UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

July 21, 2009

FIRST BUSEY CORPORATION

(Exact Name of Registrant as Specified in Charter)

Nevada

0-15959

37-1078406

(State or Other
Jurisdiction of Incorporation

(Commission
File Number)

(I.R.S. Employer
Identification No.)

201 West Main Street, Urbana, IL

61801

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: (217) 365-4516

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

[ ]

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

[ ]

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

[ ]

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

[ ]

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

ITEM 2.02

RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

 

On Tuesday, July 21, 2009, the Registrant issued a press release disclosing financial results for the quarter ended June 30, 2009. The press release is made part of this Form and is attached as Exhibit 99.1.

 

The press release made a part of this Form includes forward looking statements that are intended to be covered by the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward looking statements include but are not limited to comments with respect to the objectives and strategies, financial condition, results of operations and business of the Registrant.

 

These forward looking statements involve numerous assumptions, inherent risks and uncertainties, both general and specific, and the risk that predictions and other forward looking statements will not be achieved. The Registrant cautions you not to place undue reliance on these forward looking statements as a number of important factors could cause actual future results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in such forward looking statements.

 

ITEM 8.01 OTHER EVENTS

 

The Registrant also announced it will pay a dividend of $0.08 per common share on July 24, 2009 to shareholders of record as of Tuesday, July 21, 2009.

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

 

 

(d)

Exhibits:

 

99.1

Press Release, dated July 21, 2009.

 

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: July 22, 2009

FIRST BUSEY CORPORATION

By: /s/ Barbara J. Harrington

 

Name: Barbara J. Harrington

 

Title: Chief Financial Officer

 

First Busey Announces Second Quarter 2009 Loss, Pre-provision Profit and Dividend Payment

 

Message from our President & CEO

 

Urbana, IL - First Busey Corporation’s (Nasdaq: BUSE) consolidated net loss for the quarter ended June 30, 2009 was $20.5 million, or $0.57 per fully-diluted common share, compared to net income of $4.6 million, or $0.13 per fully-diluted common share, for the quarter ended June 30, 2008. On a year-to-date basis, consolidated net loss was $15.0 million, or $0.42 per fully-diluted share in 2009 as compared to net income of $14.6 million, or $0.41 per fully-diluted share in 2008.

 

The decline in net income was primarily due to increased provision for loan losses. We recorded $47.5 million in provision for loan losses in the second quarter of 2009 as compared to $12.3 million in the same period of 2008. Year-to-date, our provision for loan losses was $57.5 million, as compared to $14.5 million in 2008. Additionally, downward pressure on the net interest margin primarily attributable to lost interest income on non-accrual loans and loans charged-off, and increased FDIC insurance have negatively affected our earnings.

 

Our Illinois markets continue to perform remarkably well. Our credit challenges are primarily within our Indianapolis and Florida markets. In Illinois, the non-performing loans/ loans ratio is 1.1% ($25.5 million/$2.31 billion), whereas the ratio is 6.1% ($11.2 million/$182.1 million) in Indiana and 13.6% ($90.4 million/$0.67 billion) in Florida. Additionally, more than half of our Illinois non-performing loans consist of two relationships that we believe to have fully provided for the potential losses.

 

Our core market is performing very well and we are executing the operational discipline necessary to return to solid profitability levels once we emerge from our credit issues. A review of our core operating results (pre-tax, pre-provision operating profit), follows:

 

 

Net interest income increased to $28.4 million in the second quarter of 2009 as compared to $27.6 million in the first quarter of 2009, our first quarterly increase since the second quarter of 2008. The increase in net interest income is attributable to lower funding costs as income from earning assets declined by $0.7 million, whereas interest expense from interest-bearing liabilities declined by $1.5 million.

 

Non-interest income increased $1.4 million in the second quarter of 2009 as compared to the first quarter of 2009, primarily due to income from the sale of mortgage loans and increased remittance processing revenue.

 

Non-interest expense increased $4.3 million to $30.1 million in the second quarter of 2009 as compared to $25.8 million in the first quarter of 2009. This increase was due primarily to increased FDIC insurance of $2.6 million, increased commissions from mortgage loans of $1.6 million and losses from foreclosed real estate of $0.8 million. After accounting for these increases, our non-interest expense decreased $0.7 million from the first quarter of 2009.

