MICHIGAN CITY, Ind., July 27, 2017 (GLOBE NEWSWIRE) — (NASDAQ:HBNC) – Horizon Bancorp (“Horizon”) today announced its unaudited financial results for the three-month and six-month periods ended June 30, 2017.  All share data has been adjusted to reflect Horizon’s three-for-two stock split effective November 14, 2016.

SUMMARY:

  • Net income for the second quarter of 2017 increased 43.4% to $9.1 million or $0.41 diluted earnings per share compared to $6.3 million or $0.35 diluted earnings per share for the second quarter of 2016.
  • Net income, excluding acquisition-related expenses, gain on sale of investment securities and purchase accounting adjustments (“core net income”), for the second quarter of 2017 increased 24.2% to $8.6 million or $0.39 diluted earnings per share compared to $6.9 million or $0.38 diluted earnings per share for the same period of 2016.
  • Net income for the first six months of 2017 was $17.3 million or $0.77 diluted earnings per share compared to $11.7 million or $0.64 diluted earnings per share for the same period in 2016.
  • Core net income for the first six months of 2017 increased 30.7% to $16.1 million or $0.71 diluted earnings per share compared to $12.3 million or $0.68 diluted earnings per share for the same period of 2016.
  • Return on average assets was 1.12% for the second quarter of 2017 compared to 0.94% for the same period in 2016.
  • Commercial loans, excluding acquired commercial loans, increased by an annualized rate of 13.4%, or $71.1 million, during the first six months of 2017.
  • Consumer loans, excluding acquired consumer loans, increased by an annualized rate of 25.9%, or $51.2 million, during the first six months of 2017.
  • Total loans, excluding acquired loans, increased by an annualized rate of 11.7%, or $124.3 million, during the first six months of 2017.
  • Net interest income for the second quarter of 2017 increased $6.3 million, or 30.3%, compared to the same period in 2016.
  • Net interest margin was 3.84% for the second quarter of 2017 compared to 3.80% for the prior quarter and 3.48% for the second quarter of 2016. The improvement in net interest margin was due to Horizon executing a strategy to reduce expensive funding costs in the fourth quarter of 2016, an increase in average interest-earning assets and an increase in loan yields.
  • Net interest margin, excluding the impact of purchase accounting adjustments (“core net interest margin”), was 3.71% for the second quarter of 2017 compared to 3.66% for the prior quarter and 3.42% for the same period in 2016.
  • Horizon’s tangible book value per share rose to $12.20 at June 30, 2017, compared to $11.48 at December 31, 2016.
  • Horizon’s Grand Rapids, Michigan loan production office converted into a full-service branch during the second quarter of 2017.
  • On May 4, 2017, Horizon announced its entrance into central Ohio by opening a loan production office located in Dublin, Ohio, in the Columbus metropolitan area, which will provide a full-range of commercial products and services.
  • On May 23, 2017, Horizon announced the pending acquisition of Lafayette Community Bancorp (“Lafayette”) and its wholly-owned subsidiary, Lafayette Community Bank, headquartered in Lafayette, Indiana.
  • On June 13, 2017, Horizon’s Board of Directors announced the approval of an 18% increase in the Company’s quarterly cash dividend from $0.11 to $0.13 per share, payable on July 21, 2017 to shareholders of record on July 7, 2017.
  • On June 14, 2017, Horizon announced the pending acquisition of Wolverine Bancorp, Inc. (“Wolverine”) and its wholly-owned subsidiary, Wolverine Bank, headquartered in Midland, Michigan.
  • On June 26, 2017, Horizon announced its wholly-owned subsidiary, Horizon Bank, N.A., converted from a national bank to an Indiana state-chartered non-member bank. The charter conversion became effective following the close of business on June 23, 2017 and the converted bank now operates under the name Horizon Bank.

Craig Dwight, Chairman and CEO, commented: “Horizon continued to expand upon its growth story during the second quarter of 2017 with the announcement of two acquisitions, solid organic loan growth, the opening of a full-service branch in Grand Rapids, Michigan, and a loan production office in Dublin, Ohio, a vibrant suburb of Columbus, Ohio. Additionally, Horizon Bank converted from a national bank to an Indiana state-chartered non-member bank during the quarter which should result in a pre-tax cost savings of approximately $432,000 annually. A portion of the cost savings from the charter conversion will be allocated to the state bank associations and expanded internal audit.”

Dwight continued, “Horizon experienced strong loan growth during the first six months of 2017, primarily in commercial and consumer loans. Our growth markets of Fort Wayne, Grand Rapids, Indianapolis and Kalamazoo, combined to produce total loan growth of $83.1 million during this time period. The loan growth in these markets spurred commercial loan growth, excluding acquired commercial loans, to an annualized growth rate of 13.4% during the first six months of 2017. Consumer loans, excluding acquired consumer loans, increased at an annualized growth rate of 25.9% during the first six months of 2017 due to an increased focus on the management of direct consumer loans and the addition of a seasoned consumer loan portfolio manager during the third quarter of 2016. Residential mortgage loans experienced an increase of $18.1 million, or an annualized growth of 6.8%, during the first six months of 2017. The increases in commercial, consumer and mortgage loans were offset by a decrease in mortgage warehouse loans of $12.0 million from December 31, 2016 to June 30, 2017. Excluding loans acquired through acquisition, total loans increased by 11.7% on an annualized basis. We believe Horizon is well positioned to continue our growth story by strengthening our existing market share and capitalizing on the recent investments in our growth markets.”

