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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): July 17, 2019

GREAT WESTERN BANCORP, INC.
(Exact Name of Registrant as Specified in Its Charter)

Delaware
(State or Other Jurisdiction of Incorporation)
001-36688
 
47-1308512
(Commission File Number)
 
(IRS Employer Identification No.)
 
 
 
225 South Main Avenue
 
 
Sioux Falls, South Dakota
 
57104
(Address of Principal Executive Offices)
 
 (Zip Code)

(605) 334-2548
(Registrant’s Telephone Number, Including Area Code)

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o    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 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).                         Emerging growth company        o

If an emerging growth company, indicate by checkmark if the registrant has elected not to use the extended period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.                                                 o







Item 2.02.
Results of Operations and Financial Condition.

On July 17, 2019, Great Western Bancorp, Inc., issued a pre-earnings release announcing select estimated financial results for the third fiscal quarter ended June 30, 2019. A copy of the press release is attached as Exhibit 99.1 to this report on Form 8-K and is incorporated herein by reference.


Item 9.01.
Financial Statements and Exhibits.

(d)
Exhibits.

Exhibit No.
Description
 
 
99.1
Press release of Great Western Bancorp, Inc. dated July 17, 2019, containing select estimated financial results for third fiscal quarter ended June 30, 2019.

All information provided in this report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of Great Western under the Securities Act of 1933, as amended, or the Exchange Act except as expressly set forth by specific reference in such a filing.






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.

 
GREAT WESTERN BANCORP, INC.
 
 
Date: July 17, 2019
By:          /s/ Peter Chapman
 
Name:          Peter Chapman    
 
Title:          Chief Financial Officer and Executive Vice President











INDEX TO EXHIBITS


Exhibit No.
Description
 
 
Press release of Great Western Bancorp, Inc. dated July 17, 2019, containing select estimated financial results for third fiscal quarter ended June 30, 2019.




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Section 2: EX-99.1 (EXHIBIT 99.1)

