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8-K - 8-K - FIRST MID BANCSHARES, INC.form8k_080116.htm

Exhibit 99
QUARTERLY REPORT TO STOCKHOLDERS
2016 SECOND QUARTER

First Mid Announces:

Growth in Net Income, Earnings Per Share, and Dividends Per Share
Continued Strong Asset Quality Metrics
Completion of Series C Preferred Stock Conversion
Inclusion in Russell 3000 Index

We completed the first half of 2016 with growth in net income, earnings and dividends per share, asset quality ratios remain quite strong, and we increased tangible book value per share. Net income for the first six months of 2016 increased 19% to $9,735,000 as compared to $8,195,000 for the same period last year. On a per share basis, diluted earnings per share were $.99 for the first six months of 2016 compared to $.97 for the same period in 2015. Based upon the strength of our financial performance, the Board of Directors increased the common stock dividend paid during the first half of 2016 to $.30 per share as compared to $.29 per share for the same period last year. 2016 year-to-date (YTD) net income increased due to greater net interest income with growth in earning assets from the branch acquisition and increases in loan balances from our legacy markets, and greater revenues from insurance, brokerage and electronic services. The 2016 and 2015 financial reports include operating results for 12 Southern Illinois banking centers since acquisition from Old National Bancorp on August 14, 2015 and operating results from the Illiana Insurance Agency since acquisition on December 1, 2015. In addition, 2016 results include $242,000 in acquisition costs related to the pending First Clover Leaf Financial Corp. acquisition.

YTD net interest income totaled $32.1 million compared to $26.0 million for the same period last year. YTD average earning assets were $434 million higher than last year with the Old National branch acquisition and legacy market loan growth. Loan balances increased over the past year with $1.32 billion as of June 30, 2016 compared to $1.28 billion at year-end and $1.06 billion on June 30, 2015. $156 million in loans were acquired with the Old National branch acquisition and we also increased commercial operating and commercial real estate loan balances across our market area with loan balances increasing by $33.3 million thus far in 2016. In addition, investment balances increased over the past year as we added securities to invest the cash received from the Old National branch acquisition. The growth in loans and investments from last June increased the level of earning assets resulting in the increase in net interest income. Our deposit balances also increased from last year moving from $1.27 billion as of June 30, 2015 to $1.70 billion as of June 30, 2016 with $453 million coming from the Old National branch acquisition. Since year-end, deposit balances have declined by $28.4 million primarily due to declines in NOW and money market account balances from seasonal cash fluctuations of a few customers and declines in public fund CDs. We had greater liquidity for most of the first half of 2016 as we deployed the cash from the acquisition. We ended the quarter in a more balanced position with $5.9 million in federal funds sold and interest-bearing balances from banks. The higher liquidity level and pressure on investment yields from intermediate-term interest rates moving lower during the first six months of 2016 reduced the net interest margin. The net interest margin on a tax equivalent basis for the first half of 2016 was 3.37% as compared to 3.50% for the same period last year. The most recent trend had the net interest margin for the second quarter of 3.37% which was the same as the first quarter and higher than the margin of 3.29% for the fourth quarter of 2015.

With the growth in loan balances and a slightly higher level of net charge-offs, provision expense for the first six months of 2016 was $846,000 as compared to $408,000 for the same period last year. During the first six months of 2016, net charge-offs remained low at $258,000 as compared to $159,000 for the same period last year. Our overall level of non-performing loans and other real estate owned to total assets remain very low at .24% but we have seen an increase to $5.1 million as of June 30, 2016 as compared to $4.7 million at year-end and $3.3 million as of June 30, 2015. We also continue to have a strong coverage ratio of the allowance for loan losses to non-performing loans of 328% as of June 30, 2016.




Non-interest income for the first half of 2016 was $13.1 million as compared to $9.3 million for the same period last year. Insurance commissions were $959,000 higher than last year with the revenues from Illiana Insurance Agency which are generally higher in the first half of the year due to timing of policies underwritten and greater income from carriers based upon claims experience. YTD revenues from electronic services were $937,000 greater than last year, deposit service charges increased by $686,000, and brokerage revenues were $330,000 higher than the first six months of last year primarily due to the addition of the Southern Illinois locations.