 

 

As noted in our first quarter earnings release, we are committed to the priorities of Balance Sheet Strength, Profitabilityand Growthin that order. While significant provisioning certainly impacts our current earnings position, our priority is to emerge from these challenging economic times equipped to capitalize on profitable growth opportunities. While we believe to have adequately provided for our loan losses to date, as noted in our past releases and discussed at our 2008 and 2009 shareholder meetings, we expected to experience larger than normal levels of nonperforming assets in 2008 and throughout 2009. We are not finished with the issues within our loan portfolio; you can expect additional provisioning in the future.

 

Despite the earnings challenges, our banks are well-capitalized. Our holding company and our banks exceed the regulatory definition of well-capitalized, the highest regulatory standard. In addition to working to maintain our strong capital position, we have remained focused on liquidity. We have reduced our non-deposit funding by $90.9 million since December 31, 2008, including paying down of $32 million of debt at our holding company. Our non-interest bearing deposits have increased $80.6 million over the same period. Although our cash position has declined by $99.3 million, interest-bearing deposits were reduced by $243.3 million since December 31, 2008, most of which were higher cost certificates-of-deposit.

 

On July 24, 2009, we will pay a dividend of $0.08 per common share to shareholders of record on July 21, 2009. We analyzed this dividend payment decision very carefully to ensure it was consistent with our capital plan and our earnings. Although we recorded a net loss for the quarter, our core operating results and current capital position supported the dividend payment. We will continue to review the dividend payment in subsequent quarters.

 

The Busey Strategy is built upon fulfilling The Busey Promise to our four pillars -- customers, associates, communities and shareholders. We will grow by successfully executing our mission of exceeding the service needs of our customers, investing in our associates and communities and delivering long-term value to you, our shareholders. Busey associates not only possess significant financial expertise, but positive attitudes and commitment to an extra-ordinary service philosophy. This combination allows us to remain customer-focused and retain market share despite challenging economic times. We thank our associates for their efforts, our customers for their business and our shareholders for their continued support of Busey.

 

As always, your input and questions are welcome.

 

\s\ Van A. Dukeman

 

 

Corporate Profile

 

First Busey Corporation is a $4.3 billion financial holding company headquartered in Urbana, Illinois. First Busey Corporation has two wholly-owned banks with locations in three states. Busey Bank is headquartered in Champaign, Illinois and has thirty-four banking centers serving downstate Illinois. Busey Bank has a banking center in Indianapolis, Indiana, and a loan production office in Fort Myers, Florida. As of June 30, 2009, Busey Bank had total assets of $3.8 billion. Busey Bank, N.A. is headquartered in Fort Myers, Florida, with eight banking centers serving southwest Florida. Busey Bank, N.A. had total assets of $420.1 million as of June 30, 2009.

 

Busey Wealth Management is a wholly-owned subsidiary of First Busey Corporation. Through Busey Trust Company, Busey Wealth Management delivers trust, asset management, retail brokerage and insurance products and services. As of June 30, 2009, Busey Wealth Management had approximately $3.1 billion in assets under care.

 

First Busey Corporation owns a retail payment processing subsidiary, FirsTech, Inc., which processes over 32 million transactions per year through online bill payments, lockbox processing and walk-in payments through its 4,700 agent locations in 40 states.

 

Busey provides electronic delivery of financial services through our website, www.busey.com.

 

Contact:

 

Barbara J. Harrington, CFO

217-365-4516

 

 

SELECTED FINANCIAL HIGHLIGHTS

(dollars in thousands, except per share data)

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

June 30,

 

 

 

2009

 

2009

 

2008

 

2009

 

2008

 

EARNINGS & PER SHARE DATA

 

 

 

 

 

 

 

 

 

 

 

Net income/(loss)1

 

$

(20,472

)

$

5,506

 

$

4,591

 

$

(14,966

)

$

14,595

 

Revenue2

 

 

45,872

 

 

43,641

 

 

45,266

 

 

89,480

 

 

90,320

 

Fully—diluted earnings per share

 

 

(0.57

)

 

0.15

 

 

0.13

 

 

(0.42

)

 

0.41

 

Cash dividends paid per share

 

 

0.08

 

 

0.20

 

 

0.20

 

 

0.28

 

 

0.40

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) by operating segment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Busey Bank

 

$

(14,074

)

$

6,584

 

$

6,395

 

$

(7,490

)

$

17,997

 

Busey Bank, N.A.

