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8-K - 8-K - FIRST INTERSTATE BANCSYSTEM INCfibk20140930-8k.htm


For Immediate Release
 
 
Contact:
  
Marcy Mutch
  
NASDAQ: FIBK
 
  
Investor Relations Officer
First Interstate BancSystem, Inc.
(406) 255-5322
investor.relations@fib.com
  
www.FIBK.com

    
First Interstate BancSystem, Inc. Reports Third Quarter Financial Results

                
Billings, MT - October 27, 2014 - First Interstate BancSystem, Inc. (NASDAQ: FIBK) reports third quarter 2014 net income of $19.2 million, or $0.42 per diluted share. Included in third quarter 2014 net income are non-core expenses related to the acquisition of Mountain West Financial Corp. and litigation accruals aggregating $5.1 million. Exclusive of non-core items, the Company's third quarter 2014 core net income was $22.3 million, or $0.49 per diluted share, as compared to core net income of $21.4 million, or $0.48 per diluted share, for the second quarter 2014.

THIRD QUARTER HIGHLIGHTS

Successful completion of the merger with Mountain West Financial Corp. on July 31, 2014.
    
Improving asset quality as non-performing assets decreased $5.3 million to 1.08% of total assets as of September 30, 2014.
    
$5.4 million increase in net interest income; $4.5 million of which was attributable to the acquisition of Mountain West Financial Corp.
    
Strong non-interest income growth of $2.8 million, or 10.5%; 2.0% of which was attributable to the acquisition of Mountain West Financial Corp.
    
Stable net interest margin of 3.55%, as compared to 3.54% for the second quarter 2014.

“The highlight of the third quarter was the successful completion of our merger with Mountain West Financial Corp.,” said Ed Garding, President and Chief Executive Officer of First Interstate BancSystem, Inc. “Since closing the merger at the end of July, we have been focused on making a smooth transition for Mountain West’s customers and employees. We are pleased with the early results and we expect this merger to deliver strong value for our shareholders," continued Mr. Garding.

“From an organic standpoint, our total loans were relatively flat during the third quarter, while we saw very strong core deposit inflows. The two strongest areas of deposit growth were non-interest bearing and interest bearing demand deposits, which each increased nearly 7% during the third quarter. As a result of the strong inflow, we saw a nice improvement in our deposit mix, with these two categories comprising 56% of our total deposits, up from 49% at the end of last quarter. We ended the quarter with a loan to deposit ratio of under 70%, which gives us a good opportunity to grow our net interest income as we redeploy our excess liquidity into higher yielding assets in the coming quarters,” said Mr. Garding.

DIVIDEND DECLARATION

On October 27, 2014, the Company's Executive Committee declared a dividend of $0.16 per common share payable on November 17, 2014 to owners of record as of November 6, 2014. This dividend equates to a 2.4% annual yield based on the $26.83 average closing price of the Company's common stock during the third quarter 2014.

1




ACQUISITION

On February 10, 2014, the Company entered into an agreement and plan of merger to acquire all of the outstanding stock of Mountain West Financial Corp., a Montana-based bank holding company that operates one wholly-owned subsidiary bank, Mountain West Bank, NA, with branches located in five of the Company's current market areas in Montana. The acquisition was completed on July 31, 2014, and the Company merged Mountain West Bank with its existing bank subsidiary, First Interstate Bank, on October 17, 2014.

Consideration for the acquisition was $74.5 million and consisted of cash of $38.5 million and the issuance of 1,378,230 shares of the Company's Class A common stock valued at $26.10 per share, the closing price of the Company's Class A common stock as quoted on the NASDAQ stock market on the acquisition date. As of the acquisition date, Mountain West Financial Corp. had total assets with fair values of $612 million, total loans with fair values of $360 million and deposits with fair values of $515 million. In conjunction with the acquisition, the Company recorded provisional goodwill of $21 million and core deposit intangible assets of $11 million.

RESULTS OF OPERATIONS

Net Interest Income. The Company's net interest income, on a fully taxable equivalent, or FTE, basis, increased $5.3 million to $66.1 million during third quarter 2014, as compared to $60.8 million during second quarter 2014. Net interest income was positively impacted this quarter by the addition of Mountain West Bank and the recognition of $1.3 million of interest accretion related to the fair valuation of acquired loans, $745 thousand of which was due to early loan payoffs. The remaining increase in net FTE interest income was primarily due to one additional accrual day during third quarter 2014.

The Company's net interest margin ratio increased to 3.55% during third quarter 2014, as compared to 3.54% during the second quarter 2014. The yield on interest earning assets was 3.80% during the third quarter and the second quarter of 2014. Funding costs declined to 0.26% during the third quarter 2014, a one basis point reduction from second quarter 2014. The fair value discount on the early payoffs of acquired loans of $745 thousand had a positive impact of 5 basis points this quarter. The Company recovered charged off interest of $732 thousand this quarter, compared to $1.4 million during second quarter 2014. Exclusive of the fair value discount on the early payoff of acquired loans and the impact of interest recoveries, the Company's net interest margin ratio was 3.47% during the third quarter 2014 and 3.46% during the second quarter of 2014.

