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8-K - 8-K - MAINSOURCE FINANCIAL GROUPa14-4541_18k.htm

Exhibit 99.1

 

 

DATE:

 

January 29, 2014 4:00 p.m. E.S.T.

CONTACT:

 

Archie M. Brown, Jr. President and CEO

 

 

MainSource Financial Group, Inc. 812-663-6734

 

MAINSOURCE FINANCIAL GROUP—NASDAQ, MSFG —
Announces Fourth Quarter and Full Year

2013 Operating Results and Increase to Common Dividend

 

·                  Fourth quarter earnings of $7.4 million, or $0.36 per common share

·                  First quarter 2014 common stock dividend increased to $0.10 per share

·                  42% Increase in stock price during 2013

·                  Fourth quarter Return on Average Assets of 1.04%

·                  Tangible Common Equity Ratio of 8.4%

·                  Fourth quarter loan growth of $61 million (15% annualized)

·                  Non-performing assets lower by $6.3 million from the third quarter of 2013

 

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 quarter and year ended December 31, 2013.  For the three months ended December 31, 2013, the Company recorded net income of $7.4 million, or $0.36 per common share, compared to net income of $7.3 million, or $0.34 per common share, in the fourth quarter of 2012.  The primary reason for the increase in earnings per share was the payoff of the remaining shares of the Series A preferred stock in the 3Q of 2013 and the resulting savings of the preferred stock dividend.  In addition, reductions in provision expense and OREO losses were offset by increases in employee and equipment expenses and a reduction in mortgage banking income.

 

For the twelve months ended December 31, 2013, the Company reported net income of $26.3 million, or $1.26 per common share, compared to net income in 2012 of $27.3 million, or $1.30 per common share.  Similar to the fourth quarter results, the primary drivers of the change in net income in 2013 compared to 2012 were an increase in trust and investment product fees and a decrease in loan loss provision expense, offset by decreases in mortgage banking income and increases in employee and equipment costs.

 

The Company also announced that the Board of Directors declared a first quarter common dividend of $0.10 per share at its January 21, 2014 meeting.  This represents an increase of $.02 per share from the dividend paid during the previous quarter.  The dividend is payable on March 14, 2014 to common shareholders of record as of March 4, 2014.

 

Mr. Brown commented on the fourth quarter, “I am pleased with our recent performance.  Our earnings of $7.4 million were in line with our expectations, credit quality continued to improve to levels that existed prior to the recession and our $61 million in loan growth, which represents an annualized rate of 15% growth, was the highest level of the year. “

 

Mr. Brown continued, “During the quarter we made additional investments in lending personnel including adding a sales representative and manager to Equipment Finance and adding a commercial banking team in Louisville.  We anticipate production from these new teams ramping up during the first part of 2014 and for full production to occur by mid-year.  These new teams are part of our strategy to grow organically.  In addition to the new teams we added in the fourth quarter, in the last 18 months, we have added teams in Indianapolis, Seymour, and Bloomington, Indiana as well as Cincinnati, Ohio.  Our fourth quarter loan growth reflects some of the early success we have realized from these recent investments.”

 



 

4TH QUARTER RESULTS

 

NET INTEREST INCOME

 

Net interest income was $23.2 million for the fourth quarter of 2013.  Net interest margin, on a fully-taxable equivalent basis, was 3.88% for the fourth quarter of 2013 which was fifteen basis points below the fourth quarter of 2012 and three basis points lower than the third quarter of 2013.  The Company’s net interest margin decreased from a year ago due to the repricing of the asset side of the balance sheet.  While deposit and other funding costs have decreased over the same period, many of these accounts have reached, or are approaching, their floors.  Linked quarter net interest income increased slightly as the level of earning assets increased in the fourth quarter due to the $61 million of loan growth during the quarter, which represents 15% growth in loans on an annualized basis.

 

NON-INTEREST INCOME

 

The Company’s non-interest income was $10.3 million for the fourth quarter of 2013 compared to $11.7 million in the same period in 2012.  Mortgage banking income, which was $3.6 million for the fourth quarter of 2012, decreased by $2.3 million from the same period a year ago as refinance activity slowed due to the increase in interest rates.  Other non-interest income increased from a year ago as OREO activity decreased in the fourth quarter of 2013 compared to 2012 and resulted in a reduced amount of losses on sale.

 

NON-INTEREST EXPENSE

 

The Company’s non-interest expense was $23.8 million for the fourth quarter of 2013 compared to $23.7 million for the same period in 2012.  An increase in employee and equipment costs related to investments in new markets was offset by decreases in marketing expenses and “other” expenses (primarily professional fees and certain state taxes).