 

 

(6,061

)

 

(714

)

 

(2,002

)

 

(6,775

)

 

(3,049

)

Busey Wealth Management

 

 

717

 

 

562

 

 

871

 

 

1,279

 

 

1,317

 

FirsTech

 

 

847

 

 

822

 

 

703

 

 

1,669

 

 

1,322

 

AVERAGE BALANCES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets

 

$

4,419,839

 

$

4,410,790

 

$

4,235,000

 

$

4,412,282

 

$

4,214,780

 

Earning assets

 

 

3,971,923

 

 

3,966,968

 

 

3,733,761

 

 

3,969,384

 

 

3,713,522

 

Deposits

 

 

3,436,870

 

 

3,488,527

 

 

3,200,098

 

 

3,462,467

 

 

3,215,248

 

Interest—bearing liabilities

 

 

3,372,323

 

 

3,455,020

 

 

3,289,370

 

 

3,416,464

 

 

3,271,299

 

Stockholders' equity — common

 

 

446,600

 

 

452,327

 

 

517,936

 

 

449,146

 

 

519,418

 

PERFORMANCE RATIOS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Return on average assets3

 

 

(1.86

%)

 

0.51

%

 

0.44

%

 

(0.68

%)

 

0.70

%

Return on average common equity3

 

 

(18.39

%)

 

4.94

%

 

3.56

%

 

(6.72

%)

 

5.65

%

Net interest margin3

 

 

2.92

%

 

2.88

%

 

3.46

%

 

2.90

%

 

3.47

%

 Efficiency ratio4

 

 

62.61

%

 

56.26

%

 

56.26

%

 

59.40

%

 

57.75

%

 Non—interest revenue as a % of total revenues2

 

 

38.09

%

 

36.77

%

 

30.35

%

 

37.42

%

 

30.48

%

ASSET QUALITY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross loans

 

$

3,162,007

 

$

3,261,440

 

$

3,166,705

 

 

 

 

 

 

 

Allowance for loan losses

 

 

88,549

 

 

88,498

 

 

48,579

 

 

 

 

 

 

 

Net charge—offs

 

 

47,449

 

 

20,173

 

 

6,645

 

 

67,622

 

 

8,431

 

Allowance for loan losses to loans

 

 

2.80

%

 

2.71

%

 

1.53

%

 

 

 

 

 

 

Allowance as a percentage of non—performing loans

 

 

69.65

%

 

73.03

%

 

82.84

%

 

 

 

 

 

 

Non—performing loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non—accrual loans

 

 

122,595

 

 

105,424

 

 

53,155

 

 

 

 

 

 

 

Loans 90+ days past due

 

 

4,540

 

 

15,752

 

 

5,486

 

 

 

 

 

 

 

Geographically

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Downstate Illinois/ Indiana

 

 

36,714

 

 

36,653

 

 

18,639

 

 

 

 

 

 

 

Florida

 

 

90,421

 

 

84,523

 

 

40,002

 

 

 

 

 

 

 

Other non—performing assets

 

 

14,787

 

 

16,957

 

 

3,095

 

 

 

 

 

 

 

1

Available to common stockholders, net of preferred dividend and TARP warrant accretion

 

2

Net of interest expense, excludes security gains.

 

 

 

 

3

Quarterly ratios annualized and calculated on net income (loss) available to common stockholders.

 

4

Net of security gains and intangible charges.

 

 

 

 

 

 

Special Note Concerning Forward-Looking Statements

This document may contain, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the financial condition, results of operations, plans, objectives, future performance and business of the Company. Forward-looking

 