Non-Interest Income. Non-interest income increased $2.8 million to $29.4 million during third quarter 2014, as compared to $26.6 million during second quarter 2014. The increase attributable to the acquisition of Mountain West Bank was $523 thousand, with the remaining $2.3 million growth due to increases in income from the origination and sale of mortgage loans, debit and credit card interchange fees, service charges on deposit accounts and wealth management revenues.

Income from the origination and sale of loans increased $1.0 million to $7.4 million during third quarter 2014, as compared to $6.4 million during second quarter 2014, primarily due to increased mortgage loan production. The Company's mortgage loan production increased during third quarter 2014, as compared to second quarter 2014, as a result of a 10% increase in purchase volume. Loans originated for home purchases accounted for approximately 81% of the Company's mortgage loan production during third quarter 2014, as compared to 76% during second quarter 2014.

Other service charges, commissions and fees increased $759 thousand to $10.5 million during third quarter 2014, as compared to $9.7 million during second quarter 2014, primarily due to higher interchange fees earned on debit and credit card transactions resulting from higher transaction volumes.

Wealth management revenues increased $548 thousand to $5.2 million during third quarter 2014, as compared to $4.6 million during second quarter 2014, primarily due to a change in fee schedules effective July 1st and as a result of one-time administration fees. 

Non-Interest Expense. Non-interest expense increased $9.1 million to $65.0 million during third quarter 2014, as compared to $55.9 million during second quarter 2014. Included in non-interest expense are $5.1 million of expenses which the Company considers to be non-core related to the acquisition and pending litigation. Exclusive of these non-core expenses, core non-interest expense was $59.9 million during third quarter 2014, compared to $55.3 million during second quarter 2014. Increases in core non-interest expense during third quarter 2014, as compared to second quarter 2014, were primarily due to inclusion of two months of Mountain West Bank operating expenses of $3.0 million, higher salaries and wages expense, and an increase in other expenses.
    

2



Salaries and wages expense increased $1.5 million to $25.9 million during third quarter 2014, as compared to $24.4 million during second quarter 2014, primarily due to the additional Mountain West Bank salary expense and also as a result of increases in commissioned pay reflective of increased mortgage loan origination.

Employee benefits expense increased $677 thousand to $7.8 million during third quarter 2014, as compared to $7.1 million during second quarter 2014, primarily due to the additional Mountain West Bank employee benefits expense. Additionally, during second quarter 2014, employee benefits expense was reduced by $500 thousand due to the reversal of previously accrued health insurance expense reflective of favorable claims experienced during the first half of 2014.

Other expenses increased $1.5 million to $15.3 million during third quarter 2014, as compared to $13.8 million during second quarter 2014, primarily due to the addition of Mountain West Bank operating expenses and also as a result of debit and credit card issuance costs related to the breach of payment data systems of major retailers.
    
BALANCE SHEET
    
Total loans increased $348 million to $4.9 billion as of September 30, 2014, from $4.5 billion as of June 30, 2014, as a result of the acquisition of Mountain West Bank. Exclusive of the acquisition, overall loan growth was flat for the third quarter 2014.

Residential real estate loans grew $63 million to $957 million as of September 30, 2014. Growth of $44 million is attributable to the acquisition, and $19 million was the result of the origination of 1-4 family residential real estate loans not meeting the requirements for sale on the secondary market. These loans are generally five to fifteen year adjustable rate and conventional mortgages.

Consumer loans increased $38 million to $745 million as of September 30, 2014, with an increase of $9 million attributable to the acquisition, and the remainder primarily due to increases in indirect consumer loans. Indirect consumer loans grew organically $26 million to $538 million as of September 30, 2014. Management attributes the increase in indirect consumer loans to continued expansion of the Company's indirect lending program within existing markets.

Goodwill and core deposit intangible assets increased $21 million and $10 million, to $205 million and $14 million, respectively, as of September 30, 2014, as a result of the acquisition.

Total deposits increased $780 million to $7.0 billion as of September 30, 2014, from $6.2 billion as of June 30, 2014, as a result of an increase in deposits from the acquisition of $512 million and organic growth of $268 million. During third quarter 2014, the mix of deposits continued to shift away from higher costing time deposits to lower costing demand deposits, the result of sustained low interest rates. As of September 30, 2014, time deposits comprised 18.0% of total deposits, as compared to 18.4% of total deposits as of June 30, 2014.

Subordinated debentures held by subsidiary trusts increased $20 million, to $103 million as of September 30, 2014 as a result of the merger with Mountain West Financial Corp. The Company intends to repay the $20 million of Mountain West Financial Corp. debentures by year end.

ASSET QUALITY
    
Non-performing assets continued to decrease during third quarter 2014, ending the quarter at $92 million, or 1.08% of total assets, as of September 30, 2014, the lowest level since 2008. This compares to $97 million, or 1.27% of total assets as of June 30, 2014.

During third quarter 2014, the Company recorded net charged-off loans of $4 million, which was comprised of gross charge-offs of $6 million and gross recoveries of $2 million.

