL 0.99 % 0.92 % 1.27 % 0.96 % 1.03 % 0.99 % 1.03 %
ALLL to total loans and leases held for<br><br><br>investment, net before ALLL 1.40 % 1.17 % 1.08 % 0.84 % 0.82 % 1.40 % 0.82 %
Net charge-offs to average total loans and<br><br><br>leases held for investment, net before<br><br><br>ALLL 0.53 % 0.57 % 0.48 % 0.42 % 0.56 % 0.53 % 0.36 %
Acquisition accounting adjustments^(4)^ $ 17,133 $ 19,324 $ 25,889 $ 28,511 $ 31,053 $ 17,133 $ 31,053
Capital Ratios
Common equity to total assets 12.08 % 12.05 % 13.12 % 13.40 % 13.34 % 12.08 % 13.34 %
Tangible common equity to tangible<br><br><br>assets^(1)^ 9.65 % 9.55 % 10.33 % 10.47 % 10.38 % 9.65 % 10.38 %
Leverage ratio 10.93 % 10.29 % 11.18 % 11.39 % 11.14 % 10.93 % 11.14 %
Common equity tier 1 capital ratio 12.55 % 12.33 % 12.24 % 12.36 % 12.12 % 12.55 % 12.12 %
Tier 1 capital ratio 13.77 % 13.56 % 13.52 % 13.67 % 13.43 % 13.77 % 13.43 %
Total capital ratio 16.67 % 15.86 % 14.50 % 14.43 % 14.19 % 16.67 % 14.19 %
(1) Represents a non-GAAP financial measure.  See “Reconciliation of non-GAAP Financial Measures” for a reconciliation of our non-GAAP measures to the most directly comparable GAAP financial measure.
--- ---
(2) Represents non-interest expense less amortization of intangible assets divided by net interest income and non-interest income.
--- ---
(3) Calculation excludes impairment charges, merger-related expenses, and core systems conversion expense.
--- ---
(4) Represents the remaining net unaccreted discount as a result of applying the fair value adjustment at the time of the business combination on acquired loans.
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BYLINE BANCORP, INC. AND SUBSIDIARIES

QUARTER-TO-DATE STATEMENT OF AVERAGE INTEREST-EARNING ASSETS AND AVERAGE INTEREST-BEARING LIABILITIES (unaudited)

For the Three Months Ended September 30,
2020 2019
(dollars in thousands) Average<br><br><br>Balance^(5)^ Interest<br><br><br>Inc / Exp Average<br><br><br>Yield /<br><br><br>Rate Average<br><br><br>Balance^(5)^ Interest<br><br><br>Inc / Exp Average<br><br><br>Yield /<br><br><br>Rate
ASSETS
Cash and cash equivalents $ 48,678 $ 25 0.20 % $ 34,225 $ 253 2.93 %
Loans and leases^(1)^ 4,360,203 51,036 4.66 % 3,860,770 63,391 6.51 %
Taxable securities 1,364,516 6,341 1.85 % 996,750 6,899 2.75 %
Tax-exempt securities^(2)^ 143,157 832 2.31 % 76,161 486 2.53 %
Total interest-earning assets $ 5,916,554 $ 58,234 3.92 % $ 4,967,906 $ 71,029 5.67 %
Allowance for loan and lease losses (53,964 ) (32,246 )
All other assets 538,700 500,102
TOTAL ASSETS $ 6,401,290 $ 5,435,762
LIABILITIES AND STOCKHOLDERS’<br><br><br>EQUITY
Deposits
Interest checking $ 565,917 $ 226 0.16 % $ 358,185 $ 524 0.58 %
Money market accounts 1,202,016 634 0.21 % 735,724 1,917 1.03 %
Savings 535,396 64 0.05 % 475,417 114 0.10 %
Time deposits 870,227 1,836 0.84 % 1,270,050 7,063 2.21 %
Total interest-bearing<br><br><br>deposits 3,173,556 2,760 0.35 % 2,839,376 9,618 1.34 %
Other borrowings 538,237 465 0.34 % 563,026 2,834 2.00 %
Subordinated notes and debentures 100,756 1,485 5.86 % 37,109 739 7.89 %
Total borrowings 638,993 1,950 1.21 % 600,135 3,573 2.36 %
Total interest-bearing liabilities $ 3,812,549 $ 4,710 0.49 % $ 3,439,511 $ 13,191 1.52 %
Non-interest-bearing demand deposits 1,742,787 1,223,556
Other liabilities 54,843 42,914
Total stockholders’ equity 791,111 729,781
TOTAL LIABILITIES AND<br><br><br>STOCKHOLDERS’ EQUITY $ 6,401,290 $ 5,435,762
Net interest spread^(3)^ 3.43 % 4.15 %
Net interest income $ 53,524 $ 57,838
Net interest margin^(4)^ 3.60 % 4.62 %
Net loan accretion impact on margin $ 3,911 0.26 % $ 7,703 0.62 %
(1) Loan and lease balances are net of deferred origination fees and costs and initial indirect costs.  Non-accrual loans and leases are included in total loan and lease balances.
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(2) Interest income and rates exclude the effects of a tax equivalent adjustment to adjust tax exempt investment income on tax exempt investment securities to a fully taxable basis due to immateriality.
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(3) Represents the average rate earned on interest-earning assets minus the average rate paid on interest-bearing liabilities.
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(4) Represents net interest income (annualized) divided by total average earning assets.
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(5) Average balances are average daily balances.
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BYLINE BANCORP, INC. AND SUBSIDIARIES

