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Section 1: 8-K (CTBI 2020 SHAREHOLDERS' PRESENTATION 8-K)




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)
March 31, 2020

Commission file number 001-31220

Community Trust Bancorp, Inc.
(Exact name of registrant as specified in its charter)

Kentucky
61-0979818
(State or other jurisdiction of incorporation or organization)
(IRS Employer Identification No.)
   
P.O. Box 2947
346 North Mayo Trail
Pikeville, Kentucky
41502
(Address of principal executive offices)
(Zip code)
   
(606) 432-1414
(Registrant’s telephone number)
 
Securities registered pursuant to Section 12(b) of the Act:
 
Common Stock
(Title of class)
 

CTBI
The Nasdaq Global Select Market
(Trading symbol)
(Name of exchange on which registered)

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 Securities 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 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

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

On April 28, 2020, Community Trust Bancorp, Inc. (the “Company”) is holding its 2020 Annual Meeting of Shareholders.  In connection with this meeting, a presentation is being made virtually by the Company's Chairman, President and CEO, Jean R. Hale, that is accompanied by a series of slides.  These slides include information relating to the Company’s 2019 and first quarter 2020 financial results, as well as future performance goals.  A copy of these slides is being furnished to the Securities and Exchange Commission pursuant to Item 7.01 – Regulation FD Disclosure of Form 8-K and is attached hereto as Exhibit 99.1.  The information in this Form 8-K and in Exhibit 99.1 attached hereto shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference.

Item 9.01 – Financial Statements and Exhibits

(d) Exhibits

The following exhibit is filed with this report:

99.1
2020 Annual Shareholders’ Presentation


Signatures

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 thereunto duly authorized.


     
COMMUNITY TRUST BANCORP, INC.
       
     
By:
       
Date:
April 28, 2020
 
/s/ Jean R. Hale
     
Jean R. Hale
     
Chairman, President and Chief Executive Officer



Exhibit Index


Exhibit No.
Description
   
99.1
2020 Annual Shareholders’ Presentation


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Section 2: EX-99.1 (CTBI 2020 SHAREHOLDERS' PRESENTATION 8-K EX. 99.1)

Exhibit 99.1

 

 Directors  CTBI DirectorsJean R. Hale, ChairmanCharles J. BairdNick CarterFranklin H. Farris, Jr.James E. McGhee IIM. Lynn ParrishAnthony St. Charles  2  CTB DirectorsJean R. Hale, ChairmanMark A. GoochDavid E. CollinsEugenia “Crit” Luallen *Michelle MatthewsFranky Minnifield *Chad C. Street  CTIC DirectorsJean R. Hale, ChairmanMark GoochAndy WatersCharles BairdE.B. Lowman IIEugenia “Crit” Luallen  * Eugenia “Crit” Luallen and Franky Minnifield have been nominated for election to the CTBI Board 
 

 Executive Officers  3   Jean R. Hale Chairman, President and CEOMark A. Gooch CTB President and CEOAndy Waters CTIC President and CEOKevin J. Stumbo EVP/Chief Financial OfficerSteven E. Jameson EVP/Chief Internal Audit and Risk OfficerJames J. Gartner EVP/Chief Credit OfficerJames B. Draughn EVP/OperationsC. Wayne Hancock EVP/Senior Staff AttorneyLarry W. Jones EVP/Central Region PresidentRichard W. Newsom EVP/Eastern Region PresidentRicky Sparkman EVP/South Central Region PresidentD. Andrew Jones EVP/Northeastern Region President 
 

 “We are all finding ourselves living and operating in unprecedented times as the COVID-19 pandemic is causing personal and financial hardship to our customers, employees, and communities. During these challenging times, the directors, officers, and employees of Community Trust Bancorp, Inc. have remained focused and committed to supporting all of our constituents, our shareholders, customers, employees, and communities. We have instituted programs to support our customers with loan modifications, forbearance, and fee waivers and participated in programs like the Paycheck Protection Program, focused on helping small businesses keep their employees and meet their expenses as they are unable to operate due to mandated closures. We instituted programs supporting our employees focused on healthcare, childcare, and remote and split schedule work, as well as work space changes that allow for proper social distancing to keep our employees safe as we continue to operate as a critical part of the economy. We continue to support our communities through donations to non-profit organizations as they strive to continue their commitments of serving those in need. We also continue to manage our company for the long term and our strong capital position and culture of building communities built on trust will facilitate our ability to manage through these challenging times. Our results for the first quarter were good, but the extraordinary changes in the economic conditions and the implications of the impact of COVID-19 to the future for our customers had a material impact on our provision for credit losses. We will continue to serve our constituents while we all meet the challenges of living with COVID-19, and we will all be stronger for having met those challenges.” - Jean R. Hale, Chairman, President, and CEO  4  Message from the CEO 
 

