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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): June 11, 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.
Mark A. Schroeder, Chairman and Chief Executive Officer, and Bradley M. Rust, Executive Vice President and Chief Financial Officer, of German American Bancorp, Inc. will attend the Sandler O’Neill 2018 East Coast Financial Services Conference on November 6 - 7, 2018, in Palm Beach, Florida, and will participate in a series of meetings with investors during the conference.
Attached as Exhibit 99.1 is the information that will be provided to attendees at the conference. Such information 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
 
 
 
 
 
 
 
 




* * * * * *








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: November 5, 2018
 
Mark A. Schroeder, Chairman and Chief Executive Officer






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Section 2: EX-99.1 (EXHIBIT 99.1)

sandleroneill1118
German American Symbol: GABC November 6 - 7, 2018 Sandler O’Neill East Coast Financial Services Conference


 
Presented By Mark A. Schroeder, Chairman and CEO (812) 482-0701 [email protected] Bradley M. Rust, Executive VP and CFO (812) 482-0718 [email protected] 2


 
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 2017 as updated and supplemented by our other SEC reports filed from time to time. 3


 
Who We Are Southern Indiana Community- focused Financial Services Organization • Banking, Insurance, Investments & Trust • $4.0 Billion Total Banking Assets • $1.5 Billion Investment and Trust Assets Under Management • $60 Million Annual Insurance Premiums • 750+ FTEs • 65 Branch Offices 4


 
Diversified Economic Base Regional Education & Health Care Life Sciences & Technology Agriculture, Manufacturing & Logistics MAJOR INDIANA EMPLOYERS: Manufacturing & Logistics Education Aisin U.S.A. MFG, Inc. Indiana University ALCOA Warrick Operations Life Sciences & Technology Indiana University Southeast Amazon Fulfillment Service Baxter BioPharma Solutions University of Southern Indiana Batesville Services Inc Crane Naval Surface Weapons Center Vincennes University Berry Global Cook Group, Inc. Greater Clark County School Corp Best Chairs Inc Mead Johnson Nutrition Evansville Vanderburgh County School Corp Costco Home & Office Products Samtec Monroe County School Corporation Cummins, Inc. (Cummins Diesel) New Albany – Floyd County School Corp Faurecia Gladstone Energy Grote Industries Inc Duke Energy Health Care Hillenbrand Inc Vectren Indiana University Health Honda Manufacturing LLC Baptist Health Floyd Hospital Jasper Engines & Transmissions Columbus Regional Hospital Kimball Electronics Clark Memorial Hospital Kimball International, Inc. Deaconess Health System Koch Enterprises, Inc. Good Samaritan Hospital Lowe’s Distribution Center King’s Daughters’ Hospital MasterBrand Cabinets, Inc. Margaret Mary Hospital and Health NTN Driveshaft Inc Memorial Hospital OFS Brands (Office-Furniture Systems) St Vincent’s Medical Center TMMI Walmart Distribution Center Waupaca Foundry Inc Valeo Sylvania LLC 5


 
Indiana 6


 
Kentucky 7


 
Capitalize upon Market Strength & Growth Indiana Small MSA Market Expansion Total Market GABC Deposit Market Share # of Market Deposits Market Share*** Position*** Branches Heritage Markets* $ 5,154,552 33% #1 31 Evansville/Newburgh $ 4,281,629 12% #3 8 Bloomington $ 2,480,309 8% #5 3 Columbus $ 1,267,640 10% #3 5 Louisville MSA (Indiana Portion)** $ 3,188,100 4% #9 5 Total Indiana Growth $ 11,217,678 Markets * Includes the Indiana counties of Daviess, Dubois, Gibson, Jefferson, Knox, Lawrence, Martin, Perry, Pike & Spencer ** Includes the Indiana counties of Clark & Floyd *** Source: FDIC 06/30/18 Statistics. Includes the market share of First Security Bank (merger completed 10/15/18) in Evansville/Newburgh. 8


