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8-K - 8-K - FIRST MID BANCSHARES, INC. | form8k-093016.htm |
Mike Taylor
CFO
mtaylor@firstmid.com
217.258.3306
Joe Dively
Chairman and CEO
jdively@firstmid.com
217.258.9520
Since 1865
As of 9/08/16
Disclosures
Forward-looking Statements
This presentation may contain certain forward-looking statements, such as discussions of the Company’s pricing and fee
trends, credit quality and outlook, liquidity, new business results, expansion plans, anticipated expenses and planned
schedules. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-
looking statements contained in the Private Securities Litigation Reform Act of 1955. Forward-looking statements, which are
based on certain assumptions and describe future plans, strategies and expectations of the Company, are identified by use
of the words “believe,” “expect,” “intend,” “anticipate,” “estimate,” “project,” or similar expressions. Actual results could
differ materially from the results indicated by these statements because the realization of those results is subject to many
risks and uncertainties, including those described in Item 1A – “Risk Factors” and other sections of the Company’s Annual
Report on Form 10-K and the Company’s other filings with the SEC. Furthermore, forward-looking statements speak only
as of the date they are made. Except as required under the federal securities laws or the rules and regulations of the SEC,
we do not undertake any obligation to update or review any forward-looking information, whether as a result of new
information, future events or otherwise.
Non-GAAP Financial Measures
These slides contain non-GAAP financial measures. For purposes of Regulation G, a non-GAAP financial measure is a
numerical measure of the registrant’s historical or future financial performance, financial position or cash flows that excludes
amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the most directly
comparable measure calculated and presented in accordance with GAAP in the statement of income, balance sheet or
statement of cash flows (or equivalent statements) of the issuer; or includes amounts, or is subject to adjustments that have
the effect of including amounts, that are excluded from the most directly comparable measure so calculated and presented.
In this regard, GAAP refers to generally accepted accounting principles in the United States. Pursuant to the requirement of
Regulation G, First Mid-Illinois Bancshares, Inc. and First Mid-Illinois Bank & Trust, N.A. have provided reconciliations within
the slides, as necessary, of the non-GAAP financial measure to the most directly comparable GAAP financial measure.
2
Corporate Profile
3
Current Company Snapshot
• *Assets: $2.8 billion
• *Deposits: $2.2 billion
• *Loans: $1.8 billion
• Trust and Wealth Management AUM: $1.3 billion
Strong Capital Ratios
• Common Equity Tier-1 Capital/RWA: 11.76%
• Leverage ratio: 9.44%
• Total RBC ratio: 14.11%
Exceptional Asset Quality
• NPAs/Assets: 0.24%
• Loan 30+ days PD/Total loans: 0.62%
Profitability (YTD Q2’16)
• Net Income of $9.7 million
• Net interest margin (TE): 3.37%
• ROAA: 0.92% (annualized for period)
• ROACE: 9.76% (annualized for period)
Financial data as of June 30, 2016.
*Includes assets acquired from First Clover Leaf Financial on 9/08/16
Headquartered in Mattoon with multiple locations throughout
central and southern Illinois and metro-east St. Louis.
Over 600 people. One mission.
We fulfill the financial needs of our communities with exceptional personal service,
professionalism and integrity and deliver meaningful value and results for our customers and
shareholders.
Company Overview
4
First Mid-Illinois
Bancshares, Inc.
First Mid-Illinois
Bank and Trust,
N.A.
First Clover Leaf
Bank, N.A.
First Mid Insurance
Group
Mid-Illinois Data
Services, Inc.
NASDAQ listed. Russell Index member.
First Mid-Illinois Bancshares, Inc. is listed and trades on NASDAQ under the ticker symbol
FMBH. In 2016, First Mid was extended membership into the all-cap Russell 3000 and small-
cap Russell 2000 indexes.
Market Overview
Market Overview*
Company Name: First Mid-Illinois Bancshares, Inc.
Headquarters: Mattoon, IL
NASDAQ Ticker: FMBH
Auditor: BKD, LLP
Market Cap: $316 million
Annualized Div.:
Yield:
$0.60
2.37%
Price: $25.35
52wk Range: $21.00 - $26.50
Market Makers: Boenning & Scattergood
FIG Partners
Hovde Group
Raymond James
5 *Market Overview data as of 9/08/16
$20.00
$21.00
$22.00
$23.00
$24.00
$25.00
$26.00
$27.00
$28.00
First Mid-Illinois Bancshares, Inc.