 Cautionary Statement  Information provided herein by CTBI contains “forward-looking” information. CTBI cautions that any forward-looking statements made are not guarantees of future performance and that actual results may differ materially from those in the forward-looking statements. Please refer to CTBI’s 2019 Annual Report on Form 10-K, Cautionary Statement Regarding Forward Looking Statements for additional information.  5 
 

 2019 Key Metrics  Total Assets $4.4 billionMarket Capitalization $829.9 millionCash Dividend Yield 3.26%P/E Ratio 12.8xPrice to Book Value 1.3xPrice to Tangible Book Value 1.5xTangible Common Equity Ratio 12.78%Competitive Position2nd largest Kentucky domiciled bank holding company 2nd in Kentucky in deposit market share of all Kentucky domiciled FDIC insured institutions 7th largest bank in Kentucky in terms of deposit market share of all FDIC insured institutions  Financial data as of December 31, 2019  6 
 

 Our Banking Franchise  Central Region Eastern Region Northeastern RegionLoans - $676 million Loans - $969 million Loans - $381 millionDeposits - $872 million Deposits - $1.4 billion Deposits - $516 million• Danville • Floyd/Knott/Johnson • Advantage Valley• Lexington • Hazard • Ashland• Mt. Sterling • Pikeville • Flemingsburg• Richmond • Tug Valley • Summersville• Versailles • Whitesburg• WinchesterSouth Central Region Indirect LendingLoans - $692 million Loans - $527 million Deposits - $758 million• Campbellsville CTIC• LaFollette Assets Under Management - $2.2 billion (including $0.6 billion CTB)• Middlesboro Revenues - $14.1 million• Mt. Vernon • Williamsburg • Ashland • LaFollette • Lexington • Pikeville • Versailles   Financial data as of December 31, 2019  7 
 

 Trust Assets Under Management & Trust Revenue  Includes CTB portfolio  Assets in billionsRevenue in millions  8 
 

 2019 Performance 
 

 2019 Performance Summary   Goals ResultsEarnings $61.3 - $62.6 million $64.5 millionEPS $3.45 - $3.52 per share $3.64 per shareROAA 1.44% - 1.47% 1.49%ROAE 10.57% - 10.79% 10.84%Assets $4.20 - $4.46 billion $4.37 billionLoans $3.31 - $3.45 billion $3.25 billionDeposits $3.56 - $3.71 billion $3.63 billionShareholders’ equity $584.0 - $607.8 million $614.9 million  10 
 

 Shareholder Value 
 

 Dividends Per Share  2019 cash dividends increased 7.2%Dividend payout ratio for 2019 was 40.65%Desired level between 40% and 50%December 31, 2019 cash dividend yield was 3.26%Cash dividend increased to $0.38 per share effective October 1, 2019  12 
 

 Shareholders’ Equity  Shareholders’ equity has increased 27.8% during the past five years6.5% compound growth rate for the past five years  (in millions)  13  6.5% 
 

 Book Value Per Share  Tangible Common Equity/Assets  14 
 

 Total Market Capitalization  Peer data obtained from SNL Financial; peer group consists of publicly traded regional bank holding companies with comparative assets, as defined in our Proxy Statement.  (in millions)  15  Price to Tangible Book Value 2015 2016 2017 2018 2019 CTBI 1.50x 2.01x 1.79x 1.41x 1.51x Peer 1.69x 2.35x 2.13x 1.71x 1.85x 
 

 5 Year Cumulative Total ReturnComparison of CTBI, NASDAQ Stock Market (U.S.), and NASDAQ Bank Stocks  An investment in CTBI stock on December 31, 2014 would have underperformed the NASDAQ Stock Market (U.S.) and the NASDAQ Bank Stocks Index at December 31, 2019.  16 
 

 Comparison to Russell 2000 Indexof Small Cap Companies  3-, 5-, and 10-year total returns annualized  Return to Investors  17  December 31, 2019 
 

 Core Value Long-Term Investment  12 stock splits and 10 stock dividends39 years of consecutive increases in cash dividends5-year compound growth rate of cash dividends 4.6%Stock included in the NASDAQ Global Select Market, NASDAQ Dividend Achievers Index, and NASDAQ Bank Stock IndexCTBI shareholders include196 institutional investors (including CTIC – 9.9%) hold 11.1 million shares (58.7%)291 mutual funds hold 5.0 million shares (28.2%)  Data as of December 31, 2019  18 
 

