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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o |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o |
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 October 29, 2013.
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Date: October 29, 2013
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First Busey Corporation
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SELECTED FINANCIAL HIGHLIGHTS1
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|||||||||
(dollars in thousands)
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|||||||||
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As of and for the Three Months Ended
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For the Nine Months Ended
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|||||||
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September 30,
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June 30,
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March 31,
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September 30,
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September 30,
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September 30,
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|||
2013
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2013
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2013
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2012
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2013
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2012
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||||
ASSET QUALITY
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|||||||||
Gross loans
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$2,250,605
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$2,159,098
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$ 2,060,680
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$ 2,035,319
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|||||
Commercial loans
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1,695,583
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1,580,351
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1,508,068
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1,473,450
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|||||
Allowance for loan losses
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47,964
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48,491
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47,773
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49,213
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|||||
Non-performing loans
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|||||||||
Non-accrual loans
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18,489
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20,274
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23,001
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25,129
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|||||
Loans 90+ days past due
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199
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771
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204
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59
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|||||
Non-performing loans, segregated by geography
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|||||||||
Illinois/ Indiana
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14,451
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16,030
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16,458
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17,377
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|||||
Florida
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4,237
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5,015
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6,747
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7,811
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|||||
Loans 30-89 days past due
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2,283
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3,683
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7,132
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7,895
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|||||
Other non-performing assets
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2,156
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2,617
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2,632
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8,486
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|||||
Non-performing assets to total loans and non-performing assets
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0.93%
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1.09%
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1.25%
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1.65%
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|||||
Allowance as a percentage of non- performing loans
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256.66%
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230.42%
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205.87%
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195.38%
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|||||
Allowance for loan losses to loans
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2.13%
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2.25%
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2.32%
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2.42%
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|||||
Net charge-offs
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2,527
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1,282
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2,239
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5,153
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6,048
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22,293
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|||
Provision expense
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2,000
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2,000
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2,000
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3,500
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6,000
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13,000
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|||
1 Results are unaudited
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·
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As a result of the Company’s strategic investment in loan growth, the total loan portfolio as of September 30, 2013 increased $91.5 million from June 30, 2013, or 17.0% on an annualized basis, and increased $215.3 million from September 30, 2012, or 10.6%. Loan growth was driven by the $115.2 million increase in commercial balances from June 30, 2013, or 29.2% on an annualized basis, and the $222.1 million increase from September 30, 2012, or 15.1%. In addition to overall loan growth, the Company experienced loan growth in the highest credit grades, while the volume of the lowest credit grades decreased.2
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·
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Included in gross loan balances as of September 30, 2013 are $17.5 million in held for sale balances which decreased by $23.4 million from June 30, 2013 and by $6.9 million from September 30, 2012 due to reduced mortgage volume as the market slowed due to rising interest rates.
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·
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Net charge-offs decreased $16.2 million, or 72.9%, for the nine months ended September 30, 2013 from the comparable period of 2012. Net charge-offs for the third quarter increased $1.2 million from the second quarter of 2013 but decreased by $2.6 million from the third quarter of 2012. The linked quarter net charge-off activity represents normal fluctuations, while longer-term trends reflect the significantly improved quality of the loan portfolio.
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·
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Provision expense of $6.0 million for the first nine months of 2013 was a $7.0 million reduction from $13.0 million in the first nine months of 2012. Provision expense of $2.0 million for the third quarter of 2013 was consistent with second quarter 2013 and decreased by $1.5 million compared to the third quarter of 2012. The levels are the result of improved asset quality and improving conditions in our market areas.
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·
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Net interest income of $25.2 million in the third quarter of 2013 was relatively stable from the second quarter of 2013, but decreased slightly from the $25.5 million recorded in the third quarter of 2012. Net interest income for the first nine months of 2013 was $75.1 million compared to $76.5 million for the same period of 2012.
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·
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Net interest margin rose to 3.20% for the third quarter of 2013 as compared to 3.17% for the second quarter of 2013 but decreased from 3.25% for the third quarter of 2012. The net interest margin for the first nine months of 2013 decreased to 3.16% compared to 3.26% for the same period of 2012. Since the first quarter of 2013, our net interest margin has improved due to the development of a more profitable asset mix from increased loan balances, while we actively continued to bring down interest expense and optimize funding costs.
