8-K

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): April 26, 2018  

Midland States Bancorp, Inc.
(Exact Name of Registrant as Specified in Charter)

Illinois	001-35272	37-1233196
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

1201 Network Centre Drive, Effingham, Illinois 62401

(Address of Principal Executive Offices) (Zip Code)

(217) 342-7321
(Registrant's telephone number, including area code)

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:
	[ ]	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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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. [ X ]

Item 2.02. Results of Operations and Financial Condition.

On April 26, 2018, Midland States Bancorp, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter of 2018. The press release is attached as Exhibit 99.1.

Item 7.01. Regulation FD Disclosure.

On April 26, 2018, the Company made available on its website a slide presentation regarding the Company's first quarter 2018 financial results, which will be used as part of a publicly accessible conference call on April 27, 2018.  The slide presentation is attached as Exhibit 99.2.

The information in this Form 8-K and the attached exhibits shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in any such filing.

Item 9.01. Financial Statements and Exhibits.

(d)  Exhibits.

Exhibit No.	Description
99.1	Press Release of Midland States Bancorp, Inc., dated April 26, 2018
99.2	Slide Presentation of Midland States Bancorp, Inc. regarding first quarter 2018 financial results

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.

	Midland States Bancorp, Inc.
Date: April 26, 2018	By:	/s/ Douglas J. Tucker
		Douglas J. Tucker
		Senior Vice President and Corporate Counsel

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release of Midland States Bancorp, Inc., dated April 26, 2018
99.2	Slide Presentation of Midland States Bancorp, Inc. regarding first quarter 2018 financial results

EX-99.1

EXHIBIT 99.1

Midland States Bancorp, Inc. Announces 2018 First Quarter Results

Highlights

• Net income of $1.8 million, or $0.08 diluted earnings per share, which included $11.9 million, or $0.44 per diluted share, of integration and acquisition expenses
  
  
• Acquisition of Alpine Bancorporation, Inc. completed on February 28, 2018
  
  
• Total assets surpassed $5.7 billion at March 31, 2018
  
  
• Wealth management assets under administration reached $3.1 billion at March 31, 2018

EFFINGHAM, Ill., April 26, 2018 (GLOBE NEWSWIRE) -- Midland States Bancorp, Inc. (Nasdaq:MSBI) (the “Company”) today reported financial results for the first quarter of 2018, which included $11.9 million, or $0.44 per diluted share, of integration and acquisition expenses.  Inclusive of these expenses, the Company reported net income of $1.8 million, or $0.08 diluted earnings per share, for the first quarter of 2018.  This compares to net income of $2.0 million, or $0.10 diluted earnings per share, for the fourth quarter of 2017, and net income of $8.5 million, or $0.52 diluted earnings per share, for the first quarter of 2017.  Financial results for the first quarter of 2018 include one month of operations of Alpine Bank, which was acquired on February 28, 2018. 

“Our first quarter performance was highlighted by the completion of our acquisition of Alpine Bancorporation,” said Leon J. Holschbach, Chief Executive Officer of the Company.  “Alpine significantly strengthens our franchise by providing a talented team of bankers, an attractive deposit base, and another $1 billion in assets for our wealth management business.  Aside from completing the acquisition, we saw a number of positive operating trends during the first quarter including an expansion in our net interest margin, excluding the impact of accretion income, and good expense management.  As we integrate Alpine’s operations and work to achieve the synergies we project for this transaction, we believe we will drive additional efficiencies and positively impact our level of profitability in the future.”

Adjusted Earnings

Financial results for the first quarter of 2018 included $11.9 million in integration and acquisition expenses.  Excluding these expenses, adjusted earnings were $11.3 million, or $0.52 diluted earnings per share, for the first quarter of 2018. 

Financial results for the fourth quarter of 2017 included $4.5 million of additional tax expense related to the revaluation of the Company’s net deferred tax assets, $2.7 million in integration and acquisition expenses, and $0.4 million in loss on mortgage servicing rights (“MSRs”) held-for-sale.  Excluding these expenses, adjusted earnings were $8.4 million, or $0.42 diluted earnings per share, for the fourth quarter of 2017. 

The increase in adjusted earnings per share was primarily attributable to the earnings contribution from Alpine Bank and a decrease in the provision for loan losses.

A reconciliation of adjusted earnings to net income according to accounting principles generally accepted in the United States (“GAAP”) is provided in the financial tables at the end of this press release.

Factors Affecting Comparability

Most recently, Midland acquired Alpine Bancorporation, Inc., Centrue Financial Corporation (“Centrue”) and CedarPoint Investment Advisors (“CedarPoint”) in February 2018, June 2017 and March 2017, respectively. The financial position and results of operations of these entities prior to their acquisition dates are not included in the Company’s financial results for periods prior to their respective acquisition dates.

Net Interest Income

Net interest income for the first quarter of 2018 was $38.2 million, an increase of 6.0% from $36.0 million for the fourth quarter of 2017.  The increase in net interest income was primarily attributable to the one month of net interest income contributed by Alpine Bank.

The Company’s net interest income benefits from accretion income associated with purchased loan portfolios.  Accretion income totaled $2.0 million for the first quarter of 2018, compared with $2.7 million for the fourth quarter of 2017. 

Relative to the first quarter of 2017, net interest income increased $10.7 million, or 39.1%.  Accretion income for the first quarter of 2017 was $2.7 million.  The increase in net interest income resulted from a $14.7 million increase in interest income on interest-earning assets, offset in part by a $3.9 million increase in interest expense. These increases were due to the full quarter impact of Centrue Bank, the one month impact of Alpine Bank, as well as organic growth.

Net Interest Margin

Net interest margin for the first quarter of 2018 was 3.69%, compared to 3.73% for the fourth quarter of 2017.  The Company’s net interest margin benefits from accretion income on purchased loan portfolios, which contributed 16 and 26 basis points to net interest margin in the first quarter of 2018 and fourth quarter of 2017, respectively.  Excluding the impact of accretion income, net interest margin was positively impacted by loan yields increasing more than funding costs, combined with an enhanced earning asset mix.

Relative to the first quarter of 2017, the net interest margin decreased from 3.87%.  Accretion income on purchased loan portfolios contributed 35 basis points to net interest margin in the first quarter of 2017.  Excluding the impact of accretion income, the net interest margin was relatively unchanged. 