 
Capitalize upon Market Strength & Growth Kentucky Small MSA Market Expansion Total Market GABC Deposit Market Share # of Market Deposits Market Share* Position* Branches* Owensboro $ 2,935,148 6% #6 2 Bowling Green $ 2,541,017 4% #9 3 Lexington $ 7,403,387 .5% #20 2 Total Kentucky $ 12,879,552 Growth Markets * German American deposits adjusted to include First Security Bank (merger completed 10/15/18) deposit market share, market share position, and branches Source: FDIC 06/30/18 Statistics 9


 
Capitalize upon Market Strength & Growth *Heritage Markets 2018 2008** 2018 # of (millions) Deposits Share Deposits Share Increase Offices 1 German American $ 1,679 32.6% $ 1,143 26.6% 46.9% 31 2 Old National Bank $ 1,066 20.7% $ 1,283 29.8% - 16.9% 14 3 Fifth Third Bank $ 456 8.9% $ 481 11.2% -5.2% 9 Market Total $ 5,155 $ 4,303 19.8% * Heritage Markets include the Indiana counties of Daviess, Dubois, Gibson, Jefferson, Knox, Lawrence, Martin, Perry, Pike & Spencer ** 2008 Deposits adjusted to include branches subsequently acquired by surviving banks Source: FDIC 06/30/18 Statistics 10


 
Capitalize upon Market Strength & Growth Evansville/Newburgh Markets 2018* 2008** 2018 # of (millions) Deposits Share Deposits Share Increase Offices 1 Old National Bank $ 1,689 39.5% $ 1,960 51.4% -13.8% 14 2 Fifth Third Bank $ 1,256 29.3% $ 1,053 27.6% 19.3% 12 3 German American $ 498 11.6% $ 312 8.2% 59.6% 8 Market Total $ 4,282 $ 3,814 12.3% * 2018 German American deposits adjusted to include First Security Bank deposit data (merger completed 10/15/18) ** 2008 Deposits adjusted to include branches subsequently acquired by surviving banks Source: FDIC 06/30/18 Statistics 11


 
History of Superior Financial Performance Eight Years of Consecutive Record Earnings Performance Double-Digit Return on Equity for Past 13 Consecutive Fiscal Years Bank Director Magazine - Bank Performance Scorecard • Top 20 National Ranking for Past 4 Years (2015 – 2018) for $1 - $5 billion Publicly-traded Institutions • Top 25 Bank Ranking Among Publicly-traded Institutions of all Sizes in 2018 12


 
Financial Trends 13


 
Total Assets Annualized Return on Assets $3,500 $3,364 $3,144 $2,956 $3,000 $2,500 $2,374 $2,164 $2,237 $2,000 $1,500 1.47% 1.33% 1.35% 1.25% 1.31% 1.24% $1,000 $500 $- 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 09/30/18 (Dollars in Millions) 14


 
Total Loans, Net of Unearned Income Commercial & Agricultural Loans as % of Total Loans $2,500 $2,337 $2,250 $2,142 $1,990 $2,000 $1,750 $1,564 $1,448 $1,500 $1,382 $1,250 $1,000 $750 81% 81% 82% 81% 81% 80% $500 $250 $- 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 09/30/18 (Dollars in Millions) 15


 
Loan Portfolio Composition As of September 30, 2018 Total Loans $2,336.6 million Residential Mortgage Loans, $ 220.6 million, 9% Construction & Development Loans, $ 121.8 million, 5% Home Equity Loans, Agricultural Loans, $ 175.0 million, 8% $ 358.3 million, 15% Consumer Loans, $ 54.0 million, 2% Multi-Family Residential Properties, $ 136.2 million, 6% Commercial & Industrial Loans, Commercial Real Estate $ 516.1 million, 22% Non-Owner Occupied, $ 550.2 million, 24% Commercial Real Estate Owner Occupied, $ 204.4 million, 9% 1416


 
Non-Performing Assets to Total Assets 2.50% 2.00% 1.45% 1.50% 1.04% 1.00% 0.84% 0.76% 0.48% 0.45%* 0.50% 0.44% 0.29% 0.38% 0.15% 0.14% 0.26% 0.00% 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 09/30/18 GABC Peer Group * Peer Group Information as of 6/30/18 17