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·
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Gain on sales of loans was $2.7 million in the third quarter of 2013, which remained relatively steady from $2.8 million in the second quarter of 2013, but declined from $3.3 million in the third quarter of 2012 due to market-based influences. Refinance activity decreased while purchase volumes increased starting in the second quarter due to rising interest rates. With generally robust production activity in the first half of 2013, gains on sale of loans for the first nine months of 2013 continued at $8.9 million, comparable to the first nine months of 2012. While the Company expects total production volume to slow based on the current and expected industry conditions, some underlying costs will naturally adjust and others are being actively evaluated to support ongoing profitability of this service.
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·
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Other non-interest income increased to $1.4 million for the third quarter of 2013 as compared to $1.1 million in the second quarter of 2013 and $0.9 million in the third quarter of 2012. Other non-interest income for the first nine months of 2013 decreased to $3.6 million from $5.7 million for the comparable period of 2012. The year-over-year results included a significant fluctuation in private equity fund income. In the first nine months of 2012, the Company recognized $2.3 million compared to minimal amounts recognized in the same period of 2013. We have successfully invested in various private equity funds for more than ten years.
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·
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Salaries and wages and employee benefits decreased to $15.6 million in the third quarter of 2013 as compared to $15.7 million in the second quarter of 2013 and $16.5 million in the third quarter of 2012. In the first nine months of 2013, salaries and wages and employee benefits totaled $48.1 million as compared to $47.8 million for the same period of 2012. During 2012, we engaged in a 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 early 2013 which have contributed to positive expense trends in recent quarters.
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·
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Data processing expense in the third quarter of 2013 remained comparable to $2.6 million in the second quarter of 2013 but decreased from $3.6 million in the third quarter of 2012. In the first nine months of 2013, data processing expense totaled $7.8 million as compared to $8.4 million for the same period of 2012 which included conversion costs to implement a new core system. The financial industry as a whole is experiencing a growing threat of fraudulent activity from cybercriminals. As we manage data processing expense, the Company continues to prioritize strategies to mitigate this risk through the use of new technology, industry best practices and customer education.
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·
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OREO expense in the third quarter of 2013 reflected a net credit of $0.2 million on the management of various properties within the book of other real estate owned by the Company. This compares favorably to $0.1 million of expense in the second quarter of 2013 and $0.3 million of expense in the third quarter of 2012. OREO expense for the first nine months of 2013 decreased to $0.4 million from $0.8 million for the comparable period of 2012. This expense fluctuates based on commercial properties held throughout the year. At September 30, 2013 OREO balances totaled $2.2 million, a reduction from $2.6 million at June 30, 2013 and $8.5 million at September 30, 2012.
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·
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Our quarterly efficiency ratio improved to 64.23% for the third quarter of 2013 from 64.91% in the second quarter of 2013 and 71.71% in the third quarter of 2012. The efficiency ratio for the first nine months of 2013 was 66.00%, as compared to 66.90% for the same period 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, in previous earnings releases or in other periodic reporting. 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% for the past two years.
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SELECTED FINANCIAL HIGHLIGHTS1
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||||||||
(dollars in thousands, except per share data)
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||||||||
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||||||
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For the Three Months Ended
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For the Nine Months Ended
|
||||||
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September 30,
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June 30,
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September 30,
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September 30,
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September 30,
|
|||
2013
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2013
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2012
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2013
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2012
|
||||
Net income
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$ 7,933
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$ 7,440
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$ 4,909
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$ 21,806
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$ 17,440
|
|||
Income available to common stockholders2
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7,024
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6,532
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4,000
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19,081
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14,715
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|||
Revenue3
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40,781
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41,028
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40,623
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123,033
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125,181
|
|||
Fully-diluted earnings per share
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0.08
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0.08
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0.05
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0.22