YEAR-TO-DATE STATEMENT OF AVERAGE INTEREST-EARNING ASSETS AND AVERAGE INTEREST-BEARING LIABILITIES (unaudited)

For the Nine Months Ended September 30,
2020 2019
(dollars in thousands) Average<br><br><br>Balance^(5)^ Interest<br><br><br>Inc / Exp Average<br><br><br>Yield /<br><br><br>Rate Average<br><br><br>Balance^(5)^ Interest<br><br><br>Inc / Exp Average<br><br><br>Yield /<br><br><br>Rate
ASSETS
Cash and cash equivalents $ 48,861 $ 207 0.57 % $ 45,327 $ 798 2.35 %
Loans and leases^(1)^ 4,148,465 155,347 5.00 % 3,719,323 177,298 6.37 %
Taxable securities 1,261,458 21,678 2.30 % 966,449 19,546 2.70 %
Tax-exempt securities^(2)^ 115,161 2,073 2.40 % 66,635 1,257 2.52 %
Total interest-earning assets $ 5,573,945 $ 179,305 4.30 % $ 4,797,734 $ 198,899 5.54 %
Allowance for loan and lease losses (43,584 ) (28,626 )
All other assets 522,321 457,383
TOTAL ASSETS $ 6,052,682 $ 5,226,491
LIABILITIES AND STOCKHOLDERS’<br><br><br>EQUITY
Deposits
Interest checking $ 432,785 $ 651 0.20 % $ 328,558 $ 1,390 0.57 %
Money market accounts 1,126,588 3,794 0.45 % 682,020 5,166 1.01 %
Savings 509,001 186 0.05 % 474,815 371 0.10 %
Time deposits 986,419 10,179 1.38 % 1,248,258 20,073 2.15 %
Total interest-bearing<br><br><br>deposits 3,054,793 14,810 0.65 % 2,733,651 27,000 1.32 %
Other borrowings 531,395 2,838 0.71 % 498,229 7,266 1.95 %
Subordinated notes and debentures 59,591 2,699 6.05 % 36,964 2,262 8.18 %
Total borrowings 590,986 5,537 1.25 % 535,193 9,528 2.38 %
Total interest-bearing liabilities $ 3,645,779 $ 20,347 0.75 % $ 3,268,844 $ 36,528 1.49 %
Non-interest-bearing demand deposits 1,578,704 1,221,375
Other liabilities 50,677 40,705
Total stockholders’ equity 777,522 695,547
TOTAL LIABILITIES AND<br><br><br>STOCKHOLDERS’ EQUITY $ 6,052,682 $ 5,226,471
Net interest spread^(3)^ 3.55 % 4.05 %
Net interest income $ 158,958 $ 162,371
Net interest margin^(4)^ 3.81 % 4.52 %
Net loan accretion impact on margin $ 10,754 0.26 % $ 17,772 0.50 %
(1) Loan and lease balances are net of deferred origination fees and costs and initial indirect costs.  Non-accrual loans and leases are included in total loan and lease balances.
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(2) Interest income and rates exclude the effects of a tax equivalent adjustment to adjust tax exempt investment income on tax exempt investment securities to a fully taxable basis due to immateriality.
--- ---
(3) Represents the average rate earned on interest-earning assets minus the average rate paid on interest-bearing liabilities.
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(4) Represents net interest income (annualized) divided by total average earning assets.
--- ---
(5) Average balances are average daily balances.
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BYLINE BANCORP, INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES (unaudited)

