VCBI Virginia Commerce Bancorp (MM)

Virginia Commerce Bancorp, Inc. (the “Company”), (Nasdaq: VCBI), parent company of Virginia Commerce Bank (the “Bank”), today reported its financial results for the second quarter of 2013.

Second Quarter 2013 Highlights

• Net Income Available to Common Stockholders and Diluted Earnings per Common Share Increased: Net income available to common stockholders totaled $7.5 million, or $0.21 per diluted common share, for the second quarter of 2013. This represented a $1.1 million increase, or $0.02 per diluted common share, compared to $6.4 million, or $0.19 per diluted common share for the second quarter of 2012. Sequentially, net income available to common stockholders increased $1.4 million, or $0.04 per diluted common share, representing a 23.5% increase from $0.17 per diluted common share, for the first quarter of 2013.
• Adjusted Operating Earnings (a non-GAAP measure) Growth: Adjusted operating earnings increased to $7.7 million, or $0.22 per diluted common share, for the second quarter of 2013. This compares to $5.5 million, or $0.16 per diluted common share, for the second quarter of 2012, and $6.4 million, or $0.18 per diluted common share, in the first quarter of 2013.
• Quarterly Return on Average Assets (ROAA) of 1.05% and Return on Average Equity (ROAE) of 11.68%
• Asset Quality: Non-performing assets (“NPAs”) decreased 24.0%, from $60.4 million as of June 30, 2012, to $45.9 million at June 30, 2013, while sequentially increasing $1.1 million, or 2.5%. Total troubled debt restructurings (“TDRs”) declined $16.2 million, or 37.5%, from June 30, 2012, to $26.9 million at June 30, 2013, and declined $7.0 million, or 20.7% from March 31, 2013.
• Net Interest Margin Stable: The net interest margin was 3.82% in the second quarter of 2013, compared to 3.80% in the second quarter of 2012. Sequentially, the net interest margin decreased three basis points from 3.85% in the first quarter of 2013.
• Capital Strength and Book Value per Common Share: The ratio of tangible common equity (a non-GAAP measure) improved to 8.95% at June 30, 2013, as compared to 7.79% and 8.80% at June 30, 2012, and March 31, 2013, respectively. The book value per common share increased from $7.42 at June 30, 2012, to $7.78 at June 30, 2013. Sequentially, the book value per common share decreased from $7.81 at March 31, 2013.

SUMMARY REVIEW OF FINANCIAL PERFORMANCE

Net Income

For the three months ended June 30, 2013, the Company recorded net income available to common stockholders of $7.5 million, or $0.21 per diluted common share, compared to net income available to common shareholders of $6.4 million, or $0.19 per diluted common share, for the three months ended June 30, 2012. The year-over-year earnings improvement was largely attributable to the Company’s repurchase of all of its TARP preferred stock during the fourth quarter of 2012, and related elimination of a $1.4 million effective quarterly dividend on preferred stock, a $636 thousand decrease in provision for loan losses and a $1.5 million decrease in non-interest expense. These items were partially offset by a decrease in net interest income of $1.1 million and a $1.2 million decrease in non-interest income.

For the six months ended June 30, 2013, the Company reported net income available to common stockholders of $13.5 million, or $0.38 per diluted common share, compared to net income available to common stockholders of $11.1 million, or $0.33 per diluted common share, for the same period in 2012. The year-to-date earnings improvement from 2012 to 2013 was attributable to the Company’s repurchase of all of its TARP preferred stock during the fourth quarter of 2012, and related elimination of a $2.7 million effective dividend on preferred stock for the first six months of 2013, a $4.8 million decrease in the provision for loan losses and a $499 thousand decrease in non-interest expense, partially offset by a decrease in net interest income of $2.1 million and a $3.6 million decrease in non-interest income. The Company’s net income available to common stockholders increased sequentially from $6.0 million, or $0.17 per diluted common share, for the first quarter of 2013, primarily due to a decrease of $3.6 million in non-interest expense, partially offset by a $679 thousand increase in provision for loan losses, a $362 thousand decrease in non-interest income and a $1.1 million increase in provision for income taxes.

Adjusted operating earnings (a non-GAAP measure) for the three months ended June 30, 2013, were $7.7 million, or $0.22 per diluted common share, compared to $5.5 million, or $0.16 per diluted common share, for the same period in 2012. The year-over-year earnings improvement was largely attributable to the Company’s repurchase of all of its TARP preferred stock during the fourth quarter of 2012, and related elimination of a $1.4 million effective quarterly dividend on preferred stock for the second quarter of 2013, a $636 thousand decrease in provision for loan losses and a $1.5 million decrease in non-interest expense (which includes $282 thousand of merger-related expenses in the second quarter of 2013). These items were partially offset by a decrease in net interest income of $1.1 million, and an increase in provision for income taxes of $62 thousand (with a related tax effect adjustment of $501 thousand). On a sequential basis, adjusted operating earnings were up $1.3 million, or $0.04 per diluted common share, for the three months ended June 30, 2013, primarily due to a decrease of $3.6 million in non-interest expense (which includes a sequential reduction in merger-related expenses of $302 thousand), partially offset by a $679 thousand increase in provision for loan losses, a $362 thousand decrease in non-interest income and a an increase in provision for income taxes of $1.1 million (with a related tax effect adjustment of $(168) thousand). The Company calculates adjusted operating earnings by excluding impairment loss on investment securities, realized gains and losses on sale of investment securities, merger-related expenses, acceleration of the accretion of the preferred stock discount, and certain other non-recurring items from net income available to common stockholders.

Asset Quality and Provision For Loan Losses

Total non-performing assets and loans 90+ days past due declined from $60.4 million at June 30, 2012, to $47.0 million at June 30, 2013, but, increased $2.0 million sequentially from $45.0 million at March 31, 2013, as a result of the placement of three relationships totaling $8.4 million on non-accrual status, representing previously classified loans which were restructured, but failed to perform under modified terms. This offset other progress in problem asset resolution for the quarter. As a percentage of total assets, non-performing assets decreased from 2.00% at June 30, 2012, to 1.62% at June 30, 2013, and increased from 1.55% at March 31, 2013. As of June 30, 2013, the allowance for loan losses represented 1.92% of total loans, compared to 1.91% and 2.14%, at March 31, 2013, and June 30, 2012, respectively. The allowance for loan losses covered 115.3% of total non-performing loans as of June 30, 2013, compared to 118.4% and 100.5%, at March 31, 2013, and June 30, 2012, respectively.

As of June 30, 2013, $13.6 million, or 39.3%, of non-performing loans represented acquisition, development and construction (“ADC”) loans; $8.6 million, or 24.9%, represented non-farm, non-residential loans; $7.2 million, or 21.0%, represented commercial and industrial (“C&I”) loans; and $5.1 million, or 14.8%, represented loans on one-to-four family residential properties. As of June 30, 2013, specific reserves of $16.4 million have been established for non-performing loans and other loans determined to be impaired. The Company continues to pursue an aggressive campaign to reduce non-performing and other impaired loans and is implementing and executing various disposition strategies on an ongoing basis. These strategies are dependent upon project completion, permitting, satisfaction of contract contingencies and other factors and in a number of cases represent situations which require longer timeframes to obtain optimal principal recovery.

Included in the loan portfolio at June 30, 2013, are loans classified as troubled debt restructurings (“TDRs”), totaling $26.9 million, a 37.5% decrease from $43.1 million at June 30, 2012. Sequentially, TDRs decreased $7.0 million from $33.9 million at March 31, 2013, as a result of the previously mentioned restructured loans being placed on non-accrual status. TDRs are performing, accruing loans that represent relationships for which a modification to the contractual interest rate or repayment structure has been granted to address a financial hardship. A significant portion of TDRs were performing prior to modification. These loans make up 1.3% of the total loan portfolio at June 30, 2013, and represent $6.9 million in ADC loans, $15.5 million in non-farm, non-residential real estate loans, $2.5 million in C&I loans and $2.0 million in one-to-four family residential loans. At June 30, 2013, 37.0% of the Company’s TDRs were reviewable TDRs and 63.0% were permanent TDRs. Reviewable TDRs are loans that have been restructured at or will return to a market rate of interest and can include a temporary interest rate modification, partial deferral of interest or principal, or an extension of term. They can return to performing status upon six months of on-time payments following the return to a market rate of interest, but only in the fiscal year following the year of restructure. Permanent TDRs are loans that have been restructured and include a permanent interest rate reduction. They remain in a TDR status until the loan is paid off.

