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Section 1: 8-K (8-K)

Document


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): January 31, 2018

GERMAN AMERICAN BANCORP, INC.
(Exact name of registrant as specified in its charter)

Indiana
(State or other jurisdiction of incorporation)
  
001-15877
35-1547518
(Commission File Number)
(IRS Employer Identification No.)
711 Main Street
Box 810
Jasper, Indiana


47546
(Address of principal executive offices)
(Zip Code)
    

Registrant’s telephone number, including area code: (812) 482-1314
Not Applicable
(Former name or former address, if changed since last report)
  
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under the Exchange Act (17 CFR 240.12b-2).
Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act [ ]





Item 7.01. Regulation FD Disclosure.
The executive officers of German American Bancorp, Inc. have several upcoming meetings with investors and securities analysts. The officers intend to present the material furnished as Exhibit 99.1 herewith, in whole or in part, as part of those meetings. Such presentation material is incorporated herein by reference.
The information in this Item 7.01, including the information incorporated herein from Exhibit 99.1, is furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d)
 
Exhibits
 
 
 
 
 
 
 
 
 
Exhibit No.
 
Description
 
 
 
 
 
 
 
99.1
 
German American Bancorp, Inc. Presentation dated January /February 2018.





* * * * * *








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.

 
GERMAN AMERICAN BANCORP, INC.

 
By:
/s/ Mark A. Schroeder
Dated: January 31, 2018
Mark A. Schroeder, Chairman and Chief Executive Officer








EXHIBIT INDEX

Exhibit No.
 
Description
 
 
 
 
German American Bancorp, Inc. Presentation dated January /February 2018.
 




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Section 2: EX-99.1 (EXHIBIT 99.1)

a2018janfebinvestorpr1f8
Symbol: GABC Investor Presentation January/February 2018


 
Presented By 2 Mark A. Schroeder, Chairman and CEO (812) 482-0701 mark.schroeder@germanamerican.com Bradley M. Rust, Executive VP and CFO (812) 482-0718 brad.rust@germanamerican.com


 
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS When used in this presentation and our oral statements, the words or phrases “believe,” “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate,” “project,” “plans,” or similar expressions are intended to identify “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date of this presentation, and we do not undertake any obligation to update any forward-looking statement to reflect circumstances or events that occur in the future. By their nature, these statements are subject to numerous risks and uncertainties that could cause actual results to differ materially from those anticipated in the statements. Factors that could cause actual results and performance to vary materially from those expressed or implied by any forward-looking statement include those that are discussed in Item 1, “Business – Forward Looking Statements and Associated Risk,” and Item 1A, “Risk Factors,” in our Annual Report on Form 10-K for 2016 as updated and supplemented by our other SEC reports filed from time to time. 3


 
Southern Indiana Community-focused Financial Services Organization • $3.1 Billion Total Banking Assets • $1.3 Billion Investment & Trust Assets Under Management • Banking, Insurance, Investments & Trust • $58 Million Annual Insurance Premiums Who We Are • 53 Banking Offices • 600+ FTEs 4


 
Diversified Economic Base Regional Education & Health Care Life Sciences & Technology Agriculture, Manufacturing & Logistics MAJOR EMPLOYERS: Education Indiana University University of Southern Indiana Vincennes University Greater Clark County School Corp Evansville Vanderburgh County School Corp Monroe County School Corporation New Albany – Floyd County School Corp Health Care Indiana University Health Columbus Regional Hospital Clark Memorial Hospital Deaconess Hospital Baptist Health Floyd Hospital Good Samaritan Hospital King’s Daughters’ Hospital Memorial Hospital St Vincent’s Medical Center Manufacturing & Logistics Aisin U.S.A. MFG, Inc. ALCOA Warrick Operations Amazon Fulfillment Service American Commercial Lines/Jeffboat Berry Plastics Cummins, Inc. (Cummins Diesel) Grote Industries Inc Jasper Engines & Transmissions Kimball International, Inc. Koch Enterprises, Inc. MasterBrand Cabinets, Inc. NTN Driveshaft Inc OFS Brands (Office-Furniture Systems) Toyota Motor Mfg – Indiana 5 Life Sciences & Technology Baxter BioPharma Solutions Crane Naval Surface Weapons Center Cook Group, Inc. Mead Johnson Nutrition Energy Duke Energy Vectren


