8-K
COMMUNITY TRUST BANCORP INC /KY/ (CTBI)
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, 2021
Commission file number 001-31220
Community Trust Bancorp, Inc.
(Exact name of registrant as specified in its charter)
| KY | 61-0979818 |
|---|---|
| (State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.) |
| P.O. Box 2947<br><br> <br>346 North Mayo Trail<br><br> <br>Pikeville,<br> KY | 41502 |
| (Address of principal executive offices) | (Zip code) |
| (606)<br> 432-1414<br><br> <br>(Registrant’s telephone number) | |
| Securities registered pursuant to Section 12(b) of the Act: | |
| Commom Stock<br><br> <br>(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 27, 2021, Community Trust Bancorp, Inc. (the “Company”) is holding its 2021 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 2020 and first quarter 2021 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 | 2021 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 27, 2021 | /s/ Jean R. Hale |
| Jean R. Hale | ||
| Chairman, President and Chief Executive Officer |
Exhibit Index
| Exhibit No. | Description |
|---|---|
| 99.1 | 2021 Shareholders’ Presentation |
Exhibit 99.1
Directors CTBI DirectorsJean R. Hale, ChairmanCharles J. BairdNick Carter*Franklin H. Farris, Jr.Eugenia “Crit” LuallenJames E. McGhee IIFranky MinnifieldM. Lynn ParrishAnthony St. Charles 2 CTB DirectorsJean R. Hale, ChairmanMark A. GoochDavid E. Collins**Eugenia “Crit” Luallen Ina Michelle Matthews**Franky Minnifield Chad C. Street** CTIC DirectorsJean R. Hale, ChairmanNick Carter*Mark GoochAndy WatersCharles BairdE.B. Lowman IIEugenia “Crit” Luallen * Nick Carter is retiring effective April 27, 2021.** David E. Collins, Ina Michelle Matthews, and Chad C. Street 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
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 2020 Annual Report on Form 10-K, Cautionary Statement Regarding Forward Looking Statements for additional information. 4
2020 Key Metrics Total Assets $5.1 billionMarket Capitalization $659.9 millionCash Dividend Yield 4.16%P/E Ratio 11.1xPrice to Book Value 1.0xPrice to Tangible Book Value 1.1xTangible Common Equity Ratio 11.62%Competitive Position2nd largest Kentucky domiciled bank holding company 2nd in Kentucky in deposit market share of all Kentucky domiciled FDIC insured institutions 6th largest bank in Kentucky in terms of deposit market share of all FDIC insured institutions Financial data as of December 31, 2020 5
Our Banking Franchise Central Region Eastern Region Northeastern RegionLoans - $740 million Loans - $1.0 billion Loans - $427 millionDeposits - $1.1 billion Deposits - $1.8 billion Deposits - $576 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 - $759 million Loans - $620 million Deposits - $869 million• Campbellsville CTIC• LaFollette Assets Under Management - $2.8 billion (including $1.0 billion CTB)• Middlesboro Revenues - $14.6 million• Mt. Vernon • Williamsburg • Ashland • LaFollette • Lexington • Pikeville • Versailles Financial data as of December 31, 2020 6
Trust Assets Under Management & Trust Revenue Includes CTB portfolio Assets in billionsRevenue in millions 7
2020 Performance
2020 Performance Summary Goals ResultsEarnings $57.5 - $58.6 million $59.5 millionEPS $3.23 - $3.29 per share $3.35 per shareROAA 1.29% - 1.32% 1.23%ROAE 9.09% - 9.28% 9.36%Assets $4.39 - $4.66 billion $5.14 billionLoans $3.33 - $3.47 billion $3.55 billionDeposits $3.69 - $3.84 billion $4.37 billionShareholders’ equity $632.1 - $657.9 million $654.9 million 9
Shareholder Value
Dividends Per Share 2020 cash dividends increased 3.4%Dividend payout ratio for 2020 was 45.7%Desired level between 40% and 50%December 31, 2020 cash dividend yield was 4.16%Cash dividend increased to $0.385 per share effective October 1, 2020 11
Shareholders’ Equity Shareholders’ equity has increased 28.6% during the past five years6.4% compound growth rate for the past five years (in millions) 12 6.4%
Book Value Per Share Tangible Common Equity/Assets 13
Total Market Capitalization Peer data obtained from S&P Global; peer group consists of publicly traded regional bank holding companies with comparative assets, as defined in our Proxy Statement. (in millions) 14 Price to Tangible Book Value 2015 2016 2017 2018 2019 2020CTBI 1.50x 2.01x 1.79x 1.41x 1.51x 1.12xPeer 1.71x 1.83x 2.17x 1.96x 1.85x 1.73x
5 Year Cumulative Total ReturnComparison of CTBI, NASDAQ Stock Market (U.S.), and NASDAQ Bank Stocks An investment in CTBI stock on December 31, 2015 would have underperformed the NASDAQ Stock Market (U.S.) and the NASDAQ Bank Stocks Index at December 31, 2020. 15
Comparison to Russell 2000 Indexof Small Cap Companies 3-, 5-, and 10-year total returns annualized Return to Investors 16 December 31, 2020
