Good morning and welcome to the Mercantile Bank Corporation Third Quarter 2020 Earnings Results Call and Webcast. All participants will be in listen-only mode. [Operator Instructions]. After today’s presentation, there will be an opportunity to ask questions. [Operator Instructions]. Please note this event is being recorded. I would now like to turn the conference over to Tyler Deur from Mercantile’s Investor Relations firm. Please go ahead.

Thanks Hailey. Good morning everyone and thank you for joining Mercantile Bank Corporation’s conference call and webcast to discuss the Company's financial results, for the third quarter 2020. I'm Tyler Deur, with Lambert IR, Mercantile’s Investor Relations firm. And joining me today are members of their management team, including Bob Kaminski, President and Chief Executive Officer; Chuck Christmas, Executive Vice President and Chief Financial Officer; and Ray Reitsma, President of Mercantile Bank, Michigan. We'll begin the call with management's prepared remarks and presentation to review the quarter's results, then open up the call to questions. However, before we begin today's call it is my responsibility to inform you that this call may involve certain forward-looking statements, such as projections of revenue, earnings and capital structure, as well as statements on the plans and objectives of the Company's business. The Company's actual results could differ materially from any forward-looking statements made today, due to the factors described in the Company's latest Securities and Exchange Commission filings. The Company assumes no obligation to update any forward-looking statements made during the call. If anyone does not already have a copy of the third quarter 2020 press release and presentation deck issued by Mercantile today, you can access it at the Company's website www.mercbank.com. At this time, I'd like to turn the call over to Mercantile’s President and Chief Executive Officer, Bob Kaminski. Bob?

Thank you, Tyler and good morning, everyone. On the call this morning we will provide you with detailed information on the company's performance in the third quarter amidst a challenging operating environment, as well as an update on continued activity specifically related to the pandemic. First, I again want to recognize the tremendous efforts of our dedicated Mercantile team for their persistent resolve and ongoing ability to navigate the continuous and often unique challenges presented from the pandemic throughout this year. Our paramount focus has been on the health and safety of our employees, which has created the necessity for flexibility and our team has consistently risen to the challenge by working remotely and in new environments. These efforts have helped Mercantile deliver strong results of successfully serving our customers and fulfilling their banking needs in a variety of ways. Mercantile demonstrated continued strength in a number of performance areas for the third quarter, with share earnings of $0.66, which again included a strong provision for loan losses as we continued to build our reserve as a result of pandemic related issues. This sustained financial strength allowed us to continue our regular cash dividend program with our Board declaring a fourth quarter cash dividend of $0.28 per share. We are pleased to provide this consistent cash return to our shareholders within this time of uncertainty and Chuck will provide further updates on the many moving parts in our financial statements during the quarter. Next the health and safety of our communities is a top priority, our facilities have been updated to incorporate physical and social distancing modifications including our lobbies, which reopened in late June. Our team and clients remain adaptable of alternative methods of banking activity engagement, as we continue to closely monitor for developments and revise our plans…

Thanks, Bob. Our loan portfolio increased $17 million in the third quarter of 2020, which consisted of a $37 million increase in commercial loans and a 20 million decrease in retail and primarily mortgage loans held for sale. The professional manner in which our team administered the origination of over 2,100 PPP loans earlier this year has continued to yield opportunities to grow our base of commercial relationships. Additionally our construction pipeline remains solid with $99 million of commitments in commercial construction and development loans which we expect to fund over the next 12 to 18 months. Asset quality remained strong as non-performing assets totaled just $4.6 million or 0.11% of total assets at September 30, 2020. Despite the items you found in the financial portion of our presentation on Slide 22. Additionally, recurring commercial past due loans at quarter end are $9 million [ph] totaling just $213,000 representing six borrowers. Overall past due information can be found on Slides 11 and 12. During the quarter we took the review of the risk ratings associated with the loan portfolio resulting in a provision for loan losses of $3.2 million, plus the adjustments to the risk ratings of 159 specific credits these and those relationships moved to the watch list. In contrast, in the prior quarter the provision expense of $7.6 million is generated entirely through qualitative practices. These actions bring the allowance for losses to several loans [ph] to 1.27% when excluding the impact of PPP loans. Payment deferrals at the peak of the program in mid-July impacted $738 represented $719 million in exposure. Presently as of October 19th, extensions are in place beyond September 30 for [indiscernible] representing $12 million of exposure as seen in Slide 6. The current modest deferral numbers when combined with our expectations for future…