Operating expenses for the first six months of 2016 were $29.3 million as compared to $22.0 million last year. The operating expenses of the acquired Southern Illinois branch locations and the Illiana Insurance Agency are included for the first six months of 2016 and $242,000 in acquisition costs for the pending acquisition of First Clover Leaf Financial Corp. ("First Clover Leaf") were included. Salaries and benefits expense increased to $15.4 million as compared to $12.4 million for the same period last year as full-time equivalent employees increased to 520 at June 30, 2016 from 410 as of June 30, 2015. Occupancy expenses also increased to $5.5 million from $3.9 million for the first six months of last year with the addition of the 12 branch locations. In 2016, we donated a branch building in Monticello, Illinois and $653,000 is included in donations expense reflecting the net book value deducted for tax purposes.

Our regulatory capital ratios remain strong and in excess of the regulatory minimums to be considered well-capitalized. Two of the four regulatory capital ratios increased from year-end while tier 1 capital to risk-weighted assets and total capital to risk-weighted assets declined slightly as we moved cash into loans and investments that require a higher capital allocation. Our tangible book value per share increased during the first six months of 2016 to $17.01 at June 30, 2016 as compared to $15.09 at year-end and $17.00 as of June 30, 2015 with the retained earnings from net income. We also completed the conversion of $27.4 million of Series C preferred stock to common stock during the second quarter. The conversion led to the increase in the common equity capital ratios.

Also this quarter, First Mid-Illinois Bancshares, Inc. ("First Mid") joined the Russell 3000 Index. Annual reconstitution of the Russell US indexes captures the 4,000 largest US stocks as of the end of May, ranking them by total market capitalization. Membership in the US all-cap Russell 3000® Index, which remains in place for one year, means automatic inclusion in the large-cap Russell 1000® Index or small-cap Russell 2000® Index, as well as the appropriate growth and value style indexes. FTSE Russell determines membership for its Russell indexes by objective, market-capitalization rankings and style attributes. Over the past few years, we have completed several strategic initiatives including listing on NASDAQ and adding institutional investment to give First Mid stock increased exposure to investors and the financial community. These steps have contributed to a significant increase in First Mid shares traded, and the resulting improved liquidity is a positive development for our shareholders. Inclusion in the Russell 3000 is another important step in that initiative.

As mentioned earlier, in April, 2016, First Mid-Illinois Bancshares, Inc. announced entry into an Agreement and Plan of Merger to acquire 100% of the issued and outstanding shares of First Clover Leaf pursuant to a business combination whereby First Clover Leaf will merge with and into the First Mid. The acquisition of First Clover Leaf would expand our presence in the St. Louis metro east market area and provides a banking location outside the State of Illinois in Clayton, Missouri. We are excited both about the market expansion and the high quality team that will become part of First Mid at close. We are working to meet the conditions for the acquisition, and the merger will require approval of the stockholders of both First Mid and First Clover Leaf. We anticipate the merger to be completed in the second half of 2016.

In conclusion, I am pleased to start the year with solid financial results and very excited about the opportunity to expand our company. Thank you for your continued support of First Mid-Illinois Bancshares, Inc. and please contact me if you should have any questions.

Sincerely,
Joseph R. Dively
Chairman and Chief Executive Officer
217-258-9520
jdively@firstmid.com

August 1, 2016



Second Quarter 2016 Financial Results
 
 
 
FIRST MID-ILLINOIS BANCSHARES, INC.
 
 
 
 
 
CONDENSED CONSOLIDATED BALANCE SHEETS
 
 
 
 
(In thousands)
(unaudited)

 


 
(unaudited)

 
June 30,

 
December 31,

 
June 30,

 
2016

 
2015
 
2015
Assets
 
 
 
 
 
Cash and cash equivalents
$
53,072

 
$
115,784

 
$
46,334

Investment securities
643,045

 
629,056

 
465,896

Loans (including loans held for sale)
1,315,187

 
1,281,889

 
1,059,103

Less allowance for loan losses
(15,164
)
 
(14,576
)
 
(13,931
)
Net loans
1,300,023

 
1,267,313

 
1,045,172

Premises and equipment, net
29,569

 
31,340

 
27,208

Goodwill and intangibles, net
49,147

 
50,004

 
27,286

Bank Owned Life Insurance
25,183

 

 

Other assets
19,744

 
21,002

 
22,224

Total assets
$
2,119,783

 
$
2,114,499

 
$
1,634,120

 
 
 
 
 
 
Liabilities and Stockholders’ Equity
 
 
 
 
 
Deposits:
 
 
 
 
 
