Nevada
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0-15959
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37-1078406
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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99.1
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Press Release issued by the Company, dated April 30, 2013.
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Date: April 30, 2013
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First Busey Corporation
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·
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Non-performing loans decreased to $23.2 million at March 31, 2013 from $25.4 million at December 31, 2012 and $34.1 million at March 31, 2012.
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o
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Illinois/Indiana non-performing loans decreased to $16.5 million at March 31, 2013 from $17.8 million at December 31, 2012 and $25.6 million at March 31, 2012.
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o
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Florida non-performing loans decreased to $6.7 million at March 31, 2013 from $7.6 million at December 31, 2012 and $8.5 million at March 31, 2012.
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·
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Loans 30-89 days past due remained at a low level to the overall loan portfolio at $7.1 million on March 31, 2013. While this represented an increase from $2.3 million at December 31, 2012, it is a decrease from $15.9 million at March 31, 2012. We are actively pursuing collection on these loans.
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·
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Other non-performing assets, primarily consisting of other real estate owned, decreased to $2.6 million at March 31, 2013 from $3.5 million at December 31, 2012 and $8.7 million at March 31, 2012.
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·
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The ratio of non-performing assets to total loans plus other non-performing assets at March 31, 2013 decreased to 1.25% from 1.39% at December 31, 2012 and 2.13 % at March 31, 2012.
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·
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The allowance for loan losses to non-performing loans ratio increased to 205.87% at March 31, 2013 from 189.32% at December 31, 2012 and 157.75% at March 31, 2012.
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·
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The allowance for loan losses to total loans ratio remained unchanged at 2.32% in the first quarter compared to the prior quarter, but decreased from 2.68% in March 31, 2012.
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·
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Net charge-offs of $2.2 million recorded in the first quarter of 2013 were significantly lower than the $4.7 million recorded in the fourth quarter of 2012 and the $9.7 million recorded in the first quarter of 2012. This trend further emphasizes the improvements in overall asset quality.
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·
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Provision expense of $2.0 million recorded in the first quarter of 2013 was a reduction from the fourth quarter of 2012 expense of $3.5 million, and from the $5.0 million recorded in the first quarter of 2012, reflecting the lower level of risk in the portfolio.
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·
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Net interest income decreased to $24.6 million in the first quarter of 2013 from $25.6 million in the fourth quarter of 2012 and from $25.7 million for the first quarter of 2012. Overall net interest income declines were driven by decreases in yields and were further influenced by comparatively fewer days falling within the first quarter of 2013 relative to the fourth quarter of 2012 and the first quarter of 2012. Additional liquidity generated by our growing deposit base has primarily been deployed into both our loan and investment portfolios over the past year.
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Net interest margin fell to 3.10% for the first quarter of 2013 as compared to 3.20% for the fourth quarter of 2012 and 3.31% for the first quarter of 2012. The Company continued to experience downward pressure on its yield on interest-earning assets resulting from a protracted period of historically low rates and heightened competition for assets, which has been experienced throughout the banking industry.
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Residential mortgage loans posted another strong quarter of gains from sales totaling $3.5 million in the first quarter of 2013 compared to $3.6 million in the fourth quarter of 2012 and $2.4 million in the first quarter of 2012. These fee revenues provide a good balance to our revenue stream and represent a valued service to our clients and communities to refinance and purchase homes.
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·
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Other non-interest income decreased to $1.1 million for the first quarter of 2013 from $1.6 million for the fourth quarter of 2012 and $3.4 million for the first quarter of 2012. The large decrease on a linked quarter and year-over-year basis was due to the income fluctuation in the Company’s private equity funds. We have successfully invested in various private equity funds for more than ten years.
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Salaries and wages and employee benefits decreased to $16.7 million in the first quarter of 2013 as compared to $17.0 million in the fourth quarter of 2012 but increased from $15.0 million in the first quarter of 2012. During 2012, we engaged in the strategic investment in talent to build out targeted areas of our business to support growth initiatives. We also committed to a careful examination of all areas of the company seeking sensible opportunities to reduce cost and enhance efficiency. That evaluation resulted in personnel reductions and other cost containment efforts in recent months which are expected to maintain or slightly reduce staffing costs from the current period on a forward looking basis. As disclosed in the proxy statement for the annual meeting of stockholders to be held on May 22, 2013, our senior management also proposed a reduction in the compensation of our named executive officers to the appropriate oversight committee of the board of directors. The reduction was approved and became effective in April of 2013. Senior management sought to emphasize their individual commitment to the discipline required to support efficiency initiatives and the future long-term success of the Company.
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Data processing expense decreased slightly to $2.6 million in the first quarter of 2013 from $2.7 million in the fourth quarter of 2012, but increased from $2.2 million in the first quarter of 2012. As discussed in the prior period release, we incurred various costs to implement our new core system in mid-September of 2012. The decline in data processing expense from the fourth quarter was anticipated due to the finalization of conversion related expenses. Data processing expenses are higher than first quarter 2012 as we invest to support the developing product needs of our customers including online banking and mobile capabilities, while continually enhancing measures for data safety and risk containment.