 
6


 
Small MSA Market Expansion Market Total Market Deposits GABC Deposit Market Share*** Market Share Position # of Branches Heritage Markets* $ 4,992,622 32% #1 31 Evansville/Newburgh $ 4,198,662 9% #3 7 Bloomington $ 2,399,939 8% #4 3 Columbus $ 1,204,599 2% #9 1 Louisville MSA (Indiana Portion)** $ 3,048,433 3% #11 5 Total Growth Markets $ 10,851,633 * Includes the Indiana counties of Daviess, Dubois, Gibson, Jefferson, Knox, Lawrence, Martin, Perry, Pike & Spencer ** Includes the Indiana counties of Clark & Floyd Capitalize upon Market Strength & Growth *** Source: FDIC 06/30/17 Statistics 7


 
*Heritage Markets 2017 2007** 2017 # of Offices (millions) Deposits Share Deposits Share Increase 1 German American $ 1,612 32.3% $ 1,129 26.0% 42.8% 31 2 Old National Bank $ 1,063 21.3% $ 1,354 31.2% - 21.5% 16 3 Fifth Third Bank $ 456 9.1% $ 452 10.4% 0.9% 9 Market Total $ 4,993 $ 4,340 15.0% * Heritage Markets include the Indiana counties of Daviess, Dubois, Gibson, Jefferson, Knox, Lawrence, Martin, Perry, Pike & Spencer ** 2007 Deposits adjusted to include branches subsequently acquired by surviving banks Source: FDIC 06/30/17 Statistics Capitalize upon Market Strength & Growth 8


 
Evansville/Newburgh Markets 2017 2007* 2017 # of Offices (millions) Deposits Share Deposits Share Increase 1 Old National Bank $ 1,690 40.3% $ 2,228 53.8% -24.1% 14 2 Fifth Third Bank $ 1,208 28.8% $ 1,184 28.6% 2.0% 12 3 German American $ 395 9.4% $ 271 6.5% 45.8% 7 Market Total $ 4,199 $ 4,140 1.4% * 2007 Deposits adjusted to include branches subsequently acquired by surviving banks Source: FDIC 06/30/17 Statistics Capitalize upon Market Strength & Growth 9


 
History of Superior Financial Performance 10 Eight Years of Consecutive Record Earnings Performance Double-Digit Return on Equity for Past 13 Consecutive Fiscal Years Highest Performing Indiana-Domiciled Exchange-Traded Financial Institution (Return on Equity) for 6 Out of the Past 8 Years Consistent Achievement of Superior Asset Quality Bank Director Magazine - Bank Performance Scorecard Top 10 National Ranking for Past 3 Years ($1 - $5 billion Publicly-traded Companies) # 10 Ranking in 2017 # 2 Ranking in 2016 # 4 Ranking in 2015 Bank Director Magazine - Top 10 Exchange Traded Banks for 10-Year Total Return # 7 Total Return of 400 (6/30/07 – 6/30/17)


 
Financial Trends 11


 
$2,164 $2,237 $2,374 $2,956 $3,144 1.25% 1.31% 1.33% 1.24% 1.35% $- $500 $1,000 $1,500 $2,000 $2,500 $3,000 $3,500 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 (Dollars in Millions) Total Assets Annualized Return on Assets 12


 
$1,382 $1,448 $1,564 $1,990 $2,142 81% 81% 82% 81% 81% $- $250 $500 $750 $1,000 $1,250 $1,500 $1,750 $2,000 $2,250 $2,500 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 (Dollars in Millions) Total Loans, Net of Unearned Income Commercial & Agricultural Loans as % of Total Loans 13


 
Construction & Development Loans, $ 119.7 million, 6% Agricultural Loans, $ 333.6 million, 16% Multi-Family Residential Properties, $ 123.0 million, 6% Commercial Real Estate Non-Owner Occupied, $ 527.7 million, 25% Commercial Real Estate Owner Occupied, $ 182.7 million, 8% Commercial & Industrial Loans, $ 477.9 million, 22% Consumer Loans, $ 45.1 million, 2% Home Equity Loans, $152.3 million, 7% Residential Mortgage Loans, $ 179.6 million, 8% Total Loans $2,141.6 million Loan Portfolio Composition As of December 31, 2017 14


