Attached files
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8-K - INDEPENDENT BANK CORP /MI/ | ibc8k_042611.htm |
Annual Shareholders Meeting
Todays Agenda
- Introductions
- Voting upon the matters listed in the Companys 2011 Proxy Statement
- Presentation by IBC CEO and CFO
- Question and answer session
2 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
IBC Board of Directors
Jeffrey A. Bratsburg, Chairman
Donna J. Banks, Ph.D.
Stephen L. Gulis Jr.
Terry L. Haske
Robert L. Hetzler
Michael M. Magee Jr.
James E. McCarty
Charles A. Palmer
Charles C. Van Loan
Note: Clarke B. Maxson retired from the Board of Directors at the end of 2010.
3 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
IBC Executive Management
Michael M. Magee Jr. Chief Executive Officer
William B. Kessel President and Chief Operating Officer
Robert N. Shuster EVP/Chief Financial Officer
Mark L. Collins EVP/General Counsel
Stefanie M. Kimball EVP/Chief Lending Officer
David C. Reglin EVP/Retail Banking
4 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
2011 Annual Meeting of Shareholders
- Secretary for the meeting (Robert Shuster)
- Inspectors of election (Charles Schadler/David Edwards)
- Record date: February 28, 2011
- Approximate mailing date of Proxy Statement: March 22, 2011
- Shares entitled to vote: 7,860,849
- Determination of quorum
- Voting on proposals
5 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
Proposal #1
Election of Directors
Charles A. Palmer Terry L. Haske Stephen L. Gulis Jr.
6 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
Proposal #2
Ratification of Auditors
- Crowe Horwath LLP has served as IBCs independent registered public accounting firm since 2005
- Crowe Horwath was founded in 1942 and is one of the ten largest accounting and consulting firms in the U.S.
- IBC is served by Crowe Horwaths Grand Rapids, Michigan, and South Bend, Indiana, offices
7 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
Proposal #3
Advisory Vote on Executive Compensation
The Board has solicited a non-binding advisory vote from our shareholders to approve the compensation of our executives as described in our proxy materials.
8 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
Proposal #4
Amend Long-term Incentive Plan
Our shareholders are being asked to approve an amendment to the Companys Long-term Incentive Plan to:
- Extend the Plan for an additional 10 years; and
- Make an additional 750,000 shares of our common stock available for issuance under the Plan
9 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
Proposal #5
Authorize Additional Shares Under an Equity Line Facility
Our shareholders are being asked to approve a proposal to authorize the Company to sell 2,500,000 additional shares under an equity line facility.
- Equity line facility of up to $15 million was established in July 2010 with Dutchess Opportunity Fund, II, LP
- This facility provides a contingent source of liquidity for the holding company that is particularly important since Independent Bank cannot currently pay dividends to the parent company
10 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
Management Transition Plan
On February 15, 2011, the Company publicly announced a management transition plan.
- Brad Kessel appointed as President and Chief Operating Officer effective April 1, 2011, and adding Chief Executive Officer role on January 1, 2013
- Michael M. Magee Jr. remains as Chief Executive Officer until his retirement at the end of 2012
- Michael M. Magee Jr. becomes Chairman of the Board effective April 27, 2011
- Jim McCarty becomes Lead Director effective April 27, 2011
11 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
Safe Harbor Statement
This presentation may contain certain forward-looking statements within the meaning of the Private Securities Reform Act of 1995. Forward-looking statements include expressions such as expects, intends, believes and should which are statements of belief as to expected outcomes of future events. Actual results could materially differ from those contained in, or implied by such statements. Independent Bank Corporation undertakes no obligation to release revisions to these forward-looking statements or reflect events or circumstances after the date of this presentation.
