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8-K - 8-K - MAINSOURCE FINANCIAL GROUPf8-k.htm

Exhibit 99.1

 

 

Picture 1

 

 

 

Date:

April 26, 2017 4:01 pm EST

From:

Archie M. Brown, Jr. President and CEO

 

MainSource Financial Group, Inc. | 812-663-6734

 

NEWS RELEASE

 

MainSource Financial Group - NASDAQ, MSFG -
Announces First Quarter 2017 Operating Results

 

Net income of $12.1 million

Earnings Per Share of $0.49 (23% Increase)

Net Interest Margin of 3.76%

Non-performing Assets 0.62% of Total Assets

 

Greensburg, Indiana, Archie M. Brown, Jr., President and Chief Executive Officer of MainSource Financial Group, Inc. (NASDAQ: MSFG), announced today the unaudited financial results for the first quarter of 2017.  For the three months ended March 31, 2017, the Company recorded net income of $12.1 million, or $0.49 per common share, compared to net income of $8.8 million, or $0.40 per common share, in the first quarter of 2016.  During the first quarter of 2017 the Company recorded $274 thousand in reduced income tax expense related to the adoption of ASU 2016-09 which covers the accounting treatment for stock based compensation.

 

CEO Comments

 

Mr. Brown commented on the Company’s first quarter performance, “I am very pleased with our operating results for the first quarter.  Earnings per common share increased by 23% from a year ago as we continued to benefit from the Cheviot acquisition that closed in May 2016 and the organic loan growth from 2016.  Strength in our net interest margin and non-interest income were also contributors to our strong earnings performance.”

 

Mr. Brown continued, “We were disappointed in the decline in loan balances for the quarter.  Seasonal reductions in revolving lines of credit and reductions in criticized assets placed pressure on loan balances.  During the quarter, we also experienced a higher than normal level of mortgage payoffs.  Commercial loan originations were similar to the first quarter of last year, but were softer than we expected.  We are optimistic that origination activity will pick up in the second quarter and that we will return to growth in balances.”

 

Mr. Brown continued, “We continue to be pleased overall with our credit quality.  We did experience a slight increase in non-performing assets during the quarter.  One medium-sized commercial real estate loan acquired in our most recent bank purchase led to the increase.  This loan was identified as a potential problem during our pre-merger loan due diligence and was appropriately marked when the merger was completed.”

 

Mr. Brown concluded, “During the quarter we were pleased to complete the acquisition of the assets of First Service Capital Management, Inc., a Raymond James brokerage agency with approximately $160 million in assets under management, located in Elizabethtown, Kentucky.  We also recently received regulatory approval for our pending merger with FCB Bancorp of Louisville, Kentucky.  Subject to FCB Bancorp shareholder approval and customary closing conditions, we expect to complete the merger in the second quarter.”

 


 

 

NET INTEREST INCOME

 

Net interest income was $32.3 million for the first quarter of 2017 compared to $26.4 million a year ago.  The increase in net interest income was primarily due to an increase in average earning assets as well as an increase in acquisition accounting adjustments.  Average earning assets increased year over year by $597 million with $430 million coming from the Cheviot acquisition and $167 million from organic growth.  Net interest margin, on a fully-taxable equivalent basis, was 3.76% for the first quarter of 2017, which was a ten basis point increase from the first quarter of 2016 and an increase of seven basis points compared to the fourth quarter of 2016.  The increase in the net interest margin on a linked-quarter basis was primarily attributable to an increase in the yield on investment securities and an increase in the accretion of purchase accounting marks.  Overall, the accretion of acquisition accounting marks added ten basis points to the net interest margin for the first quarter of 2017.

 

NON-INTEREST INCOME

 

The Company’s non-interest income was $13.0 million for the first quarter of 2017 compared to $11.6 million for the same period in 2016. Increases in mortgage banking income ($0.6 million) and interchange income ($0.4 million) were the primary drivers of the increase.   

 

NON-INTEREST EXPENSE

 

The Company’s non-interest expense was $29.4 million for the first quarter of 2017 compared to $26.2 million for the same period in 2016.  The year over year increase in total expenses were primarily in the employee, occupancy and equipment expense categories and were primarily related to the acquisition of Cheviot in May 2016. 

