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Securities

Note 4. Securities

The amortized cost, unrealized gains and losses and fair values of securities are summarized as follows (dollars in thousands):

			Gross		Gross
	Amortized		Unrealized		Unrealized			Fair
	Cost		Gains		Losses			Value
December 31, 2017:
Available for sale
U.S. Treasury securities	$	60,829	$	7	$	(488	)	$	60,348
Obligations of U.S. government corporations and agencies	104,807		1		(1,143		)	103,665
Obligations of states and political Subdivisions	280,216		1,160		(1,177		)	280,199
Residential mortgage-backed securities	400,661		612		(3,837		)	397,436
Corporate debt securities	30,946		132		(44		)	31,034

Total debt securities	877,459		1,912		(6,689		)	872,682
Mutual funds and other equity securities	5,378		—		—			5,378

Total	$	882,837	$	1,912	$	(6,689	)	$	878,060


Held to maturity
Obligations of states and political Subdivisions	$	41,300	$	228	$	(64	)	$	41,464
Commercial mortgage-backed securities	60,474		41		(297		)	60,218
Residential mortgage-backed securities	341,776		25		(2,431		)	339,370

Total	$	443,550	$	294	$	(2,792	)	$	441,052

			Gross		Gross
	Amortized		Unrealized		Unrealized			Fair
	Cost		Gains		Losses			Value
December 31, 2016:
Available for sale
U.S. Treasury securities	$	74,784	$	185	$	(25	)	$	74,944
Obligations of U.S. government corporations and agencies	79,577		46		(496		)	79,127
Obligations of states and political Subdivisions	154,438		1,093		(593		)	154,938
Residential mortgage-backed securities	303,641		1,390		(2,782		)	302,249
Corporate debt securities	142,836		630		(123		)	143,343

Total debt securities	755,276		3,344		(4,019		)	754,601
Mutual funds and other equity securities	4,475		735		—			5,210

Total	$	759,751	$	4,079	$	(4,019	)	$	759,811


Held to maturity
Obligations of states and political Subdivisions	$	44,333	$	122	$	(160	)	$	44,295
Commercial mortgage-backed securities	3,487		23		(122		)	3,388

Total	$	47,820	$	145	$	(282	)	$	47,683

The amortized cost and fair value of debt securities as of December 31, 2017, by contractual maturity or pre-refunded date, are shown below. Mutual funds and other equity securities do not have stated maturity dates and therefore are not included in the following maturity summary. Mortgages underlying mortgage-backed securities may be called or prepaid; therefore, actual maturities could differ from the contractual maturities. All mortgage-backed securities were issued by U.S. government agencies and corporations (dollars in thousands).

	Available for sale				Held to maturity
	Amortized		Fair		Amortized		Fair
	Cost		Value		Cost		Value
Due in one year or less	$	80,769	$	80,685	$	4,418	$	4,410
Due after one year through five years	256,441		254,548		61,673		61,501
Due after five years through ten years	179,392		179,542		33,799		33,882
Due after ten years	360,857		357,907		343,660		341,259

Total	$	877,459	$	872,682	$	443,550	$	441,052

Realized gains and losses related to sales of securities available for sale are summarized as follows (dollars in thousands):

	For the Years Ended December 31,
	2017			2016			2015
Gross security gains	$	1,259		$	1,383		$	401
Gross security (losses)	(116		)	(151		)	(21		)


Net security gains	$	1,143		$	1,232		$	380

The tax provision for these net realized gains and losses was $0.4 million for the years ended December 31, 2017 and 2016, and $0.1 million for the year ended December 31, 2015.

Investment securities with carrying amounts of $638.2 million and $547.2 million on December 31, 2017 and 2016, respectively, were pledged as collateral for public deposits, securities sold under agreements to repurchase and for other purposes as required or permitted by law.

Information pertaining to securities with gross unrealized losses at December 31, 2017 and 2016 aggregated by investment category and length of time that individual securities have been in a continuous loss position follows (dollars in thousands):

	Continuous unrealized losses existing for less than 12 months, gross					Continuous unrealized losses existing for greater than 12 months, gross					Total, gross
	Fair		Unrealized			Fair		Unrealized			Fair		Unrealized
	Value		Losses			Value		Losses			Value		Losses
December 31, 2017:
Available for sale
U.S. Treasury securities	$	59,773	$	(488	)	$	—	$	—		$	59,773	$	(488	)
Obligations of U.S. government corporations and agencies	78,610		(636		)	24,831		(507		)	103,441		(1,143		)
Obligations of states and political subdivisions	162,213		(1,027		)	12,045		(150		)	174,258		(1,177		)
Residential mortgage-backed securities	223,261		(1,428		)	90,930		(2,409		)	314,191		(3,837		)
Corporate debt securities	16,176		(44		)	—		—			16,176		(44		)

Total temporarily impaired securities	$	540,033	$	(3,623	)	$	127,806	$	(3,066	)	$	667,839	$	(6,689	)


Held to maturity
Obligations of states and political subdivisions	$	17,939	$	(64	)	$	—	$	—		$	17,939	$	(64	)
Commercial mortgage-backed securities	44,514		(214		)	2,374		(83		)	46,888		(297		)
Residential mortgage-backed securities	277,826		(2,431		)	—		—			277,826		(2,431		)

Total temporarily impaired securities	$	340,279	$	(2,709	)	$	2,374	$	(83	)	$	342,653	$	(2,792	)

	Continuous unrealized losses existing for less than 12 months, gross					Continuous unrealized losses existing for greater than 12 months, gross					Total, gross
	Fair		Unrealized			Fair		Unrealized			Fair		Unrealized
	Value		Losses			Value		Losses			Value		Losses
December 31, 2016:
Available for sale
U.S. Treasury securities	$	9,997	$	(25	)	$	—	$	—		$	9,997	$	(25	)
Obligations of U.S. government corporations and agencies	46,209		(496		)	—		—			46,209		(496		)
Obligations of states and political subdivisions	64,832		(585		)	1,154		(8		)	65,986		(593		)
Residential mortgage-backed securities	168,898		(2,782		)	—		—			168,898		(2,782		)
Corporate debt securities	32,749		(123		)	—		—			32,749		(123		)

Total temporarily impaired securities	$	322,685	$	(4,011	)	$	1,154	$	(8	)	$	323,839	$	(4,019	)


Held to maturity
Obligations of states and political subdivisions	$	24,558	$	(160	)	$	—	$	—		$	24,558	$	(160	)
Commercial mortgage-backed securities	2,385		(122		)	—		—			2,385		(122		)

Total temporarily impaired securities	$	26,943	$	(282	)	$	—	$	—		$	26,943	$	(282	)

Securities are periodically evaluated for OTTI. The total number of securities in the investment portfolio in an unrealized loss position as of December 31, 2017 was 658, and represented a loss of 0.93% of the aggregate carrying value. As of December 31, 2017, the Company does not intend to sell such securities and it is more likely than not that the Company will recover the amortized cost prior to being required to sell the securities. Full collection of the amounts due according to the contractual terms of the securities is expected; therefore, the Company does not consider these investments to be OTTI at December 31, 2017.

The Company had available for sale obligations of state and political subdivisions with a fair value of $280.2 million and $154.9 million as of December 31, 2017 and 2016, respectively. In addition, the Company had held to maturity obligations of state and political subdivisions with a fair value of $41.5 million and $44.3 million at December 31, 2017 and 2016, respectively.

As of December 31, 2017, the fair value of the Company’s obligations of state and political subdivisions portfolio was comprised of $271.7 million of general obligation bonds and $50.0 million of revenue bonds issued by 446 issuers, primarily consisting of states, counties, cities, towns, villages and school districts. The Company held investments in general obligation bonds in 36 states (including the District of Columbia), including nine states in which the aggregate fair value exceeded $5.0 million. The Company held investments in revenue bonds in 22 states, including three states where the aggregate fair value exceeded $5.0 million.

As of December 31, 2016, the fair value of the Company’s obligations of state and political subdivisions portfolio was comprised of $163.6 million of general obligation bonds and $35.6 million of revenue bonds issued by 260 issuers, primarily consisting of states, counties, cities, towns, villages and school districts. The Company held investments in general obligation bonds in 29 states (including the District of Columbia), including seven states in which the aggregate fair value exceeded $5.0 million. The Company held investments in revenue bonds in 16 states, including two states where the aggregate fair value exceeded $5.0 million.

The amortized cost and fair values of the Company’s portfolio of general obligation bonds are summarized in the following tables by the issuers’ state:

December 31, 2017:

						Average Exposure
	Number of	Amortized		Fair		Per Issuer
U.S. State	Issuers	Cost		Value		(Fair Value)
Illinois	97	$	95,340	$	95,344	$	983
Wisconsin	41	27,852		27,809		678
Texas	46	27,485		27,514		598
Michigan	34	19,641		19,849		584
Ohio	20	15,172		15,162		758
Pennsylvania	18	12,189		12,174		676
New Jersey	15	7,755		7,760		517
Missouri	10	5,759		5,747		575
Minnesota	8	5,657		5,667		708
Other	92	54,649		54,633		594

Total general obligations bonds	381	$	271,499	$	271,659	$	713

December 31, 2016:

						Average Exposure
	Number of	Amortized		Fair		Per Issuer
U.S. State	Issuers	Cost		Value		(Fair Value)
Illinois	70	$	59,120	$	59,182	$	845
Wisconsin	31	21,390		21,479		693
Texas	16	10,731		10,702		669
Michigan	38	23,233		23,472		618
Ohio	10	11,009		11,005		1,100
Pennsylvania	10	10,242		10,235		1,023
Iowa	3	5,332		5,345		1,782
Other	43	22,028		22,192		516

Total general obligations bonds	221	$	163,085	$	163,612	$	740

The general obligation bonds are diversified across many issuers, with $4.0 million and $3.4 million being the largest exposure to a single issuer at December 31, 2017 and 2016, respectively. Accordingly, as of December 31, 2017 and 2016, the Company did not hold general obligation bonds of any single issuer, the aggregate book or market value of which exceeded 10% of the Company’s stockholders’ equity. Of the general obligation bonds in the Company’s portfolio, 99.3% had been rated by at least one nationally recognized statistical rating organization and 0.7% were unrated, based on the fair value as of December 31, 2017. Of the general obligation bonds in the Company’s portfolio, 98.4% had been rated by at least one nationally recognized statistical rating organization and 1.6% were unrated, based on the fair value as of December 31, 2016.

The amortized cost and fair values of the Company’s portfolio of revenue bonds are summarized in the following tables by the issuers’ state:

December 31, 2017:

						Average Exposure
	Number of	Amortized		Fair		Per Issuer
U.S. State	Issuers	Cost		Value		(Fair Value)
Indiana	14	$	12,001	$	12,054	$	861
Missouri	6	7,376		7,336		1,223
Illinois	7	6,477		6,456		922
Other	38	24,163		24,158		636

Total revenue bonds	65	$	50,017	$	50,004	$	769

December 31, 2016:

						Average Exposure
	Number of	Amortized		Fair		Per Issuer
U.S. State	Issuers	Cost		Value		(Fair Value)
Indiana	10	$	11,207	$	11,244	$	1,124
Illinois	7	7,321		7,275		1,039
Other	22	17,158		17,102		777

Total revenue bonds	39	$	35,686	$	35,621	$	913

The revenue bonds are diversified across many issuers and revenue sources with $3.6 million and $3.5 million being the largest exposure to a single issuer at each of December 31, 2017 and 2016, respectively. Accordingly, as of December 31, 2017 and 2016, the Company did not hold revenue bonds of any single issuer, the aggregate book or market value of which exceeded 10% of the Company’s stockholders’ equity. Of the revenue bonds in the Company’s portfolio, 99.4% had been rated by at least one nationally recognized statistical rating organization and 0.6% were unrated, based on the fair value as of December 31, 2017. Of the revenue bonds in the Company’s portfolio, 97.1% had been rated by at least one nationally recognized statistical rating organization and 2.9% were unrated, based on the fair value as of December 31, 2016. Some of the primary types of revenue bonds held in the Company’s portfolio include: primary education or government building lease rentals secured by ad valorem taxes, utility systems secured by utility system net revenues, housing authorities secured by mortgage loans or principal receipts on mortgage loans, secondary education secured by student fees/tuitions, and pooled issuances (i.e. bond bank) consisting of multiple underlying municipal obligors.

At December 31, 2017, substantially all of the Company’s obligations of state and political subdivision securities are owned by its subsidiary banks, which have adopted First Busey’s investment policy requiring that state and political subdivision securities purchased be investment grade. Such investment policy also limits the amount of rated state and political subdivision securities to an aggregate 100% of the subsidiary banks’ total capital (as defined by federal regulations) at the time of purchase and an aggregate 15% of total capital for unrated state and political subdivision securities issued by municipalities having taxing authority or located in counties/micropolitan statistical areas/metropolitan statistical areas in which an office is located.

All securities in First Busey’s obligations of state and political subdivision securities portfolio are subject to periodic review. Factors that may be considered as part of monitoring of state and political subdivision securities include credit rating changes by nationally recognized statistical rating organizations, market valuations, third-party municipal credit analysis, which may include indicative information regarding the issuer’s capacity to pay, market and economic data and such other factors as are available and relevant to the security or the issuer such as its budgetary position and sources, strength and stability of taxes and/or other revenue.

Loans held for sale

12 Months Ended

Dec. 31, 2017

Loans held for sale

Loans held for sale

Note 5. Loans held for sale

Loans held for sale totaled $94.8 million and $256.3 million at December 31, 2017 and 2016, respectively. The amount of loans held for sale decreased from December 31, 2016, due to lower mortgage volumes and increased delivery efficiency. Loans held for sale generate net interest income until loans are delivered to investors, at which point mortgage revenue will be recognized.

The following is a summary of mortgage revenue (dollars in thousands):

	December 31,
	2017			2016
Premiums received on sales of mortgage loans, including fair value adjustments	$	42,598		$	43,119
Less direct origination costs	(33,363		)	(32,793		)
Less provisions to liability for loans sold	(225		)	(175		)
Mortgage servicing revenues	2,130			1,801

Mortgage revenue	$	11,140		$	11,952

For 2015, mortgage revenue was $7.2 million as a result of premiums received on sales of mortgage loans and mortgage servicing revenues.

Mortgage Loan Servicing

12 Months Ended

Dec. 31, 2017

Mortgage Loan Servicing

Mortgage Loan Servicing

Note 6. Mortgage Loan Servicing

The largest portion of the Company’s servicing assets relate to mortgage loans. The unpaid principal balances of mortgage loans serviced by the Company for the benefit of others are not included in the accompanying Consolidated Balance Sheets. These unpaid principal balances were $1.5 billion and $1.4 billion as of December 31, 2017 and 2016, respectively. Servicing such loans for others generally consists of collecting mortgage payments, maintaining escrow accounts, disbursing payments to investors and collection and foreclosure processing. Mortgage servicing revenues, a component of mortgage revenue, is recorded on the accrual basis and includes servicing fees from investors and certain charges collected from borrowers, such as late payment fees, and is net of amortization of capitalized mortgage servicing rights.

The balance of capitalized mortgage servicing rights included in other assets in the accompanying Consolidated Balance Sheets at December 31, 2017 and 2016, was $3.7 million and $3.1 million, respectively. The fair values of these servicing rights were $8.6 million and $7.8 million, respectively, at December 31, 2017 and 2016. The following summarizes mortgage servicing rights capitalized, acquired and amortized (dollars in thousands):

	For the Years Ended December 31,
	2017		2016		2015

Mortgage servicing rights capitalized	$	1,366	$	1,488	$	1,361

Mortgage servicing rights acquired	$	751	$	—	$	369

Mortgage servicing rights amortized	$	1,584	$	1,921	$	2,146

Portfolio loans

12 Months Ended

Dec. 31, 2017

Portfolio loans

Portfolio loans

Note 7. Portfolio loans

Distributions of portfolio loans were as follows (dollars in thousands):

	December 31, 2017		December 31, 2016
Commercial	$	1,414,631	$	959,888
Commercial real estate	2,354,684		1,654,164
Real estate construction	261,506		182,078
Retail real estate	1,460,801		1,069,060
Retail other	27,878		13,710

Portfolio loans	$	5,519,500	$	3,878,900

Less allowance for loan losses	53,582		47,795

Net portfolio loans	$	5,465,918	$	3,831,105

Net portfolio loans increased $1.6 billion as of December 31, 2017 as compared to December 31, 2016 as a result of the First Community and Mid Illinois acquisitions and organic growth. Net deferred loan origination costs included in the tables above were $4.1 million and $2.5 million as of December 31, 2017 and 2016, respectively. Net accretable purchase accounting adjustments included in the table above reduced loans by $23.6 million and $12.7 million as of December 31, 2017 and 2016, respectively.

The Company believes that making sound loans is a necessary and desirable means of employing funds available for investment. Recognizing the Company’s obligations to its stockholders, depositors, and to the communities it serves, authorized personnel are expected to seek to develop and make sound, profitable loans that resources permit and that opportunity affords. The Company maintains lending policies and procedures designed to focus lending efforts on the types, locations and duration of loans most appropriate for its business model and markets. While not specifically limited, the Company attempts to focus its lending on short to intermediate-term (0-7 years) loans in geographic areas within 125 miles of its lending offices. Loans might be originated outside of these areas, but such loans are generally residential mortgage loans originated for sale in the secondary market or are loans to existing customers of the Banks. The Company attempts to utilize government-assisted lending programs, such as the Small Business Administration and United States Department of Agriculture lending programs, when prudent. Generally, loans are collateralized by assets, primarily real estate, of the borrowers and guaranteed by individuals. The loans are expected to be repaid primarily from cash flows of the borrowers, or from proceeds from the sale of selected assets of the borrowers.

Management reviews and approves the Company’s lending policies and procedures on a routine basis. The policies for legacy First Community and South Side Bank loans are similar in nature to Busey Bank’s policies and the Company is migrating such loan production towards the Busey Bank policies. Management routinely (at least quarterly) reviews the Company’s allowance for loan losses in conjunction with reports related to loan production, loan quality, concentrations of credit, loan delinquencies and non-performing and potential problem loans. The Company’s underwriting standards are designed to encourage relationship banking rather than transactional banking. Relationship banking implies a primary banking relationship with the borrower that includes, at a minimum, an active deposit banking relationship in addition to the lending relationship. Additional significant underwriting factors beyond location, duration, a sound and profitable cash flow basis and the borrower’s character include the quality of the borrower’s financial history, the liquidity of the underlying collateral and the reliability of the valuation of the underlying collateral.

At no time is a borrower’s total borrowing relationship permitted to exceed the Company’s regulatory lending limit and the Company generally limits such relationships to amounts substantially less than the regulatory limit. Loans to related parties, including executive officers and directors of the Company and its subsidiaries, are reviewed for compliance with regulatory guidelines by the Company’s board of directors at least annually.

The Company maintains an independent loan review department that reviews the loans for compliance with the Company’s loan policy on a periodic basis. In addition, the loan review department reviews the risk assessments made by the Company’s credit department, lenders and loan committees. Results of these reviews are presented to management and the audit committee at least quarterly.

The Company’s lending can be summarized into five primary areas: commercial loans, commercial real estate loans, real estate construction loans, retail real estate loans, and retail other loans. The significant majority of the Company’s portfolio lending activity occurs in its Illinois and Missouri markets, with the remainder in the Indiana and Florida markets.

Commercial Loans

Commercial loans typically comprise working capital loans or business expansion loans, including loans for asset purchases and other business loans. Commercial loans will generally be guaranteed in full or a significant amount by the primary owners of the business. Commercial loans are made based primarily on the historical and projected cash flow of the underlying borrower and secondarily on the underlying assets pledged as collateral by the borrower. The cash flows of the underlying borrower, however, may not perform consistently with historical or projected information. Further, the collateral securing loans may fluctuate in value due to individual economic or other factors. The Company has established minimum standards and underwriting guidelines for all commercial loan types.

Commercial Real Estate Loans

The commercial environment, along with the academic presence in some of the Company’s markets, provides for the majority of the Company’s commercial lending opportunities to be commercial real estate related, including multi-unit housing. As the majority of the Company’s loan portfolio is within the commercial real estate class, the Company’s goal is to maintain a high quality, geographically diverse portfolio of commercial real estate loans. Commercial real estate loans are subject to underwriting standards and guidelines similar to commercial loans. Commercial real estate loans will generally be guaranteed in full or a significant amount by the primary owners of the business. The repayment of these loans is primarily dependent on the cash flows of the underlying property. However, the commercial real estate loan generally must be supported by an adequate underlying collateral value. The performance and the value of the underlying property may be adversely affected by economic factors or geographical and/or industry specific factors. These loans are subject to other industry guidelines that are closely monitored by the Company.

Real Estate Construction Loans

Real estate construction loans are typically commercial in nature. The loan proceeds are monitored by the Company and advanced for the improvement of real estate in which the Company holds a mortgage. Real estate construction loans will generally be guaranteed in full or a significant amount by the developer or primary owners of the business. These loans are subject to underwriting standards and guidelines similar to commercial loans. The loan generally must be supported by an adequate “as completed” value of the underlying project. In addition to the underlying project, the financial history of the developer and business owners weighs significantly in determining approval. The repayment of these loans is typically through permanent financing following completion of the construction. Real estate construction loans are inherently more risky than loans on completed properties as the unimproved nature and the financial risks of construction significantly enhance the risks of commercial real estate loans. These loans are closely monitored and subject to other industry guidelines.

Retail Real Estate Loans

Retail real estate loans are comprised of direct consumer loans that include residential real estate, residential real estate construction loans, home equity lines of credit and home equity loans. In 2017, the Company sold substantially all of its originated fixed rate retail real estate loans to secondary market purchasers and intends to do the same in 2018. As retail real estate loan underwriting is subject to specific regulations, the Company typically underwrites its retail real estate loans to conform to widely accepted standards. Several factors are considered in underwriting including the value of the underlying real estate and the debt to income and credit history of the borrower.

Retail Other Loans

Retail other loans consist of installment loans to individuals, including automotive loans. These loans are centrally underwritten utilizing the borrower’s financial history, including the Fair Isaac Corporation (FICO) credit scoring and information as to the underlying collateral. Repayment is expected from the cash flow of the borrower.

The Company utilizes a loan grading scale to assign a risk grade to all of its loans. A description of the general characteristics of each grade is as follows:

Pass- This category includes loans that are all considered strong credits, ranging from investment or near investment grade, to loans made to borrowers who exhibit credit fundamentals that exceed industry standards and loan policy guidelines and loans that exhibit acceptable credit fundamentals.

Watch- This category includes loans on management’s “Watch List” and is intended to be utilized on a temporary basis for a pass grade borrower where a significant risk-modifying action is anticipated in the near future.

Special mention- This category is for “Other Assets Specially Mentioned” loans that have potential weaknesses, which may, if not checked or corrected, weaken the asset or inadequately protect the Company’s credit position at some future date.

Substandard- This category includes “Substandard” loans, determined in accordance with regulatory guidelines, for which the accrual of interest has not been stopped. Assets so classified must have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected.

Doubtful- This category includes “Doubtful” loans that have all the characteristics of a “Substandard” loan with additional factors that make collection in full highly questionable and improbable. Such loans are placed on non-accrual status and may be dependent on collateral with a value that is difficult to determine.

All loans are graded at their inception. Most commercial lending relationships that are $1.0 million or less are processed through an expedited underwriting process. If the credit receives a pass grade, it is aggregated into a homogenous pool of either: $0.35 million or less, or $0.35 million to $1.0 million. These pools are monitored on a regular basis and reviewed annually. Most commercial loans greater than $1.0 million are included in a portfolio review at least annually. Commercial loans greater than $0.35 million that have a grading of special mention or worse are reviewed on a quarterly basis. Interim reviews may take place if circumstances of the borrower warrant a more timely review.

Portfolio loans in the highest grades, represented by the pass and watch categories, totaled $5.3 billion at December 31, 2017, compared to $3.7 billion at December 31, 2016. Portfolio loans in the lowest grades, represented by the special mention, substandard and doubtful categories, totaled $193.8 million at December 31, 2017, compared to $165.5 million at December 31, 2016.

The following table is a summary of risk grades segregated by category of portfolio loans (excluding accretable purchase accounting adjustments and non-posted and clearings) (dollars in thousands):

	December 31, 2017
	Pass		Watch		Special Mention		Substandard		Doubtful
Commercial	$	1,175,421	$	141,776	$	51,366	$	43,933	$	5,285
Commercial real estate	2,169,420		130,056		21,151		36,482		11,997
Real estate construction	212,952		41,292		3,880		3,071		608
Retail real estate	1,436,156		6,883		5,162		4,135		6,714
Retail other	28,300		9		—		7		20

Total	$	5,022,249	$	320,016	$	81,559	$	87,628	$	24,624

	December 31, 2016
	Pass		Watch		Special Mention		Substandard		Doubtful
Commercial	$	826,163	$	70,260	$	26,951	$	26,941	$	11,685
Commercial real estate	1,507,513		69,145		40,775		35,385		5,154
Real estate construction	134,574		39,936		8,033		994		47
Retail real estate	1,050,671		6,586		2,793		2,158		4,484
Retail other	13,691		27		2		—		53

Total	$	3,532,612	$	185,954	$	78,554	$	65,478	$	21,423

Loans are considered past due if the required principal and interest payments have not been received as of the date such payments were due. Loans are placed on non-accrual status when, in management’s opinion, the borrower may be unable to meet payment obligations as they become due, as well as when required by regulatory provisions. Loans may be placed on non-accrual status regardless of whether or not such loans are considered past due.

When interest accrual is discontinued, all unpaid accrued interest is reversed. Interest income is subsequently recognized only to the extent cash payments are received in excess of the principal due. Loans may be returned to accrual status when all of the principal and interest amounts contractually due are brought current and future payments are reasonably assured.

An analysis of portfolio loans that are past due and still accruing or on a non-accrual status is as follows (dollars in thousands):

	December 31, 2017
	Loans past due, still accruing
	30-59 Days		60-89 Days		90+Days		Non-accrual Loans
Commercial	$	1,615	$	323	$	1,808	$	5,285
Commercial real estate	1,856		2,737		—		11,997
Real estate construction	—		—		—		608
Retail real estate	4,840		1,355		933		6,714
Retail other	166		5		—		20

Total	$	8,477	$	4,420	$	2,741	$	24,624

	December 31, 2016
	Loans past due, still accruing
	30-59 Days		60-89 Days		90+Days		Non-accrual Loans
Commercial	$	165	$	363	$	37	$	11,685
Commercial real estate	478		256		—		5,154
Real estate construction	—		—		—		47
Retail real estate	2,394		364		94		4,484
Retail other	55		15		—		53
Total	$	3,092	$	998	$	131	$	21,423

A loan is classified as impaired when, based on current information and events, it is probable the Company will be unable to collect scheduled principal and interest payments when due according to the terms of the loan agreement. Factors considered by management in determining impairment include payment status, collateral value, and the probability of collecting scheduled principal and interest payments when due. Loans that experience insignificant payment delays and payment shortfalls generally are not classified as impaired. Management determines the significance of payment delays and payment shortfalls on a case-by-case basis, taking into consideration all of the circumstances surrounding the loan and the borrower, including the length of the delay, the reasons for the delay, the borrower’s prior payment record, and the amount of the shortfall in relation to the principal and interest owed. Loans graded substandard or doubtful and loans classified as a troubled debt restructuring (“TDR”) are reviewed by the Company for potential impairment.

Impairment is measured on a loan-by-loan basis for commercial and construction loans based on the present value of the expected future cash flows discounted at the loan’s effective interest rate, the loan’s observable market price, or the fair value of the collateral if the loan is collateral dependent. PCI loans are considered impaired. Large groups of smaller balance homogenous loans are collectively evaluated for impairment. Accordingly, the Company does not separately identify individual consumer and residential loans for impairment unless such loans are the subject of a restructuring agreement.

The gross interest income that would have been recorded in the years ended December 31, 2017, 2016 and 2015 if impaired loans had been current in accordance with their original terms was approximately $1.4 million, $0.9 million, and $0.4 million, respectively. The amount of interest collected on impaired loans and recognized on a cash basis that was included in interest income was $0.3 million in 2017, insignificant in 2016 and $1.0 million in 2015.

The Company’s loan portfolio includes certain loans that have been modified in a TDR, where concessions have been granted to borrowers who have experienced financial difficulties. The Company will restructure a loan for its customer after evaluating whether the borrower is able to meet the terms of the loan over the long term, though unable to meet the terms of the loan in the near term due to individual circumstances.

