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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 30, 2019

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 [ ]






Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Trading Symbol(s)
 
Name of each exchange
on which registered
Common Stock, no par value
 
GABC
 
NASDAQ Global Select Market







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 Keefe Bruyette & Woods 2019 Community Bank Investor Conference on July 30 - 31, 2019, in New York City, 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
 
 
 
 
 
 
 
 
German American Bancorp, Inc. Presentation dated July 30 - 31, 2019.





* * * * * *








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: July 30, 2019
Mark A. Schroeder, Chairman and Chief Executive Officer






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Section 2: EX-99.1 (EXHIBIT 99.1)

investorpresentation0719
German American Symbol: GABC July 30-31, 2019 Keefe Bruyette & Woods Community Bank Investor 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 2018 as updated and supplemented by our other SEC reports filed from time to time. 3


 
Who We Are Indiana & Kentucky Community-focused Financial Services Organization • Banking, Insurance, Investments & Trust • $4.4 Billion Total Banking Assets • $1.6 Billion Investment and Trust Assets Under Management • $60 Million Annual Insurance Premiums • 850+ FTEs • 75 Banking Offices 4


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


 
Diversified Economic Base Regional Education & Health Care Life Sciences & Technology Agriculture, Manufacturing & Logistics MAJOR KENTUCKY EMPLOYERS: Education Manufacturing & Logistics Retail University of Kentucky Bowling Green Metal Forming Amazon Western Kentucky University Fruit of the Loom Houchens Industries Daviess County Public School System Ashland Oil Corporate Headquarters Fayette County Public Schools Lexmark International Inc Government Warren County Public Schools General Motors Co Lexington-Fayette Urban County UPS Customer Center Health Care & Social Assistance Lockheed Martin Owensboro Health Regional Hospital Conduent, Inc. Commonwealth Health Corp Baptist Health Lexington Family Bluegrass Federal Medical Center Lexington Clinic Pfc St. Joseph East Emergency St. Joseph Hospital UK Advance Eye Care UK Albert B Chandler Hospital US Veterans Medical Ctr VA Medical Center- Leestown 6


 
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. 7


 
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 13% #3 6 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) and Citizens First Bank (merger completed 7/1/19) deposit market share, market share position, and branches Source: FDIC 06/30/18 Statistics 8


 
History of Superior Financial Performance Nine Years of Consecutive Record Earnings Performance Double-Digit Return on Equity for Past 14 Consecutive Fiscal Years Bank Director Magazine - Bank Performance Scorecard Top 15 National Ranking for Past 4 Years ($1 - $5 billion Publicly-traded Companies) Bank Director Magazine - Top 20 of 300 Largest Publicly Traded Banks for 2017 & 2018 KBW/Stifel 2010 thru 2018 Bank Honor Roll Recipient 9


 
Financial Trends 10


 
Total Assets Annualized Return on Assets $3,971 $4,000 $3,929 $3,500 $3,144 $2,956 $3,000 $2,500 $2,374 $2,237 $2,000 $1,500 1.56% 1.33% 1.35% 1.38% 1.31% 1.24% $1,000 $500 $- 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 06/30/19 (Dollars in Millions) 11


 
Total Loans, Net of Unearned Income Commercial & Agricultural Loans as % of Total Loans $3,000 $2,728 $2,717 $2,750 $2,500 $2,250 $2,142 $1,990 $2,000 $1,750 $1,564 $1,500 $1,448 $1,250 $1,000 81% 82% 81% 81% 78% 78% $750 $500 $250 $- 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 06/30/19 (Dollars in Millions) 12


 
Loan Portfolio Composition As of June 30, 2019 Total Loans $2,717 million Construction & Residential Mortgage Loans, Development Loans, $ 309.6 million, 11% $ 139.8 million, 5% Home Equity Loans, Agricultural Loans, $ 205.6 million, 8% $ 363.5 million, 13% Consumer Loans, $ 69.2 million, 3% Commercial Real Estate Owner Occupied, $ 246.8 million, 9% Commercial & Industrial Loans, $ 511.2 million, 19% Commercial Real Estate Non-Owner Occupied, Multi-Family Residential Properties, $ 680.1 million, 25% $ 191.1 million, 7% 13


