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8-K - 8-K - FIRST MIDWEST BANCORP INCfmbi03312017er8-k.htm



 
 
 
 
Exhibit 99.1
 
 
a3282014fmbilogoa13.jpg
 
 
 
 
 
FOR IMMEDIATE RELEASE
 
 
 
 
 
 
 

FIRST MIDWEST BANCORP, INC. ANNOUNCES
2017 FIRST QUARTER RESULTS
ITASCA, IL, April 25, 2017 - First Midwest Bancorp, Inc. (the "Company" or "First Midwest") (NASDAQ NGS: FMBI), the holding company of First Midwest Bank (the "Bank"), today reported results of operations and financial condition for the first quarter of 2017. Net income for the first quarter of 2017 was $22.9 million, or $0.23 per share. This compares to $20.7 million, or $0.25 per share, for the fourth quarter of 2016, and $18.0 million, or $0.23 per share, for the first quarter of 2016.
Reported results were impacted by certain significant transactions, which include: acquisition and integration related expenses associated with completed and pending acquisitions (all periods presented) and the lease cancellation fee recognized as a result of the Company's planned 2018 corporate headquarters relocation (fourth quarter of 2016).
Excluding these certain significant transactions, earnings per share (1) was $0.34 for the first quarter of 2017, compared to $0.32 for the fourth quarter of 2016 and $0.27 for the first quarter of 2016.
SELECT FIRST QUARTER HIGHLIGHTS
Generated earnings per share, excluding certain significant transactions (1), of $0.34, up 25% from the first quarter of 2016 and 6% from the fourth quarter of 2016.
Grew fee-based revenues to $38 million, an increase of 13% from the first quarter of 2016 and 2% from the fourth quarter of 2016.
Improved efficiency ratio (1) to 61%, down from 65% for the first quarter of 2016 and 64% for the fourth quarter of 2016.
Increased net interest income to $115 million, up 43% from the first quarter of 2016 and 31% from the fourth quarter of 2016.
Reduced charge-offs net of recoveries, to average loans, annualized, to 12 basis points, down 45% from both the first and fourth quarters of 2016.
Completed the acquisitions of Standard Bancshares, Inc. on January 6, 2017, adding $1.8 billion in loans and $2.0 billion in deposits, and Premier Asset Management LLC on February 28, 2017, adding approximately $550 million in trust assets under management.

"We’ve had a great start to 2017," said Michael L. Scudder, President and Chief Executive Officer of the Company. "The quarter closed with total assets of nearly $14 billion, 20% larger than we ended 2016, principally due to our successful combination with Standard Bank & Trust in early January. Excluding attendant integration and organizational costs, earnings per share for the quarter grew by 25% as compared to a year ago. While dominated by acquired growth, the quarter reflects the benefits of improved margins, lower credit costs, and solid legacy performance across our business lines."
Mr. Scudder continued, "Our accomplishments are a testament to an engaged team of colleagues. Through their efforts, we have greatly enhanced our balance sheet, infrastructure, and, most importantly, our ability to serve the financial needs of our clients. With operational and systems integration activities largely behind us, our underlying business momentum is building. This momentum, combined with our strong capital foundation, positions us well to pursue opportunities to grow and perform for our shareholders."


(1) These metrics are non-GAAP financial measures. For details on the calculation of these metrics, see the sections titled "Non-GAAP Financial Information" and "Non-GAAP Reconciliations" presented later in this release.

First Midwest Bancorp, Inc. | One Pierce Place | Suite 1500 | Itasca | Illinois | 60143



ACQUISITIONS
Standard Bancshares, Inc.
On January 6, 2017, the Company completed its acquisition of Standard Bancshares, Inc. ("Standard"), the holding company for Standard Bank and Trust Company. At the close of the acquisition, the Company acquired 35 banking offices located primarily in the southwest Chicago suburbs and adjacent markets in northwest Indiana, and added approximately $2.0 billion in deposits and $1.8 billion in loans. The merger consideration totaled $580.7 million and consisted of $533.6 million in Company common stock and $47.1 million in cash. All operating systems were converted during the first quarter of 2017.
Premier Asset Management LLC
On February 28, 2017, the Company completed its acquisition of Premier Asset Management LLC ("Premier"), a registered investment advisor based in Chicago, Illinois. At the close of the acquisition, the Company acquired approximately $550.0 million of trust assets under management. With this acquisition, the assets the Company collectively manages on behalf of its clients increased to nearly $10.0 billion, representing annualized revenues of approximately $40.0 million.


2



OPERATING PERFORMANCE
Net Interest Income and Margin Analysis
(Dollar amounts in thousands)
 
Quarters Ended
 
March 31, 2017
 
 
December 31, 2016
 
 
March 31, 2016
 
Average Balance
 
Interest
 
Yield/
Rate
(%)
 
 
Average
Balance
 
Interest
 
Yield/
Rate
(%)
 
 
Average
Balance
 
Interest
 
Yield/
Rate
(%)
Assets:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other interest-earning assets
$
215,915

 
$
441

 
0.83
 
 
$
177,974

 
$
362

 
0.81
 
 
$
241,645

 
$
342

 
0.57
Securities (1)
2,021,157

 
11,535

 
2.28
 
 
2,016,588

 
11,088

 
2.20
 
 
1,495,462

 
9,998

 
2.67
Federal Home Loan Bank ("FHLB") and
  Federal Reserve Bank ("FRB") stock
54,219

 
368

 
2.71
 
 
54,093

 
421

 
3.11
 
 
39,773

 
159

 
1.60
Loans (1)
9,920,513

 
113,409

 
4.64
 
 
8,177,036

 
86,520

 
4.21
 
 
7,346,035

 
79,356

 
4.34
Total interest-earning assets (1)
12,211,804

 
125,753

 
4.17
 
 
10,425,691

 
98,391

 
3.76
 
 
9,122,915

 
89,855

 
3.96
Cash and due from banks
176,953

 
 
 
 
 
 
145,807

 
 
 
 
 
 
133,268

 
 

 
 
Allowance for loan losses
(89,065
)
 
 
 
 
 
 
(89,401
)
 


 
 
 
 
(75,654
)
 
 

 
 
Other assets
1,373,433

 
 
 
 
 
 
898,011

 


 
 
 
 
876,316

 
 

 
 
Total assets
$
13,673,125

 
 
 
 
 
 
$
11,380,108

 
 
 
 
 
 
$
10,056,845

 
 

 
 
Liabilities and Stockholders' Equity:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing core deposits (2)
$
5,837,150

 
1,497

 
0.10
 
 
$
4,971,630

 
1,049

 
0.08
 
 
$
4,607,738

 
948

 
0.08
Time deposits
1,515,597

 
1,712

 
0.46
 
 
1,213,048

 
1,426

 
0.47
 
 
1,183,463

 
1,437

 
0.49
Borrowed funds
734,091

 
2,194

 
1.21
 
 
617,975

 
1,716

 
1.10
 
 
303,232

 
1,316

 
1.75
Senior and subordinated debt
194,677

 
3,099

 
6.46
 
 
259,531

 
4,112

 
6.30
 
 
201,253

 
3,133

 
6.26
Total interest-bearing liabilities
8,281,515

 
8,502

 
0.42
 
 
7,062,184

 
8,303

 
0.47
 
 
6,295,686

 
6,834

 
0.44
Demand deposits (2)
3,355,674

 
 
 
 
 
 
2,803,016

 
 
 
 
 
 
2,463,017

 
 
 
 
Total funding sources
11,637,189

 
 
 
 
 
 
9,865,200

 


 
 
 
 
8,758,703

 

 
 
Other liabilities
272,398

 
 
 
 
 
 
244,915

 
 
 
 
 
 
119,554

 
 
 
 
Stockholders' equity - common
1,763,538

 
 
 
 
 
 
1,269,993

 
 
 
 
 
 
1,178,588

 
 
 

Total liabilities and
  stockholders' equity
$
13,673,125

 
 
 
 
 
 
$
11,380,108

 
 
 
 
 
 
$
10,056,845

 
 
 
 
Tax-equivalent net interest
  income/margin (1) 
 
 
117,251

 
3.89
 
 
 
 
90,088

 
3.44
 
 
 
 
83,021

 
3.66
Tax-equivalent adjustment
 
 
(2,054
)
 

 
 
 
 
(2,064
)
 

 
 
 
 
(2,307
)
 

Net interest income (GAAP) (1)
 
 
$
115,197

 

 
 
 
 
$
88,024

 

 
 
 
 
$
80,714

 

Impact of acquired loan accretion (1)
 
 
$
11,345

 
0.38
 
 
 
 
$
2,663

 
0.10
 
 
 