The Company recorded a $261 thousand provision for loan losses during third quarter 2014, compared to a $2 million reversal in the second quarter 2014, as a result of an increase in criticized assets in third quarter. The allowance for loan losses as a percentage of period end loans decreased to 1.53% as of September 30, 2014, from 1.74% as of June 30, 2014, due to the addition of Mountain West Bank loans, which were recorded at fair value on the date of acquisition and for which no allowance for loan losses was required under generally accepted accounting principles as of September 30, 2014.

 


3



STOCK REPURCHASE

Pursuant to a stock repurchase program approved by the Company's Board of Directors on November 25, 2013, the Company repurchased and retired 36,703 shares of its Class A common stock during third quarter 2014. The shares were repurchased in a combination of open market and privately negotiated transactions at an aggregate weighted average purchase price of $25.47 per share. Under the stock repurchase program, the Company may repurchase up to an additional 1,637,879 shares of its Class A common stock prior to expiration of the plan on November 25, 2014.

Third Quarter 2014 Conference Call for Investors

First Interstate BancSystem, Inc. will host a conference call to discuss third quarter 2014 results at 11:00 a.m. Eastern Time (9:00 a.m. Mountain Time) on Tuesday, October 28, 2014. The conference call will be accessible by telephone and through the Internet. Participants may join the call by dialing 1-877-507-0356 or by logging on to www.FIBK.com. The call will be recorded and made available for replay after 1:00 p.m. Eastern Time (11:00 a.m. Mountain Time) on October 28, 2014 through 9:00 a.m. Eastern Time (7:00 a.m. Mountain Time) on November 28, 2014, by dialing 1-877-344-7529 (using conference ID 10053260). The call will also be archived on our website, www.FIBK.com, for one year.
    
About First Interstate BancSystem, Inc.
    
First Interstate BancSystem, Inc. is a financial and bank holding company incorporated in 1971 and headquartered in Billings, Montana. The Company operates 79 banking offices, including detached drive-up facilities, in 42 communities in Montana, Wyoming and western South Dakota. Through First Interstate Bank, the Company delivers a comprehensive range of banking products and services to individuals, businesses, municipalities and other entities throughout the Company's market areas.

Cautionary Note Regarding Forward-Looking Statements and Factors that Could Affect Future Results

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Rule 175 promulgated thereunder, and Section 21E of the Securities Exchange Act of 1934, as amended, and Rule 3b-6 promulgated thereunder, that involve inherent risks and uncertainties. Any statements about our plans, objectives, expectations, strategies, beliefs, or future performance or events constitute forward-looking statements. Such statements are identified as those that include words or phrases such as “believes,” “expects,” “anticipates,” “plans,” “trend,” “objective,” “continue” or similar expressions or future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” “may” or similar expressions. Forward-looking statements involve known and unknown risks, uncertainties, assumptions, estimates and other important factors that could cause actual results to differ materially from any results, performance or events expressed or implied by such forward-looking statements. The following factors, among others, may cause actual results to differ materially from current expectations in the forward-looking statements, including those set forth in this report: continuing or worsening business and economic conditions, adverse economic conditions affecting Montana, Wyoming and western South Dakota, credit losses, lending risk, adequacy of the allowance for loan losses, impairment of goodwill, changes in interest rates, access to low-cost funding sources, dependence on the Company’s management team, ability to attract and retain qualified employees, governmental regulation and changes in regulatory, tax and accounting rules and interpretations, failure of technology, inability to meet liquidity requirements, failure to manage growth, competition, ineffective internal operational controls, environmental remediation and other costs, reliance on external vendors, litigation pertaining to fiduciary responsibilities, failure to effectively implement technology-driven products and services, soundness of other financial institutions, inability of our bank subsidiary to pay dividends, implementation of new lines of business or new product or service offerings, change in dividend policy, volatility of Class A common stock, decline in market price of Class A common stock, dilution as a result of future equity issuances, uninsured nature of any investment in Class A common stock, voting control of Class B stockholders, anti-takeover provisions, controlled company status, and subordination of common stock to Company debt.
These factors are not necessarily all of the factors that could cause our actual results, performance or achievements to differ materially from those expressed in or implied by any of our forward-looking statements. Other unknown or unpredictable factors also could harm our results.

All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements set forth above. Forward-looking statements speak only as of the date they are made and we do not undertake or assume any obligation to update publicly any of these statements to reflect actual results, new information or future events, changes in assumptions or changes in other factors affecting forward-looking statements, except to the extent required by applicable laws. If we update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements.