Non-interest bearing
$
340,576

 
$
342,636

 
$
226,229

Interest bearing
1,363,623

 
1,389,932

 
1,039,970

Total deposits
1,704,199

 
1,732,568

 
1,266,199

Repurchase agreements with customers
131,099

 
128,842

 
117,468

Other borrowings
40,000

 
20,000

 
25,000

Junior subordinated debentures
20,620

 
20,620

 
20,620

Other liabilities
7,245

 
7,460

 
6,938

  Total liabilities
1,903,163

 
1,909,490

 
1,436,225

  Total stockholders’ equity
216,620

 
205,009

 
197,895

Total liabilities and stockholders’ equity
$
2,119,783

 
$
2,114,499

 
$
1,634,120



CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(in thousands) (unaudited)
Six months ended
 
June 30,
 
2016
 
2015
Balance at beginning of period
$
205,009

 
$
164,916

Net income
9,735

 
8,195

Dividends on preferred stock and common stock
(3,769
)
 
(3,130
)
Issuance of preferred and common stock
882

 
28,739

Purchase of treasury stock

 
(962
)
Deferred compensation and other adjustments
224

 
156

Changes in accumulated other comprehensive income
4,539

 
(19
)
Balance at end of period
$
216,620

 
$
197,895




Second Quarter 2016 Financial Results
 
 
 
FIRST MID-ILLINOIS BANCSHARES, INC.
 
 
 
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
 
 
 
(In thousands, except per share data) (unaudited)
 
 
 
 
Three months ended
 
Six months ended
 
June 30,
 
June 30,
 
2016
 
2015
 
2016
 
2015
Interest income:
 
 
 
 
 
 
 
Interest and fees on loans
$
13,610

 
$
11,724

 
$
27,202

 
$
22,776

Interest on investment securities
3,172

 
2,430

 
6,393

 
4,791

Interest on federal funds sold & other deposits
101

 
18

 
267

 
44

Total interest income
16,883

 
14,172

 
33,862

 
27,611

Interest expense:
 
 
 
 

 
 
Interest on deposits
575

 
513

 
1,154

 
1,045

Interest on repurchase agreements with customers
21

 
15

 
39

 
29

Interest on other borrowings
168

 
170

 
318

 
323

Interest on subordinated debt
149

 
130

 
294

 
258

Total interest expense
913

 
828

 
1,805

 
1,655

Net interest income
15,970

 
13,344

 
32,057

 
25,956

Provision for loan losses
733

 
143

 
846

 
408

Net interest income after provision for loan losses
15,237

 
13,201

 
31,211

 
25,548

Non-interest income:
 
 
 
 
 
 
 
Trust revenues
794

 
860

 
1,775

 
1,780

Brokerage commissions
466

 
306

 
914

 
584

Insurance commissions
735

 
474

 
2,068

 
1,109

Service charges
1,644

 
1,278

 
3,153

 
2,467

Securities gains, net
404

 
1

 
664

 
230

Mortgage banking revenues
238

 
210

 
333

 
377

ATM / debit card revenue
1,472

 
1,018

 
2,961

 
2,024

Other
706

 
390

 
1,235

 
765

Total non-interest income
6,459

 
4,537

 
13,103

 
9,336

Non-interest expense:
 
 
 
 
 
 
 
Salaries and employee benefits
7,602

 
6,297

 
15,449

 
12,353

Net occupancy and equipment expense
2,646

 
1,926

 
5,525

 
3,905

Amortization of intangible assets
402

 
156

 
857

 
311

Legal and professional expense
917

 
600

 
1,701

 
1,182

Other
2,576

 
2,251

 
5,782

 
4,283

Total non-interest expense
14,143

 
11,230

 
29,314

 
22,034

Income before income taxes
7,553

 
6,508

 
15,000

 
12,850

Income taxes
2,624

 
2,352

 
5,265

 
4,655

Net income
$
4,929

 
$
4,156

 
$
9,735

 
$
8,195

 
 
 
 
 
 
 
 
Per Share Information
 
 
 
 
 
 
 
Basic earnings per common share
$
0.51

 
$
0.50

 
$
1.01

 
$
1.00

Diluted earnings per common share
0.50

 
0.49

 
0.99

 
0.97

Dividends per common share
0.30

 
0.29

 
0.30

 
0.29





Second Quarter 2016 Financial Results
 
 
 
FIRST MID-ILLINOIS BANCSHARES, INC.
 