 

FULL YEAR RESULTS

 

Mr. Brown commented on the company’s full year results, “I am very pleased with our results for 2013.  Our net income and earnings per share when adjusting for non-operating items were $27.7 million and $1.33 respectively, our highest since the recession and second highest in company history.  Credit quality as measured by non-performing assets to total assets declined to 1.07%, the lowest level in over five years and loans grew by more than 7% with momentum in loan growth increasing as we ended the year.  In addition, we redeemed the remaining preferred shares outstanding from the former TARP program; we increased our quarterly dividend from $.03 per share to $.08 per share by the fourth quarter and our stock price increased by 42%.  We have recovered very well from the effects of the recession and have positioned the company for future growth.”

 

NET INTEREST INCOME

 

Net interest income was $91.3 million for the full year 2013, which represents a decrease of $2.8 million when compared to the twelve months ended December 31, 2012.  Net interest margin, on a fully-taxable equivalent basis, decreased from 4.08% in 2012 to 3.92% in 2013.  As rates have remained at historic lows for an extended period of time, the Company’s asset base has continued to reprice lower.  The Company’s cost of funds also decreased over the same period but to a lesser extent.  Partially offsetting the decrease in the Company’s net interest margin, average earning assets increased by approximately $27 million in 2013 compared to 2012 as the Company experienced increased loan demand in 2013.

 

NON-INTEREST INCOME

 

The Company’s non-interest income was $43.1 million for the full year 2013 compared to $43.9 million for 2012.  Excluding securities gains, non-interest income was $42.3 million in 2013 compared to $42.5 million in 2012.  The primary drivers of the slight decrease were a decrease in mortgage banking income of $3.1 million offset by an increase in trust and investment product fees of $1.1 million.  In addition, service charges on deposit accounts and interchange income increased by $1.1 million collectively and losses on OREO sales were $0.8 million lower year over year.

 

NON-INTEREST EXPENSE

 

The Company’s non-interest expense was $98.2 million for the full year 2013 compared to $94.8 million for 2012.  During 2013, the Company incurred a non-operating expense of $2.2 million related to the prepayment of an FHLB advance.  During 2012, the Company incurred the following non-operating expenses: a $1.3 million charge related to the prepayment of an FHLB advance, $0.7 million of costs related to the closure of six branches, and $0.3 million of costs related to the U.S. Treasury’s auction of the Company’s Series A preferred stock.  Excluding these items, the Company’s non-interest expense would have been $96.0 million in 2013 and $92.5 million in 2012.  The increase of $3.5 million was primarily attributable to the increase in employee costs of $3.2 million which was a result of the Company’s investments in new markets.

 



 

ASSET QUALITY

 

Non-performing assets (NPA’s) were $30.7 million as of December 31, 2013, a decrease of $27.1 million from year-end 2012 and $6.3 million on a linked-quarter basis.  NPA’s represented 1.07% of total assets as of December 31, 2013 compared to 1.31% as of September 30, 2013 and 2.09% as of December 31, 2012.  Net charge-offs were $1.0 million for the fourth quarter of 2013 and represented 0.25% of average loans on an annualized basis.  Total loan loss provision expense was $0.8 million in the fourth quarter of 2013 compared to $2.3 million in the fourth quarter of 2012.  For the full year 2013, net charge-offs were $9.2 million or 0.57% of average loans.  The Company’s allowance for loan losses as a percent of total outstanding loans was 1.65% as of December 31, 2013 compared to 2.07% as of December 31, 2012.

 

MAINSOURCE FINANCIAL GROUP

(unaudited)

(Dollars in thousands except per share data)

 

Income Statement Summary

 

 

 

Three months ended December 31

 

Twelve months ended December 31

 

 

 

2013

 

2012

 

2013

 

2012

 

Interest Income

 

$

25,550

 

$

26,349

 

$

101,279

 

$

108,768

 

Interest Expense

 

2,336

 

3,126

 

9,979

 

14,686

 

Net Interest Income

 

23,214

 

23,223

 

91,300

 

94,082

 

Provision for Loan Losses

 

800

 

2,250

 

4,534

 

9,850

 

Noninterest Income:

 

 

 

 

 

 

 

 

 

Trust and investment product fees

 

1,214

 

1,095

 

4,756

 

3,650

 

Mortgage banking

 

1,303

 

3,599

 

6,799

 

9,927

 

Service charges on deposit accounts

 

5,299

 

5,247

 

20,427

 

19,815

 

Gain on sales of securities

 

 

 

835

 

1,367

 

Interchange income

 

1,739

 

1,576

 

7,056

 

6,540

 

OREO gains/(losses)

 

(183

)

(974

)

(539

)

(1,359

)

Other

 

948

 

1,206

 

3,795

 

3,951

 

Total Noninterest Income

 

10,320

 

11,749

 

43,129

 

43,891

 

Noninterest Expense:

 

 

 

 

 

 

 

 

 

Employee

 

12,758

 