52-Week Price History
Closing Price
History and Recognition
First Mid-Illinois Bancshares has a proud 150+ year history of
service to agricultural, small business and retail customers.
• First National Bank of Mattoon established in 1865
• One of the oldest nationally chartered banks in the country
• First Mid-Illinois Bancshares, Inc. incorporated in 1981
• Committed to our community banking heritage and mission
• Publicly traded on the NASDAQ stock market since 2014
6
Achievements through Performance:
Demographics
7
Current Footprint
• Footprint of 53 branches in 23 counties
• Branches strategically located along major
transportation routes of I-74, I-70 and I-64 East-West
as well as I-57 North-South
• Clusters of branches are located in and around
cities such as St. Louis, Peoria, Champaign-Urbana,
Decatur, Mount Vernon and Carbondale
• Total population approximately 2.6 million
• 2016 median household income: $50,000
Key industries
• Agriculture
• Education
• Manufacturing
• Health care
Unemployment rates
• IL: 5.6%
• MO: 5.2%
• US: 5.0%
Source: SNL Market data as of July 2016
Unemployment data as of July 2016
Market Share
8
Diverse market segments with economies based on agriculture,
manufacturing, education and services
• Top employers in the region include a diverse range of operations such as Ameren, Caterpillar,
State Universities, Sarah Bush Lincoln Health Center, Rural King, and Continental Tire North
America
• First Mid ranks in the Top 10 for market share in 19 of the 23 counties served and ranks in the Top
5 in over 60% of those markets
*Operating Market includes all counties in which First Mid has deposit market share; Excludes State Farm Bank and Scottrade Financial Services, Inc.
Operating Market
Rank Institution Parent City State
# of
Branches
As of June 30, 2015
Total Deposits
($000s) Market Share (%)
1 Commerce Bancshares Inc. Kansas City MO 43 5,637,900$ 8.83%
2 U.S. Bancorp Minneapolis MN 84 5,499,096$ 8.61%
3 Bank of America Corp. Charlotte NC 34 4,554,143$ 7.13%
4 First Busey Corp. Champaign IL 33 3,463,994$ 5.42%
5 PNC Financial Services Group Inc. Pittsburgh PA 51 3,161,925$ 4.95%
6 Regions Financial Corp. Birmingham AL 63 2,918,267$ 4.57%
7 First Mid-Illinois Bancshares Inc. Mattoon IL 53 2,237,822$ 3.50%
8 Enterprise Financial Services Corp Clayton MO 4 1,785,517$ 2.80%
9 Fifth Third Bancorp Cincinnati OH 3 1,507,330$ 2.36%
10 Banc Ed Corp. Edwardsville IL 20 1,482,879$ 2.32%
11 First Banks Inc. Clayton MO 31 1,396,024$ 2.19%
12 Midland States Bancorp Inc. Effingham IL 16 1,339,686$ 2.10%
13 Central Banco. Inc. Jefferson City MO 10 1,020,653$ 1.60%
14 JPMorgan hase & Co. New York NY 10 984,749$ 1.54%
15 Stupp Bros. Inc. Saint Louis MO 10 894,271$ 1.40%
16 First Co Bancorp Inc. Collinsville IL 13 844,995$ 1.32%
17 Heartland Bancorp Inc. Bloomington IL 18 735,011$ 1.15%
18 Reliance Bancshares Inc. Frontenac MO 16 728,467$ 1.14%
19 Bank of Montreal Toronto - 10 614,248$ 0.96%
20 First Bankers Trustshares Inc. Quincy IL 5 522,457$ 0.82%
Market Total 1,073 63,880,737$ 100.00%
Strategic Advantages
First Mid-Illinois Bancshares is able to provide strong strategic
advantages in key areas:
• Diverse Geographic Footprint
• Demonstrated Ability to Raise Capital and Successfully Complete
Acquisitions
• Consistent Dividends to Shareholders (Since 1879)
• Experienced Management with Track Record of Growing Shareholder Value
• Diversified Sources of Revenue
• Quality Core Deposit Franchise
• Outstanding Asset Quality Metrics
9
Strength Through Diversity
10
Serving the communities of central
and southern Illinois and metro-east St. Louis.