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0.17
|
|||
Cash dividends paid per share4
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0.04
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0.04
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0.04
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0.08
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0.12
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|||
Net income by operating segment
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||||||||
Busey Bank
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$ 6,963
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$ 6,487
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$ 4,642
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$ 19,243
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$ 14,859
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|||
Busey Wealth Management
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1,173
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1,133
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780
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3,126
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2,647
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|||
FirsTech
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259
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286
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237
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807
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746
|
|||
AVERAGE BALANCES
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||||||||
Assets
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$ 3,492,360
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$3,544,702
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$ 3,488,429
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$3,531,690
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$3,491,863
|
|||
Earning assets
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3,200,783
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3,270,472
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3,204,169
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3,253,010
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3,208,909
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|||
Deposits
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2,868,984
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2,912,104
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2,866,727
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2,903,056
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2,853,610
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|||
Interest-bearing liabilities
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2,523,989
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2,570,226
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2,538,168
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2,563,667
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2,541,382
|
|||
Stockholders' equity - common
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336,928
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340,282
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342,833
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338,253
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340,367
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|||
Tangible stockholders' equity – common
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305,401
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307,976
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308,095
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305,950
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304,806
|
|||
PERFORMANCE RATIOS
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||||||||
Return on average assets5
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0.80%
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0.74%
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0.46%
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0.72%
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0.56%
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|||
Return on average common equity5
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8.27%
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7.70%
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4.64%
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7.54%
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5.77%
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|||
Return on average tangible common equity5
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9.12%
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8.51%
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5.16%
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8.34%
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6.45%
|
|||
Net interest margin5, 7
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3.20%
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3.17%
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3.25%
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3.16%
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3.26%
|
|||
Efficiency ratio6
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64.23%
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64.91%
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71.71%
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66.00%
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66.90%
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|||
Non-interest revenue as a % of total revenues3
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38.13%
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38.47%
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37.12%
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38.99%
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38.87%
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|||
1
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Results are unaudited
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|||||||
2
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Net income available to common stockholders, net of preferred dividend
|
|||||||
3
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Total revenue, net of interest expense and security gains
|
|||||||
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 treatment of such dividend
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|||||||
5
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Annualized and calculated on net income available to common stockholders