 
$
2,423

 
0.11
Tax-equivalent net interest margin,
  excluding the impact of acquired loan
  accretion (1)
 
 
105,906

 
3.51
 
 
 
 
87,425

 
3.34
 
 
 
 
80,598

 
3.55

(1) Interest income and yields on tax-exempt securities and loans are presented on a tax-equivalent basis, assuming a federal income tax rate of 35%. The corresponding income tax impact related to tax-exempt items is recorded in income tax expense. These adjustments have no impact on net income. For further details on the calculation of tax-equivalent net interest income, net interest income and margin (GAAP), and tax-equivalent net interest margin, excluding the impact of acquired loan accretion, see the sections titled "Non-GAAP Financial Information" and "Non-GAAP Reconciliations" presented later in this release.
(2) See the Deposit Composition table presented later in this release for average balance detail by category.
Net interest income increased by 30.9% from the fourth quarter of 2016 and 42.7% compared to the first quarter of 2016. The rise in net interest income from both prior periods resulted primarily from the acquisition of interest-earning assets and acquired loan accretion from the Standard transaction early in the first quarter of 2017. Higher interest rates combined with increased levels of interest-earning assets from securities purchases and loan growth also contributed to the increase in net interest income compared to the first quarter of 2016.
Acquired loan accretion contributed $11.3 million, $2.7 million, and $2.4 million to net interest income for the first quarter of 2017, the fourth quarter of 2016, and the first quarter of 2016, respectively.

3



Tax-equivalent net interest margin for the current quarter was 3.89%, increasing 45 basis points from the fourth quarter of 2016 and 23 basis points from the first quarter of 2016. The rise in tax-equivalent net interest margin was impacted by a 28 basis point and 27 basis point increase in acquired loan accretion compared to the fourth and first quarters of 2016, respectively, due primarily to the Standard transaction. In addition, the impact of adding a greater mix of higher-yielding fixed-rate loans acquired from Standard contributed to the increase compared to both prior periods. Compared to the fourth quarter of 2016, tax-equivalent net interest margin also benefited from higher interest rates and a normalized level of senior and subordinated debt costs. Senior and subordinated debt costs were elevated in the fourth quarter of 2016 due to the timing of the issuance of subordinated notes and the subsequent repayment of maturing senior notes during the second half of 2016. Compared to the first quarter of 2016, the increases previously noted from Standard were partly offset by growth in the securities portfolio and the continued shift of loan originations and mix to lower-yielding floating rate loans.
For the first quarter of 2017, total average interest-earning assets rose $1.8 billion from the fourth quarter of 2016 and $3.1 billion from the first quarter of 2016. The increase compared to both prior periods resulted from interest-earning assets acquired in the Standard transaction early in the first quarter of 2017. In addition, the rise in average interest-earning assets compared to the first quarter of 2016 was impacted by organic loan growth, security purchases, and interest-earning assets acquired in the NI Bancshares Corporation ("NI Bancshares") transaction late in the first quarter of 2016.
Average funding sources increased by $1.8 billion from the fourth quarter of 2016 and $2.9 billion from the first quarter of 2016. The increase from both prior periods was impacted by deposits acquired in the Standard transaction early in the first quarter of 2017. Deposits acquired in the NI Bancshares transaction late in the first quarter of 2016 and the addition of FHLB advances during the second half of 2016 also contributed to the rise in average funding sources compared to the first quarter of 2016.

Fee-based Revenues and Total Noninterest Income Analysis
(Dollar amounts in thousands)
 
 
Quarters Ended
 
March 31, 2017 Percent Change From
 
 
March 31,
2017
 
December 31,
2016
 
March 31,
2016
 
December 31,
2016
 
March 31,
2016
Service charges on deposit accounts
 
$
11,365

 
$
10,315

 
$
9,473

 
10.2

 
20.0

Wealth management fees
 
9,660

 
8,375

 
7,559

 
15.3

 
27.8

Card-based fees
 
8,116

 
7,462

 
6,718

 
8.8

 
20.8

Merchant servicing fees
 
3,135

 
3,016

 
3,028

 
3.9

 
3.5

Mortgage banking income
 
1,888

 
3,537

 
1,368

 
(46.6
)
 
38.0

Capital market products income
 
1,376

 
1,827

 
3,215

 
(24.7
)
 
(57.2
)
Other service charges, commissions, and fees
 
2,307

 
2,575

 
2,233

 
(10.4
)
 
3.3

Total fee-based revenues
 
37,847

 
37,107

 
33,594

 
2.0

 
12.7

Net securities gains
 

 
323

 
887

 
(100.0
)
 
(100.0
)
Other income
 
2,104

 
2,281

 
1,445

 
(7.8
)
 
45.6

Total noninterest income
 
$
39,951

 
$
39,711

 
$
35,926

 
0.6

 
11.2

Total fee-based revenues of $37.8 million grew by $740,000, or 2.0%, compared to the fourth quarter of 2016 and by $4.3 million, or 12.7%, compared to the first quarter of 2016. Compared to the fourth quarter of 2016, growth in income resulted primarily from services provided to customers acquired in the Standard transaction, partially offset by a normal seasonal decline in service charges on deposit accounts and a reduction in mortgage banking and capital market products income. The increase in fee-based revenues compared to the first quarter of 2016 resulted primarily from services provided to customers acquired in the Standard transaction and the full-quarter impact of services provided to customers acquired in the NI Bancshares transaction late in the first quarter of 2016.
Mortgage banking income resulted from sales of $54.6 million of 1-4 family mortgage loans in the secondary market during the first quarter of 2017, down seasonally compared to $85.3 million in the fourth quarter of 2016, but up from sales of $38.7 million in the first quarter of 2016. In addition, mortgage banking income for the fourth quarter of 2016 benefited from an increase in the fair value of mortgage servicing rights, which fluctuate from quarter to quarter.
The decline in capital market products income compared to both prior periods was consistent with loan production during the first quarter of 2017.


4



Noninterest Expense Analysis
(Dollar amounts in thousands)
 
 
Quarters Ended
 
March 31, 2017 Percent Change From
 
 
March 31,
2017
 
December 31,
2016
 
March 31,
2016
 
December 31,
2016
 
March 31,
2016
Salaries and employee benefits:
 
 
 
 
 
 
 
 
 
 
Salaries and wages
 
$
44,890

 
$
39,257

 
$
36,296

 
14.3

 
23.7

Retirement and other employee benefits
 
10,882

 
8,160

 
8,298

 
33.4

 
31.1

Total salaries and employee benefits
 
55,772

 
47,417

 
44,594

 
17.6

 
25.1

Net occupancy and equipment expense
 
12,325

 
10,774

 
9,697

 
14.4

 
27.1

Professional services
 
8,463

 
7,138

 
5,920

 
18.6

 
43.0

Technology and related costs
 
4,433

 
3,514

 
3,701

 
26.2

 
19.8

Merchant card expense
 
2,585

 
2,603

 
2,598

 
(0.7
)
 
(0.5
)
Advertising and promotions
 
1,066

 
2,330

 
1,589

 
(54.2
)
 
(32.9
)
Cardholder expenses
 
1,764

 
1,426

 
1,359

 
23.7

 
29.8

Net other real estate owned ("OREO") expense
 
1,700

 
925

 
664

 
83.8

 
156.0

Other expenses
 
9,969

 
8,050

 
7,447

 
23.8

 
33.9

Total noninterest expense excluding
  certain significant transactions (1)
 
98,077

 
84,177

 
77,569

 
16.5

 
26.4

Acquisition and integration related expenses
 
18,565

 
7,542

 
5,020

 
146.2

 
269.8

Lease cancellation fee
 

 
950

 

 
(100.0
)
 

Total noninterest expense
 
$
116,642

 
$
92,669

 
$
82,589

 
25.9

 
41.2


(1) Total noninterest expense, excluding certain significant transactions, is a non-GAAP financial measure. See the Non-GAAP Financial Information discussion for detail.
Total noninterest expense increased by 25.9% and 41.2% compared to the fourth and first quarters of 2016, respectively. Excluding certain significant transactions, total noninterest expense increased by 16.5% from the fourth quarter of 2016 and 26.4% compared to the first quarter of 2016.
Operating costs associated with the Standard transaction contributed more than two-thirds of the increase in total noninterest expense, excluding certain significant transactions, from the fourth quarter of 2016. These costs primarily occurred in salaries and employee benefits, net occupancy and equipment expense, technology and related costs, professional services, cardholder expenses, and other expenses. Net OREO expense increased from the fourth quarter of 2016 due to higher resolutions of OREO properties that resulted in an increase in losses on sales of OREO and expenses.
Compared to the first quarter of 2016, approximately half of the increase in total noninterest expense, excluding certain significant transactions, resulted from operating costs associated with the Standard transaction and the full quarter impact of the NI Bancshares transaction completed late in the first quarter of 2016. Net OREO expense increased from the first quarter of 2016 due to higher valuation adjustments and a rise in expenses related to the resolution of certain properties.
Compared to both prior periods, compensation costs associated with merit increases, investments in additional talent to support growth, and higher loan remediation expenses contributed to the rise in salaries and employee benefits and professional services. The decrease in advertising and promotions expense from both prior periods resulted from the timing of certain advertising costs.
Acquisition and integration related expenses resulted from the acquisition of Standard and Premier during the first quarter of 2017 and NI Bancshares during the first quarter of 2016. These expenses fluctuate based on the size and timing of each transaction.
During the fourth quarter of 2016, a lease cancellation fee of $950,000 was recognized as a result of the Company's planned 2018 corporate headquarters relocation.

