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 17, 2018
NICOLET BANKSHARES, INC.
(Exact name of registrant as specified in its charter)
Wisconsin | 001-37700 | 47-0871001 | ||
(State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(IRS Employer Identification No.) |
111 North Washington Street
Green Bay, Wisconsin 54301
(Address of principal executive offices)
(920) 430-1400
(Registrant’s telephone number, including area code)
Not Applicable
(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:
¨ | 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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter.)
Emerging Growth Company x
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 2.02 | Results of Operations and Financial Condition. |
On July 17, 2018, Nicolet Bankshares, Inc., announced its earnings for the quarter ended June 30, 2018. A copy of the press release is attached as Exhibit 99.1 to this Report on Form 8-K and is incorporated herein by reference.
Pursuant to General Instruction B.2 of Form 8-K, the information in this Item 2.02 and Exhibit 99.1 is being furnished to the Securities and Exchange Commission and shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities under that Section. Furthermore, the information in this Item 2.02 and Exhibit 99.1 shall not be deemed to be incorporated by reference into the filings of the Registrant under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01 | Financial Statements and Exhibits. |
Exhibit No. | Description of Exhibit | |
99.1 | Press Release, dated July 17, 2018 |
Signatures
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.
Date: July 17, 2018 | NICOLET BANKSHARES, INC. | ||
By: | /s/ Ann K. Lawson | ||
Ann K. Lawson | |||
Chief Financial Officer |
Exhibit 99.1
FOR IMMEDIATE RELEASE
NICOLET BANKSHARES, INC. ANNOUNCES SECOND QUARTER 2018 EARNINGS
· | Net income of $9.7 million, 2% above first quarter 2018 and 17% above second quarter 2017 |
· | Net income of $19.3 million for first six months of 2018, 33% higher than the comparable 2017 period |
· | Earnings per diluted common share of $0.98 and $1.93 for the three and six months ended June 30 |
· | Annualized return on average assets of 1.28% and 1.31% for the three and six months ended June 30 |
· | Loan growth of $28 million or 5% annualized over March 31, 2018, and up $41 million since year end 2017 |
Green Bay, Wisconsin, July 17, 2018 – Nicolet Bankshares, Inc. (NASDAQ: NCBS) (“Nicolet”) announced second quarter 2018 net income of $9.7 million and earnings per diluted common share of $0.98, compared to $9.6 million and $0.94 for first quarter 2018, and $8.3 million and $0.83 for second quarter 2017, respectively. Annualized quarterly return on average assets was 1.28%, 1.34% and 1.27%, for second quarter 2018, first quarter 2018 and second quarter 2017, respectively.
Net income for the six months ended June 30, 2018 was $19.3 million, 33% higher than $14.5 million for the first half of 2017, and earnings per diluted common share was $1.93, 26% higher than $1.53 for the comparable period a year ago. Annualized return on average assets for the first six months of 2018 and 2017 was 1.31% and 1.19%, respectively.
“Net income has exceeded $9 million for four consecutive quarters, following our last bank acquisition consummated in April 2017,” said Bob Atwell, Chairman and CEO of Nicolet. “Our performance is the result of momentum in fulfilling customer needs with quality service and participation in our communities.”
“The Federal Reserve has raised rates six times over the past seven quarters. Hence, our net interest margin has had downward pressure, mostly from our cost of funds which was 0.91% for second quarter 2018 compared to 0.53% a year ago,” Atwell said. “Our loan growth trajectory, however, remains positive especially in commercial loans. We are realizing yield lift from new, renewed, and variable rate loans commensurate with the rising rate environment.”
“We are making solid progress on our 2018 goal to continue strong loan growth, deposits and wealth management revenues, in a cost-effective, profitable manner to sustain a healthy return on average assets for our shareholders,” said Atwell.
At June 30, 2018, assets were $2.9 billion and deposits were $2.5 billion, both decreasing $0.3 billion from March 31, 2018, attributable to a $0.3 billion short-term transactional deposit of a long-standing commercial customer accepted in late March and distributed by mid-June. At June 30, 2018, loans were $2.1 billion, up 1% over March 31, 2018, or 5% annualized.