Noninterest Income

Noninterest income for the first quarter of 2018 was $16.6 million, an increase of 18.6% from $14.0 million for the fourth quarter of 2017.  The increase was primarily attributable to one month of noninterest income contributed by Alpine Bank.

Wealth management revenue for the first quarter of 2018 was $4.2 million, an increase of 16.6% from $3.6 million in the fourth quarter of 2017.  The increase was primarily attributable to the one month contribution of Alpine Bank’s wealth management business, which added $1.1 billion in assets under administration.  Compared to the first quarter of 2017, wealth management revenue increased 45.6%, which was attributable to 10% organic growth in assets under administration, the acquisition of CedarPoint in March 2017, and the addition of Alpine Bank’s wealth management business at the end of February 2018.

Commercial FHA revenue for the first quarter of 2018 was $3.3 million, an increase of 6.5% from $3.1 million in the fourth quarter of 2017.  The Company originated $80.4 million in rate lock commitments during the first quarter of 2018, compared to $98.5 million in the prior quarter.  Compared to the first quarter of 2017, commercial FHA revenue decreased 50.3%.

Residential mortgage banking revenue for the first quarter of 2018 was $1.4 million, a decrease of 8.9% from $1.6 million in the fourth quarter of 2017.  Compared to the first quarter of 2017, residential mortgage banking revenue decreased 51.4%, primarily due to a smaller loan production team.

Relative to the first quarter of 2017, noninterest income increased 1.6% from $16.3 million.  The increase was primarily due to greater wealth management and core banking fees, partially offset by lower commercial FHA and residential mortgage banking revenue.

Noninterest Expense

Noninterest expense for the first quarter of 2018 was $49.6 million, compared with $36.2 million for the fourth quarter of 2018.  Noninterest expense for the first quarter of 2018 included $11.9 million of integration and acquisition expenses, while noninterest expense for the fourth quarter of 2017 included $2.7 million in integration and acquisition expenses and $0.4 million in losses on MSRs held-for-sale.  Excluding these expenses, noninterest expense increased $4.7 million, or 14.1%, from the prior quarter.  The increase was primarily due to one month of expenses associated with the addition of Alpine Bank’s operations, combined with increased expenses from the expansion of the equipment financing business, as well as increased payroll taxes.

Relative to the first quarter of 2017, noninterest expense, excluding integration and acquisition expenses, increased 27.7% from $29.5 million.  The increase was primarily due to the addition of personnel and facilities from the three acquisitions completed over the past year. 

Income Tax Expense

Income tax expense was $1.4 million for the first quarter of 2018, compared to $5.8 million for the fourth quarter of 2017, which included $4.5 million of additional tax expense related to the revaluation of the Company’s net deferred tax assets. 

Income tax expense for the first quarter of 2018 reflects the impact of the reduction in the federal corporate tax rate from 35% to 21% pursuant to the Tax Cuts and Jobs Act that was signed into law in December 2017; however, the Company recorded $0.7 million of additional state tax expense related to the revaluation of the Company’s state deferred tax assets and liabilities as a result of the Alpine acquisition.

Loan Portfolio

Total loans outstanding were $4.03 billion at March 31, 2018, compared with $3.23 billion at December 31, 2017 and $2.45 billion at March 31, 2017.  The increase in total loans from December 31, 2017 was primarily attributable to the addition of Alpine’s loan portfolio.  The increase in total loans from March 31, 2017 was due to 4.2% organic growth and the addition of the Alpine and Centrue loan portfolios. 

Deposits

Total deposits were $4.23 billion at March 31, 2018, compared with $3.13 billion at December 31, 2017, and $2.53 billion at March 31, 2017.  The increase in total deposits from December 31, 2017 was primarily attributable to the addition of Alpine’s deposits. The increase in total deposits from March 31, 2017 was primarily attributable to the addition of Alpine’s and Centrue’s deposits.

Asset Quality

Non-performing loans totaled $26.5 million, or 0.66% of total loans, at March 31, 2018, compared with $26.8 million, or 0.83% of total loans, at December 31, 2017, and $28.9 million, or 1.18% of total loans, at March 31, 2017.  The decrease in non-performing loans as a percentage of total loans at March 31, 2018 compared to the end of the prior quarter was due to the addition of the Alpine loan portfolio.

Net charge-offs for the first quarter of 2018 were $0.7 million, or 0.09% of average loans on an annualized basis. 

The Company recorded a provision for loan losses of $2.0 million for the first quarter of 2018.  The Company’s allowance for loan losses was 0.44% of total loans and 66.8% of non-performing loans at March 31, 2018, compared with 0.51% of total loans and 61.4% of non-performing loans at December 31, 2017.  Fair market value discounts recorded in connection with acquired loan portfolios represented 0.65% of total loans at March 31, 2018, compared with 0.51% of total loans at December 31, 2017.

Capital

At March 31, 2018, the Company exceeded all regulatory capital requirements under Basel III and was considered to be a ‘‘well-capitalized’’ financial institution, as summarized in the following table:

	March 31, 2018	Well Capitalized Regulatory Requirements
Total capital to risk-weighted assets	12.37%	10.00%
Tier 1 capital to risk-weighted assets	9.84%	8.00%
Tier 1 leverage ratio	9.55%	5.00%
Common equity Tier 1 capital	8.30%	6.50%
Tangible common equity to tangible assets	6.89%	NA

Conference Call, Webcast and Slide Presentation

The Company will host a conference call and webcast at 7:30 a.m. Central Time on Friday, April 27, 2018 to discuss its financial results.  The call can be accessed via telephone at (877) 516-3531 (passcode: 1096996).  A recorded replay can be accessed through May 4, 2018 by dialing (855) 859-2056; passcode: 1096996.

A slide presentation relating to the first quarter 2018 results will be accessible prior to the scheduled conference call.  The slide presentation and webcast of the conference call can be accessed on the Webcasts and Presentations page of the Company’s investor relations website.

About Midland States Bancorp, Inc.

Midland States Bancorp, Inc. is a community-based financial holding company headquartered in Effingham, Illinois, and is the sole shareholder of Midland States Bank and Alpine Bank.  As of March 31, 2018, the Company had total assets of approximately $5.7 billion and its Wealth Management Group had assets under administration of approximately $3.1 billion.  Midland provides a full range of commercial and consumer banking products and services, business equipment financing, merchant credit card services, trust and investment management, and insurance and financial planning services. In addition, multi-family and healthcare facility FHA financing is provided through Love Funding, Midland’s non-bank subsidiary. For additional information, visit www.midlandsb.com or follow Midland on LinkedIn at https://www.linkedin.com/company/midland-states-bank.

