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8-K - FORM 8-K - MidWestOne Financial Group, Inc.a03-31x16earningsrelease.htm
Exhibit 99.1


NEWS RELEASE
 
 
 
 
 
 
 
 
 
FOR IMMEDIATE RELEASE
 
 
Contact:
 
 
 
 
 
 
Charles N. Funk
 
Gary J. Ortale
 
Steven Carr
 
 
President & CEO
 
EVP & CFO
 
Dresner Corporate Services
 
 
319.356.5800
 
319.356.5800
 
312.726.3600
 

MIDWESTONE FINANCIAL GROUP, INC.
REPORTS FIRST QUARTER 2016 FINANCIAL RESULTS
Iowa City, Iowa, April 28, 2016 - MidWestOne Financial Group, Inc. (NASDAQ - MOFG) today reported its financial results for the three months ended March 31, 2016. Net income for the first quarter of 2016 totaled $5.5 million, compared with $4.8 million for the same period last year. Basic and diluted earnings per share were $0.49 and $0.48, respectively, for the first quarter of 2016, compared with $0.57 for both basic and diluted earnings per share for the first quarter of 2015. The decrease is primarily due to the increase in shares outstanding in connection with the merger with Central Bancshares, Inc. (“Central”). After excluding the effects of $2.2 million ($1.4 million after tax) of expenses related to the merger with Central, adjusted diluted earnings per share for the first quarter of 2016 were $0.60, compared to $0.62, after excluding $0.5 million ($0.4 million after tax) of merger-related expenses, for the same period last year.
Earnings comparisons between the first quarter of 2016 and the same period in 2015 were affected primarily by the Central acquisition, highlighted by the following:
a 79.4% increase in net interest income, due primarily to a 72.8% increase in interest income which included merger-related discount accretion of $1.2 million;
a 59.8% increase in noninterest income, driven by increases in other service charges, commissions and fees, of which $0.7 million represents the gain on sale of the Barron and Rice Lake, Wisconsin branches, and service charges and fees on deposit accounts; offset by
an increase of $0.5 million in the provision for loan losses, due primarily to loan growth; and
a 109.7% increase in noninterest expense, primarily due to a 84.1% increase in salaries and employee benefits which resulted mainly from the additional compensation expense associated with the Central acquisition.
“It has been a busy quarter in our company with the merger of Central Bank into MidWestOne Bank, which is the final step in the combination of the Company with Central. The merger of the holding companies closed on May 1, 2015,” stated President and Chief Executive Officer, Charles N. Funk. “With merger-related expenses excluded, our performance in the quarter was strong, although not quite what it has been in prior quarters. Our rate of deposit growth was slow during the first quarter of 2016, but we continue to take steps to address this and believe that performance will improve as 2016 moves forward.”
Results of Operations
Net interest income of $25.6 million for the first quarter of 2016 increased $11.3 million, or 79.4%, from $14.2 million for the first quarter of 2015, primarily due to the merger. An increase in average loan balances, and the effect of the merger-related discount accretion of $1.2 million, resulted in loan interest income growth of $12.5 million, or 99.7%, to $25.1 million for the first quarter of 2016 compared to the first quarter of 2015. Income from investment securities increased to $3.4 million for the first quarter of 2016 compared to $3.3 million for the first quarter of 2015, reflective of an increase of $41.6 million in the average balance, somewhat offset by a decrease of 21 basis points in the yield of investment securities between the two comparable periods. There was no income from loan pool participations for the first quarter of 2016, as the Company sold its remaining loan pool participations in June 2015, and has completely exited this line of business. Income from loan pool participations was $0.6 million in the first quarter of 2015. Interest expense increased $0.7 million, or 30.8%, to $2.9 million for the first quarter of 2016, compared to $2.2 million for the same period in 2015, primarily due to the merger-related increased volume of interest-bearing deposit, and despite the merger-related amortization of the purchase accounting premium on certificates of deposit in the amount of $0.4 million.

