TriCo Bancshares Announces Quarterly Results

TriCo Bancshares (NASDAQ: TCBK) (the "Company"), parent company of Tri Counties Bank, today announced earnings of $4,859,000, or $0.30 per diluted share, for the three months ended June 30, 2014. These results compare to earnings of $6,325,000, or $0.39 per diluted share reported by the Company for the three months ended June 30, 2013.

The following is a summary of the components of the Company’s consolidated net income for the periods indicated:

The following is a summary of certain of the Company’s consolidated assets and deposits as of the periods indicated:

The following table shows the components of net interest income and net interest margin on a fully tax-equivalent (FTE) basis for the periods indicated:

Net interest income (FTE) during the second quarter of 2014 increased $2,734,000 (11.1%) from the same period in 2013 to $27,413,000. The increase in net interest income (FTE) was due primarily to a $312,991,000 (172%) increase in the average balance of investments to $495,006,000, and a $105,550,000 (6.6%) increase in the average balance of loans to $1,714,061,000 that were partially offset by a 24 basis point decrease in the average yield on loans from 5.94% during the three months ended June 30, 2013 to 5.70% during the three months ended June 30, 2014. During much of 2013 and the six months ended June 30, 2014, the Company deployed some of its excess cash previously held as Federal funds sold into higher yielding investments while maintaining an appropriate level of interest rate risk. The increase in average loan balances was due to organic loan growth and the purchase of $19,690,000 and $62,698,000 of single family residential real estate loans during the second quarters of 2014 and 2013, respectively. The decrease in average loan yields was due primarily to declines in market yields on new and renewed loans compared to yields on repricing, maturing, and paid off loans. The increases in average investment and loan balances added $2,325,000 and $1,567,000 to net interest income (FTE) while the decrease in average loan yields reduced net interest income (FTE) by $1,017,000 compared to the year-ago quarter.

Loans acquired through purchase or acquisition of other banks are classified as Purchased Not Credit Impaired (PNCI), Purchased Credit Impaired – cash basis (PCI – cash basis), or Purchased Credit Impaired – other (PCI – other). Loans not acquired in an acquisition or otherwise “purchased” are classified as “originated”. Often, such purchased loans are purchased at a discount to face value, and part of this discount is accreted into (added to) interest income over the remaining life of the loan. Generally, as time goes on, the effect of this discount accretion decreases as these purchased loans mature or pay off early. Further details regarding interest income from loans, including fair value discount accretion, may be found under the heading “Supplemental Loan Interest Income Data” in the Consolidated Financial Data table at the end of this press release.

The Company provided $1,708,000 for loan losses during the three months ended June 30, 2014 versus a provision of $614,000 during the three months ended June 30, 2013. During the three months ended June 30, 2014, the Company refined the method it uses to evaluate historical losses for the purpose of estimating the allowance for unimpaired loans. In the third quarter of 2010, the Company moved from a six point grading system (Grades A-F) to a nine point risk rating system (Risk Ratings 1-9), primarily to allow for more distinction within the “Pass” risk rating (risk ratings 2-5). As there was not initially sufficient loss experience within the nine point scale to complete a migration analysis for all nine risk ratings, all loans risk rated Pass or 2-5 were grouped together, a loss rate was calculated for that group, and that loss rate was established as the loss rate for risk rating 4. The reserve ratios for risk ratings 2, 3 and 5 were then interpolated from that figure. As of June 30, 2014, the Company was able to compile twelve quarters of historical loss information for all risk ratings, and use that information to calculate the loss rates for each of the nine risk ratings without interpolation. This refinement led to an increase of $1,438,000 in the allowance for unimpaired loans and provision for loan losses for unimpaired loans as of June 30, 2014. This increase in the allowance for unimpaired loans was driven primarily by consumer loans with a risk rating of 5 or “Pass-Watch”. Excluding this refinement in methodology, the provision for loan losses would have been $270,000 for the three months ended June 30, 2014. In general, the credit quality of the Company’s loans continued to improve during the quarter ended June 30, 2014 due to improvements in collateral values and estimated cash flows related to nonperforming originated loans and purchased credit impaired loans, reductions in nonperforming originated loans and purchased credit impaired loans, and decreases in loss histories for performing originated loans compared to year-ago levels.

Subsequent to June 30, 2014, the following events occurred: on July 9, 2014 the Company recovered $769,000 of an originated residential construction loan that was previously charged off. This recovery will be recorded during the quarter ended September 30, 2014; on July 21, 2014 the Company received $2,500,000 representing the complete payoff of all principal and interest due on a purchased credit impaired commercial real estate loan that was accounted for as part of a pool of loans. If there is no deterioration in estimated future cash flows for the other loans in this pool from June 30, 2014 to September 30, 2014, the existing allowance for loan losses for this pool will be completely eliminated via a reversal of provision for loan losses of $698,000 during the quarter ended September 30, 2014.

