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EX-99.2 - EXHIBIT 99.2 - Independent Bank Group, Inc.ibtxq12017erpresentation.htm
8-K - 8-K - Independent Bank Group, Inc.form8-kibgpressrelease4x24.htm

Exhibit 99.1

Press Release
For Immediate Release

earningsreleaseimage1a09.jpg          
    


Independent Bank Group Reports
First Quarter Financial Results

McKINNEY, Texas, April 24, 2017 /GlobeNewswire/ -- Independent Bank Group, Inc. (NASDAQ: IBTX), the holding company for Independent Bank, today announced net income available to common shareholders of $15.7 million, or $0.82 per diluted share, for the quarter ended March 31, 2017 compared to $12.4 million, or $0.67 per diluted share, for the quarter ended March 31, 2016 and $14.8 million, or $0.79 per diluted share, for the quarter ended December 31, 2016.


Highlights

Core (non-gaap) net income was $16.0 million, or $0.84 per diluted share, compared to $15.5 million, or $0.83 per diluted share, for fourth quarter 2016, representing an increase in linked quarter core net income of 3.2%
Solid organic loan growth of 11.5% annualized for the quarter
Positive increase in net interest margin to 3.67%, up from 3.59% for fourth quarter 2016
Continued strong credit quality metrics
Return on average assets remained above 1% for the quarter, improving to 1.08% from 1.03% for fourth quarter 2016


Independent Bank Group Chairman and Chief Executive Officer David Brooks said, "Our first quarter results demonstrate our continued commitment to consistent earnings. We had another quarter with ROA over 1%, driven by solid organic loan growth, strong credit metrics, improving net interest margin, and a continued low efficiency ratio." Brooks continued, "While not included in our first quarter results, we focused significant effort on the completion of the Carlile Bancshares acquisition, which we closed on April 1st. Our success in getting this acquisition from announcement to close so quickly demonstrates our ability to execute our acquisition strategy as well as the strength and experience of our entire team." Brooks concluded, "We are off to a good start and look forward to another successful year."


First Quarter 2017 Operating Results


Net Interest Income


Net interest income was $47.9 million for first quarter 2017 compared to $45.7 million for first quarter 2016 and $46.5 million for fourth quarter 2016. The increase in net interest income from the previous year and linked quarter was primarily due to increased average earning asset balances resulting from organic growth.
The average balance of total interest-earning assets grew by $794.0 million and totaled $5.3 billion at March 31, 2017 compared to $4.5 billion at March 31, 2016 and grew $139.8 million compared to $5.2 billion at December 31, 2016. This increase from prior year and the linked quarter is due to organic growth.
The yield on interest-earning assets was 4.28% for first quarter 2017 compared to 4.60% for first quarter 2016 and 4.16% for fourth quarter 2016. The decrease from the prior year is primarily related to lower accretion income on acquired loans compared to prior year but is also reflective of lower loan yields compared to the previous period resulting from an increase in variable rate loan fundings during the second half of 2016. The slight increase from the linked quarter is due to the increase in interest rates, which positively affected all categories of our interest earning assets.
The cost of interest bearing liabilities, including borrowings, was 0.80% for first quarter 2017 compared to 0.65% for first quarter 2016 and 0.75% for fourth quarter 2016. The increase from the prior year is primarily due to the issuance of subordinated debt in 2016 and higher rates offered on public fund certificates of deposit. The increase from the linked quarter is due to higher rates paid on our deposit products, primarily our public fund accounts, resulting from the increase in interest rates during fourth quarter 2016.

1


The net interest margin was 3.67% for first quarter 2017 compared to 4.08% for first quarter 2016 and 3.59% for fourth quarter 2016. The core (non-gaap) net interest margin, which excludes purchased loan accretion, was 3.66% for first quarter 2017 compared to 3.96% for first quarter 2016 and 3.58% for fourth quarter 2016. The decrease from the prior year is primarily due to lower loan yields and a lower yielding earning asset mix due to increased liquidity throughout most of the respective periods. The increase in interest rates during fourth quarter 2016 had a positive effect on our net interest margin for the first quarter 2017, increasing eight basis points from the linked quarter.


Noninterest Income

Total noninterest income increased $113 thousand compared to first quarter 2016 and decreased $641 thousand compared to fourth quarter 2016.
The increase from the prior year reflects an increase of $232 thousand in service charges and a $134 thousand increase in cash surrender value of BOLI offset by a decrease of $109 thousand in mortgage fee income. The increase in BOLI income is a result of $15 million in policies purchased at the end of second quarter 2016. The increase in service charges is due to a new deposit fee schedule implemented in third quarter 2016 in addition to deposit growth. The decrease in mortgage fee income is due to a drop in market activity related to seasonality and increased interest rates.
The decrease from the linked quarter reflects decreased mortgage fee income of $452 thousand and other noninterest income of $174 thousand. The decrease in mortgage fee income is due to decreased market activity as explained above. The decrease in other noninterest income is primarily due to nonrecurring income recognized during fourth quarter 2016 from a change in bank card vendors.