5



LOAN PORTFOLIO AND ASSET QUALITY
Loan Portfolio Composition
(Dollar amounts in thousands)
 
 
As of
 
March 31, 2017 Percent Change From
 
 
March 31, 2017
 
 
 
 
 
 
 
 
 
 
Legacy
 
Acquired (1)
 
Total
 
December 31,
2016
 
March 31, 2016
 
December 31, 2016
 
March 31, 2016
Commercial and industrial
 
$
2,855,259

 
$
515,521

 
$
3,370,780

 
$
2,827,658

 
$
2,634,391

 
19.2
 
28.0
Agricultural
 
394,855

 
27,929

 
422,784

 
389,496

 
422,231

 
8.5
 
0.1
Commercial real estate:
 

 
 
 
 
 
 
 
 
 
 
 
 
Office, retail, and
  industrial
 
1,542,831

 
446,148

 
1,988,979

 
1,581,967

 
1,566,572

 
25.7
 
27.0
Multi-family
 
634,500

 
37,210

 
671,710

 
614,052

 
562,084

 
9.4
 
19.5
Construction
 
453,001

 
115,459

 
568,460

 
451,540

 
260,743

 
25.9
 
118.0
Other commercial real
  estate
 
967,763

 
390,018

 
1,357,781

 
979,528

 
1,060,481

 
38.6
 
28.0
Total commercial real
  estate
 
3,598,095

 
988,835

 
4,586,930

 
3,627,087

 
3,449,880

 
26.5
 
33.0
Total corporate loans
 
6,848,209

 
1,532,285

 
8,380,494

 
6,844,241

 
6,506,502

 
22.4
 
28.8
Home equity
 
783,910

 
96,757

 
880,667

 
747,983

 
698,309

 
17.7
 
26.1
1-4 family mortgages
 
451,488

 
88,660

 
540,148

 
423,922

 
403,765

 
27.4
 
33.8
Installment
 
251,406

 
1,655

 
253,061

 
237,999

 
213,979

 
6.3
 
18.3
Total consumer loans
 
1,486,804

 
187,072

 
1,673,876

 
1,409,904

 
1,316,053

 
18.7
 
27.2
Total loans
 
$
8,335,013

 
$
1,719,357

 
$
10,054,370

 
$
8,254,145

 
$
7,822,555

 
21.8
 
28.5
(1) Amount represents loans acquired in the Standard transaction, which was completed in the first quarter of 2017.
Total loans of $10.1 billion grew 21.8% and 28.5% from December 31, 2016 and March 31, 2016, respectively. Excluding loans acquired in the Standard transaction of $1.7 billion, total loans grew modestly from December 31, 2016 and 6.6% from March 31, 2016. The addition of shorter-duration, floating rate home equity loans and the expansion of mortgage and installment loans drove the increase compared to December 31, 2016.
Compared to March 31, 2016, the increase in commercial and industrial loans resulted primarily from broad-based increases within our middle market and sector-based lending business units and multi-family loans increased due to organic growth. The rise in construction loans compared to March 31, 2016 was driven primarily by select commercial projects for which permanent financing is expected upon their completion. Growth in consumer loans compared to the first quarter of 2016 resulted from the continued expansion of mortgage and installment loans and the addition of shorter-duration, floating rate home equity loans.

6



Asset Quality
(Dollar amounts in thousands)
 
 
As of
 
March 31, 2017 Percent Change From
 
 
March 31,
2017
 
December 31,
2016
 
March 31,
2016
 
December 31,
2016
 
March 31,
2016
Asset quality
 
 
 
 
 
 
 
 
 
 
Non-accrual loans
 
$
54,294

 
$
59,289

 
$
31,890

 
(8.4
)
 
70.3

90 days or more past due loans, still accruing
  interest (1)
 
2,633

 
5,009

 
5,835

 
(47.4
)
 
(54.9
)
Total non-performing loans
 
56,927

 
64,298

 
37,725

 
(11.5
)
 
50.9

Accruing troubled debt restructurings
  ("TDRs")
 
2,112

 
2,291

 
2,702

 
(7.8
)
 
(21.8
)
OREO
 
29,140

 
26,083

 
29,649

 
11.7

 
(1.7
)
Total non-performing assets
 
$
88,179

 
$
92,672

 
$
70,076

 
(4.8
)
 
25.8

30-89 days past due loans (1)
 
$
23,641

 
$
21,043

 
$
30,142

 


 


 
 
 
 
 
 
 
 
 
 
 
Non-accrual loans to total loans (2)
 
0.54
%
 
0.72
%
 
0.41
%
 
 
 
 
Non-performing loans to total loans (2)
 
0.57
%
 
0.78
%
 
0.48
%
 
 
 
 
Non-performing assets to total loans plus
  OREO (2)
 
0.87
%
 
1.12
%
 
0.89
%
 
 
 
 
Allowance for credit losses
 
 
 
 
 
 
 
 
 
 
Allowance for loan losses
 
$
88,163

 
$
86,083

 
$
77,150

 


 


Reserve for unfunded commitments
 
1,000

 
1,000

 
1,225

 


 


Total allowance for credit losses
 
$
89,163

 
$
87,083

 
$
78,375

 


 


Allowance for credit losses to total loans (3)
 
0.89
%
 
1.06
%
 
1.00
%
 
 
 
 
Allowance for credit losses to loans, excluding
  acquired loans
 
1.11
%
 
1.11
%
 
1.11
%
 
 
 
 
Allowance for credit losses to non-accrual
  loans
 
164.22
%
 
146.88
%
 
245.77
%
 
 
 
 

(1) Purchased credit impaired loans with an accretable yield are considered current and are not included in past due loan totals.
(2) Excluding the impact of loans and OREO acquired in the Standard transaction, non-accrual loans to total loans, non-performing loans to total loans, and non-performing assets to total loans plus OREO were 0.65%, 0.68%, and 0.95%, respectively, at March 31, 2017.
(3) This ratio includes acquired loans that are recorded at fair value through an acquisition adjustment, which incorporates credit risk as of the acquisition date with no allowance for credit losses being established at that time. As the acquisition adjustment is accreted into income over future periods, an allowance for credit losses on acquired loans is established as necessary to reflect credit deterioration.
Total non-performing assets represented 0.87% of total loans and OREO at March 31, 2017, down from 1.12% at December 31, 2016 and 0.89% at March 31, 2016. Included in non-performing assets as of March 31, 2017 was $8.4 million of OREO acquired in the Standard transaction.

7



Charge-Off Data
(Dollar amounts in thousands)
 
 
Quarters Ended
 
 
March 31,
2017
 
% of
Total
 
December 31,
2016
 
% of
Total
 
March 31,
2016
 
% of
Total
Net loan charge-offs (1):
 
 
 
 
 
 
 
 
 
 
 
 
Commercial and industrial
 
$
1,894

 
66.7

 
$
3,540

 
78.1

 
$
1,396

 
34.3
Agricultural
 
514

 
18.1

 

 

 

 
Office, retail, and industrial
 
(848
)
 
(29.9
)
 
165

 
3.6

 
421

 
10.3
Multi-family
 
(28
)
 
(1.0
)
 
17

 
0.4

 
179

 
4.4
Construction
 
(222
)
 
(7.8
)
 
(12
)
 
(0.3
)
 
111

 
2.7
Other commercial real estate
 
307

 
10.8

 
(111
)
 
(2.4
)
 
1,294

 
31.8
Consumer
 
1,221

 
43.0

 
933

 
20.6

 
672

 
16.5
Total net loan charge-offs
 
$
2,838

 
100.0

 
$
4,532

 
100.0

 
$
4,073

 
100.0
Total recoveries included above
 
$
3,440

 
 
 
$
1,489

 
 
 
$
1,116

 
 
Net loan charge-offs to average
  loans, annualized:
 
 
 
 
 
 
 
 
 
 
 
 
Quarter-to-date (2)
 
0.12
%
 
 
 
0.22
%
 
 
 
0.22
%
 
 

(1) Amounts represent charge-offs, net of recoveries.
(2) Excluding the impact of loans acquired in the Standard transaction, net loan charge-offs to average loans, annualized, was 0.14% at March 31, 2017.
Net loan charge-offs to average loans, annualized were 0.12%, down from 0.22% for both quarters ended December 31, 2016 and March 31, 2016. Net loan charge-offs for the first quarter of 2017 include $3.4 million in recoveries, which relate primarily to three corporate loan relationships that were charged-off in prior periods.