Loan Growth by Type, Excluding Acquired Loans
Six Months Ended June 30, 2017
(Dollars in Thousands)
                            Excluding Acquired Loans
                                   
    June 30   December 31   Amount   Acquired   Amount   Percent
    2017   2016   Change   FFBT Loans   Change   Change
      (Unaudited)                            
Commercial loans   $ 1,143,761   $ 1,069,956   $ 73,805   $ (2,742)   $ 71,063   6.6%
Residential mortgage loans       549,997     531,874     18,123     (59)     18,064   3.4%
Consumer loans       450,209     398,429     51,780     (562)     51,218   12.9%
Subtotal       2,143,967     2,000,259     143,708     (3,363)     140,345   7.0%
Held for sale loans       3,730     8,087     (4,357)         (4,357)   -53.9%
Mortgage warehouse loans       123,757     135,727     (11,970)         (11,970)   -8.8%
Total loans   $  2,271,454   $ 2,144,073   $ 127,381   $ (3,363)   $ 124,018   5.8%
                                   

Mr. Dwight stated, “Horizon realized core net income of $8.6 million and $16.1 million for the three and six months ended June 30, 2017, a strong increase of 24.2% and 30.7%, respectively, when compared to the same periods in 2016. Core net interest margin for the second quarter of 2017 was 3.71%, an increase from 3.66% for the prior quarter and 3.42% for the same period in 2016. Horizon’s core net interest margin for the six months ended June 30, 2017 increased 27 basis points to 3.67% when compared to the same period in 2016. Total non-interest income decreased during the three and six months ended June 30, 2017 when compared to the same periods in 2016 by $1.1 million and $882,000, respectively, primarily due to a decrease in gains on sale of mortgage loans. This decrease in income was due to a decrease in the volume of originations and an increase in the percentage of those originations being retained in our portfolio when comparing 2017 to 2016. Continued growth in service charges on deposit accounts, interchange fees and fiduciary activities partially offset the decrease in gains on sale of mortgage loans. These non-interest income sources offer a significant growth opportunity and will lessen the impact of mortgage revenue volatility. Horizon’s strategy of revenue diversification through commercial loan growth and non-mortgage related fee income is evident in our results. At its peak for the year ended December 31, 2012, mortgage warehouse and gain on sale of mortgage loans revenue comprised 24.5% of Horizon’s total revenue base (interest income and non-interest income). For the year ending December 31, 2016 and the six months ending June 30, 2017, mortgage warehouse and gain on sale of mortgage loans revenue as a percentage of total revenue declined to 13.5% and 8.46%, respectively.”

Non-GAAP Reconciliation of Net Income and Diluted Earnings per Share
(Dollars in Thousands Except per Share Data)
                         
    Three Months Ended   Six Months Ended
    June 30   June 30
Non-GAAP Reconciliation of Net Income   2017   2016   2017   2016
    (Unaudited) (Unaudited)
Net income as reported   $    9,072   $ 6,326   $    17,296   $ 11,707
Merger expenses       200     1,881       200     2,520
Tax effect       (70)     (531)       (70)     (696)
Net income excluding merger expenses       9,202     7,676       17,426     13,531
                         
Gain on sale of investment securities       3     (767)       (32)     (875)
Tax effect       (1)     268       11     306
Net income excluding gain on sale of investment securities       9,204     7,177       17,405     12,962
                         
Acquisition-related purchase accounting adjustments (“PAUs”)       (939)     (397)       (1,955)     (944)
Tax effect       329     139       684     330
Net income excluding PAUs   $  8,594   $ 6,919   $  16,134   $ 12,348
                         
Non-GAAP Reconciliation of Diluted Earnings per Share                        
Diluted earnings per share as reported   $  0.41   $ 0.35   $  0.77   $ 0.64
Merger expenses       0.01     0.10       0.01     0.14
Tax effect       (0.00)     (0.03)       (0.00)     (0.04)
Diluted earnings per share excluding merger expenses       0.42     0.42       0.78     0.74
                         
Gain on sale of investment securities       0.00     (0.04)       (0.00)     (0.05)
Tax effect       (0.00)     0.01       0.00     0.02
Net income excluding gain on sale of investment securities       0.42     0.39       0.78     0.71
                         
Acquisition-related PAUs       (0.04)     (0.02)       (0.09)     (0.05)
Tax effect       0.01     0.01       0.02     0.02
Diluted earnings per share excluding PAUs   $ 0.39   $ 0.38   $  0.71   $ 0.68
                         

On May 23, 2017, Horizon entered into an agreement to acquire Lafayette and its wholly owned subsidiary, Lafayette Community Bank, in a cash and stock merger. The acquisition is expected to close in the third quarter of 2017, subject to regulatory and Lafayette shareholder approval. Lafayette Community Bank serves Tippecanoe County, Indiana through four full-service locations. As of March 31, 2017, Lafayette had total assets of $172.1 million.

On June 13, 2017, Horizon entered into an agreement to acquire Wolverine and its wholly owned subsidiary, Wolverine Bank, in a cash and stock merger. The acquisition is expected to close early in the fourth quarter of 2017, subject to regulatory and Wolverine shareholder approval. Wolverine Bank serves Midland and Saginaw Counties, Michigan through three full-service locations and one loan production office in Troy, Michigan in Oakland County. As of March 31, 2017, Wolverine had total assets of $379.3 million.

Mr. Dwight concluded, “We are very pleased to be partnering with these outstanding institutions and their talented and experienced teams. Lafayette Community Bancorp provides Horizon entry into the attractive Lafayette market and will fill a market gap between Indianapolis and Northwest Indiana. Wolverine Bancorp strengthens Horizon’s presence in the state of Michigan and provides entry into the key markets of the Great Lakes Bay Region and Oakland County. Over the years, both leadership teams have strived to provide customer focused advice and a commitment to community banking which complements Horizon’s customer focused philosophy and core values. We believe Horizon is well positioned to efficiently integrate each institution and take advantage of growth opportunities within the market each institution serves.” 

Income Statement Highlights

Net income for the second quarter of 2017 was $9.1 million or $0.41 diluted earnings per share compared to $8.2 million or $0.37 diluted earnings per share for the first quarter of 2017. The increase in net income and diluted earnings per share from the previous quarter reflects increases in net interest income and non-interest income of $1.6 million and $653,000, respectively, offset by increases in non-interest expense and income tax expense of $967,000 and $468,000, respectively.

Net income for the second quarter of 2017 was $9.1 million or $0.41 diluted earnings per share compared to $6.3 million or $0.35 diluted earnings per share for the second quarter of 2016.  The increase in net income and diluted earnings per share from the same period of 2016 reflects an increase in net interest income of $6.3 million offset by a decrease in non-interest income of $1.1 million and increases in non-interest expense and income tax expense of $1.5 million and $895,000, respectively.