The Company considers the customer’s past performance, previous and current credit history, the individual circumstances surrounding the customer’s current difficulties and the customer’s plan to meet the terms of the loan in the future prior to restructuring the terms of the loan. Generally, all five primary areas of lending are restructured through short-term interest rate relief, short-term principal payment relief, short-term principal and interest payment relief or forbearance (debt forgiveness). Once a restructured loan exceeds 90 days past due or is placed on non-accrual status, it is classified as non-performing. A summary of restructured loans as of December 31, 2017 and 2016 is as follows (dollars in thousands):

	December 31, 2017		December 31, 2016
In compliance with modified terms	$	9,873	$	10,593
30 – 89 days past due	108		59
Included in non-performing loans	1,919		1,285

Total	$	11,900	$	11,937

All TDRs are considered to be impaired for purposes of assessing the adequacy of the allowance for loan losses and for financial reporting purposes. When the Company modifies a loan in a TDR, it evaluates any possible impairment similar to other impaired loans based on present value of the expected future cash flows discounted at the loan’s effective interest rate, the loan’s observable market price, or the fair value of the collateral if the loan is collateral dependent. If the Company determines that the fair value of the TDR is less than the recorded investment in the loan, impairment is recognized through an allowance estimate in the period of the modification and in periods subsequent to the modification.

Performing loans classified as a TDR during the three months ended December 31, 2017 included one retail real estate modification for short-term interest rate relief, with a recorded investment of $0.1 million. Performing loans classified as TDRs during the twelve months ended December 31, 2017 included three retail real estate modifications for short-term interest rate relief, with an aggregate recorded investment of $0.7 million.

Performing loans classified as TDRs during the three months ended December 31, 2016 included one commercial real estate modification for short-term principal payment relief, with a recorded investment of $3.0 million. Performing loans classified as TDRs during the twelve months ended December 31, 2016 included four commercial real estate modifications for short-term principal payment relief, with an aggregate recorded investment of $3.3 million and three retail real estate modifications for short-term principal payment relief, with an aggregate recorded investment of $0.4 million.

The gross interest income that would have been recorded in the three and twelve months ended December 31, 2017 and 2016 if performing TDRs had been in accordance with their original terms instead of modified terms was insignificant.

There were no TDRs that were entered into during the last twelve months that were subsequently classified as non-performing and had payment defaults (a default occurs when a loan is 90 days or more past due or transferred to non-accrual) during the three or twelve months ended December 31, 2017.

There were no TDRs that were entered into during the prior twelve months that were subsequently classified as non-performing and had payment defaults during the three months ended December 31, 2016. TDRs that were entered into during the prior twelve months that were subsequently classified as non-performing and had payment defaults during the twelve months ended December 31, 2016 consisted of one retail real estate modification totaling $0.1 million and one insignificant retail other modification.

The following tables provide details of impaired loans, segregated by category. The unpaid contractual principal balance represents the recorded balance prior to any partial charge-offs. The recorded investment represents customer balances net of any partial charge-offs recognized on the loan. The average recorded investment is calculated using the most recent four quarters (dollars in thousands).

	December 31, 2017
	Unpaid Contractual Principal Balance		Recorded Investment with No Allowance		Recorded Investment with Allowance		Total Recorded Investment		Related Allowance		Average Recorded Investment
Commercial	$	10,604	$	7,192	$	191	$	7,383	$	138	$	10,184
Commercial real estate	22,218		16,472		1,964		18,436		704		15,195
Real estate construction	1,040		1,016		—		1,016		—		692
Retail real estate	18,517		14,957		25		14,982		25		13,009
Retail other	40		20		—		20		—		44

Total	$	52,419	$	39,657	$	2,180	$	41,837	$	867	$	39,124

	December 31, 2016
	Unpaid Contractual Principal Balance		Recorded Investment with No Allowance		Recorded Investment with Allowance		Total Recorded Investment		Related Allowance		Average Recorded Investment
Commercial	$	16,955	$	8,060	$	3,835	$	11,895	$	1,535	$	10,127
Commercial real estate	12,922		9,036		3,118		12,154		1,778		8,939
Real estate construction	518		483		11		494		11		793
Retail real estate	13,112		11,733		385		12,118		140		13,102
Retail other	139		53		3		56		3		171

Total	$	43,646	$	29,365	$	7,352	$	36,717	$	3,467	$	33,132

Management’s evaluation as to the ultimate collectability of loans includes estimates regarding future cash flows from operations and the value of property, real and personal, pledged as collateral. These estimates are affected by changing economic conditions and the economic prospects of borrowers.

Allowance for Loan Losses

The allowance for loan losses represents an estimate of the amount of probable losses believed to be inherent in the Company’s loan portfolio at the Consolidated Balance Sheet date. The allowance for loan losses is calculated geographically, by class of loans. The allowance calculation involves a high degree of estimation that management attempts to mitigate through the use of objective historical data where available. Loan losses are charged against the allowance for loan losses when management believes the uncollectibility of the loan balance is confirmed. Subsequent recoveries, if any, are credited to the allowance. Overall, the Company believes the allowance methodology is consistent with prior periods and the balance was adequate to cover the estimated losses in the Company’s loan portfolio at December 31, 2017 and 2016.

The general portion of the Company’s allowance contains two components: (i) a component for historical loss ratios, and (ii) a component for adversely graded loans. The historical loss ratio component is an annualized loss rate calculated using a sum-of-years digits weighted 20-quarter historical average.

The Company’s component for adversely graded loans attempts to quantify the additional risk of loss inherent in the special mention and substandard portfolios. The substandard portfolio has an additional allocation of 3.00% placed on such loans, which is an estimate of the additional loss inherent in these loan grades based upon a review of overall historical charge-offs. As of December 31, 2017, the Company believed this reserve remained adequate. Special mention loans have an additional allocation of 1.0% placed on such loans, which is an estimate of the additional loss inherent in these loan grades. As of December 31, 2017, the Company believed this reserve remained adequate.

The specific portion of the Company’s allowance relates to loans that are impaired, which includes non-performing loans, TDRs and other loans determined to be impaired. Impaired loans are excluded from the determination of the general allowance for non-impaired loans and are allocated specific reserves as discussed above.

Impaired loans are reported at the fair value of the underlying collateral, less estimated costs to sell, if repayment is expected solely from the collateral. Collateral values are estimated using a combination of observable inputs, including recent appraisals discounted for collateral specific changes and current market conditions, and unobservable inputs based on customized discounting criteria.

The general reserve quantitative allocation that is based upon historical charge off rates is adjusted for qualitative factors based on current general economic conditions and other qualitative risk factors both internal and external to the Company. In general, such valuation allowances are determined by evaluating, among other things: (i) Management & Staff; (ii) Loan Underwriting, Policy and Procedures; (iii) Internal/External Audit & Loan Review; (iv) Valuation of Underlying Collateral; (v) Macro and Local Economic Factors; (vi) Impact of Competition, Legal & Regulatory Issues; (vii) Nature and Volume of Loan Portfolio; (viii) Concentrations of Credit; (ix) Net Charge-Off Trends; and (x) Non-Accrual, Past Due and Classified Trends. Management evaluates the probable impact from the degree of risk that each one of these components has on the quality of the loan portfolio on a quarterly basis.

Based on each component’s risk factor, a qualitative adjustment to the reserve may be applied to the appropriate loan categories. During the fourth quarter of 2017, the Company did not make adjustments to any qualitative factors. The Company will continue to monitor its qualitative factors on a quarterly basis.

The Company holds acquired loans from business combinations with uncollected principal balances. These loans are carried net of a fair value adjustment for credit risk and interest rates and are only included in the allowance calculation to the extent that the reserve requirement exceeds the fair value adjustment. However, as the acquired loans renew, it is generally necessary to establish an allowance, which represents an amount that, in management’s opinion, will be adequate to absorb probable credit losses in such loans. The balance of all acquired loans which did not require a related allowance for loan losses as of December 31, 2017 totaled approximately $1.8 billion.

Changes in the allowance for loan losses were as follows (dollars in thousands):

	Years Ended December 31,
	2017			2016			2015

Balance, beginning of year	$	47,795		$	47,487		$	47,453
Provision for loan losses	5,303			5,550			1,600
Loan balances charged-off	(6,239		)	(9,656		)	(4,694		)
Recoveries applicable to loan balances previously charged-off	6,723			4,414			3,128


Balance, end of year	$	53,582		$	47,795		$	47,487

The following table details activity in the allowance for loan losses. Allocation of a portion of the allowance to one category does not preclude its availability to absorb losses in other categories (dollars in thousands).

	Year Ended December 31, 2017
	Commercial			Commercial Real Estate			Real Estate Construction			Retail Real Estate			Retail Other			Total
Beginning balance	$	13,303		$	20,623		$	1,870		$	11,648		$	351		$	47,795
Provision for loan losses	(1,091		)	2,439			581			3,263			111			5,303
Charged-off	(994		)	(1,965		)	(48		)	(2,691		)	(541		)	(6,239		)
Recoveries	3,561			716			458			1,563			425			6,723

Ending Balance	$	14,779		$	21,813		$	2,861		$	13,783		$	346		$	53,582

	Year Ended December 31, 2016
	Commercial			Commercial Real Estate			Real Estate Construction			Retail Real Estate			Retail Other			Total
Beginning balance	$	13,115		$	18,604		$	1,763		$	13,714		$	291		$	47,487
Provision for loan losses	5,520			2,366			(310		)	(2,277		)	251			5,550
Charged-off	(6,598		)	(470		)	(24		)	(2,106		)	(458		)	(9,656		)
Recoveries	1,266			123			441			2,317			267			4,414

Ending Balance	$	13,303		$	20,623		$	1,870		$	11,648		$	351		$	47,795

	Year Ended December 31, 2015
	Commercial			Commercial Real Estate			Real Estate Construction			Retail Real Estate			Retail Other			Total
Beginning balance	$	10,041		$	20,639		$	2,795		$	13,662		$	316		$	47,453
Provision for loan losses	4,016			(2,064		)	(1,316		)	857			107			1,600
Charged-off	(1,333		)	(1,462		)	—			(1,534		)	(365		)	(4,694		)
Recoveries	391			1,491			284			729			233			3,128

Ending Balance	$	13,115		$	18,604		$	1,763		$	13,714		$	291		$	47,487

The following table presents the allowance for loan losses and recorded investments in portfolio loans by category (dollars in thousands):

	As of December 31, 2017
	Commercial		Commercial Real Estate		Real Estate Construction		Retail Real Estate		Retail Other		Total
Amount allocated to:
Loans individually evaluated for impairment	$	138	$	704	$	—	$	25	$	—	$	867
Loans collectively evaluated for impairment	14,641		21,109		2,861		13,758		346		52,715

Ending Balance	$	14,779	$	21,813	$	2,861	$	13,783	$	346	$	53,582


Loans:
Loans individually evaluated for impairment	$	6,572	$	11,491	$	435	$	12,673	$	20	$	31,191
Loans collectively evaluated for impairment	1,407,248		2,336,248		260,490		1,445,819		27,858		5,477,663
PCI loans evaluated for impairment	811		6,945		581		2,309		—		10,646

Ending Balance	$	1,414,631	$	2,354,684	$	261,506	$	1,460,801	$	27,878	$	5,519,500

	As of December 31, 2016
	Commercial		Commercial Real Estate		Real Estate Construction		Retail Real Estate		Retail Other		Total
Amount allocated to:
Loans individually evaluated for impairment	$	1,535	$	1,778	$	11	$	140	$	3	$	3,467
Loans collectively evaluated for impairment	11,786		18,845		1,859		11,508		348		44,328

Ending Balance	$	13,303	$	20,623	$	1,870	$	11,648	$	351	$	47,795


Loans:
Loans individually evaluated for impairment	$	11,834	$	11,147	$	494	$	11,644	$	56	$	35,175
Loans collectively evaluated for impairment	947,993		1,642,010		181,584		1,056,942		13,654		3,842,183
PCI loans evaluated for impairment	61		1,007		—		474		—		1,542

Ending Balance	$	959,888	$	1,654,164	$	182,078	$	1,069,060	$	13,710	$	3,878,900

OREO

12 Months Ended

Dec. 31, 2017

OREO

OREO

Note 8. OREO

OREO represents properties acquired through foreclosure or other proceedings in settlement of loans and is included in other assets in the accompanying Consolidated Balance Sheets. OREO is held for sale and is recorded at the date of foreclosure at the fair value of the properties less estimated costs of disposal, which establishes a new cost basis. Any adjustment to fair value at the time of transfer to OREO is charged to the allowance for loan losses. Properties are evaluated regularly to ensure each recorded amount is supported by its current fair value, and valuation allowances to reduce the carrying amount due to subsequent declines in fair value less estimated costs to dispose are recorded as necessary. Revenue, expense, gains and losses from the operations of foreclosed assets are included in operations. At December 31, 2017, the Company held $1.2 million in commercial OREO, $0.1 million in residential OREO and an insignificant amount of other repossessed assets. At December 31, 2016, the Company held $2.0 million in commercial OREO, $0.5 million in residential OREO and an insignificant amount of other repossessed assets. At December 31, 2017 the Company had $1.3 million of residential real estate in the process of foreclosure.

The following table summarizes activity related to OREO (dollars in thousands):

	Year Ended December 31, 2017			Year Ended December 31, 2016
OREO:
Beginning balance	$	2,518		$	783
Additions, transfers from loans	1,417			2,775
Additions, fair value from Pulaski acquisition	—			2,488
Additions, fair value from First Community acquisition	722			—
Additions, fair value from Mid Illinois acquisition	60			—
Proceeds from sales of OREO	(5,024		)	(4,498		)
Gain on sales of OREO	1,632			999
Valuation allowance for OREO	(42		)	(29		)

Ending balance	$	1,283		$	2,518

Premises and Equipment, net

The entire disclosure for real estate owned (as defined). Generally, the largest component of real estate owned by lenders is assets taken in settlement of troubled loans through surrender or foreclosure. Real estate investments, real estate loans that qualify as investments in real estate, and premises that are no longer used in operations may also be included in real estate owned.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 310
-SubTopic 40
-Section 40
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=84176060&loc=d3e18551-111553

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 310
-SubTopic 40
-Section 40
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=84176060&loc=d3e18511-111553

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 310
-SubTopic 10
-Section 45
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=82891408&loc=d3e4437-111522

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 360
-SubTopic 10
-Section 35
-Paragraph 17
-URI http://asc.fasb.org/extlink&oid=29634951&loc=d3e1424-110224

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 10
-Section S99
-Paragraph 6
-Subparagraph (SX 210.5-04(c)(Schedule III))
-URI http://asc.fasb.org/extlink&oid=27047687&loc=d3e5864-122674

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 210
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-03(10)(4))
-URI http://asc.fasb.org/extlink&oid=6876686&loc=d3e534808-122878

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 970
-SubTopic 360
-Section S99
-Paragraph 1
-Subparagraph (SX 210.12-28)
-URI http://asc.fasb.org/extlink&oid=6590653&loc=d3e638233-123024

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 360
-SubTopic 10
-Section 35
-Paragraph 43
-URI http://asc.fasb.org/extlink&oid=29634951&loc=d3e1739-110224

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 210
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-03(8))
-URI http://asc.fasb.org/extlink&oid=6876686&loc=d3e534808-122878

+ Details

Premises and Equipment, net

12 Months Ended

Dec. 31, 2017

Premises and Equipment, net

Note 9. Premises and Equipment, net

Premises and equipment, net are summarized as follows (dollars in thousands):

	December 31,
	2017		2016
Land and improvements	$	36,249	$	26,484
Buildings and improvements	104,656		73,484
Furniture and equipment	42,323		37,543

	183,228		137,511
Less accumulated depreciation	66,315		59,650

Total premises and equipment, net	$	116,913	$	77,861

Premises and equipment, net was impacted by the First Community and Mid Illinois acquisitions in 2017. Depreciation expense was $8.6 million, $7.3 million, and $5.7 million for the years ended December 31, 2017, 2016 and 2015, respectively.

Goodwill and Other Intangible Assets

12 Months Ended

Dec. 31, 2017

Goodwill and Other Intangible Assets

Goodwill and Other Intangible Assets

Note 10. Goodwill and Other Intangible Assets

Other than goodwill, the Company does not have any other intangible assets that are not amortized. The Company’s goodwill is associated with its three operating segments, Banking, Remittance Processing and Wealth Management. Goodwill is tested annually for impairment, and as part of this analysis, the reporting unit’s carrying value is compared to its fair value. Based on the impairment testing performed at December 31, 2017, there were no indicators of potential impairment based on the estimated fair value of those operating segments. All three operating segments have sustained quarterly and annual profits.

During 2017, the Company recorded, in the Banking segment, goodwill totaling $116.0 million and other intangible assets totaling $14.0 million in connection with the acquisition of First Community. During 2017, the Company recorded, in the Banking segment, goodwill totaling $50.6 million and other intangible assets totaling $10.5 million in connection with the acquisition of Mid Illinois. During 2017, the Company recorded $1.0 million of other intangible assets in the Wealth Management segment in connection with the acquisition of Mid Illinois. During 2016, the Company recorded, in the Banking segment, goodwill totaling $77.3 million and other intangible assets totaling $15.5 million in connection with the acquisition of Pulaski. The carrying amount of goodwill by operating segment, at December 31, 2017 and 2016 is as follows (dollars in thousands):

	Balance at		Balance at
	December 31, 2017		December 31, 2016
Goodwill:
Banking	$	248,660	$	82,128
Remittance Processing	8,992		8,992
Wealth Management	11,694		11,694

Total goodwill	$	269,346	$	102,814

Core deposit and customer relationship intangible assets are amortized on an accelerated or straight-line basis over the estimated period benefited up to 14 years. Other intangible asset disclosures are as follows (dollars in thousands):

	Balance at December 31, 2017		2017 Amortization		Balance at December 31, 2016		2016 Amortization
Amortized intangible assets:
Core deposit intangible assets	$	37,371	$	4,529	$	17,338	$	3,361
Customer relationship intangible assets	1,356		716		1,124		1,077

	$	38,727	$	5,245	$	18,462	$	4,438

	Core deposit intangible		Customer relationship intangible
As of December 31, 2017:
Gross carrying amount	$	63,029	$	13,168
Accumulated amortization	25,658		11,812

	$	37,371	$	1,356


Estimated amortization expense on balance at December 31, 2017:
2018	$	5,535	$	319
2019	5,108		276
2020	4,680		234
2021	4,251		191
2022	3,820		148
Thereafter	13,977		188

	$	37,371	$	1,356

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

Deposits

12 Months Ended

Dec. 31, 2017

Deposits

Deposits

Note 11. Deposits

The composition of deposits is as follows (dollars in thousands):

	December 31, 2017		December 31, 2016
Demand deposits, noninterest-bearing	$	1,597,421	$	1,134,133
Interest-bearing transaction deposit	1,166,170		1,032,928
Saving deposits and money market deposits	2,026,212		1,421,037
Time deposits	1,336,162		786,200

Total	$	6,125,965	$	4,374,298

Deposit growth was impacted in 2017 by the First Community and Mid Illinois acquisitions. Interest-bearing transaction deposits included $45.4 million and $36.9 million of brokered transaction deposits, including reciprocal brokered, at December 31, 2017 and 2016, respectively. Savings deposits and money market deposits included $127.5 million and $22.2 million of brokered deposits, including reciprocal brokered, at December 31, 2017 and 2016, respectively.

The aggregate amount of time deposits with a minimum denomination of $100,000 was approximately $578.9 million and $350.7 million at December 31, 2017 and 2016, respectively. The aggregate amount of time deposits with a minimum denomination that meets or exceeds the FDIC insurance limit of $250,000 was approximately $197.9 million and $70.7 million at December 31, 2017 and 2016, respectively. The Company had no National deposits at December 31, 2017 and $0.1 million at December 31, 2016, which were included in the balance of time deposits. The Company held reciprocal brokered time deposits of $62.0 million and $93.4 million at December 31, 2017 and 2016, respectively, included in the balance of time deposits. Further, the Company held brokered deposits of $247.7 million and $5.0 million at December 31, 2017 and 2016, respectively, which are included in the balance of time deposits.

As of December 31, 2017, the scheduled maturities of time deposits are as follows (dollars in thousands):

2018	$	915,514
2019	271,023
2020	63,931
2021	37,949
2022	47,734
Thereafter	11

	$	1,336,162

Borrowings

12 Months Ended

Dec. 31, 2017

Borrowings

Borrowings

Note 12. Borrowings

Federal funds purchased are short-term borrowings that generally mature between one and ninety days. The Company had no federal funds purchased at December 31, 2017 and 2016; however, during both years the Company purchased federal funds to test operational availability to access funds if needed.

Securities sold under agreements to repurchase, which are classified as secured borrowings, generally mature daily. Securities sold under agreements to repurchase are reflected at the amount of cash received in connection with the transaction. The underlying securities are held by the Company’s safekeeping agent. The Company may be required to provide additional collateral based on fluctuations in the fair value of the underlying securities.

Short-term borrowings include FHLB advances which mature in less than one year from date of origination.

On May 5, 2017, the Company entered into an amendment to a credit agreement with a correspondent bank to extend a revolving loan facility to the Company in the maximum principal amount of $40.0 million. The loan has an annual interest rate of 2.50% plus the one-month LIBOR rate and has a maturity date of April 30, 2018. The loan also bears a non-usage fee calculated based on the average daily principal balance of the loan outstanding during the prior fiscal quarter. The Company had no outstanding amount on December 31, 2017 and 2016.

The following table sets forth the distribution of securities sold under agreements to repurchase and short-term borrowings and weighted average interest rates (dollars in thousands):

	December 31, 2017			December 31, 2016
Securities sold under agreements to repurchase
Balance at end of period	$	304,566		$	189,157
Weighted average interest rate at end of period	0.57		%	0.30		%
Maximum outstanding at any month end in year-to-date period	$	304,566		$	216,293
Average daily balance for the year-to-date period	$	213,527		$	181,474
Weighted average interest rate during period(1)	0.46		%	0.22		%

Short-term borrowings, FHLB advances
Balance at end of period	$	220,000		$	75,000
Weighted average interest rate at end of period	1.42		%	0.63		%
Maximum outstanding at any month end in year-to-date period	$	234,600		$	236,700
Average daily balance for the year-to-date period	$	84,201		$	96,698
Weighted average interest rate during period(1)	1.20		%	0.53		%

Short-term borrowings, revolving loan
Balance at end of period	$	—		$	—
Weighted average interest rate at end of period	—		%	—		%
Maximum outstanding at any month end in year-to-date period	$	—		$	10,000
Average daily balance for the year-to-date period	$	—		$	2,596
Weighted average interest rate during period(1) (2)	—		%	4.78		%

(1)

The weighted average interest rate is computed by dividing total interest for the period by the average daily balance outstanding.

(2)

Includes interest and non-usage fee.

Long-term debt is summarized as follows (dollars in thousands):

	December 31, 2017		December 31, 2016
Notes payable, FHLB, ranging in original maturity from nineteen months to ten years, collateralized by FHLB deposits, residential and commercial real estate loans and FHLB stock.	$	50,000	$	80,000

As of December 31, 2017, funds borrowed from the FHLB, listed above, consisted of variable-rate notes maturing through September 2024, with interest rates ranging from 1.10% to 1.32%. The weighted average rate on these long-term advances was 1.19% as of December 31, 2017. As of December 31, 2016, funds borrowed from the FHLB, listed above, consisted of variable-rate notes maturing through September 2024, with interest rates ranging from 0.35% to 0.54%. The weighted average rate on these long-term advances was 0.41% as of December 31, 2016.

On May 25, 2017, the Company issued $40.0 million of 3.75% senior notes that mature on May 25, 2022. The senior notes are payable semi-annually on each May 25 and November 25, commencing on November 25, 2017. Additionally, on May 25, 2017, the Company issued $60.0 million of fixed-to-floating rate subordinated notes that mature on May 25, 2027. The subordinated notes, which qualify as Tier 2 capital for First Busey, are at an initial rate of 4.75% for five years and thereafter at an annual floating rate equal to three-month LIBOR plus a spread of 2.919%. The subordinated notes are payable semi-annually on each May 25 and November 25, commencing on November 25, 2017 during the five year fixed-term and thereafter each February 25, May 25, August 25 and November 25 of each year, commencing on August 25, 2022. The subordinated notes have an optional redemption in whole or in part on any interest payment date on or after May 25, 2022. The senior notes and subordinated notes are unsecured obligations of the Company. Unamortized debt issuance costs related to the senior notes and subordinated notes totaled $0.6 million and $1.0 million, respectively, at December 31, 2017. The Company used the net proceeds from the offering to finance a portion of the cash consideration for its acquisition of First Community, to redeem a portion of First Community subordinated debentures in July 2017, and to finance a portion of the cash consideration for its acquisition of Mid Illinois in October 2017, with the remaining proceeds to be used for general corporate purposes.

In relation to the First Community acquisition, the Company assumed $15.3 million in subordinated debt, of which $9.8 million was simultaneously redeemed. The remaining $5.5 million was issued on September 30, 2013, matures on September 30, 2021 and bears interest payable quarterly, at an annual interest rate of 8.625%. Beginning on September 30, 2018, the Company may, at its option, redeem the note at a redemption price equal to the principal amount outstanding plus accrued but unpaid interest. A $0.3 million purchase accounting premium was recorded on the remaining subordinated debt.

Junior Subordinated Debt Owed to Unconsolidated Trusts	12 Months Ended
Junior Subordinated Debt Owed to Unconsolidated Trusts	Dec. 31, 2017
Junior Subordinated Debt Owed to Unconsolidated Trusts
Junior Subordinated Debt Owed to Unconsolidated Trusts	Note 13. Junior Subordinated Debt Owed to Unconsolidated Trusts First Busey maintains statutory trusts for the sole purpose of issuing and servicing trust preferred securities and related trust common securities. The proceeds from such issuances were used by the trusts to purchase junior subordinated notes of the Company, which are the sole assets of each trust. Concurrent with the issuance of the trust preferred securities, the Company issued guarantees for the benefit of the holders of the trust preferred securities. The trust preferred securities are instruments that qualify, and are treated by the Company, as Tier 1 regulatory capital. The Company owns all of the common securities of each trust. The trust preferred securities issued by each trust rank equally with the common securities in right of payment, except that if an event of default under the indenture governing the notes has occurred and is continuing, the preferred securities will rank senior to the common securities in right of payment. In connection with the Pulaski acquisition, the Company acquired similar statutory trusts maintained by Pulaski which were adjusted to fair value. The Company had $71.0 million and $70.9 million of junior subordinated debt owed to unconsolidated trusts at December 31, 2017 and 2016, respectively. The trust preferred securities are subject to mandatory redemption, in whole or in part, upon repayment of the junior subordinated notes at par value at the stated maturity date or upon redemption. Each trust’s ability to pay amounts due on the trust preferred securities is solely dependent upon the Company making payment on the related junior subordinated notes. The Company’s obligations under the junior subordinated notes and other relevant trust agreements, in aggregate, constitute a full and unconditional guarantee by the Company of each trust’s obligations under the trust preferred securities issued by each trust. The Company has the right to defer payment of interest on the notes, in which case the distributions on the trust preferred securities will also be deferred, for up to five years, but not beyond the stated maturity date. Under current banking regulations, bank holding companies are allowed to include qualifying trust preferred securities in their Tier 1 Capital for regulatory capital purposes, subject to a 25% limitation to all core (Tier 1) capital elements, net of goodwill and other intangible assets less any associated deferred tax liability. As of September 30, 2017, 100% of the trust preferred securities qualified as Tier 1 capital under the final rule adopted in March 2005.

Capital

12 Months Ended

Dec. 31, 2017

Capital

Capital

Note 14. Capital

Redemption of Preferred Stock Under the Small Business Lending Fund

On August 25, 2011, the Company entered into the Purchase Agreement with the Treasury, pursuant to which the Company issued and sold to the Treasury 72,664 shares of its Series C Preferred Stock, having a liquidation preference of $1,000 per share, for aggregate proceeds of $72,664,000. On December 18, 2015, the Company redeemed all of the 72,664 shares of its Series C Preferred Stock that had been issued to the Treasury pursuant to the SBLF program. The shares were redeemed at their liquidation value of $1,000 per share plus accrued and unpaid dividends to, but excluding December 18, 2015. The redemption was approved by the Company’s primary federal regulator and terminates the Company’s participation in the SBLF program. Before redemption, the Series C Preferred Stock qualified as Tier 1 capital for the Company. Non-cumulative dividends were payable quarterly on the Series C Preferred Stock, which began October 1, 2011.