Non-GAAP Financial Measures

Some of the financial measures included in this press release are not measures of financial performance recognized in accordance with GAAP.   These non-GAAP financial measures include “Adjusted Earnings,” “Adjusted Diluted Earnings Per Share,” “Adjusted Return on Average Assets,” “Adjusted Return on Average Shareholders’ Equity,”  “Adjusted Return on Average Tangible Common Equity,” “Efficiency Ratio,” “Tangible Common Equity to Tangible Assets,” “Tangible Book Value Per Share” and “Return on Average Tangible Common Equity.” The Company believes these non-GAAP financial measures provide both management and investors a more complete understanding of the Company’s funding profile and profitability. These non-GAAP financial measures are supplemental and are not a substitute for any analysis based on GAAP financial measures. Not all companies use the same calculation of these measures; therefore this presentation may not be comparable to other similarly titled measures as presented by other companies.

Forward-Looking Statements

Readers should note that in addition to the historical information contained herein, this press release includes "forward-looking statements," including but not limited to statements about the Company’s plans, objectives, future performance, goals and future earnings levels.  These statements are subject to many risks and uncertainties, including changes in interest rates and other general economic, business and political conditions, including changes in the financial markets; changes in business plans as circumstances warrant; and other risks detailed from time to time in filings made by the Company with the Securities and Exchange Commission. Readers should note that the forward-looking statements included in this press release are not a guarantee of future events, and that actual events may differ materially from those made in or suggested by the forward-looking statements. Forward-looking statements generally can be identified by the use of forward-looking terminology such as "will," "propose," "may," "plan," "seek," "expect," "intend," "estimate," "anticipate," "believe" or "continue," or similar terminology. Any forward-looking statements presented herein are made only as of the date of this press release, and we do not undertake any obligation to update or revise any forward-looking statements to reflect changes in assumptions, the occurrence of unanticipated events, or otherwise.

CONTACTS:
Jeffrey G. Ludwig, President, at jludwig@midlandsb.com or (217) 342-7321
Stephen A. Erickson, Chief Financial Officer, at serickson@midlandsb.com or (217) 540-1712
Douglas J. Tucker, Sr. V.P., Corporate Counsel, at dtucker@midlandsb.com or (217) 342-7321

MIDLAND STATES BANCORP, INC.
CONSOLIDATED FINANCIAL SUMMARY (unaudited)
	For the Quarter Ended
	March 31,			December 31,			September 30,			June 30,			March 31,
(dollars in thousands, except per share data)	2018			2017			2017			2017			2017
Earnings Summary
Net interest income	$	38,185		$	36,036		$	36,765		$	29,400		$	27,461
Provision for loan losses		2,006			6,076			1,489			458			1,533
Noninterest income		16,605			13,998			15,403			13,619			16,342
Noninterest expense		49,602			36,192			48,363			37,645			30,797
Income before income taxes		3,182			7,766			2,316			4,916			11,473
Income taxes		1,376			5,775			280			1,377			2,983
Net income	$	1,806		$	1,991		$	2,036		$	3,539		$	8,490
Diluted earnings per common share	$	0.08		$	0.10		$	0.10		$	0.20		$	0.52
Weighted average shares outstanding - diluted		21,351,511			19,741,833			19,704,217			17,320,089			16,351,637
Return on average assets		0.15	%		0.18	%		0.18	%		0.39	%		1.05	%
Return on average shareholders' equity		1.47	%		1.74	%		1.78	%		3.93	%		10.58	%
Return on average tangible common shareholders' equity		2.09	%		2.35	%		2.41	%		4.92	%		12.78	%
Net interest margin		3.69	%		3.73	%		3.78	%		3.70	%		3.87	%
Efficiency ratio (1)		68.45	%		64.64	%		69.00	%		66.54	%		66.34	%
Adjusted Earnings Performance Summary
Adjusted earnings (1)	$	11,301		$	8,403		$	9,173		$	8,076		$	9,243
Adjusted diluted earnings per common share (1)	$	0.52		$	0.42		$	0.46		$	0.46		$	0.56
Adjusted return on average assets (1)		0.96	%		0.76	%		0.82	%		0.89	%		1.14	%
Adjusted return on average shareholders' equity (1)		9.19	%		7.34	%		8.03	%		8.97	%		11.52	%
Adjusted return on average tangible common shareholders' equity (1)		13.10	%		9.92	%		10.87	%		11.23	%		13.91	%
(1) Non-GAAP financial measures. Refer to pages 12 - 14 for a reconciliation to the comparable GAAP financial measures.

MIDLAND STATES BANCORP, INC.
CONSOLIDATED FINANCIAL SUMMARY (unaudited) (continued)
	For the Quarter Ended
	March 31,		December 31,		September 30,		June 30,		March 31,
(in thousands, except per share data)	2018		2017		2017		2017		2017
Net interest income:
Total interest income	$	46,505	$	43,500	$	43,246	$	34,528	$	31,839
Total interest expense		8,320		7,464		6,481		5,128		4,378
Net interest income		38,185		36,036		36,765		29,400		27,461
Provision for loan losses		2,006		6,076		1,489		458		1,533
Net interest income after provision for loan losses		36,179		29,960		35,276		28,942		25,928
Noninterest income:
Commercial FHA revenue		3,330		3,127		3,777		4,153		6,695
Residential mortgage banking revenue		1,418		1,556		2,317		2,330		2,916
Wealth management revenue		4,182		3,587		3,475		3,406		2,872
Service charges on deposit accounts		1,967		1,828		2,133		1,122		892
Interchange revenue		2,090		1,538		1,724		1,114		977
Gain on sales of investment securities, net		65		2		98		55		67
Other income		3,553		2,360		1,879		1,439		1,923
Total noninterest income		16,605		13,998		15,403		13,619		16,342
Noninterest expense:
Salaries and employee benefits		28,395		17,344		22,411		21,842		17,115
Occupancy and equipment		4,252		3,859		4,144		3,472		3,184
Data processing		4,288		3,640		5,786		2,949		2,796
Professional		4,499		3,611		4,151		3,142		2,992
Amortization of intangible assets		1,675		1,035		1,187		579		525
Loss on mortgage servicing rights held for sale		-		442		3,617		-		-
Other		6,493		6,261		7,067		5,661		4,185
Total noninterest expense		49,602		36,192		48,363		37,645		30,797
Income before income taxes		3,182		7,766		2,316		4,916		11,473
Income taxes		1,376		5,775		280		1,377		2,983
Net income	$	1,806	$	1,991	$	2,036	$	3,539	$	8,490
Basic earnings per common share	$	0.08	$	0.10	$	0.10	$	0.21	$	0.54
Diluted earnings per common share	$	0.08	$	0.10	$	0.10	$	0.20	$	0.52