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The additional cost of merger-related assumptions of debt and new debt associated with the Central merger, also resulted in increased interest expense.
The net interest margin for the first quarter of 2016, calculated on a fully tax-equivalent basis, was 3.97%, or 25 basis points higher than 3.72% for the first quarter of 2015. A higher yield received on loans, positively affected by purchase accounting adjustments as noted above, combined with lower rates paid on interest-bearing deposits, resulted in the improved margin.
The provision for loan losses for the first quarter of 2016 was $1.1 million, an increase from $0.6 million in the first quarter of 2015. The increased provision primarily reflects the increase in outstanding loan balances due to organic loan growth, and an increase in nonperforming loans.
Noninterest income for the first quarter of 2016 increased to $6.4 million, up $2.4 million, or 59.8%, from $4.0 million in the first quarter of 2015, due primarily to the merger. The increase was primarily in other service charges, commissions and fees, which increased by $2.0 million, or 334.2%, from $0.6 million in the first quarter of 2015 to $2.6 million for the first quarter of 2016. While the majority of this increase was due to the merger, $0.7 million represents the gain on sale of the Barron and Rice Lake, Wisconsin branches, which was completed in early February 2016. Service charges and fees on deposit accounts in the first quarter of 2016 increased $0.5 million, or 71.6%, compared to the first quarter of 2015, and mortgage origination and loan servicing fees rose $0.3 million, or 130.7%, from $0.2 million for the first quarter of 2015 to $0.5 million for the first quarter of 2016. The noted increases were partially offset by decreased gains on the sale of available for sale securities of $0.3 million, and losses on the sale of premises and equipment of $0.1 million, due primarily to the loss on the sale of the Rice Lake, Wisconsin building in a transaction separate from the sale of the branch.
First quarter 2016 noninterest expense was $23.4 million, up $12.3 million, or 109.7%, from the first quarter of 2015. The increase was mainly due to operating a larger company with a new market following the Central merger. Salaries and employee benefits increased $5.8 million, or 84.1%, between the first quarter of 2015 and the first quarter of 2016 mainly as a result of the increased number of employees of the Company after the merger. Likewise, net occupancy and equipment expense increased $1.7 million, or 113.3%, from $1.5 million for the first quarter of 2015 to $3.3 million for the first quarter of 2016, and amortization expense on intangible assets increased $1.0 million between the comparable periods, all mainly due to the merger. Merger-related expenses in the first quarter of 2016 were $2.2 million, compared to $0.5 million in the first quarter of 2015. The majority of the first quarter 2016 merger expenses were comprised of data processing fees, which increased $2.1 million, or 495.6%, for the first quarter of 2016 compared with the first quarter of 2015. The increase was primarily due to the merger-related data processing contract termination expense of $1.8 million realized during the quarter, in connection with the merger of the banks. Professional fees expense increased $0.3 million, or 39.1%, for the first quarter of 2016, compared with the first quarter of 2015. Other operating expense for the first quarter of 2016 increased $1.2 million, or 92.1%, compared with the first quarter of 2015, primarily due to the merger.
“During the quarter, we paid a termination fee to cancel Central Bank’s data processing contract in connection with the merger of the banks. While accounting rules necessitate that we recognize this charge at the time of cancellation, we will be receiving an accretive benefit going forward from our new data processing contract and the revenue increase will apply to the entire bank, not just the former Central Bank footprint,” continued Mr. Funk. ”We have continued to work on our previously disclosed plan to improve the efficiency of the post-merger company. This task is a priority and efforts will continue throughout 2016.”
Income tax expense was $1.9 million for the first quarter of 2016 compared to $1.7 million for the same period in 2015. This expense variation was primarily due to a change in the level of taxable income between the comparable periods because of the merger.
Balance Sheet and Asset Quality
Total assets decreased to $2.96 billion at March 31, 2016 from $2.98 billion at December 31, 2015. The main areas of asset decreases were investment securities available for sale, which decreased $39.7 million, or 9.30%, to provide needed liquidity, and loans held for sale. These decreases were partially offset by increases in loans and cash and cash equivalents. Total deposits at March 31, 2016, were $2.43 billion, a decrease of $33.9 million from December 31, 2015, primarily due to the sale of the Rice Lake and Barron, Wisconsin branches. The deposit decrease was concentrated in non-interest-bearing demand deposits, which decreased $46.6 million, or 8.3%, and certificates of deposit which declined $3.4 million, or 0.5% . These decreases were partially offset by increases in interest-bearing checking deposits, which increased $11.1 million, or 1.0%, to $1.08 billion at March 31, 2016, from $1.06 billion at December 31, 2015, and savings deposits, which increased $5.0 million, or 2.7% between these two dates. The Company initiated new long-term borrowings from an unaffiliated bank of $25.0 million during the second quarter of 2015 in connection with the closing of the holding company merger. At March 31, 2016, this note had an outstanding balance of $21.3 million, a decrease of $1.3 million, or 5.6%, from December 31, 2015, due to normal scheduled repayments. Federal funds purchased declined $1.5 million between December 31, 2015 and March 31, 2016, while FHLB borrowings increased $25.0