CPP Warrant

In connection with the Company’s participation in the CPP, the Company issued to Treasury a warrant to purchase 382,555 shares of the Company’s common stock. Subsequent to the date of the Company’s participation in the CPP, it raised additional capital through a public offering of common stock and, as a result of that offering, the number of shares of common stock subject to the warrant were reduced by 50% to 191,278. On November 23, 2011 the Treasury completed an auction to sell its warrant in a private transaction. At December 31, 2017, this warrant to purchase 191,278 shares of the Company’s common stock, at an exercise price of $39.21, remained outstanding.

Regulatory Capital

The ability of the Company to pay cash dividends to its stockholders and to service its debt was historically dependent on the receipt of cash dividends from its subsidiaries. Under applicable regulatory requirements, an Illinois state-chartered bank such as Busey Bank and South Side Bank may not pay dividends in excess of its net profits. Because Busey Bank has been in an accumulated deficit position since 2009, it has not been able to pay dividends since that time. With prior approval from its regulators, however, an Illinois state-chartered bank in this situation may be able to reduce its capital stock, by amending its charter to decrease the authorized number of shares, and then make a subsequent distribution to its holding company. Using this approach, and with the approval of its regulators, Busey Bank has distributed funds to the Company, the most recent of which was $40.0 million on October 12, 2017. The Company expects to seek regulatory approval for additional capital distributions from Busey Bank in future periods until such time as Busey Bank is no longer in an accumulated deficit. South Side Bank had positive retained earnings and is able to pay dividends to the Company prior to the bank merger.

The Company and both of its subsidiary banks are subject to regulatory capital requirements administered by federal and/or state agencies that involve the quantitative measure of their assets, liabilities, and certain off-balance-sheet items, as calculated under regulatory accounting practices. Quantitative measures established by regulations to ensure capital adequacy require the Company and both of its subsidiary banks to maintain minimum dollar amounts and ratios of such to risk weighted assets (as defined in the regulations and set forth in the table below) of total capital, Tier 1 capital and Common Equity Tier 1 capital, and for the banks, Tier 1 capital to average assets. Failure to meet minimum capital requirements may cause regulatory bodies to initiate certain discretionary and/or mandatory actions that, if undertaken, could have a direct material effect on our Financial Statements. The Company, as a financial holding company, is required to be “well capitalized” in the capital categories shown in the table below. As of December 31, 2017, the Company and both of its subsidiary banks met all capital adequacy requirements to which they were subject, including the guidelines to be considered “well capitalized.”

The Dodd-Frank Act established minimum capital levels for bank holding companies on a consolidated basis. The components of Tier 1 capital are restricted to capital instruments that, at the time of signing, were considered to be Tier 1 capital for insured depository institutions. Under this legislation, the Company is able to maintain its trust preferred securities as Tier 1 capital, but it will have to comply with new capital mandates in other respects, and it will not be able to raise Tier 1 capital through the issuance of trust preferred securities in the future.

In July 2013, the U.S. federal banking authorities approved the implementation of the Basel III Rule required by the Dodd-Frank Act. The Basel III Rule is applicable to all U.S. banks that are subject to minimum capital requirements, as well as to bank and savings and loan holding companies other than “small bank holding companies” (generally non-public bank holding companies with consolidated assets of less than $1.0 billion). The Basel III Rule not only increased most of the required minimum regulatory capital ratios, but they also introduced a new Common Equity Tier 1 Capital ratio and the concept of a capital conservation buffer.

The Basel III Rule also expanded the definition of capital as in effect currently by establishing criteria that instruments must meet to be considered Additional Tier 1 Capital (Tier 1 Capital in addition to Common Equity) and Tier 2 Capital. A number of instruments that generally qualified as Tier 1 Capital under the old guidelines no longer qualify, or their qualifications will change, as the Basel III Rule is being fully implemented.

The Basel III Rule also permitted banking organizations with less than $15.0 billion in assets to retain, through a one-time election, the past treatment for accumulated other comprehensive income (loss), which did not affect regulatory capital. First Busey and both of its subsidiary banks made this election in the first quarter of 2015 to avoid variations in the level of their capital depending on fluctuations in the fair value of their securities portfolio. The Basel III Rule maintained the general structure of the prompt corrective action framework, while incorporating increased requirements. The prompt corrective action guidelines were also revised to add the Common Equity Tier 1 Capital ratio. Under the final capital rules that became effective on January 1, 2015, there was a requirement for a Common Equity Tier 1 capital conservation buffer of 2.5% of risk weighted assets which is in addition to the other minimum risk based capital standards in the rule. Failure to maintain the buffer will result in restrictions on the Company’s ability to make capital distributions, including the payment of dividends, and to pay discretionary bonuses to executive officers. The capital buffer requirement is being phased-in over three years beginning in 2016.

The table below includes the 1.25% increase as of January 1, 2017 in the minimum capital requirement ratios. The capital buffer requirement effectively raises the minimum required Common Equity Tier 1 Capital ratio to 7.0%, the Tier 1 Capital ratio to 8.5%, and the Total Capital ratio to 10.5% on a fully phased-in basis on January 1, 2019. As of December 31, 2017, the Company and both of its subsidiary banks were in compliance with the current phase of the Basel III Rule and management believes that the Company and both of its subsidiary banks would meet all capital adequacy requirements under the Basel III Rule on a fully phased-in basis as if such requirements had been in effect (dollars in thousands).

					Minimum
	Actual				Capital Requirement with Capital Buffer				Minimum To Be Well Capitalized
	Amount		Ratio		Amount		Ratio		Amount		Ratio
As of December 31, 2017:

Total Capital (to Risk Weighted Assets)
Consolidated	$	837,183	14.15	%	$	547,265	9.25	%	$	591,638	10.00	%
Busey Bank	$	704,807	12.78	%	$	509,978	9.25	%	$	551,327	10.00	%
South Side Bank	$	84,914	22.61	%	$	34,744	9.25	%	$	37,561	10.00	%

Tier 1 Capital (to Risk Weighted Assets)
Consolidated	$	718,101	12.14	%	$	428,937	7.25	%	$	473,310	8.00	%
Busey Bank	$	651,432	11.82	%	$	399,713	7.25	%	$	441,062	8.00	%
South Side Bank	$	84,707	22.55	%	$	27,232	7.25	%	$	30,049	8.00	%

Common Equity Tier 1 Capital (to Risk Weighted Assets)
Consolidated	$	644,633	10.90	%	$	340,192	5.75	%	$	384,565	6.50	%
Busey Bank	$	651,432	11.82	%	$	317,013	5.75	%	$	358,363	6.50	%
South Side Bank	$	84,707	22.55	%	$	21,598	5.75	%	$	24,415	6.50	%

Tier 1 Capital (to Average Assets)
Consolidated	$	718,101	9.78	%	$	293,588	4.00	%	N/A		N/A
Busey Bank	$	651,432	9.80	%	$	265,847	4.00	%	$	332,309	5.00	%
South Side Bank	$	84,707	12.75	%	$	26,571	4.00	%	$	33,214	5.00	%

					Minimum
	Actual				Capital Requirement with Capital Buffer				Minimum To Be Well Capitalized
	Amount		Ratio		Amount		Ratio		Amount		Ratio
As of December 31, 2016:

Total Capital (to Risk Weighted Assets)
Consolidated	$	605,988	14.04	%	$	372,342	8.625	%	$	431,701	10.00	%
Busey Bank	$	550,813	12.86	%	$	369,363	8.625	%	$	428,247	10.00	%

Tier 1 Capital (to Risk Weighted Assets)
Consolidated	$	557,862	12.92	%	$	286,002	6.625	%	$	345,361	8.00	%
Busey Bank	$	502,687	11.74	%	$	283,714	6.625	%	$	342,598	8.00	%

Common Equity Tier 1 Capital (to Risk Weighted Assets)
Consolidated	$	484,246	11.22	%	$	221,247	5.125	%	$	280,606	6.50	%
Busey Bank	$	502,687	11.74	%	$	219,477	5.125	%	$	278,361	6.50	%

Tier 1 Capital (to Average Assets)
Consolidated	$	557,862	10.45	%	$	213,578	4.00	%	N/A		N/A
Busey Bank	$	502,687	9.45	%	$	212,766	4.00	%	$	265,957	5.00	%

Transactions with Related Parties

The entire disclosure for banks, savings institutions, and credit unions, for regulatory capital requirements imposed by the Federal Reserve System (FRB), the Federal Deposit Insurance Corporation (FDIC), the Office of Thrift Supervision (OTS) or for any state imposed capital requirements, as applicable. The disclosure may include (1) a description of regulatory capital requirements (a) for capital adequacy purposes and (b) established by the prompt corrective action provisions of Section 38 of the Federal Depository Insurance Act; (2) the actual or possible material effects of noncompliance with such requirements; (3) whether the entity is in compliance with the regulatory capital requirements including (a) required and actual ratios and amounts of Tier 1 leverage, Tier 1 risk-based, and total risk-based capital, tangible capital (for savings institutions), and Tier 3 capital for market risk (for certain banks and bank holding companies), (b) factors that may significantly affect capital adequacy; (4) the prompt corrective action category in which the entity was classified as of its most recent notification; (5) whether management believes any conditions or events since notification have changed the entity's category. Also may include additional information that might be disclosed in situations where substantial doubt about the entity's ability to continue as a going concern for a reasonable period of time.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 505
-Section 50
-Paragraph 1G
-URI http://asc.fasb.org/extlink&oid=84167132&loc=SL5958577-112826

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 505
-Section 50
-Paragraph 1C
-URI http://asc.fasb.org/extlink&oid=84167132&loc=SL5958572-112826

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 505
-Section 50
-Paragraph 1E
-URI http://asc.fasb.org/extlink&oid=84167132&loc=SL5958574-112826

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 505
-Section 50
-Paragraph 1H
-URI http://asc.fasb.org/extlink&oid=84167132&loc=d3e65071-112826

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 505
-Section 50
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=84167132&loc=SL5958569-112826

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 505
-Section 50
-Paragraph 1B
-URI http://asc.fasb.org/extlink&oid=84167132&loc=SL5958570-112826

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 505
-Section 50
-Paragraph 1F
-URI http://asc.fasb.org/extlink&oid=84167132&loc=SL5958575-112826

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 505
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=84167132&loc=SL5958568-112826

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 505
-Section 50
-Paragraph 1D
-URI http://asc.fasb.org/extlink&oid=84167132&loc=SL5958573-112826

+ Details

Income Taxes

12 Months Ended

Dec. 31, 2017

Income Taxes

Income Taxes

Note 15. Income Taxes

The components of income taxes consist of (dollars in thousands):

	Years Ended December 31,
	2017		2016		2015
Current	$	31,285	$	16,271	$	17,839
Deferred	14,100		10,452		2,857


Total income tax expense	$	45,385	$	26,723	$	20,696

A reconciliation of federal and state income taxes at statutory rates to the income taxes included in the statements of income is as follows:

	Years Ended December 31,
	2017		2016		2015
	% of		% of		% of
	Pretax		Pretax		Pretax
	Income		Income		Loss
Income tax at statutory rate	35.0	%	35.0	%	35.0	%
Effect of:
TCJA	7.5	%	—	%	—	%
Tax-exempt interest, net	(2.1	)%	(2.4	)%	(2.3	)%
Stock incentive	(0.5	)%	—	%	—	%
State income taxes, net	4.0	%	4.3	%	4.2	%
Income on bank owned life insurance	(0.9	)%	(1.0	)%	(1.2	)%
Other, net	(1.0	)%	(0.9	)%	(1.0	)%

	42.0	%	35.0	%	34.7	%

On December 22, 2017, the President signed into law the TCJA which, effective January 2018, reduced the corporate tax rate as well as adjusted tax rates, deductions and exemptions for individuals and businesses alike. The Company took a one-time, non-cash charge of $8.1 million in the fourth quarter of 2017 as a result of the revaluation of the Company’s net deferred tax position following the enactment of the TCJA.

Net deferred taxes at December 31, 2017 and 2016 in the accompanying Consolidated Balance Sheets, include the following amounts of deferred tax assets and liabilities (dollars in thousands). Net deferred taxes at December 31, 2017 were impacted by the First Community and Mid Illinois acquisitions and enactment of the TCJA.

	2017			2016
Deferred tax assets:
Investment securities:
Unrealized losses on securities available for sale	$	1,362		$	—
Other, net	923			—
Allowance for loan losses	15,751			19,988
Stock-based compensation	1,869			2,396
Deferred compensation	2,455			2,748
Affordable housing partnerships and other investments	970			929
Purchase accounting adjustments	7,712			7,186
Accrued vacation	604			729
Employee costs	759			2,044
Other	413			1,097

	$	32,818		$	37,117

Deferred tax liabilities:
Investment securities:
Unrealized gains on securities available for sale	$	—		$	(24	)
Other, net	—			(639		)
Basis in premises and equipment	(1,909		)	(1,468		)
Affordable housing partnerships and other investments	(1,769		)	(2,110		)
Purchase accounting adjustments	(1,262		)	(2,242		)
Mortgage servicing assets	(1,120		)	(1,228		)
Basis in core deposit and customer intangible assets	(10,955		)	(7,377		)
Deferred loan origination costs	(1,168		)	(2,765		)

	$	(18,183	)	$	(17,853	)

Net operating loss carryforward, net of valuation allowance	2,661			960

Net deferred tax assets	$	17,296		$	20,224

At December 31, 2017, the Company had a federal net operating loss carryforward of $2.7 million, or approximately $12.7 million pre-tax, in relation to the First Community acquisition, which is subject to limitations under Section 382 of the Internal Revenue Code. At December 31, 2016, the Company had an Illinois net operating loss carryforward of $1.0 million, or approximately $13.0 million pre-tax, which was utilized in 2017.

At December 31, 2017, the Company also had a Florida net operating loss carryforward of $0.1 million, which will begin to expire in 2030. Due to the uncertainty as to whether the Company will be able to fully realize the Florida carryforward, the Company has a full valuation allowance of $0.1 million related to this net operating loss carryforward. At December 31, 2016, the Company had a Florida net operating loss carryforward of $0.3 million with a full valuation allowance.

Management believes that it is more likely than not that the other deferred tax assets included in the accompanying Consolidated Balance Sheets will be fully realized. The Company has determined that no additional valuation allowance is required for any other deferred tax assets as of December 31, 2017 and 2016.

Employee Benefit Plans	12 Months Ended
Employee Benefit Plans	Dec. 31, 2017
Employee Benefit Plans
Employee Benefit Plans	Note 16. Employee Benefit Plans Employees’ Stock Ownership Plan Prior to 2014, the First Busey Corporation Employees’ Stock Ownership Plan (“ESOP”) was available to all full-time employees who met certain age and length of service requirements. Effective in 2014, the ESOP was frozen, all shares were fully vested and there will be no new contributions under the ESOP. Dividends on allocated shares of common stock are distributed directly to the participants. All shares held by the ESOP, which were acquired prior to the issuance of ASC Topic 718-40, “Employee Stock Ownership Plans”, are included in the computation of average common shares and common share equivalents. This accounting treatment is grandfathered under ASC Topic 718-40 for shares purchased prior to December 31, 1992. All shares held in the ESOP which were acquired prior to December 31, 1992 were allocated as of December 31, 2006. The number of shares and associated fair values were 121,082 worth $3.6 million and 136,840 worth $4.2 million at December 31, 2017 and 2016, respectively. Shares held in the ESOP which were acquired after December 31, 1992 and associated fair values were 42,439 worth $1.3 million and 48,222 worth $1.5 million at December 31, 2017 and 2016, respectively. Profit Sharing Plan All full-time employees who meet certain age and service requirements are eligible to participate in the Company’s profit-sharing plan. The contributions, if any, are determined solely by the boards of directors of the Company and its subsidiaries, and in no case may the annual contributions be greater than the amounts deductible for federal income tax purposes for that year. The rights of the participants vest ratably over a five-year period, except for the 401(k) match portion, which vests immediately. Expenses related to the employee benefit plans are $5.1 million, $4.3 million and $2.6 million at December 31, 2017, 2016 and 2015, respectively. The Company sponsors deferred compensation plans for executive officers for deferral of compensation. While current participants in the deferred compensation plan are permitted to continue participating in the plan, it is not currently open to new participants. The deferred compensation expense reported was $0.3 million for the years ended December 31, 2017, 2016 and 2015. The deferred compensation liability was $10.2 million and $6.8 million at December 31, 2017 and 2016, respectively. The 2017 deferred compensation liability was impacted by the Mid Illinois acquisition and included $3.9 million which was distributed in January 2018. The 2016 deferred compensation liability included $1.1 million related to the Pulaski acquisition which was distributed in January 2017.

Share-based Compensation

12 Months Ended

Dec. 31, 2017

Share-based Compensation

Share-based Compensation

Note 17. Share-based Compensation

Overview

During the first quarter of 2010, the Company adopted the 2010 Equity Plan, which was approved at the annual stockholders meeting on May 19, 2010. During the second quarter of 2015, the Company adopted an amendment to the 2010 Equity Plan, which was approved at the annual stockholders meeting on May 20, 2015.

Subject to permitted adjustments for certain corporate transactions, the maximum number of shares that may be delivered to participants, or their beneficiaries, under the 2010 Equity Plan is 1,333,333 shares of First Busey common stock. To the extent that any shares of stock covered by an award (including non-vested stock awards) under the 2010 Equity Plan, or the prior plans, are not delivered for any reason, including because the award is forfeited, canceled, settled in cash or shares are withheld to satisfy tax withholding requirements, such shares will not be deemed to have been delivered for purposes of determining the maximum number of shares of stock available for delivery and will again become available for usage under the 2010 Equity Plan. If any option granted under the 2010 Equity Plan is exercised by tendering shares of stock, only the number of shares of stock issued net of the shares of stock tendered shall be counted for purposes of these limitations. Any shares covered under the terms of a prior First Busey plan award that would otherwise become available for reuse under the terms of the prior plan will become available for issuance under the 2010 Equity Plan.

The 2010 Equity Plan’s effective date was May 19, 2010. The 2010 Equity Plan will continue in effect until terminated by the board of directors; provided that no awards may be granted under the 2010 Equity Plan after the ten-year anniversary of the effective date. Any awards that are outstanding after the tenth anniversary of the effective date will remain subject to the terms of the 2010 Equity Plan.

The following additional limits apply to awards under the 2010 Equity Plan, however due to changes imposed by the TCJA, “performance-based compensation” only applies to arrangements subject to a written binding contract in effect on November 2, 2017, that has not subsequently been materially modified:

the maximum number of shares of stock that may be covered by options that are intended to be “performance-based compensation” which are granted to any one participant during any calendar year is 133,333 shares;

the maximum number of shares of stock that may be covered by stock awards that are intended to be “performance-based compensation” which are granted to any one participant during any calendar year is 66,667 shares; and

the maximum dollar amount of cash incentive awards or cash-settled stock awards intended to be “performance-based compensation” payable to any one participant with respect to any calendar year is $1,000,000.

The Company grants share-based compensation awards to its employees and members of its board of directors as provided for under the Company’s 2010 Equity Incentive Plan. Further, the Company registered 443,619 shares of its common stock issuable in the future pursuant to First Community 2016 Equity Incentive Plan to legacy employees and directors of First Community and its subsidiaries and upon the exercise of currently outstanding equity awards under the First Community 2016 Equity Incentive Plan and the First Community Amended and Restated 2008 Equity Incentive Plan held by former employees of First Community and its subsidiaries. Pursuant to the terms of the First Community 2016 Equity Incentive Plan, the Company may grant awards with respect to First Busey common stock to legacy employees and directors of First Community or its subsidiaries, including but not limited to non-qualified stock options, incentive stock options, stock appreciation rights, restricted stock and restricted stock units.

The Company currently grants share-based compensation in the form of restricted stock units (“RSUs”) and deferred stock units (“DSUs”). The Company grants RSUs to members of management periodically throughout the year. Each RSU is equivalent to one share of the Company’s common stock. These units have requisite service periods ranging from one to five years. The Company annually grants share-based awards in the form of DSUs, which are RSUs with a deferred settlement date, to its board of directors. Each DSU is equivalent to one share of the Company’s common stock. The DSUs vest over a twelve-month period following the grant date or on the date of the next Annual Meeting of Stockholders, whichever is earlier. These units generally are subject to the same terms as RSUs under the Company’s 2010 Equity Incentive Plan, except that, following vesting, settlement occurs within 30 days following the earlier of separation from the board or a change in control of the Company. Subsequent to vesting and prior to delivery, these units will continue to earn dividend equivalents. The Company also has outstanding stock options granted prior to 2011.

Under the terms of the Company’s 2010 Equity Incentive Plan and First Community 2016 Equity Incentive Plan, the Company is allowed, but not required, to source stock option exercises and grants of RSUs and DSUs from its inventory of treasury stock. As of December 31, 2017, the Company held 500,638 shares in treasury. On February 3, 2015, First Busey announced that its board of directors approved a repurchase plan under which the Company is authorized to repurchase up to an aggregate of 666,667 shares of its common stock. The repurchase plan has no expiration date and replaced the prior repurchase plan originally approved in 2008. During 2015, the Company purchased 333,333 shares under this repurchase plan. At December 31, 2017 the Company had 333,334 shares that may still be purchased under the plan.

Stock Option Plan

In relation to the First Community acquisition, the Company assumed stock options that were previously issued under First Community incentive plans. The First Community Amended and Restated 2008 Equity Incentive Plan was approved by First Community shareholders. This plan was subsequently amended without approval by First Community shareholders to increase the number of shares available for issuance. The First Community 2016 Equity Incentive Plan was approved by First Community shareholders. At the effective time of the merger, each outstanding and unexercised option to purchase shares of First Community common stock held by an employee, whether vested or unvested, was converted into an option to purchase First Busey common stock. The converted option is equal to the number of shares of such First Community stock option multiplied by the option exchange ratio (rounded down to the nearest whole share), at an exercise price per share equal to the exercise price for each share of First Community common stock subject to such First Community stock option divided by the option exchange ratio (rounded up to the nearest whole cent). The option exchange ratio is the sum of the exchange ratio (0.396) multiplied by the closing sales price of a share of First Busey common stock on the Nasdaq Global Select Market on June 30, 2017, plus the cash consideration ($1.35), divided by the closing sales price of a share of First Busey common stock on the Nasdaq Global Select Market on June 30, 2017. Each First Community stock option assumed and converted continues to be subject to the same terms and conditions (including vesting periods), as applicable immediately prior to the effective time of the merger.

In relation to the Pulaski acquisition, the Company assumed stock options that were previously issued under shareholder approved Pulaski incentive plans. At the effective time of the acquisition, each outstanding option to purchase shares of Pulaski common stock was converted automatically into a stock option exercisable for that number of shares of First Busey common stock equal to (i) the number of shares of Pulaski common stock subject to the Pulaski stock option immediately prior to the effective time multiplied by (ii) the exchange ratio (rounded down to the nearest whole share), with an exercise price per share equal to (A) the exercise price per share of Pulaski common stock subject to such Pulaski stock option immediately prior to the effective time divided by (B) the exchange ratio (rounded up to the nearest whole cent). Each Pulaski stock option assumed and converted continues to be subject to the same terms and conditions, as applicable immediately prior to the effective time of the merger. All Pulaski stock options are fully vested.

A summary of the status of the Company’s stock option awards for the years ended December 31, 2017, 2016, and 2015, and the changes during the years ended on those dates is as follows:

	2017				2016				2015
			Weighted-				Weighted-				Weighted-
			Average				Average				Average
			Exercise				Exercise				Exercise
	Shares		Price		Shares		Price		Shares		Price

Outstanding at beginning of year	209,382		$	15.13	96,568		$	43.64	170,026		$	48.99
Converted options from Pulaski	—		—		309,700		13.29		—		—
Converted options from First Community	121,360		21.41		—		—		—		—
Exercised	(99,605	)	13.74		(145,774	)	15.09		—		—
Forfeited	(5,279	)	23.53		(394	)	13.87		(517	)	58.23
Expired	(12,430	)	52.40		(50,718	)	58.23		(72,941	)	55.99

Outstanding at end of year	213,428		$	16.97	209,382		$	15.13	96,568		$	43.64


Exercisable at end of year	167,144		$	15.16	209,382		$	15.13	96,568		$	43.64

The following table summarizes information about stock options outstanding at December 31, 2017:

		Options Outstanding						Options Exercisable
					Weighted-
			Weighted-		Average
Range of			Average		Remaining
Exercise			Exercise		Contractual	Intrinsic			Intrinsic
Prices		Number	Price		Life	Value		Number	Value

$	6.89-14.05	103,055	$	10.86	1.45			103,055
16.01-19.50		11,634	18.19		4.62			11,634
21.03-23.53		98,739	23.22		7.08			52,455

		213,428	$	16.97	4.23	$	2,581	167,144	$	2,284

The Company recorded $0.2 million stock option compensation expense for the twelve months ended December 31, 2017 related to the converted options from First Community. The Company did not record any stock option compensation expense during 2016 or 2015. As of December 31, 2017, the Company had $0.5 million of unrecognized stock option expense. This cost is expected to be recognized over a period of 1.9 years.

Restricted Stock Unit Plan

In relation to the Pulaski acquisition, the Company also assumed performance based restricted stock unit awards. At the effective time of the acquisition, the number of Pulaski common shares covered by each award was fixed at the target level under Pulaski’s existing plan and automatically converted into a service-based restricted stock unit award of First Busey common stock that was equal to the number of shares of Pulaski common stock multiplied by the exchange ratio. Each assumed restricted stock unit award vested, without regard to any performance metrics, on September 30, 2017 or if applicable, the award holders’ earlier involuntary termination of employment for reasons other than cause or voluntary termination of employment for good reason, as specified in the award agreement.

A summary of the changes in the Company’s RSUs for the years ended December 31, 2017, 2016 and 2015 is as follows:

	2017				2016				2015
			Weighted-				Weighted-				Weighted-
			Average				Average				Average
			Grant Date				Grant Date				Grant Date
	Shares		Fair Value		Shares		Fair Value		Shares		Fair Value

Outstanding at beginning of year	552,610		$	18.45	424,930		$	17.10	394,624		$	15.67
Converted units from Pulaski	—		—		53,004		14.25		—		—
Granted	160,532		30.34		126,669		22.44		108,945		20.07
Dividend equivalents earned	13,479		30.14		14,935		21.09		13,089		19.31
Vested	(116,498	)	14.73		(54,913	)	14.61		(73,777	)	14.48
Forfeited	(22,360	)	19.20		(12,015	)	15.19		(17,951	)	16.21

Outstanding at end of year	587,763		$	22.68	552,610		$	18.45	424,930		$	17.10

Recipients earn quarterly dividend equivalents on their respective units which entitle the recipients to additional units. Therefore, dividends earned each quarter compound based upon the updated unit balances. Upon vesting/delivery, shares are expected (though not required) to be issued from treasury. Dividends related to the converted Pulaski units were accumulated and paid in cash upon vesting.

The Company issued 79,459, 43,396 and 59,983 treasury shares in conjunction with the vesting of RSUs in 2017, 2016 and 2015, respectively. The difference between the number of shares issued and the number of vested units is due to shares issued under a net share settlement option.

On January 25, 2017, under the terms of the 2010 Equity Incentive Plan, the Company granted 11,404 RSUs to a member of management. As the stock price on the grant date of January 25, 2017 was $30.69, total compensation cost to be recognized is $0.4 million. This cost will be recognized over a period of five years. Subsequent to the requisite service period, the award will vest 100%.

On June 13, 2017, under the terms of the 2010 Equity Incentive Plan, the Company granted 122,852 RSUs to executives and members of management. As the stock price on the grant date of June 13, 2017 was $30.33, total compensation cost to be recognized is $3.7 million. This cost will be recognized over a period of five years. Subsequent to the requisite service period, the awards will vest 100%.

On July 2, 2017, under the terms of the First Community 2016 Equity Incentive Plan, the Company granted 13,642 RSUs to members of management who were legacy First Community employees. As the stock price on the grant date of July 2, 2017 was $29.32, total compensation cost to be recognized is $0.4 million. This cost will be recognized over a period of five years. Subsequent to the requisite service period, the awards will vest 100%.

On August 1, 2017 under the terms of the 2010 Equity Incentive Plan, the Company granted 3,209 RSUs to members of management. As the stock price on the grant date of August 1, 2017 was $29.61, total compensation cost to be recognized is $0.1 million. This cost will be recognized over a period of five years. Subsequent to the requisite service period, the awards will vest 100%.

On October 2, 2017 under the terms of the 2010 Equity Incentive Plan, the Company granted 9,425 RSUs to a member of management. As the stock price on the grant date of October 2, 2017 was $31.83, total compensation cost to be recognized is $0.3 million. This cost will be recognized over a period of five years. Subsequent to the requisite service period, the awards will vest 100%.