Thank you, Ray. As noted on Slide 13, this morning we announced net income of $10.7 million or $0.66 per diluted share for the third quarter of 2020, compared with net income of $12.6 million, or $0.77 per diluted share for the third quarter of 2019. Net income for the first nine months of 2020 totaled $30.1 million or $1.85 per diluted share, compared to $36.1 million or $2.20 per diluted share for the first nine months of 2019. Proceeds from bank owned life insurance claims and a gain on the sale of a former branch facility increased net income in the first nine months of 2019 by $3.1 million or $0.19 per diluted share. Excluding the impacts of these transactions, diluted earnings per share decreased $0.16 or 8% during the first nine months of 2020 compared to the respective prior year period. The lower levels of net income during the third quarter and first nine months of 2020 compared to the respective 2019 periods resulted from higher provision expense and overhead costs, along with lower net interest income which more than offset increased fee income. Turning to Slide 14, interest income on loans declined in the 2020 period compared to the 2019 period, primarily due to FOMC rate cuts aggregating 225 basis points since the beginning of the third quarter of 2019, with 150 basis points of those cuts occurring in the first quarter of 2020. Interest income on securities during the 2020 period benefited from accelerated discount accretion from called U.S. government agency bonds totaling $0.3 million during the third quarter and $3.0 million during the first nine months of 2020. In total, interest income declined $4.7 million during the third quarter of 2020, compared to the third quarter of 2019 and was down $8.1 million during the…

Thank you Chuck. That now concludes management's prepared comments and we will open the call to the Q&A.

[Operator Instructions]. Our first question today comes from Brendan Nosal with Piper Sandler.

Hey, good morning everybody. How are you?

Good Brendan, how are you?

Three things, just want to start off on the margin here and thanks for all the puts and takes you guys offered in your prepared remarks. Just thinking back to the last quarter's call, I believe that you said the expectation for the margin with a normal level of liquidity and PPP forgiveness was about 310 to 315. Just curious if this is a decent expectation once liquidity does eventually roll off to more typical level or is there more pressure from that figure from what you've got previously?

Yeah, Brendan I think there might have been some miscommunication because the numbers you just quoted excluded the excess liquidity. So that was the difference between what we actually reported and that calculation. So, one of the things we saw in the balance sheet during the third quarter was everything pretty much was steady from where it was at the end of the second quarter. So in part of that was our excess liquidity position. We ended the second quarter soon thereafter with about $450 million on deposit with the Fed and of course by the bank. It was pretty much that average throughout the quarter and that's pretty much where we're at right now. So a lot of stabilization there, which is good, but certainly a tremendous amount of excess liquidity that we certainly don't need. Clearly, we would like our borrowers and our depositors start using those funds. If anything from a macro standpoint to make sure that the economy continues to recover. But it appears that we're in a state of steadiness and at least so far here and three weeks into the fourth quarter, we haven't seen any change in our balance sheet structure. So in looking at our margin for the fourth quarter compared to where it came in in the third quarter we are expecting some slippage there, two main items there or three main items I guess. Certainly the bigger one would be the reduction in PPP loan fees that we're going to record. Again, we're using a lovely yield method so that goes down over time and I gave you those numbers. We did have -- one of the things we don't really budget for are any prepayment fees. We typically get those every quarter, but those are very difficult to predict. So we really don't predict those. And then the -- our methodology of trying to manage interest rate risk with our bond portfolio, whereby we buy heavily discounted bonds during periods of rising interest rates, a vast majority of those bonds have now been called. So we don't really expect much of that to take place in future quarters including the fourth quarter. So those are the three primary items that get us from a margin of being in the mid 280s to maybe mid 270s.

Got it, that's perfect and totally understood that the first thing I quoted excludes any impact on excess liquidity. Perfect. Just one more for me, hoping you can offer a little bit more color on the credit downgrades that drove the provisioning this quarter, just kind of any top level thoughts on industry concentrations or characteristics, etcetera? And then as you look ahead, are there any more credits that are on your short list for four more downgrades or do this quarter's action pretty much true up the risk ratings to what the environment is today?