MIDLAND STATES BANCORP, INC.
CONSOLIDATED FINANCIAL SUMMARY (unaudited) (continued)
	At Quarter Ended
	March 31,			December 31,			September 30,			June 30,			March 31,
(in thousands)	2018			2017			2017			2017			2017
Assets
Cash and cash equivalents	$	331,183		$	215,202		$	183,572		$	334,356		$	218,096
Investment securities		738,172			450,525			467,852			460,711			335,608
Loans		4,029,150			3,226,678			3,157,972			3,184,063			2,454,950
Allowance for loan losses		(17,704	)		(16,431	)		(16,861	)		(15,424	)		(15,805	)
Total loans, net		4,011,446			3,210,247			3,141,111			3,168,639			2,439,145
Loans held for sale at fair value		25,267			50,089			35,874			41,689			39,900
Premises and equipment, net		95,332			76,162			80,941			76,598			66,914
Other real estate owned		5,059			5,708			6,379			7,036			3,680
Mortgage servicing rights at lower of cost or market		56,427			56,352			56,299			70,277			68,557
Mortgage servicing rights held for sale		3,962			10,176			10,618			-			-
Intangible assets		46,473			16,932			17,966			18,459			8,633
Goodwill		155,674			98,624			97,351			96,940			50,807
Cash surrender value of life insurance policies		136,766			113,366			112,591			111,802			74,806
Other assets		117,611			109,318			137,207			105,135			67,431
Total assets	$	5,723,372		$	4,412,701		$	4,347,761		$	4,491,642		$	3,373,577
Liabilities and Shareholders' Equity
Noninterest bearing deposits	$	1,037,710		$	724,443		$	674,118		$	780,803		$	528,021
Interest bearing deposits		3,196,105			2,406,646			2,440,349			2,552,228			1,999,455
Total deposits		4,233,815			3,131,089			3,114,467			3,333,031			2,527,476
Short-term borrowings		130,693			156,126			153,443			170,629			124,035
FHLB advances and other borrowings		587,493			496,436			488,870			400,304			250,353
Subordinated debt		94,013			93,972			54,581			54,556			54,532
Trust preferred debentures		47,443			47,330			47,218			47,107			39,137
Other liabilities		44,530			38,203			38,493			34,063			43,711
Total liabilities		5,137,987			3,963,156			3,897,072			4,039,690			3,039,244
Total shareholders’ equity		585,385			449,545			450,689			451,952			334,333
Total liabilities and shareholders’ equity	$	5,723,372		$	4,412,701		$	4,347,761		$	4,491,642		$	3,373,577

MIDLAND STATES BANCORP, INC.
CONSOLIDATED FINANCIAL SUMMARY (unaudited) (continued)
	At Quarter Ended
	March 31,		December 31,		September 30,		June 30,		March 31,
(in thousands)	2018		2017		2017		2017		2017
Loan Portfolio
Commercial loans	$	802,752	$	555,930	$	513,544	$	571,111	$	475,408
Commercial real estate loans		1,773,510		1,440,011		1,472,284		1,470,487		997,200
Construction and land development loans		234,837		200,587		182,513		176,098		171,047
Residential real estate loans		570,321		453,552		445,747		428,464		277,402
Consumer loans		424,229		371,455		343,038		335,902		337,081
Lease financing loans		223,501		205,143		200,846		202,001		196,812
Total loans	$	4,029,150	$	3,226,678	$	3,157,972	$	3,184,063	$	2,454,950
Deposit Portfolio
Noninterest-bearing demand deposits	$	1,037,710	$	724,443	$	674,118	$	780,803	$	528,021
NOW accounts		993,253		785,935		800,649		841,640		751,193
Money market accounts		840,415		646,426		633,844		578,077		415,322
Savings accounts		466,887		281,212		278,977		291,912		169,715
Time deposits		672,034		502,810		493,777		525,647		394,508
Brokered deposits		223,516		190,263		233,102		314,952		268,717
Total deposits	$	4,233,815	$	3,131,089	$	3,114,467	$	3,333,031	$	2,527,476

MIDLAND STATES BANCORP, INC.
CONSOLIDATED FINANCIAL SUMMARY (unaudited) (continued)
	For the Quarter Ended
	March 31,			December 31,			September 30,			June 30,			March 31,
(dollars in thousands)	2018			2017			2017			2017			2017
Average Balance Sheets
Cash and cash equivalents	$	138,275		$	173,540		$	202,407		$	192,483		$	163,595
Investment securities		548,168			461,475			474,216			362,268			328,880
Loans		3,477,917			3,198,036			3,173,027			2,620,875			2,361,380
Loans held for sale		40,841			40,615			46,441			61,759			73,914
Nonmarketable equity securities		34,890			33,703			31,224			22,246			20,047
Total interest-earning assets		4,240,091			3,907,369			3,927,315			3,259,631			2,947,816
Non-earning assets		536,750			497,502			498,364			372,525			336,761
Total assets	$	4,776,841		$	4,404,871		$	4,425,679		$	3,632,156		$	3,284,577
Interest-bearing deposits	$	2,675,339		$	2,433,461		$	2,527,490		$	2,116,564		$	1,896,569
Short-term borrowings		148,703			181,480			182,015			146,144			143,583
FHLB advances and other borrowings		489,567			472,709			434,860			290,401			248,045
Subordinated debt		93,993			88,832			54,570			54,542			54,518
Trust preferred debentures		47,373			47,263			47,152			40,820			39,084
Total interest-bearing liabilities		3,454,975			3,223,745			3,246,087			2,648,471			2,381,799
Non-interest-bearing deposits		782,164			684,907			688,986			579,977			525,868
Other non-interest-bearing liabilities		40,761			42,251			37,289			42,373			51,468
Shareholders' equity		498,941			453,968			453,317			361,335			325,442
Total liabilities and shareholders' equity	$	4,776,841		$	4,404,871		$	4,425,679		$	3,632,156		$	3,284,577
Yields
Cash and cash equivalents		1.53	%		1.28	%		1.19	%		1.02	%		0.77	%
Investment securities		2.87	%		3.01	%		2.86	%		3.33	%		3.21	%
Loans		4.85	%		4.88	%		4.90	%		4.71	%		4.91	%
Loans held for sale		4.25	%		3.62	%		3.74	%		4.67	%		4.22	%
Nonmarketable equity securities		4.64	%		4.78	%		4.20	%		4.31	%		4.41	%
Total interest-earning assets		4.49	%		4.48	%		4.44	%		4.33	%		4.47	%
Interest-bearing deposits		0.62	%		0.58	%		0.53	%		0.53	%		0.51	%
Short-term borrowings		0.34	%		0.26	%		0.22	%		0.23	%		0.23	%
FHLB advances and other borrowings		1.55	%		1.42	%		1.36	%		1.16	%		0.93	%
Subordinated debt		6.44	%		6.46	%		6.40	%		6.40	%		6.40	%
Trust preferred debentures		5.94	%		5.51	%		5.37	%		5.15	%		4.91	%
Total interest-bearing liabilities		0.98	%		0.92	%		0.79	%		0.78	%		0.75	%
Net interest margin		3.69	%		3.73	%		3.78	%		3.70	%		3.87	%