statements, which may be based upon beliefs, expectations and assumptions of the Company’s management and on information currently available to management, are generally identifiable by the use of words such as “believe,” “expect,” “anticipate,” “plan,” “intend,” “estimate,” “may,” “will,” “would,” “could,” “should” or other similar expressions. Additionally, all statements in this document, including forward-looking statements, speak only as of the date they are made, and the Company undertakes no obligation to update any statement in light of new information or future events. A number of factors, many of which are beyond the ability of the Company to control or predict, could cause actual results to differ materially from those in its forward-looking statements. These factors include, among others, the following: (i) the strength of the local and national economy; (ii) the economic impact of any future terrorist threats or attacks; (iii) changes in state and federal laws, regulations and governmental policies concerning the Company’s general business; (iv) changes in interest rates and prepayment rates of the Company’s assets; (v) increased competition in the financial services sector and the inability to attract new customers; (vi) changes in technology and the ability to develop and maintain secure and reliable electronic systems; (vii) the loss of key executives or employees; (viii) changes in consumer spending; (ix) unexpected results of acquisitions; (x) unexpected outcomes of existing or new litigation involving the Company; and (xi) changes in accounting policies and practices. These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. Additional information concerning the Company and its business, including additional factors that could materially affect the Company’s financial results, is included in the Company’s filings with the Securities and Exchange Commission.

 

 

 

Condensed Consolidated Balance Sheets

 

 

 

 

 

 

 

 

 

(Unaudited, in thousands, except per share data)

 

June 30,

 

March 31,

 

December 31,

 

June 30,

 

 

 

2009

 

2009

 

2008

 

2008

 

Assets

 

 

 

 

 

 

 

 

 

Cash and due from banks

 

$

90,797

 

$

138,413

 

$

190,113

 

$

124,639

 

Investment securities

 

 

648,891

 

 

708,112

 

 

654,130

 

 

580,891

 

Net loans

 

 

3,073,458

 

 

3,172,942

 

 

3,158,910

 

 

3,118,126

 

Premises and equipment

 

 

80,082

 

 

80,890

 

 

81,732

 

 

82,198

 

Goodwill and other intangibles

 

 

254,675

 

 

255,765

 

 

256,868

 

 

278,835

 

Other assets

 

 

128,611

 

 

114,353

 

 

118,340

 

 

80,742

 

Total assets

 

$

4,276,514

 

$

4,470,475

 

$

4,460,093

 

$

4,265,431

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities & Stockholders' Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

Non—interest bearing deposits

 

$

458,647

 

$

458,332

 

$

378,007

 

$

376,452

 

Interest—bearing deposits

 

 

2,885,426

 

 

3,031,869

 

 

3,128,686

 

 

2,797,511

 

Total deposits

 

$

3,344,073

 

$

3,490,201

 

$

3,506,693

 

$

3,173,963

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Federal funds purchased & securities

 

 

 

 

 

 

 

 

 

 

 

 

 

sold under agreements to repurchase

 

 

154,099

 

 

143,635

 

 

182,980

 

 

217,734

 

Short—term borrowings

 

 

30,000

 

 

58,000

 

 

83,000

 

 

117,000

 

Long—term debt

 

 

125,493

 

 

132,743

 

 

134,493

 

 

151,910

 

Junior subordinated debt owed to unconsolidated trusts

 

 

55,000

 

 

55,000

 

 

55,000

 

 

55,000

 

Other liabilities

 

 

38,893

 

 

39,208

 

 

43,110

 

 

36,301

 

Total liabilities

 

$

3,747,558

 

$

3,918,787

 

$

4,005,276

 

$

3,751,908

 

Total stockholders' equity

 

$

528,956

 

$

551,688

 

$

454,817

 

$

513,523

 

Total liabilities & stockholders' equity

 

$

4,276,514

 

$

4,470,475

 

$

4,460,093

 

$

4,265,431

 

Per Share Data

 

 

 

 

 

 

 

 

 

 

 

 

 

Book value per share

 

$

11.98

 

$

12.65

 

$

12.70

 

$

14.35

 

Tangible book value per share

 

$

4.87

 

$

5.51

 

$

5.53

 

$

6.56

 

Ending number of shares outstanding

 

 

35,816

 

 

35,816

 

 

35,815

 

 

35,787

 

 

 

 

 

 

Condensed Consolidated Statements of Operations

 

 

 

 

 

 

 

 

 

 

 

 

 

(Unaudited, in thousands, except per share data)

 

 

 

 

 

Three Months Ended June 30,

 

 

 

 

 

Six Months Ended June 30,

 

 

 

 

 

2009

 

2008

 

 

 

2009

 

2008

 

Interest and fees on loans

 

 

 

$

41,607

 

$

48,611

 

 

 

$

83,747

 

$

100,262

 

Interest on investment securities

 

 

 

 

6,021

 

 

6,079

 

 

 

 

12,188

 

 

12,880

 

Other interest income

 

 

 

 

 

 

3

 