So this is Ray, your last question, definitely as we made these downgrades, we feel like we completed the job. We try to even look ahead and say, are there any in the fourth quarter that could potentially give us issues and we downgraded those as well. So we feel like based on all the information that we have today, we completed that job and also worked hard at all the credits that had requested and experienced deferrals in their payments and went through those very carefully. About 45% of those showed no change in risk rating. We downgraded about 40% of those one notch in the balance, which is a relatively small number of another 14% another notch. So, we feel like all the information that's available to evaluate our crisis [ph] are taken into account and we've downgraded everyone that we see having some small issues now or anticipate having issues in the next quarter.

Yeah, this is Bob. Just to amplify that, we had a definite plan as we went through the summer months. Our intention when the pandemic first started and the severe economic shutdowns was occurring, that we weren't just going to have a knee jerk reaction and downgrade the portfolio without some empirical data from our clients and financial statements and do it in a very systematic way. That occurred during the summer, into the fall, and as Ray indicated concluded with the end of the third quarter. And we feel really good about where we stand working with our clients, knowing exactly where they are in terms of their economic recovery, and any challenges that remain ahead for them. But to underscore we feel really good about the status of the portfolio and the reserve and the associated grades with those particular credits.

Alright, fantastic. Thank you for taking the questions.

Thank you.

[Operator Instructions]. Our next question today comes from Damon DelMonte with KBW.

Hey, good morning guys, how's it going today?

Good day Damon, how are you?

Good, thanks. So first question, just wanted to clarify, Chuck, in your comments regarding expenses you said you expected fourth quarter to be similar to the third quarter. And then you also noted that there would be about 1.5 million of a write down on the branch closures that are taking effect here in the fourth quarter. Does that -- is that 1.5 million included in that outlook for a relatively flat quarter-over-quarter basis or is that excluding it?

So that includes it Damon, so on an overall basis we expect the cost to be flat. Included in that is the $1.5 million in write downs that we'll be reporting throughout the quarter as the branches close. But as I also mentioned, with the bonus accrual we did not accrue anything in the first and second quarter because of obviously the pandemic. As we work our way through the year and we see our performance and as we talk with our compensation committee, we are in the process of formally formulating bonus plans and based on those discussions in our calculations, we needed to not only accrue for the third quarter, but we needed to catch up for the first and second quarter. So on an overall basis those two items, so a lower bonus calculation in the fourth quarter compared to the third kind of offsets the $1.5 million expected in write downs on the branches.

Got you, okay. So just make sure I am covering this, so then something like around 20 -- a little bit over 25 million then is reasonable?

So it would be the same as the third quarter Damon.

Okay, I just was saying that they offset perfectly. Okay and then I guess with respect to the PPP forgiveness process, what are your thoughts and what are you guys hearing on timing of this, do you think we are kind of well into the fourth quarter here, do you think we're going to see much forgiveness in the fourth quarter or do you think everything is going to kind of be with the election coming up next month and whatever ensues after that, do you think this is all going to kind of be put on hold until we get into 2021?

This is Ray, it is very hard to predict how that process is going to go. We stand ready to act on whatever guidance and actionable items we get from the SBA. And those have been somewhat sparse today. How those will roll out for the remainder of the quarter very hard to predict. But the bottom line is we'll be ready as soon as practical, as soon as that information is available to us. We have the mechanisms in place electronically to deal with that information. We also have people in place to deal with the information. So we are ready and waiting.

We've actually started the submission process working with our clients, providing them with the tools, as Ray said, to be able to make those submissions for their forgiveness. Some customers are still working through that process with their financial advisers on the accounting side and their legal side to make sure that documentation is in order. But through our electronic portal, we've now started the submissions to the government, have not received any responses yet, but we understand that they've got a lot that they're trying to work through on their end from the SBA standpoint. So, as Ray said already, we're very transparent with our clients and available to assist the process towards its conclusion for each client.

You know, well -- this is Chuck and I will just add my two cents, one of the things that the entire banking industry has been waiting on is the expedited process that we're all hoping with the trade groups, trying to get $150,000 lower. It appears that it will be at a $50,000 lower clip. And while the SBA has provided some guidelines, they have not yet opened their portals up to accepting those specific applications. That represents about 45%, so loans under $50,000 represents about 45% in the number of loans on the 2,100 that we originated under PPP.

Well, okay. Great. And then so make sure I'm reading this correctly, your loan deferrals are now down to like 43 basis points alone, only $12 million , correct?

Correct.