DEPOSIT PORTFOLIO

Deposit Composition
(Dollar amounts in thousands)
 
 
Average for Quarters Ended
 
March 31, 2017 Percent Change From
 
 
March 31,
2017
 
December 31,
2016
 
March 31,
2016
 
December 31,
2016
 
March 31,
2016
Demand deposits
 
$
3,355,674

 
$
2,803,016

 
$
2,463,017

 
19.7
 
36.2
Savings deposits
 
2,029,631

 
1,633,010

 
1,575,174

 
24.3
 
28.9
NOW accounts
 
1,916,816

 
1,715,228

 
1,448,666

 
11.8
 
32.3
Money market accounts
 
1,890,703

 
1,623,392

 
1,583,898

 
16.5
 
19.4
Core deposits
 
9,192,824

 
7,774,646

 
7,070,755

 
18.2
 
30.0
Time deposits
 
1,515,597

 
1,213,048

 
1,183,463

 
24.9
 
28.1
Total deposits
 
$
10,708,421

 
$
8,987,694

 
$
8,254,218

 
19.1
 
29.7

Average core deposits of $9.2 billion for the first quarter of 2017 increased by 18.2% and 30.0% compared to the fourth and first quarters of 2016, respectively. The rise in average core deposits compared to both prior periods resulted from $1.5 billion in average core deposits assumed in the Standard transaction in the first quarter of 2017. This increase more than offset the normal seasonal decline in commercial and municipal deposits compared to the fourth quarter of 2016. In addition, compared to the first quarter of 2016, organic growth and the full-quarter impact of deposits assumed in the NI Bancshares transaction contributed to the increase.

8






CAPITAL MANAGEMENT
Capital Ratios
 
 
As of
 
 
March 31,
2017
 
December 31,
2016
 
March 31,
2016
Company regulatory capital ratios:
Total capital to risk-weighted assets
 
11.48
%
 
12.23
%
 
10.64
%
Tier 1 capital to risk-weighted assets
 
9.53
%
 
9.90
%
 
9.81
%
Common equity Tier 1 ("CET1") to risk-weighted assets
 
9.11
%
 
9.39
%
 
9.30
%
Tier 1 capital to average assets
 
8.89
%
 
8.99
%
 
9.56
%
Company tangible common equity ratios (1)(2):
 
 
 
 
Tangible common equity to tangible assets
 
8.07
%
 
8.05
%
 
8.25
%
Tangible common equity, excluding accumulated other comprehensive
  income ("AOCI"), to tangible assets
 
8.38
%
 
8.42
%
 
8.39
%
Tangible common equity to risk-weighted assets
 
8.68
%
 
8.88
%
 
9.04
%

(1) These ratios are not subject to formal Federal Reserve regulatory guidance.
(2) Tangible common equity ("TCE") represents common stockholders' equity less goodwill and identifiable intangible assets. For details of the calculation of these ratios, see the sections titled, "Non-GAAP Financial Information" and "Non-GAPP Reconciliations" presented later in this release.
Overall, the Company's regulatory capital ratios decreased compared to both prior periods due primarily to the Standard and Premier acquisitions. The issuance of $150.0 million of subordinated notes during the second half of 2016 more than offset the impact of these acquisitions and drove the increase in total capital to risk-weighted assets compared to March 31, 2016.
The Board of Directors approved a quarterly cash dividend of $0.09 per common share during the first quarter of 2017, which is consistent with the fourth quarter of 2016.

Conference Call
A conference call to discuss the Company's results, outlook, and related matters will be held on Wednesday, April 26, 2017 at 11:00 A.M. (ET). Members of the public who would like to listen to the conference call should dial (877) 507-0639 (U.S. domestic) or (412) 317-6003 (International) and ask for the First Midwest Bancorp, Inc. Earnings Conference Call. The number should be dialed 10 to 15 minutes prior to the start of the conference call. There is no charge to access the call. The conference call will also be accessible as an audio webcast through the Investor Relations section of the Company's website, www.firstmidwest.com/investorrelations. For those unable to listen to the live broadcast, a replay will be available on the Company's website or by dialing (877) 344-7529 (U.S. domestic) or (412) 317-0088 (International) conference ID 10103765 beginning one hour after completion of the live call until 9:00 A.M. (ET) on May 3, 2017. Please direct any questions regarding obtaining access to the conference call to First Midwest Bancorp, Inc. Investor Relations, via e-mail, at investor.relations@firstmidwest.com.
Press Release and Additional Information Available on Website
This press release and the accompanying unaudited Selected Financial Information are available through the "Investor Relations" section of First Midwest's website at www.firstmidwest.com/investorrelations.

9



Forward-Looking Statements
This press release may contain certain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases, forward-looking statements can be identified by the use of words such as "may," "might," "will," "would," "should," "could," "expect," "plan," "intend," "anticipate," "believe," "estimate," "predict," "probable," "potential," "possible," "target," "continue," "look forward," or "assume" and words of similar import. Forward-looking statements are not historical facts but instead express only management's beliefs regarding future results or events, many of which, by their nature, are inherently uncertain and outside of management's control. It is possible that actual results and events may differ, possibly materially, from the anticipated results or events indicated in these forward-looking statements. Forward-looking statements are not guarantees of future performance, and First Midwest cautions you not to place undue reliance on these statements. Forward-looking statements are made only as of the date of this press release, and First Midwest undertakes no obligation to update any forward-looking statements contained in this press release to reflect new information or events or conditions after the date hereof.
Forward-looking statements may be deemed to include, among other things, statements relating to our future financial performance, the performance of our loan or securities portfolio, the expected amount of future credit reserves or charge-offs, corporate strategies or objectives, anticipated trends in our business, regulatory developments, acquisition transactions, including estimated synergies, cost savings and financial benefits of pending or consummated transactions, and growth strategies, including possible future acquisitions. These statements are subject to certain risks, uncertainties and assumptions. For a discussion of these risks, uncertainties and assumptions, you should refer to the sections titled "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the year ended December 31, 2016, as well as our subsequent filings made with the Securities and Exchange Commission. However, these risks and uncertainties are not exhaustive. Other sections of such reports describe additional factors that could adversely impact our business and financial performance.
Non-GAAP Financial Information
The Company's accounting and reporting policies conform to U.S. generally accepted accounting principles ("GAAP") and general practices within the banking industry. As a supplement to GAAP, the Company provides non-GAAP performance results, which the Company believes are useful because they assist investors in assessing the Company's operating performance. These non-GAAP financial measures include earnings per share ("EPS"), excluding certain significant transactions, the efficiency ratio, total non-interest expense, excluding certain significant transactions, return on average assets, excluding certain significant transactions, tax-equivalent net interest income (including its individual components), tax-equivalent net interest margin, tax-equivalent net interest margin, excluding the impact of acquired loan accretion, tangible common equity to tangible assets, tangible common equity, excluding accumulated other comprehensive loss, to tangible assets, tangible common equity to risk-weighted assets, return on average tangible common equity, and return on average tangible common equity, excluding certain significant transactions.
The Company presents EPS, the efficiency ratio, total noninterest expense, return on average assets, and return on average tangible common equity, all excluding certain significant transactions. Certain significant transactions include acquisition and integration related expenses (all periods presented), a net gain related to a sale-leaseback transaction (third quarter of 2016), and the lease cancellation fee (fourth quarter of 2016). Management believes excluding these transactions from EPS, the efficiency ratio, total noninterest expense, return on average assets, and return on average tangible common equity are useful in assessing the Company's underlying operational performance since these transactions do not pertain to its core business operations and their exclusion facilitates better comparability between periods. Management believes that excluding acquisition and integration related expenses from these metrics is useful to the Company, as well as analysts and investors, since these expenses can vary significantly based on the size, type, and structure of each acquisition. Additionally, management believes excluding these transactions from these metrics enhances comparability for peer comparison purposes.
The tax-equivalent adjustment to net interest income and net interest margin recognizes the income tax savings when comparing taxable and tax-exempt assets and assumes a 35% tax rate. Management believes that it is standard practice in the banking industry to present net interest income and net interest margin on a fully tax-equivalent basis and that it enhances comparability for peer comparison purposes. In addition, management believes that the tax-equivalent net interest margin, excluding the impact of acquired loan accretion, enhances comparability for peer comparison purposes and is useful to the Company, as well as analysts and investors, since acquired loan accretion income may fluctuate significantly based on the size of each acquisition.
In management's view, tangible common equity measures are capital adequacy metrics meaningful to the Company, as well as analysts and investors, in assessing the Company's use of equity and in facilitating comparisons with peers. These non-GAAP measures are valuable indicators of a financial institution's capital strength since they eliminate intangible assets from stockholders' equity and retain the effect of accumulated other comprehensive loss in stockholders' equity.