Classified loans were $147.3 million for the quarter ended June 30, 2013, a $42.0 million decrease from $189.3 million at June 30, 2012. Sequentially, classified loans decreased $13.0 million from $160.3 million at March 31, 2013. The quarterly decrease was largely due to the payoff of $12.3 million in classified loans, the upgrade of $3.2 million in classified loans, the transfer of $2.1 million to other real estate owned and $4.0 million in charge-offs, partially offset by new additions to classified loans totaling $10.8 million.

Provision for loan losses was $2.5 million for the quarter ended June 30, 2013, down $636 thousand, or 20.1%, compared to $3.2 million in the same period in 2012. Net charge-offs were $3.4 million for the three months ended June 30, 2013, compared to $2.6 million and $1.9 million for the quarters ended March 31, 2013, and June 30, 2012, respectively. For the six months ended June 30, 2013, provision for loan losses totaled $4.4 million, compared to $9.2 million for the prior-year period, with 2013 year-to-date net charge-offs amounting to $6.0 million, compared to $11.3 million in the first half of 2012. The decrease in the allowance for loan losses as a percentage of total loans from June 30, 2012, to June 30, 2013, is due to charge-offs incurred during 2013 being primarily supported by specific reserves in the allowance for loan losses. As a result, the second quarter analysis of the adequacy of the loan loss reserve indicated that loan loss provisioning of $2.5 million was sufficient to maintain appropriate coverage. The $1.5 million increase in net charge-offs for the three months ended June 30, 2013, compared to the same period in 2012, was primarily due to net charge-offs in the real-estate construction portfolio increasing $1.5 million, from $299 thousand in the second quarter of 2012, to $1.8 million in the second quarter of 2013.

Net Interest Income and Net Interest Margin

Net interest income was $25.8 million for the second quarter of 2013 and declined $1.1 million, or 4.2%, from the same quarter last year. The net interest margin increased 2 basis points from 3.80% in the second quarter of 2012, to 3.82% for the same period in 2013. On a sequential basis, the net interest margin was down 3 basis points from 3.85% in the first quarter of 2013. The year-over-year increase in the second quarter net interest margin was due to an improvement in the mix of interest-earning assets and interest-bearing deposits, with a reduction in interest-bearing deposit rates partially offset by lower average yield on loans. Interest and dividend income decreased $2.6 million on average total interest-earnings assets of $2.75 billion for the three months ended June 30, 2013, compared to interest and dividend income generated by average total interest-earnings assets of $2.89 billion for the same period in 2012. The decline in interest income is mostly attributable to lower yielding average loans being generated in the current low interest rate environment and the repricing of adjustable rate average loans in the portfolio to lower yields. The average rate earned on total interest-earning assets was 4.58% for the second quarter of 2013, as compared to 4.74% for the second quarter 2012, and 4.65% for the first quarter 2013. Interest expense decreased $1.5 million to $5.2 million generated on an average total interest-bearing liability balance of $2.15 billion for the quarter ended June 30, 2013, from $6.7 million generated on an average total interest-bearing liability balance of $2.30 billion for the same period in 2012. The decline in interest expense is mostly attributable to a series of interest rate reductions on interest-bearing deposit products and the continued repricing and run-off of higher cost deposits in the time deposit portfolio. The average rate paid on total interest-bearing liabilities was 0.98% for the second quarter of 2013, as compared to 1.18% for the second quarter 2012, and 1.01% for the first quarter of 2013.

Non-Interest Income

For the three months ended June 30, 2013, the Company recognized $2.2 million in non-interest income, compared to non-interest income of $3.4 million for the three months ended June 30, 2012, and $2.6 million in the sequential quarter. Included in the second quarter 2012 non-interest income was a gain on sale of investment securities of $1.3 million, while the second quarter of 2013 did not include a gain or loss on sale of investment securities. The Company recognized non-interest income of $4.8 million for the six months ended June 30, 2013, compared to non-interest income of $8.4 million for the same period in 2012. For the six months ended June 30, 2012, non-interest income included a gain on sale of investment securities of $3.9 million, while non-interest income for the six months ended June 30, 2013, did not include a gain or loss on sale of investment securities.

Fees and net gains on loans held-for-sale decreased in the second quarter 2013, on a year-over-year basis, by $155 thousand, or 18.7%, and on a sequential quarter basis decreased by $347 thousand, or 34.0%. The decrease can be primarily attributed to lower volume of mortgage loans originated for sale in the secondary market, which was driven by higher interest rates on mortgage products during the second quarter of 2013. For the six months ended June 30, 2013, fees and net gains on loans held-for-sale decreased $134 thousand, or 7.3%, compared to the six months ended June 30, 2012. Income generated by bank-owned life insurance increased $252 thousand and $498 thousand for the three months ended June 30, 2013, and six months ended June 30, 2013, respectively, compared to the same periods in the prior year. The increase can be attributed to $30.0 million in bank-owned life insurance assets purchased during the second half of 2012 that have contributed to earnings during the first two quarters of 2013.

Non-Interest Expense

Non-interest expense decreased $1.5 million, or 9.8%, from $15.5 million in the second quarter of 2012, to $14.0 million in the second quarter of 2013. Sequentially, non-interest expense decreased $3.6 million, or 20.5%, from $17.6 million for the first quarter in 2013. The year-over-year decrease was primarily related to a decrease of $526 thousand in salaries and employee benefits, a decrease of $343 thousand on other real estate owned losses and expenses, a decrease of $318 thousand in FDIC insurance premiums, a $572 thousand decrease in other operating expense, partially offset by $282 thousand in merger-related expenses. The sequential decrease was primarily related to a decrease of $1.5 million in salaries and employee benefits, a decrease of $656 thousand in other real estate owned losses and expenses, $302 thousand less in merger-related expenses and $1.0 million less in other operating expenses.

Investment Securities

Investment securities decreased $84.0 million, or 14.8%, year-over-year to $482.7 million at June 30, 2013, and were down $12.4 million sequentially from March 31, 2013. There was no gain on sale of investment securities during the second quarter 2013. During the second quarter of 2012, the Company sold $67.9 million of investment securities resulting in a $1.3 million realized gain on sale of investment securities. The investment portfolio contains two pooled trust preferred investment securities with a book value of $5.1 million, and a market value of $779 thousand at June 30, 2013, for which the Company performs a quarterly analysis to determine whether any other-than-temporary impairment exists. The analysis includes stress tests on the underlying collateral and cash flow estimates based on the current and projected future levels of deferrals, defaults, and prepayments within each pool. There was no recorded impairment loss for the three or six months ended June 30, 2013 and June 30, 2012.

Loans

Loans, net of allowance for loan losses, decreased $36.2 million, or 1.7% year-over-year. Non-farm, non-residential real estate loans decreased $22.9 million, or 2.0%; multifamily real estate loans decreased $14.7 million, or 17.5%; C&I loans decreased $8.7 million, or 3.4%; ADC loans decreased $3.9 million, or 1.5%; while one-to-four family residential loans increased $6.6 million or 1.6%; and farmland loans increased $2.5 million or 70.2%, from June 30, 2012, to June 30, 2013. Sequentially, loans, net of allowance for loan losses, decreased $57.4 million, or 2.7%. The sequential decrease in loans was attributable to a $25.7 million decrease in ADC loans, a $24.2 million decrease in non-farm, non-residential loans, a $10.4 million decrease in multi-family residential loans and a $7.5 million decrease in C&I loans, which were partially offset by an $11.1 million increase in one-to-four family residential loans. The decrease in most loan categories was primarily a result of a combination of the refinance or sale of a few large commercial and residential real estate projects; the impact of sequestration on the level of borrowing by government contracting sector borrowers; and problem loan.

Deposits

Total deposits at June 30, 2013, were $2.18 billion, a decrease of $72.1 million, or 3.2%, compared to June 30, 2012, with demand deposits increasing $82.1 million, or 21.4%, savings and interest-bearing demand deposits decreasing $51.5 million, or 4.3%, and time deposits decreasing $102.7 million, or 15.1%. As of June 30, 2013, non-interest bearing demand deposits represented 21.4% of total deposits, compared to 17.0% at June 30, 2012. On a linked quarter basis, deposits decreased $7.4 million, or 0.3%, with demand deposits increasing by $45.2 million, or 10.8%, savings and interest-bearing demand accounts decreasing $28.8 million, or 2.5%, and time deposits decreasing by $23.8 million, or 4.0%. The reduction in time deposits has been intentional, resulting from a series of interest rate reductions that continued throughout 2012 and into the first quarter of 2013. As a result of deposit rate decreases and an improving deposit mix, the cost of total interest-bearing deposits and total deposits declined from 0.95% and 0.81% for the quarter ended June 30, 2012 and 0.80% and 0.65% for the quarter ended March 31, 2013, to 0.77% and 0.62% for the quarter ended June 30, 2013, respectively.