The interest-earning asset yield, cost of funds and net interest margin for the second quarter of 2018 was 4.46%, 0.91% and 3.77%, respectively, down from the first quarter of 4.81%, 0.82% and 4.20%. The large deposit noted above was a positive contributor to net interest income though at a very low net spread, compressing the related margin components for the second quarter of 2018. The inclusion of the large deposit lowered the earning asset yield and net interest margin by approximately 20 basis points each in the quarter and lowered the reported cost of funds by approximately 2 basis points. For the first six months of 2018, the interest-earning asset yield, cost of funds and net interest margin was 4.63%, 0.87% and 3.98%, respectively; however, excluding the large deposit the earning asset yield and net interest margin would have been 11 basis points and 12 basis points higher, respectively.
Pre-tax income was up $0.5 million between the linked quarters, with reductions in net interest income more than offset by strong mortgage and wealth revenue, net gains, and lower expenses. Net interest income decreased $1.1 million from first quarter 2018, driven by an $0.8 million increase in interest expense (mostly due to rising rates on deposits and higher volume associated with the large deposit). Interest income declined by $0.2 million between the linked quarters as a result of $2 million lower aggregate discount income on purchased loans (attributable to a single favorably resolved credit relationship in the first quarter), nearly offset by otherwise improving interest income from positive rate and volume variances. Between the linked quarters, noninterest income increased $1.4 million or 16%, most notably due to higher net asset gains (up $0.8 million), net mortgage income (up $0.4 million) and wealth revenue (up $0.2 million). Noninterest expense decreased $0.2 million or 1% from first quarter 2018, as a $0.2 million increase in personnel expense was more than offset by a $0.3 million decrease in occupancy.
Pre-tax income for the first six months of 2018 increased $3.5 million over the comparable period last year. Net interest income increased $6.8 million, with interest income up $11.4 million on strong loan growth while interest expense increased $4.5 million due to rising rates on a larger deposit base. Noninterest income grew $3.2 million or 20%, with all categories up year-over-year. Noninterest expense increased $6.5 million or 17%, partly due to the expanded workforce and larger operating base, but also from higher overall costs.
Nonperforming assets declined to $12 million, representing 0.41% of total assets at June 30, 2018, minimally changed from 0.40% at March 31, 2018 and down favorably from 0.66% at June 30, 2017. For second quarter 2018, the provision for loan losses was $0.5 million compared to net charge-offs of $0.4 million. The allowance for loan losses increased to $12.9 million, representing 0.60% of total loans at June 30, 2018, down slightly from 0.61% of total loans at March 31, 2018.
Total capital was $371 million at June 30, 2018, an increase of $7 million from March 31, 2018, with second quarter earnings and stock issuances partially offset by stock repurchases and net fair value investment changes. The tangible equity to tangible asset ratio was 8.74% at June 30, 2018, whereas the March 31, 2018 ratio of 7.65% was affected by the large deposit.
During second quarter 2018, we utilized $4.5 million to repurchase and cancel approximately 81,900 shares of our common stock pursuant to our common stock repurchase program, bringing the life-to-date cumulative totals to 933,700 shares repurchased for $36.6 million. As of June 30, 2018, there remained $5.4 million authorized under the repurchase program to be utilized from time-to-time to repurchase shares in the open market, through block transactions or in private transactions.
Today, our board authorized an increase to the program of $12 million for up to 200,000 additional shares. As a result, the remaining authorization of $17.4 million represents 4.7% of June 30 total common equity and based on the recent trading price range could repurchase approximately 3% of outstanding shares as of June 30.
The timing of Nicolet’s April 2017 First Menasha Bancshares, Inc. (“First Menasha”) acquisition, at approximately 20% of pre-merger assets at the time of acquisition, impacts financial comparisons to 2017 periods. Certain income statement results, average balances and related ratios for 2018 include the full contribution of First Menasha operations, versus two months of contribution of First Menasha in the comparable three and six month periods of 2017. Quarterly results included non-recurring other direct merger and integration pre-tax expenses of $0.2 million and $0.3 million in the first and second quarters of 2017, respectively.
About Nicolet Bankshares, Inc.
Nicolet Bankshares, Inc. is the bank holding company of Nicolet National Bank, a growing, full-service, community bank providing services ranging from commercial and consumer banking to wealth management and retirement plan services. Founded in Green Bay in 2000, Nicolet National Bank operates branches in Northeast and Central Wisconsin and the upper peninsula of Michigan. More information can be found at www.nicoletbank.com.