10



Although intended to enhance investors' understanding of the Company's business and performance, these non-GAAP financial measures should not be considered an alternative to GAAP. See the previously provided tables and the following reconciliations in the "Non-GAAP Reconciliations" section for details on the calculation of these measures to the extent presented herein.
About the Company
First Midwest is a relationship-focused financial institution and one of the largest independent publicly-traded bank holding companies based on assets headquartered in the Midwest, with approximately $14 billion in assets and an additional $9.5 billion in trust assets under management. First Midwest's principal subsidiary, First Midwest Bank, and other affiliates provide a full range of commercial, equipment leasing, retail, wealth management, trust and private banking products and services through over 130 locations in metropolitan Chicago, northwest Indiana, central and western Illinois, and eastern Iowa. First Midwest's common stock is traded on the NASDAQ Stock Market under the symbol FMBI. First Midwest's website is www.firstmidwest.com.
Contact Information
Investors:
Patrick S. Barrett
EVP, Chief Financial Officer
(630) 875-7273
pat.barrett@firstmidwest.com
Media:
James M. Roolf
SVP, Corporate Relations Officer
(630) 875-7533
jim.roolf@firstmidwest.com


11



Accompanying Unaudited Selected Financial Information
a3282014fmbilogoa13.jpg
Consolidated Statements of Financial Condition (Unaudited)
(Dollar amounts in thousands)
 
 
 
As of
 
March 31,
 
December 31,
 
September 30,
 
June 30,
 
March 31,
 
2017
 
2016
 
2016
 
2016
 
2016
Period-End Balance Sheet
 
 
 
 
 
 
 
 
 
Assets
 
 
 
 
 
 
 
 
 
Cash and due from banks
$
174,268

 
$
155,055

 
$
139,538

 
$
149,957

 
$
135,049

Interest-bearing deposits in other banks
74,892

 
107,093

 
362,153

 
105,432

 
171,312

Trading securities, at fair value
19,130

 
17,920

 
18,351

 
17,693

 
17,408

Securities available-for-sale, at fair value
1,937,124

 
1,919,450

 
1,964,030

 
1,773,759

 
1,625,579

Securities held-to-maturity, at amortized cost
17,742

 
22,291

 
20,337

 
20,672

 
21,051

FHLB and FRB stock
46,306

 
59,131

 
53,506

 
44,506

 
40,916

Loans:
 
 
 
 
 
 
 
 
 
Commercial and industrial
3,370,780

 
2,827,658

 
2,849,399

 
2,699,742

 
2,634,391

Agricultural
422,784

 
389,496

 
409,571

 
401,858

 
422,231

Commercial real estate:
 
 
 
 
 
 
 
 
 
Office, retail, and industrial
1,988,979

 
1,581,967

 
1,537,181

 
1,529,811

 
1,566,572

Multi-family
671,710

 
614,052

 
625,324

 
587,123

 
562,084

Construction
568,460

 
451,540

 
401,857

 
371,016

 
260,743

Other commercial real estate
1,357,781

 
979,528

 
971,030

 
1,000,829

 
1,060,481

Home equity
880,667

 
747,983

 
748,571

 
738,263

 
698,309

1-4 family mortgages
540,148

 
423,922

 
396,819

 
427,050

 
403,765

Installment
253,061

 
237,999

 
232,030

 
223,845

 
213,979

Total loans
10,054,370

 
8,254,145

 
8,171,782

 
7,979,537

 
7,822,555

Allowance for loan losses
(88,163
)
 
(86,083
)
 
(85,308
)
 
(80,105
)
 
(77,150
)
Net loans
9,966,207

 
8,168,062

 
8,086,474

 
7,899,432

 
7,745,405

OREO
29,140

 
26,083

 
28,049

 
29,990

 
29,649

Premises, furniture, and equipment, net
140,653

 
82,577

 
82,443

 
140,554

 
141,323

Investment in BOLI
276,960

 
219,746

 
219,064

 
218,133

 
218,873

Goodwill and other intangible assets
754,621

 
366,876

 
367,961

 
369,962

 
369,979

Accrued interest receivable and other assets
336,428

 
278,271

 
236,291

 
225,720

 
212,378

Total assets
$
13,773,471

 
$
11,422,555

 
$
11,578,197

 
$
10,995,810

 
$
10,728,922

Liabilities and Stockholders' Equity
 

 
 
 
 
 
 
 
Noninterest-bearing deposits
$
3,492,987


$
2,766,748

 
$
2,766,265

 
$
2,683,495

 
$
2,627,530

Interest-bearing deposits
7,463,554

 
6,061,855

 
6,339,839

 
6,287,821

 
6,153,288

Total deposits
10,956,541

 
8,828,603

 
9,106,104

 
8,971,316

 
8,780,818

Borrowed funds
547,923

 
879,008

 
639,539

 
449,744

 
387,411

Senior and subordinated debt
194,745

 
194,603

 
309,444

 
162,876

 
201,293

Accrued interest payable and other liabilities
269,529

 
263,261

 
253,846

 
160,985

 
134,835

Stockholders' equity
1,804,733

 
1,257,080

 
1,269,264

 
1,250,889

 
1,224,565

Total liabilities and stockholders' equity
$
13,773,471

 
$
11,422,555

 
$
11,578,197

 
$
10,995,810

 
$
10,728,922

Stockholders' equity, excluding accumulated other
comprehensive income ("AOCI")
$
1,844,997

 
$
1,297,990

 
$
1,282,666

 
$
1,259,692

 
$
1,239,606

Stockholders' equity, common
1,804,733

 
1,257,080

 
1,269,264

 
1,250,889

 
1,224,565


12



a3282014fmbilogoa13.jpg
Condensed Consolidated Statements of Income (Unaudited)
(Dollar amounts in thousands)
 
 
 
 
 
 
 
 
 
 
 
Quarters Ended
 
March 31,
 
December 31,
 
September 30,
 
June 30,
 
March 31,
 
2017
 
2016
 
2016
 
2016
 
2016
Income Statement
 
 
 

 
 
 
 
 
Interest income
$
123,699

 
$
96,328

 
$
97,906

 
$
96,550

 
$
87,548

Interest expense
8,502

 
8,304

 
6,934

 
6,569

 
6,834

Net interest income
115,197

 
88,024

 
90,972

 
89,981

 
80,714

Provision for loan losses
4,918

 
5,307

 
9,998

 
8,085

 
7,593

Net interest income after provision for loan losses
110,279

 
82,717

 
80,974

 
81,896

 
73,121

Noninterest Income
 
 
 
 
 
 
 
 
 
Service charges on deposit accounts
11,365

 
10,315

 
10,708

 
10,169

 
9,473

Wealth management fees
9,660

 
8,375

 
8,495

 
8,642

 
7,559

Card-based fees
8,116

 
7,462

 
7,332

 
7,592

 
6,718

Merchant servicing fees
3,135

 
3,016

 
3,319

 
3,170

 
3,028

Mortgage banking income
1,888

 
3,537

 
3,394

 
1,863

 
1,368

Capital market products income
1,376

 
1,827

 
2,916

 
2,066

 
3,215

Other service charges, commissions, and fees
2,307

 
2,575

 
2,302

 
2,432

 
2,233

Total fee-based revenues
37,847

 
37,107

 
38,466

 
35,934

 
33,594

Net securities gains

 
323

 
187

 
23

 
887

Net gain on sale-leaseback transaction

 

 
5,509

 

 

Other income
2,104

 
2,281

 
1,691

 
1,865

 
1,445

Total noninterest income
39,951

 
39,711

 
45,853

 
37,822

 
35,926

Noninterest Expense
 
 
 
 
 
 
 
 
 
Salaries and employee benefits:
 
 
 
 
 
 
 
 
 
