Heartland Financial USA : Reports Third Quarter 2015 Results

Heartland Financial USA, Inc. (NASDAQ:HTLF):

Quarterly Highlights

• Net income available to common stockholders of $14.4 million or $0.69 per diluted common share
• Return on average tangible common equity of 13.22%
• Net interest margin of 4.01%
• Completed acquisition of Community Bancorporation of New Mexico, Inc. on August 21, 2015
• Completed acquisition and systems conversion of First Scottsdale Bank, N.A. on September 11, 2015
• Announced signing of merger agreement with CIC Bancshares, Inc. on October 23, 2015

Heartland Financial USA, Inc. (NASDAQ: HTLF) today reported net income available to common stockholders of $14.4 million, or $0.69 per diluted common share, for the quarter ended September 30, 2015, compared to $11.8 million, or $0.63 per diluted common share, for the third quarter of 2014. Return on average common equity was 11.40% and return on average assets was 0.85% for the third quarter of 2015, compared to 11.86% and 0.79%, respectively, for the same quarter in 2014.

Commenting on Heartland’s third quarter results, Lynn B. Fuller, Heartland’s chairman and chief executive officer said, “Heartland reported another very solid quarter with net income available to common stockholders of $14.4 million, a 22 percent increase over earnings of $11.8 million in the third quarter of 2014. Among several areas of strength, we attribute these strong results to a widened net interest margin of 4.01 percent during the quarter.”

Net income available to common stockholders for the first nine months of 2015 was $44.8 million, or $2.16 per diluted common share, compared to $29.0 million, or $1.55 per diluted common share, recorded during the first nine months of 2014. Return on average common equity was 12.38% and return on average assets was 0.91% for the first nine months of 2015, compared to 10.21% and 0.67%, respectively, for the same period in 2014.

On January 16, 2015, Heartland completed the acquisition of Community Banc-Corp of Sheboygan, Inc., parent company of Community Bank & Trust in Sheboygan, Wisconsin, in an all stock transaction. Simultaneous with the closing, Community Bank & Trust was merged into Heartland's Wisconsin Bank & Trust subsidiary. As of the close date, the transaction included, at fair value, total assets of $525.3 million, total loans of $395.0 million and total deposits of $434.0 million. The systems conversion for this transaction was completed on May 15, 2015.

On August 21, 2015, Heartland completed the acquisition of Community Bancorporation of New Mexico, Inc., parent company of Community Bank in Santa Fe, New Mexico, in an all cash transaction valued at approximately $11.1 million. Simultaneous with closing of the transaction, Community Bank merged into Heartland’s New Mexico Bank & Trust subsidiary. As of the close date, the transaction included, at fair value, total assets of $166.5 million, total loans of $99.5 million and total deposits of $147.4 million. The systems conversion for this transaction is expected to occur during the fourth quarter of 2015.

On September 11, 2015, Heartland completed the acquisition of First Scottsdale Bank, N.A. in Scottsdale, Arizona, in an all cash transaction valued at approximately $17.7 million. Simultaneous with the close, First Scottsdale Bank was merged into Heartland’s Arizona Bank & Trust subsidiary. As of the close date, the transaction included, at fair value, total assets of $83.7 million, total loans of $54.7 million and total deposits of $65.9 million. The systems conversion for this transaction was completed simultaneous with the closing.

During the second quarter of 2015, Heartland announced it had entered into a definitive merger agreement with Premier Valley Bank, a community bank based in Fresno, California, that had assets of approximately $655 million at June 30, 2015. Under this agreement, Premier Valley will become a wholly-owned subsidiary of Heartland and operate under its present name and management team as Heartland's tenth state-chartered bank. Subject to adjustment for a minimum tangible equity threshold, Premier Valley shareholders will receive approximately $95 million or $7.73 per share of Premier Valley common stock in the merger, and may elect to receive this payment in shares of Heartland common stock or in cash, subject to proration so that 70% of the total payment is in Heartland common stock and 30% in cash. The transaction is expected to close during the fourth quarter of 2015.

Subsequent to the quarter-end, Heartland entered into a merger agreement with CIC Bancshares, Inc., parent company of Centennial Bank, headquartered in Denver, Colorado. Under the agreement, Heartland will acquire CIC Bancshares, Inc. in a transaction valued at approximately $83.5 million, of which approximately 20 percent would be payable in cash and approximately 80 percent would be payable by issuance of Heartland common stock. Simultaneous with closing of the transaction, Centennial Bank will be merged into Heartland’s Summit Bank & Trust, with the resulting institution operating under the Centennial Bank name. Centennial Bank had total assets of approximately $722 million as of June 30, 2015. The transaction is subject to approvals by shareholders of CIC Bancshares, Inc. and bank regulatory authorities, and is expected to close during the first quarter of 2016.

“Expansion of our banking franchise through both organic and acquired growth remains a high priority for Heartland. During the third quarter, Heartland closed acquisitions in New Mexico and Arizona. In the current environment, Heartland is in a great position to leverage new acquisitions and realize cost savings. Going forward, our M&A team is capable of completing up to three systems conversions a year,” Fuller said.