 

BALANCE SHEET AND CAPITAL

 

Total assets were $4.0 billion at March 31, 2017, which represents a $628 million increase from a year ago.  The increase in assets was primarily related to the acquisition of Cheviot ($535 million) and organic loan growth over the past twelve months.  Loan balances (including loans that are classified as held for sale) decreased $45 million on a linked quarter basis which represents a 7% decrease on an annualized basis.  Higher than normal payoffs and weaker than expected loan demand were the primary drivers of the decrease.  The Company’s regulatory capital ratios remain strong and as of March 31, 2017 were as follows: leverage ratio of 9.9%, tier one capital to risk-weighted assets of 14.3%, common equity tier one capital ratio of 12.8%, and total capital to risk-weighted assets of 15.1%.  In addition, as of March 31, 2017, the Company’s tangible common equity ratio was 8.9% compared to 8.6% as of December 31, 2016

 

ASSET QUALITY

 

Non-performing assets (NPAs) were $25.2 million as of March 31, 2017, an increase of $2.1 million on a linked-quarter basis.  The increase in NPAs was primarily related to one $3.0 million credit that moved to non-performing status during the quarter.  NPAs represented 0.62% of total assets as of March 31, 2017 compared to 0.57% as of December 31, 2016 and 0.48% as of March 31, 2016.  The Company incurred net charge-offs of $130 thousand and recorded no loan loss provision expense for the first quarter of 2017.  This level of provision expense was a result of the decrease in loan balances during the current quarter.  The Company’s allowance for loan losses as a percent of total outstanding loans was 0.85% as of March 31, 2017 compared to 0.84% as of December 31, 2016 and 0.97% as of March 31, 2016.  The decrease in this metric year over year was primarily driven by the increase in acquired loans that were marked to fair value at the acquisition date and not included in the loan loss reserve analysis.

 

FORWARD LOOKING STATEMENTS

 

Except for historical information contained herein, the discussion in this press release includes certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are covered by the safe harbor provisions of such sections.  These statements are based upon management expectations, goals and projections, which are subject to numerous assumptions, risks and uncertainties (many of which are beyond management’s control). Factors which could cause future results to differ materially from these expectations include, but are not limited to, the following: general economic conditions; legislative and regulatory initiatives; monetary and fiscal policies of the federal government; deposit flows; the costs of funds; general market rates of interest; interest rates on competing investments; demand for loan products; demand for financial services; changes in accounting  policies or guidelines; changes in the quality or composition of the Company’s loan and investment portfolios; the Company’s ability to integrate acquisitions; and other factors, including various “risk factors” as set forth in our most recent Annual Report on Form 10-K and in other reports we file from time to time with the Securities and Exchange Commission.  These reports are available publicly on the SEC website, www.sec.gov, and on the Company’s website, www.mainsourcefinancial.com.

 


 

 

 

 

 

 

 

 

 

 

 

 

Three months ended March 31

 

 

    

2017

    

2016

 

Income Statement Summary

 

 

 

 

 

 

 

Interest Income

 

$

35,206

 

$

28,746

 

Interest Expense

 

 

2,919

 

 

2,374

 

Net Interest Income

 

 

32,287

 

 

26,372

 

Provision for Loan Losses

 

 

 —

 

 

500

 

Noninterest Income:

 

 

 

 

 

 

 

Trust and investment product fees

 

 

1,197

 

 

1,210

 

Mortgage banking

 

 

2,392

 

 

1,790

 

Service charges on deposit accounts

 

 

4,791

 

 

4,682

 

Securities gains/(losses)

 

 

13

 

 

17

 

Interchange income

 

 

3,054

 

 

2,635

 

Other

 

 

1,549

 

 

1,255

 

Total Noninterest Income

 

 

12,996

 

 

11,589

 

Noninterest Expense:

 

 

 

 

 

 

 

Employee

 

 

17,717

 

 

14,860

 

Occupancy & equipment

 

 

5,813

 

 

5,324

 

Intangible amortization

 

 

304

 

 

328

 

Marketing

 

 

765

 

 

654

 

Interchange expense

 

 

797

 

 

813

 

Collection expenses

 

 

231

 

 

252

 

FDIC assessment

 

 

324

 

 

420

 

Other

 

 

3,478

 

 

3,506

 

Total Noninterest Expense

 

 

29,429

 

 

26,157

 

Earnings Before Income Taxes

 

 

15,854

 

 

11,304

 

Provision for Income Taxes

 

 

3,781

 

 

2,538

 

Net Income Available to Common Shareholders

 

$

12,073

 

