Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ___________________________________________________ FORM 10-Q ___________________________________________________ ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-9047 Independe ...

Financial Data and Key Metrics Changes - Operating net income for Q3 2021 totaled $41.1 million or $1.25 per share, reflecting a 6.7% increase from the prior quarter [5][18] - GAAP net income was $40 million with diluted EPS of $1.21, representing increases of approximately 6.5% and 6.1% respectively from the prior quarter [18] - The operating return on assets was nearly 1.2%, and tangible book value per share rose to $37.24, marking the 31st consecutive quarter of growth [9][19] Business Line Data and Key Metrics Changes - Total loan originations for the first nine months grew to $2.4 billion, a 17% increase from the prior year [6] - Fee revenues increased across all core categories, with mortgage banking becoming a significant strength [7][31] - Total loan balances decreased by $131 million or 1.5% for the quarter, primarily due to PPP loan activity [20] Market Data and Key Metrics Changes - Total deposits increased by 2.3% or $273 million, with demand deposits rising by 5% [6][26] - Core deposits now comprise 92% of total deposits, with the cost of deposits dropping to 5 basis points [27] - Massachusetts GDP growth for Q2 was 8%, outpacing the national figure of 6.7% [14] Company Strategy and Development Direction - The company is focused on the integration of Meridian Bancorp and East Boston Savings Bank, with significant progress made towards completion [9][10] - Expansion efforts include opening a new retail branch in Worcester, increasing the total footprint in the area [11] - The company is enhancing its risk management and technology infrastructure to align with its growth [12] Management's Comments on Operating Environment and Future Outlook - The management expressed confidence in the economic recovery despite challenges such as supply chain issues and inflation [13][15] - Consumer spending is improving, providing a positive outlook heading into Q4 [14] - The company remains cautious about the operating environment but is optimistic about long-term potential [15] Other Important Information - The company has agreements to sell eight overlapping branches as part of the merger strategy, retaining customer relationships and employees [10] - The tax rate for Q3 increased to 26.1% due to improved profitability [32] Q&A Session Summary Question: Clarification on fourth quarter guidance - The guidance provided is for standalone operations, excluding the impact of Meridian [39] Question: Provisions nearing end of reserve releases - There may be additional releases in the coming quarters if the positive trend continues [40] Question: Confidence in closing the Meridian transaction - The company is in constant contact with regulators and has received federal approvals, expecting to close in mid-November [41][42] Question: Maturity schedule of loans on deferral - About $40 million of the $223 million in deferrals is set to mature in Q4 2021, with the majority maturing in 2022 [44] Question: Update on Worcester expansion - The company opened its third branch in Worcester, with deposits totaling about $65 million across branches [47] Question: Interest rate risk positioning post-Meridian - The company will remain asset-sensitive but to a slightly lesser degree post-merger [50] Question: Loan growth and utilization rates - Current C&I utilization rates are about 35%, down from pre-COVID levels [56] Question: Expected gain or loss on branch sales - The branch sales were anticipated in the merger plan, and timing will be structured post-legal close [59] Question: Tax rate guidance for next year - The tax rate is expected to trend back to about 25% [66] Question: Future M&A opportunities - The company is open to future acquisitions but prefers to focus on the current merger first [68]

[PART I. FINANCIAL INFORMATION](index=5&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements (unaudited)](index=5&type=section&id=Item%201.