Salaries and wages
44,890

 
39,257

 
37,872

 
37,916

 
36,296

Retirement and other employee benefits
10,882

 
8,160

 
8,500

 
8,351

 
8,298

Total salaries and employee benefits
55,772

 
47,417

 
46,372

 
46,267

 
44,594

Net occupancy and equipment expense
12,325

 
10,774

 
10,755

 
9,928

 
9,697

Professional services
8,463

 
7,138

 
6,772

 
5,292

 
5,920

Technology and related costs
4,433

 
3,514

 
3,881

 
3,669

 
3,701

Merchant card expense
2,585

 
2,603

 
2,857

 
2,724

 
2,598

Advertising and promotions
1,066

 
2,330

 
1,941

 
1,927

 
1,589

Cardholder expenses
1,764

 
1,426

 
1,515

 
1,512

 
1,359

Net OREO expense
1,700

 
925

 
313

 
1,122

 
664

Other expenses
9,969

 
8,050

 
7,310

 
8,295

 
7,447

Acquisition and integration related expenses
18,565

 
7,542

 
1,172

 
618

 
5,020

Lease cancellation fee

 
950

 

 

 

Total noninterest expense
116,642

 
92,669

 
82,888

 
81,354

 
82,589

Income before income tax expense
33,588

 
29,759

 
43,939

 
38,364

 
26,458

Income tax expense
10,733

 
9,041

 
15,537

 
13,097

 
8,496

Net income
$
22,855

 
$
20,718

 
$
28,402

 
$
25,267

 
$
17,962

Net income applicable to common shares
$
22,621

 
$
20,501

 
$
28,078

 
$
24,977

 
$
17,750

Net income applicable to common shares, excluding
certain significant transactions
(1)
$
33,760

 
$
25,596

 
$
25,476

 
$
25,348

 
$
20,762

Footnotes to Condensed Consolidated Statements of Income
(1) 
Certain significant transactions include acquisition and integration related expenses associated with completed and pending acquisitions, the lease cancellation fee recognized as a result of the Company's planned 2018 corporate headquarters relocation, and a net gain on a sale-leaseback transaction.

13



a3282014fmbilogoa13.jpg
Selected Financial Information (Unaudited)
(Amounts in thousands, except per share data)
 
 
 
 
 
 
 
 
 
 
 
As of or for the
 
Quarters Ended
 
March 31,
 
December 31,
 
September 30,
 
June 30,
 
March 31,
 
2017
 
2016
 
2016
 
2016
 
2016
Earnings Per Share
 
 
 
 
 
 
 
 
 
Basic earnings per common share ("EPS") (1)
$
0.23

 
$
0.25

 
$
0.35

 
$
0.31

 
$
0.23

Diluted EPS (1)
$
0.23

 
$
0.25

 
$
0.35

 
$
0.31

 
$
0.23

Diluted EPS, excluding certain significant transactions (1) (5)
$
0.34

 
$
0.32

 
$
0.32

 
$
0.32

 
$
0.27

Common Stock and Related Per Common Share Data
Book value
$
17.56

 
$
15.46

 
$
15.61

 
$
15.38

 
$
15.06

Tangible book value
$
10.22

 
$
10.95

 
$
11.08

 
$
10.83

 
$
10.51

Dividends declared per share
$
0.09

 
$
0.09

 
$
0.09

 
$
0.09

 
$
0.09

Closing price at period end
$
23.68

 
$
25.23

 
$
19.36

 
$
17.56

 
$
18.02

Closing price to book value
1.3

 
1.6

 
1.2

 
1.1

 
1.2

Period end shares outstanding
102,757

 
81,325

 
81,324

 
81,312

 
81,298

Period end treasury shares
9,586

 
9,959

 
9,957

 
9,965

 
9,976

Common dividends
$
9,126

 
$
7,315

 
$
7,408

 
$
7,240

 
$
7,228

Key Ratios/Data
 
 
 
 
 
 
 
 
 
Return on average common equity (1) (2)
5.20
%
 
6.42
%
 
8.85
%
 
8.13
%
 
6.06
%
Return on average tangible common equity (1) (2)
7.16
%
 
9.35
%
 
12.85
%
 
11.94
%
 
8.87
%
Return on average tangible common equity, excluding certain
significant transactions
(1) (2) (5)
10.51
%
 
11.60
%
 
11.69
%
 
12.11
%
 
10.32
%
Return on average assets (2)
0.68
%
 
0.72
%
 
1.00
%
 
0.93
%
 
0.72
%
Return on average assets, excluding certain significant
transactions
(1) (2) (5)
1.01
%
 
0.90
%
 
0.91
%
 
0.94
%
 
0.84
%
Loans to deposits
91.77
%
 
93.49
%
 
89.74
%
 
88.94
%
 
89.09
%
Efficiency ratio (1)
60.98
%
 
63.98
%
 
60.83
%
 
60.98
%
 
64.82
%
Net interest margin (3)
3.89
%
 
3.44
%
 
3.60
%
 
3.72
%
 
3.66
%
Yield on average interest-earning assets (3)
4.17
%
 
3.76
%
 
3.87
%
 
3.99
%
 
3.96
%
Cost of funds
0.42
%
 
0.47
%
 
0.39
%
 
0.39
%
 
0.44
%
Net noninterest expense to average assets
2.27
%
 
1.86
%
 
1.50
%
 
1.61
%
 
1.90
%
Effective income tax rate
31.95
%
 
30.38
%
 
35.36
%
 
34.14
%
 
32.11
%
Capital Ratios
 
 
 
 
 
 
 
 
 
Total capital to risk-weighted assets (1)
11.48
%
 
12.23
%
 
12.25
%
 
10.68
%
 
10.64
%
Tier 1 capital to risk-weighted assets (1)
9.53
%
 
9.90
%
 
9.89
%
 
9.83
%
 
9.81
%
CET1 to risk-weighted assets (1)
9.11
%
 
9.39
%
 
9.38
%
 
9.32
%
 
9.30
%
Tier 1 capital to average assets (1)
8.89
%
 
8.99
%
 
8.90
%
 
8.94
%
 
9.56
%
Tangible common equity to tangible assets (1)
8.07
%
 
8.05
%
 
8.04
%
 
8.29
%
 
8.25
%
Tangible common equity, excluding AOCI, to tangible assets (1)
8.38
%
 
8.42
%
 
8.16
%
 
8.37
%
 
8.39
%
Tangible common equity to risk-weighted assets (1)
8.68
%
 
8.88
%
 
9.13
%
 
9.14
%
 
9.04
%
Note: Selected Financial Information footnotes are located at the end of this section.

14



a3282014fmbilogoa13.jpg
Selected Financial Information (Unaudited)
(Amounts in thousands, except per share data)
 
 
 
 
 
 
 
 
 
 
 
As of or for the
 
Quarters Ended
 
March 31,
 
December 31,
 
September 30,
 
June 30,
 
March 31,
 
2017
 
2016
 
2016
 
2016
 
2016
Asset Quality Performance Data
 
 
 
 
 
 
 
 
Non-performing assets
 
 
 
 
 
 
 
 
 
Commercial and industrial
$
21,514

 
$
29,938

 
$
13,823

 
$
6,303

 
$
5,364

Agricultural
1,283

 
181

 
184

 
475

 
295

Commercial real estate:
 
 
 
 
 
 
 
 
 
Office, retail, and industrial
19,505

 
17,277

 
17,670

 
16,815

 
10,910

Multi-family
163

 
311

 
316

 
321

 
410

Construction
198

 
286

 
287

 
360

 
778

Other commercial real estate
3,858

 
2,892

 
3,361

 
4,797

 
5,555

Consumer
7,773

 
8,404

 
8,648

 
8,241

 
8,578

Total non-accrual loans
54,294

 
59,289

 
44,289

 
37,312

 
31,890

90 days or more past due loans, still accruing interest
2,633

 
5,009

 
4,318

 
5,406

 
5,835

Total non-performing loans
56,927

 
64,298

 
48,607

 
42,718

 
37,725

Accruing TDRs
2,112

 
2,291

 
2,368

 
2,491

 
2,702

OREO
29,140

 
26,083

 
28,049

 
29,990

 
29,649

Total non-performing assets
$
88,179

 
$
92,672

 
$
79,024

 
$
75,199

 
$
70,076

30-89 days past due loans
$
23,641

 
$
21,043

 
$
26,140

 
$
23,380

 
$
30,142

Allowance for credit losses
 
 
 
 
 
 
 
 
 
Allowance for loan losses
$
88,163

 
$
86,083

 
$
85,308

 
$
80,105

 
$
77,150

Reserve for unfunded commitments
1,000

 
1,000

 
1,000

 
1,400

 
1,225

Total allowance for credit losses
$
89,163

 
$
87,083

 
$
86,308

 
$
81,505

 
$
78,375

Provision for loan losses
$
4,918

 
$
5,307

 
$
9,998

 
$
8,085

 
$
7,593

Net charge-offs by category
 
 
 
 
 
 
 
 
 
Commercial and industrial
$
1,894

 
$
3,540

 
$
1,145

 
$
1,450

 
$
1,396

Agricultural
514

 

 

 

 

Commercial real estate:
 
 
 
 
 
 
 
 
 
Office, retail, and industrial
(848
)
 
165

 
2,151

 
1,633

 
421

Multi-family
(28
)
 
17

 
(69
)
 
83

 
179

Construction
(222
)
 
(12
)
 
(9
)
 
(12
)
 
111

Other commercial real estate
307

 
(111
)
 
415

 
810

 
1,294

Consumer
1,221

 
933

 
1,162

 
1,166

 
672

Total net charge-offs
$
2,838

 
$
4,532

 
$
4,795

 
$
5,130

 
$
4,073

Total recoveries included above
$
3,440

 
$
1,489

 
$
1,155

 
$
1,003

 
$
1,116

Note: Selected Financial Information footnotes are located at the end of this section.