Core Value Long-Term Investment 12 stock splits and 10 stock dividends40 years of consecutive increases in cash dividends5-year compound growth rate of cash dividends 4.7%Stock included in the NASDAQ Global Select Market, NASDAQ Dividend Achievers Index, and NASDAQ Bank Stock IndexCTBI shareholders include186 institutional investors (including CTIC – 10.16%) hold 10.5 million shares (55.3%)309 mutual funds hold 5.1 million shares (28.6%) Data as of December 31, 2020 17
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 18
Earnings Review
Earnings Per Share EPS decreased 8.0% from 2019 to 2020 20
Return on Average Assets Peer data obtained from the Federal Reserve Bank Holding Company Performance Report as of 12/31/2020 for bank holding companies with consolidated assets of $3 billion to $10 billion. 21
Net Income Net income decreased 7.8% from 2019 to 2020 (in millions) 22
Revenues 2020 revenues increased 5.4% from 2019 (in millions) 23
Noninterest Incomeas a % of Total Revenue 2020 noninterest income increased 8.7% from 2019Increases in gains on sales of loans, securities gains, and loan related fees (in millions) 24
Net Interest Revenue 2020 net interest revenue increased by 4.2% from 2019Net interest margin decreased 27 basis pointsAverage earning assets increased $518.2 million, or 12.8% (in millions) 25
Net Interest Margin Pressure on the margin1-year cumulative gap position at 12/31/20 – (9.41)% Peer data obtained from the Federal Reserve Bank Holding Company Performance Report as of 12/31/2020 for bank holding companies with consolidated assets of $3 billion to $10 billion. % of assets repricingWithin 30 days 30.24%% of liabilities repricing Within 30 days 44.25%Within 90 days 50.52%Within 180 days 54.22% 26
Net Noninterest Expenseas a % of Average Earning Assets Peer data obtained from the Federal Reserve Bank Holding Company Performance Report as of 12/31/2020 for bank holding companies with consolidated assets of $3 billion to $10 billion. (in millions) 27 Noninterest Expense & Efficiency Ratio (in millions)
Balance Sheet Review
Total Assets Total assets at 12/31/20 increased $773.1 million, or 17.7%, from 12/31/19Loans increased $305.5 million or 9.4%Investment portfolio increased $397.4 million or 66.0%Deposits increased $739.5 million or 20.4% (in billions) 29
Total Loans Total loans at 12/31/20 increased 9.4% from 12/31/19Loan production for the year totaled $1.5 billion (in billions) 30 Loan Portfolio Mix December 31, 2020
CARES Act Loan Deferral Status 31 Deferrals One Time Two Times Three Times Four Times Outstanding (dollars in millions) Number Amount Number Amount Number Amount Number Amount Number Amount Commercial 841 $571 153 $223 45 $83 5 $3 109 $118 Residential 552 63 100 10 15 2 1 0 108 9 Consumer 2,088 36 41 1 3 0 0 0 193 3 3,481 $670 294 $234 63 $85 6 $3 410 $130
PPP Loans 32 As of December 31, 2020, we have closed 2,962 PPP loans totaling $277.0 million 2,817 were under $350 thousand132 were between $350 thousand and $2.0 million13 were over $2.0 million
Concentrations of Creditas a % of Total Loans December 31, 2020 There were no nonperforming loans in any of these loan categories as of December 31, 2020. 33
Net Charge-offsas a % of Average Loans Peer data obtained from the Federal Reserve Bank Holding Company Performance Report as of 12/31/2020 for bank holding companies with consolidated assets of $3 billion to $10 billion. December 31, 2020 34 Nonperforming Loansas a % of Total Loans
Nonperforming Assetsas a % of Total Assets $7.7 million in other real estate owned 35 Loan Loss Reserveas a % of Net Loans Peer data obtained from the Federal Reserve Bank Holding Company Performance Report as of 3/31/2020 for bank holding companies with consolidated assets of $3 billion to $10 billion. Loan loss reserve excluding PPP loans – 1.45%
Allowance for Credit Losses 36 4Q19 Probable Incurred Losses January 1, 2020 CECL Adoption March 31, 2020 CECL December 31, 2020 CECL (dollars in thousands) Amount % of Portfolio 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% $27,577 1.46% Residential mortgage 5,501 0.61% 7,319 0.81% 7,850 0.86% 8,676 0.98% Consumer direct 1,711 1.16% 1,671 1.13% 2,200 1.51% 1,863 1.22% Consumer indirect 6,201 1.18% 7,467 1.42% 9,365 1.69% 9,906 1.60% Total allowance for loan and lease losses/allowance for credit losses $35,096 1.08% 38,137 1.17% $49,445 1.50% $48,022 1.35% Reserve for unfunded lending commitments $274 $386 $404 $494
Total Other Real Estate Owned Sales of foreclosed properties for the year ended 12/31/20 $14.8 millionNew bookings in 2020 $4.4 millionProperties under contract to sell at 12/31/20 $1.2 million (in millions) 37
Total Depositsincluding Repurchase Agreements 38 Total Depositsincluding Repurchase Agreements December 31, 2020 (in billions)