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million, or 28.7%, between December 31, 2015 and March 31, 2016, to $112.0 million at March 31, 2016, to partially offset deposit runoff.
Total loans increased $20.4 million, or 1.0%, from December 31, 2015, to $2.17 billion at March 31, 2016. Increases were primarily concentrated in commercial real estate-other, commercial and industrial loans, multifamily, and farmland loans. These increases were partially offset by decreases in residential real estate loans and construction and development loans. As of March 31, 2016, the largest category of bank loans was commercial real estate loans, comprising approximately 47% of the portfolio, which included 6% of total loans being multifamily residential mortgages, 5% of total loans being construction and development, and 4% of total loans being farmland. Residential real estate loans was the next largest category at 24% of total loans, followed by commercial and industrial loans at 22%, agricultural loans at 6%, and consumer loans at 2%. The Company also held $24.5 million net of a discount of $6.8 million, or 1.1% of the total loan portfolio, in purchased credit impaired loans as a result of the merger.
Nonperforming loans increased from $11.5 million, or 0.54% of total loans, at December 31, 2015, to $24.3 million, or 1.12% of total loans, at March 31, 2016. At March 31, 2016, nonperforming loans consisted of $16.5 million in nonaccrual loans, $7.3 million in troubled debt restructures (“TDRs”) and $0.5 million in loans past due 90 days or more and still accruing. This compares to nonaccrual loans of $4.0 million, TDRs of $7.2 million, and loans past due 90 days or more and still accruing of $0.3 million at December 31, 2015. Nonaccrual loans increased by $12.5 million between March 31, 2016 and December 31, 2015 due primarily to the addition of one commercial loan customer with four loans totaling $10.4 million. The increase in TDRs was primarily due the addition of three loans totaling $0.2 million, partially offset by payments collected from TDR-status borrowers. Loans 90 days past due and still accruing interest increased $0.2 million between December 31, 2015 and March 31, 2016. Loans past due 30 to 89 days and still accruing interest (not included in the nonperforming loan totals) increased to $9.2 million at March 31, 2016, compared with $8.5 million at December 31, 2015. At March 31, 2016, other real estate owned (not included in nonperforming loans) was $6.2 million, down from $8.8 million of other real estate owned at December 31, 2015. During the first three months of 2016, the Company had a net decrease of 10 properties in other real estate owned. As of March 31, 2016, the allowance for loan losses was $20.2 million, or 0.93% of total loans, compared with $19.4 million, or 0.90% of total loans at December 31, 2015. The allowance for loan losses represented 83.21% of nonperforming loans at March 31, 2016, compared with 168.52% of nonperforming loans at December 31, 2015. The Company had net loan charge-offs of $0.2 million in the three months ended March 31, 2016, or an annualized 0.05% of average loans outstanding, compared to net charge-offs of $0.4 million, or an annualized 0.15% of average loans outstanding, for the same period of 2015.
Non-acquired loans with a balance of $1.43 billion had $19.4 million of the allowance for loan losses allocated to them, providing an allocated allowance for loan loss to non-acquired loan ratio of 1.35%. Non-acquired loans are total loans minus those loans acquired in the Central merger. New loans made after the merger are considered non-acquired loans.
 
Gross Loans
(A)
 
Discount
(B)
 
Loans, Net of Discount
(A-B)
 
Allowance
(C)
 
Allowance/Gross Loans
(C/A)
 
Allowance + Discount/Gross Loans
((B+C)/A)
Total Non-Acquired Loans
$
1,433,458

 
$

 
$
1,433,458

 
$
19,414

 
1.35
%
 
1.35
%
Total Acquired Loans
757,817

 
18,884

 
738,933

 
831

 
0.11

 
2.60

Total Loans
$
2,191,275

 
$
18,884

 
$
2,172,391

 
$
20,245

 
0.92
%
 
1.79
%
“As previously disclosed, we continue to work through the resolution of commercial loans related to one customer in our company, and we believe we are properly reserved for this credit at this time,” stated Mr. Funk. ”We are also cognizant of the strains being faced by our agricultural borrowers and have allocated a higher percentage of our loan loss reserve to this sector. Of note, this quarter we have reported the percentage of loan loss reserve to non-acquired loans of 1.35%. Building and maintaining a strong reserve for loan losses has and always will be an important priority for MidWestOne.”
Investment securities totaled $505.7 million at March 31, 2016, or 17.1% of total assets, a decrease of $39.9 million, or 7.3%, from $545.7 million, or 18.3% of total assets, as of December 31, 2015. A total of $387.5 million of the investment securities were classified as available for sale at March 31, 2016, compared to $427.2 million at December 31, 2015. As of March 31, 2016, the portfolio consisted mainly of obligations of states and political subdivisions (48.9%), mortgage-backed securities and collateralized mortgage obligations (37.0%), and obligations of U.S. government agencies (2.3%). Investment securities held to maturity were $118.2 million at March 31, 2016, compared to $118.4 million at December 31, 2015.
Capital Adequacy
Total shareholders’ equity was $301.8 million as of March 31, 2016, compared to $296.2 million as of December 31, 2015, an increase of $5.6 million, or 1.9%. This increase was primarily attributable to net income of $5.5 million for the first three months of 2016, a $1.7 million increase in accumulated other comprehensive income due to market value adjustments on investment securities available for sale, and a $0.3 million decrease in treasury stock due to the issuance of 16,262 shares of Company common stock in connection with stock compensation plans. These increases were partially offset by the payment of $1.8 million in common