As of or For the Three Months Ended As of or For the Nine Months Ended
(dollars in thousands, except per share data) September 30,<br><br><br>2020 June 30,<br><br><br>2020 March 31,<br><br><br>2020 December 31,<br><br><br>2019 September 30,<br><br><br>2019 September 30,<br><br><br>2020 September 30,<br><br><br>2019
Net income and earnings per share<br><br><br>excluding significant items
Reported Net Income $ 13,071 $ 9,139 $ 2,966 $ 15,852 $ 15,342 $ 25,176 $ 41,150
Significant items:
Impairment charges on assets held for sale 32 715 111 67 747 459
Merger-related expense 127 1,043 4,213
Core system conversion expense 48 77 2,001
Tax benefit on impairment charges and<br><br><br>merger-related expenses (9 ) (199 ) (79 ) (369 ) (208 ) (1,751 )
Adjusted Net Income $ 13,094 $ 9,139 $ 3,482 $ 16,059 $ 16,160 $ 25,715 $ 46,072
Reported Diluted Earnings per Share $ 0.34 $ 0.24 $ 0.07 $ 0.41 $ 0.39 $ 0.64 $ 1.07
Significant items:
Impairment charges on assets held for sale 0.02 0.02 0.01
Merger-related expense 0.01 0.03 0.11
Core system conversion expense 0.05
Tax benefit on impairment charges and<br><br><br>merger-related expenses (0.01 ) (0.01 ) (0.04 )
Adjusted Diluted Earnings per Share $ 0.34 $ 0.24 $ 0.09 $ 0.42 $ 0.41 $ 0.65 $ 1.20

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BYLINE BANCORP, INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES (continued) (unaudited)