Net Interest Margin As a Percentage of Average Earning Assets and In Dollars Increases

Net interest margin, expressed as a percentage of average earning assets, was 4.01% during the third quarter of 2015, an increase from 3.97% during the second quarter of 2015 and 3.96% during the third quarter of 2014.

Fuller said, “We are very pleased to see net interest margin increase to 4.01 percent for the quarter, counter to an industry trend of declining margins. Net interest income in dollars was also up, with a significant increase over last year’s quarter and year-to-date periods.”

Interest income increased $7.2 million or 12% to $67.3 million in the third quarter of 2015 from the $60.1 million recorded in the third quarter of 2014. After adjustment to add $2.6 million for both the third quarter of 2015 and the third quarter of 2014 for income taxes saved on the interest earned on nontaxable securities and loans, on a tax-equivalent basis, interest income in the third quarter of 2015 was $69.9 million compared to $62.7 million in the third quarter of 2014. The increase in interest income in the third quarter of 2015, as compared to the third quarter of 2014, was primarily due to an increase in average earning assets, which increased $735.2 million or 14% during the third quarter of 2015 compared to the third quarter of 2014, with approximately $527.4 million attributable to the acquisitions completed during 2015 and the remainder attributable primarily to loan growth experienced during the last half of 2014 and first half of 2015. Also contributing to the increase in interest income during the third quarter of 2015 compared to the third quarter of 2014 was a change in the composition of average earning assets from lower-yielding investments to higher-yielding loans. The percentage of average net loans and leases to total earning assets was 75% during the third quarter of 2015 compared to 69% during the third quarter of 2014.

Interest expense for the third quarter of 2015 was $7.5 million, a decrease of $1.1 million or 13% from $8.6 million in the third quarter of 2014. Average interest bearing liabilities increased $391.6 million or 10% for the quarter ended September 30, 2015, as compared to the same quarter in 2014, while the average interest rate paid on Heartland's interest bearing deposits and borrowings declined 16 basis points from 0.83% in the third quarter of 2014 to 0.67% in the third quarter of 2015. The average interest rate paid on savings deposits was 0.22% during the third quarter of 2015 compared to 0.31% during the third quarter of 2014 and the average interest rate paid on time deposits was 0.91% during the third quarter of 2015 compared to 1.22% during the third quarter of 2014.

Net interest income increased $8.2 million or 16% to $59.7 million in the third quarter of 2015 from the $51.5 million recorded in the third quarter of 2014. Net interest income on a tax-equivalent basis totaled $62.3 million during the third quarter of 2015, an increase of $8.2 million or 15% from the $54.1 million recorded during the third quarter of 2014.

Noninterest Income Increases; Noninterest Expense Increases

Noninterest income totaled $25.0 million during the third quarter of 2015 compared to $20.6 million during the third quarter of 2014, an increase of $4.4 million or 21%. Service charges and fees totaled $6.4 million during the third quarter of 2015 compared to $4.9 million during the third quarter of 2014, an increase of $1.5 million or 31%. Net securities gains totaled $1.8 million during the third quarter of 2015 compared to $825,000 during the third quarter of 2014, an increase of $942,000 or 114%. Gains on sale of loans held for sale totaled $9.8 million during the third quarter of 2015 compared to $8.4 million during the third quarter of 2014, an increase of $1.4 million or 17%.

For the third quarter of 2015, noninterest expenses totaled $62.0 million compared to $54.7 million during the third quarter of 2014, an increase of $7.3 million or 13%. The largest contributor to this increase was salaries and employee benefits, which increased $3.5 million or 10%, with $1.1 million attributable to acquisitions. The other noninterest expense category with a significant increase during the third quarter of 2015 in comparison with the third quarter of 2014 was other noninterest expenses, which increased $1.6 million or 22%. Included in other noninterest expenses are costs associated with partnership investments in real estate projects that qualify for historic rehabilitation tax credits, which totaled $805,000 during the third quarter of 2015 and $1.4 million during the third quarter of 2014. These credits are included as a reduction to income tax expense as further described below. Excluding the effect of the cost associated with the tax credit investments, other noninterest expenses increased $2.2 million or 37% during the third quarter of 2015 in comparison to the third quarter of 2014, primarily as a result of one-time costs associated with the acquisitions and additional investments in technology.

Fuller commented, “Heartland’s residential real estate division had originations of $371 million, $59 million higher than the third quarter 2014, bringing our annual volume to over $1.1 billion. We continue to refine our strategy with regard to the mortgage business and have closed some low volume, out-of-footprint loan production offices during the second and third quarters of 2015 in favor of building out the business within our current service areas.”