MIDLAND STATES BANCORP, INC.
CONSOLIDATED FINANCIAL SUMMARY (unaudited) (continued)
	As of and for the Quarter Ended
	March 31,			December 31,			September 30,			June 30,			March 31,
(dollars in thousands, except per share data)	2018			2017			2017			2017			2017
Asset Quality
Loans 30-89 days past due	$	20,138		$	15,405		$	13,526		$	13,566		$	14,075
Nonperforming loans		26,499			26,760			33,431			27,615			28,933
Nonperforming assets		29,938			30,894			38,109			33,150			31,684
Net charge-offs		732			6,506			52			839			590
Loans 30-89 days past due to total loans		0.50	%		0.48	%		0.43	%		0.43	%		0.57	%
Nonperforming loans to total loans		0.66	%		0.83	%		1.06	%		0.87	%		1.18	%
Nonperforming assets to total assets		0.52	%		0.70	%		0.88	%		0.74	%		0.94	%
Allowance for loan losses to total loans		0.44	%		0.51	%		0.53	%		0.48	%		0.64	%
Allowance for loan losses to nonperforming loans		66.81	%		61.40	%		50.43	%		55.81	%		54.62	%
Net charge-offs to average loans		0.09	%		0.81	%		0.01	%		0.13	%		0.10	%
Wealth Management
Trust assets under administration	$	3,125,051		$	2,051,249		$	2,001,106		$	1,929,513		$	1,869,314
Market Data
Book value per share at period end	$	24.67		$	23.35		$	23.45		$	23.51		$	21.19
Tangible book value per share at period end (1)	$	16.11		$	17.31		$	17.41		$	17.47		$	17.42
Market price at period end	$	31.56		$	32.48		$	31.68		$	33.52		$	34.39
Shares outstanding at period end		23,612,430			19,122,049			19,093,153			19,087,409			15,780,651
Capital
Total capital to risk-weighted assets		12.37	%		13.26	%		12.21	%		11.98	%		13.48	%
Tier 1 capital to risk-weighted assets		9.84	%		10.19	%		10.20	%		10.05	%		10.97	%
Tier 1 leverage ratio		9.55	%		8.63	%		8.54	%		10.45	%		9.61	%
Tier 1 common capital to risk-weighted assets		8.30	%		8.45	%		8.50	%		8.36	%		9.10	%
Tangible common equity to tangible assets (1)		6.89	%		7.70	%		7.85	%		7.62	%		8.29	%
(1) Non-GAAP financial measures. Refer to pages 12 - 14 for a reconciliation to the comparable GAAP financial measures.

MIDLAND STATES BANCORP, INC.
RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURES
Adjusted Earnings Reconciliation
	For the Quarter Ended
	March 31,			December 31,				September 30,			June 30,				March 31,
(dollars in thousands, except per share data)	2018			2017				2017			2017				2017
Income before income taxes - GAAP	$	3,182		$	7,766			$	2,316		$	4,916			$	11,473
Adjustments to noninterest income:
Gain on sales of investment securities, net		65			2				98			55				67
Gain (loss) on sale of other assets		150			37				45			(91	)			(58	)
Total adjustments to noninterest income		215			39				143			(36	)			9
Adjustments to noninterest expense:
Loss on mortgage servicing rights held for sale		-			442				3,617			-				-
Integration and acquisition expenses		11,884			2,686				8,303			7,450				1,251
Total adjustments to noninterest expense		11,884			3,128				11,920			7,450				1,251
Adjusted earnings pre tax		14,851			10,855				14,093			12,402				12,715
Adjusted earnings tax		3,550			6,992				4,920			4,326				3,472
Revaluation of net deferred tax assets		-			(4,540	)			-			-				-
Adjusted earnings - non-GAAP	$	11,301		$	8,403			$	9,173		$	8,076			$	9,243
Adjusted diluted earnings per common share	$	0.52		$	0.42			$	0.46		$	0.46			$	0.56
Adjusted return on average assets		0.96	%		0.76		%		0.82	%		0.89		%		1.14		%
Adjusted return on average shareholders' equity		9.19	%		7.34		%		8.03	%		8.97		%		11.52		%
Adjusted return on average tangible common shareholders' equity		13.10	%		9.92		%		10.87	%		11.23		%		13.91		%