1st Quarter 2021 Review
Key Metrics – 1st Quarter 2021 Total Assets $5.4 billionMarket Capitalization $784.9 millionCash Dividend Yield 3.50%P/E Ratio 8.16xPrice to Book Value 1.2xPrice to Tangible Book Value 1.3xTangible Common Equity Ratio 11.27% Financial data as of March 31, 2021 40
Earnings Per Share 41
Net Income 42 (in millions)
Earnings Net interest income for the quarter of $40.2 million was $1.6 million, or 4.2%, above prior quarter and $4.0 million, or 11.0%, above first quarter 2020. We recovered $2.5 million of our provision for credit losses during the quarter ended March 31, 2021, as a result of improvement in our net charge-off experience. Provision for credit losses for the prior quarter and prior year same quarter was $1.0 million and $12.7 million, respectively.Noninterest income for the quarter ended March 31, 2021 of $15.6 million was a $0.3 million, or 2.1%, increase from prior quarter and a $4.1 million, or 35.2%, increase from prior year same quarter.Noninterest expense for the quarter ended March 31, 2021 of $28.3 million decreased $5.3 million, or 15.8%, from prior quarter, but increased slightly by $0.1 million, or 0.3%, from prior year same quarter. 43
Noninterest Income Q-O-Q increases in loan related fees, net gains on other real estate owned, and trust revenue, partially offset by declines in securities gains and deposit related feesY-O-Y increases in loan related fees and net gains on loans, partially offset by a decline in securities gains (in millions) 44
Noninterest Expense Q-O-Q decreases in personnel expense, taxes other than property and payroll, and net other real estate owned expenseY-O-Y increases in personnel expense and data processing expense, offset by decreases in taxes other than property and payroll and net other real estate owned expense (in millions) 45
Total Assets Total assets at 3/31/21 increased $221.0 million, or an annualized 17.4%, during the first quarterLoans decreased $15.4 millionInvestment portfolio increased $157.7 millionDeposits, including repurchase agreements, increased $216.1 million (in billions) 46
Total Loans Loan portfolio decreased at an annualized rate of 1.8% during the quarterLoans increase from prior year first quarter 7.6% (in billions) 47
CARES Act Loan Deferral Status 48 At March 31, 2021, the number of customers with CARES Act deferrals reduced to 226 for a total outstanding amount of $81.8 million73 commercial with a total outstanding amount of $73.8 million83 residential with a total outstanding amount of $6.5 million70 consumer with a total outstanding amount of $1.5 million
49 PPP Loans As of March 31, 2021, we had closed 4,819 Paycheck Protection Program (PPP) loans totaling $376.1 million2,962 loans totaling $277.0 million stemming from the CARES Act1,857 loans totaling $99.1 million in new PPP loans stemming from the Consolidated Appropriations Act 2021Through March 31, 2021, we have had 1,563 of our PPP loans forgiven by the SBA in a total amount of $117.2 million$98.1 million during the first quarter 2021
Nonperforming Loansas a % of Total Loans 50
Nonperforming Assetsas a % of Total Assets 51
Net Charge-offsas a % of Average Loans (annualized) 52
Allowance for Credit Losses We recognized a recapture of allowance for credit losses with a credit to provision for credit losses of $2.5 million for the first quarter of 2021, compared to a provision for credit losses of $1.0 million for the prior quarter and $12.7 million for the first quarter of 2020.The change in the provision for credit losses compared to the fourth quarter of 2020 was due primarily to the improvement in net charge off experience affecting our vintage loss analysis in several segments, the most significant of those being the indirect lending and residential lending segments.Our credit loss reserve as a percentage of total loans outstanding at March 31, 2021 was 1.28% (1.38% excluding PPP loans) compared to 1.35% at December 31, 2020 (1.46% excluding PPP loans) and 1.50% at March 31, 2020. 53
Total Depositsincluding Repurchase Agreements Deposits, including repurchase agreements, increased an annualized 20.0% from prior quarter and 26.3% from prior year first quarter (in billions) 54
Efficiency Ratio 55
Key Strategic Initiatives
Operational Priorities Build core earnings capacityQuality loan growthLow cost deposit growthExpansion and growth through acquisitions and new branchesManage net interest margin Operational efficiencyExpense controlNoninterest revenue growthCompliance managementIncrease noninterest incomeTrust and wealth managementBrokerageContinuing focus on improving asset quality Continuing liquidation of other real estate owned portfolio 57
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. 58
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