 

 

 

 

 

108

 

Total interest income

 

 

 

$

47,628

 

$

54,693

 

 

 

$

95,935

 

$

113,250

 

Interest on deposits

 

 

 

 

16,498

 

 

19,174

 

 

 

 

34,315

 

 

42,021

 

Interest on short—term borrowings

 

 

 

 

683

 

 

1,756

 

 

 

 

1,526

 

 

3,515

 

Interest on long—term debt

 

 

 

 

1,306

 

 

1,391

 

 

 

 

2,580

 

 

3,121

 

Junior subordinated debt owed to unconsolidated trusts

 

 

 

 

742

 

 

846

 

 

 

 

1,519

 

 

1,805

 

Total interest expense

 

 

 

$

19,229

 

$

23,167

 

 

 

$

39,940

 

$

50,462

 

Net interest income

 

 

 

$

28,399

 

$

31,526

 

 

 

$

55,995

 

$

62,788

 

Provision for loan losses

 

 

 

 

47,500

 

 

12,300

 

 

 

 

57,500

 

 

14,450

 

Net interest income (loss) after provision for loan losses

 

 

 

$

(19,101

)

$

19,226

 

 

 

$

(1,505

)

$

48,338

 

Fees for customer services

 

 

 

 

4,292

 

 

3,994

 

 

 

 

8,289

 

 

7,845

 

Trust fees

 

 

 

 

3,348

 

 

3,698

 

 

 

 

6,553

 

 

6,771

 

Remittance processing

 

 

 

 

3,381

 

 

3,028

 

 

 

 

6,635

 

 

5,975

 

Commissions and brokers' fees

 

 

 

 

428

 

 

686

 

 

 

 

947

 

 

1,388

 

Gain on sales of loans

 

 

 

 

3,715

 

 

1,206

 

 

 

 

6,133

 

 

2,366

 

Net security gains

 

 

 

 

54

 

 

30

 

 

 

 

75

 

 

502

 

Other

 

 

 

 

2,309

 

 

1,128

 

 

 

 

4,928

 

 

3,187

 

Total non—interest income

 

 

 

$

17,527

 

$

13,770

 

 

 

$

33,560

 

$

28,034

 

Salaries and wages

 

 

 

 

10,792

 

 

11,851

 

 

 

 

21,421

 

 

23,363

 

Employee benefits

 

 

 

 

2,754

 

 

2,586

 

 

 

 

5,571

 

 

5,722

 

Net occupancy expense

 

 

 

 

2,396

 

 

2,325

 

 

 

 

4,971

 

 

4,789

 

Furniture and equipment expense

 

 

 

 

1,823

 

 

2,350

 

 

 

 

3,759

 

 

4,267

 

Data processing expense

 

 

 

 

1,930

 

 

1,628

 

 

 

 

3,662

 

 

3,316

 

Amortization expense

 

 

 

 

1,090

 

 

1,130

 

 

 

 

2,180

 

 

2,259

 

Other operating expenses

 

 

 

 

9,371

 

 

5,067

 

 

 

 

14,415

 

 

11,394

 

Total non—interest expense

 

 

 

$

30,156

 

$

26,937

 

 

 

$

55,979

 

$

55,110

 

Income (loss) before income taxes

 

 

 

$

(31,730

)

$

6,059

 

 

 

$

(23,924

)

$

21,262

 

Income taxes

 

 

 

 

(12,601

)

 

1,468

 

 

 

 

(10,688

)

 

6,667

 

Net income (loss)

 

 

 

$

(19,129

)

$

4,591

 

 

 

$

(13,236

)

$

14,595

 

Preferred stock dividends and TARP warrant accretion

 

 

 

$

1,343

 

$

 

 

 

$

1,730

 

$

 

Income (loss) available for common stockholders

 

 

 

$

(20,472

)

$

4,591

 

 

 

$

(14,966

)

$

14,595

 

Per Share Data

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic earnings (loss) per share

 

 

 

$

(0.57

)

$

0.13

 

 

 

$

(0.42

)

$

0.41

 

Fully—diluted earnings (loss) per share

 

 

 

$

(0.57

)

$

0.13

 

 

 

$

(0.42

)

$

0.41

 

Diluted average shares outstanding

 

 

 

 

35,816

 

 

35,931

 

 

 

 

35,816

 

 

36,031