A description of RSUs granted in 2016 and 2015 under the terms of the 2010 Equity Incentive Plan can be found in the Company’s Annual Reports on Form 10-K for the years ended December 31, 2016 and 2015.

Deferred Stock Unit Plan

A summary of the changes in the Company’s DSUs for the years ended December 31, 2017, 2016 and 2015 is as follows:

	2017				2016				2015
			Weighted-				Weighted-				Weighted-
			Average				Average				Average
			Grant Date				Grant Date				Grant Date
	Shares		Fair Value		Shares		Fair Value		Shares		Fair Value

Non-vested at beginning of year	35,038		$	21.04	24,763		$	19.25	18,581		$	17.31
Granted	24,100		29.61		22,428		22.44		17,899		20.07
Dividend equivalents earned	2,426		30.22		2,576		21.20		1,872		19.40
Vested	(19,153	)	23.18		(14,729	)	20.18		(13,589	)	17.69

Non-vested at end of year	42,411		$	25.47	35,038		$	21.04	24,763		$	19.25

Outstanding at end of year	119,985		$	21.00	93,459		$	18.54	68,456		$	17.16

On August 1, 2017, under the terms of the 2010 Equity Incentive Plan, the Company granted 17,080 DSUs to directors and under the terms of the First Community 2016 Equity Incentive Plan granted 1,250 DSUs to a director. As the stock price on the grant date of August 1, 2017 was $29.61, total compensation cost to be recognized is $0.5 million. These costs will be recognized over the requisite service period of one year from the date of grant or the next Annual Meeting of Stockholders; whichever is earlier. Further, the Company granted 5,770 DSUs, under the terms of the 2010 Equity Incentive Plan, to the Chairman of the Board. As the stock price on the grant date of June 13, 2017 was $30.33, total compensation cost to be recognized is $0.2 million. This cost will be recognized over a period of five years. Subsequent to the requisite service period, the awards will vest 100%.

A description of DSUs granted in 2016 and 2015 under the terms of the 2010 Equity Incentive Plan can be found in the Company’s Annual Reports on Form 10-K for the years ended December 31, 201 6and 2015.

The Company recognized $2.6 million, $1.8 million and $1.4 million of compensation expense related to both non-vested RSUs and DSUs for the years ended December 31, 2017, 2016 and 2015, respectively. As of December 31, 2017, there was $8.4 million of total unrecognized compensation cost related to these non-vested stock awards. This cost is expected to be recognized over a period of 3.6 years.

Transactions with Related Parties

12 Months Ended

Dec. 31, 2017

Transactions with Related Parties

Note 18. Transactions with Related Parties

The Company has had, and may be expected to have in the future, banking transactions in the ordinary course of business with related parties which include directors, executive officers, chief credit officers, their immediate families and affiliated companies in which they have 10% or more beneficial ownership, on the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with others.

The following is an analysis of the changes in loans to related parties during the year ended December 31, 2017 (dollars in thousands):

Balance at beginning of year	$	48,545
Addition due to change in relationship	5,933
New loans/advances	27,871
Repayments	(35,434		)

Balance at end of year	$	46,915

Total unused commitments to directors and executive officers were $25.9 million at December 31, 2017.

Outstanding Commitments and Contingent Liabilities

12 Months Ended

Dec. 31, 2017

Outstanding Commitments and Contingent Liabilities

Outstanding Commitments and Contingent Liabilities

Note 19. Outstanding Commitments and Contingent Liabilities

Legal Matters

The Company is a party to legal actions which arise in the normal course of its business activities. In the opinion of management, the ultimate resolution of these matters is not expected to have a material effect on the financial position or the results of operations of the Company.

Credit Commitments and Contingencies

The Company is a party to credit-related financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit and standby letters of credit. Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the Consolidated Balance Sheets.

The Company’s exposure to credit loss is represented by the contractual amount of those commitments. The Company uses the same credit policies in making commitments and conditional obligations as it does for on-balance-sheet instruments. A summary of the contractual amount of the Company’s exposure to off-balance-sheet risk relating to the Company’s commitments to extend credit and standby letters of credit follows (dollars in thousands):

	December 31, 2017		December 31, 2016
Financial instruments whose contract amounts represent credit risk:
Commitments to extend credit	$	1,300,294	$	875,077
Standby letters of credit	37,231		20,145

Commitments to extend credit are agreements to lend to a customer as long as no condition established in the contract has been violated. These commitments are generally at variable interest rates and generally have fixed expiration dates or other termination clauses and may require payment of a fee. The commitments for equity lines of credit may expire without being drawn upon. Therefore, the total commitment amounts do not necessarily represent future cash requirements. The amount of collateral obtained, if it is deemed necessary by the Company upon extension of credit, is based on management’s credit evaluation of the customer.

Standby letters of credit are conditional commitments issued by the Company to guarantee the performance of a customer’s obligation to a third-party. Those guarantees are primarily issued to support public and private borrowing arrangements, including bond financing and similar transactions and primarily have terms of one year or less. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers. The Company holds collateral, which may include accounts receivable, inventory, property and equipment, and income producing properties, supporting those commitments if deemed necessary. In the event the customer does not perform in accordance with the terms of the agreement with the third-party, the Company would be required to fund the commitment. The maximum potential amount of future payments the Company could be required to make is represented by the contractual amount shown in the summary above. If the commitment is funded, the Company would be entitled to seek recovery from the customer. As of December 31, 2017 and 2016, no amounts were recorded as liabilities for the Company’s potential obligations under these guarantees.

Other Commitments

From time to time, the Company will sign contracts for construction projects relating to the Company’s facilities.

Lease Commitments

At December 31, 2017, the Company was obligated under noncancelable operating leases for office space and other commitments. Rent expense under operating leases, included in net occupancy and equipment expense, was $3.7 million, $2.7 million, and $1.5 million for the years ended December 31, 2017, 2016 and 2015, respectively.

Rent commitments before considering renewal options that generally are present, were as follows at December 31, 2017 (dollars in thousands):

2018	$	1,817
2019	1,503
2020	1,306
2021	825
2022	640
Thereafter	1,540

	$	7,631

Derivative Financial Instruments

12 Months Ended

Dec. 31, 2017

Derivative Financial Instruments

Derivative Financial Instruments

Note 20. Derivative Financial Instruments

The Company originates and purchases derivative financial instruments, including interest rate lock commitments issued to residential loan customers for loans that will be held for sale, forward sales commitments to sell residential mortgage loans to loan investors, interest rate swaps and foreign currency forward contracts. See “Note 21. Fair Value Measurements” for further discussion of the fair value measurement of such derivatives.

Interest Rate Lock Commitments. At December 31, 2017 and 2016, the Company had issued $51.7 million and $149.9 million, respectively, of unexpired interest rate lock commitments to loan customers. Such interest rate lock commitments that meet the definition of derivative financial instruments under ASC Topic 815, Derivatives and Hedging, are carried at their fair values in other assets or other liabilities in the Consolidated Financial Statements, with changes in the fair values of the corresponding derivative financial assets or liabilities recorded as either a charge or credit to current earnings during the period in which the changes occurred.

Forward Sales Commitments. At December 31, 2017 and 2016, the Company had issued $139.7 million and $400.0 million, respectively, of unexpired forward sales commitments to mortgage loan investors. Typically, the Company economically hedges mortgage loans held for sale and interest rate lock commitments issued to its residential loan customers related to loans that will be held for sale by obtaining corresponding best-efforts forward sales commitments with an investor to sell the loans at an agreed-upon price at the time the interest rate locks are issued to the customers. Forward sales commitments that meet the definition of derivative financial instruments under ASC Topic 815, Derivatives and Hedging, are carried at their fair values in other assets or other liabilities in the Consolidated Financial Statements.

While such forward sales commitments generally served as an economic hedge to the mortgage loans held for sale and interest rate lock commitments, the Company did not designate them for hedge accounting treatment. Consequently, changes in fair value of the corresponding derivative financial asset or liability were recorded as either a charge or credit to current earnings during the period in which the changes occurred.

The fair values of derivative assets and liabilities related to interest rate lock commitments and forward sales commitments recorded in the Consolidated Balance Sheets are summarized as follows (dollars in thousands):

	December 31, 2017		December 31, 2016
Fair value recorded in other assets	$	675	$	6,403
Fair value recorded in other liabilities	2,148		3,098

The gross gains and losses on these derivative assets and liabilities related to interest rate lock commitments and forward sales commitments recorded in non-interest income and expense in the Consolidated Statements of Income for the twelve months ended December 31, 2017 and 2016 are summarized as follows (dollars in thousands):

	December 31, 2017			December 31, 2016
Gross gains	$	14,724		$	25,270
Gross (losses)	(13,250		)	(24,783		)

Net gains	$	1,474		$	487

The impact of the net gains or losses on derivative financial instruments related to interest rate lock commitments issued to residential loan customers for loans that will be held for sale and forward sales commitments to sell residential mortgage loans to loan investors are almost entirely offset by a corresponding change in the fair value of loans held for sale.

Interest Rate Swaps. Beginning in the second quarter of 2017, the Company entered into interest rate swap contracts to manage the interest rate risk exposure associated with specific commercial loan relationships, at the time such loans were originated. The Company offsets each customer derivative with a bank counterparty. With a notional value of $161.3 million at December 31, 2017 these contracts support variable rate, commercial loan relationships totaling $80.7 million. While these swap derivatives generally worked together as an economic interest rate hedge, the Company did not designate them for hedge accounting treatment. Consequently, changes in fair value of the corresponding derivative financial asset or liability were recorded as either a charge or credit to current earnings during the period in which the changes occurred.

The fair values of derivative assets and liabilities related to interest rate swaps recorded in the Consolidated Balance Sheets are summarized as follows (dollars in thousands):

	December 31, 2017
Fair value recorded in other assets	$	262
Fair value recorded in other liabilities	262

The gross gains and losses on derivative assets and liabilities related to interest rate swaps recorded in non-interest income and expense in the Consolidated Statements of Income for the year ended December 31, 2017 are summarized as follows (dollars in thousands):

	December 31, 2017
Gross gains	$	262
Gross losses	(262		)

Net gains (losses)	$	—

First Busey had $2.0 million in cash and $0.4 million in securities pledged to secure its obligation under these contracts at December 31, 2017.

Foreign Currency Derivatives. The Company had originated certain loan agreements that settled in non-U.S. dollar denominations. At December 31, 2017, there were no outstanding gross balances of such loans. The Company had entered into foreign currency forward contracts to mitigate the economic effect of fluctuations in foreign currency exchange rates on non-U.S. dollar denominated loans, when balances were outstanding. While such forward contracts generally served as an economic hedge to certain loans, the Company did not designate them for hedge accounting treatment. Consequently, changes in fair value of the corresponding derivative financial asset or liability were recorded as either a charge or credit to current earnings during the period in which the changes occurred. The gross gains and losses on these derivative assets and liabilities recorded in non-interest income and expense in the Consolidated Statements of Income for the twelve months ended December 31, 2017 and 2016 was insignificant.

The notional amount and fair values, denominated in U.S. dollars, of open foreign currency forward contracts were as follows (dollars in thousands):

	December 31, 2017		December 31, 2016
Notional amount	$	—	$	742
Fair value recorded in other liabilities	—		7

Fair Value Measurements

12 Months Ended

Dec. 31, 2017

Fair Value Measurements

Fair Value Measurements

Note 21. Fair Value Measurements

The fair value of an asset or liability is the price that would be received by selling that asset or paid in transferring that liability in an orderly transaction occurring in the principal market (or most advantageous market in the absence of a principal market) for such asset or liability. In estimating fair value, the Company utilizes valuation techniques that are consistent with the market approach, the income approach and/or the cost approach. Such valuation techniques are consistently applied. Inputs to valuation techniques include the assumptions that market participants would use in pricing an asset or liability. ASC Topic 820, Fair Value Measurement, establishes a fair value hierarchy for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows:

Level 1 Inputs - Unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

Level 2 Inputs - Inputs other than quoted prices included in level 1 that are observable for the asset or liability, either directly or indirectly. These might include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (such as interest rates, volatilities, prepayment speeds, credit risks, etc.) or inputs that are derived principally from or corroborated by market data by correlation or other means.

Level 3 Inputs - Unobservable inputs for determining the fair values of assets or liabilities that reflect the Company’s own assumptions about the assumptions that market participants would use in pricing the assets or liabilities.

A description of the valuation methodologies used for instruments measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy, is set forth below. These valuation methodologies were applied to those Company assets and liabilities that are carried at fair value.

There were no transfers between levels during the year ended December 31, 2017 or 2016.

In general, fair value is based upon quoted market prices, when available. If such quoted market prices are not available, fair values are measured utilizing independent valuation techniques of identical or similar securities for which significant assumptions are derived primarily from or corroborated by observable data. Valuation adjustments may be made to ensure that financial instruments are recorded at fair value. These adjustments may include amounts to reflect, among other things, counterparty credit quality and the company’s creditworthiness as well as unobservable parameters. Any such valuation adjustments are applied consistently over time. While management believes the Company’s valuation methodologies are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date.

Securities Available for Sale. Securities classified as available for sale are reported at fair value utilizing level 1 and level 2 measurements. For mutual funds and other equity securities, unadjusted quoted prices in active markets for identical assets are utilized to determine fair value at the measurement date and have been classified as level 1 in ASC Topic 820. For all other securities, the Company obtains fair value measurements from an independent pricing service. The independent pricing service utilizes evaluated pricing models that vary by asset class and incorporate available trade, bid and other market information. Because many fixed income securities do not trade on a daily basis, the independent pricing service applies available information, focusing on observable market data such as benchmark curves, benchmarking of like securities, sector groupings, and matrix pricing, to prepare evaluations.

The independent pricing service uses model processes, such as the Option Adjusted Spread model, to assess interest rate impact and develop prepayment scenarios. The models and processes take into account market conventions. For each asset class, a team of evaluators gathers information from market sources and integrates relevant credit information, perceived market movements and sector news into the evaluated pricing applications and models.

The market inputs that the independent pricing service normally seeks for evaluations of securities, listed in approximate order of priority, include: benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data including market research publications. The independent pricing service also monitors market indicators, industry and economic events. For certain security types, additional inputs may be used or some of the market inputs may not be applicable. Evaluators may prioritize inputs differently on any given day for any security based on market conditions, and not all inputs listed are available for use in the evaluation process for each security evaluation on a given day. Because the data utilized was observable, the securities have been classified as level 2 in ASC Topic 820.

Loans held for sale. Loans held for sale are reported at fair value utilizing level 2 measurements. The fair value of the mortgage loans held for sale are measured using observable quoted market or contract prices or market price equivalents and are classified as level 2 in ASC Topic 820.

Derivative Assets and Derivative Liabilities. Derivative assets and derivative liabilities are reported at fair value utilizing level 2 measurements. The fair value of derivative assets and liabilities is determined based on prices that are obtained from a third-party which uses observable market inputs. Derivative assets and liabilities are classified as level 2 in ASC Topic 820.

The following table summarizes financial assets and financial liabilities measured at fair value on a recurring basis as of December 31, 2017 and 2016, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value (dollars in thousands):

	Level 1		Level 2		Level 3		Total
	Inputs		Inputs		Inputs		Fair Value
December 31, 2017
Securities available for sale
U.S. Treasury securities	$	—	$	60,348	$	—	$	60,348
Obligations of U.S. government corporations and agencies	—		103,665		—		103,665
Obligations of states and political subdivisions	—		280,199		—		280,199
Residential mortgage-backed securities	—		397,436		—		397,436
Corporate debt securities	—		31,034		—		31,034
Mutual funds and other equity securities	5,378		—		—		5,378
Loans
Loans held for sale	—		94,848		—		94,848
Derivative assets
Derivative financial assets	—		937		—		937
Derivative liabilities
Derivative financial liabilities	—		2,410		—		2,410

	Level 1		Level 2		Level 3		Total
	Inputs		Inputs		Inputs		Fair Value
December 31, 2016
Securities available for sale
U.S. Treasury securities	$	—	$	74,944	$	—	$	74,944
Obligations of U.S. government corporations and agencies	—		79,127		—		79,127
Obligations of states and political subdivisions	—		154,938		—		154,938
Residential mortgage-backed securities	—		302,249		—		302,249
Corporate debt securities	—		143,343		—		143,343
Mutual funds and other equity securities	5,210		—		—		5,210
Loans
Loans held for sale	—		256,319		—		256,319
Derivative assets
Derivative financial assets	—		6,403		—		6,403
Derivative liabilities
Foreign currency forward contracts	—		7		—		7
Derivative financial liabilities	—		3,098		—		3,098

Certain financial assets and financial liabilities are measured at fair value on a non-recurring basis; that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment).

Impaired Loans. The Company does not record loans at fair value on a recurring basis. However, periodically, a loan is considered impaired and is reported at the fair value of the underlying collateral, less estimated costs to sell, if repayment is expected solely from the collateral. Impaired loans measured at fair value typically consist of loans on non-accrual status and restructured loans in compliance with modified terms. Collateral values are estimated using a combination of observable inputs, including recent appraisals, and unobservable inputs based on customized discounting criteria. Due to the significance of the unobservable inputs, all impaired loan fair values have been classified as level 3 in ASC Topic 820.

OREO. Non-financial assets and non-financial liabilities measured at fair value include OREO (upon initial recognition or subsequent impairment). OREO properties are measured using a combination of observable inputs, including recent appraisals, and unobservable inputs based on customized discounting criteria. Due to the significance of the unobservable inputs, all OREO fair values have been classified as level 3 in ASC Topic 820.

The following table summarizes assets and liabilities measured at fair value on a non-recurring basis as of December 31, 2017 and 2016, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value (dollars in thousands):

	Level 1		Level 2		Level 3		Total
	Inputs		Inputs		Inputs		Fair Value
December 31, 2017
Impaired loans	$	—	$	—	$	1,313	$	1,313
OREO(1)	—		—		—		—

December 31, 2016
Impaired loans	$	—	$	—	$	3,885	$	3,885
OREO(1)	—		—		—		—

(1) OREO fair value was less than one thousand dollars.

The following table presents additional quantitative information about assets measured at fair value on a non-recurring basis for which the Company has utilized level 3 inputs to determine fair value (dollars in thousands):

	Quantitative Information about Level 3 Fair Value Measurements
	Fair Value		Valuation	Unobservable	Range
	Estimate		Techniques	Input	(Weighted Average)
December 31, 2017
Impaired loans	$	1,313	Appraisal of collateral	Appraisal adjustments	-20.3% to -100.0% (-30.8)%
OREO(1)	—		Appraisal of collateral	Appraisal adjustments	-100.0% (-100.0)%
December 31, 2016

Impaired loans	$	3,885	Appraisal of collateral	Appraisal adjustments	-19.2% to -100.0% (-38.4)%
OREO(1)	—		Appraisal of collateral	Appraisal adjustments	-100.0% (-100.0)%

(1) OREO fair value was less than one thousand dollars.

The carrying value for cash and cash equivalents approximates fair value and due to the short-term maturity is classified as level 1 in ASC Topic 820. The carrying value approximates fair value for accrued interest receivable and accrued interest payable and both are classified as level 2 in ASC Topic 820. The methodologies for other financial assets and financial liabilities are discussed below:

Securities held to maturity

Fair value measurements for securities held to maturity are from an independent pricing service. The independent pricing service evaluations are based on market data. Securities held to maturity are classified as level 2 in ASC Topic 820.

Portfolio loans, net

Our performing portfolio loans consist of variable rate, hybrid rate and fixed rate loans. For variable rate loans that reprice frequently with no significant change in credit risk, fair values are based on carrying amount. The fair value of hybrid rate and fixed rate loans are estimated by discounting the future cash flows using the current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining maturities and are classified as level 3 in ASC Topic 820. Fair value of impaired loans is discussed above.

Mortgage servicing rights

The fair value of mortgage servicing rights is estimated by discounting the future cash flows at a market rate of return and classified as level 3 in ASC Topic 820.

Other servicing rights

The fair value of other servicing rights relates to servicing that First Busey provides on Small Business Association loans and is estimated by discounting the future cash flows at a market rate of return and classified as level 3 in ASC Topic 820.

Deposits and securities sold under agreements to repurchase

The fair value of demand deposits, savings accounts, interest-bearing transaction accounts, and certain money market deposits is defined as the amount payable on demand at the reporting date. The fair value of fixed-maturity certificates of deposit is estimated using a discounted cash flow calculation that applies interest rates currently offered for deposits of similar remaining maturities. The carrying amounts reported in the balance sheet for securities sold under agreements to repurchase approximate those liabilities’ fair values. Deposits and securities sold under agreements to repurchase are classified as level 2 in ASC Topic 820.

Short-term borrowings

The fair value of short-term borrowings, which includes advances from the FHLB, is determined by discounting the future cash flows of existing advances using rates currently available on advances from the FHLB having similar characteristics and is classified as level 2 in ASC Topic 820.

Long-term debt

Rates currently available to the Company for debt with similar terms and remaining maturities are used to estimate fair value of existing debt and is classified as level 2 in ASC Topic 820.

Junior subordinated debt owed to unconsolidated trusts

For variable rate instruments, fair values are based on carrying values and are classified as level 2 in ASC Topic 820.

Senior and subordinated notes, net of unamortized issuance costs

The fair value of senior and subordinated notes, net of unamortized issuance costs, is estimated based on the rates currently available to the Company with similar terms, remaining maturity and credit spread and classified as level 3 in ASC Topic 820.

The estimated fair values of financial instruments that are reported at amortized cost in the Company’s Consolidated Balance Sheets, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value, were as follows (dollars in thousands):

	December 31, 2017				December 31, 2016
	Carrying		Fair		Carrying		Fair
	Amount		Value		Amount		Value
Financial assets:
Level 1 inputs:
Cash and cash equivalents	$	353,272	$	353,272	$	166,706	$	166,706
Level 2 inputs:
Securities held to maturity	443,550		441,052		47,820		47,683
Accrued interest receivable	22,591		22,591		15,562		15,562
Level 3 inputs:
Portfolio loans, net	5,465,918		5,361,406		3,831,105		3,841,760
Mortgage servicing rights	3,680		8,635		3,074		7,803
Other servicing rights	280		901		—		—

Financial liabilities:
Level 2 inputs:
Deposits	$	6,125,965	$	6,119,135	$	4,374,298	$	4,368,891
Securities sold under agreements to repurchase	304,566		304,566		189,157		189,157
Short-term borrowings	220,000		220,000		75,000		75,000
Long-term debt	50,000		50,000		80,000		80,000
Junior subordinated debt owed to unconsolidated trusts	71,008		71,008		70,868		70,868
Accrued interest payable	2,581		2,581		987		987
Level 3 inputs:
Senior notes, net of unamortized issuance Costs	39,404		39,104		—		—
Subordinated notes, net of unamortized issuance costs	64,715		64,350		—		—

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

Operating Segments and Related Information

Liability for Loans Sold	12 Months Ended
Liability for Loans Sold	Dec. 31, 2017
Liability for Loans Sold
Liability for Loans Sold	Note 22. Liability for Loans Sold Under standard representations and warranties and early payment default clauses in the Company’s mortgage sale agreements, the Company could be required to repurchase mortgage loans sold to investors or reimburse the investors for losses incurred on loans in the event of borrower default within a defined period after origination (generally 90 days), or in the event of breaches of contractual representations or warranties made at the time of sale that are not remedied within a defined period after the Company receives notice of such breaches (generally 90 days). In addition, the Company may be required to refund the profit received from the sale of a loan to an investor if the borrower pays off the loan within a defined period after origination, which is generally 120 days. The Company records an estimated liability for probable amounts due to the Company’s loan investors under these obligations. This repurchase liability is determined based on a combination of factors including the volume of loans sold in current and previous periods; borrower default expectations; historical investor repurchase demand and appeals success rates; and estimated loss severity. Payments made to investors as reimbursement for losses incurred are charged against the mortgage repurchase liability. Loans repurchased from investors are initially recorded at fair value, which becomes the Company’s new accounting basis. The difference between the loan’s fair value and the payment made to investors as reimbursement for losses incurred is charged to the mortgage repurchase liability. Subsequent to repurchase, such loans are carried as portfolio loans on the Company’s Consolidated Balance Sheets. Loans repurchased with deteriorated credit quality at the date of repurchase are accounted for under ASC Topic 310-30. The liability for loans sold of $2.1 million and $2.2 million at December 31, 2017 and 2016, respectively, represents the Company’s best estimate of the probable losses that the Company will incur for various early default provisions and contractual representations and warranties associated with the sales of mortgage loans and is included in other liabilities in the accompanying Consolidated Balance Sheets. Because the level of mortgage loan repurchase losses depends upon economic factors, investor demand strategies and other external conditions that may change over the life of the underlying loans, the level of the liability for mortgage loan repurchase losses is difficult to estimate and requires considerable management judgment. In addition, the Company generally does not service the loans that it has sold to investors and is generally unable to track the remaining unpaid balances or delinquency status after sale. As a result, there may be a range of possible losses in excess of the estimated liability that cannot be estimated. Management maintains regular contact with the Company’s investors to monitor and address their repurchase demand practices and concerns.

Operating Segments and Related Information

12 Months Ended

Dec. 31, 2017

Operating Segments and Related Information

Note 23. Operating Segments and Related Information

The Company has three reportable operating segments, Banking, Remittance Processing and Wealth Management. The Banking operating segment provides a full range of banking services to individual and corporate customers through its banking center network in Illinois, St. Louis, Missouri metropolitan area, southwest Florida and through its banking center in Indianapolis, Indiana. Banking services for Busey Bank and South Side Bank are aggregated into the Banking operating segment as they have similar operations and activities. The Remittance Processing operating segment provides for online bill payments, lockbox and walk-in payments. The Wealth Management operating segment provides a full range of asset management, investment and fiduciary services to individuals, businesses and foundations, tax preparation, philanthropic advisory services and farm and brokerage services.

The Company’s three operating segments are strategic business units that are separately managed as they offer different products and services and have different marketing strategies. The “other” category consists of the Parent Company and the elimination of intercompany transactions.

The segment financial information provided below has been derived from information used by management to monitor and manage the financial performance of the Company. The accounting policies of the three segments are the same as those described in the summary of significant accounting policies in “Note 1. Significant Accounting Policies”. The Company accounts for intersegment revenue and transfers at current market value.

Following is a summary of selected financial information for the Company’s operating segments (dollars in thousands):

	Goodwill				Total Assets
As of December 31,	2017		2016		2017			2016
Banking	$	248,660	$	82,128	$	7,809,738		$	5,369,669
Remittance Processing	8,992		8,992		34,646			32,379
Wealth Management	11,694		11,694		32,077			28,351
Other	—		—		(15,821		)	(5,229		)

Totals	$	269,346	$	102,814	$	7,860,640		$	5,425,170

	Years ended December 31,
	2017			2016			2015
Net interest income:
Banking	$	208,184		$	156,374		$	112,712
Remittance Processing	60			55			53
Wealth Management	321			266			272
Other	(5,199		)	(2,035		)	(1,222		)

Net interest income	$	203,366		$	154,660		$	111,815


Non-interest income:
Banking	$	47,524		$	41,816		$	30,933
Remittance Processing	12,137			11,554			11,332
Wealth Management	27,270			23,563			23,651
Other	(2,457		)	(1,764		)	(1,124		)

Total non-interest income	$	84,474		$	75,169		$	64,792


Non-interest expense:
Banking	$	139,521		$	117,293		$	86,672
Remittance Processing	8,704			8,668			8,526
Wealth Management	17,079			16,484			16,003
Other	9,122			5,417			4,104

Total non-interest expense	$	174,426		$	147,862		$	115,305


Income before income taxes:
Banking	$	110,884		$	75,347		$	55,374
Remittance Processing	3,493			2,941			2,859
Wealth Management	10,512			7,345			7,921
Other	(16,778		)	(9,216		)	(6,452		)

Income before income taxes	$	108,111		$	76,417		$	59,702


Net income:
Banking	$	65,704		$	48,691		$	36,026
Remittance Processing	2,007			1,758			1,709
Wealth Management	6,229			4,388			4,721
Other	(11,214		)	(5,143		)	(3,450		)

Net income	$	62,726		$	49,694		$	39,006

Parent Company Only Financial Information

12 Months Ended

Dec. 31, 2017

Parent Company Only Financial Information

Parent Company Only Financial Information

Note 24. Parent Company Only Financial Information

Condensed financial data for First Busey Corporation is presented below (dollars in thousands).