Capital Levels and Stockholders’ Equity

Stockholders’ equity decreased $49.5 million, or 16.3%, from $303.3 million at June 30, 2012, to $253.8 million at June 30, 2013, with a $68.1 million decline from the repayment of TARP preferred stock and a $11.3 million decrease in other comprehensive income, partially offset by net income available to common stockholders of $24.9 million over the twelve-month period and $5.1 million in proceeds and tax benefits related to the exercise of warrants and options. As a result of these changes, the Company’s Tier 1 capital ratio decreased from 15.74% at June 30, 2012, to 14.36% at June 30, 2013, and its total qualifying capital ratio decreased from 17.00% to 15.62% over the same period. Sequentially, the Company’s Tier 1 and total qualifying capital ratios are up 69 and 70 basis points, respectively, attributable to net income available to common stockholders of $7.5 million in the second quarter of 2013. The Company’s tangible common equity ratio increased from 7.79% at June 30, 2012, and 8.80% at March 31, 2013, to 8.95% at June 30, 2013. The 116 basis point increase in tangible common equity ratio from June 30, 2012, to June 30, 2013, is primarily due to $24.9 million in retained net income available to common stockholders for the twelve months ended June 30, 2013. Sequentially, the 15 basis point increase in tangible common equity ratio is primarily related to $7.5 million in retained net income available to common stockholders for the second quarter of 2013 and a decrease of $47.2 million in total tangible assets during the second quarter of 2013, partially offset by a decrease of $8.3 million in other comprehensive income. The decrease in other comprehensive income is directly related to the decline in the fair market value of investment securities in the second quarter of 2013, resulting from the rise in long-term interest rates and suppressed securities prices in the bond market.

ABOUT VIRGINIA COMMERCE BANCORP, INC.

Virginia Commerce Bancorp, Inc. is the parent bank holding company for Virginia Commerce Bank, a Virginia state chartered bank that commenced operations in May 1988. The Bank pursues a traditional community banking strategy, offering a full range of business and consumer banking services through twenty-eight branch offices, one residential mortgage office and one wealth management services office, principally to individuals and small-to-medium size businesses in Northern Virginia and the Metropolitan Washington, D.C. area.

On January 29, 2013, the Company signed a definitive merger agreement to be acquired by United Bankshares, Inc. For more information about this merger, see the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on January 31, 2013, the Company’s Annual Report on Form 10-K filed with the SEC on March 14, 2013, and the registration statement filed by United Bankshares, Inc. with the SEC on Form S-4 on May 29, 2013 (and all subsequent amendments thereof).

NON-GAAP PRESENTATIONS

The Company prepares its financial statements under accounting principles generally accepted in the United States, or “GAAP”. However, this press release also refers to certain non-GAAP financial measures that we believe, when considered together with GAAP financial measures, provide investors with important information regarding our operational performance. An analysis of any non-GAAP financial measure should be used in conjunction with results presented in accordance with GAAP.

Adjusted operating earnings is a non-GAAP financial measure that reflects net income available to common stockholders excluding impairment loss on investment securities, realized gains and losses on sale of investment securities, merger-related expenses and certain other non-recurring items. These excluded items are difficult to predict and we believe that adjusted operating earnings provides the Company and investors with a valuable measure of the Company’s operational performance and a valuable tool to evaluate the Company’s financial results. Calculation of adjusted operating earnings for the three months ended June 30, 2013, June 30, 2012, and March 31, 2013, is as follows:

    Three Months Three Months Ended Ended June 30, March 31, (Dollars in thousands) 2013   2012 2013   Net Income Available to Common Stockholders $ 7,463 $ 6,357 $ 6,036 Adjustments to net income available to common stockholders: Realized gain on sale of investment securities -- (1,328) -- Merger-related expenses 282 -- 584 Net tax effect adjustment   (36)   465   (204)   Adjusted Operating Earnings $ 7,709 $ 5,494 $ 6,416     Earnings per common share-diluted $ 0.21 $ 0.19 $ 0.17 Adjustments to earnings per common share-diluted Realized gain on sale of investment securities, net tax affect -- $ (0.03) -- Merger-related expenses, net tax affect $ 0.01 -- $ 0.01   Adjusted operating earnings per common share-diluted $ 0.22 $ 0.16 $ 0.18  

The adjusted efficiency ratio is a non-GAAP financial measure that is computed by dividing non-interest expense excluding merger-related expenses, by the sum of net interest income on a tax equivalent basis, and non-interest income excluding realized gains and losses on sale of investment securities, merger-related expenses and certain other non-recurring items. We believe that this measure provides investors with important information about our operating efficiency. Comparison of our adjusted efficiency ratio with those of other companies may not be possible because other companies may calculate the adjusted efficiency ratio differently. Calculation of the adjusted efficiency ratio for the three and six months ended June 30, 2013, and 2012, is as follows:

    Three Months Ended Six Months Ended

(Dollars in thousands)

June 30,   June 30, 2013   2012   2013   2012 Summary Operating Results:     Non-interest expense $ 14,038 $ 15,557 $ 31,685 $ 32,184 Merger-related expenses 282 -- 866 -- Adjusted non-interest expense $ 13,756 $ 15,557 $ 30,819 $ 32,184   Net interest income $ 25,792 $ 26,917 $ 51,586 $ 53,696   Non-interest income 2,196 3,421 4,754 8,370 Gain on sale of investment securities   --   (1,328)   --   (3,920) Adjusted non-interest income $ 2,196 $ 2,093 $ 4,754 $ 4,450  

Total net interest income and non-interest income, adjusted (1)

$ 27,988 $ 29,010 $ 56,340 $ 58,146   Efficiency Ratio, adjusted 48.5% 53.0% 54.0% 54.7%   (1)   Tax Equivalent Income of $28,341 for the three months ended June 30, 2013, and $57,049 for the six months ended June 30, 2013. Tax Equivalent Income of $29,376 for the three months ended June 30, 2012, and $58,878 for the six months ended June 30, 2012.  

The tangible common equity ratio is a non-GAAP financial measure representing the ratio of tangible common equity to tangible assets. Tangible common equity and tangible assets are non-GAAP financial measures derived from GAAP-based amounts. We calculate tangible common equity for the Company by excluding the balance of intangible assets and outstanding preferred stock issued to the U.S. Treasury from total stockholders’ equity. We calculate tangible assets by excluding the balance of intangible assets from total assets. We had no intangible assets for the periods presented. We believe that this is consistent with the treatment by regulatory agencies, which exclude intangible assets from the calculation of regulatory capital ratios. Accordingly, we believe that these non-GAAP financial measures provide information that is important to investors and that is useful in understanding our capital position and ratios. However, these non-GAAP financial measures are supplemental and are not substitutes for an analysis based on a GAAP measure. As other companies may use different calculations for non-GAAP measures, our presentation may not be comparable to other similarly titled measures reported by other companies. Calculation of the Company’s tangible common equity ratio as of June 30, 2013, June 30, 2012, March 31, 2013 and December 31, 2012 is as follows:

      (Dollars in thousands) As of June 30, March 31, December 31, 2013   2012 2013 2012 Tangible common equity:   Total stockholders’ equity $ 253,764 $ 303,294 $ 253,803 $ 245,309   Less: Outstanding TARP senior preferred stock -- 68,146 -- -- Intangible assets   --   --   --   -- Tangible common equity $ 253,764 $ 235,148 $ 253,803 $ 245,309   Total tangible assets $ 2,836,235 $ 3,017,276 $ 2,883,388 $ 2,823,692   Tangible common equity ratio 8.95% 7.79% 8.80% 8.69%  

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements within the meaning of the Securities and Exchange Act of 1934, as amended, including statements of goals, intentions, and expectations as to future trends, plans, events or results of Company operations and policies, including but not limited to potential benefits and impacts of a merger between the Company and United Bankshares, Inc., our outlook on earnings, including our future net interest margin, and statements regarding asset quality, our loan and investment security portfolios, our deposit portfolio and anticipated changes to our deposit costs and balances, projected growth, capital position, capital strategies, our plans regarding and expected future levels of our non-performing assets, business opportunities in our market and other strategic initiatives or transactions, and general economic conditions. When we use words such as “may”, “will”, “anticipates”, “believes”, “expects”, “plans”, “estimates”, “potential”, “continue”, “should”, and similar words or phrases, you should consider them as identifying forward-looking statements. These forward-looking statements are not guarantees of future performance. These statements are based upon current and anticipated economic conditions, nationally and in the Company’s market, interest rates and interest rate policy, competitive factors, and other conditions which by their nature, are not susceptible to accurate forecast, and are subject to significant uncertainty. Because of these uncertainties and the assumptions on which this release and the forward-looking statements are based, actual future operations and results may differ materially from those indicated herein. Readers are cautioned against placing undue reliance on any such forward-looking statements. The Company’s past results are not necessarily indicative of future performance. For additional information regarding factors that could affect the Company's operations and results, see the Company’s Annual Report on Form 10-K for the year ended December 31, 2012, and other reports filed with and furnished to the Securities and Exchange Commission, and the registration statement filed by United Bankshares, Inc. with the SEC on Form S-4 on May 29, 2013 (and all subsequent amendments thereof).