• 6 regions
• 53 banking centers in 37 communities
• Approximately $2.2 billion total deposits
Regions
Regions Locations Deposits Q2’16
Peoria 9 $249,662,664
Decatur/Champaign 7 114,220,654
Sullivan 7 293,355,864
Central Region 8 559,149,337
*Metro East/St. Louis 10 594,163,663
Southern Region 12 430,647,149
*TOTAL 53 $2,241,199,332
*Includes deposits acquired from First Clover Leaf Financial on 9/08/16
Capital Raises and Acquisitions
11
First Mid-Illinois Bancshares has a demonstrated ability to raise capital, close targeted
acquisitions and complete successful integrations.
Successful Capital Raises
June 2015 Raised $29.3 million through a private placement of common stock. Approximately 90% raised via new institutional
relationships.
February 2011 Commenced offering of $27.5 million in Convertible Preferred Series C; Converted at $20.29 per share in May 2016.
February 2009 Commenced offering of $24.6 million in Convertible Preferred Series B; Converted at $21.62 per share in November 2014.
July 1992 Raised $3.1 million in Convertible Preferred Series A to effect Heartland acquisition.
$-
$0.2
$0.4
$0.6
$0.8
$1.0
$1.2
$1.4
$1.6
$1.8
$2.0
$2.2
$2.4
1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016
($Bil)
Acquisitions and Asset Growth Timeline
July 1992
Acquired Heartland Federal
S&L ($141 mi llion in total
October 1994
Acquired Downstate
Bancshares, Inc. ($52
mi llion in total assets)
March 1997
Acquired 1 branch from
Firs t of America ($32
mi llion in total deposits)
May 1999
Acquired 4 branches from
Bank One Corp ($64 million
in total assets)
April 2001
Acquired American Bank of
I l linois ($31 million in total
assets)
January 2002
Acquired The Checkley
Agency, Inc., an insurance
broker
May 2006
Acquired Mansfield
Bancorp, Inc. ($124 million
in total assets)
September 2010
Acquired 10 branches
from First Bank ($321
mi llion in total assets)
August 2015
Acquired 12 branches from
Old National Bank ($457
mi llion in total assets)
December 2015
Acquired Illiana Insurance
Agency
September 2016
Acquired First Clover Leaf
Financial Corp. ($660
million in total assets)
Growth Through Acquisitions
12
• 7 banking centers in metro-
east St. Louis and Clayton, MO
• $537M Deposits
• $450M Loans
• Common Culture
• Commitment to Community Banking
• Strong Leadership
Experienced Management Team
13
Joseph R. Dively
Chairman, Chief Executive Officer and President
Joe joined First Mid-Illinois Bank as a Senior Executive VP and
President of the Bank in 2011. He has served on the Board of First
Mid-Illinois Bancshares since 2004. Prior to joining the company,
he was a Senior VP and an officer of Consolidated
Communications where he was employed since 2003.
John W. Hedges
Senior Executive Vice President, Chief Credit Officer
John has been Executive VP since 1999 and Chief Credit Officer
of First Mid-Illinois Bank since 2011. Prior to joining the company,
he was with National City Bank in Decatur, Illinois from 1976 to
1999.
Michael L. Taylor
Senior Executive Vice President, Chief Financial Officer
Mike has been an Executive VP since 2007 and Chief Financial
Officer since 2000. Prior to joining the company, he was with
AMCORE Bank in Rockford, Illinois from 1996 to 2000.
Laurel G. Allenbaugh
Executive Vice President,
Chief Operations & IT Officer
Laurel joined First Mid-Illinois Bank as Controller in 1990 and was
promoted to Executive VP 1998.
Bradley L. Beesley
Executive Vice President,
Chief Trust & Wealth Management Officer
Brad joined First Mid-Illinois Bank in 2007 as Senior VP and
Senior Wealth Management Officer. He assumed the role of
Executive VP in February 2015. Prior to joining the company, he
was Director of Wealth Management at Midland States Bank in
Effingham for 9 years.