Noninterest Expense

Total noninterest expense decreased $491 thousand compared to first quarter 2016 and increased $667 thousand compared to fourth quarter 2016.
The decrease in noninterest expense compared to first quarter 2016 is due primarily to a decrease of $493 in acquisition expenses in addition to a decrease of $168 thousand in occupancy and $159 thousand in other noninterest expense offset by increases of $152 thousand in FDIC assessment, $106 thousand in data processing and $113 thousand in professional fees. The decrease in acquisition expenses over the prior year is due to elevated fees incurred during first quarter 2016 relating to the core conversion of Grand Bank. The overall decreases in occupancy and other noninterest expenses from prior year are generally due to increased operational efficiency as a result of the Grand Bank conversion in first quarter 2016 in addition to decreased operational costs related to efficiencies implemented in 2016. The increase in FDIC assessment and data processing in first quarter 2017 compared to 2016 is primarily a result of increased accounts due to organic growth. The increase in professional fees in first quarter 2017 is due to consulting fees related to operational efficiency projects.
The net increase from the linked quarter is primarily related to an increase of $1.7 million in salaries and benefits expenses offset by decreases of $639 thousand in acquisition expenses and $293 thousand in FDIC assessment. The increase in salaries and benefits expenses are primarily related to annual salary increases and payroll taxes on bonus and restricted stock vestings along with increased costs associated with health care benefits. The decrease in acquisition expenses in first quarter 2017 is a result of elevated expenses in fourth quarter 2016 due to legal fees and fairness opinion related to the Carlile Bancshares acquisition. The decrease in FDIC assessment during the first quarter 2017 is due to that expense returning to normal levels whereas the FDIC assessment was elevated in fourth quarter 2016 due to additional accruals required as a result of the Grand Bank acquisition.

Provision for Loan Losses

Provision for loan loss expense was $2.0 million for the first quarter 2017, a decrease of $947 thousand compared to $3.0 million for first quarter 2016, and decreased slightly from $2.2 million for the fourth quarter 2016. Provision expense is primarily reflective of organic loan growth during the respective period. The increased provision for first quarter 2016 also reflected increased reserve allocations related to the risks associated with the energy portfolio due to commodity price volatility.
The allowance for loan losses was $33.4 million, or 0.71% of total loans, at March 31, 2017, compared to $30.0 million, or 0.73% of total loans at March 31, 2016, and compared to $31.6 million, or 0.69% of total loans, at December 31, 2016. The increases from prior periods are primarily due to additional general reserves for organic loan growth.

Income Taxes

Federal income tax expense of $6.7 million was recorded for the quarter ended March 31, 2017, an effective rate of 30.0% compared to tax expense of $6.2 million and an effective rate of 33.1% for the quarter ended March 31, 2016 and tax expense of $7.4 million and an effective rate of 33.4% for the quarter ended December 31, 2016. The lower tax rate in the first quarter 2017 was due to the adoption of ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, which resulted in recording $723.6 thousand in tax benefits related to restricted stock vesting into income tax expense during first quarter 2017.

2


First Quarter 2017 Balance Sheet Highlights:


Loans

Total loans held for investment were $4.703 billion at March 31, 2017 compared to $4.573 billion at December 31, 2016 and to $4.130 billion at March 31, 2016. This represented total loan growth of $129.8 million for the quarter, or 11.5% on an annualized basis.
Energy outstandings at the end of first quarter 2017 were $106.0 million (2.3% of total loans) compared to $125.3 million at fourth quarter 2016 and to $185.9 million at March 31, 2016. As of March 31, 2017, there were three nonperforming classified energy credits with balances totaling $7.3 million and three performing classified energy credit relationships with a balance of $18.8 million. All energy related credits continue to be closely monitored. As of March 31, 2017, the total energy related allowance was 5.0% of the total energy portfolio.


Asset Quality

Total nonperforming assets decreased to $16.2 million, or 0.27% of total assets at March 31, 2017 from $19.8 million, or 0.34% of total assets at December 31, 2016 and from $32.7 million, or 0.62% of total assets at March 31, 2016.
Total nonperforming loans decreased to $13.3 million, or 0.28% of total loans at March 31, 2017 from $17.8 million, or 0.39% of total loans at December 31, 2016 and from $29.9 million, or 0.72% of total loans at March 31, 2016.
The net decrease in nonperforming assets and nonperforming loans from the linked quarter is primarily due to two commercial real estate loans totaling $5.8 million that were paid off during first quarter 2017 offset by four loans totaling $2.7 million that were placed on nonaccrual status during first quarter 2017.
The decrease in nonperforming assets and nonperforming loans from the prior year is due to a $17.1 million energy participation loan placed on nonaccrual during first quarter 2016 that paid-off in 2016, offset by the above mentioned loans placed on nonaccrual in first quarter 2017.
Charge-offs were 0.02% annualized in the first quarter 2017 and in the linked quarter and 0.01% annualized in the prior year quarter.