MIDLAND STATES BANCORP, INC.
RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURES
Efficiency Ratio Reconciliation
	For the Quarter Ended
	March 31,				December 31,				September 30,				June 30,				March 31,
(dollars in thousands)	2018				2017				2017				2017				2017
Noninterest expense - GAAP	$	49,602			$	36,192			$	48,364			$	37,644			$	30,798
Loss on mortgage servicing rights held for sale		-				(442	)			(3,617	)			-				-
Integration and acquisition expenses		(11,884	)			(2,686	)			(8,303	)			(7,450	)			(1,251	)
Adjusted noninterest expense	$	37,718			$	33,064			$	36,444			$	30,194			$	29,547
Net interest income - GAAP	$	38,185			$	36,036			$	36,765			$	29,400			$	27,461
Effect of tax-exempt income		394				659				687				674				671
Adjusted net interest income		38,579				36,695				37,452				30,074				28,132
Noninterest income - GAAP	$	16,605			$	13,998			$	15,403			$	13,619			$	16,342
Mortgage servicing rights impairment		133				494				104				1,650				76
Gain on sales of investment securities, net		(65	)			(2	)			(98	)			(55	)			(67	)
(Gain) loss on sale of other assets		(150	)			(37	)			(45	)			91				58
Adjusted noninterest income		16,523				14,453				15,364				15,305				16,409
Adjusted total revenue	$	55,102			$	51,148			$	52,816			$	45,379			$	44,541
Efficiency ratio		68.45		%		64.64		%		69.00		%		66.54		%		66.34		%

MIDLAND STATES BANCORP, INC.
RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURES
Tangible Common Equity to Tangible Assets Ratio and Tangible Book Value Per Share
		As of and for the Quarter Ended
		March 31,				December 31,				September 30,				June 30,				March 31,
(dollars in thousands, except per share data)		2018				2017				2017				2017				2017
Shareholders' Equity to Tangible Common Equity
Total shareholders' equity—GAAP		$	585,385			$	449,545			$	450,689			$	451,952			$	334,333
Adjustments:
Preferred Stock			(2,923	)			(2,970	)			(3,015	)			(3,134	)			-
Goodwill			(155,674	)			(98,624	)			(97,351	)			(96,940	)			(50,807	)
Other intangibles			(46,473	)			(16,932	)			(17,966	)			(18,459	)			(8,633	)
Tangible common equity		$	380,315			$	331,019			$	332,357			$	333,419			$	274,893
Total Assets to Tangible Assets:
Total assets—GAAP		$	5,723,372			$	4,412,701			$	4,347,761			$	4,491,642			$	3,373,577
Adjustments:
Goodwill			(155,674	)			(98,624	)			(97,351	)			(96,940	)			(50,807	)
Other intangibles			(46,473	)			(16,932	)			(17,966	)			(18,459	)			(8,633	)
Tangible assets		$	5,521,225			$	4,297,145			$	4,232,444			$	4,376,243			$	3,314,137
Common Shares Outstanding			23,612,430				19,122,049				19,093,153				19,087,409				15,780,651
Tangible Common Equity to Tangible Assets			6.89		%		7.70		%		7.85		%		7.62		%		8.29		%
Tangible Book Value Per Share		$	16.11			$	17.31			$	17.41			$	17.47			$	17.42
Return on Average Tangible Common Equity (ROATCE)
	As of
		March 31,				December 31,				September 30,				June 30,				March 31,
(dollars in thousands)		2018				2017				2017				2017				2017
Net Income		$	1,806			$	1,991			$	2,036			$	3,539			$	8,490
Average total shareholders' equity—GAAP		$	498,941			$	453,968			$	453,317			$	361,335			$	325,442
Adjustments:
Preferred Stock			(2,952	)			(2,997	)			(3,126	)			(654	)			-
Goodwill			(118,996	)			(97,406	)			(97,129	)			(61,424	)			(48,836	)
Other intangibles			(27,156	)			(17,495	)			(18,153	)			(10,812	)			(7,144	)
Average tangible common equity		$	349,837			$	336,070			$	334,909			$	288,445			$	269,462
ROATCE			2.09		%		2.35		%		2.41		%		4.92		%		12.78		%

EX-99.2

Exhibit 99.2

Midland States Bancorp, Inc. NASDAQ: MSBI First Quarter 2018 Earnings Call

2 Forward - Looking Statements. This presentation may contain forward - looking statements within the meaning of the federal securities laws. Forward - looking statements express management’s current expectations, forecasts of future events or long - term goals, and may be based upon beliefs, expectations and assumptions of Midland’s management, are generally identifiable by the use of words such as “believe,” “expect,” “anticipate,” “plan,” “intend,” “estimate,” “may,” “will,” “would,” “could,” “shoul d” or other similar expressions. All statements in this presentation speak only as of the date they are made, and Midland undertakes no obligation to update any statement. A number of factors, many of which are beyond the ability of Midland to control or predic t, could cause actual results to differ materially from those in its forward - looking statements. These risks and uncertainties sho uld be considered in evaluating forward - looking statements and undue reliance should not be placed on such statements. Additional information concerning Midland and its respective businesses, including additional factors that could materially affect Midla nd’ s financial results, are included in Midland’s filings with the Securities and Exchange Commission. Use of Non - GAAP Financial Measures. This presentation contains certain financial information determined by methods other than in accordance with accounting principles generally accepted in the United States (“GAAP”). These non - GAAP financial measures include “Adjusted Earnings,” “Adjusted Diluted Earnings Per Share,” “Adjusted Return on Average Assets,” “Adjusted Return on Average Shareholders’ Equity,” “Adjusted Return on Average Tangible Common Equity,” “Efficiency Ratio,” “Tangible Common Equity to Tangible Assets,” “Tangible Book Value Per Share” and “Return on Average Tangible Common Equity.” The Company believes that these non - GAAP financial measures provide both management and investors a more complete understanding of the Company’s funding profile and profitability. These non - GAAP financial measures are supplemental and are not a substitute for any analysis based on GAAP financial measures. The Company believes that these non - GAAP financial measures provide both management and investors a more complete understanding of the Company’s funding profile and profitability. These non - GAAP financial measures are supplemental and are not a substitute for any analysis based on GAAP financial measures. Not all companies use the same calculation of these measures; therefore this presentation may not be comparable to other similarly titled measures as presented by other companies. Reconciliations of these non - GAAP measures are provided in the Appendix section of this presentation.

Overview of 1Q18 3 Key Operating Trends Alpine Acquisition Succession Planning Closed on February 28, 2018 • Shifts business mix more towards community banking and wealth management • Expansion in net interest margin (excluding accretion income) • Higher average loan yields (excluding accretion income) • Solid expense management Executive Promotions • Jeff Ludwig promoted to President of Midland States Bancorp • Jeff Mefford promoted to President of Midland States Bank • Steve Erickson promoted to Chief Financial Officer 1Q18 Earnings Net income of $1.8 million, or $0.08 diluted EPS • Integration and acquisition expenses of $11.9 million, impacting EPS by $0.44 per diluted share • Adjusted earnings 1 of $0.52 per diluted share (1) Represents a non - GAAP financial measure. See “Non - GAAP Reconciliation” in the appendix.