BALANCE SHEETS

	December 31,
	2017		2016
ASSETS

Cash and due from subsidiary banks	$	54,946	$	27,507
Securities available for sale, at fair value	836		—
Investments in subsidiaries:
Banks	1,012,396		602,197
Non-bank	26,319		25,017
Premises and equipment, net	41		301
Other assets	23,692		17,173

Total assets	$	1,118,230	$	672,195


LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities:
Senior notes, net of unamortized issuance costs	$	39,404	$	—
Subordinated notes, net of unamortized issuance costs	64,715		—
Junior subordinated debentures owed to unconsolidated trusts	71,008		70,868
Other liabilities	8,100		7,013

Total liabilities	183,227		77,881


Total stockholders’ equity	935,003		594,314

Total liabilities and stockholders’ equity	$	1,118,230	$	672,195

STATEMENTS OF INCOME

	Years Ended December 31,
	2017			2016		2015
Operating income:
Dividends from subsidiaries:
Pulaski Bank before bank merger	$	—		$	8,700	$	—
Non-bank	4,000			4,000		8,000
Interest and dividend income	264			—		—
Other income	6,890			5,664		5,633

Total operating income	11,154			18,364		13,633


Expense:
Salaries, wages and employee benefits	11,398			8,879		7,658
Interest expense	5,464			2,035		1,223
Operating expense	7,060			3,967		3,203

Total expense	23,922			14,881		12,084


(Loss) income before income tax benefit and distributions (in excess of) less than net income of subsidiaries	(12,768		)	3,483		1,549

Income tax benefit	5,553			4,073		3,001


(Loss) income before distributions less than (in excess of) net income of subsidiaries	(7,215		)	7,556		4,550

Distributions less than (in excess of) net income of subsidiaries:
Banks	68,635			41,980		37,878
Non-bank	1,306			158		(3,422		)


Net income	$	62,726		$	49,694	$	39,006

STATEMENTS OF CASH FLOWS

	Years Ended December 31,
	2017			2016			2015
Cash Flows from Operating Activities
Net income	$	62,726		$	49,694		$	39,006
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization	428			198			114
Distributions less than net income of subsidiaries	(69,940		)	(42,138		)	(34,456		)
Stock-based compensation	2,752			1,803			1,418
Changes in assets and liabilities:
(Increase) decrease in other assets	(1,105		)	1,057			(4,871		)
Decrease in other liabilities	(2,703		)	(3,690		)	(361		)

Net cash (used in) provided by operating Activities	(7,842		)	6,924			850


Cash Flows from Investing Activities
Proceeds from sales of securities classified available for sale	—			—			14
Net cash (outlay) received for business acquisition	(61,371		)	602			(33,759		)
Purchases of premises and equipment	—			(3		)	(2		)

Net cash (used in) provided by investing activities	(61,371		)	599			(33,747		)


Cash Flows from Financing Activities
Proceeds from charter amendment with subsidiary bank	40,000			30,000			60,000
Redemption of SBLF preferred stock	—			—			(72,664		)
Value of shares surrendered upon vesting to satisfy tax withholding obligations of stock based compensation	(1,414		)	(809		)	(269		)
Cash dividends paid	(30,707		)	(22,748		)	(18,619		)
Repayments of long-term debt	(9,800		)	—			—
Proceeds from issuance of long-term debt	98,312			—			—
Proceeds from stock options exercised	626			—			—
Common stock issuance costs	(365		)	(246		)	—
Cash payment for fractional shares related to Reverse Stock Split	—			—			(5		)
Purchase of treasury stock	—			—			(6,296		)

Net cash provided by (used in) financing activities	96,652			6,197			(37,853		)


Net increase (decrease) in cash and due from subsidiary banks	27,439			13,720			(70,750		)
Cash and cash equivalents, beginning of period	27,507			13,787			84,537


Cash and cash equivalents, ending of period	$	54,946		$	27,507		$	13,787

The entire disclosure for condensed financial information, including the financial position, cash flows, and the results of operations of the registrant (parent company) as of the same dates or for the same periods for which audited consolidated financial statements are being presented. Alternatively, the details of this disclosure can be reported by the specific parent company taxonomy elements, indicating the appropriate date and period contexts in an instance document.

Unaudited Interim Financial Data

Unaudited Interim Financial Data

12 Months Ended

Dec. 31, 2017

Unaudited Interim Financial Data

Note 25. Unaudited Interim Financial Data

The following table reflects summarized unaudited quarterly data for the periods described (dollars in thousands, except per share data):

	2017
	December 31		September 30		June 30		March 31

Total interest income	$	70,847	$	62,519	$	46,009	$	44,927
Total interest expense	7,801		6,578		3,643		2,914

Net interest income	63,046		55,941		42,366		42,013
Provision for loan losses	2,809		1,494		500		500
Total non-interest income	23,561		20,837		20,062		20,014
Total non-interest expense	53,100		46,939		36,768		37,619

Income before income taxes	30,698		28,345		25,160		23,908
Income taxes	18,405		9,561		8,681		8,738

Net income	$	12,293	$	18,784	$	16,479	$	15,170


Basic earnings per share	$	0.25	$	0.41	$	0.43	$	0.40
Diluted earnings per share	$	0.25	$	0.41	$	0.43	$	0.39

	2016
	December 31		September 30		June 30		March 31

Total interest income	$	47,639	$	47,188	$	40,538	$	29,524
Total interest expense	3,004		3,057		2,586		1,582
Net interest income	44,635		44,131		37,952		27,942
Provision for loan losses	1,500		1,950		1,100		1,000
Total non-interest income	19,001		20,745		18,577		16,846
Total non-interest expense	44,411		39,415		36,348		27,688
Income before income taxes	17,725		23,511		19,081		16,100
Income taxes	6,270		8,089		6,698		5,666
Net income	$	11,455	$	15,422	$	12,383	$	10,434

Basic earnings per share	$	0.30	$	0.40	$	0.35	$	0.36
Diluted earnings per share	$	0.30	$	0.40	$	0.35	$	0.36

Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2017

Significant Accounting Policies

Basis of consolidation

The Consolidated Financial Statements of the Company have been prepared in conformity with GAAP and conform to predominant practice within the banking industry.

Use of estimates

Comprehensive income (loss)

Servicing fee income is recorded for fees earned for servicing loans. The fees are based on a contractual percentage of the outstanding principal and are recorded as income when earned.

Portfolio loans

Purchased credit-impaired loans

Allowance for loan losses

Premises and equipment, net

Asset Description		Estimated Useful Life
Buildings and improvements		3 – 40 years
Furniture and equipment		3 – 10 years

Long-lived assets

Other real estate owned

Goodwill

Cash surrender value of bank-owned life insurance

The Company has purchased life insurance policies on certain executives and senior officers. Life insurance is recorded at its cash surrender value.

Transfers of financial assets

Income taxes

At December 31, 2017, the Company was not under examination by any tax authority.

Treasury Stock

Stock-based employee compensation

Segment disclosure

Business Combinations

Derivative Financial Instruments

Earnings per share

Earnings per common share, adjusted to reflect the Reverse Stock Split, have been computed as follows (dollars in thousands, except per share data):

	For the Years Ended December 31,
	2017		2016		2015
Net income available to common stockholders	$	62,726	$	49,694	$	38,306
Shares:
Weighted average common shares outstanding	42,685		35,081		28,928
Dilutive effect of outstanding options, warrants and restricted stock units as determined by the application of the treasury stock method	441		332		175


Weighted average common shares outstanding, as adjusted for diluted earnings per share calculation	43,126		35,413		29,103


Basic earnings per common share	$	1.47	$	1.42	$	1.32


Diluted earnings per common share	$	1.45	$	1.40	$	1.32

Reclassifications

Subsequent events

Impact of new financial accounting standards

Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2017

Significant Accounting Policies

Schedule of estimated useful lives for premises and equipment

Asset Description		Estimated Useful Life
Buildings and improvements		3 – 40 years
Furniture and equipment		3 – 10 years

Schedule of net income per share calculations for basic and diluted methods

Earnings per common share, adjusted to reflect the Reverse Stock Split, have been computed as follows (dollars in thousands, except per share data):

	For the Years Ended December 31,
	2017		2016		2015
Net income available to common stockholders	$	62,726	$	49,694	$	38,306
Shares:
Weighted average common shares outstanding	42,685		35,081		28,928
Dilutive effect of outstanding options, warrants and restricted stock units as determined by the application of the treasury stock method	441		332		175


Weighted average common shares outstanding, as adjusted for diluted earnings per share calculation	43,126		35,413		29,103


Basic earnings per common share	$	1.47	$	1.42	$	1.32


Diluted earnings per common share	$	1.45	$	1.40	$	1.32

Acquisitions (Tables)

12 Months Ended

Dec. 31, 2017

Pulaski

Schedule of assets acquired and liabilities assumed and their initial fair value estimates

The following table presents the assets acquired and liabilities assumed of Pulaski as of April 30, 2016 and their fair value estimates (dollars in thousands):

	As Recorded by Pulaski (Unaudited)		Fair Value Adjustments			As Recorded by First Busey
Assets acquired:
Cash and cash equivalents	$	25,580	$	—		$	25,580
Securities	47,895		105		(a)	48,000
Loans held for sale	184,856		—			184,856
Portfolio loans	1,243,913		(14,452		)(b)	1,229,461
Premises and equipment	17,236		(667		)(c)	16,569
OREO	5,022		(2,534		)(d)	2,488
Goodwill	3,939		(3,939		)(e)	—
Other intangible assets	—		15,468		(f)	15,468
Other assets	70,365		(122		)(g)	70,243

Total assets acquired	1,598,806		(6,141		)	1,592,665


Liabilities assumed:
Deposits	1,226,906		1,102		(h)	1,228,008
Other borrowings	205,840		906		(i)	206,746
Trust preferred securities	19,589		(3,805		)(j)	15,784
Other liabilities	24,594		(612		)(k)	23,982

Total liabilities assumed	1,476,929		(2,409		)	1,474,520


Net assets acquired	$	121,877	$	(3,732	)	$	118,145


Consideration paid:
Cash						$	5
Common stock						192,990
Fair value of stock options assumed						2,454

Total consideration paid						195,449


Goodwill						$	77,304

Explanation:

(a)	Fair value adjustments of the securities portfolio as of the acquisition date.
(b)	Fair value adjustments based on the Company’s evaluation of the acquired loan portfolio and write-off of net deferred loan costs. In addition, the allowance for loan losses recorded by Pulaski was eliminated, but is not reflected in the table. $16.9 million is expected to be accreted over the estimated four year remaining life of the respective loans in a manner that approximates the level yield method.
(c)	Fair value adjustments based on the Company’s evaluation of the acquired premises and equipment. The reduction in depreciation expense will be recorded using the straight-line method over the estimated useful life associated with each type of premises and equipment adjusted.
(d)	Fair value adjustment based on the Company’s evaluation of the acquired OREO portfolio.
(e)	Eliminate Pulaski’s existing goodwill.
(f)	Recording of the core deposit intangible asset on the acquired core deposit accounts. Amount to be amortized using a sum of years digits method over a 14 year useful life.
(g)	Fair value adjustment of other assets at the acquisition date.
(h)	Fair value adjustment to time deposits. Amount to be amortized over two years in a manner that approximates the level yield method.
(i)	Fair value adjustment to the FHLB borrowings. Such borrowings were repaid shortly after the acquisition date, so there was no premium amortization.
(j)	Fair value adjustment to the trust preferred securities at the acquisition date. Amount to be accreted over the weighted average remaining life of 18 years in a manner that approximates the level yield method.
(k)	Fair value adjustment of other liabilities at the acquisition date.

Schedule of unaudited pro forma results of operations for the acquisition

Only the acquisition related expenses that had been recognized are included in net income in the table below (dollars in thousands):

	Pro Forma
	Twelve Months Ended
	December 31, 2016
Total revenues (net interest income plus non-interest income)	$	245,861
Net income	46,276
Diluted earnings per common share	1.20

First Community

Schedule of assets acquired and liabilities assumed and their initial fair value estimates

The following table presents the First Community assets acquired and liabilities assumed as of July 2, 2017 and their fair value estimates (dollars in thousands):

	As Recorded by First Community (Unaudited)		Fair Value Adjustments			As Recorded by First Busey
Assets acquired:
Cash and cash equivalents	$	60,686	$	—		$	60,686
Securities	166,046		(203		)(a)	165,843
Loans held for sale	905		—			905
Portfolio loans	1,103,987		(7,404		)(b)	1,096,583
Premises and equipment	21,682		(3,588		)(c)	18,094
OREO	915		(193		)(d)	722
Other intangible assets	701		13,278		(e)	13,979
Other assets	41,644		111		(f)	41,755

Total assets acquired	1,396,566		2,001			1,398,567


Liabilities assumed:
Deposits	1,134,584		(229		)(g)	1,134,355
Other borrowings	125,471		280		(h)	125,751
Other liabilities	11,503		359		(i)	11,862

Total liabilities assumed	1,271,558		410			1,271,968


Net assets acquired	$	125,008	$	1,591		$	126,599


Consideration paid:
Cash						$	24,557
Cash payout of options and restricted stock units						6,182
Common stock						211,120
Fair value of stock options assumed						722

Total consideration paid						242,581


Goodwill						$	115,982

Explanation:

(a)	Fair value adjustments of the securities portfolio as of the acquisition date.
(b)	Fair value adjustments based on the Company’s evaluation of the acquired loan portfolio and write-off of net deferred loan costs. In addition, the allowance for loan losses recorded by First Community was eliminated, but is not reflected in the table. $15.0 million is expected to be accreted over the estimated four year remaining life of the respective loans in a manner that approximates the level yield method.
(c)	Fair value adjustments based on the Company’s evaluation of the acquired premises and equipment. The reduction in depreciation expense will be recorded using the straight-line method over the estimated useful life associated with each type of premises and equipment adjusted.
(d)	Fair value adjustment based on the Company’s evaluation of the acquired OREO portfolio.
(e)	Elimination of First Community’s existing core deposit intangible asset and recording of the core deposit intangible asset on the acquired core deposit accounts. Amount to be amortized using a sum of years digits method over a 14 year useful life.
(f)	Fair value adjustment of other assets at the acquisition date.
(g)	Fair value adjustment to time deposits. Amount to be accreted over two years in a manner that approximates the level yield method.
(h)	Fair value adjustment to borrowings. Amount to be amortized over the 15 month remaining life of debt in a manner that approximates the level yield method.
(i)	Fair value adjustment of other liabilities at the acquisition date.

Schedule of unaudited pro forma results of operations for the acquisition

Only the merger related expenses that have been recognized are included in net income in the table below (dollars in thousands):

	Pro Forma
	Twelve Months Ended December 31,
	2017		2016
Total revenues (net interest income plus non-interest income)	$	316,417	$	293,190
Net income	67,413		59,326
Diluted earnings per common share	1.47		1.29

Mid Illinois Bancorp, Inc.

Schedule of assets acquired and liabilities assumed and their initial fair value estimates

The following table presents the Mid Illinois assets acquired and liabilities assumed as of October 1, 2017 and their fair value estimates (dollars in thousands):

	As Recorded by Mid Illinois (unaudited)		Fair Value Adjustments			As Recorded by First Busey
Assets acquired:
Cash and cash equivalents	$	39,444	$	(1	)(a)	$	39,443
Securities	208,247		(244		)(b)	208,003
Loans held for sale	5,031		—			5,031
Portfolio loans	364,939		(8,288		)(c)	356,651
Premises and equipment	11,061		5,490		(d)	16,551
Goodwill	423		(423		)(e)	—
Other intangible assets	—		11,531		(f)	11,531
Other assets	33,239		(5,336		)(g)	27,903

Total assets acquired	662,384		2,729			665,113


Liabilities assumed:
Deposits	505,586		331		(h)	505,917
Other borrowings	61,040		—			61,040
Other liabilities	10,017		480		(i)	10,497

Total liabilities assumed	576,643		811			577,454


Net assets acquired	$	85,741	$	1,918		$	87,659


Consideration paid:
Cash						$	40,507
Common stock						97,702

Total consideration paid						138,209


Goodwill						$	50,550

Explanation:

(a)	Fair value adjustments of cash and cash equivalents as of the acquisition date.
(b)	Fair value adjustments of the securities portfolio as of the acquisition date.
(c)	Fair value adjustments based on the Company’s evaluation of the acquired loan portfolio and write-off of net deferred loan fees and costs. In addition, the allowance for loan losses recorded by Mid Illinois was eliminated, but is not reflected in the table. $5.5 million is expected to be accreted over the estimated four year remaining life of the respective loans in a manner that approximates the level yield method.
(d)	Fair value adjustments based on the Company’s evaluation of the acquired premises and equipment. The increase in depreciation expense will be recorded using the straight-line method over the estimated useful life associated with each type of premises and equipment adjusted.
(e)	Eliminate Mid Illinois’s existing goodwill.
(f)	Recording of the core deposit intangible asset on the acquired core deposit accounts of $10.6 million. Amount to be amortized using a sum of years digits method over a 12 year useful life. Recording of the customer list intangible asset of $0.9 million. Amount to be amortized using a sum of years digits method over an 8 year useful life.
(g)	Fair value adjustment of other assets at the acquisition date.
(h)	Fair value adjustment to time deposits. Amount to be amortized over two years in a manner that approximates the level yield method.
(i)	Fair value adjustment of other liabilities at the acquisition date.

Securities (Tables)

12 Months Ended

Dec. 31, 2017

Schedule of amortized cost, unrealized gains and losses and fair values of securities classified available for sale and held to maturity

The amortized cost, unrealized gains and losses and fair values of securities are summarized as follows (dollars in thousands):

			Gross		Gross
	Amortized		Unrealized		Unrealized			Fair
	Cost		Gains		Losses			Value
December 31, 2017:
Available for sale
U.S. Treasury securities	$	60,829	$	7	$	(488	)	$	60,348
Obligations of U.S. government corporations and agencies	104,807		1		(1,143		)	103,665
Obligations of states and political Subdivisions	280,216		1,160		(1,177		)	280,199
Residential mortgage-backed securities	400,661		612		(3,837		)	397,436
Corporate debt securities	30,946		132		(44		)	31,034

Total debt securities	877,459		1,912		(6,689		)	872,682
Mutual funds and other equity securities	5,378		—		—			5,378

Total	$	882,837	$	1,912	$	(6,689	)	$	878,060


Held to maturity
Obligations of states and political Subdivisions	$	41,300	$	228	$	(64	)	$	41,464
Commercial mortgage-backed securities	60,474		41		(297		)	60,218
Residential mortgage-backed securities	341,776		25		(2,431		)	339,370

Total	$	443,550	$	294	$	(2,792	)	$	441,052

			Gross		Gross
	Amortized		Unrealized		Unrealized			Fair
	Cost		Gains		Losses			Value
December 31, 2016:
Available for sale
U.S. Treasury securities	$	74,784	$	185	$	(25	)	$	74,944
Obligations of U.S. government corporations and agencies	79,577		46		(496		)	79,127
Obligations of states and political Subdivisions	154,438		1,093		(593		)	154,938
Residential mortgage-backed securities	303,641		1,390		(2,782		)	302,249
Corporate debt securities	142,836		630		(123		)	143,343

Total debt securities	755,276		3,344		(4,019		)	754,601
Mutual funds and other equity securities	4,475		735		—			5,210

Total	$	759,751	$	4,079	$	(4,019	)	$	759,811


Held to maturity
Obligations of states and political Subdivisions	$	44,333	$	122	$	(160	)	$	44,295
Commercial mortgage-backed securities	3,487		23		(122		)	3,388

Total	$	47,820	$	145	$	(282	)	$	47,683

Schedule of amortized cost and fair value of debt securities available for sale and held to maturity by contractual maturity

All mortgage-backed securities were issued by U.S. government agencies and corporations (dollars in thousands).

	Available for sale				Held to maturity
	Amortized		Fair		Amortized		Fair
	Cost		Value		Cost		Value
Due in one year or less	$	80,769	$	80,685	$	4,418	$	4,410
Due after one year through five years	256,441		254,548		61,673		61,501
Due after five years through ten years	179,392		179,542		33,799		33,882
Due after ten years	360,857		357,907		343,660		341,259

Total	$	877,459	$	872,682	$	443,550	$	441,052

Schedule of realized gains and losses related to sales of securities available for sale

Realized gains and losses related to sales of securities available for sale are summarized as follows (dollars in thousands):

	For the Years Ended December 31,
	2017			2016			2015
Gross security gains	$	1,259		$	1,383		$	401
Gross security (losses)	(116		)	(151		)	(21		)


Net security gains	$	1,143		$	1,232		$	380

Schedule of securities with gross unrealized losses aggregated by investment category and length of time that individual securities have been in continuous loss position

	Continuous unrealized losses existing for less than 12 months, gross					Continuous unrealized losses existing for greater than 12 months, gross					Total, gross
	Fair		Unrealized			Fair		Unrealized			Fair		Unrealized
	Value		Losses			Value		Losses			Value		Losses
December 31, 2017:
Available for sale
U.S. Treasury securities	$	59,773	$	(488	)	$	—	$	—		$	59,773	$	(488	)
Obligations of U.S. government corporations and agencies	78,610		(636		)	24,831		(507		)	103,441		(1,143		)
Obligations of states and political subdivisions	162,213		(1,027		)	12,045		(150		)	174,258		(1,177		)
Residential mortgage-backed securities	223,261		(1,428		)	90,930		(2,409		)	314,191		(3,837		)
Corporate debt securities	16,176		(44		)	—		—			16,176		(44		)

Total temporarily impaired securities	$	540,033	$	(3,623	)	$	127,806	$	(3,066	)	$	667,839	$	(6,689	)


Held to maturity
Obligations of states and political subdivisions	$	17,939	$	(64	)	$	—	$	—		$	17,939	$	(64	)
Commercial mortgage-backed securities	44,514		(214		)	2,374		(83		)	46,888		(297		)
Residential mortgage-backed securities	277,826		(2,431		)	—		—			277,826		(2,431		)

Total temporarily impaired securities	$	340,279	$	(2,709	)	$	2,374	$	(83	)	$	342,653	$	(2,792	)

	Continuous unrealized losses existing for less than 12 months, gross					Continuous unrealized losses existing for greater than 12 months, gross					Total, gross
	Fair		Unrealized			Fair		Unrealized			Fair		Unrealized
	Value		Losses			Value		Losses			Value		Losses
December 31, 2016:
Available for sale
U.S. Treasury securities	$	9,997	$	(25	)	$	—	$	—		$	9,997	$	(25	)
Obligations of U.S. government corporations and agencies	46,209		(496		)	—		—			46,209		(496		)
Obligations of states and political subdivisions	64,832		(585		)	1,154		(8		)	65,986		(593		)
Residential mortgage-backed securities	168,898		(2,782		)	—		—			168,898		(2,782		)
Corporate debt securities	32,749		(123		)	—		—			32,749		(123		)

Total temporarily impaired securities	$	322,685	$	(4,011	)	$	1,154	$	(8	)	$	323,839	$	(4,019	)


Held to maturity
Obligations of states and political subdivisions	$	24,558	$	(160	)	$	—	$	—		$	24,558	$	(160	)
Commercial mortgage-backed securities	2,385		(122		)	—		—			2,385		(122		)

Total temporarily impaired securities	$	26,943	$	(282	)	$	—	$	—		$	26,943	$	(282	)

General obligation bonds

Summary of amortized cost and fair values of the Company's portfolio of municipal bonds by issuer state

December 31, 2017:

						Average Exposure
	Number of	Amortized		Fair		Per Issuer
U.S. State	Issuers	Cost		Value		(Fair Value)
Illinois	97	$	95,340	$	95,344	$	983
Wisconsin	41	27,852		27,809		678
Texas	46	27,485		27,514		598
Michigan	34	19,641		19,849		584
Ohio	20	15,172		15,162		758
Pennsylvania	18	12,189		12,174		676
New Jersey	15	7,755		7,760		517
Missouri	10	5,759		5,747		575
Minnesota	8	5,657		5,667		708
Other	92	54,649		54,633		594

Total general obligations bonds	381	$	271,499	$	271,659	$	713

December 31, 2016:

						Average Exposure
	Number of	Amortized		Fair		Per Issuer
U.S. State	Issuers	Cost		Value		(Fair Value)
Illinois	70	$	59,120	$	59,182	$	845
Wisconsin	31	21,390		21,479		693
Texas	16	10,731		10,702		669
Michigan	38	23,233		23,472		618
Ohio	10	11,009		11,005		1,100
Pennsylvania	10	10,242		10,235		1,023
Iowa	3	5,332		5,345		1,782
Other	43	22,028		22,192		516

Total general obligations bonds	221	$	163,085	$	163,612	$	740

Revenue bonds

Summary of amortized cost and fair values of the Company's portfolio of municipal bonds by issuer state

December 31, 2017:

						Average Exposure
	Number of	Amortized		Fair		Per Issuer
U.S. State	Issuers	Cost		Value		(Fair Value)
Indiana	14	$	12,001	$	12,054	$	861
Missouri	6	7,376		7,336		1,223
Illinois	7	6,477		6,456		922
Other	38	24,163		24,158		636

Total revenue bonds	65	$	50,017	$	50,004	$	769

December 31, 2016:

						Average Exposure
	Number of	Amortized		Fair		Per Issuer
U.S. State	Issuers	Cost		Value		(Fair Value)
Indiana	10	$	11,207	$	11,244	$	1,124
Illinois	7	7,321		7,275		1,039
Other	22	17,158		17,102		777

Total revenue bonds	39	$	35,686	$	35,621	$	913

Loans held for sale (Tables)

12 Months Ended

Dec. 31, 2017

Loans held for sale

Summary of mortgage revenue

The following is a summary of mortgage revenue (dollars in thousands):

	December 31,
	2017			2016
Premiums received on sales of mortgage loans, including fair value adjustments	$	42,598		$	43,119
Less direct origination costs	(33,363		)	(32,793		)
Less provisions to liability for loans sold	(225		)	(175		)
Mortgage servicing revenues	2,130			1,801

Mortgage revenue	$	11,140		$	11,952

Mortgage Loan Servicing (Tables)

12 Months Ended

Dec. 31, 2017

Mortgage Loan Servicing

Summary of mortgage servicing rights capitalized, acquired and amortized

The following summarizes mortgage servicing rights capitalized, acquired and amortized (dollars in thousands):

	For the Years Ended December 31,
	2017		2016		2015

Mortgage servicing rights capitalized	$	1,366	$	1,488	$	1,361

Mortgage servicing rights acquired	$	751	$	—	$	369

Mortgage servicing rights amortized	$	1,584	$	1,921	$	2,146

Portfolio loans (Tables)

12 Months Ended

Dec. 31, 2017

Portfolio loans

Schedule of distributions of loans

Distributions of portfolio loans were as follows (dollars in thousands):

	December 31, 2017		December 31, 2016
Commercial	$	1,414,631	$	959,888
Commercial real estate	2,354,684		1,654,164
Real estate construction	261,506		182,078
Retail real estate	1,460,801		1,069,060
Retail other	27,878		13,710

Portfolio loans	$	5,519,500	$	3,878,900

Less allowance for loan losses	53,582		47,795

Net portfolio loans	$	5,465,918	$	3,831,105

Summary of risk grades segregated by category of portfolio loans (excluding loans held for sale, accretable purchase accounting adjustments, and non-posted clearings)

The following table is a summary of risk grades segregated by category of portfolio loans (excluding accretable purchase accounting adjustments and non-posted and clearings) (dollars in thousands):

	December 31, 2017
	Pass		Watch		Special Mention		Substandard		Doubtful
Commercial	$	1,175,421	$	141,776	$	51,366	$	43,933	$	5,285
Commercial real estate	2,169,420		130,056		21,151		36,482		11,997
Real estate construction	212,952		41,292		3,880		3,071		608
Retail real estate	1,436,156		6,883		5,162		4,135		6,714
Retail other	28,300		9		—		7		20

Total	$	5,022,249	$	320,016	$	81,559	$	87,628	$	24,624

	December 31, 2016
	Pass		Watch		Special Mention		Substandard		Doubtful
Commercial	$	826,163	$	70,260	$	26,951	$	26,941	$	11,685
Commercial real estate	1,507,513		69,145		40,775		35,385		5,154
Real estate construction	134,574		39,936		8,033		994		47
Retail real estate	1,050,671		6,586		2,793		2,158		4,484
Retail other	13,691		27		2		—		53

Total	$	3,532,612	$	185,954	$	78,554	$	65,478	$	21,423

Schedule of analysis of portfolio loans that are past due and still accruing or on a non-accrual status

An analysis of portfolio loans that are past due and still accruing or on a non-accrual status is as follows (dollars in thousands):

	December 31, 2017
	Loans past due, still accruing
	30-59 Days		60-89 Days		90+Days		Non-accrual Loans
Commercial	$	1,615	$	323	$	1,808	$	5,285
Commercial real estate	1,856		2,737		—		11,997
Real estate construction	—		—		—		608
Retail real estate	4,840		1,355		933		6,714
Retail other	166		5		—		20

Total	$	8,477	$	4,420	$	2,741	$	24,624

	December 31, 2016
	Loans past due, still accruing
	30-59 Days		60-89 Days		90+Days		Non-accrual Loans
Commercial	$	165	$	363	$	37	$	11,685
Commercial real estate	478		256		—		5,154
Real estate construction	—		—		—		47
Retail real estate	2,394		364		94		4,484
Retail other	55		15		—		53
Total	$	3,092	$	998	$	131	$	21,423

Summary of restructured loans

A summary of restructured loans as of December 31, 2017 and 2016 is as follows (dollars in thousands):

	December 31, 2017		December 31, 2016
In compliance with modified terms	$	9,873	$	10,593
30 – 89 days past due	108		59
Included in non-performing loans	1,919		1,285

Total	$	11,900	$	11,937

Schedule of details of impaired loans, segregated by category

The average recorded investment is calculated using the most recent four quarters (dollars in thousands).