Deposits and Borrowings

Total deposits were $4.722 billion at March 31, 2017 compared to $4.577 billion at December 31, 2016 and compared to $4.172 billion at March 31, 2016.
Total borrowings (other than junior subordinated debentures) were $568.1 million at March 31, 2017, an increase of $70 thousand from December 31, 2016 and an increase of $123.4 million from March 31, 2016. The change from prior year reflects the issuance of $43.4 million, net of discount and costs, of 5.875% subordinated debentures issued in second quarter 2016 with the remainder resulting from the use of short term FHLB advances during the applicable period.



Recent Acquisition
Effective April 1, 2017, the Company completed the acquisition of Carlile Bancshares, Inc. and its subsidiary, Northstar Bank. The financial effect of the acquisition is not reflected in the foregoing description of earnings or the accompanying financial information.

Subsequent Events

The Company is required, under general accepted accounting principles, to evaluate subsequent events through the filing of its consolidated financial statements for the quarter ended March 31, 2017 on Form 10-Q. As a result, the Company will continue to evaluate the impact of any subsequent events on critical accounting assumptions and estimates made as of March 31, 2017 and will adjust amounts preliminarily reported, if necessary.


3


About Independent Bank Group

Independent Bank Group, through its wholly owned subsidiary, Independent Bank, provides a wide range of relationship-driven commercial banking products and services tailored to meet the needs of businesses, professionals and individuals. Independent Bank Group operates 83 banking offices in four market regions located in the Dallas/Fort Worth, Austin and Houston, Texas and the Colorado front range areas.


Conference Call

A conference call covering Independent Bank Group’s first quarter earnings announcement will be held on Tuesday, April 25, 2017 at 8:30 a.m. (EDT) and can be accessed by calling 1-877-303-7611 and by identifying the conference ID number 1432252. The conference materials will also be available by accessing the Investor Relations page of our website, www.ibtx.com. A recording of the conference call and the conference materials will be available from April 25, 2017 through May 2, 2017 on our website.

Forward-Looking Statements

The numbers as of and for the quarter ended March 31, 2017 are unaudited. From time to time, our comments and releases may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Act”). Forward-looking statements can be identified by words such as “believes,” “anticipates,” “expects,” “forecast,” “guidance,” “intends,” “targeted,” “continue,” “remain,” “should,” “may,” “plans,” “estimates,” “will,” “will continue,” “will remain,” variations on such words or phrases, or similar references to future occurrences or events in future periods; however, such words are not the exclusive means of identifying such statements. Examples of forward-looking statements include, but are not limited to: (i) projections of revenues, expenses, income or loss, earnings or loss per share, and other financial items; (ii) statements of plans, objectives, and expectations of Independent Bank Group or its management or Board of Directors; (iii) statements of future economic performance; and (iv) statements of assumptions underlying such statements. Forward-looking statements are based on Independent Bank Group’s current expectations and assumptions regarding its business, the economy, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks, and changes in circumstances that are difficult to predict. Independent Bank Group’s actual results may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. Factors that could cause actual results to differ from those discussed in the forward-looking statements include, but are not limited to: (1) local, regional, national, and international economic conditions and the impact they may have on us and our customers and our assessment of that impact; (2) volatility and disruption in national and international financial markets; (3) government intervention in the U.S. financial system, whether through changes in the discount rate or money supply or otherwise; (4) changes in the level of nonperforming assets and charge-offs; (5) changes in estimates of future reserve requirements based upon the periodic review thereof under relevant regulatory and accounting requirements; (6) adverse conditions in the securities markets that lead to impairment in the value of securities in our investment portfolio; (7) inflation, deflation, changes in market interest rates, developments in the securities market, and monetary fluctuations; (8) the timely development and acceptance of new products and services and perceived overall value of these products and services by customers; (9) changes in consumer spending, borrowings, and savings habits; (10) technological changes; (11) the ability to increase market share and control expenses; (12) changes in the competitive environment among banks, bank holding companies, and other financial service providers; (13) the effect of changes in laws and regulations (including laws and regulations concerning taxes, banking, securities, and insurance) with which we and our subsidiaries must comply; (14) the effect of changes in accounting policies and practices, as may be adopted by the regulatory agencies, as well as the Public Company Accounting Oversight Board, the Financial Accounting Standards Board, and other accounting standard setters; (15) the costs and effects of legal and regulatory developments including the resolution of legal proceedings; and (16) our success at managing the risks involved in the foregoing items and (17) the other factors that are described in the Company’s Annual Report on Form 10-K filed on March 8, 2017, under the heading “Risk Factors”, and other reports and statements filed by the Company with the SEC. Any forward-looking statement made by the Company in this release speaks only as of the date on which it is made. Factors or events that could cause the Company’s actual results to differ may emerge from time to time, and it is not possible for the Company to predict all of them. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.