 
Non-Performing Assets to Total Assets 2.50% 2.00% 1.50% 1.04% 1.00% 0.84% 0.76% 0.48% 0.45% 0.45%* 0.50% 0.29% 0.15% 0.14% 0.38% 0.34% 0.32% 0.00% 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 06/30/19 GABC Peer Group *Peer Group Information as of 3/31/19 14


 
Total Deposits Non-Maturity Deposit Accounts as % of Total Deposits $3,500 $3,073 $3,129 $3,000 $2,484 $2,500 $2,350 $2,000 $1,780 $1,826 $1,500 83% 84% 84% 81% 81% 81% $1,000 $500 $- 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 06/30/19 (Dollars in Millions) 15


 
Total Deposit Composition as of June 30, 2019 Total Deposits $3,129 million Non-Interest Bearing Demand, $725.3 million, 23% Interest Bearing Demand, Savings & Money Market, $1,805.7 million, 58% Cost of Funds 2014 0.30% 2015 0.28% 2016 0.32% 2017 0.40% Time Deposits, $597.8 million, 2018 0.61% 19% 06/30/19 YTD 0.85% 16


 
Total Shareholders’ Equity Annualized Return on Equity $499 $500 $459 $450 $400 $365 $350 $330 $300 $252 $250 $229 $200 13.21% 12.78% 12.47% 12.07% $150 10.94% 11.59% $100 $50 $- 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 06/30/19 (Dollars in Millions) 17


 
Net Interest Income Net Interest Margin (Tax-Equivalent) $140,000 $120,000 $117,345 $105,057 $99,470 $100,000 $79,072 $80,000 $76,991 $68,653 $60,000 3.76% 3.75% 3.76% 3.75% $54,403 3.70% $40,000 3.71% 3.86% $20,000 $- 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 06/30/18 06/30/19 YTD YTD (Dollars in Thousands) 18


 
Non-Interest Income Non-Interest Income as % of Total Revenue $40,000 $37,070 $35,000 $32,013 $31,854 $30,000 $27,444 $25,000 $23,937 $22,167 $20,000 $18,374 26% 24% 24% 24% $15,000 23% $10,000 25% 24% $5,000 $- 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 06/30/18 06/30/19 YTD YTD (Dollars in Thousands) 19


 
Non-Interest Expense Efficiency Ratio $100,000 $93,553 $90,000 $80,000 $76,587 $77,803 $70,000 $61,326 $60,000 $57,713 $52,377 $50,000 60.6% $42,163 $40,000 58.3% 57.2% 57.6% $30,000 56.8% 57.9% 57.7% $20,000 $10,000 $- 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 06/30/18 06/30/19 YTD YTD (Dollars in Thousands) 20


 
Net Income & Earnings Per Share Earnings Per Share* $50,000 $46,529 $45,000 $40,676 $40,000 $35,184 $35,000 $30,064 $30,338 $30,000 $28,344 $25,000 $22,910 $1.99 $1.77 $20,000 $1.57 $1.51 $1.43 $15,000 $1.21 $1.00 $10,000 $5,000 $- 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 06/30/18 06/30/19 YTD YTD (Dollars in Thousands, Except Per Share Amounts) *Earnings Per Share adjusted for 3-for-2 stock split completed in 2017 21


 
Why Invest in GABC? 22


 
Why Invest in GABC? GABC Earnings Per Share Growth * $1.99 $1.77 $1.51 $1.57 $1.43 $1.27 $1.32 $1.07 $0.81 $0.73 As of 12/31 for years shown *Earnings Per Share adjusted for 3-for-2 stock split completed in 2017 23


 
Why Invest in GABC? GABC Tangible Book Value Per Share * $13.81 $13.45 $11.94 $11.57 $10.40 $8.92 $8.62 As of 12/31 for years shown *Tangible Book Value Per Share adjusted for 3-for-2 stock split completed in 2017 24


 
Why Invest in GABC? * GABC Stock Price Appreciation $35.07 $35.33 $27.77 $22.21 $20.35 $18.95 $14.48 As of 12/31 for years shown *Stock Price adjusted for 3-for-2 stock split completed in 2017 25


 
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 26


 
Mark A. Schroeder, Chairman and CEO (812) 482-0701 [email protected] Bradley M. Rust, EVP and CFO (812) 482-0718 [email protected] 27


 
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