Net income for the six months ended June 30, 2017 totaled $17.3 million or $0.77 diluted earnings per share compared to $11.7 million or $0.64 diluted earnings per share for the same period in 2016. The increase in net income and diluted earnings per share reflects an increase in net interest income of $12.2 million offset by a decrease in non-interest income of $882,000 and increases in non-interest expense and income tax expense of $3.8 million and $2.0 million, respectively.

The increases in diluted earnings per share when comparing 2017 periods to 2016 periods was partially offset by an increase in dilutive shares outstanding as a result of the stock issued in the Kosciusko Financial, Inc. and LaPorte Bancorp, Inc. acquisitions in 2016. Core net income for the second quarter of 2017 was $8.6 million or $0.39 diluted earnings per share compared to $6.9 million or $0.38 diluted earnings per share for the same period of 2016. For the six months ended June 30, 2017, core net income was $16.1 million or $0.71 diluted earnings per share compared to $12.3 million or $0.68 diluted earnings per share for the same period in 2016.

Horizon’s net interest margin was 3.84% for the second quarter of 2017, up from 3.80% for the prior quarter and 3.48% for same period of 2016.  The increase in the net interest margin for the second quarter of 2017 was primarily due to an increase of 15 basis points in loan yields when compared to the prior quarter. The increase in the net interest margin compared to the same period of 2016 was due to an increase in loan yields of 25 basis points and a decrease in the cost of borrowings of 24 basis points. Excluding acquisition-related purchase accounting adjustments, the margin would have been 3.71% for the second quarter of 2017 compared to 3.66% for the first quarter of 2017 and 3.42% for the same period of 2016. Interest income from acquisition-related purchase accounting adjustments was $939,000, $1.0 million and $397,000, for the three months ended June 30, 2017, March 31, 2017 and June 30, 2016, respectively.

Horizon’s net interest margin for the six months ended June 30, 2017 was 3.81% compared to 3.47% for the same period in 2016. The increase in the net interest margin was primarily due to an increase in loan yields of 14 basis points which was offset by a decrease in the yield earned on non-taxable securities of 24 basis points. Also, the cost of interest-bearing liabilities decreased 16 basis points primarily due to a decrease in the cost of borrowings of 24 basis points. Excluding acquisition-related purchase accounting adjustments, the margin would have been 3.67% for the six months ended June 30, 2017 compared to 3.40% for the same period in 2016. Interest income from acquisition-related purchase accounting adjustments was $2.0 million and $944,000 for the six months ended June 30, 2017 and 2016, respectively.

Non-GAAP Reconciliation of Net Interest Margin
(Dollars in Thousands, Unaudited)
    Three Months Ended
  Six Months Ended
    June 30   March 31   June 30   June 30
Net Interest Margin As Reported   2017   2017   2016   2017   2016
Net interest income   $ 27,198   $ 25,568   $ 20,869   $    52,766   $ 40,643
Average interest-earning assets       2,943,627     2,797,429     2,471,354       2,870,884     2,406,468
Net interest income as a percent of average interest-                              
earning assets (“Net Interest Margin”)     3.84%     3.80%     3.48%     3.81%     3.47%
                               
Impact of Acquisitions                              
Interest income from acquisition-related                              
purchase accounting adjustments   $ (939)   $ (1,016)   $ (397)   $    (1,955)   $ (944)
                               
Excluding Impact of Prepayment Penalties and Acquisitions                              
Net interest income   $ 26,259   $ 24,552   $ 20,472   $    50,811   $ 39,699
Average interest-earning assets       2,943,627     2,797,429     2,471,354       2,870,884     2,406,468
Core Net Interest Margin     3.71%     3.66%     3.42%     3.67%     3.40%
                               

Lending Activity

Total loans increased $127.7 million from $2.144 billion as of December 31, 2016 to $2.271 billion as of June 30, 2017 as commercial loans increased by $73.8 million, residential mortgage loans increased by $18.1 million and consumer loans increased by $51.8 million. Offsetting these increases was a decrease in mortgage warehouse loans of $12.0 million.  Total loans, excluding acquired loans, mortgage warehouse loans and loans held for sale, increased by an annualized rate of 14.1%, or $140.3 million, during the six months ended June 30, 2017.

Loan balances in the growth markets of Fort Wayne, Grand Rapids, Indianapolis and Kalamazoo totaled $480.2 million as of June 30, 2017. Combined, these markets contributed $83.1 million, or 20.9%, in loan growth during the six months ended June 30, 2017.

Residential mortgage lending activity for the three months ended June 30, 2017 generated $2.2 million in income from the gain on sale of mortgage loans, an increase of $236,000 from the previous quarter and a decrease of $852,000 from the same period in 2016. Residential mortgage lending activity for the six months ended June 30, 2017 generated $4.2 million in income from the gain on sale of mortgage loans, a decrease of $989,000 from the same period in 2016. Total origination volume for the second quarter of 2017, including loans placed into portfolio, totaled $110.4 million, representing an increase of 67.5% from the previous quarter and a decrease of 17.0% from the same period in 2016. Total origination volume for the six months ended June 30, 2017, including loans placed into portfolio, totaled $176.3 million, a decrease of 17.0% compared to the same period in 2016. The decrease in mortgage loan origination volume was primarily due to an increase in mortgage loan interest rates when comparing 2017 to 2016. Purchase money mortgage originations during the second quarter of 2017 represented 78.4% of total originations compared to 69.8% of originations during the previous quarter and 78.2% during the second quarter of 2016. Purchase money mortgage originations for the six months ended June 30, 2017 represented 75.1% of originations compared to 73.4% for the same period in 2016.

The provision for loan losses totaled $330,000 for the second and first quarters of 2017 compared to $232,000 for the second quarter of 2016. The increase in the provision for loan losses in the second quarter of 2017 was due to the increase in gross loans when compared to the same period in 2016. The provision for loan losses totaled $660,000 and $764,000 for the six months ended June 30, 2017 and 2016, respectively. The decrease in the provision for loan losses was due to a decrease in net charge-offs when comparing the 2017 and 2016 periods.

