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): February 12, 2015

SI FINANCIAL GROUP, INC.

(Exact name of registrant as specified in its charter)

Maryland	0-54241	80-0643149
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

803 Main Street, Willimantic, Connecticut 06226

(Address of principal executive offices, including zip code)

(860) 423-4581

(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))

Item 7.01 Regulation FD Disclosure.

On February 12, 2015, SI Financial Group, Inc. (the “Company”), the holding company for Savings Institute Bank and Trust Company, will make available and distribute to analysts and prospective investors a slide presentation. The presentation materials include information regarding the Company’s operating and growth strategies and financial performance. Pursuant to Regulation FD, the presentation materials are attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d)    Exhibit         Number	Description
99.1	Presentation Materials

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 thereunto duly authorized.

	SI FINANCIAL GROUP, INC.
Date: February 12, 2015	By:	/s/ Brian J. Hull
		Brian J. Hull
		Executive Vice President and Chief Financial Officer

EX-99.1

Sterne Agee Investor Conference

February 11 –

13, 2015

Exhibit 99.1

Forward Looking Statements

This

presentation

contains

forward-looking

statements,

which

can

be

identified

by

the

use

of

words

such

as

“believes,”

“expects,”

“anticipates,”

“estimates”

or

similar

expressions.

These

forward-looking

statements

include,

but

are

not

limited

to:

statements of our goals, intentions and expectations;

statements regarding our business plans, prospects, growth and operating strategies;

statements regarding the asset quality of our loan and investment portfolios; and

estimates of our risks and future costs and benefits.

These

forward-looking

statements

which

are

based

on

our

current

beliefs

and

expectations,

are

subject

to

significant

risks

and

uncertainties.

Actual

results

may

differ

materially

from

those

contemplated

by

the

forward-looking

statements

due

to,

among

others,

the

following

factors:

general economic conditions, either nationally or in our market areas, that are different than expected;

changes in the interest rate environment that reduce our margins

or reduce the fair value of financial instruments;

increased competitive pressures among financial services companies;

changes in consumer spending, borrowing and savings habits;

legislative or regulatory changes that adversely affect our business;

adverse changes in the securities and credit markets; and

changes in accounting policies and practices, as may be adopted by bank regulatory agencies or the Financial Accounting

Standards Board.

Any

forward-looking

statements

made

by

us

speak

only

as

of

the

date

hereof.

Any

of

the

forward-looking

statements

that

we

make

in

this

presentation

may

later

prove

incorrect

because

of

inaccurate

assumptions,

the

factors

illustrated

above

or

other

factors

that

we

cannot

foresee.

Because

of

these

and

other

uncertainties,

our

actual

future

results

may

be

materially

different

from

the

results

indicated

by

these

forward-looking

statements.

We

do

not

undertake,

and

specifically

disclaim

any

obligation,

to

revise

any

forward-looking

statements

contained

in

this

presentation.

2

(1)

Closing price on February 2, 2015

(2)

See Appendix –

Non-GAAP Financial Measures

(3)

Quarterly dividend increased to $0.04 in January 2015

Market Summary as of February 3, 2015

Issuer:

SI Financial Group, Inc.

Listing / Ticker Symbol:

Nasdaq Global Market / “SIFI”

Market Price Per Share:

(1)

$11.08

Shares Outstanding:

12,780,000

Market Capitalization:

$141.6 million

Tangible Book Value Per Share:

(2)

$10.89

Price to Tangible Book Value:

101.74%

Dividend Yield:

(3)

1.44%

3

Company Overview

Headquartered in Willimantic, CT

Established in 1842

Total assets in 1995: $252 million

Total assets as of December 31, 2014:  $1.35 billion

5

Business Strategy

Community oriented focus by offering a full range of financial products and

services

Optimize future growth opportunities by executing a proven business model and

by opportunistically seeking branch or whole bank acquisitions in areas in or

adjacent to existing market area

Prudently diversify the asset mix and geographic concentration by selectively

increasing the percentage of commercial business loans, multi-family and

commercial real estate loans locally and in the New England region and by

expanding the existing portfolio of time share and homeowner association loans

Continue conservative underwriting practices and maintain a high

quality loan

portfolio

Increase core deposits by emphasizing exceptional customer service, cross-selling

our full range of financial products and increasing our commercial deposits

Supplement noninterest income through expanded mortgage banking and wealth

management operations

6

Financial Highlights

Assets as of December 31, 2014 -

$1.35 billion

8

Securities Portfolio Comparison

9

Loan Portfolio Comparison

10

CRE Portfolio Analysis –

December 31, 2014

11

12

C&I Portfolio-

December 31, 2014

Asset Quality –

Trend

Savings Institute has maintained high asset quality with solid reserve coverage

Aggressive with early recognition of nonperforming loans

2009

2010

2011

2012

2013

2014

Nonperforming loans

$ 3,007

$ 4,925

$ 10,591

$ 7,654

$ 6,993

$ 5,002

Other real estate owned

3,680

1,285

976

1,293

2,429

1,271

Nonperforming assets

6,687

6,210

11,567

8,947

9,422

6,273

NPLs/Loans

0.49%

0.81%

1.70%

1.11%

0.66%

0.48%

NPAs/Assets

0.77%

0.67%

1.21%

0.94%

0.70%

0.46%

Reserves/Loans

0.80%

0.79%

0.80%

0.93%

0.66%

0.74%

Reserves/NPLs

162.65%

97.44%

46.93%

83.45%

98.90%

155.88%

Dollars in thousands.

13

Deposits

Total deposits exclude mortgagors’

and investors’

escrow accounts.

Dollars in thousands.                                           

Average

Interest Rate

2.25%

1.55%

1.18%

0.97%

0.75%

0.62%

14

Operating Results

2012

2013

2014

Net Interest Margin

2.88%

2.93%

3.11%

Net Income (Loss)

$1,118

($855)

$4,411

EPS

$0.11

($0.08)

$0.36

Non-Interest Income

$8,717

$8,305

$10,166

Dollars in thousands, except per share amounts.

15

Expenses/Efficiencies

2012

2013

2014

Non-Interest

Expenses

$43.7 million

(1)

$37.7 million

(3)

$41.5 million

Efficiency Ratio

88.19

(2)

96.10

84.05

FTE

248

(2)

294

280

Assets/FTE

$3.8 million

$4.6 million

$4.8 million

(1)

2012 represents total for both SIFI and NFSB as independent banks.

(2)

SIFI Only.

(3)

Only four months as a combined institution.

16

Financial Strength –

December 31, 2014

* Represents regulatory capital ratios for Savings Institute.  

Ratio *

Minimum

Required

Well

Capitalized

Risk-Based Capital

15.87%

8.00%

10.00%

Tier 1 Risk-Based

Capital

14.86%

4.00%

6.00%

Tier 1 Capital

9.37%

4.00%

5.00%

17

Appendix –

Non-GAAP Financial Measures

Non-GAAP Financial Measures –

December 31, 2014

Tangible Book Value Per Share:

Book value per share

$12.35

Effect of intangible assets per share

(   1.46)

Tangible book value per share

$10.89

Tangible Common Equity:

Equity

$157,739

Less:  Intangible assets

(18,697)

Tangible equity

$139,042

Dollars in thousands, except per share amounts.

19

2015 Initiatives

Add Commercial Lenders

Right Size Branch Network

Expiring Contracts

EMV Chip Card

20