%20Financial%20Statements%20(unaudited)) This section presents Independent Bank Corp.'s unaudited consolidated financial statements and detailed notes for the periods ended June 30, 2021 [Consolidated Balance Sheets](index=5&type=section&id=Consolidated%20Balance%20Sheets) As of June 30, 2021, total assets increased to $14.19 billion from $13.20 billion at December 31, 2020, driven by a significant rise in interest-earning deposits with banks and securities Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2021 | December 31, 2020 | | :--- | :--- | :--- | | **Total Assets** | **$14,194,207** | **$13,204,301** | | Total Securities | $1,682,751 | $1,162,317 | | Net Loans | $8,836,631 | $9,279,474 | | Goodwill | $506,206 | $506,206 | | **Total Liabilities** | **$12,452,585** | **$11,501,616** | | Total Deposits | $11,986,971 | $10,993,170 | | Total Borrowings | $171,713 | $181,060 | | **Total Stockholders' Equity** | **$1,741,622** | **$1,702,685** | [Consolidated Statements of Income](index=7&type=section&id=Consolidated%20Statements%20of%20Income) For the second quarter of 2021, net income was $37.6 million, a 50.9% increase from $24.9 million in Q2 2020, primarily due to a $5.0 million negative provision for credit losses Consolidated Income Statement Highlights (in thousands, except per share data) | Metric | Q2 2021 | Q2 2020 | YTD 2021 | YTD 2020 | | :--- | :--- | :--- | :--- | :--- | | Net Interest Income | $93,354 | $91,098 | $188,938 | $185,402 | | Provision for Credit Losses | $(5,000) | $20,000 | $(7,500) | $45,000 | | Noninterest Income | $24,967 | $28,190 | $50,213 | $54,625 | | Noninterest Expenses | $73,302 | $66,607 | $142,984 | $133,447 | | **Net Income** | **$37,572** | **$24,902** | **$79,283** | **$51,653** | | Diluted EPS | $1.14 | $0.76 | $2.40 | $1.54 | [Consolidated Statements of Cash Flows](index=11&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) For the six months ended June 30, 2021, net cash provided by operating activities significantly improved to $117.8 million, leading to a $959.8 million net increase in cash and cash equivalents Six Months Ended June 30 (in thousands) | Cash Flow Activity | 2021 | 2020 | | :--- | :--- | :--- | | Net cash provided by (used in) operating activities | $117,753 | $(13,362) | | Net cash used in investing activities | $(111,117) | $(468,471) | | Net cash provided by financing activities | $953,158 | $1,436,579 | | **Net increase in cash and cash equivalents** | **$959,794** | **$954,746** | [Note 3 - Securities](index=14&type=section&id=Note%203%20-%20Securities) As of June 30, 2021, the company held $1.68 billion in total securities, primarily composed of available-for-sale and held-to-maturity portfolios, with no credit loss provision recorded Securities Portfolio Summary as of June 30, 2021 (in thousands) | Security Type | Fair Value | | :--- | :--- | | Trading Securities | $3,439 | | Equity Securities | $22,975 | | Available for Sale (AFS) | $794,516 | | Held to Maturity (HTM) | $877,801 (Fair Value) | - The company did not record **any provision for estimated credit losses** on AFS or HTM securities during the first six months of 2021[42](index=42&type=chunk)[47](index=47&type=chunk) - As of June 30, 2021, all held-to-maturity securities held by the Company were rated **investment grade or higher**[49](index=49&type=chunk) [Note 4 - Loans, Allowance for Credit Losses, and Credit Quality](index=18&type=section&id=Note%204%20-%20Loans%2C%20Allowance%20for%20Credit%20Losses%2C%20and%20Credit%20Quality) The allowance for credit losses decreased to $102.4 million at June 30, 2021, driven by a $7.5 million negative provision reflecting improved macroeconomic forecasts and reduced nonaccrual loans Change in Allowance for Credit Losses (ACL) - Six Months Ended June 30, 2021 (in thousands) | Description | Amount | | :--- | :--- | | Beginning Balance (Jan 1, 2021) | $113,392 | | Charge-offs | $(4,167) | | Recoveries | $632 | | Provision for credit loss expense | $(7,500) | | **Ending Balance (June 30, 2021)** | **$102,357** | - The decrease in the allowance was primarily driven by a **$5.0 million negative provision** in Q2 2021, reflecting improvements in the overall macro-economic forecast and strong asset quality metrics[56](index=56&type=chunk) Asset Quality Indicators (in millions) | Metric | June 30, 2021 | December 31, 2020 | | :--- | :--- | :--- | | Nonaccrual Loans | $47.8 | $66.9 | | Troubled Debt Restructurings (TDRs) | $39.7 | $39.2 | | Active COVID-19 Loan Deferrals | $233.8 | $173.6 | [Note 6 - Derivative and Hedging Activities](index=30&type=section&id=Note%206%20-%20Derivative%20and%20Hedging%20Activities) The company uses derivative instruments, primarily interest rate swaps and collars, to manage interest rate risk, with total cash flow hedges at $1.025 billion as of June 30, 2021 Cash Flow Hedges as of June 30, 2021 (in thousands) | Derivative Type | Notional Amount | Fair Value | | :--- | :--- | :--- | | Interest rate swaps on borrowings | $75,000 | $(845) | | Interest rate swaps on loans | $550,000 | $20,985 | | Interest rate collars on loans | $400,000 | $15,964 | | **Total** | **$1,025,000** | **$36,104** | - The company expects approximately **$19.3 million** to be reclassified from OCI to interest income and **$713,000** to interest expense from cash flow hedges over the next twelve months[97](index=97&type=chunk) - Customer-related loan level swaps