Additional Information About the Merger and Where to Find It

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval.

In connection with the pending merger between United Bankshares, Inc. (“United”) and the Company (the “Company”), United has filed with the SEC a registration statement on Form S-4 that includes a preliminary proxy statement of the Company and a preliminary proxy statement and preliminary prospectus of United. The registration statement has not yet become effective. Stockholders are urged to read the registration statement and the joint proxy statement/prospectus regarding the Merger when it becomes available and any other relevant documents filed with the SEC, as well as any amendments or supplements to those documents, because they will contain important information. You will be able to obtain a free copy of the joint proxy statement/prospectus, as well as other filings containing information about the Company and United at the SEC’s Internet site (http://www.sec.gov). You will also be able to obtain these documents, free of charge, from the Company by accessing the Company’s website at www.vcbonline.com under the tab “About VCB,” then under the heading “Investor Relations.” You will also be able to obtain these documents, free of charge, from United’s website at www.ubsi-inc.com under the tab “Investor Relations.”

United, the Company and their respective directors, executive officers, and certain other members of management and employees of United, the Company and their respective subsidiaries may be deemed to be participants in the solicitation of proxies from stockholders of the Company in connection with the Merger. Information about the directors and executive officers of United is set forth in United’s proxy statement filed with the SEC on April 3, 2013. Information about the directors and executive officers of the Company is set forth in the Company’s proxy statement filed with the SEC on March 22, 2013. Additional information regarding the interests of such participants is included in the joint proxy statement/prospectus, and will be included in the final version of the joint proxy statement/prospectus and the other relevant documents filed with the SEC when they become available.

  Virginia Commerce Bancorp, Inc. Financial Highlights (Dollars in thousands, except per share data) (Unaudited)       Three Months Ended June 30,   Six Months Ended June 30, 2013   2012   % Change   2013   2012   % Change Summary Financial Results:           Interest and dividend income $ 31,029 $ 33,643 -7.8 % $ 62,231 $ 67,648 -8.0 % Interest expense 5,237 6,726 -22.1 % 10,645 13,952 -23.7 % Net interest income 25,792 26,917 -4.2 % 51,586 53,696 -3.9 % Provision for loan losses 2,526 3,162 -20.1 % 4,373 9,156 -52.2 % Non-interest income 2,196 3,421 -35.8 % 4,754 8,370 -43.2 % Non-interest expense 14,038 15,557 -9.8 % 31,685 32,184 -1.6 % Income before income taxes 11,424 11,619 -1.7 % 20,282 20,726 -2.1 % Net income $ 7,463 $ 7,720 -3.3 % $ 13,499 $ 13,862 -2.6 % Effective dividend on preferred stock -- 1,363 -100.0 % -- 2,726 -100.0 % Net income available to common stockholders $ 7,463 $ 6,357 17.4 % $ 13,499 $ 11,136 21.2 %   Performance Ratios: Return on average assets 1.05 % 1.04 % 0.95 % 0.94 % Return on average equity 11.68 % 10.28 % 10.78 % 9.41 % Net interest margin 3.82 % 3.80 % 3.83 % 3.80 % Efficiency ratio, adjusted 48.54 % 53.0 % 54.02 % 54.7 %   Per Share Data: Earnings per common share-basic $ 0.23 $ 0.20 15.0 % $ 0.42 $ 0.35 20.0 % Earnings per common share-diluted $ 0.21 $ 0.19 10.5 % $ 0.38 $ 0.33 15.2 % Average number of shares outstanding: Basic 32,602,261 31,811,390 32,519,880 31,657,370 Diluted 35,349,885 33,637,832 35,248,725 33,592,767       As of June 30, As of 2013   2012   % Change 03/31/13   % Change Selected Balance Sheet Data: Loans, net of allowance for loan losses $ 2,095,391 $ 2,131,572 -1.7 % $ 2,152,816 -2.7 % Investment securities 482,727 566,688 -14.8 % 495,086 -2.5 % Assets 2,836,235 3,017,276 -6.0 % 2,883,388 -1.6 % Deposits 2,179,557 2,251,692 -3.2 % 2,186,932 -0.3 % Stockholders’ equity 253,764 303,294 -16.3 % 253,803 -- Book value per common share $ 7.78 $ 7.42 4.9 % $ 7.81 -0.4 %   Capital Ratios (% of risk weighted assets): Tier 1 capital: Company 14.36 % 15.74 % 13.67 % Bank 13.85 % 15.20 % 13.15 % Total qualifying capital: Company 15.62 % 17.00 % 14.92 % Bank 15.11 % 16.46 % 14.41 % Tier 1 leverage: Company 11.40 % 12.25 % 11.06 % Bank 11.03 % 11.91 % 10.69 % Tangible common equity: Company 8.95 % 7.79 % 8.80 %             (Dollars in thousands) As of June 30, As of 2013   2012 3/31/2013   12/31/12   Asset Quality: Non-performing assets: Non-accrual loans: Commercial $ 7,249 $ 2,540 $ 3,136 $ 3,317 Real estate-one-to-four family residential: Permanent first and second 2,884 5,500 2,263 3,606 Home equity loans and lines   2,230   3,480   2,379   2,498 Total real estate-one-to-four family residential $ 5,114 $ 8,980 $ 4,642 $ 6,104 Real estate-multi-family residential -- -- -- -- Real estate-non-farm, non-residential: Owner-occupied 5,302 3,504 2,561 1,791 Non-owner-occupied   3,309   2,079   4,030   3,864 Total real estate-non-farm, non-residential $ 8,611 $ 5,583 $ 6,591 $ 5,655 Real estate-construction: Residential 4,628 12,379 7,615 16,976 Commercial   8,978   16,859   13,185   5,860 Total real estate-construction $ 13,606 $ 29,238 $ 20,800 $ 22,836 Consumer   16   18   16   17 Total non-accrual loans $ 34,596 $ 46,359 $ 35,185 $ 37,929 OREO   11,290   14,018   9,562   12,302 Total non-performing assets $ 45,886 $ 60,377 $ 44,747 $ 50,231   Loans 90+ days past due and still accruing: Commercial $ -- $ 45 $ 232 $ -- Real estate-one-to-four family residential: Permanent first and second 1,074 -- -- -- Home equity loans and lines   --   --   --   -- Total real estate-one-to-four family residential $ 1,074 $ -- $ -- $ -- Real estate-multi-family residential -- -- -- -- Real estate-non-farm, non-residential: Owner-occupied -- -- -- -- Non-owner-occupied   --   --   --   -- Total real estate-non-farm, non-residential $ -- $ -- $ -- $ -- Real estate-construction Residential -- -- -- -- Commercial   --   --   --   --

Total real estate-construction

$ -- $ -- $ -- $ -- Consumer   --   --   22   -- Total loans 90+ days past due and still accruing $ 1,074 $ 45 $ 254 $ --   Total non-performing assets and past due loans $ 46,960 $ 60,422 $ 45,001 $ 50,231   Troubled debt restructurings $ 26,890 $ 43,054 $ 33,926 $ 43,448   Non-performing assets to total loans: 2.14% 2.77% 2.04% 2.29% to total assets: 1.62% 2.00% 1.55% 1.78% Non-performing assets and past due loans to total loans: 2.19% 2.77% 2.05% 2.29% to total assets: 1.66% 2.00% 1.56% 1.78% Allowance for loan losses to total loans 1.92% 2.14% 1.91% 1.95% Allowance for loan losses to non-performing loans 115.31% 100.49% 118.43% 112.77%   Total allowance for loan losses $ 41,131 $ 46,632 $ 41,970 $ 42,773           (Dollars in thousands) As of June 30, As of 2013   2012 3/31/13   12/31/12   Loans 30 to 89 days past due and still accruing Commercial $ 8,165 $ 2,099 $ 6,918 $ 366 Real estate-one-to-four family residential: Permanent first and second 3,817 4,149 4,416 2,089 Home equity loans and lines   198   249   34   223 Total real estate-one-to-four family residential $ 4,015 $ 4,398 $ 4,450 $ 2,312 Real estate-multi-family residential -- -- -- -- Real estate-non-farm, non-residential: Owner-occupied 2,094 349 1,914 1,688 Non-owner-occupied   1,572   2,979   550   1,661 Total real estate-non-farm, non-residential $ 3,666 $ 3,328 $ 2,464 $ 3,349 Real estate-construction: Residential 530 -- -- -- Commercial   --   --   2,138   --