12,048

 

52,165

 

48,990

 

Occupancy & equipment

 

4,377

 

3,845

 

17,070

 

15,333

 

Intangible amortization

 

455

 

490

 

1,868

 

1,835

 

Marketing

 

1,004

 

1,316

 

3,660

 

4,397

 

Collection expenses

 

866

 

930

 

3,300

 

3,768

 

FDIC assessment

 

376

 

533

 

1,711

 

2,495

 

FHLB advance prepayment penalty

 

 

 

2,239

 

1,313

 

Consultant expenses

 

357

 

575

 

1,582

 

1,150

 

Other

 

3,566

 

3,975

 

14,636

 

15,557

 

Total Noninterest Expense

 

23,759

 

23,712

 

98,231

 

94,838

 

Earnings Before Income Taxes

 

8,975

 

9,010

 

31,664

 

33,285

 

Provision for Income Taxes

 

1,577

 

1,731

 

5,319

 

6,027

 

Net Income

 

$

7,398

 

$

7,279

 

$

26,345

 

$

27,258

 

Preferred Dividends & Accretion

 

 

(416

)

(504

)

(2,110

)

Redemption of preferred shares

 

 

55

 

(148

)

1,357

 

Net Income Available to Common Shareholders

 

$

7,398

 

$

6,918

 

$

25,693

 

$

26,505

 

 

Average Balance Sheet Data

 

 

 

Three months ended December 31

 

Twelve months ended December 31

 

 

 

2013

 

2012

 

2013

 

2012

 

Gross Loans

 

$

1,648,446

 

$

1,555,551

 

$

1,597,698

 

$

1,553,617

 

Earning Assets

 

2,557,306

 

2,461,889

 

2,505,838

 

2,479,035

 

Total Assets

 

2,830,722

 

2,759,934

 

2,786,651

 

2,760,723

 

Noninterest Bearing Deposits

 

423,338

 

373,487

 

414,084

 

348,858

 

Interest Bearing Deposits

 

1,805,187

 

1,793,772

 

1,786,806

 

1,814,906

 

Total Interest Bearing Liabilities

 

2,074,958

 

2,015,714

 

2,028,806

 

2,044,022

 

Shareholders’ Equity

 

308,153

 

335,940

 

315,499

 

334,488

 

 

Per Share Data

 

 

 

Three months ended December 31

 

Twelve months ended December 31

 

 

 

2013

 

2012

 

2013

 

2012

 

Diluted Earnings Per CommonShare

 

$

0.36

 

$

0.34

 

$

1.26

 

$

1.30

 

Cash Dividends Per Common Share

 

0.08

 

0.03

 

0.28

 

0.08

 

Market Value - High

 

18.05

 

12.97

 

18.05

 

13.00

 

Market Value - Low

 

14.05

 

11.50

 

12.02

 

8.84

 

Average Outstanding Shares (diluted)

 

20,520,494

 

20,357,831

 

20,432,852

 

20,324,657

 

 

Key Ratios (annualized)

 

 

 

Three months ended December 31

 

Twelve months ended December 31

 

 

 

2013

 

2012

 

2013

 

2012

 

Return on Average Assets

 

1.04

%

1.05

%

0.95

%

0.99

%

Return on Average Equity

 

9.52

%

8.62

%

8.35

%

8.15

%

Net Interest Margin

 

3.88

%

4.03

%

3.92

%

4.08

%

Efficiency Ratio

 

67.28

%

64.60

%

69.45

%

65.44

%

Net Overhead to Average Assets

 

1.88

%

1.72

%

1.98

%

1.85

%

 

Balance Sheet Highlights

 

 

 

December 31

 

September 30

 

June 30

 

March 31

 

December 31

 

 

 

2013

 

2013

 

2013

 

2013

 

2012

 

Total Loans (Excluding Loans Held for Sale)

 

$

1,671,926

 

$

1,610,990

 

$

1,583,281

 

$

1,553,320

 

$

1,553,383

 

Allowance for Loan Losses

 

27,609

 

27,849

 

28,002

 

31,728

 

32,227

 

Total Securities

 

891,106

 

893,187

 

886,908

 

906,396

 

902,341

 

Goodwill and Intangible Assets

 

70,025

 

69,959

 

70,414

 

70,892

 

70,940

 

Total Assets

 

2,859,864

 

2,824,347

 

2,771,055

 

2,732,609

 

2,769,288

 

Noninterest Bearing Deposits

 

436,550

 

415,572

 

421,950

 

418,916

 

405,167

 

Interest Bearing Deposits

 

1,764,078

 

1,752,702

 

1,761,767

 

1,763,781

 

1,779,887

 

Other Borrowings

 

294,252

 

297,809

 

216,858

 

154,859

 

191,470

 

Shareholders’ Equity

 

305,526

 