The ratio of the allowance for loan losses to total loans decreased to 0.66% as of June 30, 2017 from 0.69% as of December 31, 2016 due to an increase in gross loans.  The ratio of the allowance for loan losses to total loans, excluding loans with credit-related purchase accounting adjustments, was 0.82% as of June 30, 2017 compared to 0.91% as of December 31, 2016.  Loan loss reserves and credit-related loan discounts on acquired loans as a percentage of total loans was 1.18% as of June 30, 2017 compared to 1.39% as of December 31, 2016.

Non- GAAP Allowance for Loan and Lease Loss Detail
As of June 30, 2017
(Dollars in Thousands, Unaudited)
                                                 
    Horizon                                          
    Legacy   Heartland   Summit   Peoples   Kosciusko   LaPorte   CNB   Total
Pre-discount loan balance   $ 1,834,963   $ 13,823   $ 46,708   $ 130,009   $ 68,577   $ 176,902   $ 8,612   $    2,279,594
                                                 
Allowance for loan losses (ALLL)       14,956     71                           15,027
Loan discount      N/A      879     2,416     3,086     1,004     4,248     237       11,870
ALLL+loan discount       14,956     950     2,416     3,086     1,004     4,248     237       26,897
                                                 
Loans, net   $ 1,820,007   $ 12,873   $ 44,292   $ 126,923   $ 67,573   $ 172,654   $ 8,375   $  2,252,697
                                                 
ALLL/ pre-discount loan balance     0.82%     0.51%     0.00%     0.00%     0.00%     0.00%     0.00%     0.66%
Loan discount/ pre-discount loan balance      N/A      6.36%     5.17%     2.37%     1.46%     2.40%     2.75%     0.52%
ALLL+loan discount/ pre-discount loan balance     0.82%     6.87%     5.17%     2.37%     1.46%     2.40%     2.75%     1.18%
                                                 

Non-performing loans to total loans increased 1 basis point to 0.51% at June 30, 2017 from 0.50% at December 31, 2016.  Non-performing loans totaled $11.6 million as of June 30, 2017, an increase of $880,000 from $10.7 million as of December 31, 2016.  Compared to December 31, 2016, non-performing commercial loans increased by $362,000, non-performing real estate loans increased by $263,000 and non-performing consumer loans increased $255,000. 

Expense Management

Total non-interest expense was $1.5 million higher in the second quarter of 2017 compared to the same period of 2016.  Excluding merger-related expenses of $200,000 and $1.9 million recorded during the three months ended June 30, 2017 and 2016, respectively, total non-interest expense increased $3.2 million, or 16.9%. The increase was primarily due to an increase in salaries and employee benefits of $2.1 million, net occupancy expenses of $295,000, data processing expenses of $368,000, and other expenses of $252,000 reflecting overall company growth, market expansion and recent acquisitions. Outside services and consultant expense and professional fee expense decreased by $933,000 and $212,000, respectively, in the second quarter of 2017 when compared to the same period of 2016 primarily due to one-time expenses related to the Kosciusko Financial, Inc. and LaPorte Bancorp, Inc. acquisitions in 2016. FDIC insurance expense decreased $166,000 in the second quarter of 2017 when compared to the same period of 2016 as the assessment rate schedule was reduced effective for assessment payments due in the fourth quarter of 2016 and 2017. Loan expense decreased $159,000 in the second quarter of 2017 when compared to the same prior year period of 2016 primarily due to a decrease in loan collection expenses.

Total non-interest expense for the six months ended June 30, 2017 increased $3.8 million, or 9.4%, when compared to the same period in 2016. Excluding merger-related expenses of $200,000 and $2.5 million recorded during the six months ended June 30, 2017 and 2016, respectively, total non-interest expense increased $6.1 million, or 16.2%. The increase was primarily due to increases in salaries and employee benefits of $3.8 million, net occupancy expenses of $811,000, data processing expenses of $570,000 and other expenses of $683,000 reflecting overall company growth, market expansion and recent acquisitions. Outside services and consultant expense and professional fee expense decreased $810,000 and $430,000, respectively, for the six months ended June 30, 2017 when compared to the same period of 2016 primarily due to one-time expenses related to the Kosciusko Financial, Inc. and LaPorte Bancorp, Inc. acquisitions in 2016. FDIC insurance expense decreased $308,000 during the first six months of 2017 when compared to the same period in 2016 due to the reduced assessment rate schedule. Other losses decreased $275,000 for the six months ended June 30, 2017 when compared to the same 2016 period due to lower debit card fraud-related expenses. Loan expense was $247,000 lower for the six months ended June 30, 2017 when compared to the same period of 2016 primarily due to a decrease in loan collection expenses.

Use of Non-GAAP Financial Measures

Certain information set forth in this press release refers to financial measures determined by methods other than in accordance with GAAP.  Specifically, we have included non-GAAP financial measures of the net interest margin and the allowance for loan and lease losses excluding the impact of acquisition-related purchase accounting adjustments, total loans and loan growth, and net income and diluted earnings per share excluding the impact of one-time costs related to acquisitions, acquisition-related purchase accounting adjustments and other events that are considered to be non-recurring.  Horizon believes that these non-GAAP financial measures are helpful to investors and provide a greater understanding of our business without giving effect to the purchase accounting impacts and one-time costs of acquisitions and non-core items, although these measures are not necessarily comparable to similar measures that may be presented by other companies and should not be considered in isolation or as a substitute for the related GAAP measure.  See the tables and other information contained elsewhere in this press release for reconciliations of the non-GAAP figures identified herein and their most comparable GAAP measures.

Non-GAAP Reconciliation of Tangible Stockholders’ Equity and Tangible Book Value per Share
(Dollars in Thousands Except per Share Data)
 
    June 30   March 31   June 30
    2017   2017   2016
    (Unaudited)         (Unaudited)
Total stockholders’ equity   $    357,259   $ 348,575   $ 281,002
Less: Intangible assets       86,726     87,094     65,144
Total tangible stockholders’ equity   $    270,533   $ 261,481   $ 215,858
                   
Common shares outstanding       22,176,465     22,176,465     18,857,301
         
Tangible book value per common share   $    12.20   $ 11.79   $ 11.45
         

About Horizon

Horizon Bancorp is an independent, commercial bank holding company serving northern and central Indiana, southwest and central Michigan, and central Ohio through its commercial banking subsidiary Horizon Bank. Horizon also offers mortgage-banking services throughout the Midwest. Horizon Bancorp may be reached online at www.horizonbank.com.  Its common stock is traded on the NASDAQ Global Select Market under the symbol HBNC.