Eric S. McRae
Executive Vice President, Senior Lender
Eric joined First Mid-Illinois Bank in 1999 and has been Executive
VP and Senior Lender of First Mid-Illinois Bank since 2008.
Clay M. Dean
Senior Vice President, Chief Executive Officer
First Mid Insurance Group
Clay assumed his current role in September 2014. Previous roles
with the Bank include Senior VP of Deposit Services, a position
he held between 2012 and 2014 and Senior VP of Treasury
Management from 2010 to 2012. Prior to joining the company, he
was employed at NewAlliance Bank in New Haven, Connecticut.
Rhonda R. Gatons
Senior Vice President, Human Resources
Rhonda joined First Mid-Illinois Bank in February 2016 as Senior
VP and Director of Human Resources. She brings more than 20
years of experience in Human Resources to the First Mid
organization. Prior to joining First Mid, she was Director of
Human Resources at Midland States Bank in Effingham for 5
years.
Amanda D. Lewis
Senior Vice President, Chief Deposit Services Officer
Mandy joined First Mid-Illinois Bank in 2001 and was promoted to
her current role as Senior VP in September 2014. Prior to her
current role she served as Director of Marketing for the Bank.
Christopher L. Slabach
Senior Vice President, Chief Risk Officer
Chris joined First Mid-Illinois Bank in 1993 and has been a Senior
VP and Risk Management Officer since 2008. Prior to joining the
company, he worked for the FDIC from 1985 to 1993, ending his
tenure there as a commissioned examiner.
Holly A. Bailey
President, Howell Asphalt Company
President, Howell Paving, Inc.
Director since 2012
Chairman, Compensation Committee
Robert S. Cook
Managing Partner,
TAR CO Investments, LLC
Director since 2014
Joseph R. Dively
Chairman and Chief Executive Officer
Director since 2004
Steven L. Grissom
Chief Executive Officer of SKL Investment Group, LLC
Director since 2000
Audit Committee Financial Expert
Gary W. Melvin
Consultant and Director,
Rural King Farm & Home Supplies Stores
Director since 1990
William S. Rowland
Former Chairman and Chief Executive Officer
First Mid-Illinois Bancshares
Director since 1991
Ray Anthony Sparks
Private Investor, Sparks Investment Group, LP
Senior Advisor, Mattoon Area Family YMCA
Director since 1994
Lead Director
Chairman, Audit Committee
Mary J. Westerhold
Chief Financial Officer,
Madison Communications Co.
Director since 2016
James E. Zimmer
Owner, Zimmer Real Estate Properties, LLC
Co-Founder, Bio-Enzyme
Director since 2014
Setting the Tone at the Top
Aligned with shareholders, dedicated to the mission and committed to measured growth,
First Mid-Illinois Bancshares’ Board of Directors provide a diverse set of experiences and
industry knowledge as well as strong ties to our communities.
14
Providing Value to Shareholders
$0.74
$0.85
$1.05
$1.26
$1.42 $1.44
$1.51
$1.57
$1.67
$1.04 $1.07
$1.29
$1.62
$1.73
$1.85 $1.81
$0.99
$0.17 $0.19 $0.22
$0.29 $0.30 $0.33
$0.35 $0.38 $0.38 $0.38 $0.38 $0.40
$0.42 $0.46
$0.55 $0.59
$0.30
$6.03
$6.79
$7.41
$8.18
$8.49
$9.18
$8.28
$9.36
$10.09
$10.91
$9.38
$11.24
$12.68
$11.75
$15.63
$15.09
$17.01
$10.66
$9.55
$13.09
$15.09
$14.46
$16.37
$15.80
$17.01
$0.00
$5.00
$10.00
$15.00
$0.00
$0.50
$1.00
$1.50
$2.00
$2.50
$3.00
$3.50
2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 YTD 2016
TB
V
/S
h
ar
e
Ea
rn
in
gs
&
D
iv
id
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n
d
s/S
h
ar
e
Performance Timeline thru 6/30/16
Diluted EPS Dividends Per Share (Declared) Tangible Book Value Per Share *Fully Converted TBV/Share
15
First Mid-Illinois Bancshares consistently provides value to shareholders by
delivering solid diluted earnings per share and returning competitive dividends.