$

8,766

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended March 31

 

 

    

2017

    

2016

    

Average Balance Sheet Data

 

 

 

 

 

 

 

Gross Loans

 

$

2,638,684

 

$

2,149,184

 

Earning Assets

 

 

3,693,212

 

 

3,096,634

 

Total Assets

 

 

4,053,417

 

 

3,398,105

 

Noninterest Bearing Deposits

 

 

754,746

 

 

639,404

 

Interest Bearing Deposits

 

 

2,341,177

 

 

1,999,445

 

Total Interest Bearing Liabilities

 

 

2,822,362

 

 

2,350,590

 

Shareholders’ Equity

 

 

453,971

 

 

389,204

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended March 31

 

 

    

2017

    

2016

    

Per Share Data

 

 

 

 

 

 

 

Diluted Earnings Per Common Share

 

$

0.49

 

$

0.40

 

Cash Dividends Per Common Share

 

 

0.16

 

 

0.15

 

Market Value - High

 

 

35.21

 

 

22.18

 

Market Value - Low

 

 

31.57

 

 

19.95

 

Average Outstanding Shares (diluted)

 

 

24,521,161

 

 

21,873,038

 

 


 

 

 

 

 

 

 

 

 

 

Three months ended March 31

 

 

    

2017

    

2016

    

Key Ratios (annualized)

 

 

 

 

 

Return on Average Assets

 

1.21

%  

1.04

%  

Return on Average Equity

 

10.79

%  

9.06

%  

Net Interest Margin

 

3.76

%  

3.66

%  

Efficiency Ratio

 

62.32

%  

65.73

%  

Net Overhead to Average Assets

 

1.64

%  

1.72

%  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    

March 31

    

December 31

    

September 30

    

June 30

    

March 31

 

 

 

2017

 

2016

 

2016

 

2016

 

2016

 

Balance Sheet Highlights

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Loans (Including Loans Held for Sale)

 

$

2,618,980

 

$

2,664,152

 

$

2,591,884

 

$

2,561,765

 

$

2,165,511

 

Allowance for Loan Losses

 

 

22,369

 

 

22,499

 

 

21,828

 

 

21,468

 

 

21,079

 

Total Securities

 

 

1,022,208

 

 

1,007,540

 

 

1,025,048

 

 

1,032,380

 

 

937,719

 

Goodwill and Intangible Assets

 

 

110,180

 

 

108,734

 

 

108,651

 

 

108,477

 

 

80,287

 

Total Assets

 

 

4,042,475

 

 

4,080,257

 

 

4,013,943

 

 

3,995,541

 

 

3,414,276

 

Noninterest Bearing Deposits

 

 

812,301

 

 

767,159

 

 

705,428

 

 

677,654

 

 

647,187

 

Interest Bearing Deposits

 

 

2,342,836

 

 

2,343,712

 

 

2,418,600

 

 

2,421,705

 

 

1,997,657

 

Other Borrowings

 

 

270,976

 

 

290,897

 

 

300,877

 

 

291,047

 

 

326,796

 

Shareholders’ Equity

 

 

459,779

 

 

449,494

 

 

459,608

 

 

453,782

 

 

394,204

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    

March 31

    

December 31

    

September 30

    

June 30

    

March 31

 

 

 

2017

 

2016

 

2016

 

2016

 

2016

 

Other Balance Sheet Data

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Tangible Book Value Per Common Share (1)

 

$

14.48

 

$

14.16

 

$

14.60

 

$

14.38

 

$

14.51

 

Loan Loss Reserve to Loans

 

 

0.85

%  

 

0.84

%  

 

0.84

%  

 

0.84

%  

 

0.97

%

Loan Loss Reserve to Non-performing Loans

 

 

110.84

%  

 

125.39

%  

 

146.07

%  

 

131.54

%  

 

186.05

%

Nonperforming Assets to Total Assets

 

 

0.54

%  

 

0.49

%  

 

0.43

%  

 

0.49

%  

 

0.39

%

NPA’s (w/ TDR’s) to Total Assets

 

 

0.62

%  

 

0.57

%  

 

0.51

%  

 

0.58

%  

 

0.48

%

Tangible Common Equity/Tangible Assets (1)

 

 

8.89

%  

 

8.58

%  

 

8.99

%  

 

8.88

%  

 

9.42

%

Outstanding Shares

 

 

24,148,132

 

 

24,067,364

 

 