4




FIRST INTERSTATE BANCSYSTEM, INC. AND SUBSIDIARIES
Consolidated Financial Summary
(Unaudited, $ in thousands, except per share data)
 
 
2014
 
2013
CONDENSED INCOME STATEMENTS
 
3rd Qtr
 
2nd Qtr
 
1st Qtr
 
4th Qtr
 
3rd Qtr
Net interest income
 
$
65,082

 
$
59,727

 
$
58,136

 
$
59,974

 
$
58,956

Net interest income on a fully-taxable equivalent ("FTE") basis
 
66,129

 
60,806

 
59,243

 
61,109

 
60,066

Provision for loan losses
 
261

 
(2,001
)
 
(5,000
)
 
(4,000
)
 
(3,000
)
Non-interest income:
 
 
 
 
 
 
 
 
 
 
Other service charges, commissions and fees
 
10,458

 
9,699

 
9,156

 
9,458

 
9,286

Income from the origination and sale of loans
 
7,346

 
6,380

 
4,660

 
5,602

 
7,934

Wealth management revenues
 
5,157

 
4,609

 
4,455

 
4,350

 
4,581

Service charges on deposit accounts
 
4,331

 
3,929

 
3,875

 
4,086

 
4,360

Investment securities gains (losses), net
 
(8
)
 
17

 
71

 
(25
)
 
30

Other income
 
2,079

 
1,937

 
1,889

 
2,203

 
1,416

Total non-interest income
 
29,363

 
26,571

 
24,106

 
25,674

 
27,607

Non-interest expense:
 
 
 
 
 
 
 
 
 
 
Salaries and wages
 
25,914

 
24,440

 
22,442

 
24,335

 
22,843

Employee benefits
 
7,841

 
7,164

 
8,313

 
7,289

 
7,328

Occupancy, net
 
4,534

 
4,253

 
4,239

 
4,206

 
4,292

Furniture and equipment
 
3,338

 
3,157

 
3,201

 
3,192

 
3,147

Outsourced technology services
 
2,346

 
2,309

 
2,300

 
2,382

 
2,295

Other real estate owned (income) expense, net
 
(58
)
 
(134
)
 
(19
)
 
1,292

 
18

Core deposit intangible amortization
 
688

 
354

 
354

 
354

 
355

Non-core expenses
 
5,052

 
597

 

 

 

Other expenses
 
15,303

 
13,780

 
13,508

 
14,735

 
12,301

Total non-interest expense
 
64,958

 
55,920

 
54,338

 
57,785

 
52,579

Income before taxes
 
29,226

 
32,379

 
32,904

 
31,863

 
36,984

Income taxes
 
10,071

 
11,302

 
11,511

 
11,088

 
13,172

Net income
 
$
19,155

 
$
21,077

 
$
21,393

 
$
20,775

 
$
23,812

Core net income**
 
$
22,302

 
$
21,438

 
$
21,349

 
$
20,791

 
$
23,793

 
 
 
 
 
 
 
 
 
 
 
PER COMMON SHARE DATA
 
 
 
 
 
 
 
 
 
 
Net income - basic
 
$
0.43

 
$
0.48

 
$
0.49

 
$
0.47

 
$
0.54

Net income - diluted
 
0.42

 
0.47

 
0.48

 
0.47

 
0.54

Core net income - diluted
 
0.49

 
0.48

 
0.48

 
0.47

 
0.54

Cash dividend paid
 
0.16

 
0.16

 
0.16

 
0.14

 
0.14

Book value at period end
 
19.40

 
18.95

 
18.60

 
18.15

 
17.98

Tangible book value at period end**
 
14.61

 
14.71

 
14.37

 
13.89

 
13.71

 
 
 
 
 
 
 
 
 
 
 
OUTSTANDING COMMON SHARES
 
 
 
 
 
 
 
 
 
 
At period-end
 
45,672,922

 
44,255,012

 
44,390,095

 
44,155,063

 
44,089,962

Weighted-average shares - basic
 
44,911,858

 
44,044,260

 
43,997,815

 
43,888,261

 
43,699,566

Weighted-average shares - diluted
 
45,460,288

 
44,575,963

 
44,620,776

 
44,541,497

 
44,284,844

 
 
 
 
 
 
 
 
 
 
 
SELECTED ANNUALIZED RATIOS
 
 
 
 
 
 
 
 
 
 
Return on average assets
 
0.93
%
 
1.12
%
 
1.16
%
 
1.10
%
 
1.28
%
Core return on average assets**
 
1.09

 
1.14

 
1.16

 
1.10

 
1.28

Return on average common equity
 
8.55

 
10.18

 
10.74

 
10.32

 
12.13

Core return on average common equity**
 
9.96

 
10.36

 
10.72

 
10.31

 
12.12

Return on average tangible common equity**
 
11.17

 
13.16

 
14.00

 
13.49

 
16.01

Net FTE interest income to average earning assets
 
3.55

 
3.54

 
3.52

 
3.52

 
3.52

 
 
 
 
 
 
 
 
 
 
 




5



FIRST INTERSTATE BANCSYSTEM, INC. AND SUBSIDIARIES
Consolidated Financial Summary - continued
(Unaudited, $ in thousands)
 
 
2014
 
2013
BALANCE SHEET SUMMARIES
 
Sept 30
 
Jun 30
 
Mar 31
 
Dec 31
 
Sep 30
Assets:
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
$
819,963

 
$
503,648

 
$
610,531

 
$
534,827

 
$
542,343

Investment securities
 
2,169,774

 
2,093,985

 
2,095,088

 
2,151,543

 
2,145,083

Loans held for investment:
 
 
 
 
 
 
 
 
 