4


Non-GAAP Financial Measures

In addition to results presented in accordance with GAAP, this press release contains certain non-GAAP financial measures. These measures and ratios include “core earnings”, “tangible book value”, “tangible book value per common share”, “core efficiency ratio”, “Tier 1 capital to average assets”, “Tier 1 capital to risk weighted assets”, “tangible common equity to tangible assets”, “core net interest margin”, "return on tangible equity," “adjusted return on average assets” and “adjusted return on average equity” and are supplemental measures that are not required by, or are not presented in accordance with, accounting principles generally accepted in the United States. We consider the use of select non-GAAP financial measures and ratios to be useful for financial operational decision making and useful in evaluating period-to-period comparisons. We believe that these non-GAAP financial measures provide meaningful supplemental information regarding our performance by excluding certain expenditures or assets that we believe are not indicative of our primary business operating results. We believe that management and investors benefit from referring to these non- GAAP financial measures in assessing our performance and when planning, forecasting, analyzing and comparing past, present and future periods.

We believe that these measures provide useful information to management and investors that is supplementary to our financial condition, results of operations and cash flows computed in accordance with GAAP; however we acknowledge that our financial measures have a number of limitations relative to GAAP financial measures. Certain non-GAAP financial measures exclude items of income, expenditures, expenses, assets, or liabilities, including provisions for loan losses and the effect of goodwill, core deposit intangibles and income from accretion on acquired loans arising from purchase accounting adjustments, that we believe cause certain aspects of our results of operations or financial condition to be not indicative of our primary operating results. All of these items significantly impact our financial statements. Additionally, the items that we exclude in our adjustments are not necessarily consistent with the items that our peers may exclude from their results of operations and key financial measures and therefore may limit the comparability of similarly named financial measures and ratios. We compensate for these limitations by providing the equivalent GAAP measures whenever we present the non-GAAP financial measures and by including a reconciliation of the impact of the components adjusted for in the non- GAAP financial measure so that both measures and the individual components may be considered when analyzing our performance.

A reconciliation of our non-GAAP financial measures to the comparable GAAP financial measures is included at the end of the financial statements tables.



Contacts:

Analysts/Investors:
Michelle Hickox
Executive Vice President and Chief Financial Officer
(972) 562-9004
mhickox@ibtx.com
 

Media:
Peggy Smolen
Marketing & Communications Director
(972) 562-9004
psmolen@ibtx.com



Source: Independent Bank Group, Inc.






5

            

Independent Bank Group, Inc. and Subsidiaries
Consolidated Financial Data
Three Months Ended March 31, 2017, December 31, 2016, September 30, 2016, June 30, 2016 and March 31, 2016
(Dollars in thousands, except for share data)
(Unaudited)


 
As of and for the quarter ended
 
March 31, 2017
 
December 31, 2016
 
September 30, 2016
 
June 30, 2016
 
March 31, 2016
Selected Income Statement Data
 
 
 
 
 
 
 
 
 
Interest income
$
55,939

 
$
53,904

 
$
52,740

 
$
51,941

 
$
51,464

Interest expense
8,072

 
7,378

 
7,003

 
6,058

 
5,804

   Net interest income
47,867

 
46,526

 
45,737

 
45,883

 
45,660

Provision for loan losses
2,023

 
2,197

 
2,123

 
2,123

 
2,997

   Net interest income after provision for loan losses
45,844

 
44,329

 
43,614

 
43,760

 
42,663

Noninterest income
4,583

 
5,224

 
4,932

 
4,929

 
4,470

Noninterest expense
28,028

 
27,361

 
26,887

 
31,023

 
28,519

Income tax expense
6,728

 
7,417

 
7,155

 
5,857

 
6,162

   Net income
15,671

 
14,775

 
14,504

 
11,809

 
12,452

Preferred stock dividends

 

 

 

 
8

     Net income available to common shareholders
15,671

 
14,775

 
14,504

 
11,809

 
12,444

Core net interest income (1)
47,744

 
46,475

 
45,621

 
45,618

 
44,327

Core Pre-Tax Pre-Provision Earnings (1)
24,878

 
25,540

 
24,253

 
22,713

 
21,590

Core net income(1)
15,990

 
15,541

 
14,819

 
13,764

 
12,438

 
 
 
 
 
 
 
 
 
 
Per Share Data (Common Stock)
 
 
 
 
 
 

 

Earnings:
 
 
 
 
 
 
 
 
 
Basic 
$
0.83

 
$
0.79

 
$
0.78

 
$
0.64

 
$
0.67

Diluted
0.82

 
0.79

 
0.78

 
0.64

 
0.67

Core earnings:

 
 
 
 
 
 
 
 
Basic (1)
0.85

 
0.83

 
0.80

 
0.75

 
0.67

Diluted (1)
0.84

 
0.83

 
0.80

 
0.74

 
0.67

Dividends
0.10

 
0.10

 
0.08

 
0.08

 
0.08

Book value
36.38

 
35.63

 
34.79

 
34.08

 
33.38

Tangible book value  (1)
22.01

 
21.19

 
20.03

 
19.28

 
18.54

Common shares outstanding
18,925,182

 
18,870,312

 
18,488,628

 
18,475,978

 
18,461,480

Weighted average basic shares outstanding (4)
18,908,679

 
18,613,975

 
18,478,289

 
18,469,182

 
18,444,284

Weighted average diluted shares outstanding (4)
19,015,810

 
18,716,614

 
18,568,622

 
18,547,074

 
18,528,031

 
 