Loan Portfolio Total Loans 4 • Total loans surpassed $4 billion due to addition of $ 791 million in loans from Alpine • Organic loan growth of $12 million or 1.5% annualized • Equipment lease portfolio increased $19 million • Pipeline for equipment financing has tripled since hiring of new team Loan Portfolio Mix (in millions, as of quarter - end) (in millions, as of quarter - end) 1Q 2018 4Q 2017 1Q 2017 Commercial $ 803 $ 556 $ 475 Commercial real estate 1,774 1,440 997 Construction and land development 235 201 171 Residential real estate 570 454 277 Consumer 424 371 337 Lease financing 224 205 197 Total $ 4,029 $ 3,227 $ 2,455 $2,455 $3,184 $3,158 $3,227 $4,029 1Q 2017 2Q 2017 3Q 2017 4Q 2017 1Q 2018

Total Deposits Total Deposits 5 • Total deposits increased to $4.23 billion due to addition of $1.1 billion in deposits from Alpine • Noninterest - bearing demand deposits increased to 24.5% of total deposits from 23.1% • With the acquisition of Alpine, retail deposits represent 54% of deposits in 1Q18 vs. 41% in 1Q17 • Excluding Alpine, deposits declined 1% in 1Q18 due in part to normal quarterly fluctuations in public funds and servicing deposits Deposit Mix (in millions, as of quarter - end) (in millions, as of quarter - end) 1Q 2018 4Q 2017 1Q 2017 Noninterest - bearing demand $ 1,038 $ 724 $ 528 Checking 993 786 751 Money market 840 646 415 Savings 467 281 170 Time 672 503 395 Brokered 224 190 269 Total deposits $ 4,234 $ 3,131 $ 2,527 $2,527 $3,333 $3,114 $3,131 $4,234 1Q 2017 2Q 2017 3Q 2017 4Q 2017 1Q 2018

$2.87 $3.41 $3.48 $3.59 $4.18 1Q 2017 2Q 2017 3Q 2017 4Q 2017 1Q 2018 $1,869 $1,930 $2,001 $2,051 $3,125 1Q 2017 2Q 2017 3Q 2017 4Q 2017 1Q 2018 • Wealth Management group offers Trust and Estate services, Investment Management, Financial Planning and Employer Sponsored Retirement Plans • Alpine added $1.1 billion in assets under administration • Total revenue increased 17% from the prior quarter • Year - over - year organic growth in assets under administration was $181 million, or 10%, excluding Alpine acquisition Wealth Management Wealth Management Revenue 6 Assets Under Administration (in millions) (in millions)

$6.4 $4.5 $3.4 $3.0 $3.0 $0.3 $6.7 $4.2 $3.8 $3.1 $3.3 1Q 2017 2Q 2017 3Q 2017 4Q 2017 1Q2018 Gain Servicing $0.4 $0.1 $217 $152 $113 $99 $80 1Q 2017 2Q 2017 3Q 2017 4Q 2017 1Q 2018 Loan Rate Locks Business Overview • Commercial FHA origination and servicing business for multifamily and healthcare facilities • $18 - $20 million in annual revenue from gain on loan sale and servicing • 20 - 25% pre - tax margins • Servicing deposits provide low - cost funding • Generates high margin bridge loan opportunities Love Funding – Commercial FHA Revenue Commercial FHA Revenue Mix 7 Loan Rate Locks (in millions) (in millions) 1Q18 Highlights • $80 million in rate locks • Higher average gain on locks offsets decrease in volume of locks • Average servicing deposits of $291 million, up 4% over the prior year • Average cost of servicing deposits of 10 basis points ($0.3) $0.3

0.35% 0.13% 0.27% 0.26% 0.16% 3.87% 3.70% 3.78% 3.73% 3.69% 1Q 2017 2Q 2017 3Q 2017 4Q 2017 1Q 2018 NIM Accretion Income • Net interest income increased due to one month contribution of Alpine • Net interest margin declined due to lower accretion income • Excluding the impact of accretion income, NIM was positively impacted by loan yields increasing more than funding costs, combined with enhanced earning asset mix Net Interest Income/Margin Net Interest Margin 8 Net Interest Income (in millions) $5.9 $2.6 $4.4 $1.9 $4.9 $2.7 $1.3 $3.0 $2.7 $2.0 $27.5 $29.4 $36.8 $36.0 $38.2 1Q 2017 2Q 2017 3Q 2017 4Q 2017 1Q 2018 NII Accretion Income

Non - Interest Income 9 • Fee generating businesses accounted for 30% of total revenue in 1Q18 • Non - interest income increased 19% due to the one month contribution of Alpine • Continued increase in wealth management revenue • Decline in residential mortgage banking revenue due to lower servicing income Non - Interest Income (in millions) $16.3 $13.6 $15.4 $14. 0 $16.6 1Q 2017 2Q 2017 3Q 2017 4Q 2017 1Q 2018 Commercial FHA Residential Mortgage Wealth Management All other, net

Non - Interest Expense and Operating Efficiency 10 • Efficiency Ratio 1 was 68.5% in 1Q18 vs. 64.6% in 4Q17 • Integration and acquisition related expenses » $11.9 million in 1Q18 » $2.7 million in 4Q17 • Loss on MSRs held - for - sale » $0.4 million in 4Q17 • Excluding these charges, noninterest expense increased 14.1% on a linked - quarter basis » Impact of Alpine’s operations for 1 month » Expansion of Equipment Financing business » Increased payroll taxes Non - Interest Expense and Efficiency Ratio 1 (Non - Interest expense in millions) $30.8 $37.6 $48.4 $36.2 $49.6 66% 67% 69% 65% 68% 1Q 2017 2Q 2017 3Q 2017 4Q2017 1Q 2018 Non-Interest Expense Efficiency Ratio (1) Represents a non - GAAP financial measure. See “Non - GAAP Reconciliation” in the appendix.