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stock dividends. No shares of Company common stock were repurchased in the first quarter of 2016. The total shareholders’ equity to total assets ratio was 10.18% at March 31, 2016, up from 9.94% at December 31, 2015. The tangible equity to tangible assets ratio was 7.75% at March 31, 2016, compared with 7.51% at December 31, 2015. Tangible book value per share was $19.57 at March 31, 2016, an increase from $19.10 per share at December 31, 2015.
“We continue to move toward our ultimate goal of tangible equity to tangible assets being in the range of 8.00% to 8.50%. This ratio was 7.23% following our merger last year, and we are pleased with this progress,” concluded Mr. Funk.
Merger of Central Bank into MidWestOne Bank
On April 2, 2016, Central Bank, a wholly owned subsidiary of the Company, was merged into the charter of MidWestOne Bank, also a wholly owned subsidiary of the Company. The merger of the banks was the final step in the merger with Central, which was first announced in November 2014.
Quarterly Cash Dividend Declared
On April 21, 2016, the Company’s board of directors declared a quarterly cash dividend of $0.16 per common share, the same as the dividend paid last quarter. The dividend is payable June 15, 2016, to shareholders of record at the close of business on June 1, 2016. At this quarterly rate, the indicated annual cash dividend is equal to $0.64 per common share.
Conference Call Details
MidWestOne will host a conference call for investors at 11:00 a.m., CDT, on Friday, April 29, 2016. To participate, dial 866-233-3483 at least fifteen minutes before the call start time. If you are unable to participate on the call, a replay will be available until July 29, 2016 by calling 877-344-7529 and using the replay access code of 10076457. A transcript of the call will also be available on the company’s web site (www.midwestone.com) within three business days of the event.
About MidWestOne Financial Group, Inc.
MidWestOne Financial Group, Inc. is a financial holding company headquartered in Iowa City, Iowa. The Company's bank subsidiary, MidWestOne Bank, is also headquartered in Iowa City. The Company also has an insurance subsidiary, MidWestOne Insurance Services, Inc., which provides personal and business insurance services in Iowa. MidWestOne Financial Group, Inc. common stock is traded on the NASDAQ Global Select Market under the symbol “MOFG.”
Cautionary Note Regarding Forward-Looking Statements
This release contains certain “forward-looking statements” within the meaning of such term in the Private Securities Litigation Reform Act of 1995. We and our representatives may, from time to time, make written or oral statements that are “forward-looking” and provide information other than historical information. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results to be materially different from any results, levels of activity, performance or achievements expressed or implied by any forward-looking statement. These factors include, among other things, the factors listed below. Forward-looking statements, which may be based upon beliefs, expectations and assumptions of our management and on information currently available to management, are generally identifiable by the use of words such as “believe,” “expect,” “anticipate,” “should,” “could,” “would,” “plans,” “intend,” “project,” “estimate,” “forecast,” “may” or similar expressions. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those expressed in, or implied by, these statements. Readers are cautioned not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Additionally, we undertake no obligation to update any statement in light of new information or future events, except as required under federal securities law.
Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors that could have an impact on our ability to achieve operating results, growth plan goals and future prospects include, but are not limited to, the following: (1) credit quality deterioration or pronounced and sustained reduction in real estate market values could cause an increase in the allowance for credit losses and a reduction in net earnings; (2) the risks of mergers, including with Central, including, without limitation, the related time and costs of implementing such transactions, integrating operations as part of these transactions and possible failures to achieve expected gains, revenue growth and/or expense savings from such transactions; (3) our management’s ability to reduce and effectively manage interest rate risk and the impact of interest rates in general on the volatility of our net interest income; (4) changes in the economic environment, competition, or other factors that may affect our ability to acquire loans or influence the anticipated growth rate of loans and deposits and the quality of the loan portfolio and loan and deposit pricing; (5) fluctuations in the value of our investment securities; (6) governmental monetary and fiscal policies; (7) legislative and regulatory changes, including changes in banking, securities and tax laws and regulations and their application by our regulators (particularly with respect to the Dodd-Frank Wall Street Reform and Consumer Protection Act and the extensive regulations promulgated and to be promulgated thereunder, as well as the Basel III Rules) and changes in the scope and cost of Federal Deposit Insurance Corporation insurance and other coverages; (8) the ability to attract and retain key executives and employees experienced in banking and financial services; (9) the sufficiency of the allowance for loan losses to absorb the amount of actual losses inherent in our existing loan portfolio; (10) our ability to adapt successfully to technological changes to compete effectively in the marketplace; (11) credit risks and risks from concentrations (by geographic area and by industry) within our loan portfolio; (12) the effects of competition from other commercial banks, thrifts, mortgage banking firms, consumer finance companies, credit unions, securities brokerage firms, insurance companies, money market and other mutual funds, and other financial