 
 
 
 
 
 
 
 
Selected Period End Balance Sheet Data
 
 
 
 
 
 
 
 
 
Total assets
$
6,022,614

 
$
5,852,801

 
$
5,667,195

 
$
5,446,797

 
$
5,261,967

Cash and cash equivalents
515,123

 
505,027

 
589,600

 
436,605

 
356,526

Securities available for sale
350,409

 
316,435

 
267,860

 
287,976

 
302,650

Loans, held for sale
5,081

 
9,795

 
7,097

 
13,942

 
8,515

Loans, held for investment
4,702,511

 
4,572,771

 
4,360,690

 
4,251,457

 
4,130,496

Allowance for loan losses
33,431

 
31,591

 
29,575

 
30,916

 
29,984

Goodwill and core deposit intangible
272,004

 
272,496

 
272,988

 
273,480

 
273,972

Other real estate owned
2,896

 
1,972

 
2,083

 
1,567

 
1,745

Noninterest-bearing deposits
1,126,113

 
1,117,927

 
1,143,479

 
1,107,620

 
1,070,611

Interest-bearing deposits
3,596,090

 
3,459,182

 
3,273,014

 
3,100,785

 
3,101,341

Borrowings (other than junior subordinated debentures)
568,115

 
568,045

 
577,974

 
578,169

 
444,745

Junior subordinated debentures
18,147

 
18,147

 
18,147

 
18,147

 
18,147

Total stockholders' equity
688,469

 
672,365

 
643,253

 
629,628

 
616,258




6

            

Independent Bank Group, Inc. and Subsidiaries
Consolidated Financial Data
Three Months Ended March 31, 2017, December 31, 2016, September 30, 2016, June 30, 2016 and March 31, 2016
(Dollars in thousands, except for share data)
(Unaudited)


 
As of and for the quarter ended
 
March 31, 2017
 
December 31, 2016
 
September 30, 2016
 
June 30, 2016
 
March 31, 2016
Selected Performance Metrics
 
 
 
 
 
 
 
 
 
Return on average assets
1.08
%
 
1.03
%
 
1.04
%
 
0.88
%
 
0.95
%
Return on average equity (2)
9.33

 
8.93

 
9.04

 
7.60

 
8.10

Return on tangible equity (2) (5)
15.53

 
15.24

 
15.80

 
13.52

 
14.57

Adjusted return on average assets (1)
1.10

 
1.08

 
1.07

 
1.03

 
0.95

Adjusted return on average equity (1) (2)
9.52

 
9.39

 
9.24

 
8.86

 
8.09

Adjusted return on tangible equity (1) (2) (5)
15.85

 
16.03

 
16.15

 
15.76

 
14.57

Net interest margin
3.67

 
3.59

 
3.66

 
3.96

 
4.08

Core net interest margin (3)
3.66

 
3.58

 
3.65

 
3.94

 
3.96

Efficiency ratio
53.44

 
52.87

 
53.06

 
61.05

 
56.89

Core efficiency ratio (1)
52.45

 
50.60

 
52.07

 
55.05

 
55.68

 
 
 
 
 
 
 
 
 
 
Credit Quality Ratios
 
 
 
 
 
 
 
 
 
Nonperforming assets to total assets
0.27
%
 
0.34
%
 
0.23
%
 
0.34
%
 
0.62
%
Nonperforming loans to total loans
0.28

 
0.39

 
0.26

 
0.40

 
0.72

Nonperforming assets to total loans and other real estate
0.35

 
0.43

 
0.30

 
0.44

 
0.79

Allowance for loan losses to non-performing loans
250.57

 
177.06

 
264.42

 
179.97

 
100.35

Allowance for loan losses to total loans
0.71

 
0.69

 
0.68

 
0.73

 
0.73

Net charge-offs to average loans outstanding (annualized)
0.02

 
0.02

 
0.32

 
0.11

 
0.01

 
 
 
 
 
 
 
 
 
 
Capital Ratios
 
 
 
 
 
 
 
 
 
Estimated common equity tier 1 capital to risk-weighted assets
8.28
%
 
8.20
%
 
7.92
%
 
7.89
%
 
7.92
%
Estimated tier 1 capital to average assets
7.84

 
7.82

 
7.46

 
7.42

 
7.36

Estimated tier 1 capital to risk-weighted assets
8.63

 
8.55

 
8.29

 
8.27

 
8.32

Estimated total capital to risk-weighted assets
11.44

 
11.38

 
11.24

 
11.35

 
10.47

Total stockholders' equity to total assets
11.43

 
11.49

 
11.35

 
11.56

 
11.71

Tangible common equity to tangible assets (1)
7.24

 
7.17

 
6.86

 
6.88

 
6.86

 
 
 
 
 
 
 
 
 
 
(1) Non-GAAP financial measures. See reconciliation.
(2) Excludes average balance of Series A preferred stock.
(3) Excludes income recognized on acquired loans of $123, $51, $116, $265 and $1,333, respectively.
(4) Total number of shares includes participating shares (those with dividend rights).
(5)  Excludes average balance of goodwill and net core deposit intangibles.






