SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20579 ------------------------------------- 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 15, 2003 FIRST BUSEY CORPORATION - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Nevada 0-15959 37-1078406 - --------------------- --------------- ------------------- (State of other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 201 West Main Street, Urbana, Illinois 61801 - ---------------------------------------------- --------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (217) 365-4513
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS 99.1 Press Release, dated July 15, 2003 ITEM 12. DISCLOSURE OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On Tuesday, July 15, 2003, the Registrant issued a press release disclosing financial results for the quarter ended June 30, 2003. 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. 2
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 thereunto duly authorized. FIRST BUSEY CORPORATION Date: July 15, 2003 By: //Barbara J. Harrington// ------------------------- Name: Barbara J. Harrington Title: Chief Financial Officer 3
EXHIBIT INDEX 99.1 Press Release, dated July 15, 2003. 4
FIRST BUSEY CORPORATION(R) EARNINGS RELEASE FOR QUARTER ENDING JUNE 30, 2003 SECOND QUARTER HIGHLIGHTS - - NET INCOME for the second quarter is $5,356,000 or $.40 per share as compared to $4,287,000 or $.32 per share for the same period in 2002. On a year-to-date basis, net income was $10,198,000 or $.75 per share through the first six months of 2003 compared to $8,977,000 or $.66 per share for the same period in 2002. For the second quarter, net income increased 24.9% and earnings per share increased 25.0%. - - NET INTEREST INCOME increased $736,000 or 6.6% to $11,854,000 in the second quarter of 2003 compared to $11,118,000 in the second quarter of 2002. Interest income fell $153,000 during the second quarter of 2003 as compared to the same period last year due to the decline in interest rates which was offset by growth in the average volume of interest-earning assets. Interest expense fell $889,000 during the second quarter of 2003 compared to the same period last year, again due to the decline in interest rates. - - PROVISION FOR LOAN LOSSES as of June 30, 2003 was $330,000 as compared to $915,000 for the same quarter of 2002. The decrease in the provision is due to a decrease in the net charged off loans from $986,000 for the second quarter of 2002 to $51,000 for the second quarter of 2003. - - NON-INTEREST INCOME increased $1,285,000 or 23.0% to $6,871,000 during the second quarter of 2003 as compared to the $5,586,000 earned during 2002. This increase is due to growth in gains on the sale of mortgage loans. Gains have grown from $559,000 during the second quarter of 2002 to $2,239,000 during the second quarter of this year due to the low interest-rate environment. However, trust fees and brokerage fees and commissions are lower during the second quarter of this year as compared to last year due to market factors. - - NON-INTEREST EXPENSE increased $584,000 or 6.2% to $9,984,000 during the second quarter of 2003 as compared to the $9,400,000 during the same period in 2002. Salaries and wage expenses have increased dramatically due primarily to commissions associated with the increase in mortgage production. FINANCIAL SUMMARY Three Months Ended Six Months Ended June 30, June 30, 2003 2002 2003 2002 ----------------------------------------------------------- (in thousands except per share data) EARNINGS & PER SHARE DATA Net Income $ 5,356 $ 4,287 $ 10,198 $ 8,977 Basic earnings per share 0.40 0.32 0.75 0.66 Diluted earnings per share 0.40 0.32 0.75 0.66 Dividends per share 0.17 0.15 0.34 0.30 - --------------------------------------------------------------------------------------- AVERAGE BALANCES Assets $ 1,450,356 $ 1,304,083 $ 1,436,786 $ 1,295,457 Investment securities 245,152 219,582 241,122 210,726 Loans 1,099,101 989,895 1,091,288 987,258 Earning assets 1,359,539 1,216,179 1,345,941 1,208,862 Deposits 1,202,463 1,085,714 1,196,566 1,085,847 Stockholders' equity 121,288 108,707 119,347 107,615 - --------------------------------------------------------------------------------------- PERFORMANCE RATIOS Return on average assets 1.48% 1.32% 1.43% 1.40% Return on average equity 17.71% 15.82% 17.23% 16.82% Net interest margin 3.59% 3.77% 3.64% 3.82% Efficiency ratio 52.20% 55.22% 53.95% 54.29% - --------------------------------------------------------------------------------------- LOAN PERFORMANCE Net credit losses $ 51 $ 986 $ 63 $ 1,358 Accruing loans 90+ days past due 1,180 484 1,180 484 Non-accrual loans 1,145 1,169 1,145 1,169 Foreclosed assets 5,293 5,282 5,293 5,282 CORPORATE PROFILE First Busey Corporation is a financial holding company headquartered in Urbana, Illinois. First Busey Corporation has two wholly owned banking subsidiaries with locations in three states. Busey Bank is headquartered in Urbana, Illinois and has eighteen banking centers serving Champaign, McLean and Ford Counties in Illinois. Busey Bank also has a banking center in Indianapolis, Indiana and a loan production office in Ft. Myers, Florida. Total assets of Busey Bank were $1.4 billion as of June 30, 2003. Busey Bank Florida is a federal thrift charter headquartered in Ft. Myers, Florida with a second banking center located in Cape Coral, Florida. Total assets of Busey Bank Florida were $88 million as of June 30, 2003. Busey provides electronic delivery of financial services through Busey e-bank, www.busey.com. Busey Investment Group is a wholly owned subsidiary of First Busey Corporation and owns three subsidiaries. First Busey Trust & Investment Co. specializes in asset management and trust services with approximately $1 billion in assets under care. First Busey Securities, Inc. (member NASD/SIPC) is a full-service broker/dealer subsidiary with more than $500 million in assets under care. Busey Insurance Services, Inc. provides personal insurance products and specializes in long-term healthcare insurance. First Busey Corporation Common Stock is traded on the Nasdaq National Market under the symbol "BUSE." First Busey Corporation has a Repurchase Program in effect under which it is authorized to purchase up to 500,000 shares of stock, of which 281,212 shares have already been purchased. BUSE closed on June 30, 2003 at $24.15, an increase of 4.7% from the closing price of $23.06 on December 31, 2002.