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institutions operating in our markets or elsewhere or providing similar services; (13) the failure of assumptions underlying the establishment of allowances for loan losses and estimation of values of collateral and various financial assets and liabilities; (14) volatility of rate-sensitive deposits; (15) operational risks, including data processing system failures or fraud; (16) asset/liability matching risks and liquidity risks; (17) the costs, effects and outcomes of existing or future litigation; (18) changes in general economic or industry conditions, nationally or in the communities in which we conduct business; (19) changes in accounting policies and practices, as may be adopted by state and federal regulatory agencies and the Financial Accounting Standards Board; (20) cyber-attacks; and (21) other risk factors detailed from time to time in Securities and Exchange Commission filings made by the Company.


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Non-GAAP Presentations:
Certain non-GAAP ratios and amounts are provided to evaluate and measure the Company’s operating performance and financial condition, including tangible book value per share, the tangible equity to tangible assets ratio, return on average tangible equity, net interest margin,earnings per share excluding merger-related expenses, and the efficiency ratio. Management believes this data provides investors with pertinent information regarding the Company’s profitability, financial condition and capital adequacy and how management evaluates such metrics internally.  The following tables provide a reconciliation of each non-GAAP measure to the most comparable GAAP equivalent.
 
 
 
As of
 
As of
 
As of
 
 
 
March 31,
 
December 31,
 
March 31,
(dollars in thousands, except per share data)
 
2016
 
2015
 
2015
Tangible Equity
 
 
 
 
 
 
Total shareholders’ equity
 
$
301,777

 
$
296,178

 
$
197,392

Less: Intangible assets, net of amortization and associated deferred tax liability
 
(78,234
)
 
(78,323
)
 
(8,151
)
Tangible equity
 
$
223,543

 
$
217,855

 
$
189,241

Tangible Assets
 
 
 
 
 
 
Total assets
 
$
2,964,218

 
$
2,979,975

 
$
1,777,977

Less: Intangible assets, net of amortization and associated deferred tax liability
 
(78,234
)
 
(78,323
)
 
(8,151
)
Tangible assets
 
$
2,885,984

 
$
2,901,652

 
$
1,769,826

Common shares outstanding
 
11,425,035

 
11,408,773

 
8,370,309

Tangible Book Value Per Share
 
$
19.57

 
$
19.10

 
$
22.61

Tangible Equity/Tangible Assets
 
7.75
%
 
7.51
%
 
10.69
%
 
 
 
For the Three Months Ended
(dollars in thousands, except per share data)
 
December 31, 2015
 
March 31, 2016
 
March 31, 2015
Net Income
 
$
8,238

 
$
5,544

 
$
4,796

Plus: Intangible amortization, net of tax(1)
 
738

 
690

 
70

Adjusted net income
 
$
8,976

 
$
6,234

 
$
4,866

Average Tangible Equity
 
 
 
 
 
 
Average total shareholders’ equity
 
$
292,205

 
$
299,071

 
$
194,761

Less: Average intangible assets, net of amortization
 
(82,975
)
 
(83,295
)
 
(8,193
)
Average tangible equity
 
$
209,230

 
$
215,776

 
$
186,568

Return on Average Tangible Equity (annualized)
 
17.02
%
 
11.62
%
 
10.58
%
Net Interest Margin Tax Equivalent Adjustment
 
 
 
 
 
 
Net interest income
 
$
26,757

 
$
25,555

 
$
14,242

Plus tax equivalent adjustment:(1)
 
 
 
 
 
 
Loans
 
331

 
428

 
322

Securities
 
728

 
759

 
734

Tax equivalent net interest income (1)
 