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OREO expense for the first three months of 2013 was $0.5 million, consistent with the prior quarter, but increased from minimal amounts in the first quarter of 2012. This expense fluctuates based on commercial properties held throughout the year.
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·
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Other operating expense for the first quarter of 2013 decreased to $4.7 million as compared to $6.9 million recorded for the fourth quarter of 2012 and $5.1 million recorded for the first quarter of 2012. The majority of the decrease over the fourth quarter of 2012 was due to impairment charges and exit related costs recognized in that quarter related to previously announced branch closings scheduled for April 2013. Other operating expense was lower than first quarter 2012 primarily as a result of a widespread reduction in expenses due to an enhanced emphasis on cost control.
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·
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Our quarterly efficiency ratio improved to 68.83% for the first quarter of 2013 from 73.39% the fourth quarter of 2012 but increased from 59.79% in the first quarter of 2012. Efficiency ratios have been influenced throughout the past two years by a number of events (such as our core conversion and branch closures), which have been discussed either above or in previous earnings releases. The process of examining appropriate avenues to improve efficiency is expected to continue as a focus in future periods. Peer data from Federal Reserve System sources indicate efficiency ratios for peers averaged between 65% and 67% during 2011 and 2012.
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SELECTED FINANCIAL HIGHLIGHTS1
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(dollars in thousands, except per share data)
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As of and for Three Months Ended
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March 31,
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December 31,
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September 30,
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March 31,
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2013
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2012
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2012
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2012
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EARNINGS & PER SHARE DATA
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Net income
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$ 6,433
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$ 4,917
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$ 4,909
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$ 7,643
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Income available to common shareholders2
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5,525
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4,009
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4,000
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6,735
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Revenue3
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41,224
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42,220
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40,623
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43,578
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Fully-diluted earnings per share
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0.06
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0.05
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0.05
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0.08
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Cash dividends paid per share4
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-
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0.12
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0.04
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0.04
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Net income by operating segment
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Busey Bank
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$ 5,793
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$ 4,303
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$ 4,642
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$ 6,030
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Busey Wealth Management
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820
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716
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780
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863
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FirsTech
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262
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189
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237
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265
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AVERAGE BALANCES
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Assets
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$ 3,558,737
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$ 3,538,860
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$ 3,488,429
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$ 3,465,407
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Earning assets
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3,288,740
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3,259,254
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3,204,169
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3,183,248
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Deposits
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2,928,737
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2,887,639
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2,866,727
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2,815,795
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Interest-bearing liabilities
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2,597,596
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2,563,375
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2,538,168
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2,526,097
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Shareholders' equity - common
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337,555
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343,624
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342,833
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337,665
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Tangible shareholders' equity - common
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304,461
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309,719
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308,095
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301,274
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PERFORMANCE RATIOS
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Return on average assets5
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0.63%
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0.45%
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0.46%
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0.78%
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Return on average common equity5
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6.64%
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4.64%
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4.64%
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8.02%
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Return on average tangible common equity5
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7.36%
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5.15%
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5.16%
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8.99%
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Net interest margin5,7
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3.10%
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3.20%
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3.25%
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3.31%
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Efficiency ratio6
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68.83%
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73.39%
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71.71%
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59.79%
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Non-interest revenue as a % of total revenues3
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40.37%
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39.30%
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37.12%
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41.03%
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ASSET QUALITY
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Gross loans
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$ 2,060,680
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$ 2,073,110
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$ 2,035,319
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$ 2,006,157
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Commercial loans
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1,508,068
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1,500,921
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1,473,450
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1,439,395
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Allowance for loan losses
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47,773
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48,012
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49,213
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53,835
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Net charge-offs
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2,239
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4,701
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5,153
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9,671
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Allowance for loan losses to loans
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2.32%
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2.32%
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2.42%
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2.68%
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Allowance as a percentage of non-performing loans
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205.87%
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189.32%