Okay, so how do we think about provision going forward, you know, it sounds like this quarter you adjusted the ratings on some and you kind of built up some additional reserving as a result of those indicators. Do you think you go back to a similar level in the fourth quarter or do you think you can even go lower than that in the fourth quarter, kind of absent any major macro changes?

Yeah Damon, I mean, it's an interesting perspective that you're putting on and we're looking at it ourselves. Really and we kind of did that with the second and third quarter, really two key drivers, right? There's the environmentals and then there's the specific downgrades. And we hit the environmentals really hard in the second quarter. Obviously created as we mentioned, the COVID-19 factor our economic factors as low as it can go, the COVID factor could theoretically have additional downgrades to it, which would cause some additional provision and that is a reminder that factor was designed to be the -- we don't know what's going to happen factor. And, so far, obviously we look at our asset quality and we're certainly pleased with the performance so far. But it appears that we're far away from being out of the woods yet. So that factor we will certainly continue to take a look at. The other factors that we haven't touched yet, which are the traditional factors that the regulators gave us years and years ago, trends and past dues, changes in collateral values, those types of things. Things are holding up pretty steady so far. But clearly at the end of the fourth quarter here and going forward, of course, we'll continue to look at those and change those if need be. I think Ray and Bob already kind of did a really good job of explaining what we did with the downgrades in the third quarter. So kind of putting all that together as we sit here today and see what's going on, we feel really good about where our reserve is, but we're certainly going to continue to look at all those factors. And if we need to downgrade loans, we'll downgrade loans. If we need to change some factors, environmental factors, we'll do that. But all things being equal, we're pretty comfortable with where we're at currently.

OK, that's all I have for now. Thank you very much, guys.

Thank you, Damon.

[Operator Instructions]. And it looks like we have a follow-up question from Damon DelMonte with KBW.

I think you must have pressed star Damon.

I did, well. Nobody else is in the queue, I figured I could get a couple more questions while I had the opportunity.

Well that is so kind of you.

I not going to take off that easy. No, just kidding. With regards to the capital, can you give a little perspective on where the shares are trading today and the possible use of capital to do a buyback or even look to raise some additional sub debt to kind of bolster regulatory ratios to maybe facilitate buyback down the road, kind of what are your thoughts around that?

You know, I think there are tugs and pulls in all different directions Damon as you have kind of alluded to with many banks, many companies issuing some sub debt and some other banks thinking about dipping their toe in the water back with buybacks. But I think as we continue to consult with our Board and look at our numbers, we're taking a steady as she goes approach. I think as Chuck indicated in his comments the buybacks we've -- we're sitting on the sidelines right now, but we'll continue to evaluate that and make sure that the stock price being what it is, that we don't miss any opportunities that we might otherwise take. So it's kind of a balancing act to make sure that we're good stewards of our capital and position us for whatever may come down the pike in 2021 in terms of economic challenges or opportunities to deploy that capital. We want to make sure that we're well positioned to be able to handle whatever that can be thrown at us and take advantage of opportunities in the same manner. So I think we continue to evaluate that from quarter to quarter and look and see where we stand. But right now, we're quite comfortable where we're at.

Got it, okay, that's good. And then I guess just last question, just quickly on mortgage banking, could you just give a quick update on your pipelines here in the fourth quarter and kind of how you think that shapes up for the actual fourth quarter result?

Yeah, typically in the fourth quarter, there is a seasonal decline in the mortgage business, and as we observe our pipeline over the very recent past that has not shown any of those classic signs of a seasonal decline. So it may very well come towards the very end of the year, but in the next month or two we expect it to hold up at similar levels to what we've experienced in the last month or so.

Just anecdotally Damon, still when you look at houses as they pop on the market, considering that we're almost in November, just from my neck of the woods in the Kent County area of Grand Rapids, the houses are on the market very long before they're snatched up and purchased by prospective new homeowners. So the market continues strong as Ray alluded to and it's going to be interesting winter months. But I think because of the fact that the spring season was pushed back because of the shutdowns of the pandemic, I think it could create some interesting volume opportunities for us as we go through the winter of 2020 and 2021.

Okay, very helpful. This time that's all that I have. So thank you very much.

Thanks Damon, take care.

This concludes our question-and-answer session and I would like to turn the call back over to Bob Kaminski for any closing remarks.

Thank you, operator. Thank you very much for your interest in our company. We hope that you and your families stay safe and healthy and we look forward to speaking with you again at the conclusion of the fourth quarter come January. This call is now concluded. Thanks again.

The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.