$
27,816

 
$
26,742

 
$
15,298

Average interest earning assets
 
$
2,733,609

 
$
2,707,915

 
$
1,668,922

Net Interest Margin
 
4.04
%
 
3.97
%
 
3.72
%
Net Income
 
$
8,238

 
$
5,544

 
$
4,796

Plus: Merger-related expenses
 
110

 
2,181

 
510

Net tax effect of above item(2)
 
(25
)
 
(823
)
 
(113
)
Net income exclusive of merger-related expenses
 
$
8,323

 
$
6,902

 
$
5,193

Diluted average number of shares
 
11,440,298

 
11,442,931

 
8,394,026

Return on Average Assets (annualized)
 
1.09
%
 
0.75
%
 
1.10
%
Return on Average Equity (annualized)
 
11.19
%
 
7.46
%
 
9.99
%
Earnings Per Common Share-Diluted
 
$
0.72

 
$
0.48

 
$
0.57

Earnings Per Common Share-Diluted, exclusive of merger-related expenses
 
$
0.73

 
$
0.60

 
$
0.62

(1) Computed on a tax-equivalent basis, assuming a federal income tax rate of 35%
 
(2) Computed based on qualifying tax deductible expenses, assuming a federal income tax rate of 35%
 


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For the Three Months Ended
(dollars in thousands)
 
December 31, 2015
 
March 31, 2016
 
March 31, 2015
Operating Expense
 
 
 
 
 
 
Total noninterest expense
 
$
22,238

 
$
23,446

 
$
11,179

Less: Amortization of intangibles
 
(1,135
)
 
(1,061
)
 
(108
)
Operating expense
 
$
21,103

 
$
22,385

 
$
11,071

Operating Revenue
 
 
 
 
 
 
Tax equivalent net interest income (1)
 
$
27,816

 
$
26,742

 
$
15,298

Plus: Noninterest income
 
6,638

 
6,450

 
4,008

Impairment losses on investment securities
 

 

 

Less: Gain on sale or call of available for sale securities
 

 
(244
)
 
(555
)
 Loss on sale of premises and equipment
 
14

 
146

 
(3
)
Operating revenue
 
$
34,468

 
$
33,094

 
$
18,748

Efficiency Ratio
 
61.22
%
 
67.73
%
 
59.05
%
(1) Computed on a tax-equivalent basis, assuming a federal income tax rate of 35%
 


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MIDWESTONE FINANCIAL GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS

 
As of December 31, 2015
 
As of March 31, 2016
 
As of March 31, 2015
(dollars in thousands, except per share amounts)
 
 
(unaudited)
 
(unaudited)
ASSETS
 
 
 
 
 
Cash and due from banks
$
44,199

 
$
40,021

 
$
18,954

Interest-bearing deposits in banks
2,731

 
20,512

 
1,013

Federal funds sold
167

 
172

 
1,489

Cash and cash equivalents
47,097

 
60,705

 
21,456

Investment securities:
 
 
  
 
 
Available for sale
427,241

 
387,494

 
408,950

Held to maturity (fair value of $119,414 as of March 31, 2016 and $118,234 as of December 31, 2015)
118,423

 
118,248

 
54,293

Loans held for sale
3,187

 
1,167

 
2,281

Loans
2,151,942

 
2,172,391

 
1,176,327

Allowance for loan losses
(19,427
)
 
(20,245
)
 
(16,526
)
Net loans
2,132,515

 
2,152,146

 
1,159,801

Loan pool participations, net

 

 
18,230

Premises and equipment, net
76,202

 
75,469

 
39,443

Accrued interest receivable
13,736

 
11,963

 
9,358

Goodwill
64,548

 
64,654

 

Other intangible assets, net
19,141

 
18,080

 
8,151

Bank-owned life insurance
46,295

 
46,253

 
38,437

Other real estate owned
8,834

 
6,169

 
1,652

Deferred income taxes
947

 
144

 
2,392

Other assets
21,809

 
21,726

 
13,533

Total assets
$
2,979,975

 
$
2,964,218

 
$
1,777,977

LIABILITIES AND SHAREHOLDERS' EQUITY
 
 
  
 
 
Deposits:
 
 
  
 
 
Non-interest-bearing demand
$
559,586

 
$
513,013

 
$
212,711

Interest-bearing checking
1,064,350

 
1,075,427

 
628,990

Savings
189,489

 
194,513

 
106,380

Certificates of deposit under $100,000
348,268

 
337,859

 
229,543

Certificates of deposit $100,000 and over
301,828

 
308,795

 
230,629

Total deposits
2,463,521

 
2,429,607

 
1,408,253

Federal funds purchased
1,500

 