7

            

Independent Bank Group, Inc. and Subsidiaries
Consolidated Statements of Income
Three Months Ended March 31, 2017 and 2016
(Dollars in thousands)
(Unaudited)
   
 
Three Months Ended March 31,
   
 
2017
 
2016
Interest income:
 
 
 
 
Interest and fees on loans
 
$
53,744

 
$
49,910

Interest on taxable securities
 
764

 
730

Interest on nontaxable securities
 
541

 
451

Interest on interest-bearing deposits and other
 
890

 
373

Total interest income
 
55,939

 
51,464

Interest expense:
 
 
 
 
Interest on deposits
 
5,029

 
3,651

Interest on FHLB advances
 
1,171

 
1,001

Interest on repurchase agreements and other borrowings
 
1,705

 
1,003

Interest on junior subordinated debentures
 
167

 
149

Total interest expense
 
8,072

 
5,804

Net interest income
 
47,867

 
45,660

Provision for loan losses
 
2,023

 
2,997

Net interest income after provision for loan losses
 
45,844

 
42,663

Noninterest income:
 
 
 
 
Service charges on deposit accounts
 
1,927

 
1,695

Mortgage fee income
 
1,267

 
1,376

Gain on sale of other real estate
 

 
43

Gain on sale of premises and equipment
 
5

 
38

Increase in cash surrender value of BOLI
 
399

 
265

Other
 
985

 
1,053

Total noninterest income
 
4,583

 
4,470

Noninterest expense:
 
 
 
 
Salaries and employee benefits
 
16,837

 
16,774

Occupancy
 
3,872

 
4,040

Data processing
 
1,288

 
1,182

FDIC assessment
 
878

 
726

Advertising and public relations
 
297

 
295

Communications
 
475

 
535

Net other real estate owned expenses (including taxes)
 
37

 
33

Other real estate impairment
 

 
55

Core deposit intangible amortization
 
492

 
488

Professional fees
 
773

 
660

Acquisition expense, including legal
 
146

 
639

Other
 
2,933

 
3,092

Total noninterest expense
 
28,028

 
28,519

Income before taxes
 
22,399

 
18,614

Income tax expense
 
6,728

 
6,162

Net income
 
$
15,671

 
$
12,452


8

            

Consolidated Balance Sheets
As of March 31, 2017 and December 31, 2016
(Dollars in thousands, except share information)
(Unaudited)

   
March 31,
 
December 31,
Assets
2017
 
2016
Cash and due from banks
$
162,985

 
$
158,686

Interest-bearing deposits in other banks
342,138

 
336,341

Federal funds sold
10,000

 
10,000

Cash and cash equivalents
515,123

 
505,027

Certificates of deposit held in other banks
5,892

 
2,707

Securities available for sale, at fair value
350,409

 
316,435

Loans held for sale
5,081

 
9,795

Loans, net
4,666,653

 
4,539,063

Premises and equipment, net
88,286

 
89,898

Other real estate owned
2,896

 
1,972

Federal Home Loan Bank (FHLB) of Dallas stock and other restricted stock
26,672

 
26,536

Bank-owned life insurance (BOLI)
57,608

 
57,209

Deferred tax asset
7,950

 
9,631

Goodwill
258,319

 
258,319

Core deposit intangible, net
13,685

 
14,177

Other assets
24,040

 
22,032

           Total assets
$
6,022,614

 
$
5,852,801

 
 
 
 
Liabilities and Stockholders’ Equity
 
 
 
Deposits:
 
 
 
   Noninterest-bearing
$
1,126,113

 
$
1,117,927

   Interest-bearing
3,596,090

 
3,459,182

           Total deposits
4,722,203

 
4,577,109

FHLB advances
460,727

 
460,746

Other borrowings
107,388

 
107,299

Junior subordinated debentures
18,147

 
18,147

Other liabilities
25,680

 
17,135

           Total liabilities
5,334,145

 
5,180,436

Commitments and contingencies
 
 
 
Stockholders’ equity:
 
 
   
Preferred stock (0 and 0 shares outstanding, respectively)

 

Common stock
189

 
189

Additional paid-in capital
556,350

 
555,325

Retained earnings
131,730

 
117,951

Accumulated other comprehensive income (loss)
200

 
(1,100
)
Total stockholders’ equity
688,469

 
672,365

            Total liabilities and stockholders’ equity
$
6,022,614

 
$
5,852,801










9

            

Independent Bank Group, Inc. and Subsidiaries
Consolidated Average Balance Sheet Amounts, Interest Earned and Yield Analysis
Three Months Ended March 31, 2017 and 2016
(Dollars in thousands)
(Unaudited)

The analysis below shows average interest earning assets and interest bearing liabilities together with the average yield on the interest earning assets and the average cost of the interest bearing liabilities for the periods presented.
   