Forward Looking Statements

This press release may contain forward-looking statements regarding the financial performance, business prospects, growth and operating strategies of Horizon.  For these statements, Horizon claims the protections of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.  Statements in this press release should be considered in conjunction with the other information available about Horizon, including the information in the filings we make with the Securities and Exchange Commission.  Forward-looking statements provide current expectations or forecasts of future events and are not guarantees of future performance.  The forward-looking statements are based on management’s expectations and are subject to a number of risks and uncertainties.  We have tried, wherever possible, to identify such statements by using words such as “anticipate,” “estimate,” “project,” “intend,” “plan,” “believe,” “will” and similar expressions in connection with any discussion of future operating or financial performance. 

Although management believes that the expectations reflected in such forward-looking statements are reasonable, actual results may differ materially from those expressed or implied in such statements.  Risks and uncertainties that could cause actual results to differ materially include risk factors relating to the banking industry and the other factors detailed from time to time in Horizon’s reports filed with the Securities and Exchange Commission, including those described in its Form 10-K.  Undue reliance should not be placed on the forward-looking statements, which speak only as of the date hereof. Horizon does not undertake, and specifically disclaims any obligation, to publicly release the result of any revisions that may be made to update any forward-looking statement to reflect the events or circumstances after the date on which the forward-looking statement is made, or reflect the occurrence of unanticipated events, except to the extent required by law.

Additional Information for Shareholders

Communications in this document do not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval.

In connection with the proposed merger with Lafayette Community Bancorp, Horizon has filed with the SEC a Registration Statement on Form S-4 that includes a proxy statement of Lafayette Community Bancorp and a prospectus of Horizon, as well as other relevant documents concerning the proposed transaction. Shareholders and investors are urged to read the Registration Statement and the proxy statement/prospectus regarding the merger and any other relevant documents filed with the SEC, as well as any amendments or supplements to those documents, because they contain important information. A free copy of the proxy statement/prospectus, as well as other filings containing information about Horizon, may be obtained free of charge at the SEC’s website at www.sec.gov. You may also obtain these documents, free of charge, from Horizon at www.horizonbank.com under the tab “About Us – Investor Relations – Documents – SEC Filings.”

The information available through Horizon’s website is not and shall not be deemed part of this document or incorporated by reference into other filings Horizon makes with the SEC.

In connection with the proposed merger with Wolverine Bancorp, Inc. (“Wolverine Bancorp”), Horizon will file with the SEC a Registration Statement on Form S-4 that will include a proxy statement of Wolverine Bancorp and a prospectus of Horizon, as well as other relevant documents concerning the proposed transaction. Shareholders and investors are urged to read the Registration Statement and the proxy statement/prospectus regarding the merger when it becomes available and any other relevant documents filed with the SEC, as well as any amendments or supplements to those documents, because they will contain important information. A free copy of the proxy statement/prospectus (when it becomes available), as well as other filing containing information about Horizon and Wolverine Bancorp, may be obtained free of charge at the SEC’s website at www.sec.gov. You will also be able to obtain these documents, free of charge, from Horizon at www.horizonbank.com under the tab “About Us – Investor Relations – Documents – SEC Filings,” or from Wolverine Bancorp at www.wolverinebank.com under the tab “Investor Information – SEC Filings.” The information available through Horizon’s and Wolverine Bancorp’s websites is not and shall not be deemed part of this filing or incorporated by reference into other filings Horizon or Wolverine Bancorp make with the SEC.

Horizon, Lafayette Community Bancorp and Wolverine Bancorp and certain of their directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of Lafayette Community Bancorp and Wolverine Bancorp in connection with the proposed merger. Information about the directors and executive officers of Horizon is set forth in Horizon’s Annual Report on Form 10-K filed with the SEC on February 28, 2017, and in the proxy statement for Horizon’s 2017 annual meeting of shareholders, as filed with the SEC on March 17, 2017. Information about the directors and executive officers of Wolverine Bancorp is set forth in Wolverine Bancorp’s Annual Report on Form 10-K filed with the SEC on March 31, 2017, and in the proxy statement for Wolverine Bancorp’s 2017 annual meeting of shareholders, as filed with the SEC on April 17, 2017. Additional information regarding the interests of those participants and other persons who may be deemed participants in the transaction may be obtained by reading the proxy statement/prospectus regarding the Lafayette Community Bancorp merger and by reading the proxy statement/prospectus regarding the Wolverine Bancorp merger when it becomes available. Free copies of these documents may be obtained as described in the preceding paragraph.

HORIZON BANCORP 
Financial Highlights
(Dollars in thousands except share and per share data and ratios, Unaudited)
                               
    June 30   March 31   December 31   September 30   June 30
    2017   2017   2016   2016   2016
Balance sheet:                              
Total assets   $ 3,321,178   $ 3,169,643   $ 3,141,156   $ 3,325,650   $ 2,918,080
Investment securities     704,525     673,090     633,025     744,240     628,935
Commercial loans     1,143,761     1,106,471     1,069,956     1,047,450     874,580
Mortgage warehouse loans     123,757     89,360     135,727     226,876     205,699
Residential mortgage loans     549,997     533,646     531,874     530,162     493,626
Consumer loans     450,209     417,476     398,429     386,031     363,920
Earning assets     2,990,924     2,845,922     2,801,030     2,963,005     2,591,208
Non-interest bearing deposit accounts     508,305     502,400     496,248     479,771     397,412
Interest bearing transaction accounts     1,401,407     1,432,228     1,499,120     1,367,285     1,213,659
Time deposits     509,071     509,071     475,842     489,106     471,190
Borrowings     485,304     319,993     267,489     569,908     492,883
Subordinated debentures     37,562     37,516     37,456     37,418     32,874
Total stockholders’ equity     357,259     348,575     340,855     345,736     281,002
                               