As of or For the Three Months Ended As of or For the Nine Months Ended
(dollars in thousands, except per share data,<br><br><br>ratios annualized, where applicable) September 30,<br><br><br>2020 June 30,<br><br><br>2020 March 31,<br><br><br>2020 December 31,<br><br><br>2019 September 30,<br><br><br>2019 September 30,<br><br><br>2020 September 30,<br><br><br>2019
Adjusted non-interest expense:
Non-interest expense $ 41,705 $ 37,012 $ 43,527 $ 43,694 $ 45,448 $ 122,244 $ 130,081
Less: Significant items
Impairment charges on assets held for sale 32 715 111 67 747 459
Merger-related expense 127 1,043 4,213
Core system conversion expense 48 77 2,001
Adjusted non-interest expense $ 41,673 $ 37,012 $ 42,812 $ 43,408 $ 44,261 $ 121,497 $ 123,408
Adjusted non-interest expense excluding<br><br><br>amortization of intangible assets:
Adjusted non-interest expense $ 41,673 $ 37,012 $ 42,812 $ 43,408 $ 44,261 $ 121,497 $ 123,408
Less: Amortization of intangible assets 1,947 1,892 1,893 2,002 2,003 5,732 5,735
Adjusted non-interest expense excluding<br><br><br>amortization of intangible assets $ 39,726 $ 35,120 $ 40,919 $ 41,406 $ 42,258 $ 115,765 $ 117,673
Pre-tax pre-provision net income:
Pre-tax income $ 18,331 $ 12,867 $ 4,016 $ 20,349 $ 21,265 $ 35,214 $ 56,946
Add: Provision for loan and lease losses 15,740 15,518 14,455 4,387 5,931 45,713 16,321
Pre-tax pre-provision net income $ 34,071 $ 28,385 $ 18,471 $ 24,736 $ 27,196 $ 80,927 $ 73,267
Adjusted pre-tax pre-provision net income:
Pre-tax pre-provision net income $ 34,071 $ 28,385 $ 18,471 $ 24,736 $ 27,196 $ 80,927 $ 73,267
Impairment charges on assets held for sale 32 715 111 67 747 459
Merger-related expense 127 1,043 4,213
Core system conversion expense 48 77 2,001
Adjusted pre-tax pre-provision net income $ 34,103 $ 28,385 $ 19,186 $ 25,022 $ 28,383 $ 81,674 $ 79,940
Total revenues:
Net interest income $ 53,524 $ 52,609 $ 52,825 $ 53,914 $ 57,838 $ 158,958 $ 162,371
Add: Non-interest income 22,252 12,788 9,173 14,516 14,806 44,213 40,977
Total revenues $ 75,776 $ 65,397 $ 61,998 $ 68,430 $ 72,644 $ 203,171 $ 203,348
Tangible common stockholders' equity:
Total stockholders' equity $ 794,696 $ 780,935 $ 762,667 $ 750,115 $ 735,866 $ 794,696 $ 735,866
Less: Preferred stock 10,438 10,438 10,438 10,438 10,438 10,438 10,438
Less: Goodwill and other intangibles 174,523 176,470 178,362 180,255 179,543 174,523 179,543
Tangible common stockholders' equity $ 609,735 $ 594,027 $ 573,867 $ 559,422 $ 545,885 $ 609,735 $ 545,885
Tangible assets:
Total assets $ 6,496,513 $ 6,393,518 $ 5,734,754 $ 5,521,809 $ 5,438,278 $ 6,496,513 $ 5,438,278
Less: Goodwill and other intangibles 174,523 176,470 178,362 180,255 179,543 174,523 179,543
Tangible assets $ 6,321,990 $ 6,217,048 $ 5,556,392 $ 5,341,554 $ 5,258,735 $ 6,321,990 $ 5,258,735
Average tangible common stockholders' equity:
Average total stockholders' equity $ 791,111 $ 765,427 $ 745,745 $ 729,781 $ 696,928 $ 777,522 $ 695,547
Less: Average preferred stock 10,438 10,438 10,438 10,438 10,438 10,438 10,438
Less: Average goodwill and other<br><br><br>intangibles 175,444 179,416 179,192 180,740 175,236 177,426 172,373
Average tangible common stockholders' equity $ 605,229 $ 575,573 $ 556,115 $ 538,603 $ 511,254 $ 589,658 $ 512,736
Average tangible assets:
Average total assets $ 6,401,290 $ 6,186,974 $ 5,565,952 $ 5,427,046 $ 5,435,762 $ 6,052,682 $ 5,226,491
Less: Average goodwill and other<br><br><br>intangibles 175,444 179,416 179,192 180,740 175,236 177,426 172,373
Average tangible assets $ 6,225,846 $ 6,007,558 $ 5,386,760 $ 5,246,306 $ 5,260,526 $ 5,875,256 $ 5,054,118
Tangible net income available to common<br><br><br>stockholders:
Net income available to common stockholders $ 12,875 $ 8,944 $ 2,770 $ 15,656 $ 15,146 $ 24,589 $ 40,563
Add: After-tax intangible asset amortization 1,405 1,365 1,366 1,445 1,445 4,136 4,138
Tangible net income available to common<br><br><br>stockholders $ 14,280 $ 10,309 $ 4,136 $ 17,101 $ 16,591 $ 28,725 $ 44,701
Adjusted tangible net income available to common<br><br><br>stockholders:
Tangible net income available to common<br><br><br>stockholders $ 14,280 $ 10,309 $ 4,136 $ 17,101 $ 16,591 $ 28,725 $ 44,701
Impairment charges on assets held for sale 32 715 111 67 747 459
Merger-related expense 127 1,043 4,213
Core system conversion expense 48 77 2,001
Tax benefit on significant items (9 ) (199 ) (79 ) (369 ) (208 ) (1,751 )
Adjusted tangible net income available to<br><br><br>common stockholders $ 14,303 $ 10,309 $ 4,652 $ 17,308 $ 17,409 $ 29,264 $ 49,623

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BYLINE BANCORP, INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES (continued) (unaudited)