 
Total Deposits Non-Maturity Deposit Accounts as % of Total Deposits $3,000 $2,641 $2,484 $2,500 $2,350 $2,000 $1,812 $1,780 $1,826 $1,500 85% 83% 84% 84% 81% 81% $1,000 $500 $- 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 09/30/18 (Dollars in Millions) 18


 
Total Deposit Composition as of September 30, 2018 Total Deposits $2,640.8 million Non-Interest Bearing Demand, $634.4 million, 24% Interest Bearing Demand, Savings & Money Market, $1,605.8 million, 61% Cost of Funds 2013 0.37% 2014 0.30% 2015 0.28% Time Deposits, $400.6 million, 15% 2016 0.32% 2017 0.40% 09/30/18 YTD 0.63% 19


 
Total Shareholders’ Equity Annualized Return on Equity $400 $376 $365 $350 $330 $300 $252 $250 $229 $200 $200 $150 13.40% 13.21% 12.88% 12.47% 10.94% 11.59% $100 $50 $- 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 09/30/18 (Dollars in Millions) 20


 
Net Interest Income (Tax Equivalent) Net Interest Margin $120,000 $105,057 $99,470 $100,000 $83,643 $79,072 $78,306 $80,000 $76,991 $70,319 $60,000 3.76% 3.75% 3.76% 3.78% 3.70% 3.67% $40,000 3.72% $20,000 $- 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 09/30/17 09/30/18 YTD YTD (Dollars in Thousands) 21


 
Non-Interest Income Non-Interest Income as % of Total Revenue $35,000 $32,013 $31,854 $30,000 $27,444 $27,337 $25,000 $23,615 $23,937 $24,260 $20,000 26% $15,000 25% 25% 24% 24% 24% 23% $10,000 $5,000 $- 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 09/30/17 09/30/18 YTD YTD (Dollars in Thousands) 22


 
Non-Interest Expense Efficiency Ratio $90,000 $80,000 $76,587 $77,803 $70,000 $63,739 $61,326 $57,713 $57,803 $60,000 $54,905 $50,000 $40,000 58.5% 58.3% 57.6% $30,000 57.2% 56.8% 57.4% $20,000 56.4% $10,000 $- 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 09/30/17 09/30/18 YTD YTD (Dollars in Thousands) 23


 
Net Income & Earnings Per Share Earnings Per Share* $45,000 $40,676 $40,000 $35,184 $35,549 $35,000 $30,064 $30,000 $28,344 $29,055 $25,413 $25,000 $20,000 $1.77 $1.57 $1.55 $15,000 $1.43 $1.51 $1.32 $1.27 $10,000 $5,000 $- 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 09/30/17 09/30/18 YTD YTD (Dollars in Thousands, Except Per Share Amounts) *Earnings Per Share adjusted for 3-for-2 stock split completed in 2017 24


 
Why Invest in GABC? 25


 
Why Invest in GABC? * GABC Earnings Per Share Growth $1.77 $1.51 $1.57 $1.43 $1.27 $1.32 $1.07 $0.81 $0.77 $0.73 As of 12/31 for years shown *Earnings Per Share adjusted for 3-for-2 stock split completed in 2017 26


 
Why Invest in GABC? GABC Tangible Book Value Per Share * $13.45 $11.94 $11.57 $10.40 $8.92 $8.62 $7.64 As of 12/31 for years shown *Tangible Book Value Per Share adjusted for 3-for-2 stock split completed in 2017 27


 
Why Invest in GABC? * GABC Stock Price Appreciation $35.07 $35.33 $22.21 $20.35 $18.95 $14.48 $12.13 As of 12/31 for years shown *Stock Price adjusted for 3-for-2 stock split completed in 2017 28


 
Why Invest in GABC? Increasing long-term institutional ownership • 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 29


 
Mark A. Schroeder, Chairman and CEO (812) 482-0701 [email protected] Bradley M. Rust, EVP and CFO (812) 482-0718 [email protected] 30


 
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