Income statement:   Three months ended
Net interest income   $ 27,198   $ 25,568   $ 20,939   $ 24,410   $ 20,869
Provision for loan losses     330     330     623     455     232
Non-interest income     8,212     7,559     9,484     9,318     9,266
Non-interest expenses     22,488     21,521     22,588     24,082     20,952
Income tax expense     3,520     3,052     1,609     2,589     2,625
Net income     9,072     8,224     5,603     6,602     6,326
Preferred stock dividend                    
Net income available to common shareholders   $ 9,072   $ 8,224   $ 5,603   $ 6,602   $ 6,326
                               
Per share data:                              
Basic earnings per share (1)   $ 0.41   $ 0.37   $ 0.25   $ 0.31   $ 0.35
Diluted earnings per share (1)     0.41     0.37     0.25     0.30     0.35
Cash dividends declared per common share (1)     0.13     0.11     0.11     0.10     0.10
Book value per common share (1)     16.11     15.72     15.37     15.61     14.90
Tangible book value per common share     12.20     11.79     11.48     11.83     11.45
Market value – high     27.50     28.09     28.41     20.01     16.76
Market value – low   $ 24.73   $ 24.91   $ 17.84   $ 16.61   $ 15.87
Weighted average shares outstanding – Basic     22,176,465     22,175,526     22,155,549     21,538,752     18,268,880
Weighted average shares outstanding – Diluted     22,322,390     22,326,071     22,283,722     21,651,953     18,364,167
                               
Key ratios:                              
Return on average assets     1.12%     1.07%     0.69%     0.80%     0.94%
Return on average common stockholders’ equity     10.24     9.66     6.49     7.88     9.43
Net interest margin     3.84     3.80     2.92     3.37     3.48
Loan loss reserve to total loans     0.66     0.70     0.69     0.66     0.73
Non-performing loans to loans     0.51     0.46     0.50     0.58     0.68
Average equity to average assets     10.94     11.12     10.59     10.18     9.94
Bank only capital ratios:                              
Tier 1 capital to average assets     9.84     10.26     9.93     9.65     9.39
Tier 1 capital to risk weighted assets     12.83     13.40     13.33     12.73     12.51
Total capital to risk weighted assets     13.46     14.05     13.98     13.34     13.23
                               
Loan data:                              
Substandard loans   $ 34,870   $ 30,865   $ 30,361   $ 33,914   $ 28,629
30 to 89 days delinquent     4,555     5,476     6,315     3,821     2,887
                               
90 days and greater delinquent – accruing interest   $ 160   $ 245   $ 241   $ 59   $ 24
Trouble debt restructures – accruing interest     1,924     1,647     1,492     1,523     1,256
Trouble debt restructures – non-accrual     668     998     1,014     1,164     1,466
Non-accrual loans     8,811     6,944     7,936     10,091     10,426
Total non-performing loans   $ 11,563   $ 9,834   $ 10,683   $ 12,837   $ 13,172
                               
(1) Adjusted for 3:2 stock split on November 14, 2016
 

HORIZON BANCORP
Financial Highlights
(Dollars in thousands except share and per share data and ratios, Unaudited)
           
  June 30   June 30
  2017   2016
Balance sheet:          
Total assets $    3,321,178   $ 2,918,080
Investment securities     704,525       628,935
Commercial loans     1,143,761       874,580
Mortgage warehouse loans     123,757       205,699
Residential mortgage loans     549,997       493,626
Consumer loans     450,209       363,920
Earning assets     2,990,924       2,591,208
Non-interest bearing deposit accounts     508,305       397,412
Interest bearing transaction accounts     1,401,407       1,213,659
Time deposits     509,071       471,190
Borrowings     485,304       492,883
Subordinated debentures     37,562       32,874
Total stockholders’ equity     357,259       281,002
           
Income statement: Six Months Ended
Net interest income $  52,766   $ 40,643
Provision for loan losses     660       764
Non-interest income     15,771       17,733
Non-interest expenses     44,009       41,302
Income tax expense     6,572       4,603
Net income     17,296       11,707
Preferred stock dividend     –        (42)
Net income available to common shareholders $ 17,296   $ 11,665
           
Per share data:          
Basic earnings per share (1) $ 0.78   $ 0.65
Diluted earnings per share (1)     0.77       0.64
Cash dividends declared per common share (1)     0.24       0.20
Book value per common share (1)     16.11       14.90
Tangible book value per common share     12.20       11.45
Market value – high     28.09       18.59
Market value – low $ 24.73   $ 15.41
Weighted average shares outstanding – Basic     22,175,998       18,096,503
Weighted average shares outstanding – Diluted     22,324,520       18,190,542
           
Key ratios:          
Return on average assets   1.10%     0.89%
Return on average common stockholders’ equity     9.99       9.26
Net interest margin     3.81       3.47
Loan loss reserve to total loans     0.66       0.73
Non-performing loans to loans     0.51       0.68
Average equity to average assets     11.03       10.05
Bank only capital ratios:          
Tier 1 capital to average assets     9.84       9.39
Tier 1 capital to risk weighted assets     12.83       12.51
Total capital to risk weighted assets     13.46       13.23
           
Loan data:          
Substandard loans $ 34,870   $ 28,629
 30 to 89 days delinquent      4,555       2,887
           
90 days and greater delinquent – accruing interest $ 160   $ 24
Trouble debt restructures – accruing interest     1,924       1,256
Trouble debt restructures – non-accrual     668       1,466
Non-accrual loans     8,811       10,426
Total non-performing loans $ 11,563   $ 13,172
           
(1) Adjusted for 3:2 stock split on November 14, 2016      

 

HORIZON BANCORP
 
Allocation of the Allowance for Loan and Lease Losses
(Dollars in Thousands, Unaudited)
                         
    June 30   March 31   December 31   September 30
    2017   2017   2016   2016
Commercial   $    7,617   $ 7,600   $ 6,579   $ 6,222
Real estate       1,750     1,697     2,090     1,947
Mortgage warehousing       1,090     1,042     1,254     1,337
Consumer       4,570     4,715     4,914     5,018
Total   $  15,027   $ 15,054   $ 14,837   $ 14,524
                         