	December 31, 2017
	Unpaid Contractual Principal Balance		Recorded Investment with No Allowance		Recorded Investment with Allowance		Total Recorded Investment		Related Allowance		Average Recorded Investment
Commercial	$	10,604	$	7,192	$	191	$	7,383	$	138	$	10,184
Commercial real estate	22,218		16,472		1,964		18,436		704		15,195
Real estate construction	1,040		1,016		—		1,016		—		692
Retail real estate	18,517		14,957		25		14,982		25		13,009
Retail other	40		20		—		20		—		44

Total	$	52,419	$	39,657	$	2,180	$	41,837	$	867	$	39,124

	December 31, 2016
	Unpaid Contractual Principal Balance		Recorded Investment with No Allowance		Recorded Investment with Allowance		Total Recorded Investment		Related Allowance		Average Recorded Investment
Commercial	$	16,955	$	8,060	$	3,835	$	11,895	$	1,535	$	10,127
Commercial real estate	12,922		9,036		3,118		12,154		1,778		8,939
Real estate construction	518		483		11		494		11		793
Retail real estate	13,112		11,733		385		12,118		140		13,102
Retail other	139		53		3		56		3		171

Total	$	43,646	$	29,365	$	7,352	$	36,717	$	3,467	$	33,132

Schedule of changes in the allowance for loan losses

Changes in the allowance for loan losses were as follows (dollars in thousands):

	Years Ended December 31,
	2017			2016			2015

Balance, beginning of year	$	47,795		$	47,487		$	47,453
Provision for loan losses	5,303			5,550			1,600
Loan balances charged-off	(6,239		)	(9,656		)	(4,694		)
Recoveries applicable to loan balances previously charged-off	6,723			4,414			3,128


Balance, end of year	$	53,582		$	47,795		$	47,487

Schedule of activity on the allowance for loan losses

	Year Ended December 31, 2017
	Commercial			Commercial Real Estate			Real Estate Construction			Retail Real Estate			Retail Other			Total
Beginning balance	$	13,303		$	20,623		$	1,870		$	11,648		$	351		$	47,795
Provision for loan losses	(1,091		)	2,439			581			3,263			111			5,303
Charged-off	(994		)	(1,965		)	(48		)	(2,691		)	(541		)	(6,239		)
Recoveries	3,561			716			458			1,563			425			6,723

Ending Balance	$	14,779		$	21,813		$	2,861		$	13,783		$	346		$	53,582

	Year Ended December 31, 2016
	Commercial			Commercial Real Estate			Real Estate Construction			Retail Real Estate			Retail Other			Total
Beginning balance	$	13,115		$	18,604		$	1,763		$	13,714		$	291		$	47,487
Provision for loan losses	5,520			2,366			(310		)	(2,277		)	251			5,550
Charged-off	(6,598		)	(470		)	(24		)	(2,106		)	(458		)	(9,656		)
Recoveries	1,266			123			441			2,317			267			4,414

Ending Balance	$	13,303		$	20,623		$	1,870		$	11,648		$	351		$	47,795

	Year Ended December 31, 2015
	Commercial			Commercial Real Estate			Real Estate Construction			Retail Real Estate			Retail Other			Total
Beginning balance	$	10,041		$	20,639		$	2,795		$	13,662		$	316		$	47,453
Provision for loan losses	4,016			(2,064		)	(1,316		)	857			107			1,600
Charged-off	(1,333		)	(1,462		)	—			(1,534		)	(365		)	(4,694		)
Recoveries	391			1,491			284			729			233			3,128

Ending Balance	$	13,115		$	18,604		$	1,763		$	13,714		$	291		$	47,487

Schedule of allowance for loan losses and recorded investments in portfolio loans, by category

The following table presents the allowance for loan losses and recorded investments in portfolio loans by category (dollars in thousands):

	As of December 31, 2017
	Commercial		Commercial Real Estate		Real Estate Construction		Retail Real Estate		Retail Other		Total
Amount allocated to:
Loans individually evaluated for impairment	$	138	$	704	$	—	$	25	$	—	$	867
Loans collectively evaluated for impairment	14,641		21,109		2,861		13,758		346		52,715

Ending Balance	$	14,779	$	21,813	$	2,861	$	13,783	$	346	$	53,582


Loans:
Loans individually evaluated for impairment	$	6,572	$	11,491	$	435	$	12,673	$	20	$	31,191
Loans collectively evaluated for impairment	1,407,248		2,336,248		260,490		1,445,819		27,858		5,477,663
PCI loans evaluated for impairment	811		6,945		581		2,309		—		10,646

Ending Balance	$	1,414,631	$	2,354,684	$	261,506	$	1,460,801	$	27,878	$	5,519,500

	As of December 31, 2016
	Commercial		Commercial Real Estate		Real Estate Construction		Retail Real Estate		Retail Other		Total
Amount allocated to:
Loans individually evaluated for impairment	$	1,535	$	1,778	$	11	$	140	$	3	$	3,467
Loans collectively evaluated for impairment	11,786		18,845		1,859		11,508		348		44,328

Ending Balance	$	13,303	$	20,623	$	1,870	$	11,648	$	351	$	47,795


Loans:
Loans individually evaluated for impairment	$	11,834	$	11,147	$	494	$	11,644	$	56	$	35,175
Loans collectively evaluated for impairment	947,993		1,642,010		181,584		1,056,942		13,654		3,842,183
PCI loans evaluated for impairment	61		1,007		—		474		—		1,542

Ending Balance	$	959,888	$	1,654,164	$	182,078	$	1,069,060	$	13,710	$	3,878,900

OREO (Tables)

12 Months Ended

Dec. 31, 2017

OREO

Summary of activities relating to OREO

The following table summarizes activity related to OREO (dollars in thousands):

	Year Ended December 31, 2017			Year Ended December 31, 2016
OREO:
Beginning balance	$	2,518		$	783
Additions, transfers from loans	1,417			2,775
Additions, fair value from Pulaski acquisition	—			2,488
Additions, fair value from First Community acquisition	722			—
Additions, fair value from Mid Illinois acquisition	60			—
Proceeds from sales of OREO	(5,024		)	(4,498		)
Gain on sales of OREO	1,632			999
Valuation allowance for OREO	(42		)	(29		)

Ending balance	$	1,283		$	2,518

Premises and Equipment, net (Tables)

12 Months Ended

Dec. 31, 2017

Premises and Equipment, net

Summary of premises and equipment, net

Premises and equipment, net are summarized as follows (dollars in thousands):

	December 31,
	2017		2016
Land and improvements	$	36,249	$	26,484
Buildings and improvements	104,656		73,484
Furniture and equipment	42,323		37,543

	183,228		137,511
Less accumulated depreciation	66,315		59,650

Total premises and equipment, net	$	116,913	$	77,861

Goodwill and Other Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2017

Goodwill and Other Intangible Assets

Schedule of carrying amount of goodwill by operating segment

The carrying amount of goodwill by operating segment, at December 31, 2017 and 2016 is as follows (dollars in thousands):

	Balance at		Balance at
	December 31, 2017		December 31, 2016
Goodwill:
Banking	$	248,660	$	82,128
Remittance Processing	8,992		8,992
Wealth Management	11,694		11,694

Total goodwill	$	269,346	$	102,814

Schedule of other intangible asset disclosures

Other intangible asset disclosures are as follows (dollars in thousands):

	Balance at December 31, 2017		2017 Amortization		Balance at December 31, 2016		2016 Amortization
Amortized intangible assets:
Core deposit intangible assets	$	37,371	$	4,529	$	17,338	$	3,361
Customer relationship intangible assets	1,356		716		1,124		1,077

	$	38,727	$	5,245	$	18,462	$	4,438

Schedule of carrying amount of amortized intangible assets

	Core deposit intangible		Customer relationship intangible
As of December 31, 2017:
Gross carrying amount	$	63,029	$	13,168
Accumulated amortization	25,658		11,812

	$	37,371	$	1,356


Estimated amortization expense on balance at December 31, 2017:
2018	$	5,535	$	319
2019	5,108		276
2020	4,680		234
2021	4,251		191
2022	3,820		148
Thereafter	13,977		188

	$	37,371	$	1,356

Deposits (Tables)

12 Months Ended

Dec. 31, 2017

Deposits

Schedule of composition of deposits

The composition of deposits is as follows (dollars in thousands):

	December 31, 2017		December 31, 2016
Demand deposits, noninterest-bearing	$	1,597,421	$	1,134,133
Interest-bearing transaction deposit	1,166,170		1,032,928
Saving deposits and money market deposits	2,026,212		1,421,037
Time deposits	1,336,162		786,200

Total	$	6,125,965	$	4,374,298

Schedule of maturities of time deposits

As of December 31, 2017, the scheduled maturities of time deposits are as follows (dollars in thousands):

2018	$	915,514
2019	271,023
2020	63,931
2021	37,949
2022	47,734
Thereafter	11

	$	1,336,162

Borrowings (Tables)

12 Months Ended

Dec. 31, 2017

Borrowings

Schedule of distribution of securities sold under agreements to repurchase and short-term borrowings and weighted average interest rates

The following table sets forth the distribution of securities sold under agreements to repurchase and short-term borrowings and weighted average interest rates (dollars in thousands):

	December 31, 2017			December 31, 2016
Securities sold under agreements to repurchase
Balance at end of period	$	304,566		$	189,157
Weighted average interest rate at end of period	0.57		%	0.30		%
Maximum outstanding at any month end in year-to-date period	$	304,566		$	216,293
Average daily balance for the year-to-date period	$	213,527		$	181,474
Weighted average interest rate during period(1)	0.46		%	0.22		%

Short-term borrowings, FHLB advances
Balance at end of period	$	220,000		$	75,000
Weighted average interest rate at end of period	1.42		%	0.63		%
Maximum outstanding at any month end in year-to-date period	$	234,600		$	236,700
Average daily balance for the year-to-date period	$	84,201		$	96,698
Weighted average interest rate during period(1)	1.20		%	0.53		%

Short-term borrowings, revolving loan
Balance at end of period	$	—		$	—
Weighted average interest rate at end of period	—		%	—		%
Maximum outstanding at any month end in year-to-date period	$	—		$	10,000
Average daily balance for the year-to-date period	$	—		$	2,596
Weighted average interest rate during period(1) (2)	—		%	4.78		%

(1)

The weighted average interest rate is computed by dividing total interest for the period by the average daily balance outstanding.

(2)

Includes interest and non-usage fee.

Summary of long-term debt

Long-term debt is summarized as follows (dollars in thousands):

	December 31, 2017		December 31, 2016
Notes payable, FHLB, ranging in original maturity from nineteen months to ten years, collateralized by FHLB deposits, residential and commercial real estate loans and FHLB stock.	$	50,000	$	80,000

Schedule of capital adequacy requirements

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21475-112644

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=64930739&loc=d3e28878-108400

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21538-112644

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21506-112644

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=64930785&loc=d3e28541-108399

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=64930785&loc=d3e28551-108399

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21521-112644

+ Details

Capital (Tables)

12 Months Ended

Dec. 31, 2017

Capital

As of December 31, 2017, the Company and both of its subsidiary banks were in compliance with the current phase of the Basel III Rule and management believes that the Company and both of its subsidiary banks would meet all capital adequacy requirements under the Basel III Rule on a fully phased-in basis as if such requirements had been in effect (dollars in thousands).

					Minimum
	Actual				Capital Requirement with Capital Buffer				Minimum To Be Well Capitalized
	Amount		Ratio		Amount		Ratio		Amount		Ratio
As of December 31, 2017:

Total Capital (to Risk Weighted Assets)
Consolidated	$	837,183	14.15	%	$	547,265	9.25	%	$	591,638	10.00	%
Busey Bank	$	704,807	12.78	%	$	509,978	9.25	%	$	551,327	10.00	%
South Side Bank	$	84,914	22.61	%	$	34,744	9.25	%	$	37,561	10.00	%

Tier 1 Capital (to Risk Weighted Assets)
Consolidated	$	718,101	12.14	%	$	428,937	7.25	%	$	473,310	8.00	%
Busey Bank	$	651,432	11.82	%	$	399,713	7.25	%	$	441,062	8.00	%
South Side Bank	$	84,707	22.55	%	$	27,232	7.25	%	$	30,049	8.00	%

Common Equity Tier 1 Capital (to Risk Weighted Assets)
Consolidated	$	644,633	10.90	%	$	340,192	5.75	%	$	384,565	6.50	%
Busey Bank	$	651,432	11.82	%	$	317,013	5.75	%	$	358,363	6.50	%
South Side Bank	$	84,707	22.55	%	$	21,598	5.75	%	$	24,415	6.50	%

Tier 1 Capital (to Average Assets)
Consolidated	$	718,101	9.78	%	$	293,588	4.00	%	N/A		N/A
Busey Bank	$	651,432	9.80	%	$	265,847	4.00	%	$	332,309	5.00	%
South Side Bank	$	84,707	12.75	%	$	26,571	4.00	%	$	33,214	5.00	%

					Minimum
	Actual				Capital Requirement with Capital Buffer				Minimum To Be Well Capitalized
	Amount		Ratio		Amount		Ratio		Amount		Ratio
As of December 31, 2016:

Total Capital (to Risk Weighted Assets)
Consolidated	$	605,988	14.04	%	$	372,342	8.625	%	$	431,701	10.00	%
Busey Bank	$	550,813	12.86	%	$	369,363	8.625	%	$	428,247	10.00	%

Tier 1 Capital (to Risk Weighted Assets)
Consolidated	$	557,862	12.92	%	$	286,002	6.625	%	$	345,361	8.00	%
Busey Bank	$	502,687	11.74	%	$	283,714	6.625	%	$	342,598	8.00	%

Common Equity Tier 1 Capital (to Risk Weighted Assets)
Consolidated	$	484,246	11.22	%	$	221,247	5.125	%	$	280,606	6.50	%
Busey Bank	$	502,687	11.74	%	$	219,477	5.125	%	$	278,361	6.50	%

Tier 1 Capital (to Average Assets)
Consolidated	$	557,862	10.45	%	$	213,578	4.00	%	N/A		N/A
Busey Bank	$	502,687	9.45	%	$	212,766	4.00	%	$	265,957	5.00	%

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2017

Income Taxes

Schedule of the components of income taxes

The components of income taxes consist of (dollars in thousands):

	Years Ended December 31,
	2017		2016		2015
Current	$	31,285	$	16,271	$	17,839
Deferred	14,100		10,452		2,857


Total income tax expense	$	45,385	$	26,723	$	20,696

Schedule of the reconciliation of federal and state income taxes at statutory rates to the income taxes included in the statements of income

	Years Ended December 31,
	2017		2016		2015
	% of		% of		% of
	Pretax		Pretax		Pretax
	Income		Income		Loss
Income tax at statutory rate	35.0	%	35.0	%	35.0	%
Effect of:
TCJA	7.5	%	—	%	—	%
Tax-exempt interest, net	(2.1	)%	(2.4	)%	(2.3	)%
Stock incentive	(0.5	)%	—	%	—	%
State income taxes, net	4.0	%	4.3	%	4.2	%
Income on bank owned life insurance	(0.9	)%	(1.0	)%	(1.2	)%
Other, net	(1.0	)%	(0.9	)%	(1.0	)%

	42.0	%	35.0	%	34.7	%

Schedule of the deferred tax assets and liabilities

	2017			2016
Deferred tax assets:
Investment securities:
Unrealized losses on securities available for sale	$	1,362		$	—
Other, net	923			—
Allowance for loan losses	15,751			19,988
Stock-based compensation	1,869			2,396
Deferred compensation	2,455			2,748
Affordable housing partnerships and other investments	970			929
Purchase accounting adjustments	7,712			7,186
Accrued vacation	604			729
Employee costs	759			2,044
Other	413			1,097

	$	32,818		$	37,117

Deferred tax liabilities:
Investment securities:
Unrealized gains on securities available for sale	$	—		$	(24	)
Other, net	—			(639		)
Basis in premises and equipment	(1,909		)	(1,468		)
Affordable housing partnerships and other investments	(1,769		)	(2,110		)
Purchase accounting adjustments	(1,262		)	(2,242		)
Mortgage servicing assets	(1,120		)	(1,228		)
Basis in core deposit and customer intangible assets	(10,955		)	(7,377		)
Deferred loan origination costs	(1,168		)	(2,765		)

	$	(18,183	)	$	(17,853	)

Net operating loss carryforward, net of valuation allowance	2,661			960

Net deferred tax assets	$	17,296		$	20,224

Share-based Compensation (Tables)

12 Months Ended

Dec. 31, 2017

Share-based Compensation

Schedule of status and changes in stock option plans

	2017				2016				2015
			Weighted-				Weighted-				Weighted-
			Average				Average				Average
			Exercise				Exercise				Exercise
	Shares		Price		Shares		Price		Shares		Price

Outstanding at beginning of year	209,382		$	15.13	96,568		$	43.64	170,026		$	48.99
Converted options from Pulaski	—		—		309,700		13.29		—		—
Converted options from First Community	121,360		21.41		—		—		—		—
Exercised	(99,605	)	13.74		(145,774	)	15.09		—		—
Forfeited	(5,279	)	23.53		(394	)	13.87		(517	)	58.23
Expired	(12,430	)	52.40		(50,718	)	58.23		(72,941	)	55.99

Outstanding at end of year	213,428		$	16.97	209,382		$	15.13	96,568		$	43.64


Exercisable at end of year	167,144		$	15.16	209,382		$	15.13	96,568		$	43.64

Summary of stock options outstanding by range of exercise prices

The following table summarizes information about stock options outstanding at December 31, 2017:

		Options Outstanding						Options Exercisable
					Weighted-
			Weighted-		Average
Range of			Average		Remaining
Exercise			Exercise		Contractual	Intrinsic			Intrinsic
Prices		Number	Price		Life	Value		Number	Value

$	6.89-14.05	103,055	$	10.86	1.45			103,055
16.01-19.50		11,634	18.19		4.62			11,634
21.03-23.53		98,739	23.22		7.08			52,455

		213,428	$	16.97	4.23	$	2,581	167,144	$	2,284

Summary of the changes in stock awards (restricted stock units)

	2017				2016				2015
			Weighted-				Weighted-				Weighted-
			Average				Average				Average
			Grant Date				Grant Date				Grant Date
	Shares		Fair Value		Shares		Fair Value		Shares		Fair Value

Outstanding at beginning of year	552,610		$	18.45	424,930		$	17.10	394,624		$	15.67
Converted units from Pulaski	—		—		53,004		14.25		—		—
Granted	160,532		30.34		126,669		22.44		108,945		20.07
Dividend equivalents earned	13,479		30.14		14,935		21.09		13,089		19.31
Vested	(116,498	)	14.73		(54,913	)	14.61		(73,777	)	14.48
Forfeited	(22,360	)	19.20		(12,015	)	15.19		(17,951	)	16.21

Outstanding at end of year	587,763		$	22.68	552,610		$	18.45	424,930		$	17.10

Summary of the changes in the company's stock unit awards

	2017				2016				2015
			Weighted-				Weighted-				Weighted-
			Average				Average				Average
			Grant Date				Grant Date				Grant Date
	Shares		Fair Value		Shares		Fair Value		Shares		Fair Value

Non-vested at beginning of year	35,038		$	21.04	24,763		$	19.25	18,581		$	17.31
Granted	24,100		29.61		22,428		22.44		17,899		20.07
Dividend equivalents earned	2,426		30.22		2,576		21.20		1,872		19.40
Vested	(19,153	)	23.18		(14,729	)	20.18		(13,589	)	17.69

Non-vested at end of year	42,411		$	25.47	35,038		$	21.04	24,763		$	19.25

Outstanding at end of year	119,985		$	21.00	93,459		$	18.54	68,456		$	17.16

Transactions with Related Parties (Tables)

12 Months Ended

Dec. 31, 2017

Transactions with Related Parties

Schedule of the analysis of the changes in loans to related parties

The following is an analysis of the changes in loans to related parties during the year ended December 31, 2017 (dollars in thousands):

Balance at beginning of year	$	48,545
Addition due to change in relationship	5,933
New loans/advances	27,871
Repayments	(35,434		)

Balance at end of year	$	46,915

Outstanding Commitments and Contingent Liabilities (Tables)

12 Months Ended

Dec. 31, 2017

Outstanding Commitments and Contingent Liabilities

Schedule of contractual amount of exposure to off-balance-sheet risk

A summary of the contractual amount of the Company’s exposure to off-balance-sheet risk relating to the Company’s commitments to extend credit and standby letters of credit follows (dollars in thousands):

	December 31, 2017		December 31, 2016
Financial instruments whose contract amounts represent credit risk:
Commitments to extend credit	$	1,300,294	$	875,077
Standby letters of credit	37,231		20,145

Schedule of commitments before considering renewal options

Rent commitments before considering renewal options that generally are present, were as follows at December 31, 2017 (dollars in thousands):

2018	$	1,817
2019	1,503
2020	1,306
2021	825
2022	640
Thereafter	1,540

	$	7,631

Derivative Financial Instruments (Tables)

12 Months Ended

Dec. 31, 2017

Schedule of notional amount and fair values of open foreign currency forward contracts

The notional amount and fair values, denominated in U.S. dollars, of open foreign currency forward contracts were as follows (dollars in thousands):

	December 31, 2017		December 31, 2016
Notional amount	$	—	$	742
Fair value recorded in other liabilities	—		7

Interest rate lock commitments and forward sales commitments

Summary of fair values of derivative assets and liabilities recorded in consolidated balance sheet

	December 31, 2017		December 31, 2016
Fair value recorded in other assets	$	675	$	6,403
Fair value recorded in other liabilities	2,148		3,098

Summary of gross gains and losses on derivative assets and liabilities recorded in non-interest income and expense in consolidated statements of income

	December 31, 2017			December 31, 2016
Gross gains	$	14,724		$	25,270
Gross (losses)	(13,250		)	(24,783		)

Net gains	$	1,474		$	487

Interest rate swap

Summary of fair values of derivative assets and liabilities recorded in consolidated balance sheet

The fair values of derivative assets and liabilities related to interest rate swaps recorded in the Consolidated Balance Sheets are summarized as follows (dollars in thousands):

	December 31, 2017
Fair value recorded in other assets	$	262
Fair value recorded in other liabilities	262

Summary of gross gains and losses on derivative assets and liabilities recorded in non-interest income and expense in consolidated statements of income

	December 31, 2017
Gross gains	$	262
Gross losses	(262		)

Net gains (losses)	$	—

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2017

Fair Value Measurements

Schedule of financial assets and financial liabilities measured at fair value on a recurring basis

	Level 1		Level 2		Level 3		Total
	Inputs		Inputs		Inputs		Fair Value
December 31, 2017
Securities available for sale
U.S. Treasury securities	$	—	$	60,348	$	—	$	60,348
Obligations of U.S. government corporations and agencies	—		103,665		—		103,665
Obligations of states and political subdivisions	—		280,199		—		280,199
Residential mortgage-backed securities	—		397,436		—		397,436
Corporate debt securities	—		31,034		—		31,034
Mutual funds and other equity securities	5,378		—		—		5,378
Loans
Loans held for sale	—		94,848		—		94,848
Derivative assets
Derivative financial assets	—		937		—		937
Derivative liabilities
Derivative financial liabilities	—		2,410		—		2,410

	Level 1		Level 2		Level 3		Total
	Inputs		Inputs		Inputs		Fair Value
December 31, 2016
Securities available for sale
U.S. Treasury securities	$	—	$	74,944	$	—	$	74,944
Obligations of U.S. government corporations and agencies	—		79,127		—		79,127
Obligations of states and political subdivisions	—		154,938		—		154,938
Residential mortgage-backed securities	—		302,249		—		302,249
Corporate debt securities	—		143,343		—		143,343
Mutual funds and other equity securities	5,210		—		—		5,210
Loans
Loans held for sale	—		256,319		—		256,319
Derivative assets
Derivative financial assets	—		6,403		—		6,403
Derivative liabilities
Foreign currency forward contracts	—		7		—		7
Derivative financial liabilities	—		3,098		—		3,098

Schedule of assets and liabilities measured at fair value on a non-recurring basis

	Level 1		Level 2		Level 3		Total
	Inputs		Inputs		Inputs		Fair Value
December 31, 2017
Impaired loans	$	—	$	—	$	1,313	$	1,313
OREO(1)	—		—		—		—

December 31, 2016
Impaired loans	$	—	$	—	$	3,885	$	3,885
OREO(1)	—		—		—		—

(1) OREO fair value was less than one thousand dollars.

Schedule of quantitative information about Level 3 fair value measurements

	Quantitative Information about Level 3 Fair Value Measurements
	Fair Value		Valuation	Unobservable	Range
	Estimate		Techniques	Input	(Weighted Average)
December 31, 2017
Impaired loans	$	1,313	Appraisal of collateral	Appraisal adjustments	-20.3% to -100.0% (-30.8)%
OREO(1)	—		Appraisal of collateral	Appraisal adjustments	-100.0% (-100.0)%
December 31, 2016

Impaired loans	$	3,885	Appraisal of collateral	Appraisal adjustments	-19.2% to -100.0% (-38.4)%
OREO(1)	—		Appraisal of collateral	Appraisal adjustments	-100.0% (-100.0)%

(1) OREO fair value was less than one thousand dollars.

Schedule of estimated fair values of financial instruments

	December 31, 2017				December 31, 2016
	Carrying		Fair		Carrying		Fair
	Amount		Value		Amount		Value
Financial assets:
Level 1 inputs:
Cash and cash equivalents	$	353,272	$	353,272	$	166,706	$	166,706
Level 2 inputs:
Securities held to maturity	443,550		441,052		47,820		47,683
Accrued interest receivable	22,591		22,591		15,562		15,562
Level 3 inputs:
Portfolio loans, net	5,465,918		5,361,406		3,831,105		3,841,760
Mortgage servicing rights	3,680		8,635		3,074		7,803
Other servicing rights	280		901		—		—

Financial liabilities:
Level 2 inputs:
Deposits	$	6,125,965	$	6,119,135	$	4,374,298	$	4,368,891
Securities sold under agreements to repurchase	304,566		304,566		189,157		189,157
Short-term borrowings	220,000		220,000		75,000		75,000
Long-term debt	50,000		50,000		80,000		80,000
Junior subordinated debt owed to unconsolidated trusts	71,008		71,008		70,868		70,868
Accrued interest payable	2,581		2,581		987		987
Level 3 inputs:
Senior notes, net of unamortized issuance Costs	39,404		39,104		—		—
Subordinated notes, net of unamortized issuance costs	64,715		64,350		—		—

Operating Segments and Related Information (Tables)

12 Months Ended

Dec. 31, 2017

Operating Segments and Related Information

Summary of information relating to operating segments

Following is a summary of selected financial information for the Company’s operating segments (dollars in thousands):

	Goodwill				Total Assets
As of December 31,	2017		2016		2017			2016
Banking	$	248,660	$	82,128	$	7,809,738		$	5,369,669
Remittance Processing	8,992		8,992		34,646			32,379
Wealth Management	11,694		11,694		32,077			28,351
Other	—		—		(15,821		)	(5,229		)

Totals	$	269,346	$	102,814	$	7,860,640		$	5,425,170

	Years ended December 31,
	2017			2016			2015
Net interest income:
Banking	$	208,184		$	156,374		$	112,712
Remittance Processing	60			55			53
Wealth Management	321			266			272
Other	(5,199		)	(2,035		)	(1,222		)

Net interest income	$	203,366		$	154,660		$	111,815


Non-interest income:
Banking	$	47,524		$	41,816		$	30,933
Remittance Processing	12,137			11,554			11,332
Wealth Management	27,270			23,563			23,651
Other	(2,457		)	(1,764		)	(1,124		)

Total non-interest income	$	84,474		$	75,169		$	64,792


Non-interest expense:
Banking	$	139,521		$	117,293		$	86,672
Remittance Processing	8,704			8,668			8,526
Wealth Management	17,079			16,484			16,003
Other	9,122			5,417			4,104

Total non-interest expense	$	174,426		$	147,862		$	115,305


Income before income taxes:
Banking	$	110,884		$	75,347		$	55,374
Remittance Processing	3,493			2,941			2,859
Wealth Management	10,512			7,345			7,921
Other	(16,778		)	(9,216		)	(6,452		)

Income before income taxes	$	108,111		$	76,417		$	59,702


Net income:
Banking	$	65,704		$	48,691		$	36,026
Remittance Processing	2,007			1,758			1,709
Wealth Management	6,229			4,388			4,721
Other	(11,214		)	(5,143		)	(3,450		)

Net income	$	62,726		$	49,694		$	39,006

Parent Company Only Financial Information (Tables) - Parent

12 Months Ended

Dec. 31, 2017

Parent Company Only Financial Information

Balance Sheets

Condensed financial data for First Busey Corporation is presented below (dollars in thousands).