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195.38%
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157.75%
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Non-performing loans
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Non-accrual loans
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23,001
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25,104
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25,129
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33,763
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Loans 90+ days past due
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204
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256
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59
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363
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Geographically
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Illinois/ Indiana
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16,458
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17,757
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17,377
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25,675
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Florida
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6,747
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7,603
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7,811
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8,451
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Loans 30-89 days past due
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7,132
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2,285
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7,895
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15,930
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Other non-performing assets
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2,632
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3,450
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8,486
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8,719
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1
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Results are unaudited except for amounts reported as of December 31, 2012
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2
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Net income available to common shareholders, net of preferred dividend
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3
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Total revenue, net of interest expense and security gains
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4
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The Company accelerated payment of its first quarter 2013 dividend to December 2012 to provide stockholders with certainty as to the tax
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treatment of such dividend
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5
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Annualized and calculated on net income available to common shareholders
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6
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Net of security gains and losses and intangible charges
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7
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On a tax-equivalent basis, assuming a federal income tax rate of 35%
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Condensed Consolidated Balance Sheets
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(In thousands, except per share data1)
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March 31,
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December 31,
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March 31,
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|||||||||
2013
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2012
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2012
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Assets
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Cash and due from banks
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$ | 447,608 | $ | 351,255 | $ | 385,124 | ||||||
Investment securities
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952,579 | 1,001,497 | 940,747 | |||||||||
Net loans, including loans held for sale
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2,012,907 | 2,025,098 | 1,952,322 | |||||||||
Premises and equipment
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70,136 | 71,067 | 69,410 | |||||||||
Goodwill and other intangibles
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32,606 | 33,389 | 35,877 | |||||||||
Other assets
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132,474 | 135,750 | 153,510 | |||||||||
Total assets
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$ | 3,648,310 | $ | 3,618,056 | $ | 3,536,990 | ||||||
Liabilities & Shareholders' Equity
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Non-interest bearing deposits
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$ | 547,226 | $ | 611,043 | $ | 522,356 | ||||||
Interest-bearing deposits
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2,469,719 | 2,369,249 | 2,357,871 | |||||||||
Total deposits
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$ | 3,016,945 | $ | 2,980,292 | $ | 2,880,227 | ||||||
Securities sold under agreements to repurchase
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130,809 | 139,024 | 144,709 | |||||||||
Long-term debt
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6,000 | 7,000 | 19,417 | |||||||||
Junior subordinated debt owed to unconsolidated trusts
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55,000 | 55,000 | 55,000 | |||||||||
Other liabilities
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25,851 | 27,943 | 24,971 | |||||||||
Total liabilities
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$ | 3,234,605 | $ | 3,209,259 | $ | 3,124,324 | ||||||
Total shareholders' equity
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$ | 413,705 | $ | 408,797 | $ | 412,666 | ||||||
Total liabilities & shareholders' equity
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$ | 3,648,310 | $ | 3,618,056 | $ | 3,536,990 | ||||||
Per Share Data
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Book value per common share
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$ | 3.93 | $ | 3.88 | $ | 3.92 | ||||||
Tangible book value per common share2
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$ | 3.56 | $ | 3.49 | $ | 3.51 | ||||||
Ending number of common shares outstanding
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86,691 | 86,671 | 86,626 |
Condensed Consolidated Statements of Operations
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(In thousands, except per share data)
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Three Months Ended March 31,
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(unaudited)
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2013
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2012
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Interest and fees on loans
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$ | 22,961 | $ | 25,526 | ||||
Interest on investment securities
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4,154 | 4,570 | ||||||
Total interest income
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$ | 27,115 | $ | 30,096 | ||||
Interest on deposits
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2,097 | 3,748 | ||||||
Interest on short-term borrowings
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53 | 87 | ||||||
Interest on long-term debt
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81 | 226 | ||||||
Junior subordinated debt owed to unconsolidated trusts
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301 | 337 | ||||||
Total interest expense
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$ | 2,532 | $ | 4,398 | ||||
Net interest income
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$ | 24,583 | $ | 25,698 | ||||
Provision for loan losses
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2,000 | 5,000 | ||||||
Net interest income after provision for loan losses
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$ | 22,583 | $ | 20,698 | ||||
Trust fees
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5,208 | 5,195 | ||||||
Commissions and brokers' fees
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540 | 506 | ||||||
Fees for customer services
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4,166 | 4,192 | ||||||
Remittance processing
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2,098 | 2,167 | ||||||
Gain on sales of loans
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3,497 | 2,413 | ||||||
Other
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1,132 | 3,407 | ||||||
Total non-interest income
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$ | 16,641 | $ | 17,880 | ||||
Salaries and wages
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13,560 | 12,111 | ||||||
Employee benefits
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3,227 | 2,896 | ||||||
Net occupancy expense
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2,182 | 2,205 | ||||||
Furniture and equipment expense
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1,254 | 1,272 | ||||||
Data processing expense
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2,639 | 2,159 | ||||||
Amortization expense
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783 | 827 | ||||||
Regulatory expense
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646 | 626 | ||||||
OREO expense
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543 | 5 | ||||||
Other operating expenses
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4,733 | 5,101 | ||||||
Total non-interest expense
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$ | 29,567 | $ | 27,202 | ||||
Income before income taxes
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$ | 9,657 | $ | 11,376 | ||||
Income taxes
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3,224 | 3,733 | ||||||
Net income
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$ | 6,433 | $ | 7,643 | ||||
Preferred stock dividends
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$ | 908 | $ | 908 | ||||
Income available for common shareholders
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$ | 5,525 | $ | 6,735 | ||||
Per Share Data
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Basic earnings per common share
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$ | 0.06 | $ | 0.08 | ||||
Fully-diluted earnings per common share
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$ | 0.06 | $ | 0.08 | ||||
Diluted average common shares outstanding
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86,711 | 86,630 |