 
Commercial real estate
 
1,686,509

 
1,464,947

 
1,452,967

 
1,449,174

 
1,441,297

Construction real estate
 
367,420

 
361,009

 
354,349

 
351,635

 
341,284

Residential real estate
 
957,282

 
894,502

 
868,836

 
867,912

 
841,707

Agricultural real estate
 
158,940

 
162,428

 
160,570

 
173,534

 
176,594

Consumer
 
745,482

 
707,035

 
670,406

 
671,587

 
672,184

Commercial
 
736,908

 
727,482

 
707,237

 
676,544

 
681,416

Agricultural
 
136,587

 
130,280

 
108,376

 
111,872

 
123,565

Other
 
2,316

 
2,016

 
3,626

 
1,734

 
1,912

Mortgage loans held for sale
 
62,938

 
56,663

 
38,471

 
40,861

 
52,133

Total loans
 
4,854,382

 
4,506,362

 
4,364,838

 
4,344,853

 
4,332,092

Less allowance for loan losses
 
74,231

 
78,266

 
81,371

 
85,339

 
92,990

Net loans
 
4,780,151

 
4,428,096

 
4,283,467

 
4,259,514

 
4,239,102

Premises and equipment, net
 
207,181

 
180,341

 
179,942

 
179,690

 
179,785

Goodwill
 
204,646

 
183,673

 
183,673

 
183,673

 
183,673

Company owned life insurance
 
152,761

 
138,899

 
138,027

 
122,175

 
76,701

Other real estate owned, net
 
18,496

 
16,425

 
16,594

 
15,504

 
18,537

Core deposit intangible assets
 
14,137

 
3,811

 
4,165

 
4,519

 
4,873

Mortgage servicing rights, net
 
13,894

 
13,443

 
13,474

 
13,546

 
13,518

Other assets
 
100,349

 
89,058

 
92,864

 
99,660

 
96,485

Total assets
 
$
8,481,352

 
$
7,651,379

 
$
7,617,825

 
$
7,564,651

 
$
7,500,100

 
 
 
 

 
 
 
 
 
 
Liabilities and stockholders' equity:
 
 
 

 
 
 
 
 
 
Deposits:
 
 
 
 
 
 
 
 
 
 
Non-interest bearing
 
$
1,637,151

 
$
1,533,484

 
$
1,458,460

 
$
1,491,683

 
$
1,503,969

Interest bearing
 
5,322,348

 
4,645,558

 
4,676,677

 
4,642,067

 
4,604,656

Total deposits
 
6,959,499

 
6,179,042

 
6,135,137

 
6,133,750

 
6,108,625

Securities sold under repurchase agreements
 
432,478

 
462,985

 
488,898

 
457,437

 
428,110

Accounts payable, accrued expenses and other liabilities
 
63,713

 
51,456

 
48,770

 
52,489

 
50,900

Long-term debt
 
36,882

 
36,893

 
36,905

 
36,917

 
37,128

Subordinated debentures held by subsidiary trusts
 
102,916

 
82,477

 
82,477

 
82,477

 
82,477

Total liabilities
 
7,595,488

 
6,812,853

 
6,792,187

 
6,763,070

 
6,707,240

Stockholders' equity:
 
 
 
 
 
 
 
 
 
 
Common stock
 
321,132

 
283,697

 
286,553

 
285,535

 
283,352

Retained earnings
 
572,362

 
560,469

 
546,444

 
532,087

 
517,456

Accumulated other comprehensive income (loss)
 
(7,630
)
 
(5,640
)
 
(7,359
)
 
(16,041
)
 
(7,948
)
Total stockholders' equity
 
885,864

 
838,526

 
825,638

 
801,581

 
792,860

Total liabilities and stockholders' equity
 
$
8,481,352

 
$
7,651,379

 
$
7,617,825

 
$
7,564,651

 
$
7,500,100

 
 
 
 
 
 
 
 
 
 
 
CONSOLIDATED CAPITAL RATIOS
 
 
 
 
 
 
 
 
 
 
Total risk-based capital
 
16.58
%
*
16.69
%
 
16.83
%
 
16.75
%
 
16.68
%
Tier 1 risk-based capital
 
14.94

*
15.02

 
15.16

 
14.93

 
14.85

Tier 1 common capital to total risk-weighted assets
 
13.07

*
13.45

 
13.55

 
13.31

 
13.33

Leverage Ratio
 
10.59

*
10.35

 
10.27

 
10.08

 
10.01

Tangible common stockholders' equity to tangible assets**
 
8.07

 
8.72

 
8.58

 
8.32

 
8.26



6




FIRST INTERSTATE BANCSYSTEM, INC. AND SUBSIDIARIES
Consolidated Financial Summary - continued
(Unaudited, $ in thousands)
 
 
2014
 
 
 
2013
ASSET QUALITY
 
Sep 30
 
Jun 30
 
Mar 31
 
Dec 31
 
Sep 30
Allowance for loan losses
 
$
74,231

 
$
78,266

 
$
81,371

 
$
85,339

 
$
92,990

As a percentage of period-end loans
 
1.53
%
 
1.74
%
 
1.86
 %
 
1.96
%
 
2.15
%
 
 
 