15



a3282014fmbilogoa13.jpg
Selected Financial Information (Unaudited)
(Amounts in thousands, except per share data)
 
 
 
 
 
 
 
 
 
 
 
 
 
As of or for the
 
 
Quarters Ended
 
 
March 31,
 
December 31,
 
September 30,
 
June 30,
 
March 31,
 
 
2017
 
2016
 
2016
 
2016
 
2016
Asset Quality ratios
 
 
 
 
 
 
 
 
 
 
Non-accrual loans to total loans
 
0.54
%
 
0.72
%
 
0.54
%
 
0.47
%
 
0.41
%
Non-performing loans to total loans
 
0.57
%
 
0.78
%
 
0.59
%
 
0.54
%
 
0.48
%
Non-performing assets to total loans plus OREO
 
0.87
%
 
1.12
%
 
0.96
%
 
0.94
%
 
0.89
%
Non-performing assets to tangible common equity plus allowance
for credit losses
 
7.74
%
 
9.48
%
 
8.00
%
 
7.81
%
 
7.51
%
Non-accrual loans to total assets
 
0.39
%
 
0.52
%
 
0.38
%
 
0.34
%
 
0.30
%
Allowance for credit losses and net charge-off ratios
Allowance for credit losses to total loans (4)
 
0.89
%
 
1.06
%
 
1.06
%
 
1.02
%
 
1.00
%
Allowance for credit losses to loans, excluding acquired loans
 
1.11
%
 
1.11
%
 
1.13
%
 
1.11
%
 
1.11
%
Allowance for credit losses to non-accrual loans
 
164.22
%
 
146.88
%
 
194.87
%
 
218.44
%
 
245.77
%
Allowance for credit losses to non-performing loans
 
156.63
%
 
135.44
%
 
177.56
%
 
190.80
%
 
207.75
%
Net charge-offs to average loans (2)
 
0.12
%
 
0.22
%
 
0.24
%
 
0.26
%
 
0.22
%
Footnotes to Selected Financial Information
(1) 
See the Non-GAAP Reconciliations section for the detailed calculation.
(2) 
Annualized based on the actual number of days for each period presented.
(3) 
Presented on a tax-equivalent basis, which reflects federal and state tax benefits.
(4) 
This ratio includes acquired loans that are recorded at fair value through an acquisition adjustment, which incorporates credit risk, as of the acquisition date with no allowance for credit losses being established at that time. As the acquisition adjustment is accreted into income over future periods, an allowance for credit losses is established on acquired loans as necessary to reflect credit deterioration.
(5) 
Certain significant transactions include acquisition and integration related expenses associated with completed and pending acquisitions, the lease cancellation fee recognized as a result of the Company's planned 2018 corporate headquarters relocation, and a net gain on a sale-leaseback transaction.

16




a3282014fmbilogoa13.jpg
Non-GAAP Reconciliations (Unaudited)
(Amounts in thousands, except per share data)
 
 
 
 
 
 
 
 
 
 
 
Quarters Ended
 
March 31,
 
December 31,
 
September 30,
 
June 30,
 
March 31,
 
2017
 
2016
 
2016
 
2016
 
2016
Earnings Per Share
 
 


 
 
 
 
 


Net income
$
22,855

 
$
20,718

 
$
28,402

 
$
25,267

 
$
17,962

Net income applicable to non-vested restricted shares
(234
)
 
(217
)
 
(324
)
 
(290
)
 
(212
)
Net income applicable to common shares
22,621

 
20,501

 
28,078

 
24,977

 
17,750

Acquisition and integration related expenses
18,565

 
7,542

 
1,172

 
618

 
5,020

Tax effect of acquisition and integration related expenses
(7,426
)
 
(3,017
)
 
(469
)
 
(247
)
 
(2,008
)
Lease cancellation fee

 
950

 

 

 

Tax effect of lease cancellation fee

 
(380
)
 

 

 

Net gain on sale-leaseback transaction

 

 
(5,509
)
 

 

Tax effect of net gain on sale-leaseback transaction

 

 
2,204

 

 

Net income applicable to common shares, excluding certain
significant transactions
(1)
$
33,760

 
$
25,596

 
$
25,476

 
$
25,348

 
$
20,762

Weighted-average common shares outstanding:
 
 
 
 
 
 
 
 
Weighted-average common shares outstanding (basic)
100,411

 
80,415

 
80,396

 
80,383

 
77,980

Dilutive effect of common stock equivalents
21

 
15

 
13

 
13

 
12

Weighted-average diluted common shares outstanding
100,432

 
80,430

 
80,409

 
80,396

 
77,992

Basic EPS
$
0.23

 
$
0.25

 
$
0.35

 
$
0.31

 
$
0.23

Diluted EPS
$
0.23

 
$
0.25

 
$
0.35

 
$
0.31

 
$
0.23

Diluted EPS, excluding certain significant transactions (1)
$
0.34

 
$
0.32

 
$
0.32

 
$
0.32

 
$
0.27

Anti-dilutive shares not included in the computation of diluted EPS
343

 
445

 
454

 
469

 
608

Efficiency Ratio Calculation
 
 
 
 
 
 
 
 
 
Noninterest expense
$
116,642

 
$
92,669

 
$
82,888

 
$
81,354

 
$
82,589

Less:
 
 
 
 


 
 
 
 
Net OREO expense
(1,700
)
 
(925
)
 
(313
)
 
(1,122
)
 
(664
)
Acquisition and integration related expenses
(18,565
)
 
(7,542
)
 
(1,172
)
 
(618
)
 
(5,020
)
Lease cancellation fee

 
(950
)
 

 

 

Total
$
96,377

 
$
83,252

 
$
81,403

 
$
79,614

 
$
76,905

Tax-equivalent net interest income (2)
$
117,251

 
$
90,088

 
$
93,051

 
$
92,174

 
$
83,021

Fee-based revenues
37,847

 
37,107

 
38,466

 
35,934

 
33,594

Add:
 
 
 
 
 
 
 
 
 
Other income, excluding BOLI income
844

 
1,310

 
762

 
984

 
579

BOLI
1,260

 
971

 
929

 
881

 
866

Tax-equivalent adjustment of BOLI
840

 
647

 
619

 
587

 
577

Total
$
158,042

 
$
130,123

 
$
133,827

 
$
130,560

 
$
118,637

Efficiency ratio
60.98
%
 
63.98
%
 
60.83
%
 
60.98
%
 
64.82
%
 
 
 
 
 
 
 
 
 
 
Note: Non-GAAP Reconciliations footnotes are located at the end of this section.