BALANCE SHEETS

	December 31,
	2017		2016
ASSETS

Cash and due from subsidiary banks	$	54,946	$	27,507
Securities available for sale, at fair value	836		—
Investments in subsidiaries:
Banks	1,012,396		602,197
Non-bank	26,319		25,017
Premises and equipment, net	41		301
Other assets	23,692		17,173

Total assets	$	1,118,230	$	672,195


LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities:
Senior notes, net of unamortized issuance costs	$	39,404	$	—
Subordinated notes, net of unamortized issuance costs	64,715		—
Junior subordinated debentures owed to unconsolidated trusts	71,008		70,868
Other liabilities	8,100		7,013

Total liabilities	183,227		77,881


Total stockholders’ equity	935,003		594,314

Total liabilities and stockholders’ equity	$	1,118,230	$	672,195

Statements of Income

Condensed financial data for First Busey Corporation is presented below (dollars in thousands).

STATEMENTS OF INCOME

	Years Ended December 31,
	2017			2016		2015
Operating income:
Dividends from subsidiaries:
Pulaski Bank before bank merger	$	—		$	8,700	$	—
Non-bank	4,000			4,000		8,000
Interest and dividend income	264			—		—
Other income	6,890			5,664		5,633

Total operating income	11,154			18,364		13,633


Expense:
Salaries, wages and employee benefits	11,398			8,879		7,658
Interest expense	5,464			2,035		1,223
Operating expense	7,060			3,967		3,203

Total expense	23,922			14,881		12,084


(Loss) income before income tax benefit and distributions (in excess of) less than net income of subsidiaries	(12,768		)	3,483		1,549

Income tax benefit	5,553			4,073		3,001


(Loss) income before distributions less than (in excess of) net income of subsidiaries	(7,215		)	7,556		4,550

Distributions less than (in excess of) net income of subsidiaries:
Banks	68,635			41,980		37,878
Non-bank	1,306			158		(3,422		)


Net income	$	62,726		$	49,694	$	39,006

Statements of Cash Flows

Condensed financial data for First Busey Corporation is presented below (dollars in thousands).

STATEMENTS OF CASH FLOWS

	Years Ended December 31,
	2017			2016			2015
Cash Flows from Operating Activities
Net income	$	62,726		$	49,694		$	39,006
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization	428			198			114
Distributions less than net income of subsidiaries	(69,940		)	(42,138		)	(34,456		)
Stock-based compensation	2,752			1,803			1,418
Changes in assets and liabilities:
(Increase) decrease in other assets	(1,105		)	1,057			(4,871		)
Decrease in other liabilities	(2,703		)	(3,690		)	(361		)

Net cash (used in) provided by operating Activities	(7,842		)	6,924			850


Cash Flows from Investing Activities
Proceeds from sales of securities classified available for sale	—			—			14
Net cash (outlay) received for business acquisition	(61,371		)	602			(33,759		)
Purchases of premises and equipment	—			(3		)	(2		)

Net cash (used in) provided by investing activities	(61,371		)	599			(33,747		)


Cash Flows from Financing Activities
Proceeds from charter amendment with subsidiary bank	40,000			30,000			60,000
Redemption of SBLF preferred stock	—			—			(72,664		)
Value of shares surrendered upon vesting to satisfy tax withholding obligations of stock based compensation	(1,414		)	(809		)	(269		)
Cash dividends paid	(30,707		)	(22,748		)	(18,619		)
Repayments of long-term debt	(9,800		)	—			—
Proceeds from issuance of long-term debt	98,312			—			—
Proceeds from stock options exercised	626			—			—
Common stock issuance costs	(365		)	(246		)	—
Cash payment for fractional shares related to Reverse Stock Split	—			—			(5		)
Purchase of treasury stock	—			—			(6,296		)

Net cash provided by (used in) financing activities	96,652			6,197			(37,853		)


Net increase (decrease) in cash and due from subsidiary banks	27,439			13,720			(70,750		)
Cash and cash equivalents, beginning of period	27,507			13,787			84,537


Cash and cash equivalents, ending of period	$	54,946		$	27,507		$	13,787

Unaudited Interim Financial Data (Tables)

12 Months Ended

Dec. 31, 2017

Unaudited Interim Financial Data

Schedule reflecting the summarized quarterly data

The following table reflects summarized unaudited quarterly data for the periods described (dollars in thousands, except per share data):

	2017
	December 31		September 30		June 30		March 31

Total interest income	$	70,847	$	62,519	$	46,009	$	44,927
Total interest expense	7,801		6,578		3,643		2,914

Net interest income	63,046		55,941		42,366		42,013
Provision for loan losses	2,809		1,494		500		500
Total non-interest income	23,561		20,837		20,062		20,014
Total non-interest expense	53,100		46,939		36,768		37,619

Income before income taxes	30,698		28,345		25,160		23,908
Income taxes	18,405		9,561		8,681		8,738

Net income	$	12,293	$	18,784	$	16,479	$	15,170


Basic earnings per share	$	0.25	$	0.41	$	0.43	$	0.40
Diluted earnings per share	$	0.25	$	0.41	$	0.43	$	0.39

	2016
	December 31		September 30		June 30		March 31

Total interest income	$	47,639	$	47,188	$	40,538	$	29,524
Total interest expense	3,004		3,057		2,586		1,582
Net interest income	44,635		44,131		37,952		27,942
Provision for loan losses	1,500		1,950		1,100		1,000
Total non-interest income	19,001		20,745		18,577		16,846
Total non-interest expense	44,411		39,415		36,348		27,688
Income before income taxes	17,725		23,511		19,081		16,100
Income taxes	6,270		8,089		6,698		5,666
Net income	$	11,455	$	15,422	$	12,383	$	10,434

Basic earnings per share	$	0.30	$	0.40	$	0.35	$	0.36
Diluted earnings per share	$	0.30	$	0.40	$	0.35	$	0.36

Significant Accounting Policies - Narrative (Details) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2017 USD ($)	Dec. 31, 2017 USD ($) segment	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)
Trust assets
Assets under care	$ 6,000,000	$ 6,000,000	$ 5,400,000
Loan servicing and portfolio loans
Impairment charges		0	0
Goodwill
Goodwill impairment		0	0
Income taxes
Non-cash charge due to revaluation of Company's net deferred tax position following the enactment of the TCJA	8,100
Valuation allowance	0	0	0
Accruals for payments of interest and penalties	$ 0	0	0
Stock-based employee compensation
Compensation expense recognized		$ 2,600	$ 1,800	$ 1,400
Segment disclosure
Number of operating segments \| segment		3
Buildings and improvements \| Minimum
Premises and Equipment, net
Estimated Useful Life		3 years
Buildings and improvements \| Maximum
Premises and Equipment, net
Estimated Useful Life		40 years
Furniture and equipment \| Minimum
Premises and Equipment, net
Estimated Useful Life		3 years
Furniture and equipment \| Maximum
Premises and Equipment, net
Estimated Useful Life		10 years
RSU
Stock-based employee compensation
Compensation expense recognized		$ 0
RSU \| Minimum
Stock-based employee compensation
Requisite service periods		1 year
RSU \| Maximum
Stock-based employee compensation
Requisite service periods		5 years

Significant Accounting Policies - Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Net income per share calculations for basic and diluted methods
Net income available to common stockholders (in dollars)									$ 62,726	$ 49,694	$ 38,306
Shares:
Weighted average common shares outstanding									42,685,000	35,081,000	28,928,000
Dilutive effect of outstanding options, warrants and restricted stock units as determined by the application of the treasury stock method (in shares)									441,000	332,000	175,000
Weighted average common shares outstanding, as adjusted for diluted earnings per share calculation									43,126,000	35,413,000	29,103,000
Basic earnings per common share (in dollars per share)	$ 0.25	$ 0.41	$ 0.43	$ 0.40	$ 0.30	$ 0.40	$ 0.35	$ 0.36	$ 1.47	$ 1.42	$ 1.32
Diluted earnings per common share (in dollars per share)	$ 0.25	$ 0.41	$ 0.43	$ 0.39	$ 0.30	$ 0.40	$ 0.35	$ 0.36	$ 1.45	$ 1.40	$ 1.32
Stock options
Anti-dilutive securities excluded from the calculation of common stock equivalents
Number of anti-dilutive securities (in shares)									75,387	28,350
Warrants
Anti-dilutive securities excluded from the calculation of common stock equivalents
Number of anti-dilutive securities (in shares)									191,278	191,278
RSU
Anti-dilutive securities excluded from the calculation of common stock equivalents
Number of anti-dilutive securities (in shares)									9,425	132,017

Acquisitions (Details) $ / shares in Units, $ in Thousands						1 Months Ended	3 Months Ended			4 Months Ended	6 Months Ended	12 Months Ended
Acquisitions (Details) $ / shares in Units, $ in Thousands	Oct. 01, 2017 USD ($) item $ / shares shares	Jul. 02, 2017 USD ($) item $ / shares	Jun. 30, 2017 USD ($) $ / shares shares	Apr. 30, 2016 USD ($) item	Apr. 29, 2016 USD ($) $ / shares shares	Apr. 30, 2016 USD ($) item	Dec. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)	Sep. 30, 2016 USD ($)	Nov. 03, 2017 USD ($)	Dec. 31, 2017 USD ($)	Dec. 31, 2017 USD ($) $ / shares	Dec. 31, 2016 USD ($) $ / shares
Business Acquisition
Per share cash consideration entitled (in dollars per share) \| $ / shares		$ 1.35
Assets acquired:
Goodwill							$ 269,346	$ 102,814			$ 269,346	$ 269,346	$ 102,814
Consideration paid:
Goodwill							269,346	102,814			269,346	269,346	102,814
Estimated remaining life for loans expected to be accreted (in years)		4 years
Core deposit intangible assets
Consideration paid:
Intangible asset recorded							63,029				63,029	63,029
Pulaski
Business Acquisition
Number of banking centers \| item				13		13
Share consideration conversion ratio				0.79
Number of common shares issued for acquisition \| shares					9,400,000
Market value of common stock issued					$ 193,000
Share price \| $ / shares					$ 20.44
Options to purchase common stock, conversion ratio				0.79
Assets acquired:
Cash and cash equivalents				$ 25,580		$ 25,580
Securities				48,000		48,000
Loans held for sale				184,856		184,856
Portfolio loans				1,229,461		1,229,461
Premises and equipment				16,569		16,569
OREO				2,488		2,488
Goodwill				77,304		77,304
Other intangible assets				15,468		15,468
Other assets				70,243		70,243
Total assets acquired				1,592,665		1,592,665
Liabilities assumed:
Deposits				1,228,008		1,228,008
Other borrowings				206,746		206,746
Trust preferred securities				15,784		15,784
Other liabilities				23,982		23,982
Total liabilities assumed				1,474,520		1,474,520
Net assets acquired				118,145		118,145
Consideration paid:
Cash						5
Common stock						192,990
Fair value of stock options assumed						2,454
Total consideration paid						195,449
Goodwill				77,304		77,304
Amount expected to be accreted				$ 16,900		16,900
Estimated remaining life for loans expected to be accreted (in years)				4 years
Period for amount to be amortized under time deposits (in years)				2 years
Premium amortization				$ 0
Period for amount to be accreted under trust preferred securities (in years)				18 years
Fair value of performing loans, including loans held for sale				$ 1,400,000		1,400,000
Amount expected to be accreted, gross				16,600		16,600
Contractual amount of PCI loans				21,200		21,200
Fair value of credit-impaired loans				9,700		9,700
PCI Loans sold to out side parties									$ 6,200
PCI loan outstanding amount							1,000				1,000	1,000
PCI loan collected								$ 1,600
Accretable yield expected to be recognized over the estimated period				300		300
Total revenues (net interest income plus non-interest income)													245,861
Net income													$ 46,276
Diluted earnings per common share (in dollars per share) \| $ / shares													$ 1.20
Pulaski \| Initial Fair Value Adjustments
Assets acquired:
Securities				105		105
Portfolio loans				(14,452)		(14,452)
Premises and equipment				(667)		(667)
OREO				(2,534)		(2,534)
Goodwill				(3,939)		(3,939)
Other intangible assets				15,468		15,468
Other assets				(122)		(122)
Total assets acquired				(6,141)		(6,141)
Liabilities assumed:
Deposits				1,102		1,102
Other borrowings				906		906
Trust preferred securities				(3,805)		(3,805)
Other liabilities				(612)		(612)
Total liabilities assumed				(2,409)		(2,409)
Net assets acquired				(3,732)		(3,732)
Consideration paid:
Goodwill				$ (3,939)		(3,939)
Pulaski \| Core deposit intangible assets
Consideration paid:
Useful life of intangible asset (in years)				14 years
Pulaski \| Non-interest expense
Business Acquisition
Business acquisition expenses													$ 10,000
Acquisition expenses related to professional and legal fees													1,200
First Community
Business Acquisition
Number of banking centers \| item		9
Share consideration conversion ratio		0.396
Number of common shares issued for acquisition \| shares			7,200,000
Market value of common stock issued			$ 211,100
Share price \| $ / shares			$ 29.32
Options to purchase common stock, conversion ratio		0.44
Assets acquired:
Cash and cash equivalents		$ 60,686
Securities		165,843
Loans held for sale		905
Portfolio loans		1,096,583
Premises and equipment		18,094
OREO		722
Goodwill		115,982
Other intangible assets		13,979
Other assets		41,755
Total assets acquired		1,398,567
Liabilities assumed:
Deposits		1,134,355
Other borrowings		125,751
Other liabilities		11,862
Total liabilities assumed		1,271,968
Net assets acquired		126,599
Consideration paid:
Cash		24,557
Cash payout of options and restricted stock units		6,182
Common stock		211,120
Fair value of stock options assumed		722
Total consideration paid		242,581
Goodwill		115,982
Amount expected to be accreted		$ 15,000
Period for amount to be accreted under time deposits (in years)		2 years
Period for amount to be accreted under borrowings (in months)		15 months
Fair value of performing loans, including loans held for sale		$ 1,100,000
Amount expected to be accreted, gross		14,400
Contractual amount of PCI loans		17,900
Fair value of credit-impaired loans		12,500
PCI loan outstanding amount							5,100				5,100	5,100
Accretable yield expected to be recognized over the estimated period		600
Revenues since date of acquisition										$ 19,300
Net income since date of acquisition										$ 4,400
Total revenues (net interest income plus non-interest income)												316,417	293,190
Net income												$ 67,413	$ 59,326
Diluted earnings per common share (in dollars per share) \| $ / shares												$ 1.47	$ 1.29
First Community \| Initial Fair Value Adjustments
Assets acquired:
Securities		(203)
Portfolio loans		(7,404)
Premises and equipment		(3,588)
OREO		(193)
Other intangible assets		13,278
Other assets		111
Total assets acquired		2,001
Liabilities assumed:
Deposits		(229)
Other borrowings		280
Other liabilities		359
Total liabilities assumed		410
Net assets acquired		$ 1,591
First Community \| Core deposit intangible assets
Consideration paid:
Useful life of intangible asset (in years)		14 years
First Community \| Non-interest expense
Business Acquisition
Business acquisition expenses												$ 4,500
Acquisition expenses related to professional and legal fees												1,600
Mid Illinois Bancorp, Inc.
Business Acquisition
Per share cash consideration entitled (in dollars per share) \| $ / shares	$ 227.94
Number of common shares issued for acquisition \| shares	7.5149
Assets acquired:
Cash and cash equivalents	$ 39,443
Securities	208,003
Loans held for sale	5,031
Portfolio loans	356,651
Premises and equipment	16,551
Goodwill	50,550
Other intangible assets	11,531
Other assets	27,903
Total assets acquired	665,113
Liabilities assumed:
Deposits	505,917
Other borrowings	61,040
Other liabilities	10,497
Total liabilities assumed	577,454
Net assets acquired	87,659
Consideration paid:
Cash	40,507
Common stock	97,702
Total consideration paid	138,209
Goodwill	50,550
Amount expected to be accreted	$ 5,500
Estimated remaining life for loans expected to be accreted (in years)	4 years
Period for amount to be accreted under time deposits (in years)	2 years
Aggregate principal outstanding	$ 362,400
Fair value of performing loans, including loans held for sale	357,000
Amount expected to be accreted, gross	5,400
Contractual amount of PCI loans	7,600
Fair value of credit-impaired loans	4,700
PCI loan outstanding amount							4,500				4,500	4,500
Accretable yield expected to be recognized over the estimated period	$ 100
Mixed consideration in cash (in dollar per share) \| $ / shares	$ 68.38
Mixed consideration in shares (in dollar per share) \| $ / shares	$ 5.2604
Total consideration in stock (as percent)	70.00%
Total consideration in cash (as percent)	30.00%
Mid Illinois Bancorp, Inc. \| Initial Fair Value Adjustments
Assets acquired:
Cash and cash equivalents	$ (1)
Securities	(244)
Portfolio loans	(8,288)
Premises and equipment	5,490
Goodwill	(423)
Other intangible assets	11,531
Other assets	(5,336)
Total assets acquired	2,729
Liabilities assumed:
Deposits	331
Other liabilities	480
Total liabilities assumed	811
Net assets acquired	1,918
Consideration paid:
Goodwill	(423)
Mid Illinois Bancorp, Inc. \| Core deposit intangible assets
Consideration paid:
Intangible asset recorded	$ 10,600
Useful life of intangible asset (in years)	12 years
Mid Illinois Bancorp, Inc. \| Customer list intangible asset
Consideration paid:
Intangible asset recorded	$ 900
Useful life of intangible asset (in years)	8 years
Mid Illinois Bancorp, Inc. \| Non-interest expense
Business Acquisition
Business acquisition expenses												2,500
Acquisition expenses related to professional and legal fees												$ 1,300
Pulaski
Assets acquired:
Cash and cash equivalents				$ 25,580		25,580
Securities				47,895		47,895
Loans held for sale				184,856		184,856
Portfolio loans				1,243,913		1,243,913
Premises and equipment				17,236		17,236
OREO				5,022		5,022
Goodwill				3,939		3,939
Other assets				70,365		70,365
Total assets acquired				1,598,806		1,598,806
Liabilities assumed:
Deposits				1,226,906		1,226,906
Other borrowings				205,840		205,840
Trust preferred securities				19,589		19,589
Other liabilities				24,594		24,594
Total liabilities assumed				1,476,929		1,476,929
Net assets acquired				121,877		121,877
Consideration paid:
Goodwill				$ 3,939		$ 3,939
First Community
Assets acquired:
Cash and cash equivalents		$ 60,686
Securities		166,046
Loans held for sale		905
Portfolio loans		1,103,987
Premises and equipment		21,682
OREO		915
Other intangible assets		701
Other assets		41,644
Total assets acquired		1,396,566
Liabilities assumed:
Deposits		1,134,584
Other borrowings		125,471
Other liabilities		11,503
Total liabilities assumed		1,271,558
Net assets acquired		$ 125,008
Consideration paid:
Amount accelerated as a result of collections											$ 200
Mid Illinois Bancorp, Inc.
Assets acquired:
Cash and cash equivalents	$ 39,444
Securities	208,247
Loans held for sale	5,031
Portfolio loans	364,939
Premises and equipment	11,061
Goodwill	423
Other assets	33,239
Total assets acquired	662,384
Liabilities assumed:
Deposits	505,586
Other borrowings	61,040
Other liabilities	10,017
Total liabilities assumed	576,643
Net assets acquired	85,741
Consideration paid:
Goodwill	$ 423
Revenues since date of acquisition							6,500
Net income since date of acquisition							$ 2,000
South Side Bank \| Mid Illinois Bancorp, Inc.
Business Acquisition
Number of banking centers \| item	13

Cash and Cash Equivalents (Details) - USD ($) $ in Millions	Dec. 31, 2017	Dec. 31, 2016
Cash and Cash Equivalents
Required reserve balance	$ 27.0	$ 22.5

Securities - General Disclosures (Details) $ in Thousands	12 Months Ended
Securities - General Disclosures (Details) $ in Thousands	Dec. 31, 2017 USD ($) item	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)
Available for sale
Amortized Cost	$ 882,837	$ 759,751
Gross Unrealized Gains	1,912	4,079
Gross Unrealized Losses	(6,689)	(4,019)
Fair Value	878,060	759,811
Held to maturity
Amortized Cost	443,550	47,820
Gross Unrealized Gains	294	145
Gross Unrealized Losses	(2,792)	(282)
Fair Value	441,052	47,683
Available for sale, Amortized Cost
Due in one year or less	80,769
Due after one year through five years	256,441
Due after five years through ten years	179,392
Due after ten years	360,857
Amortized Cost	877,459
Available for sale, Fair Value
Due in one year or less	80,685
Due after one year through five years	254,548
Due after five years through ten years	179,542
Due after ten years	357,907
Fair Value	872,682
Held to maturity, Amortized Cost
Due in one year or less	4,418
Due after one year through five years	61,673
Due after five years through ten years	33,799
Due after ten years	343,660
Amortized Cost	443,550	47,820
Held to maturity, Fair Value
Due in one year or less	4,410
Due after one year through five years	61,501
Due after five years through ten years	33,882
Due after ten years	341,259
Fair Value	441,052	47,683
Realized gains and losses related to sales of securities available for sale
Gross security gains	1,259	1,383	$ 401
Gross security (losses)	(116)	(151)	(21)
Net security gains	1,143	1,232	380
Tax provision related to net realized gains (losses)	400	400	$ 100
Carrying amount of investment securities pledged as collateral	638,200	547,200
Available for sale, Fair Value
Continuous unrealized losses existing for less than 12 months, gross	540,033	322,685
Continuous unrealized losses existing for greater than 12 months, gross	127,806	1,154
Total	667,839	323,839
Available for sale, Unrealized Losses
Continuous unrealized losses existing for less than 12 months, gross	(3,623)	(4,011)
Continuous unrealized losses existing for greater than 12 months, gross	(3,066)	(8)
Total	(6,689)	(4,019)
Held to maturity, Fair Value
Continuous unrealized losses existing for less than 12 months, gross	340,279	26,943
Continuous unrealized losses existing for greater than 12 months, gross	2,374
Total	342,653	26,943
Held to maturity, Unrealized Losses
Continuous unrealized losses existing for less than 12 months, gross	(2,709)	(282)
Continuous unrealized losses existing for greater than 12 months, gross	(83)
Total	$ (2,792)	(282)
Number of securities in unrealized loss position \| item	658
Securities in unrealized loss position as a percentage of aggregate carrying value of investments	0.93%
U.S. Treasury securities
Available for sale
Amortized Cost	$ 60,829	74,784
Gross Unrealized Gains	7	185
Gross Unrealized Losses	(488)	(25)
Fair Value	60,348	74,944
Available for sale, Fair Value
Continuous unrealized losses existing for less than 12 months, gross	59,773	9,997
Total	59,773	9,997
Available for sale, Unrealized Losses
Continuous unrealized losses existing for less than 12 months, gross	(488)	(25)
Total	(488)	(25)
Obligations of U.S. government corporations and agencies
Available for sale
Amortized Cost	104,807	79,577
Gross Unrealized Gains	1	46
Gross Unrealized Losses	(1,143)	(496)
Fair Value	103,665	79,127
Available for sale, Fair Value
Continuous unrealized losses existing for less than 12 months, gross	78,610	46,209
Continuous unrealized losses existing for greater than 12 months, gross	24,831
Total	103,441	46,209
Available for sale, Unrealized Losses
Continuous unrealized losses existing for less than 12 months, gross	(636)	(496)
Continuous unrealized losses existing for greater than 12 months, gross	(507)
Total	(1,143)	(496)
Obligations of states and political Subdivisions
Available for sale
Amortized Cost	280,216	154,438
Gross Unrealized Gains	1,160	1,093
Gross Unrealized Losses	(1,177)	(593)
Fair Value	280,199	154,938
Held to maturity
Amortized Cost	41,300	44,333
Gross Unrealized Gains	228	122
Gross Unrealized Losses	(64)	(160)
Fair Value	41,464	44,295
Held to maturity, Amortized Cost
Amortized Cost	41,300	44,333
Held to maturity, Fair Value
Fair Value	41,464	44,295
Available for sale, Fair Value
Continuous unrealized losses existing for less than 12 months, gross	162,213	64,832
Continuous unrealized losses existing for greater than 12 months, gross	12,045	1,154
Total	174,258	65,986
Available for sale, Unrealized Losses
Continuous unrealized losses existing for less than 12 months, gross	(1,027)	(585)
Continuous unrealized losses existing for greater than 12 months, gross	(150)	(8)
Total	(1,177)	(593)
Held to maturity, Fair Value
Continuous unrealized losses existing for less than 12 months, gross	17,939	24,558
Total	17,939	24,558
Held to maturity, Unrealized Losses
Continuous unrealized losses existing for less than 12 months, gross	(64)	(160)
Total	(64)	(160)
Residential mortgage-backed securities
Available for sale
Amortized Cost	400,661	303,641
Gross Unrealized Gains	612	1,390
Gross Unrealized Losses	(3,837)	(2,782)
Fair Value	397,436	302,249
Held to maturity
Amortized Cost	341,776
Gross Unrealized Gains	25
Gross Unrealized Losses	(2,431)
Fair Value	339,370
Held to maturity, Amortized Cost
Amortized Cost	341,776
Held to maturity, Fair Value
Fair Value	339,370
Available for sale, Fair Value
Continuous unrealized losses existing for less than 12 months, gross	223,261	168,898
Continuous unrealized losses existing for greater than 12 months, gross	90,930
Total	314,191	168,898
Available for sale, Unrealized Losses
Continuous unrealized losses existing for less than 12 months, gross	(1,428)	(2,782)
Continuous unrealized losses existing for greater than 12 months, gross	(2,409)
Total	(3,837)	(2,782)
Held to maturity, Fair Value
Continuous unrealized losses existing for less than 12 months, gross	277,826
Total	277,826
Held to maturity, Unrealized Losses
Continuous unrealized losses existing for less than 12 months, gross	(2,431)
Total	(2,431)
Corporate debt securities
Available for sale
Amortized Cost	30,946	142,836
Gross Unrealized Gains	132	630
Gross Unrealized Losses	(44)	(123)
Fair Value	31,034	143,343
Available for sale, Fair Value
Continuous unrealized losses existing for less than 12 months, gross	16,176	32,749
Total	16,176	32,749
Available for sale, Unrealized Losses
Continuous unrealized losses existing for less than 12 months, gross	(44)	(123)
Total	(44)	(123)
Total debt securities
Available for sale
Amortized Cost	877,459	755,276
Gross Unrealized Gains	1,912	3,344
Gross Unrealized Losses	(6,689)	(4,019)
Fair Value	872,682	754,601
Mutual funds and other equity securities
Available for sale
Amortized Cost	5,378	4,475
Gross Unrealized Gains		735
Fair Value	5,378	5,210
Commercial mortgage-backed securities
Held to maturity
Amortized Cost	60,474	3,487
Gross Unrealized Gains	41	23
Gross Unrealized Losses	(297)	(122)
Fair Value	60,218	3,388
Held to maturity, Amortized Cost
Amortized Cost	60,474	3,487
Held to maturity, Fair Value
Fair Value	60,218	3,388
Available for sale, Fair Value
Continuous unrealized losses existing for less than 12 months, gross		2,385
Total		2,385
Available for sale, Unrealized Losses
Continuous unrealized losses existing for less than 12 months, gross		(122)
Total		$ (122)
Held to maturity, Fair Value
Continuous unrealized losses existing for less than 12 months, gross	44,514
Continuous unrealized losses existing for greater than 12 months, gross	2,374
Total	46,888
Held to maturity, Unrealized Losses
Continuous unrealized losses existing for less than 12 months, gross	(214)
Continuous unrealized losses existing for greater than 12 months, gross	(83)
Total	$ (297)