had a notional amount of **$1.61 billion** as of June 30, 2021, with offsetting positions to mitigate risk[103](index=103&type=chunk) [Note 10 - Commitments and Contingencies](index=47&type=section&id=Note%2010%20-%20Commitments%20and%20Contingencies) The company's off-balance sheet commitments increased to $3.64 billion as of June 30, 2021, primarily due to higher commitments to extend credit Off-Balance Sheet Commitments (in thousands) | Instrument | June 30, 2021 | December 31, 2020 | | :--- | :--- | :--- | | Commitments to extend credit | $3,638,399 | $3,301,692 | | Standby letters of credit | $20,592 | $20,686 | | Loan exposures with recourse | $233,167 | $303,265 | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=49&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's Q2 2021 financial condition and results, highlighting the Meridian Bancorp acquisition, portfolio performance, and capital - On April 22, 2021, the Company announced a definitive merger agreement to acquire Meridian Bancorp, Inc. in a transaction valued at approximately **$1.15 billion**, expected to close in Q4 2021[192](index=192&type=chunk) - Q2 2021 net income was **$37.6 million** (**$1.14 per diluted share**), a **50.9% increase** from Q2 2020, primarily due to a **$5.0 million release** of provision for credit losses[209](index=209&type=chunk) - The net interest margin for Q2 2021 decreased by **26 basis points** from the prior quarter to **2.99%**, heavily impacted by an increased excess liquidity position[200](index=200&type=chunk) - 2021 Outlook: Management anticipates **low single-digit annualized commercial loan growth** (ex-PPP), **muted deposit growth**, and a **provision for credit losses likely remaining below net charge-offs**[210](index=210&type=chunk) [Financial Position](index=62&type=section&id=Financial%20Position) As of June 30, 2021, the company's financial position was characterized by strong liquidity and capital, with increased securities, decreased loans, improved asset quality, and robust capital ratios - Total loans decreased by **$453.9 million** (**4.83%**) from year-end 2020, primarily due to a net reduction in PPP loan balances. Excluding PPP loans, total loans declined by **$144.6 million** (**1.68%**)[235](index=235&type=chunk) - Nonperforming assets decreased to **$47.8 million** (**0.34% of total assets**) at June 30, 2021, down from **$66.9 million** (**0.51% of total assets**) at December 31, 2020[251](index=251&type=chunk)[252](index=252&type=chunk) - The allowance for credit losses decreased by **$11.0 million** (**9.7%**) to **$102.4 million** at June 30, 2021, compared to year-end 2020, reflecting improved economic assumptions[275](index=275&type=chunk) Capital Ratios | Ratio | June 30, 2021 | Dec 31, 2020 | Minimum Requirement | | :--- | :--- | :--- | :--- | | Common equity tier 1 capital ratio | 13.31% | 12.67% | 7.0%* | | Tier 1 risk-based capital ratio | 13.98% | 13.34% | 8.5%* | | Total risk-based capital ratio | 15.67% | 15.13% | 10.5%* | | Tier 1 leverage capital ratio | 9.41% | 9.56% | 4.0% | *Includes 2.5% capital conservation buffer [Results of Operations](index=80&type=section&id=Results%20of%20Operations) For Q2 2021, net interest income increased, but net interest margin compressed due to excess liquidity, while a negative provision for credit losses improved net income despite higher noninterest expenses Key Operating Metrics - Q2 2021 vs Q2 2020 | Metric | Q2 2021 | Q2 2020 | | :--- | :--- | :--- | | Net Interest Income (FTE) | $93.6M | $91.3M | | Net Interest Margin | 2.99% | 3.25% | | Provision for Credit Losses | $(5.0)M | $20.0M | | Noninterest Income | $25.0M | $28.2M | | Noninterest Expense | $73.3M | $66.6M | - The decrease in noninterest income was driven by a **$2.3 million** decline in mortgage banking income and a **$2.7 million** drop in loan level derivative income compared to Q2 2020[332](index=332&type=chunk) - The increase in noninterest expense was primarily due to a **$5.4 million** rise in salaries and employee benefits and **$1.7 million** in merger and acquisition expenses[336](index=336&type=chunk) [Risk Management](index=90&type=section&id=Risk%20Management) The company manages strategic, credit, liquidity, market, operational, and reputation risks through a "three lines of defense" model, maintaining strong liquidity and asset-sensitive net interest income - The company manages **seven major risk types**: strategic, culture, credit, liquidity, market, operational, and reputation risk[344](index=344&type=chunk) Interest Rate Sensitivity (Impact on Net Interest Income) | Rate Shock Scenario | Year 1 Impact (June 30, 2021) | | :--- | :--- | | -100 bps | (3.3)% | | +100 bps | 9.3% | | +200 bps | 19.6% | - As of June 30, 2021, the company had