 
8,900

Securities sold under agreements to repurchase
67,463

 
57,869

 
55,326

Federal Home Loan Bank borrowings
87,000

 
112,000

 
78,000

Junior subordinated notes issued to capital trusts
23,587

 
23,614

 
15,464

Long-term debt
22,500

 
21,250

 

Deferred compensation liability
5,132

 
5,186

 
3,402

Accrued interest payable
1,507

 
1,509

 
932

Deferred income taxes

 

 

Other liabilities
11,587

 
11,406

 
10,308

Total liabilities
2,683,797

 
2,662,441

 
1,580,585

Shareholders' equity:
 
 
  
 
 
Preferred stock, no par value; authorized 500,000 shares; no shares issued and outstanding at March 31, 2016 and December 31, 2015
$

 
$

 
$

Common stock, $1.00 par value; authorized 15,000,000 shares at March 31, 2016 and December 31, 2015; issued 11,713,481 shares at March 31, 2016 and at December 31, 2015; outstanding 11,425,035 shares at March 31, 2016 and 11,408,773 shares at December 31, 2015
11,713

 
11,713

 
8,690

Additional paid-in capital
163,487

 
163,321

 
80,380

Treasury stock at cost, 288,446 shares as of March 31, 2016 and 304,708 shares at December 31, 2015
(6,331
)
 
(6,001
)
 
(6,651
)
Retained earnings
123,901

 
127,618

 
108,667

Accumulated other comprehensive income
3,408

 
5,126

 
6,306

Total shareholders' equity
296,178

 
301,777

 
197,392

Total liabilities and shareholders' equity
$
2,979,975

 
$
2,964,218

 
$
1,777,977



8



MIDWESTONE FINANCIAL GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS

 
 
Three Months Ended
(unaudited)
(dollars in thousands)
 
December 31, 2015
 
March 31, 2016
 
March 31, 2015
Interest income:
 
 
 
 
 
 
Interest and fees on loans
 
$
25,585

 
$
25,116

 
$
12,577

Interest and discount on loan pool participations
 

 

 
620

Interest on bank deposits
 
41

 
8

 
1

Interest on federal funds sold
 
1

 

 

Interest on investment securities:
 
 
 
 
 
 
Taxable securities
 
2,013

 
1,924

 
1,894

Tax-exempt securities
 
1,404

 
1,437

 
1,390

Total interest income
 
29,044

 
28,485

 
16,482

Interest expense:
 
 
 
 
 
 
Interest on deposits:
 
 
 
 
 
 
Interest-bearing checking
 
724

 
760

 
535

Savings
 
232

 
106

 
36

Certificates of deposit under $100,000
 
333

 
569

 
626

Certificates of deposit $100,000 and over
 
248

 
639

 
526

Total interest expense on deposits
 
1,537

 
2,074

 
1,723

Interest on federal funds purchased
 
1

 
25

 
12

Interest on securities sold under agreements to repurchase
 
52

 
53

 
30

Interest on Federal Home Loan Bank borrowings
 
365

 
451

 
399

Interest on other borrowings
 
6

 
6

 
4

Interest on junior subordinated notes issued to capital trusts
 
193

 
197

 
72

Interest on long-term debt
 
133

 
124

 

Total interest expense
 
2,287

 
2,930

 
2,240

Net interest income
 
26,757

 
25,555

 
14,242

Provision for loan losses
 
1,490

 
1,065

 
600

Net interest income after provision for loan losses
 
25,267

 
24,490

 
13,642

Noninterest income:
 
 
 
 
 
 
Trust, investment, and insurance fees
 
1,363

 
1,498

 
1,581

Service charges and fees on deposit accounts
 
1,303

 
1,258

 
733

Mortgage origination and loan servicing fees
 
660

 
549

 
238

Other service charges, commissions and fees
 
2,983

 
2,618

 
603

Bank-owned life insurance income
 
343

 
384

 
295

Gain on sale or call of available for sale securities
 

 
244

 
555

Loss on sale of premises and equipment
 
(14
)
 
(146
)
 
3

Total noninterest income
 
6,638

 
6,405

 
4,008

Noninterest expense:
 
 
 
 
 