Three Months Ended March 31,
   
2017
 
2016
   
Average
Outstanding
Balance
 
Interest
 
Yield/
Rate
 
Average
Outstanding
Balance
 
Interest
 
Yield/
Rate
Interest-earning assets:
 
 
 
 
 
 
 
 
 
 
 
Loans
$
4,631,918

 
$
53,744

 
4.71
%
 
$
4,031,322

 
$
49,910

 
4.98
%
Taxable securities
242,822

 
764

 
1.28

 
208,740

 
730

 
1.41

Nontaxable securities
81,773

 
541

 
2.68

 
74,609

 
451

 
2.43

Interest-bearing deposits and other
338,034

 
890

 
1.07

 
185,855

 
373

 
0.81

Total interest-earning assets
5,294,547

 
$
55,939

 
4.28

 
4,500,526

 
$
51,464

 
4.60

Noninterest-earning assets
585,926

 
   
 
   
 
741,763

 
   
 
   
Total assets
$
5,880,473

 
   
 
   
 
$
5,242,289

 
   
 
   
Interest-bearing liabilities:
   
 
   
 
   
 
   
 
   
 
   
Checking accounts
$
1,938,628

 
$
2,166

 
0.45
%
 
$
1,593,295

 
$
1,745

 
0.44
%
Savings accounts
168,328

 
66

 
0.16

 
144,315

 
64

 
0.18

Money market accounts
566,833

 
1,056

 
0.76

 
504,616

 
459

 
0.37

Certificates of deposit
846,610

 
1,741

 
0.83

 
825,353

 
1,383

 
0.67

Total deposits
3,520,399

 
5,029

 
0.58

 
3,067,579

 
3,651

 
0.48

FHLB advances
460,733

 
1,171

 
1.03

 
435,730

 
1,001

 
0.92

Other borrowings
107,356

 
1,705

 
6.44

 
72,297

 
1,003

 
5.58

Junior subordinated debentures
18,147

 
167

 
3.73

 
18,147

 
149

 
3.30

Total interest-bearing liabilities
4,106,635

 
8,072

 
0.80

 
3,593,753

 
5,804

 
0.65

Noninterest-bearing checking accounts
1,073,703

 
   
 
   
 
1,016,032

 
   
 
   
Noninterest-bearing liabilities
18,701

 
   
 
   
 
11,026

 
   
 
   
Stockholders’ equity
681,434

 
   
 
   
 
621,478

 
   
 
   
Total liabilities and equity
$
5,880,473

 
   
 
   
 
$
5,242,289

 
   
 
   
Net interest income
   
 
$
47,867

 
   
 
   
 
$
45,660

 
   
Interest rate spread
   
 
   
 
3.48
%
 
   
 
   
 
3.95
%
Net interest margin
   
 
   
 
3.67

 
   
 
   
 
4.08

Average interest earning assets to interest bearing liabilities
   
 
   
 
128.93

 
   
 
   
 
125.23






10

            

Independent Bank Group, Inc. and Subsidiaries
Loan Portfolio Composition
As of March 31, 2017 and December 31, 2016
(Dollars in thousands)
(Unaudited)

The following table sets forth loan totals by category as of the dates presented:
 

 

 
 
March 31, 2017
 
December 31, 2016
 
 
Amount
 
% of Total
 
Amount
 
% of Total
Commercial
 
$
601,985

 
12.7
%
 
$
630,805

 
13.7
%
Real estate:
 
 
 
 
 
 
 
   
Commercial real estate
 
2,562,743

 
54.4

 
2,459,221

 
53.7

Commercial construction, land and land development
 
573,623

 
12.2

 
531,481

 
11.6

Residential real estate (1)
 
652,650

 
13.9

 
644,340

 
14.1

Single-family interim construction
 
237,740

 
5.1

 
235,475

 
5.1

Agricultural
 
52,515

 
1.1

 
53,548

 
1.2

Consumer
 
26,224

 
0.6

 
27,530

 
0.6

Other
 
112

 

 
166

 

Total loans
 
4,707,592

 
100.0
%
 
4,582,566

 
100.0
%
Deferred loan fees
 
(2,427
)
 
 
 
(2,117
)
 
 
Allowance for losses
 
(33,431
)
 
 
 
(31,591
)
 
   
Total loans, net
 
$
4,671,734

 
   
 
$
4,548,858

 
   
(1) Includes loans held for sale at March 31, 2017 and December 31, 2016 of $5,081 and $9,795, respectively.