 CTBI’s Franchise Value  History of solid investor returnsHistorically strong capital positionInvestor focused dividend policyDividend Achievers IndexConsistent financial performanceCommunity banking strategyEconomic diversity in the markets we serveStrong experienced management team and over 1,000 dedicated employeesOur shareholders  19 
 

 Earnings Review 
 

 Earnings Per Share  EPS increased 8.7% from 2018 to 2019  21 
 

 Return on Average Assets  Peer data obtained from the Federal Reserve Bank Holding Company Performance Report as of 12/31/2019 for bank holding companies with consolidated assets of $3 billion to $10 billion.  22 
 

 Net Income  Net income increased 9.0% from 2018 to 2019  (in millions)  23 
 

 Revenues  2019 revenues increased 0.5% from 2018  (in millions)  24 
 

 Noninterest Incomeas a % of Total Revenue  2019 noninterest income decreased 3.4% from 2018Decreases in trust revenue, insurance commissions, loan related fees, net gains on other real estate owned, and bank owned life insurance proceeds  (in millions)  25 
 

 Net Interest Revenue  2019 net interest revenue increased by 1.9% from 2018Net interest margin decreased 6 basis pointsAverage earning assets increased $130.4 million, or 3.3%  (in millions)  26 
 

 Net Interest Margin  Pressure on the margin1-year cumulative gap position at 12/31/19 – (6.76)%  Peer data obtained from the Federal Reserve Bank Holding Company Performance Report as of 12/31/2019 for bank holding companies with consolidated assets of $3 billion to $10 billion.  % of assets repricingWithin 30 days 30.42%% of liabilities repricing Within 30 days 42.81%Within 90 days 47.51%Within 180 days 51.82%  27 
 

 Net Noninterest Expenseas a % of Average Earning Assets  Peer data obtained from the Federal Reserve Bank Holding Company Performance Report as of 12/31/2019 for bank holding companies with consolidated assets of $3 billion to $10 billion.  (in millions)  28  Noninterest Expense & Efficiency Ratio  (in millions) 
 

 Balance Sheet Review 
 

 Total Assets  Total assets at 12/31/19 increased $164.4 million, or 3.9%, from 12/31/18Loans increased $40.0 million or 1.2%Investment portfolio increased $6.7 million or 1.1%Deposits increased $93.8 million or 2.7%  (in billions)  30 
 

 Total Loans  Total loans at 12/31/19 increased 1.2% from 12/31/18Loan production for the year totaled $0.8 billion  (in billions)  31  Loan Portfolio Mix  December 31, 2019 
 

 Concentrations of Creditas a % of Total Loans  December 31, 2019  * As a percentage of funded exposure  32 
 

 Net Charge-offsas a % of Average Loans  Peer data obtained from the Federal Reserve Bank Holding Company Performance Report as of 12/31/2019 for bank holding companies with consolidated assets of $3 billion to $10 billion.  December 31, 2019  33  Nonperforming Loansas a % of Total Loans 
 

 Nonperforming Assetsas a % of Total Assets  $19.5 million in other real estate owned  34  Loan Loss Reserveas a % of Net Loans  Peer data obtained from the Federal Reserve Bank Holding Company Performance Report as of 12/31/2019 for bank holding companies with consolidated assets of $3 billion to $10 billion. 
 

 Total Other Real Estate Owned  Sales of foreclosed properties for the year ended 12/31/19 $6.9 millionNew bookings in 2019 $3.4 millionProperties under contract to sell $3.1 million  (in millions)  35 
 

 Total Depositsincluding Repurchase Agreements  (in billions)  36  Total Depositsincluding Repurchase Agreements  December 31, 2019 
 

 1st Quarter 2020 Review 
 

 Pandemic Response  38  Pandemic Response TeamActivated in MarchRepresentation from all areas of the companyDaily conference calls to discuss the current situation, safety, and needs of our customers and employeesEmployee and Customer ProtectionTemporarily adjusting branch operationsDecreasing lobby usageEncouraging drive-thru and ATM use along with internet bankingHaving employees work remotely or work split-shifts when possibleImplementing social distancing guidelinesConsolidating operationsCustomer Support Actions30 day waiver of overdraft/returned item fees and telephone transfer feesSuspension of residential foreclosure actions through May 18Several loan assistance programsParticipation in Federal Support ProgramsCARES ActPaycheck Protection Program 
 