Heartland's effective tax rate was 25.32% for the third quarter of 2015 compared to 19.58% for the third quarter of 2014. Included in Heartland's income taxes for the third quarters of both 2015 and 2014 were federal historic rehabilitation tax credits associated with Heartland's ownership interest in qualifying real estate projects totaling $1.1 million in 2015 and $1.8 million in 2014. Federal low-income housing tax credits included in Heartland's income taxes totaled $145,000 during the third quarter of 2015 compared to $166,000 during the third quarter of 2014. Heartland's effective tax rate was also affected by the level of tax-exempt interest income which, as a percentage of pre-tax income, was 24.61% during the third quarter of 2015 compared to 32.59% during the third quarter of 2014.

Loans and Deposits Increase

Total assets were $6.81 billion at September 30, 2015, an increase of $754.1 million or 12% since year-end 2014. Total assets of the entities acquired during 2015 were $775.5 million at acquisition date. Securities represented 23% of total assets at September 30, 2015, compared to 28% at year-end 2014.

Total loans and leases held to maturity were $4.64 billion at September 30, 2015, compared to $3.88 billion at year-end 2014, an increase of $765.8 million or 20%, which includes $549.2 million acquired during 2015 in acquisitions. Exclusive of these acquisitions, total loans and leases held to maturity increased $216.5 million or 7% annualized since year-end 2014.

Fuller stated, “Loan growth continues as our highest priority this year. Year-to-date, we have seen loan growth of 7 percent annualized, which is very close to our 8 percent target.”

Total deposits were $5.51 billion as of September 30, 2015, compared to $4.77 billion at year-end 2014, an increase of $739.2 million or 16%, with $647.3 million attributable to the acquisitions completed during 2015. Exclusive of these acquisitions, total deposits increased $91.9 million or 3% annualized since year-end 2014. Demand deposits totaled $1.63 billion at September 30, 2015, an increase of $336.8 million or 26% since year-end 2014, with $145.5 million attributable to the acquisitions. Included in the deposit growth during the first nine months of 2015 was a $88.1 million increase in brokered time deposits, the majority of which were issued to replace higher cost long-term FHLB advances and wholesale repurchase agreements that matured during the first six months of 2015.

Fuller said, “We have experienced some organic growth in deposits with a year-to-date increase of 3 percent annualized. The growth was accompanied by a favorable shift in deposit mix with noninterest demand deposits increasing to nearly 30 percent of total.”

Nonperforming Assets and Provision for Loan Losses Increase

Nonperforming loans, excluding those covered under loss sharing agreements, were $33.8 million or 0.73% of total loans and leases at September 30, 2015, compared to $25.1 million or 0.63% of total loans and leases at December 31, 2014. Exclusive of $11.4 million of nonperforming assets acquired in the acquisitions, nonperforming assets decreased $4.8 million or 12% since year-end 2014.

The allowance for loan and lease losses at September 30, 2015, was 1.01% of loans and leases and 139.54% of nonperforming loans compared to 1.07% of loans and leases and 165.33% of nonperforming loans at December 31, 2014. The provision for loan losses was $3.2 million for the third quarter of 2015 compared to $2.6 million for the third quarter of 2014.

Conference Call Details
Heartland will host a conference call for investors at 5:00 p.m. EDT today. To participate, dial 877-407-0782 at least five minutes before start time. To listen to the live webcast, log on to www.htlf.com at least 15 minutes before start time. A replay will be available until October 25, 2016, by logging on to www.htlf.com.

About Heartland Financial USA, Inc.
Heartland Financial USA, Inc. is a $6.8 billion diversified financial services company providing banking, mortgage, wealth management, investment, insurance and consumer finance services to individuals and businesses. Heartland currently has 89 banking locations in 68 communities in Iowa, Illinois, Wisconsin, New Mexico, Arizona, Montana, Colorado, Minnesota, Kansas, Missouri and Texas, with loan production offices in California, Nevada and Idaho. Additional information about Heartland Financial USA, Inc. is available at www.htlf.com.

Safe Harbor Statement
This release, and future oral and written statements of Heartland and its management, may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 about Heartland's financial condition, results of operations, plans, objectives, future performance and business. Although these forward-looking statements are based upon the beliefs, expectations and assumptions of Heartland's management, there are a number of factors, many of which are beyond the ability of management to control or predict, that could cause actual results to differ materially from those in its forward-looking statements. These factors, which are detailed in the risk factors included in Heartland's Annual Report on Form 10-K filed with the Securities and Exchange Commission, include, among others: (i) the strength of the local and national economy; (ii) the economic impact of past and any future terrorist threats and attacks and any acts of war, (iii) changes in state and federal laws, regulations and governmental policies concerning the Company's general business; (iv) changes in interest rates and prepayment rates of the Company's assets; (v) increased competition in the financial services sector and the inability to attract new customers; (vi) changes in technology and the ability to develop and maintain secure and reliable electronic systems; (vii) the potential impact of acquisitions, (viii) the loss of key executives or employees; (ix) changes in consumer spending; (x) unexpected outcomes of existing or new litigation involving the Company; and (xi) changes in accounting policies and practices. All statements in this release, including forward-looking statements, speak only as of the date they are made, and Heartland undertakes no obligation to update any statement in light of new information or future events.