 
 
 
 
 
 
 
 
Net charge-offs (recoveries) during quarter
 
$
4,296

 
$
1,104

 
$
(1,032
)
 
$
3,651

 
$
2,538

Annualized as a percentage of average loans
 
0.36
%
 
0.10
%
 
(0.10
)%
 
0.34
%
 
0.23
%
 
 
 
 
 
 
 
 
 
 

Non-performing assets:
 
 
 
 
 
 
 
 
 

Non-accrual loans
 
$
71,915

 
$
79,166

 
$
88,114

 
$
94,439

 
$
94,015

Accruing loans past due 90 days or more
 
1,348

 
1,494

 
1,664

 
2,232

 
2,188

Total non-performing loans
 
73,263

 
80,660

 
89,778

 
96,671

 
96,203

Other real estate owned
 
18,496

 
16,425

 
16,594

 
15,504

 
18,537

Total non-performing assets
 
91,759

 
97,085

 
106,372

 
112,175

 
114,740

As a percentage of:
 
 
 
 
 
 
 
 
 
 
Total loans and OREO
 
1.88
%
 
2.15
%
 
2.43
 %
 
2.57
%
 
2.64
%
Total assets
 
1.08
%
 
1.27
%
 
1.40
 %
 
1.48
%
 
1.53
%
ASSET QUALITY TRENDS
Provision for Loan Losses
 
Net
Charge-offs (Recoveries)
 
Allowance for Loan Losses
 
Accruing Loans 30-89 Days Past Due
 
Accruing TDRs
 
Non-Performing Loans
 
Non-Performing Assets
Q3 2011
$
14,000

 
$
18,276

 
$
120,303

 
$
62,165

 
$
35,616

 
$
226,962

 
$
252,042

Q4 2011
13,751

 
21,473

 
112,581

 
75,603

 
37,376

 
204,094

 
241,546

Q1 2012
11,250

 
7,929

 
115,902

 
58,531

 
36,838

 
185,927

 
230,683

Q2 2012
12,000

 
25,108

 
102,794

 
55,074

 
35,959

 
136,374

 
190,191

Q3 2012
9,500

 
13,288

 
99,006

 
48,277

 
35,428

 
127,270

 
167,241

Q4 2012
8,000

 
6,495

 
100,511

 
34,602

 
31,932

 
110,076

 
142,647

Q1 2013
500

 
3,107

 
97,904

 
41,924

 
35,787

 
100,535

 
133,005

Q2 2013
375

 
(249
)
 
98,528

 
39,408

 
23,406

 
105,471

 
128,253

Q3 2013
(3,000
)
 
2,538

 
92,990

 
39,414

 
21,939

 
96,203

 
114,740

Q4 2013
(4,000
)
 
3,651

 
85,339

 
26,944

 
21,780

 
96,671

 
112,175

Q1 2014
(5,000
)
 
(1,032
)
 
81,371

 
41,034

 
19,687

 
89,778

 
106,372

Q2 2014
(2,001
)
 
1,104

 
78,266

 
24,250

 
23,531

 
80,660

 
97,085

Q3 2014
261

 
4,296

 
74,231

 
38,400

 
20,956

 
73,263

 
91,759

CRITICIZED LOANS
Special Mention
 
Substandard
 
Doubtful
 
Total
Q3 2011
$
261,501

 
$
305,145

 
$
134,367

 
$
701,013

Q4 2011
240,903

 
269,794

 
120,165

 
630,862

Q1 2012
242,071

 
276,165

 
93,596

 
611,832

Q2 2012
220,509

 
243,916

 
81,473

 
545,898

Q3 2012
223,306

 
229,826

 
66,179

 
519,311

Q4 2012
209,933

 
215,188

 
42,459

 
467,580

Q1 2013
197,645

 
197,095

 
43,825

 
438,565

Q2 2013
192,390

 
161,786

 
52,266

 
406,442

Q3 2013
180,850

 
168,278

 
42,415

 
391,543

Q4 2013
159,081

 
154,100

 
45,308

 
358,489

Q1 2014
174,834

 
161,103

 
31,672

 
367,609

Q2 2014
160,271

 
155,744

 
29,115

 
345,130

Q3 2014
156,469

 
156,123

 
39,450

 
352,042


*Preliminary estimate - may be subject to change.
**See Non-GAAP Financial Measures included herein for a discussion regarding core net income, tangible book value per common share, core return on average assets, core return on average common equity, return on average tangible common equity and tangible common stockholders' equity to tangible assets.