11

            

Independent Bank Group, Inc. and Subsidiaries
Reconciliation of Non-GAAP Financial Measures
Three Months Ended March 31, 2017, December 31, 2016, September 30, 2016, June 30, 2016 and March 31, 2016
(Dollars in thousands, except for share data)
(Unaudited)


 
 
For the Three Months Ended
 
 
March 31, 2017
December 31, 2016
September 30, 2016
June 30, 2016
March 31, 2016
Net Interest Income - Reported
(a)
$
47,867

$
46,526

$
45,737

$
45,883

$
45,660

Income recognized on acquired loans
 
(123
)
(51
)
(116
)
(265
)
(1,333
)
Adjusted Net Interest Income
(b)
47,744

46,475

45,621

45,618

44,327

Provision Expense - Reported
(c)
2,023

2,197

2,123

2,123

2,997

Noninterest Income - Reported
(d)
4,583

5,224

4,932

4,929

4,470

Loss on sale of branch
 


43



Gain on sale of OREO and repossessed assets
 


(4
)
(10
)
(48
)
Gain on sale of securities
 



(4
)

(Gain) loss on sale of premises and equipment
 
(5
)

9

(3
)
(38
)
Adjusted Noninterest Income
(e)
4,578

5,224

4,980

4,912

4,384

Noninterest Expense - Reported
(f)
28,028

27,361

26,887

31,023

28,519

Senior leadership restructure (6)
 



(2,575
)

OREO Impairment
 


(51
)

(55
)
IPO related stock grant
 
(125
)
(127
)
(104
)
(156
)
(156
)
Acquisition Expense (5)
 
(459
)
(1,075
)
(384
)
(475
)
(1,187
)
Adjusted Noninterest Expense
(g)
27,444

26,159

26,348

27,817

27,121

Pre-Tax Pre-Provision Income
(a) + (d) - (f)
$
24,422

$
24,389

$
23,782

$
19,789

$
21,611

Core Pre-Tax Pre-Provision Income
(b) + (e) - (g)
$
24,878

$
25,540

$
24,253

$
22,713

$
21,590

Core Net Income (2)
(b) - (c) + (e) - (g)
$
15,990

$
15,541

$
14,819

$
13,764

$
12,438

Reported Efficiency Ratio
(f) / (a + d)
53.44
%
52.87
%
53.06
%
61.05
%
56.89
%
Core Efficiency Ratio
(g) / (b + e)
52.45
%
50.60
%
52.07
%
55.05
%
55.68
%
Adjusted Return on Average Assets (1)
 
1.10
%
1.08
%
1.07
%
1.03
%
0.95
%
Adjusted Return on Average Equity (1)
 
9.52
%
9.39
%
9.24
%
8.86
%
8.09
%
Adjusted Return on Tangible Equity (1)
 
15.85
%
16.03
%
16.15
%
15.76
%
14.57
%
Total Average Assets
 
$
5,880,473

$
5,729,160

$
5,535,203

$
5,367,935

$
5,242,289

Total Average Stockholders' Equity (3)
 
$
681,434

$
658,369

$
638,355

$
624,981

$
618,059

Total Average Tangible Stockholders' Equity (3) (4)
 
$
409,191

$
385,635

$
365,127

$
351,263

$
343,418

(1) Calculated using core net income
(2)  Assumes actual effective tax rate of 30.0%, 33.4%, 33.0%, 33.2% and 33.1%, respectively. March 31, 2016 tax rate adjusted for effect of non-deductible acquisition expenses.
(3)  Excludes average balance of Series A preferred stock.
(4) Excludes average balance of goodwill and net core deposit intangibles.
(5) Acquisition expenses include $313 thousand, $290 thousand, $381 thousand, $385 thousand and $548 thousand, of compensation and bonus expenses in addition to $146 thousand, $785 thousand, $3 thousand, $90 thousand and $639 thousand of merger-related expenses for the quarters ended March 31, 2017, December 31, 2016, September 30, 2016, June 30, 2016 and March 31, 2016, respectively.
(6) Includes $1,952 related to the former Houston Region CEO's Separation Agreement.

12

            

Independent Bank Group, Inc. and Subsidiaries
Reconciliation of Non-GAAP Financial Measures
As of March 31, 2017 and December 31, 2016
(Dollars in thousands, except per share information)
(Unaudited)

Tangible Book Value & Tangible Common Equity To Tangible Asset Ratio
 
 
 
 
March 31,
 
December 31,
 
2017
 
2016
Tangible Common Equity
 
 
 
Total common stockholders' equity
$
688,469

 
$
672,365

Adjustments:
 
 
 
Goodwill
(258,319
)
 
(258,319
)
Core deposit intangibles, net
(13,685
)
 
(14,177
)
Tangible common equity
$
416,465

 
$
399,869

 
 
 
 
Tangible Assets
 
 
 
Total assets
$
6,022,614

 
$
5,852,801

Adjustments:
 
 
 
Goodwill
$
(258,319
)
 
$
(258,319
)
Core deposit intangibles
$
(13,685
)
 
$
(14,177
)
Tangible assets
$
5,750,610

 
$
5,580,305

Common shares outstanding
18,925,182

 
18,870,312

Tangible common equity to tangible assets
7.24
%
 
7.17
%
Book value per common share
$
36.38

 
$
35.63

Tangible book value per common share
22.01

 
21.19





13