 
 
 
 
SELECTED FINANCIAL HIGHLIGHTS
As of
 
(unaudited)

 


 
(unaudited)

 
June 30,

 
December 31,

 
June 30,

 
2016

 
2015
 
2015
SHARE AND PER COMMON SHARE DATA
 
 
 
 
 
Book value per common share
$22.01
 
$21.01
 
$20.24
Tangible book value per common share
$17.01
 
$15.09
 
$17.00
Common shares outstanding
9,843,652

 
8,453,967

 
8,422,018

Market price of stock
$25.00
 
$26.00
 
$21.95
 
 
 
 
 
 
REGULATORY CAPITAL RATIOS
 
 
 
 
 
Leverage ratio
9.44
%
 
9.20
%
 
12.49
%
Total capital to risk-weighted assets
14.11
%
 
14.25
%
 
18.31
%
Tier 1 capital to risk-weighted assets
13.09
%
 
13.23
%
 
17.13
%
Common equity tier 1 capital to risk weighted assets
11.76
%
 
9.92
%
 
13.10
%
Preferred stockholders' equity
$0
 
$27,400,000
 
$27,400,000
Common stockholders' equity
$216,620,000
 
$177,609,000
 
$170,495,000
 
 
 
 
 
 
ASSET QUALITY
 
 
 
 
 
Allowance for loan losses to non-performing loans
328
%
 
363
%
 
454
%
Allowance for loan losses to total loans outstanding
1.15
%
 
1.14
%
 
1.32
%
Total YTD net charge-offs (1)
$258,000
 
$424,000
 
$159,000
Total non-performing loans and other real estate owned
$5,112,000
 
$4,491,000
 
$3,347,000
 
 
 
 
 
 

 
Three months ended (unaudited)
 
Six months ended (unaudited)
 
June 30,

 
March 31,

 
June 30,

 
June 30,

 
June 30,

 
2016

 
2016
 
2015

 
2016

 
2015

PERFORMANCE RATIOS (1)
 
 
 
 
 
 
 
 
 
Return on average assets (2)
0.93
%
 
0.91
%
 
1.02
%
 
0.92
%
 
1.01
%
Return on average common equity (2)
9.44
%
 
9.35
%
 
9.79
%
 
9.76
%
 
9.89
%
Net interest margin (3)
3.37
%
 
3.37
%
 
3.57
%
 
3.37
%
 
3.50
%
 
 
 
 
 
 
 
 
 
 
(1) Financial information is provided as of the date listed except Performance Ratios and Total Net charge-offs which are as of the period ending on the date listed
(2) Annualized net income for period
(3) On a tax equivalent basis (TE), assuming a federal income tax rate of 35%





Corporate Profile

First Mid-Illinois Bancshares, Inc. is the parent company of First Mid-Illinois Bank & Trust, N.A. ("First Mid Bank"), Mid-Illinois Data Services, Inc., and First Mid Insurance Group. Our mission is to fulfill the financial needs of our communities with exceptional personal service, professionalism and integrity, and deliver meaningful value and results for customers and shareholders.

First Mid Bank was first chartered in 1865 and has since grown into a more than $2.1 billion community-focused organization that provides financial services through a network of 46 banking centers in 33 communities. Our talented team is comprised of over 500 men and women who take great pride in First Mid Bank and the Company, their work and their ability to serve our customers.

More information about the Company is available on our website at www.firstmid.com. Our stock is traded in The NASDAQ Stock Market LLC under the ticker symbol "FMBH."





















Note Concerning Forward-looking Statements
This presentation may contain certain forward-looking statements, such as discussions of the Company's pricing and fee trends, credit quality and outlook, liquidity, new business results, expansion plans, anticipated expenses and planned schedules. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1955. Forward-looking statements, which are based on certain assumptions and describe future plans, strategies and expectations of the Company, are identified by use of the words "believe," "expect," "intend," "anticipate," "estimate," "project," or similar expressions. Actual results could differ materially from the results indicated by these statements because the realization of those results is subject to many risks and uncertainties, including those described in Item 1A - "Risk Factors" and other sections of the Company's Annual Report on Form 10-K, and the Company's other filings with the SEC. Furthermore, forward-looking statements speak only as of the date they are made. Except as required under the federal securities laws or the rules and regulations of the SEC, we do not undertake any obligation to update or review any forward-looking information, whether as a result of new information, future events or otherwise.



First Mid-Illinois Bancshares, Inc.
1421 Charleston Avenue
Mattoon, Illinois 61938
217-234-7454
www.firstmid.com