17




a3282014fmbilogoa13.jpg
Non-GAAP Reconciliations (Unaudited)
(Amounts in thousands, except per share data)
 
 
 
 
 
 
 
 
 
 
 
As of or for the
 
Quarters Ended
 
March 31,
 
December 31,
 
September 30,
 
June 30,
 
March 31,
 
2017
 
2016
 
2016
 
2016
 
2016
Tax-Equivalent Net Interest Income
 
 
 
 
 
 
 
 
Net interest income
$
115,197

 
$
88,024

 
$
90,972

 
$
89,981

 
$
80,714

Tax-equivalent adjustment
2,054

 
2,064

 
2,079

 
2,193

 
2,307

Tax-equivalent net interest income (2)
117,251

 
90,088

 
93,051

 
92,174

 
83,021

Less: acquired loan accretion
(11,345
)
 
(2,663
)
 
(4,555
)
 
(4,927
)
 
(2,423
)
Tax-equivalent net interest income, excluding the impact of
acquired loan accretion
$
105,906

 
$
87,425

 
$
88,496

 
$
87,247

 
$
80,598

Average interest-earning assets
$
12,211,804

 
$
10,425,691

 
$
10,297,647

 
$
9,949,093

 
$
9,122,915

Net interest margin (GAAP)
3.83
%
 
3.36
%
 
3.51
%
 
3.64
%
 
3.56
%
Tax-equivalent net interest margin
3.89
%
 
3.44
%
 
3.60
%
 
3.72
%
 
3.66
%
Tax-equivalent net interest margin, excluding the impact of
acquired loan accretion
3.51
%
 
3.34
%
 
3.42
%
 
3.53
%
 
3.55
%
Risk-Based Capital Data
 
 
 
 
 
 
 
 
 
Common stock
$
1,123

 
$
913

 
$
913

 
$
913

 
$
913

Additional paid-in capital
1,022,417

 
498,937

 
496,918

 
495,159

 
493,153

Retained earnings
1,030,403

 
1,016,674

 
1,003,271

 
982,277

 
964,250

Treasury stock, at cost
(208,946
)
 
(218,534
)
 
(218,436
)
 
(218,657
)
 
(218,710
)
Goodwill and other intangible assets, net of deferred tax liabilities
(742,012
)
 
(356,477
)
 
(357,079
)
 
(358,582
)
 
(357,895
)
Disallowed deferred tax assets
(1,150
)
 
(198
)
 
(383
)
 
(2,263
)
 
(2,956
)
CET1 capital
1,101,835

 
941,315

 
925,204

 
898,847

 
878,755

Trust-preferred securities
50,690

 
50,690

 
50,690

 
50,690

 
50,690

Other disallowed deferred tax assets
(287
)
 
(132
)
 
(255
)
 
(1,508
)
 
(1,970
)
Tier 1 capital
1,152,238

 
991,873

 
975,639

 
948,029

 
927,475

Tier 2 capital
235,825

 
233,656

 
232,792

 
81,505

 
78,375

Total capital
$
1,388,063

 
$
1,225,529

 
$
1,208,431

 
$
1,029,534

 
$
1,005,850

Risk-weighted assets
$
12,095,592

 
$
10,019,434

 
$
9,867,406

 
$
9,641,953

 
$
9,452,551

Adjusted average assets
$
12,965,450

 
$
11,036,835

 
$
10,959,119

 
$
10,608,085

 
$
9,700,671

Total capital to risk-weighted assets
11.48
%
 
12.23
%
 
12.25
%
 
10.68
%
 
10.64
%
Tier 1 capital to risk-weighted assets
9.53
%
 
9.90
%
 
9.89
%
 
9.83
%
 
9.81
%
CET1 to risk-weighted assets
9.11
%
 
9.39
%
 
9.38
%
 
9.32
%
 
9.30
%
Tier 1 capital to average assets
8.89
%
 
8.99
%
 
8.90
%
 
8.94
%
 
9.56
%
Tangible Common Equity
 
 
 
 
 
 
 
 
 
Stockholders' equity
$
1,804,733

 
$
1,257,080

 
$
1,269,264

 
$
1,250,889

 
$
1,224,565

Less: goodwill and other intangible assets
(754,621
)
 
(366,876
)
 
(367,961
)
 
(369,962
)
 
(369,979
)
Tangible common equity
1,050,112

 
890,204

 
901,303

 
880,927

 
854,586

Less: AOCI
40,264

 
40,910

 
13,402

 
8,803

 
15,041

Tangible common equity, excluding AOCI
$
1,090,376

 
$
931,114

 
$
914,705

 
$
889,730

 
$
869,627

Total assets
$
13,773,471

 
$
11,422,555

 
$
11,578,197

 
$
10,995,810

 
$
10,728,922

Less: goodwill and other intangible assets
(754,621
)
 
(366,876
)
 
(367,961
)
 
(369,962
)
 
(369,979
)
Tangible assets
$
13,018,850

 
$
11,055,679

 
$
11,210,236

 
$
10,625,848

 
$
10,358,943

Tangible common equity to tangible assets
8.07
%
 
8.05
%
 
8.04
%
 
8.29
%
 
8.25
%
Tangible common equity, excluding AOCI, to tangible assets
8.38
%
 
8.42
%
 
8.16
%
 
8.37
%
 
8.39
%
Tangible common equity to risk-weighted assets
8.68
%
 
8.88
%
 
9.13
%
 
9.14
%
 
9.04
%
 
 
 
 
 
 
 
 
 
 
Note: Non-GAAP Reconciliations footnotes are located at the end of this section.

18




a3282014fmbilogoa13.jpg
Non-GAAP Reconciliations (Unaudited)
(Amounts in thousands, except per share data)
 
 
 
 
 
 
 
 
 
 
 
As of or for the
 
Quarters Ended
 
March 31,
 
December 31,
 
September 30,
 
June 30,
 
March 31,
 
2017
 
2016
 
2016
 
2016
 
2016
Return on Average Common and Tangible Common Equity
 
 
 
 
 
 
Net income applicable to common shares
$
22,621

 
$
20,501

 
$
28,078

 
$
24,977

 
$
17,750

Intangibles amortization
1,965

 
1,207

 
1,245

 
1,245

 
985

Tax effect of intangibles amortization
(786
)
 
(483
)
 
(498
)
 
(498
)
 
(394
)
Net income applicable to common shares, excluding intangibles
amortization
23,800

 
21,225

 
28,825

 
25,724

 
18,341

Acquisition and integration related expenses
18,565

 
7,542

 
1,172

 
618

 
5,020

Tax effect of acquisition and integration related expenses
(7,426
)
 
(3,017
)
 
(469
)
 
(247
)
 
(2,008
)
Lease cancellation fee

 
950

 

 

 

Tax effect of lease cancellation fee

 
(380
)
 

 

 

Net gain on sale-leaseback transaction

 

 
(5,509
)
 

 

Tax effect of net gain on sale-leaseback transaction

 

 
2,204

 

 

Net income applicable to common shares, excluding intangibles
amortization and certain significant transactions
(1)
$
34,939

 
$
26,320

 
$
26,223

 
$
26,095

 
$
21,353

Average stockholders' equity
$
1,763,538

 
$
1,269,993

 
$
1,261,702

 
$
1,235,497

 
$
1,178,588

Less: average intangible assets
(415,521
)
 
(367,328
)
 
(369,281
)
 
(369,177
)
 
(346,549
)
Average tangible common equity
$
1,348,017

 
$
902,665

 
$
892,421

 
$
866,320

 
$
832,039

Return on average common equity (3)
5.20
%
 
6.42
%
 
8.85
%
 
8.13
%
 
6.06
%
Return on average tangible common equity (3)
7.16
%
 
9.35
%
 
12.85
%
 
11.94
%
 
8.87
%
Return on average tangible common equity, excluding certain
significant transactions
(1) (3)
10.51
%
 
11.60
%
 
11.69
%
 
12.11
%
 
10.32
%
Return on Average Assets
 
 
 
 
 
 
Net income
$
22,855

 
$
20,718

 
$
28,402

 
$
25,267

 
$
17,962

Acquisition and integration related expenses
18,565

 
7,542

 
1,172

 
618

 
5,020

Tax effect of acquisition and integration related expenses
(7,426
)
 
(3,017
)
 
(469
)
 
(247
)
 
(2,008
)
Lease cancellation fee

 
950

 

 

 

Tax effect of lease cancellation fee

 
(380
)
 

 

 

Net gain on sale-leaseback transaction

 

 
(5,509
)
 

 

Tax effect of net gain on sale-leaseback transaction

 

 
2,204

 

 

Net income, excluding certain significant transactions (1)
$
33,994

 
$
25,813

 
$
25,800

 
$
25,638

 
$
20,974

Average assets
$
13,673,125

 
$
11,380,108

 
$
11,322,325

 
$
10,968,516

 
$
10,056,845

Return on average assets (3)
0.68
%
 
0.72
%
 
1.00
%
 
0.93
%
 
0.72
%
Return on average assets, excluding certain significant
transactions
(1) (3)
1.01
%
 
0.90
%
 
0.91
%
 
0.94
%
 
0.84
%
Footnotes to Non-GAAP Reconciliations
(1) 
Certain significant transactions include acquisition and integration related expenses associated with completed and pending acquisitions, the lease cancellation fee recognized as a result of the Company's planned 2018 corporate headquarters relocation, and a net gain on a sale-leaseback transaction.
(2) 
Presented on a tax-equivalent basis, which reflects federal and state tax benefits.
(3) 
Annualized based on the actual number of days for each period presented.

19