 
Salaries and employee benefits
 
13,240

 
12,645

 
6,869

Net occupancy and equipment expense
 
3,390

 
3,251

 
1,524

Professional fees
 
1,061

 
946

 
680

Data processing expense
 
631

 
2,573

 
432

FDIC insurance expense
 
339

 
421

 
239

Amortization of intangible assets
 
1,135

 
1,061

 
108

Other operating expense
 
2,442

 
2,549

 
1,327

Total noninterest expense
 
22,238

 
23,446

 
11,179

Income before income tax expense
 
9,667

 
7,449

 
6,471

Income tax expense
 
1,429

 
1,905

 
1,675

Net income
 
$
8,238

 
$
5,544

 
$
4,796



9



MIDWESTONE FINANCIAL GROUP, INC. AND SUBSIDIARIES
SELECTED FINANCIAL INFORMATION
 
As of and for the Three Months Ended March 31, 2016
 
As of and for the Year Ended December 31, 2015
 
As of and for the Three Months Ended March 31, 2015
(unaudited, dollars in thousands, except per share amounts)
 
 
 
 
 
Per Share Data:
 
 
 
 
 
Book value per share
$
26.41

 
$
25.96

 
$
23.58

Tangible book value per share, net of associated deferred tax liability on intangibles
19.57

 
19.10

 
22.61

Financial Ratios:
 
 
 
 
 
Tangible equity/tangible assets (both net of associated deferred tax liability on intangibles)
7.75
%
 
7.51
%
 
10.69
%
Total shareholders’ equity/total assets
10.18

 
9.94

 
11.10

Total loans/total deposits
89.41

 
87.35

 
83.53

Total loans + loan pool participations/total deposits
89.41

 
87.35

 
84.98

Asset Quality:
 
 
 
 
 
Gross loans
$
2,172,391

 
$
2,151,942

 
$
1,176,327

Allowance for loan losses
20,245

 
19,427

 
16,526

Net charge-offs
247

 
2,068

 
437

Loans past due 30 - 89 days
9,150

 
8,491

 
3,682

Other real estate owned
6,169

 
8,834

 
1,652

Non-performing loans
 
 
 
 
 
Non-accrual loans
$
16,486

 
$
4,012

 
$
3,463

Restructured loans
7,317

 
7,232

 
8,084

Loans 90+ days past due and still accruing interest
527

 
284

 
1,037

Total non-performing loans
$
24,330

 
$
11,528

 
$
12,584

 
 
 
 
 
 
Gross loan pool participations
$

 
$

 
$
20,364

Allowance for loan pool participation losses

 

 
2,134

 
 
 
 
 
 
Net loan charge-offs/average loans - annualized
0.05
%
 
0.11
%
 
0.15
%
Nonperforming loans/total loans
1.12

 
0.54

 
1.07

Nonperforming loans + other real estate/total assets
1.03

 
0.68

 
0.80

Allowance for loan losses/total loans
0.93

 
0.90

 
1.40

Allowance for loan pool participation losses/total loan pool participations

 

 
10.48

Allowance for loan losses/nonperforming loans
83.21

 
168.52

 
131.33

 
As of and for the Three Months Ended
(unaudited, dollars in thousands, except per share amounts)
December 31, 2015
 
March 31, 2016
 
March 31, 2015
Per Share Data:
 
 
 
 
 
Ending number of shares outstanding
11,408,773

 
11,425,035

 
8,370,309

Average number of shares outstanding
11,407,460

 
11,416,993

 
8,363,861

Diluted average number of shares
11,440,298

 
11,442,931

 
8,394,026

Earnings per common share - basic
$
0.72

 
$
0.49

 
$
0.57

Earnings per common share - diluted
0.72

 
0.48

 
0.57

Dividends paid per common share
0.15

 
0.16

 
0.15

Performance Ratios:
 
 
 
 
 
Return on average assets - annualized
1.09
%
 
0.75
%
 
1.10
%
Return on average shareholders’ equity - annualized
11.19

 
7.46

 
9.99

Return on average tangible equity - annualized
17.02

 
11.62

 
10.58

Net interest margin
4.04

 
3.97

 
3.72

Efficiency ratio*
61.22

 
67.73

 
59.05

Average Balances:
 
 
 
 
 
Total loans
$
2,136,824

 
$
2,167,492

 
$
1,154,218

Total loan pool participations

 

 
20,974

Interest-earning assets
2,733,609

 
2,707,915

 
1,668,922

Total assets
2,999,185

 
2,961,462

 
1,773,129

Interest-bearing deposits
1,925,081

 
1,882,005

 
1,183,066

Interest-bearing liabilities
2,130,055

 
2,121,461

 
1,352,289

Total equity
292,205

 
299,071

 
194,761

 
 
 
 
 
 
* Noninterest expense minus amortization of intangibles, divided by the sum of tax-equivalent net interest income plus noninterest income minus gain/loss or impairment on securities and premises and equipment.

10