Exhibit


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Great Western Bancorp, Inc. Announces Select Estimated Financial Results for Third Quarter of Fiscal Year 2019
Sioux Falls, SD - July 17, 2019 - Great Western Bancorp, Inc. (NYSE: GWB) today announced an anticipated decline in net income for the third quarter of fiscal year 2019 compared to the second quarter of fiscal year 2019 due primarily to an increase in credit-related charges.
Given the Company's fiscal third quarter ended 17 days ago, the information that follows is preliminary and based upon information available as of today. The Company has not completed its financial close processes for the quarter and therefore actual amounts could differ from amounts the Company anticipates at this date. During the course of that process, the Company may also identify items that would require it to make adjustments, which may be material, to the information presented below. As a result, the estimates below constitute forward-looking information and are subject to risks and uncertainties, including possible adjustments to preliminary operating results. The Company will to report its full fiscal third quarter financial results on Thursday, July 25, 2019 and will hold a conference call on that date at 7:30 AM (CT) to discuss the quarterly results.
Preliminary Financial Disclosures
For the third quarter of fiscal year 2019, the Company expects to report net income in the range of $26.0 million to $27.5 million, compared to $44.5 million for the second quarter of fiscal year 2019.
The decline in net income is primarily attributable to increases in credit-related charges centered largely in the dairy and cattle loan portfolios and borrower fraud, which we expect to be between $31.0 million and $33.5 million for the quarter. The Company expects to report provision for loan and lease losses of $26.0 million to $27.5 million for the quarter, and loan fair value adjustment related to credit of $5.0 million to $6.0 million for the quarter.
Net charge-offs on loans are expected to be approximately $18.0 million compared to $6.0 million for quarter ended March 31, 2019. The agriculture segment accounted for $13.0 million of the charge-offs this quarter - $10.0 million relate to loans in the cattle industry which were based upon new and/or updated information received during the quarter, of which $4.0 million is with respect to a cattle feed operator in which the Company believes involved borrower fraud, and $3.0 million relate to loans in the grain industry. These relationships have been classified as substandard for a number of previous quarters. This quarter's charge-offs also include approximately $4.0 million to a retailer which the Company believes involved borrower fraud and the remaining $1.0 million relates to another commercial exposure. Substandard loans are expected to increase to approximately $476.0 million compared to $259.0 million at March 31, 2019. The increase in substandard loans is primarily as a result of new and/or updated information resulting in downgrades within the dairy and cattle loan portfolios. The Company believes it remains well collateralized on these lending relationships. Watch-rated categorized loans are expected to be approximately $221.0 million compared to $301.0 million at March 31, 2019.
The Company also expects to report the ratio of allowance for loan and lease losses (“ALLL”) to total loans at June 30, 2019 to be approximately 77 basis points, an estimated increase of 7 basis points from March 31, 2019.
All regulatory capital ratios are expected to remain at levels consistent with the prior quarter and are considered "well capitalized."
"Despite these credit issues, we remain solidly profitable and such results are not believed to be reflective of the remainder of our loan portfolio," said Ken Karels, Chief Executive Officer and Chairperson of the Board.
Conference Call
The Company will issue its full third quarter fiscal 2019 results on Thursday, July 25, 2019 at 7:30 AM (CT). The call can be accessed by dialing (855) 238-8837 approximately 10 minutes prior to the start time. Please ask to be joined into the Great Western Bancorp, Inc. (GWB) call. International callers should dial (412) 542-4114. The call will also be broadcast live over the Internet and can be accessed in the Investor Relations section of Great Western’s website at www.greatwesternbank.com. A replay will be available beginning one hour following the conference call and ending on August 8, 2019. To access the replay, dial (877) 344-7529 (U.S.) and use conference ID 10132862. International callers should dial (412) 317-0088 and enter the same conference ID number.
About Great Western Bancorp, Inc.
Great Western Bancorp, Inc. is the holding company for Great Western Bank, a full-service regional bank focused on relationship-based business and agribusiness banking. Great Western Bank offers small and mid-sized businesses a focused suite of financial products and a range of deposit and loan products to retail customers through several channels, including the branch network, online banking system, mobile banking applications and customer care centers. The bank services its customers through more





than 170 branches in nine states: Arizona, Colorado, Iowa, Kansas, Minnesota, Missouri, Nebraska, North Dakota and South Dakota. To learn more about Great Western Bank visit www.greatwesternbank.com.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements about Great Western Bancorp, Inc.’s expectations, beliefs, plans, strategies, predictions, forecasts, objectives, assumptions or future events or performance are not historical facts and may be forward-looking. These statements are often, but not always, made through the use of words or phrases such as “anticipates,” “believes,” “can,” “could,” “may,” “predicts,” “potential,” “should,” “will,” “estimate,” “plans,” “projects,” “continuing,” “ongoing,” “expects,” “views,” “intends” and similar words or phrases. In particular, the statements included in this press release concerning Great Western Bancorp, Inc.’s expected financial results, performance and strategy, the outlook for its agricultural lending segment and the interest rate environment are not historical facts and are forward-looking. Accordingly, the forward-looking statements in this press release are only predictions and involve estimates, known and unknown risks, assumptions and uncertainties that could cause actual results to differ materially from those expressed. All forward-looking statements are necessarily only estimates of future results, and there can be no assurance that actual results will not differ materially from expectations, and, therefore, you are cautioned not to place undue reliance on such statements. Any forward-looking statements are qualified in their entirety by reference to the factors discussed in the sections titled “Item 1A. Risk Factors” and "Cautionary Note Regarding Forward-Looking Statements" in Great Western Bancorp, Inc.’s Annual Report on Form 10-K for the fiscal year ended September 30, 2018. Further, any forward-looking statement speaks only as of the date on which it is made, and Great Western Bancorp, Inc. undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events.

GREAT WESTERN BANCORP, INC.
Investor Relations Contact:
Peter Chapman, 605-373-3198
peter.chapman@greatwesternbank.com



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