*Fully converted TBV/Share assumes conversion of Preferred Series C shares prior to actual conversion. All shares of Preferred Series C
were converted to common on May 16, 2016.
Diversified Solutions and Sources of Revenue
First Mid-Illinois Bank’s Trust and Wealth Management group provides a stream of non-interest
income through a variety of financial products and services:
– Farm Management
– Investment/Brokerage through an agreement with Raymond James Financial Services, Inc.
– Trust Services
– Retirement Plans
First Mid Insurance Group (FMIG) offers the following products to meet our communities’ needs:
– Property/Casualty and Health Insurance Products for businesses
– Homeowner and Personal Insurance Products
– Senior Care Insurance
16
$
1
,7
8
1,
8
88
$
1
,8
1
1,
0
6
6
$
1
,6
3
7,
52
6
$
1
,7
9
5,
6
2
4
$
2
,1
1
2,
7
6
5
$1,200,000
$1,400,000
$1,600,000
$1,800,000
$2,000,000
$2,200,000
2011 2012 2013 2014 2015
FMIG REVENUE
$
7
0
1
,3
9
8
$
8
2
4
,5
4
6
$
9
6
7
,8
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5
$
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2
$
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,2
9
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,0
03
$450,000
$650,000
$850,000
$1,050,000
$1,250,000
2011 2012 2013 2014 2015 Q2'16
Trust and Wealth Management AUM
($000s)
Quality Core Deposit Franchise
June 30, 2016
Balance %
Checking $ 805,308 47%
Savings $ 335,230 20%
MMDA $ 313,855 18%
CD – Retail/Business $ 231,963 14%
CD – Public $ 7,843 0%
CD – Brokered $ 10,000 1%
Total Deposits $ 1,704,199
17
Deposit Composition ($000s)
Rounded to Nearest Percentage
0.66%
0.48%
0.26%
0.22%
0.19%
0.17%
$500,000
$750,000
$1,000,000
$1,250,000
$1,500,000
$1,750,000
$2,000,000
0.00%
0.10%
0.20%
0.30%
0.40%
0.50%
0.60%
0.70%
2011 2012 2013 2014 2015 Q2'16
Cost of Deposits
COD Total Deposits
First Mid-Illinois Bank & Trust’s Cost of Deposits is in the 12th percentile of peer banks as reported in the 3/31/16 Uniform Bank
Performance Report (UBPR).
*Does not include deposits acquired from First Clover Leaf Financial on 9/08/16
Diversified Loan Portfolio
18
Loan Composition ($000s)
Rounded to Nearest Percentage
$
8
6
0
,0
74
$
9
1
1
,0
65
$
9
8
2
,8
04
$
1
,0
6
2
,4
0
6
$
1
,2
8
1
,8
8
9
$
1
,3
1
5
,1
8
7
$700,000
$800,000
$900,000
$1,000,000
$1,100,000
$1,200,000
$1,300,000
2011 2012 2013 2014 2015 Q2'16
Total Loans ($000s)
June 30, 2016
Balance %
Commercial Real Estate
(Nonfarm/Nonresidential)
$ 445,832 33.9%
Commercial & Industrial Loans $ 301,087 22.8%
1-4 Family Residential Properties $ 220,487 16.8%
Agricultural Real Estate $ 122,311 9.3%
Agricultural Loans $ 72,776 5.5%
Multifamily Residential Properties $ 47,215 3.6%
Construction & Land Development $ 33,812 2.6%
Consumer Loans $ 38,049 2.9%
All Other Loans $ 33,618 2.6%
Total Loans $ 1,315,187
Compound Annual Growth Rate (CAGR) 2011 -
2015 = 7% (Excludes Acquisitions)
*Does not include loans acquired from First Clover Leaf Financial on 9/08/16
Outstanding Asset Quality Metrics
Ratios 2011 2012 2013 2014 2015 Q2’16
Non Performing Assets/ Total Assets 0.80% 0.56% 0.44% 0.30% 0.21% 0.24%
Net Charge-Offs/Average Loans 0.29% 0.23% 0.08% 0.03% 0.04% 0.04%
ALLL/Non Performing Loans 149.5% 155.1% 204.8% 301.4% 363.2% 327.5%
Loans 30+ Days Delinquent/Total Loans 0.78% 0.69% 0.35% 0.27% 0.27% 0.28%
ALLL/Total Loans 1.29% 1.29% 1.35% 1.29% 1.14% 1.15%
19
First Mid-Illinois Bancshares’ leading asset quality metrics illustrate our
conservative underwriting process, robust credit analysis and discipline.