The following table presents the key components of noninterest income for the periods indicated:

Noninterest income decreased $2,254,000 (22.2%) to $7,877,000 during the three months ended June 30, 2014 compared to the three months ended June 30, 2013. The decrease in noninterest income was due primarily to a $1,076,000 (67.7%) decrease in gain on sale of loans to $514,000, a $553,000 (16.9%) decrease in service charges on deposit accounts, a $542,000 (284%) decrease in change in value of mortgage servicing rights, and a $374,000 (60.8%) decrease in gain on sale of foreclosed assets. The decrease in gain on sale of loans was primarily due to the increase in residential real estate mortgage rates that occurred in May 2013 and resulted in a significant decrease in mortgage refinance activity. This decrease in mortgage refinance activity resulted in a significant decrease in newly originated mortgages for the Company to sell. The decrease in service charges on deposit accounts was primarily due to reduced customer overdrafts and a resulting decrease in non-sufficient funds fees. The decrease in the change in value of mortgage servicing rights was due primarily to a decrease in the balance of mortgages serviced during the quarter ended June 30, 2014 compared to an increase in such balances during the quarter ended June 30, 2013, and a large decrease in the estimated prepayment speed of such mortgages during the three months ended June 30, 2013 versus a slight increase in estimated mortgage prepayment speeds during the three months ended June 30, 2014. An increase in prepayment speed decreases the value of mortgage servicing rights and a decrease in mortgage prepayment speed increases the value of mortgage servicing rights. Mortgage prepayment speed generally increases when market rates for mortgages decrease, and vice versa. The decrease in gain on sale of foreclosed assets was due to a reduced balance of foreclosed assets compared to the year-ago period.

The following table presents the key components of the Company’s noninterest expense for the periods indicated:

Salary and benefit expenses increased $427,000 (3.3%) to $13,317,000 during the three months ended June 30, 2014 compared to the three months ended June 30, 2013. Base salaries increased $500,000 (5.9%) to $9,008,000 during the three months ended June 30, 2014 versus the year-ago period despite a 0.1% decrease in the average number of full time equivalent employees from 727 to 726. The average number of full time equivalent employees decreased primarily due to reductions in staff from the closing of six branches since September 30, 2013 that were partially offset by increases in full time equivalent back office staff and management. The salary expense attributable to the added back office staff and management outweighed the reduction in salary expense attributable to the branch closings. Annual salary merit increases of approximately 2.5% also contributed to the increase in base salary expense. Incentive and commission related salary expenses decreased $94,000 (7.2%) to $1,205,000 during three months ended June 30, 2014 due primarily to decreases in production related incentives tied to reduced residential real estate mortgage loan originations and sales. Benefits expense, including retirement, medical and workers’ compensation insurance, and taxes, increased $21,000 (0.7%) to $3,104,000 during the three months ended June 30, 2014.

Other noninterest expense increased $1,180,000 (11.1%) to $11,799,000 during the three months ended June 30, 2014 compared to the three months ended June 30, 2013. The increase in other noninterest expense was due primarily a $823,000 (118%) increase in professional fees to $1,518,000, a $196,000 (7.4%) increase in occupancy and equipment expenses to $2,862,000, and a $759,000 (31.0%) increase in other expenses to $3,207,000 that were partially offset by a $542,000 (99.3%) decrease in provision for foreclosed assets, and a $220,000 decrease in provision for losses on unfunded commitments. The increase in professional fees was mainly due to a $536,000 consulting expense related to outside card processing, the benefit of which is expected to be realized over the next several years via increased revenue and lower processing expense, and $245,000 of legal, accounting and consulting expenses related to the proposed merger with North Valley Bancorp (“North Valley”). The increase in other expenses was primarily due to $175,000 of system conversion planning expenses related to the proposed merger with North Valley, and $114,000 of leasehold improvement removal expenses related to two branches closed at the end of the quarter ended March 31, 2014 and one branch closed during the quarter ended June 30, 2014. During the three months ended June 30, 2014, the Company incurred a total of $420,000 of noninterest expense related to the proposed North Valley merger.

On January 21, 2014, the Company and North Valley announced that they entered into an Agreement and Plan of Merger and Reorganization under which North Valley will merge with and into the Company, with the Company as the surviving corporation. North Valley shareholders will receive a fixed exchange ratio of 0.9433 shares of TriCo Bancshares common stock for each share of North Valley common stock. The merger is expected to be completed in the third quarter of 2014, subject to approval of the merger by shareholders of both companies, receipt of required regulatory and other approvals and satisfaction of customary closing conditions.