Total real estate-construction

$ 530 $ -- $ 2,138 $ -- Consumer 3 17 96 39 Farmland   --   --   --   -- Total loans 30 to 89 days past due $ 16,379 $ 9,842 $ 16,066 $ 6,066   For the three months ended For the six months ended June 30, June 30, 2013   2012 2013   2012   Net charge-offs Commercial $ 247 $ 207 $ 702 $ 4,874 Real estate-one-to-four family residential: Permanent first and second $ 127 $ 842 $ 76 $ 715 Home equity loans and lines   257   449   231   787 Total real estate-one-to-four family residential $ 384 $ 1,291 $ 307 $ 1,502 Real estate-multi-family residential -- (118) -- (118) Real estate-non-farm, non-residential: Owner-occupied $ (2) $ 174 $ 108 $ 221 Non-owner-occupied   967   3   957   635 Total real estate-non-farm, non-residential $ 965 $ 177 $ 1,065 $ 856 Real estate-construction: Residential $ (300) (89) $ 426 3,397 Commercial   2,053   388   3,501   488 Total real estate-construction $ 1,753 $ 299 $ 3,927 $ 3,885 Consumer 16 45 14 254 Farmland   --   --   --   -- Total net charge-offs $ 3,365 $ 1,901 $ 6,015 $ 11,253 Net charge-offs to average loans outstanding 0.15% 0.09% 0.27% 0.52%   Total provision for loan losses $ 2,526 $ 3,162 $ 4,373 $ 9,156              

Classes of total loans by risk rating as of June 30, 2013, are summarized as follows (dollars in thousands):

  Special Total Internal Risk Rating Grades   Pass   Watch   Mention   Substandard   Doubtful   Loans   Commercial $ 180,358 $ 24,555 $ 10,389 $ 30,830 $ 1,790 $ 247,922 Real estate-one-to-four family residential: Permanent first and second 252,596 9,390 14,671 20,416 111 297,184 Home equity loans and lines   101,633   2,875   1,541   3,729   1,489   111,267 Total real estate-one-to-four family residential $ 354,229 $ 12,265 $ 16,212 $ 24,145 $ 1,600 $ 408,451 Real estate-multi-family residential 64,416 5,026 -- -- -- 69,442 Real estate-non-farm, non-residential: Owner-occupied 364,632 46,316 34,076 18,797 -- 463,821 Non-owner-occupied   492,768   115,700   20,863   39,625   --   668,956 Total real estate-non-farm, non-residential $ 857,400 $ 162,016 $ 54,939 $ 58,422 $ -- $ 1,132,777 Real estate-construction: Residential 124,428 13,330 19,179 6,732 -- 163,669 Commercial   36,520   10,701   32,503   23,611   --   103,335 Total real estate-construction $ 160,948 $ 24,031 $ 51,682 $ 30,343 $ -- $ 267,004 Consumer 8,503 192 172 149 -- 9,016 Farmland     2,350     3,732     --     --     --     6,082 Total   $ 1,628,204   $ 231,817   $ 133,394   $ 143,889   $ 3,390   $ 2,140,694            

Classes of total loans by risk rating as of June 30, 2012, are summarized as follows (dollars in thousands):

  Special Total Internal Risk Rating Grades   Pass   Watch   Mention   Substandard   Doubtful   Loans   Commercial $ 188,952 $ 29,560 $ 11,729 $ 24,563 $ 1,810 $ 256,614 Real estate-one-to-four family residential: Permanent first and second 228,273 14,069 10,285 25,141 114 277,882 Home equity loans and lines   110,765   2,851   2,119   5,978   2,240   123,953 Total real estate-one-to-four family residential $ 339,038 $ 16,920 $ 12,404 $ 31,119 $ 2,354 $ 401,835 Real estate-multi-family residential 80,717 3,460 -- -- -- 84,177 Real estate-non-farm, non-residential: Owner-occupied 367,535 62,369 25,067 16,490 -- 471,461 Non-owner-occupied   510,605   102,602   26,174   44,792   --   684,173 Total real estate-non-farm, non-residential $ 878,140 $ 164,971 $ 51,241 $ 61,282 $ -- $ 1,155,634 Real estate-construction: Residential 75,605 22,476 19,807 29,176 -- 147,064 Commercial   40,181   18,090   26,702   38,903   --   123,876 Total real estate-construction $ 115,786 $ 40,566 $ 46,509 $ 68,079 $ -- $ 270,940 Consumer 8,093 307 165 73 -- 8,638 Farmland     3,415     158     --     --     --     3,573 Total   $ 1,614,141   $ 255,942   $ 122,048   $ 185,116   $ 4,164   $ 2,181,411            

Classes of total loans by risk rating as of March 31, 2013, are summarized as follows (dollars in thousands):

  Special Total Internal Risk Rating Grades   Pass   Watch   Mention   Substandard   Doubtful   Loans   Commercial $ 179,904 $ 35,203 $ 10,099 $ 28,429 $ 1,817 $ 255,452 Real estate-one-to-four family residential: Permanent first and second 237,871 15,057 13,539 17,331 112 283,910 Home equity loans and lines   103,277   2,711   1,874   4,048   1,538   113,448 Total real estate-one-to-four family residential $ 341,148 $ 17,768 $ 15,413 $ 21,379 $ 1,650 $ 397,358 Real estate-multi-family residential 74,742 5,053 -- -- -- 79,795 Real estate-non-farm, non-residential: Owner-occupied 386,845 47,226 35,505 19,995 -- 489,571 Non-owner-occupied   484,330   112,387   27,724   43,014   --   667,455 Total real estate-non-farm, non-residential $ 871,175 $ 159,613 $ 63,229 $ 63,009 $ -- $ 1,157,026 Real estate-construction: Residential 116,566 16,847 19,677 10,568 -- 163,658 Commercial   45,236   18,409   32,163   33,268   --   129,076 Total real estate-construction $ 161,802 $ 35,256 $ 51,840 $ 43,836 $ -- $ 292,734 Consumer 9,861 201 155 187 -- 10,404 Farmland     2,208     3,887     --     --     --     6,095 Total   $ 1,640,840   $ 256,981   $ 140,736   $ 156,840   $ 3,467   $ 2,198,864            

Classes of total loans by risk rating as of December 31, 2012, are summarized as follows (dollars in thousands):

  Special Total Internal Risk Rating Grades   Pass   Watch   Mention   Substandard   Doubtful   Loans   Commercial $ 202,088 $ 25,048 $ 11,976 $ 19,822 $ 2,073 $ 261,007 Real estate-one-to-four family residential: Permanent first and second 235,672 15,585 12,233 19,038 112 282,640 Home equity loans and lines   106,872   2,724   1,871   4,165   1,543   117,175 Total real estate-one-to-four family residential $ 342,544 $ 18,309 $ 14,104 $ 23,203 $ 1,655 $ 399,815 Real estate-multi-family residential 73,317 5,080 -- -- -- 78,397 Real estate-non-farm, non-residential: Owner-occupied 384,923 46,123 35,675 19,757 -- 486,478 Non-owner-occupied   488,415   108,868   30,094   41,378   --   668,755 Total real estate-non-farm, non-residential $ 873,338 $ 154,991 $ 65,769 $ 61,135 $ -- $ 1,155,233 Real estate-construction: Residential 104,835 17,651 20,720 26,771 -- 169,977 Commercial   41,336   18,645   26,281   25,800   --   112,062 Total real estate-construction $ 146,171 $ 36,296 $ 47,001 $ 52,571 $ -- $ 282,039 Consumer 7,744 208 219 95 -- 8,266 Farmland     1,000     3,888     --     --     --     4,888 Total   $ 1,646,202   $ 243,820   $ 139,069   $ 156,826   $ 3,728   $ 2,189,645                                     Troubled Debt Restructurings (TDRs) - By Loan Type As of June 30, 2013 Reviewable TDRs Permanent TDRs Total TDRs (Dollars in thousands)