 Key Metrics – 1st Quarter 2020  Total Assets $4.4 billionMarket Capitalization $565.5 millionCash Dividend Yield 4.78%P/E Ratio 21.4xPrice to Book Value 0.9xPrice to Tangible Book Value 1.0xTangible Common Equity Ratio 12.77%  Financial data as of March 31, 2019  39 
 

 Earnings Per Share  40 
 

 Net Income  41  (in millions) 
 

 Earnings  $12.7 million charge to earnings for the provision for credit losses as a result of the COVID-19 pandemicDecrease in noninterest income as a the result of a 30-day waiver of overdraft charges beginning March 23, 2020 in response to the COVID-19 pandemic discussed above and a decline in the fair market value of our mortgage servicing rightsDecrease in noninterest expense as a result of a decrease in personnel expense, as the cost of group medical and life insurance and bonuses and incentives decreased  42 
 

 Noninterest Income  30-day waiver of processing overdraft charges beginning March 23, 2020, resulted in an estimated $0.3 million loss in revenue in the first quarter of 2020 (with an anticipated $0.7 million additional loss in revenue in April)Decline of $0.8 million in the fair market value of our mortgage servicing rights  (in millions)  43 
 

 Noninterest Expense  Q-O-QDecrease in personnel expenseDecreases in cost of group medical and life insurance and bonuses and incentivesY-O-YDecrease in personnel expenseDecreases in cost of group medical and life insurance and bonuses and incentivesIncrease in salaries  (in millions)  44 
 

 Total Assets  Total assets at 3/31/20 decreased $13.4 million, or an annualized 1.2%, during the first quarterLoans increased $38.9 millionInvestment portfolio increased $32.9 millionDeposits, including repurchase agreements, decreased $0.5 million  (in billions)  45 
 

 Total Loans  Loan portfolio increased at an annualized rate of 4.8% during the quarterLoans increase from prior year first quarter 3.1%  (in billions)  46 
 

 Total Depositsincluding Repurchase Agreements  Deposits, including repurchase agreements, decreased an annualized 0.1% from prior quarter but increased 0.3% from prior year first quarter  (in billions)  47 
 

 Nonperforming Loansas a % of Total Loans  48 
 

 Nonperforming Assetsas a % of Total Assets  49 
 

 Net Charge-offsas a % of Average Loans (annualized)  50 
 

 Allowance for Credit Losses  $12.7 million increase in provision for credit losses during the quarter was directly attributable to the current COVID-19 pandemic and its expected impact on future net charge-offs.Specifically, increases in the allowance for credit losses were recognized in allocations related to concentrations of credit in various loan portfolio segments severely impacted by the economic impact of the pandemic, as well as a substantial increase in forecasted reserves due to the current and expected increases in unemployment in the nation and in our market footprint.CTBI adopted ASU-2016-13 (commonly referred to as CECL) effective January 1, 2020.The effect of adoption was a $3.0 million increase in the allowance for credit losses (formerly referred to as the allowance for loan losses).  51 
 

 52  Allowance for Credit Losses     4Q19 Probable Incurred Losses    January 1, 2020 CECL Adoption    March 31, 2020 CECL    (dollars in thousands)  Amount  % of Portfolio  Amount  % of Portfolio  Amount  % of Portfolio  Allowance for loan and lease losses transitioned to allowance for credit losses:                    Commercial  $21,683  1.30%  $21,680  1.30%  $30,030  1.79%  Residential mortgage  5,501  0.61%  7,319  0.81%  7,850  0.86%  Consumer direct  1,711  1.16%  1,671  1.13%  2,200  1.51%  Consumer indirect  6,201  1.18%  7,467  1.42%  9,365  1.69%  Total allowance for loan and lease losses/allowance for credit losses   $35,096   1.08%   38,137   1.17%   $49,445   1.50%                       Reserve for unfunded lending commitments  $274     $386     $404      
 

 Efficiency Ratio  53 
 

 Key Strategic Initiatives 
 

 Operational Priorities  Build core earnings capacityQuality loan growthLow cost deposit growthMaintain net interest margin Operational efficiencyExpense controlNoninterest revenue growthCompliance managementIncrease noninterest incomeWealth managementBrokerageLife insuranceContinuing focus on improving asset quality Liquidation of other real estate owned  55 
 

 To Our Shareholders   Your management has a Strategic Plan for the performance and operations of your company. Success will be attained by the execution of this plan, not just by management, but by approximately 1,000 employees. The continuing support by you, our shareholders, by referring your friends, neighbors, and business associates to do business with your bank, is invaluable to the execution of our plans for the performance of your Company.  56 
 

 57 
 
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