Securities - Obligations by State (Details) $ in Thousands	12 Months Ended
Securities - Obligations by State (Details) $ in Thousands	Dec. 31, 2017 USD ($) item	Dec. 31, 2016 USD ($) item
Securities
Available for sale, fair value	$ 878,060	$ 759,811
Held to maturity, fair value	$ 441,052	$ 47,683
General obligation bonds
Securities
Number of issuers \| item	381	221
Amortized Cost	$ 271,499	$ 163,085
Fair Value	271,659	163,612
Average Exposure Per Issuer (Fair Value)	713	740
Amount of largest exposure to a single issuer	$ 4,000	$ 3,400
Percentage of the entity's stockholders equity in excess of aggregate book or market value	10.00%	10.00%
Percentage of underlying asset rated by at least a specified nationally recognized statistical rating organization	99.30%	98.40%
Percentage of underlying asset unrated	0.70%	1.60%
Minimum number of nationally recognized statistical rating organizations \| item	1	1
General obligation bonds \| Illinois
Securities
Number of issuers \| item	97	70
Amortized Cost	$ 95,340	$ 59,120
Fair Value	95,344	59,182
Average Exposure Per Issuer (Fair Value)	$ 983	$ 845
General obligation bonds \| Wisconsin
Securities
Number of issuers \| item	41	31
Amortized Cost	$ 27,852	$ 21,390
Fair Value	27,809	21,479
Average Exposure Per Issuer (Fair Value)	$ 678	$ 693
General obligation bonds \| Texas
Securities
Number of issuers \| item	46	16
Amortized Cost	$ 27,485	$ 10,731
Fair Value	27,514	10,702
Average Exposure Per Issuer (Fair Value)	$ 598	$ 669
General obligation bonds \| Michigan
Securities
Number of issuers \| item	34	38
Amortized Cost	$ 19,641	$ 23,233
Fair Value	19,849	23,472
Average Exposure Per Issuer (Fair Value)	$ 584	$ 618
General obligation bonds \| Ohio
Securities
Number of issuers \| item	20	10
Amortized Cost	$ 15,172	$ 11,009
Fair Value	15,162	11,005
Average Exposure Per Issuer (Fair Value)	$ 758	$ 1,100
General obligation bonds \| Pennsylvania
Securities
Number of issuers \| item	18	10
Amortized Cost	$ 12,189	$ 10,242
Fair Value	12,174	10,235
Average Exposure Per Issuer (Fair Value)	$ 676	$ 1,023
General obligation bonds \| New Jersey
Securities
Number of issuers \| item	15
Amortized Cost	$ 7,755
Fair Value	7,760
Average Exposure Per Issuer (Fair Value)	$ 517
General obligation bonds \| Missouri
Securities
Number of issuers \| item	10
Amortized Cost	$ 5,759
Fair Value	5,747
Average Exposure Per Issuer (Fair Value)	$ 575
General obligation bonds \| Minnesota
Securities
Number of issuers \| item	8
Amortized Cost	$ 5,657
Fair Value	5,667
Average Exposure Per Issuer (Fair Value)	$ 708
General obligation bonds \| Iowa
Securities
Number of issuers \| item		3
Amortized Cost		$ 5,332
Fair Value		5,345
Average Exposure Per Issuer (Fair Value)		$ 1,782
General obligation bonds \| Other
Securities
Number of issuers \| item	92	43
Amortized Cost	$ 54,649	$ 22,028
Fair Value	54,633	22,192
Average Exposure Per Issuer (Fair Value)	$ 594	$ 516
Revenue bonds
Securities
Number of issuers \| item	65	39
Amortized Cost	$ 50,017	$ 35,686
Fair Value	50,004	35,621
Average Exposure Per Issuer (Fair Value)	769	913
Amount of largest exposure to a single issuer	$ 3,600	$ 3,500
Percentage of the entity's stockholders equity in excess of aggregate book or market value	10.00%	10.00%
Percentage of bonds rated by nationally recognized statistical rating organization	99.40%	97.10%
Percentage of bonds unrated	0.60%	2.90%
Minimum number of nationally recognized statistical rating organizations \| item	1	1
Revenue bonds \| Indiana
Securities
Number of issuers \| item	14	10
Amortized Cost	$ 12,001	$ 11,207
Fair Value	12,054	11,244
Average Exposure Per Issuer (Fair Value)	$ 861	$ 1,124
Revenue bonds \| Illinois
Securities
Number of issuers \| item	7	7
Amortized Cost	$ 6,477	$ 7,321
Fair Value	6,456	7,275
Average Exposure Per Issuer (Fair Value)	$ 922	$ 1,039
Revenue bonds \| Missouri
Securities
Number of issuers \| item	6
Amortized Cost	$ 7,376
Fair Value	7,336
Average Exposure Per Issuer (Fair Value)	$ 1,223
Revenue bonds \| Other
Securities
Number of issuers \| item	38	22
Amortized Cost	$ 24,163	$ 17,158
Fair Value	24,158	17,102
Average Exposure Per Issuer (Fair Value)	636	777
Obligations of states and political Subdivisions
Securities
Available for sale, fair value	280,199	154,938
Held to maturity, fair value	$ 41,464	$ 44,295
Number of issuers \| item	446	260
Total capital for rated securities (as a percent)	100.00%
Total capital for unrated securities (as a percent)	15.00%
Obligations of states and political Subdivisions \| General obligation bonds
Securities
Fair Value	$ 271,700	$ 163,600
Number of states in which investment is held \| item	36	29
Number of states in which investment is held in excess of aggregate fair value \| item	9	7
Aggregate fair value	$ 5,000	$ 5,000
Obligations of states and political Subdivisions \| Revenue bonds
Securities
Fair Value	$ 50,000	$ 35,600
Number of states in which investment is held \| item	22	16
Number of states in which investment is held in excess of aggregate fair value \| item	3	2
Aggregate fair value	$ 5,000	$ 5,000

Loans held for sale (Details) - USD ($) $ in Thousands	12 Months Ended
Loans held for sale (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Loans held for sale
Loans held for sale	$ 94,848	$ 256,319
Premiums received on sales of mortgage loans, including fair value adjustments	42,598	43,119
Less direct origination costs	(33,363)	(32,793)
Less provisions to liability for loans sold	(225)	(175)
Mortgage servicing revenues	2,130	1,801
Mortgage revenue	$ 11,140	$ 11,952	$ 7,165

Mortgage Loan Servicing (Details) - USD ($) $ in Thousands	12 Months Ended
Mortgage Loan Servicing (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Mortgage Loan Servicing
Unpaid principal balances of mortgage loans serviced by the entity for the benefit of others	$ 1,500,000	$ 1,400,000
Capitalized mortgage servicing rights included in other assets	3,700	3,100
Mortgage Fair values of servicing rights	8,600	7,800
Mortgage servicing rights capitalized, acquired and amortized
Mortgage servicing rights capitalized	1,366	1,488	$ 1,361
Mortgage servicing rights acquired	751		369
Mortgage servicing rights amortized	$ 1,584	$ 1,921	$ 2,146

Portfolio loans - Distributions of Loans (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2017 USD ($) item mi	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Dec. 31, 2014 USD ($)
Loans
Portfolio loans	$ 5,519,500	$ 3,878,900
Less allowance for loan losses	53,582	47,795	$ 47,487	$ 47,453
Portfolio loans, net	5,465,918	3,831,105
Increase in net portfolio loans	1,600,000
Net deferred loan origination costs	4,100	2,500
Amount of loan reduction due to net accretable purchase accounting adjustments	$ 23,600	12,700
Minimum target period for lending via intermediate term loans	0 years
Maximum target period for lending via intermediate term loans	7 years
Geographical area from lending offices which attempt is made to lend short and intermediate term loans (in miles) \| mi	125
Number of primary areas for lending loan \| item	5
Commercial
Loans
Portfolio loans	$ 1,414,631	959,888
Less allowance for loan losses	14,779	13,303	13,115	10,041
Commercial real estate
Loans
Portfolio loans	2,354,684	1,654,164
Less allowance for loan losses	21,813	20,623	18,604	20,639
Real estate construction
Loans
Portfolio loans	261,506	182,078
Less allowance for loan losses	2,861	1,870	1,763	2,795
Retail real estate
Loans
Portfolio loans	1,460,801	1,069,060
Less allowance for loan losses	13,783	11,648	13,714	13,662
Retail other
Loans
Portfolio loans	27,878	13,710
Less allowance for loan losses	$ 346	$ 351	$ 291	$ 316

Portfolio loans - Risk Grading (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Pass and watch
Loans
Portfolio loans receivable	$ 5,300,000	$ 3,700,000
Special mention, substandard and doubtful
Loans
Portfolio loans receivable	193,800	165,500
Pass
Loans
Portfolio loans receivable	5,022,249	3,532,612
Watch
Loans
Portfolio loans receivable	320,016	185,954
Special Mention
Loans
Limit above which loans are annually reviewed	350
Portfolio loans receivable	81,559	78,554
Substandard
Loans
Portfolio loans receivable	87,628	65,478
Doubtful
Loans
Portfolio loans receivable	24,624	21,423
Commercial \| Pass and watch
Loans
Limit where loans are processed through an expedited underwriting process	350
Commercial \| Pass and watch \| Minimum
Loans
Limit where loans are processed through an expedited underwriting process	350
Commercial \| Pass and watch \| Maximum
Loans
Limit where loans are processed through an expedited underwriting process	1,000
Commercial \| Pass
Loans
Portfolio loans receivable	1,175,421	826,163
Commercial \| Watch
Loans
Limit above which loans are annually reviewed	1,000
Portfolio loans receivable	141,776	70,260
Commercial \| Special Mention
Loans
Portfolio loans receivable	51,366	26,951
Commercial \| Substandard
Loans
Portfolio loans receivable	43,933	26,941
Commercial \| Doubtful
Loans
Portfolio loans receivable	5,285	11,685
Commercial real estate
Loans
Limit where loans are processed through an expedited underwriting process	1,000
Commercial real estate \| Pass
Loans
Portfolio loans receivable	2,169,420	1,507,513
Commercial real estate \| Watch
Loans
Portfolio loans receivable	130,056	69,145
Commercial real estate \| Special Mention
Loans
Portfolio loans receivable	21,151	40,775
Commercial real estate \| Substandard
Loans
Portfolio loans receivable	36,482	35,385
Commercial real estate \| Doubtful
Loans
Portfolio loans receivable	11,997	5,154
Real estate construction \| Pass
Loans
Portfolio loans receivable	212,952	134,574
Real estate construction \| Watch
Loans
Portfolio loans receivable	41,292	39,936
Real estate construction \| Special Mention
Loans
Portfolio loans receivable	3,880	8,033
Real estate construction \| Substandard
Loans
Portfolio loans receivable	3,071	994
Real estate construction \| Doubtful
Loans
Portfolio loans receivable	608	47
Retail real estate \| Pass
Loans
Portfolio loans receivable	1,436,156	1,050,671
Retail real estate \| Watch
Loans
Portfolio loans receivable	6,883	6,586
Retail real estate \| Special Mention
Loans
Portfolio loans receivable	5,162	2,793
Retail real estate \| Substandard
Loans
Portfolio loans receivable	4,135	2,158
Retail real estate \| Doubtful
Loans
Portfolio loans receivable	6,714	4,484
Retail other \| Pass
Loans
Portfolio loans receivable	28,300	13,691
Retail other \| Watch
Loans
Portfolio loans receivable	9	27
Retail other \| Special Mention
Loans
Portfolio loans receivable		2
Retail other \| Substandard
Loans
Portfolio loans receivable	7
Retail other \| Doubtful
Loans
Portfolio loans receivable	$ 20	$ 53

Portfolio loans - Past due loans (Details) $ in Thousands	12 Months Ended
Portfolio loans - Past due loans (Details) $ in Thousands	Dec. 31, 2017 USD ($) item	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)
Loans past due, still accruing
Loans past due, still accruing	$ 2,741	$ 131
Non-accrual Loans	24,624	21,423
Gross interest income that would have been recorded if impaired loans had been current	1,400	900	$ 400
Amount of interest collected and recognized on a cash basis	$ 300		$ 1,000
Number of Primary Loan Lending Areas \| item	5
Restructured loan included in the non-performing	90 days
Restructured loans:
Total loans	$ 11,900	11,937
30 to 59 Days
Loans past due, still accruing
Loans past due, still accruing	8,477	3,092
60 to 89 Days
Loans past due, still accruing
Loans past due, still accruing	4,420	998
In compliance with modified terms
Restructured loans:
Total loans	9,873	10,593
30-89 days past due
Restructured loans:
Total loans	108	59
Included in non-performing loans
Restructured loans:
Total loans	1,919	1,285
Commercial
Loans past due, still accruing
Loans past due, still accruing	1,808	37
Non-accrual Loans	5,285	11,685
Commercial \| 30 to 59 Days
Loans past due, still accruing
Loans past due, still accruing	1,615	165
Commercial \| 60 to 89 Days
Loans past due, still accruing
Loans past due, still accruing	323	363
Commercial real estate
Loans past due, still accruing
Non-accrual Loans	11,997	5,154
Commercial real estate \| 30 to 59 Days
Loans past due, still accruing
Loans past due, still accruing	1,856	478
Commercial real estate \| 60 to 89 Days
Loans past due, still accruing
Loans past due, still accruing	2,737	256
Real estate construction
Loans past due, still accruing
Non-accrual Loans	608	47
Retail real estate
Loans past due, still accruing
Loans past due, still accruing	933	94
Non-accrual Loans	6,714	4,484
Retail real estate \| 30 to 59 Days
Loans past due, still accruing
Loans past due, still accruing	4,840	2,394
Retail real estate \| 60 to 89 Days
Loans past due, still accruing
Loans past due, still accruing	1,355	364
Retail other
Loans past due, still accruing
Non-accrual Loans	20	53
Retail other \| 30 to 59 Days
Loans past due, still accruing
Loans past due, still accruing	166	55
Retail other \| 60 to 89 Days
Loans past due, still accruing
Loans past due, still accruing	$ 5	$ 15

Portfolio loans - Impaired Loans (Details) $ in Thousands	3 Months Ended		12 Months Ended
Portfolio loans - Impaired Loans (Details) $ in Thousands	Dec. 31, 2017 USD ($) contract item	Dec. 31, 2016 USD ($) contract item	Dec. 31, 2017 USD ($) item	Dec. 31, 2016 USD ($) contract item
Loans
Number of contracts \| contract	0	0
Minimum days past due for TDR loans to be classified as non-performing	90 days		90 days
Unpaid Contractual Principal Balance	$ 52,419	$ 43,646	$ 52,419	$ 43,646
Recorded Investment with No Allowance	39,657	29,365	39,657	29,365
Recorded Investment with Allowance	2,180	7,352	2,180	7,352
Total Recorded Investment	41,837	36,717	41,837	36,717
Related Allowance	867	3,467	867	3,467
Average Recorded Investment			39,124	33,132
Commercial
Loans
Unpaid Contractual Principal Balance	10,604	16,955	10,604	16,955
Recorded Investment with No Allowance	7,192	8,060	7,192	8,060
Recorded Investment with Allowance	191	3,835	191	3,835
Total Recorded Investment	7,383	11,895	7,383	11,895
Related Allowance	138	1,535	138	1,535
Average Recorded Investment			10,184	10,127
Commercial real estate
Loans
Unpaid Contractual Principal Balance	22,218	12,922	22,218	12,922
Recorded Investment with No Allowance	16,472	9,036	16,472	9,036
Recorded Investment with Allowance	1,964	3,118	1,964	3,118
Total Recorded Investment	18,436	12,154	18,436	12,154
Related Allowance	704	1,778	704	1,778
Average Recorded Investment			15,195	8,939
Real estate construction
Loans
Unpaid Contractual Principal Balance	1,040	518	1,040	518
Recorded Investment with No Allowance	1,016	483	1,016	483
Recorded Investment with Allowance		11		11
Total Recorded Investment	1,016	494	1,016	494
Related Allowance		11		11
Average Recorded Investment			692	793
Retail real estate
Loans
Unpaid Contractual Principal Balance	18,517	13,112	18,517	13,112
Recorded Investment with No Allowance	14,957	11,733	14,957	11,733
Recorded Investment with Allowance	25	385	25	385
Total Recorded Investment	14,982	12,118	14,982	12,118
Related Allowance	25	140	25	140
Average Recorded Investment			13,009	13,102
Retail other
Loans
Unpaid Contractual Principal Balance	40	139	40	139
Recorded Investment with No Allowance	20	53	20	53
Recorded Investment with Allowance		3		3
Total Recorded Investment	$ 20	56	20	56
Related Allowance		$ 3		3
Average Recorded Investment			44	$ 171
Retail other \| Included in non-performing loans
Loans
Number of contracts \| contract				1
Included in non-performing loans \| Real estate construction
Loans
Number of contracts \| item				1
Recorded Investment				$ 100
In compliance with modified terms \| Commercial real estate
Loans
Number of modifications for short-term principal payment relief \| item		1		4
Recorded investment for short-term principal payment relief		$ 3,000		$ 3,300
In compliance with modified terms \| Retail real estate
Loans
Number of modifications for short-term interest-rate relief \| item	1			3
Recorded investment for short-term interest-rate relief	$ 100		$ 700	$ 400
Number of modifications for short-term principal payment relief \| item			3

Portfolio loans - Adverse Loan Grading (Details) $ in Billions	12 Months Ended
	Dec. 31, 2017 USD ($) item
Loans
The number of components contained in the general portion of the Company's allowance for loan losses	2
Number of quarters whose historical average is used to calculate the historical loss ratio	20
Balance of acquired loans which did not require a related allowance \| $	$ 1.8
Substandard
Loans
Additional reserve (as a percent)	3.00%
Special Mention
Loans
Additional reserve (as a percent)	1.00%

Portfolio loans - Allowance for Loan Loss (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2017	Dec. 31, 2016
Changes in allowance for loan losses
Beginning balance	$ 47,795	$ 47,487	$ 47,453
Provision for loan losses	5,303	5,550	1,600
Charged-off	(6,239)	(9,656)	(4,694)
Recoveries	6,723	4,414	3,128
Ending Balance	53,582	47,795	47,487
Amount allocated to:
Loans individually evaluated for impairment				$ 867	$ 3,467
Loans collectively evaluated for impairment				52,715	44,328
Ending Balance	47,795	47,487	47,453	53,582	47,795
Loans:
Loans individually evaluated for impairment				31,191	35,175
Loans collectively evaluated for impairment				5,477,663	3,842,183
Ending Balance				5,519,500	3,878,900
Purchased Credit Impaired Loans
Loans:
Loans collectively evaluated for impairment				10,646	1,542
Commercial
Changes in allowance for loan losses
Beginning balance	13,303	13,115	10,041
Provision for loan losses	(1,091)	5,520	4,016
Charged-off	(994)	(6,598)	(1,333)
Recoveries	3,561	1,266	391
Ending Balance	14,779	13,303	13,115
Amount allocated to:
Loans individually evaluated for impairment				138	1,535
Loans collectively evaluated for impairment				14,641	11,786
Ending Balance	13,303	13,115	10,041	14,779	13,303
Loans:
Loans individually evaluated for impairment				6,572	11,834
Loans collectively evaluated for impairment				1,407,248	947,993
Ending Balance				1,414,631	959,888
Commercial \| Purchased Credit Impaired Loans
Loans:
Loans collectively evaluated for impairment				811	61
Commercial real estate
Changes in allowance for loan losses
Beginning balance	20,623	18,604	20,639
Provision for loan losses	2,439	2,366	(2,064)
Charged-off	(1,965)	(470)	(1,462)
Recoveries	716	123	1,491
Ending Balance	21,813	20,623	18,604
Amount allocated to:
Loans individually evaluated for impairment				704	1,778
Loans collectively evaluated for impairment				21,109	18,845
Ending Balance	20,623	18,604	20,639	21,813	20,623
Loans:
Loans individually evaluated for impairment				11,491	11,147
Loans collectively evaluated for impairment				2,336,248	1,642,010
Ending Balance				2,354,684	1,654,164
Commercial real estate \| Purchased Credit Impaired Loans
Loans:
Loans collectively evaluated for impairment				6,945	1,007
Real estate construction
Changes in allowance for loan losses
Beginning balance	1,870	1,763	2,795
Provision for loan losses	581	(310)	(1,316)
Charged-off	(48)	(24)
Recoveries	458	441	284
Ending Balance	2,861	1,870	1,763
Amount allocated to:
Loans individually evaluated for impairment					11
Loans collectively evaluated for impairment				2,861	1,859
Ending Balance	1,870	1,763	2,795	2,861	1,870
Loans:
Loans individually evaluated for impairment				435	494
Loans collectively evaluated for impairment				260,490	181,584
Ending Balance				261,506	182,078
Real estate construction \| Purchased Credit Impaired Loans
Loans:
Loans collectively evaluated for impairment				581
Retail real estate
Changes in allowance for loan losses
Beginning balance	11,648	13,714	13,662
Provision for loan losses	3,263	(2,277)	857
Charged-off	(2,691)	(2,106)	(1,534)
Recoveries	1,563	2,317	729
Ending Balance	13,783	11,648	13,714
Amount allocated to:
Loans individually evaluated for impairment				25	140
Loans collectively evaluated for impairment				13,758	11,508
Ending Balance	11,648	13,714	13,662	13,783	11,648
Loans:
Loans individually evaluated for impairment				12,673	11,644
Loans collectively evaluated for impairment				1,445,819	1,056,942
Ending Balance				1,460,801	1,069,060
Retail real estate \| Purchased Credit Impaired Loans
Loans:
Loans collectively evaluated for impairment				2,309	474
Retail other
Changes in allowance for loan losses
Beginning balance	351	291	316
Provision for loan losses	111	251	107
Charged-off	(541)	(458)	(365)
Recoveries	425	267	233
Ending Balance	346	351	291
Amount allocated to:
Loans individually evaluated for impairment					3
Loans collectively evaluated for impairment				346	348
Ending Balance	$ 351	$ 291	$ 316	346	351
Loans:
Loans individually evaluated for impairment				20	56
Loans collectively evaluated for impairment				27,858	13,654
Ending Balance				$ 27,878	$ 13,710

OREO (Details) - USD ($) $ in Thousands	12 Months Ended
OREO (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
OREO:
Other Real Estate, Beginning Balance	$ 2,518	$ 783
Additions, transfers from loans	1,417	2,775	$ 1,251
Proceeds from sales of OREO	(5,024)	(4,498)	(1,090)
Gain on sales of OREO	1,632	999
Valuation allowance for OREO	(42)	(29)
Other Real Estate, Ending Balance	1,283	2,518	$ 783
Commercial real estate
Foreclosed Real Estate
Other real estate owned (OREO)	1,200	2,000
Residential real estate
Foreclosed Real Estate
Other real estate owned (OREO)	100	500
Residential real estate in the process of foreclosure	1,300
Pulaski
OREO:
Additions, fair value from acquisition		$ 2,488
First Community
OREO:
Additions, fair value from acquisition	722
Mid Illinois
OREO:
Additions, fair value from acquisition	$ 60

Premises and Equipment, net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Premises and Equipment
Premises and equipment, gross	$ 183,228	$ 137,511
Less accumulated depreciation	66,315	59,650
Total premises and equipment, net	116,913	77,861
Depreciation expense	8,577	7,295	$ 5,697
Land and improvements
Premises and Equipment
Premises and equipment, gross	36,249	26,484
Buildings and improvements
Premises and Equipment
Premises and equipment, gross	104,656	73,484
Furniture and equipment
Premises and Equipment
Premises and equipment, gross	$ 42,323	$ 37,543

Goodwill and Other Intangible Assets - Goodwill (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2017 USD ($) segment	Jul. 02, 2017 USD ($)	Dec. 31, 2016 USD ($)	Apr. 30, 2016 USD ($)
Goodwill and other intangibles assets
Number of operating segments \| segment	3
Total goodwill	$ 269,346		$ 102,814
First Community
Goodwill and other intangibles assets
Total goodwill		$ 115,982
Other intangible assets		$ 13,979
Pulaski
Goodwill and other intangibles assets
Total goodwill				$ 77,304
Other intangible assets				$ 15,468
Banking
Goodwill and other intangibles assets
Total goodwill	248,660		82,128
Banking \| First Community
Goodwill and other intangibles assets
Total goodwill	116,000
Other intangible assets	14,000
Banking \| Pulaski
Goodwill and other intangibles assets
Total goodwill			77,300
Other intangible assets			15,500
Banking \| Mid Illinois
Goodwill and other intangibles assets
Total goodwill	50,600
Other intangible assets	10,500
Remittance Processing
Goodwill and other intangibles assets
Total goodwill	8,992		8,992
Wealth Management
Goodwill and other intangibles assets
Total goodwill	11,694		$ 11,694
Wealth Management \| Mid Illinois
Goodwill and other intangibles assets
Other intangible assets	$ 1,000

Goodwill and Other Intangible Assets - Amortized Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Amortized intangible assets:
Balance at the beginning of period	$ 18,462
Amortization	5,245	$ 4,438	$ 3,192
Balance at the end of period	38,727	18,462
Core deposit intangible assets
Amortized intangible assets:
Balance at the beginning of period	17,338
Amortization	4,529	3,361
Balance at the end of period	$ 37,371	17,338
Core deposit intangible assets \| Maximum
Goodwill and other intangibles assets
Intangible asset estimated period	14 years
Customer relationship intangible assets
Amortized intangible assets:
Balance at the beginning of period	$ 1,124
Amortization	716	1,077
Balance at the end of period	$ 1,356	$ 1,124

Goodwill and Other Intangible Assets - Estimated Amortization Expense (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Goodwill and other intangibles assets
Net carrying amount	$ 38,727	$ 18,462
Estimated amortization expense:
Net carrying amount	38,727	18,462
Core deposit intangible assets
Goodwill and other intangibles assets
Gross carrying amount	63,029
Accumulated amortization	25,658
Net carrying amount	37,371	17,338
Estimated amortization expense:
2018	5,535
2019	5,108
2020	4,680
2021	4,251
2022	3,820
Thereafter	13,977
Net carrying amount	37,371	17,338
Customer relationship intangible assets
Goodwill and other intangibles assets
Gross carrying amount	13,168
Accumulated amortization	11,812
Net carrying amount	1,356	1,124
Estimated amortization expense:
2018	319
2019	276
2020	234
2021	191
2022	148
Thereafter	188
Net carrying amount	$ 1,356	$ 1,124

Deposits (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Deposits
Demand deposits, noninterest-bearing	$ 1,597,421	$ 1,134,133
Interest- bearing transaction deposits	1,166,170	1,032,928
Saving deposits and money market deposits	2,026,212	1,421,037
Time deposits	1,336,162	786,200
Total deposits	6,125,965	4,374,298
Reciprocal brokered transaction deposits included in interest-bearing transaction deposits	45,400	36,900
Reciprocal brokered transaction deposits included in savings deposits and money market funds	127,500	22,200
Time deposits minimum denomination of $100,000 or more	578,900	350,700
Time deposits minimum denomination of $250,000 or more	197,900	70,700
National deposits included in the balance of time deposits	0	100
Reciprocal brokered time deposits	62,000	93,400
Brokered deposits included in the balance of time deposits	247,700	5,000
Deposits
2018	915,514
2019	271,023
2020	63,931
2021	37,949
2022	47,734
Thereafter	11
Total	$ 1,336,162	$ 786,200

Borrowings - Maturity period (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Maturity period
Federal Funds Purchased	$ 0	$ 0
Maximum maturity period of short-term debt	1 year

Borrowings - Short-term borrowings (Details) - Line of Credit - Credit agreement - USD ($) $ in Millions	May 05, 2017	Dec. 31, 2017	Dec. 31, 2016
Short-term borrowings
Maximum borrowing capacity	$ 40.0
Outstanding amounts		$ 0.0	$ 0.0
One-month LIBOR rate
Short-term borrowings
Annual interest rate (as a percentage)	2.50%

The carrying value as of the balance sheet date of the current and noncurrent portions of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.