 
0.44% 0.29% 0.15% 0.14% 0.38% 1.45% 1.04% 0.84% 0.76% 0.48% 0.00% 0.50% 1.00% 1.50% 2.00% 2.50% 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 Non-Performing Assets to Total Assets GABC Peer Group 15 * Peer Group Information as of 09/30/17


 
0.10% -0.01% 0.03% 0.04% 0.04% 0.25% 0.15% 0.08% 0.10% 0.08%* -0.10% 0.15% 0.40% 0.65% 0.90% 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 Net Charge-offs to Average Loans GABC Peer Group 16 * Peer Group Information as of 09/30/17


 
$1,812 $1,780 $1,826 $2,350 $2,484 81% 81% 83% 84% 84% $- $500 $1,000 $1,500 $2,000 $2,500 $3,000 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 (Dollars in Millions) Total Deposits Non-Maturity Deposit Accounts as % of Total Deposits 17


 
Non-Interest Bearing Demand, $606.1 million, 24% Interest Bearing Demand, Savings & Money Market, $1,490.0 million, 60% Time Deposits, $387.9 million, 16% 18 Total Deposit Composition as of December 31, 2017 Cost of Funds 2012 0.60% 2013 0.37% 2014 0.30% 2015 0.28% 2016 0.32% 2017 0.40% Total Deposits $2,484.0 million


 
$200 $229 $252 $330 $365 13.40% 13.21% 12.47% 10.94% 11.59% $- $50 $100 $150 $200 $250 $300 $350 $400 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 (Dollars in Millions) Total Shareholders’ Equity Annualized Return on Equity 19


 
$70,319 $76,991 $79,072 $99,470 $105,057 3.67% 3.76% 3.70% 3.75% 3.76% $- $20,000 $40,000 $60,000 $80,000 $100,000 $120,000 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 (Dollars in Thousands) Net Interest Income (Tax-Equivalent) Net Interest Margin 20


 
$23,615 $23,937 $27,444 $32,013 $31,854 25% 24% 26% 24% 23% $- $5,000 $10,000 $15,000 $20,000 $25,000 $30,000 $35,000 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 (Dollars in Thousands) Non-Interest Income Non-Interest Income as % of Total Revenue 21


 
22 $54,905 $57,713 $61,326 $76,587 $77,803 58.5% 57.2% 57.6% 58.3% 56.8% $- $10,000 $20,000 $30,000 $40,000 $50,000 $60,000 $70,000 $80,000 $90,000 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 (Dollars in Thousands) Non-Interest Expense Efficiency Ratio


 
$25,413 $28,344 $30,064 $35,184 $40,676 $1.32 $1.43 $1.51 $1.57 $1.77 $- $5,000 $10,000 $15,000 $20,000 $25,000 $30,000 $35,000 $40,000 $45,000 12/31/2013 12/31/2014 12/31/2015 12/31/2016 12/31/2017 (Dollars in Thousands, Except Per Share Amounts) Net Income & Earnings Per Share Earnings Per Share 23 *Earnings Per Share adjusted for 3-for-2 stock split completed in 2017 *


 
Why Invest in GABC? 24


 
$0.77 $0.73 $0.81 $1.07 $1.27 $1.32 $1.43 $1.51 $1.57 $1.77 GABC Earnings Per Share Growth * 25 As of 12/31 for years shown Why Invest in GABC? *Earnings Per Share adjusted for 3-for-2 stock split completed in 2017


 
$7.64 $8.62 $8.92 $10.40 $11.57 $11.94 $13.45 GABC Tangible Book Value Per Share Why Invest in GABC? As of 12/31 for years shown 26 *Tangible Book Value Per Share adjusted for 3-for-2 stock split completed in 2017 *


 
$12.13 $14.48 $18.95 $20.35 $22.21 $35.07 $35.33 GABC Stock Price Appreciation Why Invest in GABC? As of 12/31 for years shown 27 *Stock Price adjusted for 3-for-2 stock split completed in 2017 *


 
• Proven Executive Management Team • Track Record of Consistent Top Quartile Financial Performance • Experienced in Operating Plan Execution and M & A Transitions • Potential Growth within New Market Areas – Small MSA Focus • Existing Platform for Operating Efficiency • Infrastructure in Place for Perpetuating Ongoing EPS Growth • Consistent Strong Dividend Yield and Dividend Pay-out Capacity Why Invest in GABC? 28


 
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