Asset Quality NCO / Average Loans 11 • Stable asset quality in 1Q18 and modest net charge - offs • NPLs decline to 0.66% of total loans due to addition of Alpine portfolio • Provision for loan losses of $2.0 million in 1Q18 • ALL/total loans of 0.44% and credit marks/total loans of 0.65% at March 31, 2018 Non - performing Loans / Total Loans (Total Loans as of quarter - end) 1.18% 0.87% 1.06% 0.83% 0.66% 1Q 2017 2Q 2017 3Q 2017 4Q 2017 1Q 2018 0.10% 0.13% 0.01% 0.81% 0.09% 1Q 2017 2Q 2017 3Q 2017 4Q 2017 1Q 2018

Outlook • Integration of Alpine expected to drive cost savings and improved efficiencies • Alpine system conversion scheduled for mid - July • Focus on liquidity and NIM will impact organic loan growth • Higher revenue and improved efficiencies expected to drive increased profitability • Revenue mix shifting towards more stable sources of income 12

APPENDIX

14 Adjusted Earnings Reconciliation (dollars in thousands, except per share data) Income before income taxes - GAAP $ 3,182 $ 7,766 $ 2,316 $ 4,916 $ 11,473 Adjustments to noninterest income: Gain on sales of investment securities, net 65 2 98 55 67 Gain (loss) on sale of other assets 150 37 45 (91) (58) Total adjustments to noninterest income 215 39 143 (36) 9 Adjustments to noninterest expense: Loss on mortgage servicing rights held for sale - 442 3,617 - - Integration and acquisition expenses 11,884 2,686 8,303 7,450 1,251 Total adjustments to noninterest expense 11,884 3,128 11,920 7,450 1,251 Adjusted earnings pre tax 14,851 10,855 14,093 12,402 12,715 Adjusted earnings tax 3,550 6,992 4,920 4,326 3,472 Revaluation of net deferred tax assets - (4,540) - - - Adjusted earnings - non-GAAP $ 11,301 $ 8,403 $ 9,173 $ 8,076 $ 9,243 Adjusted diluted earnings per common share $ 0.52 $ 0.42 $ 0.46 $ 0.46 $ 0.56 Adjusted return on average assets 0.96 % 0.76 % 0.82 % 0.89 % 1.14 % Adjusted return on average shareholders' equity 9.19 % 7.34 % 8.03 % 8.97 % 11.52 % Adjusted return on average tangible common shareholders' equity 13.10 % 9.92 % 10.87 % 11.23 % 13.91 % MIDLAND STATES BANCORP, INC.RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURES For the Quarter Ended 2018 2017 2017 2017 2017 March 31,  December 31,  September 30,  June 30,  March 31, 

15 Efficiency Ratio Reconciliation (dollars in thousands) Noninterest expense - GAAP $ 49,602 $ 36,192 $ 48,364 $ 37,644 $ 30,798 Loss on mortgage servicing rights held for sale - (442) (3,617) - - Integration and acquisition expenses (11,884) (2,686) (8,303) (7,450) (1,251) Adjusted noninterest expense $ 37,718 $ 33,064 $ 36,444 $ 30,194 $ 29,547 Net interest income - GAAP $ 38,185 $ 36,036 $ 36,765 $ 29,400 $ 27,461 Effect of tax-exempt income 394 659 687 674 671 Adjusted net interest income 38,579 36,695 37,452 30,074 28,132 Noninterest income - GAAP $ 16,605 $ 13,998 $ 15,403 $ 13,619 $ 16,342 Mortgage servicing rights impairment 133 494 104 1,650 76 Gain on sales of investment securities, net (65) (2) (98) (55) (67) (Gain) loss on sale of other assets (150) (37) (45) 91 58 Adjusted noninterest income 16,523 14,453 15,364 15,305 16,409 Adjusted total revenue $ 55,102 $ 51,148 $ 52,816 $ 45,379 $ 44,541 Efficiency ratio 68.45 % 64.64 % 69.00 % 66.54 % 66.34 % MIDLAND STATES BANCORP, INC.RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURES For the Quarter Ended 2018 2017 2017 2017 2017 March 31,  December 31,  September 30,  June 30,  March 31, 

16 Tangible Common Equity to Tangible Assets Ratio and Tangible Book Value Per Share (dollars in thousands, except per share data) Shareholders' Equity to Tangible Common Equity Total shareholders' equity

—GAAP $ 585,385 $ 449,545 $ 450,689 $ 451,952 $ 334,333 Adjustments: Preferred Stock (2,923) (2,970) (3,015) (3,134) - Goodwill (155,674) (98,624) (97,351) (96,940) (50,807) Other intangibles (46,473) (16,932) (17,966) (18,459) (8,633) Tangible common equity $ 380,315 $ 331,019 $ 332,357 $ 333,419 $ 274,893 Total Assets to Tangible Assets: Total assets—GAAP $ 5,723,372 $ 4,412,701 $ 4,347,761 $ 4,491,642 $ 3,373,577 Adjustments: Goodwill (155,674) (98,624) (97,351) (96,940) (50,807) Other intangibles (46,473) (16,932) (17,966) (18,459) (8,633) Tangible assets $ 5,521,225 $ 4,297,145 $ 4,232,444 $ 4,376,243 $ 3,314,137 Common Shares Outstanding 23,612,430 19,122,049 19,093,153 19,087,409 15,780,651 Tangible Common Equity to Tangible Assets 6.89 % 7.70 % 7.85 % 7.62 % 8.29 % Tangible Book Value Per Share $ 16.11 $ 17.31 $ 17.41 $ 17.47 $ 17.42 Return on Average Tangible Common Equity (ROATCE) (dollars in thousands) Net Income $ 1,806 $ 1,991 $ 2,036 $ 3,539 $ 8,490 Average total shareholders' equity—GAAP $ 498,941 $ 453,968 $ 453,317 $ 361,335 $ 325,442 Adjustments: Preferred Stock (2,952) (2,997) (3,126) (654) - Goodwill (118,996) (97,406) (97,129) (61,424) (48,836) Other intangibles (27,156) (17,495) (18,153) (10,812) (7,144) Average tangible common equity $ 349,837 $ 336,070 $ 334,909 $ 288,445 $ 269,462 ROATCE 2.09 % 2.35 % 2.41 % 4.92 % 12.78 % As of MIDLAND STATES BANCORP, INC. RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURES As of and for the Quarter Ended March 31,  December 31,  September 30,  June 30,  March 31,  2018 2017 2017 2017 2017 2018 2017 2017 2017 2017 March 31,  December 31,  September 30,  June 30,  March 31,