significant available liquidity, including **$1.36 billion** in additional FHLB capacity and **$1.17 billion** from the Federal Reserve[356](index=356&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=94&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section incorporates market risk disclosures from the 'Risk Management' section, focusing on interest rate risk management through simulation models and hedging instruments - The information required for this item is included in the 'Risk Management' section of Item 2, MD&A[378](index=378&type=chunk) [Item 4. Controls and Procedures](index=94&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were effective as of June 30, 2021, with no material changes to internal control over financial reporting during Q2 2021 - The CEO and CFO concluded that the Company's disclosure controls and procedures were **effective** as of the end of the reporting period[379](index=379&type=chunk) - **No changes** in internal control over financial reporting occurred during Q2 2021 that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting[380](index=380&type=chunk) [PART II. OTHER INFORMATION](index=94&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=94&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in pending lawsuits arising in the ordinary course of business, which management believes will not have a material adverse effect on financial position or results - Management does **not expect pending lawsuits**, which arose in the ordinary course of business, to have a **material adverse effect** on the Company's financial position or results of operations[382](index=382&type=chunk) [Item 1A. Risk Factors](index=95&type=section&id=Item%201A.%20Risk%20Factors) This section updates the company's risk factors, highlighting new risks associated with the pending acquisition of Meridian Bancorp, Inc., including potential failure to complete the merger and integration challenges - A new risk factor has been added concerning the **failure to complete the acquisition** of Meridian Bancorp, Inc., which could **negatively impact** future business and financial results[385](index=385&type=chunk) - Another new risk factor addresses the possibility that the acquisition of Meridian may be **more difficult, costly, or time-consuming** than expected, and that **expected benefits may not be realized**[388](index=388&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=96&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During Q2 2021, the company repurchased 278 shares of common stock at an average price of $81.72 per share to satisfy tax withholding obligations for equity compensation grants Issuer Purchases of Equity Securities - Q2 2021 | Period | Total Shares Purchased | Average Price Paid Per Share | | :--- | :--- | :--- | | April 2021 | 145 | $83.65 | | May 2021 | 82 | $79.52 | | June 2021 | 51 | $79.79 | | **Total** | **278** | **$81.72** | [Item 6. Exhibits](index=97&type=section&id=Item%206.%20Exhibits) This section provides an index of exhibits filed with the Form 10-Q, including the merger agreement with Meridian Bancorp, Inc., Sarbanes-Oxley Act certifications, and Inline XBRL documents - The exhibit index lists the Agreement and Plan of Merger with Meridian Bancorp, Inc., CEO/CFO certifications under Sarbanes-Oxley Sections 302 and 906, and XBRL data files[394](index=394&type=chunk)

Financial Data and Key Metrics Changes - Operating net income for Q2 2021 was $38.8 million, or $1.17 per share, excluding M&A charges, reflecting a decrease of approximately 10% from the prior quarter [23] - GAAP net income was $37.6 million with diluted EPS of $1.14, representing a decrease of about 10% from the previous quarter [23] - Tangible book value per share rose by $0.82 to $36.78 as of June 30 [23] Business Line Data and Key Metrics Changes - Total loan balances decreased by $308 million, or 3.3%, primarily due to a reduction in PPP loan balances of $364 million [24] - Excluding PPP loans, total commercial loans increased by $66.2 million, or 4.3% on an annualized basis [24] - Total deposits increased by 3.4% or $393.4 million, with core deposits now reflecting 92% of total deposits [29] Market Data and Key Metrics Changes - The Massachusetts economy has seen back-to-back quarterly GDP growth ahead of the national average, with Q1 2021 GDP growth of 6.9% compared to 6.4% nationally [18] - Labor market conditions in Massachusetts continue to recover faster than the national average, led by strong growth in leisure and hospitality [19] Company Strategy and Development Direction - The company is focused on the integration planning for the acquisition of Meridian Bancorp and its flagship East Boston Savings Bank, which has approximately $6.5 billion in assets [12] - The company aims to achieve cost savings, healthy earnings accretion, and tangible book value accretion from the acquisition, with a fourth-quarter closing and conversion anticipated [15] - The company is also expanding its footprint in the Greater Worcester market with new branch openings [17] Management's Comments on Operating Environment and Future Outlook - Management noted that while the economic recoveries are fragile, there are encouraging signs of increased economic activity [11] - The company remains optimistic about the future, citing strong loan origination volumes and robust deposit generation [8] - Management expressed confidence in the long-term strategic value of attracting new core customers despite current excess liquidity challenges [29] Other Important Information - Credit quality remains strong, with nonperforming loans down by over 19% during the quarter [10] - The company has been active in the PPP loan program, originating nearly $1.2 billion in loans since its inception [11] - Non-interest income decreased by 1.1%, but wealth management results remained strong [33] Q&A Session Summary Question: Can you provide details on the deferral portfolio and occupancy rates? - Management indicated that occupancy levels for vacation hotels have rebounded strongly, with some exceeding 2019 levels, while business stay hotels are gradually improving [42] Question: What is the current utilization of C&I lines compared to pre-pandemic levels? - General C&I line utilization is down to about 34% from 46% in March 2020, and dealer floor plan utilization is down to 52% from 66% [44] Question: How is the company planning to grow its securities portfolio? - The company plans to modestly continue purchasing securities, with a focus on finding products that offer reasonable returns [59] Question: What is the outlook for deferred fees from PPP loans? - Approximately $1.5 million in deferred fees remain from the first tranche of PPP loans, with expectations for most forgiveness applications to occur in 2022 [64] Question: Can you comment on the recent increase in deferrals in small business services? - The increase in deferrals was anticipated as part of ongoing negotiations with borrowers, and the company is not surprised by the current levels [70] Question: What is the expected tax rate for the remainder of the year? - The tax rate for Q2 was around 24%, which is expected to remain consistent for the rest of the year [94]

PART I. FINANCIAL INFORMATION [Financial Statements](index=5&type=section&id=Item%201.%20Financial%20Statements) The unaudited consolidated financial statements for the three months ended March 31, 2021, show an increase in total assets to **$13.77 billion** from **$13.20 billion** at year-end 2020, driven by growth in deposits and securities, with net income for the quarter at **$41.7 million**, a significant increase from **$26.8 million** in the prior-year period, primarily due to a negative provision for credit losses in Q1 2021 compared to a large provision in Q1 2020 [Consolidated Balance Sheets](index=5&type=section&id=Consolidated%20Balance%20Sheets) This section presents the company's financial position, detailing assets, liabilities, and equity at specific points in time Consolidated Balance Sheet Highlights (in thousands USD) | Account | March 31, 2021 | December 31, 2020 | Change | | :--- | :--- | :--- | :--- | | **Total Assets** | **$13,773,914** | **$13,204,301** | **+4.3%** | | Net Loans | $9,139,142 | $9,279,474 | -1.5% | | Total Securities | $1,431,430 | $1,162,317 | +23.2% | | Total Deposits | $11,593,524 | $10,993,170 | +5.5% | | **Total Liabilities** | **$12,058,543** | **$11,501,616** | **+4.8%** | | **Total Stockholders' Equity** | **$1,715,371** | **$1,702,685** | **+0.7%** | - The increase in total assets was primarily driven by a **$515.5 million** increase in interest-earning deposits with banks and a **$269.1 million** increase in total securities[11](index=11&type=chunk) - Total loans decreased by **$146.2 million**, while the allowance for credit losses decreased by **$5.8 million**[11](index=11&type=chunk) - Deposit growth was strong, increasing by **$600.4 million**, led by a **$373.9 million** rise in noninterest-bearing demand deposits[11](index=11&type=chunk) [Consolidated Statements of Income](index=7&type=section&id=Consolidated%20Statements%20of%20Income) This section outlines the company's financial performance over a period, detailing revenues, expenses, and net income Consolidated Income Statement Highlights (in thousands USD, except per share data) | Account | Three Months Ended March 31, 2021 | Three Months Ended March 31, 2020 | YoY Change | | :--- | :--- | :--- | :--- | | Net Interest Income | $95,584 | $94,304 | +1.4% | | Provision