13 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
2010 Summary Our Focus on Asset Quality, Core Deposit Growth and Capital
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Substantial improvement in asset quality metrics | |
Continued progress in restructuring the balance sheet and reducing higher risk loans | ||
Core deposit growth with focus on building relationships | ||
Emphasis on enhancing franchise value with investment in: | ||
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Staff training (online learning management and live meeting technology) | |
Security technology and fraud prevention | ||
Treasury management services | ||
Social media marketing | ||
Significant reduction in net loss | ||
Achieved several goals in our Capital Plan |
14 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
Improvement in Asset Quality
- Improving asset quality is our number one priority
- Reduced non-performing loans by nearly 40% in 2010
- Loan net charge-offs reduced by nearly 25% in 2010
- Reduced loan delinquency rates at year-end 2010
- Participating in programs, such as MSHDAs Hardest Hit, to assist homeowners and help them avoid foreclosure
15 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
Core Deposits*
- Core deposits have grown by $94 million or 5% since the end of 2008
- Checking, savings and money market accounts have grown by 19% since 2008
- For two consecutive years, we have earned a perfect five Power Circle Rating for customer service in J.D. Power and Associates Retail Banking Satisfaction Survey
- Company wide focus on our service mission to: Impress every customer every day, every time
*Excludes brokered certificates of deposit.
16 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
J.D. Power and Associates
2011 U.S. Retail Banking Satisfaction StudySM
The publisher of this graph is J.D. Power and Associates and the source is J.D. Power and Associates 2011 U.S. Retail Banking Satisfaction StudySM. Rankings are based on numerical scores, and not necessarily on statistical significance. JDPower.com Power Circle RatingsTM are derived from consumer ratings in J.D. Power studies.
17 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
Bank Regulatory Capital Ratios
18 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
Capital Plan Update
Major accomplishments in 2010:
- April 2010 completed an exchange agreement with U.S. Treasury to exchange 72,000 shares of Series A preferred stock and $2.4 million of accrued and unpaid dividends into 74,426 shares of Series B cumulative mandatorily convertible preferred stock
- June 2010 completed an exchange of $41.4 million of trust preferred securities and $2.3 million of accrued and unpaid interest into 5.1 million shares of common stock
- July 2010 established $15 million equity line facility as a contingent source of liquidity at parent holding company
Goals for 2011:
- Revise terms for early conversion of Series B preferred stock to allow for a smaller common equity offering
- Size of common equity offering will be designed to preserve the Companys $66 million net deferred tax asset
19 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
Michigan Economy
- Showing signs of stabilization as we moved though 2010
- Unemployment rate has fallen to 10.4% in February 2011 vs. 13.5% a year earlier and vs. a peak of 14.5% in December 2009
- As of February 2011, 3.9 million people were employed in Michigan, which is an increase of 71,000 jobs since February 2010
- Rebound in manufacturing
- Housing affordability measures in several Michigan markets among the best in the country
- Stability of housing prices and level of foreclosures remains a challenge
20 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
2011 Our Commitment to Future Profitability
- Although we expect to incur a net loss in 2011 (primarily reflecting still elevated credit related costs), we also expect to see continued improvement in asset quality
- Expect the Bank to remain well-capitalized
- Optimistic for a return to profitability in 2012 with continued progress in improving asset quality metrics and a further reduction in credit related costs
- Completion of Capital Plan during 2011
21 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
Net Income (Loss) Applicable
to Common Stock
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Annual Shareholders Meeting
Net Income (Loss) Per Share Applicable
to Common Stock
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Annual Shareholders Meeting
Select Components of Total Assets
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Annual Shareholders Meeting
Net Interest Margin
Note: 2007 and 2006 data is presented on a tax equivalent basis.
26 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
Analysis of Net Interest Income
27 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
Non-Performing Loans*
*Excludes loans classified as troubled debt restructurings that are still performing.
28 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
Provision for Loan Losses
29 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
Net Loan Charge-Offs
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Annual Shareholders Meeting
Allowance for Loan Losses
31 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
Tangible Common Equity
32 | IndependentBank.com | April 26, 2011 |
Annual Shareholders Meeting
Voting Results
- Shares entitled to vote: 7,860,849
- Proposal #1 Election of Directors
- Proposal #2 Ratification of Auditors
- Proposal #3 Advisory (Non-Binding) Vote on Executive Compensation
- Proposal #4 Amendment of Long-term Incentive Plan
- Proposal #5 Authorize 2,500,000 Additional Shares of Common Stock Under an Equity Line Facility
34 | IndependentBank.com | April 26, 2011 |