KEY FINANCIAL METRICS
20
Delivering earnings growth during difficult times
Selected Income Statement Data ($000s)
2011 2012 2013 2014 2015
YTD
Q2’16
Interest income $56,772 $55,767 $53,459 $54,734 $59,251 $33,862
Interest expense 8,504 6,157 3,535 3,252 3,499 1,805
Net interest income 48,268 49,610 49,924 51,482 55,752 32,057
Provision for loan losses 3,101 2,647 2,193 629 1,318 846
Net interest income after
provision 45,167 46,963 47,731 50,853 54,434 31,211
Other income 15,787 18,310 19,341 18,369 20,544 13,103
Other expenses 43,053 42,838 43,504 44,507 49,248 29,314
Income before income taxes 17,901 22,435 23,568 24,715 25,730 15,000
Income taxes 6,529 8,410 8,846 9,254 9,218 5,265
Net income $11,372 $14,025 $14,722 $15,461 $16,512 $9,735
Selected Income Statement Data
21
Selected Balance Sheet Data ($000s)
ASSETS 2011 2012 2013 2014 2015 Q2’16
Cash and cash equivalents $73,102 $82,712 $65,102 $51,730 $115,784 $53,072
Investment securities 492,198 514,974 488,724 431,506 629,056 643,045
Net loans 848,954 899,289 969,555 1,048,724 1,267,313 1,300,023
Other assets 86,702 81,057 82,117 75,143 102,346 123,643
Total assets $1,500,956 $1,578,032 $1,605,498 $1,607,103 $2,114,499 $2,119,783
LIABILITIES & STOCKHOLDERS’ EQUITY
Deposits $1,170,734 $1,274,065 $1,287,616 $1,272,077 $1,732,568 $1,704,199
Borrowings 181,000 139,104 159,807 162,489 169,462 191,719
Other liabilities 8,255 8,176 8,694 7,621 7,460 7,245
Total liabilities 1,359,989 1,421,345 1,456,117 1,442,187 1,909,490 1,903,163
Stockholders’ equity 140,967 156,687 149,381 164,916 205,009 216,620
Total liabilities and stockholders’
equity $1,500,956 $1,578,032 $1,605,498 $1,607,103 $2,114,499 $2,119,783
Selected Balance Sheet Data
Demonstrating balance sheet strength
22
Capitalization
Ratio 2011 2012 2013 2014 2015 Q2’16
Leverage Ratio 8.99% 9.66% 10.12% 10.52% 9.20% 9.44%
Tier 1 Risk-Based Capital 13.37% 14.51% 14.37% 14.42% 13.23% 13.09%
Total Risk Based Capital 14.48% 15.65% 15.58% 15.60% 14.25% 14.11%
Common Equity Tier-1 Capital to RWA 7.00% 7.54% 7.78% 10.32% 9.92% 11.76%
Tangible Book Value per Common Share1 $11.24 $12.68 $11.75 $15.63 $15.09 $17.01
Tangible Book Value per Common Share (as
converted)2
$15.09 $14.46 $16.37 $15.80 N/A
23
Maintaining a strong regulatory capital position
1Total common equity less goodwill and intangibles divided by shares outstanding as of period end
2Assumes Series B and C Preferred shares converted to common shares at period end for 2012 and 2013. Assumes Series C Preferred
shares converted to common shares at period end for 2014 , 2015. All Series C Preferred Shares were converted to common on May 16,
2016.
Value Proposition
24
Increasing
Shareholder
Value
Experienced Management
Team and Board
Diversified Revenue Streams and
Proven Earnings Engine
Well Positioned Balance Sheet
& Strong Asset Quality
150+ year Operating Track Record Focused on all Stakeholders
Ability to Raise
Capital and Grow
Strategically
Strong Risk
Management
Coupled with
Efficient Operations
25