Tf Financial Corp (THRD) SEC Filing 10-Q Quarterly report for the period ending Monday, June 30, 2014

EXHIBIT 99.1

TF Financial Corporation Reports Second Quarter 2014 Results and Quarterly Dividend

NEWTOWN, Pa., July 29, 2014 (GLOBE NEWSWIRE) -- TF Financial Corporation (the "Company") (Nasdaq:THRD) today reported net income of $585,000 ($0.19 per diluted share) for the second quarter of 2014, compared with $1,381,000 ($0.45 per share) for the first quarter of 2014. Included in net income for the second quarter was $981,000 after tax ($0.31 per quarterly diluted share) of merger-related expenses incurred in connection with the Company's previously announced execution of an Agreement and Plan of Merger (the "Merger Agreement") with National Penn Bancshares, Inc. ("National Penn"). Excluding these expenses, adjusted net income for the second quarter of 2014 was $1,566,000 ($0.50 per diluted share).

Net income for the six month period ended June 30, 2014 was $1,966,000 ($0.63 per diluted share). Excluding the merger expenses of $981,000 after tax ($0.32 per year to date diluted share), adjusted net income for the first six months of 2014 was $2,947,000 ($0.95 per diluted share). The Company also announced that its Board of Directors declared a quarterly dividend of $0.12 per share, payable on August 15, 2014 to shareholders of record on August 8, 2014.

"As previously announced on June 4, the Boards of Directors of National Penn Bancshares, Inc. and TF Financial Corporation on June 3 entered into a definitive merger agreement whereby National Penn will acquire TF Financial and its wholly-owned subsidiary, 3rd Fed Bank. Upon completion of the merger, this should substantially enhance our ability to serve our customers with a broader range of products and services, locations, ATMs, etc." said Kent C. Lufkin, president and CEO of TF Financial. "The combined franchises expand National Penn's footprint into new attractive markets and our people look forward to joining this larger, dynamic, growth-oriented organization."

Results for the second quarter included:

• On June 3, 2014, the Company entered into the Merger Agreement with National Penn, which provides for the merger of the Company with and into National Penn and the conversion of each outstanding share of Company common stock into, at the election of the holder, either $42.00 in cash or 4.22 shares of National Penn common stock. The aggregate elections are subject to limitations set forth in the Merger Agreement. Completion of the merger is subject to receipt of the approval of TF Financial Corporation shareholders and receipt of all regulatory approvals and is expected to be completed in the fourth quarter of 2014.
• In addition, as previously reported, on July 2, 2013 the Company completed the acquisition of Roebling Financial Corp, Inc. ("Roebling") and its wholly owned subsidiary, Roebling Bank. The Company issued 306,873 shares of its common stock and paid $7.3 million in cash for Roebling, and acquired approximately $148.7 million in total assets, $102.0 million in loans receivable, and $127.8 million in total deposits contained in Roebling's five branches. Thus, for comparative purposes, operating results of the Company for the three and six month periods ended June 30, 2014 include the effects of the Roebling acquisition, while operating results for the three and six month periods ended June 30, 2013 do not.
• Pre-tax income was $1,085,000 for the quarter, compared with $1,872,000 for the first quarter of 2014. However, pre-tax income for the second quarter of 2014 included expenses related to the merger with National Penn of $1,068,000 on a pre-tax basis. Thus, without these merger-related expenses, pre-tax earnings would have been $2,153,000 or an increase of $281,000 over the first quarter, largely on the strength of an increase in service fee income and gains on sales of loans, and a reduction in operating expenses due to focused efforts at expense control.
• Net interest income was $6,639,000 for the second quarter of 2014, compared with $6,640,000 for the first quarter of 2014. The Company's net interest margin was 3.46% compared with 3.53% during the first quarter of 2014. Loan yields decreased during the quarter due to the day count during the second quarter when compared with the first quarter, due to the repayment during the second quarter of some higher yielding loans which were replaced by loans with lower interest rates, and due to non-cash adjustments related to accrued interest during the first quarter and loan fee amortization differences between the first and second quarters of 2014.
• Asset quality metrics showed significant improvement at quarter-end as compared to year-end 2013, with total non-performing assets at 1.18% of total assets at June 30, 2014, down from 1.67% at year-end 2013, and non-performing loans at $4.2 million at quarter-end compared with $8.3 million at December 31, 2013.
• The provision for loan losses was $100,000 and net charge-offs were $14,000 during the quarter. The Company's allowance for loan losses was $4,148,000 or 99.6% of non-performing loans at quarter end.
• Total loans outstanding were $610.2 million, a 0.2% increase during the quarter. Mortgage loans originated for sale were $7.4 million compared with $3.5 million during the first quarter of 2014. The corresponding gain on sale of loans was $101,000 during the quarter, compared with $74,000 during the first quarter.
• At quarter end, total deposits were $686.0 million, compared with $683.9 million at December 31, 2013. The deposit mix continues to improve: at June 30, 2014 core checking, savings, and money market accounts were 73.5% of total deposits compared with 72.1% at December 31, 2013.
• Book value per share and tangible book value per share were $31.15 and $29.63, respectively, at June 30, 2014, compared with $30.13 and $28.60, respectively, at December 31, 2013. Regulatory capital comprised Tier 1 Leverage and Total Risk-Based ratios of 10.71% and 17.45%, respectively, at June 30, 2014, compared with 10.35% and 17.46%, respectively, at December 31, 2013. Capital levels are well above the regulatory minimums required to be considered well-capitalized.