for credit losses | $(2,500) | $25,000 | -110.0% | | Noninterest Income | $25,246 | $26,435 | -4.5% | | Noninterest Expenses | $69,682 | $66,840 | +4.3% | | **Net Income** | **$41,711** | **$26,751** | **+55.9%** | | **Diluted EPS** | **$1.26** | **$0.78** | **+61.5%** | - The significant increase in net income was primarily driven by a **$2.5 million** negative provision for credit losses in Q1 2021, compared to a **$25.0 million** provision in Q1 2020 at the onset of the COVID-19 pandemic[15](index=15&type=chunk) - Mortgage banking income saw substantial growth, increasing to **$5.7 million** from **$0.861 million** in the prior-year quarter[15](index=15&type=chunk) [Condensed Notes to Consolidated Financial Statements](index=12&type=section&id=Condensed%20Notes%20to%20Consolidated%20Financial%20Statements) The notes provide detailed information supporting the financial statements, covering accounting policies, securities portfolio composition, loan quality and allowance for credit losses, derivative activities, fair value measurements, revenue recognition, and subsequent events, including a significant planned acquisition - Note 3 (Securities): Total securities increased to **$1.43 billion**. The portfolio is comprised of trading, equity, available-for-sale (AFS), and held-to-maturity (HTM) securities. No provision for credit losses was recorded on AFS or HTM securities during the quarter[33](index=33&type=chunk)[34](index=34&type=chunk)[36](index=36&type=chunk) - Note 4 (Loans and ACL): The allowance for credit losses (ACL) decreased by **$5.8 million** to **$107.5 million**, driven by a **$2.5 million** negative provision and **$3.3 million** in net charge-offs. The negative provision reflects improved macroeconomic assumptions and asset quality[49](index=49&type=chunk)[52](index=52&type=chunk) - Note 6 (Derivatives): The company uses interest rate swaps for cash flow hedging and customer accommodation. The total notional amount of interest rate derivatives designated as cash flow hedges was **$1.025 billion** as of March 31, 2021[86](index=86&type=chunk)[91](index=91&type=chunk) - Note 12 (Subsequent Event): On April 22, 2021, the Company announced a definitive agreement to acquire Meridian Bancorp, Inc. in a stock transaction valued at approximately **$1.15 billion**[173](index=173&type=chunk)[175](index=175&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=47&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial performance for Q1 2021, highlighting a **55.9%** increase in net income year-over-year, driven by a negative provision for credit losses and strong mortgage banking income, covering the impact of the COVID-19 pandemic, participation in the PPP, the announced acquisition of Meridian Bancorp, and providing an outlook for the remainder of 2021, with key areas of focus including loan portfolio trends, deposit growth, net interest margin expansion, asset quality improvements, and capital management [Executive Level Overview](index=52&type=section&id=Executive%20Level%20Overview) This section provides a high-level summary of the company's financial performance, strategic initiatives, and outlook - Net income for Q1 2021 was **$41.7 million** (**$1.26** per diluted share), up **55.9%** from **$26.8 million** (**$0.78** per diluted share) in Q1 2020, positively impacted by a **$2.5 million** release of provision for credit loss[201](index=201&type=chunk) - The company announced the signing of a definitive merger agreement with Meridian Bancorp, Inc. on April 22, 2021, which is expected to close in Q4 2021[185](index=185&type=chunk) - The company remains an active participant in the Paycheck Protection Program (PPP), funding an additional **$340.0 million** in Q1 2021, bringing total outstanding PPP loans to **$846.3 million** at quarter-end[186](index=186&type=chunk) - 2021 Outlook: Management expects challenged net loan growth, modest core margin compression (excluding PPP and excess liquidity), very modest provision levels in a stable economy, and an effective tax rate of approximately **25%**[202](index=202&type=chunk) [Financial Position](index=60&type=section&id=Financial%20Position) This section analyzes the company's balance sheet, including trends in loans, deposits, asset quality, and capital adequacy - Total loans decreased by **1.6%** during the quarter to **$9.25 billion**, as strong originations were offset by paydowns and refinancing activity, with commercial loans (excluding PPP loans) decreasing **1.70%**[219](index=219&type=chunk) - Total deposits grew by **$600.4 million** (**5.5%**) to **$11.6 billion**, driven by government stimulus payments and PPP loan fundings, with core deposits rising to **90.9%** of total deposits[192](index=192&type=chunk)[273](index=273&type=chunk) - Nonperforming