304,471

 

314,566

 

322,673

 

323,751

 

 



 

Other Balance Sheet Data

 

 

 

December 31

 

September 30

 

June 30

 

March 31

 

December 31

 

 

 

2013

 

2013

 

2013

 

2013

 

2012

 

Tangible Book Value Per Common Share (1)

 

$

11.53

 

$

11.49

 

$

11.24

 

$

11.65

 

$

11.72

 

Loan Loss Reserve to Loans

 

1.65

%

1.73

%

1.77

%

2.04

%

2.07

%

Loan Loss Reserve to Non-performing Loans

 

123.50

%

99.56

%

90.68

%

87.70

%

89.48

%

Nonperforming Assets to Total Assets

 

0.93

%

1.16

%

1.30

%

1.54

%

1.54

%

NPA’s (w/ TDR’s) to Total Assets

 

1.07

%

1.31

%

1.45

%

1.69

%

2.09

%

Tangible Common Equity Ratio (1)

 

8.44

%

8.51

%

8.49

%

8.90

%

8.82

%

Outstanding Shares

 

20,417,224

 

20,403,933

 

20,391,433

 

20,326,725

 

20,304,525

 

 

Asset Quality

 

 

 

December 31

 

September 30

 

June 30

 

March 31

 

December 31

 

 

 

2013

 

2013

 

2013

 

2013

 

2012

 

Special Mention Loans

 

$

56,960

 

$

79,059

 

$

85,763

 

$

85,613

 

$

88,039

 

Substandard Loans (Accruing)

 

27,277

 

12,138

 

15,235

 

22,313

 

28,775

 

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

 

2,312

 

2,761

 

2,687

 

7,778

 

5,681

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans Past Due 90 Days or More and Still Accruing

 

$

14

 

$

 

$

372

 

$

100

 

$

565

 

Non-accrual Loans

 

22,341

 

27,972

 

30,508

 

36,078

 

35,451

 

Other Real Estate Owned

 

4,120

 

4,784

 

5,182

 

5,842

 

6,677

 

Total Nonperforming Assets (NPA’s)

 

$

26,475

 

$

32,756

 

$

36,062

 

$

42,020

 

$

42,693

 

Troubled Debt Restructurings (Accruing)

 

4,188

 

4,162

 

4,207

 

4,276

 

15,102

 

Total NPA’s with Troubled Debt Restructurings

 

$

30,663

 

$

36,918

 

$

40,269

 

$

46,296

 

$

57,795

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Charge-offs - QTD

 

$

1,040

 

$

1,153

 

$

4,726

 

$

2,233

 

$

5,269

 

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

 

0.25

%

0.29

%

1.20

%

0.58

%

1.35

%

 


(1) 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. The Company believes that these non-GAAP financial measures provide information to investors that is useful in understanding its financial condition. 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).

 

 

 

December 31

 

September 30

 

June 30

 

March 31

 

December 31

 

 

 

2013

 

2013

 

2013

 

2013

 

2012

 

Shareholders’ Equity

 

$

305,526

 

$

304,471

 

$

314,566

 

$

322,673

 

$

323,751

 

Less: Intangible Assets

 

70,025

 

69,959

 

70,414

 

70,892

 

70,940

 

Preferred Stock

 

 

 

14,945

 

14,932

 

14,918

 

Tangible Common Equity

 

$

235,501

 

$

234,512

 

$

229,207

 

$

236,849

 

$

237,893

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Assets

 

$

2,859,864

 

$

2,824,347

 

$

2,771,055

 

$

2,732,609

 

$

2,769,288

 

Less: Intangible Assets

 

70,025

 

69,959

 

70,414

 

70,892

 

70,940

 

Tangible Assets

 

$

2,789,839

 

$

2,754,388

 

$

2,700,641

 

$

2,661,717

 

$

2,698,348

 

 

 

 

 

 

 

 

 

 

 

 

 

Ending Shares Outstanding

 

20,417,224

 

20,403,933

 

20,391,433

 

20,326,725

 

20,304,525

 

 

 

 

 

 

 

 

 

 

 

 

 

Tangible Book Value Per Share

 

$

11.53

 

$

11.49

 

$

11.24

 

$

11.65

 

$

11.72

 

Tangible Common Equity/Tangible Assets

 

8.44

%

8.51

%

8.49

%

8.90

%

8.82

%

 

MainSource Financial Group is listed on the NASDAQ National Market (under the symbol: “MSFG”) and is a community-focused, financial holding company with assets of approximately $2.9 billion. The Company operates 73 full-service offices throughout Indiana, Illinois, Kentucky and Ohio through its banking subsidiary, MainSource Bank, headquartered in Greensburg, Indiana. Through its non-banking subsidiary, MainSource Title LLC, the Company provides various related financial services.

 

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.