7




FIRST INTERSTATE BANCSYSTEM, INC. AND SUBSIDIARIES
Average Balance Sheets
(Unaudited, $ in thousands)
 
Three Months Ended
 
September 30, 2014
 
June 30, 2014
 
September 30, 2013
 
Average
Balance
Interest
Average
Rate
 
Average
Balance
Interest
Average
Rate
 
Average
Balance
Interest
Average
Rate
Interest earning assets:
 
 
 
 
 
 
 
 
 
 
 
Loans (1) (2)
$
4,751,928

$
61,445

5.13
%
 
$
4,436,786

$
56,019

5.06
%
 
$
4,327,995

$
55,345

5.07
%
Investment securities (2)
2,094,449

8,953

1.70

 
2,091,438

9,017

1.73

 
2,115,301

9,479

1.78

Interest bearing deposits in banks
548,794

374

0.27

 
356,911

225

0.25

 
323,781

207

0.25

Federal funds sold
1,909

3

0.62

 
1,958

3

0.61

 
4,772

8

0.67

Total interest earnings assets
7,397,080

70,775

3.80

 
6,887,093

65,264

3.80

 
6,771,849

65,039

3.81

Non-earning assets
753,324

 
 
 
669,029

 
 
 
602,316

 
 
Total assets
$
8,150,404

 
 
 
$
7,556,122

 
 
 
$
7,374,165

 
 
Interest bearing liabilities:
 
 
 
 
 
 
 
 
 
 
 
Demand deposits
$
2,100,931

$
532

0.10
%
 
$
1,878,483

$
513

0.11
%
 
$
1,748,317

$
504

0.11
%
Savings deposits
1,751,595

616

0.14

 
1,653,034

598

0.15

 
1,568,744

601

0.15

Time deposits
1,217,023

2,339

0.76

 
1,148,832

2,216

0.77

 
1,260,452

2,716

0.85

Repurchase agreements
439,739

52

0.05

 
438,744

63

0.06

 
418,561

58

0.05

Other borrowed funds
1,781

27

6.01

 
8



 
10



Long-term debt
36,886

482

5.18

 
36,897

476

5.17

 
37,132

487

5.20

Subordinated debentures held by subsidiary trusts
89,142

598

2.66

 
82,477

592

2.88

 
82,477

607

2.92

Total interest bearing liabilities
5,637,097

4,646

0.33

 
5,238,475

4,458

0.34

 
5,115,693

4,973

0.39

Non-interest bearing deposits
1,570,121

 
 
 
1,443,239

 
 
 
1,428,099

 
 
Other non-interest bearing liabilities
54,722

 
 
 
44,291

 
 
 
51,564

 
 
Stockholders’ equity
888,464

 
 
 
830,117

 
 
 
778,809

 
 
Total liabilities and stockholders’ equity
$
8,150,404

 
 
 
$
7,556,122

 
 
 
$
7,374,165

 
 
Net FTE interest income
 
66,129

 
 
 
60,806

 
 
 
60,066

 
Less FTE adjustments (2)
 
(1,047
)
 
 
 
(1,079
)
 
 
 
(1,110
)
 
Net interest income from consolidated statements of income
 
$
65,082

 
 
 
$
59,727

 
 
 
$
58,956

 
Interest rate spread
 
 
3.47
%
 
 
 
3.46
%
 
 
 
3.42
%
Net FTE interest margin (3)
 
 
3.55
%
 
 
 
3.54
%
 
 
 
3.52
%
Cost of funds, including non-interest bearing demand deposits (4)
 
 
0.26
%
 
 
 
0.27
%
 
 
 
0.30
%

(1)
Average loan balances include non-accrual loans. Interest income on loans includes amortization of deferred loan fees net of deferred loan costs, which is not material.
(2)
Interest income and average rates for tax exempt loans and securities are presented on an FTE basis.
(3)
Net FTE interest margin during the period equals the difference between annualized interest income on interest earning assets and the annualized interest expense on interest bearing liabilities, divided by average interest earning assets for the period.
(4)
Calculated by dividing total annualized interest on interest bearing liabilities by the sum of total interest bearing liabilities plus non-interest bearing deposits.









8



Non-GAAP Financial Measures
        
In addition to results presented in accordance with generally accepted accounting principles in the United States of America, or GAAP, this release contains certain non-GAAP financial measures that management uses to provide supplemental perspectives on capital adequacy, operating results, performance trends and financial condition. These non-GAAP financial measures may not be comparable to similarly titled measures reported by other companies because other companies may not calculate these non-GAAP measures in the same manner. As a result, the usefulness of these measures to investors may be limited, and they should not be considered in isolation or as a substitute for measures prepared in accordance with GAAP.
    
The Company adjusts certain capital adequacy measures to exclude intangible assets except mortgage servicing rights. Management believes these non-GAAP financial measures, which are intended to complement the capital ratios defined by banking regulators, are useful to investors in evaluating the Company's performance due to the importance that analysts place on these ratios and also allow investors to compare certain aspects of the Company's capitalization to other companies.

The Company also adjusts earnings and certain performance ratios to exclude non-core revenues and expenses, including investment securities net gains or losses, acquisition expenses consisting primarily of travel expenses and professional fees, and nonrecurring litigation expenses. Management believes these non-GAAP financial measures are useful to investors in evaluating operating trends by excluding amounts which the Company views as unrelated to its normalized operations. These non-core income and expense adjustments are presented net of estimated income tax expense.

The following table reconciles the above described non-GAAP financial measures to their most directly comparable GAAP financial measures as of the dates indicated.