Net Charge-offs (Recoveries)
(Dollars in Thousands, Unaudited)
                               
    June 30   March 31   December 31   September 30   June 30
    2017   2017   2016   2016   2016
Commercial   $    24   $ (134)   $ 49   $ (5)   $ 101
Real estate       (8)     38     64         (31)
Mortgage warehousing       –                 
Consumer       341     209     197     162     172
Total   $  357   $ 113   $ 310   $ 157   $ 242
                               

 

Total Non-performing Loans
(Dollars in Thousands, Unaudited)
                               
    June 30   March 31   December 31   September 30   June 30
    2017   2017   2016   2016   2016
Commercial   $    2,794   $ 1,530   $ 2,432   $ 5,419   $ 4,330
Real estate       5,285     5,057     5,022     4,251     5,659
Mortgage warehousing       –                 
Consumer       3,484     3,247     3,229     3,108     3,183
Total   $  11,563   $ 9,834   $ 10,683   $ 12,778   $ 13,172
                               

Other Real Estate Owned and Repossessed Assets
(Dollars in Thousands, Unaudited)
                               
    June 30   March 31   December 31   September 30   June 30
    2017   2017   2016   2016   2016
Commercial   $    409   $ 542   $ 542   $ 542   $ 542
Real estate       1,805     2,413     2,648     3,182     2,925
Mortgage warehousing       –                 
Consumer       21     20     26     67     69
Total   $  2,235   $ 2,975   $ 3,216   $ 3,791   $ 3,536
                               

   

HORIZON BANCORP AND SUBSIDIARIES
Average Balance Sheets
(Dollar Amounts in Thousands, Unaudited)
             
        Three Months Ended   Three Months Ended
        June 30, 2017   June 30, 2016
        Average       Average   Average     Average
        Balance Interest   Rate   Balance   Interest Rate
                               
ASSETS                          
Interest-earning assets                        
    Federal funds sold $ 1,728 $ 6   1.39%   $ 3,309 $ 4 0.49%
    Interest-earning deposits   27,677   83   1.20%     28,045   59 0.85%
    Investment securities – taxable   423,815   2,155   2.04%     469,925   2,598 2.22%
    Investment securities – non-taxable (1)   290,494   1,766   3.40%     182,886   1,195 3.70%
    Loans receivable (2)(3)   2,199,913   26,795   4.94%     1,787,189   20,794 4.69%
      Total interest-earning assets (1)   2,943,627   30,805   4.33%     2,471,354   24,650 4.10%
                               
Non-interest-earning assets                        
    Cash and due from banks   42,331             35,435      
    Allowance for loan losses   (15,131)             (14,350)      
    Other assets   279,024             223,258      
                               
        $ 3,249,851           $ 2,715,697      
                               
LIABILITIES AND SHAREHOLDERS’ EQUITY                    
Interest-bearing liabilities                        
    Interest-bearing deposits $ 1,980,025 $ 1,721   0.35%   $ 1,625,024 $ 1,557 0.39%
    Borrowings   359,462   1,338   1.49%     400,585   1,721 1.73%
    Subordinated debentures   36,340   548   6.05%     32,854   503 6.16%
      Total interest-bearing liabilities   2,375,827   3,607   0.61%     2,058,463   3,781 0.74%
                               
Non-interest-bearing liabilities                        
    Demand deposits   499,446             364,822      
    Accrued interest payable and                        
      other liabilities   19,143             22,574      
Stockholders’ equity   355,435             269,838      
                               
        $ 3,249,851           $ 2,715,697      
                               
Net interest income/spread     $ 27,198   3.73%       $ 20,869 3.36%
                               
Net interest income as a percent                        
  of average interest earning assets (1)           3.84%           3.48%
                               
(1) Securities balances represent daily average balances for the fair value of securities. The average rate is calculated based on the daily average balance for the amortized cost of securities.  The average rate is presented on a tax equivalent basis.
(2) Includes fees on loans.  The inclusion of loan fees does not have a material effect on the average interest rate.
(3) Non-accruing loans for the purpose of the computations above are included in the daily average loan amounts outstanding. Loan totals are shown net of unearned income and deferred loan fees.
 

      

HORIZON BANCORP AND SUBSIDIARIES
Average Balance Sheets
(Dollar Amounts in Thousands, Unaudited)
           
      Six Months Ended   Six Months Ended
      June 30, 2017   June 30, 2016
      Average   Average   Average   Average
      Balance Interest Rate   Balance Interest Rate
ASSETS                        
Interest-earning assets                      
  Federal funds sold $    2,377 $ 11 0.93%   $ 2,853  $  4 0.28%
  Interest-earning deposits     26,220     152 1.17%       24,300     109 0.90%
  Investment securities – taxable     411,417     4,487 2.20%       464,209     5,092 2.21%
  Investment securities – non-taxable (1)     280,563     3,403 3.40%       181,660     2,432 3.64%
  Loans receivable (2)(3)     2,150,307     51,586 4.85%       1,733,446     40,541 4.71%
    Total interest-earning assets (1)     2,870,884     59,639 4.29%       2,406,468     48,178 4.10%
                           
Non-interest-earning assets                      
  Cash and due from banks     41,788             34,246      
  Allowance for loan losses     (15,035)             (14,350)      
  Other assets     279,497             217,797      
                           
      $ 3,177,134         $ 2,644,161      
                           
LIABILITIES AND SHAREHOLDERS’ EQUITY                  
Interest-bearing liabilities                      
  Interest-bearing deposits $ 1,970,235 $ 3,474 0.36%   $ 1,571,579  $   3,048 0.39%
  Borrowings     305,116     2,275 1.50%       401,594     3,480 1.74%
  Subordinated debentures     36,315     1,124 6.24%       32,653     1,007 6.20%
    Total interest-bearing liabilities     2,311,666     6,873 0.60%       2,005,826     7,535 0.76%
                           
Non-interest-bearing liabilities                      
  Demand deposits     495,262             350,157      
  Accrued interest payable and                      
    other liabilities     19,901             22,465      
Stockholders’ equity     350,305             265,713      
                           
      $ 3,177,134         $ 2,644,161      
                           
Net interest income/spread     $ 52,766 3.69%        $  40,643 3.34%
                           
Net interest income as a percent                      
  of average interest earning assets (1)         3.81%           3.47%
                           
(1) Securities balances represent daily average balances for the fair value of securities. The average rate is calculated based on the daily average balance for the amortized cost of securities.  The average rate is presented on a tax equivalent basis.
(2) Includes fees on loans.  The inclusion of loan fees does not have a material effect on the average interest rate.
(3) Non-accruing loans for the purpose of the computations above are included in the daily average loan amounts outstanding. Loan totals are shown net of unearned income and deferred loan fees.
 