As of or For the Three Months Ended As of or For the Nine Months Ended
(dollars in thousands, except share and per share<br><br><br>data, ratios annualized, where applicable) September 30,<br><br><br>2020 June 30,<br><br><br>2020 March 31,<br><br><br>2020 December 31,<br><br><br>2019 September 30,<br><br><br>2019 September 30,<br><br><br>2020 September 30,<br><br><br>2019
Pre-tax pre-provision return on average assets:
Pre-tax pre-provision net income $ 34,071 $ 28,385 $ 18,471 $ 24,736 $ 27,196 $ 80,927 $ 73,267
Average total assets 6,401,290 6,186,974 5,565,952 5,427,046 5,435,762 6,052,682 5,226,491
Pre-tax pre-provision return on average assets 2.12 % 1.85 % 1.33 % 1.81 % 1.98 % 1.87 %
Adjusted pre-tax pre-provision return on average<br><br><br>assets:
Adjusted pre-tax pre-provision net income $ 34,103 $ 28,385 $ 19,186 $ 25,022 $ 28,383 $ 81,674 $ 79,940
Average total assets 6,401,290 6,186,974 5,565,952 5,427,046 5,435,762 6,052,682 5,226,491
Adjusted pre-tax pre-provision return on average<br><br><br>assets 2.12 % 1.85 % 1.39 % 1.83 % 2.07 % 1.80 % 2.04 %
Non-interest income to total revenues:
Non-interest income $ 22,252 $ 12,788 $ 9,173 $ 14,516 $ 14,806 $ 44,213 $ 40,977
Total revenues 75,776 65,397 61,998 68,430 72,644 203,171 203,348
Non-interest income to total revenues 29.37 % 19.56 % 14.79 % 21.21 % 20.38 % 21.76 % 20.15 %
Adjusted non-interest expense to average assets:
Adjusted non-interest expense $ 41,673 $ 37,012 $ 42,812 $ 43,408 $ 44,261 $ 121,497 $ 123,408
Average total assets 6,401,290 6,186,974 5,565,952 5,427,046 5,435,762 6,052,682 5,226,491
Adjusted non-interest expense to average assets 2.59 % 2.41 % 3.09 % 3.17 % 3.23 % 2.68 % 3.16 %
Adjusted efficiency ratio:
Adjusted non-interest expense excluding<br><br><br>amortization of intangible assets $ 39,726 $ 35,120 $ 40,919 $ 41,406 $ 42,258 $ 115,765 $ 117,673
Total revenues 75,776 65,397 61,998 68,430 72,644 203,171 203,348
Adjusted efficiency ratio 52.43 % 53.70 % 66.00 % 60.51 % 58.17 % 56.98 % 57.87 %
Adjusted return on average assets:
Adjusted net income $ 13,094 $ 9,139 $ 3,482 $ 16,059 $ 16,160 $ 25,715 $ 46,072
Average total assets 6,401,290 6,186,974 5,565,952 5,427,046 5,435,762 6,052,682 5,226,491
Adjusted return on average assets 0.81 % 0.59 % 0.25 % 1.17 % 1.18 % 0.57 % 1.18 %
Adjusted return on average stockholders' equity:
Adjusted net income $ 13,094 $ 9,139 $ 3,482 $ 16,059 $ 16,160 $ 25,715 $ 46,072
Average stockholders' equity 791,111 765,427 745,745 729,781 696,928 777,522 695,547
Adjusted return on average stockholders' equity 6.58 % 4.74 % 1.83 % 8.54 % 8.78 % 4.42 % 8.86 %
Tangible common equity to tangible assets:
Tangible common equity $ 609,735 $ 594,027 $ 573,867 $ 559,422 $ 545,885 $ 609,735 $ 545,885
Tangible assets 6,321,990 6,217,048 5,556,392 5,341,554 5,258,735 6,321,990 5,258,735
Tangible common equity to tangible assets 9.65 % 9.55 % 10.33 % 10.47 % 10.38 % 9.65 % 10.38 %
Return on average tangible common stockholders'<br><br><br>equity:
Tangible net income available to common<br><br><br>stockholders $ 14,280 $ 10,309 $ 4,136 $ 17,101 $ 16,591 $ 28,725 $ 44,701
Average tangible common stockholders' equity 605,229 575,573 556,115 538,603 511,254 589,658 512,736
Return on average tangible common<br><br><br>stockholders' equity 9.39 % 7.05 % 2.89 % 12.20 % 12.22 % 6.51 % 11.66 %
Adjusted return on average tangible common<br><br><br>stockholders' equity:
Adjusted tangible net income available to common<br><br><br>stockholders $ 14,303 $ 10,309 $ 4,652 $ 17,308 $ 17,409 $ 29,264 $ 49,623
Average tangible common stockholders' equity 605,229 575,573 556,115 538,603 511,254 589,658 512,736
Adjusted return on average tangible common<br><br><br>stockholders' equity 9.40 % 7.05 % 3.25 % 12.35 % 12.82 % 6.63 % 12.94 %
Tangible book value per share:
Tangible common equity $ 609,735 $ 594,027 $ 573,867 $ 559,422 $ 545,885 $ 609,735 $ 545,885
Common shares outstanding 38,568,916 38,383,217 38,383,021 38,256,500 38,169,126 38,568,916 38,169,126
Tangible book value per share $ 15.81 $ 15.47 $ 14.95 $ 14.62 $ 14.30 $ 15.81 $ 14.30