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|||||||
6
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Net of security gains 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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As of
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|||||||||||
(In thousands, except per share data1)
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September 30,
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December 31,
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September 30,
|
|||||||||
2013
|
2012
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2012
|
||||||||||
Assets
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||||||||||||
Cash and due from banks
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$ | 198,668 | $ | 351,255 | $ | 328,308 | ||||||
Investment securities
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908,260 | 1,001,497 | 964,187 | |||||||||
Net loans, including loans held for sale
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2,202,641 | 2,025,098 | 1,986,106 | |||||||||
Premises and equipment
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67,148 | 71,067 | 72,214 | |||||||||
Goodwill and other intangibles
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31,040 | 33,389 | 34,223 | |||||||||
Other assets
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124,267 | 135,750 | 144,626 | |||||||||
Total assets
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$ | 3,532,024 | $ | 3,618,056 | $ | 3,529,664 | ||||||
Liabilities & Stockholders' Equity
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||||||||||||
Non-interest-bearing deposits
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$ | 543,746 | $ | 611,043 | $ | 510,146 | ||||||
Interest-bearing deposits
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2,336,106 | 2,369,249 | 2,382,378 | |||||||||
Total deposits
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$ | 2,879,852 | $ | 2,980,292 | $ | 2,892,524 | ||||||
Securities sold under agreements to repurchase
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156,510 | 139,024 | 131,753 | |||||||||
Long-term debt
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- | 7,000 | 7,417 | |||||||||
Junior subordinated debt owed to unconsolidated trusts
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55,000 | 55,000 | 55,000 | |||||||||
Other liabilities
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26,283 | 27,943 | 25,649 | |||||||||
Total liabilities
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$ | 3,117,645 | $ | 3,209,259 | $ | 3,112,343 | ||||||
Total stockholders' equity
|
$ | 414,379 | $ | 408,797 | $ | 417,321 | ||||||
Total liabilities & stockholders' equity
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$ | 3,532,024 | $ | 3,618,056 | $ | 3,529,664 | ||||||
Per Share Data
|
||||||||||||
Book value per common share
|
$ | 3.94 | $ | 3.88 | $ | 3.98 | ||||||
Tangible book value per common share2
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$ | 3.58 | $ | 3.49 | $ | 3.58 | ||||||
Ending number of common shares outstanding
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86,764 | 86,671 | 86,644 | |||||||||
1Unaudited except for amounts reported as of December 31, 2012
|
||||||||||||
2Total common equity less goodwill and intangibles divided by shares outstanding as of period end
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Condensed Consolidated Statements of Operations
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For the
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For the
|
||||||||||||||
(Unaudited, in thousands, except per share data)
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||||||||||
2013
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2012
|
2013
|
2012
|
|||||||||||||
|
||||||||||||||||
Interest and fees on loans
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$ | 23,096 | $ | 24,412 | $ | 69,257 | $ | 74,450 | ||||||||
Interest on investment securities
|
4,140 | 4,599 | 12,554 | 13,882 | ||||||||||||
Total interest income
|
$ | 27,236 | $ | 29,011 | $ | 81,811 | $ | 88,332 | ||||||||
Interest on deposits
|
1,656 | 2,960 | 5,577 | 10,026 | ||||||||||||
Interest on short-term borrowings
|
44 | 71 | 143 | 243 | ||||||||||||
Interest on long-term debt
|
- | 106 | 125 | 552 | ||||||||||||
Junior subordinated debt owed to unconsolidated trusts
|
303 | 329 | 905 | 994 | ||||||||||||
Total interest expense
|
$ | 2,003 | $ | 3,466 | $ | 6,750 | $ | 11,815 | ||||||||
Net interest income
|
$ | 25,233 | $ | 25,545 | $ | 75,061 | $ | 76,517 | ||||||||
Provision for loan losses
|
2,000 | 3,500 | 6,000 | 13,000 | ||||||||||||
Net interest income after provision for loan losses
|
$ | 23,233 | $ | 22,045 | $ | 69,061 | $ | 63,517 | ||||||||
Trust fees
|
4,035 | 3,960 | 13,956 | 13,245 | ||||||||||||
Commissions and brokers' fees
|
710 | 508 | 1,819 | 1,578 | ||||||||||||
Fees for customer services
|
4,612 | 4,384 | 13,328 | 12,892 | ||||||||||||
Remittance processing
|
2,105 | 2,068 | 6,288 | 6,346 | ||||||||||||
Gain on sales of loans
|
2,684 | 3,255 | 8,944 | 8,924 | ||||||||||||
Net security gains
|
82 | 511 | 82 | 575 | ||||||||||||
Other
|
1,402 | 903 | 3,637 | 5,679 | ||||||||||||
Total non-interest income
|
$ | 15,630 | $ | 15,589 | $ | 48,054 | $ | 49,239 | ||||||||
Salaries and wages
|
13,001 | 13,707 | 39,342 | 38,966 | ||||||||||||
Employee benefits
|
2,580 | 2,773 | 8,754 | 8,791 | ||||||||||||
Net occupancy expense
|
2,055 | 2,237 | 6,340 | 6,598 | ||||||||||||
Furniture and equipment expense
|
1,211 | 1,276 | 3,687 | 3,858 | ||||||||||||
Data processing expense
|
2,606 | 3,568 | 7,813 | 8,366 | ||||||||||||
Amortization expense
|
783 | 827 | 2,349 | 2,481 | ||||||||||||
Regulatory expense
|
545 | 623 | 1,808 | 1,869 | ||||||||||||
OREO expense
|
(207 | ) | 273 | 394 | 788 | |||||||||||
Other operating expenses
|
4,784 | 5,110 | 14,239 | 15,658 | ||||||||||||
Total non-interest expense
|
$ | 27,358 | $ | 30,394 | $ | 84,726 | $ | 87,375 | ||||||||
Income before income taxes
|
$ | 11,505 | $ | 7,240 | $ | 32,389 | $ | 25,381 | ||||||||
Income taxes
|
3,572 | 2,331 | 10,583 | 7,941 | ||||||||||||
Net income
|
$ | 7,933 | $ | 4,909 | $ | 21,806 | $ | 17,440 | ||||||||
Preferred stock dividends
|
$ | 909 | $ | 909 | $ | 2,725 | $ | 2,725 | ||||||||
Income available for common stockholders
|
$ | 7,024 | $ | 4,000 | $ | 19,081 | $ | 14,715 | ||||||||
Per Share Data
|
||||||||||||||||
Basic earnings per common share
|
$ | 0.08 | $ | 0.05 | $ | 0.22 | $ | 0.17 | ||||||||
Fully-diluted earnings per common share
|
$ | 0.08 | $ | 0.05 | $ | 0.22 | $ | 0.17 | ||||||||
Diluted average common shares outstanding
|
87,076 | 86,662 | 87,044 | 86,643 |