HORIZON BANCORP AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(Dollar Amounts in Thousands)
 
  June 30
December 31
  2017 2016
  (Unaudited)  
Assets    
Cash and due from banks $    65,993     $ 70,832  
Investment securities, available for sale     505,051       439,831  
Investment securities, held to maturity (fair value of $203,542 and $194,086)     199,474       193,194  
Loans held for sale     3,730       8,087  
Loans, net of allowance for loan losses of $15,027 and $14,837     2,252,697       2,121,149  
Premises and equipment, net     65,358       66,357  
Federal Reserve and Federal Home Loan Bank stock     14,945       23,932  
Goodwill     77,644       76,941  
Other intangible assets     9,082       9,366  
Interest receivable     13,316       12,713  
Cash value of life insurance     75,006       74,134  
Other assets     38,882       44,620  
Total assets $    3,321,178     $ 3,141,156  
Liabilities    
Deposits    
Non-interest bearing $    508,305     $ 496,248  
Interest bearing     1,910,478       1,974,962  
Total deposits     2,418,783       2,471,210  
Borrowings     485,304       267,489  
Subordinated debentures     37,562       37,456  
Interest payable     559       472  
Other liabilities     21,711       23,674  
Total liabilities     2,963,919       2,800,301  
Commitments and contingent liabilities    
Stockholders’ Equity    
Preferred stock, Authorized, 1,000,000 shares    
Issued 0 and 0 shares              
Common stock, no par value    
Authorized 66,000,000 shares(1)    
Issued, 22,195,715 and 22,192,530 shares(1)    
Outstanding, 22,176,465 and 22,171,596 shares(1)              
Additional paid-in capital     182,552       182,326  
Retained earnings     176,123       164,173  
Accumulated other comprehensive loss     (1,416 )     (5,644 )
Total stockholders’ equity     357,259       340,855  
Total liabilities and stockholders’ equity $    3,321,178     $ 3,141,156  
     
(1) Adjusted for 3:2 stock split on November 14, 2016    
     


HORIZON BANCORP AND SUBSIDIARIES
Condensed Consolidated Statements of Income 
(Dollar Amounts in Thousands, Except Per Share Data, Unaudited)
 
  Three Months Ended Six Months Ended  
  June 30 June 30  
   2017     2016     2017     2016   
  (Unaudited)
  (Unaudited) (Unaudited) (Unaudited)  
Interest Income          
Loans receivable $  26,795     $ 20,794     $  51,586     $   40,541    
Investment securities          
  Taxable     2,244         2,661         4,650         5,205    
  Tax exempt     1,766         1,195         3,403         2,432    
  Total interest income   30,805       24,650         59,639         48,178    
Interest Expense          
Deposits     1,721         1,557         3,474         3,048    
Borrowed funds     1,338         1,721         2,275         3,480    
Subordinated debentures     548         503         1,124         1,007    
  Total interest expense     3,607         3,781         6,873         7,535    
Net Interest Income     27,198         20,869         52,766         40,643    
Provision for loan losses     330         232         660         764    
Net Interest Income after Provision for Loan Losses     26,868         20,637         52,106         39,879    
Non-interest Income          
Service charges on deposit accounts     1,566         1,417         2,966         2,705    
Wire transfer fees     178         175         328         296    
Interchange fees     1,382         978         2,558         1,909    
Fiduciary activities     1,943         1,465         3,865         3,100    
Gain on sale of investment securities (includes $(3) and $767 for the three          
  months ended June 30, 2017 and 2016, respectively and $32 and $875 for the six           
  months ended June 30, 2017 and 2016, respectively, related to accumulated other 
  comprehensive earnings reclassifications)
    (3 )       767         32         875    
Gain on sale of mortgage loans     2,054         3,529         3,968         5,643    
Mortgage servicing income net of impairment     359         500         806         947    
Increase in cash value of bank owned life insurance     408         351         872         696    
Other income     325         84         376         482    
Total non-interest income     8,212         9,266         15,771         16,653    
Non-interest Expense          
Salaries and employee benefits     12,466         10,317         24,175         20,382    
Net occupancy expenses     2,196         1,901         4,648         3,837    
Data processing     1,502         1,134         2,809         2,239    
Professional fees     535         747         1,148         1,578    
Outside services and consultants     1,265         2,198         2,487         3,297    
Loan expense     1,250         1,409         2,357         2,604    
FDIC insurance expense     243         409         506         814    
Other losses     78         136         128         403    
Other expense     2,953         2,701         5,751         5,068    
Total non-interest expense     22,488         20,952         44,009         40,222    
Income Before Income Tax      12,592         8,951         23,868         16,310    
Income tax expense (includes $(1) and $268 for the three months ended          
June 30, 2017 and 2016, respectively, and $11 and $306 for the six months ended June 30, 2017 and 2016, respectively related to income tax expense from          
  reclassification items)     3,520         2,625         6,572         4,603    
Net Income      9,072         6,326         17,296         11,707    
Preferred stock dividend               –                    (42 )  
Net Income Available to Common Shareholders $    9,072     $   6,326     $    17,296     $   11,665    
Basic Earnings Per Share $    0.41     $   0.35     $    0.78     $   0.65    
Diluted Earnings Per Share     0.41         0.35         0.77         0.64    
           

 

CONTACT: Contact:
Horizon Bancorp
Mark E. Secor
Chief Financial Officer
(219) 873-2611
Fax: (219) 874-9280