Forward-Looking Statements
This news release contains forward-looking statements within the meaning of the federal securities law. Statements in this release that are not strictly historical are forward-looking and based upon current expectations that may differ materially from actual results. These forward-looking statements, identified by words such as “will”, “expect”, “believe,” “prospects” or other words of similar meaning, involve risks and uncertainties that could cause actual results to differ materially from those anticipated by the statements made herein. These risks and uncertainties include, but are not limited to, general economic trends and changes in interest rates, increased competition, regulatory or legislative developments affecting the financial industry generally or Nicolet specifically, the interpretations and impact of the recently enacted tax legislation, changes in consumer demand for financial services, the possibility of unforeseen events affecting the industry generally or Nicolet specifically, the uncertainties associated with newly developed or acquired operations and market disruptions. Nicolet undertakes no obligation to release revisions to these forward-looking statements publicly to reflect events or circumstances after the date hereof or to reflect the occurrence of unforeseen events, except as required to be reported under the rules and regulations of the Securities and Exchange Commission.
Nicolet Bankshares, Inc.
Consolidated Financial Summary (Unaudited)
At
or for the | At or for the Six Months Ended | |||||||||||||||||||||||||||
(In thousands, except per share data) | 6/30/2018 | 3/31/2018 | 12/31/2017 | 9/30/2017 | 6/30/2017 | 6/30/2018 | 6/30/2017 | |||||||||||||||||||||
Results of operations: | ||||||||||||||||||||||||||||
Interest income | $ | 30,545 | $ | 30,785 | $ | 29,836 | $ | 29,454 | $ | 26,880 | $ | 61,330 | $ | 49,963 | ||||||||||||||
Interest expense | 4,742 | 3,911 | 3,329 | 3,063 | 2,353 | 8,653 | 4,119 | |||||||||||||||||||||
Net interest income | 25,803 | 26,874 | 26,507 | 26,391 | 24,527 | 52,677 | 45,844 | |||||||||||||||||||||
Provision for loan losses | 510 | 510 | 450 | 975 | 450 | 1,020 | 900 | |||||||||||||||||||||
Net interest income after provision for loan losses | 25,293 | 26,364 | 26,057 | 25,416 | 24,077 | 51,657 | 44,944 | |||||||||||||||||||||
Noninterest income | 10,239 | 8,824 | 8,621 | 10,164 | 9,085 | 19,063 | 15,854 | |||||||||||||||||||||
Noninterest expense | 22,451 | 22,642 | 21,858 | 20,862 | 20,313 | 45,093 | 38,636 | |||||||||||||||||||||
Income before income tax expense | 13,081 | 12,546 | 12,820 | 14,718 | 12,849 | 25,627 | 22,162 | |||||||||||||||||||||
Income tax expense | 3,255 | 2,908 | 3,662 | 5,133 | 4,440 | 6,163 | 7,472 | |||||||||||||||||||||
Net income | 9,826 | 9,638 | 9,158 | 9,585 | 8,409 | 19,464 | 14,690 | |||||||||||||||||||||
Net income attributable to noncontrolling interest | 89 | 61 | 55 | 74 | 81 | 150 | 154 | |||||||||||||||||||||
Net income attributable to Nicolet Bankshares, Inc. | $ | 9,737 | $ | 9,577 | $ | 9,103 | $ | 9,511 | $ | 8,328 | $ | 19,314 | $ | 14,536 | ||||||||||||||
Earnings per common share: | ||||||||||||||||||||||||||||
Basic | $ | 1.01 | $ | 0.98 | $ | 0.93 | $ | 0.97 | $ | 0.88 | $ | 1.99 | $ | 1.61 | ||||||||||||||
Diluted | $ | 0.98 | $ | 0.94 | $ | 0.88 | $ | 0.91 | $ | 0.83 | $ | 1.93 | $ | 1.53 | ||||||||||||||