# of

Loans

    Balance    

As % of

Balance

# of

Loans

    Balance    

As % of

Balance

# of

Loans

    Balance    

As % of

Balance

Loan Type: Commercial -- $ -- 0.0 % 2 $ 2,480 14.7 % 2 $ 2,480 9.2 % Real estate-one-to-four family residential: Permanent first and second 6 $ 2,043 20.5 % -- $ -- 0.0 % 6 $ 2,043 7.6 % Home equity loans and lines --   -- 0.0 % --   -- 0.0 % --   -- 0.0 % Total real estate-one-to-four family residential 6 $ 2,043 20.5 % -- $ -- 0.0 % 6 $ 2,043 7.6 % Real estate-multi-family residential -- -- 0.0 % -- -- 0.0 % -- -- 0.0 % Real estate-non-farm, non-residential: Owner-occupied 3 $ 7,127 71.5 % -- $ -- 0.0 % 3 $ 7,127 26.5 % Non-owner-occupied 1   793 8.0 % 4   7,556 44.6 % 5   8,349 31.1 % Total real estate-non-farm, non-residential 4 $ 7,920 79.5 % 4 $ 7,556 44.6 % 8 $ 15,476 57.6 % Real estate-construction: Residential-owner-occupied -- $ -- 0.0 % -- $ -- 0.0 % -- $ -- 0.0 % Residential-builder -- -- 0.0 % -- -- 0.0 % -- -- 0.0 % Commercial --   -- 0.0 % 3   6,891 40.7 % 3   6,891 25.6 % Total real estate-construction -- $ -- 0.0 % 3 $ 6,891 40.7 % 3 $ 6,891 25.6 % Consumer -- -- 0.0 % -- -- 0.0 % -- -- 0.0 % Farmland --   -- 0.0 % --   -- 0.0 % --   -- 0.0 % Total 10 $ 9,963 100.0 % 9 $ 16,927 100.0 % 19 $ 26,890 100.0 %       Troubled Debt Restructurings (TDRs) - By Quarterly Review / Maturity Date As of June 30, 2013 Reviewable TDRs Permanent TDRs Total TDRs (Dollars in thousands)

# of

Loans

    Balance    

As % of

Balance

# of

Loans

    Balance    

As % of

Balance

# of

Loans

    Balance    

As % of

Balance

Review / Maturity by Quarter: 2013 2nd Quarter -- $ -- 0.0 % 1 $ 465 2.7 % 1 $ 465 1.7 % 3rd Quarter 4 1,267 12.7 % 2 3,634 21.5 % 6 4,901 18.2 % 4th Quarter 1   793 8.0 % --   -- 0.0 % 1   793 3.0 % Total 2013: 5 $ 2,060 20.7 % 3 $ 4,099 24.2 % 8 $ 6,159 22.9 % 2014 1st Quarter 1 $ 112 1.1 % -- $ -- 0.0 % 1 $ 112 0.4 % 2nd Quarter -- -- 0.0 % 1 1,026 6.0 % 1 1,026 3.8 % 3rd Quarter 2 6,771 68.0 % 1 5,579 33.0 % 3 12,350 45.9 % 4th Quarter --   -- 0.0 % 1   5,400 31.9 % 1   5,400 20.1 % Total 2014: 3 $ 6,883 69.1 % 3 $ 12,005 70.9 % 6 $ 18,888 70.2 % 2015 & beyond 2   1,020 10.2 % 3   823 4.9 % 5   1,843 6.9 % Total Loans 10 $ 9,963 100.0 % 9 $ 16,927 100.0 % 19 $ 26,890 100.0 %    

Troubled Debt Restructurings (TDRs) -

Migration by Quarter

As of June 30, 2013

(Dollars in thousands)

     

4/1/09 to

6/30/09

 

7/1/09 to

9/30/09

 

10/1/09 to

12/31/09

 

1/1/10 to

3/31/10

 

4/1/10 to

6/30/10

 

7/1/10 to

9/30/10

 

10/1/10 to

12/31/10

 

1/1/11 to

3/31/11

 

4/1/11 to

6/30/11

Period Beginning Balance -- $ 33,309 $ 37,425 $ 71,885 $ 80,993 $ 96,976 $ 105,617 $ 102,996 $ 91,876   Additions: New Loans Added $ 33,309 $ 5,226 $ 37,663 $ 23,477 $ 21,720 $ 12,698 $ 12,377 $ 3,188 $ 116 Loan Advances   --   974   348   219   472   220   531   486   197 Subtotal Additions: $ 33,309 $ 6,200 $ 38,011 $ 23,696 $ 22,192 $ 12,918 $ 12,908 $ 3,674 $ 313   Deductions: Sales Proceeds -- $ 944 $ 1,783 $ 1,218 $ 761 -- $ 125 $ 367 $ 126 Payments -- 317 174 50 1,202 1,138 433 1,989 1,715 Reviews -- -- 229 75 3,714 2,468 -- 5,731 640 Upgrades -- -- -- -- -- -- 11,000 -- -- Partial C/Os w/Continuing TDRs -- -- -- -- -- -- -- 5,656 3,000 Charge-offs w/Loans Sold or Settled -- -- 56 -- -- -- -- 251 -- Transfer to NPA   --   823   1,309   13,245   532   671   3,971   800   5,638 Subtotal Deductions: -- $ 2,084 $ 3,551 $ 14,588 $ 6,209 $ 4,277 $ 15,529 $ 14,794 $ 11,119   Net Increase / (Decrease) $ 33,309 $ 4,116 $ 34,460 $ 9,108 $ 15,983 $ 8,641 ($ 2,621) ($ 11,120) ($10,806)  

% Increase / (Decrease) from Preceding Period

12.4% 92.1% 12.7% 19.7% 8.9% (2.5%) (10.8%) (11.8%)   Period Ended Balance $ 33,309 $ 37,425 $ 71,885 $ 80,993 $ 96,976 $ 105,617 $ 102,996 $ 91,876 $ 81,070    

7/1/11 to

9/30/11

10/1/11 to

12/31/11

1/1/12 to

3/31/12

4/1/12 to

6/30/12

7/1/12 to

9/30/12

10/1/12 to

12/31/12

1/1/13 to

3/31/13

4/1/13 to

6/30/13

TOTAL

Period Beginning Balance $ 81,070 $ 71,686 $ 52,264 $ 42,426 $ 43,054 $ 44,892 $ 43,448 $ 33,926   Additions: New Loans Added $ 984 $ 753 $ 541 $ 1,345 $ 8,804 $ 6,771 $ 231 $ 1,063 $ 170,266 Loan Advances   53   40   236   186   46   65   --   --   4,073 Subtotal Additions: $ 1,037 $ 793 $ 777 $ 1,531 $ 8,850 $ 6,836 $ 231 $ 1,063 $ 174,339   Deductions: Sales Proceeds $ 4,597 $ 6,168 $ 5,098 $ 247 $ 531 $ 3,904 $ -- $ 46 $ 25,915 Payments 532 990 226 158 785 72 64 28 9,873 Reviews 4,292 10,111 3,888 498 1,465 635 9,689 663 44,098 Upgrades -- -- -- -- --

3,392

-- -- 14,392 Partial C/Os w/Continuing TDRs -- -- -- -- 2,587 0 -- -- 11,243 Charge-offs w/Loans Sold or Settled -- 2,946 604 -- -- 0 -- 27 3,884 Transfer to NPA   1,000   --   799   --   1,644   277   --   7,335   38,044 Subtotal Deductions: $ 10,421 $ 20,215 $ 10,615 $ 903 $ 7,012 $ 8,280 $ 9,753 $ 8,099 $ 147,449   Net Increase / (Decrease) ($9,384) ($19,422) ($9,838) $ 628 $ 1,838 ($1,444) ($9,522) ($7,036)   % Increase / (Decrease) from Preceding Period (11.6%) (27.1%) (18.8%) 1.5% 4.3% (3.20%) (21.9%) (20.7%)   Period Ended Balance $ 71,686 $ 52,264 $ 42,426 $ 43,054 $ 44,892 $ 43,448 $ 33,926 $ 26,890 $ 26,890                       (Dollars in thousands) As of June 30,         As of         2013     2012     % Change 3/31/13     % Change   Loan Portfolio: Commercial $ 247,922 $ 256,614 -3.4 % $ 255,452 -3.0 % Real estate-one to four family residential: Permanent first and second 297,184 277,882 6.9 % 283,910 4.7 % Home equity loans and lines   111,267   123,953 -10.2 %   113,448 -1.9 % Total real estate-one-to-four family residential $ 408,451 $ 401,835 1.6 % $ 397,358 2.8 % Real estate-multifamily residential 69,442 84,177 -17.5 % 79,795 -13.0 % Real estate-non-farm, non-residential: Owner-occupied 463,821 471,461 -1.6 % 489,571 -5.3 % Non-owner-occupied   668,956   684,173 -2.2 %   667,455 0.2 % Total real estate-non-farm, non-residential $ 1,132,777 $ 1,155,634 -2.0 % $ 1,157,026 -2.1 % Real estate-construction: Residential 163,669 147,064 11.3 % 163,658 0.0 % Commercial   103,335   123,876 -16.6 %   129,076 -19.9 % Total real estate-construction: $ 267,004 $ 270,940 -1.5 % $ 292,734 -8.8 % Consumer 9,016 8,638 4.4 % 10,404 -13.3 % Farmland   6,082   3,573 70.2 %   6,095 -0.2 % Total loans $ 2,140,694 $ 2,181,411 -1.9 % $ 2,198,864 -2.7 % Less unearned income 4,172 3,207 30.1 % 4,078 2.3 % Less allowance for loan losses   41,131   46,632 -11.8 %   41,970 -2.0 % Loans, net $ 2,095,391 $ 2,131,572 -1.7 % $ 2,152,816 -2.7 %         (Dollars in thousands) As of June 30, 2013 Residential, Acquisition, Development and Construction