9



FIRST INTERSTATE BANCSYSTEM, INC. AND SUBSIDIARIES
Reconciliation of Non-GAAP Financial Measures
(Unaudited, $ in thousands, except share and per share data)

 
 
2014
 
2013
 
 
Sep 30
 
Jun 30
 
Mar 31
 
Dec 31
 
Sep 30
Net income
 
$
19,155

 
$
21,077

 
$
21,393

 
$
20,775

 
$
23,812

Adj: investment securities (gains) losses, net
 
8

 
(17
)
 
(71
)
 
25

 
(30
)
Plus: acquisition & nonrecurring litigation expenses
 
5,052

 
597

 

 

 

Adj: income taxes
 
(1,913
)
 
(219
)
 
27

 
(9
)
 
11

Total core net income
(A)
22,302

 
21,438

 
21,349

 
20,791

 
23,793

 
 
 
 
 
 
 
 
 
 
 
Total non-interest income
 
$
29,363

 
$
26,571

 
$
24,106

 
$
25,674

 
$
27,607

Adj: investment securities (gains) losses, net
 
8

 
(17
)
 
(71
)
 
25

 
(30
)
Total core non-interest income
 
29,371

 
26,554

 
24,035

 
25,699

 
27,577

Net interest income
 
65,082

 
59,727

 
58,136

 
59,974

 
58,956

Total core revenue
 
$
94,453

 
$
86,281

 
$
82,171

 
$
85,673

 
$
86,533

 
 
 
 
 
 
 
 
 
 
 
Total non-interest expense
 
$
64,958

 
$
55,920

 
$
54,338

 
$
57,785

 
$
52,579

Less: acquisition & nonrecurring litigation expenses
 
(5,052
)
 
(597
)
 

 

 

Core non-interest expense
 
$
59,906

 
$
55,323

 
$
54,338

 
$
57,785

 
$
52,579

 
 
 
 
 
 
 
 
 
 
 
Total quarterly average stockholders' equity
(B)
$
888,464

 
$
830,117

 
$
807,940

 
$
799,198

 
$
778,809

Less: average goodwill and other intangible assets (excluding mortgage servicing rights)
 
(208,346
)
 
(187,710
)
 
(188,078
)
 
(188,415
)
 
(188,778
)
Average tangible common stockholders' equity
(C)
$
680,118

 
$
642,407

 
$
619,862

 
$
610,783

 
$
590,031

 
 
 
 
 
 
 
 
 
 
 
Total stockholders' equity, period-end
 
$
885,864

 
$
838,526

 
$
825,638

 
$
801,581

 
$
792,860

Less: goodwill and other intangible assets (excluding mortgage servicing rights)
 
(218,799
)
 
(187,502
)
 
(187,858
)
 
(188,214
)
 
(188,569
)
Total tangible common stockholders' equity
(D)
$
667,065

 
$
651,024

 
$
637,780

 
$
613,367

 
$
604,291

 
 
 
 
 
 
 
 
 
 
 
Total assets
 
$
8,481,352

 
$
7,651,379

 
$
7,617,825

 
7,564,651

 
7,500,100

Less: goodwill and other intangible assets (excluding mortgage servicing rights)
 
(218,799
)
 
(187,502
)
 
(187,858
)
 
(188,214
)
 
(188,569
)
Tangible assets
(E)
$
8,262,553

 
$
7,463,877

 
$
7,429,967

 
$
7,376,437

 
$
7,311,531

 
 
 
 
 
 
 
 
 
 
 
Total quarterly average assets
(F)
$
8,150,404

 
$
7,556,122

 
$
7,487,960

 
$
7,491,253

 
$
7,374,165

 
 
 
 
 
 
 
 
 
 
 
Total common shares outstanding, period end
(G)
45,672,922

 
44,255,012

 
44,390,095

 
44,155,063

 
44,089,962

Weighted-average common shares - diluted
(H)
45,460,288

 
44,575,963

 
44,620,776

 
44,541,497

 
44,284,844

 
 
 
 
 
 
 
 
 
 
 
Core earnings per share, diluted
(A/H)
$
0.49

 
$
0.48

 
$
0.48

 
$
0.47

 
$
0.54

Tangible book value per share, period-end
(D/G)
14.61

 
14.71

 
14.37

 
13.89

 
13.71

 
 
 
 
 
 
 
 
 
 
 
Annualized net income
(I)
$
75,995

 
$
84,540

 
$
86,761

 
$
82,423

 
$
94,472

Annualized core net income
(J)
88,481

 
85,988

 
86,582

 
82,486

 
94,396

 
 
 
 
 
 
 
 
 
 
 
Core return on average assets
(J/F)
1.09
%
 
1.14
%
 
1.16
%
 
1.10
%
 
1.28
%
Core return on average common equity
(J/B)
9.96

 
10.36

 
10.72

 
10.32

 
12.12

Return on average tangible common equity
(I/C)
11.17

 
13.16

 
14.00

 
13.49

 
16.01

Tangible common stockholders' equity to tangible assets
(D/E)
8.07

 
8.72

 
8.58

 
8.32

 
8.26

        
First Interstate BancSystem, Inc.
P.O. Box 30918     Billings, Montana 59116     (406) 255-5390
www.FIBK.com

10