Common Shares: | ||||||||||||||||||||||||||||
Basic weighted average | 9,639 | 9,765 | 9,805 | 9,837 | 9,516 | 9,702 | 9,053 | |||||||||||||||||||||
Diluted weighted average | 9,970 | 10,225 | 10,368 | 10,409 | 9,992 | 10,032 | 9,521 | |||||||||||||||||||||
Outstanding | 9,643 | 9,699 | 9,818 | 9,799 | 9,863 | 9,643 | 9,863 | |||||||||||||||||||||
Noninterest Income/Noninterest Expense: | ||||||||||||||||||||||||||||
Trust services fee income | $ | 1,671 | $ | 1,606 | $ | 1,600 | $ | 1,479 | $ | 1,485 | $ | 3,277 | $ | 2,952 | ||||||||||||||
Brokerage fee income | 1,738 | 1,604 | 1,544 | 1,500 | 1,433 | 3,342 | 2,692 | |||||||||||||||||||||
Mortgage income, net | 1,528 | 1,080 | 1,339 | 1,774 | 1,406 | 2,608 | 2,248 | |||||||||||||||||||||
Service charges on deposit accounts | 1,200 | 1,190 | 1,237 | 1,238 | 1,121 | 2,390 | 2,129 | |||||||||||||||||||||
Card interchange income | 1,358 | 1,243 | 1,268 | 1,225 | 1,173 | 2,601 | 2,153 | |||||||||||||||||||||
Other noninterest income | 1,772 | 1,897 | 1,675 | 1,643 | 1,695 | 3,669 | 2,914 | |||||||||||||||||||||
Noninterest income without net gains | $ | 9,267 | $ | 8,620 | $ | 8,663 | $ | 8,859 | $ | 8,313 | $ | 17,887 | $ | 15,088 | ||||||||||||||
Gain (loss) on sale, disposal or write-down of assets, net | 972 | 204 | (42 | ) | 1,305 | 772 | 1,176 | 766 | ||||||||||||||||||||
Total noninterest income | $ | 10,239 | $ | 8,824 | $ | 8,621 | $ | 10,164 | $ | 9,085 | $ | 19,063 | $ | 15,854 | ||||||||||||||
Personnel expense | $ | 12,674 | $ | 12,492 | $ | 12,054 | $ | 11,488 | $ | 10,983 | $ | 25,166 | $ | 20,916 | ||||||||||||||
Occupancy, equipment and office | 3,454 | 3,787 | 3,695 | 3,559 | 3,223 | 7,241 | 6,054 | |||||||||||||||||||||
Business development and marketing | 1,463 | 1,342 | 1,341 | 1,113 | 1,317 | 2,805 | 2,246 | |||||||||||||||||||||
Data processing | 2,399 | 2,320 | 2,287 | 2,238 | 2,207 | 4,719 | 4,190 | |||||||||||||||||||||
FDIC assessments | 282 | 273 | 205 | 205 | 145 | 555 | 377 | |||||||||||||||||||||
Intangibles amortization | 1,100 | 1,182 | 1,181 | 1,173 | 1,178 | 2,282 | 2,341 | |||||||||||||||||||||
Other noninterest expense | 1,079 | 1,246 | 1,095 | 1,086 | 1,260 | 2,325 | 2,512 | |||||||||||||||||||||
Total noninterest expense | $ | 22,451 | $ | 22,642 | $ | 21,858 | $ | 20,862 | $ | 20,313 | $ | 45,093 | $ | 38,636 | ||||||||||||||
Period-End Balances: | ||||||||||||||||||||||||||||
Loans | $ | 2,128,624 | $ | 2,100,597 | $ | 2,087,925 | $ | 2,051,122 | $ | 2,009,964 | $ | 2,128,624 | $ | 2,009,964 | ||||||||||||||
Allowance for loan losses | 12,875 | 12,765 | 12,653 | 12,610 | 12,591 | 12,875 | 12,591 | |||||||||||||||||||||
Investment securities available-for-sale, at fair value | 401,975 | 401,130 | 405,153 | 408,217 | 418,286 | 401,975 | 418,286 | |||||||||||||||||||||
Goodwill and other intangibles, net | 126,124 | 127,224 | 128,406 | 129,588 | 128,871 | 126,124 | 128,871 | |||||||||||||||||||||
Total assets | 2,922,151 | 3,223,935 | 2,932,433 | 2,845,730 | 2,825,917 | 2,922,151 | 2,825,917 | |||||||||||||||||||||
Deposits | 2,455,536 | 2,765,090 | 2,471,064 | 2,366,951 | 2,389,971 | 2,455,536 | 2,389,971 | |||||||||||||||||||||
Stockholders’ equity | 370,584 | 363,988 | 364,178 | 360,426 | 352,384 | 370,584 | 352,384 | |||||||||||||||||||||
Book value per common share | 38.43 | 37.53 | 37.09 | 36.78 | 35.73 | 38.43 | 35.73 | |||||||||||||||||||||