CONSOLIDATED BALANCE SHEETS (unaudited) June 30, 2003 2002 -------------------------------- (in thousands) ASSETS Cash and due from banks $ 45,871 $ 43,893 Federal funds sold 33,300 27,700 Investment securities 248,829 218,482 Loans 1,114,804 1,009,151 Less allowance for loan losses (16,327) (13,810) Net loans 1,098,477 995,341 Premises and equipment, net 25,389 28,258 Goodwill and other intangibles 9,638 10,280 Other assets 38,708 32,611 - -------------------------------------------------------------------------------- TOTAL ASSETS $ 1,500,212 $ 1,356,565 - -------------------------------------------------------------------------------- LIABILITIES & STOCKHOLDERS' EQUITY Non-interest bearing deposits $ 161,122 $ 134,671 Interest bearing deposits 1,096,160 1,001,141 Total deposits $ 1,257,282 $ 1,135,812 Federal funds purchased & securities sold under agreements to repurchase 8,162 5,021 Long-term debt 77,759 70,021 Company obligated mandatorily redeemable preferred securities 25,000 25,000 Other liabilities 8,486 9,940 - -------------------------------------------------------------------------------- TOTAL LIABILITIES $ 1,376,689 $ 1,245,794 - -------------------------------------------------------------------------------- Common stock $ 6,291 $ 6,291 Surplus 21,004 20,906 Retained earnings 97,225 86,764 Other comprehensive income 11,142 9,182 Treasury stock (10,312) (10,205) Unearned ESOP shares (1,759) (2,021) Deferred compensation for stock grants (68) (146) - -------------------------------------------------------------------------------- TOTAL STOCKHOLDERS' EQUITY $ 123,523 $ 110,771 - -------------------------------------------------------------------------------- TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 1,500,212 $ 1,356,565 CONDENSED CONSOLIDATED STATEMENTS OF INCOME (unaudited) Three Months Ended Six Months Ended June 30, June 30, 2003 2002 2003 2002 ----------------------------------------------------------- (in thousands, except per share data) Interest and fees on loans $ 16,354 $ 16,233 $ 32,839 $ 32,637 Interest on investment securities 2,106 2,396 4,256 4,697 Other interest income 44 28 77 86 - ----------------------------------------------------------------------------------------------------- TOTAL INTEREST INCOME $ 18,504 $ 18,657 $ 37,172 $ 37,420 Interest on deposits $ 5,176 $ 6,101 $ 10,600 $ 12,366 Interest on short-term borrowings 52 126 97 265 Interest on long-term debt 1,422 1,312 2,796 2,530 - ----------------------------------------------------------------------------------------------------- TOTAL INTEREST EXPENSE $ 6,650 $ 7,539 $ 13,493 $ 15,161 Net interest income $ 11,854 $ 11,118 $ 23,679 $ 22,259 Provision for loans losses 330 915 930 1,480 - ----------------------------------------------------------------------------------------------------- NET INTEREST INCOME AFTER PROVISION $ 11,524 $ 10,203 $ 22,749 $ 20,779 Trust fees $ 1,184 $ 1,361 $ 2,291 $ 2,611 Commissions and brokers' fees 511 554 976 1,095 Fees for customer services 2,341 2,295 4,484 4,273 Gain on sale of loans 2,239 559 4,474 1,356 Security gains, net 116 199 299 473 Other 480 618 822 1,242 - ----------------------------------------------------------------------------------------------------- TOTAL NON-INTEREST INCOME $ 6,871 $ 5,586 $ 13,346 $ 11,050 Salaries and employee benefits $ 5,869 $ 5,234 $ 11,520 $ 10,463 Net occupancy expense 714 782 1,529 1,557 Furniture and equipment expenses 628 752 1,310 1,481 Other operating expenses 2,773 2,632 6,007 4,894 - ----------------------------------------------------------------------------------------------------- TOTAL NON-INTEREST EXPENSE $ 9,984 $ 9,400 $ 20,366 $ 18,395 - ----------------------------------------------------------------------------------------------------- Income before income taxes $ 8,411 $ 6,389 $ 15,729 $ 13,434 Income taxes 3,055 2,102 5,531 4,457 - ----------------------------------------------------------------------------------------------------- NET INCOME $ 5,356 $ 4,287 $ 10,198 $ 8,977 - ----------------------------------------------------------------------------------------------------- COMMON SHARE DATA Book value $ 9.05 $ 8.11 Tangible book value $ 8.34 7.36 Average number of shares 13,692,957 13,642,718 13,678,784 13,649,604 outstanding Ending number of shares 13,652,220 13,650,920 outstanding WHY BUSEY? HERE'S WHY... Celebrating 15 years of First Busey Corporation Stock Performance June 30, 2003 1988 1993 1998 2003 $3.67 $6.67 $16.75 $24.15 [BUSEY LOGO] Fifteen year Annualized Total Rate of Return 16.96%