 

By County/Jurisdiction of Origination:

Total

Outstandings

   

Percentage

of Total

   

Non-accrual

Loans

   

Non-accruals

as a % of

Outstandings

   

Net charge-

offs as a % of

Outstandings

District of Columbia $ 1,160 0.7 % $ 325 0.2 % -- Montgomery, MD -- -- -- -- -- Prince Georges, MD 7,399 4.5 % 129 0.1 % -- Other Counties in MD 4,443 2.7 % 3,050 1.9 % -- Arlington/Alexandria, VA 33,076 20.2 % 661 0.4 % 0.4 % Fairfax, VA 33,788 20.7 % -- -- -- Culpeper/Fauquier, VA 9,681 5.9 % 200 0.1 % -- Frederick, VA -- -- -- -- -- Henrico, VA 955 0.6 % -- -- -- Loudoun, VA 14,292 8.7 % 263 0.1 % -- Prince William, VA 34,572 21.1 % -- -- -- Spotsylvania, VA 365 0.2 % -- -- -- Stafford, VA 19,884 12.2 % -- -- -- Other Counties in VA 1,779 1.1 % -- -- -0.1 % Outside VA, D.C. & MD   2,275 1.4 %   -- --   --   $ 163,669 100.0 % $ 4,628 2.8 % 0.4 %       (Dollars in thousands) As of June 30, 2013 Commercial, Acquisition, Development and Construction       Non-accruals   Net charge- Total Percentage Non-accrual as a % of offs as a % of By County/Jurisdiction of Origination: Outstandings   of Total Loans   Outstandings   Outstandings District of Columbia $ 402 0.4 % $ -- -- -- Montgomery, MD 1,999 1.9 % -- -- -- Prince Georges, MD 6,343 6.1 % -- -- -- Other Counties in MD 2,057 2.0 % -- -- -- Arlington/Alexandria, VA 495 0.5 % 495 0.5 % -- Fairfax, VA 6,870 6.7 % -- -- 0.2 % Culpeper/Fauquier, VA 1,111 1.1 % 1,111 1.1 % 1.1 % Frederick, VA 2,000 1.9 % -- -- -- Henrico, VA -- -- -- -- -- Loudoun, VA 13,984 13.5 % -- -- -- Prince William, VA 37,791 36.6 % -- -- -- Spotsylvania, VA 1,610 1.6 % -- -- -- Stafford, VA 23,296 22.5 % 6,537 6.3 % 2.1 % Other Counties in VA 5,377 5.2 % 835 0.8 % -- Outside VA, D.C. & MD   -- --     -- --   --   $ 103,335 100.0 % $ 8,978 8.7 % 3.4 %     (Dollars in thousands) As of June 30, 2013 Non-Farm/Non-Residential       Non-accruals   Net charge- Total Percentage Non-accrual as a % of offs as a % of By County/Jurisdiction of Origination: Outstandings   of Total Loans   Outstandings   Outstandings District of Columbia $ 79,095 7.0 % $ -- -- -- Montgomery, MD 18,566 1.6 % 1,706 0.2 % -- Prince Georges, MD 70,798 6.3 % -- -- -- Other Counties in MD 45,786 4.0 % -- -- -- Arlington/Alexandria, VA 168,082 14.8 % 910 0.1 % -- Fairfax, VA 270,978 23.9 % 719 0.1 % 0.1 % Culpeper/Fauquier, VA

4,839

0.4 % 1,603 0.1 % -- Frederick, VA 7,609 0.7 % -- -- -- Henrico, VA 21,407 1.9 % -- -- -- Loudoun, VA 128,633 11.4 % 3,673 0.3 % -- Prince William, VA 196,490 17.3 % -- -- -- Spotsylvania, VA 21,527 1.9 % -- -- -- Stafford, VA 24,654 2.2 % -- -- -- Other Counties in VA 65,457 5.8 % -- -- -- Outside VA, D.C. & MD   8,856 0.8 %   -- --   --   $ 1,132,777 100.0 % $ 8,611 0.8 % 0.1 %   Of this total of $1.13 billion in non-farm/non-residential real estate loans, approximately $58.7 million will mature in 2013, $137.2 million in 2014 and $69.6 million in 2015.         As of June 30,     As of     (Dollars in thousands) 2013   2012   % Change 3/31/13   % Change   Investment Securities (at book value): Available-for-sale (AFS): U.S. government treasury obligations $ -- $ 19,999 -100 % $ -- -- U.S. government agency obligations 387,269 448,297 -13.6 % $ 393,959 -1.7 % Pooled trust preferred securities 779 556 40.1 % 364 114.0 % Obligations of states and political subdivisions   94,679   97,836 -3.2 %   100,763 -6.0 % Total Investment Securities $ 482,727 $ 566,688 -14.8 % $ 495,086 -2.5 %     Virginia Commerce Bancorp, Inc. Consolidated Balance Sheets (Dollars in thousands, except per share data) (Unaudited)   As of As of June 30, December 31, 2013   2012 2012 Assets   Cash and due from banks $ 28,804 $ 57,653 $ 49,531 Investment securities, AFS 482,727 566,688 493,424 Restricted stocks, at cost 10,253 11,272 10,147 Interest bearing deposits in other banks 99,000 152,129 1,000 Loans held-for-sale 7,848 12,851 15,195 Loans, net of allowance for loan losses of $41,131, $46,632 and $42,773 2,095,391 2,131,572 2,142,872 Bank premises and equipment, net 9,199 10,646 10,072 Accrued interest receivable 8,620 9,334 8,563 Other real estate owned, net of valuation allowance of $4,228, $6,571 and $6,374 11,290 14,018 12,302 Bank owned life insurance 45,000 14,126 44,393 Other assets   38,103     36,987   36,193 Total assets $ 2,836,235   $ 3,017,276 $ 2,823,692 Liabilities and Stockholders’ Equity Deposits Demand deposits $ 465,805 $ 383,714 $ 416,091 Savings and interest-bearing demand deposits 1,134,584 1,186,107 1,200,397 Time deposits   579,168     681,871   628,904 Total deposits $ 2,179,557 $ 2,251,692 $ 2,245,392 Securities sold under agreement to repurchase 301,620 364,568 250,718 Other borrowed funds 25,000 25,000 7,000 Trust preferred capital notes 66,955 66,698 66,827 Accrued interest payable 2,653 2,079 1,885 Other liabilities   6,686     3,945   6,561 Total liabilities $ 2,582,471 $ 2,713,982 $ 2,578,383 Stockholders’ Equity Preferred stock, net of discount, $1.00 par value per share, 1,000,000 shares authorized, Series A; $1,000 stated value; 71,000 issued and outstanding $ -- $ 68,146 $ -- Common stock, $1.00 par value per share, 50,000,000 shares authorized, issued and outstanding June 2013, 32,623,439 including 189,546 in unvested restricted stock issued; June 2012, 31,812,914 including 113,717 in unvested restricted stock issued; December 2012, 31,920,756 including 110,215 in unvested restricted stock issued 32,434 31,699 31,811 Surplus 122,055 117,721 118,508 Warrants 8,520 8,520 8,520 Retained earnings 96,986 72,135 83,487 Accumulated other comprehensive income (loss), net   (6,231 )   5,073   2,983 Total stockholders’ equity $ 253,764   $ 303,294 $ 245,309 Total liabilities and stockholders’ equity $ 2,836,235   $ 3,017,276 $ 2,823,692     Virginia Commerce Bancorp, Inc. Consolidated Statements of Operations (Dollars in thousands except per share data) (Unaudited)   Three Months Ended Six Months Ended June 30, June 30, 2013   2012 2013   2012 Interest and dividend income:     Interest and fees on loans $ 28,381 $ 30,427 $ 56,896 $ 61,048 Interest and dividends on investment securities: Taxable 1,932 2,452 3,900 5,096 Tax-exempt 561 586 1,128 1,174 Dividends on restricted stocks 114 104 227 205 Interest on deposits in other banks   41     74   80     125 Total interest and dividend income $ 31,029   $ 33,643 $ 62,231   $ 67,648 Interest expense: Deposits $ 3,340 $ 4,465 $ 6,863 $ 9,407