Tangible book value per common share | 25.35 | 24.41 | 24.01 | 23.56 | 22.66 | 25.35 | 22.66 | |||||||||||||||||||||
Average Balances: | ||||||||||||||||||||||||||||
Loans | $ | 2,117,828 | $ | 2,114,345 | $ | 2,066,974 | $ | 2,035,277 | $ | 1,888,320 | $ | 2,116,096 | $ | 1,744,808 | ||||||||||||||
Interest-earning assets | 2,742,976 | 2,584,070 | 2,531,066 | 2,505,073 | 2,336,124 | 2,663,962 | 2,183,163 | |||||||||||||||||||||
Total assets | 3,044,466 | 2,896,533 | 2,852,400 | 2,825,542 | 2,635,925 | 2,970,908 | 2,455,384 | |||||||||||||||||||||
Deposits | 2,583,112 | 2,436,103 | 2,385,821 | 2,377,229 | 2,214,865 | 2,510,013 | 2,072,753 | |||||||||||||||||||||
Interest-bearing liabilities | 2,084,361 | 1,925,443 | 1,835,375 | 1,854,340 | 1,779,366 | 2,005,341 | 1,653,770 | |||||||||||||||||||||
Goodwill and other intangibles, net | 126,646 | 127,801 | 128,980 | 129,158 | 115,698 | 127,220 | 101,599 | |||||||||||||||||||||
Stockholders’ equity | 364,988 | 366,002 | 361,455 | 358,227 | 329,201 | 365,492 | 304,830 |
At
or for the | At or for the Six Months Ended | |||||||||||||||||||||||||||
(In thousands, except per share data) | 6/30/2018 | 3/31/2018 | 12/31/2017 | 9/30/2017 | 6/30/2017 | 6/30/2018 | 6/30/2017 | |||||||||||||||||||||
Financial Ratios*: | ||||||||||||||||||||||||||||
Return on average assets | 1.28 | % | 1.34 | % | 1.27 | % | 1.34 | % | 1.27 | % | 1.31 | % | 1.19 | % | ||||||||||||||
Return on average common equity | 10.70 | 10.61 | 9.99 | 10.53 | 10.15 | 10.66 | 9.62 | |||||||||||||||||||||
Return on average tangible common equity | 16.39 | 16.31 | 15.53 | 16.47 | 15.64 | 16.35 | 14.42 | |||||||||||||||||||||
Average equity to average assets | 11.99 | 12.64 | 12.67 | 12.68 | 12.49 | 12.30 | 12.41 | |||||||||||||||||||||
Stockholders’ equity to assets | 12.68 | 11.29 | 12.42 | 12.67 | 12.47 | 12.68 | 12.47 | |||||||||||||||||||||
Tangible equity to tangible assets | 8.74 | 7.65 | 8.41 | 8.50 | 8.29 | 8.74 | 8.29 | |||||||||||||||||||||
Loan yield | 5.10 | 5.39 | 5.23 | 5.29 | 5.20 | 5.25 | 5.25 | |||||||||||||||||||||
Earning asset yield | 4.46 | 4.81 | 4.73 | 4.72 | 4.67 | 4.63 | 4.67 | |||||||||||||||||||||
Cost of funds | 0.91 | 0.82 | 0.72 | 0.65 | 0.53 | 0.87 | 0.50 | |||||||||||||||||||||
Net interest margin | 3.77 | 4.20 | 4.21 | 4.24 | 4.27 | 3.98 | 4.29 | |||||||||||||||||||||
Net loan charge-offs to average loans | 0.08 | 0.08 | 0.08 | 0.19 | 0.01 | 0.08 | 0.01 | |||||||||||||||||||||
Nonperforming loans to total loans | 0.51 | 0.56 | 0.63 | 0.70 | 0.84 | 0.51 | 0.84 | |||||||||||||||||||||
Nonperforming assets to total assets | 0.41 | 0.40 | 0.49 | 0.55 | 0.66 | 0.41 | 0.66 | |||||||||||||||||||||
Allowance for loan losses to loans | 0.60 | 0.61 | 0.61 | 0.61 | 0.63 | 0.60 | 0.63 | |||||||||||||||||||||
Effective tax rate | 24.88 | 23.18 | 28.56 | 34.88 | 34.56 | 24.05 | 33.72 | |||||||||||||||||||||
Selected Items: | ||||||||||||||||||||||||||||
Interest income from resolving PCI loans (rounded) | $ | 100 | $ | 1,500 | $ | 2,100 | $ | 2,100 | $ | 1,600 | $ | 1,600 | $ | 3,800 | ||||||||||||||
Tax-equivalent adjustment on net interest income | 289 | 298 | 584 | 594 | 604 | 587 | 1,191 | |||||||||||||||||||||
Tax expense (benefit) on stock-based compensation | - | (159 | ) | (1,678 | ) | (15 | ) | (64 | ) | (159 | ) | (161 | ) | |||||||||||||||
Tax expense (benefit) of tax reform items | - | - | 896 | - | - | - | - |
*Income statement-related ratios for partial-year periods are annualized.