assets decreased to **$59.2 million** (**0.43%** of total assets) from **$66.9 million** (**0.51%** of total assets) at year-end 2020[181](index=181&type=chunk)[236](index=236&type=chunk) - The allowance for credit losses decreased to **$107.5 million** (**1.16%** of total loans) from **$113.4 million** (**1.21%** of total loans) at year-end 2020, reflecting improved economic forecasts and asset quality[256](index=256&type=chunk) Capital Ratios | Ratio | March 31, 2021 | December 31, 2020 | Minimum for Capital Adequacy | | :--- | :--- | :--- | :--- | | Common equity tier 1 capital ratio | 13.16% | 12.67% | 4.5% | | Tier 1 risk-based capital ratio | 13.85% | 13.34% | 6.0% | | Total risk-based capital ratio | 15.61% | 15.13% | 8.0% | | Tier 1 leverage capital ratio | 9.63% | 9.56% | 4.0% | [Results of Operations](index=78&type=section&id=Results%20of%20Operations) This section details the company's income and expenses, analyzing key drivers of profitability - Net interest income on a fully tax equivalent basis was **$95.8 million**, a **1.3%** increase from Q1 2020, with the net interest margin at **3.25%**, up **15 basis points** from Q4 2020, primarily due to increased PPP fee recognition[193](index=193&type=chunk)[291](index=291&type=chunk) - A negative provision for credit losses of **$2.5 million** was recorded, compared to a **$25.0 million** provision expense in Q1 2020, due to an improved economic outlook[304](index=304&type=chunk) - Noninterest income decreased **4.5%** YoY to **$25.2 million**, as lower deposit and interchange fees offset a **567%** surge in mortgage banking income[306](index=306&type=chunk) - Noninterest expense increased **4.3%** YoY to **$69.7 million**, driven by higher salaries and benefits, consulting expenses, and FDIC assessment fees[308](index=308&type=chunk)[312](index=312&type=chunk) [Risk Management](index=84&type=section&id=Risk%20Management) This section discusses the company's strategies and exposures related to market risk, credit risk, and liquidity risk - The company's primary market risk is interest rate risk, with simulation models indicating the bank is asset-sensitive, meaning net interest income is forecasted to benefit from rising interest rates[321](index=321&type=chunk)[325](index=325&type=chunk) Interest Rate Sensitivity (Year 1 NII Change) | Rate Shock (basis points) | March 31, 2021 | March 31, 2020 | | :--- | :--- | :--- | | -100 | (2.8)% | (1.1)% | | +100 | 6.8% | 3.7% | | +200 | 14.5% | 8.1% | - Liquidity risk is low, with a strong liquidity position due to significant deposit growth from PPP funding and government stimulus, and the company had **$3.7 billion** in additional borrowing capacity as of March 31, 2021[333](index=333&type=chunk)[340](index=340&type=chunk)[342](index=342&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=88&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section refers to the 'Risk Management' section within Item 2 for disclosures about market risk, primarily interest rate risk, where the company uses net interest income simulation models and other analyses to quantify and manage this risk, and is currently positioned to benefit from rising interest rates - The report incorporates by reference the information from the 'Risk Management' section of the MD&A to satisfy the disclosure requirements for market risk[348](index=348&type=chunk) [Controls and Procedures](index=89&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, evaluated the company's disclosure controls and procedures and concluded they were effective as of March 31, 2021, with no material changes to internal control over financial reporting during the quarter, and the shift to remote work due to COVID-19 has not had a material impact - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of the end of the reporting period[349](index=349&type=chunk) - No material changes were made to the company's internal control over financial reporting during the first quarter of 2021[350](index=350&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=89&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in pending lawsuits that arose in the ordinary course of business, and management does not expect the final disposition of these lawsuits to have a material adverse effect on the company's financial position or results of operations - The company states that pending lawsuits from the ordinary course of business are not expected to have a material adverse effect on its financial condition[351](index=351&type=chunk) [Risk Factors](index=89&type=section&id=Item%201A.