Securities sold under agreement to repurchase and federal funds purchased

926 1,014 1,841 2,051 Other borrowed funds 18 268 34 537 Trust preferred capital notes   953     979   1,907     1,957 Total interest expense $ 5,237   $ 6,726 $ 10,645   $ 13,952 Net interest income $ 25,792 $ 26,917 $ 51,586 $ 53,696 Provision for loan losses   2,526     3,162   4,373     9,156 Net interest income after provision for loan losses $ 23,266   $ 23,755 $ 47,213   $ 44,540 Non-interest income: Service charges and other fees $ 906 $ 875 $ 1,836 $ 1,756 Non-deposit investment services commissions 245 242 527 494 Fees and net gains on loans held-for-sale 675 830 1,697 1,831 Gain on sale of investment securities -- 1,328 -- 3,920 Bank owned life insurance 306 54 607 109 Other   64     92   87     260 Total non-interest income $ 2,196   $ 3,421 $ 4,754   $ 8,370 Non-interest expense: Salaries and employee benefits $ 6,713 $ 7,239 $ 14,891 $ 15,024 Occupancy expense 2,303 2,341 4,724 4,762 FDIC insurance premiums 515 833 1,032 1,828 Loss on other real estate owned 535 881 1,783 1,707 Other real estate owned expenses 265 262 473 580 Franchise tax expense 747 750 1,495 1,500 Data processing expense 674 675 1,399 1,328 Merger-related expenses 282 -- 866 -- Other operating expense   2,004     2,576   5,022     5,455 Total non-interest expense $ 14,038   $ 15,557 $ 31,685   $ 32,184 Income before taxes $ 11,424 $ 11,619 $ 20,282 $ 20,726 Provision for income taxes   3,961     3,899   6,783     6,864 Net income $ 7,463   $ 7,720 $ 13,499   $ 13,862 Effective dividend on preferred stock   --     1,363   --     2,726 Net income available to common stockholders $ 7,463 $ 6,357 $ 13,499 $ 11,136 Earnings per common share, basic $ 0.23 $ 0.20 $ 0.42 $ 0.35 Earnings per common share, diluted $ 0.21 $ 0.19 $ 0.38 $ 0.33             Virginia Commerce Bancorp, Inc. Consolidated Average Balances, Yields, and Rates Three Months Ended June 30, (Unaudited)                       2013 2012 Interest Average Interest Average Average Income- Yields Average Income- Yields (Dollars in thousands) Balance   Expense   /Rates Balance   Expense   /Rates Assets Investment securities (1) $ 493,605 $ 2,493 2.23 % $ 589,230 $ 3,038 2.24 % Restricted stock 10,253 114 4.46 % 11,272 104 3.73 % Loans, net of unearned income (2) 2,186,123 28,381 5.22 % 2,165,893 30,427 5.66 % Interest-bearing deposits in other banks   56,674     41   0.29 %   120,593     74   0.25 % Total interest-earning assets $ 2,746,655 $ 31,029 4.58 % $ 2,886,988 $ 33,643 4.74 % Other assets   102,635   76,126 Total Assets $ 2,849,290 $ 2,963,114   Liabilities and Stockholders’ Equity Interest-bearing deposits: NOW accounts $ 433,802 $ 315 0.29 % $ 354,559 $ 318 0.36 % Money market accounts 225,500 171 0.30 % 222,898 221 0.40 % Savings accounts 483,068 365 0.30 % 602,095 644 0.43 % Time deposits   591,283     2,489   1.69 %   706,106     3,282   1.87 % Total interest-bearing deposits $ 1,733,653 $ 3,340 0.77 % $ 1,885,658 $ 4,465 0.95 % Securities sold under agreement to repurchase and federal funds purchased(3) 323,005 926 1.15 % 320,100 1,014 1.27 % Other borrowed funds 25,000 18 0.28 % 25,000 268 4.25 % Trust preferred capital notes   66,921     953   5.63 %   66,660     979   5.80 % Total interest-bearing liabilities $ 2,148,579 $ 5,237 0.98 % $ 2,297,418 $ 6,726 1.18 % Demand deposits and other liabilities   444,487   364,622 Total liabilities $ 2,593,066 $ 2,662,040 Stockholders’ equity   256,224   301,074 Total liabilities and stockholders’ equity $ 2,849,290 $ 2,963,114 Interest rate spread 3.60 % 3.56 % Net interest income and margin $ 25,792 3.82 % $ 26,917 3.80 %   (1) Yields on investment securities available-for-sale have been calculated on the basis of historical cost and do not give effect to changes in the fair value of those investment securities, which are reflected as a component of stockholders’ equity. Average yields on investment securities are stated on a tax equivalent basis, using a 35% rate. (2) Loans placed on non-accrual status are included in the average balances. Net loan fees and late charges included in interest income on loans totaled $1.3 million and $1.5 million for the three months ended June 30, 2013 and 2012, respectively. (3) The securities sold under agreement to repurchase related to customers had an average balance of $248.0 million at an average rate of 0.13% for the three months ended June 30, 2013, and $245.1 million at an average rate of 0.28% for the same period 2012. Also, included are wholesale agreements with an average balance of $75.0 million at an average rate of 4.51% for the three months ended June 30, 2013, and $75.0 million at an average rate of 4.52% for the same period for 2012.             Virginia Commerce Bancorp, Inc. Consolidated Average Balances, Yields, and Rates Six Months Ended June 30, (Unaudited)                       2013 2012 Interest Average Interest Average Average Income- Yields Average Income- Yields (Dollars in thousands) Balance   Expense   /Rates Balance   Expense   /Rates Assets Investment securities (1) $ 493,626 $ 5,028 2.26 % $ 597,137 $ 6,270 2.28 % Restricted stock 10,653 227 4.30 % 11,246 205 3.68 % Loans, net of unearned income (2) 2,190,309 56,896 5.25 % 2,170,454 61,048 5.67 % Interest-bearing deposits in other banks   55,472     80   0.29 %   98,489     125   0.26 % Total interest-earning assets $ 2,750,060 $ 62,231 4.62 % $ 2,877,326 $ 67,648 4.78 % Other assets   102,162   76,593 Total Assets $ 2,852,222 $ 2,953,919   Liabilities and Stockholders’ Equity Interest-bearing deposits: NOW accounts $ 437,664 $ 646 0.30 % $ 340,775 $ 615 0.36 % Money market accounts 222,674 332 0.30 % 219,417 456 0.42 % Savings accounts 494,482 746 0.30 % 615,197 1,416 0.46 % Time deposits   601,976     5,139   1.72 %   733,425     6,920   1.90 % Total interest-bearing deposits $ 1,756,796 $ 6,863 0.79 % $ 1,908,814 $ 9,407 0.99 % Securities sold under agreement to repurchase and federal funds purchased(3) 303,696 1,841 1.22 % 299,951 2,051 1.38 % Other borrowed funds 27,260 34 0.25 % 25,000 537 4.25 % Trust preferred capital notes   66,889     1,907   5.67 %   66,631     1,957   5.81 % Total interest-bearing liabilities $ 2,154,641 $ 10,645 1.00 % $ 2,300,396 $ 13,952 1.22 % Demand deposits and other liabilities   445,065   357,426 Total liabilities $ 2,599,706 $ 2,657,822 Stockholders’ equity   252,516   296,097 Total liabilities and stockholders’ equity $ 2,852,222 $ 2,953,919 Interest rate spread 3.62 % 3.56 % Net interest income and margin $ 51,586 3.83 % $ 53,696 3.80 %   (1) Yields on investment securities available-for-sale have been calculated on the basis of historical cost and do not give effect to changes in the fair value of those investment securities, which are reflected as a component of stockholders’ equity. Average yields on investment securities are stated on a tax equivalent basis, using a 35% rate. (2) Loans placed on non-accrual status are included in the average balances. Net loan fees and late charges included in interest income on loans totaled $2.6 million and $2.7 million for the six months ended June 30, 2013 and 2012, respectively. (3) The sold under agreement to repurchase related to customers had an average balance of $228.7 million at an average rate of 0.14% for the six months ended June 30, 2013, and $225.0 million at an average rate of 0.33% for the same period 2012. Also, included are wholesale agreements with an average balance of $75.0 million at an average rate of 4.51% for the six months ended June 30, 2013, and $75.0 million at an average rate of 4.52% for the same period for 2012.