About TF Financial Corporation

TF Financial Corporation is a holding company whose principal subsidiary is 3^rd Fed Bank, which operates 18 full service retail and commercial banking offices in Philadelphia and Bucks Counties in Pennsylvania, and in Mercer, Burlington and Ocean Counties in New Jersey. Deposits at 3^rd Fed Bank are insured up to the maximum amount by the Federal Deposit Insurance Corporation (FDIC). In addition, the Bank's website can be found at www.3rdfedbank.com.

Forward Looking Statements

Statements contained in this news release that are not historical facts are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties which could cause actual results to differ materially from those currently anticipated due to a number of factors, which include, but are not limited to, factors discussed in documents filed by TF Financial Corporation with the Securities and Exchange Commission from time to time.   The Company does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by or on behalf of the Company.

Non-GAAP Financial Measures

Included in this release or the financial tables included herewith are references to pre-tax income, net income and diluted earnings per share determined by methods other than in accordance with Accounting Principles Generally Accepted in the United States of America ("GAAP"). We believe the presentation of pre-tax income, net income and diluted earnings per share excluding the following significant and non-recurring items provides the reader with a better understanding of operating results of the Company:

• Merger-related costs associated with the National Penn merger have been added back to net income on an after-tax basis, at the Company's marginal tax rate of 34% if tax deductible.
• The purchase accounting gain, which is non-taxable, associated with the Roebling transaction has been deducted from net income, and merger-related costs, including conversion costs, associated with the Roebling merger have been added back to net income on an after-tax basis, at the Company's marginal tax rate of 34% if tax deductible.
• Net proceeds from bank-owned life insurance claims, which are after tax, have been deducted from net income.

Additional Information About the Merger and Where to Find It

In connection with the proposed merger transaction, National Penn will file with the Securities and Exchange Commission a Registration Statement on Form S-4 that will include a Proxy Statement of the Company, and a Prospectus of National Penn, as well as other relevant documents concerning the proposed transaction. Shareholders are urged to read the Registration Statement and the 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.

A free copy of the Proxy Statement/Prospectus, as well as other filings containing information about National Penn and the Company, may be obtained at the SEC's Internet site (http://www.sec.gov). You will also be able to obtain these documents, free of charge, from National Penn at www.nationalpennbancshares.com under the heading "Documents/SEC Filings" or from the Company by accessing the Company's website at www.3rdfedbank.com under the section "Investor Relations" and under the heading "SEC Filings."

National Penn and the Company and certain of their directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of the Company in connection with the proposed merger. Information about the directors and executive officers of National Penn is set forth in the proxy statement for National Penn's 2014 annual meeting of shareholders, as filed with the SEC on a Schedule 14A on March 12, 2014. Information about the directors and executive officers of the Company is set forth in the proxy statement for the Company's 2014 annual meeting of shareholders, as filed with the SEC on a Schedule 14A on March 26, 2014. Additional information regarding the interests of those participants and other persons who may be deemed participants in the transaction may be obtained by reading the Proxy Statement/Prospectus regarding the proposed merger when it becomes available. Free copies of this document may be obtained as described in the preceding paragraph.

CONTACT: Dennis R. Stewart, EVP/CFO
         (215) 579-4000