In addition to the historical information contained herein, this press release may contain certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The reader of this press release should understand that all such forward-looking statements are subject to various uncertainties and risks that could affect their outcome. The Company’s actual results could differ materially from those suggested by such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, variances in the actual versus projected growth in assets, return on assets, interest rate fluctuations, economic conditions in the Company's primary market area, demand for loans, regulatory and accounting changes, loan losses, expenses, rates charged on loans and earned on securities investments, rates paid on deposits, competition effects, fee and other noninterest income earned, whether and when shareholders and regulators approve the Company’s proposed merger with North Valley, the Company’s ability to effectively integrate the business of North Valley as anticipate following the merger, as well as other factors detailed in the Company's reports filed with the Securities and Exchange Commission which are incorporated herein by reference, including the Form 10-K for the year ended December 31, 2013. These reports and this entire press release should be read to put such forward-looking statements in context and to gain a more complete understanding of the uncertainties and risks involved in the Company's business. Any forward-looking statement may turn out to be wrong and cannot be guaranteed. The Company does not intend to update any of the forward-looking statements after the date of this release. Shareholders are urged to read the joint proxy statement/prospectus included in the registration statement on Form S-4, which the Company has filed with the SEC in connection the proposed merger because it contains important information about TriCo, North Valley, the merger and related matters, including additional risk and uncertainties

TriCo Bancshares and Tri Counties Bank are headquartered in Chico, California. Tri Counties Bank has a 39-year history in the banking industry. It operates 41 traditional branch locations and 19 in-store branch locations in 23 California counties. Tri Counties Bank offers financial services and provides a diversified line of products and services to consumers and businesses, which include demand, savings and time deposits, consumer finance, online banking, mortgage lending, and commercial banking throughout its market area. It operates a network of 66 ATMs and an automated Customer Service Department, available 24 hours a day, seven days a week. Brokerage services are provided by the Bank’s investment services affiliate, Raymond James Financial Services, Inc. For further information please visit the Tri Counties Bank web site at http://www.tricountiesbank.com.

ADDITIONAL INFORMATION ABOUT THE PROPOSED MERGER TRANSACTION AND WHERE TO FIND IT

Investors and shareholder are urged to carefully review and consider each of TriCo’s and North Valley’s public filings with the SEC, including but not limited to their Annual Reports on Form 10-K, their proxy statements, their Current Reports on Form 8-K and their Quarterly Reports on Form 10-Q. The documents filed by TriCo with the SEC may be obtained free of charge at TriCo’s website at www.tricountiesbank.com or at the SEC’s website at www.sec.gov. These documents may also be obtained free of charge from TriCo by requesting them in writing to TriCo Bancshares, 63 Constitution Drive, Chico, California 95973; Attention: Investor Relations, or by telephone at (530) 898-0300. The documents filed by North Valley with the SEC may be obtained free of charge at North Valley’s website at www.novb.com or at the SEC’s website at www.sec.gov. These documents may also be obtained free of charge from North Valley by requesting them in writing to North Valley Bancorp, 300 Park Marina Circle, Redding, California 96001, Attention: Corporate Secretary, or by telephone at (530) 226-2900.

TriCo has filed a registration statement with the SEC which includes a joint proxy statement of TriCo and North Valley and a prospectus of TriCo, and each party will file other documents regarding the proposed transaction with the SEC. Before making any voting or investment decision, investors and security holders of North Valley and TriCo are urged to carefully read the entire registration statement and joint proxy statement/prospectus, as well as any amendments or supplements to these documents, because they contain important information about the proposed transaction. A definitive joint proxy statement/prospectus was mailed to the shareholders of each company on or about July 3, 2014 seeking required shareholder approvals. Investors and security holders may obtain the registration statement and the joint proxy statement/prospectus free of charge from the SEC’s website or from TriCo or North Valley by writing to the addresses provided for each company set forth above.

TriCo, North Valley, their directors, executive officers and certain other persons may be deemed to be participants in the solicitation of proxies from TriCo and North Valley shareholders in favor of the approval of the transaction. Information regarding TriCo’s officers and directors is included in TriCo’s Form 10-K Annual Report for the fiscal year ended December 31, 2013 filed with the SEC and information regarding North Valley's officers and directors is included in North Valley's Form 10-K Annual Report for the fiscal year ended December 31, 2013 filed with the SEC. Descriptions of the interests of the directors and executive officers of TriCo and North Valley in the proposed merger are set forth in the proxy statement/prospectus and other relevant documents filed with the SEC.