%20Risk%20Factors) This section updates the company's risk factors, highlighting new risks associated with the announced acquisition of Meridian Bancorp, Inc., including the potential failure to complete the merger, difficulties in integration, and the possibility that expected benefits and cost savings may not be realized - A new risk factor was added concerning the acquisition of Meridian Bancorp, Inc., announced on April 22, 2021[354](index=354&type=chunk) - Risks include the failure to complete the merger due to not meeting closing conditions (such as shareholder or regulatory approvals), which could adversely affect business and financial results[354](index=354&type=chunk)[356](index=356&type=chunk) - The company also notes that the integration of Meridian may be more difficult, costly, or time-consuming than expected, and anticipated cost savings and synergies may not be realized[357](index=357&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=90&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During the first quarter of 2021, the company repurchased **16,405 shares** of its common stock at an average price of **$85.28** per share, made to satisfy tax withholding obligations related to the vesting and exercise of employee equity compensation grants and not part of a publicly announced plan or program Issuer Purchases of Equity Securities (Q1 2021) | Period | Total Shares Purchased | Average Price Paid Per Share | | :--- | :--- | :--- | | Jan 2021 | 2,316 | $76.97 | | Feb 2021 | 10,010 | $81.88 | | Mar 2021 | 4,079 | $98.36 | | **Total** | **16,405** | **$85.28** | - The shares were withheld in connection with equity compensation grants to satisfy tax withholding obligations and were not part of a publicly announced repurchase program[358](index=358&type=chunk) [Exhibits](index=91&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including the Agreement and Plan of Merger with Meridian Bancorp, Inc., and certifications by the CEO and CFO as required by the Sarbanes-Oxley Act of 2002 - Key exhibits filed include the merger agreement with Meridian Bancorp, Inc. and Sarbanes-Oxley Act Sections 302 and 906 certifications[363](index=363&type=chunk)

Independent Bank Corp. (NASDAQ:INDB) Q1 2021 Earnings Conference Call April 23, 2021 10:00 AM ET Company Participants Chris Oddleifson - President and CEO Mark Ruggiero - Chief Financial Officer Rob Cozzone - Chief Operating Officer Gerry Nadeau - President, Rockland Trust and Chief Commercial Banking Officer Conference Call Participants Mark Fitzgibbon - Piper Sandler David Bishop - Seaport Global Securities Kelly Motta - KBW Laurie Hunsicker - Compass Point Operator Welcome to the Earnings Call for Indepe ...

Financial Highlights - Nasdaq's 1Q21 non-GAAP net revenues totaled $851 million[2] - Solutions Segments revenues increased by 22%, or $93 million year-over-year, reaching $513 million[3,4,6] - Market Services net revenues increased by 20%, or $57 million year-over-year, reaching $338 million[5,6] - Non-GAAP diluted EPS grew by 31% year-over-year[1,6], reaching $1.96[6] - Annualized Recurring Revenues (ARR) reached $1.76 billion in 1Q21, a 21% year-over-year increase[1] Segment Performance - Investment Intelligence net revenue increased by 22% to $258 million, with operating income up 25% to $167 million[9] - Market Technology net revenue increased by 23% to $100 million, driven by 59% growth in Anti Financial Crime Technology revenues[13] - Corporate Platforms net revenue increased by 21% to $155 million, with Listing Services revenues up 31%[15] - Market Services net revenue increased by 20% to $338 million, driven by increases in Equity Derivative Trading and Clearing (up 13%) and Cash Equity Trading (up 36%)[18] Expense and Debt - Total non-GAAP operating expenses for 1Q21 were $393 million[6,20] - 1Q21 debt increased by $349 million compared to 4Q20, primarily due to net issuances of $435 million of Commercial paper for the Verafin acquisition[23]

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-9047 Independent Bank Corp. (Exact name of registrant as specified in its charter) | MA | 04-2870273 | | --- | --- | | (State o ...

Independent Bank Corp. (NASDAQ:INDB) Q4 2020 Earnings Conference Call January 22, 2021 10:00 AM ET Company Participants Christopher Oddleifson - President and CEO Mark Ruggiero - CFO Gerard Nadeau - President of Rockland Trust and Chief Commercial Banking Officer Robert Cozzone - COO Conference Call Participants Mark Fitzgibbon - Piper Sandler Christopher Keith - D.A. Davidson Laurie Hunsicker - Compass Point Dave Bishop - Seaport Global Chris O'Connell - KBW Operator Good morning and welcome to the Fourth ...

Commission File Number: 1-9047 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ___________________________________________________ ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Independent Bank Corp. (Exact name of registrant as specified ...