24,033,381

 

 

24,005,307

 

 

21,627,452

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    

March 31

    

December 31

    

September 30

    

June 30

    

March 31

 

 

 

2017

 

2016

 

2016

 

2016

 

2016

 

Asset Quality

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Special Mention Loans

 

$

12,987

 

$

20,526

 

$

20,050

 

$

18,088

 

$

11,796

 

Substandard Loans (Accruing)

 

 

15,531

 

 

18,626

 

 

19,805

 

 

22,239

 

 

15,116

 

New Non-accrual Loans (for the 3 months ended)

 

 

9,051

 

 

3,416

 

 

3,073

 

 

3,668

 

 

1,627

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans Past Due 90 Days or More and Still Accruing

 

$

 —

 

$

2,135

 

$

 —

 

$

126

 

$

 —

 

Non-accrual Loans

 

 

20,181

 

 

15,808

 

 

14,944

 

 

16,195

 

 

11,330

 

Other Real Estate Owned

 

 

1,783

 

 

1,875

 

 

2,242

 

 

3,180

 

 

1,911

 

Total Nonperforming Assets (NPA’s)

 

$

21,964

 

$

19,818

 

$

17,186

 

$

19,501

 

$

13,241

 

Troubled Debt Restructurings (Accruing)

 

 

3,227

 

 

3,270

 

 

3,333

 

 

3,508

 

 

3,098

 

Total NPA’s with Troubled Debt Restructurings

 

$

25,191

 

$

23,088

 

$

20,519

 

$

23,009

 

$

16,339

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Charge-offs - QTD

 

$

130

 

$

179

 

$

(210)

 

$

(184)

 

$

1,441

 

Net Charge-offs as a % of average loans (annualized)

 

 

0.02

%  

 

0.03

%  

 

(0.03)

%  

 

(0.03)

%  

 

0.27

%

 


 

(1) Use Of Non-GAAP Financial Measures

 

 

 

 

 

    

These financial statements include financial measures prepared other than in accordance with generally accepted accounting principles in the United States (“GAAP”). These non-GAAP financial measures should be considered supplemental to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP.  We believe this information is helpful in understanding the Company’s results of operations separate and apart from items that may, or could, have a disproportionate positive or negative impact in any given period, such as acquisition accounting impacts, one-time costs of acquisitions or other non-core items. 

 

Tangible common equity, tangible assets and tangible book value per share are non-GAAP financial measures calculated using GAAP amounts.  Tangible common equity is calculated by excluding the balance of preferred stock, goodwill and other intangible assets from the calculation of stockholders’ equity. Tangible assets are calculated by excluding the balance of goodwill and other intangible assets from the calculation of total assets. Tangible book value per share is calculated by dividing tangible common equity by the number of shares outstanding. Because not all companies use the same calculation of tangible common equity and tangible assets, this presentation may not be comparable to other similarly titled measures calculated by other companies. A reconciliation of these non-GAAP financial measures is provided below (dollars in thousands, except per share data).

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    

March 31

    

December 31

    

September 30

    

June 30

    

March 31

 

 

 

2017

 

2016

 

2016

 

2016

 

2016

 

Shareholders’ Equity

 

$

459,779

 

$

449,494

 

$

459,608

 

$

453,782

 

 

394,204

 

Less: Intangible Assets

 

 

110,180

 

 

108,734

 

 

108,651

 

 

108,477

 

 

80,287

 

Tangible Common Equity

 

 

349,599

 

 

340,760

 

 

350,957

 

 

345,305

 

 

313,917

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Assets

 

 

4,042,475

 

 

4,080,257

 

 

4,013,943

 

 

3,995,541

 

 

3,414,276

 

Less: Intangible Assets

 

 

110,180

 

 

108,734

 

 

108,651

 

 

108,477

 

 

80,287

 

Tangible Assets

 

 

3,932,295

 

 

3,971,523

 

 

3,905,292

 

 

3,887,064

 

 

3,333,989

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ending Shares Outstanding

 

 

24,148,132

 

 

24,067,364

 

 

24,033,381

 

 

24,005,307

 

 

21,627,452

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Tangible Book Value Per Common Share

 

$

14.48

 

$

14.16

 

$

14.60

 

$

14.38

 

$

14.51

 

Tangible Common Equity/Tangible Assets

 

 

8.89

%  

 

8.58

%  

 

8.99

%  

 

8.88

%  

 

9.42

%